Exhibit 10.02
LEASE MOU TERMINATION
AGREEMENT
This Lease MOU Termination Agreement
(the “Agreement”) is entered into by and between Valero
Corporate Services Company, a Delaware corporation
(“VCSC”), and Valero Logistics Operations, L.P.
(“VLI”), as of the 22nd of December, 2006.
BACKGROUND
A.
VCSC and VLI entered into a
Memorandum of Understanding (“MOU”), effective January
1, 2006 regarding an Office Lease Agreement detailing certain terms
associated with the proposed lease of space by VCSC to VLI in a new
building presently under construction at VCSC’s corporate
headquarters located at One Valero Way, San Antonio, Texas. A
copy of the MOU is attached as Exhibit A to this
Agreement.
B.
VLI now desires to move to a
different facility located elsewhere in San Antonio.
C.
VCSC and VLI wish to terminate the
MOU.
AGREEMENT
For valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, VCSC and
VLI agree to terminate the MOU as of the date hereof.
IN WITNESS WHEREOF, VCSC and VLI
have executed this Agreement as of the date first referenced
above.
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VALERO CORPORATE SERVICES COMPANY
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BY:
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/s/ Michael S. Ciskowski
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NAME:
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Michael S. Ciskowski
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TITILE:
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Executive Vice President
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VALERO LOGISTICS OPERATIONS, L.P.
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BY: VALERO GP, INC., ITS
GENERAL PARTNER
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BY:
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/s/ Curtis V. Anastasio
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NAME:
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Curtis V. Anastasio
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TITILE:
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President & C.E.O.
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EXHIBIT A
MEMORANDUM OF UNDERSTANDING
ATTACHED
Memorandum of Understanding
Regarding Office Lease Agreement
Between
Valero Corporate Services Company, as Landlord, and
Valero Logistics Operations, L.P., as Tenant
This Memorandum of Understanding, by
and between Valero Corporate Services Company, a Delaware
corporation, and Valero Logistics Operations, L.P., a Delaware
limited partnership, will serve to document the agreement of such
parties on the principal terms of an Office Lease Agreement (the
“Lease Agreement”) to be executed by the parties. The
parties agree to more fully memorialize these agreements in the
Lease Agreement no later than March 31, 2006, or such other date as
may be mutually agreed to by the parties. Until such Lease
Agreement is executed and delivered on behalf of the parties, the
terms of this Memorandum of Understanding shall be binding on the
parties.
Principal Terms of Lease Agreement
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Landlord :
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Valero Corporate Services Company
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Tenant :
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Valero Logistics Operations, L.P.
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Leased Premises
: All
of a floor (approximately 63,803 square feet, floor
to-be-determined) of the to-be-constructed office building (the
“Building”) totaling approximately 259,455 square feet
at Valero corporate headquarters (the “Project”), in
San Antonio, Bexar County, Texas, located on that certain parcel of
land (the “Land”) replatted as Lot 6, Block 2, NCB
14746, recorded in Book 9568, Page 191, Plat Records of Bexar
County, Texas.
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Effective Date :
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January 1, 2006
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Initial Term :
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25 years from Rent Commencement Date (defined
below)
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Renewal Option(s) :
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One (1) option, for a period of 10
years
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Rent Commencement Date
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The earlier of (i) the Substantial Completion Date (defined below)
or (ii) the date of Tenant’s beneficial occupancy of the
Leased Premises for the conduct of its business therein. For
purposes hereof, the “Substantial Completion Date”
means the date on which the initial leasehold improvements to the
Leased Premises are completed in all material respects in
substantial compliance with the final plans and permits and the
Leased Premises are ready for occupancy.
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Use :
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General office use, and related administrative
and ancillary purposes
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Base Rent :
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Initial Term :
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1
For first 5 years:
$1,598,000 per year;
For the next 5 years, Base Rent
shall be adjusted based on changes in the CPI Index;
Thereafter, at the beginning of each
5 year period for the remainder of the Initial Term, Base Rent
shall be adjusted to reflect the actual market rent for comparable
office space.
The Base Rent includes
Tenant’s proportionate share (based on a fraction, the
numerator of which is the rentable square footage of the Leased
Premises, and the denominator of which is the rentable square
footage of the Building and the other buildings at the Project) of
(i) Landlord’s operating expenses, such as HVAC, janitorial
services, and the other Landlord Services (defined below), (ii) the
real property ad valorem taxes assessed or imposed on the Project,
and (iii) Landlord’s insurance costs relating to the
Project.
Renewal Period
:
At the beginning of the renewal
period (if applicable), and again after the expiration of the first
5 years of the renewal period, the Base Rent shall be adjusted to
reflect the actual market rent for comparable office
space.
Change of Control
Provision :
In the event of a change of control (“Change of
Control̶
