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HomeMy WebLinkAboutRES 07-096 RESOLUTION NO. 07-096 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Manager be, and he is hereby, authorized to execute all necessary documents, specifically including a License Agreement, in order for the Beaumont Police Department to continue to maintain a Police Substation at Conn's. The License Agreement is substantially in the form attached hereto as Exhibit "A." PASSED BY THE CITY COUNCIL of the City of Be mont this the 3`d day of April, 2007. UMO/�j, � �� � 1�tf - Mayor Guy N. Goodson - jW i SeSses �A o of 44%k X LICENSE AGREEMENT THIS LICENSE is made this — day of , 2007, by and between CAI, L.P., a Texas Limited Partnership, ("Licensor") and City of Beaumont, a(n) Government incorporated in the state of Texas, having offices at , ("Licensee"). It is understood and agreed that this Agreement is, and is intended to be a License, granting the Licensee permission to engage in certain acts upon certain of the Licensor's premises, subject to the terms, conditions and limitations set forth herein. Licensor does not grant Licensee any permanent interest in Licensor's premises, land, building or other realty whatsoever, nor shall any other relationship between the parties, including, but not limited to that of landlord and tenant be implied or created by virtue of this Agreement. The License granted by this Agreement may not be sold, assigned, transferred, mortgaged, pledged or transferred by Licensee. In consideration of the agreements set forth herein the parties agree: 1. License Area: Licensee's rights, duties and obligations under this Agreement shall be limited to the specific area containing approximately 594 square feet of floor area, as identified on Exhibit A, attached hereto and made a part hereof("License Area"), in Conn's Corporate Office, Beaumont, TX located at 3295 College Street, Beaumont, TX 77701. Licensee shall have no right to use any other areas of Licensor's premises, other than common areas open to the general public. 2. Duration: Licensee's rights under this Agreement shall commence on the earlier of: (a) (the "Commencement Date"), and shall end on September 30, 2010 (the "Expiration Date"), unless the License referenced in this Agreement is revoked earlier by Licensor, or extended as provided herein. In the event Licensor extends the lease pursuant to which it is occupying the premises, then, subject to Licensee's approval, the rights of Licensee under this License Agreement shall likewise be extended for the term of the extension (September 30, 2015 and, if extended through this date, September 30, 2020). *Licensor or Licensee may revoke this License at any time, with or without cause, and with sixty (60) days advance written notice. 3. Use: The License Area shall be occupied and used by the Licensee as approved by Licensor solely for the purpose of use of premises as a police department substation for shift changes, report writing, phone work, etc. The premises shall not be used as a jail or for any other purposes whatsoever. 4. DB/A: Licensee shall occupy and use the License Area under the trade name of City of Beaumont which shall not be changed without Licensor's prior written consent. 1 EXHIBIT "A" 5. Fees: Licensee shall pay Licensor, without notice, demand or setoff, at the property office or such other location as Licensor may specify, by certified check or money order on or before the start date of this agreement, and on the first day of each month thereafter: Fee Total Fee Fee(s) per calendar year: $1.00 $1.00 6. Damage Deposit: None 7. Relocation: Licensor reserves the right to move, relocate, adjust or substitute the License Area, in Licensor's sole discretion. Licensor shall make every reasonable effort to do so in such a way as to be lest disruptive to Licensee's use of the License Area. 8. Revocation: The License granted by virtue of this Agreement may be revoked by Licensor, in Licensor's sole discretion for any reason, including, but not limited to the Specific Grounds for Revocation set forth in Paragraph 14 hereof, upon not less than thirty (30) days prior notice to Licensee. Licensee shall not be entitled to reimbursement or compensation for any purported damages or losses sustained as the result of any such revocation by Licensor. *Licensee is self insured for all general and automobile liability and will hold Licensor harmless for all claims arising from Licensee's use of the lease premises. 