2010-152
S:\Legal\Our pocuments\Ordinances\10\DBC Buyout-Fuller -draft ordinance PHVV.doc
ORDINANCE NO. 2010"152
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER OR HIS DESIGNEE TO EXECUTE A RELEASE AND SETTLEMENT
AGREEMENT AND A TEMPORARY LEASE AGREEMENT BETWEEN THE CITY OF
DENTON AND DENTON BIBLE CHURCH REGARDING TWO ACQUISITION TRACTS,
ONE BEING APPROXIMATELY 0.377 ACRE OF LAND, THE OTHER BEING
APPROXIMATELY 0.049 ACRE OF LAND, BOTH LOCATED IN THE WILLIAM LOVING
SURVEY, ABSTRACT NUMBER 759, CITY AINTD COUNTY OF DENTON, TEXAS (THE
"PROPERTY"); AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE; AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, on this date the City Council has approved a Contract of Sale (herein so
called) between the City of Denton (the "City") and Odis J. Fuller, Jr. and wife, Kathy A. Fuller
for the acquisition of the Property; and
WHEREAS, Denton Bible Church presently enjoys a leasehold estate in the Property;
WHEREAS, the City and Denton Bible Church have agreed to settle and compromise
any claim that Denton Bible Church may have in the Property, such settlement -and compromise
including, without limitation, the agreement by the City to short term lease the Property, after the
City's purchase thereof, to Denton Bible Church,; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION l. The City Manager or his designee is hereby authorized to execute a
Release and Settlement Agreement between the City of Denton and Denton Bible Church, in the
form attached hereto and made a part hereof as Exhibit "A", with a settlement amount of
$38,849.00, as more particularly described in the referenced attachment therein.
SECTION 2. The City Manager or his designee is hereby authorized to execute, upon
closing of the Contract of Sale and the City's purchase of the Property, a Temporary Lease
Agreement between the City and Denton Bible Church, substantially in the form as attached
,hereto and made. a part hereof as Exhibit "B."
SECTION 3. This Ordinance shall become effective immediately upon its passage and
ápproval.
~
PASSED AND APPROVED this the 05Sday of 52010.
.
-
i~ - B O GHS, MAYOR
. ,
Page 1
S:\Legal\Our pocuments\Ordinances\l0\DBC Buyout-Fuller -draft ordinance PHW.doc
ATTESTED:
JENNIFER WALTERS, CITY SECRETARY
By: ~
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
By: ~
. Page 2
EXHIBIT A ~
RELEASE AND SETTLEMENT AGREEMENT
This Release and Settlement Agreement (the "Agreement") is executed this ~ 3ay of
, 2010, by and between Denton Bible Church, a Texas corporation
("Lessee") and the City of Denton, Texas, a Texas home rule municipal corporation ("City").
RECITALS
WHEREAS, Odis Fuller, Jr. is the owner of those certain tracts of land conveyed to him
from James E. Hargadon, said conveyance being further evidenced by warranty deed filed in
Volume 1095, Page 13 of the Deed Records of Denton County, Texas (hereinafter referred to as
the "Lease Tract"); and
WHEREAS, Lessee presently enjoys a leasehold estate in the Lease Tract; and
WHEREAS, the City intends to acquire fee simple ownership interest in the Lease Tract
from Odis Fuller, Jr. for the purposes of the Eagle Drive Drainage Improvement Project; and '
WHEREAS, it is in the interests of the parties hereto to set out the terms to effectuate a
termination of the leasehold estate in respect to the Lease Tract; NOW THEREFORE:
AGREEMENT
For and in consideration of the sum of Thirty Eight Thousand Eight Hundred and Forty
Nine and no/100 Dollars ($38,849.00) (the "Settlement Amount"), payable to Lessee upon
closing of the purchase of Lease Tract by the City ("Closing") and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged by Lessee and City,
the parties hereby agree as follows:
1. Upon Closing, Lessee's leasehold estate in respect to the Lease Tract shall be
terminated, and any and all of Lessee's rights in the Lease Tract shall be deemed to be released
and terminated for all purposes and intents without any further action by City or Lessee. Upon
Closing and termination of all of Lessee's interest in leasehold estate in the Lease Tract as
provided herein, Lessee shall be offered a temporary lease of the Lease Tract upon the terms and
conditions as set forth in the Temporary Lease (herein so called), as attached hereto as Exhibit
"A", to accommodate the Lessee's efforts in securing alternative location(s) for their operations
and to carry out the physical relocation of any trade fixtures or personal property claimed by
Lessee. Consideration for the Temporary Lease is a component of the Settlement Amount
stipulated herein. In the event Lessee shall not execute the Temporary Lease on or before 5:00
p.m., three (3) calendar days after Closing (the "Refusal Date") it shall be deemed for all
purposes that Lessee has rejected such offer and shall have removed all trade fixtures and
personal property from the Lease Tract as of such date. Failure of Lessee to accept City's offer
of the Temporary Lease shall not affect, in any way, manner or time, the adequacy of the
consideration of this Agreement, to which Lessee stipulates sufficient.
2. Lessee covenants and agrees that Lessee will completely vacate the premises on
or before expiration of the term of the Temporary Lease or termination of the Temporary Lease,
whichever is the earlier to occur (the "Vacation Date"). Any and all personal property, trade
fixtures or other property of Lessee shall be removed by Lessee on or before the Vacation Date
and Lessee shall execute and deliver to City a stipulation on or prior to the Vacation Date (i)
stipulating that all such property of Lessee has been removed from the Lease Tract; and (ii)
waiving any and all rights Lessee may have to such property and the Lease Tract. Any property
remaining on.the Lease Tract, if any, shall be treated as provided in the Temporary Lease.
Fuller/Denton Bible Church Settlement Agreement Page 2 oÎ 8
3. Lessee does hereto enter into this Settlement Agreement and does hereby
irrevocably and unconditionally release, acquit and forever discharge the City, its respective
predecessors, successors, assigns, owners, City Council, partners, members, managers,
employees, directors, legal representatives, insurers, independent contractors, agents and
attorneys (collectively, the "Releasees"), of and from any and all liability, claims, demands,
damages, attorneys' fees, costs, liens, whether statutorily provided or otherwise, expenses,
services, actions, causes of action, or suits in equity, for whatsoever kind of nature, whether
heretofore or hereafter accruing, which Lessee now has or may hereafter have, whether known or
unknown, contingent or otherwise, for or because of any matter or thing done, admitted or
suffered as a result of or related to the City's purchase of the Lease Tract and/or termination of
the leasehold estate of Lessee in the leasehold estate of the Lease Tract (such activities and
events collectively referred to herein as the "Purchase").
4. This Settlement Agreement includes any transaction, occurrence, matter or thing
whatsoever, whether known or unknown, arising or occurring due or related to the Purchase,
including, but not limited to, all claims, demands, causes of actions of any nature, whether in
contract or in tort, or arising out of, under or by virtue of any statute or regulation, that are
recognized by law or that may be created or recognized in the future by any manner, including,
without limitation, by statute, regulation, or judicial decision, for past, present and future damage
or loss, or remedies of any kind that are now recognized by law or that may be created or
recognized in the future by any manner, and including but not limited to the following: all
damages of any kind to real property, actual damages, exemplary and punitive damages,
penalties of any kind or statutory damages. Lessee hereby declares that it fully understands the
terms of this Settlement Agreement and voluntarily accepts the above stated consideration for the
Fuller/Denton Bible Church Settlement Agreement Page 3 OÎ 8
purposes of making full and final settlement of any and all the injuries, damages, expenses, and
inconveniences above mentioned.
5. This Settlement Agreement may be plead as a full and complete defense to any
action, suit, or other proceeding which may be instituted, prosecuted or attempted for, upon, or in
respect of any of the claims released hereby. Lessee agrees that any such proceeding would
cause irreparable injury to the party against whom it is brought and that any court of competent
jurisdiction may enter an injunction restraining prosecution thereof.
