IV.10. Approve Amended HCRRA Lease Agreements, Nos. 73-34011 and 73-34044; StadlerJuly 20, 2021 Council Report 2021-069
Approve Amended HCRRA Lease Agreements, Nos. 73-34011 and 73-34044
Praposed Action.
Staff recommends that the Council approve the following motion: Move to a rove amended
and re-stated HCRRA lease a�reements, #73-34011 and #73-34044.
Overview:
These long-standing lease agreements for vacant land along the HCRRA Hopkins-to-Victoria
right of way have been amended and re-stated to cover the period from March or April 1, 2019 to
their new expiration date in 2024. The HCRRA is in the process of conveying these properties to
the City of Hopkins but must have a current lease agreement in place prior to the conveyance.
The leases provide areas for roadway purposes: 73-34011: the paved roadway between 7th and
8�' Aves, just north of Mainstreet; 73-34044: a paved section providing access for City vehicles
to an alley from the north end of 18�` Ave N.
Supt�ortin� Information:
• HCRRA Lease No. 73-34011
• HCRRA Lease No. 73-34044
• Exhibits showing lease areas and locations
Steven J. Stadler
Public Works Director
HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY LEASE NO. 73-34011
AMENDED AND RE-STATED LEASE AGREEMENT
FOR VACANT LAND
THIS LEASE AGREEMENT ("Lease"), entered into by and between the
HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY, a Minnesota political
subdivision, hereinafter referred to as "HCRRA", and City of Hopkins, 1010 First Street
South, Hovkins, Minnesota 55343, a municipal corporation under the laws of the State of
Minnesota, hereinafter referred to as the "TENANT";
WHEREAS, the Parties hereto have previously been parties to that certain
Restated and Amended Lease denominated 73-34011; and
WHEREAS, through authority of the HCRRA Board and the actions of the Parties,
HCRRA has continued to lease the Premises to TENANT, and TENANT has continued to
occupy the premises pursuant to lease No. 73-34011, from the period April 1, 2019 to the
execution of this Lease Agreement without formal written extension of the previous lease;
and
WHEREAS, the Parties through this Lease wish to ratify and memorialize the parties'
course of actions and mutual dealings under the previous lease for the period from April 1,
2019 until the execution of this Lease, and enter this amended and re-stated lease.
WITNESSETH:
In consideration of the covenants by and befinreen the parties, the Parties hereby
incorporate the above Recitals into the terms of this Lease, and further AGREE as
follows::
I. PREMISES
TENANT agrees to lease from HCRRA, and HCRRA agrees to lease to TENANT,
that certain real property described as follows:
That part of the Hennepin County Regianal Railroad Authority.
(HCRRA) Hopkins-to-Victoria right-of-way, as shown on HCRRA
Property Map No. 1, sheet 21 of 22, that is between 7th Avenue North
and 8t" Avenue North, in the City of Hopkins, Minnesota, being
approximately 45 feet wide, and encompassing approximately 14,394
square feet.
That portian af the site which constitutes the Premises and which is solely
occupied by TENANT is marked on Exhibit A in pink. Exhibit A is attached
and incorporated by reference in this Lease.
II. USE OF PREMISES
The Premises shall be for the use of TENANT, its agents, officers and employees
and invitees for the following specified purpose and shall be limited to that specified use:
Trash hauling, school bus turn around, snow plowing and alley.
I11. TERM AND TERMINATION
TENANT acknowledges that the Premises were acquired by HCRRA specifically
and solely for the purpose of constructing a light rail transit, or other transportation system,
and its associated facilities and that it is HCRRA's intention to lease the Premises only
until they are needed for that purpose. Nothing in this Lease shall be deemed to evidence
any change by HCRRA of its intended use of the Premises for light rail transit purposes or
other permitted transportation purposes. Rather, HCRRA has agreed to the terms of this
Lease to provide a temporary income-producing use for the Premises during the time
required for further planning and development of the light rail transit system or other
transportation system.
The term of this Lease shall be for a period of sixiy {60} months commencing on
A�ril 1, 2019 and terminating at 2400 hours on March 31, 2024, at which time this Lease
shall terminate, if not terminated earlier by notice as provided herein. The date the Lease
terminates, by notice or by expiration of the Lease term, is referred to herein as the
"Termination Date".
HCRRA or TENANT may terminate this Lease or any renewal, at any time, or for
any reason, by giving thirty (30) days' prior written notice to the other party of the noticed
Termination Date. This Lease and all rights and obligations shall terminate on the
Terminatian Date, except for such rights as may have accrued to either party prior to such
termination. By the Termination Date, TENANT shall deliver possession of the Premises to
HCRRA and shall have removed, at its sole cost and expense, all personal property,
including without limitation, buildings, sheds, fences, paving and other tenant
improvements located on the Premises and fill all excavations that may have been made,
and surrender complete possession of the Premises to HCRRA in a condition satisfactory
to HCRRA. If TENANT shall fail to remove such property, its right to do so shall cease at
the optian of HCRRA, and TENANT's title thereto shall be forfeited and the same shall
belong to HCRRA. If HCRRA so elects, HCRRA may, at any time after the Termination
Date, tear down and/or remove any or all such property at the expense of TENANT
without any liability for damages or other compensation. TENANT shall thereupon
promptly reimburse HCRRA for all expenses incurred in such removal, including cost to fill
excavations created from the removal.
Upon termination of this Lease by notice, rent shall be paid by the TENANT to the
Termination Date fixed by said notice, and if rent has been paid in advance, HCRRA shall
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refund to TENANT the unearned portion for the period extending beyond such Termination
Date, and TENANT shall have no further rights under this Lease.
IV. RENT
TENANT'agrees to pay to HCRRA the sum of One and 00/100 dollars 1.00
annually for said premises. Such rent shall be due and payable on the first day of each
anniversary year of this Lease and shall be delivered in person or mailed to HCRRA at the
address set forth in Section XV. TENANT pays all costs for water, sewer, heat, and
electricity and any other utilities, if any, used or consumed in connection with the
Premises, including waste or trash removal costs and snow removal costs.
V. MAINTENANCE AND REPAIRS
At all times during its occupancy of the Premises, TENANT shall be responsible to
maintain, at its own expense, the Premises and equipment and other property located
thereon in good repair, including without limitation, regular waste and snow and ice
removal. TENANT shall use reasonable precaution to prevent waste, damage, or injury on
the Premises; and shall modify, repair, or replace the equipment and other property when
necessary.
HCRRA shall not be liable to TENANT or those claiming by, through, or under
TENANT for any injury, death, or property damage occurring in, on, or about the Premises.
Withaut limitations of the foregoing, HCRRA shall not be liable for any loss or damage
which may be sustained by TENANT or others in, about, or adjacent to the Premises by
reason of the present or future condition of repair of the Premises, or for loss or damage
arising from the acts or omissions of TENANT or other tenants or occupants.
TENANT shall make no alterations, additions, or improvements to the Premises or
modify the use or purpose of the Premises without prior written consent from HCRRA.
No posters, signs or advertising matter of any kind shall be posted on the Premises
other than advertisements of signs relating strictly to the business which is being
conducted therebn.
VI. INDEMNIFICATION AND INSURANCE
A. Indemnification
TENANT shall defend, indemnify, and hold harmless HCRRA, its officials, officers,
agents, and employees from any liability, claims, causes of action, judgments, damages,
losses, costs, or expenses, including reasonable attorneys' fees, resulting directly or
indirectly from any act or omission of TENANT, its contractors, subcontractors, officers,
agents, employees, customers or invitees, in the performance of this Lease.
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B. Insurance
In order to protect HCRRA and those listed above under the indemnification
section, TENANT agrees at all times during the term of this Lease to have and keep in
force the following insurance caverages:
1. Commercial General Liability on an occurrence basis with
contractual liability coverage.
General Aggregate
Products-Completed Operations Aggregate
Personal and Advertising Injury
Each Occurrence - Combined Bodily
Injury and Properly Damage
2. Automobile Liability - Combined
single limit each occurrence coverage for bodily
injury and property damage covering owned, non-
owned, and hired automobiles.
3. Workers' Compensation and Employer's Liability:
a. Workers' Compensation.
If the contractor is based outside the state of
Minnesota, coverage must apply to Minnesota laws.
b. Employer's Liability. Bodily injury by:
Accident - Each Accident
Disease - Policy Limit
Disease - Each Emplayee
Limits
$2,000,000
2,0OO,OQO
1,500,000
1,500,000
2,000,000
Statutory
500,OQ0
500,OOQ
500,000
An umbrella or excess liability policy over primary liability insurance caverages is an
acceptable method to provide the required insurance limits.
The above establishes minimum insurance requirements. It is the sole responsibility
of the TENANT to determine the need for and to procure additional insurance that may be
needed in connection with this Lease. Copies of insurance policies shall be submitted to
HCRRA upon written request.
This Lease shall be valid when the TENANT has obtained required insurance and
filed with HCRRA a properly executed certificate of insurance which clearly evidences
required insurance coverages. The certificate shall name Hennepin County Regional
Railroad Authority as certificate holder and as an additional insured for the Commercial
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General Liability coverage with respect to operations covered under the Lease. The
Certificate shall also show that the Hennepin County Regional Railroad Authority witl
receive 30 days' prior written notice in the event of cancellation, nonrenewal, or material
change in any of the described policies.
The TENANT shall furnish to HCRRA updated certificates during the term of this
Lease as insurance policies expire. If the TENANT fails to furnish proof of insurance
coverages, HCRRA may pursue any rights or remedy allowed under this Lease, law,
equity, and/or statute.
VI1. ASSIGNMENT AND SUBLETTING
TENANT shall root, except with the prior written consent of HCRRA which shall be
granted at HCRRA's sole discretion, assign, sublet, mortgage, pledge, or in any manner
transfer the Premises or this Lease. In regards to subleases, the written consent of
HCRRA's Executive Director (or the Executive Director's designee) may substitute for
consent of HCRRA.
Vlil. COMPLIANCE WlTH LAWS, ORDINANCES, AND RULES
TENANT agrees to comply with all laws, ordinances, and regulations of federal,
state, municipal and local government agencies as they apply to its occupancy of the
Premises and/or the business it transacts on the Premises. TENANT shall comply with any
reasonable rules adopted by HCRRA for the safety, care, and cleanliness of the Premises
and for the preservation of good order therein and shall at all times keep the Premises
clear and safe. TENANT shall not permit the existence of any nuisance on the Premises.
TENANT shall not park any car, truck, equipment, or piece of machinery which is
partially dismantled, non-operating, unlicensed, wrecked, junked, or that which is used
only as a source for parts, on the Premises.
IX. REMEDIES OF HCRRA
If TENANT breaches or defaults on any of the conditions, covenants or agreements
of this Lease, which breach or default shall continue for fifteen (15) days after TENANT's
receipt of written notice thereof from HCRRA, then it shall be lawful for HCRRA, then or at
any time thereafter, to declare this Lease ended, and to re-enter the Premises and take
possession thereof and to use any reasonable or necessary lawful force for regaining
possession; whereupon the rights and obligations of the parties shall be the same as
above specified in the case of termination at the end of ninety (90) days' natice; any waiver
at any time of a breach of any condition, covenant or agreement of this Lease shall extend
only to the particular breach so waived and shall, in no manner, impair or affect the
existence of such condition, covenant or agreement, or the right of HCRRA thereafter to
avail itself of same and any subsequent breach thereof. In the event HCRRA has to take
action for repossession of the Premises, TENANT, its assigns or heirs shall be liable for
5
reasonable attorney's fees incurred by HCRRA.
X. ENVIRONMENTAL CONCERNS
TENANT shall not create or permit any condition of the Premises that could present
a threat to human health or to the environment. TENANT shall defend, indemnify and hold
harmless HCRRA and its affiliates from any suit or claim growing out of any damages
alleged to have been caused by, contributed to, or aggravated by the violation by
TENANT, TENANT's contractors, subcontractors or agents or any subtenant's violation of
any federal, state or local laws, ordinances, regulations or requirements pertaining to air,
water (surFace or groundwater) or noise pollution or any toxic, hazardous or solid
substances or wastes, pollutants or contaminants, including, without limitation, asbestos,
urea formaldehyde, the group of organic compounds known as polychlorinated biphenyls,
petroleum products including gasoline, fuel oil, crude oil and various constituents of such
products (all of which are hereinafter collectively referred to as "Contamination") and the
storage, handling, use or disposal of Contamination by TENANT, any subtenant,
contractor, subcontractor or agent of TENANT performing work on or from the Premises.
TENANT shall bear the expense of all practices or work, preventative, investigative or
remedial, which may be required because of any conditions of the Premises caused by
TENANT or any use of the Premises by TENANT or those claiming by, through, or under
TENANT, during TENANT's period of occupancy or during TENANT's ownership or use
prior to the date of this Lease. TENANT expressly agrees that the indemnification defense
and hold harmless obligations it hereby assumes shall survive cancellation of this Lease.
TENANT agrees that statutory limitation periods on actions to enforce these obligations
shall not be deemed to commence ur�til HCRRA discovers any such health or
environmental impairment and a remedial action plan necessary for development of the
Premises to its highest and best use has been identified and approved by appropriate
local, state and federal regulatory agencies. TENANT hereby knowingly and voluntarily
waives the benefits of any shorter limitation period.
HCRRA shall have the right, but not the duty, to enter upon the Premises from time
to time as set forth below to inspect the Premises for Contamination and in the course
thereof to conduct soil and groundwater testing. HCRRA may enter the Premises during
regular business hours of TENANT without prior notice, and may enter the Premises
during periods other than regular business hours either with prior written consent of
TENANT or without if HCRRA reasonably believes that an emergency exists on the
Premises. HCRRA shall conduct any such inspections or testing so as to minimize
interference with TENANT's business operations. HCRRA's entry onto the Premises
pursuant to this paragraph shall not relieve the TENANT's obligation to pay rent under this
Lease.
Notwithstanding the foregoing, TENANT is not responsible, by virtue of the terms of
this Lease, for any Contamination existing on the Premises prior to TENANT's use or
occupancy of the Premises.
