ConAgra Trade Goup Lease WaiversLANDLORD WAIVER
This Landlord Waiver (the "Waiver") is entered into as of _, 2008, between THE CITY
OF DUBUQUE, IOWA (the "Landlord") and JPMORGAN CHASE BANK, N.A., as administrative agent
(the "Administrative Agent") for the lenders (collectively referred to herein as the "Lenders") from time to
time party to the Loan Documents described below.
Landlord is the owner of certain real property in Dubuque, Iowa that is described more particularity
in the Lease (the "Premises").
Landlord has entered into that certain lease agreement (together with any renewals, extensions,
amendments, modifications, substitutions or replacements thereof, the "Lease"), dated as of September 25,
2002 a copy of which is attached hereto as Exhibit A, with ConAgra Foods, Inc., a Delaware corporation (the
"Company"), with respect to the Premises.
The Company and certain of its affiliates have entered, and may from time to time may enter, into,
one or more credit agreements and other documents (collectively, the "Loan Documents") evidencing one or
more financing arrangements with the Administrative Agent, other agents designated by the Company or the
Administrative Agent (collectively, the "Other Agents"; together with the Administrative Agent, collectively,
the "A ents") and the Lenders. The Company has also agreed to secure its obligations and liabilities under
the Loan Documents and any modifications, amendments, supplements or refinancings thereof (collectively,
the "Obligations") by granting a security interest to one or more of the Agents, for the benefit of one or more
of the Agents and the Lenders, in all of the Company's inventory, machinery, equipment and other tangible
personal properly, and all products and proceeds of the foregoing, as more fully described in the Loan
Documents (the "Collateral").
The existing Lenders have required that the Company obtain ,this Waiver from the Landlord in
connection with its lease of the Premises. The Landlord hereby agrees and covenants with the Agents and the
Lenders as follows:
1. The Landlord acknowledges that as of the date hereof the Lease is in full force and effect
and the Landlord is not aware of any existing default under the Lease.
2. The Landlord acknowledges the validity of the Agents' lien on the Collateral and waives any
interest in the Collateral and agrees not to levy or distrain upon any Collateral or to claim or assert any lien,
right or other claim against any Collateral for any reason.
3. The Landlord agrees to give notice to any Agent whose notice address is given to the
Landlord (each a "Notified A ent") in writing of the occurrence of any default by the Company under the
Lease resulting in termination of the Lease (a "Default Notice") and agrees to permit such Agent to cure any
such default within 15 days of such Agent's receipt of such Default Notice, but neither the Agents nor any
Lender shall be under any obligation to cure any default by the Company under the Lease. No action by any
Agent or any Lender pursuant to this Waiver shall be deemed to be an assumption by any such Agent or the
Lenders of any obligation under the Lease, and except as expressly provided in paragraphs 6, 7 and 8 below,
the Agents shall not have any obligation to the Landlord.
4. The Landlord agrees that the Collateral is and shall remain personal property of the
Company regardless of the manner or mode of attachment of any item of Collateral to the Premises and shall
not be deemed to be fixtures. Notwithstanding the foregoing, the parties agree that the Collateral shall not
include any Improvements as such term is defined under Section 3.2 of the Lease.
5. The Landlord agrees during the term of the Lease and any applicable Disposition Period that
the Collateral may be inspected and evaluated by the Agents or their designee, without necessity of court
order, at any time during regular business hours upon reasonable prior written notice, without payment of
Landlord submits to and accepts, for itself and in respect of its property, generally and unconditionally, the
non-exclusive jurisdiction of those courts. The Landlord waives any claim that such State is not a convenient
forum or the proper venue for any such action or proceeding.
12. This Waiver shall contimie in full force and affect until the indefeasible payment in full of
all Obligations.
This Waiver is executed and delivered by the Landlord as of the date first written above.
LANDLORD:
CITY OF IT,~U UE, IOWA
Ey:
Name: Roy B, Buol
Title: i~Iayor
Notice Address:
City of Dubuque, Iowa
City Manager
City Hall
13`'' and Central Avenue
Dubuque IA 42001
Facsimile: (319) 589-4149
Accepted and agreed to on
_, 2008 by:
JPMORGAN CHASE BANK, N.A.,
as Administrative Agent for the Lenders
By:
Name:
Title:
Notice Address:
Attention:
Facsimile:
3
LA:'~DLORD Vt'ANER
This Landlord Waiver (the "W'aiver''') is entered into as of _, 2008, between THE CITY
OF DLiBL'QLE, IOWA, as successor in interest to its Berard of Dock Commissioners {the "Landlord"} and
JP~10R.GAN CHASE BANK, N.A., as administrative agent (the '`Administrative Agent") for the lenders
(collectively referred to herein as the "Lenders") from time to time party to the Loan Documents described
below.
Landlord is the owner of the real property commonly known as Riverfront Lot 1, Dubuque, IA
52001 (the "Premises").
Landlord has entered into that certain lease agreement (together with any renewals, extensions,
amendments, modifications, substitutions or replacements thereof, the "Lease''), dated as of November 29,
1971, a copy of which is attached hereto as Exhibit A, with Swift Agricultural Chemicals Corporation,
predecessor in interest to ConAgra Foods, Inc. (the "Company"), with respect to the Premises.
The Company and certain of its affiliates have entered, and may from time to time may enter, into,
one or more credit agreements and other documents (collectively, the '`Loan Uoeuments") evidencing one or
more financing arrangements with the Administrative Agent, other agents designated by the Company or the
Administrative Agent (collectively, the "Other Agents''; together with the Administrative Agent, collectively,
the "Agents") and the Lenders. The Company has also agreed to secure its obligations and liabilities under
the Loan Documents and any modifications, amendments, supplements or refinancings thereof (collectively,
the "Obligations"} by granting a security interest to one or more ofthe Agents, for the benefit of one or more
of the Agents and the Lenders, in all of the Company's inventory, machinery, equipment and other tangible
personal property, and all products and proceeds of the foregoing, as more fui.ly described in the Loan
Documents (the "Collateral").
The existing Lenders have required that the Company obtain this Waiver from the Landlord in
connection with its lease of the Premises. The Landlord hereby agrees and covenants with the Agents and the
Lenders as follows:
1. The Landlord acknowledges that as of the date hereof the T.,ease is in full force and effect
and the Landlord is not aware of any existing default under the Lease.
2. "1'he C.andiord acknowledges the validity of the Agents' lien on the Collatera) and waives any
interest in the Collateral and agrees not to levy or distrain upon any Collateral or to claim or assert any lien,
right or other claim against any Collateral for any reason.
3. The Landlord agrees to give notice to any Agent whose notice address is given to the
Landlord (each a "Notified Anent") in writing of the occurrence of any default by the Company wider the
Lease resulting in termination of the Lease (a "Default Notice") and agrees to permit such Agent to cure any
such default within 15 days of such Agent's receipt of such Default Notice, but neither the Agents nor any
Lender shall be under any obligation to cure any default by the Company under the Lease. No action by any
Agent or any Lender pursuant to this Waiver shall be deemed to be an assumption by any such Agent or the
Lenders of any obligation under the Lease, and except as expressly provided in paragraphs 6, 7 and 8 below,
the Agents shall not have any obligation to the Landlord.
4. The Landlord agrees that the Collateral is and shall remain personal property of the
Company regardless of the manner or mode of attachment of any item of Collateral to the Premises and shall
not be deemed to be fixtures.
5. ~i'he Landlord agrees during the term of the Lease and any applicable Disposition Period that
the Collateral may be inspected and evaluated by the Agents or their designee, without necessity of court
order, at any time during regular business hours upon reasonable prior written notice, without payment of
"Phis Waiver is executed and delivered by the Landlord as of the date first written above.
LANDLORD:
THE CITY OF DUBUQUE., IOWA
as suceesso in interest to its BOARD OF DOCK.
COMMI O E
By:
Name: Roy B. Buol
Title: Mayor
Notice Address:
City of Dubuque, Iowa
City Manager
City Hall
131 and Central Avenue
Dubuque IA 42001
Facsimile: {319) 589-4149
Accepted and agreed to on
_, 2008 by:
JPMORGAN CAASE BANK, N.A.,
as Administrative Agent for the Lenders
By: _
i~lame:
Title:
Notice Address:
Attention:
Facsimile:
4
LANDLORD WAIVER
This Landlord Waiver (the "Waiver") is entered into as of _, 2008, between THE CITY
OF DUBUQUE, IOWA as successor in interest to its BOARD OF DOCK COMMISSIONERS (Ihe
"Landlord") and JPMORGAN CHASE BANK, N.A., as administrative agent (the "Administrative Agent")
for the lenders (collectively referred to herein as the "Lenders") from time to time party to the Loan
Documents described below.
Landlord is the owner of the real property commonly known as 1200 Purina Avenue, Dubuque, Iowa
52001. (the "Premises").
Landlord has entered into that certain lease agreement (together with any renewals, extensions,
amendments, modifications, substitutions or replacements thereof, the "Lease"), dated as of December 9,
1963, a copy of which is attached hereto as Exhibit A, with Dubuque Tank Terminal Company, an Iowa
corporation, predecessor-in-interest to ConAgra Foods, Inc. (the "Company"), with respect to the Premises.
The Company and certain of its affiliates have entered, and may from time to time may enter, into,
one or more credit agreements and other documents (collectively, the "Loan Documents") evidencing one or
more financing arrangements with the Administrative Agent, other agents designated by the Company or the
Administrative Agent (collectively, the "Other A ents"; together with the Administrative Agent, collectively,
the "Agents") and the Lenders. The Company has also agreed to secure its obligations and liabilities under
the Loan Documents and any modifications, amendments, supplements or refinancings thereof (collectively,
the "Obli ations") by granting a security interest to one or more of the Agents, for the benefit of one or more
of the Agents and the Lenders, in all of the Company's inventory, machinery, equipment and other tangible
personal property, and all products and proceeds of the foregoing, as more fully described in the Loan
Documents (the "Collateral").
