07-264Council File #
RESOLUTION
CITY Q�SAINT PAUL, MINNESOTA
Presented By:
Referred To:
Green Sheet #
07�2��
3036921
/3
Committee:Date:
1 BE IT RESOLVED, that the Saint Paul Police Department is authorized to enter into the attached
2 agreement with 13amline Park Plaza Partnership, Lease Addendum No. 3, to rent office space at
3 570 N. Asbury #106A for the Employee Assistance Program. A copy of said ag�eeffiefn-is to be kept
4 on file and on record in the Office of Financial Services. °�r�ame�-
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Requested by Department of:
Aaop
By:
,�ppn
By:
Q:\Fiscal�AO&CR�200TEAPAddentlum No3.crxls
By:
sy:
Appr d by ay for S issio Council;
By:
� Gr�n Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet �
O� �/o�
; o���'�`�,,,�,�� !��E��� � Green Sheet NO: 3036921
- Police en
` Conpct Person & Phone:
' Chief John Harrington
266-5588
Mus[ Be on
', Doa Type: RESOLUTION
; E-Document Requiretl: Y
' Document Contact: Pat Kane
� Contact Phone: 298-5006
� I
i
Assign i
Number I
For `
Routing
Order I
Total # of Signature Pages 1 (Clip All Locations for Signature)
0 Pdice Deoaziment � PoliCe Deoartruent �
1 �Pdice Denartment i Police Deaar�ent I
2 Citv Attornev ' CiW Attorney i�__
3 Mavor's Office � Mavor
4 ounpl Council
5 ity Clerk I Ciry Clerk
6 olice Depazlment � Police Deparhnent I
Action Requested:
Signatures on the attached council resolufion authorizing the Ciry of Saint Paul, Police Department, to enter into the attached
agreement with Hamline Pazk Plaza Paz[nership (Lease Addendum No. 3)
�
Planning Commission
CIB Committee
Civil Service Commission
1. Has this persoNfirm ever worked untler a contract for this departmenY?
Yes No
2. Has this person/firm ever been a ciry employee?,
Yes No
3. Poes this persoNfirm possess a skill not narmally possessetl by any
current city employee?
Yes No
Explain all yes answers on separate sheet antl attach to green sheet
.� ' Initiating Problem, Issues, Oppor[unity (Who, What, When, Where, Why):
� The Saint Paul Police Department Employee Assistance Program (EAP) needs to renew the lease for office space so that EAP can
� � continue ro fulfill iPs mission and meet the needs of a variery of police officers, police employees, and family members.
�
^ i
. y Advantages tl Approveti:
�, � The Saint Paul Police Depar[ment's �P will be able to provide appropriate and necessazy services to deparlment employees.
, i
Disadvantages If Approved:
None.
RECENED
p�aR �' 9 7nr�7
� Disadvantages If Not Approved: �?.f!6ti ��k''q k�E-a^F`�;�
� The Saint Paul Police DepartmenYs EAP will not be able to provide a complete range of assistance and services to the Saint Paul
i Police Department and its employees.
' " Total Amount of
i C � �{ ,� ' � _ „._ / CosURevenue Budgeted:
Trensaction:J ��yy� �y�p;��
, Punding Source: �� Activity Number: 001
� Financial infortnation: - ~-�.. i . . . � ..^` * "`a �"" '�� � y �`:
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February 9, 2007 4:25 PM
Page 1
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Hamline Park Plaza Office Building
Lease Addendum No. 3
ALL T'ERMS and conditions of the lease between Hamline Park Plaza Partnershin,
representing the Owners (Landlard) and St. Paul Police Denartment, Emplovee Assistance
Pro�ram, a City of St. Paul funded program (Tenant) signed on 18th of January, 2000 along with
Addendum No. 1, signed on October 10, 2002, and Addendum No. 2, signed June 2, 2005, will
remain in full force and effect through this Addendutn No. 3 signed
, 2006, except foz the following:
Both parties are aware of the change in ownership from Hamline Pazk Plaza Partnership to James
R. and Mary Councilman dba Hamline Pazk Office Plaza.
ADDITION OF RENTAL SPACE
Tenant will lease approacimately 185 additional rentable square feet identified as a portion of Suite 108,
along with Suite 106A, which is 622 (622 is an adjusted rentable square footage based on current
architectural calculations. This is a change of 14 rentable squaze feet, from the current lease which
shows the rentable squaze footage at 608 rentable square feet), for a total of 807 rentable square feet.
TERM
The term of this addenduxn shall be from December 1, 2006 to Julv 31, 2010 unless earlier
terminated as provided in the lease.
RENT
a) For the period from December 1. 2006 to 7uly 31. 2007, Tenant shall pay as Annual Base Rent for the
demised premises, without any set-off or deduction 10 600.00, payable in monthly installments of
1$ ,325.00, in advance on the first day of each and every calendar month.
b) For the period from AuQUSt 1 2007 to Julv 31. 2008, Tenant shall pay as Annual Base Rent for the .
demised premises, without any set off or deduction 16 548.00 payable in monthly installments of
1 3$ • 79•Q0, in advance on the first day of each and every calendar month.
c) For the period from AuQUSt 1 2008 to Julv 31, 2009, Tenant shall pay as Annual Base Rent for the
demised premises, without any set-off or deduction 17 052.00, payable in monthly installments of
1 4� , 21 •00, in advance on the first day of each and every calendaz month.
d) For the period from Au¢ust 1 2009 to July 31 2010, Tenant shall pay as Annual Base Rent for the
demised premises, without any set-off or deduction $17,568.00, payable in monthly installments of
14$ , 64•00, in advance on the first day of each and every calendar month..
OFFER TO LEASE TERMINATION DATE:
This offer to extend the lease term of suite 106A will automatically expire, if two (2) signed
original copies of this lease addendum are not returned to Landlord on or before
November 15, 2006.
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TENANT IiV�ROVEMENTS:
Landlord agrees to provide the following work at Landlord's expense: Create an opening into
hallway of current Suite 108 from I06A north, window office. Divide Suite 108 by constructing
a wall. Add a new doorway into Suite 108 from building hallway. Replace carpeting in Suite
108 additional azea. Patch and paint walls as needed.
OTHER:
Landlord will allow free use of first floor conference room for Tenant meetings. Use of the
conference room is on a first come, first serve basis.
Should the electric/gas expenses for the building increase from one yeaz to the next at a rate
greater than 3% a pro-rated shaze of the electric/gas chazges will be assessed to the tenant based
on the Tenant's rentable squaze footage. Tenant will be notified in December of each yeaz what
the monthly chazge will be. Chazges will be based on the actual expenses from the previous yeaz
and can be paid monthly with the base rent amount.
In the event, that the real estate tax assessed value of Hamline Pazk Plaza would increase over the
life of the lease to a value over an assessed value of $3,000,000 (BASE AMOUNT), Tenant
agrees to pay as additional rent iY s pro rated shaze of such assessed real estate value tax, using
the total rentable squaze feet of Hamline Park Plaza as the basis for the pro ratio amount.
IN WITNESS WHEREOF, the Landlord and the Tenant have executed this lease addendum as of
the date above written.
Landlord:
James R. Councilman
Dba Hamline Pazk Office Plaza
Date:
Tenant:
Chief of Police
Date:
Date:
Assistant City Attorney
Director of Finance
Date:
Mayor ot Repxesentative of Mayor's Office
Date:
a �-a-��
Exhibit A
SUITE SUITE
ENTRANCE ENTRANCE
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COUIIClI F11C # b'=.� �,
Green Sheet # 203490
� J �� OF S �AUL, MII�TNESOTA �
Presented By: p ,r
Refened To:
Committee:Date:
1 BE TT ItESOLVED, that the Saint Panl PoIice Departinent is authorized to enter into the attaehed
2 agreemenf with liamiina Park Plaza Partnership, Lease Addendnm 1Vo. 1, to rent o�ce space at
3 570 N. Ashbury #146A for the Emplapee Assistance Program. A copp of tfiis agreemeat is to be kepf on
4 file and on record in the (3ffice of Financial Services.
