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United State Postal Service Federal Building LeaseTHE CTI'Y OF DUB E Masterpiece on the Mississippi MEMORANDUM September 12, 2007 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: United States Postal Service Lease Economic Development Director Dave Heiar is recommending that a public hearing be set for October 1, 2007, to consider renewal of the lease with the United States Postal Service for space in the Historic Federal Building. I concur with the recommendation and respectfully request Mayor and City Council approval. Mic ael C. Van Milligen MCVM/jh Attachment cc: Barry Lindahl, City Attorney Cindy Steinhauser, Assistant City Manager David J. Heiar, Economic Development Director THE CITY OF DUB E MEMORANDUM Masterpiece on the Mississippi September 13, 2007 TO: Michael Van Milligen, City Manager ~. '~ FROM: David J. Heiar, Economic Development Director f..j~ SUBJECT: United States Postal Service Lease INTRODUCTION When the City accepted the Federal Building from the GSA on July 1, 2006, we also agreed to honor existing lease agreements. The current United States Postal Service lease expires on October 1, 2007. BACKGROUND The current GSA lease with the United States Postal Service has several provisions that the City does not plan to include in future leases. A specific example of one of these provisions is janitorial services. Under the current terms, the Lessor is responsible for cleaning the entire building including the leased spaces. It is the City's intent to provide these services for the common areas, but not for the leased areas. In addition, current leases do not require payments for such expenses as utilities, or property taxes, we intend that future leases will be triple net leases. Another concern specific to the United States Postal Service lease is that none of the lobby area was factored into the lease price. Although it is true that the lobby is not exclusive to the USPS, all postal customers must use the lobby to do any type of transaction with the USPS. In fact, the USPS has displays and tables set in the lobby for business purposes. In addition, all United States Postal Service boxes are located in the main lobby of the Federal Building. Therefore, it is reasonable that a portion of this space would be included in calculating a lease price. During the past 15 months, City staff has had discussions and been in negotiations with Mike Ward, a United States Postal Service property management officer, located in Denver, Colorado, to modify many of the provisions in the current lease format. The major provisions of the proposed lease (see attached) are as follows: • The lobby area is considered joint use. The United States Postal Service agrees to pay for a portion of the lobby area. • The City and its tenants will have access to the loading docks. • The United States Postal Service will be responsible for cleaning their exclusive space. • The United States Postal Service will reduce the amount of space needed. They will no longer lease any space in the basement. • Although the total exclusive leased space will decrease, the annual lease cost will increase from $190,418 to $198,500. • The lease price is fixed for five years with the option to renew for another 5 year term at $218,350 per year. • The United States Postal Service will reimburse the City for apro-rated share of property taxes. • The United States Postal Service will continue to lease 12 parking spaces along the building. They may wish to amend this portion of the lease when the carriers are relocated to the West end location. Parking spaces are calculated at $32.00 per month, per stall. The City will have the right to temporarily relocate parking if needed during building renovation projects. The lease price includes utilities. Iowa law requires that the City hold a public hearing prior to leasing public property for longer than 3 years. Since this lease is proposed for 5 years with a 5 year option to renew, the City Council will need to hold a public hearing prior to acting on this lease. RECOMMENDATION/ACTION STEP I recommend that the City Council set October 1, 2007 as the date for a public hearing on the proposed renewal of the lease with the United States Postal Service for space in the Historic Federal Building as further detailed in the attached lease. Attachments F:\USERS\DHeiar\Federal Building\Post Office lease Council Memo.doc .. RESOLUTION NO. 482-07 INTENT TO DISPOSE OF AN INTEREST IN REAL PROPERTY OWNED BY THE CITY OF DUBUQUE BY LEASE BETWEEN THE CITY OF DUBUQUE, IOWA AND THE UNITED STATES POSTAL SERVICE WHEREAS, the City of Dubuque, Iowa (City) owns the real property described as the Historic Federal Building, located at 350 West 6"' Street in the City of Dubuque, Iowa; and WHEREAS, City and United States Postal Service have negotiated a Lease Agreement for space in the Historic Federal Building, a copy of which Lease Agreement is on file at the office of the City Clerk, City Hall, 13"' and Central Avenue, Dubuque, Iowa; and WHEREAS, the City Council believes it is in the best interests of the City of Dubuque to approve the Lease Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. The City of Dubuque intends to dispose of its interest in the foregoing- described real property by Lease Agreement between City and United States Postal Service. Section 2. The City Clerk is hereby authorized and directed to cause this Resolution and a notice to be published as prescribed by Iowa Code Section 364.7 of a public hearing on the City's intent to dispose of the foregoing-described real property, to be held on the 1 ~ day of October, 2007, at 6:30 o'clock p.m. at the Historic Federal Building, Council Chambers, 350 W. 6"' Street, Dubuque, Iowa. Passed, approved and adopted this 17th day of September, 2007. Attest: Jeanne F. Schneider, CMC City Clerk Roy D. Buol, Mayor F:\USERS\DHeiarlFederal BuildinglSetting Hearing on Disposing of Real Estate by Lease USPS.doc 2007-09-11 19.46 » 563 589 1733 P 2/18 UNITED STATES POSTAL SERVICE Lease DUBUQUE -MAIN OFFICE (182610-001) 350 W 6TH ST STE 109, DUBUQUE, IA 52001-9998 2007-09-11 19:46 uarrrEO sr~rEs 1~P05T,dL sERV1CE. FaGili~y NanlarLDCaliDn DUBUQUE -MAIN OFFICE (1821310-001) 350 W 6TH ST STE 109, DUBUQUE, IA 52001-9998 » 563 589 1733 P 3/18 Lease County: Dubuque Projed:E18543 This Lease made and entered into by and between CITY OF DUBUQUE FINANCE DEPT hereinafter called the Landlord, and the United States Postal Service, hereinafter called the Postal Service; In consideration of the mutual promises set forth and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties covenant and agree as follows: 1. The Landlord hereby leases to the Postal Service and the Postal Service leases from the Landlord the following premises, hereinafter Legally described in paragraph 7, in accordance with the terms and conditions described herein and contained in the 'General Conditions to U.S. Postal Service Lease,' attached hereto and made a part hereof. Upon which is a Three Story, mufti-tenant building and which property contains areas, spaces, improvements, and appurtenances as follows: AREA SQ. FEET COMMON/JOINT USE AREA Net Interior Floor Space 17,034 Jt-use Park 8 Maneuvering Spac Exterior, Platform and Ramp 1,056 Exterior Parking, USPS 2,400 Gross Rentable SF of Building 57,968 USPS Occupies 31.74% Exterior Parking consists of 12 vehicle spaces, circulation and maneuvering for dock access. Total Site Area: 28,617.00 2. TO HAVE AND TO HOLD the said premises with their appurtenances for the following term: SQ. FEET l,o1e FIXED TERM: The term becomes effective October 01, 2007 with an expiration date of September 30, 2012, for a tots! of 5 Years. 3. RENTAL; The Postal Service will pay the Landlord an annual rental oi: $198,500,00 (One Hundred Ninety Eight Thousand Five Hundred and 00/100 Dollars) payable in equal installments at the end of each calendar month. Rent for a part of a month will be prorated. Rent checks shall be payable to: CITY OF DUBUQUE FINANCE DEPT CITY HALL 50 W 13TH STREET DUBUQUE, IA 52001-4662 unless the Contracting Officer is notified, in writing by Landlord, of any change in payee or address at least sixty (6D) days before the effective date of the change. February 2004 2007-09-11 19:46 UNtrErDSrerES Posrat seRVICE: lease 4. RENEWAL OPTIONS: The Lease may be renewed at the option of the Postal Service, for the following separate and Consecutive terms and at the following annUSl rentals: EFFEGTIVE DATE EXPIRATION DATE PER ANNUM RENTAL 10!01/2012 09/30/2017 5218,350.00 provided that notice is sent, in writing, to the Landlord at least 60 days before the end of the original lease term and each renewal term. All other terms and conditions of this Lease will remain the same during any renewal term unless stated otherwise herein. S. OTHER PROVISIONS: The following additional provisions, modifrcations, riders, layouts, and/or forms were agreed upon prior to execution and made a part hereof: Utilities Services & Equipment Rider, Maintenance Rider -Landlord Responsibility, Percentage Reimbursement of Paid Taxes Rider, Mortgagee's Agreement. 6. TERMINATION None, except as specified elsewhere in this Lease. 7. LEGAL DESCRIPTION: A rectangular shaped parcel approximately 259 feet (wide) X 183.5 feet (long), described as Lots 139, 140, 101, 102, the North 54.5 Feet of Lot 138, the North 54.5 feet of Lot 103, City Lots. The site is located in the North East 1/4 of the South East 1/4, Section 25, Township 89 North. Range 2 East, Dubuque County, Iowa and contains approximately 47,54ti.5 square feet or 1.09 Acres more or Tess. » 563 589 1733 P 4/18 February 2004 2 2007-09-11 19.46 » 563 589 1733 P 5/18 UN1T~pSTATES POSTi6L SERVICE FaciiiW NemelLocation DUBUQUE • MAIN OFFICE (182810-001) 350 W 6TH ST STE 109, DUBUQUE, IA 52001-9998 Addendum County: Dubuque Project: E18543 The parties agree that the City of Dubuque and any Contractors employed by the City may have building access via, the dock leased to the USPS only between the hours of 9:00 A.M. and 1:00 P.M., Monday though Friday not inclusive of any Federal Holiday, or at other times approved by the Postmaster, upon providing not less than a 24-hour advance notice to the Postmaster. The City, its emplpyees and/or contractors may not use any of the dock area for storage of materials beyond the access time herein authorized and the use of the dock shall not interefere with the USPS mail operations. In addition to the spaces specifically demised on page 1 under Area and Square Feet, the parties agree that the USPS shall have joint use of building support and common use areas including but not necessarily limited to all points of common building ingress and egress, elevator lobbies and hallways on all floors of the building. Net Interior Floor Space shown at item 1. on page 1, includes 351 square feet of Second Floor Office Space for use by the Office of Inspector General. During periods of building rennovation/construction, the City of Dubuque may, for periods not to exceed a cummulative total of 60-days in any calendar year, provide alternative parking in the lot located immediately West of this building at the corner of Sth Street and Bluff Street. There will be no adjustment in rent, nor will the USPS incur any additional parking expense for these periods. Not less than 72 hours advance notice to the Postmaster is required to facilitate USPS move to the altenate parking location. February 2004 2007-09-11 19:46 » 563 589 1733 P 6/18 UNITEDSTATES Lease posTa~ SERVICE EXECUTED BY LANDLORD this day of CORPORATION By executing this Lease, Landlord certifies that Landlord is not a LISPS employee or contract employee (or an immediate family member of either), or a business organization substantially owned or controlled by a LISPS employee or contract employee (or an immediate family member of either). Name of Corporation: City of Dubuque Name 8 Title: Roy Buol, Mayor Name 8~ Title: Name 8, Title: Jeanne Schneider, City Clerk Name 8 Title: landlord's Address: CITY HALL 5o W 13TH STREET DUBUQUE, IA 52001662 Telephone No.; 1563) 589 - 4t21 Fax No.: (563) 589 - 0690 Tax ID: XXX-XX-4596 E-mail Address: Jschneid~cityofdubuque.org Witness Witness a. Where the Landlord is a corporation, leases and lease agreements entered into must have the corporate seal affixed, or in place thereof, the statement that the corporation has no seal. b. Where the Landlord is a corporation, municipal corporation, non-profit organization, or fraternal order or Society, the Lease must be accompanied by documentary