06-855Council File # �
Green Sheet # 3032150
�SOLUTION
OF S N�' PAUL, MINNESOTA
Presented By:
Referred To: \_� Committee:Date:
'�
1 BE IT RESOLVED, that the City Council authorizes the City of Saint Paul, Police Department, to enter
2 into the attached amended Lease Agreement, wluch includes an indemnification clause, with
3 Amherst H. Wilder Foundarion. A copy of said agreement is to be kept on file and on record in the
4 Office of Financial Services.
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Adopted by CounciL• Date: G/�_�/
Adoption Certified
By: �/
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Secretary:
� - 18-a�o
Approved by ayor for Submission to Council:
By: �_
T —
QiFiscal�P.O&CR�2006\57 6HumboltliJ uiy12006-June302008.cr.xls
Requested by Department of:
� Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet �
0(�-83�
PD — Police Departmmt
Contact Person 8 Phone:
Chief dohn Hattington
266-5588
Must Be on
Totaf # of Signature Pages
17-AUG-06 I Green Sheet NO: 3032150
� DeoartrneM Sent To Person Initial/Date
0 oii e De riment P lice D rnne t
Assign 1 olice De artneut Police De artnent
Number Z ivancial rvi es Di tor F ancial r
For —�—
Routing 3 i Attome Ci AHOrne
Ordef 4 a or's O ce Ma or
5 ou cil Council
6 i erk Ierk
7 oli e De artment Police De artment
(Clip AIt Locations for Signature)
Action Requested:
Signatures requested an the attached council resolution authorizing the Ciry of Saint Paul, Police Department, to enter into the
attached amendment to Lease Agreement #02-13519-C with Amherst H. Wilder Foundarion to lease space located at 516 Humboldt
Avenue.
Recommendations: Approve (A) or Reject (R): Personal Service Contracts Must Mswer the Following Questions:
Pianning Commission �. Has this person/firm ever worked under a contract for this department?
CIB Committee Yes No ,
Civil Service Commissian
2. Nas this person(firm ever been a city employee?
Yes No
3. Does this person/firm possess a skill not normally possessed by any
current city employee?
Yes No
Explain all yes answers on separe[e sheet and attach to green sheet
Initiating Problem, Issues, Opportunity(Who, What, When, Where, Why):
The Samt Paul Police Department will continue to use the space located at 516 Humboldt as a Police Su6starion for the period of 7uly 1,
2006 through July 30, 2008. For more informarion regazding tlus lease agreement amendment please give Sr. Cdr. John Vomastek a call
at 651-266-5546.
AdvantaqeslfApproved:
The Saint Paul Police Depariment will be more available to the community it serves. Police presence will deter crime.
DisadvantaqeslfApproved:
None.
Disadvantages {f Plot Approved:
Lost opportunity to interact with We community and deter crime.
�otal Amount of
Transaction:�Q�
Fundinq Source:
�� ,' '!;
. i T , �
CosURevenue Budgetetl:
Activity Number:
SEP 0 5 2006
Financial I nformation: [� �+
(Explain) MAYOR �a.� ��k���.?�
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FIRST AMENDMENT TO LEASE AGREEMENT
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this "AmendmenY') is made and entered
into as of , 2006 by and between AIvIHERST H.WII,DER FOLTNDATION, a Minnesota
non-profit corporatian, acting through its Real Estate Asset Management Department ("Land3ord") and TI3E
CITY OF SAINT PAUL, a body corporate and poliric under the laws of the State of Minnesota, acting
through its Police Deparmient ("Tenant"). This agreement sometimes refers to Landlord and Tenant
individually as a"Parry," and sometimes refers to Landiord and Tenant collectively as "Parties".
RECTTALS
A. Landlord and Tenant are parties to that certain L,ease Agreement dated July 1, 2004 (the
"Lease") for the lease of the Premises as described in the Lease.
B. Landlord and Tenant mutually desire that the Lease be amended on and subject to the
following terms and conditions.
