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HomeMy WebLinkAboutRES.415.04-07-1989 BILL N0. 89-55 RESOLUTION N0. / `� A RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER INTO A GROUND LEASE AGREEMENT WITH SHANNON PROPERTIES, INC. , FOR A MANUFACTURING FACILITY FOR DANA CORPORATION BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU, MISSOURI , AS FOLLOWS: SECTION 1 . The City Manager , for and on behalf of the City of Cape Girardeau, Missouri , is hereby authorized to enter into a Ground Lease Agreement with Shannon Properties, Inc . , for a manufacturing facility for Dana Corporation. A copy of said Ground Lease Aqreement is attached to this Resolution and made a part hereof . PASSED AND ADOPTED THIS ✓�� DAY OF � , 1989 . �'' ' ;s G - ' � `''�`"� � F ancis E. Rhodes , Mayor , ;,� / - � ATTEST: I \.�= , l �� E elyn G e ran�, Cit,y C er GROUND LEASE AGREEMENT THIS GROUND LEASE AGREEMENT is made effective as of the 6th day of April, 1989, by and between the City of Cape Girardeau, Missouri, a municipal corporation with offices located at City Hall, Independence Street, Cape Girardeau, Missouri, 63701 (the "Lessor") , and Shannon Properties, Inc. , a Delaware corporation, d/b/a S Properties, Inc. with offices located at 7520 East Independence Boulevard, Suite 240, Charlotte, NC 28227 (the "Lessee") . RECITALS WHEREAS, Lessor is the owner of the Premises described on Exhibit A attached hereto (the "Premises") ; WHEREAS, Lessor is the grantee of a fifteen foot (15 ' ) access and utility easement (the "Easement") from Sixty-Thirty, Inc. pursuant to an instrument dated , 1989 and recorded on , 1989 in Book at Page of the land records of Cape Girardeau County, Missouri; and WHEREAS, Lessor has agreed to let and demise to Lessee, and Lessee has agreed to take and lease from Lessor, the Premises together with Lessor's rights under the Easement; and wHEREAS, Lessee is developing a manufacturing facility (the "Facility") for Dana Corporation, Spicer Axle Division ("Dana") on a parcel of land adjacent to the Premises; and WHEREAS, Lessor has agreed to install a one hundred fifty thousand (150, 000) gallon water storage tank, pump house, water lines, and necessary appurtenances (collectively, the "Water Tower") on the Premises and the Easement to furnish a sufficient water supply to operate a fire sprinkler system for the Facility and to improve the public water system within the City of Cape Girardeau, Missouri. NOW, THEREFORE, in consideration of the rent to be paid by Lessee and the other covenants and agreements made hereunder, Lessor hereby demises and leases unto Lessee and Lessee takes and leases from Lessor the Premises. TOGETHER with all appurtenances, estate, and rights of Lesso'r in and to the Premises including the Easement; all right, title and interest of Lessor in and to any street abutting or included within the Premises; and all right, title, and interest of Lessor in and to any strips or gores of land adjoining or included within the Premises. SU&7ECT, however, to all easements, agreements, liens, encumbrances, restrictions, tenancies, and other matters of record. -2- TO HAVE AND TO HOLD the Premises for a term of sixty (60) years commencing on April 6, 1989 and continuing through and including the 6th day of April, 2049 (the "term" of this lease) ; provided, however, that Lessee may, upon ninety (90) days prior written notice to Lessor, terminate this lease at any time. AND THIS LEASE is granted and accepted in consideration of the foregoing and of the following covenants, conditions, and restrictions to which Lessor and Lessee hereby covenant and agree: 1. Rent. Lessee shall pay to Lessor as rent for the Premises the sum of One Dollar ($1. 00) per year, with the rent for the entire term of this lease in the amount of Sixty Dollars ($60.00) payable in advance on the commencement date of this lease. 2. Place of Payment. All rental payments hereunder shall be paid to Lessor at the address first designated above, or to such other person or entity and/or at such other place as may be specified by notice in writing from Lessor to Lessee. 3 . Use. The Premises may be used only for the purpose of installing, maintaining, replacing, and removing the Water Tower and for no other purposes whatsoever without the prior written consent of Lessor, which consent will not be unreasonably withheld. 