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03-593Return copy to: jao Real Estate Division 140 City Hall r -.�-.��,. r � , .�� , .,�.:yri� Presented By Referred To 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 SUBSTITUTE Comnuttee: Date S..,bs�;}...� �.o..n.C.,.�e�, - �',�,,,�, as� GreenSheet# 3001360 , RESOLUTION a°O3 / CIT�QF SAINT PAUL, MINNESOTA �// RTHEREAS, the City of Saint Paul, acring through its Valuation Engineer, has secured an agreement for the purchase of real property at 600 Olive Street, said property is described as follows: See Attached E�►ibit "A" WHEREAS, said property described is necessary far improvements in connection with the development of the Saint Paul Police DepartmenYs new Headquarters in the Grriffin Building, said property was Final Ordered for acquisition on Apri} 2nd, 2003 with Council File Numbered 03-346. The value at which said property may be purchased at is in the amount of Seven Hu�dred Twenty Thousand Dollars ($720,000), this being a fair and reasonable value for the subjeci property; and WHEREAS, the Valuation Engineer has recommended the purchase of said property at the recommended value, subject to the terms and conditions agreed upon between Fee Owner and City of Saint Paul as specified in the attached purchase agreement; SO THEREFORE BE TT RESOLVED, that the proper City Officials are hereby authorized and directed to pay Car-Lo, Inc. the sum of Seven Hundred Twenty Thousand Dollars ($720,000)..�a 4ao �or o� o. �o..a.��- �Cw.ev.�,Mc.+�- --r • Said sum to be charged to Activity Code: CO3 - 4T020 - x x x x � Adopted by Council: Date Adoption Certified by Cou: By: 3- App}' v d by Mayo r��. II•ate Requested by Department of: Technologv & Manag,ement Services By: 71 Gf,tP.v� birector Form Approved by City Attomey r ' �„% ��� By: ; ;;�1 ti�`tl;�. Council File # ��R � for f'i .ff f�iii 63 - 5q3 EX H f ti I 7" "/4 r` That part of Lot 3, Block 4, Paterson's Addition to the Town of St. Paul that lies Northerly of a line described as follows: Beginning at a point on the West line of said Lot 3 that is 44.50 feet North of the Southwest corner of said Lot 3; thence South 89 degrees 30 minutes 51 seconds East, parallel with the South line of said Lot 3, a distance of 19.44 feet; thence South 51 degrees 06 minutes 45 seconds East a distance of 44.26 feet; thence South 89 degrees 30 ininutes 51 seconds East a distance of 6.38 feet; thence I�iorth 38 degrees 53 minutes 18 seconds East a distance of 19.77 feet; thence South 89 degrees 30 minutes 51 seconds East a distance of 2738 feet to a point on the East line of said Lot 3 that is 32.50 feet North of the Southeast corner of said Lot 3, and said ]ine there terminating, according to the rzcorded plat thereof, and situate in Ramsey County, Minnesota. Abstract Property Known as 600 Olive Street, St. Paul, Minnesota . , � � Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet � TE �'�lmology and Management Serv Contact Person & Phone: Juan Ortiz & Dave Netson 68864 GPBGo Must Be on Council Agen 18-JUN-03 Total # of Signature Date Initial 70-JUN-03 � AsSign Number For Routing Order 0� -S� � Green Sheet NO: 3001360 0 e hnolo and Mana e nt S I echnolo andMana ementS De ar[mentDirector 2 a r'sOffice or ista t 3 uncil Connal 4 i Clerk i lerk 5 echnolo and Mana ement S TMS Real Estate (Clip All Locations for Signature) wcnon neques�ea: Approve the purchase of 600 Olive Street as part of the improvement of the SPPD's new Heaquazters at the Griffin Building. idatlons: Approve (A) or Rejeci (R): Planning Commission CIB Committee Civil Service Commission Personal Service Contracts Must Answer the 1. Has this personRirm ever worked under a coniract for this department? Yes No 2. Has this person/frm ever been a city employee? , Yes No 3. Does this person/firtn possess a skill not normally possessed by any current city employee? Yes No Expiain ali yes answers on separate sheet and attach to green sheet initiating Problem, Issues, Opportunity(Who, What, When, Where, Why): An agreeement has been consented to between the owner of 600 Olive and the City. This property is needed to accomodate the current needs of the SPPD's Specialry Units. Advantapes If Approved: The SPPD will have met the cunent needs of its specialty units. DisadvantapeslfApproved: Displacement of current owner and/or lessee. DisadvanWqes If Not Approved: The needs of the specialty units for the SPPD wi11 not of been met. Total Amount of Transaciion: Fundinp Source: 720000 Project Funds ��� � � ��� CostlRevenue Budgeted: ActiviN Number: CO3-4T020-xXX Financial Inf ormation: (Exptain) Return copy to: jao Real Estate Division 140 City Hall Council File # � 3 � S�3 Green Sheet # 300�'3 G4 RESOLUTION F SAINT PAUL, MINNES07A n Presented By Referred To 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 2F4 Committee: Date � VJHEREAS, the City of Saint Paul, acting through its Valuation Engineer, has cured an agreement for the purchase of real property at 600 Olive Sueet, said propeny is desczibed follows: See Attached Exhibit "A" WHEREAS, said property described is necessary for improvements ' connection with the development of the Saint Paul Police Department's new Headquarte in the Griffin Building, said property was Final Ordered for acquisition on April 2nd, 2003 wi Council File Numbered 03-346. The value at which said property may be purchased at is in the ount of Seven Hundred Sixty Thousand Dollars ($760,000), this being a fair and reasonable alue for the subject property; and WHEREAS, the Valuation Engineer has xec recommended value, subject to the terms and a Saint Paul as specified in the attached purchase SO TF�REFORE BE TT RESOLVED, that directed to pay Carlo LaManna the sum of Sevi the purchase of said property at the -eed upon between Fee Owner and City of City Officials are hereby authorized and f Twenty Thousand Dollars ($720,000). FIJRTHER RESOLVED, the Council he by aclrnowledges the contribution of Carlo LaManna in the amount of Forty Thousand Dollars ($40,0 ) to the City of Saint Paul as part of the agreement between the Fee Owner and the City. Said sum to be charged to Activity Cgcle: � 0 3-- �lT o� �" x X x Adopted by Couq�il: Date Adoption Cert�ed by Council Secretary By: Approved by Mayor: Date By: Requested by Departrnent of: Technology & Manaeement Services By: Director Form Approved by City Attorney EXHIBIT "A" That part of Lot 3, Block 4, Paterson's Additiot� to the Town of St. Paul that lies Northerly of a line described as follows: Bebinning at a point on tlie West line of said Lot 3 tliat is 44.50 feet Nortl� of the Southwest corner of said Lot 3; thence South 89 degrees 30 minutes 51 seconds East, paraliel with the South line of said Lot 3, a distance of 19.44 feet; tl�ence South 51 degrees 06 minutes 45 seconds East a distance of 44.26 feet; tl�ence Soutl� 89 degrees 30 minutes 51 seconds East a distai�ce of 638 feet, thence Norih 38 degrees S3 minutes 18 seconds East a distance of 19.77 feet thevice South 89 degrees 30 minutes 51 sewnds East a distance of 27.38 feet to a poiiit on tl�e East line of said Lot 3 that is 32.50 feet North of the Southeast corner of said Lot 3, and said line there tenninating, according to the recorded plat tlaereof, and situate in Rvnsey County, Minnesota. Abstract Properiy I{nown as 600 Olive Street, St. Paul, Minnesota . O�-S4� � 03 -593 PURCHASE AGREEMENT T'HIS AGREEMENT is made by and between Caz-Lo Properties, Inc., a Minnesota Corporation ("Seller") and The City of Saint Paul, a Mimiesota Municipal Corporation, (`Buyer") as of the date of the last signature of Seller and Buyer ("Agreement Date"). In consideration of this Agreement, Seller and Buyer agree as follows: Sale of Property: Seller agrees to sell to Buyer, and Buyer agrees to by from Seller, the following properiy ("Properiy"): a. Reai Propertv. The real property located at 600 Olive Street, Saint Paul, MN 55101, Ramsey County Minnesota, legally described on the attached Exhibit A("Land"), together with all buildings and other improvements constructed or located on the Land ("Improvements") and all easements and rights benefitting or appurtenant to the Land, including Seller's rights in any vacated or existing public zights of way adjoining the Land ("Appurtenances") b. L.eases. Seller's interests as lessor in all of the leases affecting the Property excepted as otherwise provided in the Agreement in SecUon 5. a W arranties. Seller's interests in all warranties and guaranties given to, assigned to or benefitting Seller or the Real Property regarding the acquisition, construction, design, use, operation, management or maintenance of the Real Property ("Warranties"). 