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CR 96-80 Hopkins Depot LeasePost brand fax transmittal memo 7671 # of pages e V /c�/Y /� �( �(" ,rP .�.C, / From Ti 1 Co. Co. Dept. Phone # 9 /say Fax# .939— g3 // Fax# May 3, 1996 Proposed Action HOPKINS DEPOT LEASE Council Report 96 -80 Staff recommends adoption of the following motion: Move to approve the depot lease with Hennepin County Regional Railroad Authority, and authorize the Mayor and Manager to sign the agreement subject to conditions as recommended in the Council Report. Adoption of this motion will allow the depot coffee house project to proceed toward renovation and ultimate completion. Overview The City of Hopkins, in conjunction with the Hopkins School District and other interested par- ties, have been working toward the completion of a coffee house project at the Hopkins depot site. A major hurdle in accomplishing this goal is the adoption of a lease with acceptable terms. Staff is recommending adoption of the proposed motion since it will allow for construction and operation of the depot coffee house project with a reasonable level of assurance that the City's interests are protected through the lease process. Primary Issues to Consider o What are the primary points of the lease? o What is the status of the depot project? o What are the recommended conditions of the approval? Supporting Documentation o Analysis of issues 4 , Steven C. Mielke, City Manager Page 2 Staff Analysis of Issues o What are the primary points of the lease? Article 1- Leased Premises The property to be leased is that area of the Hennepin County Regional Railroad depot building property from roughly TH169 to Monroe Avenue, between County Road 3 and the Soo Line Railroad property. Article II - Use of Leased Premises The building is being leased for community recreation and education purposes and re- lated public uses. The adjacent land will be used for parking cars and for activities consistent with the zoning requirements of the leased property. The City will be limited to these uses for the use of that property. Article III - Term, Option to Renew, and Termination The City agrees and understands that the properties were acquired by Hennepin County Rail specifically and solely for the purpose of constructing a light rail transit sys- tem. The lease shall be for a period of 20 years and can be extended if deemed appro- priate. Either the City or Hennepin County can cancel the lease with 180 days written notice, and can do so for any purpose deemed appropriate by the County. Should that occur, the City would be required to remove property and fixtures associ- ated with the structure. This short cancellation, is longer than most leases within the Hennepin County rail system, but is done so to maintain their ability to have flexibility for ultimate uses of the site, should they come forward. Staff has asked for Hennepin County's indication prior to signature, that it is their intention as well to not exercise this clause, and to participate in the future of this site as a active partner in the coffee house project. Article IV - Rent The City has agreed to pay all costs for utilities and improvements, and the lease for the site shall be $1 per year. Article V - Maintenance and Repair The City shall be responsible for all of the expense of maintaining the property in good repair, and will also be responsible for any improvements placed on the property. The City shall also be responsible for carrying any liability or hazard insurance on this property. Article VI - Indemnification and Insurance The lease outlines required indemnification and insurance as a tenant of this structure. Hennepin County will need to be named as an additional insured under these policies. Our discussions with our insurance carrier have indicated that this should not be a problem. Page 3 Article VII - Assignment and Subletting • The City will have the ability to sublet all or a part of the premises to student organiza- tions conducting community recreational educational activities. Article VIII - Compliance with Laws, Ordinances, and Rules The City agrees to comply with all laws, rules, and ordinances of federal, state, or local government agencies. Article IX - Trade Fixtures, Machinery, and Equipment Due to the nature of this lease, the City insisted that any improvements of the