2001-108-RES APPROVING GROUNDS SUBLEASE BETWEEN RED RIVER VALLEY FAIR ASSN AND PARIS RODEO AND HORSE CLUB
RESOLUTION NO. 2001-108
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS,
PARIS, TEXAS, APPROVING THE GROUNDS SUBLEASE BETWEEN THE
RED RIVER VALLEY FAIR ASSOCIATION AND THE PARIS RODEO
AND HORSE CLUB; MAKING OTHER FINDINGS AND PROVISIONS
RELATED TO THE SUBJECT; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, the Red River Valley Fair Association has requested approval from the City
Council of the City of Paris to enter into a grounds sublease agreement with the Paris Rodeo and
Horse Club in the form shown in Exhibit A, attached hereto; and,
WHEREAS, it would be in the best interests of the citizens of the city of Paris that such
grounds sublease agreement be approved, and the Mayor should be authorized to acknowledge
approval of said sublease by signing the same; NOW, THEREFORE,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, PARIS,
TEXAS:
Section 1, That the findings set out in the preamble to this resolution are hereby in all things
approved.
Section 2. That the Red River Valley Fair Association be, and it is hereby, granted approval
to enter into the grounds sublease agreement with the Paris Rodeo and Horse Club in the form shown
in Exhibit A, attached hereto.
Section 3. That the Mayor be, and he is hereby, authorized and directed to acknowledge
approval, on behalf of the City of Paris, of said grounds sublease agreement by signing the same.
Section 4. That this resolution shall be effective from and after its date of passage.
PASSED AND APPROVED this 9th day of July, 200!.
~~~zf
Michael J. Pfie , M or
ATTEST:
attie Cunningham, City Clerk
y
GROqNDS SUBLEASE AGREEMENT
SUBLESSOR:
RED RIVER VALLEY
FAIR ASSOCIATION, INC.
SUBLESSEE: PARIS RODEO
AND HORSE CLUB
Table of Contents
Preamble--Parties.................................. .
DEMISE AND DESCRIPTION OF PROPERTY
ARTICLE 1. TERM
#1.01. Term of Sublease....... ..... ...... ......
#1.02. Option to Extend Term. .......... ........
#1.03. Holdover................................
ARTICLE 2. RENT
#2.01. Consideration...........................
#2.02. Gross Receipts Defined..................
#2.03. Statement of Gross Receipts.......... ...
#2.04. Books and Records of Sublessee..........
ARTICLE 3. USE OF PREMISES
#3.01. Primary Purpose...... . . . . . . . . . . . . . . . . . . .
#3.02. Illegal Use Not Permitted...............
#3.03. Water and Nuisance. . . . . . . . . . . . . . . . . . . . . .
ARTICLE 4. UTILITIES
ARTICLE 5. REPAIRS, MAINTENANCE, AND RESTORATION
#5.01. Lessee's Duty to Maintain and Repair. ...
#5.02. Damage and Destruction........ .... ......
ARTICLE 6. MECHANICS' LIENS
ARTICLE 7. INSURANCE AND INDEMNIFICATION
#7.01. Insurance on Buildings & Improvements...
#7.02. Liability Insurance. ....................
#7.03. Construction Liability Insurance........
#7.04. Certificate of Insurance....... ... ......
#7.05. Indemnification of Sublessor............
ARTICLE 8. TAXES
#8.01. Payment by Sublessee.. ............ ......
#8.02. Payment by Sublessor................. ...
ARTICLE 9. CONSTRUCTION BY SUBLESSEE
#9.01. Ownership of Buildings, Improvements,
and Fixtures.. . . . . . . . . . . . . . . . . . . . . . . . . . . .
#9.02. Right to Remove Improvements...... .......
#9.03. Removal Restrictions.... .............. ...
ARTICLE 10. SUBLEASE
#10.01. Subletting by Sublessee.............. ...
ARTICLE 11. DEFAULT AND REMEDIES
#11.01. Termination on Default............... ...
#11.02. Waiver of Breach...... ............ .....
#11.03. Possession after Default...............
ARTICLE 12. SPECIAL PROVISIONS
#12.01. Possession of Subleased Premises
by Sublessor. , . . . . . . . . . . . . . . . . . . . . . . . . .
#12.02. Advertisement Prohibition......... .....
#12.03. Use of Additional Premises by
Sublessee. . . . . . . . . . . . . . . . . , . . . . , . . . . . . .
