this agreement made and entered into by the city of walla

I. PREMISES:

2. USE OF PREMISES:

LEASE AGREEMENT

of 20

THIS AGREEMENT made and entered into by the CITY OF WALLA WALLA, aMunicipal Corporation of the State of Washington, hereinafter referred to as "City," and EARLY

REPASS GOLF, a Washington Limited Liability Company, hereinafter referred to as theLessee ".

WHEREAS, the City owns Veterans Memorial Golf Course, located in the City of WallaWalla; and

WHEREAS, the City wishes to contract with Lessee to manage, operate and maintainVeterans Memorial Golf Course, including but not limited to: the pro shop, cart storage facilities, .cart rental, driving range, snack shop, banquet and lounge facilities, and all other areas of theclubhouse building; the golf course grounds including all buildings thereon, roads and parkinglots; and all other facilities within and on the golf course proper except for the water boosterpump station,

NOW, THEREFORE, in consideration of the mutual promises, covenants andagreements hereinafter specified to be kept and performed by the parties hereto, IT IS HEREBYAGREED by and between the City and the Lessee as follows:

The City leases to the Lessee for the term and upon the conditions and provisionshereinafter specified, and the Lessee accepts the full responsibility and obligation to manage,operate and maintain Veterans Memorial Golf Course and, in particular, the facilities as noted onExhibit A, situated on the real property located in the State ofWashington, County of WallaWalla, City of Walla Walla, as more particularly described on Exhibit B," including but notlimited to: the pro shop merchandise and storage areas; storage facilities for Lessee's rental cartsand for privately owned carts, riding cart and pull cart rental; driving range operations; snackshop, banquet and lounge facilities; outdoor decks, locker rooms, maintenance shop and all otherareas of the clubhouse building; the golf course grounds including all buildings thereon, roadsand parking lots; and all other facilities within and on the golf course proper except for the waterbooster pump station, all ofwhich such facilities shall be hereinafter referred to as thepremises'

The Veterans Memorial Golf Course is leased to Lessee solely for the purposes specifiedin this agreement, and the City reserves the right in its sole discretion to lease or convey portionsof the premises to other parties for other purposes that do not substantially interfere with its useas a golf course. By way of illustration, and without limitation, the City has and may leaseportions of the premises for locating, managing, operating, and maintaining cellular towers.Lessee shall not sublease any portion of the premises, and may not use the Veterans MemorialGolf Course for any purposes other than those specified in this agreement. Lessee shall have noright, title or claim to any lease payments and other compensation received by the City for itslease or conveyance ofportions of the golf premises to other parties.

69

3. TERM:

The premises is leased by the City to the Lessee solely for the purposes of managing,operating, and maintaining a golf course, driving range, pro shop, and golf cart rental facility, forproviding golf instruction services, and for providing food and beverage services. Lessee shallnot use the premises for any other purposes without the advance written consent of the Citywhich it may withhold in its sole discretion.

The tern of this agreement shall be for TEN (10) years, commencing January 1, 2014, orearlier as may be mutually agreed, and terminating December 31, 2023, except as otherwiseprovided by this agreement.

4. REVENUES, RENT, FEES, CHARGES, AND REPORTS:

A. Revenues: Fees and all other income generated from golf course operations bythe Lessee hi private business on the premises shall become the property of the Lessee from andafter the effective date of this lease.

B. Payments to the City: Lessee shall pay to the City a lease fee, which shall beinclusive of rent for golf course, driving range, the clubhouse and other buildings on the golfcourse premises, and other fees and charges upon the following schedule:

1) Lease fee:

Beginning February 15, 2014, and through January 15, 2015 the rental rate shall be calculatedbased on revenues of the Lessee for all green fees, season tickets (full or partial), cart shedrentals, and cart use fees on the premises. Said fee structure shall be an annual amount based onSEVEN PERCENT (7 %) of the total monies collected in these categories. Lessee shall also pay, .in addition, the state leasehold tax to the City due on these payments. Said payments and taxesshall be paid to the City in twelve monthly payments commencing Febniary 15, 2014, andcontinuing on the fifteenth day following the end of each succeeding month thereafter.

Beginning February 15, 2015, and through January 15, 2016 the rental rate shall be calculatedbased on revenues of the Lessee for all green fees, season tickets (full or partial), cart shedrentals, and cart use fees on the premises during the previous twelve months. Said fee structureshall be an annual amount based on EIGHT PERCENT {8 %) of the total monies collected in

these categories. Lessee shall also pay, in addition, the state leasehold tax to the City due onthese payments. Said payments and taxes shall be paid to the City in twelve (12) monthlypayments commencing February 15, 2015, and continuing on the fifteenth day following the endof each succeeding month thereafter.

Beginning February 15, 2016, and through January 15, 2017 the rental rate shall be calculatedbased on revenues of the Lessee for all green fees, season tickets {full or partial), cart shedrentals, and cart use fees on the premises during the previous twelve months_ Said fee structureshall be an annual amount based on NINE PERCENT (9 %) of the total monies collected in these

categories. Lessee shall also pay, in addition, the state leasehold tax to the City due on thesepayments. Said payments and taxes shall be paid to the City in twelve (12) monthly paymentscommencing February15, 2016, and continuing on the fifteenth day following the end of eachsucceeding month thereafter.

of20

70

Beginning February 15, 2017, and through January 15, 2024 the rental rate shall be calculatedbased on revenues of the Lessee for all green fees, season tickets (full or partial), cart shedrentals, and cart use fees on the premises during the previous twelve months. Said fee structureshall be an annual amount based on [EN PERCENT (10 %) of the total monies collected in these

categories. Lessee shall also pay, in addition, the state leasehold tax to the City due on thesepayments. Said payments and taxes shall be paid to the City in twelve (12) monthly paymentscommencing February 15, 2017, and continuing on the fifteenth day following the end of eachsucceeding month thereafter.

2) Equipment replacement fee:

Lessee shall be permitted to use certain City owned equipment and personal property identifiedin Exhibit C for management, operation, and maintenance of the Veterans Memorial GolfCourse. Such equipment and personal property is included by the City in its long termreplacement schedule and may be periodically replaced by the City in its sole discretion.

Lessee shall use reasonable care in its use of City owned equipment and personal property andshall be solely responsible for any repair costs and replacement necessitated by damage caused tosuch equipment or personal property other than ordinary wear and tear.

The City in its sole discretion may calculate, establish, and modify amounts needed to regularlyreplace equipment and personal property included by the City in its long tern replacementschedule. The Lessee shall pay to the City a percentage of the annual amount established by theCity to fund replacement of equipment and personal property. Lessee shall pay 70% of suchamount established by the City for 2014, 80% of such amount for 2015, 90% of such amountestablished by the City for 2016, and 100% of such amounts established by the City for 2017 andall succeeding years. Lessee shall pay amounts established by the City for each year in monthlyinstallments established by the City on a monthly basis at the same time that lease payments aremade. All payments made to the City for replacement of equipment and personal property shallbelong solely to the City to use in its sole discretion, and Lessee shall not have any right, title orclaim to any funds retained by the City for replacement of equipment and personal property.

All equipment and personal property identified in Exhibit D, all replacement equipment andpersonal property, and any equipment and personal property subsequently purchased by the Cityfor use at the Veterans Memorial Golf Course shall be owned solely by the City. Lessee shallnot have any right, title, or claim to any City owned equipment and personal property.

3) Irrigation surcharge:

Lessee agrees to collect and fully remit to the City an irrigation surcharge imposed by the Cityfor use of the golf course premises by golfers and other users. Such amounts shall be remitted tothe City on a monthly basis at the same time lease payments are made; however, such remissionsshall not be considered lease payments and shall be accounted for and remitted separately. TheIrrigation system surcharge shall not exceed one dollar ($1.00) for each daily nine hole roundand each season ticket round, and shall not exceed two dollars ($2.00) for each daily eighteenhole round.

4) Late payment charges:

Lessee shall pay late payment charges established by the City for any payments not timely madeunder this agreement. The City's acceptance of late payment charges shall not waive any other

of 20

71

remedies available to the City for late payments and shall not estop the City from additionallypursuing such other remedies.

C. Other Conditions: The Lessee shall submit reports to the City on a monthly basisat the time lease payments are made in a form acceptable to the City that identifies all revenuesreceived by Lessee during the preceding month together with such other information requestedby the City to ascertain amounts payable to the City. The Lessee must submit all reports requiredby this agreement in a complete, neat and timely manner as directed by the City Manager ordesignee.

The Lessee will provide annually to the City by March 1 of each year information related to totalrevenue including number sold in the following categories; season passes and season passrounds, 18 hole rounds played, 9 hole rounds played, cart sheds rented, pro shop sales, food andbeverage sales, cart rental revenue, driving range revenue.

The Lessee shall maintain a computerized sign -in or daily log for all gaffers including whether 9or 18 holes were played. The records shall be maintained by the Lessee for TWENTY -FOUR24) months, and these records shall be converted to a summary of rounds played in variouscategories for each calendar year, with a copy provided to the City by March 1 of each year

5. TAXES, FEES AND LICENSE CHARGES:

Lessee shall timely pay all federal state and local fees, taxes, and license charges assessable inconnection with the use of the premises, except for taxes on the real property owned by the City.

Lessee shall also timely pay all fees, charges or costs, if any, for governmental inspections orexaminations related to its use or occupancy of the premises; shall timely pay all license fees andstate and city excise taxes, occupation taxes, and sales taxes covering the business conducted onthe premises; and shall timely pay all taxes on personal property of the Lessee and the premises

Lessee shall also timely pay all fees, charges or costs, if any, for govenmiental inspections orexaminations related to its use or occupancy of the premises

Lessee shall also timely remit to the City the state leasehold excise tax due under Chapter82.29A of the Revised Code of Washington, and such other leasehold tax(es) which may apply.Lessee shall also timely pay any additional taxes, assessments, or other governmental chargesresulting from improvements to the premises made by Lessee under Title 84 of the Revised Codeof Washington, and such other personal property tax(es) which may apply.

6. OPERATIONS AND SERVICE:

In managing and operating the premises, Lessee shall provide the following services:A. The Lessee shall prepare the application, apply, and assume responsibility for all

costs and expenses of the acquisition of a liquor license from the Washington State LiquorControl Board. As owner of the premises, the City shall execute any reasonably appropriatedocuments that may be required in conjunction with such application.

B. No alcohol may be brought on to the golf course property by private parties. TheLessee is responsible for patrolling the golf course to enforce this regulation at all tunes, and

of 20

72

shall otherwise be responsible for complying with Chapter 9.07 of the Walla Walla MunicipalCode as may be amended.

C. The Lessee shall provide at least a minimum amount of food products (packagedfoods and cold beverages) to serve golfers needs.

D. A copy of the current price schedule for all provided services shall at all times bedisplayed by the Lessee in such a manner as to be easily viewed by the public.

E. The Lessee shall maintain as the operating name of the premises "VeteransMemorial Golf Course" throughout the term and any extension of this agreement.

7. GOLF USER FEES:

A. During 2014 fees shall not be greater than the fees identified in the Lessee's RFPproposal.

B. After 2014, daily green fees, season tickets (full and partial), cart storage fees andcart usage fees may be increased annually as is reasonable. Adjustments in accordance with thefollowing criteria will be presumed reasonable:

The fee increase shall not exceed the greater of the U.S. Cities Average Consumer Price IndexCPI -U), or the Seattle /Tacoma Consumer Price Index All Urban Consumers (AUC), asestablished by the United States Department of Labor, and as most recently published by theBureau of Labor Statistics (BLS).

The fees need not be increased at the same percentage in all categories; rather, the total revenueraised by the fee increase for daily green fees, season tickets, cart storage fees, and cart usagefees, shall not, in the aggregate, exceed the agreed upon and applicable Consumer Price IndexInflationary Percentage (e.g. if the total revenues in the above categories are $400,000.00and theConsumer Price Index for the applicable period is 5 %, fees can be adjusted among all categoriesin any fashion which, based upon the previous year's activity, would have resulted in totalrevenues of $420,000.00).

If fees are not increased on an annual basis, the rate of increase shall not be greater than thecombined increase in the applicable Consumer Price Index for the two years immediatelypreceding the proposed fee increase.

C. The Lessee shall provide notice of changes to golf fees and other operationalchanges in writing to the City by no. later than September 1 of the year preceding the changes.Changes to the fee schedules may be implemented no more than once a year and no earlier thanJanuary 1 without written consent of the City.

D. Proposed increases in excess of the above estimated inflationary amounts shallrequire prior City approval, which proposed increase shall be submitted to the City no later thanSeptember 1 in the year prior to the proposed increase.

E_ All fees or charges other than daily green fees, season tickets, cart storage fees,and cart usage fees, may be fixed and established in Lessee's sole discretion.

8. UTILITIES:

of 20

73

Lessee shall pay all deposits and monthly charges for electricity, water, sewer, naturalgas, vehicle fuel, propane, garbage collection, cable television, and all other utilities, includingbusiness and coin telephones furnished or required at the premises. The City shall provide publicwater rates to the Lessee.

9. IMPROVEMENTS:

A. No alterations or improvements shall be made to the premises without the consentof the City, by and through the Director of Parks and Recreation or his /her designee, whichconsent shall not be unreasonably withheld.

B. Unless otherwise agreed in writing, any alterations or improvements, except tradefixtures, approved by the City shall become the property of the City upon fixation. Suchalterations or improvements shall be installed solely at the Lessee's expense unless the Cityexpressly agrees in writing to contribute toward the costs thereof.

C. Lessee shall obtain all necessary governmental permits needed to accomplish theapproved alterations or improvements and to submit copies of same to the City prior tocommencing any construction on the premises

D. Lessee shall maintain records on the costs of alterations or improvements andshall make such records available to the City for audit.

E. Lessee will pay all taxes due on improvements including, if applicable, the stateleasehold tax.

10. MAINTENANCE:

A. Lessee's Responsibilities: Lessee shall provide sufficient and qualified personnel,supervision, supplies and funding, to perform maintenance to the premises as follows:

1) Golf Course:

Golf course maintenance shall be performed in accordance with the Lessee's proposal attachedas Exhibit E.

2) Golf Course Equipment/Irrigation System:

Golf Course Equipment/Irrigation System will be maintained in good working order at the samelevel of condition or greater as received on January 1, 2014 for the length of the agreement. TheLessee will be responsible for routine maintenance of the equipment, such as; replacing belts,cleaning mower decks, sharpening mower blades, etc. Repairs, other than routine, will beperformed by the City Fleet Services Division and the Lessee will be charged an hourly shop rateand cost of parts necessary to repair the equipment. Such hourly shop labor rate will be providedby the City to the Lessee on an annual basis by November 1st of each year. The Lessee willperform and bear the cost of all necessary repairs to the irrigation system including labor andmaterials of laterals, valves, controllers, sprinkler heads, computer and irrigation software.

3) Buildings:

Buildings will be maintained at the same level of condition or greater as received on January 1,2014 for the length of the agreement. At its cost, the Lessee shall provide maintenance and

of 20

74

repair for interior light fixtures, bulbs, kitchen equipment, including dishwashers, walk -incoolers, sinks, toilets, garbage disposals, grease traps, exhaust hoods and associated fireextinguisher systems, sprayers, fry pan. The Lessee will maintain tables, chairs, carpet, painting,PA systems, burglar and fire alarm systems, telephone system, all furniture and fixtures, and theother interior furnishings and surfaces in the building.

4) Railroad Right -of -Way:

Lessee shall maintain the TWO (2) asphalt cart paths over the existing railroad right -of -waycrossings, and pay all costs associated with maintaining said cart paths during the temi of thislease.

B. City's Responsibilities:

1) Railroad Right -of -Way:

Except as set forth in the preceding paragraph, the City shall pay all fees and costs associatedwith maintaining said right -of -way crossing permits during the term of this lease.

2) Existing Conditions:

Known defective conditions or equipment in existence at the time of execution of this agreement,as more particularly set forth in Exhibit F shall be the responsibility of the City. Any defect shallbe remedied within a reasonable time. The City warrants that all equipment will remain insatisfactory condition, or good working order, for a minimum period ofNINETY (90) days fromthe date this lease commences or the date such item of equipment was repaired, whichever islater.

3) ADA Compliance -

Compliance with standards required by the Americans with Disabilities Act shall be theresponsibility of the City.

4) Access Road, Paved Maintenance Road and Parking Lots:

The City shall have responsibility to chip seal and overlay the Par 72 access road, the pavedmaintenance road and parking lots as needed. The City shall also provide snow plowing of saidareas within THREE (3) full workings days from the date of the snow fall.

5) Golf Course Irrigation:

The City will maintain the irrigation pumps and motors, and mainlines of the system.

6) Building exteriors:

The City shall provide maintenance and repair for the exterior of the buildings, including roof,rain gutters, all sewer, water and other utility lines located outside of buildings which are not theresponsibility of a particular utility company; and further maintain and repair, HVAC systems,locks and hardware costing more than $1,000 per repair, and are not a result of any action,omission, negligence or lack of reasonable maintenance on the part of the Lessee, or itsemployees.

11. CITY'S RESPONSIBILITIES:

During the team of this agreement, the City's responsibilities shall be as follows:

of 20

75

A. To monitor and evaluate Lessee's performance as needed for compliance with theteens of this agreement

B. To perform inspections at least annually but no more than FOUR (4) times peryear, at reasonable times and with reasonable prior notice.

C. City will pay 30% of City owned maintenance Equipment Replacement Reservein 2014, 20% in 2015, 10% in 2016.

12. CITY'S REPRESENTATIONS:

3)

The City and Lessee acknowledge that they have jointly examined the premises andLessee accepts them in their current condition "AS IS" a.s of the commencement date of thislease agreement.

A. The foregoing notwithstanding, the City makes the following representations:

1) The City has received no notice of any outstanding violations of anygovernmental law, rule, statute, ordinance or regulation affecting the premises.

2) There are no material defects, or dangerous conditions known to the Citywhich affect the premises. To the best of the City's knowledge, all structures and improvementslocated upon, or comprising any part of the premises, have been constructed and installed and arecurrently in compliance with all applicable laws, statute, ordinances, codes, and covenantsaffecting the property, with the exception with compliance of standards required by theAmerican Disabilities Act. All personal property is in reasonably good working order and willremain in such condition at the time of commencement of the lease.

The premises are not located in any recognized flood area or zone.

4) At the commencement date of the lease, the premises will not be subject toany operational agreements. The City has received no notice of any rights, easements oragreements which are not of record and not disclosed in this agreement.

5) To the best of the City's knowledge, utilities servicing the premises areavailable in sufficient quantities to adequately service the needs of the premises

6) There will be no unpaid bills, payables or claims in connection with themaintenance, ownership, management or operation of the premises at closing except as abovenoted. The City hereby agrees to indemnify and hold Lessee harnnless from any and all losses,damages, claims, costs, expenses, or causes of action, including attorney fees, arising out ofor inany way related to, unpaid claims or bills.

13. DEFAULT OR FAILURE OF CONSIDERATION:

A. The City may terminate this agreement in the event Lessee shall fail to performany of the covenants or conditions contained in this agreement, as follows:

1) For any default or deficiency based on failure to timely pay rent or provideverification of required insurance coverage, not remedied within TEN (10) days after receivingnotice in writing stating the nature of such default or deficiency and the City's intention toterminate if not corrected; or

of 20

76

agreement; or3)

of 20

2) For any other default or deficiency, not remedied by the Lessee withinTHIRTY (30) days, or remedial work on a matter requiring more than THIRTY (30) days notbegun, after receiving notice in writing stating the nature of the default or deficiency and theCity's intention to terminate if not corrected; or

For chronic failure to perform essential functions or services under this

4) Any act or omission that results in abandonment of the premises; or

5) Following ONE HUNDRED AND EIGHTY (180) days written notice toLessee, if Lessee is unable or unwilling to maintain the premises in an ordinary and competentmanner each week due to accident, injury, illness, disability or personal preference, subject tofederal and state law, except for brief illness, vacation or emergencies.

B. It is agreed that any alleged default or deficiency based on a failure to timely pay .rent or provide verification of required insurance coverage shall not be subject to the arbitrationprovisions contained herein. All other defaults or deficiencies shall be subject to said arbitrationprovisions. For matters subject to arbitration, termination of leasehold rights shall not occur untilTHIRTY (30) days following receipt of the arbitration decision, and Lessee's failure within saidperiod of time to remedy the default or deficiency.

C. The Lessee agrees to provide the City an annual $50,000 Performance Bond orprovide $50,000 in an escrow account payable to the City by January 1, 2014 and each yearthereafter to protect the City if the Lessee's default on this Agreement for any reason and theCity is forced to operate The Lessee agrees that this amount is reasonable in light of theanticipated or actual harm caused by Lessee's failure to perform, the difficulties of proof of loss,and the inconvenience or non- feasibility of otherwise provided for an adequate remedy; exceptthis paragraph shall not apply where the Lessee's failure to perform in a timely manner wascaused by the Lessee's inability to secure necessary governmental permits, including licensesfrom the Washington State Liquor Control Board.

14. LIENS AND ENCUMBRANCES:

Lessee shall keep the premises free and clear of any liens and encumbrances arising orgrowing out of its use and occupancy of the premises. At the City's request, Lessee shall furnishthe City written proof ofpayment, or evidence that such claims are being protested in good faith,of any item which would, or might, constitute the basis for such a lien or encumbrance on thepremises, if not paid.

