MOU with Lakeview Meridian for Capital Improvement Approval ProcedureMEMORANDUM OF UNDERSTANDING
REGARDING CAPITAL IMPROVEMENT APPROVAL PROCEDURE
FOR RENT CREDIT ELIGIBILITY
BETWEEN
LAKEVIEW MERIDIAN INVESTORS LLC
AND
THE CITY OF MERIDIAN
THIS MEMORANDUM OF UNDERSTANDING (MOU) is made and entered into this
day of January, 2015 by and between Lakeview Meridian Investors LLC
(Lakeview) and The City of Meridian, Idaho (City), to establish a mutual understanding
regarding certain details related to the approval of Capital Improvements at Lakeview
Golf Course that may qualify for credit against the annual rent.
WHEREAS, On May 17, 2005, City and Lakeview entered into a Lease
Agreement for the operation of the Lakeview Golf Course; and,
WHEREAS, the 2005 Lease agreement included a required Capital Improvement
Program that was linked to a specific list of annual projects; and,
WHEREAS, On September 17, 2013, City and Lakeview executed an Addendum
to the Lease Agreement that, among other things, changed the golf course
Capital Improvement requirements to eliminate the specific list, but instead for
consideration of rent credit eligibility require a minimum of $6,000 in
improvements per year for the seven year period of October 1, 2012 through
September 30, 2019; and,
WHEREAS, The September 17, 2013 Addendum also instituted a procedure for
receiving credit for the annual rent due for the seven year period ending on
September 30, 2019 in exchange for completing the minimum required capital
improvements; and,
WHEREAS, neither the 2005 Lease or the 2013 Addendum contain a precise
definition of "Capital Improvement" which has resulted in some misunderstanding
about what projects may or may not qualify for the annual rent credit; and,
WHEREAS, the parties desire to establish a process for Lakeview to receive pre -
approval from City for upcoming capital improvement projects, along with an
MEMORANDUM OF UNDERSTANDING - 1 of 5
improved administrative procedure for verifying the amounts spent on capital
improvements and receiving credit against annual rent due.
NOW, THEREFORE, the parties hereby agree as follows:
A. NATURE OF CAPITAL IMPROVEMENTS TO BE CONSIDERED FOR
APPROVAL:
1. If Lakeview is seeking construct a capital improvement project ("Project")
and be eligible to receive credit against annual rent, the Project details
and the amount of rent credit must be approved in advance by the City
Council.
2. The City Council shall have discretion to consider a wide variety of
Projects as proposed by Lakeview.
3. In approving a proposed Project for rent credit, the City Council shall
consider whether the Project includes the following attributes:
a) The Project enhances the usefulness and value of golf
course facilities by curing an existing deficiency, improving an
amenity, or providing additional enhancement or capacity to serve
the public.
b) The Project is intended to be a permanent improvement that
has a useful life of more than one year.
C) Ownership of the Project components will be vested in the
City upon completion, either by being integrated into the City's real
property and improvements, or by way of a certificate of title,
certificate of ownership, or bill of sale.
d) The Project is not intended to fulfill an operational obligation
already existing in the Lease Agreement unless waived by the City
Council at the request of Lakeview.
4. Nothing in this MOU shall be construed to limit the ability of Lakeview to
construct additional capital improvements as allowed under the Lease
Agreement for which Lakeview does not wish to receive rent credit.
B. CAPITAL IMPROVEMENT PRE -APPROVAL PROCESS:
MEMORANDUM OF UNDERSTANDING - 2 of 5
1. Prior to undertaking a Project for which Lakeview desires to qualify for
credit against annual rent due, Lakeview shall fill out a Project Proposal
Form (see sample form, Exhibit A, which may be updated from time to
time in a manner not inconsistent with the provisions of this MOU) and
provide the form along with any supporting documentation to Director of
Parks and Recreation. Details of the Project shall include but are not
limited to:
a. Specifics of the proposed Project, focusing on how the Project will
provide a long-term enhancement to the Golf Course facilities.
b. Timing of the Project.
c. Estimated cost of the Project.
2. The Director of Parks and Recreation shall place the Project Proposal on
the next available agenda of the Golf Course Focus Group for discussion
and recommendation to City Council.
3. After receiving a Project recommendation from Golf Course Focus Group,
Lakeview shall submit the Project Proposal Form and any supporting
documentation to the City Clerk to be placed on the next available City
Council agenda for presentation of the Project by Lakeview.
