HomeMy WebLinkAbout4090 Resolution - Sun Willows Golf Course Ground Lease with CourseCo RESOLUTION NO.4090
A RESOLUTION APPROVING THE LEASE AGREEMENT WITH
SUN WILLOWS PASCO GOLF LLC, FOR THE PROFESSIONAL
MANAGEMENT AND OPERATION OF SUN WILLOWS GOLF COURSE.
WHEREAS, the City desires to ensure the highest quality of golf programs for the public;
and
WHEREAS, the City pursuant to RCW 35A11.010 may contract and be contracted with,
may lease, purchase, received or otherwise acquire real property for the common benefit of the
City; and
WHEREAS,the City Council find that this lease with Sun Willows Pasco Golf, LLC will
be for the benefit of the of the City as it relates to a publicly owned gold course; and
WHEREAS,the City desires to improve the existing golf course through this ground lease
with Sun Willows Pasco Golf, LCC.
NOW,THEREFORE,SE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF PASCO,WASHINGTON:
That the City enter into a Lease Agreement with Sun Willows Pasco Golf LLC for
professional management and full service operation of Sun Willows Golf Course according to said
agreement, a copy of which is attached hereto as Exhibit A; and
Be it Further Resolved, that the City Manager is authorized to make minor substantive
adjustments; to execute the Lease Agreement; and to take all necessary steps required to complete
this Agreement.
PASSED by the City Council of the City of Pasco, Washington this 7�`day of September,
2021.
Saul Martinez
Mayor
ATTEST: APPROVED S TO FORM:
_r�l�� ��Y�t�
Debra Barham, CMC Ferguson Law, PLLC
City Clerk ity Attorney
Resolution—Sun Willows Pasco Golf LLC Lease- 1
LEASE AGREEMENT
FOR THE PROFESSIONAL MANAGEMENT AND
OPERATION OF SUN WILLOWS GOLF COURSE
This Lease Agreement, made and executed as of the 15�'day of September 2021,by and
between THE CITY OF PASCO, hereinafter referred to as "City" Lessor and Sun Willows Pasco
Golf, LLC, hereinafter referred to as "Lessee."
ARTICLE 1 -BACKGROUND
1.1 Intent.To ensure the highest quality of golf�rograms for the public,the City desires
to improve the existing Sun Willows Golf Course, located on real property within the County of
Franklin, City of Pasco, State of Washington, whi�h is located on the real property, more
particularly described on Exhibit A, attached hereto and fully incorporated herein by reference
and referred to herein as "the Course" and �o provide by lease for the overall professional
management and full service operations of t�e Course, the construction and/or renovation and
maintenance of all existing facilities and improvements and the addition of other facilities and
improvements, and the collection of fees and other related golf services. Lessee, a golf course
owner and operator, desires to provide the professional management services and full service
operations for the Course, capital renovation and construction of buildings and facilities in
cooperation with the City, maintenance of all facilities and improvements, and the collection of
fees and other golf-related Course services for the City Courses described in this Lease. The parties
agree that the Course shall be called the Sun Willows Golf Course. Lessee may change the name
of the Course only with Lessor's consent, which consent shall not be unreasonably withheld,
provided such name is consistent with portraying the Course as a public golf course.
1.2 Ob'ectives for Lessee's Performance. City and Lessee agree that the primary
objectives for Lessee's performance under this Lease are to: (1) operate the Course as intended,
includirig recreation and competitive golf operations along with operations of the pro shop and
restaurant facilities, (2) to maintain facilities as indicated in Eghibit B; and (3) to ma�cimize the
public use of the Course as well as the revenues to be received by City and the return on Lessee's
investrnent as a result thereof.
ARTICLE 2 -DEFINITIONS
2.1. "Citv Manager or his designee. "City Manager" or " his designee" shall mean the
City Manager of the City or his designee of the City of Pasco or an authorized representative
thereof.
2.2 Course. "Course" shall mean the Sun Willows Golf Course described in Exhibit A
and, as the properiy is developed pursuant to this Lease, any improvements located thereon from
time to time during the term hereof.
2.3 Course Operation. "Course Operation" shall mean the privilege of engaging in the
activities authorized herein on the public property at the Course. Course Operation shall include
Lease Agreement
Sun Willows Golf Course- 1
the operation of the Course and its related operations.
2.4 Maintenance Standards. "Maintenance Standards," as well as equipment and
materials standards, shall mean the standards for maintenance of the Course set forth in the Course
Maintenance Standards attached hereto as Ezhibit B and found herein in Article 5. Any changes
or revisions in the"Maintenance Standards"are subject to the written approval of the City Manager
or his designee prior to implementation.
2.5 Premises. "Premises" or "Leased Premises" or "Demised Premises" shall mean the
real property as shown in Eghibit A,the Course and all related facilities,including but not limited
to, maintenance and/or service buildings, restaurant(s); and parking spaces, which together
comprise the Course, and to any improvements located thereQn from time to time during the term
hereof, together with all easements, rights of way anii licenses reasonably necessaxy to ingress,
egress,utilities and signage necessary or appropriate to construct,maintain and operate the Course.
2.6 Maintenance Buildin�s. "Maintenance Buildings" shall mean all of the equipment
storage space located on the Leased Premises.
ARTICLE 3 -�'REMISES
3.1 Leased Premises. City hereby leases to Lessee and Lessee leases from City, for the
purpose of providing the overall professional management and full service operations of the Sun
Willows Golf Course, the maintenance of all facilities and improvements related thereto, and the
collection of all fees for Course and other related Course services, those certain premises with the
appurtenances, situated in Pasco, Franklin County, Washington, and more particularly described
as shown in Exhibit A attached hereto and made a part hereof, that being the real property
consisting of the Course and Course related facilities. The City represents that the realty leased
and the Lessee represents that the constructed Course and all related facilities are or will be, as
required above, in material compliance with all federal, state and local environmental and
hazardous substance laws, rules and regulations.
Lessee shall make no demand upon City for any initial or later construction of any
improvement, or development, maintenance or alteration of the premises during the term of this
Lease except as expressly provided in this Lease.
3.2 Personal Property/Equipment. The Personal Property/Equipment itemized on
Exhibit A-2 shall remain the property of Lessor, but is leased to Lessee pursuant to the terms of
this Lease. Lessee, at its sole cost and expense shall insure, repair and maintain the Personal
Property/Equipment during the term of this Lease and agrees to keep said Personal
Property/Equipment in good condition and repair, normal obsolescence and reasonable wear and
tear excepted, and to obtain policies of casualty insurance for such Personal Property/Equipment
in an amount equal to their full insurable value naming Lessor and Lessee as co-insureds as their
interests may appear. Notwithstanding that Lessor is the owner of the Personal
Property/Equipment, during the term of this Lease, Lessee shall have the right to dispose of any
of said Personal Property/Equipment provided concurrently Lessee replaces it with additional
Lease Agreement
Sun Willows Golf Course-2
Personal Property/Equipment having the same or greater value and having substantially the same
use. Any Personal Property/Equipment acquired by Lessee in replacement of any of the specific
Personal Property/Equipment that is itemized on Exhibit A-2 shall belong to Lessee during the
term of this Lease. Upon the expiration or termination of the Lease said Personal
Property/Equipment shall be surrendered to Lessor and shall thereupon, without further
consideration,belong to Lessor(but subject to wear and tear and to any lease financing which may
be applicable to any of the Personal Property/Equipment). Lessee acknowledges that if it acquires
any Personal Property/Equipment subject to financing that could extend beyond the terms of this
Agreement, then it shall consult with Lessor prior to finalizing such financing arrangements. Any
and all additional Personal Property/Equipment acquired by Lessee during the Term for the
exclusive use in connection with the operation of the Premises, shall be owned by Lessee during
the Term and shall, upon the expiration or termination of this Lease,be surrendered to Lessor and
shall thereupon,without further consideration,belong to Lessor(but subject to any lease financing
which may be applicable to any of the Personal Property/Equipment). Any and all additional
Personal Property/Equipment acquired by Lessee that is not for the use in connection with the
operation of the Premises, shall be owned by Lessee during the Term and shall thereafter remain
the properry of Lessee and be retained by Lessee upon the ex�iration or ternunation of this Lease.
Lessor, shall at its cost and expense inventory all items on Exhibit A-2 and provide a value of the
Personal Property/Equipment. At the end of this lease the Lessee shall, at Lessee's cost and
expense, provide an inventory list of Personal Property/Equipment. Parties acknowledge that the
purpose of these inventory lists is to provide an accounting for the Personal Properiy/Equipment
at the beginning of the Lease, and that at the end of the Lease, the Lessee is agreeing to return the
Premises with substantially equal or greater value in the Personal.Property/Equipment on hand,
subject to depreciation and normal wear.Exhibit A-2 shall be completed by the lessee and provided
to the City within sixty(60) days of lease commencement date.
3.3 Personal PropertylEquipment As-Is. Lessee acknowledges that(a)Lessor is not the
manufacturer of the Personal Property/Equipment or manufacturer's agent;(b)Lessee has accepted
the Personal Property/Eguipment based solely on Lessee's inspection,and expressly disclaims any
reliance upon any statements or r�presentations made by Lessor, and (c) that the Personal
Property/Equipment is of a design, size, fitness and capacity acceptable to Lessee and that Lessee
is satisfied that the same is sui�table and fit for its use and purposes. Lessee is leasing the Personal
Property/Equipment "AS-IS" without warranty, express or implied, including but not limited to
the fitness for any particular purpose, use, quality, design, condition, durability, suitability,
merchantability or any other matter. Lessee specifically waives all right to make any claim against
Lessor for breach of any warranty of any kind whatsoever. Lessee agrees that Lessor is not
responsible to Lessee for any loss, damage, claim or expense of any kind or nature caused,directly
or indirectly by the Personal Property/Equipment,the use thereof, the failure of operation thereof,
the repairs, services, or adjustments thereto or by any interruption of service or loss of business or
damage whatsoever and howsoever caused. No defect or unfirness of the Personal
Properiy/Equipment shall relieve Lessee of the obligation to pay rent or of any other obligations
under this lease.
Additionally, title to any structure, building or improvement affixed to the property shall
be considered a fixture to the property and title shall vest in the Lessor ab initio.