4. Lessor's Work. Lessor shall construct the Water Tower on the Premises in accordance with the terms and conditions of this Paragraph 4 . (a) Lessor shall construct the Water Tower in accordance with the plans, specifications, and drawings (the "Plans") furnished by Dana. Lessor shall install all necessary lines, connections, and other off-site improvements required for the Water Tower. The Plans shall be in sufficient detail to be used to competitively bid the work. Lessor shall not be liable for any design defects or errors in the Plans. The construction of said Water Tower shall begin as soon as possible after the execution of this lease and shall be completed on or before October 1, 1989. (b) Lessor shall pay for all construction costs up to One Hundred Twenty Thousand Dollars ($120, 000.00) . Dana shall reimburse Lessor for any costs in excess of One Hundred Twenty Thousand Dollars ($120, 000. 00) . (c) Lessor shall assign to Lessee all warranties covering the Water Tower including the warranties under the construction contract. If any warranty is not assignable, Lessor shall enforce such warranty on behalf of the Lessee. � -3- (d) Lessor shall, at Lessor's expense, obtain a builder's completed value risk policy of insurance insuring against all risk of physical loss in a non-reporting form covering the total value of the work performed. Lessor and Lessee shall be additional named insureds of such policy. (e) Lessor shall require that the work be performed in a good and worlananlike manner and in accordance with all applicable legal and insurance requirements. (f) Lessor shall complete the Water Tower free and clear of all mechanic's liens. Lessor shall defend, indemnify, and hold Lessee harmless from any liens, claims of lien, or costs and expenses in connection with such liens. (g) Lessor shall defend, indemnify, and hold Lessee harmless from any claims, liabilities, damages, expenses (including reasonable attorney's fees) and costs in connection with the work including, but not limited to, bodily injury, death, or property damage to any persons. 5. Lessor's Use of Water Tower: Lessor may use the Water Tower for public purposes provided that such usage does not adversely impact the fire flow rating of Lessee or Dana or does not increase increase the insurance cost to Lessee or Dana. If Lessor uses the Water Tower, or permits any other person to use the Water Tower, then the Lessor and Lessee shall enter into an agreement allocating the capital and operating costs for the Water Tower. 6. Real Estate Taxes and Assessments. During the term hereof, Lessee shall pay, before any fine, interest, or cost is added thereto, taxes, assessments, excises, levies, licenses and permit fees and other governmental charges, general and special, ordinary and extraordinary, unforeseen and foreseen, of any kind and nature, which at any time during the term of this Lease become due and payable out of or in respect of, or become a lien on, the Premises, or on any improvements thereon. However, Lessee shall not be required to pay municipal, state, or federal income taxes assessed against Lessor, or any applicable municipal, state, or federal estate, succession, inheritance, or transfer taxes, or any assessments permitted to be paid over a period of time. Lessor shall immediately forward to Lessee any tax bills upon � Lessor's receipt thereof, and Lessee shall forward to Lessor, upon request of Lessor, an official receipt of the appropriate taxing authority, or other proof satisfactory to Lessor evidencing the payment thereof. Notwithstanding anything herein contained to the contrary, Lessor or Lessee may, in its own name, or in the name of the other, or in the name of both, as they may agree, dispute and contest any tax, assessment, license fee, excise or other governmental charge. At the conclusion of such contest, Lessee shall remain responsible for the items -4- contested to the extent that they are valid, together with all court costs, interest, and penalties related thereto. Lessee may endeavor at any time or times to obtain a lowering of the assessed valuation upon the Premises for the purpose of reducing taxes thereon, and in such event, Lessor will offer no objection. Any tax refund shall be the property of Lessee to the extent to which it may be based on a payment made by Lessee. 7. Proration of Taxes and Assessments. Notwithstanding Paragraph 6, Lessor and Lessee shall protect the taxes and assessments for the Premises during the year in which the lease commences and expires on a daily basis, in accordance with the custom in Cape Girardeau, Missouri. Lessor and Lessee acknowledge that the Premises may not immediately appear as a separate tax parcel on the records of the local taxing authority. Until a separate tax bill is issued for the Premises, Lessor and Lessee shall apportion the taxes and assessments of any larger tax parcel which includes the Premises based upon the square footage of the Premises compared to the entire square footage of the larger tax parcel. Lessee agrees to pay to Lessor, upon receipt of the copy of the bill for such larger parcel, Lessee's proportionate share of such tax bill; provided, however, that Lessee shall have no obligation to pay any special assessments. Lessor shall defend, indemnify, and hold Lessee harmless from any taxes, liens, assessments, delinquencies or penalties arising out of the nonpayment of the tax bill for such larger tax parcel. 