Ordinance No. 5,417E
P
RIFGWWEVYY��Vj
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING AND DIRECTING THE MAYOR TO EXECUT3
AND THE CITY CLERK TO ATTEST TO A LEASE AGREEMENT ON
BEHALF OF THE CITY OF BAYTOWN FOR OFFICE SPACE; 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 approves a lease agreement for office space, and
authorizes and directs the Mayor and City Clerk of the City of
Baytown to execute and attest to said lease agreement® A copy of
said lease agreement 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.
INTRODUCED, REA1
City Council of the
December, 1989.
and PASSED by the affirmative vote of the
City of Baytown, this the 14th day of
METT C. HUTTO, Mayor
�7
EILEEN P. ALL, City lark
RAND ALL B. STRONG, City el-" rney
Mis Lease Acireemant (hex-eirkaftiftr the "Lease") yvade ar)d entered into as of
the at day of _DeZanher J--evwE . . .. . ...... S�rta Brook Reaity Corp.
, (�Le�inafter referred to as "Lessor")
and Th- r, fy of A-vto m (heraim2ter referred to as
RrLp-sseell) ,
p
INITIAL
SBCJTCN_5.__- IM= AQJ=a?T:
A. Lessee agrees to pay as 11,bdditional Rental", its pro rata shaze in
in=eases in operational ez-cpenses for the items set out in the
subpax-agraphs below.
(2) All supplies aryl raterials used in operation ard raintenance of
Bailding;
(3) Cost of all utilities- for the aiilding, includim, but not
limited to the ccst of water, sewer, el icitY, gas, heat ,
lighting, air cor-6iticning, and ve-nti-lat for the Leased
F'remises;
S=CU 3. - SECURITY M-ICSIT: $ 3 269.84, payable by Lessee an lease
execution date. upon the occurrence of any event of default by Lessee, Lessor
may, from tiTe to time, without prejudice to any other rernedy, use the security
deposit paid to Lessor by Lessee_ as herein provided to the extent necessary to
make good any arrears of rent and any other danage, J_njury, expense or
iiabili,ty caused to Lessor by such event of default; any remaining balance of
such c-A--curity deposit to be returned by Lessor to Lessee upon termination of
this LP —Ise. such security deposit shall not be considered an advance pa
of rental or a reasure of Lessor's damages in case of default by Lessee.
In the event that Lessor does use the Secuxity Deposit as permitted herein,
Lessee shall imnediately upon dorarxi by Lessor, re-establish the Security
Deposit in the wn=t provided he-rein.
SECPTCRT 4. - FWU M-M, As part of the consideration for the execution
of this Leasse, Lessee oovenant�,a
%8aQqp-- aryi promises to pay as basic rental,
an annual base rental of $ - . _ payable
at the offioe of Lessor in equal imnthly instal of $69_.84 ...... _ in
legal tender of the UnJted States of America, in advance, without dEnand and
without, deduction or set -off, on the first day of each calendar rwnth during
the term hereof; provided, how,,-ver, that if the term of this Lease ccuunences on
a' date other than the first day of a calendar month, the first rental payment,
to be made an lease execution, shall be the rental for one full calendar month
plus the pro rated rental rEniainder for the month in which the lease
term oawnences. Such. base rental shall be s=ject to adjustwnts as
hereinafter provided.
SBCJTCN_5.__- IM= AQJ=a?T:
A. Lessee agrees to pay as 11,bdditional Rental", its pro rata shaze in
in=eases in operational ez-cpenses for the items set out in the
subpax-agraphs below.
