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5023
Contract Number: 5023 Vendor: SCOTT ALEXANDER'S GOLF SHOP, INC. Subject: Gold Mountain Golf Course Lease Department: Parks File Class: LEG 12-1 Begin Date: 5/2/2011 End Date: 12/31/2012 Review Date: 7/1/2012 Vault Date: Comments: LEASE THIS LEASE is entered into on the date fully executed by and between THE CITY OF BREMERTON, a municipal corporation, (hereinafter referred to as "City"), and SCOTT ALEXANDER'S GOLF SHOP, INC., a Washington corporation, (hereinafter referred to as "Lessee") WHEREAS, the City is the owner of Gold Mountain Golf Club ("Golf Club"), which ownership includes the land upon which said golf complex is located, the buildings and other improvements which are a part thereof, and WHEREAS, the Golf Club consists of one 18 -hole golf course known as "Cascade Course", one 18 -hole golf course known as the "Olympic Course", a driving range and snack shack, the clubhouse containing a Pro Shop, restaurant, adjacent terrace and adjoining pavilion, and other related facilities and structures, collectively also referred to herein as ("Golf Club") WHEREAS, Lessee has served the City as its golf professional for many years It is the desire of the Lessee and City to continue this relationship The Lessee and the City are simultaneously, with the execution of this Lease, also entering into an agreement for golf management and services entitled "Golf Management Agreement" so that the Lessee will serve as the Golf Course Professional, and provide management services, golf cart service and food and beverage services for the Golf Club, and WHEREAS, As an inducement for Lessee to enter into the Golf Management Agreement and to assure that the customers receive all of the services that are customary for a golf course, the City has agreed to lease the driving range and a portion of the clubhouse to the Lessee The portion of the clubhouse to be leased to the Lessee is for a Pro Shop and a restaurant which includes cart food and beverage services for the golf courses, and WHEREAS, Lessee has a private golf cart rental business and agrees to provide golf cart services to the customers of the Golf Club from this business Additionally, Lessee desires to lease land from the City at the Golf Club for the storage of golf carts unrelated to the business at the Golf Club, and WHEREAS, The purpose of this Lease is to provide for the Lessee to operate the Pro Shop, restaurant, golf cart service and driving range as well as to operate its private golf cart rental business while serving as the City's Golf Professional under the terms of the Professional Service Agreement referenced above, and NOW, THEREFORE, for valuable consideration and by mutual consent of the parties, the prior Lease Agreement between the parties is hereby terminated in it entirety and replaced with a new lease as follows 1. PREMISES. City does hereby lease to the Lessee the clubhouse containing a Pro Shop, restaurant, the Cascade room and the Olympic room, offices, storage area, adjacent terrace and adjoining pavilion ("Clubhouse") as set forth in Exhibit A, as well as portions of real property Gold Mountain Lease described as the driving range and snack shack located adjacent to the Cascade Course ("Driving Range"), and the cart pad consisting of approximately 15,000 square feet of land ("Cart Pad") as set forth in Exhibit B, collectively also referred to herein as ("Premises"), said exhibits attached hereto and incorporated by reference. The Premises are located upon real property commonly known as the Gold Mountain Golf Club ("Golf Club") legally described as Section 36, Township 24 N, Range 1 West, WM in Kitsap County, Washington 2. TERM. The term of this Lease shall be two (2) years commencing on January 1, 2011 (the "Commencement Date") and shall terminate on December 31, 2012, unless otherwise earlier terminated in accordance with Section 17. 3. CONSIDERATION. (a) Rent. Lessee shall be obligated to pay the following Lease Payment for the Premises 1. Fixed Fee Lessee shall pay a fixed fee as follows I Clubhouse Base Rent of THIRTY-NINE THOUSAND AND NO/100 DOLLARS ($39,000 00) per year payable $5,460 00 on January 1, $14,040 00 on April 1, $14,040 00 on July 1, and $5,460 00 on October 1 of each year during the term of this lease ii Cart Pad Base Rent of THREE THOUSAND FOUR HUNDRED FORTY FOUR AND NO/DOLLARS ($3,444 00) per year payable in quarterly payments of ($86100) on January 1, April 1, July 1, and October 1 of each year during the term of this lease 2. Percenta eg Fee In addition, the Lessee shall pay additional Rent as follows 1 Cart Rental Six percent (6%) of the gross revenue from the Golf Club golf cart rental, and ii Driving Range Eight percent (8%) of the gross revenues from Driving Range fees These amounts shall be paid quarterly for the preceding quarter, payable on April 15, July 15, October 15 and January 15 Lessee shall provide a quarterly accounting to the City of all "gross revenues" at the same time it makes the quarterly payment The City reserves the right to inspect the financial statements and records of the Lessee at any reasonable time and may require accounting to be performed in accordance with City audit standards (b) Additional Consideration. As additional consideration for this Lease, Lessee agrees to provide Golf management services, operate a Restaurant and provide golf cart services to customers of the Golf Club The City and Lessee, contemporaneously with the execution of this Lease, have entered into the Golf Management Agreement in which the Lessee agrees to perform the services of the Golf Professional for the Golf Club A breach of the Golf Management Agreement shall be deemed a breach of this Lease In addition, the failure to operate the Restaurant or failure to provide golf cart services to the customers of the Golf Club as provided in this Lease shall be deemed a breach of this Lease The faithful performance of the terms of said agreement and the operation of a Restaurant and provision of golf cart services are part of the consideration for entering into this Lease 2 Gold Mountain Lease (c) Overdue Rent. Unpaid installments of the Monthly Rent or other sums due hereunder shall, if not timely paid, be subject to a later charge of Fifty and No/ 100 Dollars ($50 00) to cover the excess costs of administration and shall bear interest from the date due of 12 percent (12%) until all rent and interest has been paid in full Lessee hereby further agrees to pay any attorneys' fees and expenses incurred by City by reason of Lessee's failure to pay Monthly Rent or other charges when due hereunder (d) Holding Over. If Lessee remains in possession of the Premises or any part thereof after the expiration of the term of this Lease without the express written consent of City, such occupancy shall be a tenancy from month-to-month at a rental in the amount of 120% of the last Monthly Rent, plus all other charges and Additional Rent payable hereunder, and upon all the terms hereof applicable to a month-to-month tenancy (e) Receipting and Depositing. All revenue collected from transactions generated from the Driving Range and Pro Shop must be processed through the Point of Sale System and deposited as provided in Section 10 of the Golf Management Agreement (f) Credit Card Costs and Fees. Lessee shall be responsible for all credit card costs and related fees incurred for Lessee's business pursuant to this Lease 4. LEASEHOLD EXCISE TAX, OTHER TAXES AND ASSESSMENTS. In addition to the Lease Payment, Lessee shall pay a leasehold excise tax, pursuant to RCW 82 29A 030, on all Lease Payment amounts paid to the City, currently in the amount of 12 84 percent of the base Lease Payment and as may be adjusted pursuant to Ch 82 29A RCW Lessee shall pay the Leasehold tax with the applicable rent payment Lessee shall also pay all taxes assessments, and all other governmental charges, of any kind whatsoever, applicable or attributable to the Premises, Lessee's