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HomeMy WebLinkAbout2024-12-16 H01B Raser Family Trust Lease AgrAGENDA ITEM: CITY OF WAUKEE, IOWA CITY COUNCIL MEETING COMMUNICATION MEETING DATE: December 16, 2024 AGENDA ITEM:Consideration of approval of a resolution authorizing action to enter into a Lease Agreement – Business Property with The Raser Family Trust dated 6/17/2005 FORMAT:Resolution SYNOPSIS INCLUDING PRO & CON: The attached lease agreement is between the Raser family (Raymond and Gail) and the City for a 15.33 acre parcel owned by The Raser Trust located on the SE quadrant of NW 30th St and 280th St. The Public Works Department would utilize approximately 5 acres of the total 15.33 acres for a material storage yard with the intent to lease the other 10 acres to a tenant farmer for crop farming. The lease term is from 1/1/2025 to 12/31/2027 with an annual payment of $4,400 due on January 1st. The agreement will auto renew for an additional 2 year term (indefinitely) unless either party provides 6 months of written notice to the other party of their intent to not renew the lease. FISCAL IMPACT INCLUDING COST/BENEFIT ANALYSIS: COMMISSION/BOARD/COMMITTEE COMMENT: STAFF REVIEW AND COMMENT: RECOMMENDATION: Approve the resolution. ATTACHMENTS: I. Resolution II. Lease Agreement PREPARED BY:Lisa Bauman REVIEWED BY:Rudy Koester RK PUBLIC NOTICE INFORMATION – NAME OF PUBLICATION: DATE OF PUBLICATION: H1B RESOLUTION 2024- RESOLUTION AUTHORIZING ACTION TO ENTER INTO A LEASE AGREEMENT-BUSINESS PROPERTY WITH THE RASER FAMILY TRUST DATED 6/17/2005 IN THE PRINCIPAL AMOUNT OF $22,000 FOR THE LEASE AGREEMENT - BUSINESS PROPERTY (GENERAL FUND) WHEREAS, Waukee, State of Iowa (the "City"), is in need of funds to pay costs of real property for use by the City, and it is deemed necessary and advisable that a lease agreement in the aggregate principal amount of $22,000 be entered into for such purpose; and WHEREAS, pursuant to notice published as required by Sections 364.4 and 384.25 of the Code of Iowa, as amended (the "Code"), this Council held a public meeting and hearing upon the proposal to institute proceedings for the authorization of a lease agreement in the aggregate principal amount of $22,000 for such purposes, and the Council is therefore now authorized to proceed with the authorization of the lease agreement; and WHEREAS, The Raser Family Trust dated 6/17/2005, as defined herein, has agreed to make available to the City the Business Property pursuant to the terms of a Lease Agreement (the "Lease"), between the City, as Tenant, and The Raser Family Trust dated 6/17/2005, as Landlord thereunder; and WHEREAS, the City agrees to repay The Raser Family Trust dated 6/17/2005 the Rent over a period of up to 5 years, all as set forth in the Lease; and WHEREAS, this Council has determined that the term of the Lease does not exceed the economic life of the property being acquired pursuant thereto; and WHEREAS, the Lease will be payable from the General Fund; and WHEREAS, the City has a population of more than 5,000, but not more than 75,000, and the principal amount of the lease does not exceed $700,000, and aggregate payments under all lease agreements payable by the City from the General Fund do not exceed 10% of the last certified General Fund budget; and WHEREAS, there has been presented at this meeting the Lease between the City and The Raser Family Trust dated 6/17/2005; and WHEREAS, it appears that such instrument is in appropriate form and is an appropriate instrument for the purposes intended. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WAUKEE, IOWA: Section 1. Definitions. The following terms shall have the following meanings in this Resolution unless the text expressly or by necessary implication requires otherwise: "Business Property" shall mean the "premises", situated in Dallas County, Iowa, as equipped and more particularly described in the Lease. "Financing Documents" shall mean any delivery, transcript and incumbency certificates to be delivered in conjunction with the closing of the Lease. "Fiscal Year" shall mean the twelve-month period beginning on July 1 of each year and ending on the last day of June of the following year, or any other consecutive twelve-month period adopted by the Governing Body or by law as the official accounting period of the System. Requirements of a Fiscal Year as expressed in this Resolution shall exclude any payment of principal or interest falling due on the first day of the Fiscal Year and include any payment of principal or interest falling due on the first day of the succeeding Fiscal Year. "General Fund" shall mean the fund established to receive all moneys from taxes and other sources for City government purposes as provided in Section 384.3, Code of Iowa. "Governing Body" shall mean the City Council of Waukee, Iowa. "Issuer" or "City" or "Tenant" shall mean Waukee, State of Iowa. "Lease" shall mean the Lease Agreement – Business Property, by and between the City and The Raser Family Trust dated 6/17/2005. " Rent" shall mean the annual amount the City owes the Raser Family Trust under the Lease. "Resolution" shall mean this resolution authorizing the Lease, and general fund payments thereunder. "The Raser Family Trust" shall mean The Raser Family Trust dated 6/17/2005. "Treasurer" shall mean the Director of