Ordinance No. 7,645960222 -12
ORDINANCE NO. 7645
® AN ORDINANCE AUTHORIZING AND DIRECTING THE MAYOR TO
EXECUTE AND THE CITY CLERK TO ATTEST TO A LEASE AGREEMENT
WITH SIX TEN CORPORATION; AUTHORIZING PAYMENT BY THE CITY
OF BAYTOWN, THE SUM OF SIXTY -ONE THOUSAND ONE HUNDRED
FORTY -NINE AND 90/100 DOLLARS ($61,149.90); 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 Mayor and City Clerk of the City of Baytown to execute and attest to a Lease Agreement with
Six Ten Corporation. A copy of said agreement is attached hereto, marked Exhibit "A," and made
a part hereof for all intents and purposes.
Section 2: That the City Council of the City of Baytown authorizes payment to Six Ten
Corporation of the sum of SIXTY -ONE THOUSAND ONE HUNDRED FORTY -NINE AND
90/100 DOLLARS ($61,149.90), pursuant to the Agreement.
Section 3: That pursuant to the provisions of Texas Local Government Code Annotated §
252.048, the City Manager is hereby granted general authority to approve any change order
involving a decrease or an increase in costs of FIFTEEN THOUSAND AND NO 1100 DOLLARS
($15,000.00) or less, subject to the provision that the original contract price may not be increased
by more than twenty-five (25 %) or decreased by more than twenty -five (25 %) percent without the
consent of the contractor to such decrease.
Section 4: 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 22nd day of February, 1995.
PETE C. ALFAAO, Mayor
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ATTEST:
S
T
EILEEN P. HALL, City Clerk
APPROVED AS TO FORM:
<rdNACIO RAMIREZ, S ity Attorney
cAcounci llmeetingslfebruarylhcocicas.22
C7
960222 -12a
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117�
LOOP 610 WEST, LTD.
0
TEXAN BUILDING
333 WEST LOOP NORTH, FOURTH FLOOR
HOUSTON, TEXAS 7 7.02.4''- y
OFFICE LEASE
BETWEEN
LOOP 610 WEST, LTD.
( "Landlord ")
�i
AND
* ** HARRIS COUNTY ORGANIZED CRIME AND NARCOTICS TASK FORCE
( "Tenant ")
* ** AUTHORIZED BY THE CITY OF BAYTOWN
OFFICE LEASE
BASIC LEASE INFORMATION
Da'..e : February 1, 1996
Landlord: LOOP 610 WEST, LTD.
Tenant: * ** HARRIS COUNTY ORGANIZED CRIME AND NARCOTICS TASK FORCE
Building: TEXAN BUILDING, Houston, Texas 77024
Premises: 333 West Loop North Suite A, Suite 100, Suite 420
Term Commencement: 02/01/96 or such earl i(\e ^-,z` \date as set forth
in Section 2.01 of the\Le`4s�o
Expiration Date: April 30, 1996
Net Rentable Area of the Bui-ldin...
9�) ; 998 Square Feet
Net Useabl e. Area of the Premises; Mp:t�al of 12,930 Square Feet
Net Rentable Area of the'- r ld. ses : Total of 2,433.17 Square Feet
Suite A - v t;,Rehi�able Area 992 Square Feet
First Flo N �seable Area 12,930 Square Feet
Suite \Z Net Rentable Area 1,441.17 Square Feet
Tenant' �dp u ionate Share: 21.9480
Annual Bas Rental: Total of $192,039.63 per year, fbr Lease.
Calculation: Multiply $12.50 times the number of Square Feet
of the Net Useable /Rentable Area of the Premises.
Notice: The Payment Schedule Exhibit "G" reflects the
required Payment for the initial Three (3) Month Lease
Term and Lease Option Period #1
Security Deposit: 0.00
46 Initial for Identification
** AUTHORIZED BY THE CITY OF BAYTOWN
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Landlord's Address Texan Building
for Notices: Fourth Floor
333 West Loop North
Houston, Texas 77024
Attention: Mr. Henry J. N. Taub II
Vice President
Tenant's Address Texan Building
for Notices: Suite 100
333 West Loop North
Houston, Texas 7702
�J
Attention: Cap, o n y Erikson
O
Exhibits and EXHI UITE A FLOOR PLAN
Riders: - FIRST FLOOR FLOOR PLAN
HI-BIT "C" - SUITE 420 FLOOR PLAN
XHIBIT "D" - FIT -UP ALLOWANCES
EXHIBIT "E" - PARKING
EXHIBIT "F" - BUILDING RULES AND REGULATIONS
EXHIBIT "G" - PAYMENT SCHEDULE
EXHIBIT "H" - LEASE OPTION
The foregoing Basic Lease Information is hereby incorporated
into and made a part of the Lease.
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In the event of any conflict between any Basic Lease
Information a the Lease, the Lease shall control.
LANDLORD
LOOP 610 WEST, LTD.
By:
.-•. 1 \\
, N.
<N\��
Henry J. N raub�'I�
Its: Vic fires ee,���
Sign orporation
General Partner
TENANT
*ors
County Organized
�_ .:Ctcrtne and
Narcotics Task
\Force
By.
Captain
Johnny Erikson
Its: Project Director
0 * ** AUTHORIZED BY THE CITY OF BAYTOWN
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OFFICE LEASE AGREEMENT
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THIS LEASE is entered as of the 1st day of February, 1996
between LOOP 610 WEST, LTD., ( "Landlord "), and * ** HARRIS COUNTY
ORGANIZED CRIME AND NARCOTICS TASK FORCE.
-ARTICLE-1-
PREMISES
Leased Premises: 1.01 (a) Upon the terms ons
and conditions her ep�f�,```and 6,eo- in
consideration of �t'hed��j�fles, covenants and
obligates" f �he� other hereunder,
0 reb y
� leases to Tenant and Tenant
a rrd. a �
leases from Landlord the premises
( "Leased Premises ") in the building known as
the "TEXAN BUILDING" the Leased Premises
being more particularly described as follows:
Reflected on the Floor Plans set forth in
EXHIBIT "A ", EXHIBIT "B ", AND EXHIBIT "C"
hereto.
1.01 (b) The term "net rentable area ", as
used herein is the sum of all floor area within
the inside surface of the outer glass (or
* ** AUTHORIZED BY THE CITY OF BAYTOWN
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finished column walls) enclosing the Lessee
occupied portion of the floor and measured to
the mid -point of the walls separating areas
leased by or held for lease to other Lessees
and /or to the midpoint of walls or areas
devoted to rest rooms, if applicable, plus a
proportionate part of the corridors, elevator,
foyers, mechanical rooms, janitor and telephone
closets, toilet areas, ary other similar
ell \,
facilities for the use`a •a lessees of the
particular floor I_a`cat d o, such floor as well
as a proporti�on6�t a \paz -� of the Building lobby
(all he inaf -teri% sometimes called "common
areas k. 'the net rentable area in the leased
pz- e�c��Jse has been calculated on the basis of
foregoing definition and is hereby
stipulated for all purposes herein to be as
above set forth whether the same should be more
or less as a result of minor variations
resulting from actual construction and
completion of the leased premises for occupancy
so long as- such -work is done in accordance with
the terms and provisions thereof.
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TERM: 1.02 Subject to the terms, provisions and
conditions hereof, this Lease shall continue in
force for a term ( "Term ") of Three (3) Months
beginning on the 1st day of February, 1996 and
ending on the 30th day of April, 1996.
USE: 1.03- The Leased -Premises shall be used
and occupied by Tenant solely for the purpose
of office space, and for no other purpose,
without Landlord's express written consent.
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® ARTICLE 2
RENTAL
Base Rental: 2.01 (a) During the First Three (3) Months of
the Term, Tenant shall pay a base rental in the
amount of $48,009.91 per Three (3 months) for
Lease being $12'.50 per square foot of the net
USEABLE and /or RENTABLE Areas of the Leased
Premises. Such base rental does not include
Basic Operating Costs (hereafter defined). The
base rental is subject to the increase as
• herein set forth.
2.01 (b) The --- .Thr,ee .'(3) -Month base rental
together- ,;with`a.l'1 •..-i'ncreases thereof provided
for• 1hierein ;.shall be due and payable as set
forth -in Exhibit "G ", at the place and manner
set forth in Section 4.01 hereof, without
demand, deduction, abatement or set off (except
as otherwise expressly provided for in Section
5.01 and 5.02). If the Term commences or ends
on other than the first or last day of a
calendar month, then the installment of base
rental for such month shall be appropriately
prorated.
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N.
Tenant's Share 2.02 (a) Tenant shall pay Tenant's
of Basic Share (hereinafter defined) of the Basic
Operating Costs: Operating Costs (hereinafter defined) for the
Building. Tenant shall pay Tenant's Share of
the estimated Basic Operating Costs for each
calendar year in question. Such payments shall
be due and payable monthly in advance in
installments of one - twelfth (1 /12th) of the
amount of the estimated Basic Operating Costs.
If the Term commences or ends /o 'ot he r than the
first or last day of a ca ]� n`r \month, then the
payment of Tenant's a e"\\ Basic Operating
Costs for such mon�-t\��h' 11 be appropriately
prorated.
