HomeMy WebLinkAboutResolution - 042276Q - Agreement - Guerdon Industries & Chupik Co - LBK Industrial Park Addition - 04_22_1976� KJ/nh
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the MAYOR of the CITY OF LUBBOCK, BE and is hereby
authorized and directed to execute an Agreement between the CITY OF
LUBBOCK, GUERDON INDUSTRIES, INC, and CHUPIK CORPORATION
consenting to the sub -lease of Lot 7, Lubbock Industrial Park Addition,
attached herewith which shall be spread upon the Minutes of the Council
and as spread upon the Minutes of this Council shall constitute and ;be a
part of this Resolution as if fully copied herein in detail.
Passed -by the City Council this_day of _Bpri } , 1976
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/IJAM
ROY BA S, MAYOR
ATTEST:
Treva Phillips, City Sr etary-Treasurer
APPROVED AS TO FORM:
Fred O. Senter, Jr., ttorney
•
THE STATE OF TEXAS, )
SUBLEASE AGREEMENT
COUNTY OF LUBBOCK. )
This Sublease Agreement made and entered into by and between
GUERDON INDUSTRIES, INC., hereinafter called Sub -Lessor, and
CHUPIK CORPORATION, a Texas corporation, hereinafter called Sub -
Lessee;
W I T N E S S E T H
I.
That LUBBOCK INDUSTRIAL FOUNDATION, INC., and GUERDON INDUS-
TRIES, INC., have heretofore entered into a Lease Contract under
date of October 24, 1968, for the lease and rent to Sub -Lessor of
a tract of land designated as Lot Seven (7), Lubbock Industrial
Park Addition to the City of Lubbock, Lubbock County, Texas, de-'
scribed by metes and bounds as follows, to -wit:
BEGINNING at a point which bears 923.7 feet east
and 398.5 feet south of the northwest corner of
the SE/4 of Section 5, Block A, Lubbock County,
Texas;
THENCE N. 220 57' E. 830 feet;
•THENCE S. 670 03' E. 630 feet;
THENCE S. 220 57' W. 487 feet to a point of curva-
ture;
THENCE southwesterly along a curve to the right
with a radius of-1249.23 feet, tangent lengths of
110.82 feet, delta angle of 10° 08' 10", a chord
distance of 220.77 feet to a point of tangency;
THENCE S. 330 05' 10" W. 200 feet to a point in
the north right-of-way line of Loop 289;
THENCE northwesterly along the north right-of-way
line of Loop 289, a chord distance of 580 feet to
the place of beginning.
That, by letter dated November 19, 1968, addressed to GUER-
DON INDUSTRIES, INC., Lubbock, Texas, Attention: Mr. Carrol Cobb,
signed by Geo. W. McCleskey, certain stipulations were added to
said Lease Contract, which stipulations were approved by Sub
Lessor;
That LUBBOCK INDUSTRIAL FOUNDATION, INC., and Sub -Lessor
entered into an Amendment to Lease Contract under date of July
31, 1969, whereby certain Amendments were made to the original
October 24, 1968, Lease Contract;
That a copy of the Lease Contract under date of October 24,
1968, is attached hereto as "Exhibit A"; that a copy of the let-
ter dated November 19, 1968, from Geo. W. McCleskey, and approved
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by Carroll Cobb, for GUERDON INDUSTRIES, INC., is attached here-
to as "Exhibit B," and that a copy of the Amendment to Lease
Agreement dated July 31, 1969, is attached hereto as "Exhibit C."
II.
That it is the desire of the undersigned to enter into this
Sublease Agreement as hereinafter set out. Each of the parties
hereto acknowledges the receipt of Ten and No/100 Dollars ($10.00)
and other good and valuable consideration which is adequate for
the agreements contained in this Sublease Agreement.
III.
It is mutually agreed by the parties hereto that Sub -Lessor
does by these presents, lease and demise unto the said CHUPIK
CORPORATION, Sub -Lessee, the hereinabove described property for
the primary term of three (3) years, beginning the first day of
May, 1976,.and terminating the 30th day of April, 1979. Sub -
Lessee shall pay Sub -Lessor therefor the sum of $2,750.00 per
month the first twelve (12) months of this -sub -lease period;
$2,887.50 the second twelve (12) months of the sub -lease period;
and $3,031.88 per month the final twelve (12) months of the ori-
.ginal primary term of this Sublease Agreement, the first monthly
payment due and payable.on or before the'first day of May, 1976,
and a rental payment due on or before the first day of each month
during the continued term of the lease. All payments are to be
made at Lubbock, Lubbock County, Texas.
IV.
(A) Sub -Lessee shall have an option to extend this lease
for a period of three (3) years, upon terms identical to this
Sublease Agreement, except that the rental to Sub -Lessor shall
be calculated and paid at the rate of $3,183.47 per month. Such
option may be exercised by the Sub -Lessee in writing not less than
sixty (60) days nor more than one -hundred eighty (180) days before
the end of this lease period.
(B) Sub -Lessee is also given the option to extend this lease
under its terms at the end of the above mentioned three (3) year
additional term, for a second additional two (2) years at a monthly
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rental to Sub -Lessor of $3,342.64 per month, such Option to be
exercised by Sub -Lessee in writing not less than sixty (60) days
nor more than one -hundred eighty (180) days before the first
extension ends.
V.
It is mutually agreed by the parties hereto that Sub -Lessee,
while not in default under this Sublease Agreement and any exten-
sions hereof, shall be given the privilege and option of purchas-
ing the leased property at the end of each lease year remaining
under this Sublease Agreement and any extensions hereof by payment
of the purchase price as is set out as follows, to -wit:
4-30-77
End
of
First Year
$394,000.00
4-30-78
End
of
Second Year
$386,000.00
4-30-79
End
of
Third Year
$378,000.00
4-30-80
End
of
Fourth Year
$368,000.00
4-30-81
End
of
Fifth Year
$358,000.00
4-30-82
End
of
Sixth Year
$349,000.00
4-30-83
End
of
Seventh Year
$349,000.00
4-30-84
End
of
Eighth Year
$349,000.00
Such option shall be exercised by the Sub -Lessee or its assigns
or Sub -Lessees only in the event Sub -Lessee, its assigns or sub-
lessees, give written notice to Sub -Lessor not less than sixty
(60) days nor more than one -hundred eighty (180) days before the
end of the year in which the purchase is contemplated. If option
is exercised, Sub -Lessor will deliver to Sub -Lessee a general
warranty deed sufficient to convey good and marketable title to
Sub -Lessee free and clear of all leases, liens, and encumbrances.
Sub -Lessor warrants and represents that LUBBOCK INDUSTRIAL FOUN-
DATION, INC., has acquired title to the leased land and now owns
fee simple title thereto, subject to this lease and the other
instruments referred to herein (a copy of the deed to LUBBOCK
INDUSTRIAL FOUNDATION, INC., being attached hereto and marked
"Exhibit E"), but that its title is subject to those easements
and restrictions contained in the Lease and Sales Option Contract
entered into by and between THE CITY OF LUBBOCK, Texas, and the
LUBBOCK INDUSTRIAL FOUNDATION, INC., dated the 13th day of June,
1968, a copy of which said Lease and Sales Option Contract is
attached hereto and marked "Exhibit D," and as further set forth
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and clarified by Exhibit F attached hereto, and that Sub -Lessor's
deed to Sub -Lessee and title policy shall also be subject to such
easements and restrictions, as so further set forth and clarified
by said Exhibit F.
Sub -Lessor will simultaneously discharge, pay, and obtain
releases of:
(1) Any and all liens and encumbrances including, but not
limited to, the indebtedness due to Lubbock National
Bank evidenced by a note dated April 26, 1971, secured
by a. Deed of Trust recorded in Vol. 527, Page 253, Deed
of Trust Records of Lubbock County, Texas.
(2) All ad valorem taxes owing as of the date of closing
which are not the obligation of Sub -Lessee hereunder.
(3) The option purchase price to Lubbock Industrial Founda-
tion, Inc., as set out in the Lease Agreement attached
hereto as "Exhibit A."
On receipt of evidences of such payments, and of the.deed
by Sub -Lessee and title binder for the title policy referred to
below, Sub -Lessee shall pay in cash the purchase price as set
forth above.
Upon exercise of the option, no further rental payments shall
accrue under this Sublease after the end of the year in which same
is exercised, even though the transaction is not actually closed
until the following year. This provision in no way alters the
duty of Sub -Lessor to pay rental payments under the lease contract
of October 24, 1968.
VI.
Sub -Lessee agrees hereby to be bound by all the terms and
conditions of said Lease Contract dated October 24, 1968, the
letter dated November 19, 1968, and the Amendment to Lease Agree-
ment dated July 31, 1969, all of which are attached hereto, and
to perform all the terms and conditions imposed on Sub -Lessor by
those instruments so far as such terms and conditions are not
altered by this Sublease Agreement; provided, however, that Sub -
Lessor will pay all lease payments when due and before delinquent
to the order of the Prime Lessor named therein and that, if there
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should be any conditions or obligations imposed upon the Lessee
under the prime lease which are not undertaken by Sub -Lessee in
this Sublease, Sub -Lessor will perform the same, and will indemnify
and hold harmless Sub -Lessee from any such payments, obligations,
and conditions, and will promptly notify S b-Lessee of any de-
fault alleged against Sub -Lessor or Sub -Le see by the Prime
Lessor.
VII.
Sub -Lessee hereby agrees that at all times during the contin-
uance of this Sublease, whether during the primary term or any
further term under or extension of this Sublease fully to pay all
taxes and assessments which may be levied upon or assessed against
the demised premises, or any part of the same, and, in addition
thereto, Sub -Lessee agrees at its expense to carry and maintain in
force with an insurer or insurers licensed to do business in Texas,
a policy or policies of insurance in the iount either of its re-
placement value or 80% of its insurable value (as Sub -Lessee shall,
elect) against fire and extended coverage on the leased premises,
naming CHUPIK CORPORATION as the insured and GUERDON INDUSTRIES,.
INC., LUBBOCK INDUSTRIAL FOUNDATION, INC., and LUBBOCK NATIONAL
BANK as additional insureds, but such insurance will be deemed to
satisfy any insurance requirements of the rime lease. Addition-
ally, Sub -Lessee agrees to pay all water, electricity, sewer, gar-
bage, and like utility charges imposed upon the demised premises.
VIII.
