Exhibit 10.11
CITYPLEX TOWERS LEASE AGREEMENT
THIS LEASE AGREEMENT (the "Lease") is made and entered into on this the
27th day of January, 2005, between Oral Roberts University, an Oklahoma
corporation ("Landlord") and ENGlobal Engineering, Inc., a Texas corporation
("Tenant" ).
WITNESSETH:
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1. Definitions.
(a) "Project" shall mean the real property described in Exhibit "A"
attached hereto and made a part hereof and the improvements constructed thereon.
(b) "Building" shall mean the CityPlex Towers Building, located on the
real property described in Exhibit "A" attached hereto and made a part hereof
which has a street address of 2408, 2448 and 2488 E. 81st Street, Tulsa,
Oklahoma 74137.
(c) "Premises" shall mean the suite of offices outlined on the floor
plan attached to this Lease as Exhibits "B", "B-l, B-2, B-3 and B-4, attached
hereto and made a part hereof which has a street address of 2448 E. 81st St.,
Suite 3300, Tulsa, Oklahoma, 74137. The Premises are stipulated for all purposes
to contain approximately 50,631 square feet of "Net Rentable Area" (as hereafter
defined). The Premises are located in the Building.
(d) "Base Rental" shall mean the sum of $491,120.70 per annum as
adjusted under Paragraph 29 hereof. The Base Rental due for the first month of
the Lease Term (as hereafter defined) has been deposited with Landlord by Tenant
contemporaneously with the execution hereof.
(e) "Commencement Date" shall mean September 1, 2005, except as such
date may be delayed pursuant to the provisions of Paragraph 3(c) hereof.
(f) "Lease Term" shall mean the term commencing on the Commencement
Date and continuing until 29 months after the first day of the first full month
following the Commencement Date.
(g) "Security Deposit" shall mean the sum of $22,300.00. The security
deposit has been deposited with Landlord by Tenant contemporaneously with the
execution hereof.
(h) "Building Common Areas" shall mean those areas devoted to lobbies
and entryways.
(i) "Common Areas" shall mean the Building Common Areas and corridors,
elevator foyers, restrooms, mechanical rooms, janitorial closets, electrical and
telephone closets, vending areas and other similar facilities provided for the
common use or benefit of tenants generally and/or the public.
(j) "Single Floor Common Areas" shall mean that part of the Common
Areas located on a designated floor.
(k) "Service Areas" shall mean those areas within the outside walls of
the Building used for elevator mechanical rooms, building stairs, fire towers,
elevator shafts, flues, vents, stacks, pipe shafts and vertical ducts (but shall
not include any such areas for the exclusive use of a particular Tenant).
(1) "Net Rentable Area" of one floor of the Building shall mean the
gross area within the inside surface of the outer glass or other material
comprising the exterior walls of the Building to the Common Areas or Service
Areas side of walls separating the Common Areas and Service Areas from any other
areas of the floor.
(m) "Net Rentable Area of the Building" shall mean the total of the
Net Rentable Area of all floors of the Building.
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(n) "Net Rentable Area of the Premises" shall mean the gross area
within the inside surface of the outer glass or other material comprising the
exterior walls of the Premises to the mid-point of any walls separating portions
of the Premises from those of adjacent tenants and to the Common Areas or
Service Areas side of walls separating the Premises from Common Areas and
Service Areas, subject to the following:
(1) Net Rentable Area of the Premises shall not include any
Service Areas.
(2) Net Rentable Area of the Premises shall include a pro
rata part of the Building Common Areas plus a pro rata part of the
Single Floor Common Areas on the floor on which the Premises are
located, such prorations based upon an allocation to each floor of the
Building of Building Common Areas (based upon the Net Rentable Area of
each floor and the Net Rentable Area of the Building, exclusive of
Building Common Areas) and upon the ratio of the Net Rentable Area of
the Premises to the total Net Rentable Area of such floor.
(3) Net Rentable Area of the Premises shall include any
columns and/or projection(s), which protrude into the Premises and/or
the Common Areas.
(o) "Basic Costs" intentionally omitted.
(p) "Exterior Common Areas" shall mean those areas of the Project
which are not located within the Building and which are provided and maintained
for the common use and benefit of Landlord and Tenants of the Building generally
and the employees, invitees and licensees of Landlord and such Tenants;
including without limitation all parking areas, enclosed or otherwise, all
streets, sidewalks and landscaped areas located within the Project.
(q) "Tenant Improvements", when used herein, shall mean those
improvements to the Premises which Landlord has agreed to provide pursuant to
the plans and specifications ("Plans") attached (or to be attached) hereto as
Exhibit "C" and made a part hereof. In the event the Plans are not attached to
this Lease as of the date of execution hereof, this Lease shall terminate, at
Landlord's option, on the day next following the 14th day from the date hereof
unless Landlord and Tenant initial and attach the Plans to this Lease on or
before such date. Landlord's approval of and initialing of any plans and
specifications shall be at Landlord's sole discretion. All Tenant Improvements
shall be made and constructed only by Landlord or Landlord's designee. Except to
the extent otherwise agreed (and described on an addendum to the Plans), the
making and constructing of the Tenant Improvements shall be at Tenant's expense.
"Building Standard" shall mean the type, brand and/or quality of materials
Landlord designates from time to time to be the minimum quality to be used in
the Building or the exclusive type, grade or quality of material to be used in
the Building.
2. Lease Grant. Subject to and upon the terms herein set forth, Landlord
leases to Tenant and Tenant leases from Landlord the Premises.
3. Lease Term.
(a) This Lease shall continue in force during a period beginning on
the Commencement Date and continuing until the expiration of the Lease Term,
unless this Lease is sooner terminated or extended to a later day under any
other term or provision hereof.
(b) If by the date specified in Paragraph l(e) the Tenant Improvements
have not been substantially completed pursuant to the Plans due to omission,
delay or default by Tenant or anyone acting under or for Tenant, Landlord shall
have no liability as a result of such noncompletion and the obligations of this
Lease (including without limitation, the obligation to pay rent) shall
nonetheless commence as of the Commencement Date.
(c) If, however, the Tenant Improvements are not substantially
completed due to any reason other than an omission, delay or default by Tenant
or someone acting under or for Tenant, then, as Tenant's sole remedy for the
delay in Tenant's occupancy of the Premises, the Commencement Date shall be
delayed and the rent herein provided shall not commence until the earlier to
occur of actual occupancy by Tenant or substantial completion of the Tenant
Improvements.
4. Use. The Premises shall be used for office purposes and for no other
purpose. Tenant agrees not to use or permit the use of the Premises for any
purpose which is illegal including the sale, directly or indirectly, of
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pornographic material, or the sale of any other product or service which, in
Landlord's judgement, creates a nuisance or which would increase the cost of
insurance coverage with respect to the Project or the Building.