6. Lessee agrees that the damages suffered by the Releasees or other entities
protected by this Settlement Agreement by reason of any breach by Lessee of any provision of
this Settlement Agreement shall include not only the amount of any judgment that may be
rendered against said Releasees, or any of them, by reason of a breach of this Settlement
Agreement, but shall also include all damages suffered by Releasees, including the cost of
attorneys' fees and other costs and expenses of instituting, preparing, prosecuting, or defending
any action or suit resulting from a breach of this Settlement Agreement, whether taxable or
otherwise, and the costs to Releasees of attorneys' fees, and all other costs and expenses of
instituting, preparing, or prosecuting any counterclaim, suit, motion, or action to recover
damages resulting from the breach of this Settlement Agreement, whether taxable or otherwise.
7. Lessee hereby represents and warrants that it, and it alone, owns the claimed
rights, interests, demands, actions, or causes of action, obligations, or any other matter covered
by this Settlement Agreement (the "Claimed Rights"), and that it has not transferred, conveyed,
pledged, assigned or made any other disposition of the Claimed Rights.
8. Lessee represents and warrants that it (i) has corporate power to execute, deliver
and perform under this Agreement; (ii) has taken all corporate action necessary to authorize the
Fuller/Denton Bible Church Settlement Agreement Page 4 Of 8
execution, delivery and performance of this Agreement; and (iii) that the person executing this
Agreement for and on behalf of Lessee has been authorized to bind Lessee to all terms and
provisions of this Agreement.
9. This Agreement shall be binding upon and inure to the benefit of Lessee and City,
and their respective successors and assigns. It is expressly agreed and understood that the
Temporary Lease may not be assigned nor may any of the Lease Tract be subleased by Lessee.
10. This Agreement and its validity, enforcement and interpretation shall be governed
by the laws of the State of Texas and applicable United States federal law. THIS AGREEMENT
IS PERFORMABLE IN DENTON COUNTY, TEXAS, AND THE SOLE AND EXCLUSIVE
VENUE RELATED TO ANY ACTION HEREUNDER OR RELATED HERETO SHALL LIE
EXCLUSIVELY WITHIN THE COURTS OF COMPETENT JURISDICTION LOCATED IN
DENTON COUNTY, TEXAS.
11. If any provision of this Agreement shall be held to be invalid, illegal or
unenforceable in any respect, such invalidity, illegality or unenforceability shall not apply to or
affect any other provision hereof, and this Agreement shall be construed as if such invalidity,
illegality or unenforceability did not exist.
12. This Settlement Agreement, including the exhibits hereto, statês the entire
agreement of the parties with respect to the matters discussed herein, and supersedes all prior or
contemporaneous oral or written understandings, agreements, statements or promises.
13. This Settlement Agreement shall be null and void if Closing shall not have
occurred on or before August 31, 2010. If this Settlement Agreement does not become effective
for any reason, it shall be deemed negotiations for settlement purposes only and will not be
admissible in evidence or usable for any purposes whatsoever.
Fuller/Denton Bible Church Settlement Agreement Page 5 OÎ 8
14. This Settlement Agreement has been and shall be construed to have been drafted
by all the parties to it so that the rule of construing ambiguities against the drafter shall have no
force or effect.
15. Lessee represents and warrants to Releasees that this Settlement Agreement,
including the foregoing release, has been carefully read and Lessee understands the contents
thereof and has signed the same as its own free act and has not been influenced in making this
settlement by any representative of a party or parties released.
16. Lessee has consulted with whatever consultants, attorneys or other advisors it
deems appropriate concerning the effect of this Settlement Agreement and Lessee assumes the
risk arising from not seeking further or additional consultation with such advisors. Each party to
this Settlement Agreement acknowledges and agrees that they have obtained legal representation
and advice as they have deemed appropriate in entering into this Settlement Agreement.
17. Lessee assumes the risk of any mistake of fact or law with regard to any aspect of
this Settlement Agreement, the dispute described herein, or any asserted rights released by this
Settlement Agreement.
18. Lessee, by entering into this Settlement Agreement, acknowledges that this
settlement is a compromise of a disputed claim as to the liability of the Releasees for the Lessee's
injuries and damages, if any, and the consideration made herein is not to be construed as an
admission of liability on the part of the Releasees. It is understood that the existence of any
liability has been, and continues to be, expressly denied by the Releasees.
19: It- is further understood that the provisions of this Settlement Agreement are
contractual and not mere recitals.
Fu1ledDenton Bible Church Settlement Agreement Page 6 OÎ 8
;
. ~
EXECUTED th>s ~ day of , 2010.
= CITY OF DENTON
J
~
G
BY: ~
~ GEOR E C. CAMPBELL
CITY MANAGER
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY:-(91M1 ` âd-
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
.
BY:
ACKNOWLEDGMENT
STATE OF TEXAS §
COUNTY OF DENTON §
This instrument was acknowledged before me on alt121 /C~- , 2010,
by George C. Campbell, City Manager of the City of Denton, on be lf of the City of Denton.
Y Plj JANE E. RICHARDSON
Notary Public, State of īexas ,
My Com June m 27' 2013 ission Expires tary Public, State of Texas
Commission Expires:
Fuller/Denton Bible Church Settlement Agreement Page 7 oÎ 8
LESSEE: LESSEE:
Denton Bible Church Denton Bible Church
By: BY: w~
Jack "es,Chairman V.C. Adams, II, Secretary
ACKNOWLEDGMENT
STATE OF TEXAS §
COUNTY OF DENTON §
This instrument was acknowledged before me on , 20109
e Chairman of Denton Bible Church, on behalf of said c poration.
ay PPAULA KAY JE3Expires
s A~•• ~ Notary Public, Stat3~~• My Commission Aprll 07, 20~
Notary Public, State xas
Commission Expires:
STATE OF TEXAS §
COUNTY OF DENTON §
This instrument was acknowledged before me on , 2010,
by V.C. Adams, Secretary, of Denton Bible Church, on behalf of sai corporation.
ea,%L-41i11
7~~' PÁULi4 KAY JENKINS
- Notary P„blic, State of Texas Notary Public, Stat Texas
MY Ccammission Ex ir
" Apr~ 07, 2012p eS Commission Expires: t./JIaZ
Fuller/Denton Bible Church Settlement Agreement Page 8 Of 8
. . . . . . . .
. ' - . . - - - - - - . . . `~.._ti - . . .
: Exhibit A
Temporary Lease :
Basic Terms
Effective Date: 7uly '1, 2010. :
.-Landlord: City of Denton, Texas . :
' Landlord's Áddress: 215 E. McKinnêy, Denton; Texas 76201
Tênant: Denton Bible Church
Tenant's Address: 2300 East University Drive, Denton, ''exas 76209
Premises - As described on Exhibit "A", áttached hereto. :
; . . - .
i. . - - - - - - - . .
Term: Sixty (60) Calendar Days
Cominencement Date: The Effective Date : -
-Termination Datê: Sixty (60) calendar days'after the Effective Date, or upon surrender of the
: Premises by Tenant to Landlord, whichever is the earlier to occur. :
. Rent: The. consideration for this Lease is the execution and delivery to Landlord of a Release
and Settlement Agreement dated , 2010, by and between the. Tenant~ and
Landlord (the "Settlement Agreement"), releasing -any 'rights of Tenant to the Premisês, a:nd:
ōther matters related to the Premises and the relationship between the. Landlord ánd :Tenánt;-, as
: described tlierein.
' Pêrmitted. Use: Operation as an ōffice and warehouse;- and no other use.
: Tenant's Insurance: As required by Insurance.Addendum, attached hereto as Exhibit "B"
: -Landlord's Insurance: None :
= Tenant's Rebuilding Obligations: If the- Premises are damaged by f re or other eiements, . this
Liŕase shall terminate, unless Landlord shall *elect to - restore the Premisês, iri accordarice with
"Clauses and Covenants", Section E.4.
Definitions : : .
: "Injury" means (a) damage, harm to or impairment or loss äf propeirty or- its use, including
without limitation, personal property., real.property and/or natural resources, and (b) hárrm to. or
death of a person.