9. Liability of Licensor: Licensor shall not be responsible or liable for, and Licensee hereby expressly waives, all claims against Licensor for injury to persons or damage to Licensee's property on the License Area, regardless of the cause. Licensee's property in the License Area or the premises of Licensor shall be there at the Licensee's sole risk. Licensor, its agents and employees shall not be liable for, and Licensee waives, all claims for loss or damage to Licensee's business or damage to person or property sustained by Licensee or any other person claiming by, through or under Licensee resulting from any accident in or occurrence in, on or about the License Area or any other part of the corporate center, including, without limitation, claims for loss, theft, or damage resulting from (i) equipment or appurtenances becoming out of repair; (ii) injury done or occasioned by wind or weather; (iii) any defect in or failure to operate, for whatever reason, any sprinkler, heating, or air-conditioning equipment, electric wiring or the installation thereof, gas, water, or steam pipes, stairs, porches, railings, or walks; (iv) broken glass; (v) the backing up of any sewer pipe or downspout; (vi) the bursting, leaking, or running of any tank, tub, washstand, water closet, waste pipe, drain, or other pipe; (vii) the escape of steam or water; (viii) water, snow, or ice being upon or coming through the roof, skylight, trap door, stairs, doorways, windows, walks, or any other place upon or near the corporate center; (ix) the falling of any fixture, plaster, tile, stucco, or other material; (x) any act, omission, or negligence of other licensees or any other 2 persons or occupants of the corporate center or of adjoining or contiguous buildings, of owners of adjacent or contiguous property, or the public, or by operations in the construction of any private, public, or quasi-public work; or (xi) any other cause of nature. To the maximum extent permitted by law, Licensee agrees to use and occupy the License Area, and to use such other portions of the corporate center as Licensee is herein given the right to use, at Licensee's own risk. 10. Specific Grounds for Revocation: If, (a) Licensee fails to perform any of the terms, conditions, or covenants of this License; or (b) in the event there shall be filed by, or against, Licensee in any court pursuant to any statute, either of the United States or any State, a petition (i) in bankruptcy, (ii) alleging insolvency, (iii) reorganization, (iv) appointment of a receiver, (v) any arrangement of the bankruptcy acts, or a similar type of proceeding; or (c) Licensee fails to pay, when due, any payment required hereunder; or (d) Licensee abandons or vacates the License Area; or (e) in the event of any other default by Licensee; then in any such event Licensee's rights hereunder shall cease and, Licensor may at its options (1) have the right to immediately revoke and terminate this License, and upon demand Licensee agrees to immediately surrender possession of the License Area to the Licensor; (s) make demand for immediate payment of all current and future rent and any other monetary obligations due hereunder; (3) re-enter the License Area and remove all persons and/or any property therefrom, by any suitable action of proceeding at law. All rights and remedies of Licensor herein or at law and in equity are cumulative. If Licensor, at its sole discretion, determines it is necessary to engage attorneys to enforce Licensor's rights hereunder, Licensee will reimburse Licensor for reasonable attorney's fees and court costs. With respect to any litigation arising out of this License Agreement, Licensee hereby expressly waives the right to a trial by jury and the right to file noncompulsory counter suit or cross claim against Licensor. 11. Obligations Upon Revocation: Upon service of the notice required by above Paragraph 10, Licensee shall: (a) remove all of Licensee's property, including, but not limited to inventory and trade fixtures from Licensor's premises within the time period set forth in the notice; (b) upon demand of Licensor, pay all current and future charges due under this Agreement; (c) reimburse Licensor for all reasonable attorney fees and court costs incurred as the result of Licensor enforcing its rights under this Agreement. Licensor's rights and remedies under this Agreement are cumulative and Licensor's failure to assert any claim allowed under this Agreement at any time shall not be construed as a waiver of the same. 12. Dama e: This License shall be revoked automatically if any portion of the License Area is damaged by fire or other peril, regardless of the cause. Licensee shall have no recourse against Licensor as a result of damage due to fire or any other peril. 13. Liabili : There shall be no personal liability of Licensor with respect to this License. If a breach by Licensor occurs, Licensee shall look solely to the equity of Licensor in the Shopping Center for the satisfaction of Licensee's remedies. 3 14. Provisions: Licensor is or may be a party to certain documents, as amended from time to time, with a mortgagee or beneficiary of Licensor, department stores, mall tenants, and others. This License is subject and subordinate to all the provisions in those documents, as amended from time to time. 14. Terms of Agreement: This License contains all the covenants, promises, agreements, conditions, and understandings between Licensor and Licensee. There are no other, either oral or written, between them other than those set forth in this License. 