Finance or such other officer as shall succeed to the same duties and responsibilities with respect to the recording and payment of the Lease issued hereunder. Section 2. Authority and Purpose. The Lease authorized by this Resolution shall be issued pursuant to Sections 362.4(4) and 384.25 of the Code of Iowa, and in compliance with all applicable provisions of the Constitution and laws of the State of Iowa. The Lease is hereby authorized in the aggregate amount of $22,000 for the purpose of paying costs of the use of the Business Property. Section 3. Approval of Lease. The Raser Family Trust shall make the Business Property available to the City pursuant to the Lease, which provides for the repayment by the City of Rent from the first day of the Lease term, as outlined in the Lease in the amounts and in installments as specified therein. The form and content of the Lease, the provisions of which are incorporated herein by reference, hereby are in all respects authorized, approved and confirmed, and the Mayor is hereby authorized, empowered and directed to execute, and deliver the Lease for and on behalf of the City, including necessary counterparts and in substantially the form and content now before this meeting but with such changes, modifications, additions or deletions therein as shall to them seem necessary, desirable or appropriate, their execution thereof to constitute conclusive evidence of their approval of any and all changes, modifications, addition or deletions therein from the form and content of the Lease now before this meeting, and from and after the execution and delivery of the Lease, the Mayor is hereby authorized, empowered and directed to do all such acts and things and execute all such documents as may be necessary to carry out and comply with the provisions of the Lease as executed. Section 4. Additional Documents. The Mayor, City Clerk, and Treasurer (as appropriate) are hereby authorized, empowered and directed to execute, attest, seal and deliver for and on behalf of the City any and all Financing Documents and any other additional certificates, documents, opinions or other papers and perform all other acts, including without limitation the execution of all closing documents, as they may deem necessary or appropriate in order to implement and carry out the intent and purposes of this Resolution. Section 5. Pledge of General Fund; Other Funds to be Used. (a) Pledge of Funds. That for the purpose of providing funds to pay Rent under the Lease hereinafter authorized, there shall be paid from funds in the General Fund for each future year the following amounts: AMOUNT* FISCAL YEAR (JULY 1 TO JUNE 30) YEAR OF COLLECTION $4,400 2024/2025 $4,400 2025/2026 $4,400 2026/2027 $4,400 2027/2028 $4,400 2028/2029 (b) Additional City Funds Available. Payments coming due at any time when the funds on hand in the General Fund shall be insufficient to pay the same shall be promptly paid when due from current funds of the City available for that purpose and reimbursement shall be made from such special fund in the amounts thus advanced. Section 6. Lease Fund. Monies in the General Fund shall be converted into a special fund therein to be known as the "2024 REAL PROPERTY LEASE FUND NO. 1" (the "Lease Fund"), which is hereby pledged for and shall be used only for the payments of the Lease. Section 7. Registration of Lease; Appointment of Registrar; Transfer; Ownership and Delivery. (a) Registration. The ownership of the Lease may be transferred only by the making of an entry upon the books kept for the registration and transfer of ownership of the Lease, and in no other way. The City Clerk is hereby appointed as Registrar and Paying Agent under the terms of this Resolution. Registrar shall maintain the books of the Issuer for the registration of ownership of the Lease for the payment of principal of and interest on the Lease as provided in this Resolution. The Lease shall be negotiable as provided in Article 8 of the Uniform Commercial Code subject to the provisions for registration and transfer contained in the Lease and in this Resolution. (b) Transfer. The ownership of the Lease may be transferred only upon the Registration Books kept for the registration and transfer of the Lease and only upon surrender thereof at the office of the Registrar together with an assignment duly executed by the holder or his duly authorized attorney in fact in such form as shall be satisfactory to the Registrar, along with the address and social security number or federal employer identification number of such transferee (or, if registration is to be made in the name of multiple individuals, of all such transferees). In the event that the address of the registered owner of the Lease (other than a registered owner which is the nominee of the broker or dealer in question) is that of a broker or dealer, there must be disclosed on the Registration Books the information pertaining to the registered owner required above. Upon the transfer of the Lease, a new fully registered Lease, of any denomination permitted by this Resolution in aggregate principal amount equal to the unmatured and unredeemed principal amount of such transferred fully registered Lease, and bearing interest at the same rate and maturing on the same date or dates shall be delivered by the Registrar. Any costs or