STATE OF SOUTH CAROLINA
GREENVILLE COUNTY
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LEASE AGREEMENT
THIS LEASE AGREEMENT made and entered into this _____ day of _____, 2013 by
and between the Conestee Foundation, Inc., a not-for-profit corporation organized and existing
under the laws of the State of South Carolina, and recognized under Internal Revenue Service
regulations as a charitable ((501)(c)(3)) organization (hereinafter referred to as CFI) and the
Greenville County Recreation Department, a department of Greenville County and formerly the
Greenville County Recreation District (hereinafter referred to as GCRD)..
WITNESSETH:
WHEREAS, CFI owns certain parcels of property more particularly described in Exhibit
A, attached hereto and made a part hereof, located in Greenville County, South Carolina, and
known as the Lake Conestee Nature Park (hereinafter referred to as LCNP), a map of which is
attached hereto as Exhibit B and incorporated herein by reference;
WHEREAS, GCRD is the lessee of the former Greenville Municipal Stadium property,
owned by the City of Greenville, but now operated by GCRD as Conestee Park (hereinafter
referred to as Conestee Park), a separate and distinct recreational complex on the City’s property
adjacent to LCNP, and a complimentary recreational resource providing a playing venue for
league and tournament baseball events and other compatible events, as well as walking trails,
playgrounds, shelters, restrooms, and other recreational amenities;
WHEREAS, CFI’s mission and focus are on the development and sustaining of the
LCNP for the benefit of the Upstate region, and specifically to provide passive recreational
greenspace for hiking, biking, wildlife viewing, and other compatible uses, to sustain, improve,
and restore the diverse range of wildlife habitats present within the LCNP, to manage the LCNP
in a manner that provides significant ecosystem services to the greater community and the Reedy
River watershed, and to deliver and sustain environmental and nature education programming
opportunities benefiting the children, families and all citizens of the Upstate;
WHEREAS, the parties have recognized the mutual benefits of identifying the LCNP as a
major regional signature park serving Greenville County and the Upstate under the identity of
GCRD, and as GCRD’s only nature park and environmental education facility in the County,
managed and operated in close coordination and partnership with CFI;
WHEREAS, CFI has donated Conservation Easements to Upstate Forever, which
prohibit structures, facilities, uses and activities other than those appropriate and necessary to the
operations of a nature park, protects riparian buffers and requires Upstate Forever’s written
approval prior to construction of certain facilities, among other requirements;
WHEREAS, CFI and the SC Department of Health and Environmental Control
(hereinafter referred to as SCDHEC) have entered into a Restrictive Covenant filed in Greenville
County on October 29, 2007, which specifies certain requirements and imposes certain
restrictions for managing the approximately 145 acre tract known as the original lakebed and the
Lake Conestee Dam, which are owned by CFI;
WHEREAS, CFI’s land holdings comprising the LCNP have been acquired
independently by CFI, through a variety of grants and contributions, which were based on the
establishment, expansion, and sustaining of the nature park, and sustaining and maintaining the
streams, wetlands, forests, meadows, sensitive ecosystems, and wildlife of the LCNP for
purposes of providing passive recreation, environmental education and research opportunities, a
wildlife sanctuary, water quality benefits, and other ecosystem services benefiting the
surrounding community, the Reedy River watershed and the Upstate;
WHEREAS, CFI has operated LCNP as a “fee free” park open to the public, as a service
and a benefit to the Upstate region, providing recreation, a wildlife sanctuary, passive
greenspace, and educational opportunities to all persons;
WHEREAS, the LCNP includes an extensive network of recreational trails, part of which
is integral to GCRD’s Swamp Rabbit Trail greenway system, and part of which was funded
through GCRD’s greenway funding sources, and part of which was funded through grants and
donations obtained independently by CFI;
WHEREAS, GCRD has the professional, management, and operational capabilities, staff,
and resources necessary to support the maintenance and operation of the LCNP, and is therefore
uniquely qualified to support CFI’s operation of the LCNP; and
WHEREAS, GCRD exists to provide recreational services and facilities for the citizens
and residents of Greenville County and to promote tourism and the economic benefits of such
activities for the community;
NOW, THEREFORE, in consideration of the foregoing and of the best interests of CFI,
GCRD and beneficiaries of the services of both GCRD and CFI, and the mutual covenants and
promises contained herein, the parties hereby agree as follows:
1.