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Hamline Park Plaza Office Building
Lease Addendum No. 2
ALL TERMS and conditions of the lease between Hamline Park Plaza Partnerslup,
representing the Owners (L.andlord) and SL Panl Police Departmen� Emnlovee
Assistance Pro�am, a City of St. Paul funded program (Tenant) signed on 18th of
7anuary, 2000 and Addendum No. 1, signed on October 10, 2002 will remain in full force
and effect through this Addendum No. 2 signed , 2005,
except for the following:
T'ERM
The term of this addendum shall be from Au�ust 1. 2005 to Julv 31. 2007 unless earlier
tenninated as provided in the lease.
RENT
For the entire rent period from Au�ust 1, 2005 to 3ulv 31. 2007, Tenant shall pay as a
Monthly Gross Base Rent for the demised premises, with out any set-off or deduction, the
sum of 9$ 85.00, in advance, on the first day of each and every calendaz month throughout
the twenty-four (24) month lease addendum term.
OFFER TO LEASE TERMINATION DATE:
This offer to extend the lease teim of suite 106A will automarically expire, if two (2)
signed original copies of ttus lease addendum aze not returned to Landlord on or before
Mazch 1, 2005.
IN WITNESS WHEREOF, the Landlord and the Tenant have executed this lease
addendum as of the date above written.
Landlord:
Hamline Pazk Plaza Partnership
General Partner
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Date: ' �� � �
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Date:
Mayot or Representative of Mayor's Office -
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_ Approval for Waiver to 73iring/Promotion, Capital Outlay, Service Contract,
and Ont-of-State Travel E enditnre Freeze
Depar�ent or Offiee Contact Person wd Phose Date Inidand
Police Chief Wm. Fmney — 292-3588 03/07/02
Deseripfloa aud purpou of hiriog or ezpenmtore, inctuding wLy it addres.5es as eme`genry or hardshiQ steation
Purpose of tLis Iease is to pmvide the St Panl Police Department Employee Assistance Program with an off-site office
from which to conduct the emptoyee assistance program iuclud'mg connseling, training, and consnitation.
Etiect ou dtpar�ent or aifice aod service levds if hiring or eapeaditare is deiayed M Iater in 2002 or not approved
The police depar�ent emptoyee assistance program will be unable to perform the mission assigned.
EffeM o¢ yoar depar�ent or offitt and service levels if 6iring or eapendiNre is delayed unffi 2003.
The police department employee assistance program will be unable to meet iks commilmenta
Total Amouut of Traosaction
$27,360.00
FSoaociat informsdon (eaplain)
Fundiog Souree Geueral Foud Bndget Activity Namber 001-04000-
ozszaoai
How can the fi{ting of this �wsiUOn tpd fi a service redesigq coosolidatioo, rwrgani�tioo, or merger?
Attach this form to any personnel reqa�isirion snbmitted requesring a freeae waiver.
Anthorized staff or director must sign below for any nonpersonnel expenditare waiver.. •.•.•.�.�. •.
Approved �
Dep e or ffice Date �� � � a � � • • • • • •
Director of F�ittanciai Services
�'�, o � S ati..
Date
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G:\SBared�BudgetlW PF[I,ES\YfL002�speudmg waiver fon
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Hamline Park Plaza Office Building
Lease Addendum No. l
ALL TERMS and condirions of the lease between Hamline Park Plaza Partnerslu�,
representing the Owners (Landlord) and St Paul Police De�a ent, Emglogee
Assistance Pro�ram, a City of St. Paul funded program (Tenant) signed on 18th of
January, 2000 will remain in full force and effect through this addendum signed
2002, except for the followiug:
TERM
The term of this addendum shall be from February 1. 2003 to July 31, 2005 unless
earlier tei7nivated as provided in the lease.
RENT
For the entire rent period from February 1. 2003 to Jul� 31, 2005, Tenant shall pay as a
Monthly Gross Base Rent for the demised premises, with out any set-off or deduction, the
suxn of�. 2.00, in advance, on the first day of each and every calendaz month throughout
the thirty (30) month lease addendum term.
OFFER TO LEASE TERMINATION DATE•
This offer to extend the lease term of suite 106A will automarically expire, if two (2)
signed original copies of this lease addendum aze not retumed to Landlord on or before
November 15th, 2002.
IN WITNESS WHEREOF, the Landlord and the Tenant have executed this lease
addendum as of the date above written.
Landlord:
Hamline Park Plaza Partnership
General Partner
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HAMLINE PARK PLAZA LEASE
THIS LEASE is made and entered into this day of
199 , by and Uetween Aamline Park Plaza Partnership, Owners ("Landlord"), and St.
Paul Police Department, Employce Assistance Program, a City funded program
('Tenant ). For and in consideration of the nmtual covenants and agreeinents hereinafter
, ��
set forth, the parties agree as follows:
pREMISES:
I. Landlord does hereby lease to Tenant, and Tenant does hereby lease from Landlord, for
the tenn and upon the conditions hereinafter provided, the space consisting of
approxiinately 608 square feet, outlined on the attached Exhibit A. Such space is
hereinafter referred to as the "demised premises." The demised premises are on the first
level of the office building located at 570 Asbury Street, St. Paul, Minnesota (hereinafter
refened to as the "Building") situated in Ramsey County, Minnesota on land legally
described on Exhibit B(the "Land"). Landlord hereby also grants to Tenant the right of
joint use, together with Landlord and other tenants, of certain connnon areas and facilities,
including but not limited to elevator, stairways and stairwells as de�icted in E�ibit A-1,
and general nonassigned parking above grade in the parking ramp on the land (the
"Common Areas"). The Building (includino d�e adjacent parking ramp and undereround
parking), the Land and all improvemeuts therein and thereon are hereinafter referred to as
tlie "Project".
T�R1�4:
2. The term of this lease shall commence on Februar� 2000, and expire ai midni�ht on
Januaiv 31 2003, unless earlier tcrminated as provided in this lease.
POSSESSION:
3. Upon taking possession of the demiscd premises, tenant shall pecfonn and abide by ali
tem�s and conditions of this lease, except for payment of rent, which shall commence on
the Rent Commencement date wl�ich shall be February 1, 2000. Tenant already occupies
the office suite and this is a nevr lease for the same suite.
ItENT AND SECURITY D�POSIT:
A late fee in the amount of $ 50.00 payable to Landlord if monthly rent, in full, is not
received in Landlord's office witliin 10 days frotn tlze date rent is due.
The term "Rent" wl�en used in Yhis leasc shall mean Annual Base Rent together � ith any
additional rent.
4. (a) For the period from Rent Coirunencement date (Defined in Article 3 above) to
Januarv 31. 2003, Tenant shall pay as an Armual Base Rent for the demised premises, ��°ith
out any set-off or deduction, thc sum of $9,732.00 Monthly Base Rent for the demised
prerssises, without any set-off or deduction, $ 811.00, in advance, on the first day of each
and every calendar month.
,��
a�-a-��
Rent shall be payable to Landlord c/o JusYin Properties Inc., Hainlinc Park Plaza, Suite
108, 570 Asbury Street, Saint Paul, Minnesota 55104 or to such other party or parties and
at such place or places as the Landlord may hereafter from time to tiine designate in
writing.
A security deposit in ffie amount of � N(A and the first months rent in the
amount of � N�A is due upon execution of this lease.
REMODELING OF THE DEllZISED PR�MISES:
5. Landlord shall at its sole cost and expense improve the demised premises according to
and to the extent provided in the specifications attached hereto and made a part hereof as
Exhibit A and C("Landlord's �'Jork"). Landlord contemplates completion of Landlord's
VJork on n1a. In the event the Landlord is unable to complete consWction and deliver
possession to Tenant on such'date foi any reason ���hatsoever, the Landlord shail not be
liable to the Tenant for any damages whatsoe��er. Landlord shall continue to use its best
efforts to coinplete improvements of the same as soon as reasonably possible and this lease
shall remain in full force and effect, except that the Rent Cotmnencement Date shall be
postponed to a date which is five j5j days foliowing issuance of a certificate of
substantial completion for Landlord's Work. In the event the Rent Commencement Date is
postponed, the Termination date shall be extended by the same amount of the
postponement. Tenant shall take possession of the demised premises upon completion of
Landlord's work, and upon doing so shall have accepted the demised premises and
acicnowledged that Landlord's �a'ork has been substantially completed in accordance with
Exl�ibit C. Landlord shall have no consLntction, rcconstruction, modification obligations
�vhatsoever. All improvements to the premises, other than that provided for on E�ibit C,
sha11 Ue at the sole cost and expense of Tenant.