(A) Sub -Lessee agrees to keep and maintain the demised pre-
mises in as good a state of repair as received, and upon the ex-
piration or termination of this Sublease Agreement and any exten-
sions hereof, to return said property to Sub -Lessor in such condition,
usual wear and tear excepted, and at its own expense to make such
alterations, additions, and improvements as it may desire, so long
as such alterations do notrenderthe demised premises unfit for
industrial purposes and provided further that Sub -Lessee may not,
without the prior written consent of the Sub -Lessor, make any
alterations which may lessen the value of the demised premises,
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nor may it demolish or relocate any building or other structure.
As between Sub -Lessor and Sub -Lessee, Sub -Lessee is specifically
not required to repair or replace an, asphalt driveways, side-
walks, curbs, pavings, or gutters, nor fences surrounding or con-
nected with or to the demised premises, nor shall Sub -Lessee be
responsible for repair or replacement of the building insulation
or electrical or mechanical systems, including but not limited to
the pipes, hearing system, air conditioning system, plumbing system,
or fixtures contained therein as of the date of this Sublease
Agreement (beyond normal maintenance requirements); provided, how-
ever, that nothing contained in this sentence shall be deemed to
release or alter any obligation Sub -Lessor may owe to its prime
lessor to do any of such things by reason of its prime lease; and
Sub -Lessor agrees to perform any such items required of it under
its prime lease and to indemnify and hold harmless Sub -Lessee
should Sub -Lessee be required by the prime lessor to do so in
order to avoid or correct a default in the prime lease.
(B) In the event of damage to or destruction of the leased
property by fire or other casualty, the leased property shall be
promptly restored as nearly as possible to its condition prior to
such damage or destruction, using the insurance proceeds referred
to above therefor; provided, however, that in the event the pro-
ceeds shall not be sufficient therefor and in the event Sub -Lessee
does not desire to make up the difference, the Sub -Lessee retains
the right to cancel this Agreement and any unearned rental shall
be refunded to Sub -Lessee, but Sub -Lessor and the other named in-
sureds shall receive the insurance proceeds. Otherwise, all in-
surance proceeds received by any party hereunder pursuant to the
provisions of this contract shall be held in trust and applied to
the payment of such restoration, as such restoration progresses.
Rents shall be abated during the time of such restoration as
to the portion of such premises rendered unfit for the use to
which Sub -Lessee is putting the premises, but upon restoration
shall again accrue in the manner set forth herein, subject to
appropriate repayment or credit for the abated period.
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"Restoration" includes reconstruction, rebuilding, and repair..
IX
Without limiting the foregoing, Sub -Lessor covenants and
warrants that all building mechanical systems, including but note
limited to, heating, plumbing, electrical, sprinkler, and overhead
door systems, be in good and proper working order, and if same are
shown to be not as warranted, Sub -Lessor shall at its own cost and
expense, repair or replace the same, it being the responsibility
of the Sub -Lessee to notify.Sub-Lessor of any deficiencies within
sixty (60) days after the date of execution of this Sublease Agree-
ment.
X.
Sub -Lessor agrees to indemnify and hold and keep Sub -Lessee
free and harmless from all claims, demands, liabilities, and causes
of action of any kind whatever arising in or resulting from the
willful or negligent act or omission of Sub -Lessor, its agents,
employees, or invitees, in connection with Sub -Lessor's use and
occupancy of the demised premises or its operation of business
thereon prior to May 1, 1976, involving the death of or injury to
any person or the damage to or destruction of the property of"any
party.
Sub -Lessee agrees to carry property and bodily injury liabi-
lity insurance of at least $100,000.00 per person and $300,000.00
per accident during the term of this Sublease Agreement and any
extensions hereof, such policy or policies of insurance to be
carried with an insurer or insurers licensed to do business in
Texas and approved by Sub -Lessor, and such insurance shall show
Sub -Lessor as an additional insured if requested by Sub -Lessor.
XI.
Upon the execution of this Agreement, Sub -Lessor agrees to
provide a title insurance policy on the above described premises
at its sole cost and expense, which title insurance policy shall
guarantee the leasehold rights conveyed by Sub -Lessor to Sub -
Lessee, in the amount of $400,000.00. Sub -Lessor expressly war-
rants and represents its right to make and enter into this Sub-
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lease, and its right to grant the options set forth herein, and
that its prime lease from LUBBOCK INDUSTRIAL FOUNDATION, INC.,
as lessor, is not in default and is still in full force and ef-
fect, and further warrants and represents that its former agree-
ment dated November 10, 1972, with Castle Industries, Inc., is
no longer of any force or effect, and that Castle Industries, Inc.,
has no interest in the property and that title policies referred
to express and reflect results and accuracies of the foregoing
warranties and representations and that Sub -Lessor will furnish
proof of such facts satisfactory to Sub -Lessee's counsel promptly
after the execution of this Sublease.
Sub -Lessor further expressly warrants and represents that
it will take all steps necessary to acquire title to the property
at Sub -Lessor's own expense at or prior to any exercise of any
option to purchase by Sub -Lessee to the end that it may convey
good and marketable title thereto to Sub -Lessee if Sub -Lessee
exercises its purchase option. Should Sub -Lessee exercise such
option to purchase under Paragraph V of this Sublease Agreement,
then and in that event, Sub -Lessor will cause a title insurance
policy to be issued to Sub -Lessee showing Sub -Lessee as owner and
guaranteeing good and marketable title in and to Sub -Lessee in
the amount of the purchase price, but Sub -Lessee shall reimburse
Sub -Lessor for the cost of such title insurance policy showing
Sub -Lessee as owner (but not for the cost of the earlier policy).
XII.
The Sub -Lessee may assign this lease and the option contained
herein, or either of them, or sublet all or any part of the pre-
mises, without the Sub -Lessor's consent, and consent is hereby
given thereto; but notwithstanding any such assignment or sub-
letting, the Sub -Lessee shall remain primarily liable for payment
of the rent herein provided and for the performance of all the
other terms of this Agreement required to be performed by Sub -
Lessee. Sub -Lessee, though, may not assign this lease and the
option contained herein, or either of them, or sublet the pre-
mises without the express written consent of LUBBOCK INDUSTRIAL
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F
FOUNDATION, INC., Lessor under the lease contract under date of
October 24, 1968, which consent shall not be unreasonable withheld.
XIII.
All notices herein required shall be sent by Certified Mail,
Return Receipt Requested, and Sub -Lessor hereby advises Sub -Lessee
that such -notices reugired to be sent to Sub -Lessor shall be sent
to:
Guerdon Industries, Inc.
P. O. Box 1259
Louisville, Kentucky 40201
Attention: Mr. E. P. VonSchamburg
Sub -Lessee hereby advises Sub -Lessor that any and all notices re-
quired to be sent to Sub -Lessee shall be sent to:
Chupik Corporation
P. 0. Box 489
Temple, Texas 76501
Attention: Mr. Harry Cole.
XIV.
The parties hereto represent and warrant that there has been
no real estate broker or agent involved in this transaction other
than M. Neal Pipkin, of Malcolm Garrett Realtors of Lubbock, Texas.
It is agreed by Sub -Lessor that Malcolm Garrett Realtors is enti-
tled to receive, at the time of the payment of each monthly rental
payment by Sub -Lessee to Sub -Lessor under this Sublease and any
optional extensions hereof, a real estate commission in the amount
of 5% of the monthly rental payment, which will be paid by Sub -
Lessor.
Should Sub -Lessee exercise its option to purchase, then and
in such event, Malcolm Garrett Realtors shall be entitled to re-
ceive from Sub -Lessor an additional real estate commission in the
amount of 5% of the purchase price. All amounts payable hereunder
are payable in Lubbock County, Texas.
In no event shall Sub -Lessee owe any commission.
XV.
Notwithstanding any other provisions hereof, this Sublease
Agreement shall not take effect unless the Lubbock Industrial
Foundation, Inc., Lubbock National Bank, Trustee, and Sub -Lessor
-9-
and Sub -Lessee also sign the instrument prepared for their res-
pective signatures attached hereto, and unless the Lubbock
Industrial Foundation, and the City of Lubbock also F-ign
an Agreement, copy of which is attached hereto as Exhibit F and
made a part hereof.
In TESTIMONY WHEREOF, these presents have been executed by
the duly authorized officers of each party on this the /7 day
of , 1976.
ATTEST:
v
GUERDON INDUSTRIES, INC.
Sub -Lessor
By: -
CHUPIK CORPORATION
Sub -Lessee
By:
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Without approving or consenting to any other Sub -Lessee or
assignments, LUBBOCK INDUSTRIAL FOUNDATION,INC. ("Foundation"),
the Lessor under the Lease Contract under date of October 24,
1968, and LUBBOCK NATIONAL BANK, Trustee ("Bank"), hereby approve
and consent to the Sublease as hereinabove set out by and between
GUERDON INDUSTRIES, INC. ("Guerdon"), and CHUPIK CORPORATION
("Chupik"), and hereby give their consent that Guerdon may sublet
the therein described premises in accordance with the terms and
conditions of the Sublease Agreement, without in any way releas-
ing Guerdon from any of its obligations under the lease contract
dated October 24, 1968.
'In addition to this acceptance, Foundation and Bank agree
that, where conflict exists between the Lease Contract by and
between Foundation and Guerdon under date of October 24, 1968, the
letter dated November 19, 1968, a copy of which is attached hereto
as Exhibit B, and the Amendment to Lease Contract dated July 31,
1969, a copy of which is attached hereto as Exhibit C, and the
options to purchase contained in,this Sublease Agreement between
Guerdon and Chupik, so long as Chupik is not in default in its
obligations under this Sublease Agreement, only the terms and
conditions of Chupik's option to purchase in its Sublease Agree-
ment shall control and Foundation and Bank shall in every way
cooperate with the parties to this Sublease so that the purposes
of Chupik's option to purchase under the Sublease Agreement and
any exercise of such option thereunder and in the manner specified
therein, can be fulfilled.
Foundation and Bank, by approving and executing this Agree-
ment, hereby each and both agree that, should Guerdon, Sub -Lessor
herein, default either in the payment of rent or in any of the
covenants or conditions expressed in the Lease Contract dated
October 24, 1968, or in the letter of November 19, 1968, from Geo.