5. Base Rental.
(a) Tenant agrees to pay to Landlord during the Lease Term, without
any setoff or deduction whatsoever, the Base Rental and all such other sums of
money as shall become due hereunder as additional rent, all of which are
sometimes herein collectively called "rent", for the nonpayment of which
Landlord shall be entitled to exercise all such rights and remedies as are
herein provided in the case of the nonpayment of Base Rental. The annual Base
Rental for each calendar year or portion thereof during the Lease Term, together
with any estimated adjustments thereto pursuant to Paragraphs 20, 21, and 29
hereof, shall be due and payable in advance in equal monthly installments on the
first day of each calendar month during the Lease Term and any extensions or
renewals thereof, and Tenant hereby agrees to pay such Base Rental and any
adjustments thereto to Landlord at Landlord's address provided herein (or such
other address in Tulsa County as may be designated by Landlord in writing from
time to time) monthly, in advance, and without demand. If the Lease Term
commences on a day other than the first day of a calendar month or terminates on
a day other than the last day of a calendar month, then the installments of Base
Rental and any adjustments thereto for such month or months shall be prorated,
based on the number of days in such month.
(b) In the event any installment of rent is not paid when due and
payable, Tenant shall pay a late charge of $25.00 per day for each day of
delinquency.
6. Basic Cost Increase Adjustment. Intentionally omitted.
7. Services to be Furnished by Landlord. Landlord agrees to furnish Tenant
the following services:
(a) Hot and cold water at those points of supply provided for general
use of tenants in the Building on the floor(s) on which the Premises are located
and central heat and air conditioning in the Premises in season, at such
temperatures and in such amounts as are reasonably considered by Landlord to be
standard or as required by governmental authority. Landlord shall provide
heating, air-conditioning, utilities, and electricity twenty-four (24) hours per
day, seven (7) days per week.
(b) Routine maintenance and electric lighting service for all Exterior
Common Areas, Building Common Areas, Single Floor Common Areas on the floor on
which the Premises are located, and Service Areas in the manner and to the
extent deemed by Landlord to be standard.
(c) Janitor service in the Premises, Monday through Friday, exclusive
of normal business holidays; provided, however, if Tenant's floor covering or
other improvements require special treatment, Tenant shall pay the additional
cleaning cost attributable thereto as additional rent upon presentation of a
statement therefor by Landlord. Tenant shall cooperate with Landlord's employees
in the furnishing by Landlord of janitorial services at such times (including
Normal Business Hours) as Landlord elects to have the necessary work performed;
provided, however, that janitorial services performed by Landlord during Normal
Business Hours shall be performed in such a manner as to not interfere
unreasonably with Tenants use of the Premises.
(d) Subject to the provisions of Paragraph 13, facilities to provide
all electrical current required by Tenant in its use and occupancy of the
Premises.
(e) All Building Standard fluorescent bulb replacement in the Premises
and fluorescent and incandescent bulb replacement in the Building Common Areas,
Single Floor Common Areas on the floor on which the Premises are located, and
Service Areas.
(f) Landlord may elect to provide security in the form of limited
access to the Building during other than Normal Business Hours. In such event
Landlord may require those tenants requesting access to the Building during
other than Normal Business Hours to pay a fee for access to partially reimburse
Landlord for the cost of the system which limits after-hours access. Landlord,
however, shall have no liability to Tenant, its employees, agents, invitees or
licensees for losses due to theft or burglary, or for damages done by
unauthorized persons on the Premises and Landlord shall not be required to
insure against any such losses. Tenant shall (a) cooperate fully in Landlord's
efforts to maintain security in the Building and shall follow all regulations
promulgated by Landlord with respect thereto.
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The failure by Landlord to any extent to furnish these services or the
interruption or termination of these defined services in whole or in part,
resulting from causes beyond the reasonable control of Landlord shall neither
render Landlord liable in any respect nor be construed as an eviction of Tenant,
nor work an abatement of rent, nor relieve Tenant from the obligation to fulfill
any covenant or agreement hereof. Should any of the equipment or machinery used
in the provision of such services for any cause cease to function properly,
Tenant shall have no claim for offset or abatement of rent or damages on account
of an interruption in service occasioned thereby or resulting therefrom.
8. Tenant Improvements to be Made by Landlord. Except for those of the
Tenant Improvements to be at Landlord's cost, all installations and improvements
now or hereafter placed on the Premises shall be for Tenant's account and at
Tenant's cost (and Tenant shall pay ad valorem taxes and increased insurance
thereon or attributable thereto), which cost shall be payable by Tenant to
Landlord in advance as additional rent. All such installations and improvements
must be approved in writing by Landlord in advance of installation or
construction.
9. Maintenance and Repair of Premises by Landlord. Except as otherwise
expressly provided herein, Landlord shall not be required to make any repairs to
the Premises, the Building, or the Project.
10. Graphics. Tenant shall not erect or install any sign or other type
display whatsoever, either upon the exterior of the Building, upon or in any
window, or in any lobby, without the prior express written consent of Landlord.
The color and fabric of the lining of all drapes or, if unlined, the draperies
themselves which Tenant desires to place on exterior windows or openings of the
Building must be approved by Landlord prior to their installation so that a
uniform color appearance may be preserved from the exterior of the Building.
Landlord agrees to furnish a directory of the names and locations of its tenants
and to install and maintain the same at a convenient location in the lobby of
the Building. The initial listing of the name and room number of the Tenant
shall be furnished without charge. The listings of additional names or room
numbers and changes or revisions of listings shall be made by Landlord at the
cost of Tenant.
11. Care of the Premises by Tenant. Tenant agrees not to commit or allow
any waste to be committed on any portion of the Premises, and at the termination
of this Lease to deliver up the Premises to Landlord in as good condition as at
the date of the commencement of the term of this Lease, ordinary wear and tear
excepted.
12. Repairs and Alterations by Tenant. Tenant covenants and agrees with
Landlord that all repairs and replacements to the Building or Project occasioned
by damage done to the Building or Project or any part thereof caused by Tenant
or Tenant's agents, employees, invitees, or visitors shall be made by Landlord
or Landlord's designee at the Tenant's sole cost and expense. Such repairs shall
restore the Building or Project to as good a condition as it was in prior to
such damage and shall be effected in compliance with all applicable laws. Tenant
shall pay the Landlord's cost of such repairs and alterations to the Landlord in
advance as additional rent. Tenant agrees with Landlord not to make or allow to
be made any alterations to the Premises, install any vending machines on the
Premises, or place signs on the Premises which are visible from outside the
Premises, without first obtaining the prior written consent of Landlord in each
such instance, which consent may be given on such conditions as Landlord may
elect. Any and all alterations to the Premises shall be made by Landlord or
Landlord's designee and shall become the property of Landlord upon termination
of this Lease (except for movable equipment or furniture owned by Tenant).
Landlord may, nonetheless, require Tenant to remove any and all fixtures,
equipment and other improvements installed on the Premises which removal, if
required, shall be performed by Landlord or Landlord's designee and, in such
event Tenant shall pay to Landlord on demand Landlord's cost of restoring the
Premises to Building Standard.
13. Use of Electrical Services by Tenant. Tenant's use of electrical
services furnished by Landlord shall be subject to the following:
(a) Tenant's electrical equipment shall be restricted to that
equipment which individually does not have a rated capacity greater than .5
kilowatts per hour and/or require voltage other than 120/208 volts, single
phase. Collectively, Tenant's equipment shall not have an electrical design load
greater than an average of 2 watts per square foot of Net Rentable Area of the
Premises.
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(b) Tenant's lighting shall not have a design load greater than an
average of 2 watts per square foot of Net Rentable Area of the Premises.
