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HomeMy WebLinkAboutOrdinance 1835 N.C.S. 01/07/1991~~I ~~~ 8,1991.: ORDINANCE NO. 1835 N.C.S. Introduced by Seconded by Larry Tencer Michael Davis AN ORDINANCE AUTHORIZING A LEASE OF REAL PROPERTY LOCATED WITHIN THE CITY OF PETALUMA BE IT ORDAINED BY THE Council of the City of Petaluma as follows: Section 1. Certain real property located in the City of Petaluma, County of Sonoma, State of California is hereby authorized to be leased under the terms and conditions set forth in the Lease by and between the City of Petaluma and Empire Golf, Inc. which Lease is attached hereto as Exhibit "A" and incorporated herein by reference and the City Manager is hereby authorized to sign said Lease which is for the use of a public golf course.. Section 2. The City Clerk be, and she is hereby directed to publish this ordinance for the period and in the manner as required by the City Charter. Ord 1835 N.C.S. INTRODUCED AND ORDERED published%posted this 17th day of December 1990. ADOPTED this nth day of January , 199' by the following vote: AYES: Davis, Woolsey, Vice Mayor Cavanagh, Mayor Hilligoss NOES: 0 ABSENT: Sobel ABSTAIN: Read, Nelson l.i ATTEST: y Clerk City . golf.doc Ord. 1835 N.C.S ~PProwe.~ b~ ~rc~inanc.~ Ig35. tiC.S• l -'~- ~~ L E A 'S E A G' R' E E M E N T Thus Leaise Agreement ("Lease") is entered into this / ~~ day of ~JQ ~ 19,~ by and between the CITY OF PETALUriA, a public bo°d y, corpo°rate and politic of the State of California {"Lessor"), and EMPIRE GOLF IN:C., a California corporation ("Lessee"). ~ . 1. LEASED P:RO.PERTY Lessor leases to Lessee and Lessee leases from Lessor, for the term and upon the germs and cond=tions set -forth in this Lease, that parcel or parcels of real property constituting approximately 1.26 acres on or near the Municipal Airport and described with more specificity in Exhibit "'A", which is attached to this Lease and made ,a part of thi Lease for all purposes, along with all easements, covenants,, a'nd other~appurtemant rights assaci.ated with said real property (co,llectvely the "Leased Premises"). 2. CONSTRUCTION AND USE OF`LEA$ED PREMISES Lessee agrees it will wse the Leased Prem'aes for the construction and operation oaf a public golf course and .other activities customarihy associated' with or incidental °to the operation of a public golf course, including without limitation, sale o.r r:eiital o'f go`lf-related merchandise at a golf .prof_essional ' s shop, fiirnis:hng.of lessons by a golf professional, operation of a driving range, a~n`d sales of food and beverages, including liquor sales.. Lessee shall not use~the`Leased -Premises for any unlawful purpose and shall comply with all valid haw rules and regulations ~k applicable to the Leased Premises or. the businesses .conducted on the Leased Premises. 3. QUIET ENJOYMENT _ Subject only to the terms of this Lease, so long as Lessee complie>s with -its obligations under this Lease, Lessor shall secure ' to Lessee the quiet and peaceful enjoyment of the Leased. Premises amd the sole and exclusive posses ion of the Leased Premises without objection or interference ;from Le sor or any party claiming under Lessor. 4. ~ TERM 4.1 Initial Term The term of this .Lease shall be for forty (40) years, beginning on the first day of the calendar month following completion o.f the Construction Period as that term is hereafter defined. The Construction Period shall be that period of time beginning with the. execution of this Lease and continuing until such time as the parties recognize and agree in writing that t-he golf course is ready for public play. The standards for agreement that the golf course is ready for public play shall be: completion of Le_ssor's Required Obligations pursuant to subsection 6..1 of this Lease, completion of the Lessee's Improvements pursuant to subsection 6.3 of this Lease. issuance of a certificate of occupancy for the clubhouse and other structural. improvements constructed upon the Leased Premises. installation of the irrigation sys em upon the golf ,course an d. successful maturation of the turf grasses and other landscaping required for practical use 2 . ,. and play upon the golf course. Lessee`s obligations for the payment of rent pursuant to Section 7 shall not commence until the first calendar momth following the completion of the.Construction Period. 4.2 Optional T'e-rm Lessee .is granted one (1) successive twenty (20) year option to extend t'he initial term .of this lease on all terms. covenants and conditions herein-continued in accordance with provision regarding percentage ,rent in option. period through termination. Lessee, shall give written notice of the exercise of the .option to Lessor not later than one hundred eighty (1.80) days prior to the expiration of the initial term. 5. LEASE YEAR DEFINED A "L-ease Year" is that.. period of 12 consecutive calendar month beginning with the term of the Lease as defined in Section 4. The ,Lease Year may be changed by written agreement of the parties. Each Lease Year will constitute a separate accounting period for the purpose of computing percentage rent. and gross revenue`.for any Lease Year shall not be carried forward or backward into an,y other Lease Year. ~ If this Lease is terminated prior to the end of a Lease Year. minimum rent andipercentage rent will be subject to proration. 6. CONSTRUCTLON OF .THE GOLF COURSE 6.1 Lessor's Reauir-ed Obligations The obligations identified in this subsection 6.1 shall be referred hereafter as "Lesso`r's Required Obligations." 3 Lessor shall provide to Lessee the real "property identified in Section 1 anal Exhibit "A" of this Lerase. In order to satisfy Lesso-r's R:equired Obligations under the terms of this subsection, it is .agreed that Lessor shall, secure and provide all of the following. without limitation: (A) Design,, easements, and permits for treated waste water line to golf course site. (B) Share cost equally of fencing on property north of East Washington Street to,secure golf course from playing fields and other relational activities in park area, work to be done by Lessee. {C') Subordination o.f land to allow financing of project. (D) A11 necessary `archeoaogical, fish and game, biological soils analysis or other required studies or approvals necessary to commence construction. (E') Al°1 necessary environmental permits such as an environmental impact report or negative declaration. (F) All neces ary map r"ecordaton. conditional use permits, easements or zoning appr:o'vals. (G) Indemnif.ca;tion from any toxic waste . liability existing as of the commence"merit of the Lease. (H) At the. p.orrt of ultima a connection, all nec?ea ary amd required utilities, including without limitation, but only if avail~a:ble., electricity, water, sewer, and fire hydrants. 