WALLACE, MOSTY, MACHANN, JACKSON Bt WILLIAMS ATTORNEYS AT LAW A PARTNFRSFIIP OF PROFESSIONAL CORPORATIONS Dwvm L. JwacscN• H DWAeVe MACHANN RICHAROC. MOSfY fbcARA. WALLA® N. K2RH W~LLIAMS •• TEt.e~t-LONE su/s~asn TELEFAX 512/257-6119 B20 MAIN ST., SUITE loo KERRVI[ZE, TEXAS 7502653oD •9oAYO CHRtm~˘D. FARM, RANCH, CpQ.f 01C~AL AND Re9DW~TIAL ReAL FsfAee ••BaAmCeRro-~eo. I'eR50NAL INIIIRY'141AL LA W s. reesrav DwcLwss,7u May 18, 1992 HAND DELIVERED Honorable W. G. Stacy County Judge Kerr County Courthouse Kerrville, Texas 78028 Re: Lease of Earl Garrett Street Property from A. P. Allison Dear Judge Stacy: Enclosed herewith for your file is fully signed original of the lease by the County of the property on Earl Garrett Street owned by A. P. Allison. Very truly yours, Edg A. Wallace EAW/mrb Encl: as stated Copy to: File LEASE This Lease entered into by A. P. ALLISON, hereinafter called LESSOR, whether one or more, and the COUNTY OF KERR, a political subdivision of the State of Texas, acting herein by WILLIAM G. STACY, County Judge of Kerr County, Texas, pursuant to valid ordinance adopted in the Commissioners' Court of Kerr County, Texas, hereinafter called LESSEE, whether one or more, whereby LESSOR hereby leases to LESSEE and LESSEE hereby leases from LESSOR the following described property upon the following terms and conditions: PROPERTY: The Property which is the subject of this Lease is located in Kerr County, Texas, and is more specifically described in Exhibit "A", attached hereto and made a part hereof for all purposes, together with all improvements thereon and all easements, rights-of-way and appurtenances pertaining or relating thereto (the "Property"). TERM: The term of this Lease shall be for ONE YEAR beginning on the 1st day of April, 1992, and ending at midnight on the 31st day of March, 1993, hereinafter called the "term". CONSIDERATION: The consideration to be paid by LESSEE for this Lease shall be the total sum of $13,896.00, payable in successive monthly installments oŁ $1,158.00 per month, beginning on the 1st day of April, 1992. PAYMENT TERMS: All payments made hereunder shall be made promptly when due in lawful money of the United States of America at 1214 Jackson Road, Kerrville, Texas, or as Lessor directs. Time is of the essence in this Lease. Acceptance of any payment due hereunder after the due date thereof shall in no manner constitute a waiver by LESSOR of any provision hereunder regarding any other payment made thereafter. NO SECURITY DEPOSIT: No security deposit is required. MAINTENANCE AND ALTERATIONS: LESSEE shall maintain the Property in a good state of repair subject only to reasonable wear and tear and accidental casualty loss not caused by LESSEE or LESSEE's agents and employees, and at the end of the term shall deliver the Property to LESSOR in as good condition as now exists except as stated herein. Alterations shall be made only upon first obtaining the written consent of LESSOR. Any additions or improvements made shall be deemed part of the Property and remain with the Property and be the Property of LESSOR upon termination of this Lease, 1009.8\49LE02 UTILITIES; TAXES; AND INSURANCE: LESSEE shall pay all utility charges when due. LESSOR shall pay all ad valorem property taxes on the Property and shall maintain fire and casualty insurance on the improvements now located on the Property. SUBLEASE: LESSEE shall not sublease the Property, or a part thereof, nor shall LESSEE assign or transfer this Lease without first obtaining the written consent of LESSOR prior thereto. LESSOR's acceptance of rent from any sublessee or assignee shall not constitute a waiver of LESSOR's rights hereunder and shall not terminate, waive or alter LESSEE's obligations hereunder. USE: LESSEE shall not use the Property in a manner that is unlawful or constitutes a nuisance or would increase the hazard of fire or any insurance covering the Property. The only use of the Property shall be for governmental offices or related matters. LESSEE shall comply with all applicable laws, ordinances, and regulations of any governmental body if applicable to LESSEE'S use of the Property. INSPECTION: LESSOR and its agents and employees shall always have the right to come upon the Property and inspect same and/or make repairs and/or show the Property to prospective tenants or purchasers at all reasonable times and LESSEE'S rents shall not be reduced thereby. PUBLIC LIABILITY: LESSEE agrees to maintain public