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HomeMy WebLinkAboutResolution - 2005-R0415 - Lease - Texas Agricultural Experiment Station - Irrigation Well - 09/08/2005lution No. 2005-80415 tuber 8, 2005 16 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 for the use of an irrigation well, between the City of Lubbock and the Texas Agricultural Experiment Station, and any other related documents. Said Lease is attached hereto and incorporated in this Resolution as if fully set forth hcrein and shall be included in the minutes of the Council. Passed by the City Council this 8th day ATTEST: Rebecca Garza, ity Secretary APPROVED AS TO CONTENT: 410-1- 6 �-� Ed Bucy, Right-of-Wey Agent APPROVED AS TO FORM: Linda L. Chamales Senior Attorney/Office Practice Section LC/ccdocs/Rcs-Lease-Texas Agricultural Experiment Sta August 18, 2005 i 000-6305 LEASE AGREEMENT Between CITE' OF LUBBOCK And TEXAS AGRICULTURAL EXPERIMENT STATION This Lease Agreement ("Lease") is effective the 8th day of September, 2005, by and between the CITY OF LUBBOCK, Lubbock County, Texas ("LUBBOCK"), and the TEXAS AGRICULTURAL EXPERIMENT STATION ("TAES"), a component of THE TEXAS A&M UNIVERSITY SYSTEM. LUBBOCK is the owner of a certain tract of land situated at the Lubbock International Airport ("Airport") in Lubbock, County, Texas, located at the north end of the North-South Runway and referred to as the Landing Light Area, on which an irrigation well is located ("Leased Premises"). The tract of land consists of approximately 19.972 acres situated in Lubbock County, Texas, being more particularly described as: A tract of land out of Section 36, Block A, Lubbock, County, Texas, and being more particularly described as follows: BEGINNING at a point that is 2,640.7 feet North and 2,816.78 feet West of the Southeast corner of Section 36, Block A, said point being the Southeast corner of the tract herein described: THENCE West 400.0 feet to a point; THENCE North 0° 06' 45" East, 2175.0 feet to a point; THENCE East 400.0 feet to a point; THENCE South 0° 06' 45" West, 2175.0 feet to the PLACE OF BEGINNING ine 19. 0 System Real Mate OM's --me-ffide OFFICIAL DOCUMENT �-M TAES desires to lease from LUBBOCK, and LUBBOCK desires to lease to TAES, the right to use all water from the irrigation well located on the Leased Premises. A. LEASE OF WELL 1. LUBBOCK, in consideration of the covenants, agreements and conditions of this Lease which TAES agrees to keep and perform, leases, lets, and demises, exclusively unto TAES, and TAES leases from LUBBOCK, the Leased Premises, together with all and singular the rights, privileges and appurtenances thereunto attaching or in any wise belonging or hereafter provided for under the terms of this Lease. B. TERM Lease Term This Lease is for a primary term of five (S) years commencing on the I" day April, 2005 and terminating on the 31st day of March, 2010. 2. Renegotiation/Renewal TAES and LUBBOCK agree this Lease may be renewed for one or more successive terms by subsequent new written five (5) year Lease agreed to and signed by both parties. TAES and LUBBOCK contemplate that all terms of this Lease shall apply throughout any such renewal term. 3. Right to Terminate Lease TAES and LUBBOCK each have the right to terminate this Lease if at any time during the term of this Lease any improvements constructed by TAES on the Leased Premises (including TAES' Property) are damaged or destroyed by fire or any other casualty to the extent it would not be in the bcst interest of TAES or LUBBOCK for TAES to repair such damage or replace such property. In the event TAES or LUBBOCK intends to terminate the Lease, then the terminating party shall give the other party one hundred eighty (180) calendar days advance written notice. In the event of such termination TAES shall within a reasonable period of time clean up and/or demolish such structure and return the leased premises to its natural state prior to construction. 0 System Real Estate Ofrice OFFICIAL DOCUMENT 2 Prcparcd by Slaff AAomey 06C Eilc No. 2005-OD09470 Reviscd 03/2172005 4. Use of Leased Premises TAES will use the irrigation well situated on the Leased Premises and shall continue such use for the term of this Lease. Lessee shall be permitted ingress and egress on, over and across such tract of land for the purpose of using the water from such irrigation well and for the purpose of maintaining the well and pump. 5. Compliance with Applicable Laws TAES will comply, at TAES' sole cost and expense with all federal and state laws applicable to the Leased Premises, the use or manner of use of the Leased Premises or the carrying on of TAES' business on the Leased Premises. C. CONSIDERATION FOR LEASE The consideration given is the mutual benefit derived from LUBBOCK's leasing said Leased Premises to TAES and TAES' use of the Leased Premises for its specific purpose. LUBBOCK agrees to: (a). Defend TAES' rights to use the Leased Premises pursuant to the terms of the Lease Agreement. (b). Lease to TAES the Leased Premises for the entire term beginning on the commencement date and ending on the termination date. (c). Obey all laws, ordinances, orders, and rules and regulations applicable to the use, condition, and occupancy of the Leased Premises. 