NOW, THEREFORE in consideration of the premises and other good and valuable consideration,
the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
1. Recitals. The Recitals hereto aze true and correct and are incorporated herein.
2. Amendment.
Section 2. of the Lease is hereby amended in its entirety to read as follows:
"2. Term. Tenant shall have and hold the Premises together with all rights, privileges
and appurtenances thereunto for a term of two (2) yeazs ("Term"). The Term shall commence on
July l, 2006 (the "Commencement Date") and end on June 3Q 2008 (the "Expiration Date"), unless
eazlier terminated as provided for in this Lease.
3. Miscellaneous
31 This Amendment sets forth the entire agreement between the parties with
respect to the matters set forth herein. There have been no additional oral or written
representations or agreements.
3.2 Except as herein modified or amended, the provisions, condifions and
terms of the Lease will remain unchanged and in full force and effect.
33 In the case of any inconsistency between the provisions of the Lease and
this Amendment, the provisions of this Amendment will govern and control.
3.4 Submission of this Amendment by Landlord is not an offer to enter into
this Amendment but rather is a solicitation for such an offer by Tenant. Landlord will not
be bound by this Amendment until Landlord has executed and delivered the same to
Tenant.
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3.5 The capitalized terms used in this Amendment will have the same
definirions as set forth in the Lease to the ea�tent that such capitalized terms aze defined
therein and not redefined in this Amendment.
[Remainder of Page Intenrionally Left Blank; Signature Page Follows]
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IN WPINESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the
date fsst above written.
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TENANT:
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1921097v2
ANIHERST H. WII,DER FOiTNDATION
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LEASE AGREEMENT
THIS AGREEMENT (hereinafter the "Lease") is effective as of the 1 st day of July,
2004, by and between the City of Saint Paul, a body corporate and polific under the laws of the
State of Minnesota, acting through its Police Departznent ("Tenant") and Amherst H. Wiider
Foundation, a Minnesota non-profit corporation ("Landlord").
WITNESSETH:
1. PRENIISES.
Landlord owns real properky located in the City of Saint Paul, County of Razusey, State of
Miunesota located at 516 Humboldt Avenue ("Property"). The Property is unproved with a
building ("Buiiding"). Landlord, in consideration of the rents and covenants herein contained,
leases to Tenant, and Tenant leases from Landlord, 700 square feet of rentable office space on the
lower level of the Building, as depicted on Ezhibit A attached hereto and made a part hereof (the
"Premises").
2. TERM.
Tenant sha11 have and hold the Premises together with all rights, privileges and
appurtenances thereunto for a term of two (2) yeazs ("Term"). The Term sha11 commence on July
1, 2004 (the "Commencement Date") and end on June 30, 2006 (the 'Bxpiration Date"), unless
eazlier ternunated as provided for in this Lease.
3. USE OF PRENIISES.
Tenant shall use the Premises as a neighborhood police assignment substation, for general
office purposes and for no other purpose without the prior written consent of Landlord. In no
event sha11 the Premises be utilized by Tenant as a jail or detention facility for apprehended
individuals. Tenant wiil comply with all applicable laws, ordinances and governmental
regulations applicable to the Premises or the Buiiding and with all rules and regulations from time
to time reasonably adopted by Landlord. Tenant will not commit, permit or cause any nuisance or
waste in or about the Premises or permit or cause any act or omission to be performed on the
Premises which violates any law, statutes, regulation, ordinance or rule of any kind of any
govemmental body or which causes an increase in insurance rates for the Building or which
violates any insurance policy maintained by Landlord. Tenant will not disturb or interfere with
the rights of other tenants or occupants of the Building while using and occupying the Premises.
4. COMMON AREAS.
4.1 Common Areas. In connection with its use of the Premises, during the Term of
this Lease, Tenant shall have the right to use the common azeas in the lower level the Buiiding as
depicted on the attached Exhibit A and the Building parking facilities (the "Common Areas") in
common with others endfled to such use, which Common Areas shall include, but are not limited
to, corridors, restrooms, meeting areas, sidewaiks, parking and other common facilities. The
Common Areas shali be auailable to the Landlord, all tenants of the Building, their employees,
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agents, clients and invitees. Tenant agrees not to use or permit the use by its employees or invitees
of said parking azeas for the long-term storage of automobiles or other vehicles.