If no improvements are listed on Exhibit C, Tenant acknowledges acceptance of the
condition of Dcmised Premises as of tbe execution date of this lease.
�LECTRICAL COSTS:
(. Electricity wi31 be supplicd to thc Demised Premises for standard building ]ighting and
office use. Airy electricity which Landlord has not in this paragraph agreed to provide to
the Demiscd Prcmiscs, but which the Landlord agrees to supply to the Demised Premises at
any timc during tl�e Lease Tenn, will be furnished subject to special charge as agreed upon
bctween Landlord and Tcnant.
US�:
7. Tcnant will use and occupy the dcmised premises solely for off ce purposes and in
accordance �vith tlie usc permitted under all applicaUle regulations of all governmental
authorities l�aving jurisdiction ovex the demised premises. Tenant, its employees and
invitees will also be permitted to use thc neighUoring parkin� ramp without additional
charge on a space-availaUle Uasis. Included tivitl� this lease, at no additional charge, is the
use of N/A locatcd dircctly bclow the Plaza building. Without tl�e prior n ritten consent of
Landlord, the demised premises will not Ue used for any other pui Tenant will not
use or occupy the demised premises for an}' unlawful purpose, and will comply with all
present and future laws, ordinances, regulations and orders of the United States of
Amciica, the State of Mitmesota and all otlter go�•ernmental units having jurisdiction over
the demised premises. Landlord shall operate and maintain ti�e building preuiises during
nonnal business hours as usual and custmnary for office buildings in the A4pls-St. Paul area
and on customary business days. As of the Rent Commcncement Date, nonnal business
hours and days shall be betN�een 7:00 a.m. and S30 p.m. Monday through Friday and
Uetween 7:00 a.m. and 1:30 p.m. Saturday, holidays excepted.
l�o part of the demised premises shall be used for lodging, commercial cooking
2
'� . o�- ���
or any purpose which is iminoral or which �i�ill interfere �vith the general safety, comfort
and convenience of the owners, occupants and tenants of the Building. In particular but
without limitation, Tenant shall not exhibit, scli or offer for sale, use, rent or exchange in
the demised premises or Building any article, thing or service except those ordinarily
embraced within the use of tl�e demised premises as specified, without prior written
consent of Landlord.
If machines or equipment generating heat are used by Tenant in the lease premises
which affect the temperature other�i�ise maintained by the air conditions system, Landlord
reserves the right to install, or to require Tenant to install adequate supplementary air
conditioning equipment in the Demised Premises. Regardless of who perfoims such
installation, all costs of installation, operation and maintenance thereof, and all utility costs
incurred in coimection therewith shall be promptly paid by tenant.
If sewer service and water are fumished to the Demised Premises for any purpose
other than for drinking, lavatory and toilet purposes, all costs for installation, operation and
�naintenance of such utilities and service Shall b'e promptly paid by Tenant. '
INDEn1NITY:
8. Except for injuries, death or property damage resulting from Landlord's
negligence, Landlord (including its partners, employees, agents and representatives) shall
not be liable to Teuant, or those clamiing tlirough or under the Tenant, for any injury, death
or property damage occuriing in, on or about the Building. Tenant shall indemnify the
Landlord and hold it harnlless firom any claim or damage arisin� out of any injury, death or
property damage occun�ing in, a1 or aUout the dentised premises or the building ansmg
from the Tenant's negligei�ce or intentional misconduct.
ASSTGNM�NT AND SUBL�TTING:
9. 'I'cnant will not assign, transfer, morigage or encumber this lease or sublet or rent or
pennit occupancy or use of the demised premiscs, or any part thereof, by any tl�ird party,
�vithout oUtammg thc prior written consent of Landlord: nor shall any assi�mnent or
fransfer of this leasc be effcctuated by operation of la�v or otbettivise without the prior
writtcn consent of Landlord. The consent by Landlord to any assigmnent or subletting shall
not be construed as a waiver or release of Tenant fiom the tcnns of any co��enant or
obligation under this lease, nor shall the collection or acceptance of rent fioui any such
assignce, subtenant or occupant constitute a �vaiver or release of Tenant fi�om any covenant
or obligation contained in tl�is lease, nor shall any sucli assigmncnt or suUletting be
construed to relieve Tenant from obtaining tl�e consent in wnting of Landlord to any
further assignment or subletting. Landlord agrees not to unreasonably withhold it's
approvai to allow Tenant to sublet premises. Landlord is aware that Tenant expects to
suUlet office space to other professionals.
MAINT�NANC�:
10. Sub}cc[ to Landlord's oUligation to provide janitorial services as set forth in Article 16,
Tenant aL Tcnant's expense �vill kecp the demiscd premises and the fixtures and equipment
thercin in clean, safe and sanitary condition, in good and pcoper order and repair, will take
good carc thercof, will suffcr no waste or injury thereto, 1nd will, at tlie expiration or other
termination of the tenn of this lease, sunender the same with all «�alls, carpets and other
improvements cleaned and in the same order and condition in �i�hich they are on the
connnencement of the tenn of this lease, ordinary wear and tear or damage from an insured
casualty excepted. Landlord shall make all necessary structural repairs as wcll as necessary
repairs to tl�c Buildin�, the outer tii�alls, roof, do�vn spouts, gutters, windows and ���indow
panes. Landlord shall keep the plumbing, se���age, heating, air condttioning, electrical and
vcntilating systems in good repair, ordinary «ear and tear or damage by casualty excepted.
Landlord shall maintain and kecp the coinmon areas in a safe and sanitary condition
providcd„ ho�vever, any cost of repairs to the Building, to the dcmised premises or to any
a�-���
common areas which are occasioned by the acts of Tenant, its officers, emp]oyees, agents
or invitees, shall be paid for by Tenant, as additional rent hereunder, immediately upon
billing, except for any defective light fixtures and/or window glass which have not been
damaged through fault of Tenant. Landlord a� ees to maintain all mechanical and
electrical improvements in good condition. The replacement of liaht bulbs, other than
fluorescent, is the sole responsibility of the tenant.
ALT�RATIONS:
11. Tenant will not make or pemlit anyone to make any alterations, decorations, additions
or iinprovements, struchiral or otherwise, in or to the demised premises or the Building,
without the prior written consent of Landlord, which consent may, except as to interior
decorations, be withheld. Landiord shall not unreasonably withhold consent on TenanYs
interior decorations. As a condition precedent to such written consent of Landlord, Tenant
agrees to oUtain and deliver to Landlord sucI� security as Landiord shall,'in its reasonable
discretion, request. If any meclianic's I'ien is filed against the demised premises, or the real
property of which the demised premises are a part, for work claimed to have been done for,
or materials claimed to have been fumished to, Tenant, such mechanic's lien shall be
discharged by Tenant; within ten days thereafter, at TenanYs sole cost and expense, by the
payment thereof or by filing any bond required by law. If Tenant shall fail to discharge any
such mechanids lien, Landlord may, at its option, discharge the same and treat the cost
thercof as additional rent payable with the tnonthly installment of rent next becoming due,
it Ucing expressly agreed tliat such discharge Uy Landlord shali not be deemed to waive or
release thc default of the Tenant in not discharging the same. Tenant will indemnify,
defend and hold Landlord hazmless from and against any and all expe�ises, liens, claiins or
damages to person or property which may or m�ght arise Uy reason of the making of any
sucli alterations, decorations, additioils or improvements. If any such alteration, decoration,
addition or improvement is made rvithout the prior written consent of Landlord, Landlord
may correct or remove thc same and the Tenant shall bc liable fc�r any and all expenses
incurred by Landlord in the perfonnance of tliis work. All alterations, decorations,
additions or improvements in or to the demised premiscs or the Building made by either
party shall immcdiatcly Uecome the property of Landlord and shall remain upon andbe
surrendered with thc demised premises as a part thercof at the end of the tem7 hereof
without disturbance, molestation or injury; provided, however that if Tenant is not in
detault in the perfornzance of any of its obltgations under this lease, and furthcr provided
that any and all damagc resulting therefi�om be repaired, Tenant shall have the right to
remove, prior to the expiration or termination of the term of this lease, all movable
furniture, fumishings, equtpment or trade fixh�res installed in the demised premises at the
expense of Tenant, and if such property of Tenant is not removed by Tenant prior to the
expiration ar tennination of this lease, the same shall become the property of Landtord and
shall Ue surrendered.�i'ith ihc demised premises as a patt thercof. In the event Tenant shall
construct any special improvements on thc demised prcmises, Landlord may requcst that
Tenant shall, in such event, remove same and restore the demised premises to thcir original
condition.