The existing Lenders have required that the Company obtain this Waiver from the Landlord in
connection with its lease of the Premises. The Landlord hereby agrees and covenants with the Agents and the
Lenders as follows:
1. The Landlord acknowledges that as of the date hereof the Lease is in full force and effect
and the Landlord is not aware of any existing default under the Lease.
2. The Landlord acknowledges the validity of the Agents' lien on the Collateral and waives any
interest in the Collateral and agrees not to levy or distrain upon any Collateral or to claim or assert any lien,
right or other claim against any Collateral for any reason.
3. The Landlord agrees to give notice to any Agent whose notice address is given to the
Landlord (each a "Notified Agent") in writing of the occurrence of any default by the Company under the
Lease resulting in termination of the Lease (a "Default Notice") and agrees to permit such Agent to cure any
such default within 15 days of such Agent's receipt of such Default Notice, but neither the Agents nor any
Lender shall be under any obligation to cure any default by the Company under the Lease. No action by any
Agent or any Lender pursuant to this Waiver shall be deemed to be an assumption by any such Agent or the
Lenders of any obligation under the Lease, and except as expressly provided in paragraphs 6, 7 and 8 below,
the Agents shall not have any obligation to the Landlord.
4. The Landlord agrees that the Collateral is and shall remain personal property of the
Company regardless of the manner or mode of attachment of any item of Collateral to the Premises and shall
not be deemed to be fixtures. Notwithstanding the foregoing, the parties agree that the Collateral shall not
include any of the property described in Section 10 of the Lease.
5. The Landlord agrees during the term of the Lease and any applicable Disposition Period that
the Collateral may be inspected and evaluated by the Agents or their designee, without necessity of court
NYI-4084381 vl
located in the State where the Premises are located. By its execution and delivery of this Waiver, the
Landlord submits to and accepts, for itself and in respect of its property, generally and unconditionally, the
non-exclusive jurisdiction of those courts. The Landlord waives any claim that such State is not a convenient
forum or the proper venue for any such action or proceeding.
12. This Waiver shall continue in full force and affect until the indefeasible payment in full of
all Obligations.
This Waiver is executed and delivered by the Landlord as of the date first written above.
LANDLORD:
Accepted and agreed to on
_, 2008 by:
JPMORGAN CHASE BANK, N.A.,
as Administrative Agent for the Lenders
By: _
Name:
Title:
Notice Address:
Attention:
Facsimile:
THE CITY OF DUBUQUE, IOWA
as successor in interest to its BOARD OF DOCK
COMMIS ERS
By:
Name: Ro ~ D of
Title: Manor
Notice Address:
City of Dubuque, Iowa
City Manager
City Hall
13`'' and Central Avenue
Dubuque IA 42001
Facsimile: (319) 589-4149
NYI-4084381v1 3
THE CTTY OF
DUB E MEMO
Masterpiece on the Mississippi I I
.LAMES (TIM) A. O'BRIEN, ESQ.
ASSISTANT CITY ATTORNEY
To: Mayor Roy D. Buol and
Members of the City Council
DATE: May 16, 2008
NDUM
RE: ConAgra Trade Group Request For Landlord Waivers Regarding ConAgra
Leases
On May 13, 2008, by overnight courier, the City received a request from Tom Kelly, Vice
President of Strategic Development for ConAgra Trade Group for the City to sign three
"Landlord Waiver" documents relating to three ConAgra leases. These Waivers appear
to be related to some type of financial restructuring involving JP Morgan Chase Bank,
NA, taking a senior security interest.
The main result of the Landlord Waivers is that the City will be required to notify the
lender of any defaults by ConAgra and give the lender the opportunity to cure the
defaults and further to notify the lender of any intent to terminate the lease, giving the
lender the opportunity to do an orderly liquidation of any on-site collateral they may
have.
We reviewed each "Landlord Waiver" and the related leases and forwarded copies to
the City's bond counsel, William Noth in Des Moines. After receiving Mr. Noth's
comments, we incorporated our thoughts and his comments in a letter to Mr. Kelly and
forwarded that to the attorneys for ConAgra by fax. In their response dated May 15,
2008, they agreed to our suggestions and incorporated our suggestions in a new set of
documents submitted on May 16, 2008. Those documents are being submitted to you
for approval with this memorandum.
The City Attorney's Office recommends approval of the three "Landlord Waiver"
documents as submitted on May 16, 2008.
JAO:tIs
Attachment
cc: Michael C. Van Milligen, City Manager
OFFICE OF THE CITY ATTORNEY DUBUQUE, IOWA
SUITE 330, HARBOR VIEW PLACE, 30O MAIN STREET DUBUQUE, IA 52001-6944
TELEPHONE (563) 583-8550 / FAx (563) 583-1040 / EnnAIL tiobrien@cityofdubuque.org
LANDLORD WAIVER
This Landlord Waiver (the "Waiver") is entered into as of , 2008, between THE CITY
OF DUBUQUE, IOWA (the "Landlord") and JPMORGAN CHASE BANK, N.A., as administrative agent
(the "Administrative Agent") for the lenders (collectively referred to herein as the "Lenders") from time to
time party to the Loan Documents described below.
Landlord is the owner of certain real property in Dubuque, Iowa that is described more particularity
in the Lease (the "Premises").
Landlord has entered into that certain lease agreement (together with any renewals, extensions,
amendments, modifications, substitutions or replacements thereof, the "Lease"), dated as of September 25,
2002 a copy of which is attached hereto as Exhibit A, with ConAgra Foods, Inc., a Delaware corporation (the
"Company"), with respect to the Premises.
The Company and certain of its affiliates have entered, and may from time to time may enter, into,
one or more credit agreements and other documents (collectively, the "Loan Documents") evidencing one or
more financing arrangements with the Administrative Agent, other agents designated by the Company or the
Administrative Agent (collectively, the "Other Agents"; together with the Administrative Agent, collectively,
the "A ents") and the Lenders. The Company has also agreed to secure its obligations and liabilities under
the Loan Documents and any modifications, amendments, supplements or refinancings thereof (collectively,
the "Obli ate ions") by granting a security interest to one or more of the Agents, for the benefit of one or more
of the Agents and the Lenders, in all of the Company's inventory, machinery, equipment and other tangible
personal property, and all products and proceeds of the foregoing, as more fully described in the Loan
Documents (the "Collateral").
The existing Lenders have required that the Company obtain this Waiver from the Landlord in
connection with its lease of the Premises. The Landlord hereby agrees and covenants with the Agents and the
Lenders as follows:
1. The Landlord acknowledges that as of the date hereof the Lease is in full force and effect
and the Landlord is not aware of any existing default under the Lease.
2. The Landlord acknowledges the validity of the Agents' lien on the Collateral and waives any
interest in the Collateral and agrees not to levy or distrain upon any Collateral or to claim or assert any lien,
right or other claim against any Collateral for any reason.
3. The Landlord agrees to give notice to any Agent whose notice address is given to the
Landlord (each a "Notified A ent") in writing of the occurrence of any default by the Company under the
Lease resulting in termination of the Lease (a "Default Notice") and agrees to permit such Agent to cure any
such default within 15 days of such Agent's receipt of such Default Notice, but neither the Agents nor any
Lender shall be under any obligation to cure any default by the Company under the Lease. No action by any
Agent or any Lender pursuant to this Waiver shall be deemed to be an assumption by any such Agent or the
Lenders of any obligation under the Lease, and except as expressly provided in paragraphs 6, 7 and 8 below,
the Agents shall not have any obligation to the Landlord.
4. The Landlord agrees that the Collateral is and shall remain personal property of the
Company regardless of the manner or mode of attachment of any item of Collateral to the Premises and shall
not be deemed to be fixtures. Notwithstanding the foregoing, the parties agree that the Collateral shall not
include any Improvements as such term is defined under Section 3.2 of the Lease.
5. The Landlord agrees during the term of the Lease and any applicable Disposition Period that
the Collateral may be inspected and evaluated by the Agents or their designee, without necessity of court
order, at any time during regular business hours upon reasonable prior written notice, without payment of
any fee. Such Agents or designees shall comply with any reasonable security or similar requirements
imposed by the Landlord.
6. If the Landlord exercises any right to terminate the Lease following a default by the
Company thereunder, the Landlord promptly shall deliver written notice of such termination to each Notified
Agent and, within the thirty (30) day period after its receipt of such notice (the "Disposition Period"), each
such Notified Agent shall have the right, but not the obligation, to cause the Collateral to be removed from
the Premises, provided it pays to the Landlord all rent and other charges that would have accrued under the
Lease and would have been payable by the Company for the period beginning on the date on which the Lease
terminated and ending on the last day of such thirty (30) day period or such earlier date that either (a) as the
Collateral is removed from the Premises and the Notified Agent so notifies the Landlord or (b) such Notified
Agent notifies Landlord that it no longer intends to remove the Collateral from the Premises. The Landlord
agrees that during the Disposition Period the Collateral may remain on the Premises subject to the foregoing.
and if any injunction or stay is issued (including an automatic stay due to a bankruptcy proceeding) that
prohibits such Notified Agent from removing the Collateral during the Disposition Period, the end of the
Disposition Period shall be deferred (and the Notified Agent's obligation to pay rent and other amounts in
respect of such period shall be extended) until such injunction or stay is lifted or removed.
7. During any Disposition Period, the applicable Agent (a) or its designee may, without
necessity of court order, enter upon the Premises at any time to inspect or remove all or any Collateral from
the Premises without interference by the Landlord, and such Agent or its designee may sell, transfer, or
otherwise dispose of that Collateral free of all liens, claims, demands, rights and interests that the Landlord
may have in that Collateral by law or agreement, including, without limitation, by public auction or private
sale (and such Agent may advertise and conduct such auction or sale at the Premises, and shall use
reasonable efforts to notify the Landlord of its intention to hold any such auction or sale), in each case,
without interference by the Landlord and (b) shall make the Premises available for inspection by the
Landlord and prospective tenants and shall cooperate in Landlord's reasonable efforts to re-lease the
Premises.
