HomeMy WebLinkAbout102873 JAMES H GREER - CONTRACT - RFP - P595 COLLINDALE GOLF PRO (2)GOLF SERVICES AGREEMENT
COLLINDALE GOLF COURSE
FORT COLLINS
COLORADO
December 10, 1996
Fee For Services/Fee For Conducting Business
8.1 Golf Services Receipts. Contractor shall retain all fees received from the provision
of golf lessons and instruction.
8.2 Golf Services Fee. As payment for performance of Golf Services, the City shall
pay to Contractor the sum of Twenty-eight Thousand Dollars ($28,000.00) for 1997; Twenty-nine
Thousand Dollars ($29,000.00) for 1998; Thirty Thousand Dollars ($30,000.00) for 1999; Thirty-
one Thousand Dollars ($31,000.00) for 2000; and Thirty-two Thousand Dollars ($32,000.00) for
2001; provided, however, that the parties may agree to an alternate payment schedule.
8.3 Concession Fee. The parties acknowledge and agree that the Golf Services Fee is
a net payment to be made by the City to the Contractor, and reflects a reduction in payment by the
City in lieu of payment by the Contractor of a Concession Fee.
8.4 Time of Payments. The City shall pay to Contractor the Golf Services Fee,
required under Section 8.2, in one annual payment no later than January 20 of each calendar year
of this Agreement.
Utilities, Maintenance and Janitorial Duties
9.1 Utilities. The City shall pay all charges for water, storm water, sewer, gas, trash
collection, telephone and electric services to the Concession Space; except, however, that the
Contractor shall reimburse the City on a monthly basis for all long distance and two-thirds (2/3)
of all local telephone charges accruing as a result of calls attributable to the telephone lines located
in the Concession Space or otherwise made by Contractor, its agents and employees.
9.2 Maintenance and Repair. The City shall maintain and repair the Concession Space
and City equipment and fixtures (defined in Article 10). Contractor shall submit all requests for
repairs or maintenance to the City Representative. Notwithstanding anything to the contrary
contained herein, the City shall not in any way be liable to the Contractor for failure to make
repairs as herein specifically required of it unless the Contractor has previously notified the City
in writing of a need for such repairs, and the City has failed to commence and complete said
repairs within a reasonable period of time following receipt of the Contractor's written
notification.
9.2.1 The Contractor shall neither hold nor attempt to hold the City liable for any
injury or damage, either approximate or remote, occasioned through or caused by
defective electrical wiring or the breaking or stoppage of plumbing or sewage upon
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the Concession Space, whether said breakage or stoppage results from freezing or
otherwise.
9.3 Cleaning and Janitorial. The Contractor shall keep the Concession Space and its
fixtures clean and in good sanitary condition as required by the ordinances, resolutions, statutes
and health, sanitary and police regulations of the City of Fort Collins, County of Latimer, State
of Colorado.
Acceptance and Trade Fixtures
10.1 Concession Space, City Equipment and Fixtures. In addition to the Concession
Space, the City shall provide the following:
10.1.1 Existing equipment as listed on Exhibit C, attached hereto and made a part
hereof;
10.1.2 Lighting fixtures for general area illumination;
10.1.3 Heat and air conditioning;
10.1.4 Pro shop counters, storage units and safe; and
10.1.5 One cash register for use by Contractor in connection with performance of services
and sales under this Agreement.
10.2 Acceptance. On the date of commencement of this Agreement, Contractor shall
acknowledge that it accepts the Concession Space as well as any City equipment and fixtures "as
is."
10.3 Installation of Equipment and Trade Fixtures. Except for the items listed on Exhibit
D, attached hereto and made a part hereof, no equipment, trade fixtures, signs or other personal
property used by Contractor in its business, whether or not attached to the Concession Space or
any Improvements thereon, may be installed without the prior written approval of the City, but
notice of any such installation shall be provided to the City.
10.4 Removal of Equines, Trade F ixtures. Contractor shall have the right at any time
during the term of this Agreement, with the City's approval, or upon expiration and within thirty
(30) days thereafter, to remove all trade fixtures, equipment and other personal property subject
to any valid lien the City may have thereon. Any property not so removed by Contractor upon
expiration shall become a part of the realty on which it is located and title thereto shall vest in the
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City. The City shall have the right to file any liens necessary to secure its interest in the
merchandise and equipment present in the Concession Space during the term of the Agreement.
10.5 Title to Improvements. Upon installation or erection of improvements by
Contractor such improvements (but excluding any of Contractor's personal property and trade
fixtures which are attached or affixed thereto) shall become a part of the realty upon which they
are erected and title thereto shall vest in the City. Upon vesting, the Improvements become part
of the Concession Space and are subject to the terms applicable to the Concession Space within
this Agreement.
10.6 Applicable Law. All Improvements and all trade fixtures, equipment or other
personal property installed by Contractor shall be subject to and conform in all respects to the
applicable statutes, ordinances, building codes, sign codes, rules and regulations of all
governmental agencies which have jurisdiction over such matters.
Damage by Contractor
Contractor shall be liable for and shall repair, replace or cause to be repaired or replaced
within fifteen (15) days after occurrence, any damage to the Concession Space, or to City's
property, equipment and fixtures (defined in Article 10) caused by Contractor, its board members,
officers, agents, employees or anyone acting under its direction and control, ordinary wear and
tear excepted. All repairs or replacements shall be made promptly and when necessary and shall
be in a quality and of a class at least equal to the original. If the damage for which Contractor is
liable is to the Concession Space, Contractor shall continue to be liable for all rent owed for the
Concession Space, even if it has been rendered untenantable.
