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HomeMy WebLinkAboutRES.2667.12-05-2011BILL NO. 11-163 RESOLUTION NO. <=� A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A CITY OF CAPE GIRARDEAU LEASE AGREEMENT WITH CAPE RIVER HERITAGE MUSEUM, INC. BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU, MISSOURI, AS FOLLOWS: ARTICLE 1. The City Manager, for and on behalf of the City of Cape Girardeau, Missouri, is hereby authorized to execute a City of Cape Girardeau Lease Agreement with Cape River Heritage Museum, Inc. A copy of said Lease Agreement is attached to this Resolution and made a part hereof. PASSED AND ADOPTED THIS , DAY OF 2624WZ4 20 l� Harry E. ediger, Mayor P CITY OF CAPE GIRARDEAU LEASE AGREEMENT THIS AGREEMENT, made this 17th day of November, 2011, by and between the City of Cape Girardeau, Missouri, a Municipal Corporation, organized and existing under and by virtue of the laws of the State of Missouri, hereinafter referred to as "City", and Cape River Heritage Museum, Inc., a General Not -For -Profit Corporation, organized and existing under and by virtue of the laws of the State of Missouri, hereinafter referred to as "Museum", WHEREAS, the Museum desires to occupy and utilize the original Fire Station No. 1 building, WHEREAS, the City and Museum agree that the preservation of local history and heritage is an important community benefit that provides research opportunities, education, programming and events to the general public and visitor's to the Cape Girardeau area, WHEREAS, the City acknowledges the value of the original Fire Station No. 1 building and desires to keep the building functional and operational for public use and to display memorabilia and artifacts that preserves the City's history, NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions hereinafter set forth, the City and Museum agree as follows: SECTION 1. PREMISES AND USE. The City hereby leases to Museum the property and Building located at 538 Independence, in the City of Cape Girardeau, hereinafter referred to as "Building", and described as follows: Part of Lot 22 and part of Lot 21 in Range C, in the City and County of Cape Girardeau, Missouri, described as follows: Begin at the Southwest corner of Lot 22 in Range C in the City of Cape Girardeau, Missouri; thence in an Easterly direction with the South line of said Lot 22, said line also being the North right-of-way line of Independence Street, a distance of 70.9 feet for a corner; thence in a Northerly direction, perpendicular to the above mentioned South line, and parallel to the West line of said Lot 22 and the West line of Lot 21, a distance of 145.0 feet for a corner; thence in a Westerly direction, parallel to and 145 feet North of the above mentioned South line, a distance of 70.9 feet to the West line of said Lot 21 for a corner, which line is also the East right-of-way line of Frederick Street; thence Southerly, along said West line of said Lot 21 and Lot 22, a distance of 145 feet to the point of beginning, containing .24 1 Y acre. Said Building shall be used only by the Museum for customary museum purposes, and not otherwise without the prior written consent of the City. In addition to the Building, Museum shall have the right to use the City's driveways and parking area adjacent to said Building to the extent that such use does not interfere with the City's use thereof. Said right is revocable at will by the City, and is subject to regulation by the City. SECTION 2. TERM. The term of this agreement shall be for a period of one (1) and commence on the date of execution hereof, and will automatically renew on an annual basis, unless either party notifies the other in writing no later than sixty (60) days prior to the annual renewal. In addition, termination of this agreement with or