2. Purchase Price. As consideration for the purchase of the Property Buyer shall pay to Seller the sum ("Purchase Price") of $760,000.00 (Seven Hundred Sixty Thousand Dollars). The Purchase Price shall be payable as follows: a. Balance of Purchase Price. The balance of the Purchase Price, plus or minus prorations and other adjustments hereunder, if any, shall be due at Closing. Buyer shall pay such balance to Seller in the form of check. b. Gift. The Seller wishes to gift to the Buyer the amount of forty thousand dollazs ($40,000.00) to be used as a credit towazds the purchase price of the Property. 3. Due Dili e,g nce. ��—S9� a. Due Diligence Conditions Precedent. Buyer's obligation to complete the transaction contempiated by the Agreement shall be subject to the satisfaction or waiver of each of the foliowing conditions. (i) Tifle. Seller shall fiimish to Buyer within seven (7) days of the Agreement date, a current Abstract of TiUe and/or an Owner's Certificate of TiUe. WitYrin seven (7) days of the Closing Date, Buyer shall have received adequate assurances that any unpernutted encumbrances wiil be removed or endorsed over at or before closing at Seller's cost and expense. 4. Covenants bySeller. Seller covenants and agrees with Buyer from the Agreement Date until the Closing Aate (as such term is defined in Section 6a) except as otherwise provided herein, Seller shall conduct its business involving the Property in the following manner: a. Transfers: Easements. Seller shali refrain from transferring the Propefty, or any portion thereof, or creating on the Property any easements or restrictions provided, however, that nothing herein shall preclude Seller's replacement of any equipment, supplies or machinery in the ordinary course of operafing the Property with similar equipment, supplies or machinery of at least equal quality and value. b. Contracts. Seiler shall refrain from entering into or amending any contracts or other agreements regarding the Property (other than contracts in the ordinary course of business that are terxninable by the Seller of the Property priar to the Closing Date, without penalty, within (30) thirty after giving notice thereo fl, without the prior written consent of Buyer. c. New Leases. Except as expressly provided herein, Seller sha11 refrain from entering into any new leases with respect to the Real Property, without Buyer's written approval. 5. Assumption of L,ease and Assignment of Rent Pa,�ments. The Buyer assuxnes I,ease Agreement 10104 between the Seller as Lessor and the State of Minnesota as Lessee. The I,ease Agreement is attached as Exhibit B. The L,ease Renewal began on January 1, 2003 and is set to expire on December 31, 2007. It is the understanding of the parties that the current tenants will be allowed to occupy the Property until October 31, 2003 at which time all rights and interests pursuant to the Lease, including possession shall expire and be vested in the Buyer as Owner. a. Occu�ancv. The Seller and the Buyer agree that the lease term will continue after the Closing Date for a period not to exceed October 31, 2003. As of October 31, 2003, the Seller and Buyer agree that the Seller's V3�S f� right and interest in the Lease shail extinguish, including Seller's right to rent payments and Seller's right to pursue contractual remedies pursuant to the Lease. b. Rent Pa ��ents. The Seller shali continue to receive rent payments as outlined by the rent schedule in Eachibit B until October 31, 2003. After October 31, 2003, Seller's rights, including rights to pursue contractual remedies pursuant to the Lease aze extinguished and all rights and interests aze vested in the Buyer as owner. 6. Closine. a. Closing Date. The closing of the purchase and sale contemplated by this Agreement ("Closing") shall occur on or before June 30, 2003, or on such eazlier date as Seller and Buyer may mutually agree, or as otherwise contemplated by this Agreement ("Closing Date"), at the office of the Title Company or at such other location as Seller and Buyer may mutually agree. b. Buver's Closing Conditions Precedent. Buyer's obligation to complete the transaction contemplated by this Agreement shall be subject to the satisfaction or waiver of each of the following conditions; provided, however, that Buyer shall have the unilateral right to waive any Buyer's Ciosing Conditions Precedent, in whole or in part, by written notice to Seller. (i) The Agreement is subject to the approval of the Saint Paul City Council. (ii) The representations and warranties of Seller as set forth above are true and complete. (iii). Seller shall have performed ail of the obligations required to be performed by Seller under this Agreement, as and when required by this Agreement. a Seller's Conditions Precedent. Seller's obligations to complete the transaction contemplated by this Agreement sha11 be subject to the satisfaction or waiver of each of the following conditions; provided, however, that Seller shall have the unilateral right to waive any Seller's Closing Conditions Precedent, in whole or in part, by written notice to Buyer. (i) The representations and warranties of Buyer as set forth above aze true and complete. (i) Buyer shall have performed all of the obligations required to be performed by Buyer under this Agreement, as and when required by this Agreement, in all material respects. b�+s4 � 7. Closing Deliveries. a. Seller's Closine Documents. On the Closing Date, Seller shall execute and/or deliver to Buyer, or cause to be executed and/or delivered to Buyer, the following documents (collectively, "Seller's Closing Documents"). (i) Deed. A Wananty Deed conveying the Real Property to Buyer, free and cleaz of all encumbrances, except the Pemutted encumbrances in the form set forth in Exhibit B attached hereto and made a part of. (ii) Ori �i�nal Documents. The original versions of the Leases that are to be assigned to and assumed by Buyer pursuant to Section five (5) hereof, the Warranties, to the extent that the same are in Seller's possession and have not previously been delivered to Buyer. (iii) Hazardous Materials Affidavit. Seller shall provide an affidavit indicating that the Property has never been used for the producuon, storage, deposit or disposal of hazardous substances in any reportable quantities as defined by Minn. Stats. § 115A.03, subd. 10 and Minn. Stat. � 115B.02. (iv) Title Documents. Such affidavits or other documents as may be reasonably required by the Title Company in order to record the Warranty Deed and to issue the Title Policy (as such term is defined in Section 7(b) hereofl. b. Title Policv. At Closing, SeIler shall cause the TiYle Company to deliver to Buyer the owner's title insurance policy as contemplated by the Commitrnent ("Title Policy"). If the Title Policy that the Title Company is prepared to issue shows any Unpermitted Encumbrances, Seller covenants and agrees; within thirty (30) days to use its best efforts to remove such Unpernutted Encumbrances or to cause the Title Company to issue its endorsement over any such Unpermitted Encumbrances. c. Buver's Title Documents. On the Ciosing Date, Buyer shall execute and/or deliver to Seller, or cause to be executed and/ or delivered to Seller, the following documents (Collectively "Buyer's Closing Documents"). (i) Purchase Price. The entire Purchase Price, plus ar minus prorations and other adjustments hereunder, if any, by check. p7 .t�3 (ii) Gift Resolution. A resolution signed and acknowledged by 2/3 members of Buyer's goveming body acknowledging and accepting Seller's gift of foriy thousand dollars ($40,000.00) towazds the purchase of the property. (iu) Tifle Documents. Such Affidavits or other documents as may be reasonably required by the Title Company in order to record the Warranty Deed and issue the Title Policy. (d) Filin¢. All closing and transfer documents must be filed in Ramsey County no later than 7une 30, 2003. Adiustments and Prorations. Seller and Buyer shall make all adjustments and apportion all expenses with respect to the Property, including, without limitation to the following: a. Real Estate Tases and Special Assessments. (i) Seller sha11 be responsible for payment to the collection authorities of all reai estate tases affecting the Real Property that have been assessed and that aze due and payable as of the date immediately preceding the Closing Date ("Proration Date"), and Buyer shall be responsible for payment to the collection authorities of all Real Estate tases for the Real Property that have been or will be assessed and that become due and payable after the Proration date. (ii) Any real estate t�es not paid by Seller to the collection authorities that aze due and payable on the Proration Date shall be deducted from the Purchase Price. (iii) Buyer shall assume all assessments levied and pending against said Properiy as of the Proration Date. b. Title Insurance. Seller shall pay cost of the owner's Title Policy. Selier shall pay for the costs of any endorsements to the Title Policy, including the extended coverage endorsement and any other endorsements over any Unpernutted Encumbrances that the Seller is able to obtain from the Tifle Company. a Closing Fee. Buyer shall pay all closing costs except those costs that aze otherwise specified herein. d. Attornevs' Fees. Each of the parties shall pay its own attorneys' fees, except that a pariy defaulting under this Agreement or any closing document will pay the reasonable attomeys' fees and court costs incurred by the non-defaulting party to enforce successfully its rights regarding such default. 