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HomeMy WebLinkAboutResolution - 2010-R0267 - Lease Agreement W/Cash Register Services - 06/10/2010Resolution No. 2010-RO267 June 10, 2010 Item No. 5.13 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Lease Agreement for real property, by and between the City of Lubbock and Cash Register Services of Lubbock, Texas, and related documents. Said Lease Agreement is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on June 10, 2010 TOM MARTIN, MAYOR ATTEST: Rebec a Gaxza, City Secretary APPROVED AS TO CONTENT: Le Ann Dumbauld, City Manager .rjg;A,.e. _S" Dave Booher, Right -of -Way Agent APPROVED S TO FORM: Z Chad Weaver, Assistant City Attorney vw:ccdocs 'RES.Agreement-Cash Register Services May 28, 2010 `0` Resolution No. 2010-RO267 TEXAS ASSOCIATION OF REALTORS® COMMERCIAL LEASE USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS® IS NOT AUTHORIZED. OTexas Association of REALTORS®, Inc. 2006 No. Paragraph Description ion 1. Parties 2. Leased Premises 3. Term A. Term B. Delay of Occupancy 4. Rent and Expenses A. Base Monthly Rent B. First Full Month's Rent C. Prorated Rent D. Additional Rent E. Place of Payment F. Method of Payment G. Late Charges H. Returned Checks 5. Security Deposit 6. Taxes 7. Utilities 8. Insurance 9. Use and Hours 10. Legal Compliance 11. Signs 12. Access By Landlord 13. Move -In Condition 14. Move -Out Condition 15. Maintenance and Repairs A. Cleaning B. Conditions Caused by a Party C. Repair & Maintenance Responsibility D. Repair Persons E. HVAC Service Contract F. Common Areas G. Notice of Repairs H. Failure to Repair 16. Alterations 17. Liens 18. Liability 19. Indemnity 20. Default 21. Abandonment, Interruption of Utilities, Removal of Property & Lockout (TAR -2101) 5-26-06 2 2 2 3 4 4 4 5 5 6 6 7 7 7 7 10 Initialed for Identification by Tenant: No. Paragraph Descri tp ion 22. 23. 24. 25. 26. 27. 28. 29. 30. 31. 32. 33. 34. 35. 36. Holdover Landlord's Lien & Security Interest Assignment and Subletting Relocation Subordination Estoppel Certificates Casualty Loss Condemnation Attorney's Fees Representations Brokers Addenda Notices Special Provisions Agreement of the Parties ADDENDA & EXHIBITS (check all that apply) Exhibit A -Floor Plan Exhibit B -Furniture List Commercial Lease Addendum for Broker's Fee Commercial Lease Expense Reimbursement Addendum Commercial Lease Addendum for Extension Option Commercial Lease Addendum for Percentage Rent Commercial Lease Parking Addendum Commercial Landlord's Rules and Regulations Commercial Lease Guaranty Commercial Lease Right of First Refusal Addendum Commercial Lease Addendum for Optional Space Commercial Leasehold Construction Addendum and Landlord: �,.07- Page 1 of 14 WestMark Realtors 4105 84th Lubbock, TX 79423 Phone: 806-776-2833 Fax: 806.776-2834 Karen Higgins City of Lubboc Produced with ZlpForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zloLoglx.com 4�� Resolution No. 2010-RO267 TEXAS ASSOCIATION OF REALTORS® COMMERCIAL LEASE USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS@ IS NOT AUTHORIZED. ®Texas Association of REALTORS®, Inc. 2006 1. PARTIES: The parties to this lease are: Tenant: City of Lubbock ;and Landlord: cash Register Services Inc, 2. LEASED PREMISES: A. Landlord leases to Tenant the following described real property, known as the "leased premises," along with all its improvements (Check only one box) : ❑ (1) Multiple -Tenant Property: Suite or Unit Number containing approximately square feet of rentable area in (project name) at (address) in (city), (county), Texas, which is legally described on attached Exhibit or as follows: ❑ (2) Single -Tenant Propertx: The real property at: 1601 Mac Davis Lane and 510 Ave O (address) in Lubbock (city), Lubbock (county), Texas, which is legally described on attached Exhibit or as follows: Xmorial _Center Blk 7 L 2A and NemQZja . Center Elk 8 B. If Paragraph 2A(1) applies: (1) "Property" means the building or complex in which the leased premises are located, inclusive of any common areas, drives, parking areas, and walks; and (2) the parties agree that the rentable area of the leased premises may not equal the actual or useable area within the leased premises and may include an allocation of common areas in the Property. 3. TERM: A. Term: The term of this lease is 60 months and 0 days, commencing on: property whichever is sooner 1/1/2011 or upon vacating, the/ (Commencement Date) and ending on the date of vacating the property 12/31/2015 or 60 months from/ (Expiration Date). (TAR -2101) 5-26-06 Initialed for Identification by Tenant: , and Landlord: k, Page 2 of 14 Produced with ZipForm® by 77pLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zioLogix.com City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, B. Delay of Occupanw: If Tenant is unable to occupy the leased premises on the Commencement Date because of construction on the leased premises to be completed by Landlord that is not substantially complete or a prior tenant's holding over of the leased premises, Landlord will not be liable to Tenant for such delay and this lease will remain enforceable. In the event of such a delay, the Commencement Date will automatically be extended to the date Tenant is able to occupy the Property and the Expiration Date will also be extended by a like number of days, so that the length of this lease remains unchanged. If Tenant is unable to occupy the leased premises after the 90th day after the Commencement Date because of construction on the leased premises to be completed by Landlord that is not substantially complete or a prior tenant's holding over of the leased premises, Tenant may terminate this lease by giving written notice to Landlord before the leased premises become available to be occupied by Tenant and Landlord will refund to Tenant any amounts paid to Landlord by Tenant. This Paragraph 3B does not apply to any delay in occupancy caused by cleaning or repairs. C. Unless the parties agree otherwise, Tenant is responsible for obtaining a certificate of occupancy for the leased premises if required by a governmental body. 4. RENT AND EXPENSES: A. Base Monthly Rent: On or before the first day of each month during this lease, Tenant will pay Landlord base monthly rent as described on attached Exhibit or as follows: from Month 1 to Month 60 $ 9,765,001, from to $ ; from to $ ; from to $ ; from to $ B. First Full Month's Rent: The first full base monthly rent is due on or before with the execution of the lease agreement. C. Prorated Rent: If the Commencement Date is on a day other than the first day of a month, Tenant will pay Landlord as prorated rent, an amount equal to the base monthly rent multiplied by the following fraction: the number of days from the Commencement Date to the first day of the following month divided by the number of days in the month in which this lease commences. The prorated rent is due on or before the Commencement Date. D. Additional Rent: In addition to the base monthly rent and prorated rent, Tenant will pay Landlord all other amounts, as provided by the attached (Check all that apply.) : Q (1) Commercial Expense Reimbursement Addendum ❑ (2) Commercial Percentage Rent Addendum ❑ (3) Commercial Parking Addendum ❑ (4) All amounts payable under the applicable addenda are deemed to be "rent" for the purposes of this lease. E. Place of Payment: Tenant will remit all amounts due Landlord under this lease to the following person at the place stated or to such other person