01-548Council File # �l'� S 6
Q�IGINAL
RESOLUTION
CITY OF SAINT PAUL, MINNESOTA
Green Sheet # `O�� ��
Presented By
Referred to
Committee: Date
1 WIIEREAS, the State of Minnesota has created a Youth Initiative (Bonding) Grant Proa am
2 pursuant to 1996 Laws of Minnesota, Chapter 463, Section 4, to make available funding to design, equip,
3 renovate, replace, or construct parks and recreation buildings to provide youth enrichment activities
4 during non-school hours, and
5 WHEREAS, the State of Minnesota has continued its Youth Initiative (Bonding) Grant Program
6 pursuant to 1998 Laws of Minnesota, Chapter 404, Section 5, Subd. 5, and
7 WHEREAS, the Saint Paul City Council by its resolution 00-707 has approved a Youth Initiative
8 Grant fmanced project to purchase equipment and properiy for Raising the Big Top-Circus of the Star, a
9 non-profit corporation of the State of Minnesota, and
10 WHEREAS, acceptance of the grant funds for purchase of equipment and properiy requires that
11 the City of Saint Paul purchase said equipment and lease it to Circus of the Star, axid that said lease meet
12 the requirements of Minn. Stat. § 16A.695 for property purchased with State bond proceeds.
13 NOW THEREFORE BE IT RESOLVED, that the Mayor and the proper City officials are hereby
14 authorized to execute an Equipment Lease Agreement between the City and Circus of the Star.
Yeas Nays Absent
Benanav _��
Blakey_ ��
Bostrom �
Coleman ��
Harris y
Lantry �/'
Reiter �
� � �
Adopted by Council: Date �a0 O�
Adoption Certified by Council Secretary
By ��� Q` J�� �8 r�
Approved by Mayor: Date: f
By: «��9r'vvl�vc I�� l�
�
Requested by:
By �'.!/�Wf�6YVM�'� S� �(— O /
Approved by Mayor for Submission to
Council
BY= ��� �
Form Approved by City Attorney
GREEN SHEET � � NO. 106765
DEPAR7MENIlOFFICE/COVNCIL DATE INITIA7E0
Parks and Recreation May 7, 2001 r
ot-S�lE`'
CONTACT PERSON AND PHONE INITAVDATE INITIAUDATE
Ken Wehrle 266-6422 ��'� � DEPARiMENTDIRECTOF 4 QTYCOUNC0.
RSSIGN (�
NUMBER FOR�, Z CITY ATTORNEY tW S��� �iI � _ CIiY CLERK
MUST BE ON COUNGL qGENDA BY fDAiE1 ROUiING
OMER FINANCIALSERVILE$DIP. FINANQALSERVICESlACCOUNTING
.3 MAYOR IOR ASSISTAN'�� �J PARKS AND RECREATION
TOTAL 9 OF SIGNATURE PAGES � lCLIP ALL LOCATIONS FOR SI6NATIRE)
ACTtON REQUFSiED:
Approval of City Council Resolution authorizing the proper City Officials to execute an equipment lease agreemeRt
with Circus ot the Star.
RECOMMENDATIONS: Appmve (A1 or Reject (R) PERSONAL SERVICE CONTRACTS MUST ANSWER THE fOLLOWING QUESTIONS:
_ PLANNING COMMISSION _CIVR SERVICE WMMISSION �, Has this persoNfirtn ever worked untler a conttac[ far this departmenV
CIB COMMITTFE _ YES NO
p. STAFF 2. Has this persoNfirtn ever been a city employee>
VES NO
DISTRICT COUNClC
— — 3. Ooes this persoNfirm poss¢ss a skdl not normally possessetl by any current ciry employee?
SUPPORTSWHICHCOUNCILOBJECTIVE? YES NO
�plafn all yes answers on separate sheet and attaeh to green sheet.
INITIATING PROBLEM, {SSUE, OPPORTUNIN (Who, What, When, Whe�e, Why).
The City has received grant funds from the State to purchase equipment and furnishings for Circus of the Star.
Acceptance ot grant funds requires that said equipment and furnishings be leased from the City by Circus of the Star.
ADVANTAGES IF APPROVED
Purchase and lease of furnishings and equipment can proceed.
1 l���l !1 �
DISADVANTAGES IF APPROVED
�oua�cd9 �3e�earch �er► e� MAY 0 9 ZQ�s �
None MAY 18 2001 �IT� A41 ToRNE F
OISADVANTA6ESIFNOTAPPROVEO , ,
Purchase and lease of fumishings artd equipment cannot proceed.
TOTAL AMOUNT OF TRANSACTION y NA COST/REVENUE BUDGEfED (CIRCLE ONE� YES NO
FUNDING SOURCE ACTIVffV NUMBER
FINANCIAL INFORMATION: (EXPLAIN) �
� �\
��������
�AY 1 i Z��g
�lT� ���"ORlVE�
1
EQUIPMENT LEASE
BETWEEN THE
CITY OF SAINT PAUL AND CIRCUS
� a 1�5�.1
� �
��
` �
OF THE STAR
THIS AGREEMENT, dated this day of , 2001 by and
between the City of Saint Paul, Minnesota, a municipal corporation organized and
existing under the laws of the State of Minnesota, hereinafter referred to as "Lessor"
and Circus of the Star, a non-profif corporation organized and existing under the laws
of the State of Minnesota, hereinafter referred to as "Lessee".
WITNESSETH:
WHEREAS, Lessor and Lessee have received funding through a Youth Iniative
Grant from the State of Minnesota pursuant to Laws of Minnesota 1996, Chapter 463,
Section 4, and continued pursuant to 1998 Laws of Minnesota, Chapter 404, Section 5,
Subd. 5, for the purchase of equipment and property to expand quality circus
programming for children, and
WHEREAS, accepfance of the granf fund for the purchase of equipment and
property will cause the equipment and property to become subject to Minn.
Stat. § 16A.695, and
WHEREAS, Lessor is the owner of certain equipment and property listed in
Exh+bit "A", attached, being a part of this agreement, said equipment and property
having been purchased with said Youth initiative Grant funds from the State of
Minnesota Department of Children, Famiiies and Leaming, and
WHEREAS, Lessee desires to lease fram Lessor said equipment for the purpose
of expanding existing quality circus programming for children.
NOW THEREFORE, it is mutually agreed by and between Lessee and Lessor as
follows:
1. Lease. Lessor hereby leases to Lessee, and Lessee hereby leases from
Lessor, al! equipment and other property described in Exhibit "A" executed by the
paY�ies coneurrently herewit"� e, hereafter and made a pa! hereof, and any e,.hibit er
exhibits hereafter executed by the parties hereto and made a part hereof. The
equipment and other property described in a!I the exhibits are hereinafter co!lectively
called "EquipmenY'; and all the exhibits are collectively called "ExhibiY'.
1 .
o+_S4.P'
2. Term. the term of this lease shall be for ten (10) years, commencing
upon the date first written above (commencement date) and terminating at midnight the
last day of the month in which the tenth anniversary of the commencement date shall
have occurred. Lessee shall have the right and option to extend this Lease with
approval of Lessor for one (1) successive renewal term of ten (10) years each, upon the
provisions, covenants and conditions of this Lease. Lessee's option io renew shall be
exercised by notice to Lessor in writing at least thirty (30) days prior to the termination
of the initiai term or of the renewal term then in effect. In no event shall the Lessee be
entitled to renew the term of the Lease, even though such notice is timely given, uniess
the Lessee shall have performed all of its ob�igations hereunder and is not in default in
the terms of the Lease and Lessor has determined by official action that the use
continues to carry out the governmental program authorized in the original Lease
Agreement or in a valid amendment to that Agreement.
3. Rent. L.essee agrees to pay the Lessor the sum of $1.00 as rent for the
Equipment for the initial ten (10) year term of this Lease. Lessee also agrees to pay
Lessor the sum of $1.00 as rent for the Equipment for the successive ten (10) year
renewal term exercised.