15. Obligation upon Expiration: Upon the Expiration date of this Agreement, Licensee shall immediately remove all of Licensee's property, including, but no limited to inventory and trade fixtures from Licensor's premises and otherwise return the License Area to the same condition as it existed at the Commencement Date hereof. If Licensee shall fail to do so, Licensor shall be entitled to additional fees equivalent to one hundred twenty-five percent (125%) of the total Minimum Fee specified in Paragraph 5 hereof, assessed in daily increments as one-thirtieth (1/30) of the total monthly amount. Licensee shall also reimburse Licensor for any court costs and reasonable attorney fees incurred as the result of Licensee's failure to vacate the License Area upon the expiration date as set forth in paragraph 2 hereof. 16. Liability of Licensor: The term "Licensor" means only CAI, L.P., the owner of a leasehold interest in said building and/or the land thereunder, so that in the event of an assignment of this License by Licensor, shall be deemed without further agreement between the parties and such purchaser(s), assignee(s), or lessee(s) that the purchaser, assignee, or lessee has assumed and agreed to observe and perform all obligations of Licensor hereunder. It is specifically understood and agreed that there shall be no personal liability of Licensor (nor Licensor's agent, if any) in respect to any of the covenants, conditions, or provisions of this Agreement; in the event of a breach or defaults by Licensor of any of its obligations hereunder, Licensee shall look solely to the equity of the Licensor in the corporate center for the satisfaction of Licensee's remedies. In addition hereto, it is specifically understood and agreed that Licensor's rights, privileges, duties, and obligations may be administered by Licensor's designee, including, but not limited to, Licensor's agent, and that such designee shall have the full authority of Licensor hereunder to perform all of Licensor's functions hereunder including but not limited to, the execution of the License and any other related documentation. 17. Non-Waiver Provision: The failure of Licensor to insist upon performance of any the terms, conditions, and covenants hereof shall not be deemed to be a waiver of any rights or remedies that Licensor may have and shall not be deemed to be a waiver of any subsequent breach or default in the terms, conditions, and covenants herein contained. 4 18. Binding Agreement: This Agreement may not be modified in any manner other than by written agreement signed by Licensee and Licensor, or any successor, designee, or assignee of Licensor. The terms, conditions and covenants set forth herein shall inure to the benefit of and be binding upon Licensee and Licensor, or any successor, designee or assignee of Licensor. 19. Licensed Premises: Licensee agrees that it has been in possession of the Licensed Premises prior to the date of this Agreement, and that the Licensed Premises are complete and satisfactory to Licensee for all of Licensee's purposes, and agrees to continue occupying the Licensed Premises under this License Agreement, WHERE IS, AS IS, WITH ALL FAULTS. 20. Permits: If there are any licenses, authorizations, or permits required by any governmental agency or authority for the type of activity to be carried on at or for the use of the License Area, Licensee shall be responsible for obtaining such. No unlawful activities shall be permitted in the use of the License Area. The consumption or sale of alcoholic beverages on or from the License Area shall not be permitted. 21. Operating Requirements: Licensee shall observe all the following rules for the Licensee's occupancy thereof: a. All garbage and refuse shall be kept in the kind of container specified by licensor, and shall be placed and prepared for collection in the manner and at the times and places specified by Licensor. If Licensor shall provide or designate a service for picking up refuse and garbage, Licensee shall use same at Licensee's cost. Licensee shall pay the cost of removal of any of Licensee's refuse and garbage, and maintain all common loading areas in a clean manner satisfactory to garbage, and maintain all common loading areas in a clean manner satisfactory to the Licensor. Licensee shall use any trash compactor Licensor provides for the general use of the Licensee or licensees in a designated area of the Corporate Center. b. No loudspeakers, televisions, phonographs, cd players, dvd players, cassette players, radios, flashing lights, or other devices shall be used in a manner so as to be heard or seen outside the License Area. C. Licensee shall not conduct or permit any fire, bankruptcy, relocation, liquidation, retirement, moving, auction, or "going out of business" sale (whether real or fictitious) in the License Area, or utilize any unethical method of business operation. Licensee shall not use the License Area as a clearance, outlet or wholesale center. d. Licensee shall not carry on any trade or occupation or operate any instrument or equipment, which emits an odor or causes a noise discernible outside of the License Area. 5 e. Licensee shall not distribute any handbills or other advertising matter in the Shopping Center or on automobiles parked in the parking areas of the Shopping Center. f. Licensee and Licensee's employees shall not park their cars in those portions of the parking area designated for customer parking by Licensor. If Licensee or Licensee's employees' park in portions of the parking area designated for customer parking, Licensor may, in additional to its other remedies, have such cars removed at Licensee's expense. g. Licensee and Licensee's employees shall maintain a neat and appropriate appearance and dress, and are expected to operate in a dignified, ethical manner. h. Licensee shall not permit loitering at the License Area. i. Licensee shall furnish Licensor with emergency telephone numbers and forwarding address. j. Licensee shall be solely responsible for policing its location against theft, loss or damage to its kiosk/pushcart and/or merchandise. Under no circumstance shall Licensor be held liable for such theft, lost or damage. 