8. The applicable Agent shall promptly repair, at such Agent's expense, or reimburse the
Landlord for any physical damage to the Premises actually caused by such Agent or its representatives,
including, without limitation, by the conduct of any auction or sale and any removal of the Collateral by or
through such Agent (ordinary wear and tear excluded). Neither the Agents nor any Lender shall (a) be liable
to the Landlord for any diminution in value caused by the absence of any removed Collateral or for any other
matter except as specifically set forth herein or (b) have any duty or obligation to remove or dispose of any
Collateral or other property left on the Premises by the Company.
9. Without affecting the validity of this Waiver, any of the Obligations may be extended,
amended, or otherwise modified without the consent of the Landlord and without giving notice thereof to the
Landlord. This Waiver shall inure to the benefit of the successor and assigns of the Agents and shall be
binding upon the heirs, personal representatives, successors and assigns of the Landlord. The person signing
this Waiver on behalf of the Landlord represents to the Agent that he/she has the authority to do so on behalf
of the Landlord. This Waiver may be executed in one or more counterparts, any or all of which shall
constitute one and the same instrument.
10. All notices hereunder shall be in writing and sent by certified mail (return receipt requested),
overnight mail or facsimile (with a copy to be sent by certified or overnight mail), to the other party at the
address set forth on the signature page hereto or at such other address as such other party shall otherwise
designate in accordance with this paragraph.
11. This Waiver is governed by the laws of the State where the Premises are located, without
regard to the conflict of laws provisions. The Landlord agrees that any legal action or proceeding with
respect to any of its obligations under this Waiver may be brought by the Agents in any state or federal court
located in the State where the Premises are located. By its execution and delivery of this Waiver, the
2
Landlord submits to and accepts, for itself and in respect of its property, generally and unconditionally, the
non-exclusive jurisdiction of those courts. The Landlord waives any claim that such State is not a convenient
forum or the proper venue for any such action or proceeding.
12. This Waiver shall continue in full force and affect until the indefeasible payment in full of
all Obligations.
This Waiver is executed and delivered by the Landlord as of the date first written above.
LANDLORD:
CITY OF DUBUQUE, IOWA
By: _
Name:
Title:
Notice Address:
City of Dubuque, Iowa
City Manager
City Hall
13'" and Central Avenue
Dubuque IA 42001
Facsimile: (319) 589-4149
Accepted and agreed to on
_, 2008 by:
JPMORGAN CHASE BANK, N.A.,
as Administrative Agent for the Lenders
By: _
Name:
Title:
Notice Address:
Attention:
Facsimile:
3
s ~a-:
1+.
Barry A. Lindaitl, Esq. 33o Main Street, Suite 340, Dubuque Building Dubuque ~ 520p~ 563 583-4 i:~'~ . , ,; ~;` ~`
. - _ :.~:
LF.ASEAGREEMIEN'~x~~°~~'G>t..3G~ =~b~ j~~;'
ih. '}' .4' r ~ti :' yi:
:~ ~'~
,f;..:~~,,.
_ ~'=<},
.k ~~ :ii f.; :!hP
THIS LEASE AGREEMENT (the
2002, betwoeu the CITY OF
), and CONAGR.A FOODS, INC., a Dela
day of
corporation
AR 1
DE TERM
1.1 D~migg and Term. ~:„cp~liiidaration of the`uts~~eroinafter roserved and the
terms, covenants, conditions sad ~~ ~ ~ ~ ~ ~ set forth in:-~ Lease, Lessor hereby leases to
Lessee the rani property ~..... '' 'bit A`:a~tached to and tnado a part of this Lease,
i~ Y ~}d aPPurteq~i~~pret
to er with an and all ~ ~ : """' ~' o and subject to any easements and
restrictions of record (, ` ,..<., ~`" sett' ',_~ ~,. to ~~ave and to bald for an initial term
common rug as of the .: ..,:a~ _, 2002, and ending on
the , j~ clay' of ~..' :~ 122 (tire "Initial Term', subject to all of the
terms, covenants, con
,~ l agreetne~s:~~taed h~,e:
:.ley;x~ ~ ~~f ~•.~~:~.-~ '~,,~!r ~~
;~,. et~
~._.
%~l~i'~' 1,. n~ y"
~ [i:>
~ PaY ~.~e,~ 1Xes, a~ossments, anal otheI Charges required to
be ~dT t'I.ease '., fore l~ised Promises as follows:
_ •~:
Q ~`
~~Base Re<tt, For tlbe first tea years of this Lease, Lessee shall
fo~y:$'~3,400.00 per year. paY Lessor rent as
~'=:...~ ` ~rg~,...,:A11 such ~asb"~ shall bo payable in twelvo (12) equal monthly instalhnomg on the first
``'~t:~~..rlsytifeaeh ~;~ on the fret day ofthe Initial Tercet.
:= :%.
•:::a. . ~~'ij7 r.
- ~;~ ,:,: '°y ~ Fo~ h~ ~ ~~ayable on and a8er _ / , 2012, Lessor and Lessee
:h ~,G. `~ (~~!° f-. ~aY (~) days prior to each time and nicety (90) days prior to avery sixty
. , an appraisal of the Demised Premises by a certified appraiser experienced
:;,,,
•'`'£'~_ in a similar typos of properties ra the Dubuque aroa mutually selected by Lessor and
L~4pe. `'~~f eiihor party is dissatisfied with the appraisal or the parties cannot agree on an
~.~-`:
-` :<~:,.
~£<~. '
_ ~..f-.:
i:M4.
appraiser, each shall, not later than forty-five (45) days prior to January 1 o~^l~ri~t~~raisal yl~i;".k '~`
. appoint its own appraiser, each of which shall be experienced in rais ~`''
properties is the Dubuque area and the two ~ s; ~ -.
appointed by the pare' ~~ select a tl~°" `:.
experiexced appraiser. The average appraised values of the thr~ ..~. ~e die
a ed vahu of the Demised ~~ '~~~`
pprais Property for the purposes of this Atticle. ' "~'he annum .:
be ten percent (10%) of the appraised value of the Demised Preti~3bes fair the sixty) ~norrth
period following each sixty (60) month appraisal period. - ~~~':~ zx~_ .:
r .. .
' ..
The Demised Premises shall be r;::,~proved gid 3' without
appraised as v~carl~; ~~
re to as boil or ether " rovesnents on the De .: "`
~ Y cgs ~p ~. ~ ~fi,:y,..
•jp qt.:p: fq~ ~. "4~ ~~
The srmual rent be paid in twelve (12) ~as1`'thly in on the first day of
each month beginning ~ _ ! t; .::.:"a~: .
g .a ~.
TITLE TO IMPROVE TRADE FIX`1"JRES
3.1 ~'rsde F~cttues. For the
Lessee's personal property located
Lessee's trade fixtuaes (the "T~lo
Lessee during the term of this lJel~e
after the expiration or teo~
9r y
emderstands that it shall ,l~a~ua!>o Egli
during the term of th~C ~ or
acknowledges and agrq~~`.,~~;'~,essee
Lessee's Trade Fixtures~`~ five
all or any portion ace's T
days' prior otice Lesso
recordable form e by Less `dt``_~. st
Trade Fixtu¢+~~`a~ ll as
from Lesso}}s,:..'~` :.~ ~.,~~~
:~~ u•~~ ~'~ ~~; b
~`..
:Y~~_ ..
r; - :..
:;~;.
;:rtN =~
;_;-°
~Y+.i
~ate~~`'ofthis~Tr Fixtums" shall mean all of
~.~imised Preause~..~ is Lessee's business. Title to
pig, 6'} is at}~d~hall ice` sole and exclusive property of
l"shaU re `_the solo and axalusive property of Lessee
~~:~--~:
~ Lease, ,. er reason. Lessor aclrnowledges and
title or ~~ in or to Lessee's Trade Fixtures either
he~_ except as hereinafter provided). Lessor
diall3: 'the rigs„ yp~,
~~ ~to encumber, sell, or h ecate
~~ ~ ":; , tl`ie De 'sea, or to otherwise deal with
F . k' , ' le discretion. Upon ten (ll)}
. ~~ e~~# `. liver to Lessee a certificate in
g that Les _~.o interest or right in or to Lessee's
Authar,~~,dtoct~ich Lessee may masonably request
»^ YYi ~~5
~~rm-grneats. delivery of posssion of the Demised Premises to Lessee,
~~.
,p~ca®stnwt, with ~ prior written consent of Lessor, on the Demised Premises such
neces to t successful operation of Lesaese's business, which consent shad not
ably ~~ By~executing this Lessee Lessor hereby grants Lessee written consent
istruct orrrt~tall ~~ ne Demised Promises storage pads for the storage of grain, electrical
aunt "v dr iastatl any such other structums or items necessary for the storage of
on the~s~ . ',` .. Premises. All improvements on the Demised Premises am and shall be the
rty ~~ during the tesrm of this Lease and no longer. Subject to the payment
~, olt;sor set forth below, upon say termination of this Lease, by mason of any cause
*~+~ the Lnpcovemants or any prat thesreof shall then ba on the Demised Premises, all
~=' _ ,
~a nght, title, and intemst therein shall cease and terminate, and title to the
_y.tteats shall vest in Lessor, and the Improvements or the part thereof then within the
rir CUih; ?;9r
s
..:1; u'.
:'?~sz.. „ aka
•;n,-
{ Demised Premises shall be surrendered by Lessee to Lessor. No further deed:t~i~`'oer''Yt ~t""~ ~ ~~~~":
•:.fi..
shall be necessary to confirm the vesting in Lessor of title to the Improventatit~Iwever, . ' xa,, „
any termination of this Lease, Lessee, upon request of Lessor, shall ~te,.aCf~nowledge aa' ~~~'~
deliver to Lessor a quitclaim deed confirming that all of Lessee's right, tk~atd iateresC~~or i:o
the Improvements has expired, and that title to the Improvements has vested"3~ Lessor. Y"`'~
~,.