4. Use. Lessee shall use Equipment to carry out a program of quality
circus perFormance education and circus performances for children in accordance with
the written, acknowledged program of Circus of the Star. Lessor believes that the
purposes for which Lessee may use the Equipment, as set forth in this paragraph,
serve the governmental program set forth in the Laws of Minnesota 1996, Chapter 463,
Section 4 and Laws of Minnesota 1998, Chapter 404, Section 5, Subd. 5, and wiil
provide youth in grades four through eight with enrichment activities during nonschool
hours. This Agreement is authorized pursuant to that statute and by the o�cial actions
of the City Council of Saint Pau! by Council Resolution File No. 00-707 and approved by
the Mayor on August 4, 2000, and by Minn. Stat. § 471.191. Lessee agrees to use
Equipment primarily in the Facility, as described in the Land Lease Agreement, dated
November 13, 1997, between the City of Saint Paul and Circus of the Star. Lessee
shall use the Equipment in a carefui and proper manner and shall comply with and
conform to all laws, rules, ordinances and regulations imposed by any jurisdiction
affecting the possession or the use to which the Equipment is put.
5. Installation and Alterations. Lessee shall be solely responsible for
installation of ail Equipment. Lessee shall not make any permanent alterations,
additions or improvements to the Equipment without the prior written consent of the
Lessor. Such permitted alterations, additions or improvements may, at Lessee's option,
be removed by Lessee upon the expiration or earlier termination of this Lease only if
such removai may be accomplished without damage to the Equipment or oihen,vise
reducing its value below that which it wouid have been in the event no such alterations,
addi#ions or improvements had been made.
�
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6. Repairs. Lessee, at its own cost and expense, shall keep the Equipment
in good repair, condition and working order for the program use intended. Lessee shall
furnish any and ail parts, mechanisms and devices required to keep the Equipment in
good mechanicai and working order. Said repairs shall be made in such time as to not
unreasonably disrupt scheduled program activities.
7. Loss and Damaqe. Lessee hereby assumes and shall bear the eniire risk
of loss and damage to the Equipment from any and every cause whatsoever. No loss
or damage to the Equipment shall impair any obligation of Lessee under this Lease
which shali continue in full force and effect. Lessee shall, at its own cost and expense,
replace lost Equipment and repair damaged Equipment. Damaged Equipment deemed
beyond repair shall be replaced by Lessee at its own expense. Lost Equipment shall be
replaced and damaged Equipment repaired in such time as to not unreasonably disrupt
scheduled program activities.
8. Canceliation or Termination. If Lessee shafl faif to perform schedu{ed
program activities, vacate or abandon Equipment, or permit the same to remain unused
for a period of seventy-five (75) days without agreement of the city, or in the event that
Lessee loses its status as a non-profit corporation, or the program activities set forth in
Paragraph 4 are terminated or changed, Lessee's rights to possession of said
Equipment shall immediately terminate with or without any notice or demand
whatsoever. Upon cancellation or termination of this �ease, Lessee shall return said
Equipment to the Lessor in good repair, condition and working order, ordinary wear and
tear resulting from proper use thereof excepted.
9. Taxes. Lessee shail keep Equipment free and ciear of ail levies and
encumbrances and shall pay when due ali license fees, registration fees, assessments,
charges and taxes (municipal, state and federal) which may now or hereafter be
imposed upon the ownership, leasing, renting, sale, possession or use of the
Equipment. Lessee shall, upon direction from the Minnesota Commissioner of Finance,
take such actions and furnish such documents as the Commissioner determines to be
necessary to ensure that interest to be paid o� the General Obligation bonds is exempt
from fiederai taxation by changing the nature and/or terms of this Lease so that it
complies with Revenue Procedure 93-19.
3
p��s4d
10. Insurance. Lessee shali maintain during the term of this Lease,
Commercial General Liability Insurance including blanket contractuai liability coverage,
personal injury liability coverage and broad form property damage liability endorsement
with a combined single limit of not less than $1,000,000.00 per occurrence. Such
insurance shail (1) name the City of Saint Paul as additional insured; (2) be primary with
respect to Lessor's insurance or self-insurance; (3) be written on an "Occurrence" Form
policy basis; and (4) not contain and "aggregate" policy limit unless specifically
approved in writing by Lessor. In addition:
a. Lessee shall supply to Lessor current insurance ceitificates for
policies required in this Paragraph. The said certificates shail
certify whether or not the agent has errors and omissions insurance
coverage.
b. The limits cited under each insurance requirement above establish
minimums and it is the sole responsibility ot Lessee to purchase
and maintain additional insurance that may be necessary in
relationship to this Lease.
c. Nothing in this contract shall constitute a waiver by Lessee of any
statutory limits or exceptions on liability.
d. Lessee shail place the insurance with responsibie insurance
companies authorized and licensed to do business in the State of
Minnesota and approved by Lessor, and shall deliver copies of the
policies to Lessor on the date of Lesse's execution of this
Agreement. The policies required in paragraph 10 shall be
endorsed to indicate that the insurer cannot cancel or change the
insurance without first giving the Lessor 30 days written notice.
11. Reports and Records. Lessee shall furnish the Lessor with an annual
report within ninety (90) days after the close of each calendar year, such report shall
include: (1) the names and addresses of the o�cers and directors of its governing body
and the principal administrative staff officers; (2) a statement of the nature and extent of
the activities and programs carried out during the preceding year; (3) a certification that
it has operated its programs in accordance with the provisions set forth in Paragraph 4
of this Lease and; (4) the status of all insurance required to be maintained by the
Lessee hereunder. In addition, Lessee shall furnish Lessor annually, a program budget
showing forecast program revenues and expenses for the next fiscal year.
�
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12. Indemnitv. Lessee shall indemnify Lessor against, and hold Lessor
harmless from any and al! cfaims, actions, suits, proceedings, costs, expenses,
damages and liabilities, including reasonable attorneys' fees arising out of, connected
with, or resuiting from the Equipment inciuding, without limitation, manufacture,
selection, installation, delivery, possession, use, operation or return of the Equipment.
Lessee agrees to give Lessor notice of any such claim or the institution of any such
action, suit or proceeding.
13. Default. If Lessee fails to observe, keep or perform any provision of this
Lease required to be observed, kept or performed by Lessee, and if Lessee fails to
remedy, cure or remove such failure in observing , keeping or performing the other
provisions of this Lease within ten (10) days after receipt of written notice thereof from
Lessor, Lessor shali have the right to exercise any one or more of the following
remedies:
a. To take possession of any or ali items of Equipment, without
demand or notice, wherever the Equipment may be located,
without any court order or other process of law. Lessee hereby
waves any and ail damages occasioned by such taking of
possession. Any such taking of possession shall not constitute a
termination of this Lease as to any or ali items of Equipment unless
Lessor expressly so notifies Lessor in writing.
b. To terminate the lease as to any or ail items of Equipment.
c. To pursue any other remedy at law or in equity.
All such remedies are cumulative, and may be exercised concurrently or separately.
Lessee shall pay Lessor all costs and expenses, including reasonable attorney's fees in
any action brought by Lessor to recover any rent due and unpaid hereunder, or for
breach or default of any of the covenants or agreements contained in this Lease, or to
recover possession of said Equipment, whether such action progresses to judgment or
not. Notwithstanding any repossession, or any other action which Lessor may take,
Lessee shall be and remain liable for the full perFormance of ail obligations on the part
of Lessee to be performed under this Lease.
5
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O'y {I
14. Bankruptcy. Neither this agreement nor any interest therein is assignable
or transferable by operation of law. If any proceeding under the Bankruptcy Act, as
amended, is commenced by Lessee, or such action is commenced against Lessee and
is not dismissed within sixty (60 days after the commencement thereof, or if Lessee is
adjudged insolvent, or if Lessee makes any assignment for the benefit of its creditors,
or if a writ of attachment or execution is levied or nay item or items of the Equipment
and is not released or satisfied within ten (10) days thereafter, or if a receiver is
appointed in any proceeding or action to which Lessee is a party with authority to take
possession or control of any item or items of the Equipment, Lessor shall have and may
exercise any one or more remedies set forth in Paragraph 13 hereof; and this Lease
shail, at the option of the Lessor on notice to Lessee, immediately terminate and shall
not be treated as an asset of Lessee after exercise of said option.