without cause is permitted providing either party notify the other in writing no later than sixty (60) days. SECTION 3. ALTERATIONS, IMPROVEMENTS, ADDITIONS. No additions, improvements or alterations shall be made to the Building without the prior written consent of the City. SECTION 4. CUSTODIAL SERVICES. Museum agrees to provide the necessary materials, equipment and labor to provide all necessary janitorial and custodial services, and to maintain the Building in a clean, safe, orderly and sanitary condition. Museum shall provide a complete and proper arrangement for the adequate sanitary handling and disposal of all trash and other refuse caused by its operations under this agreement. SECTION 5. MAINTENANCE AND REPAIR. Museum shall, keep and maintain the Building, improvements (as allowed and permitted), additions or alterations thereto, equipment and landscaping constructed or installed upon the Building, by either the City or the Museum in good condition and repair, which condition shall at all times be based on a standard of care reflecting prudent property management, reasonable wear and tear excepted. Museum shall commit no waste of the Building. The City shall conduct an annual inspection of both the interior and exterior portion of the building to assess conditions and determine improvements to be made based on available resources. The City shall provide limited landscape maintenance support such as mowing of garden areas, bi-annual mulching and debris pick-up. 2 SECTION 6. UTILITIES. The City agrees to pay for all costs and charges for general operational utilities services furnished to Museum from and after the date that Museum commences its operations. SECTION 7. RENTAL. Museum hereby agrees to pay to City an annual rental of One Dollar ($1.00) per year, payable on or around July 1 of each year during the term hereof. All payments are to be made at the Office of the City Clerk, City of Cape Girardeau or at such other place as City may direct. SECTION 8. ASSIGNMENT OR SUBLEASE. Museum shall not assign or sublease, in whole or in part, the Building without the prior written consent of the City. SECTION 9. BUILDING DESTRUCTION. If the Building is substantially or totally destroyed, through no fault of either party, neither the City nor the Museum shall be required to rebuild and restore said Building. In the event of said substantial or total destruction, this Agreement shall automatically terminate. Substantial destruction, as used herein, shall mean when the cost to repair the Building exceeds Twenty -Five Thousand Dollars ($25,000.00). SECTION 10. REPAIR AND REMODELING. The Museum shall be responsible for the expenses and costs of all necessary repairs or authorized remodeling of their displays and equipment relevant to museum operations, provided that the City shall maintain the exterior building, including the roof. In addition, the Museum and the City agree to work cooperatively regarding major improvements or repairs to both the interior and exterior of these public facilities as deemed appropriate for the upkeep of the building and as funding allows. SECTION 11. INDEMNIFICATION. Museum hereby releases and agrees to indemnify, defend and hold harmless the City from all claims, actions, suits, and demands of every kind and description because of bodily injury, including death, and because of damages to property or losses which may arise out of or result from Museum's operations or use of the demised premises whether such operations or use are by Museum, its agents, employees or anyone directly or indirectly acting on its behalf, its patrons, invitees or visitors. 