HomeMy WebLinkAboutLEASE AGREEMENT BETWEEN AUGUSTA GEORGIA AND THE PATCH IN AUGUSTA LLC FINALIZED as of
September 2011
AUGUSTA MUNICIPAL GOLF COURSE
LEASE AGREEMENT
THIS LEASE AGREEMENT ("Lease") is made and entered into this � v day
of ��, 2011 by and between AUGUSTA, GEORGIA ("The Lessor"), with its
pruicipal place of business at 501 Greene Street Augusta, Georgia 30901, and THE
PATCH IN AUGUSTA, LLC (The "Lessee"), a Georgia limited liability company, with
its principal place of business at 3540 Wheeler Road Augusta, Georgia, 30909.
PRELINIINARY STATEMENT
1. The Lessor owns certain real property located within the geographical limits of the
consolidated government of Augusta, Georgia which is described in that legal description
which is attached hereto, incorporated herein by reference, and marked Exhibit "B". The
real property covered by this Lease together with all buildings, structures, and
improvements located thereon, and any buildings, structures, and improvements that may
in the future be located thereon are commonly known as The Au�usta Municipal Golf
Course (the "Golf Course") is all together hereinafter referred to as the "Leased
Premises"; and
2. WHEREAS, The Lessor issued a Request for Proposal for operation for the Golf
Course (RFP #10-142A), which requested proposals for a long term lease of the Golf
Course in which the proposer would assume full responsibility for the service, operation,
and maintenance of the Golf Course with the intent of removing the Lessor from the day
to day operation of the Golf Course; and
3. WHEREAS, the Lessee was the only company to respond to RFP # 10-142A; and
4. WHEREAS, Lessor believes it is in the best interest of Augusta, Georgia and the
citizens who utilize the Golf Course to enter into this Lease with the Lessee pursuant to
the terms and conditions contained herein.
NOW, THEREFORE, for and in consideration of One Dollar ($1.00) and other
valuable consideration, the Lessor and the Lessee hereby agree as follows:
ARTICLE I
DEFINITIONS
1.01 Definitions. As used in this Lease, the following terms shall have the respective
meanings indicated below:
Affiliate. Any and all corporations, partnerships, trusts, and other entities directly
or indirectly controlled by, controlling, or subject to direct or indirect common
control of any entity or person.
Capital Improvements. Any alteration or addition to, or rebuilding or renovation
of, the Golf Course, the cost of which is not commonly charged to property
operation and maintenance.
Augusta, Geor�ia. Augusta, Georgia is a political subdivision of the State of
Georgia, acting by and through its Board of Commissioners. Augusta, Georgia is
the Owner of the Golf Course and the Lessor of the Leased Premises described in
Exhibit A(real property consisting of approximately 118.7 acres).
Commencement Date. The date upon which the Lessee leases the Golf Course
and assumes its obligations under this Lease to manage and operate the Golf
Course. Such date shall be as of midnight,
Director. The Director of the Augusta, Georgia Recreation, Parks and Facilities
Department.
Exhibit "A". A list of Augusta, Georgia-owned Grounds Equipment—that the
Lessee is required to purchase on the date this Lease is executed.
Exhibit "B". The legal description of the real property leased hereunder.
Exhibit "C". A list of furniture, office and misc. course equipment left by the
Lessor for the Lessee's use during the term of the lease.
Impositions. All taxes, assessments, water, sewer or other similar rents, rates and
charges, levies, license fees, permit fees, inspection fees and other authorization
fees and charges, which at any time may be assessed, levied, confirmed or
imposed on the Golf Course or the operation of the Golf Course.
Improvements. The buildings, structures (surface and subsurface) and other
improvements now or hereafter located on the Premises.
Insurance Requirements. All requirements of each insurance policy, and all
orders, rules, regulations, and other reyuirements of the Augusta, Georgia Risk
Management Department which are applicable to the Golf Course or the operation
of the Golf Course.
Land. The parcel or parcels of Land indicated by hatch marks in Exhibit "B"
attached to this Agreement and incorporated herein by this reference.
Legal Repuirements. All laws, statutes, ordinances, orders, rules, regulations,
permits, licenses, authorizations, directives and requirements of all governments
and governmental authorities, which now or hereafter may be applicable to the
Golf Course, the Premises and the construction, management, and operation of the
Golf Course and Premises.
Lessee. The Patch In Augusta, LLC
Lessor. Au�usta, Georgia
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Operatin� Period. The period beginning on the Commencement Date and
ending on the earlier to occur of (a) the last day of the term of this Lease, or (b) if
this Lease is terminated pursuant to Article XIII below, the effective date of such
termination ("Last Operating Day").
Operating Inventorv. Consumable items used in or held in storage for use in the
operation of the Golf Course, including scorecard and cart tickets, driving range
balls, professional shop merchandise, food and beverages, paper and plastic ware,
fuels, cleaning materials, fertilizers, pesticides, supplies and other similar items.
Operating Year. (a) The Operating Year shall be January 1 through December
31 of each year.
Leased Premises. A collective term for the Land and improvements and Lessor's
interest in the Land and improvements, and any greater estate or interest hereafter
acquired, together with all entrances, exits, rights of ingress and egress, easements
and appurtenances belonging or pertaining to the Premises. A legal description of
the real property is found in Exhibit B, attached hereto.
ARTICLE II
TERM OF LEASE
2.01 Term of Agreement and Option. The initial term of this Sublease shall
commence on the "Commencement Date", which shall be as of midnight, January
1, 2012, and shall expire at the end of the business day on the 31st day of
December 31, 2019 unless terminated sooner pursuant to the terms of this Lease.
Upon mutual agreement of the parties, this Lease may be extended for one
additional term of eight (8) years commencing on January 1, 2020 and continuing
up and through December 31, 2027. If Lessee desires to extend the lease for the
additional term, Lessee must send a written request to renew this Lease to the
Director no later than 120 days prior to the eXpiration of the initial term of this
Lease.
ARTICLE III
LEASED PREMISES
3A1 Lease of Premises The Lessor does lease to the Lessee and the Lessee does lease
from the Lessor subject to the terms, covenants, conditions and provisions hereof
the Lease Premises.
3.02 Condition and Suitabilitv of the Premises. THE LESSEE AGREES THAT
LESSEE IS LEASING THE PREMISES, "AS IS," "WHERE IS" and "WITH
ALL FAULTS" AND THE LESSOR MAKES NO WARRANTIES, EXPRESS
OR IMPLIED, AS TO FITNESS, MERCHANTABILITY, USE OR CONDITION
OF EITHER THE PREMISES OR ITS SUITABILITY FOR LESSEE'S
INTENDED PURPOSES. Lessee leases the Leased Premises and accepts the
Leased Premises without representation or warranty by Lessor, express or implied,
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in fact or by law, and without recourse, with respect to the condition of the
Premises, including, but not limited to the soil and subsurface conditions thereof.
Lessee has been provided the opportunity to enter upon the Premises to inspect,
test, examine, survey, make test borings, soil bearing tests or other engineering or
landscaping tests, surveys, observations, or studies as the Lessee may deem
necessary, and to ascertain the availability of utilities and services, zoning
approvals for Lessee's intended use, all federal, state or other local permits or
licenses and approvals for the operation of Lessee's intended use.
Lessee shall, and does hereby, indemnify and hold harmless Lessor from and against
any and all damages and claims, including without limitation, all attorneys' fees and
expenses at both the trial and appellate levels, which in any way arise out of or are
related to any inspection of the Premises by Lessee or any mechanic's or
materialman's liens which may arise in connection with the performance of any
work by or at the request of the Lessee with respect to any such inspections. The
foregoing indemnity provision shall expressly survive any termination or expiration
of this Lease.