~XHIBIT A
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#12.04. Parking................................ 11
#12.05. Area West of Creek..................... 12
ARTICLE 13. MISCELLANEOUS' 12
#13.01. Notices and Addresses,. ..............., 12
#13.02. Parties Bound...................,...... 12
#13.03. Texas Law to Apply................. .... 12
#13.04. Legal Construction.. ................... 13
#13.05. Prior Agreements Superseded... ......... 13
#13.06. Amendment.............................. 13
#13.07. Rights and Remedies Cumulative......... 13
#13.08. Attorney's Fees and Costs.............. 13
#13.09. Force Majeure... ....................... 13
#13.10. Time of Essence........................ 14
#13.11. Sublease Approval. .......... ........... 14
#13.12. Sublease Subject to Main Lease. ........ 14
ACKNOWLEDGEMENTS 15
City of Paris Approval............. ...... ..... 16
SUBLEASE AGREEMENT
THIS SUBLEASE is made at Paris, Texas, between RED RIVER
VALLEY FAIR ASSOCIATION, INC., a Texas corporation, called
Sublessor in this agreement, and PARIS RODEO AND HORSE CLUB, a
Texas corporation, called Sublessee in this agreement.
DEMISE AND DESCRIPTION OF PROPERTY
In consideration of the mutual covenants and agreements set
forth in this sublease, and other good and valuable consideration,
Sublessor leases to Sublessee and Sublessee leases from Sublessor
the property, referred to as the subleased premises in this
agreement, located in Lamar County, Texas, described as follows:
BEGINNING at the Northwest corner of 6th Street and Clement
Road.
THENCE down the North edge of the extension of Clement Road
inside the property known as the Fair Grounds, belonging to the
City of Paris, and to Lessor, south along west side of 6th to a
point 600 feet- THENCE in line with existing fence,
THENCE West to creek running North and South through Fair
Grounds property 389 feet;
THENCE North along the east edge of creek running North and
South through the Fair Grounds property 610 feet;
THENCE East along the West boundary line of Clement Road to
the corner of Clement Road and 6th street N.E. 315 feet;
SAVE AND EXCEPT that area which is west of the creek that runs
North and South from Center Street to Clement Road.
ARTICLE 1. TERM
Terms of Sublease
#1.01. The term of this sublease shall be for a period of
five years, beginning on May 12, 2001 and ending on May 13, 2006,
unless sooner terminated as provided in this sublease. However,
this sublease shall terminate earlier in the event of the
termination of lease agreements between the CITY OF PARIS, a
municipal corporation, as Lessor, and RED RIVER VALLEY FAIR
ASSOCIATION, INC., a Texas corporation, as Lessee, leasing the
property described above, referred to as the Main Lease in this
agreement.
1
OPTION TO EXTEND TERM
# 1.02. Sublessee has: the right' to extend this sublease
beyond the expiration date provided in # 1.01. on the following
terms and conditions:
a. Should Sublessee fully and faithfully perform the terms
and conditions of this sublease, Sublessee may extend the term of
this lease for a period of five years, with the extended term to
begin on the day following the expiration date of the sublease term
specified in # 1.01. Provided, however, that if at the date of the
expiration of the original term, Sublessee is in default beyond any
grace period provided in this sublease in the performance of any of
the terms or provisions of this sublease, the remaining option
shall be null and void. All the terms, covenants, and provisions
of this sublease shall apply to all extended sublease terms. The
waiver of Sublessor of any breach of a term, covenant, or condition
of this sublease shall not be deemed to be a waiver for the purpose
of Sublessee's right to extend the term of this sublease under this
paragraph provided Sublessor has given notice of any breach as
required by the terms of the sublease.
b. Sublessee may exercise the option to extend this sublease
by giving to Sublessor notice of its intention to do so not earlier
than August 12, 2005 and not later than November 12, 2005 prior to
the expiration of the sublease term. To constitute effective
notice of an intention to exercise the option under this sublease,
the notice must be sent by certified or registered mail to
Sublessor at the address provided in # 13.01. of this sublease and
must be postmarked no later than the latest date provided in this
section for Sublessee's exercise of the option. Any notice to
exercise the option by Sublessee is subject to the provisions of #
1.02. (a) above.
HOLDOVER
# 1.03. If Sublessee holds over and continues in possession
of the subleased premises after expiration of the terms of this
sublease or any extension of that term, other than provided in #
1.02., Sublessee will be deemed to be occupying the premises on the
basis of a month-to-month tenancy, subject to all of the terms and
conditions of this sublease.
ARTICLE 2. RENT
Consideration
# 2.01. Sublessee agrees to make improvement on the subleased
premises to the extent of five per cent (05%) of its annual gross
receipts. Sublessee agrees and covenants that it will expend
during each year for such purpose five per cent (05%) of its total
gross receipts for the five year term of this sublease. However,
in the event Sublessee expends in excess of five per cent (05%)
during anyone year hereof for such purpose, such excess may be
credited on the total amount to be expended by Sublessee hereunder,
2
Gross Receipts Defined
.
#2.02. The term "gross receipts" as used in this sublease
means all sums of money received by Sublessee from all business
conducted on or from the subleased premises by Sublessee and all
others, whether such money be evidenced by check, credit, charge,
exchange, or otherwise.
a. The term "gross receipts" includes, but is not limited to,
the following:
i. The amounts received from the sale of merchandise or
services sold or performed, in, on, or from the subleased premises.
ii. Proceeds from rentals of the premises.
