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HomeMy WebLinkAboutOshkosh Corporation 2449 State Rd 44 OSHKOSH CORPORATION ISO 9001 CERTIFIED 2307 OREGON STREET 05/1315/1 POST OFFICE BOX 2566 OSHKOSH WISCONSIN 54903-2566 920-235-9151 Ex. 22900 920-235-9151 Fax No. 920-966-5955 January 11, 2012 JAN 122012 Ms. Lynn A. Lorenson City of Oshkosh 215 Church Avenue P.O. Box 1130 Oshkosh, WI 54903-1130 Re: Lease—2449 State Road 44 Oshkosh, Wisconsin Dear Ms. Lorenson: Enclosed is the executed Lease Agreement for your files. Very truly, OSHKOSH CORPORATION Lori Mackey Senior Executive Assistant Enclosure I Ltilit 1-..t*" •:,.. ckekr,:71141 ,.....pcivt., - LEASE AGREEMENT THIS AGREEMENT, made and entered into as of the `� day of fitt'8wltr , 2011, by and between THE CITY OF OSHKOSH, a Wisconsin municipal corporation, hereinafter designated as "Landlord," and OSHKOSH CORPORATION, a Wisconsin corporation, hereinafter designated as "Tenant." RECITALS Landlord is the owner of land located on certain real estate having an address of 2449 State Road 44 and more fully described on Exhibit A, attached hereto and incorporated herein, in the City of Oshkosh, County of Winnebago, State of Wisconsin and hereinafter designated as the "Parcel"; and Landlord desires to lease to Tenant and Tenant desires to lease from Landlord that portion of the Parcel identified on Exhibit B attached hereto and incorporated herein (the "Premises") upon the terms and conditions hereinafter set forth. NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties do hereby agree as follows: 1. Premises. Landlord hereby leases unto Tenant and Tenant hereby leases from Landlord the Premises. Tenant acknowledges and agrees that the Premises includes only the paved and graveled portions of the Parcel, and that the building and unpaved portions of the Parcel are not leased hereunder. Tenant's use of the Premises shall not interfere with or obstruct Landlord's access to the buildings located on the Parcel. Tenant acknowledges and agrees that Landlord will be permitted to use the driveways and aisles located within the Premises for purposes of accessing the building located on the Parcel. 2. Term. The term of the Lease shall commence on the date hereof (the "Commencement Date") and shall terminate at 11:59 p.m. on May 15, 2012, unless sooner terminated in accordance with this Lease. 3. Rental. Commencing on the Commencement Date and continuing through the term of this Lease, Tenant agrees to pay to Landlord at the address set forth in Section 10, below, or at such other place as Landlord may from time to time designate, without demand or right of set- off, fixed and minimum monthly rent in the amount of Two Thousand and No/100 Dollars ($2000.00). Rent shall be payable on the first day of each month throughout the term of this Lease. Rent for any partial month shall be prorated and payable at the start of each partial month. 4. Taxes. Landlord shall be responsible for payment of all taxes assessed on the Premises, whether existing as of the Commencement Date or assessed at a later date, and Tenant shall have no responsibility, obligation, duty or requirement to pay said taxes on the Premises. Landlord shall indemnify and hold Tenant harmless from any judgment, cost, expense, fee 7214314_1 (including reasonable attorney's fees) or tax for which payment may be sought from Tenant by any third party. 5. Use of Premises. Tenant shall use the Premises only for the storage of new vehicles and trailers. Tenant's use of the Premises shall be in full compliance with all laws, ordinances, rules and regulations of all public authorities having jurisdiction over the Premises. 6. Repairs. Throughout the term hereof, Tenant shall keep the Premises in good condition and repair (consistent with the condition of the Premises at the Commencement Date) and be responsible for all routine maintenance, including snow and ice removal. Landlord shall be responsible for capital repairs and replacements to the Premises, structural and nonstructural, ordinary or extraordinary, foreseen or unforeseen; provided that Tenant shall be responsible for repairing any damage to the Premises caused by Tenant's negligence or willful misconduct. 