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01-809Return copy to: O! 1 i V 1 1� !'1 � Real Estate Division 140 City Hall Presented By Referred To Council File # O l —�09 Green Sheet # �(� �`] � Committee: Date i WHEREAS, The Port Authority of Saint Paul is in the process of constructing the Capital City Plaza Ramp, z located on the block bounded by Cedar Street, Keliogg Blvd., Minnesota Street and Fourth Street; and a WHEREAS, the new parking ramp shall be served by two new skyway bridges located over Cedar Street and Fourth Street; and WHEREAS, the City desires to extend the Pedestrian easements access of the a skyway system to this new Ramp development; now be it �o RESOLVED, that the proper City official are hereby authorized to execute agreements entitled: "Agreement � i Regarding Construction, Maintenance and Operarions of a Skyway Bridge over Fourth Street Between Cedar tz Sireet and Minnesota Street and Associated Pedestrian Concourses' ; Agreement Regarding Construction, is Maintenance and Operations of a Skyway Bridge over Cedaz Street Between Fourth Street and Kellogg Blvd. �a and Associated Pedestrian Concourses". 15 16 Requested by Departrnent of: Adopted by Council: Date �' a a �� Adoption Certified by Council Secre ry By: "�� . a . � - Approved by Mayor: Date /� �'L By: Technoloev & Mana¢ement Services By: ��.Ge/� 1 67 L^�i�� v�/Director Form Approved by City Attorney g By: -�� icn.�..�-- "� —f T- v f Approved by Mayor for Submission to Council sy: ,�c ..� T.M.S./REAL ESTATE DIVISION Date: July 5, 2001 Green She t Number: 111871 � ootact Person and Phone Number. � EPAR7'AlENT DIItECi R CITY COUNCQ, O _ O Dave Nelson 266$860 Real Estate of TMS ;\ �� 1 ATTORNEY � CLERK T-V� UDGETDII2ECIOR 2 FFtCEOFFINANC7ALSVCS. ust be on CONSENT Council Agenda bY� . 3 YOR(ORASSISI'AN'n 4 COL:NCII. RESEARCH OTAL # OF SIGNAT[JRE PAGES 1 (CLIP ALL LOCATIONS FOR SIGNA"1"URE) �, CITON REQUESTED: Submit to the City Council for approval a Council Resolntion authorizing the proper City Officials to sign two agreements entitled: 1. "Agreement Regarding Constrac6on, Maintenance and Operations of a Skyway Bridge „ over Fourth Street Between Cedar Street and Minnesota Street and Associated Pedestrian Concourses"; 2. Agreement Regarding Construction, Maiutenance and Operations of a Skyway Bridge over Cedar Street „ Beriveen Fourt6 Street and Kellogg Blvd. and Associated Pedestrian Concourses". Attachments: Resolution for : submission; Map depicflng the new Skyway Sridge locafions. COMMENDATIONS: APPROVE (A) OR REJECT (R) ERSONAL SERVICE CONTRACTS MiJST ANSW ER THE FOLLOWING: i. Ras the person/firm ever worked under a contract for this department? YES NO PLANN01'GCOhNllSS10N A S'IAFF � . Has this person/firm ever beeu a Ciry employee? YES NO r C1V4. SERV[CE COMhll55ION . Does [his persoNfirm possess a skill not normaliy possessed by any YES NO current City employee? CB COhAU't"IgE Explain all YES answers on a separare sheet and attach. UPPORTS WH[CH COUIVC[L OBJECI'iVE? � COUNCIL WA2D(S) 2, DISTRICT PLANNING COUNCIL 17 NITIATING PROBLEM, ISSUE, OPPORTUNTTY (Whq What, When, Where, Why?): �; Construction of two new skyways bridges in downtown Saint Paul: Crossing Cedar Street between Kellogg Blvd and 4th Street; Crossing 4th Street between Cedar Street and Minnesota Street. VANTAGESIFAPPROVED: Permits the legal authority of the City to extend the skyway system to a new block in downtown Saint Paul. The - agreements provide the City easement rights and specifies the operarions and maintenance responsibilities of th abutting property owners. ' ISADVANTAGESIFAPPROVED: None. ° ISADVANTAGESIFNOTAPPROVED: The City would not possess the legal right to provide ingress and egress to the public for the purpose of edestrian travel. OTAL AMOUN'C OF 1RANSACTION: NO COS1 t0 tI1C CIY�' COST/REVENUE BUDGETED (CII2CLE ONE) YES NO � UNDINGSOURCE: ACTIVII'YNUMBEIF � "'��-'""` ` —" " - - - '^ � nNC�u, mFO�Tiox: �r[am� �o€mc� R�asch Center � �•. ��; �Rt �� ';c �r � � � /�r r� � k" t: � �': , �.. � _ " T7G 6/28/01 �� D� Agreement Regarding Constructian, Maintenance and Operation of a Skyway Bridge Over Cedar Between Fou.rth Street and Kellogg ; ar�d Associated Pedes�rian To Capital City P ,� � : � : �, e City of Saint Paul; Honor Building, LLC .YI4533 v3 - Ageement: Skywny v6 TJG 6/28/Ol CONTENTS OF AGREEMENT TOPIC D t -�°� PAGE BRiDGE CONSTRUCTION AND COST RESPONSIBILITIES .......................................2 1. Design and Construcrion .................................................................................................................................... 2 . Bridge FIVAC, Lighting, Drainage Systems ..............._....................................................................................2 3 . Authority's Assignmenf of Warranfies .............................................................................................................3 PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS ......................................3 4 . Concourse Access ................................................................................................................................................ 5. Concourse Construction ..................................................................................................................................... EASEMEN'TS At�D HOURS 6. Grant oFEasement and Hours ........................................................................3 7. Easement Description ......................................................................................................................................... 8. Width of Easement ............................................................................................................................................. 9. Easement Survey ................................................................................................................................................. 10. Easements Public and Subject to Law ............................................................................................................ 11. R'aiver of Share in Damages ............................................................................................................................A 12. Ownership of Bridge ........................................................................................................................................ OPERATION, MAINTENANCE AND REPAIR .......................... 13. Port Authority Transfer of Plans, Drawings. Etc ............................ 4 14. Scope of Maintenance: Approval of Modifications .............................:.........................................................5 15. Port Authority, Degree and Port Authority Agreement to Maintain ....................................»....................5 16. Maintenance of the Concourse and Carpet ............................................_..............................._...........»........6 17. Failvre Yo Maintain; Remedies ........................................................................................................................ 18. Advertising; Signage ......................................................................................................................................... Y.14533 v3 - Ageemenk Skyway v6 TJG 6/28/01 U t -��`� SURE "fY BONDS AND INSURANCE ..............................................................................7 19. $100,000 Surety Bond; Contractor's Insurance .............................................................................................7 20. Skyway Hazard, Liability Insurance Cost Shared .........................................................................................7 21. Concourse Hazazd, Liability Insurance ................................................._........................................_............. 22. Atnount of insurance........_ .............................................................................................................................. DiRECTIONAL .................................................................................................... 23. Approvai; Cast of Signs ................................................................................................................................... 8 BINDING OBLIGATIONS ..........:..................................................................................... 24. Subject to City Codes ....................................................................................................................................... 25. Successors and Assigns Bound ..................................................................................................•••.................... 26 . Agreement Survives Conveyance, Is Nat Merged ..........................................................................................9 27. OWNERS RETAIN PROPERTY RIGHTS; OBLIGATIONS CONVEYED .................9 28. Effeafive Date of Obligations - Skyway 29. Effeetive Date of Obligations - Concourses ....................................................................................................9 30. Notices - Address .............................................................................................................................................. SAVINGS CLAUSE ....................................................................................................... 31. Skyway Policy ................................................................................................................................................. 32. Captions, Headings, or Tit►es ................................................»....................................................................... 33. Hotel and Garage ........................................................................................................... E�rhibit A- Garage Legal Description ........................................................................................ A-1 E�ibit B- Hotel Legal Descriprion ............................................................................................B E�ibit C- Degree Building Legal Description ...........................................................................C-1 Exhibit D- Garage and Easement Pian ....................................................................................... D-1 E7chibit E- Degree Building Easement P1an ................................................................................E-1 E�ibit F- Crrant of Easement ..................................................................................................... F-1 Eachibit G- Grant of Easement .................................................................................................... G-1 Exhibit H- General Policy Statements for the Construction of the Saint Paul Skyway System, Adopted 10, 1987 .......................................................................................... H-1 E�ibit I - Consirucrion Schedule .................................................................................................I �t 4533 v3 - Ageement: Skyway v6 t SKYWAY AGREEMENT �t-F�q THIS AGREEMENT is made and entered into this day of 2001, by and amon� the CTTI' OF SAINT PAUL, a municipal coiporation, hereinafter referred to as the "Cit}�'; the PORT AUTHORITY OF 'IT� CITY OF SAINT PAUL, a body politic and corporate under the laws of Minnesota, hereinafter referred to as the "Port Authorit�'; Capital City Properties, a non-profit corporation under the laws of Minnesota hereinafter referred to as "CCP", and Degree of Honor Building, LLC, a Minnesota 1'united liability company, hereinafter referred to as "De�ee". WITNESSETH: WHEREAS, the City of Saint Paul and the HI2A, through the Downtown Urban Renewal Project, Minn. R-20, undertook to develop a pedestrian skyv✓ay system within the Downtown Central Business District, hereinafter refened to as the "System"; and WHEREAS, the HRA, pursuant to Chapter '164, Laws of Minnesota 1973, is authorized to operate the System; and WHEREAS, the City has transferred responsibility for the Skyway system from the HI2A to the Real Bstate Division of the Department of Finance; and WHEREAS, the Port Authority and CCP own part of the block bounded by Cedar Street, Minnesota Street, Fourth Street, and Kellogg Boulevard (the "Development Block"); and WHEREAS, the Port Authority and CCP will construct an approxixnately 1,000-caz public pazking facility, (the "Garage") on that portion of the Development Block legally described on E�ibit A attached hereto; and TJG 6/28/Ol WHEREAS, the Port Authority and CCP own the Radisson Hotel (the "Hotel'� legaliy described in E�ibit B attached hereto. WIiEREAS, Degree is the owner of the Degree of Honor Building located at 325 Cedaz 5treet (the "Degree Building") on the properry legally described on Exhibit C attached hereto; and WHEREAS, this Agreeznent touches and concerns the Garage and the Hotel, legally described in Exhibit A and B attached hereto, and the Degree Buiiding, which is legally described in E�ibit C attached hereto; and WHEREAS, Degree, the City, the HRA, and the Port Authority agree to the construction of a skyway pedestdan bridge across Cedar Street from the Degree Building to the Garage (sometimes referred to herein as the "bridge" or the "skyway bridge"�; and 14533.3. �� , <. WHEREAS, the parties hereto believe it to be desirable that the System be extended by public easement through the De�ee Buiiding to and through and to the Gazage and to fhe Hotel by construction of the skyway bridge across Cedar Street and declate their intention to so extend the System; and WHEREAS, the said extension of the System necessit2tes pedestrian ingress, e�ess and transit through certain portions of the Degree Building, the Hotel and the Garage; and WF3EREAS, all parties hereto aze desirous of the construction of the skyway bridge over Cedar Street; and VJHEREAS, substanrial public monies will be expended for the design and conshuction of the skyway bridge connecting the-Garage to the Degree Building and the Hotel; and WHEREAS, a benefit will inure to the respective parties by vntue of being linked to the System; NOW, T'I�REFORE, BE IT RESOLVED AND AGREED TO BY THE PARTIES HERETO AS FOLLOWS: BRIDGE CONSTRUCTION AND COST RESPONSIBII,TTIES 1. Desi�n and Construcrion. The Port Authority and CCP agree to cause to be constructed a skyway bridge connecting the Gazage with the Degtee Building, including necessary support siructures and a penetration into the Degree Building, in accordance with the plans and specifications prepazed by Palanisami and Associates Arclutects and approved by Degree and by the Port Authority and CCP. Any subsequent changes to such pians and specifications shall be submitted by certified mail return receipt requested to Degree and to the Port Authority and CCP for approval, which approval may not be withheld unreasonably and shall be deemed given if no response has been received by the Port Authority within ten (10) days following receipt date of subxnission to Degree. The Port Authority will construct any mechanical, electrical and drainage systems, installations and connections, which aze shown in the approved plans and specifications to be part of the construction, contract. The Port Authority and CCP each agree to pay the cost of design and construction of such skyway bridge. The costs for the provision of necessary bridge support struchue and utility and FiVAC connections in and to the Cazage shall be the obligation of the Port Authority and CCP. The parties to tYus Agreement aclaiowledge and represent to one another that they aze familiaz with the skyway and concourse construcrion schedule attached hereto as E�ibit I. The parties agree to grant such access to their respective properties as is reasonably necessary to accommodate such schedule. TJG 6/28/Ol 2. BridQe HVAC LiehtinQ Draina�e Svstems. Said Skyway Bridge shali inciude the necessary mechanical and electrical equipment for heating, ventilating and air conditioning ("FIVAC"), lighting and roof drainage. The elecirical, mechanical and roof drainage systems (including HVAC) of the bridge shall be tied into the respective systems of the Garage. The said skyway bridge shall include integrated supports inclusive of finishes, a lineaz metal ceiling, 14533.3. O �-�� T�c 6nsioi catpeted floors, triple insulated glass to the extent glass is used to enclose said skyway bridge, p\- S' and automatic slidin� glass doors at both ends of the bridge. The bridge costs in this paragaph are a part of the total design and construction costs for the bridge. 3. Port Authoritv's Assi¢nment of Warranties. The Port Authority will include a provision in its contract for the construction of the skyway bridge whereby the contractor consents to the assiEnment of warranties to Degree, and the Port Authority upon request shall assign such warranties to Degrae upon approved contract compietion without relinquistung its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecution of lawful and praper claims such owners may later assert against the contractor(s) or others arising from faulty desi� or construction of the skyway bridge. Port Authority a�ees to assign to Degree, upon request, all warranties on machinery and equipment, if any, installed in connecrion with the bridge construction, without relinquishing its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecurion of lawful and proper claims which may later be asserted against the vendors or others arising from faulty desi� or manufacture of such machinery and equipment. PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS 4. Concourse Access. The Port Authority and CCP shall at their expense construct and be responsible for skyway pedestrian concourses in the Deg'ee Building, and for skyway vertical access facilities in the Garage and in the Hotel, respectively, in accordance with this Agreement, and the General Policv Statement for the Construction of the Saint Pau1 Skvwav S sv tem, adopted Mazch 10,1987. The location and physical dimensions of vertical access facilities and pedestrian concourses shall be described and shown on Exhibits D and E attached hereto. 5. Concourse Construction. All costs and expense in connection with the conshuction and extension of the pedeshian concourses and verticai access faciliries described above, shali be borne by the Port and CCP for the facilides located within the Degree Building, the Port Authority and CCP for the facilities located within the Gazage, and by the Port Authority and CCP for the facilities located within the Hotel. EASEMENTS AND HOURS 6. Grant of Easement and Hours. The Port Authority, CCP and Degree hereby agree to grant to the City of Saint Paul a public easement for the padeshian skyway system through the Hotel, the Garage and the Degree Building located in accordance with E�ibits D and E attached hereto. Said easements to be granted sha11 be in the form attached hereto as Exhibits F and G and shall grant to the public the right of use of said pedestrian skyway system through the Degree Building, the Garage and the Hotel for purposes of pedestrian ingress, egress, and transit, except for such reasonable police measures regarding open hours and closing all or part of the concourse through their properry as the City may, by ordinance, from time to time deternune, or regarding public conduct therein as may be prohibited by skyway ordinance, as it may be amended from time to time. It is agreed by all parties that the skyway bridge herein and the new pedeshian 14533.3. �� TJG 6/28/O1 concourses provided for in the Garage, the Degree Building shall be open for public ingress, �\-� � egress and transit iiurin� the times required under City codes and ordinances, provided that after- hours emergency egess from the skyway system as may be required by code shall be available from the skyway bridge and pedestrian concourse through elements of the pedeshian skyway system on adjoining properties; but nothing herein shall prohibit the respective property owners from opening such facilities for longer hours. These hours aze subject to revision by mutuai a�eement and subject to the general power of the City to prescribe System hours by ordinance. 7. Easement Description. The new public easement through the Degree Buiiding and the Garage shall be in accordance with E�ibit F, and the new public easement through the Degree Building and the Hotel shall be in accordance with E�ibit G. 8. Width of Easement. The public easements provided for herein shall be continuously at least 8 feet in width,in tl�e Degree Building and 12 feet in width in the Hotel and the Gazage, except at nodes, if any, where it may be larger; or where stairways or the structural design of the building is such that a width of 12 feet is impossible (including, without limitation a narrower width at building columns and at doorways within the Degree Building and the Garage and the Hotel and for the pedestrian access route at the street level of the Hotel, and the Garage); as is otherwise provided by the Exhibits A and E(Easement Plan). 9. Easement Survev. The Port Authority may, at its expense, cause the initial easements in the Degree Building and the Garage and in the Hotel, to be more particularly described by registered land surveyors following completed construction of the public concourse access azeas. Degree has the right to review and approve any completed surveys for accuracy, and any errors sha11 be conected at the Port Authority's expense. 10. Basements Pubiic and Sub}ect to Law. The Port Authority, CCP, and Degree agree that ffie pedestrian concourse within the easements herein described, and the adjacent access easements shall be designated as public easements, and that all ordinances of the City, which by force of law are applicable to the System, shail govem. 11. Waiver of Share iu Dama¢es. The City and the I�RA hereby waives any right it may have to shaze in an award of damages in the event that a public body acquires all or any part of the previously mentioned Degree Building, Gazage or Hotel by condemnation or under the threat of condemnation. Said waiver applies to the easements tt�rou� the pmperties but not to the skyway bridge or its end portions within respective air rights easements. 12. Ownerslu� of Bridee. It is agreed by and between the parties hereto that the skyway bridge between buildings shall at all times be owned by the City, and said skyway bridge shall not constitute property leased, loaned or otherwise made available to second parties, or any one of them (within the meaning of Chapter 272.01(2) of Mnmesota Statutes), it being understood that said skyway bridge is intended to benefit the public generally. OPERATION. MAINTENANCE AND REPAIR 14533.3. �� TJG 6/28/O1 c� �-�o`l 13. Port Authoritv Transfer of Plans. Drawin�s. Etc. The Port Authority and CCP shall deliver to Degree and to the City copies of all plans, specifications, drawings, operating manuals, written warranties, etc., and any other documents necessary or useful in the maintenance, repair and operation of the structure and the electrical, drainage, and HVAC facilities in and serving the skyway bridge. 14. Scope of Maintenance: Apnroval of Modifications. The Hotel and Garage fiirther agree to provide the necessary repair, maintenance and operation of the skyway bridge and its inte�al parts, including electrical, drainage and HVAC facilities in and serving the skyway bridge, at their sole expense, without cost to the City. Such maintenance shall be to a reasonable standazd of safety and cleauliness and shall include, but not be limited to, glass, floor, hardwaze aud metal trun cleaning, polishing, repair and replacement; roof maintenance; repainting; Iight bulb replacement and light fixture cleaning. Except for routine repairs and repiacement or when an-emergency situation requires rapid action, the City shall be fiunished with plans and specifications for all additions, alterations or repairs and replacements to the skyway bridge, which plans and specifications shall be subject to their reasonable and timely approval or disapproval before commencement of the work contemplated therein. 15. Hotel and Gara e A eement to Maintain. The Hotel and the Gazage hezeby agree to shaze equally the maintenance, operation, insurance and repair costs and responsibilities for the skyway bridge, its integral parts and related equipment, a11 as more fully described in Section 14 hereof. The Garage shali perform the actual maintenance, operation and repair, and the owner of the Garage shall perform such obligations. It is agreed that the Garage will provide all necessary systems and equipment to adequately supply ali HVAC, electrical and other operating utilities for said skyway bridge with the costs of maintaining, operating, insuring and repairing such systems and equipment to be shazed by Hotel and Gazage as an operating expense. If such HVAC, electrical and other utilities are not separately metered, the costs of such services shall be equitably apportioned based on engineering studies or as the parties may otherwise agree. The shared costs shall be paid as follows: 14533.3. a. Prior to the beginning of each calendar yeaz, the Garage shall compute and deliver to the Hotel a bona fide estimate of the costs of providing services under ttris Secrion 15 and procuring the insurance and bonds required under Secrions 19 - 21. The Hotel shall pay to the Garage its share of such cost in equal monthly installments on or before the first day of each month of such calendar yeaz. As soon as practicabie after the end of each calendaz yeaz the Gazage shall deliver to the Hotel a written statement ("Annual StatemenY� setting out in reasonable detail the actual cost thereof and certified to be correct by an officer or general partner, as appropriate. If the aggregate of the monthly installments actually paid by Garage differs from the amount deternuned from the Annual Statement, the Hotel shali pay or Garage as appropriate, shall refund the difference, as the case may be. b. If during any calendaz yeaz any major repairs or replacements to the skyway bridge aze necessary and aze not budgeted as part of the costs under Subsection 15(a), the Hotel shall pay to Gazage as appropriate the Hotel's allocated portion of �,, i TJG 6/28/Ol such cost within 30 days of invoice therefore. Except in an emergency, Garage �� shall furnish the Hotel an estimate of the cost before commencing such work. c. In the event that the Degree of Honor Building LLC is assessed for any maintenance costs related to the skyway bridge, or such costs are otherwise imposed, Crara�e and Hotel shall defend and indemnify Degree of Honor Building LLC from and for such costs provided that Degree of Honor Building LLC timely notifies Garage and Hotel of the assessment or imposition. 16. Maintenance of the Concoiuse and Carpet. Degree hereby a�ees to provide all repairs and maintenance to maintain the pedeshian concourse in or on the Degree Building to a reasonable standard of safety and cleanliness and to provide for the operation for said pedestrian concourse; and sunilazly the Garage so agrees with respect to the pedestrian concourse and the elevator and stairway complex on and within the Garage. Except for those repairs and replacements which aze (1) routine, (2) the result of normal wear and tear, (3) required by an emergency requiring rapid action, or (4) involve solely aesthetic considerations relating to colors and surface finishes, City and the HRA shall be fiunished with both preliminary and final planc and specifications for all additions, or repairs and replacements to the pedestrian concourse, which plans and specificarions shall be subject to their reasonable and timely approval or disapproval before commencement of work contemplated therein. Lack of action on the part of the City or the HI2.A. to approve or disapprove such plans or specifications, whethar preliininary or final within 10 business days after receipt of such plans and specifications shall be deemed approval. If the Port Authority, CCP or De�ee uses or installs carpet or other less durable flooring material for concourse corridors, such carpet shall be replaced with new catpet or other material marching as closely as possible the original in quality at such intervals as may be deternuned joinfly by the City, the HRA, and the party responsible for replacing carpet in the applicable corridors. Such new carpet or other material to be subu�itted to City for its review and approval, which approval shall not be unreasonably withheld or delayed. The parties agree and aclmowledge that the current catpet in place in the Degree of Honor Building is acceptable in quality. Such review shall be limited to appearance and design in order to insure reasonable unifornuty for all parts of the skyway system, and to achieve the design identity, continuity, and ease of orientation necessary for the skyway system to function effectively. 17. Failure to 1Vlaintain: Remedies. If the Port Authority, CCP and Degree fail adequately to maintain, repair and operate the said skyway bridge or if any of them fail adequately to maintain, repair and operate the pedestrian concourse areas through their respective properties to a reasonable standard of safety and cleanliness within 30 calendar days after receipt by the defaulting parry or parties of written demand from the City specifying the acrions to be taken, the City may undertake said reasonable and necessary maintenance, repaix and operating tasks, and the cost by City for said maintenance, repair and operation sha11 be assessed to and shali be paid forthwith by the defaulting parry or their sureties as applicable; provided, however, that the City retains the right to assess such costs against the defaulting party as a local improvement in the manner provided by law. Notwithstanding the foregoing, if the condirion which prompts the 30 day notice by the City cannot reasonably be remedied within 30 calendaz days, then the 30 day period shall be extended by the City to such time as may be reasonabie for curing the condition. 14533.3. ��; _ , TJG 6/28/Ol a 1-a�� 9 18. Advertisine; SienaQe. The skyway bridge and pedestrian concourses, which are the subj ect of this A�eement, shall not be operated for the purpose of advertising the name of any product or business or any other commercial purpose except as may be pemutted under Sections 140.06 and 140.07 of the St. Paul Legislative Code. Signage identifying a tenant on a doorway or other entry from a skyway concourse shall not be deemed to be advertising. Permanent storefront signage shall not project out from the wall into the easement azea except as subject to the reasonable approval of the City and the Port Authority before installation. Nothing herein contained shall prevent the installation and maintenance of skyway directional si�s. Planc for all permanent si�age shall be submitted to City prior to sign construction and installarion, and the City shalI approve such plans if such signage is comparable to that existing elsewhere in the System, is not confusingly similaz to the skyway directional signs, and is consistent with good desi� practices. SURETY BONDS AND INSUR.ANCE 14. $100,000 Suretv Bond; Contractor's Insurance. The Port Authority and CCP, at a11 times, shall each fiunish and maintain, or cause to be furnished and maintained, a surety bond for the skyway bridge to and in favor of the City, as obligee, conditioned that said enrity shail indemnify and hold harmless the City against its respective share of all expenses and liability on account of all costs, clauns, suits, and judgments arising out of or connected with the maintenance, operation and repair of the skyway bridge, its integral parts and related equipment, and further conditioned upon CCP's and the Port Authority's, Degree's complying with all terms and conditions expressed and contained in this Agreement as to maintenance, operation and repair of the skyway bridge, which surety bonds shall be in the amount of $100,000, shall be in such form as shall be approved by the City Attorney and shall have such sureties as shall be approved by the Director of Finance and Management Services for the City. The cost of such bonds shall be paid, respectively, by the owners of the Hotel and of the Garage. If the Port Authority, CCP and Degree all agree, in lieu of the separate surety bonds required above, the parties may have obtain one surety bond in the amount of $200,000 to and in favor of the City covering the surety bond obligafion under ttus Secrion 19 for the Gazage, the Hotel and the Degree Building, with the cost of such bond allocated and paid as an operating expense pursuant to Section 15 of this Agreement. The Port Authority and CCP shall procure from the generai contractor and provide to the parties upon request, documentation evidencing that the general contractor is maintaining, throughout the entire period of construction and erection of the skyway bridge, such insurance as set forth in the plans and specifications described in paragraph 1 herein, naming Degree and the abutting properiy owners to the skyway bridge as addirional uvsured's as required by said plans and specifications, specifically in accordance with Section 4., General Conditions, and Section 6., Speciai Condirions of the construction contract. 20. Skvwav Hazazd, Liabilitv Insurance Cost Shared. Insurance required by Section 22 hereunder for hazard and liability for the skyway bridge shall be a maintenance cost to be assumed by the Hotel and the Gazage, wluch shail be shared in accordance with Section 15 as, provided herein. �4533.3. �� ! TJG 6/28/O1 2L Concourse Hazatd. Liabilitv Insurance. Tnsurance required hereunder for hazazd �� and liability for the azeas designated as easements for access and the pedestrian concourse shall be a maintenance cost to be assumed by the Hotel, by the Garage and by De�ee for the portions of the pedestrian concourse located within the Hotel, the Gazage and the Degree Building, respectively. 22. Amount of Insurance. The Garage shall fiimish and maintain public liability and casualty insurance covera�e for the skyway bridge, and each shall do so as to liability insurance for their respective portions of the pedestrian concourse, with a duly licensed insurance company, wherein the City shall be desi�ated as additional insured, said insurance containing the £oliowing minimum coverage's: for property damage to the extent of $500,000.00 in any single accident, for personal injuries, including death, $1,000,000.00 for each occurrence. Such minimum amounts shall be subject upon 60 days notice, to reasonable change by official action of the Council of the City of Saint Paul, in the event statutory municipal liability limits aze altered by legislation or judicial decision at any time after the date hereof. The casualty insurance shall have an all-risk or physical loss coverage for replacement cost of the skyway bridge, as reasonably determined by the City from time to rime. DIRBCTIONAL SIGNS 23. Approvai: Cost of Si�ns. The location of directional or other skyway signs that may be installed in the pedestrian concourse herein shall be determined by the City provided, however, that the Port Authority, CCP and Degree shall be entitled to notice of and a right to comment on any changes to such signage. The parties agree that signage in the Degree Building shall indicate the directions to the Hotel and Garage. The cost of installation, including electrical connecrions and mounting hazdwaze (pendants, or ceiling chanuel, and support above ceiling), shall be considered part of the cost of construction of the concourse, the liability for the payment of which shall be govemed by paragraphs 4 and 5 herein above. The cost of operating, maintaining and repaiiing the directional signs shall be bome by the parties on whose properties or leaseholds, such signs are located. If the location of the pedestrian concourse public easement is changed, the said signs shall be moved accordingly, and the cost of movin; and reinstalling sia s to a new easement area shall be bome by each building owner. If the sign moving or a change in the name of the Hotel, the Degree Building or the Garage requires a change in the sign face, the changes shall be made in a manner consistent with the graphic design system established for skyway signs, and the cost of such change shall be bome as provided in the immediately preceding sentence. BINDING OBLIGATIONS 24. Subiect to Citv Codes. The parties agree that in the construction, maintenance, repair and operation of the pedestrian concourses, they shall be bound by all City Codes and ordinances governing the System, insofar as they are applicabie by force of law. 25. Successors and Assi�s Bound. The respective rights and obligations of the parties set forth in this Agreement shall be binding upon and inure to the benefit of the respective parties, their successors and assigns, and shall continue in force until such time as said System or t4533.3. v\_� TTG 6/28/O1 that part herein provided for is vacated or abandoned in the manner pemutted by ]aw, or �� termivated in accordance with the Grant of Easement. 26. A�eement Survives Convevance, Is Not Merged. This Agreement shall survive conveyance and delivery of the Graut of Easement provided for herein and shall not be considered merged therein. 27. Owners Retain Property_Riehts: Oblisations Conveved. The property owners herein reserve unto themselves the unconditional right and privilege of selling, conveying and transferring their abutting and/or encumbered or involved real estate herein and assigning and ri this Agreement to any other corporarion, corporations, hust, trusts, individual(s), partnerships or other form of venture. In the event of transfer of any praperiy owner's interest in the property, the owner (seller) shall be freed and relieved, from and after the date of such transfer, of all liabiliry as respects the performance of any covenants or obligations on the part of the owner (seller) contained in ttus Agreement thereafter to be performed; provided that owner's successor fully and without lnnitarion assumes in writing all duties, responsibilities and covenants of the owner (seller) under this Agreement. For the purposes of this paragraph, "owner" shall include, but not be limited to lessors, lessees, sublessors and sub lessees. 28. Effective Date of Obligations - Skvwav. Seven (7) calendaz days a8er the issuance of the Written Notice of Final Inspection by the City, and its fumishing to the Port Authority, to CCP and to the Degree Buiiding the obligations and duties contained in paragraphs 15 —17 -19, and 22 herein above, as to said skyway bridge, shall become operative 29. Effective Date of Obli�ations - Concourses. Upon substantial completion of the pedestrian concourse, City shall give written notice of such complefion to the Port Authority, to CCP and to the Degree Building. Seven (7) days thereafter the obligations and duties contained in paragraphs 19 and 22 herein above, as to said pedeshian concourse, shali become operative. All other obligations and duties are effective upon the dafe of execurion of this Agreement. 30. Notices - Address. Any notice to the parties hereunder shall be considered sufficiently delivered if mailed, by registered or certified mail, postage prepaid, as follows: a. To: City of Saint Paul Director, Department of Technology and Management Services Real Estate Division 140 City Hall 15 West Kellogg Boulevard St. Paul, Muuiesota 55102 14533.3. �. �,i T7G 6/28/01 .�. HRA of the City of Saint Paul, Minnesota Executive Director Suite 1300 City Hall Annex 25 West Fourth Street St. Paul, Minuesota 55102 b. To: Degree of Honor Building, LLC 325 Cedaz Street, Suite 300 St. Paul MN 55101 c. To: Port Authority of the City of Saint Paul and/or Capital City Properties 1900 Landmark Towers 345 St. Peter Street St. Paul, MN 55102 �(-�a`� A patty may, by written notice, designate a different address to which notices to it shall be duected. 31. Consideration. Upon the execution of the Skyway easements contemplated herein, the Port Authority and or CCP should pay Degree the sum of $20,000.00 SAVINGS CLAUSE 32. Skvwav Policy. The General Policv Statement for the Construction of the Saint Paul Skvway Svstem, adopted March 10, 1987, attached hereto as Eachibit H, is hereby incorporated into this Agreement and its terms shall be binding as to the bridge and concourse areas constructed pursuant to this Agreement. In the event any provision of the General Policy Statement conflicts or is inconsistent with this Agreement, this Agreement shall supersede and be conirolling. 33. Canrions, Headines, or Titles. All captions, headings or titles in the pazagraphs or secrions of this Agreement are inserted for convenience of reference only and shall not constitute a part of this Agreement as a limitation or enlargement of the scope of the particulaz paragraphs or sections to which they apply. 