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Home My WebLink AboutBoatworks LLC/Lot 1 & 3GROUND LEASE AGREEMENT Document Number I Document Title and Lease Agreement between the CITY OF OSHKOSH, WISCONSIN, a. ;consin municipal corporation, the REDEVELOPMENT AUTHORITY OF E CITY OF OSHKOSH, WISCONSIN (the RDA and, collectively with the. i of Oshkosh, Wisconsin, the "City"), and BOATWORKS LLC, a Wisconsin -stock, not for profit corporation (the "Developer") DOC# 1935941 NATALIE STROHMEYER REGISTER OF DEEDS WINNEBAGO COUNTY, WI RECORDED ON: 12/12/2024 03:01 PM RECORDING FEE: TRANSFER FEE: EXEMPTION #: PAGES: 8 Recording Area Name and Return Address City Attorney's Office PO Box 1130 Oshkosh, WI 54903-1130 C� o2�f $ 06-0006-0101 09-0794-0102 Parcel Identification Number (PIN) THREE (3), CERTIFIED SURVEY MAP NO. 6905, RECORDED WITH THE WINNEBAGO COUNTY ISTER OF DEEDS AS DOCUMENT NO. 1679243, CITY OF OSHKOSH, WINNEBAGO COUNTY, WISCONSIN; r ONE (i), CERTIFIED SURVEY MAP NO. 8021, RECORDED WITH THE WINNEBAGO COUNTY REGISTER DEEDS AS DOCUMENT NO. 1902488, CITY OF OSHKOSH, WINNEBAGO COUNTY, WISCONSIN. by: Schueler W1 54903-1130 0 C,0 GROUND LEASE AGREEMENT This GROUND LEASE AGREEMENT (the "Lease"), made and entered into this [01 day of September, 2024, is by and between the CITY OF OSHKOSH, a Wisconsin municipality (the "City") and the REDEVELOPMENT AUTHORITY OF THE CITY OF OSHKOSH (the "RDA" and, together with the City, the "Lessor"), with their principal offices located at 215 Church Ave., P.O. Box 130, Oshkosh, Wisconsin 54903-1130, and BOAT WORKS LLC (the - "Lessee"): RECITALS A. The Lessor and Lessee have entered into that certain Tax Incremental District No. 29 Development Agreement (Boat Works Redevelopment Project) dated of even date herewith (the "Development Agreement"), pursuant to which Lessee, as Developer, is constructing, in two (2) phases, a multi -family project consisting of approximately 60 residential units, parking lots, and other infrastructure and site improvements on property presently owned by Lessor and legally described on Exhibit A attached hereto (the "Property"). B. Pursuant to the terms of the Development Agreement, Lessee will lease the Property from Lessor until Lessee obtains a Case Closure (as that term is defined in the Development Agreement) with respect to Wisconsin Department of Natural Resources ("WDNR") Activity BRRTS# 02-71-590636 (Boat Works (Former) — LGU) (the "Existing Environmental Condition"). C. Lessor and Lessee are entering into this Lease in order to document the terms and conditions of Lessee's occupancy of the Property pending receipt of the Case Closure. NOW THEREFORE, for good and valuable consideration, Lessor and Lessee hereby agree as follows: 1. Lease. Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, the Property for the purpose of constructing the Project. 2. Term. The term of this Lease (the "Term") shall commence on the date it is executed by all parties, (the "Commencement Date") and shall end on the first to occur of: (a) the date that is fifty (50) years after the Commencement Date; (b) the date upon which Lessor 31787690.1 deeds the Property to Lessee pursuant to the terms of this Lease and the Development Agreement; or (c) the date upon which the Development Agreement is terminated in accordance with its terms. 3. Case Closure; Conveyance of Property to Lessee. Pursuant to the terms of the Development Agreement, Lessee is obligated to obtain the Case Closure. Lessee shall perform all remediation activities required by the DNR relating to the Existing Environmental Condition and shall use its best efforts to obtain the Case Closure as soon as possible following the completion of the Project. Lessor acknowledges and agrees that the Case Closure may be obtained through the use of institutional controls, including, without limitation, groundwater restrictions, and cap construction and maintenance requirements. Upon issuance of the Case Closure by the DNR, Lessor shall convey the Property to Lessee in accordance with the provisions of Section V.C. of the Development Agreement, and this Lease shall automatically terminate. 3. Rent. During the Term, Lessee shall pay rent to Lessor at the rate of $1.00 per year. 4. Permitted Use. Lessee shall be permitted to undertake any and all activities on the Property necessary for the construction and operation of the Project as described in the Development Agreement. Lessee shall not use, or permit others to use, the Property in a manner contrary to this Lease or the Development Agreement. 5. Lessor's Access. During the Term, Lessor shall be allowed reasonable access to the Property for any purpose related to any municipal or police power function, to meet its obligations under this Lease or the Development Agreement, or to function in its capacity as the owner of the Property. Lessor shall make all reasonable efforts to not materially disrupt Lessee's permitted use of the property. 