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CM-2015-788 - 5/13/2015City of Round Rock ao, accx Agenda Item Summary Agenda Number: Title: Consider executing a Temporary Lease Agreement wtih Seiler-Lankes Group, LLC ('Tenant') for The Commons. Type: City Manager Item Governing Body: City Manager Approval Agenda Date: 3/26/2015 Dept Director: Bryan Williams, Asst. City Manager Cost: Indexes: Attachments: Department: Administration Text of Legislative File CM -2015-788 C11yo(Round Rock Paye 1 PmleO on &IVW15 TEMPORARY LEASE AGREEMENT This Temporary Shopping Center Lease dated Mauch 19, 2015 ("Lease") is entered into by and between City of Round Rock, ("Landlord") and, Seiler-Lankes Group, LLC ("tenant'). L TERM. The term will commence on April 1, 2015 ("Commencement Date"), and end on December 31, 2016 ("Expiration Date"). 2. FIXTURING PERIOD. None. Tenant accepts the space in its current As -is condition. 3. PREMISES. The Premises are located at 901 Round Rock Avenue, Suite C100, Round Rock Williamson County, Texas, 78681. 4. PREPAID RENT. Prepaid rent including operating expenses totaling $3,000.00 is payable in full in advance at the time of Lease execution. 5. SECURITY DEPOSIT: A security deposit of $1,500.00 is payable in full in advance at the time of Lease execution. 6. RENT. The gross rent for the Premises which consists of approximately 2,089 square feet will be $3,000.00 per month. All rental payments are due on the I" day of each month and late after the 5'^, at which time a 10% late fee will be accessed to Tenant based on the total rent and other charges outstanding. All rent will be paid to Landlord at the following address c/o DT Land Group, 2414 Exposition Blvd, Suite D-200, Austin, Texas 78703, or at such other places as may be designated by Landlord from time to time. Landlord will accept direct deposit for rent payments from Tenant but Tenant assumes all responsibility for the timely delivery of Rent whether by direct deposit or otherwise. Notwithstanding the foregoing, Tenant shall be liable for all taxes levied against personal property and trade fixtures placed by Tenant in the Premises. If any such taxes are levied against Landlord or Landlord's property and if Landlord elects to pay the same or if the assessed value of Landlord's property is increased by inclusion of personal and trine factures placed by Tenant in the Premises and Landlord elects in pay the taxes based on such increase, Tenant shall pay to Landlord upon demand that part of such taxes for which Tenant is primarily liable hereunder. 7. USE. The Premises are to be used for the operation of an engineering office and for no other purpose, without Landlord's prior written consent. Tenant will not commit any waste upon the Premises, or any nuisance or act which may disturb the quiet enjoyment of any tenant in the building. Tenant shall use in the transaction of business in the Premises the trade name of Seiler-Lankes Group, LLC, and no other trade name. Tenant shall not at my time leave the Premises vacant, but shall in good faith continuously throughout the term of this Lease conduct and cony on in the entire Premises the type of business for which the Premises are leased. Tenant shall operate its business with a complete line of full selection and sufficient stock of fust class merchandise of current style and type, attractive displays and in an efficient, high class and reputable manner. USES PROHIBITED. Tenant will not use any portion of the Premises for purposes other than those specified. No use will be made or permitted to be made upon the Premises, nor acts done, which will increase the existing rate of insurance upon the property, or cause cancellation or insurance policies covering the property. Tenant "I not conduct within the Premises my "going out of business', "lost lease", fire, auction or bankruptcy sales or operate within the Premises a "Wholesale" or "factory outlet" store, a cooperative store, a "second hand" store, a "surplus' store or a store commonly referred to as "discount house". Tenant shall not advertise that it sells products or services at "discount", "cut-price" or "cut-rate" prices. Landlord may, without prior notice, remove signs, burners, or other materials within or about the Premises. Tenant shall not peril my objectionable or unpleasant odors to eminate from the Premises, nor place or permit my radio, television, loudspeaker or amplifier where the same can be seen or heard from outside the building or in the Common Area,; nortake my other action which in dre mclusivejudgment of Landlord would constitute a nuisance or would disturb or endanger other tenants of the Shopping Center or unreasonably interfere with thein use of thein respective premises, nor do anything which would tend to injure the reputation