2.02 Qb<Y \ 4�thin one hundred fifty (150)
day r\,as'Soon thereafter as possible after
t�-he� lusion of each calendar year during the
�Te- Landlord shall furnish to Tenant a
v statement of actual Basic Operating Costs for
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such year. If Landlord's estimate of Basic
-Operating -'Costs shall have been less than
actual Basic Operating Costs for the period in
question, then within thirty (30) days after
the delivery of such statement Tenant shall pay
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G'
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Tenant's share of the difference between actual
Basic Operating Costs and estimated Basic
Operating Costs to Landlord, if Landlord has
overestimated Basic Operating Costs, then
Tenant's share of the difference between
estimated Basic Operating Costs and actual
Basic Operating Cos-t-s shal-I be= credited against
future payments of additional rental due under
Section 2.02 (a), or if the Term has expired or
terminated, a reconciliation payment shall be
made by Landlord to Tenant witla; -n, liir y (30)
days after the del ivery * - %q f. such.. statement.
2.02 (c).-'`- '13asic Operating Costs" shall
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mean the operating expenses of the Building and
;a,ll'expenditures by Landlord to maintain the
Building, parking garage and related facilities
and such additional facilities in subsequent
years as may be determined by Landlord to be
necessary in accordance with sound and
reasonable practices for facilities of a like
kind and - character.. All operating expenses
shall be determined on an accrual basis in
accordance with generally accepted accounting
prin'ciples which shall be consistently applied.
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• Such operation expenses shall include all
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expenses, costs and disbursements (but not
rental commissions, replacement of capital
investment items or specific costs specifically
billed to and paid by specific tenants) of
every kind and nature which Landlord shall pay
or become obligated to pay because of or in
connection with the ownership, operation, and
maintenance of the Building, including, but not
limited to, the following �.,•,
(1) Wages and sala.�',e's 91' all employees,
including employe.es\` > Landlord, engaged in
direct oper- a- tiorr\ and maintenance of the
Building,) em\ yer's social security taxes,
unemp"t ienrt taxes or insurance, and any other
hich may be levied on such wages and
`s a,' Aries, the cost of workers' compensation
',.insurance and pension or retirement benefits,
vacation and all other employee benefits and
payroll burden for such employees;
(2) All supplies and materials used in
operation and maintenance of the Building;
(3) Cost of all utilities for the Building
including the cost of water and power, heating,
lighting, air - conditioning and ventilating for
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• the Building;
(4) Cost of all maintenance and service
agreements. for, the Building, the equipment
therein and grounds, including, without
limitation, janitorial service, landscape
maintenance, alarm service, window cleaning and
elevator maintenance;
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(5) Cost of all insurance relating to the
Building, including casualty An,' liability
insurance applicable to •t� Buii'iding and
Landlord's personal propbrty,�us.ed in connection
therewith in the-- .cvm 'O'r � areas, based on
commercial in-Ouranc.e. rates;
{6) A11 efz xes and assessments and governmental
cha -rgesw-hether federal, state, county or
: -m dipal and whether they be by taxing
\''% \.,A;�stricts or authorities presently taxing the
V' - teased Premises or by others, subsequently
created or otherwise, and any other taxes and
assessments attributable to the Building and
garage.facilities or its operation, excluding,
however, federal and state taxes on income and
ad valorem taxes on Tenant's personal property
and on the value of leasehold improvements to
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• the extent that the same exceeds standard
building allowances;
(7) Cost of repairs and general maintenance
(excluding such repairs and general maintenance
included within the risks covered by standard
fire policy with extended coverage and
vandalism and malicious mischief endorsements,
or paid by insurance proceeds or by Tenant or
other third parties and alterations
attributable solely to tenants of the%Building
other than Tenant).
(8) Legal expenses:,; accounting expenses and
management- fees" incurred with respect to the
Buildi_ng', including such expenses for services
of Landlord's employees charged directly to the
C:
Building;
(9) Costs incurred in compliance with new or
revised federal or state laws or municipal
ordinances or codes or regulations promulgated
under any of the same, and;
(10) Amortization of the cost of installation
of capital investment items which are primarily
for the purpose of reducing operating costs or
which may be required by governmental
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authority. All such costs shall be amortized
over the reasonable life of the capital
investment items with the reasonable life and
amortization schedule being determined in
accordance with generally accepted accounting
principles and in no event to extend beyond the
reasonable life of the Building. In the case
of installations for the purpose of reducing
operating costs. Landlord shall, upon request,
provide Tenant a cost \ _elation thereof.
Not withstanding q pxr`Q'vision herein to
the contrar ,``�t,�i` eed that in the event
the �11l2ding tot fully occupied during any
i .mac len`d`a�r year, an adjustment shall be made in
t�bKputing the Basic Operating Costs for such
year so that the Basic Operating Costs shall be
computed for such year as though ninety -five
percent (95 %) of the Building had been occupied
,
during such year.
It is further agreed that Tenant shall pay
their proportional share of all the Basic
Operating Costs, which exceeds $4.00 per square
foot during the Term of this Lease.
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ARTICLE 3
LANDLORD'S SERVICES
Services to be 3.01 (a) Landlord shall use its best
furnished by efforts to furnish Tenant, at Landlord's
Landlord: expense, subject to payment of the rent and
additional rent as provided herein and the
Building Rules and Regulations (hereafter
defined), the following services:
(1) Air - conditioning and heating in season,
during Normal Building OWrating Hours
(hereafter defined), a±_fs, ch`•,temneratures and
in such amounts a-E \a' ne. •-;cons re red by Landlord
to be sta;rdar `.or`;as .,,specified by Government
au t Y� ,,%i\e's',
`(•2'), -• -Hot and cold water at those points of
-�- ripply provided by lavatory and drinking
fountain purposes only;
(3) Janitor service in and about the Building
and the Leased Premises five (5) days per week,
and periodic window washing; however, Tenant
shall pay, as additional rent, the additional
costs attributable to the cleaning of
improvements within the Leased Premises other
than Building Standard improvements;
15
• (4) Elevator service for access to and egress
from the Leased Premises and the Building.
(5) Electricity and proper facilities to
furnish sufficient electrical power during
Normal Building Operating Hours for building
machines and other machines of low electrical
consumption, but not including electricity
required for electronic data processing
equipment, special lighting in excess of
building standard, or any other item of
electrical equipment whichsi -ugly consumes more
than 0.5 kilowatts per, -,,,6 r,•a.t*--rated capacity
or requires a volt•a' deer than 120 volts
single phase; `,a-rrd\\
(6) Rp' ace�nt'° of fluorescent lamps in
d'h•gyStandard light fixtures installed by
�ord and incandescent bulb replacement in
all public areas.
3.01 (b) "Normal Building Operating
Hours" shall be from 7:00 a.m. to 7:00 p.m.
Monday through Friday, but not on Saturdays,
Sundays, New Year's Day, Memorial Day,
•
Independence Day, Labor Day, Thanksgiving Day
and Christmas Day.
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3.01 (c) Failure by Landlord to any
extent to furnish these defined services, or
any cessation thereof, resulting from causes
beyond the control of Landlord shall not render
Landlord liable in respect for damages to
either person or property. not 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
of such services be interrupte- , &,,L•andlord shall
use reasonable di 1 i.gen•ce , tv) restore same
promptly, but Zemant'\s5a)1`-T have no claim for
rebate \f rento- damages , or eviction on
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accts li'ereof.
�`�•�- )�' \., 01 (d) Tenant shall pay to Landlord,
,• ,: , �,
monthly, as billed, such charges as may be
•v;
separately metered or as Landlord may compute
for any electric services utilized by Tenant
for computers, data processing equipment or
other similar electrical equipment, extra
lighting, electrical service in excess of that
stated in Sections 3.01 (a) (1) and (5), or
other electrical service not standard for the
Building.
I*
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Improvements 3.02 Landlord shall make those
to be made by improvements to the Leased Premises referred
Landlord_ to in Exhibit "D" hereto, under the terms and
conditions therein set forth. "Building
Standard" shall mean the building standard
tenant improvements described as such in said
Exhibit "D ".
Repair and 3.03 Unless otherwise expressly stipulated
Maintenance by herein, Landlord shall not be required to make
Landlord: any improvements or repairs �`o_ any kind or
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character on or with esp `�t,' 6 he Leased
Premises, exce tl- u�ch; -� \impairs as may be
required -tb th`e �•.�B1sjeding corridors, lobby,
s uct\ur� \l �•- members of the Building and
,� -rrt used to provide the services referred
P
`w .d in Section 3.01, and such additional
maintenance to corridors, lobbies or structural
members as may be necessary because of damage
by persons other than Tenant, its agents,
employees, invitee or visitors. The
obligation-of Landlord to maintain and repair
the Leased Premises shall be limited to
Building Standard items. Special Leasehold
improvements will not be maintained by Landlord
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unless otherwise specifically agreed in
writing. This Section shall not apply in the
case of damage or destruction by fire or other
casualty which is covered by standard fire
policy with extended coverage and vandalism and
malicious mischief endorsements (as to which
Section 5.02 shall apply), or damage resulting'''
from an eminent domain taking (as to which
Section 5.01 shall apply).
Parking: 3.04 Tenant shall have the rights to the
parking permits described in Exhibit "E"
C'-\
a
hereto, subject to the pra:iN�sJNo'ns�jset forth in
such Exhibit.
i r 1/
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0 ARTICLE 4
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TENANT'S COVENANTS
Payments by 4.01 Tenant agrees to timely pay all rents
Tenant: and other sums provided to be paid to Landlord
at the times herein provided. Such payments
shall be made in U. S. Dollars to the following
address:
Loop 610 West Ltd.
