HomeMy WebLinkAboutFriendship Village Property Lease Agreement BUSINESS PROPERTY LEASE
This Business Property Lease (the "Lease") is made and entered into as of 2021, by and
between the City of Waterloo, Iowa, an Iowa municipal corporation ("Landlord"), whos address for the purpose
of this Lease is 715 Mulberry Street, Waterloo, Iowa, 50703, and Friends of Faith Retirement Homes, Inc., an
Iowa nonprofit corporation ("Tenant"), whose address for the purposes of this Lease is 600 Park Lane, Waterloo,
Iowa 50702.
1. PREMISES AND TERM. The Landlord, in consideration of the rents herein reserved and of the
agreements and conditions herein contained, on the part of the Tenant to be kept and performed, leases unto the
Tenant, and Tenant hereby rents and leases from Landlord, according to the terms and provisions herein, the
following described real estate, situated in Black Hawk County, Iowa, to wit:
a portion of western Bontrager Park, as set forth on Exhibit"A" attached hereto;
with the improvements thereon and all rights, easements, and appurtenances thereto belonging, for a term
commencing upon the date hereof and continuing until and including December 31, 2096, upon the condition that
the Tenant pays rent therefor, and otherwise performs as provided in this Lease.
2. RENTAL. Tenant agrees to pay to Landlord as rental for said term, as follows: $10.00, in advance, due
upon signing of this Lease.
3. POSSESSION. Tenant shall be entitled to possession on the first day of the term of this Lease and shall
yield possession to the Landlord at the time and date of the close of this Lease term, except as herein otherwise
expressly provided.
4. USE OF PREMISES. Tenant covenants and agrees during the term of this Lease to use and to occupy
the leased premises only for pickleball courts, parking, stormwater detention and management facilities, and such
other lawful purposes to which Landlord may give its advance written consent at any time during the term hereof.
5. QUIET ENJOYMENT. Landlord covenants that its estate in said premises is fee simple and that the
Tenant on paying the rent herein reserved and performing all the agreements by the Tenant to be performed as
provided in this Lease, shall and may peaceably have, hold and enjoy the demised premises for the term of this
Lease free from molestation, eviction or disturbance by the Landlord or any other persons or legal entity
whatsoever, except as otherwise provided herein.
6. CARE AND MAINTENANCE OF PREMISES. Tenant takes the leased premises in their present
condition. Landlord shall have no duty whatsoever to care for or maintain the premises or any part thereof, or to
prepare the premises in any way for Tenant's use. Tenant will make no unlawful use of said premises and agrees
to comply with all valid regulations of the Board of Health, municipal ordinances, and the laws and regulations of
the State of Iowa and the federal government, but this provision shall not be construed as creating any duty by
Tenant to members of the general public. Tenant will not allow trash of any kind to accumulate on the premises,
and it will remove same from the premises at its own expense. Tenant shall, after taking possession of the
premises and until the termination of this Lease and the actual removal from the premises, at its own expense,
care for and maintain the premises, including but not limited to any Tenant improvements, in a reasonably safe
and serviceable condition consistent with its own needs and pursuant to applicable law, ordinance or regulation.
Tenant shall make no structural improvements without the Landlord's prior written approval of the plans and
specifications therefor. Tenant shall be responsible for all necessary upkeep of lawns and grounds to keep the
premises well-maintained. Tenant shall be responsible to clear ice and snow from all sidewalks on or abutting the
premises. Also see Section 21.
7. FACILITY SERVICES. Tenant, during the term of this Lease, shall pay before delinquency all charges
for use of water, sewer, gas, electricity, power, garbage or trash disposal, and all other utilities or services of
whatever kind and nature which may be used in or upon the leased premises.
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8. END OF TERM. (a) This Lease shall terminate upon expiration of the original term in accordance with
Section 1. Tenant agrees that upon the termination of this Lease it will surrender, yield up and deliver the leased
premises as required by Sections 3 and 4. Tenant shall not continue to occupy the premises beyond the Lease
term without the express prior written consent of Landlord.