"Landlord" means Landlord and its elected officials, ageints, employees, invitees, licensees, ōr :
visitors.
"Tênant" means Tênant and its agents, contractors;,.employees, inviíees, licensees, or visitors; .
"Hazardōus Substance" means and includes a11 hazardous and -toxic substánces, waste : or
mat6ŕials, and any pollutant or -cōntaminant, including without limitation; PCB's, ásbestos,
asbestos-contaíning material, petroleu.m products and raw materials that are included -undeŕ or
regulated by *any Environmental Law or that would or may pose a health, safety or,
ênvironmental hazard.
"Enviŕonmental Law" means and includes all fedêral,. state, and local statutes, ordinances;
regulations and rules presently in force ōr herêáffter enacted relating to enviŕonmental quality, .
contamination, and clean-up of Hazardous' Substances, including without -limitation, the
: Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C: .
:9601,*.et seq.), as amended by the Supêrfund Arriendments and Reauthorization Act of 1986,-thê
Resource Conservation and Recovery Act of 1976 (42 U.S.C. 6901, et seq.), as ariiended by the
: Hazardous and Solid.Waste Amendments of 1984, and state superlien and enviŕonmental clean- .
up statutes and all rules and regulations presently. or hereafter promulgated under said statutes as
-amênded.
Clauscs and Covenants
A. Tenant agr.ees to:
1: Lease the Premises for the entiŕe Term .beginning on the Commencement Date
and ending. ōn the earlier to occur of (i) Termination Date; or (ii) upon surrender of the Premises:.
by Tenant to Landlord prior to the Terminatibn Date.
2. ACCEPT THE PREMISfiS '.IN - THEIR PRESENT - CONDITION "AS IS,"
"W=RE IS" AND "WITH ALL FAULTS". :TENANT STIPULATES THAT IT HAS
THOROUGHLY 'INSPECTED THE PREMISES- AND FIlNDS THAT THE PREMISES . iS
CURRENTLY SUITABLE FOR THE PERIVIITTED USE. LANDLORD _ MAKES NO
REPRESENTATION, CŌVENANTS OR WARRANTIES, EXPRESSED, IlViPLIED Oli- OF.'
°ANY . KIND- -OR NATURE CONCERNING -OR WITH RESPÊCT TO THE. PREIViISES;
ĩ INCLUDING WITHOUT LIMITATION, WARRANT'IES '0F MERCHANTABILITY,..
QUALITY, HABITABILITY, SUITABIĨ,ITY, ~-OR FITNESS FOR PARTICULAR PURPOSE
OF' USE. TENANT STIPULATES . TO LANDLORD --TI-īAT IT HAS PREVIOUSLY
OCCUPIED THE PREMISES AND IS AWARE- OF THE CONDITION OF THE PROPERTY: .
TENANT REPRESENTS AND"WAARANTS _ TO - LA.NDLORD THAT THERE ARE NO
HAZÁRDOUS SUBST'ANCES CONTAINED OR STORED IN OR ON THE PREMISES.
3. 'Obey (a) all applicable laws relating to the use, condition, and occupancy of the
Premises, and (b) any rêquirements. imposed by utility companies serving or - insuŕance
cōmpanies covering the Premises. . :
Denton Bible Church
' Page 2 of 11
~ . .
. . . ' : 4. Obtain and pay for ali utility services used by Tenant.
5: . Pay-all costs related to-the utilities, of any kind or nature, related to the Premises.-
6. Allow Landlord to enter the Premises to perforrri Landlord's obligations,. if any,
: and inspect the Premises.
7. Maintain -the Premises in a good - state of condition, normal wear atid- tcar .
excepted. Notwithstánding the obligation to maintain the Premises, if so desired by Tenant, :
Teriant * shall repair and replace any and ali parts ōf thê Premises, in its entirety. In the êvent
Tenant does not desire to repair or replacê the Premises, it shall be under no obligation to dō so-
but shall immediately surrender the Premises to.Landlord upon -such election. Tenant herêby
: expressly stípulates that Landlord is- not obligated 'to 'rêpair, -.replace, or maintain, ány part ōr
párcel of the Premises, including without "Iimitation, the roof, HVAC systems, thê walls,
foundation, windows, and dōors.
. - . . . ;
.8. Vacate, in its entirety, the Prêmises on or bêfore the last day of the Term.. .Tenánt
-shall remove ali personal property, trade fixtures and any othêr property owned by. it from the.
Premises- on or before -the Termination'Date or earlier termination of this Temporary Lease,
whichever is earlier to occur, and shall execute a written stipulation and aclaiowledgement on
such date (i) expressly stipulating that ali such properiy of Tenant has been remōved from thê
Premises; ánd (ii) waiving any and ali rights the Tenant may have to the Premises and ` such.
property.
9. INDEMNIFY, DEFEND, AND HOLD -.LANDLORD. HARMLESS FROIVI ANY . :
DAMAGE OR INJUŔY (AND ANY RESULTING OR RELATED CLAIM, ÁCTION,-L;OSS,
LIABILITY, OR REASONABLE EXPENSE, INCLUDING ATTORNEY'S FEES AND
OTHER FEES AND COURT AND OTHER COSTS) CAUSED BY OR RELATED TO
-TENANT' S OCCUPANCY OF THE PREMISES, TENANT' S DEFAULT UNDER .THIS
LEASE AND/OR - OTBERWISE OCCURRING IN OR RELATED TO ANY PORTION. - OF
THE -PREIVIISES. THE INDEMNTTY CONTAIlVED IN TffiS PARAGRAPĩ3. (A) IS
INDEPENDENT OF TENANT'S INSURANCE, (B) - WII1L NOT BE LIlVIITED BY
COMPARATIVE NEGLIGENCE STATUTES OR DAMÁGES PAID UNDER THE
. WORKERS' COMPENSATION ACT OR SIMILAR* ÊIVIPLOYÊE BENEFIT ACTS, .(C)
WILL SURVIVE THE END OF THÊ TERM, AND (D) WILL APPLY EVEN: TF - AN :
-INJURY OR DAMAGE IS CAUSED IN `►YHOLE OR IN PART BY THE NEGLIGÊNCE,
OF ANY KIND, TYPE OR DEGREE, OR STRICT. .LIABILTTY OF LANDLORD, -BUT .
WILL NOT APPLY TO THE EXTENT AN INJURY -IS CAUSED BY THE WILLFUL -
MISCONDUCT OF LANDLORD.
10. During the term of this Lease, Tenant will not locate, stōre or dispose in ōr on, oŕ
release or discharge from (including groundwater contamination) the Premises, any Hazaŕdous.
Substances.
.11. Tenant shall, at no cost or expênse to Landlord, take ali actions necessary to.
Denton Bible Church
Page 3 of 11
comply with all Environmental Laws affecting the Premises as a result of Tenant's use ōf- the
Premises, ánd without limiting the general indemnity of "Clauses and Covenants", Section. A.
: 9.,Tena.nt shall indemnify LandIord from and against any and aIl costs, claims, expenses,
dámages, liens, losses arid judgments aŕising out of the release or discharge of Hazardous
Substances by Tenant or Tenant's failure to comply with.the Environmental Laws.
B. Tenant agrees noí to:
1. Use the Premises for any purpose ōther than the Permitted Use.
2. Create a nuisance.
. . .
Permit any waste.
4. Use the Preniises in any way that would increase insurance premiuins or void :
insurance on the Premises.
5. Change lock system of the Premises.
6. A1ter the Premises.
7. Allow a Iien to be placed ōn the Premises:
8. Assign this Lease or sublease ány portion ōf the Premises.
C. LandIord agrees to:
1. . Lease to Tenant the Premises for the entire Term beginning on.* the
Commencement Date and ênding on the earlier to occur. of (i) Termination Date; or (ii) upon '
surrender of the Premises by Tenant to Landlord:prior to the Termination Date.
D. LandIord agrees not to:
1. Interfere with Tenant's possession of the Premises as long as Tenant is not in
default.