2. LUBBOCK agrees not to: (a). Interfere with TAES possession of the Premises as long as TAES is not in default. (b). Unreasonably withhold consent to a proposed assignment or sublease. 3. TAES agrees to: (a). Take responsibility for all maintenance and operation of the irrigation well and may at its own expense repair or replace the System Real Estate Office3 Pmpamd by Staff Altomcy 0 OFFICIAL DOCUMENT OGCFikNo.2003/21/2005 Revised o�rzuzf>ns pump, motor or any equipment in connection with the well at TAES' expense. (b). Control the weeds on the Leased Premises and may plow or plant the type of cover it may determine as best suitable for such land which is acceptable to LUBBOCK. 4. TAES agrees not to: (a). Place within the Leased Premises any equipment which will in any manner interfere with the operation of the North-South Runway and such equipment shall in no event exceed twenty (20) feet in height. (b). Place any buildings or structures of any nature within the Leased Premises. D. MISCELLANEOUS Default by LUBBOCK. Default by LUBBOCK is failing to comply with any provision of this Lease within thirty days after written notice. 2. Default by LUBBOCK/TAES' Remedies. TAES' remedies for LUBBOCK's default are: (1) written notice to cure, (2) alternative dispute resolution as prescribed below; and (3) all other remedies available under Texas State Law. 3. Default by TAES. Defaults by TAES are: (a) failing to pay timely rent; (b) abandoning or vacating a substantial portion of the Premises; or (C) failing to comply within thirty days after written notice with any provision of this lease other than the defaults set forth in (a) and (b) above. 4. Default by TAES/LUBBOCK's Remedies. LUBBOCK'S remedies for TAES' default are: (1) serve TAES written notice to cure default within 30 days; (2) alternative dispute resolution as prescribed below; and (3) all other remedies available under Texas State Law. 0 System Real Estate Office OFFICIAL DOCUMENT 11 Prcpered by StalTAttorney GGC Filc No. 2005-0009470 Revised 03/21/2005 5. Default/Waiver/Mitigation. It is not a waiver of default if the non -defaulting party fails to declare immediately a default or delays in taking any action. Pursuit of any remedies set forth in this Lease does not preclude pursuit of other remedies in this Lease or provided by law. LUBBOCK and TAES have a duty to mitigate damages. 6. Holdover. If TAES does not vacate the Leased Premises following termination of this Lease, TAES shall be a tenant at will and shall vacate the Leased Premises on receipt of notice from LUBBOCK. No holding over by TAES, whether with or without the consent of LUBBOCK, will extend the term. 7. Dispute_Resolution. [Format mandated by Texas Attorney General's Office] (1) To the extent Chapter 2260, Government Code, as it may be amended from time to time ("Chapter 2260"), is applicable to this Lease and is not preempted by other applicable law, the dispute resolution process provided for in Chapter 2260 of the Government Code shall be used, as further described herein, by TAES and LUBBOCK in attempts to resolve any claim for breach of contract made by TAES: A. LUBBOCK's claim for breach of this Lease that the parties cannot resolve pursuant to other provisions of this Lease or in the ordinary course of business shall be submitted to the negotiation process provided in subchapter B of Chapter 2260. To initiate the process, LUBBOCK must submit written notice, as required by subchapter B of Chapter 2260, to TAES in accordance with the notice provisions in this Lease. LUBBOCK's notice shall specifically state that the provisions of subchapter B of Chapter 2260 are being invoked, the date and nature of the event giving rise to the claim, the specific contract provision that TAES allegedly breached, the amount of damages LUBBOCK seeks, and the method used to calculate the damages. Compliance by LUBBOCK with subchapter B of Chapter 2260 is a required prerequisite to LUBBOCK's filing of a contested case proceeding under subehapter C of Chapter 2260. The Director of the Texas Agricultural Experiment Station, or such other officer of TAES as may be designated from time to time by TAES by written notice thereof to LUBBOCK in accordance with the notice provisions in this Lease, shall examine LUBBOCK's claim and any counterclaim and negotiate with LUBBOCK in an effort to resolve such claims. System ReaEDOCUM]ENNT OFFICIAL Prepemd by Sutf Attorney OCC File Na. 2005-0004470 {RCVLsed 03/2112005 B. If the parties are unable to resolve their disputes under subparagraph (A) of this Section, the contested case process provided in subehapter C of Chapter 2250 is LUBBOCK's sole and exclusive process for seeking a remedy for any and all of LUBBOCK's claims for breach of this Lease by TAES. C. Compliance with the contested case process provided in subchapter C of Chapter 2260 is a required prerequisite to seeking consent