evidence affirming the authority of the agent, or agents, to execute the Lease to bind the corporation, municipal corporation, non-profit organization, or fraternal order or society for which he (or they) purports to act. The usual evidence required to establish such authority is in the form of extracts from the aRicles of incorporation, or bylaws, or the minutes of the board of directors duly certified by the custodian of such records, under the corporate seal. Such resolutions, when required, must contain the essential stipulations embodied in the Lease. The names and official titles of the officers who are authorized to sign the Lease must appear in the document. c. Any notice to Landlord provided under this Lease or under any law or regulation must be in writing and submitted to Landlord at the address specified above, or at an address that Landlord has otherwise appropriately directed in writing. Any notice to the Postal Service provided under this Lease or under any law or regulation must be in writing and submitted to "Contracting Officer, U.S. Postal Service' at the address specified below, or at an address that the Postal Service has otherwise directed in writing. ACCEPTANCE BY THE P05TAL SERVICE Vance Bennett Date Contracting Officer Signature of Contracting Officer Western FSO 160 INVERNESS DRNE WEST SUITE 400, ENGLEWOOD, CO 80112-5005 Address of Contracting Officer reo~uary [vu~ 2007-09-11 19:4b unnrEVSrarEs POSTdL SERVICE. STATE OF COUNTY OF » 563 589 1733 P 7/18 Form of Acknowledgment for Contracting Officer Personally appeared beforo me, a Notary Public in and for the County and State aforesaid, Vance Bennett (name of Contracting Officer) known to be a Contracting Officer of the United States Postal Sorvice, and whoso address is: Western FSO 1E30 INVERNESS DRIVE WEST SUITE 400 ENGLEWOOb, CO 801 t2-5005 and to be the same person who executed the foregoing Lease, who doposes and says that (s)he signed his/her namo thereto by author'~ty of said Postal Service, for the purposes set foRh, and as his/her own free and voluntary act_ Witness my hand and notarial seal, in the County and State aforesaid, this day of _ ZO„~ NOTARIAL SEAL Notary Public My commission expires February 2004 5 2007-09-11 19:46 » 563 589 1733 P 8/18 UNITED STATES POSi'AL SERVKE 1. CHOICE OR LAW This Lease shall be governed by federal law. 2. RECORDING General Conditions to USPS Lease This Lease oc a memorandum thereof, with the commencement date and all other necessary dates inserted, must be rewrded by the Landlord al its sole expense. Such expense includes aft tees required for or incident to recording. If the Landlord fails to record the Lease, or a memorandum thereof, the Postal Service may recoM the Lease or a memorandum thereof, and deduct all costs associated therewith hpm future roots. 3. MOIZTGAGEE'3AGREEMENT If there Is now or will 6e a mortgage on the property which is or will be recorded prior to the recording of the lease, the Landlord must notify the contracting officer of the facts conceming suer mortgage and, unless in nts sole discrotbn the contracting offitar waives the requirement, the Landlord must Iumiah a Mortgagee's Agreement, which will consent to this Lease and shall provide that. In the event of foreGnsure, mortgagee, successors. and assigns shall cause such foreclosures to be subject to the Lease. !. ASSIGNMENTS a. The terms and provisions of this Lease and the condkions herein are binding on the Landlord and the Postal Service, and all heirs, executors, adminisvators, successors, and assigns. b. II this contract provldasfor payments aggregating StU,000 or more, claims -or monies due or l0 become due from the Postal Service under it may be assigned Io a bank, trust company, or other financing Institution, including any federal tending agency, and may thereafter ba further assigned and reassigned to any such instihnion. Any assignment or reassignment must cover aN amounts payable and must not be made b more than one party. except that assignment or reassignment may be made to one party as agent or trustee for two w more parties p~ticipaling in financing this contract. No assgnment or reassignment will be recagnlzod as valid and binding upon the Postal Servba unless a written notice of the assigrxnent or reassignment, together with a true wpy of the instrument of assgnment, is filed with: 1, the contractiny officer; and 2. the surety or sureties upon any bond. c. Assignment of this contract or any interest In this contract other than In acr4rdance with the provisions of this clause will be grounds for termination of the contract for defauH al the option of the Postal Service. d. Noshing contained herein shall be Construed so as t0 prohibit trenster of ownership of the demised promises, provided that: t. such transfer Is subject to this Lease agreement; and 2. both U-e original Landlord and the surxessor Landlord execute the standard Certificate 0(transleiol Title fo Leased Properfyand Lease Auiynment and Assumption form to be provided b1' the USPS Contracting pfficer, and in the case of new leased space projects. the lease may oMy (kr assigned or ownership of the property transferred folowing COmrTlencement of the fixed term, unless prior written consent is obtained from the Postal Service. 5. APPLICABLE CODES AND ORDINANCES The Landbrd. as pert of the rental considemlion, agrees IO comply with alt codes and onlirxtnces applicaWa to the ownership and operation of the building in which the rented space is situated and b obtain all necessary permits and related Hems at no cost W the Postal Service. When the Postal Service or one of its contractors (outer than the Landlord) is performing work at the premises. the Postal Service will be responsibte for obtaining all necessary and applicable permits, related items, and associated costs. 5. SUBLEASE The Postal Service may sublet ell or any part of the premises or assign this lease btrt shall not be relieved from any obligation under this lease by reason of any subletting or asslgnrnent. 7. RESTORATfON AND ALTERATIONS a. Upon written notification by Landlord within 3o days of the expiration or termination of this Lease, the Postal Service shall restore ltre premises to a "broom clean' and usable condition, excepting the following: reasonable and ordinary wear and tear, and damages by the elements or by circumstances over which the Postal Service has no contrd. U landlord provides the above notce, the Postal SeMCe and Landlord shall negotiate and reach agreement on necessary items of restoration arxi the reasonable cost fo- restoration: the Postal Service shall pay Landlord this agrrred- upon amount and shall have no further restoration duties under this Lease. b. The Postal Service shall have the right b make alterations, attach fixtures and erect additions. structures or signs in or upon the premises hereby leased (provided such alterations, additions. structures, or signs shah not be detrimental to or inconsistent with the rights granted to other tenants on the property or in the building in which said premises ere focaled); which Nxlures, additions o• structures so placed In, upon or attached to the said premises shall be and remain the property of the Postal Service and may be removed or otherwise disposed of by the Postal Service. gancond Ott z006 Gc.t 2007-09-11 19.46 » 563 589 1733 P 9/18 unurEOSrArEs ~POSTQL SEnwcF General Conditions to USPS Lease 8- CLAIMS AND DISPUTtsS a. This contract is subject to Ufa Contrec 1 Disputes Ad 011978 (41 U.S.C. 601.613) ('the Acl"). b, Except as provided in the Act, aq disputes arising under or relating to this eontrad must be resolved under this louse. c. "Claim," as used in this clause, means a written demand or written assertion by one of the convading parties soaking, as a manor of right, the payment o1 money in a sum Certavr, the adjustrrrent or interpretaliott of contras lemts, or outer relief arisirg under or relating b this eoniraci. However, a written demand mwritten assertion by the Landord seeking the payment o/money exceeding 5100,000 is rat a daim under the Aa un-if certified as requirod by subparagraph d bobw. A voucher, invoice, or other routine request Ior payment Thal is not in dispute when submitted is rat a daim under the Aa. The submission may be converted to a claim under the Ad by complyMg with the submission and aertificalion requirements of this clause, i1 it is disputed either as to Lability Or amount or is not odes upon In a reasonable tkne. d. A claim try the Landlord must be made in wrlUng and submitted to Utie contracting oRlrer for a written session. a claim by the Postal Service against tlw Landbrd is subject to a written decision by the eonlrac6ng officer. For Landbrd clakns exceeding 5100,000, the Landlord must submR with the daim the tdlowing certification: '1 certify that ilia Claim is made in good faith, that the supporting data ere accurate and complete to rho best of my knowledge and belief, that the amount requested atxwrateiy reflects the wniract adjustment for whist fhe Landlord believes the Postal Service is liable, and Ihal I am duly authorized ro certify the daim on behalf of the Landlord' The certification may be executed by any person duly authorzed to bind the Landktrd wkh respect to the Balm. e. For Landlord claims of 5100,000 or tens, the oontraaing ulficer must, if requested in writing by Uto Landord, render a decision whin 60 days o! the request. For Landlordcertified claims over 5100,000, the contracting officer must, within BO days, decide the daim or notify the Landlord of the date by which the session will lie made. t. The conlraclmg officers session is final unless the Landlord appeals or file3 a suA as provided in the Act g. When a claim is submitted by or against a Landord, the parties by mutual consent may agree b use an ademalive dispute resolution (ADRj process b assist in resoNing the claim. A cert~catbn as described in subparagraph d of this clause must be provided for any claim, rogardtese of do-lar amount, before ADR is used. h. The Postal Service will pay interest on the amount found due and unpaid from: 1. the date the contracting officer receives the daim (property certified if requked); or 2. the date payment otherwise would be due, if That date Is later, vnlil the dale of payment. i. Simple interest on claims will be paid al a tale determined in accordance with the Act. j. The Landord must proceed diligently with performance of this corrlrad, pending final resoluton of any request for relief. claim, appeal, or action arising under the contract, and comply with any decision of the conlroding officer. B. MAZARDOUSITOXICcONDITIONS CLAUSE "Asbestos containing building materiaP (ACBM) means any material containing more than t~fr asbestos as detennlned by using the method specified in 40 CFR Part 783.5ubpart E. Appendix E. "Friable asbestos material" means any ACBM Thal when dry, can be crumbbd, pulverized, or reduced to powder by hand pressure. The Landlord muss identity and discose the presence, location and quantity of aN ACBM or presumed asbestos containing material (PACM) whist includes all thermal system insulation, sprayed on and troweled on surfadng materials, and asphaN and vinyl flooring material unless such materiel has boon tested and identified as non-ACBM. The Landord agrees to disclose, to the best of its knowledge, any information concemir-g the presence of lead-based paint, radon above 4 pCAL, and lead piping or solder in drinking water systems in the building, to the Postal Service. Skes cannot have any contaminated soil or warm above applicable federal, state or local action levels or undisclosed underground storage tanks. Unless due to the ad a negligence of the Postal Service, If conlatninaled soil. water, underground storage tanks or piping or hiable asbestos material or any other hazardousltoxtc materials or substances as defined by applicable Local, State tN Federal law are subsequently identified on ttB premises, the Landlord agrees to remove such materials or substances upon notification by the Poslal5ervice at Landord's sofa cost and expense in accordance with EPA andlor State guldalines; prior to accomplishing this task, Landlord must seek wraen approval by the USPS Contracting Officer of the contractor and scope of work, such approval not to be unreasonably withheld. If ACBM is subsequently found in the building which reasonably should nave txen determined. identified, or known to the Landlord, the Landlord agrees b conduct, el Landlord's sole expense, an asbestos survey pursuant to the standards of the Asbestos Hazard Emergency