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HomeMy WebLinkAbout03-14-11 Regular Meeting and Workshop Meeting of La Porte City Council minutes B REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested: March 14, 2011 Appropriation Requested By: Kathy Powell Source of Funds: Department: Finance Account Number: Report: _ Resolution: Ordinance: X Amount Budgeted: Exhibits: Ordinance Amount Requested: Exhibits: Industrial District Agreement Budgeted Item: (YES) NO Exhibits: SUMMARY & RECOMMENDATION The City and Industry have agreed to renew the provisions of the Industrial District Agreement for a twelve year period. The current agreements will expire on December 31, 2019, the common date for the Battleground and Bayport Industrial Districts. Battleground Oil Specialty Terminal Company, LLC has requested to execute an Industrial District agreement with the City of La Porte for a portion of the land which is being split out of NRG Texas Power LLC — S.R. Berton which is covered under Ordinance 2007 - IDA -52. Staff recommends City Council authorize the execution of Industrial District Agreement with Battleground Oil Specialty Terminal Company, LLC. • Ordinance No. 2007 -IDA -123 Battleground Oil Specialty Terminal Company, LLC Action Required by Council: Consider approval of the ordinance 2007 - IDA -123 authorizing the execution by the City of La Porte of Industrial District Agreement listed above. A I i r, ,T or Ci C ji cil A enda 411 3774 Ron Bottoms, City Manager Date ORDINANCE NO. 2007- IDA- 123A3 3 AN ORDINANCE AUTHORIZING THE EXECUTION BY THE CITY OF LA PORTE OF AN INDUSTRIAL DISTRICT AGREEMENT WITH BATTLEGROUND OIL SPECIALTY TERMINAL COMPANY, A TEXAS LIMITED LIABILITY COMPANY FOR THE TERM COMMENCING JANUARY 1, 2008, AND ENDING DECEMBER 31, 2019, MAKING VARIOUS FINDINGS AND PROVISIONS RELATING TO THE SUBJECT, FINDING COMPLIANCE WITH THE OPEN MEETINGS LAW, AND PROVIDING AN EFFECTIVE DATE HEROF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LA PORTE: Section 1. Battleground Oil Specialty Terminal Company, a Texas Limited Liability Company has executed an industrial district agreement with the City of La Porte, for the term commencing January 1, 2008, and ending December 31, 2019, a copy of which is attached hereto, incorporated by reference herein, and made a part hereof for all purposes. Section 2. The Mayor, the City Manager, the City Secretary, and the City attorney of the City of La Porte, be and they are hereby, authorized and empowered to execute and deliver on behalf of the City of La Porte, the industrial district agreement with the corporation named in Section 1 hereof. Section 3. 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 4. This Ordinance shall be effective from and after its passage and approval, and it is so ordered. 1 PASSED and APPROVED, this 14th day of March 2011. CITY • • ORTE IL Lo igby, M. ATTEST: itak_ Patrice Fogarty, Ci fSecre fry APPROVED: Clark Askins, Assistant City Attorney 2 NO. 2007-IDA- 1... STATE OF TEXAS COUNTY OF HARRIS INDUSTRIAL DISTRICT AGREEMENT This AGREEMENT made and entered into by and between the CITY OF LA PORTE, TEXAS, a municipal corapration or Harris County, Texas, hereinafter called "CITY", and L \l c i ‘ e (b .Specic,t COnqaCWIl ILLC , a lixas Lithi4-eciLie4b;14asftpil , her nafter called "COMPANY", W ITNESSET H: WHEREAS, it is the established policy of the City Council of the City of La Porte, Texas, to adopt such reasonable measures from time to time as are permitted by law and which will tend to enhance the economic stability and growth of the City and its environs by attracting the location of new and the expansion of existing industries therein, and such policy is hereby reaffirmed and adopted by this City Council as being in the best interest of the City and its citizens; and WHEREAS, pursuant to its policy, City has enacted Ordinance No. 729, designating portions of the area located in its extraterritorial jurisdiction as the "Battleground Industrial District of La Porte, Texas", and Ordinance No. 842A, designating portions of the area located in its extraterritorial jurisdiction as the "Bayport Industrial District of La Porte, Texas", hereinafter collectively called "District", such Ordinances being in compliance with the Municipal Annexation Act of Texas, codified as Section 42.044, Texas Local Government Code; and WHEREAS, Company is the owner of land within a designated Industrial District of the City of La Porte, said land being legally described on the attached Exhibit "A" (hereinafter "Land"); and said Land being more particularly shown on a plat attached as Exhibit "B", which plat describes the ownership boundary lines; a site layout, showing all improvements, including pipelines and railroads, and also showing areas of the Land previously annexed by the City of La Porte; and WHEREAS, City desires to encourage the expansion and growth of industrial plants within said Districts and for such purpose desires to enter into this Agreement with Company pursuant to Ordinance adopted by the City Council of said City and recorded in the official minutes of said City: FINAL DRAFT: November 1, 2007 1 NOW, THEREFORE, in consideration of the premises and the mutual agreements of the parties contained herein and pursuant to the authority granted under the Municipal Annexation Act and the Ordinances of City referred to above, City and Company hereby agree with each other as follows: City covenants, agrees and guarantees that during the term of this Agreement, provided below, and subject to the terms and provisions of this Agreement, said District shall continue to retain its extraterritorial status as an industrial district, at least to the extent that the same covers the Land belonging to Company and its assigns, unless and until the status of said Land, or a portion or portions thereof, as an industrial district may be changed pursuant to the terms of this Agreement. Subject to the foregoing and to the later provisions of this Agreement, City does further covenant, agree and guarantee that such industrial district, to the extent that it covers said Land lying within said District and not now within the corporate limits of City, shall be immune from annexation by City during the term hereof (except as hereinafter provided) and shall have no right to have extended to it any services by City, and that all Land, including that which has been heretofore annexed, shall not have extended to it by ordinance any rules and regulations (a) governing plats and subdivisions of land, (b) prescribing any building, electrical, plumbing or inspection code or codes, or (c) attempting to exercise in any manner whatever control over the conduct of business thereon; provided, however, any portion of Land constituting a strip of land 100 wide -and contiguous to either Fairmont Parkway, State Highway 225, or State Highway 146, shall be subject to the rules and regulations attached hereto as Exhibit "C" and made a part hereof; and provided, however, it is agreed that City shall have the right to institute or intervene in any administrative and /or judicial proceeding authorized by the Texas Water Code, the Texas Clean Air Act, the Texas Health & Safety Code, or other federal or state environmental laws, rules or regulations, to the same extent and to the same intent and effect as if all Land covered by this Agreement were not subject to the Agreement. II. In the event that any portion of the Land has heretofore been annexed by City, Company agrees to render and pay full City ad valorem taxes on such annexed Land and improvements, and tangible personal property. Under the terms of the Texas Property Tax Code (S.B. 621, Acts of the 65th Texas Legislature, Regular Session, 1979, as amended), the appraised value for tax purposes of the annexed portion of Land, improvements, and tangible personal property shall be determined by the Harris County Appraisal District. The parties hereto recognize that said Appraisal District has no authority to appraise the Land, improvements, and tangible personal property in the unannexed area for the purpose of computing the "in lieu's 2 payments hereunder. Therefore, the parties agree that the appraisal of the Land, improvements, and tangible personal property in the unannexed area shall be conducted by City, at City's expense, by an independent appraiser of City's selection. The parties recognize that in making such appraisal for "in lieu" payment purposes, such appraiser must of necessity appraise the entire (annexed and unannexed) Land, improvements, and tangible personal property. Nothing herein contained shall ever be interpreted as lessening the authority of the Harris County Appraisal District to establish the appraised value of Land, improvements, and tangible personal property in the annexed portion, for ad valorem tax purposes. A. The properties upon which the "in lieu of taxes are assessed are more .fully described in subsections 1, 2, and 3 of subsection C, of this Paragraph III (sometimes collectively called the "Property"); provided, however, pollution control equipment installed on the Land which is exempt from ad valorem taxation pursuant to the provisions of Sec. 11.31 of the Texas Property Tax Code is exempt from ad valorem taxation and "in lieu of taxes" hereunder. Property included in this Agreement shall not be entitled to an agricultural use exemption for purposes of computing in lieu of taxes" hereunder. B. On or before the later of December 31, 2008, or 30 days from mailing of tax bill and in like manner on or before each December 31st thereafter, through and including December 31, 2019, Company shall pay to City an amount of "in lieu of taxes" on Company's Property as of January 1st of the current calendar year ("Value Year"). C. Company and City agree that the following percentages ("Percentage Amount") shall apply during each of the Value Years: Value Year 2008: 62W Value Year 2009: 62W Value Year 2010: 62% Value Year 2011: 62% Value Year 2012: 62W Value Year 2013: 62% Value Year 2014: 63% Value Year 2015: 63% Value Year 2016: 63 Value Year 2017: 63% Value Year 2018: 63% Value Year 2019: 63W Company agrees to pay to City an amount of in lieu of taxes" on Company's land, improvements and tangible personal property in the unannexed area equal to the sum of: 3 1, Percentage Amount of the amount of ad valorem taxes which would be payable to City if all of the Company's Land and improvements which existed on January 1, 2008, and each January 1 thereafter of the applicable Value Year during the term of this Agreement, (excluding amounts which would be so payable with respect to any Substantial Increase in value of such Land and improvements to which subparagraph 2, below applies), had been within the corporate limits of City and appraised each year by City's independent appraiser, in accordance with the applicable provisions of the Texas Property Tax Code; and 2. (a) On any Substantial Increase in value of the Land, improvements, and tangible personal property (excluding inventory) dedicated to new construction, in excess of the appraised value of same on January 1, 2007, resulting from new construction (exclusive of construction in progress, which shall be exempt from taxation), for each Value Years following completion of construction in progress, an amount equal to Twenty-five percent (251), if construction is completed in Value years 2008 through 2013; and Twenty percent (201), if construction is completed in Value years 2014 through 2019, of the amount of ad valorem taxes which would be payable to City if all of said new construction had been within the corporate limits of City and appraised by City's independent appraiser, in accordance with the applicable provisions of the Texas Property Tax Code. In the case of new construction which is completed in Value Year 2016 or later, and provided, further, that City and Company enter into an Industrial District Agreement after the expiration of this Industrial District Agreement, then, and in such events, such new construction shall be entitled to additional Value Years under the new Agreement at a Twenty percent (20%) valuation under this subparagraph (a), for a total of six (6) Value Years, but not extending beyond Value Year 2022. (b) A Substantial Increase in value of the Land, improvements, and tangible personal property (excluding inventory) as used in subparagraph 2(a) above, is defined as an increase in value that is the lesser of either: i. at least Five percent (5%) of the total appraised value of Land and improvements, on January 1, 2007; or ii. a cumulative value of at least 93,500,000.00. 4 For the purposes of this Agreement, multiple projects that are completed in a value Year can be cumulated to arrive at the amount for the increase in value. (c) If existing Property values have depreciated below the Property value established on January 1, 2007, an amount equal to the amount of the depreciation will be removed from the calculation under this subparagraph 2 to restore the value to the January 1, 2007, value; and 3. Percentage Amount of the amount of ad valorem taxes which would be payable to City on all of the Company's tangible personal property of every description, located in an industrial district of City, including, without limitation, inventory, (including inventory in a federal Foreign Trade Zone and including Freeport exempted inventory), oil, gas, and mineral interests, items of leased equipment, railroads, pipelines, and products in storage located on the Land, if all of said tangible personal property which existed on January 1, 2008, and each January 1 thereafter of the applicable Value Year during the term of this Agreement, (excluding amounts which would be so payable with respect to any Substantial Increase in value of such tangible personal property to which subparagraph 2, above applies), had been within the corporate limits of City and appraised each year by the City's independent appraiser, in accordance with the applicable provisions of the Texas Property Tax Code. with the sum of 1, 2 and 3 reduced by the amount of City's ad valorem taxes on the annexed portion thereof as determined by appraisal by the Harris County Appraisal District. 4. Notwithstanding the above, should City elect to grant the freeport inventory exemption authorized by Article VIII, Section 1-j of the Texas Constitution and Section 11.251 of the Texas Property Tax Code to taxpayers within the City limits, then the freeport inventory exemption shall apply to parties to this Agreement. Further, should inventory or any other class or type of property become exempt from taxation by constitutional amendment or act of the Texas Legislature (including, but not limited to, Article VIII, Section 1-n, of the Texas Constitution and Section 11.253 of the Texas Property Tax Code), such class or type of property shall be exempt for purposes of this Agreement, unless the City Council of the City of La Porte shall by Ordinance provide for the continued taxation of such property under the authority of any applicable provisions of the Texas Constitution and Texas Statutes. 5 5. City and Company acknowledge circumstances might require the City to provide emergency services to Company's Property described on Exhibit "A" attached hereto. Emergency services are limited to fire, police, and public works emergency services. If Company is not a member of Channel Industries Mutual Aid Association (CIMA), Company agrees to reimburse City for its costs arising out of any emergency response requested by Company to Company's property, and to which City agrees to respond. If Company is a member of CIMA, the obligations of Company and City shall be governed by the CIMA agreement, to which agreement City is a party. Iv. This Agreement shall extend for a period beginning on the 1st day of January, 2008, and continuing thereafter until December 31, 2019, unless extended for an additional period or periods of time upon mutual consent of Company and City as provided by the Municipal Annexation Act; provided, however, that in the event this Agreement is not so extended for an additional period or periods of time on or before August 31, 2019, the agreement of City not to annex property of Company within the District shall terminate. In that event, City shall have the right to commence immediate annexation proceedings as to all of Company's property covered by this Agreement, notwithstanding any of the terms and provisions of this Agreement. Company agrees that if the Texas Municipal Act, Section 42.044, Texas Local Government Code, is amended after January 1, 1994, or any new legislation is thereafter enacted by the Legislature of the State of Texas which imposes greater restrictions on the right of City to annex land belonging to Company or imposes further obligations on City in connection therewith after the annexation of such land, Company will waive the right to require City to comply with any such additional restrictions or obligations and the rights of the parties shall be then determined in accordance with the provisions of said Texas Municipal Annexation Act as the same existed January 1, 1994. V. This Agreement may be extended for an additional period or periods by agreement between City and Company and/or its assigns even though it is not extended by agreement between City and all of the owners of all land within the District of which it is a part. VI. A. In the event Company elects to protest the valuation for tax purposes set on its said properties by City or by the Harris County Appraisal District for any year or years during the terms hereof, nothing in this Agreement shall preclude such protest and 6 Company shall have the right to take all legal steps desired by it to reduce the same. Notwithstanding such protest by Company, and except as otherwise provided in Article VI(B), Company agree e to pay to City on or before the date therefore hereinabove provided, at least the total of (a) the total amount of ad valorem taxes on the annexed portions, plus (b) the total amount of the "in lieu of taxes" on the unannexed portions of Company's hereinabove described property which would be due to City in accordance with the foregoing provisions of this Agreement on the basis of renditions which shall be filed by Company. When the City or Harris County Appraisal District (as the case may be) valuation on said property of Company has been so finally determined, either as the result of final judgment of a court of competent jurisdiction or as the result of other final conclusion of the controversy, then within thirty (30) days thereafter Company shall make payment to City of any additional payment due hereunder, or City shall make payment to Company of any refund due, as the case may be, based on such final valuation, together with applicable penalties, interests, and costs. B. Should Company disagree with any appraisal made by the independent appraiser selected by City pursuant to Article II above (which shall be given in writing to Company), Company shall, within twenty (20) calendar days of receiving Ci.ty's invoice, give written notice to the City of such disagreement. In the event Company does not give such written notice of disagreement within such time period, the appraisal made by said independent appraiser shall be final and controlling for purposes of the determination of "in lieu of taxes" payments to be made under this Agreement. Should Company give such notice of disagreement, Company shall also submit to the City with such notice a written statement setting forth what Company believes to be the market value of Company's hereinabove described property. Both parties agree to thereupon enter into good faith negotiations in an attempt to reach an agreement as to the market value of Company's property for "in lieu" purposes hereunder. If, after the expiration of thirty (30) days from the date the notice of disagreement was received by City, the parties have not reached agreement as to such market value, the parties agree to submit the dispute to final arbitration as provided in subparagraph 1 of this Article VI(B). Notwithstanding any such disagreement by Company, Company agrees to pay to City on or before December 31 of each year during the tetm hereof, at least the total of (a) the ad valorem taxes on the annexed portions, plus (b) the total amount of the "in lieu" payments which would be due hereunder on the basis of Company's written valuations statement submitted to City by Company hereunder, or the total assessment and "in lieu of taxes" thereon for the last preceding year, whichever is higher. 7 1. A Board of Arbitrators shall be created composed of one person named by Company, one by City, and a third to be named by those two. In case of no agreement on this arbitrator in 10 days, the parties will join in a written request that the Chief Judge of the U.S. District Court for the Southern District of Texas appoint the third arbitrator who, (as the "Impartial Arbitrator") shall preside over the arbitration proceeding. The sole issue to be determined in the arbitration shall be resolution of the difference between the parties as to the fair market value of Company's property for calculation of the "in lieu" payment and total payment hereunder for the year in question. The Board shall hear and consider all relevant and material evidence on that issue including expert opinion, and shall render its written decision as promptly as practicable. That decision shall then be final and binding upon the parties, subject only to judicial review as may be available under the Texas General Arbitration Act (Chapter 171, "General Arbitration", Texas Civil Practice and Remedies Code). Costs of the arbitration shall be shared equally by the Company and the city, provided that each party shall bear its own attorneys fees. VII. City shall be entitled to a tax lien on Company's above described property, all improvements thereon, and all tangible personal property thereon, in the event of default in payment of "in lieu of taxes" payments hereunder, which shall accrue penalty and interest in like manner as delinquent taxes, and which shall be collectible by City in the same manner as provided by law for delinquent taxes. vIII. This Agreement shall inure to the benefit of and be binding upon City and Company, and upon Company's successors and assigns, affiliates and subsidiaries, and shall remain in force whether Company sells, assigns, or in any other manner disposes of, either voluntarily or by operation of law, all or any part of the property belonging to it within the territory hereinabove described, and the agreements herein contained shall be held to be covenants running with the land owned by Company situated within said territory, for so long as this Agreement or any extension thereof remains in force. Company shall give City written notice within ninety (90) days, with full particulars as to property assigned and identity of assignee, of any disposition of the Land, and assignment of this Agreement. Ix. If City enters into an Agreement with any other landowner with respect to an industrial district or enters into a renewal of any 8 existing industrial district agreements after the effective date hereof and while this Agreement is in effect, which contains terms and provisions more favorable to the landowner than those in this Agreement, Company and its assigns shall have the right to amend this Agreement and City agrees to amend same to embrace the more favorable terms of such agreement or renewal agreement. X. The parties agree that this Agreement complies with existing laws pertaining to the subject and that all terms, considerations and conditions set forth herein are lawful, reasonable, appropriate, and not unduly restrictive of Company's business activities. Without such agreement neither party hereto would enter into this Agreement. In the event any one or more words, phrases, clauses, sentences, paragraphs, sections, articles or other parts of this Agreement or the application thereof to any person, firm, corporation or circumstances shall be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, then the application, invalidity or unconstitutionality of such words, phrase, clause, sentence, paragraph, section, article or other part of the Agreement shall be deemed to be independent of and separable from the remainder of this Agreement and the validity of the remaining parts of this Agreement shall not be affected thereby. XI. Upon the commencement of the term of this Agreement, all other previously existing industrial district agreements with respect to said Land shall terminate. XII. Notices by a party to the other party hereto, shall be mailed or delivered as follows: To the City of La Porte: City Manager City of La Porte 604 West Fairmont Parkway La Porte, TX 77571 To Company : 11 4 1 11)(sMC claor(cob MPANY) e- ^ Attention: g LGA &OM -Reyolmieete. (p70 bcoack&xv 014t, .3100 Defisiele C6 icratto, 8 Z Company shall promptly notify City of any change of ownership of Property, any assignment of this Agreement, and of any change of billing address. Company shall notify City annually, on or before June 1, of any changes to the following information: 9 Plant Manager Name: 67 iSS Or Address 1 Phone: li.v7$-a.c.oi Fax: 35 504- 145 I Email : y 5 : 5str 12,mc • Tax Agent/Billing Contact Name: ( 113.0 -- A - N cq Address: - RAleart. / , OL.N.Erton • 7O5 ip Phone: /15-375-v9cl Fax: U2-5c:04-4,4115t Email: (6.S504 ENTERED INTO effective the 1st day of January, 2008. \ie N ( - i.aJ C0.09 z-La (COMPANY) By: Name: LA1/2(2,, 6yskson Title: Exeu.rtiqe_ \I1,n+ Address: It. sicr) - )erweAr. CAA4A arLoz. r)EST: CIT" 4 diU Po'TE fortrue:e.4toqoAti B Agil Ai City Secretagy Ills Rill APPROVED. = 9 (014 BY: Knox W. Askins B ottoms City Attorney City Manager City of La Porte P.O. Box 1218 CITY OF LA PORTE La Porte, TX 77572-1218 604 West Fairmont Parkway 281.471.1886 La Porte, TX 77571 281.471.2047 fax knoxaskinsOcomcast.net 10 STATE OF diitMgC2V ' Dunv COUNTY OF HANRIS ' This instrument was acknowledged be - e me on the '2 day of f,rv.,r 20 t k by �r� 3. C.�rt ✓t '.� t - of r : 6 ` =N•,' f sa • en p i ty . amposAy � c u '# ( f / r .., .4„ . 41111P ..�: NOTARY ; f t Nota , Public, qp e of •.-• : i Co C {�� PUBLA I t 9 • .. , • ..' .: My Commission Expires 12/11/2014 t OF apt. STATE OF TEXAS ' COUNTY OF HARRIS ' This instrument was acknowledged before me on the �`7 day of 20//, by Louis Rigby, Mayor of the City of La Porte, a municipal corporation, on behalf of 11 g�id ent ' . otary Pub ir?Sta1Ye of Texas 'r'i PATRICE FOGARTY w' Notary Public. Stets of Te ° i` 1 My Commission Ep e y � 11 "EXHIBIT A" (Metes and Bounds Description of Land) See Ce14 6°12 12 Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La Porte Industrial District Agreement TRACT 1 (106.10 ACRES±) BEGINNING at a 5/8" iron rod with Gullett & Associates (G &A) plastic cap set in the Northeasterly right - of -way line of Miller Cut -Off Road (60' wide), said "POINT OF BEGINNING" being North 38 °06'54" West, a distance of 1275.69 feet, along said Northeasterly right -of -way line, from a 5/8" iron rod with cap found at the Southwest corner of said residue of a called 462.852 acre tract, said Southwest corner being a West corner of an ExxonMobil called 42.0877 acre tract as recorded in File Number C347984, H.C.O.P.R.R.P., said "POINT OF BEGINNING" having coordinates N= 13,830,654.62, E= 3,215,555.58; THENCE, along the Northeasterly right -of -way line of Miller Cut -Off Road, North 38 °06'54" West, a distance of 184.92 feet to a 5/8" iron rod with G &A plastic cap set for corner; THENCE, North 87 °40'31" East, a distance of 257.76 feet to a 5/8" iron rod with G &A plastic cap set for corner; THENCE, along a line 80 feet East of and parallel to the centerline of a power transmission line, North 00 °19'29" East, a distance of 267.30 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, along a line 200 feet Northwesterly of and parallel to a Centerpoint Energy 111.478 acre easement, as recorded in File Number W048258, H.C.O.P.R.R.P., said line also being 40' Southeasterly of and parallel to the centerline of an existing power transmission line, North 48°33'12" East, a distance of 1169.63 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, along a line 200 feet Northerly of and parallel to said Centerpoint Energy easement, said line also being 40' Southerly of and parallel to the centerline of an existing power transmission line, South 80 °00' 16" East, a distance of 1866.76 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, along a line 60 feet Easterly of and parallel to the centerline of an existing power transmission line, North 37 °58'55" East, a distance of 237.71 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, South 79°56'11" East, a distance of 478.25 feet to a 5/8" iron rod with "HL &P" cap found for corner; THENCE, North 21°38'17" East, a distance of 427.04 feet to a 6' chain link fence corner found for corner; THENCE, along an existing 6' chain link fence, North 18 °20'41" East, a distance of 77.44 feet to a 6' chain link fence corner found for corner; THENCE, along an existing 6' chain link fence and a projection thereof, South 85 °26'26" East, a distance of 124.92 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, along a line 10 feet East of and parallel to the East edge of the concrete footings for an above ground pipe rack, North 09 °59'42" East, a distance of 212.47 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, North 50 °28'08" East, a distance of 135.07 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, along a line 10 feet North of the North edge of an existing dirt & gravel road, South 81 °46'30" East, a distance of 203.20 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, North 45 °00'06" East, a distance of 93.88 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, South 81 °33'21" East, a distance of 265.11 feet to a 5/8" iron rod with G &A cap set for corner; Page 1 of 8 Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La Porte Industrial District Agreement THENCE, North 31 °41'06" East, at 10.00 feet pass a 5/8" iron rod with G &A cap set for reference, and continuing for a total distance of 30.32 feet to a point on the existing shoreline of the NRG discharge canal; THENCE, along the meanders of the existing shoreline of the discharge canal and San Jacinto Bay, the following bearings and distances: South 50 °25'05" East, a distance of 145.58 feet to a point; South 15 °56'25" East, a distance of 102.89 feet to a point; South 06 °02'29" East, a distance of 71.55 feet to a point; South 20° 19'42" East, a distance of 101.93 feet to a point; South 46 °00'33" East, a distance of 130.79 feet to a point; South 73°25'10" East, a distance of 224.66 feet to a point; South 72 °36'26" East, a distance of 214.04 feet to a point; South 82 °26'53" East, a distance of 248.73 feet to a point; North 83°25'14" East, a distance of 56.03 feet to a point; North 79 °45'44" East, a distance of 43.55 feet to a point; North 72°35'16" East, a distance of 54.90 feet to a point; South 87 °26'46" East, a distance of 18.85 feet to a point; North 55 °42'02" East, a distance of 49.97 feet to a point; North 36 °42'26" East, a distance of 22.96 feet to a point; North 22 °26'59" East, a distance of 59.73 feet to a point; South 63°38'13" East, a distance of 78.68 feet to a point in an East line of the residue of said 462.852 acre tract, said East line being a West line of a said 42.0877 acre ExxonMobil tract; THENCE, along said East line and the West line of said 42.0877 acre tract, South 21 °09'09" West, a distance of 23.13 feet to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner; THENCE, along an East line of said 462.852 acre tract and the West line of said 42.0877 acre tract, South 34 °22'58" West, a distance of 783.20 feet (call= South 34 °24'09" West, 783.43 feet) to a 5/8" iron rod with G &A cap set for corner, said corner being the most Easterly corner of a called 83.212 acre tract of land conveyed to TG Pipeline, L.P. as recorded in File Number Y690074, H.C.O.P.R.R.P.; THENCE, along a line of said 83.212 acre tract, North 30°32'13" West, a distance of 297.59 feet (call= 298.20 feet) to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner; THENCE, along a line of said 83.212 acre tract, North 89 °59'39" West, a distance of 505.11 feet (call= West, 505.09 feet) to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner; THENCE, along a line of said 83.212 acre tract, South 62°46'10" West, a distance of 284.87 feet (call= South 62 °48'24" West, 285.24 feet) to a bent 5/8" iron rod found for corner; Page 2 of 8 Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La Porte Industrial District Agreement THENCE, along a line of said 83.212 acre tract, South 67 °46'25" West, a distance of 456.20 feet (call= South 67 °49'45" West, 456.07 feet) to a 5/8" iron rod found for corner; THENCE, along a line of said 83.212 acre tract, South 66 °30'59" West, a distance of 1175.13 feet (call= 1175.20 feet) to a 5/8" iron rod found for corner; THENCE, along a line of said 83.212 acre tract, South 87 °58'55" West, a distance of 549.28 feet (call = South 87 °59'28" West, 549.25 feet) to a 5/8" iron rod found for corner; THENCE, along a line of said 83.212 acre tract, North 08 °57'41" West, at 2.5 feet pass a found 5/8" iron rod, and continuing for a total distance of 63.52 feet (call= North 08 °58'30" West, 63.42 feet) to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner; THENCE, along a line of said 83.212 acre tract, South 81 °01'30" West, a distance of 283.12 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, North 75°51'19" West, a distance of 78.86 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, along a line 10 feet North of and parallel to an existing TEPPCO pipeline, South 87 °40'31" West, a distance of 1958.34 feet to the POINT OF BEGINNING. TRACT 2 (46.68+ ACRES) BEGINNING at a 6' chain link fence corner and gatepost found on said 462.852 acre tract at the most Northeasterly corner of a called 9.536 acre tract conveyed to TG Pipeline, L.P. as recorded in File Number Y690074, H.C.O.P.R.R.P., said "POINT OF BEGINNING" having coordinates N= 13,833,206.83, E= 3,220,337.82; THENCE, North 39 °48'09" West, a distance of 28.48 feet to a 6' chain link fence corner and gatepost found for corner; THENCE, along a North deed line of said 462.852 acre tract, North 73 °07'52" West, at 20.00 feet pass a 5/8" iron rod with a Gullett & Associates (G &A) plastic cap set for reference, and continuing for a total distance of 46.33 feet to a point for corner; THENCE, along a North deed line of said 462.852 acre tract, North 79 °56'52" West, a distance of 12.00 feet to a point on the existing shoreline of the Buffalo Bayou /Houston Ship Channel waterway; THENCE, along the meanders of the shoreline of said Buffalo Bayou waterway and the Bertron discharge canal the following bearings and distances: North 46°18'29" East, a distance of 110.67 feet to a point; North 26 °34'02" East, a distance of 235.86 feet to a point; North 51°35'03" East, a distance of 1 1 1.00 feet to a point; North 42 °07'52" East, a distance of 101.25 feet to a point; North 58 °52'57" East, a distance of 101.35 feet to a point; North 79 °08'29" East, a distance of 112.63 feet to a point; Page 3 of 8 Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La Porte Industrial District Agreement North 73 °07'02" East, a distance of 107.20 feet to a point; North 59°11'39" East, a distance of 302.08 feet to a point; North 76 °10'57" East, a distance of 220.21 feet to a point; North 81°42'43" East, a distance of 115.09 feet to a point; North 78 °07'08" East, a distance of 222.82 feet to a point; North 84°31'17" East, a distance of 118.97 feet to a point; South 84 °21'09" East, a distance of 138.60 feet to a point; South 81 °48'35" East, a distance of 144.49 feet to a point; South 78 °25'54" East, a distance of 198.16 feet to a point; North 47 °01'24' East, a distance of 43.98 feet to a point; North 67°55'16" East, a distance of 28.64 feet to a point; South 62 °47'37" East, a distance of 15.14 feet to a point; South 02 °47'29" East, a distance of 213.27 feet to a point; South 53 °39'39" West, a distance of 20.91 feet to a point; South 32°12'23" West, a distance of 138.84 feet to a point; South 19 °51'47" West, a distance of 39.59 feet to a point; South 35 °46'53" West, a distance of 54.78 feet to a point; South 58 °44'54" West, a distance of 227.62 feet to a point; South 39 °13'37" West, a distance of 25.21 feet to a point; South 49 °31'56" West, a distance of 67.26 feet to a point; South 37 °39'33" West, a distance of 32.83 feet to a point; South 50 °46'54" West, a distance of 41.78 feet to a point; South 58°16'04" West, a distance of 45.42 feet to a point; South 54 °28'25" West, a distance of 33.79 feet to a point; South 32°17'11" West, a distance of 14.71 feet to a point; South 85 °32'46" West, a distance of 25.29 feet to a point; North 38°40'17" West, a distance of 20.96 feet to a point; North 86 °10'47" West, a distance of 52.49 feet to a point; Page 4 of 8 Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La Porte Industrial District Agreement South 61 °37'48" West, a distance of 100.69 feet to a point; South 41 °46'40" West, a distance of 101.68 feet to a point; South 47 °31'54" West, a distance of 98.38 feet to a point; South 06 °18'46" West, a distance of 37.47 feet to a point; South 23 °08'42" East, a distance of 17.98 feet to a point; South 05 °41'05" West, a distance of 65.18 feet to a point; South 60 °50' 15" West, a distance of 26.31 feet to a point; South 39 °54'24" West, a distance of 25.24 feet to a point; South 15 °08'49" West, a distance of 22.08 feet to a point; South 52°14'54" West, a distance of 22.52 feet to a point; South 73 °42'44" West, a distance of 16.99 feet to a point; North 89 °24'49" West, a distance of 25.41 feet to a point; South 62 °21'47" West, a distance of 101.63 feet to a point; South 67 °13'23" West, a distance of 53.11 feet to a point; South 43°51'19" West, a distance of 48.32 feet to a point; South 26 °07'26" West, a distance of 39.43 feet to a point; South 71°27'37" West, a distance of 70.71 feet to a point; South 77 °09'26" West, a distance of 109.43 feet to a point; South 45 °02'44" West, a distance of 180.98 feet to a point; South 62°17'29" West, a distance of 62.32 feet to a point; South 35 °40'25" West, a distance of 165.75 feet to a point; South 07 °58'31" West, a distance of 27.09 feet to a point; South 78 °39'40" West, a distance of 91.99 feet to a point; North 87 °23'08" West, a distance of 136.63 feet to a point; North 89 °38'44" West, a distance of 123.62 feet to a point; North 70 °02'51" West, a distance of 242.25 feet to a point; North 14 °46'22" West, a distance of 75.21 feet to a point; North 89 °31'21" West, a distance of 148.84 feet to a point; Page 5 of 8 Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La Porte Industrial District Agreement THENCE, departing the shoreline of the Bertron plant discharge canal, North 10 °32'34" East, at 25.00 feet pass a 5/8" iron rod with "Gullett & Associates" (G &A) plastic cap set for reference, and continuing for a total distance of 318.99 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, North 53 °13'58" West, a distance of 54.59 feet to a 5/8" iron rod with G &A cap set for corner in an East line of the herein said 9.536 acre tract; THENCE, along said East line of said 9.536 acre tract, North 46 °00'58" East, a distance of 393.80 feet to the POINT OF BEGINNING; SAVE AND EXCEPT THE FOLLOWING:(6.092± ACRES) BEGINNING at a 6' chain Zink fence corner and gatepost found on a Southerly line of said 32.685 acre tract, said Southerly line being a Northerly line of a called 462.852 acre tract as recorded in File Number W048257, Film Code 555 -89 -2043, H.C.O.P.R.R.P.. said "POINT OF BEGINNING" being a corner of a called 9.536 acre tract conveyed to TG Pipeline, L.P. as recorded in File Number Y690074, H.C.O.P.R.R.P., said "POINT OF BEGINNING" having coordinates N= 13,833,228.71, E= 3,220,319.59; THENCE, along a North deed line of said 462.852 acre tract North 73 °07'52" West, at 20.00 feet pass a 5/8" iron rod with a Gullett & Associates (G &A) plastic cap set for reference, and continuing for a total distance of 46.33 feet to a point for corner; THENCE, along a North deed line of said 462.852 acre tract, North 79 °56'52" West, a distance of 12.00 feet to a point on the existing shoreline of the Buffalo Bayou /Houston Ship Channel waterway; THENCE, along the meanders of the existing shoreline of said Buffalo Bayou /Houston Ship Channel waterway the following bearings and distances: North 46°18'29" East, a distance of 110.67 feet to a point; North 26 °34'02" East, a distance of 235.86 feet to a point; North 51°35'03" East, a distance of 1 1 1.00 feet to a point; North 42 °07'52" East, a distance of 101.25 feet to a point; North 58 °52'57" East, a distance of 101.35 feet to a point; THENCE, North 79 °08'29" East, a distance of 46.1 1 feet to a point in an Easterly line of said 32.685 acre tract, said line being a line of a called 92.344 acre tract as recorded in File Number W048259, Film Code 555 -89 -2199, H.C.O.P.R.R.P.; THENCE, along a line of said 92.344 acre tract, said line being a line of said 32.685 and said 8.663 acre tracts, the following bearings and distances: South 59 °49'38" West, a distance of 82.58 feet to a point; South 17 °28'38" West, a distance of 86.09 feet to a point; South 68 °42'38" West, a distance of 80.39 feet to a point; South 04 °31'22" East, a distance of 166.78 feet to a point; South 50 °17'22" East, a distance of 45.09 feet to a point; South 01°18'22" East, a distance of 54.79 feet to a point; Page 6 of 8 Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La Porte Industrial District Agreement South 36 °04'22" East, a distance of 153.68 feet to a point; South 39 °13'22" East, a distance of 140.58 feet to a point; North 62 °53'38" East, a distance of 36.00 feet to a point; North 26 °36'22" West, a distance of 181.78 feet to a point; North 46 °24'22" West, a distance of 85.99 feet to a point; North 69 °02'38" East, a distance of 53.79 feet to a point; South 73 °20'22" East, a distance of 114.99 feet to a point; South 39 °31'22" East, a distance of 131.99 feet to a point; South 32 °34'22" East, a distance of 314.56 feet to a point; South 53 °27'22" East, a distance of 112.49 feet to a point; South 63 °27'22" East, a distance of 93.31 feet to a point on the existing shoreline of San Jacinto Bay; THENCE, along the meanders of said shoreline; South 43°51'19" West, a distance of 10.87 feet to a point; South 26 °07'26" West, a distance of 39.43 feet to a point; South 71 °27'37" West, a distance of 70.71 feet to a point; South 77 °09'26" West, a distance of 90.52 feet to a point on a Northerly line of said 462.852 acre tract, said line being a Southerly line of said 8.663 acre tract; THENCE, along a line of said 462.852 acre tract, said line being a line of said 8.663 and said 32.685 acre tracts, the following bearings and distances: North 61 °52'42" West, a distance of 26.71 feet to a point; North 60 °38'42" West, a distance of 101.90 feet to a point; North 65 °21'42" West, a distance of 24.20 feet to a point; North 67 °17'42" West, a distance of 90.60 feet to a point; North 54 °20'04" West, a distance of 222.60 feet to a point; North 63 °10'42" West, a distance of 29.40 feet to a point; North 43 °50'42" West, a distance of 100.00 feet to a point; North 45 °44'42" West, a distance of 23.00 feet to a point; North 23 °56'42" West, a distance of 81.60 feet to a point; Page 7 of 8 Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La Porte Industrial District Agreement North 83 °06'42" West, a distance of 75.70 feet to a point; North 74 °43'42" West, a distance of 125.20 feet to a point; THENCE, North 72 °09'00" West, a distance of 29.98 feet to the POINT OF BEGINNING. TRACT 3 (35.52+ ACRE) BEGINNING at a 5/8" iron rod found for corner at the intersection of the North line of a called 42.0877 acre ExxonMobil Pipeline Company tract, as recorded in File Number C347984, H.C.O.P.R.R.P., with the Northeasterly right -of -way line of Miller Cut -Off Road (60' wide), said "POINT OF BEGINNING" having coordinates N= 13,829,650.94, E= 3,216,343.11; THENCE, along said Northeasterly right -of -way line of Miller Cut -Off Road, North 38 °06'54" West, at 528.30 feet pass a found 5/8" iron rod, at 585.40 feet pass a found 5/8" iron rod, and continuing for a total distance of 1275.69 feet to a 5/8" iron rod with (iullett & Associates (G &A) plastic cap set for corner; THENCE, along a line 10 feet North of and parallel to an existing TEPPCO pipeline, North 87 °40'31" East, a distance of 1958.34 feet to a 5/8" iron rod with G &A cap set for corner; THENCE, South 75°51'19" East, a distance of 78.86 feet to a 5/8" iron rod with G &A cap set for corner, said corner being a corner of a called 83.212 acre tract of land conveyed to TG Pipeline, L.P. as recorded in File Number Y690074, H.C.O.P.R.R.P.; THENCE, along a line of said 83.212 acre tract, South 67 °29'21" West, a distance of 514.71 feet (call= South 67 °34'37" West, 515.08 feet) to a 6' chain Zink fence corner found for corner; THENCE, along a line of said 83.212 acre tract, South 62°25'17" West, a distance of 56.79 feet (call= South 61 °43'48" West, 56.26 feet) to a 6' chain link fence corner found for corner; THENCE, along a line of said 83.212 acre tract, South 26 °33'43" East, a distance of 295.60 feet (call= South 26 °28'59" East, 295.70 feet) to a 6' chain link fence corner found for corner; THENCE, along a line of said 83.212 acre tract and along an existing 6' chain link fence, North 63 °23'30" East, a distance of 276.19 feet to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner; THENCE, along a line of said 83.212 acre tract, South 26 °38'00" East, at 670.7 feet pass a 5/8" iron rod with "Carter Burgess" plastic cap, and continuing for a total distance of 700.36 feet (call= South 26 °37'36" East, 700.07 feet) to a 5/8" iron rod with "Carter Burgess" plastic cap found in a Northerly line of said ExxonMobil 42.0877 acre tract; THENCE, along a North line of said 42.0877 acre tract, South 87 °00'43" West, a distance of 1414.96 feet (call= South 87 °00'39" West, 1414.98 feet) to the POINT OF BEGINNING. Page 8 of 8 "EXHIBIT B" Attach Plat reflecting the ownership boundary lines; a site layout, showing all improvements, including pipelines and railroads, and also showing areas of the Land previously annexed by the City of La Porte.) 13 y3� 4 q I t i z r M. i s a Sx g x t t _ �r li y t t €e* ., ' - 3 � ' ';',.,,. , °�`* � ma y' < . ` a a i A ...;.; . .., Ali,,,, , t,-,,I, , , „,,,,,,r,, ,,,,, ,,. ` 't.� c t e r - 'Ii b RM . a� 31 .;fr ' 1 ''''‘,,,,,,e0°' ''t; i j f 74. � , Eo PPP ; ' t,.. tt„ - ..., .04iff :Iiiht ,v, , ,... , . ! t mod " t »' -' b ra , , P - 44 .a. ,,, � ,_ '� fi � ,..,Av, .4, 70., ? : ,, 4%.:P4•0,‘ 44' .44 .., '' 4, ',.. ''', 'n��t �. E " f t4 " ''''l kJ ; 4 .!,, - , „ , , , ,, -.,. ..., , ,.., _ ,,i! `-''''''' 1 . f ,„ , e•''' "i," St' i: ' .; ,' 'f 4 as �„f " t. � � t ..yP� " � * � � �� F �" it, ., : k 4 1 ,: ' '' \'• + ''''',i-' "..;3*.i. . ' ' '''' '''' if''''' 1:'%' 'It 1 ' 1 . . ',,, ' , ' art ` t . x { 4. Q I ''S cn o ti nEXRIBIT C" Page 1 of 3 RULES AND REGULATIONS Any portion of Land constituting a strip of land 100' wide and contiguous to either Fairmont Parkway, State Highway 225, or State Highway 146 shall be subject to the following rules and regulations pertaining to new signage, screening, driveways and median crossovers. These rules and regulations shall apply after the effective date of this Agreement when Company develops or constructs improvements on vacant Land described in Exhibit "A" which is adjacent to Fairmont Parkway, State Highway 225, or State. Highway 146. 