ARTICLE 4 - ~:°. - •~"~ ~`;
ENC[3MBRANCE OP LESSEE'S LEASEHAI~D IIRF_C"''~ '`"
4.1 ~~e's ~aht t~,gc~,ber Leaseholdr~- Lessee ~.~tcumber by
mortgage, deed of trust or other proper instrument, ~ t'ehold • mod' estate in the
Demised Premises, together wiffi aU Improvonnents the:; ~']~huised P'~n~.y security for any
inde~aesa of Lessee, provided that na such enc ..~ shalt ;, . d bed the term of this
Lease. Lessee shall provide prompt written n~itc~_• -` .. or of ' y umbrance together
with a copy of such encumbrance. In the evert0 . ~~ judicial of no cral foreclosure under
any mortgage,
deed of trust or other similaL '. .., ent made by Lo covering its leasehold
iaterest in the Demised Promises, Lesso~~~,.i~ion s foreclosure or sale, recognize the
purchaser thereunder as lessee under th:~, provided"h ~ttcchaser expressly agrees in
writing to be bound by the terms of tlri~~lse~°°' .
~F ,:, N.
4.2 N 'ce o Rt ~~`'" -`~ f ~}. x` der to C R'
,: ~. ee's De
Lessee shall encumber its let~i~~"cest and ne Demised Premises and if Lessee or
the holder of the indebtt~;<.1~ ~utccessors at assigns (the "Holder's secured by the
~~ encumbrance shall give to`:s"sor of t1~ce of the encumbrance sari the address of
the Holder, then Lessor'` or deliver ~~" : ~ f ~iolder~,~-such address, a duplicate copy of
all natlC88 rt! wrrtin 5+ ~ .r..r.N
g why"~'zssor r+ ~ ~ 1me to tip ., ~. or serve oa Lessee under and
pursuant to the terags~ visions a~` • ~op~ _ • ~ be mailed or delivered to the
Helder a#, or n .. ssi to, the„ ` ...then E en to or served on Lessee. The
Holder may, at'~ at an bo the ri _ `
ghts ~.. steal! be terminated as provided
in this Lease~~±,,„' ~'of these .. 'der thiR.Lee or`'` y any taxes and assessments, or do
a;;•
any other a~'ng n9u1~:o=,;,,~aaesee bY.t'~"berms a~this Lease, or do say act or thing that
may be •~and propel done in thd~obs',ranee of the eovenauts and conditions of this
Lease ~° gent the tenmv~+~i of this Lease; pr'~ided, however, that the doing of any act or
thin possession of the Demised premises shall be subject to the !father fights of
Ho~;d ~ set forth in ~ctio~,.~8.2. All payments so made and all things so done and performed
bylder shall.:y_eCtivh to prevent a foreclosure of the rights of Lessee thereunder as the
}?'=_~ ,`'~q:would l~vcheen'i~e and performed by Lessee.
'~:t ham;. ~~~-- ,~'
• ;;,
- ,:;:.
.,. ~~ ~_'.•~~-d k~ TAXES
,~.~p
- agrees to pay as additional rent as amount equal to real estate taxes upon the nal
estate "of ~#he~emised Premises drat become payable during the term hereof and which would
b, iti~,linquent if not so paid during the term hereoir Lessee shall further provide to Lesser
~-{~.
~::~, ~
`.:.:yi'' ' ..F:
~~ 3
!~
~ aii:~a:.
-~sr.y v
_ :.~j i x
_ .:'t,
official receipts of the appropriate taxuag authority or other evidence satis~ii~r~" to Le . ~~..` =k:
evidencing payment thereof. ::~ = .r ~-
During the term of this Lease, Lessee fiuther agrees t0 pay all o es, ra , .
~~8~,
lovies and asseasmants, general and apecisl, of every name, nahnre and kind; ~+irhether n w 1
to the law or hereafter created which ma be tax c `'~
Y ~, ~S~ levied or ' • -opon
said real estate and which become payable during the term and which': ~::ome
delinquent if not so paid during the term hereof, any buildu im+ovemts t'~on which
may be taxed, charged, assessed, levied or imposed upon,,th~lold estateeby.i~eated and
upon the reversionary estate in said Taal tstate during the~i.he;~i»bf and whic~r~iie~iine payable
during the term hereof and which would become dolin ~° t iiot so p~ the term hereof,
and all such other taxes, rates, charges, levies and '~ ahall;e by Lessee as they
become dtu and before they become delinquent du;tl~~term herpp~ ... _-
Lessee agroes to timely pay all taxe~~'isxnents ox ~thelic charges levied ar
assessed by lawful authority (but reasonably ..~~+iog Lessee's rips of appeal) against its
~~ I~PGfiY ~ ~ premises, d~8 ~~~' of thisase.
`%-'4%1 _
Nothing heroin shall require si~„t~>pay any of ~s income taxes, surtaxes, excess
profit taxes or any taxes on the rr,~ts' send to Le$,sor `""I= er.
Lessee shall at sll tiz ri to ~~ ~a''~
~ ;6~ ght cttest's~ood faith, in any Proper' pmceedinga,
in the name of Lessor if ~'~`~~, rr,. ~ t~1c payment won of any such taxes assessments,
rates, charges or levies ~o be i.es~3ee if the validity thereof; or the right to
R I
assess or le seu~.~; c~oll~j~'"
vy the or ~.t sam~a~,i'rom said Demised
, „, .,.. ~.~; ... Promises or
Improvements, shall be' .: Up~a ~i"na~usion ~ '"' „~ch suit or pmoceedings or not
loss than throe (3 ``~ Prior to''~ wh '" redeem therefrom '
whichever Lessnai~' : - . ~,'~ .~` ~~,
,; ~ the ~a. `~ ~~ satisfy such disputed tax,
assessment rn~~~e as flnatld~4~nnined, to ~ all expenses costs and ~toxneys'
fees whatsoe ~~ in .t~rewit~, ~~_' ~i:~:,'~
.::: ; kr, .~ . ,
. - •. Y; 12EPAl1~E~
,i~~av. ~'~^
:;>r„
,,~>s~~.
'~.
ny
.._. ;R
:. ~ ~~o~see shall at'~tl bates during the term of this Lease, at Lessee's own costs and expense,
Demised., ..~. %;,'rees~ end the Improvements thereon, and all sidewalks, curbs, and all
~_. tos~he Promises, in goad order, condition and repair, casualties axxi
ary wed? .., ext~pted. Lessee shall keep and main~in the Demised Premises and a[l
~vemen, iii~jremdition consistent with other similarly ciassod operations. Lessee shall
the ~ ;. ,Premises in such condition as may be required by law and by. the teams of the
snpti . ~ ~ funuishad pursuant to this Lease, whether or not such repair shall be intedot or
. ". an-~~vhether or not such repair shall be of a structural nature. Upon reasonable notice to
~~SSOr may, at its disc~ction and at its cost, conduict an annual inspection of the Demised
iiiesY~ determine Lessee's compliance with this Article G.
4
• Ci~AiSi. =f-•
.~"' 'ti3.a., 3
q"ri~~i,. k lG~s~•i.
-4a :, `rs
..
y";+:.
~.. ARTICLE 7 ~'~? -q~ `,.. ~"
COMPLIANCE WITH LAW ,; •- N -
'7.1 During the term of this Lease, Lessee shall comply with all;fo~al, state a;fe
laws applicable to Lessee's use of the Demised Promisee, inchi~ing dirt not
Americans with Disabilities Act. y;.. '~' ~- _ _ d ~
.,y~ ~ r~A. y~: Spy..
..*~ %`Y.
~.2 Lessee shell not commit Waste On the .,. ~~~ ' ,~ "~
D~aIse~;ses exc as nssary for
its business purposes including the romoval or construs~f buildings ltd:}provementa
on the Demaised Premises, and shall be liable far any daago or d _ 'cam of an buildings
or Lm~pmvementa on the Demised Premises rESUltin a and" Y air
or rebuild such Miildings or Improvements. '~~ ,y ~~~~~ ~ ~
construct neW ements on the Demised Y ~°~~°~`~ udpro ements or
~~ ~~i3oct toll the~terms and conditions
of this Lease rovided Lessee has received ~' ..
p th4: pc,,~spproval of ~,ess'~~;*.~vhich approval Lessor
shall not unreasonably withhold. a ~~~;
.j~~~~ L;w ..,.
~ •~.la+~AV1LG Q 8r '~N Jlrif'.
„~'.`x TIONS
Lessee shall have the ri ~ a `n .~ ,~ .:~.
~fi~~3`ssor'spr;.~yrittenconsent which consent shall not be
unreasonably withheld fob; a~~giteration,,. ~" or modification that exceeds Fifty
Thousand and 40/100 Do000:00) in .;~.essoe's expense, from time to time during
~ the teem of this Lease toe aalterationr~tiait' or modification to the Demised Premises
. or the improvements tom,->-,~y executin~I.oase .I~asor heroby giants Lessee written
~.`L= {~ ,:,r.~ ga of grain, install
consent to construct oche' Dehuise storage ., .. the store
electrical uipnuaat "'_ '~". _,
~1 oI' ~~} ,~~ such~ei `~ s or items necessary for the
storage of a ~.:~. ~G• .a,~~., .
~~~.~'~,~ OF DE,D PRI~uIISES '
e:. t
e~:-shall operate a': Impmvemen~ ~ storage of commodities and shall not
kno x ~• or allow the Demised Premises ox any buildings or Improvements thereon or any
-~~?~ ;;
thereto;to b~~vtused or occupied for any u~nlawfiil purpose or in violation of any
. ~ ; ~" of ~;,, ~Lea~aa shall nat suffer any set to be Bona ox any condition to exist
=~:, ~` Dc~nis~d ~+ei~Nes or in any Improvement thereon, ar permit any article to be brought
~~ ~~=:~. whicp.,ou~; unless safeguarded as required by law, or which, in law, constitute a
z~a~,*,,~d~isanca, pu~Ji~`~,private, or which may make void or voidable any insurance in force with
- ;~` =`- ~ ARTICLE 10
~.<,~
- :~,A INSURANCB
10.1 Lessee shall provide sad maintain or cause to be maintained
the process of constructiog Improvements (and, from tune to time at the re9
City with proof of paymeett of premiums on): ~+
~4
TC,
:yt3.