W. McCleskey, to Guerdon, and approved by Mr. Carroll Cobb, or the
Amendment to Lease Agreement dated July 31, 1969, or should there
be any default in the Deed of Trust wherein Foundation is grantor
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and E. W. Finnell is Trustee, under date of April 26, 1971, and
recorded in Vol. 527, Page.253, Deed of Trust Records of Lubbock
County, Texas, then Bank shall promptly notify Chupik, Sub -Lessee
herein, in writing,- of such default and Chupik shall be entitled
to.rely thereon and shall thereupon make all its payments hereunder
(whether leasehold, option, or both) direct to the order of "Lub-
bock Industrial Foundation, Inc., and Lubbock National Bank, Trus-
tee, jointly, as their interests may appear," and shall be fully
protected in doing so, and the payment of such payments and per-
formance by Chupik of its other obligations under such.Sublease
shall keep such Sublease in effect according to its terms.. Bank's
only interest in such transaction is as lienholder to secure its
lien for the unpaid balance on a note in the original principal
amount of $353,020.23, executed by Foundation to Bank, described
in such deed of trust, and secures and will secure no other indebt-
edness now or hereafter owed Bank by Foundation, Guerdon, or any
other party. Upon receipt of written notice of default in payment
thereof, Chupik shall have thirty (30) days from such receipt to
bring such note to current status, and shall have the right (but
not the obligation) to keep up the payments thereon, or to pay off
such note, in order to protect itself, and to offset any sums then
or thereafter owed by it to Guerdon by the amount of such payments,
and to recover from Guerdon any excess of payments made by it over
and above the amounts Chupik might owe Guerdon, and Guerdon agrees
to indemnify and hold harmless Chupik from any loss by reason of
any such payments or default.
The word "sublease" above refers to the Agreement between
Guerdon Industries, Inc., and Chupik Corporation and includes all
options referred to therein.
Signed this day of , 1976.
LUBBOCK INDUSTRIAL FOUNDATION, INC.
ATTEST:
l
By.
LUBB CK NATIONAL BANK, Trustee
ATTEST:
By
T1'Lf{- Q•PFICe Y
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i
JSTTEST:
ATTEST:
:
AGREED TO:
GUERDON IN STRIES, INC.
By:
AGREED TO:
CHUPIK CORPORATION
By:
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The State of-94, )
County of )
Before the undersign d authority on th�*-s day personally
appeared �•�.,Vo"/ J,1iABM�yeq, the (�'� f'�efialey%
of GUERDON INDUSTRIES, INC., kn wn to me to be the person whose
name is subscribed to the foregoing instrument, and acknowledged
to me that he executed the same for the purposes and consideration
therein expressed, in the capacity therein stated, and as the act
and deed of said corporation.
enPr my hand and seal of offi on this the day
v , 1976.
NNYarf Public ZN VG
The State of Texas,
County of `Rp if
Beforee, the undersigned authority, on this day personally
appeared Ij�kJQyne_ e h c p; AC , the 2rc s r"den f"
of CHUPIK CORPORATION, knowft to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that
he executed the same for the purposes and consideration therein
expressed, in the capacity therein stated, and as the act and deed
of said corporation.
G'v_n under my hand and seal of office -on this the %' day
of 1976.
Notary Public in a_ nd'for
'Be�! J County, Texas
The State of Texas,
County of Lubbock.
Before me, the ndersigned authority on this day personally
appeared 4pIDAU ' x4p _b , the_10
for LUBBOCK-INDUSTRIALrFOUNDATION, INC., known to me to be the per-
son whose name is subscribed to the foregoing instrument, and ac-
)Cnowledged to me that he executed the same for the purposes and
consideration therein expressed, in the capacity therein stated,
and the act and deed of said corporation.
G' en under my hand and seal of office on this the day
. 1976.
ZAst.,
NoPublic in and fo
Lubbock County, Texas
The State of Texas,
County of Lubbock.
Before me, the undersignd a thority, o�nn this day personally
appeared Walter Taylor,.th� Q'a� Qf LUBBOCK NATIONAL
BANK, known to me to be the person whose n is subscribed to the
foregoing instrument, and acknowledged to me that he executed the
same for the purposes and consideration therein expressed, in the
capacity therein stated, and as the act and deed of said corporation.
Given.under my hand and seal of office on this the day
Of 1976.
PeA J�ci 7�`i rn
Notary Public ih and for
Lubbock County, Texas
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THE'STATE OF TEXAS X
COUNTY OF LUBBOCK X
LEASE CONTRACT
THIS CONTRACT made and executed at Lubbock, Lubbock
County, Texas, on this the 24thday of October ,1968,
by and between LUBBOCK INDUSTRIAL FOUNDATION, INC., a Texas
non-profit corporation, hereinafter referred to as "OWNER"
and-GUERDON INDUSTRIES, INC., a Deleware business corporation
(with a permit to do business in Texas), hereinafter referred
to as "LESSEE";
W I T N E S S E T H:
Owner leases and lets to Lessee, who hereby accepts,
for a term of fifteen (15) years beginning the first day of
April, 1969, or such earlier date as may herein be provided,
and subject to the terms and conditions hereinafter set out,
the following described lands situated in Lubbock County, Texas,
together with the buildings and improvements to be erected
thereon, to -wit:
A tract of land designated as Lot 7 LUBBOCK
INDUSTRIAL PARK ADDITION to the city of Lubbock,
Lubbock County, Texas, described by metes and
bounds as follows:
BEGINNING at a point which bears 923.7 feet east
and 398.5'feet south of the northwest corner of
the'SE/4 of Section 5, Block A, Lubbock County,
' Texas;
THENCE N22057'E, 830 feet;
THENCE S67003'E, 630 feet;
THENCE.S220571W, 487 feet to a point of curvature;
THENCE southwesterly along.a curve to the right
with a radius of 1249.23 feet, tangent lengths of
110.82 feet, delta angle of 10008'10", a chord
distance of 220.77 feet to a point of tangency;
THENCE S330o5110"W 200 feet to a point in the
north right-of-way line of Loop 289;
THENCE northwesterly along the north right-of-way
line of Loop 289, a chord distance of 580 feet to
the place of beginning.
I.
CONDITION OF PROPERTY
This lease is made by the Owner and accepted by the Lessee
expressly subject to all terms, conditions, and restrictions contained
"EXHIBIT A"'
in that certain lease and sales option'contract entered into by
and between the City of Lubbock, Texas, and the Lubbock Industrial
Foundation, Inc., dated the 13th day of June, 1968. A copy of said
Tease and sales option contract is attacxied hereto and marked Exhibit
II.
USE OF PROPERTY
The use of the leased property shall be limited to the
manufacture of mobile and prefabricated homes or any other indus-
trial type business which is in compliance with Federal, State and
City laws, .regulations, and ordinances. No part of the leased pro-
perty shall be used for unlawful purposes.
CONSTRUCTION OF IMPROVEMENTS
Lessee shall, at its expense, and under Owner's super -
.vision, erect on the above -described premises certain improvements
including a building of general type structure, all at a cost not -
to exceed Three Hundred Four Thousand Dollars ($304,000.00) and
Lessee shall pay the sewer and water pro rata charge. Such improv
ments shall be built according to the final plans and specifications
to be approved by the -Owner and Lessee by signing a copy of such
plans and specifications. Such plans and specifications shall in-
clude any paving, curbs, sidewalks, and gutters, which are deemed
necessary. Any changes of such final plans and specifications and
drawings must be'approved by both parties before becoming effective.
Supervision by owner in the construction of said improvements is an
accomodation only and, therefore, Owner shall have no liability by
reason of such accommodation.
Within thirty (30) days from the execution of this con-
tract and the signing of the plans and specifications hereinabove
called for, Lessee shall cause such construction work to be ini-
tiated. Lessee shall pursue such construction work with due dili-
gence and shall complete same and have same ready for occupancy
,EXHIBIT Ate.
on or before the 1st day of April ,1969, or as soon
thereafter as is reasonably possible.
Upon the completion of the construction nE the improve-
ments and full payment therefor by Lessee, and the acceptance of
such structure by Owner and Lessee, Owner shall reimburse Lessee
the full costs previously paid by Lessee.for the construction of
said improvements, the utility pro rata charges, and the paving,
curbs, sidewalks, and gutters,'and any other costs, but in no
event shall the total of such.payment and.advance payments by Owner to
Lessee or others, exceed Three Hundred Four Thousand Dollars
($304,000.00).; nor shall Owner be obligated to so reimburse Lessee
until all claims for such construction and the sewer and water
pro rata charges have been fully satisfied by Lessee and written
proof thereof has been furnished Owner.
Construction and interim financing shall be the respon-
sibility and expense of Lessee, but if requested by Lessee and
the party furnishing interim financing to Lessee, Owner agrees to
execute and deliver a Deed of Trust upon the land.covered by this
lease as security for such costs advanced by the'party furnishing,
interim financing, but not for the benefit of any other party.
IV.
REPAIR AND MAINTENANCE
The Lessee shall, at its own expense, make all necess-
ary repairs and replacements to the leased property including but
not limited to the pipes, heating system, air-conditioning system,
plumbing system, window glass, fixtures, and all other appliances
and appurtenances belonging thereto, all equipment used in con-
nection with the leased property, and.the sidewalks, curbs, pav-
ings, gutters, and any other such items adjoining or appurtenant
to the leased property. Such repairs and replacements, interior
and exterior, ordinary as well as extraordinary, structural, as
well as non-structural, shall be made promptly, as and when
-3-
"EXHIBIT All
necessary, and said property and improvements shall be returned
to Owner at the termination hereof in as good condition as at
time of original occupancy by Lessee, ordinary.wear and tear
alone excepted. All repairs and replacements shall be in quality
and class at least equal to the original work. On default of the
Lessee in making such repairs and.replacements, the Owner may, but
shall not be required to, make such repairs and replacements for
the Lessee's account, and the expense thereof shall constitute
and.be collectible as additional rent, the same being due and
payable as of the date of regular monthly rental payments by
Lessee.
V.
RENTAL
Lessee agrees to pay Owner as rent for the leased
premises over the entire term of said fifteen year lease a total
consideration of Five Hundred Fifteen Thousand Two Hundred Thirty-
two Dollars ($515,232.00), payable in equal monthly installments
of Two Thousand Eight Hundred Sixty-two and 40/100 Dollars
($2,862".40) each. In the event that the construction price and
payment by Owner to Lessee therefor, a8 provided for in Section
III, is less than $304,000.00; then the total rent consideration
provided in this paragraph and the monthly installments shall be
reduced proportionately.
The first such rent installment is to be due and payable
on or before April 1, 1969, or such earlier date upon which the
building to be constructed is accepted by Owner and Lessee and
the payment by Owner to Lessee for the cost of construction as
provided for above in Paragraph III.. If there be such an earlier
date than April 1, 1969, then the term of this lease shall begin
at that earlier date. After the due date of the first installment
of -rent, a like installment shall be due and payable on or before
the same day of each succeeding month.