23. Conduct: Licensee shall at all times during its occupancy of the License Area provide sufficient supervision and maintain adequate control of its employees, guest and invitees. 24. Removal: Licensee shall at the Expiration Date or earlier revocation of this License remove its goods and effects, repair and damage caused by such removal, and peaceably yield up the License Area clean and in good order, repair and condition. Personal property of Licensee not removed within tow (2) days of such Expiration Date or earlier revocation shall become the property of Licensor, at Licensor's option without liability to Licensee therefore. 25. Conduct and Alterations: Licensee shall not harm the License Area, commit waste, create nuisance, make any use of the license Area which is offensive in Licensor's sole opinion, nor do any act tending to injure the reputation of the shopping Center. Licensee shall not make alterations or additions to the License Area, nor permit the making of holes in the walls, partitions, ceilings, or floors, nor permit the painting or placing of exterior signs, placards, or other advertising media, banners pennants, awnings, aerials, antennas, or the like in or on the License Area, without the prior written consent of Licensor which may be withheld in Licensor's sole discretion. Licensee shall comply with all laws, ordinances, orders and regulations affecting the use or occupancy of the License area. Licensee shall not violate applicable federal and state laws prohibiting the sale or display of products, which infringe on the trademarks or copyrights of others. 6 26. Condition of License Area: Licensee has inspected the License Area and accepts it "as is" with no representation of warranty by Licensor regarding the condition of the License Area or its suitability for Licensee's use or occupation thereof. Licensor has no obligation to repair the License Area unless the obligation is set forth in this License. 27. Hours of Operation: The License Area shall remain open for business at all times designated by Licensee. Licensee shall operate in the entire License Area continuously and uninterruptedly while this License is in effect, and in a first class manner. 28. Hazardous Material: Licensee shall not cause or permit any hazardous materiel to be brought upon, stored, kept, used or discharged on or about the License Area. 29. Access to License Area: Licensor may enter the License Area at any time. 30. Condition of License Area: Licensee shall maintain, at its sole cost and expense, the License Area in good condition and make all necessary replacements and repairs to the License Area except for structural repairs. In addition to all other remedies of Licensor, if Licensee does not complete it obligations to repair and maintain the License Area, or if Licensor, in the exercise of its sole discretion, determines that emergency repairs are necessary, or repairs or replacement of any portion of the License Area or Shopping Center are made necessary by any act, omission, or negligence of Licensee or its agents, employees, contractors or assignees, then in any such event, Licensor may make such repairs, maintenance, or replacements without liability to Licensee for any loss or damage that may accrue to Licensee, its merchandise, fixtures, or other property or to Licensee's business by reason of such repair, maintenance, or replacement. Upon completion of any such repair, maintenance, or replacement Licensee shall pay upon demand, as additional fees, Licensor's costs for making such repairs, maintenance, or replacements together with Licensor's administrative costs related thereto which amount shall equal 1.5 times the total costs of repair, maintenance, or replacement. Furthermore, Licensee shall immediately notify Licensor of any defects or unsafe conditions in the common areas immediately adjacent to the License Area. 31. Non-prohibited Transaction Representation: Licensee hereby represents and warrants to Licensor that Licensee is not, and shall not become, a person or entity with whom Licensor is restricted from doing business with under regulations of the office of Foreign Asset Control ("OFAC") of the Department of the Treasury (including, but not limited to, the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism), or other governmental action and is not and shall not engage in any dealings or transaction or be otherwise associates with such persons or entities. 