(b) TERMINATION FOR CAUSE. At any time during the term of this Lease or any renewal thereof,
Landlord may terminate this Lease for cause by delivery of written notice of termination to Tenant no less than
ninety(90) days before such termination. For purposes of this Lease, "cause" shall mean any material breach of
the terms or conditions of this Lease by Tenant, including but not limited to a failure to provide any documentation
required to be delivered to Landlord hereunder. Said notice shall specify the grounds constituting cause for
termination. Following delivery of such notice, Tenant shall have a period of thirty (30) days in which to cure the
default to the reasonable satisfaction of Landlord, and following such cure Landlord shall deliver to Tenant a
written notice of revocation of notice of termination.
9. ASSIGNMENT AND SUBLETTING. Tenant may not assign this Lease or sublet the premises or any part
thereof without the prior written consent of Landlord.
10. PROPERTY TAXES. The premises are currently tax exempt. Tenant shall be responsible to pay before
delinquency any general property taxes that may be assessed against the premises during the term hereof.
11. INSURANCE. (a)Tenant agrees that it will at its own expense procure and maintain commercial general
liability insurance in the amount of not less than $1,000,000 per occurrence. Such insurance shall cover liability
arising from premises operations, independent contractors, personal injury, products, completed operations and
liability assumed under an insured contract, including but not limited to the activities of Tenant, its employees,
invitees and agents. Certificates or copies of said policies, naming the Landlord as an additional insured on a
primary and non-contributory basis, including a waiver of subrogation in favor of Landlord, and providing for thirty
(30) days' advance notice to the Landlord before cancellation, shall be delivered to the Landlord no later than the
date that Tenant begins to occupy the leased premises. A renewal certificate shall be provided to Landlord each
year prior to expiration of any policy, upon request.
(b) Tenant will not do or omit the doing of any act which would vitiate any insurance, or increase the
insurance rates in force upon the real estate improvements on the premises or upon any personal property of the
Tenant upon which the Landlord by law or by the terms of this Lease, has or shall have a lien.
(c) Tenant further agrees to comply with recommendations of Iowa Insurance Services Office, or its
successor office, and to be liable for and to promptly pay, as if current rental, any increase in insurance rates on
said premises and on the building of which said premises are a part, due to increased risks or hazards resulting
from Tenant's use of the premises otherwise than as herein contemplated and agreed.
(d) At each 10-year anniversary of the commencement of this Lease,the parties shall confer in good faith
to review the appropriate amount of insurance coverage, and at such time the required coverage amount may be
increased by written notice from Landlord to Tenant.
12. INDEMNITY. Except as to the gross negligence of the Landlord or its agents in the performance of any
obligation of Landlord under this Lease,Tenant will protect, indemnify, and hold harmless the Landlord, its officers,
officials, employees, and agents, from and against any and all claims, demands, causes of action, loss, costs,
expenses, damages and liabilities of any type or nature (including but not limited to attorneys'fees and expenses)
(each of the foregoing is a "Claim") occasioned by, or arising out of, any accident or other occurrence causing or
inflicting injury and/or damage to any person or property, happening or done, in, upon, or about the leased
premises, or due directly or indirectly to the tenancy, use, or occupancy thereof, or any part thereof by the Tenant
or any person claiming through or under the Tenant. The foregoing indemnity shall include, but is not limited to,
Claims of Tenant or any third party for loss, damage or destruction of any personal property or fixtures left on the
premises after termination of the tenancy. The provisions of this paragraph shall survive the expiration,
abandonment, or termination of this Lease.
13. FIRE AND CASUALTY. In the event of a destruction or damage of the leased premises so that Tenant
is not able to authorized activities on the premises, and which damages cannot be repaired within one hundred
eighty(180) days, this Lease may be terminated at the option of either the Landlord or Tenant. Such termination
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in such event shall be effected by written notice of one party to the other, within ninety (90) days after such
destruction. Tenant shall surrender possession within ten (10)days after such notice issues and, each party shall
be released from all future obligations hereunder.
