HomeMy WebLinkAbout2008 11-10 EDAP EDA MEETING
City of Brooklyn Center
November 10, 2008 AGENDA
1. Call to Order
—The EDA requests that attendees turn off cell phones and pagers during the meeting. A
copy of the full City Council packet, including EDA (Economic Development Authority),
is available to the public. The packet ring binder is located at the front of the Council
Chambers by the Secretary.
2. Roll Call
3. Approval of Agenda and Consent Agenda
-The following items are considered to be routine by the Economic Development
Authority (EDA) and will be enacted by one motion. There will be no separate
discussion of these items unless a Commissioner so requests, in which event the item will
be removed from the consent agenda and considered at the end of Commission
Consideration Items.
a. Approval of Minutes
1. October 13, 2008 Regular Session
4. Commission Consideration Items
a. Resolution Approving Lease Agreement with Innovative Presentations Inc. for the
Foreman's House, Carriage House and Gazebo at the Earle Brown Heritage
Center, and Authorizing the EDA Executive Director to Execute Said Agreement
Requested Commission Action:
—Motion to adopt resolution.
5. Adjournment
EDA Agenda Item No. 3a
MINUTES OF THE PROCEEDINGS OF THE
ECONOMIC DEVELOPMENT AUTHORITY
OF THE CITY OF BROOKLYN CENTER
1N THE COUNTY OF HENNEPIN AND THE
STATE OF MINNESOTA
REGULAR SESSION
OCTOBER 13, 2008
CITY HALL COUNCIL CHAMBERS
L CALL TO ORDER
The Brooklyn Genter Economic Development Authority (EDA) met in Regular Session called to
order by President Tim Willson at 8:35 p.m.
2. ROLL CALL
President Tim Will n O' nnor Dan R an and Mark
so and Commissioners Kay Lasman, Mary Co y,
Yelich. Also present were Executive Director Curt Boganey, Fire Chief Lee Gatlin, Community
Development Director Gary Eitel, City Attorney Charlie LeFevere, and Carol Hamer, TimeSaver
Off Site Secretarial, Inc.
3. APPROVAL OF AGENDA AND CONSENT AGENDA
Commissioner O'Connor stated in relation to a roval of the Jul 14 200& EDA minutes she
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believes she voted in opposition to Item 4a. She would like staff to look into how she voted on
this item.
It was noted that Commissioner O'Connor is able to correct the minutes to change her vote on
item 4a, rather then devoting staff time for this research.
The majority consensus of the EDA was not to accept the above correction to the July 14, 2008,
EDA minutes.
Commissioner Yelich moved and Commissioner Ryan seconded approval of the Agenda and
Consent Agenda, and the following item was approved:
3a. APPROVAL OF MINUTES
1. July 14, 2008 Regular Session
Commissioner O'Connor voted against the same. Motion passed.
10/ 13/08 -1- DRAFT
4. COMMISSION CONSIDERATION ITEMS
4a. RESOLUTION NO. 2008-10 APPROVING LEASE AGREEMENT WITH
BROOKLYN HOTEL PARTNERS, LLC FOR THE "D" BARN AT THE EARLE
BROWN HERITAGE CENTER AND AUTHORIZING THE EDA EXECUTIVE
DIRECTOR TO EXECUTE SAID AGREEMENT
Mr. Boganey introduced the item, discussed the history, and stated the purpose of the proposed
resolution.
There was discussion on the lease, specifically in relation to the estimate of $2.00 per square foot
for roperty taxes. Mr. Boganey noted that the EBHC has historically been paying property t�es
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on the "D" Barn and the Inn. With the proposed lease the tenant will pay for these ta�es.
Commissioner Ryan moved and Commissioner Lasman seconded adoption of EDA
RESOLUTION NO. 2008-10 Approving Lease Agreement with Brooklyn Hotel Partners, LLC
for the "D" Barn at the Earle Brown Heritage Center and Authorizing the EDA Executive
Director to Execute Said Agreement.
Commissioner O'Connor voted against the same. Motion passed.
5. ADJOURNMENT
Commissioner Lasman moved and Commissioner Ryan seconded adjournment of the Economic
Development Authority meeting at 8:45 p.m.
Motion passed unanimously.
10l13/08 -2- DRAFT
EDA Agenda Item No.
4a
City of Brooklyn Center
A Millennium Community
TO: Curt Boganey, City Manager
FROM: Jim Glasoe, Director of Community Activities,
Recreation and Services
DATE: November 6, 2008
SUBJECT: Resolution Approving Lease Agreement with Innovative Presentations
Inc. for the Foreman's House, Carriage House and Gazebo at the Earle
Brown Heritage Center, and Authorizing the EDA Executive Director to
Execute Said Agreement
Recommendation:
Staff is supportive of the lease and recommends its execution, as it provides a
complimentary amenity for the conference and events portion of our operation.
Background:
Negotiations for a revised development agreement for a hotel next to the Earle
Brown Heritage Center, has resulted in the hotel developer (Brooklyn Hotel Partners
LLC.) leasing the current "D" Barn space for a spa operation. This has displaced the
current D Barn tenants.
One of these tenants, (Innovative Presentations Inc.) has agreed to lease space in the
former "Inn on the Farm" space and remain on site.
Staff has worked with the City Attorney's office and Innovative Presentations Inc. to
develop a lease agreement for the Foreman's House, Carriage House and Gazebo spaces
that is acceptable to both parties. The basic parameters of the lease are as follows:
Lease commences December 15, 2008.
Base rent of $17.00 per square foot. (based on an anticipated lease of 1,511 square
feet) The $17.00 per square foot rate includes Common Area Maintenance fee of
$3.00 per square foot and property taxes of $2.00 per square foot.
Lease Term to be three (3) years with one three (3) year extension.
25% discount on all rental of audio/visual equipment for the duration of the lease
and the extension.
Tenant responsible for all interior maintenance.
Landlord responsible for all utilities and exterior building maintenance.
All building remodeling plans require City approvaL
6301 Shingle Creek Parkway Recreation and Community Center Phone TDD Number
Brooklyn Center, MN 55430-2199 (763) 569-3400
City Hall TDD Number (763) 569-3300 FAX (763) 569-3434
FAX (763) 569-3494
www.cityofbrooklyncenter.org
As the former "Inn" rooms are relatively small and significantly restrict any alternate use,
EBHC has agreed to pay all costs related to converting the space to commercial use. To
date, $4,666.74 has been expended for an architectural and engineering firm to design the
improvements. Request for proposals were solicited for the work, making the total
estimated project cost $65,511.74.
Budget Issues:
Funding for this improvement will come from a$30,000 allocation in the EBHC Capital
Plan (originally targeted as Inn carpet replacement), proceeds from the sale of the Inn
furnishings $19,430 and savings from several 2008 Capital projects that came in
substantially under budget (i.e. Energy Management System budgeted at $75,000, actual
cost $49,300, savings $25,700) for total of $75,130.