(2) All supplies aryl raterials used in operation ard raintenance of
Bailding;
(3) Cost of all utilities- for the aiilding, includim, but not
limited to the ccst of water, sewer, el icitY, gas, heat ,
lighting, air cor-6iticning, and ve-nti-lat for the Leased
F'remises;
(5) O of all insurance relating to the Building, including the
cost of casualty and liability insui-ance applicable to the
Building and Lessor' s personal property used in connection
th
therewi;
All taxes and &ssossmants and goverrm-ental charges whether they
be by taxii-)g districts or authorities presently taxixyg the Leased
Prezd,ses or by other third parties, subsequently created or,
otherwise, and any other taxes and assessments attributable to
the Bui-lding (ixr-ludii-g land) or its operation whether or not
directly paid by Lessor, excludii-q however, federal and state
taxes on inccm;
(7) Oost of repairs and general n (excluding repaixs and
general raintenance paid by proceeds of insurance or by Lessee or
other third parties, and alterations a le solely to
tenants of the Bui-lding other than Lessee)
(8) A fee for the jpanagemy--nt of the alilclb-q as established by the
owners of the
(9) A reasomble amortization cliarge on account of any capital
experditure JUY,-urred to affect reduction in the operating
expexises of the D-LildIng;
(10) lihe cost of a cyartified public accountant ircurred. through the
application of Paragraph SH hereunder, it any;
C. The "Initial is Cost" is hereby stipulated to be per
square foot per annum on the Net Rentable Area of office spare in the
Building. * 1989 Actual operating expenses
D. In the event that the Basic Cost as calculated through the provisions
of Paxagraph 5B ' above for any calendar year during the term of this
Lease exceeds the Initial Basic Cost set forth above in Paragraph 5C,
Lessee &hall pay its proportionate share of the increases in the Basic
Oost for such year over the initial Basic Cost in the proportion that
Lessee's Net Rentable Area Ia to the total Net Rentable area of the
Building. Any 2j=ease payable by Lessee under this provision shall
be deomd "PxIcUtional Rent" as mentioned in Paragraph 5A above.
Lessor shall, as soon thereafter as practical of the close of each
calerclax year, give Lessee a statement of such year's calculated Basic
Cost, and a ccnparison with the Initial Basic Cost. if such year's
Basic Cost is greater that the Initial is Cbst established above,
Lessee shall pay Lessor within t1iirty (30) days of statew-nt ipt,
I,essseels proportionate share of such e as shall also be stated.
E7
INITIAL
SD=CN 11. - 'JD%= AlqD INSURANCE: Prior to the date upon wtlich penalty
amVor interest is iXOPOSed, Lessee ahall pay all ad valorem and sigdlar taxes
or assessuezits- levied upon or applicable to a.11 equipEmnt, fixturess, furniture,
and other pruperty placed by Lessee in the Leased Prodses and all license and
other fees or chaxm-c comlucted by Lessee on the Lea--,Am�
PreMiSQS. It is agreed thatl�see wa.11 also be responsible for ad valoriza
taxes on the value of leasehold iapmve2�nts to the extent that such leasehold
irrprcr,ements exceed standard Bu-hldarg allowanoas. Lessee &hall likewise, at
its sole cost ar4 agpense, irzintain a policy or policies of Comprehensive
general liability insurance with the prrauums thereon fally paid in advance,
issued by arrl bindirq upon an insurarce =rpany acceptable to Lessor; ard
Lessee shall provide Lessor with a D-artificate of Ins� within thirty (30)
days of lease execution evidencing miid= protA?ction of not less than $500,000
in respect to personal inDury or death to any one person and not less thaLn
$500,000 in the event of bailly injury or death to any numbex of persons in
&rry cne oocu--rence, and with limits of not less than $50,000 for property
damage in any =-be occurrence. Such policy W-Lall provide at least ten (10) days
notice to Lessor prior to cancellation of such policy(ies).
If the Lessee dasir�,-s to assign or sublet aal or any part of the Leased
Prmd—v,es, it shall mtify Lessor at least sixty (60) days in advance of the
date an ,�ich Lassee desires to uzka such assigrment. or sublease, either
dixectly or through' alTy broker, A)en Lessee has obtained an assignee or
aublessee, Lessee shall provide Lassor with a oopy of the proposed assigment
or sublea--e. Within t�d-r.-ty (30) days aftex Lessor's receipt of Lessee's
proposed assigmjenL or aibleasse, Lessor smll have the cpUon to:
A. CwKml Uie Lease as to the Leased Prvmi--es, or portion thereof,
proposed to be asst or uublet; or
SECTICU 17. - PC= BY LaS-M: Lessor, its offioars, agents, employees
w)d repressentatives &hall have aocess to and the right to enter upon the Leased
Premises at any reasoro■ le tiiTe* to exwdne. the condation thereof, to clean,
Ha ke any repairs or alterations required to be rade. • Les-sor hereunder, to
show the Lpased pre3jises to prospective parchasers or Lessees and for any other
purpose dssmEd rezzomble by Lessor, and Lnsseoa- shall nat be entitled to any
abatement or reduction of rant by rez--on. thereof.
