Thompson Truck and Trailer, LLC Lease_Initiate Copyrighted
July 2, 2018
City of Dubuque Items to be set for Public Hearing # 1.
ITEM TITLE: Thompson Truck and Trailer, LLC Lease
SUMMARY: City Manager recommending that the City Council set a
Public Hearing for July 16, 2018, on a Lease Agreement
between the City of Dubuque and Thompson Truck and
Trailer LLC.
RESOLUTION Intent to dispose of an interest in real
property owned by the City of Dubuque by lease between
the City of Dubuque, lowa and Thompson Truck and
Trailer, LLC a Delaware Corporation
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File, Adopt
Resolution(s), Set Public Hearing for July 16, 2018
ATTACHMENTS:
Description Type
Thompson Truck and Trailer Lease-NNM Memo City Manager Memo
Staff Memo Staff Memo
Resolution Resolutions
Lease Agreement Supporting Documentation
THE CITY OF Dubuque
�
AIFA�erlwGh
UB E '�� III►
Masterpiece on the Mississippi Z°°'�w'2
7A13 2017
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Lease Agreement between the City of Dubuque and Thompson Truck and
Trailer LLC, a Delaware Corporation
DATE: June 25, 2018
Project Manager Steve Sampson Brown recommends the City Council set a Public
Hearing for July 16, 2018, on a Lease Agreement between the City of Dubuque and
Thompson Truck and Trailer LLC.
Significant elements of the Agreement include:
• Five-year term with five 1-year extensions;
• Annual rent of$7,056 for five years (including an annual CPI rent increase); and
• Land is used to park vehicles and trucks and shall not add buildings onto the
leased property.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
�� �� ���
Mic ael C. Van Milligen �� �
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Teri Goodmann, Assistant City Manager
Cori Burbach, Assistant City Manager
Gus Psihoyos, City Engineer
Steve Sampson Brown, Project Manager
Whuqu¢
THECRYOF
DUB E �
�'�I � ��
Maskryiece on the Mississippi .�„ .�„
T0: Michael G Van Milligen, Ciry Manager
FROM: S[eveSampsonBmwn, Projec[ Manager� /3:.,,_ ��_
" /
DATE: June22, 2018
RE: LeaseAgreemen[ betweenNeQryofDubuqueandThompsonTmckand
Trailer LLC, a Delaware Corpora[ion
INTRODUCTION
This memorandum is ro reques[Na[a public heanng be se[so Na[ Qry Council
appmval and execu0on of a Lease Agreemen[ between Ne Qry of Dubuque and
Thompson Tmck and Trailer LLC can be reques[ed.
DISCUSSION
Thompson Tmckand Trailer LLC, a Delaware Corpora0on Qhompson) desiresa Lease
Agreemen[for parking vehiclas and [mcl¢ upon [he [erms se[forth in Ne atGched
Lease Agreemen[ between Ne Qry of Dubuque and Thompson. The Ciry and
Thompson Tmck and Trailer have [enL[ively agreed ro [he [erm [hmugh June 3Q 2023.
Significan[ elemen6 of[he Agreemen[ include [he following:
• Fivayear[erm wiN five 1-year e#ensions;
• Annualren[of$],056forfiveyears (includinganannualCPlren[ increase)�, and
• Landisusedmparkvehiclesand [mcl¢andshallno[addbuildingsonroNe
leased pmperty.
ACTION TO BE TAKEN
I remmmend Na[Ne attached ResoWfion setOng a public heanng for a Lease
Agreemen[ between Ne Ciry of Dubuque, I owa and Thompson be submitted ro [he Ciry
Council for mnsidera[ion and appmval.
cc Crenna Bmmwell, Qry Attomey
Gus Psihoyos, Clry Engineer
John Klos[ertnann, Public Worl¢ Direc[or
Attach
Page 1 of 1
Prepared by Crenna Brumwell. Esq., 300 Main St., Ste. 330, Dubuque IA 52001-6944, 563-583-4113
Return to Kevin Firnstahl, City Clerk, 50 W. 13th St., Dubuque, IA 52001, 563-589-4100
RESOLUTION NO. 200-18
INTENT TO DISPOSE OF AN INTEREST IN REAL PROPERTY OWNED BY THE CITY
OF DUBUQUE BY LEASE BETWEEN THE CITY OF DUBUQUE, IOWA AND
THOMPSON TRUCK AND TRAILER LLC, A DELAWARE CORPORATION
Whereas, the City of Dubuque, Iowa (City) is the owner of the real property legally
described as follows:
PART OF LOT 1-1-1-1-1 OF BLOCK 1 IN RIVERFRONT SUBDIVISION
NO. 5 MORE PARTICULARLY AS FOLLOWS:
BEGINNING AT THE SOUTHWEST CORNER OF LOT 9 OF BLOCK 1 IN
RIVERFRONT SUBDIVISION NO. 5;
THENCE SOUTHEASTERLY ALONG THE WESTERLY LINE OF LOT 2-
1-1-1 OF BLOCK 1 IN RIVERFRONT SUBDIVISION NO. 5 AND ITS
SOUTHERLY EXTENSION A DISTANCE OF APPROXIMATELY 66 FEET;
THENCE SOUTHWESTERLY ALONG A LINE 66 FEET SOUTH OF AND
PARALLEL TO THE SOUTHERLY RIGHT OF WAY LINE OF KILGORE
STREET A DISTANCE OF APPROXIMATELY 302 FEET;
THENCE NORTHWES T LERY ALONG THE EASTERLY LINE OF LOT 2-
1-1-1-1 OF BLOCK 1 IN RIVERFRONT SUBDIVISION NO. 5 AND ITS
SOUTHERLY EXTENSION A DISTANCE OF APPROXIMATELY 66 FEET
TO THE NORTHEASTERLY CORNER OF SAID LOT 2-1-1-1-1 ALSO
BEING A POINT ON THE SOUTHERLY RIGHT OF WAY LINE OF
KILGORE STREET;
THENCE NORTHEASTERLY ALONG THE SOUTHERLY RIGHT OF WAY
LINE OF KILGORE STREET A DISTANCE OF APPROXIMATELY 302
FEET TO THE POINT OF BEGINNING, CONTAINING APPROXIMATELY
20,760 SQUARE FEET, MORE OR LESS (approximately 0.477 acres in
total).
062218ba1
; and
Whereas, Thompson Truck and Trailer LLC desires to lease a part of the property
as shown on Exhibit A, attached hereto (the Property), for parking vehicles and trucks as
set forth in the Lease Agreement which is on file at the Office of the City Clerk, City Hall,
50 W. 13th Street, Dubuque, Iowa; and
Whereas, City and Thompson Truck and Trailer LLC have tentatively agreed to the
Lease Agreement, which among other things, provides for a term through June 30, 2023;
and
Whereas, the City Council believes it is in the best interest of the City of Dubuque
to approve the Lease Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The City of Dubuque intends to dispose of its interest in the Property by
Lease Agreement between City and Thompson Truck and Trailer LLC; and
Section 2. The City Clerk is hereby authorized and directed to cause this
Resolution and a notice to be published as prescribed by Iowa Code 364.7 of a public
hearing on the City's intent to dispose of the Property by Lease Agreement, to be held on
the 16th day of July, 2018, at 6:00 o'clock p.m. at the Historic Federal Building, Council
Chambers, 350 W. 6th Street, Dubuque, Iowa.
Passed, approved and adopted this 2nd day of July, 2018
Attest:
Ke,:,6n S. Ffirnst: hl, dMC, City Clerk
Page2of3
Roy D. Buol, Mayor
LEASE AREA EXHBIT—A
r--..
DUB E Hawkeye Truck � Trailer, Inc. DAGIS,j
� r,,,�� ,f �,,.�,��� �.�,� .���� �..,�,.
Lease Area
�'o
� o�
. �►
�
. �f�,�
` �-
- � -
��
o��
y�c �<,
,�°"
o�`� a..ti�
.�
���G 6s•'.>'° i ` s�
��ag .�!�,�
�'' { � ��
<a^
,
�=°
�a'� � `�
��¢ ���
ase� ! � e
a�~P ��,I
a��� � �� - � •
�m .
t� �,�, .:'��
gi���= �
�
<,0 / o''� '.r�..
�.g �s ,.ti'
��,<�` ;�� "• ,. ,,x�i�
�a, � ^�.i ��,(;.•
4�m ` s
4� *� -":�.�
$� '{ ���f �.
�� .-'
*�,s -� .��s .Y,.
��< ���' -S _ :�f.
�` .,�!� ' ����
a>�`y9 ,�+� . • .
@�m .�. ..
�'' � ����e . � Fs. - , r.
a . � . °�f. � .
!� ^
$
.>^ � k`•� t+.�� .
s_,� '�.Sr r( *y " .
���iFloodControlEasementLine N *SubjecttoSurveyVerification
,��;j�ArmyCorpsRestrictedArea W�E
Existing Lease Agreement created by:TWK 2015-03-09
"" �parce�s S updated by tk�ess 6/7/2018
Page 3 of 3
LEASE AGREEMENT
BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
THOMPSON TRUCK AND TRAILER LLC, a Delaware Corporation
THIS AGREEMENT made and entered into this day of , 2018 by and
between THE CITY OF DUBUQUE, IOWA, (City) whose address for the purpose of this
agreement is 50 W. 13th Street, Dubuque, IA 52001 , and THOMPSON TRUCK AND
TRAILER LLC., A DELAWARE CORPORATION (Thompson), whose address for the
purpose of this Lease is 7820 6�h St SW, Cedar Rapids, IA.
SECTION 1. DEMISE AND TERM In consideration of the rents hereinafter reserved and
the terms, covenants, conditions and agreements set forth in this Lease, City hereby
leases to Thompson the real property shown on Exhibits A and B (Lease Area), to have
and to hold for an initial term commencing as of the 16�h day of July, 2018, (the
Commencement Date), and ending at midnight on the 30th day of June, 2023, (the Term),
subject to all of the terms, covenants, conditions and agreements contained herein.
This Lease Agreement may be renewed upon mutual agreement of the parties for five (5)
one-year terms commencing July 1 , 2024, 2025, 2026, 2027, and 2028 provided
Thompson notifies City of its intent to renew for an extension term in writing by March 1
of the year the initial term expires and by March 1 for any subsequent term.
SECTION 2. RENT, AND OTHER PAYMENTS.
2.1 Retroactive Rent: Thompson agrees to pay City Retroactive Rent for the Lease
Area for the period from July 16�h, 2013 through July 15�h, 2018 at a rate of$7,056.00, per
year for a total amount due of$35,280.00 (Back Rent) The Retroactive Rent will be paid
in one lump sum payment of $35,280.00 with the Retroactive Rent payment due on the
2g�n day of June 2018.
Year Amount
2013-2014 $7,056.00
2014-2015 $7,056.00
2015-2016 $7,056.00
2016-2017 $7,056.00
2017-2018 $7,056.00
Total
Amount Due $35,280.00
062118cmb
2.2 Rent.
(1) City shall invoice Thompson annually on the 1 S� day of July and Thompson
shall pay City, rent for each year of the Term due annually on the 16�h day of July
as described in Section 2.1 .3.
(2) All sums shall be paid at the address of City, or at such other place as City
may designate in writing.
(3) Rent described in Section 2.1 .1 for each year of the Lease Term; beginning
on the first day of the Lease Term and continuing on each subsequent anniversary
date thereof, shall be determined by multiplying the Rent in effect immediately prior
to the applicable anniversary date of the Lease Year by the CPI Adjustment (as
hereinafter defined) and then adding the resulting product, if positive (the "CPI
Increase"), to the Base Rent; provided, however, in no event shall the CPI Increase
exceed three percent (3°k) and provided, further, that in no event shall the Rent
for any Lease Year be less than the Rent for the immediately preceding Lease
Year. The "CPI AdjustmenY' shall be a fraction, expressed as a decimal, the
numerator of which shall be the Current CPI minus the Prior CPI and the
denominator of which is the Prior CPI. The "Current CPI" is the last CPI published
preceding the first calendar month of the applicable Lease Year. The "Prior CPI"
is the last CPI published for the first calendar month of the immediately preceding
Lease Year. The term "CPI" shall mean the "Consumer Price Index for All Urban
Consumers (CPI-U)" published by the Bureau of Labor Statistics of the United
States Department of Labor, All Items (1982-84=100), U.S. City Average.
2.3 Penalty for Operations Outside Limits of the Lease Area. Thompson shall not use
any City owned land or Street Right of Way areas outside the Lease Area as shown on
Exhibits A and B. If Thompson is observed by City operating, storing equipment or
materials, parking, or otherwise using any area outside of the Lease Area, City shall photo
document each violation and upon receipt of written notice from City, Thompson agrees
to pay the following penalty for each violation:
. 1 S� lease violation offense — written warning
. 2"a lease violation offense - $25.00 per day
. 3�a lease violation offence - $50.00 per day
. 4�h and all subsequent Lease violation offences - $100.00 per day
City shall separately invoice Thompson for payment of each violation and the penalty
shall be paid within 30 days of the date of invoicing. Furthermore, no lease extensions
or amendments shall be permitted by City unless all outstanding penalties have been paid
in full. This penalty applies to Thompson and the operations of any of its subsidiaries for
use of street right of way, or other City owned land for which prior written permission has
not been obtained. The foregoing penalties are in addition to enforcement of other
applicable City ordinances and related penalties.
Page 2 of 24
2.4 Pavments to Citv. All invoice payments required by this Lease shall be made
payable to "The City of Dubuque, lowa" and delivered to the City of Dubuque Finance
Department, City Hall. Any payments due not paid in full by the due date shall be subject
to the following penalties.
. More than 20 days past due = 1 .5°k per month of the unpaid balance.
SECTION 3. TITLE TO IMPROVEMENTS AND TRADE FIXTURES.
3.1 Trade Fixtures. For the purposes of this Lease, "Trade Fixtures" shall mean all of
Thompson's personal property located on the Lease Area used in Thompson's business.
Title to Thompson's trade fixtures (the Trade Fixtures) is and shall be the sole and
exclusive property of Thompson during the term of this Lease and shall remain the sole
and exclusive property of Thompson after the expiration or termination of this Lease, for
whatever reason. City acknowledges and understands that it shall have no right, title or
interest in or to Thompson's Trade Fixtures either during the term of this Lease, or
thereafter (except as hereinafter provided). City acknowledges and agrees that
Thompson shall have the right to encumber, sell, or hypothecate Thompson's Trade
Fixtures, to remove them from the Lease Area, or to otherwise deal with all or any portion
of such Thompson's Trade Fixtures, at Thompson's sole discretion. Upon ten (10) days
prior written notice to City, City shall execute and deliver to Thompson a certificate in
recordable form prepared by Thompson stating that City has no interest or right in or to
Thompson's Trade Fixtures, as well as any other or further document which Thompson
may reasonably request from City.
3.2 Improvements. Thompson shall not construct or remove any improvements on the
Lease Area without the prior written consent of City, in City's sole discretion. Upon any
termination of this Lease if any new Improvements or Improvements existing at the time
of the execution of this Lease or any part thereof shall then be on the Lease Area all of
Thompson's right, title, and interest therein shall cease and terminate, and title to the
Improvements shall vest in City, and the Improvements or the part thereof then within the
Lease Area shall be surrendered by Thompson to City. No further deed or other
instrument shall be necessary to confirm the vesting in City of title to the Improvements.
However, upon any termination of this Lease, Thompson, upon request of City, shall
execute, acknowledge and deliver to City a quitclaim deed confirming that all of
Thompson's right, title and interest in or to the Improvements has expired, and that title
to the Improvements has vested in City. City reserves the right to require Thompson to
remove some or all of the Improvements, which Thompson shall accomplish within thirty
(30) days of the expiration of this Lease Agreement.