The aforementioned lease will generate approximately $25,687 annually. Additionally,
the equipment discount should provide for a savings of approximately $4,000 annually.
The lease amount, plus the savings ($29,687) should offset the build-out costs in
approximately 2.2 years.
In total, the lease amount and equipment discount will generate a net lease rate of $19.65
per square foot.
LEASE
THIS INDENTURE (the "Lease") made and entered into on this day of
2008, by and between Economic Development Authority of the City of Brooklyn Center, a public
body corporate and politic under Minnesota. law, whose address is c/o General Manager, Earle
Brown Heritage Center, 6155 Earle Brown Drive, Brooklyn Center, MN 55430 (refened to as
"Landlord") and Innovative Presentations Inc., a corporation u.nder Minnesota law, whose address is
6235 Earle Brown Drive, Suite 200, Brooklyn Center, MN 55430 (hereinafter referred to as
"Tenant").
WITNESSETH:
ARTICLE I— BASIC LEASE PROVISIONS
1.1 LANDLORD: Brooklyn Center Economic Developrnent Authority
6155 Earle Brown Drive
Brooklyn Center, MN 55430
1.2 TENANT: Innovative Presentations Inc.
6235 Earle Brown Drive, Suite 200
Brooklyn Center, MN 55430
1.3 DEMISED PREMISES: 6150 Surrunit Drive North, Suite 100, Brooklyn Center, MN
55430, more specifically identified on E�iibit A atta.ched
hereto, consisting of 1,511 square feet and located withui the
complex known as the Earle Brown Herita.ge Center
("Center").
1.4 ORIGINAL TERM: Three (3) years.
1.5 TERM C011�IlVIEENCEMENT
DATE: December 15, 2008
1.6 RENT COMMENCEMENT
DATE: December 31, 2008
1.7 RENEWAL TERMS: One renewal of three years, as more specifically set forth at
Section 2.3 of this Lease.
1.8 BASE RENT: Twenty five thousand six hundred eighty seven ($25,687.00
per annum), payable in monthly installments of two thousand
one hundred foriy ($2,140.00) on or before the first day of
each month, subject to adjustment as set forth in Article 3
below.
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ARTICLE II- GR.ANT; TERM AND EXTENSION OPTIONS
2.1 DEMISED PRENIISES; COMMON AREAS. In consideration of the rents,
covenants and agreements herein reserved and contained on the part of Tenant to be performed,
Landlord does hereby lease to Tenant the office space designated as Suite 100, consisting of 1,511
square feet and located on the parcel of land at 6150 Stunmit Drive North, Suite 100, Brooklyn
Center, Minnesota, County of Hennepin, Sta.te of Minnesota legally described on E�iibit A
attached hereto (hereinafter referred to as the "Demised Premises"). As part of the lease of the
Demised Premises, Landlord hereby leases to Tenant all fixtures and equipment located in or on the
Demised Premises. Throughout the term of this Lease, Tenant shall have: (a) the exclusive right to
use the leasehold improvements in the Demised Premises; and (b) the non-exclusive right to use the
parking lot located south of the Demised Premises and sidewalks between the Demised Premises
and parking lot, in common with Land.lord and other tenants of the Center and their respective
agents, employees, and invitees. Tenant's non-exclusive use of the sidewalks and parking lot shall
be subject to such reasonable limita.tions as Landlord may from time to tiine impose, as long as
such limitations do not interfere in any material respect with Tenant's rights to obtain access to the
Demised Premises.
2.2 TERM COMI��NCEMENT. The term of this Lease shall commence upon
December 15, 2008 and the lease shall expire on December 31, 2011, subject to renewal as
provided in section 2.3 below (the "Term Exniration Date"), unless sooner ternunated as provided
in this Lease.
2.3. AUTOMATIC RENEWAL. This Term of tlus Lease shall be automatically
extended for an additional three year period (the `Bxtended Term") unless, at least 120 days prior to
the Term Expiration Date, the Tenant provides Landlord with written notice of Tenant's intention
not to renew. From and after commencement of the Extended Term, all of the other terms,
covenants and conditions of the Lease shall apply, and references to the Term shall be deemed to
include the Extended Term.
2.4. TERNIINATION BY NOTICE. Either party may teiminate this Lease by giving
written notice to the other party at least 120 days in advance of the date of termination.
ARTICLE III RENT
3.1 RENT COMI��NCEMENT. Tenant's obligation to pay rent will commence on
Rent Commencement Date.
3.2. RENT. Following the Rent Commencement and during the term hereof Tenant
agrees to pay to Landlord at Earle Brown Heritage Center, 6155 Earle Brown Drive, Brooklyn
Center, Minnesota 55430 or at such other place as the Landlord may from time to time designate in
writing, "base rent" for the Demised Premises as set forth at Section 1.8 above. Such payments
shall be made in advance on the first of each month, without deduction or set-off. Rent for any
partial month sha11 be pro rated.
3.3 ADNSTMENTS TO RENT. [intentionally omitted]
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3.4 ADDITIONAL RENT. Any other charges to be paid by the Tenant pursuant to the
provisions of any other sections of this Lease shall be designated as"additional rent". For
convenience, Tenant may include payment for such charges and the base rent u1 one monthly
en ereon. Such
check, provided all addrtional rent items are shown separately from base r t th
"additional rent" shall not for any reason be considered as"base rent" as hereinabove defined.
Failure of Tenant to pay "additional rent" shall give Landlord the right to declare an event of
default.
3.5 RENT DELINQtTENCIES. Should the Tenant, for any reason whatsoever, fail to
pay, when the same is due and payable, any "base rent" and/or "additional rent" and should said rent
not be a.id within ten 10 da s of due date Tenant shall a a late enaliy equal to five percent
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(5%) of total rents due. In addition, all unpaid rents sha11 bear interest from the date due to the date
of payment at the rate of two percent (2%) per annum in excess of the prime rate as quoted by US
Bank, N.A. to its best customers, or the highest rate permitted by law, whichever is less.
3.6 NET-NET LEASE. This is a net-net lease; "base rent" shall be net of all costs and
expenses of owning and operating the Demised Premises, including maintenance and insurance,
except as provided at Sections 7.1 and 10.2 of this Lease. Tenant shall have no right of set-off or
reduction with respect to any rent or payment due under tlus Lease except as provided in this
Lease. Base rent, additional rent, and any other monetary obligation of Tenant herein are
sometimes called "rent" in this Lease.
ARTICLE IV CONSTRUCTION AND ACCEPTANCE OF DEMISED PREMISES
4.1 Landlord sha11 proceed with due diligence to construct improvements upon the
Demised Premises in compliance with the "Description of Landlord's Work" in E�iibit A
attached hereto (hereinafter, the "Landlord's Work"), and tender the Demised Premises to Tenant.
