05-727Counc� File # ���
Green Sheet # 3027391
RESOLUTION
OF SA�T PAUL, MIlVNESOTA ,�
Presented By:
Referred To:
1 BE RESOLVED, that the City council authorizes the City of Saint Paul, Police Department, to enter
2 into the attached agreement with RK Midway LLC, which includes an indemnification clause.
3 A copy of said agreement is to be kept on file and on record in the Office of Financial Services.
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� Green Sheet Green Sheet Green Sheet Green 5heet Green Sheet Green Sheet �
,.. ,. . ,._ . _„ . � , rl/�-"Y>'1
Departmentlofficelcouncil: Date InRiated: �'� � � '
pD —ro���,�nn,� ,���-05 Green Sheet NO: 3027391
Deoartrnent � Sent To Person InitiallDate
Contaci Person & Phone: �
Chief John Hartington 0 olice De artment P lice D artment
26fr5588 Assign 1 olice D a ent De artment Director
Must Be on Council Agenda by (Date): Number Z � pttome Ci Attome - � i
For 3 a or's Offi Ma or/Assistant
Routing
Ofde� A onncil Council
5 i Clerk Ci Clerk
6 olice De a ent P lice De arhnent
Total # of Signature Pages (Clip AII Locations for Signature)
Action Requested:
Signatures on the attached council resolurion authorizing the City of Sairn Paul, Police Department, to enter into the attached
agreement with RK Midway LI,C.
Recommendations: Approve (A) or Reject (R): Personal Service Contracts Must Mswer the Following Questions:
Planning Commission �, Has this person/firm ever worked under a contract for this department?
CIB Committee Yes No
Civil Service Commission 2. Has this person/firm ever been a city employee?
Yes No
' 3. Does fhis personffirm possess a skill not normally possessed by any
current city employee?
Yes No
' Explain all yes answers on separate sheet and attach to green sheet
Initiating Probfem, lssues, Opportunity (Who, What, When, Where, Whyj: �
The Saint Paul Police Deparhnent will lease a Idosk space (at no cost) at the Midway Shopping Center for police business.
AdvantaqeslfApproved:
Police o�oers will be readily available for assistant and their presence will deter crime.
JUL 2 0 2005
I
� Disadvantages If Approved:
None.
� Disadvantages If Not Approved:
The officers will not be stationed at the Midway Shopping Center which will cause slower response time to crime.
I
Total Amount of s venue Budgeted:
7ransaction: �C q�g�rch G€±n{at
Funding Source: RK Midway LLC Activitv Number:
Financial Information: , ,111� 2 A �005
(Explain) �� 7
' �,
�` �: . ,. , 0`�= t2.�
LICENSE AGREEMENT
This License Agreement ("License Agreement" or "Agreement'�, made as of tius
_day of , 2005, by and between RK NIIDWAY LLC, a Delawaze limited liability
company, having an address at 810 Seventh Avenue, 28`� Floo2, I3ew York, New York 100i9, as
Licensor ("Licensor'� and CITY OF SAINT PAUL POLICE DEPARTMENT, having an
address 367 Grove Street, Saint Paul, Minnesota 55101, as Licensee ("Licensee'�.
WITNESSETH:
WHEREAS, Licensor is the owner of the real properiy laiown as MIDWAY SHOPPIIdG
CENTER, a shopping center located at University & Snelling Avenues in the City of Saint Paul,
County of Ramsey, State of Minnesota ("Shoppisg Center'�; and
WHEREAS, Licensee wishes to enter into a license agreement with Licensor for a
temporary kiosk space at the Shopping Center in the location shown on Exhibit A attached hereto
and made a part hereof ("Exhibit A'�;
NOW TF�REFORE, in consideration of the promises herein set forth, the parties hereto
agree as follows:
1. DEFINITIONS. The definitions of terms set forth in the preamble and/or in the
"Witnesseth" section aze herein incorporated by reference and such terms shall have the
meanings ascribed to them above as if set forth herein in full.