42 Maintenance of Common Areas. Landlord agrees to manage, operate and maintain
in good order and repair all Common Areas as more fully described in Section ?. Management
and maintenance of the Common Areas shall be at the reasonable discretion of Landlord but such
management and maintenance shall be performed so thax the Building is kept in a commercially
reasonable condition for its intended use.
5. HAZARDOUS MATERIALS.
5.1 Compliance with Hazazdous Materials Laws. Tenant will not cause any Hazardous
Materials to be brought upon, kept or used in the Premises or Building in a manner or for a
purpose prohibited by or that could result in liability under any Hazazdous Materials Law.
Tenant, at its sole cost and expense, will comply with all Hazardous Materials Laws and prudent
industry practice relating to the presence, txeahnent, storage, transportation, disposal, release or
mauagement of Hazardous Materials in, on, under or about the Property required for Tenant's use
of the Premises and will notify Landlord of any and all Hazardous Materials Tenant brings upon,
keeps or uses in the Premises or Building (other than small quantities of office cleanin° or other
office supplies as aze customarily used by a tenant in the ordinary course in a general office
facility). On or be£ore the expiration or earlier termination of this Lease, Tenant, at its sole cost
and expense, will completely remove from the Properry (regazdless whether any Hazazdous
Materials Law requires removal), in compiiance with all Fiazazdous Materials Laws, all
Hazazdous Materials Tenant causes to be present in, on, under or about the Premises or Building.
Tenant will not take any remedial action in response to the presence of any Hazardous Materials
in on, under or about the Premises or Building, nor enter into any settlement agreement, consent
decree or other compromise with respect to any claims relating to or in any way connected with
Hazazdous Materials in, on, under or about the Property, without first notifying Landlord of
Tenant's intention to do so and afFording Landlord reasonable opportunity to invesdgate, appear,
intervene and otherwise assert and protect Landlord's interest in the Premises and Building.
52 Notice of Actions. Tenant will notify Landlord of any of the following actions
affecting Landlord, Tenant or the Property that result &om or in any way relate to Tenant's use of
the Property immediately after receiving notice of the sasne: (a) any enforcement, clean-up,
removal or other governmental or regulatory action instituted, completed or threatened under any
Hazazdous Materials Law; (b) any claim made or threatened by any person relating to damage,
contribution, liability, cost recovery, compensation, loss or injury resulting from or claimed to
result from any Hazardous Material; and (c) any reports made by any person, including Tenant, to
any environmental agency relating to any Hazardous Material, including any complaints, norices,
warnings or asserted violations. Tenant will also deliver to Landlord, as promptly as possible and
in any event within five (5) Business Days afker Tenant first receives or sends the same, copies of
all ciaims, reports, complaints, notices, wamings or asserted violations relating in any way to the
Premises or Property or Tenant's use of the Premises or Property. Upon Landlord's written
request, Tenant will promptly deliver to Landlord documentation acceptable to Landlord
reflecting the legal and proper disposal of all Hazardous Materials removed or to be removed
from the Premises andlor Property. All such documentation will list Tenant or its agent as a
responsible party and will not attribute responsibility for any such Hazardous Materials to
Landlord.
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5.3 Disclosure and Waminng Oblieations. Tenant acknowledges and agrees that all
reporting and wuning obligations required under Hazardous Materials Laws resulting from or in
any way relating to Tenant's use of the Premises or Property aze TenanYs sole responsibi]ity,
regatdless whether the Hazardous Materials Laws permit or require Landlord to report or wazn.