or place as Landlord may later designate in writing: Name: Cash Register services. Inc. Address: F. Method4 Payment: Tenant must pay all rent timely without demand, deduction, or offset, except as permitted by law or this lease. If Tenant fails to timely pay any amounts due under this lease or if any check of Tenant is returned to Landlord by the institution on which it was drawn, Landlord after (TAR -2101) 5-26-06 Initialed for Identification by Tenant: -Ao—r , , and Landlord: Page 3 of 14 Produced with 27pForm® by zipLogix 18070 Ft teen Mile Road, Fraser, Michigan 48026 wwwApLooix.com City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, providing written notice to Tenant may require Tenant to pay subsequent amounts that become due under this lease in certified funds. This paragraph does not limit Landlord from seeking other remedies under this lease for Tenant's failure to make timely payments with good funds. G. Late Charges: If Landlord does not actually receive a rent payment at the designated place of payment within 5 days after the date it is due, Tenant will pay Landlord a late charge equal to 5% of the amount due. In this paragraph, the mailbox is not the agent for receipt for Landlord. The late charge is a cost associated with the collection of rent and Landlord's acceptance of a late charge does not waive Landlord's right to exercise remedies under Paragraph 20. H. Returned Checks: Tenant will pay $ 25.00 (not to exceed $25) for each check Tenant tenders to Landlord which is returned by the institution on which it is drawn for any reason, plus any late charges until Landlord receives payment. 5. SECURITY DEPOSIT: A. Upon execution of this lease, Tenant will pay $ zero to Landlord as a security deposit. B. Landlord may apply the security deposit to any amounts owed by Tenant under this lease. If Landlord applies any part of the security deposit during any time this lease is in effect to amounts owed by Tenant, Tenant must, within 10 days after receipt of notice from Landlord, restore the security deposit to the amount stated. C. Within 60 days after Tenant surrenders the leased premises and provides Landlord written notice of Tenant's forwarding address, Landlord will refund the security deposit less any amounts applied toward amounts owed by Tenant or other charges authorized by this lease. 6. TAXES: Unless otherwise agreed by the parties, Landlord will pay all real property ad valorem taxes assessed against the leased premises. 7. UTILITIES: A. The party designated below will pay for the following utility charges to the leased premises and any connection charges for the utilities. (Check all that apply.) Landlord Tenant (1) Water ❑ ❑ ❑ (2) Sewer ❑ ❑ ❑ (3) Electric ❑ ❑ (4) Gas ❑ ❑ ❑ (5) Telephone ❑ ❑ ❑ (6) Trash ❑ ❑ ❑ (7) Cable ❑ ❑ ❑ (8) Internet and Security ❑ ❑ (9) All other utilities ❑ ❑ ❑ B. The party responsible for the charges under Paragraph 7A will pay the charges directly to the utility service provider. The responsible party may select the utility service provider except that if Tenant selects the provider, any access or alterations to the Property or leased premises necessary for the utilities may be made only with Landlord's prior consent, which Landlord will not unreasonably withhold. If Landlord incurs any liability for utility or connection charges for which Tenant is responsible to pay and Landlord pays such amount, Tenant will immediately upon written notice from Landlord reimburse Landlord such amount. (TAR -2101) 5-26-06 Initialed for Identification by Tenant: 6s , and Landlord: � , —a Page 4 of 14 Produced with 27pForm® by zipLogix 18070 Ft teen Mile Road, Fraser, Michigan 48026 www.zipLooix.com City of L ibboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock. C. Notice: Tenant should determine if all necessary utilities are available to the leased premises and are adequate for Tenant's intended use. D. After -Hours HVAC Charges: "HVAC services" means heating, ventilating, and air conditioning of the leased premises. (Check one box on/y.) (1) Landlord is obligated to provide the HVAC services to the leased premises only during the Property's operating hours specified under Paragraph 9C. d (2) Landlord will provide the HVAC services to the leased premises during the operating hours specified under Paragraph 9C for no additional charge and will, at Tenant's request, provide HVAC services to the leased premises during other hours for an additional charge of $ per hour. Tenant will pay Landlord the charges under this paragraph immediately upon receipt of Landlord's invoice. Hourly charges are charged on a half-hour basis. Any partial hour will be rounded up to the next half hour. Tenant will comply with Landlord's procedures to make a request to provide the additional HVAC services under this paragraph. ❑ (3) Tenant will pay for the HVAC services under this lease. 8. INSURANCE: A. During all times this lease is in effect, Tenant must, at Tenant's expense, maintain in full force and effect from an insurer authorized to operate in Texas: (1) public liability insurance in an amount not less than $1,000,000.00 on an occurrence basis naming Landlord as an additional insured; and (2) personal property damage insurance for Tenant's business operations and contents on the leased premises in an amount sufficient to replace such contents after a casualty loss. B. Before the Commencement Date, Tenant must provide Landlord with a copy of insurance certificates evidencing the required coverage. If the insurance coverage is renewed or changes in any manner or degree at any time this lease is in effect, Tenant must, not later than 10 days after the renewal or change, provide Landlord a copy of an insurance certificate evidencing the renewal or change. C. If Tenant fails to maintain the required insurance in full force and effect at all times this lease is in effect, Landlord may: (1) purchase insurance that will provide Landlord the same coverage as the required insurance and Tenant must immediately reimburse Landlord for such expense; or (2) exercise Landlord's remedies under Paragraph 20. D. Unless the parties agree otherwise, Landlord will maintain in full force and effect insurance for: (1) fire and extended coverage in an amount to cover the reasonable replacement cost of the improvements of the Property; and (2) any public liability insurance in an amount that Landlord determines reasonable and appropriate. E. If there is an increase in Landlord's insurance premiums for the leased premises or Property or its contents that is caused by Tenant, Tenant's use of the leased premises, or any improvements made by or for Tenant, Tenant will, for each year this lease is in effect, pay Landlord the increase immediately after Landlord notifies Tenant of the increase. Any charge to Tenant under this Paragraph 8E will be equal to the actual amount of the increase in Landlord's insurance premium. 