8. Utilities and Charqes. During the term hereof, Lessee shall pay the costs and expenses for usage of gas, electricity, light, heat, power, telephone, water and sewer. 9. Insurance. Lessee shall maintain insurance for the Water Tower against loss or damage by fire, lightning, windstorm, explosion, and all other extended coverage risks ordinarily insured against by standard policies of insurance. Lessee shall also maintain and pay for general public liability insurance against the following claims: (1) For bodily injury or death occurring upon, in or about the Premises, such insurance to afford protection to the limit of not less than One Million Dollars ($1, 000, 000. 00) in respect to bodily injury or death to any one person, and to the limit of not less than One Million Dollars ($1,000, 000. 00) in respect of any one accident. (2) For property damage upon, in or about the Premises, such insurance to afford protection to the limit of not less than One Hundred Thousand Dollars ($100,000.00) . 10. Maintenance of the Premises. Lessee shall maintain the Water Tower and other improvements located on the Premises in a good, clean, orderly, and sanitary condition, free of accumulations of dirt, rubbish, waste, or refuse matter. Lessee -5- shall further, at its expense, promptly make all needed repairs and replacements, interior and exterior, structural and otherwise, and regardless of the time remaining to the expiration of the term hereby granted, in and to the Water Tower and any improvements on the Premises. 11. Lessee to Comply with Laws. Lessee shall, throughout the term hereof, at Lessee's expense, promptly comply with all requirements of every applicable statute, law, ordinance, regulation or order, presently existing or hereafter enacted or made by any Federal, State, municipal or other public body, department, bureau, officer or authority, with respect to the Premises, and the Water Tower and the use or occupation thereof. 12. Indemnification of Lessor Aqainst Liability. Except as provided in Paragraph 4, Lessor and its agents and employees shall not be liable for any damage, injury, or other casualty of any kind, by whomsoever caused, to the person or property of anyone (including Lessee) on or off the Premises, arising or asserted to have arisen, from Lessee' s use and occupancy of the Premises or from the use, maintenance, or replacement of the Water Tower. Except during the construction period described in Paragraph 4, Lessee will indemnify and save harmless Lessor against any and all losses, damages, claims, and debts (including all court costs, litigation expenses, and reasonable attorney fees) which may be made against Lessor or against Lessor's title in the Premises, arising by reason of Lessee's use and occupancy of the Premises or in connection therewith, or for any alleged act or omission by Lessee, its agents, servants, licensees or invitees, or any person claiming under, by, or through Lessee. 13 . Total or Partial Destruction. In the event that the Water Tower shall be totally or substantially destroyed or damaged by fire or other casualty, Lessee shall have the option either (a) to repair or reconstruct said Water Tower with all reasonable diligence, or (b) to demolish and fully remove all of said Water Tower from the Premises. In the event that said destruction or damage is less than substantial, Lessee shall be required to repair or reconstruct the Water Tower with all reasonable diligence, provided, however, that if the Water Tower is damaged or destroyed during the last three (3) years of the term of this lease, Lessee may, at its option, elect to terminate the lease. If reconstructing, Lessee shall reconstruct the Water Tower with substantially the same design and construction. If repairing, Lessee shall repair the Water Tower so as to restore the same to at least an equivalent condition as it was in before such damage thereto. For purposes of this Paragraph 14, "substantial" damage or destruction shall mean damage or destruction to the extent of fifty-one percent (51�) or more of the then current value of the Water Tower. The parties acknowledge that this Paragraph 14 applies only to the Water Tower and not to any improvements located on the adjoining property owned by Lessee. -6- 14 . Eminent Domain. If during the term of this lease any part of the Premises or the Water Tower is taken or appropriated or condemned for public use by reason of eminent domain, and the Premises are still capable of being used for the purposes specified in Section 4 hereof, then this lease shall continue in full force and effect and the first One Hundred Twenty Thousand Dollars ($120, 000. 