RES 2012-89 - 14998CITY OF FRIDLEY
ANOKA COUNTY, MINNESOTA
RESOLUTION NO. 8 9 - 2012
A RESOLUTION APPROVING FIRST AMENDMENT TO LEASE
FOR FRIDLEY LIQUORS
WHEREAS, the City of Fridley (the "City ") and ZCOF TL FRIDLEY LLC ( "ZCOF "),
are parties to that certain Amended and Restated Lease for Fridley Market dated June 8, 2012
(the "Lease "), for approximately 10,540 square feet of rentable Floor Area as identified on
Exhibit A of the Lease, currently and commonly known as 260 57th Avenue N.E., Fridley,
Minnesota 55421 (the "Leased Premises "), and located in the Fridley Market Shopping Center in
the City of Fridley, County of Anoka, Minnesota (the "Shopping Center ");
WHEREAS, due to ZCOF's modifications to the Shopping Center subsequent to the execution
of the Lease has necessitated adjustment to the building number assigned to the Leased Premises
from 260 57th Avenue N.E., Fridley, MN 55432 to 264 57th Avenue N.E., Fridley, MN 55432;
WHEREAS, the City has requested ZCOF to modify and enlarge the scope of the work
to be performed by ZCOF specified in Exhibit C of the Lease to accommodate changes to the
design and functionality of the Leased Premises desired by the City and ZCOF has agreed to
modify and enlarge the scope of its work to incorporate certain changes subject and pursuant to
the terms, covenants and conditions of the First Amendment to Lease (the "First Amendment "),
which is attached hereto as Exhibit 1;
WHEREAS, the City's changes constitute fixtures and upon any termination or
expiration of the Lease with ZCOF such fixtures remain the property of ZCOF;
WHEREAS, throughout the course of completion of ZCOF's work on the Leased
Premises, it is likely that changes to the work set forth in Exhibit A and Schedule 1 to the First
Amendment will be necessary;
WHEREAS, to ensure the progress of completion of the Leased Premises in a timely
fashion and transition from the City's existing leased space into the Leased Premises is not
delayed, the City Council finds it reasonable to authorize the Mayor and City Manager to
approve such changes in an amount not to exceed 15% of the Total Cost of Tenant's Changes
Priced in GC Package Plus Allowances for Additional Tenant's Changes on Exhibit A and
Schedule 1 to the First Amendment. Any changes in excess of 15% will come before the City
Council for its consideration.
-1-
Resolution 2012 -89
Page 2
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF FRIDLEY:
1. The Mayor and City Manager are authorized and directed to execute the First
Amendment to Lease with ZCOF, which will accomplish renumbering of the
building number for the Leased Premises and accommodate modification and
enlargement of the scope of ZCOF's work requested by the City; and
2. The Mayor and City Manager are authorized to approve changes to the
completion of the Leased Premises as set forth in Exhibit A of the First
Amendment in an amount of 15% of the Total Cast of Tenant's Changes Priced in
GC Package Plus Allowances for Additional Tenant's Changes on Exhibit A and
Schedule 1 to the First Amendment. Any changes in excess of 15% shall came
before the City Council for its consideration.
PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF FRIDLEY THIS 3rd
DAY OF DECEMBER 2012.
Attest:
bl—&4see-
Debra A. Skagen, Cio Clerk
-2-
ScotFJ. Lund, Mayor
Resolution 2012 -89
FIRST AMENDMENT TO LEASE
Page 3
Exhibit 1
THIS FIRST AMENDMENT TO LEASE ( "First Amendment ") is made and entered
into as of the day of December, 2012 (the "Effective Date "), by and between ZCOF TL
FRIDLEY LLC, a Delaware limited liability company ( "Landlord "), and CITY OF FRIDLEY,
a Minnesota municipal corporation ( "Tenant ").
