2013-274sAlegal \our documents \ordinances \13 \master recycling 1st amendment.docx
ORDINANCE NO. 2013 -274
AN ORDINANCE APPROVING A FIRST AMENDMENT TO A LEASE AGREEMENT
BETWEEN THE CITY OF DENTON, TEXAS, AND MASTER RECYCLING OF TEXAS,
INC. TO BE EXECUTED BY THE CITY MANAGER AND RELATING TO A CERTAIN 3.5
ACRE TRACT OF LAND SITUATED IN THE GIDEON WALKER SURVEY, ABSTRACT
NUMBER 1330, AND A CERTAIN 1.924 ACRE TRACT OF LAND SITUATED IN THE G.
WALKER SURVEY, ABSTRACT NUMBER 1330, IN THE CITY OF DENTON, DENTON
COUNTY, TEXAS; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, on June 4, 2013, the City Council of the City of Denton, Texas, approved
Ordinance No. 2013 -143, which authorized execution of a Lease Agreement by and between the
City of Denton, Texas, (Lessor) and Master Recycling of Texas, Inc., a Corporation (Lessee);
and
WHEREAS, Lessor and Lessee agreed to an Option in said Lease Agreement allowing
Lessee to lease two additional buildings, and associated acreage, for the purpose of expansion of
Lessee's processing centers; and
WHEREAS, Lessee has exercised the Option for the lease of additional buildings and
acreage, and the parties desire to alter the terms of the original lease; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager is hereby authorized to execute a First Amendment with
Master Recycling of Texas, Inc., in substantially the form attached and incorporated herein by
reference.
SECTION 2. This Ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the day of _ „„ L—t , 2013.
MAID " A. BtJRR0t,k'jHS, M,AYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
k ^q
AI p 1VED A ' TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
m .e�. ..._ ._............... ....................
s;Vegal\our documents \contracts\13\master recycling lease -sw -first amendment.doc
STATE OF TEXAS §
COUNTY OF DENTON §
FIRST AMENDMENT TO LEASE AGREEMENT BETWEEN
THE CITY OF DENTON, TEXAS AND MASTER RECYCLING OF TEXAS, INC.
This First Amendment to Lease Agreement (hereafter the "Lease Agreement ") is made and
entered into as of the Effective Date, as set forth below,, by and between THE CITY OF
DENTON, TEXAS (hereinafter sometimes referred to as "LESSOR" and /or "the City "), and
MASTER RECYCLING OF TEXAS, INC. ( "LESSEE ").
WHEREAS, Lessor and Lessee entered a Lease Agreement on June 4, 2013 setting forth
terms and conditions whereby Lessee would lease certain premises from Lessor for the purpose
of construction and operation of a processing and ethanol production plant to receive containers
and bulk liquids containing sugar conversion of those materials into an ethanol fuel, as well as
other operations associated with containerized liquid drink products, which may include, but not
be limited to, the packaging and repackaging of liquid &ink products to return them to a
marketable condition or for use in the production of ethanol; and
WHEREAS, Lessor and Lessee agreed to an Option in said Lease Agreement allowing
Lessee to lease two additional buildings, and associated acreage, generally located at 1001
Mayhill Road, and known as Buildings 101 and 102, Exhibits "C" and "D ", for the purpose of
expansion of Lessee's processing centers; and
WHEREAS, Lessee has exercised the Option for the lease of the additional buildings and
acreage; and
WHEREAS, Lessor and Lessee desire to alter the term of the original Lease Agreement
in light of the exercise of the option;
NOW, THEREFORE, Lessor and Lessee, intending to be legally bound, do hereby
AGREE as follows to this First Amendment to that certain above referenced Lease and further
agree that unless herein amended, the terms of the Original Lease of June 4, 2013 remain in full
force and effect:
ARTICLE 2
LEASE TERM
2.1.1 Primary Term.
The Primary Term of this Lease Agreement shall be for a term of twenty (20) years from and
after the Effective Date of this Lease Agreement Amendment, unless sooner terminated as
provided for herein.
sAlegal\our documents\contracts \Mmaster recycling lease -sw -first amendment.doc
2.1.2 Renewal Terms.
Provided that LESSEE is not in default, and provided that this Lease Agreement is otherwise in
full force and effect, this Lease Agreement may be extended for two (2) additional terms of ten
(10) years each, The decision to extend the Lease Agreement must be a mutual decision made
by both LESSOR and LESSEE. Negotiations to extend this Lease Agreement are to begin at
least one (1) year before the end of the Primary Term or the First Renewal Term (as the case may
be) of this Lease Agreement, provided that the Lease Agreement is not in default at the time
negotiations for extension are entered into.
