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HomeMy WebLinkAboutDiscovery Properties & Oshkosh/PIN-90200620000 Lease Agreement 8 3 6 3 9 4 1 Tx:4265195 Document Number Document Title 1745912 REGISTER'S OFFICE WINNEBAGO COUNTY, WI RECORDED ON 03/04/2017 8:33 AM SV Ie This Lease Agreement, made and entered into this �%y of NATALIE STROHMEYER A13A+, 2017, is by and between the City of Oshkosh, a Wisconsin REGISTER OF DEEDS municipality, with their principal offices located at 215 Church Ave., P.O.Box 1130,Oshkosh,Wisconsin 54903-1130,("City"or"Lessor") RECORDING FEE 30.00 and Discovery Properties, LLC, a Wisconsin Limited Liability PAGES: 7 Company, 230 Ohio Street, Suite 200, Oshkosh, Wisconsin 54902 ("Discovery"or "Lessee"): Recording Area Name and Return Address Oshkosh City Attorney P.O. Box 1130 Oshkosh,WI 54903-1130 90200620000 RECITALS Property Identification Number 1. The City owns the following real property("City Property")that is currently used as a public parking lot: Located in the City of Oshkosh, Winnebago County,Wisconsin, and originally part of Fractional Lot I of Section 24, Township 18 North of Range 16 East, and more particularly described: All of Lots one(1)and Two (2),the Easterly 60 feet of Lot Three(3), all of Lot Four(4), and the Westerly 29.2 feet of Lot Five(5), all on Block Twenty-six(26) of L.M. Miller's First Addition,2"Ward, City of Oshkosh; And Lot"C"in Papendik's Plat, in the 2"Ward, City of Oshkosh,per Leach's Map of A 1894, originally being a part of Fractional Government Lot 2, Section 24 Township 18 North,Range 16 East. Parcel Number: 90200620000 2. The City is intending to divide the City Property into two parcels through a future Certified Survey Map. One future parcel will be larger than the other. The smaller future parcel will be retained by the City and will continue as a public parking lot. The larger future parcel is intended to be conveyed to Discovery for their use as a private parking lot that will benefit their adjoining redeveloped residential apartment building. Because certain environmental remediation is necessary before conveying this property to Discovery,the larger future parcel will be leased to Discovery before conveyance so that they may begin construction and environmental remediation efforts("Leased Property"). 1 ,4pril 28, 2017 3. The Leased Property is more particularly described in the attached Exhibit B. 4. A map of the Leased Property is attached hereto as Exhibit A for identification and reference purposes only. 5. The City and Discovery have entered into a Development Agreement dated::S_Lt n :Z5 ,2017,and recorded with the Winnebago County Register of Deeds as Document Number tiff on A06T 411M 2017,for the purpose of Discovery undertaking a redevelopment Project both on the Leased Property (referred to in Development Agreement as the "Property") as well as the redeveloped residential apartments on Discovery's adjoining property. Discovery intends to construct covered parking and other parking-related amenities on the Leased Property that will be for the sole benefit of Discovery's adjoining residential apartment building. A copy of the Development Agreement is not attached to this Lease Agreement,but the parties acknowledge that they read and signed the Development Agreement,retain a copy of it,are familiar with it,and agree to be bound by its terms as it may pertain to the redevelopment of the Leased Property. 6. Environmental remediation is/will be undertaken on the Leased Property by Discovery,and Discovery has chosen to wait to take title to the Leased Property while it performs all necessary environmental remediation actions and begins construction of its private parking lot. Upon receipt of the VPLE Certificate of Completion for the Leased Property,the City will convey the Leased Property to Discovery as contemplated in the Development Agreement. 