5.4 Indemni.fication. Tenant will release, indemnify, defend (with counsel reasonably
acceptable to Landlord), protect and hold l�armless Landlord from and against any and all ciauns
whatsoever arising or resulting, in whole or in part, directly or indirectly, from the presence,
treatment, storage, transportation, disposal, release or management of Hazardous Materials in, on,
under, upon or from the Property (including water tables and atmosphere) resulting from or in any
way related to Tenant's use of the Premises, or Properry. Tenant's obligations under this section
inciude, without limitation arid whether foreseeable or unforeseeable, (a) the costs of any
required or necessary repair, clean-up, deto�fication or decontamination of the Properry; (b) the
costs of implementing any closure, remediation or other required action in connection therewith
as stated above; (c) the value of any loss of use and any diminution in value of the Properry; and
(d) consultants' fees, experts' fees and response costs. The obligations of Tenant under this
section survive the eapiration or earlier termination of this Lease.
6. RENT.
Tenant sha11 pay to Landlord annual rent in the amount of One and 00/100 Dollars ($1.00)
payable on the Commencement Date and on July 1, 2005.
7. LANDLORD'S MAINTENANCE AND REPAIR RESPONSIBILITIES.
Landlord shall, at ail times and at its own expense, maintain and keep the Building,
. including the outer walls, roof, floor, foundation, interior support columns, heating systems, air
conditioning system, electrical system, plumbing systems, exterior windows, Common Areas,
lawn areas and parking lot in good order and repair and in compliance with ail applicable building
codes. As used herein, the term maintenance shatl include the removat of snow from the pazking
lot and sidewalks. Tenant shall be responsible for the cost of repairing any damage to the
Prexnises or Buiiding caused by the fault or negligence of Tenant, its employees, or invitees.
Tenant sha11 promptly notify Landlord in writing of the necessity for repair to the systems senring
the Leased Premises.
8. TENANT'S MAINTENANCE AND REPAIIi RESPOIVSIBILITIES.
Tenant shall be wholly responsible, at its sole cost and expense, for the maintenance and
repair of the Premises, except for heating, elecirical, air conditioning and plumbing systems
located within the Premises and except for any structural elements or load bearing walls located
within the Premises and will keep the Premises in as good condition as when nuned over to it,
reasonable wear and tear and casualty loss excepted. Tenant agrees to keep the Premises in an
orderly, clean and sanitary condidon; will neither do nor permit to be done therein anything which
is in viola6on of the terms of insurance policies on the Building; will neither do nor pernut to be
done on the Premises anything in violation of laws or ordinances applicabie thereto; and wiil
neither cotnmit nor suffer waste to the Premises.
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9. SIGNAGE.
Tenant shall be permitted to erect a sign on the e�cterior of the Building indicating the
location of a neighborhood police substation on the Premises. Tenant shall neither erect nor
display any other signage without the prior written consent of the Landlord. Tenant agrees to
remove such signage upon expiration or termination of the Lease and to repair any damage to the
Building caused by such signage at its sole cost and expense.
10. UTII.ITIES.
Landlord shall pay for all electricity, natucal gas, water and sewage services provided to
the Premises and for the cost of electricity and/or natural gas to operate the heating and air
conditioning system serving the Premises. Tenant shail pay for Tenant's telephone service.
Landiord shall provide trash removal and pest control services to the Premises.
11. INSURANCE AND INDEN�IFICATION.
Upon execution of this Agreement, Tenant shall provide to Landlord a certificate of
insurance evidencing:
(a) a general liability policy in the aznount of $1,000,000 per occurrence with
$3,000,000 aggregate coverage;
(b) a property insurance policy providing coverage in an amount not less than the full
insurable replacement cost of atl of Tenant's personal property at the Property;
(c) worker's compensation insurance and any other kind of insurance required by any
statute, ordinance ar regulation of any governmental body in connection with the operation or use
of the property by Tenant.
Such insurance policies shall be with an insurer licensed to do business in the State of Minnesota
and nasne Landlord as an additional insured thereunder.
