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Lease Agreement_Bruisers Football_Dominick Locascio 2010[SEAL] Attest: eanne F. Schneider, City Clerk LESSOR: CITY OF DUBUQUE, IOWA By: Roy D. uol, Mayor LESSEE: DOMINICK LOCASCIO Masterpiece on the Mississippi TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Lease Agreement between City of Dubuque and Dominick Locascio, Owner, Dubuque Bruisers Football DATE: February 23, 2010 Dubuque kiting AI- AmedcaCity hlill, 2007 Acting Leisure Services Manager Pat Prevenas recommends City Council approval of a lease agreement with Dubuque Bruisers Football for a section of Roosevelt Park. The significant terms of the lease agreement are as follows: 1. The City will lease the property for a term of twenty -five (25) years. 2. Dominick Locascio (owner of the Dubuque Bruisers) will construct a 1,000 seat football stadium on the property, including the field, seating, locker rooms /restrooms, 300 parking spaces and lighting (if needed), at a cost of not less than $1.5 million. 3. Before construction starts, Locascio shall furnish proof he has sufficient funds to complete construction and furnishings and has the ability to operate the facility on a sound financial and managerial basis. 4. The City will not incur any costs related in any way to the design, construction or operation of the field. 5. All maintenance will be the responsibility of the lessee. 6. The lessee has forty -five days after the closing date, which shall take place no later than October 15, 2010, to commence construction, and shall be substantially complete within nine months after commencement of construction. I concur with the recommendation and respectfully request Mayor and City Council approval. MCVM:jh Mic ael C. Van Milligen Attachment cc: Barry Lindahl, City Attorney Cindy Steinhauser, Assistant City Manager Patrick J. Prevenas, Acting Leisure Services Manager Masterpiece on the Mississippi TO: Michael C. Van Milligen, City Manager FROM: Patrick J. Prevenas, Acting Leisure Services Manager SUBJECT: Lease Agreement between City of Dubuque and Dominick Locascio, Owner, Dubuque Bruisers Football DATE: February 22, 2010 INTRODUCTION Dubuque hail All- AmerkaCiy IIII r 2007 The purpose of this memorandum is to request that the City Council approve the lease agreement with Dubuque Bruisers Football for a section of Roosevelt Park. DISCUSSION Dominick Locascio is the owner of the Dubuque Bruisers Football team, a semi -pro team that began playing in 2009. Mr. Locascio approached the City a year ago looking for help locating a home field. He was not able to work out an agreement with any of the local schools or colleges to use their fields so he played in Cascade. The master plan for Roosevelt Park does include space for construction of a multipurpose field or football stadium. It was made very clear that all expenses associated with construction of the field would be his, the City would not contribute. Significant terms of the lease agreement are as follows: 1. The City will lease the property for a term of twenty -five (25) years 2. Locascio will construct a football stadium on the property, including the field, seating, locker rooms / rest rooms, parking, and lighting (if needed). 3. Before construction starts, Locascio shall furnish proof he has sufficient funds to complete construction and furnishings. 4. The City will not incur any costs related in any way to the design, construction, or operation of the field. 5. All maintenance will be the responsibility of the lessee. ACTION STEP The action requested is that the City Council adopt the attached resolution approving the lease of a section of Roosevelt Park to Dominick Locascio, Owner of the Dubuque Bruisers Football team. PJP:et attachment Preparer: Patrick J. Prevenas Address: 2200 Bunker Hill Road Phone: 589 -4263 RESOLUTION NO. 66 -10 DISPOSING OF AN INTEREST IN REAL PROPERTY BY LEASE AGREEMENT WITH DOMINICK LOCASCIO, OWNER, DUBUQUE BRUISERS FOOTBALL WHEREAS, the City of Dubuque, Iowa (City) is the owner of the Premises shown on Exhibit A of the Lease, all in Dubuque County, Iowa; and WHEREAS, Dominick Locascio, Owner, Dubuque Bruisers Football (Team) desires to lease the Premises to operate a semi -pro football team, as set forth in the Lease Agreement attached hereto; and WHEREAS, on March 1, 2010, the City Council pursuant to notice published as required by law held a public hearing on its intent to dispose of the foregoing interest in the Premises and overruled all objections thereto; and WHEREAS, the City Council finds that it is in the best interest of the City to approve the disposition of such interest in the Premises. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. The City Council of the City of Dubuque approves the disposition of the City's interest in the foregoing- described Premises by lease to Dominick Locascio, Owner, Dubuque Bruisers Football. Section 2. The Mayor is hereby authorized and directed to sign this Resolution and the Lease Agreement. Jeanne F. Schneider, City Clerk PK Passed, approved and adopted this 1st day of March 1 oy D. Buo , Mayor LEASE AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND DOMINICK LOCASCIO THIS LEASE AGREEMENT (the "Lease ") dated for reference purposes the day of , 2010, between the City of Dubuque, Iowa, a municipal corporation (Lessor) and Dominick Locascio (Lessee). WHEREAS, Lessee is the owner of the Dubuque Bruisers football team; and WHEREAS, Lessee has requested that City lease to Lessee certain real property located in the City of Dubuque, Dubuque County, Iowa so that Lessee may construct a football stadium as described herein ; and WHEREAS, the City Council of the City of Dubuque has found that the development of the property pursuant to this Lease Agreement, and the fulfillment generally of this Lease Agreement, is in the public interest. NOW THEREFORE, in consideration of the promises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: SECTION 1. DEMISE AND TERM 1.1. In consideration of the rents hereinafter reserved and the terms, covenants, conditions and agreements set forth in this Lease, Lessor hereby leases to Lessee the real property at the general location shown on Exhibit A, attached hereto, together with any and all