8. Default. D� - 543 a. If Buyer defaults in its obligation to consnmmate this Agreement, Seller shall be entitled to teruiivate this Agreement. Anything in this Agreement to the contrary notwithstanding, Buyer shall have three (3) business days, or such other time period as expressly provided in the Agreement, to cure any defauit by it hereunder, before Seller is entifled to its remedies. b. If Seller defaults in its obligaUOns to consummate this Agreement, then (1) Buyer may recover from Seller any and all damages sufFered by Buyer as a result of such default, provided, however, that such damages sha11 include only (A) the costs and expenses incurred by the Buyer in prepazation for the consummation of the transaction contemplated by this Agreement (including, without limitation, fees and chazges paid to attorneys) (B) other direct damages; and (ii) Buyer shall further be entitled either to ternunate this Agreement or to enforce specific performance of the terms, provisions and conditions of the Agreement. The foregoing shall be Buyer's sole and exclusive remedies in the event of default by Seller in consummaUng the Agreement. Anything in this Agreement to the contrary notwithstanding, Seller shall have three (3) business days, or such other fime period as expressly provided in the Agreement, to cure any default by it hereunder, before Buyer is entitled to its remedies. 9. Mutuai Indemnification. Seller and Buyer shall indemnify each other against, and hold each other hannless from, all liabilities (including, without limitation, reasonable attorneys' fees and costs) arising out of the ownership, operation or maintenance of the Property for their respective periods of ownership; The provisions of this section 9 shall survive Closing and executing and delivery of the Warranty Deed. 10. Notices. Any notice or other communication in connection with this Agreement shall be in writing and shall be sent by United States First Class mail, or by personal delivery, in each case properly addressed as follows: If to Seller: Mr. Joseph N. LaManna and�or Mr. Carlo LaManna If to Buyer: City of Saint Paul Rea1 Estate Division 140 City Hall 15 West Kellogg Boulevazd St. Paul, MN 55102 (Attention: Peter White) 03-51'S All notices shall be deemed given three (3) business days following deposit in United States mail and one (1) business day if sent by personal delivery. Attorneys for each party shall be authorized to give notices for each such parry. 1 l. Survival of Obli ag tions. All warranties and representations made in this Agreement shall survive the Closing Date and the conveyance of tifle to the property, until the Buyer takes full possession of the property on or before October 31, 2003. The Agreement, and all obligations provided shall, to the extent not fully satisfied and performed by or through the Closing Date, shali survive the closing and the conveyance of tide to the Property. 12. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter herein contained. All prior negotiations, discussions, writings and agreements between the parties with respect to the subject matter herein contained aze superseded and of no further force and effect. No covenant, term or condition of this Agreement shall be deemed to have been waived by either party, unless such waiver is in writing and signed by the party chazged with such waiver. 13. Bind'� Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and pernutted assigns. 14. Controlline Law. This Agreement shall be governed by and construed in accordance with the laws of Minnesota. 15. Severabilitv. The unenforceability or invalidity of any provisions hereof shall not render any other provision herein contained unenforceable or invalid. 16. As-Is Sale. Buyer acknowledges that (a) except as set forth in this Agreement and in Seller's Closing Documents, the Seller and its agents have made no representations or warranUes of any kind with respect to the Subject Property; (b) Buyer is not relying on any warranty, representation or covenant with respect to the condition of the Subject Property; and (c) Buyer is acquiring the Subject Property in its "as-is" condition with all faults. 17. Time of Essence. Time is of the essence of this Agreement. SELLER: Its: I:�. . City of St. Paul- ValuaUOn & Assessment Engineer Its: p, _s4� EXHIBTT "A" That part of Lot 3, Block 4, Paterson's Addition to the Town of St. Paul that lies Northerly of a line described as follows: Beginning at a point on the West line of said Lot 3 that is 44.50 feet North of the Southwest corner of said Lot 3; thence South 89 degrees 30 minutes 51 seconds East, parallel with the South line of said Lot 3, a distance of 19.44 feet; thence South 51 degrees 06 minutes 45 seconds East a distance of 44.26 feet; thence Sout]i 89 degrees 30 minutes 51 seconds East a distance of 6.38 feet; thence North 38 degrees 53 minutes 18 seconds East a distance of 19.77 feet; thence South 89 degrees 30 minutes 51 seconds East a distance of 27.38 feet to a point on the East line of said Lot 3 that is 32.50 feet North of the Southeast comer of said Lot 3, and said line there terminating, according to the recorded plat thereof, and siivate in Ramsey County, Minnesota. Abstract Property Known as 600 Olive Street, St. Paul, Minnesota . . : .. � � : . .. , p� _st� .�'}C H I i3 / T ,�C3 �r LEASE Expenditure Authorization To be Compieud by Deparvnent Prior Year Encumbrance or ❑ Original (A40 & 44) ❑ Increase (A41 & 44) ❑ Decrease (A45) ❑ Encumbrance Increase (A461 Tin. No. Accouni I.D. Or9am nan F.Y. Rquivi�on NO. V�naar Numd� TYp� T�rms Sau�c� 5. Aci Taak S. Tail aa D 3aoc,�i� I 3 59i d o V Cm; Joo er Cli.n[ Coa. A SuN�= ooj.cv � 337�(0¢$,� SEND TYPE OF TRANSACTION Entered 6y � p Da[a NumGo � � � �� ia��r Enreredby-� A6d A65 A4fi Oam NumOe/ ' �aio� TOTAL AMOUNT See Clause 15 LEASE NO. (Annual) THZS LEASE AGREEMENT is made by and between Carlo LaManna c/o Car-Lo Pro erties 1700 Oakdale Avenue W. St. Paul Minnesota 55118, hereina£ter referred to as LESSOR, and the STATE OF MINNESOTA, DApartment of Administration, hereina£ter referred to as LESSEE, acting £or the benefit of Plant Manaqement Division• Resource Recoverv. WITNESSETA: LESSOR and LESSEE, in consideration of the rents, covenants and considerations hereina£ter specified, do hereby agree each with the other as follows: 1. LESSOR grants and LESSEE accepts a lease of the following described Leased Premises located in the City of St Paul, County of Ramsev, Minnesota, to-wit: approximately Fourteen Thousand Four Hundred Fiftv-Two f14.452) usable square feet of o£fice/shop space comprised of Twelve ' Thousand Eight Aundred (12,800) usable sguare feet of office/shop space on the £irst £loor and one Thousand Six Hundred Fi£ty Two (1,652) usable square feet on the second floor, as shown on the attached Exhibit A, the entire building located at 606 Olive Street, ' £or the term of five f51 vears commencing on Januarv 1. 1993 and continuing through December 31, 1997 to be used as recvclinq facilitv and of£ice soace. 2. LESSOR represents and warrants that it is solely entitled to all rents payable under the term of. this Lease Agreement and that LESSEE shall have the quiet enjoyment of the Leased Premises during the full teria of this Lease Agreement and any extension or renewal thereof. 3. As rent £or the Leased Premises and in consideration for all covenants, representations and conditions of the Lease Aqreement, LESSEE agrees to pay to LESSOR the sum of Four Hvndred Fifteen Thousand N1ne Hundred TwentV Eiaht and 52/100 Dollars (S415,928_521 for the term of the Lease Agreement, such amount shall be paid in accordance with the rent schedule set forth in Clause 15, each monthly payment to become due and payable at the end of each calendar month. 4. LESSOR covenants that it will deliver the Leased Premises to LESSEE in a clean and sanitary condition, with.all services and appurtenances included within the scope oP this Lease Agreement in efEect and in good running order. 5. LESSEE covenants that at the termination of this Lease Agreement by lapse of time or otherwise, it shall remove its personal property and vacate and surrender possession o£ the Leased Premises to LESSOR in as good condition as when L°SSEE took possession, ordinary wear and damage by the elements excepted. Alterations or £ixtures attached to the Leased Premises shall remain a part thereof and shall not be removed unless LESSOR elects to permit removal. 