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95-1220 R I G,I�IA L RESOLUTION SAINT PAUL, MINNESOTA Presented By: Referred To: 1 2 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 Committee: Date 1� BE IT RESOLVED, ihat the proper City officials are hereby authorized and directed to execute on behalf of the City of Saint Paul (Police Department) a Lease Agreement with the Port Authority of the City of Saint Paul at 345 Wabasha Street in the Lowry Square Building, respectively, for the purpose of conduc[ing police work in the immediate community. The Lease Agreemeni shall be for a period of one year commencing December 1,1994, or the date of Tenant occupancy, whichever occurs earlier, and ending November 30, 1995, in the amount of One Doltar($1.00). This Lease wiil automatically renew annually, either party shall have the right to cancel this Lease with thirty days written notice to either party. The Saint Paul Police Department shal{ indemnify, save and hoid harmtess tfie Port Authority of the City of Saint Paui against ail liabilities, damages, ciaims, fines, penalties, costs and other expenses which may be imposed upon, incurred by, or asserted against the Lessor from ihe pertormance of the Saint Paui Police Department. Requested by Department of: Police BY: . ."..'y�,� Adopted by Council: Date'� �SL,,, �\�� j �� . AdoptiomCertified by Council Sec[etary: BY: `� � � c�� i A Approved by May , BY� AiL Approval Recomms By: B�rm� AppFws� ,� �o � Appro ed by Mayor BY� lUII�� Councii File # 9 S- t a a� Green Sheet # � s3s g � Budget Director: ne , 2 ? '�� � �issi� to CounciL• � • � ✓C" q�s -� a�. � DEPARTMENT/OFFICE/COUNCIL DATE INITIATED N� 2 8 5 8 4 GREEN SHEET A ERSON 8 PHONE INITIALlDATE INtT1AVDASE OEPARTMEMDIRE CIT'COUNCIL Chief WilliaznFinne 292-3588 ��� CITYATfOflNEY OCIT'CLERK MUST BE ON CAUNCIL AGENDA BY (DATE) �N��UFOR O �� DIflECfOR � FIN. & MGT. SERVICES Dlq, OAOEH MAYOR (OP ASSISTAPIn O TOTAL # OF SIGNATURE PAGES (CLIP ALL IOCATiONS FOR SIGNATURE) ACTION REQOESTED: . Pass the auached Council Resolution for authorization to enter into an agreeme� for space to be used as a commuwity policing site. RECOMMEN�ATIONS: Apprwe (A) or Re�ect (R) pERSONAL SERVICE CONTRACTS MUSi ANSWEH THE FOLLOWINCa QUESTIONS: _ PIANNING COMMISSION __ CIVIL SEFVICE COMMISSION �� Has this person/tirm ever worke0 un0er a contrac[ For this departmeM? _CIBCOMMITTEE _ YES NO _ S7AFF 2. Has ihis person/firm ever been a cily employee? — YES NO _ DIS7raICr COURi _ 3. Does this personflirm possess a skill not nortnally possessetl by any current crty employee? SUPPORTS WHICH COUNCIL OBJECTIVE? VES NO Explain all yes answers on separete sheet anC attach to grcen sheet INITIATING PROBLEM, ISSUE, OPPORTONITY (Who. What. When, Where, Why�; Passage of the a#ached Council Resolution allows the Saint Paul Police Department to eciter imo a Lease Agreement with the Port Authoriry of the City of Saint Paul at 345 Wabasha Street in the Lowry Square Building for the purpose of conducting police work in the immediate community. � ADVANTAGES IFAPPROVED: Continued operatian of downtown police services. ���`�� ������ � � �� �"a°���i �`3 S�au:;�uP JAf� � I 1��� DISADVANTAGES IF APPROVED� m, `°"°�._.-..�-_�_._' ' None. R��E���� .� S�f� w 7 1°S5 ���g �� ��r�€���.� DISA�VANTAGES IF NpT APPROVED: No location for the downtown beat. TOTAL AMOUNT OF TRANSACTION $ COST/REVENUE BUDGE7EU (CIRCLE ONE) YES NO FUNDING SOURCE ACTIVITV NUMBEfl FINANCIAL INFORMATION (EXPLAIN) `r , r '(l "\ �„ P: 6�ti ` \�-/�\� v �\k�� !` w � � �� � � ��� �� � 5 -�'� � AGREEMENT OF LEASE LOWR SQIJARE BUILDING THIS AGREEMENT OF LEASE ("Lease") is made and entered into as ofNovember 18• 1994, by and between the PORT AUTHORITY OF THE CITY OF SAINT PAUL, a public body corporate and politic, created pursuant to Chapter 469 of Minnesota Statutes ("Lessor"), and The Citv of St. Paul Po ice Department, ("Tenant"). t: : :CIE '.Z�lfi�l�, Lessor owns a mixed use building located at 345 Wabasha Street, Saint Paul, Minnesota, commonly Imown as the Lowry Squaze Building. Lessor desires to lease to Tenant a portion of the Lowry Square Building hereinafter described, and Tenant desires to lease the same from Lessor. NOW, THEREFOR�, THE PARTIES AGREE AS FOLLO`vS: l. SUBMISSION OF LEASE. The submission of the Lease for examination does not constitute a reservation of or option for the Leased Premises, and this Lease shall become effective as a Lease only upon execution and delivery thereof by Lessot and Tenant, and Guazantor, if any. 2. THE LBASED PREMISES. Lessor leases to Tenant, and Tenant rents of and from Lessor, 345 Wabasha St. in the Lowry Squaze Building, consisting of approximately 1 440 rentable square feet (as defined herein) as described and shown on E�ibit A, attached hereto and made a part hereof. Said portion of the Lowry Square Buiiding is refened to herein as the "Leased Premises". Lessor reserves the right to relocate Tenant to a comparable space at the same rent and at Lessor's expense. TERM. The term of this Lease shall be for a period of one (1) year comsnencing December 1,1994, or the date of Tenant occupancy, whichever occurs eazlier, and ending November 30, 1995, uniess terminated earlier as provided herein. This Lease wi11 automatically renew annually. Tenant and Lessor shall have the right to cancel this Lease thirty (30) days written notice to either party. 4. ANNUAL RENT. Upon commencing December 1 1924, Tenant shall pay to Lessor, payable at the address designated in this Lease For service of notice upon Lessor, or at such other place as Lessor may designate in writing to Tenant, as Base Rent, exclusive of any other charge to be paid by Tenant, the following; on the first day of December, in the amount of One Dollar ($1.00). gs-la� The above monthly rental rates are based on a presumed 1 440 squaze foot rentable azea. Upon compietion of the improvements, Lessor shall have the space measured and the rental payment will, if necessary, be adjusted up or down to reflect the actual rentabie squaze footage occupied by Tenant. 5. SECURITY DEPOSIT. Deleted 6. LESSOR'S WORK. Lessor shall not construct, or cause to be constructed, any improvements. Lessor, or its contractor or contractors, shall not be required to perform any construction or make any installations which are not set forth on Exhibit "B". 7. TENANT'S WORK. Tenant, at its cost and expense, and with no right of reimbursement from Lessor, shali do all work and make all instaliations ("TenanPs Work") necessary foz TenanPs use and occupancy of the Leased Premises. Any and all changes to Lease Premises must be approved in advance by Lessor. 