7 L IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year first above written, each acknowledging receipt of an executed copy hereof. LICENSOR: CAI, L.P., By: Conn Appliances, Inc., its general partner By: Z,/ -awl C` Print name: William C.Ny ' , Jr. Its: President LICENSEE: City of Beaumont By: Print name: Its: 8 .n -- ,C—,11 ,II .Y—,I ,9—,bZ OI:O[ .4 • • • ZL � •r 00 - � kCL cl i tf - >> • IJ�W-� p p i � , m _. • r r 1 LICENSE AGREEMENT fa THIS LICENSE is made this day of 1 , 2007, by and between CAI, L.P.,-4 a Texas Limited Partnership, ("Licensor") and City of Beaumont, a(n) Government incorporated in the state of Texas, having offices at ("Licensee"). It is understood and agreed that this Agreement is, and is intended to be a License, granting the Licensee permission to engage in certain acts upon certain of the Licensor's premises, subject to the terms, conditions and limitations set forth herein. Licensor does not grant Licensee any permanent interest in Licensor's premises, land, building or other realty whatsoever, nor shall any other relationship between the parties, including, but not limited to that of landlord and tenant be implied or created by virtue of this Agreement. The License granted by this Agreement may not be sold, assigned, transferred, mortgaged, pledged or transferred by Licensee. In consideration of the agreements set forth herein the parties agree: 1. License Area: Licensee's rights, duties and obligations under this Agreement shall be limited to the specific area containing approximately 594 square feet of floor area, as identified on Exhibit A, attached hereto and made a part hereof("License Area"), in Conn's Corporate Office, Beaumont, TX located at 3295 College Street, Beaumont, TX 77701. Licensee shall have no right to use any other areas of Licensor's premises, other than common areas open to the general public. 2. Duration: Licensee's rights under this Agreement shall commence on the earlier of: (a) (the "Commencement Date"), and shall end on September 30, 2010 (the "Expiration Date"), unless the License referenced in this Agreement is revoked earlier by Licensor, or extended as provided herein. In the event Licensor extends the lease pursuant to which it is occupying the premises, then, subject to Licensee's approval, the rights of Licensee under this License Agreement shall likewise be extended for the term of the extension (September 30, 2015 and, if extended through this date, September 30, 2020). *Licensor or Licensee may revoke this License at any time, with or without cause, and with sixty (60) days advance written notice. 3. Use: The License Area shall be occupied and used by the Licensee as approved by Licensor solely for the purpose of use of premises as a police department substation for shift changes, report writing, phone work, etc. The premises shall not be used as a jail or for any other purposes whatsoever. 4. DB/A: Licensee shall occupy and use the License Area under the trade name of City of Beaumont which shall not be changed without Licensor's prior written consent. 1 5. Fees: Licensee shall pay Licensor, without notice, demand or setoff, at the property office or such other location as Licensor may specify, by certified check or money order on or before the start date of this agreement, and on the first day of each month thereafter: Fee Total Fee Fee(s) per calendar year: $1.00 $1.00 6. Damaze Deposit: None 7. Relocation: Licensor reserves the right to move, relocate, adjust or substitute the License Area, in Licensor's sole discretion. Licensor shall make every reasonable effort to do so in such a way as to be lest disruptive to Licensee's use of the License Area. 8. Revocation: The License granted by virtue of this Agreement may be revoked by Licensor, in Licensor's sole discretion for any reason, including, but not limited to the Specific Grounds for Revocation set forth in Paragraph 14 hereof, upon not less than thirty (30) days prior notice to Licensee. Licensee shall not be entitled to reimbursement or compensation for any purported damages or losses sustained as the result of any such revocation by Licensor. *Licensee is self insured for all general and automobile liability and will hold Licensor harmless for all claims arising from Licensee's use of the lease premises. 9. Liability of Licensor: Licensor shall not be responsible or liable for, and Licensee hereby expressly waives, all claims against Licensor for injury to persons or damage to Licensee's property on the License Area, regardless of the cause. Licensee's property in the License Area or the premises of Licensor shall be there at the Licensee's sole risk. Licensor, its agents and employees shall not be liable for, and Licensee waives, all claims for loss or damage to Licensee's business or damage to person or property sustained by Licensee or any other person claiming by, through or under Licensee resulting from any accident in or occurrence in, on or about the License Area or any other part of the corporate center, including, without limitation, claims for loss, theft, or damage resulting from (i) equipment or appurtenances becoming out of repair; (ii) injury done or occasioned by wind or weather; (iii) any defect in or failure to operate, for whatever reason, any