Response Act (AHERAt, establish an Operations and MalMenanoe (O&M) plan for asbesb6 management, and provide the survey report and plan to the Poslsl SeMce. II the landbrd (ails Io remove any friable asbestos or hazardousnoxic materials or substances, or falls to complete an AHERA astxesbs survey and pB~M plan, the Postal Service has the right to accorrgtllsh the work and deduct the cost plus administrallve Costs, from future rent payments or recover these costs from t..andbrd by other means. or may, at its sole option, cancel this Lease. In addition, the Postal $ervtce may proporlionelly abate the rant for any period the premises, or any part thereof, are determined by the Postal Service to have been rendered unavailable to it by reason of such condition. gencond Ott 2006 oc.2 2007-09-11 19:46 » 563 589 1733 P 10/18 UN/TEDSTdTES General Conditions to LISPS Lease POSTdL SERVICE_ The Landbrd hereby indemnifies and holds harmless the Postal Service and Its officers, agents, representatives, and employees from all claims, loss, damage, actions, causes of action, expense, fees andlor liability resulting cram, brought tor, Or on accorxn of any violation of this louse. The remainder or this clause applies K this Lease is for premises not previously occupied by the Postal Service. 0y execution of this Lease the Landlord certifies: a. that the property and wnprovemerKs are froo of all arnleminaCan from petroleum products or any hazardous/4D7tlc or unhealthy materials or substanws, including triable asbestos materials, as defined by applicable State or Federal law: b. that there are n0 undiscbsed underground storage tanks or assoclaled piping, ACBM, radon, lead-based paint, or lead piping or solder in drinking water systems. on the property ;and c. it has not received, nor is it aware of, any noGficatan or other communication from any governmental or regulatory entity conoeming any environmental condition, or violation or potential vrolation of any local, state, o- federal environmertlat statute or regulation, existing at or adjacent to the property. 10. FACILITIES NONDISCRIMINATION a. 8y executing this lease, the Landlord Gerlitiee Ihal % does not and will not maintain or provide for ds empbyees any segregated facditios at any of its establishments, and that it does not and w1B not permit its employees to perform services at any location under its conuol where segregated facilities are meir>lained. b. The landlord will insert this clause in ap contracts or purchase orders under this Lease unless 9xernpted by Secretary of Labor rules, regulations, or orders issued under Executive Order 11245. 11. CLAUSES REQUIRED TO IMPLEMENT POLICIES, STATUTES, OR EXECUTIVE ORDERS The folbwing Causes era incorporated in this Lease try refert:rtCe. The text oI inrnrporated terms maybe -ound in the Postal Service's Supplying Principles and Practices, accessible at yy~yQy.lJSOS.COrn/pubkc:ations. Clause 1-ti, Gratuities orGiRs(Mareh2t106) Clause 1-5, COntingsntFees (March 2005) Clause 9.3, Davis-Bappn Ad (March 2D05)' Clause 9-1, EquslOpportundy(March 2005Jr Clause l~13, AfifmretiveActbn forHandicayspad Workers (March 2005' Clause X14, AJ/rmrative Action PorDisabMd Veterans and Veterans of the Vietnam Era (March 2005f Cause B• 25, Advertisatg o/ Contract Awards (March 2005) Note: Far purposes of appylrx~ the above standard clauses to this Lease, the terms `supplier,"conlrador," and 'lessor' are synonymous with "Landlord.' and the lens 'contract' is synonymous with lease ' For premises wiUt net interior space in excess of 6,500 SF and Involving construction work over S2,OOD. For teases aggregating payments of 510.000 or more. For leases aggregating payments of $10,000 or more. For leases aggregating payments of 525,000 or more. geneond Oc! 2006 oe.3 2007-09-11 19:46 » 563 589 1733 P 11/18 unurEnsrerEs faosree. sEnvrcE. Maintenance Rider Landlord Responsibility 1. The Landlord shall, except as otherwise specified herein and except for damage resulting from the act or negligence of Pvstai Service agents or employees, maintain the demised premises, including the building and any and all equipment, fixtures, systems, and appurtenances, whether severable or non-s®verable, furnished by the Landlord under this Loase, in good repair and tenantable condition, during the continuance of the Loase. Landlord's duties include repair and replacement as necessary. Notwi nding th ova, the Poste rvice will be res sable for r ar cleani 1 gutters a~downspouts co cted lot uter edge (i.e. eaves area) aft roof; Landl will be res sable fvr r tar cleaning of y other ers, downspou ughs, scuppers of drains, et For the purpose of so maintaining said premises and property, the Landlord may, at reasonable times, and upon reasonable notice to the facility manager, enter and inspect the same and make any necessary repairs thereto, 2. Landlord is responsible for inspection, prevention and eradication of termites and any other wood-eating insects and for repairs of any damage resulting therefrom during the continuance of the Lease. 3. Landlord shall paint all Interior and exterior previously painted surfaces as follows: no later than six (6) months following the start of the lease, and at least once every five (5) years during the continuance of the lease unless required more often because of damage from fire or other casualty, or unless the time period Is spocifcally modified in writing by the Contracting Officer. Landlord is required to apply only one coat of paint. LISPS will be responsible for cost of additional coats of paint, including application costs. LISPS will be responsible for movi ng furniture and equipment away from walls as required. 