HomeMy WebLinkAboutPR 21791: EDC, LEASE AGREEMENT WITH THE JEFFERSON COUNTY TEXAS 0.605 ACRE TRACT OF LAND Interoffice
MEMORANDUM
To: Mayor, City Council, City Manager
From: Floyd Batiste, CEO
Date: February 9, 2021
Subject: P.R. No. 21791 Council Meeting of February 16, 2021
ATTACHED IS PROPOSED RESOLUTION NO. 21791, A
RESOLUTION AUTHORIZING THE CITY OF PORT ARTHUR
SECTION 4A ECONOMIC DEVELOPMENT CORPORATION
TO ENTER INTO LEASE AGREEMENT WITH THE CITY OF
PORT ARTHUR FOR 0.605 ACRE TRACT OF LAND IN PORT
ARTHUR,JEFFERSON COUNTY, TEXAS
P. R. No. 21791
02/04/21 JMB
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY OF PORT ARTHUR
SECTION 4A ECONOMIC DEVELOPMENT CORPORATION
TO ENTER INTO LEASE AGREEMENT WITH THE CITY OF
PORT ARTHUR FOR 0.605 ACRE TRACT OF LAND IN PORT
ARTHUR,JEFFERSON COUNTY, TEXAS
WHEREAS, the City of Port Arthur Section 4A Economic Development Corporation
("PAEDC") desires to lease 0.605 acre tract of land from the City of Port Arthur for the purpose
of creating a professionally managed public parking lot for The Press Building located at 549 4th
Street; and
WHEREAS, the PAEDC Board of Directors at their Board meeting on February 1, 2021
approved said lease; and
WHEREAS, the City of Port Arthur has agreed to lease said land at the cost of$1.00 per
year. This lease contains an option to renew for additional five (5) year periods for a maximum
lease term of twenty (20)years based upon a written extension of this lease agreement by both the
City of Port Arthur and PAEDC; and
WHEREAS, the City Council deems it is in the public interest to enter into a lease
agreement with PAEDC.
NOW THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF PORT ARTHUR,TEXAS:
Section 1. That the facts and opinions in the preamble are true and correct.
Section 2. That the City Council of the City of Port Arthur authorizes PAEDC to enter
into a lease agreement with the City of Port Arthur for the acre tract of land as
described in the proposed lease attached hereto as Exhibit"A".
Section 3. That a copy of the caption of this Resolution shall be spread upon the Minutes
of the City Council.
READ, ADOPTED AND APPROVED on this day of A.D., 2021,
at a Meeting of the City Council of the City of Port Arthur. Texas, by the following vote: AYES:
Mayor
Councilmembers
NOES:
Thurman Bartie,Mayor
ATTEST:
Sherri Bellard, City Secretary
APPROVED:
Floyd Batiste,PAEDC CEO
APPROVED AS TO FORM:
Guy N. Goodson, PAEDC Attorney
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APPROVED AS TO FORM:
Valecia R. Tizeno, City Attorney
#1834900
Pagc�
Exhi . it • "
PARKING LOT LEASE
THIS PARKING LOT LEASE ("Lease") is entered into and effective as of the
Commencement Date (as defined herein) by and between the City of Port Arthur, Texas
("Landlord"), a Texas governmental entity, and the City of Port Arthur Section 4A Economic
Development Corporation("Tenant"), a Texas non-profit corporation.
AGREEMENT
1. Premises.
A. Legal description: The property on which the Premises is situated (the
"Property") described as:
0.605 acre tract in Port Arthur, Jefferson County, Texas
B. Site Plan: Being a professionally managed public parking lot and parking lot
for business conducted at 549 4th Street with the main entry and exit on 4th Street
and Waco Street and being more particularly shown in outline form on Exhibit
"A»
2. Term. The term of this Lease will begin on , 2021 (the
"Commencement Date") and shall end on , 2026 (the "Initial Term"). An option to
renew this Lease is available for additional five (5) years periods with a maximum lease term of
twenty (20) years. All extensions of this lease agreement must be executed by both the Landlord
(City of Port Arthur) and Tenant (PAEDC) through the final maximum lease term ending on
, 2041.
3. Rent. Tenant agrees to pay rent to Landlord in the sum of$1.00 annually during
the Term hereof("Rent"). The Rent will be paid monthly in advance with the first payment due
and payable on the Commencement Date and with a like payment due and payable on the
December 31 St of each year thereafter during the Term.