LEASE AGREEMENT, TERM AND FEES. GCRD agrees to lease from CFI the
LCNP properties more particularly described in Exhibits A and B to this Agreement. The term
of this lease agreement is for 30 years commencing on July 1, 2013. GCRD shall pay to CFI an
initial lease payment of $120,000 per year, payable in advance in four quarterly installments, at
the beginning of each calendar quarter,. The fee shall be increased each year based on
appropriate indices of inflation. CFI shall utilize the lease payments to support its mission,
direction and oversight of CFI and the LCNP, and its educational programming. Any quarterly
lease payments that are in arrears at the time of the execution of this Agreement will be due in
full no later than 30 days after this Agreement is signed.
2.
GRANT. CFI hereby agrees and grants to GCRD the right of identifying LCNP’s
recreational facilities, amenities, and included park properties as a part of GCRD’s portfolio of
County park facilities. This grant does not give the GCRD sole or exclusive rights to the LCNP,
as CFI conducts compatible but independent programming related to wildlife and nature
education through its program mission.
3.
ENTIRE AGREEMENT. This Agreement represents the entire agreement
between CFI and GCRD relating to the subject matter hereof and replaces and supersedes all
previous service, operating and other agreements between the parties.
4.
PROPERTIES INCLUDED. The properties included in the LCNP and generally
subject to this Agreement are more commonly referred to as:
a.
b.
c.
d.
e.
the “lakebed parcel” (former Lake Conestee)
the Henderson Farm parcel
the Forrester Farm parcel
the Breazeale Farm parcel
certain other properties providing access to and linkages between the above
parcels, as well as certain tracts which provide access to or buffers to the LCNP.
The CFI properties subject to this Agreement are more particularly described in Exhibit A. CFI
shall provide to GCRD an updated GIS-based map of the properties subject to this Agreement
within sixty (60) days of material changes in those properties.
The parties mutually recognize and agree that because the entirety of LCNP is a nature park and
functions as a wildlife sanctuary, extensive areas of the wetlands, forests, and meadows of the
park will require very little, or in some cases no management activity by GCRD. Hence, the
focus of GCRD’s activities shall be concentrated around the trail corridors, boardwalks, picnic
areas, parking lots, and amenities constructed for park visitor use.
5.
PROPERTIES NOT INCLUDED. Although the Lake Conestee Dam is within
the “lakebed parcel” and is owned by CFI, this Agreement shall not include the dam and CFI
lands within 100 feet of the dam (as measured from the lakeside edge of the dam). Also any
parcels owned by CFI and not explicitly identified in Exhibit A shall not be subject to this
Agreement. The most significant properties not included are as follows:
a. Portion of Forrester Farm east of Mauldin Road and south of Conestee Lake Road
b. Five acres south of the Conestee Dam
c. 3 lots in West Pine Lake Circle
6.
GCRD RECREATIONAL RESOURCES NOT INCLUDED. Although the
LCNP and GCRD’s Conestee Park are immediately adjacent, and offer complimentary facilities,
this Agreement does not commit CFI to any obligations with respect to Conestee Park. It is
understood and agreed by the parties that the operation and maintenance of facilities at Conestee
Park, and the County’s obligations under its lease of Conestee Park lands from the City of
Greenville, shall be the singular responsibility of GCRD.
7.
SHARED FACILITIES AND AMENITIES. The parties recognize the enormous
synergy of the co-location of LCNP and GCRD’s Conestee Park. To that end, the parking,
restroom, playground, picnicking, trails, and other facilities available to the users of Conestee
Park shall also be available to users of LCNP without charge. These shared facilities shall
benefit all parties and avoid the construction of redundant facilities on the east side of LCNP.