nature of fixtures and machinery and equipment could be removed by the City if we installed it as part of the renovation. Therefore, if the County needed to take the building down or take it back, the City could relocate the facilities to another building. Article X - Remedies of Lessor Remedies is typically a portion of a lease which indicates what happens in the case of a breach or default of the conditions of the lease. Standard termination language has been included along proposed actions to resolve any conflicts. Article XI - Environmental Concerns Due to the nature of this property and its history, staff has obtained copies of previous environmental reports done on the premises. We are additionally recommending that an analysis of the interior building be completed prior to signature of the lease. In do- ing so, we will have provided ourselves with adequate protections for any known or un- known contaminations. The contract further states that the City will not be responsible for pre - existing conditions unless we disturb them and cause actions to be taken as a result of our improvements to the interior of the structure. Article XII - Testing Provision Article XII specifies that any testing necessary for contamination issues are to be re- solved and that the City agrees to leave the site in a condition no worse than it cur- rently exists. Article XIII - Right of Entry As is typical of leases, the landlord will have the right to enter the property to inspect, examine, and protect the premises, and they must do so in a way that minimizes inter- ference with the activities conducted by the City or the coffee house on the premises. Article XIV - Amendments Any amendments to this lease must be done in writing and approved by both parties. Article XV - Notices This section simply outlines where notices regarding the lease are to be sent for both parties. Article XVI - Acceptance An acceptance of this lease indicates that we understand that the premises was a for- mer railroad right -of -way, and that the agreement is subject to the rights of all licenses, Page 4 permits, and easements for poles, wires, pipelines, sewers, and billboards that exist or may be placed upon or across the property. Any of those types of things which are placed in the future must be done so as to not unreasonably interfere with the City's operations. Article XVII - Liens and Encumbrances This section requires the City to not permit any liens or encumbrances to be placed against the property. o What is the status of the depot project? This project continues to move forward and the students have been involved in a fund raising effort for several months. Additionally, volunteer services and equipment have been procured by the students for purposes of renovating the facility. While all of the funds have not yet been raised, there have been sufficient funds raised and services provided which would indicate that success of this project is eminent. o What are the recommended conditions of the approval? Staff recommends approval of this lease, subject to the following conditions: 1. That Hennepin County Regional Railroad Authority also approve the agreement. 2. That the City's approval be conditioned upon acceptable findings of an environ- mental review of the interior of the building. 3. That adequate funds are procured to allow for a reasonable amount of work to be conducted and completed. MAY-03-1996 13:24 Vesely Miller P.001/015 VESELY, MILLER & STEINER, P.A. PROFESSIONAL ASSOCIATION ATTORNEYS AT LAW JERRE A. MILLER 400 NORWEST BANK BUILDING JOSEPH C. VESELY (1905 -1989) JEREMY S. STEINER' 1011 FIRST STREET SOUTH WYNN CURTISS HOPKINS, MINNESOTA 55343 • Rwl Prepmy fawSpaddS. <enifaA'91An MiYmUStme FAX TRANSMITTAL FORM FAX 612 -938 -7670 Pr�oduke, M DATE: 513/f TO: St.t Ue ikt COMPANY: C 9'1 0 rI /1o F A X NUMBER: 93 S - Lt 3Y PHONE NUMBER: RE: /WS /fir o Y L &ace FROM: J tr ✓ s/.8 /w.1.4. , NUMBER OF PAGES (Including this transmittal form): ( S COMMENTS: Sieve "hers. f S a 1 a —ked u t:e� 12 r9� T'Au2 4 . $ t �O.Ca'1/P dry ! At i �2Lr Noy/cots, 40i r L e a-Le S iio rr/�>v f zte i Wed revrs Terns 1 icy ew¢S . 