Texan Building
333 West Loop North, Foiurth� 'obo
Houston, e-xas;`, X 70 \24D
or at suc,othez, , .' `
' p;l a'E'e as Landlord shall
desrgn-a-te \fe m,�time to time.
Certain T,;' e.42 Tenant shall pay all ad valorem
taxes on all improvements installed in the
Leased Premises that are in excess of those
installed by Landlord from time to time as
"Building Standard"
Repairs by 4.03 Tenant shall promptly give Landlord
Tenant: written notice of any damage to the Leased
Premises. Tenant shall, at its cost, repair or
replace any damage to the Building, or any part
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thereof, caused by Tenant or Tenant's agents,
employees, invitee or visitors, provided that
no such repair or replacement shall be
undertaken without Landlord's prior written
approval, and Landlord may, at its option,
elect to make such a repair or replacement
itself and in such case. Tenant shall promptly
reimburse Landlord for the cos f such repair
or replacement.
�c cl�
Care of the 4.04 Tenant shallma.rn-t'a -in the Leased
Leased Premises: Premises in a c, ear.;.`-.attractive condition, and
not Comm � Qr,' allow any waste or damage to be
commit eon`; or to any portion of the Leased
Prem�ses:,:`and at the expiration or termination
o;f.`,tFis Lease shall deliver up the L e a s e d
remises to Landlord in as good a condition as
at date of possession by Tenant, ordinary wear
and tear excepted. 'Tenant agrees to occupy at
all times the Leased Premises.
Assignment or 4.05 Should Tenant desire to assign
Sublease: this Lease or sublet the Leased Premises or any
part thereof, Tenant shall give Landlord
written notice of such desire ninety (90) days
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in advance of the date on which Tenant desires
to make such assignment or sublease. Landlord
shall have a period of sixty (60 ) days
following receipt of such notice within which
to notify Tenant in writing that Landlord
elects either.
4.05 (a) To terminate this Lease as to
the space so affected as of the date
specified by Tenant, in which event Tenant will
be relieved of all further oblige-ations
hereunder as to such s-pLade\,
4.05 pe rmi,t--' "Ienant to assign this
Lease,'qe-. -su-bl et such space, subject, however,
t C,
-6ubsequent written approval of the proposed
assignee or sublessee by Landlord, which
approval shall not be unreasonably withheld if:
(1) The proposed assignee or sublessee is
engaged in a business which is in keeping with
the then standards of the Building:
(2) The proposed assignee or sublessee is a
respectable party of substantial financial
worth and Tenant shall have provided Landlord
with proof thereof;
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0 (3) Tenant shall remain primarily liable under
•
this Lease;
(4) The occupancy by the proposed assignee or
sublessee will not create unreasonable elevator
loads or otherwise interfere with standard
building operations;
(5) Tenant enters into' a written agreement'
with Landlord whereby it is agreed that any
profit realized by Tenant as a result of such
sublease or assignment shall be payable to
Landlord as it accrues as additrbnal rent
hereunder, and; ��`� "`;�'•,`
(6) The rental rat 'o \�_he�..,chaeged to such
assignee or s rhl ess'ee issrrot 1 ess than the then
curr Q}^j]�t�mack1et 'r- -ate `—`for similar space leased
a.'•si' i' \tar term in the Texan Building.
�`'•.`•.'- 'IIf -Landlord should fail to notify Tenant in
t,..% ; writing of such election within such sixty ( 60 )
day period, Landlord shall be deemed to have
elected (b) above. Where Landlord consents to
any such assignment, sublease or other
transaction, Landlord may require that Tenant
pay to Landlord a reasonable sum for costs,
expenses and attorney's fees arising incident
to such transaction and that the assignee or
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0 subtenant pay Landlord the reasonable sum
•
incurred by Landlord in moving the assignee or
subtenant in and out of the Leased premises
should Landlord, at its option, provide such
assistance. No space in the Building shall be
listed or offered by Tenant to any broker or
similar party for listing or advertisement, nor
shall Tenant advertise for subletting without
the prior written approval of Landlord. Any
attempted assignment, sub- he'c -We ".or other action
by Tenant in vio�aC�on, "-,o- f'.,',tYiis Section 4.05
shall be void�,an.d�. shall) constitute an Event of
D e f a ul, (herea.f:t -er defined) .
Alterations, /, '`.'4..Ofi Tenant will make no alteration,
e�\
Add it1onz\ 4,'';� change, improvement, repair, replacement or
Improvements.: r addition to the Leased Premises without the
prior written consent of Landlord. Tenant may
remove its trade fixtures, office supplies and
movable office furniture and equipment not
attached to the Building provided: (1) Such
removal is made prior to the termination or
expiration of the Term; (2) Tenant is not
then in default in the timely performance of
any obligation or covenant under this Lease;
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is
and (3) Tenant promptly repairs all damage
caused by such removal. All other property at
the Leased Premises and any alteration or
addition to the Leased Premises (including but
not limited to wall -to -wall carpeting, drywall
partitions, paneling or other wall covering)
and any other article attached or affixed to
the floor, wall, or ceiling or the Leased
l� r� s
Premises shall become the �rQ�erty- of Landlord
and shall be surrendeE4d \With',the Leased
premises as pa.L-t €he,r`eof. ?at the termination of
this L eo W',I`thout payment or compensation
e'fot�.•� If, however, Landlord so requests in
i
<`, \�rrZ�tng, Tenant will, prior to termination or
®'k\
expiration of this Lease, remove any and all
alterations, additions, fixtures, equipment and
property placed or installed by it in the
Leased Premises and will repair any damage
caused by such removal.
Compliance with 4.07 Tenant, at its cost, shall comply with
Laws and Usage all federal, state, municipal and other laws
Liens: and ordinances, and the Building Rules and
Regulations applicable to the Leased
Premises and the business conducted therein by
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0 Tenant; will not engage in any activity which
•
would cause fire and extended coverage
insurance for the Building to be unavailable,
canceled, more difficult to be obtained, or
the rate therefore to be increased (or, at
Landlords's option, will pay any such
increase); will not commit any act which is a
nuisance or annoyance to Landlord or to other
tenants or which might, in the exclusive
judgement of Landlord, a.ppo- eo�i,ably damage
Landl ord' s goodwi 1 1 ar_--r puta, i on, or t end t o
injure or depreci.a .te'-..`t,h•e..:Birilding; and will not
commit or�pj rrma. was -te in the Leased Premises
or q'_.. Tenant has no authority to
<enctitmber.,t"he Building or Leased Premises with
and Tenant shall not suffer or permit
any such lien to exist. Should any such lien
'v hereafter be filed, Tenant shall promptly
discharge the same at its sole cost.
Access by 4.08 Tenant shall permit Landlord or its
Landlord: agents or representatives to enter into and
upon any part of the Leased Premises at all
reasonable hours to inspect same; to clean; to
make repairs, alterations or additions thereto,
26
C.
as Landlord may deem necessary or desirable; to
show the Leased Premises to prospective
purchasers or tenants; or for any other
purpose deemed reasonable by Landlord.
Landlord's 4.09 Tenant agrees with Landlord and with
Mortgagee: the mortgagee of any first mortgage or the
beneficiary of any first deed of trust now or
hereafter constituting a lien on the Building
or the Leased Premises ( "Landlord's Mortgagee ")
establishing this Lease as superior to such
lien; or Landlord's Mortgagee may, by like
notice, make this Lease subordinate to such
mortgage or deed of trust. If Landlord's
Mortgagee shall elect to make this Lease
27
that any Landlord's Mortgagee shall have the
right at any time to elect,.,.S. notice in
writing given to Tenane:` \ t,o \�. mike ` phis Lease
superior to the 1 ieri ;qf ch ^mortgagee or deed
� .
of trust aril% upon \t;,e•.r wing of such notice to
.'this,,,Lease
Tenan:t.,- shall be deemed prior and
super_i1or.'� o' the mortgage or deed of trust in
mss -pect to which such notice is given; and at
Landlord's Mortgagee's request Tenant shall
execute a recordable memorandum of this Lease
establishing this Lease as superior to such
lien; or Landlord's Mortgagee may, by like
notice, make this Lease subordinate to such
mortgage or deed of trust. If Landlord's
Mortgagee shall elect to make this Lease
27
0 subordinate to such mortgage or deed of trust,
•
the same shall be self -operative and no further
instrument of subordination need be required by
any mortgagee. In confirmation of such
subordination, however, Tenant shall execute
promptly any appropriate instrument that
Landlord may request. Tenant hereby appoints
Landlord as Tenant's attorney -in -fact to
execute any such instrument on behalf of
Tenant. In the event of the enforcement by
Landlord's Mortgagee of t epre edies provided
for by law or by s- ucfi:�.,rnortgage or deed of
i �j
trust. Tenant ;.jil.l. °.'- ,up•on•- request of any person
or party _,�ucc,eedd.n.g' o the interest of Landlord
as tea, tesul_ti of such enforcement, automatically
;be "cbme•�the Tenant of such successor - in- interest
new, , ., . •�
wi.thout change in terms or other provisions of
such Lease; provided, however, that such
successor -in- interest shall not be bound by (1)
any payment of rent or additional rent for more
than one month in advance except payments in
the nature of security for the performance by
Tenant of its obligations under this Lease, or
(2) any amendment or modification of this
Lease made without the written consent of such
W
•
trustee or such beneficiary or such successor-
in- interest. Upon request by such successor-
in- interest, Tenant shall execute and deliver
instruments confirming the attornment provided
for herein.