111. The amounts received for ticket sales for any activity on
the premises.
iv. Amounts received for Sublessee's annual rodeo.
v. The amounts received from any other source.
vi. The terms" sums of money" shall include services rendered
or value received by Sublessee from others in lieu of money
received for use of the premises. This does not include donated
services for charitable purposes.
Statement of Gross Receipts
#2.03. On or before the 15th day following the end of each
quarter of each year of this Sublease, Sublessee must furnish
Sublessor with a true and accurate statement, signed by Sublessee
or by an authorized representative of Sublessee, showing its gross
receipts for each month during the term of this sublease and any
extension of this sublease. For the purposes of this paragraph,
"Each quarter" means April 15th, July 15th, October 15th and
January 15th of each year, beginning May 15th, 2001.
Sublessee agrees to provide its statement of gross receipts to
Sublessor by sending a copy to Sublessor's mailing address, located
at 570 East Center Street, Paris, Texas 75460, or a such other
location or locations as Sublessor shall from time to time
designate by written notice to Sublessee.
3
Books and Records of Sublessee
# 2.04. Sublessor and author~zed representatives of Sublessor
shall have the right to exam~ne the statements, and their
supporting documents, described in the preceding paragraph at the
leased premises during Sublessee's regular business hours. If, on
examination of the books or records of Sublessee, a material error
shall be revealed in favor of the Sublessor that results in
additional gross receipts, then the reasonable costs of the
examination must be paid by Sublessee to Sublessor. Otherwise,
Sublessor will bear the costs of the examination. Sublessor 's
right to examine the statements and supporting documents shall be
limited to no more than twice each year of this sublease upon
reasonable notice to Sublessee.
Failure of Sublessee to report all gross receipts shall be
grounds for the termination of this agreement upon written notice
from Sublessor to Sublessee of a material error and the error is
not corrected within thirty days.
ARTICLE 3. USE OF PREMISES
Primary Purpose
# 3.01. Sublessee shall have the right to use the leased
premises for any lawful purposes. In this connection, and without
detracting from the foregoing, it is understood and agreed that the
primary purpose for which the leased premises have been leased and
hired is for activities and purposes of the Sublessee as outlined
in its Articles of Incorporation and By-laws.
Illegal Use Not Permitted
# 3.02. Sublessee agrees not to use all or part of the leased
premises or any building situated upon the leased premises for any
use or purpose in violation of any valid and applicable law,
regulation, or ordinance of the United States, the State of Texas,
or the City of Paris, Texas, or other lawful authority having
jurisdiction over the leased premises;
Waste and Nuisance
# 3.03. Sublessee shall not use, or permit the use of, the
premises in any manner that results in waste of the premises or
constitutes a nuisance. Sublessee, at its expense, will comply,
and will cause its officers, employees, agents, and invitees to
comply, with all applicable laws and ordinances and with all
applicable rules and regulations of governmental agencies,
concerning the use of the premises.
4
ARTICLE 4. UTILITIES
# 4.01. Sublessee shall payor cause to be paid all charges
for water, heat, gas, electricity, sewers, and all other utilities
used on the subleased premises throughout the term of this
sublease, including any connection fees.
ARTICLE 5. REPAIRS, MAINTENANCE, AND
RESTORATION
Lessee's Duty to Maintain and Repair
# 5.01. At all times during the term of this sublease,
Sublessee will keep and maintain, or cause to be kept and
maintained, all building and improvements which may be erected on
the subleased premises in a good state of appearance and repair,
reasonable wear and tear excepted, at Sublessee's own expense.
Sublessee shall kept the subleased premises mowed in any area not
occupied by buildings and improvements.
Damage or Destruction
# 5.02. In the event any building or improvement constructed
on the subleased premises is damaged or destroyed by fire or any
other casualty, regardless of the extent of such damage or
destruction, Sublessee shall, within one year from the date of such
damage or destruction, begin to repair, reconstruct, or replace the
damaged or destroyed building or improvement and pursue the repair,
reconstruction, or replacement with reasonable diligence so that
the building shall be restored to substantially the condition it
was in prior to the happening of the casualty; provided, however,
that if commencement or completion of this civil commotion, acts of
God, strikes, governmental restrictions or regulations, or
interferences, fire or other casualty, or any other reason beyond
the control of Sublessee, whether similar to any of those
enumerated or not, the time for commencing or completing, or both,
of the restoration will automatically be extended for the period of
each such delay.