15. CONTINUOUS OPERATION:

A. Lessee shall keep the various areas of the premises open, and use those areas totransact business with the public, daily during hours in which golfing activities may be normallyexpected to occur. Lessee agrees to have qualified staff available before the first useable teetime.

B. Hours of operation for food and beverage will be coordinated by Lessee, with theintention of providing reasonable daily service to all golfers.

77

C. Subject to City approval, Lessee may, upon posted written notice to the public ofTEN (10) days, close the clubhouse, snack bar and/or pro shop for a reasonable period of timefor repairs or remodeling, taking inventory, or to accommodate construction of publicimprovements as authorized elsewhere in this agreement. Lessee is not required to providenotice, or receive City approval of closures due to fire, vandalism, weather or acts of nature ormechanical failures.

D. Lessee may close the entire premises, or parts thereof, without City approval orprior notice, when weather conditions are such the course is not playable or likely to sustaindamage if play occurred.

16. ACCESS TO BOOKS AND RECORDS:

The City, or its agents, shall have the right at reasonable times to examine and auditbooks and records of the Lessee bearing upon or connected with the business conducted upon thepremises to the extent necessary to determine compliance with the applicable revenue provisionsof this agreement.

17. PHOTOGRAPHS:

Either party shall have the right, without liability to the other, to make photographs ormotion pictures of the premises, activity therein, and/or displays or exhibits.

18. ASSIGNMENT OF CONTRACT /SUBCONTRACTING:

A. Lessee shall not subcontract, assign or transfer this agreement nor otherwiseconvey any leasehold right or privilege granted hereunder or any part of the premises, except asbetween the principal shareholders, unless the written consent of the City be first obtained, whichconsent shall not be unreasonably withheld if the assignee is otherwise qualified. Neither thisagreement nor any right, privilege or interest therein or there under shall be transferable byoperation of law or by any process of proceeding of any court.

B. Lessee shall be responsible for the standards of performance of any subcontractorapproved by the City. Lessee shall assure the work or services performed by any subcontractorshall satisfy the terms of this agreement. Lessee agrees no subcontractor shall relieve Lessee ofany obligations under this agreement. Lessee shall submit a list of any subcontractors lured byLessee to the City.

19. REMOVAL OF LESSEE'S PROPERTY:

A. At the expiration of the term of this agreement, Lessee shall remove all its goods,wares and merchandise from the premises, and any equipment or fixtures placed therein byLessee, within TEN (10) days following the expiration date. In the event of earlier terminationfor other cause, the Lessee shall have THIRTY (30) days to complete removal of its property, .equipment, and fixtures from the premises Removal of fixtures and improvements attached to

of 20

78

the structure shall not leave the premises in a worse condition than at the time of execution ofthis lease agreement; structural improvements, carpeting and wallpaper shall not be removed_The City may, but need not, treat any property remaining upon the premises after expiration ofthis agreement, or period for removal of Lessee's property, as abandoned by Lessee.

B. In the event Lessee has not removed its property and fixtures within the timeperiods as set forth above, the City may, but need not, remove said personal property and hold itfor the owners thereof, or place the same in storage, all at the expense and risk of the ownersthereof, and Lessee shall reimburse the City for any expense incurred by the City in connectionwith such removal and storage. The City shall have the right to sell such stored property, withnotice to Lessee, after it has been stored for a period of THIRTY (30) days or more, the proceedsof such sale to be applied first to the cost of such sale, second to the payment of the charges forstorage, and third to the payment of any other amounts which may then be due from Lessee tothe City, and the balance, if any, shall be paid to the Lessee.

20. CONDITION OF PREMISES UPON TERMINATION:

Upon termination or expiration of this agreement, the Lessee shall leave the premises inas good a condition as at the date of execution of this agreement, except for the effects ofreasonable wear and tear, alterations and repairs made with the concurrence of the City, andproperty damage due to fire, wind, storm or other natural causes, and other perils insured incontracts or policies of fire, extended coverage and vandalism insurance in current practice.

21. INSURANCE:

A. The City shall maintain fire and other perils insurance on the buildings, facilities,improvements and equipment located on the premises, excluding any equipment, merchandise,goods or supplies directly owned by the Lessee.

B. Prior to commencement of the lease, Lessee shall, at its own expense, obtain andfile with the City a certified copy of a valid, full policy of commercial general liability insurance,which must be approved by the City's Risk Manager as to form and coverage, and which policyfully protects the City from any and all claims and risks in connection with Lessee's operationof, activities upon or use or occupation of the premises, as well as any and all claims and risks inconnection with any activity performed by Lessee by virtue of the rights granted pursuant to thisagreement. Such liability insurance policy must specifically name the City as an additionalinsured party there under as evidenced by an endorsement to the policy and provide thefollowing minimum coverage: Minimum coverage limits Commercial General LiabilityInsurance shall be written with limits not less than TWO MILLION DOLLARS ($2,000,000.00)per occurrence, TWO MILLION DOLLARS ($2,000,000.00) general aggregate, and ONEMILLION DOLLARS ($1,000,000.00) products and completed operations aggregate.Commercial general liability insurance shall provide coverage for premises, personal injury,contractual liability, independent contractors, and products and completed operations coverage's.The Lessee shall purchase and maintain liquor liability with minimum limits of TWO MILLIONDOLLARS ($2,000,000.00) per occurrence. The Lessee shall purchase and maintain automobileliability insurance in the amount of ONE MILLION DOLLARS ($1,000,000.00) combinedsingle limit Provided, that the City may raise said minimum limits declaring such increase

of 20

79

necessary to adequately protect the City, and further provided any year -to -year increase may notexceed TWENTY PERCENT (20 %).

C. Lessee shall provide certificates of insurance required by this agreement withinTEN (10) days of the signing of this agreement, and on or prior to the annual renewal date ofeach successive year.

D. Said insurance policies shall remain in full force and effect at the Lessee's soleexpense throughout the entire term of this agreement and such policies or endorsements theretomust contain the following provisions:

1) The coverage provided by this policy to the City or any other namedinsured shall not be terminated, reduced or otherwise changed in any respect without providingat least SIXTY (60) days written notice to the City.

2) The failure of Lessee to comply with the above provisions of this sectionshall subject this agreement to termination as provided herein.

22. CASUALTY OR LOSS TO PREMISES:

A. In the event of a total or partial loss of the premises, or facilities thereon, from anyperils insured against under the City's required insurance coverage, the City shall have the optionto either rebuild said premises, or make distribution of such settlement funds between the Cityand Lessee, as their respective interests shall be determined at the time of such loss. The Cityshall notify Lessee of its decision within SIXTY (60) days of said loss. Respective interest as setforth in this section is specifically understood to be subject to the arbitration procedure containedin this agreement. In the event the City elects not to rebuild the premises, Lessee may terminatethis agreement by giving notice to the City within THIRTY (30) days of the City's election tobuild or not build. In the event of such termination, neither party shall be further obligated to theother or otherwise liable under the terms of this agreement.

B. In the event that the premises or a substantial portion thereof are renderedunusable by earthquake, act of war, or other extraordinary casualty destroying or damaging thepremises, either party may terminate this agreement by giving notice to the other party withinTHIRTY (30) days after such conditions are discovered. Neither party shall be required torestore or reconstruct the premises, in part or in whole.

23. WAIVER OF SUBROGATION:

The City and the Lessee hereby release and relieve the other and its agents and waivetheir entire claim of recovery against each other from any loss, damage, or injury arising out ofor incident to any of the perils included in or covered by contracts or policies of fire, extendedcoverage, and vandalism insurance in current practice owned by the parties to the extent said lossis covered by such policies, whether due to the negligence of either of the parties, their agents, oremployees, or otherwise.

24. INDEMNIFICATION:

of 20

80

of 20

A. Lessee hereby agrees to defend, indemnify and hold harmless the City, itsappointed and elected officers, and its agents and employees, from and against all loss orexpense, including but not limited to, judgments, settlements, attorney's fees, and costs by reasonof any and all claims and demands upon the City, its appointed and elected officers, and itsagents and employees, for damages because of personal or bodily injury including death at anytime resulting there from, sustained by any person or persons and on account of damage toproperty including loss of use thereof, arising out of or in consequence of the performance of thiswork, whether such injuries to persons or damage to property is due to the negligence of theLessee, the City, its appointed and elected officers, employees or their agents. Such indemnityshall not include claims arising out of or the result of the sole negligence or intentional act of theCity, its appointed and elected officers, employees or agents, but shall include but not be limitedto, any liability as may arise or occur from concun-ent, contributing, or joint actions or omissionsof the Lessee to the City.

B. Lessee hereby agrees to defend, indemnify, hold harness the City, its appointed andelected officers, and its agents and employees against any and all claims, costs, judgments andawards, including claims by Lessee's own employees to which Lessee might otherwise beimmune under Title 51 RCW, arising out of the acts or omissions of Lessee, its principals, or itsagents or employees.

Lessee agrees to defend, indemnify, and hold harmless the City, its appointed and electedofficers, and its agents and employees against any and all claims, costs, judgments and awards,including claims by Lessee's own employees to which Lessee might otherwise have immunityunder Title 51 RCW, arising out of the City's ownership or control of the premises, Lessee'sexercise of the rights granted herein, or use of the Premises by Lessee.

It. is specifically and expressly understood that the indemnification provided herein constitutesLessee's waiver of immunity under Title 51 RCW, solely for the purposes of thisindennnification. This waiver has been mutually negotiated by the parties.

C. The City, its appointed and elected officers, and its agents and employees, shallnot be liable for any injury or death to any person(s) or for damage to any property, regardless ofhow such injury, death, or damage be caused, sustained, or alleged to have been sustained by theLessee or others as a result of any of the following:

1) Any condition, including existing or fixture defects, on the premises,excluding latent defects on the premises;

2) Any occurrence whatsoever arising from or related in any way to thepremises, Lessee's use and occupancy of the premises, or Lessee's use of the property adjacentthereto; or

3) Any actions of the public in or about the premises. Alt personal propertyon the premises shall be at the risk of the Lessee and the City shall have no responsibility forsuch property.

D. In the event of suit against the City, Lessee agrees to appear and defend the same,provided Lessee is notified in writing, within THIRTY (30) days of the suit. In the eventjudgment is rendered against the City, the Lessee will cause the same to be satisfied withinNINETY (90) days after a final determination thereof (after all appeals have been exhausted).

81

26. HOLDING OVER:

of 20

E. Nothing in the foregoing shall be construed to mean the Lessee is to be precluded,or prevented, from initiating suit against the City for recovery of any expenses or damagescaused by the sole negligence or intentional act of the City.

F. Nothing in the foregoing shall be construed as releasing the City from any actionsbrought by any agency, organization, or individual relative to previous activities at VeteransMemorial Golf Course, undertaken either by the City, or at the direction of the City, includingbut not limited to, hazardous waste, substances or pollutants, which have resulted inenvirorunental contamination. The City shall indemnify and hold harmless the Lessee, itsprincipals, and its agents and employees, from and against all claims, damages, losses andexpenses, fees and charges of attorneys and court costs, arising out of or resulting fromhazardous waste, pollutants or environmental contamination caused either by the City or itsagents, or at the direction of the City. Any expenses associated with remedial actions to satisfyany environmental issues resulting from the actions of the City or its agents, will be the soleresponsibility of the City. Expenses incurred by Lessee for such environmental remediation willbe fully reimbursed by the City.

G. The Lessee shall indemnify and hold harmless the City, its appointed and electedofficers, and its agents and employees, from and against all claims, damages, losses andexpenses, fees and charges of attorneys and court costs, arising out of or resulting fromhazardous waste, pollutants or environmental contamination caused either by the Lessee or itsagents, or at the direction of the Lessee. Any expenses associated with remedial actions tosatisfy any environmental issues resulting from the actions of the Lessee or its agents, will be thesole responsibility of the Lessee. Any expenses incurred by the City for such environmentalremediation will be fully reimbursed by the Lessee.

H. These indemnification provisions extend to claims which arise out of, or relatedto, or are based upon the dispersal, discharge, escape, release or saturation of smoke, vapors,soot, fumes, acids, alkali, toxic chemicals, liquids, gases or any other material, irritant,contaminant or pollutant in or into the atmosphere, or on, onto, upon, in or into the surface orsubsurface (a) soil, (b) water or water course, (c) objects, or (d) any tangible or intangible matter,whether sudden or not

I. Should the Lessee leave or otherwise vacate the premises, the Lessee shall certifyto the City in writing to the best of Lessee's knowledge that said premises are free and clear ofany and all hazardous waste, pollutants and contamination.

25. ASSUMPTION OF RISK: Lessee assumes the risk of damage to its property located onthe Premises. Lessee covenants not to bring suit, and releases and waives any and all claimsagainst City, its appointed and elected officers, and its agents and employees for damage to ordestruction of the property of Lessee caused by or arising out of the en or omission ofCity,its appointed and elected officers, and its agents and employees, except to the extent any suchdamage or destruction is caused by or arises from the willful and/or malicious action on the part.of City.

82

If Lessee remains in possession of the premises after the expiration of this agreementwith the consent of the City, such possession shall create a month -to -month tenancy on the termsherein specified, subject to the payment of pro rata monthly rent, and said agreement may beterminated at any time by either party upon THIRTY (30) days written notice to the other partyof such intention to terminate_

27. ARBITRATION:

A. Should the City and the Lessee have a dispute regarding specific performance, oras to any alleged default or deficiency except payment of rent or production of insurancecoverage, or any provision of this agreement, either party may request the dispute be submittedto binding arbitration.

B. The arbitrator shall be selected by the parties from a panel of SEVEN (7)qualified arbitrators, such panel to be requested from the American Arbitration Association. Ifan arbitrator cannot be mutually agreed to by the parties, selection will be determined by eachparty alternately striking an arbitrator until only one arbitrator remains.

C. All costs of the arbitration shall be shared equally by the parties, except fees oflegal representatives, expert witnesses, etc.

D. The City and Lessee agrees the arbitrator shall establish the procedures, rules,methods, and processes for the dispute resolution, and the parties agree to cooperate with thearbitrator in good faith to establish the facts necessary to resolve the dispute. The parties agreetlia.t, without mutual consent to extend the time, this dispute resolution procedure shall concludenot more than THIRTY (30) days after its initiation.

28. WORKER'S COMPENSATION:

A. Lessee agrees that all persons furnishing services to the City pursuant to thisagreement are, for purposes of workmen's compensation liability, employees solely of Lesseeand not employees of the City. Lessee shall bear the sole responsibility and liability forfurnishing workmen's compensation benefits to any person for injuries arising from, orconnected with, services performed on behalf of Lessee pursuant to this agreement. Lesseeagrees to provide and maintain workmen's compensation insurance in amounts required by statelaw.

B. Lessee shall provide a certificate of worker's compensation insurance within TEN10) days of the signing of this agreement, and prior to March 1 of each successive year.

29. INDEPENDENT CONTRACTOR STATUS:

This agreement is not intended, and should not be construed, to create a relationship ofagent, servant, employee, joint venture, or association as between the City and Lessee, or any ofLessee's employees, agents, contractors, or vendors. Lessee shall at all times be considered anindependent contractor under this agreement.

of 20

83

and

To the City at the following address:

City of Walla Walla

Parks & Recreation Depaitment

55 Moore Street

Walla Walla, WA 99362

ATTN: Parks & Recreation Director

509) 527 -4527

To the Lessee at the following address:

Early — Repass Golf, Inc.,.

Veterans Memorial Golf Course

201 E. Rees

Walla. Walla, WA 99362

509)

of 20

30. ADDRESSES FOR NOTICES:

Unless otherwise directed in writing, notices shall be by regular and certified mail -- return receiptrequested, and shall be made:

Notices sent out by mail shall be deemed given on the date of the postmark affixed by theUnited States Post Office.

31. WAIVER:

No waiver, modification or amendment of any teen or condition of this lease shall beeffective unless in writing. This lease shall not be qualified, modified or supplemented by courseof dealing, usage of trade or course of performance The consent of either party in any variationof the terms of this lease shall not be construed as a permanent waiver as to any subsequentbreach of the same or any of the covenants herein contained.

No waiver or forbearance of any breach of any term or condition of this agreement shallbe construed to be a waiver or forbearance of any other or subsequent breach of this same, or ofany other, term or condition, and the acceptance of any performance hereunder or payment ofany sum of money after the same has become due, or at a. time when any other default existshereunder, shall not constitute a waiver of the right to demand payment of all sums owing, or a.waiver of any other default then or thereafter existing.

84

32. MISCELLANEOUS:

A. As used in this agreement, the masculine, feminine or neuter gender, and thesingular or plural number, shall be deemed to include the others whenever the context soindicates.

B. Each person signing below executes this contract in his or her individual capacityand on behalf of any marital community of which he or she is a member.

C. Paragraph headings have been included for the convenience of the parties andshall not be considered a part of this agreement for any purpose relating to construction orinterpretation of the terms of this contract.

D. The terms and provisions of this agreement shall be binding upon and shall inureto the benefit of the legal representatives and proper assigns and successors of the parties.

E. This document is the entire, final and complete agreement of the partiespertaining to the leasing of said premises, and supersedes and replaces all written and oralagreements heretofore made or existing by and between the parties or their representativesinsofar as said premises are concerned.

F. In the event of litigation between the parties hereto, declaratory or otherwise, inconnection with this agreement, the venue for any such action shall be Walla Walla CountySuperior Court, and the prevailing party shall recover its costs and attorney's fees actuallyincurred, including for appeals, which shall be determined and fixed by the court as part of thejudgment.

G. Lessee shall comply with all applicable federal or state laws and City ordinances,and with applicable directions, rules and regulations of public officials and departments in theenforcement of City ordinances, and with directions, rules and regulations from the State ofWashington or from the United States with respect to any portion of the premises.

H. If the last day for performance of any of the provisions of this agreement, during a.stated period of days, shall fall upon a Saturday, Sunday or holiday observed by the City, thefinal day for performance shall be the following weekday at 5 :00 p.m. on which both partieswould normally be open for the conduct of business.

I. Lessee shall conduct its business in such a manner which assures fair, equal andnondiscriminatory treatment at all times in all respects to all persons without regard to race,color, religion, sex, age, sexual orientation, or national origin. No person shall be refusedservice, be given discretionary treatment, or be denied any privilege, use of facilities, orparticipation in activities on the premises on account of race, color, religion, sex, age, sexualorientation, or national origin.

T. Exhibits A, B, C, D, E, F and are attached to this agreement and by this referencemade a part hereof.

IN WITNESS WHEREOF, the parties have executed this agreement this lay offtcLL , 2013.

CITY OF WALLA WALLA

of 20

85

Approved to Fonn:

f

City Attorney

STATE OF WASHINGTON )ss

BY / 1(1/

LESSEE

Early — Repass Golf,A Washington Limited . bili Company

direByPresident

By hdeSecretary

The undersigned, Chris Repass, agrees to be individual' for and to guarantee

each of the terms and conditions of the above agreement

Chris Repass

The undersigned, Mike Early, agrees to be individually responsible for and to guaranteeeach of the terms and conditions of the above agr eit. 7

Mike Early

County of Walla Walla

X5 )On this 7 "1 day of , 2013, before me, the undersigned a NotaryPublic in and for the State of Washingt h, duly commissioned and sworn, personally appearedNABIEL SHAWA and KAMMY HILL, to me known to be the City Manager and City Clerk,respectively of the City of Walla Walla that executed the foregoing instrument, and

of 20

86

acknowledged the said instrument to be the free and voluntary act and deed of said City of WallaWalla, for the uses and purposes therein mentioned, and on oath stated that they are authorized toexecute the said instrument and that the seal affixed is the corporate seal of said City of Walla.Walla

TN$$lSIS

1`'s0/dtid official seal hereto affixed the day and year first above written.SS oN Fxoi • tip`

V ONOTARY

r. 0 PUBUC ? pz

STATE 09 ..... 9 pN )Wall ss

County of Walla Walla )

On this 07,f5 lay ofn ,

2013, before ine, the undersigned a NotaryPublic in and for the State of Washingtoni, duly commissioned and sworn, personally appearedCHRIS REPASS and MIKE EARLY, to me known to be the President and Secretary,respectively of the corporation that executed the foregoing instrument, and acknowledged thesaid instrument to be the free and voluntary act and deed of said corporation, for the uses andpurposes therein mentioned, and on oath stated that they are authorized to execute the said

iistument affixed is the corporate seal of said City of Walla Walla.ok' fl official seal hereto affixed the day and year first above written_

6vth..$iiibP44. y1

NOTARY e [' CN i PUBLIC ; Notary Public in and for the State ofI '` ' .• o , : ; ` o ` Washington, residing at Walla Walla.

5.; ••0, op ` ,c' ,,.

STATE OFI'fif OiribN )ss

County of Walla Walla )

Notary Public in and for the State ofWashington, residing at Walla Walla.

On this day personally appeared before me CHRIS REPASS, to me known to be theindividual described in and who executed the within and foregoing instrument, andacknowledged that he signed the same as his free and voluntary act and deed, for the uses and

purposes therekWit ei taRidodpfficial seal hereto affixed the day and year first above written.