of the Shopping Carter ASSIGNMENT AND SUBLETTING. Tenant will not assign this Lease or sublet my portion of the Premises without prior written consent of the Landlord; provided, however, Tenant may assign or sublease the Premises without Landlord's consent to an affiliate. An "affiliate' shall mean my corporation or entity which directly or indirectly, controls in is controlled by or is under common control with Tenant. For this purpose, "control" shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such corporation or entity, whether through the ownership of voting securities or by contract in otherwise. Any assignment or subletting which requires Landlord's consent and is made without consent will be void and, at the option of the Landlord, will terminate this Lease. 12. MAINTENANCE, REPAIRS, ALTERATIONS. Tenant acknowledges that the Premises are in good order and repair and accepts them in their as-is condition, subject to any latent or patent defects which Tenant advised Landlord within 10 days of execution of the Lease by Tenant. The Premises will be surrendered, at termination of the Lease, in as good condition as received, normal wear and tear excepted; provided, however, no improvement or alteration of the Premises will be made without the prior written consent of the Landlord. Prior to the commencement of any substantial repair, improvement, or alteration, Tenant will give Landlord at least ten (10) days written notice in order that Landlord may post appropriate notices to avoid any liability for liens. Notwithstanding the foregoing, the following will be maintained by the Tenant at Tenant's sole coat and expense; storefront glass, doors, locks, windows, and building systems including electrical, plumbing, and HVAC Notwithstanding the foregoing, the following will be maintained by Landlord at Landlord's sole cost and expense; all structural aspects of the building including, without limitation, the structural foundations (including any retrofitting required by governmental authorities). 13. ENTRY AND INSPECTION. Tenant will permit Landlord or Landlord's agents to enter the Premises at reasonable times, upon reasonable notice and accompanied by Tenant for the purpose of inspecting the Premises, or of making repairs to the Premises, or of making repairs, alterations or additions to adjacent, and will permit Landlord, at any time within sixty (60) days prior to the expiration of this Lease, to place upon the Premises any usual "For Lease" signs, and permit persons desiring to lease the Premises to inspect the Premises at reasonable times. 14. INDEMNIFICATION OF LANDLORD. Landlord shall not be liable to Tenant or to Tenant's employees, agents or visitors, or many person or entity whomsoever, for injury to person or damage to or loss of property on or about the Premises or the Common Area caused by the negligence or misconduct of Tenant, its officers, partners, employees, agents, subtenants, licensees, coamssionaires, visitors or my other person entering the Shopping Center under the express or implied invitation of Tenant, or arising out of the use of the Premises by Tenant and the conduct of its business therein, or arising out ofany breach or default by Teum[ in the performance of its obligations hereunder and Tenant hereby agrees to indemnify Landlord (including without limitation the trustee and beneficiaries if Landlord is a trust), Landlord's agents and employees and hold them harmless from any loss, expense, claims or actions arising out of such damage or injury (including without limitation any court costs and a0omeys' fees). The provisions of this section shall survive the termination of this Lease with respect to any claims or liability occurring prior to such termination. 15. POSSESSION. If Landlord is unable to deliver possession of the Premises at the commencement date set forth above, Landlord will not be liable for my damage caused by the delay, nor will this Lease be void or voidable, but Tenant will not be liable for my rent until possession is delivered, Tenant may terminate this Lease if possession is not delivered within 10 days of the commencement date. 16. TENANT'S INSURANCE. Tenant shall procure and maintain throughout the term of this Lease, at its sole cast and expense, (i) a policy or policies of workers' compensation, employee liability and comprehensive general liability insurance (with contractual liability endorsement) insuring both Landlord and Tenant against all claims, demands or actions arising outoforin connection with Tenant's use oroccupancyofthe Premises, orbythe condition ofthe Premises, the limits of such policy or policies to be in an amount art less than $1,000,000 in respect of injuries to, or death of, any one person, and in an amount not less than $2,000,000 in respect