Loading...
HomeMy WebLinkAboutO-2008-2970-A amend lease agreement/Economic Alliance Houston Port Region for 908 Main Street Building (original in 2007) B REQUEST FOR CITY COUNCIL AGENDA ITEM Bud2et Requested By: Source of Funds: EDC Report: Resolution: Ordinance: X Account Number: 038-6030-565-7001 (2) (4) & (5)* Amount Budgeted: $0 Department: Exhibits: Revised Lease Agreement 908 Main Amount Requested: $8,300 SUMMARY & RECOMMENDATION Attached you will find a copy of a revised lease agreement between the City and the Economic Alliance Houston Port Region which was originally approved by the City Council last fall. Subsequent to that approval by Council staff found that there were sections of the agreement which needed further refinement and definition. At the last City Council meeting you were present with the proposed changes which were highlighted in orange on the attached agreement. The key changes center around defining payment for services delivered to the City by the Alliance and the method of payment by the City as well as the value of monetary credits given for potential leasehold improvements. The date of the Agreement was also changed by mutual agreement to begin a fresh new 10 year period beginning on January 1 of 2008. Subsequent to this final draft for your consideration we were also informed by the Alliance of grant funds that they have secured for other improvements. Staff and the Alliance updated you on this new development in Executive Session at the last meeting. This information is addressed as well in the revised agreement and it will be handled formally under separate cover at a later date. *Note: In order to track the funds appropriately as an economic development activity staff is recommending that they be placed in the ED budget and a budget adjustment will be requested at the next LPEDC meeting on February 25, 2008. Action Required by Council: Approve th attached Ordinance authorizing the City Manager to execute a revised Lease Agre ent be een the City of La Porte and the Economic Alliance Houston Port Region. J /~~~ Date ORDINANCE NO. 2008-~q TD- A AN ORDINANCE APPROVING AND AUTHORIZING AN AMENDMENT TO THE LEASE AGREEMENT BETWEEN THE CITY OF LA PORTE AND THE ECONOMIC ALLIANCE HOUSTON PORT REGION, MAKING VARIOUS FINDINGS AND PROVISIONS RELATING TO THE SUBJECT, FINDING COMPLIANCE WITH THE OPEN MEETINGS LAW, AND PROVIDING AN EFFECTIVE DATE HEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LA PORTE: Section 1. The City Council hereby approves and authorizes the contract, agreement, or other undertaking described in the title of this ordinance, a copy of which is on file in the office of the city Secretary. The city Manager is hereby authorized to execute such document and all related documents on behalf of the City of La Porte. The City Secretary is hereby authorized to attest to all such signatures and to affix the seal of the City to all such documents. Section 2. The City Council officially finds, determines, recites, and declares that a sufficient written notice of the date, hour, place and subject of this meeting of the City Council was posted at a place convenient to the public at the City Hall of the City for the time required by law preceding this meeting, as required by the Open Meetings Law, Chapter 551, Texas Government Code; and that this meeting has been open to the public as required by law at all times during which this ordinance and the subject matter thereof has been discussed, considered and formally acted upon. The City Council further ratifies, approves and confirms such written notice and the contents and posting thereof. Section 3. This Ordinance shall be effective from and after its passage and approval, and it is so ordered. PASSED AND APPROVED, this lr~day of'~uar~, 2008. CITY OF LA PORTE ~y~ Alton E. Porter, Mayor By: ATTEST: Lff1 d1tfrtutl ~4 Martna A. Gillett City Secretary APPROVED: ~T~ Clark T. Askins Assistant City Attorney 2 Lease Agreement This Lease Agreement ("Lease") is made and entered into January 1, 2008, by and between the City of La Porte, Texas (herein known as "Landlord") and Economic Alliance Houston Port Region (Tenant"). Landlord is the owner of land and improvements situated thereon commonly known and numbered as 908 West Main Street, La Porte, Texas 77571 ("Leased Premises") and legally described as follows: Block 52, Lots 20 and 21, town of La Porte. Landlord desires to lease the Leased Premises to Tenant, and Tenant desires to lease the Leased Premises from Landlord for the term, at the rental and upon the covenants, conditions and provisions herein set forth. THEREFORE, in consideration of the mutual promises herein, contained and other good and valuable consideration, it is agreed: 1. Term. A. Landlord hereby leases the Leased Premises to Tenant, and Tenant hereby leases the same from Landlord, for an "Initial Term" beginning January 1, 2008 and ending March 31, 2018. Landlord shall use its best efforts to give Tenant possession as nearly as possible at the beginning of the Lease term. If Landlord is unable to timely provide the Leased Premises, rent shall abate for the period of