6.2 Irrigation Water 4 Lessor and Lessee; acknowledge that the golf course . is to be .irrigated with s.econd'ary treated effluent in accordance with any applicable law, regulation or rule including the Use Permit. fro m, the City of Petaluma. (A) Priority Status. Anything to the contrary in this Lease notwithstanding, Lessor covenants that it will provide irrigation water to the Premises and the golf course as part of its sewage effluent discharge program, for energy pumping cost only, and in priority to all other customers other than those with. valid and existing contracts which were executed prior to January 1. 1989, or renewals of said contracts. and will not alter its discharge program in any respect to change its locat-ion in such a manner as to deprive the, Premises or the golf course .of such irrigation water unless supplemented by another source. In the event federal, state. local, other law. ordinance. rule or regulation ever require that t'he sewage effluent used for any treatment other than that currently used by the Lessor, Lessor agrees to process the sewage effluent used on the Premises and the golf course in conformance with such requirement. at Lessor's sole cost. and expense. and to continue to provide the required irrigation wa er or alternate source of water agreeable to Lessee, to the Premises and the golf course. as required by this paragraph. 6.3 Less!ee's Reauired Obl .aa.tions The obligations identified in this Subsection 6.3 shall be referred hereafter as ".Lessee's Required Obligations." In order to satisfy Lessee's Required Obligations under the terms of this 5 subsection, it is agreed that L.e,s'see shall secure and provide all of the following without limitation: (A.) An 18 hole golf course having a length of not less than. 6,:200 yard an;d par of at least 72. {'B) ~A driving range with a minimum of 30 all grass tees. (C) A clubhouse building to include golf shop, restaurant, bar. kitchen, and rest rooms. Building to be no less than 6,000 square feet, anal designed for future expansion. (D)- Landscape and irrigation improvements, including an automatic irrigation system, which will be permanent, for al tees, greens, fairways, .and around all structures. (E) Night lighting fo;r the driving range. and parking lot. (F) A maint'e,nance bu.ild.ng for golf course equipment, stor-age, supplies,.. and repaxs. (G) Necessary mechanical, electrical. and plumbing installations. (H) Parking for golf course and driving range. (I) Cart storage building for the power cart operation . (J) Extension of treated 'water main at the current end of the line location on the Adobe Creek Golf Course to the golf course site. (,K) Such other improvements as are required to develop, maintain and operate a 18 hole golf course facility. 6 (L) Additional Construction. Subject to written approval of Lessor, Lessee may elect to construct certain additional facilities which are compatible with the Required Construction.. and which provide o;pt.ional services for the Leased Premises including without limitation. banquet facilities, and outside barbecue facilities. (M) Lessee shall also provide an additional thirty- three~(33) acres, as specifi"tally described in Exhibit B, adjoining Lessors property to establish a- total of one hundred sixty (160) ' acres for the full"golf course facility. (N )' Necessary improvements to East Washington Street crossing connecting golf course on the south side of East Washington Street with golf course on north side, for golf cart and pede: trian (golfers) access. 6.4 Construction Plans and Approval " (A) Conceptual. Lessee will submit golf course route plan and conceptual facilities phan for Phase 1 the golf. course to Lessor not later than thirty (30) days following execution of this Agre,,ement for Lessor°s approval, which is not to be unreasonably w.thhe3d. Lessor'•s~ response to the submitted plans, including any~r'ecommendatons for change, is to be submitted to Le.s ee not later. than thirty (30) days following Lessor's receipt of th:e schematic plans. (B) Lessee shall submit far approval all deve•lopme'nt a'nd Construction Plans for final approval in the foll;owin9 phases: " 7 - Phase 1 Golf Course and Driving Range Phase 2 Maintenance Building Phase 3 .Clubhouse, Cart Storage Building, Parking Lot and Street Improvements Lessor's response to these development and construction plans, including any recommendations for change, shall be submitted to Lessee not later than sixty (60) days following Lessors receipt of plans. (C) "As Built" Plans.. Within sixty (60) days following completion of construction upon the Leased Premises, Lessee shall furnish Lessor~a complete set of reproducible and two sets of prints of "as built" plans. 6.5 Construction Following Lessor's approval of development plan and construction plans by Phase, Lessee, as the general contractor, shall cause the commencement of the Required Construction upon a date mutually agreed upon b;y Lessor and Lessee. Lessee shall mutually comply with all approved plans unless a change order or alteration is otherwise agreed to by Lessor.. Lessor shall have the right to inspect all construction for the purpose of confirming that Lessee is adhering to the approved plans and specifications. Lessee shall also construct or cause to be constructed upon the Leased Premises all lines, structures and facilities required in order to provide the Leased Premises with all necessary utility services. _ (A) Mechanics Liens or Stop-Notices. Lessee shall 8 at.all times indemnify, d:e'fend,and hold Lessor harmless from all claims for labor and materials in connection with the construction, repair. alteration or installation ~of structures, improvements, equipment of facilities upon the Leased Premises and from the cost of defending against such claims, including reasonable attorney fees. In the event a lien or to stop notice is imposed upon the Leased Premise-s,as a result of such construction, repair alteration or installation, Lessee shall either: a) Record a valid release of lien, or b ) Procure and record a, bond in accordance with Section 3143~of the California Civil Code, which frees the Leased Premises from the claim of the lien or stop-notice and from any action brought to foreclose the lien. 6.6 Lessee's Assurance of Completion Prior to commencement of construction. Lessee shall furnish Lessor suitable evidence of money available, in an amount of not less than four million dollars ($4,000,000.00) in order to complete the Required Construction. Such evidence may take the form 'of one of the following: a) a peerf~ormance bond containing the provisions of a labor and materi,a bond supplied by Lessee's contractor or contractors, provided said bonds are issued jointly to Lessee and Lessor as obligees; or b) an irrevocable letter of credit, in an amount not less than $4,000,000.00. or 9 c) cash deposited in an escrow acceptable to Lessor, with interest to accrue to Lessee, but with instructions to the escrow agent to the effect that until construction is completed., funds deposited in the escrow may.not be released or pledged without Lessor's written approval; or d) any combination of the above. All bonds and letters of credit must be is ued by a company qualified to do business in the state of California. 