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HomeMy WebLinkAboutResolution - 4566 - Lease Agreement - LCOC -Lots 8-10, Block 148, Original Town - 07_28_1994Resolution No. 4566 Item #30 July 28, 1994 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 for and on behalf of the City of Lubbock a Lease Agreement by and between the City of Lubbock and Lubbock Chamber of Commerce, attached hereto, which Agreement is to be assigned to a nonprofit corporation which is in the process of being created and which Agreement 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 ATTEST: &It-, - )j �� ") Betty. Johnson, ity Secretary APPROVED AS TO FORM: 1/ John C. Ross, Jr., City Attorney JCR:da/ccdocs/A-L.CC.res July 21, 1994 Resolution No. 4566 July 28, 1994 Item #30 LEASE AGREEMENT This agreement is made and entered into by and between the Lubbock Chamber of Commerce "Landlord" and the City of Lubbock, Texas "Tenant" as of the date of execution hereof effective the day herein after stated. WITNESSETH I. Leased Premises In consideration of the mutual covenants and agreements herein set forth, and other good and valuable consideration, Landlord does hereby lease to Tenant and Tenant does hereby lease from Landlord out of Landlord's building and improvements, effective with the commencement date as hereinafter stated the following real estate for use as office space, only, which real estate is better described as follows, to -wit: the entire second floor of the building except the second floor closet at the top of the stairs behind the copy room presently used by the "Arts Alliance" situated at the municipal address of 14th and Avenue K, Lubbock, Lubbock County, Texas and known by the legal description of: All of Lots Eight (8) through Ten (10), both inclusive Block 148, Original Town of Lubbock, Lubbock County, Texas. In addition to the leased premises herein described, Tenant shall have reasonable use and access to Landlord's meeting rooms, as available, and employee's break room or coffee room. Further, Tenant shall have access and full use of the dumb waiter from the first floor to the lease premises as well as all elevators, common hallways, restrooms, stairways and other common areas provided for general use by occupants and visitors to the Landlord's building. II. Term The term of this lease shall be 60 full months from the commencement date of October 1, 1994 ending midnight September 30, 1999. Lease Agreement - Page 1 of 10 Rent Tenant shall pay to Landlord annual rent in the amount of $31,500.00 each year payable on the 1st day of October of each year during the term of this lease with the first payment of $31,500.00 being payable on the 1st day of October, 1994. IV. Use Tenant covenants to use the leased premises for office purposes only to conduct conventions, visitors and related activities in and around the City of Lubbock, Texas. V. Utilities Landlord shall, without intentional interruption, furnish all water, lights, gas, electric, sewer and other utilities to the leased premises at Landlord's cost and expense. In addition, Landlord shall supply and maintain sufficient and adequate heating and cooling to the leased premises which shall be used by Tenant in such a manner as not to waste heating or cooling effect. Tenant shall provide its own telephone, cable television, computer systems or other like services and equipment. Except for Landlord's negligence, intentional interference or misconduct, Landlord shall not be liable for any stoppage of any of such services caused by accident or for stoppage for needed repairs or improvements. VI. Shared Equipment The parties hereto agree, that unless other arrangements are made, Tenant may share usage of the postage meter and telefax or telecopier machine both situated in Landlord's area. Tenant will be required to record its use of each machine and Landlord will tabulate such usage regularly and bill Tenant monthly the actual cost to Landlord for such usage. Tenant shall pay Landlord for such usage within 15 days of receipt of such billing. The parties agree to cooperate fully in the shared usage of such equipment. The parties understand that currently there is in the Leased Lease Agreement - Page 2 of 10 Premises other personal property and equipment of Landlord that is not being leased under this agreement and that the parties will within 30 days of the date of execution hereof identify to the satisfaction of each other. VII. Maintenance Landlord shall, at its expense, maintain, replace and repair the leased premises, including all improvements and additions thereto, private parking lots available to Tenant hereunder, and all plumbing, electrical wiring, heating, ventilation and air conditioning equipment, sewer mains, water lines and paved parking. In addition to the foregoing Landlord shall furnish the Tenant, while occupying said premises, janitorial service. Tenant shall make good any damage caused to the leased premises or to the building by its use thereof and shall take good care of the leased premises and suffer no waste or damage thereto, and shall deliver up the leased premises at the