8.
PROPERTY USE AND MANAGEMENT BY CFI. CFI reserves the right to
change the boundaries of the LCNP subject to this Agreement. CFI intends to continue
acquisition of property by purchase, gift, or easement in order to expand the boundaries of the
LCNP, and to buffer the LCNP from surrounding development. It is also CFI’s intent to
continue the development of its property by adding structures and amenities required for the
LCNP’s functions and for the safety, convenience and enjoyment of LCNP users, provided,
however, any capital improvements with an initial estimated cost in excess of $75,000 shall first
be approved in writing by GCRD. After such approval and the installation of such structures or
amenities, the maintenance thereof shall be the sole responsibility of GCRD. CFI may also
conduct activities involving conservation management, drainage improvements, access and
security improvements, habitat management, vegetation control and management, timber or
meadow management, wetlands management, wildlife management, or other activities related to
sustaining the various ecosystems of CFI lands. CFI shall be the sole recipient of any and all
proceeds from any timber, agricultural, or other resource harvesting from its properties. CFI
shall also be the sole recipient of any other proceeds derived from ecosystem services provided
by its lands or its management of its lands. Because of the regulatory status of portions of the
LCNP, CFI may necessarily be required by regulatory agencies to conduct environmental
investigations or operations or remedial activities in portions of the LCNP at some time in the
future. CFI may also conduct research and education activities on LCNP properties consistent
with its mission.
9.
EDUCATIONAL PROGRAMS. CFI retains the right to function as the
exclusive clearinghouse, coordinator, and/or provider of all educational programs that occur on
its properties, organized wildlife observation programs, research activities and resource
management activities. CFI retains the right to require a fee for these activities at its discretion,
and to raise funds in support of this element of its program mission. Any fees derived from these
programs shall belong entirely to CFI.
10.
EVENTS. CFI retains the right to recruit and sponsor events utilizing CFI-owned
land and facilities, and to retain all payments made to CFI in consideration for use of LCNP
facilities for such events, where GCRD is not the sponsor or coordinator of the event. GCRD
shall coordinate all GCRD-coordinated or planned events that will utilize any portion of LCNP
properties and its facilities, including but not limited to organized hiking or running events.
GCRD shall coordinate with CFI on the scheduling of GCRD-coordinated events with CFI staff
to minimize conflicts between events scheduled by the two parties. Development and
implementation of GCRD-coordinated events utilizing CFI lands and facilities are subject to an
annual written approval by CFI to assure any type of event will not adversely affect LCNP’s
mission, program and activities. Fees charged by GCRD, its event sponsors, or other parties, for
events on LCNP lands will be shared with CFI, with 25% going to the CFI and 75% going to
GCRD or others, unless otherwise agreed to in writing.
11.
EVENTS AT GCRD CONESTEE PARK. GCRD shall provide timely advanced
written notice to CFI of all major events scheduled at the Conestee Park so as to avoid conflicts
with events scheduled by CFI. CFI will likewise provide timely written notice to GCRD of its
major events. With respect to amplified events and activities at Conestee Park, GCRD agrees to
manage Conestee Park in a manner compatible with the nature park and wildlife sanctuary
purposes of LCNP. Specifically, GCRD shall restrict the use of amplified music, public address
systems, and related sound equipment to the minimal level possible, and to prohibit the use of
these systems between the hours of 8 pm and 10 am, with exceptions to occur only with the prior
written agreement of both parties. The purpose of these restrictions is to enable nature
education, wildlife viewing, and related compatible recreational activities in the LCNP without
the undue interference and annoyance of amplified activities.
12.