6.7 Ownershiu of Improvements . (A} A11 buildi',ngs, improvements and facilities, other than trade fixtures ;and personal property constructed .or placed upon the Leased.Pr'emises by Lessee, shall become Lessor's property upon the termination of the. Lease term.. (B) Lessee's land contribution of 33 +/- acres, shall become property of Lessor upon termination of Lease. 7. RENT In consideration of Lessor executing this Lease and grant the rights provided in this Lease, Lessee will pay to Lessor at the address•listed the consideration outlined in Sections 7.1 and 7.2. 7.1 Annual Rent a) Lessee shall pay Lessor the following annual rent in the first ten (`10)years of the lease: Years 1 through 5 $1,000 per year Years 6 through 10 $10,000 per year b) Payment of Annual Rent. In the years one (1) through ten (10) of this lease the annual rent payment shall 10 be due no latex than fifteen (15), days following the first month of each,."Lease year" as defined`in Section 5. . 7.2 Percentace Rent a) Percentage rental shall begin in the eleventh (llth)~ year of this lease. The first payment of Percentage Rental .shall occur in arrears in the second (2md) month of the eleventh. (11th) year of the lease.. Schedule of Rent shall be as follows: Percentaae.Rent Schedule YEARS 11-15 16-20 21-25 26-40 41+ GREEN FEES 5.0% 7.5% 10.0°s 10.0% 16.0% CARTS 5.0% 7.5% 7.5%. 10..0% 10.0% RANGE 5.0% 7.5% 7:5°s 10.0% 10.0% OTHER REVENUE 0.0% 0.0% 2.5% 5.0% 5.0% b) Monthly Statement. On or before the 15th day of .each calendar month starting in the second (2nd) month of the eleventh (11th) year of the lease,. Lessee shall deliver to the Lessor a written statement certified as correct by Lessee, of the amount. of Lessee's Gross Revenue during the preceding calendar month. c) Records. Lessee shall. with respect to business done on Premises, keep true and accurate .accounts, records, books and dates (hereinaft~er.ealled "records"), in a form 11 f satisfactory to the Le sor,.whch s'h"aal contain a breakdown between Gross Revenue from the categories .set out in "Percentage Rent Schedule" in 7.2a). Thee Lessor may, at the Lessor's expense, require an audit o,f eaah annual"statem'e nt. Accurate receipt printing registers shall be installed and kept by Lessee on the premises, which ,shall show and record each and every sale transacted'. Rental and fees shall be recorded when made or performed.. d) Inspection of Records: Audit. The Lessor shall be entitled a't arT.y time throughout the initial and optional term and. for one ('1) year thereafter to question the accuracy of any statement furnished by Lessee hereunder. For such purpose Lessee shall keep safe and intact f<or at least four ( 4 ) years after the end of each lease year all of Lessee's records, sales slips, and other material Lessee is required' to maintain hereunder with .respect to Gross Revenue. Lessee shall .upon written reques-t, make the same available for examination. at any reasonable time for one ~ (1) year after the end of 1_ease.year to which such record's relate.. Lessee. hereby agrees that the Lessor, its employees, agents and represenaatives, at all reasonable ti"mes,.shall have the right to inspect a'-nd exa-mine all such records,. sales slips and other material by which the Lessor may be enabled to ascertain ..the amount of Lessee's°Gross receipts hereunder. Lessee agrees to furnish the Lessor true and complete copies of its annual retail sales and use tax returns at~the time such is filed .with the State of California 12 _. ~ relative to itsoperations at the golf course. Upon written ' request by the Lessor. Lessee agrees to immediately furnish the Lessor with a copy of such records and materials for the reasonable cost of producing same. 8. GROSS REVENUE For purposes of calculating Percentage Rent. in Section 7.2 "Gross Revenue" shall mean all .money received by Lessee as a result of the sales of goods or the provision of services on the Leased Premises, but shall not include: (1) Cash refunds or credits allowed on returns by customers; (;2 ) Sales taxes, excise taxes. gross receipts taxes and other similar taxes now or later imposed upon the sale of food, beverages, merchandise or services and paid by Lessee to the appropriate taxing authority. whether added to or included in the selling price; (3) The actual uncollectible amount of any check or bank draft including costs. of collection received by Lessee as payment for goods or services and returned to Lessee from a customer's bank as being uncollectible (commonly "non-sufficient funds" checks), but only after Lessee has made reasonable efforts to collect on the check; {4) The actual uncollectible amount of any charge or credit account (commonly "bad debts") incurred including costs of collection by Lessee for the sale of merchandise or services; provided, however. that the credit was ex-tended to the customer by Lessee., and that reasonable efforts to collect said account have 13 been made; (5) The actual uncollectible amount of any sale of merchandise or services for which Lessee accepted a credit card; including costs of collection provided„ however, that Lessee has made reasonable efforts to collect th:e debt after being notified by the issuing bank of the invalidity or uncollectibility of the charge; (6) Interest or other charges paid by customers for extension of credit; (7 ) Sales or trade-ins of machinery. vehicles.trade fixtures r or personal property used in connection with Lessee's operation of the Leased Premises; (8) The value of any merchandise, supplies or equipment exchanged or transferred ;from o°r to other locations of business of Lessee whexe such exchange or transfer is not made for the purpose of avoiding a sale which would otherwise b~e made from or at the Lea ed Premises; (9') Receipts in the form of refumds from or thee. value of merchandise. s-upplies or equipment returned to shipper-s. suppliers or manufacturers; (10) The amount of any cash or quantity discounts received from sellers. suppliers or manufacturers; (11) The amount of any gratuities paid or given by customers to or for employees of Lessee; (12~) Rece.ipts from the sales of uniforms or clothing required 14 to be worn by employees; (13) Amounts attributed- t,o meals served or provided to employees of Lessee; (14) Receipts from the sale of waste or scrap materials resulting from L:essee's operations; 9. FEES AND CHARGES . Lessee shall establish and keep current ,a comprehensive schedule of fees for golf play and cart rentals. 