(c) If Tenant's consumption of electrical services exceeds either the
rated capacities and/or design loads as per Paragraphs 13(a) and 13(b), or
generates heat in excess of that Landlord's air conditioning system is designed
to handle, then Tenant shall remove such equipment and/or lighting to achieve
compliance within ten (10) days after receiving notice from landlord or, upon
receiving Landlord's prior written approval, such equipment and/or lighting may
remain in the Premises, subject to the following:
(i) Tenant shall pay for all costs of installation and
maintenance of submeters, wiring, additional air conditioning systems
and other items required by Landlord, in Landlord's discretion, to
accommodate Tenant's excess design loads and capacities or heat
generation.
(ii) Tenant shall reimburse to Landlord, upon demand, the
cost of the excess demand and consumption of electrical service at
rates charged to Landlord (which rates shall be in accordance with any
applicable laws) as well as all costs of operating additional air
conditioning systems deemed necessary by Landlord on account of
Tenant's excess consumption and/or heat generation.
(iii) Landlord may, at its option, upon not less than
thirty- (30) days' prior written notice to Tenant, discontinue the
availability of such extraordinary utility service and/or air
conditioning service. If Landlord gives any such notice, Tenant will
contract directly with such public utility at Tenant's cost for the
supplying of such utility service to the Premises.
14. Parking. During the term of this Lease, Tenant shall have the
non-exclusive use in common with Landlord, other tenants of the Building, their
guests and invitees, of the non- reserved common automobile parking areas,
driveways, and footways, subject to rules and regulations for the use thereof as
prescribed from time to time by Landlord. Landlord reserves the right to
designate parking areas within the Project or in reasonable proximity thereto,
for Tenant and Tenant's agents and employees. Tenant shall provide Landlord with
a list of all license numbers for the cars owned by Tenant, its agents and
employees. In the event that Tenant, its agents and employees, park on portions
of the Common Area other than those assigned to Tenant, Landlord reserves the
right to charge Tenant as additional rental hereunder Twenty-five Dollars
($25.00) for each such occurrence.
15. Laws and Regulations. Tenant agrees to comply with all applicable laws,
ordinances, rules and regulations of any governmental entity or agency having
jurisdiction of the Premises.
16. Building Rules. Tenant will comply with the rules of the Building and
the Project adopted and altered by Landlord from time to time and will cause all
of its agents, employees, invitees and visitors to do so; all changes to such
rules will be sent by Landlord to Tenant in writing. The initial rules for the
Project are attached hereto as Exhibit "D" and made a part hereof.
17. Entry by Landlord. Tenant agrees to permit Landlord or its agents or
representatives to enter into and upon all or any part of the Premises or to the
Building at all reasonable hours (and in emergencies at all times) to inspect
the same, to show the Premises to prospective purchasers, mortgagees, tenants or
insurers, or to clean or make repairs, alterations or additions thereto, and
Tenant shall not be entitled to any abatement or reduction of rent by reason
thereof.
18. Assignment and Subletting.
(a) Tenant shall not assign, sublease, transfer, sell or encumber this
Lease or any interest therein. Any attempted assignment, sublease, transfer,
sale or encumbrance by Tenant in violation of the term and covenants of this
paragraph shall be void.
(b) All cash or other proceeds of any assignment, sublease, transfer,
or sale of Tenant's interest in this Lease, whether consented to by Landlord or
not, shall be paid to Landlord, notwithstanding the fact that such proceeds
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exceed the rentals called for hereunder, unless Landlord agrees to the contrary
in advance in writing, and Tenant hereby assigns to Landlord all rights it might
have or ever acquire in any such proceeds. This covenant and assignment shall
run with the land and shall bind Tenant and Tenant's heirs, executors,
administrators, personal representatives, successors and assigns. Any assignee,
sublessee, transferee, or purchaser of Tenant's interest in this Lease (all such
assignees, sublessees, transferees, and purchasers being hereinafter referred to
as "Successors"), by assuming Tenant's obligations hereunder, shall assume
liability to Landlord for all amounts paid to persons other than Landlord by
such Successor in consideration of any such assignment, subletting, transfer, or
sale in violation of the provisions hereof.
19. Mechanic's Liens. Tenant will not permit any mechanic's or
materialman's lien or liens to be placed upon the Premises, the Building, or the
Project and nothing in this Lease shall be deemed or construed in anyway as
constituting the consent or request of Landlord, express or implied, by
inference or otherwise, to any person for the performance of any labor or the
furnishing of any materials to the Premises, the Building, or the Project, or
any part thereof, nor as giving Tenant any right, power, or authority to
contract for or permit the rendering of any services or the furnishing of any
materials that would give rise to any mechanic's, materialman's, or other liens
against the Premises. In the event any such lien is attached to the Premises,
then, in addition to any other right or remedy of Landlord, Landlord may, but
shall not be obligated to, discharge the same. Any amount paid by Landlord for
any of the aforesaid purposes shall be paid by Tenant to Landlord on demand as
additional rent.
20. Insurance.
(a) Landlord shall maintain fire and extended coverage insurance on
the Building and the Premises in such amounts, as the Building's mortgagees
shall require payable solely to Landlord or the mortgagees of the Building, as
their interests shall appear. Tenant shall maintain at its expense, in an amount
equal to full replacement cost, fire and extended coverage insurance on all of
its personal property, including removable trade fixtures, located in the
Premises and in such additional amounts as are required to meet Tenant's
obligations pursuant to Paragraph 24 hereof. Tenant's insurance pursuant to the
provisions of Paragraphs 20(a) and 20(b) hereof shall provide that such
insurance may not be cancelled or expire without at least thirty (30) days'
prior written notice to Landlord from the insurer. Tenant shall, at Landlord's
request from time to time, provide Landlord with current certificates of
insurance evidencing Tenant's compliance with this Paragraph 20(a) and Paragraph
20(b).
(b) Tenant and Landlord shall, each at its own expense, maintain a
policy or policies of comprehensive general liability insurance with respect to
the respective activities of each in the Building with the premiums thereon
fully paid on or before due date, issued by and binding upon an insurance
company approved by Landlord, such insurance to afford minimum protection of not
less than $1,000,000 combined single limit coverage of bodily injury, property
damage or combination thereof and shall name Oral Roberts University and Tower
Realty Group, Inc. as additional insureds. Landlord shall not be required to
maintain insurance against thefts within the Premises, the Building or the
Project generally.
21. Property Taxes. Landlord agrees (subject to the provisions of Paragraph
6 hereof) to pay all ad valorem taxes levied against the Project, but Tenant
shall be liable for all taxes levied against personal property and trade
fixtures placed by Tenant in the Premises. If any taxes for which Tenant is
liable under this Paragraph are levied against Landlord or Landlord's property
and if Landlord elects to pay the same or if the assessed value of Landlord's
property is increased by inclusion of personal property and trade fixtures
placed by Tenant in the Premises and Landlord elects to pay the taxes based on
such increase, Tenant shall pay to Landlord upon demand that part of such taxes
for which Tenant is liable hereunder.
22. Indemnity. Landlord and its officers, agents, managers, and employees
shall not be liable to Tenant, or to Tenant's agents, servants, employees,
customers, or invitees for any injury to person or damage to property caused by
any act, omission, or neglect of Tenant, its agents, servants, or employees,
invitees, licensees or any other person entering the Project under the
invitation of Tenant or arising out of the use of the Premises by Tenant and the
conduct of its business or out of a default by Tenant in the performance of its
obligations hereunder. Tenant hereby indemnifies and holds Landlord and its
officers, agents, managers, and employees harmless from all liability and claims
for any such damage or injury.
