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Thompson Truck and Trailer, LLC Lease_Hearing Copyrighted July 16, 2018 City of Dubuque Public Hearings # 4. ITEM TITLE: Thompson Truck and Trailer, LLC Lease SUMMARY: Proof of publication on notice of public hearing to consider approval of a Lease Agreement between the City of Dubuque and Thompson Truck and Trailer, LLC and the City Manager recommending approval. RESOLUTION Approving a Lease Agreement between the City of Dubuque, lowa (City) and Thompson Truck and Trailer, LLC, a Delaware Corporation (Thompson) SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt Resolution(s) ATTACHMENTS: Description Type Thompson Truck and Trailer Lease-NNM Memo City Manager Memo Staff Memo Staff Memo Lease Agreement Supporting Documentation Resolution Resolutions 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: July 10, 2018 Project Manager Steve Sampson Brown recommends the City Council approve a Lease Agreement between the City of Dubuque and Thompson Truck and Trailer LLC for parking vehicles and trucks. The significant elements of the Agreement include: • Five-year term with five 1-year extensions; • Annual rent of$7,056 for five years (including an annual Consumer Price Index rent increase); and • Land is used to park vehicles and trucks and Thompson shall not add buildings onto the leased property. I concur with the recommendation and respectfully request Mayor and City Council approval. �� Mic ael C. Van Milligen �� MCVM:jh Attachment cc: Crenna Brumwell, City Attorney Teri Goodmann, Assistant City Manager Cori Burbach, Assistant City Manager Gus Psihoyos, City Engineer Steve Sampson Brown, Project Manager o�nw� *tir cirr or. �d DUS E 9 �� l� Masteryfece on khe Missfssfqp�i ,a„ ,o„ T0: Michael G Van Milligen, Ciry Manager FROM: S[eveSampsonBmwn, Projec[ Manager�j��,_ � DATE: July 9, 2018 RE: LeaseAgreemen[ betweenNeQryofDubuqueandThompsonTmckand Trailer LLC, a Delaware Corpora[ion INTRODUCTION This memorandum is ro reques[Na[a resoWfion appmving a Lease Agreemen[ between Ciry of Dubuque and Thompson Tmck and Trailer LLC be submitted ro [he Ciry Council forappmval and execu0on. DISCUSSION Thompson Tmckand Trailer LLC, a Delaware Corpora0on Qhompson) desiresa Lease Agreemen[for parking vehiclas and [mcl¢ upon [he [erms se[forth in Ne atGched Lease Agreemen[ between Ne Qry of Dubuque and Thompson. The Ciry and Thompson Tmck and Trailer have [enL[ively agreed ro a [ertn [hrough June 3Q 2023. Significan[ elemen6 of[he Agreemen[ include [he following: • Fivayear[erm wiN five 1-year e#ensions; • Annualren[of$],056forfiveyears (includinganannualCPlren[ increase)�, and • Landisusedmparkvehiclesand [mcl¢andThompsonshallno[addbuildings onro Ne leased pmperty. ACTION TO BE TAKEN I remmmend Na[Ne attached ResoWfion Appmving a Lease qgreemen[ between [he Ciry of Dubuque, lowa and Thompson Tmck and Trailer LLC, a Delaware Corpora0on be submitted [o Ne Qry Council for mnsidera0on and appmval. Attachmen[ cc Crenna Bmmwell, Qry Attomey Gus Psihoyos, Clry Engineer John Klos[ertnann, Public Worl¢ Direc[or Page 1 of 1 Prepared by Steve Sampson Brown, Project Manager, 50 W. 13th St., Dubuque, IA 52001, 563-589-4272 Return to Kevin Firnstahl, City Clerk, 50 W. 13th St., Dubuque, IA 52001, 563-589-4100 RESOLUTION NO. 217-18 APPROVING A LEASE AGREEMENT BETWEEN THE CITY OF DUBQUE, IOWA (CITY) AND THOMPSON TRUCK AND TRAILER LLC, A DELEWARE CORPORARTION (THOMPSON) Whereas, the City of Dubuque, Iowa (City) is the owner of the real property shown on the attached Exhibit A attached hereto and by this reference made a part hereof; and Whereas, Thompson Truck and Trailer LLC, a Delaware Corporation (Thompson) desires a lease agreement for part of the property shown on Exhibit A for parking vehicles and trucks on the property upon the terms set forth in the attached Lease Agreement between the City and Thompson; and Whereas, City and Thompson have tentatively agreed to the terms of 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 Lease Agreement between the City of Dubuque, Iowa and Thompson Truck and Trailer LLC, a Delaware Corporation is hereby approved. Section 2. Mayor is hereby authorized and directed to execute the Lease Agreement on behalf of the City of Dubuque. Passed, approved and adopted this 16th day of July, 2018. Attest: Kevin S. Firnstahl, CMC, City Clerk ")14712 D. Buol, Mayor LEASE AREA EXHBIT — A DUV�� Hawkeye Truck � Trailer, Inc DAGIS� . ,.