liability insurance of at $300,000.00 per accident for personal injuries and at least $100,000.00 per accident for damage to property and to furnish LESSOR proof thereof which reflects LESSOR as loss payee/insured. No cancellation shall occur without 30 days prior written notice to LESSOR. Losses not covered by such insurance shall be covered by LESSEE to the extent not occurring through LESSOR'S negligence. LESSOR may secure such insurance if LESSEE fails to do so and may charge LESSEE for any premium expense incurred. EXPENDITURES BY LESSOR: If LESSOR incurs any expense for any matter which is LESSEE'S responsibility, after due notice to LESSEE prior to incurring such expense, then LESSEE shall pay LESSOR all of such expense plus costs on the next rental installment due date in addition to rents then due. WAIVER: Waiver of any breach hereunder shall not constitute waiver of right to enforce the provisions hereof upon any subsequent breach. SIGNS: The LESSEE shall not place or paint any sign, display, or showcase on any part of the exterior of the Property or any building thereon except as and where first approved by the LESSOR; 1009.8\49LE02 2 and the LESSOR shall have the right to remove any of such items in order to make any repairs or alterations desired by LESSOR. CONDEMNATION: If the Property shall be taken or condemned in whole or in part for public purposes, then the term of this Lease, shall, at the option of the LESSOR, forthwith cease and terminate, the LESSOR receiving the entire award for land and buildings; however, the current rent shall in such case abate proportionately. MORTGAGES: This Lease is and shall always be subordinate to any mortgage or mortgages which now are or shall at any time be placed upon the Property or any part thereof, and the LESSEE agrees to execute and deliver any instrument, without cost, which may be deemed necessary to further effect the subordination of this Lease to any such mortgage or mortgages. No foreclosure or foreclosure proceedings shall give the LESSEE any right to terminate this Lease. LESSEE agrees to attorn to any subsequent owner of the Property. FIRE OR CASUALTY LOSS: LESSEE shall, in case of fire or other casualty give immediate notice in writing to LESSOR, who shall at LESSOR'S option either terminate this Lease or cause the damage to be repaired forthwith, provided materials, supplies and labor are reasonably available. If any portion of the Property is rendered unfit for occupancy, the rent shall be apportioned for the period of time required to make the repairs, according to the part of the Property, if any, which remains usable by LESSEE. If all improvements on the Property shall be destroyed, then within thirty (30) days after the fire or other casualty, either LESSOR or LESSEE may cancel this Lease by notice in writing to the other, effective as of the date of the mailing of the written notice, except that the rent shall be apportioned as of the date of the fire or other casualty. DEFAULT: In the event of a breach or threatened breach by LESSEE of any of the agreements, conditions, covenants or terms hereof, LESSOR shall have the right of injunction to restrain the same, and the right to invoke any remedy allowed by law or in equity, whether or not such specific remedies, indemnity or reimbursements are herein provided for. Furthermore, the rights and remedies given to LESSOR in this Lease are distinct, separate and cumulative rights and remedies and no one of them, whether or not exercised by LESSOR, shall be deemed to be in exclusion of any of the others. If any of the rent herein reserved or any of the other charges, expenses or obligations herein designated or any of the taxes, assessments, charges, or other sums of money to be paid by LESSEE shall not be paid as and when the same become due and payable, 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 Property for a period of 1009.8\99LE02 3 thirty (30) days or more, or if a petition or answer for reorganization or bankruptcy of LESSEE or the then owner oŁ LESSEE's interest hereunder, shall be filed, accepted or approved by or with any court or judge having jurisdiction thereof, or if LESSEE, or the then owner of LESSEE'S interest hereunder, shall be adjudicated insolvent or bankrupt, 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, accept or seek any benefit under any insolvency or bankruptcy act or law, or have a receiver or trustee or other fiduciary appointed for