23. Waiver of Subrogation Rights. Anything in this Lease to the contrary
notwithstanding, Landlord and Tenant each hereby waives any and all rights of
recovery, claim, action, or cause of action, against the other, its agents,
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officers, managers, or employees, for any loss or damage that may occur to the
Premises, or any improvements thereto, or the Building or the Project, or any
improvements thereto, or any personal property of such party therein, by reason
of fire, the elements, or any other cause(s) which are insured against under the
terms of the standard fire and extended coverage insurance policies referred to
in Paragraph 20 hereof, regardless of cause or origin, including negligence of
the other party hereto, its agents, officers, managers, or employees.
24. Casualty Damage. If the Premises or any part thereof shall be damaged
by fire or other casualty, Tenant shall give prompt written notice thereof to
Landlord. In case the Building shall be so damaged that substantial alteration
or reconstruction of the Building shall, in Landlord's sole opinion, be required
(whether or not the Premises shall have been damaged by such casualty) or in the
event any mortgagee of the Building should require that the insurance proceeds
payable as a result of a casualty be applied to the payment of the mortgage debt
or in the event of any material uninsured loss to the Building, Landlord may, at
its option, terminate this Lease by notifying Tenant in writing of such
termination within ninety (90) days after the date of such damage. If Landlord
does not thus elect to terminate this Lease, Landlord shall commence and proceed
with reasonable diligence to restore the Building to substantially the same
condition in which it was immediately prior to the happening of the casualty,
except that Landlord's obligation to restore shall not exceed the scope of the
work required to be done by Landlord at Landlord's expense in originally
constructing the Building and installing the Tenant Improvements, nor shall
Landlord be required to spend for such work an amount in excess of the insurance
proceeds actually received by Landlord as a result of the casualty. When the
portions of the Premises originally furnished at Landlord's expense have been
restored by Landlord, Tenant shall, at Tenant's expense, complete the
restoration of the Premises, including the reconstruction of all improvements in
excess of those Tenant Improvements originally installed at Landlord's expense,
and the restoration of Tenant's furniture and equipment. Landlord shall not be
liable for any inconvenience or annoyance to Tenant or injury to the business of
Tenant resulting in any way from such damage or the repair thereof, except that,
subject to the provisions of the next sentence, Landlord shall allow Tenant a
fair diminution of rent during the time and to the extent the Premises are unfit
for occupancy. If the Premises or any other portion of the Building or the
Project be damaged by fire or other casualty resulting from the fault or
negligence of Tenant or any of Tenant's agents, employees, or invitees, the rent
hereunder shall not be diminished during the repair of such damage and Tenant
shall be liable to Landlord for the cost of the repair and restoration of the
Building or the Project caused thereby to the extent such cost and expense is
not covered by insurance proceeds.
25. Condemnation. If the whole or substantially the whole of the Building
or the Premises should be taken for any public or quasi-public use, by right of
eminent domain or otherwise, or should be sold in lieu of condemnation, then
this Lease shall terminate as of the date when physical possession of the
Building or the Premises is taken by the condemning authority. If less than the
whole or substantially the whole of the Building or the Premises is thus taken
or sold, Landlord (whether or not the Premises are affected thereby) may
terminate this Lease by giving written notice thereof to Tenant; in which event,
this Lease shall terminate as of the date when physical possession of such
portion of the Building or Premises is taken by the condemning authority. If
this Lease is not so terminated upon any such taking or sale, the Base Rental
payable hereunder shall be diminished by an equitable amount, and Landlord
shall, to the extent Landlord deems feasible, restore the Building and the
Premises to substantially their former condition, but such work shall not exceed
the scope of the work done by Landlord in originally constructing the Building
and the Tenant Improvements, nor shall Landlord in any event be required to
spend for such work an amount in excess of the amount received by Landlord as
compensation for such taking. All amounts awarded upon a taking of any part or
all of the Building or the Premises shall belong to Landlord, and Tenant shall
not be entitled to, and expressly waives all claims to, any such compensation.
26. Damages From Certain Causes. Landlord shall not be liable to Tenant for
any loss or damage to any property or person occasioned by theft, fire, act of
God, public enemy, injunction, riot, strike, insurrection, war, court order,
requisition, or order of governmental body or authority or by any other cause
beyond the control of Landlord. Nor shall Landlord be liable for any damage or
inconvenience, which may arise through repair or alteration of any part of the
Building, the Project, or the Premises.
27. Events of Default/Remedies.
(a) The following events shall be deemed to be events of default by
Tenant under this Lease: (i) Tenant shall fail to comply with any provision of
this Lease or any other agreement between Landlord and Tenant all of which
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terms, provisions and covenants shall be deemed material; (ii) the leasehold
hereunder demised shall be taken on execution or other process of law in any
action against Tenant; (iii) Tenant shall fail to promptly move into and take
possession of the Premises when the Premises are ready for occupancy or shall
cease to do business in or abandon any substantial portion of the Premises; (iv)
Tenant shall become insolvent or unable to pay its debts as they become due, or
Tenant notifies Landlord that it anticipates either condition; (v) Tenant takes
any action to, or notifies Landlord that Tenant intends to file a petition under
any section or chapter of the United States Bankruptcy Code, as amended, or
under any similar law or statute of the United States or any State thereof; or a
petition shall be filed against Tenant under any such statute or Tenant or any
creditor of Tenant's notifies Landlord that it knows such a petition will be
filed or Tenant notifies Landlord that it expects such a petition to be filed;
or (vi) a receiver or trustee shall be appointed for Tenant's leasehold interest
in the Premises or for all or a substantial part of the assets of Tenant.
(b) If Tenant does not make payment when due of any rental installment
required of Tenant in the Lease, or if default by Tenant under this Lease
otherwise occurs, in addition to the imposition of appropriate late charges,
Landlord may, at its option, declare the total Base Rental due or to be due
under this Lease immediately due and payable and, if the same is not paid upon
demand, said total Base Rental shall be past due, delinquent, and in default.
If Tenant does not make payment when due of any rental installment,
Tenant waives notice of rent due and demand for payment of said unpaid
installment and waives notice and demand by Landlord for the Tenant to quit and
vacate the Premises if such rent not be paid.
(c) Upon the occurrence of any event or events of default by Tenant,
whether enumerated in this Paragraph 27 or not, Landlord shall have the option
to pursue any one or more of the following remedies without any notice or demand
for possession whatsoever (and without limiting the generality of the
foregoing), Tenant hereby specifically waives notice and demand for payment of
rent or other obligations due and waives any and all other notices or demand
requirements imposed by applicable law): (i) terminate this Lease in which event
Tenant shall immediately surrender the Premises to Landlord; (ii) terminate
Tenant's right to occupy the Premises and re-enter and take possession of the
Premises (without terminating this Lease); (iii) enter upon the Premises and do
whatever Tenant is obligated to do under the terms of this Lease; and Tenant
further agrees that Landlord shall not be liable for any damages resulting to
the Tenant from such action; and (iv) exercise all other remedies available to
Landlord at law or in equity, including, without limitation, injunctive relief
of all varieties.
