HomeMy WebLinkAboutPR 18894: LEASE WITH GOGO, LLC, FOR AN AVIATION TOWER ON PLEASURE ISLAND P.R. NO. 18894
06/04/15 vrt/gt
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER INTO A
LEASE WITH GOGO, LLC, FOR AN AVIATION TOWER ON PLEASURE
ISLAND
WHEREAS, the City of Port Arthur owns real property on
Pleasure Island near the intersection of Rodeo Lane and TB Ellison
Parkway, as delineated in Exhibit "A" ; and
WHEREAS, Gogo, LLC, is a Delaware limited liability company
that provides connectivity equipment, services and support to the
aviation market; and
WHEREAS, Gogo, LLC, has requested that the City enter into a
lease agreement to use a portion of the property as depicted in
Exhibit "A" for the installation of an aviation tower; and
WHEREAS, the term of this lease shall be five (5) years, with
the option to renew for five (5) successive five (5) year terms,
upon approval of the City Council at the rate of $800 . 00 per month;
and
WHEREAS, Gogo, LLC, will maintain and repair the tower and any
"Attenna Facilities" in a commercially reasonable condition, as
well as the provision of commercial liability.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF PORT ARTHUR:
s.pr18894
Section 1 . That the facts and opinions in the preamble are
true and correct .
Section 2 . That it is in the best interest of the City of
Port Arthur to enter into a lease with Gogo, LLC, in substantially
the same form as attached hereto as Exhibit "B" .
Section 3 . That the City Manager is hereby authorized to
enter into a lease agreement with Gogo, LLC, at the rate of $800
per month, in substantially the same form as attached hereto as
Exhibit "B" .
Section 4 . That a copy of the caption of this Resolution
shall be spread upon the Minutes of the City Council .
READ, ADOPTED, AND APPROVED, this day of ,
2015 AD, at a Regular Meeting of the City Council of the City of
Port Arthur, Texas by the following vote : AYES :
Mayor: •
Councilmembers : ;
NOES : .
Mayor
s.pr18894
ATTEST:
City Secretary
APPROVED AS TO FORM:
16(1 i
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City Attorne ,
APPROVED FOR ADMINISTRATION:
City Manager
s.pr18894
EXHIBIT "A"
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EXHIBIT "B"
RAWLAND LEASE
THIS RAWLAND LEASE (this "Lease") is by and between the City of Port Arthur, Texas, ("Landlord") and Gogo LLC, a
Delaware limited liability company("Tenant").
1.Option to Lease.
(a)In consideration of the payment of Eight Hundred and no/100 Dollars($800.00)("Option Fee")by
Tenant to Landlord,Landlord hereby grants to Tenant an option to lease the use of a portion of the real property
described Exhibit A(the"Property")on the terms and conditions set forth herein(the"Option").The Option shall be
for an initial term of_12_(_)months,commencing on the Effective Date(as defined below)(the"Option Period").
The Option Period may be extended by Tenant for an additional 12 months upon written notice to Landlord and
payment of the sum of Eight Hundred and no/100 dollars($800.00)("Additional Option Fee")at any time prior to
the end of the Option Period.
I. Suitability.
(a) Landlord agrees to cooperate with Tenant in obtaining at Tenant's expense, all licenses and permits or
authorizations required for Tenant's use of the Premises (as defined below) from all applicable government and/or regulatory
entities(including, without limitation, zoning and land use authorities, and the Federal Communications Commission("FCC")Z
("Governmental Approvals"), including all land use and zoning permit applications, and Landlord agrees to cooperate with and
to allow Tenant, at no cost to Landlord, to obtain a title report, zoning approvals, variances, and land use permits. Landlord
expressly grants to Tenant a right of access to the Property (as defined below) to perform any surveys, soil test, and other
engineering procedures or environmental investigations("Test")on the Property deemed necessary or appropriate by Tenant to
evaluate the suitability of the Property for the uses contemplated under this Lease. Landlord agrees it will not interfere with
Tenant's efforts to secure other licenses and permits or authorizations that relate to other property
(b) If Tenant determines in its own discretion the Premises are suitable for its intended operations, then Landlord
hereby leases to Tenant the real property described in the attached Exhibit A(the"Property"),together with the right to erect an
antenna tower or pole and foundation("Tower") sufficient for placement of the Antenna Facilities(as defined below),together
with all necessary space and easements for access and utilities, as generally described and depicted in the attached Exhibit B
(collectively referred to hereinafter as the"Premises").