to sue from the Legislature under Chapter 107 of the Civil Practices and Remedies Code. The parties specifically agree (i) neither the execution of this Lease by TAES nor any other conduct, action or inaction of any representative of TAES relating to this Lease constitutes or is intended to constitute a waiver of TAES' or the State of Texas' sovereign immunity to suit, and (ii) TAES has not waived its right to seek redress in the courts. (2) The submission, processing and resolution of LUBBOCK's claim is governed by the published rules adopted by the Texas Attorney General pursuant to Chapter 2260, as currently effective, hereafter enacted or subsequently amended. (3) Neither the occurrence of an event giving rise to a breach of contract claim nor the pendency of a claim constitutes grounds for the suspension of performance by LUBBOCK, in whole or in part. TAES and LUBBOCK agree that any periods set forth in this Lease for notice and cure of defaults are not waived. (4) The designated individual responsible on behalf of TAES for examining any claim or counterclaim and conducting any negotiations related thereto as required under §2250.052 shall be the Elsa Murano, Ph.D., Director of TAES. 8. Governing Law. This Lease is construed under and in accordance with the laws of the State of Texas, and is performable in Lubbock County, Texas; however, by statute, mandatory venue for all legal proceedings against TAES is to be in the county in which the principal office of the governing officer is located. At execution of this Lease, such county is Brazos County, Texas. 9. Nonappropriation. Notwithstanding anything in this Lease to the contrary, all obligations of TAES to make payments under this Lease is subject to the appropriation of sufficient funds for such payments by the Legislature of the State of Texas. Failure by the Legislature of the State of Texas to appropriate funds to �+ © C,, �}y�» Prepared by Staff Attormy System Real Estate Office �f:.0 File No.cvi 2005-0004474 Revisod 031218005 OQFFICIAL DOCUMENT TAES sufficient to make such payment will relieve TAES from the obligation to make such payments during the term of the non -appropriation. 10. Entire Lease. This Lease, together with the attached exhibits and riders, is the entire Lease of the parties, and there are no oral representations, warranties, leases, or promises pertaining to this Lease or to the expressly mentioned exhibits and riders not incorporated in writing in this Lease. 11. Amendment of Lease. This Lease may be amended only by an instrufncnt in writing signed by LUBBOCK and TAES. 12. Limitation of Warranties. To the extent allowed by the Constitution and laws of the State of Texas, TAES agrees there are no implied warranties of merchantability, of fitness for a particular purpose, habitability, or of any other kind arising out of this Lease, and there are no warranties that extend beyond those expressly stated in this Lease. 13, Notices. Any notice required by this Lease shall be deemed to be delivered (whether or not actually received) when deposited with the United States Postal Service, postage prepaid, certified mail, return receipt requested, and addressed to LUBBOCK or TAES at their addresses. EXECUTED on the ath of September , 2005 by LUBBOCK. System Real Estate Of ice System DOCUMENT "LUBBOCK" CITY F LUBBOCK, TEXAS By: OUGAL Mayor 7 Prepared by SIaEf Anloraey OGC File No. 2005-0009430 Revised 03121/2005 RECOMMEND APPROVAL: REBE CA GARZA City Secretary APPROVED AS TO CONTENT: ED BUCY Right -of -Way Agent APPROVED AS TO FORM: LINDA L. CHAMALES Senior Attorney/Office Practice Section EXECUTED on the of 5eP--eYAbl2r , 2005 by TAES. RECOMMEND APPROVAL: SPRM 41.05.03 REVIEW: DANK . H>Y Associate ice C ancelloi System R 1 Estate Office System Rea! 10 Estate Ofrice OFFICIAL DOCUMENT By: Real Estate "TAES" TEXAS AG TURAL EXPERIAItNT STATION ELSA A. Director ia] O, Ph.D. Prqparcd by Staff AL10mey OGC File N'. 2005.0009470 Revised 03121/2005 APPROVED AS TO FORM: Office of General Counsel ACKNOWLEDGEMENTS STATE OF TEXAS § COUNTY OF LUBBOCK § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared MARC MCDOUGAL, Mayor for the LUBBOCK of Lubbock, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed it for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of Se e y --fiber , A.D. 2005. maw Oat-&) A� "ELIA WEBB Notary ublic, State of Texas avt>ti1:, .4taie of Tixas My Commission Expires: 03-o�- 2-00(O G mmiss on EvWn ' = 03-01-2W 1.0System Real Estate Office OFFICIAL DOCUMENT Prepared by Staff Auomey OGC File No. 2005-0009470 Revised 03/21J2005 STATE OF TEXAS § COUNTY OF BRAZOS § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared ELSA A. N1URANO, Ph.D., Director of the Texas Agricultural Experiment Station, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that she executed it for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this O7 f da of Y A.D. 2005. Not Publif, State of Texas My commission expires: System Real Estate Office OFFICIAL DOCUMENT 10 Prepared by Staff Attorney OGC File No. 2005-0009470 Reviscd 03/2112005