3.03 Lessee Responsibilitv. Lessee agrees to be solely responsible for, and absolve
the Lessor of and from, any and all responsibility as to, site, drainage,
environmental, or use and development costs and issues of any kind.
ARTICLE IV
LEASE PAYMENTS
4.01 Lease Pavments. In addition to other payments, Required Improvements, and
responsibilities the Lessee is required to comply with, Lessee, for and in
consideration of this Lease shall make lease payments to the Lessor by paying to
the Lessor the sum of $1,000 per month commencing January 1, 2012 and
continuing on the first day of each month thereafter during the initial term of this
Lease and any renewal term (the "Lease Payments").
ARTICLE V
REVENUE BOND
NA omitted on purpose.
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ARTICLE VI
EQUIPMENT AND FURNITURE
Lessor owns and leases certain equipment and furniture utilized for the Golf
Course. A list of the equipment is set forth in Exhibits "A" and "C", attached hereto
and specifically made a part hereof (separately and collectively the "Equipment").
6.01 Lessor-owned Grounds Epuipment. Lessee shall purchase all Lessor-owned
Grounds Equipment set forth in Exhibit "A" at the agreed upon fair price of
$80,000. Payment with certified funds to Lessor for such Equipment shall be
made upon Lessee's execution and delivery of this Lease to Lessor.
6.02 Lessor-owned Furniture and office epuipment. Lessor shall leave furniture and
various other operating materials and supplies for the Lessee's use during the term
of this lease, set forth in Exhibit "C". Upon termination of lease, this equipment
shall be returned to the Lessor in a condition reasonable for normal wear and tear
of the time frame considered.
6.03 Lessor-leased Epuipment. Lessor intends to terminate its lease obligations with
EZ Go for the 50 golf cars it presently leases. A requirement set forth in RFP#
10-142A that the Lessee sha11 maintain a minimum of 50 golf cars is also a
requirement under the terms of this Lease and the failure of the Lessee to maintain
at least 50 golf cars for use by the patrons of said Golf Course shall constitute a
default hereunder.
6.04 O�tion to Purchase or Accent Assignment of Lessee Epuipment. Upon the
expiration or termination of this Lease, Lessee shall have the option but not the
obligation to purchase any equipment owned by Lessee and utilized primarily at
the Golf Course at its fair market value (using straight line depreciation method),
or to require Lessee to assign any leases Lessee has related to equipment primarily
used at the Golf Course to the Lessor.
ARTICLE VII
RIGHTS AND OBLIGATIONS OF THE LESSEE
7.01 Use. Lessee may use and occupy the Premises for the operation and management
of a public Golf Course, including the operation and management of a Golf Shop
and for no other use or purpose.
All materials, goods and equipment stored, delivered to, or offered for sale on the
Premises shall be the property of the Lessee except those owned by Lessor.
Furthermore, these materials shall not be hazardous, explosive, or of a nature that
would attract wildlife.
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Lessee shall comply with all federal, state, and local laws, rules and regulations
including, but not limited to, those relating to tax, environmental, Americans with
Disabilities, immigration, fire, building, and safety which may apply to the
operation and management of the Golf Course and the improvements constructed
at the Premises and other activities at the Premises, including regulations
promulgated by Lessor, and Lessee shall maintain in effect and post in a
prominent place all necessary and/or required licenses or permits. If there is any
discrepancy amongst the laws, rules, and/or regulations, the most restrictive
provision shall apply.
7.02 Signs and ReBrandin�. During the term of this Agreement, Lessee shall have
the right, at its expense and subject to the terms hereof, to place in or on the
Premises a sign or signs identifying the Golf Course. Lessee shall be responsible
for obtaining from the appropriate governing body all necessary permits for such
signage. Lessee shall also have the right to rebrand the Golf Course as "The
Patch" in order to increase and maintain interest of patron to use the Golf Course
and the amenities of the Leased Premises.
7.03 Trade Fixtures. During the term of this Agreement, Lessee shall have the right,
at its expense, to place in or on the Premises trade fixtures, furnishings, personal
property, equipment and materials necessary to perform its services or any other
services required or authorized hereunder. Said trade fixtures, furnishings,
personal property, equipment and materials shall remain the property of Lessee,
and except as may otherwise be directed by Lessor, Lessee shall remove
immediately such fixtures and personal property at the expiration or termination
of this Lease and repair any damage to the Premises resulting from such removal.
ARTICLE VIII
LEASEHOLD IMPROVEMENTS
8.01 Improvements Approval. (a) Lessee shall NOT be required to make specific
improvement(s) to the Golf Course during the term of this lease. However, any
improvements other than the normal and necessary day to day maintenance
required to maintain the Leased Premises shall be done in conformity with plans
and specifications prepared by or for the Lessee and Lessee shall not commence
any such work until Lessor (by and through its Director) shall have approved said
plans and specifications. Lessor shall review the plans and respond to Lessee
within fourteen (14) days with regard to Lessee's proposed plans and
specifications. All of Lessee's work shall be done in accordance with the plans
and specifications approved by the Lessor; provided, however, that no approval by
the Lessor shall be deemed an affirmation that such drawings or improvements
constructed in accordance therewith are in compliance with applicable building
codes or other applicable ordinances and regulations, nor shall any such approval by
Lessor relieve Lessee from its obligations, at Lessee's sole cost and expense, to
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make any architectural and/or construction changes to such drawings or
improvements necessary to comply with all applicable governmental ordinances and
regulations, and the approved plans and specifications.
(b) Any Improvements that may potentially impact any lake, river, stream, creek,
drainage ditch or other body of water shall be reviewed and approved by Lessor and
any other appropriate or required local, State and/or Federal regulatory offices and
agencies, including the U.S. Army Corps of Engineers, prior to construction of these
Required Improvements.
8.02 Improvements upon Lease Termination.
Upon the expiration or earlier termination of this Lease, improvements benefitting
the Leased Premises shall remain the property of the Lessor.
8.03 General Imnrovements. Separate and apart from the Improvements that are
approved by the Lessor, it is anticipated over the life of the Lease that additional
Capital Improvements ("General Improvements") may be needed. If such General
Improvements are deemed necessary by the Lessee then, in that event, it shall be
Lessee's responsibility to make and pay for these General Improvements.
8.04 Construction. Lessee agrees to indemnify and hold harmless Lessor and its
Board of Commissioners, directors, agents, employees, and assigns against any
mechanics' or materialsmen's liens against the Premises and against any claims,
losses, damages or liability whatsoever to person or property arising out of the
construction or maintenance thereof, however caused, whether due to the acts or
omissions of Lessee, its agents, contractors, servants or employees, or by reason
of any unsafe condition of the Premises caused thereby; and Lessee agrees to carry
and cause its contractors and subcontractors to carry, adequate workmen's
compensation insurance to protect Lessor against claims of employees of Lessee.
The construction, erection, and placement of all Capital Improvements shall be
subject to Lessor's review and approval and shall be in accordance with all
federal, state, and local laws and regulations, the most restrictive of which shall
apply. In no event shall Lessee be permitted to remove or demolish any
improvement(s) or fixtures constructed or installed at the Premises without
Lessor's prior written consent. Upon the expiration or termination of this
Sublease, the improvements and all appurtenances and attachments thereto
constructed by The Patch hereunder shall be and remain the property of the Lessor
and in the event of an anticipatory breach of this Lease by reason of the filing of
any voluntary or involuntary petition for receivership or bankruptcy, or the
appointment of any trustee for Lessee, the buildings and improvements so erected
by Lessee shall be retained by Lessor.
