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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
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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
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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 Control") of Valero
L.P. or Valero GP Holdings, LLC, Landlord
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