sprinkler, heating, or air-conditioning equipment, electric wiring or the installation thereof, gas, water, or steam pipes, stairs, porches, railings, or walks; (iv) broken glass; (v) the backing up of any sewer pipe or downspout; (vi) the bursting, waste pipe, drain or other water closet , leaking, or running of any tank, tub, washstand, � P p pipe; (vii) the escape of steam or water; (viii) water, snow, or ice being upon or coming through the roof, skylight, trap door, stairs, doorways, windows, walks, or any other place upon or near the corporate center; (ix) the falling of any fixture, plaster, tile, stucco, or other material; (x) any act, omission, or negligence of other licensees or any other 2 persons or occupants of the corporate center or of adjoining or contiguous buildings, of owners of adjacent or contiguous property, or the public, or by operations in the construction of any private, public, or quasi-public work; or (xi) any other cause of nature. To the maximum extent permitted by law, Licensee agrees to use and occupy the License Area, and to use such other portions of the corporate center as Licensee is herein given the right to use, at Licensee's own risk. 10. Specific Grounds for Revocation: If, (a) Licensee fails to perform any of the terms, conditions, or covenants of this License; or (b) in the event there shall be filed by, or against, Licensee in any court pursuant to any statute, either of the United States or any State, a petition (i) in bankruptcy, (ii) alleging insolvency, (iii) reorganization, (iv) appointment of a receiver, (v) any arrangement of the bankruptcy acts, or a similar type of proceeding; or (c) Licensee fails to pay, when due, any payment required hereunder; or (d) Licensee abandons or vacates the License Area; or (e) in the event of any other default by Licensee; then in any such event Licensee's rights hereunder shall cease and, Licensor may at its options (1) have the right to immediately revoke and terminate this License, and upon demand Licensee agrees to immediately surrender possession of the License Area to the Licensor; (s) make demand for immediate payment of all current and future rent and any other monetary obligations due hereunder; (3) re-enter the License Area and remove all persons and/or any property therefrom, by any suitable action of proceeding at law. All rights and remedies of Licensor herein or at law and in equity are cumulative. If Licensor, at its sole discretion, determines it is necessary to engage attorneys to enforce Licensor's rights hereunder, Licensee will reimburse Licensor for reasonable attorney's fees and court costs. With respect to any litigation arising out of this License Agreement, Licensee hereby expressly waives the right to a trial by jury and the right to file noncompulsory counter suit or cross claim against Licensor. 11. Obligations Upon Revocation: Upon service of the notice required by above Paragraph 10, Licensee shall: (a) remove all of Licensee's property, including, but not limited to inventory and trade fixtures from Licensor's premises within the time period set forth in the notice; (b) upon demand of Licensor, pay all current and future charges due under this Agreement; (c) reimburse Licensor for all reasonable attorney fees and court costs incurred as the result of Licensor enforcing its rights under this Agreement. Licensor's rights and remedies under this Agreement are cumulative and Licensor's failure to assert any claim allowed under this Agreement at any time shall not be construed as a waiver of the same. 12. Damage: This License shall be revoked automatically if any portion of the License Area is damaged by fire or other peril, regardless of the cause. Licensee shall have no recourse against Licensor as a result of damage due to fire or any other peril. 13. Liability: There shall be no personal liability of Licensor with respect to this License. If a breach by Licensor occurs, Licensee shall look solely to the equity of Licensor in the Shopping Center for the satisfaction of Licensee's remedies. 3 14. Provisions: Licensor is or may be a party to certain documents, as amended from time to time, with a mortgagee or beneficiary of Licensor, department stores, mall tenants, and others. This License is subject and subordinate to all the provisions in those documents, as amended from time to time. 14. Terms of Agreement: This License contains all the covenants, promises, agreements, conditions, and understandings between Licensor and Licensee. There are no other, either oral or written, between them other than those set forth in this License. 15. Obligation upon Expiration: Upon the Expiration date of this Agreement, Licensee shall immediately remove all of Licensee's property, including, but no limited to inventory and trade fixtures from Licensor's premises and otherwise return the License Area to the same condition as it existed at the Commencement Date hereof. If Licensee shall fail to do so, Licensor shall be entitled to additional fees equivalent to one hundred twenty-five percent (125%) of the total Minimum Fee specified in Paragraph 5 hereof, assessed in daily increments as one-thirtieth (1/30) of the total monthly amount. Licensee shall also reimburse Licensor for any court costs and reasonable attorney fees incurred as the result of Licensee's failure to vacate the License Area upon the expiration date as set forth in paragraph 2 hereof. 