SECTION 4. TAXES.
4.1 Thompson agrees to pay to City as additional consideration at the time of the
payment of the Annual Rent an amount equal to real estate taxes upon the real estate of
the Lease Area that accrue during the Term of this Lease, upon receipt of a statement
Page 3 of 24
from City for such accrued taxes.
4.2 During the term of this Lease, Thompson further agrees to pay all other taxes, fees,
rates, charges, levies and assessments, general and special, of every name, nature and
kind, whether now known to the law or hereafter created which may be taxed, charged,
assessed, levied or imposed upon said real estate and which become payable during the
term hereof and which would become delinquent if not so paid during the term hereof,
any buildings or improvements thereon which may be taxed, charged, assessed, levied
or imposed upon the leasehold estate hereby created and upon the reversionary estate
in said real estate during the term hereof and which become payable during the term
hereof and which would become delinquent if not so paid during the term hereof, and all
such other taxes, fees, rates, charges, levies and assessments shall be paid by
Thompson as they become due and before they become delinquent during the term
hereof.
4.3 Thompson agrees to timely pay all taxes, fees, assessments or other public
charges levied or assessed by lawful authority (but reasonably preserving Thompson's
rights of appeal) against its personal property on the Lease Area, during the term of this
Lease.
4.4 Nothing herein shall require Thompson to pay any of City's income taxes, surtaxes,
excess profit taxes or any taxes on the rents reserved to City hereunder.
4.5 Thompson shall at all times have the right to contest in good faith, in any proper
proceedings, in the name of City if necessary, the payment or satisfaction of any such
taxes, fees, assessments, rates, charges or levies so agreed to be paid by Thompson, if
the validity thereof, or the right to assess or levy the same against or collect the same
from said Lease Area or Improvements, shall be disputed. Upon the conclusion of any
such suit or proceedings, or not less than three (3) months prior to the date when the right
to redeem therefrom expires, whichever will be the earlier, Thompson shall promptly pay
and satisfy such disputed tax, fee, assessment or other charge as finally determined,
together with all expenses, costs and attorneys' fees whatsoever incurred in connection
therewith.
SECTION 5. UTILITIES AND SERVICES. Thompson, during the term of this Lease,
shall pay, before delinquency, all charges for all utilities and services, including garbage
disposal and trash disposal. The Thompson shall be responsible for all operating and
repair and maintenance costs related in any way whatsoever to the utilities serving the
Lease Area.
SECTION 6. REPAIRS.
6.1 Thompson shall at all times during the term of this Lease, at Thompson's own costs
and expense, keep the Lease Area and the Improvements thereon, and all sidewalks,
curbs, and all appurtenances to the Lease Area, in good order, condition and repair, and
in a safe, clean and neat condition, casualties and ordinary wear and tear excepted.
Page 4 of 24
Thompson shall keep the Lease Area in such condition as may be required by law and
by the terms of the insurance policies furnished pursuant to this Lease, whether or not
such repair shall be interior or exterior, and whether or not such repair shall be of a
structural nature. Upon reasonable notice to Thompson, City may, at its discretion and
at its cost, conduct an annual inspection of the Lease Area to determine Thompson's
compliance with this Section.
6.2 City shall have the right to require Thompson, upon written notice, to repair or
remove any structure on the Lease Area which City determines does not comply with the
requirements of this Section, and Thompson shall repair or remove, as the notice may
require, any such structure within ten days after receipt of such notice.
6.3 City shall have no obligation to Thompson for any maintenance expense of any
kind on the Lease Area or elsewhere, including but not limited to public streets or private
parking lots.
SECTION 7. ALTERATIONS. Thompson shall not, without City's prior written consent,
which consent shall not be unreasonably withheld, make any alteration, addition, or
modification to any Improvement on the Lease Area that exceeds Twenty-five Thousand
Dollars ($25,000.00) in cost. Any alteration, addition, or modification of less than Twenty-
five Thousand Dollars ($25,000.00) shall not require City's consent.
SECTION 8. MECHANIC'S LIENS. Neither Thompson nor anyone claiming by,
through or under Thompson, shall have the right to file or place any mechanic's lien or
other lien of any kind or character whatsoever, upon said Lease Area or upon any building
or improvement thereon, or upon the interest of Thompson therein, and notice is hereby
given that no contractor, sub-contractor, or anyone else who may furnish any material,
service or labor for any building, improvements, alteration, repairs or any part thereof,
shall at any time be or become entitled to any lien thereon, and for the further security of
the City, Thompson covenants and agrees to give actual notice thereof in advance, to
any and all contractors and sub-contractors who may furnish or agree to furnish any such
material, service or labor.
SECTION 9. COMPLIANCE WITH LAW. During the term of this Lease, Thompson
shall comply with all local, state and federal laws applicable to Thompson's use of the
Lease Area. Thompson shall not commit waste on the Lease Area except as necessary
for its business purposes including the removal or construction of any buildings and
Improvements on the Lease Area, and shall be liable for any damages to or destruction
of any buildings or Improvements on the Lease Area resulting from waste and shall be
required to repair or rebuild such buildings or Improvements. Thompson shall not remove
any Improvements on the Lease Area without the prior written approval of City.
SECTION 10. USE OF LEASE AREA. Thompson shall not knowingly use or allow the
Lease Area or any buildings or Improvements thereon or any appurtenances thereto, to
be used or occupied for any unlawful purpose or in violation of any certificate of
occupancy. Thompson shall not suffer any act to be done or any condition to exist within
Page 5 of 24
the Lease Area or in any Improvement thereon, or permit any article to be brought therein,
which is dangerous, unless safeguarded as required by law, or which, in law, constitute
a nuisance, public or private, or which may make void or voidable any insurance in force
with respect thereto. The Lease Area shall be used by Thompson to park vehicles and
trucks.
SECTION 11. SIGNS. Thompson shall have the right and privilege of attaching,
affixing, painting or exhibiting signs on the Lease Area, provided (1) that any and all signs
shall comply with the ordinances of the City of Dubuque, and the laws of the State of
lowa; and; (2) such signs shall not change the structure of any building or improvement
on the Lease Area; (3) such signs if and when taken down shall not damage any building
or improvement on the Lease Area or such damage shall be repaired; and (4) such signs
shall be subject to the prior written approval of the City, which approval shall not be
unreasonably withheld.
SECTION 12. PARKING.
12.1 City agrees that Thompsons' employees may have the privilege during the Term
of this Lease to park on any city street designated to allow public parking, including Kilgore
Street and Roosevelt Street Ext., or on Thompson's own properties. City shall have the
right in its sole discretion to terminate such parking privileges on any public streets at any
time for any purpose.
12.2 Thompson shall use its best efforts to prohibit its employees from parking on City
owned Land not part of the Lease Area.
SECTION 13. INSURANCE.
13.1 . Thompson shall during the term of this Lease maintain insurance as set forth in
the City's Standard Insurance Schedule for City Property and Right of Way Licensees or
Permittees, as such uniform, standardized schedule may from time to time be amended
by City. The current Insurance Schedule is attached to this Lease as Insurance Schedule
A (Exhibit C). City shall provide written notice of any amendment to the Insurance
Schedule not less than sixty (60) days prior to the effective date of such amendment.
13.2. Thompson shall maintain, or cause to be maintained, at its cost and expense (and
from time to time at the request of City shall furnish proof of coverage and the payment
of premiums on), property insurance against loss and/or damage to improvements under
an insurance policy written on the Special Perils Form in an amount not less than the full
insurable replacement value of Improvements, but any such policy may have a deductible
amount of not more than $50,000.00. No policy of insurance shall be so written that the
proceeds thereof will produce less than the minimum coverage required by the preceding
sentence, by reason of co-insurance provisions or otherwise, without the prior consent
thereto in writing by City. The term "replacement value" shall mean the actual
replacement cost of Improvements (excluding foundation and excavation costs and costs
of underground flues, pipes, drains and other uninsurable items) and equipment, and shall
Page 6 of 24
be determined from time to time at the request of City, but not more frequently than once
every three years, and paid for by Thompson.
