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Home My Public Portal AboutSummer AgmntRESTAURANT MANAGEMENT AGREEMENT Summer 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 to include performing the following duties, as well as other duties necessarily implied herein, during the golf 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 its 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 atl such policies; c. If Restaurant Manager elects to accept credit cards, to request proof of identity of the cardholder submitting the card if that 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 --Summer, March 23, 2000 Page 1 d. To provide the necessary food, beverages and consumable supplies used in the business of Restaurant; provided, that Restaurant Manager shall allow food caterers access to the facilities on a nondiscriminatory basis; and to operate the bar; e. To remit all receipts to the City on the next business day along with summary reports, journal tapes, and "Z" tapes annotated with explanations for any differences between register tapes and actual receipts; itemize state sales tax separately from sales price on all individual transactions at the Restaurant, and to account separately for sales tax in 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 schedule anything other than regular services to those using the golf course and spectators, obtain the consent of the Golf Professional, currently Mr. Carl Floss; 2) 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; 3) 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 prices 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 wilt 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 of the Golf Advisory Committee, and to meet periodically with the City Manager, Golf Professional 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 shalt be the responsibility of the Golf Superintendent to inform Restaurant Manager of the time and place of Golf Advisory Committee meetings. and Restaurant Manager is entitled to reasonable vacations, authorized by the City Manager, one or more of which may conflict with such a meeting; 1. 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, RESTAURANT MANAGEMENT AGREEMENT --Summer, March 23, 2000 Page 2 and workman's compensation insurance; and not later than sixty 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 loss statements, in form and content satisfactory to the City Treasurer; m. To operate the Golf Clubhouse Restaurant during the hours of operation (daylight to dark during the golf season, which is defined for purposes of June 15th through September 30th to be from not later than one-half hour before the first tee time, to 10 p.m.), handling all bookings and coordinating services; arranging and paying for telephone, garbage, lights, heat, water, and sewer during the period of this Contract; 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. Manager shall ensure that a choice of simple, tow -cost meals is available to golfers; what Manager may choose to do on the "high end" is up to Manager. During the times, if any that the golf course is closed by weather or other causes beyond Managers' control, Manager may in its discretion close Restaurant. Manager shall obtain at its own expense any menus not on site. 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 or sexual harassment activity. 7. The City will: a. Furnish the building and fixtures presently installed without charge; b. Furnish utilities to include: telephone (except long distance), garbage, tights, heat, water, and sewer; c. Furnish state and local beer, wine and liquor licenses; and d. Remit contract amounts of $125,000 in installments payable as follows: Date Amount ace May 1, 2000 Et 2001 $18, 750 each year 4. yass May 15, 2000 Et is601 12,500 each year June 1, 2000 Et 2001 12,500 each year June 15, 2000 Et 2001 12,500 each year July 1, 2000 Et 2001 12,500 each year July 15, 2000 Et 2001 18,750 each year August 1, 2000 a 2001 12,500 each year August 15, 2000 E: 2001 12,500 each year September 1, 2000 Et 2001 12,500 each year $125,000 each year 8. Restaurant Manager accepts the Restaurant in its present condition, after complete inspection of the same. Certain improvements were made under the existing Lease of which this Lease is a renewal. Restaurant Manager has furnished City a dated inventory, signed by Manager, of all equipment and fixtures found by Restaurant Manager at the Restaurant when taking inventory in anticipation of possession under the existing Lease of which this Lease is a renewal. Manager may remove City fixtures and appliances at Restaurant Manager's expense, and replace them with equal or better also at its expense, provided Restaurant Manager first obtains the written consent of the City Manager as to the change and as to storage or disposition of City property. Restaurant Manager may at its expense install and provide other equipment. Any appliances, fixtures of other improvements installed by Restaurant Manager under this paragraph 9 wilt become the property of City upon the expiration of this Agreement, unless removed by Restaurant Manager prior to that date; if Restaurant RESTAURANT MANAGEMENT AGREEMENT --Summer, March 23, 2000 Page 3 expiration of this Agreement, unless removed by Restaurant Manager prior to that date; if Restaurant Manager thus removes any appliance, fixture or improvement installed by it, it shall at its expense return and reinstall any stored City equivalent. 9. City will as provide above pay Restaurant Manager a management fee of $125,000. None of Restaurant Manager's compensation will be a percentage of net income. The Manager is an independent contractor and is responsible for its own taxes and withholding as defined by State and Federal law. In addition, City will pay Manager gross income percentage compensation as follows, but in no event to exceed an additional $125,000: Then this percentage of receipts If gross receipts equal or exceed: in excess of $125,000: $125,000 67% $180,000 79% 10. Restaurant Manger 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 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. 11. 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. 12. 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. 13. Restaurant Manger is an independent contractor, and not an employee of the City. 14. 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. 15. 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. 16. 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. RESTAURANT MANAGEMENT AGREEMENT --Summer, March 23, 2000 Page 4 Dated: 3 'ffi` v Clubhouse, Inc. Restaurant Manager . 864,upt.irt., By: Mary E. Clenmer As its President and as G uaranto4,gi'tNyrlt4gyt's obligat 0 ® r�T 1. 64 es • PUB• 4617 ♦*O* `aC bCEt4Si'l96yy� City of McCall by: Allan Muller Mayor Cathleen A. Koch Acting City Clerk Notary Public for Idaho Residing at McCa,1I, Idaho My commission expires: J RESTAURANT MANAGEMENT AGREEMENT --Summer, March 23, 2000 Page 5