-4-
VI.
TAXES
The Lessee, in addition to the fixed rent provided for
'herein, shall Lay all taxes and assessments upon and in connection
with the use of the leased property, and upon the buildings and
improvements thereon, for -each year during the lease term. All
taxes assessed prior to but payable in whole or in installments
after the effective date of the lease term, and all taxes assessed
.during the term but payable in whole or in installments after the
lease term, shall be adjusted and prorated, so that the Owner
shall pay its -pro rata share for the period prior to and for the
,period subsequent to the lease term and the. Lessee shall pay its
pro rata share for each such year wherein the lease is effective
for only a portion of such year.
VII.
INSURANCE
The Lessee shall keep the leased property insured through-
out the term of this lease against the following:
(1) Loss or damage by fire and the other such risks
as may be included in the broadest form of extended
coverage insurance from time -to -time available in
amounts sufficient to prevent the Lessee or the
Owner from becoming a co-insuror in the terms
of the applicable policies, and in any event, in
an amount not less than eighty per cent (80%) of
the then full insurable value.
(2) Claims for personal injury or property damage,
under a policy of general public liability insur-
ance, with such limits as may reasonably be re-
quested by the Owner from time -to -time, but not
less than $100,000.00 in respect to bodily injury
and $25,000.00 for property damage.
Owner shall be named as insured and beneficiary, to
the full extent of its interest in said property and to the extent
-5-
1 „y ZIf1IHX3
of its liability in connection with any claims. written proof
of the effectiveness and existence of.such policy and advance pay-
ment of annual premiums shall be timely furnished to Owner.,
FIRE AND OTHER CASUALTY LOSSES
In the event of damages to or destruction of the leased
property by fire or other casualty, the leased property shall be
promptly restored as nearly as possible to its condition prior to
such damage or destruction. All insurance proceeds received by
Owner and/or Lessee pursuant to the provisions of this -contract
shall be held in trust and applied to the payment of such restor-
ation, as such restoration progresses.
IX.
RIGHTS TO ASSIGN AND SUB -LEASE.
The Lessee shall not assign, mortgage or encumber this.
lease,'nor sub -let nor permit the leased property or any part
thereof to be used by.others, without the, prior written consent
of the Owner in each instance. In the event that such written
consent is granted by the Owner it is understood that the Lessee
shall remain primarily liable for the payment of the rent herein
reserved and for the performance of all the other terms of this
lease required to be performed by the Lessee.
X.
LESSEE'S OPTION TO PURCHASE OR EXTEND
(A) The Lessee is hereby given the option to purchase
the leased property at the end of the fifteen year primary term
hereof, at a price of Fifteen Thousand Dollars ($15,000.00), con-
ditioned, of course, that the Lessee is not then in default here-
under. Such option shall be exercised by the Lessee only in the
event Lessee gives written notice to the Owner not less than 180
days, nor more than 360 days before the end of the fifteen year
primary term hereof. If the option is exercised, the Owner and
the Lessee will, within the 180 days immediately prior to the end
"EXHIBIT A"
-b
of -fifteen year primary term hereof, execute and deliver a
formal contract of sale which will provide that the sale will be
all cash and that twenty-five per cent k=%) of the amount of
such cash payment shall be paid upon the execution and delivery
of the.contract. The balance of the cash payment shall be made
at the consumation of the said contract, which shall take place
at or within thirty (30) days immediately preceding the end of
the fifteen (15). year primary term hereof. The contract shall
provide, among other things, that the Lessee shall take title.
.,subject to those items as are contained in Exhibit "A"_attached
hereto.
(B) In the.alternative, the.Lessee shall have an op-
tion to extend .this lease, for a period of five (5) years, upon
terms identical to this contract except that the rental to
Owner shall be calculated and paid at the rate of Two Hundred
Fifty Dollars ($250.00) per month. Such option may be exercised
by the Lessee in writing not less than 180 days nor more than
360 days before the end of this lease period. Should the Lessee
choose to extend the lease for. this five (5) year period, then
at the end of this five (5) year extension period the Lessee
shall have the option to..purchaase the leased premises under the
same terms and conditions as are contained in Paragraph (A) of
this section except that such purchase price shall be One Hundred
Dollars ($100.00). The purchase shall be accomplished at the end
of this five (5) year additional term by the same procedure as
that set forth in the immediately preceding Paragraph (A) with
.the therein language reading "the five (5) year- additional term
instead of "fifteen (15) year primary term".
(C) Lessee is also given the option to extend this
lease under its terms at the end of the above -mentioned five (5)
year additional term, for a•second additional five (5) years at
a monthly rental to Owner of One hundred Dollars ($100.00) per
month. At the end of the second five (5) year additional term,
The Lessee shall again have the option to purchase the leased
premises under the same terms and conditions as outlined in the
immediately preceding Paragraph (B).,
-7- ;"EXHIBIT A"
. � a
XI.
LESSEE TO INDEMNIFY
In addition to the maintenance of the aforementioned
insurance policies as set out in paragraph VII, Lessee agrees to
indemnify and hold the Owner harmless from all claims for damages
or injuries.occurring upon the leased premises during the terms of
this lease,.or at any time after the Lessee takes possession.of
said premises, or is in possession thereof.
XII.
DEFAULT
In the event of default on the part of the Lessee of any
of the covenants contained in this agreement or in the event of
bankruptcy,.receivership, or assignment for the benefit of creditors,
the Owner may enforce the performance hereof in any mode provided
by law, and may declare this lease and all agreements contained
herein forfeited at its discretion, and Owner; its agents and
attorneys shall have the right, without further notice or demand
to and remove all persons or property therefrom without
being guilty of any manner of trespass,without prejudice for
arrears of rent or breach of covenant.
IN TESTIMONY.WHEREOF these presents are executed by
the duly authorized officers of each party this24th day of October
1968.
ATTEST:
Secretary
ATTEST:
7�i4-??Xy. Vice President - Finance
LUBBOCK INDUSTRIAL FOUNDATION, INC.
By:
OWNER
r'
i �• '
GUERDON INDUSTRIES, INC.
y:
LESSEE
-8-
' i
"EXHIBIT A"
THE STATE OF MICI-iIGAN )
BEFORE ME, thie undersigned authority,
COUNTY OF WAYNL )
in and for said County, -Michigan, on this clay 'personally appeared '11iomas P. Meyers
known to me to be the person and officer whose name is subscribed to the foregoing
instrument and acknowledged to me that the same was the act of the said Guerdon
Industries, Inc. a corporation, and that he executed the same as the act of such
corporation for the purposes and consideration therehn expressed, and in the capacity
therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, This 24t1i
day of October A.D. 1968.
Notary Public,/Wayne County, Michigan
THE STATE OF TEXAS )
BEFORE ME, the undersigned authority,
COUNTY OF LUBBOCK )
in and for said County, Texas, on this day personally appeared
known to me to be the person and officer whose name is subscribed to the foregoing
instrument and a corporation, and that lie executed the
same as the act of such corporation for the purposes and consideration therein expressed,.
and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, This
day of A.D. 1968.
Notary Public, Lubbock County, Texas
"EXHIBIT All
D .1.NELaON
O EO. w. HeCL[SMC•
N.R OLD ..NARRIOER
CLARENCE P. DRAZILL.JP•
OON OR.0
R, RC* AYCOCK
JOHNHY R.P ILLIPS
TEO DY L.HARTLEY
INELSON, I'1CGLESIN EY 11ARRIGIM
19oo cRE4r PLAn15 6LIILOING.
I.U1%130CH,TB.XAS 7U401
Guerdon Industries, Inc.
Lubbock, Texas
November 19, 1968
ATTENTION: Mr.'Carroll Cobb
Gentlemen:
ARr^ CODE 806
PHONE PO 5-a312
Reference is made to a Lease Contract dated October 24, 1968, wha rein
Lubbock Industrial Foundation, Inc. has signed as the "Owner," and .
Guerdon Industries, Inc, has caused the Lease to be executed as "Lesscw,"
and which Lease pertains to Lot 7, Lubbock Industrial Park Addition to
the City of Lubbock, Lubbock County, Texas, said instrument being set
forth in paragraphs I thru XVI, on pages numbered l thru 8.
Lubbock Industrial Foundation has executed the said Lease Contract
after the execution thereof by Guerdon Industries, Inc. Lubbock In-
dustrial Foundation, Inc. has authorized.the delivery of the executed
contract upon agreement by Guerdon Industries, Inc, with the followin,
stipulations:
(1) This property has been acquired by Lubbock Industrial Foundation,
Inc, subsequent to January 1, 1968; the beginning date for the fifteen
(15) year term of the Lease is April 1, 1969; Guerdon Industries, Inc.
11%, the tones of- the Lease Contract, is obli,ated to rav ,all ad va:are=
taxes on the property during the•term of the Lease, and by approval ;
this letter, Guerdon Industries, Inc. additionally agrees to pay all
ad valorem taxes on said property which may be assessed against Lubbock
Industrial Foundation, Inc, prior to the beginning date of said Lease
Contract.
(2) In paragraph VII, sub -paragraph (2), the language should b,
amended so as to provide for $100,000.00/$300,000.00 liability coverage
on bodily injury and, therefore, said paragraph is amended to read as
follows:
' EXHIBIT "B'r
i
Guerdon Industries, Inc.
November 19, 1968
Page -2-
"(2) Claims for personal injury or property damage,
under a police of general public liability insur-
ance, with such limits as may reasonably be re-
que.sted by the Owner from time -to -time, but not
less than $100,000.00/$300,000.00 in respect to
bodily injury and $25,000.00 for property damage."
(3) Both the Lessor and Lessee recognize and agree that it is
intended that the payment to Lessee by Lessor for improvements as
contemplated in paragraph III is to be made on or about April 1,
.1969; but, if the same is made prior thereto, then in addition to
all other considerations provided in said Lease Contract, the Lessee,
Guerdon Industries, Inc., shall pay Lessor, Lubbock Industrial
Foundation, Inc., interest upon the amount so prepaid at -the rate of
7-1/2% per annum, and 'the interest shall be due and payable on April
1, 1969.
Although you have orally approved the matters set out herein, both
parties have agreed to a written memorandum thereof, and if this letter
properly states our additional agreement, then please sign and return
two copies hereof with your written approval thereon -- all without
any amendment or alteration of the original Lease Contract, save and
except only as the contents of this letter may be construed as an
addendum thereto.