8. CALCULATION OF RENTABLE AND USEABLE SQUARE FEET. Useable Square Feet is defined as Rentable Square Feet foz the purposes of this lease. 9. OPERATING EXPENSES. The Annual Rent (section 4) represents base rent and operating expenses. 10. USE OF LEASED PREMISES. Tenant, and its approved sublessee, shali use the Leased Premises for purposes of conducting police work 3n the immediate community. In the event the particular use of the Leased Premises increases the premium rate for insurance carried on fl7e Lowry Square Building, Tenant shall pay Lessor, upon demand, the amount of such premium increase. It is agreed that use of the Leased Premises for general office purposes does not so increase said premium rate. Tenant shall not use, occupy, suffer or permit any use of the Leased Premises which wouid (a) violate any law, ordinance, or regulation; (U) constitute a nuisance; (c) result in excessive noise or emission of unpleasant odor; (d) violate, suspend or void any policy or policies of insurance insuring Lessor or the Leased Premises. 11. USE OF COMMON AREAS. Tenant shall have the non-exclusive use, in common with others entitled to use the same, of the common azeas of the Lowry Squaze Building. "Common areas" shall include, without limitation, access facilities, walkways, stairways, elevators, hallways and public rest rooms. 12. RLTLES AND REGLTLATIONS. Tenant's exclusive use of the Leased Premises and non-exclusive use of the common areas shall be subject to the terms and conditions of this Lease; all reasonable rules and regulations prescribed by Lessor from time to #ime with respect to the 2 �s -��.� � operation of the Lowry Square Building and its common areas. Rules and Regulations in effect as of September 12, 1994 aze attached as E�ibit "C". 13. ACCEPTANCE OF THE LEASED PREMISES. The occupancy by Tenant of the Leased Premises, or any part thereof, shall constitute an acknowledgment by Tenant, and shall be conclusive evidence, that the Leased Premises are in the condition called for by this Lease and that Lessor, or its contractor or contractors, has performed all of Lessor's Work, except for such items which are not completed and do not conform to the requirements of Lessor's Work, and as to which Tenant shall have given written notice to Lessor within sixty (60) days after the commencement date and except for Iatent defects. As to items about which Tenant has notified Lessor, to the extent such items are Lessor's responsibility, Lessor, or its contractor or contractors, shall proceed expeditiously and diligently to complete any such items which ue not completed and/or correct any items which do not conform to Lessor's Work. As a condition thereof, Tenant shall allow Lessor, its employees or contractors, to enter the Leased Premises to perform any remedial work required to be performed, and shall cooperate with Lessor, its employees or contractors, so that such remedial work can be accomplished as quickly as is reasonable under the circumstances, and with the least amount of interruption to the business of Tenant. Such items, if any, remaining to be completed or corrected shall not entitle Tenant to refuse tp take possession of the Leased Premises, and the term shall commence on the commencement date, provided, the items remaining to be completed or corrected are noY substantial. 14. REQUIRENIENT PAYMENTS ARE "RENT' ; INTEREST ON LATE PAYNIENTS; BAD CHECK CHARGE. In addition to Annual Rent, all other payments required to be paid by Tenant under the provisions of this Lease shall be deemed to be and shall become additional rent, whether or not the same be designated as such. All provisions dealing with abatement of rent shall be constn:ed to pennit the abatement of annual hase rent and additional xent, except to the extent specificaliy provided to the contrary. All payments required to be paid by Tenant under the provisions of this Lease shall bear interest at a rate of eighteen percent (18%) per annum if Tenant is a corporation, or such lower rate iequired or higher rate ailowed by said statute, as amended, if Tenant is other than a corporation, commencing five (5) days after the due date of each payment and continuing unfii the date actually paid by Tenant. 15. UTILITIES AND SERVICES. Except on Sundays and holidays, and provided Tenant is not in default under any of the terms and conditions of this Lease, Lessor shall fiunish such � heat and air conditioning in and about the Leased Premises as shall be necessary for the comfortable use and occupancy of the Leased Premises during customary business hours for the use set forth in Paragraph 3. "Customary business hours" hereby are defined to mean 7:00 a.m. to 7:00 p.m., Monday through Friday, and 9:00 a.m. to 1:00 p.m. on Saturdays. Lessor shall fiuxiish such water, sd�+ag� usage or renrtal, elevator serviee and janitorial service as shall be necessary for the comfortable use and occupancy of the Leased Premises for the use set forth in Pazagraph 9. The 3 `�S -� a� expeases incident to the fumishing o`such utilities and services shall be operating expenses for the purposes of Pazagraph 8, unless sepazately metered to and paid by Tenant, such as electricity. Failure to fiunish such utilities and services by reason of emergency, breakdowns, the necessity for repairs or improvements, fire, other casualty, accident, riot, shike, act of God, or by any cause beyond Lessor's control, shall not: (a) be construed as an eviction of Tenant; (b) result in abatement of rent or other chazges; (c) in any way render Lessor liable for damages to person or property incurred by Tenant or any other person or entity by reason of such failure; or (d) release Tenant from the prompt fulfillment of any of its agreements under this Lease. If Lessor provides additional electrical power to enable Tenant to operate any heat generating machines and equipment, computers, or any other types of machines and equipment requiring additional electrical power, or if Lessor provides any other utility which is in excess of that contemplated for the use set forth in Paragraph 3 at the inception of this Lease, Tenant shail pay the cost thereof on a monthly basis to Lessor. 