3 I SECTION 12. INSURANCE. Museum shall procure and maintain in effect for the term of this agreement, liability insurance, naming the City as a co-insured, in an amount not less than Three Hundred Thousand Dollars ($300,000.00) for one person and Two Million Dollars ($2,000,000.00) for any one accident involving injury, including death, to more than one person, with vandalism, fire and extended coverage insurance naming the City as co- insured, of not less than Five Hundred Thousand Dollars ($500,000.00) for any one accident. SECTION 13. NO WAIVER OF FUTURE BREACH. The failure of the City to insist, in any one or more instances on a strict performance of any of the terms or the conditions of this Agreement, or to exercise any right herein contained, shall not be construed as a future waiver or a relinquishment of the provisions or right, but the same shall continue and remain in full force and effect. The receipt by the City of rent, with knowledge of the breach of any term or condition hereof, shall not be deemed a waiver of the breach and no waiver by the City of any provision hereof shall be deemed to have been made unless expressed in writing and signed by the City. Should the City at some time consent to an assignment of this Agreement or to a sublease of the whole or any part of the Building, no further assignment and no further sublease shall be made without the prior written consent of the City. None of the terms or conditions of this Agreement shall be altered, waived, or modified in any manner except by written instrument executed by both parties. SECTION 14. RIGHT TO ENTER. The City, its agents, servants and employees shall have access to, and shall have right to enter the Building at all reasonable and necessary times to inspect, or for any other purpose reasonably connected with the City's interest in, the Building. SECTION 15. TERMINATION. City may enforce the performance of this Agreement in any manner provided by law, but this Agreement may be terminated at City's option if Museum defaults. A default occurs in any one or more of the following events, if Museum: 1. Shall desert, vacate, abandon or discontinue use of the Building for seven (7) consecutive days. 2. Shall fail to perform or comply with any of the obligations, terms or conditions of this Agreement. 3. Shall fail to comply with any of the Statutes, Ordinances, rules or regulations of any governmental body. 4. Shall file a Petition in Bankruptcy, or make an assignment for the benefit of 11 creditors, or be adjudicated a bankrupt or take advantage of any insolvency act. SECTION 16. NOTICE. City may exercise the right of termination provided for herein by giving written notice to Museum twenty (20) days in advance of the effective date of said termination. Any notice or other communication to City or Museum referred to in this Agreement shall be deemed validly given, served and delivered upon deposit in the United States mail, certified with proper postage paid, addressed as follows: City: City Clerk City Hall 401 Independence P. O. Box 617 Cape Girardeau, MO 63702-0617 Museum: Cape River Heritage Museum, Inc. 950 West Rodney Cape Girardeau, MO 63701 This agreement shall then terminate as of the date specified in such notice. Default under this Agreement shall entitle the City to declare all remaining installments of rentals to be due and payable immediately, and in the event City shall take possession of the demised premises it may re -let the same upon such terms and conditions as it shall deem appropriate, and any deficiency in rental payments shall be and remain the obligation of the Museum. SECTION 17. PERSONAL AND REAL PROPERTY DISPOSITION, LIEN. At the termination of this Agreement for any reason, except as hereinbefore provided, City shall be entitled to retain as its sole property all real property improvements which have been constructed by Museum. Upon service of notice of termination of this Agreement, Museum shall remove all of its personal