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Federal Building Lease - Iowa State University Copyright 2014 City of Dubuque Items to be set for Public Hearing # 2. ITEM TITLE: Federal Building Lease - Iowa State University SUMMARY: City Manager recommending that a public hearing be set for September 21 , 2015 on the proposal to lease space in the Federal Building to Iowa State University. RESOLUTION Intent to dispose of an interest in real property owned by the City of Dubuque, Iowa by lease between the City and Iowa State University of Science and Technology SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt Resolution(s), Set Public Hearing for 9/21/15 ATTACHMENTS: Description Type ❑ Iowa State University Lease in Federal Building-MVM Memo City Manager Memo ❑ Staff Memo Staff Memo ❑ ISU Lease Draft Supporting Documentation ❑ Site Access Agreement Supporting Documentation ❑ Resolution-Intent to Dispose Resolutions THE CITY OF Dubuque UBE I erica .i Masterpiece on the Mississippi 2007-2012-2013 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Iowa State University Lease in Federal Building DATE: September 2, 2015 Economic Development Director Maurice Jones recommends the City Council set a public hearing for September 21, 2015 on the proposal to lease space in the Federal Building to Iowa State University. Iowa State University has requested a three year lease with two one-year extensions possible. I concur with the recommendation and respectfully request Mayor and City Council approval. Micliael C. Van Milligen MCVM:jh Attachment cc: Barry Lindahl, City Attorney Cindy Steinhauser, Assistant City Manager Teri Goodmann, Assistant City Manager Maurice Jones, Economic Development Director Dubuque Economic Development Department THE CITY OF 50 West 13th Street All-AmericaCitY Dubuque,Iowa 52001-4864 DUB36kE1 ' Office(563)589-4393 TTY(563)690-6678 ® http://www.cityofdubuque.org Masterpiece on the Mississippi 200.2012.2013 TO: Michael Van Milligen, City Manager FROM: Maurice Jones, Economic Development Director SUBJECT: Iowa State University Lease in Federal Building DATE: September 1, 2015 INTRODUCTION This memorandum presents for City Council review and approval a Lease Agreement between the City of Dubuque, Iowa and Iowa State University (ISU) in the Federal Building. Short term leases (three years or less) can be authorized by the City Manager; however, Iowa law requires that the City hold a public hearing prior to leasing public property for longer than 3 years. Since ISU has requested a lease for 3 years, with two (2) one-year extensions possible, the City Council will need to hold a public hearing prior to acting on this lease. BACKGROUND ISU has leased space in the Roshek Building since 2012 for its offices. Their current lease terminates October 31, 2015, but they have agreed to quit the premises before the end of the term, in order to accommodate construction for an incoming tenant on that same floor. Our department has worked with Dubuque Initiatives and Gronen Properties (as Property Management for the Roshek Building) to find suitable space for ISU in the downtown area. Relocating ISU's offices will allow for the addition of jobs in our downtown, by freeing up space in the Roshek Building for another business's relocation/expansion. DISCUSSION The proposed lease extends from October 1, 2015 to September 30, 2018, with two (2) possible one-year extensions. The proposed lease has a flat rate for the initial 3-year term and will increase by 3% each year during any extensions, if exercised. City Council had approved a lease last month, however it had included a 3% escalator on the lease rate during the initial term. This lease simply delays the escalator until after the initial term. I believe it is in the best interest of the City to make this accommodation in order to encourage job growth in the downtown area overall. The major terms of the proposed lease are as follows: 1 . Tenant will lease 835 square feet on the 2nd Floor of the Federal Building, located at 350 West 6th Street, Room 234. 2. Tenant is responsible for property taxes and interior cleaning of the space. 3. City is responsible for utilities. Further details of the proposed lease are included in the attached lease agreement. The City has executed a site access agreement (attached) with ISU so the contractor, Gronen Restoration, could begin the needed building improvements. If for any reason this lease was not consummated, the City would pay the $21 ,612 rehabilitation expense and have a more marketable space to market to other tenants. RECOMMENDATION/ ACTION STEP I recommend that the City Council set September 21 , 2015 as the date for a public hearing on the proposed lease with ISU for space in the Historic Federal building. RESOLUTION NO. 304-15 INTENT TO DISPOSE OF AN INTEREST IN REAL PROPERTY OWNED BY THE CITY OF DUBUQUE, IOWA BY LEASE BETWEEN THE CITY AND IOWA STATE UNIVERSITY OF SCIENCE AND TECHNOLOGY WHEREAS, the City of Dubuque, Iowa (City) owns the real property described as the Historic Federal Building, located at 350 West 6th Street in the City of Dubuque, Iowa; and WHEREAS, City and Iowa State University of Science and Technology have negotiated a proposed 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, 13th 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 proposed 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 Iowa State University of Science and Technology. 