expenses, including counsel fees, of the Registrar incurred in connection with an exchange or transfer of the Lease shall be paid by the holder of the Lease requesting such transfers as a condition precedent to the exercise of the privilege of making such exchange or transfer. (c) Registration of Transferred Lease. In all cases of the transfer of the Lease, the Registrar shall register, at the earliest practicable time, on the Registration Books, the Lease, in accordance with the provisions of this Resolution. (d) Ownership. As to the Lease, the person in whose name the ownership of the same shall be registered on the Registration Books of the Registrar shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of or on account of the principal of the Lease and the premium, if any, and interest thereon shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon the Lease, including the interest thereon, to the extent of the sum or sums so paid. Section 8. Resolution a Contract. The provisions of this Resolution shall constitute a contract between the Issuer and the holder or holders of the Lease, and after the authorization of the Lease no change, variation or alteration of any kind in the provisions of this Resolution shall be made in any manner, except as provided in the next succeeding Section, until such time as all of the Lease, shall have been satisfied and discharged as provided in the Lease. Section 9. Severability Clause. If any section, paragraph, clause or provision of this Resolution be held invalid, such invalidity shall not affect any of the remaining provisions hereof, and this Resolution shall become effective immediately upon its passage and approval. Section 10. Repeal of Conflicting Resolutions. All resolutions in conflict herewith are hereby repealed. PASSED AND APPROVED this 16th day of December, 2024. _____________________________ Mayor ATTEST: ______________________________ City Clerk ©The Iowa State Bar Association 2024 IowaDocs® Form No. 165, Lease – Business Property – Short Form Revised January 2016 LEASE - BUSINESS PROPERTY - SHORT FORM THIS LEASE, made and entered into this ________ day of ____________________, 2024, by and between The Raser Family Trust dated 6/17/2005 ("Landlord"), whose address, for the purpose of this lease, is 914 San Pasqual Road, Escondido, California 92025 and City of Waukee, Iowa ("Tenant"), whose address for the purpose of this lease is 230 W. Hickman Road, Waukee, IA 50263. The parties agree as follows: 1. PREMISES AND TERM. Landlord leases to Tenant the following real estate, situated in Dallas County, Iowa: Parcel Number 1230100017 located in the SE quadrant of NW 30th Street and 280th Street in Waukee, together with all improvements thereon, and all rights, easements and appurtenances thereto situated, for a term beginning on January 1, 2025, and ending on December 31, 2027, upon the condition that Tenant performs as provided in this lease. Said Parcel is 15.33 acres in size. Upon the expiration of the lease term, the lease shall automatically renew for an additional 2-year term, unless either party provides 6 months written notice to the other of their intention not to renew the lease. 2. RENT. Tenant agrees to pay Landlord as rent $4,400.00 for per year, commencing on January 1, 2025, and on the 1st January each year thereafter, during the term of this lease. All sums shall be paid at the address of Landlord, or at such other place as Landlord may designate in writing. 3. POSSESSION. Tenant shall be entitled to possession on the first day of the lease term, and shall yield possession to Landlord at the termination of this lease. SHOULD LANDLORD BE UNABLE TO GIVE POSSESSION ON SAID DATE, TENANT'S ONLY DAMAGES SHALL BE A PRO RATA ABATEMENT OF RENT. 4. USE. Tenant shall use the premises for an outdoor storage yard and agricultural purposes as Tenant may determine. 5. CARE AND MAINTENANCE. A. Tenant takes the premises as is, except as herein provided. B. Landlord shall not be required to make any repairs, perform any maintenance, or make any replacements to the premises during the term of this lease. C. Tenant shall maintain the premises in a reasonable safe, serviceable, clean, and presentable condition, and shall make all repairs and replacements to the premises during the term. Tenant may install a fence enclosure and access gate on the property and shall be responsible for removing any snow and ice from the leased ©The Iowa State Bar Association 2024 IowaDocs® Form No. 165, Lease – Business Property – Short Form Revised January 2016 premises. Except for the installation of the fence permitted in this subsection 5(C), Tenant shall not make any alterations to the leased premises without Landlord’s prior written permission, which may be withheld or conditioned in Landlord’s sole discretion. 6. UTILITIES AND SERVICES. Tenant shall contract and pay for all utilities and services which Tenant decides to use on the premises. Landlord shall not be liable for damages for failure to perform as herein provided, or for any stoppage for needed repairs or for improvements or arising from causes beyond the control of Landlord, provided Landlord uses reasonable diligence to resume such services. 