C:
XI. TESTING PROVISION
At the request of HCRRA, upon the termination of the Lease, or during the term
hereof, TENANT shall pay for the services of a state-approved contractor to sample any
visibly contaminated areas of the Premises. For any contaminated areas, TENANT's
contractor shall provide remediation recommendations to HCRRA, and shall perfarm
remediation to the satisfaction of HCRRA. Copies of the results shall be forwarded to
HCRRA by TENANT to ensure that the Premises are returned to HCRRA reasonably free
of Contamination and in compliance with all applicable environmental laws, ordinances,
regulations and requirements. The provisions of this paragraph shall survive the
termination of this Lease.
Nofinrithstanding the foregoing, TENANT is not responsible, by virtue of the terms of
this Lease, for any testing or sampling costs resulting from Contamination existing on the
Premises priar to TENANT's use or occupancy of the Premises.
XII. RIGHT OF ENTRY
HCRRA may enter the Premises at any time to examine, inspect, or protect the
Premises and to make alterations, renovations, or repairs or to show the Premises to
prospective tenants or purchasers.
Xlfl. AMENDMENTS
No waivers, alterations or modifications of this Lease or any agreements in
connection therewith shall be valid unless in writing duly executed by both HCRRA and
TENANT herein.
XIV. NOTICES
All notices required or permitted pursuant to this Lease shall be directed to the
foliowing individuals and shall be either hand-delivered or mailed to the following
addresses:
To TENANT: City of Hopkins
1010 First Street South
Hopkins, MN 55343
Attention: Steve Stadler, Public Works Director
To HCRRA: Hennepin County Regional Railroad Authority
701 Fourth Avenue South, Suite 40Q
Minneapolis, MN 55415-1843
XV. ACCEPTANCE
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TENANT also accepts the Premises subject to any want or failure at any time of
HCRRA's title to the Premises or any part thereof and TENANT shall assume any
damages sustained by TENANT in connection therewith. TENANT also accepts such
Premises subject to rights of any party, including HCRRA, in and to any existing roadways
and easements. TENANT agrees to provide to HCRRA or other tenants of HCRRA access
over and through the Premises on these roadways and easements should such access be
deemed necessary by HCRRA. TENANT accepts the Premises subject to the right of
HCRRA, its employees, agents and contractors to walk upon the Premises to repair
adjacent property and the right of HCRRA, its employees, agents and contractors to
temporarily place equipment upon the Premises for the purpose of maintaining, repairing
or inspecting or constructing upon HCRRA's adjacent property.
This Lease shall be subject to the rights of all licenses, permits and easements for
poles, wires, pipelines, sewers and billboards that exist or may be placed upon, across,
above, or underneath the Premises by HCRRA, its employees, agents, licensees and
representatives or invitees. HCRRA reserves unto itself, its employees, agents, licensees
and representatives the right to place additional poles, wires, pipelines, sewers and
billboards upon, across, above, or underneath the Premises and agrees that any such
additional placements shall be conducted in a manner as to not unreasonably interfere
with TENANT's operations thereon.
XVI. LIENS AND ENCUMBRANCES
TENANT shall not permit any liens or encumbrances to be established or to remain
against the Premises. Liens or encumbrances for purposes of this section mean any
mortgage, pledge, security interest, lien or encumbrance on (or affecting) any portion of
the Premises, including (without limitation) tax liens or encumbrances and liens or
encumbrances with respect to work per�ormed or equipment or material furnished in
connection with TENANT's use of the Premises.
XVII. SECURITY DEPOSIT
TENANT agrees to deposit with HCRRA the sum Zero and 00/100 Dollars [$0.00).
The sum shall be held by HCRRA as security for the faithful performance by TENANT of
all terms, covenants and conditions of the Lease. If TENANT defaults with respect to any
provision of this Lease, HCRRA may use, apply or retain all or any part of this security
deposit to remedy the default. If any portion of the deposit is so used or applied, TENANT
shall, five (5) days after written demand by HCRRA, deposit cash with HCRRA in an
amount sufficient to restore the security deposit to its original amount and TENANT's
failure to do so shall be a breach of this Lease. HCRRA shall not be required to keep the
security deposit separate from its general funds, and TENANT shall not be entitled to
interest on any sucH deposit, except as required by statute for residential leases.
XVIII. EMINENT DOMAIN
��
This Lease shall automatically terminate upon the commencement of any eminent
domain action over any or all of the area constituting the Premises, and all rights TENANT
has under this Lease to the Premises shall cease.
REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK
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HCRRA BOARD APPROVAL
IN WITNESS WHEREOF, the parties hereto have signed this Agreement as of
, 2021.