buildings, structures, and other improvements located thereon, easements and appurtenances thereto and subject to any easements and restrictions of record (the "Demised Premises "), to have and to hold for a term of ten (10) years commencing on 2010, and terminating at 11:59 p.m. on 2020 (the "Lease Expiration Date "), subject to all of the terms, covenants, conditions and agreements contained herein. Prior to closing Lessor and Lessee shall agree on the location and boundaries of the Demised Premises and Lessee have prepared the survey and plat required by Section 1.4(5). The Demised Premises are located in and are a part of the following described real property: Lot 1 of the West One Half of the Northeast Quarter of Section 4, Township 88 North, Range 2 East of the 5th P.M., Dubuque County, Iowa Notwithstanding the foregoing, this Lease shall terminate upon the death or incapacity, as determined by Lessor, of Lessee. DBQ BRUISERS FOOTBALL020810 1.2. Closing Date. On the Closing Date, Lessor shall transfer possession of the Demised Premises pursuant to this Lease. 1.3. Condition of Property. Lessor shall deliver the Demised Premises in its "as is" condition. 1.4. Conditions to Closing. The closing of the transaction contemplated by this Lease and all the obligations of Lessee under this Lease are subject to fulfillment, on or before the Closing Date, of the following contingencies: (1) Lessee shall have obtained any and all necessary governmental approvals, including without limitation approval of zoning, subdivision or platting, and of the Construction Plans pursuant to Section 2.2 below that are necessary or desirable in connection with the Lease and development of the Demised Premises. Lessor shall cooperate with Lessee in attempting to obtain any such approvals, provided that Lessor shall bear no expense in connection therewith. (2) Lessee shall be in compliance with all the material terms and provisions of this Lease. (3) Lessee shall have furnished to Lessor evidence, in a form satisfactory to the Lessor as Lessor shall determine in its sole discretion (such as evidence of cash on hand or a letter of commitment from a bank or other lending institution for funds to cover the cost of construction and furnishings), that Lessee has firm financial commitments sufficient in amount to complete construction of the Lessee Improvements (as defined herein) to the Demised Premises in conformance with Construction Plans (as defined herein), or Lessor shall have received such other evidence of Lessee's financial ability as in the reasonable judgment of Lessor is required to complete such Improvements. (4) Lessee shall have furnished Lessor with evidence, in a form satisfactory to Lessor as Lessor shall determine in the reasonable exercise of its discretion, that Lessee will be able to operate the Lessee Improvements for the Term of this Lease on a sound financial and managerial basis. (5) Lessee shall at its cost have caused a survey and plat of the Demised Premises to be prepared and recorded and Lessor and Lessee shall have amended this Lease to include such survey and plat as Exhibit A -1. 1.5 Closing. The closing shall take place on or before October 15, 2010 (the Closing Date), or such other date as the parties may agree in writing. Exclusive possession of the Property shall be delivered to Lessee on the Closing Date in its current condition and in compliance with this Lease. Consummation of the closing shall be deemed an agreement of the parties to this Lease that the conditions of closing have been satisfied or waived. -2- SECTION 2. CONSTRUCTION OF LESSEE IMPROVEMENTS 2.1 Lessee Required Improvements. Lessee hereby agrees to construct on the Demised Premises the Lessee Improvements described in Exhibit B at a cost of not less than $1.5M. 2.2 Plans for Construction of Lessee Improvements. Plans and specifications with respect to the construction of the Lessee Improvements (the Construction Plans) shall be approved by City provided they are in conformity with all applicable state and local laws, ordinances and regulations. To that end, Lessee shall, not later than sixty (60) days prior to the Closing Date, submit to City, for approval by City, the Construction Plans and such additional documents as City may reasonably request with respect to the Lessee Improvements to be constructed by Lessee on the Property. All work with respect to the Lessee Improvements shall be in conformity with the Construction Plans as approved by City. It is agreed that approval of the Construction Plans by City is a condition to closing under Section 1.4(1) above, and unless such approval shall be given by City on or before the Closing Date, this Agreement shall be null and void. 2.3 Timing of Improvements. Lessee hereby agrees that construction of the Lessee Improvements on the Property shall be commenced within forty five (45) days after the Closing Date, and shall be substantially completed within nine (9) months after the commencement of construction. The time for performance of such obligations shall be suspended during the period of any delays caused by acts of God or other matters not within the control of Lessee including, but not limited to, extreme weather conditions and /or other natural causes, casualty, labor problems (including, but not limited to, strikes, walk -outs, picketings, boycotts and shutdowns), governmental restriction upon the availability or use of labor or materials, or insurrection, embargoes, or delays in providing necessary consents or approvals unless otherwise agreed upon in writing by City and Lessee. The time for performance of such obligations shall be extended only for the period of such delay. 2.4 Certificate of Completion. Promptly upon completion of the Lessee Improvements in accordance with those provisions of this Agreement relating solely to the obligations of Lessee to construct the Lessee Improvements, including the dates for beginning and completion thereof, City shall furnish Lessee with an appropriate instrument so certifying. Such certification shall be a conclusive determination of the satisfaction and termination of the agreements and covenants in this Agreement and in the Lease with respect to the obligations of Lessee to construct the Lessee Improvements. 