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HomeMy WebLinkAboutPR 24022: AUTHORIZATION OF CONTRACT WITH AQUILA GOLF, INC. r,r1 of or1 1"l1 1l, _ - www.PortArthurTx.gov INTEROFFICE MEMORANDUM Date: November 8, 2024 To: The Honorable Mayor and City Council Through: Ron Burton, CPM, City Manager From: Chandra Alpough, CPM, CPRP, Director of Parks and Recreation RE: P.R. No. 24022 - Contract with Aquila Golf, Inc. for Operation and Maintenance of Babe Didrikson Zaharias Memorial Golf Course Introduction: The intent of this Agenda Item is to request the City Council's approval of P.R.No. 24022 to accept the request for proposal response of Aquila Golf Inc. and to execute a management contract between the City of Port Arthur and Aquila Golf, Inc. of Beaumont, Texas, for the operation and maintenance of Babe Didrikson Zaharias Memorial Golf Course. Background: Aquila Golf, Inc. has been managing the Babe Didrikson Zaharias Memorial Golf Course since July 31, 1993 pursuant to Resolution Number 13-557. The Purchasing Division advertised the request for proposals for a qualified firm to operate, supervise and maintain the Babe Didrickson Zaharias Municipal Golf Course. Two (2)proposals were received and evaluated by City staff. Aquila Golf Inc. of Beaumont, Texas was ranked the highest and most qualified. The contract will be for five (5)years with an option to renew for three (3) additional five (5) year periods. Budget Impact: The City is required to contribute to the Annual Capital Improvement Plan, pay one-half of electrical costs on the two (2) drainage pump stations, and be responsible for certain repair/replacement costs (or be responsible for repair/replacement costs for fixed assets) Golf Course Fund Account Number 103-25-065-8526-00-20-000 "Remember,we are here to serve the Citizens of Port Arthur" P.O.Box 1089 X Port Arthur,Texas 77641-1089 X 409.983.8101 X FAX 409.982.6743 s or/ rthu www.PortArthurTx.gov Recommendation: It is recommended that City Council approve P.R.No. 24022 to accept the request for proposal response of Aquila Golf Inc. and to execute a management contract between the City of Port Arthur and Aquila Golf, Inc. of Beaumont, Texas, for the operation and maintenance of Babe Didrikson Zaharias Memorial Golf Course. "Remember,we are here to serve the Citizens of Port Arthur" P.O.Box 1089 X Port Arthur,Texas 77641-1089 X 409.983.8101 X FAX 409.982.6743 P. R. #24022 11/05/2024 ca RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER TO ACCEPT THE REQUEST FOR PROPOSAL RESPONSE OF AQUILA GOLF INC. AND TO EXECUTE A CONTRACT WITH AQUILA GOLF, INC. FOR THE OPERATION AND MAINTENANCE OF THE BABE DIDRICKSON ZAHARIAS MUNICIPAL GOLF COURSE WHEREAS, on July 31, 1993, the City of Port Arthur entered into a multi-year management contract with Aquila Golf, Inc. for the operation and maintenance of the Babe Didrickson Zaharias Municipal Golf Course; and, WHEREAS, said contract has been extended and terminates on December 31, 2024; and, WHEREAS, the City of Port Arthur solicited competitive proposals for Management Services for the Babe Didrickson Municipal Golf Course on April 3, 2024 and April 10, 2024; and, WHEREAS,two (2)proposals were received and opened on May 1, 2024; and, WHEREAS, a committee of City staff evaluated and ranked the proposals with Aquila Golf, Inc. of Beaumont, Texas ranking highest and most qualified as delineated in Exhibit WHEREAS, the proposed new contract has been reviewed and revised by the City Attorney and Director of Parks and Recreation; now,therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR,TEXAS: Section 1. That the City Manager is hereby authorized to accept the response to the solicitation for Request for Proposal Management Services for the Babe Didrickson Zaharias Municipal Golf Course attached as Exhibit"C". Section 2. That said contract between the City of Port Arthur and Aquila Golf, Inc., P. R. #24022 11/05/2024 ca being attached hereto and make a part hereof as Exhibit`B", is in the best interest of the City. Section 3. That the term of the new contract is for five (5) years, beginning on January 1, 2025 and ending on January 1, 2030, and renewable for three (3) additional five (5) year terms. Section 4. That the City Manager of the City of Port Arthur is hereby authorized to execute said contract between the City and Aquila Golf, Inc. in substantially the same form as Exhibit `B" and finalize said contract upon review by the Director of Parks and Recreation and approval by the City Attorney. Section 5. That a copy of the caption of this Resolution be spread upon the Minutes of the City Council. READ, ADOPTED AND APPROVED THIS day of , A.D., 2024, at a Regular Meeting of the City Council of the City of Port Arthur, by the following vote: AYES:(Mayor) Councilmembers: NOES: Thurman"Bill"Bartie Mayor ATTEST: Sherri Bellard City Secretary P. R. #24022 11/05/2024 ca APPROVED AS TO FORM: Roxann Pais Cotroneo, Esq. City Attorney APPROV. P FO' P I INISTRATION: &IA" Ron Burton, C City Manager A(/_IL i.A/_ 4 4'111.6. Chandra Alpough, CPM Director of Parks and Recreation APPROVED AS TO AVAILABILITY OF FUNDS: Lynda oswell Director of Finance ; (-Ltike,12 Clifton Williams, CPPB Purchasing Manager P. R. # 24022 11/05/2024 ca Exhibit "A" City of Port Arthur Management Services for the Babe Didrikson Zaharias Agenda Totals P24-033 Weight Aquila Golf Touchstone Golf,LLC. Beaumont, T V -1 ustin. TX Qualifications and Experience 90 80 90 Energy Financial Stability,Ability City a j "' and/or Plan 75 70 73 ��l c-� 1 Proposed Management and ort rthu r Operation Plan 75 62 65 Compensation to the City of Port Arthur 45 40 17 Quality of Response 15 13 15 Total 300 265 260 Yd-Cart Scyptmv-C/Uudes u c 11/4/2024 Yolanda Scypion-Goudeaux.Purchasing Assistant Date P. R. # 24022 11/05/2024 ca Exhibit "B" CONTRACT FOR OPERATION AND MAINTENANCE OF BABE DIDRICKSON ZAHARIAS MEMORIAL GOLF COURSE THIS GOLF COURSE FACILITY MANAGEMENT AGREEMENT entered into and effective the 1st day of January 2025, by and between the CITY OF PORT ARTHUR, a municipal corporation (hereinafter sometimes referred to as "City"), and AQUILA GOLF, INC., a Texas Corporation (hereinafter sometimes referred to as "Manager"). WHEREAS, AQUILA GOLF, INC. has been managing the Babe Didrikson Zaharias Memorial Golf Course since July 31, 1993 as approved by Resolution No. 93-138, Resolution No. 96-248, Resolution No. 97-161, Resolution No. 02-79, Resolution 03-024 and Resolution 13-557. WHEREAS, the golf course committee has recommended that a new management agreement be entered into, and WHEREAS, AQUILA GOLF, INC. also agrees to remain as the Manager of the golf course, and WHEREAS, the CITY OF PORT ARTHUR, TEXAS, is the owner of an eighteen (18) hole golf course and related facilities, located in the city of Port Arthur, hereinafter more particularly described, and desires to continue to contract with AQUILA GOLF, INC., of Jefferson County, Texas, a Management and Development Company, for the purposes hereafter set forth; NOW, THEREFORE, the CITY OF PORT ARTHUR, TEXAS, acting herein by its City Manager, duly authorized by Resolution of the City Council, and AQUILA GOLF, INC., in consideration of the covenants, terms, conditions, and benefits hereof, agree as follows: I. TERMS. The term of this Contract is five (5) years beginning on January 1, 2025 and terminating on January 1, 2030 with the option to renew this Management Agreement for an additional five (5) years to be awarded subject to both parties approval. Contracts are renewed upon mutual consent of the City and the Manager, which will not be unreasonably withheld by the City. I I. DESCRIPTION OF AREA. Such golf course is more particularly described in area and ownership as the BABE DIDRICKSON ZAHARIAS MEMORIAL GOLF COURSE, being located on that land described in deeds dated December 27, 1972 and of record in Vol. 1763, page 108 and Vol. 1963, page 154, of the Jefferson County Deed Records, being located at 3500 Jimmy Johnson Boulevard. The various improvements and other property of the City which are included as a part of the golf course are shown on Exhibit "A" attached hereto and made a part hereof. City warrants it has unencumbered ownership of the real property described herein. III. PURPOSE. Manager shall during the term hereof operate, supervise and maintain said golf course at its expense, except as otherwise hereinafter set forth. Minimum maintenance standards are set out in Exhibit "B" attached hereto and made a part hereof. Said course shall be open for play seven (7) days per week, except for Thanksgiving and Christmas Day, and other holidays subject to the prior written approval of the City, and such other times as may be reasonably necessary for maintenance and further subject to rainouts and the hereinafter set out Force Majeure Clause. Manager shall notify the City within twenty-four (24) hours when unforeseeable emergencies arise which require closing part or all of the golf course. IV. CONCESSION RIGHTS GRANTED. The golf course property shall be used by the Manager only for the operation of a golf course, driving range, clubhouse, snack bar for dispensing food and beverages, the furnishing of golf lessons, a golf shop and related services and facilities, an automobile parking facility for patrons of the municipal golf course, and related services and facilities. The property shall not be used for any other purpose than that hereinabove specified without prior written approval of the City. The only alcoholic beverages which may be sold on the golf course property is beer and wine and only for golfers and their guests. The Manager agrees in the use and operation of the premises to comply with all City Ordinances, State and Federal laws, and respective rules and regulations. (a) Annual Capital Improvement Plan. To maintain the esthetics standard required by the City on the premises and so that the appearance of the improvements thereon will be in harmony, and to provide specific criteria for capital improvement work, as a condition of this Contract, it is hereby agreed that Manager shall also supervise the construction of improvements at the facility and Manager agrees to submit to City for written approval by City before April 30th of each year, plans, specifications, working drawings and other information (hereinafter called "plan"), as detailed in City's reasonable discretion, covering the projects to be accomplished during the next Contract year and City's next fiscal year. If City objects to all or any portion of any such annual plans, it shall state its objections specifically, and Manager shall make the changes specified and resubmit said plans as revised for City's approval as herein provided. No improvements or alteration shall be made on the premises or to any portion thereof without submission of plans, specifications and contract documents and written approval by the City and all work performed shall be done in compliance with the bid laws of the State of Texas and of the City. (b) Continuing Use of Course. The work on improvements herein provided for shall be done in a manner which will cause the least inconvenience to the public using the premises and the operation of the golf course, and in no event shall the golf course be closed for the work on improvements without the prior written approval of the City. (c) Bonds. Payment Bonds will be supplied by contractors for improvements on the golf course if the work is over $25,000 and Performance Bonds will be supplied if the work is over$100,000. V. OPERATION OF THE GOLF COURSE. (a) Services; Operation Plans. Without liability, cost or expense to City and or the full-term of the Contract, Manager shall maintain and operate the eighteen (18) hole golf course, golf shop, and the other facilities described herein, and shall offer for sale on the premises professional golf instruction, the usual and normal merchandise offered for sale at other quality golf courses, and the food and beverages and such other services and sales not prohibited hereby as shall be complimentary and desirable in order to best serve the golfing public in a manner comparable to other quality golf courses in the surrounding area. Immediately upon commencement of the term hereof, Manager shall furnish and maintain at no expense to City, all fixtures, trade fixtures, equipment, supplies, inventory and other personal property and items required for the efficient operation of the premises as herein required. Manager agrees that the premises shall remain equipped and furnished as herein provided throughout the term hereof, Manager making all repairs and replacements necessary to comply with this subparagraph. (b) Fees and Charges; Hours. (i). Hours. Manager shall operate the golf course and furnish the services and facilities offered thereon comparable to other quality golf courses. The golf course and attendant facilities and services shall be open to the public each day of the year, except as stated in Section III, during at least those hours normally utilized by golfers for play, which hours are in general deemed to be the daylight hours. (ii). Fees and Charges. Manager shall establish, post, and keep current a comprehensive schedule of all fees, including green fees, for the use of practice range balls, cart rentals and food and beverage prices which shall be: (1) submitted to the City and (2) conspicuously posted at all times at the places such fees are normally paid. A cash register receipt, showing at least the date issued and amount paid, shall be issued to every person paying any fee or charge included in gross receipts. Golfers shall be instructed to keep green fee receipts in their possession during play. No parking fees shall be charged for parking on the premises. The green fees for residents (as evidenced by a voting card or a valid driver's license) of the CITY OF PORT ARTHUR and charges for other services shall be proposed by the Manager and approved by the City Council. The Manager shall be allowed to determine the pricing for non-resident green fees, as well as to determine the pricing for youth and golf training programs, as well as all other fees. The residents' fees under this contract are set forth in Exhibit "C", attached hereto and made a part hereof. Future fee proposals shall be comparable to other quality golf courses in the surrounding area. (c) Management and Staff. The management, improvement, maintenance, and operation of the premises, the facilities and services shall be under the control of persons familiar with the golf course business and shall be under the immediate supervision and direction of an on-premise manager. The Manager shall, at the time of execution of this Contract, provide the City with the name and qualifications of the person who shall be responsible for the operations of the golf course and golf shop under this agreement. Should the Director of Golf (Golf Professional) and/or Operations Manager (Maintenance Superintendent) change, Manager shall notify City in writing of the name of his replacement, along with his experience and qualifications. The City retains the right of approval as to whether or not said replacement is acceptable. The City shall not unreasonably withhold approval. (d) Promotion of Name. Manager agrees to creatively promote, advertise and offer to the public all the privileges of the golf course and facilities on the premises. This includes, but is not limited to, the following activities: (i) Development and distribution of promotional materials (brochures, flyers, etc) (ii) Online marketing initiatives (website, social media, email campaigns). (iii) Organizing and participating in community events to raise awareness of the golf course All such promotion, advertising, and identifying signs shall fairly indicate that the golf course is a City facility. No name other than "Babe Didrickson Zaharias Memorial Golf Course" shall be used to identify, advertise and/or promote the golf course and related facilities activities without prior written City approval. The Manager will provide the City with quarterly updates on marketing efforts and outcomes, including metrics on public engagement, attendance, and