E.: : LandIord and Tenant agree to the folIōwing: :
1.- Alterations. Any physical additions or improvements to the Premises made by.
Tenant must bê consented to by Landlord, in its sole and- absolute discretion. If such consent is -
obtained, said additions or improvements will become the property of I;aiidiord.
Notwithstanding such ownership, LandIord may require that Tenant, on or before the
Termiriation Date, and at Tenánt's expense, remove any physical additions and. improverrients,
: repair any alterations, and restore the Premises to the condition existing at the Commencement .
Date.
E .
~ . . . . . - .
~ . .
Denton Bible Church
Page 4 of 11
: 2. Insurance: Tenant-will maintain the insurance coverages described in the.attached
Insurance Addendum.
3. Release of Claims/Subrogation. TENANT RELEASÊS LA.NDLORD' FROM
ALL CLAIMS OR LĩABILITIES. FOR DAMAGE TO . THE PREMISES,.DAMAGE TO OR
LOSS OF. PERSONAL PROPERTY WITHIN THE PREMISES, AND LOSS OF BUSINESS
OR REVENUES. INCIDENT TO, ARISING FROM OR RELATED- TO TENANT'S
: OCCUPATION, OF- THE PREMISES. THE RELEÁSE IN TffiS PARAGRAPH WILL,
: APPLY EVEN IF THE DAMAGE OR -LOSS IS CAUSED IN -WHOLE OR IN PART. BY
THE NEGLIGENCE, OF ANY KIND, TYPE OR. DEGREE, OR STRICT LIABILITY OF :
THE LANDLORD BUT WILL NOT APPLY TO THE EXTENT THE. DAMAGE- OR
LOSS IS CAUSED BY THE WII.,LFUL. MISCONDUCT OF THE LANDLORD.
: 4. Casualty/Total or Partial Destr~ction. If.the Pŕemises are damaged by casualty;
Landlord has the option, but no duty of any kind oŕ nature, to re . store the Premises. If Landlord
: chōoses not tō restore, this Lease will terminate without liability of any kind to Landlord.
5. Condemnation/Substcintial or Partial Taking
a. If the Premises cannot be used for the purposes contemplated by this
Lease because of condemnation or purchase In lieu of condemnarion, this
Lease will terminate.
b. Tenant will have no 'claim to the. condemnation award or proceeds in lieu
of condemnation. :
6. Default by Landlord/Events. Defaults- by Landlord are fäiiing to comply with any
provision of this Lease'within thirfiy (30) calendar days after written notice.
7. Default by Landlord/Tenant's ĨZêmedies. Tenant's remedies for Lándlord's default :
are solely to eitheŕ (i) enforce the terms ōf this Lease 'by specific performance; or (ii) terminate - :
this Lease.- THE REMEDIÊS OF TENANT AS SET ~FORTH HEREIN t~RE- SOLE AND
ÊXCLUSIVE AND TENANT.WAIVES ANY OTHER RIGHT OR REMEDY THAT MIGHT
BE AVAILABLE.
8. Default by Tenant/Events. Defaults by Tenant are (a) Tenant abandoning -or
vacating a substantiál portion of the Premises-without suŕrendering the Premises-toIandlord; (b)
Tenant failing to comply, within five (5) calendar days áfteŕ written notice, with any provision of
this Lease other than the. default set forth in .(a) abōve; (c) Tenant shall becōme insolvent; or shall :
make a transfer in fraud of creditors, or shall make an assignment for the benefit of creditors; (d).
a receiver or trustee shall be appointed -for all * or substantially ail of the assets of Tenant; (e)
Tenant shallfile a voluntary petition in -banltruptcy or admit in writing that it is unablê to páy its.
debts as they become due; (f) Tenant.shall apply for or. consent to the *appointment of:a rêce'iver, :
trustee, custodian, intervener- or liquidator of itself or of aIl or substántial part of its assets; (g)
Tenant shall fiie an answer admitting the material allegations of, or consent tō, or- -default .in
answering, a petition filed against-it in any bank.ruptcy, ŕeorganization or insolvency proceeding;
Denton Bible Church
Page 5 of 11
and (h) any of Tenant's representations or warranties contained in this Lease are untrue át any
time during the Term.
.9. Default by Tenant/Landlord's Remedies. Landlord's remedies for Tenant's dêfault
áre to. (a) enter and take possession of the Prêmises, after which LandIord may relet the Premises.
on behálf of Tenant and receive the rent directly by reason of the reletting, and Tenant- agrees to
reiuinburse Landlord for any expenditures made in order .to relet; (b) enter the Premises and' .
pêrform Tenant's obligations; and (c) terminate this Lease by written noticê and sue for
damages. Landlord may enter and take possession of the Premises pursuant to the exercise of any,
.
right or remedy, without prejudice to any other right or reinedy, available to it by law, contract,
equity or otherwise.
10. Default/Waiver/Mitigation. It is not a waiver of default if the non-defaulting.party :
fails- to deciare immediately a default or.delays in taking ány.action. Except as to the sole and :
: exclusive remedies of Tenant, pursuit of any remedies set forth in this Lease does not preclude
pursuit of other remedies in this Lease or provided by applicable law. Landlord and Tenant-have
a duty to mitigate damages.
11. Holdover. If Tenant dōes -not vacate the- Premises followirig termination of this
Lease, Tenant will become a tenant at sufferance. No holdiing over by Tenant, whether with or
without the consent of Landlord, will extend the Term. . Tenant stipulates that its possession of :
the Premises after the expiration of the Term, as ä tenant of sufferance, will cause damage tō
Landlord in excess of fair market value of . rent resulting, in. part, due to delays to Landlord
construction projects.
12. Lease of Commercial Rental Property: Tenant represents and warrants thät the
Premises is commercial rentaI property; as defined in Chapter 93 of the Texas Property Code.
13. AttOYney's Pees. If either parŕy retains an attorney to enforce this Lease, the party
prevailing in litigation is entitled to recover reasonable attomey's fees and ōther fees and court
and other costs.
14. Venue. EXCLUSIVE VENUE IS IN DENTON COUîvTY, TEXAS, THE
COUNTY IN WHICH THE PREIVIISES ARE LOCATED.
15. Entire Agreement. This'Lease, together with the attached exhibits and'riders,.ánd . :
the terms* of thát certain Settlement Agreemênt and Compromise Grant, dated
: , 2010, constitutes the eritiŕe agreement of the parties, and there are no: oral
repŕesentations, warranties, agreements; or promises pertaining to this Lease or occupation ōf-the
Prêmises as contained herein and in the Settlement Agreemerit.
16. Amendment of. Lease. This Lease may be amended onIy by -an instrument in
wŕiting, duly authorized and signed by Landlord and Tenant. :
17. Limitation. of Warranties. THERE ARE NO IMPLIED WÁRRANTIES OF
MERCHANTABILITY, QUALITY, SUITABILITY, . HABITABILITY, FITNESS FOR A
Denton Bible Church
Page 6 of 11
. . . - , - . . . - ~ - : - . - . . . . . . . _ . . . ,
. .
.
. ,
. . . .
. . . . .
. . . . . . . , . .
PARTICULAR PURPOSE, OR OF. ANY OTHER -KIND ARISING,-OUT OFTHIS LEASE,
AND THERE ARE NŌ WARŔANTIES THAT EXTEND BEYOND THOSE EXPRESSLY
STATED IN THIS LEASE.
18.. Notices. Any notice given by one party to the other in connection with this Lêase shall
be in writing and shall be .sent by certified mail, retum receipt requested, with postage fees prepaid,: or-via-
facsimile as follows: :
A. . If to Landlord, addrêssed to: .
City Manager
215 E. McKinney
Denton, Texas 7620 T :
Fax No. 940.349.8596
: w/copy to:
Paul VJilliamson
~
Real Estate-Manager i
901 A Texas Street '
' Dênton, Texas 76209
i Fax No. 940.349.8951 :
. B.. If to Tenant, addressed to:
Denton Bible Church
Attn: Jerry Falbo : .