7. It is in both parties' interests that Discovery begin construction of the proposed parking lot and related improvements on the Leased Property prior to the completion of the environmental remediation, and the purpose of this Lease Agreement is to allow this commencement of construction. 8. The development of the Leased Property may be financed through a"Project Lender." The Project Lender may request and may be granted an interest in this Lease Agreement up to and including the right to purchase the Leased Property from the City instead of Discovery purchasing it from the City. However, any assignment of any Discovery interest in the Leased Premises must be related to this specific development. To further clarify the previous statement, Lease Assignments cannot be part of a financing or security package that includes any property other than the Leased Property. Pursuant to the terms of this Lease Agreement and the Development Agreement, assignments must be contingent with such transfer only becoming effective in the event of a default by Discovery. Any assignment must be more fully described in separate documents reasonably agreeable to the City. All assignments,transfers, and conveyances of the Leased Property will be subj ect to continuing obligations under this Lease Agreement and the Development Agreement. AGREEMENT 9. All Recitals are incorporated into this Lease Agreement. 10. In exchange for one dollar($1.00)and other good and valuable consideration,the receipt and sufficiency of which is hereby acknowledged,the City agrees to lease to Discovery,and Discovery agrees to accept such Lease for the Leased Property identified and described in this Lease Agreement on the terms and conditions expressly set forth and referenced herein. 11. The term of this Lease Agreement shall commence on the date it is executed by all parties,and shall end on the earlier of: (a)the date that is fifty years after the date of commencement of this Lease; (b)the date in 2 April 28, 2017 11. The term of this Lease Agreement shall commence on the date it is executed by all parties,and shall end on the earlier of: (a)the date that is fifty years after the date of commencement of this Lease; (b)the date in which Discovery,or a Project Lender as may otherwise be allowed under a Lease Assignment,closes on its purchase of and acquires full ownership interest in the Leased Property;or,(c)the Agreement is terminated. 12. This Lease Agreement shall terminate without notice upon the insolvency of Discovery,upon Discovery's seeking bankruptcy protection, or upon any Discovery creditor, other than Project Lender, obtaining any interest in Discovery or Discovery's property. The City may elect to terminate this Lease Agreement based upon a material default of this Lease Agreement which remains uncured after providing 30 days written notice of such default. 13. Pursuant to the terms of the Development Agreement,Lessee is obligated to take certain remediation actions at the direction of the Wisconsin Department of Natural Resources and others relating to existing hazardous substances on the Leased Property. Discovery shall complete all remediation efforts required by the WDNR and take all actions to pursue a Voluntary Party Liability Exemption("VPLE")Certificate of Completion for the Leased Property,subject and pursuant to the terms of the Development Agreement. Remediation of the site cannot be completed until construction of the improvements on the Leased Property is completed, and the Leased Property will not be conveyed by the City to Discovery until the issuance of a VPLE Certificate of Completion by the WDNR. i 14. Discovery shall