1 � tr t t 5 79i4 a Alva dr cm) /LtawAy. S 612.938 -7635 CONETDENTIAI.ITY NOTICE: The document(s) accompanying this facsimile contain confidential information which is legally privileged. The information is intended only for the use of the intended recipient named above. If you are not the intended recipient, you are hereby notified that any disclosure, copying, distribution or the taking of any action in reliance on the contents of this telecopied information except its direct delivery to the intended recipient named above is strictly prohibited. If you have received this facsimile in error, please notify us immediately by telephone to arrange for return of the original documents to us. MRY -03 -1996 13:24 Vesely Miller fin 1Ws VA 1.•pr r1Wr1 rind', WI RI 11-N-swat. HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY • Southweet Street Level, Government Center Minneapolis, Minnesota 55487 -0016 (912/348.9280) ' LEASE AGREEMENT P 002/015 1V N7+J0101W r.wc Q44 •t -I( '7V Lease No. 734?1OZ 173/14 As visions THI8 AGREEMENT, entered into by and between the HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY, a Minnesota political subdivision, LESSOR, and at 9t Hookbu. 1010 Pint Stoat. figgifinsafinneseta 8534$, LESSEE: In consideration el the covenants by and between the parties, IT IS HEREBY AGREED: 1. LEASED PREMISE$ LESSEE agrees to lease from LESSOR, and LESSOR agrees to lease to LESSEE, that certain property described as follows: The Hennepin County Regional Railroad Authority Depot Building, formerly the Chicago & North Western Transportation Company Railroad Depot, and adjacent properties, located near CSAH 3 and TH 169 in the City of Hopkins, which Is marked in pink on Exhibit A. Exhibit A is attached and incorporated by reference In this Lease. Ii. USE OF LEASED PREMISES The Leased Premises shell be for the use of LESSEE, Its agents. officers and employees and invitees for the following specified purpose end shall be limited to that opecifisd use: LESSEE acknowledges that the Leased Premises were acquired by LESSOR specifically end solely for the purpose or consuucting a tight rail transit system and its associated facilities and that it is LESSOR'S intention to lease the Leased Premises only until they are needed for that purpose. Nothing in this Lease shad be deemed to evidence «ass 4+.Laa.r..da,iuw The buildin will be used for . The adjacent lend for parking cars and Sep acts des consistent with the zoning requirements of the Leased Premises. M. TERM, OPTION TO RENEW, AND TERMINATION • 1 MAY-03-1996 13:25 Vesely Miller MAY-03 -1996 14 FROM HENN CO RTTY -CIVIL any change by LESSOR of its intended use of the Leased Premises for light tail transit purposes or other permitted transportation purposes. Rather. LESSOR has agreed to the terms of this Leese to provide a use for the Leased Remise* during the time reQuired for further planning and development of the light rail ttansit system or other transportation system. The term of this Lease shall be for a period of twenty Gera commencing on and terminating et 2400 hours on LESSEE shall have the option to renew this Lease for additional periods subject S or S SEE may terminate this Lease or any renews , at an e, by givinp itineny4021-deya' written notice to vacate Leased Premises. after e ervido of said notice, this Lease and ail rights hereunder shell terminate except for such rights es may have accrued to either party prior to such termination. At the termination of this Lease, by notice or upon expiration of the Lease term, without further notice or demand, LESSEE shall deliver possession of the Leased Premises to the LESSOR and shalt remove all property IniNgi placed upon the Leased Premises which k desires and has the right to remove. if it shall fall to remove such property, its right to do so shall cease et the option of the LESSOR, and LESSEE'S tide thereto shall be forfeited and the same shall belong to the LESSO Kcw ae..ta earmatss V. MAINTENANCE AND REPAIRS a P.003/015 Ill i4I4eTa,�o r.rnwwvi� IV. RENT LESSEE agrees to pay all costs for water, sewer, heat, and electricity and any other utilities, if any, used or consumed in connection with the Leased Premises, including waste or trash removal costs and snow plowing. Upon such termination of this Lease, rent shalt be paid by the Permitter' to the date of termination fixed by said notice at the rate of 11.00 per year. At all times during Its occupancy of the Leased Promises, LESSEE shall be responsible for 100 percent of the expense of maintaining the Leased Premises in good