HomeMy WebLinkAboutWaterloo Fiber Lease of 402 E. 4th Street - Final.docx (version 5)BUSINESS PROPERTY LEASE
This Business Property Lease (the “Lease”)is made and entered into as of
November 4th,2024,by and between Twin Trees,LLC (“Landlord”)and Waterloo
Municipal Telecommunications Utility,d/b/a Waterloo Fiber (the “Tenant”).
1.PREMISES AND TERM.
(a)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 in
Black Hawk County,Iowa,to wit:
Tenant shall have exclusive use of first floor office space storage areas,and common
areas (8,006 RSF),and basement storage (approximately 1,800 sq.ft.),and thirty (30)
parking stalls as marked in Exhibit A (collectively “Premises”)located at 402 East 4th
Street,Waterloo,IA 50703 (“Building”);
with the improvements thereon and all rights,easements,and appurtenances thereto
belonging,for a term of five (5)years,commencing on December 1,2024 (the “Start
Date”)and continuing until and including November 30,2029,upon the condition that
the Tenant pays rent therefor,and otherwise performs as provided in this Lease.Tenant
shall have the non-exclusive right to use in common with the public and other tenants of
the Building and their respective invitees,the hallways,elevators,lobbies,walkways,
plazas,driveways,and public parking areas (if any and as applicable)located in the
Building or on the real estate thereunder,and all other parts of the Building designated
by Landlord from time to time as intended for use by the general,non-exclusive public
and other tenants of the Building ("Common Areas”).Landlord has the right to control
use of the Common Areas.
(b)RENEWAL.This Lease shall automatically renew for three (3)additional
terms of two (2)years each unless Tenant delivers to Landlord a written notice of
non-renewal at least two hundred seventy eighty (270)days before expiration of the
current term.The renewal shall be on the same terms and conditions as the original
term,except that the Base Rent shall increase as follows:
Rental Period Monthly Base Rent
12/1/29-11/30/30 $10,757.88
12/1/30-11/30/31 $10,973.04
12/1/31-11/30/32 $11,192.50
12/1/32-11/30/33 $11,416.35
12/1/33-11/30/34 $11,644.68
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12/1/34-11/30/35 $11,877.57
2.RENTAL.
(a)BASE RENT.Tenant agrees to pay to Landlord as base rental (the “Base
Rent”)as follows:
Rental Period Monthly Base Rent
12/1/24-11/30/25 $9,743.75
12/1/25-11/30/26 $9,938.63
12/1/26-11/30/27 $10,137.40
12/1/27-11/30/28 $10.340.14
12/1/28-11/30/29 $10,546.94
The first month of Rent shall be prorated.All payments are due monthly,in advance,
beginning on the Start Date and continuing thereafter on or before the first day of each
month for the remainder of the Lease term.
(b)SECURITY DEPOSIT.No security deposit from Tenant is due or payable.
(c)TRIPLE NET CHARGES.See Section 10 below.
(d)OTHER.Tenant is also responsible to pay other costs,charges and
expenses as set forth elsewhere in this Lease.All sums payable to Landlord under this
Lease shall be paid at the address of Landlord as designated in Section 27 or at such
other place as the Landlord may,from time to time,designate in writing.Delinquent
payments shall draw interest at 10%per annum,compounded monthly,from the due
date,until paid.Landlord may,in its sole discretion,apply payments received to
interest,late charges,NSF fees,Base Rent,triple nets,or any other sums due under
this Lease or any other agreement between Landlord and Tenant,in any order.
3.POSSESSION.Tenant shall be entitled to possession on the first day of the
Lease term and shall yield possession to the Landlord at the time and date of the close
of this Lease term,except as otherwise expressly provided herein.If Landlord is unable
to give possession on said date,Tenant’s only damages shall be a rebating of the pro
rata rental.
4.USE OF PREMISES.Tenant agrees during the term of this Lease to use and to
occupy the Premises only for activities and purposes consistent with and incidental to
general office uses,including office,storage and vehicle parking,or such other lawful
use to which Landlord may give its prior written consent.Landlord has not reviewed
zoning or other applicable legal requirements or limitations imposed by any local,state,
or federal governmental authority that may affect Tenant’s use of the Premises,and
Landlord makes no representation or warranty that the Premises is suitable for Tenant’s
intended use.Tenant shall conduct its own review of applicable law and shall be solely
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responsible for meeting all legal requirements,including but not limited to building
permits,licensure,or governmental approval.