6. I£ the Leased Premises shall be destroyed or damaged by £ire, tornado, flood, civil disorder, or any cause whatsoever, so that the Leased Premises become untenantable, the rent shall be abated from the time o£ such damage and LESSEE shall have the option oP terminating this reasonableetonres ore1the1damaged1LeasedLPremisesctoatenantableime as condition. . 7. In,:the event that the Minnesota State Legislature does not appropriate tq the De artment o£ Administration funds necessary for the continuation of this Lease Agreement, or in the event that Federal Funds necessary £or the continuation of this Lease Agreement are withheld £or any reason, this Lease Agreement may be terminated by LESSEE upon giving�thirtV l301 days written notice. 8. LESSOR shall be responsible £or a11 taxes and assessments upon the Leased Premises. DUTZES OF LESSOR ' S.Oi LESSOR shall provide adequate electrical outlets upon the Leased Premises per the attached Exhibit A. 9.02 LESSOR shall provide the Leased Premises with separate restroom £acilities £or both men and women. Such facilities shall either be situated within the Leased Premises or easily accessible thereto. 9.03 Heatina: LESSOR sha11 provide the Leased Premises with heatinq facilities of a design capacity sufficient to maintain the Leased Premises at a comfortable temperature under all but the most extreme weather conditions. Provided, however, that in the interest of energy conservation, and in keeping with the temperature standards established £or state-owned buildings, the temperatures should be maintained, wherever practicable, nc higher than 68 Fahrenheit for all occupied work areas and cafeterias; 65 Fahrenheit for a11 lobby, corridor and restroom areas; 60 Fahrenheit for all building entrances, storage areas and tunnels; and 55 for all unoccupied and vacated Leased premises within the Leased Premises. 5_Oa coolina: LESSOx shall provide air-conditioning capable of cooling the Leased Premises to a temperature of 15 Fahrenheit cooler than the prevailing outside air temperature. In the interest of energy conservation, and in keeping with the temperature standards established for state-owned buildings, lower Fahr�enhe t n the a e o cupied are w"i hin o the Leased Premises. p7 +S'9� -z- . . . � . . . . a3-Sg� 9.05 In the event any kind o£ energy conservation measures are enacted by State or Federal authority, it is hereby agreed that LESSOR shall reduce the quantity of utilities and services as may be specifically required by such governmental orders or regulations. IItilities, within the meaning of this article, includes heat, cooling, electricity, water and all the sources of energy required to provide said service. 9.06 LESSOR shall provide the Leased Premises with overhead lighting £acilities su£ficient to provide 7o foot candle power at desk level. 9.07 LESSOR shall provide, at its own expense, su£Eicient light, heat and maintenance to the Leased Premises public access areas to the Leased Premises, including stairways and hallways, so that such areas sha11 be saEe and reasonably com£ortable. g,08 LESSOR shall keep the dock area Eree from snow, ice and debris. LESSOR shall provide barrels with salt and ice, on an on-going basis, at the dock and entrances o£ the building £or LESSEE'S use. 9.09 LESSOR shall, orior to LESSEE�S occupancy, provide the following: a. implement the measures to the heating, ventilating and air- conditioning system, as set forth on the attached Exhibit B; b. clean the load levelers of combustibles and debris; and c. replace the weather stripping around'the dock load levelers. 9.10 LESSOR shall, at its expense, maintain the security system for LESSEE'S use including, but not limited to, inspecting and testing of the system on an annual basis. 10. DUTZES OF LESSEE . 10.01 LESSEE sha11 allow access to the Leased Premises by LESSOR or its authorized representatives at any reasonable �time during � the life o£ this Lease Agreement for any purpose within the scope o£ this Lease Agreement. 10.02 LESSEE shall not use the Leased Premises at any time for any purpose forbidden by law. 10.03 LESSEE shall not assign, sublet, or otherwise transfer its - interest in this Lease Agreement without the prior written consent o£ LESSOR. 10.04 LESSEE shall keep the public sidewalks adjacent to the building and any sidewalks or stairways leading fzom the public sidewalks to the building free from snow, ice and debris. 10.05 LESSEE shall provide the Leased Premises with a means or system of waste or trash disposal. 11. INSURANCE• LIABILITY 11.01 It shall be the duty of LESSOR to insure the building against damage from fire, tornado, civil disorder or any cause whatsoever. It is expressly understood that LESSEE assumes by this Lease Agreement no liability for such damages, except as provided in this Lease Agreement. -3- D� -Sq3 11.02 LESSOR and LESSEE agree that each party will be responsible for its own acts and the results thereo£ to the extent authorized by law and shall not be responsible Por the acts o£ any others and the results thereo£. LESSEE'S liability shall be governed by the provisions of the Minnesota Tort Claims Act, Minnesota Statutes, Section 3.736, and other applicable law. 11.03 LESSEE agrees that I,ESSOR assumes by this Lease Agreement no liability for loss of LESSEE'S personal property resulting £rom £ire, tornado, civil disorder, theft or any cause whatsoever, except as may be attributed to LESSOR�S negligence, acts or omissions as determined by a court of law. 12. MAINTENANCE AND REPAIRS 12.01 It.shall be the duty o£ LESSOR to maintain at its own expense, � in working condition, all appurtenances within the scope of this Lease Agreeme�t, including the maintenance of proper plumbing, wiring, heating (and, where applicable, cooling) devices and ductwerk. 1�.02 12.03 LESSOR shall, at i*s own expense, make such necessary repairs so as to continue to provide all such service appurtenances as are required by this Lease Agreement, provided, however, that LESSOR shall not be responsible for repairs upon implements or articles which are the personal property of LESSEE, nor shall LESSOR bear the e�:pense of repairs to the Leased Premises necessitated by dzmage caused by LESSEE beyond normal wear and tear. LESSOR shall, at its expense, on a quarterly'basis, lubricate levelers, check a11 moving parts and structural members of the levelers. 13. JANZTORZAL SERVICE LESSEE shall provide 'anitorial services to the Leased Premises. 14. UTILITIES LESSEE shall bear the cost o£ 15. RENT SCHEDULE. Based on 14,452 usable square feet. LEASE PERIOD 1/1/93 - 12/31/93 1/1/94 - 12/31/94 1/1/95 - 12/31/95 1/1/96 - 12/31J96 1/1/97 - 12/31/97 RATE PER SO FT $5.21 $5.47 $5.74 $6.03 $6.33 TOTAL RENT FOR LEASE pk'RIOD $75,294.96 $79,052.40 $82�954.44 $87,145.56 �9�.481.16 $415,928.52 MONTHLY A EN $6,274.5 $6,587.70 $6,912.87 $7�262.1 $7,623.43 -4- 03 -Sg� 16. REMODELING 16.01 LESSOR shall provide labor and materials £or construction of the Leased Preaises as shown on the £loor plan and speci£ications attached hereto as E�chibits A and C and by reference incorporated as i£ £ully set £orth herein including, but not limited to, the following: a. adequate heating, ventilating and air-conditioning system/adjustments to accommodate the floor plan layout; b. construction of £loor-to-ceiling wall partitions vith adequate acoustics; c. installation of doors with hardware including locks as required by LESSEE; d. installation of electrical outlets and/or power poles; e. installation o£ ceiling system including grid, ceilinq tile � and lighting fixtures; and ' P ; f. • , � • % 16.02 LESSOR agrees that the colors of wall covering shall match the existing or be subject to approval by LESSEE. 16.03 LESSOR agrees to complete said remodeling set £orth above by December 31, 1992. /� 16.04 LESSEE agrees to LESSOR a lump sµm payment of S,r�� ! /J ,�.(��` r,ct�P FF Hu n i j) 5 XT�s/� �n l�� "/� Dollars ($�n`{ 3(0l. g ) upon satisfactory completion of � �� said work and�within thirty (30) days following receipt of � invoice from LESSOR. 17. ADJUSTMENT OF COMMENCEMENT DATE In the event LESSEE cannot take possession o£ the entire Leased Premises on or befor2 JanuarV 1. 1993 then: t a. the commencement date sha11 be determined according to the date LESSEE takes possession of the Leased Premises in its entirety. • b. the parties shall, by Amendment to be executed in the same manner as the execution of this Lease Agreement, establish the correct commencement date and rental amounts. If the commencement date is other than the first day of the month, the rent for the first month of occupancy shall be prorated to an amount which is equal to the product obtained by multiplying the monthly rental by a fraction, the numerator (number of leased days in the month that the Leased Premises are occupied) and the denominator (equal to the number of days in a calendar month). c. It is understood that LESSOR will make every effort to meet the Januarv 1 1993 occupancy date. 18. TELECObiMUNICATIONS LESSOR shall provide, at its expense, the following telecommunications requirements: a. establish and identify the location of the minimum point of presence (MPOP) for dial tone service provided by the telephone company; -5- O�-S97 b. provide a telecommun`cations eQUioment room for areal on the floor(s) of which the Leased Premises is a part, including a minimum of one (1) separately fused dedicated quad electric outlet; _ ,�.. � C• a. a F..