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96-403Covncil File # 9 L- 4 0 3 Presented By ����������� RESOLUTION SAINT PAUL, MINNESOTA Green Sheet # 3 G i G � �7 Committee: Date Referred to 1 RESOLUTION AUTHORIZING AGREEMENT WITH THE BOYS AND GIRLS 2 CLUB OF SAINT PAUL TO LEASE AND MANAGE THE BELVIDERE SITE. 3 WITNESSETH: 4 5 WHEREAS, CITY is the owner of certain property known as the 6 Belvidere Recreation Site which is located within the corporate 7 limits of the City of Saint Paul, and said property is legally 8 described as follows: 9 10 11 12 13 14 15 16 17 18 Lots 1 to 24 and vacated alley, Block 2, Smedley's Addition, Lots 1 through 4, Block 51, Brown and JaCkson's Addition to W. St. Paul and that part o£ vacated East Belvedere Street, Brown Avenue and Woodbury Street, accruing thereto, according to the recorded plats thereof, Ramsey County, Minnesota. HEREINAFTER referred to as "SITE"; WHEREAS, CITY desires to provide from and through the SITE a comprehensive program of recreation, service, and opportunities for the West Side Community; 19 WHEREAS, CITY has historically sponsored and promoted human 20 services activities of the sort and nature which have helped and 21 benefited the social, recreational, health, educational, and the 22 general well-being of the residents of the West Side Community; 23 and 24 WHEREAS, CITY and BOYS AND GIRLS CLtTB have determined that 25 the residents of the West Side Community would experience an 26 effective delivery of human services if BOYS and GIRLS CLUB 27 leased and managed the SITE, and r � - . ��, � p.2o�2 � 28 WHEREAS, CITY has appropriated $248,700.00 (CF 96-123) 29 toward construction of a new $1.2 M Boys and Girls Club facility 30 at the SITE with the balance to be funded by the BOYS AND GIRLS 31 CLUB, 32 NOW THEREFORE BE IT RESOLVED, that the Council o£ the City 33 of Saint Paul hereby authorizes and directs the proper City 34 officials to enter into an agreement with the Boys and Girls Club 35 of Saint Paul to lease and manage the Belvidere Recreation Site. Requested by: Adopted by Council : Date �T� ,�q � sion of Pa ks and Recreation By: Form Approved by City Attorney BY- ��n,aG. � \�.,P.w� Approved by Mayor for Submission to Co s-cC�� e= (� �� _ " \ Ey: � Adoption Certified by Council Secretary Parks and Recreation John Wirka April 24, 1996 266-6411 TOTAL # OF SIGNATURE PAGES 4/12/96 q6-4o3 GREEN SHEET �° 3 616 0 INffIAVDATE INflIAL/DATE � DEPARiMEM DIPECfOR � CT' COUNdL CffY ATTORNEY m CITY CLERK BUDGET DIRECfOR � FlN. & MGL SEPVICES DIR. MAYOR(OflASSISTANTj � PdrkS & R2�P�T� (CLIP ALL IOCATIONS FOR SIGNANRE) Approval of City Council Resolution authorizing Lease Agreement between City and 3oys & 6ir1s Club for West Side Boys and Giris Club at Belvidere Recreation Center. _ PLqNNiNGCAMMISSION _ CIVILSEflVICE _ CIB COMMfifEE _ A STAFF _ _ DISTRICTCAURT _ SUPPOflT$ WHICH COUNCIL O&IECTIVE? INITIATING (Who, What, When, PERSONAL SERVICE CONTflACTS MUSTANSWERTXE FOLIOWING �UESTIONS: 7. Has ihis persOMfirm ever worked under a coMraCt tor tl�is departrnent? - YES NO 2. Has this persoNfirm ever been a city employee? VES NO 3. Does this persoNlirm possew a skill not nortnally possessed by any current city empiqree? YES NO Explafn all yes anawers on separata sheet antl atta�h to green aheet Why): The Boys and Girls Club of Saint Paul has previously leaseiithe existing Belvidere building and site (CF 89-1738). The Boys and Girls Club is now preparing for construction of a new facility necessitating a new lease agreement. Lease term is 30 years with provision for two 10 year renewals. ✓ New lease enables constr.uction and operation of new community center, establishes long term responsibilities of Boys and Girls Club on West Side. (Lease is comparable to 1993 Agreement between City and Boys & Girls Club for East Side facility at Sackett Park.) None New facility construction cannot proceed. TOTAI AM�UNT OF 7RANSACTION $ NA PUNDIHG SOURCE FINANC�AL INFORMATION� (E%PWIN) A �� � S '1996 �1AYt��5 ��FlG� ldt�s'v.i3�N� e`'� AP� � � `sS�6 COS7(pEVENUE BUDGETEO (G�RCLE ONE) YES NO NUMBER 9`-�to3 Authority: CF Agreement No. LEASE AGREEMENT BETWEEN THE CITY OF SAINT PAUL AND BOYS AND GIRLS CLUB OF SAINT PAUL This Agreement, made and entered into this 1 st day of 1996, by and between the City of Saint Paul, a Municipal Corporation and political subdivision of the State of