5.QUIET ENJOYMENT.Landlord covenants that its estate in said Premises is in fee
simple and that the Tenant,if not in default,shall peaceably have,hold,and enjoy the
Premises for the term of this Lease.Landlord shall have the right to mortgage all of its
right,title,and interest in said Premises at any time without notice,subject to this Lease.
(a)Landlord’s Right of Entry.Landlord and its representatives may enter
the Premises,in the presence of a representative of Tenant,at any reasonable time and
upon 24 hour notice to Tenant (except no notice nor the presence of a representative of
Tenant is necessary in an emergency)in order to inspect Premises,perform any work
made necessary by reason of Tenant’s default under this Lease,to make such repairs,
alterations,improvements or additions as Landlord may deem necessary or desirable
for the benefit of Premises or Building,exhibit of the Premises for sale,lease or
mortgage financing and to post notices of non-responsibility under any mechanic’s lien
law;provided however,exhibiting the Premises for lease shall be limited to the final one
hundred eighty (180)days of the term of this Lease.Landlord hereby covenants to take
reasonable precautions to minimize and to mitigate the interference of Landlord’s
activities with the conduct of Tenant’s business.
(b)Estoppel Certificate.Tenant agrees from time to time,but not more
frequently than semi-annually,upon not less than ten (10)days prior written request by
Landlord to deliver to Landlord a statement in writing certifying (i)that this Lease is
unmodified and in full force and effect (or if there have been modifications that the
Lease as modified is in full force and effect and stating the modifications);(ii)the dates
to which the rent and other charges have been paid;(iii)that Landlord is not in default in
any provision of this Lease,or if in default,the nature thereof specified in detail;(iv)the
amount of monthly rent currently payable by Tenant,and (v)the amount of any prepaid
rent.
(c)Subordination,Non-Disturbance,and Attornment.This Lease shall be
subject and subordinate to any mortgage,now or hereafter placed upon Premises or
Building,or any portion thereof by Landlord,its successors or assigns,and to
modifications,consolidations,replacements,renewals and extensions thereof.Tenant
agrees at any time hereafter,upon demand,to execute and deliver any instruments,
releases,or other documents that may be reasonably required for the purpose of
subjecting and subordinating this Lease,as provided,to the lien of any such mortgage.
Tenant shall,upon request,attorn to any party which succeeds to Landlord’s interest in
the Premises.It is agreed,nevertheless,that as long as Tenant be not in default in the
payment of rent or other charges to be by it paid under this Lease,and the performance
of all covenants,agreements,and conditions by it to be performed under this Lease,
Tenant’s right to possession and quiet enjoyment under this Lease shall not be
disturbed.
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6.CARE AND MAINTENANCE OF PREMISES.Each party shall perform its
responsibilities of repair and maintenance to the end that the Premises will be kept in a
safe and serviceable condition.
(a)Tenant takes Premises in their present condition,AS IS,except for such
repairs and alterations as may be expressly provided herein.
(b)LANDLORD’S DUTY OF CARE AND MAINTENANCE.Landlord will
replace and repair the structural parts of the building,which for purposes of this Lease
shall mean the foundation,exterior walls,load bearing components of interior floors and
walls (but not the surface of wood floors or other coverings for floors or walls),the roof,
parking lot,and all sewers,pipes,wiring,and electrical fixtures outside of the Premises
that are not adapted solely for Tenant’s use,unless said repair or replacement is due to
the negligence of Tenant and then Tenant would be solely responsible for the same.
(c)TENANT’S DUTY OF CARE AND MAINTENANCE.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 said Premises,
except the structural parts of the building and except common areas and except exterior
and interior parts of the Premises under rental to other tenants (if any),in a reasonably
safe and serviceable condition consistent with its own needs and pursuant to applicable
law,ordinance or regulation.Tenant will not permit or allow Premises to be damaged or
depreciated in value by any act or negligence of the Tenant,its agents,or employees.
Without limiting the generality of the foregoing provisions,Tenant shall make necessary
repairs to sewer,plumbing,water pipes and electrical wiring that serves the Premises
exclusively.Tenant shall keep faucets closed so as to prevent waste or water and
flooding of the Premises,to promptly take care of any leakage or stoppage in any of the
water,gas or sewer pipes exclusively serving the Premises,and to maintain adequate
heat to prevent freezing of pipes.