promotional effectiveness. A comprehensive report will be submitted quarterly, outlining strategies, successes, and areas for improvement. (e) Municipal Course: Non-Discrimination. Fair and equal use of the premises and facilities and hiring, treatment and advancement of employees by Manager shall not in any manner be denied or abridged on the basis of race, color, religion, disabilities, ancestry, national origin, or in any other arbitrary or discriminatory manner. Manager will insure that all facilities at the premises shall be operated on a strictly non-discriminatory public basis at all times. (f) Clubs. Tournaments and Special Events. (i) Clubs. Manager agrees to actively pursue formation of responsible golfers' organizations by users of the golf facility and to consult with them from time to time. (ii) Tournaments and Special Events. Manager agrees to creatively promote and encourage tournaments and to give fair consideration to suggestions for events calculated to accommodate the public, increase golf play at the course, and otherwise mutually benefit the parties hereto. The scheduling of, and rules for, all tournaments shall be determined by the Manager. Fees for tournaments shall be determined by the Manager. (g) Food Service: Snack Bar. (i) It is the intent of the parties that the snack bar area shall be open to serve the golfing public when the golf course is open. (ii) Quality. All food and beverages, including beer and wine, sold or dispensed by Manager shall be of equal quality, preparation and service as at other quality golf courses in the surrounding area. The City shall have the reasonable right to disapprove the type and quality of specific foods and beverages sold or dispensed by Manager. The use of glass containers will not be allowed on the golf course, but may be allowed in the clubhouse. (iii) Cleanliness. Without limitation, all dining facilities and adjacent areas, inside and outside, shall be kept clean and attractive at all times, including windows, which shall be cleaned as often inside and outside as needed to keep the area clear and clean. (iv) Prices. Prices charged for food and beverages shall be comparable to prices charged for similar items at comparable facilities at other quality golf courses in the surrounding area. (h) Equipment. Manager and City herein agree that certain equipment and personal property described in Exhibit "D", attached hereto and made a part hereof, would be provided by Manager at its expense and as necessary to uphold the minimum maintenance standards of Babe Didrickson Zaharias Memorial Golf Course. VI. CAPITAL IMPROVEMENTS. The City will maintain a capital Improvement fund for golf course improvements and to the extent of funds received by the City from payment under this Contract, City will invest a minimum of $50,000 annually for capital Improvements as submitted by the Manager to City for inclusion in City's Annual Capital Improvement Plan. All monies received from Aquila Golf will be placed in the capital improvement fund to be reinvested as capital improvement funding for the benefit of the Babe Zaharais Municipal Golf Course and/or its fixed assets. After the City has provided the aforesaid capital improvements, Manager shall construct or supervise the construction of said improvements and the maintenance and repair thereof shall come under the terms of Article VIII of this Contract. VII. ALTERATIONS. (a) Alterations: Notice to City. Manager agrees not to make any material and or/structural alterations, changes, and/or additions to the premises without the prior written consent of City. Manager agrees to indemnify and save City harmless from all liens, claims, demands and/or costs (including, without limitation, attorney's fees) arising out of any alterations, changes and/or additions made by Manager whether or not herein allowed and Manager agrees not to suffer any such lien or charge to be created. (b) Title to Structural Improvements. Title to all structural improvements on the premises, which are approved by City, shall vest in City upon completion thereof and shall be left in place upon termination of this Contract. Title to trade fixtures, equipment, and other personal property initially installed or procured by Manager including replacement thereto if at no expense to City, shall remain with the Manager. Trade fixtures, equipment and other property that the City has paid for, in whole or in part, shall vest in the City. VIII. MAINTENANCE AND REPAIRS. (a) It is the intention of the parties that the funds paid to City by Manager for the term of this Contract shall constitute a net return to City free of any expenses, charges or other deductions whatsoever. Accordingly, Manager shall, at its sole cost, keep and maintain the premises and structures, improvements, fixtures, equipment and utilities which may now or thereafter exist thereon, in good operable, usable and sanitary order and repair and in good, safe practices throughout the term of this Contract, making such repairs as may be required to comply with the requirements of this contract. Ordinary wear and tear, fire and other casualties are exempted from the maintenance and repair provisions of this Article VIII. If it is mutually agreed by representatives of both the City and the Manager that the age of and the cost to repair such items or major components in relation to the replacement costs makes replacement a prudent decision, the City shall pay for the replacement; provided however, funding is available as determined by the City. (b) Manager shall take all steps to perfect and keep in force all dealers' and manufacturers' guarantees and warranties available on all installations made and equipment used on the premises. Upon termination of this Contract, all of such guarantees and warranties shall be assigned to the City. (c) Should Manager, after five (5) days notice from City of the need thereof, fail to commence and fail with reasonable diligence in performing its obligations required hereunder, City in addition to all other remedies available hereunder and by law and equity by its own forces or contractors, may, but shall not be so obliged, enter upon the premises, and perform Manager's obligations using any equipment or materials on the premises suitable for such purposes. Manager shall forthwith on demand reimburse City for its costs plus interest at the rate of ten (10%) percent per annum, but not to exceed the amount of interest permitted by law. IX. FAILURE TO MEET MINIMUM MAINTENANCE STANDARDS If the Manager fails to meet the minimum maintenance standards as shown on Exhibit "B", the Manager will pay the City the following for each day the standard is not met: 1. Major Failure - $100.00/day (Material Breach) 2. Minor Failure - $25.00/day This is in addition to any and all other remedies that the City has under this contract for noncompliance, which includes termination thereof. Major failures are: Failure to fertilize greens, tee boxes or fairways, failure to maintain weed control on the tees, fairways or greens, failure to maintain the required mowing schedule on tees, fairways or greens, except when failure cannot be cured due to weather condition, or failure to maintain the facility to an equal level of similar municipal golf courses in the area. Manager should notify and have City acknowledge and agree if additional time beyond the thirty (30) days provided in Article XVIII may be necessary to cure a material breach. Minor failures are: Any other minimum maintenance standard not listed above as a Major failure. Manager shall meet with City to discuss proposed corrections to Major and Minor failures and incorporate corrective action into the Annual Capital Improvement Plan, if necessary, and to the extent funds are available. X. PAYMENT. The Manager agrees to pay to the City the percentage payment fee as described hereafter. (a) Percentage Payment. Manager will shall pay the City according to the following schedule: Year 1 - $10,000.00 Year 2 - $12,500.00 or 1% of the net income collected, whichever is greater Year 3 - $15,000.00 or 1.5% of the net income collected, whichever is greater Year 4 - $17,500.00 or 1.75% of the net income collected, whichever is greater 4 Year 5 - $20,000.00 or 2.00% of the net income collected, whichever is greater Percentage payment to exercise option shall be subject to future negotiations. (i) Monthly Statements. On or before the fifteenth (15th) day of each calendar month, throughout the term of the Contract, Manager shall deliver or provide electronically to the City a written statement certified as correct by Manager, of the amount of Manager's gross receipts during the preceding calendar month. 4 (ii) Annual Statement; Percentage Payment. On or before sixty (60) days following the end of each contract year and on the sixtieth (60th) day following the last day of the term of the Agreement, Manager shall deliver or provide electronically to the City a statement signed by a responsible accounting representative or Manager setting forth in reasonable detail on a contract year basis the information required to be furnished in the monthly statements for the preceding contract year. The Manager shall also continue to use the same or similar accounting practices as has been previously approved or accepted by the City's Director of Finance, to determine the amount to be paid as percentage payments. (b) Records. Manager shall with respect to business done on premises, keep true and accurate accounts, records, books and dates (hereinafter called "records"), in form satisfactory to City, which shall among other things, contain a breakdown of gross receipts attributable from the premises. Accurate receipt printing cash registers shall be installed and kept by Manager on the premises, which shall show and record each and every charge or sales made and service performed on or from the premises, such receipts to provide for and show the original holding and computing and totaling of the daily sales made and services performed and the daily gross receipts of the business done on the premises by Manager. In lieu of an independent auditor's certification at Manager's expense of its annual statements, Manager shall maintain all of its financial records current (using accepted accounting principles) and in a condition and location as necessary as determined by City to allow City easy access to and evaluation of Manager's financial records. (c) Inspection of Records: Audit. City shall be entitled, at any time throughout the term and for four (4) years thereafter, to question the accuracy of any statement furnished by Manager hereunder. For such purpose Manager shall keep safe and intact for at least four (4) years after the end of each contract year all of Manager's records, sales slips, and other material Manager is required to maintain hereunder with respect to gross receipts. Manager shall upon request make the same available for examination at any reasonable time for four (4) years after the end of the contract year to which such records relate. Manager hereby agrees that City, its employees, agents and representatives, at all reasonable times, shall have the right to inspect and examine all such records, sales slips and other material by which the City may be enabled to ascertain the amount of Manager's gross receipts hereunder. Manager agrees to furnish City true and complete copies of its quarterly retail sales and use tax returns at the time such is filed with the State of Texas relative to its operations at Babe Didrickson Zaharias Memorial Golf Course. Upon written request by City, Manager agrees to furnish City with a copy of all records and materials as soon as possible, but always within forty-eight (48) hours. City will pay the reasonable cost of reproducing same except that Manager shall provide a copy of its monthly financial statement to City without cost to City. City may, once in any contract year, and once after expiration of that term, cause an audit of Manager's business conducted from the premises to be made by a certified public accountant of City's selection, and if the statements of gross receipts previously made for any contract year shall be found to be less by two (2%) percent or more than the amount of Manager's gross receipts shown by such audit, Manager shall immediately pay the cost of such audit together with any other sums shown thereby to be due City. Otherwise, the cost of such audit shall be paid by City. (d) Payment. All amounts required to be paid to City under the terms of the Contract shall be made in lawful money of the United States at City Hall, 444 4th Street, Port Arthur, Texas, or at such other place or places as may from time to time be designated by City by written notice given to Manager. (e) Percentage Payment during Default. For the purpose of computing percentage payment, the gross receipts for any time when Manager does not continuously and uninterruptedly conduct its business - as required herein shall be deemed to be the greater of the gross receipts from the premises: (i) during such period, or (ii) during the corresponding period of the preceding contract year. Xl. LIENS. Manager shall keep the premises and any improvements thereon free from any arid all liens arising out of any work performed, materials furnished, or obligations incurred by the Manager, its employees, agents and contractors, and the Manager agrees to reimburse the City for any attorneys fees incurred in defense of proceedings to enforce or foreclose such liens. XII. UTILITIES, ETC. (a) Utilities. City shall not be responsible for any utilities except where expressly provided for herein. All electricity consumed on the premises shall be obtained by and paid for by Manager. Provided, however, it shall be the responsibility of the City to pay for electric utility service for the drainage pump stations No.1 and No.2. (b) Trash. The prompt, efficient collection and disposal of trash, clippings and refuse is essential to the proper maintenance of a golf course, and Manager shall be responsible for such collection and disposal from the premises at its own expense and in accordance with applicable laws and ordinances. Manager shall not pile or store (except temporarily awaiting prompt collection in service areas out of public view and approved by City) clippings, trimmings, cans, cartons, barrels, used equipment, scrap or other similar debris on or about the premises, or suffer the same to occur. Trashcans at locations on the golf course shall also be emptied daily. (c) Water. Manager is responsible for the payment for all water necessary for the improvement, operation, and maintenance of the premises, except that all irrigation water necessary for use on the golf course will be supplied in sufficient quantity and quality to meet the basic standards of the contract by City from whatever sources the City selects at no cost or expense to Manager. Manager is presently and will, at its cost so long as the water is suitable for golf course purposes, pump water from the DD7 Main "B" Canal. If this water is not reasonably suitable for use, it will be considered a condition of "force majeure". XIII. SIGNS. Manager shall not permit, allow, or cause to be erected, installed, maintained, painted, displayed and/or used on, in, or at the premises or any part thereof any exterior or interior sign whatsoever or advertising devices other than tee box signs, bench advertising or other devices not detrimental to the golf course without prior written consent of the City, which consent shall be in City's sole discretion and strictly in accordance with applicable City ordinances. XIV. INDEMNIFICATION. This Contract is made upon the express condition that Manager agrees to hold City harmless from all liability, penalties, losses, damages, costs, expenses, cause of action, claims and/or judgments arising by reason of any injury or damage to any person or persons, including without limitation, the public, golfers, Manager, its servants, agents and employees, or property of any kind whatsoever and to whomever belonging, including without limitation, the public, golfers, Manager, its servants, agents and employees