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Ordinance No. 4,531I ORDINANCE NO. 4531 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING AND DIRECTING THE CITY MANAGER OF THE CITY OF BAYTOWN TO EXECUTE A LEASE AGREEMENT ON BEHALF OF THE CITY OF BAYTOWN TO LEASE OFFICE SPACE FROM ATRIUM I -10 EAST CORPORATION; AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That the City Council of the City of Baytown, rexas, hereby authorizes and directs the City Manager of the City of Baytown to execute a lease agreement can behalf of the City of Baytown to lease office space from Atrium 1--10 East Corporation. A copy of said lease agreement is attached hereto{, marked Exhibit "A," and made a part hereof for all intents and purposes. Section This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ, and PASSED by the affirmative vote of the City Council of the City of Baytown, this the 28th day of August, 1986. E T O. HUTTO, Mayer ATTEST: EILEEN P. HALL, City Clerk. RANDALL B. S RONQ00ty Attorney 60x328 -5a THE STATE OF TEXAS COUNTY OF HARRIS THIS AGREEMENT, made and entered into on this the day of , 19 by and between ATRIUM I -10 E7Z=0RP. ("Landlord") and-77L_ of Baytown ( "Tenant "). WITNESSETH: I. PREMISES /TERM /USE Subject to the terms and conditions hereinafter set forth, Landlord hereby leases and lets Tenant, and Tenant rents, takes and accepts pursuant to the terms of this agreement, for the term of 36 months, commencing on the 1st day of December , 19 86 , and expiring on the30th day of November , 19 89 , space containing approximately 2 t Rentable Square e t on the4th floor of Atrium I -10 East Building being suite number 406 , located at 11811 I -10 East, Harris County, Texas, said space being acRitionally described on a floor plan attached hereto and marked Exhibit "A"; to be continually used and occupied during the full term of this Lease by Tenant and for no other purpose than general business office without written consent of Landlord first had and obtained. This Lease covers no other part of said building or ground upon which the same is located, except the non- exclusive rights hereby granted by Landlord to Tenant, its agents, servants, employees, contractors, guests, and customers to use the public corridors, the elevators, stairways and similar common areas within said building, and the parking lot located around the perimeter of the building. As used throughout this Lease, and unless the context clearly indicates some other meaning, the term "demised premises ": shall mean the suite being leased by Tenant hereby, as described on Exhibit "A." II. RENTAL In consideration for this Lease, Tenant promises and agrees to pay Landlord at the office of Landlord located at 11811 I -10 East, Suite 200, Harris County Texas in lawful money of the United States of America, the monthly rental of One Thousand Eight Hundred Forty Nine and 87/100 ($ 1,849.89 ) being an annual rental of , said monthly in allments of rental to be paid in advance ylthout demand on the first day of each and every calendar month during the full term. hereof. The first monthly rental payment will begin on December 1, 1985 All past due installments of rent shall bear interest at the maximum lawful rate until paid. III. SERVICES TO BE FURNISHED BY LESSOR Landlord agrees that it will furnish Tenant while occupying the premises, water (hot, cold and refrigerated at those points of supply for general use of its Tenants; heated and refrigerated air - conditioning in season, at such times as Landlord normally furnishes these services to all other Tenants in the building, and at such temperatures and in such amounts as are considered by Landlord to be standard, such service on Saturdays, Sundays and holidays to be optional on the part of the Landlord; elevatorXMI0111t service; electric lighting service for all public areas and special service areas of building in the manner and to the extent deemed by Landlord to be standard. Failure by Landlord to any extent to furnish, or any stoppage of these defined services, resulting from causes beyond the reasonable control of Landlord shall not render Landlord liable in any respect for damages, to either person or property, nor be construed as an eviction of Tenant, nor work an abatement of rent, nor relieve Tenant from fulfillment of any covenant or agreement hereof. Should any equipment or machinery break down or for any cause cease to function properly, Landlord shall use reasonable diligence to repair the same promptly, but Tenant shall have no claim for rebate of rent or damages on account of any interruptions in service occasioned thereby or resulting therefrom. IV. PEACEFUL ENJOYMENT Tenant shall, and may peacefully have, hold and enjoy the demised premises subject to the other terms hereof, and provided Tenant pays the rental herein recited and performs all of its covenants and agreements herein contained. V. PAYMENTS Tenant agrees to pay all rents and sums provided to be paid to Landlord hereunder at the times and in the manner provided. V1. Intentionally