5
ARTICLE 6. MECHANICS' LIENS
# 6.01. Sublessee shall not cause or permit any mechanics'
liens or other liens to be filed against the fee of the subleased
premises or against Sublessee's leasehold interest in the land or
any buildings or improvements on the subleased premises by reason
of any work, labor, services, or material supplied or claimed to
have been supplied to Sublessee or to anyone holding the subleased
premises or any part of them through or under Sublessee. If such
a mechanic's lien or materialman's lien is recorded against the
subleased premises or any building or improvements on the premises,
Sublessee shall either cause the same to be removed or, if
Sublessee in good faith desires to contest the lien, take timely
action to do so, at Sublessee's sole expense. If Sublessee
contests the lien, Sublessee agrees to indemnify Sublessor and hold
Sublessor harmless from all liability for damages occasioned by the
lien or the lien contest and shall, in the event of a judgment or
foreclosure on the lien, cause the lien to be discharged and
removed prior to execution of the judgment.
ARTICLE 7. INSURANCE AND INDEMNIFICATION
Insurance on Buildings and Improvements
# 7.01. At all times during the term of this sublease,
Sublessee shall keep all buildings and other improvements located
or being constructed on the subleased premises insured against loss
or damage by fire, with extended coverage endorsement of its
equivalent. This insurance shall be carried by insurance companies
authorized to transact business in Texas, selected by Sublessee and
approved by Sublessor whose approval shall not be unreasonably
withheld. The insurance shall be paid for by Sublessee and shall
be in amounts not less than eighty (80) percent of the fair
insurable value of the buildings and other improvements. Such
policy or policies of insurance shall name Sublessor, Sublessee and
the City of Paris as a named insured.
Liability Insurance
# 7.02. At all times during the term of this sublease,
Sublessee shall provide and keep in force during the term of this
sublease, liability insurance covering Sublessor, the City of Paris
and Sublessee for liability for property damage and personal
injury. This insurance shall be carried by one or more insurance
companies duly authorized to transact business in Texas, selected
by Sublessee and approved by Sublessor, and shall be paid for by
Sublessee. The insurance provided pursuant to this section shall
be in the amount of not less than $100,000 for property damage and
not less than $250,000 for one person and $500,000 for one accident
for personal injury. This insurance shall protect Sublessor, the
City of Paris and Sublessee against liability to any employees or
servants of Sublessee and to any other person or persons whose
property damage or personal injury arises out of or in connection
with the occupation, use, or condition of the leased premises.
6
Construc.tion Liability Insurance
# 7.03. Sublease agrees to obtain and maintain (to the extent
reasonably procurable) construction liability insurance at all
times when demolition, excavation, or construction work is in
progress on the premises. This insurance shall be carried by
insurance companies authorized to transact business in the State of
Texas, selected by Sublessee and approved by Sublessor, and shall
be paid for by Sublessee. The insurance shall have limits of not
less than $100,000 for property damage and $250,000 for one person
and $500,000 for one accident for personal injury and shall protect
Sublessor, the City of Paris and Sublessee, as well as any other
person or persons Sublessee may designate, against all liability
for injury or damage to any person or property in any way arising
out of demolition, excavation, or construction work on the
premises.
Certificate of Insurance
# 7.04. Sublessee shall furnish Sublessor with certificate of
all insurance required by this article. Sublessee agrees that if
it does not keep this insurance in full force and effect, Sublessor
may declare this sublease, and all rights and interest created by
it, to be terminated, notwithstanding the provisions of # 11.01.,
below.
Indemnification of Sublessor
# 7.05. Sublessor shall not be liable for any loss, damage,
or injury of any kind or character to any person or property
arising from any use of the subleased premises, or any part of the
subleased premises, or caused by any defect in any building,
structure, improvement, equipment, or facility on the subleased
premises or caused by or arising from any act or omission of
Sublessee, or of any of its agents, employees, licensees, or
invitees, or by or from any accident, fire, or other casualty on
the land, or occasioned by the failure of Sublessee to maintain the
premises in safe condition. Sublessee waives all claims and
demands on its behalf against Sublessor for any such loss, damage,
or injury, and agrees to indemnify and hold Sublessor entirely free
and harmless from all liability for any such loss, damage, or
injury of all other persons, and from all costs and expenses
arising from any claims or demands of other persons concerning any
such loss, damage, or injury.
7
ARTIC~E 8. TAXES
Payment by Sublessee
# 8.01. Sublessee shall pay and discharge all taxes, general
and special assessments, and other charges of every description
which are levied on or assessed against the leased premises and all
interests in the leased premises and all improvements and other
property on the leased premises during the term of this lease,
whether belonging to Sublessor or to Sublessee. Sublessee shall
pay all such taxes, charges, and assessments directly to the public
officer charged with their collection not less than fifteen (15)
days before the same shall become delinquent, and Sublessee agrees
to indemnify Sublessor and save Sublessor harmless from all such
taxes, charges, and assessments. Sublessee shall have the right in
good faith at its own sole cost and expense (in its own name or in
the name of Sublessor, or both, as Sublessee may determine
appropriate) to contest any such taxes, charges, and assessments,
and shall be obligated to pay the contested amount, plus any
penalties and interest imposed, only if and when finally determined
to be due.