Reviewed by the County
Attomey's Office
HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY
STATE OF MINNESOTA
By:
Chair of Its Board
Date: Date:
ATTEST:
Deputy/Clerk of County Board
Date:
By:
Executive Director
Date:
By:
Deputy Executive Director
Date:
Recommended for Approval:
Assistant Director, Public Works Administration
Date: _
CITY OF HOPKINS
Jason Gadd, Mayor
Date:
Mike Mornson, City Manager
Date:
City organized under:
Statutory Option A Option B
10
Charter X
HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY LEASE NO. 73-34044
AMENDED AND RE-STATED LEASE AGREEMENT
FOR VACANT LAND
THIS LEASE AGREEMENT ("Lease"), entered into by and between the
HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY, a Minnesota political
subdivision, hereinafter referred to as "HCRRA", and Ci of Ho kins 1010 First Street
South, Hopkins, IVlinnesota 55343, a municipal corporation under the laws of the State of
Minnesota, hereinafter referred to as the "TENANT";
WHEREAS, the Parties hereto have previously been parties to that certain
Restated and Amended Lease denominated 73-34044; and
WHEREAS, through authority of the HCRRA Board and the actions of the Parties,
HCRRA has continued to lease the Premises to TENANT, and TENANT has continued #o
occupy the premises pursuant to lease No. 73-34044, from the period March 1, 2019 to
the execution of this Lease Agreement without formal written extension of the previous
lease; and
WHEREAS, the Parties through thes Lease wish to ratify and memorialize the parties'
course of actions and mutual dealings under the previous lease for the period from March
1, 2019 until the execution of this Lease, and enter this amended and restated lease.
WITNESSETH:
In consideration of the covenants by and befinreen the parties, the Parties hereby
incorporate the above Recitals into the terms of this Lease, and further AGREE as
follows::
I. PREMISES
TENANT agrees to lease from HCRRA, and HCRRA agrees to lease to TENANT,
that certain real property described as follows:
The southwesterly 24 feet of the Hennepin County Regional Railroad
Authority Hopkins to Victoria right-of-way extending northwesterly from the
east line of the alley befinreen 17t" Avenue North and 18th Avenue North to
the west line of 18th Avenue North in the City of Hopkins, Minnesota,
encompassing approximately 5,760 square feet.
That portion of the site which constitutes the Premises and which is solely
occupied by TENANT is marked on Exhibit A in pink. Exhibit A is attached
and incorporated by reference in this Lease.
11. USE OF PREMISES
The Premises shall be for the use of TENANT, its agents, officers and employees
and invitees for the following specified purpose and shall be limited to that specified use:
Trash hauling, school bus turn around, snow plowing and alley.
III. TERM AND TERMINATION
TENANT acknowledges that the Premises were acquired by HCRRA specifically
and solely for the purpose of constructing a light rail transit, or other transportation system,
and its associated facilities and that it is HCRRA's intention to lease the Premises only
until they are needed for that purpose. Nothing in this Lease shall be deemed to evidence
any change by HCRRA of its intended use of the Premises for light rail transit purposes or
other permitted transportation purposes. Rather, HCRRA has agreed to the terms of this
Lease to provide a temporary income-producing use for the Premises during the time
required for further planning and development of the light rail transit system or other
transportation system.
The term of this Lease shall be for a period of six 60 months commencing on
March 1, 2019 and terminating at 2400 hours on Februa 29 2024, at which time this
Lease shall terminate, if not terminated earlier by notice as provided herein. The date the
Lease terminates, by notice or by expiration of the Lease term, is referred to herein as the
"Termination Date".
HCRRA or TENANT may terminate this Lease or any renewal, at any time, or for
any reason, by giving thirty (30) days' prior written notice to the other party of the noticed
Termination Date. This Lease and all rights and obligations shall terminate on the
Termination Date, except for such rights as may have accrued to either party prior to such
termination. By the Termination Date, TENANT shall deliver possession of the Premises to
HCRRA and shall have removed, at its sole cost and expense, all personal property,
including without limitation, buildings, sheds, fences, paving and other tenant
impravements located on the Premises and fill all excavations that may have been made,
and surrender complete possession of the Premises to HCRRA in a condition satisfactory
to HCRRA. If TENANT shall fail to remove such property, its right to do so shall cease at
the option of HCRRA, and TENANT's title thereto shall be forfeited and the same shall
belong to HCRRA. If HCRRA so elects, HCRRA may, at any time after the Termination
Date, tear down and/or remove any or all such property at the expense of TENANT
without any liability for damages or other compensation. TENANT shall thereupon
promptly reimburse HCRRA for all expenses incurred in such removal, including cost to fill
excavations created from the removal.