9.1 Establishing of Fees Fees for golf shall be determined in the following manner annually. (A) Survey the regular 18 hole weekday and regular 18 hole weekend green fees from the following five ( 5) -area courses. Initial survey and setting of fees shall be done sixty (60)` days prior to course opening. and thereafter on the anniversary date annually. 1) Peacock Gap Golf Course 2) Windsor Golf Course 3) Mt. Shadows North Golf Course . 4) Indian Valley Golf Course 5) Oakmont West Golf Course (B)- Compute the average fee charged for the aforementioned categories. from the five courses. (C.) The charge for said service charged by Lessee shall be no greater than the average of these five courses. (D) A comprehens-ive review of applicability of "surveyed" courses shall occur every .five (5) years. Any course 15 that changes their operating policies significantly shall be replaced at time of annual review b,y mutual consent of Lessor and Lessee. 9.2 Residents Discount All residents of the City of Petaluma shall receive a 20% discount off any published green fee. The method .of administering the discount shall .be mutually agreed upon by Lessee and the City of Petaluma .Parks and Recreation Department. 9:3 Senior/Junior Discounts All resident Seniors (62 years old and older) and Juniors ( 18 years old and under) sha h receive a minimum of an additional 10% off the regular resident weekday green fee. Days anal hours of availability of discount shall be determined b.y Lessee, not to be unreasonably restricted. A11 other fees, including without limitation, fees for range r balls, lessons, rentals, food. and beverage.. and gglf shop merchandise shall be at sol.e~discretion of Lessee. A register receipt, showing date and time of issue; and amount paid, shall be tendered to every person paying for fees or services. 10. SERVICES TO BE PROVIDED BY LESSEE Pursuant to this Agreement, Lessee shall provide the services and operate the golf course facilities as described below. 10. I ~ianaaement Lessee agrees to o.p~erate 'and .manage the golf course facilities and services offered in a high quality manner comparable to 'gther courses providing similar facilities and services during the. entire Lease term. Lessee shall provide, at a 16 minimum, a full time Head Golf Pro,fessi.onal w.ho shall be a "Class A" member of the Professional Golfers Association of America, and a full time Golf Course Superintendent .who is a "Class A" member of the Golf Course Superintendents Association of America. Lessee agrees~it shall operate anal maintain a standard of. service at least equal to that of the golf course facilities aforementioned in 9.1(A). 10.2 Hours of Operation Lessee will establish hours of operation, subject to Lessor's approval. Lessee agrees it will conduct. business on the Leased Premises in conformance with published hours and days of operation. as established, unless an exception or change is otherwise approved by Lessor. 10.3 Lessee's Employees Lessee will ensure that its employeesshall at all, times. c'ond'uct themselves in a credible manner. Lessee shall maintain a staff adequate to operate and administer all facilities located on the Leased Prem'ises' 10.4 Dress and Conduct Standards Lessee shall set dress and conduct standards, subject to Lessor's approval, and shall be permitted to deny entry or permission to. play to anyone who .fails to conform to those standards. Lessee sfi aTl have the right to, in. its so: a jud'gement,~refuse admission and/or service to persons who are drunk, disorderly, under the influence of drugs, or who conduct them elves, in a manner that could result in injury or harm to persons or property on the Leased Premises. Lessee shall also have the right to su pend privileges as he deems necessary. 10..5 Tournaments Lessor shall have the right two times 17 during each Lease year to schedule a tournament or tournaments for the full day. Lessee and Lessor will agree in advance, once a year, on the dates for such tournaments. Tournament participants will pay the then-prevai-ling rates for golf tournament fees and services. 10.6 Public Course: •Non-Discrimination Fair and equal use of the Premises and facilities and hiring. treatment and advancement of employees there at by Lessee shall not in any manner be denied or abridged on the basis of sex, race, .color, religion, ancestry, national origin, or in any other manner discriminatory under federal, state or local law. 10.7 Clubs, Tournaments and Special Events (A) Clubs., Lessee agrees to encourage formation of recognized golfers' organizations b.y users of the golf facility. The. parties hereto agree that gender specific clubs, for example men's and women's clubs. seniors cluba, or junior clubs. can be important to the success of a golf course; and Lessee shall have the right, in Lessee's reasonable business judgement. to establish such clubs or other similar clubs may be granted certain privileges. including, but not limited to. starting time preferences and annual use playing cards. with a first preference given to Petaluma residents. (H) Tournaments and Specific Events. Lessee agrees to accommodate and encourage tournaments and to consider favorably suggestions for events calculated to accommodate the public, increase golf play at the course, and otherwise mutually benefit 18 o ~, ' . the parties hereto. T.h>e~ sc2iedul,ng of and rules for all tournaments shall be determ°ined b,y Lessee. Lessor and Lessee acknowledge that these types of events' by their very nature curtail the public access to th:e: couxse during s':ue~h events. 10.8, Lessor's Rerh.t, of Inspection Lessor, acting through its director o.f Parks and Recreation ("Directgr") . shall .have the right to enter upon and iris;pe;c`t the Leased E~remises at any time during normal business hours. 11. TAXES Lessee will pay all taxe Tic.ense fees or other governmental charges.a~ssessed or mp.o~sed on the personal property and 'improvements owned by Lessee located on the Leased Premises or upon the. business operations of Lessee conducted on the, L-eased. Premises. 12. UTILITIES Lessee will pay before delinquency al.l charges for utilities including electricity. ga ;. heat'ng.. cooling, telephone and iaat.er, used`by.Lessee on the :Leased Premises. 13. CAP`ITA`L IMPRO.VEMENT.S 13.1 Initial Term Starting in year thirty-one (31). Le see wi l begin a ma,Tor renovation and m'bdernzation program. Work shall be condu:'cted by Lessee. Payment. wi-11 be provi,.ded by creating a capital improvement trust fund of an additional three percent (3°s) of the gros green fee revenues annually c~ommenc'ing in year thirty- one (31~), :This will be deposited in an account annually approved 19 by Lessor. all interest to go to account. Lessee "with Lessor's approval will make improveme,nas to golf course facility annually or on a basis ,as agreed by .partie's. This three percent ( 3°s) of the gross green fee revenue shall be paid pursuant to subsection 7.