SIGNS, TUItNISHINGS:
12.(a) No sign, advertisemenf or notice shall be inscribed, painted, affixed or displayed on
any part of tl�e outside or the inside of the Building, nor shali am stand, booth or showcase
by placed or erected within or upon the project, except in such place, number, size, color
and style as is approved by Landlord, and if any such sign, advertisement or notice is
improperly exliibited, or stand, booth or sho�ti case improperly placed, Landlord sl�all have
the right to remove the same and Tenant shall be liable for 1ny and all expenses incurred
Uy Landlord by said removal. Ai�y permitted sign use, exceptinQ directories iu tl�e main
building lobUy, sliall be at the sole espense and cost of the Tenant.
(b) No furniture, equipment or other bulky matter of any description will be received
��- �-� �
into the building or camed in the elevators except as approved by Landlord. All moving
fumiture, equipment and other material shall be done under the direct concrol and
supervision of Landlord who shall, however, not be responsible for any dama�es to or
charges for inoving the same unless datnage is the result of Landlord's negligencc. Tenant
agrees promptly to remove from the sidewalks adjacent to the Building any of the tenanYs
fumiture, equipment or other inaterial there deli��ered or deposited. Landlord shali have the
right to limit the weight and prescribe the position of safes and other heavy equipment or
fixtures. Any and all damage or injury to the demised premises or the Building caused by
moving the property of Tenant in or out of the demised premises, or due to the same being
on the demised premises, shall Ue repaired by, and at the sole cost of the Tenant.
RIGHT OF ENTRY:
13. Upon reasonable notice Tenant will pennit Landlord, or its representative, to enter the
deinised premises, without charge therefor to Landlord and without diminution of the rent
payable Uy Tenant, to collect rent which may be due, to examine, inspect and protect the
same, and to make such alterations and/or repairs as in the judb ncnt of Landlord may be
deetned necessary for the demised premises, for any other preinises in the building, or the
Building itself, or to exhibit the same to prospective tenants. Landlord shall also have the
right from time to time upon reasonaUle notice to enter into the demised premises, to
service any mechanical systems, and to adjust any mechanical controls within said
premises. Landlord shall also have the right to enter into the demised pA�emises for the
pmposes of installing the floors, cciling, and walls thereof any improvements, alterations
or rcpairs wliich Landlord shall deem necessary, including but not limited to installation of
meclianical, electrical and plumbing systems for use of other tenants in the Building. In
such event, Landlord shall use its Uest efforts to not ucueasonably interfere with the
conduct ofTenant's Uusiness and Landlord sliall return the dcmiscd premises to the
condition they were in ptior to cirtry. Landlord will providc reasonaUlc security during
altcrations made to Tenant's spacc.
INSURANCE RATING:
14. Tenant wil( not conduct or permit to be conducted any activity, or place any equipment
in or about thc demiscd premises, which will in 1ny �vay mcrease thc ratc of fire insurance
or other insurance on the Building; and if any increase in the rate of fire insurance or other
insurancc is statcd Uy any insurance company or by tltc applicaUle Insurance Rating Bureau
to be due to activity or equipment of Tenant izi or about the demised premises, such
statement shatl Ue conclusive evidence that such increasc in such rate is due to such
activity or equipment and, as a result thercof, Tenant shall be ]iable for such increase and
shall reimburse Landlord therefor.
'CGNANI' �QUIPMLN"I':
15. Tcnant shall not install any equipment of any kind or n�ture wl�atsoever which will or
may necessitatc and changcs, replacemcnts or additions to, or in the use of, thc heating
systcm, air catditioning, or electrical system of the demised premises or the Building
�vithout first obtaining the prior written consent of the Landlord. No plumbing fixtures of
any type shall Ue installed �aithin the demiscd premiscs unless Landlord shall approve the
same. Vibration eliminators or other dcvices sufficient to eliminate noise and vibration
fiom any business machines and mechanical equipment belonging to Tenant which cause
noise or vibration diat may be transmittcd to tl�e structure of the Building or to any space
therein to such dearee as to Uc objectionablc to Landlord or to any Tenant in the Building
shall be installcd and maintaii�ed Uy Tenant, at TenanYs expense.
S�RVIC�S AND UTIL17'IES:
16. La�dlord shail fiirnish reasonaUly adcquate electriciry, water, lavatory facilities, and
automatically operated elevator scrvice during normal business hours �i�ithout ldditional
,ar�
a�-a��
cost to tenant. Landlord shall fumish heat and air conditioning during the normal and
usual business hours, per Paragraph 7., during such seasons of the year when such services
are nonnally and usually fumished in commercial buildings in St. Paul and Minneapolis.
Landlord shall provide weekly cleaning and janitorial services for the demised premtses,
Saturdays, Sundays and Holidays excluded. Landlord shall provide only these seivices
listed on Exhibit D hereto. Landlord shall not be liable for failure to fumish, or for delay
or suspension in furnishings, any services set forth in this Article caused by breakdown,
maintenance, repairs, strikes, scarcity of labor or mateiials, or causes beyond Landlord's
control, and no such failure, delay or suspension shall be deemed an eviction or relieve
Tenant from any of TenanPs obli�ations under this lease. Tenant shall use due care in the
use of the demised premises and of the Common Areas in the Buildin�„ and shall not
neglect or misuse utilities services, Fixtures or equipment.
LIABILITY OF LANDLORD; CONDITION OF PRE11'IISES:
17. E�cept for injuries, death or property damage resuiting from Landlord's negligence,
Landlord shall not be liable to Tenant, its employees, agents, business invitees, licensees,
customers, clients, family members, guests or trespassers for any damage, compensation or
ciaims rising from: the necessity of repairing any portion of the Building or the amenities
within or widlout the Building; the interniption in the use of the demised premises;
accident or damage resuiting from the use or operation Uy Landlord, Tenant, or any other
person or persons whatsoevcr of elevators, or heating, cooling, electrical or pluinbing
cquipment or apparatus; the tenuination of tl�is lease by reason of the destruction or
condemnation of the demised preiniscs; fi'om any fire, robbery, theft, or any other casualty;
from any leakage or bursting of p�pes or water vessels or any roof or wall leakage, in any
part or portion of the demised premises or the Building, from �i�ater, rain, sno�i� or
undcrground water that may leak into, flow on, or flo«� from, any part of the demised
premises or the Building; or from any other cause whatsoever. Tenant's taking possession
shall be conclusive evidence that the demises premises �vere then in good order and
satisfactory condition. However, tivithin ten (10) days of taking possession, and upon
TenanPs written notification to Landiord of any unsatisfactory condition, Landiord agrees
to use it's Uest efforts to corrcet those conditions u ithin a rcasonabie amount of time. No
pi'omisc of Landlord to alter, remodel, improve, repair, decorate or clean the deinised
premises or any part thercof, and no representation respectiug the condition of the demised
premises or thc Building has becn made to Tenant by Landlord except as has Ueen made
herciu. Landlord agrees to maintain common areas in a reasonaUle, cleln and safe
condition.
TENANT INSURANC�:
I 8. N/A
LAl*iDLORD INSURANCL':
19. Landlord shall provide, at its expense, the folloGVing iusurance:
(a) "Special Perils" fire and casuaity insurance, including endorsements for extended
coverage, vandalism and malicious mischief, and water damage covering the replacement
cost of the Building, exch�ding foui�dation and any Tenant iinprovements.
(b) Liability insuranec coveiing all acts oFLandlord, its employees, agents
represcntatives or guests ���ithin the Project in a single limit amount of not less than
$500,000.
SUBROGA"I'ION:
20. l�TOtwitlistanding any odler provision in this lease tu the contrary, Landlord and tenant
each hereby release the other from any and all liability or responsibility, to the other or to
anyone claiming tlu'ough or under them by way of subrogation or otherwise, for any loss or
damage to property caused by fire or any of the e�tended coverage casualties, even if such
o�-�-� �
fire or other casualty shall have been caused by the fault or negligence of the other party, or
anyone �vhom such party may be responsible. Landlord and Tenant cach a�ree that its
policies �vill include such a clause or endorsement.