14. CONDEMNATION. (a) DISPOSITION OF AWARDS. Should the whole or any part of the leased
premises be condemned or taken by a competent authority for any public or quasi-public use or purpose, each
party shall be entitled to retain, as its own property, any award payable to it. Or in the event that a single entire
award is made on account of the condemnation, each party will then be entitled to take such proportion of said
award as may be fair and reasonable.
(b) DATE OF LEASE TERMINATION. If the whole of the leased premises shall be so condemned or
taken, the Landlord shall not be liable to the Tenant except and as its rights are preserved as in paragraph 14(a)
above.
15. TERMINATION OF LEASE AND DEFAULTS OF TENANT. (a) TERMINATION UPON EXPIRATION
OR UPON NOTICE OF DEFAULTS. This Lease shall terminate upon expiration of the term hereof. Upon default
by Tenant in accordance with the terms and provisions of this Lease, or upon Tenant's abandonment of the
premises by failure to engage in authorized activities on the premises for more than ninety (90) consecutive
business days, this Lease may at the option of the Landlord be canceled and forfeited, provided, however, before
any such cancellation and forfeiture Landlord shall give Tenant a written notice specifying the default, or defaults,
and stating that this Lease will be canceled and forfeited thirty (30) days after the giving of such notice, unless
such default, or defaults, are remedied within such grace period. As an additional optional procedure or as an
alternative to the foregoing (and neither being exclusive of the other), Landlord may proceed as provided in
paragraph 22 below.
(b) BANKRUPTCY OR INSOLVENCY OF TENANT. In the event Tenant is adjudicated a bankrupt or in
the event of a judicial sale or other transfer of Tenant's leasehold interest by reason by any bankruptcy or
insolvency proceedings or by other operation of law, and such bankruptcy, judicial sale, or transfer has not been
vacated or set aside within ten (10) days from the giving of notice thereof by Landlord to Tenant, then and in any
such events Landlord may, at its option, immediately terminate this Lease and, upon giving of ten (10) days'
written notice by Landlord to Tenant, re-enter said premises, all to the extent permitted by applicable law.
(c) Waiver as to any default shall not constitute a waiver of any other or subsequent default.
16. RIGHT OF EITHER PARTY TO MAKE GOOD ANY DEFAULT OF THE OTHER. If default shall be made
by either party in the performance of, or compliance with, any of the terms, covenants, or conditions of this Lease,
and such default shall have continued without cure for thirty(30) days after written notice thereof from one party
to the other, the person aggrieved, in addition to all other remedies now or hereafter provided by law, may, but
need not, perform such term, covenant, or condition, or make good such default, and any amount advanced shall
be repaid forthwith on demand, together with interest at the rate of 12% per annum from the date of advance.
17. SIGNS. Tenant shall have the right and privilege of attaching, affixing, painting, or exhibiting signs on the
leased premises, provided only that (a) any and all signs comply with the ordinances of the City of Waterloo and
with the laws of the State of Iowa, and (b) Landlord has given its prior written approval of any sign.
18. MECHANIC'S LIENS. Neither the Tenant nor anyone claiming by, through, or under the Tenant, shall
have the right to file or place any mechanic's lien or other lien of any kind or character whatsoever upon said
premises or upon any building or improvement thereon, or upon the leasehold interest of the Tenant therein, and
notice is hereby given that no contractor, subcontractor, or anyone else who may furnish any material, service, or
labor for any building, improvements, alteration, repairs, salvaging or any part thereof, shall at any time be or
become entitled to any lien thereon, and for the further security of the Landlord, the Tenant covenants and agrees
to give actual notice thereof in advance to any and all contractors and subcontractors who may furnish or agree
to furnish any such material, service, or labor.