13.3. Thompson agrees to notify City immediately in the case of damage exceeding
$50,000.00 in amount to, or destruction of, improvements or any portion thereof resulting
from fire or other casualty. Net proceeds of any such insurance (Net Proceeds), shall be
paid directly to Thompson, and Thompson shall forthwith repair, reconstruct and restore
the improvements to substantially the same or an improved condition or value as they
existed prior to the event causing such damage and, to the extent necessary to
accomplish such repair, reconstruction and restoration, Thompson shall apply the Net
Proceeds of any insurance relating to such damage received by Thompson to the
payment or reimbursement of the costs thereof, subject, however, to the terms of any
mortgage encumbering title to the Lease Area.
13.4. Thompson shall complete the repair and reconstruction and restoration of
improvements, whether or not the Net Proceeds of insurance received by Thompson for
such purposes are sufficient.
SECTION 14. FIRE AND CASUALTY; PARTIAL DESTRUCTION OF PREMISES.
14.1 . In the event of a partial destruction of or damage to the Lease Area, which is a
business interference, that is, which prevents the conducting of a normal business
operation of Thompson orthe purposes identified above and which damage is reasonably
repairable within sixty (60) days after its occurrence, this Lease shall not terminate but
the lease for the Lease Area shall abate during the time of such business interference or
be refunded if previously paid. In the event of partial destruction, Thompson shall repair
such damages within sixty (60) days of its occurrence unless prevented from so doing by
acts of God, the elements, the public enemy, strikes, riots, insurrection, government
regulations, city ordinances, labor, material or transportation shortages, or other causes
beyond Thompson's reasonable control.
14.2. Zoninq. Should the zoning ordinance, regulatory permit, or any other action of the
City or another governmental entity make it impossible for Thompson, using diligent and
timely effort to obtain necessary permits and to repair and/or rebuild so that Thompson is
not able to conduct its business on the Lease Area, then such partial destruction shall be
treated as a total destruction as in the next paragraph provided.
14.3. Total Destruction Of Business Use. In the event of a destruction or damage of the
Lease Area so that Thompson is not able to conduct normal business operations,
specifically including the purposes identified above on the Lease Area or the then current
legal use for which the Lease Area is being used and which damages cannot be repaired
within sixty (60) days, this Lease may be terminated at the option of Thompson.
Termination in such event shall be affected by written notice of Thompson delivered to
City within twenty (20) days after such destruction. Thompson shall surrender possession
within ten (10) days after delivery of such notice, and each party shall be released from
all future obligations hereunder.
Page 7 of 24
SECTION 15. CITY'S WARRANTIES AND REPRESENTATIONS.
15.1 Citv's Representation of Good Title. City covenants and warrants that City is
lawfully seized in possession of the Lease Area, and that it has full right and authority to
enter into this Lease for the full term hereof, and covenants and agrees that upon paying
the rent provided for herein, and upon Thompson's performing the covenants and
agreements of this Lease required to be performed by said Thompson, that it will have,
hold and enjoy quiet possession of the Lease Area. City warrants to Thompson that the
Lease Area are properly zoned for the conduct of the operation of Thompson's business.
15.2 City makes no representations or warranties as to the condition, including
environmental condition, of the Lease Area and Thompson accepts the Lease Area as is.
SECTION 16. THOMPSON'S WARRANTIES AND REPRESENTATION.
16.1 Thompson Compliance With Law. Thompson shall comply with all applicable local,
state and federal laws, rules, regulations and permits with regard to the Lease Area and
its use, occupancy and control of the Lease Area.
16.2 Environmental Matters.
(1) Thompson covenants and agrees that City shall have no responsibility for
or liability arising from any release of a Hazardous Substance which is caused by
or results from Thompson, Thompson's use, occupancy or control of the Lease
Area, except for City Hazardous Substances (any Hazardous Substance which
leaches or migrates upon the Lease Area from any property owned by City).
Notwithstanding any other provision of this Lease, Thompson shall not have any
responsibility for any Hazardous Substance which leaches or migrates upon the
Lease Area from any adjacent property or any release of a Hazardous Substances
which is caused by City or which pre-exists the date of this Lease, except as
follows: (a) Thompson shall be responsible for pre-existing releases for which
Thompson fails to take due care and adequate precaution and/or for which
Thompson's actions or inactions initially caused a release cause a worsening of
the release, and (b) Thompson shall provide full cooperation, assistance, and
access to City or other parties investigating and/or responding to a threatened or
actual release.
(2) Thompson covenants and agrees to promptly notify City of any release of
Hazardous Substance in, on or about the Lease Area of which Thompson suspects
or has actual knowledge.
(3) Thompson covenants and agrees to promptly take any and all necessary
and appropriate response to fully address any release of Hazardous Substance
for which Thompson is responsible under this Section 17.2 (1) following advance
notice to City. Such response shall include, without limitation, notification to
Page 8 of 24
appropriate governmental authorities, as may be required by law. Thompson shall
seek and obtain the concurrence of City as to any such response. Thompson shall
respond to such release to the full extent required by law in no event shall
Thompson allow limitations or restrictions to be placed on the Lease Area without
the written consent of the City.
(4) Thompson covenants and agrees to not manufacture, treat or dispose of
Hazardous Substances at the Lease Area or allow the manufacture, treatment, or
disposal of Hazardous Substances on the Lease Area. Thompson shall use and
store on the Lease Area only those Hazardous Substances as are associated with
its regular business activities, and then only as allowed by law.
(5) For the purposes of this Lease, "Hazardous Substance" or "Hazardous
Substances" means any hazardous or toxic substance, material or waste which is
or becomes regulated by any local government, the State of lowa or the United
States Government. It includes, without limitation, any material or substance that
is (i) defined as a "hazardous substance" or "hazardous waste" under Chapter
455B, lowa Code, (ii) petroleum and petroleum products, (iii) asbestos containing
materials in any form or condition, (iv) designated as a "hazardous substance"
pursuant to 311 of the Federal Water Pollution Control Act (33 U.S.C. § 1321), (v)
defined as a "hazardous waste" pursuant to §1004of the Federal Resource
Conservation and Recovery Act, 42 U.S.C. §6901 et seq., (vi) defined as a
"hazardous substance" pursuant to § 101 of the Comprehensive Environmental
Response, Compensation and Liability Act, 42 U.S.0 §9601 et seq., or(vii) defined
as a "regulated substance" pursuant to Subchapter IX, Solid Waste Disposal Act
(Regulation of Underground Storage Tanks), 42 U.S.C. §6991 et seq.] The term
"Hazardous Substance" shall not include any air emissions discharged into the
atmosphere as allowed by a duly issued permit from the applicable governmental
agency.
(6) Thompson agrees to defend, indemnify, and hold City harmless from and
against all claims, causes of action, damages, loss, costs, expense, penalties,
fines, lawsuit, liabilities, attorney fees, engineering and consulting fees, arising out
of or in any manner connected with hazardous substances, which are caused or
created by Thompson during the term of this Lease including, but not limited to,
injury or death to persons or damage to property, and including any diminution of
the value of any Lease Area which may result from the foregoing. This indemnity
shall survive the cessation, termination, abandonment or expiration of this Lease
for a period of five years.
SECTION 17. INDEMNIFICATION.
17.1 Indemnification of Thompson. To the extent allowed by law, City will indemnify
and save harmless Thompson from and against all liabilities, obligations, claims,
damages, penalties, causes of action, costs and expenses (including, without limitation,
reasonable attorneys' fees and expenses) imposed upon or incurred by or asserted
Page 9 of 24
against Thompson by reason of (a) any accident, injury to or death of persons or loss of
or damage to property occurring on or about the Lease Area resulting from any negligent
act or omission of City, (b) any failure on the part of City to perform or comply with any of
the terms of this Lease and (c) any breach on the part of City of any warranty or
representation contained in Section 16.