Estoppel 4.10 At Landlord's request, Tenant
Certificate will promptly execute either an estoppel
or Three Party certificate addressed to Landlord's Mortgagee
Agreement: or a three party agreement among Landlord,
Tenant and the Landlord's Mortgagee certifying
,•
as to such notice provision ��an o-t'h'e. matters
as Landlord's Mortgage`e.,may: reasonably request.
At LandlardOr eq ;ues,t�,f.rom -time to time, Tenant
wi1,lLprbmptly�:execute a certificate stating the
`..`.commencement and expiration dates of the Term,
the rental then payable hereunder, that there
are no defaults on the part of Landlord or
claims against Landlord hereunder (or if there
are any, stating the same with particularity) ,
and such other information pertaining to this
Lease as Landlord may reasonably request.
29
0 ARTICLE 5
•
MUTUAL COVENANTS
Condemnation and 5.01 If the Leased Premises, Building, or
Loss or Damage: any part thereof shall be taken or
condemned for any public purpose (or conveyed
in lieu or in settlement thereof) to such an
extent as to render the remainder of the
Building or Leased Premises, in the opinion of
Landlord, not reasonabl D itable for
occupancy, this Lease -,aY hwith cease
and terminate d'al�`�eds from any taking
\\ �1' �
or conde �aiatio f� -he Building and the Leased
- .enrises 11 belong to and be paid to
It is expressly agreed and
nderstood that all sums awarded or allowed for
such taking of said Leased Premises, or any
part thereof, or for damages for such taking,
shall belong to Landlord and the same are
hereby assigned to Landlord and Tenant shall
have no interest in or claim to such award, or
any part thereof, whether such award shall be
for the taking of such property of for damages
or otherwise. Tenant may, at its own expense,
take independent proceedings against the public
30
LJ
•
Fire or Other
against the public authority exercising
the event
the power of Eminent Domain, to prove and
Casualty; Certain
establish arty- damages Tenant may have
the Leased
sustained. Tenant shall have the option of
Repairs:
terminating this Lease effective on the date of
give notice
possession of the Leased Premises is
surrendered, by giving written notice to-
Landlord of its election so to do, which must
be exercised at or prior to the date of the
actual taking of such property, and in the
n
event such option is not exec ised within such
period, then it cane -ok be� exercised thereafter.
If this Lease �is''not so terminated, Landlord
shagp.a1 r any damage resulting from such
,^t taking, to the extent and manner provided in
r!' ''
Section 5.02, and rental hereunder shall (1)
..
be abated to the extent the Leased Premises are
rendered untenantable during the period of
repair, and (2) thereafter be adjusted on an
equitable basis considering the areas of the
Leased Premises taken and remaining.
•
Fire or Other
5.02 (a) In
the event
of a fire or other
Casualty; Certain
casualty in
the Leased
Premises, Tenant shall
Repairs:
immediately
give notice
thereof to the
"I
•
Landlord. If the Leased Premises shall be
partially or totally destroyed by fire or other
casualty so as to render the Leased Premises
untenantable in whole or in part, the rental
provided for herein shall abate as to the
portion of the Leased Premises rendered
untenantable until such time as the Leased
Premises are made tenantable as determined by
Landlord and Landlord agrees to commence and
prosecute such repair work promptly and with
reasonable diligence, or if such - ,destruction
N.
\,\
results in the LeasedC bjr :%ses being
untenantable in sub s�t'ant l�l�for a period
, )
reasonably estima�t�f,h�,\ f�dlord to be six (6)
V;,
months_. �.or \'1 ong-e-r' after such damage or
&estr�uettoiL;, or in the event of total or
,. substantial damage or destruction of the
Building where Landlord decides not to rebuild,
then all rent owed up to the date of such
damage or destruction shall be paid by Tenant
and this Lease shall terminate upon notice
thereof•to Tenant. Landlord shall give Tenant
written notice of its decisions, estimates or
elections under this Section 5.02 within sixty
(60) days after any such damage or destruction.
32
0
5.02 (b) Should Landlord elect to effect
any repairs under Sections 5.01 or 5.02,
Landlord shall only be obligated to restore or
rebuild the Leased Premises to a Building
Standard condition; Tenant shall have the
right to cause Landlord to rebuild or restore
the Leased Premises to the condition -they were
in prior to such damage or destruction, in
which event Tenant shall bear the cost of such
restoration or rebuilding to the extent the
same exceeds the cost Land`1\��N would have
incurred had a n, 1�1 Idi g Standard
improvements bee,.xr- used• .�
Lien for Rent: 5.03Tq �s'eeure `the payment of rent and all
,atl�er -sums due hereunder and the faithful
��;• ', ��e;r.f,ormance of all covenants required hereunder
to be performed by Tenant, Tenant grants to
Landlord a lien and security interest on all
property, chattels or merchandise of Tenant
which now or hereafter may be placed in or upon
the Leased -Premises, and also upon all proceeds
of any insurance which may accrue to Tenant by
reason of damage or destruction of any such
property. Such lien and security interest
33
•
shall be in addition to Landlord's lien
provided by law. Tenant agrees to execute, as
debtor, such financing statements as Landlord
may now or hereafter reasonable request in
order to perfect such security interest.
Landlord may, at its election at. any time, file
a copy of this Lease as a financing statement.
Landlord, as secured party, shall be entitled
to all of the rights and remedies afforded a
secured party under the Uniform Commercial
Code.
Holding Over: 5.04 If Teiranahoii °ld'�._. >remain in possession
of tl3-e',Le.ased''Premises after the termination or
� l ^_�e Rir�at -.on of the Terms without the execution
'b'" Landlord and Tenant of a new lease, then
Tenant shall be deemed to be occupying the
Leased Premises as a tenant -at- sufferance,
subject to all the covenants and obligations of
this Lease and at a daily rental of twice the
per day rental in effect immediately prior to
such expiration or termination, computed on the
basis of a thirty (30) day month, due and
payable daily in Landlord's office, but such
holding shall not extend the Term.
34
•
Assignment by 5.05 Landlord shall have the right to
Landlord: transfer and assign, in whole or in part, all
its rights and obligations hereunder and in the
Building and property referred to herein, and
upon any such transfer or assignment, no
further liability or obligation shall
thereafter accrue against Landlord hereunder.
Limitation of 5.06 Tenant specifically agrees to look
Landlord's solely to Landlord's interest in the Building
Liability: for the recovery of any judgment against
Landlord, it being agreF-dti•that Landlord shall
never be personally liable for any such
judgement .,-,-� `•
Control of Common !1 ,.` -07 All automobile parking areas,
Areas and- �. including the garage referred to in Exhibit
Garage Fa.ities "F ", driveways, entrances and exits thereto,
by Landlord: and other facilities furnished by Landlord,
including all parking areas, truck way or ways,
loading areas, pedestrian walkways, ramps,
landscaped areas, stairways and other areas and
improvements provided by Landlord for the
general use, in common, of tenants, their
officers, agents, employees, invitee,
0 -y
•
licensees, visitors and customers shall be at
0
all times subject to the exclusive control and
management of Landlord, and Landlord shal 1 have
the right from time to time to establish,
modify and enforce reasonable rules and
regulations (herein called the "Building Rules
and Regulations ") with respect to all
facilities and areas mentioned in this Section;
the initial Building Rules and Regulations are
person or the public therein; to close
temporarily all or any portion of the public
areas or facilities; to discourage non -
customer parking in such parking facilities; to
36
set out in Exhibit "F" hereto and are of equal
dignity herewith. Landlord - sha•lI have the
right from time to time7to ...t4ig'e�Che area,
level , location, `and- -a'r -r gement of parking
areas and�behe't fats' i'ties hereinabove referred
t�o,;;�to�cestlrict parking by and enforce parking
^' -- ,,.`,charge's
to tenants, their officers, , agents,
fir•`,
=�
invitee, employees, licensees, visitors and
customers; to close all or any portion of such
area or facilities to such extent as may be
legally sufficient to prevent a dedication
thereof or the accrual of any rights to any
person or the public therein; to close
temporarily all or any portion of the public
areas or facilities; to discourage non -
customer parking in such parking facilities; to
36
•
charge a fee for visitor and or customer
parking in such parking facilities; and to do
and perform such other acts in and to such
areas and improvements as, in the use of good
business judgement, Landlord shall determine to
be advisable with a view to the improvements
as, in the use of good business judgement,
Landlord shall determine to be advisable with
a view to the improvement of the convenience
and the use thereof by tenants, thei -r. officers,
agents, employees, inv�ittee,. %; \wzsitors,
licensees and customers-..'..
