R2018-082 2018-05-14 RESOLUTION NO. R2018-82
A Resolution of the City Council of the City of Pearland, Texas,
renewing a Lease Agreement with CBL Properties for the office space
to serve the Pearland Convention and Visitors Bureau.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS:
Section 1. That certain Lease Agreement Renewal by and between the City of
Pearland and CBL Properties, a copy of which is attached hereto as Exhibit"A" and made
a part hereof for all purposes, is hereby authorized and approved.
Section 2. That the City Manager or his designee is hereby authorized to execute
and the City Secretary to attest a Lease Agreement Renewal for the Pearland Convention
and Visitors Bureau.
PASSED, APPROVED and ADOPTED this the 14th day of May, A.D., 2018.
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TOM REID -
MAYOR
ATTEST:
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MA E. RODRIGUEZ, TR '� `*. is
DEPU CITY SECRETARY ��
APPROVED AS TO FORM:
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DARRIN M. COKER
CITY ATTORNEY
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Convention & Visitors Bureau MCA A s
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To: Honorable Mayor&City Council
From: Jon R.Branson
Subject: CVB Lease Renewal
Date: April 5,2018
TO: Clay Pearson, City Manager Please note the following regarding the proposed
Jon Branson, Deputy City Manager renewal of the lease for CVB office space for the next
5 years. The existing lease will expire at the end of
September of this year. The proposed lease is
FROM: Kim Sinistore, CVB Executive Director consistent with the current terms.
DATE: April 5,2018
RE: (Pearland Convention&Visitors Bureau Office Lease Renewal)
e Pear an. Convention&Visitors Bureau CVB see s approva to renew t e O 1 ice Lease at the Pearland)
(Town Center with CBL Properties. The lease renewal would be for five years additional in the same current)
(space) Suite 1390 at 11200 Broadway Street. The current term expires at the end of September of this
year with the new proposed lease beginning October 1, 2018.
(The attached Term Letter from CBL Properties states the base rental cost will remain flat for FY 2019 and.)
t en increase 3% •er year or our years. e Common Area Maintenance c ares CAM wi increase
(each year at a 5%rate.The renewal of the agreement are consistent with the current five year lease rates.'
e tota •ase rent or t e next five years as recommen•ed would cost$96,722.90 The breakdown of
the yearly base rent is as follows:
10/18—9/19-$18,218.20
10/19—9/20-$18,764.75
10/20—9/21-$19,327.69,
10/21—9/22-$19,907.52
10/22—9/23-$20,504.74
(I intend to place this item on the next regular City Council meeting for Council's_Consideration) Should
you have any questions, please contact me at your convenience.
Thank you!
City of Pearland Convention&Visitors Bureau 111200 Broadway St.,Suite 1390,Pearland,TX 77584 1281.997.5970 I Visitpearland.com
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CBL Associates Confidential CBL TERMS LETTER _ Pagel
Property: IPaafvld Town Cur:Mr 1 - Utyand State:IPeariand.T); — -I
Hoy..1-8-12
Tenant Icily of Pesriand DBA 1Peadand Convention and Visitors Bureau
..TO:Kim Sinaa:ore - Date:I 2/22/2018
Address:3519 Liberty Drive
City&State:Pearand,1X •
21P:775E11 New or Renewal:/ Renewal I
Lease Type; Furl Lease I I Modification I ._I EXtensiov I X I Mod&Ext.I i
Space: 17150 Square Feehl 1540 I Primary Tereul 5 /Years, I 0 (Months
Projected Possession: I 16/4120181 Projected Open Date: I 104.72(1761
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Commencement Data: The Barker of;1)the date Tenant cpens for business or;2) i I days after the last to occur of(a)receipt of a
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fully-executed lease and(b)defrverycf possession.
Kiosk Dimensions: I - I Current Prototype:I I
Reloeetinn From: I I Relocation Tp:I I For Renewal Remodellry:f l
Remodel Includes: I - - - - I
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Base Rent Annual Rent Increases: I . 3.005. Natural Break?' No
Start Date End Date' Rent PSF Annual Amount t Over Breakpoint
1011121118 913012019 11.93 318,21820
10/112019 913012020 - 12.18 - $18,794.75
101112020 913012021 1256 " $19,327.69
—�— 1011/2021 9!3012022 - 12.93 519,907.52
1011/2022 913012023 , 13.31 $20,504.74 _ _
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• Rent Comments:
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• Option Periods: Annual Rent Increases: 0.00% Natural Break? Yes
Start Date End Date Rent PSF i Ann.Rent .Over Breakpoint
I $0.00 .
I $0.00
.. I $0.00• I
Additional Charges: - - - - .
Initial Annual
ChargeDesedption Amount PSF initial Annual Amount Increases
CAM,Mkt,Adv,heed •
11.49 $17,694.60 • 5.00%
RET 5.68 59,055.20.