FIRL' OR OTI�ER CASUALTY:
21. If the deinised premises or the access thereto shall be partially damaged by fire or
other cause, without the fault or neglect of Tenant, Landlord may (taking into account the
time necessary to effectuate a satisfactory settlement �x�ith any insurance company)
undcrtake to repair such dainage at tl�e expense of the Landlord. This lease shall, e�cept as
hereinafter provided, remain in full force and effect follo�ving such damage and the rent
shall Ue prorated to the extent that the demised preinises are rendered untenantable until
such repairs are completed. In the e��ent the Building is damaged by fire or other cause to
such extent that dantage cannot, in Landlord's sole judgment, be fully repaired within a
reasonable time after the date of such damage, Landlord shall have the option (but not the
obligation) to tenninate this lease by giving written notice to Tenant of Such decision and
the tenn of this lease shall tenninate on the day such notice is given. Such notice shall be
given within ninety days of the occun�ence of damage, or the right to give such notice shall
be deemed to be waived. In the event Landlord elects to repair said damage, this lease
shall reinain in full force and effect subject to abatement of rent as herein Uefore provided.
DEFAULT:
22. (a) If a decree or order Uy a court having jurisdiction shall be entered (i) adjudoing
Tenant Uanknipt or insolvent, or (ii) appiroving as proper]y filed a petition seeking
rcorganizltion of Tcnant under any bankruptcy or insolt�ency law, or (iii) for the �vmding
up or liquidation of tenant's affairs, or (iv) for the appointment of a rcceiver or a liquidator
or trustee of tenant or of tenant's propeity, in banl:ruptcy or insolvency, and such decree or
order shall continue undiscl�arged or unstayed for thirty (30) days; or if tenant shall
institute or consent to insolvency or bankiuptcy proceedings Uy or against Tenant; ar shali
file a petition, answer or consent seeking a reorganization under any bankiuptcy or
insolvency laws; or shall consent to the appointment of a receiver or liquidator or trustee of
Tenant or of Tenant's property in banl:ruPtcy or insolvency; or shall make an assigmnent
for the benefit of creditor; or shall admit in writing Tenant's inability to pay debts generally
as they Uecome duc, or shall take coiporate action in furtherance in any of the aforesaid
purposes, then and in any such event Landlord may, if Landlord so elects, without notice or
entry or othcr action, fottlnvith tenninate tliis lease. Upon such terniination, Landlord shall
be entitled to recovcr damages in an amount equal to the tUen present value of the Annual
Base Rent reserved for the residue of the stated tenn, less the fair rental ��alue of the leased
prcmises for such residue, or in such ��eater amount as may be permitted by law, up to the
fiill amount of the Annual Bnse Rent reserved for such residue; and Landiord shall, m
addition, be entiticd to pursue such further remedies as may be provided I�ercunder or by
law.
(b) IP TENANT FAILS TO TAKE POSSESSION OF THE DEMISED PREMISES
AS PROVIDGD H�R�IN, TO MAKE ANY PAYMENT OF RENT WHEN DUE
I3EREUNDER, or if Tenant defauits in any manner in the performance or obser`•ance of
1ny otller provision of this lease, a��d sucli default shall continue for ten (10) or more days
after Landlord shall have given notice thcreof to Tenant; or if the leasehold interest of
tenant hereunder shall bc le��ied upon under execution or otl�envise attached by process of
la�t�; or if tenant ab�ndons tlie dcmised premises or if the same remains unoccupied for
thirty (30) consecuti��e days; then and in any suci� e� ent Landlord, at its option, without
notice or dcmand, forthwith or at any time during the continuance of such dcfault, either
m1y tenninate Tenant's right of posscssion hereunder, without terminatin� this lease, or
may temiinate this lease. If any default by Tenant hereunder results in the existence of any
condition l�azardous to 1ny person or property, such default shall bc cured forthwith upon
6�- �-(
Landlord's deinand, and the ten (10) day period w�ithin tivhich to cure thc same, above
specified, shall not be applicable.
(c) Upon termination of this lease by lapse of time or othern'ise or upon tennination
of Tenant's iights to possession hercunder pursuant to paragraph (b) of this Article 22,
Tenant shall vacate the detnised premises immediately and shall deliver possession thereof
to Landlord. In such event, Tenant l�ereby grants to Landlord full and free license to enter
and repossess the demised premises, with process of la�v, and to espel and exclude Tenant
and any other occupants from possession thereof; and to remove any and all property,
using such force as may be necessary, G��ithout being guilty of com�ersion, trespass, forcible
entry, or detainer, and �i�ithout relinquishing Landiord's right to receive rent hereunder, or
any other riglit of Landiord.
(d) If Landlord has the right to elect and does elect under the foregoing provisions,
to tenninate Tenant's right to possession, without terminating this lease, Landlord may
enter the deinised preinises, remove Tenant's signs arid �ther evidence of tenancy, and take
and hold possession thereof as provided in paragraph (c) of this Article 22, without such
entry and possession temzinating the lease or releasmg Tenant from Tenant's obliaation to
pay rei�t for the full tern�. In case this lease is tenuinated for any cause specified in
paragraph (b) of this Article 22, Tenant shall pay Landlord immediately a sum equal to the
prese�t value at the time of such termination of the excess, if any, of the amount of the rent
(usmg the then amount of additional rent) for the remainder of the cun�ent tenn over the
reasonable rental value of the demised premises for the remainder of the cun�ent tenn.
Upon enhy without tcrmination of the lease, Landlord shall make reasonable efforts to relet
the demised premises or part titereof for tl�e account of Tenant for such rent, for such time
and upon sucll tenns as Landlord shall detenninc; and Landlord shall reasonaUly consider
any Tenant offered Uy Tenant or to obscrve any instructions given by Tenant about
rcletting; and Landlord may make repairs, alterations, additions and redecorate to tl�e
extent deemed Uy ]andlord dcsirable, and Tenant shall pay the reasonaUle and necessary
cost tliereof, together witl� Landlord's reasonablc and necessary ezpense of reletting. If the
consideration collccted Uy Landlord upon reletting is not sufficient to pay monthly the full
ainount of unpaid rent rescrved in diis lease, and the cost of repairs, alterations, additions,
redecorating and Landlord's eapcnse of relettin�, Tenant shall pay to Landlord the amount
of each monthly deficiency.
(e) If Tenan[ violates any of the tenns and provisions of this lease or dcfaults in any
c�f its obligations hereuiidcr otl�cr Yhan the payment of rent or other sums payable
]iereunder, such violations may be resh�ained or such obligations enforced by injunction.
( fl Tenant shall pay all Landlord's reasonable and necessary costs, charges, and
expenses, including the fees of counsel, agents and others retained by Landlord, incurred in
enforcing Tenant's oUligations hereunder or incun'ed by Landlord in airy litigation,
ncgotiations,or transactions in which Tenant causcs Landlord, �+'ithout Landlord's fault, to
Uecome involved or concemed, and the amount thereof shall be additional rent and shall
upon notice Uy Landlord be immediatcly due hereunder.
SUBORllINA'I'ION:
23. This lease is subject and subordinate to the lien of all and any mortgages (�vhich tenn
"mortgages" shall include mortgaaes to secure any fanancing or debt of any nature
whatsoever and shall inc]ude deeds of tilist and similar secunty instruments) and or master
leases which may no�v or hercafter or otl�erwise affect the Pro�ect, and to all and any
renewals, extensions, modifications, recastings or refinancings thereo£ In confinnation of
such suUordination, Tenant shall, at Landlord's request, promptly execute any requisite or
appropriate certificate or other document. Tenant agrees that in the event that any
i s�ci nanat�ed,�Ten� tshall to tl� 1z ser at s ch foreclosure salesor to the lessore
a�-�� �
under such master lease, if requested to do so by such purchaser or master lessor as the
Landlord under this lease, and Tenant waives the pro��isions of any statute or rule of law,
now or hereafter in effect, ��.�hich may give or purport to gi��e Tenant any right to terminate
or otherwise adversely affect this lease and the obligations of Tenant hereunder in the event
that any such foreclosure proceeding is prosecuted or completed or any such master lease is
temiinafed.
COND�n1NATION:
24. If the entire building shall be taken for any public or quasi-public use, under any
statute or by right of eminent doinain or private purchase in lieu thereof by a public body
vested with the po�ver of eminent domain, then this lease shali automatically temiinate as
of the date of such taking or private purchase. If any portion of the Building is taken by
such taking, the Landlord shall have the right to temm�ate this lease, provided it gives
written norice thereof to the Tenant within ninety (90) days after the date of such takin�. If
any portion of flie demised premises is taken by eminent domain and this lease is not
terminated as herein provided, the Landlord shall, at its expense, restore the demised
premises to as near the conditton which cxisted iinmediately prior to the date of taking as
reasonably possible, and rent shall aUate during such peiiod of time as the demised
premises are untenantable, in the proportion that the untenantable portion of the demised
premises bears to the entire demised prcmises. Any a�vard received for said taking is to be
the Landlord's, and the Tcnant shall not be entiticd to such an award. In case of
tennination, the rent shall be paid up to the date of taking or private purchase.
Notwithstandin� the temis and provisions of this Article, the Tenant shall be entitled
to receivc that portion of any condetnnation award inade for the depreciation vaiue of trade
fixtures and leasehold improvcments originllly paid for by Tenant and its relocation costs.
COV�NANTS OI� LANDLQI2D:
25. Landlord covenants that it l�as thc right to make this lease for the temi aforesaid, and,
subject to the rights of any mortgagees or master lessor referred to in Article 23, covenants
that if Tenant shall pay the rcntal and perform all of thc covcnants, tenns and conditions of
tliis lease to bc perfonned by Tenant, Tenant shall, during the temi hereby created, freely,
peaceably and quietly occupy and enjoy the full possession of the demised premises
without molestat�on or hivdrance Uy Landlord or any party claiming tluough or under
Landlord. Tl�e tenn "Landlord" as used herein shall mean solely the owner of the Building
and lessee of the undcrlyin� land, at tlie rele��ant time, so that in the event of any sale or
transfer of the Building and underlying land, the covcnants and obligations of Landlord
shall be imposed upon such successor m interest and auy prior Landlord shall be freed and
relieved of all covenants and obligaYions of Landlord hereunder fr�om and after the date of
such com'eyance.
NO PAR7'NEf2SH11':
26. Notliing contained in this lease shall Ue deemed or construed to create a partnership or
joint vcnturc of or betwcen Landlord vtd Tcnant, or to create any other relat�onship
bchvicen thc partics hcreto other than that of Landlord and Tenant.
NO R�P72�SEN1'ATIONS BY LANDLOI2D:
27. No x privile�es, easements or licenses are acquired by Tenant eacept as herein
cxpressly set forth. In particular but without limitation, this ]ease does not grant any rights
to light and air over any premises adjoining the Buiidin�.
F:.
U7-��y
NOTIC�S:
28. All notices or other communications hereunder shall be in writing and shall be deemed
duly given if delivered to the demised premises or if sent by certified or registered mail,
retum-receipt requested, first class, postage pre- paid, to Landlord at: Justin Properties,
Inc., Hamline Park Plaza, Suite I O6A, 570 Asbury Street, Saint Paul, Minnesota 55104; or
to Tenant at: 570 Asbury Street, Saint Paul, Minnesota 55104.
LANDLORD'S RIGHT TO CURE DEFAULT: .
29. If Tenant defaults in the making of any payment or in the doing of any act herein
required to be made or done by Tenant, then Landlord may, but shall not Ue required to,
make such payment or do such act, and the amount of the expense thereof, if made or done
so by Landlord, with interest thereon at the rate of rivelve percent (12%) per annum from
the date paid by Landlord, shall Ue paid by Tenant to Landlord and shall constitute
additional rent hereunder due and payable with the nekt rnonthly installment of rent; but
the making of such payment or the domg of such act by Landlord shall not operate to cure
such default or to estop Landlord fi the pursuit of any remedy of which Landlord would
otheitivise be entitled. Any instalhnent of rent which is not paid by Tenant �vithin ten days
after the same becomes due and payable shall bear interest at the rate of twelve (12%)
percent per annum from the date such installment became due and payable to the date of
payment thereof by Tenant, and such interest shall constitute additional rent hereunder
which shall be immediately due and payable. This amount will be in addition to the late
fee amount.
R�PAIRS:
30. The Tenant shall promptly pay to the Landlord, upon request, an �mount equal to any
cost incurred by the Landlord in repairing the demised premises and public areas in the
Building where such repairs were made necessary by the negligence of, or misusc by, the
Tenant, its agents, customers, employees or invitees.
CODE COn1PLIANC�:
31. Landlord agrees to rcconstruct Tenant's space according to the buildin� codes of the
City of Saint Paul and the State of Minnesota.
LILN ON FIXTUR�S:
32. To secure the payment of the rent for the deinised premises as herein a�reed, the tenant
shall pledge and give a lien, and the Tenant does hereUy pledge and give a lien to the
Landlord, upon all fixtures and fuiniture of every kind and nature, placed in the demised
premises, wliich said fixtures and furniture may, upon termination of this lease and upon
the payment in full of all sums of money then due, and not othern•ise, be removed from the
de�niscd premises by tl�e Tenant; and, in tlie event any third person or persons may have or
obtain a lien thereon which is, or which said person may claim to be, cowdinate with or
superior to the lien of the Landlord, thc Landlord may pay such lien and shall thereafter
have an additional lien for the amount so paid to discharge said lien.
RULES AND R�GULATIONS:
33. Tenant shall use the demised premises and flic halls, passaezways, toilet rooms,
�rounds, parking facilities and elevators in the Building, m accordance with tl�e tenns of
this lease and such additional rules and regulations as may from time to time be reasonably
inade by the Landlord foi the generai safety, coinfort and com�enience of the o�+'ners,
occupants and tenants of the Building, and Tenant shall cause Tenant's employees and
invitees to abide by such rules and regulations. A schedule of the initiai rules and
regulations relating to the Building is attacl�ed hereto as exhibit E, but the auaclunent
thereof shall no[ be deemed a waiver of Land]ord's right to p�romulgate new niles or change
existing rules from time to time in the future.
10
�7- �-� �f
�STOPPEL C�RTIFICATFS:
34. Tenant shall, froin time to time, upon written zequest of Landlord, execute,
acknowledge and deliver to Landlord or its designee a written statement stating: the date
this lease Agreement was eaecuted and the date rt expires; the date Tenant entered into
occupancy of the Demised Premises; the amount of ininiinum monthly rental and the date
to ��hich such rental has been paid. This stateinent also shall certify that this Lease
Agreement is in full force and effect and has not been assianed, modified, supplemented or
amended in any �yay (or specifying the date of agreement so affecting this Lease
A��ee�nent); that this Lease A�eement represents the entire a� eement bch��een the parties
as to this leasing; that all conditions under this Lease to be perfonned by the Landlord have
been satisfied; that a]l required contributions by Landlord co Tenant on account of Tenant's
improvernents have been received; that on this date there are no existing defenses or offsets
yvhich the Tenant has against the enforcement of this Lease.by the Landlord, and that no
rental has been paid in advance. It is intended that any such statement delivered pursuarit
to this para�'aph may be relied upon by a prospective purchaser of Landlord's interest or a
mortgagee of Landlord`s interest or assignee of any mortgage upon Landlord's interest in
the Buildmg. lf Tenant shall fail to respond Gvithin ten (10) days of receipt by Tenant of a
written request by Owner as herein provided, Tenant shall be deemed to have given such
certificate as above providcd without modification and shall be deetned to have admitted
the accuracy of any infom�ation supplied Uy Landlord to a prospecti�re purchaser of
mortgagee and that this Lease is in full force and cffect, that there are no uncured defaults
in Landlord's perforniance, tltat flle security deposit is as stated in this Lease, 1nd that no
more than one month's rental has been paid in advance.
SURR�ND�R; HOLDING OVER:
35. At the tennination of this lease by lapse of time or odicrwise, the Tenant shall
peaceably sw flie demised preznises and 111 equipment and fixtures of Landlord in as
good condition as when Tenant originally took possession, ardinary ��car and tear and
dainage by insured casualty cxcepied, failing �vlaicli Landlord may restore the demised
premises to such condition and Tenant shall pay the reasonably necessary cost thereo£ If
the demiscd premises be not surrendered at the tennination af this lcase by lapse of time or
otlieiwise, Tcnasit shall indcmnify La�id]ord aga�nst any loss or liaUility x'esulting fi•om
delay by Tenant in so surrendering thc piemises, including, but without liinitation, claiins
inade by any succceding Tcnant foundcd on such delay. Should the Tenant continue to
occupy the demised premises, or any part thereof, afrer the eapiration or tennination of the
lease term, whether w�th or against the conscnt of tl�c Landlord, such tenancy shall be from
month to month but othenvise sl�all be iz� accordance v,�ith all other tenns contained herein
znd a monthly rent equal to twicc the rcnt paid for the last month of the tenn of the lease.