Minnesota (hereinafter called the "Lessor"} and the Boys and Girls Club of Saint Paul, 1620 Ames Avenue, Saint Paul, Minnesota 55106, a Non-Profit Corporation organized and existing under the Laws of the State ofi Minnesota, (hereinafter called the "Lessee") WITNESSETH: WHEREAS: Lessor is owner of certain property known as the Belvidere Recreation Center (hereinafter called the "Premises"), which is located within the corporate limits of the City of Saint Paul, said Premises, including all grounds and buildings, being more particularly described in Exhibit A attached hereto and incorporated herein, and WHEREAS: Lessee has previously managed and operated the Premises under a lease dated July 1, 1991, for the purpose of providing social, recreational, health, educational and other community services to the West Side community, NOW THEREFORE, having mutually determined and agreed to revise and renew said lease between the parties, and in consideration of the covenants and agreements hereinafter set forth, Lessor does hereby lease said Premises to the Lessee. q`-yo3 To have and to hold with ail appurtenances thereto for and during the fuil term of thirty (30) years commencing on tfie date first above written. The Lessee shall have the right and option to renew this Lease for two (2) successive renewal terms of ten (10) years, upon the provisions, covenants and conditions of this Lease. The Lessee's option to renew shall be exercised by notice in writing at least six (6) months prior to the termination of the initial term of the renewal term then in effect. In consideration of said Iease, the covenants and agreements hereinafter expressed, and in consideration of the contribution by Lessee from its separate funds to any construction of/or addition to said Premises and in further consideration of the mutual undertakings of the parties hereto, it is covenanted and agreed as follows: Section 1- Use of Premises - The Premises shall be used to carry out a program of health, recreation, social and/or other community service in accordance with the written, acknowledged program of the Boys and Giris Club of Saint Paul as stated in Exhibit B attached hereto and incorporated herei�. No change in the use of the Premises to a use other than that permitted under this Lease shall be made by the Lessee without the prior written consent of the Lessor, which shall not be unreasonably withheld. Such consent, if given, to be based upon findings by the Lessor that the proposed conversion is in accordance with the current program of health, recreational, social and/or other similar community services in the area and is consistent with comprehensive planning for the development of the community. 2 qG-��3 Lessee may contract out the Premises or a portion thereof from time to time to other social service organizations, provided Lessee maintains primary contro4 ot the Premises during such times and subject to notice to and approval by the Lessor; said approval not to be unreasonabiy withheld. Anything in this Lease Agreement to the contrary notwithstanding, Lessee shall not enter into any Lease or Agreement transferring to any other organization or entity the control or supervision of the Premises or any portion thereof without prior written consent of the Lessor. Lessee shall not, on the basis of race, creed, disability, sex, sexual or affectional orientation, color or national origin, deny to any person the use, benefits or services provided by the Lessee, and Lessee agrees that it will not adopt rules, regulations or practices for the operation of the premises or any part thereof which are discriminatory in nature, nor enter into any Lease or other Agreement respecting the premises without incorporating into such Lease or Agreement provisions which wi41 insure that the use and occupancy, and the provision of services and other benefits will be available without regard to race, creed, color, sex, sexual, disability or affectionai orientation or national origin. Section 2- Basic Rent. The yeariy rental rate shall be one dollar (51.001 payable on or before January 1 of each year that this Agreement is in effect. At Lessee's option, Lessee may pay the entire basic rent for the thirty year term of this Agreement upon execution of the Agreement. Section 3- Maintenance of Premises in Good State of Reoair. The Lessee shali keep the Premises, and