07-850Return copy to: (DHN)
PW/Technical Services—Real Estate
1000 City Hall Annex
Council File #
Green Sheet #
RESOLUTION
PAUL, MINNESOTA
Presented By
3037329
. i
2 WHEREAS, on M� 5 19 e City of Saint Paul ("City") entered into a Building Option and Lease
3 Agreement (E�ibit "A") with Verizon Wireless (VAG� LLC, d/b/a Verizon Wireless ("Verizon"), to
4 pernut Verizon to construct and maintain a communications facility on the Public Safety Building located at
5 100 East l l Street, Saint Paul; and
7 WFIEREAS, in connection with the future redevelopment of the Public Safety Building site, the City has
s asked Verizon to relocate its communications facility to the Robert Street Parking Ramp, located at 95 East
9 7�' Street and owned by the Housing and Redevelopment Authority of the City of Saint Paul ("HRA"); and
l0
11 WHEREAS, said relocation will require the termination of the current Lease between the City and Verizon,
12 as set forth in the draft Lease Termination Agreement, attached hereto as Ea�hibit "B", and the execution of a
13 new lease between the HRA and Verizon, as set forth in the draft Building Lease Agreement, attached
14 hereto as Exhibit "C"; and
15
16 WHEREAS, the City is obligated under the current Lease to pay all relocation costs of the communications
17 facility, estimated to be $220,000, said costs expected to be paid with HRA funds; now, therefore be it
1s
19 RESOLVED, that the Mayor and City Council hereby authorize the proper city officials to execute said
20 Lease Termination Agreement between the City and Verizon, in a form and content substantially as set forth
21 in the draft agreement attached hereto as E�ibit "B"; and be it further
22
23 RESOLVED, that the HRA is requested to authorize and execute said Building Lease Agreement with
24 Verizon, and to provide compensation for all costs associated with the relocation of the communications
25 facility in accardance with the terms of the Agreement.
2 6
Requested by the Department of:
:
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Director
Adopted by Council: Date � /� .2 !1
Adoption Certified by Council Secretary
By: �
Approved by ate
By:
Form Approne by Citx rney
By: '/ �' � ��
v
Approved b ay fo Submis o t Council
By:
07-8's"o
G:�Iteal EstateSLeases\HRA\Vemm� Lease.Resolntion doc
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Green Shee# Green 5heet Green Shee# Green Sheet Green Sheet Green Sheef
. D�-��D
Departmentfo�ce/council: Date Initiated:
P p -Po��e��ea� T2-AUG-07 Green Sheet NO: 3037329
Contact Person 8 Phone:
Dave Nelson
266-8860
Must Be on Council Agenda by (Date;
Doc. Type: RESOLUTION
E-Doc�ment Required: Y
Document Contact: Dave Nelson
Contact Phone: 266-8860
Total !I of Signature Pages Cli�
■�►
Assign
Number
For
Routin9
Order
Locations for Signature�
8 ublic Works � �f
�
1 oliceDe arnnent ChiefHarrin�ton ���
2 iri Attome I Chad Staul �
3 avots 053ice Ma or/Assistant
4 ouncil
5 i Clerk Cti Clerk
6 ubGcWorks DaveNelson
CONSENT AGENDA. Approval of a resolurion authorizing the terminarion of a lease between the City and Verizon Wireless and
requesting the HRA to appzove a new lease with Verizon for the relocation of communicafions equipment from the Public Safety
Building to the Robert Street Parking Ramp
idat�ons: approve (a) or rce�ea (tt):
Planning Commission
Cl6 Cammittee
Civil Service Commission �, � . '
r`
Must Answer
,` I 1. Has this personlfirm ever worked under a contract for lhis depariment?
Yes No
2. Has this personlfirm ever been a city employee?
Yes No
3. Does ihis personlfirtn possess a skill not normatly possessed by any
current city employee?
Yes No
F�cplain all yes answers on separate sheet and attach fo green sheet
Initiating Problem, Issues,-�7pportunity (Who, What, When, Where, Why):
The CiTy needs to relocate Verizon Wireiess communications equipment at the Public Safety Building site to make way for the
proposed Penfield residential development. Since Verizon has a current lease that would be costly for the City to terminate without
relocating the egutpment, the City, HRA and Verizon have agreed to move the equipment to the neazby Robert Street Parking Ramp.
The HRA. would pay all relocation costs that would be recouped through lease payments &om Verizon. This resolurion authorizes
termination of the current lease and requests HRA approval of a new lease with Verizon.
Advantages tf Approved:
The City will be able to remove the communications equipment at the Public Safety Building site, which is necessary to redevelop that
site. -
Disadvantages If Approved:
There is a cost tn City/HRA to relocate the equipment It is anticipated tha[ the cost will be recouped through rental payments by
Verizon over the next 10+ years.
Disadvantages if Not Approved: ,T ;,
The City cannot move the communications equipment without terminating the current lease at a innch high'er'cost than under the
proposed re3ocation proposal 'f-'�
'` ����0.
Trensaction:
Funding Source:
Financiai Information:
(Expiain)
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August 22, 2007 11:52 AM Page 1
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MINCAPCNTR
BUILDiNG OPTION AND LEASE AGREEMENT
l'his Buiiding Option and Lease Agreement ( "Aqreement"l is made and entered
into as of the 4th aa� nf Ma� , 19 between Lessor and Lessee as
hereinafter defined.
