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Home My WebLink AboutVIII-16 Authorize Signature - License Agreement – Occupation of Building – Carbone’s Pizza (1292 North Frontage Rd)City Council Memorandum To:Mayor Fasbender and City Council From:John Hinzman, Community Development Director Date:June 16, 2025 Item:Authorize Signature: License Agreement –Occupation of Building –Carbone’s Pizza –1292 North Frontage Rd Council Action Requested: Authorize signature of the attached License Agreement between the City and Pizza on 50th and France, Inc. (Carbone’s Pizza). The two-day agreement allows Carbone’s to occupy the building from July 1 to July 2, 2025 while assuming obligations for necessary repairs and maintenance during that time period. A simple majority is necessary for action. Background Information: The City purchased 1292 North Frontage Road earlier this year and plans demolition of the structure and construction of the Central Water Treatment Plant for PFAS. Tenants were served notice requiring vacation of the building by June 30, 2025. Carbone’s expressed interest in operating slightly beyond the vacation date. Advisory Commission Discussion: N\A Attachments: •License Agreement VIII-16 LICENSE AGREEMENT This License Agreement (“Agreement”)is made this day of June,2025 (“Effective Date”)by and between the City of Hastings,a Minnesota municipal corporation (“City”),Pizza on 50"’and France,Inc.dba Carbone’s Pizza in Hastings (“Carbone’s”). RECITALS WHEREAS,the City owns property located at 1292 North Frontage Road,City of Hastings, Dakota County,Minnesota,a portion of which is leased by Carbone’s (the portion of the Property that is leased by Carbone’s shall be considered the “Property”);and WHEREAS,Carbone’s was notified that it must vacate the Property by June 30,2025 and has requested an extension to temporarily use and occupy the Property from July 1 -July 2,2025,in order to wind up operations;and WHEREAS,in consideration of Carbone’s performance of the obligations set forth herein,the City agrees to grant a license to Carbone’s. NOW,THEREFORE,the parties hereby agree as follows: AGREEMENT Section 1.Term:The term of this Agreement shall be from July 1,2025 -July 2,2025. Section 2.Carbone’s Obligations:Carbone’s agrees to perform the following: A.Cease operations as a restaurant at the close of business day on June 29,2025;and B.Remove all business and personal property and equipment no later than 10:00 p.m.on July 2,2025;any personal property remaining on the Property after the Term shall be deemed abandoned and Carbone’s shall have no further rights to it;and C.Respond to and make any necessary repairs,modifications,or adjustments to the building,parking lot,fixtures or improvements on or to the Property during the Tenn, as deemed appropriate by Carbone’s,at its sole cost and expense.The City shall not be required to reimburse Carbone’s for any activities it undertakes pursuant to its use and occupancy of the Property. Section 3.License.The City grants to Carbone’s,its employees and agents,a revocable,non¬ exclusive license to use and occupy the Property during the Term for the purpose of winding up its restaurant operations. Section 4.Insurance.Carbone’s hereby covenants and agrees that it shall at all times during the Tenn obtain and maintain and keep in force and effect,at a minimum,a comprehensive general liability insurance policy with a combined limit of not less than One Million and 00/100 Dollars ($1,000,000.00)per occurrence;and Two Million and 00/100 Dollars ($2,000,000.00)in the aggregate,against claims for personal injury,death or property damage occurring in,on or about 1 VIII-16 the Property.The City shall be named as an additional insured.Any deductible amount shall be paid by Carbone’s. All policies of insurance maintained in accordance with this Section 2 shall be subject to and governed by the following: A.All policies of insurance and the form thereof shall be standard policies of the insurer. B.Carbone’s shall deliver a certificate of insurance to the City upon execution of this Agreement. C.All policies of insurance provided for in Section 2 shall be issued in a form reasonably acceptable to the City by sound and reputable insurance companies and qualified to do business in Minnesota. Section 5.Waiver.Carbone’s hereby excepts,releases,and discharges the City,its officers, officials,agents,contractors,servants,employees,and insurers,from any and all claims, demands,and actions for such injury,loss,or damage suffered by Carbone’s,its invitees,agents, volunteers,vendors,contractors,employees,and guests,and any third parties,arising out of or in any way related to the use and occupancy of the Property whether or not caused by the act, omission,negligence,or other fault of the City,its officers,officials,agents,contractors, servants,or employees,or by any other cause.This waiver does not apply to any injuries or damages that are the result of any willful,wanton,or intentional misconduct by the City or anyone acting on behalf of the City. Section 6.Indemnification.Carbone’s hereby agrees to hold harmless,indemnify,and defend the City and City’s elected officials,officers,staff,employees,agents and representatives (collectively,“City Indemnified Parties”)from all claims,actions,judgments,suits,losses,fines, penalties,demands,costs and expenses and liability whatsoever,including reasonable attorneys’ fees,expert fees and court costs (“Carbone’s Indemnified Claims”)on account of (i)any damage or liability occasioned in whole or in part by any use or occupancy of the Property or by any act or omission of Carbone’s or any of Carbone’s agents,employees,contractors or invitees (collectively,“Carbone’s Parties”);or (ii)the use of the Property by Carbone’s or any Carbone’s Parties,or any other activity,work or thing done,permitted or suffered by Carbone’s or any Carbone’s Parties,in or about the Property whether or not caused by the act,omission, negligence,or other fault of the City,its officers,officials,agents,contractors,servants,or employees,or by any other cause. If any action or proceeding is brought against the City solely by reason of any such Carbone’s Indemnified Claims,Carbone’s,upon notice from City,shall defend the same at Carbone’s expense by counsel approved in writing by the City.Carbone’s indemnification obligation under this Section 6 shall survive the expiration or earlier termination of this Agreement. Section 7.No Assignment.Carbone’s shall not sell,assign,mortgage,pledge,or in any manner transfer the Agreement. 2 VIII-16 Section 8.Entire Agreement;Amendments.This Agreement supersedes any and all other agreements,either oral or in writing,between the parties hereto with respect to the Property and it contains all of the covenants,agreements and other obligations between the parties in respect to said Property.No waivers,alterations or modifications of this Agreement or any agreements in connection therewith shall be valid unless in writing duly executed by both the parties. Section 9.Authority.The City and Carbone’s hereby represent and warrant that each individual executing this Agreement on behalf of said entity is duly authorized to execute and deliver this Agreement on behalf of said entity and that this Agreement is binding upon said entity in accordance with its terms. IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the Effective Date. [remainder of page intentionally blank] 3 VIII-16 CITY OF HASTINGS ATTEST: Kelly Murtaugh,City Clerk By: Mary Fasbender,Mayor 4 VIII-16