2. LICENSE. Licensor hereby grants to Licensee a license to use that certain space in the
Shopping Center for such kiosk in the approxunate locarion designated and labled as"Police
Kiosk" on Exhibit A attached hereto and made a part hereof ("Licensed Premises'� for office
space and for no other purpose or purposes, subject to Licensee's compliance with all of the
terms and conditions set forth herein.
3. TERM. The term of this License Agreement shall commence on the later of April 1,
2005 or substantial completion of Licensor's Work (the "Commencement Date") and shail expire
one (1) year after the Comxnencement Date ("Expiration Date'�, unless sooner terminated as
hereinafter provided. This agreement may be terminated by Either pariy at any time
("Terminarion RighY� upon ten (10) days prior written norice to the other party.
4. LICENSE FEE. �F6?3�-
4A. SECURITY DEPOSTT. IdONE.
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5. USE. The Licensed Premises shall be used and occupied by Licensee o� for use set
forth in the "USE RIDER" attached hereto and made a part hereof as `Bxlubit B"( `Bxhibit B'�,
and for no other purpose or purposes. Notwithstanding anything to the conttary in this License
Agreement, including but not limited to the uses set forth in E�ibit B, Licensee shall not do or
pemut anything to be done in or about the Licensed Premises, or bring in anything or keep
anything thereon, which shall increase the rates of insurance on the Shopping Center or any
portion thereof.
6. CONDTfION OF THE LEASED PREMISES. INTENTIONALLY ONIITTED.
7. CONSTRUCTIOI3 AI3D MAII3TE23A1�iCE. (a) Licensor will construct, at Licensor's
sole cost and expense, a temporary siructure that will be built and installed per all applicable
codes ("Licensor's Worl��. Licensee shall not do any act, or make any contract, which may
create or be the foundarion for any lien or other encumbrance on any interest of Licensor or any
ground or undezlying lessor in any portion of the Shopping Center. If, because of any act or
omission (or alleged act or omission) of Licensee, any mechanic's or other lien, charge or order
for the payment of money or other encumbrance shall be filed against Licensor or any ground or
underlying lessor or any portion of the Shopping Center (whether or not such lien, chazge, order
or encuxnbrance is valid or enforceable), Licensee shall, at its own cost and expense, cause same
to be discharged of record or bonded within five (5) days after notice to Licensee of the filing
thereof. Licensee shali indemnify both Licensor and all ground and underlying lessors and
mortgagees and defend and hold Licensor and all ground and underlying lessors and mortgagees
harmless from and against all costs, liabilities, suits, penalries, claims and demands, including
reasonable counsel fees, resulting therefrom. If Licensee fails to comply with the foregoing
provisions, Licensor shall have the oprion of discharging or bonding any such lien, charge, order
or encumbrance, and Licensee shall reimburse Licensor for all wsts, expenses and other sums
incurred in connection therewith prompdy on demand.
(b) Licensee shall maintain the Licensed Premises, including but not limited to its
display racks and any other items constructed or placed in or on the Licensed Premises, in good
condition and repair, in accordance with (i) ail present and fuhue laws, orders, rules,
requirements and regulations of ail state, federal, municipal and local governments, departments,
commissions and boards and any direction of any public officer pursuant to law execcising
jurisdiction over the Shopping Center, as well as with (ii) atl requirements, if any, of Licensor's
insurance carriers, at Licensee's sole cost and expense (collecrively, "Legal RequiremenYs").
Licensee shall keep the Licensed Premises and all displays therein in a neat and clean condition,
and shall not permit debris of any kind to accumulate in, on or about the Licensed Premises.
Licensee shall promptly remove any and all such debris and dispose of same in accordance with
all Legal Requirements. Licensee hereby aclrnowledges and agrees that as the Licensed Premises
aze located in a Shopping Center, any failure by Licensee to perform its maintenance and repair
obligations as set forth in this Subsection would have a material and adverse effect on the other
tenants and occupants of the Shopping Center and on Licensor's ownership and operation thereof
for which monetary damages alone would not suffice to make Licensor whole.
