HomeMy WebLinkAbout11764 ORD - 10/31/1973JRR:jkh:9- 25-73, let"
AN ORDINANCE
AUTHORIZING THE CITY MANAGER TO ENTER INTO AN AGREEMENT
OF LEASE WITH THE CORPUS CHRISTI AIRPORT DEVELOPMENT
CORPORATION FOR THE LEASING BY THE SAID CORPUS CHRISTI
AIRPORT DEVELOPMENT CORPORATION OF A 10 -ACRE TRACT OR
PARCEL OF LAND AT THE CORPUS CHRISTI INTERNATIONAL AIRPORT,
ALL AS IS MORE FULLY SET FORTH IN THE AGREEMENT OF LEASE,
AND TO APPROVE SUBLEASE BETWEEN CORPUS CHRISTI AIRPORT
DEVELOPMENT CORPORATION AND P014ER MONOLITHICS, INC., AS
SET FORTH IN THE SUBLEASE, COPY OF WHICH IS ATTACHED
HERETO AND MADE A PART HEREOF; PROVIDING THAT REPEAL OF
ORDINANCES IN CONFLICT HEREWITH SHALL NOT BECOME EFFECTIVE
UNTIL SIXTY DAYS AFTER FINAL PASSAGE OF THIS ORDINANCE;
PROVIDING FOR PUBLICATION.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
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SECTION 1. That the City Manager be, and he is hereby, authorized
to enter into an Agreement of Lease with the Corpus Christi Airport Development
Corporation for the leasing by the said Corpus Christi Airport Development
Corporation of a 10 -acre tract or parcel of land at the Corpus Christi Inter-
national Airport, all as is more fully set forth in the Agreement of Lease,
and to approve Sublease between Corpus Christi Airport Development Corporation
and Power Monolithics, Inc., covering the said 10 -acre tract or parcel of
land, as set forth in the Sublease, copy of which is attached hereto and
made a part hereof.
SECTION 2. That repealer of all ordinances or parts of ordinances
in conflict herewith, and particularly Ordinance No. 11569, approved by the
City Council on July 112 1973, shall not become effective until sixty (60)
days after final passage of this ordinance.
SECTION 3. Publication shall be made in the official publication
of the City of Corpus Christi after each of the three readings, which publica-
tion shall contain the full text of said ordinance.
` 1764
AGREEMENT OF LEASE
THE STATE OF TEXAS X
COUNTY OF NUECES Z
This agreement of lease is made and entered into on the day
and year hereinbelow stated, by and between the City of Corpus Christi, a
home rule city of the State of Texas, situated in Nueces County, Texas,
hereinafter called "Lessor ", and Corpus Christi Airport Development
Corporation, a non - profit corporation with its principal place of
business in Corpus Christi, Texas, hereinafter called "Lessee ",
WITNESSETH:
Lessor does by these presents lease and demise unto Lessee, and
Lessee hereby leases from Lessor, that certain tract of land situated in
the City of Corpus Christi, Nueces County, Texas, specifically described as
follows:
Being a 10 -acre tract of land out of Block 23,
J. C. Russell Farm Blocks as shown by map of
record in Volume 3, page 53, Map Records, Nueces
County, Texas, said 10.0 acre tract of land being
more particularly described by metes and bounds
as follows:
Beginning at a point, the intersection of the east
boundary line of said Block 23, and the new south
right- of-way line of State Highway No. 44, said
point being S. 1 °, 19' 56" E., 240.0 feet from
the original northeast corner of said Block 23;
thence S. 88° 35' 46" W., a distance of 50.0
feet to a point in the proposed west right -of -way
of the International Drive and the east boundary
line of said Block 23, a distance of 660.0 feet to
a point, the southeast corner of the tract herein
described;
Thence S. 88° 35' 46" W., with a line that is
660.0 feet south of and parallel to the south
right -of -way line of said new State Highway No. 44,
a distance of 660.0 feet to a point, the southwest
corner of the tract herein described;
Thence N. 1° 19' 56" W., with a line that is 710.0
feet west of and parallel to the centerline of the
International Drive, a distance of 660.0 feet to
a point in the south right -of -way line of the new
State Highway No. 44, for the northwest corner of the
tract herein described;
Thence N. 88° 35' 46" E. with the south right -of -way
line of the new State Highway No. 44, a distance of
660.0 feet to the point of beginning.
Subject to the easements in favor of Lessor and /or
others shown on Exhibit A, attached hereto and made a
part hereof.
I.
For the purposes of this lease agreement each of the following
words or terms shall have the following meaning, unless a different meaning
clearly appears from the context and manner in which each such word is used,
to -wit:
1. "Agreement of Sublease" - the Sublease Agreement covering
the Leased Premises entered into as of the day of
1973, between the Corpus Christi Airport Development Corporation as Lessee
and Power Monolithics, Inc. as Sublessee;
2. "Bondholder ", "Bondholders" - a bearer or bearers of say of
the Bonds in coupon form or the registered owner or owners of any of the
Bonds in registered form.
3. "Bond ", "Bonds" - the first mortgage revenue bonds issued by
the Lessee pursuant to the terms of the Indenture;
4. "Building" - the building and other improvements to be
acquired and constructed by Lessee on the Leased Land with the proceeds of
the Bonds;
5. "FAA" - Federal Aviation Administration and its successor
agency, or agencies, if any.
6. "Indenture" - the Indenture of Mortgage and Deed of Trust dated
as of
by and between the Lessee and
the Trustee, securing the Bonds;
7. "Leased Land" - the ten (10) acre tract of land hereinabove
described;
8. "Leased Premises" - the Leased Land and Building;
9. 'Outstanding Bonds" - all Bonds thereftofore and thereupon being
authenticated and delivered under the Indenture except (a) Bonds cancelled by
the Trustee at or before said date, or (b) Bonds for the payment or redemption
of which cash, equal to the principal amount or Redemption Price thereof, with
interest to the date of maturity or redemption date, shall be held by the
Trustee or any Paying Agent in trust for such purpose (whether at or prior to
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the maturity or redemption date), provided that if such Bonds are to be re-
deemed, notice of such redemption shall have been given as in Article Four
of the Indenture provided or provision satisfactory to the Trustee shall
have been made for the giving of such notice;
10. "Trustee" - Corpus Christi Bank and Trust.
II.
Lessee agrees to construct with reasonable promptness a building
containing no less than 25,000 square feet on the Leased Land together with
other improvements, which building and improvements (the "Building ") shall
be erected and completed in substantial compliance with the blueprints,
plans and specifications approved by Lessor, which approval shall not be
unreasonably withheld by Lessor.
III.
The Leased Premises shall be used for the purposes of manufacturing,
warehousing, offices, and any other lawful purpose and in accordance with the
Burke Master Plan for City Airport Development (on file in the official
records of the City of Corpus Christi, Texas) and subject to the approval of
the FAA.
IV.
This lease shall be composed of an interim lease term and a principal
lease term. The interim lease term shall commence on the date of this
agreement and shall end twelve (12) months from the date of Bonds initially
issued (herein called "interim rental term "). The principal rental term shall
commence twelve (12) months from the date of the Bonds, and shall be for a
term of twenty (20) years thereafter (hereinafter sometimes called "principal
term "). The rental payable for the interim lease term is $1.00, receipt of
which is acknowledged by Lessor.
During the principal term of this lease, the rental shall be
$1,970.00 per year payable in equal quarterly installments, the first quarterly
payment being due and payable to Lessor on the first day of the month of
the principal term and a like payment being and becoming due and payable on
the first day of every third month thereafter during the principal term of said
lease. Lessor and Lessee recognize and agree that the purchasing power of the
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United States dollar is evidenced by the United States Department of Labor,
Bureau of Labor Statistics, Index of Consumer Prices. In 1979, 1984, and
every five years thereafter, the parties hereto will compare the price index
for said year with the price index for 1974 and the annual rental payments
shall be increased (or decreased) if required by the FAA in the same pro-
portion as said price index has increased (or decreased) with the price index
for 1974.
All rentals for the Leased Premises are payable at City Ball in
Corpus Christi, Nueces County, Texas.
Lessee shall furnish to Lessor a financial report relating to Lessee's
financial condition on a monthly basis during construction of the Building and
semiannually thereafter during the term of this lease.
V.
Lessee shall obtain proposals for the construction of the Building
prior to December 31, 1973, or within thirty (30) days after Lessor approves
the plans for the Building, whichever date is earlier. Lessee shall from time
to time issue its Bonds in such amounts as may be necessary to meet all costs of
constructing the Building (which shall include all costs incidental to the finan-
cing and construction of the Building, including but not limited to, architect's
fees and the fees and costs of the bond attorney) and shall, prior to the award
of the contract therefor, make all arrangements required for such purpose so
that such contractor or contractors may be paid for all work in accordance with
the terms of the contract or contracts. Lessee shall pay the principal and
interest on the Bonds only from revenues derived by Lessee from its sub -lease of
the Leased Premises. When the Building is completed, the Building shall be owned
by Lessor, subject to the terms of this lease.
VI.
The Lessee shall keep the Leased Premises in good condition and
repair during the term of this lease and upon the termination thereof shall
deliver the same to Lessor in good condition, ordinary wear and tear, damage
by fire or other casualty, acts of God, riot and civil commotion, excepted.
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VII.
Lessee may make or permit to be made, such alternations and modifi-
cations of, and additions to, the Leased Premises as Lessee, or its Sublessee,
may deem desirable for the use thereof and may, at Lessee's or its Sublessee's
option and without cost to Lessor, at any time and from time to time do any
one or more of the following:
a. Alter or remodel any building or other improvements on
the Leased Premises, provided the rental value of any building
or improvements so altered or remodeled is not adversely affected
thereby, and /or
b. Construct an addition, or additions thereto, and install any
fixtures, machinery and equipment, provided, that any such con-
struction and installation shall be in accordance with applicable
laws, ordinances, rules and regulations;
c. Demolish and remove from the Leased Premises any building
or improvement which in the judgment of Lessee, or its Sublessee,
has become unfit for use, obsolete, surplus or is no longer
necessary for operations of the Lessee, or its Sublessee, pro-
vided, if the property to be demolished and removed shall nave
an original construction cost, or an allocable purchase cost to
Lessee, in excess of $100,000 (or, in the event that such cost,
when taken together with the original construction cost, or
allocable purchase cost to Lessee, of property previously de-
molished and removed by Lessee, or its Sublessee, for which
Lessee, or its Sublessee, shall not have provided replacements,
shall exceed $100,000) Lessor shall be entitled to condition
its consent to such demolition and removal on the receipt from
Lessee, or its Sublessee, of an undertaking, satisfactory to
Lessor, that Lessee, or its Sublessee, will at its own expense
(or pursuant to arrangements reasonably satisfactory to Lessor)
construct on the Leased Land new improvements to the extent
reasonably necessary to compensate for such loss of rental
value of the Leased Premises as may result from such demolition
and removal. In determining whether there has been a net di-
minution of such value, consideration shall be given to any new
improvements Lessee, or its Sublessee, may have constructed from
time to time on the Leased Premises, in addition to those con-
structed as specific replacements for property demolished and
removed; but in no event shall any demolition or removal of the
Building, as hereinabove defined, whether in one removal or
demolition or a series thereof, amounting at any time to fifty
percent (50%) or more of the permanent, humanly occupiable square
footage of the Building be effected without the approval of Lessor.
d. Construct an additional new building or buildings on the
Leased Premises.
Plans and specifications for the foregoing alterations or modifica-
tions shall be subject to approval of Lessor if such alterations or modifications
involve the demolition or removal of fifty percent (50 %) or more of the permanent,
humanly occupiable square footage of the Building, and such approval shall not
be unreasonably withheld.
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At the expiration or termination of this Lease, Lessee, or its
Sublessee, shall leave the Leased Premises in good condition, allowance
being made for ordinary wear and tear, damage by fire or other casualty,
acts of God, riot and civil commotion, and Lessee, or its Sublessee, shall
not be required to restore the Leased Premises to the condition in which
the Leased Premises were in as of the commencement of the term hereof, it
being agreed that Lessor shall accept the Leased Premises with such alter-
ations, remodeling, additions, or new construction, as may have been made
pursuant to authorization contained in this paragraph. Lessee agrees that
it will not permit or allow any mechanic's, materialmen's, or other liens to
stand against the Leased Premises for work or materials furnished. Lessee,
or its Sublessee, in connection with any such alterations, remodeling,
additions or new construction, it being provided, however, that Lessee, or
its Sublessee, shall have the right to contest the validity of any such lien
or claims, but upon a final determination of the validity thereof, Lessee,
or its Sublessee, shall immediately pay any judgment or decree rendered
against Lessee, or its Sublessee, with all proper costs and charges, and
shall cause any such lien to be released of record without cost to Lessor.
Lessee, or its Sublessee, shall have the right at its own expense to
install such fixtures, machinery and equipment in or about the Leased Premises,
and to post or attach such signs on the interior and exterior thereof, as it
may deem desirable and conformable to law and to FAA regulations. No sign
shall be erected within twenty (20) feet of any public right- of-way and shall
not advertise any off - premises use or purpose. All signs, fixtures (including
lights), machinery, or other equipment which may be installed, placed or
attached in or about the Leased Premises by Lessee, or its Sublessee, shall
remain the property of Lessee, or its Sublessee, and upon the termination of
this lease, Lessee, or its Subleases, shall have the right to remove the same
within a reasonable time after such termination; provided, however, that Lessee,
or its Sublessee, shall at its expense repair or cause to be repaired any damage
caused to the Leased Premises by virtue of the removal thereof.
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Title to all buildings and all permanent improvements annexed to the
realty under the terms of this paragraph VII shall immediately vest in Lessor.
VIII.
The Lessee agrees to pay or cause to be paid when due all lawful
charges for electricity, power, gas, water and any other utilities used by it
upon and in the operation of the Leased Premises.
IX.