16. Liability of Licensor: The term "Licensor" means only CAI, L.P., the owner of a leasehold interest in said building and/or the land thereunder, so that in the event of an assignment of this License by Licensor, shall be deemed without further agreement between the parties and such purchaser(s), assignee(s), or lessee(s) that the purchaser, assignee, or lessee has assumed and agreed to observe and perform all obligations of Licensor hereunder. It is specifically understood and agreed that there shall be no personal liability of Licensor (nor Licensor's agent, if any) in respect to any of the covenants, conditions, or provisions of this Agreement; in the event of a breach or defaults by Licensor of any of its obligations hereunder, Licensee shall look solely to the equity of the Licensor in the corporate center for the satisfaction of Licensee's remedies. In addition hereto, it is specifically understood and agreed that Licensor's rights, privileges, duties, and obligations may be administered by Licensor's designee, including, but not limited to, Licensor's agent, and that such designee shall have the full authority of Licensor hereunder to perform all of Licensor's functions hereunder including but not limited to, the execution of the License and any other related documentation. 17. Non-Waiver Provision: The failure of Licensor to insist upon performance of any the terms, conditions, and covenants hereof shall not be deemed to be a waiver of any rights or remedies that Licensor may have and shall not be deemed to be a waiver of any subsequent breach or default in the terms, conditions, and covenants herein contained. 4 18. Binding Agreement: This Agreement may not be modified in any manner other than by written agreement signed by Licensee and Licensor, or any successor, designee, or assignee of Licensor. The terms, conditions and covenants set forth herein shall inure to the benefit of and be binding upon Licensee and Licensor, or any successor, designee or assignee of Licensor. 19. Licensed Premises: Licensee agrees that it has been in possession of the Licensed Premises prior to the date of this Agreement, and that the Licensed Premises are complete and satisfactory to Licensee for all of Licensee's purposes, and agrees to continue occupying the Licensed Premises under this License Agreement, WHERE IS, AS IS, WITH ALL FAULTS. 20. Permits: If there are any licenses, authorizations, or permits required by any governmental agency or authority for the type of activity to be carried on at or for the use of the License Area, Licensee shall be responsible for obtaining such. No unlawful activities shall be permitted in the use of the License Area. The consumption or sale of alcoholic beverages on or from the License Area shall not be permitted. 21. Operating Requirements: Licensee shall observe all the following rules for the Licensee's occupancy thereof: a. All garbage and refuse shall be kept in the kind of container specified by licensor, and shall be placed and prepared for collection in the manner and at the times and places specified by Licensor. If Licensor shall provide or designate a service for picking up refuse and garbage, Licensee shall use same at Licensee's cost. Licensee shall pay the cost of removal of any of Licensee's refuse and garbage, and maintain all common loading areas in a clean manner satisfactory to garbage, and maintain all common loading areas in a clean manner satisfactory to the Licensor. Licensee shall use any trash compactor Licensor provides for the general use of the Licensee or licensees in a designated area of the Corporate Center. b. No loudspeakers, televisions, phonographs, cd players, dvd players, cassette players, radios, flashing lights, or other devices shall be used in a manner so as to be heard or seen outside the License Area. C. Licensee shall not conduct or permit any fire, bankruptcy, relocation, liquidation, retirement, moving, auction, or "going out of business" sale (whether real or fictitious) in the License Area, or utilize any unethical method of business operation. Licensee shall not use the License Area as a clearance, outlet or wholesale center. d. Licensee shall not carry on any trade or occupation or operate any instrument or equipment, which emits an odor or causes a noise discernible outside of the License Area. 5 e. Licensee shall not distribute any handbills or other advertising matter in the Shopping Center or on automobiles parked in the parking areas of the Shopping Center. f. Licensee and Licensee's employees shall not park their cars in those portions of the parking area designated for customer parking by Licensor. If Licensee or Licensee's employees' park in portions of the parking area designated for customer parking, Licensor may, in additional to its other remedies, have such cars removed at Licensee's expense. g. Licensee and Licensee's employees shall maintain a neat and appropriate appearance and dress, and are expected to operate in a dignified, ethical manner. h. Licensee shall not permit loitering at the License Area. i. Licensee shall furnish Licensor with emergency telephone numbers and forwarding address. j. Licensee shall be solely responsible for policing its location against theft, loss or damage to its kiosk/pushcart and/or merchandise. Under no circumstance shall Licensor be held liable for such theft, lost or damage. 