STRATEGY FOR LCNP FUNDING. GCRD and CFI will partner to seek and
provide funds for sustaining, growing, and maintaining the LCNP, as well as programming of
recreational, educational, and tourism activities at the LCNP. GCRD will have responsibility for
maintenance and repair, as well as ultimate replacement as may be required, of all physical
facilities and improvements at the LCNP, including bridges, boardwalks, trails, observation
decks, park signage, and other amenities so as to maintain public safety and enjoyment of the
LCNP. GCRD will also participate in capital funding of projects whose primary purpose is to
link the recreational facilities at Conestee Park (Mauldin Road) with the Swamp Rabbit Trail
(hereinafter referred to as the SRT) and with the communities on the west side of the LCNP.
CFI’s funding efforts will focus on the following: acquiring new land areas to enlarge the LCNP
and to provide buffering for existing LCNP facilities; constructing capital projects compatible
with its mission and the terms of the existing Conservation Easements; developing and operating
its educational programs; conservation of the LCNP’s natural resources; and compliance with its
unique regulatory and contractual requirements with respect to environmental conditions,
conservation easements, and grant compliance.
13.
FUNDING OF LCNP MAINTENANCE AND IMPROVEMENTS BY GCRD.
GCRD shall, through its annual operating budget, provide for sufficient funds to support the
maintenance and operational requirements of the LCNP, including, without limitation,
construction and maintenance of LCNP facilities and improvements (including trails,
boardwalks, wildlife viewing and educational resources, teaching facilities, shelters, sanitary
facilities, signage, and related amenities), and property management. GCRD will also partner
with CFI to seek other sources of funding for LCNP facilities and improvements, such as agency,
foundation, and corporate sponsored grants, volunteer activities, special or sponsored events, and
other support programs. In addition, the parties agree as follows:
a.
MAINTENANCE BUDGET FOR TRAILS AND FACILITIES. In addition to
payment of lease fees in accordance with Section 1 of this Agreement, GCRD
shall establish a budget and a schedule to provide routine maintenance of all trails
and amenities at LCNP, to include routinely cutting all vegetation along all
portions of the SRT, and other paved and natural trails located in LCNP, and for
blowing leaves and debris off all paved trails and all boardwalks for the protection
and safety of LCNP users. GCRD shall also be responsible for maintaining all
picnic areas in the LCNP. GCRD shall also be responsible for routinely removing
debris, tree limbs, deadfalls and related obstructions from all currently in service
trails, boardwalks, and service roads so as to mitigate obstacles and/or hazards to
users of the trails and boardwalks. GCRD shall also maintain standardized
kiosks at each of LCNP’s major trailheads and it shall coordinate with CFI to
assure the latest available maps, park information, and safety information are
displayed at each kiosk. GCRD’s maintenance obligation shall also include a
schedule and budget for the development, funding, and implementation of a
program for the repair and ultimate replacement of bridges, boardwalks,
observation decks, and other facilities as is necessary for the safety, protection,
and convenience of the LCNP users. CFI shall assist the GCRD in the
development of this plan, communicate observed needs for maintenance and
repair to appropriate GCRD staff, and organize volunteer workers to assist where
possible. The minimum annual maintenance and capital improvement budget
shall be be $50,000. GCRD will provide at least a 50% park ranger/supervisor
dedicated to overseeing the maintenance and operations of the LCNP.
b.
SECURITY, SAFETY AND HAZARD MITIGATION. GCRD shall address the
risk of hazard trees and limbs to the safety of LCNP users by utilizing qualified
staff or contractors to conduct an annual inspection of all trees located within “fall
range” of all paved and natural surface trails, boardwalks, and bridges within the
LCNP. GCRD shall be responsible for the timely removal of all hazard trees and
limbs identified in its annual inspection, and those reported to GCRD by CFI staff
as priority for removal to protect the safety of LCNP users. GCRD shall also
utilize its staff or qualified contractors to remove in a timely fashion all downed
trees and limbs that may block a trail or otherwise impede users of the trail and
boardwalk system. GCRD shall be responsible for correcting all other significant
hazards to the users of the LCNP trail and boardwalk system and the observation
deck system, in a timely fashion. GCRD, as a County agency, shall also
coordinate with the Greenville County Sheriff’s Office to establish a program of
routine safety patrols of LCNP by its deputies.
c.