or property of any kind whatsoever and to whomever belonging, including, without limitation, the public, golfers, Manager, its servants, agents, and employees arising out of Manager or Manager's servants', agents' or employees' negligent acts or omissions. Manager hereby covenants and agrees to indemnify, protect and save City harmless from all liability, loss, costs, attorney fees, and obligations on account of the foregoing, except as may result from the negligence of City or its officers, agents or employees. XV. INSURANCE. (a) Liability. Manager shall, throughout the term hereof, at its own cost and expense, procure and maintain in full force and effect comprehensive public liability and property damage insurance insuring Manager, City, and their respective directors, officers, agents and employees against loss, damage or liability for personal injury, death or damage to property resulting from any cause whatsoever, including without limitation the acts and/or omissions of the insured parties incident to the use of or resulting from an occurrence on or about the premises or from the sale of alcoholic beverages, with minimum limits of liability of $500,000 for personal injury to or death of one person, and $1,000,000 for personal injury to or death of two or more persons in each occurrence or event, and in a minimum amount of $100,000 for damage to property resulting from each occurrence or event. (b) Other Matters. Manager agrees that all of the insurance required under this Article XV shall be in form and with companies authorized to do business in the State of Texas; shall provide that it shall not be subject to cancellation or change except after at least thirty (30) days prior written notice to City; and the policies or duly executed certificates thereof, together with satisfactory evidence of the payment of the premiums thereon shall be deposited with City upon commencement of the term hereof, and upon renewal of such policies, not less than thirty (30) days prior to the expiration of the term of such coverage. Should Manager fail to effect, maintain or renew any kind of insurance herein required of Manager in the required amount, or to pay the premium thereon or deposit with City the certificates thereof, as hereinabove provided, then in any said events City, at City's option but without obligation so to do may procure such insurance and any sums expended by City for such insurance shall be repaid by Manager to City forthwith. Manager hereby agrees that any policies herein required shall be primary policies of insurance and shall not be so-called blanket policies. As circumstances change during the term hereof, City may from time to time require reasonable revisions and changes in the forgoing insurance requirements and Manager agrees to comply therewith such requirements. City agrees to offset any costs of these insurance requirements against any. sums and monies Manager owes to City under this Contract. (c) City's Responsibility. City agrees to carry casualty insurance on the buildings and structures on the golf course and in case of destruction of such improvements the City agrees to rebuild if the City deems it necessary and feasible. XVI. WORKMEN'S COMPENSATION, SOCIAL SECURITY, ETC. Manager shall acquire and maintain in full force throughout the term Workmen's Compensation Insurance for all its employees and Unemployment Compensation Insurance to the extent necessary for Manager's operations upon the premises. All policies under this Paragraph shall be written by companies satisfactory to City and contain provisions that written notice of cancellation or change in the policies shall be delivered to City at least thirty (30) days prior to the effective date of the same. Upon commencement of the term of this Contract hereof, Manager shall furnish the City with a certificate showing such insurance to be in full effect. XVII. INSPECTION OF PREMISES AND IMPROVEMENT. Manager shall permit the agents, employees or appointees of City to enter in and upon the premises at all reasonable times for the purpose of inspecting the same. XVIII. DEFAULT. (a) Event of Default Defined. Each of the following shall be deemed an event of default: (i) If Manager, after written notice, shall default in the payment of fees or any other sums due under this Contract for fifteen (15) days; (ii) If Manager, within thirty (30) days after written notice fails to cure a material breach in the performance or observance of any other term, covenant or condition of this Contract, however if such default or omission complained of shall be of such a nature that the same cannot be completely cured or remedied within said thirty (30) day period, event of default shall occur if Manager does not with reasonable diligence and in good faith proceed to remedy or cure such default; (iii) Abandonment or vacation of the premises; (a) a voluntary or involuntary petition in bankruptcy, or for reorganization, or for an arrangement by or against Manager; (b) adjudication of, Manager as a bankrupt or insolvent or insolvency in the bankruptcy or equity sense; (c) a petition or other proceeding by or against Manager for, or the appointment of, a trustee, receiver, guardian, conservator, or liquidator of Manager with respect to all or substantially all of its property, except a receiver appointed at the instance or request of City; (d) a petition or other proceeding by or against Manager for its dissolution or liquidation, or the taking of possession of the property of Manager by any government authority in connection with dissolution or liquidation; (e) the taking by any person of the Contract created hereby or any part thereof upon execution, attachment, or other process of law or equity, if caused by act of Manager. (b) City's Remedies. Upon the occurrence of any event of default, City may, at its option, without any further. demand or notice, in addition to any other remedy or right given hereunder or by law, with our without terminating this Contract, re-enter the premises or any part thereof, either with or without process of law, and eject, expel, remove and put out Manager or any person or persons occupying the premises and remove all personal property, trade fixtures, fixtures and equipment, therefrom, using such force as may be necessary to again repossess and enjoy said premises as before this demise, without prejudice to any remedy which might otherwise be used for arrears of payment or preceding breach or covenant or condition, and without liability to any person for damages sustained by reason of such removal. No such re-entry or taking of possession of the premises by City shall be construed as taking of possession of the premises by City shall be construed as an election on its part to terminate this Contract unless a written notice of such intention be given Manager, said notice being given as provided herein. City may likewise, at City's option, but at the cost of Manager and in addition to any other remedies which 'City may have upon such default or failure or neglect and without notice to Manager, petition a District Court in Jefferson County, Texas, for and be entitled as matter of right to the appointment of a Receiver and said Court may appoint such Receiver and vest in him such powers and authority as may be necessary or proper to fully protect all the rights herein granted or reserved to City. City may likewise, at City's option and in addition to any other remedies which City may have upon such default, failure or neglect, let and relet the said premises in whole or in part, at such payment and upon such terms and for such length of time, whether less or greater that the unexpired portion of the term of this Contract, as City may see fit, and Manager shall be liable for any deficiency between the payments so procured by City for the period of said letting or reletting (including the cost of any such alterations or other changes), and the payment herein reserved for a period identical with the term of said letting, or reletting, and City may institute action for the whole of such deficiency immediately upon effecting any letting or reletting, and City may institute action for the whole of such deficiency immediately upon effecting any letting or reletting and shall not thereafter be precluded from further like action in the event such letting or reletting shall not embrace the whole unexpired portion of term hereof, or City may monthly, or at such greater intervals as it may see fit, exact payment of said deficiency then existing until City from time to time when called upon by City so to do, and should this Contract not be terminated, City may, notwithstanding such letting or reletting, at any time thereafter elect to terminate it; or should this Contract, prior to the expiration of the term hereof, be terminated by City by reason of any breach hereof by Manager, City shall thereupon, at its option, be entitled to recover from Manager the worth at the time of such termination of the excess, if any, of the amount of payment and charges equivalent to payment reserved in this contract for the balance of the term hereof, over the then reasonable value of the premises for said period. Any payment and/or other sums not paid when due as herein provided shall bear interest from the date due at the rate of ten (10%) percent per annum but not to exceed the amount of interest permitted by law until paid. The term "let and relet" as used herein shall not be construed to indicate a landlord/tenant relationship, and the parties expressly deny the intent to create a landlord/tenant relationship by this Agreement. XIX. NONWAIVER OF DEFAULTS. The waiver by City of any breach by Manager of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach of the same or of any term; covenant or condition. The waiver by Manager of any breach by City of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach of the same or of any other term; covenant or condition. XX. ASSIGNMENT AND SUBLETING. Manager shall not sublet the premises (or any part thereof) or assign this Contract or any interest herein, or permit any concessionaire or third party to conduct any portion of Manager's operation on the premises, without prior written consent of City for each and every subcontract, sublessee, assignment or assignee. XXI. TERMINATION. The parties may terminate this Contract by mutual agreement at any time. Unless the parties agree to shorter time, the termination date shall be six (6) months after the execution of any agreement to terminate. Terms and conditions may be included in such agreement. The City may terminate this agreement with fifteen (15) days notice if there is a material breach in the payment of fees to the CITY OF PORT ARTHUR by the Manager. The City may terminate this agreement with thirty (30) days notice if there is any other material breach. XXII. NOTICES. All notices to be given hereunder shall be in writing and shall be deemed given when deposited in the United States mail, postage prepaid, certified return receipt requested, or registered, addressed as follows or to such other address as from time to time may be designated by a party by written notice to the other party: TO: City CITY OF PORT ARTHUR ATTN: City Manager Post Office Box 1089 Port Arthur, Texas 77641 TO: Manager AQUILA GOLF, INC. ATTN: Mr. George Brown, III President 395 N. Tenth Street Beaumont, Texas 77702 XXIII. WAIVER OF CLAIMS. Manager hereby waives any claim against City and its officers, agents or employees, for damage or loss caused by any suit or proceedings directly or indirectly attacking the validity of this Contract, or any part thereof, or by and judgment or award in any suit or proceeding declaring this Contract null, void or voidable, or delaying the same, or any part thereof, from being carried out. XXIV. DEFINITIONS. The following terms as used in this Contract are respectively defined as follows: (a) "Comparable to other quality golf courses in the surrounding area" or "The standard of service provided shall be equal to other quality golf courses in the surrounding area" or "equal level with similar quality golf courses in the area". (b) "City's approval, consent and review" refers to the City Manager or his designee unless such approval, consent or review is expressly required by this contract to be given or performed by another specific entity or person. (c) "Manager" refers to AQUILA GOLF, INC., a management development company. XXV. HIRING. The Manager shall use its best efforts to hire Port Arthur residents when positions for the operation and maintenance of the golf course become open. XXVI. FORCE MAJEURE CLAUSE Neither Manager nor City shall be required to perform any term, condition, or covenant in this Contract so long as such performance is delayed or prevented by force majeure, which shall mean acts of God, strikes, lockouts, material or labor restrictions by any materials, civil riot, floods, failure of power, unavailability of suitable irrigation water, fire or other casualty and any other cause of a similar nature not reasonably within the control of Manager or City. XXVII. HAZARDOUS MATERIALS. On and after the effective date of this Agreement, Manager and City shall not use or permit on the property or any part thereof to be used to generate, manufacture, refine, transport, treat, store, handle, dispose, transfer, produce or process any hazardous materials, except in strict compliance with all applicable Environmental Regulations, nor sail Manager or City cause or permit, as result of any intentional or unintentional act or omission on the part of Manager or City or any tenant or subtenant on the property, a release of any hazardous materials onto the property or onto any other property. Manager shall comply, and ensure compliance by all tenants and subtenants, with all applicable Environmental Regulations, and shall obtain and comply, and ensure that all tenants and subtenants obtain and comply, with any and all approvals, registrations or permits required thereunder. For purposes of this section, "hazardous materials" shall be deemed to include, without limitation, petroleum, asbestos, any flammable explosives, radioactive materials, hazardous materials, hazardous wastes, hazardous or toxic substances, or related materials as defined in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, et seq., the Resource Conservation and Recovery Act, as amended (42 U.S.C. Section 6901, et seq.), and in the regulations adopted and publications promulgated pursuant thereto, or as defined in the other Environmental Regulations. Notwithstanding anything herein, the Manager shall not be liable if hazardous material or pollution originates from a source other than the parties to this Contract under their obligations hereunder, however, it is expressly agreed, promised and covenanted between the parties that the parties will cooperate fully in any and all actions, including litigation, to recover their respective damages against such third parties. XXVIII. ENTIRE AGREEMENT. This agreement contains the binding agreements between the parties and supersedes all other agreements and representations, written or oral, on the subject matter of this agreement, including any statements in referenced exhibits or attachments that may be in conflict with statements in this agreement. XXIX. GOVERNING LAW. It is agreed that this agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Texas. XXX. VENUE-JEFFERSON CITY. Venue of all causes of action shall be in Jefferson County. XXXI. MODIFICATION OF AGREEMENT. Any modification of this agreement or additional obligation assumed by either party in connection with this agreement shall be binding only if evidenced in writing signed by each party or an authorized representative. XXXII. EFFECT OF PARTIAL INVALIDITY. The invalidity of any portion of this agreement will not and shall not be deemed to affect the validity of any other provision. In the event that any provision of this agreement is held to be invalid, the parties agree that the remaining provisions shall be deemed to be in full force and effect as if they have been executed by both parties subsequent to the expungement of the invalid provision. Nevertheless, the payment of the management fees and the maintenance of the course are essential provisions of this agreement. SIGNED and AGREED to on this the day of , 2024. AQUILA GOLF, INC. BY: SIGNED and AGREED to on this the day of , 2024. CITY OF PORT ARTHUR BY: ATTEST: CITY SECRETARY EXHIBIT "A" TO THE CONTRACT IMPROVEMENTS AND OTHER PROPERTY OF THE CITY WHICH ARE INCLUDED AS A PART OF THE GOLF COURSE 1. Club House a. Approx. 