Tenant at its own expense may install floor covering and will maintain such floor
covering in good condition.Tenant will be responsible for the plate glass in the windows
and doors of the Office Space and the framework of said windows and doors.Repair or
replacement of plate glass shall be with similar quality materials.Tenant shall make no
structural alterations or improvements without the Landlord’s prior written approval of
the plans and specifications therefor.
Tenant shall not undertake,or authorize any other person or company to perform,
any work in the Premises that is the subject of any state or local licensing requirement,
including but not limited to plumbing,electrical,or mechanical work,unless Tenant or
such other person or company is duly licensed to perform such work and Tenant
otherwise provides satisfactory proof that such work will be done in full compliance with
applicable codes and standards.Landlord shall have the right to approve any
contractors hired by Tenant to maintain or repair the Premises and to approve any work
done by such contractors,which right shall not be unreasonably exercised.
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(d)Tenant will make no unlawful use of Premises and agrees to comply with
all valid regulations of the Board of Health,municipal ordinances,the laws 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 public.Tenant will not allow trash,litter
or debris of any kind to accumulate on or about Premises (except trash that has been
properly placed into a trash container provided by Landlord),and it will remove same
from the Premises and abutting hallways,staircases,and common areas on a daily
basis at its own expense.The provisions of this paragraph shall not be construed as
creating any duty by Tenant to members of the public,but only as a duty by Tenant to
and for the sole benefit of Landlord,and the parties further acknowledge that other
tenants in the Building will share responsibility to keep hallways,staircases and
common areas free from trash,litter and debris on substantially similar terms.
(e)Tenant shall have responsibility for and perform,at its own expense,all
acts necessary for compliance with the Americans with Disabilities Act.
7.FACILITY SERVICES.
(a)UTILITIES AND SERVICES.Tenant is solely responsible to pay,before
delinquency,all charges for usage of electricity,power,air conditioning,gas,heat,water,
sewer,telephone,internet and any other utilities or services that may be used on the
Premises and are billed separately to Tenant.Charges for utilities and services to
portions of the Premises that are not separately metered shall be determined by
Landlord on a per-square-foot basis and shall be included among Tenant’s triple net
charges as set forth in Section 10 below.
(b)AIR CONDITIONING AND HEATING.Equipment shall be furnished and
replaced at the expense of Landlord,and repaired and maintained at the expense of
Landlord.Repair and maintenance costs shall be part of Triple Net Charges in Section
10.
(c)JANITOR SERVICE,including window cleaning,shall be furnished at the
expense of Tenant.
(d)SECURITY EQUIPMENT.Tenant shall have use of all security equipment,
cameras,and software installed on Premises to properly secure utility office space and
utility equipment.Landlord shall be responsible for maintenance and repair of the
same,including any software costs or updates,which shall be part of the Triple Net
Charges in Section 10.
8.TENANT IMPROVEMENT ALLOWANCE.Landlord acknowledges certain
renovation is required for Tenant use of the Premises and agrees to provide Tenant a
Tenant Improvement Allowance (TIA)of $75,000.The TIA shall be used by the Tenant
solely for the construction and installation of leasehold improvements within the
Premises.Such improvements must comply with all building codes,regulations,and
ordinances applicable at the time of construction.Tenant agrees to hire an architect to
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design plans for improvements to the Premises.Such plans,scope of work,amount of
the TIA,and terms of the TIA shall be incorporated into this Lease as an addendum.
TIA shall be reimbursed to Tenant provided (i)Tenant has provided executed lien
waivers through the date of Landlord’s payment in form reasonably satisfactory to
Landlord,for all of Tenant’s contractors and subcontractors that have provided labor
and materials for Tenant’s leasehold work through the date of Landlord’s payment,and
(ii)upon inspection and approval by Landlord of all of Tenant’s improvements to the
interior of Premises,said approval not to be unreasonably withheld,conditioned or
delayed.In the event Tenant vacates the Premises in the initial Term,Tenant shall
repay Landlord for the unamortized Tenant’s Improvements Allowance,based upon
straight line depreciation over the initial Term.If Tenant does not use the entire TIA,the
remaining balance will be fully credited to Tenant against Base Rent at a 85%value (ie
$10,000 remaining of TIA will be credited to Base Rent in the amount of $8,500).
9.FURNITURE.The Landlord agrees to lease to the Tenant the use of the following
office furniture (the "Furniture")items,including office furniture,appliances,and
technology equipment,within the Premises.All items are considered in good condition
at the commencement of the lease,except where noted.The lease shall include the
items more particularly shown on Exhibit B.
