95-1030ORIGINAL
Presented By
1
Z
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
Re£erred To
Council File #
Green Sheet #
RESOLUTION
SAINT PAUL, NIINNESOTA
Committee: Date
9s�a 3a
a �.� 7�
.
RESOLUTION APPROVING AN AMENDMENT OF THE LEASE BETWEEN
'I'HE CTTY OF ST. PAUL AND MINNESOTA CHILDREN'S MUSEUM, INC.
TO PERMIT THE MUSEUM TO SUBLET A PORTION OF THE PREMISES TO
CREATIVE KIDSTUFF, INC.
VVFIEREAS, the Ciry Council by Council Resolution C.F. 94-888, adopterl 7uly 27, 1994 and
approved by the Mayor on August 3, 1994, authorized the City of St. Paul, "Lessor" or "City", to lease
certain specifically described real property in downtown St. Paul, "Premises", to The Children's
Museum, Incorporated, "Lessee"; and
WFIEREAS, the City Council by Council Kesolution C.F. 94-1073 adopted 7uly 27, 1994 and
approved by the Mayor on August 3, 1994, provided that the Lease shall not be amended or modified
except with the prior approval of the City; and
WHEREAS, pursuant to the above authorities, the City and Museum did enter into a Lease of the
subject Premises on December 15, 1994; and
WHEREAS, as a condition for receiving $1.25 million in Bond proceeds from the State of
Minnesota and other pnblic money from the City and/or the Housing and Redevelopment Authority of the
City of St. Paul, the Premises had to be used for a specific purpose as mandated by the State of
Minnesota and in a manner which would maintain the ta�c exempt status of the Bonds and real property;
and
WHEREAS, the Lease requires that any sublessee be a non-profit organization, and the Museum
has requested permission to sublet approximately 1,000 square feet of retail space on the fust floor in the
northeast corner of the building on the Premises and approximately 500 square feet of storage space to a
for-profit organization for the purpose of operating a museum store consistent with the use permitted to
the Museum in that certain Lease between the City and Museum dated December 15, 1994; and
WHEREAS, the Museum has represented to the City and State of Minnesota that the anticipated
revenue from the museum store would be less than 5% of the total revenues expected to be generated
annually for the Museum, and therefore would not violate the Internal Service Revenue Code, or
Regulations rela6ng to the ta7c exempt status of the Bonds issued for the project, nor make the Premises
talcable for reai estate ta�c purposes; and
WHEREAS, the State of Minnesota, which pursuant to a Grant Agreement between the State of
Minnesota and City, must approve all leases, assignments or other transfers of any interest in the
Premises; and
WHEREAS, the State, as indicated by the attached June 27, 1995 and 7une 30, 1995 letters from
William H. Kuretsky, Assistant Attorney General to Carolyn McCann, attorney for the Museum,
q��a.� b
44 reviewed and gave preliminary approval to a sublease of a portion of the Premises to Creafive Kidstuff,
45 Inc., as specifically provided in said letters.
46
47
48
49
50
51
52
53
NOW THEREFORE BE IT RFSOLVED, the City hereby gives its approval to an amendment of
the Lease with the Lessee so that Lessee may sublet a portion of the Premises to Creative Kidstuff, a for-
profit organization, under the conditions specifically referenced above and in this Resolution, and that the
proper City officials are hereby authorized and directefl to execute an amendment to the I.ease consistent
herewith and in a form approved by the City Attorney.
BE TT FURTHER RFSOLVED, that while Creative Kidstuff shall in all respects be responsible
54 to I.essee for its use of the Premises to promote and provide for public educational and enlightenment
55 activities in the City of St. Paul as Lessee, Lessee shall continue to be fully responsible to Lessor under
56 the terms and conditions of the Lease.
ORIGI�AL
Yeas Navs Absent Requested by Department of:
B a��kev —
crsmzn
Guerin P1an 'n & Econo ' Develo ment
t�arris
Meoar �
Rettman
T un� , By:
� Adopted by Council: Date C 3 C R� Form Ap oved by City Attorney
71 Adopt'on Certified by Council Secretary �� L�
72 By ,
74 By � /
�5 Approved b Mayo . Date ��� Ap r d y Mayor £ r S�ion to
Co c �
3� $Y: -, v 7 � � BY= //�2zG� G�G �'��
9.a�-lo� b
DEPARTMEN7/OFFICE/COUNCIL DATE INITIATE N � � � � � �
g � g GREE SHEF�
CONTA & PHONE/ INRIAIIf AT rrfi INITIAVDATE
' "-- L �IUK. Z�IK�GC�CO ASSIGN (�lCIT1'ATTOFiNEY ��CINCI �� �
NUMBEfl FOR «
MU5T BE ON CAUNCILAGENDA BY(DATE) pOUTING � BUDGET OIRECTOF � FIN. & MGT. SERVICES DIR.
d�2.. G� OFDEF � MAYOR (OR ASSISTANn ❑
O /v �
TOTAL # OF SIGNATURE PAGES (CLIP ALL LOCATIONS FOR SIGNATURE)
ACTION REQUESTE�:
�'�7..+� � M�+ • C!-[rL�� r� �� l.-Ti / �7c
RECOMMENDATIONS: ApProve (A) or Re�ect (R) pERSONAL SERVICE CON7RACTS MUST ANSWER THE FOLLOWING QUESTIONS:
_ P�ANNING CAMMlSS10N _ CWII SERViCE COMMISSION �� Has this pef50nRirm ever Wofked undef a COntfatt fOr this tlepartment?
_ CIB COMMITTEE _ VES NO
_ STAFF Z. Has this personRirm ever been a ciry employee?
— YES NO
_ oISTRiCT CoUA7 — 3. Does this personRirm possess a skill not no�mally possessed by any current city employee?
