Moose Juice Owner Still Hoping to Come to RiverWinds

Tobey Karpicz still wants to get a deal done with West Deptford.

But since the owner of the Moose Juice bar in Woodbury Heights was approached by representatives of the township nearly a year ago about bringing his concept to the RiverWinds community center, he's faced some tough sledding. 

None of it has been more challenging, Karpicz said, than in the weeks and months since the township committee actually awarded him the contract to proceed—especially when the way he found out that the project had been tabled was in print.

Karpicz, who closed his Mantua Pike location in April, in anticipation of opening at RiverWinds by now, claims the hesitation from West Deptford officials has even affected his ability to get other franchise opportunities off the ground.

"I walked away from a store; I would have had to renew in April," he said.

"I’ve almost franchised five or six times because I’m a new business, and people are afraid to pull the trigger on this," Karpicz said.

Unraveling what exactly kept the deal from being fully realized isn't an easy prospect, however. 

At the August 1 meeting of the West Deptford committee, Mayor Ray Chintall told residents that Karpicz couldn't secure funding from the bank, and suggested that the township could be placed at risk because of it; sentiments that were echoed after the meeting in a discussion with Deputy Mayor Sean Kilpatrick.

The real underlying question is whether a deal could still be salvaged at this point, and to answer it requires a look back at the process as it unfolded.

Terms of the deal

“Going backwards, I’m sure there’s those who feel that they could have already had a deal done,” said West Deptford Township Administrator Eric Campo, “but the reality is that you have to follow bidding laws and RFP (request for proposal) requirements and local public contracts law.

“When businesses deal with a municipality, that process is slowed down a bit by those requirements,” he said. 

“We’re not free to simply sit down with a potential vendor and simply say 'sit down, sign the agreement.' If it falls short of the statutory requirements, it’s going to be unenforceable and a waste of time.”

The township received a formal recommendation from the RiverWinds Advisory Board to award the contract to Karpicz and Moose Juice based on a unanimous vote at the Jan. 21, 2013 meeting of the advisory board.

In that recommendation, the advisory board outlines the conditions to which Karpicz agreed. 

They include “to guaranty the contract with a bond or escrow account”; to provide “an extensive business plan with architectural drawings and engineering” that must be approved by both the advisory board and the RiverWinds management, and that Karpicz “understands that he will have to enter into a contract with the township,” and adhere to its contractual obligations therein.

The biggest of these concerns had become finding the financing for the bond or escrow account, and for a couple of reasons. First was that the terms of the contract as awarded required Karpicz to secure $30,000 in funding—a full year's rent—up front.

Karpicz, who has a real estate background, said that the amount surprised him and seemed uncommon in commercial leasing agreements.

“I don’t care what state, town you’re in," he said. "Give me a landlord-tenant relationship where somebody asks for a whole year in advance.” 

Another option would have been to purchase a bond note, and surety bonds are not commonly written for the purposes of securing rent. That meant that Karpicz would be left to secure a letter of credit from the bank or some other lump sum that he could deposit in escrow. 

Karpicz said that he didn’t even approach a bank for that amount because “in the school of finance, this makes no sense. 

“You’re going to ask me to get a $30,000 escrow and I’m going to end up making payments on money that’s not being used,” he said.

“If I go get a bond, that’s 20-30 percent of $30,000. That’s four months' rent that I could give you. You guys are complaining about money, but you’re asking me to throw money out the window."

So Karpicz counter-offered a variety of alternative payment arrangements—including first and last month’s rent, some form of security deposit, and the promise of $10,000 in cash donations—but none of these was viewed as enforceable or within the terms of the bid as accepted, Campo said. 

“What we were talking about was a security to guarantee the rent,” he said. “That was a key and primary component of the decision to recommend going forward with this. The risk of the rent was going to be mitigated by this additional security.

“A donation would not cover that, and it was too far beyond any flexibility we had to negotiate that, and it basically fell short of that really key component of that recommendation,” Campo said.

Campo said that he and West Deptford Township Solicitor Anthony Ogozalek then “tried to find an alternative that lies within this written recommendation” to help Karpicz. 

But after speaking with insurance underwriters on the bond question, the two kicked it back to the advisory board “to consider that [Karpicz] is unable to comply with that part of the recommendations.”

Campo said that the level of diligence observed in the process was both necessary to protect the interests of the township as well as to comply with the recommendations of the advisory board.

“Everybody’s proceeding with caution to make sure that this is done correctly or that it’s done with minimal risks so that it doesn’t become a problem,” he said.

“We could have had this thing operating, but there were some very basic requirements that had to be met, that the board’s recommendations were relying on.