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 21st day of September, 2015, at 6:30 o'clock p.m. at the Historic Federal Building, Council Chambers, 350 W. 6th Street, Dubuque, Iowa. Passed, approved and adopted this 8th day of September, 2f'15 Roy D. B ol, Mayor Attest: Kew S. Firnstahl, City Clerk LEASE AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND IOWA STATE UNIVERSITY This Lease Agreement (the Lease) dated for reference purposes the 1st day of October, 2015 by the City of Dubuque, Iowa (Landlord) whose address for the purpose of this Lease is 50 West 13th Street, Dubuque IA 52001 , and Iowa State University of Science and Technology (Tenant) whose address for the purpose of this Lease is 1350 Beardshear Hall, Ames, Iowa 50011 . SECTION 1. PREMISES AND TERM. 1 .1 Landlord, in consideration of the rents, agreements and conditions herein contained, leases to Tenant and Tenant leases from Landlord, according to the terms of this Lease, the following described premises (the Leased Premises) situated in Dubuque County, Iowa: 835 sq. feet, second floor Federal Building, Room(s) 234 with the improvements thereon, and all rights, easements and appurtenances, which, more particularly, includes the space and premises as may be shown on attached Exhibit A, for a term of three (3) years (the Initial Term), commencing October 1 , 2015 (the Commencement Date), and ending at 11 :59 p.m. on September 30, 2018, upon the condition that Tenant pays rent therefor, and otherwise performs as in this Lease provided. 1 .2 Tenant has the option of renewing this Lease for two (2) one-year terms (the Renewal Terms) provided Tenant delivers notice of the exercise of such options not less than 60 days prior to the end of the then current term. 1 .3 During the Term, Tenant is also permitted to use the conference room which is available to all tenants. Tenant shall also have the right to use, in common with others, (a) the entrances, lobbies, stairs, elevators and corridors necessary for access to the Leased Premises, (b) the lavatories in the building; (c) the driveways and walkways necessary for access to the building, and (d) such other common areas and facilities as Landlord may designate from time to time ((a) through (d), collectively, the "Common Areas"). SECTION 2. RENTAL. Tenant agrees to pay to Landlord as rental for the Initial Term as follows: 2.1 Tenant will pay to Landlord as monthly rent for the Leased Premises the sum of Eight Hundred Thirty Five and No/100 dollars ($835.00) (the Base Rent) commencing 071415bal on October 1 , 2015 and on the 15t day of each month thereafter during the Initial Term of this Lease. All sums must be paid to the Finance Department at the address of Landlord, as above designated, or at such other place in Iowa, or elsewhere, as Landlord may, from time to time, designate in writing. Delinquent payments will draw interest at the lower of 9% per annum from the due date or the maximum rate permitted law, until paid. 2.2 If Tenant elects to renew this Lease as set forth in Section 1 .2, then upon the commencement of each Renewal Term the Base Rent will be increased by three percent (3%) of the previous year's Base Rent, and paid to Lessor on the 15t day of each month thereafter. SECTION 3. POSSESSION. Tenant will be entitled to possession on the first day of the Term of this Lease, and must yield possession to Landlord at the end of the Lease Term, except as herein otherwise expressly provided. SECTION 4. USE OF PREMISES. Tenant covenants and agrees during the Term of this Lease to use and to occupy the Leased Premises only for business use. SECTION 6. QUIET ENJOYMENT. Landlord covenants that its estate in said Leased Premises is in fee simple and that Tenant, if not in default, will peaceably have, hold and enjoy the Leased Premises for the Term of this Lease. Landlord has the right to mortgage all of its right, title, and interest in said Lease Premises at any time without notice, subject to this Lease. SECTION 6. EQUIPMENT, DECORATING, REPLACEMENT, REPAIR AND MAINTENANCE. 6.1 Definitions. (1) "Maintain" means to clean and keep in good condition. (2) "Repair" means to fix and restore to good condition after damage, deterioration or partial destruction. 6.2 Condition of Premises. Tenant takes the Leased Premises in its present condition, except for such repairs and alterations as may be expressly otherwise provided in this Lease, or as outlined in Exhibits B and C. As between Landlord and Tenant, Landlord shall be responsible for ensuring that the repairs and alterations described in Exhibits B and C are substantially completed prior to October 1 , 2015. If the repairs and alterations are not substantially completed prior to October 1 , 2015 and Tenant is unable to take possession of the Leased Premises, then the Commencement Date of the lease shall be adjusted to such date that the repairs and alterations are substantially completed and Tenant's obligation to pay rent shall not commence until the adjusted Commencement Date. If the lease commences after the 15t day of a month such that the first month of the lease is only a partial month, then Tenant's rent shall be 2 pro rated for such first month. If the repairs and improvements are not substantially completed such that Tenant cannot take possession within thirty days of the original Commencement Date, then the Landlord shall reimburse Tenant for expenses incurred by Tenant in locating and using alternative premises during the period of unavailability. If such unavailability continues for a period of sixty days or more from the original Commencement Date, Tenant may terminate this Lease upon written notice to Landlord without further obligations to Landlord. Tenant shall have no liability for the acts or omissions of the contractor performing the repairs and alterations outlined Exhibits B and C. 6.3 Repairs and Maintenance. (1) Landlord must replace and repair the structural parts of the building. For purposes of this Lease, the structural parts of the building are (a) the foundation, exterior walls, load bearing components of interior floors and walls, and the roof; (b) the mechanical, plumbing, electrical, HVAC and other building systems; and windows, plate glass and electrical fixtures outside of the structure. (2) Landlord is responsible for maintenance of all common area under Landlord's control. Tenant is responsible for all maintenance within the Leased Premises. (3) Each party must perform its responsibilities of repair and maintenance to the end that the Leased Premises will be kept in a safe and serviceable condition. Neither party will permit nor allow the Leased Premises to be damaged or depreciated in value by any act, omission to act, or negligence of itself, its agents or employees. 