of my one occurrence or disaster, and in an amount act less thm $300,000 in respect of property damaged or destroyed, (ii) fire and extended coverage insurance covering the replacement cost of (a) all Alterations, partitions and improvements installed or placed on the Premises by Tenant and (b) all of Tenant's personal property contained within the Premises, and (c) business interruption, insuring loss of profits in the event of an insured peril damaging the Premises, (iii) insurance covering glass breakage in the Premises. Said policies shall (a) name Landlord and DT Land Group Inc., as an additional insured, (b) be issued by an insurance company which is acceptable to Landlord and (c) provide that said insurance shall not be cancelled unless thirty (30) days prim written notice shall have been given to Landlord and (d) shall be delivered to Landlord by Tenant upon commencement of the term of the Lease and upon each renewal of said insurance and (e) shall provide primary coverage to Landlord when my policy issued to Landlord is similar or duplicate in coverage, Landlord's policy shall be excess over Tenant's policies.. 17. LANDLORD'S INSURANCE. Landlord will continue to maintain its existing property and liability insurance in such amounts and coverages as Landlord may determine from time to time. 18. SUBROGATION. Landlord and Tenant waive, and shall cause their insurers to waive, any and all rights of subrogation against each other which might otherwise exist. 19. UTILITIES. Tmanl agrees that it will he responsible for the payment of all utilities, including gas, electricity, heat and other services delivered to the Premises, except: water, sewer and trash (which me included in the monthly rent). 20. SIGNS. Tenant may not place nor maintain any signor awning on any exterior door and wall of the Premises without the prior written consent of Landlord. All siemee shall be in strict compliance with all eovemmental requirements 22. HOURS OF OPERATION. The Tenant shall be permitted to determine its hours of operation 23. CONDEMNATION. If any part of the Premises is condemned for public use, this Lease will terminate as of the date the condemner acquires possession All sums which may be payable on account of any condemnation will belong solely to the Landlord; except that Tenant will be entitled te retain any amount awarded In him or her for his or her trade fixtures and moving expenses. 24. TRADE FIXTURES. All alterations and futures (other than unattached, readily removable trade fixtures) which may be made or installed by either party upon the Premises shall remain upon and be surrendered with the Premises and become the property of Landlord at the termination of this Lease, unless landlord requests their removal in which event Tenant shall at its expense remove the same and restore the Premises to their original condition at Tenant's expense. 25. DESTRUCTION OF PREMISES. In the event that the Premises are damaged or destroyed by fire or other casualty insurable under standard fire and extended coverage insurance and Landlord does not elect to terminate this Lease as hereinafter provided, Landlord shall proceed with reasonable diligence and at its sole cost and expense to rebuild and repair the Premises, unless Tenant or another tenant (or the employees, agents, contractors, concessionaires, licensees or subtenant of Tenant or any other tenant) is responsible for such casualty by way of negligence or willful misconduct, in which event the responsible tenant shall pay the entire amount of the deductible upon demand. If the building in which the Premises are located shall (i) be destroyed or substantially damaged by a casualty not covered by Landlord's insurance; or (u) be destroyed or rendered untenanmble to an extent in excess of fifty percent (500/9) of the first floor area by a casualty covered by Landlord's insurance; or (di) be damaged It such extent that the remaining tens of this Lease is not sufficient, in Landlord's reasonable judgment, to amortize the cost of reconstruction, then Landlord may elect to either terminate this Lease as hereinafler provided or to proceed to rebuild and repair the Premises. Should Landlord elect to terminate this Lease it shall give written notice of such election to Tenant within ninety (90) days after the occurrence of such casualty. If landlord should not elect to terminate this Lease, Landlord shall proceed with reasonable diligence and at its sole wet and expense to rebuild and repair the Premises. 26. HAZARDOUS MATERIALS. Tenant will not use, store, or dispose of any hazardous substances upon the Premises, except the use and storage of such substances that are customarily used in Tenant's business, and are in compliance with all environmental laws. Hazardous substances mean any hazardous waste, substance or toxic materials regulated under any environmental laws or regulations applicable to the property. Tenant will be responsible for the cost of removal of any toxic contamination caused by Tenant's use of the Premises. 