The Premises shall be deemed to be ready for occupancy when Landlord certifies in writing to
Tenant that Landlord has substantially completed Landlord's Work. Landlord shall deliver the
Premises ready for occupancy to Tenant on or before December 15, 2008. Landlord shall deliver
scale drawings of the Demised Premises within fifteen (15) days after Landlord certifies the
Demised Premises ready for occupancy.
4.2 NO WARRANTY OF CONDITION OF PREMISES. Landlord makes no
warranties or representations of any kind in connection with the quality or condition of the
Demised Premises, and Tenant shall rely solely upon any prior inspections Tenant may have
made in connection with the transaction contemplated by tlus Lease. Tenant acknowledges for
Tenant and its successors, heirs and assignees, (A) that Tenant will be given a reasonable
opportunity to inspect and investigate the Demised Premises, all improvements thereon and a11
x erts of Tenant s choosin
as ects relatin thereto either inde endentl or throu h a ents and e
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and B that Tenant is leasin the Demised Premises based u on Tenant's own investigation and
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inspection thereof following the completion of Landlord's Work and subject to Tenant's
reasonable punch list. Landlord and Tenant agree that (except as otherwise specifically provided
herein) the Demised Premises is leased and that Tenant accepts possession of the Demised
328356v5 CAH BR305-2
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Premises as of the Term Commencement Date "As Is, Where Is, With All Faults" with no right
of set-off or reduction in rent subject to the provisions of this Lease.
ARTICLE V- TAXES AND SPECIAL ASSESSMENTS
5.1 TAXES AND SPECIAL`ASSESSMENTS. Provided that Tenant shall timely make
all payments of rent required hereunder, Landlord shall pay before delinquent all real esta.te taxes
and installments of special assessments with respect to the Demised Premises due and payable
during the term of this Lease.
52 PERSONAL PROPERTY TA�S. Tenant shall pay before delinquency all taxes,
assessments; license fees, and other charges that are levied and assessed against Tenant's
personal property installed or located in or on the Demised Premises and that become payable
during the term of this Lease.
ARTICLE VI USE OF PREMISES
6.1 TENANT'S USE. During the term of this Lease, the Demised Premises shall be
used solely for the purpose of an architectural ofFice.
6.2 COMPLIANCE WITH LAWS AND REGULATIONS.
(a) Tenant covenants and agrees that at a11 times during the term hereof it wi11 maintain
and conduct its business insofar as the same relates to the occupancy of the Demised Premises in
such a manner and under such regulations that are in strict compliance with any and all applicable
governmental and/or quasi-govemmentallaws, rules, regulations and orders, as well as any and all
applicable provisions of insurance underwriters at the Demised Premises. Tenant sha11 indemnify
Landlord, Landlord's insurer, and the properiy of Landlord against any and a11 claims or losses or
actions or causes of action resulting from Tenant's failure to comply with said laws, rules,
regulations and orders and underwriting provisions.
(b) Tenant hereby agrees to maintain the premises and operate its business in
accordance with the ADA (the Americans With Disabilities Act (ADA), codified at 42 U.S.
SS 12101 et seq.) Failure to do so shall opera.te as an event of default and a breach of the Lease.
Among other requirements that may apply to the Demised Premises, Title III of the ADA requires
owners and tenants of "public accommodations" to remove barriers in order to a11ow access by
disabled persons and to provide a�iliary aids and services for hearing, vision or speech impaired
persons. Detailed regulations can be found at 28 D.R.F. Part 36
6.3 AFFIRMATIVE COVENANTS OF TENANT. Without in any way limiting or
restricting other covenants of Tenant elsewhere in this Lease contained, the Tenant affirmatively
covenants and agrees as follows:
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(a) Tenant shall neither pernut or suffer and conduct, noise, odor or other nuisance in,
on or about said Demised Premises to annoy or disturb any persons occupying adjacent premises or
common areas;
(b) Tenant sha11 keep the Demised Premises, including all service and/or loading areas
for the Demised Premises, free from all litter, dirt and obstructions;
(c) Tenant shall arrange for and accept deliveries only at such times, in the areas, and
through the entrances designated for such purpose by Landlord;
(d) Tenant shall keep said Demised Premises clean and in the sanitary condition
required by ordinance and regulations of any governmental or quasi-governmenta.l unit having
jurisdiction;
(e) Tenant sha11 neither permit nor suffer the Demised Premises, or the walls, ceilings
or floors thereof to be endangered by overloading;
fl Tenant sha11 not use or pernut the Demised Premises to be used for any purpose or
purposes other than that set forth in Section 6.1 hereof;
(g) Tenant will control its patrons to prevent drunken, unruly or obnoxious behavior.
ARTICLE VII MAINTENANCE AND REPAIRS
7.1 LANDLORD'S MAINTENANCE AND REPAIR OBLIGATIONS. Subject to
Article 11, Landlord shall operate, maintain and make all necessary repa.irs and replacements to:
(a) the structural portions of the Building, (b) the exterior walls of the Building, including glass
and glazing, (c) the roof, (d) exterior windows, (e) mechanical, electrical, plumbing, life safety,
heating, venting, air conditioning and other building systems, sidewalks, parking areas and
landscaped areas adjacent to the Demised Premises; and (g) damage (other than casualty damage)
caused by the negligence or willful misconduct of Landlord or its agents, employees or
contractors, in each case, throughout the Term. The repair and replacement obligations of
Landlord following damage to or destruction of the Demised Premises as a result of
condemnation or casualty are governed by Article I 1, not by this Section 7.1.
7.2 TENANT'S MAINTENANCE AND REPAIR OBLIGATIONS. Subject to: (a)
reasonable wear and tear (but only to an extent consistent with the Demised Premises remaining
in good condition and repair}; (b) casua.lty damage for which it is not the responsibility of Tenant
to perform restoration or repair in accordance with this Lease; (c) damage (other than casualty
damage) caused by the negiigence or deliberate misconduct of Landlord or Landlord's agents,
employees or contractors; (d) damage that is covered by the properiy and casualty insurance
policy or policies on the Demised Premises required to be maintained by Landlord under this
Lease (or would be covered if Landlord were maintaining such insurance) (to the extent actually
covered, taking into account the deductibles, policy limits and exclusions of such insurance
policies); (e) damage that is Landlord's obligation under this Lease to remedy or that results from
Landlord's failure to fulfill such obligations; and, da.mage to the interior of the Demised
328356v5 CAH BR305-2
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Premises resulting from causes outside the Demised Premises other than Tenant's acts or
omissions; Tenant shall maintain, and make non-structural repairs to, the Demised Premises and
keep the same in good condition and repair. Subject to the preceding sentence, Tenant's
obligation shall include the obligation to maintain and repair a.11 nonstructural walls; floor
coverings; ceilings; partitions, and all other fixtures, appliances and facilities furnished by Landlord
or Tenant within the Demised Premises, and shall also include the obligation to repair all damage
caused by the negligence or deliberate misconduct of Tenant, its agents, employees, invitees and
licensees to the Demised Premises, whatever the scope of the work of maintenance or repair
required. Subject to Article 11, nothing contained in this Section 7.2 shall be deemed to impose
upon Tenant the obligation to perform work or maintenance or repair to the extent required by
reason of Landlord's negligence, willful misconduct or wrongful acts or those of Landlord's
agents, employees or contractors.