Lease Agreement
Sun Willows Golf Course-3
3.4. Annual Reports,Plans and Reviews. To maintain the aesthetic standards and quality
required by City with respect to the premises, Lessee shall submit to City thirty(30) days prior to
the commencement of each Operating Year after the first Operating Year, a partial year, an annual
report describing any improvements made during the previous year and plans for any
improvements, upgrading or other changes proposed for the following year, for review by City.
City may use such annual report during its yearly inspection of the Leased Premises. Further, as
more fully described below, any proposed plans for improvements exceeding a cost of$100,000
shall not be implemented, nor shall capital projects be started, without the prior written request
from Lessee and the prior written approval from City. The annual report provided by Lessee shall
not be considered a written request that must be separately provided by Lessee.
City shall conduct an annual review of the Course Operations in accordance with the
maintenance standards as described in Exhibit B and Article 5. The annual review shall become
a part of the permanent record that will assist City in determining Lessee's fulfillment of and
compliance with the Lease requirements as well as determining whether Lease options with
Lessee should be approved by City.If for any reason the City shall not conduct said annual review,
the same is not a breach of the City's duties herein, nor shall such failure xo conduct an annual
review be construe as causing damage to the Lessee and shall not in any manner constitute a
waiver of the City's right to conduct an annual review.
ARTICLE 4 - TERM
4.1 Initial Term. The Lease term of this Lease shall commence upon the full execution
hereof and shall end at midnight on December 31, 2041, unless extended as hereinafter provided
or unless terminated as hereinafter provided.
4.2 Possession. Lessee's right to possession and obligations under the lease shall
commence on September 15, 2021 ("Commencement Date").
4.3 Ot�tion to Extend Terms.Lessee is given the option,to extend the term of this Lease
for up to three(3)additional period of{5)years("extended term")beyond the initial term by giving
written notice of the exercise of the option ("option notice") to City at least ninety (90) days but
not more than one hundred eighty (180) days before the expiration of the initial term. However,
Lessee shall have the right to exercise the five (5) yeax extended term prior to one hundred eighty
(180) days before the expiration of the initial term in the event Lessee needs to extend such term
for purposes of financing the improvements of the Course as set forth in article 6, or in the event
Lessee needs additional tirne on the term for financing of any improvements pertaining to the
Course project.In no event shall Lessee be entitled to renew this lease for the extended term unless
all of its obligations hereunder are met and Lessee is not in default in the performance of any
contractual obligation contained herein..
4.4 Holding Over. If Lessee holds over beyond the expiration of any term with consent,
express or implied, of the City, such holding over shall only be from month-to-month, subject to
Lease Agreement
Sun Willows Golf Course-4
the conditions of this Lease, and shall not be a renewal hereof, and shall be at the maximum
allowable compensation provided herein, calculated for the number of months and/or days held
over, and shall otherwise be on the terms and conditions herein specified, so far as applicable.
4.5 Mutual Termination.The parties may,upon mutual agreement expressed in writing,
during the initial term of this Lease, or any extension thereof, on not less than one hundred eighty
(180) days' notice prior to termination, dissolve and terminate this Lease and the relationship of
the parties. City shall not be liable for completion of any construction or renovation initiated by
Lessee, or its Lessees, assignees, licensees, concessionaires or permittees, and City shall be held
harmless and indemnified therefrom.
ARTICLE 5 -LESSEE'S BASIC SERVICE OBLIGATIONS AND
OPERATING RESPONSIBILITIES
5.1 Course Operation. Lessee shall operate the Course and related facilities on the
premises as a public golf course. Lessee shail, at all times, operate the Course and conduct all
operation in a good and businesslike manner and at least comparable to the standards of
comparable golf courses. Lessee shall provide services customarily associated with the operation
of a golf course and the related facilities, including, without limitation, the rental of golf-related
equipment, provision of golf instruction, and sale of golf supplies, apparel and equipment, and
operation of food and beverage service.The quality and grade of service shall be equal to or greater
than the quality and grade of service to a comparable golf course. The Premises shall be used for
no other purpose without the written consent of Lessor, which consent shall not be withheld
unreasonably. If Lessee's use is prohibited by subsequent law or governmental regulation, this
Lease shall terminate.
5.2 Davs and Hours of Operation. Lessee shall operate the Course and related facilities
located on the premises every day of the year, excepting Christmas Day, Thanksgiving Day, and
New Year's Day, at lessee's discretion, at least from dawn to dusk, except in the event of an
emergency or inclement weather. Lessee may open the other limited access parts of the Course at
other times as it sees fit and at its discretion.
5.3 Use bv Citv for Non-Golf Events. Lessee shall make the Course available for the
use of the City, or as directed by the City, for a non-cumulative maximum of 3 days per calendar
year on the following conditions. For this purpose, a "day" shall mean a 24-hour period during
which more than 50% of golf play is interrupted or displaces by a reason of the City's use of the
Course.
A. City shall notify Lessee in writing not less than sixty (60} days in advance
of such use and may not schedule such use during, or in conflict with, any other special
event of tournament previously scheduled by Lessee.
B. Lessee shall receive a rent credit equal to one half(50%)of the daily average
gross income for that month multiplied by the number of event days.
C. City shall pay all direct costs relating to such use, including,but not limited
Lease Agreement
Sun Willows Golf Course-5
to clean up, trash removal and disposal, and security services.
D. City shall pay for any and all repair and/or replacement of any damage
caused during such use, including damage caused by invitees.
5.4 Inventorv and FF&E. Without limiting any other provision contained in the lease,
Lessee shall, at its sole expense (except for allowable use of the Capital Improvement Fund),
acquire and maintain throughout the term sufficient furniture, fixtures, equipment, and inventory
as are required to operate the Course and related facilities located on the Premises as contemplated
by this lease.
5.5 Golf Carts. Lessee shall provide, through �urchase or lease at its sole cost and
expense,a sufficient number of golf carts to meet the public demand therefor at the Course.Lessee
shall provide all maintenance,repair and service required by such golf carts,and shall replace them
as reasonably required or appropriate. Lessee sliall charge reasonable market fees for golf cart use.
5.6 Golf Course Fees and Prices. The Course and related facilities shall be open to the
public at rates established by the Lessee. Such rates shall be determined based on the economics
of the Course and the competitive market, and may include a temporary surcl�arge, if needed.
Lessee may vary the rates by season, by time of day, and by any other appropriate factor. Lessee
may also develop stay and play packages with iocal hoteliers.City and Lessee will meet and confer
if a problem arises with any aspect of the rate structure, as determined by either party.
5.7 Building and Equipment Maintenance. City shall not be obligated to perform any
repairs, changes or alterations to the Premises or Improvements,nor shall the City be liable for the
cost thereof. Lessee assumes full and sole responsibility for the condition, operation, repair,
maintenance and management of the Premises and any permitted Improvements or Alterations,
from and after the commencement date; provided, however, this obligation shall not include the
assumption of any liability or responsibility by Lessee for the presence of any hazardous materials
or underground tanks or the failure of the Premises to comply with any environmental laws, in
each case as of the commencement date. In addition, if any portion of the Premises, or the City's
property located on ar about the Premises,is damaged,by any of the activities conducted by Lessee
or its agents or invitees hereunder, Lessee shall repair any and all such damage and restore the
Premises or City's property to its previous condition.
A. Utilities, Roads. City shall be responsible for maintaining and repairing
access roads and sewer and water facilities providing sewer and water service to the
Premises,except for access roads that are located on the land and sewer and water facilities
that solely or primarily benefit the Course.
B. Maintenance Standards. Lessee shall perform the maintenance of the green,
tees, fairways,rough, cart paths, and other turf areas comprising the Course in accordance
with the standards for maintenance as described on Ezhibit C.
5.8 Compliance with Laws. Lessee shall comply with all municipal ordinances and all
Lease Agreement
Sun Willows Golf Course-6
state and federal laws and regulations applicable to Course Operation.Lessee shall not knowingly
permit any illegal activities to be conducted on the leased premises. If any permits or licenses are
required for the Course Operation or any construction authorized by this Lease, Lessee shall
obtain all such required permits or licenses from the appropriate agency before undertaking the
regulated activity. Lessee shall correct, at Lessee's own expense, any failure of compliance
created through Lessee's fault or by reason of Lessee's use, but Lessee shall not be required to
make any structural changes to affect such compliance unless such changes are required because
of Lessee's specific use.
5.9 Compliance with Rules and Reg�.ilations.Lessee shall strictly comply with all rules
and regulations set forth by any governmental body, agency or instrumentality, including any
amendments thereto. Lessee shall correct, at Lessee's own expense, any failure of compliance
created through Lessee's fault or by reason of Lessee's use, but Lessee shall not be required to
make any structural changes to affect such compliance unless such changes are required because
of Lessee's specific use.
5.10 Lessee's Obli;�ation to Refrain from Discrimination. Lessee shall not discriminate
against any person or group of persons on account of race, creed, color,national origin,citizenship
or immigration status,families with children,sex,marital status,sexual orientation,age,honorably
discharged veteran or military status, or the presence of any sensory,mental, or physical disability
or the use of a trained dog guide or service animal by a person with a disability. Neither Lessee
itself, nor any person claiming under or through it, shall establish or permit any practice of
discrimination in the hiring of staff, selection of vendors and contaractors, or in the access to and
use of the Course facilities or in the execution of any other activity as permitted through this Lease.
5.11 S_ig is. Lessee shall not post signs of any kind,nature or size, other than customary
signage for directional purposes, traffic control, parking, no littering, and any signs required by
any applicable federal state or local laws or regulations,upon the leased premises or improvements
thereon without the prior written approval of the City Manager or his designee.
5.12 Utilities. Upcin commencement of the term of this Lease, Lessee shall be
responsible for, and shall provide and pay for, all utilities serving the leased premises, including
but not limited to, water, gas, heat, light, power, telephone service, electricity, sewer and trash
removal and other public utilities of every kind furnished to the premises throughout the tertn
hereof, and all other costs and expenses of every kind whatsoever of or in connection with the use,
operation, and maintenance of the premises and all activities conducted thereon, and City shall
have no responsibility of any kind for any thereof. Lessee waives any and all claims against City
for compensation for loss or damage caused by defect, deficiency or impairment of any utility
system, including but not limited to, water or irrigation system, water supply system, drainage
system,waste system,heating or gas system,electrical apparatus or wires,telephone service,light,
power, sewer and trash removal serving the leased premises. If any utility services are provided
by or through Lessor, charges to Lessee shall be comparable with prevailing rates for comparable
services. If the charges are not separately metered or stated, Lessor shall apportion the charges on
an equitable basis, and Lessee shall pay its apportioned share on demand.