close on its purchase of the Leased Property on the earliest practical date after the issuance of the VPLE Certificate of Completion. All parties agree that the timely expiration of this Lease, and conveyance of the Leased Property,is in everyone's best interest and will work in good faith towards that end. The City shall convey the Leased Property to Discovery pursuant to this Lease Agreement and the Development Agreement. rom Discovery to the City for the ability to utilize the 15. There shall be no periodic or other payments due f Leased Property,other than as may be identified in this Lease Agreement or the Development Agreement. 16.Discovery shall be allowed to construct and operate a parking lot with garages and related improvements on the Leased Property for the benefit of its adjoining residential apartment property as approved by the City, according to the terms of the Development Agreement,and in a manner consistent with other government rules and regulations. No agreements by Discovery with others which purport to allow the use of the Leased Property in a manner contrary to this Lease Agreement,or to the Development Agreement,shall be allowed, or enforceable, against the City or in rem against the Leased Property. 17.During the term of this Lease Agreement,the City shall be allowed reasonable access to the Leased Property for any purpose related to any municipal or police power function,to meet its obligations under this Lease Agreement or the Development Agreement, or to function in its capacity as the owner of the Leased Property. The City shall make all reasonable efforts to not materially disrupt Discovery's allowed use of the Leased Property. 18.During the term of this Lease Agreement, Discovery shall be deemed the owner of all improvements constructed on the Leased Property by Discovery,subject to any legal rights to the improvements of third— parties. The City may take actions to gain ownership of improvements on the Leased Property upon the abandonment of the development and related interests by Discovery, assignees, or others by providing known interested parties notice and a right to cure default or to aff rin interest in the Leased Property. 3 April,28, 2017 19.Discovery has had sufficient access to the Leased Property and as a result is or should reasonably be aware of all aspects related to conditions found on,in,and under the Leased Property. The City makes no express or implied promises or warranties related to the condition of the Leased Property except those identified in the Development Agreement. 20. Discovery assumes full and complete responsibility for its development activities,fixtures,or improvements to the Leased Property from the date of this Lease to the date Discovery purchases the Leased Property pursuant to this Lease Agreement. 21. Discovery acknowledges that it assumes and accepts the responsibility of ensuring that its investments in or on the Leased Property are protected through all appropriate insurance,separate agreements with its Project Lender, or other measures required or allowed by law. 22. Discovery shall have reasonably necessary insurance with sufficient limits which will cover its employees, agents,actions,and property related to the Leased Property. Discovery shall hold the City harmless from any accident,incident,or damage involving Discovery,its employees or agents,or any dispute with any Yd party resulting from any action of Discovery, its agents or assigns, occurring during the term of this Lease Agreement,provided the same is not caused by the negligence or acts of the City. 23. Discovery is responsible for paying all utilities, costs, expenses,taxes, and obligations of any kind for the Leased Property incurred during the term of this Lease Agreement. Discovery is farther required, at its expense,to keep and maintain in good order,condition,and repair the Leased Property and all improvements constructed thereon. 