16. RELEASE OF LESS�R; INDENINIFICATTON OF LESSOR. All personal property of Tenant of any kind that may be on or at the Leased Premises shall be at the sole risk of Tenant, or those claiming through or under Tenant. The Lessor shall not be liable to TenanC, or to any other person or entity: for any personal injury or property damage occurring in, on, or about the Leased Premises; for airy negligence on the part of Tenant, its agents, contractors, licensees, or invitees; or for any nuisance resulting from the use of the Leased Premises by Tenant, its agents, contractors, licensees, or invitees. Tenant shall indemnify and save hannless Lessor against all liabilaties, damages, claims, fines, penalties, costs and other expenses, including reasonabie attorneys' fees (collectively ° Indemnified Liabilities"), which may be imposed upon, incurred by, or asserted against Lessor by reason of the following: any use of the Leased Premises or any part tl�ereof by Tenant, its agents, contractors, licensees, or invitees; and any personal injury, death, or property damage occurring in, on, or about the Leased Premises. Said indemnification shall not include claims result- ing from the negligence of Lessor, its agents or employees. The liability of the Tenant hereunder shall in no event exceed the limits of Minnesota statute 466. 17. WAIVER OF SUBROGATION. Lessor waives its right of subrogation for damage to the Building of which the Leased Premises are a part, the contents therein, loss of use thereof, and/or loss of income. Tenant waives its right of subrogation for damage to property in the Leased Premises, loss of use thereof, loss of income andlor accounts receivable. Prioz to the commencement date, and as often as may be necessitated thereafter due to change in insurance, Tenant sha11 provide to Lessor acknowledgment by Tenant's insurer or insurers of the foregoing waiver of its right of subrogation; provided, however, fl1e failure by Tenant to provide such acknowledgment shall not negate Tenant's waiver of its right of subrogation. 18. CARE OF LOWRY SQUARE BiJILDING AND COMMON AREAS. Lessor, at Lessor's cost and expense, shall make all necessazy repairs to the foundation, sttuctural components of exterior walls, structural interior walls, structural beams, structural columns and structural C! qs-��.� members. The foregoing to the contrary notwithstanding, but subject to the waiver of subrogation, any damage to any of the items which are Lessor's responsibility pursuant to the provisions c,£th�Q paragraph caused by any act or negligence of Tenant, its employees, agents, invitees, licensees, or contractors, shall be repaired or replaced promptly by Tenant. 19. CAILE OF LEASED PREMISES BY `tENANT. Tenant shall maintain the Leased Premises in a clean, sanitary and safe condition; and shall maintain the Leased Premises in as good condition and repair as they were in at the commencement of the term of this Lease, reasonable wear and tear excepted. If after ten (10) days' notice and opportunity to cure, Tenant fails to keep and preserve the Leased Premises in the state of condition required by the provisaons of this Lease, Lessor, at its option, may put or cause the same to be put in the condition and state of repair agreed upon, and in such case, Tenant, on demand, shall pay the costs thereof plus an amount equal to fifteen percent (15%) of such expenditures for overhead and supervision. 20. ALTERATTONS AND IMPROVEMENTS BY TENANT. Subsequent to Tenant's Work, Tenant shall not make any changes, additions, and improvements to the Leased Premises without the prior written consent of Lessor. 21. MECHAlVICS LIBNS. Tenant shall pay timely for labor and material fixrnished to Tenant or claimed to have been furnished to Tenant in connection with work of any character perfornled or claimed to have been performed on the Leased Premises, at the direction or with the consent of Tenant. Tenant shall not permit any mechanics or similar liens to remain upon the Leased Premises incident to the foregoing. However, Tenant may contest the validiry of such lien or claims, provided, Tenant shali give to Lessor, if required by Lessor, reasonable security to insure payment and to prevent any sale, foreclosure or forfeiture of the Leased Premises by reason of such non-payment. Upon a final determination of the validity of any such lien or claim, Tenant shall ianmediately pay any judgment or decree rendered against Tenant or Lessor, including but not 1'amited to, ail proper costs and charges, and shali cause such lien to be released of record without costs to Lessor. 22. LE5SOR'S ACCESS. Lessor, its agent, employees and/or contractors, shall have the right to enter the Leased Premises at a11 reasonable times, and other than in an emergency, upon reasonable advance aral notice, for the purpose of inspecfion, cleaning, repairing or impzoving the Leased Premises or other premises in the Building, including, but not limited to, the right, but not the obligation, to install, maintain, use, repair, and replace the pipes, ducts, conduits, and wires leading through the Leased Premises, provided, that such entry shall be accomplished in a manner that will cause as little interference with and inconvenience to the TenanPs use as is reasonable under the circumstances. Any interference with or inconvenience to the Tenant arising out of the exercise by Lessor of the rights set forth in this paragraph shall not constitute a breach by Lessor of any of its agreements in this Lease, and shall not resuit in any diminution of rent or liability on the part of Lessor hy reason of inconvenience, annoyance or injury to Tenant's business. Lessor, or its agents, shall have the right to exhibit the Leased Premises to prospective tenants or to prospective purchasers at any time. �s �ta�. , 23. TENANT'S INSUILSNCE. The tenant, being an ann of the City of St. Paul, has deemed itself self insured. The tenant is hereby in agreement with the foliowing terms of indemnification, in addition to the previous indemnification pazagraph. INDEYINITY Lessor shall not be liable to Tenant or to any other person or persons for or on account of any injury, death, or damage occasioned in, on or about the Leased Premises to persons or property of any nature or sort whatsoever or wheresoever azising, or for or on account of any death or any injury to persons or properiy that may result by reason of any future lack of repair of the Leased Premises, or from the use, misuse, or nonuse of the Leased Premises or improvements thereon or at any part thereof, any equipment, fiunishings, or fixtures therein, or apparatus thereof by any person lawfully or unlawfully upon said premises, or by or from any act, omission, or neglect of any such person, or by or from the acts of tenants of adjoining or contiguous property, or in any manner whatsoever growing out of the future condition or use of the Leased Premises or improvements