7. Insurance and Indemnity. A. Tenant shall, during the entire term hereof, keep in full force and effect a policy of comprehensive general public liability insurance with respect to the Premises, in the amount of One Million Dollars ($1,000,000) combined single limit, with Two Million Dollars ($2,000,000) general aggregate. Tenant shall provide evidence of insurance coverage in the form of a certificate of insurance to Landlord, listing Landlord as an additional insured. Such insurance may be furnished by Tenant under any blanket policy carried by it or under a separate policy therefor. A certificate of Tenant's insurers evidencing such insurance shall be furnished to Landlord prior to the Commencement Date and at such other times as may be reasonably requested by Landlord. B. Tenant hereby agrees to indemnify and hold Landlord harmless from and against any and all liabilities, obligations, claims, damages, penalties, causes of action, judgments, costs, and expenses (including, but not limited to, reasonable attorneys' fees) imposed upon, incurred by, or asserted against Landlord or the Premises during or with respect to the term hereof, for: (a) any failure by Tenant to duly and fully perform or comply with each and all of the terms and obligations of Tenant set forth in this Lease; (b) any negligence or tortious act by Tenant or any of its agents, contractors, sublessees, licensees, or invitees; or (c) any claim for a construction lien in connection with work done or materials furnished with respect to the Premises which was performed for or requested by Tenant. If any action, suit, or proceeding is brought against Landlord by reason of any such occurrence, then Tenant, upon request shall defend such action, suit, or proceeding, with counsel designated by Tenant and reasonably approved by Landlord. C. Tenant agrees to carry, at its expense, insurance against fire, vandalism, malicious mischief, and such other hazards as are from time to time included in a standard extended coverage endorsement, insuring the Premises in an amount equal to the full replacement value of the Premises and insuring the vehicles, equipment and other 2 7214314_1 personal property owned by Tenant and located on the Premises, in an amount equal to the full replacement value thereof. 8. Assignment and Subletting. Tenant may not assign or sublet this Lease or any estate or interest therein without the prior written consent of Landlord. 9. Default. If (a) default be made in the payment of the rent or any additional charge payable hereunder by Tenant, and such default shall continue for five (5) days after written notice to Tenant, or (b) default be made in any of the other covenants or conditions herein contained on the part of Tenant and such default shall continue for fifteen (15) days after written notice thereof shall have been given to Tenant or such longer period as necessary to cure the default, then, and in any such event, Landlord may avail itself of any and all remedies available to Landlord by law. 10. Notices. All notices and demands by either party to the other shall be either personally served or given in writing and sent by U.S. certified mail, postage prepaid, and addressed: To Landlord: City of Oshkosh City Attorney's Office 215 Church Avenue Post Office Box 1130 Oshkosh, WI, 54903-1130 Attn: City Attorney To Tenant: Oshkosh Corporation Attn: Legal Department 2307 Oregon Street P.O. Box 2566 Oshkosh, WI 54903-2566 Either party may, upon prior notice to the other, specify a different address for the giving of notice. 11. Termination. Upon the termination of this Lease, by expiration or otherwise, Tenant shall surrender the Premises to Landlord in as good condition and repair, ordinary wear and tear and loss by casualty excepted. All vehicles, equipment and other personal property owned by Tenant shall be removed from the Premises by Tenant no later than the termination date, provided that all terms and conditions of this Lease have been complied with and provided further that Tenant shall repair any and all damage caused by such removal. 12. Quiet Enjoyment. Provided Tenant pays the rent reserved by this Lease and performs and observes all of the covenants and provisions hereof, Tenant shall quietly enjoy the Premises, subject, however, to Landlord's rights to access the building and other portions of the 3 7214314_1 Parcel not leased hereunder, the terms of this Lease and to all recorded easements and building and use restrictions and covenants. 13. Holding Over. In the event Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease without Landlord's consent, it shall be deemed to be occupying the Premises as a tenant from month-to-month, upon all of the conditions, provisions and obligations of this Lease insofar as the same are applicable to a month-to-month tenancy; provided, that Tenant shall pay, in addition to the rent sent forth in Paragraph 3 above and other payments required of Tenant herein, a use and occupancy charge equal to the latest rent computed on a daily basis and provided, further, that Landlord shall retain the right to seek an immediate eviction of Tenant. 