Lessee shall pay or cause to be paid all taxes and assessments of
every nature, kind and description lawfully levied against all personalty
situated on the Leased Premises legally classified as personal property. Lessor
shall pay all taxes and assessments of every nature, kind and description law-
fully levied against Lessor's interest in the Leased Premises, and Lessee shall
pay or cause to be paid all taxes and assessments of every nature, kind and
description lawfully levied against Lessee's interest in the Leased Premises.
R.
Lessee shall maintain or cause to be maintained at least the following
insurance coverages insuring the Building:
(a) Fire and extended coverage insurance with vandalism and malicious
mischief endorsements in the amount of 80% of the replacement costs of the
Building.
(b) Flood insurance in an amount equal to the maximum amount available
under the United States Government Federal Insurance Program or any successor
program (if such insurance is available); provided, however, the amount of such
flood insurance shall not be required to exceed the amount of the fire and ex-
tended coverage insurance set forth above in subparagraph (a);
(c) Such other hazard insurance coverages as may be reasonably re-
quired from time to time by Lessor and usually placed on buildings of similar
character in Corpus Christi, Texas.
The insurance coverages set forth in subparagraphs (a), (b) and (c)
above, are hereinafter sometimes collectively called "hazard insurance ".
All such hazard insurance policies shall name Lessor, Lessee and
Lessee's sub - lessee as insureds, as their interests may appear, and shall
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contain a loss payable clause in favor of Trustee for the benefit of the
Bondholders. Lessee shall cause such hazard insurance policies or copies
thereof, to be delivered to Lessor and Trustee.
XI.
If the Building is damaged in an amount in excess of $10,000.00 by any
cause insured against under the hazard insurance policies, the following shall
occur:
(a) Lessee shall have the option either to terminate and cancel
this lease or to restore the Building, as hereinafter provided, and to
continue this lease. Such election shall be made by written notification to
the Lessor within sixty (60) days after the date of such damage. In the
event of cancellation of this lease agreement, then the proceeds from the
hazard insurance policy shall first be paid to Trustee, to the extent of any
Outstanding Bonds and the accrued interest thereon to date of payment, and
the remainder, if any, shall be payable as follows:
(i) to Lessee, if such damage occurs with the first ten (10)
years of the principal term of this lease; or,
(ii) to Lessor, if such damage occurs during the last ten (10)
years of the principal term of this lease; except that,
cancellation of such lease shall be effective as of the date
of such damage and, to the extent of such insurance proceeds,
Lessee shall be entitled to a refund of any rent, or any other
payments, made by Lessee with respect to any period after the
date of such damage, together with interest thereon calculated
at the rate of seven per cent (7%) per annum.
If Lessee elects to cancel this lease and the insurance proceeds are
not sufficient to pay off all the Outstanding Bonds and the accrued interest
thereon to date of payment, then Lessee shall pay the remaining balance due.
In the event this lease is not cancelled as hereinabove provided,
then Lessee shall promptly restore or cause to be restored the Building to the
extent the insurance proceeds will permit, and the title to such restoration
shall vest in Lessor upon completion of the restoration work.
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(b) In the event Lessee elects to restore the Building, all funds
collected from the hazard insurance policies shall be delivered to and used
by Lessee (or the Sublessee) to restore the Building.
(c) In the event the lease is not cancelled, Lessee shall continue
to pay the rental provided for in this lease agreement.
XII.
If Lessee shall violate any of the terms and conditions it has
obligated itself to fulfill and comply with under this contract, Lessor by
notice may advise Lessee that such violation has occurred; and unless Lessee
shall within ninety (90) days after such notification commence and prosecute
with diligence the curing of such violation, Lessor may, after such 90-day
period declare this lease contract ended and may re -enter the Leased Premises,
with or without process of law and expel, move and put out the Lessee and any
other person or persons occupying the same, using such force as it may deem
necessary, and repossess the Leased Premises, without prejudice to its rights
to collect the entire rental due and to become due under the terms of this
lease. The provisions of this paragraph notwithstanding, the rights of the
Lessor set forth in this paragraph shall be subject to the rights of the Trustee
and the Bondholders as set forth in the Indenture.
In addition to the notices to be sent Lessee hereunder, Lessor at
the same time notices are sent to Lessee, shall send copies of such notices
to the Trustee, if there are any Outstanding Bonds, and to the Sublessee of
Lessee, if the Leased Premises have been sub - leased. Such Sublessee and
Trustee, in addition to Lessee, may act to cure any default of Lessee here-
under. No notice of default shall be deemed to have been given to Lessee
unless such notice is also given to Trustee and any Sublessee.
XIII.
All notices required hereunder shall be in writing and deemed to
have been given when sent by registered mail or certified mail as follows:
To Lessee: To Sublessee:
Corpus Christi Airport Power Monolithics, Inc.
Development Corporation 1224 The 600 Building
P. 0. Box 640 Corpus Christi, Texas 78401
Corpus Christi, Texas 78403
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To Lessor: To Guarantor:
City of Corpus Christi, Texas Veeco Instruments, Inc.
c/o City Manager Terminal Drive
P. 0. Box 9277 Plainview, New York 11803
Corpus Christi, Texas 78404
To Trustee:
Corpus Christi Bank and Trust
P. 0. Box 4666
Corpus Christi, Texas 78404
Such addresses may be changed by the parties hereto by notice.
XIV.
Lessee may sub -lease or assign the Leased Premises and the lease-
hold estate created hereby for the remainder of the term of this lease; but,
notwithstanding any such assignment or sub- lease, Lessee shall remain liable
to Lessor for performance of all the terms, conditions and provisions of this
Lease. Any sub -lease or assignment hereof shall conform to the terms of this
lease. Lessee shall promptly notify Lessor of any sub -lease or assignment of
this lease by giving written notice thereto to Lessor.
XV.
Provisions of this lease shall be binding upon and shall inure to
the benefit of the parties hereto and their respective successors and /or assigns.
XVI.
In the event of the commencement, prosecution or consummation during
the term of this lease of any condemnation proceeding, or proceedings in eminent
domain (hereinafter called "condemnation "), covering, touching or affecting all
or any part of the Leased Premises, Lessor and Lessee at their option may pro-
secute their respective claims against the public or private body designated
as the taking authority on account of any such taking or appropriation of the
Leased Premises, or any part thereof, and receive their respective awards as
provided by law.
However, if such proceeds are not used to restore or improve the
Leased Premises, then Lessor shall pay its portion of such proceeds (except as
to that portion allocable to the Leased Land) to Lessee as consideration for
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the diminution of the Leased Premises herein bargained for. If such proceeds
are not used to restore or improve the Leased Premises, then Lessee shall pay
the condemnation proceeds to the Trustee to the extent sufficient in amount
to redeem all Outstanding Bonds.
If there is a taking or a partial taking sufficient to impair the
business operations of Lessee, or its sub - lessee, then Lessee shall have the
option to terminate and cancel this lease; however, such cancellation shall
not be effective unless Lessee pays to Trustee an amount sufficient to redeem
all Outstanding Bonds, after reduction for any condemnation funds paid to
Trustee.
XVII.
The Lessee and any sub - lessee or assignee thereof shall forever save
and hold harmless the Lessor from any and all claims, demands, damages, injuries
and causes of action occasioned by them, their agents, servants or employees
to any person, persons, legal entities, or property, by virtue of the operation
of the business of said Lessee, sub- lessee or assignee on said Leased Premises,
or in connection with the operation of said business, whether on said Leased
Premises or otherwise.
XVIII.
The Lessor does not make any warranty, either express or implied,
as to the actual or designed capacity of the Building; as to the suitability
or operation of the Building for the purposes specified herein; or as to the
condition of the Building or that it will be suitable for Lessee's or Sublessee's
purposes or needs. Lessee releases the Lessor from, and the Lessor shall not
be liable for, and Lessee will hold Lessor harmless against, any loss or damage
to property or any injury to or death of any person that may be occasioned by
any cause whatsoever pertaining to the Leased Premises, or the use thereof; pro-
vided, that the indemnity in this sentence shall be effective only to the extent
of any loss that may be sustained by Lessor in excess of the sums paid for the
benefit of Lessor from any insurance carried with respect to the loss sustained.
XIX.
Lessor hereby waives the statutory Landlord's Lien on any property
of Lessee placed on the Leased Premises.
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XX.
Both parties hereto agree to exert every reasonable effort to have
the Building completed and possession thereof delivered to the Lessee on or
before the day of 197. however,
shall have no pecuniary liability for the construction of said Building.
XXI.
Any rights retained by the Lessor in this agreement shall be and
remain subordinate to the rights of the Bondholders so long as there are
any Outstanding Bonds.
XXII.
Under no circumstances shall Lessor be liable for any bonds or
other obligations issued by Lessee, Sublessee, their successors or assigns.
XXIII.
The Agreement of Sublease provides, "Sublessee shall have the right
to terminate this Sublease at any time by paying to Lessee a sum equal to the
aggregate principal amount of the Outstanding Bonds, plus the interest which
will accrue to the date the Bonds are redeemed in accordance with their terms,
plus the Basic Lease Rental Payments due through the date of said termination ".
In the event the Sublessee exercises the option to terminate the
Agreement of Sublease in accordance with the quoted provision, this Agreement
of Lease shall terminate upon the payment to Lessor of the sums thereby
received by Lessee in satisfaction of the Basic Lease Rental Payments represent-
ing the rental payments due under this Agreement of Lease.
XXIV.
Notwithstanding anything herein contained that may be or appear to be
to the contrary, it is expressly understood and agreed that the rights granted
under this Agreement are non - exclusive and the Lessor herein reserves the right
to grant similar privileges to another operator or other operators on other
parts of the airport.
XXV.
The Lessee, in exercising any of the rights or privileges herein
granted to it shall not on the grounds of race, color or national origin
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discriminate or permit discrimination against any person or group of persons
in any manner prohibited by Part 21 of the Regulations of the Secretary of
Transportation. The Lessor is hereby granted the right to take such action,
anything to the contrary herein notwithstanding, as the United States may
direct to enforce this non - discrimination covenant.
The Lessor reserves unto itself, its successors and assigns, for
the use and benefit of the public, a right of flight for the passage of
aircraft in the airspace above the surface of the Leased Premises together
with the right to cause in said airspace such noise as may be inherent in
the operation of aircraft, now known or hereafter used, for navigation of or
flight in the said airspace, and for use of said airspace for landing on,
taking off from or operating on the airport.
The Lessee expressly agrees for itself, its successors and
assigns, to restrict the height of structures, objects or natural growth
and other obstructions on the Leased Premises to such a height so as to
comply with Federal Aviation Regulations, Part 77, as of the date hereof.
The Lessee expressly agrees for itself, its successors and assigns,
to prevent any use of the Leased Premises which would interfere with or ad-
versely affect the operation or maintenance of the airport, or otherwise
constitute an airport hazard.
IN TESTIMONY WHEREOF, the parties hereto have caused these presents
to be executed on this the day of , 1973.
(Seal) CITY OF CORPUS CHRISTI, LESSOR
ATTEST:
City Secretary R. Marvin Townsend, City. Manager
APPROVED:
day of , 1973:
City Attorney
(Seal) CORPUS CHRISTI AIRPORT DEVELOPMENT
ATTEST: CORPORATION, LESSEE
By
Secretary President
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» -� -73
THE STATE OF TEXAS Z
COUNTY OF NUECES X
AGREEMENT OF SUBLEASE
THIS AGREEMENT OF SUBLEASE, made as of the day of
1973, between Corpus Christi Airport Development Corporation, a corporation duly
organized and existing as a non - profit corporation under and by virtue of the
laws of the State of Texas, with its domicile in Corpus Christi, Texas, (herein-
after referred to as "Lessee "), and Power Monolithics, Inc., a corporation
organized and existing under the laws of the State of Delaware (hereinafter
referred to as "Sublessee ").
W I T N E S S E T R:
WHEREAS, Power Monolithics, Inc., is a subsidiary of Veeco Instruments,
Inc., and by collateral agreement of even date herewith Veeco Instruments, Inc.,
has unconditionally guaranteed the performance by Sublessee of all obligations
assumed by or imposed on the Sublessee by the terms of this Agreement of Sublease
during the term of this sublease; and
WHEREAS, of even date herewith the City of Corpus Christi, Texas, and
Lessee entered into a lease agreement wherein the City leased the below described
premises herein defined as the "Premises "; and
WHEREAS, Lessee will issue its Corpus Christi Airport Development Corpor-
ation First Mortgage Revenue Bonds for the purpose of acquiring, by construction,
buildings and other improvements which shall be a part of and included in the
Premises which are suitable for use by the Sublessee, such Bonds to be secured by
an Indenture of Mortgage and Deed of Trust (hereinafter defined as the "Indenture ")
dated as of , by and between the Lessee and Corpus Christi
Bank and Trust, Corpus Christi, Texas, as Trustee; and
WHEREAS, the Lessee and the Subleases desire that the Lessee construct
certain improvements according to Sublessee's specifications to be a part of and
included in the Premises, to -wit: the manufacturing, warehouse and office build-
ing and related facilities to be acquired and constructed thereon described in the
Architect's Plans and Specifications; and
WHEREAS, the Lessee has agreed to lease the Premises to the Subleases in
accordance with the terms hereof,
Now therefore, in consideration of the mutual agreements and undertakings
herein contained, and subject to the conditions herein set forth, the parties
hereto do hereby covenant with each other as follows:
SECTION 1. DEFINITIONS.