~2, and is an addition to percentages set forth in 7.2. 13:.2 Optional Term Starting in year forty-one (41), or the first year of the Optional Term, said capital improvement trust fund as described in 13 . 1 shall be incr"eased from an additiona three percent ( 3°s) to an additional four percent (4%) of gross green fee revenue. Fund shall be administered as detailed in 13.1. and is an addition to percentages set forth in 7.2. 14. MAINTENANCE AND REPAIRS ,Lessee acknowledges it is acquiring the Leased Premises in their current "as is" condition, except as provided in subsection 14.1 below. 14.1 Lessee's Obliaat"ions Lessee assumes sole responsibility for maintenance and repair"of the.LeaSed Premises and Lessee~wil.l maintain the Leased Premises' in good ordex and in sanitary and safe condition at Lessee's: sole expense. Lessee agrees it will maintain the Leased Premises in conformance with'the maintenance standards specified in Exhibit.: "C"., which is attached to this, Lease and made a part of this Lease by this reference. 15.. L'ESSOR'S COOPERATION City recognizes and acknowledges that Lessee will need the 20 assistance and cooperation o'f Cit'y in order to properly perform and fulfill Lessee's covenants and obligations under this Lease. Therefore, City agrees it wi.T-1 secure for Lessee, with Lessee's assistance as needed, all permits or license that axe ~w.ithin the jurisdiction and' authority of City or w-.thin the jurisdiction and authority of City's various departments, agencies officers, boards or councils, and that~are required in order for Lessee to fulfill its obligations under this Lease. City agrees it will designate a specific of'ficex or agent (City's "Coordinator") having :appro.priate experience and authority •whose responsibility it is to..work with Lessee in assuring that Lessee obtains the full cooperation and assistance of City, subject to the term s•- of this Lease and aTl applicable laws. 15.1 Initial Construction Phase. During the initial constr..uction phase, the Coordinator shall organize meeting with aTl appropriate agencies for the purpose of acquiring. design and construction information: submit and secure the nec"ess:ary planning approvals, mass grading permits building construction permits; and shall aid in devea~oping a;lte_rnati've solutions to issues raised in the planning and plan ,che;ck phases. + 16. INSURANCE The following types of n;s.urance coverage relating to ~ttie Leased -Premises anal Lessee's •opera°t~i,ons of the Leased Premises shall be maintained at all times throu;g.hout the Lease Term: 16. 1 Liabi,layInsurance 21 Lessee will ma-irrtan, at hessee's sole expense, a policy or policies of comprehensive gen~er,al liability insurance, naming Lessor and Lessee as insureds, with coverage of not less than one million dollar ($'1,000,000.00) comb°ned single limit for bodily injury and property damage. The 'liability limit of $1,000.000 per J occurrence shall be reviewed every five years, Lessor shall reevaluate said liability limits and such limits shall be adjusted as determined by the Lessor". Said adjustments shall be reasonable and shall be determined based on golf course operations of similar types. 16.;2' Worker's. Compensation Lesse"e will `maintain, at Lessee's sole expense, a policy or policies of worker's compensation insurance in compliance with ~ applicable California law. 16.3 Fire Insurance Lessee hall maintain, at Lessee's sole expense. a standard form policy or policies of fire and special form insurance on 't'he Leased Premises, including the clubhouse and related buildi_nga and a l personal property, furnishings and equipment owned by Lessee, in an amount equal to the re,placemen,t cost. Said fire policy s'ha11 provide that the "Lesso'r and Lessee are to be co- recipients of any insurance proceeds. Lessor, will request Le see to .provide Lessor with suitable evidence of insurance coverage. Such a request will be satisfsed by subm~ission~~of a copy of the policy or policies then in effect or a certificate of coverage and proof of payment of 22 premiums..-Any insurance required to be carried under this Lease may be included as part of any blanket or other policy or policies of insurance, subject 'to the provisions of this Lease. Lessor, its officers, employees and agents shall be named as additional insureds under Lessee's policy and that policy shall operate. as primary insurance such that no other insurance obtained by Lessor will be obligated to contribute to any insured loss. 17. INDEMNITY Lessee shall indemnify, defend and hold Lessor harmless from all cla-ms, demands, causes of action and liability resulting from injury to persons or damage to property sustained on or about the Leased Premises an'd a°rsing from Lessee's operations or as a proximate result of the acts or omissions of Lessee. or its employees or agents. This provision does not apply, however, to any such liability as may be the result of the direct and proximate negligence or willful:.misconduct o.f Lessor or Lessor's employees or agents acting within the scope of their employment or agency. 18. DAMAGE AND RESTORATION If, the building or other improvements on the Leased Premises, or the personal property. leased under this Lease.,, should be partially damaged or totally destroyed by fare or other casualty. 'Les""see will repair, reconstruct or replace the buildings, improvements or personal property to .a condition as nearly similar as possible. If repair, reconstruction or replacement is prohibited under then-existing laws, or if the parties should decide among themselves that recohs•truction or replacement is not 23 warranted, this Lease sh>a1.1 ;term,na:te without further obligation on the part of either party. 18.1~Re`ntal Abatement and Term Extension If Lessee is unable to use all or a significant portion of the Leased Premises during repair, reconstruction or replacement as provided for in this section, Lessee's rental obligations under Section 5 shall be abated or reduced or adjusted by a percentage amount equal to the percentage loss o~f grass revenue as defined in pasagr.aph 8 and attributable to such "interruption' as appropriate until such time as Lessee is again able to use the Leased Premises for their intended purpose. The term of this Lease shall also be extended for a period equivalent to the length of time needed for Lessor to restore the L-eased Premises and make them available- to Lessee for Lessee's .u se pursuant to Section 2 of this Lease. 