� Masreryteceori rt�eMl;sisstppi �,,.,�s,��.�.�..,.,.,.��M•��.,.,,��. Lease Area �'o � o� � � . �f�� . _f.--� � �a, �� a�� Go °'�� *e ' r � , �"` � .• ��o e��>s «�� g'r" 8�a�"' , � `e�,`{ �� f� I�y g� ��Q`�� / e�� Q�,a`�~a � 2 �,°��; -., . � -:�r-� sa° � ;� ;.f,. �' � 3�� _ .. o& 'r.a4 .�j ,`,� I �'•�� . �°g . �, . �'�Y, x�s ts 7,�'� 00�a&�� ,��/I 'j ' � "L�n iP� �� , '"/` � n ae� w'�$ "i�. 1"�' pap� 7f ,�� .''r� r � .l 5, �,� . $y� . � ,,^� � �r�.�,' ea s�� / ��.� -, 5 4 � ,�+� � ao�pa� ''yf�.� � . - , �a gI ��p � 'E�` " a ',},��` � �'I ,,bA � _3�' �r� : :lr �~ ♦� �� !� ♦ t� �i ��iFloodControlEasementLine N *SubjecttoSurveyVerification ,��Army Corps Restricted Area W�E Existing Lease Agreement created by:TWK 2015 03 09 � " �parce�s S updated by tk�ess 6/7/2018 LEASE AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND THOMPSON TRUCK AND TRAILER LLC, a Delaware Corporation 1 THIS AGREEMENT made and entered into this/ day of.' / , 2018 by and between THE CITY OF DUBUQUE, IOWA, (City) whose address` or tf 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 6th 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 16th 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 16th, 2013 through July 15th, 2018 at a rate of $7,058.00, 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 28th 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 1st day of July and Thompson shall pay City, rent for each year of the Term due annually on the 16th 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%) 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 Adjustment" 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, staring 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: • 15t lease violation offense — written warning • 2nd lease violation offense - $25.00 per day • 3rd lease violation offence - $50.00 per day • 4th 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 Payments to City. All invoice payments required by this Lease shall be made payable to "The City of Dubuque, Iowa" 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% 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 Tess 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 Iowa; 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 an 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 or the 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. Zoning. 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 City'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 Jaws, 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 andlor 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 Iowa 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, Iowa 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, Toss, 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 City. 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 Temoorary Taking. 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. City's Rights 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 or to 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 Rights in the Event of City'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 performed 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. Holding 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, Iowa City Manager City Hall 50 West 13th Street Dubuque IA 52001 Fax 319 589-4149 TO THOMPSON: Thompson Truck and Trailer LLC. Attn: CFO 7820 8tri 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 Governing Law. It is agreed that this Lease shall be governed by, construed and enforced in accordance with the laws of the State of Iowa. 32.3 Paragraph Headings. 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 Majeure. 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 performance 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 mediation which shall be paid immediately upon billing by the mediation service. CITY OF DUBUQUE, IOWA By: Roy D.;. uol, Mayor Attest: Ke in Firnstahl, City Clerk THOMPSON TRUCK AND TRAILER LLC. By: . 1, i rin.M �5�,• �i�S �e�cr f (Printed Name and Title) 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 Page 18 of 24 I 111.I."� Hawke ye Truck & Trailer, Inc. SAGES =� Lease Area AT, 17..ircrn ar Mri nMry' t Pg •�•` 44 w 00 111. 5.1 ..# !, i e R0 0o on . �. _ :':�•• �': .»r=_ v .._... ,.•,, • `""°'" ""° iArmy Lenz Restated Aaea J E=ntno Lease ep,,.n.,em al Perce s " W� S 'Subject to Survey Verification 1 created by TWH 2075.03. 