A. Lessor is the owner of certain real property focated in the County of
Ramsey State of Minrtesota, described in Exhibit A attached hereto and made a part
hereof by this reference (the "Pro e").
B. Lessee desires to obtain an option to lease a portion of the Property
consisting of interior buiiding space and rooftop space for an antenna system (the
"Premises"), as we{I as rights of way for ingress and egress and utilities thereto.
The Premises are described in Exhibit A attached hereto and made a part hereof by
this reference.
For valuabte consideration, the receipt and sufficiency of which are hereby
acknowledged, Lessor and Lessee agree as foliows:
ARTICLE 1.
In addition to the ferms that are defined elsewhere in this Agreement, the
fioilowing terms are used in this Agreement:
(a) Building: fhe building located at 100 East Eleventh Street, St. Pauf,
Minnesota 55101, in which the Premises are located.
(b} Lessor: City of St. Pau{
(c) LessoPs Address: 100 East Eleventh Street
Attn: Howard Horrmann
Supt. CSM Unit
St. Paul, MN
Telephone: 612-292-3599
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D ��g�
(d) Lessor's Rent Payee: City af St. Paul
Address: 10o East Elevenfh Street
Attn: Howard Horrmann
Supt. CSM Unit
St. Pauf, MN
Tetephone: 612-292-3599
TaxlD #: 41-6005521
(e) Lessee: Minneapolis SMSA Limited Partnership
(fl Lessee's Address: US WEST NewVector Group, Inc.
3350 - 161st Avenue Southeast
Bellevue, Washington 98008-1325
P. O. Box 91211
Bellevue, WA 98009-8211
Attention: Real Estate and Construction
- Mail Stop 581
Telephone: (206) 747-4900
(g) Option Period: 1st option period of 12 months, beginning on May 1,
1995 and ending at midnight Aprii 30, 1996; and 2nd option period of
12 months, beginning on May 1, 1996 and ending at midnight Aprii 30,
1997.
(h) Option Paymen#: $500 for the 1st option period, and $506 for the 2nd
option period.
(i) Commencement Date: the commencement date of the Lease, set forth
in the Lessee's Notice of Exercise of the Option.
(j) Expiration date: The date preceding the 5th anniversary of the
Commencement Date, or as extended pursuant to Section 3.03.
(k) Rent: One Thousand and no/100 dollars ($1,000.00) per month.
(i) Renewai Terms: four (4) consecutive pe�iods of five (5) years each,
beginning on the Expiration Date as permitted under Section 3.03
hereof.
ARTICLE 2.
2.01 Option Grant, tn consideration of the Option Payment to be paid by
Lessee to tessor after execution of this Agreement by both parties, Lessor hereby
grants to Lessee the right and option (the "O tfon") to lease the Premises on the
foilowing terms and conditions. The date on which this Agreement has bee�
executed by both Lessor and Lessee shafl thereafter be considered the " Effective
Date" of this Agreement.
2.02 Exercise of Option. The Option may be exercised by Lessee at any time
during the Option Period by notice f�om Lessee to Lessor. Lessee's notice shall
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state the Commencement Date. Upon exercise of the Option tt�e Premises sha(1 be
subject to the Lease for the use described herein.
Lessee may extend the Option Period an additional one year, by giving
notice to Lessor af any time during the Option Period, and by paying an additionaf
payment equal to the Option Payment. The time during which the Opt+on may be
exercised may be further extended by agreement ofi the parties.
2.03 Termination of O�tion. If Lessee fails to exercise this Option within the
Option Period, including any extension thereof, all rights and privileges granted in
this Agreement shall be deemed completely surrendered, this Option shafl be
terminated, and Lessor shall retain all money paid for the Option, and no additional
money shall be payable by either party to the other.
Legal Description. Lessor grants Lessee the right, but not the obligation, at
any time during the term of this Agreement, to obtain a survey of the Premises at
Lessee's expense. The legal description that may be derived from the survey will
become Exhibit B which wili be attached hereto and made a part hereof, and shall
control in the event of any inconsistency between it and Exhibit A.
2.04 R+clht of Entry_ Lessor shall permit Lessee, during the Option Period,
including any extensions thereof, access to the Property and the Premises subject
to such rules and regulations as the Lessor andlor ths Department of Police may
from t+me to time reasonably require for gaining entry to the Premises, at Lessee's
cost, to conduct surveys, feasibility and finat configuration assessments,
environmentai assessments, and other inspections of the Property and Premises, at
Lessee's cost, as Lessee may deem necessary. At the expiration of the Option
Period or any extension thereof, if Lessee has not exercised its Qption, Lessee wili
restore the Premises to their original condition at the Effective Date, reasonable
wear and tear excepted.
ARTICLE 3.
3.01 Lease Term. The initial term of this Lease shall begin on the
Commencement Date and shali expire on the Expiration Date. Beginning on the
Cammencement Date, Lessor sha{I deliver possession of the Premises to Lessee,
fogether with the non-exclusive right for ingress and egress, seven (7) days a week,
twenty-four (24) hours a day, (subject to the entry restrictions set out in Section 2.04
above) for the installation and maintenance of uti{ity wires, cabfes, conduits, and
pipes over, under, or along a twenty-foot wide right-of-way and easement extending
from the nearest public right-of-ways (Eleventh Street) to the Premises. Lessor
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agrees to execute without delay any easement documents as may be required by
any utility company in connection with Lessee's use af the Premises.
3.02 Rent. Each month during the Lease term, Lessee shail pay fhe Rent to
the name and address specified as Lessor's Rent Payee.
3.03 Riqht to Extend. tessee shal{ have the right to extend the term of this
Lease for the first two (2) Renewal Terms. Thereaftet, Lessee shail have the right
to further extend the term of this Lease for two (2) additional Renewal Terms and, at
the end of the fourth (4th) Renewal Term, for annua! periods thereafter, uniess
either party serves written noiice upon the other party at least sixty (60) days prior
to the scheduled expiration af the second Renewal Term or any Renewaf Term
thereafter, of such party's desire that this Lease not be so renewed or extended.
3.04 Renewal Rental. Each month during the first five-year extension term
Lessee shal! pay monthly rent in the amount of One Thousand Two Hundred and
no1100 dollars ($1,200.00); each month during the second five-year e�ctensio� term
Lessee shali pay monthiy rent in the amount of One Thousand Four Hundred Forty
and noJ100 doflars ($1,440.00); each montfi during the third five-year extension term
Lessee shall pay monthly rent in the amount of One Thousand Seven Hundred
Twenty-eight and no/100 dollars {$1,728.00); each month dusing the fourth five-year
extension term Lessee shall pay monthly rent in the amount of Two Thousand
Seventy-four and no1100 ($2,074.00). During any one-year extension following the
fourth five-year extension, the annuai rentai shali be Twenty-nine Thousand Eight
Hundred Sixty-eight and no/100 doflars ($29,868.00), and shall continue to be paid
in equa{ monthly instaNments.
3.05 Lessee's Use. Lessee shall use the Premises for the purpose of
constructing, maintaining, and operating a communications facility and uses
incidentai thereto (the "Facii' "). The Facifity may consist of a roof mounted
antenna system and interior building space, including all necessary connecting
appurtenances sufficient to be a fully operable communications facility for its
intended licensed communications coverage areas. This may include, without
limitation, radio transmission and computer equipment, batteries and gene�ator
equipment. Ali improvements shall be at Lessee's expense. The generator
equipment sha{I be enclosed in a sound deadening structure in order to minimize
noise levels. The location of such generating equipment and design of the sound
deadening structure are to be approved in writing by Lessor prior to installation on
the Premises. Lessee shall maintain the Premises in reasonable condifion.
in addition, in the event of a naturaf or man made disaster, in order to
protect the health, welfare, and safety of the community, tessee may erect
BOLA-002 Page 4
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additional te4ecommunicatians facilities and insfall additional equipment on a
temporary basis on the Property to assure continuation of service.
Lessee hereby consents to the use of Lessor's Property by another
communication provider (incfuding tessor) for the erection, operation and
maintenance of a transmission facility (including an antenna structure) so long as {a)
Lessor provides not less than 6Q days' prior notice fo Lessee of the ereetian of such
facifity together with facility specifications for Lessee's approvai, (b) the antenna
structure shall be erected a distance of not less than 20 feet, vertically and
horizontaliy, from Lessee's antenna structure, (c) the erection, maintenance and
opera#ifln of such transmission facilify shall not resu{t in any impairment or
diminution in the quality of the communications service rendered by Lessee to or
from the Property, and (d) no changes sha(1 be made to the antenna structure of
such other provider wifhout Lessee's prior written consent, which consent sha{I not
be unreasonabfy withheld. (Lessor's existing communication equipment shall be
exempt from the preceding provisions of this subparagraph). If Lessee deems, in its
sole discretion, that the provisions of this section have been violated by Lessor or
such other provider, Lessee shall provide Lessor with notice of such violation. if
such violation is not cured or mitigated (at no expense to Lessee) within 24 hours of
receipt of such notice, Lessor shalf cause such other provider to immediately cease
use of its radio system, or portion thereof causing such interference, until such time
as the interference is cured. Lessor shall require that any agreement with such
other provider shail include a provision requiring compiiance by such other provider
with the provisions of this section.
{nterference. Lessor wilf require all occupants at this location to adhere to the
same technical standards (with the exception of LessoPs existing communication
equipment specified in Exhibit B attached hereto and made a part hereof by this
reference). �
in its use of the Premises, Lessee will not interfere with the operations of
Lessor or other existing occupants of the Property. in the event of any such
interference, Lessee shali take all actions necessary to eliminate such interference
in accordance with reasonable technicaf standards. If any such interference inhibits
Lessor's operations on the Property, and Lessee does not correct or commence to
correet such interference within 24 hours, or if there are intermediafe levels of
interterence and Lessee does not correct or commence to correct such interference
within 30 days, Lessee shall discontinue operating such equipment, on Lessor's
demand, unless and until it can be operated without interference, or shall replace
the interfering equipment with alfernative equipment that does not cause such
interterence. Lessee shall additionally have the option to terminate this Agreement.