delay, provided that Landlord shall not be liable or responsible for any claims, damages, or liabilities in connection therewith or by reason thereof. B. After review by the Landlord, the Tenant shall have the option to renew the Lease Agreement for an additional ten (10) year term, upon the expiration of the Initial Term, provided that Tenant provides Landlord with ninety (90) days prior written notice thereof. The failure to furnish said ninety (90) days written notice shall cause this Lease Agreement to automatically expire at the end of the Initial Term. C. Tenant shall have the right to terminate and exit the Lease Agreement after the first three (3) years of the Initial Term, by providing ninety (90) days prior written notice to Landlord. Tenant's right to terminate the Lease Agreement after the first three years of the Initial Terms is subject to Landlord's ability to relet the Leased Premises with a replacement tenant, agreeable to both Landlord and Tenant. 2. Rental. A. Tenant shall pay without demand to Landlord during the Initial Term rental of $20,000 per year, prorated at $1,667.00 per month; provided however, that Landlord shall not collect monthly rental as provided herein, but will provide the Leased Premises in consideration for, and in lieu of, the $20,000.00 annual fee for membership in the Economic Alliance Houston Port Region. Membership privileges for Landlord shall continue on a reoccurring annual basis, coterminous with the lease term established in this section, so long as the Lease Agreement is in effect. However, in the event that the Economic Alliance Houston Port Region should adjust its yearly city membership fee, the yearly rental established herein shall be adjusted accordingly, to equal the amount of the revised membership fee. This Agreement terminates and supersedes all prior understandings or agreements or contracts on the membership subject matter hereof. B. The rental for any renewal lease term, if created as permitted under this Lease, shall be in the amounts established by the Parties, pursuant to Section 2 A of this Agreement. 1 C. In addition to the monthly rental fees established in Section 2 A., above, the Tenant shall provide additional services as outlined on Exhibits A and B, attached to this Lease Agreement and incorporated for all purposes, as deliverables to the Landlord to off-set the additional square footage provided to the Tenant for their use in excess of the regular office space initially requested by the Tenant; provided however, that the value of the credit to the Tenant by the Landlord for the off-set (deliverables) for the additional space provided shall not exceed $8,333 annually. The additional space provided can be utilized as the Tenant determines is appropriate for their operations as long as such usage is in accordance with Section 6.of this agreement. D. Notwithstanding Section C. above the Landlord acknowledges that the value of the on-going deliverables as specified in Exhibits A and B to this Lease Agreement will likely exceed the costs necessary to off-set the additional office space provided to Tenant, and recognizes that additional yearly credits will need to be given to the Tenant by the Landlord as either credits for additional services provided or for improvements to the leasehold by Tenant, in accordance with Section 6. of the Lease Agreement. 3. Use. Notwithstanding the foregoing, Tenant shall not use the Leased Premises for the purposes of storing, manufacturing or selling any explosives, flammables or other inherently dangerous substance, chemical, thing or device. 4. Sublease and Assianment Tenant shall have the right, without Landlord's consent, to assign this Lease to a corporation with which Tenant may merge or consolidate, to any subsidiary of Tenant, or to a purchaser of substantially all of Tenant's assets. Except as set forth above, Tenant shall not sublease all or any part of the Leased Premises, or assign this Lease in whole or in part without Landlord's consent, such consent not to be unreasonably withheld or delayed. 5. Repairs. During the Lease term, Landlord shall make, at Landlord's expense, all necessary repairs to the Leased Premises, including premises damaged or worn through normal property occupancy. Tenant shall notify Landlord of needed repairs in a timely manner and consent shall be obtained from the Tenant prior to the repair to better ensure minimal work disruption. Repairs shall include such items as routine repairs of plumbing, concrete, landscaping, lighting, and other parts of the Leased Premises damaged or worn through normal property occupancy subject to the obligations of the parties otherwise set forth in this Lease. 