19. EMINENT DOMAIN In the event that title to any portion of the leased premises. is taken by condemnation or. by right of eminent domain, the lease shall not be terminated, but all rent and other payments due the Lessorduring the remaining term of the lease shall be reduced b'y a percentage amount equal to the percentage of gross revenue as defined in paragraph 8 attributable to such taking. If there is a taking by right of eminent domain, the award shall belon°g to and be paid to Le sor, except that Lessee shall receive from the award th.e following;a (a) a sum attributable to the value of 'Lessee's leasehold. estate, and (b) a sum attributable to loss of good will. 24 20. FRUSTRATION OF' PURPOSE . At any time during t~~lae term of this Lease, if the governing body of any political subdivision having competent jurisdiction over the Leased Premi es should enact any valid zoning ordinance, law or regulation which prohibits the use of the whole or a substantial part of the Leased Premises for the purposes as provided in Section 2 of this Lease, or if an event of force majeure occurs, including without limitation, declared or undeclared war, sabotage,.riot or other acts of civil disobedience, acts.of government, labor disputes, shortages of fuel, accidents, fires, explosions, floods, earthquakes, or other acts of God, which substantially prevents Lessee's fulfillment of its obligations as provided for in Seetion 2 of this Lease, it is agreed that Lessee may elect, within one hundred twenty (120) days after the effective date of such ordinance, law, regulation or the occurrence o.f the. event of force maj~eure,_to cancel this Lease and surrender possession of the Leased Premises. Any such cancellation. and surrender will act .to release and discharge Lessee from any further obligation under this Lease. 2'1. ASSIGNMENT E'xce,pt:as otherwise provided below. Lessee shall not assign this. Lease nor` sublet all of the 'Leased Premises without the prior written con ent of Lessor, and such. con-sent shall not be unreasonably withheld. Lessee sh~a11 notify Lessor of any proposed assignm'e':nt or subletting at least sixty (69) days prior to the proposed eff'eetive date of such a signment or subletting. In the 25 event 'tha>t an:y such assignment or subletting Vs ap:p_roved by Lessor, the assignee or sublessee sh°al agree 'in writing to be bound by all of the covenants of this Le"ase required of Lessee and-Lessor shall thereafter- release Lessee 'from liabil-ty under this Lease 21.1 Riaht of First Refusal In th•e event that prior to the "stated expiration date of the Lease te;rm," Leas-ee should elect to assign all of its interest .in this Lease pursuant to the provision of Section 21 above, Lessee shall submit the pxopo ed terms and conditions of any. such assignment, in. writing, to Lessor or Le sor°'s nominee shall then have no more than sixty (60) days from the date of such, submission within which to exercise a right of first refusal to acquire Lessee's leasehold rights on terms:. and c.ondit-ions no more favorable than those offered by the ps'ospe.ct,ive assignee. Failure to exerci"se such right of first refusal shal constitute approval of the prospective assignee under paragraph 21. In either event, Lessee shall be rele°a'sed from amy and all further liability under this lease other t°han for events which may .have. ;occurred' during the term of Lessee's- operation of th'e le.a~'ed premises. 22. ,BREACH AND REMEDSES 'The' f.o lowing conditions will constitute a breach of this Lease and a default thereunder: 2'2'.1 Conditions of Default (a) If Lessee fails to pay rent or fulfill any other monetary•obli.gation of Lessee to Lessor, and Lessee fails to cure 26 such monetary default within thirty (30) days after written notice from Lessor t.o Lessee of` such inon'eaary default. • ~ (b) If eithe-r party fails= to perform any of its other non-monetary obligations under ths:Le,a;s:e when due or calle.,d for, and 't,he party in default fails to cure such non-monetary default within sixty (6.0) days afaer written. notice from the non-defaulting party of such non-monetary default; provided, however. that if the nature of the non-monetary default is the result of a force majeure occurrence or is othe':rw,se of a nature such. that it cannot be fully cured within that sixty (6`.0) day period, t`he party in default shall have such additional time as is reasonably rtecessary to cure the default so, long as the, party in default is proceeding diligently to comglete.the neces-nary cure after. service of notice by the non- defau ting par-ty. (c) If Le see shall be adjudged bankrupt, or a receiver be appointed for Lessee's property, ox if Lessee's interest n..this Lease shall pass by operation of law t'o~ any person other than Lessee and such adjudication, appointment o,r or-der is not vacated , dismissed, or set aside within one hundred twenty (120) days from its ,entry, (d.) In the-event the Lessee does not cause golf course completion and open for glay, as described in subsection 4. 1, prior to D:ecember•31, 19`94, Lessor shall have the option to terminate the Lease. 2.2 ., 3 ~R~ e~m~e d i e s If any of the Condit-ions identified in sub-section 22.1 27 above should oc-cur and the party in default does not cure the default, the non-defaulting p'ar.ty may elect to terminate this Lease immediately and seek al.l remedies as provided under law and equity If Lessee is the party iri default.. Lessor may terminate Lessee's right to possession without termination of the Lease. Lf Lessor elects to continue the Lease and so informs Lessee in writing, Lessor will retain the right to recover rent and all other payments at such time as they become due under this Lease and.. Lessee may assign its interest in the Lease pursuant to Section 18 of this Lease. Lessor may also elect to rent the Leased Premises to any other party at a rental rate and for such terms as Lessor deems practicable, and the rent so received shall be~credited to the account of Lessee, less any expense of repossession and re-renting. During the unexpired remainder of the Lease~Term, Lessee will be liable for any deficiency that results from Lessor re-renting the Leased Premises at a lesser amount than the minimum rent called for in this Lease. If either party at any time by reason of the other ~` party's default pays any sum or does any act that requires payment of any sum. the sum paid by the non-defaulting party shall be. immediately dine and owing by the defaulting party to the non- defaulting party at the time, the sum is paid, and if paid at a later date shall bear interest at the rate of ten percent (10%) per annum from the date the sum is paid by the non-defaulting party until the non-defaulting party is reimbursed by the defaulting party. , 28 If either Lessor or Lessee. should find it necessary to bring an action in a court of law to enforce any of its rights or remedies under this. Lease. both parties agree that th•e prevailing party in any such litigation shall be entitled to a recovery of reasonable attorneys' fees and costs incurred by way of such action. 