STATE OF TEXAS )
COUNTY OF CAMERON ) BROWNSVILLE NAVIGATION DISTRICT
CONTRACT NO. 2823
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THIS CONTRACT between the BROWNSVILLE NAVIGATION DISTRICT OF CAMERON
COUNTY, TEXAS, a navigation district organized, created and existing under and
by virtue of the laws of the State of Texas, with its domicile in Brownsville,
Cameron County, Texas, hereinafter styled District, and PENN OCTANE CORPORATION,
a Texas corporation hereinafter styled Lessee;
W I T N E S S E T H:
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The said BROWNSVILLE NAVIGATION DISTRICT OF CAMERON COUNTY, TEXAS, does by
these presents lease and demise unto the said PENN OCTANE CORPORATION the
property described on Exhibit A, attached hereto and made a part hereof for all
purposes, for a term of one (1) year, commencing the 15th day of October, 1993,
for and upon the following terms and conditions:
I.
As a consideration for this lease and as rental for said leased premises,
the Lessee agrees to pay an annual rental of EIGHTEEN THOUSAND and NO/100
DOLLARS ($18,000.00). The rental shall be due and payable semi-annually in
advance on the 15th day of October and April during the lease term and any
extension thereof.
All rentals shall be paid not later than Ten (10) days from the date when
due; they shall thereafter bear interest at the rate of fifteen percent (15%)
per annum from the date due until paid. In the event such fifteen percent (15%)
rate at any time shall be illegal or usurious under applicable law, it shall be
automatically reduced to the highest lawful rate.
II.
Lessee is hereby granted the option during the term of this lease, provided
this lease is then in full force and effect, and that Lessee is not in default
under any of the provisions of this lease, of extending and renewing this lease
for four additional one year terms and a fifth additional five year term, upon
the
BND/MAIN HARBOR LEASE
Page 1
same terms and conditions except for the rent which shall be at the standard
rental rate established by the Board of Commissioners as of the commencement
date of the option terra. The exercise of said option to be by written notice to
the District on or before ninety days prior to the expiration of the primary
term of this lease.
III.
The District acting through its Board of Commissioners and in the sole
discretion of such Board shall have the right to adjust the standard rental
rates for land leases other than Fishing Harbor leases. Any such change shall
not be applied to this lease until the commencement of the option term above
provided for.
District agrees to give notice of the meeting at which an adjustment to
rental rates will be considered and acted on and to afford Lessee an opportunity
to be heard at such meeting.
IV.
It is an express condition of this agreement and lease that the property
leased hereby is for the sole purpose of constructing and operating an LPG
terminal facility. This lease may be terminated without judicial ascertainment
by the District at any time Lessee discontinues the use of the premises for the
purposes named or uses such premises for any other purpose, provided that in the
case of nonuse such default of said Lessee shall exist for a period of 180 days
at any time after commencement of the operation of said described business.
V.
All construction of improvements and facilities of Lessee which will
include a propane and butane facility on the leased tract of land shall be
subject to the approval of the District which approval shall not be unreasonably
withheld prior to the beginning of construction and shall conform with the
requirements of the National Board of Fire Underwriters for such occupancy and
facilities. The Lessee shall construct, maintain and operate its facilities on
the leased property so as not to conflict with the
BND/MAIN HARBOR LEASE
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regulations of any federal, state or municipal authority having jurisdiction
thereof, nor with the rules and regulations prescribed by the District in the
official Tariff of the Port of Brownsville. All private fire protection which
may be installed by the Lessee shall conform in all respects to the standards of
the private fire protection facilities installed and maintained by the District.
VI.
Lessee may not assign this lease or sublet the leased premises without the
written consent of District. Further, Lessee may not assign this lease or sublet
the leased premises for any use other than as stated in Paragraph IV of this
lease.
VII.
All notices required hereunder shall be deemed to have been served if hand
delivered or sent by registered or certified mail, to District at the address
below or to Lessee at the leased premises or at the address below:
TO DISTRICT: TO LESSEE:
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BROWNSVILLE NAVIGATION DISTRICT PENN OCTANE CORPORATION
OF CAMERON COUNTY, TEXAS ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇.
▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇
VIII.
Lessee shall have the right to erect electric lights, power, water and gas
lines over and across lands belonging to District, including the premises leased
herein, incidental to the rights and privileges herein given, and shall have the
further right to connect said lines to main lines maintained by the District;
provided and except, however, that the rights in this paragraph defined shall
be, and the same are, specifically made subject to the following conditions and
restrictions:
1. The location and construction by Lessee of all or any of said lines
shall be subject to the approval of District and after the same are installed,
no change shall be made without the written consent of said District.
BND/MAIN HARBOR LEASE
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2. District may at any time require a change in location of any wires,
poles, water or gas mains or pipelines, accessories or other facilities laid on
or across any land or facilities of District other than the leased premises, if
it is deemed by District necessary that the same be changed, by giving Lessee 30
days' written notice of such requirements, and such changes so made shall be at
the cost and expense of Lessee; provided such right shall not be exercised
arbitrarily by District, but only when such action is made necessary for
improvements then on said property or the construction thereof being immediately
contemplated, and provided that, where any changes arc required to be made under
this provision, District shall furnish Lessee with a new location therefor; such
new location to be the most convenient and direct available at such time.
3. Lessee agrees to pay District for all water used and all applicable
standby charges, at rates customarily charged to other industries on the
District's property.
4. Connection to District's water main must be of standard installation,
installed to the satisfaction of District, and with a meter of adequate size
properly operating and equipped with a check valve. The meter shall be furnished
by Lessee and installed immediately at the point of connection with District's
main.
5. All electrical and power line connections, extensions and
installations are to be made in accordance with the rules and regulations of the
National Electrical Code.
6. Lessee agrees to pay to District as and when they accrue, wharfage,
port, harbor and other charges for the use of its facilities at the rates
published in the District's them effective official Port Tariff containing
authorized rates, rules and regulations governing the Brownsville Ship Channel
and its publicly owned wharves, piers and docks, as well as all other lawful
charges incurred to District by reason of Lessee's operations on the demised
premises.
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7. District will provide a pipeline easement from the leased premises to
the District oil dock.
8. In the event that Lessee stores more than 5,000 gallons of petroleum
hydrocarbon Lessee agrees to install groundwater monitoring ▇▇▇▇▇ prior to
receiving such liquid hydrocarbon products.
A minimum of four (4) monitoring ▇▇▇▇▇ shall be installed on the perimeter
of the facility and shall be placed at an approximate equal distance from each
other. ▇▇▇▇▇ shall be constructed to comply with current USEPA standards for
monitoring ▇▇▇▇▇.
The ▇▇▇▇▇ shall be fully developed upon installation. The groundwater shall
be monitored when they are developed and once a year thereafter. Parameters
analyzed shall include TPH (Total Petroleum Hydrocarbons) for all facilities,
and BTEX (Benzene, Toluene, Ethylbenzene, and Xylene) for all facilities
handling crude oil and light distillates. Facilities handling Hazardous
Materials, as defined by USDOT regulations in 49 CFR 100-199 (subpart C) shall
also install groundwater monitoring ▇▇▇▇▇ as described above, and shall monitor
for all chemicals stored in tanks with a capacity in excess of 500 gallons.
IX.