Total or Partial Destruction
12.1 Concession Space or Other MajoL-Component Rendered Untenantable. In case,
during the term of this Agreement, the Concession Space, Golf course or any principal part of any
one of them shall be destroyed or shall be so damaged by fire or other casualty so as to be
rendered untenantable or unusable as determined by the City:
12.1.1 Then, in such event, at the option of the City or Contractor, the term
hereby created shall cease; and this Agreement shall become null and void from the
date of such damage or destruction; and Contractor shall immediately surrender the
Concession Space and its interest therein to the City; provided, however, that the
City or Contractor shall exercise such option to so terminate this Agreement by
F.
notice, in writing, delivered to the other party within thirty (30) days after the
City's determination of untenantability or unusability.
12.1.2 In the event neither the City nor Contractor shall elect to terminate this
Agreement, this Agreement shall continue in full force and effect; and the City
shall repair the Concession Space, Clubhouse, or golf course excluding
improvements or equipment, signs, trade fixtures or other personal property
installed by Contractor, with all reasonable speed, placing the same in as good a
condition as it was at the time of the damage or destruction.
12.2 Concession pace Ojly Untenantable. In the event of destruction rendering only the
Concession Space untenantable, the City shall endeavor, but not be obligated, to make substitute
premises available for Contractor's use. During any period of use by Contractor of such substitute
Concession Space, the City may direct that the Contractor's Fee shall be abated proportionately.
12.3 Components Tenantable. If the Concession Space or Golf Course shall be only
injured by fire or the elements to such extent so as not to render the same untenantable and unfit
for use and occupancy, the City shall repair the same with all reasonable speed.
12.4 Removal -of -Rubbish. In any event, upon the occurrence of damage or destruction,
Contractor shall remove all rubbish, debris, merchandise, furniture, furnishings, equipment and
other items of its personal property within five (5) days after request being made by the City.
12.5 Exception for Damage Caused by Contractor. In the event of damage caused by
Contractor as more specifically addressed in Article 11 of this Fgreement, the provisions of
Article 11 shall govern in any conflict between Article 11 and Article 12.
12.6 No Claim -by -Contractor. No compensation or claim shall be made by or allowed
to Contractor by reason of any inconvenience or annoyance arising from the necessity of repairing
any portion of the Concession Space or Collindale Golf Course, however the necessity may occur.
Indemnification and Insurance
13.1 Cit's Liability. The City shall not in any way be liable for any cost, liability,
damage or injury, including cost of suit and reasonable expenses of legal services, claimed or
recovered by any person whomsoever or whatsoever as a result of any operations, works, acts or
omissions performed within Collindale Golf Course and Concession Space by Contractor, its
agents, employees or contractors unless caused or contributed to by the negligence or willful
misconduct of the City, its employees, agents or contractors.
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13.2 Indemnification. Contractor covenants that it will indemnify and hold the City
harmless from all claims, demands, judgments, costs and expenses, including attorneys' fees,
claimed or recovered (whether justly, unjustly, falsely, fraudulently or frivolously) by any person
by reason of injury to or death of any individual person or persons, or by reason of damage to,
destruction or loss of use of any property, including City's personnel and City's property, directly
or indirectly arising out of, resulting from or occurring in connection with any operations, works,
acts or omissions of Contractor. As used herein, the term "Contractor" and "City" includes the
respective directors, officers, agents, employees and contractors of Contractor and City.
13.3 Patent Representation. Contractor represents that it is the owner of or is fully
authorized to use any and all services, processes, machines, articles, makes, names or slogans used
by it in its operation or in any way connected with this Agreement.
13.4 Contractor Insurance. Without limiting any of the Contractor's obligations
hereunder, the Contractor shall provide and maintain insurance coverage naming the City as an
additional insured under this Agreement with limits specified in Exhibit E, which is attached
hereto and incorporated herein by this reference.
13.5 Precautions -Against -Injury. The Contractor shall take all necessary precautions in
performing the operations hereunder to prevent injury to persons and property.
13.6 Eailure to Insure. Failure of Contractor to take out and/or maintain, or the taking
out and/or maintenance of any required insurance shall not relieve Contractor from any liability
under this Agreement, nor shall the insurance requirements be construed to conflict with the
obligations on Contractor concerning indemnification.
No Interest in Real Property
Contractor agrees that this Agreement constitutes merely a right to use and occupy the
Concession Space for a limited purpose and does not create or convey to Contractor any interest
in real property.
Assignment
The Contractor shall not assign this Agreement, sublet or otherwise allow any person to
take possession of all or any portion of the Concession Space without prior written consent of the
City nor permit any transfer by operation of law of Contractor's interest created hereby, other than
by merger or consolidation unless approved by City.
