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HomeMy WebLinkAboutResolution - 6177 - Sublease Agreement - Lubbock Reese Redevelopment Authority - Dog Kennel - 02_11_1999Resolution No. 6177 Item No. 12 February 11, 1999 RESOLUTION WHEREAS, the Lubbock Police Department must aggressively recruit and train to fill vacancies in the Lubbock Police Department in order to maintain the functions of the Department; and, WHEREAS, the Lubbock Police Department is in need of an improved police academy facility for the training of police recruits and for in service training; and, WHEREAS, with the closure of Reese Airforce Base a building that can provide space for an expanded and improved police academy has become available; and, WHEREAS, this Council has resolved that application be made under the Federal Surplus Property Transfer Program for the transfer or conveyance of surplus real and related personal property to include a building, parking area, furnishings, and certain personal property located at Reese Airforce Base, Building Number 76, Davis Drive, Lubbock County, Texas, to be used as a police academy for the training of- recruits and for in service training and related uses; and, WHEREAS, it is desirable and necessary that the police academy have access to facilities suitable to conduct law enforcement driver's training and for the maintenance and training of dogs used for drug detection, investigation and law enforcement purposes; and, WHEREAS, it is determined that such facilities are available on Reese Airforce Base in proximity to Building Number 76; NOW THEREFORE 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 an Agreement for Sublease with the Lubbock Reese Redevelopment Authority for the sublease of a approximately ten (1 U) acres that include a section of taxiway and a second parcel consisting of a building suitable for operation of a dog kennel, known as Building Number 3146, located at Reese Airforce Base, Lubbock County, Texas, for a period of five years, at a rental rate of one dollar (SI .UO) annually, to be used for police academy purposes. A copy of the Sublease, with exhibits, is attached hereto and shall be spread upon the minutes of the =ddmh�- Council and as spread upon the minutes of the Council shall constitute and be a part of the Resolution as if fully copied herein. Passed by the City Council this 1ltbday of MEM!!a , 1999. s Ut ?07 Uri M • •' ATTEST: 1(4w)j"AUdA Kayth'e Damell, City Secretary APPROVED AT TO CONTENT: Ken A. Walker, Chief of Police APPROVED AS TO FORM: Dan T. Saldri,�:ssista.nt City Attorney 'ACA LRRA SUB RES.DOC Resolution No. 6177 Item No. 12 February 11, 1999 LUBBOCK REESE REDEVELOPMENT AUTHORITY (LRRA) SUBLEASE 1 j CITY OF LUBBOCK FOR ' PROPERTY AT REESE CENTER FORMERLY REESE AIR FORCE BASE LUBBOCK,TEXAS FEBRUARY 15, 1999 r3 Reese Center r- SUBLEASE THIS SUBLEASE is made at Reese Air Force Base, Texas, between the Lubbock/Reese Redevelopment Authority, a political subdivision of the State of Texas ("LRRA"), 9801 Reese Boulevard, Suite 200, Lubbock, Texas 79416, and the City of Lubbock, P.O. Box 2000, Lubbock, TX 79457. 1. Lease and Description of Property. LRRA leases to Subtenant, and Subtenant leases from LRRA, the property (the "subleased premises" or the "premises") located in Lubbock County, Texas, and as described on Exhibit A attached hereto. 2. Term. The sublease term is for five (5) years, beginning on February 11, 1999 ending on February 10, 2004, provided that, this sublease will terminate earlier in the event of a surrender, forfeiture, or other ground for termination of the lease dated December 15, 1998 (the "Interim Lease"), between the United States Air Force, as Landlord, and the LRRA, as Tenant, leasing the property described above. A copy of the Interim Lease is attached as Exhibit B. 3. Rent. For the sublease term, Subtenant will pay LRRA as rent for the premises, the annual total of $1, due on the first day of April, beginning April 1, 1999 and the first day of April of each year thereafter. 4. Use and Operation of Premises. Subtenant will use the premises only as provided on Exhibit C attached hereto and will operate in accordance with all restrictions and requirements set forth therein. Assumption Agreement and Covenants. (a) Subtenant will comply with all of the provisions of the Interim Lease that are to be performed by the LRRA as Tenant during the sublease term, but the rent provisions of the Interim Lease will not apply to Subtenant. Paragraph 3, above, governs Subtenant's payment of rent. (b) If the Interim Lease is canceled or terminated before its expiration date and before the expiration date of this sublease or any extensions and renewals, or if the Interim Lease is surrendered, whether voluntarily, involuntarily, or by operation of law, this sublease will automatically and immediately terminate. im (c) The provisions of the Interim Lease are fully incorporated into this sublease. The Subtenant agrees to be bound to the LRRA by the Interim Lease and to assume toward LRRA FM the same role and perform all of the obligations and responsibilities that LRRA by the