BOLA-002 Page 5
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Q7��}
tessor agrees that it wiil require any other occupants of the Property
subsequent to Lessea fo provide to Lessee these same assurances against
interference, and Lessor shali have the obligation to eliminate any interference with
the operations of Lessee caused by such subsequent occupants. If such
intetference is not eliminated, Lessee shall have the right to terminate this
Agreement or seek injunctive relief enjoining such interfering use generated by any
other occupant of the Property.
3.06 Termination. This Agreement may be terminafed, without any penalty or
further liability, on 60 days' written notice as follows: (a} by eifher party on defauft of
any covenant or term hereof by the other party, which default is not cured within 60
days following receipt of notice of default (without, however, limiting any other rights
availabie to the parties pursuant to any other provisions hereofl; (b) by Lessee if it is
unable to obtain or maintain any license, permit or other governmental approvai
necessary to the construction or operation of the Facility or Lessee's business; or (c)
by Lessee if the Premises are or become unacceptable to Lessee under Lessee's
design or engineering specification for its Facility or for the communications system
to which the Facility belongs.
No later than 60 days after the termination of this Agreement, by expiration of
the term or otherwise, Lessee wiii remove its personai property and fixtures and
restore the Premises to tfieir condition on the Effective Date, reasonable wear and
tear and casuafty {oss excepted. 1f time for removal causes Lessee to remain on
the premises after termination of this Lease, Lessee sha11 pay rent at the then
existing monthly rate or the existing monthly pro rata basis if based on a longer
payment term, until.such time as the removal of the personal property and fixtures is
completed.
ARTICLE 4.
4.01 Lessee's Insurance. Lessee agrees to maintain general liability
insurance for claims for bodily injury or death and property damage with combined
single limits of not less than $1,000,000 com6ined single occurrence limit and
insurance coverage on a broad form basis insuring against "all risks of direct
physical foss" on afl of Lessee's personal property located in the Premises in an
amount not fess than their full repfacement value.
4.02 Lessor's Insurance. At all times during the term of this Agreement,
Lessor will carry and maintain fire and exte�ded coverage insurance covering the
Building, its equipment and common area furnishings in amounts not less than their
fufl replacement cost. Lessor shail also maintain a program of seff-insurance for
general fiability in amounts reasonabfy determined by Lessor.
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4.o3 Waiver of Subroqation. Lessor and Lessee each waive any and all
rigfits to recover against the other, or against fhe officers, directors, shareholders,
partners, joint ventures, employees, agents, customers, invitees or business visitors
of such other party, for any loss or damage to such waiving party arising from any
cause covered by any property insurance required to be carried pursuant to this
section or any other properry snsurance actually carried by such party. Lessor and
Lessee, from time to time, wiil cause their respective insurers to issue appropriate
waiver of subrogation rights endorsements to afi property insurance poficies carried
in connection with the Building or the Premises or the contents of either.
4.o4 Damaqe. {f the Premises or a portion of the Building necessary for
Lessee's occupancy is damaged during the term of fhis Lease by any casualty
which is insured under standard fire and extended coverage insurance policies,
Lessor will repair or rebui(d the Premises to substantially the condition in which the
Premises were immediately prior to such desfruction. The Rent or Renewal Rent,
as applicable, will be abated proportionate{y during any period in which there is
substantial interference with the operation of Lessee's business. if the Premises are
damaged to the extent that it wouid take, in LessoPs reasonabie judgment, more
than 30 days to repair, then either Lessor or l.essee may terminate this Lease.
4.05 Indemnification of Lessor. During botfi the option period, the initiai term
of this Lease and during any Renewal Term or exfension, the Lessee shafl
indemnify and hold Lessor harmless against any ciaim of liability or loss from
persona! injury o� property damage caused by the negligence or willful misconduct
ofi the Lessee, its servants or agents except to the extent that such ciaims or
damages may be due to or caused by the acts or omissions of the Lessor, its
servants, agents, or any other party for whom Lessor may be responsible.
ART(CLE 5.
5.01 Lessor Compiiance. Lessor represents and warrants that, as of the date
of this Lease, the Premises and the Property comply with ail applicable laws,
statutes, ordinances, rules, codes, regulations, orders, and interpretations of all
federal, state, and other governmental or quasi-governmental authorities having
jurisdiction over the Property (collectively, "Laws"), including, without Amitatian, the
Americans with Disabilities Aet of 1990. At its soEe cost and expense, Lessor wilf
promptly comply wifh a11 Laws, and will cause the Premises and the Property to
comply with all Laws (including, without limitation, the Americans With Disabilities
Act of 1990), except to the extent that such compliance is required solely as a result
of Lessee's use or occupancy of the Premises. If any modifications are required to
be made to the Properly after the date hereof as a result of any Laws, Lessee shalf
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have no liabifify for any costs therefor, whether as a pass-through of operating
expenses oroiherwise.
5A2 Lessee Comaliance, lessee wiii promptly compiy with all Laws relating
to Lessee's use or occupancy of the Premises. At its sole cost and expense,
Lessee wii{ promptly cause the Premises to comply with aif Laws to the extent that
such compfiance is required solely as a result of Lessee's use or occupancy of the
Premises.