appurtenances thereto in a clean, sanitary and healthy condition and in reasonabiy good repair, all according to statutes and 3 q�-yos ordinances in such cases made and provided, and the directions of authorized public officers thereto duly authorized. Should any portion of the Premises not be reasonably kept up and maintained according to statutes and ordinances, the Lessor shal! notify the Lessee of failure to meet said standards. The Lessee shatl have a reasonable period to make corrections, unless existing statutes and ordinances or the policies and procedures of enforcement agencies state otherwise. Failure to meet said standards in a reasonable period may cause the Lessor to initiate proceedings leading to termination of this Lease, at which time the Premises shaii become the sole property of the Lessor. Lessee will not be deemed in default of this Section 3 if reasonable efforts are being made to comply with applicable statutes and ordinances and directions of authorized public officers, giving due regard to the non-profit nature of Lessee and, from time to time, its fimited resources. Section 4- Construction or Modification a) Lessee shali notify Lessor, in writing, of any planning or intent to pursue new construction on the Premises, and shall seek Lessor's participation in the planning process. Lessor shall furnish written approval of any new construction plans, provided that any such approval shall not be unreasonably withheld. Lessor shall approve of any construction paid by public funds. Lessee agrees that all new construction shall comply with existing codes, ordinances, rules and regulations, and shall be fuliy accessible to persons with disabilities. b) Lessee shall notify lessor, in writing, of any planning or intent to pursue modifications, alterations or demolition project(s) on the Premises, and shall � seek Lessor's participation in the pianning process. Lessor shall furnish written `�� t � 3 approval of any such projects, provided that any such approval shall not be unreasonably withheld. Lessor shaN approve of any such projects paid by public funds. Lessee agrees that any such projects shall comply with existing codes, ordinances, rules and regulations, and shall be fuily accessible to persons with disabilities. c) It is mutually agreed and understood that Lessor, upon its approvai of any new construction, modification, alteration or demolition project retains the right to salvage any materials and equipment deemed surpius by the Lessee but useable by the Lessor, prior to the commencement of said project(s), and Lessee agrees to provide adequate notice and time in its project schedule for Lessor to accompfish said salvage work. Section 5 - Insurance a) Lessee shall procure and maintain during the term of this lease, fire and extended coverage insurance on the Premises, as outiined in Exhibit C, in amount sufficient to provide for not less than full recovery; the amount to be reasonably determined by the Lessor. b) Lessee shall procure and maintain during the term of this Lease boiler insurance as outlined in Exhibit C attached hereto and incorporated herein. c} Lessee shafl procure and maintain during the term of this Lease fire and extended coverage insurance on contents, equipment and furnishings within the Premises, in amount sufficient to defray the replacement costs thereof. d) Lessee shall procure and mainiain during the term of this Lease, public liability insurance in the amounts required in said Exhibit C. 5 Section 6- Indemnification. The Lessee acknowledges that it has primary �`_��� and virtuaily autonomous control over the Premises leased hereunder, and that the Lessor has no detailed and continuing awareness of ail of the Lessee's activities, employees and agents. Accordingly, the Lessee shall save and hold harmless the Lessor from any and all claims or causes of action of whatever kind or nature arising out of its program and activities conducted by Lessee, its employees, agents, sublessees and subcontractors, excepting those ciaims or causes of action attributable to the direct negligence of the Lessor. In order to enforce this pledge of indemnification, the Lessee agrees to provide at its own expense public liability insurance to the limits of the municipal tort cfaims act (Minn. Stat. 466.01 et seq.) naming the Lessor as an additional insured thereon. Further, Lessee sha4{ provide, at its own expense evidence of workers' compensation insurance. This Agreement shall not be regarded as in force and in effect until the Lessee's obligations set forth in this section are fuffilled. Section 7- Renorts Records and other pocumen#s. Lessee shall furnish the Lessor with an annual report within ninety (90) days after the close of each calendar year setting forth a general accounting of the operation of the Premises, and without limiting the generality of the foregoing, such report shall include: a) The names and addresses of the officers and directors of its governing body and the principal administrative staff officers operating within the Premises; b) A statement of the nature and extent of the activities and programs � carried out during the preceding year; �` c) A certification that it has operated the Premises in accordance with the provisions set forth in Section 1 of this Lease; d) The status of all insurance required to be maintained by the Lessee hereunder: Section 8- Coroorate Existence of Lessee. Lessee covenants that it will maintain, extend and, if required, renew its corporate existence under the laws of the State of Minnesota and all franchise, rights and privileges to it granted and upon it conferred, as may be required, and will not do, suffer or permit any act or thing to be done whereby its right to transact its functions might or could be terminated, or its operations or activities materially restricted. Section 9- Encumbrances Taxes and Assessments. Lessee wiil not voluntarily create, cause or allow to be created any debt, lien, charge or other encumbrance against the Premises which in any way will impair or otherwise adversely affect the preservation of said Premises for the intended purpose or useful employment thereof. The Lessee shall pay and discharge, or cause to be paid and discharged, when due, taxes, assessments, service charges or other governmental charges lawfully imposed upon its leasehold in the Premises or on its operations therefrom, which, if unpaid, may, by law, become a lien or charge on said Premises and thereby impair or otherwise adversely affeci the holding of said Premises for the purpose herein set forth. The foregoing shall be subject to the right of the Lessee to contest any such taxes, assessments or governmental charges, and incident thereto to withhoid payment of the same pending the disposition of its challenge to the imposition of such tax, assessment or � governmental charge. qC-�loa Section 1 O- Surrender of Premises. Lessee, at the expiration of the term of this Agreement, or any subsequent Amendment as may be made under the provisions of Section 20, or any sooner termination of said Agreement or Amendments thereto, shall quit peacefully and surrender possession of said Premises and any improvements thereon to Lessor. Section 1 1- Payment of Utifity Charge. Lessee shaH pay ail charges for utilities, +ncluding gas, steam, electricity, telephone, solid waste disposal, hazardous waste disposal, water, sewer and any other charge during the term of this lease. Section 12 - Holdover. Any holdover by Lessee after the expiration of the term of this Agreement shall be deemed to be a tenancy only from month-to- month. Ail other terms and conditions of this Agreement shal{ be applicable. Section 13 - Pollution and Contaminants. Lessee agrees to compiy with all ordinances, laws, rules and regulations enacted by any governmental body or agency relating to the control, abatement or emission of air and water contaminants and disposal af refuse, solid wastes or liquid wastes. Lessee shall bear all costs and expenses arising firom compliance with said ordinances, laws, rules, or segulations and shall indemnify, defend, save and hold harmless Lessor from ail liability, including without limitation, fines, forfeitures, and penalties arising from the failure by Lessee to comply with its obligations under this section. Section 14 - Controlling Agreement. In the event there is any prior existing contract or other agreement between Lessor and Lessee covering the subject 3 Premises, it is agreed and understood that this Agreement shall cancel and �` terminate any prior contracts or agreements as ofi the effiective date ofi this Agreement. Section 15 - Events of Default. The occurrence of any of the following events during the term of this Agreement shail constitute an