(c) If Landlord should require a notice to proceed(NTP)prior to Tenant commencing construction or installation,the
NTP will be provided within 24 hours of its request by Tenant.
2. Term. The initial term of this Lease shall be five(5)years commencing on the first day of the month following the
construction completion date as determined by Tenant(the "Commencement Date")and terminating at midnight on the last day
of the initial term(the"Initial Term").
3.Renewal.Tenant shall have the right to extend this Lease for five(5)additional and successive five-year terms(each
a"Renewal Term") on the same terms and conditions as set forth herein upon approval of the City Council. This Lease shall
automatically renew for each successive Renewal Term unless Tenant notifies Landlord in writing of Tenant's intention not to
renew this Lease at least sixty(60)days prior to the expiration of the Initial Term or any Renewal Term.If Tenant shall remain in
possession of the Premises at the expiration of this Lease or any Renewal Term without a written agreement, such tenancy shall
be deemed a month-to month tenancy under the same terms and conditions of this Lease.
4.Rent.
(a) From and after the Commencement Date, Tenant shall pay Landlord or designee, as rent, $800.00 per month
("Rent"). The first payment of Rent shall be due within twenty(20) days following the Commencement Date. Thereafter, Rent
will be payable monthly by the tenth day of each month to Landlord at the address specified in Section 12 below. If this Lease is
terminated for any reason(other than default by Tenant)at a time other than on the last day of the month,Rent shall be prorated
as of the termination date and all prepaid Rent shall be immediately refunded to Tenant.
(b)During the Initial Term and any Renewal Term, monthly Rent shall be adjusted, effective on the first day of each
year of the Initial or Renewal Tern, and on each subsequent anniversary thereof,to an amount equal to Three percent(3%)of
the monthly Rent in effect immediately prior to the adjustment date.
5. Permitted Use. The Premises may be used by Tenant for the transmission and reception of radio communication
signals and for the construction,installation operation,maintenance,repair,removal or replacement of related facilities,including
without limitation,tower and base, antennas,microwave dishes, equipment shelters and/or cabinet,and related activities. Tenant
will operate the Tower in full compliance with all zoning and permitting laws as well as all Federal Aviation Agency("FAA")
and FCC requirements.
6. Interference. Landlord shall not use, nor shall Landlord permit its lessees, licensees, invitees or agents to use, any
portion of the Property or make any alterations to the Property or property contiguous thereto owned or controlled by Landlord in
any way which interferes with the operation of Tenant.Such interference shall be deemed a material breach by the Landlord,who
shall, upon written notice from the Tenant, be responsible for terminating said interference. In the event any such interference
does not cease promptly, the parties acknowledge that continuing interference may cause irreparable injury and, therefore, the
Tenant shall have the right, in addition to any other rights that it may have at law or in equity,to bring a court action to enjoin
such interference or to terminate this Lease immediately upon written notice Further, if Tenant determines that Landlord or
another tenant at the Premises is causing interference to Tenant and if the interference is not corrected within forty-eight (48)
hours from Tenant's determination,and such interference precludes Tenant from using the Premises for its intended purpose and
cannot be corrected, Landlord or another tenant causing interference shall cease transmission, except for intermittent testing for
the purpose of correcting the interference, then if not corrected within sixty (60) days, Tenant may terminate this Lease.
Landlord will require substantially similar interference language as outlined in this paragraph in all future tenant agreements
related to the Property
7.Improvements;Utilities;Access;Relocation.
(a)Tenant shall have the right, at its expense, to erect and maintain on the Property improvements, personal property
and facilities necessary to operate its communications system including, without limitation, a Tower, radio transmitting and
receiving antennas, microwave dishes, power generators and generator pad, air conditioned equipment shelters and/or cabinets
with unlimited airspace above such shelters and/or cabinets, , supporting equipment and structures, related cables and utility
lines and a location based system(collectively,the"Antenna Facilities"). All of Tenant's construction and installation work will
be performed at Tenant's sole cost and expense and in a good and workmanlike manner.Tenant will hold title to the Tower and
Antenna Facilities and all of the Tower and Antenna Facilities will remain Tenant's personal property and are not fixtures.