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8. UTIL,ITIES. No utilities, except for electric, shall be provided to Licensee under this
License Agreement. Licensee may, at Licensee's sole cost and ea�pense, elect to have other
urility service(s) (not requiring the brealang of any ground nor installarion through any walls,
floors, ceilings, or pavement) brought to the Licensed Premises, subject to Licensor's reasonable
consent as to the location of any utility lines needed to provide such service, and further provided
that such service sha11 have its own separate meter. Licensee shall be solely responsible for
paying the provider(s) of any such utility for said installation thereof and for all such utility
service thereafter consumed by Licensee. On or before the Expiration Date or any earlier
termination of the term of this License, Licensee, at Licensee's sole cost and expense, shall have
any utility lines and/or services removed andJor disconnected (at Licensor's option) from the
Licensed Premises and the Shopping Center, and Licensee's obligarions under this Section shail
survive the expiration or eazlier termination of this License Agreement.
9. SIGNS. No signs shall be maintained in, on, or about the Licensed Premises unless same
shall have been professionaily prepared and first been approved in writing by Licensor. No signs
in, on, or about the Licensed Premises shall obscure or interfere with the visibility of any other
tenants' or occupants' premises or signs. Any and all signs on the Licensed Premises shall be
promptly removed upon request of Licensor, and/or upon the expiration or earlier termination of
this Agreement, and any damage caused thereby shall promptly be repaired by Licensee at
Licensee's sole cost and expense. If Licensee fails to repair any such damage, Licensor may do
same and chazge the cost thereof to Licensee, which costs Licensee shall promptly pay to
Licensor on demand. The provisions of this Section shall survive the expiration or eazlier
termination of this License Agreement.
10. INSiJRANCE. Licensee shall secure and keep in force, throughout the dura6on of this
License Agreement, at Licensee's sole cost and expense, in companies qualified to do business in
the state in which the Shopping Center is located (a) Comprehensive General Liability Insurance
(including contractual liability coverage) relating to the Licensed Premises on an occurrence
basis with minimum limits of liability in the amount of $2,000,000.00 for bodily injury, personal
injury or death to one or more persons and damage to property by water or otherwise, and (b) fire
and extended coverage, vandalism, and malicious mischief insurance for not less than the
replacement cost thereof for all decorations, improvements, fixtures, personalty and contents on
or in the Licensed Premises, whether owned or provided by Licensor or Licensee. The policy
shall name Licensor, any person, firms or corporations designated by Licensor, and Licensee as
named insureds, or as additional insureds, as the case may be. Licensee shall deliver to Licensor,
on or before the commencement date of this License Agreement, and at least 15 days prior to the
expirarion of any such policy, either a duplicate originai or a certificate or an accord binder and a
true copy of all policies and renewals thereof procured by Licensee in compliance with its
obligations hereunder, together with evidence of payment therefor, inciuding, without limitation,
an endorsement that such insurance may not be canceled or modified, nor shall the insurer refuse
to renew, except, in each instance, on 30-days' prior written norice to Licensor and any designees
of Licensor.
499 City oE SC Paul Police ➢ept Redline (ek/1£) OS/10/OS
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11. INDEMTtITY OF AND NON-LIABILITY OF LICENSOR (a) Licensee agrees to
indemnify Licensor and to save Licensor harmless from and against all claims, actions, losses,
costs and expenses (including, but not limited to, counsels' fees) resuiting from or in connection
with any breach by Licensee and/or its agents, contractors; employees, invitees, and/or licensees,
of any covenant or condition of this License Agreement, or arising from any act or omission, of
Licensee, its employees, servants, agents, contractors, invitees, and/or licensees and/or from the
acts or omissions of Licensee's contractors' agents, servants, employees, invitees, or arising from
any accident, injury, death, or damage whatsoever and howsoever caused to any person, or to the
property of any person, occurring during the term hereof, if the accident, injury, death, or damage
occurs in or about the Licensed Premises, or any other part of the Shopping Center if same arises
in connection with Licensee's business in the Licensed Premises or the use of any equipment or
fixtures or merchandise therein. The provisions of this Article 11 rumung in favor of Licensor
shall be deemed to apply to and cover Licenso; and all of its or their mortgagees, agents,
contractors, employees, tenants, invitees and/or licensees. The provisions of this Section shall
survive the expiration or eazlier termination of this Agreement.