4. Any heating system furnished by Landlord must be properly sized for the facility, must be in good working order, and must be maintained and, if necessary, replaced by Landbrd to ensure proper operation during the continuance of the Lease and in accordance wish this Maintenance Rider; such system must be capabl® of providing a uniform temperature of at least 65 degrees Fahrenheit (65-F.) in all enclosed portions of the demised premises (excluding the roar vestibule) at all times. Regardless of whether Landlord is required by the Lease to provide fuel For a heating system, any investigative or remediatlon cost associated with a release of fuel from the system, including any fuel lank, shall be the responsibllily of the Landlord, unless the release Is caused by the act or negligence of the Postal Service or its agents. The Postal Service shall be responsible for regular replacement of filters. Boilers (heating and hot water supply) and unfired pressure vessels provided by the Landlord as part of the leased premises shall be maintained and, it necessary, replaced by the Landlord in accordance with ASME Boiler and Pressure Vessel Codo, Sections IV, VI, and VIII; National Faro prevention Association (NFPA}70, National Electric Code; and/or ASME Safety Code No. CSD-1, Controls and Safety pevises for Automatically Fired Boilers; ASME A18.1, Safely Standard for Platform Lifts and Chairlifts; NFPA-54, National Fuel Gas Code; and NFPA-31, Oil Burning Equipment Code, as applicable, or as required by local ordinances. Current safety certificates issued by an organization ret:ognlzed by the National Board of Boiler and Pressure Vessel Inspectors or a federal, state or municipal authority which has adopted the American National Standard Institute/American Society of Mechanical Engineers (ASME) Boiler and Vessel Code, must be provided by the Landlord for boilers and unfired pressure vessels. In the event local jurisdictions do not require periodic inspection of such equipment, the Postal Service shall have the right to conduct inspections in accordance with the aforosaid codes, and may issue safely certificates, as appropriate. 5. Any elevators, escalators and dumbwaiters provided by the Landlord as part of the leased premises shall be maintained, and, if necessary, replaced by the Landlord during the continuance of the Lease in accordance with ASME A17.1, Safety Code for Elevators, Escalators, Dumbwaiters, and Moving Walks; ASME A17.2, Elevator Inspectors Manual; ASME A17.3 Safety Code for Existing Elevators and Escalators; ASME A17.4, Emergency Evacuation Procedures for Elevators; and ASME A17.5, Elevator and Escalator Electrical Equipment. landlord must ensure that current safety certificates for elevators, dumbwaiters and escalators are issued by an organization authorized to inspect in accordance with the ANSIlASME Code for Elevators, Dumbwaiters and Escalators or appropriate federal, stale or municipal authority, In the event local jurisdictions do not require periodic inspection of such equipment, the Postal Service shall have the right to conduct Inspections In accordance with the aforosaid codes. and may issue safety certificates, ae appropriate. L.nelotiT~In10N2006. 2007-09-11 19:46 » 563 589 1733 P 12/18 UNITEDST~bT~'S POSTGlL SERVICE. Maintenance Rider Landlord Responsibility 6. Any air-conditioning equipment furnished by landlord must bo properly sized for the facility, must be in good working order, and must be maintained and, if necessary, replaced by Landlord to ensure proper operation during the continuance of the Lease and in accordance with this Maintenance Rider; air-conditioning must be capable of providing a uniform temperaturo of no greater than 78 degrees Fahrenheit (78°F.) in ell enclosed portions of the demised premises at all times. Landlord shall be rosponsible for servicing of the airconditioning equipment during the continuance of the Lease, including, refrigerant as required for proper operation of the equipment. The Postal Service shall be responsible for regular replacement of filters. 7. Any electrical/power system furnished by Landlord must be properly sized for the facility, must be in good working order, and must be maintained and, If necessary, replaced by Landlord to unsure proper operation during the continuance of the Lease and in accordance with this Maintenance Rider. 8. Any wiring, including, but not limited to, wiring for the Electronic Security and Surveillance Equipment (ESS), Closed Circuit Tedvision (CCTV), Vory Small Aperture Terminal (VSAT), Criminal Investigation System (CIS), Intrusion Detection System (IDS), etc., installed by the Landlord shall be maintained, and if necessary, replaced by the Landlord during the continuance of the Lease. However, the Landlord shall not attempt any maintenance of, or repair of, or interfere with, the actual security, telephone, or telecommunications equipment, such as cameras, consoles, monitors, satellite dishes, telephone handsets, and Point-of-Service (POS) equipment. 9. Whether public or private water or sewer systems are provided, said systems are to be maintained and replaced by the Landlord during the continuance 01 the Lease, including any inspections that may be required. 10. It the demised premises or any portion thereof are damaged or destroyed by fire or other casualty, Acts of God, of a public enemy, riot or insurrection, vandalism, or are otherwise determined by the Postal Service to be unfit for use and occupancy, or whenever there is a need for maintenance, repair, or replacement which is the Landlord's obligation under this Maintenance Rider, the Postal Service will require the Landlord to rebuild or repair the premises as necessary to restore them to tenantable condition to the satisfaction of the Postal Service. The Postal Service will, except in emergencies, provide the Landlord with written notice stating a reasonable time period for completion of all necessary repairs. (A copy of any such notice shall be sent to the Landlord's mortgagee end any assignee of monies due or to become due under this Lease whose names and addresses have been fumished to the Postal Service by the Landlord. Failure to give such written notice to the Landlord or to the mortgagee or assignee shall not affect the Postal Service's rights to recover expended vests under this provision, provided That the costs expended by the Postal Service are reasonable In amount.) The Postal 5ervlce, acting through the Contracting Officer, may proportionately abate the rent for any period the premises, or any part thereof, are determined by the Postal Service to have been rendered untenanlable, or unfit (or use and occupancy, by reason of such condition. If the Landlord (or the mortgagee or assignee, on behalf of the Landlord) fails to prosecute the work with such diligence as will ensure its completion within the lime specified in the notice (or any extension thereof