15. Liens. Lessee shall not permit mechanic's liens or other liens to be filed
or established or to remain against the Equipment for labor, materials or services
furnished in connection with any additions, modifications, repairs, renewals or
repiacements made to Equipment, or for any other reason; provided that if Lessee shall
first notify the Lessor of its intention to do so and shall deposit in escrow with the Lessor
a sum of money or a bond or irrevocable letter of credit acceptable to the Lessor equa!
to the amount of claim or lien. Lessee may in good fai#h contest any such claims or
mechanic's or other liens filed or established and in such event may permit the items
contested to remain undischarged and unsatisfied during the period of such contest. If,
in the opinion of the Lessor, the nonpayment of any such items subjects the Equipment
to any loss or forfeiture, the Lessor may require Lessee to use the escrow account to
promptly pay all such unpaid items and if Lessee fails to pay from the escrow account,
the Lessor may pay and charge Lessee as Additional Rent.
16. Assignment. Lessee shali not assign, transfer, pledge or hypothecate this
Lease, the Equipment or any part thereof, or any interest therein, or sublet or lend the
Equipment or any part thereof, or permit the Equipment of any part thereof to be used
by anyone other than Lessee or Lessee's employees, with�out prior written consent of
the Lessor. Consent or any of the foregoing prohibited acts applies oniy in the given
instance; and is not a consent to any subsequent like act by Lessee of any other
person. Subject always to the foregoing, this Lease inures to the benefit of, and is
binding upon, the successors and assigns of the parties hereto.
17. N,�arranties. ?he Lessor makes no warranties, either exoress or implied,
as to any matter whatsoever, including, without limitation, the condition of the
Equipment, its merchantability or its fitness for any particular purpose.
�
� ,
C�—S�1P
18. Ownership. The Equipment is, and shall be and remain, the sole and
exclusive property of the Lessor•�ind Lessee shali have no right, title or interest therein
or thereto except as expressly �et forth in the Lease. The Equipment is, and shail be
and remain the property of the Lessor notwithstanding that the Equipment or any part
thereof may now be, or hereafter become, in any manner affixed or attached to, or
imbedded in, or permanently resting upon, real property or any building thereon, or
attached in any manner to what is permanent as by means of cement, plaster, nails,
bolts, screws, welds, adhesives or otherwise.
19. Jurisdiction. This Lease shall be construed in accordance with
Minnesota law. Lessee consents to the jurisdiction of Minnesota courts in all disputes
arising under this Lease.
20. Non Waiver. No covenant or condition of this Lease can be waived
except by the written consent of the Lessor. Forbearance or indulgence by the Lessor
in any regard whatsoever shall not constitute a waiver of the covenant or condition to
be performed by Lessee to which the same may apply, and until complete perFormance
by Lessee of said covenant or condition, Lessor shail be entitled to invoke any remedy
availabie to Lessor under this Lease or by law or in equity despite the forbearance or
induigence.
21. Notices. Aii notices, requests, demands and other communications
hereunder shaii be in writing and shall be deemed given if personally delivered or
mailed, certified mail, return receipt requested, to the following addresses:
Lessor:
Mr. Victor A. Wittgenstein, Jr., Director
City of Saint Paul
Division of Parks and Recreation
25 West 4` Street, Room 300
Saint Paui, Minnesota 55102
Lessee:
Circus of the Star
Mr. Dan Butier
1941 Saunders Avenue
Saint Paul, Minnesota 55116
7
oti-sy8'
22. Amendments. This Equipment Lease constitutes the entire agreement
and undersfanding of fhe parties, and supercedes afI offers, negotiafions and ofher
Equipment agreemenfs. There is no representations or understandings of any kind not
set forth herein. Anything herein contained to the contrary not withsfanding, the
provisions of this Lease may be, in writing, amended by mutual consent of the parties
hereto.
DATED as of the date first set forth above.
LESSEE:
APPROVED AS TO FORM CITY OF SAINT PAUL
�� ��✓cr✓r�-. t =! o..0 ( By:
Assistant City Attorney Mayor
Director of Financial Services
�
Director of Parks & Recreation
By:
City Clerk
LESSOR:
CIRCUS OF THE STAR
:
Dan Butler
o�-S�tg
Exhibit A
EQUIPMENT LIST:
1
�
Aluminum Truss System and Hardware
12" box type, 76' x 40'
Lighting System
72 par 64 aluminum light fixtures w/gel frame,
72
12
12
12
6
1
1
1
1
24
48
72
72
3. Lockers
50
Edison plug and safety screen
par 64 1000 watt light bulbs/Quartz/600 hour
muiti cable fan out-6 circuit, par end
multi cable-6 circuit w/muiti ends
multi cable fan out-6 circuit, dimmer end
6 channel dimmer pack, 2.4K (handles 12 lights)
dimmer rack w/power panel, rack mounting hardware
power feed cable w/cam-loc connectors
DMX control cable
24 channel light controller
2" O.D. x 45" aluminum lamp bar
cast iron C-clamps
30" wire rope safety cables
colored gel 10" x 10"
metal,12" x 18" x 72" double tierm (100 openings)
4. Benches
2 4', wood
2 6', wood
5.
6.
7.
8.
Ghain Motor
4 2 ton
Cable Motor
2 1 ton
Sound System
Furniture
E
Council File # �l'� S 6
Q�IGINAL
RESOLUTION
CITY OF SAINT PAUL, MINNESOTA
Green Sheet # `O�� ��
Presented By
Referred to
Committee: Date
1 WIIEREAS, the State of Minnesota has created a Youth Initiative (Bonding) Grant Proa am
2 pursuant to 1996 Laws of Minnesota, Chapter 463, Section 4, to make available funding to design, equip,
3 renovate, replace, or construct parks and recreation buildings to provide youth enrichment activities
4 during non-school hours, and
5 WHEREAS, the State of Minnesota has continued its Youth Initiative (Bonding) Grant Program
6 pursuant to 1998 Laws of Minnesota, Chapter 404, Section 5, Subd. 5, and
7 WHEREAS, the Saint Paul City Council by its resolution 00-707 has approved a Youth Initiative
8 Grant fmanced project to purchase equipment and properiy for Raising the Big Top-Circus of the Star, a
9 non-profit corporation of the State of Minnesota, and
10 WHEREAS, acceptance of the grant funds for purchase of equipment and properiy requires that
11 the City of Saint Paul purchase said equipment and lease it to Circus of the Star, axid that said lease meet
12 the requirements of Minn. Stat. § 16A.695 for property purchased with State bond proceeds.
13 NOW THEREFORE BE IT RESOLVED, that the Mayor and the proper City officials are hereby
14 authorized to execute an Equipment Lease Agreement between the City and Circus of the Star.
Yeas Nays Absent
Benanav _��
Blakey_ ��
Bostrom �
Coleman ��
Harris y
Lantry �/'
Reiter �
� � �
Adopted by Council: Date �a0 O�
Adoption Certified by Council Secretary
By ��� Q` J�� �8 r�
Approved by Mayor: Date: f
By: «��9r'vvl�vc I�� l�
�
Requested by:
By �'.!/�Wf�6YVM�'� S� �(— O /
Approved by Mayor for Submission to
Council
BY= ��� �
Form Approved by City Attorney
GREEN SHEET � � NO. 106765
DEPAR7MENIlOFFICE/COVNCIL DATE INITIA7E0
Parks and Recreation May 7, 2001 r
ot-S�lE`'
CONTACT PERSON AND PHONE INITAVDATE INITIAUDATE
Ken Wehrle 266-6422 ��'� � DEPARiMENTDIRECTOF 4 QTYCOUNC0.
RSSIGN (�
NUMBER FOR�, Z CITY ATTORNEY tW S��� �iI � _ CIiY CLERK
MUST BE ON COUNGL qGENDA BY fDAiE1 ROUiING
OMER FINANCIALSERVILE$DIP. FINANQALSERVICESlACCOUNTING
.3 MAYOR IOR ASSISTAN'�� �J PARKS AND RECREATION
TOTAL 9 OF SIGNATURE PAGES � lCLIP ALL LOCATIONS FOR SI6NATIRE)
ACTtON REQUFSiED:
Approval of City Council Resolution authorizing the proper City Officials to execute an equipment lease agreemeRt
with Circus ot the Star.
RECOMMENDATIONS: Appmve (A1 or Reject (R) PERSONAL SERVICE CONTRACTS MUST ANSWER THE fOLLOWING QUESTIONS:
_ PLANNING COMMISSION _CIVR SERVICE WMMISSION �, Has this persoNfirtn ever worked untler a conttac[ far this departmenV
CIB COMMITTFE _ YES NO
p. STAFF 2. Has this persoNfirtn ever been a city employee>
VES NO
DISTRICT COUNClC
— — 3. Ooes this persoNfirm poss¢ss a skdl not normally possessetl by any current ciry employee?
SUPPORTSWHICHCOUNCILOBJECTIVE? YES NO
�plafn all yes answers on separate sheet and attaeh to green sheet.
INITIATING PROBLEM, {SSUE, OPPORTUNIN (Who, What, When, Whe�e, Why).
The City has received grant funds from the State to purchase equipment and furnishings for Circus of the Star.
Acceptance ot grant funds requires that said equipment and furnishings be leased from the City by Circus of the Star.
ADVANTAGES IF APPROVED
Purchase and lease of furnishings and equipment can proceed.
1 l���l !1 �
DISADVANTAGES IF APPROVED
�oua�cd9 �3e�earch �er► e� MAY 0 9 ZQ�s �
None MAY 18 2001 �IT� A41 ToRNE F
OISADVANTA6ESIFNOTAPPROVEO , ,
Purchase and lease of fumishings artd equipment cannot proceed.
TOTAL AMOUNT OF TRANSACTION y NA COST/REVENUE BUDGEfED (CIRCLE ONE� YES NO
FUNDING SOURCE ACTIVffV NUMBER
FINANCIAL INFORMATION: (EXPLAIN) �
� �\
��������
�AY 1 i Z��g
�lT� ���"ORlVE�
1
EQUIPMENT LEASE
BETWEEN THE
CITY OF SAINT PAUL AND CIRCUS
� a 1�5�.1
� �
��
` �
OF THE STAR
THIS AGREEMENT, dated this day of , 2001 by and
between the City of Saint Paul, Minnesota, a municipal corporation organized and
existing under the laws of the State of Minnesota, hereinafter referred to as "Lessor"
and Circus of the Star, a non-profif corporation organized and existing under the laws
of the State of Minnesota, hereinafter referred to as "Lessee".
WITNESSETH:
WHEREAS, Lessor and Lessee have received funding through a Youth Iniative
Grant from the State of Minnesota pursuant to Laws of Minnesota 1996, Chapter 463,
Section 4, and continued pursuant to 1998 Laws of Minnesota, Chapter 404, Section 5,
Subd. 5, for the purchase of equipment and property to expand quality circus
programming for children, and
WHEREAS, accepfance of the granf fund for the purchase of equipment and
property will cause the equipment and property to become subject to Minn.
Stat. § 16A.695, and
WHEREAS, Lessor is the owner of certain equipment and property listed in
Exh+bit "A", attached, being a part of this agreement, said equipment and property
having been purchased with said Youth initiative Grant funds from the State of
Minnesota Department of Children, Famiiies and Leaming, and
WHEREAS, Lessee desires to lease fram Lessor said equipment for the purpose
of expanding existing quality circus programming for children.
NOW THEREFORE, it is mutually agreed by and between Lessee and Lessor as
follows:
1. Lease. Lessor hereby leases to Lessee, and Lessee hereby leases from
Lessor, al! equipment and other property described in Exhibit "A" executed by the
paY�ies coneurrently herewit"� e, hereafter and made a pa! hereof, and any e,.hibit er
exhibits hereafter executed by the parties hereto and made a part hereof. The
equipment and other property described in a!I the exhibits are hereinafter co!lectively
called "EquipmenY'; and all the exhibits are collectively called "ExhibiY'.
1 .
o+_S4.P'
2. Term. the term of this lease shall be for ten (10) years, commencing
upon the date first written above (commencement date) and terminating at midnight the
last day of the month in which the tenth anniversary of the commencement date shall
have occurred. Lessee shall have the right and option to extend this Lease with
approval of Lessor for one (1) successive renewal term of ten (10) years each, upon the
provisions, covenants and conditions of this Lease. Lessee's option io renew shall be
exercised by notice to Lessor in writing at least thirty (30) days prior to the termination
of the initiai term or of the renewal term then in effect. In no event shall the Lessee be
entitled to renew the term of the Lease, even though such notice is timely given, uniess
the Lessee shall have performed all of its ob�igations hereunder and is not in default in
the terms of the Lease and Lessor has determined by official action that the use
continues to carry out the governmental program authorized in the original Lease
Agreement or in a valid amendment to that Agreement.
3. Rent. L.essee agrees to pay the Lessor the sum of $1.00 as rent for the
Equipment for the initial ten (10) year term of this Lease. Lessee also agrees to pay
Lessor the sum of $1.00 as rent for the Equipment for the successive ten (10) year
renewal term exercised.
4. Use. Lessee shall use Equipment to carry out a program of quality
circus perFormance education and circus performances for children in accordance with
the written, acknowledged program of Circus of the Star. Lessor believes that the
purposes for which Lessee may use the Equipment, as set forth in this paragraph,
serve the governmental program set forth in the Laws of Minnesota 1996, Chapter 463,
Section 4 and Laws of Minnesota 1998, Chapter 404, Section 5, Subd. 5, and wiil
provide youth in grades four through eight with enrichment activities during nonschool
hours. This Agreement is authorized pursuant to that statute and by the o�cial actions
of the City Council of Saint Pau! by Council Resolution File No. 00-707 and approved by
the Mayor on August 4, 2000, and by Minn. Stat. § 471.191. Lessee agrees to use
Equipment primarily in the Facility, as described in the Land Lease Agreement, dated
November 13, 1997, between the City of Saint Paul and Circus of the Star. Lessee
shall use the Equipment in a carefui and proper manner and shall comply with and
conform to all laws, rules, ordinances and regulations imposed by any jurisdiction
affecting the possession or the use to which the Equipment is put.
5. Installation and Alterations. Lessee shall be solely responsible for
installation of ail Equipment. Lessee shall not make any permanent alterations,
additions or improvements to the Equipment without the prior written consent of the
Lessor. Such permitted alterations, additions or improvements may, at Lessee's option,
be removed by Lessee upon the expiration or earlier termination of this Lease only if
such removai may be accomplished without damage to the Equipment or oihen,vise
reducing its value below that which it wouid have been in the event no such alterations,
addi#ions or improvements had been made.
�
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6. Repairs. Lessee, at its own cost and expense, shall keep the Equipment
in good repair, condition and working order for the program use intended. Lessee shall
furnish any and ail parts, mechanisms and devices required to keep the Equipment in
good mechanicai and working order. Said repairs shall be made in such time as to not
unreasonably disrupt scheduled program activities.
7. Loss and Damaqe. Lessee hereby assumes and shall bear the eniire risk
of loss and damage to the Equipment from any and every cause whatsoever. No loss
or damage to the Equipment shall impair any obligation of Lessee under this Lease
which shali continue in full force and effect. Lessee shall, at its own cost and expense,
replace lost Equipment and repair damaged Equipment. Damaged Equipment deemed
beyond repair shall be replaced by Lessee at its own expense. Lost Equipment shall be
replaced and damaged Equipment repaired in such time as to not unreasonably disrupt
scheduled program activities.
8. Canceliation or Termination. If Lessee shafl faif to perform schedu{ed
program activities, vacate or abandon Equipment, or permit the same to remain unused
for a period of seventy-five (75) days without agreement of the city, or in the event that
Lessee loses its status as a non-profit corporation, or the program activities set forth in
Paragraph 4 are terminated or changed, Lessee's rights to possession of said
Equipment shall immediately terminate with or without any notice or demand
whatsoever. Upon cancellation or termination of this �ease, Lessee shall return said
Equipment to the Lessor in good repair, condition and working order, ordinary wear and
tear resulting from proper use thereof excepted.
9. Taxes. Lessee shail keep Equipment free and ciear of ail levies and
encumbrances and shall pay when due ali license fees, registration fees, assessments,
charges and taxes (municipal, state and federal) which may now or hereafter be
imposed upon the ownership, leasing, renting, sale, possession or use of the
Equipment. Lessee shall, upon direction from the Minnesota Commissioner of Finance,
take such actions and furnish such documents as the Commissioner determines to be
necessary to ensure that interest to be paid o� the General Obligation bonds is exempt
from fiederai taxation by changing the nature and/or terms of this Lease so that it
complies with Revenue Procedure 93-19.
3
p��s4d
10. Insurance. Lessee shali maintain during the term of this Lease,
Commercial General Liability Insurance including blanket contractuai liability coverage,
personal injury liability coverage and broad form property damage liability endorsement
with a combined single limit of not less than $1,000,000.00 per occurrence. Such
insurance shail (1) name the City of Saint Paul as additional insured; (2) be primary with
respect to Lessor's insurance or self-insurance; (3) be written on an "Occurrence" Form
policy basis; and (4) not contain and "aggregate" policy limit unless specifically
approved in writing by Lessor. In addition:
a. Lessee shall supply to Lessor current insurance ceitificates for
policies required in this Paragraph. The said certificates shail
certify whether or not the agent has errors and omissions insurance
coverage.
b. The limits cited under each insurance requirement above establish
minimums and it is the sole responsibility ot Lessee to purchase
and maintain additional insurance that may be necessary in
relationship to this Lease.
c. Nothing in this contract shall constitute a waiver by Lessee of any
statutory limits or exceptions on liability.
d. Lessee shail place the insurance with responsibie insurance
companies authorized and licensed to do business in the State of
Minnesota and approved by Lessor, and shall deliver copies of the
policies to Lessor on the date of Lesse's execution of this
Agreement. The policies required in paragraph 10 shall be
endorsed to indicate that the insurer cannot cancel or change the
insurance without first giving the Lessor 30 days written notice.
11. Reports and Records. Lessee shall furnish the Lessor with an annual
report within ninety (90) days after the close of each calendar year, such report shall
include: (1) the names and addresses of the o�cers and directors of its governing body
and the principal administrative staff officers; (2) a statement of the nature and extent of
the activities and programs carried out during the preceding year; (3) a certification that
it has operated its programs in accordance with the provisions set forth in Paragraph 4
of this Lease and; (4) the status of all insurance required to be maintained by the
Lessee hereunder. In addition, Lessee shall furnish Lessor annually, a program budget
showing forecast program revenues and expenses for the next fiscal year.
�
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12. Indemnitv. Lessee shall indemnify Lessor against, and hold Lessor
harmless from any and al! cfaims, actions, suits, proceedings, costs, expenses,
damages and liabilities, including reasonable attorneys' fees arising out of, connected
with, or resuiting from the Equipment inciuding, without limitation, manufacture,
selection, installation, delivery, possession, use, operation or return of the Equipment.
Lessee agrees to give Lessor notice of any such claim or the institution of any such
action, suit or proceeding.
13. Default. If Lessee fails to observe, keep or perform any provision of this
Lease required to be observed, kept or performed by Lessee, and if Lessee fails to
remedy, cure or remove such failure in observing , keeping or performing the other
provisions of this Lease within ten (10) days after receipt of written notice thereof from
Lessor, Lessor shali have the right to exercise any one or more of the following
remedies:
a. To take possession of any or ali items of Equipment, without
demand or notice, wherever the Equipment may be located,
without any court order or other process of law. Lessee hereby
waves any and ail damages occasioned by such taking of
possession. Any such taking of possession shall not constitute a
termination of this Lease as to any or ali items of Equipment unless
Lessor expressly so notifies Lessor in writing.
b. To terminate the lease as to any or ail items of Equipment.
c. To pursue any other remedy at law or in equity.
All such remedies are cumulative, and may be exercised concurrently or separately.
Lessee shall pay Lessor all costs and expenses, including reasonable attorney's fees in
any action brought by Lessor to recover any rent due and unpaid hereunder, or for
breach or default of any of the covenants or agreements contained in this Lease, or to
recover possession of said Equipment, whether such action progresses to judgment or
not. Notwithstanding any repossession, or any other action which Lessor may take,
Lessee shall be and remain liable for the full perFormance of ail obligations on the part
of Lessee to be performed under this Lease.
5
Y �
O'y {I
14. Bankruptcy. Neither this agreement nor any interest therein is assignable
or transferable by operation of law. If any proceeding under the Bankruptcy Act, as
amended, is commenced by Lessee, or such action is commenced against Lessee and
is not dismissed within sixty (60 days after the commencement thereof, or if Lessee is
adjudged insolvent, or if Lessee makes any assignment for the benefit of its creditors,
or if a writ of attachment or execution is levied or nay item or items of the Equipment
and is not released or satisfied within ten (10) days thereafter, or if a receiver is
appointed in any proceeding or action to which Lessee is a party with authority to take
possession or control of any item or items of the Equipment, Lessor shall have and may
exercise any one or more remedies set forth in Paragraph 13 hereof; and this Lease
shail, at the option of the Lessor on notice to Lessee, immediately terminate and shall
not be treated as an asset of Lessee after exercise of said option.
15. Liens. Lessee shall not permit mechanic's liens or other liens to be filed
or established or to remain against the Equipment for labor, materials or services
furnished in connection with any additions, modifications, repairs, renewals or
repiacements made to Equipment, or for any other reason; provided that if Lessee shall
first notify the Lessor of its intention to do so and shall deposit in escrow with the Lessor
a sum of money or a bond or irrevocable letter of credit acceptable to the Lessor equa!
to the amount of claim or lien. Lessee may in good fai#h contest any such claims or
mechanic's or other liens filed or established and in such event may permit the items
contested to remain undischarged and unsatisfied during the period of such contest. If,
in the opinion of the Lessor, the nonpayment of any such items subjects the Equipment
to any loss or forfeiture, the Lessor may require Lessee to use the escrow account to
promptly pay all such unpaid items and if Lessee fails to pay from the escrow account,
the Lessor may pay and charge Lessee as Additional Rent.
16. Assignment. Lessee shali not assign, transfer, pledge or hypothecate this
Lease, the Equipment or any part thereof, or any interest therein, or sublet or lend the
Equipment or any part thereof, or permit the Equipment of any part thereof to be used
by anyone other than Lessee or Lessee's employees, with�out prior written consent of
the Lessor. Consent or any of the foregoing prohibited acts applies oniy in the given
instance; and is not a consent to any subsequent like act by Lessee of any other
person. Subject always to the foregoing, this Lease inures to the benefit of, and is
binding upon, the successors and assigns of the parties hereto.
17. N,�arranties. ?he Lessor makes no warranties, either exoress or implied,
as to any matter whatsoever, including, without limitation, the condition of the
Equipment, its merchantability or its fitness for any particular purpose.
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18. Ownership. The Equipment is, and shall be and remain, the sole and
exclusive property of the Lessor•�ind Lessee shali have no right, title or interest therein
or thereto except as expressly �et forth in the Lease. The Equipment is, and shail be
and remain the property of the Lessor notwithstanding that the Equipment or any part
thereof may now be, or hereafter become, in any manner affixed or attached to, or
imbedded in, or permanently resting upon, real property or any building thereon, or
attached in any manner to what is permanent as by means of cement, plaster, nails,
bolts, screws, welds, adhesives or otherwise.
19. Jurisdiction. This Lease shall be construed in accordance with
Minnesota law. Lessee consents to the jurisdiction of Minnesota courts in all disputes
arising under this Lease.