Additional Bonds - one or more series of bonds issued in addition to the
Series 1973 bonds to provide funds for the cost of construction of Additional
Facilities or to complete the construction of the Initial Facilities or any Ad-
ditional Facilities;
Additional Facilities - all additions or betterments or both of every
nature whatsoever to the Building and all properties other than the Building
acquired by the Lessee, by purchase or construction for which a series of Ad-
ditional Bonds is issued pursuant to the Indenture and which are leased to the
Sublessee for use as manufacturing warehouse or office facilities;
Architect's Plans and Specifications - the plans and specifications
prepared by the firm of McCord b Lorenz, architects of Corpus Christi, Texas,
dated , 1973, covering plans of the Initial Facilities
and filed with the Lessor, Lessee, Sublessee and the Trustee;
Basic Lease Rental Payments - the rental payments due under the Lease
during the principal term thereof, in the amount of $1,970.00 annually;
Basic Sublease Rental Payments - the rental payments in addition to
the Basic Lease Rental Payments due under this Agreement of Sublease for the
principal term hereof;
Bond, Bonds - the first mortgage revenue bonds issued by the Lessee
pursuant to the terms of the Indenture;
Bond Date - the date of the Series 1973 Bonds;
Bondholder or Holder or Holders of Bonds, or any similar terms - any
person who shall be a bearer of any outstanding coupon Bond or Bonds or the
registered owner of any outstanding registered Bond or Bonds;
Building - the improvements, including the Initial Facilities, to be
acquired and constructed by Lessee on the leased land with the proceeds of the
Bonds;
Completion Bonds - Additional Bonds issued by the Lessee sufficient in
amount to provide funds to complete the construction of the Initial - Facilities or
any Additional Facilities in the event the proceeds of the Series 1973 Bonds or
any Additional Bonds are insufficient for such purpose;
Consulting Architect - the independent architect or independent archi-
tectural firm at the time employed by the Sublessee, or employed by the Sublessee
as the consultant architect in accordance with the Indenture;
FAA - Federal Aviation Administration and its successor agency or
agencies, if any;
Guarantor - Veeco Instruments, Inc., a corporation organized and
existing under the laws of the State of New York;
Indenture - the Indenture of Mortgage and Deed of Trust dated as of
securing the Bonds; by and between the Lessee and the Trustee,
Initial Facilities - the buildings and other improvements as described
in the Architect's Plans and Specifications to be acquired and constructed with
the proceeds of the Series 1973 Bonds;
Lease - the lease agreement entered into as of the day of
, 1973, between the City of Corpus Christi, Texas, and
the Corpus Christi Airport Development Corporation;
Leased Land - the ten (10) acre tract of land described in Section 2
herein;
Lessee - Corpus Christi Airport Development Corporation;
Lessor - City of Corpus Christi, Texas;
-2-
Outstanding Bonds - all Bonds theretofore and thereupon being authen-
ticated and delivered under the Indenture except (a) Bonds cancelled by the
Trustee at or before said date, or (b) Bonds for the payment or redemption of
which cash, equal to the principal amount or redemption price thereof, with
interest to the date of maturity or redemption date, shall be held by the
Trustee or any Paying Agent in trust for such purpose (whether at or prior to
the maturity or redemption date), provided that if such Bonds are to be re-
deemed, notice of such redemption shall have been given as in the Indenture
provided or provision satisfactory to the Trustee shall have been made for
the giving of such notice;
Premises, Leased Premises - hereinafter described in Section 2;
Series 1973 Bonds - the Series of Bonds to be issued initially pursuant
to the terms of the Indenture and entitled "Corpus Christi Airport Development
Corporation First Mortgage Revenue Bonds, Series 1973" to acquire and construct
the Initial Facilities;
Sublease - this Agreement of Sublease;
Sublessee - Power Monolithics, Inc.;
Trustee - Corpus Christi Bank and Trust, Corpus Christi, Texas.
SECTION 2. DEMISED PREMISES. Lessee does hereby demigg and lease
to Sublessee, and Sublessee does hereby hire and take from Lessee, subject only
to those easements outstanding in favor of the Lessor and /or others as more
particularly described in Exhibit "A" attached hereto, the following described
real property together with the buildings and other improvements to be con-
structed by the Lessee and all rights -of -way, appurtenances and easements
presently appertaining thereto, in the County of Nueces, State of Texas, to -wit:
All that certain lot, tract or parcel of land situated in
Nueces County, Texas, within the Corporate Limits of the
City of Corpus Christi, Texas, being a 10 -acre tract of
land out of Block 23, J. C. Russell Farm Blocks as shown by
map of record in Volume 3, page 53, Map Records, Nueces
County, Texas, said 10.0 acre tract of land being more
particularly described by metes and bounds as follows:
BEGINNING at a point, the intersection of the east boundary
line of said Block 23, and the new south right -of -way line
of State Highway No. 44, said point being S. 1 °, 19' 56" E.,
240.0 feet from the original northeast corner of said Block
23; thence S. 88° 35' 46" W., a distance of 50.0 feet to a
point in the proposed west right -of -way of the International
Drive and the east boundary line of said Block 23, a distance of
660.0 feet to a point, the southeast corner of the tract herein
described;
THENCE S. 88° 35' 46" W., with a line that is 660.0 feet south
of and parallel to the south right -of -way line of said new
State Highway No. 44, a distance of 660.0 feet to a point,
the southwest corner of the tract herein described;
THENCE N. 1° 19' 56" W., with a line that is 710.0 feet west
of and parallel to the centerline of the International Drive,
a distance of 660.0 feet to a point in the south right -of -way
line of the new State Highway No. 44, for the northwest corner
of the tract herein described;
-3-
THENCE N. 88° 35' 46" E. with the south right -of -way line of the
new State Highway No. 44, a distance of 660.0 feet to the POINT
OF BEGINNING;
the said tract of land and improvements thereon being hereinafter collectively
referred to as the "Premises ", or the "Leased Premises ".
SECTION 3. AGREEMENT TO CONSTRUCT.
(a) The Lessee shall construct with reasonable promptness the Initial
Facilities, a building containing no less than 25,000 square feet on the leased
land, together with other improvements, according to the Architect's Plans and
Specifications approved by the Sublessee, Lessor and the FAA.
(b) Should the proceeds from the sale of the Series 1973 Bonds, in the
aggregate principal amount of no less than $1,600,000 be insufficient to complete the
construction of the Initial Facilities, then the Lessee shall from time to time
with the consent of the Sublessee sell Completion Bonds sufficient in amount to
provide funds to complete the construction of the Initial Facilities. The
Completion Bonds may be on a parity with or subordinate to the said Series 1973
Bonds. The Sublessee's Basic Sublease Rental Payments under Section 12 shall be
increased in amounts sufficient to pay the interest on and principal of the
Completion Bonds.
SECTION 4. USE OF THE PRE.^tISES. The Premises shall be used for the
purposes of manufacturing, warehousing, offices, and any other lawful purpose and
in accordance with the Burke Master Plan for City Airport Development (on file in
the official records of the City of Corpus Christi, Texas) and subject to the
approval of the FAA.
SECTION 5. BUILDING STANDARDS. All construction on the Leased Land
shall conform with the requirements of the National Fire Code of the NFPA for
such occupancy and facilities. The Sublessee shall maintain and operate such
facilities and conduct its operations on the Premises in such manner as not to
conflict with the regulations of any Federal, State or Municipal authority
having jurisdiction thereof.
SECTION 6. CONSULTING ARCHITECT. At any time the Sublessee under-
takes construction relative to the Premises whether it be in connection with Ad-
ditional Facilities having a cost in excess of $100,000 or restoration resulting
from physical loss in excess of $100,000, the Sublessee will employ a Consulting
Architect who shall be qualified under the terms of the Indenture and shall perform
the duties of a Consulting Architect prescribed in the Indenture.
SECTION 7. ALTERATIONS AND ADDITIONS.
(a) Sublessee may make or permit to be made, such alterations and
modifications of, and additions to, the Premises as Sublessee may deem desirable
for the use thereof and may, at Sublessee's option and without cost to Lessee,
at any time and from time to time do any one or more of the following:
(1) alter or remodel any building or other improvements on the
Premises, provided the rental value of any building or improvements
so altered or remodeled is not adversely affected thereby, and /or
(2) construct an addition, or additions thereto, and install
any fixtures, machinery and equipment, provided, that any such con-
struction and installation shall be in accordance with applicable
laws, ordinances, rules and regulations;
-4-
(3) demolish and remove from the Premises any building or
improvement which in the judgment of Sublessee has become unfit
for use, obsolete, surplus or is no longer necessary for operations
of the Sublessee, provided, if the property to be demolished and
removed shall have had an original construction cost, or an allo-
cable purchase cost to Lessee, in excess of $100,000 (or, in the
event that such cost, when taken together with the original con-
struction cost, or allocable purchase cost to Lessee, of property
previously demolished an-i removed by Sublessee for which Sublessee
shall not have provided replacements, shall exceed $100,000, Lessee
shall be entitled to condition its consent to such demolition and
removal on the receipt from Sublessee of an undertaking, satisfactory
to Lessee, that Sublessee will at its own expense (or pursuant to
arrangements reasonably satisfactory to Lessee) construct on the
Premises new improvements to the extent reasonably necessary to
compensate for such loss of rental value of the Premises as may
result from such demolition and removal. In determining whether
there has been a net diminution of such value, consideration shall
be given to any new improvements Sublessee may have constructed from
time to time on the Premises, in addition to those constructed as
specific replacements for property demolished and removed; but in
no event shall any demolition or removal of the Building, as here -
inabove defined, whether in one removal or demolition or a series
thereof, amounting at any time to fifty percent (50 %) or more of
the permanent, humanly occupiable square footage of the Building
be effected without the approval of Lessor;
(4) construct an additional new building or buildings on the
Premises.
Plans and specifications for the foregoing alterations or modifications
shall be subject to approval of Lessee and Lessor if such alterations or modifi-
cations involve the demolition or removal of fifty percent (50 %) or more of the
permanent, humanly occupiable square footage of the Building, and such approval
shall not be unreasonably withheld.
(b) At the expiration or termination of this Sublease, Sublessee shall
leave the Premises in good condition, allowance being made for ordinary wear and
tear, damage by fire or other casualty, acts of God, riot and civil commotion,
and Sublessee shall not be required to restore the Leased Premises to the condition
in which the Premises are in as of the commencement of the term hereof, it being
agreed that Lessee shall accept the Premises with such alterations, remodeling,
additions, or new construction, as may have been made pursuant to authorization
contained in this Section. Sublessee agrees that it will not permit any mechanic's,
materialmen's, or other liens to stand against the Premises for work or materials
furnished Sublessee in connection with any such alterations, remodeling, additions
or new construction, it being provided, however, that Sublessee shall have the
right to contest the validity of any such lien or claims, but upon a final determi-
nation of the validity thereof, Sublessee shall immediately pay any judgment or
decree rendered against Sublessee, with all proper costs and charges, and shall
cause any such lien to be released of record without cost to Lessee.
(c) Sublessee shall have the right at its own expense to install such
fixtures, machinery and equipment in or about the Leased Premises, and to post
or attach such signs on the interior and exterior thereof, as it may deem de-
sirable and conformable to law and to FAA regulations. No sign shall be erected
within twenty feet (20') of any public right of way and shall not advertise any
off - premise use or purpose. All signs, fixtures (including lights), machinery,
-5-
or other equipment, which may be installed, placed or attached in or about the
Leased Premises by Sublessee, shall remain the property of Sublessee, and upon
the termination of this lease, Sublessee shall have the right to remove the
same within a reasonable time after such termination; provided, however, that
Sublessee shall at its expense repair or cause to be repaired any damage caused
to the Leased Premises by virtue of the removal thereof.
(d) Title to all buildings and all permanent improvements annexed to
the realty under the terms of this Section 7 shall immediately vest in Lessor.
SECTION 8. MAINTENANCE. The Sublessee will keep the Premises, in-
cluding all buildings and improvements and the appurtenances thereto, in good
repair at its own cost, ordinary wear and tear, damage by fire or other casualty,
acts of God, riot or civil commotion, excepted.
SECTION 9. PRINCIPAL TERM. This Sublease shall be composed of an
interim Sublease term and a principal Sublease term. The interim Sublease term
shall commence on the date of this agreement and shall end twelve (12) months from
the Bond Date (herein called "interim rental term "). The principal rental term
shall commence twelve (12) months from the Bond Date and shall be for a term of
twenty (20) years thereafter (hereinafter sometimes called "principal term "). The
rental payable for the interim Sublease term is $1.00, receipt of which is ac-
knowledged by Lessee.
SECTION 10. BONDS. In order to provide funds for payment of the cost
of acquisition, construction, and installation provided for in Sectijon 3, hereof,
Lessee has, concurrently with the execution of this Sublease, issued and delivered
to the purchasers thereof, the Series 1973 Bonds and Lessee has deposited the pro-
ceeds of said Bonds with the Trustee. All monies received from the sale of the
Bonds and all rentals paid by the Sublessee hereunder shall be applied solely and
exclusively in the manner and for the purposes expressed and specified in the
Lease, the Sublease, the Indenture, and in the Bonds. The Sublessee and the Lessee
realize and understand that the Bonds which will be issued by the Lessee to provide
funds for the acquisition, construction and installation of the Initial Facilities,
will be payable as to principal and interest out of the revenues and rentals and
other amounts received by the Lessee therefrom or in respect thereof, and the Sub-
lessee realizes and understands that purchasers of the Bonds will necessarily make
their purchase in reliance upon the credit and financial condition and history of
the Sublessee and Guarantor. Accordingly, the Sublessee agrees that in the event
a receiver should be appointed by a Court of competent jurisdiction to take charge
of the business or assets of both the Sublessee and Guarantor, or in the event both
the Sublessee and Guarantor are adjudicated bankrupts, whether or not through
voluntary proceedings, and such receivership or bankruptcy proceedings are not dis-
missed within a period of 120 days, or in the event the Sublessee should sell all
or substantially all of its assets (exclusive of the stock or assets of any of the
Sublessee's subsidiaries, if any), all rentals for the entire remaining term of
this lease shall forthwith and automatically become due and payable in cash from
the Sublessee and the Sublessee shall immediately pay the aggregate amount so
payable, provided, however, that this provision shall be inapplicable with respect
to any dissolution and termination of the corporate existence of the Sublessee,
if the same be pursuant to the terms of a sale or merger of all or substantially
all of the assets of the Sublessee to another corporation which other corpor-
ation shall expressly assume all of the obligations of the Sublessee hereunder
-6-
and which other corporation (or such other corporation and its subsidiaries) is
acceptable to Trustee under and in accordance with Trustee's standard loan policies
and procedures at such time. The sale or merger of the Sublessee to another corpo-
ration not meeting the above mentioned criteria will not accelerate all rentals
for the entire remaining Principal Term of this lease if Veeco Instruments, Inc.,
remains obligated with respect to the Sublease as guarantor.