~;x
~4 ~~ ~ ..~
w~ .:w r ,y : ~~. ~<
A. Builder s risk insurance, written on the S fal Peri , .Form~i, rill an amo ..:~ ,tae
per' ~. ~`
ens hundred percent (100°x5} of the replacement value of f ~~,. as ~u~~'`~
exist from tame to time during the construction process; - "=r ,., ~,,~: ~~-"_`~_<_n~'
. ~.. ,,,
~:,~: . ~,.: l~~. ,;.
B. Commar+ceal geaansl liability insurance (i~lu~ `rations, ~dAli?nt liability,
operations of subcontractors, completed ;~;uon>ractu$1 li insurance)
together with an Owaier's Coxrtractar's Pali wet°1~fElimats ,test ~'~'odiiy injury and
property dauuage of not less than $2,000,000~~~aoh occf~erapito accomplish the
above-required luaus, an umbrella excess li~~li~olicy v~ ~
p,~. '~~' ..~.
C, worker's compensation ins `~~ statutory ~vca~' ~.
10.2 Upon completion of c
cause to be maintained, at its cost and
ttunisb proof of the payment of pew
,a~.
A. Property °"°
~3=1
insurance polioy : "`qp {
insurable reptacer~~~ ~i i
amouurt of not mte~ati'~`.C
P ~~.
sentence, by.reai%e ti~~o-in
thereto in ` ,.' y City.
of lmpitovemerits, Lessee shall maintain, or
sand from ate
~ ( ~, r ~ at the request of City shall
).: ~~;
insurance as f
`it loss 's damage to lmprovemsnts under an
. ;Special P ~,i ~' is an amouert not less than the full
'~'mprovthrn~i~~but any such policy may have a deductible
DOO.OO.sl~~l~cy of insurance shxli be so written that the
less t~,.u~#cov~ required by the preceding
~, "~oviaiona o~ - _ without the prior consent
~`` ue" shall mean the actual
_ ~ ~'' ~ 1 and dccavation costs and costs
of und~~Iues, pig; and other ~~ . y le items) and equipment, and shall
be d~`from the rout of _ ,but not more frequently than once
~. ,,: ~apaby Lsss~;~~
45,N~`~ Z, 1
3Commercial ~:.,.
liability instu~tce, iacl nal injury liability for
``~~ '° uding parse
,~~rtes to persons andlor property, in the minimum amourt for each occterrence and for
_~°= ~~ year of $~OO,t~.00.
:~, ~-,:.e~~~.4; --10.3 , 5
.;:;~ ;~ ~ ~:.. _ . ~ _. A~ in~ required by this Article shall bs taken out and maintained an
'~~aponaible "iei4~tanies selected by Lessee which are authorized under the laws of the
,~: ~ ;;`,~ Statc of i , tt; the risks covered thereby or ConAgra Foods, Inc., may at its election
.t~ t~~'~'";.,`self-ir~aare~~~ursuant to the aforementioned guidelines. Lessee shall depo ualt with
.r•, 4 P~ art Saa y
}~_: "~., ~? .° City a'or certificates or binders of the respective insurers stating that such insurance is
_~-., is ~~z. affect. Unless otherwise provided in this Section, each policy shalt contain a
=~~.
,- Prove that the 'ensurer shalt not cancel or modify it without giving wrettea notice to Lessee
at~~:~-#~~t least thirty (30) days before the canoeltatlon or modifcation becomes effective.
'`
_`
.~ra ~.
i.t~:r :uF::
:i~. r 6
A )~.
... '' .,~, a,., ,~~.
Lessee shall .ftlirit8b City evidence satisfactory t0 Clty that the policy ha~i6"n t~enewed>:.ypT~'-~~. `'''
replaced by another policy conforming to the pmvfsions of this Section, i .. , then is ' ...~
~..,~~~:
necessity therefor under the forms hereof. In lieu of separate policies~es~pe:y ~~~ ",;--
single policy, or blaalcet or umbrella poticiea, or a combination thoreo~ ~~~- % tohtl
coverage required herein, in which avert Lessee shall deposit with", rty a ~~'
certificates of the respective iasurors as to the amount of coverage's fob upon vet~nts
provided, however, the specific limit shall not be iron aired. . ~:;. '
rywC'.'.:. tS' 35y.
10.4 Lessee agrees to notify City immediattiiy ~~ case of 'gig
$SOO,OOO.QO in amount to, or destruction of, linproveraeir portion ~_" from
fire or odxer casualty. Net proceeds of any such • ~ ("Net ,qce~'"), shah be paid
directly to Lessee, and Lessee shall forthwith ~ ~ ~~`
. .
and ~~ Improvements to
subsiantaslly the same or an improved conditior~:.~:~tue as t~ prior to the event
causing such damage and, to the extent necessary ~~mphs}r:'' , reconstrnctian and
..~r~e~
rostoration, Lessee shall apply the Net ~ ro any insu~ncpjl~ting to such damages
received by Developer to the paynaem ar ~ of the costs'~creo~ subject, however,
to the faros of any mortgage ancumberiaty.
IQ.S Lessee shall complete., f~, reconsttuctioijind restoration of Improvements,
whethex or not the Net Praceedaf ie receiv~,by Lese~ for such purposes are sufficient.
t~:: ARTIC
~x.~~~=sm- -r•4. ~- x.
.r i.. ~~,m;.
LBSS'~~? _ .~S REPRESBNTATIONS
i . 11.1 ~or,a;. 4:< '~~ of ' .~'i 1e, L,egaor covenants that
Lessor is lawfiall '~~ °' ~ . ~,:; , and warrants
authority to enter Y peas fst~~.Denuaed ~:~, aad that it has fiull right and
or _' rm hpoi;" . . ' versants and agrees that upon
paying the _ •. ded o ~ ~ ~ Lessee:, the covenants and a
of this Lease be pesrfo °~ said Lessa~ pit will have hold and ~o~
possession of':,fnised ~?t~~,.-;$~asor '" ~oY quiet
wenal~ts to'~ essce that the Demised Premises are
ProP~'lY zo#he condiYct ,~mnperatialessa~s business.
k~ ~ ~,
;~.~'"~.~Lessor ea nt~~representations o~>'warranties as to the condition, including
e~nv~a1 condition, of the Demised Premises and Lessee accepts the Demised promises as
fir"'. Y;?cC,L. 6
~yi.,,A~.a,.-~~ti.;NgL,,. .d ~ :,'4.2r~4,".cr~ ARTICLE 1Z
-_ , . ~..~s1~E S WARRANTIES
_ ;4 ~"~- AND REPRESENTATION
:TM. f~ ;~1~,„ 12.'yz~` ~Comntia"-ce ~~ I~~
;~~5 -~ :,>~, A. Lessen shalt comply with all applicable local state and fi~lerai laws rules,
'" ~:; rogulp~s rind permits with regard bu the Demised Premises and its use, occupancy and control
of ', ~;.?Ueised Prova-ises.
i:F •-
~:?Y;~;:t:. r~FA~
n75 :itF~M. __
12.2 Environmental Matters.
..hi ~~S•ri~?,,. ~ .
A. Lessee covenants and agrees that Lessor shall have
liability arising fmm any release of a Hazardous Substance whi tis ca
Lessee, Lessee's use, occupancy or control of the Demised ~''
Hazardous Substances {any Hazardous Substance which leache~~30aE.: ~ .
Premises from any property owned by Lessor}. Notwi ~ ~'
Lease, Lessee ahaU not have any responsibility for any~Hao"Suba
migrates upon the Demised Pten»ses from any adjacen~.j~~°~'or any
Substances which is caused by Lessor or which pre-cai~-ts tlj'e"aye of t~
~~
,~~j_.. `~.~..
.~esponsibiliyr'or
~ by or rests'
except;or lessor
s~vtlfls"1~t~Saised
i pro~r . ova of this
uacnes or
Hazardous
B. Cessna covenants and agre,~t~`}mptly Leasi~ of say release of
Hazardous Substance in, on or about the ~~~~ o ~ Lessee has actual
~~
C. Lessee covenants a~agcs to p . y tale any and all necessary and
appropriate response to address any relea~f Hazardous S " ~ _ ~~~or which Lessee is
rosponsible under Sectioa 12.2A, S~'oirse shall includpR;ithout limitation, notification to
appropriate governmental authsj~eiti ,,~~y be reed by~~'w,
..~.,..
Les;~~v~s and a ~~tiot manufacture, treat or dispose of
Hazardous Substances at,'~ Premis~_Qf' ~.~ ~ y allow the manufacture, treatment,
or disposal of Hazardoust~~~ same oot~'emised Premises.
y~'~ ~~~r a.
Lessor ~cav witl~~~piithat no Hazardous Substances
Nava been spilled prix36gsed of on r ._`,f,. .
~iiiY oa;;, e p s ::;~f ~iis Le~ ous Substance" Or "Hazardous
Substances" :ia~eat#s ~~ * "~ which is or
Y ~. .: xie s ,material or waste becomes
rogulated b~~~ocaf . ~, ,~ ~ : °the S Iowor the United States Government. It
include~:~~ limnitatioit';:py material or stance that is (i} defined as a `~a2erdaus
substai" o-~"hazardous waste~`tmder CLapber 45~$, Iowa Code, (ii) petroleum and petroleum
pm~cta;~~ asbestos containing materials in any form or condition, (iv} designated as a
` ~ , .,~' ` snbstancet''. urCtt to Section 311 of the Federal Water Pollution Control Act (33
S. ' ~:~ 1321}, v}<'. ~_c~pd as a "hazaMous waste pursuant to § 104 of the Federal Resource
~atio~e...a Roco'~ry Act, 42 U.S.C. §6901 et seq., (vI) defined as a "hazardous
:substance" pui~a~~'§ ~1 of the CAmprehensive Environmental Response, Compensation and
Liability U' §9601 et seq., or (vii} defined as a "regulated substance" ptusi~ant to
Subchapter,-'&~olid Waste Disposal Act {Regeilation of Underground Storage Taaks), 42
U.S.C r;~~~~~-~ seq.] The term "Hazardous Substance" shall not include any air emissions
diacla~gt~l'~into the atmosphere as allowed by a duly issuod pormit from the applicable
ggy~riiital agency.