9. USE AND HOURS: A. Tenant may use the leased premises for the following purpose and no other: Professional offices for City of Lubbock services (TAR -2101) 5-26-06 Initialed for Identification by Tenant: , and Landlord: `' V" Page 5 of 14 Produced with ZipFormS by ApLoglx 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.7JDLooix.com City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, B. Unless otherwise specified in this lease, Tenant will operate and conduct its business in the leased premises during business hours that are typical of the industry in which Tenant represents it operates. C. The Property maintains operating hours of (specify hours, days of week, and if inclusive or exclusive of weekends and holidays): Monday - Friday 8 am - 5 8m 10. LEGAL COMPLIANCE: A. Tenant may not use or permit any part of the leased premises or the Property to be used for: (1) any activity which is a nuisance or is offensive, noisy, or dangerous; (2) any activity that interferes with any other tenant's normal business operations or Landlord's management of the Property; (3) any activity that violates any applicable law, regulation, zoning ordinance, restrictive covenant, governmental order, owners' association rules, tenants' association rules, Landlord's rules or regulations, or this lease; (4) any hazardous activity that would require any insurance premium on the Property or leased premises to increase or that would void any such insurance; (5) any activity that violates any applicable federal, state, or local law, including but not limited to those laws related to air quality, water quality, hazardous materials, wastewater, waste disposal, air emissions, or other environmental matters; (6) the permanent or temporary storage of any hazardous material. B. "Hazardous material" means any pollutant, toxic substance, hazardous waste, hazardous material, hazardous substance, solvent, or oil as defined by any federal, state, or local environmental law, regulation, ordinance, or rule existing as of the date of this lease or later enacted. C. Landlord does not represent or warrant that the leased premises or Property conform to applicable restrictions, zoning ordinances, setback lines, parking requirements, impervious ground cover ratio requirements, and other matters that may relate to Tenant's intended use. Tenant must satisfy itself that the leased premises may be used as Tenant intends b independently ndependently investigating all matters related to the use of the leased premises or Prol2eft Tenant agrees that it is not relyingon any warranly or representation made -by Landlord. Landlord's agent. or any broker concerning the use ,of the leased premises or Property. 11. SIGNS: such consent not to be unreasonably witheld. A. Tenant may not post or p nt any signs at, on, or about the leased premises or Property without Landlord's written consent. Landlord may remove any unauthorized sign, and Tenant will promptly reimburse Landlord for its cost to remove any unauthorized sign. B. Any authorized sign must comply with all laws, restrictions, zoning ordinances, and any governmental order relating to signs on the leased premises or Property. Landlord may temporarily remove any authorized sign to complete repairs or alterations to the leased premises or the Property. C. By providing written notice to Tenant before this lease ends, Landlord may require Tenant, upon move -out and at Tenant's expense, to remove, without damage to the Property or leased premises, any or all signs that were placed on the Property or leased premises by or at the request of Tenant. Any signs that Landlord does not require Tenant to remove and that are fixtures, become the property of the Landlord and must be surrendered to Landlord at the time this lease ends. (TAR -2101) 5-26-06 Initialed for Identification by TenanV91-0e , , and Landlord:. , P. – Page 6 of 14 Produced with ZipForm® by zipLoglx 18070 Ft teen Mile Road, Fraser, Michigan 48026 WWW.ZIDLoalx.com City of Iubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, 12. ACCESS BY LANDLORD: A. During Tenant's normal business hours Landlord may enter the leased premises for any reasonable purpose, including but not limited to purposes for repairs, maintenance, alterations, and showing the leased premises to prospective tenants or purchasers. Landlord may access the leased premises after Tenant's normal business hours if: (1) entry is made with Tenant's permission; or (2) entry is necessary to complete emergency repairs. Landlord will not unreasonably interfere with Tenant's business operations when accessing the leased premises. B. During the last 60 days of this lease, Landlord may place a "For Lease" or similarly worded sign in the leased premises. 13. MOVE -IN CONDITION: Tenant has inspected the leased premises and accepts it in its present (as -is) condition unless expressly noted otherwise in this lease. Landlord and any agent have made no express or implied warranties as to the condition or permitted use of the leased premises or Pro @jV. 14. MOVE -OUT CONDITION AND FORFEITURE OF TENANT'S PERSONAL PROPERTY: A. At the time this lease ends, Tenant will surrender the leased premises in the same condition as when received, except for normal wear and tear. Tenant will leave the leased premises in a clean condition free of all trash, debris, personal property, hazardous materials, and environmental contaminants. B. If Tenant leaves any personal property in the leased premises after Tenant surrenders possession of the leased premises, Landlord may: (1) require Tenant, at Tenant's expense, to remove the personal property by providing written notice to Tenant; or (2) retain such personal property as forfeited property to Landlord. C. "Surrender" means vacating the leased premises and returning all keys and access devices to Landlord. "Normal wear and tear" means deterioration that occurs without negligence, carelessness, accident, or abuse. D. By providing written notice to Tenant before this lease ends, Landlord may require Tenant, upon move -out and at Tenant's expense, to remove, without damage to the Property or leased premises, any or all fixtures that were placed on the Property or leased premises by or at the request of Tenant. Any fixtures that Landlord does not require Tenant to remove become the property of the Landlord and must be surrendered to Landlord at the time this lease ends. 15. MAINTENANCE AND REPAIRS: A. Cleaning: Tenant must keep the leased premises clean and sanitary and promptly dispose of all garbage in appropriate receptacles. ❑ Landlord a Tenant will provide, at its expense, janitorial services to the leased premises that are customary and ordinary for the property type. Tenant will maintain any grease trap on the Property which Tenant uses, including but not limited to periodic emptying and cleaning, as well as making any modification to the grease trap that may be necessary to comply with any applicable law. B. Repairs of Conditions Caused by a Party Each party must promptly repair a condition in need of repair that is caused, either intentionally or negligently, by that party or that party's guests, patrons, invitees, contractors or permitted subtenants. C. Repair and Maintenance Res onsibilify: Except as otherwise provided by this Paragraph 15, the party designated below, at its expense, is responsible to maintain and repair the following specified items in the leased premises (if any). The specified items must be maintained in clean and good operable condition. If a governmental regulation or order requires a modification to any of the specified items, the party designated to maintain the item must complete and pay the expense of the modification. The (TAR -2101) 5-26-06 Initialed for Identification by Tenant , , and Landlord: Page 7 of 14 Produced with ZpForm® by zipLoglx 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zlpLouix.com City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, specified items include and relate only to real property in the leased premises. Tenant is responsible for the repair and maintenance of its