“In my experience we deal with problems all the time, and that’s why you execute leases,” he said. 

Communication breakdown

“If it was up to the advisory board or management there, the juice bar would be open by now,” said RiverWinds advisory board chair Jeff Hansen. “I can’t negotiate a contract with Tobey, I’m not a committee, I’m an advisory board.”

Hansen said that Moose Juice had been “on our agenda for months,” and that after Campo and Ogozalek recommended that the board revise its requirements on the bond security question, “there was some discussion at that meeting about whether it’s raising a flag that [Karpicz] can’t raise that money."

Hansen confirmed that Karpicz shared the same alternative proposals with him that he had with Campo and Ogozalek, but that “my opinion and the Board’s opinion was the township is making this decision.

“I have no information that he talked to Mr. Kilpatrick at any time prior to this at our meeting on the 22nd,” Hansen said. “If he did talk to him, that would be news to me. I know that they were negotiating.

“We voiced our opinions, it went to Sean, and Sean carried it to the township,” Hansen said. “We did not make another recommendation; we sent it back to the township saying, ‘you guys make this decision, we made our recommendation’.”

“If they wanted a formal recommendation from us, the board was never told that,” Hansen said. 

But in e-mails exchanged between Ogozalek and Campo on May 20, the township administrator told the solicitor, “Given that the Township’s acceptance of the RWAB recommendations contemplated the security, I would think it has to go back to the board first…and then the Committee can consider whether there are any recommendation modifications from the board.”

Ogozalek responded, “I’ll have him contact DM S. Kilpatrick and J. Hansen to get on their next meeting.”

The advisory board in fact met later that day, and according to their approved minutes, “Sean Kilpatrick said a contract has been drawn up and there has been contact with Tobey Karpicz about some changes and details were being worked out.”

Word seemed never to reach Karpicz, who provided Patch with an e-mail to Hansen dated May 23, in which he asks the advisory board chair, “Have either of the lawyers contacted you or anyone at RAB about the surety bond/escrow guarantee? I’ve been waiting for weeks on an answer and have heard nothing.”

Ogozalek then responded in a later e-mail chain that he’d been in contact with both Karpicz and Kilpatrick, but Karpicz said he didn’t get notice from the solicitor or from a RiverWinds contact until he showed up at the June meeting of the body unannounced.

Another e-mail from Ogozalek to Karpicz dated June 18 suggested that he “send a letter to the RWAB in care of the Township requesting a meeting with the whole board or partial board to discuss this matter.

“Ultimately it is their decision that would go before the [West Deptford township] committee,” Ogozalek’s e-mail states.

What’s next?

But by this time, Karpicz had closed his Woodbury Heights store, anticipating the launch of the RiverWinds bar. 

When provided with Ogozalek’s June 18 e-mail by Patch, Karpicz said it was the first time he’d seen it, and pointed out that the e-mail address to which it was sent would have generated an undeliverable message to the solicitor.

Regardless, Karpicz said, he’d shown up at the June 17 meeting of the advisory board because he hadn’t heard back from Hansen or Kilpatrick.

“I was begging [Kilpatrick], ‘Could you please call me back?’” Karpicz said. “Never called me back. That’s when I showed up at the RiverWinds board. [Kilpatrick] showed up late, he got right next to me, and said ‘I’m sorry, I meant to call you back’.”

“Then I’m talking to the committee and I’m telling them things that they obviously haven’t heard, and Sean’s saying, ‘I addressed that with so-and-so,’ somebody who wasn’t at the meeting,” Karpicz said.

“You’re just sitting here playing C.Y.A.” he said. “You’re only saying that now because I’m standing in front of you and you weren’t expecting to.”

(Since August 2, calls to Committeeman Sean Kilpatrick have not been returned; Hansen said he thought the Deputy Mayor may have been on vacation.) 

Even though the process took longer and has had more wrinkles than he’d anticipated, Karpicz said he was most hurt by the feeling that the advisory board was so concerned with protecting itself that they treated him as though they expected him to fail.

“I’m running a 2,000-square-foot store in Woodbury Heights,” Karpicz said. “I’m nitpicking on 3,000 members at L.A. Fitness going across the street, but you’re telling me that I’m going to fail in RiverWinds with 9,000 members? 

"The first thing you see is Moose Juice and the last thing you see is Moose Juice, and I’m going to fail?”

But Karpicz still says he hopes that a deal can be reached with the township.

“None of this stuff bothers me,” he said. “I have a very thick skin. If they want to revisit the talks, how hard could this be? Fix the situation.” 

In the meantime, Karpicz confirmed that he is exploring possible alternatives, including a Moose Juice kiosk in the Deptford Mall.