Payment by Sublessor
# 8.02. At any time that the payment of any item of taxes,
special assessments, or governmental charges which Sublessee is
obligated to pay under the provisions of # 8.01. remains unpaid and
contested later than fifteen (15) days before the same shall become
delinquent, Sublessor may declare this sublease, and all rights and
interest created by it, to be terminated, pursuant to the
provisions of # 11.01., below.
ARTICLE 9. CONSTRUCTION BY SUBLESSEE
Ownership of Building, Improvements, and Fixtures
# 9.01. Any and all buildings, improvements, additions,
alterations, and fixtures, except furniture and trade fixtures,
constructed, placed, or maintained on any part of the subleased
premises during the sublease term shall be considered part of the
real property of the premises and shall remain on the premises and
become the property of City of Paris, Lessor at the time the
buildings, improvements, additions, alterations, and fixtures are
constructed, placed, or maintained on the subleased premises.
8
Right to Remove Trade Fixtures
.
# 9.02. Sublessee shall have the right at any time during
Sublessee's occupancy of the subleased premises, or wi thin a
reasonable time thereafter, to remove any and all furniture,
machinery, equipment, or other trade fixtures, owned or placed by
Sublessee, its sublessee or licensees, in, under, or on the
subleased premises, or acquired by Sublessee, whether before or
during the sublease term, but prior to the termination of the
sublease Sublessee must repair any damage to any buildings or
improvements on the premises resulting from their removal. Any
such items which are not removed by the termination date of the
sublease shall become the property of Lessor as of that date.
Removal Restriction
# 9.03. However, the provisions of # 9.02. do not apply to
any trade fixtures or other items placed upon the premises under #
2 . 01 ., above.
ARTICLE 10. SUBLEASE
Subletting by Sublessee
# 10.01. Sublessee shall not assign this sublease or any
interest under it, sublet the whole or any part of the subleased
premises, or permit the use or occupancy of the subleased premises
by any person, partnership, association, corporation or other legal
entity other than sublessee and the sublessee's agents and
employees without the prior written consent of the sublessor in
each instance in which the subletting or use or occupancy by
Sublessee extends for a period of thirty (30) days or more. A
subletting or use or occupancy that is less than 30 days, but of a
continuing nature exceeding thirty (30) shall require the written
consent of Sublessor. Sublessor's consent to a single assignment,
sublease, use, or occupancy does not constitute consent to any
subsequent attempted assignment or sublease, or use or occupancy by
another person, partnership, association, corporation or other
legal entity.
ARTICLE 11. DEFAULT AND REMEDIES
Termination on Default
# 11.01. Should Sublessee default in the performance of any
covenant, condition, or agreement in this sublease, and not correct
the default within fifteen (15) days after receipt of written
notice from Sublessor to Sublessee, Sublessor may declare this
lease, and all rights and interest created by it, to be terminated.
Upon Sublessor's electing to terminate, this sublease shall cease
and come to an end as if the day of Sublessor's election were the
day originally fixed in the sublease for its expiration.
9
Waiver of Breach
# 11.02. The waiver of sublessor of any breach of term,
covenant, or condition of this Sublease shall not be deemed to be
a waiver of any other breach of that term, covenant, or condition
of any other term, covenant, or condition of this Sublease
regardless of when the breach has occurred.
Possession after Termination
# 11.03. In the event of termination by Sublessee of the
terms, conditions, or covenants of this sublease, Sublessor shall
be entitled to the immediate possession of the subleased premises
and shall be entitled to reenter the premises to remove all
property and effects that Sublessee could have removed under #9
.02. without liability for damages of any kind, said claim for
damages being expressly waived. Sublessee agrees that it will not
interfere with Sublessor's possession of the subleased premises in
any way if Sublessor takes possession under this paragraph.
ARTICLE 12. SPECIAL PROVISIONS
Possession of Subleased Premises by Sublessor
# 12.01. (a) It is agreed between Sublessor and Sublessee
that Sublessor shall have possession of the subleased premises for
each year this sublease is in effect during the time Sublessor has
it's annual fair. Possession by Sublessor is to begin at 11:59 a.
m. o'clock on the second day preceding the opening day of the fair
and is to end at 11:59 a. m. o'clock on the second day subsequent
to the last day of the fair. Sublessee will give Sublessor access
to all buildings and other facilities on the subleased premises at
the time Sublessor is entitled to possession except for areas
containing the business records of Sublessee. Sublessor shall not
use the equipment located on the premises unless otherwise agreed
to between the Sublessor and the owner of the equipment.