2,400 sq. ft. Building b. Composite Shingle Roofing c. Plumbing d. Men's &Women's Restrooms with all Pertinent Fixtures e. 110/220 Single Phase Electrical System f. Heating and Air-Conditioning System g. Burglar and Fire Alarms h. Carpet and Tile Flooring i. Hot Water Heater j. Drinking Fountains 2. Cart Storage Barn a. Approx. 3200 sq. ft. Building b. Wood Shingle Roofing c. 110/220 Single Phase Electrical System with Outlets for 60 Cart Chargers 3. Maintenance Facility a. Approx. 3,100 sq. ft. Building b. Wood Shingle Roofing c. 11./220 Single Phase Electrical System d. Five Overhead Doors (two-car garage size) e. Restroom with Pertinent Fixtures f. Asphalt Paving 4. Irrigation Pump Station a. Approx. 200 sq. ft. Pump-House b. Composite Shingle Roofing c. 72" cmp Wet Well and Concrete Foundation d. 480 Volt Three Phase power e. Step Down Transformer to 110/220 Single Phase f. 110 Volt Outlets, Lighting, and Exhaust Fan g. One P.S.L. 3 VT Skid Mounted Pump Station 1. Three Panel P.S.I. Electrical Control System 2. Pertinent Piping and Manifold 3. Two 50 hp electric motors 4. One 25 hp electric motors 5. One 15 hp electric motors 6. Three vertical turbine pumps —total maximum output— 1000 g.p.m. 5. Drainage Pump-station #1 a. Approx. 160 sq. ft. Pump-House b. Composite Shingle Roofing, with Plexi-Glass Skylights c. Concrete Foundation, Two 7' by 9' Wet Wells and Masonry Block Sub-grade Walls d. 480 Volt Three Phase Power e. Step Down Transformer to 110/220 Single Phase f. 110 Volt Outlets and Lighting g. Two 100 hp Electric Motors h. Two Identical MODEL #30 Single Stage Water Lubricated Patented Packing-Less LO-LIFT Propeller Pumps, with Model #3024 Pump Bowls and 23.125" Manganese- Bronze Propeller at a 0.80 Pitch Angle. 6. Drainage Pump- Station #2 a. Approx. 160 sq. ft. Pump-House b. Corrugated Fiberglass Roofing c. Concrete Foundation, Two 7' by 9' Wet Wells and Masonry Block Sub-Grade Walls d. 480 Volt Three Phase Power e. Step Down Transformer to 110/220 Single Phase f. 110 Volt Outlets and Lighting g. Two 125 hp Electric Motors h. Two Identical MODEL#36 Single Stage Water Lubricated Patented Packing-Less LO-LIFT Propeller Pumps, with Model #3626 Pump Bowls and BZ—26 Manganese- Bronze Propeller at a 1.0 Pitch Angle. 7. Sprinkler Irrigation Distribution System a. Approx. 220,000 I.f. of PVC Piping as Follows: 1. 8" —6001.f. 2. 6" —2,1001.f. 3. 4" —6,6301.f. 4. 3" — 13,1001.f. 5. 21/2" — 5,0001.f. 6. 2" — 13,7001.f. 7. 1" —3001.f. b. 342 Toro 690 Hydraulic Pop-Up Rotary Sprinkler Heads c. Gate Valves, Steel Sleeving and Assorted Fixtures 8. Sprinkler Irrigation Control System a. TORO OSMAC Radio Control System b. 13 Control Boxes c. Direct Burial Electrical Wiring d. Hydraulic Control Tubing e. TORO TOUCHNET Central Controller 9. Asphalt Paving 10. Four (4) Wooden Tee Shelters with Benches 11. Two (2) Restrooms on Golf Course 12. Patio Cover (shelter)Adjacent to Clubhouse EXHIBIT "B" TO THE CONTRACT MINIMUM MAINTENANCE STANDARDS Minimum Greens Maintenance Any reference to greens refers to all greens, including practice areas and nurseries, if applicable, unless otherwise noted A. Mowing 1. During the months of March through November (herein after referred to as the growing season) greens shall be mowed a minimum of five (5) days per week. Mowing heights should be between 1/8 inch and 5/32 inch during this period. 2. Greens shall be mowed a minimum of four (4) days per week during the months of December through February (herein referred to as winter months). Mowing height should be between 5/32 inch and 3/16 inch. B. Change cup locations on all greens at least two (2) times weekly. Cup location will be moved at least twenty (20') feet from the previous placement. Cups on practice greens shall be changed a minimum of once per week during the growing season, during the winter months, and, in either case, more frequently during periods of heavy play. C. Repair ball marks, or divots, on all greens at least once per week, if play conditions warrant (i.e. heavy play during extremely wet weather). Any other turf damage shall be repaired immediately. D. Greens shall be watered as needed to maintain moisture in the top six (6") inches of soil. Water shall be applied only as fast as the greens can absorb it. In periods of excessive heat, syringing may be needed to prevent wilting. E. Greens shall be aerified a minimum of two (2) times during the growing season. A coring-type unit, which places holes on two (2") inch centers and a minimum of two (2") inches deep. F. Top-dress all greens a minimum of two (2) times; once after aerification, and on "as-needed" basis for that reduction. Top-dressing material will be sand or a mix of similar to that used to construct the greens. G. Verticutting is required several times annually, on an as needed basis to control thatch and reduce graininess. H. Fertilization —All greens shall be fertilized a minimum of every 4-6 weeks at a minimum rate of/2 pound to 1 pound per 1,000 square feet of green surface, using an appropriate fertilizer mix to maintain color, growth and turgidity of the turf, without allowing excessive or excessively succulent growth. Additionally, a fertilization program based on annual soil test results should be implemented and followed, using a proper mix of nitrogen, phosphorous, potash, and any other nutrients indicated by the soil test. Soil samples shall be taken from each green in the spring and sent to an appropriate soil testing establishment. Adjustments to program schedule shall be made annually, as identified from soil tests. I. Fungicide —All greens shall have preventive fungicide applications and applied appropriately to control fungal disease activity. J. Pre-emergent chemicals shall be used, if necessary, in early spring and other appropriate times to prevent intrusion into the greens of weeds difficult to eradicate. K. Weed Control —All greens shall be maintained free of foreign grasses and weeds, with consideration to the health of the turf. II. Minimum Tees Maintenance Tees —All Areas Used for Tee Surface A. Mowing —All tees shall be mowed at a height of 3/8" to 1/2" once per week. B. Water should be applied to tees in the same manner as greens. C. Topdressing —All tees shall be top-dressed twice during the growing season and more often on holes where irons are frequently used to tee off. D. Seeding —Tee areas may require seeding during times of heavy play, and/or during the winter months when turn is slow to recover from damage. Seed should be applied at recommended rate to maintain suitable teeing surface. Not possible due to lack of irrigation on tees. E. Set-Up—Tee markers and all tee equipment shall be moved a minimum of twice per week and more often during periods of heavy play for proper teeing and wearing of turf. F. Weed Control —Tees shall be kept weed free to an extent of not more than four (4) weedy species per square yard, by the proper application of herbicides. G. Aerification —All tees shall be aerified twice during the growth season beginning in March. Aerifying tees in conjunction with the greens will facilitate planning and minimize disruption of play. H. Fertilization —All tees shall be fertilized 1-2 times during the growth season with nitrogen, phosphorous, potash, and other nutrients as identified by annual soil test to maintain color, growth and turgidity of the turf, without allowing excessive or excessively succulent growth. III. Minimum Fairway Maintenance Fairways —All Areas of Play Except Greens, Tees, and Natural Growth Areas A. Mowing —All fairways shall be mowed twice a week at a height of/2" during the growing season and as needed for the balance of the year. B. Fertilization —All fairways shall be fertilized 1-2-times annually. The first application shall be in March — May. Fertilizer mix and application rate shall be determined from annual soil tests. C. Weed Control — Fairways shall be kept weed-free to the extent of no more than an average of four (4) weedy species per square yard, by the proper application of herbicides. EXHIBIT "C" TO THE CONTRACT y y C cn y H 000 V Al a o 0 0 0 0 O a O. O. 0 O o 0 0 C. tn- try tr)- try tr} tr1• v a try try tn- •~ cn Z y o) Z o 0 0 CCU L o 000000 ' � 000 •,L~iX CZ 0 � N � °�-,' � � � �+V to tr in tr to• to 1O oonhooLf U tn tn- tn- 4 V W W N =' w �' o o Lu 'ts O000000 is O000 CZ 7) a A •Q o o o o o o '� a000 OooLriLriNI4ri o) � O000 24 ct cc r1 ,-i c-1 c-I rI rl cy c:j CC LO N lO ,,r+ a IA-t t t • IA- IA- ;.e aIA- r}t t IA- F.. • W O O O O O O F` W 0 0 0 O cC O O O O O O O cC F-▪ .Z = n 4 4 M O ; •� a' O O O O 0) p c-I c-I I-1 c-1 rl r-I O 0) m Lr1 LO Ln 0.1 � U -i t - 0., E V try tr} to a) a) a) a) a) Lii LA "- a) LL. N 2 N iro WL 0 O 0 U 6 ro 76= 2 _ _ U i N W Ql rl Ql O - W ,O .> = O W W W 0 0 _ = a C - c N CV Z ro 0 v v C.) y 77 - '� 'C QJ Q) oo 1 g 000 0 •O O • CA Z a a CCU - •so x L L • A' L L N �I 0_Q� �) O O G 2 O O y Lnci LOO u v u CZ 44F. U as L �' o 0 a) v v �▪ � c a) a) C3 7 -a W L L *44 44 P.: a a •~ I 0 N CL •� = 0 O N A EXHIBIT "D" TO THE CONTRACT Make/Model Serial Number Equipment February 2024 Equipment: John Deere 4120 Tractor LV4120P215029 John Deere 2500 Greensmower TC2500AD020134 Buhler Farm King Mower 2800275 John Deere 2030 Spray Rig TC2030A050454 John Deere 1800 Spray Rig TC1800G070171 John Deere Aercore 1500 Aerifier M01500X025124 Dakota 410 Topdresser 41001404 ExMark 60" Zero-Turn Mower 703301 Jacobsen 5-Gang Fairway Mower 74670 3225 Jacobsen 5-Gang Fairway Mower 74670 3226 John Deere 1200A Bunker Rake TC1200A160773 John Deere Turf Collector TC125X30048 John Deere Greensmower TC250BDHFT095204 Picker 6gang split-hi rise EP029AH John Deere reel mower 2653A TC2635D120455 John Deere tractor w/loader LV5205C621493 John Deere 970 tractor w/loader M009706120436 Greens roler T6390 Exmark mower 400923620 John Deere 2500 BD greensmower 1TC250BDAJT110130 Golf carts 60-Temp Lithiumion2 carts-60 @ $6594 each 2012 Workhorse beverage cart 273682 2016 EZ Go golf cart 3187506 2016 EZ Go golf cart 3187545 2008 Caryall Cart ZG0828-924121 2008 Carryall Cart ZG0828-924125 2012 Carryall Cart ZG1215-273704 2012 Carryall Cart ZG1226-289072 Equipment cont'd: 2020 Kubota KX018 Excavator 48220 2017 John Deere model JT1584 1LV4052MHHH101584 P. R. # 24022 11/05/2024 ca Exhibit "C" RESPONSE TO REQUEST FOR PROPOSAL MANAGEMENT SERVICES FOR THE BABE DIDRIKSON ZAHARIAS MUNICIPAL GOLF COURSE PORT ARTHUR, TEXAS BY: toiiiilt‘ l AQUILA GOLF INC. 395 North 10th Street Beaumont, Texas 77702 409-832-GOLF (4653) www.thebabegc.com gwbbmt@gmail.com April 24, 2024 AQUILA GOLF, INC. 395 NORTH 10TH STREET • BEAUMONT, TEXAS 77702 • (409) 832-GOLF WWW.AQUILAGOLF.COM April 24, 2024 City of Port Arthur Clifton Williams, Purchasing Manager P.O. Box 1089 Port Arthur, Texas 77641 Re: Babe Didrickson Zaharias Municipal Golf Course Dear Mr. Williams: We at Aquila Golf are pleased to submit this response to the City of Port Arthur's Request for Proposal for Management Services of the Babe Didrickson Zaharias Memorial Golf Course, and we most certainly appreciate the opportunity to be considered for a continuance of our management and operation of the facility. Aquila Golf has maintained a close and productive working relationship with the City since 1993. I am confident that our extensive experience and knowledge in the golf industry, Aquila's qualified management team and financial stability, will make us the top candidate. To that end, I have enclosed information about our company and its philosophy regarding the operation of public golf facilities. Sincerely, AQUILA GOLF, INC. By: C� George W. Brown, Ill - President Table of Contents Section A'Qualifications 2 SectionB-Empehence g SectionC—Rnanda|Status 10 Section D—Proposed Operations~Golf Course 10 Section E—Proposed Operations~Concessions 24 SectionF—pnnpmsedFees 16 SectionG—Capitai |nnprovenments 16 Appendix A—Requested Financial Information &r1 AppendixB—Vendo,Ust B-1 Appendix C—KAinimnunnMa|ntenanceStandands C-1 Appendix D—Required Signed RFPDocumentation D-1 1 AQUILA GOLF, INC. Response: A.) QUALIFICATIONS a. Name of Firm: Aquila Golf, Inc. 395 N. 10th Street, Beaumont, TX 77702 Phone: 409-832-4653, 409-781-5403, Website: www.thebabegc.com, Email: gwbbrnt@gmail.com b. Contact: George W. Brown III - President, Phone: 409-781-5403, Email: gwbmt@gmail.com c. Date of establishment and brief history: Aquila Golf is a golf management company founded in 1993 in Beaumont, Texas for the purpose of seeking new properties to manage, as well as developing new golf venues in the area. Before this time, Aquila Golf operated under the name of Bayou Din Golf Club. d. Management philosophy: Aquila Golf is poised to provide a complete array of functions to the golf industry in the areas of golf course management, golf related construction management, as well as agronomic consultation. Aquila Golf employees share a common goal which is to provide a positive and enjoyable experience for all guests, while maintaining a professional image, and maximizing revenues in the best interest of all stakeholders. Aquila Golf understands that it must continually provide a place where beginners can feel welcome and the expert will be challenged. Since the most important item for sale in the golf business is golf itself, product quality and customer satisfaction will be the foremost goal. e. Accomplishments: Aquila Golf has operated Bayou Din Golf Club (1980 -2016), Babe Didrikson Zaharias Memorial Golf Course (1993 to Present), Belle Oaks Golf Club (formerly known as Port Arthur Country Club) (1998-2001), and The Palms at Pleasure Island Golf Course (2007-2008). f. Current number of employees: Aquila Golf currently employs a total of 23 employees. g. Key management personnel: The company's principals are seasoned golf personnel with a combined total of 130 years of experience in golf course operation, management, maintenance, and construction design/management. All key personnel are Southeast Texas natives and residents, and all have personally provided golf course facility management, design/development, and construction management to five local golf courses. More importantly, they all possess a common vision of the market demand and golf demographics of the area. 2 Essential management personnel are in place, and combine exceptionally strong talents in this market. George W. Brown Ill Current daily fee facility operator with Southeast Texas regional name recognition, forty plus years of diverse golf experience, and vast business acumen developed over many years of a various business ventures. Manager Ed Campbell Current PGA Class A Golf Professional with Southeast Texas regional name recognition and sixty plus years of comprehensive knowledge of all aspects of golf, instruction, operations, and management. His experience includes organization, administrative and communicative skills in the areas of public relations, personnel, golf instruction, player development and junior golf leadership. Director of Golf Devon Freeman Current Class A member of the Golf Course Superintendents Association of America with 15 plus years of diverse golf maintenance experience across 5 states, including a PGA Tour — Top 100 golf course as assistant superintendent, as well as golf related construction design/management, administration, and agronomic consultation. His strengths include organization, administration, personnel, maintenance, determination of optimum spending levels, and procedural implementation. Greens Superintendent. Mitch Duncan Current Director of Golf with 16 plus years of diverse golf experience and nine plus years of extensive experience in golf operations management, player development, tournament management, and market research. His experience and strengths include