RUI3BISH AND DEBRIS:
3E. No rubbish, dirt, overshocs or mats shall be puC or left in the public areas in d�e
Building Uy Tenant and Tenant si�all not pertnit any such items to be placed or left within
any puUlic area by Tenant's employces, agents, rcpresenlatives, guests or invitces.
APPLICABLE LASV:
37. There are no understandings or agrcements Uetween Landlord and Tenant not
incoiporated in this lease. Tllis is a Minnesota contract and shall be constiued according to
the laws of Minnesota. Tlie captions iu tl�is lease are for convenience only and are not a
part of this lease.
11
n7- a�c� �
CONTINUANC� OF AGR�EM�NT:
38. This agreement shall be binding upon and inure to the benefit of the parties hereto and
subject to the restrictions and limitations herein contained, their respective heirs,
successors and assigns.
WAIV�R:
39. The failure of Landlord to exercise any of its rights hereunder shal] not be deemed a
��,�aiver of such rights, and Landlord shall not be deemed to have waived any of its rights
except as specified in «�riting and duly signed by Landlord.
MISCELLAN�OUS:
40. The word "TenanY', wherever used in this Lease, shall be constcued to mean tenants in
all cases where there is inore than one tenant, and the necessary �'ammatical changes
require to make the provisions hereof apply to corporations, partnerships or individuals,
men or women, shall in all cases be assumed as though in each case fully expressed. Each
provision hereof shall extend to and shall, as the case may require, obligate or inure to the
benefit of Landlord and Tenant and their zespective heirs, legal representatives, agents,
employees, successors and assigns.
41. Tenant represents and wan•ants that it has not employed any broker or agents as its
representative in the negotiation for or the obtaining of this Lease.
42. The tenn "Landlord", as used in this Lease, means only the Landlord at any given time
of the land and Building containing the Demised Premises. In the event of any sale of said
land and Building, or in the event of a lease of said Building, any previous Landlord shall
be and l�ereby is entirely frced and relieved of all covenants and oUligations of the
Landlord hercundcr, and it shall Ue dcemed and construed, without further agreement that
any such purchaser has assumed and a�reed to carry out any and all covenants and
obligations of the Landlord hcreunder.
43. The captions of the paragraphs in this Lease Agreement are inserted and included
soleiy for convenieucc and shall never bc considered or given any effect in consri the
provisions heceof if any question of intcnY should arise.
44. Landlord shall have tl�e right to show Demised Premiscs for leasing at all reasonable
times during the last six inonths o£this Lease.
45. Landlord reserves the right, on_sixty (60) days written notice to Tenant, to substitute
other premises �vithin the Building for the Demised Premises. The substituted premises
sliall contain at least the same square footage as the Demised Premises, shall contain
comparab7e Tenani improvements, and the rental shall Ue at the then current rate for such
space, Uut in no event to exceed the rental specified herein. Landlord shall pay all
reasonable moving expenses of Tenant incidental to such substitution of �remises, not to
cxceed $2,O�Q.
46. Wherever in this Lease any tcmis, covenants or conditions are required to be kept or
perfonned by the Landlord, the Landlord sha11 be deemed to ha��e kept and perfonned such
tenns, covenants and conditions notwithstanding any actions taken by the Landlord, if such
action is pursuant to any governmental regulations, requirements, directives or requests, or
if the Landlord deems such action to be for the benefit of our national interest or the
general public. Without limiting the generality of the foregoing, the Landlord may reduce
the quantity and quality of all utility and other services and impose such regulations as the
Landlord deems necessary in order to consen�e energy.
12
07- 3l� �{
OTHER:
47. N/A
48. N/A
49. Assignment: Tenant inay not, voluntarily, or by operation of law,
assign or trans£er this Lease, without the prior written consent of Lessor. Any base rent of
percentage rent, or other amounts payable pursuant to the terms of any assignment in
excess of the amounts payable by Tenant to Lessor hereunder shall be paid to Lessor.
50. It is mutually agreed: that all the covenant, terms and conditions of this
lease shall extend, apply to and firmly bind the heirs, executors; administrators, successors
and assigns of the respective parties herto as fully as the respective parties are themselves
bound, but this provision sha11 not authorize the assigmnent or underletting of this lease
contrary to the provisions hereinbefore contained.
In testimony whereof, the said parties have signed this instrument in duplicate on the
dnte as written.
Lessor: Hnmline Par]c
By ,¢',c�' ll'� �
Its
Date: �— � � � �!
Date: � ^' � � �
� � �� Date:
� C7ai-o�{cxx� �
u� ctor_o�Finance rvices
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�
Date•
Mayoz
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13
Date I�—°����I
a�- a-�c�
�xx�d
Layout Plan of Dcmiscd P��ses
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3rd I,evel
2nd Level
lst Level
Miscellaneous Common Azeas
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�xruBix �
Legal Description
Lots 1 tlirough 20, inclusive, Block 2, Thc Hamlinc Syndicate Addition No. 3 to Saint
Paul.
together with
That portion of thc Eastern North-South allcy in Block 2, The Hamline Syndicate Addition
No. 3 to St. Paul, Ramscy Comity, Miruicsota, vacatcd, lying Southcrly of thc Northerly
line of Lot 20, said Block 2, extendcd �ast.
togcther witli
Edmund Avcime, vacated, lying between Asbury Strcet and Simpson Street; also, all tl�at
part of the Western Nortli- South alley in Block 2, The Hamline Syndicate Addition No. 3
to St. Paul, Ramscy County, Minnesota, vacated, lying between the Westerly extension of
the North line of Lot 18, said Block 2, and the Nortl� line of Edmund Avenue.
togcihcr with
Tl�at portion of alicy in Block 2, Thc 3�lmlinc Syndic�te Addition No. 3 to St. Paul,
Rlmscy Counly, Minnesota, lying northcrly of tlie extensions of tl�e northerly ]ines of Lots
18 and 20, all in Block 2, Tlro Hamlinc Syndicate Additio+� No. 3 to St. Paul.
IC
�7=���j
�XHIBIT C
Landlord's Work
Landlord agrees to provide the following at Landlord's expense: N/A
Tenant's Work
At tlie expense of Tenant, Landlord shall supply, install and finish the Premises as folIows:
N/A
17
�7-���
�XI3IBIT D
Janitorial Services Scliedule
Services Provided Within Demised Premises
1.
2.
3.
4.
5.
6.
Rcmove Trash
Vacuum Caq�eting
Dust (excluding desk tops)
Lavatories and Toilets Cleaned
Lavatory products replcnishcd
Replacement of fluorescent ligiit Uulbs
Itcros Spccifically �xcludcd:
1. Clcaning ofTci�ant's furniturc, equik�mcnt,
oi other personal itcros.
�>e of Usc
OFFIC
Daily
Weckly
N/A
Daily
Weckly
As Needed
18
a�-�� �
�cxin�rr �
IIAMLIN� i'ARIC PLAZA L�AS�
1ZUL�S AND 12LGULATIONS
I. The sidc�valks, entry passages, clevators, fire escapes and common stainvays of the
Building shall not bc obstructed by Tenant or used by Tenant for any purposc other than
for ingress and egress to and from thc demised prcmises. Thc use of cicvators for thc
moving of' cquipmcnt is not to bc donc �vithout thc prior approval of managemcnt. Tcnant
shall not placc or ailow to Uc placcd in the Buildin� s corridors or public stairways any
wastc paper, dust, barUagc, refuse or anyllting whatever tl�at �vould tend to inake them
unclean or untidy.
2. The �vindows of thc Building shall not Ue covered or obsh by Tenant and n6
awnings shall Ue put up without the pi7or �vrilten consent vf the Landlord.
3. Thc water closcts and other watcr apparatus shall not bc uscd f�r any purposc other than
those for whicl� thcy were constructcd, and no swecpinbs, rubUish, rags, ashes or other
substanccs shall bc thrown thcrcin. Any damabc resulting by such misusc by Tenant or its
agcnts, sc�vants or employecs sl�all Ue borne by Tcnant. Tenant shal] not dclacc mry part of
thc I3uilding.