�.. � .. �� � r ' F . � d. provide access for w=ring from the telecommunications eauioment room (or areal on each floor to each workstation location on the floor; e. identi£y the access to the building grounding electrode; and £. remove all cable/wiring that does not meet building code. 19. NOTICES All notices, or communications between LESSOR and LESSEE shall be deemed su££iciently given or rendered iP in writing and delivered to either party personally or sent by registered or certified mail addressed as follows: LESSOR: Carlo LaManna c/o Car-LO Properties 1700 Oakdale Avenue West St. Paul, Minnesota 55118 LESSEE: State o£ Minnesota Department o£ Administration Real Estate Management Division 50 Sherburne Avenue, Room 309 St. Paul, Minnesota 55155 with a copy to the occupant of the Leased Premises. All bi11s and statements Erom LESSOR to LESSEE shall be mailed or personally delivered to the occupant o£ the Leased Premises. 20. USABLE SPACE MEASUREMENTS . Zt is understood by LESSOR and LESSEE that the rent schedule is based upon the number of usable square feet of space occupied by LESSEE. Usable square £eet for purposes of the Lease Agreement and calculatinq rent shall be computed by measuring the inside finished surface of exterior walls to the inside £inished surface oP building corridor and other permanent walls or to the center o£ walls separating the Leased Premises Prom other tenant space. Zf more than 50� of an exterior wall is glass, the dimension is taken from the glass line. Vertical shaEts, elevators, stairwells, dock areas, mechanical rooms, and utility and janitor roo�s are excluded. Restrooms, corridors, lobbies and receiving areas which are accessible to the general public or used in common with other tenants are also excluded. No deductions are made Eor columns, pilasters or other projections to the building iE each is less than four (4) square feet. 21. INSTALLATION OF LESSEE'S EOUIPMENT LESSOR and LESSEE hereby aqree that LESSEE may have access to the Leased Premises to install its equipment any time a£ter December 1� 1992. LESSEE�S installtion of this equipment does not constitute commencment of this Lease Agreement, however, liability for the equipment is set £orth in Clause il�above. -6- o � _s�z 22. OTHER CONDITIONS 22.01 LESSOR agrees to provide and maintain the Leased Premises and the building of which the Leased Premises are a part with � accessibility and Eacilities meeting code raqnirements £or handicapped persons, pursuant to all applicable laws, rules, ozdinances and regulations as issued by any £ederal, state or local political subdivisions having jurisdiction and authority in connection with said property. 22.02 LESSEE agrees to observe reasonable precautions to prevent waste o£ heat, electricity, water, air conditioning any other utility or any service, whether such is £urnished by LESSOR or obtained and paid £or by LESSEE. 22.03 Pursuant to Mir.nesota Statutes, Section 16B.24, Subdivision 6, this Lease Agreement is subject to cancellation upon thirty (30) days written notice by LESSEE for any reason except rental of other land or premises £or the same use. 22.04 LESSOR agrees that in exercising its management responsibilities oE the property of which the Leased Premises are a part, including the maintenance, repair, alterations and construction relating thereto, it shall comply with all applicable laws, statutes, rules, ordinances and regulations, including but not limited to building code, disabilities access, zoning, air quality, pollution control, recyclable materials and prevailing wage requirements, as issued by any £ederal, state or local political subdivisions having jurisdiction and authority in connection with said property. 22.05 Pursuant to Minnesota Statutes, Section 1�B.06, Subdivision 4, the books, records, documents and accounting procedures and practices of LESSOR relevant to this Lease Agreement shall be subject to examinafion by the State and/or Legislative Auditor during normal business hours and a£ter reasonable notice to LESSOR. 22.06 When applicable, LESSOR certi£ies that it has received a certi£icate of compliance £rom the Commissioner o£ Human Rights pursuant to Minnesota Statutes, Section 363.073, or that it has not had more than 20 full-time employees at any time during the t previous 12 mor.ths and claims exemption from Minnesota , Statutes, Section 363.073. 22.07 Pursuant to Minnesota Statutes, Section 16B.24, Subdivision 6 (d), LESSOR sha11 provide space £or recyclable materials. SECLRR_LSE -7- 03-Sg3 IN WITNESS WHEREOF, the parties have set their hands on the date(s) indicated below intending to be bound thereby. APPROVED: STATE OF MZNNESOTA pLANT MANAGEMENT DIVZSION BY � m -� � Title Date /o�d3 �91 LESSOR: CARLO LAM�NNA CAR-LO PROPERTZES By x l'G o�--"-°'� Title ^s---"� � As to £orm and execution OFFICE OF THE ATTORNEY GENERAL Orlg'na) ll�ned bl° ykT81C1A S. NOLTE gY � Assistant � Gane �� Date OCT 26 1992 DEPARTMENT OF FZNANCE: :f �]'>�f I\V GLJ ',.',�f=l��S'7�&�. OF FSi�A`:::' .. . �. ¢��1! 9lgoed By �� GSwia A. AIt A�`�1y'�714��«f�;4�'�`_ '�.,,Nl'°.�tY Title Date /°��9v � LESSEE: STATE OF MINNESOTA DEPARTMENT OF ADMZNISTRATION DANA B. BADGEROW� CO gY �//iMM � C,pX�lJ Real Estate Ma Division Date �e�/ 9Z • 0�-Sg� IN WITNESS WHEREOF, the parties have set their hands on the date(s) indicated below intending to be bound thereby. APPROVED: STATE OF MINNESOTA PLANT MANAGEh1ENT DIVISION s ,� � ��� Title �rti Date lZ 9�9Z� As to form and execution OFFICE OF THE ATTORNEY GENERAL ���e ncr 15 1997 By Legal Assistant LESSOR: CAR-LO PROPERTIES� ZNC. s .,� - l'hY� Tit1e �-���� Date /�'� 9L Ti Original slgixd by: PA�TRICIA S. NOLTE i Legal Assistanf Attomey Genera�'s O(fica LESSEE: STATE OF MINNESOTA DEPARTMENT OF ADMINISTRATION DANA B. BADGEROW� CO sy�ld��m T C.a� Real Estate Management Division „�,. DEC 1 4 1992 DEPARTMENT OF FINANCE: ��%���� /� -3- o� •sq3 � AGENCY TYPE OF TRANSACTION 5 : 1. YKlUH iK Jt4 # L. IVIAL LtA�t YtH1UU TO 3. MONTHLY RATE 3 A nat /ZJO �� O� Enronaev (�, C� ❑ ❑ �a ��/ /D�D/ Enrorea Cv A�S At8 AMENDMENT OF.LEASE �' Amendment No. 1 to ❑ PIt Lease Agreement No. 10104 TH25 AGREEMENT made this 30th day o£ November. 1992 by and between Car Lo Properties Inc a Minnesota corooration, 1700 West Oakdal Avenue West St. Paul Minnesota 55118 Attn: Carlo LaManna, hereinafter re£erred to as LESSOR, and the STATE OF MINNESOTA, Department of Administration, hereinaPter referred to as LESSEE, acting Eor the benefit of the Plant Manacrement Division: Resource Recoverv shall be considered as an amendment and addition to Lease Agreement No. 10104. . S9ITNESSETH: WHEREAS, LESSOR and LESSEE entered into Lease Agr�ement No. 10104, dated october 28. 1992, involving the rental of anproximatelv 14_4 utive JVrcc� +i �-�•�^ WHEREAS, th_ parties deem certain amendments and additional terms and conditions mutually beneEicial for the ef£ective continuation of said Lease Agreement, ' NOW THEREFORE, LESSOR and LESSEE agree to substitution and/or addition of the following terms and conditions which shall become a part of Lease Agreement No. 10104, effective as of the date set Eorth hereinaYter. 1. LESSOR and LESSEE hereby agree to changes in the floor plan attached to the Lease Agreement as Exhibit A, as follows: a Delete glazing of four (4) exterior windows Add 8' X 11' concrete slab where metal plate exists c. Delete 6" ancle installation adjacent to drywall partitions next to stairway d. Installation of 1/3 hp overhead door opener, industrial rated � Wiring $285.00 ' Opener & Installation S7s5.00 ($2,400.00) $2,008.00 ($ 400.00) $1,070.00 A 7 TOTAL $ Z7$•�� 0 3 -S"'°13 Z, LESSEE agrees to pay LESSOR a lump sum payment of Two Hundred SeventV Ei4ht and no/100 Dollars (5278•00) upon satisfactory completion oY said work znd within thirty (30) days Eollowing receipt o£ invaice from LESSOR. 3. Except as modified by the provisions of this Amendment,�said Lease Agreement is ratified and confirmed as originally written. -2- � � AGENCY TYPE OF TFANSACTION � � AlQ !�{1 � 3. MONTHLY RATE EniarW er ❑ ❑ ❑ Entxreev G4 Al3 AId p.MgNDMgNT OB LEAHS . Amendment No. 2 to Lease Agreement No. Ol 104 THIS AGREEMENT made this � day o£ December. 1992 SENO 'a ` and between Car_ hereinafter referred to as LESSOR, and the STATE OF MINNESOTa, Department of Administration, hereinafter re£erred to as LESSEE, acting for the bene£it oY the Plant Manaaement D�vision• Resource Recovery sha11 be considered as an amendment and addition to Lease Agreement No. 0 0 . � WZTNESSETH: WHEREAS, LESSOR and LESSEE entered into Lease Agreement No. dated qctober 28 1992, involving the rental $pprp�cimate -- ----- v..�,a�..,. i..� WHEREAS, the parties deem certain amendments and additional terms and cond3ticns �utualiy bene£icial £or the e££ective continuation o£ said Lease Agreement, . NOW THEREFORE, LESSOR and LESSEE agree to substitution and/or addition of the Eollowing terms and conditions which shall become a part of Lease Agreement No. �0703, effective as of the date set forth hereinafter. � 1. LESSOi2 and LESSEE hereby agree that LESSEE has contracted separately for maintenance of the security system, therefore, $.05 per square foot per year will be deducted £rom the rate per square foot�set £orth in Clause 15 of the Lease Agreement, as £urther shown in Clause 4, below. 2. Clause 9.10 of the Lease Agreement is deleted in its entirety. 3. Clause 3 0£ the Lease Agreement is canceled and superseded with the Eollowinq: 3. As rent for the Leased Premises and in consideration for all covenants, representations and conditions of the Lease Agreement, LESSEE agrees to pay to LESSOR the svm of ou Rundred Twelve Thousand Three Hundred Fifteen and 56/l00 Dollars fS412.315.561 for the term oP the Lease Agreement, such amount shall be paid in accordance with the rent schedule set forth in Clause 4 of this Lease Amendment, each monthly payment to become due and payable at the end of each calendar month. os-�q� 7 .� , . • � • . � ��,. � O� -Sq3 4. Clause 15 of the Lease Agreement is canceled and superseded with the following: � 15. RENT SCHEDULE. Based on 14,452 usable square £eet. RENT RATE PER FOR LEASE MONTHLY TEASE PERIOD SO FT PERTOD PAYMENT 1/1/93 - 12/31/93 $5.16 � $74,572.32 $6,241.36 1/1/94 - 12/31/94 $5.42 $78 $6�527.49 1/1/95 - 12/31/95 $5.69 $82�231.92 $6�852.66 1/1/96 - 12/31/96 $5.98 $86�422.92 $7�201.91 1/1/97 - 12/31/97 $6.28 $90,758.52 $7�563.21 TOTAI, $412�315.56 5. Except as modified by the provisions o£ this Amendment, said Lease Agreement is ratified and confirmed as oriqinally written. • t u -2- ;. ZN WITNESS WHEREOF, the parties have set their hands on the date(s) indicated below intending to be bound thereby. APPROVED: STATE OF MINNESOTA PLANT MANAGEMENT DIVZSZON By �.(lWivi� ///� Title - �"— Date �Z—/6-�/� LESSOR: CAR-LO PROPERTIES, ZNC. By ' :r G�.�—a— Title Date��9/4 sy Ti As to form and execution OFFZCE OF THE.ATTORNEY GENERAL DEC 22 19y� Date O�t91^m{ �a� ks�1t By P �Up 5. NOL7E ���q��' AttomeY DEPARTMENT OF FZNANCE: �r�9ina� ��9ned By lan Hnier DEC 3 0 199P LESSEE: STATE OF MZNNESOTA DEPARTMENT OF ADMINISTRATZOH DANA B. BADGEROW� COMMZSSIONER By ��P•.�� .T ��o Real Estate Management Division oEC � a issz -3= O'� —S`t3 t - � . �� � . � . �� . . 03-Sq� STATE OF MINNESOTA p.MENDMENT OF LEASE Amendment No. �. to Lease Agreement No. �0�04 AccountinQ Information: Proceving 7ntormation: l � �a i�o48 � n� z�-q� � o�� 3 i i'&oc��� ii-zl� G� I�.�- Contract: Numbcr/DatdSignecures Numba/DatdE¢try Signan:re - [Indrvidnal signing certi�c (hat fund= fimz been mcumbrred m �ePU'ved by Ffinx S(at 816AIS/ �*nvo THIS AGREEMENT made this 11th day of mLer, iq97 by and between - a-n„�r+;o�, Znc._, a h_n*+PSOta corporat;on �700 West oakdalP._AVenve. We=t �,. Pau� . Tiinnesota _55_�8. n+r.,• carlo LaManna, hereina£ter re£erred to as r LESSOR, and the State of Minnesota, Department of Administration, hereinafter re£erred to as LESSEE, acting £or the benefit of the p an ranaaement D`"�^'on• ResoLrce Recovery, shall be an amendment and addition to Lease Agreement No. 1919.4• . WITNESSETH: � dated 'WFIEREAS, LESSOR and LESSE£ entered into Lease Agreement f°nr�n4Thousan llrtnhar 28. 1992. involving the rental of approximately4F;^Q �T� ehnn and WHEREAS� the partzes deem certain amendments and additional terms and conditions mutually bene£icial for the effective continuation o£ said Lease Agreement, NOW THEREFORE, LESSOR and LESSEE agree to substitution and/or addition of the £ollowing terms and conditions which shall become a part of the Lease Agreement No. 141Q4 effective as of the date set forth hereinafter. 1. LESSOR and LESSEE hereby agree thaf this LeVS�rsgr o�encinalonbe renewed for an additional term of n�-- hPY zl 002 at the same ��n��= i. 199a and continuing through ..�--� � terms and conditions as set forth in the Lease Agreement, except as ........:....a F�.- r,,�,-e;�. . . . . O� S93 2. LESSEE shall pay LESSOR £o= the renewal term according to the £ollowing rent schedule: � . � •� 1/1/98-12/31/9 1/1/99-12/31/9 1/1/00-12/31/0 1/1/01-12/31/Ol 1/1/02-12/31/0 RATE PER SO FT $ 6.84 $ 7.17 48 $ 7.52 �� $ 7.88 a 8 $ a.zs u.Y TOTAL :�I •� � RENT FOR LEASE pF.RIOD $ 98,851.68 $103,620.84 $108�678.84 $113�881.80 S>>9.373.48 $544�406.644 • � �V \ $8�237.64 $8,635.07 $9�056.57 $9�490.15 $9�947.79 3.1 LESSOR sriall, at its expense, provide labor and materials in order to remodel and/or repair the Leased Premises as £ollows: a +' b ! c 3.2 3.3 installation of new garage door with view window protected from breakage. � balancing o£ HVTC system £or even heat distribution. installation of additional baseboard heater in lunchroom. d. interior repainting of south side of building; touch-up painting in balance of interior building. e. repaii damaged concrete floor in south side o£ building. £. installation of new doorbell system. g. installation of motion sensor lighting controls in restrooms and in lunchroom. h i 7 k repair of excerior damage co air vent located on wa11 adjacent to loading dock. check ceiling support structure and reinforce, i£ necessary. repair and regrading of asphalt and installation o£ new drainage system in the loading dock driveway. repaint exterior o£ building. LESSOR agrees to complete remodeling and repairs set forth in above items lettered "a." through "i" by Tanvar��.] _12$i and to complete above items lettered "j" through "k" by Mav �5. �998. LESSOR agrees that all materials and £inal results of the remodeling and repairs set forth in clause 3,1 hereof shall be to LESSEE'S satisfaction. . 4. Clause 11 0£ the Lease Aqreement is hereby canceled and superseded by the £ollowing: � 11. TNS m�_AN�F. 11.1 Property Damage. It shall be the duty of LESSOR and LESSEE to maintain insurance or self-insurance on their own property, both real and personal. Notwithstanding anything apparently to the contrary in-this Lease Agteement, LESSOR and LESSEE hereby release one another and their respective partners, officers, employees and property manager from any and all liability or responsibility to the other or anyone claiming through or under them by way of subrogation or otherwise for loss or damaqe, even if such loss or damage shall have been caused � : = � : �. � � � . � 07 -593 by the £a�:1t or negligence of the other party, or anyone for whom such party may be responsible. 11.2 Liabil3ty. LESSOR and LESSEE agree that each party will be responsible Eor its own acts and the results thereo£ to the extent authorized by law and shall not be responsible for the acts of any others and the results thereof. LESSEE'S liability shall be governed by the provisions of the Minnesota Tort Claims Act, Minnesota Statutes, Section 3.736, and other applicable law. Clause 12 of the Lease Agreenent is hereby canceled and superseded by the Eollowing: 12. Ma�n na� , � a. LESSOR shall maintain in working condition all appurtenances within the scope of this Lease Agreement, including the maintenance of proper plumbing, wiring, heating (and, where applicable, cooling) devices and ductwork. b. LESSOR shall document maintenanee on the heating, ventilating and air conditioning system i.e, Pilter changes and cleaning methods and procedures. Air Conditioning Cooling Equipment: ( i) The primary fresh air cooling system. All interior sur£aces of the ductwork within £ive (5) Eeet downstream and £ive (5) feet upstream of the cooling coils, the cooling coils and its drainage systems sha11 be cleaned with a coil cleaning solution. Trie cleaning shall be performed in March or April and in September or october o£ each ydar. I£ fiberglass interior liners are located within £ive (5) feet upstream and downstream o£ the cooling coils, LESSOR sha11 either remove the fiberglass liner down to bare metal or cover it with non-permeable material such as galvanized metal. (ii) The secondary cooling system, such as heat pumps. All interior sur.£aces oE the ductwork within two (2) Eeet downstream of the cooling coils, the cooling coils and its drainage systems sha11 be cleaned with a coil cleaning solution. The cleaning sha11 be performed at least once in every two (2) year period. I£ £iberglass interior liners are located within two .(2) feet downstream of the cooling coils, LESSOR sha11 either remove the £iberglass liner down to bare metal or cover it with non-permeable material such as galvanized metal. 6. VonfilatiOri' a. LESSOR shall provide a minimum oE 20 cubic feet o£ outdoor fresh air per minute per person to the Leased Premises as�outlined in Table 2 of ASARAE (American Society o£ Heating, Re£rigeration and Air Conditioning Engineers, Inc.) Standard 62-1989- An air cleaning device shall be used in the ventilation system which �filters the outdoor air and sha11 have a minimum filtration efficiency rating of 30 percent as measured by ASHRAE Standard � 52-76 Atmospheric Dust Spot E£ficiency Rating. Zf air filters are used, LESSOR sha11 change the filters at least three (3) times per year, preferably in March, July and November, or more often as required. b. Where there is a secondary filtration system, such as buildings with heat pumps, the secondary filtration system shall have a minimum filtration efEiciency-rating of ten (10) percent as measured by ASHRAE Standard 52-76 Atmospheric Dust Spot Efficiency Rating. Zf air filters are used, LESSOR shall change . _ . _ - .- . . oa -s�� the filters at least two (2) times per year, or more often if required. - 7. DFFAT7TT BY LFSSOR Zf LESSOR shall dePault in the per£ormance o£ any o£ the terms or provisions of this Lease Agreement,.LE55EE shall promptly so notify LESSOR in writing. 2£ LESSOR shall £ail to cure such default within thirty (30) days after receipt of such notice, or i£ the de£ault is of such character as to require more than thirty (30) days to cure, and LESSOR shall fail to commence to do so within thirty (30) days after receipt oE such notice and thereafter diligently proceed to cure such default, than in either event, LESSEE may cure such default and any � reasonable and actual expenses paid by LESSEE shall be paid by'LESSOR to LESSEE within ten (10) days aPter statement there£ore is rendered. LESSEE sha11 have a speci£ic right to set-of£ any such amounts against - any rent payments or other amounts due under this Lease Agreement. In lieu of curing said de£au1t, LESSEE shall have the speci£ic right to - set-o££ against any rent payments or other amounts due under this Lease Agreement any damages incurred through the LESSOR'S breach. This provision in no way limits LESSEE'S other remedies £or breach under common law or this Lease Agreement. � 8. SMOiC7N r"' pu'rsuant to Minnesota Statute 16B.24, Subd. 9(1993j, occupants of the Leased Premises shall not smoke nor permit smoking in the Leased _ Premises. 9. Clause 22.03 of the Lease Agreement is hereby canceled and superseded by the £ollowing: 22.03 Pursuant to Minnesota Statutes, Section 16B.24, Subdivision 6, this Lease Agreement is subject to cancellation upon thirty (30) days written notice by LESSEE for any ieason except lease oE other non-state-owned land or premises for the same use. 10. Clause 22.06 0£ the Lease Agreement is hereby canceled and superseded by the £ollowing: 22.06 When applicable, LESSOR certifies that it has received a certiEicate o£ compliance from the Commissioner of Human Rights pursuant to Minnesota Statutes, Section 363.073, or that it has not had more than 40 full-time employees at any time during the previous 12 months and claims exemption from Minnesota Statutes, Section 363.073. li. Except as modified by the provisions of this Amendment, said Lease Agreement is rati£ied and con£irmed as originally written. :! O'� .. SR7 � ZN WITNESS WHEREOF, the parties have set their hands on the date(s) indicated below intending to_be bound thereby. APPROVED: STATE OF MINNESOTA pLANT AGEMENT DZVISION gy /I e'+�`_ �'itle �� Date �� ��/y As to £orm and execution OFFICE OF THE ATTORNEY GEN FRA 7, gy \ p,�' n. �� Legal Assistant Date � \�1F� `� LESSOR: CAR-LO PROPER�E � INC. $y w �0. Ti 1 1'2.�PCJf-/ GL��,�6c2 Date �2 Ti LESSEE: STATE OF MINNESOTA DEPARTMENT OF ADMINISTRATION ELAZNE S. SEN, COMMI BY o� nr n� l�Q%{� Real Estate Management Division Date /����� 7 09• Sg•� STATE OF MINNESOTA AMENDMENT OF LEASE Amendment No. 4 to Lease Agreement No. 10104 information: 2: Appr. Processinglnformation: Contrad: T " l�J I � � NumOedDatelEntry Signature ' (Indlvldual stgning certifies fhat funds have been encum6ered as reqvired 6y Mfnn. Sta2. § 16A.15.j THIS AGREEMENT made this 30th day of June. 2000, by and between Car-to Properties, Inc. a 55118, hereinafter referred to as LESSOR, and the Stafe of Minnesofa, Department of Administration, hereinafter referred #o as LESSEE, acting for the benefit of the Plant Manaqement Division� Resource Recove , shali be an amendmenf and addition to Lease Agreement No. 10104. WITNESSETH: WHEREAS, LESSOR and LESSEE entered into Lease Agreement No. 10104, dated October 28. 1992, involving the rental of approximately fourteen thousand four hundred fift�two (14 4521 usable sg uare feet of space comprised of 12 800 usable sq uare feet on the first floor and 1,652 usable s�c uare feet o� the second floor of the buildinc�located at 606 Olive Street in St Paul ("Leased Premises"1 to be used as office and shop space, and 0�.-Sq� � WHEREAS, the parties deem certain amendments and additional ferms and conditions mutually beneficial for fhe effective continuation of said Lease Agreemeht, NOW THEREFORE, LESSOR and LESSEE agree to substitution and/or addition of the following terms and conditions, which shall become a part of the Lease Agreement No. 10104 effective as of the date set forth hereinafter. 1 � LEASE RENEWAL LESSOR and LESSEE hereby agree that this Lease Agreement shall be renewed for an additional term of five (5 1 vears, cornmencing on Januarv 1. 2003 and confinuing through December 31. 2007 ("Renewal Term"), at the same terms and conditions as set forth in the Lease Agreement, except as provided for herein. iRENT 2.1 LESSEE agrees to pay to LESSOR for the Renewai Term the sum of six hundred eiqhtv eiqht thousand seven hundred ninefi! nine and 04/100 dollars ($688.799.04); such amount sha!I be paid in accordance with the rent schedule set forth below. SQUARE FEET 14,452 14,452 14,452 14,452 14,452 RATE PER � RENT FOR MONTHLY gq. FT, LEASE PERIOD PAYMENT LEASE PER10D 01/01/d3 - 12/31/03 01/01/04 - 12J31/04 01/01/05 - 12/31/05 01/01/06 - 12/31/06 01/01/07 - 12J31/07 $8.66 $125,154.36 $9.08 $131,161.68 $9.51 $137,457.48 $g,g7 $144,055.44 $10.45 $150,970.08 TOTAL $688,799.04 $10,429.53 $10,930.14 $11,454.79 $12,004.62 $12,580.84 2.2 LESSEE agrees to pay LESSOR the monthly rent set forth above at the end of each calendar month and mail or deliver said payments to: 2 0� -:5�.� a � � 2.3 Car-Lo Properties, Inc. Attn: Carlo LaManna 4700 Oakdale Avenue West St. Paul MN 55118 All originai bifls and statements from LESSOR to LESSEE shall be mailed or personally delivered fo: Stafe of Minnesota Piant Management Division Attn: Accounts Payable 117 University Avenue St. Pau1, MN 55155 RENEWAL TERM REMODELING ALLOWANCE 3.1 LESSOR shali provide LESSEE with a Renewal Term Remodeling Allowance of sevenfv two thousand two hundred sixtv and no/100 dollars ($72.260.00) for remodeling of the Leased Premises during the Renewal Term. Said Renewai Term Remodeling Allowance represents 5.00 per square foof for the 14.452 usable square feet contained within the Leased Premises, and shall be provided by LESSOR in three � annual Distributions upon the commen'cement date of each of the firsf three 3 lease years oi the Renewal Term in amounts as follows: DISTRIBUTION # Disfribufion 1 Distribution 2 Distribufion 3 DATE January 1, 2003 January 1, 2004: January 1, 2005: Total: AMOUNT $24,086.67 $24,086.67 $24,086.66 $72,260.00 , ,' 3.2 Said Renewaf Term Distributions Nos. 1 through 3 shaf( be used for remodeling and improvemenfs to the Leased Premises based on a mutualiy agreed plan, and shali not be used fo fund any repair and/or maintenance costs which are set forth in this Lease Agreement as LESSOR'S responsibility. Solely at LESSEE'S option, said Renewal Term Distribufions may be used by LESSEE at any time for remodeling during the Renewal Term whether used in increments of any amount, or in accumulated Renewa( , Term Disfributions of any amount. OPTION TO RENEW 4.1 LESSOR grants and LESSEE accepEs the righf to one 1 Option to Renew this Lease Agreement for a period of five (5) vears, commencing JanuaN 1 2008 and continuing 3 �' "IS_l �7 0 4.2 ►.� i :!•! through December 31. 2012 ("Option Period"), at the same terms and conditions as this Lease Agreemenf, except for the payment of rent which shall be as more particularly provided in clause 4.3 below. To exercise the above noted Option to Renew, LESSEE must indicate to LESSOR in wrifing on or before June 30, 2007 of its intenf to exercise said option. Opfion Period Rent LESSEE agrees to pay to LESSOR as rent for the Option Period the sum of eiqht hundred seventv thousand nine hundred fortv one and 16/100 dollars !