deleted. VII. REPAIRS & RE -ENTRY Landlord shall not be required to make any improvements or repairs of any kind or character on the demised premises during the term of this Lease. Tenant will, at Tenant's own cost and expense, repair or replace any damage or injury done to the building or any part thereof, caused by the Tenant or Tenant's agents, employees, invitees, or visitors. If Tenant fails to make such repairs or replacements promptly, and at all events within fifteen (15) days of occurence of the event causing such damage, Landlord may, at its option, make such repairs or replacements itself, and Tenant shall repay the cost thereof to Landlord on demand. Tenant will not commit or allow any waste or damage to be committed on any portion of the demised premises, and shall, at the termination of this Lease, by lapse of time or otherwise, deliver up said premises to Landlord in as good condition as at date of possession by Tenant, ordinary wear and tear, and damage by fire or tornado or other similar casualty alone excepted; and upon such termination of this Lease Landlord shall have the right to reenter and resume possession of the demised premises. VIII. ASSIGNMENT OR SUBLETTING: ALTERATIONS, ADDITIONS, IMPROVEMENTS Tenant will not assign this Lease, or allow the same to be assigned by operation of law or otherwise, or sublet the demised premises, or any part thereof, or use or permit the same to be used for any other purposes than stated in Paragraph I above, or make or allow to be made any alterations or physical additions in or to the demised premises without written consent of Landlord first had and obtained. Any and all such alterations, physical additions or improvements when made to the demised premises by Tenant, shall at once become the property of Landlord and shall be surrendered to Landlord upon the termination in any manner of this Lease; but this clause shall not apply to movable fixtures or furniture of Tenant which can be removed without damage to the demised property. - 2 - 60828 -5c - -- - - IX. LEGAL USE AND VIOLATIONS OF INSURANCE COVERAGE Tenant will not occupy or use, or permit any portion of the demised premises to be occupied or used, for any business or purpose which is unlawful in part or in whole or deemed to be disreputable in any manner, or extra hazardous an account of fire, permit anything to be done which will in any way increase the rate of fire, hazard, loss of rent, casualty or other insurance on said building and/or its contents and in the event that by reason of acts by Tenant there shall be any increase in rate of any such insurance on the Building or its contents created by Tenant's acts or conduct of business then Tenant hereby agrees to any such increase. X. LAWS AND REGULATIONS Tenant will keep and maintain the demised premises in a clean and healthful condition and comply with all laws, ordinances, orders, rules and regulations (state, federal, municipal and other agencies or bodies having any jurisdiction thereof) with reference to use, conditions, or occupancy of demised premises. XI. INDEMNITY /LIABILITY Tenant will indemnify and save harmless Landlord of and from any and all fines, suits, claims, demands, and actions of any kind by reason of any breach, violation or nonperformance of any condition hereof on the part of the Tenant, its agents or employees. Tenant agrees to indemnify and save harmless Landlord of and from any claims for damage to goods, wares, merchandise, or other property in, upon, or about the premises caused by the negligence of Tenant, its agents, employees, or invitees. Tenant further agrees to indemnify and save harmless Landlord of and from any claims for bodily injury to any person arising from the use or occupancy of the premises and caused by the negligence of Tenant, its agents, employees, or invitees, or arising from the failure of the Tenant, its agents, or employees to keep the demised premises in good condition and repair as herein provided. XII. RULES OF BUILDING Tenant and Tenant's agents, employees, invitees and visitors will comply fully with all requirements and rules of the Building, the initial ones of which are printed below and made a part hereof as though fully set out herein. Landlord shall at all times have the right to change such rules and regulations or to amend them in any reasonable manner as may be deemed advisable by Landlord for the safety, care and cleanliness of the demised premises and for preservation of good order therein, all of which changes and amendments will not unreasonably interfere with Tenant's rights under this Lease. Intentionally deleted. XIII. - 3 - 60828 -5d XIV. NUISANCE Tenant will conduct its business, and control its agents, employees, invitees and visitors in such a manner as not to create any nuisance, or interfere with, annoy, or disturb any other Tenant, or Landlord in its management of the Building. XV. CONDE14NATION & LASS OR DAMAGE If any substantial part of the demised premises, or access to the demised Premises shall be taken