(a)FURNITURE RENT.The Tenant agrees to pay a monthly rental of $300 to
lease Furniture.Payment shall be made to the Landlord at the address listed in the
Business Property Lease and shall be in addition to rent payable in the Business
Property Lease.
(b)USE.The Tenant shall use the Furniture only at the Lessee’s office
located at 402 E.4th Street,Waterloo,Iowa 50703,and shall not remove the Furniture
without the prior written consent of Landlord.
(c)CONDITION AND MAINTENANCE.Tenant agrees to maintain Furniture in
a condition comparable to their existing condition,except for normal wear and tear.
Tenant is responsible for repairs of any damage caused by misuse or negligence
beyond normal wear and tear.Tenant shall not make any alterations or modifications to
the Furniture without the prior written consent of the Landlord.
(d)REPAIR AND REPLACEMENT.Any necessary repair or replacement
items required due to normal wear and tear will be the responsibility of the Landlord.
Tenant must notify Landlord immediately upon detection of any damages or repairs
needed to the furniture items.
(e)SURRENDER OF FURNITURE AND INSPECTION:Upon Lease
termination,Tenant agrees to surrender all listed furniture items in the same condition
as noted at move-in,allowing for reasonable wear and tear.Tenant may surrender
some or all the Furniture prior to the Lease by providing not less than thirty (30)days
written notice to Landlord.Such change shall be incorporated as an addendum and
shall reflect an adjusted rent amount.Landlord and Tenant shall conduct an inspection
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of the furniture items provided at the commencement and termination of the lease
period to agree on the condition of each inventory item.
10.TRIPLE NET CHARGES.In addition to the Base Rent,Tenant shall pay its pro
rata share (47%)of all operating expenses of the Building,including but not limited to
general real property taxes,special assessments,utilities (e.g.,electric,gas,and water)
that are not separately metered to specific building tenants,casualty and liability
insurance,common area cleaning (if any),building maintenance,management fee,
trash disposal,snow removal that is not the duty of Tenant,parking area care,and
groundskeeping (collectively,the “Operating Expenses”).Tenant shall initially pay triple
net charges at a rate of $3,661.53 per month ($5.49/RSF),concurrently with each
payment of Base Rent.At the beginning of each calendar year starting in 2026,triple
net charges for the year will be estimated based on the actual charges for the year just
ended,increased by three percent (3%).Within forty-five (45)days after the end of
each calendar year and after the end of the Lease term,a one-time adjustment may be
made to reconcile actual triple net charges with triple net charges paid in the preceding
year or portion of the final year.Tenant shall pay the adjustment within thirty (30)days
of billing,and if a credit is owed to Tenant then Landlord shall remit payment of same to
Tenant within the same period.Tenant shall have the right to audit,inspect and copy the
books and records of the Landlord,and/or to receive copies of any of invoices,with
respect to any cost or item which is included in the Operating Expenses,upon 10 days’
advance written notice by Tenant to Landlord.Tenant shall have sixty (60)days after
the end of the calendar year to dispute any Operating Expenses from the previous year.
After said sixty (60)days,the right to dispute is waived.
11.END OF TERM.
(a)This Lease shall terminate upon expiration of the original term or any renewal
term.
(b)SURRENDER OF PREMISES.Tenant agrees that upon the termination
of this Lease it will surrender,yield up and deliver the Office Space in good and clean
condition,except the effects of ordinary wear and tear and depreciation arising from
lapse of time,or damage not covered by insurance.
(c)REMOVAL OF PROPERTY.At the expiration of the term of this Lease,
Tenant may remove any equipment and trade fixtures which Tenant has paid for and
installed in the Premises,provided that (i)Tenant repairs any and all damages caused
by removal,and (ii)Tenant has fully satisfied all obligations of payment to Landlord
under this Lease and is not otherwise in default under this Agreement.For purposes of
this Lease,sinks,toilets,and other plumbing fixtures do not constitute trade fixtures.All
fixtures that are not trade fixtures and any and all leasehold improvements made by
Tenant shall remain on the Premises as the property of Landlord.Any equipment that
was installed by Tenant that replaced pre-existing equipment will become the property
of Landlord.
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(d)HOLDING OVER.Continued possession by Tenant beyond the expiration
date of the term of this Lease or any renewal term,absent a new lease or a written
agreement by both parties for an extension of this Lease,shall constitute a
month-to-month extension of this Lease.
