2023-26 Landmark Golf Mgmt - Ins. Coverage Release by City■
December 11, 2023
Landmark Golf Management, LLC
Attn: Andy Vossler, President & CEO
74947 Highway 111
Indian Wells, California 92210
CALIFORNIA
RE: GOLF COURSE MANAGEMENT AGREEMENT ("AGREEMENT") BY AND BETWEEN
THE CITY OF LA QUINTA ("CITY") AND LANDMARK GOLF MANAGEMENT, LLC
("MANAGER") — INSURANCE COVERAGE REQUIREMENTS WAIVER
Dear Mr. Vossler,
On or about July 1, 2013, the City and Landmark entered into an Agreement to provide services
related to managing golf course operations at SilverRock Resort. Said Agreement has been
subsequently amended via Amendment Nos. 1 through 6, and the Management Term for these
services is in effect until June 30, 2026.
This letter serves as the City's written notice to Manager that the City has elected to procure and
maintain the insurance policies set forth in subparagraphs (a) and (b) only, under Section 3.11.1,
enclosed hereto as Attachment 1, related to required insurance coverages to be maintained
during the Management Term instead of Manager, pursuant to said Section of the Agreement,
which provides in pertinent part:
3.11.1 Coverage.
"... In its sole discretion, City may elect to procure and maintain at one or more times and
from time to time, some or all of the policies of insurance set forth in subparagraphs (a), (b),
(c), and (d) above that Manger is required to procure and maintain, and in such case City
shall notify Manager in writing (i) that Manager is temporarily relieved from the obligation of
procuring and maintaining the policy(ies) of insurance specified by City in its written notice to
Manager, and (10 of the period of time during which Manager's obligation to procure and
maintain the policy(ies) specified in City's written notice is suspended."
The City's written notice relieving Manger from the obligation to procure and maintain the
insurance coverages under subsections (a) and (b) shall be in effect from July 1, 2023, through
the end of the Agreement's current Management Term, set to expire on June 30, 2026.
Manager's obligation to procure and maintain the insurance coverages required under
subsections (c), (d), and (e) of Section 3.11.1 remain in full force and effect, and the obligation
of the Manager through the expiration of the Agreement.
78495 Calle Tampico I La Quints, California 92253 1760.777.7000 I www.laquintaca.gov
CALIFORNIA -
Should you have any questions or require additional information, please contact City Clerk
Monika Radeva at (760) 777 — 7035.
Sincerely,
Jon McMillen
City Manager
Attachment 1 — Section 3.11.1 Coverage of the Agreement
78495 Calle Tampico I La Quinta, California 92253 1760.777.70001 www laquintaca.gov
ATTACHMENT 1
in Section 3.10.2 below, the parties shall discuss whether the Capital
Improvement Fund Percentage should be changed. Any decision to change
the Capital Improvement Fund Percentage shall be in the sole discretion of
City Manager, and in making such decision City Manager shall consider such
factors as the amount of Capital Improvement Funds currently available and
the projected capital improvement requirements of the Golf Course. In no
event, however, shall the Capital Improvement Fund Percentage be increased
in excess of two percent (2%) except with the written approval of the City
Council.
3.10.2 Capital Improvement Plans. During the Management Term, Manager
shall submit on or before April 1 of each year, a "Capital Improvement Plan"
for the Golf Course for the next Operating Year, which shall include
Manager's recommendation of Capital Improvement projects for the next
Operating Year, estimated costs of such Capital Improvement projects.
3.10.3 Implementation of Capital Improvement Projects. The parties
acknowledge and agree that ail Capital Improvement projects are in City's
sole control and discretion, and all costs and expenses of Capital
Improvement projects shall be paid from the Capital improvement Funds or
from other City funds. The costs and expenses of Capital Improvement
projects shall not be considered Golf Course Expenses. The parties
acknowledge and agree that this Agreement imposes no responsibilities or
obligations on the part of Manager with respect to any aspect of a Capital
Improvement project, including design, construction or supervision. In the
event City desires Manager to be involved in any capacity in a Capital
Improvement project, the City Manager shall be authorized to enter into a
separate agreement with Manager setting forth the terms and conditions of
such involvement, including without limitation fees to be received by
Manager for such involvement.