7. SURRENDER. Upon the termination of this lease, Tenant will surrender the premises to Landlord in good and clean condition, except for ordinary wear and tear or damage without fault or liability of Tenant. Continued possession, beyond the term of this Lease and the acceptance of rent by Landlord shall constitute a month-to-month extension of this lease on the same terms and conditions stated in this lease, except that rent shall increase to $500 per month. Upon the surrender of the premises any fence enclosure and/or gate installed by Tenant shall be left on the property together with any ground surface installed by Tenant. 8. INSURANCE. A. PROPERTY INSURANCE. Landlord and Tenant agree to insure their respective real and personal property for the full insurable value. Such insurance shall cover losses included in the special form causes of loss (formerly all risks coverage). To the extent permitted by their policies the Landlord and Tenant waive all rights of recovery against each other. 9. LIABILITY FOR DAMAGE. All personal property stored on the leased premises by Tenant shall be at the risk of the Tenant only. The Landlord shall not be liable for any damage to such personal property regardless of the cause or fault. 10. INDEMNITY. Tenant will protect, defend, and indemnify Landlord from and against any and all loss, costs, damage and expenses occasioned by, or arising out of, any accident or other occurrence arising out of or related to Tenant’s use of the leased premises, except for those occasioned by Landlord or its agents or resulting from the actions, or inactions of Landlord.. 11. DAMAGE. In the event of damage to the premises, so that Tenant is unable to conduct business on the premises, this lease may be terminated at the option of either party. Such termination shall be effected by notice of one party to the other within 20 days after such notice; and both parties shall thereafter be released from all future obligations hereunder. 12. MECHANICS' LIENS. Neither Tenant, nor anyone claiming by, through, or under Tenant, shall have the right to file any mechanic's lien against the premises. Tenant shall give notice in advance to all contractors and subcontractors who may furnish, or agree to furnish, any material, service or labor for any improvement on the premises. ©The Iowa State Bar Association 2024 IowaDocs® Form No. 165, Lease – Business Property – Short Form Revised January 2016 13. DEFAULT, NOTICE OF DEFAULT AND REMEDIES. EVENTS OF DEFAULT A. Each of the following shall constitute an event of default by Tenant: (1) Failure to pay rent when due; (2) failure to observe or perform any duties, obligations, agreements, or conditions imposed on Tenant pursuant to the terms of the lease; (3) abandonment of the premises. "Abandonment" means the Tenant has failed to engage in its usual and customary business activities on the premises for more than fifteen (15) consecutive business days; (4) institution of voluntary bankruptcy proceedings by Tenant; institution of involuntary bankruptcy proceedings in which the Tenant thereafter is adjudged a bankruptcy; assignment for the benefit of creditors of the interest of Tenant under this lease agreement; appointment of a receiver for the property or affairs of Tenant, where the receivership is not vacated within ten (10) days after the appointment of the receiver. NOTICE OF DEFAULT B. Landlord shall give Tenant a written notice specifying the default and giving the Tenant ten (10) days in which to correct the default. If there is a default (other than for nonpayment of a monetary obligation of Tenant, including rent) that cannot be remedied in ten (10) days by diligent efforts of the Tenant, Tenant shall propose an additional period of time in which to remedy the default. Consent to additional time shall not be unreasonably withheld by Landlord. Landlord shall not be required to give Tenant any more than three notices for the same default within any 365 day period. REMEDIES C. In the event Tenant has not remedied a default in a timely manner following a Notice of Default, Landlord may proceed with all available remedies at law or in equity, including but not limited to the following: (1) Termination. Landlord may declare this lease to be terminated and shall give Tenant a written notice of such termination. In the event of termination of this lease, Landlord shall be entitled to prove claim for and obtain judgment against Tenant for the balance of the rent agreed to be paid for the term herein provided, plus all expenses of Landlord in regaining possession of the premises and the reletting thereof, including attorney's fees and court costs, crediting against such claim, however, any amount obtained by reason of such reletting; (2) Forfeiture. If a default is not remedied in a timely manner, Landlord may then declare this lease to be forfeited and shall give Tenant a written notice of such forfeiture, and may, at the time, give Tenant the notice to quit provided for in Chapter 648 of the Code of Iowa. 14. SIGNS. Landlord, during the last 30 days of this lease, shall have the right to maintain on the premises either or both a "For Rent" or "For Sale” sign. Tenant will permit prospective tenants or buyers to enter and examine the premises. 15. NOTICES AND DEMANDS. All notices shall be given to the parties hereto at the addresses designated 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 notice shall be considered given under the terms of this lease