Default by Tenant: 5.08 (al Ea`c`h ''-o 'f t h e f o l l o w i n g
occur•;r-ence•s relative to Tenant shall constitute
�. ., an .'Event of Default":
..,,
(1) Failure or refusal by Tenant to make the
i f timely payment of any rent or.other sums
payable under this Lease when and as the
same shall become due and payable, provided
Landlord has given Tenant three (3) days
written notice of the same; however, once
Landlord has given Tenant two (2) such notices
(whether as to one or more than one failure to
pay) it shall not be required to give further
37
•
notice and thereafter the failure or refusal by
Tenant to timely make any payment due hereunder
shall be an Event of Default without further
notice; or
(2) Abandonment or vacating of the Leased
Premises or any significant portion thereof;
or
(3) The filing or execution or occurrence of
an insolvency proceeding by or against Tenant
or any guarantor of Tenant; or an assignment
for the benefit of creditors or composition;
or a petition or other prRcee'd 'i`ng\byor against
the Tenant for th �app'ontmerif' of a trustee,
\ .,
receiver or lquida,tg.r of Tenant or any of
TenaPt.I,s, \pr,eperf y; or a proceeding by any
v,e'^z�en�al authority for the dissolution or
11q•u'idation of Tenant or any guarantor of
Tenant, or
(4) Failure by Tenant in the performance or
compliance with any of the agreements, terms,
covenants or conditions provided in this Lease
other than those referred to in (1) , (2) or
(3) above, for a period of ten (10) days after
notice from Landlord t-o Tenant specifying the
items in default; or
•
0
(5) Failure to .peacefully surrender the Lease
Premises on expiration or termination of this
Lease; or
(5) The occurrence of any other event herein
provided to be an Event of Default.
5.08. (b) This Lease and the Term and
estate hereby made are subject to the
limitation that if and whenever any Event of
Default shall occur, Lanlo`rd may, at its
option and without fu•rtY e•r -.\ w,r tten notice to
Tenant, in add iti.on,.o ah.l other remedies given
hereunder oC�\fiy` ;law or equity, do any one or
more, o ,`�Pe baP'l owing :
1' \'T ate this Lease, in which event
\'Tenant shall immediately surrender possession
<1 1 to Landlord;
� of the Leased Premises La ,
D(2) Enter upon and take possession of the
Leased Premises and expel or remove Tenant and
any other occupant therefrom with or without
having terminated the Lease;
(3) Alter locks and other security devices at
the Leased Premises.
5.08 (c) Exercise by Landlord of any one
39
or more remedies shall not constitute an
acceptance of surrender of the Leased Premises
by Tenant, whether by agreement or by operation
of law, it being understood that such surrender
can be effected only by the written agreement
of Landlord and Tenant.
5.08 (d) If Landlord terminates this
Lease by reason of an Event of Default, Tenant
shall be liable for and shall pay to Landlord,
the sum of all rent and other indebtedness
accrued to the date of suc\ e on, plus,
as damages, an amoun eq�r'a4\t&--and then present
value of the ner tG�es`e`r-ved hereunder of the
t \\ ••` %,> remainder dJt the Ted rii to the stated expiration
date, ress\the', then present value of the fair
;eAr- ;a- .j,v ,TYue of the Leased Premises for such
n pe od, the parties hereby stipulating that
Dsuch fair rental value shall in no event be
deemed to exceed sixty percent (60 %) of the
then present value of the rent herein reserved
for such period. For purposes of determining
present value under this subsection (d), a
discount rate of twelve percent (12 %) shall be
used.
•
40
5.08 ( e ) If' Landlord repossesses the
Leased Premises without terminating the Lease
then Tenant shall pay to Landlord all rent and
indebtedness accrued to the date of such
repossession, plus rent and other sums
required to be paid by Tenant during the
remainder of the Term, diminished by any net
sums thereafter received by Landlord through
reletting the Leased Premises during said
period (after deducting expenses'-, incurred by
Landlord as provided be.K r re -entry by
Landlord will not at.t,,1,t \11L e obligations of
Tenant for the unexp•i- red:`-Term. Tenant shall
not be entitledo1`' -any excess of any rent
�, ,
obtaine \rALetting over the rent herein
resee—ve ",R'Aions to collect amounts due by
%�y ` �✓
_enan be brought on one or more occasions,
O\XN''
thout the necessity of Landlord's waiting
Duntil expiration of the Term.
5.08 (f) In case of an Event of Default,
to the extent the same were not deducted under
Section 5.08 (d) or (e), Tenant shall also pay
to Landlord's broker's fees incurred by
Landlord in connection with reletting the
41
0. whole or any part of the Leased Premises; the
0
cost of removing and storing Tenant's or any
other occupant's property; the cost of
repairing, altering, remodeling or otherwise
putting -the Leased Premises into condition
acceptable to a new Tenant or Tenants; and all
reasonable expenses incurred by Landlord in
enforcing Landlord's remedies, including
attorney's fees and court costs.
5.08 (g) Upon termination or repossession
of the Leased Premises for an Event of Default,
r^ ;
Landlord shall not be obli.gated\ %t \r-elet or
attempt to relet the .Leas_" %P.�cemises or any
portion the�efl� ff , �o• g�c 11 ect rental after
r le ng 06-Landlord shall have the option
!` toN.- e -e.�cor attempt to relet. In the event of
`�.•.�.ti,.r�Ietting, Landlord may relet the whole or any
1./ portion of the Leased Premises for any period,
to any tenant, and for any use and purposes.
5.08 (h) I'f Tenant should fail to make
any payment, perform any obligation, or cure
any default hereunder, Landlord, without
obligation to do so and without thereby waiving
42
0 such failure or defaul t , may make such payment,
V*
perform such obligation, and or remedy such
other default for the account of Tenant (and
enter the Leased Premises for such purpose),
and Tenant shall pay upon demand all costs,
expenses and disbursements (including
reasonable attorneys' fees) incurred by
Landlord in taking such remedial action.
Default by 5.09 In the event of any default by
Landlord: Landlord hereunder, Tenant's exclusive remedy
shall be an action for damages (Tenant hereby
waiving the benefit of any laws granting it a
t of 'e`1an or- and/or
lien upon the property t.h � /
upon rent due Landl orp r�-iA-r to any such
action Tena nt will( rd written notice
specifyincy�• def`a',lt with particularity, and
'��� thereupon have sixty 60 days
Land oy �; hall th p ,Y ( ) Y
N
14 ch additional reasonable period as may
\ be'- required in the exercise by Landlord of due
diligence) in which to cure any such default.
Unless and uriti "1 Landlord fails to so cure any
default after such notice, Tenant shall not
have any remedy or cause of actio by reason
thereof. All obligations of Landlord
43
0 hereunder will be construed as covenants, not
conditions; and all such obligations will be
binding upon Landlord only during the period of
its possession of the Building and not
thereafter. Under no circumstances whatsoever
shall Landlord ever be liable hereunder for
consequential damages or special damages.
Non- Waiver: 5.10 Neither acceptance of rent by
Landlord nor failure by Landlord to complain of
any action, non- action or default of Tenant
n
shall constitute a waiver of a �and Iord's
rights hereunder. Waive. —b, raar�d1^ of any
default of Tenant a�a�irstztute a waiver
of any righ;t--+'ferr em, it r) subsequent default of
the sum ob c�a ion or any other default.
Independent�� ��1'�• \� �5 X The obligation of Tenant , to pay all
Obligations: �' rent and other sums hereunder provided to be
paid by Tenant and the obligation of Tenant to
perform Tenant's other covenants and duties
hereunder•constitute independent unconditional
obligations to be performed at all times
provided for hereunder, save and except only
when an abatement thereof or reduction therein
44
•
0
is hereinabove expressly provided for and not
otherwise. Tenant waives and relinquishes all
rights which Tenant might have to claim any
nature of lien against or withhold, or deduct
from or offset against any rent and other sums
provided hereunder to be paid Landlord by
Tenant.
Time of Essence: 5.12 In all instances where Tenant is
required hereunder to pay any sum or do any act
at a particular indicated time or within an
indicated period, it is understood and
stipulated that time is of the essence.
Remedies 5.13 Landlord may restrai -n.; o.r enj-oin- any
Cumulative: breach or threat•'ened-- breach of any
covenant, dut.y:or obligation of Tenant herein
contained•.wi..thout the necessity of proving the
inadequacy of any legal remedy or irreparable
harm. The remedies of Landlord hereunder shall
be deemed cumulative and no remedy of Landlord,
whether exercised by Landlord or not, shall be
deemed to be in exclusion of any other.
45
•
Insurance, 5.14 (a) Landlord may maintain fire and
Subrogation extended coverage insurance on the portion of
Liability, the Building constructed by Landlord, including
Indemnity, and building standard leasehold improvements, in
Waiver: amounts desired by landlord. Payments for
losses thereunder shall be made solely to
Landlord. Tenant shall maintain at its expense
fire and extended coverage insurance on all of
its personal property, including removable
trade fixtures, located in the Leased Premises
and on its Non - Building Sfandard leasehold
improvements and all a�ddLxt`•i4ft pid improvements
made by tenant����.����
5. 4-* r enant, at its sole cost and
x.gen shall carry and maintain a policy or
oricies of comprehensive general liability
insurance insuring the Tenant against liability
for injury to persons or property occurring in
or about the Leased Premises or arising out of
the maintenance, use or occupancy thereof. The
coverage under such insurance shall not be less
than One Hundred Thousand Dollars ($100,000)
for any one person injured or killed and not
less than Three Hundred Thousand Dollars
M
•
•
($300,000) for any one accident and not less
than One Hundred Thousand Dollars ($100,000)
for property damage per accident. Such
insurance shall be written or endorsed so as to
preclude the exercise of the right of
subrogation against the Landlord. The
obligations of Tenant under this Section
5.14 (b) shall in no way prejudice or limit
the covenants of Tenant under Section 5. 14 (c) .