-,.:.
='~*.~:
- ~.. t
SS%ii ia. -
t ARTICLE 13 .'~:~:`~,~ ..~_ ,`~ ~ ~°'~'.
Il~iDENIIJII~'ICATION ~_'~?~.: ~ '~' ~`,,.
_~`•y
13.1 Indomnifcation of Lessee. "~ -", „•
,..
A. To the extant ellowai by law, Lessor will ininnnfy- and sav~~,~arness
Lesson fi+om and against all liabilities, obligations, claims, darns - . o~sion,
costs and aocpenses (including, withsmt limitation. teas m~.::. ~ , . >f°
one"` ys fi~acpanses)
imposed upon or incurred or asserted a Cesare ~a ~ to or
by gainst rte` _ ) ~Y amt,..
death of or loss of or to `
persons damage property occ i~ about the premises
and resulting from any act ar omission of Lessor, (b) anai oa theme of ~~`"ossor to perfann
or co with as of the terms of this Lease and } ~' a` ~`~"
~Y Y ar~r;~dZreach on~ Hof Lessor of any
wantartty or representation contained in Article 1 ~F= ~ ~ x' sny.Y--.. 'an, or proceeding is
Lessee reason. Of such a~
aB~ by~{Lessor_~' ~; a~ expense and
discretion, aitl-er defend such action, suit ar g, or cause thv~ to be defended by
counsel approved by Lessee, which approvaj,,_,,,., ~ ~'be unreasonably F` ld ,
13.2 ,t4~ Qf I "'~ Hny inde~' save
~. ~ aii.. harmless Lessor from
and against all liabilities, ~obligatior~ ,damages, pe,~ ~u~ of action costs and
expe~ases (itcluding, without ' - rq~psoaable..omeys~ '~ and acpe~nses) imposed upon
or incurred by or assorted agauud~'`=:. ~ by reas;t~f (a~ any accident, injury to or death of
or loss of ar ~'
persons dams,p~' . occurriu ')gn b~'ont the Demised Premises during the
farm of this Lease and ~;e®Y negli ,~of Lessee or anyone clalmlag by, through
or under Lesson during tlf)a tqm ~ Lease ~;~~ siSy failure on flu part of Lessee to perform
ar comply in any mate with an ~` terms of this Lease, and (c) say
p c+f7F;itssee,~ or
material breach on the ~ f `'~~~'" ~,r(ation contained in ,Article 12.
In case any actiem,~sq~. t a ` ~~ reason of such occeurence,
Lessee will, ate 's ~ and oithefn~' action, suit or proceeding, or
cause the same~~ ~~~fended b ,co 1 approvec~~` or, which approval wiU not be
unreasonabl ~ >:'~ ~Q =~ ~'
..,Ea '~:.L .: i.~
~~.~, ~~. T66~~~;b~igatroas aa~ lialitiea under this Article shall survive and
tar.
contin ~ force and effac~~~d shall sot be taiigpinated, discharged ar released, in whale or
in ,~,fi~.}e of the tern4inntion or expiration of the term of this Lease.
E:~-~
3 ` H,
~~ Ys. ~'~. ~`~~ _ ``~ ARTICLE 14
~.
::w `; :3` 33' "`"~'~°'r~;. CONDEMNATION
,y:;:~` ,~~. •~~ ~~ 14.1 , ~, ~ Condemnation. If at any tImc during the form of this Lease all or
"'•~ the Demised Premises or the ro
:~ '~ ;~;~," ~ ~~au ~~ Imp vements thereon shall be taken in the
:pox ,:~ta-
`~. {~~'" exerct~~ f of emiaeut domain by any sovereign, municipality or other public or
~1;,, private=~r~r1~y, thm this Lease sfiali berminste on the date of vesting of title in such taking and
-- any '`[taut ahal! be apportioned as of said data. Substantially all of rho Demised premises
a~~~urovemeuts thereon shall be deemed to have boon taken if the (~ry'~y~~}}~~ rtioa of the
:~'~ ;~~s remasntng p0
~s..c
y r y.. •..
,._. ;~ S
_ ort,
-- = - ,;'.
';-r's ~' .'fir
'T: :!4
Demised Premises shall not be of sufficient size to permit Lessee, is Lessee's;:~ole~~scretion ~~ ~:~~~` . ..~~
r:~ , f(ls;;
operate its business thereon in a manner similar to that rior to such .n-. - ~`~ ~''~~~~ - ..
14.2 t ti of Award. Any award for such taking of all or'"" ~ 'ally all~~he'
Demised Premises shall ba paid to the parties hereto in accordance with the ~o owin ,,
A. To Lessor, the amount of the award attributc:~~,the Domed.. ~ '~ ~'~} ,
determined as if this Lease was not in e~'eci at thy;:- ~~ratd`` uding
~_ o'such `~' cl
f-:. „ .w.
thenfmm the amour of the award attributable to 4#h ~ , , i~+ements, > all ~ ~ er sums
not directly attributablo to the value of the Land ~ '~--"the Demised.{ses<
r
B. To Lessee, the entire award
14.3 ~ CM~e If lose
or the Improvements thereon shall be taken
any soverei munioi '~
gn, pality or other public., ,.
elect to continue this Lease in foil force aei
to maintain this Lease in full force and e~ ti
allocated as provided in Section 14.
carry out any necessary repay,. an~~restti~
appurtenances shall constitute a ~'. ~e~struct
economically feasible 6asie::ta~~ vision
continua this Lease ip liillw a `. after
reduced in proportion to t~ the Demur=`
Lessor above.
~,1'tl"rdtaatial i~ alf~the Demised Premises
~rcise of the Po~£ eminent domain by
authority, thou l~asee, at its option, may
or this Lease. Tf Lessee shall elect
award for ~~ gstisl condemnation shall be
a shall p . , a~~ with reasonable diligence to
~gothat~i~remainuing Improvemenrts and
or uaita wluoh can be operated. on an
°~.ease. la the event Lessee elects to
Y
~~Iat~~COlldemnation, the BASe Rent shall be
b~ea taken.
Should Lessee O ~~"° upon< , .. _ COndOnltlatloQ l•.09$CO a17a11
u~
provide Lessor notice ~. .on '" ' (30} days aSer the date of
cify F%`
vesting of title .~ Leased _ _ ° e inf ~ anotice tlu date on which this
Lease shall tertaeh date , . : not less th60 ye nor more than 360 days a&er
delivery of su~llt_ ~ to Les~tli~ ': ; ~ i., ~ate'~ oin the event Lessee terminates this
Lease, as prFr in ~~ S _ :~.,'... 3.3 .shall
. thf~' q~Qr4.~ , Lehi ~ e~aitled to the satire award for such
paitiat tal~pp~,.. xSz~ ~?_ ,:M:- ..
~~ r~:, Temocrarv Taking. If the temporary use of the whole or any part of rho Demised
~~ra' the ~~. therecnt or the appurtenances thereto shall bo taken at any time
dur;t}'~term of t. ~ I~ the exercise of the power of entiaent domain by any sovereign,
r;.,.-~nn~t~cpalitY .,. o~er"Y~rrity y
"'~: , or ,the term of this Lease shall not be reduced or a~ectett In an
'=may, a~ Le,;9`pon~nue to pay in full the relit, additional rat and other sum or sums of
-- ni~ey and chargd~~fenin reserved and provided to be paid b Lessee and the satire award for
;~• . ~::. ,.r~ F,y Ming shall be paid to Lessee. Lessee shall repair and restore any an+d all
:.,.:.
~,. _ ~~ damage~ised Premises and the Improvements as soon as reasonably practicable aRer
~' such F_}test~~r taking.
}°~~~ ldt9 fiffect of TakiriQ. If any taking xenders the conahvction of the hotel and
;;_; ..
. _.6,
k:
`FF: :Ff~:
entertainment center impossible, any financial penalties set forth in Section )~3 '~ a$er auc~~ ~~~`<:: ~~;
~~.. ~+
taking stall not be applicable. ~~:...:€.. ,,.
.. r- ~,:
~' F F'I•
ARTICLE IS ""FE,~:k„'k~ ~~=~~rt,
ASSIGNMENT AND St)BLETTING ; ~ ;.s: _~ >~v - <-~~ .
This Lease ma not be ass od Lessee '~``": , ~ -r5 t
Y iSn by without the,~rtar .pity,
which consent shall not ba ~mreasenably withheld, providedtisa_t~urd party comply
with the terms and conditions ofthis Lease. ~,.. ~~° R~' .:~' "=~.