If consolidation, merger or sale or other transfer is made as provided
in this Section, the provisions of this Section shall continue in full force and
effect and no further consolidation, merger or sale or other transfer shall be
made except in compliance with the provisions of this Section.
SECTION 11. UNCONDITIONAL OBLIGATION. The obligation of the Sub-
lessee to pay the rent shall be absolute and unconditional, irrespective of any
rights of set -off, recoupment or counterclaim it might otherwise have against
Lessee. The Sublessee will not suspend or discontinue any such payment for any
cause or terminate this contract of Sublease for any cause. Notwithstanding the
foregoing, the Sublessee may, at its own cost and expense, and in its own name or
in the name of the Lessee, prosecute or defend any action or proceedings or take
any other action against the Lessee, Lessor or any third persons which the Sub-
lessee deems reasonably necessary in order to secure or protect its right of use
and occupancy and other rights hereunder.
SECTION 12. SUBLEASE RENTALS. (a) For and in consideration of Lessee's
performance of its obligations and Sublessee's enjoyment of its rights hereunder,
Sublessee does hereby agree to pay to Lessee:
(i) On or before the day of _ , 197_9
the Basic Lease Rental Payment of $39,400.00 ;
and
(ii) On or before the 1st day of , 197,, and
quarterly thereafter, the Basic Sublease Rental Payment of
as rent for the use and occupancy of the Premises due during the principal term.
Said payments shall be made by checks or drafts payable to the Trustee for Lessee's
credit at Corpus Christi Bank and Trust, Corpus Christi, Texas, as Trustee, to be
applied in accordance with the Indenture.
(b) It is intended that the Basic Sublease Rental Payments shall equal
the interest on and principal of the Bonds issued under the Indenture at any time
outstanding; therefore, it is agreed that the Basic Sublease Rental Payments shall
be amended from time to time to reflect increases in debt service and fund payments
with respect to such Bonds and to reflect decreases in debt service and fund pay-
ments with respect to such Bonds, i.e., the Basic Sublease Rental Payments shall be
increased to accommodate the principal of and interest on Additional Bonds here-
after issued and increases in fund payments hereafter required pursuant to the terms
of the Indenture, and shall be decreased to the extent interest and principal pay-
ments and fund payments are reduced under the Indenture to reflect payment of Bonds
prior to their stated maturities. On the occasion of each event calling for an
alteration of the Basic Sublease Rental Payments, the Sublessee shall file an amended
schedule of Basic Sublease Rental Payments, approved by the Lessee, with the Trustee,
and shall mail such amended schedule of Basic Sublease Rental Payments to the Lessor
and to any Bondholder who should so request in writing. Should there be an error
in calculations upon which the Basic Sublease Rental Payments are based, the Sub-
lessee is not relieved from making payments at least equal to the principal of and
interest on the Bonds and the full amount of the Basic Lease Rental Payments due at
any given time.
-7-
(c) It is acknowledged by Sublessee that the Bonds will be purchased
by investors in reliance upon the unconditional obligation of Sublessee to pay
such Basic Sublease Rental Payments and Basic Lease Rental Payments once the
Bonds are issued and outstanding, and, regardless of any provision of this Sub-
lease, therefore Sublessee shall on the respective dates indicated make payments
to Lessee in the amounts indicated in (a) above until the Bonds have been paid
and retired, and no default under either the Lease or this Sublease by either
Lessor or Lessee shall excuse performance by Sublessee of this obligation.
(d) Sublessee shall have the right to prepay to Lessee all or any
part of the Basic Sublease Rental Payments payable under this Section 12 which
Sublessee may in its sole discretion from time to time desire for the redemption
of the Bonds in accordance with the terms of the Bonds. Lessee, upon receipt of
such prepayment, shall proceed to call, or cause to be called, redeemed and cancelled
the Bonds in accordance with the terms thereof. At any time that Sublessee has
paid to Lessee sums sufficient to redeem all of the Outstanding Bonds together
with such other sums as Subleases may have become obligated to pay to Trustee under
the terms of this Sublease or the Indenture then Sublessee shall have no further
obligation to pay the Basic Sublease Rental Payment during the term of this Sub-
lease.
(e) Sublessee shall in no way be responsible for the application by
Lessee of Basic Sublease Rental Payments, or Basic Lease Rental Payments, nor
shall Sublessee have any responsibility to the holders of the Bonds, directly or
indirectly, except for the making of such rental payments to Lessee-,n accordance
with the terms of this Sublease.
(f) Execution of this Sublease by Sublessee in accordance with a reso-
lution of Sublessee's Board of Directors shall constitute approval of the terms
hereof and acknowledgment by Sublessee of receipt of a certified copy of the
Indenture and shall constitute approval and acceptance of the terms and conditions
of the Indenture and the application provided for therein of rentals to be received
by Lessee and disposition of the proceeds of the Bonds. Lessee, the purchasers of
the Bonds and all other interested parties shall have the right to rely upon a
certified copy of the resolution of the Board of Directors of Sublessee as con-
clusive evidence of the complete, final and only action of Sublessee necessary in
approving the terms and conditions of the Indenture and the Bonds.
SECTION 13. QUALIFICATION IN TEXAS. Subleases warrants that it is and
throughout the term of this Agreement it will continue to be a corporation either
organized under the laws of the State of Texas or duly qualified to do business in
the State of Texas as a foreign corporation, as the case may be.
SECTION 14. COMPLIANCE WITH LAWS. Sublessee agrees that it will at all
times comply with all applicable requirements of the laws of the State of Texas and
with all applicable lawful requirements of any agency, board or commission, created
under the laws of the State of Texas or of any other duly constituted public authority
with respect to the Premises, subject to the right of Sublessee to contest in good
faith any such requirements by appropriate legal proceedings.
SECTION 15. PERMITS OR LICFNSFP. 1 - necessary lot
the proper performance of this Sublease on the part of the Lessee or Sublessee
that any application or applications for any permit or license to do or perform
certain things be made to any governmental or other agency by Sublessee or Lessee,
Sublessee and Lessee each agree to execute promptly upon the request of the other
such application or applications.
-8-
SECTION 16. LESSEE WILL MAINTAIN CORPORATE EXISTENCE AND THE LEASE.
Lessee will at all times maintain its corporate existence and its right to operate
the Premises and will use its best efforts to maintain, preserve and renew all the
rights, powers, privileges and franchises owned by it; and will comply with all
valid acts, rules, regulations, orders and directions of any legislative, executive,
administrative or judicial body applicable to the Premises. The Lessee further
covenants that it will not take any action that would result in the loss of any
exemption from taxes which it presently enjoys or to which it may subsequently
become entitled, nor will the Lessee fail to take any action which would preserve
the exemption from taxes.
SECTION 17. ANNUAL STATEMENT. During the term of this Sublease,
Sublessee agrees to furnish the Trustee a copy of Guarantor's annual report to its
Shareholders. Sublessee also agrees to furnish the Trustee a copy of each of the
financial statements and reports that Guarantor furnishes to its shareholders.
Such financial statements and reports shall be furnished to the Trustee at the
same time as they are furnished to the shareholders.
SECTION 18. UTILITIES; TAXES. Sublessee agrees that it will pay when
due all charges for electricity, water, gas, telephone and other utility services
used by it upon and in the operation of the Premises. Sublessee further agrees
to pay all taxes and assessments of every nature, kind and description lawfully
levied against all the personalty situated on the Premises legally classified as
personal property and Sublessee shall pay or cause to be paid all taxes and assess-
ments of every nature, kind and description lawfully levied upon the leasehold
estate in the Premises or upon any interest of Sublessee assigned under this Sub-
lease provided Sublessee shall not be required to pay any such tax or assessment
if the validity of the same shall be contested in good faith, unless by such action
the title of either the Lessor or Lessee to any part of the Premises shall be
materially endangered or the Premises or any part thereof shall become subject to
loss or forfeiture, in which event such taxes or assessments shall be paid prior
to becoming delinquent. Either Lessor or the Lessee at any time may pay under
protest any such tax or assessment in order to protect the Premises from loss or
forfeiture. In such event, the Sublessee shall promptly refund to the Lessor or
Lessee the amount so paid by it when it shall be finally determined that Sublessee
was liable for such tax or assessment. Such taxes and assessments assessed during
the term but payable in whole or in installments after the termination of this
Sublease shall be adjusted and prorated and Lessee shall pay the prorated share
thereof for the period subsequent to the term, and Subleases shall pay the pro-
rated share thereof for the term of this Sublease.
SECTION 19. LEASE DEFAULTS BY LESSEE. Should the Lessee be in default
of any obligation imposed on Lessee by the Lease, Sublessee shall have the right
to cure said Lease defaults of Lessee to the extent necessary to protect and pre-
serve the rights of Sublessee.
SECTION 20. NON- LIABILITY; INDEMNIFICATION. Neither Lessor nor Lessee
shall be liable to Sublessee or any other person whomsoever, for death or personal
injury, or for loss, damage or destruction of property in, or about the Premises
or any part thereof by or from any cause whatsoever, and Sublessee shall indemnify
and save harmless Lessor and Lessee and their officials, officers, agents and
employees from, and defend the same against, any and all claims, suits, liens,
liability expenses (including reasonable attorney's fees), losses and judgments
arising from death or personal injury, or from the loss, damage or destruction
of property of any person whomsoever resulting from any acts or omissions of
Sublessee, its officers, agents or employees arising out of or by reason of Sub -
lessee's use or occupancy of, or its operations on, the Premises.
-9-
SECTION 21. RIGHTS OF PARTIES CUMULATIVE. Each party agrees that
the rights and remedies under this Sublease shall be cumulative and shall not
exclude any other rights and remedies of either party allowed by law with
respect to any default under this Sublease. Failure of either party to insist
upon the strict performance of any of the covenants and agreements herein set
forth or to exercise any rights or remedies upon default by the other party
hereunder shall not be considered or taken as a waiver or relinquishment for
the future of the right to insist upon and to enforce by appropriate legal
remedy strict compliance by the other party with all of the covenants and
conditions hereof, or of the right to exercise any such rights or remedies,
if such default by the other party be continued or repeated, or of the right
to recover possession of the Premises by reason thereof.
SECTION 22. SUBLETTING AND ASSIGNMENT. Sublessee shall have the
right to assign or transfer this Sublease or to underlease or sublet the whole
or any part of the Premises without the prior written consent of Lessee.
Should Sublessee assign this Sublease it shall nevertheless remain liable to
Lessee for full payment of rent and Sublessee's other obligations under this
Sublease. No further sublease shall relieve Sublessee of its obligation to
pay rentals as provided in Section 12.
SECTION 23. INSURANCE. (a) Sublessee shall maintain or cause to
be maintained at least the following insurance coverages insuring the Building:
(1) Fire and extended coverage insurance with vandalism and malicious
mischief endorsements in the amount of 80% of the replacement costs
of the Building.
(2) Flood insurance in an amount equal to the maximum amount available
under the United States Government Federal Insurance Program or any
successor program (if such insurance is available); provided, however,
the amount of such flood insurance shall not be required to exceed the
amount of the fire and extended coverage insurance set forth above in
subparagraph (1).
(3) Such other hazard insurance coverages as may be reasonably required
from time to time by Lessor and usually placed on buildings of similar
character in Corpus Christi, Texas.
The insurance coverages set forth in subparagraphs (1), (2) and (3)
above, are hereinafter sometimes collectively called "hazard insurance ".
All such hazard insurance policies shall name Lessor, Lessee, and
Sublessee as insureds, as their interests may appear, and shall contain
a loss payable clause in favor of Trustee for the benefit of the Bond-
holders. Sublessee shall cause such hazard insurance policies or copies
thereof, to be delivered to Lessor, Lessee, and Trustee.
(b) If the Building is damaged in an amount in excess of $10,000.00
by any cause insured against under the hazard insurance policies, the following
shall occur:
(1) Sublessee shall have the option either to terminate and
cancel this Sublease or to restore the Building, as hereinafter pro-
vided, and to continue this Sublease. Such election shall be made
by written notification to the Lessee within sixty (60) days after
the date of such damage. In the event of cancellation of this Sub-
lease Agreement, then the proceeds from the hazard insurance policy
shall first be paid to Trustee, to the extent of any Outstanding
Bonds and the accrued interest thereon to date of payment, and the
remainder, if any, shall be payable as follows:
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W to Sublessee, if such damage occurs during the
first ten (10) years of the principal term of
this Sublease; or,
(ii) to Lessee, if such damage occurs during the last
ten (10) years of the principal term of this Sub-
lease; except that, cancellation of such Sublease
shall be effective as of the date of such damage
and, to the extent of such insurance proceeds,
Sublessee shall be entitled to a refund of any
rent, or any other payments, made by Sublessee
with respect to any period after the date of such
damage, together with interest thereon calculated
at the rate of seven percent (7 %) per annum.
If Sublessee elects to cancel this Sublease and the insurance pro-
ceeds are not sufficient to pay off all the Outstanding Bonds and the
accrued interest thereon to date of payment, then Sublessee shall pay
the remaining balance due.
In the event this Sublease is not cancelled as hereinabove provided,
then Sublessee shall promptly restore or cause to be restored the
Building to the extent the insurance proceeds will permit; and the title
to such restoration shall vest in Lessor upon completion of the restora-
tion work.
(2) In the event Sublessee elects to restore the Building, all
funds collected from the hazard insurance policies shall be delivered
to and used by the Sublessee to restore the Building.
(3) In the event the Sublease is not cancelled, Sublessee shall
continue to pay the rental provided for in this Sublease Agreement.