Interim Lease assumes toward the Landlord, and to indemnify and hold harmless LRRA from any claim or liability under the Interim Lease except for LRRA's paying rental to the Landlord as the Interim Lease provides. The relationship between the Subtenant and LRRA under this sublease is the same as that between the LRRA and the Landlord under the Interim Lease. if there is any conflict between the terms and conditions of the Interim Lease and this Sublease, the terms and conditions of the Interim Lease shall control. M Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-98-1102-03 - Page 1 MW 6. Limitation of Liability and Indemnity. Notwithstanding any contrary provision of the Interim Lease, neither the Landlord nor the LRRA will be liable to Subtenant, or any of its agents, employees, servants, or invitees, for any damage to persons or property due to the condition, design, or any defect in the -premises, any building thereon or their mechanical systems that may exist or subsequently occur. Subtenant, with respect to itself and its agents, employees, servants, and invitees, assumes all risks and damage to persons and property, either proximate or remote, by reason of the present or future condition of the premises or the building. Insofar as Texas law allows, Subtenant will indemnify and hold LRRA and Landlord harmless from all suits, claims, and actions of every kind by reason of any breach, violation, or nonperformance of any term on the part of the Subtenant under this agreement. Additionally, insofar as Texas law allows, Subtenant will indemnify and hold LRRA and Landlord harmless from all claims, actions, damages, liabilities, and expenses asserted against the LRRA or Landlord on account of injuries to person or damage to property to the extent that any such damage or injury may be caused, either proximately or remotely, by any act or omission, whether negligent or not, of Subtenant or any of its agents, servants, employees, contractors, patrons, or invitees (which such invitees are on the premises) or of any other person entering upon the premises under or with Subtenant's express or implied invitation, or if any such injury or damage may in any other way arise out of the occupancy or use of Subtenant, its agents, employees, and invitees of the premises. The paragraph is for the benefit of the LRRA. and Landlord of the premises only, and no right of action(will accrue under this paragraph to any third party by way of subrogation or otherwise. Not withstanding the foregoing, the provisions of paragraphs 11.7 through 11.7.4 of the Interim Lease shall control. 7. Signs• Subtenant may erect or attach to the building such signs as it considers proper and necessary with the prior written consent of the LRRA. Subtenant shall remove any sign placed on or about the exterior of the premises when this lease expires or terminates; any damage to the building or premises resulting from the removal will be repaired at Subtenant's sole cost and expense. 8. Furniture and Fixtures. All furniture and fixtures and equipment placed in the premises by Subtenant will remain Subtenant's property, subject to LRRA's rights as provided by law. Subtenant may, when the sublease term expires, remove the furniture and fixtures if removal is done so as not to damage the premises. 9. Assignment and Subletting. I , ' ill (a) Subtenant wnot assign or sublease the premises or any part of them without pq LRRA's prior written consent. (b) This lease may be assigned, or the premises sublet, in whole or in part, notwithstanding the foregoing, to any corporation into or which Subtenant may be merged or consolidated or to any corporation that is a majority -owned subsidiary, parent, or affiliate of Subtenant. (c) if there is an assignment, the assignee will agree in writing to assume all the terms and covenants of this sublease to be performed by Subtenant. A duplicate original of that agreement will be delivered to LRRA within ten (10) days following the date of its execution or its effective date, whichever is earlier. Subtenant's liability under this sublease, and that of any Lubbock Reese Redevelopment Authority (LRRA) Sublease -- LRRA-REE-12-98-1102-03 - Page 2 assignee of this sublease, will survive any assignment or subletting and such liability will be unaffected by any extension of time that LRRA may grant to any assignee or subtenant for paying rent or other changes due under this sublease, or for performing any other term or covenant of this sublease. 