ARTICLE 16 `~"•; ..'`-
2L: 1Y::
DEFAUL'~~ `Y~~ ` ~ ~ ~- w«Y
. _~ ., -x
16.1 ~ r &~~aal~
• fall Or nBglect to
observe, keep or perform any of the covenants, : , ' ~ conditions oo .. ~ a in this Lease on its
part to be observed, kept or performed, and:#te` ~ ~ ' shall continue a period of thirty {30)
days after written notice from Lessor s,a"~ ~lE.,~aatare a~f Lessee's defauh (it being
intended that in connection with a dafauY~`#.,,susceptt x.~~d with diligence within
thirty (30) days, the time within `~~ has to cure tll ~ be cacteaded for such
F~_= ,
period as may be necessary ~ ~ the same v~tb all dt1t~' ~ 'genre, but in no event longer
than ninety ~~) ~Ys)f then ~?ap 's~frch ova ~~r shall have #ha right at ~ tioa~on
written notice to Lessee, tq~; `" 'Lassa. so`~i~all thereafter have the ri
to
and take possession of thd'' . , ~ ' ,Afemiaes wlt~~~ocess of law and to remove all personal
property from the Denuise~l F and all p~e~.,o2~upy;ng the Demised Promises and to use
all necesseury farce thet+eii:' a!1 respects'~ija the act full and exclus-ve possesaioa of
the Demised Premises. OVe~j- P~ Iti~~,~:,~a Of Lessor s Ollgtnal estate,
without incurring - to ,~ anon` ` ~ ying or using the Denused
Presises for or y entry on the Demised Premises
or the rmnoval~ ~-y~ or p ~,~,~ W .;the +
w nil ~z''?YA~* ;:L+~."~~:i ~~''~~°~,-?~~:~~~~ ~~~. Jt's~ a'
1 G.2 ~y ~`~ ,<~ ~~ ~ efa ff Lessee fails or ..
neglects ~; keep or ~`:. `, ..~ ,any of .. cdnants, tames or conditions ccratained in this
Lease . >its to be observe~~ept or perfomsjlhe Holder of any indebtedness secured by
an - ° ` cx oa the leasehold estate under this Lease shall have
;.,1 ~ thirty (30) days after receipt
of :.Mice froar~~.~ting forth the nature of Lessee's default and a reasonable time
~'.: -`if it shallr,~~v`anu~mced foreclosure or other appropriate proceedings in the nature
f.; ~fl~within suc~-~~' 0) days and is diligently prosecuting such procadings, but iu no
>~~SVenl'longet tl". (9days, within whlah to endeavor to make good or remove the default
r,~<=~: ~ ~,o.~:.~.ta~uMse fort ~~ioyn~ o~ft~he Lease. All right of Lesso.rwwto~~twer•mi~nawte flue Lease on thye failure or
•,tr,~ '_:t.~:.;'; r,~~'-~IYW of ~VOGIY~f kCCp and pelfOIIn thQ CioVw,of,y, w.if,D and COIIdltlorl3 of th18 XR~ASe
_ '<'::~, rs, and ~ ue to be, at aIl times prior to payment in full of the indebtedness to the Bolder
;" _ , of Lest>~". ~ to and conditioned on Lessor's having first given the Holder written notice
''' _ ~ ther:and~~la Holder having failed to cause the default or cause for taranir-ation to be made
gq=..~"i'e~oved within thirty (30) days after receiving written notice of default or cause for
`_~;
,::~
~••'~~~~f.. ..
' k; vn ~1'+~'.a. ~.r.
~_ .
.:.,::::. ~:~ -m.
y~y :~%.
f , termination or within a reasonable time thereat}er if it shall have : `~~-t~° .µ 4~~ q' • ` <~:'
commenced f~.ecltre or otheil;, ~~ `'~ ;`
appropriate ptnceedings in the nat~ue of foreclosure within such thirty (30)~yts diligently'`°<<~:~'
prosecuting such proceedings, but in no event longer than ninety (90) day' -fin (he everrt thl~r~'
Lease is termroated due to the Lessee's banknrptcy, insolvency or o~Cr ~-' . ~ an,e.
event the Holder has complied with the terms of this Section 16~~ th~~~ st q~Tt-lde"ir'-s~"
option, shall eirter into a new lease with Holder or the successful liler'~t forecloa ."_ en:)he
same temps as this Lease, for the term then remaining, and specifi~a'~,!:~servia;~'#..~
options, . ~;.. §. ;~
16.3 Lessee's Rights in the Event of Lessee's Dem. `1.easor shall ~` '. to
`'neglect
observq k or y ``
~P perform an of the covenants, terms or ~t~ con......,. u~'~iis Lease on its
part to be observed, kept or performed, and the defat~: sl~~' .uuo jod of thirty (30)
days attar written notice from Lessee fn '~:'°
intended that in eo~ectioa with a defaultg ~~ ~; ~ ~ . "huh (it being
of beau: ~~ ~ `diligence within
thirty (30) days, the time within which Lessor . ~. ~. ~oure the samoextended far such
period as may be nocaesary to complete the,.. nat., all due diligence; but mt no event longer
than nuiety (90) days then and in any su~-`=ent, Lesseb;~hall brave all rights available to it
provided by law or equity. `~ai~ '`: '`-'-~;~ r~~.i,.;
gait,, _~;~;
;~
Whenever and as ~ as;~i~~phrty aha~~ Q~'~eglect to comply with and perform a~-y
term, covenant, conditipai§t'aeement to ~,~caplzed.<~th or performed by such
-:~~.,,~ fi;~~,~ party
hereunder, then, fo °' ~tliJ>yt~~~(30) tvrittenp~ defaulhn8 PAY (or such
additional time to y be '' ~ ~~, . ~tion 16.1 above, but in no
event longer tlum n~ (~ days the,. ~ 3 , at r 's option, is addition to all
ma
other remedies ~ _ ~- + ' such oth y perf~ ar ~ use to ba performed such wo
labor, aervice~~a~s~'~r thini°' ; .... ~ h o#he~° ~'ncluding etd~ry
x=~ ;~'~ onto the Demised
Promises andr`nproven, as s,~,othar i~Y may deem advisablq to comply
with and ... ..i~alny such " W°` : covenant, i or a
gneemerrt which is in default, in which
events cutting party eimbucse such party upon demand, and from time to
time and
gcpenses sufferod or rnc~ured by such other patty in so complying wi#h or
~~ -~v~1; condition or agt+eement. The commencement of any work or
tbe"~~ of any o s or~performance of aqy other act by such other party pursuant to the
~a~ . h~ ~e.~'i~tely prex~e~noe sBail not be deemed to obligate such other party to complete the
'"''~}arin~ of any' , ~ y; _.A ~ . ~ condition or agreement which is in default.
; ~-~
;:F `:_?:~' ,i~ '~'_.:<.:_. ARTICLE l8
- ` - ~'~~~"~ QUIET ENJOYMENT
~-` ~ _' ... ''covenants that at all times during the term of this Leasq SO Long as Lessee is not
~s:
in,tuider, Lessee's quiet es}joyment of tin: Demised Premises ~ an art thereof
Ra Y P sha11
~~ `'
:_~,r
:~ <~' -
.._. _ 12
~'1
r =fix..
f not be disturbed by any get of Lessor, or of anyone acting by, through or under::~33:es5:. •'`~ '~ ~`~`'°"'~.
ARTICLE 14 ,;~:, :~.
ESTOPPEL CBRTIFICATF.S `~~:,.. n~ ~~~~, ;"
:.... r..
Each pasty haroto agrees that at any time and from time to ~ti~ne dating the beri..of;~his
Lease, within ten (1Q) days after recluast by the other parry here'gt;;~)- any lei: ~ an
interest is Lessee's leasehold estate, it will execute, acknowl.~liver._ theter party
or to such l~der or any prospective purchaser, assigne~a~r ~nittgagoe ` ~ ' ° by such
other party, a certificate stating (a) that this Lease is un:~nd in force ~_ ~~ect (or if
there have bey modifications, that this Lease is in force,,; ` t~ect as .ter e`aad identifying
the modification agreannents), (b) the date to which n~ 6~ paid, ' ) der or not there is
an defliult Lessee in the ~p#.,<
y exisang by payment of an~r other m of ~~xr here~mder, and
whether or not thane is any other existing defautt,(Pa-'tY : v~~1fh respect to which a
notice of default. has bcear served, and, if ther!a~fn'such default, ` ~ the nature and
extent thereof; and (d) whether or not there, ar3~'~ etoffs, defenses'tif cotmterclauns agarnst
enforcement of the obligations to be perfor~mder ~ in favor of the party executing
such certificate. £~~li ';' ":€;~.~ >~..
~^JLiC.LtI.'i 20 F.f'v>
No waiver by eitlu~r , '~ fieraio of any ch by the other of any tarns, covenant,
~`'..
condition or agraemeut a~-nb failure ~.lry,jf~~arty to exercise any right or remedy in
respect of any breach h ..:ebatl constit.~ ~iver or . 'shment for the future of any
such term, covenant, ~~' =:or _ qi~`6-+~~`~a any `'~-~" breach of any such term,
covenant, condition u~.,_ nor .:" or ~. .
y ~~ ' ~~ _ other party in respect of any
such subsequent bah, r shall of .. °' ~" ' y portion thereof; by Lessor
open;te as a wttt
thereafter in dada
any other
~~ij i$'.
rt- _,
~...
;~~ `~.
w' ~~.° I7~:88Ce S}1
~... - ~ JI ~Y~
__'c~adition and'
_. --.,,....,,3,.......
•~r.' - ; °'`;~thrs I~.sABe
.~, ,,}y,A PaYm
,j;~,
;::,::-.
_ '' ~.,~
r~.
~~,,
d ~FF~ :~
.~._ .; is
~:: s
'die rights d`> w r to enforce yment of any other rent then or
' to ~e to rlocover`'l~te Demised sea,
i~jp ~ .. ' `ass, oz Premi or 1o invoke
remecwh~.,~,~ssor maect as3~erein or by law provided
~~? SURRBNDI~R
n`. ,~~ .
.QUe Ta:h day of the team of this Lease or upon any termination of this
~~~r up the Demised Premises, with the Improvements then located
~si~p, and use of Lessor, without fraud of delay acid in good order,
reasonable wear and tear excepted, free and clear of all lettings and
i clear of all liens and dicumbraryces other than those existing on the date of
it' any, created by Lessor, without (except as omerwise provided her+eiu) any
e whatever by Lessor on account of or for say buildings and Im~+ovements
i as the Demised Premises at the time of the surr+endet, or for the contents
appurtenances thereto. Lessee's Trade Fixwres, personal Property and other
13
belongings of Lessee or of any sublessee or other occupant of space in die
shall be and remain the property of Lessee, and Lessee shall have a reason
expiration of die tam of this Lease (not to exceed thirty (30) days) to ren~
ARTICLE 22
Iu>EMORANDUM OF LEASE
Each of the partles hereto will, pmmpfly
memarsadttm of this Lease ist a form suitable for race
hereto and the term of this Lease, identifying the D
other clauses therein as either party way desire, es
hereunder.