4. Permitted Uses. The Premises shall be used by Tenant only for purposes of a
secured parking lot for business associated with 549 4th Street ("Parking Lot"), and for no other
use or purpose without the Landlord's prior written consent, which shall be granted or withheld in
Landlord's sole and subjective discretion. The Tenant will not otherwise hold the Parking Lot
open for use by the general public nor collect any rate or charge for the parking of a motor vehicle
on the Premises. The Tenant shall comply with all federal, state and local laws,ordinances, codes
and regulations regarding the Premises and the permitted use upon the Premises, and shall
undertake all measures reasonably necessary to ensure to Landlord's satisfaction that all of
Tenant's employees, guests and invitees using the Parking Lot shall do so in an acceptably safe
manner and shall observe the organization of the Parking Lot as depicted on the attached Exhibit
"A", including identified entrances and driveways, leaving the same clear at all times for the safe
and unimpeded flow of vehicular traffic to and through the Parking Lot. The Tenant will not
maintain or suffer to be maintained any business, conduct, act or thing which will constitute a
public or private nuisance or violate any other public ordinance during the Term hereof.
Tenant shall operate the Parking Lot in a safe and courteous manner and keep the Parking Lot
clean of any Tenant related trash and debris. The permitted hours of use of the Premises by the
Tenant is for twenty four hours a day 7 days a week, 365 days a year. Tenant shall be responsible
for damages to the Premises caused by the Tenant.
5. Permits. Tenant will apply for, pay for and keep current all permits and licenses
required for the lawful operation of the Parking Lot.
6. Acceptance of Premises. Tenant acknowledges that: (a) a full and complete
inspection of the Premises has been made and Landlord has fully and adequately disclosed the
existence of any defects that would interfere with Tenant's use of the Premises for their intended
commercial purpose, and (b) as a result of such inspection and disclosure and Tenant accepts the
property "As Is."
7. Signage. No signs allowed to be placed on the Premises by the Tenant.
8. Landlord's Access. Landlord and Landlord's agents reserves the right to enter the
Premises:(a)to inspect the general condition and state of repair of the Premises,(b)to make repairs
required or permitted under this Lease, and (c) for any other reasonable purpose.
9. Tenant Assignment. Tenant shall not assign nor in any manner transfer this Lease
or any interest therein, nor sublet the Premises or any part or parts thereof, nor permit occupancy
by anyone, without the prior written consent and authority of Landlord which consent may be
granted or withheld at the sole and subjective discretion of Landlord. Any such assignment made
with the written permission of Landlord shall not relieve Tenant of any liability hereunder, and
Tenant shall remain jointly and severally liable for the performance of all obligations hereunder
from and after the date of any such permitted assignment.
10. insurance. Tenant must procure and keep in force during the term of this Lease
the following insurance coverage in at least the minimum amounts shown,in reputable insurance
companies, covering operations of the Tenant: a) General Liability—minimum $1,000,000 per
occurrence, $2,000,000 aggregate b) Garage Keepers Liability, minimum $500,000 per
occurrence c) Automobile Liability for non-owned/leased/hired autos - minimum $1,000,000
combined single limit d) Statutory Worker's Compensation Such insurance policies, with the
exception of Workers Compensation, must include Landlord and Jefferson County Elected
Officers and Agents as additional insureds. Tenant must provide Landlord with a declarations
page or endorsement evidencing that Jefferson County has been added as an additional insured on
all liability policies. Landlord and Tenant each waive all rights of recovery, claim, action or
cause of action against the other for any loss or damage that may occur to the Premises and
improvements or any property contained therein,that is damaged or destroyed in any cause that is
recovered from an insurance policy described in Article 10 or can be covered by standard All Risk
Property Damage Insurance and covenants that no insurer must hold any right of subrogation
against the other party for any such claim. This portion of Article 10 survives the termination of
this contract.
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11. Taxes. Landlord represents that it is exempt from property or income taxes and it
will pay directly to the taxing authorities those taxes and assessments levied upon or assessed with
respect to the real and personal property of, within,or adjacent to the Premises. However,Tenant
remains responsible for its income taxes,social security taxes,if any,associated with its operations
under this Lease.
12. Condemnation. If, during the Term or any extension thereof, all or a substantial
part of the Premises are taken for any public or quasi-public use under any governmental law,
ordinance or regulation or by right of eminent domain, or are conveyed to the condemning
authority under threat of condemnation, this Lease will terminate and the monthly installments of
Rent will be abated during the unexpired portion of the Term, effective on the date of the taking.
If less than a substantial part of the Premises is taken for public or quasi-public use under any
governmental law, ordinance or regulation, or by right of eminent domain, or is conveyed to the
condemning authority under threat of condemnation, Landlord, at Landlord's option, may
terminate this Lease by delivering a written notice to Tenant. If Landlord does not terminate this
Lease, Landlord shall promptly, at Landlord's expense, restore and reconstruct the buildings and
improvements(other than leasehold improvements made by Tenant or any assignee,subtenant or
other occupant of the Premises) situated on the Premises in order to make the same reasonably
suitable for the Permitted Use. The monthly installments of Rent payable under this Lease during
the unexpired portion of the Term will be adjusted equitably. Landlord and Tenant will each be
entitled to receive and retain such separate awards and portions of lump sum awards as may be
allocated to their respective interests in any condemnation proceeding. The termination of this
Lease will not affect the rights of the parties to those awards.
13. Environmental Representations and Indemnity. (a) Tenant's Compliance with
Environmental Laws. Tenant, at Tenant's expense, shall comply with all laws, rules, orders,
ordinances, directions, regulations and requirements of Federal, State, county and municipal
authorities pertaining to Tenant's use of the Property and with the recorded covenants,conditions
and restrictions, regardless of when they become effective, including, without limitation, all
applicable Federal, State and local laws, regulations or ordinances pertaining to air and water
quality,Hazardous Materials(as defined in Section 13. c),waste disposal, air emissions and other
environmental matters,all zoning and other land use matters,and with any direction of any public
officer or officers,pursuant to law,which impose any duty upon Landlord or Tenant with respect
to the use or occupancy of the Property. (b) Tenant's Indemnification. TENANT SHALL NOT
CAUSE OR PERMIT ANY HAZARDOUS MATERIALS TO BE BROUGHT UPON,KEPT OR
USED IN OR ABOUT THE PROPERTY BY TENANT, ITS AGENTS, EMPLOYEES,
CONTRACTORS OR INVITEES WITHOUT THE PRIOR WRITTEN CONSENT OF
LANDLORD. IF THE PRESENCE OF HAZARDOUS MATERIALS ON THE PROPERTY
CAUSED OR PERMITTED BY TENANT RESULTS IN CONTAMINATION OF THE
PROPERTY OR ANY OTHER PROPERTY,OR IF CONTAMINATION OF THE PROPERTY
OR ANY OTHER PROPERTY BY HAZARDOUS MATERIALS OTHERWISE OCCURS FOR
WHICH TENANT IS LEGALLY LIABLE TO LANDLORD FOR DAMAGE RESULTING
THEREFROM, THEN TENANT, TO THE EXTENT ALLOWED BY STATE LAW, SHALL
INDEMNIFY, DEFEND AND HOLD LANDLORD HARMLESS FROM ANY AND ALL
CLAIMS, JUDGMENTS, DAMAGES, PENALTIES, FINES, COSTS, LIABILITIES OR
LOSSES (INCLUDING, WITHOUT LIMITATION, DIMINUTION IN VALUE OF THE
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41828848
PROPERTY, DAMAGES FOR THE LOSS OR RESTRICTION ON USE OF RENTABLE OR
UNUSABLE SPACE OR OF ANY AMENITY OR APPURTENANCE OF THE PROPERTY,
DAMAGES ARISING FROM ANY ADVERSE IMPACT ON MARKETING OF BUILDING
SPACE OR LAND AREA, SUMS PAID IN SETTLEMENT OF CLAIMS, REASONABLE
ATTORNEYS' FEES, COURT COSTS, CONSULTANT FEES AND EXPERT FEES) THAT
ARISE DURING OR AFTER THE TERM AS A RESULT OF THE CONTAMINATION.THIS
INDEMNIFICATION OF LANDLORD BY TENANT INCLUDES,WITHOUT LIMITATION,
COSTS INCURRED IN CONNECTION WITH ANY INVESTIGATION OF SITE
CONDITIONS OR ANY CLEAN-UP, REMEDIAL WORK, REMOVAL OR RESTORATION
WORK REQUIRED BY ANY FEDERAL, STATE OR LOCAL GOVERNMENT AGENCY
BECAUSE OF HAZARDOUS MATERIALS PRESENT IN THE SOIL OR GROUND WATER
ON OR UNDER THE PROPERTY. WITHOUT LIMITING THE FOREGOING, IF THE
PRESENCE OF ANY HAZARDOUS MATERIALS ON THE PROPERTY (OR ANY OTHER
PROPERTY) CAUSED OR PERMITTED BY TENANT RESULTS IN ANY
CONTAMINATION OF THE PROPERTY, TENANT SHALL PROMPTLY TAKE ALL
ACTIONS AT TENANT'S SOLE EXPENSE AS ARE NECESSARY TO RETURN THE
PROPERTY TO THE CONDITION EXISTING PRIOR TO THE INTRODUCTION OF ANY
SUCH HAZARDOUS MATERIALS, PROVIDED THAT LANDLORD'S APPROVAL OF
SUCH ACTIONS IS FIRST OBTAINED. (c) Definition. For purposes of this Lease, the term
"Hazardous Materials" means any one or more pollutant, toxic substance, hazardous waste,
hazardous material,hazardous substance, solvent or oil as defined in or pursuant to the Resource
Conservation and Recovery Act, as amended, the Comprehensive Environmental Response,
Compensation and Liability Act, as amended, the Federal Clean Water Act, as amended, or any
other Federal, State or local environmental law,regulation,ordinance,or rule,whether existing as
of the date of this Lease or subsequently enacted.
14. Events of Default. The following events shall be deemed to be events of default
by Tenant under this Agreement("Event of Default"): (a)Tenant shall have,failed to pay the rent
or any other charge provided herein, or any portion, thereof, within ten (10) days after the same
shall be due and payable; (b)Tenant shall have failed to comply with any other provisions of this
agreement and shall not cure such failure within thirty(30)days after Landlord,by written notice,
has informed Tenant of such noncompliance; (c)Tenant abandons the Premises.
15. Notice of Default. Notwithstanding any other provision herein, in the event of a
default pursuant to Paragraph 14 above, Landlord may, by serving five (5) days written notice
upon Tenant, terminate this Lease. If Landlord gives Tenant notice of Tenant's default and/or
delivers to Tenant a Notice of Demand for Payment or Possession pursuant to the applicable statute
(either of which shall hereinafter be referred to as a "Notice of Default"), the Notice of Default
will not constitute an election to terminate the Lease unless Landlord expressly states in the Notice
of Default that it is exercising its right to terminate the Lease.
16. Tenant's Right to Terminate. The Tenant shall have the right to terminate this
Lease without cause upon thirty(30)days' prior written notice to the Landlord.
17. Landlord's Right to Terminate. The Landlord shall have the right to terminate
this Lease without cause upon thirty(30)days prior written notice to the Tenant.
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18. Notice. Any and all notices given in connection with this Lease shall be deemed
adequately given only if in writing and addressed to the party for whom such notices are intended
at the address set forth below. All notices shall be sent by personal delivery, Fed.Ex or other
overnight messenger service, or by first class certified mail, postage prepaid, return receipt
requested. A written notice shall be deemed to have been given to the recipient party on the earlier
of(a)the date it is delivered to the address required by this Lease; (b)the date delivered is refused
at the address required by this Lease; or (c) with respect to notices sent by mail, the date as of
which the postal service indicates such notice to be undeliverable at the address required by this
Lease. Any and all notices referred to in this Lease,or that either party desires to give to the other,
shall be addressed as follows:
For Landlord:
City of Port Arthur, TExas
Attn:
For Tenant:
City of Port Arthur Section 4A Economic Development Corporation
50] Procter Street, Suite 100
Port Arthur, Texas 77640
Any party hereto may, by notice given hereunder, designate any further or different
addresses to which subsequent notice or other communications shall be sent.
19. Miscellaneous. (a)All obligations under this Lease will he performed and payable
in the Jefferson County, Texas. The laws of the State of Texas will govern this Lease and venue
for any action under this contract shall be in the state and federal courts located in Jefferson
County, Texas (b) Any changes or modifications of this Lease must be in writing, and signed by
the parties hereto. This Lease supersedes any previous understandings or agreements between the
parties relating to the Premises. (c)Paragraph headings are for convenience only, and in no way
define or limit the scope and content of this Lease. (d)No delay or failure by either party to enforce
or exercise any rights or remedies hereunder shall constitute a waiver of such right or remedy,nor
shall any single or partial exercise of a right or remedy preclude any other or further exercise of
rights and remedies.
This Lease may be executed in multiple counterparts, and by use of counterpart signature
pages,but all such counterparts shall constitute but one and the same agreement. Signature pages
bearing facsimile signatures shall be effective for purposes of binding the parties to this Lease. (t)
This Lease shall be binding upon and inure to the benefit of the parties hereto and their respective
successors and assigns, provided this paragraph shall not permit any assignment contrary to the
provisions of this Lease. (g) In the event of any controversy, claim, or dispute relating to this
instrument or the breach thereof, the prevailing party shall be entitled to recover from the losing
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party reasonable expenses,attorney's fees and costs.IN WITNESS WHEREOF,the Parties hereto
have executed this Lease on the day and date herein above set forth.
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LANDLORD:
CITY OF PORT ARTHUR, TEXAS
By:
Ronald Burton, City Manager
Date of Execution:
TENANT:
CITY OF PORT ARTHUR SECTION 4A
ECONOMIC DEVELOPMENT
CORPORATION
By:
Darrell Anderson,President
Date of Execution:
APPROVED AS TO FORM:
City Attorney
APPROVED AS TO FORM:
PAEDC Attorney
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EXHIBIT A
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*11828848
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