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Right of City to Enter, Inspect and Make Repairs
16.1 In General. City and its authorized employees, agents, contractors and other
representatives shall have the right (at such times as may be reasonable under the circumstances
and with as little interruption to Contractor's operation as is reasonably practirible) to enter upon
any part of the Concession Space for the following purposes:
16.1.1 To inspect such premises at reasonable intervals during regular business
hours (or at any time in case of emergency) to determine whether Contractor has
complied with and is complying with the terms and conditions of this Agreement
with respect to such premises;
16.1.2 To perform or cause to be performed maintenance and make repairs and
replacements: and
16.1.3 To make structural additions and alterations.
16.2 Qbstructior -b City. All entries made for the purposes enumerated above shall,
except as otherwise provided in Article 12, Total or Partial Destruction, be without abatement of
rent or damage for inconvenience. However, in the event any entry by City in the Concession
Space or the Golf Course for the purpose of making repairs or alterations as provided for in
Section 16.1.2 above (other than repairs necessitated as a result of damage by Contractor under
Article 11) constitutes a substantial obstruction to and impairment of Contractor's right of use of
such facilities, then Contractor shall be entitled to a fair and just abatement of the rent for such
premises during the period required by City to make such repairs.
16.3 Obstruction by Contractor. In the event that any personal property of Contractor
shall obstruct the access of the City, its officers, employees, agents or contractors, or a utility
company furnishing utility service to any of the existing utility, mechanical, electrical and other
systems, and thus shall interfere with the inspection, maintenance or repair of any such system,
Contractor shall move such property, as directed by the City or said utility company, in order that
access may be had to the system or part thereof for inspection, maintenance or repair. If
Contractor shall fail to so move such property after direction from the City or said utility company
to do so, the City or the utility company may move it without liability for damage sustained in
moving.
16.4 No Eviction or Abatement. Exercise of any or all of the foregoing rights in this
Article, by the City, or others under right of the City, shall not be, nor be construed to be, an
eviction of Contractor, nor be made the grounds for any abatement of rental nor any claim or
demand for damages against the City, consequential or otherwise, except claims for damages to
person or property caused solely by the negligence of the City.
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Default, Rights of Termination
17.1 ractor. Time of payment and performance is of the essence of this
Agreement. Contractor shall be in default under this Agreement upon the occurrence of any one
or more of the following events:
17.1.1 Contractor's failure to pay any fee or other charge when due and within
five (5) workings days after notice from City of such nonpayment.
17.1.2 Contractor's failure to maintain the insurance required above.
17.1.3 Contractor's assignment of any right hereunder in violation of Article 15.
17.1.4 Contractor's failure to perform, keep or observe any of the terms,
covenants or conditions of this Agreement within seven (7) days (or such longer
time as may be necessary to cure, provided that cure is commenced within the
initial seven [7] days) after notice from the City specifying the nature of the
deficiency with reasonable particularity and the corrective action that is to be taken
within such period to cure the deficiency.
17.1.5 The filing by Contractor of a voluntary petition in bankruptcy, the filing
of an involuntary petition in bankruptcy against Contractor, the taking of
possession of all or substantially all of Contractor's assets pursuant to proceedings
brought under the provisions of any federal reorganization act or the appointment
of a receiver of all or substantially all of Contractor's assets and the failure of
Contractor to secure the return of such assets and/or the dismissal of such
proceeding within ninety (90) days after the filing.
17.1.6 The abandonment for a period of (7) days by Contractor of the conduct of
its services and operations.
17.1.7 The assignment by Contractor of its assets for the benefit of creditors.
17.1.8 The death of the Contractor, or his disability for an aggregate period of three (3)
months during any term of this Agreement.
17.2 City's Remedies on Default.
17.2.1 In the event of a default by Contractor, the City may terminate this
Agreement by notice in writing to Contractor. In the alternative, the City may
elect to keep the Agreement in force and work with Contractor to cure the default.
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If this Agreement is terminated, Contractor shall refund to the City that portion of
the Golf Services Fee paid by the City pursuant to Section 8.2 proportional to the
time remaining in the calendar year at the time of Contractor's default, and the City
shall have the right to take possession of any and all merchandise and equipment
located in the Concession Space at the time of default. Contractor's liability to City
for damages and rent shall survive the termination, and the City may re-enter, take
possession of the Concession Space and remove any persons or property by legal
action or by self-help with the use of reasonable force and without liability for
damages.
17.2.2 Following re-entry or abandonment, City may make arrangements for use
of the Concession Space by others and in that connection may make any suitable
alterations or refurbish the Concession Space, but City shall not be required to
make such arrangement for any use or purpose.
17.3 Ri,gh and Remedies Reserved. It is understood and agreed that any rights and
remedies reserved pursuant to this Article are in addition to any other rights or remedies the City
may have pursuant to this Agreement or to applicable law to seek judicial enforcement, damages
or any other lawful remedy.
Miscellaneous Provisions
18.1 Cumulative Rights. All remedies provided in this Agreement shall be deemed
cumulative and additional and not in lieu of, or exclusive of, each other or of any other remedy
available to the City, or Contractor, at law or in equity, and the exercise of any remedy, or the
existence herein of other remedies or indemnities shall not prevent the exercise of any other
remedy.
18.2 Non -Waiver. The failure by either party to exercise any right or rights accruing to
it by virtue of the breach of any covenant, condition or agreement herein by the other party shall
not operate as a waiver of the exercise of such right or rights in the event of any subsequent breach
by such other party, nor shall such other party be relieved thereby from its obligations under the
terms hereof.
18.3 Non -liability of Individuals_Qther. thanContractor. With the exception of Contractor,
no director, officer, agent or employee of either party hereto shall be charged personally or held
contractually liable by or to the other party under any term or provision of this Agreement or of
any supplement, modification or amendment to this Agreement because of any breach thereof, or
because of its or their execution or attempted execution of the same.