1. Any sign erected in said 100' strip of land shall be subject to the following provisions: One freestanding identification sign shall be permitted for each side of an industrial establishment that fronts on an improved public right-of-way. Freestanding identification signs for single tenant buildings shall not exceed 150 square feet in area. One freestanding identification sign for identifying multiple businesses is allowable at the intersection of improved public rights-of-way. a Freestanding identification signs for multiple businesses shall not exceed 350 square feet. a Freestanding identification signs shall not exceed 45 feet in height. Minimum setback for sign construction shall be ten (10) feet from property lines. 2. When Land adjacent to said 100 strip is developed, the initial 50' of said strip beyond any existing pipeline easement contiguous to either Fairmont Parkway, State Highway 225, or State Highway 146 shall be screened by one of the following techniques: a) Leaving in place existing trees, vegetation, underbrush, etc. to provide a thorough and effective visual screening of the development. Existing trees shall, together with other vegetation and underbrush, create a continuous visual screen, 14 "EXHIBIT C" Page 2 of 3 b) The use of earthen berms with approximately 31 side slopes, SO' wide at the base and 8' high. The berms may be landscaped with a combination of trees, shrubs, and ground cover. Al]. berms and landscaping will be maintained by the property owners. c) A screening plan, to be approved by the City, that includes a combination of trees, shrubs, and ground cover that after 5 years growth will be at least 20 feet in height and shall, together with shrubs and ground cover, create a continuous visual screen. Provided, however, in public utility easements or rights-of-way, the vegetation shall be installed and maintained in a manner which is acceptable to the public utility company, and does not interfere with the operation and maintenance of the public utility facilities. For items b and c above, the actual length of required screening along the roadway will be equal to the length of the new development that is parallel to the roadway. Screening shall not be required for new development that is to the rear of or behind existing facilities. In all cases the 50' strip, along the entire roadway frontage, shall be dedicated as a landscape easement and shall be kept free from any improvements except for approved driveway access and identification signs. For cases of new development or improvements where a 50' landscape easement is not available or practical, Company shall meet with City to determine a suitable landscaping alternative. d) In the case of land contiguous to Fairmont Parkway, in addition to the other requirements of these Rules and Regulations, Company shall dedicate to City by Plat a ten foot (10') wide pedestrian and bicycle easement, extending along Company's Fai4mont Parkway boundary, within the fifty foot (50') landscape easement. The pedestrian easement shall not be within any pipeline facility, except for necessary crossings. 3. Driveways opening from said strip of land onto State Highway 225 or State Highway 146 shall be subject to the rules and regulations of the Texas Department of Transportation and provisions of the City's Code of Ordinances, whichever is more restrictive. Driveways opening from said strip of land onto Fairmont Parkway shall be subject to the rules and regulations of Harris County and provisions of the City's Code of Ordinances, whichever is more restrictive. "EXHIBIT C" Page 3 of 3 4. Driveways opening from said strip of land onto Fairmont Parkway shall be approved by the City and may require the installation of separate acceleration/deceleration lanes. 5. Installation of a median crossover on Fairmont Parkway shall be subject to the approval of both Harris County and City, C REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested: March 14, 2011 Budget Requested By: Jeff Suggs Source of Funds: Department: OEM Account Number: Report: X Resolution: Ordinance: Amount Budgeted: Exhibits: Grant Agreement Amount Requested: Exhibits: Budgeted Item: YES NO Exhibits SUMMARY & RECOMMENDATION The La Porte, Morgan's Point, and Shoreacres Local Emergency Planning Committee (LEPC) has once again been awarded the Hazardous Materials Emergency Preparedness (HMEP) Planning Grant. The HMEP grant is a reimbursable federal grant program that is intended to provide financial and technical assistance to enhance State and local hazardous materials emergency planning and training. This grant is for FY 2011 and all expenditures must be submitted to the State for reimbursement by August 31, 2011. If accepted, the City of La Porte will serve as the fiscal agent for the LEPC. This grant will be used to improve the LEPC's current public awareness campaign. Some of this year's public awareness projects that will be supported by the grant include the development of an informational newsletter, as well as the purchase of needed materials for the Wally Wise elementary school program and the Shelter -in -Place program at Baker 6th Grade Campus. Other outreach projects include shelter -in- place training for new teachers, substitute teachers and local daycare centers. In addition, the grant will be used to support the annual LEPC Shelter -in -Place Drill, which will involve participation from the City, School District, and local industry. This year, the LEPC was awarded $26,000.00. The State payable amount will be $19,170.50 and the LEPC is responsible for a soft match of $6,829.50. This soft match will be met using any time contributed to the program activities listed above by an LEPC member. Action Required by Council: C • sider . cceptance of the FY 2011 HMEP Grant. A . i rov ncil A enda AT/ r 1 Ron Bottoms, Man . ger Date AGREEMENT FOR HAZARDOUS MATERIALS EMERGENCY PREPAREDNESS (HMEP) PLANNING GRANT STATE OF TEXAS § COUNTY OF TRAVIS § PARTIES Pursuant to the authority of TEXAS GOVERNMENT CODE §§ 418.043 and 418.044 and /or § 791.011, this Agreement for a Hazardous Materials Emergency Preparedness Planning grant is made by and between the State of Texas, acting by and through the Texas Department of Public Safety (TX DPS), Texas Division of Emergency Management, hereinafter called the "STATE," and The City of La Porte hereinafter referred to as the "GRANTEE," serving as a fiscal agent for the La Porte, Morgan's Point, Shoreacres Local Emergency Planning Committee (LEPC). WITNESSETH WHEREAS, the STATE has no programmed resources to implement this requirement of federal law; and WHEREAS, the STATE will receive funds from the United States Department of Transportation (DOT) to accomplish the tasks detailed in this Agreement. AGREEMENT NOW, THEREFORE, the STATE and the GRANTEE in consideration of the mutual covenants and agreements contained herein, do mutually agree as follows: The GRANTEE agrees to perform hazardous materials emergency preparedness planning activities in connection with the project as stated in the Articles to follow and outlined hereafter, and for having rendered such services, the STATE agrees to pay to the GRANTEE compensation for these services as set out in this Agreement. All services performed under this Agreement shall be performed under the supervision of the Chief, Texas Division of Emergency Management (TDEM), represented by the HazMat Preparedness Officer as the STATE project officer. 1. CONTRACT PERIOD This Agreement shall become effective upon the date of final execution by the STATE and shall be completed by August 31, 2011 unless terminated in a manner defined herein. 2. SERVICES TO BE PROVIDED BY THE GRANTEE The GRANTEE shall: A. Complete the following project activities: Page 1 of 8 Contract Number 11- DEM -LEPC -001 1) Conduct public outreach for school age children, teachers and citizens in the area of preparedness for a possible hazardous material incident within the boundaries of the LEPC. 2) Conduct a functional drill to assist in the updating of focal Emergency Response Plans. B. Provide the STATE the following deliverables: 1) Progress reports and financial reports as outlined in Section 6. 2) Final project report and final financial report as outlined in Section 6. 3) A copy of all deliverables (i.e. public education /outreach products, materials printed under this Agreement, pictures of items that are too large /bulky to be mailed). 4) A copy of any contract between GRANTEE and any vendor for products or services related to the project as stated in Section 2A above. 3. SERVICES TO BE PROVIDED BY THE STATE • The STATE shall provide planning assistance to the GRANTEE in the form of guidance so the GRANTEE can timely complete the deliverables listed above. 4. COMPENSATION AND METHOD OF PAYMENT A. The estimated total approved cost of the project which is the subject of this grant is: Twenty six thousand dollars ($26,000.00), B. The maximum amount payable by the STATE under this Agreement is: Nineteen thousand one hundred seventy dollars and fifty cents ($19,170.50) C. The GRANTEE shall provide a match that equals or exceeds: Six thousand eight hundred twenty -nine dollars and fifty cents ($6,829.50) D. The STATE shall make payment to the GRANTEE within thirty (30) days from receipt of the GRANTEE's documentation for reimbursable expenses, provided the request for payment is properly prepared, executed, and documented. E. The STATE and /or GRANTEE paying for the performance of governmental functions or services must make those payments from current revenues available to the STATE and /or GRANTEE. In Accordance With Texas Government Code Section 791.011, Interlocal Cooperation Act. F. The GRANTEE agrees that the aggregate of funds of the Local Emergency Planning Committee, exclusive of Federal Funds and twenty -six point three percent (26.3 %) cost match for this grant, for developing, improving, and implementing emergency plans under Emergency Preparedness and Community Right -to -Know Act (EPCRA) will be maintained at a level that does not fall below the average level of such expenditures for the 2 federal fiscal years prior to this grant project. Page 2 of 8 Contract Number 11- DEM -LEPC -001 G. To receive reimbursement for allowable costs, the GRANTEE must: 1) Submit quarterly financial reports with the following attached: (a) Valid invoices or receipts (b) Canceled checks or other proof of payment for each expense 2) Proof of LEPC match for the quarter (a) Match must be used directly in connection with the approved activities. (b) Match must be non - Federal funds or a match in -kind (soft funds). (c) If match is soft funds then expense out the match and have either the LEPC Chair or Vice Chair sign certifying the soft match. (d) The soft match may include any of the following expenses that are reasonable, allowable and allocable to the project. i. Salaries, fringe benefits, per diem, housing, or travel expenses incurred by any person other than a government employee while attending training classes or involved in program activities. ii. Private contributions such as corporate contributions of facilities or services such as free classroom space. iii. Voluntary contributions such as firefighter support, emergency personnel support, and the time of any Local Emergency Planning Committee (LEPC) member. iv. Equipment or facilities used for exercises, whether public or private. v. Facility space necessary to conduct activities for the grant program. vi. University students volunteering time to aid in collection of data H. Final payment may be withheld until all deliverables, paid for under this Agreement, have been received by TDEM. I. The GRANTEE shall furnish all equipment, materials and supplies required to perform the project, which is the subject of this grant. 5. INITIATION OF PROJECT WORK The GRANTEE shall not begin the work outlined herein until final execution of this Agreement by the STATE. Page 3 of 8 Contract Number 11- DEM -LEPC -001 6. INSPECTION OF WORK AND PROGRESS REPORTING A. The GRANTEE shall, from time to time during progress of the work defined herein, confer with the STATE. The STATE's project officer has the right to inspect work being performed pursuant to this Agreement in a manner that will not unduly delay the work. The GRANTEE shall prepare and present such information and data as may be pertinent and necessary or as may be requested by the STATE in order to evaluate the progress of the work to be performed by the GRANTEE. B. The GRANTEE's project officer shall render required reports to the STATE's project officer, including: 1) Progress reports according to the schedule in B (6) and in the format outlined in Attachment 3. 2) Financial reports according to the schedule in B (6) and in the format outlined in Attachment 4 with all required supporting documentation. 3) A final project report, which shall summarize the work performed on the project and accomplishments. 4) A final financial report and all remaining invoices for reimbursement, supported by appropriate documentation of expenses, including any remaining LEPC match. 5) A copy of all deliverables derived from this Agreement. 6) Progress /Financial /Final Report Schedule: (a) First Report (January — March) Due to the STATE by 30 of April. (b) Second Report (April — June) Due to the STATE by 30 of July. (c) Final Report Due by the 30 of September (See B3 & B4 above.) Progress reports and the final project report may be submitted by mail, facsimile, or e-mail. Financial reports, with original signature, along with all supporting documentation, must be sent by mail or courier. 7. TERMINATION A. This Agreement may be terminated by any of the following conditions: 1) By mutual agreement and consent of both parties. 2) By the STATE upon written notice to the GRANTEE as consequence of the GRANTEE's failure to perform the services herein in a satisfactory manner and within the limits provided, with proper allowances being made for circumstances beyond the control of the GRANTEE as determined in good faith and reasonable business judgment by the STATE. 3) By the STATE for reasons of its own and not subject to the mutual consent of the GRANTEE upon not less than ten (10) days written notice to the GRANTEE. 4) By satisfactory completion of all services and obligations described herein. Page 4 of 8 Contract Number 11- DEM -LEPC -001 B. Should the STATE terminate this Agreement as herein provided, no expenses except those due and payable at the time of termination shall thereafter be paid to the GRANTEE. Payment for the work at the time of termination shall be based upon work completed at that time. C. The termination of this Agreement and payment of any amount in the settlement as prescribed herein shall extinguish all rights, duties, obligations and liabilities of the STATE and the GRANTEE under this Agreement. 8. DISPUTES The GRANTEE shall be responsible for the settlement of all contractual and administrative issues arising out of procurement made by the GRANTEE in support of this grant program. Any disputes concerning the work or obligations defined herein or additional costs, or any non - procurement issues shall be settled at the sole discretion of the STATE. 9. INDEMNIFICATION To the extent authorized by the Constitution and Laws of the State of Texas the GRANTEE shall indemnify and hold harmless the STATE, its officers and employees from all third party claims for injury to, or death of, persons and damage to, or loss of, physical property directly due to activities of itself, its agents, contractors, officers or employees, performed under this Agreement and which result from the negligence or willful misconduct of the GRANTEE or of any person employed by the GRANTEE. The GRANTEE shall also indemnify and hold harmless the STATE, its officers and employees from any and all expenses, including attorney fees, which might be incurred by the STATE, its officers and employees as a result of such activities by the GRANTEE, its agents, contractors, officers and employees. • 10. COMPLIANCE WITH LAWS The GRANTEE shall comply with all federal, state and local laws, statutes, ordinances, rules, regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Agreement. 11. ASSURANCES The GRANTEE assures that no person shall, on the grounds of race, creed, color, handicap, national origin, gender, political affiliation or beliefs, be excluded from, be denied benefit of, or be subject to discrimination under any program or activity funded in whole or in part under this Agreement. Incorporated by reference the same as if specifically written herein are rules, regulations, and all other requirements imposed by law, including but not limited to compliance with those pertinent rules and regulations of the State of Texas and those of United States agencies providing funds to the State of Texas. To the extent it applies, GRANTEE shall comply with Texas Government Code, Chapter 783, 1 TAC 5.141 et seq., and the Uniform Grant Management Standards, State Uniform Administrative Requirements for Grants and Cooperative Agreements, Section III, Subpart B, §` 14 (Attached as "Attachment 2 "). Page 5 of 8 Contract Number 11- DEM -LEPC -001 12. AUDIT REQUIREMENTS The GRANTEE hereby agrees to comply with the requirements specified in the Single Audit Act, 31 U.S.C. §§ 7500 et seq. (Supp.1999) (Public Law 104 -156), as applicable. 13. WRITTEN MODIFICATION No modification or amendment to this Agreement shall become valid unless in writing and signed by both parties. 14. EQUAL EMPLOYMENT OPPORTUNITY The GRANTEE agrees to comply with all provisions of Executive Order No. 11246 (September 24, 1965), the rules, regulations, and relevant Orders of the Secretary of Labor, Appendix A — E and Attachments 1 and 2. 15. FALSE OR FRADULENT STATEMENT OF CLAIMS The Program Fraud Civil Remedies found in 49 C.F.R. Part 31 apply to this program. The GRANTEE acknowledges that if it makes a false, fictitious, or fraudulent claim, statement, submission, or certification to U.S. Department of Transportation (DOT) in connection with this program, DOT has the right to pursue and impose on the GRANTEE civil and criminal penalties. 16. PROVISIONS AND AMENDMENTS The GRANTEE agrees that it and its contractors, sub - contractors, employees, and representatives will comply with all applicable provisions of 49 CFR 18, 49 CFR 110, and any amendment to this Agreement. 17. OTHER The GRANTEE certifies it is in compliance with Sections 301 and 303 of Emergency Preparedness and Community Right -to -Know Act (EPCRA): A. Have a current chemical emergency response plan. 1) Plan is reviewed and updated (if needed) at least annually and 2) Plan includes the following: a. Identify affected facilities and transportation routes, b. Describe emergency notification and response procedures, c. Designate community and facility emergency coordinators, d. Describe methods to determine the occurrence and extent of a release e. Identify available response equipment and personnel f. Outline evacuation plans, g. Describe training and practice programs and schedules, h. Contain methods and schedules for exercising the plan Page 6 of 8 Contract Number 11- DEM -LEPC -001 B. Have an active LEPC whose membership includes (at a minimum): 1) Elected state and local officials • 2) Police, fire, civil defense, and public health professionals 3) Environment, transportation, and hospital officials 4) Facility representatives 5) Representatives from community groups and the media 18. PROJECT OFFICERS The project officers for this Agreement are: A. For the STATE: Name: Donald A. Loucks HazMat Preparedness Officer Technological Hazards Unit Texas Division of Emergency Management Texas Department of Public Safety Address: PO Box 4087 Austin, Texas 78773 -0220 Telephone: (512) 424 -5985 Fax: (512) 424 -7363 E -mail: donald.loucks @txdps.state.tx.us B. For the GRANTEE: Name: Kristin Gauthier EMC EM Specialist Address: 604 W. Fairmont La Porte, TX 77571 Telephone: 281 -470 -0010 Fax: 281 - 470 -1590 E -mail: gauthierk @laportetx.gov Page 7 of 8 Contract Number 1 1 -DEM-LEPC-001 19. SIGNATORY AUTHORITY The undersigned signatory for GRANTEE hereby represents and warrants that he /she is an officer of the organization for which he /she has executed this Agreement, and that he /she has executed this Agreement, and that he/she has full and complete authority to enter into this Agreement on behalf of the GRANTEE. IN TESTIMONY WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate effective the date of the last signature to this Agreement. FOR THE STATE FOR THE GRANTEE Texas Department of Public Safety Texas Division of Emergency Management City of La Porte Name of Agency Name of Jurisdiction ✓' { BY: BY: r= A rized ignature Authorize, S gnature 1 ev\ Loa.) R, RI4A1 Printed ame Printed Name e"C moat., Title Title Date Date Page 8 of 8 Contract Number 1 1 -DEM-LEPC-001 Page Al of A2 APPENDIX A COMBINED ASSURANCES Grantees should refer to the regulations cited below to determine the certification to which they are required to attest. Signatures on this form provide for compliance with federal certification requirements, including those under 34 CFR Part 82, "New Restrictions for Drug -Free Workplace (Grants)." The certifications shall be treated as material representation of fact upon which reliance will be placed when the Agency determines to award the covered transaction, grant, or cooperative agreement. 1. RESTRICTIONS ON LOBBYING The GRANTEE may not conduct political lobbying, as defined in the statues, regulations and 2 CFR 225 — "Lobbying ", within the Federally- supported project. The GRANTEE may not use Federal funds for lobbying specifically to obtain grants and cooperative agreements. The GRANTEE must comply with 49 CFR 20, U.S. Department of Transportation "New Restrictions on Lobbying" 49 CFR 20 is incorporated by reference into this contract. 49 CFR 20 is available at: www. dot.gov /ost/m60 /grantiregs.htm. 2. GOVERNMENTWIDE DEBARMENT AND SUSPENSION (Non - procurement) The GRANTEE must comply with the provisions of EO 12549, "Debarment and Suspension," which generally prohibits entities that have been debarred, suspended, or voluntarily excluded from participating in Federal non - procurement transactions either through primary or lower -tier covered transactions. The GRANTEE must comply with 2 CFR Part 1200, "Department of Transportation Non - procurement Suspension Debarment. GRANTEES are encouraged to subscribe to and utilize the Monthly Lists of Parties Excluded from Federal Procurement or Non - procurement Programs published by GSA and found at: www.epls.00v. 2 CFR 1200 is incorporated by reference into this contract. 2 CFR 1200 is available at www.gpoaccess by clicking on 2 CFR Part 1200. 3. DRUG -FREE WORKPLACE The GRANTEE must comply with the provisions of Public Law 100 -690, Title V, Subtitle D, "Drug - Free Workplace Act of 1988," which require the Recipient to take steps to provide a drug -free workplace. The Recipient must comply with 49 CFR 32, "Government -wide Requirements for Drug Free Workplace (Financial Assistance)." 49 CFR 32 is incorporated by reference into this contract. 49 CFR 32 is available at: www. dot .qov /ost/m60 /grant/ord4600.htm. Contract Number 11- DEM -LEPC -001 AGREEMENT FOR HAZARDOUS MATERIALS EMERGENCY PREPAREDNESS (HMEP) PLANNING GRANT STATE OF TEXAS § COUNTY OF TRAVIS § PARTIES Pursuant to the authority of TEXAS GOVERNMENT CODE §§ 418.043 and 418.044 and /or § 791.011, this Agreement for a Hazardous Materials Emergency Preparedness Planning grant is made by and between the State of Texas, acting by and through the Texas Department of Public Safety (TX DPS), Texas Division of Emergency Management, hereinafter called the "STATE," and The City of La Porte hereinafter referred to as the "GRANTEE," serving as a fiscal agent for the La Porte, Morgan's Point, Shoreacres Local Emergency Planning Committee (LEPC). WITNESSETH WHEREAS, the STATE has no programmed resources to implement this requirement of federal law; and WHEREAS, the STATE will receive funds from the United States Department of Transportation (DOT) to accomplish the tasks detailed in this Agreement. AGREEMENT NOW, THEREFORE, the STATE and the GRANTEE in consideration of the mutual covenants and agreements contained herein, do mutually agree as follows: The GRANTEE agrees to perform hazardous materials emergency preparedness planning activities in connection with the project as stated in the Articles to follow and outlined hereafter, and for having rendered such services, the STATE agrees to pay to the GRANTEE compensation for these services as set out in this Agreement. All services performed under this Agreement shall be performed under the supervision of the Chief, Texas Division of Emergency Management (TDEM), represented by the HazMat Preparedness Officer as the STATE project officer. 1. CONTRACT PERIOD This Agreement shall become effective upon the date of final execution by the STATE and shall be completed by August 31, 2011 unless terminated in a manner defined herein. 2. SERVICES TO BE PROVIDED BY THE GRANTEE The GRANTEE shall: A. Complete the following project activities: Page 1 of 8 Contract Number 11- DEM -LEPC -001 1) Conduct public outreach for school age children, teachers and citizens in the area of preparedness for a possible hazardous material incident within the boundaries of the LEPC. 2) Conduct a functional drill to assist in the updating of local Emergency Response Plans. B. Provide the STATE the following deliverables: 1) Progress reports and financial reports as outlined in Section 6. 2) Final project report and final financial report as outlined in Section 6. 3) A copy of all deliverables (i.e. public education /outreach products, materials printed under this Agreement, pictures of items that are too large /bulky to be mailed). 4) A copy of any contract between GRANTEE and any vendor for products or services related to the project as stated in Section 2A above. 3. SERVICES TO BE PROVIDED BY THE STATE • The STATE shall provide planning assistance to the GRANTEE in the form of guidance so the GRANTEE can timely complete the deliverables fisted above. 4. COMPENSATION AND METHOD OF PAYMENT A. The estimated total approved cost of the project which is the subject of this grant is: Twenty six thousand dollars ($26,000.00) B. The maximum amount payable by the STATE under this Agreement is: Nineteen thousand one hundred seventy dollars and fifty cents ($19,170.50) C. The GRANTEE shall provide a match that equals or exceeds: Six thousand eight hundred twenty -nine dollars and fifty cents ($6,829.50) D. The STATE shall make payment to the GRANTEE within thirty (30) days from receipt of the GRANTEE's documentation for reimbursable expenses, provided the request for payment is properly prepared, executed, and documented. E. The STATE and /or GRANTEE paying for the performance of governmental functions or services must make those payments from current revenues available to the STATE and /or GRANTEE. In Accordance With Texas Government Code Section 791.011, Interlocal Cooperation Act. F. The GRANTEE agrees that the aggregate of funds of the Local Emergency Planning Committee, exclusive of Federal Funds and twenty -six point three percent (26.3 %) cost match for this grant, for developing, improving, and implementing emergency plans under Emergency Preparedness and Community Right -to -Know Act (EPCRA) will be maintained at a level that does not fall below the average level of such expenditures for the 2 federal fiscal years prior to this grant project. Page 2 of 8 Contract Number 11- DEM -LEPC -001 G. To receive reimbursement for allowable costs, the GRANTEE must: 1) Submit quarterly financial reports with the following attached: (a) Valid invoices or receipts (b) Canceled checks or other proof of payment for each expense 2) Proof of LEPC match for the quarter (a) Match must be used directly in connection with the approved activities. (b) Match must be non - Federal funds or a match in -kind (soft funds). (c) If match is soft funds then expense out the match and have either the LEPC Chair or Vice Chair sign certifying the soft match. (d) The soft match may include any of the following expenses that are reasonable, allowable and allocable to the project. i. Salaries, fringe benefits, per diem, housing, or travel expenses incurred by any person other than a government employee while attending training classes or involved in program activities. ii. Private contributions such as corporate contributions of facilities or services such as free classroom space. iii. Voluntary contributions such as firefighter support, emergency personnel support, and the time of any Local Emergency Planning Committee (LEPC) member. iv. Equipment or facilities used for exercises, whether public or private. v. Facility space necessary to conduct activities for the grant program. vi. University students volunteering time to aid in collection of data H. Final payment may be withheld until all deliverables, paid for under this Agreement, have been received by TDEM. I. The GRANTEE shall furnish all equipment, materials and supplies required to perform the project, which is the subject of this grant. 5. INITIATION OF PROJECT WORK The GRANTEE shall not begin the work outlined herein until final execution of this Agreement by the STATE. Page 3 of 8 Contract Number 11- DEM -LEPC -001 6. INSPECTION OF WORK AND PROGRESS REPORTING A. The GRANTEE shall, from time to time during progress of the work defined herein, confer with the STATE. The STATE's project officer has the right to inspect work being performed pursuant to this Agreement in a manner that will not unduly delay the work. The GRANTEE shall prepare and present such information and data as may be pertinent and necessary or as may be requested by the STATE in order to evaluate the progress of the work to be performed by the GRANTEE. B. The GRANTEE's project officer shall render required reports to the STATE's project officer, including: 1) Progress reports according to the schedule in B (6) and in the format outlined in Attachment 3. 2) Financial reports according to the schedule in B (6) and in the format outlined in Attachment 4 with all required supporting documentation. 3) A final project report, which shall summarize the work performed on the project and accomplishments. 4) A final financial report and all remaining invoices for reimbursement, supported by appropriate documentation of expenses, including any remaining LEPC match. 5) A copy of all deliverables derived from this Agreement. 6) Progress /Financial /Final Report Schedule: (a) First Report (January — March) Due to the STATE by 30 of April. (b) Second Report (April — June) Due to the STATE by 30 of July. (c) Final Report Due by the 30 of September (See B3 & B4 above.) Progress reports and the final project report may be submitted by mail, facsimile, or e-mail. Financial reports, with original signature, along with all supporting documentation, must be sent by mail or courier. 7. TERMINATION A. This Agreement may be terminated by any of the following conditions: 1) By mutual agreement and consent of both parties. 2) By the STATE upon written notice to the GRANTEE as consequence of the GRANTEE's failure to perform the services herein in a satisfactory manner and within the limits provided, with proper allowances being made for circumstances beyond the control of the GRANTEE as determined in good faith and reasonable business judgment by the STATE. 3) By the STATE for reasons of its own and not subject to the mutual consent of the GRANTEE upon not less than ten (10) days written notice to the GRANTEE. 4) By satisfactory completion of all services and obligations described herein. Page 4 of 8 Contract Number 11- DEM -LEPC -001 B. Should the STATE terminate this Agreement as herein provided, no expenses except those due and payable at the time of termination shall thereafter be paid to the GRANTEE. Payment for the work at the time of termination shall be based upon work completed at that time. C. The termination of this Agreement and payment of any amount in the settlement as prescribed herein shall extinguish all rights, duties, obligations and liabilities of the STATE and the GRANTEE under this Agreement. 8. DISPUTES The GRANTEE shall be responsible for the settlement of all contractual and administrative issues arising out of procurement made by the GRANTEE in support of this grant program. Any disputes concerning the work or obligations defined herein or additional costs, or any non - procurement issues shall be settled at the sole discretion of the STATE. 9. INDEMNIFICATION To the extent authorized by the Constitution and Laws of the State of Texas the GRANTEE shall indemnify and hold harmless the STATE, its officers and employees from all third party claims for injury to, or death of, persons and damage to, or loss of, physical property directly due to activities of itself, its agents, contractors, officers or employees, performed under this Agreement and which result from the negligence or willful misconduct of the GRANTEE or of any person employed by the GRANTEE. The GRANTEE shall also indemnify and hold harmless the STATE, its officers and employees from any and all expenses, including attorney fees, which might be incurred by the STATE, its officers and employees as a result of such activities by the GRANTEE, its agents, contractors, officers and employees. • 10. COMPLIANCE WITH LAWS The GRANTEE shall comply with all federal, state and local laws, statutes, ordinances, rules, regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Agreement. 11. ASSURANCES The GRANTEE assures that no person shall, on the grounds of race, creed, color, handicap, national origin, gender, political affiliation or beliefs, be excluded from, be denied benefit of, or be subject to discrimination under any program or activity funded in whole or in part under this Agreement. Incorporated by reference the same as if specifically written herein are rules, regulations, and all other requirements imposed by law, including but not limited to compliance with those pertinent rules and regulations of the State of Texas and those of United States agencies providing funds to the State of Texas. To the extent it applies, GRANTEE shall comply with Texas Government Code, Chapter 783, 1 TAC 5.141 et seq., and the Uniform Grant Management Standards, State Uniform Administrative Requirements for Grants and Cooperative Agreements, Section III, Subpart B, §_ 14 (Attached as "Attachment 2 "). Page 5 of 8 Contract Number 11- DEM -LEPC -001 12. AUDIT REQUIREMENTS The GRANTEE hereby agrees to comply with the requirements specified in the Single Audit Act, 31 U.S.C. §§ 7500 et seq. (Supp.1999) (Public Law 104 -156), as applicable. 13. WRITTEN MODIFICATION No modification or amendment to this Agreement shall become valid unless in writing and signed by both parties. 14. EQUAL EMPLOYMENT OPPORTUNITY The GRANTEE agrees to comply with all provisions of Executive Order No. 11246 (September 24, 1965), the rules, regulations, and relevant Orders of the Secretary of Labor, Appendix A — E and Attachments 1 and 2. 15. FALSE OR FRADULENT STATEMENT OF CLAIMS The Program Fraud Civil Remedies found in 49 C.F.R. Part 31 apply to this program. The GRANTEE acknowledges that if it makes a false, fictitious, or fraudulent claim, statement, submission, or certification to U.S. Department of Transportation (DOT) in connection with this program, DOT has the right to pursue and impose on the GRANTEE civil and criminal penalties. 16. PROVISIONS AND AMENDMENTS The GRANTEE agrees that it and its contractors, sub - contractors, employees, and representatives will comply with all applicable provisions of 49 CFR 18, 49 CFR 110, and any amendment to this Agreement. 17. OTHER The GRANTEE certifies it is in compliance with Sections 301 and 303 of Emergency Preparedness and Community Right -to -Know Act (EPCRA): A. Have a current chemical emergency response plan. 1) Plan is reviewed and updated (if needed) at least annually and 2) Plan includes the following: a. Identify affected facilities and transportation routes, b. Describe emergency notification and response procedures, c. Designate community and facility emergency coordinators, d. Describe methods to determine the occurrence and extent of a release e. identify available response equipment and personnel f. Outline evacuation plans, g. Describe training and practice programs and schedules, h. Contain methods and schedules for exercising the plan Page 6 of 8 Contract Number 11- DEM -LEPC -001 B. Have an active LEPC whose membership includes (at a minimum): 1) Elected state and local officials • 2) Police, fire, civil defense, and public health professionals 3) Environment, transportation, and hospital officials 4) Facility representatives 5) Representatives from community groups and the media 18. PROJECT OFFICERS The project officers for this Agreement are: A. For the STATE: Name: Donald A. Loucks HazMat Preparedness Officer Technological Hazards Unit Texas Division of Emergency Management Texas Department of Public Safety Address: PO Box 4087 Austin, Texas 78773 -0220 Telephone: (512) 424 -5985 Fax: (512) 424 -7363 E -mail: donald.Ioucks ©txdps.state.tx.us B. For the GRANTEE: Name: Kristin Gauthier EMC EM Specialist Address: 604 W. Fairmont La Porte, TX 77571 Telephone: 281 -470 -0010 Fax: 281 - 470 -1590 E -mail: gauthierk ©laportetx.gov Page 7 of 8 Contract Number 11- DEM -LEPC -001 19. SIGNATORY AUTHORITY The undersigned signatory for GRANTEE hereby represents and warrants that he /she is an officer of the organization for which he /she has executed this Agreement, and that he /she has executed this Agreement, and that he /she has full and complete authority to enter into this Agreement on behalf of the GRANTEE. IN TESTIMONY WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate effective the date of the last signature to this Agreement. FOR THE STATE FOR THE GRANTEE Texas Department of Public Safety Texas Division of Emergency Management City of La Porte Name of Agency Name of Jurisdictio 9 BY: BY: 4A size ignature uthorized Signature V-t ra.4 Latin Printed ame Printed Name H-b C ' t e- S S i +-A.rv} Mwar- Title Title Date Date Page 8of8 Contract Number 1 1-DEM LEPC O01 • Page Al of A2 APPENDIX A COMBINED ASSURANCES Grantees should refer to the regulations cited below to determine the certification to which they are required to attest. Signatures on this form provide for compliance with federal certification requirements, including those under 34 CFR Part 82, "New Restrictions for Drug -Free Workplace (Grants)." The certifications shall be treated as material representation of fact upon which reliance will be placed when the Agency determines to award the covered transaction, grant, or cooperative agreement. 1. RESTRICTIONS ON LOBBYING The GRANTEE may not conduct political lobbying, as defined in the statues, regulations and 2 CFR 225 — "Lobbying ", within the Federally- supported project. The GRANTEE may not use Federal funds for lobbying specifically to obtain grants and cooperative agreements. The GRANTEE must comply with 49 CFR 20, U.S. Department of Transportation "New Restrictions on Lobbying" 49 CFR 20 is incorporated by reference into this contract. 49 CFR 20 is available at: www. dot.gov /ost/m60 /grant/regs.htm. 2. GOVERNMENTWIDE DEBARMENT AND SUSPENSION (Non - procurement) The GRANTEE must comply with the provisions of EO 12549, "Debarment and Suspension," which generally prohibits entities that have been debarred, suspended, or voluntarily excluded from participating in Federal non - procurement transactions either through primary or lower -tier covered transactions. The GRANTEE must comply with 2 CFR Part 1200, "Department of Transportation Non - procurement Suspension Debarment. GRANTEES are encouraged to subscribe to and utilize the Monthly Lists of Parties Excluded from Federal Procurement or Non - procurement Programs published by GSA and found at: www.epls.gov. 2 CFR 1200 is incorporated by reference into this contract. 2 CFR 1200 is available at www.cmoaccess by clicking on 2 CFR Part 1200. 3. DRUG - FREE WORKPLACE The GRANTEE must comply with the provisions of Public Law 100 -690, Title V, Subtitle D, "Drug - Free Workplace Act of 1988," which require the Recipient to take steps to provide a drug -free workplace. The Recipient must comply with 49 CFR 32, "Government -wide Requirements for Drug Free Workplace (Financial Assistance)." 49 CFR 32 is incorporated by reference into this contract. 49 CFR 32 is available at: www. dot .qov /ost/m60 /grant/ord4600.htm. Contract Number 11- DEM -LEPC -001 A2 of A2 The grantee may insert in the space provided below the site(s) for the performance of work done in connection with the specific grant: PLACE OF PERFORMANCE (Street Address, City, County, State, Zip Code) 0 ( ) N 23rd Stred [AL Po* T'X 11511 / f1ir& (Street Address) (City, County, State, Zip Code) As the duly authorized representative of the grantee, I hereby certify that the grantee will comply with the above certifications. La Porte, Morgan's Point, Shoreacres LEPC vas+ � 1 f - ss-l (A"-hi Manu..gc r (Nam of EPC Grant - - • pi- t) (Printed Name and Title of Authorized Official) (Signature of Authorized Official) (Date) Contract Number 1 1-DEM-LEPC-001 Page B1 of B2 APPENDIX B ASSURANCE OF COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT OF 1964 DEPARTMENT OF TRANSPORTATION The La Porte. Morgan's Point, Shoreacres LEPC (Grant Recipient) (hereinafter referred to as the "Recipient ") HEREBY AGREES THAT as a condition to receiving any Federal financial assistance from the Department of Transportation through the Texas Division of Emergency Management it will comply with Title VI of the Civil Rights Act of 1964, 78 Stat. 252, 42 U.S.C. 2000d -42 U.S.C. 2000d -4 (hereinafter referred to as the Act) and all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally- assisted Programs of the Department of Transportation- Effectuation of Title VI of the Civil Rights Act of 1964 (hereinafter referred to as the Regulations) and other pertinent directives, to the end that in accordance with the Act, Regulations, and other pertinent directives, no person in the United States shall , on the grounds of race, color, sex or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity for which the Recipient receives Federal financial assistance from the Department of Transportation through the Texas Division of Emergency Management, and HEREBY GIVES ASSURANCE THAT it will promptly take any measures necessary to effectuate this Agreement. This assurance is required by subsection 21.7(a) (1) of the Regulations. More specifically and without limiting the above general assurance, the Recipient hereby gives the following specific assurance with respect to the project: 1. That the Recipient agrees that each "program" and each "facility" as defined in subsections 21.23(e) and 21.23(b) of the Regulations, will be (with regard to a "program ") conducted, or will be (with regard to "facility ") operated in compliance with all requirements imposed by, or pursuant to, the Regulations. 2. That the Recipient shall insert the following notification in all solicitations for bids for work or material subject to the Regulations and, in adapted form in all proposals for negotiated agreements: The Recipient, in accordance with Title VI of the Civil Rights Act of 1964, 78 Stat. 252, 42 U.S.C. 2000d -4 and Title 49 Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally- assisted Programs of the Department of Transportation issued pursuant to such Act, hereby notifies all bidders that it will affirmatively insure that in regard to any contract entered into pursuant to this advertisement, minority business enterprises will be afforded full opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, sex or national origin in consideration for an award. 3. That the Recipient shall insert the clauses of Appendix C of this Agreement in every contract subject to the Act and the Regulations. 4. That this assurance obligates the Recipient for the period during which Federal financial assistance is extended to the project. Contract Number 11- DEM -LEPC -001 Page B2 of B2 • 5. The Recipient shall provide for such methods of administration for the program as are found by the Secretary of Transportation or the official to whom he delegates specific authority to give reasonable guarantee that it, other recipients, subgrantees, contractors, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the Act, the Regulations and this assurance. 6. The Recipient agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the Act, and Regulations, and this assurance. THIS ASSURANCE is given in consideration of and for the purpose of obtaining any and all Federal grants, loans, contracts, property, discounts or other Federal financial assistance extended after the date hereof to the Recipient by the Department of Transportation and is binding on it, other recipients, subgrantees, contractors, subcontractors, transferees, successors in interest and other participants in the Department of Transportation Program. The person or persons whose signatures appear below are authorized to sign this assurance on behalf of the Recipients. La Porte, Morgan's Point, Shoreacres LEPC Tva,U Learik , MgylajeN (N. e o LEPC Gran cipi nt) (Printed Name and Title of Authorized Official) 31 ti (Signature of Authorized Official) (Date) Contract Number 1 1-DEM-LEPC-001 Page C1 of C2 APPENDIX C ASSURANCE OF COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT OF 1964 DEPARTMENT OF TRANSPORTATION During the performance of this contract, the contractor, for itself, its assignees and successors in interest (hereinafter referred to as the "contractor") agrees as follows: 1. Compliance with Regulations: The contractor shall comply with the Regulations relative to nondiscrimination in Federally assisted programs of the Department of Transportation (hereinafter, "DOT') Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this contract. 2. Nondiscrimination: The contractor, with regard to the work performed by it during the contract, shall not discriminate on the grounds of race, color, sex, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitation for Subcontractors, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the contractor of the contractor's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, sex, or national origin. 4. Information and Reports: The contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the State of Texas or the Pipeline and Hazardous Materials Safety Administration (PHMSA) to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish this information the contractor shall so certify to the La Porte, Morgan's Point, Shoreacres LEPC, TX DPS, Texas Division of Emergency Management or the Pipeline and Hazardous Materials Safety Administration as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance: In the event of the contractor's noncompliance with nondiscrimination provisions of this contract, the La Porte, Morgan's Point, Shoreacres LEPC shall impose contract sanctions as it, TX DPS, Texas Division of Emergency Management or the Pipeline and Hazardous Materials Safety Administration may determine to be appropriate, including, but not limited to: (a) Withholding of payments to the contractor under the contract until the contractor complies; and /or (b) Cancellation, termination, or suspension of the contract, in whole or in part. Contract Number 11 -DEM -LEPC -001 Page C2 of C2 6. Incorporation of Provisions: The contractor shall include the provisions of paragraphs (1) through (6) in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. The contractor shall take such action with respect to any subcontract or procurements as the State of Texas or the Pipeline and Hazardous Materials Safety Administration may direct as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontract or supplier as a result of such direction, the contractor may request the State of Texas to enter into such litigation to protect the interests of the La Porte, Morgan's Point, Shoreacres LEPC and, in addition the contractor may request the United States to enter into such litigation to protect the interest of the United States. La Porte, Morgan's Point, Shoreacres LEPC Tra.