6. Alterations and Improvements. Tenant, at Tenant's expense, shall have the right following Landlord's consent to remodel, redecorate, and make additions, improvements and replacements of and to all or any part of the Leased Premises from time to time as Tenant may deem desirable, provided the same are made in a workmanlike manner and utilizing good quality materials. Tenant shall have the right to remove the same at any time during the term of this Lease provided that all damage to the Leased Premises caused by such removal shall be repaired by Tenant at Tenant's expense and agreed by both parties. Subject to the aforementioned requirements in this section, rental fees shall remain as outlined in Section 2 above, if any Alteration and/or Improvement of any part thereof or any appurtenance of the Leased Premises results in providing more occupancy space for the Tenant. Monetary credits for leasehold improvements will be provided to the Tenant by Landlord in an amount equal to the cost of ir,lprovements. The monetary credits will be given by the Landlord through the continued payment of utilities as specified in Exhibits A and B to this Lease Agreement. The value of the monetary credits to be given to each of the parties will be in accordance with Exhibit C to this Lease Agreement. Any enhancements to bring the property in 2 compliance with state or federal regulations such as the American Disabilities Act shall be made at the expense of the Landlord, with notification to the Tenant. 7. Utilities and Amenities. A. The Landlord shall pay the costs for the utilities at the location as monetary credits to the Tenant for improvements to the facilities made by or on behalf of the Tenant in accordance with the terms of Section 6. of this Lease Agreement, or for services which exceed $8,333.00 per year. B. Any credits, whether accumulated in exchange for services as listed on Exhibits A and B or for leasehold improvements as noted in Section 6, shall be deemed forfeited by the Tenant at the end of the lease if another lease is not executed in accordance with Section 1 C. of this Lease Agreement. 8. Taxes. Landlord is a municipal corporation and is exempt from taxes. Tenant shall be responsible for any taxes on its leasehold estate that may otherwise apply. 9. Insurance. A. As owner of the property, the Landlord shall be responsible for costs to repair the Leased Premises if damaged by fire or other casualty, including if the damage results from an unintentional act or negligence of Tenant or any of Tenant's agents, employees or invitees. The Landlord shall carry insurance for unintentional damage by tenant or any of Tenant's agents, employees or invitees. The Tenant shall be responsible for any costs of repairs not covered by insurance if the act resulting in damage is demonstrated to be intentionally caused by the Tenant. B. Landlord shall maintain fire and extended coverage insurance on the Leased Premises in such amounts as Landlord shall deem appropriate. Tenant shall be responsible, at its expense, for fire and extended coverage insurance on all of its personal property, including removable trade fixtures, located on or within the Leased Premises. The Landlord shall be responsible for flood insurance for the building. C. Tenant and Landlord shall, each at its own expense, maintain a policy or policies of comprehensive general liability insurance with respect to the respective activities of each party on the Leased Premises with the premiums thereon fully paid on or before due date, issued by and binding upon some insurance company approved by Landlord, such insurance to afford minimum protection of not less than $1,000,000 combined single limit coverage of bodily injury, property damage or combination thereof. Landlord shall be listed as an additional insured on Tenant's policy or policies of comprehensive general liability insurance, and Tenant shall provide Landlord with current Certificates of Insurance evidencing Tenant's compliance with this Paragraph. Tenant shall obtain the agreement of Tenant's insurers to notify Landlord that a policy is due to expires at least (30) days prior to such expiration. Landlord shall not be required to maintain insurance against thefts within the Leased Premises. 10. Si~ms. Following Landlord's consent, Tenant shall have the right to place on the Leased Premises, at locations selected by Tenant, any signs which are permitted by applicable zoning ordinances and private restrictions. Landlord may refuse consent to any proposed signage that is in Landlord's opinion too large, deceptive, unattractive or otherwise inconsistent with or inappropriate to the Leased Premises or use of any other tenant. Landlord shall assist and cooperate with Tenant in obtaining any necessary permission from governmental authorities or adjoining owners and occupants for Tenant to place or construct the foregoing signs. Tenant shall repair all damage to the Leased Premises resulting from the removal of 3 signs installed by Tenant. Landlord will remove and pay for all signs from previous tenant if previous tenant fails to remove. 11. Entry. Landlord shall have the right to enter upon the Leased Premises at reasonable hours (Monday through Friday 8:00 a.m. to 5:00 p.m.) to inspect the same, provided Landlord shall not thereby unreasonably interfere with Tenant's business on the Leased Premises. 