11.2 Indemnification. Except to the extent caused by the negligence or intentional
misconduct of Landlord and its agent(s), Tenant agrees to indenuiify and hold Landlord and its
agent(s) harmless from and against every third parry demand, ciaim, cause of action, judgment,
cost and expense, including attomeys' fees and court costs, and any other loss or damage which
arises from or is connected with the use or occupancy of the Premises, the Common Areas or the
Buiiding or the Properiy by Tenant, its agents, contractors, servants, employees, licensees or
concessionaires or which results from the violation of any law, ordinance, or governmental order
by Tenant, its agents, contractors, servants, employees, licensees or concessionaires or which
result from the breach of this Lease by Tenant, its agents, contractors, servants, employees,
licensees or concessionaires.
11.3 Waiver of Claims. Landlord hereby waives and releases all claims, liabilities and
causes of action against Tenant, its officers, employees and agents for loss or damage to or
destruction of the Building or any related improvements resulting from fire, explosion or other
perils included in a standard "all risk" casualty insurance policy, and, Tenant hereby waives and
releases all claims, liabili6es and causes of action against Landlord, its directors, officers,
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employees and agents for loss or damage to or destrucfion of any of the improvements, fistures or
personal properry, whether that of Tenant or others, for the Premises resulting from fire, explosion
or other perils included within a standard "all risk" casualty insurance policy.
12. FII2E OR OTHER CASUALTIES.
If the Building is substautially damaged or destroyed by fire or other casualty, or if
damage to the Building makes the Premises untenantable for its intended use, or if the Premises
aze substantially damaged or desiroyed by fire or other casualty, either Parry may terminate this
Lease, provided the terxuinating Parry gives written notice thereof to the other Parly within thirty
(30) days after the date such fire or other casualty occurs in which case the Lease shall terniivate.
If neither Landlord nox Tenant terminaCes the Lease, Landlord shall within a reasonable time and
at its own expense, restore the Premises, exclusive of any improvements, alterations or other
changes which are made to the Premises by Tenant or which aze insured by Tenant, to as neaz the
condition which existed immediately prior ta such fire or other casualty as is reasonably possible
and Rent shall abate during such restoration period.
13. CONDEMNATION.
If the entire Building or that portion of the Building which includes all or substantially all
of the Premises is permanently taken by eminent domain, this Lease shall automaticaliy terminate
as of the date of such taking. If any portion of the Building is taken by eminent domain, Landlord
shall have the right to teuninate this Lease by giving written notice thereof to Tenant within
ninety (90) days after the date of such taking. If only a portion of the Premises is taken by
emiuent domain and Landloxd elects not to terminate this Lease, Landlord shall, at its expense,
restore the Premises, exclusive of any improvements, alterations or other changes which are made
to the Premises by Tenant or which aze insured by Tenant, to as near the condition which existed
immediately prior to the date of such taking as is reasonably possible. Upon completion of any
necessary restoration, an adjustment shall be made to the Rent, if appropriate, to reflect any
reducrion in the size of the Premises resulting from such taking. Tenant shall have no right to any
of the award or payment made in connection with such taking; provided, however, that Tenant
shall be entitled to recover any sepazate amount for TenanYs fixtures and/or relocation costs
which Tenant may be awazded under relevant statutes, ordinances or regulations.
14. ASSIGNMENT.
Tenant will not assign this Lease, and will not sublet any part of the Premises, without the
prior written consent of Landlord. Any such assignment or subletting will not release the Tenant
from its responsibilities under this Lease, unless expressly agreed to in writing by the Landlord.