as may be granted at the sole discretion of the Postal Service), or fails to complete the work within said time, the Postal Service shall have the right to perform the work (by contract or othorvvise), and withhold the cost plus any administrative cost and/or interest, from rental payments due or to become due under this Lease. Alternatively, the Gonfracting pfficer may. If the demised premises are determined to be unlenantable or unfit for use or occupancy, with reasonable discretion, cancel this lease in its entirety, without liability. The remedies provided in this section are non-exclusive and are in addition to any remedies available to the Postal Service under applicable law. 11. The Landlord must: a. comply with applicable Occupational Safety and Health Standards, title 29 Code of Federal Regulations (CFR) (including but not limited to Parts 1810 and 1926), promulgated pursuant to the authority of the Occupational Safety and Health Act of 1970 (OSHA); and lenyleroT°in1062DOC. 2007-09-11 19:46 » 563 589 1733 P 13/18 2007-09-11 19:415 » 563 589 1733 uN~tFVSr,~rES Tax Rider ~ Aosr,~LSErrvrce_ Percentage Reimbursement of Paid Taxes Facility Namell ocalion DUBUQUE -MAIN OFFICE (182610-001) County: Dubuque 350 W 6TH ST 5TE 109. DUBUG~UE, IA 52001-9998 Project: E18543 Assessor's Parcel Number: fi a. Definitions Ad Valorem means according to the value of the property. Pro T x Rate is an amount expressed as d011ar5 and cents per $100.00 or per $1,000.00 of assessed value or as mills per $1.00 of assessed value as set by authorities for tax jurisdictions, which is applied to the value of the land, improvements on the land, or both, to determine some kinds of Real Property Taxes. Real Prooertv Taxes, as used in this clause, shall mean those taxes, including Ad Valorem taxes, special assessments, fops and charges, that are assessed against any or all taxable real property appearing On the assessment roll or list in a taxing authority's Jurisdiction and that are identified by a taxing authority for the Support of government activities within its jurisdiction, whether such activities are general or specifically identified- Real Property Taxes also inGude administrative charges or fees imposed by a taxing authority, including those for the support of its assessment and collection activities. b. The Landlord agrees to pay all taxes of any kind, including Real Property Taxes, and fees of every kind and nature levied on the demised premises. c. The Postal Service will reimburse Landlord 31.74 9k ("Tenant's Share") of the total paid Real Property Taxes, as defined above, only under the following terms; 1. Landlord may submit not more than one request for reimbursement in any calendar year, irrespective at the number of taxing authorities included; and reimbursement will be made not more than one time annually by the Postal Service. 2. No reimbursement will by made for fines, penalties, interest or costs imposed for late payment. 3. Reimbursement will be made only for net paid taxes, less Tenant's Share of the maximum discount allowed by the taxing authority for prompt or early payment, regardless of whether Landlord actually received any such discount. 4. Reimbursement will be made only for taxes levied for periods of time within the term of this lease. 5. In order to qualify for reimbursement, the tax bill as issued by the taxing authority must Include the demised premises. 6. Landlord must provide copies of the front and back of the complete tax bill issued by the taxing authority, along with satisfactory proof of payment. Satisfactory proof of payment shall be (i) a receipt for payment shown on the face of the tax bill, (li) a copy of the front and back of the canceled payment check, (iii) a statement from a fender verifying payment of the tax, or (iv) other documentation satisfactory to the Postal Service. 7. Incomplete or improper requests for reimbursement will be returned to Landlord without payment. 8. Landlord agrees to submit a request for reimbursement of taxes within 18 months alter the close of the tax year. In the event Lsndtord falls to submit Its request for reimbursement within that time period, the LISPS Is not required to reimburse paid taxes. d. The Landlord must promptly furnish to the Postal Service copies of all notices that may effect the valuation of the demised premises for Real Property Tax purposes or that may affect the levy or assessment of Real Property Taxes thereon. if Landlord dons not timely furnish such notices relating t0 valuation Changes or the levy or assessment of taxes or fails to meet any legal prerequisite for appeal and the Postal Service loses the right to contest the validity or the amount of the taxes, then the Postal Service shall be responsible to reimburse Landlord for only 75°Yo of Tenant's Share of the reimbursable taxes due for the year involved. P 14/18 February 2004 T-1 2007-09-11 19:46 » 5b3 589 1733 P 15/18 -.~ UNITEDSTQTES Tax Rider posreisinrvrcE. Percentage Reimbursement of Paid Taxes All notices required under this paragraph must be delivered or mailed, using ceRified mail with a return receipt or other verified method pf delivery, within ten (10j days from the receipt thereof by the Landlord to: CONTRACTING OFFICER Western FSO 180 INVERNESS DRIVE WEST SUITE 400 ENGLEWOOD, CO 1)0112-5005 or to such other office as the Postal Service may later direct in writing. e. The Postal Service may contest the validity Of any valuation for Real Property Tax purposes or of any levy Or assessment of any Real Property Taxes by appropriate proceedings either in the name of the Postal Service or of the Landlord or in the names of both. Notwithstanding any Contest of valuation, Property Tax Rate, levy or assessment, Landlord must pay under protest the Real Property Taxes involved when requested to do so by the Postal Service. The Landlord, upon reasonable notice and request by the Postal Service, must join in any proceedings, must cooperate with the Postal Service, and must execute and file any documents or pleadings as the Postal Service may require for Such proceeding, provided the Landlord is reasonably satisfied that the facts and data contained therein are accurate. Landlord wilt not be responsible for the payment of penalties, costs, or legal expenses in connection with any pratost or appeal proceedings brought by the Postal Service, and the Postal Service will indemnify and save harmless the Landlord from any such penalties, costs, or expenses. Landlord hereby authorizes the Postal Service as its agent to represent its interest in any appeal or protest proceeding authorized under this paragraph. Landlord shall promptly notify the Postal Service of any appeal or other action it takes or initiates to adjust any valuation of the property, Property Tax Rate, or levy or assessment of Real Property Taxes. The Postal Service is entitled to Tenant's Share of any and all monies obtained through such actions or any other refunds or remiSSiOns of Real Property Taxes paid in any year subsequent to the commencement of the tease. If any such refunded or remitted monies are paid or delivered to Landlord, Landlord must immediately forward them to the Postal Service. If Landlord is informed that he is entitled to a refund or remission of monies paid as Real Property Taxes upon the submission of an application, Landord will promptly make and fete such application, and upon receipt of such refund Or remission, immediately fonuard it t0 the Postal Service. The Postal Service reserves the right to Offset Tenant's Share of refund and remission payments not so obtained or forwarded, against rental or other payments due the Landlord. g. The Postal Service is entitled to the benefits of all tax exemptions or abatements authorized by law or regulation that may be available with respect to the demised premises. Landlord shall take all necessary stops to obtain such exemptions or abatements. The Postal Service reserves the right to offset against rental or other payments due the Landlord the amount or value of any abatement or exemption that would have been available i( Landlord had properly applied for it, and any amount for which the Postal Service is not to be responsible under paragraph (dj, above. h, Nothing herein contained Shall operate to waive or deprive the Postal Service of any rights, privileges or immunities it enjoys under law. i. The Tenant's Share, shown in paragraph (c) above, is based on the percentage of the building that the Postal Service occupies in relation tv all of the leasable areas, and was computed as follows: USPS occupies 31,74°k of the building as shown on page 1 of the lease. j. In the event that the site is enlarged or decreased, or the building is altered in any way that may affect the assessment value of the total property, the percentage shown in paragraph c. above, Shall be recomputed to reflect the correct proportion of the value of the demised premises to the relative value Of the total property. February 200a 1-Z 2007-09-11 19:46 » 563 589 1733 P 16/18 UNITED ST9TES POST,4L SERVKE. Facility Name/LOCalion DUBUQUE -MAIN OFFICE (182810-001) 350 W 6TFI ST STE 109, DUBUQUE, IA 52001-9998 Utilities, Services, +& Equipment Rider County: Dubuque Project: E18543 1. HEAT Landlord must furnish heating system in good working order, together with all fuel required for proper operation of the system, in accordance with the Maintenance Rider, during the continuance of the Lease. Any investigative or remediation cost associated with a release of fuel from the system, including any fuel tank, shall be the responsibility of the landlord, unless the release is caused by the ad or negligence of the Postal Service or its agents. 2. AIR CONDITIONING Landlord must furnish air-conditioning equipment in good working order, together with all power required for proper operation of the equipment, in accordance with the Maintenance Rider, during the continuance of the Lease. 3. ELECTRICITY Landlord must furnish an electrical system in good working order, in accordance with the Maintenance Rider, and pay for all recurring electric bills, during the continuance of the Lease. 4. LIGNT Landlord must provide light fixtures in good working order, in accordance with the Maintenance Rider, during the continuance of the lease, Landbrd is not responsible for replacement of light bulbs. revruary zow U-~ 2007-09-11 19:46 » 563 589 1733 P 17/18 UNITEDSTdTES POSTAtSERVtCE. Utliltl@S, Services, 8s Equipment Rider 5. WATER Landlord must fumish a potable water system in good working order, in accordance with the Maintenance Rider, and pay for all recumng water bills, during the continuance of the Lease. 6. SEWER Landlord must furnish a sewer system in good working prder, in accordance with the Maintenance Rider, and pay for all recurring sewer bills, during the continuance of the Lease. 7. TRASH The Postal Service agrees to fumish and pay for all trash removal for the demised premises during the continuance of the Lease. S. SNOW The Landlord agrees to fumish and pay for the snow removal from the roof and the sidewalks, driveway, parking and maneuvering areas, and any other areas providing access to the postal facility for use by postal employees, contractors, or the public (including, but not limited to, stairs, handicap access ramps. carrier ramps, etc.) during the continuance of the Lease. February 2004 2007-09-11 19:46 » 563 589 1733 P 18/18 UNITEDS7dTES POST/jL SERVICE. Facility Namellocation DUBUQUE -MAIN OFFICE (182610-001) 350 W 6TH ST STE 109, DUBUQUE, IA 52001-9998 Mortgagee's Agreement (To be executed and attached to lease) County' Dubuque Project: E18543 The undersigned, liolder(s} of a mortgage (or similar encumbrance, such as a Deed of Trust), in the sum of on the property situated at' hereby consent(s) to the leasing of said property to the U.S. Postal Service and agree(s) for itself, Its successors, executors, administrators, and assigns that in the event it should become necessary to' a) foreclose said mortgage or similar encumbrance, the Mortgagee will cause the sale of said promises to be made subject to said lease; vr, b) take any other eclion terminating the mortgage or transterring title, the Mortgagee will Cause such action to be made subject to said lease. MORTGAGEE Name of Mongago Company By• Wilr,oss Slgnaluro of Mrxlgagetis pHicer (3` ~ ~~ ItS' l~ ~ TiUc of Mortgagee's Olficur Stroct Address Clry, State and ZIP*e Subscribed and Sworn to before me, a notary public, in and for ,. County, State Of this day of Nolary Public My commission expires _... , . _..._ , FUbru~ry 2004 M-'I