(b) Licensee shall use and occupy the Licensed Premises at its own risk and
Licensee hereby aclrnowledges and agrees that Licensor shall have no responsibility or liability
for any loss of or damage to any property of Licensee. Licensee fiu�ther hereby acknowledges
and agrees that Licensor shall not be responsible or liable to Licensee or to anyone claiming by,
through or under Licensee, for any claims, acrions, losses, costs and expenses suffered or
incurred by Licensee or to anyone claiming by, through or under Licensee, due to the acts or
omissions of any person or occupant of the Shopping Center regazdless of cause.
12. ASSIGNMENT. This License Agreement may not be assigned by Licensee nor may
there be any sub-license of this License Agreement or the rights created hereunder without
Licensor's prior written consent thereto. Any assignment of this License Agreement or sub-
license of this License Agreement or the rights created hereunder without Licensor's prior
consent thereto shall be void ab initio.
13. DEFAiILT AND REMEDIES. (a) Each of the following events shall constitute a
"Default" (hereinafter called "Default'� hereunder:
(i) If Licensee shall fail to perform any other of its obligations hereunder
within five (5) days after receipt of notice of such failure; or
(ii) If Licensee shall become banlmipt or insolvent, or make an assignment for
the benefit of creditors; or
(iii) Licensee shail have assigned or attempted to assign this License
a�9 City of St Paul 4olice �PC Redline (ek/lf) OS/10/OS
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Agreement or sub-licensed or attempted to sub-license the Licensed
Premises or the rights created hereunder without first obtaining the consent
of Licensor thereto; or
(iv) Licensee shall bave violated one or more of the Rules and Regulations (as
set forth in Eafhibit C attached hereto and made a part hereo fl and failed to
cure such violation within two (2) days of receipt of oral or written notice
of such violation from Licensee.
(b) Upon the occurrence of a Default, Licensor shall have
all rights and remedies available to it at law and in equity. Additionally, upon the occurrence of a
Default, Licensor, at its option, may give written notice declaring this License revoked, and
thereafter this License Agreement shall terminate, and Licensor shall have the right to evict the
Licensee and its property without any fiu notice, but Licensee shall remain liable for all
unpaid fees and other sums then owed to Licensor hereunder, and for such damages as Licensor
shall or may suffer as a result of Licensee's breach, including but not limited to, expenses
incurred by Licensor in evicting Licensee from the Licensed Premises, putting the Licensed
Premises in condition for a new licensee, and/or removing Licensee's display racks, merchandise,
improvements, alterations, and other personalty. Under no circumstances shall Licensee be
entitled to any refund of any license fee paid for any period occurring after the termination of this
License on account of Licensee's Default. In the event of a breach or threatened breach by
Licensee of any of the covenants or provisions hereof, Licensor shall have the right of injunction
and the right to invoke any remedy allowed at law or in equity whether or not provided for
herein.
14. LICENSOR'S RIGHT TO CURE. If Licensee shall faii or refuse to perform any of its
obligations under this License Agreement, then in addition to any other remedies Licensor may
have hereunder or at law or in equity, Licensor may, but shall not be obligated to, perform any
such obligations and Licensee shall, within five (5) days after receipt of notice thereof, reimburse
Licensor for all fees and expenses Licensor thereby incurred, including, without limitation,
counsel and other professionals' fees. The provisions of this Section shall survive the expirarion
or eariier termination of this Agreement.