2300 East Univêrsity Drive :
Denton, Texas 76209
Fax No. 940.565.9830
Notice shall be deemed received for all purposes when placed in the United. Statês-.mail, as set.
fotth herein, or when delivered by telephonic facsimile to tlie oiher party at the facsim.ile _ numbêr(s) :
prōvidêd abōve.
19. Abandoned Property..Landlord may retain, destroy, ordispose of any pŕopêriy..*-'-.. :
left on the Premises at the Terminatiōn Dáte withōut liability of any kind to La.ndlord and :
without payment. of ,consideration of any kind to Tenant. In the event Landlord shall elect to
store said abandoned property; Landlord.may storê such abandoned property* in the name and'-at .
the:expense of Tenant.
20. No Broker. Tenant represents and warrants- Landlord that it has not contrácted
with Or otherwise retained- any bŕōker or.any otheŕ third:party rêlated to this Lease to whom any_ . :
: commission or other feê may be payable. :
21: Authority of Tenant. Tenant reprêsents and waŕrants to Landlord that it has takên .
all actiōns necessary to authorize the party executirig this Lease to. bind, ín alI respects,-Tenárit tō
áll teŕms ánd provisions of this Lease, and that such person possesses the authority to exêcute
this Lease and bind Tenant hereto.
Denton Bible Church
Page 7 of 11
'Denton Bible Church=Tenant :
- Jack Manes, Chairman
V.C. Adams, II, Secretary
STATÊ OF TEXAS . § :
I COUNTY ŌF §
This instrument was acknowledged before me on this day of ;
2010, by Jack Manes, Chairman of Denton Bible Church, a Texas corporation, on behalf of said
corporation.
Notary Public; _ State of Texás
My commission expires:
STATE OF TEXAS §
COUN'TY OF §
. - - - i
This instrument was acknowledged befōre me on this day of
2010, by V.C. Adams, Secŕetary, of.Denton Biblê *Church, a Texas corporation, on behálf of said
-corporation. .
Notary Public, State of Texas :
: My cōmmission expires:
Dentōn Bible Church
Page 8 of 11
CITY OF DENTON-LANDLORD
BY:
- GEORGE C: CAMPBELL, CITY MANAGER .
ATTÊST: :
JENNIFER WALTERS, CITY SECRETAŔY
BY:
, . - .
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY:
STATE OF TEXAS §
COUNTY OF §
: This instrurnent was acknowledged before me on this day of ,
20109 by George C. Campbell, .City Mariager of the City of Denton, on behalf of the City of :
Denton:
Notary Public, State of Texas
My commission expires: _
Denton Bible Church
Page9of11
EXHiB1T "A" :
ALL thost c~-. 16t, i~ts Qr ls~~ĩd
. L;oviag Stavt.y, Abs~ Nmnber 754, Cíty antl C~ of Do~ 5=af Te%as, wd b~ aH
wnvcy~ james F. Iw~ tio~ odís F-~, ir, by w~
in 13 ofthe. Doea:~~<>Wc~ •c~y,
p~ca~iY-d~c.~- ss ~a~ov~rsc
r~ucel• M : . :
J~11 that rortáin 0.377 ikcre tract., or p.arc14 o£ .Iaa~ sittuud is: L#LO . :
C.i.Ly af -.Pcu-ton, Denton •Caoflty, Ta-zns; s-ald tr~sct bQfgg tho a~•. tiraŕt
as shovri b:y de~d t-er Jamea- 13, #€grg#d~a xeca~da.d In Yoluma 639, pa;g~
121; of the Deed R+acords af Zft-toxí 0pai:ttyr, Wxas,- ~nd. beilis Psrt af .
- Loá 2, B3ocic D, cf thp Blauat .~~:t~ns~'to• t.har ~ity of ~;Qa;~axss, .
sh~ by tha pzst re-~r~â.d. #a tb-e' ~zat RL~Qra~ af` l~ent~ i~o~aty. ,
Ttx~a, 4nd be.fzg ~tE 11t3i~ttctlarl}r <#estt>aXI as faĩíiiiês : . .
BEGĩWUG for tia ~tortheast . tor~ r« * tl;e.• 13ere~ -doscr:#be~' trsek
ar tlt~ l~oErt~aa~t t~~rm4x :of sg--~á %ot 1-1> Slock- 0, Blomt ~tfos:, •s,ii.
• ..cgt ia coa~crttê; ' - ~ . • - .
iIM". SO.V.4 w i-ii' ~taM Uit á -t.o• OLe-
S9ut~t tármar.äf' áaid Li~t l.t .asi. gin #~otmä:;
MCE' .Sflut~i•:89** 1. 71..~ Yritb. #fc• āästth lln4 o£ ss14 l*t a
d~,s t.a~[ce of 164.2 f aQ t. tá: MX" f ~ -Dr etottetar Uted dr=it*ge .
he:bg Lhe SoIt~t. t#rraer"01 .the Nat~'I t~
~~aáy ~ŕaet; : - • - . - . .
ilu= liorth trith th« zest *uu*. 4#` ss_0. °cx;§
-ŕ~et to a'goIst .far c±o~äsr th~ bior.t.h if~ci af ss~d tA.t I;
. 1~ICE .NQwLh s4~ 1~• 3~'• ~ast 1á3. Q f~at to tks- Pcf.se~t of
. _ . . . . , -
TRJtL`T M1
All. t>~-st eartsih 4.440 xcrc.. 'trgct, oŕ pá~Cal' ~f 2~~ 3~tz+asb~ Fe
0. iering SurvGy. k-759. iiCiitaA Co~s~tt7, ~`txa3., stfd ts;ct b~~nR- #~~rt .
.tt~~asz a4 r*c?a.r.dêd U ~o1um:
of a sract ~sfio~n ty . á~ext• ra. :J~ueQS =
~59, #+ttgo #~3, Qf th~ D~! rc3s' D~zpQ Causty>
wa~ ~Uctrlerlp dáscsib~d as ft~~~o3rs ŕ
tkE ~E~l~a~~ rQr~ne~ ~af.~e tr~
3~~Gio t an' i~n piii ŕoisád at t}:* t~rt~a~;t coza~ áf x~ei~ H~c~
~
' Cr1C~i~. - . • . . .
TIiF~t~ áv~th 6L5 fwt ta -sn IrOá pin fwnd at t#e. Svuth~-t'
ffc~t -vIth: t4e. Oerth - á4á -of s cont~ets
3~.4 Fe~e tv an "X" c.ut i:s eQätrst~:;.
Tii~ tlárth. 69. S fs•et to an on tlto
- Hoith ~~ric of- ssid it~nrQ~'s.
. Tff%i~ä~ ~tärth 8~t! z~• F.~sL" 41. Q.~~t -'t~
Denton Bible Church
Page 10 of 11
Exhibit 11B11
Insurance Addendum
Teriant shall procure and carry, at its sole cost and expense during the term of this Lease;
. : insurance protection as hereinafter specif êd, in form and substance satisfactory tō. Landlord,;
carriêd with an insurance company authorized to transact-business in the state of Texas; covêring
all aspects and risks of loss of aIl operations in connection with this Lease, including without'.
limitation, the inderrinity obligations set forrth herein. :
Tenant shall obtain and maintain in full fōrce and effect during the term of this .Lease, ' :
conimercial general liability coverage, with insurance carriers admitted to do business in the
státe of Texas.. The insurance companies must carry a. Best's Rating of A-VII. or b*ettêr. The :
pōlieies will be written on an.occurrence basis,. subject to the. following. mininmum. Iimits, of
liability; .
Commercial General Liability:
, .
Combined Single Limit: $1,000,000
The Landlord shall be listed as a primary- additional insured with respêct to the
Comniêrcial General Liability ánd shalI be granted á waiver- of subrogation under the pōlicy.
. Tenant will provide a Certificate of Insurance to the LandIord as evidencê of coverage. The
Certificate wiIl provide 30 days notice of cancellation. A. copy of the- additíōnal -insurêd
-:eiidors~crosnt and waiver of subrogatiōn attached to the policy will be included in the certificate.
. . . . . . . . ;
: . . . . _ ..~:4
Denton Bible Church
Page 11 of 11
EXHIBIT B -
Temporary Lease
Basic Terms
~ Effective Date: July 1, 2010.
Landlord: City of Denton, Texas
Landlord's Address: 215 E. McKinney, Denton, Texas 76201
Tenant: Denton Bible Church
Tenant's Address: 2300 East University Drive, Denton, Texas 76209
Premises - As described on Exhibit "A", attached hereto.
Term: Sixty (60) Calendar Days
Commencement Date: The Effective Date
Termination Date: Sixty (60) calendar days after the Effective Date, or upon surrender of the
Premises by Tenant to Landlord, whichever is the earlier to occur.
Rent: The consideration for this Lease is tI~e execution and delivery to Landlord of a Release
and Settlement Agreement dated /5_ , 2010, by and between the Tenant and
Landlord (the "Settlement Agreement"), releasing any rights of Tenant to the Premises, and
other matters related to the Premises and the relationship between the Landlord and Tenant, as
described therein.
Permitted Use: Operation as an office and warehouse, and no other use.
Tenant's Insurance: As required by Insurance Addendum, attached hereto as Exhibit "B"
Landlord's Insurance: None
Tenant's Rebuilding Obligations: If the Premises are damaged by fire or other elements, this
Lease shall terminate, unless Landlord shall elect to restore the Premises, in accordance with
"Clauses and Covenants", Section E.4.
Definitions
"Injury" means (a) damage, harm to or impairment or loss of property or its use, including
without limitation, personal property, real property and/or natural resources, and (b) harm to or
death of a person.
"Landlord" means Landlord and its elected officials, agents, employees, invitees, licensees, or
visitors.
"Tenant" means Tenant and its agents, contractors, employees, invitees, licensees, or visitors.
"Hazardous Substance" means and includes all hazardous and toxic substances, waste or
materials, and any pollutant or contaminant, including without limitation, PCB's, asbestos,
asbestos-containing material, petroleum products and raw materials that are included under or
regulated by any Environmental Law or that would or may pose a health, safety ōr
environmental hazard.
"Environmental Law" means and includes all federal, state, and local statutes, ordinances,
regulations and rules presently in force or hereafter enacted relating to environmental quality,
contamination, and clean-up of Hazardous Substances, including without limitation, the
Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C.
9601, et seq.), as amended by the Superfund Amendments and Reauthorization Act of 1986, the
Resource Conservation and Recovery Act of 1976 (42 U.S.C. 6901, et seq.), as amended by the
Hazardous and Solid Waste Amendments of 1984, and state superlien and environmental clean-
up statutes and all rules and regulations presently or hereafter promulgated under said statutes as
amended.
Clauses and Covenants
A. Tenant agrees to:
1. Lease the Premises for the entire Term beginning on the Commencement Date
and ending on the earlier to occur of (i) Termination Date; or (ii) upon surrender of the Premises
by Tenant to Landlord prior to the Termination Date.
2. ACCEPT THE PREMISES IN THEIR PRESENT CONDITION "AS IS,"
"~RE IS" AND "WITH ALL FAULTS". TENANT STIPULATES THAT IT HAS
THOROUGHLY INSPECTED THE PREMISES AND FINDS THAT THE PREMISES IS
CURRENTLY SUITABLE FOR THE PERMITTED USE. LANDLORD MAKES NO
REPRESENTATION, COVENANTS OR WARRANTIES, EXPRESSED, IMPLIED OR OF
ANY KIND OR NATURE CONCERNING OR WITH RESPECT TO THE PREMISES,
INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY,
QUALITY, HABITABILITY, SUITABILITY, OR FITNESS FOR PARTICULAR PURPOSE
OF USE. TENANT STIPULATES TO LANDLORD THAT IT HAS PREVIOUSLY
OCCUPIED THE PREMISES AND IS AWARE OF THE CONDITION OF THE PROPERTY.
TENANT REPRESENTS AND WARRANTS TO LANDLORD THAT THERE ARE NO
HAZARDOUS SUBSTANCES CONTAINED OR STORED IN OR ON THE PREMISES.
3. Obey (a) all applicable laws relating to the use, condition, and occupancy of the
Premises, and (b) any requirements imposed by utility companies serving or insurance
companies covering the Premises.
Denton Bible Church
Page 2 of 11
4. Obtain and pay for all utility services used by Tenant.
5. Pay all costs related to the utilitiês, of any kind or nature, related to the Premises.
6. Allow Landlord to enter the Premises to perform Landlord's obligations, if any,
and inspect the Premises.
7. Maintain the Premises in a good state of condition, normal wear and tear
excepted. Notwithstanding the obligation to maintain the Premises, if so desired by Tenant,
Tenant shall repair and replace any and all parts of the Premises, in its entirety. In the event
Tenant does not desire to repair or replace the Premises, it shall be under no obligation to do so
but shall immediately surrender the Premises to Landlord upon such election. Tenant hereby
expressly stipulates that Landlord is not obligated to repair, replace, or maintain, any part or
parcel of the Premises, including without limitation, the roof, HVAC systems, the walls,
foundation, windows, and doors.
8. Vacate, in its entirety, the Premises on or before the last day of the Term. Tenant
shall remove all personal property, trade fixtures and any other property owned by it from the
Premises on or before the Termination Date or earlier termination of this Temporary Lease,
whichever is earlier to occur, and shall execute a written stipulation and acknowledgement on
such date (i) expressly stipulating that all such property of Tenant has been removed from the
Premises; and (ii) waiving any and all rights the Tenant may have to the Premises and such
property.
9. INDEMNIFY, DEFEND, AND HOLD LANDLORD HARIVILESS FROM ANY
DAMAGE OR INJURY (AND ANY RESULTING OR RELATED CLAIM, ACTION, LOSS,
LIABILITY, OR REASONABLE EXPENSE, INCLUDING ATTORNEY'S FEES AND
OTHER FEES AND COURT AND OTHER COSTS) CAUSED BY OR RELATED TO
TENANT'S OCCUPANCY OF THE PREMISES, TENANT'S DEFAULT UNDER THIS
LEASE AND/OR OTHERWISE OCCURRING IN OR RELATED TO ANY PORTION OF
THE PREMISES. THE INDEMNITY CONTAINED IN THIS PARAGRAPH (A) IS
INDEPENDENT OF TENANT'S INSURANCE, (B) WILL NOT BE LIMITED BY
COMPARATIVE NEGLIGENCE STATUTES OR DAlVIAGES PAID UNDER THE
WORKERS' COIVIPENSATION ACT OR SIMILAR EMPLOYEE BENEFIT ACTS, (C)
WILL SURVIVE THE END OF THE TERM, AND (D) WILL APPLY EVEN IF AN
INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE,
OF ANY KIND, TYPE OR DEGREE, OR STRICT LIABILITY OF LANDLORD, BUT
WILL NOT APPLY TO THE EXTENT AN INJURY IS CAUSED BY THE WILLFUL
MISCONDUCT OF LANDLORD.
10. During the term of this Lease, Tenant will not locate, store or dispose in or on, or
release or discharge from (including groundwater contamination) the Premises, any Hazardous
Substances.
11. Tenant shall, at no cost or expense to Landlord, take all actions necessary to
Denton Bible Church
Page 3 of 11
comply with all Environmental Laws affecting the Premises as a result of Tenant's use of the
Premises, and without limiting the general indemnity of "Clauses and Covenants", Section A.
9.,Tenant shall indemnify Landlord from and against any and all costs, claims, expenses,
damages, liens, losses and judgments arising out of the release or discharge of Hazardous
Substances by Tenant or Tenant's failure to comply with the Environmental Laws.
B. Tenant agrees not to:
1. Use the Premises for any purpose other than the Permitted Use.
2. Create a nuisance.
3. Permit any waste.
4. Use the Premises in any way that would increase insurance premiums or void
insurance on the Premises.