ARTICLE 3
RENTALS
3.1.1 Rentals.
As to the leased property located at 1301 South Mayhill Road and depicted in Exhibits "A" and
"B ", the rental for these Lease Premises shall be SIXTEEN and ONE -HALF CENTS ($.165) per
square foot, per year for the first five (5) years of the Lease Term. For purposes of this Lease
Agreement the "Certificate of Occupancy Date" is the date upon which LESSOR issues the
building temporary occupancy permit, The first monthly rental payment is due from LESSEE on
June 1, 2013, to LESSOR., payable at the offices of LESSOR as set forth in Article 6.2
licreinbelow, on or before the first day of the first month, payable in advance, with equal
payments of rental to be made on the first day of each month thereafter throughout the term of
the Lease; provided however, that the rental rate will be 50% of the lease rate for the real
property described in this Lease, from the Effective Date of the Original Lease (June 4, 2013) to
whichever of the following two dates first occurs: the date of issuance of the final Certificate of
Occupancy for an on -site building, or February 28, 2013. w
As to the leased property located at 1001 Mayhill Road, Buildings 101 and 102 and associated
acreage, and depicted in Exhibits "C" and "D ", the rental for these Lease Premises shall be as set
forth in Article 2, Section 2.3. The first monthly rental payment is due from LESSEE on
November 1, 2013, to LESSOR, payable at the offices of LESSOR as set forth in Article 6.2
hereinbelow, on or before the first day of the first month, payable in advance, with equal
payments of rental to be made on the first day of each month thereafter throughout the term of
the Lease; provided however, that the rental rate will be 50% of the lease rate for the real
property described in this Lease, from the Effective Date of t1is Amendment to whichever of the
following two dates fairst occurs: the date of issuance of the final Certificate of Occupancy for an
on -site building, or January 31, 2014.
LESSOR and LESSEE agree that the rental amount is also subject however, to the terms of
Rental Adjustment (indexing) that is reserved in this Article 3.1. The rental rate set forth
hereinabove is for purposes of the Lease and shall be defined as the "Initial Base Rental
Payment." Such Initial Base Rental. Payment will be the rental due tinder the Lease for years one
(1) through five (5) of the initial twenty (110) year term of the Lease (the "Primary Tenn "). Prior
to the commencement of the first (Ist) day of the sixth (6th) year of tile Primary Term, and prior
to the commencement of each additional five (5) year period thereafter throughout the entire
-2-
sAlegahour docurnents\contractAMmaster recycling lease-sw-first amendment.doc
term of the Lease, including any renewal terms (a "Renewal Term"), the rental to be paid by
LESSEE to LESSOR tinder the Lease shall be subject to adjustment based upon adjustments in
the consumer price index, as hereinafter defined. The initial base rental payment shall be
adjusted upward, downward, or unchanged prior to the comincricement of the sixth (6th) year of
the Lease to conform to that certain United States Bureau of Labor Statistics "Producer Price
Index" now known as Series IN PCU531210531210602. That product is named. Real estate:
brokerage, nonresidential property leases including land leases, its base date is December, 2009.
The starting date, for purposes of this Rental Adjustment is June 1, 2013. The adjustment at the
beginning of year six (6) of the Lease will be accomplished by multiplying, the initial base rental
payment by a fraction, the numerator of which shall be such index as of the most recent date
published prior to the date of adjustment and the denominator of which shall be the most recently
published index as of the Commencement Date. The adjustment for each subsequent, five (5)
year period will be calculated in a similar manner except that rather than using the initial base
rental payment as the base rentals from which adjustments will be made, the rental figure for the
then Current year will be substituted for such initial base rental payment, In no five (5) year
period may the rental be increased or decreased more, thari twenty-five percent (25%) of the
rental applicable during the five (5) year period iinniediately preceding the five (5) year period
for which an adjustment is to be niade. If the index above referred to shall be discontinued, the
parties hereto shall attempt to agree upon a substitute index or formula. In the event of dispute
between the parties as to the amount of any adjustment, the rates shall be established through the
dispute resolution procedures.