12.ASSIGNMENT AND SUBLETTING.Tenant may not assign this Lease or sublet
the Office Space or any part thereof without the Landlord’s prior written permission.
Landlord’s interest in this Lease shall be automatically assigned to any person or entity
that may,in connection with a sale of the Premises,succeed to Landlord’s ownership
interest in the Premises.
13.PROPERTY TAXES.Landlord shall pay all real estate taxes and special
assessments with respect to the Premises,provided,however,that Tenant shall pay its
pro rata share of same pursuant to Section 10 above.Tenant shall timely pay all taxes,
assessments,or other public charges levied or assessed by lawful authority against its
personal property on the Premises during the term of this Lease.Each party reserves
the right to protest any assessment of taxes.
14.INSURANCE.
(a)Property Insurance.Tenant shall pay its pro rata share,pursuant to
Section 10 above,of real property insurance and general liability insurance in an
amount of not less than $1,000,000.Property insurance shall cover losses included in
the Insurance Services Official Broad Form Causes of Loss.Tenant agrees to insure its
personal property for the full insurable value.
(b)Tenant shall at its own expense procure and maintain combined single
limit liability,bodily injury,and property damage insurance in the amount of not less than
$1,000,000.Such insurance shall cover liability arising from Premises operations,
independent contractors,personal injury,products,and completed operations and
liability assumed under an insured contract,including but not limited to the activities of
Tenant,its employees,and agents.Certificates or copies of said policies,naming the
Landlord as an additional insured,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 Premises.A renewal certificate shall be provided
to Landlord prior to expiration of any policy.
(c)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.
(d)Tenant further agrees to comply with recommendations of the Insurance
Services Office and to be liable for and to promptly pay,as if current rental,any increase
in insurance rates on Premises and on the Building,due to increased risks or hazards
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resulting from Tenant’s use of the Premises otherwise than as herein contemplated and
agreed.
(e)Tenant agrees to add the Furniture under its currently held insurance policies
covering the Premises,listing the Furniture as a covered asset.
15.FIRE AND CASUALTY.
(a)PARTIAL DESTRUCTION OF PREMISES.In the event of a partial
destruction or damage of the Premises which causes a business interference by
preventing the conduct of a normal business operation,and which damage is
reasonably repairable within sixty (60)days after its occurrence,this Lease shall not
terminate but the rent for the Premises shall abate during the time of such business
interference.In the event of partial destruction,Landlord shall repair such damages
within sixty (60)days of its occurrence unless prevented from so doing by acts of God,
the elements,the public enemy,strikes,riots,insurrection,government regulations,
municipal ordinances,labor,material or transportation shortages,or other causes
beyond Landlord’s reasonable control.
(b)ZONING.If the zoning ordinance of the municipality in which this property
is located makes it impossible for Landlord,using diligent and timely effort,to obtain
necessary permits and to repair and/or rebuild so that Tenant is able to conduct its
business on these Premises,then such partial destruction shall be treated as a total
destruction as in the next paragraph provided.
(c)TOTAL DESTRUCTION OF BUSINESS USE.In the event of a
destruction or damage of the Premises,including the parking area (if a parking area is a
part of the subject matter of this Lease),so that Tenant is not able to conduct its
business on the Premises,and which damages cannot be repaired within sixty (60)
days,this Lease may be terminated at the option of either the Landlord or Tenant.Such
termination in such event shall be effected by written notice of one party to the other,
within twenty (20)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,Tenant paying rental and triple net charges (if any)pro rata only
to the date of such destruction.In the event of such termination of this Lease,Landlord
at its option may rebuild or not,according to its own wishes and needs.
16.CONDEMNATION.
(a)DISPOSITION OF AWARDS.Should the whole or any part of the
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.
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(b)DATE OF LEASE TERMINATION.If the whole of the 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 Section 11(a)above.
17.TERMINATION OF LEASE;DEFAULTS OF TENANT;OTHER REMEDIES.
(a)Other than termination upon expiration as set forth in Section 11(a)above,
this Lease shall be subject to early termination as provided in this Section.