$0.00
$0.00
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Tenant Allowance:
wmllold:u puy to Tenant the kisser of •I S0.00 lost I Total: 50.00 I or the ectua:cosi of the •
xrest:ucton of or Improvements to the real properly as asalifred leasehold improvements
Tenant Allowance Payment Provision:
I)J/A -__.—___.___....________-1
Landlord Work to Include: • •
IN/A
Tenant's Work to Include(d renewal,remodel items to include):
IN/A
Condition of Premises: '
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• Renewal ...__I
'Aso candace-'sasrs aremMedtchero yenta usual sense lecaae.arnenaan,arra snndtionofapace - ..
Use Clause: For the primary disolu and sale of; - - -
For the operation of office space and Information center for the Pearland Convention and Visitors Bureau;and for no other purpose.
Co-Tenancy Clause:
T at anytime there are less than I at the Archer Stores(as Cefined In Section 1.1)and I lot the non-Anchor Stoeenanls... •
in the Supping Center epee for busineee...11rnc...To'lent shut pay:gong taint at other charges.In flee of Minimum Annual Rent.the lesser of,i1 Minimum Annual
Rent or(X)the rrontN y percentage rent In the amount of J let all Grass Saes...In addition to sod'dahts,teras lamina Insane is an traduced rent Landlord
would have lite immediate and ongoing right to terminate the lease and reimburse Tenant fc-hs unarnostizeo improvements less arty tenant alPaance If such exists. .
• Alter 12 months,Ter-ant ear etherterminate Lease cr rerettback to original Lease learns.
Exclusive For Primary Use of:
IS sales drop J I;Rent Red. l I;Breakpoint Recucoon I
Comments: • .
Radius Restriction: .. Kiosk Restriction:
I -- I I .
_ Klckout Provision(Include payback of TA):
I Sales l est: I ITweer Erman I !Payback TA: I
I HVAC: • Environmental:
Renewal Current ccnerions and costs=Terrain as Is ou rently. Re['ewe!.Current coedit-one and cos'to.tamale as is currently.
Corporate/Personal Financial Statements: • -- -
Renewal. - -
. Relocation Provision: Substantially Conforming Lease:
/Conform to current lease. • , j I
Additional Covenants andlor Comments: •
Tenant would like the right ci cancellation per section 12.27 et the current lease Is be Included In renewal
i
Be dole Lt a efunnnertine J prepasal is valid lb:30 days Cron We Sea rfthis lean and is auhjerd la approval by laallord's Rea:Fttate Cnmrtnre rind Runner's Real F5.ale Conunini a.
'This leiter is mg en alTer La lease incl!s not intended en crane a legnly binding ed igstnn and'mkt the*swim ypla:d berm nal conditions see incorporated in a faunal lease Ag,•celrsrru and
excatad by built!miles,we Ja nal Saver,enforceablednamenL Ifs Cannel I mme isnot dared,railhert_ery will herahlere she ether:mine this&caree::or as a rrsult ofany prclimieay
• segotatica
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Contact information
CEL Leasing Manager Tenant Contact
Phone Number. - Phone Number
Email: ..-�_•_. Emelt -
Signature: .� Signature:
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wg 6/11/18
LEASE MODIFICATION AND EXTENSION AGREEMENT
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THIS AGREEMENT,made and entered into as of the (p 'day of .)(A)A1, 20J .
by and between PEARLAND GROUND,LLC,a Texas limited liability company("Lanord")and CITY OF
PEARLAND("Tenant").
WTTNR.SSRTH:. •
WHEREAS,by instrument dated Apri1.22,2013 (together with any and all guarantees,modifications,
extensions, renewals, assignments and sublettings thereof_ collectively the "Lease"), Landlord or Landlord's
predecessor-in-interest did lease unto Tenant or Tenant's predecessor-in-interest certain premises in Pearland Town _
Center,located on or near the intersection of State Highway 288 and State Highway 518 in an area in or near the
Town or City of PearIand, County of Brazoria, State of Texas, referred to as space #1390 containing
approximately 1,540 square feet,to which Lease reference is hereby made for all terms and provisions and,
WHEREAS,Landlord and Tenant now desire to modify and amend the Lease to reflect changes.
NOW THEREFORE,in consideration of the premises,the promises and covenants of the parties hereto, '
and other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the Lease -
is hereby modified and amended and the parties mutually agree as follows:
1. The Term of the Lease is hereby extended for an additional five(5)years commencing October 1,2018
and expiring September 30,2023(the"Extended Term").
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2. Effective October 1,2018,Section 1.1(c)of the Lease is hereby modified so that Minimum Annual Rent
shall be Eighteen Thousand Two Hundred Eighteen and 20/100 Dollars(S18,218.20)per year for the
first year of the Extended Term,with annual increases of three percent(3%)per year over the amount
payable for the previous year through the balance of the Extended Term,prorated for a partial year if
applicable. .