Las--or, its officers, agents w-Ki rapresentatives, nLbject to any security
regulations b1posed by any goverrm-ntal authority, shall have the right to
enter EL11 parts of the Lea-sed Prenu-&-as at all reasonable hoat-5 to irapect,
clean, and make a&Utions to the Dulding or the Leased Premises which it my
deem necessary or desirable, or to provide any service which it is obl.igated to
furnish to I-en-see, and shall not be entitled to any abate=t or
reduction of rent )�y reason thereof.
1
the Leased PEEardses or any significant portion thereof, then and in any of said
cases, the Lessor Ray immediately or at any tire thereafter, without further
notice or demand, enter upon and into said Leased Premises or any part thereof
and take absolute possession of the same fully and absolutely without such
re-entry automatically working a forfeiture o£ . the rents.tq be paid and the
ccqenants to be performed by Lessee for the full term of the Lease and at the
Lessor's election, Lessor way either lease or sublet such prumases or any par
thereof an such terms and conditions and for such r=ents and for such time as
the Lessor way reasonably elect and after crediting the proceeds of any rent
actually collected by Lessor from such reletting on the rentals stipulated to
he paid urodder this lease by Lessee, collect from Lessee any balance reawmaining
due on the rent reserved under this Inase,. or Lessor may declare this Mase
forfeited and nay take full and absolute possession of said Leased Premises
free from any subsequent rights or obligations of Lessee, or at the option of
Lessor, the entire rent for the balance of the term shall at once become due
in
and payable, as if by the torms of this Lease it were all payable advanoe.
In the event of such default and reletting by lessor, Lessee agreeq to pay all
cx.UZ of ref smidAng and all costs of reletting the Leased REED ises. Lessor
shall also have the right to alter locks and other security devices at the
.Leased Premises. In no event shall lessee ever be entitled to any excess of
any rent obtained hy rulettinj over and above the rent herein reserved.
All remedies hexein given Lessor, including all those not set forth but
provided by law, shall he cumulative, and the exercise of one or more of uadh
remedies by Lessor shall not exclude the exercise of'any other cansistema
remedy, nor shall any waiver by Lassur, axpruss or implied, of any breach of
any term, covenant, or condition hereof he deemed a waiver Of such term
condition or covenant, or of any subsequent breach of the same or any other
term, covenant or condition hereof. Acceptance of runt by Lessor from Lessee
or by assignee, sub-lessee or other successor in in to Wssee, with or
without notice, shall never be construed as a waiver of any breach of any term,
condition or ccuenant of this lease. Failure of Lessor to declare any default
upon occurrence thereof, or delay in taking action with respect thereto shall
not waive such default, but-Lessor shall have the right to declare such default
at uq the wh tahn such action as ray he authorized herBunder, in law or
equity, or otherwise.
In addition to thf-, payment of the rentals 'and the late pa charge as
provided herein, Lessee agrees to reimburse T for all expenses incurred by
Lessor in effecting enlorcement of these lease provisions, lease termination,
or re-entry and in securing possession of the Leased Premises, including
attorney's fees (whether suit is filed or not), and court costs. in the event
Lessor retains an attorney to enforc8 any of its rights hereunder, Lessee shall
be obligated to pay Lessor reasonable attorney's fees which in no event shall
be less than 10% of any claim sought to he imposed by Lessor.
G=CN 24. - A=&T= 13Y T07,9M: Lessor shall have the right to
assign or transfer, in whole or in part (whether for collateral purposes or
otherwise), every feature of its right and obligations hereunder ar4 in the
DA-lding and Leased Premi-sess. Such assigments or transfers my be mde to a
corporation, trust� trust c=parry, irdividual or group of individuals, and
hmrsoL-ver rade shall be in all thixygs respected ar4 recognized by Lessee.