3.11 Insurance During Management Term.
3.11.1 Coverage. Manager agrees to procure and maintain, during the
Management Term, as a Golf Course Expense, at a minimum the following
insurance:
(a) insurance on the contents of the buildings located at the Golf
Course and other personal property located at the Golf Course which
contents and personal property are owned or leased by Manager,
against loss or damage by fire, lightning and/or any other perils
insurable under the form of "all risk" coverage then available (including
specifically irrigation and/or sprinkler system leakage damage,
vandalism and malicious mischief, if available), in an amount not less
than the lesser of (i) the actual replacement cost of the contents and
personal property, or (ii) Five Million Dollars ($5,000,000.00);
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provided, however, the parties may agree in writing to such other
minimum amount. City shall be named as a loss payee. The parties
agree that Manager shall not be responsible for procuring or
maintaining "all risk" insurance coverage on the buildings, structures,
or other improvements located at the Golf Course and the contents
and personal property owned by City, and City shall either procure or
maintain such insurance coverage or shall self -insure for such risks.
(b) business interruption insurance, in an amount equal to the
annual value of lost business, as determined by the City and Manager,
and as required by or pursuant to any "City Financing" (as that term is
defined in Section 11.21), covering actual losses sustained due to (i)
fire, lightning, and other perils insurable under the form of "all risk"
coverage then available (including specifically irrigation and/or sprinkler
system leakage damage, vandalism, and malicious mischief, if
available) or (ii) the routine or extraordinary maintenance of, or any
failure of, any pipes or facilities located above or beneath the surface
of the Golf Course. City shall be named as a loss payee to the extent
of the City's interests under this Agreement which interests include,
without limitation, the Financing.
(c) comprehensive public liability insurance, including without
limitation bodily injury, personal injury, property damage, products
liability, contractual liability covering the provisions of this Agreement,
and liquor liability, in an amount not less than Ten Million Dollars
($10,000,000.00) single limit per occurrence. City, and its officers,
officials, employees, agents, representatives, and volunteers
(collectively, "City Personnel"), shall be named as an additional
insureds.
(d) automobile liability and garage keeper's liability insurance in an
amount not less than Ten Million Dollars ($10,000,000.00) single limit
per occurrence. City and City Personnel shall be named as additional
insureds.
(e) workers compensation insurance covering all Golf Course
employees who are Manager's employees in an amount as required by
law, and employer's liability insurance in an amount not less than One
Million Dollars ($1,000,000.00) or as required by law covering all Golf
Course employees who are Manager's employees.
Manager shall have the right to increase (but not to decrease without the
prior written consent of the City Manager) the minimum amount of any
insurance to be maintained by Manager with respect to the Golf Course
under this Section in order to make such coverage comparable to the amount
of insurance carried with respect to other golf courses and country clubs
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operated by Manager, taking into account the size, character and location of
the Golf Course. The types of insurance and the coverage amounts specified
in this Section are the requirements of City in connection with the operation
of the Golf Course. City acknowledges and understands that Manager has
made no representations or warranties that such insurance is adequate to
protect City. Any losses, damages, liability, or expenses that are not
required to be covered by any of the insurance specified in this Section shall
be a Golf Course Expense. In its sole discretion, City may elect to procure
and maintain at one or more times and from time to time, some or all of the
policies of insurance set forth in subparagraphs (a), (b), (c), and (d) above
that Manager is required to procure and maintain, and in such case City shall
notify Manager in writing (i) that Manager is temporarily relieved from the
obligation of procuring and maintaining the policy(ies) of insurance specified
by City in its written notice to Manager, and (ii) of the period of time during
which Manager's obligation to procure and maintain the policy(ies) specified
in City's written notice is suspended.
3.11.2 Policies and Endorsements.
3.11.2.1 Policies. All insurance coverages required under this Section
3.1 1, shall be secured through policies issued by insurance companies
of good reputation and of sound and adequate financial responsibility
having a general policy holder's rating of not less than "A" and a
financial rating of not less than Class VIII in the most current edition of
Best's Rating Guide, unless such requirements are waived in writing
by the City Manager. Such insurance companies shall be qualified to
do business and in good standing in California. Prior to the Effective
Date, Manager shall deliver to City certificates of insurance with
respect to all of the policies of insurance required to be procured and
maintained by Manager pursuant to this Section 3.1 1, and the City
Manager shall have approved such certificates of insurance. In the
case of insurance about to expire, Manager shall deliver to the City
Manager certificates of insurance with respect to renewal policies not
less than thirty (30) days prior to the respective dates of expiration.
All certificates of insurance shall be signed by a person authorized by
the insurance company to bind coverage on its behalf. In the event
any subcontractors perform work for Manager under this Agreement,
Manager shall include such subcontractors as insureds under the
policies of insurance to be maintained by Manager pursuant to this
Section 3.11, or in the alternative, Manager shall obtain from such
subcontractors separate certificates of insurance that satisfy the
requirements of this Section 3.11 unless otherwise waived by the City
Manager. Neither the procuring of insurance by Manager pursuant to
this Section 3.1 1, nor the delivery by Manager to City of certificates
of insurance evidencing such insurance coverages, shall be construed
as a limitation of Manager's indemnity obligations under Section
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