WITNESSETH:
WHEREAS, Landlord and Tenant are parties to that certain Amended and Restated
Lease for Fridley Market dated June 8, 2012 (the "Lease "), for approximately 10,540 square feet
of rentable Floor Area as identified on Exhibit A of the Lease, currently and commonly known
as 260 57th Avenue N.E., Fridley, Minnesota 55421 (the "Leased Premises "), and located in the
Fridley Market Shopping Center in the City of Fridley, County of Anoka, Minnesota (the
"Shopping Center ");
WHEREAS, Tenant has requested Landlord to modify and enlarge the scope of the work
to be performed by Landlord specified in Exhibit C of the Lease ( "Landlord's Work ") to
accommodate changes to the design and functionality of the Leased Premises desired by Tenant
( "Tenant's Changes ") and Landlord is willing to modify and enlarge the scope of Landlord's
Work to incorporate Tenant's Changes subject to the terms, covenants and conditions of this First
Amendment;
WHEREAS, since the execution of the Lease, Landlord has modified its construction
plans for the Shopping Center and increased the number of tenant spaces available for lease
within the Shopping Center, which has resulted in the need to adjust the building number
assigned to the Leased Premises from 260 57th Avenue N.E., Fridley, Minnesota 55421 to 264
57th Avenue N.E., Fridley, Minnesota 55421 and the parties desire to incorporate this change into
the Lease by memorializing this change in this First Amendment;
NOW, THEREFORE, for and in consideration of the mutual covenants contained
herein and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Landlord and Tenant hereby agree and amend the Lease as follows:
1. Modification and Enlargement of Scope of Landlord's Work.
Notwithstanding anything set forth in the Lease to the contrary, the scope of Landlord's
Work shall be modified and enlarged to incorporate Tenant's Changes as detailed more fully in
the Narrative Summary of Tenant's Changes attached hereto as Exhibit A which includes the GC
Package (as therein defined) attached to Exhibit A as Schedule 11 both of which are hereby
incorporated by reference herein. Tenant shall cooperate with Landlord's efforts to incorporate
Tenant's Changes into Landlord's Work in an expeditious and efficient manner by promptly
providing approvals and information requested by Landlord during the course of Landlord's
Work.
05392 \00707 \1279528.3
Resolution No. 2012 -89 Page 4
Cost of Tenant's Changes — Additional Rent.
All of Tenant's Changes shall be performed at Tenant's expense, including the costs
incidental thereto as described or referenced in Exhibit A. As and for additional Rent, as defined
in Section 4.3 of the Lease, Tenant shall pay the Landlord for the cost of performing Tenant's
Changes in one or more progress payments within thirty (30) days of Tenant's receipt of
Landlord's invoice(s) therefor, which invoice(s) shall be accompanied by reasonable evidence
that Landlord has paid for the cost of the Tenant's Changes covered by Landlord's invoice. The
Tenant's Changes set forth in Exhibit A and Schedule 1 constitute fixtures that, upon any
termination of expiration of the Lease, remain property of the Landlord.
Address Change for Leased Premises.
The Leased Premises shall now and hereafter be addressed as and referred to as 264 57t`
Avenue N.E., Fridley, Minnesota 55421.
4. Defined Terms.
All capitalized terms used herein shall, unless otherwise specified, have the meanings
ascribed to such terms in the Lease.
Confirmation; Republication; Integration.
As amended hereby, the Lease is hereby ratified, confirmed and republished, and all of
the terms, provisions and conditions of the Lease shall remain in full force and effect and shall
continue to be binding upon and inure to the benefit of the parties hereto, their heirs, executors,
administrators, successors in interest, and assigns. This First Amendment embodies the entire
agreement between the parties and supersedes all prior discussions, negotiations and written
communications between the parties with respect to the Lease as hereby amended. Tenant
hereby acknowledges that the Lease is in full force and effect and that there is no existing default
on the part of Landlord under the terms of the Lease.
6. Landlord Exculpation.
It is specifically understood and agreed that there shall be no personal liability of
Landlord or any member, manager, or beneficial owner thereof in respect of any of the
covenants, conditions, or provisions of the Lease; in the event of a breach or a default by
Landlord of any of its obligations under the Lease, Tenant shall look solely to the equity of
Landlord in the Shopping Center for satisfaction of Tenant's remedies.
[signature page follows]
05392 \00707 \1279528.3 2
Resolution No. 2012 -89
Page 5
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to
Lease to be executed as of the day and year first written above.
TENANT:
LANDLORD:
CITY OF FRIDLEY, a Minnesota municipal ZCOF TL FRIDLEY LLC, a Delaware
corporation limited liability company,
Bv:
Name: Scott Lund
Its: Mayor
By:
Name: William W. Burns
Its: City Manager
05392 \00707 \1279528.3 3
By: ZCOF TRI -LAND, L.L.C., a Delaware
limited liability company, managing
member
By:
Name:
Title:
Resolution No. 2012 -89
Exhibit A
Narrative Summary of Tenant's Changes
Page 6
Tenant has requested that Landlord modify and enlarge the scope of Landlord's Work described in the
Lease ( "Tenant's Changes ") and perform Tenant's Changes at Tenant's expense. Tenant caused its
Architect, Architectural Consortium, to prepare the schematic plans listed below to reflect Tenant's
Changes (collectively, "Tenant's Plans "):
T1.1 Revised 9/12/2012, A2.1 Revised 9/12/2012, A2.2 Revised 9/12/2012, A2.3 Revised
9/12/2012
A2.4 Revised 9/12/2012, A3.1 Revised 9/12/2012, A3.2 Revised 9/12/2012, M200 revised
10/22/2012
P200 Revised 10/22/2012
P300 Revised 10/22/2012
Landlord requested its General Contractor (the "GC") to review Tenant's Plans and provide pricing to
implement Tenant's Changes. Due to the schematic nature of Tenant's Plans and other factors, as of
November 30, 2012, the GC has been able to provide pricing on some but not all of Tenant's Changes,
which pricing is summarized and itemized in the GC's package of subcontractor pricing, exclusions, and
clarifications "CIP 143" dated 10/31/2012 and revised 11/14/2012 (the "GC Package "), a copy of which
is attached hereto as Schedule 1, cost estimates for certain other Tenant's Changes on which reasonable
allowances have been formulated ( "Allowances ") and the addition of 8 stainless door guards referenced
but not priced in the GC Package. Tenant's cost of implementing those Tenant's Changes in the GC
Package that either (i) are now priced or (ii) are covered by the Allowances, which Tenant authorizes
Landlord to perform and for which Tenant agrees to pay Landlord, is as follows:
GC's subcontractor costs
$ 88,829.50
Minus Landlord construction of Manager's Office
($ 1.415.00)
Owner's Contractor's cost subtotal
$ 87,414.50
Flooring — Add Allowance
$ 21,716.00
Stainless Corner Guards (8)- Add
$ 280.00
Additional Electrical —Add Allowance
$ 2,000.00
Door Security features - Add Allowance
$ 2,000.00
Stanley Door - Add Allowance
$ 3,631.00
Miscellaneous (printing Rev Plans)
$ 26.40
Added GC Supervision (three weeks, to January 31, 2013)
$ 4,500.00
GC's subtotal
$121,567.90
05392 \00707\ 1279294.4
Resolution 2012 -89 Page 7
GC's GL insurance $ 547.06
Subtotal $122,114.96
GC's OH &P fee 5% on changes $ 6,105.75
GC's cost subtotal $128,220.70
Architect fee & Reimbursables (for revisions) - Add Allowance $ 3,000.00
Tri -Land Developments Fee 5% on changes $ 6,561.04
Total Cost of Tenant's Changes Priced in GC Package
Plus Allowances for Additional Tenant's Changes $137,781. 74
The "Total Cost of Tenant's Changes Priced in GC Package Plus Allowances for Additional Tenant's
Changes" set forth above may not include the cost of other work reflected or suggested in Tenant's
Plans but not priced in the GC Package or covered by the Allowances ( "Unpriced Changes "). Tenant shall
pay for all Unpriced Changes it elects to implement, if any, plus the cost of additional GC supervision
after January 31, 2013 (if needed) necessitated by Tenant's Changes, additional architect fees and
printing costs to revise Landlord's or Tenant's plans to accommodate Tenant's Changes not covered by
the Allowance therefor, additional permitting costs necessitated by Tenant's Changes, additional GL
insurance costs and additional GC OH &P and Tri -Land Developments fees attributable to the cost of the
Unpriced Changes.
05392 \00707\ 1279294.4
Resolution No. 2012 -89
Caration
36SU Annapolis Lane North -Suits 101
Plyaiautti, Minnerota55447
wtice 763.559.9393
Fax 763.559.9191
Page 8
Schedule 1
CG Package
CONTRACTOR INITIATED PROPOSAL 14x3 CIP Date: 10/31/12
Revised: 11114!12
Fridley Market Renovations Contract Date: 9113112
Rochon Job #: 2 -1210
Partial Liquor Store Changes per plans dated 9/12112 - Only Items noted below are included at this time.
Description of Work Quantity Unit Price Subs/M or L Total
Add plywood base and rail in receiving area walls, blocking in walls for wine
1
bar area & millwork/countertops.
6,T28.00
6,728.00
2 Add Millwork, cabinets and trim per list with quartz tops, includes labor
2
27 326.00
$ 27 326.D0
Add drywall soffit at front and back of store, office walls, walls at vestibule
3
and finish walls for higher ceiling height
15 300.00
$ 15,300.00
Add Managers office door 10G frame and hardware along with other
4
hardware changes to LL base
760.00
$ 760.00
Deduct sidelight glass at double acting doors & drywall partition around
5
ently, add storefront framing and glass.change in automatic doors.
125.00
$ 125.00
6
Change automatic sliding doors at the entry to new configuration
9.885.00
S 9.885.00
Change acoustical ceiling to new plan with upgrade to W inside the radius
7
areas
5.950.00
$ 5,950.00
8
Flooring - No change at this time (See Clarifications for base budget)
9
Additional wall, trim and door /frame painting
2,830.00
$ 2,830.00
1 D
Relocate tenant compressor rack on roof
80D.00
5 800.00
11
HVAC Changes per M200 rev date of 10/22112 & attached proposal
5114.00
$ 5,114.00
12
Electrical changes per attached detailed listing
15 011.50
15 0111.50
See separate list of exclusions and clarification dated 11/11/12 &
alternate counter top costs with Item #2 attachment
Subtotal Costs
$ 88,829.50
Prinfing & distributing Rev plans
$ 26.40
Supervision costs for above items - Add Eight Days To Schedule
10
419.10
$ 4,191.00
GL Insurance costs for above items
0.45%
$ 418.71
Subtota[
$ 93,465.61
Contractor 5 % OH & P
$ 4,673.28
Deduct:
$ 98,138.89
Sale Price
Accepted by Owner Date
Upon approval this CIP shall be Incorporated Into the next change Order
Ir
Resolution No. 2012 -89
Rochon Corporation Suite 101
3650 Annapolis Lane North
Plymouth, MN 55447
Office 763.559.9393
Fax 763.559.8101
Clarifications to CI 14r2 ed 10/31/12 with latest revisions of 11%11/12
Liquor Store Pans dated 9/12/12 versus Shell A 4/30/12 plans
Page 9
The intent of the CiP pricing dated 11/3.1H12 is to cover those things that must move forward now
under the Shell work or have impact to the Shell work. All items below can be priced with further dialog
on the intended scope and details.
Work specifically excluded from CIP 14rZ at this time.
1. All details associated with 3/A2.3 open ceiling plan
2. Decorative brick panels at office 10G
3. Accent modular CPT soffit area — Flooring & base allowance of $15,629 is included in LL costs.
4. Relocate existing sales desk to new area
5. Modify existing sales desk
6. Accent modular CPT area at Wine area —(see flooring allowance above)
7. Coordinate relocation and install of wine fixtures at west wall
8. Coordinate relocation and install tenant fixtures at east wall
9. Coordinate relocation of compactor at 102C (power connection included)
10. Existing Ellison door to be re -used per shell documents
11. Decorative brick panels at walls of woman's and men's toilet to 1028
12. Accent modular CPT following soffit above — (see flooring allowance above)
13. Coordinate relocation & install of free standing fixtures
14. Alternate add to furr -out column at entry area
15. Walk off carpet tile in vestibule — (see flooring allowance above)
16. Special sprinkler head cover plates in two special ceiling areas if any color other than standard
white.
17. Ceiling unit heater at Entry. Shell plans have a diffuser off RTU to entry vestibule only
18. Accent wall /Signage detail 4/A3.1
19. SS corner guards (Furnish & Install at unit price of $35.00 for 2 "x2"x48 ")
20. Additional building permit costs —we assume we do not need to update costs
21. Electrical permit charges are included
22. LL costs of floor leveling required for buildout.
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