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18.4 Limitations__ e. Contractor shall not use, or permit the use of the Concession
Space, or any part thereof, for any purpose or use other than those authorized by this Agreement.
Neither shall Contractor permit nor suffer any disorderly noise or nuisance whatsoever about the
Concession Space or Collindale Golf Course.
18.5 Governing -Law. This Agreement shall be performable and enforceable in Larimer
County, Colorado, and shall be construed in accordance with the laws of the State of Colorado.
18.6 Benefits. This Agreement is made for the sole and exclusive benefit of the City and
Contractor, their successors and assigns, and is not made for the benefit of any third party.
18.7 Construction. In the event of any ambiguity in any of the terms of this Agreement,
it shall not be construed for or against any party hereto on the basis that such party did or did not
author the same.
18.8 Successors and Assigns. All covenants, stipulations and agreements in this
Agreement shall extend to and bind each party hereto, its legal representatives, successors and
assigns.
18.9 Headings. The titles of the several articles of this Agreement are inserted herein for
convenience only, and are not intended and shall not be construed to affect in any manner the
terms and provisions hereof, or the interpretation or construction thereof.
18.10 Atto=y_Bees. In the event any legal action or proceeding is brought to collect
sums due or to become due hereunder or any portion thereof or to enforce compliance with this
Agreement for failure to observe any of the covenants of this Agreement, the losing party agrees
to pay to the prevailing party such sums as the Court may judge reasonable attorneys' fees and
costs to be allowed in such action or proceeding and in any appeal therefrom.
18.11 Contract DocumentstEntire Agreement. This writing, together with the exhibits
hereto, the Request for Proposal (#P-595)/Instructions/Specifications package, the Non -collusion
Statement, representations by the Contractor during the Selection Interview, and Contractor's
Proposal (including Annual Payment Schedule Statement) constitutes the entire agreement between
the parties, their officers, employees, agents and assigns and supersedes all prior agreements,
understandings, warranties or promises between the parties hereto, whether written, spoken or
implied from the conduct of the parties hereto.
18.12 Severabilirv. In the event any covenant, condition or provision of this Agreement
is held to be invalid by final judgment of any court of competent jurisdiction, the invalidity of such
covenant, condition or provision shall not in any way affect any of the other covenants, conditions
or provisions of this Agreement, provided that the invalidity of any such covenant, condition or
provision does not materially prejudice either City or Contractor in his or its respective rights and
obligations under the valid covenants, conditions or provisions of this Agreement.
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18.13 Surrender of Possession. Upon the expiration of this Agreement or its earlier
termination as herein provided, Contractor shall remove all of its property from Collindale Golf
Course and surrender entire possession of its rights at Collindale Golf Course to City and its
improvements in accordance with Section 11 above, unless this Agreement is renewed or replaced.
18.14 City Representative. The City designates the Manager of the Golf Division, of
Cultural, Library and Recreational Services, as its representative who shall make, within the scope
of his authority, all necessary and proper decisions with reference to this Agreement. All requests
for contract interpretations, amendments and other clarifications or instructions shall be directed
to the City Representative.
18.15 Notices. Notices permitted or required to be given under this Agreement shall be
in writing and shall be deemed given upon personal delivery or upon deposit in the United States
Mail, certified, return receipt requested, postage fully prepaid, addressed as follows or to such
other address as the parties may designate from time to time by notice given in accordance with
this Section:
To Contractor: James H. Greer
5031 Bluestein Court
Fort Collins, Colorado 80525
To the City: Manager
Golf Division
City of Fort Collins
300 Laporte Avenue
P.O. Box 580
Fort Collins, Colorado 80522
18.16 Schedules and Exhibits. Whenever reference is made in this Agreement to a
Schedule or an Exhibit, unless otherwise specifically expressed to the contrary, such Schedule or
Exhibit shall be deemed attached to and by this reference incorporated in this Agreement.
18.17 Force Maieure. However, neither the City nor the Contractor shall be deemed in
violation of this Agreement if prevented from performing any of its obligations hereunder by
reason of strikes, boycotts, labor disputes, embargoes, shortage of energy or materials, acts of
God, act of public enemy, acts of superior governmental authority, weather conditions, rights,
rebellion, sabotage or any other circumstances that are not within its control.
18.18 No Limitation on General Powers. Nothing in this Agreement shall be construed
as in any way limiting the general powers of the City to fully exercise their governmental functions
or their obligations under any bond covenants or federal, state or local laws, rules or regulations.