repair, including but not limited to, snow removal and weed control, and maintaining the fixtures and equipment in good repair; and shall use reasonable precaution to prevent waste, damage, or injury; and shall modify, repair, or replace equipment when necessary. No posters, signs or advertising matter of any kind shall be posted on said premises other than advertisements or signs relating strictly to the business which is being conducted thereon. LESSEE shall pay all costs, including the costs of ail labor and materials, of any remodeling, decorating and alteration work performed on the Leased Premises MAY -03 -1996 13 :25 Vesely Miller MAY-03 -1496 14:07 FROM HENN CO RTTY -CIVIL TO sxstrrem P.1004/10 1D VI. INDEMNIFICATION MW INSURANCE P.004/015 LESSON shalt not be liable to LESSEE or those claiming by, through, or under LESSEE for any injury, death, or property damage occurring in, on. or about the Leased Premises. Without Hreitetlens 01 the foregoing, LESSOR shall not be liable for any loss or damage which may be sustained by LESSEE or others in, about, or adjacent to the Leased Premises by reason of the present or future condition of repair of the Leased Premises. or for loss or damage arising from the acts or omissions of LESSEE or other tenants or Oeeupants. Without limitation to the foregoing, LESSOR shall not be liable for any ion or damage which may be susteined by LESSEE or others by reason of the freezing,bursting, overfidwing or defect of any water, sewer, gas or steam pipes, closets, or oinks In, about. or adjacent to the Leased Premises, nor for any Inas or damage which directly or indirectly may be sustained because of water, ice or snow from reef, skylights, trap doors, or otherwise. LESSEE shall make no ilignialteredons, additions, or improvemerrti to the building or design or structure of the Leased Premises or modify the use or purpose of the Lsased Premises without prior written consent from LESSOR. A. Indemnification LESSEE shall defend, indemnify, and hold harmless LESSON, its Commission - ers, officers, agents, and employees from any liability, claims, damages, eoeta, judgments, or expenses, including reasonable attorney's foes, resulting directly or indirectly from any set or omission *1 LESSEE, its contractors, subcontractors, officers, agents employees, Customers or invitees, in the performance of this Lease. NCRR■ Ra.WsIm.4/111Pw S. Insiusace in order to protect itself, es well as LESSOR under the indemnity provisions hereinabove set forth, LESSEE or LESSEE's contractors, subcontractors or agents Performing work on the premises shell purchase and maintain in force at all times during the term of this Lease the following minimum insurance coverages applicable to The Leased Premises, affiliated activities, and /or this Lease: 1. Commercial General Liability to include the following coverages and insurance limits. Contractual Liability coverage must be included. 3 MRY -03 -1996 13:26 Vesely Miller MAY-03-1996 14:00 FROM HENN CO MTTV -CIVIL TO IW*RA a saran iMw9t Latta General Aggregate 41.000,000 Products - Completed Operations Aggregate 1,000,000 Personal and Advertising Injury 1,000,000 Each Occurrence • Combined Bodily Injury and Property Damage 1,000,000 Fire Damage - Any One Fire 50,000 Medical Expense - Per Person 5,000 3. Automobile Wbility including owned, non - owned, and hired automobiles. Combined Bodily Injury and Property Damage 3. Workers' Compensation and Empkoyara' Liabi lity s. Workers' Compensation - Statutory. If the contractor is based out- side of the State of Minnesota, coverage must apply to Minne- sota laws. P.005/015 iristrovne r IQW t UL 41 ,00 0, 000 b. Employers' Liability. Bodily injury by: Accident - Each Accident $100.000 Disease - Policy Limit 500,000 Disease - Each Employee 100,000 An umbrella or excess policy over primary liability coverages Is an acceptable method to provide the required Insurance limits. The above establishes minimum insurance requirements. It Is the sole responsibility of the LESSEE to determine the need for and to procure additional coverage which may be needed In connection with this Lease. All insurance policies shall be open to inspection by the LESSOR, and copies of policies shell be submitted to the LESSOR upon written request. - rws a ex A 4 S 51 ■t-ee- This Leese shell be valid when the LESSEE has obtained required insurance and filed an acceptable certificate of insurance with the Authority. The certificate shell: • Name Hennepin County Regional Railroad Authority as certificate holder and as an additional insured with respect to operations covered under the Lease for all liability coverages except Workers' Compensation and Employers' Liability. • List any exceptions to the insurance requirements. 