00) of condemnation proceeds shall be paid to Lessor and the balance shall be paid to Lessee. If the entire Premises and the Water Tower, or if any portion thereof, is taken so that the Premises is incapable of being used for the purposes specified in Section 4 hereof, the lease shall be cancelled and Lessee shall be paid that part of the condemnation proceeds awarded or agreed upon as fairly attributable to the value of the unexpired term of this lease (i.e. , a sum equal to the lump sum payment received by Lessor from the condemning authority divided by the lease term of 20 years multiplied by the number of years remaining in the lease term) . Lessee shall have full right to participate in any eminent domain proceedings for the purpose of protecting its rights set forth in this Section 14 . 15. Default by Lessee. If Lessee fails to pay any rent, tax payments, or any or other monetary obligations for a period of thirty (30) days after notice from Lessor, or if Lessee shall default in the performance or observance of any of the other covenants, agreements, obligations, terms, provisions, or conditions herein set forth to be performed and observed by Lessee and Lessee fails to commence the curing of such default within thirty (30) days after written notice of such default, and Lessee fails to continuously thereafter proceed to cure such default within ninety (90) days after said written notice, or such longer period as may be reasonably required, then, in any such event, Lessor shall have the full right, upon giving Lessee ten (10) days prior written notice of such election, to enter upon the Premises and take possession of the same. Lessor shall mail a copy of any notice of default to any mortgagee of Lessee who has previously provided a mailing address to Lessor for such purpose (and such copy shall only be required to be mailed to the address so furnished) . Should notice of default be so mailed to any mortgage of Lessee, then any such mortgagee shall be permitted to subrogate itself to all rights of Lessee with respect to curing such default, as provided hereunder. The various rights, powers, options, elections, privileges and remedies of Lessor contained in this lease shall be construed as cumulative and no one of them shall be construed as being exclusive of the other or exclusive of any other rights or priorities allowed by law. 16. Termination of Lease. Upon the termination of this lease, except as otherwise provided herein, ownership and possession of the Water Tower as of such date of termination shall pass to Lessor; provided, however, that Lessee may, within -�- a reasonable time after such termination, remove any and all personal property belonging to Lessee and trade fixtures installed by Lessee, and provided further that Lessee shall repair any damage caused to the Water Tower or the Premises by such removal. 17. Waiver of Breach. No failure by either party to enforce any of the provisions of this lease upon any default on the part of the other party shall be deemed to be a waiver by the non-defaulting party of its right to so enforce the terms of this lease at any time while such default on the part of the other party shall continue, nor shall any waiver of any covenant or condition or of the breach of any covenant or condition of this lease on any one occasion be taken to constitute a waiver of any subsequent breach of such covenant or condition or to justify or authorize the non-observance of any other occasion of the same or of any other covenant or condition hereof. In addition, the acceptance of rent by Lessor at any time when Lessee is in default under any covenant or condition hereof shall not be construed as a waiver of such default. The exercise or failure by either party to exercise any particular remedy granted to it hereunder shall not preclude said party from the simultaneous or later exercise of any other remedy granted it hereunder or any other remedy which it may have in law or in equity. 18 . Quiet En�oyment. Lessor covenants that upon payment of the rent reserved and so long as Lessee keeps and performs all of the covenants and conditions by Lessee to be kept and performed, Lessee shall have quiet, undisturbed and continued possession of the Premises, free from any claims of Lessor and all persons claiming under, by, or through Lessor. 