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TABLE OF CONTENTS
ARTICLE 1 Golf Services .......................................... 1
ARTICLE 2 Grants of Concessions ..................................... 1
ARTICLE 3 Concession Space ........................................ 1
ARTICLE 4 Contractor's Use of the Concession Space ........................ 2
4.1 In General ............................................ 2
4.2 Designation of Smoking Areas ............................... 2
4.3 Restriction on Items Offered for Sale ........................... 2
4.4 Compliance with Applicable Law ............................. 2
ARTICLE 5 Rights of Ingress and Egress ................................. 2
5.1 In General ............................................ 2
5.2 Closures .............................................. 2
ARTICLE 6 Undertakings of Contractor ................................. 2
6.1 Service...............................................2
6.2 Hours of Operation ....................................... 3
6.3 Contractor Personnel ..................................... 3
6.4 Statements, Recordkeeping and Audits .......................... 3
6.5 Physical Interference ...................................... 4
6.6 Taxes...............................................4
6.7 Licenses .............................................. 4
ARTICLE 7 Term ................................................ 5
7.1 Period...............................................5
7.2 Renewal -- 1998......................................... 5
7.3 Renewal -- 1999......................................... 5
7.4 Renewal -- 2000......................................... 5
7.5 Renewal -- 2001......................................... 5
7.6 Extension ............................................. 5
7.7 Holding Over .......................................... 5
ARTICLE 8 Fee For Services/Fee For Conducting Business .................... 6
8.1 Golf Services Receipts .................................... 6
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18.19 No Relati� . Nothing contained herein shall be deemed or construed by the
parties hereto nor by any third party as creating the relationship of employer and employee,
principal and agent or a partnership or a joint venture between the parties hereto. It is agreed that
in the performance of the golf services and concession operation hereunder, the Contractor is an
independent contractor responsible to the City only as to the results to be obtained and to the
extent that the services and operation shall be done in accordance with the terms of this
Agreement.
18.20 Personal Services. It is understood that the City enters into the Agreement based
on the special abilities of the Contractor and that this Agreement shall be considered as an
agreement for his personal services. Accordingly, the Contractor shall neither assign any
responsibilities nor delegate any duties under this Agreement to any other person without the prior
written consent of the City.
18.21 Survival. To the extent necessary to carry out all of the terms and provisions
hereof, the said terms, obligations and rights set forth herein required shall survive and shall not
be affected by the expiration or termination of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and
year written above.
ATTEST:
%L r� �'By
City Clerk
APPROVED AS TO FORM:
Carrie Mineart Daggett
Assistant City Attorney
THE CITY OF FORT COLLINS, COLORADO
A Municipal CorporationD, , R
Os ���
I �'" r
Ji
Aes B. O'Neill, II, CPPO
Director of Purchasing and
Risk Management
CONTRACTOR:
I_Jam +
� - Greer
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EXHIBIT A
SCOPE OF GOLF SERVICES
A. Contractor In General
1. Management and supervision of the golf course operations at the Collindale Golf
Course, including but not limited to, the general management of play on the course and driving
range, course monitoring (ranger/marshall functions), rental of City -provided golf cars,
locker/storage rentals, golf lessons/instruction, golf club repair, tournament coordination and use of
the clubhouse (excepting the Snack Bar concession).
2. Timely collection of green fees, annual pass fees, locker and rental fees, tournament
fees, golf car rental or use fees, surcharges, city building rentals, and other such fees in the amounts
set by the City.
3. Cleaning and daily preparation for use by customers of City -provided golf cars.
4. Provision of starters, assistant golf professionals, course monitors (marshals/rangers),
cashiers and other personnel as necessary to facilitate full and efficient use of the course and other
activities at the Collindale Golf Course.
B. Golf Professional
1. The Contractor shall devote his full time and attention as the primary golf
professional for the Collindale Golf Course during the entire calendar year. Upon submitting a
request at least three (3) days in advance and receiving the City's consent, he may take up to a total
of fourteen (14) vacation days annually, and may be away from the golf course for the purpose of
participating in tournament play or other golf -related activities, i.e. schools, seminars and
demonstrations, to maintain and/or improve professional status for up to a total of sixteen (16) days
annually.
2. The Contractor shall serve as the primary monitor (marshall/ranger) at the Collindale
Golf Course.
EXHIBIT B
SCOPE OF PRO SHOP AND DRIVING RANGE SERVICES
A. The Contractor shall operate a golf pro shop in the clubhouse which shall stock a
variety of golfing equipment (for sale and rent), supplies and related merchandise in sufficient
quantity to meet the demands of customers of the golf course.
B. The Contractor shall provide all fixtures, merchandise, stock, supplies and inventory
for the shop.
C. The Contractor shall operate the existing driving range, such operation to include
making equipment and range balls available for use.
D. The Contractor may retrieve and own any abandoned golf balls in the lakes or ditches
at Collindale Golf Course.
II. Merchandise Quality, Price Control. Contractor acknowledges the desire and obligation of
City to provide the public and the golfer high quality merchandise and a high level of public service.
Therefore, Contractor agrees to offer for sale from the clubhouse only high quality merchandise at
prices not to exceed the prices customarily charged for similar merchandise in high quality Fort
Collins area operations. If, in the opinion of the City, the selection of items offered is inadequate,
if the merchandise is not of high quality, if any of the prices, charges and rates are excessive, or if
any of the items are found to be objectionable for display and/or sale in a public facility, a
representative of the City shall meet and confer with Contractor regarding such matters, but
Contractor acknowledges that the City's determination as to same shall be conclusive. Failure of
Contractor to correct, rectify or modify its prices or quality within five (5) days of being advised in
writing to do so shall be cause for default.
III. Fees. All fees and other income received through the operation of the pro shop, the sale of
merchandise, locker/storage rentals, the rental of equipment owned by the Contractor, and the use
of the driving range shall be retained by Contractor.
IV. IIse of the Clubhouse. The Contractor shall use any and all parts of the clubhouse (except
the snack bar area) and the golf car storage building, hereinafter collectively referred to as
"clubhouse," for the purpose of operating the concessions and for other incidental purposes only.