Lease Agreement
Sun Willows Golf Course -7
5.13 5afe . Lessee shall immediately correct any unsafe condition of the premises, as
well as any unsafe practices occurring thereon. Lessee shall use reasonable efforts to obtain
emergency medical care for any member of the public who is in need thereof because of illness or
injury occurring on the premises. Lessee shall cooperate fully with City in the investigation of any
accidental injury or death occurring on the premises, including a prompt written report regarding
all major injuries or deaths and deliver such to the City Manager or his designee. Lessee shall
immediately report, to the City Manager or his/her designee, any injury whether minor or major
and any death occurring on the premises. A major injury is one attended to with, or requiring the
service of, emergency personnel.
5.14 Meetin�s. Representatives of Lessee and City shall meet according to a schedule
to be determined by the two parties and at such other times as may be required by City to review
Lessee's performance under this Lease and to discuss any problems or matters as determined by
City.
5.15 Prices Goods and Services. Lessee shall at all times maintain a complete list or
schedule of the prices charged for all goods and services supplied to the public on or from the
premises. Such list or schedule of the prices shall be provided to the City Manager or his designee
upon request. Such prices shall be fair and reasonable based on the following considerations: that
the Course operation is intended to serve the needs of the public for the goods and services supplied
at a fair and reasonable cost; that the prices �charged should be comparable to prices charged for
similar goods and services in the general area; and that the profit margin should be reasonable
considering the cost of providing the goods or services in compliance with the obligations of this
Lease.
5.16 Abandontnent of Premises. Lessee shall not vacate or abandon the premises at any
time during the term hereof; if Lessee shall abandon, vacate or surrender the premises, or be
dispossessed by process of law, or otherwise, any personal property belonging to it and left on the
premises shall be deemed to be abandoned, at the option of City, except such property as may be
encumbered to City.
5.17 Right of Entr_v of the Citv. Lessee shall permit City, their agents and employees,
to enter into and upon the demised premises at all reasonable times for the purpose of inspecting
the same, or for the purpose of posting notices of non-responsibility for alterations, additions, or
repairs, without any rebate of rent and without any liability to Lessee for any loss of occupation
or quiet enjoyrnent of premises thereby occasioned, and shall permit City and its agents and
employees, at any time to place on the demised premises any usual or ordinary "To Let" or "To
Lease" signs and exhibit the premises to prospective tenants at reasonable hours.
ARTICLE 6—CAPITAL INVESTMENT; IMPROVEMENTS
6.1 Lessee's Capital Investment. Lessee shall contribute the initial sum of twenty five
thousand US dollars ($25,000) to the Capital Improvement Fund established pursuant to Article
6.3. below.
Lease Agreement
Sun Willows Golf Course-8
6.2 Construction of Improvement. Except as otherwise expressly provided in this lease,
Lessee shall not construct or install any improvement nor make or permit any alterations in, to, or
about the Premises or any improvement,without the City's prior written consent in each instance,
which City shall not unreasonable withhold of delay; provided, however, such requirement to
obtain the City's prior written consent shall not apply to any work that costs riventy five thousand
US dollars ($25,000) or less. Subject to the City's consent as provided above, any permitted
improvements or alterations shall be done at the Lessee's sole expense(i)in strict accordance with
plans and specification approved in advance by City in writing, (ii) by Lessee or fully licensed
contractors, (iii} in a good and professional manner, and (iv) in strict compliance with all laws,
including but not limited to, the adopted building codes at the time of construction. Lessee
acknowledges that the City's role as landlord hereunder is separate and distinct from its role as the
issuer of building permits, grading permit, etc., and any permit application by Lessee shall, and
will, be processed by the City in its normal and ordinary course pursuant to the Pasco Municipal
Code (PMC).
�
6.3 Capital Improvement Program
A. On the commencement date Lessee shall, on behalf of the City, establish
and maintain a separate, interest-bearing trust account(the "Capital Improvement Fund")
for the funding of capital acquisitions and improvements to the Premises. Commencing
on Sept. 15, 2021 and on each September 15th for the duration of the lease, Lessee and
Lessor shall each separately deposit an amount equal to twenty five thousand US dollars
($25,000).
B. All such funds are to be held by Lessee in trust for the benefit of the City's
interest in the Premises, including its reversionary interest in the Premises upon the
expiration or earlier termination of this Lease. Interest earned on fund held in such account
shall become part of the Capital Improvement Fund and all amounts remaining in the
Capital Improvement Fund at the end of the Term or any earlier termination of this lease
shall be remitted to the Lessor. Lessor and Lessee will develop written procedures for
approval and release of funds from the Capital Improvement Fund, including the
accounting and auditing procedures with respect thereto.
C. Funds held in the Capital Improvement Fund shall be used exclusively for
additional capital items or the repair and replacement of capital items which are needed to
repair or replace, over time, capital items which are subject to wearing out after a useful
life and which are included in, located on or used in connection with the Premises, and
which if not replaced or repaired, could adversely affect the Lessor's interest upon the
expiration or earlier termination of the lease, and for the reimbursement of funds advanced
for such purposes by Lessee in accordance with Article 6.3(e)below. Funds held in Capital
Improvement Fund may be expended only in accordance with a Capital Improvement Plan
approved by the Lessor in accordance with this section.
D. Not later than the first (month) following the creation of the Capital
Lease Agreement
Sun Willows Golf Course-9
Improvement Fund and thereafter on December of every second year term thereafter,
Lessee shall submit to Lessor a biannual plan for the use of the Capital Improvement Fund
monies in the subsequent two lease years(each considered a"Capital Improvement Plan").
Each Capital Improvement Plan shall include the description of each proposed expenditure
and Capital Improvement Plan monies,the purpose for each expenditure, and the proposed
timeframe for such expenditure. Lessor shall review each Capital Improvement Plan and
shall not unreasonably withhold its consent thereto. The failure of the Lessor to respond
within forty-five (45) days of delivery of any proposed Capital Improvement Plan shall be
deemed consent of the Lessor to such plan.
E. Notwithstanding the provision hereof, Lessee shall be entitled to be
reimbursed (with interest at the prime rate) from the Capital Improvement Fund for any
expenditure incurred by Lessee prior to the accumulation of fund for such expenditures in
the Capital Improvement Fund if, and to the extent, such expenditures otherwise meet the
requirements of Article 6.3(c) and would have been appropriate to be approved(including
the approval of the Lessor as provided in subparagraph (c) above for inclusion in the
Capital Improvement Plan if there had been sufficient funds in the Capital Improvement
Fund at the time of such expenditure was made.
6.4 Disruption of Play Due to Capital Proiects. Certain Lessor projects, including but
not limited to street improvements, undergrounding of utilities, etc., may impact access to the
Premises or portions of the premises. The Lessor will ensure that Lessor staff and contractors
coordinate with Lessee to minimize any negative impacts of these projects, to the extent possible.
6.5 Construction of Pro Shop and Food and Bevera e Facility on Premises. Lessee and
Lessor agree to commence a feasibility study by a mutually agreed upon third-pariy consultant
within 180-days of the commencement of the lease. The cost of this study to determine the options
and economic feasibility of the new clubhouse construction will be a shared expense with Lessee
and Lessor. Should the parties be unable to reach agreement on the shared cost of future capital
facilities,both parties agreem to renegotiate the lease term provisions outlined within Article 4.1.
ARTICLE 7-CITY'S COVENANTS AND REPRESENTATIONS
7.1 Lessor warrants that it has the right to lease the Premises and will defend Lessee's
right to quiet enjoyrnent of the Premises from the lawful claims of all persons during the Lease
term.
7.2 Governmental Agencies. City has no knowledge of any existing conditions in or
about the Property or otherwise which violate any city, county, state or federal law, ordinance or
regulation, including but not limited to, regulations related to zoning and use of the Properly, and
City has not received any notice,written or otherwise from any governmental agency requiring the
correction of any condition with respect to the Leased Premises that might be in violation of any
law, ordinance or regulation.
7.3 Title to the Real Properiy,Personal Propertv and Improvements. City has good and
Lease Agreement
Sun Willows Golf Course- 10
defensible title to the Real property, Intangible Personal Property, Personal Property and
Improvements, free and clear of all liens, claims and encumbrances of any nature, except for the
existing real property conditions.
7.4 Litigation, Claims or Proceedin�s. There are no existing or pending actions, suits,
litigation, claims,proceedings or governmental investigations with respect to any aspect of any of
the Leased Premises,nor,to the knowledge of City,have any such actions, suits,litigation,claims,
proceedings or governmental investigations been threatened or asserted.
7.5 Permits. City and Lessee shall cooperate fully with one another as necessary to
enable the proper party to procure andlor transfer and maintain all licenses, permits or
authorizations necessary for the operation of the Leased Premises. Upon the conversion or
termination of this Lease, any permits or licenses will�e transferred, as permitted to law,to City,
and any expenses incurred with respect thereto shall be an Operating Expense of Lessee.
7.6 Warranties. Lessee will maintain all warranties, guarantees, and maintenance
contracts on the equipment and furnishings of the Premises and will endeavor to cause the
reimbursement of expenses for maintenance, repair and replacement, and for labor and materials
associated with all warranted or guaranteed equipment and furnishings utilized in the operation
of the Leased Premises.
7.7 Violation of Lease. Neither the execution and delivery of this Lease by City nor
City's performance of its obligations hereunder will result in a violation or breach of any term or
provision, or constitute a default, or accelerate the performance required under any other
agreement or document to which City is a pariy or is otherwise bound or to which the Leased
Premises, or any part thereof, is subject, and will not constitute a violation of any law, ruling,
regulation or order to which City is subject.
ARTICLE 8-RENT AND OTHER CONSIDERATIONS
8.1 Minimum Rent to City. The minimum rent due to the Lessor in consideration of
this lease shall be One-Hundred Thousand US dollars ($100,000.00)per lease year. Rent shall be
paid on a quarterly basis in arrears beginning October 15�',2021 for the pro-rated rent accrued for
the previous quarter. Rent shall be paid by the 15�'of the month following the end of the previous
quarter for all subsequent quarters.