&i 1,e,aa4 ! /4<S1 G (MAriole)/ (N me o LEPC n ipi ) (Printed Name and Title of Authorized Official) ti (Signature of Authorized Official) (Date) Contract Number 1 1-DEM-LEPC-001 Page D1 of D2 APPENDIX D ASSURANCE OF COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT OF 1964 DEPARTMENT OF TRANSPORTATION The following clauses shall be included in all deeds, licenses, leases, permits, or similar instruments entered into by the La Porte, Morgan's Point, and Shoreacres LEPC. The [grantee, licensee, lessee, permittee, etc., as appropriate] for herself /himself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add "as a covenant running with the land "] that in the event facilities are constructed, maintained, or otherwise operated on the said property described in this [deed, license, lease, permit, etc.] for a purpose for which a Department of Transportation program or activity is extended or for another purpose involving the provision of similar services or benefits, the [grantee, licensee, lessee, permittee, etc.] shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination of Federally- Assisted Programs of the Department of Transportation - Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. [Include in licenses, leases, permits, etc.]* That in the event of breach of the above non discrimination covenants, La Porte, Morgan's Point, Shoreacres LEPC shall have the right to terminate the [license, lease, permit, etc.] and to re -enter and repossess said land and the facilities thereon, and hold the same as if said [licenses, lease, permit, etc.] had never been made or issued. [Include in deeds]* That in the event of breach of any of the above nondiscrimination covenants, La Porte, Morgan's Point, Shoreacres LEPC shall have the right to re -enter said lands and facilities thereon, and the above described lands and facilities shall thereupon revert to and vest in and become the absolute property of La Porte, Morgan's Point, Shoreacres LEPC and its assigns. The following shall be included in all deeds, licenses, leases, permits, or similar agreements entered into by La Porte, Morgan's Point, and Shoreacres LEPC. The [grantee, licensee, lessee, permittee, etc., as appropriate] for herself /himself, his /her personal representatives successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in case of deeds, and leases add "as a covenant running with the land "] that (1) no person on the grounds of race, color, sex, or national origin shall be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in Contract Number 11 -DEM -LEPC -001 Page D2 of D2 the construction of any improvements on, over or under such land and the furnishing services thereon, no person on the grounds of race color, sex, or national origin shall be excluded from the participation in, be denied the benefits of, or be otherwise subjected to discrimination, and (3) that the [grantee, licensee, lessee, permittee, etc.] shall use the premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally- Assisted Programs of the Department of Transportation - Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. [Include in licenses, leases, permits, etc.]* That in the event of breach of any of the above nondiscrimination covenants, La Porte, Morgan's Point, Shoreacres LEPC shall have the right to terminate the [license, lease, permit, etc.] and to re- enter and repossess aid land and the facilities thereon, and hold the same as if said [license, lease, permit, etc.] had never been made or issued. [Include in deeds]* That in the event of breach of any of the above nondiscrimination covenants, La Porte, Morgan's Point, Shoreacres LEPC have the right to re -enter said land and facilities thereon, and the above described lands and facilities shall thereupon revert to and vest in and become the absolute property of State of Texas and its assigns. *Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to effectuate the purpose of Title VI of the Civil Rights Act of 1964. La Porte, Morgan's Point, Shoreacres LEPC T rcw kettAr► Asst : Uhl M aYlOr (0.. of LEPC nt Re i t ent) (Printed Name and Title of Authorized Official) (Signature of Authorized Official) (Date) Contract Number 11 -DEM -LEPC -001 Page El of E3 APPENDIX E ASSURANCES - NON - CONSTRUCTION PROGRAMS NOTE: Certain of these assurances may not be applicable to your project or program. If you have questions, please contact the awarding agency *. (*Please contact State Project Officer listed within this Agreement.) As the duly authorized representative of the GRANTEE, I certify that the GRANTEE: 1. Has the legal authority to apply for Federal assistance and the institutional, managerial and financial capability (including funds sufficient to pay the non - Federal share of project cost) to ensure proper planning, management and completion of the project described in this application. 2. Will give the awarding agency, the Comptroller General of the United States and, if appropriate, the State, through any authorized representative, access to and the right to examine all records, books, papers, or documents related to the award; and will establish a proper accounting system in accordance with generally accepted accounting standards or agency directives. 3. Will establish safeguards to prohibit employees from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest, or personal gain. 4. Will initiate and complete the work within the applicable time frame after receipt of approval of the awarding agency. 5. Will comply with the Intergovernmental Personnel Act of 1970 (42 U.S.C. § §4728 -4763) relating to prescribed standards for merit systems for programs funded under one of the 19 statutes or regulations specified in Appendix A of OPM's Standards for a Merit System of Personnel Administration (5 C.F.R. 900, Subpart F). 6. Will comply with all Federal statutes relating to nondiscrimination. These include but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (P.L. 88 -352) which prohibits discrimination on the basis of race, color or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C.§ §1681 -1683, and 1685 - 1686), which prohibits discrimination on the basis of sex; (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. §794), which prohibits discrimination on the basis of handicaps; (d) the Age Discrimination Act of 1975, as amended (42 U.S.C. § §6101 - 6107), which prohibits discrimination on the basis of age; (e) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92 -255), as amended, relating to nondiscrimination on the basis of drug abuse; (f) the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91 -616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; (g) § §523 and 527 of the Public Health Service Act of 1912 (42 U.S.C. § §290 dd -3 and 290 ee- 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (h) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. § §3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; (i) any other nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being made; and, (j) the requirements of any other nondiscrimination statute(s) which may apply to the application. Contract Number 11- DEM -LEPC -001 Page E2 of E3 7. Will comply, or has already complied, with the requirements of Titles 11 and 111 of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91 -646) which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of Federal or federally- assisted programs. These requirements apply to all interests in real property acquired for project purposes regardless of Federal participation in purchases. 8. Will comply, as applicable, with provisions of the Hatch Act (5 U.S.C. § §1501 -1508 and 7324- 7328) which limit the political activities of employees whose principal employment activities are funded in whole or in part with Federal funds. 9. Will comply, as applicable, with the provisions of the Davis -Bacon Act (40 U.S.C. § §276a to 276a -7), the Copeland Act (40 U.S.C. §276c and 18 U.S.C. §874), and the Contract Work Hours and Safety Standards Act (40 U.S.C. § §327 -333), regarding labor standards for federally- assisted construction sub - agreements. 10. Will comply, if applicable, with flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973 (P.L. 93 -234) which requires recipients in a special flood hazard area to participate in the program and to purchase flood insurance if the total cost of insurable construction and acquisition is $10,000 or more. 11. Will comply with environmental standards which may be prescribed pursuant to the following: (a) institution of environmental quality control measures under the National Environmental Policy Act of 1969 (Pl. 91 -190) and Executive Order (EO) 11514; (b) notification of violating facilities pursuant to EO 11738; (c) protection of wetlands pursuant to EO 11990; (d) evaluation of flood hazards in floodplains in accordance with EO 11988; (e) assurance of project consistency with the approved State management program developed under the Coastal Zone Management Act of 1972 (16 U.S.C. § §1451 et seq.); (f) conformity of Federal actions to State (Clean Air) Implementation Plans under Section 176(c) of the Clean Air Act of 1955, as amended (42 U.S.C. § §7401 et seq.); (g) protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, as amended (P.L. 93 -523); and, (h) protection of endangered species under the Endangered Species Act of 1973, as amended (P.L. 93 -205). 12. Will comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C. § §1271 et seq.) related to protecting components or potential components of the national wild and scenic rivers system. 13. Will assist the awarding agency in assuring compliance with Section 106 of the National Historic Preservation Act of 1966, as amended (16 U.S.C. §470), EO 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974 (16 U.S.C. § §469a -1 et seq.). 14. Will comply with P.L. 93 -348 regarding the protection of human subjects involved in research, development, and related activities supported by this award of assistance. 15. Will comply with the Laboratory Animal Welfare Act of 1966 (P. L. 89 -544, as amended, 7 U.S.C. § §2131 et seq.) pertaining to the care, handling, and treatment of warm blooded animals held for research, teaching, or other activities supported by this award of assistance. Contract Number 1 1 -DEM-LEPC-00 1 Page E3 of E3 16. Will comply with the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. § §4801 et seq.) which prohibits the use of lead -based paint in construction or rehabilitation of residence structures. 17. Will cause to be performed the required financial and compliance audits in accordance with the Single Audit Act Amendments of 1996 and OMB Circular No. A -133, "Audits of States, Local Governments, and Non - Profit Organizations." 18. Will comply with all applicable requirements of all other Federal laws, executive orders, regulations, and policies governing this program. La Porte, Morgan's Point, Shoreacres LEPC `yacl , Sk. 0 Raw 1w (Name • PC Grant R.,c lent (Printed Name and Title of Authorized Official) I . i of thorized Official) .(Date) • Contract Number 11- DEM -LEPC -001 Page 1.1 of 1.7 ATTACHMENT 1 GENERAL TERMS AND CONDITIONS The "GRANTEE" agrees to comply with the conditions applicable to this Agreement as set forth in this document. 1 ACCOMPLISHMENT OF THE AGREEMENT. 1.1 General Requirements. The GRANTEE must commence, carry out, and complete the Agreement with all practicable dispatch, in a sound, economical, and efficient manner, and in accordance with the terms of this document and all applicable laws, regulations, project or program schedules, and applicable U.S. Department of Transportation (DOT) or Receiving Agency published policies. The terms of 49 CFR Part 18, "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments," apply to this Agreement. 1.2 Compliance with Federal, State, and Local Law. In performing its obligations under this Agreement, the GRANTEE agrees to comply with all applicable provisions of Federal, State, and local laws, regulations, and DOT directives. The GRANTEE understands and agrees that Federal laws, regulations, policies, and related administrative practices in force and made applicable to this Agreement on the date of execution may be modified, and that the most recent of such provisions will govern administration of this Agreement, except if there is sufficient evidence in the Agreement of a contrary intent. Likewise, new Federal laws, regulations, policies and administrative practices that are established after the date of execution may be applied to this Agreement. All limits or standards set forth in this Grant are minimum requirements. If there is a conflict between Federal and State or local requirements, the GRANTEE must inform STATE in order that an appropriate resolution may be arranged. 1.3 Cost Principles. A GRANTEE must use program funds only for expenditures incurred for approved activities in accordance with the Agreement Instructions, and the cost principles of OMB Circular A -87, Revised, which are incorporated by reference in 49 CFR Part 18. 2 DELIVERABLES. 2.1 Published Materials. If the Performing Party publishes materials that have been prepared with grant funds, the GRANTEE must provide STATE and DOT reprints of the publication at no cost to STATE and DOT. The GRANTEE must acknowledge any publication based on work supported by this Agreement essentially as follows: "Publication of material was supported by the U.S. Department of Transportation, Pipeline and Hazardous Materials Safety Administration, Grant No. HMETX7014150." 3 COPYRIGHTABLE WORK. If the Agreement results in a book or other copyrightable work, the GRANTEE or author may copyright the work, provided that the GRANTEE or author provides STATE and DOT a royalty -free, nonexclusive and irrevocable license to reproduce, publish, or otherwise use the work, and to authorized others to do so, as set forth in Section 8 below. Contract Number 11- DEM -LEPC -001 Page 1.2 of 1.7 4 CHANGED CONDITIONS OF PERFORMANCE (Including Litigation). The GRANTEE must immediately notify the STATE and DOT of any change in local law, conditions, or any other event, including any litigation challenging the validity of or seeking interpretation of any Federal law or regulation applicable to the Federal Hazardous Materials Transportation program, which may significantly affect the GRANTEE's ability to perform the program in accordance with the terms of this Agreement. In addition, the GRANTEE must immediately notify the STATE of any decision pertaining to the GRANTEE's conduct of litigation that may affect STATE interests in the program or STATE administration or enforcement of applicable Federal laws or regulations. Before the GRANTEE joins (as a third party) in litigation that affects STATE or DOT interests in the program, or STATE or DOT Administration or enforcement of applicable Federal laws or regulations, the GRANTEE must first inform STATE and DOT. 5 ACCOUNTING RECORDS. 5.1 Funds Received or Made Available for the Agreement 5.1.1 Allowable Costs. STATE will reimburse as allowable costs expenditures made by the GRANTEE to the extent that they meet all of the following requirements. Expenditures must: 5.1.1.1 Be made in conformance with the program budget and all other provisions of this Agreement; 5.1.1.2 Be necessary to accomplish the program objectives; 5.1.1.3 Be reasonable in amount for the goods or services purchased; 5.1.1.4 Be actual net costs to GRANTEE (i.e., price paid minus any refunds, rebates,, or other value received by the GRANTEE that have the effect of reducing the cost actually incurred, excluding program income as defined in OMB CircularA -87, Revised); 5.1.1.5 Be incurred (and be for work performed) after the date of this Agreement, unless specific authorization from STATE to the contrary is received; 5.1.1.6 Be in conformance with the standards for allowability of costs set forth in OMB Circular A -87, Revised; 5.1.1.7 Be satisfactorily documented; and 5.1.1.8 Be treated uniformly and consistently under accounting principles and procedures approved or prescribed by the STATE 5.2 Audit and Inspection. 5.2.1 The GRANTEE must permit the STATE, State Auditor's Officer, Secretary and the Comptroller General of the United States, PHMSA or any of their duly authorized representatives to inspect all work, materials, payrolls, and other data and records that pertain to the program, and to audit the books, records, and accounts of the GRANTEE that pertain to the Agreement. Contract Number 11- DEM -LEPC -001 Page 1.3 of 1.7 5.2.2 The GRANTEE is responsible for meeting the audit requirements of OMB Circular A -133, or any revision or supplement to the circular. 5.2.3 Closeout of the Agreement will not alter the GRANTEE'S audit responsibilities. 6 EQUAL EMPLOYMENT OPPORTUNITY 6.1 In carrying out the approved program, the GRANTEE will not discriminate against any employee, applicant for employment, fellow or scholarship recipient because of race, color, age, creed, sex, sexual orientation, or national origin. 6.2 The GRANTEE will take steps to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, age, creed, sex, or national origin. There shall be no discrimination in actions such as employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. 6.3 The GRANTEE agrees to post in conspicuous places, available to employees, applications for employment, names of students, fellows and recipients of scholarships, fellowships and assistantships, and notices setting forth the provisions of this Equal Opportunity clause. 6.4 The GRANTEE must send to each labor union or representative of workers with which it has a collective bargaining or other agreement or understanding, a notice, advising the labor union or workers' representative of the GRANTEE's commitments under this Equal Opportunity clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 6.5 The GRANTEE must comply with all provisions of Executive Order No. 11246 (September 24, 1965), and of the rules, regulations, and relevant orders of the Secretary of Labor. 6.6 The GRANTEE must furnish all information and reports required by Executive Order No. 11246 (September 24, 1965), or by the rules, regulations, and orders of the Secretary of Labor. The GRANTEE must also permit STATE, DOT, and the Secretary of Labor access to the GRANTEE's books, records and accounts for STATE, DOT, and the Labor Secretary to determine the GRANTEE's compliance with the Executive Orders, rules and regulations. 6.7 If the GRANTEE does not comply with the Equal Opportunity provision of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended, in whole or in part, and the GRANTEE may be declared ineligible for further Federal Grants, Cooperative Agreements, or Agreements. 6.8 The GRANTEE must include the provisions of TITLE VI of the Civil Rights Act of 1964 in every sub - agreement or purchase order, unless exempted by the Secretary of Labor, so that such provisions will be binding upon each sub - grantee or sub - contractor. The GRANTEE must take such action with respect to any sub - agreement or purchase order as DOT or the STATE may direct as a means of enforcing such provisions, including sanctions for noncompliance. However, if the GRANTEE becomes involved in, or is threatened with, litigation with a sub - grantee or sub - contractor as a result of such direction by DOT, the Grantee may request DOT to enter into such litigation to protect the interests of DOT. Contract Number 1 1-DEM-LEPC-001 Page 1.4 of 1.7 6.9 Compliance with Title VI of the Civil Rights Act of 1964. The GRANTEE must comply with Title VI of the Civil Right Act of 1964 (42 U.S.C. § 2000d), with DOT regulations entitled, "Nondiscrimination in Federally- Assisted Programs of the Department of Transportation — Effectuation of Title VI of the Civil Rights Act of 1964," 49 C.F.R. Part 21, and any other applicable regulations. 7 PATENT RIGHTS. 7.1 The patent rights clause of Attachment A of OMB Circular No. A -124, (implementing the Patent and Trademark Amendments of 1980, 35 D.S.C. § 200 et. seq.) and any subsequent amendments will apply, when the purpose is to perform experimental, development, or research work. 7.2 The GRANTEE must notify the STATE promptly if any patentable invention(s) (Le., processes, compositions of matter, or items thought to be new) is produced in the course of work done under this Agreement. Except as stated in 37 CFR 401.3(a), the GRANTEE's given the right to retain title to any patents issued for work performed under this Agreement. 8 COPYRIGHTS. 8.1 Except as otherwise provided in the terms and conditions of this Agreement, the author or the GRANTEE may copyright any books, publications, or other copyrightable materials developed in the course of or under this Agreement. However, the STATE and DOT reserves a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use the work for State or Federal Government purposes. 9 The GRANTEE must not incorporate material copyrighted by others into any work product delivered under this Agreement unless it has acquired for the STATE and DOT a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use the work for Government purposes. 9.1 The GRANTEE may arrange for publication of initial reports of original research, supported in whole or in part by Agreement funds, in primary scientific journals and copyright by the journal unless the journal's copyright policy would preclude individuals from making or having made by any means available to them, without regard to the copyright of the journal and without royalty, a single copy of any such article for their own use. 10 RIGHTS IN DATA. 10.1 The term "subject data" as used in this Agreement means recorded information, whether or not copyrighted, that is delivered or specified to be delivered under this Agreement. The term includes graphic or pictorial delineations in media such as drawings or photographs; audio- visual recordings such as films and videotapes; text in specifications or related performance or design -type documents; machine forms such as punched cards, magnetic tape, or computer memory printouts; and information retained in computer memory. 10.1.1 Examples of "subject data" include, but are not limited to: engineering drawings and associated lists; specifications; standards; process sheets; manuals; technical reports; catalog item identifications; and related information. 10.1.2 The term does not include financial reports, costs analyses, and similar information incidental to program administration. Contract Number 11- DEM -LEPC -001 Page 1.5 of 1.7 10.2 With respect to all subject data first produced in the performance of this Agreement, STATE and DOT reserves a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for State and Federal Government purposes: 10.2.1 Any work developed under this Agreement, irrespective of whether or not a copyright has been obtained; and 10.2.2 Any rights of copyright to which the GRANTEE purchases ownership with DOT assistance. 10.3 When DOT provides assistance to the STATE for a program involving emergency planning and training, it is DOT's intent to increase the body of transportation knowledge, rather than to limit the benefit of the program to the parties to the Agreement. Therefore, the STATE and GRANTEE that have received assistance to support research, financed under the Federal Hazardous Material Transportation Law (49 U. S. C. Section 5101 et. seq.), understand and agree that, in addition to the rights set forth in Subsection 10.2 of this Agreement, DOT may make available to any DOT Grantee, sub - grantee, sub- recipient, third -party Contractor, or third -party subcontractor, either DOT's license in the copyright to the "subject data" derived under this Agreement or a copy of the "subject data" first produced under this Agreement. 10.4 Nothing contained in this clause implies a license to DOT under any patent or can be construed as affecting the scope of any license or other right otherwise granted to DOT under any patent. 10.5 Subsections 10.2 through 10.3 of this document are not applicable to material furnished to the GRANTEE, via the STATE, by DOT and incorporated in the work furnished under the Agreement, provided that the GRANTEE identifies the incorporated material when the work is delivered. 10.6 If the program, which is the subject of this Agreement, is not completed, for any reason whatsoever, all data developed under that program becomes subject data as defined in Subsection 10.1 of this Agreement and must be delivered as STATE or DOT may direct. 10.7 The requirements of Subsections 10.1 through 10.6 of this document must be included in all sub - contracts, third party contracts of the GRANTEE under this program. 10.8 Collection of Data. The Performing Agency is prohibited from representing to their respondents that information is being collected for, or in association with; the Federal Government unless the HMEP Program Manager for the State and the Authorizing Official from the U.S. DOT have given prior approval and OMB clearance procedures contained in 5 CFR 1320 have been followed where required. 10.9 Rights in Technical Data to intangible property under this Agreement are governed in accordance with 49 CFR 18.34, "Copyrights." 11 PRIVACY. Should the STATE, or the GRANTEE, or their employees administer any system of records on behalf of DOT, the Privacy Act of 1974, 5 U.S.C. § 552a (the Act), imposes information requirements on the party administering the system of records. Contract Number 11- DEM -LEPC -001 Page 1.6 of 1.7 11.1 When the Agreement involves the operation of a system of records on individuals to accomplish a DOT function, the STATE and the GRANTEE, and their employees involved in the function are considered, for purposes of the Privacy Act, to be DOT employees with respect to the DOT function. The requirements of the Act, including the civil and criminal penalties for violations of the Act, apply to those individuals involved. Failure to comply with the Privacy Act or this Section 11 subjects this Agreement to termination. 11.2 Definitions. As used in Section 11: 11.2.1 "Operation of a system of records" means performance of any of the activities associated with maintaining the system of records on behalf of DOT including the collection, use and dissemination of records. 11.3 "Records" means any item, collection, or grouping of information about an individual that is maintained by the GRANTEE or STATE on behalf of DOT including, but not limited to, his or her education, financial transactions, medical history, and criminal or employment history and that contains his or her name, or the identifying number, symbol, or other identifying particular assigned to the individual, such as a finger or voice print or a photograph. 11.3.1 "System of records" on individuals means a group of any records under the control of the STATE or the GRANTEE on behalf of DOT from which information is retrieved by the name of the individual or by some identifying number, symbol or other identifying particular assigned to the individual. 11.4 The GRANTEE agrees: 11.4.1 To comply with the provisions of the Privacy Act of 1974, 5 U.S.C. § 552a and, implementing regulations when performance under the program involves the design, development, or operation of any system of records on individuals to be operated by the GRANTEE, its subcontractors, or their employees to accomplish a DOT function; 11.4.2 To notify DOT when the GRANTEE -, its subcontractors, or their employees anticipate operating a system of records on behalf of DOT in order to implement the program, if such system contains information about an individual's name or other identifier assigned to the individual. The GRANTEE may not use a system of records subject to the Act in performing this Agreement until the necessary and applicable approval and publication requirements have been met. The GRANTEE its subcontractors, and their employees agree to correct, maintain, disseminate, and use such records in accordance with the terms of the Act, and to comply with all applicable terms of the Act; 11.4.3 To include in every solicitation and in every third -party Agreement, when the performance of work under that proposed third -party Agreement may involve the design, development, or operation of a system of records on individuals to be operated under that third -party Agreement or to accomplish a DOT function, a Privacy Act notification informing the third -party subcontractors that it will be required to design, develop, or operate a system of records on individuals to accomplish a DOT function subject to the Privacy Act of 1974, 5 U.S.C. § 552a, and applicable DOT regulations, and that a violation of the Act may involve the imposition of criminal penalties; and Contract Number 11- DEM -LEPC -001 Page 1.7 of 1.7 11.4.4 To include the text of Subsections 11.4.1 through 11.4.3 in all third -party contracts, which work for this Agreement is performed or which is awarded pursuant to this Agreement or which may involve the design, development, or operation of such a system of records on behalf of DOT. 12 RECORDS. 12.1 The GRANTEE must maintain records for this Agreement to comply with 49 CFR § 18.42. Sections 18.42 provides that the GRANTEE must for 3 years retain financial records, supporting documents, statistical records, records for non - expendable property, and all other records pertinent to this Agreement. 12.2 Records associated with any litigation, claim or audit started before the expiration of the 3 -year period, must be retained until all litigation, claims or audit findings involving the records have been resolved. 13 Travel. Any travel necessary to carry out the objectives of this Agreement must use the most economical form of transportation available. All travel is to be scheduled sufficiently in advance, to the extent practicable, to take advantage of offered discount rates. Travel and Per Diem authorized under this Agreement must be incurred in accordance with the Government Travel Regulations currently in effect. Current per diem rates are listed at: http: / /www.gsa.gov /perdiem. 14 Title to Equipment. Title to equipment purchased or fabricated under this grant vests in the Recipient or subrecipients, respectively, except DOT reserves the right to require the Recipient or subrecipient to transfer title to item of equipment to the Federal Government or a third party named by DOT, when such a third party is otherwise eligible under existing statutes. Such transfers are subject to the standards contained in 49 CFR 18.32. 15 Site Visits. PHMSA, through its authorized representatives, may make site visits, at reasonable times; to review project accomplishments, management control systems and provide guidance as may be requested or required. If a site visit is made on the premises of the Recipient, subrecipient, subcontractor or third party under this Grant, the Recipient must provide and require all subrecipients, subcontractors or other third parties to provide reasonable facilities and assistance to PHMSA representatives in the performance of their duties. All site visits and evaluations will be performed in a manner to not unduly delay work activity under the Grant. Contract Number 11- DEM -LEPC -001 Page 2.1 of 2.4 ATTACHMENT 2 § . 14 State of Texas Assurances (a) Scope. In addition to federal requirements, state law requires a number of assurances from applicants for federal pass - through or other state - appropriated funds. An attempt has been made below to list major state and federal assurances. Generally, not all of these assurances will be required for any one grant. However, it is the applicant's responsibility to ensure that all assurances required by the awarding agency are submitted. The legal instrument for awarding state funds must be consistent with the standards prescribed herein; however, these standard conditions or assurances may be incorporated into contracts or grant agreements by reference rather than by being reproduced in their entirety. (1) RELATIVES. A subgrantee must comply with Texas Government Code, Chapter 573, by ensuring that no officer, employee, or member of the applicant's governing body or of the applicant's contractor shall vote or confirm the employment of any person related within the second degree of affinity or the third degree of consanguinity to any member of the goveming body or to any other officer or employee authorized to employ or supervise such person. This prohibition shall not prohibit the employment of a person, who shall have been continuously employed for a period of two years, or such other period stipulated by local law, prior to the election or appointment of the officer, employee, or governing body member related to such person in the prohibited degree. (2) PUBLIC INFORMATION. A subgrantee must insure that all information collected, assembled, or maintained by the applicant relative to a project will be available to the public during normal business hours in compliance with Texas Government Code, Chapter 552, unless otherwise expressly prohibited by law. (3) OPEN MEETINGS. A subgrantee must comply with Texas Government Code, Chapter 551, which requires all regular, special, or called meetings of governmental bodies to be open to the public, except as otherwise provided by law or specifically permitted in the Texas Constitution. (4) CHILD SUPPORT PAYMENTS. A subgrantee must comply with Section 231.006, Texas Family Code, which prohibits payments to a person who is in arrears on child support payments. (5) HEALTH, HUMAN SERVICES, PUBLIC SAFETY OR LAW ENFORCEMENT AGENCY. If the subgrantee is a health, human services, public safety, or law enforcement agency, it will not contract with or issue a license, certificate, or permit to the owner, operator, or administrator of a facility if the license, permit, or certificate has been revoked by another health and human services agency or public safety or law enforcement agency. (6) LAW ENFORCEMENT AGENCY. If the subgrantee is a law enforcement agency regulated by Texas Occupations Code, Chapter 1701, it must be in compliance with all rules adopted by the Texas Commission on Law Enforcement Officer Standards and Education pursuant to Chapter 1701, Texas Occupations Code or must provide the grantor agency with a certification from the Texas Commission on Law Enforcement Officer Standards and Education that the agency is in the process of achieving compliance with such rules. Contract Number 11- DEM -LEPC -001 Page 2.2 of 2.4 (7) ADMINISTRATION. When incorporated into a grant award or contract, standard assurances contained in the application package become terms or conditions for receipt of grant funds. Administering state agencies and local subrecipients shall maintain an appropriate contract administration system to insure that all terms, conditions, and specifications are met. (See Section 36 for additional guidance on contract provisions). (8) SUSPECTED CHILD ABUSE. A subgrantee must comply with the Texas Family Code, Section 261.101, which requires reporting of all suspected cases of child abuse to local law enforcement authorities and to the Texas Department of Child Protective and Regulatory Services. Subgrantees shall also ensure that all program personnel are properly trained and aware of this requirement. 9) NONDISCRIMINATION. Subgrantees will comply with all federal statutes relating to nondiscrimination. These include but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (P.L. 88 -352), which prohibits discrimination on the basis of race, color, or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C. § §1681 -1683, and 1685 - 1686), which prohibits discrimination on the basis of sex; (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. §794), which prohibits discrimination on the basis of handicaps and the Americans with Disabilities Act of 1990; (d) the Age Discrimination Act of 1974, as amended (42 U.S.C. §§ 6101 - 6107), which prohibits discrimination on the basis of age (e) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92 -255), as amended, relating to nondiscrimination on the basis of drug abuse; (f) the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment, and Rehabilitation Act of 1970 (P.L. 91 -616), as amended, relating to the nondiscrimination on the basis of alcohol abuse or alcoholism; (g) § §523 and 527 of the Public Health Service Act of 1912 (42 U.S.C. § §290dd -3 and 290ee -3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (h) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. § §3601 et seq.), as amended, relating to nondiscrimination in the sale, rental, or financing of housing; (i) any other nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being made; and (j) the requirements of any other nondiscrimination statute(s) which may apply to the application. (10) LABOR STANDARDS. Subgrantees will comply, as applicable, with the provisions of the Davis -Bacon Act (40 U.S.C. § §276a to 276a -7), the Copeland Act (40 U.S.C. §276c and 18 U.S.C. §874), and the Contract Work Hours and Safety Standards Act (40 U.S.C. § §327 -333), regarding labor standards for federally assisted construction subagreements. (11) DISPLACED PERSONS. Subgrantees will comply with requirements of the provisions of the Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (P.L. 91 -646), which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of Federal or federally assisted programs. These requirements apply to all interests in real property acquired for project purposes regardless of Federal participation in purchases. (12) POLITICAL ACTIVITY. Subgrantees will comply with the provisions of the Hatch Political Activity Act (5 U.S.C. § §7321 -29), which limit the political activity of employees whose principal employment activities are funded in whole or in part with Federal funds. (13) LABOR FAIR STANDARDS ACT. Subgrantees will comply with the minimum wage and maximum hour's provisions of the Federal Fair Labor Standards Act and the Intergovernmental Personnel Act of 1970, as applicable. Contract Number 11- DEM -LEPC -001 Page 2.3 of 2.4 (14) EPA VIOLATING FACILITIES. Subgrantees will insure that the facilities under its ownership, lease, or supervision which shall be utilized in the accomplishment of the project are not listed on the Environmental Protections Agency's (EPA) list of Violating Facilities and that it will notify the Federal grantor agency of the receipt of any communication from the Director of the EPA Office of Federal Activities indicating that a facility to be used in the project is under consideration for listing by the EPA (EO 11738). (15) FLOOD INSURANCE. Subgrantees will comply with the flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973, Public Law 93 -234. Section 102(a) requires the purchase of flood insurance in communities where such insurance is available as a condition for the receipt of any Federal financial assistance for construction or acquisition proposed for use in any area that has been identified by the Secretary of the Department of Housing and Urban Development as an area having special flood hazards. (16) ENVIRONMENTAL STANDARDS. Subgrantees will comply with environmental standards which may be prescribed pursuant to the following: (a) institution of environmental quality control measures under the National Environmental Policy Act of 1969 (P.L. 91 -190) and Executive Order (EO) 11514; (b)- notification -of- violating - facilities - pursuant to EO 11738; (c) protection of wetlands pursuant to EO 11990; (d) evaluation of flood hazards in floodplains in accordance with EO 11988; (e) assurance of project consistency with the approved state management program developed under the Coastal Zone Management Act of 1972 (16 U.S.C. § §1451 et seq.); (f) conformity of federal actions to State (Clear Air) Implementation Plans under Section 176(c) of the Clear Air Act of 1955, as amended (42 U.S.C. § §7401 et seg.); (g) protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, as amended (P.L. 93 -523); and (h) protection of endangered species under the Endangered Species Act of 1973, as amended (P.L. 93 -205). (17) WILD AND SCENIC RIVERS. Subgrantees will comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C. § §1271 et seq.) related to protecting components or potential components of the national wild and scenic rivers system. (18) HISTORIC PRESERVATION. Subgrantees will assist the awarding agency in assuring compliance with Section 106 of the National Historic Preservation Act of 1966, as amended (16 U.S.C. §470), EO 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974 (16 U.S.C. § §469a -1 et seq.). (19) ANIMAL TREATMENT. Subgrantees will comply with the Laboratory Animal Welfare Act of 1966 (P.L. 89 -544, as amended, 7 U.S.C. § §2131 et seq.) pertaining to the care, handling, and treatment of warm blooded animals held for research, teaching, or other activities supported by this award of assistance. (20) LEAD - BASED PAINT. Subgrantees will comply with the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. §§4801 et seq.) which prohibits the use of lead -based paint in construction or rehabilitation of residential structures. (21) SMOKING PROHIBITION. Subgrantees will comply with Public Law 103 -277, also known as the Pro - Children Act of 1994 (Act), which prohibits smoking within any portion of any indoor facility used for the provision of services for children as defined by the Act. (22) TAXES. Subgrantees will comply with all federal tax laws and are solely responsible for filing all required state and federal tax forms. Contract Number 11- DEM -LEPC -001 Page 2.4 of 2.4 (23) COMPLIANCE WITH REQUIREMENTS. Subgrantees will comply with all applicable requirements of all other federal and state laws, executive orders, regulations, and policies governing this program. (24) INELIGIBLE APPLICANTS. The applicant certifies that is and its principals are eligible to participate and have not been subjected to suspension, debarment, or similar ineligibility determined by any federal, state, or local governmental entity and it is not listed on a state or federal government's terrorism watch list as described in Executive Order 13224. Entities ineligible for federal procurement are listed at http://www.epls.qov. (25) HIV /AIDS. Subgrantees must adopt and implement applicable provisions of the model HIV /AIDS work place guidelines of the Texas Department of Health as required by the Texas Health and Safety Code, Ann., Sec. 85.001, et seq. La Porte, Morgan's Point, Shoreacres LEPC (Name LE C Grant Re. •'ent (Printed Name and Title of Autholized Offi6ial) Signnure of Authorized Official) (Date) Contract Number 11- DEM -LEPC -001 ATTACHMENT 3 HMEP PLANNING GRANT PROGRESS REPORT LEPC: La Porte, Morgan's Point, Shoreacres 1. For the period of: 2. Project Progress During the Period: 3. Problems impeding Project & Actions Taken to Resolve Those Problems: 4. Planned Project Work for the Next Month: 5. Estimated Project Completion Date: La Porte, Morgan's Point, Shoreacres LEPC (Name of LEPC Grant Recipient) (Printed Name and Title of Project Officer) (Signature of Project Officer) (Date) Instructions for filling out the Progress Report. 1. For the period of: • First Report (January— March) Due to the STATE by 30 of April. • Second Report (April — June) Due to the STATE by 30 of July. 2. Project Progress: Should include a description of the work that has been performed, major purchases, if any, and an estimate of the percent of the project completed to date. For projects that involve multiple tasks, discuss each project independently. Indicate which tasks, if any, are complete. 3. Problems: Describe any problems that have or may interfere with completing this project, on time, and what if anything has been or can be done to resolve these problems. 4. Planned Work: Include a description of planned work to be performed, major purchases planned, if any for the upcoming reporting period. For projects that involve multiple tasks, discuss each. 5. The date entered must be August 31 or earlier. Contract Number 1 1-DEM-LEPC-001 ATTACHMENT 4 HMEP PLANNING GRANT FINANCIAL REPORT LEPC: La Porte, Morgan's Point, Shoreacres LEPC Fiscal agent: City of La Porte For the period of: 1. Project Cost (from Grant Agreement, Section 4A) $ 2. State Share (from Grant Agreement, Section 4B) $ a. State reimbursement (Previously submitted) total $ b. State Share Request this report $ c. State Share balance (Line 2 - [2a + 2b]) $ 3. Local Match Share (from Grant Agreement, Section 4C) $ a. Local Match Share (Previously submitted) total $ b. Local Match Share this report $ c. Local Match balance (Line 3 — [3a + 3b]) $ 4. Invoices /receipts or other expenses attached for reimbursement this report. Expense /Company Date of Invoice/ Amount of Invoice/ What was purchased Invoice /receipt from: receipt receipt City of La Porte (Name Fiscal Agent) (Printed Name and Title of Fiscal Agent Representative) (Signature of Fiscal Agent Representative) (Date) • Local match may be a cash match or a soft match. (See Agreement 4G (2) for information on soft match.) • Proof of payment for expenses (in the form of canceled checks, bills marked "paid in full' or other proof) must be attached to this report. • If the LEPC Match is not equal to 20% or more of the total funds expended to date, then the state share will be adjusted or remittance may be withheld until LEPC Match equals 20 %. Contract Number 1 1-DEM-LEPC-001 E REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested: March 14, 2011 Appropriation Requested By: Don Pennell Source of Funds: Operating Budget Department: Public Works Account Number: 001- 7072 -532 -6009 Report: Resolution: Ordinance: Amount Budgeted: $358,125 Exhibits: Proposal Evaluation Summary Amount Requested: $140,000 per year Exhibits: Type IV Contract Exhibits: Budgeted Item: YES The City of La Porte has a five (5) year contract with Waste Corporation for the disposal of Type IV solid waste (heavy trash). The contract began April 1, 2001 with a five (5) year renewable option that was agreed to in March 2006 by all parties. The contract expires on March 31, 2011. Requests for proposals were advertised in the Houston Chronicle and sent to two (2) vendors with three (3) returning proposals. The proposals were evaluated for: 50% Cost of proposed service for number specified. 