S v. N

V : 0 °.r.

c NOTARY `,' . C / Lc,PUBLIC • Notary Public in and for the State of

pJ' '• • ° s ,s •,,', ? Washington, residing at L'(. 1JS(404'"•••••'' w • Walla Walla., Washington.1

STATE OF WASHINGTON

of 20

87

County of Walla Walla.SS

On this day personally appeared before me MIKE EARLY, to me known to be the individualdescribed in and who executed the within and foregoing instrument, and acknowledged that hesigned the same as his free and voluntary act and deed, for the uses and purposes thereinmentioned.

Witness my hand and official seal hereto affixed the day and year first above written.

toP R E TC6/ /i SON EXP . `

r M Notary Public in and for the State of

V uLex40. - Z Washington, residing at t act (3t (q_

p vekly 0 = WallaWalla, Washington.

k

kb •r i • J` 01.15 ;.•

O / /' OFWPS

r

of 20

88

EXHIBIT A

LEGAL DESCRIPTION

VETERANS MEMORIAL GOLF COURSE

February 14, 1996

Beginning at the Southwest corner of the Southeast quarter of the Southwest quarter of SectionSeventeen (17) in Township Seven (7) North, of Range Thirty -six (36) East of the WillametteMeridian, and running thence North 89° 46' East, along the South line of said Section 17, adistance of 28.5 feet; thence South 00° 04' East 375.65 feet; thence South 79° 51' East 524.25 feetto the Northerly line of the tract now owned by School District No. 1 of Walla Walla County;thence North 57° 39' East 510.0 feet; thence North 81° 32' East 451.3 feet; thence North 175.0feet; thence along the arc of a curve to the right having a radius of 220.17 feet for a distance of263.35 feet; thence North 68° 32' East 566.81 feet; thence along the arc of a curve to the lefthaving a radius of 150.0 feet for a distance of 416.26 feet; thence South 89° 32' West 315.0 feet;thence along the arc of a curve to the right having a radius of 150.0 feet for a distance of 324.59feet; thence North 33° 31' East 660.95 feet; thence North 42° 59' East 511.90 feet; thence alongthe arc of a curve to the right having a radius of 3276.27'feet for a distance of 1734.50 feet, moreor less, to a point in a line drawn parallel to and distant 150.0 feet \Vest, measured at _right angles,from the East line of said Section 17; thence North along said parallel line a distance of 200;0 feetto a point in a line drawn parallel to and distant 350.0 feet North, measured at right angles, fromthe East and West center line of said Section 17; thence West along said parallel line a distance of1366,90 feet, more or Less, to the Easterly line of the right -of -way of the Oregon - WashingtonRailroad & Navigation Company; thence Southwesterly along the Easterly line of said right - of-waya distance of 387.4 feet, more or Less, to the point of its intersection with the East and West centerline of said Section 17; thence South 89° 43' West, along said East and West center line, a distanceof 934.35 feet to the center of said Section 17; thence South 44° 30' West 1858.90 feet, more orless, to the Northwest corner of the Southeast quarter of the Southwest quarter of said Section 17;thence South 00° 17' East, along the West line of said Southeast quarter of Southwest quarter, adistance of 1319.10 feet to the point of beginning. Containing 121.0 acres, more or less.

Excepting therefrom, however, the right -of -way of the Oregon - Washington Railroad & NavigationCompany over and across said premises.

Subject to existing easements to the Pacific Telephone and Telegraph Company and the PacificPower & Light Company.

This conveyance is made and accepted upon the condition that the grantee, or its successors ininterest, shall within a period of two years (barring strikes, acts of God, or other events beyondthe control of the grantee) construct on said lands a public golf course, and for a period of 25 yearsfrom the date hereof maintain same in a reasonable state of repair, as a public or private golfcourse or improved public recreation park, and in the event the grantee, or its successors ininterest, breach said conditions, then all the right, title and interest of the grantee, or its successorsin interest, in said property shall revert and be forfeited to the grantors, their heirs and assigns.

Dated at Walla Walla, Washington, this 18th day of September, A.D., 1946.

89

VETERANS MEMORIAL GOLF COURSE - Aerial Map (3/2012)

EXHIBIT B

1 1 r 1 1 1

0 2'A WD

14

r.aaF

ilt.4?l144.4' W..

90

EXHIBIT C

11614 1990 2007 RESUILT CORE HAKVESI ER: 2008

Revised revised 6/22/2012 Jim Dumont

GOLF COURSE . EXTERNAL REVENUE SOURCE 2011 2012 2013 2014 201

PURC REPL INFL LIFE Remaining Remaining Remaining Remaining RerUnit* FA # YEAR YEAR DESCRIPTION RATE PRICE EXP life life life life life

11533 03033 2006 2015 06TORCi GROUNDSIVIASTER 35050 3.00% 527,267 10 6 5 4 3 2

11641 2012 2019 JD Tn-Plex Mower 2500E3 3.00% 526,663 7 7 6 5

11534 00912 2000 2015 NH TRCTR BUSH HOG LOADER, 4Xz 3.0U% 521,935 15 5 4 3 2 12015 2030 TBD 532,174 15

11110 0 714 2007 2017 07 JOHN DEERE 72" MOWER 300% 515,689 10 7 6 5 4

11539 01559 2004 2013 TORO GROUNDSMASTER 4500-D 3,00% 542,170 9 3 211xXX 2013 2022 ROUGH AREA MOWER 551,726 9 9

11540 00730 1999 2018 TORO AERATOR 3.00% 511.951 19 8 7 6 5 411xxx 2018 2030 1 522,320 12

11113 03705 2007 2017 07 JOHN DEERE 3225G MOVVE,R 3.00% 531,849 10 7 6 5 4

11638 2009 2021 Electric Utility vehtCle 3,0014 510.500 12 11 10 9 a

11112 03677 2007 2014 07 TORO GREENSIVIA.STER 3150 3.00% 524,256 7 4 3 2

11XXX 2014 2021 TRI-PLEX GREENS MOWER 528,802 7

11640 2011 2021 2011 JD Five-P.1ex, Model 7500 $ 42,226 10

11555 01438 2003 2013 93 TORO WORKMAN UTILITY TRUC 3.00% 515,399 1011 xxx 2013 2023 UTILITY VEHICLE 519,354 12

11639 2010 2017 2010 "FORO GREENSMAS TER 524,900 7 7 6

11642 2012 2023 Heavy Utility Vehicle 516.154 11

11637 02097 2005 2015 SIVIITHCO BUNKER RAKE 3.0010 511,974 10

ii xxx 2015 Bunicer RaXe 515,268 10

Gott Replacement Schedule TotalsEdeh. E.xpenditures EARS: 518.000.36220.9000

Difference between Schedule & Eden

EQUIPMENT IN SERVICE BUT NOT ON REPLACEMENT .""" ' ' - 7" - ',"- • ' - " . " "

7

10 9 7 6

2

4

12 11

5 4 3

11 10 9

3 2

Item Description Condition

Maintenace shop1 Express Dual Reel Grinder used1 Express Dual Bedknife Grinder used1 Bench Grinder used1 Drill Press used1 Hydraulic Press used1 225 Amp Arc Welder used1 Backlapping Motor used3 Stihl Backpack Blower used

1 Misc hand tools used1 Misc Hardware obselete1 Misc mower deck parts used3 Mower Reels used

13 Mower Reels obselete

5 Stihl Weed Eaters used

1 Misc golf course paint used

1 Misc Lubricants /oils used

2 Scotts Walk Fertilizer Spreader used

1 Anderson Electric Fertilizer Spreader used

50 Misc Rakes, Shovels, Garden Tools used

100 Sand rakes used

40 Bags Misc Fertilizer new

10 10 Cases /50 Gallons Herbicide new

1 1 Case /5 Gallons Spreader /Sticker used

1 Misc Fungicides used

1 Misc Golf Course Supplies used

1 Flags /Flagsticks /Tee Markers Set new

1 Flags /Flagsticks /Tee Markers set used

2 Backpack Sprayer used

1 20 Gallon Electric Tank Sprayer used

1 Toro Multi -Pro Topdresser used

1 HOC gage used

1 Rapid Relief 1000 facer used

10 Irrigation Valve Keys used

19 Toro Sprinkler bodies used1 Misc Irrigation Repair Parts used

13 Lockers used

2 Craftsman Tool Chests used

2 Bench vises used 1 working 1 broken

EXHIBIT D

Veterans Memorial Golf Course

Equipment Inventory (non rolling stock) - July 26, 2013*

1 Floor Jack used

2 Floor Jack stands used

3 Cup hole cutters used1 500 Gallon Fuel Tank - (2 - 250 gal) used

16 Ball washers used

20 Benches - on course used

1 golf ball dispensor broken

2 Practice putting greens flags /cups sets used

1 Misc hoses used

1 Misc irrigation wire used

18 Hole signage used

1 Parts washer used

1 Misc light bulbs used

50 Misc course signage used

30 Hole cups used

9 Irrigation quick connect sprinklers used

7 Tee sand buckets used

1 Misc course rope and stakes used

2 Extension ladders used

Mtn. Shop office1 Computer with Monitor used

1 Printer HP new June 2013

1 Toro Site Pro irrigation & software used

2 Handheld irrigation remote controllers used

1 Ground fault locator used

1 File Cabinet used

2 Book Shelves used

1 Refrigerator - small used

1 Microwave used

1 First Aide Cabinet used

1 Picnic table used

Pro Shop109 Padded stacking Chairs used

4 Stacking Chairs used

2 Padded folding chairs used

6 Folding Tables large used

3 Small tables used

1 Safe new May 20131 Lap top (P & R Directors) used

1 HP Printer new June 2013

1 Calculator used

1 Cash Register new June 2013

3 Junior Golf Set used

5 doz Wilson staff golf balls new

10 Golf gloves new

5 Hats - Vets Memorial logo new

2 Storage cabinets used

3 Benches - clubhouse used

1 Pencil sharpener used

1 Phone new May 20131 Handheld blower new June 2013

1 Air compressor new June 2013

2 Merchandise display cabinets used

20 Range ball baskets used

1 Range ball washer used

Range balls used

8 Pullcarts used

Clubhouse Downst

14 Lockers used

6 Benches used

11 Misc chairs used

1 File cabinet used

1 Table used

2 Safe -1 large 1 small (no combinations) used

To be reinventoried at time of Early - Repass Golf turn over

March 1, 2013

Jim Dumont

Parks and Recreation Director

City OfWalla Walla55 Moore Street

Walla Walla, Washington 99362

Dear Jim,

When Mike Early and 1 met with you in October of 2012 in regards to the future ofVeterans Memorial Golf Course, your first comment caught us by surprise. You inquiredwhy we would want to undertake a long tern lease of the facility when we were in the finalstages of our professional careers. We believe that our experience over the past twenty fiveyears qualifies us as ideal candidates to operate the golf course. As you review our workhistory, you will see that we have met many challenges at our clubs; having been involvedin every aspect of our club's operations. We have accomplished a great deal, but aren'tclose to walking into the sunset. We view this opportunity as a way to accomplish a coupleof goals that we have shared for many years; working together on a project and gettingback to the Walla Walla area.

Mike and I have formed a partnership aimed at bringing Veterans Memorial Golf Courseback to its' former self a place where you can come and learn the game, enjoy a wellmaintained facility and a have a positive experience that you wish to repeat, We have keptin contact with many golf club members since we left the area and are well versed in thepast history of the operation. Please accept the following material as our proposal tooperate Veterans Memorial Golf Course into the next decade. The resumes and workexperience of our key personnel is included in this proposal. The information will verifythat we have the experience and means to run an efficient and prosperous operation. Mikewill be the contact person for this process; his information is listed below and in hisresume. We look forward to meeting with the selection committee and charting the futureof Veterans Memorial Golf Course,

Respectfully submitted,Chris RepassPGA Head Golf ProfessionalPeninsula Golf Club

Port Angeles, WA

Mike Early Contact Information:Mike Early — Director of Golf

Port Townsend Golf Club1948 Blaine Street

Port Townsend, WA 98368Club Phone: (360) 385 -4547Club Fax: (360) 385-3945Cell Phone: (360) 710 -1924Email: maddog@a,portfownsendgolf.com

EXHIBIT E

1

92

While Mike and I have been at our respective facilities for more than twenty five years,this is our first collaboration together. As owner of Peninsula Golf Shop, I have operatedthe business as a sole proprietor. Mike has operated his facility in Port Townsend underMike Early Golf Shop, Inc. As we go forward with this proposal, we will be forming apartnership with Mike Early and Chris Repass being the sole general partners. For thepurpose of this proposal, we will list the partnership as Early - Repass Golf. Mike will bethe General Manager and Chris will act as the Director of Golf. We intend to employMerle Pearce of Peninsula Golf Club as our Golf Course Superintendent. In Section 2 -3 ofthe RFP, you ask a number of questions regarding past history of the organization. Ourresponse to inquiries f through I. would be negative for each inquiry.

We feel the best way for the selection committee to realize the scope of our experiencewould be to chronicle our accomplishments at our current facilities. While we have ourareas of expertise, each of us will be involved in the total facility operation of VeteransMemorial Golf Course. We do not intend to be absentee owners; our intention is to be onsite on a consistent basis and address the daily needs of our clientele. The following is adescription of what our key personnel duties would be at Veteran Memorial. Contactinformation for each employee and a list of their references will be included in theirrespective resumes. Those resumes will follow the descriptions of our key personnel.

General Manager: Mike EarlyMike has held the lease at Port Townsend Golf Club since 1987. As facility lease holder,he has been in charge of every aspect of the business; operation of the golf shop andrestaurant, working as the golf course superintendent in addition to being one of the bestplayers in the Northwest Section of the PGA. In his tenure at Port Townsend Golf Club,Mike has overseen the construction ofa new clubhouse. During the construction, Mikewas responsible for the design of the interior of the building. He was responsible for thedesign, location and size of the pro shop and restaurant. He later added a bar and loungearea to the building. Mike and his staff also worked with the Port Townsend Men's Club inconstructing a new deck off the lounge area. Mike also worked with the Men's Clubmembers in designing and funding ofa much needed cart storage area. Members paid anup front five year fee for the stalls and the construction was paid for in cash. In 2005, Mikeworked with the City of Port Townsend and their golf course committee to fund and build a3000 square foot maintenance facility. As part of Mike's original lease, he installed a newgolf course irrigation system. He completely changed the look of this nine hole facility byplanting 150 trees, built twelve additional tees and added an on site driving range. In 1986,the total golf course revenue was under $75,000. By 1994 the gross revenue was over400,000 and has continued to grow. Mike's wife Vicki oversees the daily golf shop andrestaurant operations while Mike has focused on the maintenance operation. With Mike'sguidean.ce, the junior golf program at Port Townsend Golf Club has created a number offine players. The golf teams from Port. Townsend High School and Chirnicum High Schoolboth practice at Port Townsend and have been at the top of the state leader boards eachyear. Mike has worked with his assistant, Gabe Tonan, in creating a strong program andhas sent many players to play at the next level. A number of players from the OlympicPeninsula have competed at Walla Walla Community College. In addition to his duties atthe golf club, Mike has been one of the better players in the Northwest Section of the PGA.

2

93

His greatest success has come in the past ten years, becoming one of the premier seniorplayers in the area, He has qualified for three National PGA. Club ProfessionalChampionships, four National Senior PGA Championships, won the 2003 Senior OregonOpen and played on four Senior Hudson Cup Professional Teams. His record in thosematches was 10 -1 -2 and was voted the Senior MVP three times. Mike also venturedoverseas for the Senior British Open qualifying. In 1999, Mike was the lone sectionqualifier for the Wells Fargo Championship hosted by Fred Couples. Mike competed thosetwo days with twenty three of the best players in the world as many of his friends fromaround the Northwest cheered him on. At Vets, Mike will help oversee the golf coursemaintenance, will assist in the golf shop operation and will be director of instruction. Mikeas been a member in good standing of the PGA since 1985.

Director of Golf: Chris RepassChris has been the Head Golf Professional at Peninsula Golf Club in Port Angeles sinceMay of 1986. He is an employee of the golf club responsible for the entire golf operation.In addition, he has owned Peninsula Golf Shop located at Peninsula Golf Club. WhenChris was hired in 1986, the club had a membership of 175 and was struggling financially.Peninsula Golf Club is a member owned golf club with a fully operational clubhouse andpractice facility. It was established in 1926 and operated as a nine hole facility. In 1979,the club added an additional nine holes and the financial obligation required resulted in amembership reduction. In 1985, the golf club became a semi private facility. Chris workedwith the Board of Directors in changing the direction and structure of the golf club. Chrisimplemented a tee reservation program and a blocked time system that would give themembership exclusive use of the course and practice facility during the peak playing times.In 1988, Chris established a Merchants League which attracted a number of new playerswho had rarely had the opportunity to play the course. This league continues to operatefrom late April through early September and in 2012 had twenty one teams with eightplayers on each team. It has been the single best membership recruiting tool for the club.In 2010, Chris started a Winter League which thrives today. In 2013 the league has nineteams with eight players on each team and provides much needed revenue during theslower months. As the membership increased in the early 1990s̀, there was a necessity tobuild new structures to accommodate the requests for more cart storage. Chris wasinvolved in the design of two additional cart storage areas that housed an additional 84power carts. In 1992, the golf club membership exceeded 300 members and the club votedto return to a private club status. In late I995, Chris negotiated with the board to build anew golf shop. The project was funded by a sale of bonds to club members and the new2300 square foot structure was opened in May of 1995. Chris and the Facilities Committeedesigned and oversaw the entire construction and the pro shop is now the focal point ofactivity at the club, In 1997, after numerous manager changes in the clubhouse, Chrisadded clubhouse manager to his list of duties. He was responsible for the entire operation;the hiring and training of clubhouse staff, daily operations, inventory control and providingreports for the monthly Board of Directors meetings, Previous to Chris becoming themanager, the club had shared revenue with the club manager and the revenue recordingwas inconsistent. Chris devised an accounting system that is still being used by the golf

3

94

club. By the late 1990's the membership had grown to over 400 members and it wasdifficult to manage both operations, so Chris turned over the management of the clubhouse.In 2007, the Club Administrator left for a new job and Chris acquired an additional positionthat he presently holds. As Administrator, his responsibilities include the posting of alldues and greens fee payments, all vendor payments, recording the minutes at each Board ofDirector meeting and creating the monthly department reports for those meetings. Hisduties also include doing the employee payroll, creating payroll and Department ofRevenue reports and working with the Budget Committee to create annual budgets for eachdepartment. In 2009, Chris worked with a Iocal web designer to create a golf club web siteand is responsible for content of the site. Chris also produces a club newsletter which issent to the membership along with their monthly statements. At Vets, Chris will overseethe golf shop and restaurant and assist in the instruction program. Chris has been a memberin good standing of the PGA since September of 1979.

Golf Course Superintendent: Merle PearceMerle has been the Head Golf Course Superintendent at Peninsula Golf Club since 1995.He has been responsible for the entire maintenance program at the facility. He is a trueworking superintendent, working on all aspects of the course right along with his crew. Heis in charge ofall budgeting and reports to the Greens Committee. As superintendent atPeninsula Golf Club, Merle has met many challenges. When you work for a memberowned facility, you deal with a great number of bosses and at times, a limited budget.When the membership numbers were at their peak, the club was able to take on a numberofprojects which Merle was responsible for. Working with the Greens Committee, Merledeveloped a master plan which included a hole by hole protocol. Beginning in 1997, hebegan a drainage project that lasted for two years. The club is still reaping the rewards ofthe drainage system that was installed. He instituted a fairway sanding program thatallowed the membership to enjoy the course on a year around basis. He was the foremanduring the rebuilding of the fifth and third greens at Peninsula Golf Club. The third greenproject was a club member volunteer effort and Merle created the design, drainage andirrigation system. It changed an unplayable surface in the winter months into one of thebest greens on the course. Merle converted four of the tee areas from railroad ties to blockwalls to ensure the stability of the teeing ground. As membership numbers dropped, hewas able to keep the course in great shape year around despite cuts in each part of hisoperation. It is Merle's job to provide a detailed monthly budget for each fiscal year and hisability to follow that budget is paramount in the financial success of Peninsula Golf Club.In addition to his course responsibilities, Merle is the go to man when something needs tobe repaired. If it's a clubhouse repair, golf cart breakdown, course restroom plumbingproblem or driving range netting that needs to be fixed, he can be counted on. Ourproposal would not be complete without Merle on the team. Merle will oversee the golfcourse maintenance at Vets and will also be in charge facility upkeep. Merle has been amember in good standing of the GCSAA since 1981.

4

95

Michael D. Early4411 Holcomb

Port Townsend, WA 98368

ObjectivesSuccessfully manage and operate a long term lease with the city of Walla

Walla Veterans Memorial Golf Course. Utilize the skills and knowledge that 1 have

acquired while operating the golf course in Port Townsend for almost threedecades.

Current Position and Responsibilities

For the past 27 years 1 have been the Director of Golf and supervisorof golf course maintenance under a negotiated lease with the City of PortTownsend. 1 am proud of what 1 have accomplished at Port Townsend during mytenure and have gathered much knowledge of operating a city owned facility, asthe length of my contract would suggest. This knowledge will prove invaluabletowards' working with the City of Walla Walla.

Employment HistoryDecember 1986- Present - Port Townsend Golf ClubDBA Mike Early Golf Shop, Inc.

