HomeMy WebLinkAboutLanehaven Farms Inc-12/20/2010THE IOWA STATE
Official Form No. 35 BAR ASSOCIATION Mark S. Rolinger
R THE LEGAL
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2 1 - ;.. FARM LEASE
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THIS LEASE ("Lease") is made between City of Waterloo, Iowa
("Landlord"), whose address for
the purpose of this Lease is
and
715 Mulberry Street, Waterloo, IA 50703
Lanehaven Farms. Inc, ("Tenant"),
whose address for the purpose of this Lease is 7052 Hammond Avenue, Waterloo, IA 50702
THE PARTIES AGREE AS FOLLOWS:
1. PREMISES AND TERM. Landlord leases to Tenant the following
Black Hawk County, Iowa (the "Real Estate"):
real estate situated in
of Section No. 9,
City of Waterloo,
23, 2010, and filed
as File No.
by Tenant for a term of
February 28, 2011
Parcel "B" in the Southwest Quarter of the Northwest Quarter (SW1/4 NW1/4)
Township No. 88 North, Range No. 13 West of the Fifth Principal Meridian,
Black Hawk County, Iowa, as established in the Plat of Survey dated February
in the office of the Black Hawk County Recorder on February 23, 2010,
2010-0001578.
and containing 20.4 (totalgtireW acres, more or Tess, with possession
1 year(s) to commence on March 16, 2010 , and end on
The Tenant has had or been offered an opportunity to make an independent
and boundaries of the premises. In the event that possession cannot be delivered
after commencement of this Lease, Tenant may terminate this Lease by
writing.
2. RENT. Tenant shall pay to Landlord as rent for the Real Estate (the "Rent"):
a. Total annual cash rent of $ 3,876.00 payable, unless otherwise
investigation as to the acres
within fifteen (15) days
giving the Landlord notice in
agreed, as follows:
on
$3,876.00 on 29th day of December, 2010 , $
, and $ on ; or
b. Crop share - % of corn, % of soybeans, and % of other crops
raised on the Real Estate.
All Rent is to be paid to Landlord at the address above or at such
direct in writing. Rent must be in Landlord's possession on or before the
farm in any offered program by the U.S. Department of Agriculture or any
control or soil conservation, the observance of the terms and conditions of
of farm program payments, requires Landlord's consent. Payments from participation
shall be divided 0 % Landlord 100 % Tenant. Governmental
other place as Landlord may
due date. Participation of this
state for crop production
this program, and the division
in these programs
cost-sharing payments for
100 % Tenant.
permanent soil conservation structures shall be divided 0 % Landlord
Crop disaster payments shall be divided 0 % Landlord 100 % Tenant.
@The Iowa Stale Bar Association 2008 135 FARM LEASE—CASH OR CROP SHARES
IOwADOCS® Revised September 2008
3. LANDLORD'S LIEN AND SECURITY INTEREST. As security for all sums due or which will become
due from Tenant to Landlord, Tenant hereby grants to Landlord, in addition to any statutory liens, a
security interest as provided in the Iowa Uniform Commercial Code and a contractual lien in ail crops
produced on the premises and the proceeds and products thereof, all contract rights concerning such
crops, proceeds and/or products, all proceeds of insurance collected on account of destruction of such
crops, all contract rights and U.S. government and/or state agricultural farm program payments in
connection with the above described premises whether such contract rights be payable in cash or in
kind, including the proceeds from such rights, and any and all other personal property kept or used on
the real estate that is not exempt from execution. Tenant shall also sign any additional forms required to
validate the security interest in government program payments.
Tenant shall not sell such crops unless Landlord agrees otherwise. Tenant shall notify Landlord
of Tenant's intention to sell crop at least three (3) business days prior to sale of the crop (with business
days being described as Monday through Friday, except any Iowa or federal holidays). Tenant shall pay
the full rent for the crop year in which the crop is produced, whether due or not, at the time of sale
pursuant to Landlord's consent to release Landlord's security interests. Upon payment in full Landlord
shall release Landlord's lien on the crop produced in that crop year on the premises. The parties agree
that by the Landlord releasing the lien as to the crop in one year, the Landlord in no way releases the
lien or agrees to release the lien in any prior or subsequent year.
Tenant shall sign and deliver to Landlord a list of potential buyers of the crops upon which
Landlord has been granted a security interest in this lease. Unless Landlord otherwise consents, Tenant
will not sell these crops to a buyer who is not on the potential list of buyers unless Tenant pays the full
rent due for the crop year to the Landlord at or prior to the date of sale. Landlord may give notice to the
potential buyers of the existence of this security interest.
Landlord is further granted the power, coupled with an interest, to sign on behalf of Tenant as
attorney-in-fact and to file one or more financing statements under the Iowa Uniform Commercial Code
naming Tenant as Debtor and Landlord as Secured Party and describing the collateral herein specified.