or any part thereo£ Tenant covenants and agrees to indemnif}� aud hold Lessor harmless from and on account of any and a111oss, daznage, claim of damage, liability, expenses, costs, and attorney's fees azising out of, resulting from, or incurred in connection with the matters or things hereinbefore specified, and from and against any and all damage or liability arising from any accident or any occurrence causing injury or death to any person or damage to any property whomsoever or whatsoever and due direcfly or indirectly to the use, misuse, or nonuse by Tenant or any of its agents, contractors, servants, employees, or licensees or the conditian of the Leased Premises or any part thereof or any appurtenances or equipment thereof or therein, oz arising out of any failure of Tenant in any respect to comply wiYh any of the requirements or provisions of this Lease. Nothing herein shall be deemed to increase the limits of Tenant's tort claim liability beyond the limits established by Chapter 466 of Mimiesota statutes. � 24. LESSOR'S INSURANCE. On or before occupancy by Tenant of the Leased Premises, Lessor shall obtain, and thereafter shall keep in force for the term of this Lease, and any renewal or extension thereof, comprehensive general liability insurance, fire and extended coverage insurance, boiler and pressure vessel insurance, rents insurance, and such other insurance as Lessor deems necessary or advisable to obtain and malntain, on the Building and the common areas and all property and interest of Lessor in the Lowry Squaze Building, with coverage in amounts as deemed prudent by Lessox. 25. DAMAGE BY FIRE OR OTHER CASUALTY. Tenant, immediately upon Tenant's discovery thereof, shall give notice to Lessor of any damage caused to the Leased Premises by fire or other casualty. Tf Tenant does not so notify Lessor, Tenant shall be liable for all consequential damages resulting from its failure to so notify Lessor, in addition to every other right and remedy which Lessor may have pursuant to this Lease, at law or in equity. � �s - � �. �. If the Leased Premises aze damaged or destroyed by fire or other casualty, and such damage or destruction is certified within a reasonable period of time thereafter, in writing, hy a licensed contractor to be repairable within sixty (60) days after the date of such occurrence, this Lease shall remain in full force and effect, and Lessor, subject to the provisions hereinafter set forth, shall proceed with due diligence to repair such damage or destruction, at its expense, and in that event, there shall be a proportionate abatement of rent and all other chazges for so much of the Leased Premises as may be untenable until zepair or restoration. If the Leased Premises are damaged or destroged by fire or other casualty, and such damage or destruction cannot be so certified to be repairable within sixty (60) days after the date of such occunence, but can be so certified to be repairable within one hundred twenty (120) days after the date of such occurrence, and Lessor shall give Tenant notice within fifteen (IS) days after the date of such occurrence of its intention to repair within said one hundred twenty (120) days, then this Lease shall remain in full force and effect, and Lessor, subject to the provisions hereinafter set forth, shall proceed with due diligence to repair such damage, at its expense, and in tlaat event, there shall be a proportionate abatement of rent and all other charges for so much of the Leased Premises as may be untenable until repair or restoration. If Lessor does not give said fifteen (15) days' notice to Tenant of Lessor's intention to repair, this Lease may be canceled at the option of Lessor or Tenant if notice is given by either party to the other within sixty (60) days after the expiration of Lessor's fifteen (15) days' notice period. If the Leased Premises are damaged or destroyed by fire or other casualty, and such damage or destruction cannot be so certified to be repairable within one hundred twenty (120) days after the date of such occunence, this Lease may be canceled at the option of Lessor or Tenant if notice is given by either party to the other within thirty (30) days after it has been determined that the Leased Premises cannot be so certified to be repairable within said one hundred twenty (120} days. In the event Lessor is obligated, or exercises its election, to repair the Leased Premises, its obligation to so repair shall be contingent upon receipt of sufficient insurance proceeds to complete such repairs and shall be limited to repair or replacement of tenant improvements. If for any reason whatsoever, Lessor does not receive sufficient insurance proceeds to complete such repairs, notwithstanding any prior elections by Lessor, Lessor shall have no obligation to make such repairs or reconstruction. If Lessor is obligated, or exercises its election, to repair the Leased Premises, Tenant shali proceed with due diligence, at TenanPs sole cost and expense, to repair or replace Tenant's Work and other, improvements installed by Tenant at its own expense. Lessor s1�a11 not be responsible or 1iable to Tenant for any consequential damages whatsoever caused by any damage or destruction to the Leased Premises, nor for any delay in repaaring or replacement, nor for inability to repair or replace, nor for any other cause whatsoever beyond Lessor's control. �iS-1�2� 26. ASSIGNMENT OR SUBLEASE. Tenant may not, voluntarily or by operation of law, assign or transfer this Lease, or sublease the whole or any part of the Leased Premises, without the prior written consent of Lessor, which consent will not be unreasonably �rithheld. 27. NOVATION IN THE EVENT OF A SALE BY LESSOR. In the event of tha asle of the Leased Premises, Lessor shall be and hereby is relieved of all of the covenants and obligations created hereby and such sale shall result automatically in the purchaser assuming and agreeing to carry out all the covenants and obligations of Lessor herein; provided, however, that Lessor shall not be released from any claim resulting from a default of Lessor occurring prior to tl�e date of such sale. 28. ESTOPPEL CERTiFICATE. Within ten (10) days after request therefor by Lessor, or in the event that upon any sale, transfer, or financing, an Estoppel Certificate shall be requested from Tenant, Tenant agrees hereby to deliver in recordable form an Estoppel Certifi- cate to the Lessor, any proposed purchaser, transferee or lender, certifying to such correct facts relating to this Lease as may be requested reasonably by Lessor. 