4. After receiving a Project proposal by Lakeview, City Council shall
deliberate regarding the amount of credit against annual rent to be allowed
if the Project is constructed as proposed.
a) The maximum allowable rent credit per year shall be
$6,000.00
b) If the total Project cost exceeds $6,000.00:
i. At such meeting, City Council shall determine the total
amount of the remaining Project cost that will be allowed as
credit against rent in the successive years if the Project is
completed as approved.
ii. City Council shall specify the amount(s) for each successive
year that the rent credit will be allowed at the time of the
original approval of the Project.
MEMORANDUM OF UNDERSTANDING - 3 of 5
iii. If the City Council and Lakeview do not agree on the amount
of credit to be allowed for future years' rent, there shall be no
obligation for Lakeview to initiate such Project or any future
project. However, the City Council and Lakeview may agree
to modify such Project to reach a mutually satisfactory
agreement on the amount of future years' rent credit.
C. ADMINISTRATIVE PROCEDURE FOR PROJECT COMPLETION
VERIFICATION AND RENT CREDIT:
1. To receive credit against annual rent due for constructing an approved
Project, Lakeview shall comply with the procedure set forth in the 2013
Addendum titled "Payment of Rent" which requires that documentation be
submitted to the City at least one month prior to the beginning of the fiscal
year in which the rent credit is to be applied.
2. If Lakeview constructs the Project as proposed, proof of payment shall be
presented to the City on the Project Verification and Rent Credit Approval
form (see sample form, Exhibit B, which may be updated from time to time
in a manner not inconsistent with the provisions of this MOU).
a) Proof of Payment may include, but is not limited to contractor
invoices, cancelled checks, and the like.
b) The Project Verification and Rent Credit Approval form and
any supporting documentation shall be presented to the Director of
Parks and Recreation.
C) The Director of Parks and Recreation shall direct Parks
Department Staff to conduct a site visit to verify that the portions of
the Project listed on the proof of payment have been constructed as
represented.
d) If the documentation is deemed satisfactory by the Director
of Parks and Recreation, the Project Verification and Rent Credit
Approval Form shall be forwarded to the City Finance Department
so that the appropriate credit against annual rent can be applied.
If the Director of Parks and Recreation has questions about
the documentation submitted, he shall first work directly with
Lakeview to resolve any dispute.
ii. If the Director of Parks and Recreation is unable to resolve a
documentation dispute with Lakeview, the matter shall then
be placed on the agenda of the next regularly scheduled
MEMORANDUM OF UNDERSTANDING - 4 of 5
meeting of the City Council for discussion and appropriate
action.
D. TERM OF MOU; EXTENSIONS: This MOU shall be in effect until September
30, 2019 to coincide with the seven year rent credit program set forth in the 2013
Addendum. The rent credit program and this MOU may be extended by mutual
written agreement.
E. MISCELLANEOUS TERMS:
1. This MOU shall be construed and interpreted in accordance with the laws
of the State of Idaho. The parties agree that the courts of Idaho shall have
exclusive jurisdiction and agree that Ada County is the proper venue.
2. The failure or neglect of a party to enforce any remedy available by reason
of the failure of the other party to observe or perform a term or condition
set forth in this MOU shall not constitute a waiver of such term or
condition. A waiver by a party (i) shall not affect any term or condition
other than the one specified in such waiver, and (ii) shall waive a specified
term or condition only for the time and in a manner specifically stated in
the waiver.
3. This MOU shall be binding upon and inure to the benefit of the City and
Lakeview, but the terms and conditions contained herein shall not be
transferrable to successors and/or assigns of City or Lakeview.
IN WITNESS WHEREOF, the parties do execute this Memorandum of Understanding
the day and year first above written.
LAKEVIEW MERIDIAN INVESTORS LLC
By
Its:
CITY OF MERIDIAN, IDAHO
By:
Tammy de)Neefd, Mayor
MEMORANDUM OF UNDERSTANDING - 5 of 5
n City of 1
Axxio.nEin
L. Holman, City Clerk
E.. IDIAN*IDAHO-
Submit to City Clerk's Office
Lakeview Golf Course
Capital Improvement Project
Proposal Submittal Form
Proposal submitted by:
Date: --
ATTACH NARRATIVE DESCRIBING THE FOLLOWING PROJECT INFORMATION:
1. HOW DOES THE PROJECT ENHANCE OR IMPROVE THE CITY'S CAPITAL ASSET?
2. WHAT IS THE EXPECTED USEFUL LIFE OF THE H PROVEMENT?
3. IS THE PROJECT AN IMPROVEMENT TO THE CITY'S REAL PROPERTY?
4. IF THE PROJECT IS NOT AN IMPROVEMENT TO THE CITY'S REAL PROPERTY, HOW WILL
OWNERSHIP BE VESTED IN THE CITY?