34. Hotel and Gara�e. All obligarions of the Hotel or the Gazage stated above shall inure to and be an operating expense of the responsibility of the legal or equitable owner of said Hotel and Gazage. '14533.3. �� TTG 6/28/0] In Witness Whereof, the parties have caused this Ageement to be executed and delivered as of the day and year first above written. CTTY OF SAINT PAUL, MINi�1ESOTA (SEAL): Approved as to form: Assistant City Attomey X14533 v3 - Agreement: Skyway v6 By Its Mayor By Its Director, Office of Financial Services By Its City Clerk .S'-1 0 1-�� , . - nc ensioi DEGREE OF HONOR BUILDING, LLC, a Minvesota Iimited liab� ity company By � Its Manag r � � -�U 5 #14533 v3 - Agreemrnt: Skyway v6 S' _2 ric 6nsioi PORT AUTHORITY OF T`fIE CTTY OF SAINT PAUL By Its Chair Its Seeretary CAPITAL CTTY PROPERITES By_ ztS �� %14533 v3 - Agreemeni: S1;yway v6 S'-3 TTG 628/Ol a 1-��`� STATE OF MII�NESOTA COUNTY OF RAMSEY ) ) ss. ) On this day of , 2001 before me, a Notary Public in and for said County, appeared , � �d to me personally laiown, who, being, by me duly swom, did say that they aze respectively the Mayor, Director, Office of Financial Sexvices and City Clerk of the City of Saint Paul, Minnesota, a municipal corporarion under the laws of the State of Mimiesota, and aclaiowledged that said instrument was the free act and deed of said corporation. Notary Public #14533 v3 - Ag�eement: Skyway v6 Aclrnowledgement-i rJC 6ns�ot 0 � -d'�`t STATE OF MINNESOTA COUNTY OF RAMSEY ) ) ss. } On tlusa�l day of � , 2001 before me, a Notary Public in and for said County, appeazed to me personally known, who, being, by me duly sworn, did say that is the Manager of Degree of Honor Building, LLC, a limited liability company under the laws of the State of Minnesota, and aclrnowledgect that said instrument was the free act and deed of said limited liability company. Notary Pubh'C � - MARVA DEE PLAGENS � .� NOTARYPUBLIC•MINNESOTA �• My Comm. E�ires Jan.3i, 2005 #14533 v3 - Agreement Skyway v6 Acknowledgement-2 nc 6izsroi a � -�° q STATE OF MINNESOTA COUNTY OF RAMSEY ) ) ss. ) Qn this _ day of , 2001 before me, a Notary Public in and for said County, appeared to me personally l�own, who, being, by me duly swom, did say that they aze respectively the Chair and 5ecretary of the Port Autharity of the City of Saint Paul, a public body politic and corporate under the laws of the State of Minnesota, and acknowledged that said instrument was the free act and deed of said body politic and corporate. Notary Public THIS INSTRiJMENT WAS DRAFTED BY: Terrence J. Garvey, Atty. No. 33674 1900 Landmark Towers 345 St. Peter Street St. Paul NIN 55102 #14533 v3 -Agreement: Skywayvb Acknowledgement-3 TJG 6/28/01 Ql��d Eachibits: � il: GARAGE LEGAL DESCRIPTION '�14533 v3 - Agreement: Skyway vb B- 1 I A:1 : HOTEL LEGAL DESCRIPTION TJG 6/28/01 O i.�� ) n14533 v3 - Ageement Skyway v6 B- 2 T7G 6/ZS/01 8l-��`� �:u: DEGREE BUILDING LEGAL DESCRIPTION `�14533 v3 - Ageement: Skyway v6 C- 1 ��: i GARAGE EASEMENT PLAN TJG 6/28/Ot �1 -��`� #14533 v3 - Agreement: Skyway v6 D- 1 t� I - Y� � TJG 6/28/Ol EXHIBIT E ]545774.20 DEGREE BUII,DING EASEMENT PLAN E-1 SKyway Ageement 0�-�� i��a GRANT OF EASEMENT W�3EEREAS, the Housing and Redevelopment Port Authority of the Ciry of Saint Paul, Minnesota, a body poliric and corporate under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Mnmesota, more particularly described in Eaihibit A, attached hereto, hereinafter called "Cnantor's Properi}�'; and W.E�REAS, Grantor has agreed pursuant to that Agreement dated , 1998 by and among the City of Saint Paul, Minnesota, Grantor, the Port Authority of the City of Saint Paul, Mimiesota and Degree Associates, LLC to �ant to the City of 5aint Paul, an easement for purposes of pedeshian ingress, e�ess and transit (all as described below) through Grantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby acknowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT' PAUL, a Minnesota municipal corporarion (the "City"), an easement for public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Properiy and the structures tliereon, described as: See E�ubit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such time as "as built" surveys have been completed to more particulazly and legally describe such easement azea; all of which areas described aud shown on E�ibit B shall be collectively referred to as the "easement area". Public use of the easement azea is expressly herein made subject to such reasonable police measures regarding open hours and closing any part or all of the easement area within, on or over Grantor's Property during non-business hours, and regatding public conduct within the System, as the City of Saint Pau1 may, by ordinance, from rime to time deterxniue. In addifion, and notwithstanding any provision to the contrary set forth herein, the portion of the easement area labeled "Expansion Pedeshian Concourse" on Exhibit B shall not be open for public use until the later of: a) six months following agreement between Grantor and Degree Associates,,•,•,•_. .... LLC, to consfruct a skyway across Sixth Street as shown on Exhibit B, and b) the date suc�i -;�': •:•:•:•:•:� skyway is completed and open for use. �: The public's right herein to pedestrian ingress, egress and transit, in and through tlie�;:;:;:::•:•:�:- easement area granted to the City herein, shall also be limited to the hours of 6 a.m. to 6 p.m:; �•�•�•' •' •' ••• Monday through Friday, unless other operating hours are prescribed by City codes and ordinances, and such additional hours as the parties may from time to time agree, subject to the #74533 v3 - Agreemmc Skyway v6 �.' - 1 f �4C �/ �� \ o t -�� general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not restrict City's easement interest, but shall affect only the pubIic's rights to pedestrian ingress, egress and �ansit in the Cit}�s easement during the hours so a�eed or legislated. Notwithstanding anything to the contrary herein, the easement �anted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The grant of easement herein shall be subject to the right of the Grantor to change the location of the easement conditioned upon the grant of a new easement which shall permit the continuity of the System, and on the further condirion that the new easement area shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Crrautor, and on the further condition that no change in the easement location shall be made without the approval of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the further condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expense of Grantor. Notwithstanding anything to the conirary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shall terminate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or disconrinued in the manner permitted by law. B. In the event the building(s) in, upon or over which the easement area is located shall be substantially destroyed or demolished and such buildings shall not be repaired or reconstructed; provided, however, that in the event such building(s) be reconshucted or replaced Grantor, its successors and assigns, agree that, without fitrther consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or tenninated under the provisions hereof, the City shall fiunish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shail be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it being understood that the aforesaid covenant shall run with the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit until the System is vacated or abandoned in the manner pexxnitted by law or temrinated, in accordance herewith. k14533 Yi - Agreemept Skyway vb �_ 2 �1 � \ 01-t�'`t IN WITNESS Wf�REOF, Crrantor has hereunto set its hand this day of , 1998. H C�..�'G7 Q� 5<. au�o� oF � crrY oF SAINT PAUL, MINNESOTA By Cha�r d1,b� (SEAL) Approved as to form: By Assistant City Attomey STATE OF MII32�ESOTA COUNTY OF RAMSEY ) ): SS ) By �;�ecvYuz�tor G l'h Gl.t$'�r � By Director, Office of Financial Services The foregoing instrvtnent was acknowledged before me this day of ,-�99QV,-by D,�n; 1�_+�, 7ay-�err�rns, Pamela Wheelock, 3oseph Reid, the Chair, Secretary, Executive Director and Duector, Department of Financial Services, respectively, of the an e � of the City of Saint Paul, Miimesota, a body corporate and politic organized and existing under the Constitution and laws of the State of Minnesota, said Grantor, and acl�owledged that said inshvment was the free act and deed of said Grantor. Notary Public (SEAL) #I4533 v3 -Ag�een�ent Sk}�vay�'6 F-3 _��,. � 0 � -�� JOIIVDER O� DEGREE De�ee of Honor Building, LLC, a Minnesota limited liability company, hereby joins in this Grant of Easement and subordinates its interest in Grantor's Properiy to the terms and pzovisions thereof. STATE OF MINNESOTA COUNTX OF RAMSEY ) ) ss. ) DEGREE OF HONOR BUILDING, LLC, a Minnesota limited liability company B � Y Its M ager a00(,�(�I� On this �. da of ,-�948; before me, a Notary Public in and for said County, appeazed to me personally known, who, being, by me duly sworn, did say that he is the Man er of Degree of Honor Building, LLC, a 1'united liability company under the laws of the State of Muuiesota, and aclmowledged that said instrument was the free act and deed of said lunited liability company. � Notary Public (SEAL) � MARVA DEE PLAGENS � � NOTARY PIIBLIGMINNESOTA �+• • My Cortrcn. Fxpires Jen.35, 20D5 ■ • #14533 v3 - A�Jeement SkyWay v6 ree F-4 0 t -��9 .� : GRANT OF EASEMENT WHEREAS, the Port Authority of the City of Saint Paul, Minnesota, a body politic and corporate under the laws of the State of Miunesota, hereinafter called "Granto�', is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in Exhibit A, attached hereto, hereinafter called "Grantor's Properry"; and WHEEREAS, Grantor has agreed pursuant to that Agreement dated , 1998 by and axnong the City of Saint Paul, Minnesota, Grantor, the Housing and Redevelopment Port Authority of the City of Saint Paul, Mumesota and Degree Associates, LLC to grant to the City of Saint Paul, an easement for purposes of pedestrian ingress, egess and transit (all as described below) through Crrantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby aclmowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SA1NT PAUL, a Minnesota municigal corporation (the "Cit}�'), an easement far public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Property and the shuctures thereon, described as: See Eachibit B, attached hereto and incorporated herein, the easement area subject hereto being crosshatched on said Exhibit B, all subject to axnendment hereof at such time as "as builY' surveys have been completed to more particularly and legally describe such easement azea; all of which areas described and shown on Exhibit B shall be collectively referred to as the "easement azea". Public use of the easement area is expressly herein made subject to such reasonable police measures regarding open hours and closing any part or all of the easement azea within, on or over Grantor's Properry during non-business hours, and regarding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time determine. The public's right herein to pedeshian ingress, e�ess and transit, in and through the easement azea granted to the City herein, shall also be limited to the hours of 6 a.m. to 6 p.m., Monday through Friday, unless other operating hours aze prescribed by City codes and ordinances, and such additional hours as the parties may from time to time a�ee, subject to the general power of the City to close part or all of the easement azea temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not restrict City's easement interest, but shall affect only the pubiic's rights to pedestrian in�ess, egress and transit in the City's easement during the hours so agreed or legislated. #14533 J3 - AgecmenC SSyway v6 G— 1 D � —b�c� `1 Notwithstanding anything to the contrary herein, the easement granted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. T'he grant of easement herein shail be subject to the riLht of the Grantor to change the location of the easement conditioned upon the grant of a new easement which shall permit tt�e continuity of the System, and on the further condition that the new easement area shall be installed following as short a period of closing off the easement for consiruction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the fiuther condition that no change in the easement location shall be made without the approvai of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the further condition that said new easement shall, upon request of City, be surveyed and described by a re�stered land surveyor at the expense of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the unprovements consrituting the System and shall tercninate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or discontinued in the manner pemutted by law. B. In the event the building(s) in, upon or over which the easement azea is located shall be substantialiy destroyed or demolished and such buildings shall not be repaired or reconsixucted; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without fiuther consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shall fiunish a release of such easement or portion thereof to Csrantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsibie for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement azea as described herein, it being understood that the aforesaid covenant shall run ovith the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit until the System is vacated or abandoned in the manner permitted by Iaw or terminated, in accordance herewith. @14533 v3 -A�ement Skywayv6 � _ 2 � � -Y�9 IN WITNESS WAEREOF, Grantor has hereunto set its hand this day of , 1998. PORT AUTHORTLY OF THE CITY OF SAINT PAUL Its Chair Its Secretary STATE OF MINNESOTA ) ) ss. COUNTY OF RAMSEY ) On this _ day of , 1998 before me, a Notary Public in and for said County, appeared W. Andrew Boss and Joan Grzywinski to me personally known, who, being, by me duly swom, did say that they are respectively the Chair and Secretary of the Port Authority of the City of Saint Paul, a public body politic and corpoxate under the laws of the State of Miiuiesota, said Grantor, and acknowledged that said instrument was the free act and deed of said Grantor. , I3otary Public #]4533 v3 - Ageement SkywaY v6 G_ 3 c � -��°t .: : . GENERAL POLICY STATEMENT FOR TI� CONSTRUCTION OF TI� SAINT PAUL SKYWAY SXSTEM. ADOPTED IvIARCH 10,1487 #14533 v3 - Agreement Skyway v6 H 1 O 1-�UR EXHIBIT I CONSTRUCT'ION SCHEDULE #14533 v3 - Ageement Skyway v6 I— 1 ♦ TJG 5/25/O1 0��9 Agreement Regarding Construction, Maintenance and Opera of a Skyvvay Bridge Over F urth St�'eet Between Cedar Street and M��sota StrE and Associated • � • W� ',..e.�fA�k� �� of the City of Saint Paul; d Mary Catherine Shea Hellervik, �is spouse; ota Building, Inc.; and Capital City Ventures, LLC I3933.4. TJG 5/25/O1 CONTENTS OF AGREEMENT TOPIC PAGE BRIDGE CONSTRUCTION AND COST RESPONSIBILITIES .......................................2 1. Design and Construction ...........................................................•••......................................................................Z 2 . Bridge HVAC, Lighting, Drainage Systems ...............................................................»...................._...............3 3. AuthoriTy's Assignmenf of Warranties .............................................................................................................3 PEDES7RIAN CONCOURSE CONSTRUCTION AND COSTS ......................................3 4. Concourse Access ................................................................................................................................................ 5. Concourse Construction ..................................................................................................................................... EASEMENTS HOURS ............................................................................................4 6. Grant of Easement and Aours ...........................................................................................................................a 7 . Easement Description ......................................................................................................................................... 8. Width of Easement ............................................................................................................................................. 9. Easement Survey .................................................................................................................................................5 10 Easements Pubiic and Subject to Law ............................................................................................................5 11. Waiver of Share in Damages ............................................................................................................................5 12. Ownership of Bridge ........................................................................................................................................5 Dl�' OPERATION, MAINTENANCE AND REPAIR .............................:..................................5 13. Port Authority Transfer of Plans, Drawings. Etc ..........................................................................................5 14. Scope of Maintenance: Approval of Mod'il'ications .......................................................................................5 15. Port Authority, 34Q Cedar Building and Minnesota Building Agreement to Maintain .............................6 16. Maintenance of the Concourse and Carpet ....................................................................................................7 17. Failure to Maintain; Remedies ........................................................................................................................7 18. Advertising; Signage .........................................................................................................................................� SURETY SONDS AND iNSURANCE ..............................................................................8 ::ODMA�PCDOCS\SPPA\15058\t TJG 5/25/Ol 19. �100,000 Surety Bond; Contractor's Insurance .............................................................................................8 20. Skyway Hazard, Liability Insurance Cost Shazed ..............................•••........................................................8 21. Concourse Hazazd, Liability Insurance ............................................................................._........................... 22. Amount of Insurance DiRECT{ONAL SIGNS ...... 23. Approval; Cost of Siens BINDING OBLIGATIONS...... 24. Subject to City Codes .............. ............9 ..........................................9 25. Successors and Assigns Bound ......................................................................................................................... 26. Agreement Survives Conveyance, Is Not lYlerged ........................................................................................10 27. OWNERS RETAIN PROPERTY RIGHTS; OBLIGATIONS CONVEYED ...............10 28. Effective Date of Obligations - Skyway 29. Effective Date of Obligations - Concourses 3U. Notices - Address SAVINGS CLAUSE ................. 31. Skyway Policy 0l-� ll 32. Captions, Headings, or Titles ......................................................................................................................... 33. Hotel and Garage ........................................................................................................ Exhibit A- Garage Legal Description ........................................................................................ A-1 Eacbibit B- Lot L,egal Description ................................................................................................B-i Exhibit C- 340 Cedar Building Legal Descriprion ......................................................................C-1 E xhibit D- Muuiesota Buiiding I.egal Description .................................................................... D-1 E�aibit E- Garage and Easement Plan ........................................................................................E-i E�ibit F- 340 Cedar Building Easement Plan ........................................................................... F-1 Exhibit G- Miunesota Bldg. Easement Plan .............................................................................. G-1 Exhibit H- Grant of Easement .................................................................................................... H-1 Exhibit I- Grant of Easement .......................................................................................................I-1 Exhibit J- General Policy Statements for the Construction of the 5aint Paui Skyway 3ystem, AdoptedMazch 10, 1987 ............................................................................................J-1 Eachibit K- Construction Schedule .............................................................................................. K-1 io 10 lU ........................................................................11 ::ODMAIPCDOCS\SPPA\1505811 7JG 5/25/Ol 81 ��9 SKYWAY AGREEMENT THIS AGREE'_VIENT is made and entered into this day of , 2001, by and amon� the CITY OF SAINT PAUL, a municipal corQoration, hereinafter referred to as the "Cit�'; the PORT AUT'HORITY OF TT� CITY OF SAINT PAUL, a body politic and corporate under the laws of Minnesota, hereinafter referred to as the "Port Authorit}�'; Capital City Pzoperties, a non-profit corporation under the laws of Minnesota hereinafter referred to as "CCP"; and CAPITAL CITI' VENTURES, LLC, a Minnesota limited liability company, hereinafter refened to as "340 Cedar Building"; Lowell W. Hellervik, and Mary Catherine Shea Hellervik, his spouse, hereinafter refesed to as "F3ellervik"; and Minnesota Building, Inc., a Minnesota corporarion hereafter referred to as "Minnesota Bldg". WITNESSETH: WIiEREAS, the City of Saint Paul and the Housing and Redevelopment Authority of the City of Saint Paul ("HI2A"), through the Downtown ilrban Renewal Project, Minn. R-2Q, undertook to develop a pedestrian skyway system within the Downtown Central Business District, hereinafter referred to as the "System"; and WF�REAS, the HRA, pursuant to Chapter 764, Laws of Minnesota 1973, is authorized to operate the System; and WfIEREAS, the City has transfened responsibility for the Skyway system from the HRA to the Real Estate Division, of the Department of Finance. WFiEREAS, ffie Port Authority and CCP own part of the block bounded by Cedaz Street, Minnesota Street, Fourth Street, and Kellogg Boulevazd (the "Development Block'�; and WHEREAS, the Port Authority and CCP will constsuct an approximately 1,000-car public pazking facility, (the "Garage") on that portion of the Development Block legally described on Exhibit A attached hereto; and WHEREAS, Hellervik owns the surface pazldng lot (the "LoY') located on the side of Fourth Street legally described in B�ibit B attached hereto. Wf�REAS, Capital City Venhxres, LLC is the owner of the Downtown University Club building located at 340 Cedar Street (the "340 Cedar Building") on the property legally described on Exhibit C attached hereto; and WHEREAS, Minuesota Bldg. is the owner of the Minnesota Building located at 45 E. 4�' Street, St. Paul Minnesota legally described in E�ibit D attached hereto. 13933.4. t TJG S/25/01 WHEREAS, this Agreement touches and concems the Gazage and the 340 Cedar � t � fZ�� Buildin�, legally described in Exhibit A and C attached hereto, and the L,ot, which is legally described in E�ibit B attached hereto and the Minnesota Bldg., described in Exhibit D_; and WI-�REAS, 340 Cedar Building, Hellervik, the City, the Minnesota Bldg., and the Port Authority agree to the consh of a skyway pedesfrian bridge across Fourth Street from the 340 Cedar Buildin� to the Garage (sometimes referred to herein as the "bridge" or the "skyway bridge"); and WHEREAS, the parties hereto believe it to be desirable that the System be extended by public easement through the Lot and then to the 340 Cedar Building and through and to the Garage and then in the Mimiesota Bldg. by construction of the skyway bridge across Fourth Street and declare their intenrion to so extend the System; and WHEREAS, the said extension of the System necessitates pedestrian ingress, egress and transit through certain portions of the 340 Cedar Building Buiiding, the I,ot, the Minnesota Bldg., and the Garage; and WHEREAS, all parties hereto aze desirous of the construction of the skyv✓ay bridge over Fourth Street; and WHEREAS, substantial public monies will be expended for the design and construction of the skyway bridge connecting the Gazage to the 340 Cedar Buildin� Building, the Minnesota Bldg., and the 340 Cedar Building; and WHEREAS, a benefit wili inure to the respecrive parties by virtue of being linked to the System; NOW, THEREFORE, BE IT RESOLVED AND AGREED TO BY THE PARTIES HERETO AS BOLLOWS: BRIDGE CONSTRUCTION AND COST RESPONSIBILTI'IES i. Desi�n and Construction. The Port Authority and CCP agree to cause to be conshucted a skyway bridge connecting the Garage and the Minnesota Bldg., with the 340 Cedar Building Building, including necessary support structures to be located on the Lot property and a penetration into the 340 Cedar Building Building, in accordance with the plans and specifications prepared by Palanisami and Associates Architects and approved by the Port Authority and CCP. Any subsequent changes to such plans and specifications shall be submitted by the Port Authority and CCP to 340 Cedaz Building, the Minnesota Bldg. and Hellervik for approval, which approval may not be withheld unreasonably and shall be deemed given if no response has been received by the Port Authority witl�in ten (10) days following submission to 340 Cedar Building, the Minnesota Bldg., and Heliervik. The Port Authority will construct any mechanical, electrical and drainage systems, installations and connections, which are shown in the approved plans and specifications to be part of the construction, contract. The Port Authority and CCP each agree to pay the cost of desi� and construcrion of such skyway bridge. The costs for the provision of necessary bridge support structure and urility and HVAC connections in and to the Gazage shall '13933.4. . � TJG 5/25/01 be the obligarion of the Port Authority and CCP. The parties to this A�eement aclmowledge and 6 �_,f-d � represent to one another that they are familiaz with the skyway and concourse consh schedule attached hereto as Exhibit I. The parties a�ee to grant such access to their respecrive properties as is reasonably necessary to accommodate such schedule. For purposes of this Agreement, the term "skyway bridge" shall mean the entire bridge commencing at the northerly wa11 of the gazage traversing north over 4�' Street and over the I,ot property connectin� at the northeast comer of the 340 Cedar Building as depicted on the above referenced plans prepazed by Palanisami and Associates. If and when a building is constructed on the Lot property, the term "skyway brid�e" shall then be restricted to mean only that portion of the original skyway bridge co�runencing at the northerly wall of the garage traversing north over 4�' Street to the most southerly wall of any unprovement constructed on the L.ot property. 2. Brid�e HVAC Li�htin¢ DrainaQe Svstems. Said Skyway Bridge shall include the necessary mechanicai and electrical equipment for heating, venrilating and air conditioning ("HVAC"), lighting and roof drainage. The electricai, mechanical and roof drainage systems (including HVAC) of the bridge shall be tied into the respective systems of the Garage. The said skyway bridge shall include integrated supports inclusive of finishes, a lineaz metal ceiling, carpeted floors, triple insulated glass to the extent glass is used to enclose said skyway bridge, and automatic sliding glass doors at both ends of the bridge. The bridge costs in Section 2 are a part of the total design and construction costs for the bridge. 3. Port Authoritv's Assienment of Warranties. The Port Authority will include a provision in its contract for the construction of the skyway bridge whereby the contractor consents to the assignment of warranties to 340 Cedar Building, the Minnesota Bldg., and Hellervik, and the Port Authority upon request shali assign such warranties to 340 Cedar Building, the Minnesota Bldg., and Hellervik upon approved contract completion without relinquishing its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecution of lawful and proper claims such owners may later assert a�ainst the contractor(s) or others arising. from faulty design or construction of the skyway bridge. Port Authority agrees to assign to 340 Cedar Building, the Minnesota Bldg., and Heliervik, upon request, all warranties on machinery and equipment, if any, installed in connection with the bridge construction, without relinquishing its own rights under such warranries; and, if necessary, will cooperate and assist in any prosecurion of lawful and proper claims which may later be asserted against the vendors or others arising from faulty design or manufacture of such machinery and equipment. PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS 4. Concourse Access. The Port Authority and CCP, and 340 Cedaz Building, and Heliervik (if and when a building is constructed on the I.ot properry) shall at their expense construct and be responsible for skyway pedestrian concourses, and for skyway vertical access facilities in the 340 Cedaz Building and in the Garage, respectively, in accordance with this Agreement, and the General Polic Statement for the Construction of the Saint Paul S a Svstem, adopted March 10,1987. The location and physical dimensions of verticai access facilities and pedestrian concourses shall be described and shown on E�chibits E, F and G attached hereto. 13933.4. 3 ' TIG 5/25/01 5. Concourse Construction. All costs and expense in connection with the �� construction and extension of the pedeshian concourses and vertical access facilities described above, shall be borne by 340 Cedaz Building for the facilities located within the 340 Cedaz Building Building, the Port Authority and CCP for the facilities located within the Garage, the Minnesota Bldg. for facilities located within the Minnesota Bldg., and by Hellervik for the facilities located within the Lot if and when a building is constructed on the I,ot properry. I3otwithstanding the above, if and when Aellervik notifies the Port Authority that it will be improvin� the I.ot with a structure, the Port Authority agrees to remove the portions of the Skyway located on the I.ot as necessary for the construction of said improvements at the cost and expense of the Port Authority. The Port Authority prior to undertalflng any such demolition or removal of portions of the Skyway may require reasonable assurance from Hellervik that any proposed improvements to the L,ot will in fact be undertaken and completed. Hellervik agrees to design and construct at its expense any improvements to the Lot such that access to the Skyv✓ay Bridge over 4` Street and to the 340 Cedar Building is restored witivn a reasonable period of time after completion of construction of the building and improvements on the I.ot. EASEMENTS AND HOURS 6. Grant of Easement and Hours. The Port Authority, CCP, the Minnesota Bldg., 340 Cedar Building, and Hellervik hereby agree to grant to the City of Saint Paul a public easement for the pedestrian skyway system through the Garage, the Minnesota Bldg., and the 340 Cedar Building and over the I,ot in accordance with Exhibits H and I attached hereto. Said easements to be granted shall be in the form attached hereto as E�ibits G and $ and shall grant to the public the right of use of said pedestrian skyway system through 340 Cedar Building Building, the Minnesota Bldg., the Garage and the I.ot for purposes of pedestrian ingress, egress, and transit, except for such reasonable police measures regarding open hours and closing all or part of the concourse through their property as the City may, by ordinance, from time to time detemune, or regazding public conduct therein as may be prohibited by skyway ordinance, as it may be amended from time to time. It is agreed by all parties that the skyway bridge herein and the new pedestrian concourses provided for in the Gazage, the Minnesota Bldg., the 340 Cedar Building and the Lot shall be open for public ingress, egress and transit during the tirnes required under City codes and ordinances, provided that after-hours emergency egress from the skyway system as may be required by code shall be available from the skyway bridge and pedesh'ian concourse through elemenYs of the pedeshian skyway system on adjouung properties; but nothing herein shall prohibit the respective properiy owners from opening such facilities for longer hours. These hours are subject to revision by mutual agreement and subject to the general power of the City to prescribe System hours by ordinance. 7. Easement Description. The public easement through the 340 Cedaz Building Building, the Minnesota Bldg., the Gazage and over the L,ot sha11 be in accordance with E�ibit H and I, attached hereto. 8. Width of Easement. The public easements provided for herein shall be continuousiy at least 12 feet in width, except at nodes, if any, where it may be larger, or where 13933.4. 4 `� T7G 5/25/01 stauways or the shuctural design of the building is such that a width of 12 feet is impossible ��-�� (including, without limitation a narrower width at building columns and at doonvays within the 340 Cedar Buildin� Buildin�, the Minnesota Bldg., and the Garage and for the pedestrian access route at the street level of the 340 Cedaz Building Building, the Minnesota Bldg_, and the Garage); as is otherwise provided by the E�ibits F and G(Easement Plan). 9. Easement Survev. The Port Authority shall, at its expense, cause the initial easements in the 340 Cedar Buildin� Building, the Minnesota Bldg., and the Gaza�e to be more particulazly described by rea stered land surveyors following completed construction of the public concourse access areas. 340 Cedaz Building, the Minnesota Bldg., and Hellen�ik shall have the right to review and approve any completed surveys for accuracy, and any errors shall be corrected at the Port Authority's expense. 10. Easements Public and Subiect to Law. The Port Authority, CCP, the 340 Cedar Building, the Minnesota Bldg., and Hellervik agree that the pedeshian concourse within the easements herein described, the adjacent access easements shall be designated as public easements, and that all ordinances of the City, which by force of law are applicable to the System, shall govem. 11. Waiver of Share in Datnaees. The City and the HRA hereby waives any right it may have to shaze in an awazd of damages in the event that a public body acquires all or any part of the previously mentioned 340 Cedar Building Building, the Minnesota Bldg., the Lot, and Gazage, by condemnation, or under tt�e threat of condemnation. Said waiver applies to the easements through the properties only and any condemnation shall be deemed regarding the fee title to be a ternrination of such easements but not to the skyway bridge or its end portions within respective air ri�hts easements, which shall be treated as t1�e "personal propezt�' of the City. 12. Ownership of Brid�e. It is agreed by and between the parties hereto that the skyway bridge between buildings sha11 at a11 times be owned by the City, and said skyway bridge shall not constitute properiy leased, loaned or otherwise made available to second parties, or any one of them (witivn the meaning of Chapter 2'72.01(2) of Minnesota Statutes), it being understood that said skyway bridge is intended to benefit the public generally. OPERATION. MAINTENANCE AND REPAIfZ 13. Port Authoritv Transfer of Plans, DrawinQS. Etc. The Port Authority and CCP shall deliver to 340 Cedar Building and Hellervik and to the City copies of all plans, specifications, drawings, operating manuals, written warranties, etc., and any other documents necessary or useful in the maintenance, repair and operation of the sh and the elechical, drainage, and HVAC facilities in and serving the skyway bridge. 14. Scope of Maintenance: Approvai of Modifications. The Crarage fiu agrees to provide the necessary repair, maintenance and operation of the skyway bridge and its integral parts, including electrical, drainage and HVAC faciliries in and serving the skyway bridge, at their sole expense, without cost to the City. Such maintenance shall be to a reasonable standazd of safety and cleanliness and shall include, but not be limited to, glass, floor, hazdware and metal trim cleaning, polishing, repair and replacement; roof maintenance; repainting; light bulb 13933.4. 5 �, , TJG 5/25/01 replacement and light fixture cleaning. Except for routine repairs and replacement or when an emergency situarion requires rapid acrion, the City shall be furnished with plans and � t' specifications for all additions, alterarions or repairs and repiacements to the skyway brid�e, which plans and specifications shall be subject to their reasonable and timely approvai or disapproval before commencement of the work contemplated therein. 15. 340 Cedar Buildine. Ivlinnesota Bld�. and Gara¢e Aereement to Maintain. The 340 Cedar Building, the Minnesota Bld�., and the Garage hereby agree to share on a 50 per cent, 25 per cent and 25 per cent allocation respectively the maintenance, operarion, insurance and repair costs and responsibilities for the skyway bridge, its integral parts and related equipment, all as more fully described in Secrion 14 hereof. ff a building is built on the Lot, the terrn skyway bridge shall be adjusted as set forth in Section i, and the allocation shall be adjusted such that the owner of the Lot and 340 Cedar Building shall each pay 25 percent of said costs, and Gazage and the Minnesota Bldg. shall each pay 25 per cent of said costs. The Garage shall perform the actual maintenance, operation and repair, atid the owner of the Garage shall perform such obligations. It is agreed that the Gazage will provide all necessary systems and equipment to adequately supply all HVAC, electrical and other operating utilities for said skyway bridge with the costs of maintaining, operating, insuring and repaiiing such systems and equipment to be shared as set forth above by 340 Cedar Buiiding, Minnesota Bldg. and Gazage and Lot if a building is built thereon as an operating expense. If such HVAC, electrical and other utilities are not separately metered, the costs of such services shall be equitably apportioned based on engineering studies or as the parties may otherwise agree. The shared costs shall be paid as follows: a. Prior to the beginning of each calendaz year, the Garage shall compute and deliver to the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if a payor, a bona fide estimate of the costs of providing services under this Section 15 and procuring the insutance and bonds required under Sections 19 — 21 hereo£ The 340 Cedar Building, the Minnesota Bldg: and Hellervik, if a payor, shall pay to the Gazage its shaze of such cost in equal monthly installments on or before the first day of each month of such calendar year. As soon as practicable after the end of each calendaz yeaz the Gazage shall deliver to the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if a payor, a written statement ("Annual StatemenY') setting out in reasonable detail the actual cost thereof and certified to be coaect by an officer or general partner, as appropriate. If the aggregate of the manthly installments actually paid by Gazage differs from the amount determined from the Annual Statement, the 340 Cedar Building, the Minnesota Bldg. and FIellervik, if a payor, shall pay or Garage as appropriate, shall refund the di£ference, as the case may be. For purposes of this Section, Hellervik is only a payor if and when a building is constructed on the I.ot. b. If during any calendar yeaz any major repairs or replacements to the skyway bridge aze necessary and aze not budgeted as part of the costs under Subsection 15(a), hereof the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if and when a building is constructed on the I.ot, shall pay to Garage as apportioned the 340 Cedaz Building, the IvIinuesota Bldg. and Hellervik's aliocated poxiion of such cost withisi 30 days of invoice therefore. Except in an emergency, Garage t3933.4. 6 ♦ � TJG 5@5/01 Minnesota Bldg. and Hellervik an estimate of the cost before commencing such work. �� 16. Maintenance of the Concourse and Camet. 