In the event Landlord elects to re-enter or take possession of the
Premises after Tenant's default, Tenant hereby waives notice of such re-entry or
repossession and of Landlord's intent to re-enter or take possession. Landlord
may, without prejudice to any other remedy which he may have for possession or
arrearages in rent, expel or remove Tenant any other persons who may be
occupying said Premises or any part thereof. In addition, the provisions of
Paragraph 30 hereof shall apply with respect to the period from and after the
giving of notice of such election to Tenant. All Landlords' remedies shall be
cumulative and not exclusive. Forbearance by Landlord to enforce one or more of
the remedies herein provided upon an event of default shall not be deemed or
construed to constitute a waiver of such default.
(d) This Paragraph 27 shall be enforceable to the maximum extent not
prohibited by applicable law, and the unenforceability of any portion thereof
shall not thereby render unenforceable any other portion. To the extent any
provision of applicable law requires some action by Landlord to evidence or
effect the termination of this Lease or to evidence the termination of Tenant's
right of occupancy, Tenant and Landlord hereby agree that notice, either oral or
by telephone, or by any act of Landlord that comes to the attention of Tenant,
its agents, servants, or employees, which reflects Landlord's intention to
terminate, shall be sufficient to evidence and effect the termination herein
provided for, but Tenant hereby agrees that, as between Landlord and Tenant, its
successors and assigns, no such notice shall ever be necessary to effect a
termination hereunder.
(e) Landlord shall be in default hereunder in the event Landlord has
not begun and pursued with reasonable diligence the cure of any failure of
Landlord to meet its obligations hereunder within thirty (30) days of the
receipt by Landlord of written notice from Tenant of the alleged failure to
perform. In no event shall Tenant have the right to terminate or rescind this
Lease as a result of Landlord's default as to any covenant or agreement
contained in this Lease or as a result of the breach of any promise or
inducement hereof, whether in this Lease or elsewhere. Tenant hereby waives such
remedies of termination and rescission and hereby agrees that Tenant's remedies
for default hereunder and for breach of any promise or inducement shall be
limited to a suit for damages and/or injunction. In addition, Tenant hereby
covenants that, prior to the exercise of any such remedies; it will give the
mortgagees holding mortgages on the Building notice and a reasonable time to
cure any default by Landlord.
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28. Peaceful Enjoyment. Tenant shall, and may peacefully have, hold, and
enjoy the Premises, subject to other terms hereof, provided that Tenant pays the
rent and other sums herein recited to be paid by Tenant and performs all of
Tenant's covenants and agreements herein contained. This covenant and any and
all other covenants of Landlord shall be binding upon each of Landlord and its
successors only with respect to breaches occurring during the respective periods
of ownership of each of the Landlord's interest hereunder.
29. Consumer Price Index Adjustment. Effective the first day following each
one-year period of the Lease Term, the Base Rental hereunder shall be increased
over the Base Rental payable hereunder during the preceding year by an amount
which represents a percentage increase in the Base Rental payable during the
preceding year, equal to the percentage increase in the CPI (hereafter defined)
between the most recent CPI publication prior to the commencement of the
preceding one-year period and the most recent CPI publication as of the date
thirty (30) days prior to such annual adjustment in Base Rental. CPI shall mean
the Consumer Price Index for All Urban Consumers (CPI-U) for all items
(Dallas/Forth Worth, Texas Area) published by the Bureau of Labor Statistics,
U.S., U.S. Department of Labor (1967 equals 100). If the Bureau of Labor
Statistics shall ever cease to compile or publish the CPI-U, then CPI shall
thereafter mean such other index of prices published by the U. S. Government as
most nearly approximates the CPI-U now published. All calculations made
hereunder shall, if necessary, be adjusted to reflect any change in the base
year used in calculating the CPI. Landlord shall be entitled to require that the
payment of the adjustment to Base Rental provided for in this paragraph be made
in monthly installments equal to 1/12 of such adjustment for each year during
the remainder of that year, such installments being due and payable on the first
day of each calendar month during such year.
30. Holding Over. In the event of holding over by Tenant after expiration
or other termination of this Lease, or in the event Tenant continues to occupy
the Premises after the termination of Tenant's right of possession pursuant to
Paragraph 27 (c)(ii) hereof, Tenant shall, throughout the entire holdover
period, pay rent equal on a per diem basis, to twice the Base Rental and
additional Base Rental which would have been applicable had the term of this
Lease continued through the period of such holding over by Tenant. No holding
over by Tenant after the expiration of the Lease Term shall be construed to
extend the term of the Lease. The provision of this paragraph shall not be in
place of or in lieu of, but shall be in addition to, the provisions of Paragraph
27(b).
31. Subordination to Mortgage. Tenant accepts this Lease subject and
subordinate to any mortgage, deed of trust or other lien presently existing or
hereafter arising upon the Premises, upon the Building or upon the Project as a
whole, and to any renewals, refinancing and extensions thereof, but Tenant
agrees that any such mortgagee shall have the right at any time to subordinate
such mortgage, deed of trust or other lien to this Lease on such terms and
subject to such conditions as such mortgagee may deem appropriate in its
discretion. Landlord is hereby irrevocably vested with full power and authority
to subordinate this Lease to any mortgage, deed of trust or other lien now
existing or hereafter placed upon the Premises, the Building or the Project as a
whole, and Tenant agrees upon demand to execute such further instruments
subordinating this Lease or attorning to the holder of any such liens as
Landlord may request. The terms of this Lease are subject to approval by the
Building's permanent lender(s), and such approval is a condition precedent to
Landlord's obligations hereunder. In the event that Tenant should fail to
execute any instrument of subordination herein required to be executed by Tenant
promptly as requested, Tenant hereby irrevocably constitutes Landlord as its
attorney-in-fact to execute such instrument in Tenant's name, place and stead,
it being agreed that such power is one coupled with an interest. Tenant agrees
that it will from time to time upon request by Landlord execute and deliver to
such persons as Landlord shall request a statement in recordable form certifying
that this Lease is unmodified and in full force and effect (or if there have
been modifications, that the same is in full force and effect as so modified),
stating the dates to which rent and other charges payable under this lease have
been paid, stating that Landlord is not in default hereunder (or if Tenant
alleges a default stating the nature of such alleged default) and further
stating such other matters as Landlord shall reasonably require.
32. Landlord's Lien. Intentionally omitted.
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33. Attorney's Fees. In the event either party defaults in the performance
of any of the terms of this Lease and the other party employs an attorney in
connection therewith, the defaulting party agrees to pay the other party's
reasonable attorney's fees.
34. No Implied Waiver. The failure of Landlord to insist at any time upon
the strict performance of any covenant or agreement of this Lease or to exercise
any option, right, power or remedy contained in this Lease shall not be
construed as a waiver or a relinquishment thereof for the future. No payment by
Tenant or receipt by Landlord of a lesser amount than the monthly installment of
rent due under this Lease shall be deemed to be other than on account of the
earliest rent due hereunder, nor shall any endorsement or statement on any check
or any letter accompanying any check or payment of rent be deemed an accord and
satisfaction, and Landlord may accept such check or payment without prejudice to
Landlord's right to recover the balance of such rent or pursue any other remedy
in this Lease provided.