Upon termination of this Lease by notice, rent shall be paid by the TENANT to the
Termination Date fixed by said notice, and if rent has been paid in advance, HCRRA shall
refund to TENANT the unearned portion for the period extending beyond such Termination
�
Date, and TENANT shall have no further rights under this Lease.
f 1��:1�
TENANT agrees to pay to HCRRA the sum of One and 00/100 dollars 1.00
annuallv for said premises. Such rent shall be due and payable on the first day of each
anniversary year af this Lease and shall be delivered in person or mailed to HCRRA at the
address set forth in Section XV. TENANT pays all costs for water, sewer, heat, and
electricity and any other utilities, if any, used or consumed in connection with the
Premises, including waste or trash removal costs and snow removal costs.
V. MAINTENANCE AND REPAIRS
At all times during its occupancy of the Premises, TENANT shall be responsible to
maintain, at its own expense, the Premises and equipment and other property located
thereon in good repair, including without limitation, regular waste and snow and ice
removal. TENANT shall use reasonable precaution to prevent waste, damage, or injury on
the Premises; and shall modify, repair, or replace the equipment and other property when
necessary.
HCRRA shall not be liable to TENANT or those claiming by, through, or under
TENANT for any injury, death, or property damage occurring in, on, or about the Premises.
Without limitations of the foregoing, HCRRA shall not be liable for any loss or damage
which may be sustained by TENANT or others in, about, or adjacent to the Premises by
reason of the present or future condition of repair of the Premises, or for loss or damage
arising from the acts or omissions of TENANT or other tenants or occupants.
TENANT shall make no alterations, additions, or improvements to the Premises or
modify the use or purpose of the Premises without prior written consent from HCRRA.
No posters, signs or advertising matter of any kind shall be posted on the Premises
other than advertisements of signs relating strictly to the business which is being
conducted thereon.
VI. INDEMNIFICATION AND INSURANCE
A. Indemnification
TENANT shall defend, indemnify, and hold harmless HCRRA, its officials, officers,
agents, and employees from any liability, claims, causes of action, judgments, damages,
losses, costs, or expenses, including reasonable attorneys' fees, resulting directly or
indirectly from any act or omission of TENANT, its contractors, subcontractors, officers,
agents, employees, customers or invitees, in the pertormance of this Lease.
B. Insurance
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In order to protect HCRRA and those listed above under the indemnification
section, TENANT agrees at all times during the term of this Lease to have and keep in
force the following insurance coverages:
1. Commercial General Liability on an occurrence basis with
contractual liability coverage.
General Aggregate
Products-Completed Operations Aggregate
Personal and Advertising Injury
Each Occurrence - Combined Bodily
Injury and Properky Damage
2. Automobile Liability - Combined
single limit each occurrence coverage for bodily
injury and property damage covering owned, non-
owned, and hired automobiles.
3. Workers' Compensation and Employer's Liability:
a. Workers' Compensation.
If the contractor is based autside the state of
Minnesota, coverage must apply to Minnesota laws.
b. Employer's Liability. Bodily injury by:
Accident - Each Accident
Disease - Policy Limit
Disease - Each Employee
Limits
$2,000,000
2,000,000
1,500,000
1,500,000
2,000,000
Statutory
500,000
500,000
500,000
An umbrella or excess liability policy over primary liability insurance coverages is an
acceptable method to provide the required insurance limits.
The above establishes minimum insurance requirements. It is the sole responsibility
of the TENANT to determine the need for and to procure additional insurance that may be
needed in connection with this Lease. Copies of insurance policies shall be submitted to
HCRRA upon written request.
This Lease shall be valid when the TENANT has obtained required insurance and
filed with HCRRA a properly executed certificate of insurance which clearly evidences
required insurance coverages. The certificate shall name Hennepin County Regional
Railroad Authority as certificate holder and as an additional insured for the Commercial
General Liability coverage with respect to operations covered under the Lease. The
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Certificate shall also show that the Hennepin County Regional Railroad Authority will
receive 30 days' prior written notice in the event of cancellation, nonrenewal, or material
change in any of the described policies.
The TENANT shall furnish to HCRRA updated certificates during the term of this
Lease as insurance policies expire. If the TENANT fails to furnish proof of insurance
coverages, HCRRA may pursue any rights or remedy allowed under this Lease, law,
equity, and/or statute.
VI1. ASSIGNMENT AND SUBLETTING
TENANT shall not, except with the prior written consent of HCRRA which shall be
granted at HCRRA's sole discretion, assign, sublet, mortgage, pledge, or in any manner
transfer the Premises or this Lease. In regards to subleases, the written consent of
HCRRA's Executive Director (or the Executive Director's designee) may substitute for
consent of HCRRA.
VIII. COMPLIANCE WITH LAWS, ORDINAIVCES, AND RULES
TENANT agrees to comply with all laws, ordinances, and regulations of federal,
state, municipal and local government agencies as they apply to its occupancy of the
Premises and/or the business it transacts on the Premises. TENANT shall comply with any
reasonable rules adopted by HCRRA for the safety, care, and cleanliness of the Premises
and %r the preservation of good order therein and shall at all times keep the Premises
clear and safe. TENANT shall not permit the existence af any nuisance on the Premises.