S=CN 26. - slaz: Lessor wi I I provide and install, at Lessee I s c,4�,
,;'Ll lettexs and mm)arais ■ entranors, doors for the Leased Pranises; all. such
-10-
INITIAL'
0
PermiLted that notice or demand Le givan or served by eithex party to this
lease to or on the other, Gucli natice or dmizr4 &I-Lall k>e given or served w-d
shall not be d2erned to 1mve beem given or r�erved unless iii writing vxl
de-liversd personally or forwarded by Certified or Registerl2d Mail, postage
pr?4>aid, addressed as
Sparta Brook Real.ty Corp
111321 1-10 East 5u,,i,te I IS
Houston, Texas 77029
The Citv of Bavtown
11-821 f-10 Ea5t, 5�jte 260
c/o Lt. [nur)es Shaffer
U�P- to time by either party by setviM
D.
Lessor nay restrain or enjoin any breach or threatened breach of any
covenant, duty or obligation of Las-see herein contained without the
nece-&sity of proving the inadequacy of any legal reredy or irreparable
harm. The remadies of Lessor hereunder shall be deemed =mAative and
no remedy of Lessor, whether exercised by Tassor or not, &hall be
deered to be in exclusion of any other. Except as ray be otherwise
herein expressly provided, in all ciru-mistances urtier this Lease where
prior consent or permission of one party ("first party") is required
before the other party (11secot-Y1 party-') is authorized to take any
particular type of action, the matter of whether to grant such consent
or permission sball be within the sole and exclusive judgment and
discretion of the first party; ard it shall not constitute any nature
of breach by the first party hereurrIer or any defense to the
performance of any cov t, duty or obligation of the seoond party
hereunder that the first party delayed or withheld the grantirY4 of
such consent of permission, whether or not the delay or withholding of
such consent of Orion permi was prudent or reasonable or based on good
cause.
E.
in all iristwy-yes where Lessee is required hex-under to pay any mm or
do any act at a particular indi&ated time or within an indicated
period, it is that time is of the essence.
F.
The. obligation of Lessee to pay all rent and other &ums hereunder
provided to be paid by Las-see- and the obligation of Lessee to perform
I ass-ee 'a other covenants and duties hereunder constitute independent,
unconditional obligations to he performed at all tires provided for
hereurrier, save and except only when an abatarent thereof or reduction
therein is . hereinabove expressly provided for and not otherwise.
Lessee waives and relinquishes all rights which Lessee right have to
claim any nature of lien against or withhold, or deduct frm or offset
against any' rent and other sums provided hereunder to be paid Lessor
by Le4;see. la--see waives and x byquishes any right to assert, either
as a' claim or as a defense, that Lassor is bound to perform or is
liable for the non-performance of any irplied covenant or ixplied duty
of Lessor not expressly herein set forth.
G.
Ur4er no cir=nstarfoas whatsouver shall Lessor ever be liable
hereunder for consequential damages or special damages.
11.
All monetary obligations of Lessor and Lessee (including, without
limitation, any iinnetary obligation of Lessor or Lessee for damages
for any breach of the respective covenants, duties or obligations of
Lessor or Lessee hereunder) are performable exclusively in Houston,
Harris ty, .
I.
Lessor and Lessee hereby warranty and represent to the other that no
leasing commission is due to any party in connection with this Lease,
Lessor
hereby agrees to indEutulify and hold Lessee harmless fry any othex
Z easing c=mtission claimed through Lessor. Lessee hereby aTrees to
hold Lessor harmless frcm any other leasing oczzui6sion.
,T,
J'
Lessee shall =)duct its husiness w-A control its agents, enployees,
INITIAL
w)d visitors in such manner as not to create any nuisance,
or interfere with, annoy or distvxb any other tenant or Lessor in its
weration of the Building.
K.
Lessee specifically agrees to look solely to LP-550r�e interest in the
Building . for the recavery of any J t from Lessor, it being agreed
that Lessor E;l .J never be per-tonally liable for any such Judgment.