end of this lease in good order and condition, natural deterioration, wear and tear from reasonable use and damage from the elements, only, excepted. Tenant shall keep any fixtures in or about the leased premises in good repair and order, subject to the obligation of the Landlord to replace when necessary. VIII. Taxes and Assessments Landlord shall pay prior to delinquency, all taxes, assessments and other governmental impositions, lawfully created and assessed against the leased premises or any part thereof during the term hereof. Tenant shall pay all taxes, assessments and impositions on property belonging to tenant. I%. Insurance Landlord, at Landlord's sole cost and expense, shall maintain insurance covering the leased premises against loss or damage by fire and other casualties with a responsible insurance company or companies. Tenant shall be solely responsible for all insurance on any other property belonging to Tenant in or about the leased premises. Lease Agreement - Page 3 of 10 Landlord and Tenant each waive any and every claim which arises or may arise in its favor against the other party during the term of this lease for any and all loss of, or damage to, the leased premises or any personal property located in, on or about the leased premises, which loss is or could be covered by insurance policies maintained by the parties hereunder, and in such case each party agrees to look solely to the insurance policies covering its property for recovery of any such loss. Tenant, at Tenant's sole cost and expense, shall maintain during the entire term of this lease, public liability insurance on the leased premises in an amount not less that one million dollars combined single -limit coverage, to protect Landlord and Tenant from any claim arising from the use of the leased premises by Tenant or Tenant's agents, employees, sub -tenants, contractors, guests or invitees. Such insurance shall be with responsible insurance companies, shall name Landlord as an additional insured, and shall provide for 30 days notice of cancellation to Landlord. Tenant shall evidence such insurance coverage by delivering to Landlord a certificate issued by the insurance company or companies underwriting such risks. X. Loss or Damage to Leased Premises Tenant shall in case of fire or other damage to the leased premises give immediate notice to the Landlord. If all, or such part of the improvements of Landlord shall be destroyed by fire, storm, explosion, flood, rising water, Act of God, war, riot, insurrection, or any other casualty, so as to prevent Tenant from fully carrying on its business on the leased premises, then, at the option of the Landlord, this lease may be terminated effective as of the date such destruction occurred or Landlord may elect to replace or repair the leased premises, provided the Landlord gives written notice of such election to Tenant within thirty (30) days after the date such destruction occurred, and there shall be a complete abatement of all rent and other payments required to be made by the Tenant under this lease to cover the period of time from the date such destruction occurred to the date when such reconstruction is completed. If the improvements of Landlord shall be damaged (but not destroyed) by fire, storm, explosion, flood, rising water, Act of God, war, riot, insurrection, or any other casualty, the Landlord agrees promptly to repair such damages and restore the Leased Premises to a condition at least as good as the same existed just prior to the time when such damage occurred, and there shall be a equitable abatement of rent and other payments required to be made by the Tenant under this lease to cover the period of time and the proportion of the Leased Premises, the economic use of which is Leese Agreement - Page 4 of 10 lost to the Tenant from the date such damage occurred to the date such repairs are completed. If the improvements of Landlord shall be damaged or destroyed by any of the casualties set forth herein and such improvements cannot, within a period of ninety (90) days from the date of such damage or destruction, be restored to a condition at least as good as the same existed immediately prior to the damage or destruction, under applicable Federal, State or local laws or regulations, this lease may be terminated as of the date of such damage or destruction at the election of Tenant, and any unearned rent paid in advance by Tenant shall be refunded to it. Notice of election to terminate this lease shall be given in writing within thirty (30) days after the occurrence of the casualty. BI. Use of Parking and Drive Area Tenant shall have the full use of the parking area immediately to the east of the leased premises which is better described by the legal description of: All of Lots Eight (8) through Ten (10), both inclusive Block 148, Original Town of Lubbock, Lubbock County, Texas and the parking spaces on the street in and around the leased premises. Signs Tenant shall not install signs in or about the leased premises except with the prior written consent of the Landlord and pursuant to such requirements as Landlord shall