TERMINATION AGREEMENT WITH SOUTHERN CALIFORNIA GOLF-PARTIALLY EXEC.PDF

Termination of Use Management Agreement
between
Maricopa County and Southern California Golf LLC

This Termination of Use Management Agreement (“Termination”) is entered into by and
between Maricopa County, a political subdivision of the state of Arizona (“County”), and
Southern California Golf LLC, a California limited liability company (“Concessionaire”)
(collectively referred to as “Parties” or individually as a “Party”).

RECITALS

WHEREAS, the Parties entered into the Use Management Agreement for the
management, operation, maintenance, and improvement of the golf course concession
at Paradise Valley Urban Park dated August 4, 2010 (C-39-11-005-3-00) and Amendment
One dated December 18, 2012 (C-30-11-005-3-01) (collectively, “UMA”); and

WHEREAS, the term of the UMA is scheduled to expire on December 31, 2035; and

WHEREAS, by letter dated August 28, 2025, Concessionaire informed the County that, due
to unforeseen developments, Concessionaire’s operation of Paradise Valley Golf Course
is no longer sustainable, and Concessionaire requested that the UMA be terminated by
mutual agreement of the Parties; and

WHEREAS, the County and Concessionaire have determined that it is in the best interests
of each Party and the Parties collectively to terminate the UMA as provided herein and
enter this Termination.

NOW THEREFORE, in consideration of the mutual promises, covenants, and agreements
contained herein, the receipt and adequacy of which are hereby acknowledged, the
Parties hereby agree as follows.

AGREEMENT
1. Term and Termination. The Parties agree that it is in the best interests of the

Parties to enter this Termination and to terminate the UMA pursuant to Section
2.10. The Concessionaire informed the County that, due to unforeseen

developments, the Concessionaire’s operation of Paradise Valley Golf Course is
no longer sustainable.

Effective Date. The effective date (“Effective Date”) of the termination of the UMA
and this Termination shall be April 30, 2026. Up to and until the Effective Date, the
UMA and the rights and responsibilities of the Parties thereunder remain in full
force and effect, including payment of fees, some of which may be incurred before
the Effective Date but are due to be paid after the Effective Date.

Release. Each Party (as "indemnitor") agrees to indemnify, defend, and hold
harmless the other Party (as "indemnitee") from and against any and all claims,
losses, liability, costs, or expenses (including reasonable attorney's fees)
(hereinafter collectively referred to as "claims") arising out of the negligent
performance or misconduct under this Termination, but only to the extent that
such claims are caused by the act, omission, negligence, misconduct, or other fault
of the indemnitor, its officers, officials, agents, employees, or volunteers.

Legal Fees. Each Party shall bear its own costs, including legal fees, associated
with this Termination.

Counterparts. This Termination may be executed in any number of counterparts,
each of which shall be deemed an original, but all of which together shall constitute
one and the same instrument. Electronic signatures shall have the same force and
effect as original signatures.

Cooperation. Each of the Parties agrees to cooperate and provide all additional
documents and other assurances that are reasonably necessary to carry out and
give effect to the intent of the Parties reflected in this Termination.

Recitals; Cancellation. Recitals as stated herein shall be incorporated in this
Termination by this reference. This Termination is subject to the provisions of
A.R.S. §38-511.

Governing Law. This Termination shall be construed under the laws of Arizona.
Partial Invalidity. Should any part of this Termination be held to be invalid or void,

the remainder of the Termination shall remain in full force and effect and shall be
binding upon the Parties.

[Signature Page Follows]

IN WITNESS WHEREOF, the Parties have executed this Termination...

SOUTHERN CALIFORNIA GOLF LLC MARICOPA COUNTY
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Authorized Signature Date Chairman Date

Board of Supervisors
ERuWAt Ri WUE, PRESIDENT

Printed Name and Title
ATTEST
Clerk of the Board Date
Approved as to Form
Deputy County Attorney Date