GWMc:mc
APPROVED:
GUERDO USTRIES, INC.•
Very truly yours,
NELSON, McCLESKEY & HARRIGER
Geo. W. McCleskey
`EXNIBI
THE STATE OF TEXAS X
AMENDMCNT TO LEASE AGREEI•IEDTr
COUNTY OF LUBBOCK
WIIEREA5, by agreement dated the 24t1i day of October,
1968, LUBBOCK INDUSTRIAL FOUNDATION, INC. as "Owner", leased to
GUERDON INDUSTRIES, INC, as "Lessen", a tract of land designated
as Lot Seven (7), Lubbock Industrial Park Addition to the City of
Lubbock, Lubbock County, Texas, described by motes and bounds as
follows, to -wit:. -..
BEGINNING at a point which bears 923.7 feet east
and 398.5 feet south of the northwest corner of
the SE/4 of Section 5, Block A, Lubbock County,
Texas;
THENCE'N22°57'E, 830 Feet;
THENCE S67003 % 630 feet;
THENCE S22057 % '487 feet to a point of curvature;
THENCE -southwesterly along a curve to the right with
a radius of 1249.23 feet, tangent lengths of 110.82
feet, delta angle of 10008'10", a chord distance of
220.77 feet to a point of tangency;
THENCE S33005'10"W, 200 feet to a point in the north
right-of-way line of Loop 289;
THENCE northiaesterly along; the north right-of-way
line of Loop 289, a chord distance of 580 feet to
the place of beginning.
WHEREAS, pursuant to Paragraph III "Construction of
Improvements," Lessee has erected on the leased premises certain
improvements including` a building of general type structure,
together with paving for parking purposes, curbs, sidewalks,
gutters, and other items which were deemed necessary by Lessee,
and the Lessee has been in.full control of the construction of
all such improvements and horeby represents and warrants to Owner
that such improvements have been constructed and completed in good
and workmanlike m nnor, all in full compliance with all plans and
specifications as were set forth by Lessee and as required by
Lessee; and
LAW OFFICES
NELSON, MCCLESKEY & HARRIGER
2900 GREAT PLAINS BUILDING, .
LUOOOCK, TEXAS.79S03 j
- .! "EXHIBIT C" r
WrIEREAS, Lessee represents to Owner that: all improvements
are now completed and that same have been accepted by Lessee, and
that Lessee agrees that, at its own expense, it will enforce all
warranties or guaranties arisinig in connection with.the improvements
and acceptance thereby by Lessee and/or Omer; and
WHEREAS, Lessee represents and x-rarrants to Omer that
every and all costs of improvements have been paid by Lessee and
that there are no outstanding claims in any contractor, sub-
contractor, materialman, laborer, or other entities, the total
cost of all improvements being here warranted by Lessee to be
$380,000.00; and
WHEREAS, pursuant to Paragraph III "Construction of
Improvements," as contained in said October 24, 1968 agreement,
Owner has paid to Lessee all funds finally owing by OVrner to Lessee
r
under the terms of the October 24, 1968 agreement and the facts
as they developed, said funds being as follows:
(1) $304,000.00,as described in said Paragraph III
of the original lease, and
(2) $76,000.00, which is expressly stipulated to be
money paid over and above that contemplated in the
October 24, 1968 agreement;
,:- for a';total payment of $380,000.00, the receipt and sufficiency
of which is acknowledged by Lessee; and
WHEREAS, Owner and the Lessee agree that, without
excluding any other .items provided for in the October 24, 1968
agreement, the rent for the leased premises shall be as follows;
(1) The base rent payment over the entire term of
the fifteen (15) year lease shall total $515,232.00,
payable in equal monthly installments of $2,862.40,
this being the same rent provided in Paragraph V
of the October 24, 1968 agreement, and
LAW OFFICES
NELSON, McCLESKEY & HARRIGER
1900 GREAT PLAINS BUILDING -2
LUBBOCK, TEXAS 79401
•. "EXHIBIT. "C"
(2) Additional rental in the total. amount of
$130,780.80, payable over fifteen (15) years
in equal monthly installments of $726.56.
All rent payments shall be due and payable monthly in advance on
the first-day of each month, beginning May 1, 1969.
NOW, THEREFOM, for valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, Owner and Lessee
do agree and contract as follows, to -wits
(1) Lxcept as herein specifically altered; the October
24, 1968 Agreement is in all things ratified and
confirmed..
(2) Both parties acknowledge that the October 24, 1968
Agreement has been performed satisfactorily up to
this point, and that said Agreement is in full
force and effect in every respect.
-
(3) The beginning date of said lease shall be and is
May 1, 1969, which is the beginning date for the
original primary term of fifteen (15) years pro-
vided in said October 24, 1968 Agreement,
(4) In addition to the specific monthly rental payments
provided for in the October 24, 1968 Agreement,
Lessee shall pay to Owner as additional rent over
and above all rent provided for in said October 24,
1968 Agreement, an additional total amount of
$130,780.80, payable over fifteen (15) years in
equal monthly installments of $726.56 each.
.'-All rental payments shall be due and payable monthly
in advance on the first day of each month, beginning
May 1, 1969.
(5) Lessee represents, warrants and agrees:
(a) That Lessee, at its own expense, will enforce
all warranties or guaranties arising in connection
with the improvements and acceptance thereof by
Lessee and/or Owner.
(b) All costs of improve me- ntr have been paid by
Lessee and there are no unpaid claims therefor.
(c) Vie total cost of all improvements is
$380,000.00.
LAW OFFICES
NELSON. McCLESKEY & HARRIGER
1900 GRCAT PLAINS BUILDING _ -3—
��'}�r'•-'� . LUBBOCK. TEXAS 79401 .F
11);XHIBIT C
(d) Ir_asae has received fron, Owner the sum of
,.. $330, 000. 00.
EXECUTED this the C day of �•.� � , _ _, 1969.
ATTEST: LUBBOCK INDUSTRIAL FOUNDATION, INC.
By (� • �,C.��l L� i Get t �' ' `-
'Socrr,L•ary
OWNER
ATTEST: GUERDON INDUSTRIES, INC.
'i5ecretary
LESSEE
THE STATE OF TEXAS X
COUNTY OF LUBI3OCK X
BEFORE 11E, the undersigned authority, in and for said
.County, Texas, on thia day personally appeared
known to me to be tha person and officer whose
nrauil± is subscribed to the foregoing instrtmn-nt and acknowledged to
me that the sane was the act of the said Lubbock. Industrial.
Foundation, Inc. , a corporation, and that tie executed the same as
F the act of such corporation for the purposes and consideration
therein expressed, and Isi the capacity therein stated.
r 1
GIVEN UNDER�,,MY HAND AND SEAT. OF OI7FIC1;,- Tliis the
day of �/r��A.D. 1969.
Notary Public in and for Lubbock
County, Texas
THE STATE OF
COUNTY OF
..I.• - BEFORE ME, • the undersignod authority, in and for said
County and State, on this day personally appeared
known to me to bo the person and officer whose
::r& •' name in subscribed to the foregoing ins trurWnt and acknowledged to
me that the same %mB the act: of the r.iid Guardori Industries, Inc.,
a corporation, and tlint he executed the came Lis t-hc act of such
corporation for the purposes and consideration therein e.xpresaed,
and in the capacity therein stated.
LIVEN UND;R MY HAND AND .`EAI. OF OFFICE, This the 1 �
day of 4(,A.D. 1969.
LAW OFFICES
410tary Public In and for
NELSON, McCLESKEY & HARRIGER County,
1900 GREAT PLAINS BUILDING w4�
Luoeocr, TEY,AS 79401 • _ . - .
:� ^"EXHIBIT C"
GUARANTLE i:[STRACT &- TITLE COMP;;NY
LUPBOCK, TEXAS
INSTRUKLNT: Lo•iio Ar;roc:nFn.t
DATED: Soo B-alow
FILED: 8<<1�14Gc`1
RECORDED: VOL. 1-176 PAGE 557
Lubbock Tnduatr al Foundedon D icd RECORDS, LUBBOCK COUNTY
a Lo 1,I) k• i.: tEXAS . 4,
THE. STATE ' -OF TEXAS
LEASE AND SALES OPTION .CONTKACT
COUIJTY.•OF ',LutsBOCK, :) .
THIS; CONTRACT is made' and entered into by aild between'
the City of. Lubbock, a -Municipal Corporation; acting hereln pur
suant to an appropriate resolution of the City Coueicil of the'
-City of _Lubbock, ,Texas, hereinaftceir bat'led %KTner", and Lubbock
Industrial Foundatign, a Texas non-profit corporation, with its
principal place of business at Lubbock, Texas, hereinafter called
"Lessee";
W I 'I' N E. S S 1: •I' 11:
Ot�nier leases and lets to Lessee, who harehy ac;,cq44-s,
for a term of fifty. (50) years,begUlning July 1, 1968, and
suhJect to the terms and conditions hereinafter S'eL out, the
following 'lands situated in Lubbock County, Texas, tO=wiL•:
Tract'One; A]I of that portion of Section 41, Mock A, Lubbock
County, T(sxas, which portion lies North of t.hve Pan-
hnndle and Santa Fe Railroad right-of-way, -save and
except it 4 acre tract: alit of Lhe SuuChwest. corner
thereof (41.8 feet G-W by 421 feel- N-S), Said •t acre
tract being more frilly described in a conveyance to
V. A. .Johnston dated November 16,:1965, and recorded
in Vol. 1062, ►'ago 151, of the Deed.Rerords of •
Lubbt-)cl: County, Texas, Said Tract One being alL of: ,
the land owned by the City of Lubbock in Section 41.
r
Tract Two: All of that portion ol_ Sertlin 5, Itloc•k A, Lobhock
Camity, Texas, which portion lien North of H;e
handle and. Santa 'Fe Railroad r ij;i,t-ol:-way mid Fast
of is tract" or. land heretofore conveyed by the City
of Lubbacac to Liitcm Industries, said tract bcrc.to-
fore conveyed to Litton lndu:;tric>s being more, ful iy
described in an ins'Lraiient dated March 24, 1964, and
recorded Ln Vol., 991, rage. 103; 91' tha: Deed Records
of Lubbock County, Texas,
Trawl- Three: All of that porti.rm of Section 5, Block A, Lubbock
County, Texas, whi.ch portion lies South of the 11:111-
hanciLe and Santa lie Rai.Lroad right-of-way and North
or l.aaop 289 right. -of -way and East of tract of land
fie retofore. conveyed by the: City of Lubbock to the
State of Texas; said trac.t.herctofore conveyed to the
State of Texas being more fully described in an instru=
ment 'dgt.ed July 27, 1961, and recorded in. Vol. '856,
! Page 31,'of'the Deed Records of Lubbock County, Texas..