5. LIST PROJECT CONSTRUCTION TEAM OR VENDOR
6. PROVIDE TASK AND COST BREAKDOWN
7. PROVIDE PROJECT TIMELINE.
Date of Golf Course Focus Group Presentation: /Z-
Recommendation
ZRecommendation from GC Focus Group:
,�e- e14e 0�� 4
Lakeview Golf Course Capital Improvement Project Proposal Submittal Form
Version 1.0 01/08/15
ATTACH NARRATIVE DESCRIBING THE FOLLOWING PROJECT INFORMATION:
1. HOW DOES THE PROJECT ENHANCE OR IMPROVE THE CITY'S CAPITAL ASSET?
Rebuilding or modifying (depending on which Option is chosen (see Proposal Option
A and Proposal Option B attached) the #9 Green is intended to improve the playability
of the Green and provide better pin placement surfaces. Currently, locating a pin
placement that can reasonably be played by the substantial majority of golfers is nearly
impossible. The reason is that it is dome shaped as well as downward slanted and most
golfers suffer a disappointing 2 or 3 putt outcome. Complaints about this Green are
constant and consistent in seeking modification. Such improvement when implemented
this year will be permanent.
2. WHAT IS THE EXPECTED USEFUL LIFE OF THE IMPROVEMENT?
• Since the changes contemplated in both Option A and Option B are permanent, the
useful life will match the useful life of the golf course.
3. IS THE PROJECT AN IMPROVEMENT TO THE CITY'S REAL PROPERTY?
• Yes, it is a permanent improvement to the real property.
4. IF THE PROJECT IS NOT AN IMPROVEMENT TO THE CITY'S REAL PROPERTY, HOW WILL
OWNERSHIP BE VESTED 1N THE CITY?
• NIA
5. LIST PROTECT CONSTRUCTION TEAM OR VENDOR
• See Proposal Option A and Proposal Option B (Attached)
f). PROVIDE TASK AND COST BREAKDOWN
• See Proposal Option A and Proposal Option B (Attached)
7. PROVIDE PROJECT TIMELINE.
• See Proposal Option A and Proposal Option B (Attached)
Proposal for Rebuilding #9 Green
Lakeview Golf Course
Option A — Complete Redesign and Reconstruction
Description
Lakeview Golf Club proposes to:
• Excavate the existing #9 Green,
• Salvage and redeploy turf and other materials where possible
• Design a challenging but appropriate replacement in consult with professional designer
• Implement new design and reconstruct #9 Green
Construction Team
• Project Superintendent: Rich Rush, Lakeview Grounds Superintendent
• Contractor: Timberstone Construction Company
• Contractor Superintendent: Craig Jackson
• Professional Golf Course Architect: Dave Durzisky ASGCA
• Project Team: Lakeview Grounds Crew, Timberstone Crew
Project Task and Cost Breakdown
• Complete Restoration:_Timberstone Construction (NTE) Estimate: $21,750.00
o Equipment
o Profile
o Topsoil
o Sand
• Replacement Sod: (NTE) Estimate: $11,200.00
o 6,000 square feet
o Bent Grass Mix
o Delivery to Lakeview
• Installation of Irrigation System: Lakeview Grounds Crew (NTE) Estimate: $3,000.00
o Materials
o Labor
Project Timeline
• Estimated Start: January 25, 2015
• Estimated Project Completion: 14 Days (Weather Permitting)
• Estimated Opening Date: May 31, 2015
Total Cost: (NTE) $35,950.00
Proposal for Rebuilding #9 Green
Lakeview Golf Course
Option B — Renovation of Putting Surface Only
Description
Lakeview Golf Club proposes to:
• Cut and temporarily store existing sod on entire Green
• EvaIuate depth of sand base and irrigation system in place
• Design pin placement areas most suitable for existing Green footprint and current location
• Implement new design by adding new sand and other materials where necessary
• Modify irrigation system if necessary
• Replace sod on putting surface and if necessary add turf for optimal grow in condition
around Green
Construction Team
• Project Superintendent: Rich Rush, Lakeview Grounds Superintendent
• Contractor: Timberstone Construction Company
• Contractor Superintendent: Craig Jackson
• Project Team: Lakeview Grounds Crew, Timberstone Crew
Project Task and Cost Breakdown
• Complete Putting Surface Renovation: Timberstone Construction (NTE) Estimate: $6,000.00
o Equipment
o Profile
o Topsoil
o Sand
o Sod
• Modify Irrigation System: Lakeview Grounds Crew (NTE) Estimate: $1,500.00
o Materials
o Labor
Project Timeline
• Estimated Start: January 25, 2015
• Estimated Project Completion: 14 Days (Weather Permitting)
• Estimated Opening Date: May 31, 2015
Total Cost: NTE $7,500.00