29. REMEDIES OF LESSOR. In the event that during the term of this Lease any of the following occur: A. Teilant shall have failed to pay any installment of rent or any other chazge provided herein, or any portion thereof, when the same shall be due and payable, and the same shall remain unpaid for a period of five (5) days after the same is due; B. Tenant shall have failed to comply with any othez provision of this Lease, and shall not have cured such failuze witYun thirty (30) days after Lessor, by written notice, has informed Tenant of such noncompliance; provided, however, in the case of a default which cannot be cured with due diligence within a period of thirty {30) days, Tenant shall have such additional time to cure such default as may be reasonably necessary, provided Tenant proceeds promptly and with due diligence to cure such default after receipt of said notice; or C. Tenant shall make an assignment for the benefit of creditors or be adjudicated a bankn.ipt; then Lessor upon written notice to Tenant may elect eiYher {i) to cancel and terminate this Lease, and this Lease shall not be treated as an asset of Tenant's estate, or (ii) to ternunate Tenant's right to possession only without canceling and terminating TenanYs continued liability under this Lease. Notwithstanding the fact that initially Lessor elects under (ii) to terminate Tenant's right to possession only, Lessor shall have the continuing right to cancel and terminate this Lease by serving five (5} days' written notice on Tenant of such fitrther election, and shali have the right to pursue any remedy at law or in equity that may be available to Lessor. [] q5 -1 �� In the event of election under (ii) to terminate Tenant's right to possession only, Lessor may, at Lessor's option, enter into the Leased Premises and take and hold possession thereof, without such enhy and possession terminating this Lease, or releasing Tenant, in whole or in part, from Tenant's obligation to pay the rent hereunder for the full stated terzn. Upon such re-entry, Lessor may remove all persons and property from the Leased Premises, and Pu�h property may be removed and stored in a public wazehouse or elsewhere at the cost of and for the account of Tenant, without becoming liable for any loss or damage which may be occasioned therehy. Such re-entry shall be conducted in the following manner: without resort to judicial process or notice of any kind in the situation where Tenant has abandoned or voluntarily surrendered possession of the Leased Premises; and, otherwise by resort to judicial process. Upon and after entry into possession without termination of the Lease, Lessor may, but is not obligated to, relet the Leased Premises, or any part thereof, to any person, firm, or corporation, other than Tenant, for such rent, for such time and upon such terzns as Lessor, in Lessor's sole discretion shall determine, but Lessor shall not be required to accept any tenant offered by Tenant or to observe any instruction given by Tenant about such relettino. Lessor may make alterations and repairs, and redecorate the Leased Premises to the extent deemed by Lessor necessary or desirable. Upon such re-entry, Tenant shall be liable to Lessor as follows: A. for the unpaid installments of rent and other unpaid sums which were due prior to such re-entry, which sums shall be payable forthwith; B. for the installments of rent and other sums faliing due pursuant to the provisions of this Lease for the periods after re-entry during which tlae Leased Premises remain vacant, which sums shall be payable as they become due hereunder; C. for all expenses, including leasing commissions, attomeys' fees, costs of alter- ations, repairs and redecorating, which shall be payable by Tenant as they are incurred; D. while the Leased Premises are subject to any new lease or leases made pursuant to this paragraph, for the amount 6y which the monthly installments payable under such uew lease or Ieases is less than the monthiy installment for all chazges payable pursuant to this Lease, which deficiencaes shall be payable monthly; and E. for interest upon all of the foregoing as provided in this Lease. No such re-entry oz taking possession of the Leased Premises by Lessor shall be construed as an election on its part to terminate this Lease unless a written notice of such intention be given to Tenant. If Tenant shall default in the performance of any covenant zequired to be performed by it under this Lease, taking into consideration the grace periods provided in this pazagraph, Lessor 95 -t ��. may perform the same for the account and at the expense of Tenant. If Lessor at any time is compelled to pay, or elects to pay, any sum of money by reason of the failure of Tenant to compIy with any provision of this Lease, or if Lessor is compelled ta incur any expense, including reasonable attorneys' fees, in instituting, prosecuting or defend'mg any action or proceeding instituted by.reason of any default of Tenant hereunder, the sum or sums so paid by Lessor shall be due from Tenant to Lessor on the next date following the payment of such sums upon which a regulaz monthly rental payment is due, together with interest, at the rate as specified in this Lease. No right or remedy herein confened upon or reserved to Lessor is intended to be exclusive of any other right or remedy herein or by law provided, but each shall be cumulative and in addition to every other right or remedy given herein or now or hereafter existing at law or in equity or by statute. 30. ACCORD AND SATISFACTION. No payment by Tenant or receipt by Lessor of a lesser amount than the payments required to be paid by Tenant shall be deemed to be other than on account of the earliest rent and other chazges required to be paid, nor shall any endorse- ment or statement on any check or similaz payment be deemed an accord and satisfaction, and Lessor shall accept such check or payment without prejudice to Lessor's right to recover the balance of such rent or other required payment, or pursue any other remedy provided in this Lease. Accord and satisfaction, if any, shall be accomplished by a separate document executed by Lessor and Tenant. 31. DEFAULT BY LESSOR. Lessor shall not be deemed to be in default under this Lease until Tenant has given Lessor written notice specifying the nature of the default which Lessor is obligated to cure, and Lessor does not cure such default within ten (10) days after receipt of such notice; provided, however, in the case of a default which cannot be cured, with due diligence, within a period of ten (10) days, Lessor shall have such additional time to cure such default as may be reasonably necessary, provided Lessor proceeds promptly and with due diligence to cure such default after receipt of said notice. 