or condemned, in whole or part, for any public Purpose, then the terms of this Lease shall, at the sole option and election of the Tenant, forthwith cease and terminate. The Tenant will not share in any condemnation award. XVI. LIEN FOR RENT In consideration of the mutual benefits arising under this contract, Tenant does hereby mortgage unto Landlord all property of Tenant now or hereinafter in place in or upon the demised premises and such property is hereby subjected to a lien in favor of Landlord and shall be and remain subject to such lien of Landlord for payment of all rents and other sums agreed to be paid by Tenant herein. Said liens shall be in addition to any Landlord's liens provided by law. TiF *"U xftvobfc*yic 1pQ c erx:xtM MM x azvd �c�i . XVII. ABANDONMENT If the demised premises be abandoned or vacated by Tenant, Landlord shall have the right, but not the obligation, to re -enter and retake the premises and resume possession thereof ano thereafter to reset same for the remainder of the period covered hereby; and if the rent is not received through such reletting at least equal to the rent provided for hereunder, Tenant shall pay and satisfy any deficiencies between the amount of the rent called for and that received through reletting, and all expenses incurred as a result of such reletting including, but not limited to the cost of renovating, altering, and decorating for a new occupant. Nothing herein shall be construed as in any way denying Landlord the right, in case of abandonment, vacation of premises, or any other breach of this contract by Tenant, to treat the same as an entire breach and at Landlord's option immediately sue for the entire breach of this contract and any and all damages occasioned by Landlord thereby. XVIII. HOLDING OVER In case of holding over by Tenant after expiration or termination of this Lease, Tenant will pay as liquidated damages double rent for the entire holdover period. No holding over by Tenant after the term of this Lease, either with or without consent and acquiescence of Landlord shall operate to extend the Lease for a longer period than one month and any holding over with the consent of Landlord in writing shall thereafter constitute this Lease from month to month. XIX. FIRE OR OTHER CASUALTY Tenant shall, in case of fire or other casualty, give immediate notice thereof to Landlord. If the demised premises shall be partially destroyed by fire or other casualty not caused by the fault or negligence - 4 - 60828 -5e of Tenant, his agents, employees, invitees, or visitors, so as to render the premises untenable, the rental herein recited shall cease thereafter until such time as the demised premises are made tenable by Landlord. In case of the total destruction of the demised premises without fault of neglect of Tenant, his agents, employees, invitees or visitors, if the premises shall be damaged, so that Landlord shall decide within sixty (60) days after such damage not to rebuild, then all rental due up to the time of such destruction or termination shall be paid by Tenant, and thenceforth this Lease shall cease and come to an end. XX. ATTORNEY'S FEE In case Tenant makes default in the performance of any of the terms, covenants, agreements or considerations contained in this Lease and Landlord places the enforcement of this Lease or any part thereof of the collection of any rent due, or to become due hereunder or recovery of the possession of the demised premises in the hands of an attorney, or files suit upon the same, Tenant agrees to pay Landlord reasonable attorney's fees and payment of the same shall be secured in like manner as is herein provided for security for rent. XXI. ALTERED OR CHANGED This instrument may not be altered, changed, or amended, except by an instrument in writing, signed by both parties hereto. XXII. TRANSFER OF LESSOR'S RIGHTS Landlord shall have the right to transfer and assign, in whole or in part, all and every feature of its rights and obligations hereunder and in the building and property referred to herein. Such transfers or assignments may be made either to a corporation, trust company, individual or group of individuals, and howsoever made, are to be in all things respected and recognized by Tenant. Within ten (10) days after request by Landlord, upon sale, transfer, mortgage, encumbrances or assignment of Premises, building, land or this Lease by Landlord, an estoppel certificate shall be executed, acknowledged and delivered by Tenant certifying that this Lease is unmodified and in full force and effect (or if modified, in full force and effect, as modified), that Landlord is not in default thereunder, that there are no defenses or offsets thereto known to Tenant (if such be the case), the date to which rent hereunder has been paid, and attorning to such mortgage or encumbrance. XXIII. DEFAULT BY LESSEE In the event of any default in any of the covenants herein by Tenant, Landlord may, after giving notice as herein provided to Tenant, enforce performance of this Lease in any manner