Saaid Ttacts'Two and 'Three being all. of the land owned.
I the: City of Lubbock in Section 5.
SAW; AND EXCEPT. al1 ;minerals and: underground -water.
For and in consideration -of this lease and the rights
. herein. grant;.ed'lo thr' Lessee, the Lessce agrees 'to pay the Owncr,
.a t Lubbock, Tcxns,.' n .yearly rent: in am amount equal. to whichever
La :larger of the followi.iig calculations
The sum.of $1,000.00; or.
(2) '•An amount, equal, to.ali the ngriculturgl Lrlcome
received by Lessee in Lac lcaec year cndlnl: as of
the_ due dale ,for each succazedLil; instal l.mrnt:
The consideration and rental to. be paid.herrundee shall.
bd:dUe ,and'payable•in annual instatIments, the first such i11m;tn11-
toent7 due and payable on, the l.st day of Jcil.y, :1.969, and the like •�
installment on or before the 1.st clay 0.11j:ul.y.of each succevdiri,r
1
yenr thereafter. In the .event Lhat 'the 1i11rchnse opticm herein
' greinted is exercised i1i whole or in palrt, Lhen the. annual; yearly
tellt'here P>�Vlded shall be reduced as of the date of'the excrcice
t of nuch'optiolt In .1n amount which bem s tiie same percentage to thF�
Cant yea111y rent originally provided !herein as the number of, oveti-p
. ,
''•� nf. Innd upon which the option to purchase is exercised benra Lm `
. the .total number of acres originally covered by this lenne,
filirtuld therm at any time be any default in the poyamir
of the rent,litre provided for, and shouldisaid defailt.continue ••
:.for a poriod of nixty (60) days after written notice tljereaf- ir4-
7 .:.6iven to -the heascee; then .it.'shall be law.ful for the 'Qwn .r to
c
Neelaie thin contract .cancelled and yteminated .as tq the landilor
-which the purchase option 'has .nor then been exercised, and tore=
enter said premises and remove all. persons therefrom without pre-
Jydice•to any legal. remedies which m'ay be used for the collection
1 of rent. It is expressly understood. aild.agreed that this .telmina-
Lion provision shall have no effect un any land, or the title
thereto; UPT1n which the option to purchase: has bcea exercised prior
to- the effective date of terminatiol,.
' IV.
At the expiration of this lease, the Lessee agrees to
release all of its rights in so much of Lhe property as is covered
by. this. lease which at that time Itas not been purchased by the
Lessee or those holding wider Lessee.
V .
a7
agricultural purpusrs wt.thuut pV.rwis>iUn from Chm er.
V1.
The Lessee moy plat, subdivide, -develop, and improve
snid property or any part thereof for industrial purposes and
related business uses, and may subject all or any part of the pro -
perry to valid liens.
This Lease and option ro buy is subject to the right of
ingress and.egress of the City of Lubbock to operate, maintain,
and/or recgnstruct. any portion or all of its water'suppl,r facilitie's
(i►lcluding.but not limited to electric supply lines) in and upon
that. portion oflsaid laid identified in Paragraph X (G) (1),
The City expo sBly having reserved the rights herein
above mentioned relative to"ingress and egress in the operation,
maintenance, and reconstruction of its water sul+pl-I facilities,
Lessee agrees that during the period of this lease, it expressly
releases, disclaims, and shall have no claims of tiny kind by
virtue of ..such non -negligent appropriate acts of the City during
the period of the lease upon those portions of said land that
are subjected herein to such rights of ingress and egress. Any
ouch rights of ingress and egress reservvO by Lite City shall he
and are hereby expressly limited to those right's of ingress and
egress as they are more fully described herein below In Paragraph
X (L) (1)• .
The premises are iEased and ieL• for agriculL'ural par-
poses, and whatever U.S. Agricul�ure Pupartment allotments accru-
ing to 0is land arc assigned Lo the land and shall be aval.labie
to the lessee, provident,. l►owevcr, Lhat i► she —cut the. Lessee
:exercises irs option to (►urchase any or :ll or said land and such
i
'land ceases to be used for +igriculturall purpose;;, the City shall be
entitled to retain such allotme►tts for �assi.gnment to any part of
its -land which may be.subject to agric►ltural uses.
•It is expressly understood aZ agreed that any U.S.
Agriculture DepartnicnL payments which are made for any purpose
or reason pertaining; to land herein leased and are received by.the
city shall be credited .upon the rent herein provided,
IX.
In the •event the Lubbock Industrial Foundation, or its
assigds or successors, should be dissolved and terminated as a
community oriented non-profit entity dedicated to•the goal of
promoting indusLry for the benefit of the City of Lubbock, then
any *ild all portions of the said land which previously have not
been purchased under this agreement shall revert automatically to
the CiYy,.
X.
U. i5. expressly understood and hereby stipulated
that this lease agree-nnent with the option to purchase as herein_
after set forth is and has been entered into for the primary pur-
pose of inducing the location of manufacturing, industrial, and
business establishments. Further, such undertaking is part of
the cohsideratibn for this agreement; and further, in considera-
tion of the -obligation here undertaken by the Lessee and the sum
of One Hundred Dollars ($100.00) to Owner in hand paid by the
Lessee, the receipt +md sufficiency of which is hereby acknowledged
and confessed, the Owner agrees, binds, and obligates itself, its
successors and assigns., to give said lessee, and does hereby give
said Lessee, the option to purchase the herein described property
'or any part thereof, This option 'to purchase by Lessee, is exercis-
able by the giving to the Owner notice ii, writing addressed to the
Mayor of the City of Lubbock of the exetf ise of the option to
purchase hereunder. Lessee is given till tight to exercise its
option in part upon one or more occasion eat the election of Lessee
_ and upon the exercise of such oltion, this contract shall become
binding upon both parties, as a contract of sale, upon the follow-
1ng terms and conditions:
i
(A) Owner agrees to sell and convey and the Lessee
agrees to buy, upon the terns and conditions herein
stated, the lands hereinabov.e described or that part-
or portion set out in thp'notice of exercise of the
f. option, but excepting therefrom the present water wells
and well sites_which.shall be in tracts of forty feet
j. by forty feet •(40 ' x 40 ') , whet sv.ch well. sites are
located adjacent to a public right-of-way or case-
ment, but when such well sites tre located at the
end of a line and are not adjac!nt to a public right
of -way or easement, then such trets shall.be sixty
feet by sixty feet (601 x 60'), ifhe dimensions pro-
vided for in this Paragraph (A) shall run Gast - West
and North —.South unless Otherwise mutually agreed to
�:Iuc a �_ •.:z rs...,yr.- �.. ..z!'Gr„'7�z�n".'mrx�
in
writing by L►le parties
her
I
U.
(B)
The consideration of
the
. ale is Pour ►luadred
Ninety -Dive Dollars ($495.00) ►jer acre, to be j,aid
by the Lessee to. the Owner in '••ash or such consideration
to be paid upon suph other te.i;ns as the parties hereto
may mutual agree. The cons]. ration iur the sale of
the entirejtract may be calcul tgd from the Owner's
survey now existing or from a 'u� ey hereinafter to be
made. The Lessee is privilege ,' at its expense, to
cause a survey to be made of L. e premises, showinl, the
. 1
exact acreage covered by the cintract herein.'
(C) Upon exercise of the opt In by lessee, Owner binds
itself to convey by Special 1� raiit}y Deed, such land as .
lI
may be described in the writib n �ifying Owner of
exercise of Lessee's option.
(D) Upon any tract of land hick s purchased by Lessee,
pursuant to the purchase op:4n grunted herein, and
. I
which is subsequently sold 6r lea-sed by Lessee, Lessee
shall provide in the contract of sale or lease with and
in any deed to any subsequent lessbr and/or purchaser
for the conS.truction of a building or facility thereon
within a reasonable time, such time and the ade.cluncy of
the ,building or facility to'be determined by the Lessee
(Lubbock Industrial Foundation). If such b114Iding or
facility is not substantially constructed within the
alloted time, then the title to the tract of land in
question may be recovered by the Lessee. Such restric-
tion shall also provide that should any subsequent lessee
and/or purchaser acquire land hereunder, any portion of
which is thereafter offered for sale by the lessee/
purchaser, such offer shall constitute a declaration
that such land is in excess of the lessee/purchaser's
needs; thereupon such lessee/ purchaser shall reconvey
that portion of land determined to be excess to the
Lessee at the same price such lessee/purchaser paid the
Lessee initially. This restriction upon sale by Lessee
shall be to the end of avoiding :peculation on resale
by'any subsequent lessee/purchaser.
(E) The conveyance shall be subject to the following.
expressed reservations to be made and set forth in the
conveyance:
(1) The City shall reserve the right of ingress
and egress to operate, maintain, and/or reconstruct
any portion or all of its water supply facilities,
including, but not limited to the electric supply
lines along the easemenLs located as herein provided.
Said easem�nLs shall be perpetual and shall be 60
feet in width, being 30 feet on each side of the
center of the presently existing underground water
,i ;3x.^v . ;Yuin ��'::$1:7.F?.� h. K� : h :'�t1T^q�^.ii'T"v'►T[(flr'Iiy• .. .v ., ,. .�
t.ltu iluuJ LW1111,i6 Lu w,,l LLum Late vx1SLItI6 wilLCl"
wells on said property. Provided. Oat' in Lhe
future platting; of the land here under contract,
to x1le extent that is practicable to do -so,
public streets and alleys shall be laid out so
as to be situated in an area common to the ease-
ments provided in this paragraph; but, the LL-Ssee,
and those holding, under Lessee, shall be the sole
judge* as to the practicability of doing; so. In no
event shall there. be more than one 60 foot wide
easement Co any one ,rater well site. Within ninety
(90) days from the date of the final execut-ion of
this agreement, Gamer shall furnish -to. Lessee a
plat showing; .the location upon Lhe ground of all
of the easements provided in this paragraph, and
thereafter no easehicnL shall exist in favor of Owner
unless the same is shown on ::aid plat.