6.4 Equipment, Decorating and Alterations. (1) If Tenant desires for the following items of equipment, furnishings and fixtures to be replaced, they will be supplied and replaced by the parties as follows: Blinds: Tenant Carpet/Vinyl: Tenant; provided, however, that Landlord shall be responsible for installing vinyl flooring in the entryway to the Leased Premises and shall be responsible for having all of the carpeting in the Leased Premises cleaned. Landlord shall complete such installation and cleaning prior to Tenant taking possession (2) The foregoing equipment, furnishings or fixtures to be supplied by Tenant are subject to Landlord's prior written approval as to quality and method of installation. Such approval shall not be unreasonably withheld. Tenant will provide all trade equipment, furnishings and fixtures used in connection with the 3 operation of its business, such as telephones, computers, desks, chairs, shelving and similar items. (3) Tenant is be responsible for all interior decorating. Tenant may not make any structural alterations or improvements without the prior written consent of Landlord. 6.5 Americans With Disabilities Act. Tenant will make no unlawful use of the Leased Premises and agrees to comply with all valid regulations of the Board of Health, City Ordinances or applicable municipality, the laws of the State of Iowa and the Federal government, but this provision is not to be construed as creating any duty by Tenant to members of the general public, provided, however, responsibility for compliance with the Americans with Disabilities Act will be performed and paid for by the parties as follows: Common areas Landlord: 100% Tenants' area Initial compliance (specify) Landlord: 100% Future compliance Landlord: 100% SECTION 7. UTILITIES, SERVICES, PROPERTY TAXES. Utilities and services will be furnished and paid for by the parties as follows: PROVIDED BY: PAID BY: % Landlord % Tenant Electricity Landlord 100 0 Gas Landlord 100 0 Water and Sewer Landlord 100 0 Garbage/Trash Landlord 100 0 Property Taxes Tenant 0 100 Janitor/Cleaning Tenant 0 100 Common areas Landlord 100 0 Other: Tenant 0 100 Tenant agrees to reimburse Landlord for the property taxes attributable to the Leased Premises and paid by Landlord within thirty (30) days after receipt of a statement from Landlord for such property taxes. SECTION 8. TERMINATION, SURRENDER OF PREMISES AT END OF TERM -- REMOVAL OF FIXTURES. 8.1 Termination. This Lease will terminate upon expiration of the original Term; or if this Lease expressly provides for any option to renew, and if any such option is exercised by Tenant, then this Lease will terminate at the expiration of the option term 4 or terms. 8.2 Surrender. Tenant agrees that upon termination of this Lease it will surrender and deliver the Leased Premises in good and clean condition, except the effects of ordinary wear and tear and depreciation arising from lapse of time, or damage without fault or liability of Tenant. 8.3 Holding Over. Continued possession by Tenant, beyond the expiration of its tenancy, coupled with the receipt of the specified rental by Landlord (and absent a written agreement by both parties for an extension of this Lease, or for a new lease) will constitute a month to month extension of this Lease. 8.4 Removal of Fixtures. Tenant may, at the expiration of its tenancy, if Tenant is not in default, remove any fixtures or equipment which Tenant has installed in the Leased Premises, providing Tenant repairs any and all damages caused by removal. SECTION 9. ASSIGNMENT AND SUBLETTING. Any assignment of this Lease or subletting of the Leased Premises or any part thereof, without Landlord's written permission will, at the option of Landlord, make the rental for the balance of the Lease Term due and payable at once. Such written permission may not be unreasonably withheld. SECTION 10. INSURANCE. 10.1 Property Insurance. Landlord and Tenant agree to insure their respective real and personal property for the full insurable value. Such insurance must cover losses included in the Insurance Services Official Broad Form Causes of Loss (formerly fire and extended coverage). 10.2 Self-Insured. Tenant is an agency of the State of Iowa and does not purchase commercial insurance. In general, Tenant does not purchase commercial liability insurance because certain statutory protections are provided under Chapter 669 of the Code of Iowa. Chapter 669 authorizes claims against the State of Iowa on account of wrongful death, personal injury or property damage incurred by reason of the negligence of Tenant or its employees. Chapter 669 also sets forth the procedures by which such claims may be brought. This protection is applicable to all officers, employees and agents for their negligence while acting within the scope and course of their activities, in accordance with the statutes. Under Iowa law, coverage is continuous and does not expire. Worker's compensation coverage for Tenant employees is provided through provisions of Chapter 85 of the Code of Iowa, Section 85.57 and 85.58, Employees of the State. 10.3 Acts By Tenant. Tenant will not do or omit doing of any act which would invalidate any insurance, or increase the insurance rates in force on the Leased Premises. 5 10.4 Recommendations - Iowa Insurance Services Office. Tenant further agrees to comply with recommendations of Iowa Insurance Services Office and to be liable for and to promptly pay, as if current rental, any increase in insurance rates on said premises and on the building of which said Leased Premises are a part, due to increased risks or hazards resulting from Tenant's use of the Leased Premises otherwise than as herein contemplated and agreed. 10.5 Copy of Lease to Insurer. Landlord must provide a copy of this Lease to its insurer. SECTION 11. LIABILITY FOR DAMAGE. Each party agrees it is liable to the other for all damage to the property of the other negligently, recklessly or intentionally caused by that party, or their agents or employees. SECTION 12. INDEMNITY. To the extent permitted by Iowa Code Chapter 669 and other applicable laws, Tenant agrees to indemnify and hold harmless Landlord, its officers and employees, from and against any and all claims of any kind arising out of or related to Tenant's negligent or wrongful acts or omissions in connection with its performance of its obligations in this Lease. SECTION 13. FIRE AND CASUALTY. 