7.3 SURRENDER OF PREMISES. At the expiration or termination of this Lease,
Tenant shall surrender the Demised Premises in the same condition as existed on the Term
Commencement Date, ordinary wear and tear excepted. All fixtures which have become aitached
sha11 be part of the Demised Premises, except trade fixtures. Further, within ninety (90) days prior
to the expiration of the term, Landlord shall during reasonable business hours, have the right to
show the Demised Premises to third parties for the purposes of again leasing same.
ARTICLE VIII UTILIT`IES AND SIGNAGE
i 8.1 UTILITIES PROVIDED BY LANDLORD. Subject to Sections 8.3 and 8.4,
Landlord shall cause public utilities and/or public agencies to furnish to the Demised Premises
the following utility services: gas for heat, electricity, domestic water, and sewer; and, Landlord
shall timely pay the bills for those services. Tenant shall have no obligation to reimburse
Landlord for utilities.
8.2 TELECOMMUNICATIONS. All telephone and other telecommunications
connections and services for the Demised Premises shall be contracted directly between Tenant
and service providers reasonably satisfactory to Landlord. Tenant shall pay for all
telecommunications services furnished the Tenant for use in the Demised Premises.
8.3 SUPPLY OF UTII,ITY SERVICES. Landlord sha11 not be liable in any way to
Tenant for any failure or defect in the supply or character of electricity, water, sewer, or gas
furnished by reason of any change, requirement, act, neglect or omission of the public utility
serving the Demised Premises or for any reason not attributed to Landlord.
8.4 INTERRUPTION OR DISCONTINUANCE OF LANDLORD'S SERVICE.
Tenant agrees that Landlord shall not be liable for failure to supply any service when Landlord uses
reasonable diligence to supply the same, it being understood that Landlord reserves the right to
temporarily discontinue such services, or any of them, at such times as may be necessary by reason
of accident, una�ailability of employees, failure of supply, repairs, alterations or improvements, or
by reason of fire, strikes, flood, lockouts, riots, acts of God or any other happening beyond the
reasonable control of Landlord. When Landlord causes services to be rendered by independent
third parties, Landlord shall have no liability for the performance thereof or liability therefor.
328356v5 CAH BR305-2
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8.6 GARBAGE AND REFUSE COLLECTION. All garbage and refuse sha11 be placed
in conta.iners provided by Landlord for that purpose on the grounds of the Center.
8.7 SIGNAGE. Tenant may not install any signs, numerals, letters or other graphics
on the exterior of, or which may be visible from outside the Demised Premises, without
Landlord's prior written approval, which approval may not be unreasonably withheld. Landlord
shall insta.11 at Landlord's expense in a place mutually agreed upon by Landlord and Tenant.
ARTICLE IX ALTER.ATIONS
9.1 ALTERATIONS. Tenant may, from time to tixne during the term, make, at its own
cost and expense, any alterations or changes in the interior of the Demised Premises in good and
warkmanlike manner in compliance with all applicable requirements of law, provided Tenant
follows the notice procedure and obtains Landlord's consent where required, all in accordance with
this Article. Landlord agrees to cooperate with Tenant for the purpose of securing necessary
pernuts for any changes, alterations, or additions permitted under this section without expense to
the Landlord. Upon completion of such alterations, Tenant shall present to Landlord a capy of the
endorsement to Tenant's fire and extended coverage insurance policy which endorsement shall
incorporate said alterations into the policy. All costs of any such work sha11 be paid promptly by
Tenant so as to prevent the assertion of any hens for labor or materials. Tenant agrees to advise
Landlord in writing of the da.te upon which such alterations will commence in order to pernut
Landlord to post notice of non-responsibility.
9.2 NOTICE TO LANDLORD. Prior to the initiation of any alterations, Tenant shall
give Landlord written notice thereof and specify the work to be performed in reasona.ble detail and
include the names of the contractors and materialmen to be utilized. After receipt of sa.id notice,
Landlord sha11 have a reasonable period of time during which it sha11 make a deterniination, in its
sole discretion, as to whether or not the proposed work would create a structural or design change at
the Demised Premises. Tenant sha11 provide Landlord upon request with any further information
reasonably necessary for such determination by Landlord, and Tenant shall not commence work ar
accept materials prior to receiving written notice of Landlord's determination. If Landlord
determines that the proposed work would create a structural or design change, then the same must
be approved in writing by Landlord prior to the commencement of any work or the delivery of any
materials therefor.
ARTICLE X ]NSUR.ANCE, RELEASE, INDEMNIFICATION
10.1 TENANT'S INSUR.ANCE.
(a) Liabilitv Insurance. Tenant shall, during the term of this Lease, keep in full force
and effect a policy of comprehensive general liabiliiy insurance with a limit of liability coverage
of not less than $1,000,000.00 per occurrence and an "umbrella" general liability insurance
policy with a limit of liability coverage of not less than $2,000,000.00. The policy shall name
Landlord as additional insured and sha11 contai.n clauses that losses shall be payable
notwithstanding any act or negligence of the insured which might otherwise result in forfeiture of
328356v5 CAH BR305-2
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said insurance, and that the insurer will not cancel or change the insurance without first giving the
Landlord thirty (30) days prior written notice. Th�e insurance sha11 be with an insurance company
approved to do business in Minnesota and reasonably acceptable to Landlord. Tenant shall deliver
a copy of the policy or a certificate of insurance to Landlord prior to taking possession of the
Demised Premises, and a renewal certificate at least tlurty (30) days prior to the expiration of any
policy term.
(b) Personal Propertv Insurance. Tenant agrees to carry, at its expense, insurance
against fire, vandalism, and malicious mischief insuring Tenant's trade fixtures, furnishings,
equipment, and all other items of personal property of Tenant located on or within the Premises
in an amount not less than one hundred percent (100%) of the full insurable value of all such
property combined.
10.2 LANDLORD' S INSURANCE. Landlord shall, during the term of this Lease,
keep in force and effect a policy of property damage insurance on and for the Demised Premises
to cover the same against loss or damage occasioned by fire, vandalism, and malicious mischief,
and such other hazards as may be occasioned by Landlord's ownership of the Demised Premises,
with coverage of not less than one hundred percent (100%) of the full �nsurable value of the
Demised Premises. To the extent the insurance maintained by Landlord in accordance with this
Section 10.2 overlaps with the insurance to be maintained by Tenant pursuant to Section 10.1(b),
above, Tenant's insurance shall be primary.