10. Default (a) LRRA may terminate this sublease upon the happening of any one, or more, of the following events: (i) Subtenant's making an assignment for the benefit of its creditors; ' (ii) The levying on or against Subtenant's property of a writ of execution or attachment that is not released or discharged within thirty (30) days; (iii) The institution in a court of competent jurisdiction of proceedings for the reorganization, liquidating, or involuntary dissolution of Subtenant, or for its adjudication as a bankrupt or insolvent, or for the appointment of a receiver of the Subtenant's property, if the proceedings are not dismissed, and any receiver, trustee, or liquidator appointed therein is not discharged within thirty (30) days after the proceedings are instituted; (iv) Subtenant's doing or permitting to be done any act that creates a mechanic's lien or claim against the land or building of which the premises are a part that is not released or otherwise provided for by indemnification satisfactory to LRRA within thirty (30) days; and (v) Subtenant's failing to pay any rental installment, or other charge or money obligation required by this su, lease, within ten (10) days after written notice, or to perform any other covenant under this sublease within (30) days after written notice. (vi) Subtenant's failure to comply with any terms condition or covenant of the Interim Lease. (b) Upon any termination of the estate, LRRA may re-enter the premises, with or without process of law using such force as necessary, and remove all persons and chattels. LRRA will not be liable for damages or otherwise by reason or re-entry or termination of the terms of this sublease. Notwithstanding any termination by LRRA, Subtenant's liability for the rents and charges under this sublease will not be relinquished, diminished, or extinguished for the balance of the sublease term. Subtenant will pay, in addition to the rent and other sums agreed to be paid under this lease, any additional sums as the court may adjudge reasonable as attorney's fees in any suit or action instituted by LRRA to enforce this sublease, or the collection of the rent due LRRA if LRRA prevails in suit or action. Any property belonging to Subtenant or any persons holding by, through, or under Subtenant, or otherwise found upon the premises, may be removed and stored in any public warehouse at the cost of and for the account of Subtenant. Should Subtenant abandon, vacate, or surrender the premises or be dispossessed by process of law, any personal property left on the premises may be deemed abandoned, at LRRA's option. Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-98-1102-03 -Page 3 1 (c) If Subtenant breaches this agreement, LRRA may immediately or at any time thereafter, without notice, cure the breach for the account and at the expense of Subtenant. If LRRA at any time, by reason of the breach, must pay, or elects to pay, any sum of money or do any act that will require paying any sum of money, or must incur any expense, including reasonable attorney's fees, in instituting or prosecuting any action or proceeding to enforce LRRA's rights under this sublease, the sums paid by LRRA, with interest at the rate of twelve percent (12%) annually from the date of payment, will be considered additional rent and will be due from Subtenant to LRRA on the first day of the month following payment of the respective sums of expense. 6M (d) All LRRA's rights and remedies enumerated in this sublease are cumulative and will not exclude any other right or remedy allowed by law. These rights and remedies may be exercised and enforced concurrently, whenever necessary. If LRRA is in default under the sublease, LRRA will have reasonabie and adequate time to cure the default after written notice to ' LRRA by Subtenant. Additionally, LRRA has all of the rights and remedies hereinunder that Landlord has under the Interim Lease. °F 11. Eminent Domain. If any public authority takes the whole or any part of the premises under the power of eminent domain, then the sublease term will cease with respect to that part from the date that its possession is required for any public purpose, and the rent will be ►' up to that day. If a portion of the premises is taken so that the remaining portion will not be reasonable adequate for operating Subtenant's business, Subtenant may elect either to terminate this lease or to remain in possession of the remainder of the premises. In the latter event, the rent will be equitable adjusted to account for that portion of the premises so taken. If Subtenant elects to remain in possession, all the terms of this sublease will continue in effect except for rent. U. 12. Compliance with Interim Lease i (a) LRRA and Subtenant acknowledge that LRRA is a lessee of the premises pursuant to the Interim Lease, which Interim Lease is attached hereto as Exhibit "B." Subtenant agrees that Subtenant shall perform all of LRRA's obligations under the Interim Lease during the term hereof, to the extent such obligations are applicable to the premises, except that the obligation to pay the rental under the Interim Lease shall be deemed satisfied upon Subtenant's payment of the rentals provided for herein. This sublease shall be subordinate to the provisions of the existing Interim Lease, or any modifications thereto. (b) In the event this sublease is terminated for the reasons set forth in paragraph 2, Subtenant waives any claims or suits against the LRRA, the USAF, or the United States or agency thereof arising out of such termination. (c) In addition to all other rules and regulations, the Subtenant shall comply with all # rules and regulations as may be prescribed by any governmental agency (including the USAF) for the use and occupancy of the premises. d The Subtenant shall be responsible for obtaining air pollution credits to offset () P g emissions resulting from activities under the sublease. Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-98-1102-03 - Page 4 (e) Any hazardous waste permit under Resource Conservation and Recovery Act, or its Texas equivalent, shall be limited to generation and transportation. The Subtenant shall not, under any circumstances store any hazardous waste on or about the premises for any period in excess of ninety (90) days. Any violation of this requirement shall be deemed a material breach of this Sublease. Storage facilities will not be available to the Subtenant. The Subtenant must provide at its own expense such storage facilities, complying with all laws and regulations it needs for temporary (less than ninety (90) days) storage. (f) Subtenant shall have a completed and approved plan for responding to hazardous waste, fuel, and other chemical spills prior to commencement of operations on the premises. (g) By execution of this Sublease, Subtenant acknowledges receipt of the Finding of Suitability to Lease dated November 24, 1998. 13. Security Conditions (a) Reese Air Force Base will remain closed to the public while it is an operating military installation and for an indefinite time thereafter. The Subtenant acknowledges its understanding that its operations may from time to time be hampered by temporary restrictions on access, such as identity checks and auto searches. The Subtenant further acknowledges its understanding that the USAF strictly enforces federal laws and USAF regulations concerning controlled substances (drugs). The LRRA will not be responsible for lost time or costs incurred due to delays in entry, temporary loss of access, barring of individual employees from the premises under federal laws authorizing such actions, limitations of withdrawal of an employee's or customer's on -base driving privileges, or any other security action that may cause employees to be late to or unavailable at their work stations, or inhibit anticipated arrival of parts and supplies. W (b) All officers, agents, employees, and contractors of Subtenant shall comply with Reese Center/Reese Air Force Base regulations, including requirements to obtain identification cards and car stickers to display them to proper authorities upon request. (c) The Subtenant shall be responsible for control of its employees in LRRA identified areas, and for the cost of security checks when needed to comply with USAF regulations. The Subtenant and its employees shall strictly comply with LRRA identified flightline entry procedures. "- (d) The Subtenant agrees that the LRRA shall have no responsibility for loss or r damage to employees' or customers' parked vehicles, and it will indemnify the LRRA and hold it harmless from any claims for such loss or damages. (e) Any police alarm installed by the Subtenant on the premises must be compatible with the alarm system presently in use on Reese Air Force Base. The Subtenant will reimburse any increased costs to the LRRA from such alarm installation, including increased response cost. (f) The Subtenant shall appoint a single point of contact for Base Emergency Services (Resource Protection, Fire Protection, etc.) on every shift. The person selected shall be briefed on base emergency procedures and telephone numbers. The Resource Protection and or Lubbock Reese Redevelopment Authority (LRRA) Sublease -- LRRA-REE-12-98-1102-03 - Page 5 Fire Protection Chief shall be notified of the persons appointed and their phone numbers whenever new, replacement, or substitute appointments are made. (g) The Subtenant shall be held responsible for the securing of the premises, including but not limited to all gates. L14. Miscellaneous Provisions (a) Texas Law to Apply. This agreement will be construed under Texas law, and all obligations of the parties are performable in Lubbock County, Texas. (b) Parties Bound. This agreement will bind and inure to the benefit of the parties and their respective heirs, executors, administrators, legal representatives, successors, and assigns except as this agreement otherwise specifies. (c) Legal Construction. If any one or more of the provisions of this agreement is for any reason held invalid, illegal, or unenforceable in any respect, that invalidity, illegality, or unenforceability will not affect any other provision of this agreement, which will be construed as Lif it had never included the invalid, illegal, or unenforceable provision. (d) Prior Agreements Superseded. This agreement constitutes the sole agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties respecting the subject matter. r (e) Attorngy's Fees. If any action at law or in equity, including an action for I declaratory relief, is brought to enforce or interpret this agreement, the prevailing party is entitled to recover reasonable attorney's fees from the other. The fees may be set by the court in the trial L of the action or may be enforced in a separate action for that purpose and the fees will be in addition to any other relief