(2) .'Owner shall reserve unto itself hi fee simple
all of the underground water, oil, gas, and other
minerals in and under and LhnL may be produced from
1 said land. Oil, gas and mineral operations, includ-
ing but not limited to exploration for, production,
transporaLion, storage, and marketing thereof, shall
be conduaCed in such a manner and .nt such locations
•I so as to avoid unreasonable interference with the
1per.ation and/or development, of: the use of said j
property .for .fndust:vi.al purposes':
M
iyrC 'e, r�,.l s�« � N ��t ^-. rr� r' r�✓��4ri:�v ?.'�7. ::..r r r.: '�T � ir• r .... :•r�'.'^^a S",ISi^"N9S'r..'iT"•'te-r;'�lf1AR,7�TTAss3n'*i"�1' � ,
(3) 'file 0%4ner anti( ipates Chat there may be a
necessity to use: a paft or parcels of the land in-
cluded in this agreement for public municipal
purposes and Owner shall within sixty (60) days
after the submission of a plat by Lessee, sub-
mit to Lessee proposed locations and dimensions
for such parcels, after which Owner and Lessee
shall agree in writing as to such locations and
dimensions. In the form of a restricted covenant
running with the land, Lessee shall require any
future Industrial purchaser to refrain from any
activity upon said land which would result in pol-
lution of the underground water,
(4) In addition to the other easements hereinabove
described, Owner reserves an aviation easement at
a height hereinafter specified, over all the land
and shall include, but not be limited to, the
waiver of any and all d,aiiigles caused by noise,
vibration, dust, smoke, f mes, or other damages
arising out of or by virtue C,f the .flight within
I
the air, easement of aircriaft landing and taking
`off from the Lubbock Municipal Airport as presently
existing or as may be hereafter expanded, by whom-
soever 'owned and operated in, through and across
the air easement above the lands herein conveyed, �}
;and/or horizontally adjacent to said air easement,
It is anticipated that-ftture facilities of Lite
Lubbock Municipal Airport, including certain run-
ways, must be located adjacent to the land described
herein. Therefore, maximum height for construction
of improvcmients upon such land is limited to fifty'
5Q) feet above the .ground level until such time.
as the Federal Aviation Agency shall establish re
Sulations and/or standards for such land or a por-
tion thereof.,. Upon the establishment of such
regulations and/or standards they will control the
height for construction of i.mprovemants, but re-
strictions sha]i. not extend.cl.-)aer to the ground.
than fifty feet (50.').' The purchaser shall refrain
from any use of this land which would result in
electronic interference with aircraft navigation or
communications and from any maintenance of external
lighting which might interfere with flights to or
from the Lubbock Municipal Airport.
(5) Upon any tractof land which Is purchased by
Lessee, pursuant to the purchase option granted
herein, and which is subsequently sold or leased
by Lessee, 'Lessee shall provide in the coutritet of
sale or lease with and in any deed to any subsequent
lessor and/or.purchaser for the construction of a
building or facility thereon. wi thin a reasonable
time, such time and the adequacy of the building or
facility to be detenuined by the Lessee (Lubbock
x. i
•�������.-.'*.^f;..., :,<...,�...,.,... ,•u.�, , .,. .�^rterax":+i n,,.,;.,i�*s•nr��r^rr��rr��+ra.•e�•„�,+�-.�•.r�-�.x ,
i
Industrial Foundation). If such building or facility
is not substantially constructed within the alloted
time then the title thereto for the tract of land in
question may be recovered by the Lessee. Such
r�strlction shall also provide that should any sub-
sequent lessee and/or purchaser acquire land here-
under, any portion of which is thereafter offered for ••
sale by the purchaser, such offer shall constitute
a declaration that such land is -excess for the pur-
chaser's use; thereupon such lessee/purchaser shall
reconvey that portion of land determined to be excess
to the Lessee at the same price that such lessee/
purchaser paid the Lessee initially. This restric-
tion upon sale by Lessee shall be to the end of
Avoiding speculation, on resale by any subsequent
lessee/purchaser,
(6) Lessee and any future lessee/purchaser shall
be required to abide by all regulations as are
contained in the CODE OF ORDINANCES OF THE CITY OF
LUBBOCK, TEXAS, and with raspect to the utility
services furnished by the City of Lubbock, said
services used in this area shall be limited to City
of Lubbock.facil.ities, and utilities duly franchised
by the City of Lubbock to cperate within the City of
Lubbock, This restriction shall apply from Che
inception of this il�'re4'mejit. even though the limits
of the City of Lubbock do not as yet include the
property herein describe
(r) Upon the execution of this agreement the Owner agrees
;to deliver or cause to be delivered to the Lessee an
'abstract of title covering the above -described premises,
showing marketable title in the City of Lubbock,subject
only to the easements, reservations, and mineral interests
herein described, or at its option Owner may provide a
title insurance policy on the above -described premises.
The Lessee shall have fifteen.(15) days after receipt of
such abstract within which to examine same and present
objections, if any, in -.writing. The Owner -agrees to cure
valid objections and to deliver the premises by Special
Warranty Deed as hereinabove provided. In the event the
City does not cure such objections as may he made by
Lessee, the Lessee reserves the right to waive such
objections and accept title by notifying Owner by
written acceptance of such title addressed to the
Mayor of the City of Lubbock, who, upon receipt of such
notice of acceptance of title, shall cause to be execut-
ed on its behalf such Special Warranty Deed as herein
provided and upon payment ofithe agreed consideration
cause same to be delivered.
.+�. •.. ro�•w.?.a�ron+fmr �!'''rt*^.n'...+r......-..+...—....may . -.... _
1N TL5'iINuNY VJ11LKL•01, Lhu6e LiecsuiiLs have been execute
IIi
by the d y authorized officers of each narcy on this the
� I
day of 1968. ;
1.11G CITY OF•' 76 OCK, TEXAS
ATTEST.; A MUNICIPAL C l'k'U TION
By; ZIA
La enii•Lowe W. D. Rogers, Jr , Mayo
�'•., City Secretary -Treasurer
LUBBOCK INDUSTRIAL FOUNDATION
ATTEST:
a
";;''• >reKary / �: sident
I'.• �,; LESS EE
THE STATE OF TEXAS }
COUNTY OF LUBBOCK )
BEFORE ME, the undersigned authority, a Notary Public,
in and for said county and state, on this day personally appeared
W. D. ROGERS, JR., Mayor of the City of Lubbock, Texas, known to
me to be the person whose name is subscribed to the foregoing in-
strument and acknowledged to me that he executed the same as the
act and deed of said City of Lubbock, Texas, for the purposes and
consideration therein expressed,'and in the capacity therein
stated.
GIVEN UNDER MY HAND AND SEIAL OF OFFICE, this �� `� day
.. o Li' f 1968.
Notary Public in ac d'for Lubbock
County, Texas
1.1.1
GUARANTEE AIVSTRACT &s TITLE C0r,1P.,BIY
LUBBOCK, TEXAS
City of 1,11bbock INSTRUI,:ENT • 'I .D .
DATED: 8 /2. 2 /196 8
FILED: 9/3/1968
RECORDED: VOL. 1177 PAGE 610
Dosd RECORDS, LUBBOCK COUNTY
.Lubbock Industrial Foundation �'EXAS .
SYL'CL1L WARRANTY DEED
THE STATE OF TEXAS 6
MOW ALL MIEN BY THESE PRESENTS:
COUNTY OF LUBBOCK f
THAT the City of Lubbock, a Home Rule Municipal Corporation, ,acting herein
by and through its Mayor, as heretofore duly authori2ed by the City Council of the
City of Lubbock, County of Lubbock, State of Texas, for and in consideration of the
sum of Six Thou"nd, Nine Hundred, Nlne and 08/I00 Dollars
($6, 909.08 ), to it cash in hand paid by Lubbock Lidustrial Foundation, a Texas
Non -Profit Corporation, has granted, sold apd conveyed and by these presents does
grant, sell and convey unto the said Lubbock Industrial Foundution of the City of
Lubbock, State of Texas. all that certain block, truct or parcel of land located in
Lubbock County, Texas and being more.particularly described as follows:
Two tracts of land out of the East one-half (E/2) of Section Five
(5), Block "A" in Lubbock County, Texas and situated North of
Loop 289, West of Quirt Avenue and South of the Right of Way line
of the Panhandle Santa Fe Railroad, consisting of 13. 95773
acres, more or less, and being more fully described by metes and.
bounds as follows:
TRACT 1
BEGINNING at a point which bears 923. 7 feat east and 398. 5 feet
south of the northwest corner of the SE1 /4 of Section 5, Block A
Lubbock County, Texas;
THENCE !\220 57' E,:830 feet;
THENCE $670 03' E, 630 feet;
THENCE S220 571 W. 487 feel to a point of curvature;
THENCE southwesterly along a curve to the right with a radius of
1249.23 feet, tangent lengths of 110.82 feet, delta a:igle of 100 0a'
10", a chord distance of 220.77 feet to a point of tangency;
THENCE S330 05' 10" W 200 feet to a point in the north right-of-
way line of Loop 289;
THENCE, northwesterly along the north right-of-way line of Loop
a chord distance of 580 feet, to the enlace of beginning.
t +'•Y 7
r
Said tract being�Lut 7, Lubl,ock indust"ial Park Addition to the
City of Lubbock, Lubbock County, Texus
TRACT If
This tract of land is conveycu to Grantee for the express purpose
mr•of being.dedicuted by Grantee us a public street; said tract is
situated: cast of and ad,µcent to the above described Tract 1 and
is more fully described by metes and bounds as follows:
B C;INNI1�C: at the Northeast corner of Lot 7; LUBBOCK INDUS'1'RwL
PARK AMITION;
THENCE S220 571.W, 487 feet;
THENCE Southwesterly around a curve to the right, wi0r a radius of
1240. 23 feet, tangent lengths of 110. 82 feet, delta angle of 100 081 10",
a chord distance of 220. 77 feet to a point of tangency;
THENCE S330 05, 10" W, 200 feet to a point in the north. R-O-W of
Loop 289;
THENCE Southeasterly along the north R-U-W line of Loup 289, a dis-
tance.of 75.02 feet;
THENCE N330 051 10" E, 200. 47 feet to a point of curvature;
THENCE Northeasterly along u curve to the left with a radius of 1324. 23
feet, tangent lengths of 117. 47 feet, delta angle of 100 081 10", a chord
distance of 234. 03 feet to a point of tangency;
„
'THENCE N220 571 E, 487 feet;
THENCE N670 031 W, 75 feet to the place of beginning.