impose. Notwithstanding the foregoing Tenant shall be able to place its sign on the exterior of the Landlord's building, on any building directories and upon the entry door to the leased premises. Prior to the termination or expiration thereof Tenant shall remove such signs. All such installations and removals shall not injure or deface the improvements and Tenant shall repair any damage caused by such actions. Americans With Disabilities Act The parties hereto agree to fully cooperate in compliance with Americans with Disabilities Act ("ADA") requirements as is Lease Agreemsrd - Pepe 5 of 10 necessary. In this regard Tenant shall be responsible at its own cost and expense, for insuring compliance of the Leased Premises with the ADA or other governmental requirements as is required thereby at any time during the first 12 months of the term of this Lease Agreement. Thereafter, Tenant and Landlord shall share the cost and expense of bringing the Leased Premises into compliance as follows: (a) During the second twelve months Tenant shall pay 90% and Landlord shall pay 10% of the cost of such compliance; (b) During the third twelve months Tenant shall pay 80% and Landlord shall pay 20% of the cost of such compliance; (c) During the fourth twelve months Tenant shall pay 50% and Landlord shall pay 50% of the cost of such compliance; (d) During the fifth twelve months Tenant shall pay 30% and Landlord shall pay 70% of the cost of such compliance. Landlord agrees to cooperate with Tenant and make any additional space in Landlord's building necessary to Tenant available for Tenant's compliance with the ADA or other governmental regulations upon either a longterm basis (to be in conjunction with the term of this Lease Agreement) or on an "as needed" basis. Landlord shall be responsible, at its own cost and expense for insuring compliance of the balance of Landlord's building and improvements, including all common areas, restrooms, stairways, common hallways, parking areas, curbs and sidewalks with the ADA or other governmental requirements. Otherwise, Landlord shall have no other responsibility for compliance of the Leased Premises with such act, regulations or requirements. %IV. Condition of Property -Disclaimer of Warranties BY ACCEPTANCE OF POSSESSION OF THE LEASED PREMISES, TENANT WARRANTS AND REPRESENTS TO LANDLORD THAT TENANT HAS EXAMINED, OR HAS CAUSED ITS AGENTS TO EXAMINE, THE LEASED PREMISES, AND HAS DETERMINED, BASED SOLELY UPON SUCH EXAMINATION AND NOT IN ANY WAY IN RELIANCE UPON ANY WARRANTY OR REPRESENTATION OF LANDLORD, THAT THE LEASED PREMISES ARE SUITABLE FOR TENANT'S INTENDED USE AND THAT THERE ARE NO DEFECTS OR CONDITIONS AFFECTING SUCH SUITABILITY WHICH ARE EITHER OPEN AND OBVIOUS OR COULD BE DISCOVERED UPON REASONABLE EXAMINATION OF THE LEASED PREMISES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TENANT HEREBY WAIVES AND RELEASES ANY AND ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, ARISING BY OPERATION OF LAW OR OTHERWISE, AS TO THE CONDITION OF THE LEASED PREMISES, INCLUDING, BUT NOT LIMITED TO, ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND SUITABILITY FOR TENANT'S Lease Agreement - Page 6 of 10 INTENDED USE. LANDLORD AND TENANT DISCLAIM ANY INTENT TO WAIVE ANY WARRANTY WHERE THE WAIVER OF SUCH WARRANTY IS PROHIBITED BY APPLICABLE LAW, WHETHER STATUTORY OR OTHERWISE, AND LANDLORD DOES NOT REPRESENT TO TENANT THAT THE WAIVERS CONTAINED IN THIS PARAGRAPH CONFER UPON LANDLORD ANY RIGHTS OR IMPOSE UPON TENANT ANY OBLIGATIONS IN CONTRAVENTION OF ANY SUCH LAW. SUBJECT TO THIS QUALIFICATION, THE WAIVERS CONTAINED HEREIN SHALL BE APPLIED IN THEIR BROADEST SENSE, AND GIVEN AS FULL EFFECT AS IS PERMITTED UNDER APPLICABLE LAW. ADDITIONALLY, LANDLORD AND TENANT AGREE THAT TO THE EXTENT ANY SUCH WARRANTIES CANNOT LEGALLY BE WAIVED, AND CERTAIN OBLIGATIONS ARE THEREFORE IMPOSED UPON LANDLORD, LANDLORD'S SOLE RESPONSIBILITY IN THE EVENT OF DEFAULT IN OBSERVANCE OF SUCH OBLIGATION SHALL BE TO REPAIR AND RESTORE THE LEASED PREMISES SUCH THAT ITS CONDITION IS SUITABLE FOR TENANT'S USE AND, IN THE EVENT LANDLORD SHALL FAIL TO SO REPAIR AND RESTORE THE LEASED PREMISES, TENANT'S SOLE REMEDY SHALL BE AS PROVIDED ELSEWHERE IN THIS LEASE. LANDLORD SHALL HAVE NO OTHER LIABILITY OR OBLIGATION TO TENANT, INCLUDING, BUT NOT LIMITED TO, ANY LIABILITY FOR LOST INCOME OR PROFIT OF TENANT, COSTS AND EXPENSES INCURRED BY TENANT AS A RESULT OF ANY BREACH OF WARRANTY BY LANDLORD, OR DAMAGES OR INJURY TO TENANT'S PROPERTY IN AND ABOUT THE LEASED PREMISES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LANDLORD AND TENANT FURTHER AGREE THAT TENANT'S DUTIES AND OBLIGATIONS HEREUNDER, INCLUDING THE OBLIGATION TO PAY RENT, SHALL BE INDEPENDENT OF AND NOT CONTINGENT UPON LANDLORD'S PERFORMANCE OF ANY AND ALL DUTIES AND RESPONSIBILITIES RELATING TO OR ARISING OUT OF ANY WARRANTY NOT DISCLAIMED BY LANDLORD UNDER THE TERMS OF THIS PARAGRAPH. XV. Default by Landlord If Landlord shall neglect or fail to perform or observe any of the terms, covenants or conditions contained in this lease on its part to be performed or observed and shall not commence to cure