20. Non Waiver. No covenant or condition of this Lease can be waived
except by the written consent of the Lessor. Forbearance or indulgence by the Lessor
in any regard whatsoever shall not constitute a waiver of the covenant or condition to
be performed by Lessee to which the same may apply, and until complete perFormance
by Lessee of said covenant or condition, Lessor shail be entitled to invoke any remedy
availabie to Lessor under this Lease or by law or in equity despite the forbearance or
induigence.
21. Notices. Aii notices, requests, demands and other communications
hereunder shaii be in writing and shall be deemed given if personally delivered or
mailed, certified mail, return receipt requested, to the following addresses:
Lessor:
Mr. Victor A. Wittgenstein, Jr., Director
City of Saint Paul
Division of Parks and Recreation
25 West 4` Street, Room 300
Saint Paui, Minnesota 55102
Lessee:
Circus of the Star
Mr. Dan Butier
1941 Saunders Avenue
Saint Paul, Minnesota 55116
7
oti-sy8'
22. Amendments. This Equipment Lease constitutes the entire agreement
and undersfanding of fhe parties, and supercedes afI offers, negotiafions and ofher
Equipment agreemenfs. There is no representations or understandings of any kind not
set forth herein. Anything herein contained to the contrary not withsfanding, the
provisions of this Lease may be, in writing, amended by mutual consent of the parties
hereto.
DATED as of the date first set forth above.
LESSEE:
APPROVED AS TO FORM CITY OF SAINT PAUL
�� ��✓cr✓r�-. t =! o..0 ( By:
Assistant City Attorney Mayor
Director of Financial Services
�
Director of Parks & Recreation
By:
City Clerk
LESSOR:
CIRCUS OF THE STAR
:
Dan Butler
o�-S�tg
Exhibit A
EQUIPMENT LIST:
1
�
Aluminum Truss System and Hardware
12" box type, 76' x 40'
Lighting System
72 par 64 aluminum light fixtures w/gel frame,
72
12
12
12
6
1
1
1
1
24
48
72
72
3. Lockers
50
Edison plug and safety screen
par 64 1000 watt light bulbs/Quartz/600 hour
muiti cable fan out-6 circuit, par end
multi cable-6 circuit w/muiti ends
multi cable fan out-6 circuit, dimmer end
6 channel dimmer pack, 2.4K (handles 12 lights)
dimmer rack w/power panel, rack mounting hardware
power feed cable w/cam-loc connectors
DMX control cable
24 channel light controller
2" O.D. x 45" aluminum lamp bar
cast iron C-clamps
30" wire rope safety cables
colored gel 10" x 10"
metal,12" x 18" x 72" double tierm (100 openings)
4. Benches
2 4', wood
2 6', wood
5.
6.
7.
8.
Ghain Motor
4 2 ton
Cable Motor
2 1 ton
Sound System
Furniture
E
Council File # �l'� S 6
Q�IGINAL
RESOLUTION
CITY OF SAINT PAUL, MINNESOTA
Green Sheet # `O�� ��
Presented By
Referred to
Committee: Date
1 WIIEREAS, the State of Minnesota has created a Youth Initiative (Bonding) Grant Proa am
2 pursuant to 1996 Laws of Minnesota, Chapter 463, Section 4, to make available funding to design, equip,
3 renovate, replace, or construct parks and recreation buildings to provide youth enrichment activities
4 during non-school hours, and
5 WHEREAS, the State of Minnesota has continued its Youth Initiative (Bonding) Grant Program
6 pursuant to 1998 Laws of Minnesota, Chapter 404, Section 5, Subd. 5, and
7 WHEREAS, the Saint Paul City Council by its resolution 00-707 has approved a Youth Initiative
8 Grant fmanced project to purchase equipment and properiy for Raising the Big Top-Circus of the Star, a
9 non-profit corporation of the State of Minnesota, and
10 WHEREAS, acceptance of the grant funds for purchase of equipment and properiy requires that
11 the City of Saint Paul purchase said equipment and lease it to Circus of the Star, axid that said lease meet
12 the requirements of Minn. Stat. § 16A.695 for property purchased with State bond proceeds.
13 NOW THEREFORE BE IT RESOLVED, that the Mayor and the proper City officials are hereby
14 authorized to execute an Equipment Lease Agreement between the City and Circus of the Star.
Yeas Nays Absent
Benanav _��
Blakey_ ��
Bostrom �
Coleman ��
Harris y
Lantry �/'
Reiter �
� � �
Adopted by Council: Date �a0 O�
Adoption Certified by Council Secretary
By ��� Q` J�� �8 r�
Approved by Mayor: Date: f
By: «��9r'vvl�vc I�� l�
�
Requested by:
By �'.!/�Wf�6YVM�'� S� �(— O /
Approved by Mayor for Submission to
Council
BY= ��� �
Form Approved by City Attorney
GREEN SHEET � � NO. 106765
DEPAR7MENIlOFFICE/COVNCIL DATE INITIA7E0
Parks and Recreation May 7, 2001 r
ot-S�lE`'
CONTACT PERSON AND PHONE INITAVDATE INITIAUDATE
Ken Wehrle 266-6422 ��'� � DEPARiMENTDIRECTOF 4 QTYCOUNC0.
RSSIGN (�
NUMBER FOR�, Z CITY ATTORNEY tW S��� �iI � _ CIiY CLERK
MUST BE ON COUNGL qGENDA BY fDAiE1 ROUiING
OMER FINANCIALSERVILE$DIP. FINANQALSERVICESlACCOUNTING
.3 MAYOR IOR ASSISTAN'�� �J PARKS AND RECREATION
TOTAL 9 OF SIGNATURE PAGES � lCLIP ALL LOCATIONS FOR SI6NATIRE)
ACTtON REQUFSiED:
Approval of City Council Resolution authorizing the proper City Officials to execute an equipment lease agreemeRt
with Circus ot the Star.
RECOMMENDATIONS: Appmve (A1 or Reject (R) PERSONAL SERVICE CONTRACTS MUST ANSWER THE fOLLOWING QUESTIONS:
_ PLANNING COMMISSION _CIVR SERVICE WMMISSION �, Has this persoNfirtn ever worked untler a conttac[ far this departmenV
CIB COMMITTFE _ YES NO
p. STAFF 2. Has this persoNfirtn ever been a city employee>
VES NO
DISTRICT COUNClC
— — 3. Ooes this persoNfirm poss¢ss a skdl not normally possessetl by any current ciry employee?
SUPPORTSWHICHCOUNCILOBJECTIVE? YES NO
�plafn all yes answers on separate sheet and attaeh to green sheet.
INITIATING PROBLEM, {SSUE, OPPORTUNIN (Who, What, When, Whe�e, Why).
The City has received grant funds from the State to purchase equipment and furnishings for Circus of the Star.
Acceptance ot grant funds requires that said equipment and furnishings be leased from the City by Circus of the Star.
ADVANTAGES IF APPROVED
Purchase and lease of furnishings and equipment can proceed.
1 l���l !1 �
DISADVANTAGES IF APPROVED
�oua�cd9 �3e�earch �er► e� MAY 0 9 ZQ�s �
None MAY 18 2001 �IT� A41 ToRNE F
OISADVANTA6ESIFNOTAPPROVEO , ,
Purchase and lease of fumishings artd equipment cannot proceed.
TOTAL AMOUNT OF TRANSACTION y NA COST/REVENUE BUDGEfED (CIRCLE ONE� YES NO
FUNDING SOURCE ACTIVffV NUMBER
FINANCIAL INFORMATION: (EXPLAIN) �
� �\
��������
�AY 1 i Z��g
�lT� ���"ORlVE�
1
EQUIPMENT LEASE
BETWEEN THE
CITY OF SAINT PAUL AND CIRCUS
� a 1�5�.1
� �
��
` �
OF THE STAR
THIS AGREEMENT, dated this day of , 2001 by and
between the City of Saint Paul, Minnesota, a municipal corporation organized and
existing under the laws of the State of Minnesota, hereinafter referred to as "Lessor"
and Circus of the Star, a non-profif corporation organized and existing under the laws
of the State of Minnesota, hereinafter referred to as "Lessee".