5.03 Environmental Matters.
(a) Lessor's Obligations.
(1) Lessor hereby represents and warrants to Lessee that:
(A) the Property is not contaminated by any Hazardous
Materials;
(B) no portion of the Property is being used for the treatment,
storage, or disposal of any Hazardous Waste;
(C) no Hazardous Materials are being used, generated, or
disposed of on or about the Property except in compliance with all
applicabie Environmental Laws.
(D) the Property is not on any governmental {ist of contaminated
properties, nor is any investigation, administrative order or notice,
consent order, or agreement for litigation i� existence or anticipated
with respect to the Property.
(2� Lessor covenants that, during the term of this Agreement, it
wili not cause or permit the treatment, storage, or disposal of any Hazardous Waste
in, on or about any part of the Properiy by Lessor, its agents, empioyee§, or
contractors, and it will permit the introduction of other Hazardous Materials to the
Property only in campliance with al{ Environmenta{ Law�s.
(3) Lessor will be solely responsible for and will defend,
indemnify, and hold Lessee, its agents, and employees harmiess from and against
all direct claims, costs, liabifities and penalties, inciuding reasonable attorney fees
and costs arising out ot or in connection with Lessor's breach of its obligation under
this section. Lessor will be solely respansible for and will defend, indemnify, and
hofd Lessee, its agents, and emptoyees harmless from and against any and alf
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direct ciaims, costs, iiabilities and penalties, including reasonable attorney's fees and
costs, arising out of or in connection wifh the removal, GERCLA or other cleanup, or
restoration of the Property, excapt for any cleanup caused by Lessee's irrtroduction
of Hazardous Materials to the Property.
(4) if removaf, cieanup or restoration work materially interferes
with the Lessee's use of the Premises for a period in excess of fourteen (14) days,
tessee may terminate this Lease on notice to the Lessor.
(b) Lessee's Obliaations.
(1) Lessee wiil not cause or permif the storage, treatment or
dispasal of any Hazardous Materials in, on, or about the Premises or any part ofi the
Property by Lessee, its agents, employees or contractors. Lessee wiil not permit
the Property to be used or operated in a manner that may cause the Property or any
part of the Prqperty to be contaminated by any Hazardaus Materials in violation of
any Environmentaf Laws.
(2) Lessee will be solely responsibie for and wili defend,
indemnify, and hold Lessor, its agents and employees harmless from and against all
direct claims, costs, and fiabiiities, including reasonabie attorney's fees and costs,
arising out of or in connection with Lessee's breach of its obligations in this section.
(3) Lessee will be solely responsible for and will defend,
indemnify and hold Lessor, its agents, and empfoyees harmless from and against
any and alt direct claims, costs and liebilities, including reasonable attorney's fees
and costs, arising out of or in connection with lessee's introduction of Hazardous
Materials to the Property.
(c) Mutual Obligations. Each party wiN promptly notify the other party
of (1) any and all enforcement, cleanup, remedial, �emovai, or other govemmental or
enforcement cieanup or other governmenta{ or regulatory actions instituted,
completed or threatened pursuant to any Environmental Laws relating to any
Hazardous Materials affecting any part of the Property; and (2} ail claims made or
threatened by any third party against Lessee, Lessor or any part of the Property
relating to damage, contribution, cost recovery, compensation, foss or injury
resulting from any Hazardous Materials on or about the Property or any part of the
Property.
(d) Definitions. "Hazardous Materiais" means asbestos, expfosives,
radioactive materials, hazardous waste, hazardous substances, or hazardous
materials including, without limitation, substances defined as "hazardous
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substances" in the Comprehensive Environmental Response Compensation Liabilify
Act of 1980, as amended, 42 U.S.C. § 8601-9657 ("CERCLA"); the Hazardous
Material Transportation Act of 1975, 49 U.S.C. § 1801-1812; the Resource
Conservafson Recovery Acts of 1976, 42 U.S.C. § 6901-6987; the Occupational
Safety and Heatth Acf of 197d, 29 U.S.G. 651 et seq., or any other federai, state or
locai statute, law, ordina�ce, code, rule, regulation, order or decree regulating,
relating to, or imposing liability or standards of conduct concerning hazardous
materials, wastes o� substances now or at any time hereinafter in effect (coilectively,
"Environmentai Laws").
"Nazardous Wasfe" means hazardous waste as defined under the
Resource Conservation Recovery Act of 1976, 42 U.S.C. § 6901-6987.
(e) The obligations of this Articie shafl survive the expiration or other
termination of this Agreement.
ARTICLE 6.
6.01 Utilities and Taxes. Lessee will be respansib{e far all utilities required by
its use of the Premises. Lessee wi(i pay its proportionate share of utilities furnished
by Lessor, or will arrange to have its utifities separately metered.
Lessee wiil pay any increase in reai estate taxes caused by the
improvements constructed thereon by Lessee. In the event that the real estate tax
assessment on Lessor's property reflects Lessee's improvements, Lessor agrees to
provide to Lessee in a timely manner a copy of the assessment. Lessee may
contest, at its expense, any assessment imposed on the Premises or Lessee's
activities.