SECTION 24. EMINENT DOMAIN. In the event of the commencement, prose-
cution or consummation during any term of this Sublease of any condemnation pro-
ceedings, or proceedings, in eminent domain (hereinafter called "condemnation "),
covering, touching or affecting all or any part of the Premises, Lessor, Lessee and
Sublessee at their option may prosecute their respective claims against the public
or private body designated as the taking authority on account of any such taking or
appropriation of the Premises, or any part thereof, and receive their respective
awards as provided by law.
However, if such proceeds are not used to restore or improve the Leased
Premises, then Lessee shall pay its portion of such proceeds to Sublessee as con-
sideration for the diminution of the Leased Premises herein bargained for. If
such proceeds are not used to restore or improve the Leased Premises, then Sub-
lessee shall pay the condemnation proceeds to the Trustee to the extent sufficient
in amount to redeem all Outstanding Bonds.
If there is a taking or partial taking sufficient to impair the business
operations of Sublessee, then Sublessee shall have the option to terminate and cancel
this Sublease; however, such cancellation shall not be effective unless Sublessee
pays to Trustee an amount sufficient to redeem all Outstanding Bonds, after reduction
for any condemnation funds paid to Trustee.
-11-
SECTION 25. FORCE MAJEURE. In case by reason of force majeure
either party hereto shall be rendered unable wholly or in part to carry out its
obligations under this Sublease, then except as otherwise expressly provided in
this Sublease, if such party shall give notice and full particulars of such
force majeure in writing to the other party within a reasonable time after
occurrence of the event or cause, the obligations of the party giving such
notice, other than the obligation of the Sublessee to make the rental pay-
ments required herein, so far as they are affected by such force majeure, shall
be suspended during the continuance of the inability then claimed which shall
include a reasonable time for the removal of the effect thereof, but for no
longer period, and such party shall endeavor to remove or overcome such inability
with all reasonable dispatch. The term "force majeure," as employed herein,
shall mean acts of God, strikes, lockouts or other industrial disturbances,
acts of the public enemy, orders of any kind of the Government of the United
States or the State of Texas or any civil or military authority, insurrections,
riots, restraining of government and people, epidemics, landslides, lightning,
earthquakes, fires, hurricanes, storms, floods, washouts, droughts, arrests,
civil disturbances, explosions, breakage or accidents to machinery, transmission
pipes or canals, partial or entire failure of utilities, shortages of labor,
material, supplies or transportation, or any other cause not reasonably within
the control of the party claiming such inability. It is understood and agreed
that the settlement of existing or impending strikes, lockouts or other industrial
disturbances shall be entirely within the discretion of the party having the
difficulty and that the above requirements that any force majeure shall be
remedied with all reasonable dispatch shall be deemed to be fulfilled even
though such existing or impending strikes, lockouts, and other industrial dis-
turbances may not be settled and could have been settled by acceding to the
demands of the opposing person or persons.
SECTION 26. EVENTS OF DEFAULT; REMEDIES. (a) Sublessee shall be
deemed to be in default under this Sublease only if one or more of the following
events shall occur:
W The Sublessee shall (1) fail to make any of the Basic Sub-
lease Rental Payments before the close of the calendar month
in which it is due or within twenty (20) days after notice
to the Sublessee by the Lessee or the Trustee that such is
overdue, whichever occurs first, or (2) fail to make any Basic
Lease Rental Payments and such failure shall continue for thirty
(30) days after notice to the Sublessee by the Lessee or the
Trustee that it is overdue.
(ii) The Sublessee shall fail to maintain or procure insurance and
to file copies of policies or certificates with reference thereto
with the Lessor, Lessee, and Trustee in accordance with the re-
quirements of this Sublease, and such failure shall not be
remedied within twenty (20) days after notice to the Sublessee
by the Lessee or the Trustee that such insurance has not been
procured or is not being maintained as required by this Sublease
or is about to be terminated, cancelled, or modified in a manner
not permitted by this Sublease.
-12-
(iii) The Sublessee shall fail to observe or perform any other
covenant, condition, agreement, or provision hereof and
such failure shall not be remedied within ninety (90)
days after notice thereof to the Sublessee by the Lessee
or the Trustee, or if such failure cannot reasonably be
remedied within ninety (90) days after such notice, then
if the Sublessee does not commence to remedy the same within
such ninety (90) day period and diligently continue to do so.
(iv) The Sublessee and Guarantor shall file voluntary petitions
in bankruptcy or shall admit in writing their inability to
pay their debts as they shall mature, or shall make assign-
ments for the benefit of creditors, or shall apply for,
consent to or acquiesce in the appointment of a trustee or
receiver for the Sublessee and the Guarantor.
(v) A trustee or receiver shall have been appointed for the Sub-
lessee and Guarantor or for substantially all of their pro-
perty without their consent or acquiescence and shall not be
discharged within 120 days after such appointment, excluding
any period in which such appointment shall be stayed upon
appeal or otherwise.
(vi) 120 days shall have expired after the entry by a court of
competent jurisdiction of an order adjudicating the Sub-
lessee and Guarantor bankrupt or insolvent or approving a
petition seeking reorganization, readjustment, arrangement,
composition, or other similar relief as to the Sublessee and
the Guarantor under the Federal bankruptcy laws or any similar
law for the relief of debtors, but such period of sixty days
shall not include any period during which such order shall be
stayed upon appeal or otherwise.
(b) In case Sublessee shall be in default, Lessee may declare said
term ended, and may re -enter upon the Premises either with or without process of
law, and remove all persons therefrom. Sublessee expressly agrees that the
exercise by Lessee of the right of re -entry shall not be a bar to or prejudice in
any way any other legal remedies available to Lessee.
(c) If Lessee shall so re- enter, Lessee may repair and alter the Premises
In such manner as to Lessee may seem necessary or advisable, and /or let or relet
the Premises or any parts thereof for the whole or any part of the remainder of
the term herein originally leased or for a longer period, in Sublessee's name, or
as the agent of Sublessee, and out of any rent so collected or received Lessee
shall; first, pay to itself the cost and expense of retaking, repossessing, re-
pairing and /or altering the Subleased premises, and the cost and expense of remov-
ing all persons and property therefrom; second, pay to itself the cost and expense
sustained in securing any new tenants, and if Lessee shall maintain and operate
the Premises the cost and expense of operating and maintaining the Premises; and,
third, pay to itself any balance remaining on account of the liability of Sub-
lessee to Lessee for the sum equal to all rent reserved herein and unpaid by Sub-
lessee for the remainder of the Principal Term hereof. Any entry or re -entry by
Lessee, whether had or taken under summary proceedings or otherwise, shall not
absolve or discharge Sublessee from liability hereunder.
-13-
(d) Should any rent so collected by Lessee after the aforementioned
payments be insufficient fully to pay to Lessee a sum equal to all such rent
reserved herein, the balance or deficiency shall be paid by Sublessee on the
rent days herein specified, that is, upon each of such rent days Subleases shall
pay to Lessee the amount of the deficiency then existing; and Sublessee shall
be and remain liable for any such deficiency, and the right of Lessee to recover
from Sublessee the amount thereof, or a sum equal to all such rent reserved herein,
if there shall be no reletting, shall survive the issuance of any dispossessory
warrant or other cancellation or termination hereof, and Sublessee hereby expressly
waives any defense that might be predicated upon the issuance of such dispossesory
warranty or other cancellation or termination hereof.
(e) Suit or suits for the recovery of such deficiency or damages, or
for a sum equal to any delinquent installment or installments of Basic Sublease
Rental Payments, or Basic Lease Rental Payments may be brought by Lessee, from
time to time at Lessee's election, and nothing herein contained shall be deemed
to require Lessee to await the date whereon this Sublease or the term hereof
would have expired had there been no such default by Subleases or no such can-
cellation or termination.
SECTION 27. NO WARRANTY OF CONDITION OR SUITABILITY. The Lessee does
not make any warranty, either express or implied, as to the actual or designed
capacity of the Building; as to the suitability or operation of the Building for
the purposes specified herein; or as to the condition of the Building�or that it
will be suitable for Sublessee's purposes or needs. Sublessee releases the Lessee
from, and the Lessee shall not be liable for, and Sublessee will hold Lessee
harmless against, any loss or damage to property or any injury to or death of
any person that may be occasioned by any cause whatsoever pertaining to the Premises,
or the use thereof; provided, that the indemnity in this sentence shall be effective
only to the extent of any loss that may be sustained by Lessee in excess of the
sums paid for the benefit of Lessee from any insurance carried with respect to the
loss sustained.
SECTION 28. LESSEE'S DUTY TO RELET ON TERMINATION BY SUBLESSEE. If
the right of the Sublessee to the use, occupancy and possession of the Premises
shall be terminated in any way, the Lessee will use its best efforts to relet said
Premises or any part thereof for the account and benefit of the Sublessee for such
rental terms to such persons, firms or corporations and for such period or periods
as may be fixed and determined by the Lessee but the Lessee shall not unreasonably
refuse to accept or receive any suitable occupant or tenant offered by the Sub-
lessee. The Lessee shall not otherwise be required to do any act whatsoever or
exercise any diligence whatsoever to mitigate the damages to the Lessee, and if
a sufficient sum shall not be received from any reletting to satisfy the rental
payments hereby agreed to be made by the Subleases, after paying the expenses of
reletting and collection, then the Sublessee hereby agrees to pay and satisfy any
such deficiency, if, as and when the same exists; provided, however, any excess
rentals from any such reletting shall be credited to any rental due or to become
due by the Sublessee.
SECTION 29. OPTION TO TERMINATE BY SUBLESSEE. Sublessee shall have
the right to terminate this Sublease at any time by paying to Lessee a sum equal
to the aggregate principal amount of the Outstanding Bonds, plus the interest which
will accrue to the date the Bonds are redeemed in accordance with their terms, plus
the Basic Lease Rental Payments due through the date of said termination.
-14-
•
•
SECTION 30. NOTICES.. All notices required hereunder shall be deemed
to have been served if sent by registered mail as follows:
To Lessee: To Sublessee:
Corpus Christi Airport Development IDwer Monolithics, Inc.
Corporation 1224 The 600 Building
P. 0. Box 640 Corpus Christi, Texas 78401
Corpus Christi, Texas 78403
To Lessor: To Guarantor:
City of Corpus Christi, Texas Veeco Instruments, Inc.
c/o City Manager Terminal Drive
P. 0. Box 9277 Plainview, New York 11803
Corpus Christi, Texas 78404
To Trustee:
Corpus Christi Bank and Trust
P. 0. Box 4666
Corpus Christi, Texas 78408
Such addresses may be changed by the parties hereto by notice.
SECTION 31. CAPITAL EXPENDITURE LIMITATIONS.
(a) It is understood that the Bonds are being issued by the Lessee under
the capital expenditure limitations prescribed in Section 103(c)- (6)(D) and (E) of
the Internal Revenue Code of 1954, as amended, and that in order for the interest
paid on the Bonds to be excludable from gross income of the recipients thereof for
Federal income tax purposes, the Sublessee must and shall comply with such capital
expenditure limitations. Further, in the event of a determination by a District
Director of Internal Revenue (or by an officer succeeding to the duties of a
District Director) that interest on the Bonds is includable in the gross income
of the recipient thereof for Federal income tax purposes because the capital ex-
penditure limitations were not complied with, the rental payments required to be
made during the term of this Sublease pursuant to the requirements herein established
shall be accelerated and shall be due and be paid by the Sublessee to the Lessee
within 30 days after such determination; provided that the Sublessee shall not be
required to pay as accelerated rental a total amount exceeding the aggregate principal
amount of the Bonds Outstanding, accrued interest thereon to date of redemption of
the Bonds, the costs necessary and incidental to the exercising of any prepayment
options, other than premiums, for prepayment and any other expenses incurred by the
Lessee due to such redemption less all sums at the time in the Funds established
by the Indenture. The Lessee will receive or cause to be received the monies thus
paid by the Sublessee and deposit same or cause same to be deposited in said Funds.
The Lessee further agrees to then call or cause to be called all the Bonds Out-
standing for redemption prior to scheduled maturities at the earliest time permitted
by, and in accordance with, the Indenture.
(b) At such time as all of the Bonds together with the interest thereon
to date of redemption and premium due thereon in accordance with the Indenture are
paid in full, in accordance with this Section and the corresponding provisions of
the Indenture, no further Basic Sublease Rental Payments shall be made by the
Sublessee pursuant to Section 12. All other terms of this Sublease shall remain
in full force and effect.
-15-
(c) In the event of any such determination by a District Director
of Internal Revenue or such successor officer, the Sublessee's obligation to
pay the accelerated rental may be postponed for a period of three months
following receipt of written notice of such determination, during which time
the Sublessee shall have the right, to the extent permitted by law, to contest
such determination and in the event such determination is reversed or with-
drawn within such three month period, the Sublessee shall be relieved of its
obligation to pay the accelerated rental.
SECTION 32. MISCELLANEOUS.
(a) Sublessee will comply with all laws, ordinances, orders, rules,
regulations and requirements of all governmental authorities having jurisdiction
of the Premises. Sublessee may contest the validity of any such laws, ordinances,
orders, rules, regulations and requirements but shall indemnify and hold Lessee
harmless against the consequences of any violation thereof by Sublessee.
(b) Sublessee will cooperate with Lessee in the performance of Lessee's
covenants under the Indenture, and shall perform the duties and obligations of
the Sublessee and of the Lessee thereunder to the extent requested by the Lessee
or required by the terms of the Indenture.
(c) Lessee hereby waives all liens, including the statutory landlord's
lien on any property of Sublessee placed on the Premises.
(d) With respect to any proceeds payable to Lessee under the Lease
because of condemnation or insurance recoveries under the Lease, such sums shall
be payable to Sublessee, notwithstanding any contrary provisions of this Sublease.
(e) The rights of the parties hereto shall be subordinate to the rights
of the parties to the Indenture, and this Sublease shall in no way diminish or
reduce the rights of the Bondholders as provided in the Indenture or the security
thereby afforded.
(f) No remedy herein conferred upon or reserved to Lessee or to Sublessee
is intended to be exclusive of any other remedy herein or by law provided, but each
shall be cumulative and shall be in addition to every other remedy given hereunder
or now or hereafter existing at law or in equity or by statute.
