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Ordinance No. 16,083 ORDINANCE NO. 16,083 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING AND DIRECTING THE CITY MANAGER TO EXECUTE AND THE CITY CLERK TO ATTEST TO THE SIXTH AMENDMENT TO THE LEASE OF PREMISES WITH SOLID WASTE, LTD. INC.; MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. ****************************************************************************** BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS: Section 1: That the City Council of the City of Baytown,Texas,hereby authorizes and directs the City Manager to execute and the City Clerk to attest to the Sixth Amendment to the Lease of Premises with Solid Waste, Ltd. Inc. A copy of said amendment is attached hereto, marked Exhibit"A," and made a part hereof for all intents and purposes. Section 2: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown, to include the entire month of February. INTRODUCED, READ, and PASSED by the affirmative vote of the City Council of the City of Baytown this the 271h day of February, 2025. C ARLES JO 17 ON, Mayor ATTEST: 4,o��,pYTC}h�e� a° o V� o� ° E • ANGEL ACKSON, City Cler OF`��'9T'°•••••'°•�,�'P E' APPROVED AS TO SCOTT LEM ND City Attorney R Ordinances and Resolutions Ordinance Drafts 2025-02-27 6th Am-Marina Lease-Solid waste Ltd.docx EXHIBIT "A" SIXTH AMENDMENT TO THE LEASE OF PREMISES BETWEEN THE CITY OF BAYTOWN AND SOLID WASTE, LTD. INC. STATE OF TEXAS § § KNOWN BY THESE PRESENTS: COUNTY OF HARRIS § This Sixth Amendment to the Lease of Premises ("Sixth Amendment"), is made by and between the City of Baytown, a home-rule municipal corporation, located in Harris and Chambers Counties, Texas ("Lessor"),and Solid Waste,Ltd. Inc.,a Texas corporation,("Lessee")on the date hereinafter last specified. WITNESSETH: WHEREAS, on February 4, 2002, the City entered into a Lease of Premises Agreement (the "Lease") with Solid Waste, Ltd. Inc. ("Lessee") for the lease and operation of the Harbor Master Facility located on a portion of Bayland Island; and WHEREAS, Lessee exercised its right to extend the Lease for the first five-year option period, which commenced February 4, 2005; and WHEREAS, thereafter on January 24, 2008, Lessee exercised its right to extend the Lease for the second five-year option period, which commenced February 4, 2010; and WHEREAS, on the 19"' day of March, 2012, the parties amended the Lease to update the rental payments due to reflect the consumer price index (urban) increases occurring during the time the Lease payments were suspended due to damages caused by Hurricane Ike("First Amendment"); and WHEREAS,thereafter, Lessee exercised its right to extend the Lease for the Fourth and final five- year option period, which commenced the 4"'day of February, 2015; and WHEREAS, on December 12, 2019, the parties entered an amendment to the Lease to extend the term of the lease until the 4"'day of February, 2022 (the "Second Amendment"); and WHEREAS,on January 18,2022,the parties entered an amendment to the Lease to extend the term of the lease until the 3`d day of February, 2023 (the "Third Amendment"); and WHEREAS, on February 23, 2023, the parties entered an amendment to the Lease to extend the term of the lease until the 2"d day of February, 2024(the "Fourth Amendment"); and WHEREAS,on March 14, 2024, the parties entered an amendment to the Lease to extend the term of the lease until the 3`d day of February, 2025 (the"Fifth Amendment"); and WHEREAS, the parties desire to amend Lease to extend the term of the same for another year; NOW THEREFORE, for and in consideration of the mutual covenants and agreements herein contained, the parties hereto do hereby mutually agree as follows: Fifth Amendment,Page l I. Interpretation. Unless a different meaning clearly appears from the context, words and phrases as used in this Sixth Amendment shall have the same meanings as in the Lease,the First Amendment, the Second Amendment,the Third Amendment,the Fourth amendment,and the Fifth Amendment. 2, Amendments. Article 2 "Tenn and Rental," Section 2.02 "Option Period" of the Lease is hereby amended to read as follows: 2.02 Option Period. Provided Lessee has met all of the obligations of this lease, the Lessee has the right to extend the Term for an additional period of five (5) years. If the Lessee elects to extend the Term for the first additional period of five (5) years and if Lessee has met all of the obligations of this Lease,the Lessee may also elect to extend the Terns for a second additional period of five (5) years immediately following the first additional period. If the Lessee elects to extend the Term for the second additional period of five(5)years and if Lessee has met all of the obligations of this Lease, the Lessee may also elect to extend the Tenn for a Fourth additional period of five (5) years immediately following the second additional period. Thereafter, the Term shall be extended automatically until February 3, 2025. Thereafter, the Term shall be automatically extended on a month- to-month basis for a period not to exceed twelve(12) months. 3. Interpretation. The provisions of this Sixth Amendment and the provisions of the First Amendment and the provisions of the Lease should be read together and construed as one agreement provided that, in the event of any conflict or inconsistency between the provisions therein, the order of priority of documents shall be this Sixth Amendment, the First Amendment and then the Lease. Nothing contained in this Sixth Amendment or in the First Amendment or the Lease shall be construed in any way to limit or to waive the City's sovereign immunity. 4. Non-Waiver; Release. By this Amendment, the City does not consent to litigation or suit, and the City hereby expressly revokes any consent to litigation that it may have granted by the terms of this Agreement or any other contract or agreement, any charter,or applicable state law. Lessee hereby releases, relinquishes and discharges the City, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person (whether they be either of the parties hereto, their employees, or other Fourth parties)and any loss of or damage to property(whether the property be that of either of the parties hereto, their employees, or other Fourth parties) that is caused by or alleged to be caused by,arising out of,or in connection with this Amendment regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance. 5. Authority. The officers executing this Agreement on behalf of the parties hereby confirm that such officers have full authority to execute this Agreement and to bind the party he she represents. b. Effective Date. The effective date of this Amendment shall be on the date this Sixth Amendment is signed by the City Manager or designee. Fifth Amendment,Page 2 IN WITNESS HEREOF, the parties have executed this agreement in duplicate originals at Baytown, Harris County, Texas. CITY OF BAYTOWN JASON E. REYNOLDS, City Manager DATE ATTEST: ANGELA JACKSON, City Clerk APPROVED AS TO FORM: SCOTT LEMOND, City Attorney SOLID WASTE, LTD. INC. Signature Printed Name Title Fifth Amendment, Page 3 STATE OF TEXAS § COUNTY OF HARRIS § Before me, , the undersigned notary public, on this day personally appeared , the of SOLID WASTE, LTD. INC., on behalf of such limited partnership known to me; proved to me on the oath of ; or proved to me through his her current _ {description of identification card or other document issued by the federal government or any state government that contains the photograph and signature of the acknowledging person} (check one) to be the person whose name is subscribed to the foregoing instrument,and acknowledged to me that he she executed that instrument for the purposes and consideration therein expressed. Given under my hand and seal of office this day of , 20_. Notary Public in and for the State of Texas My commission expires: RAScotAContractMixth Amendment Marina Lease-Final.docx Fifth Amendment, Page 4