1. Save and except Grantor, City of Lubbock, reserves unto itself in fat+
simple all of the underground water, oil, gas and otter minerals, in, under and
that may be produced front said land, and
2. Grantor and Grantet. h&ve heretofore entered into a contract hereinafter
referred to as being recorded in Volunhe pageim- of the Uood Record-, of
Lubbock County, Texas, and said in.�trtunent is rel'cqti:d to in this paragraph as
"Contract." Grantor herein reserves a perpetual aviVtion casement and right-of-
way, which easenhcnt and right-of-way shall run with 4he lund For the tuhobstructed,
tuhrestricted, and nwncricutly unlimited flight of aircraft ("Aircraft" being defined
for the purposes of this instrument as any cuntrivailiec now known or thereafter
invented, used, or designated for navigution of, or llil,iit in the air) by whonhsoever
owned and operated in, through, and across the ail, space, at any altitude or height
fifty (50) feet or more above the surface of the conveyed pr•uix-rty, together with the
right to cause in such air space ut an altitude of fifly (50) feet or more above the
'surface of the brotuhd over all of the land covered by said "cuntr•uct," and/or
horizontally adjacent to said "contract" land such noise and vibration that uhay chow
or hereafter be caused by the operation within said air space of all aircraft landing
"at, or taking off from, or operating at or on the Lubbock Municipal Airport as
p�eaenUy bated or uslmq be hereafter cxpandod; and Grantee,, its succcssQrs
action which it may now have or which it may louCe in qw- future against Gr.entor, its
StlCCPSSUrti atilt assigns, clue• to noise, vibration, :;11101 c or dull lhat'utay h(• c;ntsied
b) tlue operation, within the air space hercinabuvu idenlificrd, ur aiMrall landing at,
on taking off from, and/or o1wrating at or (in said l.ubbuck Municipal Airport, In
thecvout tLe 1-kill, r:cl nviulle;ii /tJ;111' !,11L111 establjsh ragulalionti told/ov standards
.concerning tits air :;puce- above Uu• land, ur city purllUn Of the lautd, covct'eei by the
"c[ontr act, " which regulations and /or standards fix the bottom plane of the air ease-
h�ent at an altitude of more Ulan fifty (50) l'un: t above the Surface of the gt'oundt then
tl e. Federal Aviation Agency regulation and/or standard shall apply thereafter in
lieu of the fifty (50) [out altitude provision herein above set ouf in this paragraph.
1 3. Subject to casements, if any, For water, gaff, and Miler underground
utility fires, electric power lines and other overhead utility lines Wiether or not
t1ecorded in the Deed Records in Lubbock County, Texas or apparent on the ground
And the other exceptions, reservations and conditions hereafter set forth.
'It. is expressly understood and agreed that this conveyance is subject to the
exprss covenants, conditions, reservations and exceptions, and by acceptance of
delivery of this conveyance Grantee agrees and obligates itself, its successors
and assigns to.the,express covenants, conditions, reservations and exceptions
contained in one certain lease and sales option contract between Grantor and
Grantee herein filed of record in Volume JJ&, page S$ of the heed flecords
of'Lubbock County which is hereby made a part hereof for all intents and purpuscs.
TO HAVE AND TO HOLD the above described premises together with all and
singular, the rights and appurtenances thereto in anywise belonging to the said
Lubbock Indu strial Foundation, its successors rind assigns forever and the City of
Lubbock does hereby bind itself, its successor�s.and assigns to warrant and forever
defend, all and singular, the said premises unto the said Lubbock Industrial
Foundation, its successors and assigns forever against every person whomsoever
lawfully claiming ar to claim the same or any part thereof by, through or under
the City of Lubbock but not otherwise.
WITNESS the hand of the City of Lubbock, on this the clay of
.ATTEST: ,
;i.,.venm i.owe, Laty.zecretary-Treasurer
APPROVED: .
• � Fred
F -O�. nSe�r,�r. C�C
•y\il
"EXHIBIT E1l
' - t
.THE STATE OF TEXAS
.COUNTY.OFLUBBOCK ;1
BEFORE ME, the undersigned authority, a Notary Public in and for said
County, Texas, on this day personally appeared W. D. ROGERS, Known to me to
be the person whose name is subscribed to the foregoing instrument and acknow-
ledged to me that he executed the same as the act and deed of the CITY OF LUBBOCK
and as MAYOR, for the purposes and consideration therein expressed, and in the
capacity therein stated.
;VEN UN ER MY HAND AND SEAL OF OFFICE this (day of
1968. \ .
.• ............ otar ublic, Lubbock County, Texas
tt
m.,
,.
AGREEMENT
The CITY OF LUBBOCK, a municipal corporation ("City"), and
LUBBOCK INDUSTRIAL FOUNDATION• ("Foundation"), in consideration
of the mutual agreements contained herein, agree:
Heretofore, City and Foundation entered into a "Lease and
Sales Option Contract" dated June 13, 1568 ("Contract"), of re-
cord in Vol. 1176, Page 587, Deed Records of Lubbock County,
Texas. Thereafter, City conveyed certain of the land described
therein to Foundation by special warranty deed ("Deed") dated
August 22, 1968, of record in Vol. 1177, Page 610, of such Deed
Records. Reference is here made to both instrumentsand to the
records thereof.
Numbered Paragraph X(E)(5) of such Contract provides in part
that
". . . should any subsequent lessee and/or pur-
chaser acquire land hereunder, any portion of which
is thereafter offered for sale by the purchaser, such
offer shall constitute a declaration that such land
is excess for the purchaser's use; thereupon such
lessee/purchaser shall reconvey that portion of land
determined to be excess to the lessee at the same
price that such lessee/purchaser paid the lesseeni-
tially. This restriction upon sale by lessee shall
be to the end of avoiding speculation on resale by
any subsequent lessee/purchaser."
The Deed was subject thereto, also.
In connection with such instruments and language, it was not.
and is not the meaning or intent of either City or Foundation
that such language or instruments would prevent any lessee/pur-
chaser (whether the first or any subsequent one) from offering
for sale or selling all (as distinguished from a part only) of
any of such land acquired by such lessee/purchaser, and it was
not the meaning and intent of such language or instruments to re-
quire a lessee/purchaser to reconvey the land so offered for sale
or sold to either the City or the Foundation if such lessee/pur-
chaser was offering for sale or selling all of such lessee/pur-
chaser's land. Thus, we agree that any lessee/purchaser (whether
an original or subsequent one) may offer for sale, sell, trade,
exchange or otherwise deal in all land acquired by such lessee/
purchaser, free and clear of any option or right to reconveyance
rXHIBIT F
,
i
thereof to any party, and free and clear of the provisions of
such numbered Paragraph X(E)(5) of the contract and the like
restrictions incorporated into the Deed. paragraph X(E)(5) re-
mains in full force and effect as to any offering for sale or
sale of LESS than all of any tract owned by a lessee/purchaser,
which was the original meaning and intent thereof.
Without limiting the foregoing, it is our understanding that
Foundation has leased, by lease dated October 24, 1968, to GUERDON
INDUSTRIES, INC. ("Guerdon"), with an option to purchase, the
tract of land described in Exhibit A attached hereto, incorporated
herein, and made a part hereof for all purposes, and that Guerdon
intends to sublease the entire tract described in Exhibit A to
CHUPIK CORPORATION, with an option to purchase; and we agrees that
neither a sublease by Guerdon to Chupik of such entire tract, nor
a sale by Guerdon to Chupik of the whole tract, nor any subsequent
assignment, lease, or sublease by Chupik, its successors or assigns,
to any other party of such entire tract or sublease of all or a
portion thereof shall be subject to any requirement that the same
be reconveyed either to Foundation or City, or to any option or
right.on the part of either Foundation or City to have it so re -
conveyed; nor shall it be a declaration by the parties thereto
that such portion is excess for Chupik's use; and we further agree
that, with respect to such tract being so leased by CHUPIK CORPOR-
ATION, an assignment, sublease, or subleases (either under the
lease presently proposed or any future lease) or lease or leases.
of a part only of such tract by CHUPIK CORPORATION, its successors
or assigns, to any other party or parties, shall not be subject.
to any requirement that the same be reconveyed either to Foundation
or City, or to any option or right on the part of either Foundation
or City to have it so reconveyed, nor shall such lease or sublease
of a part be a declaration by the parties hereto that such portion
is excess for Chupik's use, it being the intention hereof that
CHUPIK CORPORATION, its successors and assigns, shall have the free
and unrestricted right to assign, lease, or sublease all or any
portion or portions of such tract at any time and from time to
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time, all subject to the approval of Foundation to the extent
required by Paragraph IX of Foundation's lease, as Lessor, to
Guerdon, as Lessee, referred to above, which approval shall not
be unreasonably withheld. Except to the extent set forth herein,
this agreement shall in no way be deemed a waiver of the restric-
tions contained in numbered Paragraph X(E)(5) of the Lease and
Sales Option Contract dated June 13, 1968, and recorded in Vol.
1176, Page 587, of the Deed Records of Lubbock County, Texas,
stated above, nor of those restrictions contained in the Deed
dated August 22, 1968, recorded in Vol. 1177, Page 610, of the
Deed Records of Lubbock County, Texas.
Signed April 22 , 1976.
THE CITY OF LUBBOCK
ATTEST:
r
By IL i
droved as to- form3
.Fred O.. Semler, Jr., Cit tt y
LUBBOCK INDUSTRIAL NDATION, INC.
CHUPIK CORPORATION
-3 By:
GUERDON INDUSTRIES, INC.
By: 4"
-3-
A tract of land designated as Lot 7 LUBBOCK
'INDUSTRIAL PARK ADDITION to the city of Lubbock,
:Lubbock County, Texas, described by metes and
bounds as follows:
BEGINNING at a point which bears 923.7•feet east
and 398.5'feet south of the northwest corner of
the SE/4 of Section 5, Block A, Lubbock County,
Texas;
THENCE N22057'E, 830 feet;
THENCE S670031E:, 630 feet;
THENCE.S22057'W, 487 feet to a.point of curvature;
THENCE southwesterly along a curve to the right
with a radius of 1249.23 feet, tangent lengths of
110.82 feet, delta angle of 10008'10", a chord
distance of 220.77 feet to a point of tangency;
THENCE S330o5'lO"W 200 feet to a point in the
north'right-of-way line of Loop 289;
THENCE northwesterly along the north right-of-way
line of Loop-289, a chord.distance of 580 feet to
the place of beginning.
i:—, H113i T A