27. INSOLVENCY. The appointment of a receiver, an assignment for the benefits of creditors, or the filing of petition in banlwpmy by or against Tenant, will constitute a breach of this Lease by Tenant. 28. DEFAULT. In the event of any breach of this Lease by Tenant for (i) failure to pay rent when due following five (5) business days' notice, or (ii) failure to perform any other obligation under this Lease following ten (10) days' notice, Landlord may, at its option pursue any one or more of the following remedies without any further notice or demand whatsoever: A. Terminate this Lease in which event Tenant shall immediately surrender the Premises to Landlord, and if Temant fails to do so, Landlord may, without prejudice to any other remedy which Landlord may have for possession or amearages in rental, enter upon and take possession of the Premises and expel or remove Tenant and any other person who may be occupying said Premises or any part thereof, by force if necessary, without being liable for prosecution or any claim of damages therefore. B. Enter upon and take possession of the Premises and expel or remove Tenant and any other person who may be occupying said Premises or any part thereof, by force if necessary, without being liable for prosecution or any claim for damages therefore with or without having terminated the Lease. C. Do whatever Tenant is obligated to do under the terms of this Lease (and enter upon the Premises in connection therewith if necessary) without being liable for prosecution or any claim for damages therefore, and Tenant agrees to reimburse Landlord on demand for any expenses which Landlord may incur in thus effecting compliance with Tenant's obligations under this Lease, plus interest thereon at the lesser of the highest rate permitted by law or eighteen percent (18%) per annum, and Tenant fullher agrees that Landlord shall not be liable for any damages resulting to the Tenant from such action. D. Exclude Tenant from the Premises by changing all door locks and other security devices located thereon and thereafter Landlord or its agent shall place a written notice on Tenant's front door stating the name and address or telephone number of the individual from whom a new key may be obtained and that such key may —1 b ,h. U-- .,.,.A T —Alm -1 QA.11 h.......... A.... nFenl..ro1., n....A1:..ad.... ,- n....:.h 29. LATE CHARGES. In the event Tenant fails to pay to Landlord when due any installment of rental in other sum to be paid to Landlord which may become due hereunder, Landlord will incur additional expenses in an amount not readily ascertainable and which has not been elsewhere provided for between Landlord and Tent. If Tennant should fail to pay to Landlord when due any installment of rental or other sum to be paid hereunder, Tenant will pay Landlord on demand a late charge equal to the greater of (i) $300.00, or (u) ten percent (10%) of the past due amount. Failure to pay such late charge upon demand therefore shall be an event of default hereunder. Provision for such late charge shall be in addition to all other rights and remedies available to Landlord hereunder or at law or in equity and shall not be construed as liquidated damages or limiting Landlord's remedies in any mamter. The imposition of a late charge shall not constitute a waiver or extension of the due date for payment of any sum due hereunder. 30. ATTORNEY FEES. In any action, arbitration, or other proceeding involving a dispute between Landlord and Tent arising out of this Lease, the prevailing party will be entitled to reasonable attorney fee, expert witness fees, and costs. 31. WAIVER. No failure of Landlord to enforce any term of this Lease will be deemed to be a waiver. 32. NOTICES. Any notice which eitherparty may or is required to give, will be given by mailing the notice, or delivering by overnight delivery service, postage prepaid, in Tent at Seiler-Lankes Group, LLC, 901 Round Rock Avenue, Suite CI00, Round Rock, Texas, 78681, or to Landlord in c/o DT Land Group located at 2414 Exposition Blvd, D- 200, Austin, Texas 78703, or at such other places as may be designated in writing by the parties from time to time. Any notice or document required or permitted to be delivered hereunder shall be deemed to be delivered when actually received if delivered by overnight delivery service or whether actually received or not when deposited in the United States mail. 33. HOLDING OVER. In the event Tent remains in possession of the Premises after the expiration of this Lease with Landlord's written