8.2 Additional Rent to Citv. The additional rent due to the City in consideration of this
Lease shall be ten percent (10%) of the gross revenue for each full calendar year in excess of one
million five hundred thousand ZIS dollars ($1,500,000), minus the cost of goods sold which
includes merchandise, food and beverage, and lessons. Each year the $1,500,000 will increase by
the change in CPI as measured from December in the prior year to December in the current year.
In no event will the threshold decrease.
A. The Additional Rent payment shall be annually,with the first payment, due
within sixty (60) days after the end of the applicable calendar year during which gross
revenues exceeded one million five hundred thousand US dollars (1,500,000).
Lease Agreement
Sun Willows Golf Course- 11
B. No additional rent shall be due in any partial year of the lease including
the commencement year.
8.3 Interest on Unpaid Rent. Rent due pursuant to this Article which is not immediately
paid when due shall bear interest from the date due until paid at the maximum rate an individual
is permitted by law to charge. Notice of late payment is not required but may be provided by City
to Lessee.
8.4 Late Char�e.A late charge of 5%of the base lease rate installment will be assessed.
Lessee acknowledges a late payment by Lessee to City of any rent payment required by this Article
will cause City to incur costs not contemplated by this Lease, the exact amount of which costs is
extremely difficult and impractical to fix. Such costs include, without limitation, legal fees,
processing and accounting charges. Notice of late payment is �ot required but may be provided
by City to Lessee. The parties agree that this late charge represents a fair and reasonable estimate
of the costs City will incur by reason of late payrnent by Lessee. Other breaches and damages
associated therewith may be addressed individually. Acceptance of any late charge shall not
constitute a waiver of Lessee's default with respect to the overdue amount or prevent City from
exercising any of the other rights and remedies available to City.
ARTICLE 9 -INDEMNITY: INSURANCE
9.1 Indemnitv. City shall not be liable for any loss,injury, death or damage to persons
or property which at any time may be suffered or sustained by Lessee or by any person
whomsoever may at any time be using or occupying or visiting the demised premises or be in, on
or about the same, whether such ioss, injury, death or damage shall be caused by or in any way
result from or arise out of any act,omission or negligence of Lessee or of any occupant,subtenant,
visitor or user of any portion of the premises, or shall result from or be caused by any other matter
or thing whether of the same kind as or of a different kind than the matters or things above set
forth, and Lessee shall indemnify City against all claims, liability, loss or damage whatsoever on
account of any such loss, injury, death or damage. Lessee hereby waives all claims against City
for damages to the building and improvements that are now on or hereafter placed or built on the
premises and to the properiy of Lessee in, on or about the premises, and for injuries to persons or
properly in or about the premises, from any cause arising at any time.
Lessee shall indemnify, hold harmless and assume defense of, in any actions at law or in
equity, City, its officers, employees, agents and elected officials and appointive boards from all
claims,losses,damages,including property damage,personal injury,including death,and liability
of every kind,nature and description arising from or connected with the use of occupancy of leased
premises by Lessee or performance of this Lease by Lessee or any person directly under the control
of Lessee. Acceptance of insurance certificates or policy endorsements required under this lease
does not relieve Lessee from liability under this Section 9.1. This Section 9.1 shall apply whether
or not such insurance policies shall have been determined to be applicable to any of such damages
or claims of damages.
9.2 Insurance. During the term of this Lease, Lessee shall obtain and maintain in full
Lease Agreement
5un Willows Golf Course- 12
force and effect as a cost of the operation the following insurance coverage:
A. Workers' Compensation Insurance. Full workers' compensation insurance
necessary in connection with the performance of this Lease to protect Lessee and its
employees under the Workers' Compensation Act. Such insurance shall relieve City from
all responsibility therefor.
B. Liability Insurance. Broad form property damage, personal injury,
automobile,employers and comprehensive form liability insurance with carriers acceptable
to City in the amount of one million US dollars ($1,000,000) for injury to or death of any
one person, and one million US dollars ($1,000,000) for injury to or death of any number
of persons in one occurrence, and property damage liability insurance in the amount of one
million US dollars ($1,000,000) insuring against all liability of Lessee and its authorized
representatives arising out of and in connection with Lessee's use of occupancy of the
leased premises; provided that (1) City, its officers, agents and employees shall be added
as additional insureds to the policy, (2} the policy shall stipulate that this insurance shall
operate as primary insurance, and (3} the policy shall stipulate that no other insurance
affected by City or other named insureds will be called upon to cover a loss covered
thereunder. All public liability insurance and properry damage insurance shall insure
performance by Lessee of the indemnity provisions of Section 9.1. Lessee shall file with
the City Manager or his designee, within fifteen (15) days of the execution of this Lease,
endorsements to its insurance policy that shall provide for the above requirements. Such
insurance shall specifically insure Lessee against all liability assumed by it hereunder, as
well as liability imposed by law, and shall insure both City and Lessee but shall be so
endorsed as to create the same liability on the part of the insurer as though separate policies
had been written for City and Lessee.
C. Lessee's Fire and other loss Insurance. Lessee, as an operating expense,
shall maintain and keep on all its personal property, Lessee's improvements, and
alterations in, on or about the leased premises, including but not limited to,buildings and
other improvements, a policy of standard fire and extended or other coverage insurance
(including but not limited to fire,wind, and vandalism, with sprinkler damage,vandalism
and maiicious mischief endorsements, to the extent of one hundred percent (100%) of
their full replacement value,without reduction for depreciation of Lessee's improvements
or alterations if damages, with loss payable to City and Lessee as their interests may
appear. Any loss adjustment shall require the written consent of both City and Lessee. In
the event of an insured loss, Lessee agrees to use the insurance proceeds to replace and
repair the insured loss to the extent required under this Lease.
D. City's Fire and other loss Insurance. City, as an operating expense, shall
maintain and keep on all its real property, improvements, and alterations in, on or about
the leased premises, including but not limited to, buildings and other improvements, a
policy of standard fire and extended or other coverage insurance(including but not limited
to fire, wind, and vandalism, with sprinkler damage, vandalism and malicious mischief
endorsements,to the extent of one hundred percent(100%)of their full replacement value,
Lease Agreement
Sun Willows Golf Course- 13
without reduction for depreciation of Lessee's improvements or alterations if damages,
with loss payable to City and Lessee as their interests may appear. Any loss adjustment
shall require the written consent of both City and Lessee. In the event of an insured loss,
City agrees to use the insurance proceeds to replace and repair the insured loss to the extent
required under this Lease.
E. Certificate of Insurance. Lessee shall complete and file in the City Manager
or his designee's office, within thirty(30) days of the execution of this Lease, and prior to
engaging in any operation or activity set forth in this Lease, certificates of insurance which
shall provide that no cancellation, major change in coverage or non-renewal by the
insurance company will be made during the term �f this Lease, without thirty (30) days'
written notice to City prior to the effective date of such cancellation or change in coverage.
F. City's Right to Pay Premiums on Behalf of Lessee. All insurance policies
refened to in this section shall be written in form satisfactory to City and by insurance
companies satisfactory to City. Lessee shall pay all of the premiums therefor and deliver
such policies,or certificates thereof,to City,and in the event of the failure of Lessee,either
to effect such insurance in the names herein called for or to pay the premiums therefor or
to deliver such policies,or certificates thereof,to City, City shall be entitled,but shall have
no obligation, to effect such insurance and pay the premiums therefor, which premiums
shall be repayable to City with the next installment of rental, and failure to repay the same
shall carry with it the same consequence as failure to pay any installment of rental. Each
insurer mentioned in this section shall agree, by endorsement on the policy or policies
issued by it, or by independent instrument furnished to City, that it will give to City sixty
(60) days' written notice before the policy or policies in question shall be altered or
cancelled. City agrees that it will not unreasonably withhold its approval as to the form or
to the insurance companies selected by Lessee.
G. Definition of Full Replacement Value. The term "full replacement value"
of improvements, as used herein, shall mean the actual replacement cost thereof from time
to time less exclusions provided in the normal fire insurance policy. In the event either
party believes that the full replacement value (that is to say,the then replacement cost less
exclusions) has increased or decreased, it shall have the right, but, except as provided
below, only at intervals of not less than two (2)years, to have such full replacement value
redetermined by the fire insurance company which is then carrying the largest amount of
fire insurance carried on the demised premises (hereinafter referred to as "impartial
appraiser"). The party desiring to have the full replacement value so redetermined by such
impartial appraiser shall forthwith on submission of such determination to such impartial
appraiser give written notice thereof to the other party hereto. The determination of such
impartial appraiser shall be final and binding on the parties hereto, and Lessee shall
forthwith increase (or may decrease) the amount of the insurance carried pursuant to this
section, to the amount so determined by the impartial appraiser. Such determination shall
be binding for a period of two (2) years, and until superseded by agreement between the
parties hereto or by a subsequent redetermination by an impartial appraiser. Lessee shall
pay the fee,if any, of the impartial appraiser. If during any such two(2)year period Lessee
Lease Agreement
Sun Willows Golf Course- 14
shall have made improvements to the premises, City may have such full replacement value
redetermined at any time after such improvements are made, regardless of when the full
replacement value was last determined.
H. Adjustment of Coverage. If City reasonably determines, based on inflation
or based on insurance limits customarily maintained by owners and operators of similar
property to the Course, that the limits of the personal injury or property damage public
liability insurance then carried to be insufficient, City shall raise the limits for such
insurance then to be carried and such insurance shall thereafter be carried with the limits
thus raised. The expenses of such determination, if any, shall be borne by the Lessee.
I. Blanket Insurance Policies. Notwithstanding anything to the contrary
contained in this section, Lessee's obligations to carry the insurance provided for herein
may be brought within the coverage of a so-called blanket policy or policies of insurance
carried and maintained by Lessee; provided, however that the coverage afforded City will
not be reduced or diminished or otherwise be different from that which would exist under
a separate policy meeting all other requirements of this Lease by reason of the use of such
blanket policy of insurance, and provided further that the requirements of the foregoing
Paragraph E of this section are otherwise satisfied.
I. Cost of Insurance Deemed Additional Rental. The cost of insurance
required to be carried by Lessee in this section shall be deemed to be additional rental
hereunder.
ARTICLE 10 -PROHIBITION OF INVOLUNTARY ASSIGNMENT; EFFECT OF
BANI�ItUPTCY OR INSOLVENCY
10.1 Prohibition of Involunta .ry Assi ment. Neither this Lease nor the leasehold estate
of Lessee nor any interest of Lessee hereunder in the demised premises or in the building or
improvements thereon shall be subject to involuntary assignment, transfer or sale, or to
assignment, transfer or sale by operation of law in any manner whatsoever (except through
statutory merger or consolidation, or devise, or intestate succession) and any such attempt at
involuntary assignment,transfer or sale shall be void and of no effect.