14. Limitation of Remedies. In the event of a sale or conveyance by Landlord of the Premises, this Lease shall not be affected by any such sale or conveyance, and Tenant agrees to attorn to the purchaser or grantee, which shall be obligated on this Lease only so long as it is the owner of Landlord's interest in and to this Lease. If Landlord shall fail to perform any covenant or condition of this Lease upon Landlord's part to be performed and, as a consequence of such default, Tenant shall recover a money judgment against Landlord, such judgment shall be satisfied only out of the proceeds of sale received upon execution of such judgment and levy thereon against the right, title and interest of Landlord in the Parcel and out of rents or other income from such property receivable by Landlord and Landlord shall not be liable for any deficiency. 15. Miscellaneous. A. The covenant to pay rent or any additional charge is hereby declared to be an independent covenant on the part of Tenant to be kept and performed, and no such rent or charge shall be subject to any offset or deduction whatsoever. B. This Lease shall be governed by, and construed in accordance with, the laws of the State of Wisconsin. If any provision of this Lease or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Lease shall not be affected thereby and each provision of the Lease shall be valid and enforceable to the fullest extent permitted by law. C. Upon request by Landlord or Tenant, a memorandum of this Lease may be recorded in the Winnebago County Register of Deeds Office as evidence of this Lease. D. Landlord and Tenant hereby agree to the environmental provisions contained in attached Exhibit C, which by this reference is fully incorporated herein. E. Nothing contained in this Lease shall be taken or construed to create any agency between Landlord and Tenant or to authorize the Tenant to do any act or thing or 4 7214314_1 to make any contract so as to encumber in any manner the title of the Landlord to the Premises or to create any claim or lien upon the interest of the Landlord in the Premises. F. Except as expressly otherwise provided, all of the terms, covenants and conditions hereof shall be binding upon and inure to the benefit of the heirs, personal representatives, successors in interest and assigns of the parties hereto. [intentionally left blank] 5 7214314_1 IN WITNESS WHEREOF, the parties have executed this Lease Agreement as of the date first above written. LANDLORD: CITY OF OSHKOSH, WISCONSIN By: // --. , Mark A. Rohloff Its: City Manager By: � ' ✓J ' Pamela R. Ubrig `, Its: City Clerk Approv y;,as to form: By _Ili ., .. 111 . Lorenson Its: City Attorney TENANT: OSHKOSH CORPORATION �1. 1 ,a, Clskkosk. &4e. & 6 7214314_1 Exhibit A Parcel Legal Description 7214314_1 City of Oshkosh Property Assessor's Page 1 of 1 PARID: 1329450000 CITY OF OSHKOSH 2449 STATE ROAD 44 Parcel Information Address 2449 STATE ROAD 44 Class COMMERCIAL Zoning M-3 Owner Name CITY OF OSHKOSH In Care Of Address PO BOX 1130 Unit # City OSHKOSH State WI Zip Code 54903 Lot Size Frontage Effective Depth Square Feet 371567 Acres 8.53 Shape Legal Description Desc E 462.98 FT OF SE1/4 SW1/4 SEC 33 LYG SELY OF RIPON RD &N OF W WAUKAU AVE http://www.ci.oshkosh.wi.us/oshkosh_ias/Forms/PrintDatalet.aspx?pin=1329450000&gsp=... 1/6/2012 Exhibit B Premises 7214314_1 gp xss: x � ig o �� fit* t! t � e ' Ilk 000e# • ? x O* ,, �T o. it . a ' _ ,: ..+ , I � I .4 ` r '' �` II �a. *s _ i a . x, I Hill am.�� L p te i i fix; ' A , . 5 i.4 d ^ , �t <. r, *x` � � t Y,tp\.� "a' Y 4,4*',, - +'° -7 " 8 iz t M ilk q ,� t 430 �n� w i � I 1 . FED x2 24 th /id" I P % A 4.-- �` r # . I DISCLAIMER NN This map is neither a legally recorded map nor Roadway Express A a survey and it is not intended to be used as ne. This drawing is a compilation of records,data and information located in various ciay,county 2449 State Road 44 and state offices and other sources affecting the area shown'and it is to be used for reference purposes ony.The City of Oshkosh is not 01-06-2012 responsible for any inaccuracies herein contained. ,�QQ 0 1 QQ ?QQ Feet Scale: 1" — 150' If discrepancies are found,please contact the City of Oshkosh. Z__ - - -- Source:City of Oshkosh GIS Exhibit C ENVIRONMENTAL A. Compliance with Environmental Laws. Tenant, at Tenant's expense, shall comply with all applicable federal, state, provincial and municipal laws, regulations and ordinances pertaining to air and water quality, Hazardous Materials (as hereinafter defined), waste disposal, air emissions and other environmental matters ("Environmental Laws") with respect to Tenant's use and occupancy of the Premises. B. Use Of Hazardous Materials. Tenant shall not cause or permit any Hazardous Materials to be brought upon or kept or used in or about the Premises by Tenant, its agents, employees, contractors, or