32. SIGNS; WTNDOW COVERINGS. Tenant shall not place or cause to be placed any sign or lettering on the exterior of the Building, in the halls or other common azeas, or on the Leased Premises without the prior written consent of Lessor. Tenant shall have the right to place a sign or lettering on the entrance to the Leased Premises, and on any sign directory provided by Lessor, provided the location, style, text, size and color are first approved in writing by Lessor. Any sign or lettering not so approved may be removed by Lessor at Tenant's expense. Tenant, at its expense, may install drapes and window coverings, provided such drapes and window coverings are in harmony, as determined by Lessor, with the exterior and interior appearance of the Lowry Square Building and create no safety or fire hazard. If installed, Tenant shali maintain such dzapes and window coverings in an attractive and safe condition. lo �S-I�.�. 33. CONDITION OF LEASED PREMISES AND LESSOR'S PROPERTY AT TBRMINATION. At termination of this Lease, Tenant sha11 vacate and deliver the Leased Premises, aI1 partitions, improvements, alterations and other property of Lessor to Lessor in as good order and condition as the same were in on the commencement date or were thereafter placed in by Lessor or Tenant, reasonable wear and teaz excepted. On or before the last day of the term of this Lease or the sooner termination thereof, Tenant, at its expense, shall remove ali of its equipment from the Leased Pzemises, and any property not removed shall be deemed abandoned. To the extent Tenant's properry is removed pursuant to this paragraph, Tenant, at its cost and expense, shall repair any damage done to the Leased Premises by such removal. If Tenant chooses not to remove its property, Lessor may require Tenant, at Tenant's cost and expense, to remove its property and restore the Leased Premises to good condition and repair. All alterations, additions and fixtures, other than TenanP5 equipment, which have been made or instaIled by either Lessor or Tenant upon the Leased Premises shall remain as Lessor's properry and shall be surrendered with the Leased Preznises as a part thereof. Tenant shali surrender promptly all keys for the Leased Premises or locks therein to Lessor at the place then fixed for payment of rent. If Tenant fails to deliver the Leased Premises and Lessor's property to Lessor in the condition required by the provisions of this pazagraph after ten (10) days' written notice and opportunity to cure, Lessor, at its option, may make such repairs, and any expenditures made in connection with such work shall be due and payable from Tenant upon demand, plus an amount equal to ten percent (10%) of such expenditures for overhead and supervision. If the Leased Premises are not surrendered at the end of the term or sooner termination thereof, Tenant snall indemnify Lessor against loss or liability resulting from delay by Tenant in so surrendering the Leased Premises, including, but not limited to, any claim made by any succeeding tenant based upon such delay. 34. RELATIONSHIP OF THE PARTIES. Nothing contained in this Lease shall be deemed or construed by the parties hereto or by a third parry to create the relationship of principal and agent or of partnership or of joint venture or of any association whatsoever between Lessor and Tenant, it being expressly understood and agreed that neither the method of computa- tion of rent, nor any other provisions contained in this Lease, nor any act or acts of the parties hereto, shali be deemed to create any relationship between Lessor and Tenant other than the relationship of Lessor and Tenant. 35. NOTICES. All notices and communications of similar legal import from either Lessor or Tenant to the other shall be in writing and shall be considered to have been duly given or served if sent by first class certified or registered mail, return receipt requested, postage prepaid, to the party or parties at its address set forth below, or to such other address as such party may hereafter designate by written notice to the other party or parties. A. If to Lessor, to: Port Authority, City of St. Paul 1900 Landmazk Towers 345 St. Peter Street St. Paul, MN 55102 ii ��-la.�. B. If to Tenant, to: St. Paul Police Attn: Cmdr. Sturner 345 Wabasha St. St. Paul, MN 55102 36. DEFII�IITION OF LESSOR, TENANT AND GUARANTOR; JOINT AND SEVERAL LIABILITY. The words "Lessor", "Tenant" and "Guarantor" used herein shall include the plural thereto and the necessary changes required to make the provisions hereof apply to corporations, partnerships, associations, or men or women shall be construed as if made. If two or more parties aze referred to collectively under one designation, the liability of each shall be joint and several. 37. CORPORATE TENANT OR GUARANTOR. If Tenant or its Guarantcr, if any, is a corporation, the persons executing this Lease on behalf of Tenant and such Guarantor hereby covenant, represent and warrant: that Tenant and such Cruazantor, as the case may be, is duly incorporated, is in good standing, and is duly qualified to do business in Minnesota; suitable evidence thereof shall be supplied to Lessor upon execution of this Lease by the parties hereto; that each person executing this Lease on behalf of Tenant and such Guarantor, as the case may be, is an officer of Tenant and such Guarantor, as the case may be, and that he, she or they, as such officer, aze duly authorized to execute and deliver this Lease; and an appropriate certified copy of corpozate resolution or authorization shall be supplied to Lessor upon execution of this Lease by tl�e Tenant and such Guazantor, as the case may be. 38. WAIVER. The receipt of rent by Lessor with knowledge of any breach of this Lease by Tenant or of any default on the part of Tenant in the observance or perFormance of any of the obligations or covenants of this Lease shall not be deemed to be a waiver of any provisions of the Lease. Payment of rent by Tenant with knowledge of any breach of this Lease by Lessor or of any default on the part of Lessor in the observance or performance of any of the obligations or covenants af this Lease shall not be deemed to be a waiver of any provision of this Lease. No failure on the part of Lessor or Tenant, as the case may be, to enforce any obligation or covenant herein contained, nor any waiver of any right hereunder by Lessor or Tettant, as the case may be, unless in writing, shall dischazge or invalidate such obligation or covenant or affect the right of Lessor or Tenant, as the case may be, to enforce the same in the event of any subsequent breach or default. 