Successfully negotiated a long term lease with the City of Port Townsend andMayor Brent Shirley, and renegotiated a contract extension thru 2020Oversaw construction ofnew clubhouse --1988

Built and developed on site driving rangeAs per lease negotiations installed new golf course water systemPlanted over 150 new trees

Built 12 new tees

Planned and developed short game practice area with sand trap1988 developed and managed a successful full service restaurant with thehelp of my father Wib Early and brother Dennis. Eventually sub - leasing toprivate operatorRe- established a solid Men's and Ladies Club and High School golfteam /junior golfprogramDeveloped a Merchant League with 10 teamsFriday Night Mixed Scotch Doubles LeagueCreated a strong yearly tournament schedule over 20 events

5

96

Worked with local charities to develop (8 -10) fund raising events on anannual basis. Currently work with BPOE Elks, Kiwanis, Rotary, Relayfor Life,PT Youth Football, PT High School Booster Club ,PT Food Bank, and TheYMCA

Nominated for "Port Townsend Businessman of the Year"Member BPOE Elks — 35 years

Port Townsend Kiwanis —15 years

Brief History: When we were awarded the lease at Port Townsend our goal wasto transform this golf course into one of the best golf courses in the area.Although only a 9 hole operation, the membership has grown as has the pride inthe facility. In 1986 the total revenue was under $75,000, and by 1994 ourgross revenue was over $400,000 and has continued to grow. For the past fewyears my duties at PTGC have evolved into a Pro /Supt. Capacity, With the clay today pro shop /cafe operations managed by my wife Vicki and a very capableassistant professional Gabriel Tonan, 1 have spent most ofmy time overseeingthe golf course operation. We own and maintain all of our own equipment, andoversee the application of all chemicals on the course.July 1982 — December 1986 Dungeness Golf Course Sequim, Wa.

Supervise and co- ordinate all golf related operations. Worked withSuperintendant Bob Schoessler on course setup and conditioning.Worked with PGA professional Cobe Halmstad with the day to day golf shopoperations

Owned and operated golfshop in 1986

100,000 golfshop sales300,000 Course revenue

Developed many new tournaments (ie. Arctic Open etc,)Promoted many outside events

Worked with Rick Kaps ( Sequim Athletic Director) to reestablish varsity golfat Sequim High School. Served as Head Coach for two years.Spoke at local Rotary and Lion's Club to benefit junior golf

I have been fortunate to have worked and apprenticed with some wellrespected Northwest PGA Professional through the years. in the resort part ofthe business I worked under Gene "Bunny" Mason at Black Butte Ranch. In theprivate sector I apprenticed under Keith Sanden at Meridian Valley C.C. and Les

6

97

Moe at Yakima CC. It would seem that the public sector is where I am mostcomfortable, The diverse customer base is one of the reasons.

Education

1967 —1969 Kennewick High Schoolo Basic Degree (3) year golf letterman

1969 - -- 1970 Columbia Basin Collegeo Associate Arts Degreeo ( 2) year letterman varsity golf

1970 —1973 Western Washington Universityo Major -- Sociologyo Minors — Psychology and Businesso ( 1) Year Varsity Golf Qualified 1973 NAIA Nat.Turned professional 1974

Playing Accomplishments:1977 — Won Washington State PGA1981 — Won Walla Walla City Championship1983 — Won PGA Pro -Pro (partner Les Moe)2002 — Won Washington PGA Match Play Championship2003 --- Won Oregon Senior Open

Qualified and Played (3) National PGA Club ProfessionalQualified and Played (4) National Senior Club ProfessionalPlayed (2) Senior British Open Qualifiers

Qualified and played (4) Senior Hudson Cup Matches10 -1 -2) RecordSelected MVP (3) years

References:Craddock Verser - Jefferson County Superior Court Judge, RetiredContact #: (360) 301 -1962Perry Williams — NWPGA Rules Official, PGA Life MemberContact #: (509) 586 -1708John Clise — Former Mayor, Port Townsend, WAContact #: (360) 385 -1224

7

98

Personal Information Resume - Christopher M. Repass

Objective: To successfully negotiate a mutually beneficial agreement with the Cityof Walla Walla to operate, manage and maintain Veterans Memorial Golf Course.

Home Address: 1419 W. 11 Street

Port Angeles, Washington 98363Horne Phone: ( 360) 797 -1221Work Address: Peninsula Golf Club

824 S. Lindberg RoadPort Angeles, Washington 98362

Work Phone: ( 360) 457 -6501Work Fax: ( 360) 457 -2772Email Address: cmrepass(cr7olympus.netClub Website: www. golfrnportangeles.com

Education: Graduated from Walla Walla High School - 1972

Graduated from Washington State University - 1976

Bachelor of Arts Degree in Business Management

Associations: Professional Golfers Association of America

Elected into membership in September, 1979

Professional Work History:May, 1986 to Present:Head Golf Professional, Peninsula Golf Club in Port Angeles, Washington. Theclub is a member owned, semi private eighteen hole facility. Responsibilitiesinclude management of all golf operations, instruction, tournament operations andgolf shop budgeting.Owner of Peninsula Golf Shop located at Peninsula Golf Club. Responsible for thepurchase and payment of all shop inventory, power cart, driving range and rentalequipment. Responsible for the hiring, training and reimbursement of all golf shopstaff.

8

January, 1997 to June, 2000:Food and Beverage Manager at Peninsula Golf Club, Responsibilities included thehiring and training of clubhouse staff, inventory control and reports, daily clubhouseaccounting reports, special event and catering management and the preparation ofmonthly financial reports for Board ofDirector meetings. Worked with HouseCommittee to prepare fiscal year budgets. The average annual income for theclubhouse during this time period was in excess of $220.000.00.

99

February, 2007 to Present:

Club Administrator at Peninsula Golf Club. Responsibilities include preparing anddistribution of club member statements, collecting and depositing all dues and feepayments, paying all vendors, payroll preparation for club employees, taxpreparation and payment and creating monthly financial reports for the Board ofDirectors meetings. Duties also include generating the monthly club newsletter.Updating content of the club web site and working with the Board of Directordepartment chairs in developing fiscal year budgets. The average annual incomebudget for Peninsula Golf Club is in excess of $825,000.00

December, 1980 to May, 1986Assistant Golf Professional, Legion Memorial Golf Course and Walter Hall GolfCourse in Everett, Washington. Both facilities were owned by the City of Everettand operated by PGA Head Professional Bob Whisrnan. Responsibilities includedmanaging daily green fee play, inventory control, power cart maintenance and golfleague operations.

May, 1980 to December, 1980:Teaching Professional, Harris - Conley Driving Range in Bellevue, Washington.Facility was a full service golf shop and driving range owned by Rod Harris.Responsibilities included individual and group instniction, club fitting and shopsales.

September, 1979 to May, 1980:First Assistant Professional, Inglewood Golf and Country Club in Kenmore,Washington. Facility was a member owned, private golf club operated by PGAHead Professional Rick Adell. Responsibilities included inventory control anddisplay, member relations, individual instruction and overseeing of bag room anddriving range staff.

March, 1978 to September, 1979:Assistant Golf Professional, Agate Beach Golf Club in Newport, Oregon. Facilitywas a privately owned, nine hole public golf course owned by PGA ProfessionalBill Martin. Responsibilities included managing daily fee play, all individual andgroup instruction and shop sales.

July, 1976 to March, 1978Assistant Golf Professional, Veterans Memorial Golf Course in Walla Walla,Washington. Facility was owned by the City of Walla Walla and was operated byPGA Head Professional Jim Henderson. Responsibilities included managing dailyfee play, inventory control, group instruction and club repair.

9

100

Associations:

1996 to Present

Washington State University Alumni Association Director and Deputy Director2004 to 2008

Clallam County YMCA Board of Directors

References:

Dean Bensen - Past President, Peninsula Golf Club Board of DirectorsContact #: (360) 461 -7168Tim Pavish - Washington State University Alumni Association, Executive DirectorContact #: (509) 335 -6912Stan Fong - Owner, Vehrs Distributing - Spokane, WAContact. #: (509) 954 -6300Scott Nelson - Cleveland Golf, Western Washington Sales RepresentativeContact #: (206) 730 -1306John Thorsnes - Director of Golf, Wine Valley Golf Club - Walla Walla, WAContact #: (509) 301 -1805

10

101

Objective Asset stewardship as golf course superintendent for WallaWalla's Public Reserve— Veterans Memorial Golf Course.

1985 -1995

Merle L. Pearce, CGCS622 Pearce Rd

Port Angeles, WA 98362360- 460 -8586 (Cell)

360- 452 -8585 (Horne)merlin @olypen.corn

11

1995 — Present PENINSULA GOLF CLUB, INC -- Port Angeles, WashingtonGolf Course Superintendent18 -hole semi- private facility $400,000 maintenance budgetPoa Annua greens /Ryegrass tees /fairways

Entrusted with operation coordination of the turf grass programResponsible for developing the annual budget and comprehensiveVision through a master plan detailing hole by hole protocols,maintenance specifications and major improvements - Focusingwhere the Club will be in future benchmarks. Support for Pro Shopdemolition and new expanded and efficient replacement.Vested success by improved greens, installed extensive fairwaydrainage and sanding program and to enhance the playability for ourmembers. Rebuilt 43 Green & #5 Green (4) block walled teesupgraded from railroad ties. New Forward Tees built for the Ladies,Seniors and Juniors. New irrigation controller system andcompliance updates to both pump houses plus upgrades and levelingsprinklers throughout the whole irrigation system.

CHAPEL WOODS GOLF COURSE- Lee's Summit, MissouriGolf Course Superintendent18 -hole daily fee — private owner - Charles Price, Ambassador to UK420,000 maintenance budget, Penncross bentgrass greensZoysia and Bermuda tees and fairways on 200 acres

In charge of overseeing the golf course operations - to plan,develop, and supervise the construction projects. Also in charge ofthe maintenance program, budgeting and purchasing.The construction of (2) irrigation lakes adding 12 million gallons toa third primary lake.Construction of (2) Updated pump houses boosting the 3 " pump

house gave balance with (3) supply points on 220 acres.

102

1980 -1984

Savings)

1978 - 1980

700,000 budget

Conversion from City water to lake water saved over $50,000 thenext irrigation season. Upgrade of the manual irrigation system toautomatic control saved night labor cost and better watering balance.Relocation of (2) greens and (3) tees for road expansion, opened anopportunity to gain a golf cart tunnel under the road project. Greattrade -off to the old way of golf carts dodging traffic.

LAKEWOOD OAKS GOLF CLUB - Lee's Summit, MissouriGolf Course Superintendent ( owner - Farm & Home

18 -bole development facility, $480,000 maintenance budget,Penncross bentgrass greens, Zoysia tees and fairways.

In charge of final grow -in of the new golf course /overseeing thegolf course operations to develop, plan, implement and supervisethe construction projects /maintenance program/ budget andpurchasing. Maintenance of clubhouse, clubhouse lawns, 300 acrelake access areas and 90 golf carts. Direct, train and motivate staff.Document the efficient operation of the equipment program,irrigation and the turfgrass management.Supervised reconstruction of #12 green & bunkers, renovation

of the tee boxes, Drainage upgraded, geotextile lining andcontouring of 56 bunkers, construction of new tees andredesigned #14 Fairway to solve some challenges, introducedcontoured fairways, improved approaches and defined tees.Staffing, golf cart maintenance and equipment program chartedto create an effective daily operations format. In turn, breakingthe Long -Range Goals into planned steps of progress.

BLUE HILLS COUNTRY CLUB - Kansas City, MissouriAssistant Golf Course Superintendent18 -hole, private upscale development facility 7410 Yards

Cohannsey Creeping Bentgrass greensZoysia/Bermuda tees and fairwaysWall to wall and dual sprinklers on greens automatic irrigationsystem.

Responsible for implementing the format set forth, under thehelp of Superintendent Gerald Elmer, coordinating the crewwith the task at hand. Analyzed and corrected problemspertaining to operation and maintenance of the golf course.

12

103

1973 -1978

Savings)

EDUCATIONAL TRAINING:

13

Responsible for the records and reporting to the superintendent,the irrigation scheduling and working closely with him and thegolf pro. Was entrusted to design and install the irrigationrenovation of the (1 S) greens and (21) tee boxes - upgrading toimprove sprinkler patterns. Extensive Large Tree Program (100@a 6" to 13" diameter, which added beautiful depth/challenge tothe newly introduced contoured fairways by the Super and Pro.Preparation for Tom Watson's 1st Children'sMercyHospital Tournament - donations totaling over $500,000.

RIVER OAKS GOLF COURSE - Grandview, MissouriForeman, New Golf Course Construction ( owner - Home

18 -hole, daily fee development facilityPenncross Bentgrass greensBluegrassfRyegrass tees and fairwaysAutomatic irrigation system

In the first stages of the layout, helped Superintendent GeraldElsner transfer the architects' designs to the terrain. Thenhelped create 18 holes of passion, the sweat equity kindled thedesire toward turf grass management. Installed major part ofirrigation and drainage, constructed — greens, tees, bunkers,fairways and everything else. Prepared the final grades beforeseeding and sodding.

Certified Golf Course SuperintendentWashington Certified Commercial Pesticide Applicators License

Turf and Ornamentals, Right ofWayLongview Community College - Turfgrass Management ProgramJohnson County Community CollegeKansas State University / Urban Soil ScienceToro / Advanced Irrigation DesignGCSAA Seminars

Extensive list

St Louis School of Automated Data Processing

104

REFERENCES:

Associations:

GCSAA, Class A Certified1- IAGCSA Chapter Liaison 1994Canadian Golf Superintendents AssociationWestern Washington Golf Course Superintendents

Association

Western Canada Turfgrass AssociationWashington State Weed Association — Board Director

Larry Giluly, USGA Turf Advisory Agronomist- AK,ID,OR & WA.

Contact #: (253) 858 -3366Matt Parascand, Wilber -Ellis Co. Certified Crop Agronomist.Contact #: (206) 915 -4193Dr. Gwen Stanhke, WSU Turfgrass Research.Contact #: (253) 840 -4521Sanford Queen, CGCS, City of Overland Park, KS GCSAA PastPresident,

Contact #: (913) 897 -3805

14

105

Early - Repass Golf ProposalVeterans Memorial Golf Course

Early - Repass Golf, heinafter referred to as ERGolf wishes to manage, operate andmaintain Veterans Memorial Golf Course, located in the City of Walla Walla fora term ofEIGHT (8) years, commencing on January 1, 2014 and ending on December 31, 2021.ERGolf understands if they wish to extend the lease of the facility, they would be obligatedto provide certain capital improvements described in Section 1.4 of the RFP.

ERGolf would agree to pay the City TEN PERCENT (10 %) of the revenue created by allgreen fees, season ticket (full or partial), cart shed rental and cart use fees collected byERGolf for the duration of the agreement. ERGolf would also collect an irrigationsurcharge for each round of golf played; $1.00 for each nine hole round and $2.00 for eacheighteen hole round. Annual season ticket holders would pay $ 1.00 for each round played.

Payment schedule to be determined by agreement between ERGolf and City.

ERGolf understands that it is responsible for the payment of the State Leasehold ExciseTax to the City on a schedule agreed on by ERGolf and the City.

ERGolf understands it will be required to pay all operating expenses, including utilities andtaxes as described in the RFP.

All revenues derived from the golf shop, driving range, restaurant and catering, powercarts, rental, concessions and instruction will be retained by ERGolf.

ERGolf will agree to insure the operation as determined by agreement with the City.

Early - Repass GolfOperational Management Plan

15

Pro Shop:The first item of business for ERGolf is to reestablish the customer base. Many of the

former meinbers have left to play other facilities and we want them back. The players needto know that they will have a positive experience when then enter the property and that willonly come when they regain confidence in the ownership. Our philosophy is to create acomfortable atmosphere that is more concerned with our customers needs and not so muchwith the bottom line. The shop staff will strive to make their day at the course a great one.We intend to work with the City in identifying the hours of operation, but a sunrise tosunset guideline usually works well. Initially, we will keep the layout of the golf shop thesame. We feel that the current layout does not maximize the traffic flow, but a shorttime utilizing the current layout will let us better decide our future renovation plans. One ofthe first purchases will be a point of sale system. The ability to successfully track play andcontrol inventory is paramount. Chris and Mike have owned their own golf shops and havedeveloped successful relationships with most of the major golf companies. One of the

106

most difficult decisions to make in golf shop inventory is the mix of hard and soft goods.We intend to utilize the Vets logo on the majority ofour soft goods; its an excellent way tosell the brand_ We've both had success with demo days at our facilities. At Peninsula GolfClub, we have six to eight demo days throughout the year. We work hand in hand with thesalesman to fit our members with the proper equipment. The extra effort goes a long wayin developing a return customer. If a customer has purchased equipment, we will givethem a free lesson to thank them for their support. This personal touch sets us apart fromthe online discount stores. Offering a complementary short game clinic when a major golfcompany is on site also stimulates business. Chris is currently a Titlest Golf Staff playerand Mike is on The Cleveland Golf Staff. These relationships are vital in securingexcellent service from the companies and ensure competitive pricing. One of the forgottengroups, when it comes to merchandising is the lady golfer. One of our key golf shoppersonnel will be Mike's wife, Vicki. She has been greatly involved with the success of theoperation at Port Townsend Golf Club and having a ladies touch and voice in the golf shopis important. As we grow more familiar with our custorners, we will adjust our buyingpatterns.

ERGolf has had a number of conversations with Mike Rostollan and we intend toemployee some (Allis WWCC PGM students to work in the golf shop. It is a greatsituation for both parties. We get a motivated work force who can work different shiftsthroughout the week. We can follow the program criteria set up by Mike and they canlearn a few things from two experienced professionals. I believe we can help them with thecustomer service aspect of the business and they can help us with the ever growing socialmedia world. We will also employ the interns that need to stay in the area and fulfill theirsix month obligations. We also intend to use these future professionals during ourbeginning golf and junior clinics. Working with these young people is rewarding, keeps usyoung and both parties will learn from the association.

One of the most important steps in our growth will be the relationships we establish withour members. Mike, Chris and Vicki will take the time to be on the golf course with theplayers. First of all, it's good business and second ofall it's fun for us. Mike and Chris willcompete in the area pro ani events and include any player who wishes to participate. Wehave been back to Walla Walla many times in the past years and still have many friends inthe area; it's one of the pleasures of the job. Vicki is a good player in her own right andwill help in organizing ladies and mixed events.

Men's and Ladies Clubs:

These clubs are the backbone of any golf club and we feel they are critical to our success.We intend to identify the leaders in both the Men's and Ladies Clubs and establish atransparent working relationship with both groups. Our first order of business is to meetwith the existing Men's and Ladies Club members, annual ticket holders and daily feeplayers and have a question and answer session. Their input in essential to us and we canuse that information to help implement our future plans for the facility. We will form aGolf Advisory Committee made up of members from each club and we'll meet on a regularbasis to discuss course concerns and events. One of our first discussions will be in regardsto renovation of the locker rooms. We are willing to work with each group to bring theentire lower floor back to working order. When Mike and Chris were growing up at the

16

107

course, these volunteer efforts were common place. We would like to bring this type ofownership back. Our staffwould work with both clubs to develop a tournament schedule.Along with scheduled events, we would offer weekly competitions for both clubs.

In addition to the events for the club members, ERGoffwould offer the opportunity fornon club members to compete. Both Mike and Chris developed Merchant Leagues thatwere highly successful and greatly increased facility usage. At Port 'Townsend, Mike ran agolf league that utilized a shotgun start so all the players finished at the same time. Thisformat allowed the teams to compete with each other in a match play format. Chris ran aleague that utilized tee tithes on the front nine that ran for three hours. Chris also ran awinter league that brought in revenue during the slower months. Each of these leaguesallow players to enjoy some competition without creating a pressure situation. Bothleagues handicapped the player much like a bowling league does; the worse the score, thehigher the handicap. Mike also ran a mixed event on Friday nights that was followed by asteak dinner. Many years ago, mixed events were a staple at Vets and it is time toreinstitute these events.

Fee Schedule:

The following would be a proposed fee schedule for the facility. Each daily fee wouldinclude Washington State Saks Tax and the applicable irrigation surcharge. Each annualticket player would pay $1.00 per round irrigation surcharge. ERGolf would payapplicable irrigation surcharge when punch card was sold.

Regular 18 Hole Rate:Regular 9 Hole Rate:Senior 18 Hole Rate: (60 yrs.)Senior 9 Hole Rate ( 60 yrs.)Junior 18 Hole Rate:

Junior 9 Hole Rate:

Regular Season PassSeven Days a Week)Additional Family MemberSenior Season Pass: (60 yrs.)Seven Days a Week)Junior Annual:

Seven Days a Week)

Twenty Play Punch Cards:Regular 18 Holes:Regular 9 Holes:Senior 18 Holes: (60 yrs.)Senior 9 Holes: ( 60 yrs.)Junior 18 Holes:

Junior 9 Holes:

33.0021.00

27.0017.0018.00

10.00

1300.00

450.00950.00

350.00

590.00380.00490.00

300.00

325.00180.00

17

108

18

ERGolf would also offer groups, sixteen players or greater, a rate that would be equal to atwenty play punch card. We would actively pursue groups of this size or larger. To avoidthe issue of the annual players using all the prune weekend tee tunes, we would institute areservation system that would allow non ticket players equal access to prime weekendtimes. Juniors who pass a players ability test and an orientation session will be grantedgreater course access than in the past. We will also be considering a twilight rate as weproceed into the summer months.