23. Conduct: Licensee shall at all times during its occupancy of the License Area provide sufficient supervision and maintain adequate control of its employees, guest and invitees. 24. Removal: Licensee shall at the Expiration Date or earlier revocation of this License remove its goods and effects, repair and damage caused by such removal, and peaceably yield up the License Area clean and in good order, repair and condition. Personal property of Licensee not removed within tow (2) days of such Expiration Date or earlier revocation shall become the property of Licensor, at Licensor's option without liability to Licensee therefore. 25. Conduct and Alterations: Licensee shall not harm the License Area, commit waste, create nuisance, make any use of the license Area which is offensive in Licensor's sole opinion, nor do any act tending to injure the reputation of the shopping Center. Licensee shall not make alterations or additions to the License Area, nor permit the making of holes in the walls, partitions, ceilings, or floors, nor permit the painting or placing of exterior signs, placards, or other advertising media, banners pennants, awnings, aerials, antennas, or the like in or on the License Area, without the prior written consent of Licensor which may be withheld in Licensor's sole discretion. Licensee shall comply with all laws, ordinances, orders and regulations affecting the use or occupancy of the License area. Licensee shall not violate applicable federal and state laws prohibiting the sale or display of products, which infringe on the trademarks or copyrights of others. 6 26. Condition of License Area: Licensee has inspected the License Area and accepts it "as is" with no representation of warranty by Licensor regarding the condition of the License Area or its suitability for Licensee's use or occupation thereof. Licensor has no obligation to repair the License Area unless the obligation is set forth in this License. 27. Hours of Operation: The License Area shall remain open for business at all times designated by Licensee. Licensee shall operate in the entire License Area continuously and uninterruptedly while this License is in effect, and in a first class manner. 28. Hazardous Material: Licensee shall not cause or permit any hazardous materiel to be brought upon, stored, kept, used or discharged on or about the License Area. 29. Access to License Area: Licensor may enter the License Area at any time. 30. Condition of License Area: Licensee shall maintain, at its sole cost and expense, the License Area in good condition and make all necessary replacements and repairs to the License Area except for structural repairs. In addition to all other remedies of Licensor, if Licensee does not complete it obligations to repair and maintain the License Area, or if Licensor, in the exercise of its sole discretion, determines that emergency repairs are necessary, or repairs or replacement of any portion of the License Area or Shopping Center are made necessary by any act, omission, or negligence of Licensee or its agents, employees, contractors or assignees, then in any such event, Licensor may make such repairs, maintenance, or replacements without liability to Licensee for any loss or damage that may accrue to Licensee, its merchandise, fixtures, or other property or to Licensee's business by reason of such repair, maintenance, or replacement. Upon completion of any such repair, maintenance, or replacement Licensee shall pay upon demand, as additional fees, Licensor's costs for making such repairs, maintenance, or replacements together with Licensor's administrative costs related thereto which amount shall equal 1.5 times the total costs of repair, maintenance, or replacement. Furthermore, Licensee shall immediately notify Licensor of any defects or unsafe conditions in the common areas immediately adjacent to the License Area. 31. Non-prohibited Transaction Representation: Licensee hereby represents and warrants to Licensor that Licensee is not, and shall not become, a person or entity with whom Licensor is restricted from doing business with under regulations of the office of Foreign Asset Control ("OFAC") of the Department of the Treasury (including, but not limited to, the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism), or other governmental action and is not and shall not engage in any dealings or transaction or be otherwise associates with such persons or entities. 7 s IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year first above written, each acknowledging receipt of an executed copy hereof. LICENSOR: CAI, L.P., By: Conn Appliances, Inc., its general partner -z'a-alvl Print name: William C.Ny ' , Jr. Its: President LICENSEE: City of Beaumont B y. 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