HomeMy WebLinkAbout6D (1)MEMORANDUM
TO: Redevelopment Commission
FROM: Elizabeth Leonard
&I(/)
RE: Letter Clarification — Kitson & Partners Management Agreement for Blackthorn
Golf Course in conjunction with LPGS Symetra Tour scheduled for August 6 -12, 2012
DATE: May 3, 2012
Attached is a letter from Kitson & Partners clarifying some of the terms of our contract in
light of the unexpected scheduling of the LPGA event. Aladean DeRose, Interim City
Attorney has reviewed and finds the letter acceptable for the Commission to sign.
We respectfully request your approval of this document.
Kitson & Partners (Club Services) LLC
4500 PGA Blvd., Suite 400
Palm Beach Gardens, FL 33418
April 24, 2012
Mr. Donald Inks, Director
South Bend Redevelopment Commission
1200 County -City Building
South bend, Indiana 46601
Re: Blackthorn Golf Course
Four Winds Invitational LPGA Symetra Tour Event
August 6 —12, 2012
Dear Mr. Inks:
Kitson & Partners (Club Services) LLC (the "Manager ") is the manager of the Blackthorn Golf
Course (the "Course ") pursuant to that certain Operations Management Agreement dated as of January
1, 2010 (the "Management Agreement ") between the Manager and the South Bend Redevelopment
Commission (the "Owner "). In recent weeks, the Owner and the Manager have been in discussions with
the Ladies Professional Golf Association ( "LPGA ") Symetra Tour, specifically FGTA, LLC d /b /a Symetra
Tour (the "Tour "), in an attempt to attract an LPGA Symetra Tour event to the Course. They have
reached a tentative agreement with the LPGA to do so during the week of August 6 — 12, 2012 (the
"Tournament "). In order to facilitate the Tournament, the Owner has agreed to act as Tournament
Organizer pursuant to and in accordance with that certain Tournament Sanction Agreement between
Owner and the Tour dated &;A _, 2012 (the "Event Agreement "). To enable the Owner to perform
its obligations as Organizer under the Event Agreement, the Manager has agreed to accept a delegation
of those duties of Organizer which relate to the operation and management of the Course in
preparation for and during the Tournament with no increase in its Monthly Management Fee under the
Management Agreement in consideration of and on the condition of the provisions set forth in this
letter agreement below. (Capitalized terms used in this letter agreement and not otherwise defined
herein shall have the meaning given to such term in the Management Agreement.)
1. The Annual Plan and Budget shall be deemed to have been amended to contemplate the
Tournament and include the revenues and expenses anticipated therefrom consistent with
the supplemental budget for the Tournament previously provided to the Owner by the
Manager. The gross revenue from the Tournament shall be included in the Course's gross
revenue for purposes of determining the Incentive Management Fee payable to the
Manager under Section 17.2 of the Management Agreement.
Mr. Donald Inks, Director
South Bend Redevelopment Commission
April 24, 2012
Page 2
2. The Term of the Event Agreement (one year with two additional one -year options to renew
in favor of the Tour) is approved by Owner notwithstanding the limitations contained in
Section 2.5 of the Management Agreement.
3. The Manager shall obtain event insurance to cover the additional risks imposed on
Organizer under the Event Agreement. The Owner and the Manager, as well as the Tour,
shall be named or additional insureds under such policy. The cost of the policy shall be a
cost of the Tournament and shall not be subject to the cost sharing provisions of Section 8.4
of the Management Agreement.
4. The Tournament shall be an approved Owner Event for purposes of Section 12.3 of the
Management Agreement but shall not count against the limitations on preemption days set
forth therein.
5. To the extent that any of the obligations of Organizer relating to the operation of the
Tournament require the Manager to take any action that is not consistent with the
requirements or limitations contained in the Management Agreement, such requirements
or limitations are waived but only to the extent necessary to allow the Manager to properly
perform and discharge the obligations of Organizer under the Event Agreement.
Please have a duly authorized representative of the Owner sign and return a copy of this letter
to the undersigned to confirm the Owner's agreement to the foregoing.
Respectfully,
Kitson & Partners (Club Services) LLC
By:
Confirmed on behalf of the Owner:
South Bend Redevelopment Commission
By:
Dated: April_, 2012