4 MAY -03 -1996 13:26 Vesely Miller P.006/015 MAY -03 -1996 14:09 FROM HENN GO HT17 -CI4IL lu asiJUro'ru r.w0erW10 • Amend the certificate of insurance to show Hennepin County Regional Railroad Authority will receive 30 days' written notice in the event of cancellation, non- renewal, or material change in any described policies, Delete the wording: 'Endeavor to" and but failure to provide such written notice shall impose no obligation or liability of any kind upon the company its agents or representatives." AU certificates of insurance shall provide that the insurance company shall give thirty (30) days' written notice to both LESSEE and LESSOR of cancellation, non - renewal, or any material changes in the policy and certificates of insurance shall so state. LESSEE shall not, except with the prior written consent of LESSOR, assign, sublet, mortgage, pled or in any manner transfer the Leased Premises or this Lease. LESSEE agrees to comply with *flaws, ordinances, and regulations of federal. state, municipal and local government agencies es they apply to its occupancy of the Leased Premises and /or the business It transacts on the Leased Premises. LESSEE shall comply with any reasonable rules adopted by LESSOR for the safety, care, and cleanliness • Of the Leased Premises and for the preservation of good order therein and shall at all times keep the Premise& clear and safe. LESSEE shall not permit the existence of any nuisance on said Premises. acitAA *.'4 .v,a.JYnru VII. ASSIGNMENT AND SUBLETTING VIII. COMPLIANCE WITH LAWS. ORDINANCES, AND RULES IX. TRADE FIXTURES, MACHINERY, AND EQUIPMENT LESSOR agrees that all trade fixtures, machinery, equipment, furniture, or other personal property kept or installed on the Leased Premises by LESSEE shall not become the property of LESSOR end may be removed by LESSEE, subject to LESSOR'& rights as set forth in Section III. X. REMEDIES OF LESSOR It is further agreed between the parties hereto, that if the said LESSEE shall breach or make default in any of the conditions, covenants or agreements of this Lease, which breech or default shall continue for fifteen (15) days after LESSEE's receipt of written notice thereof from LESSOR. then it shell be lawful for the LESSOR. then or at any time thereafter, to declare this Leese ended, and to re -enter said premises and take 5 MAY -03 -1996 13:27 Vesely Miller MAY -03 -1996 1409 FROM HEI'IN CO ATTY -CIVIL P.007/015 TO axartord 1 /u1 possession thereof and to use any reasonable or necessary lawful force for regaining possession; whereupon the rights end obligations of the parties shall be the Same as above specified In the case of termination at the end of ninety (MX .days' notice; and it is hereby further agreed and provided that any waiver et 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 LESSOR thereafter to avail itself of same and any subsequent breach thereof. In the event LESSOR has to take action for repossession of said property. LESSEE. its assigns or heirs' shell be liable for reasonable attorney's fees incurred by LESSOR. XL ENVIRONMENTAL CONCERNS LESSEE shall not create or permit any condition of the Premises that could present a threat to human health or to the environment. LESSEE shall defend, indemnify and hold harmless LESSOR and its affiliates from any suit or claim growing out of any damages alleged to have bean caused by, contributed to, or aggravated by the violation by LESSEE, LESSEE's contractors, subcontractors or agents or any sub•leease'e violation of any federal. state or local laws, ordinances, regulations or requirements pertaining to ale, 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 biphenyle, 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 any such material by LESSEE, any sub - lessee, contractor, subcontractor or agent of LESSEE performing work on or from the Premises. LESSEE 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 LESSEE or any use of the Premises by LESSEE