103 PROTECTION FROM SUBROGATION. Anything in this Lease to the contrary
notwithstanding, neither Landlord nor Tenant shall be liable to the other for any business
interruption or any loss or damage to properiy or injury to or death of persons occurring on the
Demised Premises or the adjoining of properties, ma11 areas, sidewalks, streets or alleys, or in any
manner growing out of or connected with Tenant's use and occupation of the Demised Premises, or
the condition thereof or of mall areas, sidewalks, streets or alleys adjoining, caused by the
e've a ents em lo ees subtenants
er fault of Landlord or Tenant or of their res cti y,
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licensees or assignees to the extent that such business interruption or loss or damage to properiy or
injury to or death of person is covered by or indemnified by proceeds received from insurance
carried by other party (regardless of whether such insurance is payable to or protects Landlord or
Tenant or both) or for which such party is otherwise reimbursed; and Landlord and Tenant each
hereby respectively waive all rights of recovery against the other, its agents, employees, subtenants,
licensees and assignees, for any such loss or damage to property or injury to or death of persons to
the extent the same is covered or indemnified by proceeds received from any such insurance, or for
which reimbursement is otherwise received. Landlord's and Tenant's respective policies of
insurance shall each contain a waiver of subrogation provision incorporating the above covenant
and providing that the insurance shall not be invalidated by the insured's written waiver prior to a
loss of any or a11 right of recovery against any party for any insured loss. It is expressly understood
that Landlord shall not be liable to Tenant for any damages incurred by the latter as a result of the
above and foregoing events; save and except as to any such damages caused by the willful or
wanton conduct of Landlord, its agents or employees, provided such damages are not recoverable
by Tenant pursuant to the insurance policies required to be provided by Tenant under this Lease or
otherwise.
328356v5 CAH BR305-2
i
g
10.4 RELEASE. Each party hereto ("Releasing Party") hereby releases the other
("Released Party") from any liability which the Released Party would, but for this paragraph, have
had to the Releasing Party arising out of or in connection with any accident or occurrence or
casualty:
(a) which is or would be covered by a fire and extended coverage policy (with
vandalism and rnalicious mischief endorsement attached) or by a sprinkler leakage
or water damage policy in the sta.te in which the Demised Premises is located
regardless of whether or not such coverage is being carried by the Releasing Party,
and
(b) to the e�ent of recovery under any other casualty or property damage insurance
being carried by the releasing Party at the time of such accident or occurrence or
casualty, which accident or occurrence or casualty may have resulted in whole or in
part from the act of neglect of the Released Party, its officers, agents or employees,
provided, however, the release hereinabove set forth shall become inoperative and
null and void if the Releasing Party contracts for the insurance required to be carried
under the terms of this Lease with an insurance company which:
(1) Takes the position that the existence of such release vitiates ar would
adversely affect any policy so insuring the Releasing Party in a substantial
manner and notice thereof is given to the Released Party at the time
coverage is bound, or
(2) Requires the payment of a higher premium by reason of the existence of
such release, unless in the latter case the Released Party within ten (10) days
after notice thereof before coverage is bound from the Releasing Party pays
such increase in premium.
10.5 Il�TDEMNIFICATION. Except for claims arising out of the willful or negligent act
of Landlord or its agents, Tenant sha.11 indemnify and defend Landlord against all claims, expenses
and liabilities incurred, including reasonable attorneys' fees, in connection with loss of life, personal
injury, and/or damage to properly arising out of any occurrence in, upon or at the Demised
Premises, or the occupancy or use thereof by Tenant, or occasioned wholly or in part by any act or
omission of Tenant, its agents, employees, contractors, sublessees, concessionaires or licensees.
ARTICLE XI DESTRUCTION AND RESTORATION
111 RESTORATION OPTION IF MORE THAN 30% DAMAGED. If the Demised
Premises shall be damaged to the extent of thirty percent (30%) or more of the cost of replacement
thereof or damaged by any uninsured casualty, Landlord shall have the option to rebuild or to
terniinate this Lease by exercise of notice to Tenant given not more year from the date of such
damage.
328356v5 CAH BR305-2
9
11.2 RESTORATION OPTION IF LESS THAN 30% DAMAGED.
(a) If the Demised Premises sha11 be damaged to the e�ent of less than thirty percent
(30%) of the cost of replacement by fire or other casualty covered by Landlord's
policy of fire coverage insurance during the term of this Lease the base rental herein
shall abate as of the date of the occurrence in accordance with the provisions of
Section 112(b), and the Landlord shall restore the Demised Premises. If such an
event occurs during the last one (1) year of this Lease or e�ension thereof, then
Landlord shall have the option to rebuild or terminate this Lease to be exercised by
notice to tenant given not more than six (6) months from the date of such damage.
(b) In the event of such partial destruction or damage whereby Tenant sha11 be deprived
of occupancy and use for only a portion of the Demised Premises, then "base rent"
shall be equita.bly apportioned according to the area of the Demised Premises which
is unusable by Tenant from the date of accurrence, until such time as the Demised
Premises are repaired or restored as provided herein.
113 TOTAL DESTRUCTION. In the event of total destruction of the Demised
Premises, Tenant's rent sha11 completely abate from the date of such destruction. If Landlord elects
to rebuild as aforesaid, Tenant's rent shall completely abate from the date of such destruction until
forty-five (45) days after the date when Landlord notifies tenant that the shell of the Demised
Premises is ready for commencement of Tenant's work, or upon the day when Tenant opens for
business, whichever event shall first occur.
11.4 ADDITIONAL HAZARDS. Tenant covenants and agrees that it will not do or
pernut anything to be done in or upon the Demised Premises or bring in anything or keep anything
therein which shall cause the cancellation of Tenant`s insurance policies, or increase the rate of
insurance, on the Demised Premises above the standard rate on said premises and building. Tenant
further agrees that in the event it shall do anything to so increase the insurance rate, Tenant shall
promptly pay to Landlord on demand any such increase resulting therefrom, which shall be due and
payable as"additional rent" hereunder. At Tenant's request, Landlord shall make available for
Tenant's inspection during regular business hours, all documents pertaining to Landlord's
calculation of Tenant's "additional rent" required under this section. Sa.id "additional rent" shall be
due and payable as billed by Landlord.
11.5 NOTICE. Tenant shall give immediate written notice to Landlord of any damage
caused to the Demised Premises by fire or other casualty; or of any cancellation or reduction of
Tenant's insurance coverage required pursuant to this Lease.
11.6 ABATEMENT. Tenant agrees that during any period of reconstruction or repair of
the Demised Premises. it will continue the operation of its business within the Demised Premises to
the extent practicable. If Landlord is required to repair and rebuild, then during the period from the
occurrence of the casualty until Landlords repairs are completed, the "base rent" set forth herein
sha11 be reduced to such extent as may be fair and reasonable under the circumstances; however,
there shall be no abatement of the other charges provided for herein.