personal property. (Check all that apply.) D. Rel2air Persons: Repairs must be completed by trained, qualified, and insured repair persons E. HVAC Service Contract: If Tenant maintains the HVAC system under Paragraph 15C(10), Tenant ❑ is a is not required to maintain, at its expense, a regularly scheduled maintenance and service contract for the HVAC system. The maintenance and service contract must be purchased from a HVAC maintenance company that regularly provides such contracts to similar properties. If Tenant fails to maintain a required HVAC maintenance and service contract in effect at all times during this lease, Landlord may do so and charge Tenant the expense of such a maintenance and service contract or exercise Landlord's remedies under Paragraph 20. F. Common Areas: Landlord will maintain any common areas in the Property in a manner as Landlord determines to be in the best interest of the Property. Landlord will maintain any elevator and signs in the common area. Landlord may change the size, dimension, and location of any common areas, provided that such change does not materially impair Tenant's use and access to the leased premises. Tenant has the non-exclusive license to use the common areas in compliance with Landlord's rules and restrictions. Tenant may not solicit any business in the common areas or interfere with any other person's right to use the common areas. This paragraph does not apply if Paragraph 2A(2) applies. (TAR -2101) 5-26-06 Initialed for Identification by Tenant; , and Landlord: , Produced with ZipForm® by zipLogix 18070 Fifteen Mille Road, Fraser, Michigan 48026 www.zipLogix.com Page 8 of 14 City of Lubboc N/A Landlord Tenant (1) Foundation, exterior walls, roof, and other structural components ❑ M ❑ (2) Glass and windows ❑ I ❑ (3) Fire protection equipment and fire sprinkler systems ❑ ❑ a (4) Exterior & overhead doors, including closure devices, molding ❑ a ❑ locks, and hardware (5) Grounds maintenance, including landscaping and irrigation ❑ ❑ a systems (6) Interior doors, including closure devices, frames, molding, locks, ❑ ❑ a and hardware (7) Parking areas and walks ❑ ❑ (8) Plumbing systems, drainage systems, electrical systems, and ❑ ❑ mechanical systems, except systems or items specifically designated otherwise (9) Ballast and lamp replacement ❑ ❑ a (10) Heating, Ventilation and Air Conditioning (HVAC) systems L3 ❑ (11) Signs and lighting: (a) Pylon ❑ ❑ (b) Facia ❑ ❑ a (c) Monument ❑ ❑j (d) Door/Suite ❑ ❑ a (12) Extermination and pest control, excluding wood -destroying insects ❑ G -u sic"lt� ❑ (13) Fences and Gates ❑ (14) Storage yards and storage buildings ❑ ❑ a (15) Wood -destroying insect treatment and repairs ❑ I ❑ (16) Cranes and related systems ❑ ❑ (17) IR jumbi ncastgjao;&g!g,a.grcurity i;34&t M, )ley fobs, ❑ ❑ a (18) c os d circl it: s cUri j;X cameras aad 111af_+t_w_a_re_ ❑ (19) All other items and systems. ❑ a D. Rel2air Persons: Repairs must be completed by trained, qualified, and insured repair persons E. HVAC Service Contract: If Tenant maintains the HVAC system under Paragraph 15C(10), Tenant ❑ is a is not required to maintain, at its expense, a regularly scheduled maintenance and service contract for the HVAC system. The maintenance and service contract must be purchased from a HVAC maintenance company that regularly provides such contracts to similar properties. If Tenant fails to maintain a required HVAC maintenance and service contract in effect at all times during this lease, Landlord may do so and charge Tenant the expense of such a maintenance and service contract or exercise Landlord's remedies under Paragraph 20. F. Common Areas: Landlord will maintain any common areas in the Property in a manner as Landlord determines to be in the best interest of the Property. Landlord will maintain any elevator and signs in the common area. Landlord may change the size, dimension, and location of any common areas, provided that such change does not materially impair Tenant's use and access to the leased premises. Tenant has the non-exclusive license to use the common areas in compliance with Landlord's rules and restrictions. Tenant may not solicit any business in the common areas or interfere with any other person's right to use the common areas. This paragraph does not apply if Paragraph 2A(2) applies. (TAR -2101) 5-26-06 Initialed for Identification by Tenant; , and Landlord: , Produced with ZipForm® by zipLogix 18070 Fifteen Mille Road, Fraser, Michigan 48026 www.zipLogix.com Page 8 of 14 City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, G. Notice of Repairs: Tenant must promptly notify Landlord of any item that is in need of repair and that is Landlord's responsibility to repair. All requests for repairs to Landlord must be in writing. H. Failure to Re ag_Ir: Landlord must make a repair for which Landlord is responsible within a reasonable period of time after Tenant provides Landlord written notice of the needed repair. If Tenant fails to repair or maintain an item for which Tenant is responsible within 10 days after Landlord provides Tenant written notice of the needed repair or maintenance, Landlord may: (1) repair or maintain the item, without liability for any damage or loss to Tenant, and Tenant must immediately reimburse Landlord for the cost to repair or maintain; or (2) exercise Landlord's remedies under Paragraph 20. 16. ALTERATIONS: A. Tenant may not alter, improve, or add to the Property or the leased premises without Landlord's written consent. Landlord will not unreasonably withhold consent for the Tenant to make reasonable non-structural alterations, modifications, or improvements to the leased premises. B. Tenant may not alter any locks or any security devices on the Property or the leased premises without Landlord's consent. If handlmd atitiorizes the ehanging, adelitien, . Tenant to re -key building. C. If a governmental order requires alteration or modification to the leased premises, the party obligated to maintain and repair the item to be modified or altered as designated in Paragraph 15 will, at its expense, modify or alter the item in compliance with the order and in compliance with Paragraphs 16A and 17. D. Any alterations, improvements, fixtures or additions to the Property or leased premises installed by either party during the term of this lease will become Landlord's property and must be surrendered to Landlord at the time this lease ends, except for those fixtures Landlord requires Tenant to remove under Paragraph 11 or 14 or if the parties agree otherwise in writing. 17. LIENS: Tenant may not do anything that will cause the title of the Property or leased premises to be encumbered in any way. If Tenant causes a lien to be filed against the Property or leased premises, Tenant will within 20 days after receipt of Landlord's demand: (1) pay the lien and have the lien released of record; or (2) take action to discharge the lien. Tenant will provide Landlord a copy of any release Tenant obtains pursuant to this paragraph. 18. LIABILITY: To the extent permitted by law. Landlord is NOT responsible to Tenant or Tenant's employees, rons guests or invitees for any damages injuries or losses to person or property caused by: A. gin act. omission. or neglect of: Tenant: Tenant's agent: Tenant's guest: Tenant's _em looyees: Tenant's patrons: Tenant's invitees: or any other tenant on the Progeny; B. fire. flood, water leaks, ice. snow, hal winds. ex lop sion. smoke, _[jgL strike. interruption of utilities, theft. r I robbery. assault, vandalism, other persons, environmental contaminants, o[ other occurrences or casualty losses. To the extent permitted by law, 19. INDEMNITY:[ h rt will ind mni and hold the other,partv harmless from eM prrol2er y damage. personal injury, suits. actions, liabilities, damages, cost,gf repairsor service tQ the leased, premises or Property or -o-n-y other loss caused, ne, lioently or otherwise. -by y that party or that party's eml2loyees. patrons, guests, or invitees. 