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ARTICLE IX
ACCEPTANCE, MAINTENANCE AND REPAIR
9.01 "AS IS" Condition. Lessor warrants that it has inspected the Golf Course and
Premises and accepts possession of the Golf Course and Premises and the
improvements thereon "as is" in their present condition, and agrees that the
Premises are suitable and sufficient for the uses required and/or permitted
hereunder.
9.02 No Obligation. Lessor shall not be required to remove nor to maintain nor to
make any improvements, repairs or restorations upon or to the Golf Course or
Premises or to any of the improvements presently located thereon or to any
improvements placed upon the Premises by Lessee, its successors, or assigns.
9.03 Lessee Obli�ations. Lessee shall throughout the term of this Lease assume the
entire responsibility, cost, and expense for all repair, maintenance and
replacement whatsoever to the Golf Course and the Premises whether such repair
or maintenance be ordinary or extraordinary, structural or otherwise, and shall
keep the Premises in a good condition and repair as reasonably determined by the
Lessor. Any replacements Lessee makes under this Lease shall be of equal or
better quality as the item being replaced and shall be approved by the Lessor.
Without limiting the generality of the foregoing, Lessee shall:
(a) keep at all times, in a clean, professional, and orderly condition and
appearance, the Golf Course and Premises, all improvements thereon, and
all of Lessee's fixtures, equipment and personal property which are located
on any part of the Premises;
(b) maintain, repair, renovate, and replace when necessary the greens,
bunkers, irrigation systems, building, and other property associated with
the Golf Course;
(c) repair any damage caused by Lessee or its invitees, tenants, or contractors
to paving, grasses, turf, soils, water or other parts of the Golf Course or
Premises caused by any oil, gasoline, grease, lubricants, solvents,
flammable liquids, or substances having a corrosive or detrimental effect
thereon, and remediate any release caused by Lessee or any of its invitees,
tenants or contractors of any substance that has or potentially has a
harmful effect on human health or the environment as determined by any
regulatory agency;
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(d) take whatever measures are necessary to adequately control sedimentation
and erosion, and to address all sanitary and stormwater issues related to the
Premises and surrounding property affected by the Premises and its use;
(e) maintain and repair all utility service lines placed on the Premises,
including but not limited to, water lines, gas lines, electrical power and
telephone conduits and lines, sanitary sewers and storm sewers.
9.04 Failure to Maintain. In the event Lessee fails to maintain, clean, repair, rebuild,
replace, repaint or perform in accordance with this Article or any other Article of
this Lease within a period of sixty (60) days after written notice from Lessor to
perform any obligations required to be done under the provisions of this Lease,
then Lessor may, at its option, and in addition to any other remedies which may be
available to it under this Lease, at law, or in equity, enter the Golf Course and
Premises, without such entering causing or constituting a trespass, a cancellation
of this Lease, or an interference with the possession of the Premises, and perform
any obligation of Lease, including, repair, replace, rebuild, paint all or any part of
the Premises or the improvements thereon, and do all things reasonably necessary
or desirable to accomplish the work required, and the cost and expense thereof
shall be paid to Lessor by Lessee on demand. If, however, in the sole opinion of
Lessor, Lessee's failure to perform any such obligations endangers the safety of
the public, the property of Lessor or other tenants, users, or occupants at the
Premises, and Lessor so states same in its notice to Lessee, Lessor may, at its sole
option, in addition to all other remedies which may be available to it, elect to
perform such obligations at any time after the giving of such notice, and Lessee
agrees to pay to Lessor the cost and expense of such performance on demand.
The rights of Lessor under this Article shall be in addition to, and not in lieu of,
the rights and remedies set forth in Article XIII below. Furthermore, should
Lessor, its officers, employees or agents undertake any work hereunder, Lessee
hereby waives any claim for damages arising from Lessor's, its officials',
employees', or agents' conduct, including negligence. The foregoing shall in no
way affect or alter the primary obligations of Lessee as set forth in this
Agreement, and shall not impose or be construed to impose upon Lessor any
obligations to maintain the Golf Course or Premises.
9.05 Right of Entrv. Lessor may enter the Golf Course and Premises at reasonable
hours to inspect same, and determine whether The Patch is complying with all its
obligations hereunder. Lessee hereby waives any claim for damages for any injury
to, inconvenience to, or interference with Lessee or Lessee's business operations
resulting from any such entry by Lessor.
9.06 Water rates. Lessee shall pay a flat monthly rate for irrigation system water to
Lessor (thru Augusta Utilities Department) in the amount of two-hundred and
seventy-five dollars ($275). All other water and sewer use will be metered and
billed at the standard commercial rate.
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ARTICLE X
OPERATING RESPONSIBILITIES
10.01 Standard of Operation. Lessee agrees it will manage and operate the Golf
Course on a continual basis throughout the term of this Lease and in a
professional and competent manner and in a manner as reasonably determined by
Lessor to be comparable to and consistent with the management and operational
practices at other public golf courses in Georgia and surrounding area. Lessee
shall have the responsibility to: (a) at all times maintain the Golf Course and the
Premises as a Public course; (b) determine, establish, and implement the policies,
standards, and schedules for the operation and maintenance of the Golf Course
and all matters affecting customer relations; (c) hire, train, and supervise the golf
professional/manager, course superintendent, and all Golf Course employees; (d)
supervise and direct all phases of advertising, sales, and business promotion for
the Golf Course; and (e) establish accounting and payroll procedures and
functions for the Golf Course. Lessee agrees, for itself, its successors and assigns,
that all policies and practices related to the functions and responsibilities
described herein shall comply with all Federal requirements including, but not
limited to, the provisions of Title VI of the Civil Rights Act of 1964.
10.02 Resnonsibilities of Lessee. Lessee shall, in accordance with the terms of this
Lease, perform or have performed the following services:
(a) Enter into such contracts for the furnishing of utilities, maintenance,
equipment and other services to the Golf Course;
(b) Make all repairs, decorations, revisions, alterations and improvements to
the Golf Course and Premises as shall be reasonably necessary for
maintaining the Golf Course in good order, condition, and repair and
reasonably acceptable to Lessor;
(c) Incur such expenses as shall be necessary for the proper operation and
maintenance of the Golf Course, including, but not limited to, lease or
purchase expenses for Equipment and Furnishings and costs for Operating
Inventory;
(d) Maintain levels of Operating Inventory deemed appropriate by Lessee for
supplying the needs of the Golf Course and its customers;
(e) Apply for, and obtain and maintain, all licenses and permits required for
Lessee in connection with the operation and management of the Golf
Course. Lessor agrees to execute any and all applications and such other
documents as shall be reasonably required and to otherwise cooperate, in
all reasonable respects with Lessee in the application for, and obtaining
and maintenance of, such licenses and permits;
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( fl Perform or have performed, all such acts and things in and about the Golf
Course as shall be reasonably necessary to comply with all Insurance
Requirements and Legal Requirements and to timely discharge any lien,
encumbrance or other charge on the Golf Course or this Lease;
(g) Pay all Impositions and insurance premiums when due on policies required
to be obtained and maintained by Lessor under Article XVI of this Lease.
The insured shall be Lessee and Lessor shall be an additional named-
insured on all policies;
(h) Have on Premises a minimum of fifty (50) golf cars for lease to patrons of
the Golf Course.