17.2. Indemnification of Citv. Thompson will defend, indemnify and save harmless City
from and against all liabilities, obligations, claims, damages, penalties, causes of action,
costs and expenses (including, without limitation, reasonable attorneys' fees and
expenses) imposed upon or incurred by or asserted against City by reason of (a) any
accident, injury to or death of persons or loss of or damage to property occurring on or
about the Lease Area during the term of this Lease and resulting from any negligence of
Thompson or anyone claiming by, through or under Thompson during the term of this
Lease and (b) any failure on the part of Thompson to perform or comply in any material
respect with any of the material terms of this Lease, and (c) any material breach on the
part of Thompson of any warranty or representation contained in Section 17. In case any
action, suit or proceeding is brought against City by reason of such occurrence,
Thompson will, at Thompson's expense and discretion, either defend such action, suit or
proceeding, or cause the same to be defended by counsel approved by City, which
approval will not be unreasonably withheld.
17.3. Survival. The obligations and liabilities under this Section shall survive and
continue in full force and effect and shall not be terminated, discharged or released, in
whole or in part, irrespective of the termination or expiration of the term of this Lease.
SECTION 18. CONDEMNATION.
18.1 Entire Condemnation. If at any time during the term of this Lease all or
substantially all of the Lease Area or the Improvements thereon shall be taken in the
exercise of the power of eminent domain by any sovereign, municipality or other public
or private authority, then this Lease shall terminate on the date of vesting of title in such
taking and any prepaid rent shall be apportioned as of said date. Substantially all of the
Lease Area and the Improvements thereon shall be deemed to have been taken if the
remaining portion of the Lease Area shall not be of sufficient size to permit Thompson, in
Thompson's sole discretion, to operate its business thereon in a manner similar to that
prior to such taking.
18.2 Allocation of Award. Any award for such taking of all or substantially all of the
Lease Area shall be paid to the parties hereto in accordance with the following:
(1) To City, the amount of the award attributable to the Lease Area, determined
as if this Lease was not in effect at the time of such award, excluding therefrom
the amount of the award attributable to new Improvements constructed by
Thompson but not Improvements existing at the commencement of the Term of
this Lease, and all other sums not directly attributable to the value of the Land
constituting the Lease Area.
Page 10 of 24
(2) To Thompson, the entire award except that portion allocated to City above.
18.3 Partial Condemnation.
(1) If less than all or substantially all of the Lease Area or the Improvements
thereon shall be taken in the exercise of the power of eminent domain by any
sovereign, municipality or other public or private authority, then Thompson, at its
option, may elect to continue this Lease in full force and effect or terminate this
Lease. If Thompson shall elect to maintain this Lease in full force and effect, the
award for such partial condemnation shall be allocated as provided in this Section.
and Thompson shall proceed with reasonable diligence to carry out any necessary
repair and restoration so that the remaining Improvements and appurtenances
shall constitute a complete structural unit or units which can be operated on an
economically feasible basis under the provisions of this Lease. In the event
Thompson elects to continue this Lease in full force and effect after a partial
condemnation, the Rent shall be reduced in proportion to the area of the Lease
Area taken.
(2) Should Thompson elect to terminate this Lease upon a partial
condemnation, Thompson shall provide City with written notice of such election
within thirty (30) days after the date of vesting of title for such taking. Thompson
shall specify in such written notice the date on which this Lease shall terminate,
which date shall be not less than 60 days nor more than 360 days after delivery of
such notice to City (the Termination Date). In the event Thompson terminates this
Lease, as provided for in this Section 19.3(2), Thompson shall be entitled to the
entire award for such partial taking.
18.4 Temporary Takinq. If the temporary use of the whole or any part of Lease Area or
the Improvements thereon or the appurtenances thereto shall be taken at any time during
the term of this Lease in the exercise of the power of eminent domain by any sovereign,
municipality, or other authority, the term of this Lease shall not be reduced or affected in
any way, and Thompson shall continue to pay in full the rent, additional rent and other
sum or sums of money and charges herein reserved and provided to be paid by
Thompson, and the entire award for such temporary taking shall be paid to Thompson.
Thompson shall repair and restore any and all damage to the Lease Area and the
Improvements as soon as reasonably practicable after such temporary taking.
SECTION 19. ENCUMBRANCE, ASSIGNMENT, AND SUBLETTING. Thompson
may not encumber by mortgage, deed of trust, or other instrument, the Lease Area. This
Lease may not be assigned, nor the Lease Area sublet by Thompson without the prior
written consent of the City.
Page 11 of 24
SECTION 20. DEFAULT.
20.1 . Citv's Riqhts in the Event of Thompson's Default. If Thompson shall fail or neglect
to observe, keep or perform any of the covenants, terms or conditions contained in this
Lease on its part to be observed, kept or performed, and the default shall continue for a
period of thirty (30) days after written notice from City setting forth the nature of
Thompson's default (it being intended that in connection with a default not susceptible of
being cured with diligence within thirty (30) days, the time within which Thompson has to
cure the same shall be extended for such period as may be necessary to complete the
same with all due diligence, but in no event longer than ninety (90) days), then and in any
such event, City shall have the right at its option, on written notice to Thompson, to
terminate this Lease. City shall thereafter have the right to enter and take possession of
the Lease Area with process of law and to remove all personal property and Trade
Fixtures from the Lease Area and all persons occupying the Lease Area and to use all
necessary force therefor and in all respects to take the actual, full and exclusive
possession of the Lease Area and every part of the Lease Area as of City's original estate,
without incurring any liability to Thompson orto any persons occupying or using the Lease
Area for any damage caused or sustained by reason of such entry on the Lease Area or
the removal of persons or property from the Lease Area.
20.2. Thompson's Riqhts in the Event of Citv's Default. If City shall fail or neglect to
observe, keep or perform any of the covenants, terms or conditions contained in this
Lease on its part to be observed, kept or performed, and the default shall continue for a
period of thirty (30) days after written notice from Thompson setting forth the nature of
City's default (it being intended that in connection with a default not susceptible of being
cured with diligence within thirty (30) days, the time within which City has to cure the same
shall be extended for such period as may be necessary to complete the same with all due
diligence, but in no event longer than ninety (90) days), then and in any such event,
Thompson shall have all rights available to it provided by law or equity.
SECTION 21. RIGHT TO CURE OTHER'S DEFAULTS. Whenever and as often as a
party shall fail or neglect to comply with and perform any term, covenant, condition or
agreement to be complied with or performed by such party hereunder, then, following
thirty (30) days' prior written notice to such defaulting party (or such additional time to
cure as may be accorded Thompson pursuant to this Section 22, but in no event longer
than ninety (90) days), the other party, at such other party's option, in addition to all other
remedies available to such other party, may perform or cause to be performed such work,
labor, services, acts or things, and take such other steps, including entry onto the Lease
Area and the improvements thereon, as such other party may deem advisable, to comply
with and perform any such term, covenant, condition or agreement which is in default, in
which event such defaulting party shall reimburse such other party upon demand, and
from time to time, for all costs and expenses suffered or incurred by such other party in
so complying with or performing such term, covenant, condition or agreement. The
commencement of any work or the taking of any other steps or performance of any other
act by such other party pursuant to the immediately preceding sentence shall not be
deemed to obligate such other party to complete the curing of any term, covenant,
Page 12 of 24
condition or agreement which is in default.
SECTION 22. QUIET ENJOYMENT. City covenants that at all times during the term
of this Lease, so long as Thompson is not in default hereunder, Thompson's quiet
enjoyment of the Lease Area or any part thereof shall not be disturbed by any act of City,
or of anyone acting by, through or under City. Notwithstanding the foregoing, City shall
have the right upon reasonably notice to Thompson to enter the Lease Area at any time
to determine whether Thompson is in compliance with the requirement of this Lease.