invitees without Landlord's prior written consent, which consent shall not be unreasonably withheld, except for amounts used in the ordinary course of Tenant's business, which shall be brought upon, kept, used and disposed of in compliance with all applicable Environmental Laws. C. Definition of Hazardous Materials. "Hazardous Materials" shall mean and include any hazardous or toxic substance, material or waste, including, but not limited to (i) those substances, materials and wastes regulated or deemed to be hazardous or toxic under any applicable Environmental Law and (ii) petroleum, petroleum byproducts, asbestos, substance containing asbestos, and polychlorinated biphenyls. D. Tenant's Indemnification Regarding Environmental Matters. Tenant shall indemnify, defend and hold harmless Landlord, its successors and assigns, from and against any and all claims, liabilities, penalties, fines, judgments, forfeitures, losses, costs, or expenses (including reasonable attorneys' fees, consultant fees, and expert fees) arising from (i) the presence in, on, under, or about the Premises, or any discharge or release in or from the 7214314_1 Premises, of any Hazardous Materials caused by Tenant or Tenant's use, storage, transportation, disposal, release, discharge, or generation of Hazardous Materials on, under, about, or from the Premises, or (ii) Tenant's failure to comply with any applicable Environmental Law during the term of this Lease. The foregoing indemnity shall survive the expiration or earlier termination of this Lease. E. Landlord's Indemnification Regarding Environmental Matters. Landlord shall indemnify, defend and hold harmless Tenant, its successors and assigns, from and against any and all claims, liabilities, penalties, fines, judgments, forfeitures, losses, costs, or expenses (including reasonable attorneys' fees, consultant fees, and expert fees) (hereinafter collectively referred to as "Claims") arising from: (i) the existence or release of any Hazardous Materials in, on, under, or from the Premises or violations of Environmental Laws arising out of conditions existing or originating on the Premises as of the commencement of the Lease term (hereinafter the "Pre-existing Contamination"); or (ii) violations of Environmental Laws or the existence or release of Hazardous Materials caused by Landlord or any third party (other than Tenant or Tenant's agents, employees, contractors or invitees) at the Premises or migrating to or from the Premises after commencement of the Lease term; provided, however, that this indemnity shall not cover any portion of Claims resulting from activities of the Tenant that caused an aggravation of Pre-existing Contamination or which were undertaken in violation of any restriction contained within a "no further action" letter or other evidence of a case closure. The foregoing indemnity shall survive the expiration or earlier termination of this Lease. F. Subsurface. The Premises shall only include the ground surface, the defined structures above the ground surface, and the associated underground utilities, but does not include any subsurface media. Tenant shall have no right to operate, control, or maintain any such subsurface media or any subsurface structure or improvements (other than the right to use underground utilities). Landlord and Tenant both acknowledge that Landlord may become legally liable for the costs of complying with certain Environmental Laws applicable to such surface media or any subsurface structure or improvements, including underground storage tank laws, that are not and shall not be the responsibility of Tenant pursuant to this Lease except to the extent that the Tenant, its agents or its invitees have undertaken activities that result in aggravation of Pre-existing Contamination. G. Landlord's Representations Regarding Environmental Matters. Landlord represents and warrants to Tenant that: (i) Landlord has no knowledge of any currently outstanding orders or notices of violations from any governmental authority pertaining to the Premises or the improvements thereof, or any occupant thereof, or pertaining to any adjacent real property or any occupant of such other property; and (ii) Landlord has no knowledge of any actions pending or threatened against the Landlord, or pertaining to the Premises by any party seeking to enforce any law, statute, ordinance, regulation or similar standard, including, but not limited to, those relating to pollution control, hazardous waste, and other waste, or seeking damage or other relief based on the alleged violation of any such law, statute, ordinance, regulation or standard or any pollution or contamination caused by the Landlord or located on or emanating from the Premises.