39. INVALIDITY. If any part of this Lease or any part of any provision hereof shail be ad}udicated to be void or invalid, then the remaining provisions hereof not specifically so adjudicated to be invalid sha11 be executed without reference to the part or portion so adjudicated insofaz as such remaining provisions are capable of execution. 40. GOVERNING LAW. This Lease shall be subject to and governed by the laws of the State of Minnesota, and all questions concerning the meaning and intention of the terms of this Lease and concerning the validity hereof and questions relating to performance hereunder 12 � 5 -� �. �. shall be adjudicated and resoh�ed in accordance with the laws of that state, notwithstanding the fact that one or more of the parties now is or may hereafter become a resident of a different state. 41. HEADINGS. The headings of the pazagraphs and subpazagraphs of this Lease are for convenience of reference only and do not form a part hereof and shail not be interpreted or construed to modify, limit or amplify such paragraphs and subpazagraphs. 42. PARTTES IN INTEREST. This Lease shall inure to the benefit of and be binding upon the heirs, executors, administrators, successors and assigns of Lessor; and shall inure to the benefit of, subject to the provisions of Paragraph 25, and be binding upon the successors and assigns of Tenant. 43. SHORT FORM LEASE. Neither party shall record this Lease without the written consent of the other party; however, upon the request of either Lessor or Tenant, the other party shall j oin in the execution of a memorandum or so-called "short form" of this Lease for the purpose of recordation. Said memorandum or short form of this Lease shall describe the parties, the Leased Premises, the term of this Lease, any special provisions, and shall incorporate this Lease by reference. Any fees required to be paid in order to record such memorandum or short form of this Lease shall be paid by the party desiring to record such memorandum or short form of this Lease. 44. ENTIRE AGREEMENT; EXHIBITS. This Lease, including the E�ibits, contains the entire agreement of the parties. It may not be changed orally, but only by an agreement in v✓riting signed by the party against whom enforcement of any waiver, change, modification, extension, or discharge is sought. 45. COiJNTERPARTS. This Lease may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same instruznent. 13 �s—��.� a The parties hereto have duly executed this Agreement of Lease effective as of the date and yeaz first above written. PORT AUTHORITY OF THE CITY OF S�T PAUL � BY %� rts �_���' TENANT: The City of �t-R�u1 Police Dept. APPR D TO F �: By �✓ - -- - --�'="= '----,����=_=---- Its Police Assistant City Attorney � �� Its Director Deot. of Finance and Mana_ement Services 14 � s-1�� STATE OF MINNESOTA ) ) ss. COINTY OF RAMSEY ) On this �a- day of 'JV ; r1 r/Yl � r YI 1�� �°�e me, a Notary Pubiic within and for said County, personaily appeazed �Nnl �/�K. � c,�-rn,`<c/J and to me p. lly known, who being each by me duly sworn, did say that they are, respectively, the���< � a c� and the of the PORT AUTHORITY OF THE CITY OF SAINT PAUL, the public corporation named in the foregoing instrument, and that the seal affixed to said instrument is the corporate seal of said corporation, and that said instrument was signed and � ed on behalf of said corporation by authority of its Boazd of Commissioners, and said (L�. � i 1� c� and acknowl- edged said instrument to be the free act and deed of said corporation. � / STATE OF MTNNESOTA ) } SS. COLNTY OF 12AMSEY ) LAUR7E A. SIEVER NOTARY PUBLIC - MINNESOTA RAMSEY COUNTY PT.y comm�ss�on expires 9-24-g7 On this day of 19_, before me, a Notary Pubiic within and for said County, personally appeazed and _ , to me personally known, who being each by me duly sworn, did say that they are, respectively the of and the _ one of the corporations named in the fozegoing instrument, and that the seal affixed to said instrument is the corporate seal of said corporation, and that said instrument was signed and sealed on behalf of said corporation by authority of its Board of Directors, and said � said instrument to be the free act and deed of said corporation. acknowledged Notary Pubiic i � 15 .. �� � (�/,� r' it c--- 1�3a.cs vHSVevM cn E� � � :'.� � • F Z • � = � . �` a � ; � . • w . Q�. ' P , j 3 � r , a' -� • r _ . a . �. . ,' , o -) . . .� , a - _�_—{ . . ' ... _ .� . .� O ♦ O q a 4 • I . � � \i • � • I � \` `, n`F ... . H N .r '. j ' . .^"�' t . 6 ��: -.:` ,_� ..' �_� r , D ' , ' ,g �e, ; • � . . . ' � r �' �� r , . ' � �<���`�'� - . . ��� ��, . .. - � E Y„ ' - :'y�E�' , . . . . . '•3���# . , � ' . -:���� ' � ' �.. .. ' a . ..';t : ��� �. .,. ;�:�a- . . , . . J; � + - ' _ - ; '_. . _ - - - ,� � • . . . ' • -_". �. t ' . �' �: -.- : ...'�. "';3�.�L"��.t' _ ', . .- S"J:.r,• — _ . .', . . . t� ..�ti, •^',._... . . ��;; , - � - • . .i' i ' . ' • ��•` � _ , �r • f , �7.I� �. ` � � . . � K � � .i Y � � F ..Y -� l�. � l : . ., x �h�.: A: �. . . , Z � � ,,,, _ _ ; Z. - �T :-- ':> .:� . !� '�C..�.�� .:1 :. . r � � �r-�- � � -� : � •,' M �Y� ���tJi�����=. ' '' � V ��'f"! ,.., ' ' .. :r +. Y`s—••_7�-'; �. _ ,y • ,� i.,J ..t. �'���,... }_.•�: /'f"'._.. .. � � �.{ � �.. . F�+ v � T � - T . .-. � .��• . hl�� �•�(� �/ �: ' �Y:. + ' �� �•.r 'S _ � � ~� �•�� _ .' .i_ ..:.a�-�y 1-Y--c`i�.':.}�:'. �' . . ���..• �� � � � • Q a� � U 'O L c� � e�� � � ^' •�R � .-:�i }y-JyrT� _ [� �' p c �� -.'�;�� � �/� �. �- y'C - y X'_�•_. �� `i��. L G � O Q � �-- � � � l'J w � N Q _ � Q � � � q5_�aa 19 �11: : LESSOR'S WORK Lessor agrees to have the ceiling and lighting cleaned, painted, or replaced, new carpet installed, install a sink and base cabinet, and paint all of the walls, at Lessor's expense. �i5-�aa LOWRY SQUARE BUIL�3ING RULES AND REGULATIONS l. No awning or other projection shall be attached to the outside walls of the Leased Premises or the Project. No curtains, blinds, shades or screens visible from the e�terior of the Project shall be attached to or hung in, or used in connection with the Leased Premises without the prior written consent ofLessor. Such curtains, blinds, shades, screens or other fu�tures must be of a quality, type, design and color, and attached in the matter approved by Lessor. 