Lease Amendment No. 2 to Lease Agreement



 Exhibit 10.9 
 LEASE AMENDMENT #2 
 WINDSOR PERMIAN LLC 

FASKEN MIDLAND, LLC., (hereinafter called “Lessor”) and WINDSOR PERMIAN LLC, (hereinafter called “Lessee”), for good
and valuable consideration the receipt of which is hereby acknowledged, do hereby amend that certain Lease Agreement dated April 19, 2011 and Lease Amendment #1 dated June 6, 2011 covering approximately 3,075 square feet of Net Rentable
Area located on Level Twelve (12) of One Fasken Center at 500 West Texas Avenue, Midland, Texas 79701, also known as Suite 1210, under the following terms and conditions: 

 

	 	1.	LEASED PREMISES. Effective August 1, 2011, the provisions of paragraph 1.5 are hereby deleted and the following substituted in lieu thereof:


 Approximately 3,581 square feet of Net Rentable Area located on Levels Twelve (12) and Basement in the
Building as more fully diagrammed on the floor plans of such premises attached hereto and made a part hereof as “Exhibit B—l” and “Exhibit B—2”, on the floors indicated thereon, together with a common area percentage
factor determined by Lessor (the “Leased Premises”). Said Leased Premises is comprised of approximately 1,586 square feet of Net Rentable Area in the Original Leased Premises together with approximately 1,995 square feet of Net Rentable
Area (the “Basement Expansion Space”). Said demised space represents approximately 0.849% of the Total Net Rentable Area, such Total Net Rentable Area of the Building being approximately 421,546 square feet. 

Effective November 1, 2011, the provisions of paragraph 1.5 are hereby deleted and the following substituted in lieu thereof:

 Approximately 5,070 square feet of Net Rentable Area located on Levels Twelve (12) and Basement in the Building as more
fully diagrammed on the floor plans of such premises attached hereto and made a part hereof as “Exhibit B—l” and “Exhibit B—2”, on the floors indicated thereon, together with a common area percentage factor determined
by Lessor (the “Leased Premises”). Said Leased Premises is comprised of approximately 1,586 square feet of Net Rentable Area in the Original Leased Premises together with approximately 1,995 square feet of Net Rentable Area (the
“Basement Expansion Space”) and approximately 1,489 square feet of Net Rentable Area (the “Suite 1220 Expansion Space”). Said demised space represents approximately 1.203% of the Total Net Rentable Area, such Total Net
Rentable Area of the Building being approximately 421,546 square feet. 
  

	 	2.	TERM. The Lease term for the Basement Expansion Space added by this amendment shall be on a month to month basis, commencing August 1, 2011 and
automatically renewing on the first day of each month thereafter until Termination, as defined herein. The Lease term for the other space shall remain unchanged. 









	 	3.	RENT. Effective August 1, 2011, the Base Rent table set forth on Exhibit C of the Lease and Section 2 (Rent) of Amendment #1 and are hereby
deleted and the attached Exhibit C—l shall be substituted in lieu thereof. 

  

	 	4.	TERMINATION. This Lease Amendment #2 may be terminated by either Lessor or Lessee, for any reason or no reason, on the last day of any calendar month by
providing written notice to the other at least thirty (30) days prior to the last day of such month. If Lessor, in Lessor’s sole discretion, finds Lessee in default of this agreement or any of the building rules and regulations, Lessor may
terminate this Lease Amendment #2 immediately upon the expiration of ten (10) days following a written notice to cure to Lessee if Lessee fails to cure the default; provided that Lessor shall not be able to terminate this Lease
Amendment #2 should Lessee have commenced to cure such default within said ten (10) day period and thereafter proceeds with diligence to cure same. 


 

	 	5.	SUBJECT TO VACATING. Lessor’s duty to tender possession of the Basement Expansion Space added to the Leased Premises hereunder is subject to the
current tenant vacating the Basement Expansion Space. Provided, however, that if the current tenant does not vacate the Basement Expansion Space within six (6) months from the proposed effective date hereof, Lessee shall have the right to
terminate its obligation to lease the Basement Expansion Space by delivery of written notification to Lessor. 