If any of the rent or other sums of money to be paid by Lessee shall not be
paid as and when the same becomes due or if Lessee shall default in the
performance of any of the other agreements, conditions, covenants or terms
herein contained, or if Lessee shall abandon the premises as described in
Paragraph IV; or if a petition or answer for reorganization of Lessee or the
then owner of Lessee's interest hereunder shall be filed; or if Lessee or the
then owner of Lessee's interest hereunder shall make a general assignment for
the benefit of creditors, or shall take any benefit under any insolvency or
bankruptcy act, or have a receiver or trustee or other fiduciary appointed for
its property; or if Lessee's leasehold interest shall be taken on execution or
other process of law; or if this lease or the estate
BND/MAIN HARBOR LEASE
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of Lessee hereunder shall be transferred or passed to or devolve upon any other
person, firm, association or corporation except in the manner provided
hereunder; then and in any of said events, District shall have the right to
terminate and this lease and the term hereby granted, as well as the right,
title and interest of Lessee hereunder; provided, however, that the District
shall first give Lessee 30 days' notice in writing of such default, specifying
in particularity the nature of the default, and shall give Lessee the
opportunity to cure such default within such 30 day period. If Lessee should
fail to cure such default within such 30 day notice period, District may
terminate this lease; and it is agreed that upon the expiration of the term
fixed in such notice, if the nonpayment, default or other cause of termination
specified in such notice shall not have, been made good or removed, this lease
and the term hereby granted and created, as well as all the right, title and
interest of Lessee hereunder shall, at the option of the District, terminate in
the same manner and with the same force and effect as if the expiration of time
in such notice were the end of the term herein originally demised; and the
District may immediately, or at any time thereafter, and without further notice
or demand, enter into and upon said premises, or any part thereof, in the name
of the whole, and repossess the same as of its first and former estate and expel
the Lessee and those claiming under it, and remove its effects (forcibly, if
necessary) without being taken or deemed guilty of any manner of trespass, and
without prejudice to any remedies which might be otherwise used for arrears of
rent or preceding breach of covenants. Notwithstanding the termination of this
lease and possession regained by District, Lessee will indemnify District
against all loss of rent which may accrue to District by reason of such
termination during the remainder of the lease term. Lessee specifically agrees
that this paragraph supersedes its rights under Section 93.002 of the Texas
Property Code.
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In the event District does not exercise the right hereinabove given it, it
may accept rent from the receiver, trustee or other officer in possession
thereof for the term of such occupancy without impairing or affecting in any way
the right of District against Lessee hereunder. Any neglect or failure to
enforce the right of forfeiture of this lease or re-entry upon breach of any of
the conditions, covenants, terms and agreements herein contained, shall not be
deemed a waiver of such right upon any subsequent breach of any such or any
other condition, covenant, term and/or agreement herein contained.
It is understood and agreed that no part of the time of the discontinuance
or cessation in operation referred to in Paragraph IV which is caused by the
interference of military authorities, strikes, floods, fires, navigation
hazards, embargoes, or limitations on production instituted by state, national
or local authorities, or any other act not within the control of either party
hereto, shall be counted in the 180 day period mentioned in said Paragraph IV.
X.
The Lessee shall comply with all the conditions and covenants of this
lease. If the Lessee complies with all the conditions or covenants of this
lease, upon the expiration of the term of this lease, Lessee shall have the
right for a period of up to 90 days from the date of said expiration, and not
thereafter, to remove all of its improvements of every kind and character,
except all water mains, gas mains, railroad tracks, power lines, wharves or
bulkheads, which are hereby agreed shall become the property of the District
upon said expiration, cancellation or forfeiture, from the leased premises;
provided, however, that the leased premises shall be restored to their present
condition after the removal of said improvements, all excavations, except slips,
filled and all refuse of every kind and character removed from said premises.
Until such removal and restoration is completed, Lessee shall pay to District on
a month-to-month basis the then current rental for the premises.
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Such rental shall be due monthly in advance and Lessee shall pay a full month's
rental for any fraction of a month during which it completes such removal and
restoration.
In the event of the breach of any such conditions or covenants, and after
the revocation or forfeiture of this lease by District as in Paragraph IX
provided, all improvements owned by Lessee and placed upon the premises shall be
considered as part of the real estate and shall become the property of the
District.
XI.
Lessee shall pay all taxes and assessments legally levied and assessed
against its leasehold interest and its improvements on said property during the
term of this lease and any extension thereof before such taxes and assessments
become delinquent, unless Lessee, by legal proceedings, contests the legality of
same, in which event such taxes and assessments shall be promptly paid upon the
judicial determination thereof.
XII.
Lessee shall keep sidewalks, roads and passageways, if any, on or over said
leased premises in good repair, and shall indemnify and hold harmless District
against any and all claims, damages, liabilities, costs (including reasonable
engineering and/or attorneys fees) arising out of, in connection with, or
incident to any act or omission or condition (including the negligence of
District or its agents or employees) in connection with the ownership,
operation, maintenance or repairs of the premises covered by the Lease including
any additions to or extensions of the same. Lessee agrees to repair any damage,
reasonable wear and tear alone excepted, to District's road contiguous to the
leased promises caused by tank trucks conveying petroleum products to or from
the leased premises.
Lessee shall keep in full force and effect Bodily Injury Liability and
Property Damage Liability Insurance covering its operations to be carried out
upon or in connection with this lease. The policy or policies shall name
District as additional
BND/MAIN HARBOR LEASE
Page 8
insured and contain a clause that the insurance will be canceled or changed
without giving the District thirty days prior written notice. Certificates of
insurance shall be furnished to the District. The limits of liability and other
insurance policy particulars required will be available at the District's
administrative office.
XIII.
The District reserves the right to have rights-of-way and easements on,
over and across the premises for underground water lines, pipelines, power
lines, telegraph and telephone lines, necessary or proper for the purposes of
developing and serving lands adjacent to the tract leased by the Lessee; said
rights-of-way and easements, however, to be so located and said water linen,
pipelines, power lines, telegraph and telephone lines so constructed and
maintained as not to impair or interfere with any of the existing or anticipated
improvements on said tract leased by the Lessee, or with the maintenance or
operation thereof.
XIV.
In construction of its improvements on the leased premises and in its
operation and maintenance of said improvements and the conduct of its business
thereon, Lessee agrees and hereby obligates itself to conform to and be bound by
the following:
1. No building or other similar improvements shall be constructed within
20 feet from the theoretical top of all bank lines and all road right-of-way
lines, nor within 10 feet from all other property lines.
2. All septic systems installed on said leased premises shall be subject
to the approval of the District's Engineer and the County Health Officer of
Cameron County, Texas.
3. All waste water, rain water, etc., not containing noxious, odorous or
otherwise harmful substances may be disposed of through direct underground
drains into the basin, except that such drains must leave the bank at least 8"
below the top line of rip rap rock to prevent erosion of the bank. In no event
shall
BND/MAIN HARBOR LEASE
Page 9
any such drain water be shunted or passed over banks of the harbor, nor shall
any noxious, odorous or otherwise harmful substance be discharged into such
harbor or basin.
4. Lessee agrees to connect its septic system to any sanitary sewer
system constructed by District for the purpose of serving the leasehold, among
other lands, paying the District its customary charge for such sewer service.
5. Lessee agrees to maintain and return the leased premises in a clean
and well maintained condition. All fences will be kept in good repair, grass
mowed, and all scrap metal, trash or other litter removed.
6. Lessee agrees to return the leased premises in the same condition as
Lessee received them, ordinary wear and tear excepted. A security deposit of
FOUR THOUSAND FIVE HUNDRED AND NO/100 DOLLARS ($4,500.00) will be required of
Lessee upon execution of this lease. An inspection of the premises, will be
conducted prior to occupancy and upon termination of the lease. The District
will conduct the inspections, but Lessee will be permitted to have a
representative present. In the event that any of the lease premises is not
returned in the proper condition as defined above, the District will have the
right to use any or all of the deposit to restore the condition of the items in
question. The District does not release the Lessee from liability for the
condition of the items in question nor does it limit its right of recovery of
the security deposit.
XV.
In addition to the District's ▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ shall have at all
times a valid security interest to secure payment of all rentals and other sums
of money becoming due hereunder from Lessee, and to secure payment of any
damages or loss which District may suffer by reason of the breach by Lessee of
any covenant, agreement or condition contained herein, upon all goods, wares,
equipment, fixtures, furniture, improvements and other personal property of
Lessee presently or which may hereafter be situated on the premises, and all
proceeds
BND/RAIN HARBOR LEASE
Page 10
therefrom, and such property shall not be removed therefrom without the consent
of District until all arrearages in rent, as well as any and all other sums of
money then due to District hereunder shall first have been paid and discharged
and all the covenants, agreements and conditions hereof have been fully
complied with and performed by Lessee. Upon the occurrence of an event of
default by Lessee, District may, in addition to any other remedies provided
herein, after giving thirty (30) days' notice of the intent to take possession
and giving an opportunity for a hearing thereon, enter upon the premises and
take possession of any and all goods, wares, equipment, fixtures, furniture,
improvements and other personal property of Lessee situated on the premises,
without liability for trespass or conversion, and sell the same at public or
private sale, with or without having such property at the sale, after giving
Lessee reasonable notice of the time and place of any public sale or of the time
after which any private sale is to be made, at which sale the District or its
assigns may purchase unless otherwise prohibited by law. Unless otherwise
provided by law, and without intending to exclude any other manner of giving
Lessee reasonable notice, the requirement of reasonable notice shall be met if
such notice is given at least 10 days before the actual time of sale. The
proceeds from any such disposition, less any and all expenses connected with the
taking possession, holding and selling of the property (including reasonable
attorneys' fees and other expenses), shall be applied as a credit against the
indebtedness secured by the security interest granted in this section. Any
surplus shall be paid to Lessee or as otherwise required by law, and the Lessee
shall pay any deficiencies forthwith. Upon request by District, Lessee agrees
to execute and deliver to District a financing statement in form sufficient to
perfect the security interest of District under the provisions of the Uniform
Commercial Code in force in the State of Texas. The statutory lien for rent is
not hereby waived, the security interest herein granted being in addition and
supplementary thereto. Anything to
BND/MAIN HARBOR LEASE
Page 11
the contrary notwithstanding, said security interest shall be subject and
subordinate to a security interest granted by the Lessee to a third party in and
to any property owned by Lessee and located upon the leased premises ("Lessee's
Property") to the extent such security interest was granted for the purpose of
securing payment (i) to a Third Party for the purchase price paid by Lessee for
Lessee's Property or any portion of such purchase price, or (ii) to a lender
advancing funds for such purchase price or any portion of such purchase price or
for the construction of improvements upon the leased premises by Lessee.
XVI.
Lessee agrees to comply with all provisions of the official Tariff of the
Port of Brownsville as it now exists or hereafter may be amended. In the event
of a conflict between the provisions of this lease and the provisions of such
Tariff, the provisions of the Tariff shall control.
XVII.
District expressly warrants that it is the sole owner of the premises, that
it has the full right, power and authority to make this lease, and that no other
person needs to join in the execution thereof in order for the lease to be
binding upon all parties having an interest in the leased premises.
XVIII.
In the event Lessee or District breaches any of the terms of this
agreement, whereupon Lessee or District employs attorneys to protect or enforce
its rights hereunder, or in the event Lessee or District files a petition in
bankruptcy and Lessee or District employs attorneys to protect its rights, then
the party which breaches or files a petition in bankruptcy agrees to pay the
other party reasonable attorneys' fees.
XIX.
As used in this article, the term "Hazardous Materials" means any hazardous
or toxic substances, materials or wastes, including, but not limited to, those
substances, materials and wastes listed in the United States Department of
Transportation
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Page 12
Hazardous Materials Table (49 C.F.R. 172.101) or by the Environmental Protection
Agency as hazardous substances (40 C.F.R. Part 302) and amendments thereto, or
substances, materials and wastes which are or become regulated under any
applicable local, state or federal law, rule, or regulation, including, without
limitation, any material, waste or substance which is: (i) petroleum; (ii)
asbestos; (iii) polychlorinated biphenyls; (iv) designated as a "hazardous
substance" pursuant to Section 311 of the Clean Water Act, 33 U.S.C. 251, et
seq. (33 U.S.C. 1321) or listed pursuant to Section 307 of the Clean Water Act
(33 U.S.C. 1317); (v) defined as a "hazardous waste" pursuant to Section 1004 of
the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq., (42
U.S.C. 6903); or (vi) defined as a "Hazardous Substance" pursuant to Section 101
of the Comprehensive Environmental Response, Compensation, and Liability Act, 42
U.S.C. 9601, et seq. (42 U.S.C. 9601).
Lessee covenants and agrees from the date hereof and as long as the
provisions of this lease shall remain in effect to remove from the Premises, if
and as required by law, any Hazardous Materials placed in or on the Premises by
Lessee, its agents, its employees or its independent contractors, and to comply
in all respects with all federal, state and local governmental laws and
regulations governing such removal. Lessee promises to give notice to District
of any claim, action, administrative proceeding (including, without limitation,
informal proceedings), or other demand by any governmental agency or other third
party involving the existence of Hazardous Materials on the Premises, and copies
of any notice of any releases of Hazardous Materials given by Lessee pursuant to
any law, rule or regulation, and any report of and response to any such
incident.
Lessee agrees to indemnify, pay and protect, defend and save District
harmless from and against any and all claims (including, without limitation,
third party claims for personal injury or real or personal property damage),
actions, administrative proceedings (including informal proceedings), judgments,
damages,
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Page 13
punitive damages, penalties, fines, costs, liabilities (including sums paid in
settlement of claims), interest, or losses, including reasonable attorneys'
and paralegals' fees and expenses, consultant fees, and expert fees, together
with all other costs and expenses of any kind or nature (collectively, the
"Costs") that arise directly or indirectly from or in connection with the
release or suspected release by Lessee or its agents, its employees or its
independent contractors of any Hazardous Materials in or into the air, soil,
ground water, or surface water at, on, about, under, or within the Premises, or
any portion thereof, or elsewhere in connection with Lessee's operations on or
in connection with the Premises. The indemnification provided in this lease
shall specifically apply to and include claims or actions brought by or on
behalf of employees of Lessee. In the event District shall suffer or incur any
such Costs, Lessee shall pay to District the total of all such Costs suffered or
incurred by District upon demand therefor by District. Without." limiting the
generality of the foregoing, the indemnification provided in this lease shall
specifically cover costs, including capital, operating and maintenance costs,
incurred in connection with any investigation or monitoring of site conditions,
any cleanup, containment, remedial, removal, or restoration work require or
performed by any federal, state or local government agency or political
subdivision or performed by any nongovernmental entity or person because of the
presence, suspected presence, release, or suspected release of any Hazardous
Material in or into the air, soil, ground water, or surface water at, on, about,
under, or within the Premises or any portion thereof, or elsewhere in
connection with Lessee's operations on or in connection with the Premises and
any claims of third parties for loss or damage due to such hazardous materials.
In the event Lessee is required to conduct or perform any investigation or
monitoring of site conditions for any cleanup, containment, restoration, removal
or other remedial work
BND/MAIN HARBOR LEASE
Page 14
(collectively the "Remedial Work") under any applicable federal, state or local
law or regulation, by any judicial order or by any governmental entity, or in
order to comply with any agreements affecting the Premises because of or in
connection with any occurrence or event described in this lease, Lessee shall
perform or cause to be performed the Remedial Work in compliance with such law,
regulation, order or agreement; provided that Lessee may withhold such
compliance pursuant to a good faith dispute regarding the application,
interpretation, or validity of the law, regulation, order or agreement, subject
to the requirements of the following paragraph. All such Remedial Work shall be
performed by one or more contractors selected by Lessee and approved in advance
in writing by District, and under the supervision of a consulting engineer
selected by Lessee and approved in advance in writing by District. All costs and
expenses of such Remedial Work shall be paid by Lessee, including, without
limitation, the charges of such contractors and/or the consulting engineer,
District's reasonable attorneys and paralegals' fees and costs incurred in
connection with monitoring or review of such Remedial Work. If Lessee shall
fail to timely commence or cause to be commenced, or fail to diligently
prosecute to completion, such Remedial Work, District may, but shall not be
required to, cause such Remedial Work to be performed, and all costs and
expenses thereof or incurred in connection therewith shall be Costs within the
meaning of this lease. All such Costs shall be due and payable upon demand
therefor by District.
Lessee shall be permitted to contest or cause to be contested, subject to
compliance with the requirements of this paragraph, by appropriate action any
Remedial Work requirement, and District shall not perform such requirement on
its behalf, so long as Lessee has given District written notice that Lessee is
contesting or shall contest or cause to be contested the application,
interpretation, or validity of the governmental law, regulation, order or
agreement pertaining to the Remedial Work by
BND/MAIN HARBOR LEASE
Page 15
appropriate proceedings conducted in good faith with due diligence; provided
that such contests shall not subject District or any assignees of District's
interest in the Premises to civil liability and does not jeopardize any such
parties' interest in the Premises. Lessee shall give such security or assurances
as may be reasonably required by District to insure compliance with the legal
requirements pertaining to the Remedial Work (and payment of all Costs in
connection therewith) and to prevent any sale, forfeiture, or loss by reason of
such nonpayment or noncompliance.
This article shall be binding upon, inure to the benefit of, and be
enforceable by District and Lessee, and their respective heirs, legal
representatives, successors and assigns, including, without limitation, any
assignee or purchaser of all or any portion of the District's interest in the
Premises. If any term of this article or any application thereof shall be
invalid, illegal, or unenforceable, the remainder of this article and any other
application of such term shall not be affected thereby. No delay or omission in
exercising any right hereunder shall operate as a waiver of such right or any
other right. The provisions of this article shall survive the termination or
expiration of this lease.
XX.
District reserves the right, on ninety (90) days' notice, to move Lessee at
District's expense to another location on District's lands fully suitable for
Lessee's purposes.
XXI.
Neither Lessee nor anyone claiming by, through or under Lessee shall have
the right to file or place any mechanic's lien of any kind or character
whatsoever on the premises, or on any of the buildings or improvements thereon,
and notice is hereby given that no contractor, subcontractor, or anyone else who
may furnish any material, service or labor for any buildings or improvements,
alterations or repairs at any time shall be or become entitled to any lien
thereon whatsoever. For the further security of
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Page 16
District, Lessee shall give actual notice of this restriction in advance to any
and all contractors, subcontractors or other persons, firms or corporations that
may furnish any such material, service or labor.
XXII.
This instrument contains the entire Agreement between the parties hereto,
and neither party shall be bound by any representation or agreement, oral or
written, made by either party or any of their agents, representatives or
employees, not set forth herein.
IN TESTIMONY WHEREOF said BROWNSVILLE NAVIGATION DISTRICT OF CAMERON
COUNTY, TEXAS, and said PENN OCTANE CORPORATION, have each caused these presents
to be executed by its proper officers thereunto duly authorized on this 5th day
---
of October, 1993.
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BROWNSVILLE NAVIGATION DISTRICT
OF CAMERON COUNTY, TEXAS
/s/ ▇▇▇ ▇▇▇▇▇
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▇▇▇ ▇▇▇▇▇, Chairman of
the Board of Navigation and
Canal Commissioners of the
Brownsville Navigation District
of Cameron County, Texas
Attest:
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Secretary
PENN OCTANE CORPORATION
By: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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STATE OF TEXAS )
COUNTY OF CAMERON )
This instrument was acknowledged before me on the 20th day of October,
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1993, by ▇▇▇ ▇▇▇▇▇, in his capacity as Chairman of the Board of Navigation and
Canal Commissioners of the Brownsville Navigation District of Cameron County,
Texas.
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|[Seal of Notary] ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇|
| Notary Public of State of Texas |
| My Commission Expires 2-17-97 |
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/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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Notary Public in and for the State of Texas
My Commission Expires:
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STATE OF TEXAS )
COUNTY OF CAMERON )
This instrument was acknowledged before me on the 5th day of October, 1993,
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by ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President, of PENN OCTANE CORPORATION, a Texas corporation,
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on behalf of said corporation.
/s/ inledgible
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Notary Public in and for the State of Texas
My Commission Expires: 10-16-96
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