GCRD 2014/2015 CAPITAL CONSTRUCTION RESPONSIBILITIES. Unless
otherwise mutually agreed in writing, GCRD’s obligations for capital project
funding participation shall be limited to funding the project costs in excess of
$200,000 to complete the 2013/2014 SC PRT Recreational Trails Program grants
obtained by CFI. The first grant for $100,000 titled “Conestee Park
Connector/Swamp Rabbit at Nature Park” links the recreational facilities of
Conestee Park to the SRT with a paved connector from the existing north
Conestee Park parking lot, across the existing pedestrian bridge over the Reedy
River, to the SRT at the Henderson Avenue parking lot. The second grant for
$100,000 titled “Conestee Village Connector to Swamp Rabbit Trail” provides a
direct connection between the southern portion of SRT near North Charles Drive,
across Marrow Bone Creek, to connect with the existing pedestrian bridge. Total
project costs are estimated to be approximately $250,000 for the first grant and
$150,000 for the second grant.
14.
CFI FUNDING RESPONSIBILITIES. CFI will utilize its capabilities as a nonprofit 501(c)(3) organization to identify and pursue funding sources for LCNP land acquisition,
facilities improvements, and construction of LCNP improvements (to include trails, boardwalks,
wildlife viewing and educational resources, teaching facilities, shelters, signage, and related
amenities), property management, research and teaching activities, educational programming
activities, and coordination of volunteer activities. CFI retains the right to pursue public and
private grant funding sources for the support, expansion, and improvement of the LCNP, to
include acquisition of additional lands, construction of new facilities, and expansion of and
improvements to existing facilities. CFI retains the right to conduct fund-raising efforts in
support of its mission and in support of its programming functions. CFI retains the right to
develop a “Friends of LCNP” or similar organization to support CFI’s educational programs,
conservation work and habitat enhancement, and to expand and improve the LCNP.
15.
COMPLIANCE WITH REGULATORY REQUIREMENTS. The approximately
145 acre tract identified as the original lakebed, and including the Lake Conestee Dam, is owned
by CFI and is subject to the regulations and restrictions provided for in CFI’s Voluntary Cleanup
Contract with SCDHEC (VCC 00-5393-NRP dated January 22, 2001) (hereinafter referred to as
the VCC), SCDHEC’s Certification of Completion of this VCC dated November 08, 2007, as
well as a Restrictive Covenant specific to this tract dated and recorded with the Greenville
County Register of Deeds on October 25, 2007. The parties hereby agree that the activities and
programs conducted at the LCNP shall comply with these restrictions. These restrictions include
specifications on the education of LCNP users about the lakebed area of the LCNP, and
restrictions on the kinds of activities and maintenance and operations that are allowed in this
area. To that end the parties agree that the activities and programs conducted at the LCNP shall
focus on passive recreation, nature and environmental education, providing and sustaining
wildlife habitat, and other compatible activities, all of which will be conducted in compliance
with such restrictions.
16.
COMPLIANCE WITH DAM SAFETY REQUIREMENTS. The Lake Conestee
Dam is a critical element of infrastructure owned by CFI as a portion of the original lakebed
tract. As owner and through its VCC and Restrictive Covenant with SCDHEC, CFI is obligated
to keep the dam in good operating condition and to manage the dam so as to minimize the
disturbance of and release of sediment from the former lakebed area. To that end the parties
mutually acknowledge and agree that CFI shall have singular responsibility for the maintenance
of the dam and its immediate surroundings, defined here as all areas on CFI’s properties within
100 feet of the dam (as measured from the lakeside edge of the dam). CFI shall also have
singular responsibility for compliance with the Dams and Reservoirs Safety Act and the
regulations issued thereunder (SC R.72-1). GCRD shall use its best efforts to assist CFI in
identifying and securing funds to maintain and repair the dam to insure the safety of the public
and to comply with applicable laws and regulations.
17.