the same within a reasonable time after written notice thereof, but in no event more than 10 days after notice of default from Tenant, then Landlord shall be deemed to be in default hereunder. In the event of Landlord's default, as Tenant's sole remedy, Tenant may terminate this lease, Tenant expressly waiving and releasing all and other remedies which might otherwise be available to Tenant, whether at law or in equity. XVI. Default by Tenant The following events shall be deemed to be "events of default" by Tenant under this lease: Lease Agreement - Page 7 of 10 1. failure to pay any installment of rent or other sum payable hereunder within 15 days after the date the same is due; 2. failure to comply with any term, condition or covenant of this lease, other than the payment of rent, and shall not commence to cure such default within 10 days after written notice thereof from Landlord to Tenant and diligently thereafter complete such cure. Upon the occurrence of any act of default, Landlord shall have the option to pursue any of the following remedies without any further notice or demand whatsoever: (a) Landlord may terminate this lease and Tenant shall pay the Landlord in addition to all accrued and unpaid sums then owed by Tenant to Landlord hereunder, an amount equal to all rent which otherwise would be payable under this lease for the remainder of the then - current term. (b) Without terminating this lease, Landlord may, at its option, reenter and take possession of the leased premises and remove all persons or property therefrom without being deemed guilty for trespassing in which event Tenant may, but shall not be required to, relet the leased premises or any part thereof. TENANT EXPRESSLY WAIVES ANY DUTY ON LANDLORD'S PART TO MITIGATE LANDLORD'S DAMAGES BY RELETTING. (c) Without terminating this lease Landlord may at its option enter into and upon the leased premises and do whatever Tenant is obligated to do under the terms of this lease and Tenant shall reimburse Landlord on demand for any expense which Landlord may incur. Tenant agrees that Landlord shall not be liable for any damages resulting to Tenant from such action. (d) Without limiting Landlord's other remedies hereunder, it is expressly agreed that anytime Tenant is delinquent is paying any rent, Landlord may change all locks on the doors to or on the leased premises. In such event Landlord shall post on a main door of the leased premises a notice stating the name and the address or telephone number of the individual of which new keys may be obtained during the Landlord's regular business hours. Anything contained elsewhere in this lease to the contrary notwithstanding, Landlord shall not be required to deliver any new keys to Tenant or provide Tenant access to Tenant's personal property contained in the leased premises until such time as Tenant has paid all delinquent rent owed to Landlord. Lease Agreement - Page 8 of 10 XVII. Assignment and Subletting The parties hereto understand and agree that Tenant named herein will not actually, in its own name or purpose, occupy and use the premises under this lease but that the named herein Tenant intends to assign the entire leased premises to an entity not yet created or formed and that such one time assignment is hereby approved by Landlord and Landlord hereby consents thereto. Such Tenant's assignee shall be and remain bound to all the terms and conditions of this lease as if such Assignee had executed this lease agreement itself. Thereafter Tenant or Tenant's assignee shall not assign this lease and/or sublet all or any part of the leased premises without the prior written consent of Landlord which shall not unreasonably be withheld. Such prior written consent constitutes a condition precedent to the effectiveness of such assignment or subletting, and Landlord shall not be bound thereby until and unless such consent is given. XVIII. Holding Over In the event Tenant remains in possession of the leased premises after expiration of this lease and without the execution of a new lease, such holdover shall constitute and be construed as a tenancy from month -to -month only, upon the same terms and conditions contained herein except that the rent shall be paid monthly in the amount of $3,950.00 per month. Nothing contained herein shall be deemed to be Landlord's consent to any holding over by Tenant. Notices Whenever a notice of any kind is authorized or required to be made by one party to the other hereunder, such notice shall be considered as given when delivered in person or upon the execution of three days of time of deposit of same in the United States registered or certified mail, all postage prepaid, return receipt requested and addressed to the other party at the address shown as follows: Lubbock Chamber of Commerce P.O. Box 2000 14th and Avenue K Lubbock, Texas 79457 Leese Agieemwx - Pepe 9 of 10 City of Lubbock, Texas %%. Entire Agreement This instrument constitutes the entire lease agreement between the parties hereto and the lease cannot be altered, changed, amended or affected in any respect except by instrument in writing duly executed