S=CN
33. - TES-crMIS RMEE ZL SU g==� g-(a=: T ray at any
tijm and at its e iiyDve Lessee:
(1) To floor spaces within er Buildii-q- it same. is acceptable to
Lessee (the ,New Premises") ; or
(2) Th other space in the Bung (tj� my provided that
the New ProTases.
IM
11
TMM AT.
I]
- - =1
IN WIT= R=WF, the Lessor and Lessee, acting herein by duly authorized
co%ut.erpazta, each of which ahall have the force and effect of an origiikil, on
IESSM: Sparta Brook Realty Corp
11821 1-10 East
Suite 115
Houston, Texas 7029
BY:
Section 36
Antenna Waiver
INITIHL
CJ
0
Being a 2.6143 acre tract of land in the C. Martinez Sunrey, Almtract 545, in
ffaxria Cckmty, arse beh-;g more particularly described by mtes and bouryls
as follows.
MHENMIG at the IntersecLion of the north right-of-way (r /w} of Interstate
Highway 10 East (East y) and Um east r1w of a 50 ft. 2UICO Pipeline
e-asew-nt per val 6430, pcj 382 of the If,=is County Deed IWcords;
-15-
El
INITIAL
1-3. After hours air conditioning/hezting (6.00 p.m. - 7.00 a.m, Monday through
Friday, ' 12M ncon - 12:00 midnight Saturday, axid 24 hours a day Sur4ays
and holidays) nu2t be requPqted in writing • noon on a regular work day
prior to tha day :Cor which additiarial air corditioning i.G requested.
Lessee shall be cllarg�d at Uia prevailing lux=ly rate as determined by
Tpqsor. DaildiN hours shall also omply with any rpecial- guidelines
establisIuYl by local, state, or Federal guvexning agencies.
11
LIq
R. Lessee shall give immediate natice to the office of the building in case of
accidents in the Leased Pinnises or in the building or of defeuts therein
or in any fixtures • equipuent or • any known eu:ergency in the Building.
21. lessee sTO11 not use the Leased Promises or permit the Leased Premises to
be used for piiatographic, multilith or nultigraph reproductions, except
with prior written approval from Lessor.
22. ahe requixewents of Lessee will be attended to only upcn application at the
office of the building. Employees of Lessor shall not perform any work or
dD anything outside of their regular duties, unless under special
instructions from tie office of the building.
23. Lessee shall place or have placed solid pada urdez all rolling diairs such
as nay be uaal at desks or tables. Any damages caused to carpet by not
having same shall be repaixed or replaced at the expense of Lessee.
24. lessee, or the employees, agents, servants, visitorsn or licensees of
Lessee, shall abide by any rules and regulations establiVed for hie
parking mrsa. operation.
25. lessor reserves the right to ressind any of these Rules and Regulations of
tha building, and to make =R other and Parther rules and regulations as
in itz judgment shall frvm time to tine he neadful for the operation,
protection, care and cleanliness of tie building, the Leased Premises wid
the parking area. how or ananded rules and regulations, when made and
written notice thereof in given to Lersee, shall to binding upon Lessee in
like manne-r as if originally hezBin prescribed.
26. No Lessee shall at ary tive occupy any part of the Wilding as sleeping or
lodging quarters.
27. Lessee ahall nort place, install or qperate an the leased Premises or in any
part of tba Bullding, any engine, Kove or machinery, or conduct mechanical
qperationn or 000k thereon or *tharein, or place or use in or about the
Leased Promises any explosives, gasoline, ketrosane, oil, acids, caustics,
or any Lifalniiable, explosive, or hazardous 1, w.... without written
consent • Lessor.
28. Me water closets and other water fixtures shall not be wind for w;
'MY
purpose other than those for Oddh they were constructed, and any damage
resulting to them from misu&e, or by the defacing or injuny of any part of
the Building shall be Larne by the person who shall caccsi?n it. No person
shall waste water by interfering witq the faucets or otherwise.
29. Nothing &hall be t1irown cut of the w:Lndvets of the Building, or down At—MI
stairvap; or other passages. IN
* with the exceDtion of ammunition used in the Lessee's line of business-
IMUM
13
1AHUAL
KI
�h
EXHIBIT "C"
I
-10 ERST
11821 1
BF.5, PROPERTIES, INC.
'q