IN WITNESS WHEREOF, this Lease Agreement Amendment has been executed by the duly
authorized City Manager of LESSOR; and by the duly authorized officer of LESSEE, in multiple
counterparts, each of which, for all purposes, shall be deemed an original and all of which shall
evidence but one agreement. -Ilk
EXECUTED this l tirl day L&AXic-1 2013; but to be effective, ratified and confirmed,
from and after the I ip("tZlof June, 2013.
"LESSOR"
THE CITY OF DENTON, TEXAS
A Texas Municipal Corporation
By:
GEORGE C. CAMPBELL, City Manager
ATTEST: 4.1
JENNIFER WALTERS, CITY SECRETARY
By:
.3 -
sAlegal\our documents\contracts \Mmaster recycling lease -sw -first amendment.doc
APPROVED AS TO LEGAL FORM:
ANITA BI.JRGESS, CITY ATTORNEY
IN WITNESS WHEREOF, this Lease Agreement has been executed by LESSEE in the
presence of the undersigned witnesses, in multiple copies, each of which, for all purposes, shall
be deemed an original and all of which shall evidence but one agreement.
WITNESS;
ATTEST:
CORPORATE SECRETARY:
0
APPROVED AS TO LEGAL FORM.
By:
LEGALm
COUNSEL
"LESSEE"
MASTER RECYCLING OF TEXAS, INC.
A Texas Limited Liability Corporation
By
Title: _t 7r,
Date:
_..
.,
Ni
-4- - W,
Exhibit C
r
' Colerrim & Assoc. Land 5uneying
P.O. Box 686
DOIL01), 711202
['hone (9 10).165-82 iJ hax (940).165- 9900
ROM ON Lease Area 4
1.924 acres of land
FIELD NOTES to all of that certain tract of land situated in the G. Walker Survey Abstract Number 1330,
City of Denton, Denton County Texas and being a part of the called 4.62 acre tract described in the deed
from Denmiss, LLC to the City of Denton recorded in Document Number 2013 -84330 of the Real Property
Records of Denton County, Texas and also being a part of the called 84.8193 acre tract described in the
deed to the City of Denton recorded in Volume 2431, Page 843 of the said Real Property Records; the
subject parcel being more particularly described by bearings based on the Texas Coordinate System of
1983, North Central Zone-4202 as follows:
e,
BEGINNING at an "X" in concrete found at the Northwest comer of the tract being described herein at the
Northwest corner of the said 4.62 acre tract on the dedicated East right -of -way line of Mayhill Road as
shown by the plat of RONION Group Business Park recorded in Cabinet Q, Page 350 of the Plat Records
of Denton County, Texas ;
THENCE. South 89 Degrees 33 Minutes 47 Seconds with the North line of the 4.62 acre tract a distance of
413.21 feet to it 1/2 inch iron rod found at the Northeast comer thereof;
THENCE Southerly across the 84.8193 acre tract along the top edge of a graded area the following three
calls: `'
I . South 43 Degrees 59 Minutes 21 Seconds East a distance of 34.47 feet to a 1/2 uich iron rod set
with a yellow plastic cap stamped "COLEMAN RPLS 4001" (herein after referred to as 1 /21RS);
2. South 04 Degrees 41 Minutes 13 Seconds East a distance of 133,48 feet to a 1 /2IRS;
3. South 34 Degrees 19 Minutes 18 Seconds West a distance of 68.23 feet to a 1 /21RS on the West
line of the 84.8193 acre tract and the East line of the 4.62 acre tract;
THENCE Westerly across the 4.62 acre tract the along the Southern edge of the graded area the following
three calls:
I. South 76 Degrees 55 Minutes 40 Second,,,' West a distance of 56.12 feet to a I � IRS:
2. North 89 Degrees 20 Minutes 28 Second; West a distance of 78.61 feet to a 1 /21RS;
3. North 06 Degrees 19 Minutes 12 Seca. +tads West a distance of 54.65 feet to a 1/21RS on the South
line of Lot 1 -R, Block A, RONION Group misiness Park as shown by the plat;
THENCE North 89 Degrees 22 Minutes 47 Seconds West with the South line of the said Lot 1 -R a distance
of 273.35 feet to a 1/2 inch iron rod found at the Southwest comer thereof and a reentrant corner of the 4.612
acre tract on the dedicated East right-of-way line of Mayhill Road;
THENCE North 01 Degrees 00 Minutes 57 Seconds East with the West line of the 4.62 acre tract same
being the West line of Lot l -R and with the said East right -of way line a distance of 171.87 feet to the
PLACE OF BEGINNING and enclosing 1.924 ;:a:es of land.
Page 1 of 2
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