6.02 Title and Quiet Enjovment. Lessor represents and warrants to Lessee
that {a) Lessor has fuli right, power, and authority to execute this Agreement, and
will provide Lessee with evidence of such autfiority; (b) Lessor has good and
marketable title to the Premises free and clear of any fiens or mortgages except
those matters which are of pubiic record as of the EfFective Date; and (c) there is
direct legal ingress and egress to the Premises for Lessee's use for vehicles and
pedestrians from a public right-of-way. Lessor further covenants that Lessee shal{
have quiet enjoyment of the Premises during the term of this Agreement and any
renewai thereof. For any encumbrance which is a matter of pubiic record Lessor
will promptly obtain from such encumbering entity a non-disturbance agreement
stating that, so long as Lessee is not in defauit hereunder, this Agreement wii!
cantinue in full force and effect.
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� �-g�
Lessor agrees to notify Lessee immediately if at any time during the
term of this Agreement Lessor decides fo subdivide, sell, or change the status of the
Premises or ihe Property, or if Lessor leams of any pending or threatened or
cantemplated actions, litigatian, claims, condemnations, or other proceedings which
would affect the Premises or any part of the Premises, or any land use or
development proposals afFeciing property +n the vicinity of the Property of which
Lessor receives actuaf Notice.
6.03 Successors and Assigns. This Agreement shall run with the Property
and shall be binding on and inure to the benefit of the parties, their respective
successors, personai representatives and assigns.
6.04 Camalete Agreement. It is hereby mutually agreed and understood that
this Agreement contains ali agreements, promises, and understandings between
Lessor and Lessee and that no other agreements, promises, or understandings shali
or wiil be binding on either Lessor or Lessee in any dispute, controversy, or
proceeding at faw, and any addition, variation, or modification to this Agreement
shall be void and ineffective unless in writing and signed by the parties hereto.
6.05 Applicabfe taw, This Agreement and the performance thereof sha(1 be
governed, interpreted, construed, and regulated by the laws af the state in which the
Premises are located.
6.06 Natices. Aii notices and other communications including changes in the
Lessor's Rent Payee, required or permitted under this Agreement shali be in writing
and shall be given by United States first class maii, postage prepaid, registered or
certifred, return receipt requested, or by hand delivery (including by means of a
professional messenger service) addressed to the party for whom it is intended at its
address set forth in section 1. Any such notice or other commun+cation shall be
deemed to be effective when actualfy received or refused. Either party may 6y
similar notice given change the address to which future notices or other
communications shall be sent.
6.07 Authori . Each of the individuals executing this Agreement on behalf of
the Lessee or the tessor represents to the other party that such individual is
authorized to do so by requisite action of the party to this Agreement.
6.08 Disputes. Any ciaim, controversy or dispute arising out of this
Agreement shall be settied by arbitration in accordance with the appiicable rules of
the American Arbitration Association, and judgment upon the award rendered by the
arbitrator may be entered in any court having jurisdiction thereof. The arbitration
shafl be conducted in the county where the property is located.
BOLA-002 Page 11
4l1J94
a�-s�
6.9 Recordinv. Lessor shall execute and Lessee sha{f be permitted fo record,
at any time, a memorandum of this Agreement. Lessee shail also be permitted to
recard a notice of exercise of the Option, which shaii evidence the commencement
of the Lease concurrent with the sxercise of the flption as provided herein. if the
Option is not exercised or if the Lease portion of this Agreement is terminated prior
to the expiration of its ferm, Lessee shail record an apprapriate instrument to clear
the memorandum from the title ta the Property.
IN WITNESS WHEREOF, tfie parties hereto have set their hand and aifixed
their respective seals the day and year first above written.
LESSOR:
City of St. Paul
LESSEE:
Minneapolis SMSA Limited Partnership
8y: U
:
NewVector Group, Inc.
Its: .._.,..,...... ....... �...�.., ,.,�.,�
Date: � �� R �
BOLA-002 Page 12
4/1/94
�� ��
PARTNERSHIP ACKNOWLEDGMENT
STATE OF WASHiNGTON )
)ss.
COUNTY OF KiNG ) �
The foregoing instrument was acknowiedged before me this�? day of ,
199 S hy ��i6h&8! A {"��mm 4 n8c , dS
of U S WEST fVewVector Group, Inc. the generaf partner, of Minneapolis SMSA
Limited Partnership, a Limited Partnership, on behalf of the partnership.
IIV WITNESS WHEREOF, 1 have hereunto set my hand and affixed my officiai
�day and year first above wri� , n � A pTA+ RFG'e,,,
� I � .� M`- 510N�.�.•. O I
Notary
residing at �
My appointment
H��Y
_,�,..
pveuc
MUNICIPAL CORPORAT(ON ACKNOWLEDGMENT
STATE OF MINNESOTA
COUNTY OF RAMSEY
)
)ss.
)
The foregoing instrument was acknow(edged before me this 4TH day ot May,
1995 by William Finney, as Chief of Police of the City of St. Paul, a municipaf
corporation, on behaff of the corporation.
IN WITNESS WHEREOF, i have hereunto set my hand and affixed my official
seal the day and year first above written.
%���'�[-� � G�� `.���2.�
Notary blic in nd for
The Staie of
residing at
My appointment expires: .� rZt - y1�'
BOU'1���G
4/1/94
.•.�:... ..