50% Location (Distance from the City of La Porte and traveling difficulties) Evaluations were completed by Curtis Herrod, Ray Mayo, and Lee Allen. A summary of the evaluation is attached. The top respondent was identified as Waste Management. They were rated the highest in location and cost. The current rate expiring is $4.70 per yard with State fees included and the new rate will be $4.20 per yard with the State fees included. This is a five year Contract that will run across six budget years and renewable for an additional five years. Funds are available for the new contract this fiscal year. $140,000 is an average per year cost for type IV waste disposal. Staff Recommendation: Authorize the City Manager to execute a contract with Waste Management to dispose of Type IV waste at the Greenshadow Landfill, 710 Jana Lane, Pasadena Texas. tion ' equired by Council: Authorize the City Manager to execute agreement for Type IV solid aste 4 is se sal betwi -n the City of La Porte and Waste Management of Texas, Inc. A i , C►'Z�' '-L_�iTinif ouncil Agenda rout, $(7 AI Ron : ottoms,'i Manager Date - ti ti o E � , o CO r O a c v , cii 2, £ -° ' Q _ 0 N o (00 CO CI) c d' OD CO 69 o > 2 w a a C 0 Z.' m CO O m ti E 0�0 M a H N r- Cr) d' CO re O a LL y Z °' O 'a H Q o L _ J 3 o < MI _ N L MI ° H 0 Z „ N 0/) m M V a 2 m . cu O g z co 0 m O : co H Q c 0) C.) ■ ce 0 0 H SOLID WASTE DISPOSAL AGREEMENT BY AND BETWEEN THE CITY OF LA PORTE, TEXAS AND WASTE MANAGEMENT OF TEXAS, INC. A Texas Corporation This "Agreement for Solid Waste Disposal" (this "Agreement ") is made and entered into at La Porte, Texas, effective as of the day of April, 2011, by and between THE CITY OF LA PORTE, TEXAS, a Texas Municipal corporation, hereinafter called the "City," and WASTE MANAGEMENT OF TEXAS, INC. and its affiliates and subsidiaries, including S &J Landfill Limited Partnership, and hereinafter collectively called the "Contractor ". WITNESSETH: WHEREAS, the City desires to dispose of construction and demolition waste generated in the City; and WHEREAS, the City Council of the City of La Porte, Texas, did authorize the administration to negotiate a long -term fixed -price contract for the disposal of the City of La Porte's construction and demolition waste with the Contractor at its landfill(s). NOW, THEREFORE, in consideration of the mutual covenants and agreements herein recited, by each to be performed, it is hereby agreed by and between the parties hereto as follows: (1) DISPOSAL SITES. The Contractor owns and /or operates a Type IV landfill at a site called the Greenshadow Landfill located at 710 Jana Lane, Pasadena, Texas, 77503, described by metes and bounds in Municipal Solid Waste Permit No. 1540 -A issued by the Texas Commission on Environmental Quality (TCEQ), hereinafter called the "Landfill" for the complete handling, processing and disposal of Type IV waste generated in the City and collected by the City or its contractor. (A) Materials to be Disposed of. The Contractor shall accept for disposal all, construction and demolition solid waste, as that term is defined in Title 30 of the Texas Administrative Code, Chapter 330 or other applicable provision, brought to the Greenshadow Landfill by the City or its franchisee. The Contractor may designate the location on the site at which material is to be unloaded. Notwithstanding anything contained herein to the contrary, in no event shall Contractor be obligated to accept for disposal any Nonconforming Waste. Nonconforming Waste means waste that is prohibited from being received, managed or disposed of at the designated disposal facility by federal, state or local law, regulation, permit, ordinance or other legal requirement, and includes but is not limited to, hazardous substances or hazardous material. In the event the City Page 1 of 7 or its franchisee shall deliver to the Landfill any Nonconforming Waste, the City shall indemnify Contractor, and defend and hold Contractor harmless, from any and all losses, claims, demands, or causes of action, including fines, and penalties, as a result of the delivery of such non - conforming waste the Landfill. Title to and responsibility for Nonconforming Waste shall remain with the generator at all times. (B) Operation of Disposal Site. The Contractor shall have the exclusive right to the use of and responsibility for the operation of the Landfill for the term of this Agreement or any extension thereof, subject to the following terms and provisions. (i) The Contractor shall furnish all labor, tools, equipment, and power for the operation of said Landfill site, and shall be responsible for all necessary maintenance thereof. Contractor shall operate the Landfill according to accepted modern standards of sanitary landfill operation and under the supervision of an experienced person so that it shall not become a nuisance or an offense to the City. Contractor shall maintain suitable roads within the Landfill site for truck traffic. (ii) All construction and demolition waste accepted by the Contactor shall be handled in accordance with Contractor's procedures, as determined by Contractor. Sufficient auxiliary equipment shall be maintained on the site or kept otherwise available to permit operation in case of equipment breakdown or increased volume of material to be handled. (iii) The area shall be neat and sanitary at all times so as not to interfere with the City's disposal hereunder. (iv) The Contractor agrees to comply with all laws, ordinances, and regulations of the State of Texas and with the terms and conditions of its permit applicable to the operation under this Agreement and to conform with the standards of operation as established by the Texas Commission on Environmental Quality ( "TCEQ "), and agrees that all services rendered by it hereunder shall be rendered in a clean, sanitary, neat, courteous, and efficient manner and that it will instruct its employees accordingly. In the event that the Contractor shall wholly fail to dispose of garbage and other materials herein provided to be disposed of for a period in excess of two (2) weeks, and provided such failure is not due to war, insurrection, riot, strike, act of God, or any other cause, or causes beyond the Contractor's control, the City may, at its option after written notice to the Contractor, terminate this Agreement. (v) In the event that the City shall, without fault on its part, be made a party to any litigation arising as the result of failure of the Contractor to comply with any provisions of this Agreement or by reason of the Contractor's Page 2 of 7 negligent operation or use of the subject premises (other than as provided herein) brought by or against the City, then the Contractor shall pay all reasonable costs and attorney's fees necessarily incurred in defense of such litigation, and shall save and hold City harmless from any liability therefrom. (vi) The Greenshadow Landfill shall be operated by the Contractor in compliance with all valid, non - discriminatory and generally applicable ordinances, regulations, and laws of regulatory bodies having jurisdiction of the Contractor's operations. (vii) Clean dirt or clean bricks that can be used beneficially may be accepted upon inspection by the landfill site manager and billed at "No Charge." The City is responsible for communicating with Contractor prior to arrival of any loads deemed clean of contamination for potential beneficial use. (viii) City and its contractors shall have the right to enter Contractor's disposal facility for the sole purpose of offloading waste. The City shall ensure that its employees or contractors comply with all rules and regulations of the disposal facility. Contractor may deny the City or its contractor's entry to the disposal facility and /or terminate this Agreement in the event of Customer's breach of the Agreement or failure to follow Contractor's disposal facility rules and regulations upon fifteen (15) days written notice and the City's failure to cure. 2. TERM OF AGREEMENT. This Agreement shall be for a period of five (5) years beginning April 1, 2011 and ending on March 31, 2016 ( "Initial Term "). The Initial Term of the Agreement may be extended for one additional five (5) year term upon the written agreement of the City and the Contractor. 3. COMPENSATION TO CONTRACTOR. As full compensation to the Contractor for operation of the landfill, City agrees to pay the Contractor the following fees: (A) Construction and Demolition Waste. As a base fee, the sum of $3.95 per cubic yard for construction and demolition solid waste, plus the amount of any separate fees imposed on the Contractor by the State of Texas (currently $0.25 per cubic yard). (B) Adjustments to Base Fees for Construction and Demolition Waste. On April 1 of each year during the Initial Term or renewal term of this Agreement, the parties agree to adjust the base fee so that it shall be increased or decreased in accordance with changes in the Consumer Price Index, the Consumer Price Index for All Urban Consumers (CPI -U) as promulgated by the Bureau of Labor Statistics of the United States Department of Labor. In addition, Contractor may also increase such base fee to reflect any increases in taxes, fees and other governmental charges (including, without limitation, changes in the TCEQ fees), required by Page 3 of 7 federal, state or local law, regulation, rule, ordinance or permit condition that becomes effective or is implemented after the effective date of this Agreement, and such increases shall be effective date of this Agreement, and such increases shall be effective upon the date when such tax or other charge takes effect. (C) Time of Payment. The Contractor shall invoice the City bi- monthly, invoices to be submitted on the 1 & 16 of each month, accompanied by tickets which are collected by Contractor as refuse trucks make deliveries and will reflect the invoice period. Invoices shall be paid by the City monthly, not later than the 10 of the month following the month for which this invoice is rendered. (D) Acceptance of Construction and Demolition Waste. Contractor shall accept for disposal all residential and commercial garbage, consistent with its permit, generated within the City's limits and in accordance with this Agreement, including that collected by private haulers and that brought to the landfill by private citizens and shall make a reasonable charge for disposal therefore. (E) Open Hours and Holidays. The Contractor shall keep the Greenshadow Landfill open for the receiving of construction and demolition solid waste from 7:00 a.m. to 5:00 p.m. Monday through Friday, and 7:00 a.m. to 12:00 noon Saturdays, except holidays, unless such hours are restricted by the Landfill's TCEQ permit or different hours are mutually agreed to by the parties. (F) Suspension or Termination of Service. Contractor retains the right to suspend service if the City fails to timely pay Contractor so long as Contractor provides City with fifteen (15) days notice to cure prior to suspending service. If City fails to cure, Contractor has the right to terminate this Agreement on seven (7) days additional notice. 4. INSURANCE AND WORKERS' COMPENSATION. It is understood and agreed between the parties that, in entering into this Agreement, the Contractor is acting as an independent contractor and is in no way the agent or employee of the City. In this respect, it is also agreed as follows: (A) The Contractor shall, at its own expense, maintain in full force and effect during the term of this Agreement Employer's Liability, Worker's Compensation, Public Liability and Property Damage insurance. All insurance shall be by insurers licensed to do business in the State of Texas. The Contractor shall furnish the City certificates of insurance or other evidence satisfactory to the City to the effect that such insurance has been procured and is in force before execution of this Agreement and shall provide 30 days prior notice to the City of cancellation of coverage. The certificates shall name the City as an additional insured. (B) The Contractor shall maintain Workers' Compensation insurance in the following amounts: Workers Compensation Statutory Page 4 of 7 Employer's Liability $1 million each accident $1 million Disease — policy limit $1 Million Disease — each employee (C) The Contractor shall maintain Commercial General Liability including blanket contractual liability in the following amounts: Bodily Injury: $1 million each occurrence /$1 million annual aggregate (D) The Contractor shall maintain Property Damage insurance, to include explosion, collapse and underground coverage as follows: $1 million Each Occurrence /$1 million aggregate Products — complete operation (E) The Contractor shall maintain Automobile liability, including owned, hired and non -owned vehicles as follows: Bodily Injury — each person: $1 million; each accident $1 million Property Damage — each accident $1 million; $1 million annual aggregate (F) The Contractor will indemnify and save harmless the City, its officers, agents, servants and employees from and against any and all suits, actions, legal proceedings, claims, demands, damages, costs, expenses and attorneys' fees incident to any work done in the performance of this Agreement, including damages, claims or penalties arising from the disposal of any waste, or arising out of a willful or negligent act or omission of the Contractor, its officers, agents, servants and employees. However, the Contractor shall not be liable for any suits, actions, legal proceedings, claims, demands, damages, costs, expenses and attorney's fees arising out of a willful or negligent act of omissions of the City, its officers, agents, servants and employees. 5. NOTICES. Whenever, under this Agreement, provision is made for notice of any kind, it shall be deemed sufficient notice and service thereof if the said notice is in writing and is deposited in the mail in a properly stamped envelope to be delivered by certified mail, addressed as follows: If to the City: C Manager of 40: rt Texas G foe- Q"'' garrokts If to the Contractor: Attn: Third Party Disposal Manager Waste Management of Texas, Inc. Page 5 of 7 800 Gessner Suite 1100 Houston, Texas 77024 Changes in the respective addresses to which such notices shall be directed may be made from time to time by either party. Notice of any such change in address shall be directed to the other party in writing by certified mail. IN WITNESS WHEREOF, the City has caused this Agreement to be executed in its name by its Mayor and its official seal to be hereunto affixed and attested by its City Secretary, the City hereby warranting same to be duly authorized by the proper and valid act of the City Council of the City, and Contractor has caused this Agreement to be executed by its President, and its corporate seal to be hereunto affixed and attested by its Secretary, the Contractor hereby warranting same to be duly authorized by the proper and valid act of the Board of Directors of the Contractor. EXECUTED in several duplicate originals the date first above written. C F LA P_ O 17E, TEXAS 1 role- PO EtrtroS By. Title: City Manager ATTEST: L aA,i-C.i. AO aj By: Title: City S : APPROVED: L i 7 i_:dAI By: Title: City Attorney Waste Management of Texas, Inc. A Texas Corporation Page 6 of 7 j 4 ne1a2 /f I By: .&10✓NZ (7. S.+/ 07)/ Title: 4 k g> Page 7of7 i F s , REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested: 3 -14 -11 Budget Requested By: Kenith Adeox Source of Funds: Department: Police Account Number: Report: Resolution: Ordinance: X Amount Budgeted: Amount Requested: Exhibits: Ordinance — Amending Chapter 70 "Traffic & Vehicles" of the Code of Ordinances, Adding New Budgeted Item: YES NO Article IX "Regulation of Golf Carts" SUMMARY & RECOMMENDATION On January 24, 2011, the Police Department received direction from City Council to draft an ordinance that, if subsequently approved by Council, would allow for the use of golf carts within the City of La Porte, under certain conditions. It was recommended that a committee be formed, consisting of both citizens and staff members, to make recommendations to City Council relating to the regulation of golf carts within the City of La Porte. Per Council direction, a committee was formed and a draft Ordinance was prepared. The draft was reviewed during City Council meeting workshop session on February 28, 2011. Council provided staff with recommended changes to Section 70 -307, Exceptions, which have been incorporated into the Ordinance. The ordinance is now being sent to City Council for action and approval. Action Required by Council: Approve Ordinance amending Chapter 70, "Traffic and Vehicles ", of the Code of Ordinances, Article IX "Regulation of Golf Carts ". A I • rov: Ci L,i until A. enda 1i 1 ' 4 / dr i 714 Ron Bottoms, City Manager Date ORDINANCE 3 3 2. ( AN ORDINANCE AMENDING THE CODE OF THE CITY OF LA PORTE, CHAPTER 70 "TRAFFIC AND VEHICLES" BY ADDING A NEW ARTICLE IX, "REGULATION OF GOLF CARTS," REGULATING THE USE OF GOLF CARTS ON PUBLIC STREETS OR HIGHWAYS WITHIN THE CITY LIMITS; CONTAINING A SEVERABILITY CLAUSE; FINDING COMPLIANCE WITH THE OPEN MEETINGS LAW; PROVIDING THAT ANY PERSON VIOLATING THE TERMS OF THIS ORDINANCE SHALL BE DEEMED GUILTY OF A MISDEMEANOR AND UPON CONVICTION SHALL BE FINED IN A SUM NOT TO EXCEED TWO HUNDRED DOLLARS ($200.00); PROVIDING FOR THE PUBLICATION OF THE CAPTION HEREOF; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Texas Transportation Code, Section 551.404 specifically provides that a municipality may, under certain conditions, allow for the operation of a golf cart on a street or highway; within its jurisdiction; and WHEREAS, the City Council has determined that, in allowing for the use of a golf cart on a street or highway, it is necessary to regulate the operation of golf carts in the interest of public safety, while in the corporate limits of La Porte, Texas; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LA PORTE, TEXAS, THAT: SECTION 1. FINDINGS OF FACT. The facts and matters set forth in the preamble of this Ordinance are hereby found to be true and correct. SECTION 2. AMENDMENT TO THE CODE. The La Porte City Code, Chapter 70 "Traffic and Vehicles ", is hereby amended by adding a new Article IX "Regulation of Golf Carts" as follows: "ARTICLE IX. REGULATION OF GOLF CARTS Section 70 -303. Definitions. The following words, terms and phrases when used in this article shall have the meanings ascribed to them in this section, except where the context clearly indicates a different meaning. r Ord. No. ,3 Page 2 "Golf Cart" as referenced hereafter, shall have the meaning assigned by the V.T.C.A., Transportation Code § 502.001(7), as it exists or may be amended, and includes a motor vehicle designed by the manufacturer primarily for transporting persons on a golf course. The term, as used herein, shall include a specific restriction that a permitted golf cart shall have an attainable top speed of not greater than 25 mph. Specifically excluded from this definition are those motorized conveyances commonly referred to as ATV's, NEV's, four - wheelers, mules and gators. "Golf Cart Registration Permit" shall mean a privilege granted upon compliance with terms of this article to legally operate a golf cart upon a public highway, or parking area within the corporate boundaries of the City of La Porte for the term that the permit was issued. "Operator" shall mean the person operating and having physical control over the golf cart. An operator must carry a valid Texas Drivers' License. "Golf Cart Registration Permit Decal" shall mean a certificate for attachment to a golf cart identifying the golf cart as permitted by the city and giving an expiration date. "Owner" shall have the meaning assigned by the Texas Transportation Code, § 502.001, and shall mean the person who has legal title to the golf cart, has the legal right of possession of the golf cart, or has the legal right of control of it. "Public Highway" shall have the meaning assigned by the Transportation Code § 502.001(18), as it exists or may be amended, and includes a road, street, way, thoroughfare, or bridge: a. that is in the state; b. that is for the use of vehicles; c. that is not privately owned or controlled; and d. over which the state has legislative jurisdiction under its police power. Section 70 -304. Operation of Golf Carts Permitted. Pursuant to the Texas Transportation Code, Section 551.404, operators are permitted to operate a golf cart on public highways within the corporate limits of the City of La Porte providing that the public highway has a posted speed limit of not more than 35 miles per hour and all other requirements contained within this Article are met. Section 70 -305. Required Equipment Regulations. a. Every golf cart operated within the City of La Porte shall be equipped with the following equipment which shall be operational at all times: 1. headlights; 2. tail lamps; 3. reflectors; 4. parking brakes; Ord. No. 6 Page 3 5. rearview mirror(s); 6. a slow moving vehicle emblem clearly visible in daylight or at night from the light of standard automobile headlamps at a distance of at least 500 feet as provided for in §547.703 of the Transportation Code.. b. Every golf cart powered by a gasoline engine shall at all times be equipped with an exhaust system in good working order and shall comply with all state, federal and city regulations, including but not limited to Section 34 -94 et. seq. ( "Noise ") of this code. c. Golf carts which have been altered to allow them to travel at speeds greater than 25 mph are prohibited on any public highway in the City of La Porte. Section 70 -306. Operation Regulations. a. All operators of golf carts shall be licensed to operate a motor vehicle as provided by the Texas Transportation Code and shall carry a valid Texas Drivers' License and proof of insurance for the golf cart, while operating the golf cart. b. All operators of golf carts shall abide by all traffic regulations applicable to vehicular traffic when using any public highway in the City of La Porte. c. Golf carts shall not be operated on public sidewalks at any time. d. Golf carts shall not be operated on a public bike trail, unless the section of bike trail is directly adjacent, and runs parallel, to a public highway with a posted speed limit that exceeds 35 miles per hour. When operating on a bike trail, golf carts must yield the right -of -way to bikes and pedestrians. e. A golf cart may not cross a street or highway with a posted speed limit of more than 35 mph, unless the crossing occurs at an intersection. f. All golf carts are entitled to the full use of a lane on the public highway and no motor vehicle shall be operated in such a manner as to deprive any golf cart of the full use of a lane. g. The operator of a golf cart shall not overtake and pass in the same lane occupied by the vehicle being overtaken. h. No operator shall operate a golf cart between lanes of traffic or between adjacent lines of rows of vehicles. i. Golf carts shall move to the right and yield the right of way to faster moving vehicles. Ord. No. `( Alf Page 4 j. No person may ride in the lap of the driver or any other occupant of a golf cart. k. The maximum seating of a golf cart shall be limited to the seating capacity as designated by the manufacturer; and all occupants operating or riding in/on a golf cart must occupy a designated seat and remain seated at all times while the golf car is in motion. 1. Children under the age of ten years must be properly restrained by a seat belt. Seat belts must meet American National Safety Institute (ANSI) standards; and m. Golf carts may not pull or tow any person, vehicle or equipment. Section 70 -307. Exceptions. The following golf carts are exempt from regulation by this code: a. Golf carts owned and/or operated by the City of La Porte or any other governmental entity. b. Golf carts operated in support of a City sponsored or permitted special event. c. Golf carts used while evacuating persons during a declared emergency and for 72 hours after the emergency unless otherwise ordered by the City. Section 70 -308. Registration Permit. Before any golf cart may be operated on the streets and highways of the City of La Porte, it must be registered with and provided a permit by the City of La Porte Police Department. Registration must be up -dated annually and the fee for registration shall be $35, which covers administrative and inspection costs. The city registration permit process includes the following: a. The applicant shall complete the city- supplied registration permit application which shall contain the: 1. Name and physical and mailing address of the applicant owner. 2. Location where the vehicle is regularly stored overnight. 3. Model, make and golf cart ID number. 4. Current Driver's License information of owner. 5. A statement that the applicant has been furnished a copy of this ordinance and that he or she agrees to comply with all conditions contained in this ordinance and to any local, state or federal laws governing the use of golf carts. 6. A statement that the registration permit holder and any user shall indemnify and hold harmless the City of La Porte, Texas for any and all civil liability associated with said registration and that the permit holder and user waive any and all rights to sue or allow subrogation by insurance company. 7. Any other information that the city may reasonably require. Ord. No. Page 5 b. The registration permit application shall be: 1. Accompanied by the annual permit fee of $35.00. 2. Accompanied by proof of financial responsibility consistent with the minimum requirements of the Texas Transportation Code for the operation of motor vehicles. A copy of the certificate of insurance shall be attached to the application. 3. Accompanied by a copy of the applicant's Texas Driver's license. 4. Signed by the applicant /owner. c. Upon receipt of the completed application and permit fee, a member of the police department shall make arrangements to inspect the golf cart for adherence to this ordinance. d. When the inspector has approved the vehicle, the annual permit decal shall be issued to the owner. The decal shall be immediately affixed to the front panel of the driver's side of the golf cart so as to be clearly visible. e. The registration permit shall be effective for one year from the date of issuance or until such time as revoked for non - compliance or when the golf cart is transferred to a new owner. Section 70 -309. Revocation of the Registration Permit. The registration permit may be revoked if: a. The owner or operator of the golf cart fails to abide by the rules and regulations of this ordinance, including failure to maintain liability insurance. b. The owner or driver of the golf cart fails to abide by the traffic laws of the State or the City of La Porte and /or operates the golf cart in an unauthorized area, or uses a wireless communication device in a school zone during restricted school hours, in violation of State Law. Section 70 -310 Registration Permit Is Not Transferrable. The city registration permit is not transferable. Upon transfer of ownership to another person who intends to operate the golf cart in La Porte, the new owner must register the golf cart in his /her name and pay the required permit fee as outlined in this ordinance. Section 70 -311. Penalty This Ordinance is hereby incorporated into and made a part of the La Porte City Code. Any person who shall violate any provision of this Ordinance shall be deemed guilty of a misdemeanor and, upon conviction, shall be fined in an amount not more than Two Hundred Dollars ($200.00) per offense. Neither allegation nor evidence of a culpable mental state is required for the proof of an offense defined in this section." Ord. No. (2 Page 6 Section 4. Open Meetings The City Council officially finds, determines, recites, and declares that sufficient written notice of the date, hour, place and subject of this meeting of the City Council was posted 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 Meeting Law, Chapter 551, Texas Government Code; and that this meeting has been open to the public as required by law at all times ruling which this ordinance 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 5. Severability. Should any section or part of this ordinance be held unconstitutional, illegal, or invalid, or the application to any person or circumstance for any reasons thereof ineffective or inapplicable, such unconstitutionality, illegality, invalidity, or ineffectiveness of such section or part shall in no way affect, impair or invalidate the remaining portions thereof; but as to such remaining portion or portions, the same shall be and remain in full force and effect and to this end the provisions of this ordinance are declared to be severable. Section 6. Effective Date. This Ordinance shall be effective fourteen (14) days after its passage and approval. The City Secretary shall give notice of the passage of this ordinance by causing the caption hereof to be published in the official newspaper of the City of La Porte at least once within ten (10) days after the passage of this ordinance, in accordance with the provisions of Chapter 52, Texas Local Government Code, an e City of La Porte Charter. PASSED AND APPROVED on the first reading on the 1 day ofI4JCJ( 2011. 0 By: Louis it ' igby Mayor A Patrice Fogarty ! City Secretary APPROVED: i — , Li LAd Cl . T. Askins Assistant City Attorney 66 REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested: 03/14/2011 Budget Requested By: Ken Adenx Source of Funds: Department: Police Account Number: Report: Resolution: X Ordinance: Amount Budgeted: Exhibits: Resolution for Crime Victim's Liaison Grant Amount Requested: Exhibits: Budgeted Item: YES NO Exhibits SUMMARY & RECOMMENDATION Per the Code of Criminal Procedure, Section 56.04, (c), "Each local law enforcement agency shall designate one person to serve as the agency's crime victim liaison." The duty of the crime victim liaison is to ensure that a victim, guardian of a victim, or close relative of a deceased victim of a crime involving bodily injury is afforded the rights granted victims in accordance with state law; including notification of victim's rights, providing victims with crime victim's compensation assistance, referring them to community resources and providing moral support during any time the victim is required to make a court appearance. For calendar years 2009/2010, the Crime Victim Liaison served a total of one thousand eighteen (1018) victims who were awarded approximately sixty-nine thousand eight hundred and one dollars ($69,801.00) in Crime Victim's Compensation. Since the inception of the La Porte Police Departments Crime Victims Program, over three hundred sixty -four thousand three hundred fifty -five dollars ($364,355.00) in compensation has been awarded to local crime victims with the assistance of the Department's Crime Victim Liaison. The City of La Porte received an initial grant award for its Victims Assistance Liaison position from the Office of the Attorney General in February, 2002. Since that time, the position has in part been funded through this grant. As required by the Attorney General's Office, a resolution is being sought authorizing the Police Department and City Manager to submit for a two year continuation grant for the Crime Victim's Liaison position. The Grant will be in the amount of forty-two thousand dollars ($42,000.000) each year. The City will have to continue to support the program by absorbing approximately twenty-two thousand dollars ($22,000.00) each year in its personnel operating budget to cover this position. Action Required by Council: Authorize the La Porte Police Department and City Manager to submit for the Crime Victim's Liaison Grant in order to continue funding the Crime Victim's Liaison position. • I prove ' for City Council Agenda • 1 tt, 377 Ron : ottoms, City Manager Date L . 77)////# /1 0/4% N RESOLUTION Legal Name of Applicant: City of La Porte Unique Application Number: V0010 -12 -1089 Be it known as follows: WHEREAS, The City of La Porte has applied for or wishes to apply to the Office of the Attorney General, (OAG) Crime Victim Services Division for the Victim Coordinator and Liaison Grant (VCLG); and WHEREAS, the City Council of The City of La Porte has considered and supports the Application filed or to be filed with the Office of the Attorney General; and WHEREAS, The City of La Porte has designated or wishes to designate the following individual as the "Authorized Official" who is given or has been given the power to apply for, accept, reject, alter or terminate the Victim Coordinator and Liaison Grant (VCLG) with the Office of the Attorney General (OAG), Crime Victim Services Division as well as given the authority to sign all grant adjustment requests, inventory reports, progress reports, and financial reports or any other official documents related to the grant on behalf of the grantee: Authorized Official: Ron Bottoms Position Title: City Manager NOW THEREFORE, BE IT RESOLVED that The City of La Porte City Council approves submission of the application for the Victim Coordinator and Liaison Grant to the Office of the Attorney General, Crime Victim Services Division as well as the designation of the Authorized Official. ti ign e d by: , A t: 1?i ized Official City Secretary / App • 14th day of March, 2011. -r • , City •11 Porte 7/8 REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested: March 14, 2011 Appropriation: Requested By: Tim Tietiens Source of Funds: N/A Department: Planning Account Number: N/A Report: Resolution: Ordinance: X Amount Budgeted: N/A Exhibits: Amount Requested: N/A Ordinance Aerial /Zoning Map Budgeted Item: N/A SUMMARY & RECOMMENDATION The Planning & Zoning Commission, during their February 17, 2011, meeting, held a public hearing to receive citizen comments regarding Rezone Request #11-92000001. The applicant, La Porte Real Property, LLC., seeks to have the property rezoned from Light Industrial (LI) and Heavy Industrial (HI) to Planned Unit Development (PUD). The property is located at 901 North Broadway. This property (47.709 acres) is located one block north of Barbour's Cut Boulevard between North Broadway and North 8 Street. It is bounded by undeveloped & heavily wooded `J' & `H' Streets rights -of -way to the north and south respectively. Historically, the site is known as Harris County Municipal Solid Waste (MSW) Landfill No.3. La Porte Real Property, LLC finalized the Harris County Landfill No. 3 purchase agreement in 2007. The property is located in the general vicinity of the Port of Houston's Barbour's Cut Terminal. The City's Land Use Map shows underlying land uses as industrial. The desired use is shipping containers and chassis storage parking. The applicant's redevelopment plan shows the initial phase to stabilize the ground, site clearing, grading, surfacing, and detention ponds and then plan for the storage of chassis and containers. In addition, TCEQ has approved the plans. As the property consists of several lots, blocks, and tracts with split zoning, a Planned Unit Development (PUD) zone might be considered a viable option as it will provide the City more control on the future land use and provide an opportunity for Council to review a defined project followed by a Special Conditional Use Permit. As required by Ordinance, notices of the public hearing were mailed to thirteen property owners within 200' of the subject site. No response was received from the mailout. The Planning and Zoning Commission, by unanimous vote, recommends City Council approve Rezone Request #11- 92000001. Action Required by Council: 1. Conduct public hearing. 2. Consider taking action on a recommendation by the Planning and Zoning Commission to approve Rezone Request #11- 92000001, for the Landfill Site #3 from LI and HI to PUD. A s ove s Ci ouncil A ends , e22/eitri Ron Bottoms, City Manager Date ORDINANCE NO. 3 .3 2 5 AN ORDINANCE AMENDING CHAPTER 106 "ZONING" OF THE CODE OF ORDINANCES OF THE CITY OF LA PORTE BY CHANGING THE ZONING CLASSIFICATION FROM LIGHT INDUSTRIAL (LI) AND HEAVY INDUSTRIAL (HI) TO PLANNED UNIT DEVELOPMENT (PUD) FOR A 47.709 ACRE (2,078,202 SQ.FT.) TRACT OF LAND HEREIN DESCRIBED; MAKING CERTAIN FINDINGS OF FACT RELATED 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, TEXAS: Section 1: Chapter 106 "Zoning" of the Code of Ordinances is hereby amended by changing the zoning classification of the following described property, to wit: 47.709 acre (2,078,202 sq.ft.) tract of land situated in the Johnson Hunter Survey, Abstract No. 35, Harris County, Texas, containing all of Outlots 10 and 11, and Blocks 373, 374, and 376 in La Porte, Texas, a subdivision according to the map or plat thereof recorded in Volume 83, Page 345 of the Deed Records of Harris County, Texas, and all of Blocks 377, 378, 379, and 380 in the subdivision of Outlot 9 of the Nebraska Syndicate Tract, a subdivision according to the map or plat thereof recorded in Volume 458, Page 331 of the Deed Records of Harris County, from Light Industrial (LI) and Heavy Industrial (HI) to Planned Unit Development (PUD). Section 2: All ordinances or parts of ordinances inconsistent with the terms of this ordinance are hereby repealed; provided, however, that such repeal shall be only to the extent of such inconsistency and in all other respects this ordinance shall be cumulative of other ordinances regulating and governing the subject matter covered by this ordinance. Section 3. Should any section or part of this ordinance be held unconstitutional, illegal, or invalid, or the application to any person or circumstance for any reasons thereof ineffective or inapplicable, such unconstitutionality, illegality, invalidity, or ineffectiveness of such section or part shall in no way affect, impair or invalidate the remaining portions thereof; but as to such remaining portion or portions, the same shall be and remain in full force and effect and to this end the provisions of this ordinance are declared to be severable. Section 4. 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 is 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 Chapter 551, Tx. Gov't 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 5. The City Council of the City of La Porte hereby finds that public notice was properly mailed to all owners of all properties located within two hundred feet (200') of the properties under consideration. Section 6. The City Council of the City of La Porte hereby finds, determines, and declares that all prerequisites of law have been satisfied and hereby determines and declares that the amendments to the City of La Porte Zoning Map and Classification contained in this Ordinance as amendments thereto are desirable and in furtherance of the goals and objectives stated in the City of La Porte's Comprehensive Plan. Section 7. This Ordinance shall be effective after its passage and approval. PASSED AND APPROVED this the (44-day of`" & 2011. OF LA PORTE By: A . Louis R. Vby, Mayor AST: Patrice Fogarty, C ecretar APPROVED: Clark Askins, Assistant City Attorney 2 oS REZONE LANDFILL SITE #3 W�2 { I. To, , , �� �'t b fry o..., ? ' f `` � - ..... __. t .,, t ,i 4.4 S A _,_. .__ _ PUD -.- — — PINE' ° a �� • : - - z . q SOUTHr "� ' L—. ' I - r- ' - 1 r = ! t y�� — .4 ;. , Imill "i ;' t R EZONE FROM I I' '5� LI &HI to PUD _IL ■ ii i } ` #� x i k T. , \ _ __ _ _ 1 ___ 1 NJST , ,,,4 1 1 1 1 ,-, ,F.,......„..,:„.,,,,., ) 1 n_ , , wril , t 33 ' � ��r ^k \'' I, , . 'II , I -- sue..,_, " . g *� wisl j ri 4 ....t .a -- - -II-----. ---ir 1 I I =—, " PUD�i'Z�°'' T It `s' f ..t a t 'y 7 inch SOOfee . ® W BARBOURS CUT B VD � E BARBOURS CUT B VD--< I ., .0'•' t y f r - ~ `r .. i g 7 `" �� i t m 1mi �. a -- a , (t6 u� � , ' g" « a °� % )z �t�` �n I , t cn i t 7 A fir! d� u? o , ,' ' Lr { ,` ce z GC 1 'PUD NM f , : � r r W MADISSON�ST . y x ' 4 . A r`,, 9/10 REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested: March 14, 2011 Appropriation Requested By: Tim Tietlens Source of Funds: N/A Department: Planning Account Number: N/A Report: Resolution: Ordinance: X Amount Budgeted: N/A Amount Requested: N/A Budgeted Item: Yes No Exhibits: Ordinance Aerial Map Site Plan SUMMARY & RECOMMENDATION The Planning and Zoning Commission, during its February 17, 2011, meeting, held a public hearing to receive citizen comments regarding Special Conditional Use Permit Request #11-91000001. The request, submitted by Tim Kunz (VLK Architects) on behalf of La Porte Independent School District, seeks approval of a Special Conditional Use Permit (SCUP) for an off -site parking facility to be located at 416 North 2n Street. Off -site parking is classified as a conditional use per Section 106 -441; Table A, Commercial Uses of the Code of Ordinances. Over the past years, a number of employees and students increased with continued growth of La Porte and LPISD campuses. Parking has been an issue at DeWalt Alternative School. LPISD owns an additional property across the street from the school and wishes to develop a parking lot for its employees and visitors at this facility. There are numerous times when private vehicles are parked in front of the existing facility and along the shoulders of N. 2 Street and West Madison Street within the public rights -of -way. It is staff s opinion that appropriate auxiliary parking would be provided by this proposal to keep these vehicles from parking on the side of the roads. The proposed location for off -site parking is directly across 2 Street from the principal building. The parking lot will be constructed in accordance with City's standard specifications. If the special conditional use permit is approved by the City, the applicant must submit a certified site plan for development of the parking lot showing access, parking spaces, maneuvering aisles, pedestrian access /crosswalk and landscaping/screening etc. Eleven (11) notices of public hearing were mailed to neighboring property owners. No response was received in this regard. The Planning and Zoning Commission, by unanimous vote, recommends City Council approval of Special Conditional Use Permit #11- 91000001 with the conditions listed in the SCUP. Action Required by Council: 1. Conduct public hearing. 2. Consider Planning and Zoning Commission's recommendation to approve Special Conditional Use Permit #11- 91000001 for an off -site parking for the DeWalt Alternative School. I rov • d _1 r Cit i uncil A . enda 41 //4 5777/1 Ron Bottoms, City Manager Date ORDINANCE NO. 3 3 AN ORDINANCE AMENDING THE CODE OF ORDINANCES OF THE CITY OF LA PORTE, CHAPTER 106, MORE COMMONLY REFERRED TO AS THE ZONING ORDINANCE OF THE CITY OF LA PORTE, BY GRANTING SPECIAL CONDITIONAL USE PERMIT No. 11- 91000001 FOR THAT CERTAIN PARCEL OF LAND HEREIN DESCRIBED, FOR THE PURPOSE OF DEVELOPING AN OFF -SITE PARKING LOT AT 416 NORTH 2 STREET, IN A LOW - DENSITY RESIDENTIAL (R -1) ZONE; MAKING CERTAIN FINDINGS OF FACT RELATED TO THE SUBJECT; CONTAINING A SEVERABILITY CLAUSE; 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, TEXAS: Section 1: Chapter 106 "Zoning" of the Code of Ordinances is hereby amended by granting Special Conditional Use Permit #11- 91000001, attached hereto as Exhibit A and incorporated by reference for all purposes, to allow for the development of an off -site parking lot at the following described property, to wit: 0.05 acre tract of land, being lots 1 -7, block 86, Town of La Porte, Johnson Hunter Survey, Abstract 35, La Porte, Harris County, also known as 416 North 2 Street, within a Low - Density Residential (R -1) zoning district. Section 2: All ordinances or parts of ordinances inconsistent with the terms of this ordinance are hereby repealed; provided, however, that such repeal shall be only to the extent of such inconsistency and in all other respects this ordinance shall be cumulative of other ordinances regulating and governing the subject matter covered by this ordinance. Section 3. Should any section or part of this ordinance be held unconstitutional, illegal, or invalid, or the application to any person or circumstance for any reasons thereof ineffective or inapplicable, such unconstitutionality, illegality, invalidity, or ineffectiveness of such section or part shall in no way affect, impair or invalidate the remaining portions thereof; but as to such remaining portion or portions, the same shall be and remain in full force and effect and to this end the provisions of this ordinance are declared to be severable. Section 4. 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 is 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 Chapter 551, Tx. Gov't 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 5. The City Council of the City of La Porte hereby finds that public notice was properly mailed to all owners of all properties located within two hundred feet (200') of the properties under consideration. Section 6. The City Council of the City of La Porte hereby finds, determines, and declares that all prerequisites of law have been satisfied and hereby determines and declares that the amendments to the City of La Porte Zoning Classification contained in this Ordinance as amendments thereto are desirable and in furtherance of the goals and objectives stated in the City of La Porte's Comprehensive Plan. Section 7. This Ordinance shall be effective after its passage and approval. PASSED AND APPROVED this the `1 " day of , 2011. it OF LA PORTE By:.� Louis R. 'ley, Mayor AZ711': CatriFogarty, CitecretariST APPROVED: • Clark Askins, Assistant City Attorney 2 City of La Porte Special Conditional Use Permit # 11- 91000001 This permit is issued to: La Porte Independent School District Owner or Agent 1002 San Jacinto Street, La Porte TX 77571 Address For Development of: DeWalt Alternative School Parking Lot Development Name 416 North 2 Street, La Porte, TX 77571 Address Legal Description: Lots 1 -7, Block 86, Town of La Porte La Porte, Harris County, Texas. Zoning: Low - Density Residential (R -1) Use: Off -site Parking Lot Permit Conditions: 1. SCUP is specifically limited to the off -site parking for the DeWalt Alternative School. 2. Off -site parking shall comply with all parking standards. 3. Screening and /or landscaping of parking lot shall be required in accordance with Section 106- 444(a) of the Code of Ordinances. 4. All lighting in the parking lot shall be hooded and arranged to deflect Tight away from the adjoining residential properties in compliance with Section 106- 521(a). 5. LPISD shall install sign at the property to prohibit unauthorized parking during non - school hours. 6. The Developer shall comply with all applicable laws and ordinances of the City and the State of Texas. Failure to begin construction within 12 months after issuance or as scheduled under the terms of a special conditional use permit shall void the permit as approved, except upon an extension of time granted after application to the Planning and Zoning Commission. If construction is terminated after completion of any stage and there is ample evidence that further development is not contemplated, the ordinance establishing such special conditional use permit may be rescinded by the City Council, upon its own motion or upon the recommendation of the Planning and Zoning Commission of the City of La Porte, and the previous zoning of the entire tract shall be in full effect on the portion which is undeveloped. Validation Date: '/ Ili( ((?1/41‘.. ‘ a.,,,,),... Direc or of lanning City Sec if ry ill 3 EXHIBIT N SCUP - DEWALT ALTERNATIVE SCHOOL W � � E S aw ., , 1,,I'li r---------1 -. o _.` �_ LOCATION OF - -- — # fi : ' . ,J4.1!,,,, i PROPERTY "� A MADISON ST aa a k ''''' ' ''''' ;'''''''''... - ? { y rt , tip � a � .. `$ r . WT LER ST q z C F .. �' , , , 1 . . „, ,;., - i.. .. t .i. :., ' . q` Mr f s k ..: ■ r _ f a a: *. WADAMS ST ''' ' '''''''' . ' ' ' ''''f'l -- " x 3 - a ' d , . 1 100HOS AN V1N3W313 XVWO12100H3S 3Al1VNN311V 11VM301V SN0I1IO V 101 DNIINVd W de, Q 4. •s t k. : , ilVilirt*i. 1 . i 1 Z -... e h, L....i.....wf, , ‘,. I . ..: ( ,-- o w w ¢ E' N I l l o f i i g 3 . O O &- g O LL O g 0 Q €>ff ¢ 1 1 1 1 1 1 !I g 3 �4 = Z �Ill! 4 i _L. L J. I —L 1. -1 p i y .� s • i • i 2 ■Til .111..../MMN ow ft,' A , 'A' 5 L33.5 at O e vp a� i W. Q O 8 1 A/6N3N .epl y w ., P 1 ,, 4....., : z • , a ;$ '.' ,,,,,, 3eo ..arose ¢ • k 'warm. " wrL .• Vii ..r...a .— .- W I� , ,..../ 1, sigromrmosnmemill ,.. . , ' 0 t *.i.... , ii MI .4' - i ED , 11 , iij. :. arret I: 1 N Pr i; 1 1 , I po. „.. ....,,,!.0,,,„04,44,.,. ......,,,^4r, l ow f _,_ ' \` �`+ a i �I MI '. .1 . ' � • ' ' g A 133a1itaa ' 2 1 G' • • z ...7.111111111144b, a l 5 s C7 -r,. ¢ J ¢_ rea nu .v O Z q\ • q (�� ) 1, � ri \ \\ \ ' 1 V`l w \ ? . ►ii 0, 1 w v . -- w i\\ • r °- \ iI E 1 T. • CONFLICT OF INTEREST AFFIDAVIT THE STATE OF TEXAS § COUNTY OF HARRIS § I, 12 L as a member of the City of La Porte Z< c c C/ 26 , make this affidavit and hereby on oath state the following: 1 have a substantial interest in a business entity or real property as defined in Chapter 171, Texas Local Government Code, and a vote is to be taken or a decision is to be made that will have a special economic effect on this business entity or real property. The agenda item on ///,j // , 20 // , affecting this business entity or real property is: j- __Z COMPLETE (A) OR (B): (A) The business entity is (name); or (B) The real property is located at: I have a substantial interest for the following reasons: (check all which are applicable) Ownership of 10% or more of the voting stock or shares of the business entity. Ownership of 10% or more or $15,000 or more of the fair market value of the business entity. ✓ Funds received from the business entity exceed 10% of gross income for the previous year. Real property is involved and I have an equitable or legal ownership of the property with a fair market value of at least $2,500. A relative of mine has a substantial interest in the business entity or real property that would be affected by a decision of the public body of which I am a member. Upon filing of this affidavit with the City Secretary, I affirm that I will abstain from voting on any decision involving this business entity or real property and from any further participation on this matter by discussion or debate. ,Iwo 1 Su � ed this J ' day o ' / , 20 / Si: 1. a of • fficial THE STATE OF TEXAS § COUNTY OF : § Before me ,��,,_.