340 Cedar Building hereby agrees to provide all repairs and maintenance to maintain the pedestrian concourse in or on the 340 Cedaz Building to a reasonable standazd of safety and cleauliness and to provide for the operarion for said pedestrian concourse; if and when a buildin� is consh'ucted on the L,ot property, Hellervik hereby agrees to then provide all repairs and maintenance to maintain the pedestrian concourse in or on the improvements constntcted on the L.ot property to a reasonable standard of safety and cleanliness and to provide for the operation for said pedestrian concourse; similarly the Gara�e so agrees with respect to the pedestrian concourse and the elevator and stairway complex on and within the Garage, and the Minnesota Bldg. so agrees with respect to the pedeshian concourse and elevator and stairway complex on and within the Minnesota Bldg.. Except for those repairs and replacements which aze (1) routine, (2) the result ofnormal wear and tear, (3) required by an emer�ency requiring rapid action, or (4) involve solely aestheric considerations relating to colors and surface finishes, City shall be furnished with both preliminary and final plans and specifications for all addirions, or repairs and replacements to the pedestrian concourse, which plans and specificarions shall be subject to their reasonable and tunely approval or disapproval before commencement of work contemplated therein. If the Port Authority, CCP, Minnesota Bldg. or 340 Cedar Building or Hellervik if and when a building is constructed on the Lot properiy uses or installs carpet or other less durable flooring material for concourse comdors, such carpet shall be replaced with new carpet or other material marching as closely as possible the original in quality at such intervals as may be determined jointly by the City, and the party responsible for replacing carpet in the applicable corridors. Such new carpet or other material to be submitted to City for its review and approval, which approval shall not be unreasonabiy withheld or delayed. Such review shall be limited to appearance and design in order to instue reasonabie uniformity for all parts of the skyway system, and to achieve the design identity, continuity, and ease of orientation necessary for the skyway system to function effectively. 17. Failure to Maintain: Remedies. If the Port Authority, CCP, Hellervik, the Minnesota Bldg. and 340 Cedaz Building fail to adequately to maintain, repair and operate the said skyway bridge or if any of them fail adequately to maintain, repair and operate the pedestrian concourse azeas through their respective properties to a reasonable standard of safety and cieuiliuess within 30 calendar days after receipt by the defaulting party or parties of written demand from the City specifying the actions to be taken, the City may undertake said reasonable and necessary maintenance, repair and operating tasks, and the cost by City for said maintenance, repair and operation shall be assessed to and shall be paid forthwith by the defaulting party or their sureties as applicable; provaded, however, that the City retains the right to assess such costs against the defauiting party as a local improvement in the manner provided by law. Notwithstanding the foregoing, if the condition which prompts the 30 day notice by the City cannot reasonably be remedied within 30 calendar days, then the 30 day period shall be extended by the City to such time as may be reasonable for curing the condition. 18. Advertising; Si�na¢e. The skyway bridge and pedestrian concourses, which are the subject of this Agreement, shall not be operated for the purpose of advertising the name of any product or business or any other commercial purpose except as may be pernutted under Sections 140.06 and 140.0'1 of the St. Paul Legislative Code. Signage identifying a tenant on a 73933.4. 7 • � TJG 5/25/Ol doorway or other entry from a skyway concourse shall not be deemed to be advertising. Permanent storefront signage shall not project out from the wall into the easement azea except as 8 l� subject to the reasonable approval of the City and the Port Authority before installation. Nothing herein contained shall prevent the installation and maintenance of skyway directional signs. Plans for all permanent si�age shall be submitted to City prior to sign construction and installation, and the City shall approve such plans if such si�nage is compazable to that existing elsewhere in the System, is not confusin�ly sunilar to the skyway directional si�s, and is consistent ��ith good design practices. SURE'I'Y BONDS AIv�D INSLTRANCE 19. $100 000 Suretv Bond• Contractor's Insurance. The Port Authority and CCP, at all times, shall each fiunish and maintain, or cause to be fumished and maintained, a surety bond for the skyway bridge to and in favor of the City, as obligee, conditioned that said entity shall indemnify and hold hannless the City against its respective share of all expenses and Iiability on account of all costs, claims, suits, and judgments arising out of or connected with the maintenance, operation and repair of the skyv✓ay bridge, its integrai parts and related equipment, and further conditioned upon CCP's and the Port Authority's, 340 Cedar Building's, Minnesota Bldg's. and Hellervik's complying with all terms and conditions expressed and contained in this Agreement as to maintenance, operation and repair of the skyway bridge, which surety bonds shall be in the amount of $100,000, shall be in such form as shall be approved by the City Attomey and shall have such sureties as shall be approved by the Director of Finance and Management Services for the City. The cost of such bonds shall be paid, respectively, by the owners of the 340 Cedar Building, Minnesota Bldg. and of the Gazage. If the Port Authority, CCP, Minnesota Bldg. and 340 Cedaz Building all agree, in lieu of the separate surety bonds required above, the parties may haue obtain one surety bond in the amount of $200,000 to and in favor of the City coverin� the surety bond obligation under tlus Section 19 for the Gazage, Minnesota Bldg. and the 340 Cedar Building Building, with the cost of such bond allocated and paid as an operating expense pursuant to Secrion 15 of this Agreement. The Port Authority and CCP shall procure from the general contractor and provide to the parties upon request, documentation evidencing that the general contractor is maintauung, throughout the entire period of conslruction and erection of the skyway bridge, such insurance as set forth in the plans and specificarions described in Section 1 herein, naming 340 Cedaz Building Minnesota Bldg., Hellervik and the abutting properiy owners to the skyway bridge as additional insured's as required by said plans and specifications, specifically in accordance with Section 4., General Conditions, and Section 6., Special Conditions of the construction contract. 20. Skvwav Hazazd Liabilitv Insurance Cost Shazed. Insurance required by Secrion 22 hereunder for hazard and liability for the skyway bridge shall be maintenance cost to be assuxned by the Gazage, which shall be shared in accordance with Section 15 as hereof, provided herein. 21. Concourse Hazard, Liabilitv Insurance. Insurance required hereunder for hazazd and liability for the azeas desi�ated as easements for access and the pedestrian concourse shall be a maintenance cost to be assumed by the Garage, the Mianesota Bldg. and by 340 Cedar 13933.4. 8 • � T�c snsioi Building for the portions of the pedestrian concourse located within the Gazage, the Minnesota Bld�. and the 340 Cedar Building Building, respectively. � l�� 22. Amount of Insurance. The Crara�e shall fumish and maintain public liability and casualty insurance coverage for the skyway bridge with all of the other parties naxned is additional insureds, and each of the other parties shall do so as to liability insurance for their respective portions of the pedestrian concourse, with a duly licensed insurance company, wherein the City shall be desi�ated as additional+ insured, said insurance containing the followin� minimum coverages: for pzoperty damage to the extent of �500,000.�0 in any single accident, for personal injuries, including death, $1,000,000.00 for each occurrence. Such m;nim�,m amounts shall be subject upon 60 days notice, to reasonable change by official action of fhe Council of the City of Saint Paul, in the event statutory municipal liability limits aze altered by legislation or judicial decision at any time after the date hereof. The casualty insurance shall have an ail-risk or physical loss coverage for replacement cost of the skyway bridge, as reasonably determined by the City from time to rime. • DIRECTIONAL SIGNS 23. Apnroval; Cost of Siens. The location of directional or other skyway signs that may be installed in the pedestrian concourse herein shall be determined by the City provided, however, that the Port Authority, CCP and 340 Cedar Building shall be entitled to notice of and a right to comment on any changes to such signage. The cost of installation, including electrical connections and mounting hazdware (pendants, or ceiling channel, and support above ceiling), shall be considered part of the cost of construction of the concourse, the liability for the payment of which shall be governed by pazagraphs 4 and 5 herein above. The cost of operating, maintauung and repairing. the directional signs shall be borne by the parties on whose properties or leaseholds, such signs are located. If the location of the pedestrian concourse public easement is changed, the said signs shall be moved accordingly, and the cost of moving and rei�stalling signs to a new easement area shall be borne by each building owner. If the si� moving or a change in the name of the Garage, the Minnesota Bldg., the 340 Cedar Building or the Lot requires a change in the sign face, the changes shall be made in a manner consistent with the graphic design system established for skyway signs, and the cost of such change shall be bome as provided in the immediately preceding sentence. BINDING OBLIGATIONS 24. Subiect to Citv Codes. The parties agree that in the construcrion, maintenance, repair and operation of the pedestrian concourses, they shall be bound by all City Codes and ordinances governing the System, insofaz as they are applicable by force of law. 25. Successors and Assiens Bound. The respective rights and obligations of the parties set forth in this Agreement sha11 be binding upon and inure to the benefit of the respecrive parties, their successors and assigns, and shall continue in force until such time as said System or that part herein provided for is vacated or abandoned in the manner pemutted by Iaw, or terminated in accordance with the Grant of Easement. 13933.4. 9 " TJG 5/25/Ol 26. Ag,reement Survives Convevance, Is Not Mer�ed. This Agreement shall sutvive �` 8-a `� conveyance and delivery of the Grant of Easement provided for herein and shall not be considered merged therein. 27. Owners Retain Propertv Riehts� ObliQations Conveved. The property owners herein reserve unto themselves the unconditional right and pritiilege of selling, conveyin� and transferring their abuiting and/or encumbered or involved real estate herein and assigning and transferring this A�eement to any other corporation, corporations, ixust, trusts, individual(s), partnerships or other form of venture. Tn the event of transfer of any property owner's interest in the properiy, the owner (seller) shall be freed and relieved, from and after the date of such transfer, of all liability as respects the performance of any covenants or obligations on the part of the owner (seller) contained in this Agreement thereafter to be performed; provided that owner's successor fully and without 1'unitarion assumes in writing all duties, responsibilities and covenants of the owner (seller) under this Agreement. For the purposes of this Section, "owner" shall include, hut not be limited to lessors, lessees, sublessors and sub lessees. 28. Effective Date of ObliQations - Skvwav. Seven (7) calendaz days after the issuance of the Written Notice of Final Inspaction by the City, and its fiimishing to the Port Authority, to CCP the Minnesota Bldg. and to the 340 Cedar Building the obligations and duties contaaned in Sections 15 — 17 - 19, and 22 hereof, as to said skyway bridge, shall become operative 29. Effective Date of ObliQations - Concourses. Upon substantial completion of the pedestrian concourse, City shall give written notice of such completion to the Port Authority, to CCP, the Minnesota Bldg., and to the 340 Cedaz Building. Seven (7) days thereafter, the obligations and duties contained in sections 19 and 22 hereof, as to said pedestrian concourse, and shall become operafive. All other obligations and duties aze effective upon the date of execution of this Agreement. 30. Notices - Address. Any notice to the parties hereunder shall be considered sufficiently delivered if mailed, by registered or certified mail, postage prepaid, as follows: a. To: City of Saint Paul Director, Departznent of Technology and Management Services, Real Estate Division 140 City FIall St. Paul, Minnesota 55102 .�. HI2A of the City of Saint Paul, Minnesota Executive Director Suite 1300 City Hall Annex 25 West Fourth Street St. Paul, Minnesota 55102 13933.4. 10 s TJG 5/25/01 b. To: Capital City Ventures, LLC �� Attention: John Rupp 340 Cedaz Street St. Paul MN 55101 c. To: Port Authority of the City of Saint Paul and/or Capital City Properties 1900 I,andmark Towers 345 St. Peter S�eet St. Paul, MN 55102 d. To: Hellervik Attention: I.owell W. Hellervik Unit ZS ' Pazk Towers Condominiums 54 E. Fourth Street St. Paul, MN 55102 e. To: Minnesota Bldg. Attention: John Rupp 40 E. Fourth Street St. Pau1, MN 55101 A party may, by written notice, designate a different address to which norices to it shall be directed. SAVINGS CLAUSE 31. Skvwav Policv. The General Policv Statement for the Construction of the Saint Paul Skvwav Svstem, adopted Mazch 10, 198'1, attached hereto as Elchibit J, is hereby incorporated into this Agreement and its terms shall be binding as to the bridge and concourse areas constructed pursuant to this Agreement. In the event any provision of the General Policy Statement conflicts or is inconsistent with this Agreement, this Agreement shall supersede and be controlling. 32. Caurions Headines or Titles. All captions, headings or titles in the paragraphs or secrions of this Agreement are inserted for convenience of reference only and shall not constitute a part of this Agreement as a limitation or enlazgement of the scope of the particular paragraphs or sections to which they apply. 33. 340 Cedar Buildin� and Gazage. All obligations of the 340 Cedar Building, the Minuesota Eldg., the Lot or the CTarage stated above shall inure to and be an operating expense of and the responsibifity of the legai or equitable owner of said 340 Cedaz Building, the Minnesota Bldg., the L.oY, and Garage. '13933.4. 11 r.rG sizsim � � _� � In Witness Whereof, the parties have caused this A�eement to be executed and delivered as of the day and yeaz fust above written. CITY OF SAINT PAUL, MINIQESOTA {SEAL): Approved as to form: By Its Mayor By Its Director, Office of Financial Services By Assistant City Attorney Its City Clerk #isoss �� -a��n�,t:sxy�y S-1 TJG 5/25/01 CAPITAL CITY VENTURES, LLC, a Minnesota limited liability company By Its Chief Manajer �__.�na l (` % ��,rrcr.r I,owell W. Hellervik D�d`��f�,�rt �c��,sv� M atherine Shea Hellervik MINNESOTA BLDG., LLC : Its � � �� l #15058 vl • Agreement:Skyv+ay S'_2 nc srzsioi CJ �-� PORT AUTHORITY OF THE CITY OF SALNT PAUL Its Chair Its Secretary CAPITAL CITY PROPERITES By_ Its ,�15058 vl - AgreemrntSkyway S'-3 TJG 5/25/O1 0� �� 5TATE OF MINNBSOTA COUi�TTY OF RAMSEY ) ) ss. ) On this � day of , 2001 before me, a Notary Public in and for said County, appeared , � �d to me personally lmown, who, being, by me duly sworn, did say that they aze respecfively the Mayor, Director, Office of Financiai Services aud City Clerk of the City of Saint Paul, Minnesota, a municipal corporation under the laws of the State of Minnesota, and aclaiowledged that said instrument was the free act and deed of said corporation. Notary Public #15058 vl - Agreemrnk'Skyway Acknowledgement-1 TJG 5/25/O1 STATE OF MINNESOTA COUNTY OF RAMSEY � ) ss. ) On this _ day of , 2001 before me, a I�TOtary Public in and for said County, appeared to me personally known, who, being, by me duly sworn, did say that is the Chief Manager of Capital City Ventures, LLC, a limited liability company under the laws of the State of Minnesota, and acknowiedged that said instrument was the free act and deed of said limited liability company. Notary Public H15058 vl - Ageement:Skyway Acl�owledgement-2 al-�'�� tre snsiot o} -�� 3TATE OF MINI�TESOTA COIINTY OF RAMSEY ) ) ss. ) On this f+�day of �uas— , 2001 before me, a Notary Public in and for said Couuty, appeared Lowell W. Iiellervik and Mary Catherine Shea Hellervik to me personaliy known, who, aclaiowledged that said instrument was their free act and deed. a-�- Notary Public THIS INSTRUMENT WAS DRAFTED BY: Terrence J. Garvey, Atty. No. 33674 1900 Landmazk Towers 345 St. Peter Street St. Paul MN 55102 av�" • �qARK YOUNG �°� ' 'z�^r" €a� � NOTAflY PUBLIC � M�NNESOTA ;� , � t �' H�NA1E1'IN COUN"(Y '• My Commission Expirea Jan. 31, 2005 nisoss �i - a�a�cs�. xen.ccv�u�re5. Acknowledgement-3 E�iibits: EXHIBIT A GARAGE LEGAL DESCRIPTION TIG 5/25/01 D 1 �� R15058 vl -Ag'eement:Skyway B - 1 TJG 5/25/O1 V��d i . . C �C3 340 CEAAR BUII.DING LEGAL DESCRIPTIO?�T f£I5058 v1 -Ageement:Skyway B � 2 r�G snsioi E�uszT c SURFACE LOT LEGAL DESCRIPT`ION 0 � ��a `� #Ii058 v] -AgeementSkyway C - 1 rJC snsioi ..1: 1 GARAGE EASEMENT PLAN ::ODMA\PCDOCS\SPPA\t5058\1 D - I TTG 5/25/O1 154571410 �i:�r:�r�� 340 CEDAR BL3II,DING EASEMENT PLAN E-1 0 � -d'�`� SlqwaY Agreement �t�� EXIIIBIT F GRANT OF EASEMENT WHEREAS, the Capital City Ventures, LLC, a 1'united liability corporation under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in Exhibit A, attached hereto, hereinafter called "Grantor's Property"; and WIIEREAS, Grantor has agreed pursuant to that Agreement dated , 2001 by and among the City of Saint PauI, Minnesota, Grantor, fhe Port Aufhoriry of the City of Saint Paul, Minnesota, L.owell W..Hellervik, and Mary Catherine Shea Heilervik his spouse, Minnesota Building, Inc., and Capital City Ventures, LLC., to grant to the City of Saint Paul, an easement for purposes of pedestrian ingress, egress and transit (all as described below) through Grantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the « NOW THEREFORE, in pursuance of that A�eement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby acimowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT PALTL, a Minnesota municipal corporation (the "Cit}��, an easement for public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Property and the structures thereon, described as: See Exhibit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such rime as "as builY' surveys have been completed to more particulazly and legally describe such easement area; all of which areas described and shown on Eachibit B shall be collectively referred to as the "easement area". Public use of the easement azea is expressly herein made subject to such reasonable police measures regazding open hours and closing any part or all of the easement azea within, on or over Grantor's Properry during non-business hours, and regazding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time detemune. The public's right herein to pedestrian ingress, egress and transit, in and through the easement area granted to the City herein, shall also be 1'united to the hours of 6 a.m. to 6 p.m., Monday tluough Friday, unless other operating hours are prescribed by City codes and ordinances, and such addirional hours as the parties may from time to time agree, subject to the general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shali not restrict City's easement interest, but shall affect only the public's rights to pedestrian ingress, egress and transit in the City's easement during the hours so agreed or legislated. #15058 vl -AgreementSkyway F - 1 a � •� Notwithstanding anything to the contrary herein, the easement granted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The � of easement herein shall be subject to the ri�aht of the Grantor to chan�e the location of the easement condirioned upon the �ant of a new easement which shall permit the continuity o£ the System, and on the further condition that the new easement area shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the further condition that no change in the easement Iocation shall be made without the approvaI of fhe Cify of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the fiuther condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expen�e of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shali terminate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or disconrinued in the manner perxnitted by law. B. In the event the building(s) in, upon or over which the easement area is located shall be substantially destroyed or demolished and such buildings shall not be repaired or reconstnzcted; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without further consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event The easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shali fiuvish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it baing understood that the aforesaid covenant shall run with the land. TO HAVE AND TO IiOLD said easement for pedeshian ingress, egress and transit until the System is vacated or abandoned in the manner pemutted by law or ternunated, in accordance herewith. k75058v1-AgreementSkywaY �'^• ' 2 o � -�' � IN WTI'I�TESS WHEREOF, Grantor has hereunto set its hand this day of , 2001. Capital City Ventures, LLC By Its STATE OF MINNESOTA ) ): SS COUNTY OF RAMSEY ) On this day of , 2001 before me, a Notary Public in and for said County, appeared to me personally lrnown, who, being, by me duly sworn, did say that is tY�e Chief Manager of Capital City V entures, LLC, a lnnited liability company under the laws of the State of Minnesota, and acknowledged that said instruuient was the free act and deed of said limited liability company. Nofary Pubiic #15058 vl -Agreemenc$k}�ay F - 3 o�-�'`� JOIIVDER OF HELLERVIK Hellervik, hereby joins in this Grant of Easement and subordinates its interest in Grantor's Properry to the terms and provisions thereof. �C7 i,uz"'C C I,owell �'J. H 1 rvik "/J/�n.�i L�� r ��l%��-G'CPiL�/'�.�i � therine Shea Heilervik �� STATE OF MINNESOTA ) ) ss. COLTN"I'Y OF RAMSEY ) On tlus � day of TfJ+�P <— , 2001, before me, a Notary Public in and for said County, appeazed I,owell W. Heliervik and Mary Catherine Shea Hellervik to me personally known, who, aclmowledged that said inshvment was their free act and deed. Notary Public � " � MARK YOUNG � NOTABY PUBLIC • }AINNESOTA r"� � HENNEPIN COURTY �,�M �}dy Commbsion Expires Jan. 3t, 2W5 #15058 vl - A@eeurenC$kyw. Hell.CCVwnues. £i - 4 71 \-�'� EXHIBIT G GRANT OF EASEMEI�TT WFiEREAS, the Port Authority of the City of Saint Paul, Minnesota, a body politic and corporate under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in E�ibit A, attached hereto, hereinafter called "Grantor's Propert�'; and WHEREAS, Grantor has ageed pursuant to that Agreement dated , 2001 by and among the City of Saipt Paul, Minnesota, Grantor, the Housing and Redevelopment Port Authority of the City of Saint Paul, Minnesota and Degree Associates, LLC to grant to the City of Saint Paul, an easement for purposes of pedesh ingress, egress and transit (all as described below) through Grantor's Property for the pedeshian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby aclrnowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT PALTL, a Minnesota municipal corporation (the "Cit}�'), an easement for public pedestrian ingess, egress and transit, (a11 as described below), and through the Grantor's Property and the structures thereon, described as: See Exhibit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such time as "as builY' surveys have been completed to more particularly and legally describe such easement area; all of which azeas described and shown on Exhibit B shall be collectively referred to as the "easement azea". Public use of the easement area is expressly herein made subject to such reasonable police measures regazding open hours and closing any part or all of the easement azea within, on or over Grantor's Property during non-business hours, and regarding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time determine. ,,,..,.., The public's right herein to pedestrian ingress, egress and transit, in and through the�;�;�'�;�;�;�;� easement area granted to the City herein, shall also be limited to the hours of 6 am. to 6 p.m.�!� Monday through Friday, unless other operating hours aze prescribed by City codes and: •�' �' •' •; •: •; • ordinances, and suck additional hours as the parties may from time to time agree, subject to the:•:•:•:•:•:•:•: general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not resirict City's easement interest, but shall affect only the public's rights to pedestrian ingress, egress and transit in the Cit}�s easement during the hours so agreed or legislated. #13933v5-A�eemrnt5kywaylowellH<➢rnick/U-C7ub G-1 � l -�� Notwithstanding anything to the contrary herein, the easement granted herein shall oniy be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The �ant of easement herein shall be subject to the right of the Grantor to change the locarion of the easement conditioned upon the grant of a new easement which shall permit the conrinuity of the System, and on the fiuther condition that the new easement azea shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the fiuther condirion that no change in the easement location shall ba made without the approvai of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or condirioned, and, on the fiuther condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expense of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shall terminate upon the happening of either of the following events: A. In the event any easement �anted herein is vacated, abandoned or discontinued in the manner permitted by law. B. In the event the building(s) in, upon or over which the easement azea is located shall be subsfantially destroyed or demolished and such buildings sha11 not be repaired or reconstructed; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without further consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shall fixmish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it being understood that the aforesaid covenant shall run with the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit unril the System is vacated or abandoned in the manner permitted by law or terminated, in accordance herewith. K73933v5-AgreementSkywaylowellHe➢ervick/[i-Club G' _2 o t �� IN WITNESS WHEREOF, Grantor has hereunto set its hand this day of , 2001. PORT AUTHORITY OF TI� CITY OF SAII�TT PAUL Its Chair Its Secretary STATE OF MINNESOTA ) ) ss. COUNTY OF RAMSEY ) On this _ day of , 2001 before me, a Notary Public in and for said County, appeared W. Andrew Boss and Joan Grzywinski to me personally known, who, being, by me duly swom, did say that they are respectively the Chair and Secretary of the Port Authority of the City of Saint Paul, a public body politic and corporate under the laws of the State of Minnesota, said Grantor, and aclrnowledged that said instrument was the free act and deed of said Grantor. Notary Public a13933 v5 -AgemientSkyway lowell Hellervick/f7-Club U` - 3 D � -��L .: ��:� GENERAL POLICY STATEMENT FOR TI� CONSTRUCTION OF TI� SAINT PAUL SKYWAY SYSTEM. ADOPTED MARCH 10. 1987 K33933v5-Agreement5kyuaylowc➢Hellervick/U-Club H-1 .:��: CONST'RUCTION SCHEDULE �� t3933 v5 -AgeemenCSlcyway lowell He➢avick/(7-Ctub I_ 1 Return copy to: O! 1 i V 1 1� !'1 � Real Estate Division 140 City Hall Presented By Referred To Council File # O l —�09 Green Sheet # �(� �`] � Committee: Date i WHEREAS, The Port Authority of Saint Paul is in the process of constructing the Capital City Plaza Ramp, z located on the block bounded by Cedar Street, Keliogg Blvd., Minnesota Street and Fourth Street; and a WHEREAS, the new parking ramp shall be served by two new skyway bridges located over Cedar Street and Fourth Street; and WHEREAS, the City desires to extend the Pedestrian easements access of the a skyway system to this new Ramp development; now be it �o RESOLVED, that the proper City official are hereby authorized to execute agreements entitled: "Agreement � i Regarding Construction, Maintenance and Operarions of a Skyway Bridge over Fourth Street Between Cedar tz Sireet and Minnesota Street and Associated Pedestrian Concourses' ; Agreement Regarding Construction, is Maintenance and Operations of a Skyway Bridge over Cedaz Street Between Fourth Street and Kellogg Blvd. �a and Associated Pedestrian Concourses". 15 16 Requested by Departrnent of: Adopted by Council: Date �' a a �� Adoption Certified by Council Secre ry By: "�� . a . � - Approved by Mayor: Date /� �'L By: Technoloev & Mana¢ement Services By: ��.Ge/� 1 67 L^�i�� v�/Director Form Approved by City Attorney g By: -�� icn.�..�-- "� —f T- v f Approved by Mayor for Submission to Council sy: ,�c ..� T.M.S./REAL ESTATE DIVISION Date: July 5, 2001 Green She t Number: 111871 � ootact Person and Phone Number. � EPAR7'AlENT DIItECi R CITY COUNCQ, O _ O Dave Nelson 266$860 Real Estate of TMS ;\ �� 1 ATTORNEY � CLERK T-V� UDGETDII2ECIOR 2 FFtCEOFFINANC7ALSVCS. ust be on CONSENT Council Agenda bY� . 3 YOR(ORASSISI'AN'n 4 COL:NCII. RESEARCH OTAL # OF SIGNAT[JRE PAGES 1 (CLIP ALL LOCATIONS FOR SIGNA"1"URE) �, CITON REQUESTED: Submit to the City Council for approval a Council Resolntion authorizing the proper City Officials to sign two agreements entitled: 1. "Agreement Regarding Constrac6on, Maintenance and Operations of a Skyway Bridge „ over Fourth Street Between Cedar Street and Minnesota Street and Associated Pedestrian Concourses"; 2. Agreement Regarding Construction, Maiutenance and Operations of a Skyway Bridge over Cedar Street „ Beriveen Fourt6 Street and Kellogg Blvd. and Associated Pedestrian Concourses". Attachments: Resolution for : submission; Map depicflng the new Skyway Sridge locafions. COMMENDATIONS: APPROVE (A) OR REJECT (R) ERSONAL SERVICE CONTRACTS MiJST ANSW ER THE FOLLOWING: i. Ras the person/firm ever worked under a contract for this department? YES NO PLANN01'GCOhNllSS10N A S'IAFF � . Has this person/firm ever beeu a Ciry employee? YES NO r C1V4. SERV[CE COMhll55ION . Does [his persoNfirm possess a skill not normaliy possessed by any YES NO current City employee? CB COhAU't"IgE Explain all YES answers on a separare sheet and attach. UPPORTS WH[CH COUIVC[L OBJECI'iVE? � COUNCIL WA2D(S) 2, DISTRICT PLANNING COUNCIL 17 NITIATING PROBLEM, ISSUE, OPPORTUNTTY (Whq What, When, Where, Why?): �; Construction of two new skyways bridges in downtown Saint Paul: Crossing Cedar Street between Kellogg Blvd and 4th Street; Crossing 4th Street between Cedar Street and Minnesota Street. VANTAGESIFAPPROVED: Permits the legal authority of the City to extend the skyway system to a new block in downtown Saint Paul. The - agreements provide the City easement rights and specifies the operarions and maintenance responsibilities of th abutting property owners. ' ISADVANTAGESIFAPPROVED: None. ° ISADVANTAGESIFNOTAPPROVED: The City would not possess the legal right to provide ingress and egress to the public for the purpose of edestrian travel. OTAL AMOUN'C OF 1RANSACTION: NO COS1 t0 tI1C CIY�' COST/REVENUE BUDGETED (CII2CLE ONE) YES NO � UNDINGSOURCE: ACTIVII'YNUMBEIF � "'��-'""` ` —" " - - - '^ � nNC�u, mFO�Tiox: �r[am� �o€mc� R�asch Center � �•. ��; �Rt �� ';c �r � � � /�r r� � k" t: � �': , �.. � _ " T7G 6/28/01 �� D� Agreement Regarding Constructian, Maintenance and Operation of a Skyway Bridge Over Cedar Between Fou.rth Street and Kellogg ; ar�d Associated Pedes�rian To Capital City P ,� � : � : �, e City of Saint Paul; Honor Building, LLC .YI4533 v3 - Ageement: Skywny v6 TJG 6/28/Ol CONTENTS OF AGREEMENT TOPIC D t -�°� PAGE BRiDGE CONSTRUCTION AND COST RESPONSIBILITIES .......................................2 1. Design and Construcrion .................................................................................................................................... 2 . Bridge FIVAC, Lighting, Drainage Systems ..............._....................................................................................2 3 . Authority's Assignmenf of Warranfies .............................................................................................................3 PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS ......................................3 4 . Concourse Access ................................................................................................................................................ 5. Concourse Construction ..................................................................................................................................... EASEMEN'TS At�D HOURS 6. Grant oFEasement and Hours ........................................................................3 7. Easement Description ......................................................................................................................................... 8. Width of Easement ............................................................................................................................................. 9. Easement Survey ................................................................................................................................................. 10. Easements Public and Subject to Law ............................................................................................................ 11. R'aiver of Share in Damages ............................................................................................................................A 12. Ownership of Bridge ........................................................................................................................................ OPERATION, MAINTENANCE AND REPAIR .......................... 13. Port Authority Transfer of Plans, Drawings. Etc ............................ 4 14. Scope of Maintenance: Approval of Modifications .............................:.........................................................5 15. Port Authority, Degree and Port Authority Agreement to Maintain ....................................»....................5 16. Maintenance of the Concourse and Carpet ............................................_..............................._...........»........6 17. Failvre Yo Maintain; Remedies ........................................................................................................................ 18. Advertising; Signage ......................................................................................................................................... Y.14533 v3 - Ageemenk Skyway v6 TJG 6/28/01 U t -��`� SURE "fY BONDS AND INSURANCE ..............................................................................7 19. $100,000 Surety Bond; Contractor's Insurance .............................................................................................7 20. Skyway Hazard, Liability Insurance Cost Shared .........................................................................................7 21. Concourse Hazazd, Liability Insurance ................................................._........................................_............. 22. Atnount of insurance........_ .............................................................................................................................. DiRECTIONAL .................................................................................................... 23. Approvai; Cast of Signs ................................................................................................................................... 8 BINDING OBLIGATIONS ..........:..................................................................................... 24. Subject to City Codes ....................................................................................................................................... 25. Successors and Assigns Bound ..................................................................................................•••.................... 26 . Agreement Survives Conveyance, Is Nat Merged ..........................................................................................9 27. OWNERS RETAIN PROPERTY RIGHTS; OBLIGATIONS CONVEYED .................9 28. Effeafive Date of Obligations - Skyway 29. Effeetive Date of Obligations - Concourses ....................................................................................................9 30. Notices - Address .............................................................................................................................................. SAVINGS CLAUSE ....................................................................................................... 31. Skyway Policy ................................................................................................................................................. 32. Captions, Headings, or Tit►es ................................................»....................................................................... 33. Hotel and Garage ........................................................................................................... E�rhibit A- Garage Legal Description ........................................................................................ A-1 E�ibit B- Hotel Legal Descriprion ............................................................................................B E�ibit C- Degree Building Legal Description ...........................................................................C-1 Exhibit D- Garage and Easement Pian ....................................................................................... D-1 E7chibit E- Degree Building Easement P1an ................................................................................E-1 E�ibit F- Crrant of Easement ..................................................................................................... F-1 Eachibit G- Grant of Easement .................................................................................................... G-1 Exhibit H- General Policy Statements for the Construction of the Saint Paul Skyway System, Adopted 10, 1987 .......................................................................................... H-1 E�ibit I - Consirucrion Schedule .................................................................................................I �t 4533 v3 - Ageement: Skyway v6 t SKYWAY AGREEMENT �t-F�q THIS AGREEMENT is made and entered into this day of 2001, by and amon� the CTTI' OF SAINT PAUL, a municipal coiporation, hereinafter referred to as the "Cit}�'; the PORT AUTHORITY OF 'IT� CITY OF SAINT PAUL, a body politic and corporate under the laws of Minnesota, hereinafter referred to as the "Port Authorit�'; Capital City Properties, a non-profit corporation under the laws of Minnesota hereinafter referred to as "CCP", and Degree of Honor Building, LLC, a Minnesota 1'united liability company, hereinafter referred to as "De�ee". WITNESSETH: WHEREAS, the City of Saint Paul and the HI2A, through the Downtown Urban Renewal Project, Minn. R-20, undertook to develop a pedestrian skyv✓ay system within the Downtown Central Business District, hereinafter refened to as the "System"; and WHEREAS, the HRA, pursuant to Chapter '164, Laws of Minnesota 1973, is authorized to operate the System; and WHEREAS, the City has transferred responsibility for the Skyway system from the HI2A to the Real Bstate Division of the Department of Finance; and WHEREAS, the Port Authority and CCP own part of the block bounded by Cedar Street, Minnesota Street, Fourth Street, and Kellogg Boulevard (the "Development Block"); and WHEREAS, the Port Authority and CCP will construct an approxixnately 1,000-caz public pazking facility, (the "Garage") on that portion of the Development Block legally described on E�ibit A attached hereto; and TJG 6/28/Ol WHEREAS, the Port Authority and CCP own the Radisson Hotel (the "Hotel'� legaliy described in E�ibit B attached hereto. WIiEREAS, Degree is the owner of the Degree of Honor Building located at 325 Cedaz 5treet (the "Degree Building") on the properry legally described on Exhibit C attached hereto; and WHEREAS, this Agreeznent touches and concerns the Garage and the Hotel, legally described in Exhibit A and B attached hereto, and the Degree Buiiding, which is legally described in E�ibit C attached hereto; and WHEREAS, Degree, the City, the HRA, and the Port Authority agree to the construction of a skyway pedestdan bridge across Cedar Street from the Degree Building to the Garage (sometimes referred to herein as the "bridge" or the "skyway bridge"�; and 14533.3. �� , <. WHEREAS, the parties hereto believe it to be desirable that the System be extended by public easement through the De�ee Buiiding to and through and to the Gazage and to fhe Hotel by construction of the skyway bridge across Cedar Street and declate their intention to so extend the System; and WHEREAS, the said extension of the System necessit2tes pedestrian ingress, e�ess and transit through certain portions of the Degree Building, the Hotel and the Garage; and WF3EREAS, all parties hereto aze desirous of the construction of the skyway bridge over Cedar Street; and VJHEREAS, substanrial public monies will be expended for the design and conshuction of the skyway bridge connecting the-Garage to the Degree Building and the Hotel; and WHEREAS, a benefit will inure to the respective parties by vntue of being linked to the System; NOW, T'I�REFORE, BE IT RESOLVED AND AGREED TO BY THE PARTIES HERETO AS FOLLOWS: BRIDGE CONSTRUCTION AND COST RESPONSIBII,TTIES 1. Desi�n and Construcrion. The Port Authority and CCP agree to cause to be constructed a skyway bridge connecting the Gazage with the Degtee Building, including necessary support siructures and a penetration into the Degree Building, in accordance with the plans and specifications prepazed by Palanisami and Associates Arclutects and approved by Degree and by the Port Authority and CCP. Any subsequent changes to such pians and specifications shall be submitted by certified mail return receipt requested to Degree and to the Port Authority and CCP for approval, which approval may not be withheld unreasonably and shall be deemed given if no response has been received by the Port Authority within ten (10) days following receipt date of subxnission to Degree. The Port Authority will construct any mechanical, electrical and drainage systems, installations and connections, which aze shown in the approved plans and specifications to be part of the construction, contract. The Port Authority and CCP each agree to pay the cost of design and construction of such skyway bridge. The costs for the provision of necessary bridge support struchue and utility and FiVAC connections in and to the Cazage shall be the obligation of the Port Authority and CCP. The parties to tYus Agreement aclaiowledge and represent to one another that they aze familiaz with the skyway and concourse construcrion schedule attached hereto as E�ibit I. The parties agree to grant such access to their respective properties as is reasonably necessary to accommodate such schedule. TJG 6/28/Ol 2. BridQe HVAC LiehtinQ Draina�e Svstems. Said Skyway Bridge shali inciude the necessary mechanical and electrical equipment for heating, ventilating and air conditioning ("FIVAC"), lighting and roof drainage. The elecirical, mechanical and roof drainage systems (including HVAC) of the bridge shall be tied into the respective systems of the Garage. The said skyway bridge shall include integrated supports inclusive of finishes, a lineaz metal ceiling, 14533.3. O �-�� T�c 6nsioi catpeted floors, triple insulated glass to the extent glass is used to enclose said skyway bridge, p\- S' and automatic slidin� glass doors at both ends of the bridge. The bridge costs in this paragaph are a part of the total design and construction costs for the bridge. 