that may be awarded. (f) Specific Performance. The parties declare that it is impossible to measure in money the damages that will accrue to either parry, their heirs, executors, administrators, legal representatives, successors, or assigns by reason of a failure to perform any of the obligations under this agreement. Therefore, if a party, its heirs, executors, administrators, legal representatives, successors, or assigns institute any action or proceeding to enforce this sublease, any person against whom the action or proceedings are brought agrees that specific performance Cmay be sought and obtained for any breach of this agreement. (g) Counterparts, One Agreement. This agreement and all other copies of it, insofar as they relate to the rights, duties, and remedies of the parties, will be considered one agreement. This agreement may be executed concurrently in one or more counterparts, each of which will be considered an original, but all of which together will constitute one instrument. (h) Notice. Unless this sublease provides otherwise, any notice, tender, or delivery to be given by either party to the other may be effected by personal delivery in writing or by rregistered or certified mail, postage prepaid, return receipt requested, and will be considered I'• received as of three days after mailing. L Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-48-1102-03 - Page 6 11 I I 1 1 1 1 1 1 1 0 1 (1) Time of Essence. Time is of the essence in this agreement. EXECUTED this /,/ day of 60 Act 0,94, 1911 CITY OF LUBBOCK (Subtenant) %d") '&'C'''1r► Windy Sitton, JUayod ATTEST: APPRO D AS TO CONTENT: .,,'Ken A. Walker, Chief of Police APPROVED AS TO FORM: Dan luri, stant it Attorney LUBBOCK REESE REDEVELOP- MENT AUTHORITY (LRRA/'Sub- Lessor) Dlk�&&4 Delbert McDougal, ice —President 9801 Reese Blvd., Suite 200 Lubbock, Texas 79416 (806) 885-6592 FAX (806) 885-6003 Lubbock Reese Redevelopment Authority (LRRA) Sublease— LRRA-REE-12-98-1102-03 - Page 7 ,kW EXHIBIT A To Sublease between LRRA, as Sublandlord, and City of Lubbock, as Subtenant. 1 1. PREMISES (a) The premises consist of that property described as one parcel being approximately 10 acres located at the central portion of the western runway at Reese Center. One additional parcel includes Building 3146 (Dog Kennels) and the adjacent fenced area. Access to the premises will be as shown on Exhibits A and B of the interim Lease. (b) Condition. Subtenant shall accept the premises, in an "as is" condition, on the date Subtenant takes possession hereunder and agrees that the LRRA shall have no obligation to improve, repair, restore, refurbish or otherwise incur any expense in improving and/or changing the condition of the premises at such time or thereafter. Subtenant acknowledges that its representatives have visited the premises, inspected the site and all appurtenant facilities, and has otherwise become fully acquainted with conditions relevant to the premises and other operation. Subtenant acknowledges that this Sublease is without any warranty, whatsoever. Subtenant expressly waives any and all such warranties with respect to all defects, whether apparent or latent, visible or not, and regardless of whether Subtenant is aware of such defects. Subtenant has examined the premises and is fully satisfied with its condition. In addition, Subtenant relieves, releases and discharges LRRA from any and all demands, claims, or causes of action which LRRA may have arising under Government Acts of the Department of Natural Resources, the Texas Environmental Quality Act, the Resource Conservation and Recovery Act, the Superfund Amendments and Reauthorization Act of 1986, the Toxic Substance Control Act and/or any other federal, state or local law concerning, affecting or regulating hazardous, toxic or harmful substances or the environment. 174 6 I Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-98-1102-03 - Page 8 1 EXHIBIT B. To Sublease between LRRA, as Sublandlord, and City of Lubbock, as Subtenant. [INTERIM LEASE] Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-98-1102-03 - Page 9 EXHIBIT C To Sublease between LRRA, as Sublandlord, and City of Lubbock, as Subtenant. I. USE (a) One site consisting of approximately ten (10) acres located at the central area of the west side runway including the adjacent section of the taxiway. This area will be used to conduct law enforcement driver's training. The law enforcement training will be slow speed driving techniques including, but not limited to, cornering, fender judgement, power stops, power starts, backing, and object avoidance. The second parcel consisting of Building 3146, the adjacent fenced area, and the adjacent parking and access areas will be used to conduct law enforcement animal training. (b) Prohibited Activities. Subtenant agrees not to use the premises for, or carry on or permit any offensive, noisy or dangerous activities or any nuisance or anything against public policy. Subtenant will not leave the premises unoccupied or vacant. Subtenant further agrees not to use or permit the use of the premises for any purpose, which would