�`,����.. i on this day personally appeared . :414 • known to me to be the person whose name is subscribed to the foregoing !I I ii ent and acknowledged to me that he /she executed the same for the purposes and consideration therein expressed. / / Given under my hand and seal of office this / 4 day of /) Jt(2k / 20 _ (Alp ,) 00 itilL4 fi Notary Public in and f! the Sta Texas 11/12 REQUEST FOR CITY COUNCIL AGENDA ITEM Appropriation Agenda Date Requested: March 14, 2011 Source of Funds: NA Requested By: Tim Tietiens Account Number: NA Department: Planning Amount Budgeted: NA Report: Resolution: Ordinance: _X_ Amount Requested: NA Attachments: Budget Item: NA Ordinance Aerial Map Site Plan SUMMARY On February 17, 2011, the Planning and Zoning Commission considered Special Conditional Use Permit #11- 91000002 for a proposed office /warehouse facility to be located at 1400 State Highway 146 North, near the interchange of State Highway 225 and Union Pacific Railroad (UPRR). Clay Development and Construction Inc. is seeking this permit for proposed development of an office /warehouse facility for Port Modal Centre on approximately 14 acres currently zoned Planned Unit Development (PUD). The subject property contained a RV /Trailer Park (a.k.a. Oak Park Trailer Park) that had been in operation since 1950 but has recently been decommissioned. Under the current ordinance provisions, the use was allowed to continue until abandoned. The tract in question is within the vicinity of major commercial and industrial facilities in the area near the Port of Houston's Barbour's Cut Terminal. The City's Land Use Map shows underlying land uses as commercial/industrial. The desired use is an office /warehousing with the potential for rail service spurs at the site. Landscaping shall be required per City ordinances and additional screening with extra tall trees has been offered along frontage road of SH 146 and along the south property line to enhance the aesthetics of this major entrance corridor to La Porte. The property lies in the San Jacinto /Galveston Bay Watershed and outfalls in the adjacent HCFCD channel. Redevelopment of this tract will not require detention. The developer has petitioned to the City for closing of North 8 Street portion from North `L' Street to Railroad. Existing waterlines and sanitary sewer will be rerouted. Existing fire hydrants will be retained. Water well has to be plugged and report to be submitted to the City. Public Notices were mailed to six (6) property owners. No responses were received. By unanimous vote, the Planning and Zoning Commission has recommended City Council consider approval of Special Conditional Use Permit #11- 91000002 with the conditions as listed in the SCUP attached herewith. Action Required by Council: 1. Conduct a Public hearing. 2. snsider Planning and Zoning Commission recommendation to approve Special Conditional Use Permit #1 - 91000002 for the Port Modal Centre to be located at 1400 State Highway 146 North. I •rov;, for it • jcifA•enda l ti h k7 3 Ron Bottoms, City Manager Date ORDINANCE NO. 7 AN ORDINANCE AMENDING THE CODE OF ORDINANCES OF THE CITY OF LA PORTE, CHAPTER 106, MORE COMMONLY REFERRED TO AS THE ZONING ORDINANCE OF THE CITY OF LA PORTE, BY GRANTING SPECIAL CONDITIONAL USE PERMIT No. 11- 91000002 FOR THAT CERTAIN PARCEL OF LAND HEREIN DESCRIBED, FOR THE PURPOSE OF DEVELOPING AN OFFICE WAREHOUSE FACILITY AT 1400 STATE HIGHWAY 146 NORTH, IN A PLANNED UNIT DEVELOPOMENT (PUD) ZONE; MAKING CERTAIN FINDINGS OF FACT RELATED TO THE SUBJECT; CONTAINING A SEVERABILITY CLAUSE; 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, TEXAS: Section 1: Chapter 106 "Zoning" of the Code of Ordinances is hereby amended by granting Special Conditional Use Permit #11- 91000002, attached hereto as Exhibit A and incorporated by reference for all purposes, to allow for the development of an office warehouse facility for the following described property, to wit: 14 acre tract being being TR 27 of Block 27, TR 28 of Block 28, Nebraska Syndicate and TR 3, being situated in the Enoch Brinson Survey, Abstract 5 Volume 65, Page 175, H.C.D.R., La Porte, Harris County, also known as 1400 State Highway 146 North, within a Planned Unit Development (PUD) zoning district. Section 2: All ordinances or parts of ordinances inconsistent with the terms of this ordinance are hereby repealed; provided, however, that such repeal shall be only to the extent of such inconsistency and in all other respects this ordinance shall be cumulative of other ordinances regulating and governing the subject matter covered by this ordinance. Section 3. Should any section or part of this ordinance be held unconstitutional, illegal, or invalid, or the application to any person or circumstance for any reasons thereof ineffective or inapplicable, such unconstitutionality, illegality, invalidity, or ineffectiveness of such section or part shall in no way affect, impair or invalidate the remaining portions thereof; but as to such remaining portion or portions, the same shall be and remain in full force and effect and to this end the provisions of this ordinance are declared to be severable. Section 4. 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 is 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 Chapter 551, Tx. Gov't 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 5. The City Council of the City of La Porte hereby finds that public notice was properly mailed to all owners of all properties located within two hundred feet (200') of the properties under consideration. Section 6. The City Council of the City of La Porte hereby finds, determines, and declares that all prerequisites of law have been satisfied and hereby determines and declares that the amendments to the City of La Porte Zoning Classification contained in this Ordinance as amendments thereto are desirable and in furtherance of the goals and objectives stated in the City of La Porte's Comprehensive Plan. Section 7. This Ordinance shall be effective after its passage and approval. PASSED AND APPROVED this the / 7 day of L frfilt , 2011. Ai TY OF LA PORTE By: / tA ' Louis Rr gby, Mayor AT ST: J Al /_arm Patrice Fogarty, CO ecreta APPROVED: 7 .„ ■ A,.//4 . 7 Clar Askins, Assistant City Attorney 2 City of La Porte Special Conditional Use Permit #11- 91000002 This permit is issued to: Clay Development & Construction, Inc. Owner or Agent 5599 San Felipe, Suite 1440, Houston TX 77056 Address For Development of: Port Modal Centre Development Name 1400 State Highway 146 North, La Porte, TX 77571 Address Legal Description: 14.8252 acre tract of land, Johnson Hunter Survey. Abstract 35 & Enoch Brinson Survey, A -5, La Porte, Harris County, Texas. Zoning: Planned Unit Development (PUD) Use: Office/Warehouse Facility Permit Conditions: 1. This SCUP outlines in general terms the proposed Planned Unit Development. The developer recognizes and understands that any construction or development of the private or public improvements anticipated by this SCUP and the general plan shall require further submittal and approval of plats, site plans, construction drawings, engineering analysis, covenants, etc. 2. Said submittals for this development shall be in accordance with this SCUP, General Plan, ordinances and policies of the City of La Porte. 3. Land uses will be strictly commercial /industrial in nature. A further refinement of industrial activity shall be approved by the City. 4. Zoning permit shall be required from the City for proposed use /activity at site. 5. The applicant shall ensure that the truck circulation does not cause congestion on the streets, and proper signage shall be installed to control vehicles turning along SH 146. 6. Fire truck access, fire suppression requirements, and fire hydrant placement shall be specified on the plans. 7. A rail access, spur design, and UPRR approval shall be required. 8. Proposed development shall be screened and landscaped in compliance with required screening and landscaping provisions of the zoning ordinance of the City. A site plan and /or separate plans shall be submitted in conjunction with the building permit application and ensure that tall trees are planted along frontage road of SH 146 and along south property line to provide screening, which will add to a positive aesthetic environment at the entrance corridor. 9. Provide detailed landscape and screening plans during site plan submittal. Allow existing trees to remain at site. 10. Provide an irrigation system to ensure that all landscaping and screening is properly maintained by the owner /developer. 11. Provide a public utility easement for future water main along north property line adjacent to existing railroad, to be connected with public water for fire suppression. 12. Submit design for on & off -site utilities with capacities. 13. Stacking of shipping containers at the facility shall not be allowed. 14. The Developer shall comply with all other applicable laws and ordinances of the City of La Porte and the State of Texas. 3 EXHIBIT A Failure to begin construction within 12 months after issuance or as scheduled under the terms of a special conditional use permit shall void the permit as approved, except upon an extension of time granted after application to the Planning and Zoning Commission. If construction is terminated after completion of any stage and there is ample evidence that further development is not contemplated, the ordinance establishing such special conditional use permit may be rescinded by the City Council, upon its own motion or upon the recommendation of the Planning and Zoning Commission of the City of La Porte, and the previous zoning of the entire tract shall be in full effect on the portion which is undeveloped. Validation Date: ' Director • Planning City S 4 445 S i N ,, SCUP - PORT MODAL CEN � E w W t �.�' LA PORT EF �� � #� Gr � H 146 t' +� � ° I T „4 ' E SH.14. r r S M k $ ! .: ,t 2 ''i . c , , - ' N . 4 , ,, , , ,..., !,, t � � � rf�` '�i f x �" .' # fi 1 . f f � " t— `; . � f � ..». S, ' +». .R� � f 3 ° ¢ , ' Y Y i � >a ' my5�t " (J1yfs?. � 4 , �4+3 y q� "' .c ,, .b � " ; -,3�. t + . ,, . "% 6 ' - - r &. 't , . :- i �, k � ,� +�_ �� 1� _ J_ 4t LOCATION OF w " ,4 � ��' PROPERT . - � :. " - -___ 4 z. F �a __ • 1 I. - s 6 N iN ' 2 1 '1 . 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'47 ,,,, .. ,,,,,,,,,,,,,,, C 4 REQUEST FOR CITY COUNCIL AGENDA ITEM Appropriation Agenda Date Requested: 3/14/11 Source of Funds: Requested By: Stacey Osborne Account Number: Department: CMO Amount Budgeted: Report: Resolution: Ordinance: Amount Requested: Exhibits: Cosentino Agreement Budgeted Item: YES NO Exhibits: Foreign Trade Zone Benefits Exhibits: SUMMARY & RECOMMENDATION C& CO North America, Inc., d/b /a Cosentino North America recently acquired a portion of a building located within the 289.94 acre Port Crossing Industrial Park, which it will be leasing from Del Piso Investments, LLLP, an Arizona limited liability limited partnership (Del Piso bought the building from Port Crossing before leasing a part of it to Cosentino.) Cosentino is requesting a letter of non - objection from the City, to be used in their efforts to be a part of the foreign trade zone program. An agreement between the City and Cosentino is attached, and following is a brief explanation of why Cosentino needs this letter and how the foreign trade zone program works. As you may know, the City of La Porte is located within a foreign trade zone (FTZ), and properties within a trade zone can be granted foreign trade zone status by the designated grantee for that zone. The City falls within Foreign Trade Zone No. 84, and the Port of Houston is our Foreign Trade Zone Grantee. Port Crossing has already been granted FTZ status by the Port of Houston, and Cosentino also desires to participate in the FTZ program. In order to participate they must file an application for activation with the U.S. Customs and Border Protection CBP to activate a portion of the building within the Houston Foreign Trade Zone No. 84. A letter of non - objection from the City will aid in their efforts to obtain the required sponsorship letter from the Port of Houston, the grantee. About the Foreign Trade Zone FTZ status provides a federal exemption from state and local ad valorem taxes on tangible personal property imported from outside the United States, and held in a foreign trade zone for the purpose of storing, sale, exhibition, repackaging, assembly, distribution, sorting, grading, cleaning, mixing, display, manufacturing or processing and tangible personal property produced in the United States and held in a foreign trade zone for exportation, either in its original form or as altered by any of the above processes. Inventory qualifying under the law and held at the facility in FTZ space that is activated by U.S. Customs is exempt from state and local ad valorem taxes. Companies that import a significant portion of their raw materials from overseas participate in the FTZ program for a number of reasons. Significant benefits include relief from inverted tariffs, duty exemption on re- exports, duty elimination on waste, scrap, and yield loss, Weekly Entry Savings, and duty deferral. I am including a page from the Foreign Trade Zone Resource Center, which explains these benefits in detail. Exhibit A (LEGAL DESCRIPTION OF PROPERTY AND COPY OF LEASE) INOILMTRlAL LEASE by ad beleeen lift PLSO INVESTMENTS,LLLP MJ C&C NORTH AMRRICA.W. ("IEEut9 OmW abor igs. 1" »lo (lM E . Dam) MHraai'M anc1i,x I Alf1 VF CONIINTS LEASE OF PREMISES. _ .....__. __._ ___ ._____._.._.... ....__....... ...... . . I I. COMMENCEMENT..... ._. .. .....,._.. .._... ......_.._........____. _ 1 2 BASE RENT AND SECURITY DEPOSIT..............................................__..........._.»..................._..1 3. ADDITIONAL RE.NT.._.._.______....._._____......._............_...___....____.______.____...__.__.....2 4. ALTERATIONS..............................._.._,_..._.__.._._._..._..___._______....,__.___.._.....__....._..S S. INTEREST,LAIE CHARGE_.__........._.....................................................»........__........_...._.__..__ 6. USE. .._...._. . . . ...__...................6 7. UTILITIES._..............................._...,_.._............_._....._........._.._ ...........__"•___.__.....__.._._....�_i R. LANDLORD'S REPAIRS AND MAINTENANCE OBLIGATIONS.._.__... . ... . 7 9. TENANT'S REPAIRS AND MAINTENANCE OBtIGATIW4S.........,......»..»............................t 10 DESTRUCTION................................ ... ........ .._.____.._....._._-,_,.........._...,.....,..._.........9 II. ASSIGNMENT AND SUBLETTING.................._..._.......__...._........__...____-__..._,.�-_._.9 12. INSPECTION ........................................----------------------------- tl I3. SIGNS_.._.__.._._.._.._.._._.__......_....__.....___......._.._...............».....,................._.»._.............11 14. DITAULY'..............»........._......._... ..___ ..___ ._ .....12 U. SLIRRGNDER'.HOLDOVBR..................................»._.............._.__.__.__....._.._—._.______16 16. RIGHT TO CURE TENANT'S D&AUB.T.......___..._......._......................................_...........__.......16 It ASSUMPTION OF RISK AM)HOLD HARML.FSS_,___._. .__...___.................._......................It IL CONDEMNATION------ _____. ................._......................................_.......__.....�.,....._a.......1T IAINSURANCB............................................................................................. .�..,..,..__.„,,..17 29. MORTGAGES........................................................................_.__...<__.__....................._.....19 21. LIENS...............................................___"'____..__._.._.__....___•.__................,_....... .....,..._......19 22. GOVERNMENT REGULATIONS................._......._.._...__...___.._.__.._.._... ._.._._.._.._.......20 23. NOTICES...__......._.._.____ .__._.... .......... .................. ....._....,,.».........__..._......2B 24. PARKING.......................__....__...................__.._..._.........._.___............_._.._.__.�_....__.__20 2%. OWNERSHIP..............................__.._..__._.___-.__..._......._.__.....___......__.............._.._......_....20 26. ESTOPPEL CERTIIICATFS................m..........„,......_.....,.......,...... »..,......________...____.21 27 CONDITION OF PREMISES.............. _.._..___...__...__...............»............_...........___..___....21 2t SVBSnTCTEFRQe11SES..........___..____.____..._....._........................................._.._._____22 29. PERSONAL PROPERTY TAXES..............................._-___-_--_--___...___._..___._............._.......,....22 X, NKORERAGE,..........e................................_...._._.......___........_.._._.___._.......,,..........._.._.._<.._.e 21 36 9EVERABILITY._._..___._......_._...__..._..__„......_..._.............. ......._._..._...__...___-._.._22 32. HALARDOVS MATERIALS.............................__.'____.__........_._.__.._........_,._............................._.22 33. MISCELLANEOUS...._..._................................._......_.......__......___...._....._..._....._..-__._..._._..._._.23 EXHIBITA-PRENBSF.S EXHIBIT B-LEGAL DESCRIPTION Of PROPERTY EXHIBIT C-WORK LETTER EXHIBIT D- RU LES AND REGULATIONS EXHIBITE-HVAC MAINTENANCE CONTRACT EXHIBITS-W)VE.OLJT CONDITIONS EX HIBI'TIT--TIENTENANNT'S COMMENCEMENT LETTER EXHIBIT H-RENEWAL.OPDON F'AHIBITI-RIGHT OF FIRST REFUSAL. EXHIBIT EXPANSIONOPTION EXHIBIT K-RESERVED EXHIBIT L-FORM OF SND MNCew'vMm4,a��mie IR0USERIAL LEASE THIS R:DLISTRtAL LEASE(Mla Lgat) Ix made beawao Lan4lnd,krrind in Imo Jot the Bask. Lea a Pnrvhian ad the Tama&%red ed in 11"t 9pll,Dauc Loon 1"knoi,i LEASE OF PREMISES Land)ord hereb leases w Tenant and Tnnaa hereby leases horn Landlord, bpct to LI of the terms and wmlimous scI forth herein.tin certain pmme>n(the"polmjn()dew:nbed in Item)oldie Dnk Loan Preisiora a d as shown in the drawing anal ied hereto as Crbihn A. The Premises am Ioca1N in the Doilding desaibed in lw.n 4 off the Bask Leese Pmvulone. The 6ufding is 1 ceted on IWr nnain Land.mow pvtiwwly dx nibtd s hem) of Ito Bask lease PIoAltons, which .n aW impreeW nidi nndanpme, parking m ilfliaa and dher improacm nt,flxtme,and eomwwn anal and appurtewwz now or hander pktt1,coisntxmd a trmled on the Land laomaa os reknvd to basin an the"Addamml Fmilmes"} BASIC LEASE PROVISIONS I. Tenons G&CNorh Amertn.Inc.,a Delaware owpoeatian 2, Ivnilmd: Del Pin, Invamtwa, LU?. an Ariema limned Ifxbiilly Umircd wnncrship I. Permian: The space in Ihe Daildiog Dosshowlcd on E<hthUA. conainmg apptoxwaely 147,813 aRmre foe! i'Rnmhk A'1 of era, togaha with the approximately 252.116 SWarc:e n of paved area oonik of be Dandier$naked m tba'paride S,xan Area'nn id. 4. Budding Tha caws ppenimacly 294,595 a9xan k o bk ldiny tocakd at 19214.Ibn Swaa.6aPtnte.lkww. 5, land: I3w intact was of real proer,mom Nniculmly dammed em h& lhtt8 hereto. 6. Pmpaty: Th<[and Ilw Budding aM dz Amitww Falinies. 7. Innki Tam: SiayDve (65) lean Mmin. commencing m the Commencement Due Sod eMnq o the lust day of the 651h learn Mond,ISee5S om,ju a. Faiioaltl Commencemw Dan(.4a;tipp 2): moveml r 1,2010 9. Fsti rid Eapiraiui Use(,njakn 2: Mond 31,2016 16. Pau Rat t 77pni): 1 ea..M,."rM. MnvM.4 Fbv Rent I akoagt 5,ichnwe pq,0O 61htppgb A.oflmlvc S56,5M.00 37 dnagh 61,i c isk'e $53,471,00 I. Inuaikwa pxvahk Upon Ex cnrion: SIot,000U0(Seen iiv Dept itphas l"Month's Rea) wnwo era era n nn,. 1L 1mnnt'e Pro Ram$hve(S c.UcU))'. building: 50.I7%(1473Il7RS95) Ropey: 50.1:4(I4T.813'294.595 13. lkue Yes,krOpenring Expmam: Cakndryev 2010 14, Sm:ritymwosil iS.ciicm XAti: $5(r,5pA0p 15. ReM Polmem Adbm: Del I t Lneslmenr l.LP 8&9 Sault Priest mrivc Tempt Armxia 8523: Mn: Prorw Msragee to Poo,rX 16. l.nndkrd's Cmmmmrian Alkwnu: Nmt. 17. Pwmirced Use ofdst Remises Seione: R diving, rlorirrg, shippkg aM selling y3lber tMn tuail) .Ms,.M mrerialr uM merehudise m ,$t nd'or distributed by Tcnart and for such omu lawful pmposm as nmy ho iaWmtalthffta. I9. Lv flord's Addruru Del Plso ImuIntaI&LLLP 3829 Swnh Prka Drive Tamps.Ariwro 95284 Alto: Ropery Mnagc .L.Porte.TX W gk rcvpca m nv deliah nmia,a cap, Mont Nrdt Kopf k Nary,PC. muM be sort an tnc nmc date aM by the 500 N,Akmd Suect emne mrhad i,sem to LiidIot4 10 Smte 3800 A,ilas Tt>a,7QD1 Ado: In fakrBiW l9. icncnfs A,idrex' C&C NnnhAmmica Inc. 13124Trkky Rive .Smfa(!.Ttiu577477 At.,: ceo wnhacgry m: Timo,b M.Wbk,P,q. Exemdve Vic'c I'mmh t and Gmemi Counsel $M$llmbun Biwt,Suite I%B teke Elmoc MN 5442 al. (.rlaaMIltar; Nom. 2I. Lndkrd's Bsukr(sl l.$Pgi,3Q1, 3adreM&G'ekry.tm. 22 1nnll,Nmkw 'fiamwoMom 23- lbe"Sme'B the mare,pmmnmtwenhh, dariol orjumdimieo in which Ma Baildox is lotavd. Tbk(nit fanaisu of Is.f amine inmMlclwy x,rw.ohs md Basic Lense Pmvaknt the PH,,W n.of dieSwdard Lcw.efiall Itaviwlanr is -doodadI ae Prvwaia s,•)hansitnng ofmus this nfvescc: MIIDen1I6Y6 lk6rta Ev3tbIA! Pmaisa Eamidt8: Legl Description Ex iibb C: Workktw ExhiN,D: Rules end ReNksimis E,dLbI E: HVACNeeaenntlxCnnnact Exd't E Mae-0uI Cti.i n Eehibis G- Teenfs Comweaw (Lever Exh,mt II: Renexal opluo Exhibit 1: Rig$tf bfFirM RC{htd EWibit) Lmaneion Gptbn Exhibi K. Rdecved Exhibb L Form of 5FDA In lho event claw vonfliea ben' a the pnvkkhe ofthe Fail taxia Fmviions srd dis pmvisiass oohs EtandaM Isnse Pmvsivs,the Slandad Last Pre%i an bzf cmissoi 1 Mlfb,w�]%ION 611MA STANDARD LEASE PROVISIONS I. C(JMMENCEMENT. (O The IiWl Teem of this Lean she6 he p.r the period 41x1 in ham' of the Eaaic Lash any oats,cof t hencing en the emlieraffi)the dare t1M1 Taunt,m en)'a Serum 11th. m(id it,the a i.3010 i f"Li....wem_I '5.the pa Unlan mlluer te,minaIth in ace ndance with the pivnimi heron!,the label Teem of thin Laic sIWI be the paid dxwit in L oT the Dnsic Lcac ftasinonx Th s Law shall be n bPldin, awmarrSal obligm ease To upon execution hetmi i'y Lmd1W4 and Tmmr. Isatwithammdag the liter mom of the Leone Tnmt. The mm"fohm sou is daihre:a a the atuxhed& kiLL'Wart LNmr. The Initial Teti.as twtivkd in whithtg by both LUWlotdaiJ Teomt ehall he lanon;s the"L,{ ttwt'. Iii) If the Ca unacmvent bete is dckecd or utherwi..e does rot occur nn the Eatimmmd Cnmmormene t Dale son Coeur in/mm d of the Basic Lease Pmvuions,:his Isar shall wt be said or voidable.nor shall Ladkcd be bible to Front for my loss or datnrge resisting Iherefam. If de,Cmrmencenwnt Dme is delayed, lie Eaimad Expiadan Dam she forth in RM2shelf be extmdad m the lug day ru the ,o"N 1n which he tam will coimne fm he Last Tam(the"F.mimim Dom"). ,at Folbmieg the Cmmunanecment Ds. Landlord shall peen end tkiiver to Tama, Tmanr's ('ammmaaent Letter in the farm of EaMiNfO tucked lessee due"Comm anent ladtct")which Tenant shall crim"kdge by examdng a etpy and something it to I.xadbxd. If Tenant fell to ntga and return the Commnament Letter a,ladbd within tin(107 days a its sea*hat Ladlord.the Co mnemammt Lens u Sam by Candled shelf S deemed m have emecty wt Ilmh the Coameocetnent Ran and the other roman alrosad m the Com w menmms Lear. Feilurcof Landmtd to noel Nx Gsmiseammi nLwaalWl have no effect an C rho vmnmmsnrene Dole. (dl LmxRWd will deliver the Promisee In Tanmt oven Cult a eertion or thin taw end w et by Landlord of all sums due by Twanv comstion fm the papoee of lil mamlling 1'mmh fmnimrc,fmhhrcs..tilme, and sepipm en and till aanawing to Devnidng Wall(deft d in Echibt Cl CFMt Pnvaavim'. The Emty Wsmsaion will bo subj cr to wlofT iant,a oblipdons under Nis Lome(except the,T nnn will not beablipted N ray Base Real urn such aely eneupmcy until it mmttlmttr egWHimr M the premise) Teeau iboll provide Lasdlmd wish sepias of axes roe of inwamcc,compbing in all hImpecte whir the mans of this Lease foe all insmmu required m he puviMd hereunder pim to entering the Pranisn. TENANT HEREBY RELEASES AND DISCHARGES LANDLORD. ITS CONTRACTORS. AGENTS. EMPLOYEES AND MANAGER FROM 4ND AGAINST ANY AND ALL CLAIMS OF WSY.DAMAGE OR INJURY TO PERSONS OR PROPERTY, INCLUDING WITHOUT LIMITATION ANY PREDICT INVENTORY. WHICH IS ALLEGED TO HAVE OCCURRED DURING THE PERIOD OF EARLY POSSESSION. Landlord makes no teprcsters.or wammy names safety of the Ptembm during any paid of bnly Pomona,ac aumuakn adaker aid kiea will he mgoinR T.shill avkaad as awvil'cs in the Processes during Early Posvoskin wllh LaoIMi m d LinHoi' 5cpnt?AW, .. RARE RENT AND SECURM'Y DEPOSIT (a) Tenmu:hhal I pyl Iandhxd.as Raw Rant the I..mdamount et fie in hem In of the Burk Lemc Prov siw.Additional Rent INaeinaRa defhrimd)aad ty orhx aewunb requked to be pied by Tene e to ladlmd under this I.ee,e(cniknlvely relayed d as"Apps")4r1 me L.Twin,in aduace,m the Rust 4y of each cNentar mash.m as oierwiae set Near in this Lease.wshmt setoff m deduction.at the sdshm not fork in !tent/S of Ne Donee lase Phovisiom As mad been,the mm'rase Mart means each full calamities month during the Leine Tam. Rent for any partial Last Mceihs deri,i the Lease Term shell be cakulmad an a per diem hams;if the Co.."Dew does not occur an to fat 4y of a cdendm monk.Rom for the period from the Ccnononccnwnt fete to the feat day or the next Islander a onih will be added to the installment of Rent payable for Lease Month 6 All eancd Rent shall urvive the expiation or wilier tctminaton of the Leave Tam. The obligatmn of Tenon to ray Rent and Mbar sums to Ledlud and the ablippaxrs of Landlord under this rise are :ndspmdent obI%atires. The monthly m Wlmeat of Dior Rem fee Lease Month 6 its set forth in!non to oldie Baste Lease Pressman)shall be payable upon Tenenfe aaecm;m of thk I ease. PMMn.]%eaM_6 IIMU (b) Taunt has 4epoirt4 wish Landlord.Security Depvsn ao m Math in hall of the Bask lore Pto.isiona,as naturiev fw he full and ndth(ul penf ante of Tcmult:s obligalipns under this Menu. The penI kpre ties,ooksa otherwise required by Lax,LarLwd dull test be tequimd to keep seed Security Ikposil sepaea treat its morsel beta,nor pry any intmest damn by Tenant such Sccurily Deposh shah ant be mimwBd as an text Nan poymeek or an,a mastic Or London's dm ernes he the event of a Defect by Tram. If Imat defwlb nth respaa,. arty provenmn ot this Leto.beeko ing,wirhonr IimlruVon,the pmvisiara telming to she ppymml of Reim the claming and ratwatlan of th.Ptolnixs upon des farm hour of tltil Lwee.Landlord may, an tall not be nquird b,me.apply Or retain all a arty pan of the Seerony Deposit U)fi tlw p%'ment of my Rant or any on,iron in DafaW4(ii)for the paynrnit of my a ha amwm whit LandMsd may spend or become obligated W ,and by reason of Tame,,Defeuk hcrmnder,or heel Jo aanpmmae Ladlwd for any other hus or damage which Landlord mry snler by one w of Tenon,s Defauh hereunder.includ.,without limiwion,auv and luaonahb atwaeye fees incursd by Ladled to scow.Pnaassinn of the Premises following a L) feuh by Tenant hemmdee, 1f any ponies of said 9ecwhy Depadt is to}plied,Tenant.stall deperat whh L+Wlurd,wain Cite(5)days after rccelp of Landlord's wiaten denund,an 'noun atrcian w mslcre mid Sacnty Depmk to as ratglnai amour,', Upon th expktal aftis Lease.lmdlod.ball return ad Security Deponb l0 Toren,providd Tamest has Inui to Lamdbd all sums owitg It,La,d od under*i Lax,and Tenant has rtumcd rice Famsn to Landkd io as grog order ad satisfactory caaditia m when Twat took p'mession in mmplianoa with Sang,, ile)d'this Lean. Nvtwithwadhtg anything indtk Lessee w undm Tows law Io the cmdnr ..tram hmeoy waives Scdiat 93.004-95.011 of the Texas Propmty Code m wch sections of the To...Ptolemy Cda r Leta to to Security Deposit under this Lase, (c) no patios nytee'hut fur nil fur aac,hemanda the Pianism shall be sttpdnd ro ewtair the naunber ofigaar,fret ofRenubk Area dmuibd in/sme Sot the Beak Lease Mtaidm s, td) Base Rag alien b teed to Lndlurd ahwW¢ly net of all mats and expanse. 11w prvvnmws for payMem of Operating Expenses by rums of paiadic peymm ofTman:s Pro Rasa Shitt of cMhwtd Opetaing F.M.and the year rid ad uumns of such paymmds an Intendd to pm oar 1.Tama and nlmbant,tatdhrd fix ibnwCs Pm Rap A.of all evrsot ad expense of the naure described in Sationl ofthis toast 3. ADDITIONAL RENT (at Decant shall pry to Land)od,as Addraunal Rear lent it's Pro Rap Shrae Of Exma Offending Exfcnxs for such tents arc Mrcinafller talent}.',curd by tsndlud fa and on Iwhalf of the Nopany subsequent to the Ipso Year. (b) "Rnam'r Pro Raw Seance is. subject to the provisions of Section ltcl the perwmmge member dcamovd in has t'2 of she attic Lase Pro'sirn TcnanEs Pro Rata Shea of Exam Operasbig F.upnsas that as nm wiflcslJv anribad to the Buil&mg("Common Ara Onwa:re Emaxs")shill be tar pacentge shwa in heat,;ofdo Basic l.wuc Previsions. Tcimni Pro ad b Share of EacessD en. l Expenses that NC ook Istfle tote&I!din( ("Buidina Opemve Rx roo,or) shall he that will slpwn u free 1201 use Basic Lmc Provisions. Imdiod m its wmmmciall) .riots diurclim will tlearrninc which Farms Opntq semen, s m tmmon Aan Operaing Expense,Building Open lase Fxpmus or caT nse to he mtiulybpme 1c7 Yldr�Ome u nor Exmmxs"roams all Operadrg Expenses recund or pay hk by Ladlwd during iho calenderyea spectlad as Tenant's Base Ycap het 13 Mane Basic Lease laurel era, (d) I rawu ail toga,nauseam,and obggasan Inuurai a pnabW by faedlord to mmacnn with the y.ttatien.owneMip,nwneemenn repair or matea.ma of the Building and the Pmpeny dreitg re allocable to the Lease Temt,hlcbadina offli h n laiion,the following: (1) lnddS As ured herein the tern, "Tgxag" Is any f of use or assnmerant general. spatial ordinary or cxtraonlitwy,impusd or Ievid apes(al the Land,(A)any 1r, a of I endloed Orion Prryany,(e)Lmdlmd's r)ght to rent or other ttuara fmm the Arpersy,and-.(d)lan4lpds hmause of leaning the Hemises. Tura hmlude Of any flanohiu tax,margins lax,license fare,rmmacuf rental Mx, atip tax,bnprovewat bond or bonds,Inn or tax:(I,1 any as or charge which replaces or ie in akiihm to my of such abowedxribed'lbxoe'and(iii)my lees,ospenses or wens(including)egat Res,septa MIILhr:W.W.96 LIM,I fees and to like)roamed by t andkld in ptoesuog Ix—ul aaug my aaeomnma kvkd or an lax flit. the Icon Isaes"shall 4150 include any Increase reaultinp from a Change in the mntership M the Property or Usildisg,the exnvtion of this Lena or an,modificaim.amendmat or Imm(a hereof Texas for in yeas me clog prior to,or extendug beyard, ht tam of this tare shall be'wwWHl to coincide wnh the coocapmdmg IiNm tscernmt late o I xpiraion Dew. Texes shall expeaa7 ioehule U)the frmAise ax'el farm i t V I CA.lax Co&Soclim.171 Udd1 ou sm., as the same toy be mgaded or reoodifled film time to limy,and iii)any saw !axes 4vS af,oe a I.mdlard 4Gm the Propa"B u has of or'm wbAituliml as my ad valoem taxes on the Rapnty or Wlcrwiac as a took of paopety tan rcfemn mike Stale of Taxm, Inwaace laavtmie dial) inlude,without Iimitalim,psemftms f liability,Itaperty Asmara,fa,wo koa ampensmon,twihmlake,teoomm, wind mdm Nariianq rem and any and all mha mswmte(herein cnikahelY rctenat tots"ia &g")whirl Lmdbrd dame na pry,to rury on, for,or in conneeti n wt Lmdlod'.t opmmos of the Prsgaty. In uddiom thereto,in he even Tmunks use of the Naniaca dull remit an se ante ol'm}of Landlord's hisarusel ptemkl s.Teroam shall pay to Lorollord,upon demand.as Adaknal Rem.no amour NOW to such increase u lnsurmee. Such pavmcnts of hsmevcc shall be in additia to all ptnmioms of insummx whxh Teas is IIXlulaed to aesy paaaatlo$cj 19 oft"Lams, (iii) Common Area Miiutealtee. Cotonou aaa mainten we charges(kateinafer refined to m-LAM')shall men my and all asst.expen!eo W obllgatkha inmrred by Laaldlocd in mnitcction with ota q,ernlm, ownership. management, repro and teplxunua if accessary,of the Boiidbg acid tM Proper a<Ndmg.wiBwa Naiatieal,the(oUtwtng. IA) the operalian,trywa. maatenma and wpbuctaml in usual condition M the common amass.nuoudiug paM,n,nosh lading and onhuding afar,sash arena roadways, xidewalks, walkuayv pavkways. driveways. laatseaped norm, sniping, bunpen. itrhgetion syuema dm4age sysxms lippone pasha!,, faces ama gaaax exterior signs and imam dirmmrrias: (B) wooer, gm, ele-aiiity, lakphona and other uklilies servicing the commml a1Ma; (C) tank disposal.ieMmrial smkm,aneww anmovaiv property manaecmer, and sxunty M.V.C. (D) nsaaves sel aside for meeaamre, repak and replxmmll of Ile, momma arc and Bulldiag; (I:) envtnmmenml mmaamg said inwnanoe lnngeamx; (fi mmthty amotiaatm of capllal imptovernenu la the cmnmm ws alki the Rui ding, The mmdlly amxnlmdn of any gixxn capital impovemem shall he the sum of the(il qumimu nblasN by dividug the cost of the capital ingmvantnt by Landlord,emimme of the mmhes nfmmmv Mnulul life Mnxh impnwancot plus Iii) m mmltm equal to d cast Mthe Caplal d by in lawanmr hrna 1/12 oflke If6itf of ?9a or the t,aimuan annual fittest me podded by ,and (G) tmmlemnac of the Building inckdcg,but net Ihnkxd tc painting, calking and rcpaM and Mlxrmom of Bailout components.hacludmg,bat ma limits to.rmf.akvenxs and lire Menem and spitkkl xvuems. (ivy The follawme is.s shall be excudod£am CAL 3 salt,%"4134$ lmitr (A) laming mmmiaamns, ananeys' fee,. costs and disbunanmc mw other expen ea incumd in cmnat,cn with leasing,mnovging or im wovmg vacua spat in dw Prcprtm far renmm orprnspentivr wnantn of the pmperif. in) aorta (imiwling pamdt. I nor and iin9etion fn al incumd an mfwvatmg or aheiw ri< impm.'my ne de vrmog painting or radr[wating apa[T for dna sorpant apaCC: (0 iadard's cola of any xnius sow Co rcmnts im which Lndlurd s ?rolled to be nnthned by sock t.amro m an additional chafge of rain over and above the Had Rent and(paming Expmam payable cadet the lease with s'di tetua or ahcr oaopmd; I➢) my deprrcmfem or ammidtion of the Property nxccpt as oxpresdy pvmnd hem,; (E) cads inevned do to a vlalmion of law by adh+d mt tieg to the h^VaN'+ (F) iiweren Oa dam a anwrtiavwn pnvmmn OR ant mtmagra.v draft of men or ny aka debt ebrbn'mwod m icy; for all item and servkes far whkh T a9a or ?her tenants adoolwna Lawbrd amid,of C'AM; (H) •q,.in or odw work oeueatwd by And,windvonn or other wort paid far tiv[.gh insure or condeunnatian procn ialexcludmg and,dedna@let; (I) Iapl expohnei hatred fw(i)ngaiavug true canna for pruysrtire to addro,(iii IrgaiMing tmninairm or earninn of leash with exiwing nation.a fatal poecedings against onv other specific tman relating solely to the cnikaim of not or other awns don to t.mxltotd flan loot,len.ni add Of resin raueing non any dow n llw odginai denig,a cassdrwtlan of the Fropnty, (r) Pavme J4rjIgs,,I Oaring msth of the Lease Tom sebidauml lo the Haag year, dr tl,t umc dap t .t Hasa Rant is dtw.Tcrent will yq landlord an anuunu tyual it ,aott<1gb(li 1?I o:thr a dual con,as mumsal by Ia.IIMrd food ewe to tune,of Taint's Pon Rata Sham of Excess Opemlmg Evpenatr {hrmnaflm deffa d)for the Property. Psymnn themol for any fractional calendm nionth shall ho pmratcd. TO, trot t*w (),"a En' ma a OOpentmg Espana for the appliumle yen, ZR excess of tha tisx Opwafmg Enpnata. () Any delay or [alms of Iaadmnd in ii)ddivermg any eairr. or .raemnnt den[rined ni rh:a Anifk 1,or(it)comyong nr bitting of Tenn s Pro Rat,Shade of Excess opamne Eapn.acs shall no:ceaetirau waiver oils fight to rcnu m in,mrrece in Rona or to iav way,mpair the trmww log obhgaton o of Tenant mdc, this Artk1e3, In the evert of ant dispute as In any Addibonal Rent duo andcr this.kick?,Tmani,an offwer er Taunt or Tenets mnifwd pubtic:wwami I fbut to)In no evt.t sash i matt hum or mnpl ,an asvountla£I.a ny otter mnm to Odd Ia,i I cad as ter torah under this Section who d aimpennated or paw.br sw.h await en a aontingncy h is and Ib)in the coin Tenant hims or anpim'a an'ndaxmdent parr)to pertomt aril audit. tenant ?hall pmvih Iatedlwd with a copy of the enpgemnt Inter)shall han the tight of er masunable uo,w and o «axaabk totes m hayeia LaiWlnnl'a unwndng eecwds M Landlords a[wwdng oge. It alter such m3çvuo r. Tenant will disputes such Additional Rat.ulcer Tnant's woman rryuest dwmfm,a catificmim as to the emir flown of I tome's Pm Ram Sham of such Fketss OperMittg FApnsa ad the emauor duo to or o)mble b)Twam shall lit mde by en independent catifind public acewnemt mutually weed to by Ldollerd mud Trnvn, If 4 Mwpew z a emu landlord and'I erant cannon muniatly acme to an iMependene remit d publicaccaumant,then the pmia agree that Landlord th h chonc on in4pendam eenificd public aceam!rvn to conduct tlw ecnifieatim as to the pnepa amount of alt of I'mam's Pm Now Slime or such Excess(nhenu ng flpenae,due by Tenmt fa the paned is yoesion: proaidW hwweww,such conified public secounuid shall not be the accounutt who cond!moed Landlord's rnitu enkohnm ol'Tenant'n Pro Rata Sham of such E,,xh,Oaearing Expenss to which Teasel is now olyae[iaa. SEh eenifxatinn sltall he foal and conchuive as to all pities. tf the mliltidllon redeela that Tawtt few overpaid Tenants Pm Rain Share of Excess Opumting Expeocs for Ito peflod in Abortion,don Landlord shall l am such access.to Tcnom's next pyourn,ref such charges and amversel),if Tenant one wderpleid Ibnmfs Pm Kau Share of Exam Gpe!ang Expenses,Tenam shall roiptlypay such Wd'nimal charges to Loadmed. Ia tit agrcesto pay the roan of suds ctit,aiUo and the Imestlgstion w.In respect thacto inks a is dotrme,od this faidhwd's anginal smtemem wen in erne in Lat ewd's favor by meet than ore percent(1%i).In which cue Landlord wall rcimbune Tcnnt for the annual and re aonable news,incurred In eunneetka therewuh. Tenon waives the nght to diapae any mete miang to the calcolanon or Tnanfs Pm Rata Shute of Excess Operating Espnxa or Addhkmal Rent tandem i Artiuk}itchy chain urdispum is not asserted in writing to Landlord At.one hundred 'Win,(ISO)day,after dai'ciy to Tenant w ine aiyiml letting sktcmrnt with repot thermi- ftemalAsaxling she kvegxnny,1-hoses slag maintain sea eonfdemlatiey of all of I.mdlairs accmtmng mould,ands bail riot feature the.wane to any other pwson or many except for Tenure's pm( iennl M''isrcy cpratn lye,(such a ItmnI employees,aceantmts,edsiwws,anume)s and wt,SJWAt$t whha had to knave such neemmting nftmmstion,who apes a similarly maintain the confdemialily o(wch Mushiest adernation. (gt Lrdlad and l'meet arcsthacach lwovhion often Lowe tot detesmniogehasga,amaub,and Additional Rent aaytnems by rowan u crnunemby twwnM'.,and as to each such downsa or m,ount,c' time a"method oy which the ahatgc is to ba cc,mpu!eM"be purposes ofSwdon 97.012(ALsemnan of Chagas)of due Tom propene CS m,uch.;asian now casern a as it cony be hacaBer amended ant aucctMad. IN for purpnx.ufduwnn inng Threat,Pro Rom Shore of Pxcess Operating Expenses,(:tmltallable Opannng Eapaucs!defined befoul is,any calendar yea will be deemed pot to increau aver the anoint of Connollahle Opmaing Expenses during calesr yer 2010 by more ehn five percent 4 %) pe year eumulmve horn, cannpwued annually. the tam -CousballatAa (shorthand Espaam means 011 Opomling &pmxs except casts and expenses&r tags,mbrma,and utihns,cesb to landlord mmhing from compliance wine applrcoble lawn.and arty itteteava in Menke contract f and cYeenaea insulting from gevumment-mmdmcl wage iocrta e, (f) The rams and provisions o(thin Atiyk3 shall survive dw expiation a taker tcmniamaon often Las. a. ALTERATIONS (a) Londbrd shill delay the Resists to tenant, and Tenant zgmta to accept the pmnMs wan ItrdNN is is exwing'ASIS","WHERE.S'*d WITH ALL FAVLTS"condeion,end LaMMsd th ll have ft oblige i i in refahfMt or c&nvhc improve tie remises thrwidthom the Laana Tenn;pmvdw40,however,ad nonitha,anth the fortgoingte the innfruy,IAMRnd's.Vie om,inctk constrictionabli mien uadmltis Lobe he ad fdnb to rM Wank Lam,enacted owned as va(ryhf. (h) Icahn,shall n make any martnee n,addnlun, or improvvmrnls on @m ion, a or PaptIy ('AMrs ima")without the prior wnhen eonbnl of Landlord,.:each consent win to be emoanably wassfiI, pywided.beweva.Tenant shell have he tiller many time dmug the Lear Tenn,without nailing fmtdlead'o Met archer consent,to male eosmenc.non-mbabl ad ran-snoauM aMntinna to the Practices which cost shall non cast In ThmasM Dollars ISIdOW POi n any one adauler yes,. NohvitlWmditg the forgurty; Inert dial' make no AberanIns to the Rnnisas(p vbiai will adsmae mpaa he 6ulldin0]meonmlwt.electrical a hrenn , weotflbion or conditkminy syecma, or til)wtbh will dvonay ioapa! he stmcwre of the Ruiking, or (iii)"lid'arc visbk from the exmrla oftha lMnlsn ku ii which will resuh n the pto such orarsew,urg of the roof or floor,without OM otwaining Landlord's prior Ti..uri umum a apprtwa m such Attention iwtkt amsac or appoval aliali be in the landlords sub and absolute thmtaia). Notwkhwmding the ahecaatd.7cr en:. at Tenants son cos and ar ,ets ,may msw1.sutler tritefixium a Tenant may deem noce en ,so: as nab node fixwrn do not penal-ate ordimnb the etra-turol,mognty and wiPPon p u idcd by he roof,exteritw walla see bl@rvnSbMA9„91lPPk sub fbaon. All web tale fxhves shall be constructed under immlkd by eontranms approval by landhad,m a goal aad wuhrmnlike comma,and in compliance with all epplirubk Soxemmenlal and gnas4g vErmocnat lanx, ordinmas and rcgalouoa,as wail as all rcguvammsofflandhvd'a Inaumncc carrier. (c) upon 1hr expiration arearlerl Lion oftIis Ion.Tenn shall rcmuse all trade lianrm and cony mhcr Akerarions Installed by Tenant within the Premises;and,upon such removal,latent shall restore the f'mmWa w o taMitisrn wbstmnialy similar ro Ihat condition when rectivea by reasons However.nawnImtsnd i the aknesaid,upon eamdlord'.s wnaen ekcurx such Altcntiens shi roeeer.W LandMN and dmi remain within the PW.iistS,e in no event still Lanalnth have cosy tight m my of renn's anti statutes:cod,except m snherw,ce.scl farm in this I.mw,Thin may remove such trade fratum upon the.iemrinadut of this Lease.provided Tenne rrmprs an.A damage caused by sock smnrrval If Tetunt does not timely tamove sto l pen{sny,then 1 Cismr shale be emInmivo)s•wtsuxdto have.at Landlord'sd ma,d(i)cones td such wopcn to Ixndlord without cnmpeosaeum or fii)aMdored ash rat,pcopetty,and Landlord may diµtne afar pare any pin rhaooi in say roan at Tenant, wirhoot waiving Lar,dlmd's ngh1 to cWim Gant Tams all opens arising out of donEW thikm In of ad,e od inulred)anti without I wkly In Tram jr ay,amen fenon, shall my shall have no out)'to be a bails: of am such pwlnai pmpenr It I.aualt.d titers Mandmmat Tenant shut)pay to LarndluM,own dcrnm.me' npenaei lit rrtd An disposition, IA) Tenant dull keep rh Preoisce.the Ouihiing and the FtopeM free tan any and all liens mWing can of my Ahemtinna.work perronned,tnperlalt fume t.d,at oblignrcan incurred by or ha Tenant. III the even that Ienmi shall non,within in(10)days following Se anpoeitla}of any such Lkit.cams the same to be rrkescd of record be payment m posting of a bond he a f[rhi and issued be nsareq xeepuble to Landlord Landlord shall love the right.but not the obligation,w cause soh lien to be ickacd by such mean as d shall deem pope I inchrding paymem of or defense aggnin,the darn giving Sets such limn:in such cp t,Tenant shall reimburte Lmdlonl fm s)1 mtormzs so paid by Landlord in connection therewith,xt}eaar with all of Landlord's ousts and ecpmeea,.viol iner,I iteemn al the Default Rare iddned below).and Tenant shall inaemnifv are)defend each and aA of the Lmdimd In: nuthices(delhwd helaw)-,gaunt any damags,lasses at costs arising out of day mud;claim, Tenant's indemniBcmbn of Landlord contained in this Sectae shall mivive the expfemian w earlier taminauom of Ibis Icate, Sich rieMs of LmMIaN shell be m uddNun to all alter mmedirz provided hemm wby law. Ie) In addition to the Toren Imp ovotnentr,'fntarn may ragntre Landlord M Landlord's sole con,to was i an additimml chain fink farce using Nothish slmdanl material• in to location adorned an Ethatt4 (the Actual onal I%clee'1. If Tenn elects to Iequire Landlord on comemel the Addbional Fence, Tocaed roust deliver wino ad(co to landlord of suds Necrltm within chirpy(30)days follawmg the Commencement Dale. If Tenant faik is deliver swill notice within die dory O0) day period. Landlord's obligxhm m corrstnm the Additorai Feuxe will hamnatc. If either pasty wwrae6 the Addinoaal Fence, the maintermme, repur and replaprnent of the Additmal fence will be a'tenant'-,ante east and expense. & INTEREST,LATE CIIARGG (a) If any maillily M✓ailmeni of Rent or any oilier ararunr payable In Tenant hereunder is not reseed by Laudlmd by the date when due,it shall bar roundst a the D F uh Rae form the doe due anti;paid All mmrrn.and any)tee charm Imp scd puouant to Seel i, b)below,ahai by considered Addillurai 2cnt due Rom Tenanle,eva t m landlanl under the inns of this Ian. The reran`Default)care'as wed m eha Lease.tuft mean the laser of IA)dictate amaunuad now lime to time by Wells Fargo Rank or,il Weis Fargo Ban[ce d e m exist or axes m boett, b ode vote,then the rare announced Yam tune Ian rime by the largest(as mcawmd I'Y e ill sihe chnrcd Fmk ring In the Stale, as Ii"print core"n"reference Taro",Rios flue lucent 5 ill.ter IH)the nraxinmia rate of interest Mmriteil by applkabLe lax. Tenant xkwsslodes tub.In addition te intern coats,the Ww pmmemn iry Team to i,umtl.aa Marl' mmthiy Inem'I.Imend of Base Renl,Additional Kent or mum sums See under this Lean will tine.:Landlord to intllr cost no contemolottd by this Lease,the corm mnaom Cfmdi mss being narcrest,d,iku It mN Iopracac..l to fo_ Such elbe c an imlude,without limitation,pecaosring,a emmentnive and accounting charges and'are chare.That many be imposed on Lwdkrd by the Damns of any Mortgage I. defined below)tee rc!amd Ion, da:umenra atmbcrirg the Promise,.die Building m the P r rate Accordhily.if any monthly flaodcem of Liusc ke , Additional Rent.or any other-,cooed payable by Tenet hereuder is ors rxeived by Lmdld within fhr n 5i days b Miliaaraiue 61 rt"./ or the due dote thmeof,rd such deimgwn Y vohirses fin a pence If live i e.1 days alter wnttml notice from landlord to Teomf ipmvided,howrvrr.landltrd is nor r%uired to provide sum written nano mote then tw,,e'iit any twelve(12)man@ penw,,Taw,ithali ,as to Le 4lord at addhimal amt,of rive pemnl l5'Fl nffhe metdue unworn as a late charge,but m no count more than the man8nam late ahnrge allowed py.law. The peeks agra that such hu ahmgu spies ota a fa&and reasonnbk estimate of the coats that Landlord will incur by reason of any iva payment as hertmalrove rtfmnd to by Tenant and the payment of lat.chesgas and inwte¢are dicnca ores upmam in the The iuymerit of inteaws is I.compen:vas:LamiluN for Landord'+pramin8,isheir adve avid nher enst& utcutred by latdlnrd a a result of Tmants dnlivauent payments, Aecepance of a late cwrgo or inure r chill not cony itute a waiver of Tenant's default wilt teaptt't to the wadue amount or peewmd Land'mrd from as ;mg ant' sd'tbe undo r:khu ins remedies available Ice I.m lase ander this I se or at law or in equity row to herrrienHer in effect 1, U. (u) Tice Ramses dull d cud only he U,e p up as er froth not Imm IC of me III Lowe Provixions and mall 1101 he cud ibr m}Shot purpmc. Lai,dlerd still have the right to deny its consent m a_Iy.iune in eke pctmined uu ethic Prcotim.'l iiv.nk and a,noluu usatthm. fbl Except with regloce an IN,t)uuide Sung, Area,onside Aomge including,wirhoat',imimtmn, drop shipmen5,sack 3rotngc, mucks ad other vchcles,is pmhibtted wkhom Lmdlwd's ptrnr w IrMh eonunc tenant shag obtun,at Tntma',sole cost and uxpnu,am.and all lieensen and permits mmain for Tenant's amrmtmimed us a of the Preuius. Tinton shill comply wish all existing and tunm govmnnenlal law,tmlinw'n and aeguhtiors afplicable to the use of the Bemis s.as well n all nquirzman of Landterd'n Lvmmm