leasehold interest, the improvements, or Lessee's use and enjoyment of the Premises Lessee shall pay these taxes and assessments when due or as otherwise requested by the City 5. USE OF PREMISES. (a) Pro Shop. The Golf Pro Shop may be used for all activities normally related to the retail activities of a golf course including, but not limited to, retail sales of golf related merchandise, equipment rental, and golf related professional services The Lessee shall maintain an adequate stock of golf related merchandise to serve the playing public The Lessee shall have the exclusive right to salvage golf balls from all water hazards at Gold Mountain (b) Driving Range. The Driving Range may be used for all activities normally related to operating a Driving Range, including, but not limited to, providing lessons and rental of balls and equipment The Lessee has the exclusive right to rent practice balls on the Driving Range The Lessee shall provide and maintain ball dispensing machines, ball retrieval and washing equipment The Lessee shall be responsible for retrieving the balls Lessee shall maintain the counter/kiosk area at the Driving Range The City shall be responsible for grass related maintenance of the Driving Range (c) Cart Pad. The Lessee shall have the right to use the Cart Pad for the storage, Gold Mountain Lease maintenance and operation of his private golf cart rental business (d) Golf Carts. Lessee will provide all necessary golf cart services to the customers of the Golf Club from Lessees golf cart business (e) Restaurant. Lessee will operate a Restaurant and provide all necessary related services including cart food and beverage services on the golf courses to the customers of the Golf Club (collectively, "Restaurant"). In providing the general services described above, Lessee shall provide not less than the following specific services 1. The Lessee will be responsible, and assume all costs and expenses, for the operation, management, and supervision of all food and beverage service operations on the Premises as proposed by Lessee and approved by City, including but not limited to, restaurant, vending machines and providing catering for special events at the Golf Club Lessee shall be responsible for the furnishing of adequate stock of food and beverage supplies at its cost and expense 2. The Lessee shall be responsible for hiring, training and managing sufficient employees to adequately staff the restaurant and lounge Lessee shall provide high caliber quality staff properly certified and permitted to provide food and alcohol service as required by state law 3. The Lessee shall apply and prepare the application and shall assume responsibility for all costs and expenses of the application for an applicable liquor license The Lessee shall abide by state requirements regarding use of alcohol at the Golf Club The City shall execute any reasonable, appropriate documents as owner of the Golf Club that may be required in conjunction with such application 4. The Lessee shall be responsible for obtaining all necessary licenses and permits for the operation of a restaurant and lounge 5. Lessee shall provide adequate notice and signage at all points of entry to the restaurant as well as the front entrance to the Clubhouse designating that the restaurant is open or closed for business (f) City's Use of Clubhouse. By mutual agreement of the Director of Parks and Recreation, or his or her designee and Lessee, portions of the Clubhouse, including the Cascade room and the Olympic room and related facilities, may be used by City for use on a non- interference basis with no room charges assessed when conducting City's business Room set-up is the responsibility of the City (g) Compliance with Laws. Lessee shall not use the Premises or any part thereof for any illegal purpose Lessee shall not engage in any activity with respect to or on the Premises other than the express uses and purposed stipulated therein, without obtaining prior written consent from the City, which consent can be withheld for any reason Lessee agrees to conform to municipal, county, and state codes, statutes, ordinances, and regulations concerning the use and occupation of the Premises 6. UTILITIES. The City agrees to provide and pay all charges for electricity, water, sewer, gas/propane, garbage, telephone, and for all other public utilities used in the Premises The City shall not be responsible for failure of provision of these services unless said failure is due to 2 Gold Mountain Lease nonpayment for services Each party shall pay Internet and web page costs and expenses related to their duties and responsibilities under this Agreement, unless otherwise agreed 7. ALTERATIONS AND ADDITIONS. Lessee shall not make or allow to be made any alterations, improvements, or changes to or of the Premises or any party thereof without the prior written consent of City, and all improvements, alterations, or changes so made, shall become a part of the lease Premises and shall belong to City upon expiration or sooner termination of this Lease With respect to such alterations, improvements or changes to the Premises requested by Lessee, City's consent shall not be unreasonably withheld. In the event City consents to the making of any alterations, additions, or improvements to the Premises by Lessee, the same shall be made by Lessee at Lessee's sole cost and expense, the Premises and Lessee's leasehold interest therein shall remain free from any lien of any kind whatsoever, and construction of such alterations, additions or improvements shall be done in compliance with all laws and governmental requirements 8. MAINTENANCE AND REPAIRS. (a) Clubhouse Maintenance. 1. Lessee shall maintain the facilities in a clean, neat and hygienic condition Lessee shall provide basic janitonal services, including supplies necessary to provide adequate Janitorial services These services shall include, but not be limited to I Cleaning all carpets annually, ii Vacuuming floors at least daily during peak season, iii Cleaning restrooms and all common areas at least daily, IV Providing periodic spot checks of restrooms to replenish supplies and paper products and attend to problems as needed, and V Clean windows and clean patios, sidewalks and other common areas as needed 2. The Lessee shall maintain the Clubhouse, and exterior patios, including garbage containers around Clubhouse buildings and entryways, in a clean, well kept, orderly manner to the satisfaction of the City Lessee shall conduct minor maintenance and repairs to interior facilities and fixtures, including lights, plumbing, and locks associated with Lessee's area of responsibility 3. Lessee shall be responsible for the costs of supplies for operations at its cost and expense (b) Furniture, Fixtures and Equipment. 1. By taking possession of the Premises, Lessee shall be deemed to have accepted the Premises as being clean and in good order, condition, and repair Lessee will at all times keep the Premises neat, clean and in a sanitary condition Lessee shall, at Lessee's expense, keep the Premises and every part thereof in good condition and repair (except as hereinafter provided with respect to City's obligations set forth below Damage caused by Lessee's use of the Premises shall be repaired at the sole cost and expense of Lessee Lessee shall be responsible for repair of any damage resulting from the negligence of Lessee 2. The Lessee shall provide maintenance and repair services for all furniture, fixtures and equipment (FF&E) including kitchen appliances and fixtures, restaurant furniture, all FF&E within the restaurant, Lessee owned tools and equipment, all Lessee leased equipment 5 Gold Mountain Lease and City owned FF&E listed in Exhibit C, provided however, if the repair cost for City owned FF&E listed in Exhibit C is anticipated to exceed $1,000 00, Lessee shall notify City and Lessee and City shall discuss whether the item needing repair should be replaced rather than repaired based on the remaining useful life of the item Replacement of City owned equipment shall be in the sole discretion of the City and the City shall arrange for equipment replacement in accordance with available funding. 3. Lessee shall, upon the expiration or sooner termination of this Lease, surrender the Premises to City in good condition, clean, excepting only ordinary wear and tear and destruction or damage by such conditions over which Lessee has no control, or such damage as may be due to the failure of City to comply with any covenant herein contained to be performed by City (c) Building Structure. City shall, at City's expense, repair and maintain the structural portions of the Building, except those specifically allocated to Lessee at Sections 8(a) and 8(b) above, including the roof, foundation, bearing and exterior beams and supports, flooring and subfloonng, plumbing, HVAC, windows, doors, pipes, electrical wiring and conduits within and serving the premises There shall be no abatement of Rent and no liability of City by reason of any injury to or interference with Lessee's business ansing from the making of any repairs, alterations, or improvements in or to any portion of the Building or the Premises or in or to fixtures, appurtenances, and equipment if City shall have taken every reasonable measure to avoid any such injury and interference City shall provide landscaping services for the Driving Range field City shall not be required to redecorate the Premises at any time 9. LIENS. Lessee shall keep the Premises, Lessee's leasehold interest therein and the Building and Land on which the Premises are situated free from any liens ansing out of any work performed, materials furnished, or obligations incurred by Lessee 10. INDEMNIFICATION. Lessee shall indemnify, defend and hold City harmless from all loss damage, liability or expense resulting from any injury to any person or any loss of or damage to any property caused by or resulting from any act or omission of Lessee or any officer, agent, employee, guest, invitee or visitor of Lessee in or about the Premises or the Building, but the foregoing provision shall not be construed to make Lessee responsible for injuries to third parties caused by the negligence of City or any officer, agent, employee, guest, invitee or visitor of City City shall not be liable for any loss or damage to person or property sustained by Lessee, or other persons, which may be caused by theft or any act of neglect of any Lessee or occupant of the building, or of any other person, or by any other cause, unless caused by the sole negligence of City or its officers, licensees, agents, employees, guests, invitees or visitors 11. LIABILITY INSURANCE; HAZARD INSURANCE. (a) Liability Insurance. Lessee, at its own expense, shall provide and keep in force with companies acceptable to City comprehensive general liability insurance in the amount of not less than One Million Dollars ($1,000,000 00) per occurrence for bodily injury and property damage Lessee shall furnish City with a certificate of such policy within thirty (30) days of the Commencement Date of this Lease and whenever required shall satisfy City that such policy is in full force and effect Such policy shall name City as an additional insured and shall be primary and noncontributing with any insurance carried by City The policy shall further provide that it 6 Gold Mountain Lease shall not be canceled or altered without twenty (20) days prior written notice to City Lessee further agrees to procure, at no expense to the City, industrial insurance for all employees of Lessee (b) Hazard Insurance. Throughout the term of this Lease, City shall procure and maintain fire, hazard and extended coverage insurance on the Premises Should the property become uninhabitable due to loss or become uninhabitable for any other reason the City shall have the option of terminating this lease 12. DAMAGE OR DESTRUCTION. In the event the Premises, other than the Clubhouse are damaged to such an extent as to render the same unusable in whole or in substantial part, or are destroyed, Lessee shall give City or City's agent immediate written notice thereof, and it shall be optional with City to repair or rebuild the same City shall have not more than ninety (90) days after date of such notification to notify Lessee in writing of City's intention to repair or rebuild the Premises, or the part so damaged and, if City elects to repair or rebuild Premises, City shall prosecute the work of such repairing or rebuilding without unnecessary delay, and during such period the rent of the Premises shall be abated in the same ratio that that portion of the Premises rendered for the time being unfit for occupancy shall bear to the whole of the Premises If City shall fail to give the notice aforesaid, Lessee shall have the right to declare this Lease terminated by written notice served upon City or City's agent In the event that there is not sufficient insurance to pay for the repair or rebuilding of any damaged structure, then the City, in its sole discretion, may terminate this Lease Provided, however, prior to terminating the Lease for this reason, the City shall discuss with the Lessee other ways to provide for the funding shortfall, but such will not prohibit the City from terminating the lease In the event the Clubhouse is damaged (even though the Premises shall not be damaged thereby) to such an extent that in the reasonable opinion of City it shall not be practicable to repair or rebuild, or its destroyed, then it shall be optional with City to terminate this Lease by written notice served on Lessee within thirty (30) days after such damage or destruction 13. PERSONAL PROPERTY. Where furnished by or at the expense of Lessee, all movable property, furniture, furnishings and trade fixtures, other than those affixed to the Premises so that they cannot be removed without material damage, shall remain the property of and be removable by Lessee, and in case of damage by reason of such removal, Lessee shall restore the Premises, Building or common areas to good order and condition Lessee shall pay or cause to be paid before delinquency any and all taxes levied or assessed and which become payable during the term hereof upon all Lessee's improvements, equipment, furniture, fixtures, and other personal property located in the Premises 14. ENTRY BY CITY. At any and all reasonable times during regular business hours, upon one (1) day's prior notice to Lessee, City reserves and shall have the right to enter the Premises to inspect the same a reasonable number of times, to submit the Premises to prospective purchasers or Lessees, to repair the Premises and any portion of the Building that City may deem necessary or desirable, without abatement of Rent, and may for the purpose erect scaffolding and other necessary structures where reasonably required by the character of the work to be performed, always providing that the entrance to the Premises shall not be blocked thereby and further providing that the business of Lessee shall not be interfered with unreasonably Lessee hereby waives any claim for damages or for any injury or inconvenience to or interference with Lessee's 7 Gold Mountain Lease business or any loss of occupancy or quiet enjoyment of the Premises, and any other loss occasioned thereby, if City shall have taken every reasonable measure to avoid any such injury, inconvenience or interference. City shall have the right to use any and all means which City may deem proper to open any doors or otherwise obtain access to the Premises in an emergency, without liability to Lessee except for any failure to exercise due care for Lessee's property, and any entry to the Premises obtained by City by any of said means or otherwise shall not under any circumstances be construed or deemed to be a forcible or unlawful entry into or a detainer of the Premises or an eviction of Lessee from the Premises or any portion thereof 15. ASSIGNMENT AND SUBLETTING. Lessee shall not either voluntarily or by operation of law assign, transfer, mortgage, pledge hypothecate, or encumber this Lease or any interest therein and shall not sublet the Premises or any part thereof or any right or privilege appurLessee thereto or allow any person (the employees, agents, servants, and invitees of Lessee excepted) to occupy or use the Premises or any portion thereof, without the prior written consent of City, which consent by City shall not be unreasonably withheld Any such assignment or subletting without compliance with the terms of this paragraph shall be void and shall, at the option of City, constitute a default under the terms of this Lease If Lessee is a corporation, any transfer of this Lease from Lessee by merger, consolidation, or liquidation or any change in the ownership or power to vote in the majority of the outstanding voting stock of Lessee shall constitute an assignment for purposes of this paragraph Consent to one assignment, subletting, occupation, or use by any other person shall not be deemed to be a consent to any subsequent assignment, subletting, occupation, or use by another person Consent to any such assignment or subletting shall in no way relieve Lessee of any liability under this Lease City may assign the Rent herein provided to any person, partnership, corporation, or bank, and Lessee agrees when notified in writing by the assignee of such assignment to make the Rent payments to assignee under the terms of said assignment 16. LESSEE'S DEFAULT. In case of violation of this Lease by Lessee, the City shall notify Lessee in writing of such violation The Lessee shall cure any default that imposes an immediate threat to the public health, safety or welfare within 24 hours Any default in the payment of monies due under any provision of this Lease shall be cured within 10 days All other violations shall be cured within thirty (30) days following the delivery of said notice, provided, however, that if the nature of Lessee's default is such that more than thirty (30) days are reasonably required for such cure, then Lessee shall not be deemed to be in default if Lessee commences such cure within said thirty (30) days and thereafter, diligently prosecutes such cure to completion In the event of the failure of the Lessee to remedy any default or violation of the covenants, agreements, or conditions herein contained within the period of time specified in the notice, this Lease and all rights of Lessee hereunder shall be terminated and the City shall have the right to enter upon the Premises and re -take possession thereof Continued violations for same or similar reasons may be grounds for immediate termination if a subsequent violation occurs after the City gives notice that it intends to terminate upon the further occurrence of similar violations 17. REMEDIES ON DEFAULT. - (a) Termination and Re-entry. This Lease can be terminated for good cause Good cause shall mean any of the following, Gold Mountain Lease 1. failure to timely cure a default of this Lease after notice as provided in Section 16 above, 2. termination or expiration of the Golf Management Agreement, 3. failure to operate a restaurant or provide golf cart services as provided in this Lease, 4. lack of sufficient insurance proceeds to rebuild or repair the facility after damage or destruction, 5. insolvency of the Lessee, or the appointment of a receiver to administer its financial affairs, or 6. any reason specified elsewhere in this Lease, or the attachments hereto, that is designated as grounds for termination Upon the termination of the Lease, the Lessee shall vacate the Premises, and the City may immediately reenter and take possession of the Premises without the necessity of a court order to do so (b) Costs of Recovery. Lessee agrees to pay City the cost of recovering possession of the Premises, the expense of reletting, and any other costs or damages ansing out of Lessee's default including, without limitation, the costs of removing persons and property from the Premises, the costs of repairing or altering the Premises for reletting, brokers' commissions, and legal expenses and fees Notwithstanding any termination, reentry, or reletting, the liability of Lessee for the Rent and Additional Rent for the balance of the tern of this Lease shall not be extinguished and Lessee shall pay and City may recover from Lessee at the time of termination, reentry, or reletting, the excess, if any, of the amount of the Rent reserved in this Lease for the balance of the term hereof over the then reasonable rental value of the Premises for the same period Reasonable rental value shall mean the amount of rental which City does or could reasonably be expected to obtain as rent for the remaining balance of the Lease tern (c) Removal of Personal Property. In the event of a retaking of possession of the Premises by City, Lessee shall remove all personal property located thereon and upon failure to do so upon demand of City, City may remove and store the same in any place selected by City, including but not limited to a public warehouse, at the expense and risk of Lessee If Lessee shall fail to pay the cost of storing any such property after it has been stored for a period of thirty (30) days or more, City may sell any or all of such property at a public or private sale and shall apply the proceeds of such sale first to the cost of such sale, secondly to the payment of the charges for storage, if any, and thirdly to the payment of any other sums of money which may be due from Lessee to City under the terms of this Lease, and the balance, if any, to Lessee Lessee hereby waives all claims for damages that may be caused by City's lawfully reentering and taking possession of the Premises or lawfully removing and storing the property of Lessee as herein provided and will save City harmless from loss or damages occasioned by City thereby, whether such lawful reentry shall be considered or construed to be a forcible entry (d) Remedies Cumulative. The remedies hereinafter described shall be cumulative and City shall be entitled to pursue any other remedy now or hereafter available to City under the law or judicial decisions of the State of Washington 18. EMINENT DOMAIN. If the whole of the Premises (or the whole or part of the Building or improvements) shall be acquired or condemned by eminent domain for any public or E Gold Mountain Lease quasi -public use, or if a part of the Premises is so taken so that the Premises are rendered unsuitable for the business of Lessee, then the term of this Lease shall terminate as of the date title or possession shall be transferred in such proceeding, whichever shall occur first In the event of a partial taking or condemnation which is not extensive enough to render the Premises unsuitable for the business of Lessee, then City shall restore the Premises to a condition comparable to its condition immediately prior to such taking less the portion lost in the taking, and this Lease shall continue in full force and effect provided, however, that the monthly Lease Payment shall abate in the same ratio that the portion of the Premises so taken bears to the whole of the Premises City shall have the right to receive the compensation of damages awarded upon either such total or partial taking and Lessee shall have no claim thereto, provided that Lessee may independently pursue an award or compensation to Lessee for the taking of Lessee's personal property or fixtures or for the interruption of or damage to Lessee's business and for any other interest of Lessee 19. HAZARDOUS SUBSTANCES. Lessee shall not generate, release, spill, store, deposit, transport, or dispose of (collectively "Release") any hazardous substances, sewage, petroleum products, hydrocarbons, radioactive substances, medicinal, bacteriological, or disease -producing substances, hazardous materials, toxic substances or any pollutants or substances defined as hazardous or toxic in accordance with applicable federal, state, and local laws and regulations ("Hazardous Substances") in, on or about the Premises Lessee shall indemnify, defend and hold City harmless from any and all claims, liabilities, losses, damages, cleanup costs, response costs, and expenses (including reasonable attorneys' fees) ansmg out of or in any way related to the Release by Lessee, or any of its agents, representatives, or employees, or the presence of such Hazardous Substances in, on or about the Premises occurring at any time after the Commencement Date and ansmg out of the activities of Lessee, or any of its agents, representatives or employees The provisions of this paragraph shall survive termination or expiration of this Lease 20. GENERAL PROVISIONS. City and Lessee agree to the following general provisions (a) Costs and Attorney Fees. If, by reason of any default or breach on the part of either party in the performance of any of the provisions of this Lease, a legal action is instituted, the losing party agrees to pay all reasonable costs and attorney fees in connection therewith It is agreed that the venue of any legal action brought under the terms of shall be in Kitsap County (b) Insolvency. In the event that the Lessee shall become insolvent or go into bankruptcy, this Lease may be canceled at the option of the City without notice, and the City may take immediate possession of the Premises and the whole thereof and the same shall not become an asset in bankruptcy (c) Nondiscrimination. Lessee shall not discriminate in employment or services to the public on the basis of sex, race, color, creed, national origin, age, marital status, physical, mental or sensory handicap except an employment action based o a bona fide occupational qualification (d) Waiver. Failure to insist upon strict compliance with any terms, covenants or conditions of this agreement shall not be deemed a waiver of such, nor shall any waiver or relinquishment of such right or power at any time be taken to be a waiver of any other breach 10 Gold Mountain Lease (e) Binding Effect. This Lease shall be binding upon the heirs, successors, assigns and all other parties legally empowered with signatory rights of any or all of the parties hereto (f) Paragraph Headings. The paragraph or section headings of this Lease are not a part of this Lease and shall have no effect upon the construction or interpretation of any part hereof (g) Severability. Any provisions of this Lease which shall prove to be invalid, void, or illegal shall in no way affect, impair, or invalidate any other provision hereof and such other provision shall remain in full force and effect (h) Previous Agreements Superseded. The terms and conditions of this Lease supersede the terms, obligations and conditions of any existing or prior agreement between the parties regarding the subject matter of this Lease This lease replaces in its entirety any prior agreements including the prior Food and Beverage Agreement, prior leases and any amendments and extensions thereto (i) Entire Agreement. This Lease, including the exhibits and statutes referenced herein contain the entire agreement between the Parties and are the embodiment of all written or oral representations between the parties hereto 0) Amendments. This Lease may be amended at any time only by written agreement signed by the parties (k) Time. Time is of the essence of this Lease and each and all of its provisions in which performance is a factor (1) Recordation. Neither City nor Lessee shall record this Lease, but a short form memorandum hereof may be recorded at the request of City (m) Quiet Possession. Upon Lessee paying the Rent reserved hereunder and performing all of the covenants, conditions, and provisions on Lessee's part to be observed and performed hereunder, Lessee shall have quiet possession of the Premises for the entire term hereof, subject to all the provisions of this Lease The Premises are leased subject to any and all existing encumbrances, conditions, rights, covenants, easements, restrictions, rights-of-way, and any matters of record, applicable zoning and building laws, and such matters as may be disclosed by inspection or survey (n) Execution. This Lease may be executed in several counterparts, each of which shall be deemed an original instrument (o) Notices. All notices to be given hereunder shall be in writing and shall be personally delivered and receipt acknowledged, sent by United States certified mail, return receipt requested, sent by facsimile, with original delivered within three (3) days, or sent by overnight delivery through public or private service, delivery charge prepaid, and addressed to the party at the respective mailing address as herein set forth 11 Gold Mountain Lease To City Director of Parks and Recreation City of Bremerton 3456 1h Street, Suite 60 Bremerton, WA 98337 To Lessee Scott Alexander Scott Alexander's Golf Shop, Inc P O Box 197 Bremerton, WA 98312 It is understood that each party may change the address to which notice may be sent by giving a written notice of such change to the other party hereto in the manner herein provided (p) Lessee's Corporate Authority. Lessee is a Washington corporation, and each individual executing this Lease on behalf of said corporation represents and warrants that he or she is duly authorized to execute and deliver this Lease on behalf of said corporation, in accordance with a duly adopted resolution of the board of directors of said corporation or in accordance with the bylaws of said corporation, and that this Lease is binding upon said corporation in accordance with its terms Lessee further represents and warrants that it is fully registered and qualified to do business in the State of Washington IN WITNESS WHEREOF the parties hereto have executed this Lease on the date set forth below CITY OF BREMERTON PATTY L , Mayor SCOTT ALEXANDER'S GOLF SHOP, INC. By SCOTT ALEXANDER Its DATE 5'- 2 — / / DATE '1/7.7 / 2d 14 By IDARYL MAI Its AT ST DATE �07 CAROL t-TGEN, Cit Clerk AS TO FORM ERA LUBOVICH, City R \Legal\Legal\Files\Current Active Files\Gold Mountain\Lease Agreement - Fal doc 12 Gold Mountain Lease STATE OF WASHINGTON ) ) ss COUNTY OF KITSAP ) I certify that I know or have satisfactory evidence that Patty Lent is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he was authorized to execute the instrument, and acknowledged it as the Mayor of the City of Bremerton to be the free and voluntary act of such City for the uses and purposes mentioned in the instrument DATED NOTARY PUBLIC in and for the State of Washington, residing at My commission expires STATE OF WASHINGTON) ) ss COUNTY OF KITSAP ) I certify that I know or have satisfactory evidence that Scott Alexander is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument, and acknowledged it as the of Scott Alexander's Golf Shop, Inc to be the free and voluntary act of such Corporation for the uses and purposes mentioned in the instrument DATED -1077' // STATE OF WASHINGTON) ) ss\%� COUNTY OF KITSAP ) 6--,;?al�� LIC in and fort a State o 1dmg at expires I certify that I know or have satisfactory evidence that Daryl Matheny is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument, and acknowledged it as the of Scott Alexander's Golf Shop, Inc to be the free and voluntary act of such Corporation for the uses and purposes mentioned in the instrument DATED NOTARY PUBLIC in and for the State of Washington, residing at My commission expires 13 Gold Mountain Lease \�\\ 16° FIR !