6,731 @ update) by Nress'2 ^ Page 18 of 24 EXHIBIT B LEASE AREA ■ r� H uehl LLC Ylla I. WI Bs Hawkeye Truck and Trailer Klauer ..4 411441i2.-.,-- OESRIN TEAM: SRF -ADO CITY OF Dl Ml lO fir^ - ENG/4 EEFR]NG DutluClltE COUNTY PROJECT HUMBER HAWI(EVE TRUCK AND TRAILER LEASE AGREEMENT &FEET: A61 NkV. 0@Jµ.18 Page 19 of 24 EXHIBIT C INSURANCE SCHEDULE A Page 20 of 24 City of Dubuque insurance Requirements for Lessees of City Property and Right of Way Licensees or Permittees INSURANCE SCHEDULE A. shall furnish a signed certificate of insurance to the City of Dubuque, Iowa for the coverage required in Exhibit 1 prior to the lease, license, or permit commencement_ All lessees of City property and right of way licensees or permittees shall submit an updated certificate annually_ Each certificate shall be prepared on the most current ACORD form approved by the Iowa Insurance Division or an equivalent Each certificate shall include a statement under DescripticAn of Operations as to why the certificate was issued. Bg: Project # or lease of premises at or construction of or right of way permitted location and description Lease Agreement dated 2. AH policies of insurance required hereunder shalt be with an insurer authorized to do business in Iowa and all insurers shall have a rating of A or better in the current A.M. Best's Rabng Guide. 3. Each certificate shall be furnished to the Department of the City of Dubuque. 4. The lessee, licensee, or permittee shall be required to carry the minimum coverage/limits, or greater if required by law or other legal agreement, in Exhibit I. Failure to provide the required minimum coverage shall not be deemed a waiver of such requirements by the City of Dubuque. 5. Failure to obtain or maintain the required insurance shall be considered a material breach of the lease, license, or permit. 6. All required endorsements shall be attached to certificate. 7. Whenever a specific MO form is referenced the current edition of the form must be used unless an equivalent form is approved by the Finance Director_ The lessee,, licensee, or pemrittee must identify and fist in writing all deviations and exclusions from the MO form. 8. If iessee's, licensee's, or permittee's limits of liability are higher than the required minimum limits then the lessee'S, licensee's, ,or permittee's limits shall be this agreement's required limits 9_ Lessee, licensee, or permittee shall require all subcontractors and sub -subcontractors to obtain and maintain during the performance of work insurance for the coverages described in this Insurance Schedule and shall obtain certificates of insurance from all such subcontractors and sub -subcontractors. Lessee, licensee, or permittee agrees that it shall be liable for the failure of a subcontractor and sub -subcontractor to obtain and maintain such coverage. The City may request a copy of such certificates from the lessee, licensee, or pemtriee„ Page 1 of 4 Schedule A Lessees Of City Property, Right Of Way Licensees or Permittees November 2017 Page 21 of 24 City of Dubuque insurance Requirements for Lessees of City Property and Right of Way Licensees or Permittees INSURANCE SCHEDULE A (Continued} EXHIBIT 1 A) COMMERCIAL GENERAL LIABILITY General Aggregate Limit 52,000,000 Products -Completed Operations Aggregate Limit 51,000,000 Personal and Advertising Injury Lirntt 51,000,000 Each Occurrence 51,000,000 Fire Damage Limit (any one occurrence) $50,000 Medical Payments $5,000 1) Coverage shall be written on an occurrence, not claims made, fomi, The general liability coverage shall be written in accord with ISO form CG0001 or business owners 'form BP0002, Alt deviations from the standard ISO commercial general liability form CG 0001, or Business owners 'form BP 0002„ shall be clearly identified. 2) Include ISO endorsement form CG 25 04 'Designated Location(s) General Aggregate Limit! 3) include endorsement indicating that coverage is primary and non-contributory. 4) include Preservation of Governmental Immunities Endorsement (Sample attached). 5) Include additional insured endorsement for. The .City of Ouhuque, including MI its elected and appointed officials, all its employees and volunteers, all its boards, commissions and/or authorities and their board iriembers, ,employees and volunteers. .Use ISO form CG 20 10 (Ongoing operations) or its ,equivalent. 