2.5 Lessee acknowledges and agrees that it is the intent of the parties that City shall not incur any costs related in any way to the design, construction, or operation of the Lessee Improvements. SECTION 3. RENT -3- 3.1 Base Rent. Lessee shall pay Lessor (in addition to taxes, assessments, and other charges required to be paid under this Lease by Lessee) rent for the Demised Premises of One Dollar ($1.00) a year in advance upon execution of this Lease and on the same date each year of the term (the Base Rent). Lessee shall not be in default of rent unless and until thirty (30) days after Lessor delivers written notice to Lessee (or its lawful successor or assign) that rent is past due. Lessor acknowledges receipt of the rent for the first year. 3.2 Ticket Sales. In addition to the Base Rent, Lessee shall pay Lessor One Dollar ($1.00) for each ticket sold at all events conducted by Lesssee on the Demised Premises. Lessee shall provide a monthly accounting of tickets sales for such events to Lessor and such accounting and all payments due under this Section shall be provided and paid to Lessor not later than the 15 day of each month following each such event. SECTION 4. TITLE TO IMPROVEMENTS AND TRADE FIXTURES 4.1. Trade Fixtures. For the purposes of this Lease, "Trade Fixtures" shall mean all of Lessee's personal property located on the Demised Premises used in Lessee's business. Title to Lessee's trade fixtures (the "Trade Fixtures ") are and shall be the sole and exclusive property of Lessee during the term of this Lease and shall remain the sole and exclusive property of Lessee after the expiration or termination of this Lease, for whatever reason. Lessor acknowledges and understands that it shall have no right, title, or interest in or to Lessee's Trade Fixtures either during the term of this Lease, or thereafter (except as hereinafter provided). Lessor acknowledges and agrees that Lessee shall have the right to encumber, sell, or hypothecate Lessee's Trade Fixtures, to remove them from the Demised Premises, or to otherwise deal with all or any portion of such Lessee's Trade Fixtures, at Lessee's sole discretion. Provided further, that upon ten (10) days' prior written notice to Lessor, Lessor shall prepare and deliver to Lessee a certificate in recordable form stating that Lessor has no interest or right in or to Lessee's Trade Fixtures, as well as any other or further document which Lessee may reasonably request from Lessor. 4.2 Lessee Improvements. All Lessee Improvements hereafter constructed on the Demised Premises are and shall be the property of Lessor during the term of this Lease and thereafter no further deed or other instrument shall be necessary to confirm the vesting in Lessor of title to the Lessee Improvements. Upon request of Lessor, however, Lessee shall execute, acknowledge and deliver to Lessor a quitclaim deed confirming that all of Lessee's right, title and interest in or to the Lessee Improvements and that title to the Lessee Improvements has vested in Lessor. Notwithstanding the foregoing, Lessor at its option may require Lessee to remove the Lessee Improvements from the Demised Premises at Lessee's sole expense upon 120 days' written notice to Lessee, and Lessee shall have ninety (90) days after the termination of this Lease to complete such removal. If Lessee fails to remove the Lessee Improvements within such ninety day period, Lessor may cause the Lessee Improvements to be removed and Lessee shall pay the costs of such removal within thirty (30) days of receipt of a statement therefore from Lessor. -4- SECTION 5. ENCUMBRANCE OF LESSEE'S LEASEHOLD INTEREST. Lessee's right to encumber leasehold interest. Lessee shall nbt encumber by mortgage, deed of trust, or any other instrument, its leasehold interest and estate in the Demised Premises. SECTION 6. TAXES AND UTILITIES 6.1. Lessee agrees to pay as additional rent an amount equal to real estate taxes upon the real estate of the Demised Premises that become payable during the term hereof. Lessee shall further provide to Lessor official receipts of the appropriate taxing authority or other evidence satisfactory to Lessor evidencing payment thereof. 6.2. The Lessee further agrees to pay all other taxes, 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, 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 all such other taxes, rates, charges, levies and assessments shall be paid by Lessee as they become due and before they become delinquent. 6.3. Lessee agrees to timely pay all taxes, assessments or other public charges levied or assessed by lawful authority (but reasonably preserving Lessee's rights of appeal) against its personal property on the premises, during the term of this Lease. 6.4. Nothing herein shall require Lessee to pay any of Lessor's income taxes, surtaxes, excess profit taxes or any taxes on the rents reserved to Lessor hereunder. 6.5. Lessee shall at all times have the right to contest in good faith, in any proper proceedings, in the name of Lessor if necessary, the payment or satisfaction of any such taxes, assessments, rates, charges or levies so agreed to be paid by Lessee, if the validity thereof, or the right to assess or levy the same against or collect the same from said Demised Premises 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, Lessee will promptly pay and satisfy such disputed tax, assessment or other charge as finally determined, together with all expenses, costs and attorneys' fees whatsoever incurred in connection therewith. 