3. Port Authoritv's Assi¢nment of Warranties. The Port Authority will include a provision in its contract for the construction of the skyway bridge whereby the contractor consents to the assiEnment of warranties to Degree, and the Port Authority upon request shall assign such warranties to Degrae upon approved contract compietion without relinquistung its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecution of lawful and praper claims such owners may later assert against the contractor(s) or others arising from faulty desi� or construction of the skyway bridge. Port Authority a�ees to assign to Degree, upon request, all warranties on machinery and equipment, if any, installed in connecrion with the bridge construction, without relinquishing its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecurion of lawful and proper claims which may later be asserted against the vendors or others arising from faulty desi� or manufacture of such machinery and equipment. PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS 4. Concourse Access. The Port Authority and CCP shall at their expense construct and be responsible for skyway pedestrian concourses in the Deg'ee Building, and for skyway vertical access facilities in the Garage and in the Hotel, respectively, in accordance with this Agreement, and the General Policv Statement for the Construction of the Saint Pau1 Skvwav S sv tem, adopted Mazch 10,1987. The location and physical dimensions of vertical access facilities and pedestrian concourses shall be described and shown on Exhibits D and E attached hereto. 5. Concourse Construction. All costs and expense in connection with the conshuction and extension of the pedeshian concourses and verticai access faciliries described above, shali be borne by the Port and CCP for the facilides located within the Degree Building, the Port Authority and CCP for the facilities located within the Gazage, and by the Port Authority and CCP for the facilities located within the Hotel. EASEMENTS AND HOURS 6. Grant of Easement and Hours. The Port Authority, CCP and Degree hereby agree to grant to the City of Saint Paul a public easement for the padeshian skyway system through the Hotel, the Garage and the Degree Building located in accordance with E�ibits D and E attached hereto. Said easements to be granted sha11 be in the form attached hereto as Exhibits F and G and shall grant to the public the right of use of said pedestrian skyway system through the Degree Building, the Garage and the Hotel for purposes of pedestrian ingress, egress, and transit, except for such reasonable police measures regarding open hours and closing all or part of the concourse through their properry as the City may, by ordinance, from time to time deternune, or regarding public conduct therein as may be prohibited by skyway ordinance, as it may be amended from time to time. It is agreed by all parties that the skyway bridge herein and the new pedeshian 14533.3. �� TJG 6/28/O1 concourses provided for in the Garage, the Degree Building shall be open for public ingress, �\-� � egress and transit iiurin� the times required under City codes and ordinances, provided that after- hours emergency egess from the skyway system as may be required by code shall be available from the skyway bridge and pedestrian concourse through elements of the pedeshian skyway system on adjoining properties; but nothing herein shall prohibit the respective property owners from opening such facilities for longer hours. These hours aze subject to revision by mutuai a�eement and subject to the general power of the City to prescribe System hours by ordinance. 7. Easement Description. The new public easement through the Degree Buiiding and the Garage shall be in accordance with E�ibit F, and the new public easement through the Degree Building and the Hotel shall be in accordance with E�ibit G. 8. Width of Easement. The public easements provided for herein shall be continuously at least 8 feet in width,in tl�e Degree Building and 12 feet in width in the Hotel and the Gazage, except at nodes, if any, where it may be larger; or where stairways or the structural design of the building is such that a width of 12 feet is impossible (including, without limitation a narrower width at building columns and at doorways within the Degree Building and the Garage and the Hotel and for the pedestrian access route at the street level of the Hotel, and the Garage); as is otherwise provided by the Exhibits A and E(Easement Plan). 9. Easement Survev. The Port Authority may, at its expense, cause the initial easements in the Degree Building and the Garage and in the Hotel, to be more particularly described by registered land surveyors following completed construction of the public concourse access azeas. Degree has the right to review and approve any completed surveys for accuracy, and any errors sha11 be conected at the Port Authority's expense. 10. Basements Pubiic and Sub}ect to Law. The Port Authority, CCP, and Degree agree that ffie pedestrian concourse within the easements herein described, and the adjacent access easements shall be designated as public easements, and that all ordinances of the City, which by force of law are applicable to the System, shail govem. 11. Waiver of Share iu Dama¢es. The City and the I�RA hereby waives any right it may have to shaze in an award of damages in the event that a public body acquires all or any part of the previously mentioned Degree Building, Gazage or Hotel by condemnation or under the threat of condemnation. Said waiver applies to the easements tt�rou� the pmperties but not to the skyway bridge or its end portions within respective air rights easements. 12. Ownerslu� of Bridee. It is agreed by and between the parties hereto that the skyway bridge between buildings shall at all times be owned by the City, and said skyway bridge shall not constitute property leased, loaned or otherwise made available to second parties, or any one of them (within the meaning of Chapter 272.01(2) of Mnmesota Statutes), it being understood that said skyway bridge is intended to benefit the public generally. OPERATION. MAINTENANCE AND REPAIR 14533.3. �� TJG 6/28/O1 c� �-�o`l 13. Port Authoritv Transfer of Plans. Drawin�s. Etc. The Port Authority and CCP shall deliver to Degree and to the City copies of all plans, specifications, drawings, operating manuals, written warranties, etc., and any other documents necessary or useful in the maintenance, repair and operation of the structure and the electrical, drainage, and HVAC facilities in and serving the skyway bridge. 14. Scope of Maintenance: Apnroval of Modifications. The Hotel and Garage fiirther agree to provide the necessary repair, maintenance and operation of the skyway bridge and its inte�al parts, including electrical, drainage and HVAC facilities in and serving the skyway bridge, at their sole expense, without cost to the City. Such maintenance shall be to a reasonable standazd of safety and cleauliness and shall include, but not be limited to, glass, floor, hardwaze aud metal trun cleaning, polishing, repair and replacement; roof maintenance; repainting; Iight bulb replacement and light fixture cleaning. Except for routine repairs and repiacement or when an-emergency situation requires rapid action, the City shall be fiunished with plans and specifications for all additions, alterations or repairs and replacements to the skyway bridge, which plans and specifications shall be subject to their reasonable and timely approval or disapproval before commencement of the work contemplated therein. 15. Hotel and Gara e A eement to Maintain. The Hotel and the Gazage hezeby agree to shaze equally the maintenance, operation, insurance and repair costs and responsibilities for the skyway bridge, its integral parts and related equipment, a11 as more fully described in Section 14 hereof. The Garage shali perform the actual maintenance, operation and repair, and the owner of the Garage shall perform such obligations. It is agreed that the Garage will provide all necessary systems and equipment to adequately supply ali HVAC, electrical and other operating utilities for said skyway bridge with the costs of maintaining, operating, insuring and repairing such systems and equipment to be shazed by Hotel and Gazage as an operating expense. If such HVAC, electrical and other utilities are not separately metered, the costs of such services shall be equitably apportioned based on engineering studies or as the parties may otherwise agree. The shared costs shall be paid as follows: 14533.3. a. Prior to the beginning of each calendar yeaz, the Garage shall compute and deliver to the Hotel a bona fide estimate of the costs of providing services under ttris Secrion 15 and procuring the insurance and bonds required under Secrions 19 - 21. The Hotel shall pay to the Garage its share of such cost in equal monthly installments on or before the first day of each month of such calendar yeaz. As soon as practicabie after the end of each calendaz yeaz the Gazage shall deliver to the Hotel a written statement ("Annual StatemenY� setting out in reasonable detail the actual cost thereof and certified to be correct by an officer or general partner, as appropriate. If the aggregate of the monthly installments actually paid by Garage differs from the amount deternuned from the Annual Statement, the Hotel shali pay or Garage as appropriate, shall refund the difference, as the case may be. b. If during any calendaz yeaz any major repairs or replacements to the skyway bridge aze necessary and aze not budgeted as part of the costs under Subsection 15(a), the Hotel shall pay to Gazage as appropriate the Hotel's allocated portion of �,, i TJG 6/28/Ol such cost within 30 days of invoice therefore. Except in an emergency, Garage �� shall furnish the Hotel an estimate of the cost before commencing such work. c. In the event that the Degree of Honor Building LLC is assessed for any maintenance costs related to the skyway bridge, or such costs are otherwise imposed, Crara�e and Hotel shall defend and indemnify Degree of Honor Building LLC from and for such costs provided that Degree of Honor Building LLC timely notifies Garage and Hotel of the assessment or imposition. 16. Maintenance of the Concoiuse and Carpet. Degree hereby a�ees to provide all repairs and maintenance to maintain the pedeshian concourse in or on the Degree Building to a reasonable standard of safety and cleanliness and to provide for the operation for said pedestrian concourse; and sunilazly the Garage so agrees with respect to the pedestrian concourse and the elevator and stairway complex on and within the Garage. Except for those repairs and replacements which aze (1) routine, (2) the result of normal wear and tear, (3) required by an emergency requiring rapid action, or (4) involve solely aesthetic considerations relating to colors and surface finishes, City and the HRA shall be fiunished with both preliminary and final planc and specifications for all additions, or repairs and replacements to the pedestrian concourse, which plans and specificarions shall be subject to their reasonable and timely approval or disapproval before commencement of work contemplated therein. Lack of action on the part of the City or the HI2.A. to approve or disapprove such plans or specifications, whethar preliininary or final within 10 business days after receipt of such plans and specifications shall be deemed approval. If the Port Authority, CCP or De�ee uses or installs carpet or other less durable flooring material for concourse corridors, such carpet shall be replaced with new catpet or other material marching as closely as possible the original in quality at such intervals as may be deternuned joinfly by the City, the HRA, and the party responsible for replacing carpet in the applicable corridors. Such new carpet or other material to be subu�itted to City for its review and approval, which approval shall not be unreasonably withheld or delayed. The parties agree and aclmowledge that the current catpet in place in the Degree of Honor Building is acceptable in quality. Such review shall be limited to appearance and design in order to insure reasonable unifornuty for all parts of the skyway system, and to achieve the design identity, continuity, and ease of orientation necessary for the skyway system to function effectively. 17. Failure to 1Vlaintain: Remedies. If the Port Authority, CCP and Degree fail adequately to maintain, repair and operate the said skyway bridge or if any of them fail adequately to maintain, repair and operate the pedestrian concourse areas through their respective properties to a reasonable standard of safety and cleanliness within 30 calendar days after receipt by the defaulting parry or parties of written demand from the City specifying the acrions to be taken, the City may undertake said reasonable and necessary maintenance, repaix and operating tasks, and the cost by City for said maintenance, repair and operation sha11 be assessed to and shali be paid forthwith by the defaulting parry or their sureties as applicable; provided, however, that the City retains the right to assess such costs against the defaulting party as a local improvement in the manner provided by law. Notwithstanding the foregoing, if the condirion which prompts the 30 day notice by the City cannot reasonably be remedied within 30 calendaz days, then the 30 day period shall be extended by the City to such time as may be reasonabie for curing the condition. 14533.3. ��; _ , TJG 6/28/Ol a 1-a�� 9 18. Advertisine; SienaQe. The skyway bridge and pedestrian concourses, which are the subj ect of this A�eement, shall not be operated for the purpose of advertising the name of any product or business or any other commercial purpose except as may be pemutted under Sections 140.06 and 140.07 of the St. Paul Legislative Code. Signage identifying a tenant on a doorway or other entry from a skyway concourse shall not be deemed to be advertising. Permanent storefront signage shall not project out from the wall into the easement azea except as subject to the reasonable approval of the City and the Port Authority before installation. Nothing herein contained shall prevent the installation and maintenance of skyway directional si�s. Planc for all permanent si�age shall be submitted to City prior to sign construction and installarion, and the City shalI approve such plans if such signage is comparable to that existing elsewhere in the System, is not confusingly similaz to the skyway directional signs, and is consistent with good desi� practices. SURETY BONDS AND INSUR.ANCE 14. $100,000 Suretv Bond; Contractor's Insurance. The Port Authority and CCP, at a11 times, shall each fiunish and maintain, or cause to be furnished and maintained, a surety bond for the skyway bridge to and in favor of the City, as obligee, conditioned that said enrity shail indemnify and hold harmless the City against its respective share of all expenses and liability on account of all costs, clauns, suits, and judgments arising out of or connected with the maintenance, operation and repair of the skyway bridge, its integral parts and related equipment, and further conditioned upon CCP's and the Port Authority's, Degree's complying with all terms and conditions expressed and contained in this Agreement as to maintenance, operation and repair of the skyway bridge, which surety bonds shall be in the amount of $100,000, shall be in such form as shall be approved by the City Attorney and shall have such sureties as shall be approved by the Director of Finance and Management Services for the City. The cost of such bonds shall be paid, respectively, by the owners of the Hotel and of the Garage. If the Port Authority, CCP and Degree all agree, in lieu of the separate surety bonds required above, the parties may have obtain one surety bond in the amount of $200,000 to and in favor of the City covering the surety bond obligafion under ttus Secrion 19 for the Gazage, the Hotel and the Degree Building, with the cost of such bond allocated and paid as an operating expense pursuant to Section 15 of this Agreement. The Port Authority and CCP shall procure from the generai contractor and provide to the parties upon request, documentation evidencing that the general contractor is maintaining, throughout the entire period of construction and erection of the skyway bridge, such insurance as set forth in the plans and specifications described in paragraph 1 herein, naming Degree and the abutting properiy owners to the skyway bridge as addirional uvsured's as required by said plans and specifications, specifically in accordance with Section 4., General Conditions, and Section 6., Speciai Condirions of the construction contract. 20. Skvwav Hazazd, Liabilitv Insurance Cost Shared. Insurance required by Section 22 hereunder for hazard and liability for the skyway bridge shall be a maintenance cost to be assumed by the Hotel and the Gazage, wluch shail be shared in accordance with Section 15 as, provided herein. �4533.3. �� ! TJG 6/28/O1 2L Concourse Hazatd. Liabilitv Insurance. Tnsurance required hereunder for hazazd �� and liability for the azeas designated as easements for access and the pedestrian concourse shall be a maintenance cost to be assumed by the Hotel, by the Garage and by De�ee for the portions of the pedestrian concourse located within the Hotel, the Gazage and the Degree Building, respectively. 22. Amount of Insurance. The Garage shall fiimish and maintain public liability and casualty insurance covera�e for the skyway bridge, and each shall do so as to liability insurance for their respective portions of the pedestrian concourse, with a duly licensed insurance company, wherein the City shall be desi�ated as additional insured, said insurance containing the £oliowing minimum coverage's: for property damage to the extent of $500,000.00 in any single accident, for personal injuries, including death, $1,000,000.00 for each occurrence. Such minimum amounts shall be subject upon 60 days notice, to reasonable change by official action of the Council of the City of Saint Paul, in the event statutory municipal liability limits aze altered by legislation or judicial decision at any time after the date hereof. The casualty insurance shall have an all-risk or physical loss coverage for replacement cost of the skyway bridge, as reasonably determined by the City from time to rime. DIRBCTIONAL SIGNS 23. Approvai: Cost of Si�ns. The location of directional or other skyway signs that may be installed in the pedestrian concourse herein shall be determined by the City provided, however, that the Port Authority, CCP and Degree shall be entitled to notice of and a right to comment on any changes to such signage. The parties agree that signage in the Degree Building shall indicate the directions to the Hotel and Garage. The cost of installation, including electrical connecrions and mounting hazdwaze (pendants, or ceiling chanuel, and support above ceiling), shall be considered part of the cost of construction of the concourse, the liability for the payment of which shall be govemed by paragraphs 4 and 5 herein above. The cost of operating, maintaining and repaiiing the directional signs shall be bome by the parties on whose properties or leaseholds, such signs are located. If the location of the pedestrian concourse public easement is changed, the said signs shall be moved accordingly, and the cost of movin; and reinstalling sia s to a new easement area shall be bome by each building owner. If the sign moving or a change in the name of the Hotel, the Degree Building or the Garage requires a change in the sign face, the changes shall be made in a manner consistent with the graphic design system established for skyway signs, and the cost of such change shall be bome as provided in the immediately preceding sentence. BINDING OBLIGATIONS 24. Subiect to Citv Codes. The parties agree that in the construction, maintenance, repair and operation of the pedestrian concourses, they shall be bound by all City Codes and ordinances governing the System, insofar as they are applicabie by force of law. 25. Successors and Assi�s Bound. The respective rights and obligations of the parties set forth in this Agreement shall be binding upon and inure to the benefit of the respective parties, their successors and assigns, and shall continue in force until such time as said System or t4533.3. v\_� TTG 6/28/O1 that part herein provided for is vacated or abandoned in the manner pemutted by ]aw, or �� termivated in accordance with the Grant of Easement. 26. A�eement Survives Convevance, Is Not Merged. This Agreement shall survive conveyance and delivery of the Graut of Easement provided for herein and shall not be considered merged therein. 27. Owners Retain Property_Riehts: Oblisations Conveved. The property owners herein reserve unto themselves the unconditional right and privilege of selling, conveying and transferring their abutting and/or encumbered or involved real estate herein and assigning and ri this Agreement to any other corporarion, corporations, hust, trusts, individual(s), partnerships or other form of venture. In the event of transfer of any praperiy owner's interest in the property, the owner (seller) shall be freed and relieved, from and after the date of such transfer, of all liabiliry as respects the performance of any covenants or obligations on the part of the owner (seller) contained in ttus Agreement thereafter to be performed; provided that owner's successor fully and without lnnitarion assumes in writing all duties, responsibilities and covenants of the owner (seller) under this Agreement. For the purposes of this paragraph, "owner" shall include, but not be limited to lessors, lessees, sublessors and sub lessees. 28. Effective Date of Obligations - Skvwav. Seven (7) calendaz days a8er the issuance of the Written Notice of Final Inspection by the City, and its fumishing to the Port Authority, to CCP and to the Degree Buiiding the obligations and duties contained in paragraphs 15 —17 -19, and 22 herein above, as to said skyway bridge, shall become operative 29. Effective Date of Obli�ations - Concourses. Upon substantial completion of the pedestrian concourse, City shall give written notice of such complefion to the Port Authority, to CCP and to the Degree Building. Seven (7) days thereafter the obligations and duties contained in paragraphs 19 and 22 herein above, as to said pedeshian concourse, shali become operative. All other obligations and duties are effective upon the dafe of execurion of this Agreement. 30. Notices - Address. Any notice to the parties hereunder shall be considered sufficiently delivered if mailed, by registered or certified mail, postage prepaid, as follows: a. To: City of Saint Paul Director, Department of Technology and Management Services Real Estate Division 140 City Hall 15 West Kellogg Boulevard St. Paul, Muuiesota 55102 14533.3. �. �,i T7G 6/28/01 .�. HRA of the City of Saint Paul, Minnesota Executive Director Suite 1300 City Hall Annex 25 West Fourth Street St. Paul, Minuesota 55102 b. To: Degree of Honor Building, LLC 325 Cedaz Street, Suite 300 St. Paul MN 55101 c. To: Port Authority of the City of Saint Paul and/or Capital City Properties 1900 Landmark Towers 345 St. Peter Street St. Paul, MN 55102 �(-�a`� A patty may, by written notice, designate a different address to which notices to it shall be duected. 31. Consideration. Upon the execution of the Skyway easements contemplated herein, the Port Authority and or CCP should pay Degree the sum of $20,000.00 SAVINGS CLAUSE 32. Skvwav Policy. The General Policv Statement for the Construction of the Saint Paul Skvway Svstem, adopted March 10, 1987, attached hereto as Eachibit H, is hereby incorporated into this Agreement and its terms shall be binding as to the bridge and concourse areas constructed pursuant to this Agreement. In the event any provision of the General Policy Statement conflicts or is inconsistent with this Agreement, this Agreement shall supersede and be conirolling. 33. Canrions, Headines, or Titles. All captions, headings or titles in the pazagraphs or secrions of this Agreement are inserted for convenience of reference only and shall not constitute a part of this Agreement as a limitation or enlargement of the scope of the particulaz paragraphs or sections to which they apply. 34. Hotel and Gara�e. All obligarions of the Hotel or the Gazage stated above shall inure to and be an operating expense of the responsibility of the legal or equitable owner of said Hotel and Gazage. '14533.3. �� TTG 6/28/0] In Witness Whereof, the parties have caused this Ageement to be executed and delivered as of the day and year first above written. CTTY OF SAINT PAUL, MINi�1ESOTA (SEAL): Approved as to form: Assistant City Attomey X14533 v3 - Agreement: Skyway v6 By Its Mayor By Its Director, Office of Financial Services By Its City Clerk .S'-1 0 1-�� , . - nc ensioi DEGREE OF HONOR BUILDING, LLC, a Minvesota Iimited liab� ity company By � Its Manag r � � -�U 5 #14533 v3 - Agreemrnt: Skyway v6 S' _2 ric 6nsioi PORT AUTHORITY OF T`fIE CTTY OF SAINT PAUL By Its Chair Its Seeretary CAPITAL CTTY PROPERITES By_ ztS �� %14533 v3 - Agreemeni: S1;yway v6 S'-3 TTG 628/Ol a 1-��`� STATE OF MII�NESOTA COUNTY OF RAMSEY ) ) ss. ) On this day of , 2001 before me, a Notary Public in and for said County, appeared , � �d to me personally laiown, who, being, by me duly swom, did say that they aze respectively the Mayor, Director, Office of Financial Sexvices and City Clerk of the City of Saint Paul, Minnesota, a municipal corporarion under the laws of the State of Mimiesota, and aclaiowledged that said instrument was the free act and deed of said corporation. Notary Public #14533 v3 - Ag�eement: Skyway v6 Aclrnowledgement-i rJC 6ns�ot 0 � -d'�`t STATE OF MINNESOTA COUNTY OF RAMSEY ) ) ss. } On tlusa�l day of � , 2001 before me, a Notary Public in and for said County, appeazed to me personally known, who, being, by me duly sworn, did say that is the Manager of Degree of Honor Building, LLC, a limited liability company under the laws of the State of Minnesota, and aclrnowledgect that said instrument was the free act and deed of said limited liability company. Notary Pubh'C � - MARVA DEE PLAGENS � .� NOTARYPUBLIC•MINNESOTA �• My Comm. E�ires Jan.3i, 2005 #14533 v3 - Agreement Skyway v6 Acknowledgement-2 nc 6izsroi a � -�° q STATE OF MINNESOTA COUNTY OF RAMSEY ) ) ss. ) Qn this _ day of , 2001 before me, a Notary Public in and for said County, appeared to me personally l�own, who, being, by me duly swom, did say that they aze respectively the Chair and 5ecretary of the Port Autharity of the City of Saint Paul, a public body politic and corporate under the laws of the State of Minnesota, and acknowledged that said instrument was the free act and deed of said body politic and corporate. Notary Public THIS INSTRiJMENT WAS DRAFTED BY: Terrence J. Garvey, Atty. No. 33674 1900 Landmark Towers 345 St. Peter Street St. Paul NIN 55102 #14533 v3 -Agreement: Skywayvb Acknowledgement-3 TJG 6/28/01 Ql��d Eachibits: � il: GARAGE LEGAL DESCRIPTION '�14533 v3 - Agreement: Skyway vb B- 1 I A:1 : HOTEL LEGAL DESCRIPTION TJG 6/28/01 O i.�� ) n14533 v3 - Ageement Skyway v6 B- 2 T7G 6/ZS/01 8l-��`� �:u: DEGREE BUILDING LEGAL DESCRIPTION `�14533 v3 - Ageement: Skyway v6 C- 1 ��: i GARAGE EASEMENT PLAN TJG 6/28/Ot �1 -��`� #14533 v3 - Agreement: Skyway v6 D- 1 t� I - Y� � TJG 6/28/Ol EXHIBIT E ]545774.20 DEGREE BUII,DING EASEMENT PLAN E-1 SKyway Ageement 0�-�� i��a GRANT OF EASEMENT W�3EEREAS, the Housing and Redevelopment Port Authority of the Ciry of Saint Paul, Minnesota, a body poliric and corporate under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Mnmesota, more particularly described in Eaihibit A, attached hereto, hereinafter called "Cnantor's Properi}�'; and W.E�REAS, Grantor has agreed pursuant to that Agreement dated , 1998 by and among the City of Saint Paul, Minnesota, Grantor, the Port Authority of the City of Saint Paul, Mimiesota and Degree Associates, LLC to �ant to the City of 5aint Paul, an easement for purposes of pedeshian ingress, e�ess and transit (all as described below) through Grantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby acknowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT' PAUL, a Minnesota municipal corporarion (the "City"), an easement for public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Properiy and the structures tliereon, described as: See E�ubit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such time as "as built" surveys have been completed to more particulazly and legally describe such easement azea; all of which areas described aud shown on E�ibit B shall be collectively referred to as the "easement area". Public use of the easement azea is expressly herein made subject to such reasonable police measures regarding open hours and closing any part or all of the easement area within, on or over Grantor's Property during non-business hours, and regatding public conduct within the System, as the City of Saint Pau1 may, by ordinance, from rime to time deterxniue. In addifion, and notwithstanding any provision to the contrary set forth herein, the portion of the easement area labeled "Expansion Pedeshian Concourse" on Exhibit B shall not be open for public use until the later of: a) six months following agreement between Grantor and Degree Associates,,•,•,•_. .... LLC, to consfruct a skyway across Sixth Street as shown on Exhibit B, and b) the date suc�i -;�': •:•:•:•:•:� skyway is completed and open for use. �: The public's right herein to pedestrian ingress, egress and transit, in and through tlie�;:;:;:::•:•:�:- easement area granted to the City herein, shall also be limited to the hours of 6 a.m. to 6 p.m:; �•�•�•' •' •' ••• Monday through Friday, unless other operating hours are prescribed by City codes and ordinances, and such additional hours as the parties may from time to time agree, subject to the #74533 v3 - Agreemmc Skyway v6 �.' - 1 f �4C �/ �� \ o t -�� general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not restrict City's easement interest, but shall affect only the pubIic's rights to pedestrian ingress, egress and �ansit in the Cit}�s easement during the hours so a�eed or legislated. Notwithstanding anything to the contrary herein, the easement �anted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The grant of easement herein shall be subject to the right of the Grantor to change the location of the easement conditioned upon the grant of a new easement which shall permit the continuity of the System, and on the further condirion that the new easement area shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Crrautor, and on the further condition that no change in the easement location shall be made without the approval of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the further condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expense of Grantor. Notwithstanding anything to the conirary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shall terminate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or disconrinued in the manner permitted by law. B. In the event the building(s) in, upon or over which the easement area is located shall be substantially destroyed or demolished and such buildings shall not be repaired or reconstructed; provided, however, that in the event such building(s) be reconshucted or replaced Grantor, its successors and assigns, agree that, without fitrther consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or tenninated under the provisions hereof, the City shall fiunish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shail be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it being understood that the aforesaid covenant shall run with the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit until the System is vacated or abandoned in the manner pexxnitted by law or temrinated, in accordance herewith. k14533 Yi - Agreemept Skyway vb �_ 2 �1 � \ 01-t�'`t IN WITNESS Wf�REOF, Crrantor has hereunto set its hand this day of , 1998. H C�..�'G7 Q� 5<. au�o� oF � crrY oF SAINT PAUL, MINNESOTA By Cha�r d1,b� (SEAL) Approved as to form: By Assistant City Attomey STATE OF MII32�ESOTA COUNTY OF RAMSEY ) ): SS ) By �;�ecvYuz�tor G l'h Gl.t$'�r � By Director, Office of Financial Services The foregoing instrvtnent was acknowledged before me this day of ,-�99QV,-by D,�n; 1�_+�, 7ay-�err�rns, Pamela Wheelock, 3oseph Reid, the Chair, Secretary, Executive Director and Duector, Department of Financial Services, respectively, of the an e � of the City of Saint Paul, Miimesota, a body corporate and politic organized and existing under the Constitution and laws of the State of Minnesota, said Grantor, and acl�owledged that said inshvment was the free act and deed of said Grantor. Notary Public (SEAL) #I4533 v3 -Ag�een�ent Sk}�vay�'6 F-3 _��,. � 0 � -�� JOIIVDER O� DEGREE De�ee of Honor Building, LLC, a Minnesota limited liability company, hereby joins in this Grant of Easement and subordinates its interest in Grantor's Properiy to the terms and pzovisions thereof. STATE OF MINNESOTA COUNTX OF RAMSEY ) ) ss. ) DEGREE OF HONOR BUILDING, LLC, a Minnesota limited liability company B � Y Its M ager a00(,�(�I� On this �. da of ,-�948; before me, a Notary Public in and for said County, appeazed to me personally known, who, being, by me duly sworn, did say that he is the Man er of Degree of Honor Building, LLC, a 1'united liability company under the laws of the State of Muuiesota, and aclmowledged that said instrument was the free act and deed of said lunited liability company. � Notary Public (SEAL) � MARVA DEE PLAGENS � � NOTARY PIIBLIGMINNESOTA �+• • My Cortrcn. Fxpires Jen.35, 20D5 ■ • #14533 v3 - A�Jeement SkyWay v6 ree F-4 0 t -��9 .� : GRANT OF EASEMENT WHEREAS, the Port Authority of the City of Saint Paul, Minnesota, a body politic and corporate under the laws of the State of Miunesota, hereinafter called "Granto�', is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in Exhibit A, attached hereto, hereinafter called "Grantor's Properry"; and WHEEREAS, Grantor has agreed pursuant to that Agreement dated , 1998 by and axnong the City of Saint Paul, Minnesota, Grantor, the Housing and Redevelopment Port Authority of the City of Saint Paul, Mumesota and Degree Associates, LLC to grant to the City of Saint Paul, an easement for purposes of pedestrian ingress, egess and transit (all as described below) through Crrantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby aclmowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SA1NT PAUL, a Minnesota municigal corporation (the "Cit}�'), an easement far public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Property and the shuctures thereon, described as: See Eachibit B, attached hereto and incorporated herein, the easement area subject hereto being crosshatched on said Exhibit B, all subject to axnendment hereof at such time as "as builY' surveys have been completed to more particularly and legally describe such easement azea; all of which areas described and shown on Exhibit B shall be collectively referred to as the "easement azea". Public use of the easement area is expressly herein made subject to such reasonable police measures regarding open hours and closing any part or all of the easement azea within, on or over Grantor's Properry during non-business hours, and regarding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time determine. The public's right herein to pedeshian ingress, e�ess and transit, in and through the easement azea granted to the City herein, shall also be limited to the hours of 6 a.m. to 6 p.m., Monday through Friday, unless other operating hours aze prescribed by City codes and ordinances, and such additional hours as the parties may from time to time a�ee, subject to the general power of the City to close part or all of the easement azea temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not restrict City's easement interest, but shall affect only the pubiic's rights to pedestrian in�ess, egress and transit in the City's easement during the hours so agreed or legislated. #14533 J3 - AgecmenC SSyway v6 G— 1 D � —b�c� `1 Notwithstanding anything to the contrary herein, the easement granted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. T'he grant of easement herein shail be subject to the riLht of the Grantor to change the location of the easement conditioned upon the grant of a new easement which shall permit tt�e continuity of the System, and on the further condition that the new easement area shall be installed following as short a period of closing off the easement for consiruction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the fiuther condition that no change in the easement location shall be made without the approvai of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the further condition that said new easement shall, upon request of City, be surveyed and described by a re�stered land surveyor at the expense of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the unprovements consrituting the System and shall tercninate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or discontinued in the manner pemutted by law. B. In the event the building(s) in, upon or over which the easement azea is located shall be substantialiy destroyed or demolished and such buildings shall not be repaired or reconsixucted; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without fiuther consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shall fiunish a release of such easement or portion thereof to Csrantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsibie for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement azea as described herein, it being understood that the aforesaid covenant shall run ovith the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit until the System is vacated or abandoned in the manner permitted by Iaw or terminated, in accordance herewith. @14533 v3 -A�ement Skywayv6 � _ 2 � � -Y�9 IN WITNESS WAEREOF, Grantor has hereunto set its hand this day of , 1998. PORT AUTHORTLY OF THE CITY OF SAINT PAUL Its Chair Its Secretary STATE OF MINNESOTA ) ) ss. COUNTY OF RAMSEY ) On this _ day of , 1998 before me, a Notary Public in and for said County, appeared W. Andrew Boss and Joan Grzywinski to me personally known, who, being, by me duly swom, did say that they are respectively the Chair and Secretary of the Port Authority of the City of Saint Paul, a public body politic and corpoxate under the laws of the State of Miiuiesota, said Grantor, and acknowledged that said instrument was the free act and deed of said Grantor. , I3otary Public #]4533 v3 - Ageement SkywaY v6 G_ 3 c � -��°t .: : . GENERAL POLICY STATEMENT FOR TI� CONSTRUCTION OF TI� SAINT PAUL SKYWAY SXSTEM. ADOPTED IvIARCH 10,1487 #14533 v3 - Agreement Skyway v6 H 1 O 1-�UR EXHIBIT I CONSTRUCT'ION SCHEDULE #14533 v3 - Ageement Skyway v6 I— 1 ♦ TJG 5/25/O1 0��9 Agreement Regarding Construction, Maintenance and Opera of a Skyvvay Bridge Over F urth St�'eet Between Cedar Street and M��sota StrE and Associated • � • W� ',..e.