19. LANDLORD'S LIEN AND SECURITY INTEREST. Landlord shall have, in addition to the lien given by
law, a security interest as provided by the Uniform Commercial Code as codified in the State of Iowa upon all
personal property, and all substitutions, replacements, accessories, and accessions thereto and thereof, kept and
used on the leased premises by Tenant. Landlord may proceed at law or in equity with any remedy provided by
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law or by this Lease for the recovery of rent or for termination of this Lease because of Tenant's default in its
performance.
20. SUBSTITUTION OF EQUIPMENT, MERCHANDISE. ETC. Omitted.
21. OTHER PROVISIONS. (a) Either party may record this Lease or a memorandum hereof at any time.
(b) Tenant shall, at its own cost and expense, undertake all work of site preparation and construction
necessary to excavate a stormwater detention facility and construct a paved, approximately 100-stall parking lot
and up to three pickleball courts on the premises, together with such lighting, fencing, landscaping and other
improvements as Tenant may desire, subject to the provisions of this paragraph. Tenant shall submit specific
designs and site plans for review and approval by the Waterloo Leisure Services Director and City Engineer before
the commencement of construction. The initial site plan is attached hereto as Exhibit"B"for purposes of illustration
but may be modified upon mutual consent of the parties. Tenant will use its best efforts to obtain, or cause to be
obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all
requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before
the Improvements may be lawfully constructed. All improvements shall be constructed in accordance with all
applicable building codes and shall comply with all applicable city ordinances and other applicable law. Any future
replacements or alterations to the improved premises shall be subject to Tenant's compliance with the provisions
of this paragraph that are applicable to original construction.
(c) The parking lot to be constructed by Tenant shall incorporate an existing paved area of eleven (11)
parking spaces on the northwest side of the premises. Pursuant to prior agreement between Landlord and the
owner of the abutting property(currently DEC Real Estate LC),the abutting owner has the right to use such spaces
for its business purposes. Tenant agrees not to interfere with such right of use or direct access thereto from the
abutting owner's property.
(d) In connection with the project described in paragraph (b) above, Tenant may make groundscape
improvements for surface water control on abutting property to the northwest of the premises and to Landlord's
property lying northeasterly of the premises, in accordance with plans and specifications approved in advance by
Landlord and Tenant. The parties shall work to obtain permission from the abutting private landowner for access.
(e) Tenant shall be solely responsible for all repair, maintenance and upkeep of the premises and
improvements thereon, including but not limited to snow removal, mowing, and weed control. As an alternative
to remedies under Section 16, Landlord may, if Tenant fails to repair and maintain the improvements, terminate
this Lease if Tenant does not provide to Landlord, within thirty(30) days after delivery of written notice to Tenant,
a plan to complete repairs and/or maintenance according to plans and on a time table reasonably acceptable to
Landlord. Tenant shall be further responsible for litter control in and around the premises, including but not limited
to areas within 50 feet of the premises on any street, sidewalk, or other publicly owned area. Litter shall be picked
up no less than weekly, but shall be done as often as required to maintain the premises and surrounding areas in
clean condition. Tenant shall be solely responsible for any utility costs relating to the premises.
(f) The parking lot, pickleball courts, and other Tenant improvements shall be available for use by the
general public at all times during normal operating hours, except for limited periods when appropriate for use by
Tenant's residents, staff, and guests and during special events conducted by Tenant. Tenant's proposed closure
of the facilities, whether in whole or in part or whether in accordance with a regular schedule or otherwise, shall
be subject to advance approval by the Waterloo Leisure Services Director or successor, which shall not be
unreasonably withheld. Tenant may post reasonable regulations regarding use of the premises. Tenant shall
provide, at its own cost and expense, any security that Tenant considers necessary or advisable for the protection
of Tenant's residents, their guests, and any of their vehicles.