Restaurant:

This is the most difficult portion of the proposal. ERGolf is committed to reestablishing arestaurant and we intend to operate it ourselves. Chris, Mike and Vicki alt have extensiverestaurant experience and it is essential to have the golf shop and the restaurant on the samepage. We wish to start this process cautiously as the present setup is not functional. Weneed an area for the golfers and non golfers alike to come and gather. We would like tointegrate the cafe and the golf shop, giving it the same comfortable look. Our first order ofbusiness would be to meet with the City of Walla Walla Health Department and ascertainwhat steps would be needed to get the operation in working order. We would next need tomeet with the City Building inspector to approve any renovations. Chris' brother Fred is aretired Seattle architect and he will be able to draw up plans when we get a good look at theentire area. We have contact with a number of restaurant owners in the area that havepledged their assistance in developing a workable layout. We will begin with a small snackbar and will also pursue a beer and wine license for the entire facility; Mike currently has aliquor license at Port Townsend Golf Club. Removal of the wall that was put up andrestoring the kitchen to its former condition would be ideal. But we need to look at all theoptions before we act. As the course traffic increases, the restaurant plans will accelerate.We initially would adopt a small menu that would feature cold sandwiches, hot dogs andother quick to prepare items to accommodate the traffic.We will be looking to reinstate the banquet room and former lounge area so it can be used

for catering and larger groups. Without a workable kitchen, a catering company wouldneed to be retained for any major function. We need to get into the area and see whatneeds to be done to get this portion of the facility up and running.

Driving Range:Build a barrier at the end of the range to keep the range balls out of the field. A small fenceis not adequate..Provide new range balls for our customers. This is the first step in getting players toconsistently use the range.New baskets and bag stands with club cleaners available to the players.A well maintained practice tee.Develop target greens.Install yardage plaques to indicate the distances to each target flag.Offer annual range passes and range punch tickets to our players.

109

19

Instruction:

Mike will be in charge of all instruction with Chris assisting him when possible. Webelieve the best way to introduce ourselves to the area golfers is to initially offer a few freeweekend clinics. We would request contact information from these participants and offerthere an individual lesson packages or a group lesson alternative. We would break thegroups down by ability level and gender; this allows the student to pick their comfort zone.Simplicity would best define our teaching philosophy. By focusing on the properfundamentals, golfers of all levels can improve. We would hope to utilize the extensiveemail list that the City Parks and Recreation Department has compiled; it would be avaluable contact tool. During our clinics, we would incorporate the WWCC interns intothe process. Their participation would be a great help to us and we believe we can helpthem to become better instructors.

Junior Golf:

This is a very important area in our operating plan. Chris was introduced to the game in1964 when he signed up for a free junior lesson series that was sponsored by the OptimistClub. The lessons were taught by the head professional at the time, Babe Henderson. BothBabe and his son Jim were instrumental in his development. We want the junior players tofeel that they are an important part of the golf club. With the help of our WWCC interns,we would offer golf camps during the summer months. Our intention is to use theguidelines established by the successful First Tee program. A long time friend and fellowPGA Professional, Kevin Bishop, was the Director of the First Tee of Olympia program.We would enlist his advice on setting up rules and guidelines for our golf camps. Wewould like to hold a fund raising event that would provide financial help for the youngpeople who can't afford equipment or course access. In Everett, Chris participated in aextremely successful "Clubs for Kids" where donated clubs were fit to each junior player.The City of Walla Walla has sets ofjunior clubs available to them and we would work withthe City in the distribution of these sets.

When the high school and college golf seasons begin, we would meet with the respectivecoaches and devise a practice plan for their teams. We will meet with the each schoolsadministration to devise an affordable fee schedules. Following the school guidelines, wewould offer free instruction on a weekly basis. Becoming familiar with the players isimportant to us, as they will become part of our work force; valuable members of our rangeand cart maintenance staff

We are ardent supporters of Washington Junior Golf. Many ofour past players from theOlympic Peninsula thrived in the District One program and we've followed the progress ofthe participants in the Walla Walla area. This organization is well run and we would gladlyhost events on an annual basis. Peninsula Golf Club has held three District One events inthe past few years and will be hosting the District One Championships on July 22 and23t of this year.

Course access and an affordable fee structure for junior golfers is a priority for us. Wewill implement an orientation program that will teach the players proper course etiquette.Each player will be required to pass a player ability test to insure they warrant increasedaccess. The scores they attain is not the important part of the training; their deportment,speed of play and respect of the facility is paramount. Attached to this proposal is a sampleorientation sheet that has been used at Peninsula Golf Club. As we develop a core group of

110

players, we would create a Junior Golf Club that would work side by side with the adultgolf groups. We have lowered our daily junior fees, but would encourage many of theplayers to purchase an annual pass. We would use some of the funds received from ourfund raising event to offer financial help to those who may not be able to afford the fullannual amount. We would. require that each applicant provide an essay to the GolfAdvisory Committee and pledge volunteer time as approved by the City. The increasedhours ofaccess will be determined by the ERGo1f, the City with input from the AdvisoryCommittee.

Course Marketing:The marketing and promotion of the course is critical to our success. Two events must

occur before we can effective "sell" our product; we must improve course conditions andprovide excellent customer service. We will address the course maintenance in the nextportion of our operational plan. The best and most cost effective way to introduceourselves to the area is hit the streets. We have an advantage over some of the candidates;we were raised in this area and we still have many contacts. We would distributepromotional cards that would offer various green fee discounts. At Peninsula GolfClub,Chris instituted a promotional card program that gave discounts on nine and eighteen holerounds. These cards were distributed to a number of area businesses with their businessnames on them; the owners handed them out to whom they wished. When five cards wereutilized, that business owner received a certificate for a free eighteen hole round. Offeringourselves as group speakers to any area service club is an option; Mike has been a Kiwanismember for many years and Chris served on the board for the Clallam County YMCA. Wewould go door to door to promote our Merchant League program, offering area businessesan opportunity to promote their businesses while enjoying the game.Mike and Chris have many contacts throughout the Northwest. Years of organizing club

travel groups, playing in Section events and hosting outside club events have allowed themto develop a great number of friendships. Both Mike and Chris have extensive email liststhat reach over six hundred players and PGA professionals. We would work with areahotels to bring in groups into the area; enhancing the operation bottom line and introducingthe City of Walla to many new faces. We wish to pursue a reciprocal club agreement withfacilities such as Veterans Memorial, allowing our club members access to another clubfacility at a reduced rate. We in turn would offer the same privileges to their club members.

The development of the Veterans Memorial Golf Club web site is a necessity. WallaWalla is a wonderful tourist area and affordable golf is a big priority to many of thesevisitors. Both Peninsula Golf Club (www.golfinportangeles.com) and Port Townsend GolfClub (www.porttownsendgolf.com) have effective web presence. We would look toimprove the Veterans Memorial site, adding additional and current content. One of theadvantages of employing PGM interns from WWCC is their social media knowledge. Wewould look to them to assist us in the development and maintenance a club Facebook page.With our guidance, we would have them provide updated content. Email has been avaluable tool and we would solicit addresses from each patron that enters the shop. Wewould use this tool to promote green fee specials, tournaments, course updates and specialevents. On the Olympic Peninsula, we have a weekly golf column in our local paper thatupdates area course activity. Jim Buchan of the Walla Walla Union Bulletin is a long timefriend and we would solicit his advice on creating a similar column..

20

111

Course Maintenance:

Merle Pearce will head up the maintenance program with assistance from Mike and Chris.The decision making will be a collaborative effort following the maintenance guidelineslisted below. Our first task will be to take soil samples from the course and send them tothe Washington State University lab to be analyzed. The irrigation of the golf course is aconcern of ours. It seems as though there has not been a great deal of control on theirrigation consistency. Over watering is one of the worst options when attempting toestablish a strong root structure. We would embark on an aggressive aeration programinitially to alleviate the thatch issues on the greens.

We have met with Bill Griffith, the instructor of the Turf Grass program at WWCC. Wewill employ his students and work with him on setting up a revolving work schedule thatwill accommodate both parties. As with the golf shop, we will employ those students whowish to serve their six month internships in the area. Merle will meet with the currentmaintenance staffand discuss their future with the course. In regards to the maintenancebuilding, we will do an extensive clean up of the area; building proper chemical storageareas and return the building rest rooms back to working order. As we progress, we intendto add additional cart paths around the tees and greens. We believe this would encourageadditional play in the winter months, allowing players to use power carts throughout theyear without damaging the turf Initially we would gravel these areas and hopefully workwith the City to eventually asphalt these areas. We look forward to working with a greatpiece of land and utilizing a first class irrigation system to produce one of the bestmaintained facilities in the Northwest.

Proposed Maintenance Schedules: (minimum schedule and weather dependant)Mowing: Area May /September October /April

Tees twice per week

Mowing:

Aerat ion:

FairwaysGreens

Area

Green RollingRough

Area

Tees

FairwaysRoughSurrounds

Greens

Green Verticut

Hand Drill

twice per weekfive day per weekMay /Septemberfour days per weekweather dependant

Time Frame

March and October

March and October

March and October

March and October

aggressive punching and sanding)two inch coring and sanding in March and Octoberonce monthly March - November

as necessary

2] .

once a week

once a week

twice per weekOctober /Apriltwo days per weekweather dependant

112

Overseed: Tees daily with divot seedwith coring in March and October

Fairways March and October

Greens with coring in March and October

Sanding:

Trees:

Tees with coring in March and OctoberGreens with coring in March and OctoberGreen Dusting when deemed necessary to maintain smooth surfaceFairways access and egress points as needed

Fertilizing: Tees February - June, August, October and DecemberGreens:

Granular (.5) February - June and August - DecemberSpray (1.4) February - NovemberFairways April and November

Chemical: Tees February - June, August, October and DecemberFairways March April, September and OctoberGreens Monthly

Irrigation: Daily control for maximum coverage and water balance for optimumgrowth and playability. Additional irrigation balance will come fromhand watering.

Annual pruning is need on all trees. Fairway trees need to be pruned upa minimum of four feet from the ground. Trees surrounding greens andwill need to be pruned to allow proper sunlight and air flow.

Landscaping: Areas around clubhouse will be first priority to enhance the entrancecurb appeal.

Capital Improvements:Initially, we will inspect each building on the property and clean them up. Our renovation

efforts the first year will focus on the restaurant area as we feel revitalizing this portion ofthe operation is necessary to increase play. \Ve need to work with the City of Walla Wallabuilding inspectors to establish what renovations are viable. Once we are operating therestaurant, we will turn our focus the pro shop. Improving traffic flow and creating acomfortable-environment will be our goal in this process. Following is a list of projectsthat we feel can be completed in a timely manner. Some of these tasks will be completedby our staff and we will work with our club members to create volunteer efforts whenpossible.

Clean up, repair and panting of course restroomsRepair and painting of cart sheds.Establish course yardage makers

22

113

Improve condition of the driving range. We need to establish where the UnionPacific easement is at the end of the range before we can address the boundaryissue.

Enhance the curb appeal of the clubhouse entrance. The addition of planters andhanging baskets will add some color to the area.Work with the club members to create a plan for the lower level of the clubhouse.Collectively we need to decide if we wish to keep the area as locker space ordetermine another use for the area. This area needs improved lighting and is inserious disrepair.Once on site, Merle and Mike will assess the condition of the existing maintenanceequipment and produce an equipment schedule.

We feel before we can commit to any extensive renovations, we need to make sure we canattain some degree of profitability. The facility has been neglected and it will take sometime to restore the confidence of the area golfers. We understand the difficult task the cityhas in creating a balanced budget and appreciate the debt they have taken on to improveVeterans Memorial Golf Course. Our goal is to develop a mutually beneficial agreementthat would allow both the City of Walla Walla and ERGolf to thrive. We look forward tomeeting with the selection committee; creating a working agreement that would makeVeterans Memorial Golf Course one of the best facilities in the Northwest.

Repectfully submitted,

Mike EarlyPGA Professional

Port Townsend Golf Club

Chris RepassPGA ProfessionalPeninsula Golf Club

23

114

Peninsula Golf Club Junior Orientation Information

Introduction:

Welcome to Peninsula Golf Chib. Peninsula Golf Club is a member owned and managedby its 215 certificated members. The members wish to encourage the youth of Port Angeles tolearn and practice the game ofgolf. This opportunity is provided to you through juniormemberships. As a junior member there are certain rules and responsibilities that must befollowed. Golfing at Peninsula Golf Club is a privilege not a right. The following information isintended as a guide to help make the game of golf safe and enjoyable for all participants.

Etiquette:Etiquette is a code of behavior based on being thoughtful and considerate. Proper etiquette

on the golf course is as important as playing by the Rules of Golf.

Rules of Etiquette:Play ready golf: The first person on the tee should tee off. After all players have

teed off each player should walk quickly to their ball and be prepared to play their next shot. Makesure your playing companions are safely to the side before you play your shot.

Playing from another fairway: If your ball is in another fairway, walk down the edge ofthe fairway until you are directly across from your ball. Check for other players before entering thefairway. Make sure it is your ball, then play the ball back to your fairway. Always give the right ofway to the other group unless they direct you to do otherwise. Keep your eyes and ears open.

Walking from the green to the tee: When you complete a hole, walk quickly and quietlyto the next tee. Be careful not to interrupt players who are playing other holes. At no time shouldyou walk across a green on your way to the next tee.

Keep up your pace of play. Nine holes of golf should take no longer than two hours tocomplete. Some beginning golfers may be asked to play a ball from the teeing ground and thenpick up the ball and place it at the 150 yard marker. When your score reaches double par (6 on apar 3, 8 on a par 4, or 10 on a par 5) pick up your ball and proceed to the next lee.

Playing with a slower group in front of you: In some situations the pace of play may bedetennined by the group in front of you. Be aware how far you can hit the ball and avoid at allcosts hitting into the group in front of you. Be patient.

Ways that you can lose your playing privileges:1. Foul language will not be tolerated. Golf can be a frustrating game but to get better takes

discipline. Use your head!!2. Replace your divots and repair your ball marks. Respect the course.3. Throwing golf clubs4. Not checking in at the golf shop before teeing off. Must have permission to start on 1110. Play

the holes in their proper rotation.5. Dress appropriately. No tank tops, torn shorts or jeans, and shirts worn at all times.

Your play on this course is granted by the members of the golf club.Failure to adhere to the rules of etiquette could cause you to lose your playing privileges.Remember that the demonstration of improper behavior does not give anyone else the right 10engage in that behavior.

24

115

3DATE

Signature of Proposer

The undersigned, as Proposer, declares that they have read the Request for Proposals, and that the following proposal Issubmitted on the basis that the undersigned, the company, and its employees or agents, shall meet or agree to, allspecifications contained therein.

Civ-gt / g1- 1?Dlbt3Z-ia rr o Proper Tax to Number

Title

A55Name of Firm ,19 64 -Izzg

St et Address

cOO /za' 5104&P.tl) GO4 beCity, State, Zlp

34P-365Telephone / Fax Number

xportipon5eac ezioE -mail As :less

9514- 1 /16JState of incorporation

ATTACHMENT A

CITY OF WALLA WALLA REQUEST FOR PROPOSALS NO. PR - 0112


OPERATION & MANAGEMENT

PROPOSAL RESPONSE CERTIFICATION

13

116

Expense413 Golf Course Fund411000.57668 GOLF COURSE OPERATIONS413.000.57668.= Salaries & benefits

413.000.576683141 Irrigation supplies413.000_57668.3160 Maintenance, repair ofbuilding411000.57668.3170 Maintenance & repair of grounds411000.57668.3430 Equipment parts & supplies

413A00.57668.4XXX Telephone, internet411000.57668.4410 Advertising413.000.57668.4110 Professional services

413.000.57668.4113 Contractual services

413.000.57668.4512 Operating rental /lease (RR)413.000.57668.XXXX Vehicle replacement413.000.57668.9103 Adinin service charges413.000.57668.XXXX Water charges413.000.57668.XXXX Sanitation charges413.000.57668.XXXX Electricity413.000.57668.4720 Wastewater /stormwa413.000.57668.4922 Bank services

413.000.57668.5315 State taxes payable413.000.5766830.00( Materials & supplies413.000.57668.XXXX Golf cart rental413_000.57668.XXXX Fuel

413.000.57668.XX'XXC Vehicle repai

Total Operations

Total Debt Service

Grand Total

Grand To

rwGolf Course Expenses and Re ue

Profit (Loss) Estimate

Revenue413 Golf Course Fund

413.000.34171.0000 Merchandise413.000.34730.0100 Golf green fees413.000.34730.0200 Driving range413.000.34730.0400 Season. pass

Cart path trail413.000 .34760.0000 Golflessons'413.000.36240.0000 Cart shed rentals413.000.36280.0000 Cart rental

413 000 34730.XXXX Miscellaneous413.000.34730.X00C Push cart rentals

413.000.34730.0000 Golf rounds surcharge413.000.36252.0000 Lease income from operator413.000.36252.0000 Lease income from cell towers

413.000.36XXX.XXXX Equipment replacement /rental413.000.36XXX.XXXX Water payment413.000.39779.0010 Transfer in from General Fund

Estimated Budget per Proposed Contract Terms2013 2014 2015 2016 2017 1

173,622

5,0004,000

6,000.007,000.002,250.00

500.00

9,200.003,000.00

22,030

42,50014,44022,000

460

10,0002,1001,500

17,00014,60020,00012,00022,000

411,202

85,250 $ 77,591

496,452

4,030 $ 4,030 $ 4,030 $ 4,030

49,325 $ 49,325 $ 49,325 $ 49,325

14,410 $ 14,410 $ 14,410 $ 14,410

24,000 $ 24,000 $ 24,000 $ 24,000

91,765 $ 91,765

77,004 $ 77,813

91,765

77,069

169,356 $ 168,769 $ 169,578 $ 168,834

5,000250,000

15,0002,6001,0005,000

10,00040,0003,060

24,618

30,64815,65634,52824,00040,000

29,788 $41,720 $16,609 $44,393 $

24,000 $13,070 $'

City City City2015 2016 2017

City2013 Budget 2014

518.152 $ 169.450 $ 168.779 $ 169.580 $ 174,.190

27,08033,713

16,12639,460

24,000`28,400

32,767

50,99117,10849,32524,000

117

REQUEST FOR PROPOSALS (RFP)

By

THE CITY OF WALLA WALLA, WASHINGTON

FOR

OPERATION AND MANAGEMENT OF


RFP ISSUE DATE: January 30, 2013

RFP DUE DATE: 4 :00 p.m., PST, March 4, 2013

RFP DELIVERY

INSTRUCTIONS: SEVEN (7) COPIES ENCLOSED IN AN ENVELOPE & 1 ELECTRONIC pdf COPY

Estimated Timeline

ADDRESSED AS FOLLOWS:

Jim Dumont

Parks & Recreation Director

City of Walla Walla55 Moore St

Walla Walla, WA 99362 -0216

Issue RFP:

Mandatory Proposers Meeting:Proposals Due:Interviews:

Subject: Veterans Memorial Golf Course Proposal

January 28, 2013

February 12, 2013March 4, 2013 4:00 p.m. PSTTBD

118

TABLE OF CONTENTS

SECTION 1- INSTRUCTIONS TO PROPOSERS

1.1 SCOPE OF WORK 3

1.2 VETERANS MEMORIAL GOLF COURSE BACKGROUND & INFORMATION 4

1.3 STRUCTURES & FACILITIES 4

1.4 CAPITAL IMPROVEMENTS.. 5

1.5 EQUIPMENT & INVENTORY 6

1.6 TAXES 6

1.7 MISCELLANOUS BACKGROUND INFORMATION 6

1.8 PROPOSAL SUBMISSION 7

1.81 MANDATORY PROPOSERS MEETING 7

1.9 REQUEST FOR PROPOSAL SCHEDULE 8

1.10 INQUIRIES 8

1.11 INTERPRETATION, CORRECTIONS, OR CHANGES IN RFP 8

1.12 REJECTION OF PROPOSALS 8

1.13 AWARD OF AGREEMENT 8

SECTION 2 - INSTRUCTIONS FOR PREPARING PROPOSALS 8

2.1 GENERAL 8

2.2 RFP RESPONSE 9

2.3 PROPOSAL SUBMITAL AND OUTLINE 9

SECTION 3 - EVALUATION PROCESS 11

3.1 EVALUATION PROCESS AND SELECTION CRITERIA

SECTION 4 - GENERAL CONTRACTUAL TERMS AND CONDITIONS 11

4.1 CITY COUNCIL APPROVAL 11

ATTACHMENT PROPOSAL RESPONSE CERTIFICATION 13

ATTACHMENT B VETERANS MEMORIAL GOLF COURSE MAP 14

ATTACHMENT C RAILROAD EASEMENT COSTS 15

ATTACHMENT D WATER USE AND COSTS 16, 17, 18

ATTACHMENT E VEHICLE INVENTORY & REPLACMENT SCHEDULE WITH COSTS 19

ATTACHMENT F HISTORICAL REVENUE 20, 21, 22, 23, 24

2

119

1.1 SCOPE OF WORK

Proiect Description:

SECTION 1- INSTRUCTIONS TO PROPOSERS

Walla Walla is located in the southeast portion of Washington State with a service area population is45,000. The City seeks to enter into an eight (8) year Operating Agreement with a private individual orentity that will perform the services identified in the this RFP. The City's intention is to negotiate anOperating Agreement with the successful proposer in exchange for a fixed annual fee, which will beadjusted annually based on the Consumer Price Index, and/or a fixed percentage of annual grossrevenue.