328356v5 CAH BR305-2
1�
ARTICLE XII -EMII�TENT DOMAlN
12.1 PARTIAL OR TOTAL CONDEMNATION. If the whole or any part of the
Demised Premises or the structure encompassing same shall be taken by any public authority under
the power of eminent domain, the Tenant sha11 ha�e no claim to, nor sha11 Tenant be entitled to, any
portion of any award, for damages or otherwise. In the event only a portion of the Demised
Premises are taken, the Lease shall terminate as to the part taken, and the rent and other charges
herein reserved sha11 be adjusted for the remainder of the Demised Premises so that the Tenant shall
be required to pay for the balance of the term that portion of the rent reserved which the value of the
part of the Demised Premises remaining after condemnation bears to the value of the Demised
Premises immediately prior to the date of condemnation. The rental and other charges shall be
apportioned as aforesa.id by agreement between the parties or by arbitration or legal proceedings,
but pending such deternunation the Tenant shall pay at the time and in the manner above provided
the rental herein reserved and all other charges herein required to be paid by the Tenant, without
deduction, and upon such determination, the Tenant shall be entitled to credit for any excess rentals
paid. If, however, by reason of the condemnation there is not sufficient space left in the Demised
Premises for the Tenant to reasonably conduct business; then, in such event, the Lease sha11
terminate. Although all damages in the event of condemnation belong to Landlord whether
awarded as compensation for diminution in value of the leasehold or to the fee of the Demised
Premises, nothing herein shall be construed to prevent Tenant to claim and recover from the
condemning authority such compensation as may be separately awarded or recoverable by Tenant
in Tenant's own right for its leasehold interest.
ARTICLE XIII ASSIGNMENT AND SUBLETTING
13.1 CONSENT REQUIIZED. Tenant may not assign this Lease andlor sublet the
Demised Premises, or any part thereof without in each instance obtaining the prior written consent
of the Landlord, which consent shall not be unreasonably withheld. The consent by Landlord to any
assignment or subletting may not constitute a waiver of the necessity for such consent to any
subsequent assignment or subletting. This prohibition against assigning or subletting sha11 be
construed to include a prohibition against any assignment or subletting by opera.tion of law. If this
Lease be assigned, or if the Demised Premises or any part thereof be underlet or occupied by
anybody other than Tenant, Landlord may collect rent from the assignee, under-tenant or occupant,
and apply the net amount collected to the rent herein reserved, but no such assignment,
under-letting, occupancy or collection sha11 be deemed a waiver of this covenant, or the acceptance
of the assignee, under-tenant or occupancy as Tenant, or a release of Tenant from the further
performance by Tenant of covenants on the part of Tenant herein contained. Notwithstanding any
assignnlent or sublease, Tenant shall remain fu11y liable on this Lease and shall not be released from
perfornung any of the terms, covenants, and conditions of this Lease. Tenant shall pay to Landlord
any reasonable costs and expenses (including legal fees incurred by Landlord in connection with
such assignment or subletting.
328356v5 CAH BR305-2
11
ARTICLE XIV TENANT'SDEFAULT
14.1 EVEI�•TTS OF DEFAULT. The following events sha11 be deemed to be events of
default by Tenant under this Lease:
(a) Tenant shall fail to pay when due any installment of rent, or other charges provided
herein, or any portion thereof and the same shall rema.in unpaid for a period of three
(3) days after the same has become due; or
(b) Tenant sha11 for reasons other than those specifically pernutted in this Lease, cease
to conduct its normal business operations in the Demised Premises or shall vacate or
abandon the Demised Premises. Tenant will be deemed to have vacated, closed ar
abandoned the Demised Premises if it fails to conduct its business on the Demised
Premises during regular working hours for a period or more than ten (10)
consecutive business days; or
(c) Tenant sha11 do or permit to be done anythuig which creates a lien upon the
Demised Premises; and does not cause said lien as to Landlord's interest in the
property to be released within ten (14) days after written notice from Landlord; or
(d) Any representation or warranty made in writing to Landlord in this Lease or in
connection with the making of tlus Lease, by Tenant or any guarantor, sha11 prove at
any time to have been incorrect in any material respect when made or becomes
incorrect; or
(e) Tenant or any guarantor shall make an assignment for the benefit of creditors, for a
petition in bankn�ptcy, be adjudicated insolvent or bankrupt or admit in writing the
inability to pay debts as they mature, petition or apply to any tribunal for the
appointment of a receiver, trustee or similar officer for Tenant or any guarantor or a
substantial part of the assets of Tenant or any guarantor, or shall commence any
proceeding under any bankruptcy, reorganization, arrangement, readjustment of
debt, dissolution or liquidation law or statute of any jurisdiction, whether now or
hereafter in effect; or if there shall ha�e been filed any such petition or application,
or any such proceeding shall have been commenced against Tenant or any
guarantor, which remains undismissed for a period of thirty (30) days or more; or
Tenant ar any guarantor by any act or omission shall indicate their consent to,
ti ion a lication or roceedin or the
ence in an such t
approval of or acquiesc y pe pp p g
appointment of a receiver of or any trustee or similar officer for Tenant or any
guarantor or any substantial part of any of the properties of Tenant or any guarantor,
or shall suffer any such receivership or trusteeship to continue undischarged for a
period of thirty (30) days or more; or any judgment, writ, watt ant or attachment or
execution or similar process shall be issued or levied against a substantial part of the
property of Tenant or any guarantor and such judgment, writ, or similar process
shall not be released, vacated or fully bonded within thiriy (30) days after its issue or
le °T
328356v5 CAH BR305-2
12
fl Tenant shall have failed to comply with any other provisions of this Lease and sha11
not cure any failure within thirty (30) days, or such longer period of time as may be
I reasonabl re uired to cure such default, after Landlord, by written notice, has
Y q
infarmed Tenant of such noncompiiance.
14.2 LANDLORDS REMEDIES. Upon the occurrence of any of the above-lettered
events of default, Landlord sha11 give Tenant written notice of the default, and Tenant sha11 have
thirty (30) days or such other period as provided under section 14.1 above to cure such default. If
the default is not cured within the applicable cure period, Landlord may elect to either (1) ternzinate
this Lease; or (2) terminate Tenant's right to possession only without terminating this Lease,
hereinafter referred to as re-entry; (3) pursue any other remedy available at law or in equity.
Landlord shall have all remedies provided in the Lease and under governing law. All of the
remedies given to Landlord in this Lease or by law sha11 be cumulative, and the exercise of one
right or remedy by landlord sha11 not impair its right to exercise any other right or remedy.
In the event of election under (2} above to terminate Tenant's right to possession only,
Landlord may, at Landlord's option, proceed to demand possession by notice and proceeding under
the Unlawful Detainer Law of Minnesota and take and hold possession thereof without such
proceeding or entry into possession terminating this Lease or releasing Tenant in whole or in part
from Tenant's obligation to pay the rent hereunder for the full term. Upon re-entry Landlord may
remove all personal property from the Demised Premises and such property may be removed and
stored in a public warehouse or elsewhere at the cost of and for the account of Tenant, all without
service of notice or resort to legal process and without being deemed guilty of trespass, or becoming
liable for any loss or damage which may be occasioned thereby. Upon and after entry into
possession without termination of the Lease, Landlord shall use reasonable efforts to relet the
remises, or an art thereof for the account of Tenant, to any other person, firm or corporation, for
P YP
uc e and u on such terms as Landlord in Landlor
d's sole
ent and other char es for s h tun
such r g p
subjective discretion sha11 determine, but Landlord shall not be required to accept any potential
tenant offered by Tenant or to observe any instruction given by Tenant about such reletting.