Tenant consents to the financing statement being filed immediately after execution of this Lease.
4. INPUT COSTS AND EXPENSES. Tenant shall prepare the Real Estate and plant such crops in a
timely fashion as may be directed by the Tenant . Tenant shall only be entitled to pasture or
till those portions of the Real Estate designated by Landlord. All necessary machinery and equipment,
as well as labor, necessary to carry out the terms of this lease shall be furnished by and at the expense
of the Tenant. The following materials, in the amounts required by good husbandry, shall be acquired by
Tenant and paid for by the parties as follows:
% Landlord % Tenant
(1) Commercial Fertilizer 0 100
(2) Lime and Trace Minerals 0 100
(3) Herbicides
(4) Insecticides
(5) Seed
(6) Seed cleaning
0
0
0
0
(7) Harvesting and/or Shelling Expense 0
(8) Grain Drying Expense
(9) Grain Storage Expense
(10) Other
,.,.� .
0
0
0
100
100
100
100
100
100
100
100
% the secon , .: % the firs = - = •13/0
the second year. Lime and trace miners = years. If this Lease is not
renewed, and Tenant does not therefore receive • • nefits, Tenant shall be reimbursed
by Landlord to the extent Tena eceived the benefits. Tenant a• - - r ish, without cost,
all labor, equi• • - ...p tcation for all fertilizer, lime, trace minerals and chemicals
• • .
on all other crops allocated
!located over
(3)
5. PROPER HUSBANDRY; HARVESTING OF CROPS; CARE OF SOIL, TREES, SHRUBS AND
GRASS. Tenant shall farm the Real Estate in a manner consistent with good husbandry, seek to obtain
the best crop production that the soil and crop season will permit, properly care for all growing crops in a
manner consistent with good husbandry, and harvest all crops on a timely basis. In the event Tenant
fails to do so, Landlord reserves the right, personally or by designated agents, to enter upon the Real
Estate and properly care for and harvest all growing crops, charging the cost of the care and harvest to
the Tenant, as part of the Rent. Tenant shall timely control all weeds, including noxious weeds, weeds in
the fence rows, along driveways and around buildings throughout the premises. Tenant shall comply
with all terms of the conservation plan and any other required environmental plans for the leased
premises. Tenant shall do what is reasonably necessary to control soil erosion including, but not limited
to, the maintenance of existing watercourses, waterways, ditches, drainage areas, terraces and tile
drains, and abstain from any practice which will cause damage to the Real Estate.
Upon request from the Landlord, Tenant shall by August 15 of each lease year provide to the
Landlord a written listing showing all crops planted, including the acres of each crop planted, fertilizers,
herbicides and insecticides applied showing the place of application, the name and address of the
applicator, the type of application and the quantity of such items applied on the lease premises during
such year.
Tenant shall distribute upon the poorest tillable soil on the Real Estate, unless directed
otherwise by Landlord, all of the manure and compost from the farming operation suitable to be used.
Tenant shall not remove from the Real Estate, nor bum, any straw, stalks, stubble, or similar plant
materials, all of which are recognized as the property of Landlord, Tenant may use these materials,
however, upon the Real Estate for the farming operations. Tenant shall protect all trees, vines and
shrubbery upon the Real Estate from injury by Tenants cropping operation or livestock.
Tenant shall maintain accurate yield records for the real estate, and upon request, during or
after lease term, shall disclose to Landlord, all yield base information required for participation in
government programs.
GRAIN. If this lease is a crop share lease, Tenant, without cost to
uest, at reasonable times, to
or elsewhere at no further distant point.
deliver Landlord's grain
7. LANDLORD'S ST
If this lease is acro
a crib and granary space for storage of the rent share cro
8. ENVIRONMENTAL.
a. Landlord. To the best of Landlord's knowledge to date:
i) Neither Landlord nor, Landlord's former or present tenants, are subject to any investigation
conceming the premises by any governmental authority under any applicable federal, state, or
local codes, rules, and regulations pertaining to air and water quality, the handling,
transportation, storage, treatment, usage, or disposal of toxic or hazardous substances, air
emissions, other environmental matters, and all zoning and other land use matters.
ii) Any handling, transportation, storage, treatment, or use of toxic or hazardous substances
that has occurred on the premises has been in compliance with all applicable federal, state, and
local codes, rules, and regulations.
iii) No leak, spill release, discharge, emission, or disposal of toxic or hazardous substances
has occurred on the premises.
iv) The soil, groundwater, and soil vapor on or under the premises is free of toxic or hazardous
substances except for chemicals (including without limitation fertilizer, herbicides, insecticides)
applied in conformance with good farming methods, applicable rules and regulations and the
label directions of each chemical.