SECTION 23. ESTOPPEL CERTIFICATES. Each party hereto agrees that at any time
and from time to time during the term of this Lease, within ten (10) days after request by
the other party hereto or by any lender having an interest in Thompson's leasehold estate,
it will execute, acknowledge and deliver to the other party or to such lender or any
prospective purchaser, assignee or any mortgagee designated by such other party, a
certificate stating (a) that this Lease is unmodified and in force and effect (or if there have
been modifications, that this Lease is in force and effect as modified, and identifying the
modification agreements), (b) the date to which rent has been paid, (c) whether or not
there is any existing default by Thompson in the payment of any rent or other sum of
money hereunder, and whether or not there is any other existing default by either party
hereto with respect to which a notice of default has been served, and, if there is any such
default, specifying the nature and extent thereof; and (d) whether or not there are any
setoffs, defenses or counterclaims against enforcement of the obligations to be pertormed
hereunder existing in favor of the party executing such certificate.
SECTION 24. WAIVER. No waiver by either party hereto of any breach by the other
of any term, covenant, condition or agreement herein and no failure by any party to
exercise any right or remedy in respect of any breach hereunder, shall constitute a waiver
or relinquishment for the future of any such term, covenant, condition or agreement or of
any subsequent breach of any such term, covenant, condition or agreement, nor bar any
right or remedy of the other party in respect of any such subsequent breach, nor shall the
receipt of any rent, or any portion thereof, by City, operate as a waiver of the rights of City
to enforce the payment of any other rent then or thereafter in default, or to terminate this
Lease, or to recover the Lease Area, or to invoke any other appropriate remedy which
City may select as herein or by law provided.
SECTION 25. SURRENDER OF PREMISES; REMOVAL OF FIXTURES AND
IMPROVEMENTS.
25.1 . Improvements. Thompson shall, on the last day of the term of this Lease or upon
any termination of this Lease, surrender and deliver up the Lease Area, with the
improvements then located thereon into the possession and use of City, without fraud or
delay and in good order, condition and repair, reasonable wear and tear excepted, free
and clear of all lettings and occupancies, free and clear of all liens and encumbrances
other than those existing on the date of this Lease and those, if any, created by City,
without (except as otherwise provided herein) any payment or allowance whatsoever by
City on account of or for any buildings and Improvements erected or maintained on the
Page 13 of 24
Lease Area at the time of the surrender, or for the contents thereof or appurtenances
thereto. Thompson is to restore the Lease Area to the condition it was in immediately
prior to the commencement of this License. And at the direction of City remove any and
all Improvements created by Thompson located on the Lease Area. Failure by Thompson
to surrender and deliver up the Licensed Premise on the last day of the term of this Lease
shall cause a penalty payment equal to one and a half times the prorate rent to be applied
on a daily basis as additional rent until the Lease Area is fully vacated. If City requires the
improvements to be removed, City shall notify Thompson no less than ninety (90) days
prior to the termination of this Lease of such. Thompson shall have six months starting
on the last day of the term of this Lease to fully complete the removal of the improvements
to the extent directed by the City, in accordance with the ordinances and rules of the City
governing building demolition. If Thompson fails to remove the improvements by the six-
month deadline, City shall have the option to take over control of the building demolition
and complete the work. Any costs incurred by the City through the actions described in
this section shall be solely paid for by Thompson.
25.2. Removal Of Trade Fixtures. Thompson's Trade Fixtures, personal property,
equipment, materials and other belongings of Thompson or of any sublessee Thompson
or other occupant of space on the Lease Area shall be and remain the property of
Thompson, and Thompson shall have a reasonable time after the expiration of the term
of this Lease, not to exceed thirty (30) days, to remove the same. If Thompson fails to
remove any Thompson's Trade Fixtures, personal property, equipment, materials, or
other belongings from the Lease Area within 30 days of the expiration date of this Lease,
they will immediately become property of the City. Any costs incurred by City having to
remove, relocate, handle, store, sell or dispose of Thompson's Trade Fixtures described
in this Section 25.2 shall be solely paid for by Thompson.
25.3. Holdinq Over. Continued possession, beyond the expiration date of the term of
this Lease, by Thompson, coupled with the acceptance of the specified Rent by the City
and a written consent by City for an extension of this Lease, shall constitute a month to
month extension of this Lease.
SECTION 26. MEMORANDUM OF LEASE. Each of the parties hereto will, promptly
upon request of the other, execute a memorandum of this Lease in a form suitable for
recording setting forth the names of the parties hereto and the term of this Lease,
identifying the Lease Area, and also including such other clauses therein as either party
may desire, except the amounts of Rent payable hereunder.
SECTION 27. RIGHTS CUMULATIVE. The various rights, powers, options, elections
and remedies of either party, provided in this Lease, shall be construed as cumulative
and no one of them as exclusive of the others, or exclusive of any rights, remedies or
priorities allowed either party by law, and shall in no way affect or impair the right of either
party to pursue any other equitable or legal remedy to which either party may be entitled
as long as any default remains in any way unremedied, unsatisfied or undischarged.
Page 14 of 24
SECTION 28. PROVISIONS TO BIND AND BENEFIT SUCCESSORS, ASSIGNS,
ETC. Each and every covenant and agreement herein contained shall extend to and be
binding upon the respective successors, heirs, administrators, executors and assigns of
the parties hereto.
SECTION 29. CONSTRUCTION. Words and phrases herein, including
acknowledgment hereof, shall be construed as in the singular or plural number, and as
masculine, feminine or neuter gender according to the context.
SECTION 30. SEVERABILITY. If any term or provision of this Lease shall be held
invalid or unenforceable, the remainder of this Lease shall not be affected.
SECTION 31. NOTICES.
31 .1 All notices, demands or other writings in this Lease provided to be given or made
or sent, or which may be given or made or sent, by either party to the other, shall be
deemed to have been fully given or made or sent when made in writing and deposited in
the United States mail, registered and postage prepaid, and by facsimile addressed as
follows:
TO CITY: City of Dubuque, lowa
City Manager
City Hall
50 West 13�h Street
Dubuque IA 52001
Fax 31 9 589-41 49
TO THOMPSON: Thompson Truck and Trailer LLC.
Attn: CFO
7820 6�h St SW
Cedar Rapids, IA 52404
31 .2 The address and/or fax number to which any notice, demand or other writing may
be given or made or sent to any party as above provided may be changed by written
notice given by the party as above provided.
SECTION 32. MISCELLANEOUS.
32.1 Time of the Essence. Time is of the essence of this Lease and all of its provisions.
32.2 Governinq Law. It is agreed that this Lease shall be governed by, construed and
enforced in accordance with the laws of the State of lowa.
32.3 Paraqraph Headinqs. The titles to the paragraphs of this Lease are solely for the
convenience of the parties and shall not be used to explain, modify, simplify or aid in the
interpretation of the provisions of this Lease.
Page 15 of 24
32.4 Modification of Lease. Any modification of this Lease or additional obligation
assumed by either party in connection with this Lease shall be binding only if evidenced
in a writing signed by each party or an authorized representative of each party.
32.5 Parties Bound. This Lease shall be binding on and shall inure to the benefit of and
shall apply to the respective successors and assigns of City and Thompson. All
references in this Lease to "City" or "Thompson" shall be deemed to refer to and include
successors and assigns of City or Thompson without specific mention of such successors
or assigns.
32.6 Force Maieure. In the event that either party hereto shall be delayed or hindered
in or prevented from the performance of any act required hereunder by reason of strikes,
lockouts, labor troubles, unavailability of construction materials, unavailability or
excessive price of fuel, power failure, riots, insurrection, war, terrorist activities,
explosions, hazardous conditions, fire, flood, weather or acts of God, or by reason of any
other cause beyond the exclusive and reasonable control of the party delayed in
performing work or doing acts required under the terms of this Lease (collectively Force
Majeure), then pertormance of such act shall be excused for the period of the delay and
the period for the performance of any such act shall be extended for a period equivalent
to the period of such delay.