35. Personal Liability. The liability of Landlord to Tenant for any default
by Landlord under the terms of this Lease shall be limited to the interest of
Landlord in the Project and Tenant agrees to look solely to Landlord's interest
in the Project for the recovery of any judgment from the Landlord, it being
intended that Landlord shall not be personally liable for any judgment or
deficiency.
36. Security Deposit. The Security Deposit shall be held by Landlord
without liability for interest and as security for the performance by Tenant of
Tenant's covenants and obligations under this Lease, it being expressly
understood that the Security Deposit shall not be considered an advance payment
or rental or a measure of Tenant's damages in case of default by Tenant. Unless
otherwise provided by mandatory non-waivable law or regulation, Landlord may
commingle the Security Deposit with Landlord's other funds. Landlord may, from
time to time, without prejudice to any other remedy, use the Security Deposit to
the extent necessary to make good any arrearages of rent or to satisfy any other
covenant or obligation of Tenant hereunder. Following any such application of
all or any part of the Security Deposit, Tenant shall pay to Landlord on demand
the amount so applied in order to restore the Security Deposit to its original
amount. If Tenant is not in default at the termination of this Lease, Landlord
shall return the balance of the Security Deposit remaining after any such
application to Tenant. If Landlord transfers its interest in the Premises during
the term of the Lease, Landlord may assign the Security Deposit to the
transferee and thereafter shall have no further liability for the return of such
Security Deposit.
37. Notice. Any notice in the Lease provided for must, unless otherwise
expressly provided herein, be in writing, and may, unless otherwise in this
Lease expressly provided, be given or be served by depositing the same in the
United States mail, postpaid and certified and addressed to the party to be
notified, with return receipt requested. Notice deposited in the mail in the
manner hereinabove described shall be effective from and after the expiration of
three (3) days after it is so deposited. Notices mailed shall be addressed to
the parties at the following addresses:
If to Landlord: If to Tenant:
Oral Roberts University ENGlobal Engineering, Inc.
c/o Tower Realty Group, Inc. Attn: Robert Raiford
2488 E. 81st St., Suite 188 P.O. Box 20397
Tulsa, OK 74137 Beaumont, TX 77720
or in each case to such other address as either party may from time to time
designate in writing.
38. Severability. If any term or provision of this Lease, or the
application thereof to any person or circumstance shall, to any extent, be
invalid or unenforceable, the remainder of this Lease, or the application of
such term or provision to persons or circumstances other than those as to which
it is held invalid or unenforceable, shall not be affected thereby, and each
term and provision of this Lease shall be valid and enforced to the fullest
extent permitted by law.
39.
40. Governing Law. This Lease and the rights and obligations of the parties
hereto shall be interpreted, construed, and enforced in accordance with the laws
of the State of Oklahoma.
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41. Force Majeure. Whenever a period of time is herein prescribed for the
taking of any action by Landlord, Landlord shall not be liable or responsible
for, and there shall be excluded from the computation of such period of time,
any delays due to strikes, riots, acts of God, shortages of labor or materials,
war, governmental laws, regulations or restrictions, or any other cause
whatsoever beyond the control of Landlord.
42. Time of Performance. Except as expressly otherwise herein provided,
with respect to all required acts of Tenant, time is of the essence of this
Lease.
43. Transfers by Landlord. Landlord shall have the right to transfer and
assign, in whole or in part, all its rights and obligations hereunder and in the
Premises, the Building, the Project, and property referred to herein, and in
such event and upon such transfer Landlord shall be released from any further
obligations hereunder and Tenant agrees to look solely to Landlord's successor
in interest then occupying Landlord's position hereunder for the performance of
such obligations.
44. Commissions. Landlord and Tenant hereby indemnify and hold each other
harmless against any loss, claim, expense, or liability with respect to any
commissions or brokerage fees claimed on account of the execution and/or renewal
of this Lease and due to any action of the indemnifying party.
45. Effect of Delivery of This Lease. Landlord has delivered a copy of this
Lease to Tenant for Tenant's review only, and the delivery hereof does not
constitute an offer or option to Tenant for Tenant to lease the Premises. This
Lease shall not be effective until a copy executed by both Landlord and Tenant
is delivered to and accepted by Landlord.
46. Relocation. In the event the Premises contain 5,000 square feet or less
of Net Rentable Area of the Premises, Landlord shall be entitled to cause Tenant
to relocate from the Premises to a comparable space ("Relocation Space") within
the Building at any time after reasonable written notice not in excess of ninety
(90) days is given to Tenant of Landlord's election. Any such relocations shall
be entirely at the expense of Landlord or the third party tenant replacing
Tenant in the Premises. Such a relocation shall not terminate or otherwise
affect or modify this Lease except that from and after the date of such
relocation, "Premises" shall refer to the Relocation Space into which Tenant has
been moved, rather than the original Premises as herein defined.
47. Building Name. Landlord reserves the right at any time and from time to
time to change the name by which the Building is designated.
48. Corporate Authority. If Tenant is a corporation, Tenant warrants that
it has legal authority to operate and is authorized to do business in the state
of Oklahoma. Tenant and the person executing this Lease on behalf of Tenant
warrant that the person or persons executing this Lease on behalf of Tenant has
authority to do so and to fully obligate Tenant to all terms and provisions of
this Lease. Tenant shall, upon request from Landlord, furnish Landlord with a
certified copy of resolutions of Tenant's Board of Directors authorizing this
Lease and granting authority to execute it to the person or persons who have
executed it on Tenant's behalf.
49. Exhibits. Exhibits "A", "B", "C", "D" and Addendum are attached hereto
and incorporated herein and made a part of this Lease for all purposes:
50. Prior Agency Disclosure. Tenant acknowledges that prior to its entering
into this Lease the Landlord and Tower Realty Group, Inc. have disclosed to
Tenant that:
(a) Tower Realty Group, Inc. is a licensed real estate broker in
Oklahoma, and,
(b) with regard to the Building, Tower Realty Group, Inc. is the
Landlord's leasing agent and property manager.
51. Broker. The parties hereto agree that the sole broker who negotiated
and brought about this transaction was Austin Neal of Tower Realty Group, Inc.
Landlord agrees to pay a commission therefor as per separate agreement.
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Tenant represents it neither consulted nor negotiated with any broker other
than Austin Neal of Tower Realty Group, Inc. with regard to the Leased Premises.
Tenant agrees to indemnify, defend and save Landlord harmless from and against
any claims for fees or commissions from anyone other than Austin Neal of Tower
Realty Group, Inc. and with whom Tenant has dealt in connection with the
Premises or this Lease.
The representations and indemnities contained in this Section 51 shall
survive the expiration or earlier termination of this Lease.
IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease in
multiple counterparts as of the day and year first above written.
LANDLORD
WITNESS: Oral Roberts University,
/s/ Austin Neal an Oklahoma corporation
Name
By: /s/ David Elsworth
----------------------
Title: EVP
TENANT
WITNESS: ENGlobal Engineering, Inc.