12. Parkina. During the term of this Lease, Tenant shall have the exclusive use in common with Landlord, their guests and invitees, of the non-reserved common automobile parking areas, driveways, and footways on the Leased Premises, subject to rules and regulations for the use t~ereof as prescribed from time to time by Landlord. Landlord reserves the right to designate parking areas within the Leased Premises, for Tenant and Tenant's agents and employees. For such purpose Tenant shall provide Landlord with a list of all license numbers for the cars owned by Tenant, its agents and employees. Separated structured parking located about the Leased Premises is reserved for Tenant. 13. Restrooms. During the term of the Lease Landlord agrees to make available adequate restroom facilities in the common areas of the Lease Premises and to provide weekly janitorial services to attend to said restroom facilities, at Landlord's expense. 14. Damaae and Destruction. Subject to Section 9A. above, if the Leased Premises or any part thereof or any appurtenance thereto is so damaged so that the resulting defects cannot be used for Tenant's purposes, the Tenant shall have the right within ninety (90) days following damage to elect by notice to Landlord to terminate this Lease as of the date of such damage. In the event of minor damage to any part of the Leased Premises, and if such damage does not render the Leased Premises unusable for Tenant's Purposes, Landlord shall promptly repair such damage at the cost of the Landlord. In making the repairs called for in this paragraph, Landlord shall not be liable for any delays resulting from strikes, governmental restrictions, inability to obtain necessary materials or labor or other matters which are beyond the reasonable control of Landlord. Tenant shall be relieved from paying rent and other charges during any portion of the Lease term that the Leased Premises are inoperable or unfit for occupancy, or use, in whole or in part, for Tenant's purposes. Rentals and other charges paid in advance for any such periods shall be credited on the next ensuing payments, if any, but if no further payments are to be made, any such advance payments shall be refunded to Tenant. The provisions of this paragraph extend not only to the matters aforesaid, but also to any occurrence which is beyond Tenant's reasonable control and which renders the Leased Premises, or any appurtenance thereto, inoperable or unfit for occupancy or use, in whole or in part, for Tenant's Purposes. 15. Default. If default shall at any time be made by Tenant in the payment of rent when due to Landlord as herein provided, and if said default shall continue for fifteen (15) days, or if default shall be made in any of the other covenants or conditions to be kept, observed and performed by Tenant, and such default shall continue for thirty (30) days without correction thereof then having been commenced and thereafter diligently prosecuted, Landlord may declare the term of the Lese ended and terminated by giving Tenant written notice of such intention and if possession of the Leased Premises is not surrendered, Landlord 4 may reenter said premises. Landlord shall have, in addition to the remedy above provided, any other right or remedy available to Landlord on account of any Tenant default, either in law or equity. Landlord shall use reasonable efforts to mitigate its damages. 16. Quiet Possession. Landlord covenants and warrants that upon performance by Tenant of its obligations hereunder, Landlord will keep and maintain Tenant in exclusive, quiet, peaceable and undisturbed and uninterrupted possession of the Leased Premises during the term of this Lease. 17. Condemnation. If any legally, constituted authority condemns the premises or such part thereof which shall make the Leased Premises unsuitable for leasing, this Lease shall cease when the public authority takes possession, and Landlord and Tenant shall account for rental as of that date. Such termination shall be without prejudice to the rights of either party to recover compensation from the condemning authority for any loss or damage caused by the condemnation. Neither party shall have any rights in or to any award made to the other by the condemning authority. 18. Subordination. Tenant accepts this Lease subject and subordinate to any mortgage, deed of trust or other lien or hereafter arising upon the Leased Premises, or upon the premises and to any renewals, refinancing and extensions thereof, but Tenant agrees that any such mortgagee shall have the right at any time to subordinate such mortgage, deed of trust or other lien to this Lease on such terms and subject to such conditions as such mortgagee may deem appropriate in its discretion. Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any mortgage, deed of trust or other lien now exiting or hereafter placed upon the Leased Premises of the Building, and Tenant agrees upon demand to execute such further instruments subordinating this Lease or atoning to the holder of any such liens as Landlord may request. In the event that Tenant should fail to execute any instrument of subordination herein required to be executed by Tenant promptly as requested. Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to execute such instrument in Tenant's name, place and stead, it being agreed that such power is one coupled with an interest. Tenant agrees that it will from time to time upon request by Landlord execute and deliver to such persons as Landlord shall request a statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to which rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as Landlord shall reasonably require. 19. Record Keepina and Reconciliation. A. Both Landlord and Tenant agree that each shall keep accurate records for the purposes of accountability to each other in their perspective roles as they relate to Sections 6 and 7 of this Lease Agreement. The Landlord shall track the monthly utility costs for the operation of the Leased Premises and the Tenant shall track the costs of all improvements made to the building situated on the Leased Premises. Each shall meet at least twice a year to review, confirm, and mutually accept their respective credits. At the time of reconciliation both parties may also agree to a cash payment in lieu of additional credits, if the amount of the accumulated credits exceeds $10,000 at the time of any reconciliation. B. Not withstanding the above, the Landlord also agrees to reimburse the Tenant for actual out of pocket expenses incurred by Tenant in support of the agreed to services which are delivered in accordance with this Agreement. 5 20. Notice. Any notice required or permitted under this Lease shall be deemed sufficiently given or served if sent by United States mail addressed as follows: If to landlord: City of la Porte, Texas Attention: City Manager 604 West Fairmont Parkway, La Porte, Texas 77571 Ifto Tenant: Economic Alliance Houston Port Region Attention: President/CEO Landlord and Tenant shall each have the right from time to time to change the place notice is to be given under this paragraph by written notice thereof to the other party. 21. Brokers. Tenant represents that Tenant was not shown the Premises by any real estate broker or agent and that Tenant has not otherwise engaged in any activity which could form the basis for a claim for real estate commission, brokerage fee, finder's fee or other similar charge, in connection with this Lease. 22. Waiver. No waiver of any default of Landlord or Tenant hereunder shall be implied from any omission to take any action on account of such default if such default perSists or is repeated, and no express waiver shall affect any default other than the default specified in the express waiver and that only for the time and to the extent therein stated. One or more waivers by Landlord or Tenant shall not be construed as a waiver of a subsequent breach of the same covenant, term or condition. 23. Memorandum of Lease. The parties hereto contemplate that this Lease shall not be filed for record, but in lieu thereof, at the request of either party, Landlord and Tenant shall execute a Memorandum of Lease to be recorded for the purpose of giving record notice of the appropriate provisions of this Lease. 24. Headinas. The headings used in this Lease are for convenience of the parties only and shall not be considered in interpreting the meaning of any provision of this Lease. 25. Successors. The provisions of this Lease shall extend to and be binding upon Landlord and Tenant and their respective legal representatives, and assigns. 26. Consent. Landlord shall not unreasonably withhold or delay its consent with respect to any matter for which Landlord's consent is required or desirable under this Lease. 6 27. Performance. If there is a default with respect to any of Landlord's covenants, warranties or representations under this Lease, and if the default continues more than fifteen (15) days after notice in writing from Tenant to Landlord specifying the default, Tenant may, at his option and without affecting any other remedy hereunder, cure such default and deduct the cost thereof from the next accruing installment or installments of rent payable hereunder until Tenant shall have been fully reimbursed for such expenditures at a rate equal to twelve percent (12%) per annum. If this Lease terminate prior to Tenant's receiving full reimbursement, Landlord shall pay the unreimbursed balance plus accrued interest to tenant on demand. 28. Final Aareement. This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereo is Agreement may be modified only by a further writing that is duly executed by both parties. o ,the parties have executed this Lease as of the day and year first above written ex"') I.' ,. /' t [z.rJ2/lJ 7 Exhibit A Years 1 to 3 of Lease Agreement In years 1 to 3 of the Lease Agreement and in consideration of the deliverables listed below the Landlord will pay all utilities and services defined as: Electricity, Gas, Water/SewerlTrash, Security Alarm, Extermination Control and Janitorial (including janitorial services in accordance with the terms listed in Section 13. "Restrooms", of the Lease Agreement). The payment of utilities and services will be as a credit against the deliverables provided by Tenant. However, in any case the credit given shall not exceed $8,333.00 per year. Taraeted for 2008 - Business Retention Policv and Systematic Implementation