property from the Building, within twenty (20) days thereafter, and if Museum fails to remove said personal property, said property may be removed and disposed of by City at Museum's expense. Notwithstanding the above, upon termination of this agreement for any reason, City shall have a lien upon all property, real and personal, of Museum for any sums due City from Museum. SECTION 18. NON DISCRIMINATION. Museum shall not, on the grounds of race, color, creed or national origin, discriminate or permit discrimination against any person or group of persons in any manner prohibited by Title VI of the Civil Rights Act of 1964, and Part 21 of the Regulations of the Office of the Secretary of Transportation in the use of the Building. 1 City reserves the right to take such action as the United States Government may direct to enforce this covenant. SECTION 19. PARTIES BOUND. This agreement shall inure to the benefit of and be binding upon the parties, their successors and assigns. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. ATTEST: City Clerk ATTEST: Cape River 14Ntage M CITY OF CAPE GIRARDEAU, MISSOURI Meyer, t7y Manager CAPE RIVER HERIT GE MUSEUM, INC. 2 — Cape River Heritage Museum i nis specirum r-oncy consists of the Declarations, Coverage Forms, Common Policy Conditions and any l 28 other Forms and Endorsements issued to be a part of the Policy. This insurance is provided by the stock BU insurance company of The Hartford Insurance Group shown below. SHA INSURER: HARTFORD FIRE INSURANCE COMPANY HARTFORD PLAZA, HARTFORD, CONNECTICUT 06115 COMPANY CODE: 1 ''j' Policy Number: 84 SBA BU2825 SA HARTFORD j' THE L�.AR T.FQR D SPECTRUM POLICY DECLARATIONS ORIGINAL Named Insured and Mailing Address: CAPE RIVER HERITAGE MUSEUM INC (No., Street, Town, State, Zip Code) C/O MARJORIE H. THOMPSON 538 INDEPENDENCE CAPE GIRARDEAU MO 63703 Policy Period: From 12/08/10 To 12/08/11 1 YEAR 12:01 a.m., Standard time at your mailing address shown above. Exception: 12 noon in New HamnshirP Audit Period: NON -AUDITABLE Type of Property Coverage: SPECIAL Insurance Provided: In return for the payment of the premium and subject to all of the terms of this policy, we agree with you to provide insurance as stated in this policy. TOTAL ANNUAL PREMIUM 13. $864 Countersigned by Authorized Representative Form SS 00 02 12 06 Page 001. (CONTINUED ON NEXT PAGE) Process Date: 09/28/10 Policy Expiration Date: 12/08/11 INSURED COPY Date N% INSIDE THE PREMISES OUTSIDE THE PREMISES Form SS 00 02 12 06 Process Date; 09/213/10 $ 10,000 $; 5,000 Page 002 (CONTINUED ON NEXT PAGE) Policy Expiration Date; 12/03/11 01 SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: S4 SEA BU2825 Location(s), Building(s), Business of Named Insured and Schedule of Coverages for Premises as designated by Number below. Location: 001 Building: 001 PROPERTY OPTIONAL COVERAGES APPLICABLE LIMITS OF INSURANCE TO THIS LOCATION EARTHQUAKE COVERAGE: FORM SS 04 06 r DEDUCTIBLE: 2% COVERED PROPERTY: $ INCLUDED BUSINESS INCOME/EXTRA EXPENSE - INCLUDED H STRETCH FOR CULTURAL ORGANIZATIONS N FORM SS 04 82 cp THIS FORM INCLUDES MANY ADDITIONAL a COVERAGES AND EXTENSIONS OF COVERAGES. A SUMMARY OF THE co COVERAGE LIMITS IS ATTACHED. N C) BUSINESS PERSONAL PROPERTY - 30% cv ADDITIONAL SEASONAL INCREASE FORM: SS 04 76 LIMITED FUNGI, BACTERIA OR VIRUS $ 50,000 -- COVERAGE: FORM SS 40 93 THIS IS THE MAXIMUM AMOUNT OF _ INSURANCE FOR THIS COVERAGE, SUBJECT TO ALL PROPERTY LIMITS FOUND ELSEWHERE ON THIS DECLARATION. _ INCLUDING BUSINESS INCOME AND EXTRA EXPENSE COVERAGE FOR: 30 DAYS Form SS00021206 Paye 003 (CONTINUED ON NEXT PAGE) Process Date: 09/28/10 Policy Expiration Date: 12/08/11 SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 84 SBA BU2825 Location(s), Building(s), Business of Named Insured, and Schedule of Coverages for Premises as designated by Number below. Location: 001 Building: 001 538 INDEPENDENCE CAPE`GIRARDEAU MO 63703 Description of Business; MUSEUM NON PROFIT WITH NO BUILDING COVERAGE Deductible: $ 500 PER OCCURRENCE BUILDING AND BUSINESS PERSONAL PROPERTY LIMITS OF INSURANCE BUILDING NO COVERAGE BUSINESS PERSONAL PROPERTY REPLACEMENT COST $ 71, 900 PERSONAL PROPERTY OF OTHERS REPLACEMENT COST MONEY AND SECURITIES INSIDE THE PREMISES OUTSIDE THE PREMISES NO COVERAGE $ 10,000 $ 5, 000 Form SS 00 02 12 06 Page 002 (CONTINUED ON .