HomeMy Public PortalAboutWinter ContractRESTAURANT MANAGEMENT AGREEMENT
Winter Contract
This Agreement is made March 23, 2000, by and between the City of McCall, Idaho ("City) and
Clubhouse, Inc., an Idaho business corporation, Mary E. Clemmer, President, ("Restaurant Manager")
for and in consideration of the mutual promises in this Agreement.
1. City owns a golf course located on the easterly side of the City, on which there is a
clubhouse containing a restaurant and bar facility ("Restaurant"). As this is a licensed facility under
the alcoholic beverage control laws, for which Restaurant Manager is solely responsible to control
illegal activities.
2. City desires to obtain the services of a manager for the Restaurant who has extensive
actual experience in managing and operating restaurants and lounges, and in that fashion to be
relieved of the day-to-day responsibilities of management, which are beyond the expertise of City's
employees.
3. The principal officer of Restaurant Manager, Mary E. Clemmer, is an experienced
manager and operator of such facilities, and has expressed an interest in managing Restaurant, but
does not wish to abandon her other business interests such as would be necessary for her to become an
employee.
4. This agreement is therefore entered into for Restaurant Manager to assume all
responsibility for the operations of Restaurant during the 2000 and 2001 season below described as an
independent contractor to the City.
5. This contract supercedes all earlier contracts between the parties.
Agreements
6. Restaurant Manager will manage Restaurant for City on the basis of making the building
available for pre -arranged event only, to include performing the following duties, and other duties
necessarily implied herein, during the winter season of 2000 and 2001; this Agreement terminates
December 31, 2001, unless renewed, in writing, prior to that date:
a. To hire, fire, and supervise all Clubhouse, Inc. employees engaged in the
operation of the business of Restaurant, to include bartenders, wait persons, bus and cleaning persons
(except such as are furnished by caterers contracting with persons reserving the building for an event);
to be responsible for salaries and benefits and ensure compliance with all state and federal labor laws
including FICA, state and federal income tax withholding, unemployment insurance and workman's
compensation insurance;
b. To furnish the City a Certificate of Insurance evidencing Workman's
Compensation Insurance for Clubhouse, Inc. employees; to provide $500,000 single limit insurance in
the following categories: general liability, products (food and drink), maintenance, and liquor liability;
to provide $10,000 cash loss, theft or embezzlement bond or insurance; and to provide a Certificate of
Insurance evidencing such insurance and the naming of the City as an additional insured on all such
policies;
c. If Restaurant Manager elects to accept credit cards, to request proof of
identity of the person submitting the card, if the cardholder's identity is not already known, and to
maintain and use the lists of invalid cards circulated by banks; and to explore in good faith the cost of
installing telephonic verification equipment subject to the same buy-out provisions as is already being
applied to the refrigeration equipment;
RESTAURANT MANAGEMENT AGREEMENT --Winter, March 23, 2000 Page 1
d. To provide the necessary food, beverages and consumable supplies used in the
business of Restaurant.
e. To collect and remit to the City, on the next business day, building use fees for
each event in the amount of:
Per Person
$1.50
Building Rent
$100 minimum, $250 maximum
along with summary reports, journal tapes, and "Z" tapes annotated with explanations
for any differences between register tapes and actual receipts; itemize sales tax separately from sales
price on all reports furnished to the City in cooperation with the City Treasurer (the City will handle
sales tax remittances to the State); and to provide a change bank for each cash register;
f. To ensure that the facility is kept clean and attractive, including maintaining
upstairs lobby, deck and rest rooms as well as providing towels, tissue, soap and other supplies, to
include cleaning and maintaining all furniture, fixtures and appliances devoted to Restaurant use,
including the interior walls and floor coverings, normal wear and tear excluded; Restaurant Manager
need not maintain the dance floor surface, and is not responsible for damage to the dance floor
surface from golf spikes;
g. To communicate with City as only follows:
1) To report any problem with building maintenance and utilities to the
Golf Superintendent; Restaurant Manager has no authority to contract for parts of services for building
maintenance or utilities; and;
2) To discuss and resolve any other problems, with the City Manager;
No other City Official has any authority to issue direction with respect to day-to-day
management matters. If Restaurant Manager feels a problem remains unsolved after such contracts,
Restaurant Manager should request to meet with the City Council at a regular meeting.
h. To determine the prices to be charged for food and drink served in Restaurant,
none of which shall be stated to include sales tax; and to demonstrate at all times the requisite
business and management skills to operate Restaurant successfully;
i. To do no act which in any way implies that Restaurant Manager has any interest
in the beverage dispensary licenses applicable to Restaurant, which are and will remain the property of
the City or are issued by and revocable by the City;
j. To comply with all terms of the Special Use (Conditional Use) Permit for the
golf clubhouse, insofar as relates to operations of the Restaurant;
k. To attend all meetings, when available, of the Golf Advisory Committee, and to
meet periodically with the City Manager, and City Golf Superintendent in order to maintain effective
communications and enhance the quality of overall operation and maintenance of the City's Golf
Course and Golf Club House; it shall be the responsibility of the Golf Superintendent to inform
Restaurant Manager of the time and place of Golf Advisory Committee meetings;
(. To furnish each month a profit and loss statement for Restaurant operations in
form and content satisfactory to the City Treasurer, including a full statement of expenses with
supporting receipts, and proof of payment of unemployment insurance, payroll taxes and withholding,
and workman's compensation insurance; and not later than sixty (60) days after the end of operations
for 2000 and 2001, to furnish a complete financial report to the City to include balance sheets, and
profit and toss statements, in form and content satisfactory to the City Treasurer;
RESTAURANT MANAGEMENT AGREEMENT --Winter, March 23, 2000 Page 2
m. To operate the Golf Clubhouse Restaurant on an event -specific reservation
basis, handling all bookings and coordinating services; arrange and pay for telephone, garbage, lights,
heat, water, and sewer during the period of this Contract; to provide information to the City several
days in advance when necessary for any event -specific snow removal; to handle all reservation -making
for the use of the Restaurant of Clubhouse; and to inspect the premises daily to ensure that the
heating and other systems are functional;
n. To engage in no unlawful activity on the premises of the Golf Course, and not
to permit or condone any such activity by employees, customers, or others; if observing illegal conduct
by employees, customers, or others, to report the matter to the police; in that connection to provide a
drug -free workplace, and to discharge promptly any employee found to be engaging in unlawful
activity.