SUPPORTS WNICH COUNCII OBJECTIVE? YES NO
Ezplain all yes answers on separete sheet and ettach to green sheet
INITIATING PROBLEM, ISSUE, OPPORTUNITY (Who. W�at, When, Where. Why).
v�� � � � �� � �r'K11L
1a'�w�' JI�K
ADVANTAGES IF APPROVED.
�2�' p���- tx72f�"ri3 d�3��V�1. (�QEY�'a- �i Ilo�
DISAOVANTAGES IF APPFlOVE�
p ��� — � � �t : ����� �,�n��:t
Iv ° ""'
��� � � ����
__n... �.��.�,. ��� .
�ISADVANTAGES IF NOT APPROVED
� � ( KT DiY��I� � /l071#
TOTAL AMOUNT OF TRANSACTION $ � COST/REVENUE BUDGETED (CIRCLE ONE) YES NO
FUNDI(dG SOURCE �' ACTIVITY NUMBER �
FINANCIAL INFORMATION� (EXPLAIN)
�
L�sE
THIS LEASE AMENDMENT is made as of this day of ,
1995, by and between the CITY OF ST. PAUL, MINNESOTA, a Minnesota
municipal corporation, "City" or "Lessor", and THE CHILDREN'S
MUSEUM, Incorporated, a Minnesota non-profit corporation, "Museum"
or "Lessee":
AHEREAS, pursuant to City Council Resolutions C.F. 94-888,
adopted July 27, 1994 and appz'oved by the Mayor on August 3, 1994,
and C.F. 94-1073, adopted July 27, 1994 and approved by the Mayor
on August 3, 1994, Lessor and Lessee entered into a December 15,
1994 Lease, "Lease", concerning property in downtown St. Paul,
Minnesota legally described as follows:
That part of Lot 3 lying Southeasterly of the
Northwesterly one foot thereof; that part of Lot 4 lying
Southeasterly of the Northwesterly one foot thereof; all
of Lots 5 and 8; and the Northwesterly one-half of lot 6;
all in Block 11, Bazil & Guerin's Addition to St. Paul
"Premises";
and
AHEREAS, the Museum wishes to sublet approximately 1,500
square feet of the Premises to Creative Kidstuff, Inc. "Creative
Kidstuff��, a£or-profit corporation, so that Creative Kidstuff can
operate a museum store consistent with that use which Lessee has
been given under the Lease; and
AHEREAS, the approximately 1,500 square feet of the Premises
to be sublet to Creative Kidstuff shall be approximately 1,000
square feet of retail space located on the first floor in the
northeast corner of the building on the Premises and approximately
500 square feet of storage space; and
WHEREA3, City Council Resolution C.F. 94-1073 requires that
the Lease shall not be amended or modified without the prior
approval of the City and Section 14 of the Lease provides that any
assignment or subletting of the Premises must be to a non-profit
organization; and
WHEREAS, the purposes of these and other provisions in the
City Council Resolutions and the Lease is to make sure that the
Premises are used in a manner that has been authorized by statute
and that the Bonds issued for this project and the Premises remain
tax exempt; and
WHEREAS, Lessee represents that the use of the Premises by
Creative Kidstuff, as presented to the City, would be as permitted
by Lessee, and would generate less than 5$ of the entire annual
revenue anticipated for the Museum, and therefore would not violate
the Internal Revenue Service Code, or Regulations relating to the
9�i�
tax exempt status of the Bonds issued for this project, nor make
the Premises taxable for real estate tax purposes; and
AHEREAS, Lessor further represents that Creative Kidstuff's
use of the Premises will be to promote and provide public
educational and enlightenment activities in the City of St. Paul,
and
AHEREAS� Lessor believes the use of the Premises as
specifically represented to it by Lessee would serve the best
interests of the City.
NOA THEREFORE� TSE PARTIES AGREE TO THE AMENDMENT OF T$E LEASE
AS FOLLOAS:
1. A new paragraph 47 is added to the Lease to read as
follows:
47. Sublease of Part of Premises to Creative Kidstuff,
Inc. Lessee may sublet approximately 1,500 square feet of
the Premises to Creative Kidstuff under the terms and
conditions of that certain Sublease Agreement between
Lessee and Creative Kidstuff which is attached hereto and
incorporated herein by reference, provided further that:
a. Lessee shall require that any inconsistencies or
conflicts between the terms of the Lease and
Sublease shall be controlled by the terms of the
Lease.
b. Lessee shall require that Lessor shall be named
additional insured on all insurance policies
Creative Kidstuff is required to obtain in the
sublease.
c. Lessee shall require that Creative Kidstuff
indemnify, hold harmless and protect and defend the
City against all claims made or damages resulting
from Kidstuff's use of the Premises.
d. Lessee shall require that all notices which
Creative Kidstuff is required to be given to Lessee
shall also be given to the City.
e. Lessee shall not be removed from any of its
responsibilities or obligations under the Lease
notwithstanding the subletting of a portion of the
Premises to Creative Kidstuff.
f. Lessee shall provide in the Sublease that
Creative Kidstuff's interests in the subleased
Premises can not be assigned, transferred, or
2
��-,a3v
sublet without prior written approval oP Lessee and
the City.
g. Lessee shall provide in the Sublease that the
Sublease is subject to the Lease.
2. That in all other respects, the Lease shall remain in £ull
force and effect.
CITY OF ST. PAUL, MINNESOTA
By
Its Mayor
By
Its City Clerk
By
Its Director of Finance
and Management Services
and
THE CHILDREN'S MUSEUM INCORPORATED
�
m
`
APPROVED AS TO FORM:
Commissioner of Finance for the State
of Minnesota
'�ElT1
3