increase existing rates of insurance or cause cancellation of any insurance policy carried by the LRRA or Subtenant. Subtenant agrees to comply with and conform to all laws, ordinances, rules and regulations, whether municipal, state, federal and/or governmental authority (including ordinances and restrictions as may from time to time be adopted by the LRRA for the operation of the facility) and any and all requirements or orders of any municipal, state, federal or other governmental board or authority, present or future, relating to the condition, use and occupancy of the premises. (c) Sanitation and Pollution Control. Subtenant shall, at its sole expense, at all tithes maintain and operate the premises in a strictly sanitary condition and in accordance with the I- health, water pollution, and water contamination laws of the State of Texas, and the permits, rules, regulations and ordinances of the State Department of Public Health and of the state and r local water pollution control boards, and of all other public agencies having jurisdiction over the L premises. In order to protect members of the public and the ecological balance to prevent damage to the flora in the area, no chemical of any nature shall be used on, or in connection with, the operation of the premises, except upon the prior written approval of LRRA, in its sole it discretion, as to the type of chemical and its method of use and applications. (d) Not a Commitment, This Sublease authorizes use of land, facilities, and movables on property that is owned by the United States and was formerly operated as Reese Air Force Base. The Subtenant understands and acknowledges that this Sublease is not and does not constitute a commitment by the United States or LRRA' s to the ultimate disposal of the premises in whole or in part to the LRRA or to the Subtenant. (e) Limited Sublease. It is understood that nothing herein contained shall be in construed in any manner to grant Subtenant the exclusive right to the use of the premises and facilities of the LRRA, other than those premises specifically subleased to Subtenant hereunder. i Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-45-1102-03 - Page 10 2. OPERATION OF FACILITIES (a) Operations Plans. Without liability, cost or expense to LRRA and for the full term of this Sublease, Subtenant generally shall maintain and operate the buildings and facilities described herein in a manner consistent in quality equivalent to other similar operations in the area. Upon request by LRRA, Subtenant shall submit to LRRA for review and approval in writing an annual budget and operational plan dealing with Subtenant's proposals for handling and organization of matters such as: number of, and type of, vehicles used, number of persons occupying the premises, number of classes per year, layouts of driving courses, amount of time premises will be occupied in any given year, and level of environmental impact, if any, as a result of Subtenant's operations. Subtenant also agrees to provide operational plans regarding the dog kennel operations. These plans shall include the number of animals housed at the facility, number of persons occupying the buildings, amount of time premises will be occupied in any given year, and level of environmental impact, if any, as a result of Subtenant's operations. Subtenant agrees to implement and diligently pursue said operational plans. Subtenant further agrees not to materially depart therefrom without the prior consent of LRRA, which consent shall not be unreasonably withheld. (b) Weeds, Pests, Etc. Subtenant shall make diligent effort to prevent the spread of all noxious weeds, rodents, and other vertebrate pests on the premises during the term hereof, and to take reasonable measures to protect the premises from the infestations of insects, spiders, mites, ants, snails, and other such pests. Subtenant agrees to make diligent effort to prevent infestations of organisms that may produce diseases in plants or animals, and that come into or develop on the premises during the term hereof. (c) . Failure to maintain. Should Subtenant fail, after five (5) days' notice from LRRA of the need thereof, to perform its obligations required hereunder, LRRA, in addition to all other forces or contractors, may, but shall not be so obliged, enter upon the premises, and perform Subtenant's obligations it has failed to do, using any equipment or materials on the premises suitable for such purposes. Subtenant shall forthwith on demand reimburse LRRA for its costs Ir" incident hereto. It is hereby understood and agreed by Subtenant that LRRA does not have any duty nor shall it be called upon to make improvements, replacements or repairs whatsoever to the Real Estate and Improvements during the term hereof. 3. LIENS Subtenant shall keep the premises and any improvements thereon free from any and all liens arising out of any work performed, materials furnished, or obligations incurred by Subtenant, its employees, agents and contractors, and Subtenant agrees to reimburse LRRA for any attorneys' fees incurred in defense of proceedings to enforce or foreclose such liens. 