5.14 (c) Tenant hereby releases and
indemnifies and agrees to defend pro-ect and
hold harmless Landlord an a a1'4r U\ ents,
directors, officers.W' lv nvitee and
contract'o,rs\ Irom a� 'n all losses, damages,
`- `F.la,M,M' actions, judgments and costs
(> >
(�nc uding but not limited to reasonable
v ) arising s
attorne Y ' fees from or in connection
g
with any injury whatsoever, including death and
property damage, suffered by Tenant or any of
Tenant's directors, officers, employees,
agents,- invitee, or contractors arising out of
or in connection with this Lease Agreement and
the use or occupation of the Leased Premises or
the Building and the lot on which the Building
47
0 is located and other improvements, sidewalks
and street appurtenant to or adjacent to the
Building and said lot, regardless of how such
injury is caused, and whether such injury is
caused, occasioned or contributed to, actually
or allegedly by the negligence, sole or
current, of Landlord or its agents, directors,
officers, employees, invitee, or contractors.
The preceding indemnification shall not apply
to injury caused by the gross negligence or
willful misconduct of Landlord or its agents,
r
directors, officers, employeers,,rNin itee or
contractors.
5.14 (d,)-,, - ,'(errant 'a�.r6es that Landlord shall
,n t b •h- po'si 1 e or liable to Tenant for any
jin.c,obnience or loss to Tenant arising from or
in connection with the repair, maintenance, or
replacement of any part of the Building or the
Leased Premises, or failure to make any such
repair, maintenance or replacement except such
loss that is caused by the gross negligence of
Landlord.
•
V;
LI
•
Venue Governing 5.15 This Lease shall be governed by the
Law: laws of the State of Texas. All monetary and
other obligations of Landlord and Tenant are
performable exclusively in Houston, Harris
County, Texas.
Notice: 5.16 Any notice which may be or shall be
given under the terms of this Lease shall be in
writing and shall be either delivered by hand
or sent by United States Registered or
Certified Mail, postage prepaid, if foLandlord
to the address provided herein; or if or
Tenant , to the Leased Premises -.,, `Such ',addr,esses
may be changed froni ime_ , `t.o ; t"ime"--by either
party 1,�ng4 noti c'e : a•s� provided a b o v e
ic el. \shd h*,e deemed given when delivered
f--del i vered by hand) or three (3) days after
L=' postmarked (if sent by mail).
Entire Agreement 5.17 This Lease and any written addenda
and Binding and all exhibits hereto (which are expressly
Effect= incorporated herein by this reference) shall
constitute the entire agreement between
Landlord and Tenant; no prior written or prior
or contemporaneous oral promises or
49
• representatives shall be binding. This Lease
shall not be amended, changed or extended
•
except by written instrument signed by both
parties hereto. The provisions of this Lease
shall be binding upon and inure to the benefit
of the heirs, executors, administrators,
success Iors and assigns of the parties; but this
provision shall in no way alter she
restrictions on assignment and subletting
applicable to Tenant hereunder. It is also
agreed and accepted by both Lessor and Lessee
that this Lease commences on th date set out
in Section 1.02, even if .kf�'is�, Lease is executed
r* 1 '• '> t
in a month and on a.date' other than what is set
out in Sec ion \Y. 02 .
Right of Re- Entry 3�:1 Upon the expiration or termination of
the term for whatever cause, Landlord shall
\`
have the right to immediately re -enter and
reassume possession of the leased premises and
remove Tenant's property therefrom, and Tenant
expressly acknowledges such right.
Number and Gender; 5.19 Pronouns, where used herein, of
Captions; whatever gender, shall include natural persons,
50
0 References: corporations, and associations of every kind of
0
character, and the singular shall include the
plural and vice versa where and as often as may
be appropriate. Article and section headings
under this Lease are for convenience of
reference and shall not affect the construction
or interpretation of this Lease. Whenever the
terms "hereof" , "hereby", "herein", or words of
similar import are used in this Lease, they
shall be construed as referring to this Lease
in its entirety rather than to a particular
section or provision, unless the context
specifically indicates to the contrary. Any
reference in a partic lairC\,"14ticle" or
"Section" shall con L'eci a�"eferring to
the in4�a-fled ai'.t'i,�11' \ o' ection of this Lease.
Security Dep`ost�:1� Concurrently with the execution
t.,\ rrlJ �� •: hereof, Tenant has paid to Landlord the amount
of ZERO Dollars ($0.00) to be held as a deposit
to secure performance of Tenant's obligations
hereunder. Upon-the occurrence of any Event of
Default, or upon the failure by Tenant to
timely pay any sum it is obligated to pay
hereunder, Landlord may from time to time,
51
0 without "prejudice to any other remedy, and
•
without prior notice to Tenant, apply all or
part of the amount deposited to the curing of
such Event of Default or the payment of such
sum. Should Landlord so apply such deposit,
Tenant shall immediately upon receipt of notice
thereof deposit with Landlord a sufficient
amount to bring Tenant's total deposit to the
level stated in the first sentence of this
section 5.20. Upon termination or expiration
of this Lease the security deposit shall be
returned to Tenant, to the extent the same�is
not then applied to the curing�a Event of
L_ �
Default or to the paymerr� yr•sam owed by
Tenant hereunde or-cl✓ may keep such
security .0 sit rrn ,A 's bank account and co-
min its other funds, and shall not
b�J `
ible for paying any interest thereon.
amount so deposited shall not be considered
as an advance payment of rental hereunder, or
as a measure of Landlord's damages in the event
of any -fai•lure,to perform on the part of
Tenant.
Delinquent: 5.21 Any payments required of Tenant
52
•
hereunder, whether as rental or otherwise,
shall bear interest from the time due until
paid at the maximum rate of interest permitted
by law.
•
53
s
SIGNATURE PAGE
Tenant further agrees and warrants that Tenant has read and
understands this Lease and accepts same.
Executed in multiple counterparts, each of which shall have
the force and effect of an original. This Lease..is- entered into on
the date reflected on Page 1 of this Lease
LANDLORD
LOOP 610 WEST, LTD.
By:
Henry J. N. Taub II tt
Its: Vice.�P 'idetnf;
11 t`1 �1��'i `
1 11
S ti`b'en! corporation
General Partner
Address: Texan Building
Fourth Floor
333 West Loop North
-Houston; Texas 77024
TENANT
* ** Harris County Organized
Crime and Narcotics
.t
Task r P-d�c a ;y
Captain Johnny Erikson
Its: Project Director
Address: Texan Building
Suite 100
333 West Loop North
Houston, Texas 77024
* ** AUTHORIZED BY THE CITY OF BAYTOWN
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i EXHIBIT "D"
TENANT FIT -UP ALLOWANCE
TO Lease dated February 1, 1996 between LOOP 610 WEST, LTD.,
( "Landlord ") and * ** Harris County Organized Crime and Narcotics
Task Force. ("Tenant ").
No Tenant Fit -up Allowance:
* None required.
LANDLORD
LOOP 610 WEST, LTD.
By:
Henry -J. N. Taub II
Its: Vice President
Six Ten Corporation
General Partner
Date:
* ** AUTHORIZED BY THE CITY OF BAYTOWN
55
TENANT
* ** Harris County Organized
Crime and Narcotics
Task Force
By:
Captain Joh�\ � rikson
e1( b i•r e c t o r
Date.
0 EXHIBIT "E"
PARKING
TO Lease dated February 1, 1996 between LOOP 610 WEST, LTD.,
( "Landlord ") and * ** HARRIS COUNTY ORGANIZED CRIME AND NARCOTICS
TASK FORCE ( "Tenant ").
Garage Parking: Landlord shall make available to Tenant,
and Tenant agrees to pay for and take, during
the term, permits to park. On an assigned
basis, SEVENTY -SEVEN (73) spaces in the parking
garage and /or located adjacent to the building
upon the Terms and Conditions set forth in this
Exhibit. Tenant shall pay as rental for such
parking permit(s) and parking space(s) the
rates charged from time to time by the operator
of the garage. The initial parking rate shall
be $60.00 Dollars ($60.00) per permit and
parking space per month. Said rental shall b
due and payable on the first day o £ -`eac
calendar month during the Term irY:�h\a�►'
manner as provided for in thi•s;�,L:ease`
with regard to other ral d> failure to
timely pay same sh `cbns•tjitute an Event of
Default.
* ** AUTHORIZED BY THE CITY N. EXHIBIT "E -1"
56
0 Automobile All vehicles will be parked within striped
•
Parking: lanes as designated by Landlord from time to
time. Parking across the stripes, or in
handicapped spaces, or in unmarked areas,
blocking of walkways, loading areas, entrances
or driveways, will not be permitted. Tenants
and their employees shall observe- rules,
regulations and restrictions as may be imposed
by Landlord from time to time on such parking
areas. without limitations of other remedies
available at law or set forth herein, Landlord
may, at owner's cost and without liability to
the Landlord, tow away or cause to be towed
away all vehicles owned by Tenant or Tenant's
employees parked in any reserved parking areas
in violation of this provision or parked,,�n any
other area in violation of this a.crze,emetior
any other agreement, Rul e�`— .r Re l ation
relating to the parking. �=:Land.1\- rdWrVVeserves the
right to utilize the, pa k! ii during other
than normal bu-i %-d operating hours. Landlord
shall not%.'•be,' \1\\;'�Kle for violations or any
parkrn�a-rr �fnent, rule, regulation, or law by
�r `n \,ot er party.