15. HOLDOVER INTENTIONALLY OMITTED.
16. SURRENDER OF LICENSED PREMISBS. Upon the Expirarion Date or earlier
termination of the term of this License, Licensee shall quit and surrender the Licensed Premises
in a neat and clean condition and in good order, condition and repair, with all work, alterarions or
additions which may have been made or installed in, on or to the Licensed Premises removed at
Licensee's sole cost and expense, and with all of Licensee's trade fixtures and furnitute (as
distinguished from improvements affixed to the realty) removed from the Licensed Premises, and
all damages to the Licensed Premises caused thereby, repaired, all at Licensee's sole cost and
expense, it being the intent of the parties that the Licensed Premises be surrendered in the same
a]9 Ci[y o£ St Paul Police ➢ept Redl'vie (ek/lf) OS/10/OS
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or better condition then when delivered to Licensee, reasonable wear and tear excepted. Licensee
shali, at Licensee's sole cost and expense, repair any and all damage to the Licensed Premises
resulting from the removal of its improvements, alterations, fixtures, furnittue, equipment and
merchandise. The provisions of this Article 16 shall survive the expiration or earlier termination
of this License Agreement.
17. LICENSOR'S RIGHT TO T'ERMINATE. Licensee aclmowledges that it is iwl�own
whether the operarion of the Licensed Premises wiil prove to be an unpediment to the operation
of the Shopping Center as a whole, or cause undue interference with the operations of the other
tenants and occupants in the Shopping Center. Accordingly, Licensee hereby acl�owledges and
agrees that Licensor shall and does have the right, in its sole discretion, to make a determination
at any rime during the term of this License, that the operation of the Licensed Premises is an
impediment or detrimental to the operation of the Shopping Center. If Licensor shall so
determine, Licensor shall have the right to terminate this License at any time thereafter during the
term of this License, by giving notice thereof to Licensee, which notice shall specify Licensor's
determination and a date for termination of this License and the term hereof ("New Termination
Date'�, which date shall not be less than five (5) days from the date of Licensor's notice. This
License shall end on the New Termination Date so specified in Licensor's notice with the same
force and effect as if such date were the date originally fixed as the Expiration Date. If any fee or
other charges were paid in advance which relate to a period of time following the New
Termination Date, then provided that Licensee is not then in Defauit of this Agreement, such
funds as relate to the period after the New Termination Date shall forthwith be refunded to
Licensee.
18. Licensee shall abide by all Rules and Regulations listed on "Exhibit C" attached hereto
and made a part hereof, as same may be amended from time to time hereafter, as well as with any
new Rules and Regulations added or imposed by Licensor after the commencement of this
Agreement.
19. SUBORDINAI"ION. This License Agreement, and all rights of Licensee hereunder, are
and shall be subject and subordinate to all ground leases, overriding leases and underlying leases
now or hereafter existing affecting the Shopping Center or any portion thereof, whether or not
such leases shall also cover other lands and/or buildings, and to all mortgages and assignments of
leases and rents which may now or hereafter affect the Shopping Center or any portion thereof
and/or any of such leases, whether or not such mortgages or assignments of leases and rents shall
also cover other lands and/or buildings and/or leases, to each and every advance made or
hereafter to be made under such mortgages, and to all renewals, modifications, replacements and
extensions of such leases and such mortgages and spreaders and consolidations of such
mortgages. This section shall be seif-operative and no further insmzment of subordination sha11
be required.
20. NO INTEREST IN REALTY. The ganting of this license shall not be deemed to convey
any estate or interest in the land upon which it is situated, or any right to exclusive possession of
4J9 City of SC Paul Po11Ce Oept Redline (¢k/lE) OS/30/65
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any part thereof.
21. NO BROKER. Licensor and Licensee represent and warrant to each other that they dealt
with no real estate agent, broker or finder in coanection with ttus ttansaction other than RD
MANAGEMENT LLC, having an office at 810 Seventh Avenue, 28`� Floor, New York, New
York 10019 (`Broker'�. Each pariy agrees to indemnify and save the other hannless from and
against any demand for payment of a commission or finder's fee by any agent, broker or finder
claiming to have dealt with the indemnifying party.
22. WAIVER OF TRIAL BY NRY. It is mutually agreed by and between Licensor and
Licensee that they shail and hereby do waive trial by jury in any acrion, proceeding or
counterclaim brought by either of the parties hereto against the other on any matters whatsoever
arising out of or in any way connected with this License Agreement, the relationship of Licensor
and Licensee, or Licensee's use of the Licensed Premises. It is further mutually agreed that if
Licensor commences any action or summary proceeding for possession of the Licensed Premises,
Licensee will not interpose any counterclaim of whatever nature or description in any such
proceeding.