15. DEFAULT AND TERNIIlVATION.
15.1 Default of Tenant. Each of the following shall constitute an Event of Default under
tlus Lease:
(a) Tenant breaches any agreement, term, covenant or condifion which this Lease
requires Tenant to perform and such breach continues uncured for a period of thirty (30) days
after written notice from Landlord to Tenant (unless such breach cannot reasonabiy be cured
within such thirty (30) day period in which case Tenant shall commence such cure within such
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thirty (30) day period and shall proceed diligently to cure such breach within a reasonable time,
not to exceed ninety (90) days);
(b) This Lease or the Premises or any part thereof is executed upon or is taken by
other process of law directed against Tenant, or becomes subject to any attachment at the instance
of any creditor of Tenant, and the attachment is not discharged or disposed of within fifteen (15)
days after its levy;
(c) Tenant files a petition in banlauptcy or insolvency or for reorganization or
amangement under the banlauptcy laws of the United States or under any insolvency act of any
state, or admits the material allegations of any such petition by answer or otherwise, or is
dissolved or makes an assignment for the benefit of creditors;
(d) Involuntary proceedings under any bankruptcy law, or insolvency act or law
governing the dissolution of Tenant are instituted against Tenant, or a receiver or trustee is
appointed for all or substantially all o£ the properry of Tenant, and such proceeding is not
dismissed or such receivership or trusteeship vacated within sixty (60) days after such insfitudon
or appointment; or
(e) Tenant attempts to assign, pledge, mortgage, transfer or sublet Tenant's interest
under this Lease without Landlord's prior written consent.
15.2 Landlord's Remedies. If any one or more Event of Default occurs, Landlord may
no6fy Tenant in writing that this Lease shall terminate as of the date specified in such notice and
regain possession of the Premises using legal process including evicfion unless Tenant has
voluntarily delivered possession to Landlord; provided, however, no notice from Landlord under
this Lease or under any appiicable eviction or similaz statute shall constitute an election on the
part of Landlord to terminate this Lease uniess such notice expressly states that the Lease will be
terminated as of a certain date.
15.3 Damag,es. If an Event of Default occurs and Landlord exercises its remedies
hereunder, Tenant shall pay to Landlord as damages on demand all expenses reasonably iricurred
by Landlord in connection with (i) the curing of an Event of Default; (ii) any termination of this
Lease; (iii) any reletting of the Premises (including brokerage fees, legal fees and costs of .
repairing or redecorating the Premises).
15.4 Remedies Cumulative. Each right or remedy provided to Landlord in this Lease is
cumulative and is in addition to every other right or remedy provided to Landlord in this Lease or
exisring now or after the date of this Lease at law, or in equity ar by statute or otherwise. The
exercise or begiiuung of the exercise by Landlord of any one or more of the rights or remedies
provided for in this Lease or which exists now or after the date of this Lease at law, or in equity or
by statute or otherwise shail not prejudice the simultaneous or later exercise by Landlord of any
or all other rights or remedies availabie to Landlord.
16. ALTERATIONS.
Tenant accepYs the Premises in an "AS IS — WF�RE IS" condifion. Landlord is under no
obligation to make any structural or other alterations, decoration, additions or improvements in or
to the Premises. Tenant shall not make any alterations or improvements ("Alterations") to the
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Premises without the written consent of the Landlord. If Tenant desires to make any Alterations,
an accurate description of such Aiterations shail first be submitted to and approved by the
Landlord. Any Alterations approved by Landlord shall be done by Tenant at Tenant's sole cost
and expense. Tenazrt agrees that all such work shall be done in a good, worlanan-like mannez and
in conformance with applicable building codes, that the shvctural integrity of the Building shall
not be impaired, and that no liens shall attach to the Properry by reason thereo£ Tenant shall pay
in a timely fashion for any labor or materials used in making such Alterations, shall indemnify
and hold Landlord l�mless from any claims therefor, and shall protect and defend the Property
from mechanic's liens for labor performed or materials provided in making such Alteralions.
Unless the Landlord shall elect at any time that all or any part of such Alterations shall remain,
Tenant shatl restore the Premises to its originat condition (except as to any part of said Alterations
which the Landlord shall elect to remain) before the expiration or ternunauon of the Lease at
Tenant's own expense. Any such Alterations shall become the property of the Landlord as soon
as they aze affixed to the Premises and a11 right, ride and interest therein of Tenant shall
immediately cease unless otherwise stated in writing.