(g) Unless otherwise agreed, any improvements made by Tenant during the Lease term shall become
the sole property of Landlord at the expiration of this Lease, without compensation for same to Tenant.
22. RIGHTS CUMULATIVE. The various rights, powers, options, elections, and remedies of either party as
provided in this Lease shall be construed as cumulative and no one of them as exclusive of the others or exclusive
of any rights, remedies, or priorities allowed either party by law, and shall in no way affect or impair the right of
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either party to pursue any other equitable or legal remedy to which either party may be entitled as long as any
default remains in any way unremedied, unsatisfied, or undischarged.
23. NOTICES AND DEMANDS. Notices as provided for in this Lease shall be given to the parties hereto at
the respective address of each designated on page one of this Lease unless either party notifies the other, in
writing, of a different address. Without prejudice to any other method of notifying a party in writing or making a
demand or other communication, such message shall be considered given under the terms of this Lease two (2)
business days after it is mailed by US registered or certified mail, return receipt requested.
24. RELATIONSHIP OF PARTIES. Nothing in this Lease shall, or shall be deemed or construed to, create
or constitute any joint venture, partnership, agency, employment, or any other relationship between the parties,
nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other
person. Each party hereto is an independent contractor in relation to the other.
25. BINDING EFFECT. Each and every covenant and agreement herein contained shall extend to and be
binding upon the respective heirs, personal representatives, successors, and assigns of the parties hereto.
26. CHANGES TO BE IN WRITING. None of the covenants, provisions, terms, or conditions of this Lease to
be kept or performed by Landlord or Tenant shall be in any manner modified, waived, or abandoned, except by a
written instrument duly signed by the parties and delivered to the Landlord and Tenant. This Lease contains the
entire agreement of the parties and supersedes any and all discussions, negotiations, understandings, or
agreements pertaining to the subject matter hereof.
27. SEVERABILITY; REFORMATION. If any provision of this Lease is held invalid, illegal, or unenforceable,
whether in whole or in part, the remaining provisions of this Lease shall not be affected thereby and shall continue
in full force and effect. If, for any reason, a court finds that any provision of this Lease is invalid, illegal, or
unenforceable as written, but that by limiting such provision it would become valid, legal, and enforceable, then
such provision shall be deemed to be written and shall be construed and enforced as so limited.
28. CONSTRUCTION. Words and phrases herein, including acknowledgment hereof, shall be construed as
in the singular or plural number, and as masculine, feminine, or neuter, according to the context.
IN WITNESS WHEREOF,the parties hereto have duly executed this Business Property Lease as of the date
first written above.
LANDLORD TENANT
City of Waterloo, Iowa Friends of Faith Retirement Homes, Inc.
By: By: � % /�4 za
Qnuentin Hart, Mayor Lisa Gates, its President/CEO
►vV'P—e b� 68u,v1C-e'
Attest:
Kelley Felchle, ty Clerk
[acknowledgments on next page]
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STATE OF IOWA )
) ss.
BLACK HAWK COUNTY )
On JS-r Z- 1 2021, before me, the undersigned, a Notary Public in and for the State of Iowa,
personally ap ared Quentin Hart and Kelley Felchle, to me personally known, and who, being by me duly sworn,
did say that they are the Mayor and City Clerk, respectively, of the City of Waterloo, Iowa; that the seal affixed to
the foregoing instrument is the corporate seal of the corporation, and that the instrument was signed and sealed
on behalf of the corporation by authority of its City Council as contained in the Resolution adopted by the City
Council, under Council Action No. 202-k r 52-q of the City Council on Art,A us1— Z , 2021, and
that Quentin Hart and Kelley Felchle acknowledged the execution of the instrument to be their voluntary act and
deed and the voluntary act and deed of the corporation, by it voluntarily executed.
4* �� NANCY HIGBY
COMMISSION NO.7s8229 Notaryl3ublico
* " MY MMISSION EXPIRES
,awe
STATE OF IOWA )
)ss.