(i) Have the Golf Course open to the public 364 days of the year.
(j) Provide golf pro shop sales and services.
(k) Provide membership plans and related services.
(1) Provide Food and Beverage sales and services.
(m) Provide a Golf Instruction Program.
(n) Maintain all pre-scheduled tournaments/events.
(o) Provide the availability of course time for scheduling Charity/Group
Tournaments and outings.
10.03 Non-Discrimination. During the term of this Lease, Lessee not discriminate
against any person because of race, color, religion, sex or national origin. Lessee
will take affirmative action to ensure that applicants are employed without regard
to their race, color, religion, sex or national origin.
10.04 Passes. None.
ARTICLE XI
GOLF SHOP OPERATIONS
11.01 Record of Sales. Except as otherwise provided by law, Lessee shall NOT be
required to report to the Lessor any accounts of all sales and other Gross Revenues
on merchandise or services from its operation of the Golf Course during the term
of this Lease. Pursuant to RFP #11-142A, all revenues generated from golf sales
remain with the Lessee.
11.02 Fixtures. Lessor has supplied and furnished all the necessary shelves, cabinets,
countertops, display cases, display racks and other furniture fixtures, equipment
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and appliances needed for the operation of the golf pro shop. Lessee, may at its
own expense, shall supply and furnish any supplemental display fixtures, such as
mannequins and temporary display fixtures, that Lessee in its discretion elects to
purchase for the golf pro shop. Title to fixtures, equipment and appliances which
are built into or fastened to the Premises shall remain with Lessee at the
termination of this Lease, without any payment therefore, from Lessor to Lessee.
11.03 Taxes and Fees. Any and all taxes, fees and assessments, including but not
limited to license fees, fees for permits, profits, sales or use taxes, personal
property taxes or any other taxes which may be levied or assessed on the assets,
business or capital of the pro shop or the income therefrom or on the merchandise
carried therein by any duly constituted local, city, county, state, federal or other
governmental authority, shall be borne and paid by Lessee.
11.04 Indemnification. Lessee will at all times indemnify and hold harmless Lessor
against all actions, claims, demands, liabilities and damages which may in any
manner be brought, imposed on or incurred by Lessor as a consequence or arising
out of any act, default, or omission on the part of Lessee or any of its officers,
employees or agents, or the use or infringement by Lessee, its officers, employees
or agents of any trademark, copyright or patent in connection with the operation of
the Golf Pro Shop.
11.05 Repurchase Of Inventorv. Upon expiration or termination of this Lease for any
reason, Lessee shall prepare, at its own expense, a physical inventory of all
saleable goods and merchandise located in the golf pro shop at the close of
business on the last day of this Lease, together with invoices and receipts showing
the cost of such inventory based on the FIFO method of inventory costing and
evidence of payment of such invoices and receipts. The inventory shall consist of
two categories of inerchandise: (1) saleable items carrying the Augusta Municipal
Golf Course (or "The Patch") name and/or logo; and (2) all remaining saleable
goods and merchandise not listed under Category (1). The results of such
inventory, with copies of supporting documentation, shall be furnished by Lessee
to Lessor as soon as possible for Lessor's review and verification. Lessor shall
have the option to purchase any or all of the Category (1) or (2) remaining
saleable goods and merchandise at the cost as shown on such invoices, including
the cost of freight, shipping and handling charges, sales, excise or use taxes and
the cost of logo embroidery, such option to run for sixty (60) days after receipt by
Lessor of the inventory information from Lessee. Lessor shall have sole
discretion as to which items it shall purchase. Lessee shall make the inventory
available to Lessor for inspection immediately after submitting the inventory
information to Lessor, and for sixty (60) days thereafter.
ARTICLE XII
ACCOUNTS; RECORDS AND REPORTS
12.01 Reports to Lessor. Omitted on Purpose.
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ARTICLE XIII
DEFAULT, TERMINATION AND
EXPIRATION OF LEASE
13.01 Default bv Lessee. Lessee shall be in default of the Lease upon the occurrence of
any one of the following events:
(a) Lessee fails to make its Lease Payments to Lessor pursuant to Section 4.03 of
this Sublease, and such failure continues for a period of ten (10) days after
written notice by Lessor requesting such payments be made; or
(b) Lessee fails to keep, observe, or perform any material covenant, agreement,
term or provision of this Lease to be kept, observed, or performed by Lessee,
and such default continues uncured for a period of forty-five (45) days after
written notice of such default by Lessor to Lessee.
(c) Lessee applies for or consents to the appointment of a receiver, trustee or
liquidator of Lessee or of all or a substantial part of its assets; (ii) Lessee files
a voluntary petition in bankruptcy or commences a proceeding seeking
reorganization, liquidation, or an arrangement with creditors; (iii) Lessee
files an answer admitting the material allegations of a bankruptcy petition,
reorganization proceeding, or insolvency proceeding filed against Lessee; (iv)
Lessee admits in writing its inability to pay its debts as they come due; (v)
Lessee makes a general assignment for the benefit of creditors; or (vi) an
order, judgment or decree is entered by a court of competent jurisdiction, on
the application of a creditor, adjudicating Lessee a bankrupt or insolvent or
approving a petition seeking reorganization of Lessee or appointing a receiver,
trustee, or liquidator of Lessee or of all or a substantial part of its assets, and
such order, judgment, or decree continues in effect for any period of sixty (60)
consecutive days.
In the event of default by Lessee, Lessor shall have all rights and remedies
afforded to it under all applicable laws and shall have the right to enforce any and
all claims as a result of said default against Lessee, its successors and/or assigns.
In addition to any and all rights under the law, Lessor shall have the option to
terminate this Lease immediately and shall have the option to immediately take
over management and operation of the Golf Course with its own forces or through
a third party without jeopardizing any and all rights it might have against Lessee,
its successors and/or assigns due to said default, and Lessee, its successors and/or
assigns shall have no cause of action of any kind against Lessor.
13.02 Default. In the event of default and/or termination of this Agreement, Lessee
shall surrender the Leased Premises to the Lessor.
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13.03 Default bv Lessor. Lessor shall be in default of this Lease on the occurrence of
any one of the following events:
(a) Lessor fails to keep, observe, or perform any other material covenant,
agreement, term or provision of this Agreement to be kept, observed, or
performed by Lessor, and such default continues for a period of forty-five (45)
days after notice of such default by Lessee to Lessor; or
(b) Lessor applies for or consents to the appointment of a receiver, trustee, or
liquidator of Lessor or of all or a substantial part of its assets; (ii) Lessor files
a voluntary petition in bankruptcy or commences a proceeding seeking
reorganization, liquidation, or an arrangement with creditors; (iii) Lessor files
an answer admitting the material allegations or a bankruptcy petition,
reorganization proceeding, or insolvency proceeding filed against Lessor; (iv)
Lessor admits in writing its inability to pay its debts as they come due; (v)
Lessor makes a general assignment for the benefit of creditors; or (vi) an
order, judgment or decree is entered by a court of competent jurisdiction, on
the application of a creditor, adjudicating Lessor a bankrupt or insolvent or
approving a petition seeking reorganization of Lessor or appointing a receiver,
trustee or liquidator of Lessor or of all or a substantial part of the assets of
Lessor, and such order, judgment, or decree continues unstayed and in effect
for any period of sixty (60) consecutive days; or
(c) Except as otherwise set forth in this Agreement, Lessor voluntarily transfers or
otherwise voluntarily conveys its interest in all or any portion of the Premises
to a person or entity other than another governmental entity.