Landlord may make repairs or redecorate the premises to the extent deemed by the Landlord
necessary or commercially reasonable. Notwithstanding any action of possession or re-entry into
the Demised Premises by the Landlord as permitted in this Article, or terinination of this Lease as
i ed unde this Section it is sti ulated and eed that tenant shall remain liable to Landlord
ernutt r agr'
p P
for damages for breach of this Lease and of Tenant's covenants hereunder in an amount equal to the
total of the following:
(a) All fixed base rent, additional rent, Common Facility charges, late charges,
additional rent payable for taxes and otherwise, and any and all other charges
a able b Tenant hereunder or under other agreements with the Landlord due for
Y
pY
but un aid
ease or re en
t e date of ternzination of this L
the eriod rior o th P
P P
til aid• PLUS
together with addrtional late charges from due date un p,
(b) All costs and expenses incurred by Landlord in connection with re-entry and
repossession of the Demised Premises, the repair, renovation, remodeling, or
redecoration thereof to the state required by this Lease upon termination or as may
be necessary for reletting, and any broker's commissions, attorneys' fees, and other
328356v5 CAH BR305-2
13
charges incurred in connection therewith or in connection with reletting the
Demised Premises, including attorneys' fees, expended in the collection of an
Rents; PLUS
t value of all Rents which would have been a
able
c A sum e ua1 to the resen P Y
I q P
r re-en for the balance of the tenn of
hereunder after the date of ternunation o try
the Lease had the Lease not been terminated or re-entry made, together with
interest thereon at the rate of two percent (2%) per annum in excess of the prime
rate as quoted by US Bank, N.A., to its best customers, or the highest rate
permitted by law, whichever is less from due date until paid, PROVIDED THAT,
in the event the Demised Premises are relet (which reletting shall in no event
relieve or release Tenant of or from liability for damages hereunder) for all or any
part of the balance of the original terrn hereof then, f�or each month during such
reletting for which Landlord receives net avails of such reletting, Tenant shall be
entitled to a credit against its liability to Landlord for such month in an amount
equal to such net avails, and PROVIDED FURTHER that, in lieu of damages as
set forth in the foregoing provisions of this Section, Landlord may waive such
foregoing provisions and elect, by written notice to Tenant within ninety 90) days
after termination or re-entry, to receive forthwith as liquidated damages for such
breach, in addition to the amounts specified above, a sum equal to fifteen percent
(15%) of the Rents which would ha�e been due and payable for the portion of the
balance of the term of the Lease from the date of early termination or re-entry
through the final lease year.
14.3 COSTS, EXPENSES AND ATTORNEYS FEES. If one party is required to seek
legal counsel for collection or to commence litigation or arbitration in order to enforce the
covenants and agreements in this Lease, the party preva.iling in such collection, litigation or
arbitration shall have the right to reimbursement from the other party of all reasonable costs,
expenses and attorney's fees.
ARTICLE XV--ESTOPPEL CERTIFICATE, ATTORNMENT
AND SUBORDINATION
15.1 ESTOPPEL CERTIFICATE. Within ten (10) days after the request by Landlord,
tenant shall deliver to Landlord a written and acknowledged statement certifying that Landlord
has completed construction of the Demised Premises, that tenant has accepted possession of the
Demised Premises, that this Lease is unmodified and in fu11 force and effect (or if there have
been modifications, that the same is in full force and effect as modified and stating the
modifications), the commencement date and termination date of the Lease, that Landlord is not in
default under the Lease (or, if there is a default, stating specifically the default) and the dates to
which the "base rent" and other charges have been paid in advance, if any, it being intended that
any such statement delivered pursuant to this Article may be relied upon by any prospective
purchaser or mortgagee of the fee of the Demised Premises.
15.2 ATTORNMENT. Upon request of Landlord, Tenant shall in the event any
proceedings are brought for the foreclosure of or in the event of exercise of the power of sale
328355v5 CAH BR305-2
14
under any mortgage made by Landlord covering the Demised Premises, attorn to the purchaser
upon any such foreclosure dr sale and recognize such purchaser as Landlord under this Lease.
153 ATTORNEY-IN-FACT. Tenant, upon request of any party in interest, shall
execute promptly such instruments or certificates to carry out the intent of sections 15.1, 15.2,
and 15.3 above. Tenant hereby irrevocably appoints Landlord as attorney-in-fact for Tenant with
full power and authority for the limited purpose of executing and delivering in the name of
Tenant such instruments or certificates.
15.4 SUBORDINATION. Upon request of landlord, Tenant shall, in writing,
subordinate its rights hereunder to any ground leases or to the lien of any mortgage or mortgages,
reasonably acceptable to Tenant, or the lien resulting from any other method of f nancing or
refinancing, now or hereafter in force against the land and/or buildings of which the Demised
Premises are a part or against any buildings hereafter placed upon the land of which the Demised
Premises are parts, and to a11 advances made or hereafter to be made upon the security thereof,
provided Tenant is granted non-disturbance rights.
15.5 RECORDATION. This Lease shall not be recorded without the prior consent of
Landlord. Upon the request of Landlord, Tenant shall execute a short form of this Lease which
may be recorded in Landlord's sole discretion.
15.6 NOTICE TO MORTGAGEE. After receiving written notice from any person,
firm or other entity that it holds a mortgage (which term shall include a deed of trust) which
includes as part of the mortgaged property the Demised Premises, Tenant shall so long as such
mortgage is outstanding be required to give to such holder a duplicate notice of any notice
required to be given to Landlord by this Lease. It is further agreed that such holder shall have the
same opportunity to cure any default, and the same time within which to effect such curing, as is
avoidable to Landlord; and if necessary to cure such a default, such holder shall have access to
the Demised Premises.
ARTICLE XVI LANDLORD DEFAULT
16.1 DEFAULT NOTICE TO LANDLORD. Should Landlord default in the
performance of any of the covenants on the part of the Landlord to be kept or performed and such
default shall continue for thirty (30) days after written notice to Landlord from Tenant specifying
such default, or should any warranty or representation made by Landlord be untrue and remain
untrue after thirty (30) days after written notice from Tenant specifying such untruth, then and
only in such event, shall termination of this Lease be effected or action taken or remedy pursued.
If the default or untruth is of such character so as to require more than thirty (30) days to remedy,
the Landlord sha11 have a reasonable period in which to remedy the same, provided Landlord is
proceeding diligently. Tenant waives its right to make repairs at Landlord's expense.