Mary f. MacFadaae
� . Nofary Public Minnesola
+ r RAAhSEY COUhTY
My Comnission &D�ros May 26, 1998
aJIINI�IN
Page 13
o7-8�U
MINCAPCNTR
EXHIBIT A
Leqal Descriotion of Propertv
Lots 4 through 11, Bfock 6, Roberts & RandalYs Addition
m
U�-g�v
EXfi(BIT A (PAGE 21
Sketch of Properfv
S'I �.. L
- �OL1� L��l
�
`�NTExl+A oN
. �.._:F'O'F --p�+tuoux.
� �G�E+ �
; ; E-- s2'X 24� ��.c�.
{:'�� _40�Hti.^� L'<VEL �tE.2 L2M
F�i 28gF
:
_:.roLIG� �
.`-�2tic.t u'.� _ . 8
� �1-_tG E
� _'.�?�RKt_i�tG
' ._ ' ��IG i k2Y:!:G
---- - - --------' --' � �-- . ' ... ..
""C+�ESS = (NGRC?S
� �QS.j . �L�.VEhiT�-1 Si_._.
t�tl t�1CAPG(�tTR
' : 100 � ELE.Y�t�l i 11 bi
: S'C PduL M � . .. .
D �-8��
EXH{BIT � c
Existin4 Equipment of Lessor
OPERATING FREQUENGZES OF TEtANSMITTERS CURRENTLY
LICEI3SED TO OPERATE AT 100 EAST ELEVE23TH STREET
153.890 {Mhz)
154.190
154.205
159.295
155.370
155.475
158.835
159.21Q
460.050
460.150
460.225
460.275
460.300
460.375
460.450
460.575
960.600
460.625
854.7125
856.4625
857.9625
858.9625
77243-� 0530200-006f00
MINCAPCNTR
.�(�, Ib{�`.�Q
LEASE TERMINATION AGREEMENT � / ��
This Lease Termination Agreement ("AgreemenY'} is made and entered into as of the
day of , 2007, between the City of St. Paul ("Lessol'} and Verizon
Wireless (VAW) LLC cUb/a Verizon Wireless ("Lessee"J.
WHEREAS, Lessor and Lessee's predecessor in interest entered into a Buiiding Option
and Lease Agreement dated May 4, 1995 (the "Lease") pursuant to which Lessor leases ta
Lessee certain premises (the `Premises"), described in more detail in the Lease, within and on a
building Iocated at 100 East Eleventh Street, St. Paul, Minnesata 55101 (the "Property");
WHEREAS, in connection with the redevetopment of the Property, Lessor has asked
Lessee to relocate its communications facility to the building and property located at 95 East 7th
Street, St. Paut, Minnesota 55101, which is owned by the Housing and Redevelopment
Authority of the City of St. Paul, and Lessee is negotiating a Buiiding Lease Agreement with the
Housing and Redevelopment Authority of the Gity of St. Paul; and
W HEREAS, subject to and conditioned upo� {a) Lessee's entering into the Building
Lease Agreement between Lessee and the Housing and Redevelopment Authority of the City of
St. Paut at 95 East 7th Street, (b) the completion of construction of Lessee's communieations
facility at 95 East 7th Street, and (c) the commencement of commerciaf operations at 95 East
7th Street , Lessor and Lessee desire to terminate the Lease prior to ihe expirat+on of the term
provided for therein, but only on the terms and conditions set forth herein.
NOW, TNEREFORE, Lessor and Lessee agree as follows:
1. Termination of Lease. Subject ta and conditioned upon (a) Lessee's entering
into the Buiiding Lease Agreement between Lessee and the Housing and Redevelopment
Authority of the City of St. Paul at 95 East 7th Street, (b) the completion of construction of
Lessee's communications facility at 95 East 7th Street, and (c) the commencement of
commercial operations at 95 East 7th Street, the Lease is hereby amended to provide that the
term of the Lease will expire at i 1:59 p.m. on the 14`" day of the month foilowing the date that
Lessee has completed construction of its communications faciiity at 95 East 7th Street and has
commenced commerciai operations at 95 East 7th Street (the "Termination Date"). Lessee
shall send written notice of the Termination Date to Lessor at the following address:
City of St. Paul
1000 City Hall Annax
25 West Fourth Street
St. Paul, MN 55102-1660
Attn: Dave Nelson, Rea{ Estate Manager.
2. Removal of Equipment. Subject to and conditioned upon (a) Lessee's entering
into the Building Lease Agreement between Lessee a�d the Housing and Redevelopment
Authority of the City of St. Paul at 95 East 7th Street, (b) the completion of construction of
Lessee's communications facility at 95 East 7th Street, and (c) the commencement of
commercial operations at 95 East 7th Street, Section 3.06 of the Lease is hereby amended to
provide that Lessee has up to ten (10) days after the Termination Date to remove, at its option,
MMCAPCNTR
Lease Tertnination Agreement
953351v1
07-K�
any of its personal property and fi�ures. Lessee is not requfred to clean or restore the
Premises and may a6andon its parsonat property and fixtures except that Lessee must remove
any of its personal property or fixtures that wouid be cansidered hazardous waste under any
appiicable state or federal law if such property was abandoned or discarded. Lessee shall not
be liable for rent during this 10 day removai period.
