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R-88-1140 - 7/28/1988WHEREAS, the City has previously executed an Office Lease for the City Hall building, and WHEREAS, the City wishes to amend the Office Lease to provide for payment of rent directly to the Trustee (MBank Austin), Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS That the Mayor is hereby authorized and directed to execute on behalf of the City an Amendment and Supplement To Office Lease, a copy of which is attached hereto and incorporated herein for all purposes. RESOLVED this 28th day of July, 1988. ATTEST: 4 11 Jz .j. C28RESLEASE LAND, city Secretary RESOLUTION NO. ////' MIKE ROBINSON, Mayor City of Round Rock, Texas AMENDMENT AND SUPPLEMENT TO OFFICE LEASE This Amendment and Supplement to ice Lease (this "Amendment ") is executed and entered into as of the c 2R p' day of , r 1988, between Round Rock Partners, a Colorado general partnership ( "Landlord ") and City of Round Rock, Texas, a municipal corporation ("Tenant ") as follows: WITNESSETH: WHEREAS, Landlord and Tenant have entered into that certain Office Lease (the "Office Lease ") dated December 12, 1985, as amended, supplemented and partially terminated by that certain Amendment, Supplement, and Partial Termination of Office Lease (the "Supplement ") dated as of August 21, 1987 (the Office Lease, as amended by the Supplement, is hereinafter called "the Lease "), pursuant to which Landlord leased to Tenant and Tenant leased from Landlord certain premises situated in the City of Round Rock, County of Williamson, State of Texas (the "Leased Premises ") and situated upon and including certain real property described on Exhibit A attached to and made a part of the Lease, which Leased Premises are more fully described in the Lease; WHEREAS, the Leased Premises are subject to the liens and security interests created by that certain Deed of Trust, Security Agreement, Assignment of Landlord's Interest in Leases, and Financing Statement dated as of December 15, 1985 (the "Deed of Trust "), executed by Landlord to Peterson Foster, Mortgage Trustee, for the use and benefit of MBank Austin, National Association, Trustee (the "Trustee "), for the benefit of MBank Austin, National Association, as Bondholder, which Deed of Trust Is recorded in Volume 1290, Page 1, Official Records of Williamson County, Texas, in order to secure the payment of the Round Rock Industrial Development Corporation Industrial Development Revenue Bonds (Municipal Complex Project), Series 1985, authorized and issued in the aggregate principal amount of $4,595,000.00 (the "Bonds "); WHEREAS, pursuant to the Lease, the annual Base Rent for the Leased Premises is an amount equal to the payments and installments of principal and interest, as the case may be, due and owing from time to time on the Bonds during the Basic Term and each Renewal Term of the Lease, and Base Rent is due and payable in the same installments and at the same times that payments of principal or interest, as the case may be, are due on and under the Bonds; WHEREAS, all payments made by the Tenant to the Landlord pursuant to the Lease, including, without limitation, payments of Base Rent, have been assigned to the Trustee under the provisions of the Deed of Trust, in order to further secure the payment of the Bonds; WHEREAS, in order to assure the Trustee that the Basic Rent due under the Lease is being paid and such payments are being duly delivered to the Trustee, and in order to assure the Tenant that the payments of Basic Rent due under the Lease are being duly delivered to the Trustee for application to amounts due and owing under the Bonds, the Landlord and Tenant desire to amend and supplement the Lease in order to provide that payments of the Base Rent due under the Lease are to be payable from the Tenant directly to the Trustee; NOW, THEREFORE, for and in consideration of the premises, the mutual covenants and agreements set forth in this Amendment and other good and valuable consideration, the receipt and sufficiency of which is acknowledged by Landlord and Tenant, Landlord and Tenant covenant and agree as follows: 1. Amendment and Inconsistent Terms. The Lease is amended and supplemented by and in accordance with the terms and provisions of this Amendment. Notwithstanding anything in the Lease to the contrary, in the event any conflict or inconsistency exists between the terms and provisions of this Amendment and the terms and provisions of the Lease, the terms and provisions of this Amendment shall in all events govern and control from and after the effective date of this Amendment. Unless the context otherwise provides or requires, any reference in the Lease or this Amendment to the term "Lease" shall mean and refer to the Lease as amended and supplemented by this Amendment. 2. Definitions. Unless the context otherwise provides or requires, words and terms defined in the Lease shall be used In this Amendment as defined in the Lease. 5510000:24:201 1 3. Base Rent. Tenant agrees to pay directly to the Trustee, promptly when due, without notice or demand and without deduction or set -off of any amount for any reason whatsoever, as annual Base Rent for the Leased Premises an amount equal to the payments and installments of principal and interest, as the case may be, due and owing from time to time on the Bonds during the Basic Term and each Renewal Term. Base Rent shall be due and payable in the same installments and at the same times that payments of principal or interest, as the case may be, are due on and under the Bonds, which payments on the Bonds are due on February 1 and August 1 of each year. During the Basic Term, two installments of Base Rent shall be payable, the first of which shall be in the amount of $138,089.11 and shall be payable on February 1, 1988, and the second of which shall be in the amount of $153,239.68 and shall be payable on August 1, 1988. Thereafter, the Base Rent payable during each Renewal Term shall be payable in two installments, the first of which shall be due on February 1 of each such Renewal Term and shall equal the payment of interest and, if applicable, principal due on the Bonds on such date, and the second of which shall be due on August 2 of each such Renewal Term, and shall equal the payment of interest and, if applicable, principal, due on the Bonds on such date. The payment of Base Rent provided in this paragraph 3 shall supersede and replace any payment of either Base Rent or Parking Rent otherwise payable under Section 3.1 of the Office Lease or Paragraph 6 of the Supplement. The payments of Base Rent provided in this paragraph 3 shall be in addition to and not in lieu of any payments due under and provided for in any provisions of the Lease other than Section 3.1 of the Office Lease or paragraph 6 of the Supplement. 4. Execution and Counterparts. This Amendment may be executed in two or more counterparts and by different parties on different counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument once each party to this Amendment has executed at least one counterpart of this Amendment. 5. Ratification. The Lease, as amended and supplemented by this Amendment, shall be and remain in full force and effect as to the Leased Premises designated in paragraph 4 of this Amendment in accordance with the terms and provisions of the Office Lease, as amended and supplemented by this Amendment and shall be and remain a valid and binding obligation of Landlord and Tenant, respectively, in accordance with such terms and provisions. The Lease, as amended and supplemented by this Amendment, is ratified and confirmed by each of Landlord and Tenant. ATTEST: EXECUTED by Landlord and Tenant as of the day and year first above written. LANDLORD: ROUND ROCK PARTNERS 5510000:24:201 By: aul R. Cronk, Managing Partner TENANT: CITY OF ROUND ROCK, TEXAS By: 2 44 4--2-. Mayor DATE: July 26, 1988 SUBJECT: Council Agenda, July 28, 1988 ITEM: 11D. Consider a resolution authorizing the Mayor to execute an amendment and supplement to the Office Lease Contract. STAFF RESOURCE PERSON: Steve Sheets STAFF RECOMMENDATION: ECONOMIC IMPACT: This amendment will allow the City to make lease payments directly to MBank Austin, the bond holder, rather than to Round Rock Partners. Staff recommends approval.