SECTION 33. DISPUTE RESOLUTION. City and Thompson agree that prior to the
commencement of any judicial proceeding for any controversy arising out of or relating to
the construction or interpretation of this Lease, the parties will engage in mediation in
accordance with the Commercial Arbitration Rules of the U. S. Arbitration & Mediation,
Midwest ("USA&M") or the American Arbitration Association ("AAA"). The parties shall
divide equally all costs of inediation which shall be paid immediately upon billing by the
mediation service.
CITY OF DUBUQUE, IOWA THOMPSON TRUCK AND TRAILER LLC.
By: By:
Roy D. Buol, Mayor
(Printed Name and Title)
Attest:
Kevin Firnstahl, City Clerk
Page 16 of 24
EXHIBIT A
LEGAL DESCRIPTION
LEGAL DESCRIPTION FOR THOMPSON TRUCK AND TRAILER LEASE
PART OF LOT 1-1-1-1-1 OF BLOCK 1 IN RIVERFRONT SUBDIVISION NO. 5 MORE
PARTICULARLY AS FOLLOWS:
BEGINNING AT THE SOUTHWEST CORNER OF LOT 9 OF BLOCK 1 IN RIVERFRONT
SUBDIVISION NO. 5;
THENCE SOUTHEASTERLY ALONG THE WESTERLY LINE OF LOT 2-1-1-1 OF
BLOCK 1 IN RIVERFRONT SUBDIVISION NO. 5 AND ITS SOUTHERLY EXTENSION
A DISTANCE OF APPROXIMATELY 66 FEET;
THENCE SOUTHWESTERLY ALONG A LINE 66 FEET SOUTH OF AND PARALLEL
TO THE SOUTHERLY RIGHT OF WAY LINE OF KILGORE STREET A DISTANCE OF
APPROXIMATELY 302 FEET;
THENCE NORTHWESTERLY ALONG THE EASTERLY LINE OF LOT 2-1-1-1-1 OF
BLOCK 1 IN RIVERFRONT SUBDIVISION NO. 5 AND ITS SOUTHERLY EXTENSION
A DISTANCE OF APPROXIMATELY 66 FEET TO THE NORTHEASTERLY CORNER
OF SAID LOT 2-1-1-1-1 ALSO BEING A POINT ON THE SOUTHERLY RIGHT OF WAY
LINE OF KILGORE STREET;
THENCE NORTHEASTERLY ALONG THE SOUTHERLY RIGHT OF WAY LINE OF
KILGORE STREET A DISTANCE OF APPROXIMATELY 302 FEET TO THE POINT OF
BEGINNING, CONTAINING APPROXIMATELY 20,760 SQUARE FEET, MORE OR
LESS AND IS SUBJECT TO EASEMENTS OF RECORD AND NOT OF RECORD.
Page 17 of 24
EXHIBIT B
LEASE AREA
�UB��,� Hawkeye Truck £� Trailer, Inc. �DAGIS�
� Leas� a,�a
aa
N N
a
A
�fA �C
�
� �
� �� .
J.
�`yGO��S� ' // ..
�j
. . /
.�
�pl ,�i� ..4`<�:�
����, ',
.>°•'�
J�
.<'.% /
�� f`
��' 9
f
✓,,Y',i� _.A�fe
.; by.+ • s��•
, V `
"' � ' 'SubjacttoSurveyVenfiwhon
u
. �, R�..� �v��-e e,ov �t �., �ae
. . _ p�,.� s r-.a�ae..iru�s,�.�ma
Page 18 of 24
EXHIBIT B
LEASE AREA
��, �, � . I �',
�y�I�.�kMM.y(�� � � � �
-I� , <1J�
j r
j i � tYG� � !
..�I I f
7". �'.. 1�. Irl f ��I(� 7 �, � � ..)'_
�"h>
_ "'' +►��._ � �
?� - '�1'T�w�>;�� � .
Kilgore SVeet � �' :
\ii���1111111111111 1 11/ ,
, „ ... � b —�—_�_._:___
. �'
Huehl LLC ��, T
,,�,��� �
� IL�\\V �\\\� , .
������`�������\\``������.���: Klauer
.3�__d:_�,��
Hawkeye Truck and Trailer � `r--I
•,y_�� ,� .«"^�"t��--�..,..
w
;Y� � �,�. *�1.. . . ....�.
. � � �
A ��
...�ia� '!� �� ' �. MNt �1T5'1'I�M+v ,- -��
. � � , .. , . ,.� .. . .. _.
�
w
DESIGN*EPM�. SLP-A�� CIttOFOlIBUOUE-ENGINEERING�EPr �UBU�UEC011NiY PROJEGTNUM6ER'. HAWY.EYEiRUCNAN�iRqILER�EPSEqGREEMENT SHEET'. A01 REV.Obpl�ib
Page 19 of 24
EXHIBIT C
INSURANCE SCHEDULE A
Page 20 of 24
ciy oi o�ie�e�b i���rei��e aee�iire��ems ror�ss�s oi c�y v�opero am aiem orwoy
u�i�saas orva�mvaas
MSUR4NCESCHEDULEA
i. s�u�umisnasie�aorenmo�eon�s�r���mmecrtyom�e�a�e, mw�iorme
emar�ga rea�rea m e�nini� i pnorm ma i��. u���.arpe�i�oomma��ma�inu iessa�oi
rP,aow+vr
�auv. e�rn oenm��a�e:nsi i�e prep�rea a��ne man���rem neoao mrm oppro�.eo�,�y me
�a onisio� or�� aa�nsa�i earn �anmo�esnau m�wae�sr�amem waer
o��imua�oupar�uo�az�ownyma �anm��w�siss�ea. �v: P�leen ari�eoi
prem�esm a�sw�ua�oi , ar �yn�orw�vPa�iaao
m�no�a�aa��imuo��enereamemomea .
z niipamieson�s�r���areawreanere��aarsn�unawi�n�� i��rer��ma�eamoon�m�m
ow an4alllnaurersslqlllqeeaa�Ingo�Ao�I�ette�Inl�ewrtenlAM. BaS�§ Ralln9Gul0e.
a �rn�anin��es�uoe�um�neam�ne oe�nmamm�necrtvom�o�a�e.
a. mei�ee, uo�ea, orpa�iaaes�uoereawremoammammimw�ro�eaeemmi�, or
areaern rea��a W iaw oromeria�i aeree��em, m emion i. �o�re m p�o�me me rea�rtea
mmmnm oo�rer�ge snau nai oe oeemea z wamermsum reawremems W me eM orououQue.
x 5uuremabhnarmsnrzmmereawreomsur�nces�uoeoo�mereaa��tensbreamorme
a�e, u�a�e,aroe�u
e. nurea�ireae�ooaame��s�uoe�n�mama �amno�e.
i. wne�e�er�spa�moisom� � reiare��� me�iremaoma�annam����s� oe�saowiess
ia� aa�naa��ro� is�ppro�reaoymeri��� oireo-ar..naiessea, u< .arpemnnee���s�
emmv��a i��m wmme�u aemauo�:o�o�a�io�rtom ma iso m��5e
8. I�Ia55ee9, IlcnseEs. o�peimltlee'sIImILSo�IIabIIIN���Ig�e�NanNe qWre4minlmumllmlLs
l�en Ne lessee'S Ilm�see9, o�peimMee's IIn91551q11 I�e IMsa9reemenf5 reQURed 11n915.