consent but without the execution of new lease, it shall be deemed to be occupying said Premises as a tent from month in month at a rental equal to the rental herein provided plus fifty percent (50%) of such amount and otherwise subject to all the conditions, provisions and obligations of this Lease insofar as the sine are applicable in a month to month tenancy. The foregoing shall not constitute Landlord's consent for Ten[ to holdover. In the event Ten[ rernalns in possession of the Premises after the expiration of this Lease without Landlord's consent, Tent shall also pay to Landlord all damages sustained by Landlord resulting from retention of possession by Tent, including without limitation the loss of any proposed subsequent tent for any portion of the Premises. 34. TIME. Time is of the essence of this Lease. 35. HEIRS, ASSIGNS, SUCCESSORS. This Lease is binding upon and inures to the benefit of the heirs, permitted assigns, and successors of the parties. 36. LANDLORD'S LIABILITY. In the event ofa transfer of Landlord's title or interest to the property during the term of this Lease, Tent agrees that the grantee of such title or interest will be substituted as the Landlord under this Lease, and the original Landlord will be released of all further liability; provided, that any deposit will be transferred to the grantee. 37. SUBORDINATION. This Lease, at Landlord's option, will be subordinate to any mortgage, deed of trust, or other security now existing or later placed upon the property. 38. ENTIRE AGREEMENT. The foregoing constitutes the entire agreement between the parties and may be modified only in writing signed by all partes. 39. BROKERS COMMISSIONS. Landlord and Tenant represent to one another that neither party has used any broker or finder in connection with this Lease except for N/A ("Tent's Brokel') and shall indemnify one another from any claim made by any party claiming a commission due under this Lease except for Tent's Broker. Landlord shall pay Tent's Broker a commission pursnt to a separate agreement. 40. LANDLORD'S WORE. Prior to the Commencement Date, Landlord shall do the following work to the Premises (collectively, "Landlord's Work"): None the Premises shall be delivered in "as -is" condition. 41. GOVERNING LAW. USURY SAVINGS CLAUSE. The laws of the State of Texas is located shall govern the interpretation, validity, perf rtmaace and enforcement of this Lease. If any provision of this Lease should be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Lease shall not be affected thereby, and it is also the intention of the parties to this Lease that in lieu of each clause or provision of this Lease that is illegal, invalid or unenforceable, there will be added as a part of this Lease a clause or provision as similar in terms tn ......1.11 --- I .A.....e..- ........... Le.. .3,1-.. Lel---1 -14A e..f e..Lle 1,...rI- 42. RENEWAL. OPTIONS. None 43. RULES. Landlord may from time to time prescribe and adopt, (including the designation of specific areas within the Shopping Center or in reasonable proximity thereto in which automobiles owned by Tenants, its employees, subtenants, licensees and concessionaires shall be parked) rules and regulations pertaining to the Shopping center. Tenant shall abide by all such odes and regulations.. Landlord shall at all times have the right to change such rules and regulations or to promulgate other Hiles and regulations in such manner as may be deemed advisable for safety, care or cleanliness of the Shopping Center and for preservation of good order therein, all of which rules and regulations, changes and amendments will be forwarded in Tenant in writing and shall be carried out and observed by Tenant Tenant shall further be responsible for the compliance with such rules and regulations by the employees, servants, agents, visitors and invitees of Tenant. Landlord may temporarily close any part of the Common Area for such periods of time as may be necessary to prevent the public from obtaining prescriptive rights or in make repairs or alterations. TENANT: SEILER-LANKES GROUP, LLC LANDLORD: CITY OF ROUND ROCK B3r. By: Its: CGsb Its: r Ey Its: C O 0 ADDENDUM SPECIAL CONDEMNATION ADDENDUM The Texas Department of Transportation and the City of Round Rock, (the "The City oJRoundRock Transportation') are undertaking a major construction road improvement project. The 'Project" will be designed to upgrade the traffic carrying capacity of State RM 620 "(RM 620'), including that portion of RM 620 which abuts The Commons. According to The City of Round Rock Transportation, as contemplated in current design schematics, the main lanes of RM 620 will be a multi -lane roadway with an elevated bridge over the Chisholm Trail / Georgetown Railroad crossing. Both during and after construction