administrative and communicative skills, operations management, marketing, financial analysis, event sales and planning, inventory management, food and beverage operations, strategic planning, computer systems administration, public relations, golf market demographics and analysis, and junior golf leadership. Golf Operations Manager Pamela Winn Experienced comptroller and Human Resources manager with over 35 years of combined experience in accounting, accounting development, and human resources. She has a cumulative knowledge of organizational and communicative skills in the areas of policy and procedure, retail accounting, payables/receivables, inventory systems, and revenue budgeting. Comptroller-Human Resources Director h. Resume/Biographies: 3 GEORGE W. BROWN III PROFESSION: Golf Course Operator Farmer/Rancher Investment Manager PROFESSIONAL EXPERIENCE: 1970- Present JEFFERSON LAND COMPANY, INC., Beaumont, Texas; managing entity of a 2,400-acre farm and ranch. Manager of the day-to-day operations, both on site and clerical, including responsibility for all oil and gas leasing, right of way agreements, cattle purchasing and sales as well as all long-term planning and capital expenditures. President and CEO. July 1993- Present AQUILA GOLF INC., Beaumont, Texas; golf course development, management and service company. Manager of all long-range planning, capital expenditures, cash management, lease and right of way negotiations. President and CEO. December 1988- December 1992 B&B TOWING, LTD., Beaumont, Texas; foreign investments. Managing entity of rental equipment in Canada. Responsible for all long-range planning. President and CEO. December 1991- Present BROWN RESOURCE GROUP, Inc., Beaumont, Texas; managing entity of timber and oil and gas properties. Manager of all aspects of timber sales, oil and gas leasing and all contract negotiations. President and CEO. EDUCATION: Lamar University, Beaumont, Texas; May 1982 B.B.A. in Marketing. PAST BOARDS: Texas Golf Course Owners Association, founding member, board of directors, vice president. Jefferson County Industrial Development Corporation 4 Boy Scouts of America, Three Rivers Council — Executive Board Member Family Services of Southeast Texas Jefferson and Orange County Pilot Commission - Chairman ED CAMPBELL PROFESSION: Class A PGA Professional PROFESSIONAL EXPERIENCE: August 1993- Present BABE DIDRIKSON ZAHARIAS MEMORIAL GOLF COURSE, Port Arthur, Texas; organize and oversee daily golf operations. Supervise, direct, hire, and train all golf shop personnel. Lead customer service team and answer all customer concerns. Provide golf instruction for new and experienced golfers. Oversee the organization and execution of golf tournaments. Work with local charities to increase tournament proceeds. Responsible for the procurement and management of golf shop inventory. Oversee food and beverage operations. Act as media and public relations liaison. Junior golf leader. June 1995— 2019 STPGA Junior Golf, Spring, Texas; promote junior golf throughout Southeast Texas. Coordinate and execute bi-weekly summer series junior golf tournaments. Work with the Southern Texas Section office and other area directors to ensure cohesiveness between metro areas. Address all concerns and needs of players and parents. Area Director—Beaumont Metro Area. December 2001— December 2011 SOUTHEAST TEXAS JUNIOR GOLF TOUR, Port Arthur, Texas; promote junior golf throughout Southeast Texas. Secured sponsorships, organized, and ran weekly "Winter Series" tournament. Address all concerns and needs of players and parents. Founder and Tournament Director 5 May 1980- August 1993 BAYOU DIN GOLF CLUB, INC., Beaumont, Texas; directed and supervised all aspects of the golf and maintenance operations. General Manager, Head Golf Professional 1977- 1979 ED CAMPBELL GOLF CARS, Beaumont, Texas; Golf cart dealer and repair facility. Owner/Operator 1961- 1979 PINEWOOD COUNTRY CLUB., Sour Lake, Texas; Directed and supervised all aspects of the golf and maintenance operations. General Manager, Head Golf Professional, Superintendent 1959- 1961 BEAUMONT COUNTRY CLUB., Beaumont, Texas; assisted head golf professional with daily operations. Assistant Golf Professional. EDUCATION: Lamar University, Beaumont, Texas; May 1960 B.B.A. Business Administration AWARDS: Babe Zaharias Foundation—The First Tee Distinguished Service Award for Promoting Junior Golf, 2013 Southern Texas P.G.A. -Junior Golf Leader Award, 2002 Southern Texas P.G.A. —Golf Professional of the Year, 2001 ACCOMPLISHMENTS: Active with starting The First Tee Port Arthur Chapter Founded The Southeast Texas Junior Golf Tour ORGANIZATIONS: Professional Golfers of America, Class A Member since 1965 Former Director of the South Texas P.G.A. Young Men's Business League 6 Mitch Duncan PROFESSION: Golf Operations Manager PROFESSIONAL EXPERIENCE: February 2016- Present BABE DIDRICKSON ZAHARIAS MUNICIPAL GOLF COURSE, Port Arthur,Texas;organize and oversee golf operations. Perform profit and loss analysis, supervise, direct, hire, and train all golf shop and food and beverage personnel. Plan, anticipate, set goals, and prepare future assignments and projects. Develop and maintain operating budget. Develop and implement marketing strategy. Oversee the organization and execution of golf tournaments. Work with local charities to increase tournament proceeds. Monitor golf operations and fee scales of competing public courses in the area. Responsible for the acquisition and management of golf shop inventory. Lead customer service team and answer all customer concerns. Oversee food and beverage operations. Act as media and public relations liaison. Director of Golf Operations June 2019- 2021 STPGA Junior Golf, Spring, Texas; promote junior golf throughout Southeast Texas. Coordinate and execute bi-weekly summer series junior golf tournaments. Work with the Southern Texas Section office and other area directors to ensure cohesiveness between metro areas. Address all concerns and needs of players and parents. Area Director—Beaumont Metro Area. December 2007- 2017 THE FIRST TEE GOLDEN TRIANGLE, Port Arthur, Texas; promote junior golf throughout Southeast Texas. Coordinate and execute weekly Winter Series junior golf tournaments. Address all concerns and needs of players and parents. Tournament Director PAMELA J. WINN PROFESSION: Comptroller Human Resources Director 7 PROFESSIONAL EXPERIENCE: November 1999- Present AQUILA GOLF, INC., Beaumont, Texas; responsible for all financial reporting for two to three public golf courses, including payroll, accounts payable, bank reconciliation, general ledger, end of month reports,sales tax, payroll taxes, monthly profit/loss analysis, and personnel management of all departments. Procure and maintain necessary property, liability, business, and worker's compensation insurance policies. Comptroller/Human Resources October 2001- Present JEFFERSON LAND COMPANY, INC., Beaumont, Texas; responsible for all financial reporting for a working cattle ranch. Payroll, accounts payable, and all other aspects of accounting. Procure and maintain necessary property, liability, business, and worker's compensation insurance policies. (In addition to employment at Aquila Golf). Comptroller November 2002- Present BROWN FAMILY INTERESTS, Beaumont, Texas; responsible for financial reporting for oil and gas interests. Family partnership accounting, rental property, accounts payable, profit and loss analysis, and timber sales. (In addition to employment at Aquila Golf). Comptroller November 1998- June 1999 LANE HOSPITALITY, Beaumont, Texas; Responsible for all aspects of the hotel, including forecasting, revenue management, yield management, end of month reports, monthly profit/loss analysis, and personnel management of all departments. Assistant General Manager of Beaumont Hilton June 1998- October 1998 HOLIDAY INN EXPRESS ABILENE, Abilene, Texas; Managed 173 room limited-service property; Managed million-dollar renovation, property budgets, cost reductions, and all guest services. General Manager October 1996- June 1998 HILTON BEAUMONT, Beaumont, Texas; Daily involvement in the day-to-day management of the property, ranging from general 8 accounting to special projects assigned by the General Manager. Various job titles including: Rooms Division Manager, Controller, and Credit Manager August 1987- October 1988 SUNBELT HOTELS CORPORATE OFFICE, Houston, Texas; Responsible for bi-weekly payroll and accounts payable for three full-service hotels. Senior Accounting Clerk October 1986- February 1987 HILTON BEAUMONT, Beaumont,Texas;Accounts Receivable Clerk, PBX Operator, Reservationist, Front Desk Clerk B. EXPERIENCE a. Currently managed facilities: Aquila Golf, Inc. currently manages the Babe Didrikson Zaharias Municipal Golf Course at 3500 Jimmy Johnson Blvd. Port Arthur, Texas b. Current owner/manager: The current owner/manager of Aquila Golf, Inc. is George W. Brown III of 395 N. 10th Street, Beaumont, Texas 77702. Telephone is 409-832- 4653. The current owner of Babe Didrickson Municipal Golf Course is The City of Port Arthur of P.O. Box 1089 Port Arthur, Texas 77641 with a current contact of Clifton Williams at 409-983-8160 c. Management experience/tenure: Aquila Golf, Inc. has over forty years of management experience and over thirty years of management experience at Babe Zaharias Municipal Golf Course. Aquila Golf has managed Bayou Din Golf Club, Babe Didrikson Zaharias Municipal Golf Course, Belle Oaks Golf Club, and The Palms at Pleasure Island Golf Course. Currently, Aquila Golf, Inc. employs 23 men and women. d. Annual Rounds and Gross Revenue: Babe Zaharias Golf Course Year #of Rounds Gross Revenue 2023 36,857 $1,314,792 2022 35,105 $1,106,892 2021 38,686 $1,188,959 2020 32,689 $1,082,967 2019 32,498 $904,245 9 C. FINANCIAL STATUS a. Please refer to APPENDIX A for Aquila Golf, Inc. financial information for the fiscal years 2020, 2021 and 2022. b. Please refer to APPENDIX B for a list,with contact information, of the three largest, three medium, and three smallest vendors Aquila Golf, Inc. currently uses. Also included in this section is an authorization letter to contact the listed vendors for credit information. D. PROPOSED OPERATIONS " GOLF COURSE 1. Aquila Golf, Inc. (herein referred to as Aquila Golf) will operate The Babe Didrikson Zaharias Municipal Golf Course (herein referred to as Babe Zaharias Golf Course) as an upscale daily fee golf course that will combine the benefits and services of a private club with the accessibility and pricing of a public golf course. Guests can expect the services and amenities Aquila Golf provides will include but are not limited to: a large pro shop with name brand equipment selections, food and beverage services, large practice facilities, professional golf instruction, and a consistently maintained golf course, all available for the guest's enjoyment. We pride ourselves in customer service and strive to provide a positive and enjoyable experience for all guests, while maintaining a professional image, and maximizing revenues in the best interest of all stakeholders. Aquila Golf will provide an environment where golfers of all skill levels feel welcome; therefore, encouraging all players to participate in the game of golf on a more frequent basis. Our facility is open for play, weather permitting, each day of the year with the exception of Thanksgiving and Christmas. Our normal business hours are 7 A.M to sunset each day. Aquila Golf maintains a well-trained staff that is capable of delivering golf related services expected by our customers. The golf shop management and supervisory team consists of the Head Golf Professional, Director of Golf and Assistant Golf Professionals. Collectively,these team members bring years of experience in the golf business to ensure that our customers' expectations are met with each visit. In addition, Aquila Golf employs a variety of part time and full-time golf shop support personnel to assist in the day-to-day operations. These employees provide customer service, operations support, and equipment and facility management services. The number of support personnel at any given time varies from two to six employees as dictated by level of play, special events, and/or seasonal needs. The Director of Golf at Babe Zaharias Golf Course is Ed Campbell. Ed has been a Class A PGA member since 1965. 10 While the primary reason people visit Babe Zaharias Golf Course is to play golf, we offer a variety of additional services in an attempt to meet all customer needs while visiting the facility. We provide a friendly staff to collect all fees and manage our starting time bookings. Pace of play is a major priority at Aquila Golf. In an effort to accommodate the maximum number of players and to ensure an enjoyable experience for all players, we utilize marshals to monitor pace of play, address customer concerns, and maintain a clean facility for our patrons. Marshals also ensure that players are following all course guidelines with regards to course care and player safety. Aquila Golf constantly monitors the rates of other area golf courses in an effort to provide a value-based pricing structure for our customers. In addition, the goods available for purchase in the golf shop are all priced at or below manufacturer's suggested retail price. We monitor local equipment retailers as well as Internet retailers to ensure that our products are competitively priced. Our tournament operations are second to none among other Southeast Texas golf courses. As a result, organizations often book events up to twelve months in advance to ensure availability during peak season. Aquila Golf will honor all previously scheduled events at Babe Zaharias Golf Course. Aquila Golf's maintenance team consists of the Director of Operations, Greens Superintendent, as well as a variety of support personnel to assist in the meeting of Aquila Golf's minimum maintenance standards. We employ competent equipment operators and technicians to ensure the quality of the golf course meets the customer's expectations. We make every attempt to maintain an efficient maintenance operation in order to keep prices as affordable as possible. We train all maintenance personnel to safely and effectively operate all equipment utilized in our maintenance operations. a. Tee Reservation Policies—Babe Zaharias Golf Course accepts tee time reservations up to seven days in advance. At our discretion, groups may be allowed to book further in advance. We will make every attempt to accommodate walk on play when possible but all customers are encouraged to reserve a starting time. b. Tee Reservation Forms and Procedures - Tee time reservations are accepted by phone, by booking through our website, thebabegc.com, or in person during normal business hours. c. Starting Time Intervals—Starting time interval is ten minutes. d. Course Marshaling — Course marshals are utilized to monitor pace of play, maintain cleanliness of facilities, and address any customer issues that may arise. All golf shop employees are trained to act as marshals when needed. e. Charity Fund Raising Tournaments —Aquila Golf specializes in hosting charity golf tournaments. We assist fund raising organizations from the planning to the 11 execution of their event while offering feedback and suggestions for future events. f. Local Tournaments - Aquila Golf hosts a variety of local tournaments. These tournaments include but are not limited to: area high school, local charity, and Chamber of Commerce events. g. Professional and Regional Amateur Tournaments - Aquila Golf does not host any of these tournaments. h. Other Tournaments — Aquila Golf also hosts weekly club sponsored events that are open to the general public to participate in. These tournaments are extremely affordable and are designed to help increase the public's interest in the game of golf. i. Merchandising—Aquila Golf will sell a full line of golf equipment and merchandise including but not limited to golf clubs, golf balls, accessories and apparel. j. Golf Course Promotion and Marketing — Aquila Golf maintains a comprehensive website for our facility. We also utilize local media outlets and social media to promote the Babe Didrickson Municipal Golf Course. k. Golf Instruction —Golf instruction is available by reservation. I. Youth, High School and University Programs — Aquila Golf currently has 3 high schools practicing and playing at The Babe: PNG, Nederland and Memorial. m. Complimentary Rounds — Aquila Golf utilizes complimentary rounds on a discretionary basis for promotional purposes. We also donate complimentary rounds of golf to local charities to assist in their fundraising efforts. n. Golf Leagues — We currently host several weekly local industry leagues including Valero, Motiva and Richard. o. Programs for At-Risk Youth— None at this time. p. Programs/Partnerships with Port Arthur Independent School District — Most recently we hosted a junior camp for Memorial juniors at no charge. All money raised went to the Memorial golf program. q. Programs with City of Port Arthur Summer Recreation Program — None at this time. r. Men's and Women's Club Events— None at this time s. Special Events— Babe Zaharias currently hosts numerous charity events. t. Golf Course Maintenance, Including Equipment — Please see attached maintenance equipment inventory. 