10.2 Effect of Bankruptcv. Without limiting the generality of the provisions of the
preceding Paragraph 10.1 of this section, Lessee agrees that in the event any proceedings under
the Bankruptcy Code or any amendment thereto be commenced by or against Lessee, such event
shall be deemed to constitute a breach of this Lease by Lessee and shall, at the election of City but
not otherwise,without notice or entry or other action of City terminate this Lease and also all rights
of Lessee under this Lease and in and to the demised premises and also all rights of any and all
persons claiming under Lessee.
ARTICLE 11 -ENCUMBRANCE OF CITY'S INTEREST, NON-DISTURBANCE
AND ATTORNMENT
11.1 No Subordination of Fee Interest.Lessee shall not have the right, at any time during
Lease Agreement
Sun Willows Golf Course- 15
the term of this Lease to subject the fee interest of City in the demised premises, or any part or
parts thereof,including all rights and easements appurtenant thereto,to anyone or more mortgages,
liens, deeds of trust or other encumbrances of such fee interest.
11.2 Mort�a�es of Lessee's Interest. Lessee and every successor and assign of Lessee
(including,but not limited to, any Lessee of Lessee,but only with City's prior consent) are hereby
given the right by City in addition to any other rights herein granted,to mortgage their interests in
this Lease, or any part or parts thereof, and assign the Lease, or any part or parts thereof, and any
lease(s) as collateral security for such mortgagees),upon the conditions that(i)all rights acquired
under such mortgagees)shall be subj ect to each and all of the covenants,conditions and restrictions
set forth in this Lease and to all rights and interests of City herein, none of which covenants,
conditions or restrictions is or shall be waived by City by reason of the right given so to mortgage
such interest in this Lease, except as expressly provided herein and (ii) the proceeds of any such
financing shall be used solely to pay costs and expenses related to the Course and improvements
thereto. If Lessee and/or City's successors and assigns(including,but not limited to, any Lessee of
Lessee, but only with City's prior consent) shall mortgage this leasehold, or any part or parts
thereof, and if the holder(s)of such mortgagees)shall,within thirty(30)days of its execution, send
to City a true copy thereof, together with written notice specifying the name and address of the
mortgagee and the pertinent recording data with respect to such mortgagees), City agrees that, so
long as any such leasehold mortgage(s) shall remain unsatisfied of record or until notice of
satisfaction is given by the holder(s) to City,the following provisions shall apply:
A. There shall be no cancellation, surrender or modification of this Lease by
joint action of City and Lessee without the prior written consent in writing of the leasehold
mortgagee(s).
B. City shall, upon serving Lessee with any notice of default, simultaneously
serve a copy of such notice upon the holder(s) of such leasehold mortgagee(s). The
leasehold mortgagee(s) shall thereupon have the same period, after service of such notice
upon it, to remedy or cause to be remedied the defaults complained of, and City shall
accept such performance by or at the instigation of such leasehold mortgagee(s) as if the
same had been performed by Lessee.
C. Anything herein contained notwithstanding, while such leasehold
mortgage(s} remains unsatisfied of record, or until written notice of satisfaction is given
by the holder(s)to City, if any default shall occur which,pursuant to any provision of this
Lease, entitles City to terminate this Lease, and if, before the expiration of ten (10) days
from the date of service of notice of termination upon such leasehold mortgagee(s), such
leasehold mortgagee(s)shall have notified City of its desire to nullify such notice and shall
have paid to City all rent,additional rent and other payments herein provided for,and then
in default, and shall have complied or shall commence the work of complying with all of
the other requirements of this Lease, if any are then in default, and shall prosecute the
same to completion with reasonable diligence,then in such event City shall not be entitled
to terminate this Lease and any notice of termination theretofore given shall be void and
of no effect.
Lease Agreement
Sun Willows Golf Course- 16
D. City agrees that the name of the leasehold mortgagee(s) may be added to
the "Loss Payable Endorsement" of any and all insurance policies required to be carried by
Lessee hereunder on condition that the insurance proceeds are to be applied in the manner
specified in this Lease and that the leasehold mortgages, or collateral document shall so
provide.
E. City,Lessee and any leasehold mortgagee agree that in the event of a default
under any leasehold mortgage, the transfer of the lease pursuant to any foreclosure under
any leasehold Mortgage (or any transfer in lieu of foreclosure), the assignee or transferee
of Lessee's right under the lease shall be subject to City's reasonable approval. Any such
assignee must be experienced in the operation of courses (or employ a management
company experienced in operating courses). If City does not approve any such proposed
assignee which is experienced in operating golf courses (or in employing a management
company experienced in operating golf courses) then the City shall operate the course or
select the operator for the course, in which case City shall assume the indebtedness owed
by Lessee to the leasehold mortgagee and/or shall pay such indebtedness in full. The fair
market value of the Improvements will �e determined through use of a mutually agreed
upon appraiser and if no mutual agreement can be reached each party shall choose three
appraisers and the appraiser shall be chosen randomly by lot.
F. Lessee agrees that, in the event of termination of this Lease by reason of
any Lessee default shall enable the City to enter into a new lease of the Demised
Premises with the leasehold mortgagee(s) or its nominee(s}, for the remainder of the
term, effective as of the date of such termination, at the rent and upon the terms,
provisions, covenants and agreements as herein contained and subject only to the same
conditions of title as this lease is subject to on the date of the execution hereof, and to the
rights, if any, of any parties then in possession of any part of the demised premises,
provided:
(i) Any new lease or transfer for such Mortgagee(s) or its nominee(s)
is subject to City's prior written approval, which approval shall include the
requirement that the mortgagee or its nominee (or its management company which
will operate the Course) is experienced in operating courses and the mortgagee(s)
or its nominee must have the financial ability to perform its obligations under the
lease.
(ii) Said mortgagee(s)or its nominee(s)shall make written request upon
City for such new lease within fifteen (15) days after the date of such termination
and such written request is accompanied by payment to City of(A) sums then due
City under this Lease; and(B)a written, enforceable agreement by which leasehold
mortgagee or its nominee agrees to be bound by the terms, provisions, and
conditions hereof, in a form reasonably satisfactory to City.
(iii) Said leasehold mortgagee(s) or its nominee(s) shall pay to City, at
the time of the execution and delivery of said new lease, all sums which would, at
Lease Agreement
Sun Willows Golf Course- 17
the time of the execution and delivery thereof,be due pursuant to this lease but for
such termination, and in addition thereto, any expenses, including reasonable
attorneys' fees, to which City shall have been subjected by reason of such default.
(iv) Said leasehold mortgagee(s) or its nominee(s) shall perform and
observe all covenants herein contained to be performed on Lessee's part and shall
further remedy any other conditions which Lessee under the terminated lease was
obligated to perform under the terms of this lease.
(v) Such new lease shall be expressly made subject to the rights, if
any, of City under the terminated lease.
(vi) Lessee under such new lease shall have the same right obligations
related to the buildings and improvements on the demised premises as Lessee had
under the terminated lease.
G. The proceeds from any insurance policies arising from a condemnation are
to be held by any leasehold mortgagee(s) and distributed pursuant to the provisions of this
lease, but the leasehold mortgagee(s) may reserve its right to apply to the mortgage debt
all, or any part, of Lessee's share of such proceeds pursuant to such mortgages.
H. City shall, upon request, execute, acknowledge and deliver to each
leasehold mortgagee an agreement prepared at the sale cost and expense of Lessee, in a
form reasonably satisfactory to such leasehold mortgagee, between City, Lessee and
leasehold mortgagee, agreeing to all of the provisions of this Section 11.2. The term
"mortgage,"whenever used herein, shali include whatever security instruments are used in
the locale of the demised premises, such as, without limitation, deeds of trust, security
deeds and conditional deeds,as well as financing statements,security agreements and other
d'ocumentation required pursuant to the Uniform Commercial Code. The term "mortgage,"
whenever used herein, shall also include any instruments required in connection with a
sale-leaseback transaction.
11.3 Estoppel Certificate. At any time and from time to time, but not less than
twenty (20) days subsequent to the receipt of a written request by either of them from the
other, City and Lessee agree to execute, acknowledge and deliver to the requesting party a
statement in writing certifying(i)that this lease is unmodified and is in full force and effect
(or if there have been such modifications, that the same is in full force and effect as
modified, and stating the modification); (ii) the date to which the rent and other charges
have been paid; and(iii}that no notice has been received of any default which has not been
cured and, to the best of its knowledge and belief, no default exists (or, if there has been
notice or a default exists, a description of same). It is intended that any such statement
delivered pursuant to this section may be relied upon by any prospective fee purchaser, any
mortgagee or assignee of any mortgage upon the fee or leasehold interest in the demised
premises, or any assignee of Lessee if such assigntnent is approved by City consistent with
this lease agreement.
Lease Agreement
Sun Willows Golf Course- 18
ARTICLE 12 -SUBLETTING AND ASSIGNMENT
No part of the premises may be assigned, mortgaged, leased, nor may any right of use of
any portion of the premises be conferred on any third person by any other means, without the
City's prior written consent. This provision shall apply to all transfers by operation of law. If
Lessee is a corporation, Limited Liability Company or partnership, this provision shall apply to
any transfer of a majority interest in Lessee's stock or ownership interest. No consent in one
instance shall prevent the provision from applying to a subsequent instance. City shall consent to
a transaction covered by this provision when withholding such consent would be unreasonable in
the circumstances. In determining whether to consent to assignment, City may consider the
financial ability of assignee, business experience of assignee, and any other factors it deems
relevant.
Lessee may not sublet the premises in whole or in part without City's prior written consent
except for vendor leases negotiated in the ordinary practice of course operations. The making of
any such lease shall not release Lessee from, or otherwise affect in any manner, any of Lessee's
obligations hereunder. Lessee may allow independent private service companies to enter and
conduct business on the premises for the benefit of the Lessee's customers on an as-needed basis
without a formal lease or license agreement,provided that the service is occasional and incidental
to the Lessee's operation and that any compensation paid to Lessee is included in gross receipts.