or those claiming by. through, or under LESSEE, during LESSEE'S period of occupancy or during LESSEE's ownership or use prior to the date of this Lease. LESSEE expressly agrees that the indemnification defense and hold harmless obligations it hereby assumes shall survive cancellation of this Lease. LESSEE agrees that statutory limitation periods on actions to enforce these obligation shall not be deemed to commence until LESSOR discovers any such health or environmen- te1 impairment and LESSEE hereby knowingly and voluntarily waives the benefits of any shorter limitation period. LESSOR 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 environmental contamination and in the course thereof to conduct soil and groundwater testing. LESSOR may enter the Premises during regular business hours of LESSEE without prior notice, and may enter the Premises during periods other than regular business hours either with prior written consent of LESSEE or without if LESSOR reasonably believes that an emergency exists on the Premises. LESSOR shall conduct any such inspections or testing so as to minimize interference with LESSEE's business operations. LESSOR'a entry onto the Premises pursuant to this paragraph shall not relieve the LESSEE'S obligation to pay rem under this Lease. ) CPSA Re..ias.rWI.rutuv. 6 Notwithstanding the foregoing. LESSEE is not responsible, by virtue of the terms 0 this Lase, for any contamination existing on the Premises prior to LESSEE's use or occupancy of the Remises • MRY -03 -1996 1326 Vesely Miller MRY -03 -1956 14 :10 FROM FENN c:u RiltsciviL iu P.008/015 XS. TESTING PROVISION Stet At the request of LESSOR, upon the termination of the Lease, or during the term hereof, LESSEE shall pay for the services of a state- approved contractor to sample what appears to be any visibly contaminated areas 0 the premises. For any contsminst- ed areas, LESSEE's contractor shall provide remediatiad recommendations to LESSOR, and shall perform remedietion to the satisfaction of LESSOR wise 0 the results U be forum • to L R by SEE to ensure that the premises are returned to LESSOR 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. Notwithstanding the foregoing, LESSEE is not responsible, by virtue 0 the terms 0 this Lease, for any testing or sampling costs resulting from contamination eelstln• on the Premises prior to LESSEE'. use or occupancy of the Premises LESSOR may enter the Laced Premises at any time to examine, inspect, or protect the premises and to make alterations, renovations, or repairs. XIV. 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 LESSOR and LESSEE herein. XV. NOTICES API notices required or permitted pursuant to this Least shall be directed to the following Individuals and shall be either hand- defvered Of mailed to the following addresses: NOaA Rm .Pm M To LESSEE: City of Hopkins 1010 First Street South Hopkins, Mn. 55343 Attention: City Manager MAY-03-1996 13:28 Vesely Miller P.009/015 MAY-03-1996 14:10 FROM HEtt�J W HI IT Ili $7aererr r. r+aa , .uaJ LESSEE understands that the premises are a former rellroad right of way end meY contain contaminetion that may be hazardous to human health. LESSEE accepts the premises with the full knowledge that this potential hazard may exist. LESSEE ciao accepts said premises subject to any want or failure at any time of LESSOR's title to said premises or any part thereof and LESSEE shall assume' any damages sustained by LESSEE in connection therewith. LESSEE also accepts such premises subject to rights of any party, including LESSOR, in and to any 'skating roadways and easements. LESSEE agrees to provide to LESSOR or other tenants of LESSOR access over and through the premises on these roadways and easements should such access be deemed necessary by LESSOR. LESSEE accepts said premises subject to the right of LESSOR, its employees, agents and contractors to walk upon said premises to repair adjacent property and the right of LESSOR, its emplOYeee, agents and contractors to temporarily place equipment upon the leased property for the purpose of maintaining. repairing or inspecting or constructing upon LESSOR's adjacent property. This agreement shall be subject to the rights of all licenses, permits and easements far poles. wires, pipeline, sewers and billboards that exist or may be placed upon, across, above, or underneath