12 u. Golf Cart Use and Maintenance - Golf Carts are issued daily for guest rental, and are cleaned and maintained according to the manufacturer's specifications. v. Other- 2. Plans and procedures for maintaining an inventory of equipment and stock: Aquila Golf takes pride in our inventory of equipment and stock materials. Aquila Golf has maintained great vendor relationships, and acquires equipment/stock from these vendors on standard payment terms set forth by vendor. Aquila Golf retains title/ownership of all equipment, and has technicians on staff to repair all equipment according to the manufacturer's specifications. Equipment is replaced on an as- needed basis, as determined by management. Aquila Golf owns and maintains an elaborate fleet of equipment, as well as adequate amounts of stock materials to maintain the golf course and run day-to-day operations. In addition to the necessary supplies and equipment needed to maintain the golf course to preferred standards, Aquila Golf also stocks a variety of golf related merchandise that is available for purchase by our customers. These items include, but are not limited to: golf clubs, golf bags, golf balls, clothing, headwear, shoes, and other miscellaneous golf equipment. We currently stock goods from major golf manufacturers such as: Titleist / Footjoy, Cleveland / Srixon, Taylor Made, Nike, and Ping. 3. Aquila Golf will utilize the following marketing plan for promotion of services at the Babe Zaharias Golf Course. a. Place ads in the Port Arthur News, Beaumont Enterprise, and The Examiner newspapers to encourage play from the core customer segment (those residing near the facility and, thus most likely to provide consistent repeat business). Utilize local radio and television media outlets to highlight Babe Zaharias Golf Course to the citizens of Port Arthur and surrounding areas. b. Place contact information in telephone directories in areas of proximity to Babe Zaharias Golf Course. Periodically advertise in regional golf publications to promote players from outside the Southeast Texas region to visit Babe Zaharias Golf Course. c. Participate in various Chamber of Commerce programs to increase visibility within the local communities. Distribute discount coupons via email, point-of-sale, and local businesses which offer savings on greens fees, cart fees and merchandise. Make direct, in person, contact with citizen groups, clubs and organizations. Organize junior golf clinics to promote the facility to the youth of Port Arthur and surrounding communities. d. Strategically place press releases which highlight projects and improvements taking place at the course. Extend frequent golfing 13 invitations to local media to promote good will, create quality relationships, and keep Babe Zaharias Golf Course on their mind for any golf related stories they might write. Display sales and promotions at the facility which highlight the "value" of playing at Babe Zaharias Golf Course. Through personal contact, heighten awareness with media that the golf professionals at Babe Zaharias Golf Course are experts regarding the game of golf and will be available for comment on golf-related stories. Capitalize on excellent rapport that exists with several local media contacts to obtain stories on the Babe Zaharias Golf Course. Continue promotion of our well- established junior golf programs to encourage the youth of Port Arthur and surrounding communities to utilize the facilities at Babe Zaharias Golf Course. Continue to solicit local charity golf events and offer assistance in the planning and execution process to encourage repeat bookings. Sponsor"Demo Days"to highlight the available merchandise selection and allow customers to test out new equipment before purchasing. Continue to work with local high school golf programs who utilize Babe Zaharias Golf Course as a practice facility. Continue to maintain a high level, informative, and interactive website that highlights the services available at Babe Zaharias Golf Course. Run periodic web specials that encourage repeat business and increased revenues. Establish a social media presence utilizing such outlets as Facebook and Twitter. E. PROPOSED OPERATIONS " CONCESSIONS 1. Aquila Golf plans to utilize the available space at Babe Zaharias Golf Course to operate our food and beverage services. The food and beverage services that will be provided will be of limited scope due to the limitations of the kitchen facility; however, Aquila Golf will still provide an adequate selection of food and beverage options for the convenience of our customers. The daily food and beverage operation will be staffed by golf shop employees as dictated by level of play, special events, or seasonal needs. These employees will be trained and supervised by the Director of Golf and the Assistant Golf Professionals. As with all aspects of Aquila Golf's operations customer service will be of utmost importance. The same philosophy that was outlined in our golf operations will apply to the concession services. The food and beverage services will adhere to all rules and regulations as dictated by the City of Port Arthur Health Department. Aquila Golf will also adhere to all rules and regulations regarding the sale of alcoholic beverages as outlined by the Texas Alcoholic Beverage Commission. Aquila Golf, at its own expense, will obtain all necessary food and alcohol permits to legally operate concessions at Babe Zaharias Golf Course. a. Type of Menu — Food and beverages typically found at golf course concession areas will be available for purchase during normal business hours. Food items include, but are not limited to: deli style sandwiches, candy, chips, and other 14 miscellaneous packaged snack foods. Nonalcoholic beverage selection will include, but is not limited to: soft drinks, bottled water, coffee, and sports drinks. b. Prices — Prices will range from as little as $.50 for small snack items up to several dollars for larger sandwich style selections. All prices will be comparable to that of other area golf course operations and will be adjusted as needed due to the increasing cost of goods. c. Hours of Operation — Food and beverages will be available for purchase during normal business hours (7:00 A.M. —sunset). d. On-Course Service — Aquila Golf will provide on-course beverage service on a discretionary basis as dictated by levels of play and / or special events. e. Catering and Private Parties — Aquila Golf will cater to golf related outings as requested. Private parties will be hosted only if doing so will not interfere with the golf related activities taking place at the course. Due to the lack of "private" space available at Babe Zaharias Golf Course for hosting such events, the frequency of private parties will be limited. f. Tournament Packages — Food and beverage packages will be offered as an optional service to groups hosting an event at Babe Zaharias Golf Course. Food and beverage services may also be included with golf league and club events. g. Alcoholic Beverage Sales—Aquila Golf currently holds a beer and wine sales permit at Babe Zaharias Golf Course. All alcoholic beverages are purchased through authorized distributors. Aquila Golf strictly adheres to all guidelines and regulations set forth by the Texas Alcoholic Beverage Commission with regards to the responsible and legal sale of beer and wine to our customers. We have no future plans to deviate from this compliant operating procedure. h. Management Including Subleasing, if Contemplated—Aquila Golf will manage the food and beverage operations at Babe Zaharias Golf Course using our employees. Any future plans to sublease, while unlikely, would first be discussed with the necessary officials of the City of Port Arthur. i. Dining Room Setup — Due to the size of the clubhouse facilities at Babe Zaharias Golf Course, dining room setup will consist of a small seating area where customers may enjoy a snack or beverage. An adequate dining and seating area is available on the patio. j. Patio Use—The patio area at Babe Zaharias Golf Course will be utilized as a sitting area for golfers to enjoy during their time at the facility. This area will be setup accordingly based on seasonal conditions, special events, or level of play. Furnishings will consist of commercial quality outdoor tables, chairs, and / or benches and will be purchased and maintained by Aquila Golf. k. Kitchen Equipment and Facilities — Aquila Golf will supply and maintain the necessary equipment to support food and beverage operations. We will keep the equipment and kitchen facility clean; as dictated by the guidelines and regulations of the City of Port Arthur Health Department. I. Other — Aquila Golf will maintain the necessary permits and licenses to legally operate a food and beverage operation at Babe Zaharias Golf Course and maintain constant compliance with the organizations that issue required permits. 15 2. PROPOSED FEES a. All merchandise sold by Aquila Golf will be at or below manufacturer suggested retail prices. Aquila Golf will constantly monitor competitor's pricing on all goods and services sold in an effort to provide the maximum value to our customers. b. Green Fees & Cart Fees— proposed Daily Green Fees, Annual Green Fees, as well as Daily Cart Fees are outlined below. Annual Fees include Green Fees valid Monday thru Friday. All prices include applicable sales tax. All residents and employees of The City of Port Arthur, with proper identification, will receive a 10% discount on cart and green fees. Green Fee prices will be subject to City of Port Arthur approval; however, cart rental fees will be adjusted at the discretion of Aquila Golf. Proposed Daily Fee Structure Daily Fees Weekend Green Fee— 18 Holes 24.00 Weekend Green Fee—9 Holes 15.00 Weekday Green Fee— 18 Holes 19.00 Weekday Green Fee—9 Holes 13.00 Daily Cart Fee— 18 Holes (Per Rider) 13.00 Daily Cart Fee—9 Holes (Per Rider) 10.00 Annual Fees Individual $600.00 Senior(60+) $500.00 Family $700.00 c. Aquila Golf proposes an annual payment to the City of Port Arthur as follows: Year 1 - $10,000.00 Year 2 - $12,500.00 or 1% of the net income collected, whichever is greater Year 3 -$15,000.00 or 1.5%, of the net income collected, whichever is greater Year 4 - $17,500.00 or 1.75% of the net income collected, whichever is greater Year 5 - $20,000.00 or 2.0% of the net income collected, whichever is greater G. CAPITAL IMPROVEMENTS Historically,Aquila Golf has funded improvements with regards to daily course conditions, maintenance equipment, golf cart fleet upgrades, point of sale system upgrades, player 16 safety, speed of play, and general facility aesthetics, with the exception of improvements made to fixed (not owned by Aquila Golf) assets to the facility. We would propose to continue this arrangement as it has existed in the past. a. Firm and City involvement in capital projects concerning funding - We will meet with City of Port Arthur officials to discuss funding by the City, management, and procurement of any and all capital improvements to fixed assets to the property. b. Aquila Golf proposes that 100%of the annual percentage payment made by Aquila Golf to the City of Port Arthur be reinvested as capital improvement funding for the benefit of the Babe Zaharias Municipal Golf Cours and/or its fixed assets. The City of Port Arthur will retain these funds and Aquila Golf will submit written requests and pricing proposals for all recommended capital improvement projects, pending approval from the City of Port Arthur. c. Definition of capital improvements- i. New and up-to-date irrigation system: Including pumps, motors, distribution system, piping and individual sprinkler heads. It is estimated to cost between $850,000 to $1,100,000. (The life span of a new system is about 20 to 30 years. The current system is at least 50 years old and requires weekly repairs.) Aquila Golf will oversee the project, as it is a fixed asset to the property. ii. Green/Tee Slope renovation: This project will allow for smoothing of slopes around Tee and Green areas that are in need of reconditioning on the course. This project estimate is $20,000 for materials, with Aquila Golf providing the labor and supervision for the project. iii. Cart Path/Road repair:There are various areas of the property that require attention to the cart path and maintenance paths. These areas have been noted, and it is estimated that it will cost approximately$25,000 to repair the areas. iv. Greens-Turf Replacement: This is a desired improvement, but not necessary at this point. Newer/improved cultivars of turf are constantly being introduced to better withstand higher traffic, shorter mowing tolerances, and overall quality of putting surfaces. Over a period of time, mutations/infestations of a specified turf occur, some of which make it impossible for removal of unwanted turf species. Because of this, it becomes necessary for turf replacement to ensure proper turf quality and optimum playing conditions. This project is estimated to cost $260,000, with Aquila Golf's involvement being limited to general contractor, supervision, and project consulting. The estimated life-span of the turf replacement is 20 years. v. Addition of Bunker Sand: Periodically, due to wind and other factors, sand must be added to the bunkers to maintain proper playability. This project needs to be performed at an estimated cost of$6,000, with Aquila Golf's involvement of supplying labor and distribution of the materials purchased by the City of Port Arthur. The life expectancy of this improvement is 5 years. 17 b. Method of constructing capital improvements: On applicable projects, Aquila Golf owns, and is willing to use, various forms of specialty equipment for use during these projects. Aquila Golf either owns, or has access to a wide variety of equipment that can facilitate numerous golf course/construction projects SCOPE OF WORK—Comments • "Closing of course by the City": As outlined above, Aquila Golf employs a number of hourly and salaried workers. Aquila cannot afford to pay its employees without revenues from golf operations. If the City exercises this option how will Aquila be compensated? • "Provide United States Golf Association golf handicap services" (GHIN): There has been no demand or requests for this service. In addition, it would require Aquila to purchase a separate computer and a dedicated space for golfers to input their scores. • "The Firm shall pay all utility expenses": Aquila will not be responsible for the payment of utilities attributable to the drainage pumps that move water from the retention ponds to the Main "B" canal. • "The Firm shall be responsible for, at its cost, continuing maintenance and repair of all golf course properties, fixtures, planting, furniture and related equipment, irrigation, plumbing, electrical, drainage, and water flow systems": Aquila will not be held responsible for major repairs or replacement of City owned equipment or structures, including but not limited to the recent drainage improvements/project. Aquila currently makes weekly repairs to the irrigation distribution system at its sole cost, but shall not be held responsible for major repairs to the irrigation or drainage pumping stations. (It should be pointed out that the water level in the lake golf course irrigation water is pumped out of will be held lower than current levels. This will necessitate the irrigation pump to be extended down to a deeper depth, at an unknown cost.) • "The Firm shall be responsible for maintenance and repair of all damage whether by wind, lightning, fire, flood or earthquakes, or other acts of God or man." The City owns all structures, improvements, etc. on the golf course property, and to the best of our knowledge carries insurance on them. Aquila will not be held responsible for the repair or replacement of such due to these causes. TERMINATION FOR CONVENIENCE: DELETE THIS PARAGRAPH. Termination For Cause is sufficient. 