23. NOTICES AND ADDRESSES A1:1 not:ic.es.:. demands, requests or replies provided for or permitted by this Lease ;shall be in writing and may be delivered by any ome of the following methods: (1) by personal delivery; (2} by deposit with the •Unite•d States Postal Service as certified or registered mail.. return receipt requested. postage prepaid to the addresses stated below; . (3 ) by prepaid te-l.egram; or ( 4 ) by deposit •with an overnigfi t express delivery service. Notice deposited with the United States Postal Service in the manner described above s:ha'1.1 be deemed effective three ( 3 ) busine-ss days after depo it with- the Postal Sexvice. Notice by telegram or overnight express de Livery service shall be .deemed effective one (1) business day after~trans,ms.son to t-he telegraph company or after deposit with the express delivery service. Notice by personal delivery shall be deemed effective at the time of personal delivery. Eo.r purposes of notice.. demand. request. reply or pa'yment~ the° address' of Lessor shall be: City of Petaluma C%0 City'Manager 11 English Street Petaluma. CA 94'952 With a copy to: 29 D,i;rector .:o.f. P'a=rks and Recreation Gity o.f Petal;uma ~ _ , C/0 City H`aI1~ 11°English Street Petaluma, C~A 94;952 The.addres.s of the Lessee ..shall be: Em,pir.e Golf Inc. Attn: R.od Metzler, President 7 Fourth.Stree_t, Suite 61 Petaluma, CA 94952 Each party shall have the right to designate a different .address within :the Uniaed States of America by the giving of notice in conformity with this section. 24. GOVERNING LAW This Lease and the right and liabilities of the parties to the Lease shall be goverri~ed by the laws o'f the State of California.. If any provision of this Lease is invalidated by judicial decision or statutory enactme;nt;, th'e. invalidity of any such pro.vis`ion w~i1T ,not effect the validity of , an-y other- prow-on of~ the Lease: 25. CAPTIONS Captions in .t'hs Lease are included f,or convenience only and are not to be taken iri•to consideration in amy const"ruction o`r ~' , interpretation of this Lease or-any o;f its pr-ovs,ons. EXE;C'UTE~D in multiple original counterparts, which constitute the same sin°g'le Lease instrument, on the ,date stated above. 30 // // Execution signatures on the following page. 31 EMPI GOLF INC. (Lessee;) GI:TY OF PETALUMA (Lessor) Ro Metzler _=% ~ City 'anager President ATT ST: Its City Clerk APPROVED AS ,TO FORM: u4A - V ~~~ ~ - City Attorney ~~ Finance Offs er/Auditor 'sk Marn gex 1 O 32 EXhlblt "A" ''d H O ~ ~ ~• • ~~ w ~~ o Q . ;~ C ~ ~ ;~ ~ • °~ ~; ~~ ~ , 5 ~5 r r ~tra ~.. a..~~ . . Leased land in highlighted areas. (approximations) 1 2 E%HIBI,T °B° LESSEE'S LAND CONTRIBUTIOIl Being a portion of Lot ZSO,.a$ safd %ot ie reA attd designated upon Rotde's hap of the Petaluma Rant:ho im the off iCe of the County Recorder of Sortorna county on Sept et°~ 7, r~6 rn Sook ,® of Ptaps, page i5, Sottotrta County ....Records., mid portSort being more partiGUlarty descrit~ atb ~ollot~s to°waits. Beginning at poi»t on the Southeastt~'iy I%~~ 04~ l~sttington Street, Said p.0int being OT9 th! diNisiOtt li°n! ~ Y1' LOtB Z43 and Z50g thence from said p O i n O $' D!g i nn`i tag :a.1 ottg $h! 50.81tP~ `~~~T' i ~+ l I t'1! of 4~a5h i ng t on Street North 3'S' East Z01,96~ feet, more or~ l~s, to the most Westerly corner of Lgt i o as shown attd . des~i grta t won i"t~p t~f Est Sale , a portion o f Lot ZS'0, Pete` l time Rancttzap. ~lbrtt'y 9. 1912 f n Boob ZT of P9aps, page 1~6, Sonoma .cauraty~ ~ th~nee along the Southtdesterry 1 ills of said ~tbdit~'rsio'r~ t8T .East 2.140.38 feet, more or less, to 4h~ i;n~ersection th ~ wlttt tBt ~atthsasterly liras o f Lot ZSO Of Said Peta l atrna F3atttCh®~ tat ~ 4Qt l y a i ottg ~a i d Southl~SteT° 1 y ~i~ t® the mammon co = ®f L~t~: 24Z®. Z43, ZSO. and Z51 ; thence Pdorth 54 ~' West along 4he dit~is`~on line b~tt~en Lots Z43 and Z50, ZI .4 feast to the po;rtt ®f' be8.i.t'tltrYtg.® Exce~4'i rag 4het"efrt~ltt than' port i oat as i .. i ~ a ~ i tea 1 ®rder of Condetattat i on to t`Pte: City of °Pe~ta l um~ . June 11 ~, 19®6 under Dodsrnan t No . H604 i~912', o.f ®f f i c"i a % ®f Bone~na County , and being- sore partiC.ulerly deu.Tibed' as f®11 ~ .: PARCEL °~°' Begrnn ng at a poiTtt -®n tft %rne ~t Al%ot _t9t~ Z43 attd Z50 as ShoUUT1 on Said sap , ot! 4rte 5outhea~Bter r;g+ 1 i t~ ®t ,adapt i F'tQ.tott , Stt'eet ® 60 feet. Icl,ade, ' frog which CAT`Tter i f~8nd 1/'Z it~tt it'oY7 pipe, ~ntagged, bears Sotath 54. 33' East', 4~.~3 feet, tat el'ong id~ I"ilk of All®ttt~nts~ Z~43 and' ZSO South S~® ~° EaSt~o 2141. f t to a t iron pipe at the most "".$heer'iy GOT'1'ter of sa:'!d lands, f0'•o~ 1dhi.ch corner a found i/Z a.nctt -sort pips, tantagged, `v°s th; '° East 5.25 feet.; thence. a l.o»g tf~~e 'S®utheasterly r rte ®~ ~a"id l~n ~lorth 35~ Z5' 34°' ,~S;t 857'.45 fit to a °iet it"®tt p$`p~g th_ .. Not"th 84® 33° lJ@St 2142.75 feet t®a Set iron P iPe on 8a"id ..South : tbtet°ly 1"itte of Washington Street~~ thence along said 11t 'South 3S® ~° :~'° ides't 887.45 feet to the podnt: of rotting, " PARCEL "H- i `° r A pot:•t i:Qn, og the lands eont~y~d t® Cratttet° ~ by+ recorded in Book 2485. of ®ffiCial. ~COT'd8, Page ZBS, 0otan4y Reoordl5, in A1lotmen4 25.0, Rot,~e'~ t9ap of Petaluma" Ret9ch®, ded in Hook e of Maps, page 15, and`~mot~e partiCttlarly ct•ibed as follotdss ~H~g~i' mt f i~ a t' a Wit. i r+on : p f,p! on tn~ t ~ l i . ~ ~~ 9~h i ng~toat • 5t~ree4, . '60 t.~i+et ~i.d~, da~~t~nt al®»g i~. lid. 1~~'th ~ =2A° tea" East ®5'7.43 f~~t ~ t5 intsrs~c~io'n wi4ft' ,.. E~~~ A1`I®tt~nts 243 `and ~a0 ~• a5• shorn ®rr ~ id ,P theva~~ ~~. , , : ~a ZO ° ~ ~« E35t` SOO.QO ~e~t t® a' fit. i•~ _ t~'!'S- ~e~ Y` t0 a sst iron p i ~t^ on _$hQ the _ ~ , ; ~i ®"~ i d 1 aT1d~ a #hence. a i~ong' s~~ i,d boundary So%th 35 3~° t 5A0 ~O feet, to a set iron ~ p ipe. themce Narth 5~4~ 33'° t+J~at -21~42o7°S ~ t to thc. point of beginning. _~ .`i. .. ~;. '7 • -_- 1 EXHIBIT '"C'• 2 TECHN,LCAL SPECIFICATIONS FOR THE . 3- MAINTENANCE OF COTTONWOOD GOLF COURSE 4 CITY OF PETALUMA, CALIFORNIA 5 Lessee shall utilize these specifications as a minimum. Standards 6 and frequencies may be mod.f;ie`d as effected by growing seasons for 7 the proper maintenance of the golf course. Lessee will be expected 8 to maintain the Premises in a .good, playable condition at least 9 comparable to other public golf courses iri Sonoma County of this 10 type and caliber, with similar fee schedules. As used in this 11 Exhibit "C". the term "ads needed" shall mean at such frequency and 12 in such manner as is necessary tok~eep the Course (and the 13 particular aspect of .the Course which is the subject of any 14 provision hereof) .n a good, playable condition at Least comparable 15 to other public courses in Sonoma County of this type and caliber, 16 with similar fee schedu es. • 17 1. •Maintain all GREENS observing the following minimum 18 requirements::- • 19 a. Change cups and repair all ball -marks as 20 needed. 21 b. Mow as needed at a height of 3/8" or less a-nd 22 remove clippings. 23 c. Verticut as needed on~a year-round basis. 