6.6 Lessee shall pay for all utilities in connection with the Demised Premises. SECTION 7. MAINTENANCE AND REPAIRS 7.1 Lessee shall at all times during the term of this Lease, at Lessee's own costs and expense, keep the Demised Premises and the Lessee Improvements thereon, and -5- appurtenances to the Demised Premises, in good order, condition, and repair, casualties and ordinary wear and tear excepted. Lessee shall at all times during the term of this Lease, at Lessee's own costs and expenses, keep the side walks and curbs of the Demised Premises in good order, condition and repair. Lessee shall keep and maintain the Demised Premises, including lanscaping, and all improvements in superior condition, consistent with other similarly classed operations. Lessee shall keep the Demised Premises 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 Lessee, Lessor may, at its discretion, conduct an annual inspection of the Demised Premises to determine Lessee's compliance with this Article VI. 7.2 With respect to any parking lot constructed by Lessee after the date of commencement of this Lease, Lessee shall be soley responsible to maintain any such parking lots, including but not limited to snow removal and lighting. SECTION 8. COMPLIANCE WITH LAW 8.1. During the term of this Lease, Lessee shall comply with all applicable laws applicable to Lessee's use of the Demised Premises, the breach of which might result in any penalty on Lessor or forfeiture of Lessor's title to the Demised Premises. 8.2. Lessee shall not commit waste on the Demised Premises except as necessary for the removal or construction of any buildings and Lessee Improvements on the Demised Premises. SECTION 9. ALTERATIONS. Lessee shall not during the term of this Lease make any alteration, addition, or modification to the exterior of the Demised Premises or the improvements thereon without the prior written approval of Lessor in Lessor's sole discretion. Lessee shall not during the term of this Lease make any alteration, addition, or modification to the interior of the Demised Premises or the improvements therein in excess of $10,000 without the prior written approval of Lessor in Lessor's sole discretion. SECTION 10. USE OF DEMISED PREMISES. Lessee shall use the Demised Premises only for a football stadium and shall not use or allow the Demised Premises or any buildings or Lessee Improvements thereon or any appurtenances thereto, to be used or occupied for any unlawful purpose or in violation of any certificate of occupancy. Lessee shall not use the Demised Premises for any other use without the prior written approval of Lessor. Lessee shall not suffer any act to be done or any condition to exist within the Demised Premises or in any Lessee Improvement thereon, or permit any article to be brought therein, which may be dangerous, unless safeguarded as required by law, or which may, in law, constitute a nuisance, public or private, or which may make void or voidable any insurance in force with respect thereto. -6- SECTION 11. INSURANCE 11.1. Lessee shall at all times during the term of this Lease maintain insurance on the Demised Premises of the following character: (1) Insurance against loss or damage by fire and other risks and perils from time to time included under standard extended coverage endorsements in an amount equal to not less than ninety percent (90 %) of the replacement value of the Demised Premises and the Lessee Improvements. (2) Insurance as set forth in the Lessor's standard Insurance Schedule for Lessees of City Property, as such uniform, standardized schedule may from time to time be amended. The current Insurance Schedule is attached to this Lease Agreement as Insurance Schedule A. 11.2. Each party shall look first to any insurance in its favor before making any claim against the other party for recovery for loss or damage resulting from fire or other casualty, and to the extent that such insurance is in force and collectible and to the extent permitted by law, Lessor, Lessee and the additional insureds each hereby releases and waives all right of recovery against the other or anyone claiming through or under each of them by way of subrogation or otherwise. The foregoing release and waiver shall be in force only if all releasors' insurance policies contain a clause providing that such a release or waiver shall not invalidate the insurance, and also provided that such policies can be obtained without additional premiums. Lessee acknowledges that Lessor will not carry insurance on Lessee's furniture and /or furnishings or any trade fixtures or equipment, improvements, or appurtenances removable by Lessee or Lessee's leasehold improvements and agrees that Lessor will not be obligated to repair any damage thereto or replace the same. 11.3. Lessee shall notify Lessor immediately in the case of damage exceeding $10,000.00 in amount to, or destruction of, any Lessee Improvements or any portion thereof resulting from fire or other casualty. Net proceeds of any such insurance (Net Proceeds), shall be paid directly to Lessee and /or the additional insureds as their interests may appear, and Lessee shall forthwith repair, reconstruct and restore the Lessee 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, Lessee shall apply the Net Proceeds of any insurance relating to such damage received by Lessee to the payment or reimbursement of the costs thereof, subject, however, to the terms of any mortgage encumbering title to the Demised Premises (as its interests may appear). Lessee shall complete the repair, reconstruction and restoration of the Lessee Improvements whether or not the Net Proceeds of insurance received by Lessee for such purposes are sufficient. SECTION 12. LESSOR'S WARRANTIES AND REPRESENTATIONS -7- 12.1. Lessor's Representation Of Good Title. Lessor covenants and warrants that its is lawfully seized in fee simple of the Demised Premises, 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 Lessee's performing the covenants and agreements of this Lease required to be performed by said Lessee, that it will have, hold and enjoy quiet possession of the Demised Premises. Lessor warrants to Lessee that the Demised Premises are properly zoned for the conduct of the operation of Lessee's business. 12.2. Lessor covenants and agrees that Lessee shall have no responsibility for or liability arising from any Hazardous Substance which was in, on or about the Demised Premises prior to the commencement date of this Lease ( "Prior Hazardous Substances ") or which leach or migrate upon the Demised Premises from any property owned by Lessor or their affiliates ( "Lessor Hazardous Substances "). 12.3. 