The clubhouse shall not be used for any other purpose without the prior written consent of City.
V. Maintenance-andRepairs.
A. The City shall be responsible to maintain and repair the interior and exterior of the
clubhouse. The City shall not in any way be liable to the Contractor for failure to make repairs
unless the Contractor has previously notified the City in writing of a need for such repairs, and the
City has failed to commence and complete said repairs within a reasonable period of time following
receipt of the notification.
B. The Contractor shall be liable for and shall reimburse the City for the cost of any
repairs or damage caused by any act or negligence.of the Contractor or its agents or employees.
C. The Contractor shall secure the retail pro shop area and shall provide janitorial
services to that area, keeping it clean and in good sanitary condition as required by the ordinances,
regulations and statutes of the City of Fort Collins, County of Larimer and State of Colorado.
D. The Contractor shall neither hold nor attempt to hold the City liable for any injury
or damage, either proximate or remote, occasioned through or caused by defective electrical wiring
or the breaking or stoppage of plumbing or sewage in or upon the clubhouse, whether said breakage
or stoppage results from freezing or otherwise.
E. The Contractor shall not permit nor suffer the clubhouse or the walls thereof to be
endangered by overloadings nor permit it to be used for any purpose which would render the
insurance thereon void or insurance risks more hazardous without prior written consent of the City,
which consent may be conditioned upon the Contractor obtaining additional specific insurance
coverage for such more hazardous risks.
A. All alterations, additions, improvements or changes to the clubhouse by the
Contractor subsequent to the commencement of the term shall be subject to the prior written
approval of the City.
B. The City reserves the right, from time to time (without invalidating or modifying this
Agreement), to make alterations, changes and additions to the land and improvements of which the
clubhouse forms a part.
C. The Contractor hereby indemnifies and agrees to hold the City harmless from all
liens, claims or charges on account of any alterations, additions, improvements or changes to the
clubhouse by Contractor.
D. At the end of the term of this Agreement, all fixtures, equipment, additions and
alterations, except trade fixtures installed by the Contractor, shall be and remain the property of the
City. Provided, however, the City shall have the option to require the Contractor to remove any or
11 such fixtures, equipment, additions and alterations and restore the clubhouse to the condition that
existed immediately prior to such change and installation, normal wear and tear excepted, all at the
Contractor's cost and expense. All such work shall be done in a good and workmanlike manner and
shall consist of new materials unless otherwise agreed to by the City.
VII. Utilities. The City shall pay all charges for water, sewer, gas, trash collection, security
alarm system, telephone and electric services to the clubhouse; except, however, that the Contractor
shall reimburse the City on a monthly basis for all long distance and two-thirds of local telephone
charges accruing as a result of calls by Contractor, its agents and employees.
VIII. Credit Card Billing System. The City and the bank handling the City's banking services will
allow the Golf Professional to use the City's credit card billing system for the collection of all City
fees and charges, as well as for specified Golf Professional/concession fees, with the Golf
Professional paying for their share of said service, and at the rate established by the City's bank.
EXHIBIT C
CITY -OWNED INVENTORY
Cash Register
Television Set
All tables, chairs, lamps and pictures, with the clubroom
Counters
Public Address System
EXHIBIT D
CONTRACTOR -PROVIDED PERSONAL PROPERTY
[LIST TO BE PROVIDED NO LATER THAN MARCH 1, 1997.]
EXHIBIT E
INSURANCE LIMITS
$500,000 -- Commercial General Liability with Combined Single Limit
Statutory -- Workers' Compensation Coverage A
$100,0001$100,0001$500,000 -- Workers' Compensation Coverage B
8.2 Golf Services Fee ........................................ 6
8.3 Concession Fee ......................................... 6
8.4 Time of Payment ........................................ 6
ARTICLE 9 Utilities, Maintenance and Janitorial Duties ....................... 6
9.1 Utilities .............................................. 6
9.2 Maintenance and Repair ................................... 6
9.3 Cleaning and Janitorial .................................... 7
ARTICLE 10 Acceptance and Trade Fixtures ............................... 7
10.1 Concession Space, City Equipment and Fixtures .................... 7
10.2 Acceptance ............................................ 7
10.3 Installation of Equipment and Trade Fixtures ...................... 7
10.4 Removal of Equipment, Trade Fixtures ......................... 7
10.5 Title to Improvements ..................................... 8
10.6 Applicable Law ......................................... 8
ARTICLE 11 Damage by Contractor .................................... 8
ARTICLE 12 Total or Partial Destruction ................................. 8
12.1 Concession Space or Other Major Component
Rendered Untenantable ............................... 8
12.2 Concession Space Only Untenantable ............................ 9
12.3 Components Tenantable ..................................... 9
12.4 Removal of Rubbish ....................................... 9
12.5 Exception for Damage Caused by Contractor ....................... 9
12.6 No Claim by Contractor .................................... 9
ARTICLE 13 Indemnification and Insurance ................................ 9
13.1 City's Liability .......................................... 9
13.2 Indemnification ......................................... 10
13.3 Patent Representation ..................................... 10
13.4 Contractor Insurance ...................................... 10
13.5 Precautions Against Injury .................................. 10
13.6 Failure to Insure ........................................ 10
ARTICLE 14 No Interest in Real Property ................................ 10
ARTICLE 15 Assignment ........................................... 10
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ARTICLE 16 Right of City to Enter, Inspect and Make Repairs .................. 11