Tenant may broadcast at any frequency allowed it by the FCC..Tenant shall have the right to alter,replace,enhance and upgrade
the Antenna Facilities at any time during the term of this Lease without Landlord's approval..Tenant shall cause all construction
to occur lien-free and in compliance with all applicable laws and ordinances. Landlord acknowledges that it shall neither
interfere with any aspects of construction nor attempt to direct construction personnel as to the location of or method of
installation of the Antenna Facilities and the Easements(as defined below). Tenant shall have the right to remove the Tower
and/or Antenna Facilities at any time during and upon the expiration and termination of the Lease. In the event of an emergency,
Tenant has the right to bring in a temporary site (cell on wheels and a generator) to maintain the Lessee's transmission and
reception of signals
(b) Tenant, at its expense, may use any and all appropriate means of restricting access to the Tower and Antenna
Facilities,including,without limitation,the construction of a fence.
(c)Tenant shall, at Tenant expense, keep and maintain the Tower and Antenna Facilities now or hereafter located on
the Property in commercially reasonable condition and repair during the term of this Lease, normal wear and tear and casualty
excepted. Upon termination or expiration of this Lease, Tenant shall remove the Tower and any Antenna Facilities from the
Property and the Property shall be returned to Landlord in good, usable condition, normal wear and tear and casualty excepted
and excluding foundations, concrete pads, ground rings, or other anchors more than one foot below grade level that may have
been installed by Tenant.
(d) Tenant shall have the right to install utilities, at Tenant's expense, and to improve the present utilities on the
Property(including,but not limited to,the installation of emergency power generators).Landlord agrees to use reasonable efforts
in assisting Tenant to acquire necessary utility service. Tenant shall,wherever practical, install separate meters for utilities used
on the Property by Tenant. In the event separate meters are not installed, Tenant shall pay the periodic charges for all utilities
attributable to Tenant's use, at the rate charged by the servicing utility. Landlord shall diligently correct any variation,
interruption or failure of utility service.
(e) As partial consideration for Rent paid under this Lease, Landlord hereby grants Tenant easement on, under and
across the Property for ingress, egress, utilities and access (including access for the purposes described in Section 1) to the
Premises adequate to install and maintain utilities, including, but not limited to, the installation of power and telephone service
cable, and to service the Premises and the Antenna Facilities at all times during the Initial Term of this Lease and any Renewal
Term(collectively,the"Easement").The Easements provided hereunder shall have the same term as this Lease.
(f)Tenant shall have 24-hours-a-day, 7-days-a-week access to the Premises at all times during the Initial Term of this
Lease and any Renewal Term,at no charge to Tenant.
(g)Landlord shall maintain and repair all access roadways from the nearest public roadway to the Premises in a manner
sufficient to allow vehicular and pedestrian access at all times,including snow removal at its sole expense,except for any damage
to such roadways caused by Tenant.
8. Termination. Except as otherwise provided herein, this Lease may be terminated, without any penalty or further
liability as follows:
(a)upon sixty(60)days'written notice by Landlord if Tenant fails cure a default for payments of amounts due under
this Lease within such sixty(60)day period;
(b)immediately upon written notice by Tenant if Tenant notifies Landlord of any unacceptable results of Tests prior to
Tenant's installation of the Antenna Facilities on the Premises, or if Tenant does not obtain, maintain or otherwise forfeits or
cancels any license (including, without limitation, an FCC license), permit or any Governmental Approval necessary to the
installation and/or operation of the Antenna Facilities or Tenant's business;
(c)upon thirty(30) day written notice by Tenant if Tenant determines that the Property or the Antenna Facilities are
inappropriate or unnecessary for Tenant's operations for economic or technological reasons;
(d)immediately upon written notice by Tenant if the Premises or the Antenna Facilities are destroyed or damaged so
as in Tenant's reasonable judgment to substantially and adversely affect the effective use of the Antenna Facilities. In such
event,all rights and obligations of the parties shall cease as of the date of the damage or destruction,and Tenant shall be entitled
to the reimbursement of Rent prepaid by Tenant. If Tenant elects to continue to this Lease, then all Rent shall abate until the
Premises and/or the Antenna Facilities are restored to the condition existing immediately prior to such damage or destruction;or
(e) at the time title to the Property transfers to a condemning authority pursuant to a taking of all or a portion of the
Property sufficient in Tenant's determination to render the Premises unsuitable for Tenant's use.Landlord and Tenant shall each
be entitled to pursue their own separate awards with respect to such taking. Sale of all or part of the Property to a purchaser with
the power of eminent domain in the face of the exercise of the power shall be treated as a taking by condemnation.