24. Discovery shall not allow any encumbrance to be filed on or against the Leased Property, including mortgages,easements, or similar restrictions that remain uncured or un-bonded for more than 30 days. 25. All terms of the Development Agreement pertaining to the Leased Property (referred to in Development Agreement as the"Property") are incorporated into this Lease Agreement,including but not limited to the representations and warranties. The City may pursue any breach or default of this Lease Agreement or of the Development Agreement as allowed by law. 26. Discovery's restrictions on the use of the Leased Property during the term of this Lease Agreement are set forth in the Development Agreement,and are specifically incorporated into this Lease Agreement. All other terms,conditions,benefits,burdens,and agreements between these parties relating to the Leased Property shall remain in full force and effect,without alteration. [signature page follows] Document Drafted By: David I Praska,Deputy City Attorney Oshkosh,Wisconsin 4 April 28, 2017 IN WITNESS WHEREOF,the parties hereto have executed this Lease Agreement as of the date first above written. LESSEE: LESSOR: Disc ro ie , L City of Oshkosh B BY f A. Rohloff, City.M a er Mic ael Gaudreau Managing Member M Y: r Pamela R.Ubrig, City C erk App%Q'Son� ', : 131 ., 'ty AttorneyY STATE OF WISCONSIN } } ss. COUNTY OF WINNEBAGO } Personally came before me this day of 2017,the above-named Michael Goudreau, to me known to be the person who executed and acknowledged the foregoing�i strument. Q.C. c , Notary Public, §tate of Wisco s My Commission expires: 1T&'1 C)I STATE OF WISCONSIN } } SS COUNTY OF WINNEBAGO } Personally came before me this o=qday of 4 ►,c�.e ,2017,the above named Mark A.Rohloff,to me known to be the person who executed and acknowledged the foregoing ins ument. Notary Public, kate of Wiscons My Commission expires: 7 STATE OF WISCONSIN } } SS COUNTY OF WINNEBAGO } Personally came before me this�day of �A.,��.. _,2017,the above named Pamela R.Ubrig,to me known to be the person who executed and acknowledged the foregoing instrument. Notary Public, Stalk of Wisconsin My Commission expires: 51f 1", C)l w 5 April 28, 2017 CERTIFIED SURVEY MAP FOR DISCOVERY PROPERTIES, LLC THE CITY OF OSHKOSH LOTS A, B AND C IN G. PAPENDIK'S PLAT, LOTS 1, 2 AND 4 AND PART OF LOTS 3 AND 5 IN L. M. MILLER'S FIRST ADDITION, ALL BEING PART OF BLOCK 26 IN THE SECOND WARD, LOCATED IN THE NE 1/4 OF THE SW 1/4, SECTION 24, TOWNSHIP 18 NORTH, RANGE 16 EAST, CITY OF TOTAL AREA OSHKOSH, WINNEBAGO COUNTY, WISCONSIN. 42,204 SQ. FT. 0.969 ACRES NWr" COR.-SW 1/4 5ED. 24-ia-ifi CAST ALUMINW MONUMENT FOUND _WASHINGTON AVENUE (MBUO RIGHT-OF-WAY MOTH VARIED) DO°'IS'31'E 2,,Og� N69'56'16"E l 119.43' jq 59.67' rI _____________ __________'Y 1-�i N8956'16'E 1.749.96' 126' I �ad� a,w EXISTING far L N I /Aqy� IX� .8 p I BUILDING LOT t 011i I - 10,126 S.Ff. J'{:I ' M via 0.233 ACRES ;u� s�1ms£sY ar rygppLn�sJl£ 0t. Pd603_ID 20s0RasaD \ %5� ALL rn P;^AXV cs I —S76.3 655'16-E''�iE"° Srt-�T Q I n' Il N 1� N I.IRS p� `.s4 m S00'45'40"E 41 4 xPs 7R 4 0.7 Rosi 0, `s 23.77' roN No.S{ORDER F LOT, -w o f qq VI 9151 Ei CORNS 11'4'IRON R®ARF ND`ii 5 Tv `d- P•�S7.1 r C D° Er?T5� LOI CORNERh 1.4' T OF os N p EE ksP�T a 6 v N7635'16"W 5 Ta�1� BLQCK_�--N � 5.80' w. J,1^ •E FOD.O' d`O.J' WE FOUND n k u l°yf LOT 2^ S�6 35 y cOF.LDT Wk °wM ACCESS EASEMENT FOR I.OT 3 —ADD. 0.'582 ACRES 25351 SQ. ` 8g.2 w I BI"NO REPNR PER 6:727 RT. ^ 15'STORM SENOR El9ENENT _ 1 n I OOG NM 595679 0.154 ACRES`'� PER DOG N695777 wr 3J4• ON R71'09•E `•` o CN-UNE doWEBAR SET 5.0'NON ALM Lyres ; 60'31,09'W� OF LOT CORNER \ DW,jw—ORS7 4,D r _ 15:40'x„ o NOR ERLW�4t� 4 2 n ./ y I CUT'%'DEE ON-UNE k , Y L OT OPOsm n 15'WOE DEORM �. 