3. Payment of Lessee's Costs to Relocate. Sub}ect to and conditioned upon (a)
Lessee's entering into the Building Lease Agreement between Lessee and the Housing and
Redevelopment Authoriry of the City of St. Paul at 95 East 7tn Sfreet, (b) the compfetion of
construction of Lessee's communications facifity at 95 East 7th Street, and (c) the
commencement of commercial operations at 95 East 7th Street, Lessor shall pay Lessee's cost
to design, acquire, construct, instaii and test its communications fiacility at 95 East 7th Street,
and Lessor shall pay Lessee's costs to decommission its site on the Premises and terminate the
Lease, which are estimated to be as foflows:
Construction of equipme�t room:
Antenna and cabling installation:
Electrical instailation:
T-1 installation:
installation of electronic equipment:
Electronic equipment not transferred from existing site
Decommissioning of existing site
Architectural design and engineering
Legai fees for termination of Lease and acquisition
of repfacemant site:
Phase I and NEPA review of replacement property:
Titie commitment for replacement property
Site acquisition consultant fees:
$
$
$
$
$
$
$
$
70,Q00
25,000
20,000
3,060
10,000
12,000
20,000
35,000
$ 8,000
$ 4,000
$ 500
12 500
$220,000
The final amount that Lessor shail pay to Lessee shall be adjusted based upon Lessee's
actual costs, as reasonably documented by Lessee. Within ninety (90) days of the Termination
Date, Lessee shail send written notice of the final amount due, along with supporting
documentation, to Lessor at the address listed in Paragraph 1 above. Within ten (i0) days of
receipt of said notice, Lessor shali pay the final amount to Lessee at the address listed in said
notice. Lessor shall include with the payment the designation °M{NCAPCNTR relocation costs."
4. Effect of TerminaYion. From and after the Termination Date, the Lease wili be
of no further force and effect and Lessor and Lessee shaii be released from any further
abligations u�der the Lease, except for those ob{igations that accrued on or before the
Termination Date and those obiigations and indemnifications that survive the Lease expiration
or earlier termination according to the Lease, applicable law or this Agreement.
5. Agreement Nu41 and Void. if, for any reason whatsoever, (aj the contempiated
Buiiding Lease Agreement between Lessee and the Housing and Redevelopment Authority of
the City of St. Paul is not entered into by January 1, 2008, (b) the construction of Lessee's
communications facitity at 95 East 7th Street is not completed by January 1, 2d08, or {c)
commercial operations at 95 East 7th Street are not commenced by January 1, 2008, this
Agreement shali be nuil and void in its entirety.
M W CAPCNTR
Lease Tertnination Agreement
953351v1 2
o � ��
6. Continued Effect. Except as specifica�ly modified by this Agreement, all of the
terms and conditions of the L.ease shall remain in fuii torce and effect. ln the event of a confiict
between any term and provision of the Lease and this Agreement, the terms and provisions of
this Agreement sha{I controi. Afl captions are for reference purposes only and shall not be used
in the construction or interpretation of this Agreement.
IN W{TNESS WHEREOF, Lessor and Lessee have caused this Agreement to be
executed by each party's duly authorized representative{s) effective as of the date written
6elow.
Lt��Y�7:�
City of St. Paul
By
lts: Mayor
8y
lis: City Gierk
�
Its:
Date
Approved as to form 6y:
Assistant Gity Attorney
City of Saint Paul
Date
LESSEE:
Verizon Wireless (VAW) LLC
dlbla Verizon Wireless
Sy:
Howard H. Bower
its: Midwest Area Vice President -
Network
Qate
ACKNOWLEDGEMENTS ON FOLLOWING PAGE.
MINCAPCNTR
Lease Termination Agreement
953351vi
3
a �-��
STATE OF MINNESOTA
COUNTY OF RAMSEY
LESSOR ACKNOWLEDGMENT
)
) SS.
)
The foregoing instrument was acknowledged before me this day of
, 2007, by and
and
the Mayor, City Clerk and of the City ot St. Raul, a municipaf
corporation under the laws ofi Minnesota, on behalf of the municipa! corporation.
Notary Public
F.�i�� ��;►�
COUNTY OF HAMILTON
LESSEE ACKNOWLEDGMENT
)
) SS.
)
On this day of , 2007, before me, the undersigned, a
Notary Public in and for the State of Indiana, duly commissioned and sworn, personally
appeared Howard H. Bower, to me known to be an authorized representative of Verizon
Wireless (VAW) LLC dlbta Verizon Wireless, the company that executed the foregoing
instrument, and acknowledged said instrument to be the free and vofuntary act and deed of
Verizon Wireless (VAW) LLC d/b/a Verizon Wireless, for the uses and purposes therein
mentioned, and on oath stated that he is authorized to execute the said instrument.
IN WITNESS WNEREOF, i have hereunto set my hand and affixed my officiai seal the
day and year first above written.
Print or Type Name:
Notary Public in and for the State of {ndiana
My appointment expires:
MtNCAPCNTR
Lease Tertnination Agreement
953351v1
��