EXHIBIT "E--2"
57
0 EXHIBIT "F"
•
BUILDING RULES AND REGULATIONS
TO Lease dated February 1, 1996 BETWEEN LOOP 610 WEST, LTD.,
( "Landlord ") and * ** HARRIS COUNTY ORGANIZED CRIME AND NARCOTICS
TASK FORCE, ( "Tenant ").
Walk and The sidewalks, entries, passages,
Passageways courts, corridors, stairways and elevators
Obstruction: shall not be obstructed by Tenant, Tenant's
employees or agents or used by them for other
purposes than for ingress and egress to and
from their respective suites.
W
J.
Moving of
Safes All safes or other heavy articc1es;;
floor loads shall not exceed fifty (50) pounds
per square foot. Defacing or injuring in any
way any part of the Building by Tenant, his
agent or servants, shall be paid by Tenant.
Movement of furniture or office equipment in or
out of the Building, or dispatch or receipt by
Tenant of any -equipment,' 'bulky material or
merchandise which requires use of elevators or
stairways, or movement through the lobby
entrance shall be restricted to such hours as
Landlord shall designate. All such movement
shall be in a manner to be agreed upon between
Tenant (upon Tenant's initiation) and Landlord
in advance. The time, method, and routing of
movement and limitations for safety or other
concern which may prohibit;''any,% article,
equipment or other item f.r•om- .b',eingJbrought into
the Building sha 1 ^be;- s;tib�j�ect to Landlord's
discretion and(CCai t'to)�. Any hand trucks,
carryalls t'or•sini ar appliances used for the
del,t—ve�rx,or•,zeceipt of merchandise or equipment
s.h'al.l,':; be equipped with rubber tires, side
`gu.a'rds and such other safeguards as the
V
Building shall require. Although Landlord or
EXHIBIT "F -2"
59
0
its personnel may participate in or assist in
the supervision of such movement. Tenant
assumes final responsibility for all risks as
to damage to articles moved and injury to
persons or property engaged in such movement,
including equipment, property and personnel of
Landlord if damaged or injured as a result of
acts in connection with carrying out this
service for Tenant, from time of entering the
property to completion of work. Landlord shall
not be liable for the acts of any person
engaged in, or any damage or loss to any of
said property or persons resulting from any act
in connection with such service performed for
Tenant.
Signs and No sign, advert isemen.t�..6n, rio �shall be
Directories: inscribed, n '�
pain�•ec��a,r�, �,afti�ixe on any part of
the inside ;dr �u;stib' of the Building unless
ap'p�roved`b.y'I:andlord. Tenant shall not mark,
paidt;;1drill into or in any way deface walls,
.-ceilings, partitions or floors of the Building
and shall not put therein any spikes, hooks
screws or nails. A building directory in a
EXHIBIT "F -3"
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conspicuous place, with the names of the
tenants will be provided by Landlord; any
necessary revision in such directory will be
made by Landlord within a reasonable time after
written notice from Tenant of the change making
the revision necessary, but Landlord shall not
be responsible for any inconvenience or damage
caused to Tenant as a result of any error in
such directory. Landlord will provide and
install, at Landlord's cost one (1) strip on
the building directory. Any numerals or
letters on doors within the Leased premises and
(to the extent available) strips on the
building directory will be provided and
installed at Tenant's cost. All such letters
and numerals shall be-•. r' %\tjze Building's
standard graphics.,.'and %no,oVher shall be used
or permitted,.o.n;;,th,-,-�;,�L�e;ased Premises.
Compliance with Tenants'-ti5hall not do anything, or permit
Laws: `,- an,ytM ng to be done, in or about the Building
orjbring or keep anything therein, that wi 11 in
\�•,.�, \_ any way increase the possibility of fire or
other casualty or obstruct or interfere with
61
EXHIBIT "F -4"
•
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the rights of, or otherwise injure or annoy,
other tenants, or do anything in conflict with
valid pertinent laws, rules or regulations of
any governmental authority.
License & Permits:. If any governmental license or permit
shall be required for-the proper and lawful
conduct of a tenant's business, such tenant,
before occupying the premises, shall procure
and maintain such license or permit and submit
it for Landlord's inspection and shall at all
times comply with the terms of any such license
or permit.
Canvassing and Canvassing, soliciting and peddling in the
i--\ �-,,
Soliciting: Building is prohibited a rLd e-n a ri t shall
cooperate with Bud- e
ment t.o prevent
e(-p
r
Deliveries: All deliveries must be made during normal
business hours. Prior approval must be
obtained from Landlord for any deliveries that
must be received after normal business hours.
62
EXHIBIT "F-5"
•
Vending Machines:
Noise:
Tenant shall not maintain or operate, nor
permit any other party to maintain or operate
any vending machines for the sale of food,
beverages, or other sundry items on the
premises without the prior written consent of
Landlord.
Tenant shall not disturb the occupants of
the building by the use of any musical or sound
producing instrument, making unseemly noises,
or by interference in any way.
Business machines and mechanical equipment
belonging to any Tenant which cause noise
and /or vibration that may be transmitted to the
structure of the building or to any leased
space so as to be objectionable to Landlord or
any other Tenants in the buildin.g,rsl:all be
placed and maintained l*-' h`'T nant... t'such
C�-s t�1 Tenant's expeng" -e, iy e gs. 'f cork, rubber,
l
s- pring;�� +',typ'e5 noise and /or vibration
l�YAdr 40rs sufficient to eliminate vibration
and /or not -se.
Name Change: Landlord shall have the right, exercisable
EXHIBIT "F -6"
63
0 without notice and without liability to any
•
tenant, to change the name street and address
of the building.
Security: Building: The Landlord specifically
reserves the right to refuse admittance to the
Building. after 7:00 p.m. daily, Saturday,
Sunday or on- legal holidays to any person or
persons who cannot furnish satisfactory
identification or to any person or persons who
for any other reason should be denied access to
the premises. Landlord will use its best
efforts to control access to the premises.
Landlord shall not be liable to Tenant for
losses due to theft or burglary.`,.•r\fo''Omages
done by unauthorized•pe•rson•g�"Q \.-t� e Premises.
Locks{: - `- Laridl ord will furnish Tenant,
�� -free ,oV--c`bi�rge two (2) keys for each corridor
�ti,';•, •�'� do-ar entering the Leased Premises, additional
keys to be furnished at a reasonable charge by
Landlord on an order signed by Tenant or
Tenant's authorized representatives. All such
keys shall remain the property of Landlord. No
64
EXHIBIT "E` -7"
U
additional locks shall be allowed on any door
rS
of the Leased Premises without Landlord's
permission, and Tenant shall not mike or permit
to be made any duplicate keys, except those
furnished by Landlord. Upon termination of
this Lease, Tenant shall surrender to Landlord
all keys to the Leased Premises and give to
Landlord the explanation of the combination of
all locks for safes, safe cabinets and vault
doors, if any, in the Leased Premises.
Locking of Doors: All doors leading from
public corridors to the Leased premises are to
be kept closed when not in use, and-- ,lOc\ked
during the night, or when ,�fie0 'Slrae�, xs
unoccupied.
Unattended Tenant,its "a'ge'nts, servants and employees
Premises: shal'T, `before leaving the Leased Premises
�.. unattended shut off all lights.
Entry Doors: Stairwells, corridors and entry doors must
remain closed at all times to comply with fire
and safety ordinances. These doors must not be
65
EXHIBIT "F -8"
•
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blocked open or the locking devices altered or
tampered with in any way which would violate
these ordinances or interfere with the security
of the Building. Before and after normal
business hours, on weekends and on holidays all
doors granting access to the Building must be
locked.
Tenant and Guest Tenants, employees or agents, or anyone
Registration: else who desires to enter the Building
after normal business hours, may be required to
sign in upon entry and sign out upon leaving,
{-\
giving the location during such p 5vn s stay
and such person's time o�f� rr1 -vaT and
departure.
Custodial Housekeeping -�ee -an space that is
Services: visible fr nN iu &1•zc\areas must be kept neat and
clean. \ \ \-0-4vator lobbies are to be kept
R� clean. The disposal of trash or
ai�age of materials in these areas is
rohibited. Each tenant shall cooperate with
Building employees in keeping the premises
neat and clean and operating efficiently.
..
EXHIBIT "F -9"
[--,I
Debris: Nothing shall be thrown out of
the doors of the Building or down the stairways
or other passages by Tenant.