by both of the parties hereto. Successors and Assigns This lease agreement and all of the terms, conditions, covenants and agreements contained herein shall extent to and be binding upon the respective parties, their successors and where approved, assigns. Time is of the Essence The parties agree that time is of the essence to the Lease Agreement. Executed the 28th day of July , 1994. Attest: By. City geciretaiy Besse Apree w -Page 10of to Landlord: Lubbock Chamber f By: Chairman of the Attest: By. 8 Z"��cretary Resolution No. 4566 Item #30 July 28, 1994 SVer LEASE AGREEMENT - !!NENE2MNWW1k- This agreement is made and entered into by and between the Lubbock Chamber of Commerce "Landlord" and the City of Lubbock, Texas "Tenant" as of the date of execution hereof effective the day herein after stated. WITNESSETH I. Leased Premises In consideration of the mutual covenants and agreements herein set forth, and other good and valuable consideration, Landlord does hereby lease to Tenant and Tenant does hereby lease from Landlord out of Landlord's building and improvements, effective with the commencement date as hereinafter stated the following real estate for use as office space, only, which real estate is better described as follows, to -wit: the entire second floor of the building except the second floor closet at the top of the stairs behind the copy room presently used by the "Arts Alliance" situated at the municipal address of 14th and Avenue K, Lubbock, Lubbock County, Texas and known by the legal description of: In addition to the leased premises herein described, Tenant shall have reasonable use and access to Landlord's meeting rooms, as available, and employee's break room or coffee room. Further, Tenant shall have access and full use of the dumb waiter from the first floor to the lease premises as well as all elevators, common hallways, restrooms, stairways and other common areas provided for general use by occupants and visitors to the Landlord's building. II. Term The term of this lease shall be 60 full months from the commencement date of October 1, 1994 ending midnight September 30, 1999. Lass Agmement - Pop 1 d 10 Rent Tenant shall pay to Landlord annual rent in the amount of $31,500.00 each year payable on the 1st day of October of each year during the term of this lease with the first payment of $31,500.00 being payable on the 1st day of October, 1994. IV. Use Tenant covenants to use the leased premises for office purposes only to conduct conventions, visitors and related activities in and around the City of Lubbock, Texas. V. utilities Landlord shall, without intentional interruption, furnish all water, lights, gas, electric, sewer and other utilities to the leased premises at Landlord's cost and expense. In addition, Landlord shall supply and maintain sufficient and adequate heating and cooling to the leased premises which shall be used by Tenant in such a manner as not to waste heating or cooling effect. Tenant shall provide its own telephone, cable television, computer systems or other like services and equipment. Except for Landlord's negligence, intentional interference or misconduct, Landlord shall not be liable for any stoppage of any of such services caused by accident or for stoppage for needed repairs or improvements. VI. Shared Equipment The parties hereto agree, that unless other arrangements are made, Tenant may share usage of the postage meter and telefax or telecopier machine both situated in Landlord's area. Tenant will be required to record its use of each machine and Landlord will tabulate such usage regularly and bill Tenant monthly the actual cost to Landlord for such usage. Tenant shall pay Landlord for such usage within 15 days of receipt of such billing. The parties agree to cooperate fully in the shared usage of such equipment. The parties understand that currently there is in the Leased Lease Agreement • P" 2 or 10 Premises other personal property and equipment of Landlord that is not being leased under this agreement and that the parties will within 30 days of the date of execution hereof identify to the satisfaction of each other. VII. Maintenance Landlord shall, at its expense, maintain, replace and repair the leased premises, including all improvements and additions thereto, private parking lots available to Tenant hereunder, and all plumbing, electrical wiring, heating, ventilation and air conditioning equipment, sewer mains, water lines and paved parking. In addition to the foregoing Landlord shall furnish the Tenant, while occupying said premises, janitorial service. Tenant shall make good any damage caused to the leased premises or to the building by its use thereof and shall take good care of the leased premises and suffer no waste or damage thereto, and shall deliver up the leased premises at the end of this lease in good order and condition, natural deterioration, wear and tear from reasonable use and damage from the elements, only, excepted. Tenant shall keep any fixtures in or about the leased premises in good repair and order, subject to the obligation of the Landlord to replace when necessary. Taxes