This Request for Proposal (RFP) is issued by the City of Walla Walla, Parks & Recreation Department. The

purpose of this RFP is to solicit proposals from qualified proposers to operate, maintain, and manageVeterans Memorial Golf Course ( "Golf Course Property "), located in Walla Walla, Washington. The City is

seeking an Operator that has experience and knowledge in operating golf courses, is financially stable, andshows strength in customer service commitment and employee performance. The winning proposer willbegin negotiations to enter into a eight (8) year Operating Agreement with the City and will have thepotential to renew the Operating Agreement for an additional multi year period if Operator undertakescertain capital improvements, as described in Section 1.4 below.

it is the goal of the City to continue the safe and efficient operation of the Veterans Memorial GolfCourse. Thus, the City intends to enter into an agreement with a capable Operator that will operate,maintain and manage the golf course in accordance with Federal, State, and local laws and the terms setforth in a Operating Agreement. The successful proposer will be responsible for the day -to -day operationof the Golf Course Property and will be responsible for its full time operation, as well as its physical andcommercial development in accordance with the City's goals.

All proposers shall submit as part of their bld proposals an Operational Management Plan, setting outhow they propose to operate, maintain, and manage the Golf course Property. Plans for capitalimprovements should also be included in the Operational Management Plan.

The intent of this RFP is to award a contract in the form of an Operating Agreement to the responsiveproposer whose bid conforms to the requirements of this RFP and is most advantageous to the City,based on the City's evaluation criteria in Section 3.

Protect Expectations:

This RFP contains instructions governing the requirements for a proposal and includes the proposalformat, the material to be included with the proposal, and how the entire proposal is to be submitted tothe City of Walla Walla for consideration. This RFP also addresses the requirements that proposers mustmeet to be eligible for consideration, as well as addressing proposers' responsibilities.

Proposers assume responsibility for comprehending the entire RFP. If clarification is desired, it is theresponsibility of the proposer to submit questions, in writing, to the City Official listed in this RFP. It is theproposer's responsibility to ensure that all procedures and requirements of the RFP are accurately

3

120

1.2 Veterans Memorial Golf Course Background

followed and appropriately addressed. The proposer should carefully read the entire RFP beforesubmitting a proposal.

The Golf Course Property is an 18 -hote public regulation golf course with a driving range. The entire golfcourse property consists of approximately 110 acres as shown on the map attached hereto andincorporated by reference as Attachment B. The golf course property is designated as Public Reserve.

The golf course was established in 1943 and was managed by the City until 1996. In 1996 the City leasedthe Golf Course Property to WE -MAN Golf Inc and their lease ends December 31, 2013. The VeteransMemorial Golf Course contract is managed by the City's Parks & Recreation Department. The course is aclassic designed par 72 golf course with three sets of tees that play 5,403 yards to 6,646 yards from theback tees.

1.2.1 Restaurant and Banquet Facilities

The current lease provides that the operator of the golf course provide food and beverage services. Thecurrent operator operated the restaurant and bar at the beginning of their lease and then opted to sub-lease the food and beverage services which is required by the lease. Full restaurant and beverageservice sub - lessees have changed eight times in the last 11 years. Food and beverage services are notbeing provided adequately.

There is a small cafe as well as a full restaurant /bar in the building with the pro shop, If the new lesseedesires to operate it. Proposers are asked to outline in their proposal specific thoughts on types of foodand beverage to be offered if you should be awarded the contract.

1.2.2 Easements on Golf Course PropertyThere are two Union Pacific Railroad easements on the property. Annual payments for the last twoyears are attached as Attachment C. There is a public pathway that boarders the southern portion of thecourse adjacent to Highway 12. There Is an easement for a cell tower that is located Just off the 10t teebox by the irrigation pump house. There is a power utility easement to provide power to the pro shopand maintenance building.

1,3 Structures and Facilities

1.3.1 Clubhouse

The ADA accessible clubhouse is 8,500 square feet on two floors and encompasses the pro shop, offices,bathrooms, locker rooms, cafe, restaurant, bar, and cart storage. The Clubhouse was renovated about 17years ago and the interior and exterior of the building are in adequate condition. The Pro Shop providesample floor, counter and wall space to display merchandise and service customers. In the rear of the ProShop is a room that currently serves as office space for golf staff. Next to the pro shop is an area thathas been used as a cafe. The lower floor of the clubhouse building is the locker rooms, storage room andcart storage. The City welcomes proposals to improve the clubhouse facilities.

1.3.2 Driving Range

The driving range is located just west of hole #1 tee box. The driving range was relocated and rebuilt in2009 using steel poles. The ball dispensing machine is just west of the clubhouse.

4

121

1.3.3 Maintenance ShopThe maintenance shop building is approximately 2,600 square feet that was built during thedevelopment of the golf course in the 1040's. The building includes all utilities and two small restroomsfor golfers and staff. The computerized irrigation system Is housed in the maintenance shop building.Improvements to the maintenance shop are needed.

1.3,4Cart StorageThe golf cart storage building has the capacity for storage is approximately 32 golf carts.The building has interior wiring and outlets to accommodate chargers for electric carts.

1.3.5 Storage BuildingA storage building, located between tee #1 and the driving range, provides approximately 900 squarefeet of covered secure storage. The building does not have power located in it.

1.3.6 Pump House

The building houses the existing pump station and is in good condition.

1.3.6Cart Rental Shed StorageThere are 6 metal buildings for cart rental storage. There are 100 cart storage units in the 6 buildingsthat are located west of the #1 tee. Power is available for cart charging in each space. These buildingsare still functional but are old and in need of replacement and proposals will be entertained for repairsand upgrades.

1.3.7 Additional Issues with Existing Structures and FacilitiesThe clubhouse building upstairs is old but functional. The windows are single pain, and the roof willneed to be replaced within 10 years. The building itself does not lend itself to efficiently staff the barand restaurant. Utilities are currently the responsibility of the operator.

The clubhouse downstairs Is functional but In need of paint and cleaning and the current operator onlyallows season pass holders to use the lockers which have had no maintenance fora number of years.

Heating and air conditioning units are all in good repair. Operator will be responsible for repairs andreplacement.

Exterior of the cart shed storage buildings are in a various state of condition and need to be repaired.Operator will be responsible for repairs and replacement.

Maintenance shop needs to be replaced but it is functional as is.

The on course restrooms need to be replaced or at the minimum cleaned and repainted.

1,3.8 Irrigation SystemThe golf course irrigation uses treated City water as its source of water. The irrigation system wasinstalled in 2006 and is now finishing its sixth year of operation. It is a Toro valve and head irrigationssystem with SitePro central controller.

The debt on the irrigation system is paid for by a surcharge on all rounds of golf. The irrigation surchargeis $1 for a 9 hole round and $2 for an 18 hole round. Ail surcharges are collected by the operator andpassed on with sales tax to the City.

5

122

1.3.9Water Usage:

Water Is off City of Walla Walla domestic water. Usage and pricing are attached as Attachment D.

1.4 Capital Improvements

There are two capital improvement projects ( "Capital Projects") that the Operator may undertake inexchange for a multi year renewal term of the Operating Agreement. Given the City's financial picturethe City does not anticipate having available funding for these facilities improvements in the future.I. Design, construction and costs for a maintenance facility, including but not limited to:

a. Areas for equipment storage, service and repairb. Area to provide facilities for maintenance staff employees, including office space, break room,bathroom and locker /shower facilities

li. Design, installation and costs for a clubhouse including but not limited to:a. Pro Shopb. food and lounge area for golfersc. demolition and removal of existing clubhoused. Utility services

All improvements, including the Capital Projects, are subject to the review and approval of the City inaccordance with the Operating Agreement.

1.5 EquipmentThe City has a Vehicle Replacement Fund which golf course maintenance vehicles are included. Findattached Attachment E showing a current replacement schedule for maintenance vehicles the City ownsand the operator will be required to contribute to on an annual basis. As information, the 2013purchases for the golf course include one rough mower and one HD utility truck for an estimated cost of71,110. The Vehicle Replacement Charges for 2013 are $42,924 and labor will be billed out at $75 perhour to work on City owned golf equipment. All other maintenance equipment the Operator shall besolely responsible for providing all equipment necessary to operate the golf course.

All City owned maintenance vehicles will be maintained and repaired by the City and the operator will beresponsible for paying the City for the cost of labor and parts. Rates for 2013 are $75.00 per hour shoptime plus parts.

1.5.1 Golf Carts

The Operator shall be solely responsible for providing all golf carts necessary to operate the golf course.

1.5.2Pro Shop InventoryThe operator shall acquire any and all equipment, supplies and inventory necessary to operate the ProShop.

1.6 Taxes, Revenue, and Operating ExpensesThe Operator shall be required to pay all operating expenses, including utilities and taxes, if applicable.

1.6.1 Washington State Leasehold Excise TaxThe operator will be required to pay State Leasehold Excise Tax. This tax is measured by contract rent,i.e. the amount paid for use of public property. Contract rent Includes cash payments made to or onbehalf of the lessor, any rents paid by sub - lessees, and expenditures by lessee for improvements to theproperty which Inure to the owner. The current Washington State Leasehold Excise Tax is 12.84% ofrents paid. The excise tax is paid to the City and the City pays the Washington State Department ofRevenue.

6

123

1.7 Miscellaneous background information

1.7,1 Utility Costs

The operator is responsible for all utility costs (electrical, water, gas, storm water, sanitation collection,etc.) associated with the operation of the golf course and structures. (Electrical costs are unknown asthe meter is in the current operators name and the City cannot access that information.)

1.7.2 Revenue

The City only has revenue information that is reported by the operator for revenue collected in thefollowing categories; greens fees, cart shed rentals, season passes, and cart trail fees. Attachment Fprovides a history of revenue In those categories quarterly.

While proposers should be aware of revenues generated by the golf course, it must be recognized thatcurrent revenues are not considered by the City to be predictive of future revenue. Nor are currentrevenues to be considered as a guarantee by the City of any possible future revenue stream. Accordingly,the approximate current revenue figures serve as a guide for proposers and are provided forinformational purposes only.

1.7.3 Parking Lot

The parking lot maintenance and repairs are the sole responsibility of the operator.

1.7.4 Snow Removal

Operator is responsible for removal of snow and ice in the parking lots.

1.7.5 Gift Certificates and Memberships (previously Issued)

1.7,5a Gift Certificates

The current operator has been notified to issue gift certificates only through December 31, 2013. Allgift certificates redeemed after December 31, 2013 from the prior operator will be reimbursed tothe new operator by the City for the value remaining based on the cost at the time of issuance.

1.7.5b MembershipsThe current operator has been instructed to sell memberships valid through December 31, 2013.

1.7.6 Key EventsThe winning proposer shall meet with members of the City within fourteen (14) days of the proposalaward. The winning proposer must be prepared to assume full operation of the Golf Course Property onJanuary 1, 2014.

1.8 PROPOSAL SUBMISSION.

Proposals received after the exact time specified for receipt will not be considered.

1.8.1Mandatory Proposers Meeting

7

Proposal must be SEALED and CLEARLY IDENTIFIED with the title, "Veterans Memorial Golf CourseProposal' and the proposer's name and address to Jim Dumont, Parks & Recreation Director, City of WallaWalla, 5S Moore Street, Walla Walla, Washington, 99362. A facsimile response or an electronic responseto this RFP does not meet the requirement of a sealed proposal and will not be accepted.

124

A Mandatory Proposers Meeting (Meeting) has been scheduled for this procurement, TheMeeting will be held at the Veterans Memorial Golf Course, 201 E Rees Street, Walla Walla, WA on:Tuesday, February 12, 2013 at 10 :00 am,

NOTE: Proposals will be rejected from any proposer or authorized representative that does not attend orthat fails to properly register at the Meeting. The purpose of the Mandatory Proposer s Meeting is toprovide a structured and formal opportunity for the City to accept questions from proposers regardingthis RFP. The Meeting also will provide proposers with an opportunity to view the Golf Course Property.Any revisions to the RFP resulting from the Mandatory Proposers Meeting will be formalized anddistributed to attendees as written addendum to the RFP. Answers to deferred questions also will bedistributed to attendees as written addendum to this RFP.

1.9 REQUEST FOR PROPOSAL SCHEDULE

January 30, 2013 Request for Proposals issued

February 12, 2013 Mandatory Proposers Meeting

March 4, 2013 Proposals Due at 4:00 p.m. Pacific Standard Time

1.10 INQUIRIES

All inquiries concerning this request shall be submitted via email in writing no later than 4:00 p.m., PacificStandard Time, on February 15, 2013 to:

1.12 REJECTION OF PROPOSALS

1-13 AWARD OF AGREEMENT

Jim Dumont


E -mail: [email protected] walla.wa.us

1.11 INTERPRETATION. CORRECTIONS, OR CHANGES IN RFP BY ADDENDUM

Any interpretation, correction, or change in the RFP will be made by addendum by the City.Interpretations, corrections, or changes to the RFP made in any other manner will not be binding, and noProposer may rely upon any such interpretation, correction, or change.

The City in its sole discretion, expressly reserves the right to reject any or all proposals or portions thereof,to reissue a Request for Proposal, and to waive informalities, minor irregularities, discrepancies, and anyother matter or shortcoming. The City reserves the right to reject any or all proposals, or portionsthereof. The selection of a successful Proposer, if any, will be made based upon which proposal the Citydetermines would best meet its requirements and needs.

The City shall begin negotiations on an Operating Agreement with the responsible Proposer whoseproposal will be most advantageous to the City pending successful contract negotiations, if not contractnegotiations will begin with the second place Proposer.

8

125

SECTION 2 - INSTRUCTIONS FOR PREPARING PROPOSALS

2 -1 GENERAL

9

To aid in the evaluation process, it is required that ail responses comply with the items and sequence aspresented in paragraph 2 -3, RFP Response Outline. Paragraph 2 -3 outlines the minimum requirementsand packaging for the preparation and presentation of a response. Failure to comply may result Inrejection of the response. The proposal should be specific and complete in every detail, prepared in asimple and straightforward manner.

2 -2 RFP RESPONSE

Submit seven (7) copies of the proposal and an electronic pdf copy on CD

2 -3 PROPOSAL SUBMITAL AND OUTLINE —Total of 30 Pages

Cover Letter— Maximum of two pages

The proposal Cover letter shall be attached to the front of the proposal and shall include the followinginformation /statements:

1. That your company understands that even if your team is selected to provide the services in this RFPthat a contract may not be executed.

2. Identify the lead individual or lead individuals and key members and describe what makes your teamuniquely qualified for operation and management of Veterans Memorial Golf Course.

3. State the number of years your organization has been continuously engaged in business. (Proposersare required to have a minimum of five years experience from the date of this RFP, providing theservices offered in the proposer's proposal, to be eligible for participation in this RFP.)

4. Include the contact person for the solicitation process and the person's phone, fax, and emailinformation.

Proposal - Requirements and Selection Criteria— Maximum of 30 pages

To provide objective criteria that can be used in determining various firms' abilities, the City requests thatyou address the following items in the order presented, taking no more than twenty pages to do so. Any

proposal exceeding thirty pages, including the cover letter, will be rejected as non - conforming.

Each proposer shall submit written answers to the following inquiries:a. How many years has your organization been in business under its present business name?b. Under what other or former names has your organization operated?c. If your organization is a corporation, provide the following information: date of corporation;

State of incorporation; president's name; vice president's name; secretary's name; andTreasurer's name.

d. If the organization is a partnership, provide the following information: date of organization;type of partnership; and name(s) of general partner(s).

e. If your organization is individually owned, provide the following information: date oforganization; and name of owner.

f. Has your organization ever failed to complete any contract awarded to it?g. Within the past five (5) years, has any officer or principal of your organization ever served as

an officer or principal of another organization when it failed to complete a contract?

126

h. Are there any judgments, claims, arbitration proceedings, or lawsuits pending or outstandingagainst your organization or its officers?

i. Has your organization filed any lawsuits or requested arbitration with regard to any contractswithin the last five (5) years?

j. Has any owner made a claim against you, which has resulted in arbitration or litigation withthe past five (5) years?

k. Has your organization or any of its officers or owners ever been convicted of a crime, or arethey presently the target of any criminal or administrative investigation?

I. Has your organization or any of its officers or owners ever been disqualified, suspended, ordebarred from a contract with any Federal, State, or local government entity?

If the answer to any questions "i" through "I" is yes, please provide details as an attachment.

Each proposer also shall describe in detail its expertise In providing golf course management servicesfor projects similar in size and scope to Veterans Memorial Golf Course, including:

a. A description of all golf courses the proposer has managed, including size, number of roundsplayed, and location for each course; and

b. The beginning and ending dates of each management contract or lease associated with eachgolf course listed in "a" above.

1. Brief Description of the Firm — 5 points

Describe read firms legal structure. Describe your team's areas of expertise, length of time Inbusiness, number of employees, office locations, and other information that helps to characterizethe team. Provide the name, title, address, email address and telephone number of the primarycontact. List key sub - consultant teams names, roles and responsibilities.

2. Project Manager's Experience —15 points

Identify the General Manager who will be responsible for this project. List the project manager'srelevant experience and similar work Including references.

3. Personnel Organizational chart for the proposed team - 25 points

Describe the project team including name and office location of key personnel including sub -consultants, if any are proposed. Describe key personnel's proposed roles and responsibilities onthis project, and relevant related experience, Provide separate, individual resumes of professionalstaff who will have assigned and specific duties on the project. PGA Pro and USGCSA professionalstaff are important licenses for key staff members. Do not provide resumes of corporate personnelthat will not be directly associated with completion of this project. Professional resumes will not becounted in the proposal page restriction.

4. Technical Proposal -- 40 points

In this Section, the proposer shall provide an Operational Management Plan which describes indetail its plans and approach to management and operation the golf course; pro -shop operations,food & beverage service, grounds maintenance, capital improvements, service requirements, youthgolf, instructional programs, etc.

10

127

The proposer's Operational Management Plan should identify and fully detail the following:potential number of employees; required qualifications for all specific positions; proposed hours ofoperation and months of operation; a suggested fee schedule for all services, memberships, andcourse usage; equipment and maintenance schedules; plans for the pro shop; proposed plans forimprovements; marketing strategies; and plans and marketing ideas that benefit the golf courseoperation. With respect to a fee schedule, the Operator in its Operational Management Plan shallpropose all applicable fees, which will be subject to the City's review and ultimate approval. Feesshould be comparable to those charged by other public golf courses in the area.

The proposer shall provide proof of its financial capacity and capabilities to undertake andsuccessfully carry out its responsibilities of the proposal. To satisfy this requirement, the proposershall submit the following with its proposal:

a. The name and address of the proposer's bank, chief banking representative handling theproposer 's account, and the proposer's federal employer information number (FEINnumber);

b. Certified financial statements, including applicable notes, reflecting the proposer's assets,liabilities, net worth, revenues, expenses, profit or loss, and cash flow for the most recentcalendar year or the proposer 's most recent fiscal year or

c. If a certified financial statement is not available, then either a reviewed or compiledstatement from an independent accountant setting forth the same

In sum, the proposer's response to this Section of the RFP should be designed to convince the Citythat the proposer's detailed plans and proposed approach to performing the requirements underthe Operating Agreement are realistic, attainable, and appropriate and that the proposer'sproposal will lead to successful performance.

S. References, Relevant and Directly Related Project Experience Descriptions -15 points

List the last five public golf course clients of the same or similar size for whom you have performedsimilar work for. For each project noted, include the name, address, phone number, and emailaddress of a person at that entity that can be contacted regarding your performance on theproject. Provide brief previous project experience summaries.

Submit seven (7) hardcopies and one (1) pdf electronic copy on CD of the proposal by the stateddeadline to:

Jim Dumont


City of Walla Walla55 Moore Street

Walla Walla, WA 99362

Subject: Veterans Memorial Golf Course Proposal

Proposals received after the deadline will not be considered. Proposals that are not responsive to theProposal Submittal content requirements noted above will not be considered.

SECTION 3 - EVALUATION PROCESS

11

128

3 -1 EVALUATION PROCESS AND CRITERIA

Proposals received that conform to the proposal instructions will be evaluated by the SelectionCommittee, which may select a number of those proposals, conduct reference checks and may invite thefirms with the prevailing proposals to be interviewed. If more than one proposer is considered to be afinalist, the Selection Committee will select the firm judged to be best suited to accomplish the projectscope and recommend that the City negotiate a contract with that firm.

SECTION 4 - GENERAL CONTRACTUAL TERMS AND CONDITIONS

4 -1 CITY COUNCIL APPROVAL

This Agreement will be subject to approval by the City Council, and, if such approval is not granted, thisAgreement shall be void and neither party shall have any further obligations or liabilities hereunder.

4 -2 NO REIMBURSEMENT OF COSTS OR EXPENSES BY RESPONDENTS

The City will not reimburse or otherwise compensate any person or firm for the costs and expensesincurred by such person or firm in responding to this request.

12

129

DATE

The undersigned, as Proposer, declares that they have read the Request for Proposals, and that the following proposal issubmitted on the basis that the undersigned, the company, and its employees or agents, shall meet, or agree to, allspecifications contained therein.