TENANT shall not park any car, truck, equipment, or piece of machinery which is
partially dismantled, non-operating, unlicensed, wrecked, junked, or that which is used
only as a source for parts, on the Premises.
IX. REMEDIES OF HCRRA
If TENRNT breaches or defaults on any of the conditions, covenants or agreements
of this Lease, which breach or default shall continue for fifteen (15) days after TENANT's
receipt of written notice thereof from HCRRA, then it shall be lawful for HCRRA, then or at
any time thereafter, to declare this Lease ended, and to re-enter the Premises and take
possession thereof and to use any reasonable or necessary lawful force for regaining
possession; whereupon the rights and obligations of the parties shall be the same as
above specified in the case of termination at the end of ninety (90) days' notice; any waiver
at any time of a breach of any condition, covenant or agreement of this Lease shall extend
anly to the particular breach so waived and shall, in no manner, impair or affect the
existence of such condition, covenant or agreement, or the right of HCRRA thereafter to
avail itself of same and any subsequent breach thereof. In the event HCRRA has to take
action for repossession of the Premises, TENANT, its assigns or heirs shall be liable for
reasonable attorney's fees incurred by HCRRA.
5
X. ENVIRONMENTAL CONCERNS
TENANT shall not create or permit any condition of the Premises that could present
a threat to human health or to the environment. TENANT shall defend, indemnify and hold
harmless HCRRA and its affiliates from any suit or claim growing out of any damages
alleged to have been caused by, contributed to, or aggravated by the violation by
TENANT, TENANT's contractors, subcontractors or agents or any subtenant's violation of
any federal, state or local laws, ordinances, regulations or requirements pertaining to air,
water (surface or groundwater) or noise pollution or any toxic, hazardous or solid
substances or wastes, pollutants or contaminants, including, without limitation, asbestos,
urea formaldehyde, the group of organic compounds known as polychlorinated biphenyls,
petroleum products including gasoline, fuel oil, crude oil and various constituents of such
products (all of which are hereinafter collectively referred to as "Contamination") and the
storage, handling, use or disposal of Contamination by TENANT, any subtenant,
contractor, subcontractor or agent of TENANT performing work on or from the Premises.
TENANT shall bear the expense of all practices or work, preventative, investigative or
remedial, which may be required because of any conditions of the Premises caused by
TENANT or any use of the Premises by TENANT or those claiming by, through, or under
TENANT, during TENANT's period of occupancy or during TENANT's ownership or use
prior to the date of this Lease. TENANT expressly agrees that the indemnification defense
and hold harmless obligations it hereby assumes shall survive cancellation of this Lease.
TENANT agrees that statutory limitation periods on actions to enforce these obligations
shall not be deemed to commence until HCRRA discovers any such health or
environmental impairment and a remedial action plan necessary for development of the
Premises to its highest and best use has been identified and approved by appropriate
local, state and federal regulatory agencies. TENANT hereby knowingly and voluntarily
waives the benefits of any shorter limitation period.
HCRRA shall have the right, but not the duty, to enter upon the Premises from time
to time as set forth below to inspect the Premises for Contamination and in the course
thereof to conduct soil and groundwater testing. HCRRA may enter the Premises during
regular business hours of TENANT without prior notice, and may enter the Premises
during periods other than regular business hours either with prior written consent of
TENANT or without if HCRRA reasonably believes that an emergency exists on the
Premises. HCRRA shall conduct any such inspections or testing so as to minimize
interference with TENANT's business operations. HCRRA's entry onto the Premises
pursuant to this paragraph shall not relieve the TENANT's abligation to pay rent under this
Lease.
Notwithstanding the foregoing, TENANT is not responsible, by virtue of the terms of
this Lease, for any Contamination existing on the Premises prior to TENANT's use or
occupancy of the Premises.
0
XI. TESTING PROVISION
At the request of HCRRA, upon the termination of the Lease, or during the term
hereof, TENANT shall pay for the services of a state-approved contractor to sample any
visibly contaminated areas of the Premises. For any contaminated areas, TENANT's
contractor shall provide remediation recommendations to HCRRA, and shall perform
remediatian to the satisfaction of HCRRA. Copies of the results shall be forwarded to
HCRRA by TENANT to ensure that the Premises are returned to HCRRA reasonably free
of Contamination and in compliance with all applicable environmental laws, ordinances,
regulations and requirements. The provisions of this paragraph shall survive the
termination of this Lease.
Nofinrithstanding the foregoing, TENANT is not responsible, by virtue of the terms of
this Lease, for any testing or sampling costs resulting from Contamination existing on the
Premises prior to TENANT's use or occupancy of the Premises.