`TEXT PEKE) Process Date: 09/28/10 Policy Expiration Date: '-1.2/08/11 I t2 SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 84 SBA BU2825 PROPERTY OPTIONAL COVERAGES APPLICABLE LIMITS OF INSURANCE TO ALL LOCATIONS BUSINESS INCOME AND EXTRA EXPENSE COVERAGE 12 MONTHS ACTUAL LOSS SUSTAINED COVERAGE INCLUDES THE FOLLOWING COVERAGE EXTENSIONS: ACTION OF CIVIL AUTHORITY: 30 DAYS EXTENDED BUSINESS INCOME: 30 CONSECUTIVE DAYS EQUIPMENT BREAKDOWN COVERAGE COVERAGE FOR DIRECT PHYSICAL LOSS DUE TO: MECHANICAL BREAKDOWN, ARTIFICIALLY GENERATED CURRENT AND STEAM EXPLOSION THIS ADDITIONAL COVERAGE INCLUDES THE FOLLOWING EXTENSIONS HAZARDOUS SUBSTANCES $ 50,000 EXPEDITING EXPENSES $ 50,000 MECHANICAL BREAKDOWN COVERAGE ONLY APPLIES WHEN BUILDING OR BUSINESS PERSONAL PROPERTY IS SELECTED ON THE POLICY IDENTITY RECOVERY COVERAGE $ 15,000 FORM SS Al 12 Form SS 00 02 12 06 Page 004 (CONTINUED ON NEXT PAGE) Process Date:09/2B/10 Policy Expiration Date: 12/08/11 AGGREGATE LIMIT $ 51000 RETROACTIVE DATE: 12082003 This Employment Practices Liability Coverage contains claims made coverage. Except as may be otherwise provided herein, specified coverages of this insurance are limited generally to liability for injuries for which claims are first made against the insured while the insurance is in force. Please read and review the insurance carefully and discuss the coverage with your Hartford Agent or Broker. The Limits of Insurance stated in this, Declarations will be reduced, and may be completely exhausted, by the payment of "defense expense" and, in such event, The Company will not be obligated to pay any further "defense expense" or SLIMS which the insured is or may become legally obligated to pay as "damages". Form SS 00 02 12 06 Page 005 (CONTINUED ON NEXT PAGE) Process Date: 09/28/10 Policy Expiration Date: 12/08/11 yr LL 1 rZVBvl rVLJ%.1I 'Ljr.0 B_1Ar\H B UI Iuc;" POLICY NUMBER: 84 SBA BU2825 BUSINESS LIABILITY LIMITS OF INSURANCE LIABILITY AND MEDICAL EXPENSES $1,000,000 MEDICAL EXPENSES -ANY ONE PERSON $ 10,000 PERSONAL AND ADVERTISING INJURY $1,000,000 DAMAGES TO PREMISES RENTED TO YOU $ 300,000 n ANY ONE PREMISES o AGGREGATE LIMITS; PRODUCTS -COMPLETED OPERATIONS $2,000,000 GENERAL AGGREGATE $2,000,000 0 EMPLOYMENT PRACTICES LIABILITY COVERAGE: FORM SS 09 50 w �r co EACH CLAIM LIMIT $ 5,000 0 0 N DEDUCTIBLE - EACH CLAIM LIMIT NOT APPLICABLE AGGREGATE LIMIT $ 51000 RETROACTIVE DATE: 12082003 This Employment Practices Liability Coverage contains claims made coverage. Except as may be otherwise provided herein, specified coverages of this insurance are limited generally to liability for injuries for which claims are first made against the insured while the insurance is in force. Please read and review the insurance carefully and discuss the coverage with your Hartford Agent or Broker. The Limits of Insurance stated in this, Declarations will be reduced, and may be completely exhausted, by the payment of "defense expense" and, in such event, The Company will not be obligated to pay any further "defense expense" or SLIMS which the insured is or may become legally obligated to pay as "damages". Form SS 00 02 12 06 Page 005 (CONTINUED ON NEXT PAGE) Process Date: 09/28/10 Policy Expiration Date: 12/08/11 SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 