COMPLIANCE WITH OTHER REGULATORY REQUIREMENTS. The
properties owned by CFI include extensive areas, which are jurisdictional wetlands and waters of
the United States, subject to Federal regulations under the Clean Water Act. The parties agree
that CFI shall have primary responsibility for ensuring that any activities on LCNP properties
that are subject to such regulations comply therewith and further that GCRD shall notify CFI in
writing of all operational or maintenance activities that may affect these areas.
18.
COMPLIANCE WITH AMENDED AND RESTATED CONSERVATION
EASEMENT. The majority of LCNP lands owned by CFI are subject to an Amended and
Restated Conservation Easement with Upstate Forever, which was recorded in Greenville
County on June 22, 2009. This Amended and Restated Conservation Easement substantially
restricts development on the primary properties within the LCNP, protects environmentally
sensitive areas of the LCNP, and requires written approval from Upstate Forever prior to
construction of certain facilities. The Amended and Restated Conservation Easement provides
for annual monitoring by Upstate Forever to ensure compliance with all terms of the easement.
The parties hereby agree that the activities and programs conducted at the LCNP will be
conducted in compliance with the Amended and Restated Conservation Easement. Subject to the
prior written approval of Upstate Forever, CFI retains the right to construct all facilities (trails
and related amenities, educational facilities, and related LCNP functions) that it deems suitable
and necessary to support its mission of operating LCNP as a nature preserve, wildlife sanctuary,
nature education center, and passive recreation park for public use and enjoyment.
19.
COORDINATION OF LCNP MAINTENANCE AND OPERATIONS. The
parties shall coordinate closely on the development and enforcement of rules for LCNP operation
and use, and on schedules of maintenance and operation of the LCNP.
20.
COORDINATED RESPONSIBILITIES OF GCRD AND CFI. GCRD shall have
primary responsibilities for the maintenance of LCNP trails, improvements, facilities, and
amenities consistent with best management practices appropriate for similar park facilities. CFI
shall provide ongoing coordination with GCRD on special or routine needs for maintenance
activities. The parties shall cooperate closely in the execution of responsibilities for operation
and maintenance of LCNP facilities and improvements as follows:
a.
b.
c.
d.
e.
f.
g.
To enforce LCNP rules established by CFI and GCRD.
To manage the security of the LCNP and to take reasonable steps to protect the
users of the LCNP and to preserve the assets of the LCNP consistent with the best
management practices appropriate for such park facilities.
To coordinate closely on timely actions in cases where it may be necessary to
close all or a portion of the LCNP for an undetermined time for the protection of
LCNP users, property, or other interests.
To keep parking lots and road access safe, clean and well maintained.
To assist with the design of trails, boardwalks, observation platforms, structures,
and bridges and to maintain these features to ensure safety and reliability.
To coordinate closely on the management and supervision of volunteer events at
the LCNP.
To coordinate closely with respect to CFI’s protection of the majority of the land
area of LCNP, most of which shall remain in its natural condition, managed for
purposes of wildlife habitat, public greenspace, educational programming, and
ecosystem services.
21.
BOARD REPRESENTATION. To advance the best interests of both CFI and
GCRD in carrying out the functions described in this Agreement, GCRD shall have the right to
appoint one ex officio, non-voting voting member to the CFI Board.
22.
INSURANCE. The parties acknowledge the mutual benefits of optimizing their
available risk management resources and capabilities and shall coordinate their insurance
strategies for their mutual protections, and for the protection of LCNP users and other interests as
follows:
a.
b.
c.
d.
GCRD shall identify the LCNP as a park facility having full rights to insurance
coverage under its State and County Insurance protection programs, as with any
other park under its authority. GCRD shall name the CFI, its staff and
contractors, and its Board of Directors as co-insureds on all insurance policies
related to the LCNP and shall indemnify, hold harmless, and defend the CFI and
its Board of Directors and officers, employees and contractors against all claims,
liabilities, losses and damages (including attorneys’ fees) relating to or arising
from GCRD’s uses, activities, maintenance and operations at the LCNP..