6. Ownership of Improvements. During the Term, Lessee shall be deemed the owner of all improvements constructed on the Property by Lessee, subject to any legal rights and assignments to third parties. Upon termination of this Lease for any reason other than Lessee's acquisition of the fee interest in the Property, Lessor shall become the owner of any and all improvements on the Property, subject to the rights of any lender(s) with a leasehold mortgage. 7. Leasehold Mortgage. Lessee shall be permitted to mortgage its leasehold interest in the Property for purposes of financing the construction of the Project. Lessee shall give Lessor notice of any such mortgage. No mortgage or other encumbrance upon Lessee's leasehold interest shall encumber or affect in any way the fee interest of Lessor in the Property. 8. Condition of the Property; Construction of Improvements. Lessee has had sufficient access to the Property and accepts the Property in its current condition. Lessor makes no express or implied promises or warranties related to the condition of the Property except those set forth in the Development Agreement. Lessee assumes full and complete responsibility for all development activities, fixtures, or improvements to the Property from and after the Commencement Date. All such activities shall be carried out in full compliance with the terms of the Development Agreement. Lessee shall not permit any lien to attach to the Property, and 31787690.1 specifically permits Lessor to post notices of non-liability/non-responsibility at the Property. 9. Insurance; Indemnity. At all times during the Term Lessee shall, at Lessee's sole cost and expense, keep and maintain in force the following policies of insurance: a. Commercial general liability insurance having limits of not less than $1,000,000 per occurrence and $2,000,000 general aggregate. Certificates of insurance naming Lessor as an additional insured shall be delivered to Lessor on or before the Commencement Date and at least thirty (30) days prior to each renewal date of such policy. b. "All risk" property insurance in an amount equal to the full replacement value of all improvements made by Lessee on the Property. Certificate evidencing such coverage shall be delivered to Lessor on or before the Commencement Date and at least thirty (30) days prior to each renewal date of such policy. C. Lessee shall hold Lessor harmless from and against any loss, liability, costs and expenses (including reasonable attorneys' fees) incurred by or claims against Lessor as a result of or in any way arising from (i) any occurrence, accident or injury on the Property, (ii) Lessee's or Lessee's employees, agents, contractors, or licensees' use or occupancy of the Property, (iii) any claims against Lessor which relate to the activities of Lessee, or (iv) any default by Lessee under this Lease or the Development Agreement. 10. Utilities. Lessee is responsible for paying all utilities, costs, expenses, and obligations of any kind incurred with respect to the Property during the Term. 11. Incorporation of Development Agreement. All terms of the Development Agreement pertaining to the Property are incorporated into this Lease, including, but not limited to; Lessee's representations and warranties and restrictions on Lessee's use of the Property. Lessor and Lessee may pursue any breach or default of this Lease or of the Development Agreement as allowed by law. [SIGNATURE PAGE FOLLOWS] 31787690.1 IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the date first above written. STATE OF �"\�WY ' } COUNTY OF0 \V\ 1 1 %0 SS P,ersonally came before me this day wtan , to me known to be executed the for oing instrument on behalf BOAT WORKS LLC )f a &. )b (- , 2024, the abovenamed Cylt the MMDtfof Boat Works LLC and the person who of the limited liability company. qAM M fu A �� J" ) Notary Public, State of kxWy V\ . My Commission: 31787690.1 CITY OF OSHKOSH, WISCONSIN By: - Mark A. Rohloff, C'ty Manager By: C)-"� — V) Diane Bartlett, 6ty Clerk Approved as to form: By. yn A. Lore o C ty Attorney STATE OF WISCONSIN } SS COUNTY OF WINNEBAGO } (� Personally came before me this day of V , 2024, the above named Mark A. Rohloff and Diane Bartlett, to me known to be the City Manager and City Clerk, respectively, of the City of Oshkosh, Wisconsin, and the persons who executed the foregoing instrument. A-t"Vum aoAma- Notary Public, Stat of W' c s n My Commission- `N -�, < 31787690.1 REDEVELOPMENT AUTHORITY OF THE CITY OF OSHKOSH, WISCONSIN -a r �I ;! -i le By: � kC, Exet4itive Director STATE OF WISCONSIN } } SS COUNTY OF WINNEBAGO , } er nary came b�fo�ie ��m" this' +,1 day of �` V �, 2024, the above named \JGj� �1V r1�d ILC��I� U`'1 �i , to me known to be the Chair and Executive Director, respectively, of the Redevelopment Authority of the City of Oshkosh, Wisconsin, and the persons who executed the foregoing instrument. Notary Public, State of Wisconsin My Commission:S ;1,fv., 0 31787690.1 Exhibit A Lot Three (3), Certified Survey Map No. 6905, recorded with the Winnebago County Register of Deeds as Document No. 1679243, City of Oshkosh, Winnebago County, Wisconsin; AND Lot One (1), Certified Survey Map No. 8021, recorded with the Winnebago County Register of Deeds as Document No. 1902488, City of Oshkosh, Winnebago County, Wisconsin. 31787690.1