/s/Jean Whitaker a Texas corporation
By: /s/ William A. Coskey
-------------------------
Title CEO
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Exhibit "A"
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LEGAL DESCRIPTION
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According to the recorded plat thereof Tulsa County, City of Tulsa, State of
Oklahoma, known as:
A tract of land that is part of Lot One (1), Block One (1), of ORAL ROBERTS
UNIVERSITY HEIGHTS 2ND ADDITION, an Addition to the City of Tulsa, Tulsa County,
Oklahoma, according to the Recorded Plat thereof, more particularly described as
follows, to-wit:
STARTING at the Northwest corner of said Lot 1; thence South 89 degrees 48' 06"
E along the Northerly line of Lot 1 for 939.90 feet to the POINT OF BEGINNING of
said tract of land; thence continuing South 89 degrees 48' 06" E along said
Northerly line for 558.08 feet; thence S 0 degrees 11' 54" W for 30.29 feet to a
point of curve; thence Southerly and Southwesterly along a curve to the Right,
with a central angle of 45 degrees 00' 00" and a radius of 217.87 feet, for
171.12 feet to a point of Reverse curve; thence Southwesterly along a curve to
the left with a central angle of 38 degrees 21' 41" and a radius of 191.83 feet,
for 128.44 feet to a point of compound curve, thence Southwesterly, Southerly
and Easterly along a curve to the left, with a central angle of 96 degrees 38'
19" and a radius of 18.83 feet for 31.77 feet to a point of tangency; thence S
89 degrees 48' 06" E along said tangency for 50.01 feet; thence S 00 degrees 11'
54" W for 254.33 feet; thence N 89 degrees 48' 06" W for 41.82 feet to a point
of curve; thence Westerly, Southerly and Southeasterly along a curve to the
left, with a central angle of 101 degrees 10' 31" and a radius of 18.83 feet,
for 33.26 feet to a point of compound curve; thence Southeasterly and Easterly
along a curve to the left with a central angle of 78 degrees 49' 29" and a
radius of 511.83 feet, for 704.16 feet to a point of tangency; thence S 89
degrees 48' 06" E along said tangency for 656.38 feet to a point on the Easterly
line of said Lot 1, said point being 1008.29 feet Southerly of the Northeast
corner thereof; thence S 0 degrees 24' 38" W along said Easterly line for 598.22
feet; thence N 89 degrees 53' 47" W along an extension of and along the
Northerly line of Lot 1 in Block 1 of UNIVERSITY VILLAGE, an Addition to the
City of Tulsa, Tulsa County, Oklahoma, for 2538.15 feet to the Northwest corner
of said Lot 1 of University Village; thence N 0 degrees 01' 32" W for 0.00 feet
to a point of curve; thence Northerly along the Westerly line of Lot 1 of ORAL
ROBERTS UNIVERSITY HEIGHTS 2ND ADDITION on a curve to the right, with a central
angle of 0 degrees 00' 58" and a radius of 350.00 feet, for 0.10 feet to a point
of tangency; thence N 0 degrees 00' 34" W along the Westerly line of said Lot 1
on said tangency for 602.32 feet; thence S 89 degrees 48' 06" E for 546.16 feet
to a point of curve; thence Easterly and Northeasterly along a curve to the
left, with a central angle of 78 degrees 49' 29" and a radius of 511.83 feet,
for 704.16 feet to a point of compound curve; thence Northeasterly, Northerly,
and Westerly along a curve to the left, with a central angle of 101 degrees 10'
31" and a radius of 18.83 feet, for 33.26 feet to a point of tangency; thence N
89 degrees 48' 06" W along said tangency for 41.82 feet; thence N 00 degrees 11'
54" E for 254.33 feet; thence S 89 degrees 48' 06" E for 50.01 feet to a point
of curve; thence Easterly, Northerly, and Northwesterly along a curve to the
left, with a central angle of 96 degrees 38' 19" and a radius of 18.83 feet, for
31.77 feet to a point of compound curve; thence Northwesterly along a curve to
the left, with a central angle of 38 degrees 21' 41" and a radius of 191.83
feet, for 128.44 feet to a point of reverse curve; thence Northwesterly and
Northerly along a curve to the right, with a central angle of 45 degrees 00' 00"
and a radius of 217.87 feet, for 171.12 feet to a point of tangency; thence N 0
degrees 11' 54" E along said tangency for 21.30 feet to a point of curve; thence
Northerly and Northwesterly along a curve to the left, with a central angle of
22 degrees 01' 21" and a radius of 24.00 feet, for 9.22 feet to the Point of
Beginning of said tract of land.
LESS AND EXCEPT:
A tract of land that is part of Lot 1 in Block 1 of ORAL ROBERTS UNIVERSITY
HEIGHTS 2ND ADDITION, an Addition to the City of Tulsa, Tulsa County, Oklahoma,
said tract of land being described as follows, to-wit:
Starting at the Northwest corner of Lot 1 of University Village, an Addition to
the City of Tulsa, Tulsa County, Oklahoma, thence S 89 degrees 53' 47" E along
the Northerly line of said Lot 1 for 779.12 feet to the "Point of Beginning" of
said tract of land; thence N 0 degrees 06' 13" E for 64.50 feet; thence S 89
degrees 53' 47" E for 58.00 feet; thence S 0 degrees 06' 13" W for 64.50 feet to
a point on the Northerly line of Lot 1 of "University Village"; thence N 89
degrees 53' 47" W along said Northerly line for 58.00 feet to the Point of
Beginning of said tract of land.
[GRAPHIC ON FILE]
Cityplex Towers
60 Story Tower
29th Floor Plan
20 offices 8c 12 spaces
2 conference rooms
[GRAPHIC ON FILE]
Cityplex Towers
60 Story Tower
30th Floor Plan
3000 - ENGlobal Design Group
10,950 Sq. Ft.
[GRAPHIC ON FILE]
60 Story Tower
3200 - Englobal Eng./IDS
11,250 Sq. Ft.
[GRAPHIC ON FILE]
60 Story Tower
3300-
[GRAPHIC ON FILE]
60 Stoiy Tower
3500-
Floor Plan
Exhibit "C"
TENANT IMPROVEMENTS
Tenant accepts the "Premises" in as-is condition.
Exhibit "D"
RULES AND REGULATIONS
1. Sidewalks, doorways, vestibules, halls, stairways, and similar areas
shall not be obstructed nor shall refuse, furniture, boxes or other items be
placed therein by Tenant or its officers, agents, servants, and employees, or
used for any purpose other than ingress and egress to and from the leased
premises or for going from one part of the Building to another part of the
Building. Canvassing, soliciting, and peddling in the Building are prohibited.
2. Plumbing fixtures and appliances shall be used only for the purposes for
which constructed and no unsuitable material shall be placed therein.
3. No signs, directories, posters, advertisements, or notices shall be
painted or affixed on or to any of the windows or doors, or in corridors or
other parts of the Building, except in such color, size, and style, and in such
places as shall be first approved in writing by Landlord in its discretion.
Landlord will prepare one (1) building standard identification sign at
Landlord's expense. No additional signs shall be posted without Landlord's prior
written consent as to location and form, and the cost of preparing and posting
such signs shall be borne solely by Tenant. Landlord shall have the right to
remove all unapproved signs without notice to Tenant, at the expense of Tenant.
4. Tenant shall not do, or permit anything to be done in or about the
Building, or bring or keep anything therein, that will in any way increase the
rate of fire or other insurance on the Building, or on property kept therein or
otherwise increase the possibility of fire or other casualty (example: Candles,
halogen floor lamps, electric heaters).
5. Landlord shall have the power to prescribe the weight and position of
heavy equipment or objects, which may overstress any portion of the floor. All
damage done to the Building by the improper placing of such heavy items will be
repaired at the sole expense of the responsible tenant.