the Leased Premises by LESSOR, Its employees, agents, licensees and representatives or invitees. LESSOR 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 Leased Premises and agrees that any such addltlonai placements shall be conducted In a manner as to not unreasonably Interfere with LESSEE'. operations thereon. LESSEE shall not permit any bens or encumbrances to be established or to remain against the Leased 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 Leased Premises, including (without limitation) tax nena or encumbrances and liens or encumbrances with respect to work performed or equipment or material furnished in connection with LESSEE's use of the Leased Premises. saw ww.l.er.nadwa To LESSOR: Hennepin County Regional Railroad Authority Southwest Street Level Government Center Minneapolis, MN 65487 -0016 Attention: Manager. Transit and Real Estate XVU. LIENS AND ENCUMBRANCES XVI. ACCEPTANCE 8 40 MAY -03 -1996 13:29 Vesely Miller MAY-03 -1996 14:11 FROM HENM LU 6411Y—LAviL LESSEE having signed this Lease, end the Hennepin County Regional Railroad Avthority'e Commisslornue having duly approved this Lease on the ._, day of _ 199,., and pursuant to such approval, the proper officials having signed this Lease, the parties hereto agree to be bound by the provisions of this Lassa. Upon proper execution, this agreement will be IegeHy valid and binding. P.010/015 11.1 H .1017, U r.maw aa., HENNEPIN COUNTY REGIONAL RAILROAD AUTHORITY By; Chair, Board of Commissioners Assistant County Attorney And: Date: Executive Director Approved es to execution; LESSEE -CITY OF HOPKINS Charlss Radepenning, Mayor Assistant County Attorney Date Date: Jam awaarmoni s Stevan M. Mielke. City Manager Date : 9 The City is organized pursuant to: Plan A_Plan El_ _ Charter_ MAY -03 -1996 13:29 Vesely Miller MAY -03 --1996 14:11 FROM VENN CO ATTY -CIVIL • STATE OF MINNESOTA ) Est COUNTY OF HENNEPIN • On this _ day of , 19,,,,,, before me appeared to me person, known, who being by me duly sworn did say that he /she is the of . the corporation described In and who executed the foregoing instrument; and that geld instrument was executed in behalf of said corporation by authority of Its • and said free act and deed of said corporation. HCOA u,.ia 111w 10 P.011/015 TO aistrrord r.e14/ei acknowledged said Instrument to be the Notary Public My Commission Expires • • MAY -03 -1996 13:29 Vesely Miller P.012/015 MAY-03 -1996 14'08 FROM VENN CO ATTY -CIVIL To uysesreoo r.aooexuo • . +•sv w e,y , lirrlf P Q0y015 Itissilyn 11 blotch 19, 1996 Pe.Z Usage shall be entitled to imams and mein* dazing the term of this Lew •al risk" property instance covering the leased P►emirnn cad ali ofTenwn's leaseholdyupzovemeep, firms and punnet popsty loafed at the Leased Premises. Such property !nuance shall came Lessor as an addidanl insured, provided that, notwithstanding any provision of this Lease to the con0 iy all prvoesde of such insurance shell be the sole property of Liam and Lessee shall determine whether such moods shall be used to restore the Leased was or then be retotrted by Lane. In the event Lessee elects to are the proceeds of anon property kwaana to ream the Lead Pant, laser and LaMar than fall' wopente with one another in effecting such restatadoa. XI and 7fII We modulate believe is owes* for the NORA to indemnify the City Acta liabEhy for premdating envirootaentslconcems, and request you a gain sevhw this isms with the FHCRRA represenpuives and let me Imow whether they nekton:ides Wag bossy to Voodoo 7R indemnifying the City for pre*** oontasoioatket. The ravidoas to the lestpaag:spit of Section XI and to Section XII do not fully eddre$s the City's concerns retailing testing for and mediation of caareminet on on the proparfy. We nit fatting with this lector a'mat'kad -up" copy of page? from the second daft of the Lease Agroement showing the tevidoaa to dose pamgtapbs thatI request on behalf of the dry. At our meeting at Jun cry 19, we had requested copies of all documents telstia to sty envhaomentsl testing the HCRRA boa performed on this site and, spelt*. the removal of the leaking underground storage mils. We lave not yet received these raooids, and it is requested that copies be debated to thk oEce. Iwtsee that the Cityrtdmborses the HCRRA for say phaOOeopyint cots. XVI Regrading the disclaimer of title, in the