18 APPENDIX A AQUILA GOLF, INC. RFP - SECTION C: FINANCIAL STATUS Balance Sheet, Income Statement (Profit & Loss Statement) & Statement of Cash Flow (Fiscal Year 2023 has not been prepared according to GAAP standards by our CPA due to the fact that Aquila Golf, Inc has filed for an extension.) Fiscal Year- 2022 Fiscal Year- 2021 Fiscal Year— 2020 20 1:01 PM Aquila Golf, Inc. 04/23/24 Profit & Loss - Babe Zaharias Accrual Basis January through December 2020 Jan-Dec 20 Ordinary Income/Expense Income 5010 •Course Revenue 754.357.61 5300 • Merchandise 204.007.10 5470 •Sales-Beer 76.869.09 5480 • Sales-Snack Bar 47.732.40 Total Income 1.082.966.20 Cost of Goods Sold 5810 • Purchases-Clubs 61.911.47 5820 • Purchases-Balls-Tees-Grips 47.424.29 5830 • Purchases-Used Balls 3,744.00 5850 • Purchases-Other Mdse 42,387.34 5870 • Purchases-Beer 42,073.60 5880 • Purchases-Snack Bar 34,237.15 5900 • Freight 5,790.90 5910 • Inventory Adj.-Clubs -5,618.25 5920 • Inventory Adj.-Balls-Tees-Grips -2,544.38 5930 • Inventory Adj.-Used Balls 188.93 5950 • Inventory Adj.-Merchandise 347.33 5970 • Inventory Adj.-Beer -504.21 5980 • Inventory Adj-Snack Bar 2,118.56 Total COGS 231,556.73 Gross Profit 851,409.47 Expense 6200 • Cash (Over) Short 3C F. 32 6220 • Commission 1.218.91 6230 •Contract Labor 14,247.00 6300 • Credit Card Fee 32,816.39 6310 • Fuel 8,262.09 6400 • Interest-Golf Carts BZ 8,926.75 6620 • Range Expense 5,465.52 6625 • Rental Clubs 3,704.12 6640 • R&M Tools 185.19 6650 • R&M-Equipment 28,052.16 6654 • R&M-Land/Landscape 2,730.81 6655 • R&M-Irrigation 1,954.59 6656 • R&M Drainage 2.134.30 6660 • R&M-Outside Services 1,593.52 6665 • R&M-Golf Carts 73.33 6670 • R&M-Cart Paths 57.82 6675 • R&M-Bldg Impr 3,990.79 6720 •Safety 681.99 6740 •Salaries 401,256.06— .. 6781 •Fertilizer 7,778.80 6782 •Chemicals 23,552.83 6790 • Sand&Soil 2,970.00 6800 •Supplies 21,944.08 6801 • Promotional Items 100.61 6820 • Payroll Tax Expense 32,489.29 6850 • Uniforms 1,671.70 6900 •Utilities 30,175.04 6905 • Utilities-Pump Station 12,852.83 7060 •Advertising 227.33 7110 •Auto Expense-Mileage/Supplies 87.74 7140 • Bank Service Charge 78.61 7180 • Business Meals&Entertainment 591.27 7230 •Computer Expense 7,094.94 7360 • Dues&Subscriptions 2,865.00 7450 • Insurance-General 24,492.21 7530 • Legal 12,568.09 7700 • Employee Related Expense 1,831.05 7715 • Percentage Pmt to City 10,086.25 Page 1 1:01 PM Aquila Golf, Inc. 04/23/24 Profit & Loss - Babe Zaharias Accrual Basis January through December 2020 Jan-Dec 20 7730 Office Supplies&Expense 2.946.46 7735 •Office Rent 2.582.37 7760 • Postage 400.64 7890 •Taxes-Other 1,360.09 7930 •Telephone 7.407.59 Total Expense 725,814.48 Net Ordinary Income 125,594.99 Net Income 125,594.99 Page 2 12:59 PM Aquila Golf, Inc. 04/23/24 Balance Sheet Accrual Basis As of December 31, 2020 Dec 31, 20 ASSETS Current Assets Checking/Savings 1010-01 • Petty Cash-BZ 1.400.00 1072-00 • Capital Improvement Fund 163.266.48 1075-00 •Checking-Stellar Bank 12.755.73 Total Checking/Savings 177,422.21 Other Current Assets 1310-01 • Inventory-Clubs-BZ 17,031.60 1320-01 • Inventory-Balls,Tees,Grips-BZ 12.252.90 1330-01 • Inventory-Used Balls-BZ 71.82 1350-01 • Inventory-Other MDSE-BZ 28,254.23 1370-01 •Inventory-Beer-BZ 1,373.13 Total Other Current Assets 58,983.68 Total Current Assets 236,405.89 Fixed Assets 2125-01 • Course Maintenance Equip-BZ 166,633.16 2135-01 •Golf Carts-BZ 401,449.76 2155-01 • Irrigation System-BZ 12,047.00 2165-01 • Other Equipment-BZ 47,716.89 2803-00 • Land-Aquila Golf 5.8 Acres 1.00 2804-00 • 2019 Horseshoe Rd. 100,950.15 2900-99 •Accumulated Depreciation -219,221.24 Total Fixed Assets 509 576.72 Other Assets 3300-99•Cash Value of Life Insurance 78,033.65 3505-99 • Note Receivable-GWBIII 105,131.96 Total Other Assets 183,165.61 TOTAL ASSETS 929,148.22 LIABILITIES&EQUITY Liabilities Current Liabilities Accounts Payable 2000-99•Accounts Payable 17,920.76 Total Accounts Payable 17,920.76 Other Current Liabilities 4150 • Payroll Liabilities 4180-01 •FUTA Payable 106.09 4190-01 •SUTA Payable 74.29 Total 4150 • Payroll Liabilities 180.38 4300-01 •Sales Tax Payable-BZ 5,040.49 4355-01 • PPP Covid-19-Small Business 90,567.00 4400-01 •Credits Due Customers-BZ 7,876.89 Total Other Current Liabilities 103,664.76 Total Current Liabilities 121,585.52 Long Term Liabilities 4763-01 • Stellar Bank-Carts 2020-2024 204,852.45 Total Long Term Liabilities 204.852.45 Total Liabilities 326,437.97 Page 1 12:59 PM Aquila Golf, Inc. 04/23/24 Balance Sheet Accrual Basis As of December 31, 2020 Dec 31,20 Equity 4900-99 • Common Stock 2,000 00 4902-99 • Distributions -189.239.00 4910-99 •Additional Paid in Capital 131.469.30 4920-99 •Accumulated E&P 514.399.04 4930-99 • Retained Earnings 54,952 57 Net Income 89.128.34 Total Equity 602,710.25 TOTAL LIABILITIES&EQUITY 929,148.22 Page 2 1:01 PM Aquila Golf, Inc. 04/23/24 Statement of Cash Flows January through December 2020 Jan-Dec 20 OPERATING ACTIVITIES Net Income 89.128.34 Adjustments to reconcile Net Income to net cash provided by operations: 1310-01 • Inventory-Clubs-BZ -5.618.25 1320-01 • Inventory-Balls,Tees,Grips-BZ -2.544.38 1330-01 • Inventory-Used Balls-BZ 188.93 1350-01 • Inventory-Other MDSE-BZ 347.33 1370-01 • Inventory-Beer-BZ -394.08 1380-01 • Inventory-Snack Bar-BZ 2.008,43 2000-99 •Accounts Payable 4,218.15 4150 •Payroll Liabilities:4180-01 • FUTA Payable 52.55 4150 • Payroll Liabilities:4190-01 •SUTA Payable 25.56 4300-01 •Sales Tax Payable-BZ -934.87 4355-01 • PPP Covid-19-Small Business 90.567.00 4400-01 • Credits Due Customers-BZ 2.352.46 Net cash provided by Operating Activities 179,397.17 INVESTING ACTIVITIES 2125-01 •Course Maintenance Equip-BZ -15,083.75 2125-99 •Course Maintenance Equip-G&A 2.750.00 2135-01 • Golf Carts-BZ -237,732.40 2165-00 • Other Equipment-BD 1.00 2165-01 •Other Equipment-BZ -1,539.99 2804-00 • 2019 Horseshoe Rd. -8,000.00 2900-99 •Accumulated Depreciation -53,410.46 3150-99 • Prepaid federal income tax 9.062.00 3300-99 • Cash Value of Life Insurance 440 94 Net cash provided by Investing Activities -303.512.66 FINANCING ACTIVITIES 4763-01 •Stellar Bank-Carts 2020-2024 204,852.45 4902-99 • Distributions -132,259.00 4930-99 • Retained Earnings -56.980.00 Net cash provided by Financing Activities 15,613.45 Net cash increase for period -108,502.04 Cash at beginning of period 285,924.25 Cash at end of period 177,422.21 Page 1 Pr 12:42 PM Aquila Golf, Inc. 04/23/24 Profit & Loss - Babe Zaharias Accrual Basis January through December 2021 Jan-Dec 21 Ordinary Income/Expense Income 5010 • Course Revenue 788,761.95 5300 • Merchandise 264,824.30 5470 •Sales-Beer 82.843.43 5480 • Sales-Snack Bar 52.528.96 Total Income 1,188,958.64 Cost of Goods Sold 5810 • Purchases-Clubs 79,313.91 5820 • Purchases-Balls-Tees-Grips 54,565.43 5830 Purchases-Used Balls 3,515.60 5850 • Purchases-Other Mdse 59,212.78 5870 • Purchases-Beer 47,562.66 5880 • Purchases-Snack Bar 36,336.75 5900 • Freight 7,557.89 5910 • Inventory Adj.-Clubs 2.521.21 5920 • Inventory Adj.-Balls-Tees-Grips 1,264.40 5930 • Inventory Adj.-Used Balls 71.82 5950 • Inventory Adj.-Merchandise -2,236.73 5970 • Inventory Adj.-Beer -279.95 Total COGS 289,405.77 Gross Profit 899,552.87 Expense 6200 • Cash(Over)Short 444.11 6220 • Commission 1 916 90 6230 • Contract Labor 12,000.00 6300 • Credit Card Fee 28,776.64 6310 • Fuel 13,235.42 6400 • Interest-Golf Carts BZ 8,870.66 6620 • Range Expense 5,000.09 6625 • Rental Clubs -4,736.12 6640 • R&M Tools 233.38 6650 • R&M-Equipment 40,117.97 6654 • R&M-Land/Landscape 514.19 6655 •R&M-Irrigation 3,380.82 6656 • R&M Drainage 538.63 6660 • R&M-Outside Services 675.30 6665 • R&M-Golf Carts 1,296.20 6675 • R&M-Bldg Impr 1,460.06 6680 • R&M-Road&Prk Lot 196.15 6720 •Safety 232.51 6740 •Salaries 349,359.30 6780 •Seed 438.41 6781 • Fertilizer 11,835.40 6782 • Chemicals 24,140.94 6790 •Sand&Soil 6,840.00 6800 •Supplies 20,354.57 6801 • Promotional Items 46.20 6820 • Payroll Tax Expense 32,644.70 6850 • Uniforms 1,016.22 6900 • Utilities 30,760.32 6905 • Utilities-Pump Station 13,960.16 7110 •Auto Expense-Mileage/Supplies 114.43 7140 • Bank Service Charge 45.00 7180 • Business Meals&Entertainment 635.99 7230 •Computer Expense 6,480.00 7360 •Dues&Subscriptions 2,725.81 7450 • Insurance-General 27,788.67 7530 • Legal 3,797.50 7700 •Employee Related Expense 4,788.24 7715 • Percentage Pmt to City 11,256.57 7730 •Office Supplies&Expense 2,575.79 Page 1 12:42 PM Aquila Golf, lace 04/23/24 Profit & Loss - Babe Zaharias Accrual Basis January through December 2021 Jan-Dec 21 7735 • Office Rent 2.488.47 7760 • Postage 320.31 7890 • Taxes-Other 1,852.52 7930 • Telephone 8,889.90 Total Expense 679,308.33 Net Ordinary Income 220,244.54 Net Income 220,244.54 Page 2 12:43 PM Aquila Golf, Inc. 04/23/24 Statement of Cash Flows January through December 2021 Jan-Dec 21 OPERATING ACTIVITIES Net Income 167,753.06 Adjustments to reconcile Net Income to net cash provided by operations: 1204 • Prepaid Reservations -356.00 1205-00 • Due(To)From Jefferson Land -25,000.00 1310-01 • Inventory-Clubs-BZ -2,284.91 1320-01 • Inventory-Balls,Tees,Grips-BZ 1,264.40 1330-01 • Inventory-Used Balls-BZ 71.82 1350-01 • Inventory-Other MDSE-BZ -2,236.73 1370-01 • Inventory-Beer-BZ -279.95 2000-99•Accounts Payable -12,244.03 4150 • Payroll Liabilities:4180-01 • FUTA Payable 32.19 4150 • Payroll Liabilities:4190-01 •SUTA Payable 31.77 4300-01 •Sales Tax Payable-BZ 1,825.39 4350-01 • Franchise Tax Payable 2,273.14 4355-01 • PPP Covid-19-Small Business -90,567.00 4357-01 •Texas Back In Business Grant 80.000.01 4400-01 •Credits Due Customers-BZ 2,588.74 Net cash provided by Operating Activities 122,871.90 INVESTING ACTIVITIES 2100• Federal Tax Receivable -59,329.28 2125-01 •Course Maintenance Equip-BZ -81,228.59 2804-00 •2019 Horseshoe Rd. 100,950.15 2900-99•Accumulated Depreciation 101,774.98 3300-99 •Cash Value of Life Insurance 480.33 Net cash provided by Investing Activities 62,647.59 FINANCING ACTIVITIES 4763-01 •Stellar Bank-Carts 2020-2024 -45,515.86 4902-99 • Distributions 89,362.25 4930-99 • Retained Earnings -189,239.00 Net cash provided by Financing Activities -145,392.61 Net cash increase for period 40,126.88 Cash at beginning of period 177,422.21 Cash at end of period 217,549.09 Page 1 12:46 PM Aquila Golf, Inc. 04/23/24 Balance Sheet Accrual Basis As of December 31, 2021 Dec 31,21 ASSETS Current Assets Checking/Savings 1010-01 • Petty Cash-BZ 1,400.00 1072-00 • Capital Improvement Fund 199,470.20 1075-00 • Checking-Stellar Bank 16,678.89 Total Checking/Savings 217,549.09 Other Current Assets 1204 • Prepaid Reservations 356.00 1205-00 • Due(To)From Jefferson Land 25,000.00 1310-01 • Inventory-Clubs-BZ 19,316.51 1320-01 •Inventory-Balls,Tees,Grips-BZ 10,988.50 1350-01 • Inventory-Other MDSE-BZ 30,490.96 1370-01 • Inventory-Beer-BZ 1,653.08 Total Other Current Assets 87,805.05 Total Current Assets 305,354.14 Fixed Assets 2100 • Federal Tax Receivable 59,329.28 2125-01 • Course Maintenance Equip-BZ 247,861.75 2135-01 • Golf Carts-BZ 401,449.76 2155-01 • Irrigation System-BZ 12,047.00 2165-01 •Other Equipment-BZ 47,716.89 2803-00 • Land-Aquila Golf 5.8 Acres 1.00 2900-99•Accumulated Depreciation -320,996.22 Total Fixed Assets 447.409 46 Other Assets 3300-99• Cash Value of Life Insurance 77,553.32 3505-99 • Note Receivable-GWBIII 105,131.96 Total Other Assets 182,685.28 TOTAL ASSETS 935,448.88 LIABILITIES&EQUITY Liabilities Current Liabilities Accounts Payable 2000-99•Accounts Payable 5,676.73 Total Accounts Payable 5,676.73 Other Current Liabilities 4150 • Payroll Liabilities 4180-01 • FUTA Payable 138.28 4190-01 •SUTA Payable 106.06 Total 4150• Payroll Liabilities 244.34 4300-01 • Sales Tax Payable-BZ 6,865.88 4350-01 • Franchise Tax Payable 2,273.14 4357-01 •Texas Back In Business Grant 80,000.01 4400-01 • Credits Due Customers-BZ 10,465.63 Total Other Current Liabilities 99,849.00 Total Current Liabilities 105,525.73 Long Term Liabilities 4763-01 • Stellar Bank-Carts 2020-2024 159.336.59 Total Long Term Liabilities 159,336.59 Total Liabilities 264,862.32 Page 1 12:46 PM Aquila Golf, Inc. 04/23/24 Balance Sheet Accrual Basis As of December 31, 2021 Dec 31, 21 Equity 4900-99 •Common Stock 2.000.00 4902-99 • Distributions -99.876.75 4910-99 •Additional Paid in Capital 131.469 30 4920-99 •Accumulated E&P 514,399.04 4930-99 • Retained Earnings -45.158.09 Net Income 167,753.06 Total Equity 670,586.56 TOTAL LIABILITIES&EQUITY 935,448.88 Page 2 Rom` 12:43 PM Aquila Golf, Inc. 04/23/24 Profit & Loss - Babe Zaharias Accrual Basis January through December 2022 Jan-Dec 22 Ordinary Income/Expense Income 5010 • Course Revenue 734.961.89 5300 • Merchandise 230.080.87 5470 • Sales-Beer 95.291.02 5480 • Sales-Snack Bar 46,558.09 Total Income 1,106,891.87 Cost of Goods Sold 5810 • Purchases-Clubs 73,729.43 5820 • Purchases-Balls-Tees-Grips 62.540.94 5830 • Purchases-Used Balls 1,945.00 5850 • Purchases-Other Mdse 60,413.26 5870 • Purchases-Beer 55,815.61 5880 • Purchases-Snack Bar 38,060.30 5900 • Freight 6.535.36 5910 • Inventory Adj.-Clubs -15,186.12 5920 • Inventory Adj.-Balls-Tees-Grips 1,057.06 5930 • Inventory Adj.-Used Balls 0.00 5950 • Inventory Adj.-Merchandise -9,755.05 5970 • Inventory Adj.