20. DEFAULT: A. If Landlord fails to comply with this lease within 30 days after Tenant notifies Landlord of Landlord's failure to comply, Landlord will be in default and Tenant may seek any remedy provided by law. If, however, Landlord's non-compliance reasonably requires more than 30 days to cure, Landlord will not be in default if the cure is commenced within the 30 -day period and is diligently pursued. (TAR -2101) 5-26-06 Initialed for Identification by Tenant:4k _ , and Landlord:, , 2: Page 9 of 14 Produced with ZlpForm® by zipLoglx 18070 Ft teen Mile Road, Fraser, Michigan 48026 www.7JDLogix.com City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, B. If Landlord does not actually receive at the place designated for payment any rent due under this lease within 5 days after it is due, Tenant will be in default. If Tenant fails to comply with this lease for any other reason within 10 days after Landlord notifies Tenant of its failure to comply, Tenant will be in default. 0 C. If Tenant is in default, Landlord may: (i) terminate Tenant's right to occupy the leased premises by providing Tenant with at least i days written notice; and (ii) accelerate all rents which are payable during the remainder of this lease or any renewal period without notice or demand. Landlord will attempt to mitigate any damage or loss caused by Tenant's breach by using commercially reasonable means. If Tenant is in default, Tenant will be liable for: (1) any lost rent; (2) Landlord's cost of reletting the leased premises, including brokerage fees, advertising fees, and other fees necessary to relet the leased premises; (3) repairs to the leased premises for use beyond normal wear and tear; (4) all Landlord's costs associated with eviction of Tenant, such as attorney's fees, court costs, and prejudgment interest; (5) all Landlord's costs associated with collection of rent such as collection fees, late charges, and returned check charges; (6) cost of removing any of Tenant's equipment or fixtures left on the leased premises or Property; (7) cost to remove any trash, debris, personal property, hazardous materials, or environmental contaminants left by Tenant or Tenant's employees, patrons, guests, or invitees in the leased premises or Property; (8) cost to replace any unretumed keys or access devices to the leased premises, parking areas, or Property; (9) any other recovery to which Landlord may be entitled under this lease or under law. 21. ABANDONMENT, INTERRUPTION OF UTILITIES, REMOVAL OF PROPERTY, AND LOCKOUT: Chapter 93 of the Texas Property Code governs the rights and obligations of the parties with regard to: (a) abandonment of the leased premises; (b) interruption of utilities; (c) removal of Tenant's property; and (d) "lock -out" of Tenant. 22. HOLDOVER: If Tenant fails to vacate the leased premises at the time this lease ends, Tenant will become tenant -at -will and must vacate the leased premises immediately upon receipt of demand from Landlord. No holding over by Tenant, with or without the consent of Landlord, will extend this lease. Tenant will indemnify Landlord and any prospective tenants for any and all damages caused by the holdover. Rent for any holdover period will be 2 times the base monthly rent plus any additional rent calculated on a daily basis and will be immediately due and payable daily without notice or demand. 23. , t 24. ASSIGNMENT AND SUBLETTING: Landlord may assign this lease to any subsequent owner of the Property. Tenant may not assign this lease or sublet any part of the leased premises without Landlord's written consent. An assignment of this lease or subletting of the leased premises without Landlord's written consent is voidable by Landlord. If Tenant assigns this lease or sublets any part of the leased premises, Tenant will remain liable for all of Tenant's obligations under this lease regardless if the assignment or sublease is made with or without the consent of Landlord. (TAR -2101) 5-26-06 Initialed for Identification by Tenant: )& and Landlord: KL , _0L Page 10 of 14 Produced with ZipForm® by z]pLoglx 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zloLoglx.crom City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, 25. RELOCATION: ❑ A. By providing Tenant with not less than 90 days advanced written notice, Landlord may require Tenant to relocate to another location in the Property, provided that the other location is equal in size or larger than the leased premises then occupied by Tenant and contains similar leasehold improvements. Landlord will pay Tenant's reasonable out-of-pocket moving expenses for moving to the other location. "Moving expenses" means reasonable expenses payable to professional movers, utility companies for connection and disconnection fees, wiring companies for connecting and disconnecting Tenant's office equipment required by the relocation, and printing companies for reprinting Tenant's stationary and business cards. A relocation of Tenant will not change or affect any other provision of this lease that is then in effect, including rent and reimbursement amounts, except that the description of the suite or unit number will automatically be amended. 0 B. Landlord may not require Tenant to relocate to another location in the Property without Tenant's prior consent. 26. SUBORDINATION: A. This lease and Tenant's leasehold interest are and will be subject, subordinate, and inferior to: (1) any lien, encumbrance, or ground lease now or hereafter placed on the leased premises or the Property that Landlord authorizes; (2) all advances made under any such lien, encumbrance, or ground lease; (3) the interest payable on any such lien or encumbrance; (4) any and all renewals and extensions of any such lien, encumbrance, or ground lease; (5) any restrictive covenant affecting the leased premises or the Property; and (6) the rights of any owners' association affecting the leased premises or Property. B. Tenant must, on demand, execute a subordination, attornment, and non -disturbance agreement that Landlord may request that Tenant execute, provided that such agreement is made on the condition that this lease and Tenant's rights under this lease are recognized by the lien -holder. 27. ESTOPPEL CERTIFICATES: Within 10 days after receipt of a written request from Landlord, Tenant will execute and deliver to Landlord an estoppel certificate that identifies the terms and conditions of this lease. 