6) if lessee, licensee, or permittee ulifizes niches or Segways in the conduct of business, intlude an endorsement reflecting that these vehicles are not excluded from..Commertial General Liabilitycoverage. B) WORKERS' COMPENSATION a ENIPLOYERS UABIUTY Statutory benefits covering all employees injured on the job by accident or disease as prescribed by Iowa Code Chapter 85 as amended. Coverage A Coverage B Statutory—State of lowa Employers Liability Each Accident 5100,000 Each .Ernployee-Disease 5100,000 Policy Limit -Disease 5500,000 Policy shall include Waiver of Right to Recover from Others endorsement. Nonelection of Workers' Compensation or Employers' Liability Coverage under Iowa Code sec. 87.22 yes tom attached Page 2 of 4 Schedule A Lessees Of City Property; Right Of Way Licerhees or Pemttee 2017 Page 22 of 24 City of Dubuque Insurance Requirements for Lessees of City Property and Right of Way Licensees or Permittees INSURANCE SCHEDULE A (Continued) C) ENVIRONMENTAL IMPAIRMENT LIABILITY OR POLLUTION LIABILITY Coverage required: yes no Pollution liability coverage shall be required the lessee, contracting party, or permittee has any pollution exposure for abatement of hazardous or contaminated materials including, but not limited to, petroleum products, the removal of lead, asbestos, or PCBs. Pollution product and completed operations coverage shall also be covered. Each occurrence Petty Aggregate $2000,000 $4,D00,0D0 1) Policy to indude job site and transportation coverage. 2) Iridurie additional insured for: The City of Dubuque, including :all its elected and: appointed officials, all its employees and volunteers, all its boards, commissions and/or authorities and their board members, employees and volunteers. Use ISO tom i CG 2010.. (Ongoing operations) as stated in A(6) above or its equivalent 3) Include Preservation of Governmental Immimifies Endorsement. 4) Provide evidenceof coverage, for 5 years after completion of project D) PROPERTY INSURANCE REQUIRED BY LEASE, LICENSE, OR PERMIT yes no Evidence of property coverage provided: yes included the City of Dubuque as Lender Loss Payable. E) RIGHTZF-WAY WORK ONLY: UMBRELLA/EXCESS 51 000,000 yes no Umbrella/excess .11ability coverage must be at least following form With the underlying policies included herein. Page 3014 Schechile A Lessees Of City Property; Right Of Way Licensees or Permittees November 2017 Page 23 of 24 City of Dubuque Insurance Requirements for Lessees of City Property and Right of Way Licensees or Pennittees PRESERVATION OF GOVERNMENTAL IMMUNITIES ENDORSEMENT 1. Nonwaiver of Governmental Immunity. The insurer expressly agrees and states that the purchase of this policy and the including of the City of Dubuque, Iowa as an Additional Insured does not waive any of the defenses of governmental immunity available to the City of Dubuque, Iowa under Code of Iowa Section 570.4 as it is now exists and as it may be amended from time to time. 2. Clairns Coverace. The insurer further agrees that this policy of insurance shall cover only those claims not subject to the defense of governmental immunity under the Code of Iowa Section 570.4 as it now exists and as it may be amended from time to time. Those daims not subject to Code of Iowa Section 6704 shall be covered by the terms and conditions 'of this insurance policy. 3. Assertion of Government Immunity_ The City of Dubuque, Iowa shall be responsible for asserting any defense of governmental immunity, and may do so at any time and shall do so upon the timely written request of the insurer. 4. Non -Denial of Coverage. The insurer shall not deny coverage under this policy and the insurer shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa under this policy for reasons of governmental immunity unless and until a court of competent jurisdiction has ruled in favor of the defense(s) of governmental immunity asserted by the City of Dubuque, Iowa. No Other Chanoe in Policy. The above preservation of govemmenlal immunities shall not otherwise change or alter the coverage available under the policy. SPECIMEN (DEPARTMENT MANAGER: FILL IN ALL BLANKS AND CHECK BOXES) Page 4 of 4 Schedule A Lessees Of City Property; Right Of Way Licensees or Pennittees November 2017 Page 24 of 24 STATE OF IOWA {SS: DUBUQUE COUNTY CERTIFICATION OF PUBLICATION I, Suzanne Pike, a Billing Clerk for Woodward Communications, Inc., an Iowa corporation, publisher of the Telegraph Herald,a newspaper of general circulation published in the City of Dubuque, County of Dubuque and State of Iowa; hereby certify that the attached notice was published in said newspaper on the following dates: July 6, 2018, and for which the charge is $64.45. Subscribed to before m . Notary Public in and for Dubuque County, Iowa, this //�j day of , 20/e . Notary Public in and for Dubuque County, Iowa. ow MARY K r ni sio ENumb r 54885 STERMEYER CoFeb. 