5. Change lock system of the Premises.
6. Alter the Premises.
7. Allow a lien to be placed on the Premises.
8. Assign this Lease or sublease any portion of the Premises.
C. Landlord agrees to:
1. Lease to Tenant the Premises for the entire Term beginning on the
Commencement Date and ending on the earlier to occur of (i) Termination Date; or (ii) upon
surrender of the Premises by Tenant to Landlord prior to the Termination Date.
D. Landlord agrees not to:
1. Interfere with Tenant's possession of the Premises as long as Tenant is not in
default.
E. Landlord and Tenant agree to the following:
l. Alterations. Any physical additions or improvements to the Premises máde by
Tenant must be consented to by Landlord, in its sole and absolute discretion. If such consent is
obtained, said additions or improvements will become the property of Landlord.
Notwithstanding such ownership, Landlord may require that Tenant, on or before the
Termination Date, and at Tenant's expense, remove any physical additions and improvements,
repair any alterations, and restore the Premises to the condition existing at the Commencement
Date.
Denton Bible Church
Page 4 of 11
2. Insurance. Tenant will maintain the insurance coverages described in the attached
Insurance Addendum.
3. Release of Claims/Subrogation. TENANT RELEASES LANDLORD FROM
ALL CLAIMS OR LIABILITIES FOR DAMAGE TO THE PREMISES, DAMAGE TO OR
LOSS OF PERSONAL PROPERTY WITHIN THE PREMISES, AND LOSS OF BUSINESS
OR REVENUES INCIDENT TO, ARISING FROM OR RELATED TO TENANT' S
OCCUPATION OF THE PREMISES. THE RELEASE IN THIS PARAGRAPH WILL
APPLY EVEN IF THE DAMAGE OR LOSS IS CAUSED IN WHOLE OR IN PART BY
THE NEGLIGENCE, OF ANY KIND, TYPE OR DEGREE, OR STRICT LIABILITY OF
THE LANDLORD BUT WILL NOT APPLY TO THE EXTENT THE DAMAGE OR
LOSS IS CAUSED BY THE WILLFUL MISCONDUCT OF THE LANDLORD.
4. Casualty/Total or Partial Destruction. If the Premises are damaged by casualty,
Landlord has the option, but no duty of any kind or nature, to restore the Premises. If Landlord
chooses not to restore, this Lease will terminate without liability of any kind to Landlord.
5. Condemnation/Substantial or Partial Taking
a. If the Premises cannot be used for the purposes contemplated by this
Lease because of condemnation or purchase in lieu of condemnation, this
Lease will terminate.
b. Tenant will have no claim to the condemnation award or proceeds in lieu
of condemnation.
6. Default by Landlord/Events. Defaults by Landlord are failing to comply with any
provision of this Lease within thirty (30) calendar days after written notice.
7. Default by Landlord/Tenant's Remedies. Tenant's remedies for Landlord's default
are solely to either (i) enforce the terms of this Lease by specific performance; or (ii) terminate
this Lease. THE REMEDIES OF TENANT AS SET FORTH HEREIN ARE SOLE AND
EXCLUSIVE AND TENANT WAIVES ANY OTHER RIGHT OR REMEDY THAT MIGHT
BE AVAILABLE.
8. Default by Tenant/Events. Defaults by Tenant are (a) Tenant abandoning or
vacating a substantial portion of the Premises without surrendering the Premises to Landlord, (b)
Tenant failing to comply, within five (5) calendar days after written notice, with any provision of
this Lease other than the default set forth in (a) above; (c) Tenant shall become insolvent, or shall
make a transfer in fraud of creditors, or shall make an assignment for the benefit of creditors; (d)
a receiver or trustee shall be appointed for all or substantially all of the assets of Tenant; (e)
Tenant shall file a voluntary petition in bankruptcy or admit in writing that it is unable to pay its
debts as they become due; (f) Tenant shall apply for or consent to the appointment of a receiver,
trustee, custodian, intervener or liquidator of itself or of all or substantial part of its assets; (g)
Tenant shall file an answer admitting the material allegations of, or consent to, or default in
answering, a petition filed against it in any bankruptcy, reorganization or insolvency proceeding;
Denton Bible Church
Page 5 of 11
and (h) any of Tenant's representations or warranties contained in this Lease are untrue at any
time during the Term.
9. Default by Tenant/Landlord's Remedies. Landlord's remedies for Tenant's default
are to (a) enter and take possession of the Premises, after which Landlord may relet the Premises
on behalf of Tenant and receive the rent directly by reason of the reletting, and Tenant agrees to
reimburse Landlord for any expenditures made in order to relet; (b) enter the Premises. and
perform Tenant's obligations; and (c) terminate this Lease by written notice and sue for
damages. Landlord may enter and take possession of the Premises pursuant to the exercise of any
right or remedy, without prejudice to any other right or remedy, available to it by law, contract,
equity or otherwise.
10. Default/Waiver/Mitigation. It is not a waiver of default if the non-defaulting party
fails to declare immediately a default or, delays in taking any action. Except as to the sole and
exclusive remedies of Tenant, pursuit of any remedies set forth in this Lease does not preclude
pursuit of other remedies in this Lease or provided by applicable law. Landlord and Tenant have
a duty to mitigate damages.
11. Holdover. If Tenant does not vacate the Premises following termination of this
Lease, Tenant will become a tenant at sufferance. No holding over by Tenant, whether with or
without the consent of Landlord, will extend the Term. Tenant stipulates that its possession of
the Premises after the expiration of the Term, as a tenant of sufferance, will cause damage to
Landlord in excess of fair market value of rent resulting, in part, due to delays to Landlord
construction projects.
12. Lease of Commercial Rental Property. Tenant represents and warrants that the
Premises is commercial rental property, as defined in Chapter 93 of the Texas Property Code.
13. Attorney's Fees. If either party retains an attorney to enforce this Lease, the party
prevailing in litigation is entitled to recover reasonable attorney's fees and other fees and court
and other costs.
14. Venue. EXCLUSIVE VENUE IS IN DENTON COUNTY, TEXAS, THE
COUNTY IN WHICH THE PREMISES ARE LOCATED.
15. Entire Agreement. This Lease, together with the attached exhibits and riders, and
the terms of that certain Settlement Agreement and Compromise Grant, dated
0 , 2010, constitutes the entire agreement of the parties, and there are no oral
represe tations, warranties, agreements, or promises pertaining to this Lease or occupation of the
Premises as contained herein and in the Settlement Agreement.
16. Amendment of Lease. This Lease may be amended only by an instrument in
writing, duly authorized and signed by Landlord and Tenant.
17. Limitation of Warranties. THERE ARE NO IMPLIED WARR.ANTIES OF
MERCHANTABILITY, QJALITY, SUITABILITY, HABITABILITY, FITNESS FOR A
Denton Bible Church
Page 6 of 11
PARTICULAR PURPOSE, OR OF ANY OTHER KIND ARISING OUT OF THIS LEASE,
AND THERE ARE NO WARRANTIES THAT EXTEND BEYOND THOSE EXPRESSLY
STATED IN THIS LEASE.
18. Notices. Any notice given by one party to the other in connection with this Lease shall
be in writing and shall be sent by certified mail, return receipt requested, with postage fees prepaid, or via
facsimile as follows:
A. If to Landlord, addressed to:
City Manager
215 E. McKinney
Denton, Texas 76201
Fax No. 940.349.8596
w/copy to:
Paul Williamson
Real Estate Manager
901 A Texas Street
Denton, Texas 76209
Fax No. 940.349.8951
B. If to Tenant, addressed to:
Denton Bible Church
Attn: Jerry Falbo
2300 East University Drive
Denton, Texas 76209
Fax No. 940.565.9830
Notice shall be deemed received for all purposes when placed in the United States mail, as set
forth herein, or when delivered by telephonic facsimile to the other party at the facsimile number(s)
provided above.