# 12.01. (b) Sublessor will during its possession of the
subleased premises under # 12.01. (a) provide indemnity of like
kind as described in # 7.05 to Sublessee. Sublessee will during
its possession of the Coliseum under # 12.03 (a) provide indemnity
of like kind as described in # 7.05 to Sublessor.
10
Advertisement prohibition
# 12.02. (a) It is agreed between Sublessor and Sublessee
that if Sublessor puts on a full rodeo during its annual fair that
the annual fair shall be subsequent to the Sublessee's annual rodeo
and it is further agreed that Sublessee's annual rodeo end no later
than the first weekend in August of each year of this sublease.
Sublessor agrees not to advertise its full rodeo prior to the end
of the first weekend of each year of this sublease. Sublessor
agrees not to advertise it's full rodeo prior to the end of the
first weekend of August of each year.
(b) In the event that Sublessor changes the week of its
annual fair or Sublessee changes the week of its annual rodeo,
Sublessor and Sublessee agree to alter the provisions of # 12.02.
(a) within the intent of this agreement.
Use of Additional Premises by Sublessee
# 12.03. It is agreed between Sublessor and Sublessee that
during the week of the annual rodeo put on by the Sublessee that
Sublessee shall have possession of the Coliseum building located on
the premises of Sublessor, Possession by Sublessee is to begin at
11:59 a.m. o'clock on the second day preceding the opening day of
the rodeo and is to end at 11:59 a.m. o'clock on the second day
subsequent to the last day of the rodeo.
Parking
# 12.04. (al It is agreed between Sublessor and Sublessee
that Sublessee shall use that area on the west side of the
subleased premises for parking during the term of this sublease and
any extensions subject to # 12.04. (b), below.
#12.04. (b) During the major events sponsored by Sublessee,
Sublessee shall have use of Sublessor's premises for parking
subject to the rights, duties and obligations of other sublessee of
the premises controlled by Sublessor. Sublessee shall have the
option to charge for parking without obligation for any of the
proceeds to Sublessor, but not the parking of other sublessee of
the premises.
# 12.04. (c) The term "major events" as used in this sublease
means the annual rodeo put on by Sublessee and all others events
agreed to between Sublessor and sublessee. Any event, other than
the annual rodeo put on by Sublessee, which is agreed to be a
"major event" shall be put into writing and signed by a
representative of each party to this sublease.
11
Area West of Creek
# 12.05. It is agreed between Sublessor and Sublessee that
Sublessee shall have use of that area west of the creek that runs
north and south between Center Street and Clement Road for parking
and any other use in connection with normal activities of
Sublessee. Sublessor shall permit Sublessee to use the North
Parking area when the area west of the creek is unsuitable for
parking because of weather conditions. If used Sublessor shall be
responsible for clean-up maintenance.
ARTICLE 13. MISCELLANEOUS
Notices and Addresses
# 13.01. All notices required under this sublease must be
given by certified mail or registered mail, addressed to the proper
party, at the following addresses:
Sublessor:
Executive Director
Red River Valley
Association, Inc.
570 East Center Street
Paris, Texas 75460
Fair
Sublessee:
President
Paris Rodeo and Horse Club
P. O. Box 736
Paris, Texas 75461-0736
Either party may change the address to which notices are to be
sent it by giving the other party notice of the new address in the
manner provided in this section.
Parties Bound
# 13.02. This agreement shall be binding upon, and inure to
the benefit of, the parties to this sublease and their respective
heirs, executors, administrators, legal representatives,
successors, and assigns when permitted by this agreement.
Texas Law to Apply
# 13.03. This agreement shall be construed under, and in
accordance with, the laws of the State of Texas, and all
obligations of the parties created by this sublease are performable
in Lamar County, Texas.
12
Legal Construction
# 13.04. In case anyone or more of the provisions contained
in this agreement shall for any reason be held by a court of
competent jurisdiction to be invalid, illegal, or unenforceable in
any respect, such invalidity, illegality, or unenforceability shall
not affect any other provision of the agreement, and this agreement
shall be construed as if the invalid, illegal, or enforceable
provision had never been included in the agreement.
Prior Agreements Superseded
# 13.05. This agreement constitutes the sole and only
agreement of the parties to the agreement and supersedes any prior
understandings or written or oral agreements between the parties
respecting the subject matter of this agreement.
Amendment
# 13.06. No amendment, modification, or alteration of the
terms of this agreement shall be binding unless it is in writing,
dated subsequent to the date of this agreement, and duly executed
by the parties of this agreement.
Rights and Remedies Cumulative
# 13.07. The right and remedies provided by this sublease
agreement are cumulative, and the use of anyone right or remedy by
either party shall not preclude or waive its rights to use any or
all other remedies. These rights and remedies are given in
addition to any other rights the parties may have by law, statute,
ordinance, or otherwise.
Attorney's Fees and Costs
# 13.08. If, as a result of a breach of this agreement by
either party, the other party employs an attorney or attorney's to
enforce its rights under this sublease, then the breaching party
agrees to pay the other party the reasonable attorney's fees and
costs incurred to enforce the sublease.