of the Project, access to The Commons from RM 620 could be impaired or changed from its current configuration according to the City of Round Rock Transportation. The City of Round Rock Transportation indicates it is currently conducting design and environmental reviews to identify land areas along the RM 620 which may be taken or required by the State of Texas and utilized in the Project, Portions of The Commons me currently under consideration by City of Round Rock Transportation. Tenant is encouraged to review the current design schematics for the Project which are available for review by the Tenant at the City of Round Rock, Transportation Department, to determine for itself the impact that the Project may have upon its intended business operations. However, Landlord makes no representation or warranty that the Department will construct the Project or that the Department will construct the Project in accordance with the design schematics currently available. The timing of the commencement and completion of the Project is uncertain. The Department will not commit to a beginning or a completion date for the Project, and the Landlord has been advised that the commencement date for construction of the Project has been deferred more than once. Therefore, the Landlord cannot, and does not, make any representation of warranty concerning the timing of the commencement, duration or completion of the construction of the Project. Anything in the Lease to the contrary notwithstanding, by its signature below, the Tenant agrees and acknowledges that it has fully investigated how the Project will affect its operations at die Premises and the Facility, and that Tenant is accepting the Premises and Facility "AS -IS, WHERE IS, AND WITH ALL FAULTS," and shall have no recourse under this Lease or otherwise with respect to the construction of the Project and the affect thereof. Received and acknowledged by me this � day of {u � ✓C L— , 2015. TEN� Signature 6&,-Jd %ttJkeS Printed Name C co Title TENANT: _e - Signator Printed Name (-- C) V Title SCHEDULE"A^ THE PREMISES 901 Round Rock Avenue, Suite C100, Round Rock, Tcxas, 78681 EXHIBIT B Legal Description of Shopping Center Tract 1: Portion of Lot 1 (2.73 acres), The Commons, Williamson County, Texas Tract 2: Portion of Lot 1 (0.56 acres), The Commons, Williamson County, Texas EXHIBIT C Description of Landlord's and Tenant's Work Landlord's Work. (a) Tenant hereby accepts the Premises in its current "as is" condition, and Landlord shall have no obligation to make any improvements or alterations thereto. (b) TENANT EXPRESSLY ACKNOWLEDGES AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH IN THIS EXHIBIT C THE PREMISES IS BEING LEASED TO TENANT ON AN "AS -IS" BASIS, AND LANDLORD MAKES NO WARRANTY, GUARANTY OR REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF CONDITION, HABITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE, TO THE FULLEST EXTENT PERMITTED BY LAW, EXPRESSLY DISCLAIMED. 2. Tenant's Work. (a) None. (b) Any alternations or renovations to the leased premises requires the Landlord's prior written approval. EXHIBIT D Landlord Siva Criteria • Tenant may use all existing signage which is compliant with city sign codes. Tenant assumes all risk and expense of obtaining compliance, permits and installation. Landlord makes no warranty or representation of such compliance • All exterior signage on or around the Demised Premises or Shopping Center must be approved, in writing, by Landlord prior to fabrication and installation. • Tenant will submit in writing to Landlord or Landlord's representative all drawings of proposed signage including any Signs, Awning, and Exterior Window Lettering. Landlord or Landlord's representative must authorize in writing any proposed signage before Tenant installation. EXHIBIT E Guaranty of Lease INTENTIONALLY DELETED EXHIBIT F Rules and Reeulations 1. Tenant, at Tenant's expense, shall have all locks changed within five (5) days of taking possession of Demised Premises. All keys to the Demised Premises shall be surrendered to Landlord upon termination of this Lease. 2. Tenant will refer all contractors, contractor's representatives, and installation technicians rendering any services on or to the Demised Premises for Tenant to Landlord for Landlord's approval before performance of any contractual services. Tenant's contractors and installation technicians shall comply with Landlord's rules and regulations pertaining to construction and installation. This provision shall apply to all work performed on or about the Leased premises or Property, including installation of telephones, cable, satellite, telegraph equipment, electrical devices and attachments and installations of any type affecting floors, walls, woodwork, trim, windows, ceilings, and equipment or any other physical portion of the Demised Premises or Property. 3. Tenant shall not at any time occupy any part of the Demised Premises or Property as sleeping or lodging quarters. 4. Unless ancillary to a restaurant or other food services use specifically authorized in Tenant's Lease, Tenant shall not place, install, or operate on the Demised Premises or in any part of the Property any engine, stove, or machinery, or conduct mechanical operations or wok thereon or therein, or place or use in or about the Demised Premises or Property any explosives, gasoline, kerosene, oil, acids, caustics, or any flammable, explosive, or hazardous material without written consent of Landlord. 5. Landlord will not be responsible for lost or stolen merchandise, trade fixtures, furniture, furnishings, personal property, equipment, money, or jewelry from the Demised Premises or the Property regardless of whether such loss occurs when the area is locked against entry or not. 6. Not dogs, cats, fowl, or other animals shall be brought into or kept in or about the Demised Premises or Property (except in connection with a Landlord approved pet store or veterinary uses). 7. None of the parking or lawn areas, sidewalks, entries, passages, doors, elevators, hallways, or stairways shall be blocked or obstructed or any rubbish, litter, trash, or material of any nature placed, emptied, or thrown in to these areas or such used by Tenant's agents, employees, or invitees at any time for purposes inconsistent with their designation by Landlord. 8. The water closets and other water fixtures shall not be used for any purpose other than those for which they were constructed, and any damage resulting to them from misuse or by the defacing or injury of any part of the Property shall be home by person who shall 1727946-Q occasion it. No person shall waste water by interfering with the faucets or otherwise. There shall be no using the property water for washing any vehicles at any time. 9. No person shall disturb occupants of the Shopping Center with unreasonable noise or any unreasonable use. 10. Nothing shall be thrown out of the windows of the Shopping Center or other passages. 11. Tenants and Tenant's employees, agents, and invitees shall park their vehicles only in those parking areas designated by Landlord. Landlord reserves the right to redesignate, at any time, and from time to time, the area in which Tenant and Tenant's employees, agents, and invitees shall park their vehicles and said right shall include, but not be limited to, the right to redesignate as such parking area certain land on the periphery of or immediately adjacent to the Property. Tenant shall fumish Landlord with state automobile license numbers of Tenant's vehicles and shall notify Landlord of any changes within five (5) days after such change occurs. Tenant shall not leave any vehicle in a state of disrepair (including without limitation, flat tires, out of date inspection stickers, or license plates) on the Shopping Center property. If Tenant or its employees, agents, or invitees park their vehicles in areas other than the designated parking areas or leave any vehicle in a state of disrepair, Landlord shall have the right to: i) fine Tenant $30 per day for each day that such violation continues to occur and or ii) remove such vehicles at Tenant's expense. 12. Parking shall be in compliance with all parking rules and regulations including any sticker or other identification system established by Landlord. Failure to observe the rules and regulations shall terminate Tenant's right to use the parking areas and subject the vehicle in violation of parking rules and regulations to removal and impoundment. No termination of parking privileges or removal of impoundment of a vehicle shall create any liability to Landlord or be deemed to interfere with Tenant's right to possession of the Demised Premises. Vehicles must be parked entirely within the stall lines and all directional signs, arrows, and posted speed limits must be observed. Parking is prohibited in areas not striped for parking, in aisles, where "No Parking" signs are posted, on ramps, in cross -hatched areas, and in other areas as may be designated by Landlord. Every person is required to park and lock his vehicle. All responsibility for damage to vehicles or persons is assumed by the owner of the vehicle or its driver. 13. Movement of furniture or office supplies and equipment in or out of the Demised Premises, or through the Common Facilities, Shopping Center entrances or lobby, shall be restricted to hours designated by Landlord. All such movement shall be under supervision of Landlord and carried out in the manner agreed between Tenant and Landlord by prearrangement before performance. Such prearrangement will include determination by Landlord of time, method, and routing of movement and limitations imposed by safety or other concerns which may prohibit any article, equipment, or any other item from being brought into the Demised Premises. Tenant assumes, and shall indemnify Landlord against, all risks and claims or damage to persons and properties arising in connection with any said movement. 