Janitorial: Tenant shall not employ any
person or persons other than the janitor of the
Landlord for the purpose of cleaning or taking
charge of-the Leased Premises, without the
written consent of the Landlord, it being
understood and agreed that the Landlord shall
be in no way responsible to any Tenant for any
loss of property from the Leased premises,
however occurring or for any damage done to the
furniture by the janitor ar`",any of his
employees, or by any othe'j�\ erso or persons
whomsoever. Any pers.on,',ar'per's�ons employed by
the Tenant, with"." he,\written consent of the
Landlordd,,:: ".mus.;t b to and under the
cont,rol'::anc�jdirection of the janitor of the
�-: B i l;dPriq� The janitor of the Building may at
times keep a pass key, and he and other agents
of the Landlord shall at all times be allowed
admittance to said Leased Premises. Landlord's
janitors shall not be hindered by Tenant while
67
EXHIBIT #F -10"
•
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performing their duties.
Trash Disposal: Trash disposal services are provided by
the Landlord's contractor. Trash receptacles
are located in the parking garage for the
convenience of the tenants. Littering, dumping
of refuse and cleaning of automobiles and
automobile ash trays-on-the grounds or in the
parking garage is strictly prohibited.
In the event Tenant must dispose of
crates, boxes, etc., which will not fit into
office waste paper baskets, it will be the
responsibility of Tenant to dispose of same.
In no event will Tenant set sixith`,'- items, , in the
public hallways or other (ax.ea` '— f`t -he Building
or garage for dis ,l
Carpet Damage: Tenant1`11�'•�ie:;= 'responsible for, any damage
t, carpeting- and flooring as a result of rust
\":o•r"- corrosion of file cabinets, planters, roller
chairs and metal objects, spilled beverages and
stains.
Communications: Should a Tenant require background music,
M
EXHIBIT "F -11"
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telegraphic, telephonic, annunciator or any
other communication service, Landlord will
direct the electricians and installers where
and how the wires are to be introduced and
placed and none shall be introduced or placed
except as Landlord.shall direct.
Light and Air The doors, skylights and windows that
Passageways: reflect or admit light and air into the
corridors and passageways, or to any place in
said Building shall not be covered or
obstructed by Tenant.
Elevator Service: The Landlord shall not be liable-- •fo'r any
damages from stoppage of,. -- �6- 1''evat`o'r -,s> for
necessary or desirable repairs.. or-, improvements ,
or delays of any s-ort 'cr, 'du`raetion in connection
with the el'ev.ator' \s-ervice. The elevators may
be dl e hand sized packages. No
or freight shall be handled except by
\ &evious arrangement. Advance notice of
arriving or departing shipments will enable the
Building Management to give better assistance.
.•
EXHIBIT "F -12"
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Plumbing Fixtures: Plumbing fixtures and appliances shall be
used only for the purposes for which
constructed, and no sweepings, ruabish, rags or
other unsuitable material shall be thrown
or placed therein. The cost of repairing any
stoppage or damage resulting to any such
fixtures or appliances from misuse on the part
of a Tenant or such Tenant's officers, agents,
servants and employees shall be paid by such
Tenant.
Energy Energy costs represent a significant
Conservation: percentage of the Buildings' expenses. All
tenants are to curtail unnecessary use of
electricity to help reduce these costs.
Thermostat Tenant shall not tamper wit ' "or- attempt to
Setting: adjust temperature �trol thermostats in
Leased Premise. Landlord shall adjust
thermostats "as required to maintain the
Bui,lciing standard temperature. Landlord
('�,'r-equires- that all window blinds remain down.
Extra Utility In the event Tenant desires utility or air
EXHIBIT "F -13"
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usage: conditioning service at other than normal
operating hours the request must be made at the
Building Manager's Office. This service will
be made available at the then prevailing rate
established on an hourly basis plus a fee to
adjust the controls each time the controls must
be reset. All requests for overtime air
conditioning or heating must be submitted in
writing to the Building Manager's Office by
2:00 p.m. two business days prior for weekday
requests and by 2:00 p.m. Thursday for weekend
requests.
Animals: No birds, animals or reptiles, or any r
other creatures, shall be broug_h n1to\ar, _kept
in or about the buildiag-1\,eReept','.f'br- seeing -
eye -dogs .
Plants: ant's \. %arei.,provided by the Landlord in the
�L bb-y and Corridors of the Building. These
plants are not to be watered, trimmed or
tampered with by any unauthorized personnel.
Bicycles: Tenant shall not bring any bicycle,
71
EXHIBIT "E' -14"
•
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motorbike, motor scooter, or similar vehicle
into the Building.
Display Cases: No showcase or any other fixture or
objects whatsoever shall be placed in front of
the Building or in the lobby, corridor, or
other public areas within the Building or the
grounds contiguous therewith by Tenant without
written consent of the Landlord.
Hazardous and Tenants shall not use or keep in the
Flammable building any hazardous, toxic, explosive or
Materials: flammable fluid or substance, or any
illuminating material, unless it is,-,battery
powered, UL approved.
, J
Lost and Found: The Landlord, through th:�B1ri, -Yding Manager
will o cts of value found in the
r�Bui��idi�_r , r on its premises, and will notify
h e 'Tenants by bulletins of such objects, which
may be claimed, upon proper identification.
Lost objects may be reported to the Building
Manager.
72
EXHIBIT "F -15"
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Notices: Tenant shall give notice to the building
Manager's office within twenty -four (24) hours
in ease of accidents in the Leased Premises or
in the Building or of defects therein or in any
fixtures or equipment, or of any known
emergency in the Building.
Evacuation: Landlord has the right to evacuate the
building of Tenants or Tenants property in
event of emergency or catastrophe.
Landlord reserves the right to rescind any of these Rules and
Regulations and make such other and further Rules and Regulations
as in the judgement of Landlord shall from time to,:t-Ime be needed
for the safety, protection, care and cleanlines` ,. of > U"uilding,
the operation thereof, the preservation of, 'goOd,-` ''Z� r therein, and
the protection and comfort of its Tenarit's; .;`fir agents, employees
:. ,,.. � •., Jam,
and invitee, which rules when, ,made notice thereof given to a
tenant shall be binding upon \htim like manner as if originally
herein prescribed. In I"\..e of any conflict, inconsistency, or
other differenc11",b'etweew the terms and provisions of these Rules
and Regulat S� �a\svnow or hereafter in effect and the terms and
provisions of ny lease now or hereafter in effect between Landlord
and any tenant in the Building, Landlord shall have the right to
EXHIBIT "F -16"
73
•
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rely on the term or provision in either such lease or such Rules
and Regulations which is most restrictive on such-Tenant and most
favorable to Landlord.
74
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EXHIBIT "F -17"
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EXHIBIT "F -17"
•
EXHIBIT "G"
PAYMENT SCHEDULE
TO Lease dated February 1, 1996 BETWEEN LOOP 610 WEST, LTD.,
( "Landlord ") and * ** HARRIS COUNTY ORGANIZED CRIME AND NARCOTICS
TASK FORCE ( "Tenant ").
1. Payment of Base Rental, in the amount of $48,009.90 for
Square Footage, as shown under OFFICE LEASE BASIC LEASE
INFORMATION and Exhibits "A ", "B ", and "C" for the Three
(3) Month Term of February 1, 1996 through April 30, 1996,
is due and payable in Landlord's office on 2/1/96.
2. Payment of Rental for Seventy--Three (73) Parking Spaces,
in the amount of $13,140.00, for the Three (3) Month Term
of February 1, 1996 through April 30, 1996, is due and
payable in Landlord's office on 2/1/96.
3. LEASE OPTION (if exercised) and depending ;ariTthe'�
Option Exercised the Payment of 671'R4 �ntal/ for Square
Footage, as shown under OF \,GE LEASE BASIC LEASE
INFORMATION and Exhibit`; , and C would be;
a. $16,003�`.3,0.,f_o N�Tfiirty (30) Days
ell
b. ,2 ob,6 \.6'Q'_for Sixty (60) Days
c.\'\ 4 \,-009.90 for Ninety (90) Days
* ** AUTHORIZED BY THE CITY OF BAYTOWN EXHIBIT "G -1"
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due and payable in Landlord's office on the 1st
day of the option period for the entire amount of
the option period.
4. LEASE OPTION (if exercised) and depending on the Option
exercised the Payment of Base.Rental for Seventy-Three
(73) Parking Spaces would be;
a. $4,380.00 for Thirty (30) Days
b. $8,760.00 for Sixty (60) Days
C. $13,140.00 for Ninety (90) Days
and is due and payable in Landlord's office on the 1st
day of the Option Period for the entire amount of the
Option Period.
76
EXHIBIT "G-2"
® EXHIBIT "H"
•
LEASE OPTION
TO Lease Agreement dated February 1, 1996 between LOOP 610 WEST,
LTD., as Landlord and * ** HARRIS COUNTY ORGANIZED CRIME AND
NARCOTICS TASK FORCE, as Tenant.
OPTION PERIOD
It is expressly understood, stipulated, and agreed to, by
Tenant and Landlord, that the Tenant will have the following Option
Periods to Lease the Spaces referenced in Exhibits "A ", "B ", and
"C ". The Option Period must be exercised at least THIRTY (30) days
prior to the expiration of this Lease in writing to Landlord ar
this Option Period will become null and void, and this Lease will
terminate according to its own Terms and Conditions.
OPTION PERIOD #1: May 1, 1996 through May 31, 19 6.
OPTION PERIOD #2: May 1, 1996 through Jun
OPTION PERIOD #3: May 1, 1996 throu, �3v Li 996.
Payment will be as agree tq�i �the�- x`hibit "G #3 and #4.
D�
* ** AUTHORIZED Y THE CITY OF BAYTOWN
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