event of default by Lessee: a) the filing of a petition to have Lessee adjudicated bankrupt or a petition for reorganization or arrangement under any laws of the United States relating to bankruptcy filed by Lessee; b) in the event a petition to have Lessee adjudicated bankrupt is filed against Lessee, the failure to dismiss such petition within ninety (90) days from the date of such filing; c) the assets of Lessee or of the business conducted by Lessee on the Premises be assumed by any trustee or other person pursuant to any judicial proceedings; d) Lessee makes any assignment for the benefit of creditors; e) the failure by Lessee to timely pay costs as required by this Agreement; f) the failure by Lessee to purchase or maintaiR the insurance coverage required by this Agreement; g) the failure by Lessee or its surety to discharge, satisfy or release any lien or lien statement filed or recorded against the Premises within sixty days after the date of such filing or recording, whichever date is earlier if Lessee is liable for the lien. � It is an express covenant and agreement of Lessee and Lessor that Lessor `�_ may, at its election, terminate this Agreement in the event of the occurrence of any of the events described in this Article or in the Articfe refating to liens by giving not less than thirty days' written notice to Lessee; and when so terminated, Lessor may re-enter tfie Premises. This Agseement and its Premises, shall not be treated as an asset of �essee's estate. It is further expressly understood and agreed that Lessor shall be entitled upon such re-entry, notwithstanding any other provision of this Agreement, to exercise such rights and remedies as are provided in this Agreement. Section 16 - Default Remedies. In the event an Event of Default occurs under Section 15 of this Agreement, Lessor may exercise any one or more of the following remedies: a) terminate this Agreement, exclude Lessee from possession of the Premises, and use its best efforts to lease the Premises to or enter into an agreement with another agency in accordance with applicable law; b) exercise any remedies avaitabie to it under the Minnesota Uniform Commercial Code; c) take whatever action at law or in equity may appear necessary or appropriate to collect the basic costs and cost reimbursement then due and thereafter to become due, or to enforce performance and observance of any obligation, agreement or covenant of Lessee under this Agreement. No remedy herein conferred upon or reserved to Lessor is intended to be exclusive of any other available remedy or remedies, but each such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or thereafter existing at law or in equity by statute. No delay or �[� q�-�{o3 omission to exercise any such right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof, but any such rigfit and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Lessor to exercise any remedy reserved to it in this Provision, it shall not be necessary to give any notice, other than such notice as may be herein expressly required. Section 17 - Condemnation. a) Total Taking, If, by exercise of the right of eminent domain or by conveyance made in response to the threat thereof (in either case, a"Taking"), all of the Premises is taken, or if so much of the Premises is taken that the Premises cannot be used by Lessee for the purposes for which it was used immediately before the Taking, this Lease will end on the ear{ier of the vesting of title to the Premises in the condemning authority, or the taking of possession of the Premises by the condemning authority (in either case the "Date of Taking"i. Lessor and Lessee shall then divide the Net Award on account of the Taking (Total Award, less costs of obtaining the award, including attorney's and appraisers' fees, and amounts paid to the holders of encumbrances affecting the Premises) based on their respective interest in the Premises, as determined by agreement or by any court making the award. b) Partial Taking. if, after a Taking, the then remaining portion of the Premises can be used for substantially the same purposes for which it was used immediately before the Taking, (i) Lessee shali, at Lessee's expense, restore in a quality manner so much of the Premises as remains to a sound architectural unit substantiaily suitabie for the purposes for which it was used immediately