-Beer -79.30 Total COGS 275,076.49 Gross Profit 831,815.38 Expense 6200 • Cash(Over)Short 134.60 6220 Commission 1,624.30 6230 • Contract Labor 12,000.00 6300 • Credit Card Fee 28,150.68 6310 • Fuel 18,934.58 6400 • Interest-Golf Carts BZ 6,629.19 6620 • Range Expense 4,690.46 6640 • R&M Tools 702.36 6650 • R&M-Equipment 24,786.91 6654 • R&M-Land/Landscape 575.33 6655 • R&M-Irrigation 1,968.05 6656 • R&M Drainage 388.50 6660 • R&M-Outside Services 151.44 6665• R&M-Golf Carts 4,273.41 6670 • R&M-Cart Paths 1,365.30 6675 • R&M-Bldg Impr 2,741.29 6680 • R&M-Road&Prk Lot 280.89 6720 •Safety 75.87 6740 • Salaries 437,245.72 6780 • Seed 523.52 6781 • Fertilizer 35,217.37 6782 • Chemicals 19,966.28 6790 • Sand&Soil 8,505.00 6800 •Supplies 24,706.65 6801 • Promotional Items 1,276.86 6820 • Payroll Tax Expense 35,131.12 6850 • Uniforms 1,658.99 6900 • Utilities 34,270.74 6905 • Utilities-Pump Station 5,082.15 7060 •Advertising 250.00 7110 •Auto Expense-Mileage/Supplies 141.12 7140 • Bank Service Charge 35.00 7180 • Business Meals&Entertainment 68.42 7230 •Computer Expense 7,419.58 7270 •Contribution 400.00 7360 • Dues&Subscriptions 1,270.85 7450 • Insurance-General 29,174.27 7700 • Employee Related Expense 4,075.50 7715 • Percentage Pmt to City 10,460.97 Page 1 12:43 PM Aquila Golf, Inc. 04/23/24 Profit & Loss - Babe Zaharias Accrual Basis January through December 2022 Jan-Dec 22 7730 • Office Supplies&Expense 3,427.19 7735 •Office Rent 2.400.00 7760 • Postage 718.04 7890 • Taxes-Other 2,303 95 7930 •Telephone 8,380.76 Total Expense 783,583.21 Net Ordinary Income 48,232.17 Net Income 48,232.17 Page 2 12:44 PM Aquila Golf, Inc. 04/23/24 Statement of Cash Flows January through December 2022 Jan -Dec 22 OPERATING ACTIVITIES Net Income -135.342.32 Adjustments to reconcile Net Income to net cash provided by operations: 1204 • Prepaid Reservations 502.00 1205-00 • Due(To)From Jefferson Land -40.000.00 1310-01 • Inventory-Clubs-BZ -15,186.42 1320-01 • Inventory-Balls,Tees,Grips-BZ 1,057.06 1350-01 • Inventory-Other MDSE-BZ -9,755.05 1370-01 • Inventory-Beer-BZ -79.30 2000-99 •Accounts Payable 44.534.09 4150 • Payroll Liabilities:4180-01 • FUTA Payable -73.78 4150 • Payroll Liabilities:4190-01 • SUTA Payable -52.32 4300-01 •Sales Tax Payable-BZ -2,751.44 4350-01 • Franchise Tax Payable -2,273.14 4357-01 •Texas Back In Business Grant 20,000.00 4400-01 •Credits Due Customers-BZ 2,907.44 Net cash provided by Operating Activities -136,513.18 INVESTING ACTIVITIES 2100 • Federal Tax Receivable 59,329.28 2165-01 •Other Equipment-BZ -17,500.00 2900-99 •Accumulated Depreciation 110,655.41 3300-99 •Cash Value of Life Insurance 965.46 Net cash provided by Investing Activities 153,450.15 FINANCING ACTIVITIES 4763-01 • Stellar Bank-Carts 2020-2024 -47 757 33 4902-99 • Distributions -45,761.25 4930-99 • Retained Earnings -99,876.75 Net cash provided by Financing Activities -193,395.33 Net cash increase for period -176,458.36 Cash at beginning of period 217,549.09 Cash at end of period 41,090.73 Page 1 12:47 PM Aquila Golf, Inc. 04/23/24 Balance Sheet Accrual Basis As of December 31, 2022 Dec 31,22 Equity 4900-99 •Common Stock 2.000.00 4902-99 • Distributions -145.638.00 4910-99 •Additional Paid in Capital 131,469.30 4920-99 • Accumulated E&P 514.399.04 4930-99 • Retained Earnings 22.718.22 Net Income -135.342.32 Total Equity 389,606.24 TOTAL LIABILITIES&EQUITY 669,002.08 Page 2 APPENDIX B AQUILA GOLF, INC. VENDOR LIST Large Medium Small Titleist Acushnet Company Audilet Tractor Sales, Inc. R & R Products P.O. Box 830334 5610 Washington Blvd. 3334 East Milber St. Philadelphia, PA 19182- Beaumont, TX 77707 Tucson, AZ 85714 0334 (409) 842-4720 (800-) 528-3446 (800) 225-8500 Acct#. Babe Acct#77705E Acct# US00016291 Club Car PepsiCo. Texoma Golf 15864 Collections Center 1100 Reynolds Blvd P.O. Box 1964 Chicago, IL 60693 Winston-Salem, NC. 27105 Pottsboro,TX 75076 (706) 228-2769 (800) 789-2626 (800) 869-0940 Acct# 1718220 Acct# 2625187 Acct#AquilaGolf Harrell's LLC Pilot Thomas Logistics County Home& Outdoors P.O. Box 935358 P.O. Box 2136 2862 Hwy 69 N Atlanta, GA 31193-5358 Grapevine,TX 76099 Nederland,TX 77627 (800) 780-2774 (817) 877-8300 (409) 898-0706 Acct#AQUGOL Acct# 0010482 Acct# 100093 21 AQUILA GOLF, INC. 395 Sorry)) t'.OTH ti't'ItE:Kr • REAI IIONT,TE:xts 7774)2 • (499)t132-GOLF' April 24,2024 To Whom It May Concern: I,George W. Brown III as President and CEO of Aquila Golf.hereby authorize The City of Port Arthur to contact the listed vendors for the purpose of obtaining credit and payment history. This authorization is good tier a period of 60 days from the date of this letter.If you have any questions,please call Pamela Winn at 409-832-4653. Sincerely, George W. Brown. President Aquila Golf,Inc. 22 APPENDIX C MINIMUM MAINTENANCE STANDARDS MINIMUM GREENS MAINTENANCE Any reference to greens refers to all greens, including practice areas and nurseries, if applicable, unless otherwise noted. A. Mowing 1. During the months of March through November (herein after referred to as the growing season) greens shall be mowed a minimum of five (5) days per week. Mowing heights should be between 1/8 inch and 5/32 during this period. 2. Greens shall be mowed a minimum of four (4) days per week during the months of December through February (herein referred to as winter months). Mowing height should be between 5/32 inch and 3/16 inch. B. Change cup locations on all greens at least two (2) times weekly. Cup location will be moved at least (20') feet from the previous placement. Cups on practice greens shall be changed a minimum of once per week during the growing season, during the winter months, and, in either case, more frequently during periods of heavy play. C. Repair ball marks, or divots, on all greens at least once per week, if play conditions warrant (i.e. heavy play during extremely wet weather). Any other turf damage shall be repaired immediately. D. Greens shall be watered as needed to maintain moisture in the top six (6") inches of soil. Water shall be applied only as fast as the greens can absorb it. In periods of excessive heat, syringing may be needed to prevent wilting. E. Greens shall be aerified a minimum of two (2) times during the growing season. A coring-type unit, which places holes on two (2") inch centers and a minimum of two (2") inches deep. F. Top-dress all greens a minimum of two (2) times; once after each aerification, and on "as-needed" basis for thatch reduction. Top dressing material will be sand or a mix of similar to that used to construct the greens. 23 10111 WO G. Verticutting is required several times annually,on an as needed basis to control thatch and reduce graininess. 1 H. Fertilization-All greens shall be fertilized a minimum of every 4-6 weeks at a Minimum rate of 1/2 pound to 1 pound per 1,000 square feet of green surface, using an appropriate fertilizer mix to maintain color, growth and turgidity of the turf,without allowing excessive or excessively succulent growth. Wi Additionally, a fertilization program based on annual soil test results should should be implemented and followed, using a proper mix of nitrogen, phosphorus, potash, and any other nutrients indicated by the soil test. WP Soil samples shall be taken from each green in the spring and sent to an appropriate soil testing establishment. Adjustments to program schedule shall be made annually, as identified from soil tests. eb eb I. Fungicide-All greens shall have preventative fungicide applications and applied appropriately-to control fungal disease activity. We J. Pre-emergent chemicals shall be used, if necessary, in early spring and other W0 appropriate times to prevent intrusion into the greens of weeds difficult to eradicate. OD K. Weed Control--All greens shall be maintained free of foreign grasses and ,Oa and weeds, with consideration to the health of the turf. ets L. Insecticide-All greens shall be treated on a,preventative and/or curative basis as needed. -01 gfb II. MINIMUM TEE MAINTENANCE W Tees-All areas used for Tee Surface !D A. Mowing-All tees shall be mowed at a height of 3/8"to 1/2" once per week. MD Mli B. Water should be applied to tees in the same manner as greens. Not possible due to lack of irrigation on tees. !� OD C. Topdressing-All tees shall be top dressed twice during the growing season and more W often on holes where irons are frequently used to tee off. D. Seeding-Tee areas may require seeding during times of heavy play, and/or during -41 the winter months when turf is slow to recover from damage. Seed should be applied ' I at recommended rate to maintain suitable teeing surface. Not possible due to lack .. of irrigation on tees. 01, MID 24 01, NO E. Set-up—Tee markers and all tee equipment shall be moved a minimum of twice per week and more often during periods of heavy play for proper teeing and wearing of turf. F. Weed Control —Tees shall be kept weed free to an extent of not more than four (4) weedy species per square yard, by the proper application of herbicides. G. Aerification—All tees shall be aerified twice during the growth season beginning in March. Aerifying tees in conjunction with the greens will facilitate planning and minimize disruption of play. H. Fertilization—All tees shall be fertilized 1-2 times during the growth season with nitrogen, phosphorous, potash, and other nutrients as identified by annual soil test to maintain color, growth and turgidity of the turf, without allowing excessive or excessively succulent growth. III. MINIMUM FAIRWAY MAINTENANCE Fairways—All areas of play except greens, tees, and natural growth areas. A. Mowing—All fairways shall be mowed once a week at a height of 1/2" during the growing season and as needed for the balance of the year. B. Fertilization—All fairways shall be fertilized 1-2 times annually. The first application shall be in March-May. Fertilizer mix and application rate shall be determined from annual soil tests. C. Weed Control — Fairways shall be kept weed-free to the extent of not more than an average of four(4) weedy species per square yard, by the proper application of herbicides 25 APPENDIX A LETTER OF INTEREST RFP- Management Services for the Babe Didrickson Zaharias Municipal Golf Course Deadline:April 24,2024 The undersigned firm submits the following information (this RFP submittal) in response to the Request for Proposals (as amended by any Addenda),issued by the City of Port Arthur, TX (City) to provide Management Services for the Babe Didrickson Zaharias Municipal Golf Course for City of Port Arthur, TX. Enclosed, and by this reference incorporated herein and made a part of this RFP, are the following: • Completed RFP Letter of Interest Form • Non-Collusion Affidavit • Completed Affidavit • Completed Conflict of Interest Form • Completed HB 89 • Completed SB 252 Firm understands that the City is not bound to select any firm for the final pre-qualified list and may reject any responses submitted. Firm also understands that all costs and expenses incurred by it in preparing the RFP and participating in the process will be borne solely by the firm, and that the required materials to be summited will become the property of the City and will not be returned. Firm agrees that the City will not be responsible for any error,omissions,inaccuracies,or incomplete statements in this RFP. Firm accepts all terms of the RFP submittal process by signing this letter of interest and making the RFP submittal. This RFP shall be governed by and construed in all respects according to the laws of the State of Texas. t t.-i , 41 2-1-k Firm Name Date r -5, 1 DI r t. .[.,.4011 t,M.oNi , i i`Tioz Address City/State/Zip P �► OF.."37 Authorized Signature °/2-4511 "‘ Title L) t Name(Please Print) Telephone Email Page 2l of 27 . . _. ....._... APPENDIX B CITY"OF PORT ARTHUR,TEXAS NON-COLLUSION AFFIDAVIT CITY OF PORT ARTHUR § STATE OF TEXAS § By the signature below, the signatory for the bidder certifies that neither he nor the firm, corporation, partnership or institution represented by the signatory or anyone acting for the firm bidding this project has violated the antitrust laws of this State, codified at Section 15.01, et seq., Texas Business and Commerce Code, or the Federal antitrust laws, nor communicated directly or indirectly the bid made to any competitor or any other person engaged in the same line of business, nor has the signatory or anyone acting for the firm, corporation or institution submitting a bid committed any other act of collusion related to the development and submission of this bid proposal. Signature: Printed Name: Printed Name: ek--C.N.k.V.3 1 ?° Title: I Company: f .1 (-Pt Date: Aee4ZLl f Z©Z`-t SUBSCRIBED,and sworn to before m e by the above named �Or lc Bxow L i this the z.4day of ` ! , 20 Notary Public in and for the " ""'o•. PAMELA J.WINN State of Texas �Rv rye '_-•;A(;y: Notery Public,State of Texas Z.'•.,` `•r�� Comm.Expires 10-29-2025 k '%Z„°;,;;�' Notary ID 124028122 My commission expires: 0 >pt 7-9 " Z-5 - Page 22 of 27 APPENDIX C AFFIDAVIT All pages in Offeror's Responses containing statements, letters, etc., shall be signed by a duly authorized officer of the company whose signature is binding. The undersigned offers and agrees to one of the following: (6„.,cis hereby certify that I do not have outstanding debts with the City of Port Arthur. I further agree to pay succeeding debts as they become due. I hereby certify that I do have outstanding debts with the City of Port Arthur and agree to pay said debts prior to execution of this agreement. I further agree to pay succeeding debts as they become due. I hereby certify that I do have outstanding debts with the City of Port Arthur and agree to enter into an agreement for the payment of said debts. I further agree to pay succeeding debts as they become due. emu) I , r . 9 \ tZ7- Firm Name Date CCi S NJ. I CCU @, lam" th a TX -]`1`1 02- Address 19--/5-6/ Ib�11' L Authorized Signature p Title Name (please print) Telephone C 12:0 iL. . Ca".A. Email STATE: COUNTY: SUBSCRIBED AND SWORN to before me by the above named y, y ___7. E 1 1 on this the `Z.4+1-- day o - '_t ' , 20-7_4 . "1, PAMELA J.WINN Notary Public =_�' '";,:Notary Public,State of Texas i� .' Comm.ExpireR� HIS AFFIDAVIT AS PART OF THE PROPOSAL ":';• `; ''' Notary ID 1240281 Page 23 of 27 APPENDIX D CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B.23,84th Log.,Regular Session. OFFICE USE ONLY This questonnmre is heel filed in accordance with Chapter 176.Locar Government Code,by a vendor who Dote Fnaw,ed has a business relationship an defined bi Section 17r,001f 1-a)with a Local governmental entity and the vendor meet:requirements under Sactian 176.000(a). By law this questonmvre must be filed with the records administrator of the local governmental entity not later than the 7th business day attar the data the vendor becomes aware of facts that require the statement to be fled. See 5action 176.006(a-1),Local Goverment Code. A vendor commits an offense if the vendor ltnowirntly viol.,)s Section 176.006,Local Government Code.An offense untie,this section is a inn,dderneanor. J Name of vendor who has a business relationship with local governmental entity. A l LAC , �-NG- JriCheck this box if you are filing an update to a previously filed questionnaire.(The law requites that you liie att updated completed questionnaire with the appropriate tiling authority not later than the 7th business day atter the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) Name of local government officer about whom the information is being disclosed. (41.4 F D� & Nnrne of Officer J Describe each employment or other business relationship with the local government officer,or a family member of the officer,as described by Section 176.003(a)(2)(A).Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relationship described.Attach additional pages to this Form CID as necessary. A. r. ::o governtirent offices or afaintly member the officer receiving or utiely to receive tax.tdo Income, other than investment income,from the vendor? Yes B Is the vendor receiving or likely to receive taxable income,other than investment income,from oral the direction of the local government office,or a family member of the officer AND the taxable income is not received from the local governmental entity? n Yes 17fNo ▪ Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director,or holds an ownership interest of one percent or more. ▪ I'�l Check this box ii the vendor has given the local government officer or alarnily member of the officer one or more gills I as described in Section 176 0n3(a)(2)(8),excluding gifts described in Section 176.003(a-1). J Signature nt vendor doing business with the governmental entity eta Funu ptuvided by Tenors Ethics Cu wniasiui www.e0iita.5tata.tz.us Revised 11f302015 Page 24 of 27 APPENDIX E House Bill 89 Verification I, C_-� � e ,1_5.'(Person name), the undersigned representative (hereafter referred to as "Representative") of t.,012 (company or business name, hereafter referred to as "Business Entity"), being an adult over the age of eighteen (18) years of age, after being duly sworn by the undersigned notary, do hereby depose and affirm the following: 1. That Representative is authorized to execute this verification on behalf of Business Entity; 2. That Business Entity does not boycott Israel and will not boycott Israel during the term of any contract that will be entered into between Business Entity and the City of Port Arthur; and 3. That Representative understands that the term "boycott Israel" is defined by Texas Government Code Section 2270.001 to mean refusing to deal with. terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes. SIGNATURE OF REPRESENTATIVE SpBSCRIBED AND SWORN TO BEFORE ME, the undersigned authority, on this `77-_1-1'1"�-' day of , 2024 . Notary Pub tic PAMELA J. WINN Notary Public, State of Texas 11/4s:4 Comm,Expires 10-29-2025 e°P Notary ID 124028122 Page 26 of 27 APPENDIX F SB 252 CHAPTER 2252 CERTIFICATION , the undersigned and Representative of A.0 (Company or Bus' ess Name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the City of Port Arthur Purchasing Department. Name of Company Representative (Print) Signature of Company Representative AP_.-t �� t Date Page 27 of 27