WITNESSETH:
WHEREAS, Lessor and Lessee have received funding through a Youth Iniative
Grant from the State of Minnesota pursuant to Laws of Minnesota 1996, Chapter 463,
Section 4, and continued pursuant to 1998 Laws of Minnesota, Chapter 404, Section 5,
Subd. 5, for the purchase of equipment and property to expand quality circus
programming for children, and
WHEREAS, accepfance of the granf fund for the purchase of equipment and
property will cause the equipment and property to become subject to Minn.
Stat. § 16A.695, and
WHEREAS, Lessor is the owner of certain equipment and property listed in
Exh+bit "A", attached, being a part of this agreement, said equipment and property
having been purchased with said Youth initiative Grant funds from the State of
Minnesota Department of Children, Famiiies and Leaming, and
WHEREAS, Lessee desires to lease fram Lessor said equipment for the purpose
of expanding existing quality circus programming for children.
NOW THEREFORE, it is mutually agreed by and between Lessee and Lessor as
follows:
1. Lease. Lessor hereby leases to Lessee, and Lessee hereby leases from
Lessor, al! equipment and other property described in Exhibit "A" executed by the
paY�ies coneurrently herewit"� e, hereafter and made a pa! hereof, and any e,.hibit er
exhibits hereafter executed by the parties hereto and made a part hereof. The
equipment and other property described in a!I the exhibits are hereinafter co!lectively
called "EquipmenY'; and all the exhibits are collectively called "ExhibiY'.
1 .
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2. Term. the term of this lease shall be for ten (10) years, commencing
upon the date first written above (commencement date) and terminating at midnight the
last day of the month in which the tenth anniversary of the commencement date shall
have occurred. Lessee shall have the right and option to extend this Lease with
approval of Lessor for one (1) successive renewal term of ten (10) years each, upon the
provisions, covenants and conditions of this Lease. Lessee's option io renew shall be
exercised by notice to Lessor in writing at least thirty (30) days prior to the termination
of the initiai term or of the renewal term then in effect. In no event shall the Lessee be
entitled to renew the term of the Lease, even though such notice is timely given, uniess
the Lessee shall have performed all of its ob�igations hereunder and is not in default in
the terms of the Lease and Lessor has determined by official action that the use
continues to carry out the governmental program authorized in the original Lease
Agreement or in a valid amendment to that Agreement.
3. Rent. L.essee agrees to pay the Lessor the sum of $1.00 as rent for the
Equipment for the initial ten (10) year term of this Lease. Lessee also agrees to pay
Lessor the sum of $1.00 as rent for the Equipment for the successive ten (10) year
renewal term exercised.
4. Use. Lessee shall use Equipment to carry out a program of quality
circus perFormance education and circus performances for children in accordance with
the written, acknowledged program of Circus of the Star. Lessor believes that the
purposes for which Lessee may use the Equipment, as set forth in this paragraph,
serve the governmental program set forth in the Laws of Minnesota 1996, Chapter 463,
Section 4 and Laws of Minnesota 1998, Chapter 404, Section 5, Subd. 5, and wiil
provide youth in grades four through eight with enrichment activities during nonschool
hours. This Agreement is authorized pursuant to that statute and by the o�cial actions
of the City Council of Saint Pau! by Council Resolution File No. 00-707 and approved by
the Mayor on August 4, 2000, and by Minn. Stat. § 471.191. Lessee agrees to use
Equipment primarily in the Facility, as described in the Land Lease Agreement, dated
November 13, 1997, between the City of Saint Paul and Circus of the Star. Lessee
shall use the Equipment in a carefui and proper manner and shall comply with and
conform to all laws, rules, ordinances and regulations imposed by any jurisdiction
affecting the possession or the use to which the Equipment is put.
5. Installation and Alterations. Lessee shall be solely responsible for
installation of ail Equipment. Lessee shall not make any permanent alterations,
additions or improvements to the Equipment without the prior written consent of the
Lessor. Such permitted alterations, additions or improvements may, at Lessee's option,
be removed by Lessee upon the expiration or earlier termination of this Lease only if
such removai may be accomplished without damage to the Equipment or oihen,vise
reducing its value below that which it wouid have been in the event no such alterations,
addi#ions or improvements had been made.
�
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6. Repairs. Lessee, at its own cost and expense, shall keep the Equipment
in good repair, condition and working order for the program use intended. Lessee shall
furnish any and ail parts, mechanisms and devices required to keep the Equipment in
good mechanicai and working order. Said repairs shall be made in such time as to not
unreasonably disrupt scheduled program activities.
7. Loss and Damaqe. Lessee hereby assumes and shall bear the eniire risk
of loss and damage to the Equipment from any and every cause whatsoever. No loss
or damage to the Equipment shall impair any obligation of Lessee under this Lease
which shali continue in full force and effect. Lessee shall, at its own cost and expense,
replace lost Equipment and repair damaged Equipment. Damaged Equipment deemed
beyond repair shall be replaced by Lessee at its own expense. Lost Equipment shall be
replaced and damaged Equipment repaired in such time as to not unreasonably disrupt
scheduled program activities.
8. Canceliation or Termination. If Lessee shafl faif to perform schedu{ed
program activities, vacate or abandon Equipment, or permit the same to remain unused
for a period of seventy-five (75) days without agreement of the city, or in the event that
Lessee loses its status as a non-profit corporation, or the program activities set forth in
Paragraph 4 are terminated or changed, Lessee's rights to possession of said
Equipment shall immediately terminate with or without any notice or demand
whatsoever. Upon cancellation or termination of this �ease, Lessee shall return said
Equipment to the Lessor in good repair, condition and working order, ordinary wear and
tear resulting from proper use thereof excepted.
9. Taxes. Lessee shail keep Equipment free and ciear of ail levies and
encumbrances and shall pay when due ali license fees, registration fees, assessments,
charges and taxes (municipal, state and federal) which may now or hereafter be
imposed upon the ownership, leasing, renting, sale, possession or use of the
Equipment. Lessee shall, upon direction from the Minnesota Commissioner of Finance,
take such actions and furnish such documents as the Commissioner determines to be
necessary to ensure that interest to be paid o� the General Obligation bonds is exempt
from fiederai taxation by changing the nature and/or terms of this Lease so that it
complies with Revenue Procedure 93-19.
3
p��s4d
10. Insurance. Lessee shali maintain during the term of this Lease,
Commercial General Liability Insurance including blanket contractuai liability coverage,
personal injury liability coverage and broad form property damage liability endorsement
with a combined single limit of not less than $1,000,000.00 per occurrence. Such
insurance shail (1) name the City of Saint Paul as additional insured; (2) be primary with
respect to Lessor's insurance or self-insurance; (3) be written on an "Occurrence" Form
policy basis; and (4) not contain and "aggregate" policy limit unless specifically
approved in writing by Lessor. In addition:
a. Lessee shall supply to Lessor current insurance ceitificates for
policies required in this Paragraph. The said certificates shail
certify whether or not the agent has errors and omissions insurance
coverage.
b. The limits cited under each insurance requirement above establish
minimums and it is the sole responsibility ot Lessee to purchase
and maintain additional insurance that may be necessary in
relationship to this Lease.
c. Nothing in this contract shall constitute a waiver by Lessee of any
statutory limits or exceptions on liability.
d. Lessee shail place the insurance with responsibie insurance
companies authorized and licensed to do business in the State of
Minnesota and approved by Lessor, and shall deliver copies of the
policies to Lessor on the date of Lesse's execution of this
Agreement. The policies required in paragraph 10 shall be
endorsed to indicate that the insurer cannot cancel or change the
insurance without first giving the Lessor 30 days written notice.
11. Reports and Records. Lessee shall furnish the Lessor with an annual
report within ninety (90) days after the close of each calendar year, such report shall
include: (1) the names and addresses of the o�cers and directors of its governing body
and the principal administrative staff officers; (2) a statement of the nature and extent of
the activities and programs carried out during the preceding year; (3) a certification that
it has operated its programs in accordance with the provisions set forth in Paragraph 4
of this Lease and; (4) the status of all insurance required to be maintained by the
Lessee hereunder. In addition, Lessee shall furnish Lessor annually, a program budget
showing forecast program revenues and expenses for the next fiscal year.
�
o►-s�'
12. Indemnitv. Lessee shall indemnify Lessor against, and hold Lessor
harmless from any and al! cfaims, actions, suits, proceedings, costs, expenses,
damages and liabilities, including reasonable attorneys' fees arising out of, connected
with, or resuiting from the Equipment inciuding, without limitation, manufacture,
selection, installation, delivery, possession, use, operation or return of the Equipment.
Lessee agrees to give Lessor notice of any such claim or the institution of any such
action, suit or proceeding.
13. Default. If Lessee fails to observe, keep or perform any provision of this
Lease required to be observed, kept or performed by Lessee, and if Lessee fails to
remedy, cure or remove such failure in observing , keeping or performing the other
provisions of this Lease within ten (10) days after receipt of written notice thereof from
Lessor, Lessor shali have the right to exercise any one or more of the following
remedies:
a. To take possession of any or ali items of Equipment, without
demand or notice, wherever the Equipment may be located,
without any court order or other process of law. Lessee hereby
waves any and ail damages occasioned by such taking of
possession. Any such taking of possession shall not constitute a
termination of this Lease as to any or ali items of Equipment unless
Lessor expressly so notifies Lessor in writing.
b. To terminate the lease as to any or ail items of Equipment.
c. To pursue any other remedy at law or in equity.
All such remedies are cumulative, and may be exercised concurrently or separately.
Lessee shall pay Lessor all costs and expenses, including reasonable attorney's fees in
any action brought by Lessor to recover any rent due and unpaid hereunder, or for
breach or default of any of the covenants or agreements contained in this Lease, or to
recover possession of said Equipment, whether such action progresses to judgment or
not. Notwithstanding any repossession, or any other action which Lessor may take,
Lessee shall be and remain liable for the full perFormance of ail obligations on the part
of Lessee to be performed under this Lease.
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14. Bankruptcy. Neither this agreement nor any interest therein is assignable
or transferable by operation of law. If any proceeding under the Bankruptcy Act, as
amended, is commenced by Lessee, or such action is commenced against Lessee and
is not dismissed within sixty (60 days after the commencement thereof, or if Lessee is
adjudged insolvent, or if Lessee makes any assignment for the benefit of its creditors,
or if a writ of attachment or execution is levied or nay item or items of the Equipment
and is not released or satisfied within ten (10) days thereafter, or if a receiver is
appointed in any proceeding or action to which Lessee is a party with authority to take
possession or control of any item or items of the Equipment, Lessor shall have and may
exercise any one or more remedies set forth in Paragraph 13 hereof; and this Lease
shail, at the option of the Lessor on notice to Lessee, immediately terminate and shall
not be treated as an asset of Lessee after exercise of said option.
15. Liens. Lessee shall not permit mechanic's liens or other liens to be filed
or established or to remain against the Equipment for labor, materials or services
furnished in connection with any additions, modifications, repairs, renewals or
repiacements made to Equipment, or for any other reason; provided that if Lessee shall
first notify the Lessor of its intention to do so and shall deposit in escrow with the Lessor
a sum of money or a bond or irrevocable letter of credit acceptable to the Lessor equa!
to the amount of claim or lien. Lessee may in good fai#h contest any such claims or
mechanic's or other liens filed or established and in such event may permit the items
contested to remain undischarged and unsatisfied during the period of such contest. If,
in the opinion of the Lessor, the nonpayment of any such items subjects the Equipment
to any loss or forfeiture, the Lessor may require Lessee to use the escrow account to
promptly pay all such unpaid items and if Lessee fails to pay from the escrow account,
the Lessor may pay and charge Lessee as Additional Rent.
16. Assignment. Lessee shali not assign, transfer, pledge or hypothecate this
Lease, the Equipment or any part thereof, or any interest therein, or sublet or lend the
Equipment or any part thereof, or permit the Equipment of any part thereof to be used
by anyone other than Lessee or Lessee's employees, with�out prior written consent of
the Lessor. Consent or any of the foregoing prohibited acts applies oniy in the given
instance; and is not a consent to any subsequent like act by Lessee of any other
person. Subject always to the foregoing, this Lease inures to the benefit of, and is
binding upon, the successors and assigns of the parties hereto.
17. N,�arranties. ?he Lessor makes no warranties, either exoress or implied,
as to any matter whatsoever, including, without limitation, the condition of the
Equipment, its merchantability or its fitness for any particular purpose.
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18. Ownership. The Equipment is, and shall be and remain, the sole and
exclusive property of the Lessor•�ind Lessee shali have no right, title or interest therein
or thereto except as expressly �et forth in the Lease. The Equipment is, and shail be
and remain the property of the Lessor notwithstanding that the Equipment or any part
thereof may now be, or hereafter become, in any manner affixed or attached to, or
imbedded in, or permanently resting upon, real property or any building thereon, or
attached in any manner to what is permanent as by means of cement, plaster, nails,
bolts, screws, welds, adhesives or otherwise.
19. Jurisdiction. This Lease shall be construed in accordance with
Minnesota law. Lessee consents to the jurisdiction of Minnesota courts in all disputes
arising under this Lease.
20. Non Waiver. No covenant or condition of this Lease can be waived
except by the written consent of the Lessor. Forbearance or indulgence by the Lessor
in any regard whatsoever shall not constitute a waiver of the covenant or condition to
be performed by Lessee to which the same may apply, and until complete perFormance
by Lessee of said covenant or condition, Lessor shail be entitled to invoke any remedy
availabie to Lessor under this Lease or by law or in equity despite the forbearance or
induigence.
21. Notices. Aii notices, requests, demands and other communications
hereunder shaii be in writing and shall be deemed given if personally delivered or
mailed, certified mail, return receipt requested, to the following addresses:
Lessor:
Mr. Victor A. Wittgenstein, Jr., Director
City of Saint Paul
Division of Parks and Recreation
25 West 4` Street, Room 300
Saint Paui, Minnesota 55102
Lessee:
Circus of the Star
Mr. Dan Butier
1941 Saunders Avenue
Saint Paul, Minnesota 55116
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22. Amendments. This Equipment Lease constitutes the entire agreement
and undersfanding of fhe parties, and supercedes afI offers, negotiafions and ofher
Equipment agreemenfs. There is no representations or understandings of any kind not
set forth herein. Anything herein contained to the contrary not withsfanding, the
provisions of this Lease may be, in writing, amended by mutual consent of the parties
hereto.
DATED as of the date first set forth above.
LESSEE:
APPROVED AS TO FORM CITY OF SAINT PAUL
�� ��✓cr✓r�-. t =! o..0 ( By:
Assistant City Attorney Mayor
Director of Financial Services
�
Director of Parks & Recreation
By:
City Clerk
LESSOR:
CIRCUS OF THE STAR
:
Dan Butler
o�-S�tg
Exhibit A
EQUIPMENT LIST:
1
�
Aluminum Truss System and Hardware
12" box type, 76' x 40'
Lighting System
72 par 64 aluminum light fixtures w/gel frame,
72
12
12
12
6
1
1
1
1
24
48
72
72
3. Lockers
50
Edison plug and safety screen
par 64 1000 watt light bulbs/Quartz/600 hour
muiti cable fan out-6 circuit, par end
multi cable-6 circuit w/muiti ends
multi cable fan out-6 circuit, dimmer end
6 channel dimmer pack, 2.4K (handles 12 lights)
dimmer rack w/power panel, rack mounting hardware
power feed cable w/cam-loc connectors
DMX control cable
24 channel light controller
2" O.D. x 45" aluminum lamp bar
cast iron C-clamps
30" wire rope safety cables
colored gel 10" x 10"
metal,12" x 18" x 72" double tierm (100 openings)
4. Benches
2 4', wood
2 6', wood
5.
6.
7.
8.
Ghain Motor
4 2 ton
Cable Motor
2 1 ton
Sound System
Furniture
E