CFI shall carry appropriate insurance coverage customary for a similar non-profit
nature park facility and organization, to include Directors and Officers coverage,
General Liability ($1 million maximum claim), Volunteer Coverage, and Property
Damage and Casualty Loss Coverage unless deemed duplicative and unnecessary
given GCRD’s insurance coverage.
The parties shall be responsible for their own equipment and materials.
The acquisition and maintenance of sufficient insurance coverage for trails,
bridges, boardwalks, and observation decks integral to the LCNP trail network
shall be the sole responsibility of GCRD.
23.
FISCAL YEAR. Each fiscal year shall begin on the first day of July and end on
the last day of June, consistent with GCRD’s fiscal year. CFI shall assist GCRD with developing
an operating budget for all activities related to LCNP for each fiscal year.
24. RESOLUTION OF DISPUTES. The parties shall promptly and in good faith attempt to
resolve any dispute arising out of or relating to this Agreement. If those negotiations are
not successful, the parties shall in good faith attempt to resolve the dispute through
mediation. The parties shall appoint a mutually acceptable person who has been certified
as a civil mediator by South Carolina Board of Mediator and Arbitrator Certification (or
successor agency). If the parties cannot agree on who should serve as mediator, such
Board (or successor agency) shall appoint the mediator. The mediation will be held no
later than ninety days after the dispute has arisen, and the parties shall share the costs of
the mediation equally. The mediation shall be governed by the rules established by the
South Carolina Supreme Court for civil mediations.
If the mediation is not successful, the dispute shall be promptly submitted to binding
arbitration before a panel of three arbitrators in accordance with the rules of the American
Arbitration Association. From the list of the Association’s approved list of arbitrators,
CFI shall appoint one arbitrator, and GCRD shall appoint one arbitrator, and those two
arbitrators shall appoint the third arbitrator. The panel shall schedule and conduct a
hearing on the dispute as soon as possible, and decision of the panel shall be binding and
conclusive on the parties. The parties shall share the costs of the arbitration equally.
25.
TERMINATION. This Agreement may be terminated under the following
circumstances:
a.
b.
c.
If GCRD is unable to secure sufficient operating funds to support its budget for
the Conestee Park and LCNP in any fiscal year, it may cancel this Agreement by
giving one hundred and twenty (120) days prior written notice to CFI.
If CFI determines that GCRD is not meeting its responsibilities under this
Agreement, it may cancel the Agreement by giving one hundred and twenty (120)
days prior written notice to GCRD.
Notwithstanding the foregoing, either party may cancel this Agreement for any
reason or no reason upon one hundred eighty (180) days prior written notice to the
other party.
26.
NOTICE. Any notice, demand, request, consent, approval, or communication that
either party desires or is required to give to the other party shall be in writing and either served
personally or sent by first class mail, postage prepaid, addressed as follows:
To CFI:
Conestee Foundation, Inc.
Attn: Chairman
P.O. Box 9111
Greenville, South Carolina 29604
To GCRD:
Greenville County Recreation Department
Attn: Executive Director
4806 Old Spartanburg Road
Taylors, South Carolina 29687
27.
SEVERABILITY. If any portion of this Agreement is waived by either party or
determined by a court of competent jurisdiction to be void and unenforceable, the remaining
terms shall be valid and binding.
28.
SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon and
inure to the benefit of the parties hereto and their respective successors, assigns, and legal
representatives.
29.
CAPTIONS. The Captions of this Agreement are for convenience and reference
only, and in no way define, describe, extend or limit the scope or intent of this Agreement or the
intent of any provision hereof.
30.
AMENDMENTS. This Agreement may be amended or modified only by an
instrument signed in writing by both CFI and GCRD.
IN WITNESS WHEREOF, the parties herein set their hands and seals the day and the
year first above written.
THE CONESTEE FOUNDATION, INC. (SEAL)
By: ____________________________________
Its: ____________________________________
_____________________________
_____________________________
GREENVILLE COUNTY RECREATION DEPARTMENT
By: _____________________________________
Its: _____________________________________
_____________________________
_____________________________