In the event of default by Lessor, Lessee shall have all rights and remedies
afforded to it under applicable laws and shall have the right to enforce any and all
claims as a result of said default against Lessor, its successors and assigns. In
addition to any and all rights under the law, Lessee shall have the option to
terminate this Lease after the applicable grace period without jeopardizing any and
all other rights it may have against Lessor, its successors and/or assigns due to
said default.
Lessee's right to terminate this Lease pursuant to this Section 13.03 shall be
exercised upon written notice to Lessor given at any time after the applicable
grace period has expired. Lessee's termination notice shall specify the effective
date of such termination, which date shall not be less than sixty (60) days after the
date of Lessee's termination notice.
13.04 Curing Defaults. Any default by Lessee or Lessor under the provisions of
Section 13.01 or 13.03, as the case may be, which is susceptible of being cured
shall not constitute a basis for termination of this Lease if the nature of such
default will permit it to be cured within the grace period allotted; provided, that
within such grace period the alleged party in default shall have given notice of its
intent to cure, have commenced to cure such default, is proceeding to complete
14
the cure in good faith and with reasonable diligence, and completes such cure
within sixty (60) days after the expiration of such grace period.
13.05 Effect of Termination. The termination of this Agreement under the provisions
of this Article XIII shall not affect the rights to the terminating party with respect
to any liability or claims accrued, or arising out of events occurring prior to the
date of termination.
13.06 Remedies Cumulative. Neither the right of termination, the right to sue for
damages, nor any other remedy available existing in law or in equity to a party
under this Sublease shall be exclusive.
ARTICLE XIV
ASSIGNMENT
14.01 Assignment. Lessee shall not have the right to assign or in any manner transfer
any of its interest or obligations in and under this lease nor contract or subcontract
for the operation of the Golf Course, nor permit occupancy of the Premises or any
portion thereof by anyone with, through or under Lessee, without the prior written
consent of Lessor, such approval to not unreasonably be withheld. Consent by
Lessor to one or more such acts, transfers, or assignments of this Sublease shall
not operate as a waiver of Lessor's rights under this Section or any subsequent act,
transfer, or assignment. No such assignment shall release Lessee as assigning
party, from any obligation or liability hereunder with respect to acts, facts, or
circumstances arising prior to the date of such assignment unless Lessor
specifically agrees in writing to such release. Notwithstanding the foregoing,
Lessee shall be entitled to assign all its rights and obligations under this
Agreement without the prior written consent of the Lessor to a limited partnership
in which Lessee serves as managing general partner or to a Limited Liability
Company in which the Lessee serves as the managing member.
Subject to the foregoing, all provisions of this Lease shall inure to and be binding
upon Lessee, and its legal representatives, successors and assigns.
14.02 Permitted Assignment bv Lessor. Lessor shall have the right, without the
consent of Lessee, to assign this Agreement.
14.03 Remedies. Any assignment by Lessee in violation of the provisions of this
Article XN shall be null and void and shall result in a termination of this
Agreement. In addition to any other remedies available to Lessor, the provisions
of this Section 14.03 shall be enforceable by injunctive proceeding or by a suit for
specific performance.
15
ARTICLE XV
DAMAGE OR DESTRUCTION;
EMINENT DOMAIN
15.01 Damage or Destruction. Should the Golf Course be destroyed or substantially
damaged by fire, tornadoes, and/or other casualty or acts of God Lessee shall have
the option to either restore, repair, or rebuild the Golf Course using the insurance
proceeds from the policies procured by Lessee herein, or, by written notice to
Lessor terminate this Lease, and in such termination event Lessor shall receive the
insurance proceeds and neither party shall have any further obligation to the other
party under this Lease, except with respect to liabilities accruing, or based upon
events occurring, prior to the effective date of such termination, and Lessor shall
have no claim for damages of any character against Lessee. For the purpose of this
Section, the Golf Course shall be deemed to have been substantially damaged if
the Lessee's estimated length of time required to restore the Golf Course
substantially to its condition and character just prior to the occurrence of this
casualty shall be in excess of six (6) months.
15.02 Eminent Domain. If all of the Premises, (or such a substantial portion of the
Premises so as to make it unfeasible, in the reasonable opinion of Lessor, to
restore and continue to operate the remaining portion of the Premises for the
purposes contemplated in this Agreement), shall be taken through the exercise (or
by agreement in lieu of exercise) of the power of eminent domain, then upon that
date this Lease shall terminate and neither party shall have any further obligation
to the other party under this Agreement except with respect to liabilities accruing,
or based upon events occurring, prior to the effective date of such termination, and
Lessee shall have no claim for damages of any character against Lessor, its elected
officials, employees, or agents on account of such termination. Nothing in this
Section shall be construed to limit the right of Lessee to seek compensation from
the taking authority for the termination of its rights under this Lease as a result of
such taking, or prevent Lessee from retaining any such compensation so obtained,
without accounting to Lessor for any such compensation so received.
ARTICLE XVI
INSURANCE AND BONDS
16.01 Covera�e. Lessee agrees to procure and maintain, at all times during the term of
this Lease, a minimum of the following insurance:
1. Insurance on the Golf Course buildings and contents, including the Furnishings
and Equipment and Operating Inventories, against loss or damage by fire,
lightning, and/or any other perils insurable under the form of "all risk" coverage to
full replacement cost.
16
2. Business interruption insurance, payable to Lessee, covering actual losses
sustained due to fire, lightning and other perils insurable under the form of "all
risk" coverage.
3. Insurance on the Golf Course and contents, including without limitation the
Furnishings and Equipment and Operating Inventories, against loss from
accidental damage to, or from the explosion of boilers, air conditioning systems,
refrigeration and heating apparatus, pressure vessels and pressure pipes installed
on the Golf Course (but such coverage shall be required only in the event that
there are fired pressure vessels-boilers on the Premises), in an amount not less
than one million dollars ($1,000,000.00) with respect to any one accident and with
no co-insurance provisions.
4. Liquor liability Insurance.
5. All coverages provided under section 16.01 shall be endorsed to show Lessee
as Loss Payee.
16.02 Kind and Limitation of Insurance. (a) Lessee agrees to procure and maintain at
all times during the term of this Lease a minimum of the following insurance:
l. Comprehensive general liability insurance, including without limitation, bodily
injury, personal injury, property damage, products liability, innkeeper's liability,
contractual liability covering the provisions of this Agreement, and liquor
liability, in an amount not less than two million dollars ($2,000,000.00) single
limit per occurrence. Lessor and its officials and employees shall be named as an
additional insured.
2. Automobile liability and garage keeper's liability insurance in an amount not
less than two million dollars ($2,000,000.00) single limit per occurrence. Lessor
and its officials shall be named as an additional insured.
3. Worker's compensation insurance and employer's liability insurance in an
amount not less than two hundred thousand dollars ($200,000.00) or as required
by law.
4. Property insurance covering any real or personal property owned by Lessee,
any property in their care, custody, and control, and any property on consignment
or being held by them for sale in the pro shop under the form of "all risk"
coverage.
5. Business interruption insurance, payable to Lessee, covering actual losses
sustained due to fire, lightning, and other peril insurable under the form of "all
risk" coverage. (See 16.01 2)
6. Commercial crime coverage which includes employee dishonesty coverage
written on a"blanket" basis covering all employees with a limit of no less than
$100,000 per occurrence; and theft, disappearance, and destruction coverage
"inside" the Premises and "outside" the Premises with a limit of no less than
$50,000 per occurrence.