provided by law. If Tenant should fail to make any payment of any monthly rental or any other sum required to be paid by Tenant hereunder, and if such failure should continue for a period of three (3) days after notice in writing thereof shall have been delivered by Landlord to Tenant, or if Tenant should fail to comply with any of its covenants other than the payment of money to the Tenant, and if such failure should continue for a period of ten (10) days after notice in writing thereof shall have been delivered by Landlord to Tenant. Landlord may, at Landlord's election pursue either of the following remedies: (1) Declare this Lease cancelled and terminated by further notice in writing to Tenant of such termination and Landlord shall have the right there upon to re -enter and retake possession of the Leased Premises with or without process of law and remove all persons and property from the Leased Premises without being deemed guilty in any manner of trespassing and without prejudice to any - 5 - 60828 -5f other remedy of Landlord for such a default; and it is agreed that notwithstanding such a termination of the Lease by the Landlord, in the event of default by Tenant, Tenant shall remain liable for all damages sustained by Landlord as a result of Tenant's breach hereof or default hereunder; or (2) Landlord may terminate Tenant's right to possession of the Leased Premises without terminating the Lease and Tenant shall have the right without further demand or notice to re -enter and take possession of the Leased Premises with or without process of law and remove all persons and property from the Leased Premises without being deemed guilty in any manner to trespass and Tenant shall remain liable for rent in an amount equal to the rent reserved less the net amount (if any) received by Landlord from a reletting of the leased premises. XXIV. WAIVER Failure of Landlord to declare any default immediately upon occurrence thereof, or delay in taking any action in connection therewith shall not waive such default, but Landlord shall have the right to declare any such default at any time and take such action as might be authorized hereunder or allowed by law, either in law or in equity. XXV. POSSESSION If, for any reason, the demised premises shall not be ready for occupancy by Tenant at the time of commencement of this Lease, this Lease shall not be affected thereby, nor shall Tenant have any claim against Landlord by reason thereof, but no rent shall be payable for the period during which the premises shall not be ready for occupancy; and all claims for damages arising out of such delay are waived and released by Tenant. XXVI. BANKRUPTCY If voluntary bankruptcy proceedings be instituted by Tenant, or if proceedings be instituted by anyone else to adjudge Tenant a bankrupt, or if Tenant makes an assignment for the benefit of his creditors, or if execution be issued against him, or if the interest of Tenant in this contract pass by operation of law to any person other than Tenant, this Lease may at the option of Landlord be terminated by notice addressed to Tenant at the premises and either personally delivered to the premises or deposited, postage pre -paid, in the United States mail. XXVII. ASSIGNMENT BY LANDLORD This Lease shall also inure to the benefit of the successors and assigns of Landlord; and with the written consent of the Landlord to the benefit of the heirs, executors and /or administrators, successors and assigns of Tenant. XXVIII. PRONOUNS AND GENDER When this Lease contract is executed by more than one person it shall be construed as though Tenant were written "Tenants" and the words in their number were changed to correspond; and pronouns of the masculine gender, whenever used herein shall include persons of the female sex, and corporations and associations of every kind and character. - 6 - M #: • XXIX. WAIVER OF SUBROGATION (A) Landlord hereby waives any claim it might have against Tenant for loss or damage to the premises caused by Tenant to the extent but only to the extent that Landlord is fully compensated for such loss or damage by actual receipt of proceeds from insurance policies covering such loss or damage. (B) Tenant hereby waives any claim it might have against Landlord in connection with Tenant's occupancy of the above described premises and storage of goods, wares and merchandise therein for loss or damage to it caused by any cause whatsoever, except for the gross negligence, to the extent that Tenant is fully compensated for such loss or damage by actual receipt of proceeds from insurance policies covering such loss or damage. XXX. BASE RENTAL ESCALATION In the event that the Operating Expenses (as hereinafter defined) of Landlord's operation of the Building during the Term shall exceed $c"- per square foot of Rentable Area per calendar year, Tenant shall pay to Landlord, as additional rent, its proportionate share of any such excess. The proportionate share to be paid by Tenant shall be the percentage of Operating Expenses which the Rentable