14. Tenant shall not lay floor covering within the Demised Premises without written approval of Landlord. The use of cement or other adhesive materials not easily removed with water is expressly prohibited. 15. Tenant agrees to cooperate and assist Landlord in the prevention of canvassing, soliciting, and peddling on or in the Shopping Center. 16. If any governmental license or permit shall be required for the proper and lawful conduct of Tenant's business, Tenant before occupying the Demised Premises, shall procure and maintain such license or permit and submit it for the Landlord's inspection. Tenant shall at all times comply with the terms of any such license or permit. 17. Except with the prior written consent of Landlord, Tenant shall not allow the Demised Premises to be used for manufacturing of any kind, or for any business or activity other than that specifically provided for in Tenant's lease. 18. Tenant shall not install any radio or television antenna, loudspeaker, or other device on the exterior walls of the Shopping Center. 19. Tenant shall not use in any space, or in the Common Facilities of the Shopping Center, any hand trucks except those equipped with rubber tires and side guards or such other material handling equipment as Landlord may approve. No other vehicles of any kind shall be brought by Tenant into the Shopping Center or kept in or about the Demised Premises without prior written approval of Landlord. 20. All garbage and refuse shall be kept in an area designated by Landlord and in the kind of container specified by Landlord and shall be placed outside of the Demised Premises daily, prepared for collection in the manner and at the times and places specified by Landlord. If Landlord provides or designates a service for collection of refuse and garbage, Tenant shall use it, at Tenant's expense, provided the cost therefore is competitive with any identical service available to Tenant. No material shall be placed in the Shopping Center trash boxes or receptacles if such material is of such nature that it may not be disposed of in the ordinary and customary manner of removing and disposing of trash and garbage in the city in which the Demised Premises is located without being in violation of any law or ordinance governing such disposal. 21. Tenant shall not permit the use or the operation of any coin operated machines on the Demised Premises, including, without limitation, vending machines, video games, pinball machines, or pay telephones without the prior written consent of Landlord. 22. Landlord shall have the right to prohibit any advertising by any Tenant which in Landlord's opinion tends to impair the reputation of the Shopping Center and the complex in which the Demised Premises are located, or its desirability as a retail location, and upon written notice from Landlord, Tenant shall refiain from or discontinue such advertising. 23. Landlord shall have the right to prohibit any show window displays which in Landlord's opinion are in poor taste or undignified, or will otherwise tend to down-grade the appearance of the Shopping Center, and upon written notice from the Landlord, Tenant shall remove such display. 24. All equipment of any electrical or mechanical nature shall be placed by Tenant in Demised Premises in approved settings to absorb or prevent any vibrations, noise, or annoyance of any kind. 25. Tenant may not install any loudspeaker on the exterior of the Demised Premises. 26. Violations of these rules, or any revisions or additions hereto, by Tenant shall be a default m provided in Tenant's Lease, and shall, at the option of Landlord, be sufficient cause for termination of Tenant's Lease, or allow Landlord to pursue any other remedy available for a default of Tenant under Tenant's Lease, at law or in equity. 27. It is Landlord's desire to maintain in the Shopping Center the highest standard of dignity and good taste consistent with comfort and convenience for Tenants. Any action or condition not meeting this high standard should be reported directly to Landlord. Your cooperation will be mutually beneficial and sincerely appreciated. Landlord reserves the right to make such other and further reasonable rules and regulations as in its judgment may from time to time be necessary, for the safety, care, and cleanliness of the Demised Premises and the Shopping Center and for the preservation of good order therein.