13.1 Partial Destruction of Premises. In the event of a partial destruction or damage of the Leased Premises, which is a business interference which prevents the conducting of a normal business operation and which damage is repairable within 60 days after its occurrences, this Lease will not terminate but the rent for the Leased Premises will be abated during the time of such business interference. In the event of a partial destruction, Landlord will repair such damages within 60 days of its occurrence unless prevented from doing so by acts of God, government regulations, or other causes beyond Landlord's reasonable control. 13.2 Zoning. Should the zoning ordinance of the municipality in which this property is located make it impossible for Landlord to repair or rebuild so that Tenant is not able to conduct its business on the Leased Premises, then such partial destruction will be treated as a total destruction as provided in the next paragraph. 13.3 Total Destruction of Business Use. In the event of a destruction or damage of the Leased Premises including the parking area (if parking area is a part of this Lease) so that Tenant is not able to conduct its business on the Leased Premises or the then current legal use for which the Leased Premises are being used and which damages cannot be repaired within 60 days, this Lease may be terminated at the option of either Landlord or Tenant. Such termination in such event will be effected by written notice of one party to the other, within 20 days after such destruction. Tenant must surrender possession within 10 days after such notice issues and each party will be released from all future obligations, and Tenant must pay rent pro rata only to the date of such destruction. In the event of such termination of this Lease, Landlord at its option, may 6 rebuild or not, at its discretion. SECTION 14. CONDEMNATION. 14.1 Disposition of Awards. Should the whole or any part of the Leased Premises be condemned or taken for any public or quasi-public purpose, each party is entitled to retain, as its own property, any award payable to it. Or in the event that a single entire award is made on account of the condemnation, each party will then be entitled to take such proportion of said award as may be fair and reasonable. 14.2 Date of Lease Termination. If the whole of the Leased Premises is condemned or taken, the Lease shall be deemed terminated, each party will be released from all future obligations and Tenant must pay rent pro rata only to the date of such termination. SECTION 15. DEFAULT, NOTICE OF DEFAULT AND REMEDIES. 15.1 Events of Default. Each of the following constitutes an event of default: (1) Failure of Tenant to pay rent when due. (2) Failure of a party to observe or perform any duties, obligations, agreements or conditions imposed pursuant to terms of the Lease. (3) Abandonment of the Leased Premises, in which "Abandonment' means Tenant has failed to engage in its usual and customary business activities on the Leased Premises for more than fifteen (15) consecutive business days. (4) Institution of voluntary bankruptcy proceedings in which the Court orders relief against a party as a debtor; assignment for the benefit of creditors of the interest of a party under this Lease; appointment of a receiver for the property or affairs of a party, where the receivership is not vacated within ten (10) days after the appointment of the receiver. 15.2 Notice of Default. The aggrieved party must give the defaulting party a written notice specifying the default and giving the defaulting party ten (10) days in which to correct the default. If there is a default (other than for nonpayment of a monetary obligation of Tenant, including rent) that cannot be remedied in ten (10) days by diligent efforts, the defaulting party must propose an additional period of time in which to remedy the default. Consent to additional time may not be unreasonably withheld by the aggrieved party. The aggrieved party is not required to give the defaulting party any more than three notices for the same default within any 365 day period. 15.3 Remedies. In the event the defaulting party has not remedied a default in a timely manner following a Notice of Default, the aggrieved party may proceed with all available remedies at law or in equity, including but not limited to the following: 7 (1) Termination. The aggrieved party may declare this Lease to be terminated and must give the defaulting party a written notice of such termination. In the event of termination of this Lease due to Tenant's default, Landlord is entitled to prove claim for and obtain judgment against Tenant for the balance of the rent agreed to be paid for the Term herein provided, plus all expenses of Landlord in regaining possession of the Leased Premises and the reletting thereof, crediting against such claim, however, any amount obtained by reason of such reletting. (2) Forfeiture. If a default by Tenant is not remedied in a timely manner, Landlord may then declare this Lease to be forfeited and must give Tenant a written notice of such forfeiture, and may, at the time, give Tenant the notice to quit provided for in Chapter 648 of the Iowa Code if a court determines that Chapter 648 is applicable to Tenant as a state agency. SECTION 16. RIGHT OF EITHER PARTY TO MAKE GOOD ANY DEFAULT OF THE OTHER. If default is made by either party in the performance of, or compliance with, any of the terms or conditions of this Lease, and such default continues for thirty (30) days after written notice thereof from one party to the other, the person aggrieved, in addition to all other remedies now or hereafter provided by law, may, but need not, perform such term or condition, or make good such default and any amount advanced will be repaid forthwith on demand, together with interest at the