ARTICLE XVII MISCELLANEOUS PROVISIONS
17:1 HOLDING OVER. In the event that Tenant shall continue to occupy the demised
Premises after the expiration of the term of this Lease or written extension of the term hereof
328356v5 CAH BR305-2
15
without entering into a new Lease or written extension of the term hereof said tenancy shall be
construed to be a"tenancy from month to month" upon a11 of the other terms and conditions
herein contained, except where same are not applicable, and except that the renta.I during such
holdover period shall be the then current "base rent" plus thirty percent (30%) thereof and all
"additional rent" shall continue to be paid. Nothing conta.ined in this Lease shall grant Tenant
any rigfit to hold over.
17.2 WANER. Failure on the part of the Landlord to complain of any action or non-
action on the part of Tenant, no matter how long the same may continue, and no matter what
other action or non-action by Tenant that Landlord has already complained of shall never be
deemed to be a waiver by Landlord of any of his rights hereunder. Further, it is covenanted and
agreed that no waiver at any time of any of the provisions hereof by Landlord, shall be construed
as a waiver of any of the other provisions hereof and that a waiver at any time of any of the
provisions hereof shall not be construed as a waiver at any subsequent time of the same
provisions. The consent or approval of the Landlord to or of any action by Tenant requiring
Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's
consent or approval to or of any subsequent similar act by Tenant.
No payment by Tenant, or acceptance by Landlord, of a Iesser amount than sha11 be due
from Tenant to Landlord, even after demand by Landlord for rent pursuant to Tenant's rent
default shall be treated otherwise than a payment on account. The acceptance by Landlord of a
check for a lesser amount with an endorsement or statement thereon, or upon any letter
accompanying such check, that sa.id lesser amount is payment in full sha11 be given no effect, and
Landlord may accept such check without prejudice to any further rights or remedies which
Landlord may have against Tenant. Further, failure of the Landlord to bill timely for t�es or
other additional rent as heretofore required sha11 not be deemed a waiver of Tenant's liability to
pay same.
17.3 COVENANT OF QUIET ENJOYMENT. Tenant, subject to the terms and
provisions of this Lease, on payment of the rent and obsezving, keeping and performing all of the
terms and provisions of this Lease on its part to be observed, kept and performed, shall lawfully,
peaceably and quietly have, hold occupy and enjoy the Demised Premises during the term hereof
without hindrance or objection by any persons lawfully claiming under Landlord.
17.4 ENTIRE AGREEMENT. This Lease is executed in identical counterparts, each
of which, when bearing original initials of the parties on each page and at each change in the text
hereof as well as original signatures at the end of each document, shall constitute an original for
all purposes. All previous agreements, whether oral or written, are superseded by and merged
into this Lease. Subsequent change shall not be binding unless reduced to writing and signed by
the parties hereto.
17.5 INVALIDATION OF PARTICULAR PROVISIONS. If any clause, term or
provision of this Lease, or the application thereof to any person ar circumstance shall to any
extent, be invalid or unenforceable, the remainder of this lease, or the application of such term or
i provision to persons or circumstances other than those as to which it is held invalid or
unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be
328356v5 CAH BR305-2
16
valid and be enforced to the fullest extent permitted by law. It is the intention of the parties
hereto that in lieu of each clause, term or provision of this Lease that is illegal invalid or
unenforceable, there be added as part of this Lease a clause, term or provision similar to such
illegal invalid or unenforceable clause, term or provision as may be possible and would be legal
valid and enforceable.
17.6 PROVISIONS BINDING, ETC. Except as herein otherwise expressly provided,
the terms hereof shall be binding upon and shall inure to the benefit of the heirs, successors,
assigns and legally appointed representative, respectively, of the Landlord and the Tenant. Each
term and each provision of this Lease to be performed by Tenant shall be construed to be both a
covenant and a condition.
17.7 GOVERNING LAW. The laws of the State of Minnesota. shall govern the
interpretation, validity, performance and enforcement of this Lease.
17.8 NOTICES. Any notice which is required under this Lease shall be deemed
"given" upon hand delivery or three (3) days after prepaid posting in the U. S. Mail whichever
shall first occur. Notice shall he addressed to the addresses listed below or to any other address as
shall be designated by written notice:
If to Landlord: Brooklyn Center EDA
c/o General Manager
Earle Brown Heritage Center
6155 Earle Brown Drive
Brooklyn Center, MN 55430
If to Tenant: Innovative Presentations Ina
6235 Earle Brown Drive, #20Q
Brooklyn Center, MN 55430
Where in this Lease a certain number of days from date of notice to a given action is
specified, unless the specific provision otherwise states, the days shall be counted as follows: The
first calendar day shall be excluded and the last day sha11 be included, unless the last day is a
Saturday, Sunday, or legal holiday, in which event the period sha11 be extended to include the next
day which is not a Saturday, Sunday or legal holiday.
17.9 DATE OF LEASE. All references to the "date of this Lease" or "date hereof shall
be deemed to be that date on which all parties hereto have executed this Lease.
17.10 HEADINGS. The heading, section numbers and article numbers appearing in this
Lease are not intended in any manner to define, limit or describe the scope of any such section or
article and are solely inserted for ready reference purposes.
17.11 PRONOUNS. As utilized in this Lease, the "singular" pronouns sha11 include the it
plura.l", and the "masculine" shall include the "feminine" and the "neuter", and vice versa, unless a
contrary intent specifically appears.
328356v5 CAH BR305-2
17
17.12 EQLJIPMENT DISCOLTNT. At all times that the Lease remains in effect, Tenant
will provide a discount of at least 25 percent to Landlord on rental of audio/visual equipment;
provided, that Landlord does not increase its existing stock of Landlord-owned audio/visual
equipment prior to June 30, 2010.
[remainder of page left blank intentionally]
328356v5 CAH BR305-2
1g
IN WI'INESS VJI�REOF, the parties hereto have a.ffixed their signatures the day and year
first above written.
LANDLORD: Economic Development Authority of the City of Brooklyn Center
BY:
ITS: President
BY:
ITS: Executive Director
TENANT: INNOVATIVE PRESENTATIONS INC.
BY: y d� y
ITS: C F,
328356v5 CAH BR305-2
19
EXHIBIT A
DEMISED PRENIISES
That part of the following described real property:
Tract F, Registered Land Survey No: 1594, Hennepin County, Minnesota
Upon which is situated the structure known as "s THE INN as depicted on the site plan
below: �lease area identified in black solid)
f f
't:...s,. �E
F�
i�
1
i
V
�.�.�r�-�
s�
t
y i�
�t"..-�'
S Y�
t
s:
o �s;:� r,�tj� a�
E
rrrx�e:;�
�triaNp�l�f�c
J.
r
�t�IM�Y?It M�t.F�, �t:+� a1►: �a�G �""'s�"% „w,,,�„�
?+�R lt 1k
�iG1aF!'�
3283S6v5 CAH BR305-2
A-1