24 d. Aerate a minimum of twice a year. 25 e. Topdre.ss, as needed, following each 26 aerificatiq:n and verti;cutting with a soil 27 mixture compatible to the soil structure. 28 Additionally, all greens should be topdressed 29 following over seeding twice a year. 30 f. Treat in a preventative: manner for control of 31 insects, disease, weeds and other pests to 32 insure a year round healthy turf that is 33 conducive to the: est°ab'lished turf. 34 g: Apply fertilizer as determined by. soil west 35 ~ results. 36 2. Maintain all TEES observing the following minimum 37 .requirements: 38 a. Move markers and benches as needed. • 39 b. Mow as needed at a height of 1/2" or less. 1 b. ~ Mo.w as. needed. at~ °a~ h.eig;ht of 1/2'' .or less. 2 c. Aerify at leasa four times per year. 3 d. Repair worn and. damaged turf areas as they 4 occur to unsure playable tees at all. times. 5 ,e. Treat in a preventative manner for the control 6 of insects, disease, weeds and other pests to 7 insure a year ro.u.nd turf that is conducive to 8 the established turf. 9 f. Apply fertilz,er as determined by soil test 10 results. 11 g. Maintain ball washer with clean water and soap 12 daily. Provide clean tee towels on a daily 13 basis or as dictated by use. 14 3. Maint ain all FAIRWAYS and IRRIGATED ROUGHS observing 15 the following minimu m requirements: 16 a. Mow FAIRWAYS at lea t twice per week at 1" 17 height or less. 18 b. Mow IRRIGATED ROUGHS at least once per week at 19 1-3/4" height or as determined by Lessee. 20 c. Ae-rift' all FAIRWAY as needed and as required 21 by soil conditions. 22 d. Aer.fy all IRRIGATED ROUGHS a needed and as 23 requ°i red by soil conditions. 24 e. Over eed and. topdress (or resod) worn or bare 25 areas of FAIRWAYS and'IR`RIGATED ROUGHS as they 26 occur. 27 f. Tre°at turf in a preventative manner to control 28 weeds, disease, insect and other pests to 29 insure a year round healthy turf that is 30 conducive to the established turf. 31 g. Apply fertilizer as determined by soil test 32 results. 33 4. Maintain DRIVING RANGE TURF and MISCELLANEOUS 34 LANDSCAPE LAWN areas observing`the f:ollow,ng minimum requirements= 35 a. Now at least once per week at 1-1/2" height or 36. less. C:\P:CCDNT REVI~S: 12/28/90 •~ 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 b. Aerify at least :two times pe'r year. c. O~ersee.d and top.dress (or re-sod) worn or bare spot's in turf a• they occur. d. Treat turf in a preventative manner to control weeds, diseases,' insects and other pests to insure a year round healthy turf that is - conducive to the established turf. e. Apply fertilizer as determined by soil test results. 5. Establish and maintain, at all times a sod nursery (one each) for greens, tees and fair-ways. a. Greens. 1) Establish nur;s~e.ry green with soil structure and grass species as existing on course. ' 2) Maintain according to greens maintenance specifications. 3) Following removal of sod replace soil and re-seed. b. Tees and F-airiaays. 1) Establish tee and fairway nursery with soil stru:cture and grass blend as existing on the course. 2) Maintain according to tee and fairway maintenance specifications or as approved by County. • 3) Fo lowing removal of sod replace and re- seed or stolonize. 6. •Maintain all golf course accessory equipment in clean, safe. functioning conditions at all times, replacing equipmen and/or materials as necessary, including but not limited to the foll•bwng: • ~ a. Signs. b. Tee benches - C:\PCCONT REVLS: 12/28/'9:0 c. Tee markers d. Ba11 wa~sh;e~r--,, ~nc~luding towels and soap e. O.ut-of-bound markers f. Distance markers g. Greens, flags, and cups (annually) h. G-teen f1:ag poles • 13 14 ' 15 16 17 18 19 20 Z1 22 23 24 25 2 6' 27 28 i. Practice green markers and cups (annually) j. Trash receptacles k. Shoe spike brushes, 1. Sand trap rakes, ac'ces;s and maintenance 7. Mam,tain 'access an,d ma~n;tenanee roadways and their slopes free of brush,; .weeds and debris at all times. 8. Remove all litter daily ::from golf course groumds and driving range. Remo"v e' all trash and; debris resulting from golf course maintenance as it .occurs. Cle;ari., repair and replace trash receptacles as necessary to maintain~`c eain, safe. and sanitary conditions at all times. 9. Maintain the entire, irrigation system, including pump station, gate v.a,lve assem_blies:, main ,l;ines, electric valves, late"ral lines, ~^sprinkler heads, cont~roTlers,, water supply- lines in good- repair, functioning as designed by manufacturer and conforming to all related codes an,d regulations: a:t all times. 10. Irrigate a`11 turf ari.d Iandsca~pe planting as necea`sary to maimtan healthy 'g;~rowth a't al.l times. 11. Mai'nt~ain all shrub, ground cover planting and lawn ,_. areas n a marine-r to promote pr-op,er healthy growth and, an aestheti.cally.,pleasing appearance and weed free., condition at all. time s: 29 12. Maintain all trees in safe, healthy and 30 aesthetically pleasing co ndition at all times., keeping adjacent 31 turf mowed and` trimmed to the tru'n~ks of trees on golf 'course. 32 13. Sand traps to be raked as needed and kept edged and 33 in weed-f-tee condition at a.ll .times. s•eplacing sand anal rakes as 34 necessar--y. C: \P.:CCONT REVIS: 12/28 /90 1 14. Take whateve_x preventative steps are necessary to 2 protect all slope areas from: e`,r,osion, fire and rodent, damage at all 3 times.. 4 15. Control rode-nt and other animal pests as necessary 5 to prevent ergsion, interference with play and destruction of 6 plantings on golf course property at all times. 7 16. Maintain water hazards at proper depth and free of 8 algae and debris. 9 17. Maintain flow lines-, swales, sub-surface drainage. 10 systems in Blear, weed free and proper functioning condition at all 11 times. 12 18. Observe .all legal requirements and. safety 13 regulations in t'he use and storage of chemicals, hazardous 14 material supplies and equipment at all times. 15 19. Maintain golf maintenance storage building and yard 16 in a clean, orderly and safe condition at all times, conforming to 17 all applicable laws and regulations. 18 20. Protect golfers from injury and the golf course from 19 damage in periods o:f frost, rainy weather___and other unusual 20 conditions at all times. 21 21. Maintain exterior drinking water stations in a 22 clean, sanitary and safe operating condition. 23 22. Maintain bridge abutments and approaches in safe, 24 stable condition at all times. 25 23. Maintain walkways, handrails on walkways, and cart 26 paths in a graded. smooth surface, clean edged, safe and weed free 27 conditions at all times.,. 28 24. Maintain, all fencing. netting and fence lines in 29 safe, Secure and aesthetically pleasing'c:onditions at all times. 30 25. Maintain all roads. parking lots and driveways 31 within said ,premisea in clean, sa£e and weed free condition at all 32 times with..a1T paved surfaces in good repair. C:\PCCONT REVIS: 1.2/28/90