its property, or if LESSEE'S leasehold interest shall be taken by execution or other process of law, or if this Lease, or the estate of LESSEE hereunder, shall be transferred or pass to or devolve upon any other person, firm, association or corporation, except in the manner provided hereunder, then and in any of said events, LESSOR, or those claiming under LESSOR, may, immediately, or at any time thereafter, have the right in addition to all other rights and remedies herein provided or available at law or in equity) to terminate and end this Lease, and the term hereby granted, as well as all of the right, title and interest of LESSEE hereunder, by giving LESSEE notice in writing; and it is agreed that upon giving such notice, this Lease and the term hereby granted and created, as well as all of the right, title and interest of LESSEE hereunder, shall, at the option of LESSOR, or those claiming under LESSOR, wholly cease and expire, in the same manner and with the same force and effect as of the end of the term herein originally demised; and LESSOR, or those claiming under LESSOR, may immediately, or at any time thereafter, and without further notice or demand, enter upon and into the Property or any part thereof, in the name of the whole, and repossess the same as of their first and former estate, and expel LESSEE and those claiming under LESSEE, and remove their effects (forcibly, if necessary) without being taken or deemed guilty of any manner of trespass, and without prejudice to any remedies which might otherwise be used for arrears of rent or preceding breach of covenant, and that upon entry as aforesaid, this Lease shall be determined; and LESSEE agrees that, notwithstanding the termination of this Lease and possession regained by LESSOR, LESSEE will indemnify LESSOR against all loss of rent during the remainder of the term of this Lease and all past due sums, damages and installments of rent shall bear interest at 188 per annum until paid. Notwithstanding any provision to the contrary and in addition to all other rights and remedies of LESSOR hereunder, at law or in equity, LESSOR may upon the occurrence of any default re-enter the Property and expel LESSEE or any person(s) occupy the same, with or without legal process and without terminating this Lease. Upon retaking possession, or otherwise, LESSOR may terminate this Lease or without terminating this Lease relet the Property on such terms as LESSOR shall determine, and LESSEE shall be liable to LESSOR for all costs of alterations and repairs for such reletting and all 1009.8\49LE02 4 deficiencies of rental upon such reletting. In any event and no matter termination of this Lease or not, LESSEE shall be liable for all damages arising by reason of, or incurred by LESSOR by reason of, any default under this Lease. LESSOR 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 rights of LESSOR against LESSEE hereunder. Any neglect or failure to enforce termination or 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. QUIET ENJOYMENT: LESSOR hereby covenants and agrees that LESSEE upon payment of all of the rents and all other sums of money herein provided to be paid by LESSEE, upon fully observing and performing the covenants and agreements herein provided to be observed and performed by LESSEE, shall and will quietly and peaceably possess and enjoy the Property, unless this Lease be sooner terminated in accordance with any of the provisions herein elsewhere contained providing for such termination and subject to the terms and provisions hereof. NO LIENS BY LESSEE: LESSEE shall have no power to do any act or to make any contract that may create or be the foundation for any lien upon the present or other estate of the leasehold and the Property, or upon any of the buildings or improvements thereon, except as herein elsewhere specifically provided; and should any such lien be created or filed, LESSEE, at their own cost and expense shall liquidate and discharge the same in full within ten (10) days next after the filing thereof, and should LESSEE fail to discharge the same, that shall constitute a breach of LESSEE's covenant herein. ACCEPTANCE OF PROPERTY: LESSEE agrees that in taking this Lease, LESSEE is governed by LESSEE'S own inspection of the Property and LESSEE'S own judgment of desirability for its purpose, and LESSEE has not been governed or influenced by any representation of LESSOR as to the condition and character of the Property or any improvement or building upon the Property, or as to the earning capacity thereof. LESSEE accepts the Property "as is" and "where is" without representation or warranty by LESSOR. Furthermore, LESSEE takes this Lease and the Property subject to all recorded easements and restrictions affecting the occupation and use thereof, and subject to all statutes, ordinances and regulations of competent governmental authority affecting the occupancy and use thereof, the construction and maintenance of improvements thereon, and the businesses and occupations to be engaged in by LESSEE, in force now and subsequently during the term of this Lease. 