28. CASUALTY LOSS: A. Tenant must immediately notify Landlord of any casualty loss in the leased premises. Within 20 days after receipt of Tenant's notice of a casualty loss, Landlord will notify Tenant if the leased premises are less than or more than 50% unusable, on a per square foot basis, and if Landlord can substantially restore the leased premises within 120 days after Tenant notifies Landlord of the casualty loss. B. If the leased premises are less than 50% unusable and Landlord can substantially restore the leased premises within 120 days after Tenant notifies Landlord of the casualty, Landlord will restore the leased premises to substantially the same condition as before the casualty. If Landlord fails to substantially restore within the time required, Tenant may terminate this lease. C. If the leased premises are more than 50% unusable and Landlord can substantially restore the leased premises within 120 days after Tenant notifies Landlord of the casualty, Landlord may: (1) terminate this lease; or (2) restore the leased premises to substantially the same condition as before the casualty. If Landlord chooses to restore and does not substantially restore the leased premises within the time required, Tenant may terminate this lease. D. If Landlord notifies Tenant that Landlord cannot substantially restore the leased premises within 120 days after Tenant notifies Landlord of the casualty loss, Landlord may: (1) choose not to restore and terminate this lease; or (2) choose to restore, notify Tenant of the estimated time to restore, and give Tenant the option to terminate this lease by notifying Landlord within 10 days. (TAR -2101) 5-26-06 Initialed for Identification by Tenant:QfL , and Landlord: Page 11 of 14 Produced with ZlpForm® by zipLoglx 18070 Fifteen Mile Road, Fraser, Michigan 48026 wwwzloLooix.com City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, E. If this lease does not terminate because of a casualty loss, rent will be reduced from the date Tenant notifies Landlord of the casualty loss to the date the leased premises are substantially restored by an amount proportionate to the extent the leased premises are unusable. 29. CONDEMNATION: If after a condemnation or purchase in lieu of condemnation the leased premises are totally unusable for the purposes stated in this lease, this lease will terminate. If after a condemnation or purchase in lieu of condemnation the leased premises or Property are partially unusable for the purposes of this lease, this lease will continue and rent will be reduced in an amount proportionate to the extent the leased premises are unusable. Any condemnation award or proceeds in lieu of condemnation are the property of Landlord and Tenant has no claim to such proceeds or award. Tenant may seek compensation from the condemning authority for its moving expenses and damages to Tenant's personal property. 30. ATTORNEY'S FEES: Any person who is a prevailing party in any legal proceeding brought under or related to the transaction described in this lease is entitled to recover prejudgment interest, reasonable attorney's fees, and all other costs of litigation from the nonprevailing party. 31. REPRESENTATIONS: A. Tenant's statements in this lease and any application for rental are material representations relied upon by Landlord. Each party signing this lease represents that he or she is of legal age to enter into a binding contract and is authorized to sign the lease. If Tenant makes any misrepresentation in this lease or in any application for rental, Tenant is in default. B. Landlord is not aware of any material defect on the Property that would affect the health and safety of an ordinary person or any environmental hazard on or affecting the Property that would affect the health or safety of an ordinary person, except: C. Each party and each signatory to this lease represents that: (1) it is not a person named as a Specially Designated National and Blocked Person as defined in Presidential Executive Order 13224; (2) it is not acting, directly or indirectly, for or on behalf of a Specially Designated and Blocked Person; and (3) is not arranging or facilitating this lease or any transaction related to this lease for a Specially Designated and Blocked Person. Any party or any signatory to this lease who is a Specially Designated and Blocked person will indemnify and hold harmless any other person who relies on this representation and who suffers any claim, damage, loss, liability or expense as a result of this representation. 32. BROKERS: A. The brokers to this lease are: WestMark Realtors Cooperating Broker License No. Principal Broker 200808 License No. 4105 84th Lubbock, TX 79423 Address Address (806)794-3300 (806)794-5550 Phone Fax Phone Fax khi ins@ccim.net -mail -mail Cooperating Broker represents Tenant. Principal Broker: (Check only one box) ❑ represents Landlord only. ❑ representsTenant only. d is an intermediary between Landlord and Tenant. (TAR -2101) 5-26-06 Initialed for Identification by Tenant: , and Landlord: Page 12 of 14 Produced with ZlpFormQD by zipLoglx 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipLooix.com City of Lubboc 1601 Mac Davis Lane Commercial Lease concerning: Lubbock, B. Fees: Q (1) Principal Broker's fee will be paid according to: (Check only one box). Q (a) a separate written commission agreement between Principal Broker and: ❑ Landlord ❑ Tenant. ❑ (b) the attached Addendum for Broker's Fee. ❑ (2) Cooperating Broker's fee will be paid according to: (Check only one box). ❑ (a) a separate written commission agreement between Cooperating Broker and: ❑ Principal Broker ❑ Landlord ❑ Tenant. ❑ (b) the attached Addendum for Broker's Fee. 33. ADDENDA: Incorporated into this lease are the addenda, exhibits and other information marked in the Addenda and Exhibit section of the Table of Contents. If Landlord's Rules and Regulations are made part of this lease, Tenant agrees to comply with the Rules and Regulations as Landlord may, at its discretion, amend from time to time. 34. NOTICES: All notices under this lease must be in writing and are effective when hand -delivered, sent by mail, or sent by facsimile transmission to: T, enant at the leased premises, and a copy to: city of Lubbock Address: Phone: Fax: ❑ Tenant also consents to receive notices by e-mail at: Landlord at: Address: Phone: Fax: and a copy to: Westmark. Realtors - Karen Higgins Address: 4105 8A.th Street. Lubbock. TX 79423 Phone: (806) 794-3300 Fax: (806) 794-5550 ❑ Landlord also consents to receive notices by e-mail at: 35. SPECIAL PROVISIONS: Landlord grants Tenant two (2) five (5) year options to extend the lease agreement with 180 days advance written notice from Tenant to Landlord. The rate will be negotiated between Landlord and Tenant no later than 60 days prior to the expiration of the previous term. Landlord during the term of the lease agreement will replace the HVAC should a professional HVAC contractor determine that the unit needs to be replaced. Landlord has the right to hire their own HVAC contractor to verify the need to replace the unit. Landlord can choose which contractor to use to replace the HVAC. Landlord will service all units prior to Tenant moving in and make any necessary repairs. Landlord will not be responsible for personal preferences by employees for HVAC service as long as the HVAC units are in good working order. Landlord will modify restrooms to be ADA compliant. (TAR -2101) 5-26-06 Initialed for Identification by Tenant:, , and Landlord: C'1 ` Page 13 of 14 Produced wfth ZipForm® by zipLoglx 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zlpLooix.com City of Lubboc 1601 Mac Davis Lane Commercial Lease conceming: Lubbock, 36. AGREEMENT OF PARTIES: A. Entire Agreement: This lease contains the entire agreement between Landlord and Tenant and may not be changed except by written agreement. B. Binding Effect: This lease is binding upon and inures to the benefit of the parties and their respective heirs, executors, administrators, successors, and permitted assigns. C. .point and Several: All Tenants are jointly and