17
(a) Lessee shall furnish a certificate of insurance to Lessor reflecting the effective
maintenance of the required policies of insurance as specified in Subsection 16A1
(a) and (b) prior to the Commencement Date.
(b) The types of insurance and the coverage amounts specified in this Article XVI
are the minimum insurance required in connection with the Lease and operation of
the Golf Course.
16.03 Policies and Endorsements. (a) Policies. All insurance coverage provided for
above shall be issued by insurance companies having a rating of not less than
"B+" and a financial rating of not less than Class "VIII" in the most current
edition of Best's Insurance Reports or otherwise acceptable to Lessor. Lessee shall
deliver to Lessor certificates of insurance with respect to all of the policies or
insurance so procured, and in the case of insurance about to expire, shall deliver
certificates of insurance with respect to renewal policies not less than ten (10)
days prior to the respective dates of expiration.
(b) Endorsements. All policies of insurance provided for under this Article XVI
shall have attached an endorsement that such policy shall not be canceled or
materially changed without at least sixty (60) days' prior written notice to Lessor.
(c) Blanket Policies. Any insurance policies provided by Lessee under this Article
XVI may be affected under policies of blanket insurance which cover other
properties in addition to the Golf Course.
16.04 Handlin� of Claims. Lessee shall be responsible for handling all claims for any
losses, damages, liability, and expenses (including without limitation personal
injury and property damage claims) arising out of the operation, maintenance,
repair, or improvement of the Premises. Handling such claims shall include
without limitation responding to such claims, investigating such claims, retaining
legal counsel to defend such claims, so long as said counsel is reasonably
acceptable to Lessor, settling such claims, and paying any losses, damages, and
expenses relating to such claims. Lessee and Lessor understand and agree that
with respect to the policies of insurance reyuired under Article XVI, the portion of
any losses, damages, and expenses paid with respect to such claims which is
subject to a deductible amount or a self-insurance or a self-assumption amount
shall be the sole responsibility of Lessee.
16.05 Renorting of Claims. Lessee will furnish annually loss run reports from the
insurance company on claims filed under all coverage required under Section
16.05. Lessee is also reyuired to notify Lessor immediately of any loss resulting
in serious bodily injury.
ARTICLE XVII
GENERAL PROVISIONS
17.01 Indemnities. (a) Indemnity. Lessee agrees to indemnify and hold Lessor, its
officials, authorities, employees, and agents harmless from and against any and all
losses, liabilities, including strict liability injuries, claims, demands, damages,
18
judgments, cost and expenses, including attorneys fees and witness fees for the
defense thereof, arising out of or resulting from the operation, maintenance or
management of the Golf Course (excluding, operating losses or Lessor contractual
obligations) of the Golf Course or from any breach or default on the part of Lessee
in the performance of any covenant or agreement on the part of Lessee to be
performed pursuant to the terms of this Sublease, or from any acts, omissions, or
negligence of Lessee, its agents, contractors, servants, employees, sub-
contractors, concessionaries or licensees, arising out of or resulting from the
operation, maintenance, or management of the Golf Course. In case of any action
. or proceeding brought against Lessor, its officials, authorities, employees or
agents, by reason of any such claim, upon notice from Lessor, Lessee covenants to
defend such action or proceeding by counsel reasonably satisfactory to Lessor.
(b) Environmental Indemnification.
(1) For purposes of this Sublease, "Hazardous Substance" shall mean any toxic or
hazardous wastes, materials, pollutants or substances, including without
limitation, petroleum products and by-products, flammable explosives, radioactive
materials, asbestos, polychlorinated biphenals, and substances defined as
"hazardous substances" or "toxic substances" or similarly identified in or pursuant
to the Comprehensive Environmental Response, Compensation and Liability Act
of 1980, 42 U.S.C. 6901 et• sea•, as amended; any chemical substance or mixture
regulated under the Toxic Substance Control Act of 1976, 15 U.S.C. 2601 et.sea•,
as amended; any "toxic pollutant" under the Clean Water Act, 33 U.S.C. 466 et.
s�, as amended; any hazardous air pollutant under the Clean Air Act, 42 U.S.C.
7401 et• sea•, as amended; and any toxic or hazardous wastes, materials,
pollutants or substances regulated under any other federal, state local or other
governmental legislation, statute, law, code, rule, regulation, order, requirement,
ordinance or guideline now existing or hereafter enacted, identified by its terms as
pertaining to toxic or hazardous wastes, materials, pollutants, or substances.
"Environmental Laws" as used herein shall mean all such laws described above
and any other applicable federal, state and local laws, rules and regulations related
to air quality, environmental control, release of hazardous materials, hazardous
wastes and hazardous substances, and any and all other applicable environmental
laws.
(2) Lessee hereby agrees that it shall:
(i) Not dispose of, store, or allow the release of any Hazardous Substances on or
from the Golf Course (except in compliance with all environmental laws and
all other laws, ordinances, orders, requirements, rules or regulations of
governmental authorities pertaining thereto), and
(ii) Provide Lessor with written notice:
a. upon Lessee's obtaining knowledge of any potential or known release of
any Hazardous Substances on or from the Facility in violation of any
Environmental Law or other law, ordinance, order, requirement, rule or
regulation of governmental authorities;
19
b. upon Lessee's receipt of any notice of any such potential or known release,
or threat of release, from any governmental authority; or
c. upon Lessee's obtaining knowledge of the incurring of any expense or loss
by such governmental authority in connection with the assessment,
containment, or removal of any hazardous substances for which expense or
loss Lessee or the Lessor may be liable or for which expense a lien may be
imposed on the Premises.
(iii)Indemnify, defend and hold harmless Lessor, its officials, authorities,
employees, and agents from and against any and all losses, liabilities,
including strict liability, injuries, damages, and expenses (including, but not
limited to, attorney fees and expenses and court costs and other costs of any
litigation or other proceeding), related to costs of settlement or judgment and
claims of every kind whatsoever paid, incurred or suffered by, or asserted
against Lessor by any person or governmental agency and/or pursuant to any
Environmental laws, as a direct or indirect result of, the presence on or under,
or the escape seepage, leakage, spillage, discharge, or release on or from the
Premises or any improvements constructed thereon of any Hazardous
substance.
(iv)Notwithstanding any other provisions of this Lease to the contrary, the
indemnification and notice provisions of this paragraph (Environmental
Indemnification) shall remain in full force and effect and be fully binding
upon Lessee for the benefit of the Lessor until such time as set forth below.
Within one hundred twenty (120) days following the termination of the
Sublease, the Lessor will inspect the Premises (including undertaking any
environmental inspection with respect thereto), and unless such inspection
results in identification of any environmental problems of the type for which
Lessee has agreed to indemnify Lessor, Lessee will be released from any
further liability.
17.03 Leasehold Mortgaging. This Lease and Lessee's right, title and interest herein
and in the Premises shall not be subordinated to the lien, priority and security title
of any encumbrance of this Lease or the interest of Lease hereunder as security for
any indebtedness Lessee may incur, whether by deed to secure debt, mortgage,
deed of trust of other security instrument (all or any one of which hereinafter
referred to as "Leasehold Mortgage" and the owner or owners or holder or holders
of all or any of which hereinafter referred to as "Leasehold Mortgagee") unless
approved by Lessor, and Lessor's right to receive rent and all other hereunder
shall have priority over any rights of any Leasehold Mortgagee. The terms and
conditions of any loan encumbering Lessee's leasehold interest in the Premises
and/or any improvements constructed thereon shall be subject to Lessor's prior
written approval, which approval shall not be unreasonably withheld. No
Leasehold Mortgagee or purchaser at foreclosure shall be entitled to become the
owner of Lessee's interest in this Lease unless such Leasehold Mortgagee or
purchaser shall first have cured any and all defaults by Lessee hereunder and shall
have delivered to Lessor an assumption agreement, executed in recordable form,
wherein and whereby such Leasehold Mortgagee or purchaser assumes the
20
performance of all the terms, covenants and conditions of this Agreement,
expressly confirms that the same are in full force and effect, and is qualified to
perform such terms, covenants, and conditions as determined by Lessor.