1009.8\49LE02 5 LESSOR'S AND LESSEE'S DUTIES TO REPAIR: LESSOR shall maintain and repair the leased premises in accordance with LESSOR'S requirements found hereafter and LESSEE shall maintain and make all other repairs of the leased premises with the exception of casualty losses which are covered by LESSOR'S fire and extended coverage policy. LESSOR'S DUTY: LESSOR shall repair and maintain the exterior walls and roof of the premises to include all exterior glass and doors. LESSEE'S RIGHT TO REPAIR FOR LESSOR OR VACATE: If within thirty (30) days after LESSEE'S notice to LESSOR of the need for repairs or maintenance which LESSOR has a duty to repair, LESSOR neglects to make such repairs, LESSEE may repair the same himself and deduct the expenses of such repairs from the rent; or LESSEE may vacate the premises, in which case he shall be discharged from further payment of rent or performance of other conditions. For purposes of this paragraph, if LESSEE makes repairs at least thirty (30) days following his giving notice to LESSOR, he will be presumed to have acted after a reasonable time. HEATING AND AIR-CONDITIONING MAINTENANCE: Upon commencement of the Lease, LESSOR warrants that the heating and air-conditioning system will be in good operating order. LESSEE has inspected and accepts plumbing and electrical "as is". LESSEE'S obligation to maintain the heating and air conditioning systems shall be limited to routine maintenance up to and including TWO HUNDRED FIFTY AND NO/100 ($250.00) per repair call. Expenses for heating and air- conditioning maintenance incurred in excess of $250.00 per repair call shall be paid by LESSOR. OTHER INTERIOR MAINTENANCE: LESSEE shall pay all other repair and maintenance for the interior of the leased premises at LESSEE'S expense, except for repair of items covered by LESSOR'S fire and extended coverage policies. DEFAULT BY LESSEE: If LESSEE shall allow the rent to be in arrears more than ten (10) days after written notice of such delinquency, or shall remain in default under any other condition of this Lease for a period of fifteen (15) days after written notice from LESSOR, or should any other person than LESSEE secure possession of the premises, or any part thereof, by reason of any receivership, bankruptcy proceedings, or other operation of law in any manner whatsoever, LESSOR may at its option, without notice to LESSEE, terminate this Lease, or in the alternative, LESSOR may re-enter and take possession of said premises and remove all persons and property therefrom, without being deemed guilty of any manner of trespass, and relet the premises or any part thereof, for all or any part of the remainder of said term, to a party satisfactory to LESSOR, and at such monthly rental as LESSOR may with reasonable diligence be able to secure. Should LESSOR be unable to relet 1009.8\49LE02 6 after reasonable efforts to do so, or should such monthly rental be less than the rental LESSEE was obligated to pay under this Lease, or any renewal thereof, plus the expense of reletting, then LESSEE shall pay the amount of such actual deficiency monthly as it is incurred on demand to LESSOR. In event of LESSEE's default, LESSEE shall pay all reasonable attorney's fees and expenses incurred by LESSOR as a result of such default. ASSIGNMENT AND SUBLEASE: LESSEE shall not assign this Lease nor sublet all or a portion of the leased premises without the prior written consent of LESSOR. TEXAS LAW TO APPLY: This Agreement shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Kerr County, Texas. LEGAL CONSTRUCTION: In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. PRIOR AGREEMENTS SUPERSEDED: This Agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understandings or written or oral agreements between the parties respecting the within subject matter. AMENDMENT: No amendment, modification, or alteration of the terms hereof shall be binding unless the same be in writing, dated subsequent to the date hereof and duly executed by the parties hereto. RIGBTS AND REMEDIES CUMULATIVE: The rights and remedies provided by this Lease Agreement are cumulative and the use of any one right or remedy by either party shall not preclude or waive its right to use any or all other remedies. Said rights and remedies are given in addition to any other rights the parties may have by law, statute, ordinance, or otherwise. WAIVER OF DEFAULT: No waiver by the parties hereto of any default or breach of any term, condition, or covenant of this Lease shall be deemed to be waiver of any other breach of the same or any other term, condition, or covenant contained herein. ATTORNEY'S FEES: In the event LESSOR or LESSEE breaches any of the terms of this Agreement whereby the party not in default employs attorneys to protect or enforce its rights hereunder and prevails, then the defaulting party agrees to pay the other party reasonable 1009.8\49LE02 ~ attorneys' fees so incurred by such other party. Neither party shall be liable for any attorney fees hereunder until the expiration of thirty (30) days from receipt of written notice of the default complained of and only if no cure of such default has occurred within such thirty (30) day period. This provision shall prevail over any conflicting provisions contained elsewhere in this Lease. FORCE MAJEURE: Neither LESSOR nor LESSEE shall be required to perform any term, condition, or covenant in this Lease so long as such performance is delayed or prevented by force majeure, which shall mean acts of God, strikes, lockouts, material or labor restrictions by any governmental authority, civil riot, floods, and any other cause not reasonably within the control of the LESSOR or LESSEE and which by the exercise of due diligence LESSOR or LESSEE is unable, wholly or in part,to prevent or overcome. HOLDING OVER: It is distinctly understood and agreed by and between the LESSOR and the LESSEE that any holding over by LESSEE of the Property after the expiration of the term of this Lease shall operate and be construed only as a tenancy from month to month, terminable at the will of LESSOR, at a monthly rental equal to the rental herein specified. PLACE OF PERFORMANCE: This Lease is performable in Kerr County, Texas. NOTICE: Any notices given under this Lease or any provision of this Lease shall be written, and shall be deemed received on the fifth day after such notice is placed in the regular U. S. mail with proper postage affixed, certified, to the address of the addressee shown thereon set forth opposite the signatures below. SUCCESSORS AND ASSIGNS: This Lease shall inure to the benefit of and shall be binding upon the heirs, successors, legal representatives, and assigns (as permitted herein) of the parties hereto. ENTIRE AGREEMENT: This Lease constitutes the entire agreement between the parties and any other agreements or representations not made herein or any subsequent modifications hereof shall be of no force and effect, unless set out in writing and signed by the parties hereto. This revokes any and all prior leases, representations, and agreements of any kind between the parties hereto concerning the subject matter hereof. SIGNED this 1st day of April, 1992 in multiple copies, any one of which, if fully signed, shall constitute an original hereof and shall constitute express approval of all erasures, interlineations, insertions, strike-outs, and strike-overs contained herein. 1009.8\49LE02 8 LESSOR: ~~~~~~~ A. P. ALLISON ~ Address: 1214 Jackson Road Kerrville, TX 78028 LESSEE: COUNTY OF KERR BY: .~L- / ~c'~ -L 2 WILLIAM G. S ACY, COUN JUDGE Address: Courthouse Kerrville, TX 78028 1009.8\49LE02 C`~C EXISIBIT "A" TRACT NO. 1: 390 feet, more or less, off of the S.W. side of Lot No. 54 in Block No. 6 of the original J. D. Brow,l Addition to Kerrville, Texas, according to the map and plat of the City of Kerrville, Texas, described by metes and bounds as follows, to-wit: BEGINNING at the Nortll corner of Lot No. 55 in said Block No. 6, which beginning point is in the S. E. line of Earl Garrett Street (formerly Mountain Street), and the Nor ti: corner of that certain lot or parcel of land conveyed by Jno. R. Leavell and W. A. Lochte to Cypress Camp #58, W.O.W. by deed recorded in Book 66, Page 516, Deed Records of Kerr County, Texas; TIIENCE N. 45 E. with S. E. line of Earl Garrett Street 3U feet to the West corner of a tract of land conveyed to Otis McGaffey by A. C. Schreiner by deed dated January 21, 1926, now owned by G. Rankin Starkey; TItENCE S. 45 E. with line of Starkey lot or parcel, 150 feet for stake for the East corner of this lot or parcel of land; TfiENCE S. 45 W. 30 feet to a stake for the South corner of this parcel or lot of land, and the East corner of Lot No. 55 conveyed to Cypress Camp #58, W.O.W.; TIIENCE N. 45 W. with line of Lot 55 or W.O.W. lot, 150 feet to a stake set in line of Earl Garrett Street for the West corner of this parcel, and the North corner of Lot 55 belonging to Cypress Camp #58, W.O.W. and the PLACE OF BEGINNING, and being the identical property conveyed by Warranty Deed dated February 17, 1947, from John R. Leavell and wife, Kate Leavell, to D. W. Bennett and wife, Lavene Bennett, of record in Volume S1, at Page 913, Deed Records of Kerr County, Texas, said property being SUBJECT TO that certain easement and right of way being 5 feet in width and 150 feet in length more specifically described by that certain instrument bearing acknowledgment dated July 19, 1949, executed by D. W. Bennett and wife, Lavene Bennett, to Cypress Camp #58, W.O.W., of Kerrville, Kerr County, Texas, recorded in Volume 131, at Page 947, Deed Records, Kerr County, Texas, to all of which instruments and their record thereof reference is here made for all purposes; TRACT NO. 2: All that certain tract, lot or parcel of land, lying and being situated in the City of Kerrville, Kerr County, Texas, and out of Original Survey No. 116 in the name of B. F. Cage, and lacing part of Lot No. 54 in Block No. 6 of the Original J. D. Brown Addition to Kerrville, Texas, according to the map and plat of said city, and described by metes and bounds as follows, to-wit: BEGINNING at the north corner of a tract of land conveyed by John R. Leavell and wife, Kate Leavell, to D. W. Bennett and wife, Lavene Bennett, dated February 17, 1997, and recorded in Volume S1, Page 413 of the Deed Records of Kerr County, Texas, to which reference is lle re made; TIIENCE North 45 East with the 5. E. line of Earl Garrett Street nine inches 19") more or leas, to the west corner of the Kerrville Times building; (~ v EXNIBIT "A" Page 1 of 2 Pages rr _ ~_ TIiENCE South 95 East with the S: W. Line of said Kerrville Times building, 150 feet] Tt1ENCE South 95 West nine inches (9"1, more or less, to tl,e East corner of the tract of land described in said Volume 81, Page 413, Deed Records of Kerr County, Texas; THENCE North 95 Weat 15(1 feek along the N. E. line of said tract above-mentioned to the PLACE OF BEGINNING. EXCEPTING TIEEREFROM, HOWEVER, the reservation to G. Rankin Starkey, the perpetual right and easement over the land conveyed to establish and maintain a water line or lines necessary to remove water from the top of the building owned by the said G. Aankin Starkey to necessary outle ta, said TRACT NO. 2 and the easement set forth in paragraph being more specifically described in that certain Warranty Deed dated July I1, 1951, executed by G. Rankin Starkey to D. W. Hennett and wife, Lavene Bennett, of record in Volume 91, at Page 136, Deed Records of Kerr County, Texas, to which instrument and the record thereof reference is here made for all purposes. There is also hereby conveyed all of the right, title and interest held by Grantors in and to that one certain five foot (5') easement granted by D. W. Bennett and wife, Lavene Bennett, by an instrument of record in Volume 2, at Page 21 of the Easement Records of Kerr County, Texas; said easement having been executed on the 18th day of July, 1950, by Cypress Camp No. 58, Woodmen of the World, Kerrville, Texas, and having conveyed an easement as in said instrument fully set out, and reference is here made to ouch easement and its record for a full and complete description of the rights hereby conveyed. TOGETHER WITH: Such easement rights as Lessor may have by virtue of that one certain easement dated July 18, 1950, from Cypress Camp No. 58, Woodmen of the World, Kerrville, Texas, to D. W. Bennett and wife, Lavene Bennett, of record at Volume 2, Page 21, Easement Records of Kerr County, Texas, to which iustrument reference is here made for all purposes. N EXEIIBIT "A" Page 2 of 2 Pages ~. .~ _._.. - I ~. -- - ~ µ,.p w.lh to be ere~~a~(~, ~y~! --_. . Wl:.d.~, b1F- L•sase 1 i -`~ ;n ~~:i ~~ ij• ~ f~j U' w>U'f~ be aro~l•