Force Majeure
# 13.09. Neither Sublessor nor Sublessee shall be required to
perform any term, condition, or covenant in this sublease so long
as performance is delayed or prevented by force majeure, which
shall mean acts of God, strikes, lockouts, material or labor
restrictions by any governmental authority, civil riots, floods,
and any other cause not reasonable within the control of Sublessor
or Sublease and which by the exercise of due diligence Sublessor or
Sublessee is unable, wholly or in part, to prevent or overcome.
13
Time of Essence
# 13.10. Time is of the essence of this agreement.
Sublease Approval
# 13.11. Notwithstanding any of the above, this sublease
shall not be effective until approval is given to enter into this
sublease by the City of Paris, Texas to Sublessor as evidenced by
the signature of its duly authorized representative below.
Sublease Subject to Main Lease
# 13 .12 . Notwithstanding any of the above, this sublease
shall be subject to all the terms, conditions and covenants that
are part of the Main Lease, referred to in # 1.01., above.
on
The undersigned Sublessor and Sublessee execute this agreement
~ \~ , 2001, at Paris, Lamar County, Texas.
Fair
By:
Sublessee:
Paris Rodeo and Horse Club
BY:~U/ ~;?Jc,r:L;/"
/ (
President
P. O. Box 736
Paris, Texas 75461-0736
14
ACKNOWLEDGEMENTS
, '
STATE OF TEXAS
l
COUNTY OF LAMAR
BEFORE ME, the undersigned authority, on this day personally
appeared, RICK POSTON, President of the Red River Valley Fair
Association, Inc., known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that
he executed the same for the purpose and consideration therein
expressed, and in the capacity therein stated.
G~N ~DER MY HAND AND SEAL OF OFFICE this
~ ' 2001.
It,'!!:
day of
.. :'-..' -.'~~ .,>'.,'.......'J,~ ...,.~_'
cXf!'-twa)vf.le~':---
Notary Public, State of Texas
Printed name: JJO"""Cl Iv. Ell"",
b/J.J/' dI-P../
My commission expires:
" . _' :', \l ?~.:~./.>,-.'/..?#//Z.l'J...';.I';/l'.:";/.:'-'" .:,.'''''''....:..'..1..'.....;
.. -- ,
~/.(,;:-.. DON1'J,\ ~..EL_.:..t: ~
"'-){") ~'~~~~'~~:, E;;-",': ~},: ~ j
\ .'; ,-,1 /\ ~ r:. Cd I _d '.' -.J.;
>c',' !:,-,:,,:"'. r ":" r.':.::~,.-" ;.,
_;1
.'.
COUNTY OF LAMAR
l
STATE OF TEXAS
BEFORE ME, the undersigned authority, on this day personally
appeared, LARRY BRAMHALL, President of the Paris Rodeo and Horse
Club, known to me to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that he executed the
same for the purpose and consideration therein expressed, and in
the capacity therein stated.
;GqVE~ UNDER MY HAND AND SEAL OF OFFICE this
L1jv...d , 2001.
I~ day of
)'". .'
'-~ ...:"..
: ~
o<k(~ ze~~
Notary Public, State of Texas
Printed name:J<1t'lP\?l L.. Ell/os
My commission expires: (,I.;l,~/:J-t"/
." .:..,~..-:.'...fl:....'/...:~-~. :~,'~.".' _",
D-;,}'L.,.\ '"
S7-.\~J":~' ._.;"
~ '("' . ~. t '. "
,.... /.. -,.;.J
15
The foregoing sublease is approved to be entered into between
RED RIVER VALLEY FAIR ASSOCIATION, INC., AND PARIS RODEO AND HORSE
CLUB on this the
day of
2001.
LESSOR:
CITY OF PARIS, TEXAS
BY:
Mayor
Paris, Texas
ATTEST:
Mattie Cunningham, City Clerk
APPROVED AS TO FORM:
City Attorney
16
PARIS RODEO & HORSE CLUB
CONCESSION LEASE AGREEMENT
I, ,;?tr~C Mt:Ew/d (lessee), am entering into this contract
with the Paris Rodeo and Horse Club (lessor) to lease the concession stand from March through the last
playday of the season.
I am leasing under the following conditions:
1.
The lessee may have one (1) deep freeze and one (1) refrigerator using the electricity for the time
mentioned above.
The lessee must furnish a key to each lock inside and outside of the concession stand to the President
of the Paris Rodeo and Horse Club.
The lessee must furnish an insurance policy of $500,000 combined single limited policy that includes
the insured as the City of Paris, lessee, Paris Rodeo and Horse Club and the Red River Valley Fair
Association.
At anytime, if the Paris Rodeo and Horse Club directors' feel there could be a better way to run the
concession stand or relieve congestion around the concession stand, these suggestions will be offered
to lessee.
