Historical Socety Amendment to Lease Agreement Insurance ProvisionsMEMORANDUM
February 10, 2004
TO:
FROM:
SUBJECT:
The Honorable Mayor and City Council Members
Michael C. Van Milligen, City Manager
Amendment to Dubuque County Historical Society Lease Agreement -
Insurance Provisions
Assistant City Manager Cindy Steinhauser is recommended that the City Council adopt
the Second Amendment to the Lease Agreement between the City of Dubuque and the
Dubuque County Historical Society providing for a pedodic update in the insurance
requirements on this 50-year lease.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Midhael C. Van Milligen
MCVM/jh
Attachment
cc: Barry Lindahl, Corporation Counsel
Cindy Steinhauser, Assistant City Manager
MEMORANDUM
February 10, 2004
TO:
FROM:
SUBJECT:
Michael C. Van Milligen, City Manager
Cindy Steinhauser, Assistant City Manager
Amendment to Dubuque County Historical Society Lease Agreement -
Insurance Provisions
Discussion
In reviewing the Lease Agreement between the Dubuque County Historical Society
(DCHS) and the City of Dubuque, a concern regarding the insurance requirements was
raised by Corporation Counsel Barry Lindahl. The Lease Agreement does not include
the City's standard insurance requirements for Lessee's of City property as provided in.
AP 3.26. There is also no prevision for an increase in the coverage limits in the future.
This lease is a 50-year lease that expires in 2050, and it is quite likely that the coverage
limits will not be sufficient throughout the term of the 50-year lease. On January 28,
2004 Corporation Counsel Barry Lindahl, Finance Director Ken TeKippe, and I met with
Dubuque County Historical Society representatives Jerry Enzler, Mark Wahlert and
Board President Jeff Bertsch to discuss this issue. As a result of our meeting, I am
recommending that we amend the Lease Agreement as shown on Attachment A.
The amendment modifies the lease language so that at all times during the term of the
Lease Agreement, DCHS must maintain insurance as set forth in the City's Standard
Insurance Schedule for Lessees of City Property. The City must provide notice to
DCHS of any changes to the insurance schedule. DCHS will then have an opportunity
to object in writing to the changes in the terms within 60 days of such notice, at which
time both parties will attempt to reach a mutual agreement to the change in the terms. If
the City and DCHS are unable to reach a mutual agreement, then each of them will
designate an insurance representative, who in turn designates a third insurance
representative to consider the City's proposed change in the terms of the insurance and
whether the new terms are commercially reasonable. If the terms are commercially
reasonable, then they would become a part of the amended insurance schedule.
Otherwise the City would have to re-propose the change in terms to DCHS.
Recommendation
I recommend that the City Council adopt the Second Amendment to the Lease
Agreement between the City of Dubuque and the Dubuque County Historical Society.
Cc: Barry Lindahl, Corporation Counsel
SECOND AMENDMENT
TO LEASE AGREEMENT
BETVVEEN
THE CITY OF DUBUQUE, IOWA
AND
DUBUQUE COUNTY HISTORICAL SOCIETY
This Second Amendment to Lease Agreement between the City of
Dubuque, Iowa and Dubuque County Historical Society is made as of this__
day of ,2004.
WHEREAS, the City of Dubuque, Iowa (Lessor) and Dubuque County
Historical Society (Lessee) entered into a Lease Agreement (Lease) on June 5,
2000 for certain real property; and
WHEREAS, Lessor and Lessee desire to amend the Lease Agreement as
set forth herein.