before the 11 Taking; and (ii) Lessor shall pay to Lessee the Net Award made to Lessor on �L ��� account of the Taking. c) Tenant's Award. in connection with any Taking subject to (a) or (b) above, Lessee may prosecute its own claim by separate proceedings against the condemning authority for additional damages legaily due to it (such as the loss of fixtures which Tenant was entitled to remove and moving expenses) oniy to the extent that Lessee's award does not diminish or otherwise adversely affect the Net Award described in (a) above. Section 18 - Agraement Administrators. The Agreement Administrator for the Lessor is the Superintendent of Parks and Recreation or such other person designated by the Lessor. The Agreement Administrator for Lessee is its Executive Director. Section 19 - Miscellaneous a) Section Headings. The Headings in this Agreement have been inserted for purposes of convenience only and are not intended to and do not define or limit the scope of any of the provisions contained herein. b) Severability. In the event any provision of this Agreement is deemed unconstitutional, iilegal or void as a matter of law, the parties agree that all of the provisions of this Agreement which are not affected by such an occurrence shail constitute a full and compiete Agreement between the parties. c) Governing Law. This Lease shall be governed by and construed for alI purposes in accordance with the laws of the State of Minnesota. Section 20 Amendment of Agreement. This Agreement may be amended upon mutual agreement of Lessor and Lessee. All amendments shall be in writing and effective upon execution of duly qualified officers of Lessor and Lessee. 12 This document contains the entire Agreement between the parties. The Lt`_I.t�� terms ot this Agreement are contractual and not a mere recital. No promise, inducement or representation other than what is set forth in this Agreement has been made, offered or agreed upon by either party. The undersigned parties have fully read the foregoing Agreement in its entirety, have been fully advised by their counsel, know and understand the contents and sign the same as theic free act and deed. IN WITNESS WNEREOF, the parties hereto have set their hands and seals the day and year in this Agreement first above-written. CITY OF SAINT PAUL APPROVED AS TO FORM: `✓ �� v �v,�,�� ( ';w7,✓iad=Z Assistant Ci Attorney Mayor Director, Department of Finance and Management Services BOYS AND GIRLS CLUB � n ���� Superintendent, Parks and Recreation �l,�X� Executive ' ctor .� fl ,,, Agreeme�t Administrator oard President n:\group\div\wp\agreemnt\boysgirl.agr 13 EXHIBIT A BELViDERE RECREATiON CENTER q�-4os Lots 1 to 24 and vacated alley, Block 2, Smedley's Addition, Lots 1 through 4, Block 57, Brown and Jackson's Addition to W. St. Paul and that part of vacated East Belvedere Street, Brown Avenue and Woodbury Street, accruing thereto, according to the recorded plats thereof, Ramsey County, Minnesota. EXHfBIT B LEASE AGREEMENT BETWEEN CITY OF SAINT PAUL AND THE BOYS AND GIRLS CLUB OF SAINT PAUL Program of the Boys and Giris Club °I C -�l D3 This mission of the Boys and Girls Club of Saint Paul is to help young people ages 6 to 18 improve their lives by helping them to build self-esteem, develop values and learn new skills during critical periods of growth. The special focus of the clubs is on children from disadvantaged circumstances. The Club, from time to time, may also operate day care centers and senior programs. EXHIBIT C LEASE AGREEMENT BETWEEN CITY OF SAINT PAUL AND THE BOYS AND GIRLS CLUB OF SAINT PAUL Insurance Requirements °l`-yc3 1. The Lessee agrees to obtain insurance in the amounts set forth in Minnesota Statute 466, naming the City as an additional insured thereon. All insurance coverage shall be on an occurrence basis and not a claims made basis. 5200,000.00 per individual claim 5600,000.00 aggregate per claim 2. The Lessee agrees to procure fire and extended coverage insurance, naming the City as co-insured, based on the current appraised value of the building and its contents, with no deductible. 3. The Lessee agrees to procure and maintain boiler insurance. 4. The Lessee agrees to procure and provide continuous coverage and keep a current certificate of insurance on fife with the Department of Finance and Management Services and the Division of Parks and Recreation at all times.