(b)TERMINATION UPON NOTICE OF DEFAULT.Tenant shall be in default
of this Lease if (i)Tenant fails to make any payment of rental herein when such payment
becomes due,(ii)Tenant breaches any other term or provision of this Lease,or (iii)
Tenant abandons the Premises by failure to engage in its usual and customary business
activities on the Premises for more than fifteen (15)consecutive business days.Upon
occurrence of any event of default,this Lease may at the option of Landlord be
canceled and forfeited,provided,however,before any such cancellation and forfeiture
except as provided in 17(d)below,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.
(c)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,but not by death,and such bankruptcy,judicial sale,or transfer has not
been vacated or set aside within thirty (30)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 Premises,all to the extent permitted by applicable law.
(d)OTHER REMEDIES.In addition to any remedies set forth in this Section
or otherwise available under applicable law,in the event of a default Landlord may
exercise any one or more of the following remedies:(i)declare due,sue for,and
receive from Tenant the sum of all payments and other amounts then due and owing
under this Lease,plus the accelerated balance of future payments for the current term;
(ii)terminate this Lease;(iii)collect from Tenant all other amounts due and owing under
this Lease;(iv)charge interest on all sums due hereunder from and after the date of
default at the rate of 10%per annum,compounded monthly,until paid in full,but in no
event more than the maximum rate permitted by law.In addition,Landlord may use any
other remedies available to it under applicable law.
(e)LIMITATION ON DAMAGES.In no event will either party be liable to the
other party under or in relation to this Lease for consequential,indirect,incidental,
special or punitive damages,or for lost profits or revenues or diminution in value,
regardless of whether such damages were foreseeable,whether or not the other party
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was advised of the possibility thereof,and regardless of the legal or equitable theory
(contract,tort or otherwise)upon which the claim is based.
(f)Waiver as to any default shall not constitute a waiver of any other or
subsequent default,and no delay in exercising any right or remedy shall operate as a
waiver of any right or remedy or modify the terms of this Lease.Remedies will be
applied cumulatively,to the extent allowed by law.Tenant agrees to pay Landlord all
costs and expenses,including attorneys’fees,incurred by Landlord in exercising or
attempting to exercise any of its rights or remedies or in defending against the claims of
Tenant.If appropriate in the circumstances,remedies will include those available under
UCC Article 9.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 Section
18 below.
(g)The parties agree to the exclusive jurisdiction and venue of the Iowa
District Court for Black Hawk County and HEREBY WAIVE THEIR RIGHT TO A JURY
TRIAL in any action to construe,interpret,or enforce this Lease or to enforce or defend
with respect to any claim,counterclaim,cause of action,or any matter arising from or in
any way related hereto.The prevailing party in any action to enforce this Lease shall be
entitled to reasonable attorney fees and costs.
(h)Acceptance of keys,advertising,and re-renting by the Landlord upon the
Tenant’s default shall be construed only as an effort to mitigate damages by the
Landlord,and not as an agreement to terminate this Lease.
18.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
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 6%per annum,compounded monthly,from the date of advance.
19.SIGNS.
(a)Tenant shall have the right and privilege,at its sole expense,of attaching,
affixing,painting,or exhibiting professionally designed,manufactured,and installed
signs on the Premises,provided only (1)that any and all signs shall comply with the
ordinances of the municipality in which the property is located and with the laws of the
State of Iowa;(2)such signs shall not change the structure of the building;(3)such
signs if and when taken down shall not damage the building;and (4)such signs shall be
subject to the prior written approval of the Landlord,which shall not be unreasonably
withheld or delayed.
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(b)Landlord shall have the right to maintain in the windows or on the building
or on the Premises either or both a “For Rent”or “For Sale”sign and Tenant will permit,
at such time,prospective tenants,or buyers to enter and examine the Premises.
20.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 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 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.
21.LANDLORD’S LIEN AND SECURITY INTEREST.Said 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 tangible personal property,
including but not limited to all furniture,fixtures,equipment,and inventory,and all
substitutions,replacements,accessories,and accessions thereto and thereof,kept and
used on the Premises by Tenant,whether or not any of the foregoing are the subject of
separate financing arrangements between Landlord and Tenant.Tenant also grants to
Landlord a security interest in the name chosen by Tenant for its business
establishment and all related trade names,trademarks,and service marks,whether
same are the subject to any federal or state registration of any kind.Tenant agrees to
cooperate in good faith to enable Landlord to perfect any security interest granted
hereunder and to establish a priority position as against any other person claiming a
consensual or non-consensual lien in the property of Tenant.Landlord may proceed at
law or in equity with any remedy provided by law or by this Lease for the recovery of
rent or for termination of this Lease because of Tenant’s default in its performance.