Contractual Fee - $5000 Service Provided - By August 2008 (Fee amount based upon benchmarking of other local similar programs) . Research for Plan Development (will include interviews and surveys) . Compilation of Initial Plan Draft . Facilitation of Stakeholders to Help Bring Consensus and Final Adoption. Taraeted for 2008 - Economic Development Compliance and Alianment Facilitation Estimated Contractual Fee - $12,000 Period Service Provide - Over Six Month Period (Fee amount based upon benchmarking of other local similar programs) . Provide a workshop for multi departments and commissions to explore the city's overall economic development process with the goal to identify synergies and alignment opportunities among Elected City Leaders, 48 Corporation Board Members, Planning and Zoning Commission Members, and Main Street Commission Members. The work can be used as a resource for any future strategy setting by the City of La Porte. . Prior to the workshop, work hand in hand with the Economic Development Coordinator of the City of La Porte to implement a Pre-Workshop S.W.O.T. analysis survey (Strengths, Weaknesses, Opportunities and Threats) among the leaders mentioned above. . Provide a summary report of the SW.O.1. analysis survey for the workshop . Includes hosting meetings and helping with facilitation expertise. Onaoina Each Year - Small Business Retention Provided through December 31, 2008 Contractual Fee = $8000 (Fee amount based upon benchmarking of other local similar programs) . Monthly Visitation for Feedback with at Least Two La Porte Businesses . Provide support to Main Street Coordinator in Exploring Incentive Strategies designed for Main Street growth. 8 Exhibit B Years 4 to 10 of Lease Agreement In years 4 to 10 of the Lease Agreement it is recognized that the Tenant continues to accrue the same obligation for off-set of the additional lease space provided to the Tenant by the Landlord in accordance with Section 2 C. of the Lease Agreement. It is also recognized that continuing in years 4 to 10 of the Lease Agreement that the value of the services provided and the leasehold improvements made for and on behalf of the Landlord is anticipated to exceed the off-set space credit of $8,333.00 annually. This excess value is recognized and accepted by the Landlord as monetary credits that will be due the Tenant unless this lease is otherwise terminated during the term of the Agreement and if so, the provisions of Section 7 B. of the Lease Agreement shall apply. Therefore, in consideration of the leasehold improvements and the services listed below, the City of La Porte will continue to pay all utilities and services defined as: Electricity, Gas, Water/Sewer/Trash, Security Alarm, Extermination Control and Janitorial (including janitorial services in accordance with the terms listed in Section 13. "Restrooms", of the Lease Agreement), until such time as both parties have satisfied their obligations under this Lease Agreement or a new Lease Agreement is executed. Onaoina Each Year - Small Business Retention Provided through December 31, 2008 Contractual Fee = $8000 (Fee amount based upon benchmarking of other local similar programs) . Monthly Visitation for Feedback with at Least Two La Porte Businesses . Provide support to Main Street Coordinator in Exploring Incentive Strategies designed for Main Street growth 9 Exhibit C Monetary Value, Credits, Terms, Other Defined In accordance with Section 6."Alterations and Improvements", of this Lease Agreement, the Landlord and Tenant agree on the following with respect to the monetary value, credits, and terms of the leasehold improvements: Credit Leasehold Improvements by Tenant are a credit to the Tenant (+) Oeliverables/Services Provided by Tenant are a credit to the Tenant (+) Additional space provided by Landlord to Tenant is a credit to the Landlord (-) Utilities paid by Landlord are a credit to the Landlord (-) Equal (=) Total balance due to Tenant by Landlord Value To insure proper credit to the Tenant by the Landlord, when making any improvements to the building the Tenant will insure that work completed will be verified by sworn affidavit and certification from the Contractor/Builder as to the work scope of work completed and the net present value of the work, including the prevailing wages for the labor utilized. Terms All credits due to Tenant for building improvements at 908 Main and for 912 Main fayade and/or building improvements are forfeited at the end of the term of this lease if another lease is not executed by the parties. Other Landlord has been notified and understands that the Tenant intends, with City Council approval, to make available to the Landlord funds for 912 Main for fac;ade and/or building improvements. Landlord hereby agrees to give additional monetary credits to the Tenant over the term of this lease in an amount not to exceed the monies given or agreed to in writing by both parties for such fac;ade and/or building improvements. Such credit due to the Tenant by the Landlord for the 912 Main location will be addressed under separate written contract agreed to by both parties 10