rate of 9% per annum, from date of advance or the maximum rate permitted law, whichever is less. SECTION 17. SIGNS. Tenant may not attach, paint or exhibit any signs on the Leased Premises. SECTION 18. MECHANIC'S LIENS. Neither Tenant nor anyone claiming by, through, or under Tenant, may file or place any mechanic's liens or other lien of any kind or character whatsoever, upon said Leased Premises or upon any building or improvement thereon, or upon the leasehold interest of Tenant, and notice is hereby given that no contractor, sub-contractor, or anyone else who may furnish any material, service or labor for any building, improvements, alteration, repairs or any part thereof, may at any time be or become entitled to any lien on the Leased Premises, and for the further security of Landlord, Tenant covenants and agrees to give actual notice thereof in advance, to any and all contractors and sub-contractors who may furnish or agree to furnish any such material, service or labor. SECTION 19. [Intentionally Omitted]. SECTION 20. ENVIRONMENTAL. 20.1 Landlord. To the best of Landlord's knowledge to date: (1) Neither Landlord nor Landlord's former or present tenants are subject to 8 any investigation concerning the Leased Premises by any governmental authority under any applicable federal, state, or local codes, rules and regulations pertaining to air and water quality, the handling, transportation, storage, treatment, usage, or disposal of toxic or hazardous substances, air emissions, other environmental matters, and all zoning and other land use matters. (2) Any handling, transportation, storage, treatment, or use of toxic or hazardous substances that has occurred on the Leased Premises has been in compliance with all applicable federal, state and local codes, rules and regulations. (3) No leak, spill release, discharge, emission or disposal of toxic or hazardous substances has occurred on the Leased Premises. (4) The soil, groundwater, and soil vapor on or under the Leased Premises is free of toxic or hazardous substances. (5) Landlord assumes liability and will indemnify and hold Tenant harmless against all liability or expense arising from any condition which existed, whether known or unknown, at the time of execution of the Lease which condition is not a result of actions of Tenant or which condition arises after date of execution but which is not a result of actions of Tenant. 20.2 Tenant. Tenant expressly represents and agrees: (1) During the Lease Term, Tenant's use of the Leased Premises will not include the use of any hazardous substance without Tenant first obtaining the written consent of Landlord. Tenant understands and agrees that Landlord's consent is at Landlord's sole option and complete discretion and that such consent may be withheld or may be granted with any conditions or requirements that Landlord deems appropriate. (2) During the Lease Term, Tenant will be fully liable for all costs and expenses related to the use, storage, removal and disposal of hazardous substances used or kept on the Leased Premises by Tenant, and Tenant must give immediate notice to Landlord of any violation or any potential violation of any environmental regulation, rule, statute or ordinance relating to the use, storage or disposal of any hazardous substance. (3) Tenant, at its sole cost and expense, agrees to remediate, correct or remove from the Leased Premises any contamination of the property caused by any hazardous substances which have been used or permitted by Tenant on the Leased Premises during any term of this Lease. Remediation, correction or removal must be in a safe and reasonable manner, and in conformance with all applicable laws, rules and regulations. Tenant reserves all rights allowed by law to seek indemnity or contribution from any person, other than Landlord, who is or 9 may be liable for any such cost and expense. (4) To the extent permitted by Chapter 669 of the Iowa Code and other applicable law, Tenant agrees to indemnify and hold Landlord harmless from and against all claims, causes of action, damages, loss, costs, expense, penalties, fines, lawsuits, liabilities, attorney fees, engineering and consulting fees, arising out of or in any manner connected with hazardous substances, which are caused or created by Tenant on or after the date of this Lease and during any term of this Lease, including, but not limited to, injury or death to persons or damage to property, and including any diminution of the value of any Leased Premises which may result from the foregoing. This indemnity will survive the cessation, termination, abandonment or expiration of this Lease. SECTION 21. SUBSTITUTION OF EQUIPMENT, MERCHANDISE. ETC. 21 .1 Tenant's Property. During its tenancy, Tenant has the right to sell or otherwise dispose of any personal property of Tenant situated on the Leased Premises, when in the judgment of Tenant it has become obsolete, outworn or unnecessary in connection with the operation of the business on the Leased Premises. 21 .2 Inventory. Nothing herein contained will be construed as denying to Tenant the right to dispose of inventoried merchandise in the ordinary course of Tenant's trade or business. SECTION 22. RIGHTS CUMULATIVE. The various rights, powers, options, elections and remedies of either party, provided in this Lease, will be construed as cumulative and no one of them as exclusive of the others, or exclusive of any rights, remedies or priorities allowed either party by law, and may in no way affect or impair the right of either party to pursue any other equitable or legal remedy to which either party may be entitled as long as any default remains in any way unremedied, unsatisfied or undischarged. SECTION 23. NOTICES AND DEMANDS. All notices, demands, or other writings in this Lease provided to be given or made or sent, or that may be given or made or sent, by either party to the other, will be deemed to have been fully given or made or sent when made in writing and 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 LANDLORD: City of Dubuque, Iowa c/o City Manager City Hall 50 West 13th Street Dubuque, Iowa 52001 TO TENANT: Iowa State University 10 c/o Senior Vice President for Business and Finance 1350 Beardshear Ames, Iowa 50011 SECTION 24. CONSTRUCTION. Words and phrases herein, including acknowledgment hereof, will be construed as in the singular or plural number, and as masculine, feminine, or neuter gender according to the context. SECTION 26. COMPLIANCE WITH LAW. During the term of this Lease, Tenant must comply with all laws applicable to Tenant's use of the Leased Premises. SECTION 26. MISCELLANEOUS. 