9. Default and Right to Cure. Notwithstanding anything contained herein to the contrary and without waiving any
other rights granted to it at law or in equity, each party shall have the right but not the obligation, to terminate this Lease on
written notice pursuant to Section 12 hereof, to take effect immediately if the other party fails to perform any covenant or
commits a material breach of this Lease and fails to diligently pursue a cure thereof to its completion after thirty(30)days written
notice specifying such failure or performance or default.
10. Taxes. Landlord shall pay when due all real property taxes for Property, including the Premises. In the event that
Landlord fails to pay any such real property taxes or other fees and assessments, Tenants shall have the right, but not the
obligation,to pay such owed amounts and deduct them from Rent amounts due under the Lease.Notwithstanding the foregoing,
Tenant shall pay any personal property tax,its pro-rata share of any increase in real property tax or any other tax or fee which is
directly attributable to the presence or installation of Tenant's Tower or Antenna Facilities,only for so long as this Lease remains
in effect. Landlord agrees to provide Tenant with reasonable documentation showing Tenant's pro-rata share of taxes, including
financial worksheets,receipted bills or assessments,which is the basis for payment. If Landlord receives notice of any personal
property or real property tax assessment against Landlord, which may affect Tenant and is directly attributable to Tenant
installation, Landlord shall provide timely notice of the assessment to Tenant sufficient to allow Tenant to challenge such
assessment, whether in a Court, administrative proceeding, or other venue on behalf of Landlord and/or Tenant. Further,
Landlord shall provide to Tenant any and all documentation associated with the assessment and shall execute any and all
documents reasonably necessary to effectuate the intent of this Section 10. In the event real property taxes are assessed against
the Landlord or Tenant for the Premises or the Property,Tenant shall have the right,but not the obligation,to terminate the Lease
without further liability after thirty(30)days' written notice to Landlord, provided Tenant pays any real property taxes assessed
as provided herein.
11.Insurance and Subrogation and Indemnification.
(a) Tenant and Landlord each will maintain commercial liability insurance in amount of One Million and no /100
Dollars ($1,000,000.00) per occurrence and Two Million and no/100 ($2,000,000.00) aggregate. Each party may satisfy this
requirement by obtaining the appropriate endorsement to any master policy of liability insurance such party may maintain.
(b)Tenant and Landlord shall each maintain"all risk"or"special causes of loss"property insurance on a replacement
cost basis for their respective owned real and/or personal property.
(c)Landlord and Tenant hereby mutually release each other(and their successors or assigns)from liability and waive
all right of recovery against the other for any loss or damages covered by their respective first party property Insurance policies
for all perils in insured thereunder. In the event of insured loss,neither party's insurance company shall have a subrogated claim
against the other.
(d) Subject to the Property insurance waivers set forth in Subsection 11(c), Landlord and Tenant each agree to
indemnify and hold harmless the other party from and against any and all claims, damages, costs and expense, including
reasonable attorney fees, to the extent caused by or arising out of the negligent acts or omissions or willful misconduct in the
operations or activities on the Property by the indemnifying party or the employees,agents,contractors, licensees,tenants and/or
subtenants of the indemnifying party or a breach of any obligation of the indemnifying party under this Lease.The indemnifying
party's obligations under this section are contingent upon its receiving prompt written notice of any event giving rise to an
obligation to indemnifying the other party and the indemnified party's granting all the right to control the defense and settlement
of the same.
(e)Notwithstanding anything to the contrary in this Lease,the parties hereby confirm that the provisions of this Section
11 shall survive the expiration of this Lease.
(f)Tenant shall not be responsible to Landlord,or any third-party,for any claims,costs or damages(including fines or
penalties)attributable to pre-existing violations of applicable codes,statutes or other regulations governing the Property.
12. Notices. All notices, requests, demands and other communications shall be in writing and are effective five (5)
days after deposit in the U.S. mail, certified and postage paid, or upon receipt if personally delivered or sent by next-business-
day-delivery via a nationally recognized overnight courier to the address set forth below. Landlord or Tenant may from time to
time designate any other address for this purpose by providing written notice to the other party.
If to Tenant:
Gogo LLC.
1250 N.Arlington Heights Rd.,Suite 500
Itasca,IL 60143
Attn:Network Development
With a copy to:
If to Landlord:
With a copy to:
13.Quiet Enjoyment,Title and Authority.As of the Effective Date and at all times during the Initial Term any Renewal
Terms of this Lease,Landlord covenants and warrants to Tenant that(i)Landlord has full right,power and authority to execute
and perform this Lease;(ii)Landlord has good and unencumbered fee title to the Property free and clear of any liens,mortgages,
except the disclosed in writing to Tenant and which will not interfere with Tenant's right to or use the Premises(iii)execution
and performance of this Lease will not violate any laws, ordinances, or covenants or the provisions of any mortgage, lease or
other agreement bonding on Landlord; and (iv) Tenant's quiet enjoyment of the Premises or any part thereof shall not be
disturbed as long as Tenant is not in default beyond any applicable grace or cure period.
14. Environmental Laws. Landlord represents that it has no knowledge of any substance, chemical or waste
(collectively"Hazardous Substance")on the Property that is identified as hazardous,toxic or dangerous in any applicable federal,
state or local law or regulation. Landlord or Tenant shall not introduce or use any Hazard Substance on the Property in violation
of any applicable law. Landlord shall be responsible for, and shall promptly conduct any investigation and remediation as
required by any applicable environmental laws, all spills or other releases of any Hazardous substance not caused solely by
Tenant, that have occurred or which may occur on the Property. Each party agree to defend, indemnify and hold harmless the
other from and against any all administrative and judicial actions and rulings, claims, causes of action, demands, and liability
(collectively"Claims")including,but not limited to,damages,costs expenses,assessments,penalties,fines,losses judgments and
reasonable attorney fees that the indemnitee may suffer or incur due to the existence of Hazardous Substance on the Property or
the mitigation of any Hazardous Substance to other properties or the release of any Hazardous Substance into the environment
(collectively "Actions"), that relate to or arise from the indemnitors activities on the Property. Landlord agrees to defend,
indemnify and hold Tenant harmless from Claims resulting from Actions on the Property not caused by Landlord or Tenant prior
to and during the Initial Term or any Renewal Term. The indemnification in this section specifically include,without limitation,
costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work
required by any governmental authority.This Section 14 shall survive the termination or expiration of this Lease.
15. Assignment and Subleasing. Tenant shall have the right to assign or otherwise transfer this Lease and the
Easements(as defined above)granted herein upon written notice to the Landlord.Upon such assignment,Tenant shall be relieved
of all liabilities and obligations hereunder and Landlord shall look solely to the assignee for performance under this Lease and all
obligations hereunder.Tenant may sublease the Premise upon written notice to Landlord.
Landlord shall have the right to assign or otherwise transfer the Lease and Easement granted herein, upon written
notice to Tenant except for the following: any assignment or transfer of this Lease which is separate and distinct from a transfer
of Landlord's entire rights, title, and interest in the Property, shall require the prior written consent of Tenant which may be
withheld in Tenant's sole discretion. Upon assignment and including such assignment where Tenant's consent is required and
received, Landlord shall be relieved of all liabilities and obligations hereunder and Tenant shall look solely to the assignee for
performance under this Lease and all obligations hereunder.
Additionally,notwithstanding anything to the contrary above,Landlord or Tenant may,upon notice to the other,grant a
security interest in this Lease(and as regards the Tenant and the Antenna Facilities),and may collaterally assign this Lease(and
as regards the Tenant and the Antenna Facilities)to any mortgagee, or holders of security interest, including their successors or
assigns (collectively"Secured Parties"). In such event, Landlord or Tenant, as the case may be, shall execute such consent to
leasehold financing as may be reasonably be required by Secured Parties.
16. Successors and Assigns. This Lease and the Easements granted herein shall run with the land,and shall be binding
upon and inure to the benefit of the parties,their respective successors,personal representatives and assigns.
17. Waiver of Landlord's Liens. Landlord hereby waives any and all lien rights it may have, statutory or otherwise
concerning the Antenna Facilities or any portion thereof,which shall be deemed personal property for the purposes of this Lease,
whether or not the same is deemed real or personal property under applicable laws and,and Landlord gives Tenant and Secured
Parties the right to remove all or any portion of the same from time to time,whether before or after a default under this Lease,In
Tenant's and/or Secured Party's sole discretion and without Landlord's consent.
18.Miscellaneous.
(a)The prevailing party in any litigation arising hereunder shall be entitled to reimbursement from the other party of its
reasonable attorneys'fees and court costs,including appeals,if any.
(b)This Lease constitutes the entire agreement and understanding of the parties,and supersedes all offers,negotiations,
and other agreements with respect to the subject matter and property covered by this Lease. Any amendments to this Lease must
be in writing and executed by both parties.
(c)Landlord agrees to cooperate with Tenant in executing any document necessary to protect Tenant's rights in or use
of the Premises. A Memorandum of Lease in substantially the form attached hereto as Exhibit C may be recorded in place of the
Lease by Tenant.
(d)In the event the Property is encumbered by a mortgage or deed of trust,Landlord agrees upon request of Tenant,to
obtain and furnish to Tenant a non-disturbance and attornment agreement for each such mortgage or deed of trust, in a form
reasonably acceptable to Tenant.
(e)Tenant may obtain title insurance on its interest in the Premises. Landlord agrees to execute such documents as the
title company may require in connection therewith.
(f) This Lease shall be construed in accordance with the laws of the state in which the Property is located, without
regard to the conflicts of law principles of such state.
(g)If any term of the Lease is found to be void or invalid,the remaining terms of this Lease shall continue in full force
and effect. Any questions of particular interpretation shall not be interpreted against the drafter, but rather in accordance to the
fair meaning thereof.No provision of this Lease will be deemed waived by either party unless expressly waived in writing by the
waiving party. No waiver shall be implied by delay or any act or omission of either party. No waiver by either party of any
provision of this Lease shall be deemed a waiver of such provision with respect to any subsequent matter relating to such
provisions
(h)The persons who have executed this Lease represent and warrant that they are duly authorized to execute this Lease
in their individual or representative capacities as indicated
(i)This Lease may be executed in any number of counterparts, each of which shall be deemed an original, but all of
which constitute a single instrument.
(j)All Exhibits referred to herein and any addenda are incorporated herein for all purposes.The parties understand and
acknowledge that Exhibits A and B may be attached to this Lease and the Memorandum of Lease, in preliminary form.
Accordingly, the parties agree that upon the preparation of final, more complete exhibits, Exhibits A and/or B, as the case may
be,may be replaced by Tenant with such final,more complete exhibit(s).
(k)If either party is represented by any broker or any other leasing agent, such party is responsible for all commission
fee or other payment to such agent, and agree to indemnify and hold the other party harmless from all claims by such broker or
anyone claiming through such broker.
19. Tower Marking and Lighting Requirements. Tenant, shall be responsible for compliance with all Tower marking
and lighting requirements of the FAA and the FCC.
20. Confidentiality. Tenant and Landlord agree not to discuss publicly, advertise, nor publish in any newspaper,
journal,periodical,magazine,or other form of mass media,the terms or conditions of this Agreement. Doing so shall constitute
a default under this Lease immediately. Tenant and Landlord will not discuss terms and conditions with any parties not directly
involved with this Lease;provided,however,that notwithstanding the foregoing,Landlord and/or Tenant may provide a copy of
this Lease or discuss any of the terms and conditions hereof with third parties as is reasonably necessary for Landlord and/or
Tenant's business purposes, including, but not limited to Landlord and/or Tenant's directors, advisors, regulatory and other
governmental authorities,lenders and ground lessors.
The effective date of this Lease is the date of execution by the last party to sign(the"Effective Date").
LANDLORD:
By:
Print Name:
Title:
Date:
TENANT:
By:
Print Name:
Title:
Date:
EXHIBIT A
Legal Description
The Property is legally described as follows:
EXHIBIT B
Page 1 of 3
The location of the Premises within the Property(together with access and utilities)is more particularly described and depicted as
follows:
EXHIBIT B
Page 2 of 3
EXHIBIT B
Page 3 of 3
EXHIBIT C
MEMORANDUM OF LEASE
("Memorandum")
A Rawland Lease(the"Lease")by and between the City of Port Arthur,a Municipality("Landlord")and Gogo LLC,a
Delaware limited liability company("Tenant")was made regarding a portion of the following property:
See attached Exhibit"A"incorporated herein for all purposes.
The Lease is for a term of five(5)years and commenced on .Tenant shall have the right to
extend the Lease for five(5)additional five-year terms.
IN WITENESS WHEREOF,the parties hereto have respectively executed this Memorandum effective as of the date of the last
party to sign.
LANDLORD:
By:
Print Name:
Title:
Date:
LANDLORD:
By:
Print Name:
Title:
Date:
TENANT:
By:
Print Name:
Title:
Date: