HomeMy WebLinkAboutItem 09 - Verizon Buildingi
ITEM 1► .lllilliiiw�
MEMO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: ROGER NELSON, CITY MANAGER, W,
MEETING DATE: DECEMER 17, 2002
SUBJECT: TEMPORARY LEASE
402 SOUTH BARTON STREET
VERIZON BUILDING
RECOMMENDATION:
City Council consider ratifying Staff's execution of a Lease Agreement with Verizon for
the continued use of the Verizon Building located at 402 Barton Street for the six month
period of January, 2003 thru June, 2003 at a monthly rental rate of $ 2,000.00 and take
any necessary action.
BACKGROUND:
City Council authorized the purchase of this property in November 2000. Staff executed
the closing documents for the purchase of this building on November 30, 2002. The
closing on the property was completed on December 6, 2002.
Verizon is currently in the process of designing and constructing a new building at the
intersection of Dooley Street and Dallas Road. To complete the closing on the property,
Verizon requested assurances that they could remain in the building until they complete
construction on their new building. Staff negotiated a Lease Agreement with Verizon
allowing them to remain in the building until June 2003 at a monthly rate of $ 2,000.00.
Staff executed said Lease Agreement on December 3, 2002 to insure the closing would
proceed as planned on December 6, 2002.
Staff recommends approval.
JSL/dsm
O:\agenda\12-17-02\Verizon Bldg
December 11, 2002 (11:29AM)
LEASE AGREEMENT
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THIS LEASE AGREEMENT (the "Lease") is executed on this the day ofD8c )o e tL , 2002, by
and between THE CITY OF GRAPEVINE, TEXAS, a municipality, whose address for purposes hereof is 200 South Main
Street, City Hall, Grapevine, Texas 76051 (hereinafter called "Landlord") and GTE SOUTHWEST INCORPORATED, a
Delaware corporation, dfb/a Verizon Southwest, whose address for purposes hereof is c/o Staubach Portfolio Services, 750
Canyon Drive, Coppell, Texas 75019 Attn: Real Estate Administration (hereinafter called "Tenant").
Section 1 -Premises
Subject to and upon the terms, provisions and conditions hereinafter set forth, and each in consideration of the
duties, covenants and obligations of the other hereunder, Landlord does hereby lease, demise and let to Tenant and Tenant
does hereby lease and take from Landlord certain premises (the "Premises") consisting of a tract of land situated in Tarrant
County, Texas, as more particularly described on the attached Exhibit A, located at 402 South Barton Street, Grapevine,
Texas, together with any and all improvements thereon.
Section 2 -Term
Subject to and upon the terms and conditions set forth herein, or in any exhibit or addendum hereto, this Lease
shall continue in force for a term (the "Term") beginning on the sixth (6h) day of December, 2002 (the "Commencement
Date") and ending on the thirtieth (30`h) day of June, 2003 (the "Termination Date"), unless the Term is renewed as
provided herein. Notwithstanding that the Term shall not commence until after the date hereof, from and after the date
hereof this Lease shall be deemed to be a contract between Landlord and Tenant and the provisions hereof shall be
effective.
Section 3 -Delivery and Acceptance of Premises
Landlord agrees to deliver possession of the Premises to Tenant simultaneously with the closing of the purchase of
the Premises by Landlord from Tenant, scheduled to occur on the Commencement Date. If Landlord fails for any reason to
deliver possession of the Premises to Tenant on the Commencement Date set forth herein, the Commencement Date shall
occur when Landlord actually delivers possession of the Premises to Tenant. If Landlord has not delivered possession of
the Premises to Tenant on or before January 1, 2003, Tenant shall be entitled to terminate this Lease. Tenant acknowledges
that it has fully inspected the Premises, and has found the Premises to be suitable for their intended purpose. Landlord or
Landlord's agent has made no expressed or implied representations or promises now or in the future with respect to the
Premises, or the repair or alteration thereof, except as expressly set forth herein, and no rights, easements or licenses are
acquired by Tenant, by implication or otherwise, except as expressly set forth herein.
Section 4 -Rent
4.1 Base Rental. For the Term of the lease, Tenant hereby agrees to pay a base monthly rental ("Base
Rental") equal to $2,000.00 per month for the months of January, 2003 through June, 2003, due and payable on the first day
of each month, and prorated as necessary for any partial month at the beginning or end of the Term, as the case may be.
There shall be no Base Rental due for the month of December, 2002.
4.2 Security Deposit. Tenant shall not pay a security deposit.
Section 5 -Renewal Options
If this Lease shall not have been terminated pursuant to any provisions hereof and Tenant is not in default under the
terms hereunder beyond applicable cure periods, then Tenant may, at Tenant's option and upon no less than thirty (30) days
advance notice to Landlord, extend the Term of this Lease for up to a total of three (3) additional thirty (30) day periods,
commencing on the expiration of the original Term (or the immediately preceding additional term, as the case may be).
Upon the giving by Tenant to Landlord of such notice, the Term of this Lease shall by deemed to be automatically extended
upon all the covenants, agreements, terms, provisions and conditions, set forth in this Lease, including Base Rental. The
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term of this Lease may not be extended for a total term of more than nine (9) months without the express, written consent of
Landlord.
Section 6 -Use
6.1 Prescribed Use. Tenant shall have the right, in accordance with Section 6.3, to use the Premises for the
uses conducted by Tenant thereon immediately prior to the conveyance of the Premises to Landlord, or for any other lawful
uses.
6.2 Nuisance. Tenant shall conduct its business and control its agents, employees, invitees, and visitors in
such manner as not to create any nuisance.
6.3 Compliance with Laws. Tenant shall, at Tenant's sole cost and expense, comply with all laws,
ordinances, orders, rules and regulations promulgated by all federal, state, county, municipal bodies and agencies having
jurisdiction, as well as any instruments of record which affect the Premises, which laws, ordinances, orders, rules,
regulations and instruments relate to the business of Tenant or the use of the Premises, but Tenant shall not be obligated to
make or pay for any structural alterations to the Premises. Notwithstanding the foregoing, if Tenant's use of the Premises is
in violation of applicable laws, regulations and ordinances, Tenant shall be obligated to make or pay for any structural
alterations to the Premises necessary to cause the Premises to be in compliance with such applicable laws, regulations and
ordinances.
Section 7 -Tenant's Expenses
7.1 Property Taxes. "Property Taxes" means all general and special taxes, including all assessments for
local improvements, and all other general and special, ordinary and extraordinary governmental charges assessed, levied,
charged, or imposed upon the Premises during the Term, or any holdover or renewal period, by any political or
governmental body, or subdivision thereof, having jurisdiction over the Premises, as well as all expenses incurred by
Landlord in contesting any of the foregoing; excluding, however, franchise, estate, inheritance, succession, capital levy,
transfer, income, excess profits or taxes on personal property or contents of the Premises imposed upon Landlord or taxes
on the personal property located within the Premises. In the event that any political body, or subdivision thereof, or any
governmental authority having jurisdiction over the Premises imposes a tax, assessment, or charge either upon or against or
measured by the rentals payable by Tenant to Landlord or upon or against the occupation of renting land and/or buildings,
either by way of substitution for the taxes and assessments levied against the Premises or in addition thereto, such tax,
assessment, or charge shall be deemed to constitute a Property Tax for purposes of this Lease.
Tenant shall pay before the same become delinquent, all Property Taxes levied or assessed against the Premises,
provided Property Taxes for any partial year of the term shall be prorated.
7.2 Casualty Insurance. Tenant shall maintain All Risk insurance (the "Casualty Insurance") covering any
improvements on the Premises, in the amount of the full replacement cost thereof.
7.3 Utilities. Tenant shall be responsible for all charges incurred for all utility services to the Premises,
including, but not limited to, water, natural gas, sanitary sewer, electricity, grass, snow removal and telephone. In no event
shall Landlord be liable for any interruption or failure of utility service to the Premises; provided that if utilities are
interrupted or abated for any reason, or if Landlord interferes with Tenant's operations as a result of the exercise by
Landlord of its right to enter into the Premises, or perform services or work with respect to any other portion of the
Building, and as a result of such interruption, Tenant cannot use and enjoy the Premises in substantially the same manner a
prior to such interruption or interference for two (2) consecutive days, Tenant shall have the right to abate all rent until such
interference is remedied. If such interference or interruption continues for thirty (30) days, Tenant shall have the right to
terminate this Lease.
Section 8 -Maintenance
8.1 Landlord's Obligations. Landlord shall, at its sole expense, maintain the integrity and structural
soundness of the roof, the exterior walls and the foundation of any improvements on the Premises, the upkeep or repair of
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any electrical, air conditioning, heating, ventilation or refrigeration systems used or required for the Premises, reasonable
wear and tear and events covered by the destruction provisions hereof excepted. The phrase "exterior walls" shall include
windows of glass or plate glass; special store fronts; doors, window mullions or gaskets, or signs; the phrase "reasonable
wear and tear" shall include minor cracking in the walls or foundation of any building on the Property caused by the
elements, or otherwise, which affects neither the structural integrity nor safety of the building.
8.2 Tenant's Obligations. Tenant, at Tenant's sole cost and expense, shall maintain, replace and repair all
other parts of the Premises, including but not limited to, the following items: any roof penetrations caused by or installed for
Tenant's operation; interior doors and attached hardware; interior walls, cabinets, millwork, paneling and other finish work;
floors and floor coverings; cleaning and sweeping of the Premises. Tenant shall be responsible for disposal of its trash from
the Premises and shall be allowed to maintain adequate receptacles for such disposal. Tenant shall also maintain all
landscaping, exterior lighting, site concrete and paving including driveway and parking area surfaces, pedestrian walks and
other common areas, if any. Replacement and repair parts, materials, and equipment shall be of quality equivalent to those
initially installed within the Premises. Repair and maintenance work shall be done in accordance with the then existing
federal, state and local laws, regulations and ordinances pertaining thereto. If Tenant fails to make such repairs or
replacements promptly, Landlord may, at its option, make repairs or replacements, and Tenant shall repay the reasonable
cost thereof to Landlord within thirty (30) days of demand.
8.3 Surrender of Possession. Upon any termination of this Lease, Tenant shall surrender the Premises in a
condition and repair similar to its original condition and repair; reasonable wear and tear excepted.
Section 9 -Insurance and Indemnification
9.1 Indemnification of Landlord. Tenant shall indemnify Landlord and hold Landlord harmless from and
against any and all claims, actions, damages, liability and expense in connection with the loss of life, personal injury, and/or
damage to property arising from or out of (i) any occurrence on the Premises occasioned wholly or in part by any act or
omission caused by Tenant or its agents, customers, invitees, concessionaires, contractors, servants, vendors, materialmen or
suppliers, or it an occurrence occasioned b the violation of an law, regulation or ordinance b Tenant or its agents
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customers, invitees, concessionaires, contractors, servants, vendors, materialmen or suppliers. In case Landlord shall be
made a party to any litigation commenced by or against Tenant for any of the above reasons, then Tenant shall protect and
hold Landlord harmless and pay all costs, penalties, charges, damages, expenses and reasonable attorneys' fees incurred or
paid by Landlord.
9.2 Indemnification of Tenant. Landlord shall, to the extent allowed by law, indemnify Tenant and hold
Tenant harmless from and against any and all claims, actions, damages, liability and expense in connection with the loss of
life, personal injury, and/or damage to property arising from or out of (i) any occurrence on the Premises occasioned wholly
or in part by any act or omission caused by Landlord or its agents, customers, invitees, concessionaires, contractors,
servants, vendors, materialmen or suppliers, or (ii) any occurrence occasioned by the violation of any law, regulation or
ordinance by Landlord or its agents, customers, invitees, concessionaires, contractors, servants, vendors, materialmen or
suppliers. In case Tenant shall be made a party to any litigation commenced by or against Landlord for any of the above
reasons, then Landlord shall protect and hold Tenant harmless and pay all costs, penalties, charges, damages, expenses and
reasonable attorneys' fees incurred or paid by Tenant.
9.3 Liability Insurance. Tenant shall maintain, at Tenant's sole cost and expense as of the date of delivery of
the Premises from Landlord to Tenant, public liability insurance with limits of not less than $1,000,000 combined single
limit on bodily injury and property damage. Such public liability insurance shall include contractual liability insurance
covering the obligations set forth in Section 9.1 hereof. Notwithstanding the foregoing Tenant may insure the foregoing
under its blanket policy or elect to self -insure such risk.
9.4 Policy Form. All policies of insurance provided for herein to be carried by Tenant shall be issued by
insurance companies authorized to do business by the State of Texas and its insurance regulatory bodies and shall name
Landlord as an additional insured. Executed copies of such policies of insurance or certificates of insurance evidencing the
existence thereof shall be delivered to Landlord within ten (10) days after delivery of possession of the Premises and
thereafter not later than fifteen (15) days prior to the expiration of such policy. As often as any such policy shall expire or
terminate, renewal or additional policies shall be procured and maintained by Tenant in like manner and to like extent. All
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policies of insurance delivered to Landlord must contain a provision that the" company writing said policy will give to
Landlord at least thirty (30) days' notice in writing in advance of any cancellation or lapse of the effective date or any
reduction in the amounts of insurance. All such public liability policies shall be written as primary policies, not contributing
with and not in excess of coverage which Landlord may carry, if any. If Tenant fails to obtain or maintain the policies of
insurance required under Sections 7.2 and 9.3, Landlord may obtain such policies of insurance and pay the premiums
therefor, and Tenant shall pay to Landlord such premiums within thirty (30) days after request by Landlord.
Section 10 -Alterations and Fixtures
10.1 Prior Consent. Tenant shall not make any alterations, improvements, modifications, or additions to the
Premises without first having obtained in each instance the written consent of Landlord, which shall not be unreasonably
withheld. Landlord shall have the right to approve, which approval will not be unreasonably withheld, the proposed plans
and specifications for such alterations, improvements, modifications, or additions and the contractor which Tenant proposes
to employ. All alterations shall be made in accordance with all applicable laws. Any alteration, improvement, modification,
or fixture which is installed by either Landlord or Tenant on the Premises and which is in any manner attached to floors,
walls, or ceilings shall remain upon the Premises without compensation by Landlord when Tenant surrenders the Premises,
unless otherwise agreed to in writing by Landlord and Tenant only upon Landlord's granting of its consent to such item.
10.2 Trade Fixtures. Notwithstanding anything in this Section 10 to the contrary, all normal trade fixtures,
equipment, shelves, machinery, and furniture installed in the Premises at the cost of Tenant, may be removed by Tenant on
or before the Termination Date provided removal shall be done in a workmanlike manner so as not to damage the
fundamental structural integrity of the Premises and Tenant, at Tenant's sole expense shall repair all damage to the Premises
resulting from the removal of said trade fixtures, equipment, shelves, machinery, and furniture.
10.3 Mechanics' Liens. Tenant will not create or permit to be created or to remain any lien (including but not
limited to the liens of mechanics, laborers, artisans, or materialmen for work or materials alleged to be done or furnished in
connection with the Premises), encumbrance or other charge upon the Premises or any part thereof, upon Landlord's interest
therein, or upon Tenant's leasehold interest. If any such lien is filed, Tenant shall do all acts necessary to discharge such
lien within thirty (30) days of filing, and if Tenant fails to discharge such lien within such thirty (30) day period, then
Landlord shall have the right to expend all sums necessary to discharge such lien, and Tenant shall pay to Landlord all sums
expended by Landlord within thirty (30) days after request by Landlord.
Section 11 -Assignment and Subletting
Tenant may not assign this Lease or sublet the Premises, or any part thereof.
Section 12 -Right of Access
Landlord shall have the right to enter the Premises at reasonable times (but to the extent possible during non-
business hours) upon no less than 24 hours advance notice to Tenant, to examine the same and to make such repairs,
alterations, improvements, or additions as Landlord may deem necessary or desirable, and Landlord shall be allowed to take
all materials into and upon the Premises that may be required therefor without the same constituting an eviction of Tenant,
actual or constructive, and the rent shall in no way abate while such repairs, alterations, improvements or additions are being
made, by reason of loss or interruption of business of Tenant; provided, however, that Landlord shall make reasonable
efforts not to interfere with the normal business operations of Tenant.
Section 13 -Holding Over
Should Tenant remain in possession of the Premises or any part thereof, after termination of this Lease (whether by
the expiration of the Term, as the same may be extended, or otherwise) without the execution of a new lease by Landlord
and Tenant, Tenant, at the option of Landlord, shall become a tenant from month-to-month of the Premises, or part thereof
occupied, at the rental rate provided by Section 4 herein and under all of the other terms, conditions and provisions hereof
except those pertaining to the Term of the Lease.
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Section 14 -Landlord's Remedies "
14.1 Default by Tenant. If default shall be made in the payment of any sum to be paid by Tenant under this
Lease, and default shall continue for thirty (30) days, or default shall be made in the performance of any of the other
covenants or conditions which Tenant is required to observe and to perform, and such default shall continue for thirty (30)
days, or if the interest of Tenant under this Lease shall be levied on under execution or other legal process, or if any petition
shall be filed by or against Tenant to declare Tenant a bankrupt or if Tenant be declared insolvent according to law, or if
any assignment of Tenant's property shall be made for the benefit of creditors, or if a receiver or trustee is appointed for
Tenant or its property (provided that no such levy, execution, legal process or petition filed against Tenant shall constitute a
breach of this Lease if Tenant shall vigorously contest the same by appropriate proceedings and shall remove or vacate the
same within ninety (90) days from the date of its creation, service or filing, the Landlord may treat the occurrence of any
one or more of the foregoing events as a breach of this Lease and thereupon, at Landlord's option, may have any one or
more of the following described remedies in addition to all other rights and remedies provided at law or in equity:
(a) Landlord may terminate this Lease and forthwith repossess the Premises and be entitled to recover forthwith as
damages a sum of money equal to the total of (1) the cost of recovering the Premises, (2) the unpaid rent earned at the time
of termination, and (3) any other sum of money and damages owed by Tenant to Landlord.
(b) Landlord may terminate Tenant's right of possession (but not the Lease) and may repossess the Premises by
forcible entry or detainer suit or otherwise, without demand or notice of any kind to Tenant and without terminating this
Lease. Alternatively, Landlord may relet the same for the account of Tenant for such rent and upon such terms as shall be
satisfactory to Landlord in its sole discretion. Landlord is authorized to decorate or to make any repairs, changes,
alterations or additions in or to Premises that may be necessary or convenient. Landlord agrees to use reasonable efforts to
mitigate its damages in the event of default under this Lease by Tenant.
14.2 Attorneys' Fees. In the event Tenant defaults in the performance of any of the terms, covenants,
agreements or conditions contained in this Lease and Landlord places the enforcement of this Lease, or any part thereof, or
0" the collection of any rent due, or to become due hereunder or recovery of the possession of the Premises in the hands of an
w�q'm attorney, or files suit upon the same, Tenant agrees to pay Landlord's reasonable attorneys' fees.
14.3 Waiver. Failure on the part of Landlord to complain of any action or non -action on the part of Tenant, no
matter how long the same may continue, shall never be deemed to be a waiver by Landlord of any of its rights hereunder.
No waiver by Landlord shall be effective unless made in writing and executed by Landlord. Further, no waiver at anytime
of any of the provisions hereof by Landlord shall be construed as a waiver of any of the other provisions hereof and that a
waiver at anytime of any of the provisions hereof shall not be construed as a waiver at any subsequent time of the same
provisions. The consent or approval by Landlord to or of any action by Tenant requiring Landlord's consent or approval
shall not be deemed to waive or render unnecessary Landlord's covenant or approval to or of any subsequent similar act by
Tenant.
14.4 Contract Lien. Landlord shall not be entitled to and hereby waives its right to a lien or security interest
in any of Tenants property located on or within the Premises.
Section 15 -Subordination
This Lease shall not be subject and subordinate to any mortgages or deeds of trust that may have been placed or
may be hereafter placed upon the Premises by Landlord unless Tenant receives a non -disturbance agreement reasonably
satisfactory to Tenant. Any mortgagee or trustee may elect by written notification to give the rights and interests of Tenant
under this Lease priority over the lien of its mortgage or deed of trust.
Section 16 -Termination
At any time during the Term of this Lease, Tenant shall be entitled, upon no less than thirty (30) days advance
written notice thereof to Landlord, to terminate this Lease in its entirety, whereupon both parties shall thereafter be full
released of any further obligation or liability hereunder.
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Section 17 -[INTENTIONALLY DELETED]
Section 18 -Damage or Destruction by Fire or Other Casualty
18.1 Partial Damage: Repair. If damage by fire or other casualty to the Premises is not so extensive as to
amount to the destruction of more than fifty (50%) percent of the Premises, Landlord shall repair the damage or otherwise
restore and rebuild the Premises as nearly as possible to the condition of the Premises immediately prior to such damage or
destruction, or to such condition as the parties shall mutually agree upon in writing, and complete such repair, restoration or
rebuilding as soon as practical thereafter. The obligation of Tenant to pay Rent and other amounts due hereunder shall be
abated to the extent the Premises is unusable.
18.2 Majority Destruction: Termination. If damage by fire or other casualty to the Premises is so extensive
as to amount to the destruction of more than fifty percent (50%) of the Premises, either party may terminate this Lease and
the Base Rental and other amounts due hereunder shall be apportioned to the date of the damage. The party electing to
terminate shall notify the other party of the terminating party's intent to terminate this Lease within ten (10) days after the
occurrence. If no party elects to terminate as provided, then Landlord shall repair the damage, but shall not be forced to pay
for repairs an amount exceeding insurance coverage.
Section 19 -Eminent Domain
19.1 Total Taking. In the event of a taking of the Premises or damage related to the exercise of the power of
eminent domain by any agency, authority, public utility, person, or corporation or entity empowered to condemn property
("Taking") of the entire Premises or so much thereof as to prevent or substantially impair their use by Tenant during the
Term, (i) the rights of Tenant under the Lease and the leasehold estate of Tenant in and to the Premises shall cease and
terminate as of the date upon which title to the Premises, or a portion thereof, passes to and vests in the condemnor or the
effective date of any order for possession if issued prior to the date title vests in the condemnor ("Date of Taking"),
(ii) Landlord shall refund to Tenant any prepaid rent, (iii) Tenant shall pay to Landlord any rent or charges due Landlord
under the Lease, each prorated as of the Date of Taking, and (iv) the award shall be paid to and be the property of Landlord.
19.2 Partial Taking. In the event of a Taking of only a part of the Premises which does not constitute a "Total
Taking" during the Term, (i) the rights of Tenant under the Lease and the leasehold estate of Tenant in and to the portion of
the Premises taken shall cease and terminate as of the Date of Taking, (ii) from and after the Date of Taking the Base Rent
shall be the product obtained by multiplying (A) the Base Rent by (B) the quotient obtained by dividing the total square feet
of the Premises after the Taking by the total square feet of the Premises prior to the Taking, and (iii) the award shall be paid
to and be the property of Landlord. Should the Taking affect the Premises, Landlord, from (and only from) the award, shall
restore the remainder of the Premises, as nearly as possible, to one architectural unit. Tenant shall have the right to
terminate this lease if, as a result of a Taking, Tenant cannot use the Premises for substantially the same use as prior to the
Taking.
Section 20 -Default by Landlord
In the event of any act or omission of Landlord in connection with this Lease which would give Tenant any rights
or remedies, Tenant shall not exercise any such right or remedy (i) until it has given written notice of such act or omission
with particularity to Landlord, and (ii) until a reasonable period for remedying such acts or omission (but not less than 30
days) shall have elapsed following the giving of such notice.
Section 21 -Interpretative Provisions
21.1 Notice. Any notice, request, approval, consent or other communication required or contemplated by this
Lease must be in writing, and may, unless otherwise in this Lease expressly provided, be given or served by depositing the
same in the United States Postal Service, post-paid and certified and addressed to the party to be notified, with return receipt
requested, or by delivering the same in person to such party (or, in the case of a corporate party, to an officer of such party),
or by prepaid telegram, when appropriate, addressed to the party to be notified. Notice deposited in the mail in the manner
hereinabove described or in any other manner shall be effective only if and when delivered to (or attempted to be delivered
DAL02:353067.3
as evidenced by return receipt requested or other messenger receipt) to the party to be notified 'at such party's address for
purposes of notice as set forth herein. For purposes of notice the addresses of the parties shall, until changed as herein
provided, be as specified at the beginning of this Lease. However, the parries hereto shall have the right from time to time
to change their respective addresses by giving at least fifteen (1 S) days' written notice to the other party.
21.2 Captions. The title captions appearing in this Lease are inserted and included solely for convenience and
shall never be considered or given any effect in construing this Lease, or any provision or provisions hereof, or in
connection with the duties, obligations or liabilities of the respective parties hereto or in ascertaining intent, if any question
of intent exists.
21.3 Entire Contract; Amendment. It is expressly agreed by Tenant, as a material consideration for the
execution of this Lease, that this Lease, including written extrinsic documents referred to herein, is the entire agreement of
the parties, and that there are, and have been, no verbal representations, understandings, stipulations, agreements or
promises pertaining to this Lease or the expressly mentioned written extrinsic documents not incorporated in writing in this
Lease. It is likewise agreed that this Lease may not be altered, amended or extended except by an instrument in writing
signed by both Landlord and Tenant.
21.4 No Personal Liability. Tenant agrees to look solely to Landlord's interest in the Premises for recovery of
any judgment from Landlord and in no event shall Landlord or its partners, shareholders, trustees, directors, employees,
representatives, agents, or officers ever be personally liable for such judgment.
21.5 Severability. If any term or provision of this Lease, or the application thereof to any person or
circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term or
provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected
thereby, and each term and provision of this Lease shall be valid and enforced to the fullest extent permitted by law.
21.6 Successors and Assigns. All covenants and obligations as contained within this Lease shall bind and
extend and inure to the benefit of Landlord, its successors and assigns, and shall be binding upon Tenant, its successors and
assigns.
21.7 Personal Pronouns. All personal pronouns used in this Lease shall include the other genders, whether
used in the masculine, feminine or neuter gender, and the singular shall include the plural (and vice versa) whenever and as
often as may be appropriate.
21.8 Legal Interpretation. This Lease and the rights and obligations of the parties hereto shall be interpreted,
construed and enforced in accordance with the laws of the State of Texas.
21.9 Time. Time is of the essence in each and every provision of this Lease, except as otherwise provided to
the contrary.
EXECUTED as of the day and year first above written.
LANDLORD:
THE CITY OF GRAPEVINE, TEXAS,
a municipality
By.
Name: R(,1ge C Nielson
Title: _(',i t-anager
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TENANT:
GTE SOUTHWEST INCQRPORATED,
a Delawarlcorporation, 04 Verizon Sout
T
CORPORATE ACKNOWLEDGMENT:
The State of Texas
County of
Before me, the undersi ed, on this
ay personally appeared
I q f GTE Southwest Incorporated, proved to me through the presentation
of a valid Texas Driver's License to be the person whose name is subscribed to the foregoing instrument and acknowledged
to me that (9/she executed the same for the purposes and consideration therein expressed. I Ir )/Ms.
furthermore attested that i he is signing this in his/her capacity as 1 GTE Southwest
Incorporated, and that such capacity makes his signature valid to bind the company, GTE outhwest Incorporated.
Seal:
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of 90TM 2002.
My Commission Expires:
5hsio+
Notary Public in and for the State of Texas
Awl
t*PYA`//� :DSH'LLYK
H'LLY�' c :� i?y Notary Pu'.,',r fo: ; ; N v Commiss
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EXHIBIT A
0 PREMISES
402 SOUTH BARTON STREET
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