26.1 Governing Law. It is agreed that this Lease will be governed by, construed, and enforced in accordance with the laws of the State of Iowa. 26.2 Paragraph Headings. The titles to the paragraphs of this Lease are solely for the convenience of the parties and will not be used to explain, modify, simplify, or aid in the interpretation of the provisions of this Lease. 26.3 Modification of Agreement. Any modification of this Lease or additional obligation assumed by either party in connection with this Lease will be binding only if evidenced in writing signed by each party or an authorized representative of each party. 26.4 Parties Bound. This Lease binds and inures to the benefit of and applies to the respective successors and assigns of Landlord and Tenant. All references in this Lease to "Landlord" or "Tenant" will be deemed to refer to and include successors and assigns of Landlord or Tenant without specific mention of such successors or assigns. SECTION 27. FORCE MAJEURE. In the event that either party hereto will be delayed or hindered in or prevented from the performance of any act required hereunder by reason of strikes, lockouts, labor troubles, unavailability of construction materials, unavailability or excessive price of fuel, power failure, riots, insurrection, war, terrorist activities, explosions, hazardous conditions, fire, flood, weather or acts of God, or by reason of any other cause beyond the exclusive and reasonable control of the party delayed in performing work or doing acts required under the terms of this Lease (collectively Force Majeure), then performance of such act will be excused for the period of the delay and the period for the performance of any such act will be extended for a period equivalent to the period of such delay. CITY OF DUBUQUE, By: LANDLORD Michael C. Van Milligen City Manager 11 IOWA STATE UNIVERSITY, TENANT By: Warren R. Madden Senior Vice President for Business and Finance 12 EXHIBITA THE LEASED PREMISES /A i ol I , I 13 EXHIBIT B GRONEN PROPOSAL- MAY 4,2015 May 4,2015 Mr. Brian Perry Iowa State University Extension&Outreach Office 700 Locust Street Suite 210 Dubuque, IA 52001 RE: Iowa State University Extension&Outreach Federal Building Location 350 W. 6'1'Street I Dubuque, IA 52001 Dear Brian: On behalf of Gronen Restoration Inc., I would like to express our appreciation for the opportunity to provide you with this proposal for the above referenced project. The quotation to follow is based on our inspection of the existing facility,phone conversations with you,and updates that have been performed on the mechanical systems. Scope of Work Recommended [Reference Attachment# 1]: (1) Demo entry"L"shaped wall&patch plaster (2) Frame, insulate,&drywall partitions for(2)offices—[8'-0"walls] (3) Paint new office walls,entry wall, &associated millwork (4) Paint all existing office walls (5) Install all associated millwork&hardware on new offices (6) Remove all scrap&debris off-site (7) Provide&install a fire extinguisher&cabinet Mechanical Systems: ♦Office walls will be 8' high so existing HVAC&Fire sprinkler can remain unchanged Electrical Systems: ♦Lighting changes to accommodate new office locations ♦Allowance($2,000)for Data/Phone/Cable&lighting changes to accommodate newly constructed offices. ♦No changes to any power circuits ♦Electrical service&metering to remain as is We propose to furnish all labor,material, equipment,taxes and insurance to perform the work as described above @ 350 W.6"Street,Dubuque,IA for a cost of. $21,612. Our proposal includes building permit fees associated with the work identified above. Please contact me @ 563.581.2094 if you have any questions or require additional information. Thank you. Sincerely, GRONEN RESTORATION,Inc. Shawn J. -filborn Construction Manager Enclosure Cc: Nancy Kann Mary Gronen 1IPage PO b0A 1862 DMQUf • I0M 52004-1862 PHOU 563.557.7010 • fHX 563.6901610 gronenproperties.com • gronenrestoration.com EXHIBIT C FITPLAN 15 D 16 SITE ACCESS AGREEMENT BETWEEN j CITY OF DUBUQUE, IOWA, IOWA STATE UNIVERSITY, AND ROSKEK BUILDING MASTER TENANT, LLC This Agreement is made and entered into this 31st day of August, 2015, by and between the City of Dubuque, Iowa, an Iowa municipal corporation (City), Iowa State University of Science and Technology, a public institution of higher education (ISU) and Roshek Building Master Tenant, LLC (Roshek). WHEREAS, City is the owner of the real estate legally described as: 835 sq. feet, second floor Federal Building, Room(s) 234 350 West 6th Street Dubuque, Iowa i (the Site); and i WHEREAS, ISU and Roshek have entered into a Relocation Agreement as of August 31, 2015, pursuant to which ISU shall vacate its office space currently leased from Roshek and relocate to the Site; WHEREAS, City and ISU have tentatively agreed to a Lease Agreement for the Site commencing October 1, 2015 to facilitate such relocation; and WHEREAS, the Site requires build-out work in order to accommodate ISU's needs and Roshek has agreed in the Relocation Agreement to retain Gronen Restoration, Inc. to complete the build-out work, a copy of which Relocation Agreement is attached hereto; WHEREAS, ISU and Roshek have requested and City desires to allow ISU and Roshek and its contractors access to the Site to begin improvements of the Site prior to commencement of the Lease term; and WHEREAS, City is willing to allow such access on the terms and conditions set forth herein. NOW, THEREFORE., IT IS AGREED BY AND BETWEEN THE PARTIES AS FOLLOWS: A. Access to the Site. City hereby grants to Roshek and its contractors access to the Site and all parts thereof, upon reasonable notice to City, to make improvements consistent with the proposed Lease Agreement, commencing on the 1st day of September, 2015 and ending on the 1st day of October, 2015. Except as provided in Section D below, the expense of making the improvements shall be the responsibility of Roshek and ISU as set forth in the Relocation Agreement. B. Insurance. Roshek agrees to provide insurance at all times while on the { Site consistent with the attached Insurance Schedule. j C. Indemnification. Roshek assumes all risk of injury arising from or related to any condition of the Site and agrees to indemnify and hold harmless City, its officers, agents, and employees from and against any claim of any kind arising out of or caused by Roshek's or its contractor's presence on and use of the Site. D. Consequences if Lease Disapproved. If the City and ISU do not enter into the Lease Agreement such that ISU is unable to lease the Site, then the City shall be obligated to reimburse Roshek for the cost of the build-out work not to exceed $21,612.00 and ISU shall be fully relieved of such obligation under the Relocation Agreement. The City and ISU shall each act in good faith in negotiating and approving the Lease Agreement. CITY OF DUBUQUE, IOWA IOWA STATE UNIVERSITY OF SCIENCE AND TECHNOLOGY By: By: --c Michael an Milligen, City Manager Warren R. Madden, Senior Vice President for Business and Finance ROSHEK BUILDING MASTER TENANT, LLC i By: City of Dubuque Insurance Requirements for Tenants and Lessees of City Property or Vendors (Suppliers, Service Providers), and Right of Way Permit Holders Insurance Schedule A 1. shall furnish a signed Certificate of Insurance(COI)to the City of Dubuque, Iowa for the coverage required in Exhibit I prior to contract or lease commencement.All lessees of City property and Right of Way Permit Holders shall submit an updated COI annually. Each Certificate shall be prepared on the most current ACORD form approved by the Department of Insurance or an equivalent. Each certificate shall include a statement under Description of Operations as to why issued. Eg, Project # or Lease of premises at or construction of or right of way permitted location and description i 2. All policies of insurance required hereunder shall be with a carrier authorized to do business in Iowa and all carriers shall have a rating of A or better in the current A.M.Best's Rating Guide. 3. Each Certificate shall be furnished to the contracting department of the City of Dubuque. I 4. 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. 5. All required endorsements to various policies shall be attached to Certificate of insurance. 6. Whenever a specific ISO form is listed,an equivalent form may be substituted subject to the provider identifying and listing in writing all deviations and exclusions that differ from the ISO form. 7. Provider shall be required to carry the minimum coverage/limits,or greater if required by law or other legal agreement, in Exhibit I. 8. Whenever an ISO form is referenced the current edition of the form must be used. if provider's limits of liability are higher than the required minimum limits then the provider's limits shall be this agreement's required limits. Page 1 of 3 Schedule A Property Or Vendors July 2015.Doc City of Dubuque Insurance Requirements for Tenants and Lessees of City Property or Vendors (Suppliers, Service Providers), and Right of Way Permit Holders Insurance Schedule A (continued) Exhibit I A) COMMERCIAL GENERAL LIABILITY General Aggregate Limit $2,000,000 Products-Completed Operations Aggregate Limit $1,000,000 I Personal and Advertising Injury Limit $1,000,000 j Each Occurrence $1,000,000 I Fire Damage Limit(any one occurrence) $ 50,000 i Medical Payments $ 5,000 a) Coverage shall be written on an occurrence,not claims made,form.The general liability coverage shall be written in accord with ISO form CG0001 or business owners form BP0002. All deviations from the standard ISO commercial general liability form CG 0001,or Business owners form BP 0002,shall be clearly identified. b) Include ISO endorsement form CG 25 04"Designated Location(s)General Aggregate Limit." c) Include endorsement indicating that coverage is primary and non-contributory. d) Include endorsement to preserve Governmental Immunity.(Sample attached). e) Include an endorsement that deletes any fellow employee exclusion. f) Include additional insured endorsement for: The City of Dubuque, including all its elected and appointed officials,all its employees and volunteers, all its boards,commissions and/or authorities and their board members, employees and volunteers. Use ISO form CG 20 10. (Ongoing operations). g) If vendor utilizes Trikkes or Segways in the conduct of business,include an endorsement reflecting that these vehicles are not excluded from Commercial General Liability coverage. B) WORKERS'COMPENSATION &EMPLOYERS LIABILITY Statutory benefits covering all employees injured on the job by accident or disease as prescribed by Iowa Code Chapter 85 as amended. Coverage A Statutory—State of Iowa Coverage B Employers Liability Each Accident $100,000 Each.Employee-Disease $100,000 Policy Limit-Disease $500,000 Policy shall include an endorsement providing a waiver of subrogation to the City of Dubuque. I I i I Page 2 of 3 Schedule A Property Or Vendors July 2015.Doc City of Dubuque Insurance Requirements for Tenants and Lessees of City Property or Vendors (Suppliers, Service Providers), and Right of Way Permit Molders i i Preservation of 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 maybe amended from time to time. I 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 Politer.The above preservation of governmental immunities shall not otherwise change or alter the coverage available under the policy. SPECIMEN i I IiI 1 Page 3 of 3 Schedule A Property Or Vendors July 2015.Doc RELOCATION AGREEMENT I This Relocation Agreement is entered into this 31"day of August, 2015 between i Roshek Building Master Tenant, LLC ("Roshek") and Iowa State University of Science j and Technology("ISU"). Recitals A. ISU, as tenant, currently leases office space from Roshek in that building locally known as the Roshek Building, 700 Locust St., Dubuque, Iowa, and the lease for such space expires October 31, 2015 ("Roshek Lease"); B. In order to accommodate a large new tenant at the Roshek Building, ISU has agreed to relocate its offices to the Federal .Building pursuant to a Lease Agreement with the City of Dubuque, Iowa(the"New Office")prior to expiration of the Roshek Lease; C. The New Office will require build-out work to accommodate ISU's needs; D. Roshek is willing to arrange for such a build-out and to otherwise provide accommodations to ISU for vacating the Roshek Building prior to the expiration of the Roshek Lease; E. The parties desire to set forth their agreement regarding such matters in writing; Therefore, in consideration of the mutual terms and conditions set forth herein, the parties agree as follows: 1. Build-Out. Roskek shall retain Gronen Restoration, Inc., as Construction Manager, and shall complete the build-out set forth in a proposal from Gronen Restoration, Inc.to TSU dated May 4, 2015, a copy of which is attached hereto as Exhibit A and by this reference made a part hereof(the "Build-Out Obligation"). Roshek shall substantially complete the Build-Out Obligation by October 1, 2015. 2. Pa moment for Build-Out. Roshek shall pay Gronen Restoration for the work necessary to complete the Build-out Obligation. TSU shall reimburse Roshek for the cost of the Build-out Obligation up to a maximum of$21,612.00 ("Build-Out Cost"). After completion of the Build-Out Obligation,Roshek shall invoice ISU for the Build-Out Cost. ISU shall pay such invoice within thirty days. If Roshek does not complete the Build-Out Obligation by November 30, 2015 and ISU tenninates its lease for the New Space because of such delay, TSU shall have no obligation to pay the Build-Out Cost. 3, Additional Improvements. If the parties mutually agree in writing to have additional improvements made to the New Space that are outside the scope of the Build- Out Obligation, then the cost for such additional improvements shall be added to the Build-Out Cost. I 4. Relocation. ISU shall relocate its offices from the Roshek Building to the New Office pursuant to the terms of a separate lease agreement with the City of Dubuque, I Iowa (the "New Lease"). TSU shall vacate the Roshek Building after the Build-Out Obligation has been substantially completed and the landlord for the New Office gives ISU possession of the New Office. 5. Rent Credit. Roshek shall credit against the Build-Out Cost any rent paid by ISU pursuant to the Roshek Lease that is attributable to the period after ISU vacates the Roshek Building (e.g., if ISU pays$1,500.00 as monthly rent under the Roshek Lease on October 1, 2015 but vacates the Roshek Building on October 15, 2015, ISU shall receive a credit for the period October 15th to October 31 st in the amount of$800.00 which would be credited against the Build-Out Cost). 6. Moving Expenses. Roshek shall reimburse ISU for moving expenses ISU incurs i in relocating from the Roshek Building to the New Office up to a maximum of$5,000.00 ("Moving Expenses"). ISU shall submit to Roshek documentation of the Moving Expenses. Within 30 days of receipt of the documentation, Roshek shall reimburse ISU for such documented Moving Expenses. i 7. Roshek Lease. The Roshek Lease shall be deemed terminated as of the date ISU vacates the Roshek Building, and ISU shall have no further obligations under the Roshek Lease. If there is any conflict between the Roshek Lease and this Relocation Agreement,this Relocation Agreement shall control. I 8. Miscellaneous. This Relocation Agreement shall be governed by and construed under the laws of the State of Iowa. This Relocation Agreement shall be binding upon the parties hereto and their successors and assigns. In the event of a breach of this Relocation Agreement by either party, the non-breaching party shall be entitled to all rights and remedies available at law or equity. Roshek Building Master Tenant, LLC By:� Iowa State University of Science and Technology -_? it By: Warren R. Madden, Senior Vice President for i Business and Finance EXHIBIT A May 4,2015 Mr. Brian Perry Iowa State University Extension&Outreach Office 700 Locust Street Suite 210 Dubuque, IA 52001 i RE: Iowa State University Extension&Outreach j Federal Building Location 350 W.611'Street I Dubuque,IA 52001 Dear Brian: i On behalf of Gronen Restoration Inc., I would like to express our appreciation for the opportunity to provide you with this proposal for the above referenced project. The quotation to follow is based on our i inspection of the existing facility,phone conversations with you,and updates that have been performed on the mechanical systems. Scope of Work Recommended[Reference Attachment# I]: (1) Demo entry"L"shaped wall&patch plaster (2) Frame,insulate,&drywall partitions for(2)offices—[8'-0" walls] (3) Paint new office walls,entry wall, &associated millwork (4) Paint all existing office walls (5) Install all associated millwork&hardware on new offices (6) Remove all scrap&debris off-site (7) Provide&install a fire extinguisher&cabinet Mechanical Systems: ♦Office walls will be 8'high so existing HVAC&Fire sprinkler can remain unchanged Electrical Systems: a Lighting changes to accommodate new office locations ♦Allowance($2,000)for Data/Phone/Cable&lighting changes to accommodate newly constructed offices. ♦No changes to any power circuits `Electrical service&metering to remain as is We propose to furnish all labor,material,equipment,taxes and insurance to perform the work as described above @ 350 W.611 Street, Dubuque,IA for a cost of:$21,612. Our proposal includes building permit fees associated with the work identified above. Please contact me @ 563.581.2094 if you have any questions or require additional information. Thank you. Sincerely, GRONEN I•• I�2ATION,Inc. Shawn J.7lilborn Construction Manager Enclosure I Cc: Nancy Kann Mary Gronen i i I I P a g e PO hon 1862 DOME IOWO 52004-1862 Pllou 563.5577010 fBR 563690-1610 gronenpropertles.com - gronenrestoration.com