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, (iv) designated as a "hazardous substance" pursuant to Section 311 of the Federal Water Pollution Control Act (33 U.S.C. §1321), (v) defined as a "hazardous waste pursuant to §1004 of 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, U.S.C. §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. SECTION 13. INDEMNIFICATION 13.1. Indemnification of Lessor. Except as otherwise provided herein, Lessee shall protect, indemnify, and save harmless Lessor 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 Lessor by reason of (a) any accident, injury to, or death of persons or loss of or damage to property occurring on or about the Demised Premises during the term of this Lease and resulting from any act or omission of Lessee or anyone claiming by, through, or under Lessee during the term of the Lease; and (b) any failure on the part of Lessee to perform or comply with any of the terms of this Lease. In case any action, suit, or proceeding is brought against Lessor by reason of such occurrence, Lessee will, at Lessee's expense, resist and defend such action, suit, or proceeding, or cause the same to be resisted and defended by counsel approved by Lessor. 13.2. Indemnification of Lessor. Except as otherwise provided herein, Lessor shall protect, indemnify, and save harmless Lessee from and against all liabilities, -8- 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 Lessee by reason of (a) any accident, injury to, or death of persons or loss of or damage to property occurring on or about the Demised Premises during the term of this Lease and resulting from any act or omission of Lessor or anyone claiming by, through, or under Lessor during the term of the Lease; and (b) any failure on the part of Lessor to perform or comply with any of the terms of this Lease. In case any action, suit, or proceeding is brought against Lessee by reason of such occurrence, Lessor will, at Lessor's expense, resist and defend such action, suit, or proceeding, or cause the same to be resisted and defended by counsel approved by Lessee. SECTION 14. CONDEMNATION 14.1. Entire Condemnation. If at any time during the term of this Lease all or substantially all of the Demised Premises 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 Demised Premises and the improvements thereon shall be deemed to have been taken if the remaining portion of the Demised Premises shall not be of sufficient size to permit Lessee to operate its business thereon in a manner similar to that prior to such taking. 14.2. Allocation of Award. Any award for such taking of all or substantially all of the Demised Premises shall be paid to the parties hereto in accordance with the following: (1) To Lessor, the amount of the award attributable to the Demised Premises, determined as if this Lease was not in effect at the time of such award, excluding therefrom the amount of the award attributable to the improvements, and all other sums not directly attributable to the value of the Land constituting the Demised Premises. (2) To Lessee, the entire award except that portion allocated to Lessor above, including but not limited to, the value of the improvements plus any other amount assessed for Lessee. 14.3. Partial Condemnation. (1) If less than all or substantially all of the Demised Premises 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 Lessee may elect to continue this Lease in full force and effect or terminate this Lease. If Lessee shall elect to maintain this Lease in full force and effect, the entire award for such partial condemnation shall be paid over jointly to Lessee, and Lessee 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 -9- or units which can be operated on an economically feasible basis under the provisions of this Lease. In the event Lessee elects to continue this Lease in full force and effect after a partial condemnation, there shall be no abatement in the Basic Rent Lessee is required to pay hereunder. (2) Should Lessee elect to terminate this Lease upon a partial condemnation, Lessee shall provide Lessor with written notice of such election within thirty (30) days after the date of vesting of title for such taking. Lessee 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 Lessor (the Termination Date). 14.4. Temporary Taking. If the temporary use of the whole or any part of the Demised Premises or the Lessee 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 ( "Condemning Authority "), the term of this Lease shall not be reduced or affected in any way, and Lessee 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 Lessee. Lessee shall have the right to make claims for whatever damages it may be entitled to as its interests may appear and each such party shall keep for its own account whatever award, if any, is determined to be owing to such party. Lessee shall repair and restore any and all damage to the Demised Premises and the improvements as soon as reasonably practicable after such temporary taking. 14.5. Effect of Taking. If any taking renders the construction of the meeting and entertainment center or hotel impossible, any financial penalties set forth in Section 1.3 (regarding the meeting and entertainment center) or Section 24.5 (regarding the hotel) shall not be applicable. SECTION 15. ASSIGNMENT AND SUBLETTING. Lessee shall not assign or transfer this Lease or sublease the whole or any part of the Demised Premises without the prior written consent of Lessor. SECTION 16. DEFAULT 16.1. Lessor's Rights in the Event of Lessee's Default. Subject to Sections 10.3 and 16.2, if Lessee 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 Lessor setting forth the nature of Lessee'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 Lessee has to cure the same shall be extended for such period as may be necessary to complete the same with all due diligence), then and in any such event, Lessor shall have the right at its option, on written notice to Lessee, to terminate this Lease and all rights of Lessee under this Lease shall then cease. -10- Lessor, without further notice to Lessee, shall have the right immediately to enter and take possession of the Demised Premises with or without process of law and to remove all personal property from the Demised Premises and all persons occupying the Demised Premises and to use all necessary force therefor and in all respects to take the actual, full, and exclusive possession of the Demised Premises and every part of the Demised Premises as of Lessor's original estate, without incurring any liability to Lessee or to any persons occupying or using the Demised Premises for any damage caused or sustained by reason of such entry on the Demised Premises or the removal of persons or property from the Demised Premises. 16.2. Rights of Holder of Encumbrance in Event Lessee Defaults. If Lessee fails or neglects 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, the Holder of any indebtedness secured by an encumbrance on the leasehold estate under this Lease shall have thirty (30) days after receipt of written notice from Lessor setting forth the nature of Lessee's default and a reasonable time thereafter if it shall have commenced foreclosure or other appropriate proceedings in the nature thereof within such thirty (30) days and is diligently prosecuting such proceedings, within which to endeavor to make good or remove the default or cause for termination of the Lease. All right of Lessor to terminate this Lease on the failure or neglect of Lessee to observe, keep, and perform the covenants, terms, and conditions of this Lease, is, and shall continue to be, at all times prior to payment in full of the indebtedness to the Holder of Lessee, subject to, and conditioned on, Lessor's having first given the Holder written notice thereof and the Holder having failed to cause the default or cause for termination to be made good or removed within thirty (30) days after receiving written notice of default or cause for termination or within a reasonable time thereafter if it shall have commenced foreclosure or other appropriate proceedings in the nature of foreclosure within such thirty (30) days and is diligently prosecuting such proceedings. In the event that the Lease is terminated due to the Lessee's bankruptcy, insolvency or other proceedings, and in the event the Holder has complied with the terms of this Section 15.2, then Lessor at Holder's option, shall enter into a new lease with Holder or the successful bidder at foreclosure on the same terms as this Lease, for the term then remaining, and specifically preserving all unexercised options. 16.3 Lessee's Rights in the Event of Lessor's Default. If Lessor shall fail or neglect to observe, keep or perform any of the material 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 Lessee setting forth the nature of Lessor's default, it being intended that in connection wtih a default not susceptible of being cured with diligence within thirty (30) days, the time within which Lessor 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, Lessee shall have all rights available to it provided by law or equity. SECTION 17. 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, upon thirty (30) days' prior written notice to such defaulting party, 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 Demised Premises and the Lessee 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, condition, or agreement which is in default. SECTION 18. QUIET ENJOYMENT. Lessor covenants that at all times during the term of this Lease, so long as Lessee is not in default hereunder, Lessee's quiet enjoyment of the Demised Premises or any part thereof shall not be disturbed by any act of Lessor, or of anyone acting by, through, or under Lessor. SECTION 19. WAIVER. No waiver by Lessor of any breach by Lessee of any term, covenant, condition, or agreement herein and no failure by Lessor 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 Lessor in respect of any such subsequent breach, nor shall the receipt of any rent, or any portion thereof, by Lessor, operate as a waiver of the rights of Lessor to enforce the payment of any other rent then or thereafter in default, or to terminate this Lease, or to recover the Demised Premises, or to invoke any other appropriate remedy which Lessor may select as herein or by law provided. SECTION 20. SURRENDER. Unless otherwise agreed, Lessee shall, on the last day of the term of this Lease or upon any termination of this Lease hereof, surrender and deliver up the Demised Premises, with the improvements then located thereon into the possession and use of Lessor, without fraud or delay and in good order, condition, and repair, 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 Lessor, without (except as otherwise provided herein) any payment or allowance whatever by Lessor on account of or for any buildings and improvements erected or maintained on the Demised Premises at the time of the surrender, or for the contents thereof or appurtenances thereto. At Lessor's option, Lessee shall remove any or all of the Lessee Improvements located on the Demised Premises. Provided, however, that Lessee's Trade Fixtures, personal property, and other belongings of Lessee or of any sublessee or other occupant of space in the Demised Premises shall -12- be and remain the property of Lessee, and Lessee shall have a reasonable time after the expiration of the term of this Lease to remove the same. SECTION 21. MEMORANDUM OF LEASE. Each of the parties hereto will, promptly upon request of the other, execute a memorandum of this Lease in form suitable for recording setting forth the names of the parties hereto and the term of this Lease, identifying the Demised Premises, and also including such other clauses therein as either party may desire, except the amounts of Basic Rent payable hereunder. SECTION 22. NOTICES 22.1. 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 addressed as follows: TO LESSOR: TO LESSEE: SECTION 23. MISCELLANEOUS City Manager City of Dubuque, Iowa 50 West 13 Street Dubuque, Iowa 52001 Dominick Locascio Dubuque Bruisers Football 507 Chestnut Street Dubuque, Iowa 52001 22.2. The address 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. 23.1. Time of the Essence. Time is of the essence of this Lease and all of its provisions. 23.2. 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. 23.3. Attorney Fees. In the event that any action is filed in relation to this Lease, the unsuccessful party in the action shall pay to the successful party, in addition to all the sums that either party may be called on to pay, a reasonable sum for the successful party's attorney fees. 23.4. 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. 23.5. Modification of Agreement. 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. 23.6. 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 Lessor and Lessee. All references in this Lease to "Lessor" or "Lessee" shall be deemed to refer to and include successors and assigns of Lessor or Lessee without specific mention of such successors or assigns. 23.7. 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 or excessive price of fuel, power failure, riots, insurrection, war, terrorist activities, chemical explosions, hazardous conditions, fire, 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, 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. 23.8. Use of Tobacco Products. The use of tobacco products in any building on the Demised Premises is prohibited and Lessee shall use its best efforts to enforce such prohibition. The use of tobacco products outside of any buildings on the Demised Premises shall be allowed only in areas designed by Lessee and Lessee shall use its best efforts to enforce such restriction. 23.9. Nondiscrimination. Lessee shall not discriminate against any person for employment or use of the Demised Premises or Improvements thereon because of race, religion, color, sex, sexual orientation, national origin, age or disability. [SEAL] Attest: LESSOR: CITY OF DUBUQUE, IOWA By: Jeanne F. Schneider, City Clerk Roy D. Buol, Mayor LESSEE: DOMINICK LOCASCIO 1 4 I 3 ! 1 - _ 7` 4 Prairie Restoration Existing Agriculture Parking for Disc G I aria Mountain Bike Area Restroom Facility Restored Woodland Pedestrian Bridge Low Water Crossing Ponds and Weir Interpretive Lead Mine Area Dog Park Main Shelter and Parking Existing Shelter ) Lerge Dqg '+T 5 ACru s 4 Prairie Restoration Multi Purpose ■e!d Dog:Park Training 1 Atte One Way Road Two Way Road Dog Park Shelters Ponds Asphalt Pedestrian Trail Restroom Facility Bleacher Seating Asphalt Road and Parking Surfaces Main Park Entry Feature Bike Trail Head and Parking Bike Trail A Restored Woodland Existing Agriculture Prairie Restoration Picnic Areas Managed Streambank Mountain Bike E y`°-="' Boundary F - Interpre4e Lead Mine a - -- 'Mulched i Woadtand Trail' Bike Trail a00000000p Woodtanc Trail ! t Auto Pull -off and Picnic Areas LowANater Crossing Project Limits a mooms • • ollo." - Final Master Plan Roosevelt Park — �aw conFLr ■Encg Onelr, 21. MOO Exhibit A Exhibit A -1 Exhibit B Exhibit C The Demised Premises Plat and Survey Minimum Improvements Insurance Schedule EXHIBIT LIST MINIMUM REQUIREMENTS: EXHIBIT B LESSEE IMPROVEMENTS • Regulation football field, 360 feet x 160 feet • Parking spaces for 300 vehicles • Seating for 1,000 spectators • Rest room / locker room facilities • Fencing needed to secure the site • Well to supply water to the site INSURANCE SCHEDULE A INSURANCE REQUIREMENTS FOR TENANTS AND LESSEES OF CITY PROPERTY OR VENDORS (SUPPLIERS, SERVICE PROVIDERS) TO THE CITY OF DUBUQUE 1. All policies of insurance required hereunder shall be with an insurer authorized to do business in Iowa. All insurers shall have a rating of A or better in the current A.M. Best Rating Guide. 2. All Certificates of Insurance required hereunder shall provide a thirty (30) day notice of cancellation to the City of Dubuque, except for a ten (10) day notice for non- payment, if cancellation is prior to the expiration date. 3. shall furnish a signed Certificate of Insurance to the City of Dubuque, Iowa for the coverage required in Paragraph 6 below. Such certificates shall include copies of the following policy endorsements: a) Commercial General Liability policy is primary and non - contributing. b) Commercial General Liability additional insured endorsement. c) Governmental Immunity Endorsements. 4. Each certificate shall be submitted to the contracting department of the City of Dubuque. 5. Failure to provide minimum coverage shall not be deemed a waiver of these requirements by the City of Dubuque. Failure to obtain or maintain the required insurance shall be considered a material breach of this agreement. 6. shall be required to carry the following minimum coverage /limits or greater if required by law or other legal agreement: a) COMMERCIAL GENERAL LIABILITY General Aggregate Limit Products - Completed Operations Aggregate Limit Personal and Advertising Injury Limit Each Occurrence Limit Fire Damage Limit (any one occurrence) Medical Payments $2,000,000 $1,000,000 $1,000,000 $1,000,000 $ 50,000 $ 5,000 This coverage shall be written on an occurrence, not a claims made form. Form CG 25 04 03 97 "Designated Location (s) General Aggregate Limit" shall be included. All deviations or exclusions from the standard ISO commercial general liability form CG 0001, or Business Owners form BP 0002, shall be clearly identified. 1 of 2 January 2008 INSURANCE SCHEDULE A (Continued) INSURANCE REQUIREMENTS FOR TENANTS AND LESSEES OF CITY PROPERTY OR VENDORS (SUPPLIERS, SERVICE PROVIDERS) TO THE CITY OF DUBUQUE Governmental Immunity Endorsement identical or equivalent to form attached. Additional Insured Requirement: 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 shall be named as an additional insured on General Liability Policies using ISO endorsement CG 20 26 0704 "Additional Insured — Designated Person or Organization," or it's equivalent. — See Specimen b) WORKERS' COMPENSATION & EMPLOYERS LIABILITY Statutory for Coverage A Employers Liability: Each Accident $100,000 Each Employee — Disease $100,000 Policy Limit — Disease $500,000 c) UMBRELLA EXCESS LIABILITY LIQUOR OR DRAM SHOP LIABILITY Coverage to be determined on a case by case basis by Finance Director. Completion Checklist ❑ Certificate of Liability Insurance (2 pages) ❑ Designated Location(s) General Aggregate Limit CG 25 04 03 97 (2 pages) ❑ Additional Insured 20 26 07 04 ❑ Governmental Immunities Endorsement 2 of 2 January 2008 THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR LTR INSRD INSRD TYPE OF INSURANCE POLICY NUMBER DA E (MM/DD/W ( ) �DAE MM/DD/YY EXPIRATION ( ) LIMITS A X GENERAL X UABIUTY COMMERCIAL GENERAL LIABILITY COMMERCIAL Zip Code INSURER A Insurance Company - EACH OCCURRENCE S 1,000,000 DAMAGE TO RENTED PREMISES (Ea occurrence) S 50,000 INSURER D 1 CLAIMS MADE I X I OCCUR MED EXP (Any one person) S 5,000 PERSONAL 8 ADV INJURY $ 1,000,000 GENERAL AGGREGATE S 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER. 7 POLICY 1 