*.J-- *1 GOLD MOUNTAIN GOLF COURSE CITY OWNED FIXTURES, FURNITURE & EQUIPMENT ITEM QTY MAKE/MODEL 24" Ice Bin 1 Bar 36" Ice Bin 1 _ AED-Defribilator 1 HP/HeartStart Backbar Cooler, 1 I Beer Keg Racks 1 _ Basement Walk-in Refrigerator Beverage Balloon Memorial µ 1 Bar Chair Cart (for Folding Chairs) 1m µm Chairs (Bar Stools_) 6 Chairs (Folding - Banquet) 147 Chairs (Restaurant) 170 Cheese Melter, Wall Mounted 1 mw Computer 1 Gateway Select 1200 Dishwasher I 1 Blakeslee D-8 Dishwasher 1 Jackson Draft Beer Tower 1 Bar Drop-in Ice Bin 1 Bar Fire Protection System 1 Kitchen Food Service EquipmentClubhouse 08739 _� Fuel Tank System _ 1 Generator 1 HondaEB6500 Giddle/Cooktop Counter Unit 1 Lang HVAC Equipment (Clubhouse) 1 Clubhouse Ice Cream Cabinet 1 Kitchen Ice Machine 1 Manitowoc S400 Icer w/ Water Filter 1 t Manitowoc S570 Sachine Liquoystem 1- .. � _ _ _ Mixer (Stand) 1 Hobart Mobile_Broiler1 08739 !Lang _ Mobile_Convection Oven 1 Alto-Shaam Mobile Cook & Hold Unit 1 = Mobile Cook & Hold Unit 1 Wells Mobile Fryer 1 Fry Master Mobile Fryer 1 Fry Mastery PBX Phone System 1 = SY7110ALL Phone System Upgrade 1 ; Nortel 11 C Cabinet Reach -in Freezer 1I Traulsen/ALT232WUT-FHS Reach -in Freezer 1 = Traulsen/ALT126WUT-FHS Reach -in Refrigerator 1 Traulsen/T1442801301 Refrigerated Base 1 1 Bar Refrigerated Counter 1 ry Rotary Glass Washer 1 m Slicer w/carriage tray 1 _ ; Chefmate Steamer 1 South Bend Tables (Folding - 6 Ft) 14 Lifetime Tables (Folding - 8 Ft) 8 Lifetime Tables (Folding - Round) 21 Lifetime Tables (Round Restaurant) 4 Restaurant Tables (Sq Restaurant) 27 Restaurant Under Counter Ice Machine 1 _ Manitowoc QD02124 Under Counter Refrigerator 1 Bar Ventilator Hood 1 1 Walk-in Cooler ; 1 Impenal/Heatcraft LSC090AJ _Walk-in Cooler 1 Imperial/Heatcraft LSC090AJ Walk-in Freezer1 08664 Imperial/Heatcraft LSF070BJ EXHIBIT C ID # LOCATION/COMMENTS 08739 Bar 08739 Bar 08621 = Pro Shop £ 08739 Bar 08739 _ Basement Walk-in Refrigerator 07081 µNA Bar NA NA NA 08739 Kitchen 08743 Restaurant Manager's Office 0713 Bar 08739 Kitchen 08739 Bar 08739 Bar 08739 Kitchen 08739 Bar/Kitchen-Counters & Sinks 08788 08740 08739 Kitchen 08738 Clubhouse 08739 Kitchen 08739 ; Kitchen 08739 Basement 04596 Basement/Bar 08739 Kitchen _ 08739 Kitchen 08739 Kitchen 08739 Kitchen (Soup Warmer) 08739 ; Kitchen 08739 Kitchen 08739 Kitchen 08658 2nd Floor 08658 2nd Floor ; Kitchen I _08739 08739 Kitchen _08739 _._� _ Kitchen i _ 08739 1 Bar I 08739 Sandwich Counter I 08739 ; Bar 08739_ Kitchen 08739 Kitchen NA Banquet Pavilion NA Banquet Pavilion NA w Banquet Pavilion € NA Restaurant NA Restaurant 08739 Bar 08739_ Bar 08739 Kitchen 08739 1 Kitchen 08739 _ = Basement/Keg Room 08664 Basement DMA SCOTAL2 OP ID: DM '44U""`rAU CERTIFICATE OF LIABILITY INSURANCE DATE YY) TYPE OF INSURANCE 01/21!2016 01/211201 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Edgren Hecker 8 Lemmon Ins Inc BOX 986 RECEIVED Poulsbo, WA 98370 Brian Edgren CONTACT Brian Edgren PHONE x -779-4448 FAX, A/c No Et :360 A/C No): 360 ADDRESS: INSURERS AFFORDING COVERAGE NAIC # JAN 2 5 20116 INSURERA:OhlO Security Insurance Co ' INSURED Scott Alexanders Golf Shop Inc Pacific Northwest Cart Service City of Bremerton 3410 Circle Way NW Risk Management Bremerton, WA 98312 INsuRER B: Ohio Casual Insurance Co. 24074 INSURER C INSURER D; INSURER E: MED EXP (Any one person) $ 15,00 INSURER F: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IICYEXP LTR TYPE OF INSURANCE AD City of Bremerton POLICY NUMBER MM/DDY MM%DD//YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE P(I OCCUR X BKS56409820 02/01/2016 02/01/2017 EACH OCCURRENCE $ 1,000,00 5 RENTED PREMISES Ea occurrence $ 11000100 MED EXP (Any one person) $ 15,00 PERSONAL & ADV INJURY $ 1,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: X POLICY ❑ PRO- JECT LOC GENERAL AGGREGATE $ 4000,00 PRODUCTS -COMP/OPAGG $ 2,000,00 $ OTHER: A AUTOMOBILE X LIABILITY ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS HIRED AUTOSNON-OWNED AUTOS BAS56409820 02/01/2016 02/01/2017 COMBINED SINGLE LIMIT Ea accident $ 11000,00 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ $ X UMBRELLA LIABX OCCUR EACH OCCURRENCE $ 1,000,00 B EXCESS LIAB CLAIMS -MADE US055409820 02/01/2016 02/01/2017 AGGREGATE $ 1,000,00 DED I X I RETENTION $ 101000 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? ❑ (Mandatory in NH) ifyes, describe under-- - •— ---- DESCRIPTION OF OPERATIONS below N / A BKS55409820 STOP GAP/EMPLOYERS LIAB 02/01/2016 02/01/2017 PERTH - ISTATUTE I I ER E.L. EACH ACCIDENT $ 1,000,00 E.L. DISEASE - EA EMPLOYEE $ 11000,00 E.L. DISEASE - POLICY LIMIT $ 1,000,00 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) Certificate Holder named as Additional Insured in regards to: Contract 5023 - Lease Pro Shop & Driving Range Contract 5032 - Golf Management Agreement CITYBR2 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Bremerton THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Financial Services ACCORDANCE WITH THE POLICY PROVISIONS. 345 6th Street, Ste 600 AUTHORIZED REPRESENTATIVE Bremerton, WA 98337 W 1VO13-ZU14 ACORD CORPORATION. All rights reserved. ACORD 26 (2014/01) The ACORD name and logo are registered marks of ACORD SCOTAL2 OP ID: DM ACORO® CERTIFICATE OF LIABILITY INSURANCE � DATI130/2017 Y) 01/30/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Edgren Hecker & Lemmon Ins Inc P.O. Box 986 CONTANAME: Deana McIntyre PHONE FAX ac No EMI: 360-779-4448 A/c No): 360-697-4598 E-MAIL ss: deana@ehlinsurance.com Brian Poulsbo, WA 98370 Edgren 02/01/2017 02/01/2018 INSURERS AFFORDING COVERAGE NAIC # INSURER A: Ohio Security Insurance Co 24082 MED EXP (Any one person) $ 15,00 INSURED Scott Alexanders Golf Shop Inc INSURER 8: Ohio Casual Insurance Co. 24074 3410 Circle Way NW Bremerton, WA 98312 INSURER C PRODUCTS - COMP/OP AGG $ 2,000,00 $ INSURER D: INSURER E: LIABILITY ANY AUTO ` ALL OWNED SCHEDULED AUTOS AUTOS NON -OWNED HIRED AUTOS AUTOS INSURER F : . COVERAGES ,CERTIFICATE NUMBER: REVISION. NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD UB POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR X 345 6th Street, Ste 600 BKS55409820 02/01/2017 02/01/2018 EACH OCCURRENCE $ 1,000,00 DAMAGE TO RENTED 1,000,60( PREMISES Ea occurrence $ MED EXP (Any one person) $ 15,00 PERSONAL & ADV INJURY $ 1,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: X POLICY 1 PECOT- F—]LOC OTHER: GENERAL AGGREGATE $ 2,000,00 PRODUCTS - COMP/OP AGG $ 2,000,00 $ A AUTOMOBILE X LIABILITY ANY AUTO ` ALL OWNED SCHEDULED AUTOS AUTOS NON -OWNED HIRED AUTOS AUTOS BASS5409820 02/01/2017 02/01/2018 COMBINED SINGLE LIMIT $ 1,000,000 Ea accident BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ Per accident $ B X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS=MADE US055409820 02/01/2017 02/01/2018 EACH OCCURRENCE $ 1,000,00 AGGREGATE $ 1,000,000 L.E. i X i RETENTION $ 10,000 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes; describe under - DESCRIPTION OF OPERATIONS below N / A BKS65409820 STOP GAP/EMPLOYER LIAB --- 02/01/2017 02/01/2018 PER OTH- STATUTE I I ER E.L. EACH ACCIDENT $ 1,000,00 -- E.L. DISEASE - EA EMPLOYEE $ 1,000,00 - E.L. DISEASE - POLICY LIMIT $ 2,000,00 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) Certificate Holder named as Additional Insured in regards to: Contract 5023 - Lease Pro Shop & Driving Range Contract 5032 - Golf Management Agreement CERTIFICATE HOLDER CANCELLATION CITYBR2 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Bremerton Financial Services AUTHORIZED REPRESENTATIVE 345 6th Street, Ste 600 Bremerton, WA 98337 m ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD r SCOTAL2 OP ID: DM ,ACORO CERTIFICATE OF LIABILITY INSURANCE 7OT2/01120188 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Edgren Hecker & Lemmon Ins Inc P.O. Box 986 CONTANAME: Deana McIntyre PHONE FAx A/c No.Ext : 360-7794448 A/C Noy 360-697-4598 ADDRESS: deana@ehlinsurance.com Poulsbo, WA 98370 Brian Edgren RECEIRECEIVE` VED INSURERS AFFORDING COVERAGE NAIC# INSURER A: Ohio Security Insurance Co 24082 U INSURED Scott Alexanders Golf Shop Inc 3410 Circle Way NW MAR 0 5 2018 Bremerton, WA 98312 INSURER B: Ohio Casualty Insurance Co. 24074 INSURER C PERSONAL & ADV INJURY $ 1,000,00 City of Bremerton Risk Management INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IPOLICY LTR TYPE OF INSURANCE IVSD WVD B POLICY NUMBER EFF MM DD/YYYY POLICY EXP MM/DD//YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE T OCCUR X Bremerton, WA 98337 BKS66409820 02/01/2018 02/01/2019 EACH OCCURRENCE $ 1,00010 PREM ISES