17.04 Notices. All notices, demands, requests, consents, approvals, replies and other
communications ("Notices") required or permitted by this Sublease shall be in
writing and may be delivered by any one of the following methods: (a) by
personal delivery; (b) by deposit with the United States Postal Service as certified
or registered mail, return receipt requested, postage prepaid to the addresses stated
below; or (c) by deposit with an overnight express delivery service. Notice
deposited with the United States Postal Service in the manner described above
shall be deemed effective three (3) business days after deposit with the Postal
Service. Notice by overnight express delivery services shall be deemed effective
one (1) business day after deposit with the express delivery service: Notice by
personal delivery shall be deemed effective at the time of personal delivery.
Notice also may be given by means of electronic facsimile transmission ("Fax"),
provided, however, that in order for a Fax Notice to be deemed effective, it must
be addressed to the attention of the appropriate individual listed below, and the
party giving notice by Fax shall provide a"hard copy" of the Fax Notice thereafter
to the other party pursuant to one of the three methods of "hard copy" delivery
specified in this Section.
For purposes of Notices hereunder, the address of Lessor shall be:
As to City: Administrator
Augusta, Georgia
530 Greene Street
Room 801
Augusta, Georgia 30901
Fax: (706) 821-2819
With a copy to: Augusta, Georgia's Law Department
501 Greene Street
Suite 302
Augusta, Georgia 30901
Fax: : (706) 821-5556
For purposes of Notices hereunder, the address of Lessee shall be:
The Patch of Augusta, LLC
3540 Wheeler Road
Suite 309
Augusta, GA 30909
Fax:706-738-9761
21
Each party shall have the right to designate a different address within the United States of
America by the giving of notice in conformity with this Section 17.02.
17.05 No Partnershin or Joint Venture. Nothing contained in this Lease shall be
construed to be or create a partnership or joint venture between Lessor and its
successors and assigns, on the one part, and Lessee and its successors and assigns,
on the other part.
17.06 Modifications and Chan�es. This Lease may be amended or modified only by a
writing signed by both parties.
17.07 Understandin�s and Agreements. This Lease constitutes all of the
understandings and agreements of whatever nature or kind existing between the
parties with respect to Lessee's Lease and operation of the Golf Course.
17.08 Headin�s. The Article, Section and Subsection headings contained in this
agreement are for convenience and reference only and are not intended to define,
limit or describe the scope or intent of any provision of this agreement.
17.09 Survival of Covenants. Any covenant, term or provision of this Agreement
which in order to be effective must survive the termination of this Agreement
shall survive such termination.
17.10 Third Parties. None of the obligations under this Lease of either party shall run
to or be enforceable by any party other than the party to this Sublease or by a party
deriving rights under this Lease as a result of assignment permitted pursuant to the
terms of this Lease.
17.11 Waivers. No failure by Lessee or Lessor to insist upon the strict performance of
any covenant, agreement, term or condition of this Lease or to exercise any right
or remedy consequent upon the breach of any subsequent breach at the same
covenant, agreement, term or condition. No covenant, agreement, term or
condition of this Lease and no breach of this Lease shall be waived, altered, or
modified except by a written instrument. A waiver of any breach of this Lease
shall only affect this Lease to the extent of the specific waiver, and all covenants,
agreements, terms and conditions of this Lease shall continue in full force and
effect.
17.12 Apnlicable Law. This Lease shall be construed and interpreted in accordance
with, and shall be governed by, the laws of the State of Georgia, and exclusive
jurisdiction shall be in the Superior Court of Richmond County, Georgia.
17.13 No Presumntion Re�arding Drafter. Lessor and Lessee acknowledge and agree
that the terms and provisions of this Lease have been negotiated and discussed
between Lessor and Lessee, and that this Lease reflects their mutual agreement
regarding the subject matter of this Lease. Because of the nature of such
negotiations and discussions, it would be inappropriate to deem either Lessor or
Lessee to be the drafter of this Lease, and therefore no presumption for or against
the drafter shall be applicable in interpreting or enforcing this Lease.
17.14 Enforceability of Anv Provision. If any term, condition, covenant, or obligation
of this Lease shall be determined to be unenforceable, invalid, or void, such
22
determination shall not affect, impair, invalidate, or render unenforceable any
other term, condition, covenant, or obligation of this Lease.
17.15 United States Currencv. All amounts payable pursuant to this Lease shall be
paid in lawful money of the United States of America.
17.16 Counterparts. This Lease and any amendment may be executed in counterparts,
and upon all counterparts being so executed each such counterpart shall be
considered as an original of this Lease or any amendment and all counterparts
shall be considered together as one agreement.
ARTICLE XVIII
OTHER PROVISIONS
18.01 Non-Compete
Lessor agrees that during the term of this Lease, Lessor shall not acquire, lease, or
construct any public golf course within 10 miles of Premises.
18.02 Irri�ation Water
Lessor agrees that it will provide Lessee and premises adequate water for the
irrigation of the golf course at the same rates set forth in disclosures made during
discussion on RFP # 10-142A. Said water may be effluent water or potable water.
18.03 Propertv Taxes
Lessor shall not charge and Lessee shall not be obligated to pay any real estate
taxes during the term of the Lease.
[SIGNATURES ON FOLLOWING PAGE]
23
IN WITNESS WHEREOF, the parties have executed or caused this Lease to be
executed as of the day and year first written above.
,�
AUGUSTA, GEORGIA , � �
C.- � " �
B (�.. �� �, i
Y•
�,� David S. Copen aver
�������� As its Mayor
��a���� � e
By: .-: +�
, p � �
Lena J. � "r, �' °. �G� ��
G�'� , ae s ?� • � I
Clerk o�' �n " . /
� �� � � � � MC
���W Ii�p����� e � � � �� � � �_ �So�l�
� � �
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R �" .� �, �� �.,
�� 'r �•.,,�4�� �/ �� c � t /
o �
� Q � . CA /Q '+��,� � � �� � 9� 4° v`� �
� � � �� �,.�� �
Signed, sealed ��d el�ve�• /►_ _ � ��� � �� F °�
A �V � Q � �� � �m�.a�s: �� - � °' ��,c�
ip the presence �►� �, (�8�, ��
'�'r
Notary � blic �a�/��0�`�
Witness
By:
Name: � w
THE PATCH IN ALJ�GUSTA, LLC
By: _ �
Its: Managing Member
` � l ����d� j
.: � N1cE[,� �o�� (seal)
•�,..... ,
Signed, sealed and delivered ����.•• '••. 4�,+��
in the pr � of: ,� �Q; ,�'� p► �j' • :y �l�
r . .
4Z. � .,d/
� '�' � �� � ' � 3 �
♦ �.