7[ 1 .7INT Ii LOC PRODUCTS - COMP /OP AGG 5 1,000,000 A AUTOMOBILE - X UABIUTY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT (Ea accMent( 1,000,000 BODILY INJURY (Per) person BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) GARAGE UABIUTY ANY AUTO AUTO ONLY - EA ACCIDENT 5 OTHER THAN EA ACC $ AUTO ONLY- qGG S EXCESS/UMBRELLA LIABILITY OCCUR CLAIMS MADE DEDUCTIBLE RETENTION $ 0 A EACH OCCURRENCE S _ AGGREGATE S S S A WORKERS COMPENSATION AND EMPLOYERS' UABIUTY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? E yes describe urr SPECIAL PROVISIONS below °le U X I TORY LIMBS I I ER E.L. EACH ACCIDENT S 100,000 E.L. DISEASE - EA EMPLOYEES 100 , 000 E L. DISEASE - POLICY LIMIT S 500,000 OTHER DESCRIPTION OF OPERATIONS /LOCATONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS City of Dubuque is listed as an additional insured on general liability policies using ISO endorsement form CG 2026 0704 "Additional Insured - Designated Person or Organization" or its equivalent. General Liability policy is primary 6 non - contributing. Form CG 2504 0397 "Designated Locations" general liability aggregate limit is included. Governmental immunities endorsement is included. ACORD CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DEVY YY) 12/7/2007 PRODUCER (563) 123 -4567 Insurance Agency Street Address City ST Fax (563) 987 -6543 Zip Code THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Company Street City St Zip Code INSURER A Insurance Company - INSURER B INSURER C INSURER D INSURER E CERTIFICATE HOLDER CANCELLATION City of Dubuque 50 West 13th Street Dubuque, IA 52001 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001/08) INS025 (al oB). AMS VMP Mortgage Solutions, Inc (800)327 -0545 -23- O ACORD CORPORATION 1988 Page 1 Of 2 ACORD 25 (2001/08) INS025 (ova) oa AMS IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. Page 2 of 2 -24- POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 25 04 03 97 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED LOCATION(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Location(s): (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under COVERAGE A (SECTION I), and for all medical expenses caused by accidents under COVERAGE C (SECTION I), which can be attributed only to operations at a single desig- nated "location" shown in the Schedule above: 1. A separate Designated Location General Aggregate Limit applies to each designated "location ", and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Designated Location General Aggregate Limit is the most we will pay for the sum of all damages under COVERAGE A, except dam- ages because of "bodily injury" or "property damage" included in the "products- completed operations hazard ", and for medical expenses under COVERAGE C regardless of the num- ber of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits ". 3. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the Designated Loca- tion General Aggregate Limit for that desig- nated "location ". Such payments shall not re- duce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Designated Location General Aggre- gate Limit for any other designated "location" shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Fire Damage and Medical Ex- pense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Designated Location General Aggregate Limit. B. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under COVERAGE A (SECTION I), and for all medical expenses caused by accidents under COVERAGE C (SECTION I), which can- not be attributed only to operations at a single designated "location" shown in the Schedule above: 1. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products - Completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Desig- nated Location General Aggregate Limit. CG 25 04 03 97 Page 1 of 2 CG 25 04 03 97 C. When coverage for liability arising out of the "products- completed operations hazard" is pro- vided, any payments for damages because of "bodily injury" or "property damage" included in the "products - completed operations hazard° will reduce the Products- Completed Operations Ag- gregate Limit, and not reduce the General Ag- gregate Limit nor the Designated Location Gen- eral Aggregate Limit. D. For the purposes of this endorsement, the Defi- nitions Section is amended by the addition of the following definition: Copyright, Insurance Services Office, Inc., 1996 "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right -of -way of a railroad. E. The provisions of Limits Of Insurance (SECTION III) not otherwise modified by this endorsement shall continue to apply as stipulated. Page 2 of 2 CG 25 04 03 97 -26- i COMMERCIAL GENERAL UABI CG 20 26 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION POLICY NUMBER: This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) 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. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who is An Insured is amended to in- clude as an additional insured the person(s) or or- ganization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property dam- age" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. CG 20 26 07 04 All terms and conditions of this policy apply unless modified by this endorsement. Includes copyrighted material of Insurance Services Office, Inc. with permission. Page 1 of 1 © ISO Properties, Inc., 2004 CITY OF DUBUQUE, IOWA GOVERNMENTAL IMMUNITIES ENDORSEMENT 1. Nonwaiver of Governmental Immunity. The insurance carrier 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 670.4 as it is now exists and as it may be amended from time to time. 2. Claims Coverage. The insurance carrier 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 670.4 as it now exists and as it may be amended from time to time. Those claims not subject to Code of Iowa Section 670.4 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 insurance carrier. 4. Non - Denial of Coverage. The insurance carrier shall not deny coverage under this policy and the insurance carrier 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 Change in Policy. The above preservation of governmental immunities shall not otherwise change or alter the coverage available under the policy. SPECIMEN 1 of 1 January 2008 -28-