Name of Proposer Tax ID Number

Signature of Proposer

Title

Name of Firm

Street Address

City, State, Zip

Telephone/ Fax Number

E -mail Address

State of Incorporation

ATTACHMENT A

CITY OF WALLA WALLA REQUEST FOR PROPOSALS NO. PR - 0112


OPERATION & MANAGEMENT

PROPOSAL RESPONSE CERTIFICATION

13

130

2012)YE 1 ERANS MEMORIAL GOLF COURSE - Aerial Map

Print Date: Octbe! 2a 2012

Attachment B

14

1,070 feel

a.. ...0 +11..... • ,$

aVir

WAL1.W' LI4:

131

Attachment C

Union Pacific Railroad Roadway Encroachment Fees

Year 2010 2011 2012 2013

File # 84961 $ 881.12 $ 907.55 $ 934.78 $ 962.82

Fite # 78321 $ 2,121.80 $2,185.45 $2,251.02 2,318.00

Total $ $ 3,002.92 $3,093.00 $3,185.80 $3,280.82

132

Attachment 0 Irrigation WaterRecap ofWater Consumption for We-Man'sGolfUnits of 100 Cubic Feet

2006-2012

Usage 2011 Usage . 2010 2009 Usage, 2008 Usage2012 2007

12/15/2011 303 12/16/2010 6 12/14/2009 1 12/15/2008 . 0 12/17/200711/16/2011 5 11/15/2010 6 11/12/2009. , 33 11/13/2008 1.325 11/28/2007

11/10/2011 98 , . -

10/13/2011 3,743 ' 10/19/ 294 10/15/2009 6,036' 10/14/2008 .--, ,5062 10/16/20079/20/2011 50,971 , 9/160 370 9/15/2009 14,434 ' 9/15/2008' ' ' 11651 - 9/19/2007 1

6/2212 21,977 8/11/2011 1,354. 8/17/2010 ' 840 8/14/2009 16,687 8/19/2008 23,172 . 8/20/2007 1

7/2012 15,998 7/14/2011 2,30 , 7/15/2010 3,880 7/20/2009 17,671 7/14/2008 ' 17,071 ' ' 1/17/2007 1

6/15/2011 ' 601 6/17/2010 2,482 6/16/2009 11,969 6/16/2008 8,581 6/19/2007 1

6/2012 6,267 6/9/2011 0

5/2012 392 5/31/2011 0 5/13/2010 1,772 5118/2009 3,346 5/12/2008 6,111 5/17/20074/2012 - 5/12/2011 0

3/2012 4/18/2011 0 4/16/2010 1,129 4/15/2009 632 4/18/2008 746 4/15/2007

2/21/2012 3/14/2011 0 3/15/2010 0 3/16/2009 188 3/17/2008 87 3/16/2007

2/15/2012 2/14/2011 0 2/11/2010 0 2/17/2009 0 2/19/2008 0 2/1312007

1/13/2012 1/18/2011 0 1/19/2010 0 1/21/2009 163 1/15/2008 2 1/17/2007

Total 44,634 ' 59,445 * 10,779 * 71,159 74,314

Fee 034 0,32 0.29 0.27 0.26

Total $ 15,175.56 $ 19,022.40 53,125.91 $ 19,212.93 619,321.6-4

2010, 2011, 2012 discovered that the water meter was not operating correctly so use 7007, 2008 & 2009 figures to more accurately judge water ti e on this ac

79

19,7

Attachment D Domestic Water

Recap ofWater Consumption for We-Man'sGolfUnits of 100 Cubic Feet

2006-2012

2012 Usage 2011 Usage 2010 Usage 2009 Usage 2008 Usage 2007 Us

Dec 7 Dec 5 Dec 16 Dec 103 Dec 100 Dec

Nove 16 Nove 4 Nove 16 Nove 80 Nave 129 Nove

Oct 55 Oct 24 Oct 34 Oct 118 Oct 143 Oct

Sept 64 Sept 75 Sept 91 Sept 281 Sept 201 SeptAug 70 Aug 85 Aug 213 Aug 178 Aug 334 Aug

July 44 July 53 July 113 July 175 July 130 JulyJune 25 June 10 June 125 June 117 June 149 June

May 7 May 5 May 84 May 105 May 110 May

April 4 April 9 April 87 April 131 April 104 AprilMarch 5 March - 42 March 82 March 118 March 97 March

Feb 6 Feb 56 Feb 56 Feb 95 Feb 105 Feb

Jan 4 Jan 2 Jan 45 Jan 153 Jan 91 Jan

Total 307

Fee 0.34

Total 104.38

286 962 1454 1,693

0.32 0.29 0.27 0.26

1 ,

91.52 278.98 446.58 440.18 42

Attachment D Domestic Water

Recap ofWater Consumption for We -Man'sGolfUnits of 100 Cubic Feet

2006 -2012

2012 Usage 2011 Usage 2010 Usage 2009 Usage 2008 Usage 2007 Us

Dec 4 Dec 3 Dec 3 Dec 3 Dec 3 Dec

Nov 4 Nov 4 Nov 3 Nov 4 Nov 9 Nov

Oct 6 Oct 6 Oct 8 Oct 6 Oct 8 Oct

Sept 9 Sept 8 Sept 6 Sept 7 Sept 9 Sept

Aug 7 Aug 12 Aug 10 Aug 6 Aug 14 Aug

July 7 July 6 July 7 July 9 July 9 JulyJune 5 June 7 June 7 June 8 June 10 June

May 10 May 5 May 5 May 10 May 7 May

April 5 April 7 April 7 April 6 April 6 AprilMarch 4 March 3 March 4 March 3 March 3 March

Feb 12 Feb 4 Feb 3 Feb 5 Feb 4 Feb

Jan 2 Jan 3 Jan 5 Jan 15 Jan 3 Jan

Total 75 68 68 82 85

Fee 0.34 0.32 0.29 0.27 0.26

Total 25.50 21.76 19.72 22.14 22.10 2!

Attachment ERevised revcsed 22-Jun-12 Jim Dumont

GOLF COURSE - EXTERNAL REVENUE SOURCE

Don ReplaCement Schedule TotalsEden Expenditures BARS: 515.002.39222.0000

Difference between Schedule & Eden

EQUIPNWITIN SERVEX BUT NOT ON RE/I-ACE

71514 1990 2007 REBUILT CORE HARVESTER, 2009

2011 21112 2012 2014 2015

1URC REP. UFE Remaining Rernarung Re.maimr19 Rama:rung Remaining Net

Und P FA 4 YEAR YEAR DESCRIPTION ' NFL RATE PRICE EXP ' ate rile life life 5f TRADE 5 Replecerrien

1533 03033 2006 2015 05TORO GROUNDSMASTER 35050 3.00% 527,257 10 5 5 4 71 2 52,725 533.919

11647 2012 2019 JD Iri2500L1 3.00% 525,653 t 7 5 5 532,792

11554 00912 2000 2015 Nil 714CTIR BUSH HOG LOADER 4X4 3.00% 521935 15 5 4 3 2 1 52,002 532,1742015 2030 TUO 532,174 15

11110 03714 2007 2017 07 JOHN DEERE 7Z MOWER 3.00% 515,689 10 7 6 5 4 3 51,543 519,437

11539 visas 2004 2013 TORO GROUNOSIV.ASTER 4500-0 3.00% 542,170 9 3 2 1 53,295 $ 51,7251 1xxX 2015 2052 ROUGH AREA NVJVVER 551,726 9 9 8 53,000 254,491

11540 cam 7999 2018 70RO AEPATOR 3.00% 511951 19 5 7 5 5 4 51.009 522.320

1TXX3r 2018 21330 TBD 522,320 12 531,523

11173 03735 2037 2017 07 JOI-IN DEERE 3225C MOWER 3.00% 551,649 1C 7 6 5 4 3 52,678 540,124

11635 2029 2071 Electric Ulfitty vehicle 3.90% $ 10,600 12 11 10 9 8 7 515,113

11112 03577 2007 2014 07 TORO GREENSMASTER 3150 3.00% S24,256 7 4 3 2 1 51,030 525,5021XXX 2014 2021 TRI-PLEX GREENS MOWER 528,502 7 7 51.000 534,423

11640 2011 2021 zol 1 JD FNe-Plex, Model 7500 542225 10 10 9 7 6

11555 01438 2023 2013 03 TORO WORKMAN UTILITY TRUCK 3.00% $ 15,399 10 3 2 1 51,31111xxX 2013 2023 UTILITY VEHICLE 519,354 12 12 11

11539 2010 2017 2010T0EOGRENSNASTER 4.900 7 7 5 5 4 3

11642 2012 20= Heavy miry vermie 516,164 11 11 10 9

11537 02097 2e05 2015 SNIIT/1C0 BLINKER RAKE 3.130% 511.974 10 5 4 3 2 7

11.xxx 2015 SuNcer Rolm 515,253 19

824

556,745

519,33527.537

30,624

222.375

215,262

TOTALS

Golf Course Revenue 1 Q 2002 2 Q 2002 3 Q 2002 4 Q 2002 Annual TotalNA*

18 holes 10,870.00 56, 788.89 58,805.71 3,1 88.91 129,653.5118 holes wkend 10,695.29 10,695.2918 student 316.66 2,111.79 1,348.62 523.56 4,300.6318 hole Junior 276.83 1,213.85 1,626.85 99.76 3,217.299 -18 difference 188.89 895.84 1,106.48 184.67 2,375.889 holes 8,847.40 40,871.38 41,508.90 7,551.26 98,778.949 student 472.24 2,809.71 1,631.01 954.72 5,867.68

9 junior 597.20 2,445.14 2,459.02 247.26 5,748.62Season Tickets 92,516.17 32,393.39 8,154.18 3,231.76 136,295.50

Cart path trail fee 109.26 379.61 273.16 59.14 821.17

Cart Shed rental 14,340.00 29,540.00 628.50 44,508.50School Classes 1393.52 4,537.04Totals 115,588.17 158,786.64 146,453.93 27,364.83 442,263.01NA* = no data so it is averaged from the other 4th quarter figures

1 Q 2003 2 Q 2003 3 Q 2003 4 Q 2003 Annual Total

18 holes 14,612.45 56,737.41 48,988.62 10,232.38 130,570.8618 holes wkend

18 student 227.77 1,714.59 1,209.28 142.14 3,293.7818 hole Junior 222.21 1,122.22 1,377.79 246.29 2,968.519 -18 difference 249.78 869.20 528.22 210.64 1,857.849 holes 12,386.49 38,767.98 34,503.75 7,502.35 93,160.579 student 743.74 3,461.12 1,522.97 799.79 6,527.62

9 junior 983,34 2,178.32 2,216.64 377.76 5,756.06Season Tickets 88,045.89 30,042.83 10,076.39 166.66 128,331.77


Cart Shed rental 113.75 15,172.80 26,909.16 678.00 42,873.71School Classes 4,212.97 2,768.52 5,939.81 12,921.30

Totals 121,938.20 153,118.31 127,626.32 26,325.45 429,008.28

1 Q 2004 2 Q 2004 3 Q 2004 4 Q 2004 Annual Total

18 holes 12,571.28 19,204.05 13,632.26 3,188.91 48,596.5018 holes wkend 30,965.86 31,853.66 10,695.29 73,514.8118 student 267.12 4,262.70 2,939.07 523.56 7,992.4518 hole Junior 330.54 853.16 1,035.08 99.76 2,318.54

9 -18 difference 61.58 947.82 787.62 184.67 1,981.69

9 holes 10,710.46 34,592.84 29,665.24 7,551.26 82,519.809 student 605.09 3,351.85 2,887.62 ' 954.72 7,799.28

9 junior 591.68 1,988.91 1,785.33 247.26 4,613.18

Season Tickets 89,783.58 22,724.99 10,878.16 3,231.76 126,618,49


Cart Shed rental 8,713.00 24,622.00 579.00 33,914.00

School Classes 7,292.59 1,001.85 3,324.10 2,417.36 14,035.90

Totals 122,269.46 128,703.06 123,670.50 29,762.19 404,405.21

Attachment F

137

Lease payment

1 Q 2006 2 0 2006 3 Q 2006 4 Q 2006 Annual Total

Average over 3 yrs 1 0 Average 2 Q Average 3 Q Average 4 Q Average Average Total18 holes 12,684.58 44,243.45 40,475.53 5,536.73. 102,940.2918 holes wkend

1,250.00

10,321.95 10,617.89 7,130.19 28,070.0318 student 270.52 2,696.36 1,832.32 396.42. 5,195.6218 hole Junior 276.53 1,063.08 1,346.57 148.60 2,834.789 -18 difference 166.75 904.29 807.44 193.33 2,071.809 holes 10,648.12 38,077.40 35,225.96 7,534.96 91,486.449 student 607.02 3,207.56 2,013.87 903.08 6,731.539 junior 724.07 2,204.12 2,153.66 290.76 5,372.62Season Tickets 90,115.21 28,387.07 9,702.91 2,210.06 130,415.25Cart path trail fee 101.54 252.99 275.67 59.14 689.33

Cart Shed rental 37.92 12,741.93 27,023.72 628.50 40,432.07Totals 115,632.25 146,869.34 132,583.58 27,817.49 416,239.77

1 Q 2005 2 Q 2005 3 Q 2005 4 0 2005 Annual Total

18 holes 4,862.89 16,885.96 17,794.37 2,256.25 41,799.4716 holes wkend 9,381.37 40,223.79 36,670.72 10,075.16 96,351.0418 student 693.41 1,890.11 1,803.26 387.81 4,774.5918 hole Junior 144.05 614.97 905.79 77.56 1,742.379 -18 difference 196.01 753.90 1,113.50 147.73 2,211.149 holes 9,634.18 30,903.07 29,111.50 5,943.23 75,591.989 student 2,070.13 5,401.65 3,717.14 1,320.28 12,509.20

9 junior 651.90 1,398.88 1,770.10 265.92 4,086.80Season Tickets 99,032.81 26,441.58 9,309.27 579.04 135,362.70


Cart Shed rental 206.26 10,465.00 23,372.00 1,483.98 35,527.24School Classes 1,615.88 7,505.08 1,269.60 5,318.56 15,709.12Totals 128,518.43 142,665.90 127,025.61 27,914.62 426,124.56

Lease payment

1 Q 2006 2 0 2006 3 Q 2006 4 Q 2006 Annual Total


3,906.67 13,198.37 13,702.50 4,716.49 35,524.03

18 student

1,250.00

3,188.48 1,706.29 562.28 5,457.0518 hole Junior 170.82 770.98 871.62 170.84 1,984.269 -18 difference

16,500.70

63.71 4.61 9.69 78.01

9 holes 9,004.57 34,824.34 38,099.70 8,529.99 90,458.609 student 4,475.47 1,733.06 790.34 6,998.879 junior 254.85 1,673.14 2,199.95 290.84 4,418.78Season Tickets 79,572.58 28,973.50 19,252.55 1,562.96 129,361.59


Cart Shed rental 1,554.75 7,280.02 24,995.00 682.50 34,512.27School Classes 8,407.11 6,647.41 15,054.52Totals 99,109.81 144,690.28 153,029.15 30,773.17 427,602.41

Lease payment 9,910.97 14,469.02 15,302.91 3,077.31 42,760.21Leasehold tax 1,272.56 1,857.82 1,964.89 ' 395.12 5,490.39

Irrigation Surcharge 3,906.67 13,198.37 13,702.50 4,716.49 35,524.03

Irrigation Payment 1,250.00 1,250.00 1,250.00 1,250.00 5,000.00

Irrig. Payment L Tax 160.50 160.50 160.50 160.50 642.00

Total Payment 16,500.70 30,935.71 32,380.80 9,599.42 89,416.63

138

139

Golf Course Revenue 1 Q 2007 2 Q 2007 3 Q 2007 4 Q 2007 Annual Total


18 student 229.89 3,375.96 3,230.79 620.51 7,457.1518 hole Junior 193.90 1,357.32 759.93 69.25 2,380.409 -18 difference 9.69 10.62 20.31

9 holes 10,241.90 40,468.10 38,886.79 8,020.77 97,617.569 student 878.55 3,725.70 3,445.94 1,371.15 9,421.34

9 junior 424.77 2,401.67 1,835.84 286.23 4,948.51Season Tickets 101,138.03 22,449.20 6,777.46 130,364.69


Cart Shed rental 1,637.50 6,634.50 24,895.00 1,195.00 34,362.00School Classes 8,658.80 950.00 3,804.25 13,413.05Totals 126,247.56 156,306.24 144,979.47 30,620.16 458,153.43

Leasepayment 12,624.75 15,630.62 14,497.92 3,062.02 45,815.31Leasehold tax 1,621.01 2,006.97 1,861.53 393.16 5,882.67




Total Payment 19,302.56 33,166.45 30,324.82 8,617.71 91,411.54



18 student 91.40 3,454.20 3,152.76 493.97 7,192.3318 hole Junior 294.57 1,418.23 661.09 147.71 2,521.60

9 -18 difference

9 holes 10,087.02 37,340.39 41,551.46 7,979.90 96,958.779 student 655.10 3842.88 3,703.31 1,302.37 9,503.66

9 junior 500.45 1,577.96 1,832.43 203.12 4,113.96Season Tickets 110,604.40 24,132.25 3,350.57 452.44 138,539.66


Cart Shed rental 600.00 7,739.55 21,070.25 2,960.00 32,369.80School Classes 11,910.00 2,000.00 13,910.00

Totals 131,364.72 157,536.54 135,574.41 31,934.24 456,409.91

Lease payment 13,135.97 15,757.57 13,557.44 3,193.42 45,644.40Leasehold tax 1,686.65 2,022.88 1,740.77 410.03 5,860.33




Total Payment 19,300.65 31,874.58 28 8,759.04 88,685.38

139

140



18 student 3,059.98 1,896.57 408.11 5,364.6618 hole Junior 457.98 2,414.56 1,07437 99.72 4,047.039 -18 difference

9 holes 6,842.01 39,020,11 38,799.62 8,032.69 92,694.439 student 73.40 3,455.66 2,431.19 873.03 6,833.289 junior 204.07 1,361.96 1,645.40 74.79 3,286.22Season Tickets 90,543.43 32,980.12 3,977.36 127,500.91Cart path trail fee 23.08 215.16 156.97. 73.87 469.08

Cart Shed rental 50.00) 4,322.50 21,480.00 2,410.00 28,162.50School Classes 1,809.79 8,199.85 3,800.00 13,809.64Totals 105,971.15 157,796.72 124,202.40 29,579.68 417,549.95





Total Payment 15,762.04 30,452.65 25,857.58 8,456.74 80,529.01



18 student 456.13 1,409.05 2,738,03 670.34 5,273.5518 hole Junior 217.90 339.80 624.30 1,182,009 -18 difference

9 holes 12,777.01 31,284.57 35,862.77 5,743.79 85,668.149 student 845.57 1,749.73 2,238.93 774.85 5,609.08

9 junior 706.37 902.13 1,121.54 161.14 2,891.18Season Tickets 95,206.35 12,111.18 4,227.43 515.65 112,060,61


Cart Shed rental 455.00 3,412.50 21,128.00 2,700.00 27,695.50School Classes 2,050.00 4,320.00 3,600.00 9,970.00Totals 125,400.40 100,910.94 120,829.61 20,686.95 367,827.90





Total Payment 19,730.99 21,234.00 24,810.46 6,226.87 72,002.32

140



18 student 239.41 2402.85 3,011.95 718.21 6,372.4218 hole Junior 139.95 515.66 1,691.51 47.87 2,394.999 -18 difference

9 holes 7,078.75 28,963.87 33,221.92 6,819.29 76,083.839 student 364.64 1,827.33 1,877.54 425.40 4,494.91

9 junior 352.67 728.33 1,144.60 74.59 2,300.19Season Tickets 89,627.07 21,100.35 15,160.13 12,757.82 138,645.37

Cart path trail fee 193.36 318.60 386.74 239.40 1,138.10Cart Shed rental 299.00 4,470.00 20,630.00 2,523.00 27,922.00

13,682.42School Classes 8,748.95 1,333.47 3,600.00Totals 104,647.06 113,493.99 128,817.76 36,143.88 383,102.69

Lease payment 10,464.71 11,349.39 12,881.77 3,614.38 38,310.25

Leasehold tax 1,343.67 1,457.26 1,654.01 464.08 4,919.02




Total Payment 15,596.17 22,998.57 24,688.80 8,638.32 71,819.86


18 holes 6,379.95 39,024.74 44,860.9118 holes wkend

18 student 47.84 2,736.42 3,483.9418 hole Junior 106.72 200.56 404.04

9 -18 difference

9 holes 7,102.56 22,679.64 26,967.839 student 60.72 1,764.01 2,015.15

9 junior 252.07 602.56 769.07

Season Tickets 74,133.84 22,679.64 11,555.54

EXHIBIT F

Revised 26- Jul -13 Jim Dumont 0.0950 0.0700

GOLF COURSE - EXTERNAL REVENUE SOURCE 2011 2012 2013 2014 2015 64XX 36110 64XX 36110

Replace Purchase KeplaceRent s Interest 12!31112 Kent Purchases Interest 12/31113

Unit # FA # PURC REPL DESCRIPTION INFL PRICE LIFE Rema Rema Rema Rema Remai TRADE $ Net 2012 2012 2012 Cash - 2013 2013. Cash