22.SUBSTITUTION OF EQUIPMENT,MERCHANDISE,ETC.The Tenant shall
have the right to sell or otherwise dispose of any of its personal property situated on the
Premises,when in the judgment of the Tenant it shall have become obsolete,outworn,
or unnecessary in connection with the operation of Tenant’s business on the Premises;
provided,however,that the Tenant shall,in such instance and at its own expense,
substitute for such items of personal property so sold or otherwise disposed of,a new or
other item in substitution thereof,in like or greater value (unless no substituted article or
item is necessary).
23.DAMAGE,INDEMNITY,AND NOTICE.
(a)Liability for Damage.Each party shall be liable to the other for all
damage to the property of the other negligently,recklessly or intentionally caused by
that party (or their agents,employees or invitees),except to the extent the loss is
insured and subrogation is waived under the owner ’s policy.
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(b)Indemnity by Tenant.Except for the negligence of Landlord,its
employees,agents or contractors,Tenant will protect,defend and indemnify Landlord
from and against all loss,costs,damage and expenses occasioned by,or arising out of,
any accident or other occurrence,causing or inflicting injury or damage to any person or
property,happening or done in,upon or about the Premises or due directly or indirectly
to the tenancy,use or occupancy thereof,or any part thereof,by Tenant or any person
claiming through or under Tenant.
(c)Indemnity by Landlord.Except for the negligence of Tenant,its
employees,agents or contractors,Landlord will protect,defend and indemnify Tenant
from and against all loss,costs,damage and expenses occasioned by,or arising out of,
any accident or other occurrence,causing or inflicting injury or damage to any person or
property,happening or done in,upon or about the Premises,the Building,or other areas
of the property in which the Building is located,directly or indirectly by Landlord or any
person claiming through or under Landlord.
(d)Notice of Accidents and Defects.Tenant shall give to Landlord
immediate notice of any accident occurring in the Premises and of any defects in the
Premises,including,without limitation,fire,accident involving a person,and accident to
or defects in the water pipes,electric wires,elevator and heating and cooling apparatus.
24.ENVIRONMENTAL.The parties expressly represent and agree:
(a)During the Term,Tenant’s use of the Premises will not include the use
of any hazardous substance,without Tenant first obtaining the written consent of
Landlord.Tenant understands and agrees that Landlord’s consent is at Landlord’s sole
option and complete discretion and that such consent may be withheld or may be
granted with any conditions or requirements that Landlord deems appropriate.
(b)During the Term,Tenant shall be fully liable for all costs and expenses
related to the use,storage,removal and disposal of hazardous substances used or kept
on the Premises by Tenant,and Tenant shall give immediate notice to Landlord of any
violation or any potential violation of any environmental regulation,rule,statute or
ordinance relating to the use,storage or disposal of any hazardous substance.
(c)Tenant,at its sole cost and expense,agrees to remediate,correct or
remove from the Premises any contamination of the Premises caused by any
hazardous substances which have been used or permitted by Tenant on the Premises
during any term of this Lease.Remediation,correction or removal shall be in a safe and
reasonable manner,and in conformance with all applicable laws,rules and regulations.
Tenant reserves all rights allowed by law to seek indemnity or contribution from any
person,other than Landlord,who is or may be liable for any such cost and expense.
(d)Tenant agrees to indemnify and hold Landlord harmless from and
against all claims,causes of action,damages,loss,costs,expense,penalties,fines,
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lawsuits,liabilities,attorney fees,engineering and consulting fees,arising out of or in
any manner connected with hazardous substances,which are caused or created by
Tenant on or after the date of this Lease and during any term of this Lease,including,
but not limited to,injury or death to persons or damage to Premises,and including any
diminution of the value of any Premises which may result from the foregoing.This
indemnity shall survive the cessation,termination,abandonment or expiration of this
Lease.
(e)Landlord represents that,except as disclosed to Tenant in writing
before the date of this Lease,Landlord has no knowledge of any hazardous substances
or other adverse environmental conditions on the property.
(f)Landlord agrees to indemnify and hold Tenant harmless from and
against all claims,causes of action,damages,loss,costs,expense,penalties,fines,
lawsuits,liabilities,attorney fees,engineering and consulting fees,arising out of or in
any manner connected with hazardous substances,which are caused or created by
Landord on or after the date of this Lease and during any term of this Lease,or existing
on the property before the date of this Lease,including but not limited to injury or death
to persons or damage to Tenant’s interest in the Premises or Tenant’s property therein.
This indemnity shall survive the cessation,termination,abandonment or expiration of
this Lease.
25.LANDLORD’S TRANSFER.Landlord (and any transferee of Landlord),may at
any time and without the consent of Tenant,transfer the Landlord's interest in the
Building to any other party.In the event the Landlord transfers the Landlord's interest in
the Premises or Building,the Landlord will thereby be released from any obligation
hereunder accruing from and after such transfer,including any claims with respect to
any security deposit delivered to such transferee,and the Tenant agrees to attorn to and
look solely to the transferee for the performance of such obligations.
26.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
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.
27.NOTICES.Any notice required or permitted under this Lease shall be deemed
sufficiently given or served if sent by United States certified mail,return receipt
requested,addressed as follows:
If to Landlord,to:Twin Trees,LLC
Attn:Kurt Vander Wiel
c/o Eric W.Johnson
Beecher,Field,Walker,Morris,Hoffman &Johnson,P.C
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620 LaFayette St.Ste.300
Waterloo,IA 50703
If to Tenant,to:Waterloo Fiber
Attn:Board Secretary
715 Mulberry Street
Waterloo,IA 50703
Either party shall have the right from time to time to change its address for notice
purposes by delivering written notice thereof pursuant to this Section.
28.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;except that if any part of this Lease is
held in joint tenancy,the successor in interest shall be the surviving joint tenant.
29.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.
30.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 executed this Business
Property Lease by their duly authorized representatives as of the date first written
above.
FOR LANDLORD –TWIN TREES,LLC
_________________________________
Kurt Vander Wiel,Manager
________________________________________________
Signature Date
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Kurt Vander Wiel dotloop verified
11/04/24 10:40 AM CST
XMMD-0QEQ-SP7A-BALK
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FOR TENANT -WATERLOO MUNICIPAL TELECOMMUNICATIONS UTILITY D/B/A
WATERLOO FIBER
By:_________________________________________Date:________________
Eric Lage,General Manager of Telecommunications
Attest:_________________________________________Date:________________
Kelley Felchle,Board Secretary
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Eric Lage dotloop verified
11/04/24 10:38 AM CST
EE7K-ABGN-AQCS-J16K
Kelley Felchle dotloop verified
11/04/24 10:36 AM
CST
RCZL-ILQK-0GLD-31SX
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EXHIBIT A
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EXHIBIT B
ITEM IMAGE DESCRIPTION QTY.CONDITION
Desk Adjustable Desk -
Andy office.jpg
Adjustable height desk -Andy
office
1
Technology Common area AV
equipment.jpg
Common Area A/V Equipment,
Mixer,A/V Receiver,Mic,
Speakers
1
Table Conference Room
Table -Bowling Alley
42"x 96"bowling alley large 1
Technology Epson Projector
Podcast Room.jpeg
Podcast Room,Mounted 1
Conference
Chair
Gray _Gray
Conference Room
Chair
Gray seat/back,wood armrest,
swivel conf.chair
13
Sitting
Furniture
Leather Bar Stool Brown leather bar stool 3
Technology Marantz AV Switch.jpg Marantz A/V receiver -Run
garage Speakers
1
Desk Reception Desk Reception desk 1
Sitting
Furniture
Red Plastic Chair.jpg Red Plastic,Metal Legs,
Stackable
70
Technology TV -Mounted Design
Office.jpg
46"Samsung,Mounted,Design
Office
1
Technology TV -Mounted Mark
Office.jpg
46"Samsung,Mounted,Small
Conf.Room
1
Technology TV -Mounted Small
Conference Room
40"Samsung,Mounted,Mark
Office
1
Technology TV -Mounted Vault
Room 1.jpg
42"Samsung,Mounted,Vault
Rm 2
1
Appliance Stainless Refrigerator/Freezer
(Vault)
1
Appliance White Upright Refrigerator (IT
Closet)
1
Misc Bowls,Cups,Plates,Silverware 1
Appliance Under Counter
Fridge.jpg Under
Counter Micro.jpg
2 under counter microwaves;4
under counter fridges
1
Appliance Washer_Dreyer.jpg Stacked Washer Dryer 1
Sitting
Furniture
White _Metal Stool Short White stools,round metal
base
4
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Sitting
Furniture
White _Wood Stool Tall white bar stools,wood legs 14
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