Landlord shall hold Tenant harmless against liability for removing solid waste disposal sites
existing at the execution of this Lease, with the exception that Tenant shall be liable for removal of solid
waste disposal sites to the extent that the Tenant created or contributed to the solid waste disposal site
at any time.
Landlord shall assume liability and shall indemnify and hold Tenant harmless against any
liability or expense arising from any condition which existed, whether known or unknown, at the time of
Landlord reserves
(4)
execution of the lease which is not a result of actions of the Tenant or which arises after date of
execution but which is nota result of actions of the Tenant.
Landlord shall disclose in writing to Tenant the existence of any known wells, underground
storage tanks, hazardous waste sites, and solid waste disposal sites. Disclosure may be provided by a
properly completed groundwater hazard statement to be supplemented if changes occur.
b. Tenant. Tenant shall comply with all applicable environmental laws conceming application,
storage and handling of chemicals (including, without limitation, herbicides and insecticides) and
fertilizers. Tenant shall apply any chemicals used for weed or insect control at levels not to
exceed the manufacturer's recommendation for the soil types involved. Farm chemicals Maj
(may not) be stored on the premises for more than one year. Farm chemicals for use on other
properties WO (may not) be stored on this property. Chemicals stored on the premises shall
be stored in clearly marked, tightly closed containers. No chemicals or chemical containers will
be disposed of on the premises. Application of chemicals for agricultural purposes per
manufacturer's recommendation shall not be construed to constitute disposal.
Tenant shall employ all means appropriate to insure that well or ground water
contamination does not occur, and shall be responsible to follow all applicator's licensing
requirements. Tenant shall install and maintain safety check valves for injection of any
chemicals and/or fertilizers into an irrigation system (injection valve only, not main well check
valve). Tenant shall properly post all fields (when posting is required) whenever chemicals are
applied by ground or air. Tenant shall haul and spread all manure on appropriate fields at times
and in quantities consistent with environmental protection requirements. Tenant shall not
dispose of waste oil, tires, batteries, paint, other chemicals or containers anywhere on the
premises. Solid waste (may) be disposed of on the premises. Dead livestock
(may not) be buried on the premises. If disposal of solid waste or burial of dead animals is
permitted as stated in the previous two sentences, the disposal or burial shall be in compliance
with all applicable environmental laws. Tenant shall not use waste oil as a means to suppress
dust on any roads on or near the premises. No underground storage tanks, except human waste
septic systems that meet current codes, rules, and regulations, shall be maintained on the
premises.
Tenant shall immediately notify Landlord of any chemical discharge, leak, or spill which
occurs on premises. Tenant shall assume liability and shall indemnify and hold Landlord
harmless for any claim or violation of standards which results from Tenant's use of the premises.
Tenant shall assume defense of all claims, except claims resulting from Landlord's negligence,
in which case each party shall be responsible for that party's defense of any claim. After
termination, Tenant shall remain liable for violations which occurred during the term of this
Lease.
In the absence of selection of an alternative where choices are provided in this paragraph
8b, the choice of the word "may" shall be presumed unless that presumption is contrary to
applicable environmental laws and regulations.
9. TERMINATION OF LEASE. This Lease shall automatically renew upon expiration from year-to-year,
upon the same terms and conditions unless either party gives due and timely written notice to the other
of an election not to renew this Lease. If renewed, the tenancy shall terminate on March 1 of the year
following, provided that the tenancy shall not continue because of an absence of notice in the event
there is a default in the performance of this Lease. All notices of termination of this Lease shall be as
provided by law.
10. POSSESSION AND CONDITION AT END OF TERM. At the termination of this Lease, Tenant will
relinquish possession of the Real Estate to the Landlord. If Tenant fails to do so Tenant agrees to pay
Landlord $ per day, as liquidated damages until possession is delivered to
Landlord. At the time of delivery of the Real Estate to Landlord, Tenant shall assure that the Real Estate
is in good order and condition, and substantially the same as it was when received by Tenant at the
commencement of this Lease, excusable or insurable loss by fire, unavoidable accidents and ordinary
wear, excepted.
(5)
11. LANDLORD'S RIGHT OF ENTRY AND INSPECTION. In the event notice of termination of this
Lease has been properly served, Landlord may enter upon the Real Estate or authorize someone else
to enter upon the Real Estate to conduct any normal tillage or fertilizer operation after Tenant has
completed the harvesting of crops even if this is prior to the date of termination of the lease. Landlord
may enter upon the Real Estate at any reasonable time for the purpose of viewing or seeding or making
repairs, or for other reasonable purposes.
12. VIOLATION OF TERMS OF LEASE. If Tenant or Landlord violates the terms of this Lease, the
other may pursue the legal and equitable remedies to which each is entitled. Tenant's failure to pay any
Rent when due shall cause all unpaid Rent to become immediately due and payable, without any notice
to or demand upon Tenant.