16.1 In General ............................................ 11
16.2 Obstruction by City ...................................... 11
16.3 Obstruction by Contractor .................................. 11
16.4 No Eviction or Abatement .................................. 11
ARTICLE 17 Default, Rights of Termination .............................. 12
17.1 Default by Contractor ..................................... 12
17.2 Cities Remedies on Default .................................. 12
17.3 Rights and Remedies Reserved 13
ARTICLE 18 Miscellaneous Provisions .................................. 13
18.1 Cumulative Rights ....................................... 13
18.2 Non -Waiver ........................................... 13
18.3 Non -liability of Individuals Other than_ Contractor .................. 13
18.4 Limitations on Use ....................................... 14
18.5 Governing Law ......................................... 14
18.6 Benefits .............................................. 14
18.7 Construction ........................................... 14
18.8 Successors and Assigns .................................... 14
18.9 Headings ............................................. 14
18.10 Attorney Fees .......................................... 14
18.11 Contract Documents, Entire Agreement ......................... 14
18.12 Severability........................................... 14
18.13 Surrender of Possession ................................... 15
18.14 City Representative ...................................... 15
18.15 Notices .............................................. 15
18.16 Schedules and Exhibits .................................... 15
18.17 Force Majeure......................................... 15
18.18 No Limitation on General Powers ............................. 15
18.19 No Relationship ........................................ 16
18.20 Personal Services ....................................... 16
18.21 Survival ............................................. 16
iii
COLLINDALE GOLF COURSE
GOLF SERVICES AGREEMENT
This Golf Services Agreement, hereinafter called the "Agreement, " is made and entered
into as of the loth day of December, 1996, by and between THE CITY OF FORT COLLINS,
COLORADO, a municipal corporation, hereinafter called "City," and JAMES H. GREER,
hereinafter called "Contractor", regarding certain services to be provided at the Collindale Golf
Course, 1441 East Horsetooth Road, Fort Collins, Colorado, 80525 (the "Golf Course").
WITNESSETH:
Golf Services
Contractor agrees to provide golf services in accordance with the Scope of Golf Services
description, consisting of 1 page, attached hereto as Exhibit "A" and incorporated herein by this
reference ("Golf Services"), such services to be provided primarily by the Contractor.
Grants of Concessions
The City grants and Contractor accepts the responsibility of operating a Golf Pro Shop and
Driving Range Concession in accordance with the Scope of Pro Shop and Driving Range Services
description, consisting of 3 pages, attached hereto as Exhibit "B" and incorporated herein by this
reference ("Pro Shop and Driving Range Services").
Concession Space
For the purposes of this Agreement, the "Concession Space" shall mean any and all parts
of the pro shop and clubhouse building (except the snack bar concession area) at the Golf Course.
Contractor's Use of the Concession Space
4.1 In General. Subject to other limitations expressed in this Agreement, the City
grants to Contractor the right to exclusive use of the Concession Space and the right to use in
common with others the public areas of the Golf Course, in conjunction with its operations under
this Agreement, in such spaces and manner as may be prescribed by the City.
4.2 Designation of Snw i g Air as. The City shall designate smoking and non-smoking
areas of the Concession Space in compliance with the applicable Fort Collins City ordinance.
4.3 Restriction on Items Offered for Sale. In no event shall Contractor offer for sale
or otherwise supply smoking instruments or tobacco at the Golf Course.
4.4 Compliance with Applicable Law. The Contractor agrees to comply fully with all
applicable state and federal laws and regulations and municipal ordinances, as well as all rules and
regulations adopted by the City or any of its Boards, Service Areas, Divisions or Departments
having jurisdiction over the Golf Course.
Rights of Ingress and Egress
5.1 In General. The Contractor shall have the right of ingress and egress to and from
the Concession Space for Contractor's employees, agents and invitees to the extent reasonably
necessary in connection with the conduct of Contractor's business under this Agreement. Areas
designated as restricted areas by the City shall be excluded.
5.2 Closures. The City may, at any time, temporarily or permanently, close or consent
to or request the closing of any roadway or any other way at, in or near the Golf Course, presently
or hereafter used as such, so long as reasonable and safe means of ingress and egress remains
available to Contractor.
Ff71Y(yw
Undertakings of Contractor
6.1 Service. Contractor agrees:
6.1.1 The Contractor shall furnish and pay for all equipment, except as otherwise
provided by the City pursuant to Article 10, all goods, labor, transportation,
2
supervision and services necessary to provide services in accordance with this
Agreement.
6.1.2 Contractor acknowledges the desire and obligation of the City to provide a
high level of service to the public. Therefore, Contractor agrees to offer for sale
from the Concession Space only high quality merchandise and products. If, in the
opinion of the City, the selection of items offered is inadequate or not of high
quality or if.any of the items are found to be objectionable for display and/or sale
in a public facility, the items shall be removed or replaced as required by the City.
The City Representative shall meet and confer with Contractor regarding such
matters. However, Contractor acknowledges that the City's determination as to the
same shall be conclusive. Failure of Contractor to correct, rectify or modify its
quality within five (5) days of being advised in writing to do so shall be cause for
default.
6.1.3 Contractor warrants that all Golf Services and related responsibilities performed
under this Agreement shall be performed with the highest degree of competence and care
and in accordance with the highest modern professional golfing standards in leading golf
clubs and golf courses.