carrier, Total shall not penoit m oLlactiunsble ei unpleasant Isms,smote dna,gw,nom or itratiom to manure from the Pnenho s,nor lake ony other ac4on wbloh would canAlwte a oiiwmo or which would dwmb orendangar an) other onrush of the Properly, or unrrasonablv interfere with such wines tents' u e of men respective spacc. tenant shall nor receIve. ,tom or olkerwiec handle any yfoduet,material m mmehutee which is faplosive or highly infammabte, ic) Ai Tmanta sole curt oM expose. Teaaot agrees to ptmor.mainain and hold asSabk to, l.Mlard's impectico.alt gea.mmmmai Irmo,and paroles requited for the proper and lawful cm3 cI of'rwnt's business(matt the Premiers,if arty. Teens atus lout m uu.aka or occupy the Prcmtscs or eRex the I'rcmuus:o be cud almmd and occupied in violithen of,and Tenant,at itn tote sons and aapewy agteoa to use and cco py the INmi.I,nil vaot,e he Rarois a to be wed end oaupiod.,in zampklmea wick (l/aoy and iii la wp ewmes,roam, mtnettmte,ordinance,.rules,"shone.Orden and rulingn row or hereafter In form and any requirements of any y inaumwe authorlry or duly cim risured public wtbraity homin" rkdicfiun over the Remecs,she Building or beRoped tow or Miwfim in Gem,lift the nqukemtna of ebe Insumna Sav¢w Office and any other similar defy.Oft de Ccnif sate of Omupancy issued for she Build'mg,and i iwl any rcaxdel evwenany condhiona and ratnctiom a a simda nechoory apeemente,if my,which affect the use tocuman n altarafion of the Remise; the Bonding amdt r the Repay' the "cCtgi(r`). T eau „gates to comply whh the Rule, and Regulaicma nkrnacd it & )hlo,, e P of tfd. Lesse. Tenant awes no to do or pmnit anything to to done in or about he hemisea which will in any mannmobsst or interfere with the figks ofolherkwnls or occupants of the Pnmemy, or mum or umcasmubh Iwo them.or au or allot, lire Remise to be used fa any unbwfnl or unfeaumWty ob)anietuble w luse., Terwt carve,not m place or stow any artkles or materlulu outside of the premises or to cnos,manu,in or pen n, any eruste im Ion. ndt?or .r)Mut the feel ies or al+4wha2.0.the Rope iy. Tenet shall nn rsc or alter the Premiss to be used for ladgag,barhag or the wushing of ciaha fd) Tswm mall not at ony time use or occupy the Premises in violation of the emir an of cceupoa ry issued for or eesiticriwe covmama pehaining to the Buihfktg or the Piemiam,and in the evert that any anhitecnmal ecetmoi canmbri or dipamnem.l the Stum the city-ouiom'in whkh the property b located hall at any time canrwrd or declare that the haulm s we used.coons d in violation ofsueh mail r me or emifkanof a cupancy or teshinive cove nts. Teeam shall, upon live(S) diva' notices from Landlord or any such governmental agmuy,immediately dhccei n c such ow of the Ramisa land mhn,,e remedy ouch viahukn). the(shine by rtmni b dnd.11' nom use shell be eonsalhee defaultwdefthu Lease end Landlord shall have the right m eaertlne.any and all righic mM remedssemsvied herein or availew h by Inc or in equhy. Tetane shsll am)sane welgbt upon any portion of the Premises eaead"urg the smuctuml floor load tiler Wrap foal Natcel whkb wnnxea:iw) itenf auc9:area was dnsignWN(and is pertained by law!to cams or imherrvise use any Building systoel in exeoss of its <al cihy a in anv other manner which may daotatze weh x)'tern or the 8aildm . Tenant shill not crai a within the FPomisex a workingenvimment with a density olgreaux than the Ic crof{:)(lye{5)pemotm per LW) quaet feet of Renuble Arno,or{ill the rauimrm dnuhY permllcd by law. (e) Ttstaa will have the axclaaive right to use the rrnced$tomg<mca depicted on Fabihit4 huffs d m this Lease(the Thsidey F+rUe ArGp'l for to propose of taming granite aM qumss in compliance wiih all appizableleato in sddhion,terms wilt have the cxcluaire right to use mescak loosed whiten the Pamisca dur'vw the Leos Tenn(the Wkpâa?o. ekpco%tl.ift.mNlon3 has not fusm id a new sSt(die'New`lade")for sex by Arizona TO, L.L.C.rArinnu,TiV)or W before the Cnmmcm eme:t 1)410,rilan.wghin 24 hwn frlkwism Latdlonr m Arizona riikY mpwat fenam will allow Altrsna Tile to cater dm Ptemisea and me the ENstine Sink until dna ca:wr to urow of I I)the chit @r Pow Scale is apunmw of(2)January L 2(I L SD Tpnanr ad:murkd{;es Ihnt Arizona TJe currently occupies the Premise' and that Arizona Tile's cromputef server worn is Iocatc t wilhw the Pewh,v (the'Smef Room'If landlord ur Adeuna'rile may access and I34a the Server Roan(, purtaketof Innallalon,mooennreo and Iqt lr of Ariaw tile's wmphtenaa'Fhem_ provided that stwh aeons righU for installation,maimatnce and repo me limlmd to(1)the normal busuteu hwars ofTenmt and(ill after the normal busiaeas hour,of Tauwt by aw rnmx L with at lust twenty-four r 241 haas prim uotlee. In addition,one tp 2S Pob ceAT whe and one(IF dunl not filer optic cable will mmain in roe Server Roam(NO"ks'-, lomebod will dkmi(y and label tha fables prior to the Commencement Not.and Landlme will insme h C, lts mnmin dkcomseercd dung the Lease T. If during the Lear Term,the Cabics Coe dvn.rgo ll alared w mode rmasablo it,a, Tvmn1 P.my,tenant will mien Wro,I;mdkrd for all costs inwmed of the replacement and ianumbit n of the Cables. The provsions of dtia Sccr:vn(itB wilt wtviue The expiralnn of Walter mlm.attoo of Nb I..asc (gi Prior to the Commencement Da¢ Lwidlord, at is sole coat. will rcntcnc all hadwan and aofwme used in coiiwcIiun with the slams syamm wnvniy swag the Promises(the"dlguaS Q):pmvited, IaMfC will not.,stove doe wring waded in efeeneye, with the use and in wet on of the Alamo System Who"Alvin Wirir '). Wommt Wry use tic Adams W'nng during the Leone rant:prvvWed,during the Lease rmn, Tenant maw nsuvain the Alain Wiring:n good condition and repair.reaaanable wear and Isar oxcepied tenant may itat.move the Alone Wiring without the prior wrirter.mnscnl of I.nodlerd. The provmmns of thic Section !t,_{djwiil RW M Ilse espirehon it e h r tarmhalma d(Ihrs I.Rme T. ITILITIP5. of, Landlord agrees to supply wafer. Fos eleeuiciry and sewn contmeeloes to the Premiwo.. Oparatlg 1-.iaci i s will Imr Ineludo the cost of elecrndp,walor or gas.No hnanl will pay an amount equal to Tenants Pia Rata Share ofthe cmt ofelecnicit,ntct and Gas forfhe Peopeww tLtilihnCo ). The Utility Coss reed to cadcudam Tenanfa Pro Rat Sham will not include the coat of any 1.te, nnionme utility wage by Whet Imams .3 e occupaltb of Iha Property, sub eat now, tie usage to be dNnmind by fendlatl m its eommercieAy resemble diacrvion. Landlord any fronuime to time deliver to Tenant alt iin tit An Tplait c po. Rat Shire of M Milled Co..Coss,and ant will make payment nfwch ammmt m Lnndlnnl within thirty(30)days of deIhety ofthe yearnt,e,tm Lmdlcwd nay day, good l,ib anne,to of tmanfi Pm Rata the430) momhiy pavmtnc of site eslimnted ut,plery f:lwls us Additional Rem. Tenmll,m in teak uar,will be rrq!wsiUk lee telephunc an m d other data Cobs for de Pnittt (b) Al Tamm's request and sole expvue,iaadiurd,a oo out ofponct aapcnse to Laadlar.will aeeaonebis eoopem a with Tmanl to either(i)sepaenely meter the Premises for ant or molt unildy anions so that Truant may obtain direct oomeadom and two only Its own olihl supply cog for nick utility snvk<(in 1ti or paying Tenants Pm Ron Share boom a john meter ands the above proriiiuni of whiz Paamaeh II,or(ii)Worm r The Pren»za for one or mom Wilm Warylce, to measure Tenant's aemal consumption of such Milky supll).and, aharopftte Tway wilt unty pay ln.fiare Mix)'mNrymnt as mmnaumdb the subote¢e Landunimay revmmbiv appnwo the wahine ot'wnetcringrarm xvoery:and Tan¢nI is respmnsiblt for he ralmlr and maartenantt set any suhmeta it inrt L.Term. during die Irm. g aerrwazfaatwa b ilhtnt ic0 If landlord. In he co mmemmlly recumable rhirwiim, demmimre Tamafe utility bag is dispapationme to the nility uuga of other iwmnc, vim or wcupinh of the Prapnry, tandlard may "e'r, [cant,at Tennis wk wx aidexpenx,to(I)sapertely mmenhe lhndsem fix one or more mllity se r flat Tenant chats ditto wena o tions d pay'only its own tw f sv ilit) supply co ch av utility slcc fin h'eu nf Pyme Tenani s Pro Rea Slw from a joint attar under:he above pasisiom of%k Nth WrkT a{)-borer the Plenfises for out or mac utility se ices to moanre Tnan's actual wnumplia of sock unlit, supply.and. drarefim Tenant will only pay its share ofsuh WILL coat m me urwt by the,ubmetr. Taunt is retvanaibk Nr the o"L,aM mainicnmwc of any suladner n insuilsd....the Lane ema. (d) Landlord will not be Iibk fa,and Tarot will nu be orated to,ally damages,abaxmca or radiation of Ranh to whin liability by reason of nv£mime to Ii,nn h any*,vices or utilities Jo cribwI herein for fly cam wfsn such failure u mssitc d on whole or in fan by repavt,improvcmens or mechanwal brStinwnr, re by the at or depuit of Teeox a when genie or by an evem of Iorce mije,rt or miter cam bcymd Landlord's wnmt. Landlord will be emitld a myaax with(be aerg; conaen'tinn eli.as of gut tnunmlal agenci. or utility wpl:lias. No such what, rtoPpuxc or alien'ption of an. sigh utility or wnicr shall be consu tic!as an evktlon of Tenam.Iwr mall lie nnne above Tenor from any obligati,a perdide,1ycm•enant ur agrecnnv tamer Ihi, Lease. In The event of any lai:ure., amppagc ec insaro nosh thereof, I.andlond mhnil die wnbic elTorte to alicmp to.tote all cMco,pmminly. No rryroseM rim is made by Landlord with respect u rite adequacy or flints,or the fhtildin 'i van heat.aft eonditiarting a other syrsrens'0 mainatn amperamrea a may be nquitad isv the operation of am romptaer,dau prrwmang w afro spai&I equipment oftceant. & llfl'ENANCE QBUGATlOtiS Landlord agrees to repir and mainher the seucnval portion of Me Building,incbudutg the taundesmu, be ring and exmrior walls(rnduding%p,).auIMaiag and roof Iexe:mbtg skylights),and the ehctrkal,phmbmg and ream +yearns caul&the Building,grvmrs and doornpaa m the Building, asks tank maintenance and repairs ea ceuzed on hen a in whale by the an,neglect or omission of any duty by tenon,it agora,dery ia, empkryem or mxilas,in which case Tenant will pay to landkml,us Additional Itnt,the ream sable cox of such iaisximnw and rnpairt The toots of mainrena we and re r in pefcmied by Iandlwd will be order.W'm Tenant's to Rats Shoe of Exccas Cprrat,ui Eapeases. Except as provided in ibi,Satiaa9.Landlord has no ohligeliun m .her,remodel.improve,repair,decorate t paint the pamkew or any pan rhaeof, Landlord will on,be liable for any falure to throe any suit repairs or to perhrm any mamtenann unless uiO ITlure snail genet fa an unreasonable time after stilton notice of the need ofsoch repalm or manea,e is gisrn to Landlord by imam. TaneaL will not be cntitki m m y abatement of Bass Rert and Its d;ord aid not heir any hability by roson of soy innury to a iatcrtaenea with Ibnat's twine,miring from the maat,ot'aoy mpahs,eiMffittms or hnpnwements Ott.,any ponkit of the Bui Wing or the Farmers or in,w to Bamtea, ppuoaaraaeea and tgoipnmt ttnem Terms waives that rli to or maim repairs at Landlord's expcne!mtkt any law,nv tie,ordinance.rule, tepnluion, order or nlira. 9. TENANT'S REPAIRS AND MAINTENANCE OBLIGATIONS. (a) Tenant agrees to keep mainuiv and Prexrve the Pnmi'es m gad wad lken and rcpt and.who and if needed A Teri wle coil and uprose,to hake all regain and replace name to the Pmbiaw,and nay part dandekaschadmg,xintan timeingthe gentility of llie(orroag,all.quiprrnar w fuifdieeapw.f llv smdoe the Premix,.inch ss aB into is with, intmk r surfaaea of exterior walls omeaana, from, ceilings,door,and exterior dun, wadowe and ftam.n, plumbing ekcaical, lighdog taciiities boilers fund or untied ,ressure tenth,tore Itow ce,n ,toa ifaiWht the Premises and NVAC llinu s.voulnkm,and air a'o difnming)",torn, and co{iponent, tenant shall maintain a preventive mai»uname.mars,,providing for the angular inipretiom and vuWmaance of the Mxing and airamdian'i ty,rtm in.mxnpawwe auth sectk,e 91')below. (b) rower acb.qwlcdges end agars that it has made such invvsaaion an it deem, ne<eomy and appnpriam to aisare itself that the HVAC svatam selling the .mi.,,incltdtng hot tit limthd to Urn rmN.n, IIVAC unit,is in good intonation and waiting rather and that Landlord has mMc no regrtsenptiens ragording the NVAC system other than as set fafi in the lease. Haled nn'm utflcstigatxm.Tasman scales the NVAC axxcm in bate is cm,dnim,,od ad:rwteled is obligaiona mrepair and mulnttn inch ch*arumin set forth L this Leese. 9 Nltv«.Z%4 &e tlM?.f (cl Aa Art forth ocl Lvia&ar F fismsn,Tmam at its own cost uM experae,shall mar into a regukdy rcMmubd prewluiva raaintmanca'urvice control with a IiunaW Mating and air conditioning maintenance conwmor apfeovcd has Landlord-aamling all hot soma.Iua::n6 and air aonditionirl ,,hams and eapipnan xitlws that Prcmiees. The sov.,r wand must IhceI.4c all aervimn nsgaewd by the equipment mnukcWmr in In upcnnionvm4In!ewnce manual and an newtd cup'of arh contact maa be pnv.kd In Landlawd prior to;he dare Tenazi takes pxsacssion or tin, Premise,. If 1 moan rusts ur negkas to repair and maintain the P.nlises impart,to requkad hnfemWa to term renunabk saSactian of Wndlori Landlord,at my ittrm following ire(l0) door firm rice doe an which]sadlnrd makes a wmntn dammed on Imam to e(feet ouch repnk and Imintaamrce. may area upon the I'emixn and mnka ouch repro ardor maitluranec,and short oompkrion theaot Tmam Woo to pay to Landlord as Additraman Ronk Landlord's coo for making such makks plus an amours not to£acted ten woman,(trio of Hach costs farowerhmywkhk son(10)days o(madps fan LiMlard of awrhmn imnind Nil thamnr, Am amounts nor reimbuned by Toot within,wash am 110)day period will bear]Marta at the 1 tvrel knit ant pidby Tmmi. Id} Tmam shill perform all ,tilt,and main train- in a nod and warlananlitt loaner. using maraiatt and labor of dz .on ehmeler.kind and yualily a,nrig;mlly nmplay W wither the Hu_Wint.and all such repair and rnajrptenanx slal.be in compliance with mi goawmmmi and 9uni goverhnmwl Ian,ordinance,and re ulal.au, as will as ail requirements of Llmdlordl msuralec came, In Mc went Panane fats to properly ptrfmn any such mom or masmmmnc within a raawagbk per's#of now, landlaxd"I have der ofnion to perkxm such monk,on lmhaf of Tenet io which event Teams shall reimburse to Landlord.0 Additional Rem. the roes ihamof within thirty(30)Jays after rmwpto(Lardladl inw)icc Na sane. 10. OFSTRL r)ogY, If hie Pmini?es or he Pn erty am damnation in whale it in pan by casrmity an n to moiler Me Premises umteantabk and if the damages cannot to repaiad as nationality daemhuM try l.adiord within two bmakud Ian(2l0)days from the date of said casually,this Leas tall rrrmkae n of the doe of wch casually. If the dmsagrt can be zgwked wkhbt maid swo hundred rmt7 In)daYx and landlord thorn no elm widLn ni nor,(90) days ado ilea drat of such wsuaIty to toot name.nom enter pa.ry may tmnone the Lapse by written notiw sowed upon the other, hl the tent orally seat to rff.1oI,,tint pinks qWl bosom no flmher obllgamalt to Ihemh , err q l far ll ohliguivau axmud Mismatch and 11w Pramisaa no Landbtd. Moral nn fi ho elms to ntc sal rophs,the norm shah l remain in full force and effect sad Laadk,N shell paxeed with all aka arW son..to repair and, store rite Prem m ism a wndninn sabswnI ila m that alry skmat enndalan wbh aah xtai prior to adt rationcasuaIt (cduron3 a Tetum's Ahare rolls,Valk fame s,eymphem lord pervwhal Pn nm 4trtY,which Tc sbnh ryu lx. utd to mswrck hi the aortae repSrnd rcmrm(n of the Premies exsmds beyond two hpntMd loo 21fo days al'trrin• date c wch ca wit a pore to muss bey+n d the ammo of Londlord..his louse ar 4 in Po all reinaII force arm effeas. and Landlord shalll lot be liahk Trarekc hit Landlord stall is war,c to complete such rtpmn andice reaaration with elldre JHlnrtct, fat . and Ttnaw xklmrledie and aalo.that Reel shall ahate dudrt Ic patiadiht premises ntnanole due to a casmtil loss nnder this SepaoO.10. In the event only a portion of the Fatmtses me tmtmaniu0le, Toiant9 ken ant tl be eq irMhiy,Se4 in pralpnwll to.had pinion of ma Preniiwa wli,eh ale w hart. Ii. AN INMi NT ANOSL'RLRTTINt... (a) tenant dull not d,recdy or indaratly,by opeahm of law err aOcr.visc,ann,rvblet mcrpwgc, hypmlmmte or when.isc amcumber aR or am potion of Its Inmmn in.his Lean or in the Pnmims ore pea any hcaec in any pesan o@el'than Tmai or its empkhees to use ar occupy the Pmmira,or any not thaoof war oaineag the pnm written cement of L tdlord,which carom'shall net be wuvason boy withheld ce delncd. Any sad a.templed asigmhamn subknmg, license, nwngaya, hYpothecauon, she ea umrrmca or not, me err ccgumy without the cdlaaenr of laudlod shall be null and void and ufm et;n?. Any tmmgagelpohrccalima encunbniicc of al I or any pan ion of Taunts interest m This Lease or in the]kamiws and any grarn of a Banos a satennm of sly pewas ether than Lonna or lIt employees in use or occupy the Premises or any pert nccrearf shall be dectny to be an'assinnmaroar, his Lease. In uddiiion,n,at used in this. 7'+ I .,ht erm'Teaai:i tall also Ibna loco,That Sax guaranteed'fmant's obllgmlmr Imdef this Late,and the resaineong applicable to Tenant .uemizd haven'shall also he appiwuble to such pmmmwr. Provided no evemoimolwtary default hnoccunedand III MrctbeaxMY29_a t 10473 continuing under this Lease, upon dim t?0) days prior women 'miss to Landlord. Term m nrhuul landlord's prior written commt maIgo du Leese W aI entity into which Taunt it magtd or Smlwlaned or In man Worry to wlaett smbaan0ally all of Temnt's aasnn an ransfined m to an entity contrulkd by or to mrmtwnly awroliN with 1'enwt,prouidd(i)wmh nter¢er.co tent', ion,w Irnder rated.of rtetc it f it a lawn rains!pt_Tpn . and not prtneipelly kr the purpose of transform,Txnmm,ltaahoki come,and(al)the assignee or d acid ucceflr taut) hunt a rs,i ihlr net wind,m,tea led In xcmdenw with gelwally Ateepred awmdng p^oeiplcs(and eekknad by faenciil nmemehts m f nn mss mably sldl5famofy m l.NMnrd)at lest equal laths mngble me!rend cf Tenatl immtdlalcly prbr to stet nmelger,err orlidation,rc Not, ,c . The term amikd di or"cnnfmank conflhioj wnh"$aC mean de p ueSi0l duct or aduea,of de tuner to data or taunt the direction of the manreersent and policies of aunt ooamlled peson or miiq; the Me n9h,ip, dimctty m idt-ne,ly, of m lean aiahwne. pawnt(51%)afdevais enf the C.pamazbn ofineriga torMe,;n the onbnary dl than of einalrrs.m least tiltystta groat(51'55]of the voting rowan a,any person or entity shall be pnsmml w romantic¢ wfeh tmvoL (b) No gamin a,,ig,menl or wblening dlall mliere Tenant ofinnotAippdoo m pay the tent and:0 perform all of the other obligmtons w be M fomwd by Tenant hetcunder. The aceepanm of KS by Lawino-d fin., env other arwn s aU nor be decreed to he a waiver by ljnidlurd of aoy movtsiva of this Leaso or to be n.cram to any wdlelhq or angmkm. Conant by Land}eN to one zuMcttiny•r:nsihnment dial not be Seamed to con.i ute a consent to any other or wtraluen enetnped mbkoing or assiymnent. If Tmmtt desircs al any thx to assign Ihrs Lqx or In,abler the Pomiset nr Any word tl'creot h Shall fait small}Landlmrd of Ic e drodin to do w And sbs l snbmb in wtiIing to Lanford all literarne information relating to the prego ed x;iynee or subleases,all Eminent mfonnwon rclnting t the ptrred nmilylmmt t rmbWart,and All wch f ancial intention as Landlord may mommy ottoman caxeming the Aron eN asuj^^e Is subtenant. A.nv appvued astiLnmem a(subin+c slmll hr etpeemly tubjat to the anus and conditions of this Lc;,i. (c) landlord hate paid of thirty 0)days uRer Laditxd's mviµofTmmrs request for evmidn to Amigmanl m smbk'ue f•Tr•"^t Rrase,C)to reify tnmt IhAt Lmd[on elan,in I IdIoid's sale dilmlim to: li) tetmin n this Lease.a to the space tbm is the subject oldie Consem Request m of th dale rpceifttd by Tenant in the Content R yueac m (ii) consnt m the assigmmm or subkee:or (i'a) leluse to consul to Tenants asstgmnem a sublame of that q ce And to,,name thb LWS inct*a. If Landlord doer not nodty Tcnlux of Landlords ejection within the d.day pmod•LatwImd a deamd a elect opiim(id). If 1ai41ad eluea In taminau th41 nprovidzd nndaapdm n.Tai aotTicSdabs following ncc x of Landlord's nitro No tamime with. whkh to aecind than *0c¢of its prop%td +nsignmem or mbbae and awed a terminadm of thb Lrmu. (d) Tenant acknowkdeo dm r shall be rmconebk for tad IoM to wMhald its consen to a pnymttl ussignmem or slthbme in nay of he following imml,ces, (i) The mclpa or 30bkncc is nor. lo Landlord's nasanahle opinion, wff kmly atdltwtvdry to perform ttic.Uligmom such msitna orsublesle.will Mve under this Leese: (ii) Theioended aw ofthepranism by de xmiRnoem sublessee loom the sarotmset Gad in this Lax or otherem rcasonabty aatufatm.to Landlord: till) Thetneetled use of drc Premises by m<nainee or wbleaa world mmaidly intreax the pedesalnn m ee ticukr traffic fl,the Pmnises or the Pn: eny; rmrtma neairn a tens+a fist Oaupanw of the Fremixe by to ossignne or +ubieasec woukL in de ford faith iudgmmt of iandlam, violiae any agreement binding upon Landlmd,or the Mopm With regard to fie adeanty of tun®Is.usage in the Property,a avnlr nears; (v) The Assignee or xbk,ee(or airy affilaa of the eatfnec orssicux)is den aatiyvty acgohming with Landlon' or has nowtiared with Landkrd within the rwesious au (6) month,, Or is a fmMR rein or sulxcna t whhbl he PtaTnses or(hoped,; psi) The identity or business reputation of the i eesg ce or subla a will, in the hood holds judgnau of landlord,tent m damage the gcmdwil ortepwaion fthe P:anlces fl s Pmpelt)or (vii) In the ease of a wd+lms,the subenant he not aanma Ida dos the tare cenanls over env imomw eat proneicun In the sublime. The fomgoing evitaia shall not exciade atq order reavmable basis for I wWwrd to ref,' he ssanmt to starch asaigtmem or wMeaac (e) NOtwhhaandin,a,}assignment ra sublening,Tenant and any gnemrw Cr weal,of Imum's ob,,,rdjtms order do,I.aa dsiiil at all time,during Ibe Lesx term mlnam ailly resfwlsible and fertile Ip the peyeorrofthe Res,and for compirrane with ail or Ta rrnts ether obligation,under this I,eay in the event thnthe Rent due and pyable by a suhlesue or assignee(m a mmlwndban of the renal payabk under such subleee or asigi,rnms,plus any bonus or other conetdermlen Iherefm or rnt,den!Ibetoto)cacneds the Real paysbk under;his L.,then Triam, adet the reeui'er) of all rt+unW le expense• associated with the sublease including teuml improve ncnr cons.rthitenuraltics.commixiao,and any other rcraonable cot lasakau 1.zdtd,:¢ml be bound and obhgaed In pas tandturd,as Additional Real haemder,one.ball or iii aacb escaSs Root and other excess cnmidtmdm wNrbt ten 110)days fol lowing r rreipt Sbeteof lw resins. (I) if this Lease is assigned or Lf the Premises is sublcawd(whether in whole or M pmt).or in the eVent¢fine m.atKafta,phdge,v to WElecatar of TeltmCS Iesserold intnal,or grunt of ens cmrcei}inn at licenw within the Plemi,s,or If the Ptemisn are occlipad in whole or bh pan by an)o,e other than Trnont,then .pr.v ealauh by Tenn he,amdt landlod may collect Rem from the assigner.sublessee,mrwros,ere,pledger;pan m wlain.the l ethold[merest ins hypoTtcarad.cwaserr hone or Worrier r ether acuppmt and.¢wept to the extent sa tarts in the pmcalblg Sepia apply the mnorm colkacd to the ant Rent payable hsrcunder,and all yuck Rent collected by Trnaot ,boll be kid in dclsmil Rw Landlord and immediately txwerded to l.andNM. No such trmsectvll or colinticn of Rem or application thereof by Landlord,however,stall be deemed a waiver of thee provisions or a mkax of Tat,m trap the further pniamawe by imam of its co.ewants,dudes, or oblippnions (gj If Tenmt restraints I.andlOM's consent to swigs this Leave or sublet its rights order this[.ease. Tmaal shall reimburse Latherd, upon wramn natter,the reaaomable or of Ia la,r; lap] f imurred in connemipn l hlTwith, (hl If Tenant i, any limn of nmtaersbip, a withdrawal or clmmo, voltmiry, invoEMary ear by operation of law of my Aorser,or the dmnhniw of he pmmemhip.shall be dmntJ a wolmbvy ssstgjrmeal If Tenant teanami of more starts a ie(i)pewan,a pury+mttd asslcnmem voltwtaty de Involuntary or by operNtnn of i ham Ape{I)perms m the other shall he dams a voluntary ratgrment. If Temtnl is a pordlioe or imimed Iubility entity,any Eewlullon,mcrgir,ter,9IWahm air robot mxgalifatitm of Tenant or sale or Other tarftr ofa canwdfvag prcem�e of the ownemhp invrest of Tasnm,as the sale of a,luau Iwanry-fse patent I2 iI of the valor of par asset,ofTenam sfutl he domed a voluntary assgnmuat_ CU Notwhhsimdinf anything tannins m shay Lease m this contrary,in no¢rent(1)will Landand uansem to the use of iM Pmmbas for d'unibtotm of or(2)will any sublessee,a slid a othao vmsfaa be pemined to disuibne from the Pronser.ceramic sik,carte is poi eIrr. 12 rant azwamo,or loin Ii. Iti5PECTUUN. Iii LamuW.Img a Al nasanable limes.during nomtal buaincas bows and alter reaymabk wrinm or oval mrice,have the right m enter the Premiss to:n,pet the isms,to saMly any service to he provided y Landlord to Tenn,Intntioa,to exhibit llw 1'mniss to pdaaoba the purchasers.Iendcro or tenanlx ro post norica ,if numreapomibdity.loader,improve,rate,.re.uild or repair the Nvmscs ,,any other portion of the Building, or to do am rata act pamned.m mmcmpinrea n be,nve y La milord heramda.ell wXbmt being dlemm guilty of n evicrton of Tenon and without ti*ility IS abntamnt MRmt monerwix:iwovdad.Lmwever,landlord shell use nesonahk eRoas to minimize a) disropnm to Taanr'a businas In the fleMsa during such need, by Landlord. laden,bail have den duty to pttlodleally nspecr the Pxmitm and sanity Landlord sfou4 Teran! observe a need for ropaies or malntenMi t of any obhgasim u be patented by Landlord mender this Lease. Lend receipt oP Imam's ranee, L.addlo d shall haw,a commetciaUy nmmabie,period of Iioe to mate inch repaias or mnimmnmitt In oddirim therein,during the lmt six( )nit of the Lease lam,upon mice u Tmnr.1 aMlad shall hasc the riy n u cuter the Premuea at noty ry on&Me nine for the parpun Yf Nowt the Planted W FolrcIive Nimymty lmentc and,during raid .six (hl mtaha, Landlead shall hays she fight to acct an the Pnp sty ar 'wihaebea suiuble sans lndxwln,led the Premira ese a ii]able f lean. (b) Toad aoll We Lndlard Niny(30)drys widen notice ndinr to Tanana va:mbtg the Premix,. for the purpme of armoei g tidal nareariet of the Premise win respect to any oblig,dm m be parfwmed Naein by Teram,inctodln& 'ridmus Ilntiwthm.the necasky of any enter or redonam M Re Premieca. In the went Tnaa toils to May Landlord of such inset lion.Imdiord n impeaim aft.,Teen vacates s]Wt bo canclus5vehy deemed coned for purposes of daemrmingTaunt's mpovibdity t'a repaid and doo.det. 1J. gl m (e1 Teawn lhati wt pmm or pmnil any Rose gha,awdugs at poke in or abaw the Praains or the PraserO'.other thin the onerai rd buietig meraga ape Lt.4krd spa,1adori,without the prbr wrntaa what of Landkzd;ter shall learn change the onifmrn teehiteemte,paid,lendsespc,or ahenke other or moon's the exterior nine Pioproy without the peke wrimeh cement of landlom- (hi Nodwhlntanding the prorisirtm of Samoa l3(al,nbjnt to append by Lando nd which approval will ma he wmwmamy wi1Me1d.ca4hianed or delayed.Ian",at its now can and crpmlc,may loan a firn- crme sign on the demo of fm Prcmtse an or print to the C mrmtrcenum Ible La a rmtmally gmeeahle loads.ne Buildup lies"b'xterar Srn^l. The txierior sign mint comply with all applkabk laws.the Casks and the agog.sans mnbYtted for the Pmpeny by taedkrd, In he card'may T mnt'a Signage occupy more then Twar'a Pro Rau Madeofte nonce academe thesignege m*e Sodding es d iverepJ y appin:Me bows and Ne cc&R>. G. bRR*ULT. (n) Eva of 0c&ttk The acuitenee of any ose or more of the following events shall emanate an event Mdealt"a"defaut'(ben so called)a"Oefarll inch at Lease by mum: (I) the faihwe by Tamnr to pay Rem ce any ender rental or ms pnynNte by Tenant bemrnder wlthie live(11 any, after 1 anJiom van fine Tennt of soli nmtpa l nor; pwvidea.howexr, Iandlard shall mN be obligated m provide reach written nice to rmnt nee(I I time wnhre dry celrnda Yen and in the even Tenant (ails to timely pity R<M or any mho,inns for a,.coed time during ray calendar vow,then leant shell be n default Er sued lac paymnr and Landlord,Mf have no entailment or dory to proved,notice of such nLin.a)mwal to Tennr odor in t Iedwp an event Mf Jehilr Ynda thu Line; (d) the fdme be Fen it to observe or pafmnt any of the spas or implied covenants or pos'isionsof doss Lax no be t te;.:d apMormed by Tid el other lied nmelery fnilorma specified in Small above,where sued feitr u.411 cmllnue far a period of tin(10)days abet mbffi said ttwraaf hoe Landlord to Panne;pnrvrdeJ,however,that if nr nnen ofTmama dafah is a.cb far mare Li %HhoniM6WFp_6IILdU Than ten(10)days an rmsmMly requicd fe,in curt,then Tennt shall not he deemed to be in Mouth if Tent shall comr'rame suds emn within said ten I l0)day period and dlaaaflm diligently priracu a such cum to cmnpleslom witch compklim abalt occur no Ina sIll,,:IAry(601 drys from the dma of gash r xice from Landlord: li ) the making by Twmnr or any guwamm horetf of any general asignmem ten the banlp t iv) the fling b}'aagoimf Tenons of any g'+nrantw herarf oft petihron to havo Tenant or ony gwlanax herwfudmdged a bmknpt or rperidoti is,reorgantaton ornlrpngr+nem unfit any Irw tclating to Mtn aprcy(unksg in:he use of a pdmmm fikd against Tenant or any guuantor hereof the ono,is disrnisscd within si xy loot deys)i (y) du appammcnl of o nuitoe!n teceioeI to take gassrssiom of subatasnially all of l ant's antis Icva1M at the Pwnl6a or of Tenwn9 intact in this Lane or of wtunnt011y all of gaaranmi s asns where potionne n is not restored to Tema at gyeranrm within sixty(60)slows; (yp rte Wadenur ca;cemiur ox outer ludianl.izma of aubwantially al of Tcnani s vactt located at the Ptemiaes or of subsaandnlly all of gu innrr's'as.ra e, of Tenaal'c interest in Au Le., "here cucit stoma is na dixhargcd within,.sty(6fl)Jaya; (vii) any maurial represemmicn or woncioty ado by tenant or gu.wunr in this leue or any who doc®wm dallwteJ in sc,in.cw with the cxavbun and Ihlbary of Nis taresc or pursuant to di, Lease pro c mbe(manner in n'y mare.maPai (vil5 Tarin or guazmmr she l by liqukbk d 0 df+nolved or alwil bcgia psomdv'ga tommh to lipurdatiou of d'aaalutlan;or (ix) the vsemvtt ur abxndmm.nt of the PIL,msu by T.in on.,of pv0(5)Iwafneae Buys. (bl Lup4knRemrdic, l .o.aa' . In the Lwdntdfmy even afdthub by Tenant,in iuW+lnm to } Mb,n Mn,tdias atreilabk m Landlord tmdtr fin Leine,al law or in Wuity t+uniknd nay at its oplitat puma nw one or nom of the M luwini remedlos,oirhout any notice or demand to the ettevt permitted by at (f) Lasufiusd m toes the Psemrws milhotn Qnsouna,trg this (case and prribn ony CoverniTenant nt or agrcevnent w ttwe any cWition crostmg or giving the to en went of default undr. his Ieme ..d iw ant wnt shall pry to Landlord on k,naid. m addbionnl rent.the anwwrn c per.&d by Landlord m perfammtg salt wliam,n agfcnela ftlItti(4IQInon,lbe pr� gor absavichsuch canddiwc. perfaL.rd d,w In agmn or nfiene een,Lease have the night to enitf the Prnuils s,an8 n4 1i aim`and such pafirmnnc'e shall not Ienni,are Mil Lease or conM11uw an gNdlm olTmanc (h) Landlord lna.' tonninwe;hi, Isar by wrihat moire in Trnunl(and net oJnrwbe!m I.endlced may terminate Tenants night of possession with on termmming this Lm.. In aphw of such wanly Twmnt till aorvwwer pusayssion of aid.mare she Flemius immetimely and deliver posse.um thereof to Landlord arid Taamn hereby Pant,to landlord fi II and fne.'iunae to eons Mc Prnn'nw.In whole or in pan,win,or wifhom pnnrYs of kw and to expel w remove Taunt ail any"'her person,firm or eneis, who may be occupying the premises w ony pan Ihrnof vn4 tctm> e any and all yvnptriy thaeMnn,using,soak lawful fenw an lay is necwwe; ('tit In'he event i.u'dlard clads to ne en.e or tale posamsioa of the Preonee,after Trnan's defaldl,with or witmn tenntnz41g his Late, Lmid I'm may ebanw lotdss or ultss,security 4wioet as] keh W4 expel or gn,iovc retain and aim odor person who may be occupying ill w no,pmt of the Pecntises without be.,liable for my clam I.damages; la MIIl%t YT o.,IWA (iv) NuMithsw ding anylhing he!eiu to the canonry.if landlord rcnnnma ftmao 4 ngM to pasaawo wihast terminmingthn Lcax after an event,of default.Landlord shnli if required by Sum law, me eommertiaily rcuonabte ern,th to alq the Ptemiws and miiigme Jamage u sin rot m Sec io qf� bubo; fall NopwiMvasding Ana prior ekuk,n by i.wdkud to not rcrmvute this Lane. LadkN may at any Iina6,twludmg,uhneyuent to any re-eno-y'or akilI of P.wwvsion of the Remise as allowed hmeinnhoee,aka to temun rc'his Le tc. Tmam Moll he usable fm'And shall immc6akiy pay to laadtntd the amount of all Baso Rent And other ssmm of money due Ander this Lease an Ann,have ioctued as of the Isle of letminalion. Tenwl shall also immdwel>'fang to Landlord.a agrotl aid IiquidaiM dame es an snpaunt of mewey appal to the thee Refit and other amount.dues Tot the muaming portion of the txnse Tam shad each:elm nor barn aerminaod by IadloN prior to the enpimic I of the Leine Term).lea the fab:emai vahst W S Pmn,S,fro th residue of the Lean Tcnn,scab dixomtrcd to their ptetcnt ,tNc based open an foveae talc of dgh!ptcmn(a%i per annum. In dctaminmg fair renal wlw, isLndo,d shall he cnirkd to sake into xcount the t inrc and oxpaaes necessary in obtain a ereplacement tam whm an or tenan!a,including lust nnial rcvnnuu and anticipated apenaa hereiu I'dexrihad relating to raotty, prclwtatlm atnl rckttfng of cbe Pxmaxs If I.atallw N d w m ls rtta the pmnixa,co-any pwitm Naxof bathe u sine ttnt of proof of such liquidated cbu,t n.the amuuat of of severed nylm auth xek¢ing abed he dttmed prima tack nidmtt ufdtc IS rental talue of the portion of the Pmniiien w clot Lupdiofd and Tcnsit agora !hat becnuw of the difTuNlp ec imposblfy of delemtmstg Le deer ds damages font the Inss of a!uiciputad Additional Rent and other lame chaeycs fimni Nc Tenant At shall be aueb.kd as a compatenl of Tenwu's annual tool tent obligation {for doe exlcwlakm of Lsadotd's rnediee7.an amaemt equal to the avangc monthly Addifmtal Rent paid by Tenant f the twelve(12)bill unle+tda monde immalimely Prcandinq the aecm ofdefwh fur such lacer pnsbd of Na aa:p if the event of defult occtun.pnor to the wscLM f 12N1 fuel relwda mm!h vi cRc ser)muhryliad by he number of monahx remaining in the LoxTcrm; nti In addition to wyaunl lnuv.ded Lobe paki atntve.Tonani nhall alw he table ar msd shalt itnmetkky pay to Landlord all broker's fesc incurred by Landlord An acsateeiion with any tale shag of he whole At Imy pmt of the P,emiwa,the weer of xmovin, and awritg Tenant's or any other uwapvmt's property,the Etta of repahing,Ahann.remotklias,hor smuty or uthm hw pulling the Premiss into a cmaditioa acceptable to a new tense a tenant..the Lou of removal usual replamnsent of Temp's signagc and all reasonable e q enxa by LandlnN in aafatcing Landlords meths,irtciudiag reasonable aterneys' tees,alit (ell) Landlord may apply Tess.a x.nulp Uepmit to the extent aaesay tp As flood any rent anoarae,ui pay the can of meeting I'mott s default or to nimbume Iandtmd far i andiha re sortie or damngec wonted As a cnnsrgnente of TZlmnfs defauh without pejudice toy other rcmedks I.nnilmd may have under this Lanese. Following any such applicaliull of the Saturily Deposit.Tatwt shall imz In Landlord mt demaml the nmtntm MI applied m ordet to realer the Secanly()ep(nh m iw aripjtwl mnoant it) MISAninno dmisa s. (I) In be event of a de(ad' uakr It Las. Landlot and Tarots ,bail cacti use ready aaatmabte effoam to mitigate any damage,resuliin,front a default of the oases ,any under this Lune. till Isndlord'.n drligafino to mix sic damages abet a defwh by Tenant shall be sathticd in foil if Landlord undeetaki,to lease the Aamxs 10 anoAer tenant hi fluly.Ttp(flh1 in aarrdenee with the foltuwing crhens: IA)I.nmiloed shall have no ebllgmkm to solicit or entertain negotiations with an'other Pro,pea+fw tenant for lit Premix,tmtil l.andhcd obbws till and comglele I,t svnsinn of the Prem'uc. Is •aLl1t)4 nrn24a I05esa me9udmg wicoui limrtauou.the Pawl and unappcalablc Icgal right ID rood the PremiBet Prse many claim pflamm, (U) Landlord sbali nor be obliymd to offe,the hemk to Suhnirme Tatum wncn o 1i r rnemkea in ehe Ptopr)'lwntle fie that prczpeeris¢¢runt's as en far oo will h1 avail tke (0 landlord shoe tun be onligalal:n kare the hemise to a SabvfituV Tenant for a rmool lma than dto cinrcor fair madet r neat then Ixs'-aillny fu,hnilm yam, mw a hall I,ud1oti iw obhgamd to m for Irun a raw lead under other tenon mtd canditlmrs that ma unecceptabk to LaMtod under landlords thm current leasing aalicin'brampucabk apart. (D)Landlord shall not be o hgmcd to emer file a lea x wit any popo ed te,wnr whose ust would: (7) Disrupt the lou tmlxorbrmwcofmc Pmperw; (2) Viola•n t,hiction,covet nL or ryuircment o muined L the I. of mother Icant of the Pmperty; (3) Advnuly affect be*�xnllan ixf the Pmpetty;or (a\ fie inormpmible wkh dm operrion ofthe Pmpem. if.) Lardad shall nor be obligated to moor low a leave wit any mapnaed Su&thur It,,,,'fa-SMsiht o f )wJlilh dao not bare,TO L ndnd s rr 44I 1e apiniurn nulrncien[ lnnncrol resources oropmmbrg experimrc to aperme the Remiss in a fhu-class mama. (F7 Lmtdlmd Jwll rat be required to npr:ldeny amount of money In ahn.remwkl.or rnhmvise mate the Premis s sunahk lur use 1w.pupoovl fuhaituh I'enam unit,,: (I) Twos pan my such sum w Landlord m W,.. of LmJord's «vfbn of Subsgwte Lane s.hh.00h isuh aims Tenant{,.hick payment shall oaf be at lieu of any damages m<cha sums to whkI Landlord may be cotttled as a rerun of Tcn,n ,default under has Lmw):or C) Lmdlord. w Landlord's sole discmici. detem:Lxe that any such expendhurc.,financially justified in conn.cSa with ankring inm any web Subuhutc {iii} I Ipm camplimoe with the above crheeia regarding the mkaaing of the htmises after a deist[ Mr Tenant, ittndlonl shell be deemed to bmx fuiL, smistid LorgloNl obIigmion w mitigate d mg er order this Leal,and undo any kw or julicial,uling in effficl on the date of ibb Lease or of the time of Teonl'sa&&uh,and Ttnent wain and;rinses,to,ha fnllo l extent legal pcm,iwib&any right to risen in any nctmn by Landlord w enforce the terms of this Lease,any defense.wrmtercluim,or rights or setoff cc rmoupmmt respecting the midgdian of damages by LandIwc.whoa and w the room[ L9nJbdwlklo ly dr in b5Jftinh!ails m ad inxcodan,w,tb thorcquircn tI aEGlc Sr nines Ihfth, (iv) Tenant's sight so peek thgnIcz from Landionl as.es resab ots letaubby Larmmrd tutdm uhia I.eatt.hall be tomlakmed an Imam lakurg aMI ad,.um reason h requaed,.der the c.mounces, 10 mmimiac my lost«damage to Tenses popmry or busmen,or to any oFTmmf.offtmc employear. gmtl,invitees,or alter third pmtics that may be csnM by any such default of Landlord is MnW r 1MNJe_b(im"f (d) LmdRxrl's Pmisdi¢0.s Lay Ajq�g. In the event of sty avem of dctaidt by lrnant,in addition to any antes eemc6es aytdlable to Landlord onto this lens.,err law or as equity,Landlord shill ibo have the fight, win or.,tout annmaling Iha lame,to re<mcr the Premiss an 4 mtmve all peaona and property from the Premix:such enpemy mn,be rcntnnd,alnted and/or dispaud of pwona to SeeldIJW of this Dense or am other phaetons permdred by apglieahle law_ No rommay w taking pesewon at the P,miser by Landlord Pamuao to this C<' a:4c, mod on acceptance of slmewtor of the Prcmi.ti or anew actin,on lamlonfi port tall be matted as an ekeder w rtmhme this Lowe unless s,wtinml notice ofsneh intenlivn be peon to Tram'an unkvs the hnbcmatian floret he decreed Ina rout nfcenmereljmrdictirn lei Icolmnatnn ul1. •n. If Landlord does net elan to lemmnate this Lease ma aaotan ofsnv esent of detach by Tenn,Lsndlow may.from time to time,without wrnlnatt l to l e ,enforce all of hr rights and remedies tmderthis Lease,mcIron,the right to ttco rt 911 Pent as it bunmp due. (H Laodl, R$or In Pelfbrm harp is speditcatty Rosined otherwise in this wta, all ea'w,iotirt and agreements by Tenant tmdcr Thi, lease tall he peAiamell by lmam at Tenms'a wile cow ran expense and wldmmarp/heranOR mon'ha o(Rent, If ports sled Gilmta any stmtol'mnlmy Call m thanarfor Raul or Inns with fury,ps other r op sus pan i to paid or eli(ID) days :ail wo Ihilnre shall contusm lot aw,i,1)drys wdh merger to mmmay obsuchlucs e, rots[ID)iega with oepro m s mos t,hl, mile, t e except m case of emergencies. hew s re r .hkt such o mitt' f from Lent o v swp roidld may,without nb hnllf a lmmmg l sat form any of Landlord and orlandlord all necessary Incidental casts incurred tk Ladled in RrlhttRam store other sIs shall be payable M Tenant to tand'otd seen[ire{5} lop etch demand 1Retallof as 0.ddilinnal Ram. ig) All right;opftmu and remodow of I.andlttd mntwed in this $5st fl I and elsewlrae In Otis Lease sort ha cumooed aid held co be iniam e,and to one of them shall h cacuasive of the Orion and landed shall have the righ to pone ny'om or all of such tnnedies or any other rnacdy or rsiicf which may be pin"by law or in equdy whvrher Or nor amttt]in shin lasso. "iolhia in this Sti tpo.La shag be deemttl W Iimll a onerwiso sprain Tenants mdemnificaron of Landlord punnet to my ynrbkn oftbls Lease. sh) Ltiyrsf&tzlnoft Tenant herits,wmsw and avnendeh str Itself od all hose claiming under it,including creditors ofall kinds,di)any n&*and pnvikge which it ormy of town nay have under an plaint or Mine law to renewed any of the Remees or to have a eontinuasta of this Lace ads«rmiomiov of this Lam Or of Tenant's right of 000upmgy or paveuion punumc to any roan other at any provision bnrol:and pit the hem ifs o(any'Ino mt or future law which exempts property than liability perdebt a fadinras for Year (I) Coot 1MmDefault and Idtiedam. 'reset shah)pay I,Lesdiod sad the holder of any Mangpye as Addlsinna Rent all the expenses;neaten by Landlord or wish holder in conmchan with any detach by irnent hereunder or the eixrmse of any remedy by rc my of default by room hereunder, including ees nnande notary,'ices and eaprnses. If Landlord or amt such Iloilo shall be made a perry to any litigalimt canmetrnd ppins t Tenant m any litigmim penning to this Lease or the Premises,m the oolian of Iasdlerd andr any stnh holder.l'ennt Of its expense.shall provide Landlord odor such huWer with ennead nppmvcd by L nixed natter ,mongagecs tad shall pay all cars ä,currtd or paid by Lnntotd and/or such holder in colmeciioa wtrin such migulor, I3. NLRRERHER:HMDOOVEIL ,at Smtetdtt. The eoluotnry or otter surtndct of This Lease by Tenant. or a rnunul cancellation thereof stall tso consllatea stager.and tall at tie ioii of Landlord,apcune m an assignment to landlord of any or all uurIoasm or w4aenancsm. URm the expiation of ether termination of thn Lcasa_Tmmt ones to liorly and peaceably snnender the Prnniu a to Landlord broom cden and in n tare of good owes.rewb and condition f w more Ifilly as forth rot f h.6w F w Ihn Leave),ordinary was and tsar and casualty dumegc extq tt4 with ,R of Tenants pcnaial property and alterations ronoved trans the Interns to the cadet r. a ed under v Ida ton all el merge soused by such removal opened as requited by Sect SectIon 4 R.e&lose*of keys to any employ rr or Landlord or to Landlord's agent or any:mplo ee tbatmCalone will not be sufficient to constitute a l' amU P.M@961'OrI term inalkin arro Lease or a stvrendcr of the Prcmees. Without limiting the gen.aUN of Ne ahovo.Tenant wile.S ij remove the Crane Idfiined hi Lskf&;)an4 repair all domege resulting from such demo,, 1,tiD remove alt ç1Mmal rxoI cIly. Park faturn and Hwy Irons. and parch all Roar and (di) ause ell lights to On, is good attenti ng t ,Mnbnt. Cl,) Holdo g. If Toanl rcmuss posaasan of the Pianos,after The terminatian or uvybatmn of the l,earz Tmr..than Natal.shall.a landlord's einli n,becooc a tartar nr sufftrancc food nor a mown at lull H,nets ,season shall be ssd;ec to immediate Ieonlnafioo by landlord at any time, and all of is wlrn atoms and provision, of shim (case(excluding any npanaion or renewal anion or othor similar right or option)zbalt It applicable doming such holdo+er pried.expo,that Tenant shall pay Landlord from time to time,uyvm demami,as Nave Pent for the holdevcr period,an antaunl alum to dn4W0 the Rase Kent in a lto on the amt.o.i dtt dnpd,,No a manthf,basis for each .,an of parr Nemof dm-mg such hohlhm over. All ema payments tindudht¢payment of Adhfonu Rant)that continue under lit awns of Nis Isar. In odditon.Tmanr shah be Ir to tar alt daneges hwurmd by tanillrrd as,r reach of such holding aver. No holing ono by Tenant,w•hefha flit without consent tit landlord shall operate to mead this Lear caccµl m dhoraise ext Wy,sided iId shat Seewet sh]I n x b eanstmcd as consent 1oaat m mtain paraassion aftbe Premken. It RIGHT TO CURE TENANTS UE PAGLt In the event Tenant is in Default wider env wovision ul'thu Lox,nines than for the payment of Rent and Tenant Ma nor urcd wise within ten 1 WI days anti rvaipl ofLendlads won aaipq Landlord may curt awn Default on Mdo.mho ld La,at Tmantb expense. Landlord may also perform any obIiAm dof Tamrn,witdu notice to Icrram.daould Landlord dent the pcatnrmana of sarw to be an tit tiny. Any monks rt AdcUcd by Lwtb11 to clue any moth Dei&dhs),or resolve ally deemed r1ngrlcv shall lit payable by Tana m Adddomy Rem, It LmdbN i,,curs any espnuc, ndud nm rnwnabk auormy a fees.in pnxnmittR andmt drkadirg any sedan or peicetding bt rcuop of any ,n.geta<-: or Defad Ten ant nant shall rcimburx LandtoN fix same, e Additiaoi Rent won mten:i thrrenn fl twelve percent I12%i annually fan the date wrh payment is due U,tdldd I'. Aw,mffru m raid Kt1K ANR lift n Ha1Mt flc, (a) A.-+. Ra_ Landlord had a m be lkbk for any injury,lag or danugc sugared by Terem a m any peno d rayctt occurring or ntosavd an or aMetgalhniaaa.the OmNbg or tin Rcyett)from any cause.EVEN IF SUCH LIABILITIES ARE CAUSED SOLELY OR IN PARr BY THE NEGLIGENCE OF ANY LANDLORD INDEMNrrEr.BLR NOT TO THf.EXTENT SUCH LIABLITIIS ARE CAUSED BY 1NE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY SUCH LANDLORDINDEMNrTEE. Witlrwt that ahe forssLroing,neither Landlord nor any of its,shoos,oTUcen.muaaas,alTikad,directors.employees, commpmn,stems orrepreathutooes(culkenvely,'MJBj!cal')shall be fable fa and them shalt be no a,e4emtnt of Ram fn<epe in the event of n ammlty loss or a COMemnaam as set fared in Stetgq IS of This Lease)rat(i)any damage to Tenors pegany stored with a ormsted to A>Yliam of Landord,or,Ui)loss of or damage to any ,wary by shell or airy.her wrongful or illegal aet or fdi)businca huemyrion or lade of uu ofrhe pmmisa tr he Cantle Sporage Aso,or Civ)any injury or danuge in,pem+ms or iropeny rasuItrn Earn Tire,nploaim,hlIng Fiord.,slew,.eats,elxcuicity.water a run which may teak from ay part of rte Building or'lit Paopush or from the pip,appl+mces,appurtcnavac or plsmbio,works therein or tans the roof,street a asb-mdne or from any date place to noshing hand damptdas or an+•oner crux whawuvar or fromtbc acts or omissions darte,tcnams, ampamis or dler victon to the Building or the P:opca cr from any othor use whmava,or(,)em dim€swim or Ntwing off of light,air or view I>,-any ruudwe which flay be erected on lands adjacent to the Redding wh thef .ideas or outside of im Prgeny,or(vi)any lw.n or other defer in the Remises.the Building or the Property. Tenor shat give prompt notice to Landlord in to.,ensof(i)the accunocc ofa Ere or accident in the Pmmkes a a he/uildin ,a(ii)the discovery aft dthct therein s in the futures of espripntem thereof. This e!Sn In fl shell ruriye the anpheton or ealicnernuatian of this Lease, (b) Hold Hamleca. Tenor herel+y agrees to indemnify,prded,defend and hod hennksa Landlord and as designaal prop'•,' osa,gsment eompaay, and thew respective poroen, members. a0iliaeec and sabsidiano, and all of 1heir respative olfon. rmdeee. dirvemrs. ahaMolden. employees, scram.pertncn, zpmxnutives Nsmnp and agents{colknivcly, `L_Hard Indor ors') for. frail and ayamsr all lalriihies, shins.fines,penalties,coed damages or inlaws to pastors,tbnngea oar progeny,Iosrea,lieu,®uses of action. is MHnnv3X#rV9 k wo,, sufrnjudgmmrs and expmm(including coon rostra,nnmvn:fea,capan witness fen aM costs Ofinwmiicmiolth of wy mmm,kind or descriftinn nr:my prrian or,Sy,duealy cr indircaly arising oua of cauM by,or rn1LWag fimn fm wbak or pan)( )Tcnwts ccnMnKlwtt of ruse,aeupaney or rnjnymnmtaft,Demises or the O4teae Stoea c Area,(2)any aslivhy,wok a other things&Moe,pamipcd or suffered by Tmwn nd As 9lveboldeq Iembaa,maaageis,goners,directors,offwaa,aoploycn,agrnl,conhaaaa,snbk,xa,limmeu And vnscas the Tmnt Panfes') in or about the Wrroix4 a the Oubide$wage Mn,(3)wry bmah a dcfnf iA the Ierfurrw a of ws wf Tnmo'a rdligxunlw wderthu Inc.