$870,941.16); such amounf shall be paid in accordance with the rent schedule sef forth below: OPTION PER10D 01/01/08 - 12/31/08 01/01J09 - 12�31/09 01/01/10 - 12/31/10 01/01/11 - 12/31/11 01l01(12 - 12/31/12 SQUARE RATE PER FEET SQ. FT. 14,452 $10.95 14,452 �11.48 14,452 14,452 14,452 $12.'03 $12.60 $13.21 TOTAL RENT FOR OPTI ON PERIOD $158,249.40 $165, 845.40 $173,805.96 $182,148.60 $190,891.80 $870,941.16 MONTHLY PAYMENT $13,187.45 �13,820.45 $14,483.83 $15,179.05 $15,907.65 Option Period Remodelinq Allowance a. In the event LESSEE exercises its Option to Renew as set forth herein, LESSOR shall provide LESSEE with a Option Period Rerriodeling Allowance of seven two thousand two hundred sixtv and no/100 doilars ($72,260.00) for remodeling of the Leased Premises during the Option Period. Said Option Period Remodeling Allowance represents 5.00 per square foot for the 14.452 usable square feet contained within the Leased Premises, and shail be provided by LESSOR in three 3 annuai Distributions upon the commencement date of each of the first three 3 lease years of the Option Period in amounts as follows: � . . , p � . S�9� 5 DISTR(BUTION # DATE AMOUNT pistribufion 4 January 1, 2008 $24,086.67 Distribufion 5 January 1, 2009: $24,086.67 Distribution 6 January 1, 2010: $24.086.66 Total: $72,260.00 5. b. Said Option Period Distributions Nos. 4 through 6 shall be used for remode(ing and improvements to the Leased Premises based on a mutua({y agreed pian, and shatt not be used to fund any repair and/or maintenance costs which are set forth in this Lease Agreement as LESSOR'S responsibility. Solely at LESSEE'S option, said Option Period Distributions may be used by LESSEE at any time during the Option Period, whether used in increments of any amount, or in accumulated Option Period Distributions of any amount. EMINENT DOMAIN In the event of a taking of any portion of fhe Leased Premises which would make the remainder of the Leased Premises untenantable, in the sole but reasonable opinion of LESSEE, this Lease Agreement shail terminate on the date of such taking, and the rent required to be paid by LESSEE hereunder shall be apportioned and paid to the date of such taking. In the event of any such taking, LESSOR and LESSEE shall together make one claim for an award for their combined interests in the property and the net award received (after deduction of reasonable fees and expenses of collection, including, but not limited to reasonable attorneys' fees) shall be paid to LESSOR (inciuding the value of the leasehoid), except that LESSEE shall be entitied to any separate award made for its trade fixtures, o� for moving and moving-related expenses inciuding, but not limited to, the following: •% � d. e. f. � h. i. 1• transportation of personai property up to fifty (501 miles. packing, crating, unpacking and uncrating. disconnecting, dismanfling, removing, reassembling and reconnecting of personal property � storage of personal property, if required, up to twelve (12) months. insurance for the replacement value of the personal property. any license, permit or certification required at the replacement site. The cost must be reasonable and necessary, and may be based on the remaining useful life of the existing term. professionai services necessary for move planning, moving and instaliation of personal propetty. re-lettering of signs and replacing stafionery made obsolete as a result of the move. reasonable cost incurred in trying to sell an item that is not relocated. actual direct cost of tangible personal property. 5 O� -Sq� ,� j. actuai direct cost of tangible personal property. k. purchase and installation of "substitute" personal property. I. expenses in searching for a replacement site up to $1,000.00. m. reestablishment expenses up to $10,000 which include: . 1) repairs and improvements of site. 2) modifications to site. 3) construction and instailation of exterior signs. 4) provision of utilities from the right of way to improvements on the replacement 5) 6) 7) 8) 9) site. redecoration or rep{acement of surfaces such as paint or carpeting, licenses, fees and permits not paid under moving expenses. feasibility surveys, soil fesfing and marketing studies. advertising fhe replacement site. professional services in connection with the purchase or lease of replacement site. 10) estimated increase in operating costs during the first two years at the repiacement s+te. 11) impact fees on one-time assessments for anticipated heavy utility usage. 6. 7 Clause 22.05 of the Lease Agreement is hereby canceled and superseded by the following: AUDIT Pursuant to Minnesota Statutes, Section 16C.05, Subdivision 5, the books, records, documents and accounting procedures and practices of LESSOR relevant to fhis Lease Agreement shall be subject to examination by the State andlor Legislative Auditor, as appropriate, for a minimum of six (6) years. Clause 22.06 of the Lease Agreement and Ciause 10 of Amendment 3 to the lease Agreement are hereby canceled and superseded by the following: AFFIRMATIVE ACTION: 7.1 For all contracts in excess of $100,000.00, LESSOR certifies pursuant to Minn. Stat. §363.073 that: (a) LESSOR has not had more than 40 ful�-time empioyees at any time during the previous twelve months; OR (b) if LESSOR has more than 40 full-time empioyees within the State of Minnesota on a single working day during the previous tweive months, that it has an.a�rmative action plan pursuant to the requirements of Minn. Stat. §363 for the employment of minority persons, women and qualified disabied individuais approved by the State of Minnesota, Commissioner of Human Rights; OR (c) if LESSOR does not have 40 full-time employees within the Sfate of Minnesota on a singie working day during the previous twelve months, but has had more than 40 full- time employees on a single working day during the previous twelve months in the state in which it has ifs primary place of business, then (1) LESSOR has current Minnesota � .o� -sg� 7 certificate of compliance issued by the Minnesota Commissioner of Human Rights, OR (2) LESSOR cer�ifies thaE it is in compliance with federal Affirmafive Action requirements. 7.2 If LESSOR has more than 40 fuii-time employees within the State of Minnesota on a single working day during the previous twelve months. LESSOR shall compiy with the following Affirmative Action requirements for disabied workers: Minnesota Rule 5000.3550-DISABLED INDIVIDUALS AFFIRMATIVE ACTION CLAUSE. • a. LESSOR shali not discriminate against any empioyees or applicant s for emplbyment because of physical or menta{ disability in regard to any position for which the employee or applicant for employmenf is qualified. LESSOR agrees to take affirmative action to empioy, advance in employment, and otherwise treat qualified disabled individuals without discrimination based upon their physical or mental disability in all employment practices such as the recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticesfiip: b. LESSOR agrees to comply with fhe rules and relevant orders of the Minnesota Department of Human Rights issued Pursuant to the Minnesota Human Rights Act. c. ln the event of LESSOR'S noncompliance with the requirements of this clause, actions for noncompliance may be taken in accordance with Minn. Stat. §363.073 and the rules and relevant orders of the Minnesota Department of Human Rights issued pursuant to the Minnesota Human Rights Act. d. LESSOR agrees to post in conspicuous places, available fo employees and applicants for emp�oyment, notices in a form to be prescribed by the commis�ioner of the Minnesota Department of Human Rights. Such notices shall state LESSOR'S obligation under the law to take affirmative acfion to employ and advance in employment qualified disabled employees and applicants for empfoyment, and the rights of applicants and employee. e. LESSOR shall notify each labor union or representative of workers with which it has a collective bargaining agreement or other contract understanding, that LESSOR is bound by the terms of Minn. Stat. §363.073 of the Minnesota Human Rights Act and is committed to take affirmative action to employ and advance in employment physically and mentally disabled individuals. 8. Except as modified by the provisions of this Amendment, said Lease Agreement is ratified and confirmed as originally written. Fi . . . � D� =Sq� � IN WITNESS WHEREOF, the parties have set their hands on the date(s) indicated below intending to be bound thereby. � APPROVED: STATE OF MINNESOTA PLANT MANAGEMENT DIVISION LESSOR: CAR-LO F �/ 7 / - � ��("�// 7 ��� F�yr // dlAi P (i(' .���2` ri " / /J� :� Title i �'2G��" L1#�"� Date �/7 D� , 1 ,. As to form and execution OFFICE OF THE ATTORNEY GENERAL g �4, Legal Assistant Date � � �� �/��-�"/�r Date � � �'�1 LESSEE: STATE OF MINNESOTA DEPARTMENT OF ADMINiSTRATION COMMISSIONER C�'L�� By Xl�.l,� ( /7 / Real Estate Management Division JUL 2 6 2000 � r