(g) If any section, subsection, paragraph, sentence, clause or other pro-
vision of this Sublease shall be held invalid, the invalidity thereof shall not
affect the other provisions of this Sublease.
(h) The Sublessee, in exercising any of the rights or privileges herein
granted to it shall not on the grounds of race, color or national origin discriminate
or permit discrimination against any person or group of persons in any manner pro-
hibited by Part 21 of the Regulations of the Secretary of Transportation. The
Lessor and Lessee are hereby granted the right to take such action, anything to the
contrary herein notwithstanding, as the United States may direct to enforce this
non - discrimination covenant.
(i) The Sublessee expressly agrees for itself, its successors and
assigns, to restrict the height of structures, objects or natural growth and other
obstructions on the Leased Premises to such a height so as to comply with Federal
Aviation Regulations, Part 77, as of the date hereof.
-16-
Q) The Sublessee expressly agrees for itself, its successors and
assigns, to prevent any use of the Leased Premises which would interfere with
or adversely affect the operation or maintenance of the airport, or otherwise
constitute an airport hazard.
(k) The covenants and agreements herein contained shall bind, apply
to and inure to the benefit of the parties hereto, and to their respective
successors, assigns and legal representatives.
(1) Except as otherwise provided in this Sublease or in the Indenture,
subsequent to the initial issuance of Bonds and prior to payment of the Bonds
in full (or provision for the payment thereof having been made in accordance
with the provisions of the Indenture), this Sublease may not be effectively
amended, changed, modified, altered or terminated without the prior written
consent of the Trustee.
(m) This Sublease may be executed in several counterparts, each of
which shall be regarded as an original and all of which shall constitute but one
and the same Sublease.
(n) The captions or headings in this Sublease are for convenience only
and in no way define, limit or describe the scope or intent of any provisions
or sections of this Sublease.
IN WITNESS WHEREOF, Corpus Christi Airport Development Corporation and
Power Monolithics, Inc., have caused these presents to be executed by its proper
officers thereunto duly authorized on the day and in the year first above written.
ATTEST:
ATTEST:
Secretary
Secretary
CORPUS CHRISTI AIRPORT DEVELOPMENT
CORPORATION, LESSEE
By
John W. Crutchfield, President of
Corpus Christi Airport Development
Corporation
POWER MONOLITHICS, INC., SUBLESSEE
By
-17-
THE STATE OF TEXAS X
COUNTY OF NUECES
BEFORE ME, the undersigned authority, on this day personally appeared
JOHN W. CRUTCHFIELD, known to me to be the person whose name is subscribed to
the foregoing instrument as President of Corpus Christi Airport Development
Corporation, a corporation, and acknowledged to me that he executed the same
for the purposes and consideration therein expressed, in the capacity stated,
and as the act and deed of said corporation.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this the day of
1973.
Notary Public in and for Nueces
County, Texas
My Commission Expires: June 1, 1975
THE STATE OF TEXAS X
COUNTY OF NUECES X
BEFORE ME, the undersigned authority, on this day personally appeared
, known to me to be the person whose name
is subscribed to the foregoing instrument as President of Power Monolithics,
Inc., a corporation, and acknowledged to me that he executed the same for the
purposes and consideration therein expressed, in the capacity stated, and as the
act and deed of said corporation.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this the day of
1973.
Notary Public in and for Nueces
County, Texas
My Commission Expires: June 1, 1975
-18-
is
That the foregoing ordinance was read for th first time and passed
to its second reading on this the —9/, __� day of 19 %.� , by the
following vote: If
Jason Luby
James T. Acuff ear
Rev. Harold T. Branch
Thomas V. Gonzales
Ricardo Gonzalez
Gabe Lozano, Sr.
J. Howard Stark
That the foregoing ordinance was read 2the second time and passed
to its third reading on this the •• -may of �� t _,i 19 73 . by the
following vote:
Jason Luby
,Tames T. Acuff
Rev. Harold T. Branch
Thomas V. Gonzales
Ricardo Gonzales
Gabe Lozano, Sr.
J. Howard Stark
That the foregoing ordinance w_ ap ;ead for the time and ingavo
finally on this the .3 -2Y- day of 19 b the following vote:
Jason Luby
James T. Acuff /
Rev. Harold T. Branch
Thomas V. Gonzales
Ricardo Gonzales /
Gabe Lozano, Sr.
J. Howard Stark
PASSED AND APPROVED, this the S1--t7-d9 of /0& ti/. 19 %f .
ATTEST:
/ e
Citll yyJJSecretary
APPROVED:
„f DAY OF444— 19
City AJatorney
MAYO
THE CITY OF CORPUS CHRTSIeT0,PTEXAS
10^31'73
MOTION
Amend the ordinance granting a 20 -year lease to the Corpus Christi
Airport Development Corporation, read on the first two of three readings on
September 26, 1973 and on October 3, 19739 by amending the Agreement of
Lease and Agreement of Sublease contained in said ordinance as follows:
1. In the Agreement of Lease, the description on the first
page, in the second and fourth calls, change reference from "Airport Entrance
Road" to "International Drive ".
2. in the Agreement of Sublease, on page 2, the sixth paragraph,
delete the last two words, "without coupons ".
3. On page 3 of the Agreement of Sublease, in Section 2 DEMISED
PREMISES, change reference from "Airport Entrance Road" to "International
Drive" in the second and fourth calls.
4. On page 4 of the Agreement of Sublease, in Section 3
AGREEMENT TO CONSTRUCT, subsection (b), the second line, before the figure
'$1,600,000" add the following: "no less than ".
5. On page 6 of the Agreement of Sublease, in Section 10 BONDS,
the fourth complete sentence, delete the following: in line 20, delete
the word "both" following the word "event" and before the words "the Sublessee ";
delete the words "and Guarantor" following the words "the Sublessee ";
in line 21, delete the word "their" following the words "substantially all
of" and before the word "assets" and in lieu thereof add the word 'fits";
in line 24, delete the words "and Guarantor" following the word "Sublessee ";
delete the word "both" following the word "and" and before the words
"Sublessee "; delete the words "and Guarantor" following the word "Sublessee
and before the word "shall ", the said sentence to hereafter read as follows:
"Accordingly, the Sublessee agrees that in the event a receiver
should be appointed by a Court of competent jurisdiction to take charge
of the business or assets of both the Sublessee and Guarantor, or in the
event both the Sublessee and Guarantor are adjudicated bankrupts, whether
or not through voluntary proceedings, and such receivership or bankruptcy
proceedings are not dismissed within a period of 120 days, or in the event
the Sublessee should sell all or substantially all of its assets (exclusive
of the stock or assets of any of the Sublessee's subsidiaries, if any), all
rentals for the entire remaining term of this lease shall forthwith and
automatically become due and payable in cash from the Sublessee and the
Sublessee shall immediately pay the aggregate amount so payable, provided,
however, that this provision shall be inapplicable with respect to any
dissolution and termination of the corporate existence of the Sublessee,
if the same be pursuant to the terms of a sale or merger of all or sub-
stantially all of the assets of the Sublessee to another corporation which
other corporation shall expressly assume all of the obligations of the Sub-
lessee hereunder and which other corporation (or such other corporation
and its subsidiaries) is acceptable to Trustee under and in accordance with
Trustee's standard loan policies and procedures at such time."
6. On page 7 of the Agreement of Sublease, in Section 12 SUBLEASE
RENTALS, item (i) under (a), delete the item as presently written and in
lieu thereof substitute the following:
"(i) On or before the day of , 197 ,
the Basic Lease Rental Payment of $39,400.00;
and"
7. On page 8 of the Agreement of Sublease, in subsection (d),
delete the entire last line following the word "Sublease."
8. On page 90 Section 17 of the Agreement of Sublease, substitute
the word "Sublessee" for "Guarantor" at the beginning of the second line
and as the beginning word of the second sentence beginning on line three.
moved and
seconded the Motion to so amend the ordinance. Unanimously approved by the
City Council.
'A
STATE OF TEXAS,
County of Nueces.
PUBLISHER'S AFFIDAVIT
f 1,2 e Y'
Before me, the undersigned, a Notary Public, this day personally came ......._..__............_....
........ . ......... — who being first duly sworn, according to law, says that he is the
. .... ..... .............. of the Corpus Christi Caller and The Corpus Christi Times,
Daily Newspapers published at Corpus Christi, Texas, in said County and State, and that the publication of
Legal Notice—An ordinance authoriziag, the ci _manq_rer
to enter into an
agreement to lease..
qf which the annexed is a true Copy, was published in __-Tj Tnp..q
on the 1st day
Hov. g.
$ 1223.88 ',A
Richard D. Hardin, Class. Adv. Mgr.
Subscribed and sworn to before me this ....... 9th d 19
Louise Vick -1� 1-1
Public, Nueees County, Texas
BE R ORDAINED BY TIRE CITY
COUNCIL OF THE CITY OF CORPUS
CHRISTI,TERA.S:
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na tnoa hero d afterenm d every
roads, gild old dear torn 1In Vw
terkd- aoifmt Latmr'S Mmnal In
Lead Pr I. be end Lassa x" ter
1r'CMI -'m a Wd an din one
evmvrtmde derery rotted, ame and
daerldmn t restr IaO ne aeand
Lefen'f (Nano In fhb Leesea
R.
Leases than maM4M m saw le be
maldalnw at least Ma }elbwln
Insurance- wrernes Ibwrtn the
Bundleco
(a) 'Flo end ascended ceverege
In.urmee with vandalism and
m.vclan 0 a t. endmtem .1 1
aa��11�npp�tamlt he
the CIO 141 .1 no rmacamenl
101 Fill he ba.I . an — at
.dual le HM meelmum .—.at
,available ruder de Udtrds States
6ereremanl Federal InfWanee
Rats �atsun 4 ar�llaaal bra eft
Ipr w amaml d mN nmd
b+sma� aron u,b -M rtauYed m
ar
e s —7 adla- e
fire
c) such eM
pmwanua
<lrmepu as ar be reWroar
reeYaed Iran time te tlrne by Lahr
ter ,err 1. Cerwa fhrletl,
Ym bmvetea opro et set fmM m
1Vnaravrap0's le), In an Icrebore,
an anemeRlr ..'dell -k twectlWy
utlm^nlandi —u ".
An such den a InwrMCe policies
6M11 latre Laid. Leave and Lnfee'a
Vb•tessnt as lneureds, their
interests mar end Aran canals
e tan -.. slabs. m /avm d Tyson
W w benefit d tm 7landheldan.
Leases WII Can!
cap4s wr aYCh pe.ard
0aaance pe1kW er
bed W road m Lasser aM- TNStee.
U w BWWIIM Is damaged In an
tempo M eama d slo=Lm br am
. —..d Imortd h61ae¢e aaaMSt tleder- w
eN adkte., w Idlewlap
Mdl¢cm:- -
arty. anon be..
1e Cancel rtes
the .vat the W. 11 nd
Lash shall eadM W to Per
L arevided for M this s team
.- race`. -Leeia .;W';6 Wb -leeiq ei
adds. dead Sun /oravet f.m .hit
Vd harnttea Ue Lessor horn arY.lid.
1 enlauds diAt 'InWrler
rd 6ausn d eNOn'ottasimt2a'ar.
tram, ,tmlr .goof., wrrenTY "d1'
p�etua. tlrtlr or00em • �nan 0 the
amaumdOr idnee'
Id Lesrta
P�It �e'.an �IwLeaa�apdae
roared ti1MeVaMaa, suneRhar, dh
Steda,nld Premisnx,atMMltet : -,:
I— hue, !a1M tp! inmmoir,
LkdW Y Lien an an .OW" d
laaesptaeeegn ge Leawd I+iamius ;
Bdll porUes'larlm'1tirrN ie' nett
evmv renaeete aN?d' lo' bleb W
Bu1111n mmple/d'ero DPfaaSter
=0d, llydd ia-the Larne roes oe
acr d—�: fq-a
Lefaor hewavar. fhsll have'np
d� �m�ln Por Ina eembue0arl
7f%t.
-anr r4hU+emlmdbr Ule Lessm�lb
En egreerred sMll,m,eM -reaAM
6ueerAlnl! lo. tan... therm d tae„
eramlaaers se law p logy. ue am
Outilaldap BOroA -. -
XRH.
'� ro Clleamftence: flan CeyspI
m 1 aWt fm mY
1ponds r etraC
�ydlgn� •Suhlaasee(
x7dwlltDMrolnO- anrlhMp RercUl
can4ned that mer be m appca11 tuba.
n In ,coatrerg if h eameght%
uaderRood sad .mead wl tie t are
teals. natur d AmaaelmF are
ranaitlmin -fro w.Le.im rordp
rptaraa w rigor te' meth almllpr
uvWneves le eumvlar emralar m chef:
urenbafanpthmparmdw alrplrL:..
W TESTIMONY' *HEREOP: Ilse
earlbs romm .pare catU®ae
enaclard m sc bs eacdae on this
—. —. »�..
CITYOPCORPU5CNRISTI. LE0.SOR
W.611 - utr 6ece1a4
ATTESTf -
' R�Menlnrorwn4 UlY 11t�anapef
APPRovEw
— darol- -.lmac ,
Cllr Atlmnwr - -
TT
AE
ATTEST:
Seerean
CORPUS CHRISTI AIRVORY
:DEVELOPMENT
CORPORATION. LESSEE
er
PnS10an1
T.S.bl. —:
Ibwmabm'WIVI Ie6
tltrTlefOO BUnahlp
taroaaChr4U, Teaaf 7pW7
7olamr:
Cl�dCmaRCbrlaV.Tmf
P= chriJ
C> unread r: TOmsR(mf
Ta faOrabmr:
reflpa0i'm W nmti+.lm.
Me Wined as I
lLiAL
do
re m
I',th haseereedro
loam The PrOinbes o tic Subes;ee In '
b[cOrdancBMth ttre� a nelege,
NOw tlerel 8,nnuiEmal[dld the 1.
