2787 •
RESOLUTION NO , 2,787
A RESOLUTION AUTHORIZING THE MAYOR AND CITY CLERK TO
ENTER INTO AND EXECUTE ON BEHALF OF THE CITY OF LITTLE
ROCK A LEASE AGREEMENT WITH THE LITTLE ROCK SCHOOL
DISTRICT OF PULASKI COUNTY, ARKANSAS; AND FOR OTHER
PURPOSES .
BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF LITTLE
ROCK, ARKANSAS:
SECTION 1. The Mayor and City Clerk are hereby authorized
and directed to enter into and execute on behalf of the City of
Little Rock a certain Lease Agreement with the Little Rock School
District of Pulaski County, Arkansas, covering the lease of cer-
tain lands owned by the City of Little Rock and used as a part of
the Oakland Cemetery properties .
SECTION 2 . The Lease Agreement authorized in Section 1 hereof
shall be in form and substance as follows:
LEASE AGREE 'ENT
THIS LEASE AGREEMENT made this first day of January, 1962
by and between the CITY OF LITTLE ROCK, PULASKI COUNTY, ARKANSAS and
the BOARD OF COMMISSIONERS ISSIONERS OF OAKLAND CEMETERY (herein called
"Lessors") , as parties of the :First part, and LITTLE ROCK SCHOOL
DISTRICT OF PULASKI COUNTY, ARKANSAS (herein called "Lessee") as
party of the second part;
W I T N E S S E T H:
WHEREAS the Lessor, City of Little Rock, is a duly exist-
ing municipality, a city of the first class, with full and lawful
power and authority under the laws of the State of Arkansas to enter
into this Lease Agreement acting by and through its Mayor and City
Clerk; and
WHEREAS the Lessor, Board of Commissioners of Oakland
Cemetery, is a duly constituted commission of the Lessor, City of
Little Rock, having the authority and being charged with the re-
sponsibility for the operation and maintenance of Oakland Cemetery
and of the lands embodied therein, including, without limitation,
the lands leased by this Lease Agreement to the Lessee; and
WHEREAS the Lessee is a duly organized and existing School
District under the laws of the State of Arkansas and proposes to
lease the lands leased by this Lease Agreement and to construct,
maintain and operate thereon school improvements and facilities for
the education of school children of the District;
NOW, THEREFORE, for valuable consideration, receipt of
which is hereby acknowledged by all parties hereto, and in considera-
tion of the mutual benefits and covenants herein contained and to be
derived hereunder, the parts !o hereto as follows:
ARTICLE I
TERM OF LEASE AND RENTAL
Section 101. Lessors, for and in consideration of the
rents , covenants and agreements herein reserved, mentioned and con-
tained, on the part of Lessee to be paid, kept and performed, agree
to, and do hereby, lease to Lessee, and the Lessee agrees to, and does
hereby, lease from Lessors , subject to the terms, conditions and pro-
visions of this Lease Agreement expressed, the following:
A. All that part cf the NortIt a st Quarter (FM )
of the Southeast Quarter (SEA) of Section
Eleven (11) , Township One North (T 1 N) ,
Range Twelve West (R 12 W) , lying West of
Barber Avenue and North of East 21st Street
in the City of Little Rock, County of
Pulaski, State of Arkansas, and containing
twelve (12) acres, more or less.
B. Together with all buildings, improvements ,
facilities and structures erected or at
any time hereafter erected on the lands
described in "A" above.
C. All accretions, easements, rights of way
and appurtenances belonging or in any wise
appertaining to the lands and improvements
referred to and described in "A" and "B"
above.
The properties described in "A", "B" and "C" above are
hereafter sometimes collectively referred to as the "leased premises".
TO HAVE AND TO HOLD the leased premises unto the Lessee
for the term of this Lease Agreement as hereafter set forth.
Section 102. The initial term of this Lease Agreement
shall commence January 1, 1962 and shall end at midnight on Decem-
ber 31, 2011.
Section 103. A. Basic Rent.
Lessee covenants to pay Lessors at the office of the
Lessor, Board of Commissioners of Oakland Cemetery (and at such other
place or places as may from time to time be designated in writing by
the Lessor, Board of Commissioners of Oakland Cemetery) basic annual
rent as follows , payable in advance during the month of January of
each year, commencing January 1962:
$5500 for the calendar year 1962
$5650 for the calendar year 1963
$5800 for the calendar year 1964
$5950 for the calendar year 1965
$6100 for the calendar year 1966
$6250 for the calendar year 1967
$6400 for the calendar year 1968
$6550 for the calendar year 1969
$6700 for the calendar year 1970
$6853 for the calendar year 1971
$7000 for each calendar year thereafter
during the initial and any renewal
term of this Lease Agreement.
With reference to the basic annual rent, it is understood that
Lessors and Lessee may at the end of the first twenty (20) years of
the initial term, and from time to time thereafter, review the basic
annual rental. If the parties mutually agree upon a change in the
basic annual rent, it shall be reduced to writing, signed by the
parties and attached hereto. In the absence of a mutual agreement
for a change, the basic annual rent (which will then be $7000 under
the above schedule) specified above shall continue in effect.
B. Additional Rent.
Lessee shall pay as additional rent all costs, expenses ,
liabilities , obligations and other payments of whatever nature which
Lessee has agreed to pay or assume under the provisions of this Lease
Agreement. Lessee shall either make direct payment in the case of
said costs, expenses, liabilities, obligations and other payments
which Lessee agrees to pay or assume under this Lease Agreement or
shall reimburse Lessors therefor if Lessors shall make payment there-
of.
ARTICLE II
TAXES AND ASSESSMENTS
Seeti cry 201. Subject to the provisions of Section 202,
Lessee shall pay all taxes and assessments, general and special, if
any, levied and assessed on the leased premises during the initial
and any renewal term of this Lease Agreement; provided, however, that
any tax or assessment relating to a fiscal period of the taxing or
assessing authority, part of which commenced prior to the beginning
of the initial term cr part of which extends beyond the expiration
of the initial or, if the lease be renewed , beyond the expiration
of the last renewal term,, shall be apportioned and the Lessee shall
pay that portion attributable to it and Lessors shall pay that por-
tion attributable to them. Lessors shall promptly forward to Lessee
any notice, bill or other statement received by Lessors concerning
any tax or assessment. Lessee may pay any tax or assessment in in-
stallments if so payable by law whether or not interest accrues on
the unpaid balance.
Section 202. Lessee shall have the right to contest the
validity of the amount of any tax or assessment by appropriate pro-
ceedings so long as Lessee at all times effectively stays or prevents
any official or judicial sale of the leased premises by reason of non-
payment of any tax or assessment. In this regard, inasmuch as all
parties to this lease are public agencies, it is anticipated that
there will be no ad valorem taxes payable. Lessors agree that they
will not part with title to the leased premises without first com-
plying with the provisions hereafter set forth in Article xv
of this Lease Agreement (pertaining to an option to purchase by
Lessee) and in any event if by virtue of any conveyance, transfer
or encumbrance by Lessors ad valorem taxes become payable because of
the then ownership of or encumbrance of the leased premises, then
Lessee 's obligation hereunder to pay any such taxes shall cease and
the Lessors , or their es igneea , vendees or party holding said en-
cumbrance, as the case may be, shall be obligated for any such taxes.
ARTICLE III
IMPROVEMENTS
Section 301. Lessee shall have the right from time to time
throughout the initial and any renewal term to construct such build-
ings, improvements and facilities of any and every nature as it in
its sole discretion shall determine on the leased premises and shall
have the right from time to time throughout the initial and any re-
newal term to make such alterations of and repairs to any such build-
ings , improvements and facilities , including the complete removal of
the same, as it in its sole discretion shall determine, all without
the approval, prior or otherwise, of the Lessors .
Section 332. All buildings, improvements and facilities
made on the leased premises shall be and remain the property of and
be owned by the Lessee with the right of removal whether or not
affixed and/or attached to the lands. In this regard, unless written
approval is obtained from the Lessors prior to the end of the initial
or the last renewal term of this Lease Agreement, Lessee agrees that
all improvements of every nature will be removed, at no expense to
Lessors, from the lands embodied in the leased premises by the end of
the initial, or if the lease be renewed, the last renewal, term.
Section 303. Lessors shall have no responsibility or ob-
ligation for or concerning the constructing, repairing, maintaining,
insuring, or rebuilding or replacing in case of damage or destruction,
the buildings, improvements and facilities constructed on the leased
premises.
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ARTICLE TV
T
USE OF PREMISES - COMPLIANCE WITH LAWS, ETC.
S :::.ti on 40 . Lessee may use the leased pre :ices for any
leP��s.*l purpose and so long as Lessee keeps, oaservee and performs all
of its covenants and obiigaticns under this Lease Agreement, Lessee
shall and may peaceably and quietly he e, bold and enjcy the leased
premises for the initial and any renerea1 term of this Lease Agreement.
Section 4C2. Lessee shall d, ring the initial and any re-
newal term promplAy comply with all valid steSutes, laws, ordinances,
orders , jndgmea e, decrees, :•egulations, directions and requirements
of all federal, state, local and other goverr,,,ente and governmental
authorities , now or hereafter applicable to the leased premises or
to the adjoining public ways, as to the manner of use or the condi-
tion of the leased preE.ises or of adjoining public ways. Lessee shall,
however, have the right to contest any of the foregoing, and if com-
piianee therewith may legally be held is abeyance during such contest
without incidence of asey liens on the leased premises, Lessee may
postpone compliance until final determin tion of such contest, pro-
vided such -contest shall be prosecuted with due diligence; and even
though a lien against the leased prerci ;es may be incurred by reason
of such non-compliance, Les ee may never t? eices delay compliance
therewith during contests `tFireof, provided Lessee, if required,
furnishes Lessors rea c'nably satisfactory security against any loss
by reason of such lien and ef:`_ectively prevents foreclosure thereof.
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ARTICLE V
Iry l�a K
Se-t ^n L:13:ine .'1 n:;t do or permit others urder
ito control to do any work on the lea:, d pr 3mise:, elate: to any
corotruction, repair, alteration of or :d dition to impr.ovemerLc cn
the leased preff,sse . unless Lessee first procured aid pa:1d
for all r ;qui ite :aunic:.pal and other govern er te->l permits anal
author:.c .i^Lns. In thi? regard, Lecsors << ,ee to join -+.n the appli-
cations for any perr.-4 is or a ut_xrizat;erns requited for a_-,y bsi l d-
ings, Improvements or f ecill es that Lessee desires to construct on
the lands embodied In ..ate leae ed rare LiTes, Lt.t Lef:see shell iniemnt fy '
and hold Les, ors harmless a ainct ar:id frcm All costs and expenses
whti ch may be thereby irf:urrci by Lessors.
ARTICLE VI
MECHANICS ' LIENS
Section HQI. If any lien shall be filed against the in-
terest of Lessors or Lessee in the leased premises or asserted against
any rent payable hereunder, by reason of work, labor, services or
materials supplied or claimed to have Len supplied on or to the
leased premises at the request or with the permission of Lessee or
anyone claiming under Lessee, Lessee shall within thirty (30) days
after notice of the piling thereof or the assertion thereof against
such rents, cause the same to be discharged of record, or effectively
prevent the enforcement or foreclosure thereof against the leased
premises or such rents by contest, payment, deposit, bond, order of
court or otherwise.
ARTICLE VII
INDEMNIFICATION OF LESSORS
Section 701, Lessee shall indemnify and save Lessors harm-
less against and from all claims by or on behalf of any person, firm
or corporation arising from the conduct or management of, or from any
work or thing done on, the leased premises during the initial and
any renewal term, and against and from all claims arising during the
initial and any renewal term from (a) any condition of the leased
premises , (b) any breach or defaellt on the part of Lessee in the per-
formance of any of its obligations under this Lease Agreement, (c)
any act or negligence of Lessee or of its agents , contractors, ser-
vants , employees or licensees , (d) any act or negligence of any
assignee of Lessee, or of any agents, contractors, servants, employees
or licensees of any assignee of Lessee, or (e) any accident, injury
or death of any person or persons or damage to any property occurring
in, on or about the leased premises. Lessee shall indemnify and save
?,er,sors harmless from and against all costs and expenses incurred in
or in connection with any such claim arising as aforesaid or in con-
nection with any action cr proceeding brought thereon, and upon
notice from Lessors, Lessee cha?l defend them or either of them in any
such action or proceeding.
ARTICLE VIII
LESSORS MAY PERFORM LESSEE'S OBLIGATIONS
Section 801. If Lessee shall fail to keep or perform any
of its obligations as provided in this Lease Agreement, then Lessors
may (but shall not be obligated to do so) upon the continuance of
such failure on Lessee 's part for thirty (30) days after written
notice to Lessee and without waiving or relr!qsins ;,arse from any
obligation and as an additional but not exclusive remedy make any
payment or perform any obligation required to be paid and performed
by Lessee under this Lease Agreement, and all sums so paid by Lessors
and all necessary incidental costs and expenses incurred by Lessors
in connection with the making of such payment or performing such
obligation shall be deemed additional rent and shall be paid to
Lessors on demand, or at Lessors' option may be added to any install-
ment of basic rent thereafter falling due and if not paid by Lessee,
Lessors shall have the same rights and remedies as in the case of de-
fault by Lessee in the payment of basic rent.
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ARTICLE IX
PUBLIC UTILITIES AND CHARGES
Section 901. Lessee agrees to pay or cause to be paid all
charges for water, gas , sewer, electricity, light, heat or power,
telephone or other service used, rendered or supplied to or for the
Lessee upon or in connection with the leased premises throughout the
initial and any renewal term of this Lease Agreement and to indemnify
Lessors and save them harmless against any liability or damage on
such account.
ARTICLE X
ASSIGN'IENT AND SUBLEASING
Section 1001. Lessee may assign this Lease Agreement or
sublet the leased premises, or any part thereof, provided that no
such assignment or subletting and no dealings or transactions between
the Lessors and any assignee or sublessee shall relieve the Lessee
of any of its obligations under this Lease Agreement and Lessee shall
remain as fully bound as though no assignment or subletting had been
made, and performance by any assignee or sublessee shall be con-
sidered as performance pro tanto by Lessee. In this regard, if the
Lessee shall assign its interest in or sublet the leased premises ,
for a net consideration or net rental in excess of Lessee's rental
obligations under this Lease Agreement, the Lessee shall pay to
Lessors one-half (1/2) of such excess. Such payments shall be made
on the dates that basic annual rent is paid hereunder and at such
other times as the Lessee shall determine or as the Lessors and
Lessee shall agree. The references to "net consideration" and "net
rental" shall mean the gross consideration or gross rental, as the
case may be, less all reasonable expenses and costs incurred by
Lessee in connection with any such assignment or subletting and less
any additional monetary obligations incurred by Lessee such as, but
not limited to, taxes or additional taxes that may become payable
by Lessee because of such assignment or subletting or because of the
use of the premises by the assignee or sublessee.
Section 1002. Lessors shall not sell, assign, mortgage,
encumber or dispose of their interests in the leased premises without
the prior written approval of the Lessee and without first complying
with the provisions hereafter set forth in Article XV of this
Lease Agreement (pertaining to an option to purchase by Lessee) .
ARTICLE XI
PRIORITY OF LEASE
Section 1101. Notwithstanding anything to the contrary in
this Lease Agreement, this Lease Agreement, and any amendment or
supplement thereto, and the estate of Lessee hereunder are and shall
continue to be superior and prior to any and all encumbrances, mort-
gages , deeds of trust, trust indentures and other liens of any nature
now or hereafter constituting a lien upon or against the leased
premises, or any part thereof, or interest therein.
ARTICLE XII
REMEDIES ARE CUMULATIVE -
NO IMPLIED WAIVER
Section 1201. Lessors and Lessee shall each be entitled to
specific performance and injunctive or other appropriate equitable
relief for any breach or threatened breach of any of the provisions
of this Lease Agreement, notwithstanding the availability of any
adequate remedy at law, and each party hereby waives the right to
raise such defense in any proceeding in equity. The specific reme-
dies provided for in this Lease Agreement are cumulative and are not
exclusive of any other remedy. The failure of either party to insist
in any one or more cases upon strict performance shall not be con-
strued as a waiver or relinquishment for the future. No acceptance
of rent with knowledge of any default shall be deemed a waiver of
such default.
ARTICLE XIII
CONDEMNATION
Section: 101. If during the initial or any renewal term
of this Lease Agreement title to all or substantially all of the
leased premises shall be taken or condemned by a competent authority
for any public use or purpose, then this Lease Agreement shall
terminate on the date of the vesting of title in such competent
authority and rent shall be paid to and adjusted as of that day.
In that event, the parties hereto agree to cooperate in negotiations
and in litigation if necessary with the end in view of obtaining full
just compensation for the taking. The condemnation award shall go
to and be divided between the parties hereto in accordance with the
provisions of Section 1303 hereof. For purposes of this Article
XIII "all or substantially all of the leased premises" shall be
deemed to mean a taking of all of the leased premises or a taking
of such a substantial portion thereof that the Lessee cannot reason-
ably use the remainder of the leased premises for the purposes to
which said leased premises are devoted.
Section 1302, If less than all or substantially all of
the leased premises shall be taken or condemned by a competent
authority for any public use or purpose, neither the term nor any
of the obligations of either party under this Lease Agreement shall
be affected or reduced in any way, and
(a) If part of the improvements on the leased premises
is taken, Lessee may, if it so determines in its sole discretion
at the time, proceed to repair and rebuild the remaining part of
the improvements as nearly as possible to the condition existing
prior to such taking, to the extent that the same may be feasible,
subject to the right on the part of the Lessee to make alterations
or changes in design so as to improve the efficiency and usefulness
of the improvements and, notwithstanding the provisions of Section
1303 hereafter, that amount of the total condemnation award neces-
sary for the making of said improvements shall be paid to the Lessee
and the Lessors hereby assign the same to the Lessee for the use of
the Lessee in repairing and rebuilding as provided above; and
(b) If no part of the improvements is taken, the net
condemnation award shall go to the parties in accordance with the
provisions of Section 13C3 hereof provided, however, that all or
the necessary portion of the net condemnation award in c e event
that no part of the improvements is taken and any excess over and
above the amount needed by Lessee for the repairing and rebuilding
referred to in (a) above, may be used ty the Lessee for the purpose
of acquiring other lands in the area adjacent to, or neer enough to
to be used in connection with, the leased premises, in which event
all or any portion of such award or such excess may be so used by
the Lessee and the Lessors hereby assign the same to the Lessee for
such purpose. If any such lands are acquired, title shall be placed
in the Lessors and the lands shall become subject to the provisions
of this Lease Agreement, it being expressly understood that all such
provisions shall be applicable including the basic annual rent pro-
visions.
Section 1303. In the event of any condemnation (whether
all or substantially all or less than all cr substantially all of
the leased premises) , the Lessee shall be entitled to establish in
negotiations and in condemnation proceedings and to receive any
moneys that may be awarded for or allocated to (1) damage to or
condemnation of Lessee 's own property, (2) the amount of the award
attributable to improvements and facilities constructed or placed
at any time by the Lessee on the leased premises, (3) the amount of
the award attributable to loss or damige sustained by Lessee because
of the taking of all or any portion of its leasehold estate and (4)
any other damages that Lessee may lawfully prove and establish re-
sulting from such condemnation. The Lessors shall be entitled to
establish in the negotiations and in the ccndemnaeion proceedings and
to receive any moneys that may be awarded for (1) the amount of the
award attributable to the fee ownership of Lessors, subject to the
lease to Lessee and :.(2) any other damages that Leeso_e vey lawfully
prove and establish resulting from such condemnation,
Section 1304 , If the use for a limited period of all or
part of the leased p-ramises shall be taken by right of eminent
donain, this Lease Agreement shall not be thereby terminated and
the parties shall continue to be obligated under all of its terms
and provisions. If such taking is for a period of time ending on
or prior to the expiration of the term, Lessee shall be entitled to
receive the entire amount of the award for such taking, whether by
way of damages , rent or otherwise. If such taking is for a period
of time which extends beyond the expiration of the term, Lessee
shall be entitled to receive that portion of the entire award
allocable to the period of time from the date of such taking to the
date of the expiration of the term, and Lessors shall be entitled to
the amount allocable to the remainder of such period. The reference
to term shall mean initial term unless, in accordance with the pro-
visions of this Lease Agreement pertaining thereto, the Lessee shall
exercise its option or options to renew the Lease, in which event
the reference to term shall include the period through the end of
the term so renewed, and it is understood that the taking for a
limited period as herein provided shall not affect the Lessee's
rights under Article XV pertaining to renewal options.
ARTICLE XIV
DEFAULT PROVISIONS
Section /601. This Lease Agreement is math on. condition
that if any one or more of the following events (herein referred to
as an "event of default') shall happen:
(a) Lessee shall default in the due and punctual payment
of the basic rent or any additional rent payable hereunder, and such
default shall continue for fifteen (15) days after receipt of written
notice from Lessors of s Bch non-payment; or
(L) Lessee shall neglect or fail to per Form or observe
any of the covenants herein contained on Les.:ee "s part to be per-
formed or observed (other than those referred to in sub-section (a)
of this Section 1401) and Lessee shall fail to r'..meroy the same with-
in sixty (60) days after Lessors shall have given to Igesee written
notice specifying such neglect or failure (or wthin such additional
period, if any, as may le reasonably required to cure such default
if it is of such nature that it cannot be cured within said sixty
(60) day period because of governmental restriction or any other
cause beyond the control of Lessee) ; or
(c) This Lease Agreement or the leased premises or any
part thereof shall be taken upon execut1.on or by other process of law
directed against the Lessee, or shall be taken upon or subject to
any attachment at the instance of any creditor, of or claimant
against the Lessee, and said attachment shall not be discharged or
disposed of within ninety (90) days after the levy thereof; then
In any such event, Lessors shall have the right at their
election, then or at any time thereafter while such event of default
shall continue, either
(1) To give Lessee written notice of intention to ter-
minate this Lease Agreement on the date of such notice or on any
later date specified therein, and on the date specified in such
notice Lessee's right to possession of the premises shall cease and
this Lease Agreement thereupon shall be terminated, or
(2) Without demand or notice, to re-enter and take
possecsicn of the premises or any part thereof and repossess the same
as of Lessors ' former estate and expel Lessee end those claiming
through or under Lessee and remove the effects of both or either
(forcibly , if necessary) without being deeue1 guilty of any manner
of trespass and without prejudice to any reri dies for arrears of
rent or preceding breach of covenant. Should Lessors elect to re-
enter as provided in this paragraph (2) or should Lessors take
possession pursuant to legal proceedings or pursuant to any notice
provided for by law, Lessors may (a) terminate this Lease Agreement,
or (b) from time to time , without terminating this Lease Agreement,
relet the premises or any part thereof for such term or terms and at
such rental or rentals and upon such other terms and conditions as
Lessors may deem advisable, with the right to make alterations and
repairs to the premises. No such re-entry or taking of possession
of the premises by Lessors shall be construed as an election on
Ieesors ' part to terminate ehis Lease Agreement unless a written
notice of such intention be given to Lessee or unless the termina-
tion thereof be decreed by a court of competent jurisdiction.
Section l4C2. In the event of any such termination,
Lessee shall nevertheless pay the basic rent and all additional rent
and other sums as hereinte£ore provided up to the time of such
termination, and thereafter Lessee, until the end of what would have
been the term of this Lease Agreement in the absence of such ter-
mination, and whether er not the leased premises shall have been
relet, shall be liable to Lessors for, and shall pay to Lessors , as
liquidated current damages,
(a) The basic rent and additional?. rent and ether sur.is as
hereinbefore provided which would otherwize be payable hereunder if
such termination hed not occurred, less,
(b) The net proceeds, if any, cf any reletting of the
leased pr anises , after deducting all of Lessors ' expenses in con-
nection with such reletting, including, without limitation, all
repossession costs, brokerage commissic?s, legal expenses , attorneys'
fees , expenses of employees, repair coe:s, and expenses of prepara-
tion for such reletting.
Lessee shall pay such lic.ui Je ed current damages on the
days on which the basic rert would have beet-. payable hereunder if
this Lease Agreement had nct been terminated ,
At any tire after ,uch teetrinaticn, whether or not Lessors
shall have collected any sue-J. current lamages , Leosor^s shall be en-
titled to recover frm Les -me, Bari. Lessee shall pay to Lessors , on
demand, as liquidated damages nerd in lieu of all such current
damages beyond the date of such demand, an ame..Int equal to the
excess , if any, of
(x) the bar, .c rent and ad(d iicnal rent and other sums
as hereinahc ve provided wleec'h would be payable here-
under from the date of such demand (or, if it be
earlier, the date to which Lessee shall have satis-
fied its obltt;ations under this Section 1402 to
pa=s' current damages) for what would be the then
unexpired term of this Lease Agreement if the same
remained in effect, over
(y) the then fair net rental value of the leased
premises for the same period.
If any statute cr rule of law governing a proceeding in
which such liquidated final damages are to be proved shall validly
limit the amount thereof to an amount less than tile amount agreed
upon hereinabove, Lessors shall be entitled to the maximum amount
allowable under such statute or rule of law.
SeetioA 16.03. In the event of a termination of this Lease
Agreement by Lessors and prLor to the time Lessors may have demanded
final liquidated damages, Lessee shall have the ri3ht, from time to
tame, to provide Lessors with a satisfactory tenant for the leased
premises for a substantial portion of the unexpired term of this
Lease Agreement as it existed immediately prior to such termination,
and.
(a) If Lessors do not accept such tenant, or
(b) If Lessors do accept such te-ant
then in either event the current liquidated damages pa,;Tabl.e by
Lessee hereunder, shall be reduced by the amount such tenant paid,
or would have been obligated to pay if the terar9.t had been accepted
by Lessors , less Lessors ' expenses in connection with such relettin3
' efined in sub-paregra h (b) of Section 14C2 hereof.
ARTICLE XV
LESSEE'S OPTIONS
Section 1501. Lessee shall have and is hereby granted
the options to extend this Lease Agreement for four (4) successive
terms of ten (10) years each and one additional term thereafter for
nine (9) years (which means that the total period of the initial
and renewal terms, if the renewal options are exercised, will be
ninety-nine (99) years) upon the same terms, conditions and pro-
visions, including, without limitation, the same basic rent figure
(Seven Thousand Dollars ($7 ,000) per annum) as set forth in this
Lease Agreement. The options granted in this Section 1501 may be
exercised by Lessee's giving written notice to Lessors of its in-
tention to so exercise the option or options , which notice shall
be mailed at least ninety (90) days prior to the end of the initial
term, or of the particular renewal term, as the case may be, and
which notice shall be by certified or registered mail (with or
without return receipt requested) .
Section 1502. As provided in Section 1002 hereof, Lessors
agree not to sell or dispose of their interests in the leased
premises without the prior written approval of the Lessee and with-
out first complying with the provisions of this Article XV. Lessors
hereby grant to Lessee the option to purchase the leased premises
for the amount and payable in accordance with the terms of the bona
fide offer of the third party to whom Lessors then propose to sell
the leased premises. Lessors shall give Lessee written notice by
certified or registered mail (with or without return receipt re-
quested) identifying the third party to whom the sale is proposed
and setting forth the purchase price, the terms of the payment
thereof, and the other conditions of the sale. Lessee shall have
thirty (30) days thereafter within which to exercise its option to
purchase herein grantee' for the same price and upon the same terms
and conditions and must notify Lessors by certified or registered
mail (with or without return receipt requested) within such thirty
(30) day period, it being understood that the mailing of notice of
the exercise of the option shall constitute the serving of notice
thereof upon Lessors. At the closing, which shall be agreed upon
by the parties, Lessors shall upon cofc.pliance ty Lessee with the
terms and cerditians of the purchase execute and deliver to Lessee a
General Warranty Deed transferring good and nerch_.atable title to
the leased premises to Lessee. It is expressly understood that in
the event Lessee does not exercise its option to prsrc'iase this Lease
A reement shall nevertheless he prior as specified in Section 1101
hereof, and it is expressly understood and agreed that the option to
purchase set forth in this Section 1502 is ~.n addition to and in no
way impairs or affects the renewal options of Lessee set forth in
Section 1501 hereof.
ARTICLE XVI
NOTICES
S ,-t ion I601. All notices, demands and requests which
nay or are recuired to be given by either party to the other shall
be in writing and shall tie deemed to have been properly given when
personally served or when sent postage prepaid by registered or
certified mail (with or without return receipt re,::ested) in a
sealed envelope addressed as follows
If intended for Lessors:
Board of Commissioners of Oakland Cemetery
City Hell
Little Rock, Arkansas
(Notice to this Lessor shall be sjfficient _.d it shell not be
necessary to give notice to the City of Little Rock
If intended for Lessee:
Board of Directors
Little Rock School District
Little Rock, Arkansas
Either party may change th a.dd2.ess and name of addressee
for purposes of this Section ty notice to the other party given as
aforesaid.
ARTICLE XVII
GENERAL
Section 1701. This Lease Agreement shall be construed
and enforced in accordance with the laws of the State of Arkansas.
Wherever in this Lease Agreement it is provided that either party
shall or will make any payment or perform or refrain from perform-
ing any act or obligation, each such provision shall, even though
not so expressed, be construed as an exprass covenant to make such
payment or to perform, or not to perfnnNm, as the case may be, such
act or obligation.
Sey,tinn 1702 . If any provision o : this Lease Agreement
or the application thereof to any person or circumstances shall,
to any extent, be determined to be invalid or unee rcrceable, the re-
mainder cf this Lease Agreement and the application of its pro-
visions to persons or circumstances other than tho>e as to which it
has been det. rm .ned to invalid or unonforceable shall not be
affected thereby, and each provision of enis Lease Agreement shall
be valid and shall be enforced to the fullest extent permitted by
law.
Section?7C3. The article captions in this Lease Agree-
ment are for convenience and reference only and in no way define,
limit or describe the scope or intent of this Lease Agreement or any
part thereof, or in any wise affect this Lease Agreement and shall
not be considered in any construction thereof.
Section 1704. The provisions of this Lease Agreement
shall bind and inure to the benefit of the parties hereto and their
respective successors , assigns and sublessees (it being understood
that assignments and subletting are governed by the provisions of
Article X hereof) .
IN WITNESS WHEREOF, the parties hereto have caused this
Lease Agreement to be signed in several counterparts , each of which
may be cor.si:tered an original without the presentation of the others,
by their dliy authorized officials and officers as of the day and
year first hereiraabove written.
LESSORS
CITY OF LITTLE ROCK, ARKANSAS
Mayer
ATTEST:
City Clerk
(SEAL)
BOARD OF COMMISSIONERS OF
O'AKLAVD C ME iERY
Ey
Chairman
ATTEST:
iJ... x.
Secretary
(s AL)
L E S S E E
LITTLE ROCK SCHOOL DISTRICT
OF MASK' COUNTY) ARKANSAS
LY ...�.....�..o.
President
ATTEST:
Secretary
(SEAL)
ACKNOWLEDGLTNT
STATE OF ARIM A.S )
COZ,„ITY OF PULASKI )
On this day of January, 1962, before me, a Notary
Public d•.i:y com is3iorsd, clua ified and actin;, within and for the
State and Co.anty aforesaid, appeared in person the within named
a:z.linie L n Mayor and City Clerk, r.es� ectivel
W. C. I:no�p and 2' M G. es��, � � �- Y � P Y,
of the City of Little Rock, Arkansas , a nr+wnicip?.l.f ty cf the State
of Arkansas, to me personally known, who stated that they were da .ly
authorized in their rec pec Live capaci tt.i:s to exo.7:u :e the foregoing
instrument for and in the name of said r iuri^..ipaiity, and further
stated aad acknowiedgod that they had signed, enecuted and delivered
said foregoing instrument for the coi..z<ideratiom, uses and purposes
therein mentioned and set forth.
IN TESTIMONY W}IREOF, I have hereunto -r t my hand and
official seal this dey of JarLua.:y, 1962.
Notary Public
My coi ±insjon expires:
•
ACI ?OWLEDGMENT
STATE OF ARKA SAS )
COUNTY OF P'UL.SKI )
On this - day of January, 1962 , before me, a
Notary Public duly commissioned, qualified and acting, within and
for the State and County aforesaid, appeared in person the within
named B. T. Hoff and Roy Beard, Ch.aizman and Secretary, respectively,
of Board of Commissioners of Oakland Cemetery, a duly constituted
commission of the City of Little Rock, Arkansas, to me personally
known, wIlo stated that they were duly authorized in their re-
spective capacities to execi to the foregoing inst ument for and in
the name of said commission, and further stated and acknowledged
that they had signed, executed and delivered said foregoing in-
strument for the consideration, uses and purposes therein mentioned
and set forth.
IN TESTIMONY WI- '.R✓OF, I have hereunto set my hand and
official seal this day of Jar_i=ary, 1962.
Notary Public
My ccmmission expires:
ACKNOWLEDGivIENT
STATE OF ARKANSAS )
COUNTY OF PULASXI )
On this day of January, 1962, before me, a
Notary Pt.blic duly commissioned, qualified and acting, within and
for the State and County aforesaid, appeared in person the within
named Everett Tucker, Jr, and W. C. McDonald, President and Secre-
tary, respectively, of Little Rock School District of Pulaski
County, Arkansas, a duly organized and existing School District
under the laws of the State cf Arkan:: .s, to M2 personally known,
who stated that they were duly authorized in their respective
capacities to execute the foregoing instrument for and in the name
of said School District, and further stated and acknowledged that
they had signed, executed and delivered said foregoing instrument
for the consideration, uses and purposes therein mentioned and set
forth.
IN TESTIMONY WHEREOF, I have hereunto set my hand and
official seal this day of January, 1952.
Notary Public
My co:mission expires:
SECTION 3 . This resolution shall be in full force and
effect from and after its adoption .
ADOPTED: January 22, 1962
ATTESTt ,-34/A.d Ge / APPROVED: 1/7 A
City Clerk Mayo