23. i All notices, deeoands or a
or seuR, or which may be given or made
have been fully given or made or send::
mail, registered and postage prepaid, ~d
~r
~: ~z
TO LESSOIL.,#srsi
~n
eS
~``'~~r.. ,i's"s.
sG §ir
`?:
>; ....
`~~_ `. .,
,,~~. ,.
the :i~ier'=-~eciete a
them of a parties
and slat~iling such
B Rant payable
~.u: -
NO'S. `~- ,. ~s
. Rrro
1 ~5 y'l°$ ~9
k _ 'ar.:~s'~ f
ha~° ~ ~ ~ m tha~Lease provided to be given Or erode
"''~Y Dither .' to<~ue other, shall be deemed to
`~"~'r~ade in writin deposited in the United States
facsimile addc'essip~~'as follows:
_~ ~~_
:~.~:::
Duque, Io °~F~>,
~~._..
~r ='=~,.
--~~~~.
'~ Fax 3l 1 ~ sip; "rr
:3. .r. ., ..tom .~;.
`~: The P!d~-bomPaaY ~~"~' ~i
'~'ya°c..~ 7 ~ .
g k Y"~,.
.~~~ ~~,"•.f x: R . $~tCee~,.
.. ~ ;~..~{_-- ~ ~~~'~' ~,~ 480 ~a .~,
:µ~: ~ . ~ .
Tea Delbert T.lhil`1~:~'-
.,:~~'~~;, `_2V~'i'H COPVr_TO: >.ConAgra Foods, Inc.
`~' ~~ 'x= ~ .,tine ConAgra Drive
~.~;-
~~;., _ ~:~jh;~. ~ : -~-;fir:;;, Omaha, NE 68102
':~;,~ •~ ~° ATTN; James G. Doyle, Vice President Real Estate & Facilities
3~'
xF ~ . ~, ~~p~,
:'.:~="'"~ 23.~xt`' ~e 8ddrass and/or fax cumber to which any notice, demand or other writing may
- . n. ~'``°~~., ~idi~~r sent to au as above
.;,_.: Abe en o
`"~~ gh' Y l~Y pmvided maybe changed by written notice given
..s~ 'H`~vi. b the
y .vim ve provided.
.u, ~~.
~'' ARTICLE 24
;~` ~'~.t
Fez":.
' -;ial;J `1'r~;
i..
:.~~~_ y •~ .tom>.
` . Ml$C:]ELLANEOU$ ,r~;:=;~. ~.~~ -~,~. '~,:
.-w- " ``
24.1 ~'ime of the fiasence. T"~me is of the essence of sf."~'~
thi;;g ~ itnd all of i.: ~ .-.
provisions. r:' ::
is .5!3a
~-:..:
24.2 Goye~jpgLaw. It is agreed that this Lease shall be?~ovet~ed by, conued~-aril
enforced in accordance with the laws ofthe State of Iowa. ~;~ _ ~~~> ~`
24.3 l3eadinas. "Y ~~'~:: -~~ ~ ~;.
The titles to ~~ ~`' `~
~~ the pl~r, this Lease' bly for the
convenience of the patios and shall sot be used tom ,` or aid in the
interpretation of the provisions of this Lease. b ~ --~r`>~`
n~:..:
'sue 'k;R2~'-~ rE;y ;{i`~~:(
..,. ~ ,. .... f <
24.4 An~~:i~cation~~'~~~his~~'r~ase or additional
obligation assumed by either party in coano,~ti .<'w~ this L~ase~~ be bindiag only if
evidenced in a writing signed by each party or ,;.'~~ represcntsia of each patty.
£;.
24.5 Parties Bound. This Leas~.~; ~+e bindial~, a~1;:~hal1 inure to the benefit of
and shall apply to the respective e~uc~,aats assigns of Ler aid Lessee. All roferonces in
this Lease to "Lessor" or `lessee" shl be~~leemed to refer >~:.. include successors and assigns
of Lessor or Lessee without ayp~ ~ of suci~t=ccesaors or assigns.
24.6 F-~'
in or pnwented from
lockouts, labor troub
price of timl, power
conditions, fu+e, floo,~,:
exclusive and z~asc~abte .,
under the ~i~as
be excused fot~er`~'od of
extended fori:aad epuiva
a~ ~G-~~
!CF.c_
~~~~..
~s, `.~~ 7eanne
~r~° :sue .~,
- ~:,~->
- >,},
..z„
..`~Ti.
i> : 5~ , >:T,.
::'1~ ~'2 ~,Iiiz.
- ~rt
,:~
n e~e~vent that ~ parE;
~~, :: , D,
of '
Viability of lien u
ts. '' '°'tii~ar
or ac~ t , or Y_~~
of ~t~~:;layed _
~1lGirpY 1,. "Force lvla 'Y i)
blab.: ~ period:~or thb
~,: ,~.
,: ;;
~'~=;u
LESSO»:
City Clerk
hereto shall be delayed or hindered
d hereunder by reason of strikes,
, unavailability or excessive
vibes, explosions, hazardous
~~~~ any other cause beyond the
g work or doiag acts nquircd
then performance of such act shall
~rfornnance of any such act shall be
clTSr of D vQvE, owA
$Y
T cx M. Duggan, r
LESSEE:
CONAGRA F04D5, INC.
15
' ~.
:4 .t~~ K .r'.~i.
~j ~ /~ Y.'I'~t~
Attest: ~,_ =#";
VICE PRESIDENT .TAX ~r ? °"'~` `':
'=f:,
' •.. ~~ .
STATE OF IOWA, COUNTY OF DUBUQUE, ss: ~`~=s;~~r"' `~'~;; ._.,
On this ~ ~.kJls~~~. before 1110, the: lt~e[SI$iled; a.-~_xADIIC
in and for the State of Personally appeared Torrance M. D~gsir~e'i Jeant~ll', `'~."der, to
rae PAY lanowq 'who, being by me duly sworn, did t~~1ey are tlIvtay and City
~.
Chnlc, respectively, of the City of Dubuque, Iowa; a m ~~ 011; thatY affixed to
the foregoing itlstttnnent is the corporate seal of the evi~n, spd, rnstnwaeat was
signed and sealed on behalf of the corporation, by .,.fits C' "~ - " as captained in
ltes0lution No..,~'~3~~ passed by the City Co~ ! .. ~ snd Terrance M,
Duggan and Yeapne F. Scluaeider aclmowledged 'on _..~. ' to be their
vohmtary act and deed a~ the volunta~act,~ cl'j of the ~ori#q~, by it voluntarily
,.~~..::. st
executed. L ~. 'f-~~:~- /
.x3:
STATE OF J Vlil'd
COUNTY OF p~
On this
and for said co~
to ~
and ackna
acrd decd. p~s
~ :~_ ~ ,. .
.:';~ilF; a.
:,fin =::~pY_ ~~~~~ ~,$r~~~.
pry ~lic in and for said State
~~~' ~. SUM. WINTER
~ ~ COMMI8810N N0. 163274
' MY COMMtSBlpN EXPIRES
e~~ 2/14/05
_~.~`'beforo me, a Notary Pubtic in
i L~ 1~i~
-who subscribed the name of
., to the foregoing instrume~ as its
act and dead and the voluntary act
~ptarial seal the day and year last above written.
"~
•, , .,
': J:..
J'x
.
~[S
'
r EXHIBIT "A" .'"
`~' ~ ' ~~_ . ~"
°
_ ,.
~
~ ~~;. .
LEGAL DESCRIPTION OF DEMISED PREMISES . ~-~
~~ .
~ ~
~> _ ..
`
I.ot 9, Block 4, River Fron# Sabdividoa #2, Dnbn~iu, t~va :~ ~~ ~~~
4 ~~~dr.'.''~ ~~ d.' ~";.
,.~
~~ J.1tr• .f~~ :r.~S::.
PY
,
,.:S
x, x;k
~,x
~.~.:
~xL_~
~ :x~.•.
~
.
:.,
:,.
a:,~ > _•
. ~..
4. .
iz l.'~ii~^. if
ref;, u~~i:: , ~' ~... ..
'.~ ~ ` ~.'sy ,~yc... ia~ .c~.
,: w=:c
~rve,;.
``Sit:= ~
;
...... ;.
. ,
r>.,.
y~4y ... ~~ .~..~~ '~fr
, .~~.1~^
i ~~
j
_
: ~
~
s
"y "
.~ .. .E:F
L:C ~ ~~~~ ~- `Y-sa,; rte:., '~~#. ;?~
~: .i~'"
,
`
f€I~~fj.. ~,~,t. 'xt.-.+jl~~ YiQh
d{• w:o;,:~~'}?:i ~~
.
.
~~„
.
. 1:`.
ti,i. j., ~'~~~•li+..~ 'Sa't
'~~...
~~y~
v Ha`'Jn ~~~^
'
lyr.
.. 'C;>' day::
.
~:: '
rYx ?~ ~`'k'rv ... 10 TXTF
r. I
F
~
t
u '+
.
S.
..,ri .,t;~! w. .
7 .,a.V~,
~lf:~~l. -_ V
. t:'s. '~~`'
.Y~ ?i..
~
=i.~
;,~~-.
.: ~ ~.
', ~:.
A-1
~• STATE OF )
.. ) 8S.
COUNTY OF )
On this day of . zo ___,
and far said county arel state, personally appeased
to me known to be the identical person
a division of ConAgra Foods"~'
~~Y :,f~T r.+= ix.
.:fib ~~~ : ~d
i;±.,%+;:?_i'.;F,, -~ .~w, •;:r,,~; cur
~~
e'bi'n:;~ ~a
~)
n#e, s Notary;li~
and acknowledged the execution thereof to be flair vohtd~,.a~id deed and
..:.:::
and deed of said on. ~'"'• '`~ -.- Mx.
;, g'- -
e of
as its
y act
.~4 J d .: t:gRn" .:
witness my hand and notarial seal the day an~?•~eas ~'sbovo ai~ ~~'~
:~s;.'
,•!
,~ -'~6-_.. Lam.
~?~~ . NOTAR ~I~C •
- ~-;~-
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