11533 03033 2006 2016 06TORO GROUNDSMASTER 3505D 3.00% $27,267 10 6 5 4 3 2 $ 2,726 $ 33,919 3,150 299 21,022 3,224 226 24,020

11641 2012 2019 TRI -PLEX J DEERE, 2500 B GAS 3.00% $22,789 7 7 6 5 $ 2,500 $ 25,528 3,647 255 3,392

11534 00912 2000 2015 NH TRCTR BUSH HOG LOADER 4X4 3.00% $21,935 15 5 4 3 2 1 $ 2,000 $ 32,174 3,877 368 20,177 3,999 280 23,8962015 2030 TBD $ 32,174 15 -

11110 03714 2007 2017 07 JOHN DEERE 72" MOWER 3.00% $15,689 10 7 6 5 4 3 51,648 $ 19,437 1,694 161 10,808 1,726 121 12,413

11643 2013 2022 JACOBSEN ROUGH AREA, AR -522 3.00% 547,181 9 9 8 $ 2,750 $ 58,811 -

11540 00730 1999 2018 TORO AERATOR 3.00% $11,951 19 8 7 6 5 4 $ 1,000 $ 22,320 316 30 20,391 322 23 20,69011xxx 2018 2030 TBD $ 22,320 12 531,823 -

11113 03705 2007 2017 07 JOHN DEERE 3225C MOWER 3.00% $31,849 10 7 6 5 4 3 $ 2,678 $ 40,124 3,910 371 20,202 3,984 279 23,907

11638 2009 2021 Electric Utility vehicle 3.00% $10,600 12 11 10 9 8 7 $ 15,113 1,256 119 3,690 1,269 89 4,870

11543 1998 2015 KAWASAKI MULE 1000 3.00% $6,935 17 4 3 2 1 $ 740 $ 10,722 365 35 9,956 383 27 10,31211xxx 2015 2027 UTILITY VEHICLE $ 10,722 12 12 -

11112 03877 2007 2014 07 TORO GREENSMASTER 3150 3.00% $24,256 7 4 3 2 1 51,030 $ 28,802 3,940 374 20,547 4,128 289 24,38611xxx 2014 2021 TRI -PLEX GREENS MOWER $ 28,802 7 7 $ 1,000 $ 34,423 -

11640 2011 2021 2011 JD Five -Plex, Model 7500 $ 42,226 10 10 9 7 6 $ 56,748 3,502 333 3,169 5,953 417 8,705

11556 01438 2003 2015 03 TORO WORKMAN UTILITY TRUCI 3.00% $15,399 10 5 4 3 2 1 $ 1,311 $ 20,975 1,263 120 17,066 1,303 91 18,27811xxx 2015 ; 2023 UTILITY VEHICLE $ 19,384 12 $ 27,637 -

11639 2010 2017 2010 TORO GREENSMASTER $ 24,900 7 7 6 5 4 3 530,624 2,962 281 7,056 4,714 330 14,118

6 1 1,}1, t •1 • 1' •f... Z

Uea was replaced = 11617. Use S3566 in addition to 16,164 for 2012

11642 2012 2023 CUSHMAN TRUCKSTR, 84063 DSL 3.00% $24,700 11 11 10 9 51,000 $ 33,191

11637 02097 2005 2015 SMITHCO BUNKER RAKE

5 Bunker Rake

3.00% $2,372 17

Golf Replacement Schedule Totals TOTALS 33,717 ( 46,394) 2,816 216,843 42,739 ( 52,522) 2,993 204,067

Eden Expenchtwee BARS: 518- 000.36220.0000Difference between Schedule & Eden 33,717 - ( 46,30{)4 2,816 42,739 ( 52,522) 2,993

ore Harvester

500 $ 3,120 ( 3,567)

3.00% $11,974 10 5 4 3 2 1 $ 824 $ 15,268 1,32015,268 10

37,390

3,017 211 2,806

11,310 1,319 92 12,537

LEASE BONDRenewable Form

Surety Address:

Bond No. 105957603

KNOW ALL BY THESE PRESENTS, that we Early- Repass Golf LLC, as Principal, and Travelers Casualty and SuretyCompany of America, of Hartford, Connecticut, authorized to do business in the CT, as Surety, are held and firmlybound unto Citv of Walla Walla, WA, as Obligee, in the sum of Fifty Thousand Dollars ($50,000.00), lawful money of theUnited States of America, for which payment well and truly to be made we bind ourselves, our heirs, executors andassigns, jointly and severally, firmly by these presents.

WHEREAS, the Principal has entered into a certain written Lease Agreement with the Obligee, effective the 1st day ofJanuary, 2014, and terminating the 31st day of December, 2023, for 10 vears and more fully described in said LeaseAgreement, said Lease Agreement is hereby referred to and made a part hereof.

NOW, THEREFORE, the condition of this obligation is such that if the above named Principal, its successors and assigns,shall well and truly perform its obligations as set forth in the above mentioned Lease Agreement, then this Bond shall bevoid; otherwise to remain in full force and effect pursuant to its terms.

Notwithstanding anything to the contrary in the Lease Agreement, this Bond is subject to the following express conditions:1. Whereas, the Obligee has agreed to accept this Bond, this Bond shall be effective 01/01/2014, and shall remain in full

force and effect thereafter for a period of one year and will renew for additional one year periods, unless the Surety providesto the Obligee not less than ninety (90) days advance written notice of its intent not to renew this Bond or unless this Bondis earlier canceled. This Bond may be canceled at any time upon ninety (90) days advance written notice from the Suretyto the Obligee.

Travelers Casualty and Surety Company of AmericaOne Tower Square, Hartford, CT 06183

2. Neither (a) the Surety's decision to nonrenew or cancel this Bond, nor (b) the failure or inability of the Principal to file areplacement bond or other security in the event the Surety exercises its right to nonrenew or cancel this Bond, shallitself constitute a loss to the Obligee recoverable under this Bond.

3. In no event shall this Bond extend beyond the termination date of the Lease Agreement as set forth above.4. Regardless of the number of years this Bond is in force, the liability of the Surety shall not be cumulative in amounts

from period to period and shall in no event exceed the amount set forth above, or as amended by rider.5. Any notice, demand, certification or request for payment made under this Bond shall be made in writing to the Surety

at the address specified below. Any demand or request for payment must be made prior to the termination of thisBond.

Travelers Casualty and Surety Company of AmericaOne Tower SquareHartford, CT 06183Attn: Bond Claim

6. No action, suit or proceeding shall be had or maintained against the Surety on this Bond unless suchproceeding is brought or instituted upon the Surety within one (1) year from termination of this Bond.

7. If any conflict or inconsistency exists between the Surety's obligations or undertakings as described inas described in the underlying Lease Agreement, then the terms of this Bond shall prevail.

SIGNED, SEALED AND DATED this 25th day of Septembe, 2013.

S-5286c (12-05)

By:Christopher M1 e ass, Princip p

Thomas L Fryer, Attorney -in -Fact

action, suit or

this Bond and

Travelers Casualty and Surety Company of America

By:

TRAVELERS J

Attorney -In Fact No.227082

Thomas L. Fryer, Daniel J. Fryer, and Cathy L. Wahlsten

State of Connecticut

City of Hartford ss.

In Witness Whereof, I hereunto set my hand and official seal.My Commission expires the 30th day of June, 2016.

58440 -8 -12 Printed in U.S.A.

WARNING: THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER

POWER OF ATTORNEY

Farmington Casualty CompanyFidelity and Guaranty Insurance CompanyFidelity and Guaranty Insurance Underwriters, Inc.St. Paul Fire and Marine Insurance CompanySt. Paul Guardian Insurance Company

KNOW ALL MEN BY THESE PRESENTS: That Farmington Casualty Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian InsuranceCompany, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United StatesFidelity and Guaranty Company are corporations duly organized under the laws of the State of Connecticut, that Fidelity and Guaranty Insurance Company is acorporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc., is a corporation duly organized under thelaws of the State of Wisconsin (herein collectively called the "Companies "), and that the Companies do hereby make, constitute and appoint

of the City of Port Angeles , State of Washington , their true and lawful Attorney(s) -in -Fact,each in their separate capacity if more than one is named above, to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings andother writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of

contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law.

IN WITNESS WHEREOF, the Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this 9th

day of September 2013

Farmington Casualty Company

Fidelity and Guaranty Insurance CompanyFidelity and Guaranty InsuranceUnderwriters, Inc.St. Paul Fire and Marine Insurance CompanySt. Paul Guardian Insurance Company

By:

Certificate No. 005631602

St. Paul Mercury Insurance CompanyTravelers Casualty and Surety CompanyTravelers Casualty and Surety Company of AmericaUnited States Fidelity and Guaranty Company


St. Paul Mercury Insurance Company

Travelers Casualty and Surety CompanyTravelers Casualty and Surety Company of America

United States Fidelity and Guaranty Company

Robert L. Raney, eniSor Vice President

On this the9th

day of Se 2013 before me personally appeared Robert L. Raney, who acknowledged himself tobe the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., St. PaulFire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, TravelersCasualty and Surety Company of America, and United States Fidelity and Guaranty Company, and that he, as such, being authorized so to do, executed the foregoing

instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer.

t ' (an e • .. liMarie C. Tetreault, Notary Public


This Power of Attorney is granted under and by the authority of the following resolutions adopted by the Boards of Directors of Farmington Casualty Company, Fidelityand Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., St. Paul Fire and Marine Insurance Company, St. Paul Guardian InsuranceCompany, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United StatesFidelity and Guaranty Company, which resolutions are now in full force and effect, reading as follows:

RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice President, any Second VicePresident, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys -in -Fact and Agents to act for and on behalfof the Company and may give such appointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with theCompany's seal bonds, recognizances, contracts of indemnity, and other writings obligatory in the nature of a bond, recognizance, or conditional undertaking, and anyof said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her; and it is

FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President maydelegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided that each such delegation is in writing and a copythereof is filed in the office of the Secretary; and it is

FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, or writing obligatory in the nature of a bond, recognizance, or conditional undertakingshall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any VicePresident, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary and duly attested and seated with theCompany's seal by a Secretary or Assistant Secretary; or (b) duly executed (under seal, if required) by one or more Attorneys -in -Fact and Agents pursuant to the powerprescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority; and it is

FURTHER RESOLVED, that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President, any Vice President,any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any Power of Attorney or to anycertificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys -in -Fact for purposes only of executing and attesting bondsand undertakings and other writings obligatory in the nature thereof, and any such Power of Attorney or certificate bearing such facsimile signature or facsimile sealshall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding onthe Company in the future with respect to any bond or understanding to which it is attached.

I, Kevin E. Hughes, the undersigned, Assistant Secretary, of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty InsuranceUnderwriters, Inc., St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty andSurety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company do hereby certify that the above and foregoingis a true and correct copy of the Power of Attorney executed by said Companies, which is in full force and effect and has not been revoked.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixt the seals o said Companies this 25 day of September

Kevin E. Hughes, Assistant Sec =tary

2013.

To verify the authenticity of this Power of Attorney, call 1- 800 - 421 -3880 or contact us at www.travelersbond.com. Please refer to the Attorney -In -Fact number, theabove -named individuals and the details of the bond to which the power is attached.

WARNING:THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER

LEASE AGREEMENT AMENDMENT NO. 1

On July 25, 2013, the City of Walla Walla (" City") and EARLY-REPASS GOLF,

Lessee") entered into a Lease Agreement for Lessee to manage, operate, maintain the Veterans

Memorial Golf Course. The City and Lessee wish to modify section 4 of the Lease Agreement.

Except as set forth in this Amendment, the original Lease Agreement is unaffected and

shall continue in full force and effect in accordance with its terms. If there is conflict between

this amendment and the original Lease Agreeement the terms of this amendment will prevail.

Section 4 of the Lease is modified as follows: (added terms are bolded and italicized and

removed terms are stricken).

4. REVENUES, RENT, FEES, CHARGES, AND REPORTS:

A. Revenues: Fees and all other income generated from golf course

operations by the Lessee in private business on the premises shall become theproperty of the Lessee from and after the effective date of this lease.

B. Payments to the City: Lessee shall pay to the City a lease fee,which shall be inclusive of rent for golf course, driving range, the clubhouse andother buildings on the golf course premises, and other fees and charges upon the

following schedule:

1) Lease fee:

Beginning February 15, 2014, and through January 15, 2015 the rental rate shall becalculated based on revenues of the Lessee for all green fees, season tickets ( full or

partial), cart shed rentals, and cart use fees on the premises. Said fee structure

shall be an annual amount based on SEVEN PERCENT( 7%) of the total monies

collected in these categories. Lessee shall also pay, in addition, the state leaseholdtax to the City due on these payments. Said payments and taxes shall be paid tothe City in twelve monthly payments commencing February 15, 2014, andcontinuing on the fifteenth day following the end of each succeeding monththereafter.

Beginning February 15, 2015, and through January 15, 2016 the rental rate shall becalculated based on revenues of the Lessee for all green fees, season tickets ( full or

partial), cart shed rentals, and cart use fees on the premises during the previoustwelve months. Said fee structure shall be an annual amount based on EIGHT

PERCENT( 8%) of the total monies collected in these categories. Lessee shall

also pay, in addition, the state leasehold tax to the City due on these payments.Said payments and taxes shall be paid to the City in twelve ( 12) monthly paymentscommencing February 15, 2015, and continuing on the fifteenth day following theend of each succeeding month thereafter.

Beginning February 15, 2016, and through January 15, 2017 the rental rate shall becalculated based on revenues of the Lessee for all green fees, season tickets (full or

Page 1 of 6

twelve months. Said fee structure shall be an annual amount based on NINEPERCENT( 9%) of the total monies collected in these categories. Lessee shall

also pay, in addition, the state leasehold tax to the City due on these payments.Said payments and taxes shall be paid to the City in twelve ( 12) monthly payments

end of each succeeding month thereafter.

Beginning February 15, 2017, and through January 15, 2021 the rental rate shall be

twelve months. Said fee structure shall be an annual amount based on TEN

PERCENT( 10%) of the total monies collected in these categories. Lessee shall

also pay, in addition, the state leasehold tax to the City due on these payments.Said payments and taxes shall be paid to the City in twelve ( 12) monthly payments

end of each succeeding month thereafter.

Beginning February 15, 2016 through January 15, 2024, the Lessee will beallowed to manage, operate and maintain the Veterans Memorial Golf Course orotherwise use the premises without the payment ofa lease fee to the City ofWalla Walla. Lessee shall retain all revenues from all green fees, season tickets

full andpartial), cart shed rentals and cart use fees on the premises. Lessee

shall remain responsible to pay any applicable state leasehold excise tax to theCity.

2) Equipment replacement fee:

Lessee shall be permitted to use certain City owned equipment and personalproperty identified in Exhibit C for management, operation, and maintenance ofthe Veterans Memorial Golf Course. Such equipment and personal property isincluded by the City in its long term replacement schedule and may be periodicallyreplaced by the City in its sole discretion.

Lessee shall use reasonable care in its use of City owned equipment and personalproperty and shall be solely responsible for any repair costs and replacementnecessitated by damage caused to such equipment or personal property other thanordinary wear and tear.

The City in its sole discretion may calculate, establish, and modify amountsneeded to regularly replace equipment and personal property included by the Cityin its long term replacement schedule. The Lessee shall pay to the City apercentage of the annual amount established by the City to fund replacement ofequipment and personal property. Lessee shall pay 70% of such amount

established by the City for 2014, 80% of such amount for 2015, 90% of such

amount established by the City for 2016, and 100% of such amounts established bythe City for 2017 and all succeeding years. Lessee shall pay amounts establishedby the City for each year in monthly installments established by the City on amonthly basis at the same time that lease payments are made. All payments madeto the City for replacement of equipment and personal property shall belong solely

Page 2 of 6

to the City to use in its sole discretion, and Lessee shall not have any right, title orclaim to any funds retained by the City for replacement of equipment and personalproperty.

All equipment and personal property identified in Exhibit D, all replacementequipment and personal property, and any equipment and personal property

subsequently purchased by the City for use at the Veterans Memorial Golf Courseshall be owned solely by the City. Lessee shall not have any right, title, or claim toany City owned equipment and personal property.

3) Irrigation surcharge:

Lessee agrees to collect and fully remit to the City an irrigation surcharge imposedby the City for use of the golf course premises by golfers and other users. Suchamounts shall be remitted to the City on a monthly basis at the same time leasepayments are made; however, such remissions shall not be considered lease

payments and shall be accounted for and remitted separately. The Irrigationsystem surcharge shall not exceed one dollar($ 1. 00) for each daily nine hole roundand each season ticket round, and shall not exceed two dollars ($2. 00) for each

daily eighteen hole round.

4) Late payment charges:

Lessee shall pay late payment charges established by the City for any paymentsnot timely made under this agreement. The City' s acceptance of late paymentcharges shall not waive any other remedies available to the City for late paymentsand shall not estop the City from additionally pursuing such other remedies.

C. Other Conditions: The Lessee shall submit reports to the City on amonthly basis at the time lease payments are made in a form acceptable to the Citythat identifies all revenues received by Lessee during the preceding month togetherwith such other information requested by the City to ascertain amounts payable tothe City. The Lessee must submit all reports required by this agreement in acomplete, neat and timely manner as directed by the City Manager or designee.

The Lessee will provide annually to the City by March 1 of each year informationrelated to total revenue including number sold in the following categories; seasonpasses and season pass rounds, 18 hole rounds played, 9 hole rounds played, cart

sheds rented, pro shop sales, food and beverage sales, cart rental revenue, drivingrange revenue.

The Lessee shall maintain a computerized sign- in or daily log for all golfersincluding whether 9 or 18 holes were played. The records shall be maintained bythe Lessee for TWENTY-FOUR( 24) months, and these records shall be converted

to a summary of rounds played in various categories for each calendar year, with acopy provided to the City by March 1 of each year

Page 3 of 6

WITNESS WHEREOF, the parties have executed this agreement thisan'd'

7ay of2016.

CITY yAL A WALLA

a

1l'

By '

Attest

40 ag•. i 1.4.,Ci ler 4 LESSEE

Early— Repass Golf.,

A Washington Limited Liability Company

OF

By OPresident

By ki/(4/

Secretary

tppried as to Form:

Ui j̀ a(YCity Attorney

The undersigned, Chris Repass, agrees to be individually responsible for and to guaranteeeach of the terms and conditions of the above agreem- • . opr

or41.

Chris Repass

denThe undersigned, Mike Early, agrees to be individually responsible for and to guarantee

each of the terms and conditions of the above agree ent.

Mike Early

STATE OF WASHINGTON )

ss


Page 4 of 6

I

On this A---04

day of 2016, before me, the undersigned a NotaryPublic in and for the State of ashington, my commissioned and sworn, personally appearedNABIEL SHAWA and KAMMY HILL, to me known to be the City Manager and City Clerk,respectively of the City of Walla Walla that executed the foregoing instrument, andacknowledged the said instrument to be the free and voluntary act and deed of said City of WallaWalla, for the uses and purposes therein mentioned, and on oath stated that they are authorized toexecute the said instrument and that the seal affixed is the corporate seal of said City of WallaWalla.

Witnessmitimiakaiiiii4hereto affixed the day and year first above written.DELORES A. MCCAMBRIDGE

NOTARY PUBLICSTATE OF WASHINGTON / A ., 4 0? . - ! ir..Ai-- 4

COMMISSION EXPIRES Notary Public in and for the State of 4iaUARY15 20188si Washington, residing at Walla Walla.


ss


On this day of,-.

14.

2016, before me, the undersigned a NotaryPublic in and for the State of Washington, d commissioned and sworn, personally appeared

CHRIS REPASS and MIKE EARLY, to me known to be the President and Secretary,respectively of the corporation that executed the foregoing instrument, and acknowledged thesaid instrument to be the free and voluntary act and deed of said corporation, for the uses andpurposes therein mentioned, and on oath stated that they are authorized to execute the saidinstrument and that the seal affixed is the corporate seal of said City of Walla Walla.


DELORES A. MCCAMBRIDGE IIIJ NOTARY PUBLIC 4 .../.... / i

STATE OF WASHINGTON Notary Public in and for the State of dj COMMISSION EXPIRES

Washington, residing at Walla Walla. f' JANUARY 15, 2018


ss


On this day personally appeared before me CHRIS REPASS, to me known to be theindividual described in and who executed the within and foregoing instrument, andacknowledged that he signed the same as his free and voluntary act and deed, for the uses andpurposes therein mentioned.


ki,o-w a r2 C

DELORES A. MCCAMBRIDGE

NOTARY PUBLIC Page 5 of 6STATE OF WASHINGTON

COMMISSION EXPIRES

ANUARY 15, 2018

Notary Public in and for the State ofWashington, residing atWalla Walla, Washington.


ss


On this day personally appeared before me MIKE EARLY, to me known to be the individualdescribed in and who executed the within and foregoing instrument, and acknowledged that hesigned the same as his free and voluntary act and deed, for the uses and purposes thereinmentioned.


Arid'

DELORES A. MCCAMBRIDGE (' Notary Public in and for the State of

NOTARY PUBLIC Washington, residing atSTATE OF WASHINGTON y

Walla Walla, Washington.

COMMISSION EXPIRES

JANUARY 15, 2018

Page 6 of 6

this agreement made and entered into by the city of walla

Documents