23. NOTICES. All notices to be given hereunder shall be in writing, and sent by certified
mail, retum receipt requested, postage prepaid, by personai delivery, or by nationally or
regionally recognized ovemight courier service providing proof of receipt and proof of delivery,
to the parties at their addresses stated above. A copy of any notice sent to Licensor shall be sent
concurrently to Legal Depariment, % RD Management LLC, 810 Seventh Avenue, 28�' Floor,
New York, New York 10019. Notwithstanding the foregoing, in cases of emergency, notices to
be given hereunder in writing may be given by telephone provided that written notice confirming
such telephonic notice is given and delivered in accordance with the provisions of this Article as
soon as reasonably practicable following the onset of the emergency. Any party or persons
entitled to receive notice hereunder may designate an address different from those provided
above by sending a notice thereof in the manner provided for giving notices hereunder. Notices
given in the manner provided above shall be deemed given on the date of receipt. Norices on
behalf of Landlord may be given by Landlord's managing agent and/or its counsel.
24. PARTIES. This License Agreement shall be binding upon the parties hereto, and except
as otherwise provided herein, their respective heirs, legal representatives, successors and assigns.
25. NON-WAIVER. The failure of either party hereto to insist upon a strict performance of
any of the terms, conditions and covenants herein shall not be deemed a waiver of any rights or
remedies that such party may have, and shall not be deemed a waiver of any subsequent breach or
default in the terms, conditions and covenants herein contained. This License Agreement may
not be changed, modified, discharged, or terminated orally.
26. DEFINITION. The term "Licensor" as used in this License Agreement means oniy the
owner, or the mortgagee in possession, for the time being of the Shopping Center, or the owner
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e
of a lease of the Shopping Center, so that in the event of a sale or sales of said Shopping Center
or said lease, Licensor shall be and hereby is entirely freed and relieved of all covenants and
obligations of Licensor hereunder, and it shall be deemed and construed without further
agreement between the parties or their successors in interest that the purchaser or the lessee of the
Shopping Center has assumed and agreed to cazry out any and all covenants and obligations of
Licensor hereunder.
27. GOVERNING LAW. This License Agreement shali be governed by, and construed in
accordance with the laws of the state in which the Shopping Center is located.
28. ENVIRONMENTAL COMPLIANCE. INTENTIONALLY OMITTED.
29. ESTOPPEL CERTIF'ICATE. Licensee shall, at any time and from time to time, at the
request of Licensor, upon not less than ten (10) days' notice, execute and deliver to Licensor a
statement certifying that this License Agreement is unmodified and in fuli force and effect (or if
there have been modifications, that the same is in fuli force and effect, as modified, and stating
the modifications), certifying the date to which the license fee has been paid, if any, and stating
whether or not, to the best lrnowledge of Licensee, Licensor is in default in the performance of
any of its obligations, if any, under the License Agreement, and if so, specifying each such
default, it being intended that any such statement delivered pursuant hereto my be relied upon by
others with whom Licensor may be dealing.
30. LIMITATION OF LIABILITY. Notwithstanding anything contained in this License
Agreement or at law or in equity to the contrary, it is expressly understood, acknowledged and
agreed by Licensee that there shall at no time be, or be construed as being, any personalliability
by or on the part of Licensor under or in respect of this License Agreement or in any wise related
hereto or to the Licensed Premises; it being further understood, aclmowledged and a�eed that
Licensee is accepting this License Agreement and the estate created hereby upon and subject to
the understanding that it shall not enforce or seek to enforce any claim or judgment or any other
matter, for money or otherwise, personally against any officer, director, stockholder, partner,
principal (disclosed or undisclosed), representative, agent, trustee or beneficiary of Licensor, but
shall look solely to the equity of Licensor in the Building, and not to any other assets of Licensor
for the satisfaction of any and all remedies or claims of Licensee in the event of any breach by
Licensor of any of the terms, covenants or agreements to be performed by Licensor under this
License Agreement or otherwise; such exculpation of any officer, director, stockholder, partner,
principal (disclosed or undisclosed) representa6ve, agent, trustee or beneficiary of Licensor from
personai liability as set forth in this Article 30 is deemed to be absolute uncondirional and
without exception of any land.
31. FORCE MAJEURE. As used herein, the term "Force Majeure" shall mean any
occurrence which is demonstrably beyond the reasonable control of the affected party, except
where such party couid have reasonably foreseen and avoided the occurrence, including, but not
limited to, the following: strikes, acts of God, hurricanes, earthquakes, lightning, hail or other
4]9-0ity oE St Paul Police ➢¢pC Aedline (ek/1f1 OS/10/OS
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natural calamities, the unavailability of materials, expiosions or fires; it being understood and
agreed that inability to obtain or expend required funds shall not be deemed to be within the
definirion of Force Maj eure. Any delay in or total or partiai failure of performance by Licensee
pursuant to Secrion 13(a)�iij� hereof or by Licensor shall not consritute a default hereunder if
and to the extent that such delay is the result of Force Maj eure, and provided that the affected
pariy shall take all reasonable actions necessary in good faith to mitigate the effect of such delay.
The affected party shall give prompt written notice to the other party of the circumstances
constituting the Force Majeure and of the obligations or performance which is thereby delayed or
prevented. Except as otherwise provided herein, all of the provisions of this License Agreement
shall remain in fuii force and effect in the event of the occurrence of a Force Majeure.
(Remainder of Page Left Blank]
999 City of SC Paul Police Dept Redline (Ck/lE) �5/10/OS
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IN WTINESS WI�REOF, Licensor and Licensee have executed this License as of the
day and year first above written.
WITNESS/ACKNOWLEDGE: LICENSOR:
RK 1VIIDWAY LLC,
A Delaware Limited Liability Company
By: RK NIIDWAY CORP.,
Its Managing Member
�
Name: Richard 7.
TiQe: President
CITY OF ST.`�?AU,�. POLICE DEPARTMENT
By: _
Name
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By: _
Name
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By: _
Name
Title:
4]9 City of SC Paul POliCe Dept Redli� (ek/lf) OS/10/OS lV
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°° EXFiIBIT A
LICENSED PRENIISES
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05-7�7
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USE RIDER
Licensed Premises shall be used and occupied by the Licensee ONLY for office space during
hours deterinined by Licensee (subject to E�ibit C), and for no other use or purpose whatsoever.
4v9 City of St Paul Police Dept xedliae (ek/lE) OS/1o/os
D5 -7��
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RULES AND REGULATIONS
i. Hours of Operation: Must be consistent with the operating houts of the Shopping
Center. Any Licensee that does not maintain these hours will be deemed to be in violation of
these Rules and Regulations, and will be subject to the termination of their license as set forth in
the License Agreement to which these Rules and Regulations aze aitached. All displays will
beset up and in operation when the MalllShopping Center opens for business.
2. Permitted Location: Licensee shall not use any area other than the Licensed Premises
shown on E�ibit A.
3. Merchandise: Licensee is to merchandise onl those items that aze agreed to in advance
by Licensor and/or Management. Any new products must be approved by both Licensor and
Management before they are displayed. Failure to abide by this regulation may, at the option of
Licensor, result in ternunation of this License Agreement and the rights granted thereunder.
4. Signs: All signs attached to displays must be approved by Management and in
compliance with all laws, codes, rules and regulations.
5. Trash: All trash must be disposed of immediately and not stored within the Licensed
Premises. All empty boxes must be broken down and taken to the compactor room (see
maintenance man for enhy) and not left in view of the public.
6. AlcohollDrugs: Licensee shall not drink or bring alcohol or any controlled substance
into the Licensed Premises or any other portion of the Shopping Center.
7. Employee Conduct: Licensee and its employees, agents, servants and contractors sha11
at all times conduct themselves in a professional and businesslike manner.
LICENSEE'S INITIALS
a]9 Cicy oE S[ naul Police Dept Redlive (ek/3E) OS/1o/as