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HomeMy WebLinkAbout2022-4063Docu$ign Envelope ID; 03993B69-AFFE-41137-131399-6F97CA025973 CONTRACT #2022-4063 PARKING STALL LEASE s -, THIS PARKING STALL LEASE ("Lease") is entered into this I day of J(, 3"—* 2020, by and between City of Columbia Heights with the address of 590 40'h Avenue NE, Columbia Heights, MN 55421, hereinafter referred to as "Lessor" and Fairview Health Services, a Minnesota nonprofit corporation with an address of 2450 Riverside Avenue south, Minneapolis, MN 55454, hereinafter referred to as "Lessee" for stalls in the parking ramp located at 4025 Van Buren Street adjacent to the building at 4000 Central Ave NE, Columbia Heights, MN (the "Parking Ramp.") The Lessor and the Lessee shall also be referred to herein each as a "Party", and collectively as the "Parties". RECITALS WHEREAS, Lessor owns the Parking Ramp located at 4025 Van Buren Street, Columbia Heights, Minnesota, which contains 310 parking stalls; and WHEREAS, Lessor and Lessee were previously parties to an agreement under which Lessee operated the Parking Ramp for Lessor, which was open to free use by the public, which agreement terminated December 31, 2019; and WHEREAS, Lessee owns a building adjacent to the Parking Ramp and needs parking stalls for its employees, agents, consultants, affiliates, guests, and invitees; and WHEREAS, Lessor has agreed to lease to Lessee and Lessee has agreed to lease from Lessor, parking stalls in the Parking Ramp, on the terms and conditions herein contained. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby covenant and agree as follows: 1. Leased Stalls. Based on the terms and information stated in the recitals above, which is an integral part of this Lease and is incorporated herein, Lessor hereby Ieases to Lessee 130 parking stalls in the Parking Ramp and access thereto ("Leased Stalls"). On May 1 of each year of the term, the Parties by mutual agreement may adjust the number of stalls needed if Lessee's utilization changes by more than 10%. 2, Term. The Lease shall be for an initial five (5) year tern commencing on June 1, 2020 (the "Effective Date") and terminating on May 31, 2025, (the "Term"). Gross Rent. During the Term, the Lessee shall make monthly gross rent payments to the Lessor in the amount of $2,600 ($20 per stall) per month on or before the first day of each month ("Rent"), beginning on the Effective Date. The Lessee shall make each Rent payment to the Lessor at the Lessor's address set forth above, or at such other place or to such other persons or entities as the Lessor from time to time may designate to the Lessee in writing. DocuSign Envelope ID: 03993B69-AFFE-41 B7-BB99-6F97CA025973 4. Service Provided; Repairs, Maintenance and Alterations. The Lessor shall have the full and sole responsibility for the condition, operation, repair, replacement and maintenance of the Parking Ramp during the Term. The Lessor shall maintain the Parking Ramp in substantially good condition of repair and appearance during the Term, ordinary wear and tear and casualty excepted. The Lessor shall keep the Parking Ramp clear of snow and debris, shall keep the green space and perimeter sidewalks clear of snow and debris and shall maintain grass. If the Lessor needs to make alterations, additions or improvements (herein referred to as "Improvements") to the Parking Ramp, it shall provide the Lessee with written notice prior to the Improvements, and if necessary, adequate nearby parking during this Improvement period. By June 30, 2020, the Lessee agrees to pay the Lessor a one- time payment of $91,500 for deferred maintenance. 5. Lessee's Use. The Lessee's sole use of the Leased Stalls shall be for parking for its employees, agents, consultants, affiliates, guests, and invitees. 6. Indemnity; Insurance. Lessee shall indemnify Lessor (and its officers, directors and employees) against, and save Lessor (and its officers, directors and employees) harmless from, any and all losses, damages, claims, liabilities, judgments, costs and expenses (including the reasonable cost and expense of defending any claim) (collectively, "Losses"), arising directly or indirectly during the term of this Lease out of any act, omission or negligence of Lessee, its agents, employees, consultants, affiliates, guests, invitees and third party assignees, and designees. Lessee will carry general liability insurance reasonably sufficient to cover its indemnification obligations hereunder and shall, upon request, provide Lessor a Certificate(s) of Insurance naming Lessor as additional insured under such insurance. 7. Default. h1 the event that the Lessee shall fail to pay Rent or any part thereof when due or shall violate or fail to perform any of the covenants hereof on the part of the Lessee to be performed (each such event, a "Default"), after providing written notice of such Default, and if the Default is not cured within twenty (20) days of such notice, the Lessor may: a. Re-enter the Leased Stalls by summary proceedings or otherwise and re -let the Leased Stalls to a third party or parties, making commercially reasonable efforts therefor, and upon receiving rent therefrom, applying the same first to the payment of Rent and other fees and expenses accruing hereunder, and the balance, if any, to be retained by Lessor; provided, however, that the Lessee shall remain liable for the equivalent of the amount of all Rent and other payments due, as the case may be, throughout the remaining term of this Lease to the extent such amounts are not mitigated by such third party lessee or lessees; or b. Terminate this Lease and resume possession of the Leased Stalls wholly discharged from this Lease. If the Lessor terminates this Lease as set forth in this Section 7, then immediately upon such termination, all rights and obligations whatsoever of the Lessee and of its successors and assigns under this Lease, so far as the same may relate to the unexpired portion of the term hereof, shall cease. DocuSign Envelope ID: 039931369-AFFE-4I B7-BB99-6F97CA025973 8. Qption to Renew. The Lessee will have the option to renew for 2 consecutive 5-year periods by notifying the Lessor 90 days prior to the expiration of the Lease. The Rent will be $22 per parking stall for the first option period and $24 per stall for the second option period. 9. Early Termination. Notwithstanding any other term of this Lease to the contrary, (and in addition to the Parties' other rights herein to terminate this Lease), during the Term the Lessee shall have the right to terminate this Lease by providing not less than one (1) year written notice to the Lessor. Upon any such termination, this Lease shall terminate and expire on the date specified in such notice as if this Lease had expired by lapse of time. 10. Successors and Assigns. Except as otherwise set forth in this Lease, the agreements and conditions in this Lease shall be binding upon each Party and its successors and assigns and shall inure to the benefit of each Party and its successors and assigns. 11. Quiet Enjoyment. Upon the Lessee's payment of the Rents and other required payments herein provided, and upon the Lessee's observance and performance of all the covenants, terms and conditions to be observed and performed pursuant to this Lease, the Lessee shall peaceably and quietly hold and enjoy the Leased Stalls for the term hereby demised without hindrance or interruption by the Lessor or any other person or persons lawfully or equitably claiming by, through or under the Lessor.. 12. Force Majeure. The time within which either party shall be required to perform any covenant or obligation in this Lease shall be extended, without liability to the other party, if the performance or non-performance of the covenant or obligation is delayed, caused or prevented by an act of Force Majeure, provided, however, that such party claiming Force Majeure gives reasonable notice to the other party of the Force Majeure occurrence causing such delay or non-performance. For purposes of this Lease, "Force Majeure" shall mean any circumstance beyond a Party's control, including but not limited to, an act of God; fire; earthquake; flood; explosion; actions or the elements of war; invasion; insurrection; riot; mob violence; sabotage; terrorist act; epidemic or pandemic; inability to procure equipment, facilities, materials or supplies in the open market; failure of power; failure of transportation; strikes; lockouts; actions of labor unions; condemnation; requisition; laws; or orders of governments or civil or military authorities. The non -performing Party shall be diligent in attempting to remove any such cause and shall promptly notify the other Party of the extent and probable duration of such cause. 13. Notices. All notices sent or required to be sent hereunder shall be sent in writing by personal delivery, nationally recognized courier service, or registered or certified mail, return receipt requested, postage prepaid, and in each case to the addresses set forth in the caption to this Lease above or to either Party at such other address as such Party may designate by notice to the other Party. 14. Waiver; Invalidity of Particular Provision. The failure of a Party to exercise or enforce any of its rights under this Lease shall not be a waiver of those rights and shall not affect any other right of that Party under this Lease. In the event that any provision of this Lease shall be found to be void or unenforceable, such findings shall not be construed to render any other provision of [his Lease either DocuSign Envelope ID: 039931369-AFFE-41 B7-BB99-6F97CA025973 void or unenforceable and all other provisions shall remain in full force and effect unless the provisions which are invalid or unenforceable shall substantially affect the rights or obligations granted to or undertaken by either Party. 15. Construction, Section Headings. Each term and each provision of this Lease to be performed by the Parties shall be construed to be both a covenant and a condition. The paragraph headings throughout this Lease are used for convenience only, and shall not be held to explain, modify, amplify or otherwise aid in the interpretation, construction or meaning of this Lease. 16. No Merger of Title. There shall be no merger of this Lease nor of the leasehold estate created by this Lease with the fee estate in or ownership of any of the Parking Ramp by reason of the fact that the same person or entity may acquire, hold or own, directly or indirectly, (a) the leasehold estate created by this Lease or any part thereof or interest therein or any interest of the Lessee in this Lease, and (b) the fee estate or ownership of any of the Parking Ramp or any interest in such fee estate or ownership; and no such merger shall occur unless and until all persons or entities having any interest in (i) this Lease as the Lessee or the leasehold estate created by this Lease, and (ii) this Lease as the Lessor or the fee estate in or ownership of the Parking Ramp or any part thereof sought to be merged shall join in a written instrument effecting such merger and shall duly record the same. 17. Surrender. The Lessee shall (a) on the last day of the term hereof, (b) upon any earlier termination permitted under this Lease, and (c) upon any permitted entry or re-entry by the Lessor upon the Leased Stalls, peaceably leave and surrender the Leased Stalls into the possession and use of the Lessor without fraud or delay in good order, condition and repair without violations, reasonable wear and tear and casualty excepted. 18. Subordination of Lease. This Lease and the term and estate granted herein are and shall be subject and subordinate to the lien of all institutional mortgages which may now or at any time hereafter affect all or any portion of the Lessor's interest in the Leased Stalls, and to all renewals, modifications, consolidations, replacements and extensions thereof. 19. Effective Law. This Lease shall be governed by, construed and enforced in accordance with the laws of the State of Minnesota. Lessor and Lessee waive their right to trial by jury in any action, proceeding or counterclaim brought by either of the parties against the other, or with respect to any issue or defense raised therein, on any matters whatsoever arising out of or in any way connected with this Lease. 20. Entire Agreement. This Lease contains the entire agreement between the parties. No representative, agent or employee of Lessor has been authorized to make any representations, warranties or promises with respect to the letting, or to vary, alter or modify the provisions of this Lease. No additions, changes, modifications, renewals or extensions of this Lease, shall be binding unless reduced to writing and signed by both parties. 21. Counterparts. This Lease may be executed in one or more counterparts, each of which shall be an original, and all of which constitutes one and the same Lease. [electronic signature as well] DocuSign Envelope ID: 03993B69-AFFE-41 B7-BB99-6F97CA025973 22. Miscellaneous. Lessor and Lessee agree that all information, documentation and or data regarding this transaction shall be governed by the Minnesota Data Practices Act, and shall be classified, maintained, and released pursuant thereto. Except as is hereinabove set forth, all terms, provisions and covenants of the Lease shall remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties hereto have duly executed this Parking Stall Lease Agreement as of the day and year first above written. LESSOR: CITY OF COLUMBIA HEIGHTS By: Its: Cn�U r(�tlrao t� J J Date: kol'IIawpu LESSEE: FAIRVIEW HEALTH SERVICES By: E1-D Slgnedd by: 1�^*^� a W `911339C39 MEC... COO and CNE Its: Date: 6/4/2020 DocuSign Envelope lD'96186CBE-BB5C-475C-8303-13BFB70C2A5C III A collaboration among the University of Minnesota, HEALTHUniversity of Minnesota Physicians and Fairview Health Services FAIRVIEW September 9, 2021 By Certified Mail Kelli Bourgeois City Manager City of Columbia Heights 590 40th Ave NE Columbia Heights, MN 55421 Re: Parking Stall Lease dated June 1, 2020 ("Lease"), by and between City of Columbia Heights ("Lessor") and Fairview Health Services ("Lessee") regarding the stalls in the parking ramp located at 4025 Van Buren Street adjacent to the building at 4000 Central Ave NE, Columbia Heights, MN Dear Kelli: In accordance with Lease referenced above, Tenant is hereby providing notice that they will be vacating the parking ramp stalls as of September 30, 2022. If you have any questions with respect to the above, please contact me at jill.lamere@cushwake.com or (612) 263-9888. Thank you. Sincerely, M Health Fairview Lpz� lgooed by: By:&,wtr Paul J. Onufer Vice President and Executive System Operations mhealthfairview.org