XII. RIGHT OF ENTRY
HCRRA may enter the Premises at any time to examine, inspect, or protect the
Premises and to make alterations, renovations, or repairs or to show the Premises to
prospective tenants or purchasers.
Xill. AMENDMENTS
No waivers, alterations or modifications of this Lease or any agreements in
connection therewith shall be valid unless in writing duly executed by both HCRRA and
TENANT herein.
XIV. NOTICES
All notices required or permitted pursuant to this Lease shall be directed to the
following individuals and shall be either hand-delivered or mailed to the following
addresses:
To TENANT: City of Hopkins
1010 First Street South
Hopkins, MN 55343
Attention: Steve Stadler, Public Works Director
To HCRRA: Hennepin County Regional Railroad Authority
701 Fourth Avenue South, Suite 400
Minneapolis, MN 55415-1843
7
XV. ACCEPTANCE
TENANT also accepts the Premises subject to any want or failure at any time of
HCRRA's title to the Premises or any part thereof and TENANT shall assume any
damages sustained by TENANT in connection therewith. TENANT also accepts such
Premises subject to rights of any party, including HCRRA, in and to any existing roadways
and easements. TENANT agrees to provide to HCRRA or other tenants of HCRRA access
over and through the Premises on these roadways and easements should such access be
deemed necessary by HCRRA. TENANT accepts the Premises subject to the right of
HCRRA, its employees, agents and contractors to walk upon the Premises to repair
adjacent property and the right of HCRRA, its employees, agents and contractors to
temporarily place equipment upon the Premises for the purpose of maintaining, repairing
or inspecting or constructing upon HCRRA's adjacent property.
This Lease shall be subject to the rights of all licenses, permits and easements for
poles, wires, pipelines, sewers and billboards that exist or may be placed upon, across,
above, or underneath the Premises by HCRRA, its employees, agents, licensees and
representatives or invitees. HCRRA reserves unto itself, its employees, agents, licensees
and representatives the right to place additianal poles, wires, pipelines, sewers and
billboards upon, across, above, or underneath the Premises and agrees that any such
additional placements shall be conducted in a manner as to not unreasonably interfere
with TENANT's operations thereon.
XVI. LIENS AND ENCUMBRANCES
TENANT shall not permit any liens or encumbrances to be established or to remain
against the Premises. Liens or encumbrances for purposes of this section mean any
mortgage, pledge, security interest, lien or encumbrance on (or affecting) any portion of
the Premises, including (without limitation) tax liens or encumbrances and liens or
e►�cumbrances vvith respect #o work psrformed or equipment or material furnished in
connection with TENANT's use of the Premises.
XVII. SECURITY DEPOSIT
TENANT agrees to deposit with HCRRA the sum Zero and OQ/100 Dollarss$0.003.
The sum shall be held by HCRRA as security for the faithful performance by TENANT of
all terms, covenants and conditions of the Lease. If TENANT defaults with respect to any
provision of this Lease, HCRRA may use, apply or retain all or any part of this security
deposit to remedy the default. If any portion of the deposit is so used or applied, TENANT
shall, five (5) days after written demand by HCRRA, deposit cash with HCRRA in an
amount sufficient to restore the security deposit to its original amount and TENANT's
failure to do so shall be a breach of this Lease. HCRRA shall not be required to keep the
security deposit separate from its general funds, and TENANT shall not be entitled to
interest on any such deposit, except as required by statute for residential leases.
0
XVIII. EMINENT DOMAIN
This Lease shall automatically terminate upon the commencement of any eminent
domain action over any or all of the area constituting the Premises, and all rights TENANT
has under this Lease to the Premises shall cease.
XIX. THREE RIVERS PARK DISTRICT PERMIT AGREEMENT
TENANT agrees that the rights contained in this Lease are subject to and
subordinate to the rights granted and contained in the Permit Agreement between HCRRA
and Three Rivers Park District A09222 (parcel 73-34001) dated July 30, 1992, and that
TENANT shall comply with all rules and regulations of the Three Rivers Park District in
regards to the exercise of its rights over HCRRA's right of way, including but not limited to
those regarding safety. This provision is intended solely to be to the benefit of HCRRA
and is not intended to create rights in third party beneficiaries.
REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK
�7
HCRRA BOARD APPROVAL
IN WITNESS WHEREOF, the parties hereto have signed this Agreement as of
, 2021.
Reviewed by the County
Attorney's Office
Date:
City organized under:
Statutory
HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY
STATE OF MINNESOTA
By:
Chair of Its Board
Date:
ATTEST:
Deputy/Clerk of County Board
Date:
By:
Executive Director
Date:
By:
Deputy Executive Director
Date:
Recommended for Approval:
Assistant Director, Public Works Administration
Date:
CITY OF HOPKINS
Jason Gadd, Mayor
Date:
Mike Momson, City Manager
Date:
Option A Option B
10
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