13. REPAIRS. Tenant shall maintain the fences on the leased premises in good and proper repair.
Landlord shall furnish necessary materials for repairs that Landlord deems necessary within a
reasonable time after being notified of the need for repairs. Tenant shall haul the materials to the repair
site without charge to Landlord.
14. NEW IMPROVEMENTS. All buildings, fences and improvements of every kind and nature that may
be erected or established upon the Real Estate during the term of the Lease by the Tenant shall
constitute additional rent and shall inure to the Real Estate, becoming the property of Landlord unless
the Landlord has agreed in writing prior to the erection that the Tenant may remove the improvement at
the end of the lease.
15. WELL, WINDMILL, WATER AND SEPTIC SYSTEMS. Tenant shall maintain all well, windmill,
water and septic systems on the Real Estate in good repair at Tenant's expense except damage caused
by windstorm or weather. Tenant shall not be responsible for replacement or installation of well,
windmill, water and septic systems on the Real Estate, beyond ordinary maintenance expenses.
Landlord does not guarantee continuous or adequate supplies of water for the premises,
16. EXPENSES INCURRED WITHOUT CONSENT OF LANDLORD. No expense shall be incurred for
or on account of the Landlord without first obtaining Landlord's written authorization. Tenant shall take
no actions that might cause a mechanic's lien to be imposed upon the Real Estate.
17. NO AGENCY. Tenant is not an agent of the Landlord.
18. TELEVISION AND RADIO. Tenant may install and remove, without causing material injury to the
premises, Tenant's television reception antennas, microwave dishes, and radio reception and
transmission antennas.
19. ACCOUNTING. The method used for dividing and accounting for the harvested grain shall be the
customary and usual method used in the locale.
20. ATTORNEY FEES AND COURT COSTS. If either party files suit to enforce any of the terms of this
Lease, the prevailing party shall be entitled to recover court costs and reasonable attorneys' fees.
21. CHANGE IN LEASE TERMS. The conduct of either party, by act or omission, shall not be
construed as a material alteration of this Lease until such provision is reduced to writing and executed
by both parties as addendum to this Lease,
22. CONSTRUCTION. Words and phrases herein, including the acknowledgment, are construed as in
the singular or plural and as the appropriate gender, according to the context.
23. NOTICES. The notices contemplated In this Lease shall be made in writing and shall either be
delivered in person, or be mailed in the U.S. mail, certified mail to the recipient's last known mailing
address, except for the notice of termination set forth in Section 9, which shall be govemed by the Code
of Iowa.
24. ASSIGNMENT. Tenant shall not assign this Lease or sublet the Real Estate or any portion thereof
without prior written authorization of Landlord.
25. CERTIFICATION. Tenant certifies that it is not acting, directly or indirectly, for or on behalf of any
person, group, entity or nation named by any Executive Order or the United States Treasury Department
as a terrorist, "Specially Designated National and Blocked Person" or any other banned or blocked
person, entity, nation or transaction pursuant to any law, order, rule or regulation that is enforced or
administered by the Office of Foreign Assets Control; and it is not engaged in this transaction, directly or
indirectly on behalf of, or instigating or facilitating this transaction, directly or indirectly on behalf of, any
such person, group, entity or nation. Tenant hereby agrees to defend, indemnify and hold harmless
(S)
Landlord from and against any and all claims, damages, losses, risks, liabilities and expenses (including
attorney's fees and costs) arising from or related to any breach of the foregoing certification.
26. ADDITIONAL PROVISIONS.
A. Tenant's right to lease the Real Estate per the March 8, 2010 Exchange Agreement and
March 8, 2010 Option Exchange Agreement is unaffected by this Lease.
B. Tenant agrees to defend, indemnify and hold Landlord harmless from any and all claims,
damages, losses, risks, liabilities and expenses (including attorney fees and costs) arising from
or related to Tenant's use of the Real Estate.
C. Tenant shall procure a typical general liability policy insuring its farming operations and
shall identify Landlord as an additional insured.
DATED: �) r to
TENANT:
dam.
Lanehaven F s, Inc
C v 2'r7 5 Com, adz. Lr s /Re 5,
STATE OF IOWA
COUNTY OF BLACK HAWK
This instrument was acknowledged before me on
as President of Lanehaven Farms, Inc.
2O// , by Curtis G. Hollis
STATE OF IOWA
COUNTY OF BLACK HAWK
This instrument was acknowledged before me on
by Ernest G. Clark and by Suzy Schares as
as Mayor and City Clerk, respectively,
of the City of Waterloo
Umatrig-dit)
(ATTACH OTHER APPROPRIATE ACKNOWLEDGEMENT(S) HERE6
(7)
, Notary Public
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