Lessee may assign this lease to any entity in which Lessee is an owner and a manager. Any
other assignment or transfer of this lease, or any interest herein, shall require City's prior written
consent, and consent to an assignment shall not be deemed to be consent to any subsequent
assignment. Any such assignment without such consent shall be void and shall, at the option of
City, terminate this lease. Neither this lease nor the leasehold estate of Lessee nor any interest of
Lessee hereunder in the demised premises or any buildings or improvements thereon shall be
subject to involuntary assignment, transfer or sale, or to assignment, transfer or sale by operation
of law in any manner whatsoever, and any such attempted involuntary assignment,transfer or sale
shall be void and of no effect and shall, at the option of City, terminate this lease.
ARTICLE 13 -TAXES AND ASSESSMENTS
13.1 Taxes as Additional Rental. As additional rental hereunder, Lessee shall pay and
discharge as they become due, promptly and before delinquency, all taxes, assessments, rates,
charges, license fees, municipal liens, levies, excises or imposts, whether general or special, or
ordinary or extraordinary, of every name,nature and kind whatsoever, including all governmental
charges of whatsoever name, nature or kind,which may be levied, assessed, charged or imposed,
or which may become a lien or charge on or against the land hereby demised, or any part thereof,
the leasehold or Lessee herein, the premises described herein, any building or buildings, or any
other improvements now or hereafter thereon,or on or against Lessee's estate hereby created which
may be a subject of taxation, or on or against City by reason of its leasehold of the fee underlying
this lease, during the entire term hereof. Lessee shall pay as due all taxes on its personal property
located on the premises and all statutory leasehold excise taxes.
Lease Agreement
Sun Willows Golf Course- 19
13.2 Assessments Affectin�grovements. Specifically, and without in any way
limiting the generality of the foregoing, Lessee shall pay all special assessments and levies or
charges made by any municipal or political subdivision for local improvements, and shall pay the
same in cash as they shall fall due and before they shall become delinquent and as required by the
act and proceedings under which any such assessments or levies or charges are made by any
municipal or political subdivision. If the right is given to pay either in one sum or in installments,
Lessee may elect either mode of payment and its election shall be binding on City. If, by making
any such election to pay in installments, any of such installments shall be payable after the
termination of this lease or any extended term thereof, such unpaid installments shall be prorated
as of the date of termination, and amounts payable after such date shall be paid by City. All taxes
and charges under this Section shall be prorated at the commencement and expiration of the term
hereof.
13.3 Contestin Taxes. If Lessee shall in good faith desire to contest the validity or
amount of any tax, assessment, levy or other governmental charge i�erein agreed to be paid by
Lessee, Lessee shall be permitted to do so, and to defer payment of such tax charge, the validity
or amount of which Lessee is so contesting, until final determination of the contest, on giving to
City written notice thereof prior to the commencement of any such contest, which shall be at least
sixty (60) days prior to delinquency, and on protecting City on demand by a good and sufficient
surety bond against any such tax, levy, assessment, rate or governmental charge, and from any
costs, liability or damage arising out of any such contest.
13.4 Disposition of Rebates. All rebates on account of any such taxes, rates, levies,
charges or assessments required to be paid and paid by Lessee under the provisions hereof shall
belong to Lessee, and City will, on the request of Lessee, execute any receipts, assigmments or
other acquittance that may be received by City.
13.5 Receipts. Lessee shall obtain and deliver receipts or duplicate receipts for all taxes,
assessments and other items required hereunder to be paid by Lessee,promptly on payment thereof
to the City's authorized representative at the address listed below in section 18.9.
ARTICLE 14-LIENS
14.1 Lessee's Duty to Keep Premises Free of Liens. Lessee shall keep the premises and
every part thereof and all buildings and other improvements at any time located thereon,other than
mortgages or liens on Lessee's interest, which are authorized under Article 11 of this lease, free
and clear of any and all mechanics', materialmen's and other liens for or arising out of or in
connection with work or labor done, services performed or materials or appliances used or
furnished for or in connection with any operations of Lessee, any alteration, improvement or
repairs or additions which Lessee may make or permit or cause to be made, or any work or
construction, by, for or permitted by Lessee on or about the premises, or any obligations of any
kind incurred by Lessee,and at all times promptly and fully to pay and discharge any and all claims
on which any such lien may or could be based, and to indemnify City and all of the premises and
all buildings and improvements thereon against all such liens and claims of liens and suits or other
proceedings pertaining thereto.
Lease Agreement
Sun Willows Golf Course-20
14.2 Contesting Liens. If Lessee desires to contest any such lien, it shall notify City of
its intention to do so within ten (10) days after the filing of such lien. In such case, and provided
by Lessee shall on demand protect City by a good and sufficient surety bond against any such lien
and any cost, liability or damage arising out of such contest, Lessee shall not be in default
hereunder until ten (10)days after the final determination of the validity thereof,within which time
Lessee shall satisfy and discharge such lien to the extent held valid; but the satisfaction and
discharge of any such lien shall not,in any case,be delayed until execution is had on any judgment
rendered thereon, and such delay shall be a default of Lessee hereunder. In the event of any such
contest, Lessee shall protect and indemnify City against all loss, expense and damage resulting
therefrom.
ARTICLE 15 -DEFAULT
15.1 Except as to the provisions of Articles 8 and 12 hereof, Lessee shall not be deemed
to be in default hereunder unless City shall first give to Lessee thirty(30) days' written notice of
such default, and Lessee fails to cure such default within that thirty (30) day period. Lessee shall
be deemed to be in default upon failure to pay any rent or other charge within thirty(30}days after
it is due.
Lessee's Default.The occurrence of any one or more of the following events shall constitute
a default and breach of this Lease by Lessee:
A. Lessee's abandor�ment or vacation of the premises; or
B. Lessee's failure to pay any rent or charges required to be paid by Lessee
under this Lease where such failure continues for thirty (3Q) days after such sum is past
due; or
C. Lessee's failure to, promptly and fully keep and perForm, or a violation by
Lessee of, any of the covenants, conditions or agreements contained in this lease where
such failure continues for thirty(30) days after written notice from City to Lessee; or
D. The levy of a writ of attachment or execution on this lease or on any of
Lessee's property located on the premises which is not released or terminated within thirty
(30) days; or
E. The making by Lessee of a general assignment for the benefit of creditors,
or of an arrangement, composition, extension or adjustment with its creditors; or
F. The filing by or against Lessee of a petition for relief or other proceeding
under the federal bankruptcy laws or state or other insolvency laws; or
G. The failure of Lessee to pay any other sum of money due hereunder within
thirty (30}days after notice from City that the same is past due.
H. Lessee's failure to construct and maintain facilities as required herein where
Lease Agreement
Sun Willows Golf Course-21
such failure continues for thirty(30) days after written notice from City to Lessee.
I. Lessee's failwe to make any payments or maintain or provide records as
required herein where such failure continues for thirty(30) days after written notice from
City to Lessee.
J, Lessee's failure to perform any material provision of this agreement where
such failure continues for thir-ty(30) days after written notice from City to Lessee.
15.2 In the event of Lessee's default under this lease, City, in addition to the other rights
or remedies it may have, shall have the immediate right of re-entry and may remove all persons
and property from the premises; such property may be removed and stored in a public warehouse
or elsewhere at the cost of, and for the account of Lessee. Should City elect to re-enter, as herein
provided, or should it take possession pursuant to legal proceedings or pursuant to any notice
provided for by law, City may either terminate this Lease or it may from time to time, without
terminating this Lease, re-let the demised premises or any part thereof for such term or terms
(which may be for a term extending beyond the term of this Lease) and at such rental or rentals
and on such other terms and conditions as City in the sole discretion of City may deem advisable
with the right to make alterations and repairs to the demised premises. On each such re-letting(a)
Lessee shall be immediately liable to pay to City, in addition to any indebtedness other than rent
due hereunder,the expenses of such re-letting and of such alterations and repairs,incurred by City,
and the amount, if any, by which the rent reserved in this Lease for the period of such re-letting
(up to but not beyond the term of this Lease) exceeds the amount agreed to be paid as rent for the
demised premises for such period on such re-letting; or(b) at the option of City,rents received by
such City from such re-letting shall be applied first,to the payment of any indebtedness,other than
rent due hereunder from Lessee to City; second, to the payment of any expenses of such re-letting
and of such alterations and repairs;third,to the payment of rent due and unpaid hereunder, and the
residue,if any,shall be held by City and applied in payment of future rent as the same may become
due and payable hereu.nder. If Lessee has been credited with any rent to be received by such re-
Letting under option(a)hereof, an such rent shall not be promptly paid to City by the new tenant,
or if such rentals received from such re-letting under option (b) hereof during any month is less
than that to be paid during that month by Lessee hereunder, Lessee shall pay any such deficiency
to City. Such deficiency shall be calculated and paid monthly. No such re-entry or taking
possession of the demised premises by City shall be construed as an election on the part of City to
terminate this Lease �nless a written notice of such intention is given to Lessee or unless the
termination thereof is decreed by a court of competent jurisdiction. Notwithstanding any such re-
letting without termination, City may at any time thereafter elect to terminate this Lease . Should
City at any time terminate this Lease for any breach, in addition to any other remedy it may have,
City may recover from Lessee all damages incurred by reason of such breach, including the cost
of recovering the premises, and including the worth at the time of such termination of the excess,
if any, of the amount of rent and charges equivalent to rent reserved in this lease for the remainder
of the stated term over the then reasonable rental value of the premises for the remainder of the
stated term, all of which amounts shall be immediately due and payable from Lessee to City.
15.3 Cit. '+Ls Right to Perform. In the event that Lessee by failing or neglecting to do or
Lease Agreement
Sun Willows Golf Course-22
perform any act or thing herein provided by it to be done or performed,shall be in default hereunder
and such failure shall continue for a period of thirty (30) days after written notice from City
specifying the nature of the act or things to be done or performed, then City may, but shall not be
required to, do or perform or cause to be done or performed such act or thing (entering on the
demised premises for such purposes, if City shall so elect), and City shall not be or be held liable
or in any way responsible for any loss, inconvenience, annoyance or damage resulting to Lessee
on account thereof,and Lessee shall repay to City on demand the entire expense thereof,including
compensation to the agents and employees of City. Any act or thing done by City pursuant to the
provision of this section shall not be or be construed as a waiver of any such default by Lessee, or
as a waiver of any covenant,term or condition herein contained or the performance thereof, or of
any other right or remedy of City, hereunder or otherwise. All amounts payable by Lessee to City
under any of the provisions of this Lease, if not paid when the same become due as is in this Lease
provided, shall bear interest from the date they become due until paid at the rate of eight percent
(8%}per annum, compounded annually.