5.0'NEDTERLY OF LOT ONEy 6 RDEVFJi�ASEAIENT°"' •�n/� d I CORNER Sod 12 SjJt1 00 1? 1�j / Ini aJm,q EXI$71 VR$T ' '�� LNIQZL FF GdOD BU)LD' . m1NG" N13:24'O E 6p NJ17\\•Wf6616y 42 -4� ' 0. / ' SW COR. SW T/4 "1 SEG 24-18-16 NAIL FCKND (64 ' 1D .RlO}q,7^ .._ jIaSsZ1{6•E= {,,08UVE 296'C1; LEGEND � . '�_� LOT 1, LOT 2, AND LOT 3 ® — 1" IRON REBAR FOUND SUBJECT TO A "CROSS 2" IRON REBAR FOUND OWNER SUBDIVIDER: ACCESS/CROSS PARKING ❑ — 1 / / EASEMENT" TO BE RECORDED X — CUT "X" SET DISCOVERY PROPERTIES, LLC AS A SEPARATE DOCUMENT 230 OHIO STREET ■ — MAG NAIL SET SUITE 200 SURVEYOR: OSHKOSH, W 54902 — 3/4" IRON REBAR SET RYAN WILGREEN C) — 3/4" IRON REBAR FOUND CITY OF OSHKOSH EXCEL ENGINEERING, INC. 215 CHURCH AVENUE 100 CAMELOT DRIVE FO — 1/2" IRON PIPE FOUND p,0. BOX 1130 FOND DU LAC, WI 54935 A — 1" IRON PIPE FOUND OSHKOSH, Wi 54903 SHEET 1 OF 5 SHEETS .I�-— SECTION CORNER MON. FOUND NORTH POINT REFERENCED TO THE WISCONSIN COUNTY COORDINATE SYSTEM, WINNEBAGO COUNTY. THE WEST ��e� LINE OF THE SOUTHWEST QUARTER HAS A RECORDED Always aBetter Plan g BEARING OF SOUTH 00•-15'-31" EAST. IOLC HIM s+929 60 0 60' 120' EXCEL rAME.1920)9264600 ENGINEERINGI,� FAX,52Q9269601 1"- 60' SURVEY/NG GROUP SCALE FEET PROJECT NO. 1408880 EXHIBIT B Proposed Lot 2 of Certified Survey May / Legal Description Part of Lot B and all of Lot C in G. Papendeik's Plat recorded in the Winnebago County Register of Deeds Office, Lot 4 and part of Lots 1,2, 3 and 5 in L. M. Miller's First Addition recorded in the Winnebago County Register of Deeds Office, all being a part of Block 26 in the Second Ward,located in the Northeast 1/4 of the Southwest 1/4, Section 24, Township 18 North, Range 16 East, City of Oshkosh, Winnebago County, Wisconsin being more particularly described as follows: Commencing at the Northwest corner of the Southwest 1/4, said Section 24;thence South 00°-15'-31"East along the West line of said Southwest 1/4, a distance of 23.88 feet;thence North 89°-56'-16"East, a distance of 1,789.98 feet to the Northwest corner of Lot A of said G. Papendeik's Plat;thence South 13°-24'-44"West along the West line of said Lots A and B, a distance of 61.86 feet to a line lying 5.00 feet Northerly of and parallel with the South line of said Lot B, said point also being the point of beginning;thence South 76°-35'-16"East along said parallel line, a distance of 144.54 feet to a point on the East line of said Lot B;thence South 00°-45'-40"East along said East line, a distance of 5.16 feet to the Southeast corner of said Lot B;thence North 76°-35'-16"West along the South line of said Lot B, a distance of 5.80 feet to the Northeast corner of said Lot C;thence South 13°-24'-44" West along the East line of said Lot C, a distance of 50.00 feet to the Southeast corner of said Lot C;thence South 76°-35'-16"East along the North line of said Lots 1,4 and 5, a distance of 89.20 feet to the Northeast corner of the West 29.2 feet of said Lot 5;thence South 13°-24'-44"West along the East line of the West 29.2 feet of said Lot 5, a distance of 123.70 feet to the Northerly right-of-way line of Waugoo Avenue;thence North 76°-35'-16"West along said Northerly right-of-way line, a distance of 129.20 feet to the Southwest corner of the East 60 feet of said Lot 3;thence North 13°-24'-44" East along the West line of the East 60 feet of said Lot 3 and it's Northerly extension, a distance of 107.52 feet;thence North 76°-52'-22"West, a distance of 100.00 feet to the West line of said Lot l;thence North 13°-24'-44"East along said West line and the West line of said Lots B and C, a distance of 71.68 feet to the point of beginning.