and Assessments Landlord shall pay prior to delinquency, all taxes, assessments and other governmental impositions, lawfully created and assessed against the leased premises or any part thereof during the term hereof. Tenant shall pay all taxes, assessments and impositions on property belonging to tenant. IX. Insurance Landlord, at Landlord's sole cost and expense, shall maintain insurance covering the leased premises against loss or damage by fire and other casualties with a responsible insurance company or companies. Tenant shall be solely responsible for all insurance on any other property belonging to Tenant in or about the leased premises. Leese Agreement - Page 3 of 10 Landlord and Tenant each waive any and every claim which arises or may arise in its favor against the other party during the term of this lease for any and all loss of, or damage to, the leased premises or any personal property located in, on or about the leased premises, which loss is or could be covered by insurance policies maintained by the parties hereunder, and in such case each party agrees to look solely to the insurance policies covering its property for recovery of any such loss. Tenant, at Tenant's sole cost and expense, shall maintain during the entire term of this lease, public liability insurance on the leased premises in an amount not less that one million dollars combined single -limit coverage, to protect Landlord and Tenant from any claim arising from the use of the leased premises by Tenant or Tenant's agents, employees, sub -tenants, contractors, guests or invitees. Such insurance shall be with responsible insurance companies, shall name Landlord as an additional insured, and shall provide for 30 days notice of cancellation to Landlord. Tenant shall evidence such insurance coverage by delivering to Landlord a certificate issued by the insurance company or companies underwriting such risks. X. Loss or Damage to Leased Premises Tenant shall in case of fire or other damage to the leased premises give immediate notice to the Landlord. If all, or such part of the improvements of Landlord shall be destroyed by fire, storm, explosion, flood, rising water, Act of God, war, riot, insurrection, or any other casualty, so as to prevent Tenant from fully carrying on its business on the leased premises, then, at the option of the Landlord, this lease may be terminated effective as of the date such destruction occurred or Landlord may elect to replace or repair the leased premises, provided the Landlord gives written notice of such election to Tenant within thirty (30) days after the date such destruction occurred, and there shall be a complete abatement of all rent and other payments required to be made by the Tenant under this lease to cover the period of time from the date such destruction occurred to the date when such reconstruction is completed. If the improvements of Landlord shall be damaged (but not destroyed) by fire, storm, explosion, flood, rising water, Act of God, war, riot, insurrection, or any other casualty, the Landlord agrees promptly to repair such damages and restore the Leased Premises to a condition at least as good as the same existed just prior to the time when such damage occurred, and there shall be a equitable abatement of rent and other payments required to be made by the Tenant under this lease to cover the period of time and the proportion of the Leased Premises, the economic use of which is Le a Aproam it - Page 4 of 10 lost to the Tenant from the date such damage occurred to the date such repairs are completed. If the improvements of Landlord shall be damaged or destroyed by any of the casualties set forth herein and such improvements cannot, within a period of ninety (90) days from the date of such damage or destruction, be restored to a condition at least as good as the same existed immediately prior to the damage or destruction, under applicable Federal, State or local laws or regulations, this lease may be terminated as of the date of such damage or destruction at the election of Tenant, and any unearned rent paid in advance by Tenant shall be refunded to it. Notice of election to terminate this lease shall be given in writing within thirty (30) days after the occurrence of the casualty. XI. Use of Parking and Drive Area Tenant shall have the full use of the parking area immediately to the east of the leased premises which is better described by the legal description of: and the parking spaces on the street in and around the leased premises. XII. signs Tenant shall not install signs in or about the leased premises except with the prior written consent of the Landlord and pursuant to such requirements as Landlord shall impose. Notwithstanding the foregoing Tenant shall be able to place its sign on the exterior of the Landlord's building, on any building directories and upon the entry door to the leased premises. Prior to the termination or expiration thereof Tenant shall remove such signs. All such installations and removals shall not injure or deface the improvements and Tenant shall repair any damage caused by such actions. XI11. Americans