ARTICi,E 16 -REMEDIES
16.1 Remedies. In the event of Lessee's default hereunder, and in addition to any other
rights or remedies City may have under this Lease or under law, City may elect:
A. To immediately terminate this lease and Lessee's right to possession of the
premises by giving written notice to Lessee and (I) to recover from Lessee an award of
damages equal to the sum of the unpaid rental which had been earned at the time of
termination, (2) to recover any other amount necessary to compensate City for all the
detriment either proximately caused by �.essee's failure to perform Lessee's obligations
under this Lease or which in the ordinary course of things would be likely to result
therefrom,and(3)to recover all such other amounts in addition to or in lieu of the foregoing
as may be permitted from time to time under applicable law; or
B. To have this lease continue in effect for so long as City does not terminate
this Lease and Lessee's right to possession of the premises, in which event City shall have
the right to enforce all of the rights and remedies provided by this Lease and by law
including the right to recover the rental and other charges payable by Lessee under this
Lease as they become due; or
C. To have a receiver appointed to collect rent and conduct Lessee's business.
Neither the filing of a petition for the appointment of a receiver nor the appointment itself
shall constitute an election by City to terminate this Lease; or
D. To exercise any or all of the remedies set forth in this Lease.
16.2 Right of EntN and Expenses of Lessee's Default. If Lessee shall default in the
performance of any obligation on Lessee's part to be performed under this lease, City may,
following reasonable notice to Lessee, enter the premises and perform the same for Lessee's
account with City personnel and equipment or with the services of a private contractor. If City at
Lease Agreement
Sun Willows Golf Course-23
any time is compelled or elects to pay or incur any cost or expense (including, but not limited to,
reasonable attorneys' fees) by reason of Lessee's default, Lessee shall, upon demand, pay to City
as additional rental the amount of such costs and expenses, together with interest at the maximum
rate set forth in this lease from and after the date paid or incurred.
16.3 Partial Pa ent: Allocation of Pa ments. No Lessee payment or receipt by City
of a lesser amount than the rent and charges provided for in this lease shall be deemed to be other
than on account of the earliest due rent or charges. No endorsement or statement on any check or
letter accompanying any check or payment shall be an accord and satisfaction, and City may
accept any such check of payment without prejudice to City's right to recover the balance of the
rent and charges due hereunder or pursue any other remedy provided in the lease or by law. City
shall have the absolute right in its sole discretion to apply any Lessee payment received to any
other Lessee account or payment obligations then delinquent.
16.4 City's Default. In the event City fails to perform any covenant, condition or
agreement contained in this Lease within thirty(30)days after Lessee's written notice specifying
such default or, where City's default cannot reasonably be cured within thirty(30) days and City
fails to commence to cure within that period, then City shall be liable to Lessee for any damages
sustained by Lessee resulting from City's breach. Lessee shall not have the right to terminate this
lease or to withhold, reduce or offset any amount against any payrnents of rents or charges due
and payable under this Lease, except as may be specifically provided herein. Lessee shall not
have, and hereby waives, any claim against City for money damages arising by reason of any
refusal,withholding or delay by City in giving any consent, approval or statement of satisfaction.
City will not unreasonably withhold any such consent, approval or statement of satisfaction.
Lessee's only remedies for any such refusal, withholding or delay shall be an action for specific
performance, injunction or declaratory judgment.
ARTICLE 17- EFFECT OF EMINENT DOMAIN
17.1 Effect of Total Condemnation. In the event the entire demised premises shall be
appropriated or taken under the power of eminent domain by any public or quasi-public authority,
this lease shall terminate and �xpire as of the date of such taking, and Lessee shall thereupon be
released from any liability thereafter accruing hereunder and Lessee shall receive all condemnation
awards applicable to the improvements constructed and paid for by Lessee on the demised
premises as set forth in subparagraph C below.
17.2 Effect of Partial Condemnation. In the event a portion of the demised premises shall
be so appropriated or taken and the remainder of the property shall not be suitable for the use then
being made of the property by Lessee, or if the remainder of the property is not one undivided
parcel of property, Lessee shall have the right to terminate this Lease as of the date of such taking
on giving to City written notice of such termination within thirty(30) days after City has notified
Lessee in writing that the property has been so appropriated or taken and Lessee shall receive all
condemnation awards applicable to the improvements constructed and paid for by Lessee on the
demised premises as set forth in subparagraph C below.
Lease Agreement
Sun Willows Golf Course -24
In the event of such partial taking and Lessee does not so terminate this lease, then this
lease shall continue in full force and effect as to the part not taken, and the rental to be paid by
Lessee during the remainder of the tertn, shall be determined in the manner hereinabove provided
for in such rental adjustment provisions, and any such determination shall not affect or change the
times at which City may require an adjustment in rent under such provisions,provided, however,
that the words"which in no event shall be less than the rental then being paid by Lessee" appearing
in such rental adjustrnent provisions shall not apply with respect to such determination, but shall
apply with respect to any subsequent adjustment under such rental provisions.
17.3 Condemnation Award. In the event of the termination of this lease by reason of the
total or partial taking of the premises by eminent domain, then in any such condemnation
proceedings City and Lessee shall be free to make claim against the condemning or taking
authority for the amount of any damage done to them, respectively, as a result thereof.
In the event of a partial taking of the premises and this lease i�not terminated,then Lessee
shall have the right to make claim against the condemning or taking authority for only the un-
amortized cost of the improvements placed on the demised premises by Lessee and located thereon
at the time of the taking or appropriation, which improvements shall be deemed to have been
amortized in equal annual amounts over the period commencing with the date of completion of
such improvements at an assumed interest sale equal to twelve percent(12%)per year.
ARTICLE 18 -MISCELLANEOUS PROVISIONS
18.1 Waiver. Any City waiver of, or failure to take action with respect to any breach of
any term, covenant, or condition herein contained shall not be deemed to be a waiver of such term,
covenant,or condition,or subsequent breach of the same,or any other term,covenant,or condition
therein contained. City's subsequent acceptance of rent hereunder shall not be deemed to be a
waiver of any preceding Lessee breach of any term,covenant,or condition of this lease,other than the
Lessee's failure to pay the particular rental so accepted, regardless of City's knowledge of such
preceding breach at the time of acceptance of such rent. No covenant, term or condition of this
Lease shall be deemed to have been waived by City, unless such waiver be in writing by City.
18.2 Transfer of Securitv. If any security Lessee provides to secure the faithful
performance of all or any of the covenants of this lease on Lessee's behalf, City may transfer or
deliver the security, as such, to the purchaser of the reversion, in the event that the reversion be
sold, and thereupon City shall be discharged from any further liability in reference thereto.
18.3 Independent Contractor. It is understood by and between the parties hereto that
Lessee, in the performance of this Lease, shall act as, and be, an independent contractor and not
an agent or employee of City. T'he parties agree and acknowledge neither have any intention to
create a joint venture or partnership relation between Lessor and Lessee and the same is hereby
expressly disclaimed by both.
18.4 Timely Implementation. The parties hereto agree to immediately and diligently
proceed with their respective duties as set forth herein to the end that the course will be managed
Lease Agreement
Sun Willows Golf Course-25
and operated in a satisfactory manner.
18.5 Factors Bevond Lessee's Control. Lessee is not responsible for damages and will
not be in default or deemed to be in default by reason of strikes,lockouts,accidents or acts of God,
or City failure to furnish timely information or to approve or disapprove Lessee's work promptly,
or delay or faulty performance of City, other contractors or governmental agencies, or any other
delays beyond Lessee's reasonable control.
18.6 Surrender.Upon expiration of the term hereof,or earlier termination or cancellation
as herein provided, Lessee shall peaceably vacate the premises and any and all improvements
located herein and deliver up the same to City in a reasonably good condition, ordinary wear and
tear excepted, subject to the other provisions of this lease. Lessee shall pay the rent and all other
sums required to be paid by Lessee hereunder in the amounts, at the times, and in the manner
herein provided, and shall keep and perform all the terms and conditions hereof on its part to be
kept and performed. In the event of the non-performance by Lessee of any of the covenants of
Lessee undertaken herein,this lease may be terminated as herein provided. The voluntary or other
surrender of this lease by Lessee, or a mutual cancellation thereof, shall not work a merger, and
shall, at the option of City, terminate all or any existing leases or subtenancies {unless otherwise
agreed by the City in writing), or may, at the option of City, operate as an assignment to it of any
or all such leases or subtenancies.
18.7 Administration. The City Manager or his designee shall be responsible for the
administration of this lease on behalf of City and shall be assisted therein by those officers and
employees of City having duties in connection with the administration thereto.
18.8 Attornevs' Fees. If any action at law or in equity shall be brought to recover any
rent under this lease, or for or on account of any breach of, or to enforce or interpret any of the
covenants, terms, or conditions of this Lease, or for the recovery of the possession of the demised
premises, the parties shall be responsible for their own costs and attorneys' fees and shall not be
allowed to recover same from the other party.
18.9 Notices. Any notice, demand, request, consent, approval or communication that
either party desires or is required to give to the other party or any other person shall be in writing
and either served personally or sent by prepaid, certified mail. Any notice, demand, request,
consent, approval, or communication that either party desires or is required to give to the other
party shall be addressed to the party for whom intended as follows:
THE CITY OF PASCO:
Mr. Zach Ratkai, Director
Administrative & Community Services
City of Pasco
525 North 3rd
Pasco WA 99301
ratkaiz@pasco-wa.gov
Lease Agreement
Sun Willows Golf Course-26
LESSEE:
Either parry may change its address by notifying the other party of the change of address.
Notice shall be effective when received.Notice shall be deemed received within seventy-two (72)
hours from the time of mailing if mailed as provided in this section.
18.10 Exhibits. All exhibits referred to,whether or not they are attached to this Lease, are
incorporated herein by reference.
18.11 Number and Gender.Whenever the singular is used in this lease and when required
by the context, the same shall include the plural, and the masculine gender shall include the
feminine and neuter genders, and the word"person" shall include corporation, firm or association.
18.12 Tables of Contents and Captions. The table of contents and captions of this lease
are not a part of this lease and shall have no effect upon the construction or interpretation of any
part of this lease.