1,2020 My Commission Exp. CITY OF DUBUQUE, IOWA OFFICIAL NOTICE PUBLIC NOTICE is hereby given that the City Council of the City of Dubuque, Iowa, will hold a public hearing on the 16th day of July, 2018 at 6:00 p.m. in the Historic Federal Build- ing, ''350 West 6th Street, second floor, Dubuque, Iowa, at which meeting the City Councilproposes_ to dispose of an :interest in the- following de- scribed real property. by Lease Agreement to Thompson Truck and Trailer LLC, a Delaware Corporation: PART OF LOT 1-1-1- 1-1 OF BLOCK .1 IN RIVERFRONT "SUBDI- VISION NO.5 (Locally known as Kil- gore St. at Roosevelt St. Ext.) At the meeting, the City .Council will re- ceive oral and written comments from any resident for property owner of .said. City to the above -action. writ- ten comments 'regard- Mg -the above public 4 hearing may be sub- mitted to the ;City Clerks Office, City Hall, 50 W. )3th Street, on or before ;said time of, public hearing.-„, Copies of supporting documents for the pub- lic hearings are on file in.the `City Clerks Office' and may qe,rviewedd during normal' wdrkingi hours. Any visual- or hear;. Mg -impaired 'persons needing` special assist tance=or persons with special accessibility: needs should emtact the City' Clerks Office at (563) 58Y-4100 ' or TTY 563) 690-6678 ,at least 48 hours prior to the; meeting. Dated this 6th day of', June, 2018. Kevin S. Firnstahl, CMC, City Clerk 1t7/6 RESOLUTION. NO. i00-18 INTENT TO, DISPOSE OF AN INTEREST IN REAL PROPERTY OWNED BY THE CITY OF + DUBUQUE BY LEASE BETWEEN THE CITY OF DUBUQUE; IOWA AND THOMP=' SON, TRUCK: ,: AND TRAILER ' LLC, A DELAWARE, ::CORPO- RATION „ Whereas, the City of Dubuque, Iowa (City) is the owner of: the, real: property legally de- scribed as follows: .'PART OF LOT 1-1-1-1-1 OF BLOCK 1 IN RIVER: FRONT SUBDIVISION NO. 5 MORE PARTICU- LARLY AS FOLLOWS: BF,GINIVIN,G 4T,.,THE ;SOUT W, fi C�7RNER' OF l O1 OFr'BLO'CK 1 IN RIVERFRONT SUBDI-, VISION NO. 5; THENCE SOUTHEAST-. ERLY ALONG THE. WESTERLY LINE OF LOT 2-1-1.1 OF BLOCK 1 IN RIVERFRONT SUBDI- VISION NO. 5 AND ITS, SOUTHERLY. EXTEN- SION A DISTANCE OF APPROXIMATELY 66 FEET; THENCE SOUTHWEST- ERLY ALONG A LINE 66 FEET SOUTH. OF AND PARALLEL TO THE SOUTHERLY RIGHT OF WAY LINE OF KILGORE i STREET A DISTANCE OF APPROXIMATELY' 302 FEET, THENCE NORTHWEST LERY " ALONG ; THE EASTERLY LINE OF LOT 2-1-1-1-1 OF BLOCK 1 IN RIVERFRONT SUBDI- VISION NO. UBDI-VISION<NO. 5 AND ITS SOUTHERLY EXTEN- SION A DISTANCE OF APPROXIMATELY 66 FEET TO THE` NORTH- . EASTERLY CORNER OF SAID. :.LOT 2-1-1-1-1 ALSO BEING A POINT ON THE '"SOUTHERLY RIGHT OF WAY LINE OF KILGORE STREET; THENCE NORTHEAST- ERLY "ALONG THE SOUTHERLY RIGHT OF WAY LINE OF KILGORE STREET A DISTANCE OF APPROXIMATELY 302 FEET TO THE POINT OF BEGINNING, !CONTAIN- ING ;APPROXIMATELY 20,760 SQUARE FEET, MORE OR LESS (ap- proximately 0.477 acres in total). and Whereas, Thompson Truck and. Trailer LLC desires to lease a part of the property as. shown on Exhibit A, at- tached hereto (the 'Property), -for parking vehicles and trucks as 1, set forth in the Lease Agreement which is on file at the Office of the City Clerk,City Hall, 50 W. 13th Street, Dubu- que, Iowa; and Whereas, City and `Thompson Truck and Trailer LLC have tenta tively 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 ap- prove the Lease Agree- ment. 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;'",be- tweenrCity and:Tho'mp-.' son Truck and Trailer LLC; and Section 2. The City, Clerk is hereby autho- rized and directed to cause, this Resolution and a notice to be pub- lished as prescribed by, Iowa Code 364.7 of a public hearing on the Citys intent to dispose of the Prpperty by Lease Agreement, to ' be held on the 16th day " I of July, 2018, at 6:00 oclock p.m. at the His- toric Federal Building, Council Chambers, 350 W. 6th Street, Dubu- que, Iowa. Passed, approved and adopted this 2nd day of July, 2018. Roy D. Buol, Mayor Attest: Kevin S. Firnstahl, CMC, City, Clerk 1t 7/6