6. A tenant shall notify the Building manager when safes or other heavy
equipment or objects are taken in or out of the Building, and the moving shall
be done after written permission is obtained from Landlord on such conditions as
Landlord shall require. Any moving in or moving out of Tenant's equipment,
furniture, files, and/or fixtures shall be done only with prior written notice
to Landlord, and Landlord shall be entitled to prescribe the hours of such
activity, the elevators which shall be available for such activity and shall, in
addition, be entitled to place such other conditions upon Tenant's moving
activities as Landlord deems appropriate. Tenant shall bear all risk of loss
relating to damage incurred with respect to Tenant's property in the process of
such a move, and in addition, shall indemnify and hold Landlord harmless as to
all losses, damages, claims, causes of action, costs and/or expenses relating to
personal injury or property damage sustained by Landlord or any third part on
account of Tenant's moving activities.
7. Corridor doors, when not in use, shall be kept closed.
8. All deliveries must be made via the service entrance and elevators
designated by Landlord for service, if any, during normal working hours.
Landlords written approval must be obtained for any delivery after normal
working hours.
9. Each tenant shall cooperate with Landlord's employees in keeping leased
premises neat and clean.
10. Tenant shall not cause or permit any improper noises in the Building,
or allow unpleasant odors to emanate from the leased premises, or otherwise
interfere, injure, or annoy in any way other tenants or persons having business
with them.
11. No animals shall be brought into or kept in or about the Building.
12. No boxes, crates, or other such materials shall be stored in hallways
or other Common Areas. When Tenant must dispose of crates, boxes, etc., it will
be the responsibility of Tenant to dispose of same prior to, or after the hours
of 7:30 a.m. and 5:30 p.m., so as to avoid having such debris visible in the
Common Area during Normal Business Hours.
13. No machinery of any kind, other than ordinary office machines such as
computers, typewriters and calculators, shall be operated on leased premises
without the prior written consent of Landlord.
14. Tenants or their employees shall not use nor keep in the Building any
flammable or explosive fluid or substance (including live Christmas trees and
ornaments), or any illuminating materials including candles. No space heaters,
halogen floor lamps or fans shall be operated in the Building.
15. No bicycles, motorcycles or similar vehicles will be allowed in the
Building.
16. No nails, hooks, or screws shall be driven into or inserted in any part
of the Building except as approved by building maintenance personnel. Nothing
shall be affixed to, or made to hang from the ceiling of the Premises without
Landlord's prior written consent.
17. Landlord has the right to evacuate the Building in the event of an
emergency or catastrophe.
18. Outside food services will be allowed in Tenant's leased premises only.
19. No additional locks shall be placed upon any doors without the prior
written consent of Landlord. Landlord shall furnish all necessary keys, and the
same shall be surrendered upon termination of this Lease, and Tenant shall then
give Landlord or his agent an explanation of the combination of all locks on the
doors or vaults. Landlord shall initially give tenant two (2) keys to the
Demised Premises. Tenant shall make no duplicates of such keys. Additional keys
shall be obtained only from Landlord, at a fee to be determined by Landlord.
20. Tenant will not locate furnishings or cabinets adjacent to mechanical
or electrical access panels to prevent personnel from servicing such units as
routine or emergency access may require. Cost of moving such furnishing for
Landlord's access will be at Tenant's expense. The lighting and air conditioning
equipment of the Building will remain the exclusive charge of the Building
designated personnel.
21. Tenant shall comply with parking rules and regulations as may be posted
and distributed from time to time.
22. Hangtags are provided for each Tenant and their employees and must be
displayed properly in vehicles while on CityPlex property.
23. Employees are not to park in Visitor parking.
24. Upon second vehicle violation notice, vehicles will be towed at owners'
expense.
25. Tenants and their employees are not allowed to advertise "For Sale" any
vehicles on CityPlex Towers property.
26. Tenants have the option of allowing their employees to have access to
the building with Security Codes provided by the Management Company. Any
transferring of codes will result in immediate deletion from the security
system.
27. No portion of the Building shall be used for the purpose of lodging
rooms.
28. Tenant will not place vending machines or dispensing machines of any
kind in the leased premises.
29. Prior written approval, which shall be at Landlord's sole discretion,
must be obtained for installation of window shades, blinds, drapes, or any other
window treatment of any kind whatsoever. Landlord will control all internal
lighting that may be visible from the exterior of the Building and shall have
the right to change any unapproved lighting, without notice to Tenant, at
Tenant's expense.
30. No tenant shall make any changes or alterations to any portion of the
Building without Landlord's prior written approval, which may be given on such
conditions as Landlord may elect. All such work shall be done by Landlord or by
contractors and/or workmen approved by Landlord working under Landlord's
supervision.
31. Smoking is prohibited on the North, East and West sides of the
building. Smoking is permitted in the designated areas of the building and in
the smoking rooms designated by Landlord within the building.
In the event that Tenant, it's agents and employees smoke in any area other
than those described above, Landlord reserves the right to charge Tenant as
additional rent hereunder, Fifty Dollars ($50.00) for each such occurrence.
CityPlex Security personnel on-site as well as will monitor the non-smoking
areas by video.
32. Landlord reserves the right to rescind any of these rules and make such
other and further rules and regulations as in its judgment shall from time to
time be needful for the operation of the Building, which rules shall be binding
upon each Tenant upon delivery to such Tenant of notice thereof in writing.
Last Revision: August 18, 2002
CONFIRMATION OF PRIOR AGENCY DISCLOSURE
---------------------------------------
The Oklahoma Real Estate Commission Rules require a licensee, as agent or
principal, to clearly disclose the agency relationship(s) to the Landlord and
Tenant prior to their entering into a binding agreement, and to confirm the
prior agency disclosure in a separate provision, incorporated in or attached to
that agreement.
In compliance with this Commission Rule, Landlord and Tenant confirm that
before they entered into this Lease Agreement, Tower Realty Group, Inc. and
Austin Neal had previously disclosed that they represent the Landlord.
LANDLORD
Oral Roberts University,
an Oklahoma corporation
By: David Elsworth
Date 01/27/05 Title: EVP
TENANT
ENGlobal Engineering, Inc.
A Texas corporation
By: /s/ William A. Coskey
Title: CEO
ADDENDUM
TO CITYPLEX TOWER OFFICE LEASE AGREEMENT
BY AND BETWEEN
ORAL ROBERTS UNIVERSITY, AN OKLAHOMA
CORPORATION, LANDLORD
AND
ENGLOBAL ENGINEERING, A TEXAS CORPORATION, TENANT
1. Termination Option: Tenant shall have the right to terminate up to 11,250
rentable square feet of the Lease effective on February 28, 2006 by giving
the Landlord ninety (90) days prior written notice of its' intent to
terminate. Tenant shall also have the right to terminate up to 11,250
rentable square feet of the Lease effective on February 28, 2007 by giving
Landlord ninety (90) days prior written notice of its' intent to terminate.
2. Expansion Option: Provided that this Lease is then in full force and
effect, and provided further that Tenant is not then in breach or default
under any of the terms, covenants or conditions in this Lease on Tenant's
part to observe or perform, Tenant shall have the right to lease additional
space in the Building at any time during the initial Lease term, subject to
availability. The Base Rental for said additional space shall be the then
current base rental called for in the Lease.