4. TAXES (a) Subtenant's Obligation to Pay. During the term of this Sublease, Subtenant hereby agrees to pay, prior to delinquency, all taxes and assessments (including both general and special) levied or assessed against the premises and in connection with the premises and Subtenant's operation thereof, including without limitation, taxes or Subtenant's possessory Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-98-1102-03 - Page 11 s interest hereunder or in the premises, and taxes and assessments on all structures, improvements, and fixtures now or hereafter existing on the premises, and on any personal property situated in, on, or about the premises, or in on, or about any structures or improvements thereon, it being understood, however, that Subtenant may pay any such taxes and/or assessments under protest, and without liability, cost or expense to LRRA, in good faith contest the validity or amount thereof In the even Subtenant shall be unsuccessful in any such contest, such taxes and any interest and/or penalties resulting therefrom shall be forthwith discharged by Subtenant prior to execution, Subtenant hereby agrees to hold LRRA harmless from all costs, expenses, interest and penalties that may result from Subtenant's said contest. ` (b) Proration at end of Sublease. Subtenant's tax liability as above provided shall be prorated on the basis of 365 days a year included in the Sublease term at its beginning and end. Such proration for the beginning year shall be as of the "Effective Date." (c) Additional Taxes. If at any time during the Sublease term under the laws of the State of Texas or any political subdivision thereof, a tax or excise on rents or any other tax, however described, is levied or assessed against Subtenant on the rent or any portion thereof payable hereunder, Subtenant covenants to pay and discharge such tax or, excise or rents on or before the last day upon which same, or any installment thereof if the same be paid in installments, may be paid prior to delinquency. 5. UTILITIES, ETC. (a) Consumption. LRRA shall be responsible for providing all utilities to the boundary of the premises. Subtenant shall pay for all utilities consumed on the premises. The Subtenant shall purchase, install and maintain all meters at its own cost and expense. (b) Trash. The prompt, efficient collection and disposal of trash, clippings and refuse is essential to the proper maintenance of buildings and facilities, and Subtenant shall be responsible for such collection and disposal from the premises at its own expense and in I accordance with applicable laws or ordinances. Subtenant shall not pile or store (except temporarily awaiting prompt collection in service areas out of public view and approved by LRRA) clippings, trimmings, cans, barrels, used equipment, scrap or other similar debris on or about the premises, or suffer the same to occur. 6. SURETY PROVISIONS An irrevocable letter of credit (issued by a bank approved by LRRA) or a cash deposit insuring to the benefit of LRRA is not required under this sublease. 7. ENVIRONMENTAL Subtenant acknowledges all of the environmental requirements and disclosures set forth herein and in the Interim Lease. All environmental provisions in the Sublease are incorporated herein. Subtenant also acknowledges that the part of the premises may be in environmentally protected status such as wetlands or otherwise. Subtenant will take all steps necessary to comply with these designations. No parking fees shall be charged for parking on the premises. Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-12-98-1102-03 - Page 12 (a) Management and Staff. The management, improvement, maintenance and operation of the premises and all its facilities and services shall be under the control of persons familiar with the business and shall be under the immediate supervision and direction of a local manager representing, and subject to, the direction and control of Subtenant. The Subtenant shall, at the time of execution of this Sublease, provide the LRRA with the name of the member of Subtenant's management who shall be responsible for the operation of the facilities under this Agreement. At such time as the management official in charge shall change, Subtenant shall notify LRRA in writing of the name of his replacement. All personnel employed by Subtenant shall be adequate in number to assure a first-class operation comparable to similar facilities in surrounding metropolitan areas. (b) Non -Discrimination. Fair and equal use of the premises and facilities, and hiring, treatment and advancement of employees by Subtenant shall not in any manner be denied or abridged on the basis of race, color, religion, ancestry, national origin, place of residence or membership or non -membership in any club, organization or other association, or in any other r arbitrary or discriminatory manner. I L 1 1 I Lubbock Reese Redevelopment Authority (LRRA) Sublease — LRRA-REE-I2-48-1102-03 - Page 13 1 Memo rmq� a (Y C - i - Gf VI rAM.rY Yn/MSIMlJ�T R" ■ 9 lA^•r • T-r d•�' WrT A p O ,ie rwm" •..o. a waA--,qj " 4. rYs r.r I,