�fA�k� �� of the City of Saint Paul; d Mary Catherine Shea Hellervik, �is spouse; ota Building, Inc.; and Capital City Ventures, LLC I3933.4. TJG 5/25/O1 CONTENTS OF AGREEMENT TOPIC PAGE BRIDGE CONSTRUCTION AND COST RESPONSIBILITIES .......................................2 1. Design and Construction ...........................................................•••......................................................................Z 2 . Bridge HVAC, Lighting, Drainage Systems ...............................................................»...................._...............3 3. AuthoriTy's Assignmenf of Warranties .............................................................................................................3 PEDES7RIAN CONCOURSE CONSTRUCTION AND COSTS ......................................3 4. Concourse Access ................................................................................................................................................ 5. Concourse Construction ..................................................................................................................................... EASEMENTS HOURS ............................................................................................4 6. Grant of Easement and Aours ...........................................................................................................................a 7 . Easement Description ......................................................................................................................................... 8. Width of Easement ............................................................................................................................................. 9. Easement Survey .................................................................................................................................................5 10 Easements Pubiic and Subject to Law ............................................................................................................5 11. Waiver of Share in Damages ............................................................................................................................5 12. Ownership of Bridge ........................................................................................................................................5 Dl�' OPERATION, MAINTENANCE AND REPAIR .............................:..................................5 13. Port Authority Transfer of Plans, Drawings. Etc ..........................................................................................5 14. Scope of Maintenance: Approval of Mod'il'ications .......................................................................................5 15. Port Authority, 34Q Cedar Building and Minnesota Building Agreement to Maintain .............................6 16. Maintenance of the Concourse and Carpet ....................................................................................................7 17. Failure to Maintain; Remedies ........................................................................................................................7 18. Advertising; Signage .........................................................................................................................................� SURETY SONDS AND iNSURANCE ..............................................................................8 ::ODMA�PCDOCS\SPPA\15058\t TJG 5/25/Ol 19. �100,000 Surety Bond; Contractor's Insurance .............................................................................................8 20. Skyway Hazard, Liability Insurance Cost Shazed ..............................•••........................................................8 21. Concourse Hazazd, Liability Insurance ............................................................................._........................... 22. Amount of Insurance DiRECT{ONAL SIGNS ...... 23. Approval; Cost of Siens BINDING OBLIGATIONS...... 24. Subject to City Codes .............. ............9 ..........................................9 25. Successors and Assigns Bound ......................................................................................................................... 26. Agreement Survives Conveyance, Is Not lYlerged ........................................................................................10 27. OWNERS RETAIN PROPERTY RIGHTS; OBLIGATIONS CONVEYED ...............10 28. Effective Date of Obligations - Skyway 29. Effective Date of Obligations - Concourses 3U. Notices - Address SAVINGS CLAUSE ................. 31. Skyway Policy 0l-� ll 32. Captions, Headings, or Titles ......................................................................................................................... 33. Hotel and Garage ........................................................................................................ Exhibit A- Garage Legal Description ........................................................................................ A-1 Eacbibit B- Lot L,egal Description ................................................................................................B-i Exhibit C- 340 Cedar Building Legal Descriprion ......................................................................C-1 E xhibit D- Muuiesota Buiiding I.egal Description .................................................................... D-1 E�aibit E- Garage and Easement Plan ........................................................................................E-i E�ibit F- 340 Cedar Building Easement Plan ........................................................................... F-1 Exhibit G- Miunesota Bldg. Easement Plan .............................................................................. G-1 Exhibit H- Grant of Easement .................................................................................................... H-1 Exhibit I- Grant of Easement .......................................................................................................I-1 Exhibit J- General Policy Statements for the Construction of the 5aint Paui Skyway 3ystem, AdoptedMazch 10, 1987 ............................................................................................J-1 Eachibit K- Construction Schedule .............................................................................................. K-1 io 10 lU ........................................................................11 ::ODMAIPCDOCS\SPPA\1505811 7JG 5/25/Ol 81 ��9 SKYWAY AGREEMENT THIS AGREE'_VIENT is made and entered into this day of , 2001, by and amon� the CITY OF SAINT PAUL, a municipal corQoration, hereinafter referred to as the "Cit�'; the PORT AUT'HORITY OF TT� CITY OF SAINT PAUL, a body politic and corporate under the laws of Minnesota, hereinafter referred to as the "Port Authorit}�'; Capital City Pzoperties, a non-profit corporation under the laws of Minnesota hereinafter referred to as "CCP"; and CAPITAL CITI' VENTURES, LLC, a Minnesota limited liability company, hereinafter refened to as "340 Cedar Building"; Lowell W. Hellervik, and Mary Catherine Shea Hellervik, his spouse, hereinafter refesed to as "F3ellervik"; and Minnesota Building, Inc., a Minnesota corporarion hereafter referred to as "Minnesota Bldg". WITNESSETH: WIiEREAS, the City of Saint Paul and the Housing and Redevelopment Authority of the City of Saint Paul ("HI2A"), through the Downtown ilrban Renewal Project, Minn. R-2Q, undertook to develop a pedestrian skyway system within the Downtown Central Business District, hereinafter referred to as the "System"; and WF�REAS, the HRA, pursuant to Chapter 764, Laws of Minnesota 1973, is authorized to operate the System; and WfIEREAS, the City has transfened responsibility for the Skyway system from the HRA to the Real Estate Division, of the Department of Finance. WFiEREAS, ffie Port Authority and CCP own part of the block bounded by Cedaz Street, Minnesota Street, Fourth Street, and Kellogg Boulevazd (the "Development Block'�; and WHEREAS, the Port Authority and CCP will constsuct an approximately 1,000-car public pazking facility, (the "Garage") on that portion of the Development Block legally described on Exhibit A attached hereto; and WHEREAS, Hellervik owns the surface pazldng lot (the "LoY') located on the side of Fourth Street legally described in B�ibit B attached hereto. Wf�REAS, Capital City Venhxres, LLC is the owner of the Downtown University Club building located at 340 Cedar Street (the "340 Cedar Building") on the property legally described on Exhibit C attached hereto; and WHEREAS, Minuesota Bldg. is the owner of the Minnesota Building located at 45 E. 4�' Street, St. Paul Minnesota legally described in E�ibit D attached hereto. 13933.4. t TJG S/25/01 WHEREAS, this Agreement touches and concems the Gazage and the 340 Cedar � t � fZ�� Buildin�, legally described in Exhibit A and C attached hereto, and the L,ot, which is legally described in E�ibit B attached hereto and the Minnesota Bldg., described in Exhibit D_; and WI-�REAS, 340 Cedar Building, Hellervik, the City, the Minnesota Bldg., and the Port Authority agree to the consh of a skyway pedesfrian bridge across Fourth Street from the 340 Cedar Buildin� to the Garage (sometimes referred to herein as the "bridge" or the "skyway bridge"); and WHEREAS, the parties hereto believe it to be desirable that the System be extended by public easement through the Lot and then to the 340 Cedar Building and through and to the Garage and then in the Mimiesota Bldg. by construction of the skyway bridge across Fourth Street and declare their intenrion to so extend the System; and WHEREAS, the said extension of the System necessitates pedestrian ingress, egress and transit through certain portions of the 340 Cedar Building Buiiding, the I,ot, the Minnesota Bldg., and the Garage; and WHEREAS, all parties hereto aze desirous of the construction of the skyv✓ay bridge over Fourth Street; and WHEREAS, substantial public monies will be expended for the design and construction of the skyway bridge connecting the Gazage to the 340 Cedar Buildin� Building, the Minnesota Bldg., and the 340 Cedar Building; and WHEREAS, a benefit wili inure to the respecrive parties by virtue of being linked to the System; NOW, THEREFORE, BE IT RESOLVED AND AGREED TO BY THE PARTIES HERETO AS BOLLOWS: BRIDGE CONSTRUCTION AND COST RESPONSIBILTI'IES i. Desi�n and Construction. The Port Authority and CCP agree to cause to be conshucted a skyway bridge connecting the Garage and the Minnesota Bldg., with the 340 Cedar Building Building, including necessary support structures to be located on the Lot property and a penetration into the 340 Cedar Building Building, in accordance with the plans and specifications prepared by Palanisami and Associates Architects and approved by the Port Authority and CCP. Any subsequent changes to such plans and specifications shall be submitted by the Port Authority and CCP to 340 Cedaz Building, the Minnesota Bldg. and Hellervik for approval, which approval may not be withheld unreasonably and shall be deemed given if no response has been received by the Port Authority witl�in ten (10) days following submission to 340 Cedar Building, the Minnesota Bldg., and Heliervik. The Port Authority will construct any mechanical, electrical and drainage systems, installations and connections, which are shown in the approved plans and specifications to be part of the construction, contract. The Port Authority and CCP each agree to pay the cost of desi� and construcrion of such skyway bridge. The costs for the provision of necessary bridge support structure and urility and HVAC connections in and to the Gazage shall '13933.4. . � TJG 5/25/01 be the obligarion of the Port Authority and CCP. The parties to this A�eement aclmowledge and 6 �_,f-d � represent to one another that they are familiaz with the skyway and concourse consh schedule attached hereto as Exhibit I. The parties a�ee to grant such access to their respecrive properties as is reasonably necessary to accommodate such schedule. For purposes of this Agreement, the term "skyway bridge" shall mean the entire bridge commencing at the northerly wa11 of the gazage traversing north over 4�' Street and over the I,ot property connectin� at the northeast comer of the 340 Cedar Building as depicted on the above referenced plans prepazed by Palanisami and Associates. If and when a building is constructed on the Lot property, the term "skyway brid�e" shall then be restricted to mean only that portion of the original skyway bridge co�runencing at the northerly wall of the garage traversing north over 4�' Street to the most southerly wall of any unprovement constructed on the L.ot property. 2. Brid�e HVAC Li�htin¢ DrainaQe Svstems. Said Skyway Bridge shall include the necessary mechanicai and electrical equipment for heating, venrilating and air conditioning ("HVAC"), lighting and roof drainage. The electricai, mechanical and roof drainage systems (including HVAC) of the bridge shall be tied into the respective systems of the Garage. The said skyway bridge shall include integrated supports inclusive of finishes, a lineaz metal ceiling, carpeted floors, triple insulated glass to the extent glass is used to enclose said skyway bridge, and automatic sliding glass doors at both ends of the bridge. The bridge costs in Section 2 are a part of the total design and construction costs for the bridge. 3. Port Authoritv's Assienment of Warranties. The Port Authority will include a provision in its contract for the construction of the skyway bridge whereby the contractor consents to the assignment of warranties to 340 Cedar Building, the Minnesota Bldg., and Hellervik, and the Port Authority upon request shali assign such warranties to 340 Cedar Building, the Minnesota Bldg., and Hellervik upon approved contract completion without relinquishing its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecution of lawful and proper claims such owners may later assert a�ainst the contractor(s) or others arising. from faulty design or construction of the skyway bridge. Port Authority agrees to assign to 340 Cedar Building, the Minnesota Bldg., and Heliervik, upon request, all warranties on machinery and equipment, if any, installed in connection with the bridge construction, without relinquishing its own rights under such warranries; and, if necessary, will cooperate and assist in any prosecurion of lawful and proper claims which may later be asserted against the vendors or others arising from faulty design or manufacture of such machinery and equipment. PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS 4. Concourse Access. The Port Authority and CCP, and 340 Cedaz Building, and Heliervik (if and when a building is constructed on the I.ot properry) shall at their expense construct and be responsible for skyway pedestrian concourses, and for skyway vertical access facilities in the 340 Cedaz Building and in the Garage, respectively, in accordance with this Agreement, and the General Polic Statement for the Construction of the Saint Paul S a Svstem, adopted March 10,1987. The location and physical dimensions of verticai access facilities and pedestrian concourses shall be described and shown on E�chibits E, F and G attached hereto. 13933.4. 3 ' TIG 5/25/01 5. Concourse Construction. All costs and expense in connection with the �� construction and extension of the pedeshian concourses and vertical access facilities described above, shall be borne by 340 Cedaz Building for the facilities located within the 340 Cedaz Building Building, the Port Authority and CCP for the facilities located within the Garage, the Minnesota Bldg. for facilities located within the Minnesota Bldg., and by Hellervik for the facilities located within the Lot if and when a building is constructed on the I,ot properry. I3otwithstanding the above, if and when Aellervik notifies the Port Authority that it will be improvin� the I.ot with a structure, the Port Authority agrees to remove the portions of the Skyway located on the I.ot as necessary for the construction of said improvements at the cost and expense of the Port Authority. The Port Authority prior to undertalflng any such demolition or removal of portions of the Skyway may require reasonable assurance from Hellervik that any proposed improvements to the L,ot will in fact be undertaken and completed. Hellervik agrees to design and construct at its expense any improvements to the Lot such that access to the Skyv✓ay Bridge over 4` Street and to the 340 Cedar Building is restored witivn a reasonable period of time after completion of construction of the building and improvements on the I.ot. EASEMENTS AND HOURS 6. Grant of Easement and Hours. The Port Authority, CCP, the Minnesota Bldg., 340 Cedar Building, and Hellervik hereby agree to grant to the City of Saint Paul a public easement for the pedestrian skyway system through the Garage, the Minnesota Bldg., and the 340 Cedar Building and over the I,ot in accordance with Exhibits H and I attached hereto. Said easements to be granted shall be in the form attached hereto as E�ibits G and $ and shall grant to the public the right of use of said pedestrian skyway system through 340 Cedar Building Building, the Minnesota Bldg., the Garage and the I.ot for purposes of pedestrian ingress, egress, and transit, except for such reasonable police measures regarding open hours and closing all or part of the concourse through their property as the City may, by ordinance, from time to time detemune, or regazding public conduct therein as may be prohibited by skyway ordinance, as it may be amended from time to time. It is agreed by all parties that the skyway bridge herein and the new pedestrian concourses provided for in the Gazage, the Minnesota Bldg., the 340 Cedar Building and the Lot shall be open for public ingress, egress and transit during the tirnes required under City codes and ordinances, provided that after-hours emergency egress from the skyway system as may be required by code shall be available from the skyway bridge and pedesh'ian concourse through elemenYs of the pedeshian skyway system on adjouung properties; but nothing herein shall prohibit the respective properiy owners from opening such facilities for longer hours. These hours are subject to revision by mutual agreement and subject to the general power of the City to prescribe System hours by ordinance. 7. Easement Description. The public easement through the 340 Cedaz Building Building, the Minnesota Bldg., the Gazage and over the L,ot sha11 be in accordance with E�ibit H and I, attached hereto. 8. Width of Easement. The public easements provided for herein shall be continuousiy at least 12 feet in width, except at nodes, if any, where it may be larger, or where 13933.4. 4 `� T7G 5/25/01 stauways or the shuctural design of the building is such that a width of 12 feet is impossible ��-�� (including, without limitation a narrower width at building columns and at doonvays within the 340 Cedar Buildin� Buildin�, the Minnesota Bldg., and the Garage and for the pedestrian access route at the street level of the 340 Cedaz Building Building, the Minnesota Bldg_, and the Garage); as is otherwise provided by the E�ibits F and G(Easement Plan). 9. Easement Survev. The Port Authority shall, at its expense, cause the initial easements in the 340 Cedar Buildin� Building, the Minnesota Bldg., and the Gaza�e to be more particulazly described by rea stered land surveyors following completed construction of the public concourse access areas. 340 Cedaz Building, the Minnesota Bldg., and Hellen�ik shall have the right to review and approve any completed surveys for accuracy, and any errors shall be corrected at the Port Authority's expense. 10. Easements Public and Subiect to Law. The Port Authority, CCP, the 340 Cedar Building, the Minnesota Bldg., and Hellervik agree that the pedeshian concourse within the easements herein described, the adjacent access easements shall be designated as public easements, and that all ordinances of the City, which by force of law are applicable to the System, shall govem. 11. Waiver of Share in Datnaees. The City and the HRA hereby waives any right it may have to shaze in an awazd of damages in the event that a public body acquires all or any part of the previously mentioned 340 Cedar Building Building, the Minnesota Bldg., the Lot, and Gazage, by condemnation, or under tt�e threat of condemnation. Said waiver applies to the easements through the properties only and any condemnation shall be deemed regarding the fee title to be a ternrination of such easements but not to the skyway bridge or its end portions within respective air ri�hts easements, which shall be treated as t1�e "personal propezt�' of the City. 12. Ownership of Brid�e. It is agreed by and between the parties hereto that the skyway bridge between buildings sha11 at a11 times be owned by the City, and said skyway bridge shall not constitute properiy leased, loaned or otherwise made available to second parties, or any one of them (witivn the meaning of Chapter 2'72.01(2) of Minnesota Statutes), it being understood that said skyway bridge is intended to benefit the public generally. OPERATION. MAINTENANCE AND REPAIfZ 13. Port Authoritv Transfer of Plans, DrawinQS. Etc. The Port Authority and CCP shall deliver to 340 Cedar Building and Hellervik and to the City copies of all plans, specifications, drawings, operating manuals, written warranties, etc., and any other documents necessary or useful in the maintenance, repair and operation of the sh and the elechical, drainage, and HVAC facilities in and serving the skyway bridge. 14. Scope of Maintenance: Approvai of Modifications. The Crarage fiu agrees to provide the necessary repair, maintenance and operation of the skyway bridge and its integral parts, including electrical, drainage and HVAC faciliries in and serving the skyway bridge, at their sole expense, without cost to the City. Such maintenance shall be to a reasonable standazd of safety and cleanliness and shall include, but not be limited to, glass, floor, hazdware and metal trim cleaning, polishing, repair and replacement; roof maintenance; repainting; light bulb 13933.4. 5 �, , TJG 5/25/01 replacement and light fixture cleaning. Except for routine repairs and replacement or when an emergency situarion requires rapid acrion, the City shall be furnished with plans and � t' specifications for all additions, alterarions or repairs and repiacements to the skyway brid�e, which plans and specifications shall be subject to their reasonable and timely approvai or disapproval before commencement of the work contemplated therein. 15. 340 Cedar Buildine. Ivlinnesota Bld�. and Gara¢e Aereement to Maintain. The 340 Cedar Building, the Minnesota Bld�., and the Garage hereby agree to share on a 50 per cent, 25 per cent and 25 per cent allocation respectively the maintenance, operarion, insurance and repair costs and responsibilities for the skyway bridge, its integral parts and related equipment, all as more fully described in Secrion 14 hereof. ff a building is built on the Lot, the terrn skyway bridge shall be adjusted as set forth in Section i, and the allocation shall be adjusted such that the owner of the Lot and 340 Cedar Building shall each pay 25 percent of said costs, and Gazage and the Minnesota Bldg. shall each pay 25 per cent of said costs. The Garage shall perform the actual maintenance, operation and repair, atid the owner of the Garage shall perform such obligations. It is agreed that the Gazage will provide all necessary systems and equipment to adequately supply all HVAC, electrical and other operating utilities for said skyway bridge with the costs of maintaining, operating, insuring and repaiiing such systems and equipment to be shared as set forth above by 340 Cedar Buiiding, Minnesota Bldg. and Gazage and Lot if a building is built thereon as an operating expense. If such HVAC, electrical and other utilities are not separately metered, the costs of such services shall be equitably apportioned based on engineering studies or as the parties may otherwise agree. The shared costs shall be paid as follows: a. Prior to the beginning of each calendaz year, the Garage shall compute and deliver to the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if a payor, a bona fide estimate of the costs of providing services under this Section 15 and procuring the insutance and bonds required under Sections 19 — 21 hereo£ The 340 Cedar Building, the Minnesota Bldg: and Hellervik, if a payor, shall pay to the Gazage its shaze of such cost in equal monthly installments on or before the first day of each month of such calendar year. As soon as practicable after the end of each calendaz yeaz the Gazage shall deliver to the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if a payor, a written statement ("Annual StatemenY') setting out in reasonable detail the actual cost thereof and certified to be coaect by an officer or general partner, as appropriate. If the aggregate of the manthly installments actually paid by Gazage differs from the amount determined from the Annual Statement, the 340 Cedar Building, the Minnesota Bldg. and FIellervik, if a payor, shall pay or Garage as appropriate, shall refund the di£ference, as the case may be. For purposes of this Section, Hellervik is only a payor if and when a building is constructed on the I.ot. b. If during any calendar yeaz any major repairs or replacements to the skyway bridge aze necessary and aze not budgeted as part of the costs under Subsection 15(a), hereof the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if and when a building is constructed on the I.ot, shall pay to Garage as apportioned the 340 Cedaz Building, the IvIinuesota Bldg. and Hellervik's aliocated poxiion of such cost withisi 30 days of invoice therefore. Except in an emergency, Garage t3933.4. 6 ♦ � TJG 5@5/01 Minnesota Bldg. and Hellervik an estimate of the cost before commencing such work. �� 16. Maintenance of the Concourse and Camet. 340 Cedar Building hereby agrees to provide all repairs and maintenance to maintain the pedestrian concourse in or on the 340 Cedaz Building to a reasonable standazd of safety and cleauliness and to provide for the operarion for said pedestrian concourse; if and when a buildin� is consh'ucted on the L,ot property, Hellervik hereby agrees to then provide all repairs and maintenance to maintain the pedestrian concourse in or on the improvements constntcted on the L.ot property to a reasonable standard of safety and cleanliness and to provide for the operation for said pedestrian concourse; similarly the Gara�e so agrees with respect to the pedestrian concourse and the elevator and stairway complex on and within the Garage, and the Minnesota Bldg. so agrees with respect to the pedeshian concourse and elevator and stairway complex on and within the Minnesota Bldg.. Except for those repairs and replacements which aze (1) routine, (2) the result ofnormal wear and tear, (3) required by an emer�ency requiring rapid action, or (4) involve solely aestheric considerations relating to colors and surface finishes, City shall be furnished with both preliminary and final plans and specifications for all addirions, or repairs and replacements to the pedestrian concourse, which plans and specificarions shall be subject to their reasonable and tunely approval or disapproval before commencement of work contemplated therein. If the Port Authority, CCP, Minnesota Bldg. or 340 Cedar Building or Hellervik if and when a building is constructed on the Lot properiy uses or installs carpet or other less durable flooring material for concourse comdors, such carpet shall be replaced with new carpet or other material marching as closely as possible the original in quality at such intervals as may be determined jointly by the City, and the party responsible for replacing carpet in the applicable corridors. Such new carpet or other material to be submitted to City for its review and approval, which approval shall not be unreasonabiy withheld or delayed. Such review shall be limited to appearance and design in order to instue reasonabie uniformity for all parts of the skyway system, and to achieve the design identity, continuity, and ease of orientation necessary for the skyway system to function effectively. 17. Failure to Maintain: Remedies. If the Port Authority, CCP, Hellervik, the Minnesota Bldg. and 340 Cedaz Building fail to adequately to maintain, repair and operate the said skyway bridge or if any of them fail adequately to maintain, repair and operate the pedestrian concourse azeas through their respective properties to a reasonable standard of safety and cieuiliuess within 30 calendar days after receipt by the defaulting party or parties of written demand from the City specifying the actions to be taken, the City may undertake said reasonable and necessary maintenance, repair and operating tasks, and the cost by City for said maintenance, repair and operation shall be assessed to and shall be paid forthwith by the defaulting party or their sureties as applicable; provaded, however, that the City retains the right to assess such costs against the defauiting party as a local improvement in the manner provided by law. Notwithstanding the foregoing, if the condition which prompts the 30 day notice by the City cannot reasonably be remedied within 30 calendar days, then the 30 day period shall be extended by the City to such time as may be reasonable for curing the condition. 18. Advertising; Si�na¢e. The skyway bridge and pedestrian concourses, which are the subject of this Agreement, shall not be operated for the purpose of advertising the name of any product or business or any other commercial purpose except as may be pernutted under Sections 140.06 and 140.0'1 of the St. Paul Legislative Code. Signage identifying a tenant on a 73933.4. 7 • � TJG 5/25/Ol doorway or other entry from a skyway concourse shall not be deemed to be advertising. Permanent storefront signage shall not project out from the wall into the easement azea except as 8 l� subject to the reasonable approval of the City and the Port Authority before installation. Nothing herein contained shall prevent the installation and maintenance of skyway directional signs. Plans for all permanent si�age shall be submitted to City prior to sign construction and installation, and the City shall approve such plans if such si�nage is compazable to that existing elsewhere in the System, is not confusin�ly sunilar to the skyway directional si�s, and is consistent ��ith good design practices. SURE'I'Y BONDS AIv�D INSLTRANCE 19. $100 000 Suretv Bond• Contractor's Insurance. The Port Authority and CCP, at all times, shall each fiunish and maintain, or cause to be fumished and maintained, a surety bond for the skyway bridge to and in favor of the City, as obligee, conditioned that said entity shall indemnify and hold hannless the City against its respective share of all expenses and Iiability on account of all costs, claims, suits, and judgments arising out of or connected with the maintenance, operation and repair of the skyv✓ay bridge, its integrai parts and related equipment, and further conditioned upon CCP's and the Port Authority's, 340 Cedar Building's, Minnesota Bldg's. and Hellervik's complying with all terms and conditions expressed and contained in this Agreement as to maintenance, operation and repair of the skyway bridge, which surety bonds shall be in the amount of $100,000, shall be in such form as shall be approved by the City Attomey and shall have such sureties as shall be approved by the Director of Finance and Management Services for the City. The cost of such bonds shall be paid, respectively, by the owners of the 340 Cedar Building, Minnesota Bldg. and of the Gazage. If the Port Authority, CCP, Minnesota Bldg. and 340 Cedaz Building all agree, in lieu of the separate surety bonds required above, the parties may haue obtain one surety bond in the amount of $200,000 to and in favor of the City coverin� the surety bond obligation under tlus Section 19 for the Gazage, Minnesota Bldg. and the 340 Cedar Building Building, with the cost of such bond allocated and paid as an operating expense pursuant to Secrion 15 of this Agreement. The Port Authority and CCP shall procure from the general contractor and provide to the parties upon request, documentation evidencing that the general contractor is maintauung, throughout the entire period of conslruction and erection of the skyway bridge, such insurance as set forth in the plans and specificarions described in Section 1 herein, naming 340 Cedaz Building Minnesota Bldg., Hellervik and the abutting properiy owners to the skyway bridge as additional insured's as required by said plans and specifications, specifically in accordance with Section 4., General Conditions, and Section 6., Special Conditions of the construction contract. 20. Skvwav Hazazd Liabilitv Insurance Cost Shazed. Insurance required by Secrion 22 hereunder for hazard and liability for the skyway bridge shall be maintenance cost to be assuxned by the Gazage, which shall be shared in accordance with Section 15 as hereof, provided herein. 21. Concourse Hazard, Liabilitv Insurance. Insurance required hereunder for hazazd and liability for the azeas desi�ated as easements for access and the pedestrian concourse shall be a maintenance cost to be assumed by the Garage, the Mianesota Bldg. and by 340 Cedar 13933.4. 8 • � T�c snsioi Building for the portions of the pedestrian concourse located within the Gazage, the Minnesota Bld�. and the 340 Cedar Building Building, respectively. � l�� 22. Amount of Insurance. The Crara�e shall fumish and maintain public liability and casualty insurance coverage for the skyway bridge with all of the other parties naxned is additional insureds, and each of the other parties shall do so as to liability insurance for their respective portions of the pedestrian concourse, with a duly licensed insurance company, wherein the City shall be desi�ated as additional+ insured, said insurance containing the followin� minimum coverages: for pzoperty damage to the extent of �500,000.�0 in any single accident, for personal injuries, including death, $1,000,000.00 for each occurrence. Such m;nim�,m amounts shall be subject upon 60 days notice, to reasonable change by official action of fhe Council of the City of Saint Paul, in the event statutory municipal liability limits aze altered by legislation or judicial decision at any time after the date hereof. The casualty insurance shall have an ail-risk or physical loss coverage for replacement cost of the skyway bridge, as reasonably determined by the City from time to rime. • DIRECTIONAL SIGNS 23. Apnroval; Cost of Siens. The location of directional or other skyway signs that may be installed in the pedestrian concourse herein shall be determined by the City provided, however, that the Port Authority, CCP and 340 Cedar Building shall be entitled to notice of and a right to comment on any changes to such signage. The cost of installation, including electrical connections and mounting hazdware (pendants, or ceiling channel, and support above ceiling), shall be considered part of the cost of construction of the concourse, the liability for the payment of which shall be governed by pazagraphs 4 and 5 herein above. The cost of operating, maintauung and repairing. the directional signs shall be borne by the parties on whose properties or leaseholds, such signs are located. If the location of the pedestrian concourse public easement is changed, the said signs shall be moved accordingly, and the cost of moving and rei�stalling signs to a new easement area shall be borne by each building owner. If the si� moving or a change in the name of the Garage, the Minnesota Bldg., the 340 Cedar Building or the Lot requires a change in the sign face, the changes shall be made in a manner consistent with the graphic design system established for skyway signs, and the cost of such change shall be bome as provided in the immediately preceding sentence. BINDING OBLIGATIONS 24. Subiect to Citv Codes. The parties agree that in the construcrion, maintenance, repair and operation of the pedestrian concourses, they shall be bound by all City Codes and ordinances governing the System, insofaz as they are applicable by force of law. 25. Successors and Assiens Bound. The respective rights and obligations of the parties set forth in this Agreement sha11 be binding upon and inure to the benefit of the respecrive parties, their successors and assigns, and shall continue in force until such time as said System or that part herein provided for is vacated or abandoned in the manner pemutted by Iaw, or terminated in accordance with the Grant of Easement. 13933.4. 9 " TJG 5/25/Ol 26. Ag,reement Survives Convevance, Is Not Mer�ed. This Agreement shall sutvive �` 8-a `� conveyance and delivery of the Grant of Easement provided for herein and shall not be considered merged therein. 27. Owners Retain Propertv Riehts� ObliQations Conveved. The property owners herein reserve unto themselves the unconditional right and pritiilege of selling, conveyin� and transferring their abuiting and/or encumbered or involved real estate herein and assigning and transferring this A�eement to any other corporation, corporations, ixust, trusts, individual(s), partnerships or other form of venture. Tn the event of transfer of any property owner's interest in the properiy, the owner (seller) shall be freed and relieved, from and after the date of such transfer, of all liability as respects the performance of any covenants or obligations on the part of the owner (seller) contained in this Agreement thereafter to be performed; provided that owner's successor fully and without 1'unitarion assumes in writing all duties, responsibilities and covenants of the owner (seller) under this Agreement. For the purposes of this Section, "owner" shall include, hut not be limited to lessors, lessees, sublessors and sub lessees. 28. Effective Date of ObliQations - Skvwav. Seven (7) calendaz days after the issuance of the Written Notice of Final Inspaction by the City, and its fiimishing to the Port Authority, to CCP the Minnesota Bldg. and to the 340 Cedar Building the obligations and duties contaaned in Sections 15 — 17 - 19, and 22 hereof, as to said skyway bridge, shall become operative 29. Effective Date of ObliQations - Concourses. Upon substantial completion of the pedestrian concourse, City shall give written notice of such completion to the Port Authority, to CCP, the Minnesota Bldg., and to the 340 Cedaz Building. Seven (7) days thereafter, the obligations and duties contained in sections 19 and 22 hereof, as to said pedestrian concourse, and shall become operafive. All other obligations and duties aze effective upon the date of execution of this Agreement. 30. Notices - Address. Any notice to the parties hereunder shall be considered sufficiently delivered if mailed, by registered or certified mail, postage prepaid, as follows: a. To: City of Saint Paul Director, Departznent of Technology and Management Services, Real Estate Division 140 City FIall St. Paul, Minnesota 55102 .�. HI2A of the City of Saint Paul, Minnesota Executive Director Suite 1300 City Hall Annex 25 West Fourth Street St. Paul, Minnesota 55102 13933.4. 10 s TJG 5/25/01 b. To: Capital City Ventures, LLC �� Attention: John Rupp 340 Cedaz Street St. Paul MN 55101 c. To: Port Authority of the City of Saint Paul and/or Capital City Properties 1900 I,andmark Towers 345 St. Peter S�eet St. Paul, MN 55102 d. To: Hellervik Attention: I.owell W. Hellervik Unit ZS ' Pazk Towers Condominiums 54 E. Fourth Street St. Paul, MN 55102 e. To: Minnesota Bldg. Attention: John Rupp 40 E. Fourth Street St. Pau1, MN 55101 A party may, by written notice, designate a different address to which norices to it shall be directed. SAVINGS CLAUSE 31. Skvwav Policv. The General Policv Statement for the Construction of the Saint Paul Skvwav Svstem, adopted Mazch 10, 198'1, attached hereto as Elchibit J, is hereby incorporated into this Agreement and its terms shall be binding as to the bridge and concourse areas constructed pursuant to this Agreement. In the event any provision of the General Policy Statement conflicts or is inconsistent with this Agreement, this Agreement shall supersede and be controlling. 32. Caurions Headines or Titles. All captions, headings or titles in the paragraphs or secrions of this Agreement are inserted for convenience of reference only and shall not constitute a part of this Agreement as a limitation or enlazgement of the scope of the particular paragraphs or sections to which they apply. 33. 340 Cedar Buildin� and Gazage. All obligations of the 340 Cedar Building, the Minuesota Eldg., the Lot or the CTarage stated above shall inure to and be an operating expense of and the responsibifity of the legai or equitable owner of said 340 Cedaz Building, the Minnesota Bldg., the L.oY, and Garage. '13933.4. 11 r.rG sizsim � � _� � In Witness Whereof, the parties have caused this A�eement to be executed and delivered as of the day and yeaz fust above written. CITY OF SAINT PAUL, MINIQESOTA {SEAL): Approved as to form: By Its Mayor By Its Director, Office of Financial Services By Assistant City Attorney Its City Clerk #isoss �� -a��n�,t:sxy�y S-1 TJG 5/25/01 CAPITAL CITY VENTURES, LLC, a Minnesota limited liability company By Its Chief Manajer �__.�na l (` % ��,rrcr.r I,owell W. Hellervik D�d`��f�,�rt �c��,sv� M atherine Shea Hellervik MINNESOTA BLDG., LLC : Its � � �� l #15058 vl • Agreement:Skyv+ay S'_2 nc srzsioi CJ �-� PORT AUTHORITY OF THE CITY OF SALNT PAUL Its Chair Its Secretary CAPITAL CITY PROPERITES By_ Its ,�15058 vl - AgreemrntSkyway S'-3 TJG 5/25/O1 0� �� 5TATE OF MINNBSOTA COUi�TTY OF RAMSEY ) ) ss. ) On this � day of , 2001 before me, a Notary Public in and for said County, appeared , � �d to me personally lmown, who, being, by me duly sworn, did say that they aze respecfively the Mayor, Director, Office of Financiai Services aud City Clerk of the City of Saint Paul, Minnesota, a municipal corporation under the laws of the State of Minnesota, and aclaiowledged that said instrument was the free act and deed of said corporation. Notary Public #15058 vl - Agreemrnk'Skyway Acknowledgement-1 TJG 5/25/O1 STATE OF MINNESOTA COUNTY OF RAMSEY � ) ss. ) On this _ day of , 2001 before me, a I�TOtary Public in and for said County, appeared to me personally known, who, being, by me duly sworn, did say that is the Chief Manager of Capital City Ventures, LLC, a limited liability company under the laws of the State of Minnesota, and acknowiedged that said instrument was the free act and deed of said limited liability company. Notary Public H15058 vl - Ageement:Skyway Acl�owledgement-2 al-�'�� tre snsiot o} -�� 3TATE OF MINI�TESOTA COIINTY OF RAMSEY ) ) ss. ) On this f+�day of �uas— , 2001 before me, a Notary Public in and for said Couuty, appeared Lowell W. Iiellervik and Mary Catherine Shea Hellervik to me personaliy known, who, aclaiowledged that said instrument was their free act and deed. a-�- Notary Public THIS INSTRUMENT WAS DRAFTED BY: Terrence J. Garvey, Atty. No. 33674 1900 Landmazk Towers 345 St. Peter Street St. Paul MN 55102 av�" • �qARK YOUNG �°� ' 'z�^r" €a� � NOTAflY PUBLIC � M�NNESOTA ;� , � t �' H�NA1E1'IN COUN"(Y '• My Commission Expirea Jan. 31, 2005 nisoss �i - a�a�cs�. xen.ccv�u�re5. Acknowledgement-3 E�iibits: EXHIBIT A GARAGE LEGAL DESCRIPTION TIG 5/25/01 D 1 �� R15058 vl -Ag'eement:Skyway B - 1 TJG 5/25/O1 V��d i . . C �C3 340 CEAAR BUII.DING LEGAL DESCRIPTIO?�T f£I5058 v1 -Ageement:Skyway B � 2 r�G snsioi E�uszT c SURFACE LOT LEGAL DESCRIPT`ION 0 � ��a `� #Ii058 v] -AgeementSkyway C - 1 rJC snsioi ..1: 1 GARAGE EASEMENT PLAN ::ODMA\PCDOCS\SPPA\t5058\1 D - I TTG 5/25/O1 154571410 �i:�r:�r�� 340 CEDAR BL3II,DING EASEMENT PLAN E-1 0 � -d'�`� SlqwaY Agreement �t�� EXIIIBIT F GRANT OF EASEMENT WHEREAS, the Capital City Ventures, LLC, a 1'united liability corporation under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in Exhibit A, attached hereto, hereinafter called "Grantor's Property"; and WIIEREAS, Grantor has agreed pursuant to that Agreement dated , 2001 by and among the City of Saint PauI, Minnesota, Grantor, fhe Port Aufhoriry of the City of Saint Paul, Minnesota, L.owell W..Hellervik, and Mary Catherine Shea Heilervik his spouse, Minnesota Building, Inc., and Capital City Ventures, LLC., to grant to the City of Saint Paul, an easement for purposes of pedestrian ingress, egress and transit (all as described below) through Grantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the « NOW THEREFORE, in pursuance of that A�eement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby acimowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT PALTL, a Minnesota municipal corporation (the "Cit}��, an easement for public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Property and the structures thereon, described as: See Exhibit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such rime as "as builY' surveys have been completed to more particulazly and legally describe such easement area; all of which areas described and shown on Eachibit B shall be collectively referred to as the "easement area". Public use of the easement azea is expressly herein made subject to such reasonable police measures regazding open hours and closing any part or all of the easement azea within, on or over Grantor's Properry during non-business hours, and regazding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time detemune. The public's right herein to pedestrian ingress, egress and transit, in and through the easement area granted to the City herein, shall also be 1'united to the hours of 6 a.m. to 6 p.m., Monday tluough Friday, unless other operating hours are prescribed by City codes and ordinances, and such addirional hours as the parties may from time to time agree, subject to the general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shali not restrict City's easement interest, but shall affect only the public's rights to pedestrian ingress, egress and transit in the City's easement during the hours so agreed or legislated. #15058 vl -AgreementSkyway F - 1 a � •� Notwithstanding anything to the contrary herein, the easement granted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The � of easement herein shall be subject to the ri�aht of the Grantor to chan�e the location of the easement condirioned upon the �ant of a new easement which shall permit the continuity o£ the System, and on the further condition that the new easement area shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the further condition that no change in the easement Iocation shall be made without the approvaI of fhe Cify of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the fiuther condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expen�e of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shali terminate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or disconrinued in the manner perxnitted by law. B. In the event the building(s) in, upon or over which the easement area is located shall be substantially destroyed or demolished and such buildings shall not be repaired or reconstnzcted; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without further consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event The easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shali fiuvish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it baing understood that the aforesaid covenant shall run with the land. TO HAVE AND TO IiOLD said easement for pedeshian ingress, egress and transit until the System is vacated or abandoned in the manner pemutted by law or ternunated, in accordance herewith. k75058v1-AgreementSkywaY �'^• ' 2 o � -�' � IN WTI'I�TESS WHEREOF, Grantor has hereunto set its hand this day of , 2001. Capital City Ventures, LLC By Its STATE OF MINNESOTA ) ): SS COUNTY OF RAMSEY ) On this day of , 2001 before me, a Notary Public in and for said County, appeared to me personally lrnown, who, being, by me duly sworn, did say that is tY�e Chief Manager of Capital City V entures, LLC, a lnnited liability company under the laws of the State of Minnesota, and acknowledged that said instruuient was the free act and deed of said limited liability company. Nofary Pubiic #15058 vl -Agreemenc$k}�ay F - 3 o�-�'`� JOIIVDER OF HELLERVIK Hellervik, hereby joins in this Grant of Easement and subordinates its interest in Grantor's Properry to the terms and provisions thereof. �C7 i,uz"'C C I,owell �'J. H 1 rvik "/J/�n.�i L�� r ��l%��-G'CPiL�/'�.�i � therine Shea Heilervik �� STATE OF MINNESOTA ) ) ss. COLTN"I'Y OF RAMSEY ) On tlus � day of TfJ+�P <— , 2001, before me, a Notary Public in and for said County, appeazed I,owell W. Heliervik and Mary Catherine Shea Hellervik to me personally known, who, aclmowledged that said inshvment was their free act and deed. Notary Public � " � MARK YOUNG � NOTABY PUBLIC • }AINNESOTA r"� � HENNEPIN COURTY �,�M �}dy Commbsion Expires Jan. 3t, 2W5 #15058 vl - A@eeurenC$kyw. Hell.CCVwnues. £i - 4 71 \-�'� EXHIBIT G GRANT OF EASEMEI�TT WFiEREAS, the Port Authority of the City of Saint Paul, Minnesota, a body politic and corporate under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in E�ibit A, attached hereto, hereinafter called "Grantor's Propert�'; and WHEREAS, Grantor has ageed pursuant to that Agreement dated , 2001 by and among the City of Saipt Paul, Minnesota, Grantor, the Housing and Redevelopment Port Authority of the City of Saint Paul, Minnesota and Degree Associates, LLC to grant to the City of Saint Paul, an easement for purposes of pedesh ingress, egress and transit (all as described below) through Grantor's Property for the pedeshian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby aclrnowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT PALTL, a Minnesota municipal corporation (the "Cit}�'), an easement for public pedestrian ingess, egress and transit, (a11 as described below), and through the Grantor's Property and the structures thereon, described as: See Exhibit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such time as "as builY' surveys have been completed to more particularly and legally describe such easement area; all of which azeas described and shown on Exhibit B shall be collectively referred to as the "easement azea". Public use of the easement area is expressly herein made subject to such reasonable police measures regazding open hours and closing any part or all of the easement azea within, on or over Grantor's Property during non-business hours, and regarding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time determine. ,,,..,.., The public's right herein to pedestrian ingress, egress and transit, in and through the�;�;�'�;�;�;�;� easement area granted to the City herein, shall also be limited to the hours of 6 am. to 6 p.m.�!� Monday through Friday, unless other operating hours aze prescribed by City codes and: •�' �' •' •; •: •; • ordinances, and suck additional hours as the parties may from time to time agree, subject to the:•:•:•:•:•:•:•: general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not resirict City's easement interest, but shall affect only the public's rights to pedestrian ingress, egress and transit in the Cit}�s easement during the hours so agreed or legislated. #13933v5-A�eemrnt5kywaylowellH<➢rnick/U-C7ub G-1 � l -�� Notwithstanding anything to the contrary herein, the easement granted herein shall oniy be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The �ant of easement herein shall be subject to the right of the Grantor to change the locarion of the easement conditioned upon the grant of a new easement which shall permit the conrinuity of the System, and on the fiuther condition that the new easement azea shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the fiuther condirion that no change in the easement location shall ba made without the approvai of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or condirioned, and, on the fiuther condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expense of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shall terminate upon the happening of either of the following events: A. In the event any easement �anted herein is vacated, abandoned or discontinued in the manner permitted by law. B. In the event the building(s) in, upon or over which the easement azea is located shall be subsfantially destroyed or demolished and such buildings sha11 not be repaired or reconstructed; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without further consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shall fixmish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it being understood that the aforesaid covenant shall run with the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit unril the System is vacated or abandoned in the manner permitted by law or terminated, in accordance herewith. K73933v5-AgreementSkywaylowellHe➢ervick/[i-Club G' _2 o t �� IN WITNESS WHEREOF, Grantor has hereunto set its hand this day of , 2001. PORT AUTHORITY OF TI� CITY OF SAII�TT PAUL Its Chair Its Secretary STATE OF MINNESOTA ) ) ss. COUNTY OF RAMSEY ) On this _ day of , 2001 before me, a Notary Public in and for said County, appeared W. Andrew Boss and Joan Grzywinski to me personally known, who, being, by me duly swom, did say that they are respectively the Chair and Secretary of the Port Authority of the City of Saint Paul, a public body politic and corporate under the laws of the State of Minnesota, said Grantor, and aclrnowledged that said instrument was the free act and deed of said Grantor. Notary Public a13933 v5 -AgemientSkyway lowell Hellervick/f7-Club U` - 3 D � -��L .: ��:� GENERAL POLICY STATEMENT FOR TI� CONSTRUCTION OF TI� SAINT PAUL SKYWAY SYSTEM. ADOPTED MARCH 10. 1987 K33933v5-Agreement5kyuaylowc➢Hellervick/U-Club H-1 .:��: CONST'RUCTION SCHEDULE �� t3933 v5 -AgeemenCSlcyway lowell He➢avick/(7-Ctub I_ 1 Return copy to: O! 1 i V 1 1� !'1 � Real Estate Division 140 City Hall Presented By Referred To Council File # O l —�09 Green Sheet # �(� �`] � Committee: Date i WHEREAS, The Port Authority of Saint Paul is in the process of constructing the Capital City Plaza Ramp, z located on the block bounded by Cedar Street, Keliogg Blvd., Minnesota Street and Fourth Street; and a WHEREAS, the new parking ramp shall be served by two new skyway bridges located over Cedar Street and Fourth Street; and WHEREAS, the City desires to extend the Pedestrian easements access of the a skyway system to this new Ramp development; now be it �o RESOLVED, that the proper City official are hereby authorized to execute agreements entitled: "Agreement � i Regarding Construction, Maintenance and Operarions of a Skyway Bridge over Fourth Street Between Cedar tz Sireet and Minnesota Street and Associated Pedestrian Concourses' ; Agreement Regarding Construction, is Maintenance and Operations of a Skyway Bridge over Cedaz Street Between Fourth Street and Kellogg Blvd. �a and Associated Pedestrian Concourses". 15 16 Requested by Departrnent of: Adopted by Council: Date �' a a �� Adoption Certified by Council Secre ry By: "�� . a . � - Approved by Mayor: Date /� �'L By: Technoloev & Mana¢ement Services By: ��.Ge/� 1 67 L^�i�� v�/Director Form Approved by City Attorney g By: -�� icn.�..�-- "� —f T- v f Approved by Mayor for Submission to Council sy: ,�c ..� T.M.S./REAL ESTATE DIVISION Date: July 5, 2001 Green She t Number: 111871 � ootact Person and Phone Number. � EPAR7'AlENT DIItECi R CITY COUNCQ, O _ O Dave Nelson 266$860 Real Estate of TMS ;\ �� 1 ATTORNEY � CLERK T-V� UDGETDII2ECIOR 2 FFtCEOFFINANC7ALSVCS. ust be on CONSENT Council Agenda bY� . 3 YOR(ORASSISI'AN'n 4 COL:NCII. RESEARCH OTAL # OF SIGNAT[JRE PAGES 1 (CLIP ALL LOCATIONS FOR SIGNA"1"URE) �, CITON REQUESTED: Submit to the City Council for approval a Council Resolntion authorizing the proper City Officials to sign two agreements entitled: 1. "Agreement Regarding Constrac6on, Maintenance and Operations of a Skyway Bridge „ over Fourth Street Between Cedar Street and Minnesota Street and Associated Pedestrian Concourses"; 2. Agreement Regarding Construction, Maiutenance and Operations of a Skyway Bridge over Cedar Street „ Beriveen Fourt6 Street and Kellogg Blvd. and Associated Pedestrian Concourses". Attachments: Resolution for : submission; Map depicflng the new Skyway Sridge locafions. COMMENDATIONS: APPROVE (A) OR REJECT (R) ERSONAL SERVICE CONTRACTS MiJST ANSW ER THE FOLLOWING: i. Ras the person/firm ever worked under a contract for this department? YES NO PLANN01'GCOhNllSS10N A S'IAFF � . Has this person/firm ever beeu a Ciry employee? YES NO r C1V4. SERV[CE COMhll55ION . Does [his persoNfirm possess a skill not normaliy possessed by any YES NO current City employee? CB COhAU't"IgE Explain all YES answers on a separare sheet and attach. UPPORTS WH[CH COUIVC[L OBJECI'iVE? � COUNCIL WA2D(S) 2, DISTRICT PLANNING COUNCIL 17 NITIATING PROBLEM, ISSUE, OPPORTUNTTY (Whq What, When, Where, Why?): �; Construction of two new skyways bridges in downtown Saint Paul: Crossing Cedar Street between Kellogg Blvd and 4th Street; Crossing 4th Street between Cedar Street and Minnesota Street. VANTAGESIFAPPROVED: Permits the legal authority of the City to extend the skyway system to a new block in downtown Saint Paul. The - agreements provide the City easement rights and specifies the operarions and maintenance responsibilities of th abutting property owners. ' ISADVANTAGESIFAPPROVED: None. ° ISADVANTAGESIFNOTAPPROVED: The City would not possess the legal right to provide ingress and egress to the public for the purpose of edestrian travel. OTAL AMOUN'C OF 1RANSACTION: NO COS1 t0 tI1C CIY�' COST/REVENUE BUDGETED (CII2CLE ONE) YES NO � UNDINGSOURCE: ACTIVII'YNUMBEIF � "'��-'""` ` —" " - - - '^ � nNC�u, mFO�Tiox: �r[am� �o€mc� R�asch Center � �•. ��; �Rt �� ';c �r � � � /�r r� � k" t: � �': , �.. � _ " T7G 6/28/01 �� D� Agreement Regarding Constructian, Maintenance and Operation of a Skyway Bridge Over Cedar Between Fou.rth Street and Kellogg ; ar�d Associated Pedes�rian To Capital City P ,� � : � : �, e City of Saint Paul; Honor Building, LLC .YI4533 v3 - Ageement: Skywny v6 TJG 6/28/Ol CONTENTS OF AGREEMENT TOPIC D t -�°� PAGE BRiDGE CONSTRUCTION AND COST RESPONSIBILITIES .......................................2 1. Design and Construcrion .................................................................................................................................... 2 . Bridge FIVAC, Lighting, Drainage Systems ..............._....................................................................................2 3 . Authority's Assignmenf of Warranfies .............................................................................................................3 PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS ......................................3 4 . Concourse Access ................................................................................................................................................ 5. Concourse Construction ..................................................................................................................................... EASEMEN'TS At�D HOURS 6. Grant oFEasement and Hours ........................................................................3 7. Easement Description ......................................................................................................................................... 8. Width of Easement ............................................................................................................................................. 9. Easement Survey ................................................................................................................................................. 10. Easements Public and Subject to Law ............................................................................................................ 11. R'aiver of Share in Damages ............................................................................................................................A 12. Ownership of Bridge ........................................................................................................................................ OPERATION, MAINTENANCE AND REPAIR .......................... 13. Port Authority Transfer of Plans, Drawings. Etc ............................ 4 14. Scope of Maintenance: Approval of Modifications .............................:.........................................................5 15. Port Authority, Degree and Port Authority Agreement to Maintain ....................................»....................5 16. Maintenance of the Concourse and Carpet ............................................_..............................._...........»........6 17. Failvre Yo Maintain; Remedies ........................................................................................................................ 18. Advertising; Signage ......................................................................................................................................... Y.14533 v3 - Ageemenk Skyway v6 TJG 6/28/01 U t -��`� SURE "fY BONDS AND INSURANCE ..............................................................................7 19. $100,000 Surety Bond; Contractor's Insurance .............................................................................................7 20. Skyway Hazard, Liability Insurance Cost Shared .........................................................................................7 21. Concourse Hazazd, Liability Insurance ................................................._........................................_............. 22. Atnount of insurance........_ .............................................................................................................................. DiRECTIONAL .................................................................................................... 23. Approvai; Cast of Signs ................................................................................................................................... 8 BINDING OBLIGATIONS ..........:..................................................................................... 24. Subject to City Codes ....................................................................................................................................... 25. Successors and Assigns Bound ..................................................................................................•••.................... 26 . Agreement Survives Conveyance, Is Nat Merged ..........................................................................................9 27. OWNERS RETAIN PROPERTY RIGHTS; OBLIGATIONS CONVEYED .................9 28. Effeafive Date of Obligations - Skyway 29. Effeetive Date of Obligations - Concourses ....................................................................................................9 30. Notices - Address .............................................................................................................................................. SAVINGS CLAUSE ....................................................................................................... 31. Skyway Policy ................................................................................................................................................. 32. Captions, Headings, or Tit►es ................................................»....................................................................... 33. Hotel and Garage ........................................................................................................... E�rhibit A- Garage Legal Description ........................................................................................ A-1 E�ibit B- Hotel Legal Descriprion ............................................................................................B E�ibit C- Degree Building Legal Description ...........................................................................C-1 Exhibit D- Garage and Easement Pian ....................................................................................... D-1 E7chibit E- Degree Building Easement P1an ................................................................................E-1 E�ibit F- Crrant of Easement ..................................................................................................... F-1 Eachibit G- Grant of Easement .................................................................................................... G-1 Exhibit H- General Policy Statements for the Construction of the Saint Paul Skyway System, Adopted 10, 1987 .......................................................................................... H-1 E�ibit I - Consirucrion Schedule .................................................................................................I �t 4533 v3 - Ageement: Skyway v6 t SKYWAY AGREEMENT �t-F�q THIS AGREEMENT is made and entered into this day of 2001, by and amon� the CTTI' OF SAINT PAUL, a municipal coiporation, hereinafter referred to as the "Cit}�'; the PORT AUTHORITY OF 'IT� CITY OF SAINT PAUL, a body politic and corporate under the laws of Minnesota, hereinafter referred to as the "Port Authorit�'; Capital City Properties, a non-profit corporation under the laws of Minnesota hereinafter referred to as "CCP", and Degree of Honor Building, LLC, a Minnesota 1'united liability company, hereinafter referred to as "De�ee". WITNESSETH: WHEREAS, the City of Saint Paul and the HI2A, through the Downtown Urban Renewal Project, Minn. R-20, undertook to develop a pedestrian skyv✓ay system within the Downtown Central Business District, hereinafter refened to as the "System"; and WHEREAS, the HRA, pursuant to Chapter '164, Laws of Minnesota 1973, is authorized to operate the System; and WHEREAS, the City has transferred responsibility for the Skyway system from the HI2A to the Real Bstate Division of the Department of Finance; and WHEREAS, the Port Authority and CCP own part of the block bounded by Cedar Street, Minnesota Street, Fourth Street, and Kellogg Boulevard (the "Development Block"); and WHEREAS, the Port Authority and CCP will construct an approxixnately 1,000-caz public pazking facility, (the "Garage") on that portion of the Development Block legally described on E�ibit A attached hereto; and TJG 6/28/Ol WHEREAS, the Port Authority and CCP own the Radisson Hotel (the "Hotel'� legaliy described in E�ibit B attached hereto. WIiEREAS, Degree is the owner of the Degree of Honor Building located at 325 Cedaz 5treet (the "Degree Building") on the properry legally described on Exhibit C attached hereto; and WHEREAS, this Agreeznent touches and concerns the Garage and the Hotel, legally described in Exhibit A and B attached hereto, and the Degree Buiiding, which is legally described in E�ibit C attached hereto; and WHEREAS, Degree, the City, the HRA, and the Port Authority agree to the construction of a skyway pedestdan bridge across Cedar Street from the Degree Building to the Garage (sometimes referred to herein as the "bridge" or the "skyway bridge"�; and 14533.3. �� , <. WHEREAS, the parties hereto believe it to be desirable that the System be extended by public easement through the De�ee Buiiding to and through and to the Gazage and to fhe Hotel by construction of the skyway bridge across Cedar Street and declate their intention to so extend the System; and WHEREAS, the said extension of the System necessit2tes pedestrian ingress, e�ess and transit through certain portions of the Degree Building, the Hotel and the Garage; and WF3EREAS, all parties hereto aze desirous of the construction of the skyway bridge over Cedar Street; and VJHEREAS, substanrial public monies will be expended for the design and conshuction of the skyway bridge connecting the-Garage to the Degree Building and the Hotel; and WHEREAS, a benefit will inure to the respective parties by vntue of being linked to the System; NOW, T'I�REFORE, BE IT RESOLVED AND AGREED TO BY THE PARTIES HERETO AS FOLLOWS: BRIDGE CONSTRUCTION AND COST RESPONSIBII,TTIES 1. Desi�n and Construcrion. The Port Authority and CCP agree to cause to be constructed a skyway bridge connecting the Gazage with the Degtee Building, including necessary support siructures and a penetration into the Degree Building, in accordance with the plans and specifications prepazed by Palanisami and Associates Arclutects and approved by Degree and by the Port Authority and CCP. Any subsequent changes to such pians and specifications shall be submitted by certified mail return receipt requested to Degree and to the Port Authority and CCP for approval, which approval may not be withheld unreasonably and shall be deemed given if no response has been received by the Port Authority within ten (10) days following receipt date of subxnission to Degree. The Port Authority will construct any mechanical, electrical and drainage systems, installations and connections, which aze shown in the approved plans and specifications to be part of the construction, contract. The Port Authority and CCP each agree to pay the cost of design and construction of such skyway bridge. The costs for the provision of necessary bridge support struchue and utility and FiVAC connections in and to the Cazage shall be the obligation of the Port Authority and CCP. The parties to tYus Agreement aclaiowledge and represent to one another that they aze familiaz with the skyway and concourse construcrion schedule attached hereto as E�ibit I. The parties agree to grant such access to their respective properties as is reasonably necessary to accommodate such schedule. TJG 6/28/Ol 2. BridQe HVAC LiehtinQ Draina�e Svstems. Said Skyway Bridge shali inciude the necessary mechanical and electrical equipment for heating, ventilating and air conditioning ("FIVAC"), lighting and roof drainage. The elecirical, mechanical and roof drainage systems (including HVAC) of the bridge shall be tied into the respective systems of the Garage. The said skyway bridge shall include integrated supports inclusive of finishes, a lineaz metal ceiling, 14533.3. O �-�� T�c 6nsioi catpeted floors, triple insulated glass to the extent glass is used to enclose said skyway bridge, p\- S' and automatic slidin� glass doors at both ends of the bridge. The bridge costs in this paragaph are a part of the total design and construction costs for the bridge. 3. Port Authoritv's Assi¢nment of Warranties. The Port Authority will include a provision in its contract for the construction of the skyway bridge whereby the contractor consents to the assiEnment of warranties to Degree, and the Port Authority upon request shall assign such warranties to Degrae upon approved contract compietion without relinquistung its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecution of lawful and praper claims such owners may later assert against the contractor(s) or others arising from faulty desi� or construction of the skyway bridge. Port Authority a�ees to assign to Degree, upon request, all warranties on machinery and equipment, if any, installed in connecrion with the bridge construction, without relinquishing its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecurion of lawful and proper claims which may later be asserted against the vendors or others arising from faulty desi� or manufacture of such machinery and equipment. PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS 4. Concourse Access. The Port Authority and CCP shall at their expense construct and be responsible for skyway pedestrian concourses in the Deg'ee Building, and for skyway vertical access facilities in the Garage and in the Hotel, respectively, in accordance with this Agreement, and the General Policv Statement for the Construction of the Saint Pau1 Skvwav S sv tem, adopted Mazch 10,1987. The location and physical dimensions of vertical access facilities and pedestrian concourses shall be described and shown on Exhibits D and E attached hereto. 5. Concourse Construction. All costs and expense in connection with the conshuction and extension of the pedeshian concourses and verticai access faciliries described above, shali be borne by the Port and CCP for the facilides located within the Degree Building, the Port Authority and CCP for the facilities located within the Gazage, and by the Port Authority and CCP for the facilities located within the Hotel. EASEMENTS AND HOURS 6. Grant of Easement and Hours. The Port Authority, CCP and Degree hereby agree to grant to the City of Saint Paul a public easement for the padeshian skyway system through the Hotel, the Garage and the Degree Building located in accordance with E�ibits D and E attached hereto. Said easements to be granted sha11 be in the form attached hereto as Exhibits F and G and shall grant to the public the right of use of said pedestrian skyway system through the Degree Building, the Garage and the Hotel for purposes of pedestrian ingress, egress, and transit, except for such reasonable police measures regarding open hours and closing all or part of the concourse through their properry as the City may, by ordinance, from time to time deternune, or regarding public conduct therein as may be prohibited by skyway ordinance, as it may be amended from time to time. It is agreed by all parties that the skyway bridge herein and the new pedeshian 14533.3. �� TJG 6/28/O1 concourses provided for in the Garage, the Degree Building shall be open for public ingress, �\-� � egress and transit iiurin� the times required under City codes and ordinances, provided that after- hours emergency egess from the skyway system as may be required by code shall be available from the skyway bridge and pedestrian concourse through elements of the pedeshian skyway system on adjoining properties; but nothing herein shall prohibit the respective property owners from opening such facilities for longer hours. These hours aze subject to revision by mutuai a�eement and subject to the general power of the City to prescribe System hours by ordinance. 7. Easement Description. The new public easement through the Degree Buiiding and the Garage shall be in accordance with E�ibit F, and the new public easement through the Degree Building and the Hotel shall be in accordance with E�ibit G. 8. Width of Easement. The public easements provided for herein shall be continuously at least 8 feet in width,in tl�e Degree Building and 12 feet in width in the Hotel and the Gazage, except at nodes, if any, where it may be larger; or where stairways or the structural design of the building is such that a width of 12 feet is impossible (including, without limitation a narrower width at building columns and at doorways within the Degree Building and the Garage and the Hotel and for the pedestrian access route at the street level of the Hotel, and the Garage); as is otherwise provided by the Exhibits A and E(Easement Plan). 9. Easement Survev. The Port Authority may, at its expense, cause the initial easements in the Degree Building and the Garage and in the Hotel, to be more particularly described by registered land surveyors following completed construction of the public concourse access azeas. Degree has the right to review and approve any completed surveys for accuracy, and any errors sha11 be conected at the Port Authority's expense. 10. Basements Pubiic and Sub}ect to Law. The Port Authority, CCP, and Degree agree that ffie pedestrian concourse within the easements herein described, and the adjacent access easements shall be designated as public easements, and that all ordinances of the City, which by force of law are applicable to the System, shail govem. 11. Waiver of Share iu Dama¢es. The City and the I�RA hereby waives any right it may have to shaze in an award of damages in the event that a public body acquires all or any part of the previously mentioned Degree Building, Gazage or Hotel by condemnation or under the threat of condemnation. Said waiver applies to the easements tt�rou� the pmperties but not to the skyway bridge or its end portions within respective air rights easements. 12. Ownerslu� of Bridee. It is agreed by and between the parties hereto that the skyway bridge between buildings shall at all times be owned by the City, and said skyway bridge shall not constitute property leased, loaned or otherwise made available to second parties, or any one of them (within the meaning of Chapter 272.01(2) of Mnmesota Statutes), it being understood that said skyway bridge is intended to benefit the public generally. OPERATION. MAINTENANCE AND REPAIR 14533.3. �� TJG 6/28/O1 c� �-�o`l 13. Port Authoritv Transfer of Plans. Drawin�s. Etc. The Port Authority and CCP shall deliver to Degree and to the City copies of all plans, specifications, drawings, operating manuals, written warranties, etc., and any other documents necessary or useful in the maintenance, repair and operation of the structure and the electrical, drainage, and HVAC facilities in and serving the skyway bridge. 14. Scope of Maintenance: Apnroval of Modifications. The Hotel and Garage fiirther agree to provide the necessary repair, maintenance and operation of the skyway bridge and its inte�al parts, including electrical, drainage and HVAC facilities in and serving the skyway bridge, at their sole expense, without cost to the City. Such maintenance shall be to a reasonable standazd of safety and cleauliness and shall include, but not be limited to, glass, floor, hardwaze aud metal trun cleaning, polishing, repair and replacement; roof maintenance; repainting; Iight bulb replacement and light fixture cleaning. Except for routine repairs and repiacement or when an-emergency situation requires rapid action, the City shall be fiunished with plans and specifications for all additions, alterations or repairs and replacements to the skyway bridge, which plans and specifications shall be subject to their reasonable and timely approval or disapproval before commencement of the work contemplated therein. 15. Hotel and Gara e A eement to Maintain. The Hotel and the Gazage hezeby agree to shaze equally the maintenance, operation, insurance and repair costs and responsibilities for the skyway bridge, its integral parts and related equipment, a11 as more fully described in Section 14 hereof. The Garage shali perform the actual maintenance, operation and repair, and the owner of the Garage shall perform such obligations. It is agreed that the Garage will provide all necessary systems and equipment to adequately supply ali HVAC, electrical and other operating utilities for said skyway bridge with the costs of maintaining, operating, insuring and repairing such systems and equipment to be shazed by Hotel and Gazage as an operating expense. If such HVAC, electrical and other utilities are not separately metered, the costs of such services shall be equitably apportioned based on engineering studies or as the parties may otherwise agree. The shared costs shall be paid as follows: 14533.3. a. Prior to the beginning of each calendar yeaz, the Garage shall compute and deliver to the Hotel a bona fide estimate of the costs of providing services under ttris Secrion 15 and procuring the insurance and bonds required under Secrions 19 - 21. The Hotel shall pay to the Garage its share of such cost in equal monthly installments on or before the first day of each month of such calendar yeaz. As soon as practicabie after the end of each calendaz yeaz the Gazage shall deliver to the Hotel a written statement ("Annual StatemenY� setting out in reasonable detail the actual cost thereof and certified to be correct by an officer or general partner, as appropriate. If the aggregate of the monthly installments actually paid by Garage differs from the amount deternuned from the Annual Statement, the Hotel shali pay or Garage as appropriate, shall refund the difference, as the case may be. b. If during any calendaz yeaz any major repairs or replacements to the skyway bridge aze necessary and aze not budgeted as part of the costs under Subsection 15(a), the Hotel shall pay to Gazage as appropriate the Hotel's allocated portion of �,, i TJG 6/28/Ol such cost within 30 days of invoice therefore. Except in an emergency, Garage �� shall furnish the Hotel an estimate of the cost before commencing such work. c. In the event that the Degree of Honor Building LLC is assessed for any maintenance costs related to the skyway bridge, or such costs are otherwise imposed, Crara�e and Hotel shall defend and indemnify Degree of Honor Building LLC from and for such costs provided that Degree of Honor Building LLC timely notifies Garage and Hotel of the assessment or imposition. 16. Maintenance of the Concoiuse and Carpet. Degree hereby a�ees to provide all repairs and maintenance to maintain the pedeshian concourse in or on the Degree Building to a reasonable standard of safety and cleanliness and to provide for the operation for said pedestrian concourse; and sunilazly the Garage so agrees with respect to the pedestrian concourse and the elevator and stairway complex on and within the Garage. Except for those repairs and replacements which aze (1) routine, (2) the result of normal wear and tear, (3) required by an emergency requiring rapid action, or (4) involve solely aesthetic considerations relating to colors and surface finishes, City and the HRA shall be fiunished with both preliminary and final planc and specifications for all additions, or repairs and replacements to the pedestrian concourse, which plans and specificarions shall be subject to their reasonable and timely approval or disapproval before commencement of work contemplated therein. Lack of action on the part of the City or the HI2.A. to approve or disapprove such plans or specifications, whethar preliininary or final within 10 business days after receipt of such plans and specifications shall be deemed approval. If the Port Authority, CCP or De�ee uses or installs carpet or other less durable flooring material for concourse corridors, such carpet shall be replaced with new catpet or other material marching as closely as possible the original in quality at such intervals as may be deternuned joinfly by the City, the HRA, and the party responsible for replacing carpet in the applicable corridors. Such new carpet or other material to be subu�itted to City for its review and approval, which approval shall not be unreasonably withheld or delayed. The parties agree and aclmowledge that the current catpet in place in the Degree of Honor Building is acceptable in quality. Such review shall be limited to appearance and design in order to insure reasonable unifornuty for all parts of the skyway system, and to achieve the design identity, continuity, and ease of orientation necessary for the skyway system to function effectively. 17. Failure to 1Vlaintain: Remedies. If the Port Authority, CCP and Degree fail adequately to maintain, repair and operate the said skyway bridge or if any of them fail adequately to maintain, repair and operate the pedestrian concourse areas through their respective properties to a reasonable standard of safety and cleanliness within 30 calendar days after receipt by the defaulting parry or parties of written demand from the City specifying the acrions to be taken, the City may undertake said reasonable and necessary maintenance, repaix and operating tasks, and the cost by City for said maintenance, repair and operation sha11 be assessed to and shali be paid forthwith by the defaulting parry or their sureties as applicable; provided, however, that the City retains the right to assess such costs against the defaulting party as a local improvement in the manner provided by law. Notwithstanding the foregoing, if the condirion which prompts the 30 day notice by the City cannot reasonably be remedied within 30 calendaz days, then the 30 day period shall be extended by the City to such time as may be reasonabie for curing the condition. 14533.3. ��; _ , TJG 6/28/Ol a 1-a�� 9 18. Advertisine; SienaQe. The skyway bridge and pedestrian concourses, which are the subj ect of this A�eement, shall not be operated for the purpose of advertising the name of any product or business or any other commercial purpose except as may be pemutted under Sections 140.06 and 140.07 of the St. Paul Legislative Code. Signage identifying a tenant on a doorway or other entry from a skyway concourse shall not be deemed to be advertising. Permanent storefront signage shall not project out from the wall into the easement azea except as subject to the reasonable approval of the City and the Port Authority before installation. Nothing herein contained shall prevent the installation and maintenance of skyway directional si�s. Planc for all permanent si�age shall be submitted to City prior to sign construction and installarion, and the City shalI approve such plans if such signage is comparable to that existing elsewhere in the System, is not confusingly similaz to the skyway directional signs, and is consistent with good desi� practices. SURETY BONDS AND INSUR.ANCE 14. $100,000 Suretv Bond; Contractor's Insurance. The Port Authority and CCP, at a11 times, shall each fiunish and maintain, or cause to be furnished and maintained, a surety bond for the skyway bridge to and in favor of the City, as obligee, conditioned that said enrity shail indemnify and hold harmless the City against its respective share of all expenses and liability on account of all costs, clauns, suits, and judgments arising out of or connected with the maintenance, operation and repair of the skyway bridge, its integral parts and related equipment, and further conditioned upon CCP's and the Port Authority's, Degree's complying with all terms and conditions expressed and contained in this Agreement as to maintenance, operation and repair of the skyway bridge, which surety bonds shall be in the amount of $100,000, shall be in such form as shall be approved by the City Attorney and shall have such sureties as shall be approved by the Director of Finance and Management Services for the City. The cost of such bonds shall be paid, respectively, by the owners of the Hotel and of the Garage. If the Port Authority, CCP and Degree all agree, in lieu of the separate surety bonds required above, the parties may have obtain one surety bond in the amount of $200,000 to and in favor of the City covering the surety bond obligafion under ttus Secrion 19 for the Gazage, the Hotel and the Degree Building, with the cost of such bond allocated and paid as an operating expense pursuant to Section 15 of this Agreement. The Port Authority and CCP shall procure from the generai contractor and provide to the parties upon request, documentation evidencing that the general contractor is maintaining, throughout the entire period of construction and erection of the skyway bridge, such insurance as set forth in the plans and specifications described in paragraph 1 herein, naming Degree and the abutting properiy owners to the skyway bridge as addirional uvsured's as required by said plans and specifications, specifically in accordance with Section 4., General Conditions, and Section 6., Speciai Condirions of the construction contract. 20. Skvwav Hazazd, Liabilitv Insurance Cost Shared. Insurance required by Section 22 hereunder for hazard and liability for the skyway bridge shall be a maintenance cost to be assumed by the Hotel and the Gazage, wluch shail be shared in accordance with Section 15 as, provided herein. �4533.3. �� ! TJG 6/28/O1 2L Concourse Hazatd. Liabilitv Insurance. Tnsurance required hereunder for hazazd �� and liability for the azeas designated as easements for access and the pedestrian concourse shall be a maintenance cost to be assumed by the Hotel, by the Garage and by De�ee for the portions of the pedestrian concourse located within the Hotel, the Gazage and the Degree Building, respectively. 22. Amount of Insurance. The Garage shall fiimish and maintain public liability and casualty insurance covera�e for the skyway bridge, and each shall do so as to liability insurance for their respective portions of the pedestrian concourse, with a duly licensed insurance company, wherein the City shall be desi�ated as additional insured, said insurance containing the £oliowing minimum coverage's: for property damage to the extent of $500,000.00 in any single accident, for personal injuries, including death, $1,000,000.00 for each occurrence. Such minimum amounts shall be subject upon 60 days notice, to reasonable change by official action of the Council of the City of Saint Paul, in the event statutory municipal liability limits aze altered by legislation or judicial decision at any time after the date hereof. The casualty insurance shall have an all-risk or physical loss coverage for replacement cost of the skyway bridge, as reasonably determined by the City from time to rime. DIRBCTIONAL SIGNS 23. Approvai: Cost of Si�ns. The location of directional or other skyway signs that may be installed in the pedestrian concourse herein shall be determined by the City provided, however, that the Port Authority, CCP and Degree shall be entitled to notice of and a right to comment on any changes to such signage. The parties agree that signage in the Degree Building shall indicate the directions to the Hotel and Garage. The cost of installation, including electrical connecrions and mounting hazdwaze (pendants, or ceiling chanuel, and support above ceiling), shall be considered part of the cost of construction of the concourse, the liability for the payment of which shall be govemed by paragraphs 4 and 5 herein above. The cost of operating, maintaining and repaiiing the directional signs shall be bome by the parties on whose properties or leaseholds, such signs are located. If the location of the pedestrian concourse public easement is changed, the said signs shall be moved accordingly, and the cost of movin; and reinstalling sia s to a new easement area shall be bome by each building owner. If the sign moving or a change in the name of the Hotel, the Degree Building or the Garage requires a change in the sign face, the changes shall be made in a manner consistent with the graphic design system established for skyway signs, and the cost of such change shall be bome as provided in the immediately preceding sentence. BINDING OBLIGATIONS 24. Subiect to Citv Codes. The parties agree that in the construction, maintenance, repair and operation of the pedestrian concourses, they shall be bound by all City Codes and ordinances governing the System, insofar as they are applicabie by force of law. 25. Successors and Assi�s Bound. The respective rights and obligations of the parties set forth in this Agreement shall be binding upon and inure to the benefit of the respective parties, their successors and assigns, and shall continue in force until such time as said System or t4533.3. v\_� TTG 6/28/O1 that part herein provided for is vacated or abandoned in the manner pemutted by ]aw, or �� termivated in accordance with the Grant of Easement. 26. A�eement Survives Convevance, Is Not Merged. This Agreement shall survive conveyance and delivery of the Graut of Easement provided for herein and shall not be considered merged therein. 27. Owners Retain Property_Riehts: Oblisations Conveved. The property owners herein reserve unto themselves the unconditional right and privilege of selling, conveying and transferring their abutting and/or encumbered or involved real estate herein and assigning and ri this Agreement to any other corporarion, corporations, hust, trusts, individual(s), partnerships or other form of venture. In the event of transfer of any praperiy owner's interest in the property, the owner (seller) shall be freed and relieved, from and after the date of such transfer, of all liabiliry as respects the performance of any covenants or obligations on the part of the owner (seller) contained in ttus Agreement thereafter to be performed; provided that owner's successor fully and without lnnitarion assumes in writing all duties, responsibilities and covenants of the owner (seller) under this Agreement. For the purposes of this paragraph, "owner" shall include, but not be limited to lessors, lessees, sublessors and sub lessees. 28. Effective Date of Obligations - Skvwav. Seven (7) calendaz days a8er the issuance of the Written Notice of Final Inspection by the City, and its fumishing to the Port Authority, to CCP and to the Degree Buiiding the obligations and duties contained in paragraphs 15 —17 -19, and 22 herein above, as to said skyway bridge, shall become operative 29. Effective Date of Obli�ations - Concourses. Upon substantial completion of the pedestrian concourse, City shall give written notice of such complefion to the Port Authority, to CCP and to the Degree Building. Seven (7) days thereafter the obligations and duties contained in paragraphs 19 and 22 herein above, as to said pedeshian concourse, shali become operative. All other obligations and duties are effective upon the dafe of execurion of this Agreement. 30. Notices - Address. Any notice to the parties hereunder shall be considered sufficiently delivered if mailed, by registered or certified mail, postage prepaid, as follows: a. To: City of Saint Paul Director, Department of Technology and Management Services Real Estate Division 140 City Hall 15 West Kellogg Boulevard St. Paul, Muuiesota 55102 14533.3. �. �,i T7G 6/28/01 .�. HRA of the City of Saint Paul, Minnesota Executive Director Suite 1300 City Hall Annex 25 West Fourth Street St. Paul, Minuesota 55102 b. To: Degree of Honor Building, LLC 325 Cedaz Street, Suite 300 St. Paul MN 55101 c. To: Port Authority of the City of Saint Paul and/or Capital City Properties 1900 Landmark Towers 345 St. Peter Street St. Paul, MN 55102 �(-�a`� A patty may, by written notice, designate a different address to which notices to it shall be duected. 31. Consideration. Upon the execution of the Skyway easements contemplated herein, the Port Authority and or CCP should pay Degree the sum of $20,000.00 SAVINGS CLAUSE 32. Skvwav Policy. The General Policv Statement for the Construction of the Saint Paul Skvway Svstem, adopted March 10, 1987, attached hereto as Eachibit H, is hereby incorporated into this Agreement and its terms shall be binding as to the bridge and concourse areas constructed pursuant to this Agreement. In the event any provision of the General Policy Statement conflicts or is inconsistent with this Agreement, this Agreement shall supersede and be conirolling. 33. Canrions, Headines, or Titles. All captions, headings or titles in the pazagraphs or secrions of this Agreement are inserted for convenience of reference only and shall not constitute a part of this Agreement as a limitation or enlargement of the scope of the particulaz paragraphs or sections to which they apply. 34. Hotel and Gara�e. All obligarions of the Hotel or the Gazage stated above shall inure to and be an operating expense of the responsibility of the legal or equitable owner of said Hotel and Gazage. '14533.3. �� TTG 6/28/0] In Witness Whereof, the parties have caused this Ageement to be executed and delivered as of the day and year first above written. CTTY OF SAINT PAUL, MINi�1ESOTA (SEAL): Approved as to form: Assistant City Attomey X14533 v3 - Agreement: Skyway v6 By Its Mayor By Its Director, Office of Financial Services By Its City Clerk .S'-1 0 1-�� , . - nc ensioi DEGREE OF HONOR BUILDING, LLC, a Minvesota Iimited liab� ity company By � Its Manag r � � -�U 5 #14533 v3 - Agreemrnt: Skyway v6 S' _2 ric 6nsioi PORT AUTHORITY OF T`fIE CTTY OF SAINT PAUL By Its Chair Its Seeretary CAPITAL CTTY PROPERITES By_ ztS �� %14533 v3 - Agreemeni: S1;yway v6 S'-3 TTG 628/Ol a 1-��`� STATE OF MII�NESOTA COUNTY OF RAMSEY ) ) ss. ) On this day of , 2001 before me, a Notary Public in and for said County, appeared , � �d to me personally laiown, who, being, by me duly swom, did say that they aze respectively the Mayor, Director, Office of Financial Sexvices and City Clerk of the City of Saint Paul, Minnesota, a municipal corporarion under the laws of the State of Mimiesota, and aclaiowledged that said instrument was the free act and deed of said corporation. Notary Public #14533 v3 - Ag�eement: Skyway v6 Aclrnowledgement-i rJC 6ns�ot 0 � -d'�`t STATE OF MINNESOTA COUNTY OF RAMSEY ) ) ss. } On tlusa�l day of � , 2001 before me, a Notary Public in and for said County, appeazed to me personally known, who, being, by me duly sworn, did say that is the Manager of Degree of Honor Building, LLC, a limited liability company under the laws of the State of Minnesota, and aclrnowledgect that said instrument was the free act and deed of said limited liability company. Notary Pubh'C � - MARVA DEE PLAGENS � .� NOTARYPUBLIC•MINNESOTA �• My Comm. E�ires Jan.3i, 2005 #14533 v3 - Agreement Skyway v6 Acknowledgement-2 nc 6izsroi a � -�° q STATE OF MINNESOTA COUNTY OF RAMSEY ) ) ss. ) Qn this _ day of , 2001 before me, a Notary Public in and for said County, appeared to me personally l�own, who, being, by me duly swom, did say that they aze respectively the Chair and 5ecretary of the Port Autharity of the City of Saint Paul, a public body politic and corporate under the laws of the State of Minnesota, and acknowledged that said instrument was the free act and deed of said body politic and corporate. Notary Public THIS INSTRiJMENT WAS DRAFTED BY: Terrence J. Garvey, Atty. No. 33674 1900 Landmark Towers 345 St. Peter Street St. Paul NIN 55102 #14533 v3 -Agreement: Skywayvb Acknowledgement-3 TJG 6/28/01 Ql��d Eachibits: � il: GARAGE LEGAL DESCRIPTION '�14533 v3 - Agreement: Skyway vb B- 1 I A:1 : HOTEL LEGAL DESCRIPTION TJG 6/28/01 O i.�� ) n14533 v3 - Ageement Skyway v6 B- 2 T7G 6/ZS/01 8l-��`� �:u: DEGREE BUILDING LEGAL DESCRIPTION `�14533 v3 - Ageement: Skyway v6 C- 1 ��: i GARAGE EASEMENT PLAN TJG 6/28/Ot �1 -��`� #14533 v3 - Agreement: Skyway v6 D- 1 t� I - Y� � TJG 6/28/Ol EXHIBIT E ]545774.20 DEGREE BUII,DING EASEMENT PLAN E-1 SKyway Ageement 0�-�� i��a GRANT OF EASEMENT W�3EEREAS, the Housing and Redevelopment Port Authority of the Ciry of Saint Paul, Minnesota, a body poliric and corporate under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Mnmesota, more particularly described in Eaihibit A, attached hereto, hereinafter called "Cnantor's Properi}�'; and W.E�REAS, Grantor has agreed pursuant to that Agreement dated , 1998 by and among the City of Saint Paul, Minnesota, Grantor, the Port Authority of the City of Saint Paul, Mimiesota and Degree Associates, LLC to �ant to the City of 5aint Paul, an easement for purposes of pedeshian ingress, e�ess and transit (all as described below) through Grantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby acknowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT' PAUL, a Minnesota municipal corporarion (the "City"), an easement for public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Properiy and the structures tliereon, described as: See E�ubit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such time as "as built" surveys have been completed to more particulazly and legally describe such easement azea; all of which areas described aud shown on E�ibit B shall be collectively referred to as the "easement area". Public use of the easement azea is expressly herein made subject to such reasonable police measures regarding open hours and closing any part or all of the easement area within, on or over Grantor's Property during non-business hours, and regatding public conduct within the System, as the City of Saint Pau1 may, by ordinance, from rime to time deterxniue. In addifion, and notwithstanding any provision to the contrary set forth herein, the portion of the easement area labeled "Expansion Pedeshian Concourse" on Exhibit B shall not be open for public use until the later of: a) six months following agreement between Grantor and Degree Associates,,•,•,•_. .... LLC, to consfruct a skyway across Sixth Street as shown on Exhibit B, and b) the date suc�i -;�': •:•:•:•:•:� skyway is completed and open for use. �: The public's right herein to pedestrian ingress, egress and transit, in and through tlie�;:;:;:::•:•:�:- easement area granted to the City herein, shall also be limited to the hours of 6 a.m. to 6 p.m:; �•�•�•' •' •' ••• Monday through Friday, unless other operating hours are prescribed by City codes and ordinances, and such additional hours as the parties may from time to time agree, subject to the #74533 v3 - Agreemmc Skyway v6 �.' - 1 f �4C �/ �� \ o t -�� general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not restrict City's easement interest, but shall affect only the pubIic's rights to pedestrian ingress, egress and �ansit in the Cit}�s easement during the hours so a�eed or legislated. Notwithstanding anything to the contrary herein, the easement �anted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The grant of easement herein shall be subject to the right of the Grantor to change the location of the easement conditioned upon the grant of a new easement which shall permit the continuity of the System, and on the further condirion that the new easement area shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Crrautor, and on the further condition that no change in the easement location shall be made without the approval of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the further condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expense of Grantor. Notwithstanding anything to the conirary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shall terminate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or disconrinued in the manner permitted by law. B. In the event the building(s) in, upon or over which the easement area is located shall be substantially destroyed or demolished and such buildings shall not be repaired or reconstructed; provided, however, that in the event such building(s) be reconshucted or replaced Grantor, its successors and assigns, agree that, without fitrther consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or tenninated under the provisions hereof, the City shall fiunish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shail be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it being understood that the aforesaid covenant shall run with the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit until the System is vacated or abandoned in the manner pexxnitted by law or temrinated, in accordance herewith. k14533 Yi - Agreemept Skyway vb �_ 2 �1 � \ 01-t�'`t IN WITNESS Wf�REOF, Crrantor has hereunto set its hand this day of , 1998. H C�..�'G7 Q� 5<. au�o� oF � crrY oF SAINT PAUL, MINNESOTA By Cha�r d1,b� (SEAL) Approved as to form: By Assistant City Attomey STATE OF MII32�ESOTA COUNTY OF RAMSEY ) ): SS ) By �;�ecvYuz�tor G l'h Gl.t$'�r � By Director, Office of Financial Services The foregoing instrvtnent was acknowledged before me this day of ,-�99QV,-by D,�n; 1�_+�, 7ay-�err�rns, Pamela Wheelock, 3oseph Reid, the Chair, Secretary, Executive Director and Duector, Department of Financial Services, respectively, of the an e � of the City of Saint Paul, Miimesota, a body corporate and politic organized and existing under the Constitution and laws of the State of Minnesota, said Grantor, and acl�owledged that said inshvment was the free act and deed of said Grantor. Notary Public (SEAL) #I4533 v3 -Ag�een�ent Sk}�vay�'6 F-3 _��,. � 0 � -�� JOIIVDER O� DEGREE De�ee of Honor Building, LLC, a Minnesota limited liability company, hereby joins in this Grant of Easement and subordinates its interest in Grantor's Properiy to the terms and pzovisions thereof. STATE OF MINNESOTA COUNTX OF RAMSEY ) ) ss. ) DEGREE OF HONOR BUILDING, LLC, a Minnesota limited liability company B � Y Its M ager a00(,�(�I� On this �. da of ,-�948; before me, a Notary Public in and for said County, appeazed to me personally known, who, being, by me duly sworn, did say that he is the Man er of Degree of Honor Building, LLC, a 1'united liability company under the laws of the State of Muuiesota, and aclmowledged that said instrument was the free act and deed of said lunited liability company. � Notary Public (SEAL) � MARVA DEE PLAGENS � � NOTARY PIIBLIGMINNESOTA �+• • My Cortrcn. Fxpires Jen.35, 20D5 ■ • #14533 v3 - A�Jeement SkyWay v6 ree F-4 0 t -��9 .� : GRANT OF EASEMENT WHEREAS, the Port Authority of the City of Saint Paul, Minnesota, a body politic and corporate under the laws of the State of Miunesota, hereinafter called "Granto�', is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in Exhibit A, attached hereto, hereinafter called "Grantor's Properry"; and WHEEREAS, Grantor has agreed pursuant to that Agreement dated , 1998 by and axnong the City of Saint Paul, Minnesota, Grantor, the Housing and Redevelopment Port Authority of the City of Saint Paul, Mumesota and Degree Associates, LLC to grant to the City of Saint Paul, an easement for purposes of pedestrian ingress, egess and transit (all as described below) through Crrantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby aclmowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SA1NT PAUL, a Minnesota municigal corporation (the "Cit}�'), an easement far public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Property and the shuctures thereon, described as: See Eachibit B, attached hereto and incorporated herein, the easement area subject hereto being crosshatched on said Exhibit B, all subject to axnendment hereof at such time as "as builY' surveys have been completed to more particularly and legally describe such easement azea; all of which areas described and shown on Exhibit B shall be collectively referred to as the "easement azea". Public use of the easement area is expressly herein made subject to such reasonable police measures regarding open hours and closing any part or all of the easement azea within, on or over Grantor's Properry during non-business hours, and regarding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time determine. The public's right herein to pedeshian ingress, e�ess and transit, in and through the easement azea granted to the City herein, shall also be limited to the hours of 6 a.m. to 6 p.m., Monday through Friday, unless other operating hours aze prescribed by City codes and ordinances, and such additional hours as the parties may from time to time a�ee, subject to the general power of the City to close part or all of the easement azea temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not restrict City's easement interest, but shall affect only the pubiic's rights to pedestrian in�ess, egress and transit in the City's easement during the hours so agreed or legislated. #14533 J3 - AgecmenC SSyway v6 G— 1 D � —b�c� `1 Notwithstanding anything to the contrary herein, the easement granted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. T'he grant of easement herein shail be subject to the riLht of the Grantor to change the location of the easement conditioned upon the grant of a new easement which shall permit tt�e continuity of the System, and on the further condition that the new easement area shall be installed following as short a period of closing off the easement for consiruction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the fiuther condition that no change in the easement location shall be made without the approvai of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the further condition that said new easement shall, upon request of City, be surveyed and described by a re�stered land surveyor at the expense of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the unprovements consrituting the System and shall tercninate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or discontinued in the manner pemutted by law. B. In the event the building(s) in, upon or over which the easement azea is located shall be substantialiy destroyed or demolished and such buildings shall not be repaired or reconsixucted; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without fiuther consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shall fiunish a release of such easement or portion thereof to Csrantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsibie for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement azea as described herein, it being understood that the aforesaid covenant shall run ovith the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit until the System is vacated or abandoned in the manner permitted by Iaw or terminated, in accordance herewith. @14533 v3 -A�ement Skywayv6 � _ 2 � � -Y�9 IN WITNESS WAEREOF, Grantor has hereunto set its hand this day of , 1998. PORT AUTHORTLY OF THE CITY OF SAINT PAUL Its Chair Its Secretary STATE OF MINNESOTA ) ) ss. COUNTY OF RAMSEY ) On this _ day of , 1998 before me, a Notary Public in and for said County, appeared W. Andrew Boss and Joan Grzywinski to me personally known, who, being, by me duly swom, did say that they are respectively the Chair and Secretary of the Port Authority of the City of Saint Paul, a public body politic and corpoxate under the laws of the State of Miiuiesota, said Grantor, and acknowledged that said instrument was the free act and deed of said Grantor. , I3otary Public #]4533 v3 - Ageement SkywaY v6 G_ 3 c � -��°t .: : . GENERAL POLICY STATEMENT FOR TI� CONSTRUCTION OF TI� SAINT PAUL SKYWAY SXSTEM. ADOPTED IvIARCH 10,1487 #14533 v3 - Agreement Skyway v6 H 1 O 1-�UR EXHIBIT I CONSTRUCT'ION SCHEDULE #14533 v3 - Ageement Skyway v6 I— 1 ♦ TJG 5/25/O1 0��9 Agreement Regarding Construction, Maintenance and Opera of a Skyvvay Bridge Over F urth St�'eet Between Cedar Street and M��sota StrE and Associated • � • W� ',..e.�fA�k� �� of the City of Saint Paul; d Mary Catherine Shea Hellervik, �is spouse; ota Building, Inc.; and Capital City Ventures, LLC I3933.4. TJG 5/25/O1 CONTENTS OF AGREEMENT TOPIC PAGE BRIDGE CONSTRUCTION AND COST RESPONSIBILITIES .......................................2 1. Design and Construction ...........................................................•••......................................................................Z 2 . Bridge HVAC, Lighting, Drainage Systems ...............................................................»...................._...............3 3. AuthoriTy's Assignmenf of Warranties .............................................................................................................3 PEDES7RIAN CONCOURSE CONSTRUCTION AND COSTS ......................................3 4. Concourse Access ................................................................................................................................................ 5. Concourse Construction ..................................................................................................................................... EASEMENTS HOURS ............................................................................................4 6. Grant of Easement and Aours ...........................................................................................................................a 7 . Easement Description ......................................................................................................................................... 8. Width of Easement ............................................................................................................................................. 9. Easement Survey .................................................................................................................................................5 10 Easements Pubiic and Subject to Law ............................................................................................................5 11. Waiver of Share in Damages ............................................................................................................................5 12. Ownership of Bridge ........................................................................................................................................5 Dl�' OPERATION, MAINTENANCE AND REPAIR .............................:..................................5 13. Port Authority Transfer of Plans, Drawings. Etc ..........................................................................................5 14. Scope of Maintenance: Approval of Mod'il'ications .......................................................................................5 15. Port Authority, 34Q Cedar Building and Minnesota Building Agreement to Maintain .............................6 16. Maintenance of the Concourse and Carpet ....................................................................................................7 17. Failure to Maintain; Remedies ........................................................................................................................7 18. Advertising; Signage .........................................................................................................................................� SURETY SONDS AND iNSURANCE ..............................................................................8 ::ODMA�PCDOCS\SPPA\15058\t TJG 5/25/Ol 19. �100,000 Surety Bond; Contractor's Insurance .............................................................................................8 20. Skyway Hazard, Liability Insurance Cost Shazed ..............................•••........................................................8 21. Concourse Hazazd, Liability Insurance ............................................................................._........................... 22. Amount of Insurance DiRECT{ONAL SIGNS ...... 23. Approval; Cost of Siens BINDING OBLIGATIONS...... 24. Subject to City Codes .............. ............9 ..........................................9 25. Successors and Assigns Bound ......................................................................................................................... 26. Agreement Survives Conveyance, Is Not lYlerged ........................................................................................10 27. OWNERS RETAIN PROPERTY RIGHTS; OBLIGATIONS CONVEYED ...............10 28. Effective Date of Obligations - Skyway 29. Effective Date of Obligations - Concourses 3U. Notices - Address SAVINGS CLAUSE ................. 31. Skyway Policy 0l-� ll 32. Captions, Headings, or Titles ......................................................................................................................... 33. Hotel and Garage ........................................................................................................ Exhibit A- Garage Legal Description ........................................................................................ A-1 Eacbibit B- Lot L,egal Description ................................................................................................B-i Exhibit C- 340 Cedar Building Legal Descriprion ......................................................................C-1 E xhibit D- Muuiesota Buiiding I.egal Description .................................................................... D-1 E�aibit E- Garage and Easement Plan ........................................................................................E-i E�ibit F- 340 Cedar Building Easement Plan ........................................................................... F-1 Exhibit G- Miunesota Bldg. Easement Plan .............................................................................. G-1 Exhibit H- Grant of Easement .................................................................................................... H-1 Exhibit I- Grant of Easement .......................................................................................................I-1 Exhibit J- General Policy Statements for the Construction of the 5aint Paui Skyway 3ystem, AdoptedMazch 10, 1987 ............................................................................................J-1 Eachibit K- Construction Schedule .............................................................................................. K-1 io 10 lU ........................................................................11 ::ODMAIPCDOCS\SPPA\1505811 7JG 5/25/Ol 81 ��9 SKYWAY AGREEMENT THIS AGREE'_VIENT is made and entered into this day of , 2001, by and amon� the CITY OF SAINT PAUL, a municipal corQoration, hereinafter referred to as the "Cit�'; the PORT AUT'HORITY OF TT� CITY OF SAINT PAUL, a body politic and corporate under the laws of Minnesota, hereinafter referred to as the "Port Authorit}�'; Capital City Pzoperties, a non-profit corporation under the laws of Minnesota hereinafter referred to as "CCP"; and CAPITAL CITI' VENTURES, LLC, a Minnesota limited liability company, hereinafter refened to as "340 Cedar Building"; Lowell W. Hellervik, and Mary Catherine Shea Hellervik, his spouse, hereinafter refesed to as "F3ellervik"; and Minnesota Building, Inc., a Minnesota corporarion hereafter referred to as "Minnesota Bldg". WITNESSETH: WIiEREAS, the City of Saint Paul and the Housing and Redevelopment Authority of the City of Saint Paul ("HI2A"), through the Downtown ilrban Renewal Project, Minn. R-2Q, undertook to develop a pedestrian skyway system within the Downtown Central Business District, hereinafter referred to as the "System"; and WF�REAS, the HRA, pursuant to Chapter 764, Laws of Minnesota 1973, is authorized to operate the System; and WfIEREAS, the City has transfened responsibility for the Skyway system from the HRA to the Real Estate Division, of the Department of Finance. WFiEREAS, ffie Port Authority and CCP own part of the block bounded by Cedaz Street, Minnesota Street, Fourth Street, and Kellogg Boulevazd (the "Development Block'�; and WHEREAS, the Port Authority and CCP will constsuct an approximately 1,000-car public pazking facility, (the "Garage") on that portion of the Development Block legally described on Exhibit A attached hereto; and WHEREAS, Hellervik owns the surface pazldng lot (the "LoY') located on the side of Fourth Street legally described in B�ibit B attached hereto. Wf�REAS, Capital City Venhxres, LLC is the owner of the Downtown University Club building located at 340 Cedar Street (the "340 Cedar Building") on the property legally described on Exhibit C attached hereto; and WHEREAS, Minuesota Bldg. is the owner of the Minnesota Building located at 45 E. 4�' Street, St. Paul Minnesota legally described in E�ibit D attached hereto. 13933.4. t TJG S/25/01 WHEREAS, this Agreement touches and concems the Gazage and the 340 Cedar � t � fZ�� Buildin�, legally described in Exhibit A and C attached hereto, and the L,ot, which is legally described in E�ibit B attached hereto and the Minnesota Bldg., described in Exhibit D_; and WI-�REAS, 340 Cedar Building, Hellervik, the City, the Minnesota Bldg., and the Port Authority agree to the consh of a skyway pedesfrian bridge across Fourth Street from the 340 Cedar Buildin� to the Garage (sometimes referred to herein as the "bridge" or the "skyway bridge"); and WHEREAS, the parties hereto believe it to be desirable that the System be extended by public easement through the Lot and then to the 340 Cedar Building and through and to the Garage and then in the Mimiesota Bldg. by construction of the skyway bridge across Fourth Street and declare their intenrion to so extend the System; and WHEREAS, the said extension of the System necessitates pedestrian ingress, egress and transit through certain portions of the 340 Cedar Building Buiiding, the I,ot, the Minnesota Bldg., and the Garage; and WHEREAS, all parties hereto aze desirous of the construction of the skyv✓ay bridge over Fourth Street; and WHEREAS, substantial public monies will be expended for the design and construction of the skyway bridge connecting the Gazage to the 340 Cedar Buildin� Building, the Minnesota Bldg., and the 340 Cedar Building; and WHEREAS, a benefit wili inure to the respecrive parties by virtue of being linked to the System; NOW, THEREFORE, BE IT RESOLVED AND AGREED TO BY THE PARTIES HERETO AS BOLLOWS: BRIDGE CONSTRUCTION AND COST RESPONSIBILTI'IES i. Desi�n and Construction. The Port Authority and CCP agree to cause to be conshucted a skyway bridge connecting the Garage and the Minnesota Bldg., with the 340 Cedar Building Building, including necessary support structures to be located on the Lot property and a penetration into the 340 Cedar Building Building, in accordance with the plans and specifications prepared by Palanisami and Associates Architects and approved by the Port Authority and CCP. Any subsequent changes to such plans and specifications shall be submitted by the Port Authority and CCP to 340 Cedaz Building, the Minnesota Bldg. and Hellervik for approval, which approval may not be withheld unreasonably and shall be deemed given if no response has been received by the Port Authority witl�in ten (10) days following submission to 340 Cedar Building, the Minnesota Bldg., and Heliervik. The Port Authority will construct any mechanical, electrical and drainage systems, installations and connections, which are shown in the approved plans and specifications to be part of the construction, contract. The Port Authority and CCP each agree to pay the cost of desi� and construcrion of such skyway bridge. The costs for the provision of necessary bridge support structure and urility and HVAC connections in and to the Gazage shall '13933.4. . � TJG 5/25/01 be the obligarion of the Port Authority and CCP. The parties to this A�eement aclmowledge and 6 �_,f-d � represent to one another that they are familiaz with the skyway and concourse consh schedule attached hereto as Exhibit I. The parties a�ee to grant such access to their respecrive properties as is reasonably necessary to accommodate such schedule. For purposes of this Agreement, the term "skyway bridge" shall mean the entire bridge commencing at the northerly wa11 of the gazage traversing north over 4�' Street and over the I,ot property connectin� at the northeast comer of the 340 Cedar Building as depicted on the above referenced plans prepazed by Palanisami and Associates. If and when a building is constructed on the Lot property, the term "skyway brid�e" shall then be restricted to mean only that portion of the original skyway bridge co�runencing at the northerly wall of the garage traversing north over 4�' Street to the most southerly wall of any unprovement constructed on the L.ot property. 2. Brid�e HVAC Li�htin¢ DrainaQe Svstems. Said Skyway Bridge shall include the necessary mechanicai and electrical equipment for heating, venrilating and air conditioning ("HVAC"), lighting and roof drainage. The electricai, mechanical and roof drainage systems (including HVAC) of the bridge shall be tied into the respective systems of the Garage. The said skyway bridge shall include integrated supports inclusive of finishes, a lineaz metal ceiling, carpeted floors, triple insulated glass to the extent glass is used to enclose said skyway bridge, and automatic sliding glass doors at both ends of the bridge. The bridge costs in Section 2 are a part of the total design and construction costs for the bridge. 3. Port Authoritv's Assienment of Warranties. The Port Authority will include a provision in its contract for the construction of the skyway bridge whereby the contractor consents to the assignment of warranties to 340 Cedar Building, the Minnesota Bldg., and Hellervik, and the Port Authority upon request shali assign such warranties to 340 Cedar Building, the Minnesota Bldg., and Hellervik upon approved contract completion without relinquishing its own rights under such warranties; and, if necessary, will cooperate and assist in any prosecution of lawful and proper claims such owners may later assert a�ainst the contractor(s) or others arising. from faulty design or construction of the skyway bridge. Port Authority agrees to assign to 340 Cedar Building, the Minnesota Bldg., and Heliervik, upon request, all warranties on machinery and equipment, if any, installed in connection with the bridge construction, without relinquishing its own rights under such warranries; and, if necessary, will cooperate and assist in any prosecurion of lawful and proper claims which may later be asserted against the vendors or others arising from faulty design or manufacture of such machinery and equipment. PEDESTRIAN CONCOURSE CONSTRUCTION AND COSTS 4. Concourse Access. The Port Authority and CCP, and 340 Cedaz Building, and Heliervik (if and when a building is constructed on the I.ot properry) shall at their expense construct and be responsible for skyway pedestrian concourses, and for skyway vertical access facilities in the 340 Cedaz Building and in the Garage, respectively, in accordance with this Agreement, and the General Polic Statement for the Construction of the Saint Paul S a Svstem, adopted March 10,1987. The location and physical dimensions of verticai access facilities and pedestrian concourses shall be described and shown on E�chibits E, F and G attached hereto. 