with Disabilities Act The parties hereto agree to fully cooperate in compliance with Americans with Disabilities Act ("ADA") requirements as is Low Agream rK - P%* 5 of 10 necessary. In this regard Tenant shall be responsible at its own cost and expense, for insuring compliance of the Leased Premises with the ADA or other governmental requirements as is required thereby at any time during the first 12 months of the term of this Lease Agreement. Thereafter, Tenant and Landlord shall share the cost and expense of bringing the Leased Premises into compliance as follows: (a) During the second twelve months Tenant shall pay 90% and Landlord shall pay 10% of the cost of such compliance; (b) During the third twelve months Tenant shall pay 80% and Landlord shall pay 20% of the cost of such compliance; (c) During the fourth twelve months Tenant shall pay 50% and Landlord shall pay 50% of the cost of such compliance; (d) During the fifth twelve months Tenant shall pay 30% and Landlord shall pay 70% of the cost of such compliance. Landlord agrees to cooperate with Tenant and make any additional space in Landlord's building necessary to Tenant available for Tenant's compliance with the ADA or other governmental regulations upon either a longterm basis (to be in conjunction with the term of this Lease Agreement) or on an "as needed" basis. Landlord shall be responsible, at its own cost and expense for insuring compliance of the balance of Landlord's building and improvements, including all common areas, restrooms, stairways, common hallways, parking areas, curbs and sidewalks with the ADA or other governmental requirements. Otherwise, Landlord shall have no other responsibility for compliance of the Leased Premises with such act, regulations or requirements. XXV. condition of Property -Disclaimer of warranties BY ACCEPTANCE OF POSSESSION OF THE LEASED PREMISES, TENANT WARRANTS AND REPRESENTS TO LANDLORD THAT TENANT HAS EXAMINED, OR HAS CAUSED ITS AGENTS TO EXAMINE, THE LEASED PREMISES, AND HAS DETERMINED, BASED SOLELY UPON SUCH EXAMINATION AND NOT IN ANY WAY IN RELIANCE UPON ANY WARRANTY OR REPRESENTATION OF LANDLORD, THAT THE LEASED PREMISES ARE SUITABLE FOR TENANT'S INTENDED USE AND THAT THERE ARE NO DEFECTS OR CONDITIONS AFFECTING SUCH SUITABILITY WHICH ARE EITHER OPEN AND OBVIOUS OR COULD BE DISCOVERED UPON REASONABLE EXAMINATION OF THE LEASED PREMISES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TENANT HEREBY WAIVES AND RELEASES ANY AND ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, ARISING BY OPERATION OF LAW OR OTHERWISE, AS TO THE CONDITION OF THE LEASED PREMISES, INCLUDING, BUT NOT LIMITED TO, ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND SUITABILITY FOR TENANT'S L"n AprewnsM • Pye 6 of t0 INTENDED USE. LANDLORD AND TENANT DISCLAIM ANY INTENT TO WAIVE ANY WARRANTY WHERE THE WAIVER OF SUCH WARRANTY IS PROHIBITED BY APPLICABLE LAW, WHETHER STATUTORY OR OTHERWISE, AND LANDLORD DOES NOT REPRESENT TO TENANT THAT THE WAIVERS CONTAINED IN THIS PARAGRAPH CONFER UPON LANDLORD ANY RIGHTS OR IMPOSE UPON TENANT ANY OBLIGATIONS IN CONTRAVENTION OF ANY SUCH LAW. SUBJECT TO THIS QUALIFICATION, THE WAIVERS CONTAINED HEREIN SHALL BE APPLIED IN THEIR BROADEST SENSE, AND GIVEN AS FULL EFFECT AS IS PERMITTED UNDER APPLICABLE LAW. ADDITIONALLY, LANDLORD AND TENANT AGREE THAT TO THE EXTENT ANY SUCH WARRANTIES CANNOT LEGALLY BE WAIVED, AND CERTAIN OBLIGATIONS ARE THEREFORE IMPOSED UPON LANDLORD, LANDLORD'S SOLE RESPONSIBILITY IN THE EVENT OF DEFAULT IN OBSERVANCE OF SUCH OBLIGATION SHALL BE TO REPAIR AND RESTORE THE LEASED PREMISES SUCH THAT ITS CONDITION IS SUITABLE FOR TENANT'S USE AND, IN THE EVENT LANDLORD SHALL FAIL TO SO REPAIR AND RESTORE THE LEASED PREMISES, TENANT'S SOLE REMEDY SHALL BE AS PROVIDED ELSEWHERE IN THIS LEASE. LANDLORD SHALL HAVE NO OTHER LIABILITY OR OBLIGATION TO TENANT, INCLUDING, BUT NOT LIMITED TO, ANY LIABILITY FOR LOST INCOME OR PROFIT OF TENANT, COSTS AND EXPENSES INCURRED BY TENANT AS A RESULT OF ANY BREACH OF WARRANTY BY LANDLORD, OR DAMAGES OR INJURY TO TENANT'S PROPERTY IN AND ABOUT THE LEASED PREMISES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LANDLORD AND TENANT FURTHER AGREE THAT TENANT'S DUTIES AND OBLIGATIONS HEREUNDER, INCLUDING THE OBLIGATION TO PAY RENT, SHALL BE INDEPENDENT OF AND NOT CONTINGENT UPON LANDLORD'S PERFORMANCE OF ANY AND ALL DUTIES AND RESPONSIBILITIES RELATING TO OR ARISING OUT OF ANY WARRANTY NOT DISCLAIMED BY LANDLORD UNDER THE TERMS OF THIS PARAGRAPH. BV. Default by Landlord If Landlord shall neglect or fail to perform or observe any of the terms, covenants or conditions contained in this lease on its part to be performed or observed and shall not commence to cure the same within a reasonable time after written notice thereof, but in no event more than 10 days after notice of default from Tenant, then Landlord shall be deemed to be in default hereunder. In the event of Landlord's default, as Tenant's sole remedy, Tenant may terminate this lease, Tenant expressly waiving and releasing all and other remedies which might otherwise be available to Tenant, whether at law or in