3. Effective on the Effective Date,Landlord and Tenant hereby agree that Tenant,at its option,chalk have the
right to terminate and cancel this Lease by sending written notice to Landloid within sixty(60)days after
the last day of the third year of the Extended Term. The Lease shall terminate on a date specified in
Tenant's written notice which shall be a date no less than sixty(60)days from the date of Tenant's written
notice to Landlord advising Landlord of such termination(such date hereinafter"Termination Date"). If . '
Tenant so elects to terminate and cancel,Tenant shall vacate and surrender the Leased Premises in the _
condition required by the terms of the Lease no later than the Termination Date. Landlord and Tenant -
hereby agree that in the event Tenant fails to vacate and surrender the Leased Premises on the Termination
Date,Tenant shall be deemed to be trespassing or,at Landlord's election,holding over and Landlord shall
have the right to invoke any remedy allowed by law and/or in equity and/or the Lease,and furthermore,
• Tenant expressly admits that Tenant's indemnity obligations of the Lease include,but are not limited to,
any and all damages incurred by Landlord due to Tenant's failure to abide by said covenant to vacate and -
surrender on the Termination Date.Tenant acknowledges that Landlord may suffer damages as a result of
Landlord's contractual obligations to third parties based on Landlord's reliance on Tenant's covenant to
vacate and surrender the Leased Premises on the Termination Date.Tenant agrees to pay all rent and other
sums due under this Lease in accordance with its terms until the later to occur of(i)Tenant vacating and
surrendering the Leased Premises,or(ii)the Termination Date along with any year end.adjustments and
Percentage Rent payable for a partial year. Landlord and Tenant hereby each relinquish,release,and waive
any and all claims of any kind whatsoever arising under or in connection with this Lease accruing
subsequent to the later to occur of(i)Tenant vacating and surrendering the Leased Premises,or(ii)the
Termination Date,and on the Termination Date this Lease shall be deemed terminated and of no further --
force and effect whatsoever except as otherwise provided for herein and except for the provisions of
Section 12.7 of the Lease,indemnity obligations arising out of facts occurring prior to the later to occur of •
(i)Tenant vacating and surrendering the Leased Premises,or(ii)the Termination Date,and those lease
covenants which expressly survive the termination or expiration of this Lease.Nothing contained herein
shall be deemed as consent by Landlord to Tenant remaining in possession of the Leased Premises beyond
the Termination Date. •
4. This Lease Modification and Extension Agreement may be executed in counterparts,all of which taken
together shall constitute the same agreement Further, photocopies and/or facsimile and/or electronic
transmission(including,but not limited to,by portable document format(.pdf))signatures shall be deemed
as valid as an original.
5. The Effective Date of this Lease Modification and Extension Agreement shall be the date first above '
written.
This Agreement is solely for the benefit of Tenant and Tenant shall keep and hold in strict confidence all of
the economic terms of this Agreement including but not limited to: the amount and/or manner of payment of
Minimum Annual Rent,Percentge Rent and all items of additional rent including,the formulations thereof;any
payment or other considerations in lieu of Minimum Annual Rent,Perccntnoe Rent and/or items of additional rent;
the amount of any rent concessions;and any termination rights. In the event Tenant,or any of its agents,employees
or contractors shall disclose any economic terms of this Agreement to a third unrelated party then-the provisions of
Version RI,6/11/18
1:1Perivdlhariad Conversion?,:Aa.d LEMA 2018.06.11.dne
R.Perry
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this Agreement shall,at Landlord's option,be null and void ab init o and Tenant shall immediately pay to Landlord
all sums that would have been due but for this Agreement.
Except as hereinabove amended,all terms and conditions of the Lease shall remain unchanged and in full
force and effect,including,but not limited to the provisions as set forth in the Lease for the payment of Minimum
Annual Rent and all additional rental charges,as the same may be adjusted pursuant to the terms of the Lease or as
amended hereby. Landlord and Tenant agree that any right or obligation of either party set forth in the Lease that
has terminated,Iapsed or expired or will terminate,lapse or expire by the express terms of the Lease are in fact
terminated,lapsed or expired(or will by their express terms)as the case may be,and such rights and obligations are
not extended,reinstated or modified by this Agreement unless expressly done so herein.
IN WITNESS WHEREOF, the parties have executed this Lease Modification and Extension
Agreement as of the day and date first above written.
LANDLORD:
PEARLAND GROUND, LLC, a Texas limited
liability company,Federal Identification Number 45-
3464666,by CBL&Associates Management,Inc.,
a Delaware corporation, Federal Identification
Number 624542279,Managing Agent
TNESS: By:
Pri : Jeffery V.Curry
I efLegal Officer
DATE: J vl,.l� CP , Z 13 . f
1LS
Legal
TENANT:
CITY OFPEARLAND, Federal Identification
Number 74-6029809
WITNESS: By: - v'r* p/`�`
Y"-f-e-4-zd
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<o•w YOUNGLORFING DATE: SV 1.•••tS 1 aetg •
Notary IO#213839-6
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My Commtssfon Expires
March 19,2022
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Version m,6/11/12
ElPoatnd/=-Iiad Co,r-acin P¢iad LEMA 26I8L6J 14,, •
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