17. RIGHTS RESERVEA BY LANDLORD.
17.1 Landlord specifically reserves the following rights:
(a) to control, install, affix and maintain any and all signs on the Building and in the
comdors, entrances of the Building except Tenant shall have the following rights relating to
signs: right to display signs noting Tenant's identity and services at the Premises as stated in
Section 9;
(b) to reasonably designate, limit, reshict and control any service in or to the Building;
(c) to retain at all times and to use in appropriate instances keys to all doors within and
into the Premises. No locks shall be changed without the prior written consent of Landlord. T4ris
provision shall not apply to Tenant's safes or other azeas maintained by Tenant for the safety and
security of weapons, monies, securities and negotiable instruments; and
(d) to make any repairs, alterations, additions or improvements, whether structural or
otherwise, in and about the Premises or the Building and to demolish any improvements which
are part of the Building or aze located in or around the Building and to enter upon the Premises for
the purpose of inspecting, cleaning, repairing, altering or improving the Premises to temporarily
close doors, entry ways, public spaces and corridors to the Building and to interrupt or
temporarily suspend the Building services and facilifies described in this Lease. Landlord will
notify Tenant of any planned repairs, alterations, additions or improvements in and about the
Premises or the Buiiding by providing Tenant reasonable advanced notice, unless there is an
emergency. In compieting such repairs, alterations, additions or improvements, L,audlord shall
make all reasonable efforts not to disturb the Tenant.
18. SURRENDER OF PREMISES.
Upon the expiration or eazlier termination of this Lease, Tenant shall, at its sole cost and
expense:
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(a) Remove all of its equipment, trade fi�ctures, machines and other personal properiy
from the Premises;
(b) Deliver possession of the Premises to Landlord in good condition and repair,
reasonable weaz and teaz and casualty loss excepted;
(c) At the request of Landlord, remove all Alteratious which have been made or
installed by Tenant in the Premises and repair any damage caused by such removal; and
(d) Promptly surrender all keys for the Prexnises to Landlord.
All personal property left in the Premises after the expuation or earlier temunation of this
Lease sha11 be deemed abandoned and sha11 be deemed the properry of Landlord. Tenant shall pay
to Landlord a11 costs and expenses Landlord incurs in connection with the removal, transportation
or storage of any properry so left in the Premises and with respect to restoring the Premises to
good order, condition and repair.
19. HOLDO'VER TEPFANCY.
In the event Tenant remains in possession of the Premises after the expiration of this Lease
and without the execution of a new lease and without Landlord's written consent, Tenant shall be
deemed to be occupying the Premises without claun of right and as a month-to-month Tenant.
20. SUBORDINATION.
This Lease is and sha11 be subject to and subordinate in atl respects to any and all
mortgages or other security interests, including any renewals, modifications, consolidations,
replacements and extensions thereof which Landlord hereinafter creates provided that the
mortgagee or secured party provides Tenant with a non-disturbance agreement which
aclrnowledges that Tenant's right to quiet possession shall not be disturbed if Tenant is not in
default and so long as the Tenant shall pay the Rent and observe and perform a11 of the terms and
conditions of the Lease unless this Lease is otherwise terminated pursuant to its terms.
If requested by Landlord, Tenant shall execute and deliver to Landlord whatever
instruments may be required in connection with any subordination of this Lease. Such
instruments shall include, without lunitation: (a) an agreement by Tenant that Tenant shall attorn
to such mortgagee or purchaser at any sale in foreclosure, and recognize such mortgagee or
purchaser as the Landlord hereunder for the remainder of the Term; and (b) an agreement in
writing by such party that so long as Tenant is not in defauit hereunder, Tenant's rights under the
Lease and possession of the Premises shall not be disturbed by such party.
21. RULES AND REGULATIONS.
Landlord may, from time to time, adopt rules and regulations for the safety, benefit and
convenience of all tenants and other persons in the Building. Landlord shall uniformly apply such
rules and regulations to all tenants in a non-discriminatory manner. Upon written norice thereof
to Tenant, Tenant shall perform, observe and comply with any changes, amendments or additions
thereto as from time to time shall be established and deemed advisable by Landlord for tenants of
the Building. Landlord sha11 not be liable to Tenant for any failure of any other tenant or tenants
1458397v7 8
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of the Buitding to comply with such rules and regulations. Tenant shall cause its employees,
agents, licensees and invitees to comply with the rules and regulations.
22. NOT'ICES.
All notices, consents, demands, and requests which may be or are required to be givep by
either pariy to the other, shall be in writing; and sent by United States registered or certified mail,
with return receipt requested, address as follow:
TO THE TENANT:
St. Paul Police Department
Central District
100 East 11�` Street
St. Paul, MN 55101
Attenrion: Colleen Luna
TO TI-IE LANDLORD:
Amherst H. VJilder Foundation
919 Lafond Avenue
St. Paul, MN 55104
Attention: Real Estate Asset Management
The daxe which said registered or certified mail is mailed shall be conclusively deemed to
be the date on which a notice, consent, demand or request is given or made. The above address of
a pariy may be changed at any time or from time to time by notice given by said party to the other
parry in the manner hereinabove provided.
23. ASSIGNMENT SY LANDLORD.
Landiord may assign its right, tifle, and interest in this Lease to a third party, and nothing
in this Lease sha11 restrict the right of Landlord to sell, convey, assign or otherwise transfer its
interest in the Property. Any sale, conveyance, assignment or other transfer of the Property or any
portion of the Properiy shall operate to release Landlord from liability under this Lease from and
after the effective date of such transfer so long as Landlord's successor in interest assumes
Landlord's obligations hereunder in writing and Tenant shaii thereafter look solely to the
successor in interest to Landlord for the performance of Landlord's obligations under this Lease.
This Lease shall not be affected by any such sa1e, conveyance, assignment or other transfer and
Tenant shall attorn to Landlord's successor in interest under this Lease.
24. NIISCELLANEOUS PROVISIONS.
24.1 S�ular/Plural. Whenever the singular number is used in this Lease and when
required by the contea-t, the same shall include the plural, and the masculine gender shall include
the feminine and neuter genders, and ward "person" shall include corporation, firm or association.
24.2 Relationshin of Landlord and Tenant. This Lease does not create the relationsi�ip
of principal and agent or of partnership or of joint venture or of any associarion between Landlord
and Tenant, the sole relationship between the parties hereto being that of Landlard and Tenant.
24.3 Severabilitv. If any term or provision of this Lease shall to any ea�tent be held
invalid or unenforceable, ihe remaining terms and provisions of this Lease shall be valid and
enforced to the fullest e�ctend permitted by law.
1458397v7 9
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24.4 Headin¢s. The headings or titles to pazagraphs of ttris Lease aze for convenience
only and have no effect upon the construction or interpretation of any part of this Lease.
24.5 Entire Agreement. This iustrument contains all of the agreements and conditions
made between the parties to this Lease and may not be modified orally or in any other manner
than by agreement in writing signed by all parties to this Lease.
24.6 Recordin�. Neither Landlord not Tenant shall record this Lease, but, at the request
of either party, the parties shall execute and record a memorandum of this Lease.
24.7 Governin� Law. The Parties intend this lease to be governed by and construed in
accordance with the laws of the State oPMinnesota.
24.8 Successors and Assiais. The covenants and agreements contained in this Lease
shall bind and 'mure to the benefit of Landlord, its successors and assigns, and to the benefit of
Tenant, its perxnitted successors and assigns.
[Remainder of this page intentionally left blank.]
1458397v7 1 �
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IN WITNESS WHEREOF, Landlord and Tenant have caused this instrument to be
effecrive as of July 1, 2004. Individuals signing on behalf of a principal warrant they have the
authority to bind said principai.
Dated:
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TENANT:
�Y OF T AUL �
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Its: Director, Department qf Finance &
Mana�ement Services f
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Dated: J //'��n.� , 2004
1458397v7
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ANff-IERST H. WII,DER FOi3NDATION
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gy t rir�� v".`�L----
Craig Binger �
Its: Vice President
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Depiction of Premises and Common Areas
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