locoed Paragraph of Section XVI of the Lease, I would Like to review whatever dde infamadon is in the possession of the HCRRA for this sic before the lease is finalized. It the property bus totem this, I would be able to do dais if you wood shyly provide the legal daaetipton and/or Certificate of Title number. Otthntwise. copiaaof soy Tltie Opitdwn, Tile htsuralce Comnutmea milt% Insurance Policies ranting to this property would be helpful in assessing the ri*s of a -laws cs V0 lcr y MAY-03-1996 13:30 Vesely Miller MHY-W3 - '1790 nmmm w MICHAEL 0, FREEMAN COUNTY A'1'TORNKY Seetien IIesber III vz A/»/9F 'spaq 4 d MI and SUI OFFICE OF THE HENNEPIN COUNTY ATTORNEY 3000 C,1 VKR%%WNY CRS TER MIN%RAIKN.I %. MINNFw UTA 35487 April 2, 1996 Mr. Jeremy S. Steiner Vesely, Miller 4 Steiner, B.A. 400 Norwest Sank SuLldinq 1011. First Street South Hopkins, ici 55343 Re: HCRRA ■ Hopkins Depot Lease CA96 ■0066 Dear Mr. Steiner: I have reviewed your letter dated March 19, 1996 with Ken Stevens. MCRRA's response is as follows: TKRRA has no objection to revising the cancellation period from 90 days to 6 months. ECRU hag no objection to the proposed additional language arding all risk • ur "Note thstandinq the foregoing, Lessee shal not perform any restoration work without prior written consent from Lessor.", No revisions. It is my Understanding HCRRA will, and environmental information. MJM /ljb cc: Ken Stevens or has, sent to you Very truly yours, *ICH O. FREEMAN Henn in Coun y ttorney MARIIy' J. MALONEY Ass ant County Att Telephone: (612) -7754 Max No. (612) 3 = -6299 • HENNIWIN COUN'T'Y IS AN M'I +ALMA' {I,VE AC: TION IiMH1.OYER (612) 348.5550 T.D.U. (612) 348 -6015 P.013/015 title MAY -03 -1996 13:30 Vesely Miller MAY-03 -1996 14:11 MUM Itfl'l LU 14;1T-civic 1v April 17, 1996 Hopkins Depot Lease, C.A. 96 -0066 Substitute for highlighted language at end of HZ: . except for abatement, encapsulation or removal of contamination necessitated by Lessee's alteration, modification or improvement of the buildings, deeignior structure of the premises for Lessee's use. ak,e% fek 4-• ig -96 Ae ,64p• . sec As - 4 r-C pt a S trot 7 Jt 0 4 . t P.014/015 TOTAL P.015 MRY -03 -1996 13:30 Vesely Miller MAY-03 -1996 14:10 FROM HENN CO RTTY -CIVIL TO JBRRB A. MILLER 'REBUTS. ST rER'. WYNN CURTISS • • 0s1 Inisieta. cviaw. tenuity Is illailiate Marilyn Maloney Hennepin County Alsocacy's Oboe 2000 Courts Tower Hennepin County Oovccwuent Center Minneapolis. Minnesota SS489 Re: Hopkins Depot Lease aawecporkne•r VESELY, MILLER &, Sown PROFBSS1ALASSOCIATION ATTORNEYS ATLAW 4oeNORWESJEANEBIR O ' 1011 man STREET SOt1Ttt • ISIS. imolESOr'A.Ss345 • April 10, 1996 P.015/015 139:serro•ro r.nitne, JOSEPH C: YESELY (19o5.1910) . 6124316763S FAX 612431 -7670 Dear Maolyn: This Intent follows our telephone conference of this morning regarding the final revisions to the above L ease. As we discussed, the only open issue relates to the provisions of Sections Xi and XU of the Lease pertaining to pretesting environmental conditions. To resolve this issue, we propose the lad clause of Section XI be modified to read: s § — s ./„{, ss i. ei..-.r t .. except contamination resulting from the aedons oftcssee in altering, modifying or improving the building, design, or structure of the Premises for Lessee's use. We ran propose the last paragraph of Seedon XII be modified to read: o � by tpling or iemedtadoncwts that are required to be t .... Premises f LPSSBE' The above language has not yet been reviewed and approved by Steve Mielko. It is, therefore. subject to his approval I have also received the information on the title and the underground storage tank removal from Lary Odell of the HCRRA. We will forward the environmental information to the City's consultants for review, and notify you if t environmental coadidons are unacceptable to the City. In the meantime, it is requested that you review the proposed changes to Sections XI and XU of the Lease Agreement and let rue know whether they are acceptable to the HCRRA. N the lb a g� LESSEE is not ble, b virtue of the this Lease, for any testing, ssmp*ng or smediadoa costs reselling from aantaminadon (E) esrisdng on the Premises prior to LESSEE'S nse or occupancy of the Premises except for tasting, sea incurred as amok of LESSEE altering, modifying or improving ding, design, or smmeture of or s use. Xo N Q)