severally liable for all provisions of this lease. Any act or notice to, or refund to, or signature of, any one or more of the Tenants regarding any term of this lease, its renewal, or its termination is binding on all Tenants. D. Controlling Law: The laws of the State of Texas govern the interpretation, performance, and enforcement of this lease. E. Severable Clauses: If any clause in this lease is found invalid or unenforceable by a court of law, the remainder of this lease will not be affected and all other provisions of this lease will remain valid and enforceable. F. Waiver. Landlord's delay, waiver, or non -enforcement of acceleration, contractual or statutory lien, rental due date, or any other right will not be deemed a waiver of any other or subsequent breach by Tenant or any other term in this lease. G. Quiet Enjoyment: Provided that Tenant is not in default of this lease, Landlord covenants that Tenant will enjoy possession and use of the leased premises free from material interference. H. Force Majeure: If Landlord's performance of a term in this lease is delayed by strike, lock -out, shortage of material, governmental restriction, riot, flood, or any cause outside Landlord's control, the time for Landlord's performance will be abated until after the delay. I. Time: Time is of the essence. The parties require strict compliance with the times for performance. Brokers are not qualified to render legal advice, property inspections, surveys, engineering studies, environmental assessments, tax advice, or compliance inspections. The parties should seek experts to render such services. READ THIS LEASE CAREFULLY. If you do not understand the effect of this Lease, consult your attorney BEFORE signing. City of Lubbock Cash Re t ices Inc Tenant Landlord By �fy June 10, 2010 By f`c' - Z,04o Date Date Printed Name Tom Martin Printed Name Brad Ralston Title Mayor Title Chief Financial Officer Cash Register Services. Inc. Tenant Landlord By By 47 ( Date Date Printed Name Printed N me Title Title (TAR -2101) 5-26-06 Produced with ZlpForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipLooix.com Page 14 of 14 City of Lubboc ATTEST: -3-<- Re—becc'*% Garza, City Secretary APPROVED AS TO CONTENT: Lee 9nnumbauld, City Manager Dave Booher, Right -of -Way Agent APPROVED AS TO FORM: Chad Weaver, Assistant City Attorney Approved by the Texas Real Estate Commission for Voluntary Use Resolution No..2010—R0267 Texas law requires all real estate licensees to give the following information about brokerage services to prospective buyers, tenants, sellers and landlords. Information About Brokerage Services efore working with a real estate broker, you should know that the duties of a broker depend on whom the broker represents. If you are a prospective seller or landlord (owner) or a prospective buyer or tenant (buyer), you should know that the broker who lists the property for sale or lease is the owner's agent. A broker who acts as a subagent represents the owner in cooperation with the listing broker. A broker who acts as a buyer's agent represents the buyer. A broker may act as an intermediary between the parties if the parties consent in writing. A broker can assist you in locating a property, preparing a contract or lease, or obtaining financing without representing you. A broker is obligated by law to treat you honestly. IF THE BROKER REPRESENTS THE OWNER: The broker becomes the owner's agent by entering into an agreement with the owner, usually through a written - listing agreement, or by agreeing to act as a subagent by accepting an offer of subagency from the listing broker. A subagent may work in a different real estate office. A listing broker or subagent can assist the buyer but does not represent the buyer and must place the interests of the owner first. The buyer should not tell the owner's agent anything the buyer would not want the owner to know because an owner's agent must disclose to the owner any material information known to the agent. IF THE BROKER REPRESENTS THE BUYER: The broker becomes the buyer's agent by entering into an agreement to represent the buyer, usually through a written buyer representation agreement. A buyer's agent can assist the owner but does not represent the owner and must place the interests of the buyer first. The owner should not tell a buyer's agent anything the owner would not want the buyer to know because a buyer's agent must disclose to the buyer any material information known to the agent. IF THE BROKER ACTS AS AN INTERMEDIARY: A broker may act as an intermediary between the parties if the broker complies with The Texas Real Estate License Act. The broker must obtain the written consent of each party to the transaction to act as an intermediary. The written consent must state who will pay the broker and, in conspicuous bold or underlined print, set forth the broker's obligations as an intermediary. The broker is required to treat each party honestly and fairly and to comply with The Texas Real Estate License Act. A broker who acts as an intermediary in a transaction: (1) shall treat all parties honestly; (2) may not disclose that the owner will accept a price less than the asking price unless authorized in writing to do so by the owner; (3) may not disclose that the buyer will pay a price greater than the price submitted in a written offer unless authorized in writing to do so by the buyer; and (4) may not disclose any confidential information or any information that a party specifically instructs the broker in writing not to disclose unless authorized in writing to disclose the information or required to do so by The Texas Real Estate License Act or a court order or if the information materially relates to the condition of the property. With the parties' consent, a broker acting as an intermediary between the parties may appoint a person who is licensed under The Texas Real Estate License Act and associated with the broker to communicate with and carry out instructions of one party and another person who is licensed under that Act and associated with the broker to communicate with and cant' out instructions of the other party. If you choose to have a broker represent you, you should enter into a written agreement with the broker that clearly establishes the broker's obligations and your obligations. The agreement should state how and by whom the broker will be paid. You have the right to choose the type of representation, if any, you wish to receive. Your payment of a fee to a broker does not necessarily establish that the broker represents you. If you have any questions regarding the duties and responsibilities of the broker, you should resolve those questions before proceeding. Real estate licensee asks that you acknowledge receipt of this information about brokerage services for the licensee's records. June 10, 2010 TOM MARTIN, Mayor Texas Real Estate Brokers and Salespersons are licensed and regulated by the Texas Real Estate Commission (TREC). if you have a question or complaint regarding a real estate licensee, you should contact TREC at P.O. Box 12188, Austin, Texas 78711-2188 or 512-465-3960. 