84 SBA BU2825 Form SS 00 02 12 06 Process Date: 09/28/10 Page 006 (CON`Z'INUED ON NEXT PAGE) Policy Expiration Date: 12/08/11 1. PECTRUM POLICY DECLARATIONS (Continued) OLICY-NUMBER: 84 SBA BU2825 Form Numbers of Forms and Endorsements that apply: Form SS 00 02 12 06 page 007policy Expiration Date: 12/08/11 Process Date: 09/28/10 93 SS 00 05 12 06 SS 00 07 07 05, SS SS 00 04 08 19 04 07 05 05 SS 00 00 Ol 22 04 04 07 SS 01 07 12 07 SS 04 04 06 39 04 07 09 05 SS 04 41 04 09 SS SS 04 22 07 05 SS 04 30 07 05 05 SS SS 04 45 07 05 SS 04 46 10 08 SS 04 42 09 07 S Sss 04 44 76 07 07 05 04 80 1 2 0 2 07 SS 04 47 04 09 00 SS SS 04 40 ' 18 07 05 SS 40 93 07 055 SS SS 41 6 6 06 SS 04 86 51 03 10 09 TH 10 01 09 86 SS 05 01 09 0 01 08 SS 09 10 01 10 SS SS 41 05 66 03 00 SS 50 94 09 10 SS SS 09 50 19 01 08 TH 99 40 04 09 SS 09 42 07 99 SS 40 38 23 25 12 00 07 SS 83 76 01 08 IH 99 41 12 04 00 09 11 SS 85 SCHEDULE OF FINE ARTS TH Form SS 00 02 12 06 page 007policy Expiration Date: 12/08/11 Process Date: 09/28/10 CULTURAL ORGANIZATIONS STRETCH SUMMARY SUMMARY OF COVERAGE LIMITS This is a summary of the Coverages and the Limits of Insurance provided by the Cultural Organizations Stretch Coverage form SS 04 82 which is included in this policy. No coverage is provided by this summary. Refer to coverage form SS 04 82 to determine the scope of your insurance protection. The Limit of Insurance for the following Additional Coverages are in addition to any other limit of insurance provided under this policy: Coverage Accounts Receivable - On/Off-Premises Brands and Labels Claim Expenses Computer Fraud Computers and Media Debris Removal Employee Dishonesty (including ERISA) Fine Arts Forgery Fundraising - Money and Securities Increase Laptop Computers - Worldwide Coverage Lost Keys Off -Premises Utility Services - Direct Damage Outdoor Signs Pairs or Sets Paved Surfaces Personal Property of Others Property at Other Premises Salespersons' Samples Sewer and Drain Back Up Sump Overflow or Surnp Pump Failure Temperature Change Tenant Building and Business Personal Property Coverage- Required by Lease Transit Property in the Care of Carriers for Hire Unauthorized Business Card Use Valuable Papers and Records - On/Off-Prernises Limit S25,000 Up to Business Personal Property Limit $ 10,000 $5,000 $ 25,000 $ 25,000 $ 10,000 $ 10,000 $ 10,000 + 50% $ 5,000 $ 25,000 $ 10,000 Full Value Up to Business Personal Property Limit �i-- $ 15,000 g $ 10;000 $ 10,000 $ 1,000 Included up to Covered Property Limits $ 15,000 $ 10,000 $ 20,000 $ 15,000 $ 2,500 $ 25,000 The Limits of Insurance for the following Coverage Extensions are a replacement of the Limit of Insurance provided under the Standard Property Coverage Form or the Special Property Coverage Form, whichever applies to the policy: Coverage Newly Acquired or Constructed Property —180 Days Building Business Personal Property Business Income and Extra Expense Outdoor Property Personal Effects Property Off -Premises Form SS 84 22 09 07 0�1111,1 © 2007, The Hartford Limit $1,000,000 $ 500,000 $ 500,000 $ 25,000 aggregate/ $1,000 per item $ 25,000 $ 15,000 Page 1 of 2 QUICK REFERENCE - SPECTRUM POLICY DECLARATIONS and COMMON POLICY CONDITIONS I. DECLARATIONS Named insured and Mailing Address Policy Period Description and Business Location Coverages and Limits of Insurance H. COMMON POLICY CONDITIONS Beginning on Page A. Cancellation B. Changes 1 C. Concealment, Misrepresentation Or Fraud D. Examination Of Your Books And Records 2 E. Inspections And Surreys 2 F. Insurance Under Two Or More Coverages 2 G. Liberalization 2 H. Other insurance - Property Coverage 2 !, Premiums 2 J. Transfer Of Rights Of Recovery Against Others To Us 2 K. Transfer Of Your Rights And Duties Under This Policy 2 L. Premium Audit 3 3 9 Form SS 00 05 12 06 M