18.13 Covenants and Conditions. Each term and each provision, including, without
limitation, the obligation for the payment of rental to be performed by Lessee or City as the case
may be, shall be construed to be both a covenant and a condition of this lease.
18.14 Bindin . Except as otherwise provided herein, each of the terms, covenants, and
conditions of this lease shall extend to and be binding on and shall inure to the benefit of not only
City and Lessee but to each of their respective heirs, administrators, executors, successors and
assigns. Whenever in this lease reference is made to either City or Lessee, the reference shall be
deemed to include, wherever applicable, the heirs, administrators, executors, successors and
assigns of such parties,the same as if in every case expressed, and all of the parties hereto shall be
jointly and severally liable hereunder.
18.15 Interpretation. This lease shall be construed and interpreted in accordance with the
laws of the State of Washington. The language in all parts of this lease shall be in all cases
construed simply according to its fair meaning, and not strictly for or against City.
18.16 Entire Agreement. This lease, and any exhibits or addenda attached hereto and
forming a part hereof, including the RFP and the proposal by Lessee, set fortfi all the covenants,
agreements and conditions between City and Lessee concerning the premises, the building and
other improvements, and there are no covenants, agreements or conditions either oral or written
between them other than as are herein set forth. Except as herein otherwise provided, no
subsequent alteration, amendment, change or addition to this lease shall be binding upon City or
Lessee unless reduced to writing and signed by the party to be charged with their performance.
18.17 Time of the Essence. Time is of the essence of this lease, and of each and every
covenant, term, condition, and provision hereof.
Lease Agreement
Sun Willows Golf Course-27
18.18 Section Cagtions. The captions appearing under the section number designations of
this lease are for convenience only and are not a part of this lease and do not in any way limit or
amplify the terms and provisions of this lease.
ARTICLE 19-LIST OF EXHIBITS
Exhibit A—Description of Premises Obligations
Exhibit A-2—Personal Property Inventory(to be included within 90 days)
Exhibit B—Maintenance Standards
Lease Agreement
Sun Willows Golf Course-28
ARTICLE 20 -MEMORANDUM OF LEASE
The City and Lessee agree to execute and record a memorandum of this lease in the
Register's Office of Franklin County, Washington evidencing the terms of this lease, which
memorandum of lease shall include,without limitation, a description of the term of the lease and
any renewal of extension options set forth herein.
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the date first
above written.
CITY OF PASCO, WASHINGTON COURSECO
By: By:
Dave Zabell, City Manager
Approved as to Form: �,
Kerr Ferguson Law, PLLC
City Attorney
STATE OF WASHINGTON ) �� .
:ss
County of Franklin )
On this day personally appeared before me DAVE ZABELL, City Manager for the City
of Pasco,Washington, described in and who executed the within and foregoing instrument, and
acknowledged that he signed as his free and voluntary act and deed for the uses and purposes
therein mentioned.
GNEN under my hand and official this day of , 2021.
Print Name:
Notary Public in and for the State of Washington
Residing at:
My Commission Expires:
STATE OF WASHINGTON )
:ss
County of Franklin )
Lease Agreement
Sun Willows Golf Course-29
On this day personally appeared before me , for
, described in and who executed the within and foregoing instrument, and
acknowledged that he/she signed as his/her free and voluntary act and deed for the uses and
purposes therein mentioned.
GIVEN under my hand and official this day of , 2021.
Print Name:
Notary Public in and for the State of Washington
Residing at:
My Commission Expires:
Lease Agreement
Sun Willows Golf Course-30
EXHIBIT A
Property Description
Parcel No. 113300106
Address: 1825 Sun Willows Blvd
Pasco, WA 99301
West 1207.54' OF NE4th 19-9-30 LY N OF NLY R/W OF HWY & NW4 19-9-30 EXC PTN LY
WITHIN RS#498653, EXC SUN WILLOWS DIV 2 THRU 6 AND EXC PTN DEEDED IN DOC
#396531(RED LION)
�
Lease Agreement
Sun Willows Golf Course-31
Exhibit A-2—Personal Property
To be provided within Ninety(90)Days of Commencement of this Lease.
Lease Agreement
Sun Willows Golf Course-32
Exhibit B
Maintenance Standards
5un Willows
F'ACII.RY tNAiN7�NANCE STANDARDS
COURSE: Sun Willows
DATE: Bl1I2421
Peak Season Shoulder Season Peak Season Shoulder Season
GREENS TEE3
SpeciesNariety bent poa bent poa SpeciesNariety bentlpoa/rye bent/poalrye
HOC .9�-.'170 0.125 HOC •5" -5"
Target Speed 9-10 9-70 Mowing Freq. 2-3xiweek as needed
Mowing Freq. 6xlweek as needed Mower Type triplex triplex
Clean up cut Freq. every other day as needed Verticut Freq. n/a n/a
Mower Type lrlplex triplex Topdress Freq. 1-2xlseason n!a
Verticut Freq. 2 to 4 times/month as needed Aerification Freq. 7-2x/season n!a
Topdress Freq. 3 to 4 times/month as needed Divot Repair Freq. n/a as needed
Accessory
Aerification Freq. 2�season n!a Rotation Freq. as needed no
Logo-ed
Tine size&spacing 1!4"-518�;1"x7� n/a Accessories no no
Access.Repl.
Ball Mark Repair Freq. before mowing as needed Sched. as needed Na
Time to Repair
Logo-ed Flags yes yes Damage immediately as needed
Pin Placement
Rotation 4x/week as needed Overseeding Rate 3#/m n/a
Time to Repair Preventive
Damage immediately as needed Fungicides annually as needed
Access.Repl.Sched. 2xlyr as needed Insect Control as needed n/a
Pinspotter/Pin Sheets no no Weed Control 2xlseason n!a
Yardage plate
Overseeding Rate 7#/m nla edging freq 7x/month nla
Prev.Fungicide Apps as needed as needed Peak Season Shoulder Season
Insect Control as needed nla BUNKERS
Weed Control hand weed as needed Raking Freq. 2-4xlweek 7xlmonth
Peak Season Shoulder Season Sand depth slopes 2" 2"
FAIRWAY5 Sand depth bottom 3"-4" 3"-4"
Sand Type& I
Species bluelryelpoa blue/ryelpoa Source bb207/unipar bb2071unlpar
Lease Agreement
Sun Willows Golf Course-33
Time to dry after
HOC .5" .5" Irrig. nla n!a
Mowing Freq. 2-3x/week as needed Raking Method mechanical mechaniaal
Hand Rakes
Mower Type reel mower reel mower (avg/bunker) Z 2
Verticut Freq. n/a n/a Edging Freq. 2x/yr n!a
Topdress Freq. n/a n/a Mechanical weedeater n!a
Aerification Freq. 7-2xlaeason n/a Chemical n!a nla
Time to Repair
Divot Repair Freq. n!a n/a Damage Immedlalely as needed
Yardage Markers 1xlmonth as needed Time to Pump n!a nla
Irrig. Head Yardage nla nla Peak Season Shoulder Season
Irrig.Head Trim Freq. lxlyr n/a CAR7 PATiiS asphalt asphalt
Time to Repair
Damage irnmediately as needed Edging Freq. 7x/year n/a
Overseeding Rate n!a n/a Sweep/Blow Freq. as ne�ded as needed
Traffic Control(TC)
Preventive Fungicides n!a n!a type trafflc stakes traffie stakes
TC Rotation
Insect Control as needed n!a schedule as needed as needed
Weed Control 2xlseason n/a
Peak Season Shoulder Season
INTERMEDiA7E
ROUGN
Cutting Height n/a n/a
Cutting Freq n/a n/a
Mower Type n/a nla
5un 1Mllows , ,. � _ ��� I��I�
I
FAGILITY MAIIYTfNANCE STAI+I�ARDS � _ � � E ��i
5un
COURS�: Willows
�ATE 8l11�Q21
Peak Season Shoulder Season Peak Season Shoulder Season
coua �
ROIJGHS RESTROOMS aortables 2 portable 3
Species bluelrye/poa blue/ryelpoa Cleaning Freq. 2x/week 1xlweek
HOC 1.5 1.5
Mowing Freq. 1-2xlweek as needed L4KESISTREAMS oonds 4 ponds 4
Mower Type rotary rotary Hazard Stakes weekly as needed
Trimming Freq. 2u/month as needed Trim Mow Freq. bl weekly nla
Lease Agreement
Sun Willows Golf Course-34
%Aquatic Weed
Trimming Type weedeat weedeat Allow. nla nla
Verticut Freq. n/a n!a
Aerification Freq. as needed nla �Afi1G�7'EE
Yardage Markers n/a nla Species rye/poa ryelpoa
Irrig.Head Yardage nla Na HOC -5" •5"
Time to Repair
Damage immediately as needed Mowing Freq. 2xlweek as needed
Overseeding Rate n/a nla Mower Type reel mower reel mower
Preventive Fungicides n/a n/a Trimming Freq. 1xlweek n/a
Insect Control as needed nJa Verticut Freq. nla n!a
Weed Control as needed n/a Topdress Freq. 2�dseason n!a
Aerification Freq. 7-2xlseason nla
Peak Season Shoulder Season Divot Repair Freq. n/a nla
GFtOUNDSlPARKING Yardage Markers n/a n/a
Time to Repair
Turf Mowing Freq. 7x/week as needed Damage immediately as needed
HOC 1.5" 1.5" Overseeding Rate 3#lm nla
Preventive
Mower Type rotary rotary Fungicides n/a as needed
Trimming Freq. when mowed as needed Insect Control n/a nla
Trimming Type weedeat weedeat Weed Control 2ulseason n!a
TurFlMat Rotation
Overseeding Rate nla Na Freq. 2-3�clweek 2x/week
Preventive Fungicides n!a n/a
Insect Control n/a n!a Peak Season Shoulder Season
Weed Control 2x/season n/a NAT11/E AREAS
Edging Freq. when mowed n/a Species n/a n!a
Chem Weed
Sweep/Blow Freq. when mowed as needed Control n/a n/a
Hand Weed
Time to Repair Holes i�nrnediately as needed Control nla n/a
Time to Repair .
Drainage immediately as needed Trimming Freq. nla nla
Color Change Out
Freq. n/a nla Trimming Type n!a n/a
Lease Agreement
Sun Willows Golf Course-35