7. The City will:
a. Furnish the building and fixtures presently installed without charge, and
provide or pay for necessary snow removal from decks, steps, sidewalks, access roads and parking
areas;
follows:
b. Furnish state and local beer, wine and liquor licenses; and
c. Remit contract amounts of $1,200 per month in installments payable as
Date Amount
April 1, 2000 $1,200
December 1, 2000 $1,200
January 1, 2001 $1,200
February 1, 2001 $1,200
March 1, 2001 $1,200
April 1, 2001 $1,200
December 1, 2001 $1,200
d. Pay $100.00 per day for use of the building for official City business. For
official City business use, the City agrees to set up, clean up, and the City will provide its own
beverage service and supplies if applicable through coordination and cooperation with the Restaurant
Manager.
8. Restaurant Manager and Golf Course Superintendent will fully discuss the possible
terms and conditions of summer operations for 2000 and 2001.
9. Restaurant Manager accepts the Restaurant in its present condition, after complete
inspection of the same.
10. City agrees to pay Restaurant Manager a management fee of $6,000 for the term of this
contract. None of Restaurant Manager's compensation will be a percentage of net income. Restaurant
Manager and City understand that any income arrangements must comply with Federal requirements
for the use of facilities financed with tax-exempt bonds, as well as the prospect of both a reasonable
compensation to Restaurant Manager and a profit to City. If the number or size of events exceeds
expectation, the demands on Restaurant manager's time will be beyond expectation. Operational cash
receipts from the bar may also vary with the number of size of events; thus the parties agree that if
such receipts exceed $1,200, after expenses, per month, on a regular basis, the management fee will
be renegotiated to reflect the greater than anticipated number of events and increased management
burdens.
11. Restaurant Manager will make no physical changes to the Golf Clubhouse, nor construct
any improvements on the Golf Course, without the prior approval of the City Council after receiving a
RESTAURANT MANAGEMENT AGREEMENT --Winter, March 23, 2000 Page 3
recommendation from the Golf Advisory Committee, and after receiving building permits that may be
required. However, Restaurant Manager may install fixtures and appliances, and shelving on the
interior of any existing part of the cooking and storage facilities that are part of Restaurant, the
outside storage shed, and the satellite snack shack. Restaurant Manager will inquire into the possibility
of providing underground power to the location of the snack shack, and then will consult with the City
Manager about the advisability of installing the same at City expense. City will not authorize any other
person or entity to furnish food or beverage service anywhere on the Golf Course, and will prohibit
other persons and entities from bringing alcoholic beverages onto the Golf Course.
12. This agreement is terminable by the City with thirty (30) days written notice for any
failure to see to the heat in the building, or for other material cause or breach of the terms of this
agreement. For such event, the Restaurant Manager has ten (10) days from receipt of the City's
written notice of termination to cure the defects alleged in such notice.
13. This Agreement is terminable by Restaurant Manager with thirty (30) days written
notice for any non-payment by the City, or for other material cause or breach of the terms of this
agreement. In such event, the City has ten (10) days from receipt of the Restaurant Manager's notice
of termination to cure the defects in such notice.
14. Restaurant Manager is an independent contractor, and not an employee of the City.
15. Mary E. Clemmer, by executing this Agreement, unconditionally guarantees Restaurant
Manager's performance of this Agreement and unconditionally guarantees payment of all monies to the
City which under this Agreement are to be paid to City, Restaurant Manager is a corporation in which
Mary E. Clemmer is a stockholder. This Agreement not being assignable without the prior written
consent of the City, neither shall Mary E. Clemmer's sale or dilution of her interest in the corporation
occur without the prior written consent of the City for so long as this Agreement is in force.
16. Business financial information furnished to City by Restaurant Manager shall be
confidential and protected from disclosure under IC 9-340 (5). Such information may be made
available by City to the Mayor and Council, City Manager, City Treasurer, City Attorney, and City
Auditors.
17. This Agreement contains all agreements of the parties respecting Restaurant. All prior
negotiations and discussions, and all prior agreements if any, are merged into and extinguished by this
Agreement.
Dated: 3 /DO
Clubhouse, Inc.
Restaurant Manager A
Mary
As its President and as
Guarantor of corporation's
obligations totesC City„
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City of McCall
Mayor
Cathleen A. Koch
Acting City Clerk
Notary Public for Idaho
Residing at McCa , Idaho_
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RESTAURANT MANAGEMENT AGREEMENT --Winter, March 23, 2000 Page 4