4. Tcnmit is responsiUla for pruviding Uatluoom products to thc bathrooms within the
'I'enanC's indiviclual suite, unlcss otltcrwise agrccd upo�1 within thc tcnaut Icase. This would
includc, toilct paper, paper towcis, hand soap, ctc.
Thcsc items �vill Ue providcd in the common arca Uathrooms tluoughout the Uuilding.
Tcnant is also responsiUle for providing replacement light UulUs n�ithin tlicir individual
suites unless othciwise stated in tlte tei�ant lease.
5. Sasic officc trasl� reinoval is to be donc dai(y and docs not include medical waste or any
otltcr extraordinary removal of ruUbish. Tcnautt is responsiblc t�or providing for tl�e
disposal olntcdicalwastcifty�plicablc.
6. Janitorial scrvices provided to'1'enant includc, wccl<ly vacuuming, �veel:ly minimal
dustiug and daily bathroom cicai�ing, unless othciwisc a�rocd upon witl�in tcnant lcasc. All
otl�cr serviccs arc considered extra and wiil nol be done unless a fee lias Ueen agreed upon
bctwecn Landlord and "I'enant. Spccificjanitorial work sl�ould Uc requcstcd directly
tl�rough thc landlord and not tl�rough cicaning pccsonnel.
7. Tcu�ut agrccs to participatc in buildii�g rccycling program. Kecyc(ing information �nd
containcrs �vi(1 bc providcd to thc Tenant by Uic Landlord.
8. Tcna��t shcil( not do or peri»it to Ue done in tl�c demiscd prcmiscs or bring or keep
anyllii�ig therein wliiclt will in �uiy way increasc thc risk oi'firc, obstruct or interfcre witli
thc rights of tlic othcr tcnants, or violatc auy laws.
9, 'I'cnant, its cmployccs, agcnts or servants shall uot malcc or commit any iutproper noiscs
in the Building, loungc about doors or corridors, or intcrlere in any way witl� other tenants
or thosc having busincss with them.
10. No birds or animals shall be kept in or about thc dcmised premiscs nor shall Tenant
operalc or peruiit to bc operatcd any musical or sound producing instr!uncnt or device
which �uay bc hcarc] outsidc thc demiscd prcmiscs.
19
d�-a��
I 1. Tcnant shall not usc thc demised prcmiscs for slccping or residcntial pucposcs or £or
the storage of personal effects or articles other than required for business purposes.
12. Lai�dlord sliall I�ave thc right:
(a) To rcquire all persons cntering or ]caving the Building during such hours as
tlic Landlord may reasonably detcnninc to idcnlify theinsclvcs to a watchman Uy
registration or otliccwisc to estaUlish thcir riglit to enter or leave; and
(U) "I"o exclude or cxpcl any pedd(cr at any timc fi�om diedemised premiscs or the
Building.
13. Tenant shall oUseive strict care not to allow its �vindows to remain open so as to admit
rain or snow or so as to intcrfcrc with the hcating of the Building. Any injuiy or damage
caused to the Building or its appointmcnts, furn�shings, heating and other appliances, or to
the property of any other tenant, or to tlte space bccupicd by any other tenant, by reason of
windows being left open by Tenant or Uy Te�ianCs interference �vitli or neglect of tlie
hcating appliances, or Uy rcason of any otltcr misconduct or neglect of Tcnaz�t shall be
remedied at Tenant's sole cost and expense.
14. It shall Uc the duly of Tcnant to assist �nd cooperate wi8i Lancllord in preventing
injuty to thc prcinises.
I5. No iuIlauunaUle, dangcrous or cxplosivc matcrials sUall Ue kcpt iu the demiscd
��rcnnses.
1 G. Furniturc, effects and supplies shall tiot be talcen into or reanoved from thc Building
exce��t at such timcs and in sucl� manncr as may Ue previously approved Uy Landlord,
wl�ich <�I�k�roval shall include pernussion to use entrauces, doonvays andelevators at certain
times for sucl� puiposcs and upon such terms (inclucling payment of any usual charges for
thc uscof cicvators) as Landlord shall imposc.
17. No hicycics or other vehides s(ta11 be brouglit within the Building except in tl�c
parking lot and then only in compliance with tl�c rules and regulations as estaUlished and
cn{orccd irom timc to timc for thc usc of suclt parking lat.
I�. Busincss macUincs, iiling caUincts, l�eavy mcrchandise or other articics liable to
overlo�d, ii�jurc or dcstroy �ny par� of�tl�c Building shall not be takcn into the Building
witbout thc prior written consent of Landlord. Landlord s1�a11 in atl cases retain thc ri�ht to
prescribc ihc wcigljt and proper position of all such arlicics and thc timcs atid routcs for
moving them iuto or out ottl�c Building. The cost of rep�iiring any damage caused by any
such moviug or Uy kccping any sucl� articics on the cicmisccl prcmiscs shall Uc paid by
Tcnant.
I J. Tenant shall bc responsiUle for the maintcnance and rep��ir oi all locks and keys to
sucl� locks and all doors in t]�c dcsnisrd prcmiscs and shall return all kcys to Landiord upou
tcm�ination of d1e Icasc.
2Q "1'ciiant s1i111 give Landtord prompt notice of any accident or casualty occurrmg on or
aUout ihe demiseJ premiscs or thc Building and of �ny dcfcct in tUe plum6ing, heating, air-
conditionin�, �nechanical or c1ecU'ical appau scrving the demised premiscs.
2 L Tcnant shall not mark, paint, drill into or in any way dcfacc tl�c walls, ccilings,
partitions, ilvors or othcr parts of tltc ctcmiscd prcnuscs or thc IIuilding cxccpt with the
20
o�- a-� c�
prior written conscnt of Landlord.
22- Tcnant shall, at the end of cach busincss day, leave the demiscd premiscs in a
rcasonaUly tidy condition.
23. All interior common arcas of il�is �uilding arc decmed "NO SMOKtI3G" arcas. For
exatnple, com�von areas would include thc main cntry arca, liallways, stairwells, elevators,
public res�rooms, Uuilding lounge, skyway to ramp, and other similar areas tivhiel� are not
part of a spccific tcnant spaca Tenaut's demised premises are not covered by tl�is
restriction. Signage will mdicatc thc "No Smoking" policy, howcvcr, Tenant is responsib3c
for infoiming Tenant's cmployccs, clicnts and gucsts of tliis policy.
24. Landlord shall l�ave the right to make such otlxer and further reasonaUle rulcs and
regulations as in its judgcmcnt inay frorri timc to tiinc be needed fmm the safety, care,
clemilincss and app�arance of the demised premises or tl�e Building and thc prescrvation of
good order thcrcin, which shall be oUservcd Uy Tenant, its cmployecs, agents, and scivants.
25. Veliicles arc not to Uc left in fhc parking ramp ovcrnight. Tcnant and his employecs
must providc; vehicle idcntifica�ion to management to assist in prevention of non
authorized use of the parki��g facilities. Unauthorized vehicles lcft ovcrnight are subject to
towing at vchicle owner's expense.
26. Until furthcr noticq thc South Bast stair towcr of Qlc cxtcrior parking ramp ��'ili bc
closed from use due to iPs proximity to the Plazn building and its apparent lack of use by
persons parking in thc parking ramp.
27. Tlic Uuilding loungc arca located on thc first floor is for t4�c use of Tcnant, Tenant's
employees and Tenant's gucsts. Thc loungc arca ���ill Uc open during regular business
hours and locked duting oihcr timcs. Additionally, thc lounge will have a private nrea for
mcctings outsidc of Tcnant's suite. This �u�ea will be available on a first come, first scrved
basis.
2�. Landlord shall havc thc right to make such othcr 1nd furthcr rcasonaUlc rulcs and
regulations as in its judgement muy ti time to time be needed to dcal widi thc location,
and lioiirs for ihc parking of 1�cnant, its cmployccs, agcnts, <ind scrvants in the 4uilding.
Lancllorcl or Laudlord's agcnt will cnforcc building ruics. All complaints for allcgccl
violations of these Uuilding rules should Ue directed in n�riting to tl�c Landlord or
Landiord's agciat. Any violation of thcse Uuilding i�ulcs will nccessitate tern�ination of the
Tcnant's lcase.
21