6.2 Hours o Qperation. Subject to the exception for inclement weather expressed
below, the Contractor will be required to provide services under this Agreement as follows:
A. During the months of April, May, June, July, August and
September, from at least 6:00 A.M. through sundown (or later if golfers remain on
the course);
B. During the months of October, November, December, January,
February and March, from at least 8:00 A.M. to sundown (or later if golfers
remain on the course);
C. Exceptions to the daily schedule may be made, subject to the consent
of the City, if closing is dictated by weather and/or course play.
6.3 Contractor Pers9.nne1. Contractor shall control the conduct and demeanor of its
agents and employees. Upon objection from the City concerning the conduct or demeanor of any
such person, the Contractor shall immediately take all lawful steps to remove the cause of the
objection. If the City so requests, Contractor agrees to supply and require its employees to wear
suitable attire and to wear or carry badges or other suitable means of identification, the form for
which shall be subject to prior and continuing approval of the City.
6.4 etatements, Recordkeeping and Audits. Contractor shall keep books and records
of the business, including an accounting of all revenue and expenses of the concession operation,
k,
in accordance with good accounting practice and in such form as is satisfactory to the City. The
Contractor hereby grants to the City the right to audit Contractor's books and records for its
operation at the Golf Course and agrees to make available to the City, or its authorized
representative, at any time, Monday through Friday inclusive, between the hours of 9:00 a.m. and
5:00 p.m., at the offices of the City or the Golf Course, at the City's election, all records, books
and relevant related information as may be required for audit purposes.
6.5 Physical Interference. Contractor shall not do, nor permit to be done, anything
which may interfere with the effectiveness or accessibility of the drainage system, sewerage
system, fire protection system, sprinkler system, alarm system and fire hydrants and hoses, if any,
installed or located in the Concession Area or elsewhere at the Golf Course.
6.6 Taxes. Contractor agrees to pay all local, state and federal social security,
unemployment insurance, sales, use, personal property and other taxes, assessments and payments -
in -lieu which, during the term of this Agreement or any extension hereof, may become a lien of
which may be levied or charged by the State, County, City of Fort Collins or other tax -levying
body upon or with respect to the Concession Space or the Golf Course, upon any taxable interest
acquired by the Contractor in this Agreement, or any taxable possessory right which Contractor
may have in or to the Concession Space or facilities or the improvements thereon, by reason of
Contractor's occupancy or use thereof, or otherwise, as well as all taxes on taxable property, real
or personal, owned by Contractor or taxes on Contractor's operations or activities in or about the
Concession Space or elsewhere at Collindale Golf Course. However, except as otherwise
permitted by this Agreement, no charges, fees or taxes of any nature shall be imposed by the City
solely upon Contractor for exercising any right or privilege granted by the City to Contractor in
this Agreement with respect to the use of the Concession Space. Nothing herein shall prevent
Contractor from protesting, through due process, any taxes levied.
6.7 Licenses. Contractor agrees to obtain and pay for all licenses necessary in
connection with its operation, including without limitation a City business license and/or
occupation license.
6.7.1 Any such licenses held by the Contractor in connection with this Agreement
shall be surrendered by the Contractor upon termination of this Agreement.
6.7.2 Upon Contractor's surrender of all licenses and acquisition of new licenses
by such replacement Contractor as the City may select, the City shall reimburse
Contractor for such proportional amount of the cost of the license as may be
attributable to any remaining period which may exist from the date of Contractor's
surrender to license expiration.
4
Term
7.1 Period. The term of this Agreement shall commence on January 1, 1997, and,
unless terminated sooner, shall expire on December 31, 1997.
7.2 Renewal -- 1998. This Agreement shall be automatically renewed for a period from
January 1, 1998, until December 31, 1998, unless the Contractor is in default or unless one party
serves written notice to the other party of its intention to terminate the Agreement, provided such
written notice must be served at least ninety (90) days prior to December 31, 1997.
7.3 Renewal -- 1999. This Agreement shall be automatically renewed for a period from
January 1, 1999, until December 31, 1999, unless the Contractor is in default or unless one party
serves written notice to the other party of its intention to terminate the Agreement, provided such
written notice must be served at least ninety (90) days prior to December 31, 1998.
7.4 Renewal -- 2000. This Agreement shall be automatically renewed for a period from
January 1, 2000, until December 31, 2000, unless the Contractor is in default or unless one party
serves written notice to the other party of its intention to terminate the Agreement, provided such
written notice must be served at least ninety (90) days prior to December 31, 1999.
7.5 Renew al=_2001. This Agreement shall be automatically renewed for a period from
January 1, 2001, until December 31, 2001, unless the Contractor is in default or unless one party
serves written notice to the other party of its intention to terminate the Agreement, provided such
written notice must be served at least ninety (90) days prior to December 31, 2000.
7.6 Extension. This Agreement may be extended beyond the original five (5) year
term if performance is satisfactory and subject to City Council approval and negotiation of a
mutually acceptable extension agreement.
7.7 Mding-OYer. In the event that the Contractor, or its successor in interest, if any,
shall remain beyond the term set forth herein, although no right to remain is given by this Article,
it is the intention of the parties and it is hereby agreed that a right of use from month -to -month
shall then arise subject to all provisions and conditions of this Agreement in connection with such
right, except that the City shall have the sole right to determine reasonable fees for any holdover
period.
61