9. Lsssee, Ilce�see, o�peimltleeslqllreQWreallsubmnliaIXorsanOsubsulimn�atiors�oo�hln
��o m�mrzm a�m�e�na penam�o��oiwan ms�r���a mrme�o�rer�9�oesmi�ea m�n�
��nm SMaOule and s�all oI�GN ceM10ltales ol l�suance hom ollsuNSu�mn�mtlorsan0
�omr�nor�. �ss�, u�r�aaorpe�meaagre��na�nsnoui�eu�memr�nar�u�rema
no
�mr�nor��os�asw��omacor�o oorzm��o m�mrzm s�rn �o.er�y3. me aN m�y
rea�e:���w ors�m �nm�a��rtom NB i�, u��:a�.orpem�mee.
r�9eioia ..m�ewan ��aa.acwa�panr. reiama��vavc��:�ea,k�m�rvmamea,ri,
Page 21 of24
ciy oi o�ie�e�a i�s��rei��a aae���re��aiw mr �ss�s oi a�y v�opam a��a aienmrwoy
ucei�saas orva�mvaas
INSURANCE SCHEDULE A (Con[inuetl)
Exweiri
A� COMMEROALGENEIiALLIABILIiY
GenealAggrega�eLlml� 52,000.000
Pm4udsComple�e40peiallo�5A9glega@Llmtl 51,000.000
PersonsananaeewmgmNnumn si000.000
�.mo�rre�ce si,000.000
Fireo�maga �m�n��mo�eoowire��� aso.000
Me41talPaymenLs $5.000
1) Co�eiages�all �ewnttenonano¢wrenm, no�ohlnrsma4elomtT�e9eneial
aoi mr=o.e�ees�ii oe wime� m�aom wnn iso iom�wdooi oro�:me::
ers bim BP0002 All devl��lo�s�mm Neshn4aN 190 mmmertlal geneal
aI�IIM1y(oim CG 0001.o�Buslna¢owners bim BP 0002�slqll I�e deaM
Idenllfied.
2) Inoludel90endorsemenlloimCG2504Veslgna�eOLnn�lon[s)Geneial
Aggreg��elJmlt'
3) Inolu4een4orsemenlln4ltalln9Na�meeiage45pnmaryan4noMonNl�Wory.
O) Inolu4ePresem�lonolGovemmenhllmmunlllesEndorsemenl[9ample
atlao�edl
5) Inaludeaddlllonall�suredendarsementlo[
me ciry or o�o�a��. ma�amg ou i� aienea a�a�ppom�ea omaa�.au i�
em�iwa���o.awmeea si i�s ca�ms ����resia�s��mar��mannes��o
meiro�m me��nas, empiwa���a�i�maea. use iso m� c�m io
tonam�yoper�uor�lori�seQuraiem
e� vie::eeu��ee. arpa�mae�m¢�nm;�ars�aw�ysmme�o�o�nai
�e:s i�
n�ae�� e�ooaamem renenme m�un�e.em�ies�re �a�a.�waea
�mm commems �ener�i uanuM��eaee.
B� WORKERS' COMPENSATIONBEMPLOVERSLIPBILIiY
StaW�ory�ene0t5 mvenng all employees INureO on l�elol� I�y acdden�o�045ease as
presc�I�eO �y low�CoOe C�ap�e�85 as amended.
CoeeiageA 9hW�ory�Ya�eo� lowa
CoeeiageB EmployersLlal911ry
Eoc�ActlOen� 5100.000
eornempiwa���sa sioo.000
aou�yumiw��e ssoo.000
Paii�r snsi mn�oew�merai aign�m r+e�a�er i�om o�nea e�ooaamem
No�eiacia� orwar�a� ca��pa�..-�ua�arempmyem u�nmN co�rer�9e waermw�
coaese�e��z
_y� _m�arr�rnea
r�eazaia ..m�e�ian ��aa.aovv�pami: re�an�awavc��:�aao,a<��n�rvwamea,:nrr
Page 22 of24
ciy oi o�ie�e�a i���rei��a aae���re��aiw ror�ss�s oi c�y v�oparo am aiene orwoy
ucei�saas orvarimvaas
INSURANCE SCHEDULE A (Con[inuetl)
q [xviaorvmwlaumaniamwlunmulvoavo�mnorvunmulv
Coeemge reQulrea�. _yes _na
PolNtlon Il��lllry meeiageslqll I�e reQulretl IINe lessee,mn�at9qg paM1y,orpeimltlee
Iqsany pollNlon eWsure lo�aba�emen�ol�sallous o�mnhmina�e0 ma@nals
tluding,bW no�Ilml@4 t0.petmleum pm0uds,t�e removal o!lea6 asl�es�os orPC6s
Pollullon pm4utian0 mmple�ed opea�lons meeiage s�all also be mve�ed.
Eac�otturtenta 52,000.000
POIIryAggreg��e Sf,000.000
1) Pollry�olnolu4efo�sl�ean4lianspoRa�lonmveage.
2) Inalu4ea44Wonall�sure4lo[
me cimor o�o�o�z ma�amo�u i�aienea a�a�000m�ea omaa�.au i�
em�iwa���o�awmeea si i�s w�ms����nssia�s��mar��mannesa�o
meir000m me��nas,empiwa���a wi�maer�.use iso m�c�mm.
a) m�i�aeP�i�eorv°uo�oi�o�em�ma�hil�������niesE�aors°em�a�a�i
a) P�o�mee�me��am�rer�gamrsy�saner�ompiauo�oiproleu
�� PROVERTVINSOMNCEREpUIRE�BYLEASELICENSEORVERMIi
EYldenm otpmpeM��B�gB p�vldea_yaz
m�waea me crtym o�o�a�e os�mar�oss P�yooie.
e� aiaxs�r-wnvw�rerc�xiv.
OMBRELWEXCE55 51000.000
—V� —na
Ombrella/ettess IIabIIIN��B�gB mus�I�e o�leas�lollowing lomt wIN Ne unde�ying
pollda51ntlu4e0�ereln.
Po9e3a14 .mAe]ulealeasee.OICIryPmpe�y,RigMOIWey�renseaarPwmiXe-sNwember.IL
Page 23 of 24
c�y oi o�ie�e�a i���rei��a aae���re��aiw mr�ss�s oi c�y v�opero a��a aisne orwoy
ucei�saas orvarimvaas
PRESERVATION OF GOVERNMENTAL IMMUNITIES ENDORSEMENT
i. rvon.aveoreovemm unnmeinsureremressry�9rees�nosrz���na�mePu2�se
onn�pouw��o me mn�amg onne aN o�o�n�a�a, io•a�a�noamo�au��rea a�s �oiw�rre a�y
onne oere��oieo�em��e�rzi m����mha.si�me m�na ahm o�o�a�e, mw���oercooe or mw�
Setllon fi]OA as ll Is now eLLS�sanO as ll may�e amen0e4lmm llme lo�Ime
2 CamsCovemaeT�el�sure�NMe�agreaSNa�IMspollryo�I�Sumntaslqlltvve�onlyNose
�owno�subfeIX�ol�e4e�e�seo�govemmenlallmmunlNw4e�NeCo4eo11owa9eNonfi]OAasl�
sEas���o� n may oe���e�oea rtom �m�e m ume.m�e ober.9 �o�s�olam m coae oi mwo
enm�e�oA sn�u ne�o�rerea W me�emu��a �a�ama�s onn� ms�r���a pauw.
a n eno�o eo�rem� wnmeqNoro�o�a��. iow�s�uoerespo�sioiamrossanmg
any delense o�govemmenhl Imm nlly, and may doso alany�Ime and s�all doso up�n l�e Mtely wiMen
reQues�alNel�sure�.
J. No�ena o Goveaoe T�elnsure�slvallno�4enymveageunOeM1MspollryanONelnsure�
snau�m aa�y�morme ngn�sa�a na�en��ar�mg m me aN o�o�n�a�a, io•a��aarm�pouw�or
�nes oreo�rem���ui imm�mh�mass��a ��ni�oo�n or���pa�amlwsainm� n�s r�iea m hwrm
aaia�ea)oreo.rem��a�ui m�����m��ssenea oy�na crtym o�o�a�e, m.a.
rvo o neren��aa a ao�� me�w.e presarv�no�meo�amma�ui imm�mu� snsi �o�mnerw�e
ma�gaorai�rma�o�eaee��auaoiawaermepouw.
SPECIMEN
(�EL[�RTMENiM/vNAGEIi: FlLLINALLBLANKSAH� CHEIXBO%E5�
Po9e 0 a14 ..M..ule..leasee.Ol ClryPmpe�F RigM010e/�renseaarF.mmX..s Nmember2L
Page 24 of24