13933.4. 3 ' TIG 5/25/01 5. Concourse Construction. All costs and expense in connection with the �� construction and extension of the pedeshian concourses and vertical access facilities described above, shall be borne by 340 Cedaz Building for the facilities located within the 340 Cedaz Building Building, the Port Authority and CCP for the facilities located within the Garage, the Minnesota Bldg. for facilities located within the Minnesota Bldg., and by Hellervik for the facilities located within the Lot if and when a building is constructed on the I,ot properry. I3otwithstanding the above, if and when Aellervik notifies the Port Authority that it will be improvin� the I.ot with a structure, the Port Authority agrees to remove the portions of the Skyway located on the I.ot as necessary for the construction of said improvements at the cost and expense of the Port Authority. The Port Authority prior to undertalflng any such demolition or removal of portions of the Skyway may require reasonable assurance from Hellervik that any proposed improvements to the L,ot will in fact be undertaken and completed. Hellervik agrees to design and construct at its expense any improvements to the Lot such that access to the Skyv✓ay Bridge over 4` Street and to the 340 Cedar Building is restored witivn a reasonable period of time after completion of construction of the building and improvements on the I.ot. EASEMENTS AND HOURS 6. Grant of Easement and Hours. The Port Authority, CCP, the Minnesota Bldg., 340 Cedar Building, and Hellervik hereby agree to grant to the City of Saint Paul a public easement for the pedestrian skyway system through the Garage, the Minnesota Bldg., and the 340 Cedar Building and over the I,ot in accordance with Exhibits H and I attached hereto. Said easements to be granted shall be in the form attached hereto as E�ibits G and $ and shall grant to the public the right of use of said pedestrian skyway system through 340 Cedar Building Building, the Minnesota Bldg., the Garage and the I.ot for purposes of pedestrian ingress, egress, and transit, except for such reasonable police measures regarding open hours and closing all or part of the concourse through their property as the City may, by ordinance, from time to time detemune, or regazding public conduct therein as may be prohibited by skyway ordinance, as it may be amended from time to time. It is agreed by all parties that the skyway bridge herein and the new pedestrian concourses provided for in the Gazage, the Minnesota Bldg., the 340 Cedar Building and the Lot shall be open for public ingress, egress and transit during the tirnes required under City codes and ordinances, provided that after-hours emergency egress from the skyway system as may be required by code shall be available from the skyway bridge and pedesh'ian concourse through elemenYs of the pedeshian skyway system on adjouung properties; but nothing herein shall prohibit the respective properiy owners from opening such facilities for longer hours. These hours are subject to revision by mutual agreement and subject to the general power of the City to prescribe System hours by ordinance. 7. Easement Description. The public easement through the 340 Cedaz Building Building, the Minnesota Bldg., the Gazage and over the L,ot sha11 be in accordance with E�ibit H and I, attached hereto. 8. Width of Easement. The public easements provided for herein shall be continuousiy at least 12 feet in width, except at nodes, if any, where it may be larger, or where 13933.4. 4 `� T7G 5/25/01 stauways or the shuctural design of the building is such that a width of 12 feet is impossible ��-�� (including, without limitation a narrower width at building columns and at doonvays within the 340 Cedar Buildin� Buildin�, the Minnesota Bldg., and the Garage and for the pedestrian access route at the street level of the 340 Cedaz Building Building, the Minnesota Bldg_, and the Garage); as is otherwise provided by the E�ibits F and G(Easement Plan). 9. Easement Survev. The Port Authority shall, at its expense, cause the initial easements in the 340 Cedar Buildin� Building, the Minnesota Bldg., and the Gaza�e to be more particulazly described by rea stered land surveyors following completed construction of the public concourse access areas. 340 Cedaz Building, the Minnesota Bldg., and Hellen�ik shall have the right to review and approve any completed surveys for accuracy, and any errors shall be corrected at the Port Authority's expense. 10. Easements Public and Subiect to Law. The Port Authority, CCP, the 340 Cedar Building, the Minnesota Bldg., and Hellervik agree that the pedeshian concourse within the easements herein described, the adjacent access easements shall be designated as public easements, and that all ordinances of the City, which by force of law are applicable to the System, shall govem. 11. Waiver of Share in Datnaees. The City and the HRA hereby waives any right it may have to shaze in an awazd of damages in the event that a public body acquires all or any part of the previously mentioned 340 Cedar Building Building, the Minnesota Bldg., the Lot, and Gazage, by condemnation, or under tt�e threat of condemnation. Said waiver applies to the easements through the properties only and any condemnation shall be deemed regarding the fee title to be a ternrination of such easements but not to the skyway bridge or its end portions within respective air ri�hts easements, which shall be treated as t1�e "personal propezt�' of the City. 12. Ownership of Brid�e. It is agreed by and between the parties hereto that the skyway bridge between buildings sha11 at a11 times be owned by the City, and said skyway bridge shall not constitute properiy leased, loaned or otherwise made available to second parties, or any one of them (witivn the meaning of Chapter 2'72.01(2) of Minnesota Statutes), it being understood that said skyway bridge is intended to benefit the public generally. OPERATION. MAINTENANCE AND REPAIfZ 13. Port Authoritv Transfer of Plans, DrawinQS. Etc. The Port Authority and CCP shall deliver to 340 Cedar Building and Hellervik and to the City copies of all plans, specifications, drawings, operating manuals, written warranties, etc., and any other documents necessary or useful in the maintenance, repair and operation of the sh and the elechical, drainage, and HVAC facilities in and serving the skyway bridge. 14. Scope of Maintenance: Approvai of Modifications. The Crarage fiu agrees to provide the necessary repair, maintenance and operation of the skyway bridge and its integral parts, including electrical, drainage and HVAC faciliries in and serving the skyway bridge, at their sole expense, without cost to the City. Such maintenance shall be to a reasonable standazd of safety and cleanliness and shall include, but not be limited to, glass, floor, hazdware and metal trim cleaning, polishing, repair and replacement; roof maintenance; repainting; light bulb 13933.4. 5 �, , TJG 5/25/01 replacement and light fixture cleaning. Except for routine repairs and replacement or when an emergency situarion requires rapid acrion, the City shall be furnished with plans and � t' specifications for all additions, alterarions or repairs and repiacements to the skyway brid�e, which plans and specifications shall be subject to their reasonable and timely approvai or disapproval before commencement of the work contemplated therein. 15. 340 Cedar Buildine. Ivlinnesota Bld�. and Gara¢e Aereement to Maintain. The 340 Cedar Building, the Minnesota Bld�., and the Garage hereby agree to share on a 50 per cent, 25 per cent and 25 per cent allocation respectively the maintenance, operarion, insurance and repair costs and responsibilities for the skyway bridge, its integral parts and related equipment, all as more fully described in Secrion 14 hereof. ff a building is built on the Lot, the terrn skyway bridge shall be adjusted as set forth in Section i, and the allocation shall be adjusted such that the owner of the Lot and 340 Cedar Building shall each pay 25 percent of said costs, and Gazage and the Minnesota Bldg. shall each pay 25 per cent of said costs. The Garage shall perform the actual maintenance, operation and repair, atid the owner of the Garage shall perform such obligations. It is agreed that the Gazage will provide all necessary systems and equipment to adequately supply all HVAC, electrical and other operating utilities for said skyway bridge with the costs of maintaining, operating, insuring and repaiiing such systems and equipment to be shared as set forth above by 340 Cedar Buiiding, Minnesota Bldg. and Gazage and Lot if a building is built thereon as an operating expense. If such HVAC, electrical and other utilities are not separately metered, the costs of such services shall be equitably apportioned based on engineering studies or as the parties may otherwise agree. The shared costs shall be paid as follows: a. Prior to the beginning of each calendaz year, the Garage shall compute and deliver to the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if a payor, a bona fide estimate of the costs of providing services under this Section 15 and procuring the insutance and bonds required under Sections 19 — 21 hereo£ The 340 Cedar Building, the Minnesota Bldg: and Hellervik, if a payor, shall pay to the Gazage its shaze of such cost in equal monthly installments on or before the first day of each month of such calendar year. As soon as practicable after the end of each calendaz yeaz the Gazage shall deliver to the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if a payor, a written statement ("Annual StatemenY') setting out in reasonable detail the actual cost thereof and certified to be coaect by an officer or general partner, as appropriate. If the aggregate of the manthly installments actually paid by Gazage differs from the amount determined from the Annual Statement, the 340 Cedar Building, the Minnesota Bldg. and FIellervik, if a payor, shall pay or Garage as appropriate, shall refund the di£ference, as the case may be. For purposes of this Section, Hellervik is only a payor if and when a building is constructed on the I.ot. b. If during any calendar yeaz any major repairs or replacements to the skyway bridge aze necessary and aze not budgeted as part of the costs under Subsection 15(a), hereof the 340 Cedar Building, the Minnesota Bldg. and Hellervik, if and when a building is constructed on the I.ot, shall pay to Garage as apportioned the 340 Cedaz Building, the IvIinuesota Bldg. and Hellervik's aliocated poxiion of such cost withisi 30 days of invoice therefore. Except in an emergency, Garage t3933.4. 6 ♦ � TJG 5@5/01 Minnesota Bldg. and Hellervik an estimate of the cost before commencing such work. �� 16. Maintenance of the Concourse and Camet. 340 Cedar Building hereby agrees to provide all repairs and maintenance to maintain the pedestrian concourse in or on the 340 Cedaz Building to a reasonable standazd of safety and cleauliness and to provide for the operarion for said pedestrian concourse; if and when a buildin� is consh'ucted on the L,ot property, Hellervik hereby agrees to then provide all repairs and maintenance to maintain the pedestrian concourse in or on the improvements constntcted on the L.ot property to a reasonable standard of safety and cleanliness and to provide for the operation for said pedestrian concourse; similarly the Gara�e so agrees with respect to the pedestrian concourse and the elevator and stairway complex on and within the Garage, and the Minnesota Bldg. so agrees with respect to the pedeshian concourse and elevator and stairway complex on and within the Minnesota Bldg.. Except for those repairs and replacements which aze (1) routine, (2) the result ofnormal wear and tear, (3) required by an emer�ency requiring rapid action, or (4) involve solely aestheric considerations relating to colors and surface finishes, City shall be furnished with both preliminary and final plans and specifications for all addirions, or repairs and replacements to the pedestrian concourse, which plans and specificarions shall be subject to their reasonable and tunely approval or disapproval before commencement of work contemplated therein. If the Port Authority, CCP, Minnesota Bldg. or 340 Cedar Building or Hellervik if and when a building is constructed on the Lot properiy uses or installs carpet or other less durable flooring material for concourse comdors, such carpet shall be replaced with new carpet or other material marching as closely as possible the original in quality at such intervals as may be determined jointly by the City, and the party responsible for replacing carpet in the applicable corridors. Such new carpet or other material to be submitted to City for its review and approval, which approval shall not be unreasonabiy withheld or delayed. Such review shall be limited to appearance and design in order to instue reasonabie uniformity for all parts of the skyway system, and to achieve the design identity, continuity, and ease of orientation necessary for the skyway system to function effectively. 17. Failure to Maintain: Remedies. If the Port Authority, CCP, Hellervik, the Minnesota Bldg. and 340 Cedaz Building fail to adequately to maintain, repair and operate the said skyway bridge or if any of them fail adequately to maintain, repair and operate the pedestrian concourse azeas through their respective properties to a reasonable standard of safety and cieuiliuess within 30 calendar days after receipt by the defaulting party or parties of written demand from the City specifying the actions to be taken, the City may undertake said reasonable and necessary maintenance, repair and operating tasks, and the cost by City for said maintenance, repair and operation shall be assessed to and shall be paid forthwith by the defaulting party or their sureties as applicable; provaded, however, that the City retains the right to assess such costs against the defauiting party as a local improvement in the manner provided by law. Notwithstanding the foregoing, if the condition which prompts the 30 day notice by the City cannot reasonably be remedied within 30 calendar days, then the 30 day period shall be extended by the City to such time as may be reasonable for curing the condition. 18. Advertising; Si�na¢e. The skyway bridge and pedestrian concourses, which are the subject of this Agreement, shall not be operated for the purpose of advertising the name of any product or business or any other commercial purpose except as may be pernutted under Sections 140.06 and 140.0'1 of the St. Paul Legislative Code. Signage identifying a tenant on a 73933.4. 7 • � TJG 5/25/Ol doorway or other entry from a skyway concourse shall not be deemed to be advertising. Permanent storefront signage shall not project out from the wall into the easement azea except as 8 l� subject to the reasonable approval of the City and the Port Authority before installation. Nothing herein contained shall prevent the installation and maintenance of skyway directional signs. Plans for all permanent si�age shall be submitted to City prior to sign construction and installation, and the City shall approve such plans if such si�nage is compazable to that existing elsewhere in the System, is not confusin�ly sunilar to the skyway directional si�s, and is consistent ��ith good design practices. SURE'I'Y BONDS AIv�D INSLTRANCE 19. $100 000 Suretv Bond• Contractor's Insurance. The Port Authority and CCP, at all times, shall each fiunish and maintain, or cause to be fumished and maintained, a surety bond for the skyway bridge to and in favor of the City, as obligee, conditioned that said entity shall indemnify and hold hannless the City against its respective share of all expenses and Iiability on account of all costs, claims, suits, and judgments arising out of or connected with the maintenance, operation and repair of the skyv✓ay bridge, its integrai parts and related equipment, and further conditioned upon CCP's and the Port Authority's, 340 Cedar Building's, Minnesota Bldg's. and Hellervik's complying with all terms and conditions expressed and contained in this Agreement as to maintenance, operation and repair of the skyway bridge, which surety bonds shall be in the amount of $100,000, shall be in such form as shall be approved by the City Attomey and shall have such sureties as shall be approved by the Director of Finance and Management Services for the City. The cost of such bonds shall be paid, respectively, by the owners of the 340 Cedar Building, Minnesota Bldg. and of the Gazage. If the Port Authority, CCP, Minnesota Bldg. and 340 Cedaz Building all agree, in lieu of the separate surety bonds required above, the parties may haue obtain one surety bond in the amount of $200,000 to and in favor of the City coverin� the surety bond obligation under tlus Section 19 for the Gazage, Minnesota Bldg. and the 340 Cedar Building Building, with the cost of such bond allocated and paid as an operating expense pursuant to Secrion 15 of this Agreement. The Port Authority and CCP shall procure from the general contractor and provide to the parties upon request, documentation evidencing that the general contractor is maintauung, throughout the entire period of conslruction and erection of the skyway bridge, such insurance as set forth in the plans and specificarions described in Section 1 herein, naming 340 Cedaz Building Minnesota Bldg., Hellervik and the abutting properiy owners to the skyway bridge as additional insured's as required by said plans and specifications, specifically in accordance with Section 4., General Conditions, and Section 6., Special Conditions of the construction contract. 20. Skvwav Hazazd Liabilitv Insurance Cost Shazed. Insurance required by Secrion 22 hereunder for hazard and liability for the skyway bridge shall be maintenance cost to be assuxned by the Gazage, which shall be shared in accordance with Section 15 as hereof, provided herein. 21. Concourse Hazard, Liabilitv Insurance. Insurance required hereunder for hazazd and liability for the azeas desi�ated as easements for access and the pedestrian concourse shall be a maintenance cost to be assumed by the Garage, the Mianesota Bldg. and by 340 Cedar 13933.4. 8 • � T�c snsioi Building for the portions of the pedestrian concourse located within the Gazage, the Minnesota Bld�. and the 340 Cedar Building Building, respectively. � l�� 22. Amount of Insurance. The Crara�e shall fumish and maintain public liability and casualty insurance coverage for the skyway bridge with all of the other parties naxned is additional insureds, and each of the other parties shall do so as to liability insurance for their respective portions of the pedestrian concourse, with a duly licensed insurance company, wherein the City shall be desi�ated as additional+ insured, said insurance containing the followin� minimum coverages: for pzoperty damage to the extent of �500,000.�0 in any single accident, for personal injuries, including death, $1,000,000.00 for each occurrence. Such m;nim�,m amounts shall be subject upon 60 days notice, to reasonable change by official action of fhe Council of the City of Saint Paul, in the event statutory municipal liability limits aze altered by legislation or judicial decision at any time after the date hereof. The casualty insurance shall have an ail-risk or physical loss coverage for replacement cost of the skyway bridge, as reasonably determined by the City from time to rime. • DIRECTIONAL SIGNS 23. Apnroval; Cost of Siens. The location of directional or other skyway signs that may be installed in the pedestrian concourse herein shall be determined by the City provided, however, that the Port Authority, CCP and 340 Cedar Building shall be entitled to notice of and a right to comment on any changes to such signage. The cost of installation, including electrical connections and mounting hazdware (pendants, or ceiling channel, and support above ceiling), shall be considered part of the cost of construction of the concourse, the liability for the payment of which shall be governed by pazagraphs 4 and 5 herein above. The cost of operating, maintauung and repairing. the directional signs shall be borne by the parties on whose properties or leaseholds, such signs are located. If the location of the pedestrian concourse public easement is changed, the said signs shall be moved accordingly, and the cost of moving and rei�stalling signs to a new easement area shall be borne by each building owner. If the si� moving or a change in the name of the Garage, the Minnesota Bldg., the 340 Cedar Building or the Lot requires a change in the sign face, the changes shall be made in a manner consistent with the graphic design system established for skyway signs, and the cost of such change shall be bome as provided in the immediately preceding sentence. BINDING OBLIGATIONS 24. Subiect to Citv Codes. The parties agree that in the construcrion, maintenance, repair and operation of the pedestrian concourses, they shall be bound by all City Codes and ordinances governing the System, insofaz as they are applicable by force of law. 25. Successors and Assiens Bound. The respective rights and obligations of the parties set forth in this Agreement sha11 be binding upon and inure to the benefit of the respecrive parties, their successors and assigns, and shall continue in force until such time as said System or that part herein provided for is vacated or abandoned in the manner pemutted by Iaw, or terminated in accordance with the Grant of Easement. 13933.4. 9 " TJG 5/25/Ol 26. Ag,reement Survives Convevance, Is Not Mer�ed. This Agreement shall sutvive �` 8-a `� conveyance and delivery of the Grant of Easement provided for herein and shall not be considered merged therein. 27. Owners Retain Propertv Riehts� ObliQations Conveved. The property owners herein reserve unto themselves the unconditional right and pritiilege of selling, conveyin� and transferring their abuiting and/or encumbered or involved real estate herein and assigning and transferring this A�eement to any other corporation, corporations, ixust, trusts, individual(s), partnerships or other form of venture. Tn the event of transfer of any property owner's interest in the properiy, the owner (seller) shall be freed and relieved, from and after the date of such transfer, of all liability as respects the performance of any covenants or obligations on the part of the owner (seller) contained in this Agreement thereafter to be performed; provided that owner's successor fully and without 1'unitarion assumes in writing all duties, responsibilities and covenants of the owner (seller) under this Agreement. For the purposes of this Section, "owner" shall include, hut not be limited to lessors, lessees, sublessors and sub lessees. 28. Effective Date of ObliQations - Skvwav. Seven (7) calendaz days after the issuance of the Written Notice of Final Inspaction by the City, and its fiimishing to the Port Authority, to CCP the Minnesota Bldg. and to the 340 Cedar Building the obligations and duties contaaned in Sections 15 — 17 - 19, and 22 hereof, as to said skyway bridge, shall become operative 29. Effective Date of ObliQations - Concourses. Upon substantial completion of the pedestrian concourse, City shall give written notice of such completion to the Port Authority, to CCP, the Minnesota Bldg., and to the 340 Cedaz Building. Seven (7) days thereafter, the obligations and duties contained in sections 19 and 22 hereof, as to said pedestrian concourse, and shall become operafive. All other obligations and duties aze effective upon the date of execution of this Agreement. 30. Notices - Address. Any notice to the parties hereunder shall be considered sufficiently delivered if mailed, by registered or certified mail, postage prepaid, as follows: a. To: City of Saint Paul Director, Departznent of Technology and Management Services, Real Estate Division 140 City FIall St. Paul, Minnesota 55102 .�. HI2A of the City of Saint Paul, Minnesota Executive Director Suite 1300 City Hall Annex 25 West Fourth Street St. Paul, Minnesota 55102 13933.4. 10 s TJG 5/25/01 b. To: Capital City Ventures, LLC �� Attention: John Rupp 340 Cedaz Street St. Paul MN 55101 c. To: Port Authority of the City of Saint Paul and/or Capital City Properties 1900 I,andmark Towers 345 St. Peter S�eet St. Paul, MN 55102 d. To: Hellervik Attention: I.owell W. Hellervik Unit ZS ' Pazk Towers Condominiums 54 E. Fourth Street St. Paul, MN 55102 e. To: Minnesota Bldg. Attention: John Rupp 40 E. Fourth Street St. Pau1, MN 55101 A party may, by written notice, designate a different address to which norices to it shall be directed. SAVINGS CLAUSE 31. Skvwav Policv. The General Policv Statement for the Construction of the Saint Paul Skvwav Svstem, adopted Mazch 10, 198'1, attached hereto as Elchibit J, is hereby incorporated into this Agreement and its terms shall be binding as to the bridge and concourse areas constructed pursuant to this Agreement. In the event any provision of the General Policy Statement conflicts or is inconsistent with this Agreement, this Agreement shall supersede and be controlling. 32. Caurions Headines or Titles. All captions, headings or titles in the paragraphs or secrions of this Agreement are inserted for convenience of reference only and shall not constitute a part of this Agreement as a limitation or enlazgement of the scope of the particular paragraphs or sections to which they apply. 33. 340 Cedar Buildin� and Gazage. All obligations of the 340 Cedar Building, the Minuesota Eldg., the Lot or the CTarage stated above shall inure to and be an operating expense of and the responsibifity of the legai or equitable owner of said 340 Cedaz Building, the Minnesota Bldg., the L.oY, and Garage. '13933.4. 11 r.rG sizsim � � _� � In Witness Whereof, the parties have caused this A�eement to be executed and delivered as of the day and yeaz fust above written. CITY OF SAINT PAUL, MINIQESOTA {SEAL): Approved as to form: By Its Mayor By Its Director, Office of Financial Services By Assistant City Attorney Its City Clerk #isoss �� -a��n�,t:sxy�y S-1 TJG 5/25/01 CAPITAL CITY VENTURES, LLC, a Minnesota limited liability company By Its Chief Manajer �__.�na l (` % ��,rrcr.r I,owell W. Hellervik D�d`��f�,�rt �c��,sv� M atherine Shea Hellervik MINNESOTA BLDG., LLC : Its � � �� l #15058 vl • Agreement:Skyv+ay S'_2 nc srzsioi CJ �-� PORT AUTHORITY OF THE CITY OF SALNT PAUL Its Chair Its Secretary CAPITAL CITY PROPERITES By_ Its ,�15058 vl - AgreemrntSkyway S'-3 TJG 5/25/O1 0� �� 5TATE OF MINNBSOTA COUi�TTY OF RAMSEY ) ) ss. ) On this � day of , 2001 before me, a Notary Public in and for said County, appeared , � �d to me personally lmown, who, being, by me duly sworn, did say that they aze respecfively the Mayor, Director, Office of Financiai Services aud City Clerk of the City of Saint Paul, Minnesota, a municipal corporation under the laws of the State of Minnesota, and aclaiowledged that said instrument was the free act and deed of said corporation. Notary Public #15058 vl - Agreemrnk'Skyway Acknowledgement-1 TJG 5/25/O1 STATE OF MINNESOTA COUNTY OF RAMSEY � ) ss. ) On this _ day of , 2001 before me, a I�TOtary Public in and for said County, appeared to me personally known, who, being, by me duly sworn, did say that is the Chief Manager of Capital City Ventures, LLC, a limited liability company under the laws of the State of Minnesota, and acknowiedged that said instrument was the free act and deed of said limited liability company. Notary Public H15058 vl - Ageement:Skyway Acl�owledgement-2 al-�'�� tre snsiot o} -�� 3TATE OF MINI�TESOTA COIINTY OF RAMSEY ) ) ss. ) On this f+�day of �uas— , 2001 before me, a Notary Public in and for said Couuty, appeared Lowell W. Iiellervik and Mary Catherine Shea Hellervik to me personaliy known, who, aclaiowledged that said instrument was their free act and deed. a-�- Notary Public THIS INSTRUMENT WAS DRAFTED BY: Terrence J. Garvey, Atty. No. 33674 1900 Landmazk Towers 345 St. Peter Street St. Paul MN 55102 av�" • �qARK YOUNG �°� ' 'z�^r" €a� � NOTAflY PUBLIC � M�NNESOTA ;� , � t �' H�NA1E1'IN COUN"(Y '• My Commission Expirea Jan. 31, 2005 nisoss �i - a�a�cs�. xen.ccv�u�re5. Acknowledgement-3 E�iibits: EXHIBIT A GARAGE LEGAL DESCRIPTION TIG 5/25/01 D 1 �� R15058 vl -Ag'eement:Skyway B - 1 TJG 5/25/O1 V��d i . . C �C3 340 CEAAR BUII.DING LEGAL DESCRIPTIO?�T f£I5058 v1 -Ageement:Skyway B � 2 r�G snsioi E�uszT c SURFACE LOT LEGAL DESCRIPT`ION 0 � ��a `� #Ii058 v] -AgeementSkyway C - 1 rJC snsioi ..1: 1 GARAGE EASEMENT PLAN ::ODMA\PCDOCS\SPPA\t5058\1 D - I TTG 5/25/O1 154571410 �i:�r:�r�� 340 CEDAR BL3II,DING EASEMENT PLAN E-1 0 � -d'�`� SlqwaY Agreement �t�� EXIIIBIT F GRANT OF EASEMENT WHEREAS, the Capital City Ventures, LLC, a 1'united liability corporation under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in Exhibit A, attached hereto, hereinafter called "Grantor's Property"; and WIIEREAS, Grantor has agreed pursuant to that Agreement dated , 2001 by and among the City of Saint PauI, Minnesota, Grantor, fhe Port Aufhoriry of the City of Saint Paul, Minnesota, L.owell W..Hellervik, and Mary Catherine Shea Heilervik his spouse, Minnesota Building, Inc., and Capital City Ventures, LLC., to grant to the City of Saint Paul, an easement for purposes of pedestrian ingress, egress and transit (all as described below) through Grantor's Property for the pedestrian Concourse System of the City of Saint Paul, hereinafter the « NOW THEREFORE, in pursuance of that A�eement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby acimowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT PALTL, a Minnesota municipal corporation (the "Cit}��, an easement for public pedestrian ingress, egress and transit, (all as described below), and through the Grantor's Property and the structures thereon, described as: See Exhibit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such rime as "as builY' surveys have been completed to more particulazly and legally describe such easement area; all of which areas described and shown on Eachibit B shall be collectively referred to as the "easement area". Public use of the easement azea is expressly herein made subject to such reasonable police measures regazding open hours and closing any part or all of the easement azea within, on or over Grantor's Properry during non-business hours, and regazding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time detemune. The public's right herein to pedestrian ingress, egress and transit, in and through the easement area granted to the City herein, shall also be 1'united to the hours of 6 a.m. to 6 p.m., Monday tluough Friday, unless other operating hours are prescribed by City codes and ordinances, and such addirional hours as the parties may from time to time agree, subject to the general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shali not restrict City's easement interest, but shall affect only the public's rights to pedestrian ingress, egress and transit in the City's easement during the hours so agreed or legislated. #15058 vl -AgreementSkyway F - 1 a � •� Notwithstanding anything to the contrary herein, the easement granted herein shall only be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The � of easement herein shall be subject to the ri�aht of the Grantor to chan�e the location of the easement condirioned upon the �ant of a new easement which shall permit the continuity o£ the System, and on the further condition that the new easement area shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the further condition that no change in the easement Iocation shall be made without the approvaI of fhe Cify of Saint Paul, such approval not to be unreasonably withheld, delayed or conditioned, and, on the fiuther condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expen�e of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shali terminate upon the happening of either of the following events: A. In the event any easement granted herein is vacated, abandoned or disconrinued in the manner perxnitted by law. B. In the event the building(s) in, upon or over which the easement area is located shall be substantially destroyed or demolished and such buildings shall not be repaired or reconstnzcted; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without further consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event The easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shali fiuvish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it baing understood that the aforesaid covenant shall run with the land. TO HAVE AND TO IiOLD said easement for pedeshian ingress, egress and transit until the System is vacated or abandoned in the manner pemutted by law or ternunated, in accordance herewith. k75058v1-AgreementSkywaY �'^• ' 2 o � -�' � IN WTI'I�TESS WHEREOF, Grantor has hereunto set its hand this day of , 2001. Capital City Ventures, LLC By Its STATE OF MINNESOTA ) ): SS COUNTY OF RAMSEY ) On this day of , 2001 before me, a Notary Public in and for said County, appeared to me personally lrnown, who, being, by me duly sworn, did say that is tY�e Chief Manager of Capital City V entures, LLC, a lnnited liability company under the laws of the State of Minnesota, and acknowledged that said instruuient was the free act and deed of said limited liability company. Nofary Pubiic #15058 vl -Agreemenc$k}�ay F - 3 o�-�'`� JOIIVDER OF HELLERVIK Hellervik, hereby joins in this Grant of Easement and subordinates its interest in Grantor's Properry to the terms and provisions thereof. �C7 i,uz"'C C I,owell �'J. H 1 rvik "/J/�n.�i L�� r ��l%��-G'CPiL�/'�.�i � therine Shea Heilervik �� STATE OF MINNESOTA ) ) ss. COLTN"I'Y OF RAMSEY ) On tlus � day of TfJ+�P <— , 2001, before me, a Notary Public in and for said County, appeazed I,owell W. Heliervik and Mary Catherine Shea Hellervik to me personally known, who, aclmowledged that said inshvment was their free act and deed. Notary Public � " � MARK YOUNG � NOTABY PUBLIC • }AINNESOTA r"� � HENNEPIN COURTY �,�M �}dy Commbsion Expires Jan. 3t, 2W5 #15058 vl - A@eeurenC$kyw. Hell.CCVwnues. £i - 4 71 \-�'� EXHIBIT G GRANT OF EASEMEI�TT WFiEREAS, the Port Authority of the City of Saint Paul, Minnesota, a body politic and corporate under the laws of the State of Minnesota, hereinafter called "Grantor", is the owner in fee and of that certain land situated in the City of Saint Paul, County of Ramsey, State of Minnesota, more particulazly described in E�ibit A, attached hereto, hereinafter called "Grantor's Propert�'; and WHEREAS, Grantor has ageed pursuant to that Agreement dated , 2001 by and among the City of Saipt Paul, Minnesota, Grantor, the Housing and Redevelopment Port Authority of the City of Saint Paul, Minnesota and Degree Associates, LLC to grant to the City of Saint Paul, an easement for purposes of pedesh ingress, egress and transit (all as described below) through Grantor's Property for the pedeshian Concourse System of the City of Saint Paul, hereinafter the "System". NOW THEREFORE, in pursuance of that Agreement, and in consideration of the sum of ONE DOLLAR ($1.00) and other valuable consideration, the receipt and sufficiency whereof is hereby aclrnowledged, Grantor, for itself, its successors and assigns, does hereby grant unto the CITY OF SAINT PALTL, a Minnesota municipal corporation (the "Cit}�'), an easement for public pedestrian ingess, egress and transit, (a11 as described below), and through the Grantor's Property and the structures thereon, described as: See Exhibit B, attached hereto and incorporated herein, the easement azea subject hereto being crosshatched on said Exhibit B, all subject to amendment hereof at such time as "as builY' surveys have been completed to more particularly and legally describe such easement area; all of which azeas described and shown on Exhibit B shall be collectively referred to as the "easement azea". Public use of the easement area is expressly herein made subject to such reasonable police measures regazding open hours and closing any part or all of the easement azea within, on or over Grantor's Property during non-business hours, and regarding public conduct within the System, as the City of Saint Paul may, by ordinance, from time to time determine. ,,,..,.., The public's right herein to pedestrian ingress, egress and transit, in and through the�;�;�'�;�;�;�;� easement area granted to the City herein, shall also be limited to the hours of 6 am. to 6 p.m.�!� Monday through Friday, unless other operating hours aze prescribed by City codes and: •�' �' •' •; •: •; • ordinances, and suck additional hours as the parties may from time to time agree, subject to the:•:•:•:•:•:•:•: general power of the City to close part or all of the easement area temporarily or to prescribe system hours by ordinance, provided such agreed or legislated hours shall not resirict City's easement interest, but shall affect only the public's rights to pedestrian ingress, egress and transit in the Cit}�s easement during the hours so agreed or legislated. #13933v5-A�eemrnt5kywaylowellH<➢rnick/U-C7ub G-1 � l -�� Notwithstanding anything to the contrary herein, the easement granted herein shall oniy be used for the purposes expressly granted herein and shall not be expanded or modified without the prior written consent of Grantor. The �ant of easement herein shall be subject to the right of the Grantor to change the locarion of the easement conditioned upon the grant of a new easement which shall permit the conrinuity of the System, and on the fiuther condition that the new easement azea shall be installed following as short a period of closing off the easement for construction purposes as is reasonably possible at the sole cost and expense of the Grantor, and on the fiuther condirion that no change in the easement location shall ba made without the approvai of the City of Saint Paul, such approval not to be unreasonably withheld, delayed or condirioned, and, on the fiuther condition that said new easement shall, upon request of City, be surveyed and described by a registered land surveyor at the expense of Grantor. Notwithstanding anything to the contrary herein, the easement granted herein shall be limited to the life of the improvements constituting the System and shall terminate upon the happening of either of the following events: A. In the event any easement �anted herein is vacated, abandoned or discontinued in the manner permitted by law. B. In the event the building(s) in, upon or over which the easement azea is located shall be subsfantially destroyed or demolished and such buildings sha11 not be repaired or reconstructed; provided, however, that in the event such building(s) be reconstructed or replaced Grantor, its successors and assigns, agree that, without further consideration, a substitute easement of substantially equal convenience, area, and general configuration shall be given. In the event the easement or any portion thereof is relocated, vacated or terminated under the provisions hereof, the City shall fixmish a release of such easement or portion thereof to Grantor, its successors or assigns. Grantor, for itself, its successors and assigns, does hereby agree that for and during the life of said easement, Grantor shall be responsible for providing for the cost of any repairs, improvements and to the extent required herein replacements of the easement area as described herein, it being understood that the aforesaid covenant shall run with the land. TO HAVE AND TO HOLD said easement for pedestrian ingress, egress and transit unril the System is vacated or abandoned in the manner permitted by law or terminated, in accordance herewith. K73933v5-AgreementSkywaylowellHe➢ervick/[i-Club G' _2 o t �� IN WITNESS WHEREOF, Grantor has hereunto set its hand this day of , 2001. PORT AUTHORITY OF TI� CITY OF SAII�TT PAUL Its Chair Its Secretary STATE OF MINNESOTA ) ) ss. COUNTY OF RAMSEY ) On this _ day of , 2001 before me, a Notary Public in and for said County, appeared W. Andrew Boss and Joan Grzywinski to me personally known, who, being, by me duly swom, did say that they are respectively the Chair and Secretary of the Port Authority of the City of Saint Paul, a public body politic and corporate under the laws of the State of Minnesota, said Grantor, and aclrnowledged that said instrument was the free act and deed of said Grantor. Notary Public a13933 v5 -AgemientSkyway lowell Hellervick/f7-Club U` - 3 D � -��L .: ��:� GENERAL POLICY STATEMENT FOR TI� CONSTRUCTION OF TI� SAINT PAUL SKYWAY SYSTEM. ADOPTED MARCH 10. 1987 K33933v5-Agreement5kyuaylowc➢Hellervick/U-Club H-1 .:��: CONST'RUCTION SCHEDULE �� t3933 v5 -AgeemenCSlcyway lowell He➢avick/(7-Ctub I_ 1