equity. BVI. Default by Tenant The following events shall be deemed to be "events of default" by Tenant under this lease: L"we Agreement • Pape 7 of 10 1. failure to pay any installment of rent or other sum payable hereunder within 15 days after the date the same is due; 2. failure to comply with any term, condition or covenant of this lease, other than the payment of rent, and shall not commence to cure such default within 10 days after written notice thereof from Landlord to Tenant and diligently thereafter complete such cure. Upon the occurrence of any act of default, Landlord shall have the option to pursue any of the following remedies without any further notice or demand whatsoever: (a) Landlord may terminate this lease and Tenant shall pay the Landlord in addition to all accrued and unpaid sums then owed by Tenant to Landlord hereunder, an amount equal to all rent which otherwise would be payable under this lease for the remainder of the then - current term. (b) Without terminating this lease, Landlord may, at its option, reenter and take possession of the leased premises and remove all persons or property therefrom without being deemed guilty for trespassing in which event Tenant may, but shall not be required to, relet the leased premises or any part thereof. TENANT EXPRESSLY WAIVES ANY DUTY ON LANDLORD'S PART TO MITIGATE LANDLORD'S DAMAGES BY RELETTING. (c) Without terminating this lease Landlord may at its option enter into and upon the leased premises and do whatever Tenant is obligated to do under the terms of this lease and Tenant shall reimburse Landlord on demand for any expense which Landlord may incur. Tenant agrees that Landlord shall not be liable for any damages resulting to Tenant from such action. (d) Without limiting Landlord's other remedies hereunder, it is expressly agreed that anytime Tenant is delinquent is paying any rent, Landlord may change all locks on the doors to or on the leased premises. In such event Landlord shall post on a main door of the leased premises a notice stating the name and the address or telephone number of the individual of which new keys may be obtained during the Landlord's regular business hours. Anything contained elsewhere in this lease to the contrary notwithstanding, Landlord shall not be required to deliver any new keys to Tenant or provide Tenant access to Tenant's personal property contained in the leased premises until such time as Tenant has paid all delinquent rent owed to Landlord. Lease Agreement - Page 8 of 10 %VII. Assignment and Subletting The parties hereto understand and agree that Tenant named herein will not actually, in its own name or purpose, occupy and use the premises under this lease but that the named herein Tenant intends to assign the entire leased premises to an entity not yet created or formed and that such one time assignment is hereby approved by Landlord and Landlord hereby consents thereto. Such Tenant's assignee shall be and remain bound to all the terms and conditions of this lease as if such Assignee had executed this lease agreement itself. Thereafter Tenant or Tenant's assignee shall not assign this lease and/or sublet all or any part of the leased premises without the prior written consent of Landlord which shall not unreasonably be withheld. Such prior written consent constitutes a condition precedent to the effectiveness of such assignment or subletting, and Landlord shall not be bound thereby until and unless such consent is given. XVIII. Holding over In the event Tenant remains in possession of the leased premises after expiration of this lease and without the execution of a new lease, such holdover shall constitute and be construed as a tenancy from month -to -month only, upon the same terms and conditions contained herein except that the rent shall be paid monthly in the amount of $3,950.00 per month. Nothing contained herein shall be deemed to be Landlord's consent to any holding over by Tenant. XIX. Notices Whenever a notice of any kind is authorized or required to be made by one party to the other hereunder, such notice shall be considered as given when delivered in person or upon the execution of three days of time of deposit of same in the United States registered or certified mail, all postage prepaid, return receipt requested and addressed to the other party at the address shown as follows: Lubbock Chamber of Commerce L"Me Agreement - Page 9 of 10 City of Lubbock, Texas XX. Entire Agreement This instrument constitutes the entire lease agreement between the parties hereto and the lease cannot be altered, changed, amended or affected in any respect except by instrument in writing duly executed by both of the parties hereto. XXI. Successors and Assigns This lease agreement and all of the terms, conditions, covenants and agreements contained herein shall extent to and be binding upon the respective parties, their successors and where approved, assigns. XXII. Time is of the Essence The parties agree that time is of the essence to the Lease Agreement. Executed the 28th day of Lease Agreement- Pape 10 of 10 July , 1994. Landlord: Lubbock Chamber of Commerce By: