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EXHIBIT 99.1
REAL ESTATE LEASE
This Lease Agreement (this "Lease") is dated January 01, 2000,
by and between Petro-Chem Engineering ("Landlocd") and Elite
Logistics Services, Inc. ("Tenant"). The parties agree as follows:
PREMISES. Landlord, in consideration of the lease payments provided
in this Lease, leases to Tenant Rooms and Suites Numbers 216, 217,
218, 219A, 219B, 219C, 226, 227, 228, 229 & 230. (the "Premises")
located at 0000 Xxxxx Xxxxxx X, Xxxxxxxx, Xxxxx 00000-0000.
LEGAL DESCRIPTION. A sketch of the Premises subject to this Lease
is attached as an exhibit.
TERM. The lease term will begin on January 01, 2000 and will
terminate on December 31, 2000.
LEASE PAYMENTS. Tenant shall pay to Landlord monthly installments
of $3,800.00, payable in advance on the first day of each month,
for a total lease payment of $44,400.00. The first month's lease
payment shall be $2,600.00 and $3,800.00 each month thereafter.
Lease payments shall be made to the Landlord at 0000 Xxxxx Xxxxxx
00, Xxxxxxxx, XX 00000-0000, which address may be changed from time
to time by the Landlord.
POSSESSION. Tenant shall be entitled to possession on the day of
the signing this Lease, and shall yield possession to Landlord on
the last day of the term of this Lease, unless otherwise agreed by
both parties in writing. At the expiration of the term, Tenant
shall remove its goods and effects and peaceably yield up the
Premises to Landlord ill as good a condition as when delivered to
Tenant, ordinary wear and tear excepted.
USE OF PREMISES. Tenant may use the Premises only for Business and
Research & Development Offices up to nineteen occupants. The
Premises may be used for any other purpose only with the prior
written consent of Landlord, which shall not be unreasonably
withheld. Tenant shall notify Landlord of any anticipated extended
absence from the Premises not later than the first day of the
extended absence.
FURNISHINGS. The existing furnishings will be provided: Furnishing
in this Lease are as is, no new purchases included within this
lease. Tenant shall return all such items at the end of the lease
term in a condition as good as the condition at the beginning of
the lease term, except for such deterioration that might result
from normal use of the furnishings.
PARKING. Tenant shall be entitled to use 19 parking spaces for the
parking and any other for the Tenant's customers'/guests' motor
vehicles.
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PROPERTY INSURANCE. Landlord and Tenant shall each maintain
appropriate insurance for their respective interests in the
Premises and property located on the Premises. Landlord shall be
named as an additional insured in such policies. Tenant shall
deliver appropriate evidence to Landlord as proof that adequate
insurance is in force issued by companies reasonably satisfactory
to Landlord. Landlord shall receive advance written notice from the
insurer prior to any termination of such insurance policies. Tenant
shall also maintain any other insurance which Landlord may
reasonably require for the protection of Landlord's interest in the
Premises. Tenant is responsible for maintaining casualty insurance
on its own property.
MAINTENANCE. Landlord shall have the responsibility to maintain the
Premises in good repair at all times.
UTILITIES AND SERVICES.
Landlord shall be responsible the following utilities and services
in connection with the Premises:
- electricity
- water and sewer
- heating
- garbage and trash disposal
- janitorial services
- yard service
- elevator service
Tenant shall be responsible for the following utilities and
services in connection with the Premises:
- telephone service
Tenant acknowledges that Landlord has fully explained to Tenant the
utility rates, charges and services for which Tenant will be
required to pay to Landlord (if any), other than those to be paid
directly to the third-party provider.
TAXES. Taxes attributable to the Premises or the use of the
Premises shall be allocated as follows:
REAL ESTATE TAXES. Landlord shall pay all real estate taxes
and assessments for the Premises.
PERSONAL TAXES. Tenant shall pay all personal taxes and any
other charges which may be levied against the Premises and
which are attributable to Tenant's use of the Premises, along
with all sales and/or use taxes (if any) that may be due in
connection with lease payments.
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TERMINATION UPON SALE OF PREMISES, Notwithstanding any other
provision of this Lease, Landlord may terminate this lease upon
Ninety days' written notice to Tenant that the Premises have been
sold.
DESTRUCTION OR CONDEMNATION OF PREMISES. If the Premises are
partially destroyed by fire or other casualty to an extent that
prevents the conducting of Tenant's use of the Premises in a normal
manner, and if the damage is reasonably repairable within sixty
days after the occurrence of the destruction, and if the cost of
repair is less than $50,000.00, Landlord shall repair the Premises
and a just proportion of the lease payments shall xxxxx during the
period of the repair according to the extent to which the Premises
have been rendered untenantable. However, if the damage is not
repairable within sixty days, or if the cost of repair is
$50,000.00 or more, or if Landlord is prevented from repairing the
damage by forces beyond Landlord's control, or if the property is
condemned, this Lease shall terminate upon twenty days' written
notice of such event or condition by either party and any unearned
rent paid in advance by Tenant shall be apportioned and refunded to
it. Tenant shall give Landlord immediate notice of any damage to
the Premises.
DEFAULTS. Tenant shall be in default of this Lease if Tenant fails
to fulfill any lease obligation or term by which Tenant is bound.
Subject to any governing provisions of law to the contrary, if
Tenant fails to cure any financial obligation within 10 days (or
any other obligation within 15 days) after written notice of such
default is provided by Landlord to Tenant, Landlord may take
possession of the Premises without further notice (to the extent
permitted by law), and without prejudicing Landlord's rights to
damages. In the alternative, Landlord may elect to cure any default
and the cost of such action shall be added to Tenant's financial
obligations under this Lease. Tenant shall pay all costs, damages,
and expenses (including reasonable attorney fees and expenses)
suffered by Landlord by reason of Tenant's defaults. All sums of
money or charges required- to -be paid by Tenant under this Lease
shall be additional rent, whether or not such sums charges are
designated "additional rent". rights provided by this paragraph are
cumulative in nature and are in addition to any other rights
afforded by law.
LATE PAYMENTS. For any payment that is not paid within 10 days
after its due date, Tenant shall pay a late fee of $50.00,
HOLDOVER. If Tenant maintains possession of the Premises for any
period after the termination of this Lease ("Holdover Period"),
Tenant shall pay to Landlord lease payment(s) during the Holdover
Period at a rate equal to 120 % of the most recent rate preceding
the Holdover Period. Such holdover shall constitute a month-to-
month extension of this Lease.
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CUMULATIVE RIGHTS. The rights of the parties under this Lease are
cumulative, and shall not be construed as exclusive unless
otherwise required by law.
NON-SUFFICIENT FUNDS. Tenant shall be charged $30.00 for each check
that is returned to Landlord for lack of sufficient funds.
REMODELING OR STRUCTURAL IMPROVEMENTS. Tenant shall have the
obligation to conduct any construction or remodeling (at Tenant's
expense) that may be required to use the Premises as specified
above. Tenant may also construct such fixtures on the Premises (at
Tenant's expense) that appropriately facilitate its use for such
purposes, Such construction shall be undertaken and such fixtures
may be erected only with the prior written consent of the Landlord
which shall not be unreasonably withheld. Tenant shall not install
awnings or advertisements on any part of the Premises without
Landlord's prior written consent. At the end of the lease term,
Tenant shall be entitled to remove (or at the request of Landlord
shall remove) such fixtures, and shall restore the Premises to
substantially the same condition of the Premises at the
commencement of this Lease.
ACCESS BY LANDLORD TO PREMISES. Subject to Tenant's consent (which
shall not be unreasonably withheld), Landlord shall have the right
to enter the Premises to make inspections, provide necessary
services, or show the unit to prospective buyers, moTtgagees,
tenants or workers. However, Landlord does not assume any liability
for the care or supervision of the Premises. As provided by law, in
the case of an emergency, Landlord may enter the Premises without
Tenant's consent. During the last three months of this Lease, or
any extension of this Lease, Landlord shall be allowed to display
the usual "To Let" signs and show the Premises to prospective
tenants.
INDEMNITY REGARDING USE OF PREMISES. To the extent permitted by
law, Tenant agrees to indemnify, hold harmless, and defend Landlord
from and against any and all losses, claims, liabilities, and
expenses, including reasonable attorney fees, if any, which
Landlord may suffer or incur in connection with Tenant's
possession, use or misuse of the Premises, except Landlord's act or
negligence.
DANGEROUS MATERIALS. Tenant shall not keep or have on the Premises
any article or thing of a dangerous, flammable, or explosive
character that might substantially increase the danger of fire on
the Premises, or that might be considered hazardous by a
responsible insurance company, unless the prior written consent of
Landlord is obtained and proof of adequate insurance protection is
provided by Tenant to Landlord.
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COMPLIANCE WITH REGULATIONS. Tenant shall promptly comply with all,
laws, ordinances, requirements and regulations of the federal,
state, county, municipal and other authorities, and the fire:
insurance underwriters. However, Tenant shall not by this provision
on be required to make alterations to the exterior of the building
or alterations of a structural nature.
MECHANICS LIENS. Neither the Tenant nor anyone claiming through the
Tenant shall have the right to file mechanics liens or any other
kind of lien on the Premises and the filing of this Lease
constitutes notice that such liens are invalid. Further, Tenant
agrees to (1) give actual advance notice to any contractors,
subcontractors or suppliers of goods, labor, or services that such
liens will not be valid, and (2) take whatever additional steps
that are necessary in order to keep the premises free of all liens
resulting from construction done by or for the Tenant.
ARBITRATION. Any controversy or claim relating to this contract,
including the construction or application of this contract, will be
settled by binding arbitration under the rules of the American
Arbitration Association, and any judgment granted by the
arbitrator(s) may be enforced in any court of proper jurisdiction.
SUBORDINATION OF LEASE. This Lease is subordinate to any mortgage
that now exists, or may be given later by Landlord, with respect to
the Premises.
ASSIGNABILITY/SUBLETTING Tenant may not assign or sublease any
interest in the Premises, nor effect a change in the majority
ownership of the Tenant (from the ownership existing at the
inception of this lease), nor assign, mortgage or pledge this
Lease, without the prior written consent of Landlord, which shall
not be unreasonably withheld.
ADDITIONAL SPACE. Landlord shall lease to Tenant any additional
vacant space on second or third floor of said building at rate of
$1.60 per square foot, with the same conditions of this lease.
NOTICE. Notices under this Lease shall not be deemed valid unless
given or served in writing and hand delivered to addressed as
follows:
LANDLORD:
Petro-Chem Engineering
0000 Xxxxx Xxxxxx X
Xxxxxxxx, XX 00000-0000
TENANT:
Elite Logistics Services, Inc.
0000 Xxxxx Xxxxxx X
Xxxxxxxx, Xxxxx 00000-0000
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Such addresses may be changed from time to time by either party by
providing notice as set forth above. Notices mailed in accordance
with the above provisions shall be deemed received on the third day
after posting.
GOVERNING LAW. This Lease shall be construed in accordance with the
laws of the State of Texas.
ENTIRE AGREEMENT/AMENDMENT. This Lease Agreement contains the
entire agreement of the parties and there are no other promises,
conditions, understandings or other agreements, whether oral or
written, relating to the subject matter of this Lease. This Lease
may be modified or amended in writing, if the writing is asigned by
the party obligated under the amendment.
SEVERABILITY. If any portion of this Lease shall be held to be
invalid or unenforceable for any reason, the remaining provisions
shall continue to be valid and enforceable. If a court finds that
any provision of this Lease is invalid or unenforceable, but that
by limiting such provision, it would become valid and enforceable,
then such provision shall be deemed to be written, construed, and
enforced as so limited.
WAIVER. The failure of either party to enforce any provisions of
this Lease shall not be construed as a waiver or limitation of that
party's right to subsequently enforce and compel strict compliance
with every provision of this Lease.
BINDING EFFECT. The provisions of this Lease shall be binding upon
and inure to the benefit of both parties and their respective legal
representatives, successors and assigns.
LANDLORD:
Petro-Chem Engineering
By: /s/ Xxx X. Xxxxxxxxxx, Dated: 12/15/99
Xxx X. Xxxxxxxxxx, President
TENANT:
Elite Logistics Services, Inc.
By: /s/ Xxxxxx X. Xxxxx Dated 12/15/99
Xxxxxx X. Xxxxx, President
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Petro-Chem Engineering
0000 Xxxxx Xxxxxx Xxxxxxxx, Xxxxx 00000-0000
Office, 000-000-0000 Houston: 000-000-0000 Fax: 000-000-0000
E-mail: xxxxxxxx@xxxx-xxx.xxx Web: xxx.xxxx-xxx.xxx
January 21, 2000
Mr. Xxxxxx Xxxxx, President
Elite Logistics Services, Inc.
0000 X. Xxxxxx X
Xxxxxxxx, Xxxxx 00000
This letter amends the existing lease dated January 1, 2000, adding
to the lease Reception Area Room #200 on the 2nd floor, at the
additional rate of $100 per month, Occupied immediately, lease
payments shall start February 1, 2000.
Please attach this amendment to your current lease, All terms and
conditions of the original lease shall apply to this addition.
Respectfully yours,
/s/ Xxx X. Xxxxxxxxxx
Xxx X Xxxxxxxxxx
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Petro-Chem Engineering
0000 Xxxxx Xxxxxx Xxxxxxxx, Xxxxx 00000-0000
Office, 000-000-0000 Houston: 000-000-0000 Fax: 000-000-0000
E-mail: xxxxxxxx@xxxx-xxx.xxx Web: xxx.xxxx-xxx.xxx
February 23, 2000
Mr. Xxxxxx Xxxxx
Elite Logistics Services, Inc.
0000 Xxxxx Xxxxxx X
Xxxxxxxx, Xxxxx 00000-0000
RE: Additional Rooms
This letter amends the existing lease dated January 1, 2000 adding
to the lease the following rooms:
Xxxx Xx. Xx. Xx. Xxxx Xxxxxx
000 000 $1.60 $ 214.40
222 201 $1.60 $ 321.60
223 120 $1.60 $ 192.00
224 120 $1.60 $ 192.00
225 126 $1.60 $ 201.60
701 $1,121.60
Lease payment shall begin March 1, 2000. Total current lease is
$5,121.60 per month including reception area. Please attach this
amendment to your current lease. All terms and conditions of the
original lease shall apply to these additional rooms.
Respectfully Yours,
/s/ Xxx X. Xxxxxxxxxx
Xxx X. Xxxxxxxxxx