19. Recordation of Lease. The parties prefer to record a memorandum of this lease, rather than the lease itself, and contemporaneously with the execution hereof or at the time of the commencement of the lease term they shall execute a Memorandum of Lease which may be recorded by either party. 20. Assiqnment and Subletting. Lessee may assign this lease or sublet all or any portion of the Premises without the prior written consent of Lessor. 21. Notices. Whenever it shall be necessary for either party to serve notice on the other respecting this lease, such notice shall be personally delivered or sent by certified mail, postage prepaid, return receipt requested, addressed to the parties at their addresses stated at the beginning of this lease, unless and until different addresses may be furnished in writing by either party to the other, and such notice shall be deemed to have been served on the date of personal delivery or on the next business day following the date the same has been deposited in the United States Post Office, postage prepaid, certified mail, return receipt requested. -8- 22. Headinqs. The headings which are used following the number of each Section are used only for convenience in locating various provisions of this lease, and shall not be deemed to affect the interpretation or construction of any provisions of this lease. 23. Covenants Runninq with Land and BindinQ Effect. Al1 covenants, provisions, promises, conditions, and obligations herein contained or implied by law are covenants running with the land, and this lease and all of the covenants and provisions hereof shall inure to the benefit of and be binding upon and the terms "Lessor" and "Lessee" shall be deemed to include the successors and permitted assigns of the parties hereto. 24 . Surrender and Holdinq Over. Lessee shall promptly surrender and deliver up the Premises at the end of the lease term or at its earlier termination as hereunder provided. Should Lessee, with or without the express or implied consent of Lessor, continue to hold and occupy the Premises after the expiration of the term of this lease, such holding over beyond the terms and any acceptance or collection of rent by Lessor, at Lessor's option, shall operate and be construed as creating a tenancy from month to month and not for any other term whatsoever. 25. Severability. If any term or provision of this lease is held invalid or unenforceable, such holding shall not affect the remainder of this lease and the same shall remain in full force and effect unless such holding substantially deprives Lessee of the use of the Premises or Lessor of the rents herein reserved, in which event this lease shall forthwith terminate as if by expiration of the term hereof. 26. Construction. This lease shall be construed under the laws of the State of Missouri and shall not be construed against either Lessor or Lessee. 27 . Entire Aqreement. This lease contains the entire agreement between the parties hereto with respect to the subject matter hereof, and may not be modified in any manner except by an instrument in writing executed by Lessor and Lessee. -9- IN WITNESS WHEREOF, Lessor and Lessee have caused this lease to be executed and delivered on their behalf by their duly authorized officers in multiple copies on the day and year first above written. ATTEST: CITY OF CAPE GIRARDEAU, MISSOURI By: Evelyn G. LeGrand J. Ronald Fischer, City Manager City Clerk ATTEST: SHANNON PROPERTIES, INC. , a Delaware corporation, d/b/a S PROPERTIES, INC. � • � gy, . �-SST Secretary� ��S Title: 1/ff� �IP�SiDP�✓' -10- STATE OF MISSOURI ) ) SS: COUNTY OF ) On this day of , 1989, before me personally appeared , to me personally known, who, being by me duly sworn, did say that he is the of the City of Cape Girardeau, Missouri, and that the seal affixed to said instrument is the corporate seal of said City, and that said instrument was signed and sealed on behalf of said City by authority of its , and said acknowledged said instrument to be the free act and deed of said city. In witness whereof I have hereunto set my hand and affixed my official seal at my office in said county and state the day and year last above written. My term expires , Notary Public STATE OF NORTH CAROLINA ) ) SS: COUNTY OF MECKLENBURG ) On th�� s � day of � L , 1989, before me personally appeared d,�/,�� - Z��- , to me personally known, who, be3ng by me duly sworn, did say that he is the ,j//C� �/1�S i��� of Shannon Properties, Inc. , a Delaware corporation, d/b/a S Properties, Inc. and that the seal affixed to said instrument is the corporate seal of said corporation, and that said instrument was signed and sealed in