(4)any an,crvisai c,rcghgence nrwillfW mfemnduw of giant or any Of RS agema,con19rton.empk:}cek w.awwa, in,lt{esor?M.Meea,or(?)Any dnrge to Tennm'S p ipccty.a the Property of Texan's agents,elnpinveas,calrmerors.Moines,srvcams or Ikamws,homed in or Lout the Pmndsa or die O4r,ide Stnrayc Area aollaltvuly.'Liabilbias'1:LVCN If SUCH LIADILITIES ARE CAUSED SOLELY OR IN PART BY THE NEGLUGE1sCE OF ANY LANDLORD INDFMMTEE,BUT NOT TD THE EXTENT SUCH LIABILITIES ARE CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY SUCH LANDLORD INDF.MNITFE. This Section IofM shall swvive Nan apfrahfwt a wlwr MM6lilhnl 9flhlb La It CONDEMNATION. if the whole or any port of the Property can the HemiOra shall Iw taken in conWnnasbm.or rrwsfmmd by agreement is lien of ayoon nmiw,dthw Iaaam tar I owdlmd Ina ruminate the Lease by serving me ether party with wribaa ratio ofume,efeaive as of the taking dmr,provided in me case or tinotha lisp by Taunt tbm at least thirty percent(30".)of the Pfemisee is ro attain and the rcmainmg portion of the Ptemues is no dequme fw the aeannab!e casiWet of Temnt's business sn the t'tem:ecs. If neither leoast nut LavRrrd ea'In mmmme this Lase as afwnai1.tbm IF,s I.sasu,ball cermbrau on me train, tam only as to due portion ci Pt sesnrekrn, and IDc Reel and other charges pavabk M Tenant shall be rcluced Sny.sni AAHy, taMk d tall he seined to the care cY,delnoarion award fie ati; It,cord hnpravnenb Tenant shall ooh be enrbld ten award for 1enamb fxru,es. personal pnapemv, and rewonable arming expmxs, prvvi4 i Tmam iadepeiMwtly pedrioto the condannurg art y for scone. NauwibownJing the afmrukt if my amJamndan takes,portion rifts pmuug arva the!suit of which Jock vac«duce the minimum required parking ratio below that cambhshd by bcsi cute er ordinance,this Lease shall continue in ful!lone and eITect wiawut mabflxarimi. This$ccS(t.L stall ho TemmM'a sole mrd c.rcItrivc mmadr in the evntofa lakiug of cmidemmron. This Lsmc sets funk the armsaeJ wnim, apon wrkk his Lease may wmnin c in the event of a taking w canroitow on. Aecordinag y.the pans,waive the pmvkums of n�, applkable scow:n penning the pants to erniinale thin Le,Be us a fe6uh of 4 Talons or xldcmnmivn. It INSURANCE. (al Iardbrd,hail maintain in Nr0 force and eft ct Proton of insurance covering the progrAy in rah umumt not In, the eighty Dcrcern(509)et the Rapeny's'mole o Ott.WC, ax sod,li nn A defined in tha Aeplaemmt Cost F dmrmrnlmmchedm node poky,msunng against Fhysical loss or Jawagegenstall included in'he ebwifawlon of"ill,i4 urAvmgr Except as ct forth bNow,auuh inswmme shall be for to sole honelr of 1.andSed.And under I,auf!om'a ask comet. (b) Tcnam at all times Armng the Lax Tenn shall.at its own eepaitt,keep in lull forte and effect (A)cormncM;l gsrntal t4balty bournmro wiluci,oar the Also swans(ism of ISO Cl)W 01(oacurrcnee Psis)m its quvaenr, having a minimum aach otturrida t Limit of Sl S,000, a miniman general aggnegmt limit of Sr.000A00.and,full iacludt pro isan for cmnactual liability coverage inswing Teaunl far The pertbrmema of ha udemnky(,Nigadona set fart in e,ia Lease,with ab Excess Limiw l3JSwellal Policy Or the amown of S5jm y.000, ,D)workers wmlpenvn o, onauma oe In she mmeray hnrit,if any,and empkryer,I:iddiuy snsmmce an ammms raw less ehm $50,0110 badih injury per accident$SW,0W disewe each cAPIoyNS5W,0W disease poky it, IC)All Rill:or Comas of Lou-Special Form Ampere:insurance,ineludrmg fire said axeanded covwnge,sprinkler SARAge(including enMgnnke,sprinkler leakage.s'mdalnrc maliciaui mimh!or,wind andor hwricm covvmge. saw 4nhqude ad flood Sovems, c'oa'crutg toll mplmcme,n Walue of all of Tyunl s personal pmpeny, ITide fxtum and imyrovarcnis in the Remises,(D)business automobile liability iosm stce wrinrn on n oremrcosc basis, htetnaitrg courage for owned, tnmawnd, and hived aura such policy having a m m limit of sl'cOoI, pa aeddrm aW fl such additional coverage'or oilier policy limits as fandlnrd rcasnnably rttpit.. Landlord, its drxignaze profanity managanem rum and all Lardlttd indawitees shall bs tamed A,additional 19 MOM—lr&ayn�i•lli n inmrcds wi cosh ofsaid policies fncludmg the wader's wwom.tlan policy)and said plaieskal be issued by mnpam or cmnpat S nmlwiud to do businss in the State and which have pulicyhotder ratings net love imm A--"and tLwncialrum +flee bwnr than"iV'th East's Insannce Gude.Hblest atitinn m e1Tw as of the dale of this[.cue and mbaequcmly m effect as wf the dab orrerrowal o(tM aquiad ptlRka) EACH OF SAID POLICIES SHALL ALSO INCLUDE A WAIVER OF SLDRODATION PROVISION OR ENENTTSRMENT IN FAVOR OF DLORDLA )LORD AND THE.LANDLORD INDEMNITEES AND AN ENDORSEMENT PROVIDING THAT WNULORD SIIAtb RECEIVE THIRTY 4#) DAYS PRIOR WRITTEN NOIICF OF ANY CANCELLATION OF, NONIRENEWAL Oh', .all pe'HON OF COVERAGE OR MATERIAL CHANGE hfli e COVERAGE ON SAID POLICIES. Is addition.all punkin of T wet shall to end:cted w he pr:maty.with des yolieiee of all Landlord Indrmmnees Ideas eeesv,neeondMv andood by Iributirtg. Tenant hnctq w tits roefu M' li"bin' agens any Landlord Intdemnhee of any gnome paid by Tenant w Ian Tenant's hehalr in omitfy the do ble wnhee^e mntpemmioo law. The putts or fly enmuted ctrtlfiente showing the b,,deal mitts roe the same,together with o.,lack 7 p.thee n(the payment of the p emunu there&shall be depositc1 wilt Landlord m the date Tenant 1"ai ocapins the Remises and up If tawwab of wdt prance not iasJfaa hfleea If 5) dams prla m he t espitatlllo of the ten,, of such co vmgc. n Ion Reaps ate applied mitre din the pnlicim themselves,III&es,Temao sail allow Lmdiad,at all smaondtN times,w linter be myLIct insurance of imuwnce rcquircd herein. All such pohcits shall bt Primary ad ann-enntrLtning with or io excessto of soy insurance carried by Landlord. Ttnanl%h@at nor do ant et whkh tray mdt void a eoidsit any umsmsncc An the Reenters or Propmy;and.m the vent TaroaYs use of the Promise shalt asutt in an tensest in Lamilad s inew:mcc pttmkums.Tondo Ball ime to Lmdlad won demml0.as Addbivnai Rent,m mnouno equal m such increase in insurance IC) I:,mfurd,Team,and all parties claiming tinder them each m;malty n1caw ail discharge ueh other fiat tmpreuibil¢y rot into Portion otany loss a damaµe pnid or raisuboned by en inww of Landlord a Ta out undo any Site,conceded avenge or udter ptIantY nsuranrce policy maintained by Tenant with respect bits Peear:uti a he Landlord with respect to the Duild:na or the Ptnpnty(or which wand hive been paid had the lnswaw:•requhed i.be n aintalned hemader been in loll Ideate.and cRea). w miner how canoed. including negligence, and ash waives am rigid of tscovet, ham the Whet in:hdiog, but not limited m. Claims for ennblbdmd or indamnirv,which might othaawin axtat on accaunttcreof: Any'fire.wended cunrun a property instnanee pulley maintained by Tama[with aspect to the Premiss,of Ladled with mpect to the IWiklitg in the Property,shall conrup.in I.case of Ttmni pillow,a waiver of robed tflbtii *iOn oa a.adna3r'm,M w favor of l adlnfd awl in the of Landiorts potkie, a woiser of wbroearion provision a endonetnen in favor of twit,or,I.,he event Arm such twamen cannot or shalt not inetude a attach stick velvet of subrogmbn provision Ce eadorxmtne Taunt andiaedmtd shell o caln the approvni and semen of their respetilve Iluutns,iv writing,m the teppa of this Lease. Tenant agree;to indemnify,potash delend and hold heftemlm,lent Ladled,and us agents, oaaals,employees arid contractors from and against an claim,suit o %tae of action aactid m Erottght by I mm�fs insane fa,an behalf ot o:in the nano nf'faasnt.innluding,e h not limited to,claims for evmo'attion, indemnity or INU pw,Iw t brougbe in eadnvendon of this Section. The muwal releaaas,dttcTIES and waives cuntniwl in Aim pnrvivi.m shall apply PYRN IF THE LOSS OR DAMAGE TO WTIICH THIS PWVISRJN APPLIE$1$CAII$F,D$OI.FI.Y OR IN PART RY THE NEOL14ENcr Sw I.ANDWRD 4R TENANT. Idl Tenant fid1 caws all of its contsactar,saboarend hen,suppkms tek(ommtmicmiom service provides,mowing entry aim and other rebate provdthg aeMc s to an pcifanig wok for Tenant fcollativery, to deliver evidence mutawtay to Landlord that the wanae specified th nacfppgR 1 m FshTbh C a m f prig to ttring the Ropary.If an Service Nmdm no not egmdy with the insurance requirnlxnns.Lanford may oh na the«quirod ineaxance on bchnlfofthe Servirs Provider.and Tenant shall pay m Ladled u Additional Rent tIn cat thno( HL adORTt:AC€S. This 1.<nsu a subject and subordinated to any manpga deed Io secure deke dads of vast w undedyns Imso well An to an extensions or nna4Tahanc tlweuf lbeniia ter euYkniveIy referred 055 now of rceurd. 'Roane nhaI m the tgrtbn of the holder of meth Mc stage anon,a inch holder, Tito subordinati w on d'tic wW.*ocming. Teton shall.at the whiten requtat of Lo dlwd,execute sash Nether mstnaca m Ladhad deems tlrnbk to conNm such suhotdimalnn. In the event Thant slmuld tall a aftue to cvtcut soy and A lung aquhed under ibis Section, within fiftce(15)drys alter Landla g d's, eed. m L@md shall he peetcd a limired miner of attorney to exee.w.such 'untwttetn a the mane of Tenant, With respell to any future Mou , e.snMdinaien of bus fuse will miy he e th v if the offeelhle lender agree in wtithfl t tT won pasewly std whet eights under this l esa will not be diswkod or nlTected by faeclosuaa ?f1 MmwTnsmta"3 nasA ether action smemhy such lender succeeds to the mtcat of Lendwd;povided,siIboNinajon of this Lease to nnv fi0ure.Mortgage will be self-executing if Tenant fins to execute a furore knder's proposrd auumlinam?.'nor dWumatee j l manmmr agraemml form on w b f we dre moth itXmi day atrer kmdr`s dglivm Metmi Ice the even arry etXang or future Iem1C. holdtev a Monpgr, dead al small .r alher emnmetda paper, rmryuei a m difwvion of thin lean which does not increase Tman's Rent tereuader,or does not maertally chance any alit,of itMltl hereunder.Tt z n,agrttE rte cxecme ipporoaiue ioanmentt 1n riinflect'a,ch maliIcdun,cola redeem by Landlord.Nwwnhimnding anythfng,the contrary herein,moron the written requatofTenmt Landlord will eanx in,current mongogee to execur and dbver to tenmtt the a.boNinalwa mm-duenrbanre and atommeot agreementaalNd heew m€NM1l L(the-SNDA'l 21. LIVNS. Trial shall not moetgage or etetwise eactnber or akw to on meumbned in imemt he'SM without obainittp IS.pia wnrcn coneenl of landlord. Should Tenant on.any mi t.lien or other nturttbni,ce (FereWaflar singularly w callmtivey mimed to m 'En trrnr ')to be filed, against The Premises or the Piopmy.Tinian shag dismiss or bond a imurn samo within fifteen,(15)days after the filing taevf If Tensor kJs to rmmvc mid fi wnbrasce whin moil r ee,(15)deli, Lmdkwd shalt have the absolute right to ern ale said hsambe ice by wfaaerer mares landlord shalt deem coen.i met incmding,witheul hmimtion.payment ofsech Encumbmtne,in which oven Tenant"ml m eelmor a I.mdlvtd ao Additional Rent,all croLsexpetuled by LsWlord, iocludiag retwneble atmrrcyx neon, in semovmg said Enwmbraue. Tenant shill irhmniy Landlord and ion agena,employees eM eon. en adaima Nly danagea,Inner w watt arbing out of any much claim, Mensal!, moleem d etioo of LasdLord conomed in this Section shall arrive the etpitaion or earlier tenminatiort of this Leone. All ofIM afmosaid rightso(Lmdlord ehall be in addition to any,,Mies whist eithsa Landlord or Tcaint may hive avadabk mdtem a law or inequity. 22 GOVERNMENT FECtllMIYONS. Tuna at Tenants sole cast aid eapen t.shall cmfmm wish all laws aoJ nquhements 0(any Municipal, Sure.or PaMn4amdarhims now In force.a which may hemRer be in ton ,penelnmg m the Premise.ao well as any regtiromml of 1sndlo1da inuurano curia with repeal to Tenmtk use ofihe Remains. The joJgmene afany von.orate athnisskn of Tenant in any¢Rion or proaedingat taw whether IaMWrd be a party ihetetn or mitt.shall be mi chSve of the tacit,betwem LmNI0N cod Tenter 21, NNE. AR Hama wtkh me required to be given hetmwlder shall SI in writins.and delivered by either(at)United Steen regisMed occasified mail,or(b)an a Snmgh.t commercial package enurierdalivin service with a follow-up lance,eat by United Sae. nail;end nick notice,shali be rent postage preprd, addreist to the pntie,hereto a abate nspee$ne a'drease,Se form In&.14 and ffsmi9 ofihe Boric Least Ravuimz Either petty may designate a thffrrent address by giving make to rim other port f of Monte er 'he address sot ioct stove. Noma,shat be mhnsed tx, has the date oldie return receipt If any such noticesera ref red,or if the pony 10 wham an Mush wit Fn amdam te s relic,ed without kar'tug a I'nvadine asdre s,ten the nniw shall be darned received on the date the-fro,receip Ls rammed acting the the ens w a rSImcd or is un Mocif I k N nab tldr ' Fn the Sheripetos.be ofdin lame, on,.If ewgad nap pmvidr Notice,to tenant an helot!td l.undhvd mJ mucM1 toilets sill be bindutg e t Tenn' If nab nmiaa have ban provided detttly by LaMlmd. 24 PARKING. Tern or shall be lishle for afl vehkles owned.retied or omd by Tenant or Tenant's agenm,empuyaa arnetwaand Mv,tex in or Mat she R,merry. Tenme shall not store nab eququnett itwe trn w,oar pnpvty a env Dck .nor mar any truck,an the patting M n t ofihe Ptepetty. Nwih,fandMp the ern aid,in dneemt the Remises have mcns to a Ioudtg dock which anlusiveR,rrvicca the Premise,.Tenant may pat k t uths fl such lading duet am etctmivsy arnng the Prtmisn, lathe cvwt the Rcmthe have a tens 00 iodiig dick which don oreewy savior the iiws,Tenant shall tat park rte bucks within the doe k area longer duode time it nom eenomnnimably lied or uNendoad its tucks. Ii,no event shell Teo ie park my vchice in or aborts lending doh which exclusively mime soapier tenant within the Ropery, dnnegh,tw In i f,m,djvewny,attestor t other area 21 NXINmI N.I110Si not ar,andaih'enodeuadfen fwrting. Landlord vanes thought Io eslabluhe hat nlu and cvgulmlan for the Ioadieg and urloadine sf U inks open the Propmy.whidl all s may a a 11 Me right m dnignale speciltc parking sacs fm tuanti u e. Upon rcyuesr by l.and'md.Tenant shall move its wtks um1 vehicles if, in Emdlad's resemble opinieh:aid valckn am in violation o(my of dtc abet tai iniars. 2R. OWNERSHIP Ian! In the nan oh sale or conwyana law Lnndhtnd ofthe Building or the Prapeny Landlord shill be nkased it any and all llabi lin'tmdar Mis E rasa as ofthe due ofsuch sale. lithe Security Deposd has bean mule by rennal pion to such sale or eoate,ante.Landlord shall mnfa the Jeeurdy f)pash as Me par liner,anal upon dgli.eay as Tenant ofrotke thereof,Landlord,hall be diseturged from any thrther Iia ility in nfercmn brem. (b! Londtwd shall nor by In delunh of any oblig4loo of Landhpd ItetewJdr unkss ladhxd fails to perform any outs obligations under this Lease with,thing(JO)days after reeeiN of wrftei snake ofsmh Miiun from Tenant;prostand,however,dal if the rant Landlord's nbliyprion is to dl that more Man thirty(30)dovs ere requusad in its KH trsaa.Landlord ahatl It ben default ifLandlord commences tacun tuck defttdt wirh,r trot Mbty(3U!day pcnnd and Marealter dingemly Imrs,,un s theawm to.compktlm. All rbligetLmc of Iandlon3 uMce this Least will be biWing spun Landlord only daring the ferias it m nal.no( of ho Premise:and riot ahemalka All uNl gmiOR tM lardlod Eereunde,hail M consined as eavmmn,rip erndllfma;awl,creep os may be ovhewlse ep.e s provbed m MU IF.sC,Roam may not tmnivse thus Lox for breads Of l xldk rd s oblymnna herein kr. <c) NotwLUrsundiarg anything contained in This Lease to Me dormers,the obligations of Landlord udder this l_a a (ut.lutittg ant, slam or alleged breach or dt(ault bf Landlead) do Ilot cononow persssatal aMigarhrra of the ircfisidual pomwts, dilxmts, offacers, rnantkn or Wmehodcn of Landlord or Landlord', members or pamicrs.dad Tenant shall not sack ncoune against the individual par rars.dltecwn.WTxen,members or dweholder,of Landlord or against Landlord's members or garners r agoinsr n,other p,rsws or entitko harmµ sty brtennt in Lan Told.or agalnsurp of lair pe,wrsal a4ub f wtiafnaiou Many liahil ky with'll It, Ihb Luse, Any IkbiEty of Landlord for a dM'ult by l.andlatJ innkr Ihl,Lease,or a hrmth by I.arallad of tuay o; ill obligaione order Ih is Ltmc.,hall be Umiwd xskly min imtnsr is the Proper,and in no ev l shall any personal liability be.sorted a Pimc Landlord in cmneuien with this Lease nor shall any mcoune be and to any other pinpcny or assets of Landlord,its partners,dirnmss,ofoers,membe,,slharchnldes or any other persons w anoiw Nanaµ any lnineg in i andhnd. Tensor's sole and eaclusi,,ma afy far a default or brooch of(his Lease V' Landionl,ball be either fir w anion for dunas,nr(iil m action fur in)unefs'<miler; I'ewtl herby wniuing mid agreeing that Tenant shell have no otfsn rigM1ts or rain to knninne this Lease on a'munl of any breath or defaost hf Landlord wider thin Leine. Under rot ckewnsrurael whsaaner shall Landlord ever be liable for psrdme, onsequrnnal or special dansages under this Leas ono Tenant waives any rigs$I,may have to web aleonees under @n Lease In the event ofa hrcalt at rtefeoh by i.mdirxd under This Ltaae. 26. ESTOPPEL CERTIFICATES Upon Landlord's orison requad,[Bunt shall c«mc and return to Laref:md.wdhi ftem(IS)days,a uzkment in writing artifyon That this louse is unmodified ad in full forte and eff<vt.dal Tenant bas no Ikfenss, off eE or conaktclaima against IU obligations to pay any Rebl or to perform any other cowenmta under this Lose. Nu then are no uncured ikfaults of Landlord or 1 coma ud ceding forth the dues to whkh Me Rea nrd ohec due®us have fawn,aid,and any other infarmeuon ivavonahly requested r, IandLxd. In the event I'ennui fits to reran such slatemenr wahn aid filer(1])dryt setting net lilt ebn,x or.ahcmetrv<iv,swing forth Nor kart moditkauona,defenses am'tN uncaird Defanlb Tenant shah be'in default hentmdef er.as Undleed's el ctui,1t Mall to domed tat txdl ord'a stmemont is comet with respect to the infwmativn therein cmalamed. Any such nuem,ed delivered Irunuarn to this Senior may be relied upon by my prnpaviwe purthaan, holder of uy Morttagc.or uasignwe of any such holder of any Mortgage of the Property. Sr, CONDITION OF PREMISES. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, LANUWRD f1ERERY IXSCLAIKS ANY EXPRESS OR IMPLIRO REPRESENTATION OR WARRANTY'THAT THE PREMISES 22 Menwfl4Na.&11.11 ARE SUITARIF. FOR TENANT'S INTENDED PURPOSE OR USE, WHICH DISCLAIMER IS HEREBY ACKNOWLEDGED BY TENANT, THE TAKING OF POSSESSION BY TENANT SHALL BE CONCLUSIVE EVIDENCE THAT TENANT: (I) ACCEPTS THE PREMISES.THE BUILDING AND LEASEHOLD IMPROVEMENTS AS SUITABLE FOR THE PURPOSES FOR WHICH TTE PREMISES WERE LEASED; (H) ACCEPTS THE PREMISES AND PROPEKIY AS BEING M GOOD AND SATISFACTORY CONDITION; (iii) WAIVES ANY DEFECTS IN THE PREhBSES AND ITS APFURTENANC S EXISTING NOW OR IN THE RJTWU4 EXCEPt THAT TENANT'S PARING or POSSESSION SHALL NOT BE DEEMED TO WAIVE LANDLORDS COMPLETION OF MINOR FINISH WORK ITEMS THAT DO:VOT INTERFERE WITH TENANT'S OCCUPANCY OF THE PREMISES.AND (iv) WAIVES ALL CLAIMS BASED ON ANY IMPLIED WARRANTY OF SUITABILITY OR HABITABILITY. 2A InlmtimS thSiiad 29. PERSONAL PROPERTY TAXES. Teen tb&I vainly pay DER mace useuN ngaina trout's pcnonal pcpcny and DER mi no.mar to the Premhea in exam of Ludlordn int4WI insWkdme. If said canon&property aatl lame of Sinn use"rushed with dt prnpsnyr cip,tord,Tmamr**fl pay a Landlord n aslant"goal a Tenant a store of aaeh taxm.wphk tmtIa)days dkr mce}v cfImdlord's ants for slat. JF BROKERAGE. Laodkrd end Tenant ucb'41m m In the other der it as had ne dealing:with toy real enne booker err a gent in com ee1Ind with the Monsoon ofthit I ease,eacep,,g eely$hoes pfenad to inlsa..71 mid fl t22 of the Bak Lease Promise,C'Bmken')end Nn it know of'a other read shoo broker or spent who is Cr now be urpded to a canmmsio 'm contctiw watt this Lent, Liodbrd end Tent enh hereby agree n indeamifv. daand and hsdd Me etc bannku from n4 egaitw all clans for mw tunkangc commiuion,, tinders'Ives imikr pxymwt by sly penon Whert) those&okas ikted above and all msm evpences and liabilities®coned is eomtttion with wch claims incltdutg reuonabla eWrneys fees end coats, 31. SEVALnY In the relit toy provislon of do,I.u iovelid m unmfosatMc,the erne hell one alma m SWakthe validity or mf tweaildy ofaoy dhe,pmvisim. 32. HAZARDOUS MATRRIALG. Exxpt(m ordinary ud gcnmal o*Ra wpplies.hurl,as copies toner.Iiquld paper.get.at and common houstlmid cleaning materials(same or nE of weld nwa ail,iwe Harbu,Msetb yes detutd th this LeaseL Taunt agraa nth to Huse m permit any iiamdon Msedak lobe Ieonghl oal,tact,wad.hamfad,portion of the Pmpary by TenanK its ants. toril ees,wdaamtx f igntn.Hoots,.cumsecmn or invitee(coilectkery, •Rotor's Pei,without the prier"itm canon of Ladbnd,»hide eashent La'Alad may wghhold in i1 sok and alsolua diacrgion Within ten(10)days of writer.twpeet from Ladiad.'renant egtaa a tomplet and dehverto Laadbnl u maroon' nai puntiow itIe., irate t ,e.tuw ofllaurdaas Msmnk at the Psemns. Up a the nphatim a Caner rmnksadon of thin 14a se,Trout ogee,to p' mtW remover from the Premise.the BtliUingnnd Tim Propmry,m its wk saw and Home",any aid all Haprdoanerecl. b.including any equipment or wa iag mm cusam Ilavndcas MateriM.wbich ass imnlled.brwgbtupra,stored.used.scnerum ne reka d open. .oh—DwSe tiro"t lo.order or about the Prcmisee,the Building and:or the Prapmty or',eiy,;Mica thereof by Toorn or any of i"ere a ftlue,, d'a Ile folk,t extent permitted by law, Tenant agrees to promptF insanity,protect, defend and hold harmkn the Latilhard lude'nrdtees from and against any tad nil order ,,imaged,iioi meats.suits.causes of earn, lasses,hahilirie,penalties.Brea,expcors end co,ts(ia kdfo,without limitationt clean-up,removal,nmedktion mad re mradion cis,satin paid in unkmenl of claims,aaoruys far.ennarltant lit and..pent Bas and ceum co,t Mich aim or nnk farm the pteIcncc of Ilioneddus Moterul,on. it under or bout We Pmnisn, the Buitdina or any alter comet'of tit Proper and which no c,i cd or petr moc by Tanana or try of Tenant Panicn. learnt nests to promgly notify LrWkwd if env talestt of Haaw&us Materials in the Premrue,the Budding or are after pompm of he Propel which Trnmn Seeuma aware of dating die Term of this Lear, whatha cmisai by Tenant or any other,attar or armits. In the event of any redease of Referees Mwasak caused or NitrifW by Tenant or any of Tenant's statues.Landlord shall have the right.but am the cAligi ana,m amw Tenant to immediatety tand all steps LandMed deerns newscary or apprn1wiue to denedinc such mkase ant raven,an"shnibr uwrc rc]anen to the satisfaction of Landlord and the holder of any Mortgage. At all are, shirt.&the flan of this Lease.Landlord will hat lot right,big not the obiigt nit,to dorm upon the Prcmywc It inspect.inwetigalt,onapk arbor monitor the Premises to dctamm,if Tenant is in nmplfancc with the tams of it,:,Lose regarding Haden[MKtW a. M ad in this Le..the tans'HaaMrue Mmerialx"shall mean and include any hnnrdoss'n oleic tartish,subsrnncea or wastes as I,ow or hereafter denamd order an law.gatute, mdmmwe,rule.tegukti•in,order or filing of any agemy of dot State,the tinted Shea Government or an fecal govcmmenwl au.nrin. clude ,wnhwi fiev rion.asbestos,pcl,okort,penoiaan hytneasbons end perol,wn Imacd prndoc4 area formoiledtyde tam doodni,iv4 palyxhlorinawd bipheayR C'Kjhch and kton and mlaec chloradluoraoarbod, The feoyisimn at this =cob"j;will salmi,,the expintion or artier tammnian of the, l.nit. To Landlords currmr actual knowledge,without uidepentlmt mratigatiml or inquiry.Imdiad Fus rweivad no written rouse from any applcablo"Ifuntmul authority stn the Property is in vi alariai ofary law ragmdrn fiarardcan Matmals or that the Remixes eonain am'landaus Materials. 33. MINCCLLAN,OI Vie. (at In addition to the terms and cofld, M,t,t forth herein,l.esllrcd and Tenant shall be bound by modeteneia Auks and Rci Iatiain,set knth an t'hrkit t1 artoehed hereto and made a pan hct''f. di) All ofihe cay.nlm ofTenam hercundsr shall be deemed and conurned to he"«nrdtioflf m well as`to union "as tlwufh Web waXdz was used in call separate instance. (c) This Lemeshall not be acmted by'feMnl wldinldake poor written conanr of Laadti. (d) The prn@apl,halo,appexmg in In,,fame ore Inserted only as a matter of cmvema¢e,and ins no wy deli a or limo the snips afany paragraph. (er Any po,,cnr,,i,delay or mys=wgc due to mike, lockout, lt'or disputes,acts of(dos,acts of r.Iar r,sn.mmliw acdivkies,luehfiry to obtain forvkes.labor,or tnmmsls or reawauhk sabxnaks drrct rc. wvnanmennl ,airmn,civil eammotions, fne, Good earthquake or usher casualty, and,her causes beymd the rraonahhc cennW of the parry obligated to,adorn,eacepi with respect to the ahligations imposed with mgerd to Beer and star dmrgerr to be paid by Trent pursuant to This Late (coiadimly, a 'Rata Minuet). noiwithnreding anNhing to the d inrmr,cunullmd in this L.shell ewu5t the perh nIanco of such pmt,for a period ului to any such prcvanlvon, delay or aag{agc and.thmnrcie, if this L.specidies a I. period far wrient ace of an ohilstion of either Tasty.IMI time period shall be extended by the period of any delay in such ten's performance cssad by a Porte M*me. (i) Subm iwen of this l.aasa shall not to deemed to be w offer,or an acceptance,m o reserevion of ,he Pmnises:and Landlord shall na be bound hereby anti)Larltrd ha,deliuend to Tenant a Poly execaaM copy of ibis dzase sigrad'm Imt of the Imtiea w the last page etmis Lease m doe paces Mndv lwvtded Unhl arch deliver.Landlmdmserves the right to exhibit and lease the fiemaos to other empasiw anmdn. M1utwithnanding nnymin,umtnmed hefent to the wohm,,Landlord nary wltd,hold prsacuinlr cite Pmmieas flan Tenant until such tune as":orator has paid to Lmndtwd the swnrit;.Deposit,end the But month ai Us x Rem. 24 numoolrt0.dn f hbglk (pr All of the ARpIS of us Lc s 9ha11 %1 ad io and be nding upon the piles hrnlo am their re etdve hero.execuws,edminiwrmas.sWecs rs ni assigns. - fhj This LmnaM da putlos' t,poarve righa hn,mdar shill he govamed by the law ofde Srue. In the cwS of I tipWm,an ash l be nors lR in Harm Cowry,Texas. LANDLORD AND TENANT WAIVE THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY OF ANY CONTRACT OR TORT CLAIM. COUNTERCLAIM.CRONSCOMYLAINT,OR CAUSE OF ACTION Ni ANY ACTION.PROCEEDING. OR HEARING BROUGHT BY BITTER PARTY AGAINST THE OTHER ON ANY MATTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH TANS LEASE,TINE RELATIONSHIP OF LANDLORD AND TENANT,OR TENANTS USE OR OCCUPANCY OF THE LEASED PREMISES,INCLUDING WITHOUT LIMITATION ANY CLAIM OF INJURY OR DAMAGE OR THE ENPOEMENT OF ANY RRMEDV UNDER ANY CURRENT OR FUTURE LAW. STATUE REGULATION. CODE, OR ORDINANCL (I) In the nvwrMany legal acttm WMW<Nine brelagM by eIthvpmry eyaircl the Mmaring rim ofMnisax,the prendjng piney ikn.Il be snailstorcovarrswmbie ar Such tam and wacs(inchWin@.willnm tim court wr ratbn. a andcxpm witness fm) ncurred.in such action Such manuals shah l he i4Nuded iti wt' judymwt rmdetsd en any inch actin or prw+:eding. tjy Nn wawa by Landlord of any pimision of this Isaac or of am beach by Teen hemwda shall be deemed to be owaiva elan'Mar P°'Mon hereal'.W of arts subnqumt botch by Taunt, I., dk,tds r else wu to c Nip ofwv act bw Tn requiring LmNord s consent or aT rn-.h wder thb Lease dill tot be A: S to ruder wart«awry the o a,ning oflwdlord's ilausM teal appmvnl ofwy subceq,ag act ofTenwt. No set or thiaadow by t.andbrd m Landlords agcMs during the Lwae Term shall be dcemcd w xceptana of a sutrnda of da i'renlim,uokss at xritiriE signai by Landlord The dchnq of the keys many emplyc W agem of landkwd shell rid opam<as a ierminol c of da Lime a a s.nn,er nT da Pmmss. The*c pev'a of an Rat by LaMhad fnlhmting a bmm'h ofibn Lweby Twani dill riot emW4utt a waives by Ianfmd of inch A<acb or any other br<mb wsnsudi waiver is<xprendy Haul ins xavingsignN by Landbtd- (k} LaridMd shml be the sole daambmm of the lc sod nmo,m otany mess control or counery $ilald senittt w Sa tlmv dad Ic 1M Pt pent',iPany, IN ALL EVENTS,LANDLORD SHALL NOT BE LIABLE 10 TENANT. AND TENANT HEREBY WAIVES ANY CLAIM AGAINST LANDLORD. WOE (I)ANY LNAUIUONZED OR CRIMINAL ENTRY OF THIRD PARTIES RYTO THE PREMISES.THE BUILDING OR THE PROPERTY.(MANY DAMAGE TO PERSONS,OR(ImANY LOSS OF PROPERTY IN AND ABOUT THE PREMISES. TIE BUILDING OR TIE PROPERTY, BY OR FRObt ANY UNAmTHOKIYC) OR CRIMINAL ACTS OF THIRD PARTIES REGARDLESS OF ANY ACTION. INACTION, FAILURE, BREAKDOWN,MALFUNCUON ANDOR INSUFFICIENCY OF THE ACCESS CONTROL OK CCUR1ESY GUARD SERVICES PROVIDED BY LANDLORD, ID Upw Twal'a falysi4 die Rem n'scrwd havusder wel Ilbervbg old pafomWE all of the cosrnant5,nlndldons and Pmvisliw,on tonnnCs ama w he ub,owwd and pafnrmM braider,Twmn well lore 114t pmmson ofthe hemees far Ua urn hcirof, tho,t h the pr or eject ion by say pose lawfmly claiming mldcr IdndDM,dub$I'a tM peon S M aM ihta i.ttc to dtc prOviaiuh5 df wt'11)cuvvwanl5,pmdih0A5 Ihtl rcmrl,onx(di maam Iwa<,a011)MotRg.Ee le whwii this Lcaa is Subordinate or may be auhndiuetcd (m) Time a ofdamaence otild)Ira as exth aiad all of na pmvisiw . (n) If Taant is a cwpamiw or limited flabilit,xmpay,pert iMiv'idud eeeeuting shin Lease on behalf of Tense herby covalonts mid warns that Twain.,u daty auihMnd and cxSing capotation or H rctl tlabitiry company,that Tamm has and',a quo ifird w do imrinuw no the&ws.ihat da empveoum or limird lability company has fall rhi and aalha,ii to cntm into Erie Isar.and Abel inch ierwn nignin%on tchnlf of the aimomtion ix-ohwiad to Jn so if Tenmu ha t.n.xrliip or coat,each indisntlual•'iowdn6 this Lease on Miaif of Taunt herby covenwts and'.armor that As is du.y auhoei ed to a eeute oaJ deliver this I.nse nn hcbnlf of Tenant In aetWdana wish the terms ai5mq<miry's pvpRmMp or oust naemmt. Taunt shat pavide Landlord w dunmid with such ewidwce of sae,sultimry a Landlord shall aavwabty r;ucsl,tnciudmL wnnom Iantwsan, 25 MHnm 24uw 6 5QI7C rnolutims,ccetificmes an epitdcru of vaeasel.. Thb Lmx ,hail no ba construed to creme a palmership,joint venter,or xintdar celmionship,r nrranyemem hempen L:oulard end Tenons hemunder. (ol If two or Tnac fndmidealx. aapmaiiom, pannarhipu or uthea hmineec one odminns or any ca,bnssioa of nxo or nmw therwq shall sign this (ease as Tenon, the liability a each with :MM,uhail co oral on.partnership or other bwmee arodeik*to pm Rem and pedami all other obiiaaions hereunder,hall Ire deemed to be jeer,and zesefal,oar all notices.pavocnes and i reemcna g:xen or made by,with a ro any one al' inch ig ividuals.capnmtian.pmmenhips or other business maociotianx shelf S,darned la hoe been given or made by.with or to all or them_ In like manner,if Tennl shall be a paitnti fup or mho busutcex msocimvon,the ambm.of whsh ere,by vatuc al'aarv(emrederel law,xobjal ropenunal Iiah,Iin.thea,the luehil ky of eah+uch member shalt be Joint and seven]. Ipl This Aeraamt is the result of amt-lcnglh r¢gaimtiene bawecn Landlord and Tenant ad their raspcctho anonteys. Acewdi Phi.neither pony slink be dtcnwd to be the oaths,of this i owe t nd this Lea, )]I* M[W eottRrued}B,S e part y. ty. f9) (,pen iatuilo d wrinen ragien,hieimt shall prompW tower Latdlonl.ham drne m time.with O e must clmem audred pnacinl s..grits pepaed in accurdnov wish gcncmlly accepted a uumhtg eimrylex, cenifgi by Terent ad an independent audilm m be true red corr,[L reflecting Teita[s then current financial caididon. ri Thi3 Lew,may be exaiMd in severaI OJIJ1ItW5i1L each of whsh tall be damned en nrigrs'wi, std allot which shall constitute bra arc mid to same inwonsent {s) OFAC Conalcc (i) Ceitifieath,. Tmmt candies,reprxml vorgenvendarvenamxthw- (A) It is not acreng and will not act.dlnctly or mducstly, for or on behalf o₹any person,group.entity,orma,on named by an Ecccvtive Order or the United States Treasury Department as a terrorist.'Speclh Le ffinasM Nee—t Hard mrr.*ed a«snn",a other band or*eked pent.mlm, mien no tmnsaaion poaswnl to any o w,ceder,rub,or raga lubn Nat n enforced err adminisaewi by the Office of Foreign Amax C mtroi:aJ (n) it is ma engalted in this tnnsatia, directly or indiaM on behalf of or inalgaug or txtllaling lhs lion,dircolIy or mdlreedy on behalf,oB any such person,group,vntiry or nYiWt. iii) Teem hereby yrees to defend with counts) reaaonabl, eeceptable to lendladk indemnhf and hold hamlaa Lmdkwd nd the Landlord Inhmnuns train nerd againo any and all Clams arising£not or eelmcd to any such banish of the fai,goine cenifc rri, rcprcssnmuona watrmucs ant covetous. I)) LjYLWAykJ9fp@d4ii2'„ Avant agras Mm the lstow of ihes Leawve conf''s r,tul ad constmne pcopnetary sepaakm of(Inner ad,and than ii ant he re Cl p!iee,wrens Mnwf enua adrarely elicit the abi1iry Cl landlord m nagotine with other lls, a. Teslast hereby agates that Taunt and its partnefa,ofhan, director. empiaefr,a nis,rnl anaa brokers raid antes pcsxln and amrleys(the 'Temp-relaai paroa")shit not disclose ogre terms of this Lease to any other pane. without Landkrtd's pn'a w,imen .em.,}.earn to my asneasraro of Tensor in annsec+icn wick the eve,an,g of Tenant's flroarre to whatenumm tar returns,m an ,pineo of this Lease or subfaat of the premises,or ton ontiy or pawv wham dixiuma is nqube by appikehic low or in connection with any action teought to cnf c this Lease In Al the Tenant tested Parsons may not d'uclo a the manes of Landlord's➢fake,Arizona rite,thef napuave affiliates or tuba diaiesto any or their respective otiaa. cousin, ginfla et,nJ stn isms. membns,farmers.agents aid eoowaam to aIroos without prior written consent of landlord std Mimeo Tile,which convni will he In each,prim sole dLnevion. Tenant, all on make,and Tenant shall sec its best efForw to ensure that the Tenaot.ret tcd M.do ano-wxhaO.a a i10575 out make.anti publi anlloupamimd regarding this LcMt or the nemu hereof without the pour wrimi Whoeto of Landlord and Ancona Tile,unaabl suds public amowaremem ie moonaey w comply with applieab*hi.. Cu) FRttl. Tenant is nor mf"empkyee S ref a iroar as defined in Sealers}(3)or the FSt pl . Ratanmt lneeme Security Au ort ef-FAU5.7').which b nubjct to Title I ofERISA or a'pWr'ocdeflad1 Section 4915(cX I)of he Imemal Revenue Cade 01 9O,which n atbjea m Set 4975 of the Internal Revers Cade of l9I ;and(I,)the a)ara of Tent do nor owatittt plan ti of rata mare sehplam foe purynses of Tide 1 of hRISA or Sctin497S ofthe Irmmal Rnamua,.ache(Igd;and{c)Taunt non agaemmantal Plan" wkkn the naming d&uiio 3132)01 FNUSA.and ocL,of Tenant de rat eaoatiWk tl.a man of one or mom itch pins;a(d)trmcA,os by.with Teniui err MI Nv iolauan ofnone mmuta ap{tkabie m foam regulating avatpmn of and Ifduci.ry obligatkm with mspem to gavmnmmtal Plans. (v) No luANmNnt F&Lkht At And View. 7TSB Lease umvnya m Anmt no rl Eli Qrt ny ligh .au or cw. No armmenn of[ I.ix a view,a my imPakm,et el the viaiSiiaY of she Prmhiera frmn insde a wta'de the Budder ,by any tempura Or odder ayct Non may hereafter he erect(whelhm Or nc by Iaf4kWd) dull amJk(pant man'reductI4 ofRentii r*ia Lnsa,cointimta an canal a wulnmia evreion of TmnL mutt in anyiiabihty of landloIdto Tonmt.or in my omerway aT tfhle Len,or Tents nbliguims lmrcunder. In) l.&cut RaSt a E n S of Deft 1. Am agrtenkhl by Lmdkwd for bee or nand tent Of other dmges appiica,lr In the Pamiaa,Or for the giving or pe log by LmtdMtl 10 a for Tenarl of a*iy.tag),or of.bmuv,inhmemem or aidmuuan fee TcnaM's wtennp init,MA Lea . includint but am hefted to, my tenon Amin alluwunet all of whicii concrssiu,is ue hereinafter refertM to to.Inducument Rosiaions'shall he deemed conditbned upon Trnant'e full and faghNl pufonnmtce.(ail afrhe renha,cc tnannand conditions of this Lean,an be txrfomred or obMn•W by learn defend the harm hereof as the sa.rne may he nt',dad. Upw tine occurtaioi 'I a..event affrfault fm defiant In sepia"Id)ofthd,I arse Sy I ILLna sty such Imh,enam Ravin r, shall autammkally he deemed doted from this Lutz and Of.further lore,Or rued.and any rent,other.barge, bonus. Inducemem a ou,nd,rgioo fbaetofwa abut. given or paid by Landlord titter such Ni Inducement prnvlsirm dull be uraf u, tdy due and payaolr by Tenant to Landlord,and recoverable b L4ndmrd as addaicand tear due under This I eaea.nowid xand'mg any sobwduem cure of said event of default b Tenant The Icapsa by tam o,d of rent or the Lae affhe event ofdcfadt which iniruud me operation of Nn Se 1tm 331wy .R not be dad a wuva by Lmdtonl ottb Noviaiom of this Lean uateu apeciticalty so tad in writing by 1 ,Ilmd tl the time ofsuch aceepwne. (x) APPRAISED VALUE TENANT HEREBY WANES ALL RIGHTS TO PROTEST THE APPRAISED VALUE OF THE PROPERTY OR TO APPBAL THE SAME AND ALL RIGHTS TO RECENT, NOTICES OF REAPPRAISALS AS SET FORTH IN SECTIONS 41.413 AND 42.015 OP TILE TEXAS TAX CODE (y) 1LECEYLTYE TRADE PRM iICES. TENANT HEREBY WAIVES ALL ITS RIGH19 UNDER THE DECEPTIVE TRADE PRACTICES-CONSUMER PROI'EC1ION ACT,SECTION 17,41 ET. SEQ.OF THF.TEXAS BtISiNGS9 AND COMMERCE CODE.A LAW THAT GIVES CONSUMERS SPECIAL RIGHTS AND PROTECTIONS, AFTER CONSULTATION WITH AN ATTORNEY OF TENANT'S OWN SELECTION. TENANT VOLUNTARILY CONSENTS TO THIS WAIVER. fa) Condition press... Carmody, Arizona tile ktus the mtira Building pursuant In a hue allrament between Arizona Tile and Landlord (dw ' TA7 1 care. '). It will br o radltS precdan In for effactivmws afrlais Leave thmthe foils wingaca:(i)Landlord recent written nonce from Londlord'a msmgngte a form xaptebk to Lmdlad in ire sale disaeascm tiro Ladlad's martgrga.,(groves(II he temsmation of the AZT lease is m the ftemica and f2)the terms of and Landlord's execution el this Lame;and(Ii)Arivmo Ilk assures and delivers a eaminSiun aTuemrnt in Yam aaepnble m Landlord end Candled', monkngcc rammming the All Lean as to the Remiss. #S1G%4 TUBE PAGX TO FOLLOIW/ 27 MHp ,3%lt 4 dull}t WiEREF0RF tandljd and imam hare re..peaiacly cxecmed @u Lam.ha day and ytr fhse.bore Ldd11L^: EL: DEL PIRO INVESTMENTS,LLLP, C&C NORTN AMERICA,INC. an A.iwna limimd lubiihv II.W pe a lip aDelawere coipamonj me Ny Iilr e4RM Dauf. Nam r. niG cCp Para= OGTSMw Itd91n — Das: � 4.* ca� 2919 L9:,1*a. Ai.-4 /AI,ESTwe 13 (1—A- MA, Ak. n.A j ,fl f,641 e ry Caa^ SS a 7E (iert'A' P.a Rtea� 29 ea.om:a.bt9,b ti43)a EXIIIDITA 1`NC01L5F9 ut:nu� 1 1 j i if JJ I� 4 ._ y - AJdimmi4tnn L 6wlk�'°'"CF Ana A-1 WNw2)tMll9 b11rN!A EXHIBIT R 1FCAL O V-RIFTHN OF PROPFfly &I NHOeu HNGA b11NJ! twndrr n Ii �x `I y I E: n ( iU t1 AM - II % ( • ( ( ( ! Spy (+/ V N �-d i a. - ;v °p [jI R° 5' 3B ` o52t N ; aA E .I x� q A I59%II Im Rlek ;;9 Rl9-tff $_F69F ...2 la11 fig Sl jgjjj' $e19 I1rj HONJ 8g!g!!1:` 9TJ Vii • �.f•W ha ;I, Ix I��'iY Ilax aax RIS°a $kd{I & 0 5 Ie I a in- a• u [e 4 x Y I ? 1i M gg Gx gg, AIE3B aflff� Ajj / 8 �[xjl[= � ]n°fia ffaf &allfIz P RS Ia �ly I ^'R aI� €fib I ; : RQE t alI g¢�(assa g• ¢ fir-[e ¢Ya giff !gx � �€Q u se A t�!vt .0 s4$c i"aa�S i71 9 i; i s ; � . I | , | , A ] | ! & § \ { | \/ -- � . �§ } I\® iL� \ . | 'i r f@ , � \ • *8I \ }§ � � ��q ' ) \� ) � jill;� §! ` | / q ! §\ � � | ; 11 ' § / | ffll \ \ �) ; j1 §$ / EXIIIBIT C WORK I.RTTLR A. 7JANf MM OYEh1ENTe. Lmdkrd,At--ts sole cost and npcnw.shall he responsible by p,S1daeg 'tic'"laing"gym w on a'turn-kcV ha,n "hirer the neshmil,electrical and plumbing msemx serving the Prorate hs good wexking ordm;and 2. Commrm a eham link teae to lunar the OLLSke Monet Area Iromthe ranhl&r ofiM storage areaappkcable la the Btuldihe using Rnlldorgsar�darc amaiak. B. TEN5NI'F(NIS7IWORK. Teeter will mnerruct or cause m be o cannnmree ii)a demising wall hnmrhe floor to the ceiling deck bowuen he Promise as d the remainder of the Ruilding 1Ne"Din iS Wail") Md rifler on crane within the Pnmisn(dre"Crag,?),aactsrdslce wihappliubk law. The Dcmibng Wall mod Ibe Crape are eoticetnel)rrkn For herein as the"Taunt Froish W otk'. Tcnmr shall all to Lmnllt d pear to cmnmalcemenl of cnnamr000 of the Tenant Finsill Weak complete iohiaf pima and apmcificaiou(1!'(nail Corutnainn Documents") the InESI Corrsnucfron Dereano rt3aa.1I IM'.Ilyde.widiWl lhaitati,n. i. General Nmn]Ilea 2. Demelkinn Plan 3. New Conwnrction Plan with dent ofalt new intpaavemvtln 4. FinuhespFan 5. likctrkal,Mtrfbniral and Phmbir a Platt Within IS day,Agar recelp of d,e Inidal Co..,.,f)omrnntn,Lsndlead Shall delinr la Tempt n notke :itheC approving m disappoving then:. An,d'oappmvat mo,w aprnioN in n,gwnablc derail the reaaore, for the disoppmal If Tenant dots not receive a naive Gam Landlord dkafpeorutg the(Haul Corelrvetlon Lkounents within the l5diY period,landlord is demsml 10 approve the Initial Cenatnehlm Wcum<nb. If Iandhod diwppms s rlw Initial Comnuction fiueumenta, Tenant shall revise to. m onbrmr It, Landlords objepirms and driver campla, copies of the rc,sad Initial Cmarrucvon Document,In landlord. I he aryro,cd initial ComtncrlM rlxunlems arc retened to as the'C D I andtut5 apprcrol of(Ile Corurruclkm Docomenta is n v a warranty mm the Cow*rurtton U cul,icnls cwnpfy wdh applicable kwx. ranee will solicit bid,fawn them 13)conrwnm weatcd whin the greater I lOI Moe mcapoli[an awn for nn:ttucrlon of the rein tlnish Work provided,one of the bids Its the Demising Wall erica tame from Banton[on,trrufwn. IandkN will dewrmineisubjat to worst by Tenant,which appnval may rev be anroae,ably ogs1,,he NAIimere mdelayed,andwgl be d,tme3 yiren ifimmtet,na give t,nom od daeilcd nbjccnins te'M1e hid rccmnmtadat by Lwrdhad within 3 business day%after Tamil s receipt of LandlnrJxrecmmnmrsdaIwti which.Itany,ofilk three burn raeiwed by Tester will be aacpice. To,wnt s all etlow Landtcrd ae,eaa to gt freighter at all limb to Speer the Tenant Finish Well laadbrd has no ohligwms to inspect the Tenm.Finish Work. No inspsaion by Landlord of the Toone Sit Wink is a wsmmry I.the Terrmr Finish Work eomplie+with the Canuruution lynnments or any applicable lawn. C-I MNOz lSoNO 411"'1 C. REIMBURSIklEh'T. Subjuatp tha RmaasaB oflhin Scion C.Ta,nitw ill pav thw Asnal Cost(dc:mrd below)She Thant Finis Work. The tenn'A{nsI COn"mesh the v'a9 o(ail fiber onto nwtnbls and all hud and xof'nwis relating to the run n Finish Work(including witmdr linnuticat.all fees and expert ss of ant and engineers} Within forty flue (45) den of cuopkaion of Te Dvnising Wall, and prcsenmtton to Landkrd of(i)rc sips and smoke market "paid"and(it)lira rcki=.v eaevad by ail peeks c.ssmlctng Ibe Demising Wall, itselud g the<alx'ral convacs,snatetialmn.and other ven<vs pukhtmhtg any poninn of rue conatm¢inn of du De,Jsing Wolf or wpplying any mmaials used in nrctiot tiaruwtth. Landlord will reimMz-. Tenn for Gtty parent f?d )of she Aaunl Wall Cog (bacinaitcr datimd)of tka eft in i The e term"Aaunl Will CStw'arcane the cwt of art I a4w and maktiala and all hard And soft co astj ttlatigc tote Demising Watt(including,without Iimiwlnn,all 1cc and evpensas of atIii,4a agd anginmtx and swAs insurtN in mlttuling eaiuiug f aPtinkler and cIovt al ayaems% D. C ENV=RAL. I Any d taz t,to the Cmenvxioi Daeeutnenss rMtw fast he wbmittwl to Lmilwd her ttvicw and app^^al prior to thr work rcflcctcd in such amended Cnnernetion Docoincncv Fein,jPJntak, I,Twain, 2. Workmawhap and rrawtiels to Na wad is ertWutkn or,h lesions Finish Wawa shall be of bev quality. Any apprswai by Ladle,d ofthe Co asmacction Dncmnmts shall not in a'way cnnatiwre a repro enmtm or wins. of Landlord a T.!Fe xiegaacv of Ric, of the Conso-uctinn suc Docomems; h sky oval shall toctrl}Sc the aonsrnt of landlords may bo cequheI hcrcunder an mneawn with the Tenant Fni'Work in axurdana with du Cmuwraw Documents under the tams of his Luce. 3. latint&jean cunnsu o the Terwnt Rots Week consrstent with a of the It,pcny ant shall mnove a track fled h th from the Netnises en a daily basis. 4. Upon completion of dte emntucdon of the Tmant Ftni,h Work,imam ahs l promptly triton any area tddte Pmpr,w smad as a result of Twanta conseuction of me rnee!Finish Wok to the conditnm axmtin,ptiorto the commenttmem of such ememrcrta. . All cntlrnt ruts . bcpnrracton& supplin crvirc prnvidaa marcing eompnnies, and other pertar ring work of ass type for lesions in site Property shall canply with the ittwmnce rayuiremems desuibed wt meA[ hare*1 to the fyFJ'jrjL{'. C: Ville na4tav�a i IW' Amtomemt l A. fnlarjh Scvie,1 nwiders shall,at each pane's own expense.nnNY+i inauriee as set fan h bebsa. Each Service Provide.shall maintain the following irounace at all limes when the Se.nce Provider perforce wok in at douses tP ffic Eropctn': I. Commercial general liability insuraa wti tcn an the nod current fun of ISO CO 00 01 (axnmwce bmiq or its equivalent have a minmum earn omutrence No of SL000000,a minimum general ngg,egaic limn .I SybnLUOh1.and oat caclvde this tease from the i erminon of Maured Cnao-ac!-under the amlmcmal Iiabliiy ptnmsions; 2. Wckaa'c mpelnmon insurance complying withstnnnorY nsluireme.IRs Of the Stitt of lexss and onylayers tubility mstn n c in upstate .0 less than $500,W0 Lodily mjiuy per XLldnac$5W.WO dunuve eae'h emPkYm'II5O0 lO hcaw poi iv link; 3. Business nuwgo jle insmanee For chime ukmttom nfowaaship,ronainnnttce,anise of owned, o-O.Os,L and hired moles nhtcka at upon,cc away from the llopern. The miniraan Iim e, mug be Sl 000000.,is cwgnntt'. a. Excasiumhmlla liability itismanca appyvtg an Al least a"lint lowing form"for primary}burls,in saxes of eoommcrciol grncrnl IiabiVitg.cmPlayas hneihty,and bon.a'uanobik Ilabmty.with a mmmnmr limit of$3000000 each neurone and pprega e,wenm spptuable;and 5 Such Mditmml hNurara covemgcs or other policy limits as Landlord reasnnabb reciuites. B. Ladlord,L iloMa desi®tred pttpeny mio¢gemeat Rnn,and tall LanWortf lademiMtces shall be nmuw national awn t cn each of slid Foflea s texcluding the worka'a onmpemadon poly)and said policies shall be issued by an inananee company or eompnntes authmn td to do M,ehtew in the Stse and wbkh have policylsaWer rings any lower than"A-'and Financial wrongs not looser than U"in Dars Insw•e Cade(iuea edition in cttect n of the dale of this Lease and sulnalnem(y in cited as of tht date of renewal Mike required pouche), EACH OF SAID POLICIES SHALL ALSO INCLUDE A WAIVEROF SDBROC.ATION PMOVI51u% OR ENDORSEMENT IN FAVOR OF LANDLORD AND THE LANDLORD INDEMNITEES,AND AN tNOOpSEMENT PROVIDING THAT LANDLORD SHALL RECEIVE THIRTY (30) DAYS PRIOR WRITTEN NOTICE OF ANY CANCELLATION OF. NON- RENEWAL OF,REDUCTION OF COVERAGE OR MATERIAL CHANGE IN COVERAGE ON SAID POLICIES. In nd•Bttat all policies of the Surf a Proa idets skull be endosed to b primary,wilt the pelieiea ofall landlord lmdemSs being enc. ly anal nottav anysin . Each Sava+Prova4r herby waives its right of rtanvery sgainst any landlord indmmitee of any ,mend paid by it m m m hbalf to aa0son applicable workeh campoo win laws. TM W Iicios arduly exin." ceof the l snonal the naanal tams for the same, whaha with s&isfadary evtdaee of the payment of the premiums shown.shall ace i&Wshd with n 1.to an the don lath Betake to ovide furl enters the wapetry and upon tenex'ab of such policies not laaa than Lille m(IS)Jaya pin the expimrim of the(tin of sod aswrage if cenifsiues,nc supplied rher than the policies ffiemselues,nch Mn'ice I4asgier shall allow I.mdlnrd,mall teasonabk times to inspect hi policie.of biwancc rtgmtcd ham. C With rtapd:w insurance roveraes,eacep wmkvrs compenamion,mamwmd hertunder by each Smite Pnwidcr sot insuemsce w he,.epuaury obtained by I.mdiad,all klnma#c cor,,nan aff.&d by Wlkin of insurance maintained by oath Service IhvvNee shall be primary inwraae as wch covemgcs appty to Landlord.arid soh insuwnce cnvdagn xpuately mzmtainal by Ltwdlord shell be eacas,and each Vervsu I'ro.ihr shall have its insurance pohcen so aWmsed The amount of haglity insurance under ilnsamc policies maintained by mwli Service Pnrv4er shall stn be mind by the exisitnro of Insurance coverage amler policies scpmxary mbintaned by Landlord, Each Servin Proving shah. be nobly responsible for my paaiaaa,au sonenu,penaltin.deductible asstmpnax retwtas,audits, reerospative djimntcntc or any nrltrr kind of paymrn:disc under its polices. Each Service Prow shell mcrtasr the amounts of inwmme m the inwmnce wsmgec as lanvleed may l*2s n*b tttlhar Iran IIio to cm , C-i NII0.aa]MNUa,6 HMlB EXHIBIT D RULES AND REGLLLATIDNS Taman(arc to comply with the folkwmg Mies ad regutanens.erA any subseyucnl Mks or regulati4 n whi Landlord mm t of tNsly adcç. es a mcdi[y from time to time. r mall shall ht bawd M sw;h rvinoe ragulaliei s w the same a'.erent as it sub tics and regulakna*ere covenants orthis Lease;and any mm- -otnai oo thief snail candiun gro, nk fir Defaair utter this L. Landlord xhnd low be ihble Car the ram-obaervace of,aid rules and reµiSk,ns by my tamer tanam. I. Landlard g cs to furnish Tenant une key wiBrom charge, Addirion4I keys will be famished M a nunirwl sharµe. 2. No Tenant ahhll at any lime occupy anv polo of the Premcv,s, BuiOJmg of which the Pramisesam Past andfx the ProPat}m skrymgur Imaging wrten. 3, LvWlord will rte be respn,ibk fix ba or mien per®al property,a lotmeat mmey or jewelry from 'I u.M's area or public wont rognrdlcst of xlcther it ax.ouch lea occuned when the anv is hsck d flown cnnq. d. No binls.l wl,a animals shad sobraughi into or kept in roc abeua the Plunisc.Bandiog opwbich the Premrs are pun and.,ib Premise. 5. The weer ehven msl other wain fuwres shall riot be used for any purpow Mher then. t ty fat of Bwy were uildthg of and he dame sesrg p t to than loom optic ,ta the defacing m injury of try Nn of ca onPrernite,N, Tenant of which the Prl waste warn p b vN:or ri Propeav shall be bnmc by the p<rorn the dull mamian it. No Tenant Parry proem dlall waste waver by My£nrMn wilt,U<fucets w rnheawiu. 6. No Tmmt Party Nlall Jiwurb iha o.calmnex of the Building and-or Pmpery by the seat of try musical nst,urT,taa making of.h.noises.causing objectirnabk it,Or any n mxonnbk ox. ' Pot pu,s of gu d houxtwpinn. safety and cleanliom of rise area outside. the Prcmimand of the rammrm areue, Twmnt mum keep all mfwc and dehrn in eonuinrrs. It Tmaot fish in this respect.Iindited may give written rmificoion to Tense in clan up sub refuw and dams. If TweaM aces not mrncdy the wilumion within for- 1ela(its hour hum. , ceipr of such nutincatlon.Landlord retain,the rigN Io alms up dw arm and bill the semen'fm such work. 8. lss e,n as utheiwius provided in this Lease, rm ;tent, tookohnp, not ram limed to. veidcteL traika, temporary cnncMre,, supplies or equl}mal, shall he stared oufvde the Premises wahM are Property werhau dw express pmmissian ofthc Landlord. Tenant shall nM block m obmut the driveway or place mbbnh.bash,lilac m material of,rn similar nature in sacs area. Tawny all plea,approved tman recrytaln only m de%igmled arena. 10. t'an.maw not operate an, recreational,uhicles aroma the Hopes}. I I, reams may not relwa any eenkle aaloida Me Aemisn. Tenant may not leave ,my venkle onside the Praxises over ancnty-awo(?21 hours that bas a hatnre at is Mapamdve in,,any nasal 12, Peit to In the fosmisc,I s a Tenant eapa,c. 13, No wa,Iiio,of any type(ether than a tevmnnble MMnpm at kiwh wm6mg7 will Se pima n ow PrcmSec including the rack apfvn and parking areas. 10. Tenant will furnish and mairrmi to adegnmx numbs of fist ettituntelnen in Aewd operating caditiam as buy be reasonr*ly «Moira] by landlord and will also comply with suet safely UHM1w1)Nnp 11 'l l amnnods,a s and Ws pmeent{un mid loss redaenim raaneendaluxrs as 12#d lord x Landlord, miam i,e c ,ten Iw both)may,lion time la ilea,wqoc,I 15. Tenant stall oat aattrnitt anyone to walk up rill,iosptcl,install mn,Mmg span,tY repnb the mofofdx ikiild"aig Ib. Landlord '.serves lilt tlgii in m$:e smh otlim fabler leaaonable vales and ,,,melee as in its indmms may'ten time to tree is me*J,tar the sally.[im And eleanllne of the Property. all fm dio preservation of good ort man. B3 wrtwmxxeua eitroaa EXHIBIT E HV AC MAINTENANCE CQNTRACT The pavmamivr Iatinlmm11ek1enkt arimaet for boating nd ar wndillminB vyvlemv requbCl under p 9 of to I.axe, captiond 'TE4AYt'S REAAIRS AND MAINTENANCE OBLIGATIONS mwt Incivat the IolIo,ig� The Iervim cantracf en bmrme clTecth withal tam()0)thy a of Temnis ocnupnrcy aft Eremt and service siun nom bn pxfolmal on at tam a gwmrly bass unleaa mhRwiae egreae m wehrn8 by tandkad. mtmablurmmmnemet inn ic!udc Ac M owing aervic Adjst bell mnswa, 2. Iatni,.,,all movin6 gran,m neceuy; 3. ov n'amt adiuel all tcmperalnre and arhty wv9rolE a. Chsk rnf.'� oloo synwn fir leafs end opmalion. 5 fleck r fr#,mtiov ryuem fnr mliuurc. 6. hupect cemprcs oc oil kvcl and crank cu c leaIct% 7. Chat tend plerave wain pint and ad prnurc: g. Inspect ur Rluen Ind mpI a whsn oeoo.y; 9. Check.space conditions; 10. Qiak tondua'at aies cad drain puns usd cam,if,.cc a'; I!. Inspect e ad'use nl vdvn: 12. Check rid slut daapen:and 6. Ran machine fhmagh complete cycle. E-I MNNa 3Rmly a11tliR LXIIIBIT F WoyE-OLrco ofrlo s Nniwithsravding envthaeg to ao cunatm}'In this Leer, Into.l m abliped to check and address prig to move-out aloha Rxmisrs ode following items, Ttnma mist daliveree Ren,ces'a Landlord in a welt-mmmnthtd covddiom with nermai werond tear ufmvin orvsacrepuble. The foihivg list is col dnmsded to be all-inclaeivx. All ligking most be plc d into good wot1mg Oder. tI is ind'•des rcplacemem of bulbs,ballots. and Irnua m nsckd. Z. All such bombe and look kvelan muss be serviced and,heed in good pen g order,ioctWinp replxemnn of any denied cock My pork and adwstntm at:kvn t-motto w looms papa uprsson. Ad door panels which are rcplaccd need to be p lied to mwth Ilit building,mndatd. 3. All toucan]seal columns in the wetboase and offco must b ini coast fw:mn:w;c a^d Toss,, ehaI..he raspdtsible b r rep'ntng any damage to tuck stuctuml steel colunoa cow*d by ot amilanabte It,Tenant its a gent.employws ortntleta Rnpin of thvoMtsre own be plo-epmoed by the Landlord g<un'c impltmnmtiun. 4. tleating'air-a coining systems must be pied in good wurkkng order,ixlladin,the nocessary replacement at any parts to room the tmi:to well-mainminS amdition. This ineludcs warethoust hemem and o.ahauat Fans. 1pn move out landhmi will have ,exit lmpeIiun poi ad byacrrtitied nmdvticul tonnuaw IV tkWrinA',ha 4TNitiM. _. All holes in the sheenmk walls must be mpatred prior w moveoat. R. The copes and vinyl tiles man be in a clean condicigc rod arlm not bon vpv holts w chips i them. Landlord will accept nnmd wear no,three itana pmvidad the,me in well-maintained cmtdmon. • Paediuea mat he rdnmed ma clean candhion,inoWiing deonfnc the coffee bit,rssltwm mqs, wiridaw.and dhe p[ ms oldie Premises. S. Thr wartlmoae mss be in mtom clean cQ it:on with ali inlemmA and racking mmmtd. There mass be no pi nmaion of atebon font the wamheuu flow and AT holes must be a ,mpnmth pocked, if macloncre quipmenr io wnoved,the e&evirol Bola owes be property tennilreted at the nearest iunmwn hot. H, All exwnot windows u ith creeks or breakage mum he reptawd Id. teddtt anal pr0a9dt LdndlVfd Ihr hy4 rw al I bchs ml the Prami,k,oa:lodiny bunt bawl,rear ,trot;act uttuinr daon. I L All terns dm have bean nfllxtd w the Property by or on behalf of Tenon feacladmg prsand ptopdy and Wuip,em Ihm an not fume&will remain the hoparn of Landlord,utdms agreed mheewise in thin Leese. This inetudes but snot Iimfcd to ni blimis,air cmditionrm,deemicnl,warm beaten,chin.,l oecinp, eW. Re,ep as Metw,ee tel loth b dtis Lowe, it mwlif cal:un have bean made In the premises,sue'as the addition of mice tens,i.andloid realm the right to hour the Theban,move these of Tononfa eapnao_ 12. All e!tadt n lams Host be left in a sato condnian that coot mss w all r{gditahle Inlay. Rare xtrea and davprous irzgatlstionn maw be corrected pia m movawc If. Ali plutnbiru;da[utes mug be in goad working order. imlud'vtg the wear homer feuccf and ,dlrn must no,leak. la. All Inch dumpeta met lm lad in plxumd well awuml, F-I Fxcepl sa dhemsc sti forth in phis I.mse.Taunt apes m rmr ndv the promicw to Ia dkad in mWn[iah}file wmc cdhisn a nit si the Cumnmiceuumt Oats,rcaraubk.weraw rmr cxoq" F3 uwn...saumo w irons EXIUmTG Il NANT'c COMMFWIEMFNTtYTT R Tv t"ydPdl Dan: Taunt's Camtsnccnrcm Lena Tho undmignsJ.as tht Teonl mdaiha flirt Idn5t(m9"Lm")dnied ,m.k nd mfacd iom baoam a .__,. a I�ndbN' an`�i uwc.ignei m TnwM, 'cRby cMifie ISt: i. me mdc oigtetl hes aaepMf paMmiom aoJ enmeJ inn w:upeecy o(du Ptai.s dcxcnMd i tat Lame. 2. TYf Ganmencfineni Uere of dee l.ewewn J. the apwsuon dom of St Lemeie J. Tae t.asebbfull(mttnnd offw and auem been moJifkd.wada, 5. Lendlmd ha, p.fo med dl of is obli®tions to Imptme the Pemba fm occupancy by me undeniµaed. Ysry truly your, e M Nerve: Tdlc: GI NNds1>NdH d1lWf,6 EXIIIRII II RENEWAL OFT ON So last,as Tenant is nor N dcf®It of a,wveo ,r.undo this Less,.Tenant may and n Iwmhy gmnled nn oprion to extend the Iraw Teem ltmi aldhinnal flue($) ,en the"Renewal Tcrm"1. Thor Rxramal berm iliall he on all dte same n aid condnirns of the ev+aing(cast except that(il'lie flee Root payssbft during the Renewal Term will be an arrow rgiaf to the Fair Idadn V.I. in dim for aimibr rropenies, iii)Opaatmg Eapmses wtll le adr:ulatod.n a"nipinncF basis.(iii)Tetn.i' pro Raa Sham will be*uslwl,in I.asdlod'I naswiabic dhcrtvitn, o include Tana,rs eacluaivr use of the(Xmidc.$enrage Arcs,and(iv)this Leese will be amemiw omrdingly. Fai 14n k. VC slat meal the"Rs Rent"rae chagad fnr a similt,i,.aw4 land and buiking toratd in the s.'ue su.nmket as taking us,cansidolO on the IptNion,quash and age of du r,w crise bulNmlx.x.atem of leasebotd ieyrosrments (exunmg or to be provided] rental abaemenq ka,e t01.O%(1JabmpIInnt atd boots ccnoessionns, rem or lure, oatca of scum to be ""&A, nad die rime the pa tkuler .1 mw ands wesidntaton became oc iv 1e became cfrectivc,or any other rrlerant teem nr eomlili. Tenons nun provide "Olo d at least etc hpndrN eigfiry(ISO)day,prior wramu mien of Tenon,desire to saercise th s kenewul Tame. WI tntn,un51It f,11$'* EXIIIRIT 1 AWLUIOF F1RCT ALELSAL (a) If,dmbg the lnitiM rem, all or sty podia of the apnea whin the Building adjacent to the Paterea s is available for . sc.and Landlord nccite s a signed letter of intent covering all of me caential terms VsoilativcIy,the"Rt' f puh Tdm+')fi allot arty tertian of such space tram a bird party lomerthan the earth tt,a lea iq that ponlon}(such portion bring wtkd the""àa&iw, no },then Landtml Will Joltera as lre m Tenant spaft}iny the ran Re(aw3*no and otto.in g ea Mace An Fires Refusal Spew to Ten=ue.kr the Third Punt/Tends,pmated at Landknd rraualably doer.apprcc ate to take into uaunt any diffepnce betwan be remalnda of the Lease Trim and the Leon s t frml: In the Third pad)' Terms(the'ROFR Tams"I. The tam saralWQle fur Isase"means that du First Re Lon)Space h nth tbm xobjat to any cx&in&rights of third pmda. mchdng,without limitmnn.rights of firer,mtica or retisaL expenstan rights,avrenvnn rigs.cnnnns to lase,or aherfglees (b) Tenant may rkct so lase the Firs Roah,I Spryer trader the ROFR Terms by da4,'& a ndsee 01w'Ysamsslallst'!lo fandb 4 whhll tie t51 husineac daye ahnr the dale a'Landlord's or.specifying that TSnaM alma Zither(I)to ease all,not not leas than all.at the Fast Refusal Spacer a&r be ROFR Tams or(2)to &dine to lase the First Reflual S}mca. Lmtdtard a oat obligated to offer the First Retinal Space to lemon,end Tenaet on,star exercise it option to Iease the Font Retrial Spare,if 7 matt is in detnit odor hit 1 tame beyond shadstGtk cure periods at the time.Lutdkrd would oharaisc be obfiydasd to give ibc maim to Trneas under this —l tej IrCrlandlord don nil receive the Respane Nola within me 5 bab,ess-0sy period he(2)in the Resparra Nate Tani,elects not to lease ad of the First Refusal Space undo be ROFR Tama,then Tenant is domed to eeets its rid,t m lase the r nr Retshl gwct mld Tena,t hre tot further tight,to the applianhk First Rafnsal Space retch this 6vl&J (d) if Toaant tmely detiacn a Restclnsc Notice clotting to lease ail of the First Refusal Space under the ROFR Temss,teen taws lase of the First Refusal Space commences an days offer the War off I)Lmdint ealpt of the Response news or (Z) the date That the first Refusal Spacer is neared by the lot east, If applkt ble. Landlord will prepare.and Landlord and lanced shall promply ,.ewe,and delha,an appropriate amendment to as L rue adding doe Finer kefunal Spelt to the pemisna upon me tonne spectlnd ld mi a,s.hrr f.. (e} Landiad is an obhgmed In offer the First Rersal Spam to'1'enaM.and T'en4M may not exercise its apt ea:a Iemc The First Refusal Space,{fa doYanit exists at the time Landlord wand othcrw o be ubtigsed to glue norito to Taunt undmibis Jph ,i I. bl aatanf1* Sft hstitii F%III Iii I'.1 RNPANSIf5N 6PT1ON (a) If during rho lofted Tam all or all poniml of the space within the Ruiltmg xdksxo1 to fie Ftemisss is available tar tease(the'F",.e Shane 1„then Landlotl shall d.lisa a notice to Tenohd ufureli to leax the First Notice Space to ftnsii. Landktdb nmke mtin npaife lb,,F"ust Notice Rate(dcrmad bekow). The term"asailahk iIcaC means film the Fun Note Space is not then subject to arty saisling rigtns nflbird patttsy. unlen dy, witimht limitation, ridlns of tint Ntice,aapannnn nghm,eacenaiom rights,Towne,m Ieasa. or other ngti In imam may slat to lea%the Flea Nolke Specc by dehvadng a nice(the"Reamn.}gV!Ny )to Laadlrca within thirty 1103 days after dio date of LuWIwd's notice specifying that tenant dens either(1)to lease a1L net not less than al,of the Fira Notice SpIKO or(2)to decline to lease the Elm Neater Spec i m dlard Is me abhgmel In n(fer de Fitat Nopca Space to Tenant,and Tenon ins, not cactus¢is optics to lease der Find Notice Space.it Tenoms Si default Imdathia L.nac at the time LalWcrd wuaW sdh.twke'bc obliyakd to give the rewoe to Tmam under how FSIahu1. m) If U) Iandk.d den not seise the Response Notice within the 30-day pureed or I2) o.the Rngawt Hare Tenon does no.elect to lease all of he First Notice Space,then Tenant is deemed to wive its not m kao the First Naticc Space ad T.nwl has no feller riL{ns under Ihrs Lxi,b,r/ (d) If Tenant timely delivers a Response Naicx.kiting lit Lam m1 of the Nett Nonce Speoa,saw, Tenant's lea+x of the First Notice Space mmmencc 30 love after Landlord's receipt of the Response Noire and is cn the cullc trnns as this Lease except that the Rent and other applkaba,terra]far the Lint Nrkx Space ediosl ward on the Fint Notice Rae. Iandlonl shall prrywe,and landlord and Tenant shall exauto and deliser, an mwdmert to this tease to mlkm the Wilma of tho Fire:Vance Sitart to flu Premises upon the terms ipaifed in this tiff 1. (e) It Tenant leaned the Fm Notice Spec dur®Ig the Snr 121.ca c Mna@s of the lnii[lain,the " iotetkt Rstd"wilt be equal to the pa gvaa 1ixs Rase Rant for Its Premise then cutrentl}payable lfTcwt Iemea to IS NNI.e Space after Ih2 first 12 L.Months of the Initial lens he[Mat 1¢eft t[x_NSIi" a till meat the monthly has mac paking pros Lana Icashold impms<mcnts,and other applicable reins,a dnsrmined by lmhfnM hi as KA.anah!a dtv:rodnn,far a hea m'em, aMmnitid')'the Mmve in P.rchnahaler of that In11g1 tytm'. except hhot the Rens compvn®is of the First Notice Kilt will not he kss Iran the Rent than lying paid!vide that Lame- ll MHI&c,r t' t el,II aa EXHIU1i K KFAEKYE� k-1 uxr.ac. &Eu4 xlIva EXHIBIT L rfm l wc,DA Snell&w'ilnla One Hiram Canter Placadx,Ariaau 35004-0001 ARmLOn: David) Caudill SUBIXf61NATIUN.ATTORNMENT AND NON-DLSTURBANCE AGREEMENT DATE: 2010 EARL.La: . what addtm u CILAm /i MIDFIRST BANK,a fadaaBy ctin, d asks aatian,wbme addmr is 1575 E. Ca olbeca Road,Spia450.Pboaiv,Ammne85016(`Lt9&) RELIT : A IA"M h c mad" a on to clla m x in tilt IxtacyWl amwnt ors 4he`Lam"l. B. As c twily for repnrmem a the,Loan and pafamaaa or Bmrower'e t*n athme m I<ndn.Ho nwarius eaaemed md&livered so Linde.unong o ha*Ting5,that cmain Deed afTty*m0 Fiaturc Pains(Whh Assigxment 4 Rent and uarlty ASrenment),dead s ad ncw&ed av w We eHkul rreoldl or Lou , Arimml, ac loamm m No _ _(Me M. of True"1. whertin Im Iv,Is amnfee wid grra 6 to Nc Lad&a man a the vs Frapann deecribod in ExhJbd_A aached hens and ant a p Mreof br thi, nfertace(The'P "A C. Lase rlalma a inrercn In the PnpeM by aitta of.LaH Ilbe'Lasse j awie b.and hawecn tasaae atW B tvvtm,as Iet, ,deed mvaing a poctlan or ffio Ptopset5 end pavamemz thrmm- D. Lender has agrctd10 Male the Loan to BWfnwer.but,M1M1 41f.anion n[IIeS d,thg,lessee mbormnaes any am]a0 right,title,and ntetess it new Ima or hemflm acquires in dnd in the Pmpeny m do lka of tiw Dead oriwst. NOW,1111 iRCFORP:,in ca,slJmarxn of Lender9 agramnmt IC make the Luvt the panics a rte ACRTP 1EN11; L mtN s,N o . Lome I rtby wnnpkttly and vmbmdnrmaII>huMMt4 and suhadnaea any end ali right,dsI.. Iien,claims,and inIcot'.1 new he_or husaAa ac%ltlfl in and t ;he Peaany Mathtt purwt'I In the lease m.&awtne to Im,d r It.on and claims ae,timxt the Propein Lc sn vigormo that ith .Wy,dination hereunder dm11 apple to the full extort of all principal ad.auced under We Lan.Iogethe with all acrud and tceu,n inunea,and Iogeth.r with all other amount aecutd by the Deed of That hictuding wiehott imitation.all attorneys bcs and.errs incurred by Latdtr in anrztion with the 1—or the l%pm.. Lessee hereby.grace that ib.Deed of trial ad my and all claims w bir L-L bdiib E%1024 d1(01?A hreafnr nota of h,Lenda,in and to No Pmptin ON pnm and suprrios to any and al;ri¢hL title,claims, hens,w inreres3 now held or nereaBa atquirN by Cursor In and ro the Ropmy. Thu isito dinariu.shall extend to any and all lncimws,nnreuals.exunsions,mud;Ckaikms,surntlations,andcaualidalims ofthc need of t'nisr of the loan,and of any other Jowmenu snmio@:hc Lo .and Lcndc.mev.whhtrnl or&mend,aid wifhw:t inferring the subordination haemder.(a) new,cops niu,eatmd,acttkmte, or aten echanpe he time for paymem for rhanswo.thank,the Irmo of Iht Lew,of ay peat Ihamf. ncl•ding,widtom hmimdan,honorer or decreases in the principal ammmt of IAt Lmn and the®tam't rate thereon,No waive m release any an of "Ire.an'he Ragan.(,(apply proceeds from the sale el ow Property and'Lrect me wrier or moron of,ale thawof as Lender,c its disercnon,may&Icon te,aid(dl assign its right,hereunder of undrr the Loan,m bath,!n wlwle er Is pan. Lencc fuller dalwas, egret: mid acknawkdhcs that,in making disMt enwnts of the Loan_l,mder ha s no o digalvm or dory m.nor Am Lrnskr upewnlad that d wlt,4tm m the apphcmowa of such procueda by the pRm1 or persons x.whom they art riff,I. o by Lm*r,and any apptitatiw a un el such potted:for pwpotts , 3hae thou who], d for m unrn lion with the Loan shell IIw deYau the umnlinarean made ha this Agnxmmt m wbde or In pm. 2.. K Ija_e. Larose azimowkdgee iimt the L.ands ands.. a thamt would I"has, bmn made by Lends without the giving of this Agfeemnit by Lessee and flwticr actnwkd&cs that Ixm1w is rehma upon this Agreement in nak:ng fix Loan and'm ad,arts Ihetarfto Pcarower. 3. J1;d,Ys't-pt1a o. Any trvnatr or rneunb t e of to least or Leona's i:.trcet ihtnin shall be rabic to the won of tlit,Aprecmnst, l cssce hereby npwea to nasty any y+xhaver.autl5nm,or mcumtcanar of the L w of to erne.ofihb Ay canon. 4. lcswe terns mfr and wanams to Leaden thal'. (a) he Lcam.a 000meNrl lease.is at Will fora and cffceq wwf has nut ten emended a mudif is in any way; mad thctv arc nor Joeumms ar wzitten Agrcemmn Mwem Lame and Bmtwcr with respeci to the Lane.ex cpt TI,,w dtutu ad Isereir4 {b3 LN,a,, inlerene under she I tare Na been assigned or uaadkard. .lathe,for p:tq:ws n of secmitr or,therwiec,and Lassa has all the requisite power and ughorlty to matr into Ihia Agnomen,with Lender (c) Lesswr wdlfaimfnlly petorm alt obtgauam ofthe irate unMw he mans.Una Lcaw; (di Lessee has ppdd no rmrexapt as spaif lb 1e firth at the Lease:and NO to the boa of Lwte4 knowledge,no me:wd event of ds stint et broad m Jw pnn ulf Bunnwer or I.eeaee has occurred wader the Leave,and no attar has occurred which gives 1 twee he right in terminate the Leave or wlterwise cUim darsalo ,otTsea ordamages. S. f4YYtti®1i Lexaee Ceu'enatta and agrees that: (a) Le%e win nut ryyany i^aulhtmtof refit m any pert thehsufmorz than rate mmdt pier to the ate date ofamh umallnrem; (b) No exremicv or mod,i tion oldie Lease shall he of any form or etfmt anlea Lendr has.spe,ilkaliy canacnted thtteto in writing; cc) Lender may mrm upon the Property reed inspect the same at arty-nisonable dmC;said L-1 MT:}p.24 6116NB (d) Lessee wili many one and fran rite m time esecuw.deliver,and akntswdNge to Ludtr or to my third party dadgnazed by Lander,within Moray(Jd)days following Lamh's wnern ccpreet thnelbr.se sis ten se in wsidng ccnifying whether he Leezc it in foR fence and ,fo,l.Ih.Harrower is'an to debut thereunder(or sp«ifring any defm!n by Bamwa whkh Lessee allegex), Ml in hie rka hero p¢fwiJ more dim one(1)mwh in ad•mcc,aosl lnc7ving any funkier informxion elan the I cane oe he Prolxr y whzh [alder m aid third paiy may reasonably wqueet. 6. Betauln. Lcs.e cosmmta and agrees to give's Labler a copy of any rwtice of detiva wider the I... saved upon the LNrnower a 3andlod Lessee thither covenants and agees µal if furrowe,dud have Weer to ctit sudr Jefauk within he Ginn provided Pot in the Lease thorn Lender shad Mvc an addiliaW shim, (]of days to ewe such deteulr ant such de(mdt evince be mid wihbs dw timo, than each sddldonal time asmmy be new ,cry if within such hirsy(30)days Lenderhae:enunenced and diligedy punning the renudin ,acassan to cure such a defauh dnclwting but no limited to. t.ninenamem of f rci)oswe prcaNing'LI neoessmy to etTeu such cue),in which event the Lease shall not be terminated while such remedies ere being m diligently pm wed. Lease agrees that de ewrenion of such Jehuh by Lender.shall have the same effect and be rreeud a a tosove ion by Bonower. 7. If the hlettda of&mr,rer shall he Damned by rcawm of derccbum a canvbe of pawn of lull or omar proceeding hw enforcmrme afhe Old ofTmd,orbs rfalon of a deed in hai of ft*clonur. lest sell he humid 1* tic paaon biters.acquiring the of landlord (the `kw se*'i wad,.11 er all of the horn, covenants,and conda Lease iona of the Le for do balance of ibe tam sherafeef remaining amt any cawid Ilia or renewals thereof which mar be effected in ermrdmu with any vision therefor in he Lwsc,with the two fora and dfeet as (the ttPurc3iastr,were the lessor wider the Ira., l.eaxe dtca hertby atmm m ehc Prehaw,including Lewis, h me der.if is Pusehaicr,as its kndlae, .'rid uconrweet to be effarive and.IT tandl ve without the eaauliem rf any funhtt inu,umean open w Purchaser ua kdine di.inlatat dk of the kn ,d under the Lmae Y. *o•-nimy Pumped Lease 1,ors in Jefmh in ,,Iyn.at of rim,lsea. utility drarges,or odes Bruns pe,ahlc Its taste under the tams of the Lea..nor in dehtdt in the performance of an other covenant w povilion of the Lane a ibis Ag e,iwnr,and provided lessee is in pone ciao ofde portior.of the Properly wb)ect to the Leine,then the tigbl of pocsessaon of lass to the portion of the Properly wbjecl w the iase,hall rot be affaxcd ,r distwbc by Lender in he exeici,c of an,of a ngbn or rensedics under the Iko'J of Trust. o, rlimct P.wmeat Lance apses akin rpm receipt of written request henfvf by Lacier, ante.payments will be mode dirarly to Lander w its melee at such ptaee as lands call dives. Bmrowa hereby auhmitea I to accept 511th request from Laden and waives all claims against Lessee for ally mm,en paid at Larder`s rrquestard direction. Ill Liabiliv of Lender. Neewidsrseditrg anything to the wfbnrs contained in skis Agreemen. lender awl In soeeea%ors arid.s%,ve hall not.by vine of this Agreement,be Cr become ,ai eo any liability or oblipp t1a m Lea.e under he Lease or unless Lander wits atuttsson and assus iN shall otx in title to the Pnyerty, by f cclmure or ahenviae;and,mmeowr.Puglaeer in aoiring the inners of Baaower as a renuh of any such avian w {msceedmg, and its xv veseaz and assigns,shall fail be'. (al Babe far my ac or omission of any prior landlord under the Lena aetwesing Ny um au weO (b)liable for my dnna a ges other relief atuibutablc.to any Inept or parasr defsas in Wnebrsmi h wide rsepal w nny pupitm rd the tic,Prep,,ty,or(e)sabj ct to ma ofue of )nessoa whkh f eater might Wve against my prior lendlnd under the Leone(includioe Borrower):m dl bound by my o,,,ws nrnt or mdihmion of the Lore made without l ends s prior wrmeo consnrr,or(e)bound by,o re of reblc fa.arty.aunty tkposn paid by Lessee(wdr«dcliveted w ova held by tender).or if,hc.nd be of tespwssdid fm a afT cied by ant furchais option contained in The Lace,which provoams tall be of no fate nod effas vole the Lands or is succcnon r aaasga; obhmoi to cannon any do Lea,., o un the hepNny IpwiAd that if 0)PUFdIas& Wood fails lo iencartt inaprovemerm as en or wsoda the Lea.,Lessee miy lerinmmc the La.);or rb)bound by,or responsible fur,any other tens a psinse, of the Lease ouch]a pe+sonnl to he f3orrown a uNch may nor remmtably he performed by Purcnaaer m 1-3 I'ra. Os mceeesars and assigns in the milmmy amtse of b.nh,e s. Regmdkes of nythmg nt the[sve m ibis AgReller he dio tMVary,us bligation the intelo, of Bann tr as i leauk of such action or shall took Pwchascr shell not have am obligalioo he habdity hvomm its Metal in the Propeay. Lesxe,bail took exclusively se Plaehasry in c in the Progeny fa Posit sha 'atul dimdargr at at,,, of Purtiaur'c obhgatioaa uedm this Agseata'or under the Lease. Les,ee shall not colku or altemia to ll tan' judgment based upon vats a limtiana out o£an)other assets of Pachaser. In addition,upm arty uk a Ymtufee of its inrwe i in the Rgxny,Prchaw shill have no Porlherel. axial wNar th Apra tame a the Isar with reaped to matron acmring after such ale or amsfcr. Ry kefort its 111u Agrtcment Bonvwer a ifcaily act,wwkdes end seta,that ntlS,ing cuutetned in thin gnaiam'all impair,alfeci. se,',M,rs,te wAhet, ke nwd{ 'the obIik ons of Boloo,er to Isaet Inter th i L No Asaurrofiw. Norw,thsmMioy any atber poo•kines canained In Ihi, Agreement La+adtr der• not asane any rcspal,ibilh, m limbilhv (or u airs m conduct by any oche petsrm. ncludbtg,but not Iiroiled to,a purchxwr at fatecknure OF t atiess s sale ar gnnlee under Iced an lieu bf lured aurc. Id Nolkm. Whenever and whacvr in His Agr emcnt the Lease,or m any pnmeWing molvng the foreclosure or abempt to foreclose pursuant to the Dad of Trust n shall he rryuired o permmed the'a natce or demand be given such nmae or demand chill he in writing and S .leaned to },aye been given c served upon rtuipt or refusal of receipt ahm being mailed. postage pepaid. by cntitied. regissved, or exptas main, return rcce.4 requcslct a W,eo deli•rrtd in person to Lhc ,prRwiae adlhr s sec 1pnh above or in lets wha address m nary Ir hercaila tkett ,,aid by any Fatty ihlt+.y(All Jaya In Idvant by ptoperna(ro to the other. I: Ammrlrnrna No umendmcnl w natal .a.s. of this Ayeement shall h valid in binding anicss in wrnin .signet by the ptt)a panic.lobe hound Notch... 14. No Merger. Bormwcr, i.easce and lender sure that Its Iwnder shall Otlttwisc comamx as wntmg.Borrower's caste in and to the lopaly and he Ieusetnkl esaa aeaed by the Lease shall sat Huge,bit shall remain seyaaa and distinct.nor u mtvndure the t:nion of such eaarel tither in Ramwer or Lessee or coy third gam by padasa,anignment aatbarwue. 15. Reliance. Lessen acknowledges Wm Linder is retying at the rewcentalioms, ceniflcaioes and undatedtogs made by Iuaae in this Agrtcrnem m satrndiag credit to Brmawxr. forbR.Csttifcnol within ter 110t days afler Leltders epzo,Lessee shall delntr to LoSer and to any perswt den hayed by Lender.cugrpc!omifiwra executed by Lesue,artifving(H suer is da easel that the Lease is in full fusee and aifnr,!ha these are no defenses jr offsas uu s1 nding uo&r the Lease(or slating those claimed by Lcc eo.as the eau may be)end such other mfmnatimn about Lzax a than Lease n Lender may reesoaabiv request. 17. Nondislurhatt a Agrcmant This Agteemens missiles any.andenon or roamers cot in the e.eaee relaing to the gaming ors ncndlslurtanwc agreement from leader. IS. fall dos.,, <Tekee(faw. In the event anyane or more oftla prmuiuy icontained in tLs Agrammem shall i e an on be he!A in ht invalid, illegal,or untameable in mty fission such nl dty,illegality,a unrnThronbilttf shalt at duopigm of ihe Lender.not aO ct any other povtsinrs of Nis Agreemad,but this Agreemam sIWl hero nt f m as if it,aalid {lle2L err ataenta m cad,k a.an tut ncso berm,,seeined herein. This Agtttrnt t deal be gavad by and ctmsm Nvs tcl atcog m the al intern tow of the Stale in whkh the Pmpett is kacd !?. to,and ell This Agreement shell bind and mart to she benefit of the pmoi�w and their respretive succnsom rind assigns. LI k&+rvadf6rD39.e i1Mfi U. Co ! i1 .. dlis Agaemeas may he eseeaed a we Of mae em ni rpam.each at vhitlt shall be dccmed an enamel and all of smith to@aher shall con#hole ase and the same doamem. Signslere mass may be der fired Thom the eouniaryals amt atl.drng to a vngle copy ofthrs Ageemeat to phyvaany&JIII1 ate maunwne 21. N' 4 e,al, Pmvisb.: Lender may but sholl not Jr oblipted to mmrd this Agnencnt,a Letbtfs sole discreli.. IN WITNESS WNEREOK,the pandas haw cxmuled this Aeraamml as of the dae Ent written aMwe. Naar fide' MIDFIRST BANIL a fodenlly.6anne4 sehp nwuatioa By: Name Tdk: "LmdK' AJmwlalgaiatd[ reed w by Bwnwnr: By. Tame: Tick:_____________________________ 'beua+q' L-5 MH[we3%IdB.,d tldtE ST.A fp Or Oaomyd 1 This vnnvmmt wss ealnsowk4d wfra sm m •tlrc a .(O w behalf of dt xam y Pawn My Comnimlon Crpifcc STATE OF 1 1 b5. Cow of ) This iumlmem we4 acknawIMgetl baton me on 010,by qe dMUFhn lien a fS t IIy cnanted earinax 3bacwnn,on behalfof Its esnxia,ko nman Publw My C minion F.ps: STATE OF } af. i:cemy of 1 ' This ivwmrnt was zknowladgd bcfn!mew 2010, Dr me of aln� a rm beJ It of th xoury Publk My ltimmtssion Eq lres: Lb Mlbwc2sMaT.?4 OMt* L-7 AIISca1}FS]9 d IIE1}t Exhibit B _,2010 Mr.Jack Beasley Foreign-Trade Zone Manager Port of Houston Authority P.O.Box 2562 Houston,TX 77252-2562 Re: Activation Request for C &C North America, Inc, d/b/a Cosentino North America within the Port Crossing Industrial Park FTZ No. 84, Site 20. Dear Mr. Beasley: The City of La Porte has received a notification from C & C North America, Inc., d/b/a Cosentino North America(Cosentino)of its desire to activate within the Port Crossing Industrial Park for General Purpose warehouse and distribution activities. Cosentino will be leasing a portion of a building located at 1921 S. 16th Street, La Porte,TX 77571 (Site 20). The City of La Porte has no objection to the Activation of the Cosentino facility described above, as the City and applicant have reached a separate agreement regarding applicant's local obligation for payment of taxes on inventory. If you have any questions or comments,please contact at(j____- Sincerely, Louis R.Rigby Mayor,City of La Porte The Cosentino Agreement The agreement between Cosentino and the City of La Porte states that Cosentino agrees to waive the Federal Exemption with respect to ad valorem taxes payable to the City for FTZ inventory owned by the company and located within the complex to the extent of 75% of the City's ad valorem tax rate, thereby claiming only 25% of the Federal exemption. As such, Consentio still pays the City 75% of the its total ad valorem tax liability on FTZ inventory owned by the Company. Under Federal law, the valuation dates for tax purposes are January 1 and September 1. On those dates, the company will identify any inventory that qualifies for an FTZ exemption, and pay 75% of the ad valorem taxes on that inventory that would be due to the City of La Porte. The agreement also states that the City of La Porte will submit a letter of non - objection (see Exhibit B) so that Cosentino can proceed with their application to the Port of Houston for FTZ status. The Foreign Trade Zone program is good for American business, and La Porte is fortunate to be within a designated foreign trade zone. Staff recommends that Council approve the agreement as presented. Action Required by Council: Consider action approving an agreement between Cosentino North America and the City of La Porte. A . I ro e r Ci o _ cil A enda 564/ Ron Bottoms, City Manager date FOREIGN TRADE ZONE AGREEMENT FOR THE PAYMENT OF AD VALOREM TAXES BETWEEN THE CITY OF LA PORTE, TEXAS AND C & C North America, Inc., d/b /a Cosentino North America THIS AGREEMENT (this "Agreement ") is entered into by and between C & C North America, Inc., d/b /a Cosentino North America ( "Company ") and City of La Porte, Texas ( "City "). A. Recitals 1. The Port of Houston Authority is grantee of Foreign Trade Zone No. 84; 2. The Company is the operator of a portion of a building located within the 289.94 + /- acre Port Crossing Industrial Park, Zone Site 20, which it will be leasing from Del Piso Investments, LLLP, an Arizona limited liability limited partnership. The specific building at which the Company will be Operating the FTZ is located at 1921 S. 16 Street, La Porte, Texas 77571, on a tract of land more particularly described in Exhibit A hereto. 3. Company desires to participate in the foreign trade zones program, and an application for Activation is to be filed with U.S. Customs and Border Protection CBP to activate a portion of the aforementioned building within the Houston Foreign Trade Zone No. 84; 4. A letter of non - objection from the City will aid in the efforts to obtain the required sponsorship letter from the Port of Houston, the Grantee of Foreign Trade Zone No. 84; 5. 19 U.S.C. § 81o(e) provides a federal exemption from state and local ad valorem taxes on tangible personal property imported from outside the United States, and held in a foreign trade zone for the purpose of storage, sale, exhibition, repackaging, assembly, distribution, sorting, grading, cleaning, mixing, display, manufacturing or processing and tangible personal property produced in the United States and held in a foreign trade zone for exportation, either in its original form or as altered by any of the above processes; 6. Inventory qualifying under 19 U.S.C. § 81o(e) and held at the Facility in foreign trade zone space that is activated by U.S. Customs pursuant to 19 C.F.R. §146 is exempt from state and local ad valorem taxes; and 7. Company and the City desire that the foreign trade zone designation cause no financial harm or net loss of revenue to the City Taxing Jurisdictions; NOW, THEREFORE, in consideration of the mutual promises expressed in this Agreement, the parties agree as follows. B. Definitions When used herein, the listed words have the following meanings: 1. "City" means the City of La Porte, Texas, and does not include any other entities that may levy taxes on the Complex including, but not limited to, cities, utility districts and/or school districts. 2. "Complex" means the site described in Exhibit A attached hereto and all improvements thereon. 3. "FTZ Invento " means any inventory held in the Complex that would qualify for the 19 U.S.C. §81o(e) federal exemption for certain foreign trade zone inventory that would otherwise be taxable by the City Taxing Jurisdictions pursuant to Chapter 11, TEX. PROPERTY TAX CODE. 4. "Payment" means the amount equal to the property taxes on FTZ Inventory that a User would owe the City Taxing Jurisdiction in accordance with the provisions of Chapter 31, TEX. PROPERTY TAX CODE, if the 19 U.S.C. §81o(e) exemptions is not applied. C. Obligations 1. Company agrees to the following with respect to FTZ Inventory owned by Company: a) Company waives the federal exemption provided in 19 U.S.C. §81o(e) with respect to ad valorem taxes payable to the City for FTZ Inventory owned by Company and located at the Complex, to the extent of 75% of the City's ad valorem tax rate, thereby claiming the Federal exemption at the rate of 25 %, and will actually pay to the City 75% of the otherwise total ad valorem tax liability, on FTZ Inventory owned by the company. Company further agrees not to not raise the aforementioned exemption as a basis for protesting the appraisal of any FTZ Inventory owned by Company. b) On January 1 and September 1 of each year (the valuation date(s) for taxation purposes pursuant to TEX. TAX CODE SECTIONS 23.01 and 23.12(f)), Company will use reasonable efforts to identify and designate in a clearly identifiable manner any FTZ Inventory owned by it and held in an activated foreign trade zone space at the Complex. c) If the Texas Legislature alters the valuation date(s) for taxation purposes in the future, the inventory restriction outlined above will apply only to the new valuation date(s) as established under Texas law. d) Company will do the following: 1) Render information related to FTZ Inventory owned by it and located at the Complex as required by the TEXAS PROPERTY TAX CODE to Harris County Appraisal District ( "HCAD "), without regard to and without identifying FTZ Inventory as subject to or eligible for the federal exemption in 19 U.S.C. §81o(e), and provide a copy to the City. 2) On or before December 1 of each year, during the term of this Agreement (and /or August 1s in cases where Company has elected a September 1 valuation date for taxation purposes pursuant to TEX. TAX CODE SECTION 23.12(f)), Company agrees to certify to the City that it will claim the exemption in 19 U.S.C. §8Io(e) as it relates to the FTZ Inventory owned by Company, if any, with respect to ad valorem taxes payable to the City on such FTZ Inventory, only at the percentage rate agreed to under Paragraph C of this agreement. 2. Immediately upon execution of this Agreement, the City shall issue a letter of non - objection in substantially the form attached as Exhibit B, which is to be filed as part of the Company's Application for Activation of the portion of Site 20 within Foreign Trade Zone No. 84 which encompasses the Complex. 3. Company agrees that this Agreement is necessary for the Activation by Foreign Trade Zone No. 84, of Site 20 to include the Complex, and such Activation is in the best interest of the community. Therefore, a violation by Company of this Agreement or a determination of its invalidity would justify a reversal of such Activation. D. Miscellaneous Provisions 1. Governing Law. This Agreement will be interpreted under the laws of the State of Texas. 2. Binding Effect. This Agreement shall extend to and be binding upon and inure to the benefit of the parties hereto, and their respective legal representatives, successors and assigns. It is agreed that City Taxing Jurisdiction is a beneficiary of this Agreement and shall be entitled to enforce its terms and seek damages for its breach. 3. Entire Agreement. This Agreement supersedes any prior understanding or oral agreements between the parties with respect to the subject matter hereof and constitutes the entire understanding and agreement between the parties with respect to the subject matter hereof, and there are no agreements, understandings, restrictions, representations or warranties among the parties with respect to the subject matter hereof other than those set forth herein or provided for herein. 4. Agreement Does Not Affect Other Rights, Obligations or Agreements. This Agreement does not supersede, modify or affect any other agreement that has been or may be entered into between Company and any other taxing jurisdiction or any other person or entity. 5. Modification of Agreement. This Agreement may be modified only by written consent of all parties. 6. Further Assurances. The parties covenant and agree that they will execute such other and further documents as are or may become necessary or convenient to effectuate and carry out the purpose of this Agreement, including specifically all payment in lieu of tax agreements sought by Users. 7. Severability. To the extent permitted by law, a holding by any court that any part or any provision in this Agreement is invalid, illegal or unenforceable in any respect, shall not affect any other provision, and this Agreement shall be construed as if the invalid, illegal or unenforceable provision had never been a part of the Agreement. 8. Notices. Any notice permitted or required to be given must be in writing delivered in person or by certified U.S. Mail, return receipt requested, to the applicable party addressed as follows: C &C North America, Inc., d /b /a Cosentino North America Attn.: Mr. Hernando Diaz - Aravzo 1921 S. 16 Street La Porte, TX 77571 City of La Porte, Texas 604 W. Fairmont La Porte, Texas 77571 Attention: City Manager 9. Term of Agreement. This Agreement shall terminate upon the revocation or termination of the grant of foreign trade zone status by the Foreign Trade Zone Board with regard to the Facility. 10. Counterparts. This Agreement may be executed in multiple identical counterparts and when taken together shall constitute one and the same instrument. A facsimile or similar transmission of a counterpart signed by a party hereto or a copy of a counterpart signed by a party hereto will be regarded as an original signed by such party for purposes hereof. EXECUTED on the dates set forth below, but effective as of the last date executed by all the Parties. C & C North America, Inc., d/b /a Cosentino North America By: Mr. Timothy M. Walsh, EVP Date: CITY OF LA PORTE, TEXAS APPROVED AS TO FORM ASSIST. CITY ATTORNEY By: A gs By: ICA . Iouis ' . Rigby, Mr Clark Askins Date:" �} Date: 19 — Exhibit A (LEGAL DESCRIPTION OF PROPERTY AND COPY OF LEASE) ['PO RI %I. IA AST hy and boss cea PIS(.) INVUIS UNIEINTS, 1 .T1 P td aud C&C ViR 11 ANIP NICA, 4 Dateo .i, MA. /I, 15 REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested March 14, 2011 Appropriation Requested By Mayor Rigby Source of Funds: Department: City Council Account Number: Report: Resolution: Ordinance: X . Amount Budgeted: Exhibits: Ordinance Amount Requested: B ■u'ge *ed I *ew• YTS NO SUMMARY & RECOMMENDATION Discuss and continue considering appointing members to the Re- districting Committee from the February 28, 2011 City Council Meeting. Ac on equired by Council: onsid:, ..p oving .4 ordinance appointing members to the Re- districting Committee. A !IM . M for la ouncil A enda I — 71, 5/ Ron Bottoms, City Manager Date ORDINANCE NO. 2011 -3322 AN ORDINANCE APPOINTING A RE- DISTRICTING COMMITTEE, AND ESTABLISHING ITS POWERS AND DUTIES; 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 of the City of La Porte hereby appoints the following residents of the City of La Porte to a Re- Districting Committee, to -wit: Chairperson: Charles Harrington District 1: Nolan Allen District 2: Nanci Lotze District 3: Nancy Ojeda District 4: Mark Follis District 5: Paul Berner' District 6: Position A: Charles Montgomery Position B: Howard Ebow Alternate 1: Alternate 2: Alternate 3: The Chairman shall appoint alternates as required to establish a quorum at any meeting. Section 2. Following publication of the 2010 Federal Census, the Re- Districting Committee shall conduct an investigation and determine the population of the City, and the population of each of the districts from which district Councilpersons are elected. Each such determination shall be based upon the best available data, including, but not limited to, the 2010 Federal Census. Each such determination shall be reported by the Re- Districting Committee to City Council, which shall express the results of such determination in an ordinance, which shall be a final determination for purposes of the Home Rule Charter of the City of La Porte. After any such determination, if the distribution of population among the various districts is determined by City Council to be materially unbalanced, the Re- Districting Committee shall, following public notice and an opportunity for public input, recommend to City Council the establishment of new boundaries for the election of district Councilpersons. Section 3. 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 4. This Ordinance shall be effective from and after its passage and approval, and it is so ordered. PASSED AND APPROVED, this 14th day of March, 2011. CITY OF AP ••- E By: rte' A Loui.: . Ri• • 1 Mayor 2 4717 Patrice ag City Secretary APPROVEp : " Knox W. Askins City Attorney 3 16 REQUEST FOR CITY COUNCIL AGENDA ITEM Agenda Date Requested: 3/14/11 Budget Requested: LP Safety Town Committee Chair_ Off_ Stanley Source of Funds: Departments. ' • _ Account Number: Report: X Resolution: Ordinance: Amount Budgeted: Exhibits: Safety Town Power Point Amount Requested: Exhibits: Budgeted Item: YES NO Exhibits SUMMARY & RECOMMENDATION On 7/26/10, City Council gave approval for the La Porte Safety Town Committee to begin (1) coordinating the Safety Town Project, (2) contacting potential public and private partners, and (3) exploring funding and land - options. Since that time, the committee has been working diligently on the project providing several presentations to community and industrial organizations while exploring land options for the ultimate construction of Safety Town. Support for the project has been overwhelming and the committee has identified a preferred site. The purpose of this presentation will be to provide City Council with an up -date on the committee's progress and seek City Council's input, guidance, and continued support for the proposed Safety Town Project and building site. Action Required by Council: Prov • e the . afety Town Committee with input, guidance, and support for the proposed Safety Town Project and b ding sit; recommendation. A • . ell for dl ouncil A • enda Ron : ott .,, City Manager Date ti 1110 w aivs 0 ,TOPok r.3 0 , ‘000 Cr 41 1 r*. O N "Z C " 04) Q - v) i.. 0° 4bc* SC13 C° ij 4 -ir 4 ' ' ,' 03 cool v) ef 0) o V ... _,...„ s. -a Q a a (1) �% C. � � a ' ca ? a oG t9 •- ' w 4 ��'" .moo la) 0 J , °X 4.- C CU CO ( � � y �W3 C Cif o O Yn� 1 u o • co O' u � cu Q) 0 tr1 Q j vi CO licrilli L ‘1131111 _c U O CI) 3 Z CO 0 ...-- Q co •d C 0 c a) _ CO cu car O c a) v #-Z o , u i..) 7--. ‘ S 1 (:) z d r i °11 alial 4. r - CO 0 „ ,� tin to C O- .r-+ (4.- t/414 c o 0 s.. 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Final plans have been approved by HCFCD. Consultant is in the process of bidding this project. • Fairmont Park East — Fleetwood Drive. Project is approximately 50% complete. In -House Design and Construction of City- initiated Projects. • South La Porte Bay Outfalls. Oakhurst — The bidding process is underway with anticipation of funding. • F -216 Regional Detention Project. Request for proposals is currently underway. • City -Wide De- silting of Major Channels — Award letter has been sent to Paskey, Inc. and contracts executed. Contractor will provide a schedule and anticipates mobilizing the week of March 14, 2011. • Coordination with Harris County Flood Control District. Staff presented the project list for HCFCD consideration. Projects with greatest benefit for the cost will be considered by the Drainage and Flooding Committee February 28, 2011 at 5:00 P.M. • Battleview area. Staff working on securing easements. Three of four easements have been secured. • East Main. The impact analysis is complete and is under review by HCFCD. The preliminary results do not show any impacts to the Water Surface Elevation in the receiving F212 Channel. In -House Drainage Maintenance Activities. • North Shady Lane. In an effort to provide for overland sheet flow, we were looking at a possible interconnect with Shoreacres due to the age of the existing waterline and the possibility of water service interruptions. We have determined that the interconnect with Shoreacres is not feasible with a 2" waterline. We will evaluate other design alternatives if feasible. • Sunrise and Broadway. Plans are substantially complete. Licensing Agreement with the Port of Houston and letters of no objection from Pipelines need to be finalized prior to bidding scheduled for late March 2011. • In -Fill Drainage Maintenance. Crews continue ditch grading in the Lomax and the North side areas. This work is expected to be complete by April 2011. The next target areas are the Side Streets off Broadway between Fairmont and McCabe. • South 8 Street. Project is substantially complete. • North and South 16 Streets. Design is in progress, we have received 60% complete plans for review and comment, 90% plans are expected by March 21, 2011.