',n Waal eGRemen end uMenaklaes
'emu cmldn.IL Wblacl to IN
[ante IS Wren 1dXUU Inn, each
hemro ds taws: vemnd, win ¢Ban
atNrsf011aws: � -
SECTIpN1.DEF ITIONS.
Amu" Bak - She Or - ore
'=01 boots IBM In addition lO The
&rbs IgTJ bards retitle IBnds !Pf
th cos d IestrY�imn 1
m Addltime
Fadlllles.:ar t� omPlele a
maMrtlm dth IINWI Fazllltles or
0 VUUaI FFxB11iH� -an edBnten,
Parma" - the
or HGeMrm Nelpen d
mI .= any
I.WwHesta r ear of em"
or Bond. or rP- maehts.
lllt[— to be
by Leiser an
Praeedsd Me
Ad°nWht@ schl nds to caplP1, Initial Hesln cob event
e fh 8e .913BaMSm
1 BalIlkIe bmMllelat
ne1icNitcl � Ihe-
10 Corers Christ).
INd or tan T
AgtM In trust
or any Paw'
m _h ourwA
6TdeUwrV n p<
nwsn. ire 3Wfa1.
to tic meturllr ar
Ind that 11 eacn
Bali me to be
Such 116Bmniga
anted. Wlice of
11 hero been at-
as In me lade
pmrslm aatafac
urn p,ovlded or
m the U.'IES
Ilw =r �
fm Oec1111' d
wxh er
:: Twrmisei, ^'.IL
d Pr°ml,eg
. ban&~de3m
- $wNa
I.S.MV,
tic smtas d
BMdembe
niHaI pungA ID
�Caam Clabill
rse Ie61N
rpgrt Develormnanedt
MOrtto seas and
matrucs Owl
Sualmse
Facllltn:
Agreement d
sMw1!11
DAeae,
Submee-
ATTEST;
the Sublessee, after paYnc the
axPears of teem' and collection,
T'IeISI BeNt and
'act DI "flat d
u!cosy. TO.,.,
nits d the CRY
rexas Mind
it d Black 33, J.
Its es saps. 8v
3, beat 53,
Leuniv, Texas.
land being more
I by amts and
V411- - With
'd the
a distance °0
POINT' OF
-wmah
ncollectivU4
15s ". m. mg
EMENT 70
d tae Sublessce fen
sufficient in amount
Is .ro complets the
he bdtet- Facllltes '
Goods maT N on e
fit °TAa Sualessee e
act to the awroval of
s,' BUJ L0.1 O NG
dl Con`StNetl Ih
1811 eRtprm wl!CZ
the Natlmal.Flre.Code
Such a[cupanCY' and
ible63aB Shall melMatn
l laclllves had conduct
I
the Premises In such
to onflict. With -'the
uw Federal, $into or
r(ty Wrlag lurlsdletion
e. CONSULTING
At env lime 11ba
,risk. Iamtrumlm
e eswnmherlfbeln
Additional Facilities
excess d fI00,000 m
tie frDryaOnYFlcal loss '.
,Ow, the Sublessee will
WIMP lhate 1 who
lender meter sot the
lell Perform the dutln
mhltecrproscrlNt In
ALTERATIONS AND
1eY make of nand IP
ch Iterations and
arm Mdltlmu m, rh
iublesaw mar dam
use thmar elm may. -
!I- witleuf cost to
to S m / oiw.lane
SAO fe - -ol tN
masse Man sec hew
,cements. Mall exceed
Mall be [tied to
an Ito Manclammnnon
M'tN Tepelm.Jam
Of:aa .=rl ek log.
I Lessee, that Subessee
ow nor ter mrsuant to
asenabir satisfacbmw
astrpct a IN P-1- .Tanis to the .extent
eassm to comporsale
d Intel ve'ce 1 tle
maV -1 fall Such
end removal. In
rlerter there bs.bea 9
Iron' of such 61ue,
Mall N vlwn I oar urew
1 Sublessee y haw
Intime io time m tic
a0ditlop to those
s scecblc and- --ved;
ISh lined and removed;
Ishall nY damollUSA m.
13Wlailw,ashmmmlgw
her n orre removal r
Pr e les thereof.
em
it to lift, percent
.1 the °
A.. sma foalnge d '.
be'oneced without the
s m,
uCl n etltlillanal hew'.
1 the
§ m imreuf. H
re Mail accent
n situations.
w been rttad.
n contahred In
eorees that It
echamc'a
,I- m send
fm wink Pr
Subl'be . In
ch dtard mT
aeshall hawtie rlahl at
sB ro Inssll such fl.fors,
Id testament in or about
r IML and to Wet m
drum on the I.Mriarand
red, as N mm ' -dam
Imroambetgmwandro
Imes. No shall be
,11renN feet (3P) m nr
d v a shall rot
v err nd -ammin rme �m
flow. runes fhKlum'
be hstded.e faced mr
N Irmtallad laced
"Ids TIUe mall 91al.6 and all
termemd Immovammrla Gained -to
IN _11Y teller the terms of this
S,eum -3 ant Immediately vest n
I-., -
SECTION 0. MAINTENANCE.. The
Subissee will keep US, PmmftM
Including l al ba Hd[g4S end
Inwereaw nn ®e the a=uBfanncaa
Oxeero, In gcod reW Ir al Rs wen con,
ardineT, weer had lem. darream fire
chef eeSmltY�acls M GO, rid :m
In mdm To
s, will tie oaYame as to
a ntersl our: M the
a rentals and other
Ived by the -Linsee
a the
'th
Of tin Bonds will
ke their Purchase In .
IN crodl ore 11-1.1
hie., d Ure Sublessor
r. Accordingly, IN
es_ that In the event a
ml- ..'a
e
Wild 11 111 °6hoo d °egu °al w°wbt
SeM1911Y ell ef Id edam (exdu-
Sw mite Sack or essBm d e -Y
d the SubI.S9eB'I Suba ns, 1, d anv).'.
ell renid9 for the entlreremalmng term
d this lease Shall forthwith are
aumnsill"nv become -due nd oer-
.we le cash from tie Sublessee
ad the S.W. Men ImmedidelY
Pm the eperesete emaunl So "wbe.
all rental, for the
rlMimi Term d this -
InstrumeMS, Inc..
with respect to the
.R z"TALSN sal pare end SUBLEASE
'calSrleretmn d Lesee'f cecfarmene
:d Ifb oblJgeliens end Sublatsae'a
mlarmml d Its teem Nm.".
Srol'essa nob hereby abres to Day to
^O) O°9)-. the Where the Leaf° Rental .. Of
Pavareitd 539,IOOAO; aed"
OeL �/eQ to take am action which
would Prse/ve 'me eempllon from
tax s
SECTION 13. ANNUAL
STATEMENT. Ouring the term of this
Soblene, Subletwe agrees ro furnish
tin lr 5Me a epY m -nn"
pann al Wrl to Its Shmehbiden.
MmI035'ef also amBe9 to "a"" the
TndTa a copy of Been of the financial
statements and report, that Guarantpr
furnishes to 116 shareholders. Such
finmrtial SIMI 13 end coverts snail
W f_,SW to fh Trustee at the same
ame s they an furnished to the
51 -Mlo"'
SECTION 1B. UTILITIES: TAXES. It saw, when
dlra' aI0 1 0chams from a rIcily,, water,
oei falseness and ether dllitr services
used evil uem and In the ommtIm d
IN eaamsas. Sublessee further aoreas
W par dl hexes and assessments d -
' aserY rare, kind and description
lawlullr lev,le° egelnat II the
lasaamlh Stueted an the Promises
hall, clesdlla as cefsonai Property
ad Sun. shall Dar or cause to be
Paid all Mora and -S- IS d every
has kind and - descridion lawfully
levied mm ire °.e.anld estate me
Promises uPm Y Imeresl of
Sublessee as]IDred under th'a Subleasa
mew ded Sublessor snail not be
requires m ter sue taz e
®me11 ur Ow Mad te tie rams
shell t,9 C action n t M coed from, unless -
by ., ecilm the 0, d either the Parl
Premise m sl shot 710 be r materially ll
no Prorated and
su �e� ni at toathe
ahall Par the
fm the term at
hSE DEFAULTS
in. Labe be In
9110- Imakased a
Sublessee still
are. bid' Lase
S to IN extant
and more - the
ON- LIABILITY;
. Nellhm Lessor
ode cook reaanm sum us
clmancY d, m IU ocere Ions m, the
Prenalluess
SECTION RIOHTS PARTIES
CUMULATIVE. Each m notes reel
re.evPeYEIBWwpm lMObllanm to mY
rentalasmovided n Sector 1T.
Subessea shell melt to maceusetobe 1-1 the
In urance ° cawraces In urllim. the
Exilic':
(1) Fire ere extended coverage
Insurance with e"alism and
malicious mischief endorsements In the
empunt d e0 pct. d the roolacement
-hde. Bu kit ".
(2) Fired Imur Ia .a mount
aq the maximum
GIlable ow IN United States
ov now Federal Insurance any prourem suchsucn lrnurnm c e nval°� 11 Provided,
Ixaaver, the 1 of Such flood
banana Sums ° t be mime to
exceeD. the -amaml a Itie fire and
Salmon -.a isurncP set from
ebmelnluboarsmaPh (1).
(3) Such afar - hazard Insurance
conareee8 a, rra, be r raebly
moulret Icon a- to time Or Lessor
ad usually dated on Wildir as el
Shallar character In comes Cb'WI, '
Texas
The imumne everacea set forth In
wbmreraons (t). (21 and 13) above,
are herelaoi -.itme. I011acllvelY
raled "Nuard L -mice ".
All wch he rd Insurance Policies
Sell name Lessor, Lessee, and
Sulues¢e M Insured!, as their Interests
me, -1 end shall Intel. a Ms,
In eneni .1 Mire Bonanae rot
Subleswe' she lI cause wch hazard
insurance Policies a cell thered, to
be delivered to Lasser, Lessee, end
Trull..
(b) If the Bulidi' Is damaged In M
anrxpd M excess of 5e,0e.110 br anv
room¢ 1 against under the heard
hmeaoce polet- the Nilowlne shell
N) Sell- shall how - . wk.
either to terminal. ad -.l this
SUWM W to restore the Building, as
nemeHmr Provided, and to continue
of env amL or am
ode b, Sublessee
erladafterthe dale
,a- With Interest
I the rate of Seven
be to cancel this
o M, off C`1 law a d me a rued
ape of "'rant,
MY the mmainf'
(3) In IN men IN Sublease Is nd
canceled, Sublessee shall catlnue to
"r to nlel Pr Ida for in this
Sublease Param.,
SECTION TI, EMINENT DOMAI N.
In IN -M of the tom , a,emggnl.
Drsecdle MtMwmmelloncdurl'
nr farm d this SublaSl of anv
condemnation Proceedings,
rmeedine, In emlmnt domain
Oxneflnefter called ttaalthlg arealfadl'nN our
sin oars d the Premises, Lessor,
Laws and Sublessor'.? Ihelr action
coma PresCCYIe their respMlve claims
abeisl the Public Or Prlvate body
desN"kd s me }eking authority on
account d anv such taking Or
aPP,amI"lal d IN Premises, , any
earl Iherel, and rocelrn that,
'aso'cUw awards es.roveed br la W.
Hownw,, H Such Proceeds am act
`arinmra" W Lea3eaYreml_' Ifien
SWksa Shall "Y the condemnation
Proeedi to the Trustee to the extend
Sdttlent In amount to redeem all
....1l' Bmde.
If them h a takl' or partial taking
sufficient to Impair the business
evenstons d Subleases, than Sublessee
Shah haw the action to to mineta and
rd1A.1 this Sublease; hewa'a'. Such
W� roSutblenesse, oars Ito T effective can
ONSarImIIg NBonds. after reduction for
P
SEC
SECTION R EVENTS 11
Sub FAULT: REMEDIES. (e)
Subleases shell be domed to it Ie
Ud'u11 under th is Sublease vent I/ once
a more of tie rollorl' events loan
(1)
c
(O The $uN Bas shell (N Zell to
make any d tee r Basle Sublease Renter
Plendar Nlom the -doe d the
within l month n which a Is due ar
within bwmpes flaw days after ndl[e or
e
the Sublessee law ebo the L er tic
T°ccu°s first such OlO fel/to mek whichever -1
Bask Lease RaM' P.vm . Me eacn
fallum shall collwa for thirty (30)
tars after ro11a come Sublessor m the
team erne Tamtee Ihr II Is overdue:
(III or p In...a.. fall to
file eNe, d Polkas a, certificates
with rder.nce tamdo with the Lessor,
Lessee, and Trustee In accordance with
the readrements d cols Sublease, and
uo failure snan net be ramedled
Wndn twenty (2D) Pars after notice m
IN Sublessee b, IN Lab. m the
Trustee that sued Msurn[e has rd
been urocure0 .r Is et tilling
min as racm red bv' this
Sublease or Is about to be terminated.
Uvaelled, or
modified In a manner not
cermltmtl OY mllsublaM.
(111) The Sulussee Mel' loll to
Obsmw m cenorm BM Omer -mums,
condHlM, emeameni, or Provlslon
W.0 x10 auto allure Mall not be
my Fled serum nlerely Ise) mw '"ar
poll® morel be 1. Sublsae b, the
sold relachatilV be remledied lwithin
Nrety (911) des after such notice, Inch
H IN Sublessee does not commme. to
re atlY the Same within Such ninety
(90) dot Period and diligently continue
todaso.
fir) The Suble6sor ale Gmranter
shall lie va'unfarY mIIIW,s In
hvnxmdcv m shell admit 9n writing
thdr Insbllllw he my their debts as trey
Shell mature, hall make
w shallntsIre ma Uen curict to o.
bmseen ePpth fal consent to m
MS, re the mfor the ant d e,
1ndtha m recelvm rot Ihce $ublesfea
w1(S) A trust. m.