behalf of said corpo ation by authorit of its board of directors, and said �,(�/LL/� � 2/�� acknowledged said instrument to be the free act and deed of said corporation. In witness whereof I have hereunto set my hand and affixed my official seal at my office in said county and state the day and year last above written. •:.; { 'i (, �� My term expires 3 0� 7'- 3 � " ' � . Notarl public 3H-9-2 EXFIIBIT A LEGAL DESCRIPTION A part of Outlot 61 of United States Private Survey Number 2199, Township 3-1 North, Range 13 East, City and County of Cape Girardeau, described as follows: Beginning at a point on the south line of Outlot 61, S 82 � 37 ' 04" E, 2193 .56 feet from the southwest corner of Outlot 61; Thence N 02 � 06 ' 36" W, 60.00 feet; Thence S 82 ) 37 ' 04" E, 60.00 feet; Thence S 02 � 06 ' 36" E, 60.00 feet; Thence N 82 � 37 ' 04" W, 60. 00 feet to the point of beginning, containing 0. 08 acres. 3L-9-4 , . MEMORANDUM OF LEASE THIS MEMORANDUM OF LEASE is made effective as of the the 6th day of April, 1989, by and between the City of Cape Girardeau, Missouri, a municipal corporation with offices located at City Hall, Independence Street, Cape Girardeau, Missouri 63701 (the "Lessor") and Shannon Properties, Inc. , a Delaware corporation, d/b/a S Properties, Inc. with offices located at 7520 East Independence Boulevard, Suite 240, Charlotte, NC 28227 (the "Lessee") . R E C I T A L S• WHEREAS, Lessor is the owner of the premises described on Exhibit A attached hereto (the "Premises") ; WHEREAS, Lessor has agreed to let and demise to Lessee and Lessee has agreed to take and lease from Lessor, the Premises pursuant to a Ground Lease Agreement of even date (the "Ground Lease Agreement") ; and WHEREAS, Lessor and Lessee desire to record a Memorandum of Lease in lieu of recording the Ground Lease Agreement. NOW, THEREFORE, Lessor and Lessee state as follows: l. Grant of Lease. Lessor has let to Lessee the Premises described on Exhibit A attached hereto. 2 . Term. The term of the Lease is sixty (60) years commencing on April 6, 1989 , and expiring on April 6, 2049. Lessee has the option to terminate the Lease at any time upon ninety (90) days prior written notice to Lessor. 3 . Other Terms and Conditions. The other terms and conditions are set forth in the Ground Lease Agreement. IN WITNESS WHEREOF, Lessor and Lessee have executed this Memorandum of Lease as of the day and year first set forth above. ATTEST: CITY OF CAPE GIRARDEAU, MISSOURI, a municipal corporation By: Evelyn G. LeGrant J. Ronald Fischer, City Manager City Clerk `' - 2 - ATTEST: SHANNON PROPERTIES, INC. , a Delaware corporation, d/b/a .� � � S PROP TIES, INC. . . �� ' B � ' r f; . . � ''. �SS! �S�c�retary �,�-��� Title: �C c.US'i0�/✓r - � STATE OF MISSOURI ) ) COUNTY OF ) On this day of , 1989, before me personally appeared , to me personally known, who, being by me duly sworn, did say that he is the of the City of Cape Girardeau, Missouri, and that the seal affixed to said instrument is the corporate seal of said City, and that said instrument was signed and sealed on behalf of said City by authority of its , and said acknowledged said instrument to be the free act and deed of said City. In witness whereof I have hereunto set my hand and affixed my official seal at my office in said county and state the day and year last above written. My term expires , Notary Public - 3 - STATE OF NORTH CAROLINA ) ) COUNTY OF MECKLENBURG ) On th' s � day of April, 1989, before me personally appeared � / _ � , to me personally known, who, being by me duly sworn, did say that he is the 1/�lC- O/�5�of Shannon Properties, Inc. , a Delaware corporation, d/b/a S Properties, Inc. and that the seal affixed to said instrument is the corporate seal of said corporation, and that said instrument was signed and sealed on behalf of said corporation by authority of its board of directors, and said /�/S�/L�/� ,�Z/I7vnAacknowledged said instrument to be the free act and deed of said corporation. In witness whereof I have hereunto set my hand and affixed my official seal at my office in said county and state the day and year last above written. riy term expires -��� � � • Notary Public 3L-9-1 EXHIBIT A LEGAL DESCRIPTION A part of Outlot 61 of United States Private Survey Number 2199, Township 31 North, Range 13 East, City and County of Cape Girardeau, described as follows: Beginning at a point on the south line of Outlot 61, S 82 ) 37 ' 04" E, 2193 . 56 feet from the southwest corner of Outlot 61; Thence N 02 � 06 ' 36" W, 60. 00 feet; Thence S 82 � 37 ' 04" E, 60. 00 feet; Thence S 02 � 06 ' 36" E, 60. 00 feet; Thence N 82 � 37 ' 04" W, 60. 00 feet to the point of beginning, containing 0. 08 acres. 3L-9-4