01A (TAR -2501) 1/1/96 WestMark Realtors 4105 84th Lubbock, TX 79423 Phone: 806-776-2833 Fax: 806.776-2834 Karen Higgins Produced with zipForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 wwwzloLogix.com 121 UMPIaeic OPPORTONRY TREC No. OP -K Page 1 of 1 City of Lubboc ♦9 TEXAS ASSOCIATION OF REALTORS® INTERMEDIARY RELATIONSHIP NOTICE USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS® IS NOT AUTHORIZED. ®Texas Association of REALTORS®, Inc. 2004 To: Cash Register Services, Inc, (Seller or Landlord) and City of Lubbock (Prospect) From: WestMark Realtors (Broker's Firm) 1601 Mac Davis Lane Re: Lubbock (Property) Date: A. Under this notice, "owner" means the seller or landlord of the Property and "prospect" means the above-named prospective buyer or tenant for the Property. B. Broker's firm represents the owner under a listing agreement and also represents the prospect under a buyer/tenant representation agreement. C. In the written listing agreement and the written buyer/tenant representation agreement, both the owner and the prospect previously authorized Broker to act as an intermediary if a prospect who Broker represents desires to buy or lease a property that is listed by the Broker. When the prospect makes an offer to purchase or lease the Property, Broker will act in accordance with the authorizations granted in the listing agreement and in the buyer/tenant representation agreement. D. Broker xQ will ❑ will not appoint licensed associates to communicate with, carry out instructions of, and provide opinions and advice during negotiations to each party. If Broker makes such appointments, Broker appoints: Karen Higains, CCIM to the owner, and Jay Dycus to the prospect. E. By acknowledging receipt of this notice, the undersigned parties reaffirm their consent for broker to act as an intermediary. F. Additional information: (Disclose material information related to Broker's relationship to the parties, such as personal relationships or prior or contemplated business relationships.) The n sign d ackn wledge receipt of this notice 06/03/2010 Seller or Landlord Date h R r rvices, Inc Ser or Lan or Date Cash Register Services, Inc. (TAR -1409) 1-7-04 10, 2010 Prospect Date City of Lubbock Prospect WestMark Realtors 4105 84th Lubbock, TX 79423 Phone: 806-776-2833 Fax: 806.776-2834 Karen Higgins Produced with ZlpForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipLooix.com Date Page 1 of 1 City of Lubboc ,!* TEXAS ASSOCIATION OF REALTORS® COMMERCIAL LEASE EXPENSE REIMBURSEMENT ADDENDUM USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS® IS NOT AUTHORIZED. OTexas Association of REALTORS®, Inc. 2006 ADDENDUM TO THE COMMERCIAL LEASE BETWEEN THE UNDERSIGNED PARTIES CONCERNING THE LEASED PREMISES AT 1601 _Mae Davis Lane. L192bock, In addition to rent stated in the lease, Tenant will pay Landlord the additional rent described in this addendum. Tenant will pay the additional rent each month at the time the base -monthly rent in the lease is due. A. Definitions: (1) "Tenant's pro rata share" is 100.000 %. (2) "CAM" means all of Landlord's expenses reasonably incurred to maintain, repair, operate, manage, and secure the Property (for example, security, lighting, painting, cleaning, decorations, utilities, trash removal, pest control, promotional expenses, and other expenses reasonably related to the Property's operations); CAM does not include capital expenditures, interest, depreciation, tenant improvements, insurance, taxes, or brokers' leasing fees (i.e., all operating expenses except taxes and insurance). (3) "Insurance" means Landlord's costs to insure the leased premises and the Property including but not limited to insurance for casualty loss, general liability, and reasonable rent loss. (4) "Taxes" means the real property ad valorem taxes assessed against the leased premises and Property inclusive of all general and special assessments and surcharges. B. Method: The additional rent will be calculated under the following method: Note: "CAM" means operating expenses except taxes and insurance. ❑ (1) Base -year ex ep nses: Each month Tenant will pay Tenant's pro rata share of the projected monthly expenses for the Property that exceed the amount of the monthly base -year expenses for the calendar year 2010 for: Ca taxes; Q insurance; ❑ CAM; and 0 ❑ (2) Exoense-stop: Each month Tenant will pay Tenant's pro rata share of the projected monthly expenses for the Property that exceed $ per square foot per year for: Q taxes; ❑ insurance; 0 CAM; and ❑ ❑ (3) Net: Each month Tenant will pay Tenant's pro rata share of the projected monthly expenses for the Property for: ❑ taxes; ❑ insurance; O CAM; and ❑ C. Projected Monthly Expenses: On or about December 31 of each calendar year, Landlord will project the applicable monthly expenses (those that Tenant is to pay under this addendum) for the following calendar year and will notify Tenant of the projected expenses. The projected expenses are based on Landlord's estimates of such expenses. The actual expenses may vary. Notice: The applicable projected monthly expenses for the calendar year in which the above -referenced lease commences is $ based on actual per square foot. The total rentable area of the Property presently used by Landlord for calculating expense reimbursements is 13.392 square feet. (TAR -2103) 5-26-06 Initialed for Identification by Tenant: 420-4W, , and Landlord: Page 1 of 2 WestMark Realtors 4105 84th Lubbock, TX 79423 Phone: 806-776-2833 Fax: 806.776-2834 Karen Higgins City of Lubboc Produced wkh ZlpForm® by zlpLoglx 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zioLoglx.com Expense Reimbursement Addendum concerning 1601 Mac Davis Lane, Lubbock, D. Reconciliation: Within a reasonable time after the end of each calendar year, Landlord will notify Tenant of the actual costs of the applicable expenses (those that Tenant is to pay under this addendum) for the previous year. If the actual costs of the applicable expenses exceed the amounts paid or owed by Tenant for the previous year, Tenant must pay the deficient amount to Landlord within 30 days after Landlord notifies Tenant of the deficient amount. If the actual costs of the applicable expenses are less than the amounts paid by Tenant for the previous year, Landlord will refund the excess to Tenant or will credit the excess to Tenant's next rent payment. Tenant may audit or examine those items in Landlord's records that relate to Tenant's obligations under this addendum. Landlord will promptly refund to Tenant any overpayment revealed by an audit or examination. If the audit or examination reveals an error of more than 5% over the amounts Landlord collected in a calendar year from Tenant under this addendum, Landlord will pay the reasonable cost of the audit or examination. Landlord may not seek a deficiency from Tenant under this paragraph if Landlord fails to timely provide the required notice. E. Special Provisions: City of Lubbock Tenant By ( June 10 2010 Tom fdartin, Mayor Date Tenant By Date (TAR -2103) 5-26-06 Landlor a ) 2- nc By Brad Ralston, CFO Date Cash Re ry ces. Inc. Ladlo d By 0 �7n�CA, I Date Produced with ZlpForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipLoalx.com Page 2 of 2 City of Lubboc 16016th Street Lubbock, Texas 79401 Resolution No. 2010-RO267 EXHIBIT A floor plan Resolution No. 2010-RO267 EXHIBIT B FURNITURE LIST TO BE LEFT BY LANDLORD FOR TENANT'S USE 1. CONFERENCE TABLE AND CHAIRS 2. SECOND CONFERENCE TABLE (NO CHAIRS) — CURRENTLY IN THE BREAKROOM AREA 3. 1— 4 TOP OVAL KITCHEN TABLE AND CHAIRS 4. APPROXIMATELY 15 DESKS 5. CREDENZA AND BOOKSHELVES USED IN CONJUNCTION WITH THE 15 DESKS ABOVE (NOT ALL HAVE THEM) 6. 90% OF THE PEDSTAL AND COUNTER TOP TABLES THAT ARE IN THE SUPPORT ROOMMISPATCH AREA/ETC. 7. ALL PROJECTOR SCREENS AND AV WIRING/SPEAKERS 8. TUFF SHED OUTSIDE OF BUILDING vA+114Jenant Landlord