(vl A Irsmta fo receiver Mal' have
Ixen eppdmed for The sublessee are
Shen be In
e
said term
upon Ile
tram ¢recess
all Serena
eo IY M des
a f Ire rigor
a Mr to m -
rOmer Ie"I
mmr a
$vNe , and SubesVre'e a18a .
sse'
Oast, "Y to Itself I
ef missing, rem
aaddhe Cost Oe
_ ad ve cast ma e
dse ,Moto i
-,a ON mosto °r Seblsa9 Ire IN
remainder of the Princlael Term
Memel. Amemry m rennl vbr Lessee,
*.the, had or taken under Su mmary
a0.5nmowwla diha I
scrge Sublessee t-
oaWlilw Wremeer.
(m should my rat So collected m
Lessee ter the aforementioned
Paynenmea 1Nd1ICeat fully to MY to
lase, a -equal to all Such 'Pl
rved her.la, IN balnce Or
.I- "I be old by "W"'a M
IN rend dots hereln Sa elfled, that Is,
uixn each at soh rent Wars
rs Subleas
Mall MY ta Leic the amount of the
dellcNaKV teal exisU'; and Sublessee
shall M and remain liable far env such
,
defthent Sad the right d La6xr to
aetover from Seal.- the manual
flared, Pr m wen -1 to tell wen rem
reIved here-, If there shall be no
letll', shall -ve tic In-. d
CmmxAItalian ovate Inetlam ie.aeofda..dd -
Sube®.e haeb, ex-MY walve s any
dofame tml might W Predicated use°
me Iss - d Such dtrposs-
nnY other 'ehtia or
@mO. I'a named'
(e) Suit o sells for the recovery d
Pads d"ki"r or damags, m rot a
I.. to any delinquent
uevismaent Pr installments d Basic
Swlase Rental PaymnU, m Basic
Lease Rental Parmenl! m Y W
broushl by Lessee, Imam Ism. to lime al
Lessee's eecum, am nothing heron
contained WWII be deemed to reuim -.
I- m Swat the MW whereen the -
Sub,._ or Ih lam hared would have
a a,me h.it there ban W such default
b, Sublessee or m Such cancelwi. m
ermnndkv,
SECTION V. NO WARRANTY OF
CONDITION OR SUITABILITY. The
Les9eC dean Wt make my warren,,
Itwr earBss or Imelled, to the
actual dsl0md mpecltvr of IN
Bulldln.; a to IN Is leblBlY
omraton of the Bullel' fm the
--I fled herein; or as le IN
dnditm of the Building Pr that It will
be suitable for Sublessoe's PurpP6e! Or
d d& Sul esse. Mless Use Lessee
fro-, and IN Lasses Shall not h liable
fa, aid Subessa will held Lesse
ha lets Mast. any rob or damage
W Prmerh or any IMury to Or death d
ar pel5I that may he mceslaed br
IlSeenenceshall
IS exl nl of env
ned by Lessee In
d rot IN Nm01
..., carried
ordained.
SE'S DUTY TO
IINATION BY
SUBLESSEE. II the right d tie
(m The ceDUDns m headings In tl
5UW_ ro Ile use, oecumnm and
Possess. d me Premises shat m•
Subeass am for conwnlance only a
n ro weY d@itW. limit m describe t
imnNauakd In am, waY, the Les6or will
use 11, best efforts m =1 said
6awB m linens d any PrerlSon.
gct1 ,,Me ad an.
Prerat- Or my Pall thereof for the
e.
account and beMli of The Sublessee he.
IN WITNESS' WHEREOF, Coro
Chr., AlrPorl Developme
suh rental terms to .0 persona,
Bins ar coamedroro a' for wen
Carperetlal one Pmmr - Mmeilthit
"`I hews caused M- PrmeMs fo
Pored e, PerlOd! s may be fixed and
detamhed Ise the Lassen but the
executed by Its prom? office
DHa1m duty a dl-bed all the di
Ua Sell mtlmre- of, rat w5e to
ecreirl o-hat env w'abe occupant
end mile year firsteNw WII1fa0.
CORPUS CHRISTI AIRPOR
ar temnd Offered tar the Sublessne. The
Lease 0e11 PoI PTW_IM h repWred
OEYELOPMEh
CORPORATION. LESSE
m do sin act NhtWever m as -
Y calls- wmmecever be mWoods
BY
John W. Crutchfield. Pralki nt
me damages to the Lessen, and II a
.6111deal sum shall nd be received
Corpar7u1sd Alroml Dew loome
C.-alh
tram em mletlng to setlely the rental
"ypmnds hereby Scram to be mad° tar
ATTEST;
the Sublessee, after paYnc the
axPears of teem' and collection,
Secrou"
POWER MONOLITHIC S• INC
ten IN Sbl- hereby py
U
said asbsly en such call 11, as
UBLESSE
and when the same exist,; coo it
no__, saw excess arum! ham any
pTTEST:
call releDlrq Shall be credited to aa,
awbj die or m be- due by ties
SRmtarY
S.N-.
THESTATE FTEXAS
SECTION 79. OPTION TIO
TERMINATE BY SUBLESSEE.
COUNTYOFNUECES
BEFORE
BEFORE ME. the unaer6eN
Sublessee Susll how IN right to
Mnrdahse this Sub at Snvli he
. en Inls ter Pere "11
Bp m JOHN W. CRUTCHPIELI
to
mri' m Lessee a Sum asel ro.tN
mhic'ml t d the
Ve
knonsl m me m N me person whet
Suhscrsee to tm fineoM
Oxgreet¢
esiadl' Bonds, plus Inmred
which will scree to the date Bats
innnaa cot Pr¢S0en1 d Cma
Christi Afr Dort Devel.Pmer
ree a:deerned In accordance with their
COrmrallm, cafavratlM, as
err_ d. the Basic Lease Reeler
Peynent, it . Mason the dam of Sold
ecknny4Upgg to me mat he .[acne
the shane ter IM purposes an
trmmasllen.
- SECTION 30. NOTICES. All'tl,
consideration therein expressed, In m
rmsdly staled. and oa the het ad des
ruQ,IW hereunder Mall to deemed to
have ban served H ant by registered
d.al/cerDOrdlm.
GIVEN UNDER MY HAND ANI
mall sfdlowl:
SEALOFOFFICEthIsthe-daYu
To Lessee:
-, Tom
CRP_ Christ Atrporl Devel."..l
NOWY Public n not Neece
carwave,
P.O.sax
Camp. Text
MY Con°nlslan Expires: June 1. 19)
r
CorPS Christi, Tex¢ a 3BIN
ToSublmm:
THESTATEOFTEXAS
COUNTYOFNUECES
ITr.mMamIIWc, IhC.
- BEFORE ME, the understtPe
04The6030W1dnp
Cram ClulMl. Taxes 38101
authPrltr, on this esY cerSanall
apcearld-, known to me to b
To Ur :
th.- Wars a male h su)scnbe° 1
the heed- In9hument n -
CllyaCorosChrHU,Texs
(3tvmmmI
President of Power MOnalithlC11, Ire"
mlporstlm. and acknowledged no m
P.O.6Ox91W
Co WSChnatl,Texe nal
:mat W executed the same rte th
wr°oses and comeeration " 11
To Gumadm:
oxpresMa In the ca °Mity stated, ea
• as teaetanddeeddbi°amporalron.
VreW lnatrumenN.inc.
Terminal Drive
GIVEN UNDER MY HAM 011.2
i SEALOFOFFICE this tN -teYq
Pelnwew, Newrok - 803
^t9n.
To Traaw.
Notary Pubte l6 and for Nuses
_Carom Chrlal Bank and Trusl
P.O. lickew
C- Christ Taxes7lum
Count, Ten
wCommislan ESPINS; June 1,19)
Such addresses -1 be ch'ed by the
That tic feed' ordinance we
make flOmto by nelice.
SECTION 31. CAPITAL
more In the Rrst time and Sabha ev lq It
1 ¢'Owd reedky a then Uw 36 d a
EXPENDITURE LIMITATIONS.
(a) It a uwdt tocd man Me Bad.
SapL tgTJ. Mtwrolfaxd'vat�;
Jsm Lubv an
siba' Issued m tic Lsilas under
re pilaf actudnure Ilmltatlons
� sfm-ola0T..1Brmeb a h,
- axesedbed n SectlaIM(c)- (6)(Dland
(E) of the Internal Revenue Code 01
Thomas V. Ganralee ey
RkygpGmralat or
1950, s amended, and that In order for
IN interest mid an the Sense m be
"_
C_ Leame, Sr, en
J.HOwardsmrk an
excludable from cross Income d-0e
tauIPlerns Oareol rot Federal Income
That Ilse weaning mgmaeo we
tad for tie smarm Ilme and passed u
purposes, rare Sublessee must end
shall ply With Such capital
Its tdra reetlng M this the 3rd day I
OCeam,19Mb, BR following v Me:
emeltlllurs llmltallms. Further.ln tae
event d e derermisallon tar a Disi'let
„egpn LUM a,
JBna6T,Aceff eY
Director d Internal Reveres lm bV an
.Officer s -eMing ID The duties of a
Rm.Harold T.Branch aw
TThmaasV� lei
District Direct.) that Inlmast on the
Bads is Includable In the pros income
=
er
CeW L-., Sr, eY
d the redolent thereof for
Income tax Purmss because the
J, Howard Mark' ov
That tae temporal ordnance we
capRel Owelditue limitations wem
apt conwlhd win, the rental Payments
tad far IN third Ole and passe
Brolly an th1s.U1 31 it. Y d Oclob.r
rcmllred to be made during the farm d
this sublease Pursuant to the
mandrenents W.I. aMabTW d Shall
/4ilbYthefollewift wta
Jason L�yysby a1
JanmrA'euff a1
be accelerated and shall be due and N
d br the Sublessee to the Lessee
Rev, psa Wo T. Branch en
Themes V. GOn ns s a1
within 30 days alter such
determination; Provided that the
Ga��
j�rp, y: abeam
Su,,_ shall net be required to "y
A HowardStAr
s accelerated mnel a total amour'
oxceding the . ,.N1' PrlNlpel
AND APPROVED, cob Ilr
31PASS OCmber, PPP
VM
t d the Bores Outstanding.
accrued Interest INreem to item d
ATTEST:
.gT.RS KN'
,edearea. n tic Bend,. III' cast.
_
Oily Secretary
necessary d Inceenta to "'
®erd51' d any Pro "Ymatt m1l.,
ter Than armmlums, ter Pmmware.;
-m-4-2
� ..
MI 9Y .- wen -.11 with BII
laws, ordinances, orders, ter,
governmental authorities rauthorities dhavle
hn'®dldim d IN Premises. Sublessor
nwy sorbed the -[]olh d anv wch
Iew3, ordlnances, orders, rule,,
revellers and mculmmene but shall
lad nuefr and hem Lassa harms!!
mint' the consequences Off
aY
vids'n i110ref by Bublebee.
(b) Sublaaee will ewnerel' with
I., in the eaft- rtce of Lessee's
Co"W" under the inde lure, and
Sell Perform the the end obligation!
d IN Sulueshe and d the Lesud
Raw -Iler to the .4.1 macested or
the Llmee ar redulred by the terms of
one Indenture.
(U Lessee hereby wolves all lam,
aldrea' IN statusrr landlord's pen
an saw -,IV d SubleBee Placed M
the Prc asm
(d) With reseact to env Proceeds
Pa-loo to LeSSee miler the Lease
Wcance at IQnd mn'tlm or Insurance
recapr1. Diner Use Lase, such sums
shall be 01B an, M<onlrarY
prwL.Iosdm'suWeaa.
tai TN renN of tin PoNIe. Nrem
Mall be subordinate m the riprts of tic
Snles m the Indenture, end this
ublease shill In W WIV diminish m
reduce IN rights of the Bondholders as
Prmided In IN Indenlum or Ve
IHly Oer,"dimmed.
O No romeoY Mmia C.1 me uden
ar inn tled to ee a;cl °1mi IOOS, em°ss°Bdne,
named, herein or by Mw mmided, but
Saco shall N amulauw no shall he Ia
admt on m awry dam mIm eve given
hereudm or row or hereafter ed.11'
aI ¢war Inevdry or b, statute.
(0) If any section, - subsection,
Parereoh, sentence, cI- m atha,
Prevsken d this Sublease shall be mid
end the nrelleit, thereof !hall amt
Blfecl tic Other PMVISIMS of this
tth)
sD
m) The subls$e, m exercising nr
d 1 11 phM Drlvll's Nreln
race, to II, ONtMIN aI origd
race, tar Or nor NOndl ore'o
dmcrtminete or cermll discrimination
n Tmulp m sT oMn he d or l blLt aeSted e sta om w Sbe y a c omvref at Pta n Lmra 9y SsO1 s la vd ls l
ar nte IN the to Iary
sum sawn, aYfnl' ro the contras
Slates pelrrltl direct 1 as tic United
Sees me' direct to Infarc. Ws
8x11) The Send Sea exom .
In The Sublsea6 axomblr eyes
far risen, its wccesiPrS end esslos. la
(k) The ...ad, and ereemeMs
treln contained shat bind, MI, to
end Inure to the benefit d the Parties
hereto, and 10 their r.,Mcti,n
successors, assi.n. and least
remaSmMthTa
(n Excet s aUwrwlm Provided In
this Sublease m In the Indaturer of
Bach and or la D11 Y .1 W the
Bads in fell (or mavlstan Ire tic
Pairmal thereof havao been made In
accordance with IN omvlsI= of IN
Indent -). this Sublease -, .1 he
efectively amended, changed,
mGfied, stared or terminated wIthmd
the Prmrwritten consent of the Tmstm
(ml This SubleaSB mar N executed
In amoral cdlMBrmn1 each Of which
still be resented as an original and all
dwhich Milli croslltuM but mw and the
sameSVWese, _
TO: G(�Qt_ ��_ ,t(`J �f( FROM:
1' ✓�J /� r Y
SUBJECT: DATE* �/� o ✓
MESSAGE:
Originator - Do Not write Below This Line 7 signed
To REPLY - Write reply, snap out carbon, retain white cqpy for your files and send pink py to iginato .
F
r
deft: to ®tion signed date
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