2. Tenant, its servants, employees, agents, representatives, customers, invitees and guests shall not obstruct sidewalks, dziveways, enuances, passages, corridors, vestibules, halls, elevators and stairways in and about the Project which are used in common with other tenants and their servants, employees, agents, representati ✓es, customers, guests and invitees, and wluch aze not a part of the Leased Premises. Tenant sk�all not piace objects against partitions or doors or windows which would be unsightly $om the Project comdors or from the exterior of the Project, and will promptly remove any such objects upon notice from Lessor. Tenant, its servants, employees, agents, representatives, customers, invitees and b ests shall not go upon the roof or mechanical floors of the Project. 3. Tenant shall not make noises, cause disturbances or vibrations or use or operate anp electrical or electronic devices that emit sound or other waves or disturbances or create odors, any of wluch may be offensive to the other tenants and occupants of the Pro}ect, or that would interfere with the operating of any device, equipment, radio television broadcasting or reception from or within the Project or elsewhere, and shall not place or install any projections, antennas, aerials or similar devices inside or outside of the Leased Premises or on the Project, and shali not bring animals into, or allow animals to be brought into, the Project, without prior written consent ofLessor. 4. No person or contractor not employed by the Lessor sha11 be used to perform janitorial work, window washing, cleaning, maintenance, repair or sunilaz work in the Leased Premises without the prior written consent of the Lessor. 5. Lessor shall have the right to prohibit any advertising by Tenant which in Lessor's reasonable opinion tends to impair the reputauou of the Project or its desirability foz office use, and upon written notice from Lessor, Tenant shall refrain from or discontinue such advertising. qS-1�a 6. No portion of the building shall be used for the purpose of lodging rooms or for any immoral or unlawful purposes_ 7. Tenant, its servants, employees, a�ents, representatives, customers, invitees and a ests shall not park on Project driveways, publicly dedicated streets and alleys or areas directly adjacent to Project entrances where prohibited. Tenant shall furnish and utilize masonite or plastic chair pads under desk chaus. 9. Nothing to be attached to tenant suite doors. 10. Tenant shall use picture hangers provided by building for any items to be hung on walls. 11. Lessor reserves the right in its sole judgement to pre-approve a.11 plans and sgecifications and Tenant wilt refer a11 approved conxractors, contractors' representatives and installation technicians rendering any service on or to the pzemises for Tenant to Lessor for Lessor's approval and supervision before performance of any contractuat service. This provision shall apply to a11 work performed in the Building, including instaltation of telephone, telegraph equipment, electrical devices and attachments and installations of any nature affecting �loors, walts, woodwork, trim, windows, ceiliugs, equipment or any other physical portion of the Building. Such approval, if given, shall in no way make L.essor a party to any contract between Tenant and any such contractor, and Lessor shall have no Iiability therefor. 12. Lessor reserves the right at any time to take elevators out of service to Tenants for exclusive use by the Building management in servicing the Building. 13. Tenant shall ensure that deliveries of materials and supplies to the Leased Premises are made through such entrances, elevators and corridors and at such times as may from time to time he designated by Lessor, and shall promptly pay or cause to be paid to Lessor the cost of repaizing any damage in the building caused by any person making such deliveries. 14. Tenant shall ensure the furniture and equipment being moved into or out of the Leased Premises is moved tluough such entrances, elevators and comdors and at such times as may be designated by Lessor, and shall promptly pay or cause to be paid to Lessor the cost of repairing any damage to the Building caused thereby. 15. Tenant shall at all tunes conduct its business in a reputable manner as a quality retai] establishment in accordance with the standazds of the zetail azea and shall not conduct any fire, bankruptcy, going out of business, moving "Lost ouz Lease" or auction sales, either real or fictitious. 16. Tenant shall not give, sell, or offer for sale, or e�ibit any articie, thing, goods or services . �5-�aa outside the Premises or in the common azeas without the prior written consent of Lessor, which may be withheld or granted according to Lessor's sole discretion. 17. Unless specifically provided herein and then only upon strict compliance with such provisions, Tenant shall not manufacture, distribute, store, sell or give away any alcoholic liquor. 18. Tenant will comply with all requirements for state, municipal or other governmental inspections, licenses and permits and will prompdy pay all proper fees and charges in connection therewith, failin� which Lessor may, but need not, pay any and all such fees and charges for the account of Tenant. 19. Tenant shall keep all entrances, passages, courts, corridors, vestibules, ha11s, approaches, exits, elevators and stairways free from all obstructions of every kind and from ashes, garbage, litter and refuse of every kind and in a clean and sanitary condition. 20. If Tenant furnishes heat, Tenant sha11 maintain the temperature in the Premises high enougb to prevent the freezin� of water in plumbing fixhues and all other damage caused by low temperature. 21. Unless Lessor gives advance written consent, neither Tenant nor any trustee, receiver, assignee or any other person acting for or on behalf of Tenant, Tenant's estate or creditors, shall conduct an auction on the Premises. 22. Tenant shall occupy the Premises upon the Lease Commencement Date and thereafter will continuously conduct its business in 100% of the Premises in strict accordance with the Pernutted Uses, for such hours of operation as shall be deternuned and established exclusively by Lessoz. 23. Tenant shall not conduct itself in any manner wluch is inconsistent with the character of the Building as a first quality building or wluch wiil impair the comfort and convenience of other tenants in the Building. 24. In these Rules and Regulations, Tenant includes the employees, agents, invitees, and licensees of Tenant and others pemutted by Tenant to use or occupy the Leased Premises.