19. Abandoned Property. Landlord may retain, destroy, or dispose of any property
left on the Premises at the Termination Date without liability of any kind to Landlord and
without payment of consideration of any kind to Tenant. In the event Landlord shall elect to
store said abandoned property, Landlord may store such abandoned property in the name and at
the expense of Tenant.
20. No Broker. Tenant represents and warrants Landlord that it has not contracted
with or otherwise retained any broker or any other third party related to this Lease to whom any
commission or other fee may be payable.
21. Authority of Tenant. Tenant represents and warrants to Landlord that it has taken
all actions necessary to authorize the party executing this Lease to bind, in all respects, Tenant to
all terms and provisions of this Lease, and that such person possesses the authority to execute
this Lease and bind Tenant hereto.
Denton Bible Church
Page 7 of 11
Denton Bible Church-Tenant
Ja anes, Chairman
~
V.C. Adams, II, Secretary
STATE OF TEXAS §
COUNTY OF . §
This instrument was acknowledged before me on this ~ day of ,
, of Denton Bible Church, a Texas corporatio , on behalf of said
P'P~ ~ _~ULA KAY JEjExpires
~ Public, Sta~ My Commission Aprll 07, 2Notary Public, Sta of Texas'
My commission expires:
STATE OF TEXAS §
COUNTY OF i§
This instrument was acknowledged before me on this ~ day of ,
2010, by V.C. Adams, Secretary, of Denton Bible Church, a Texas corporati n, on behalf of said
corporation.
`%'.~PT PVB(~" • ~{.+~L~.I
, PAUTA KAY JENKINS
Notary Public, State of Texas Notary Public, State as
My Commission Expires ~9X
Aprll 07, 2012 My commission expires: CI, f%/^L-
Denton Bible Church
Page 8 of 11
c
~ - CITY OF DENTON-LANDLORD
- ~ o BY:
- ~ GEO GE C. CAMPBELL, CITY MANAGER
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: -
APPROVED AS TO LEGAL FORM:
ANITA BiTRGESS, CITY ATTORNEY
e
BY:
STATE OF TEXAS §
COUNTY OF ~,~4 n §
~
This instrument was acknowledged before me on this /k~- day of
2010, by George C. Campbell, City Manager of the City of Denton, on behalf of t e City of
Denton.
~
' JANE E. RICHARDSON
r vNotaíZy Public, State of Texas
. _
Notary Public, State of Texas
My Commission Expires My commission expires:
June 27, 2013
Denton Bible Church
Page 9 of 11
EXHIBIT "A"
. .
AI.L those cartsia: i~s, ti~cts brparoels-afIaid ~ing amd :b~situs;od in the iK.. ~
Lovi$8 S:aveY,. Abs~ Idnmber 759, City wd Ceuaty of ~an, Sme-of T~ md be.ing ai1
of ~ "cts conveyed frum Jeimes F. Hw~ to- Qdh Fuilir, Jr. ity w~ ~~cott~d:
. , . .
~n Volvme 1045, Page 1.3 of the Deat R~ af .D~. •Cv~mty;-.
pariĩcuMy dew~- ss foilowx.
ĩRkCT ONE : '
AII.that cortá" 0.377 acre tract_, or par.ea2 ōf .3and situated .ia the
C.i-ty of- IToaton, Denton -Couuty} Tazas; sáid trac`t beiArr~ tho s~.. tiaŕt
ss s~ b:y d-cod tQ Jazes !3.. fIa-r.gad~oa ~reea~rda.~l in Yai~rmc b59, pnge
421,• o:f *tha fleed Recor4s of DPá-t" Catinty, T~xas., ánd bsing, psr.t txf .
Lot 1, Hiock D, of ~Lhs iie
Biouuat .J~3áit~,~s~'to t:ke City of átotz:., Taxss,
as shoxn by tha glat record~d io the- PIat ~R.~oid:s. Qi~ Denton C~-tY,
Texas., '4nd be.f:os a~re< pä3i~tfcuiarly áestt».ad.. as faĩlōi~s:: .
. BECĩNNI90 for tha Horth«st . corhe' r of t4e bwie:ia -describcd' trsct
at the No~ast to.ntax of sáid Lot. I-. 81ōck- ;D, Blo.~ tfoa:, 04
"7C'• .cr~t ín coacrete; • . 3'I~NCE Sottth 200 Êast á distanc~ Qf 1-".8 f~..to- t%e'
Sautheaat kornQr -áf` said L~t l.r a~_ ti.*n LutÁ- n foumd;
st ~vi#b. the• iin$ af sa~;~í Ic~t e
d fs tancc of 16d . g feet t* ab, "XH f~4 -in: a tŕ..o, n~r
e~e 3Ine.d ásaiā$ge .
cha`rowI; tKing 'the Scnthea3t. e~.er-'of the :Commfty Nätu~:al l~
Go.ffgay. Tract;
THENC$ táorth xith the, -Bast 1#RO: af saO °943: ;CMparty -Tract, 1Q~.:fl=
fset to a' p~ for coiäsr ..~w t-h® blac.th ~.f:id ~of said ĩa.t :3':;
~ North 8941 1.4$' 38" Ust 183 feet to t3e Pc£n;t of
YRACT Tzid s
All that eertsin 0.049 acre -tract+ oT-pdrca1- oŕ land Sitvnted fA .-L'h.e
!t. Laving SurvCy, A-759. D~ost Cauaty.,. T~xas., saí.d ts*ct "inR. p'fttt-
of ^a. tract 'sfio~a► hy áeec#- t•o_ :.3a~:s C. -~lar~~dor~ an4 :rscordêd £ii Voivmê
(i9, pago 43-3, of the . Dcc~l :R~orci0'of DcnzM Caunty, "T.~as, ~íiOg
woro pa-rt.icuIerlp d~sct.ib~d ss f031+elrs :
BĩG?~I7íS fsr-- tho l,~tfie•a9t c6rrer of tr~te rr~t ~aiag. ~dês~ŕingd
herGie jkt ae ' iron p iii fouiQd at tho No-3cthea~t cozQaŕ ~f IA°id -~cft
trzct; . . . ,
Tl#êfi.Cti bOut~h 64...á fae.r t:a -an i-ra® p." fonnd s.t t#e. Sovtb~-t
~1~E~Cii S~rt~ 894 1.71 . '#,e:st ~►it~±: t~,e- Nortb ~dge -of a concret.a
54.0 Ioet tc sn uX" c.ut î~ eo~•cr~te.-;. ,
iliī~ t~orth. 64. S fee.t to aíi 3Zffii ~73:~1 . SB't• ta- tÁ0- $ZcUDd Dn tti4
I+loirth Iinc of ssid ttar&adar.'s traêt-;
Tf-fL-3wCL- A#~rt-h 83i° Ib' 3j0"' Ea1st :31. Q.fäet to Fotat o:f BO.Oidsiag.
Denton Bible Church
Page 10 of 11
Exhibit "B"
Insurance Addendum
Tenant shall procure and carry, at its sole cost and expense during the term of this Lease,
insurance protection as hereinafter specified, in form and substance satisfactory to Landlord,
carried with an insurance company authorized to transact business in the state of Texas, covering
all aspects and risks of loss of all operations in connection with this Lease, including without
limitation, the indemnity obligations set forth herein.
Tenant shall obtain and maintain in full force and effect during the term of this Lease,
commercial general liability coverage, with insurance carriers admitted to do business in the
state of Texas. The insurance companies must carry a Best's Rating of A-VII or better. The
policies will be written on an occurrence basis, subject to the following minimum limits of
liability:
Commercial General Liability:
Combined Single Limit: $1,000,000
The Landlord shall be listed as a primary additional insured with respect to the
Commercial General Liability and shall be granted a waiver of subrogation under the policy.
Tenant will provide a Certificate of Insurance to the Landlord as evidence of coverage. The
Certificate will provide 30 days notice of cancellation. A copy of the additional insured
endorsement and waiver of subrogation attached to the policy will be included in the certificate.
;
I Denton Bible Church
; Page 11 of 11
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