Area contained in the Premises then leased by Tenant in the Building bears to the total Rentable Area contained in the Building. Said additional rent shall be paid in the manner and at the time set forth below. For all calculations pursuant to the provision of this Lease, the Tenant's share shall be deemed to be 3.657%. Landlord shall have the right, at any time during the Term, to 'Mol monthly from Tenant the escalations owed or to be owed by Tenant under this paragraph, said monthly payments to be in such amounts as are estimated by Landlord in its sole discretion. The monthly payment shall be due and payable at the same time as the rent provided for in Section II is due and payable. Landlord shall, within the period of one hundred twenty (120) days after the end of any such calendar year for which additional rent may be due under the provisions of this paragraph, give written notice thereof to Tenant, which notice shall also contain or be accompanied by a statement of the Operating Expenses during the calendar year, and by a computation of such additional rent. Failure of the Landlord to give Tenant notice within said time period shall not be a waiver of the Landlord's right to collect said additional rent. When the Landlord presents Tenant with a statement of amounts due by Tenant for any escalation set out in this paragraph, Tenant shall pay Landlord the difference between its proportionate share of said escalation and the amount of monthly payments made by Tenant attributable to said escalation, or Tenant shall receive a credit therefor if Tenant's proportionate share is less than the amount of monthly payments collected by Landlord attributable to said escalation, said credit to be applied to future monthly payments attributable to future escalations. Tenant will remain liable for any escalations owed to or to be owed for the Lease Term under this paragraph, after the Lease Term expires. XXXI. OPERATING EXPENSES Operating Expenses as used in this Lease refers to the aggregate of all amounts paid or accrued by Landlord during operating Period for the operation and maintenance of the Building, land, equipment, Fixtures, and facilities used in connection therewith, including the parking garage. Operating expenses shall include but not be limited to the cost of utilities, cleaning, and xjp8dx8eDWXxw� repairs and refurbishing, restoration, taxes (defined below), all insurance premiums and all labor, supplies, materials, tools, management fees, salary of the building - 7 - 60828 -5h manager and salaries of clerical employees directly associated with the operation of the Building, office supplies and materials, and all other items constituting operating and maintenance costs in connection with the Building and land according to generally accepted accounting principles. Operating Expenses shall not include the following: W depreciation, (ii) leasing commissions, (iii) repairs and restorations paid for by the proceeds of any insurance policy or (iv) construction of improvements of a capital nature, (v) ground rent, (vi) debt service, (vii) income and franchise taxes other than that portion, if any, of income and franchise taxes which may hereinafter be assessed and paid in lieu of or as a substitute in whole or in part for Taxes. If less than 95% of the Rentable Area of the Building is actually occupied during any calendar year, Operating Expenses for such calendar year shall be the amount that the Operating Expenses would have been for such calendar year had 95% of the Rentable Area of the Building been occupied during all of such calendar year as determined by Landlord. Tenant, at its cost, shall have the right to audit, in Landlord's offices during usual business hours, within the sixty (60) day period following delivery of each statement delivered in accordance with the provisions of Section XXXI above, Landlord's records or the Operating Expenses referred to in such statement. If within such sixty (60) day period neither party hereto delivers to the other party a notice referring in reasonable detail to one or more errors in such statement, it shall be deemed conclusively that the information set forth in such statement is correct. Taxes. Where used in this Lease, the term "Taxes" means all ad valorem a es, personal property taxes, and all other taxes, assessments, use and occupancy taxes, transit taxes, water and sewer charges, if any, which are levied, assessed, or imposed upon or to become due and payable in connection with, or a lien upon, the land, the Building, or facilities used in connection therewith, and rentals or receipts therefrom and all taxes of whatsoever nature that are imposed in substitution for or in lieu of any of the taxes, assessments, or other charges included in this definition of Taxes: provided, however, Taxes shall not include the portion, if any, of ad valorem taxes against the Premises that is paid by Tenants as a separate charge. XXXII. SUBORDINATION CLAUSE At the option of Landlord's mortgagee or mortgagees, this Lease shall be subject and subordinate to any present mortgages or deeds of trust that may be placed upon the premises by Landlord and to any advances to be made thereunder, and to any interest thereon, and to all renewals, replacements and extensions thereof. The subordination of the Lease to future mortgagees is and shall be subject to the execution and delivery to Tenant by such future mortgagees of a written non- disturbance agreement providing to the effect that, so long as Tenant is not in default in the payment of rent or in the performance of any of the terms, covenants and conditions of the Lease upon Tenant's part to be performed: (a) Tenant shall not be disturbed in its possession, and shall not be named or joined in any action or proceeding by the holder of any such mortgage to foreclose thereunder; and (b) any such action shall not result in the cancellation or termination of this Lease. Tenant will (and hereby does, without any further action required) attorn to any such mortgage. In accordance with the foregoing, Tenant shall execute, acknowledge and deliver whatever instruments may be required by Landlord's mortgagees for the purpose of evidencing the subordination and attornment of this Lease or making such mortgages superior hereto, within twenty (20) days after written request therefor by such mortgagee or by Landlord acting at the request of or on the behalf of such mortgagee. Failure by Tenant to so execute shall constitute an irrevocable appointment by Tenant of Landlord as its attorney in fact for the purpose of executing said instruments. _g_ 60828 -5i XXXIV. PARKING Tenant hereby contracts for the use of Twelve(12) automobile Parking spaces in the parking lot which serves a u1 ing, which parking spaces shall be provided at no charge to Tenant. Tenant agrees that no specific parking spaces are to be assigned for Tenant's use. The Tenant, its employees and all persons using the parking lot and Parking areas do so at their own risk and Landlord shall not be responsible for, or in any way have any obligation or liability for, any damage, loss, theft, or injury or any vehicle or other equipment, any contents thereof or any other personal property or for the death or injury to any person while located in or entering or exiting any portion Of the garage and drive and parking areas. XXXV. RULES AND REGULATIONS 1. Tenant will refer all contractors, contractors' representatives and installation technicians rendering any service for Tenant to Landlord for Landlord's supervision and/or approval before performance of any such contractual services. This shall apply to all work performed in the building including but not limited to installation of telephones, telegraph equipment, electrical devices and attachments, and installations of any and every nature affecting floors, walls, woodwork, trim, windows, ceilings, equipment or any other physical portion of the Building. No such work shall be done by Tenant without the Landlord's written approval first had and obtained. 2. Inapplicable to this agreement. 3. Movement in or out of the building of furniture or office equipment, or dispatch or receipt by Tenant of any merchandise or materials which requires the use of elevators or stairways, or movement through the building entrances or lobby shall be restricted to the hours designated by Landlord from time to time. All such movement shall be directed by Landlord and in a manner to be agreed upon between Tenant and Landlord by prearrangement before performance. Such prearrangement initiated by Tenant shall include determination by Landlord and be subject to its decision and control of the time, method, and routing of movement. Limitations are imposed by safety or other concerns which may prohibit any article, equipment or any other item from being brought into the building. Tenant expressly assumes all risk of loss or damage to any and all articles so moved, as well as injury to any person or persons or the public engaged or not engaged in such movements including, without limitation, equipment, property, and personnel of Landlord if damage or injured as a result of any acts done or undertaken in connection with carrying out this service for Tenant from the time of entering property to completion of the work; and Landlord shall not be liable for the act or acts of any person or persons so engaged in, or any damage or loss to any property of persons resulting directly or indirectly from any act done or undertaken in connection with such service performed by or for Tenant. 4. No sign or signs will be allowed in any form on the exterior of the building or on any window or windows inside or outside of the building and no signs or signs, except in uniform location and uniform style fixed by Landlord, will be permitted in the public corridors or on corridor doors or entrances to Tenant's space. All signs will be contracted for by Landlord for Tenant at the rate fixed by Landlord from time to time, and Tenant will be billed and pay for such service accordingly. Written consent from Landlord is an absolute prerequisite for any such sign or signs and Tenant may be so permitted to use. - 9 - 60828 -5j 5. Tenant shall not operate a wholesale or retail establishment such as food, drink, clothing, etc., without the written consent of Landlord first had and obtained. 6. Tenant shall not place, install or operate on the demised premises or in any part of the building, any engine, stove, or machinery, or conduct mechanical operations or cook thereon or therein, or place or use in or about the demised premises any explosives, gasoline, kerosene, oil, acids, caustics or any other flammable, explosive or hazardous material without the written consent of Landlord first had and obtained. 7. Landlord will not be responsible for any lost or stolen personal property, equipment, money, or jewelry from Tenant's area or public rooms regardless of whether such loss occurs when the area is locked against entry or not. 8. No birds, animals, or bicycles shall be brought into or kept in or about the building. 9. Inapplicable to this agreement. 10. None of the entries, passages, doors, elevators, elevator doors, hallways, or stairways, shall be blocked or obstructed, nor shall any rubbish, litter, trash, or materials of any nature be placed, emptied or thrown into these areas, nor shall such areas be used at any time except for access or egress by Tenant, Tenant's agents, employees, or invitees. 11. Any plant brought into the building shall be subject to inspection by Landlord's maintenance personnel. Any plants found to be carrying disease or pests shall be removed from the building immediately upon request by Landlord. Landlord desires to maintain high standards of environment, comfort and convenience for its Tenants. It will be appreciated if any undesirable conditions or lack of courtesy or attention by its employees is reported directly to Landlord. IN TESTIMONY WHEREOF, the parties hereto have executed this lease on the date aforesaid. ATRIUM I -10 EAST CORPORATION ( "LANDLORD ") BY: TITLE: me of enan BY: (Name and it e of erson ecuting for Tenant) (Signature page to Lease dated covering 2948 square fee o n a e Area on e�4tn fl or, ' Suite 406 , of ATRIUM I -10 EAST BUILDING, HOUSTON, TEXAS) . The following exhibits attached hereto and incorporated herein as a part of this lease: Addendum, Exhibit "A "- Space Plan, and Exhibit "B"- Property Legal Description. - 10 - ADDENDUM TO LEASE AGREEMENT DATED 1986, BY AND BETWEEN ATRIUM I -10 EAST CORPORATION ( "LANDLORD ") AND CITY OF BAYTOWN ( "TENANT ") Item #1 Cancellation Options a) If security to Lessee's business becomes a factor, in Lessee's opinion, Lessee can terminate lease immediately with a payment due to Lessor in an amount equivalent to three(3) months rent ($5,549.61). b) Should funding become unavailable, due to the fact that the Criminal Justice Division of the Governor's. Office does not approve the annual budget, this Lease Agreement can be terminated by giving Landlord ninety(90) days written notice. The budget approvals are received during the month of October of each calendar year. Cancellation of this Lease Agreement, for this specific reason, must be given to Landlord, in writing, no later than October 31st of each calendar year. Item #2 Expansion Option Between the first(lst) and eighteenth(18th) month of lease term, should Tenant need to increase the amourt of leased space, Landlord agrees to relocate Tenant within the building. This additional Net Rentable Area shall not exceed fifty percent(50%) of the approximate 2,948 square feet or not to exceed 4,400 square feet of Net Rentable Area. Item #3 Tenant Improvements If Tenant exercises Expansion Option (Item #2), Landlord, at Landlord's sole cost, will build out Premises according to a mutually agreed upon space plan. Under no circumstances shall the Landlord's cost of improvements exceed $1,830.00. Any cost in excess of this amount shall be at Tenant's sole cost. Item #4 Escalations If operating expense costs exceed $4.40 ner square foot an adjustment for janitorial services will U- made (refer to Paragraph X01)• 60828 -51 J 3 EXHIBIT "A" 60828 -5m EXHIBIT "B" PROPERTY DESCRIPTION Being a tract or parcel of land in the C. Matrinez Survey, Abs -545, Harris County, Texas and being more particulary described by metes and bounds as follows: BEGINNING at an iron rod set on the north right of way of Interstate Highway 10 (East Freeway, formerly State Highway 73) and the east property line of a 50 ft. ARCO Pipeline easement as recorded in Volume 6430, Page 382, of the Harris County Deed Records and being the most southwesterly corner of the herein described tract; THENCE N l0 28' 20 "W along said Arco easement for a distance of 355.00 ft to a point; THENCE N 880 31' 40" E for a distance of 265.00 ft. to a point; THENCE S 10 28' 20" E for a distance of 430.20 ft. to a point; And finally N 750 37' 45" W along said I.H. 10 for a distance of 275.46 ft. to the POINT OF BEGINNING of the herein described tract. Said tract containing 104,039 square feet or 2.388 acres of land.