ET REEa occuNTrrence $ � 1 OOOrOO PREM MED EXP (Any one person) $ 15,00 PERSONAL & ADV INJURY $ 1,000,00 GENT AGGREGATE LIMIT APPLIES PER: X POLICY F PRO JECT ❑ LOC OTHER: GENERAL AGGREGATE $ 2,000,0 PRODUCTS - COMP/OP AGG $ 2,000,00 $ A AUTOMOBILE X LIABILITY ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS NON -OWNED HIRED AUTOS AUTOS BAS55409820 02/01/2018 02/01/2019 COMBINED SINGLE LIMIT Ea accident)$ 1,000,00 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ Per accident B X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE US055409820 02/01/2018 02/01/2019 EACH OCCURRENCE $ 1,000,00 AGGREGATE $ 1,000,00 DED I X I RETENTION$ 10,000 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? F-1 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A BKS55409820 EMPLOYERS LIAB / STOP GAP 02/01/2018 02/01/2019 I PEROTH- SLITETATER E.L. EACH ACCIDENT $ 1,000,00 E.L. DISEASE - EA EMPLOYEE $ 1,000,00 E.L. DISEASE - POLICY LIMIT $ 2,000,00 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) Certificate Holder named as Additional Insured in regards to: Contract 5023 - Lease Pro Shop & Driving Range Contract 5032 -Golf Management Agreement C<nr_,)_A k- p�rec� CERTIFICATE HOLDER CANCELLATION CITYBR2 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Bremerton ACCORDANCE WITH THE POLICY PROVISIONS. Financial Services AUTHORIZED REPRESENTATIVE 345 6th Street, Ste 400 Bremerton, WA 98337 / \�� m ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY CG 88 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX SUBJECT PA E NON -OWNED AIRCRAFT 2 NON -OWNED WATERCRAFT 2 PROPERTY DAMAGE LIABILITY - ELEVATORS 2 EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION 3 EXTENSION OF SUPPLEMENTARY PAYMENTS - COVERAGES A AND B 3 ADDITIONAL INSUREDS - BY CONTRACT, AGREEMENT OR PERMIT 3 PRIMARY AND NON-CONTRIBUTORY- ADDITIONAL INSURED EXTENSION S ADDITIONAL INSUREDS - EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" 6 WHO IS AN INSURED - INCIDENTAL MEDICAL ERRORS/MALPRACTICE AND WHO IS AN INSURED - FELLOW EMPLOYEE EXTENSION - MANAGEMENT EMPLOYEES 6 NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 7 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 7 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 8 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - 8 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU G 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 8 With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. A. NON -OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, exclusion g. Aircraft, Auto Or Watercraft does not apply to an aircraft provided: 1. It is not owned by any insured; 2. It is hired, chartered or loaned with a trained paid crew; 3. The pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating her or him a commercial or airline pilot; and 4. It is not being used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically In excess of this policy), contingent or on any other basis, that would also apply to the loss covered under this provision. B. NON -OWNED WATERCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, Subparagraph (2) of exclusion g. Aircraft, Auto Or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) Less than 52 feet long; and (b) Not being used to carry persons or property for a charge. C. PROPERTY DAMAGE LIABILITY - ELEVATORS 1. Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liabil- ity, Subparagraphs (3), (4) and (6) of exclusion j. Damage To Property do not apply if such "property damage" results from the use of elevators. For the purpose of this provision, elevators do not include vehicle lifts. Vehicle lifts are lifts or hoists used in automobile service or repair operations. 2. The following is added to Section IV - Commercial General Liability Conditions, Condition 4. Other Insurance, Paragraph b. Excess insurance: The insurance afforded by this provision of this endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) If Damage To Premises Rented To You is not otherwise excluded from this Coverage Part: 1. Under Paragraph 2. Exclusions of Section I -Coverage A -Bodily Injury and Property Damage Liability: a. The fourth from the last paragraph of exclusion j. Damage To Property is replaced by the follow- ing: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, smoke, or leakage from an automatic fire protection system) to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or (ii) Contents that you rent or lease as part of a premises rental or lease agreement for a period of more than 7 days. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III - Limits of Insurance. ® 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 8 b. The last paragraph of subsection 2. Exclusions is replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III - Limits Of Insurance. 2. Paragraph 6. under Section III -Limits Of insurance is replaced by the following: 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to: a. Any one premise: (1) While rented to you; or (2) While rented to you or temporarily occupied by you with permission of the owner for damage by fire, lightning, explosion, smoke or leakage from automatic protection sys- tems; or b. Contents that you rent or lease as part of a premises rental or lease agreement. 3. As regards coverage provided by this provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) - Paragraph 9.a. of Definitions is replaced with the following: 9.a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with the permission of the owner, or for damage to contents of such premises that are included in your premises rental or lease agreement, is not an "insured contract". E. MEDICAL PAYMENTS EXTENSION If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this policy are amended as follows: Under Paragraph 1. Insuring Agreement of Section i - Coverage C - Medical Payments, Subparagraph (b) of Paragraph a. is replaced by the following: (b) The expenses are incurred and reported within three years of the date of the accident; and F. EXTENSION OF SUPPLEMENTARY PAYMENTS - COVERAGES A AND B 1. Under Supplementary Payments -Coverages A and B, Paragraph 1.b. is replaced by the following: b. Up to $3,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 2. Paragraph 1.d. is replaced by the following: d. All reasonable expenses. incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. G. ADDITIONAL INSUREDS - BY CONTRACT, AGREEMENT OR PERMIT 1. Paragraph 2. under Section II - Who Is An Insured is amended to include as an insured any person or o organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your on going operations for the additional insured that are the subject of the written contract or written agreement provided that the "bodily injury" or "property damage" occurs, or the "per- sonal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement; or ® 2013 Liberty Mutual Insurance CG 8810 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 8 b. Premises or facilities rented by you or used by you; or c. The maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or d. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit subject to the following additional provisions: (1) This insurance does not apply to "bodily injury", "property damage", or "personal and ad- vertising injury" arising out of the operations performed for the state or political subdivision; (2) This insurance does not apply to "bodily injury" or "property damage" included within the "completed operations hazard". (3) Insurance applies to premises you own, rent, or control but only with respect to the following hazards: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar expo- sures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. However: I. The insurance afforded to such additional insured only applies to the extent permitted bylaw; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insur- ance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to Paragraph 1.e. above, a person's or organization's status as an additional insured under this endorsement ends when: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to Paragraph 1.b. above, a person's or organization's status as an additional insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph 1.c. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage". We have no duty to defend an additional insured under this endorsement until we receive written notice of a "suit" by the additional insured as required in Paragraph b. of Condition 2. Duties In the Event Of Occurrence, Offense, Claim Or Sutt under Section IV - Commercial General Liability Condi- tions. ® 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 4 of 8 2. With respect to the insurance provided by this endorsement, the following are added to Paragraph 2. Exclusions under Section i - Coverage A - Bodily Injury And Property Damage Liability: This insurance does not apply to: a. "Bodily injury" or "property damage" arising from the sole negligence of the additional insured. b. "Bodily injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage" occurs. c. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the render- ing of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occur- rence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of, or the failure to render, any professional architectural, engineering or surveying services. d. "Bodily injury" or "property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to Its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. e. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS endorsement is- sued by us and made a part of this policy. 3. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the contractor agreement; or b. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. H. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED EXTENSION oZ This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. Condition 4. Other Insurance of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS is amend- ed as follows: a. The following is added to Paragraph a. Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. 0 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 5 of 8 b. The following is added to Paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement, or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the addi- tional insured is designated as a Named Insured. Regardless of the written agreement between you and an additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the additional insured has been added as an additional insured on other policies. I. ADDITIONAL INSUREDS - EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. 1. The following is added to Condition 2. Duties In The Event Of Occurrence, Offense, Claim or Suit: An additional insured under this endorsement will as soon as practicable: a. Give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b. Tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the additional insured; and c. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. d. We have no duty to defend or indemnify an additional insured under this endorsement until we receive written notice of a "suit" by the additional insured. 2. The limits of insurance applicable to the additional insured are those specified in a written contract or written agreement or the limits of insurance as stated in the Declarations of this policy and defined in Section III - Limits of Insurance of this policy, whichever are less. These limits are inclusive of and not in addition to the limits of insurance available under this policy. J. WHO IS AN INSURED - INCIDENTAL MEDICAL ERRORS / MALPRACTICE WHO IS AN INSURED - FELLOW EMPLOYEE EXTENSION - MANAGEMENT EMPLOYEES Paragraph 2.a.(1) of Section 11- Who is An Insured is replaced with the following: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co -"employee" while in the course of his or her employ- ment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co -"employee" or "volunteer worker" as a consequence of Paragraph (1) (a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1) (a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. However, If you are not in the business of providing professional health care services or providing profes- sional health care personnel to others, or if coverage for providing professional health care ser- vices is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply. Paragraphs (a) and (b) above do not apply to "bodily injury" or "personal and advertising injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, includes the direct supervision of other "employ- ees" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and ® 2013 Liberty Mutual Insurance CO 8810 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 6 Of 8 advertising injury" arising out of their willful conduct, which is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury", or caused in whole or in part by their intoxica- tion by liquor or controlled substances. The coverage provided by provision J. is excess over any other valid and collectable insurance available to your "employee". K. NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES Paragraph 3. of Section II - Who Is An Insured is replaced by the following: 3. Any organization you newly acquire or form and over which you maintain ownership or majority interest, will qualify as a Named insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the expiration of the policy period in which the entity was acquired or formed by you; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. d. Records and descriptions of operations must be maintained by the first Named Insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations or qualifies as an insured under this provision. L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES Under Section IV - Commercial General Liability Conditions, the following is added to Condition 6. Repre- sentations: Your failure to disclose all hazards or prior 'occurrences" existing as of the inception date of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior "occurrences" is not intentional. M. KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Under Section IV - Commercial General Liability Conditions, the following is added to Condition 2. Duties In The Event of Occurrence, Offense, Claim Or Suit: Knowledge of an "occurrence", offense, claim or "suit" by an agent, servant or "employee" of any insured shall not in itself constitute knowledge of the insured unless an insured listed under Paragraph 1. of Section II - Who Is An Insured or a person who has been designated by them to receive reports of "occurrences", offenses, claims or "suits" shall have received such notice from the agent, servant or „employee". N. LIBERALIZATION CLAUSE If we revise this Commercial General Liability Extension Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the day the revision is effective in your state. 0. BODILY INJURY REDEFINED Under Section V - Definitions, Definition 3. is replaced by the following: 3. "Bodily Injury" means physical injury, sickness or disease sustained by a person. This includes mental anguish, mental injury, shock, fright or death that results from such physical injury, sick- ness or disease. ® 2013 Liberty Mutual Insurance CG 88 10 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 7 of 8 P. EXTENDED PROPERTY DAMAGE Exclusion a. of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. 0. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU Under Section IV - Commercial General Liability Conditions, the following is added to Condition 8. Trans- fer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included In the "products -completed operations hazard" provided: 1. You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization; and 2. The injury or damage occurs subsequent to the execution of the written contract or written agree- ment. ® 2013 Liberty Mutual Insurance CO 8810 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 8 of 8