NOW, THEREFORE, IT IS AGREED BY AND BETWEEN THE PARTIES
AS FOLLOWS:
1. Article X Insurance, Par. 10.1 B. of the Lease Agreement is hereby
deleted and the following substituted in lieu thereof:
B. Insurance as set forth in the City'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. Lessor shall
provide written notice of any amendment to the Insurance Schedule not
less than sixty days prior to the effective date of such amendment. If within
such sixty-day period, Lessee provides to Lessor a written objection to
such amendment, Lessor and Lessee shall first attempt to mutually agree
upon the terms of such amendment, if Lessor and Lessee are unable to
mutually agree upon the terms of such amendment within thirty days after
the date of Lessee's objection, Lessor and Lessee shall each designate
an insurance representative and the two insurance representatives shall
mutually agree upon a third insurance representative. The three insurance
representatives shall then determine whether the terms of the
amendment to the Insurance Schedule are commercially reasonable. If
the insurance representatives determine that the terms of the amendment
are commercially reasonable, the amendment to the Insurance Schedule
shall take effect. In the event the insurance representatives determine the
terms of the amendment are not commercially reasonable, the
amendment to the Insurance Schedule shall not take effect.
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 ora of
better in the current A.M. Best Rating Guide.
All policies of insurance shall be endorsed to provide a thirty (30) day
advance notice of cancellation to the City of Dubuque if cancellation is
prior to the expiration date. This endorsement supersedes the standard
cancellation statement on the Certificate of Insurance.
Lessee shall furnish a 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) Thirty day notice of cancellation to the City of Dubuque.
b) Commemial General Liability policy is primary and non-contributing.
c) Commemial General Liability additional insured endorsement.
d) Governmental Immunity Endorsements.
e) Waiver of recovery under workers compensation.
4. Each certificate shall be submitted to the contracting department of the
City of Dubuque.
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. Lessee 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 $2,000,000
Products-Completed Operations Aggregate Limit $1,000,000
Personal and Advertising Injury Limit $1,000,000
Each Occurrence Limit $1,000,000
Fire Damage Limit (any one occurrence) $ 50,000
Medical Payments $ 5,000
This coverage shall be written on an occurrence, not claims made,
form per location. All deviations or exclusions from the standard
ISO commercial general liability form CG 0001 or Businessowners
form BP 0002 shall be clearly identified.
Governmental Immunity Endorsement identical or equivalent to
form attached.
An additional insured endorsement identical or equivalent to ISO
Form CG 2026 or CG 2011 and include as additional insureds:
"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."
b) WORKERS' COMPENSATION & EMPLOYERS LIABILITY
Statutory for Coverage A
Employers Liability:
disease
$100,000 each accident
$100,000 each employee-
$500,000 policy limit--disease
Policy shall include an endorsement waiving right of
recovery against City of Dubuque.
c) UMBRELLA/EXCESS LIABILITY
LIQUOR OR DRAM SHOP LIABILITY
Coverage to be determined on a case-by-case basis by Finance
Director.
POLICY NUMBER
LIABILITY
COMMERCIAL GENERAL
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT
CAREFULLY.
ADDITIONAL INSURED - DESIGNATED PERSON OR
ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY CQVERAGE PART.
SCHEDULE
Name of Person Or Organization:
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.
(If no entry appears above, information required to complete this endorsement will be shown in
the Declarations as applicable to this endorsement.)
WHO IS AN INSURED (Section II) is amended to include as an insured the person or
organization shown in the Schedule as an insured but only with respect to liability arising out of
your operations or premises owned by or rented to you.
Copyright. Insurance Services Office. Inc. 1994 CG 20
26 11 85
CITY OF DUBUQUE, IOWA
GOVERNMENTAL IMMUNITIES ENDORSEMENT
Nonwaiver of Governmental Immunity. The insurance carder 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.
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.
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.
Non-Denial of Covera,qe. 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 Chanqe in Policy. The above preservation of governmental immunities
shall not otherwise change or alter the coverage available under the policy.
2. All other terms and conditions of the Lease Agreement shall remain in
full force and effect.
LESSOR:
CITY OF DUBUQUE, IOWA
By: Terrance M. Duggan, Mayor
Attest: Jeanne F. Schneider, City Clerk
LESSEE:
DUBUQUE COUNTY HISTORICAL SOCIETY
By:
EXHIBIT A
LEGAL DESCRIPTION OF DEMISED PREMISES