BLACK HAWK COUNTY )
Acknowledged before me on V QS4 2021 by Lisa Gates as President/CEO of Friends of
Faith Retirement Homes, Inc.
Z4NECHAEL R.YOUNU
�.�
Connission Mnber731479 Notary Public
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My ow �l�Expires
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EXHIBIT "A"
Description of Leased Premises
See attached.
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INDEX LEGEND `0
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General Description: Port of SW 1/4, Sec. 03—i38N—R13W, Waterloo
Surveyor. David L Schell (;16775) >
Surveying Company: Wayne Claossen Engineering & Surveying, Inc.
2705 University Avenue (P.O. Box 898) a
Waterloo, Iowa 50704 U
(319)235-6294
Survey Requested By: Clark &Associates I°
Proprietor. Waterloo Board of Park Commission
EXHIBIT "All
DESCRIPTION OF LEASED PREMISES SHEET 1 OF 2
LEGAL DESCRIP11ON
That part of the Southwest Quarter (SW 1/4) of Section Three (03), Township Eighty—eight North (T88N), Range Thirteen
West (R13W), of the Fifth Principal Meridian, Waterloo, Black Hawk County, Iowa, described as follows:
Beginning at the most Southerly corner of Parcel described in land Deed 570, Page 201 in the Black Hawk County
Recorder's Office; thence N32'23'E Four Hundred Seventy—seven and Thirty—six Hundredths (477.36) feet along the
Southeast line of said Parcel to the Southwesterly line of Lot Two Hundred Four (204), Crestview Second Addition; thence
S60'32'E One Hundred Ninety—two and Thirty—one Hundredths (192.31) feet along the said Southwesterly line, and along the
Southwesterly lines of Lot Two Hundred Five (205) and Lot Two Hundred Six (206) said Second Addition to the most
Southerly comer of said Lot Two Hundred Six (206); thence S32'23'W Four Hundred Eighty—seven and Fifteen Hundredths
(487.15) feet along a line parallel to aforesaid Southeast line to the North right—of—way line of Park Lane; thence
N5737'W One Hundred Ninety—two and.Six Hundredths (192.06) feet along said North right—of—way line to the point of
beginning containing 2.13 acres.
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NOTES:
1. The basis of bearings for this Plat is the North line of
Park Lane assigned a bearing of S5737'E as per land Deed
570, Page 201 in the Black Hawk County Recorder's Office.
CERTIFICATION
I hereby certify that this land surveying document was prepared and the related
C survey work was performed by me or under my direct personal supervision and
that I am a duly Licensed Land Surveyor under the laws of the State of Iowa.
E Signature
David L. Schell, P.L.S.
Date- , 20 License No 16775
S Pages or Sheets Covered by this Seal: 2
My license renewal date is December 31, 2022
WAYNE CLAASSEN ENGINEERING AND SURVEYING, INC. PHONE: (VOICE) 319-235-6294
P.O. BOX 898 WATERLOO, IOWA 50704-0898 (FAX) 319-235-0028
EXHIBIT "A"
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DESCRIPTION OF LEASED PREMISES SHEET 2 OF 2
Part of SW 1/4, Sec. 03—T88N—R13W
0 100 Waterloo, Black Hawk County, Iowa SURVEY LEGEND:
Survey for. Clark & Associates
Proprietor. Waterloo Board of Park Commission 000.00 DENOTES RECORD DIMENSION
1 INCH = 100 FEET (000.00) DENOTES FIELD DIMENSION
Saratoga Drive (60' R/W)
Cre tview Second Addition
Lot 197 Lot 198 Lot 199 Lot 200 Lot 201
Lot 202
Lot 203
80' 85' 1 75.87' 70.44' 35.58' 3)
S8728'W-396.99' Lot 204
?�7 Lot 205
9S Lot 206
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Bontrager Park
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EXHIBIT"B"
Initial Site Plan
(subject to modification)
See attached.
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Exhibit B
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