The lessee agrees upon 10 days prior to a major event all utilities and other equipment deemed
necessary for fully covering the event may be tumed on. Immediately after the event, all but the deep
freeze and refrigerator should be turned off.
After the last playday of the year, all utilities must be tumed offuntil the beginning of the next year.
Paris Rodeo and Horse Club prefers that the lessee have 2 areas away from the concession area for
event attendees to purchase drinks only.
Lessee agrees to pay the lessor 20% of the gross income of concession sales. This amount is to be paid
at the end of the event year.
Arena Tenants may be allowed to conduct a free-standing concession stand provided Tenant agrees to
pay full-time concessionaire the sum of $500 per day. Proof of insurance must be provided for
concession stand to Landlord, the City of Paris and the Red River Valley Fair Association. Tenant also
agrees to pay Paris Rodeo and Horse Club the sum of $50 for each electrical hookup required in the
concession area(s).
Failure to comply with the above agreement which constitutes a default of the agreement and at lessors
discretion can take appropriate steps deemed necessary. Any expenses incurred by the Paris Rodeo
and Horse Club to retum property to the original state will be paid by the lessee.
/ti,
;J - day of
2.
3.
4.
5.
6.
7.
8.
9.
10.
This agreement is agreed upon this
51.1A/E
0/
/JJ~ ~7e
Lessee
~~~~4-
Paris Ro and Horse Club
PARIS RODEO & HORSE CLUB LEASE AGREEMENT
This LEASE AGREEMENT is made and entered into to be effective as of the _day of
between Paris Rodeo and Horse Club (Landlord) and (Tenant).
For good consideration it is agreed between the parties as follows:
1. Landlord hereby leases and rents to Tenant the premises described as follows:
a) Club House
b) Arena only
c) Arena and Club House
$150.00 per day, $150.00 deposit
$250.00 per day, $250.00 deposit
$350.00 per day, $350.00 deposit
2. Lease property includes designated parking areas only to include enclosed area behind Club House
and parking lot directly West of said Arena.
3.
This Lease shall be in effect for a term of
terminating on
day(s), commencing on the effective date and
4. Tenant agrees to pay Landlord the rent of $ and deposit of
$ during said term, payable at the time event date is reserved and contract is
signed.
5. Tenant shall, at its own expense, provide the following:
a) Lights for the Arena at a charge of$5.00 per hour.
b) Irrigation of Arena at a charge of $25.00 per occurrence.
c) General Liability Insurance policy of $500,000.00 prior to the event, with the Paris Rodeo &
Horse Club, the Red River Valley Fair Association and The City of Paris as additional
insured.
6. Landlord shall, at its own expense, provide the following utilities for the club house:
a) Water
b) Heat and Air
c) Lights
7. Tenant further agrees that:
a) Applicable deposit will be refunded to Tenant within ten (10) days following the conclusion
of the event if said property is returned to same condition as when leased.
b) If Tenant's event is cancelled more than fourteen (14) days in advance of the event, the full
amount of the deposit will be refunded to Tenant. If the event is cancelled within 14 days of
the event, the full amount of the deposit will be forfeited to Paris Rodeo & Horse Club.
c) Tenant shall be responsible for removal of all waste from grounds and placing in proper
containers (dumpster).
d) Tenant shall not assign or sub-let or allow any other person to occupy the leased premises
without Landlord's prior written consent.
e) Tenant shall not be allowed to conduct a concession stand in the Club House. A free-standing
concession stand will be allowed provided Tenant agrees to pay full-time concessionaire the
sum of$500.00 per day of Tenant's event. Proof of insurance must be provided for
concession stand to Landlord, the City of Paris and the Red River Valley Fair Association.
Tenant also agrees to pay Paris Rodeo and Horse Club the sum of 550.00 for each electrical
hookup required in the concession area(s).
1) Tenant shall not make any material or structural alterations to the leased premises without
Landlord's prior written consent.
g) Tenant shall comply with all building, zoning and health codes and other applicable laws for
said leased premises.
h) Tenant shall not conduct a business deemed extra hazardous, a nuisance or requiring an
increase in fire insurance premiums.
i) In the event of any breach of the payment of rent or any other allowed charge, or other breach
of this lease, Landlard shall have full rights to terminate this Lease in accordance with state
law. Landlord may re-enter and claim possession of the leased premises, in addition to such
other remedies available to Landlord arising from said breach. Moreover, Landlord reserves
the right to refuse future rentals to Tenant if said breach occurs.
8. This Lease shall be binding upon and inure to the benefit of the parties, their successors,
assignments and personal representatives.
9. Additional Lease terms:
Signed:
day of
LANDLORD
TENANT
Paris Rodeo & Horse Club
By:
By:
Name:
Name:
P.O. Box 766
Address:
Paris, Texas 75461-0766