  

	 	6.	FINISH OUT. Lessee accepts the Leased Premises in “as is” condition and no other finish out shall be required of Lessor. Any alterations to the
Leased Premises shall be at Lessee’s sole expense and responsibility. 

  

	 	7.	RATIFICATION. Lessor and Lessee do hereby ratify and affirm all of the terms, conditions and covenants of the Lease Agreement, as amended herein.


 Witness the execution hereby this the 5th day of August, 2011 but to be effective August 1, 2011.

  

									
	LESSOR	 		 	LESSEE
			
	FASKEN MIDLAND, LLC	 		 	WINDSOR PERMIAN, LLC
					
	By:	 	JB Fund 1, LLC, Manager	 		 	By:	 	/s/ Travis D. Stice
	By:	 	Its Managers	 		 	Name:  	 	Travis D. Stice
		 	North Waterfront Corporation	 		 	Title:	 	President & COO
					
	By:  	 	/s/ Thomas E. Cooper	 		 		 	
		 	Thomas E. Cooper	 		 		 	
		 	Vice President	 		 		 	


  
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	JB Financials, Inc.	 		 		 	
					
	By:	 	/s/ Thomas E. Cooper	 		 		 	
		 	Thomas E. Cooper	 		 		 	
		 	Vice President	 		 		 	


  
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 LEASE AMENDMENT #2 

WINDSOR PERMIAN LLC 
 EXHIBIT C – 1 
  

																																					
	 Sq. Ft.
	  	Original
Leased
Premises -
Suite 1210 -
1,586 Sq. Ft.	 	  	Suite 1220
Expansion
Space - 1,489
Sq. Ft.	 	  	 	 
	 Months
	  	Annual
Rate
Per SF for
Original
Leased
Premises	 	  	Annual
Rent for
Original
Leased
Premises	 	  	Monthly
Rent for
Original
Leased
Premises	 	  	Annual
Rate
Per SF for
Suite
1220
Expansion
Space	  	Annual
Rent for
Suite
1220
Expansion
Space	  	Monthly
Rent for
Suite
1220
Expansion
Space	 	  	Total
Annual
Rent for
Suite
1210
and
Suite 1220	 	  	Total
Monthly
Rent for
Suite
1210
and
Suite
1220	 	  	Additional
Monthly
Rent for
Basement
Expansion
Space	 
	 8/1/11 until Termination of Amendment #2 for Basement Expansion Space
	   
	  	$	2,826.25	  
	 08/01/11—10/31/11
	  	$	16.00	  	  	$	25,376.00	  	  	$	2,114.67	  	  				  		  				  	$	25,376.00	  	  	$	2,114.67	  	  			
	 11/1/11—5/31/12
	  	$	16.00	  	  	$	25,376.00	  	  	$	2,114.67	  	  	$	16.00	  	  	$23,824.00	  	$	1,985.33	  	  	$	49,200.00	  	  	$	4,100.00	  	  			
	 6/1/12—5/31/13
	  	$	16.75	  	  	$	26,565.50	  	  	$	2,213.79	  	  	$	16.75	  	  	$24,940.75	  	$	2,078.40	  	  	$	51,506.25	  	  	$	4,292.19	  	  			
	 6/1/2013—5/31/14
	  	$	17.50	  	  	$	27,755.00	  	  	$	2,312.92	  	  	$	17.50	  	  	$26,057.50	  	$	2,171.46	  	  	$	53,812.50	  	  	$	4,484.38	  	  			
	 06/01/14—05/31/15
	  	$	18.25	  	  	$	28,944.50	  	  	$	2,412.04	  	  	$	18.25	  	  	$27,174.25	  	$	2,264.52	  	  	$	56,118.75	  	  	$	4,676.56	  	  			
	 06/01/15—05/31/16
	  	$	19.00	  	  	$	30,134.00	  	  	$	2,511.17	  	  	$	19.00	  	  	$28,291.00	  	$	2,357.58	  	  	$	58,425.00	  	  	$	4,868.75