PLEASANTON GOLF - COURSECO OPERATOR AGREEMENT

c) Capital Expenditures in previous years and budget for proposed Capital Expenditures ("Capital Budget"), as well as a five (5) year capital improvement program; d) Course Maintenance Plan including a report of maintenance activities undertaken during the current year as well as projections for the next Operating Year; e) Marketing and Promotion Plan for the Golf Course including a report of activities undertaken during the current year as well as projections for the next Operating Year; and f) Results of the Service Audit Program conducted in previous years and plans for the next Operating Year. 3.08.4 Approval of the Annual Plan. The Director shall review the Annual Plan and make a recommendation to the Parks and Recreation Commission, which will act on any requested change to the green, driving range, golf cart and equipment fees. The City Council shall act on approval of the Annual Plan, with the City-wide budget process. 3.08.5 Compliance. OPERATOR shall comply with the applicable Annual Plan. Without the prior consent of the Director, the actual amount expended for Direct Costs shall not exceed the program budget approved by the City Council. 3.08.6 Quarterly Review of Annual Plan. The Director and the General Manager of the Golf Course shall meet quarterly and discuss the operating results of the Golf Course. The parties shall agree upon any amendments or revisions to the Annual Plan to take into consideration variables or events that did not exist, or could not be anticipated by OPERATOR or CITY, at the time the Annual Plan was prepared. Any revisions to the Annual Plan shall require approval of the Director, who in his sole and absolute discretion may require further approval by the Parks and Recreation Commission and/or City Council. 3.09 No Assignment. OPERATOR acknowledges that CITY is entering into this Agreement in reliance on the unique skill and experience of OPERATOR and its employees. OPERATOR shall not subcontract or assign all or any part of its right or obligations under this Agreement, unless approved in writing by Director. Any change in the control of OPERATOR, including, without limitation, any transfer or acquisition of a controlling percentage of OPERATOR's equity or stock or a controlling percentage of the equity or stock of CourseCo, Inc., shall constitute an assignment for purposes of this Agreement. 3.10 Tax -Exempt Financing. CITY has financed construction of the Golf Course with tax- exempt financing, and may in the future construct Improvements thereto with tax-exempt financing. The parties acknowledge that tax-exempt financing is regulated by federal law, including, without limitation, Internal Revenue Service regulations. If any provision of this Agreement conflicts with any applicable law or regulation, the parties shall negotiate in good faith to modify such provision as necessary to bring this Agreement into compliance with such law or regulation. In the event the parties cannot agree upon a modification of this Agreement, either party may cancel this Agreement in accordance with Article 13.0. [t1]