Notary Public O� : PU��' ti °�� �
Witness ,� �it; �; Au9•.�� ?.:
� ••.....•• Q ��
By: s � ���OND G
.�;.��wo�°"
Name: �,`o;�� S
24
ExxISIT A
Augusta Municipal Golf Course Equipment
Listed below is the equipment inventory at Augusta Municipal Golf Course to be purchased by
the Operator as a condition of the Lease:
Item A e/ rs. Purpose Condition
Jacobsen Greens King 4 Plus 5 Cut Greens Good
Jacobsen Greens king 4 Plus 9 Cut Greens Poor
Jacobsen Greens King 4 Plus 9 Cut Tees Good
Jacobsen Greens 6 Verticut Good
Jacobsen Greens 6 Spikes Greens Good
Jacobsen Turf Cat 6 Cuts Rough Good
Ransome 700 9 Cuts Rough Poor
Steiner 430 9 Blower Trencher Fair
John Deere 5105 9 Cuts Fairways Good
Groom Master 8 Rakes Traps Good
Ransome Aerator 8 Aerates Greens Good
Toro Reelmaster 10 Cuts Fairways Fair
Ransome Aerator 9 Aerates Fairways Good
Jacobsen 1900 6 Multiuse Push Mower Good
Ford 1500 Bush Hog 12 Cuts Off Course Poor
Kabota Tractor 12 Frontend Loader Fair
Ransome Sod Cutter 9 Cuts Sod Good
Cushman Sprayer 12 Fertilizer Good
Jacobsen Green King 4 12 Use for parts
Jacobsen Greens Mower 16 Use for parts
Ransome 700 14 Use for parts
*��e�t�r��4e��io,. , � �.o��
Cushman Utility Vehicle 6 Multiuse Good
Cushman Utility Vehicle 9 Multiuse Good
Cushman Utility Vehicle 9 Multiuse Fair
Cushman Utility Vehicle 12 Multiuse Fair
Turfmaster 300 Cushman 4 Fairway Sprayer Good
EZ Go Work Cart 3 Good
EZ Go Work Cart 3 Good
EZ Go Work Cart 3 Fair
Ranger Picker 1 Good
Range Cart 1 Good
**Gas tank(regular) 2 Good
**Ford Dump Truck 27 Poor
**Ford Front end loader 22 Poor
*deleted fi•om original list in RFP
**added to original list in RFP
25
EXHIBIT B
ALL that lot, tract or parcel of land, with any improvements thereon, situate, lying and
being in Augusta-Richmond County, Georgia, lying on the western side of Highland
Avenue, containing 142.00 acres more or less, and being bounded as follows:
On the North, by the following tracts of land: (1) property of Brickle, Huffman,
and property of Samples, which property is shown as a consolidated tract of land on a plat
recorded the Office of the Clerk of Superior Court of Richmond County, Georgia, in
Realty Book 11U, page 319 (the "Brickle Property"); and (2) by property of Augusta-
Richmond, County, Georgia known as the "Daniel Field Airport", and as shown on a plat
dated February 28, 1987, prepared by James G. Swift & Associates which is recorded in
Realty Ree1411, pages 1759-1764, in said Clerk's Office (the "Airport Property").
On the East, by the Airport Property and by the right-of-way of Highland Avenue.
On the South, by the right-of-way of Damascus Road; and
On the West, by the following tracts of land: (1) property of Garren and
Nordman, as shown on that certain plat dated February 26, 1987, prepared by George L.
Godman and recorded in Realty Reel 259, page 1729, in said Clerk's Office; (2) property
of Donahue which is shown on a plat dated April 17, 1989, prepared by James G. Swift &
Associates and recorded in Realty Reel 310, pages 2253-2254, in said Clerk's Office; (3)
property of Donahue which is shown on a plat dated February 2, 1989, prepared by
George L. Godman & Associates and recorded in Realty Reel 305, page 1439, in said
Clerk's Office; (4) property of Charon Enterprises, Inc., acquired by deed dated May 9,
1995, and recorded in Realty Reel 490, pages 1414-1415, in said Clerk's Office, which is
a part of the property depicted on that certain plat dated November 26, 1968, last revised
December 18, 1974, prepared by Baldwin & Cranston Associates, Inc. and recorded in
Realty Reel 43, pages 1544-1546, in said Clerk's Office; (5) properry of Augusta-
Richmond County, Georgia acquired by deed dated August 4, 1994, and recorded in
Realty Reel 467, pages 370-372, in said Clerk's Office, and shown on that certain plat
recorded in Realty Book 17B, page 409, in said Clerk's Office; and (6) the Brickle
Property.
REFERENCE is hereby made to the recorded plats and deeds referenced
above for a more complete and accurate description as to the metes, bounds, and location
of the subject property.
THE subject property is currently designated as Parcel 2.01 on Tax map
56-1 of the tax records of Augusta-Richmond County, Georgia.
SAID property is conveyed subject to the right-of-way of Old Camp Road
which bisects the subject property in a general north-south direction.
26
Exx�iT C
Augusta Municipal Golf Course Equipment to remain on site for Operator's Use
Snack bar/kitchen/banquet area
*Bar Stools � 5 Good
Banyuet Tables 18 Good
*Banquet Chairs � 61 Good
Refrigerator 1 Good
*Lounge Chairs � 2 Good
Patio Chairs 15 Good
Patio Tables 4 Good
Golf Cart Storage Area
600 lb. capacity Ice Machine 1 Good
Air Compressor 1 Good
Pro Shop Equipment
Clothing Stand Racks 1 Fair
Golf Course(on course) Equipment
Granite Hole Marker 18 Good
*Tee Markers � 192 Good
Flag Sticks 36 Good
Ball Washers 9 5 Good / 4 Poor
Trashcans 5 Good
Water Coolers 3 Good
Maintenance Shop
Chemical Storage Shed (10' x 12') 1 Fair
Work Benches (15' x 15') 1 Good
Computer System (irrigation) 1 Good
Hydraulic Lift 1 Good
Air Compressor 1 Good
Portable Welder 1 Good
Computer Equipment(club house)
* *Personal Computer 5 Good
* *Printer 2 Good
Office
**Metal desk 1 Good
** Wood desWwork station 1 Good
*Denotes change from original count in RFP
**Denotes addition to original list in RFP
27
-/=
- : AUGUSTA LAW DEPARTMENT
G ! Ll R: G I: A
Matt Aitken
ANDREW G. MACKENZIE Corey 7ohnson
GENERAL COLINSEL Joe Bowles
Augusta Law Department Alvin Mason
DAVID S. COPENHAVER Biil Lockett
Mayor WAYNE BROWN Joe Jackson
Senior StaffAttorney Jerry Brigham
Wayne Guilfoyle
KENNETH S. BRAY J. R. Hatney
JODY M. SMITHERMAN Grady Smith
JoE BowLES KAYLA E. COOPER
Mayor Pro Tem StaffAttorneys FREDERICK L. RUSSELL
Administrator
MEMORANDUM OF TRANSMITTAL
To: Lena J. Bonner
Clerk of Commission �
�
From: Kayla E. Cooper, Staff Attorney
Augusta Law Department
Date: October 18, 2011
Re: Lease Agreement for the Augusta Municipal Golf Course ("The Patch")
Enclosed please find two (2) originals of the above-referenced Lease Agreement for
Mayor Copenhaver's signature and execution. Please forward one of the 'Lease Agreements to
me once it has been signed so that I may forward it to the attorney for Patch, LLC. Also
enclosed is a copy of the approval letter for your records.
Should you need additional information please contact me at (706)842-5550.
Thank you. \
KEC/dh z
Enclosures �;��
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, ; 4 � =_ �
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,-
Augusta Law Department
501 Greene Street, Suite 302, Augusta, Georgia 30901
(706) 842-5550 - Faz� (706) 842-5556