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 May 11, 2023
Via Email and Regular Mail

Honorable Chokwe Antar Lumumba, Esq.

Mayor, City of Jackson
tmurray@jacksonms.gov
Jackson City Hall
219 President Street
Jackson, MS 39205

Attorney Torri Martin, Esq.

Attorney, City of Jackson
cmartin@jacksonms.gov
455 East Capitol Street
Jackson, MS 39201

Re: Lease agreement between Retro Metro, LLC and City of Jackson, Mississippi
Dated April 4, 2011

Dear Sirs:

As you know, I represent Retro Metro, LLC concerning the above referenced matter. It has come
to the attention of Retro Metro, LLC that the City of Jackson announced at the City Council meeting on
May 9, 2023, that the City intends to abandon the Property. In that regard, the City of Jackson obtained
approval to lease space for Precinct 2 of the Jackson Police Department, which is currently occupying a
portion of the Property, from Westland Shopping Center, L.P, whose general partner, is listed as Westland
SC GP, Inc. According to the records of the Mississippi Secretary of State, it appears that Westland SC
GP, Inc. was merged into Westland S Corp in 2012, with Westland S Corp as the surviving entity.
Westland S Corp, whose principal address is in Covington, Louisiana c/o Stirling Properties, LLC, was
dissolved by the Mississippi Secretary of State on November 11, 2020.

It further appears that the City of Jackson obtained approval to lease space for the COJ Employee
Clinic, the Department of Human and Cultural Services, the Department of Human Resources and the
Department of Parks and Recreation, all of which currently occupy a portion of the Property, from
Jackson-North State, LLC, whose manager is Jeff Speed.

We understand the Water Department has already relocated from the Property, but we do not
have any information concerning where it is now located.
City of Jackson
May 11, 2023
Page Two

Pursuant to paragraph 14.1 of the Lease Agreement, it is a default if the City of Jackson “shall
cease to do business in or abandon any substantial portion of the Premises in excess of five (5) days.”
Upon default, the Landlord has certain rights; however, the City is required to continue to pay the rent
payments for the term of the Lease. The City’s abandonment of the Property is a default. Upon default,
the City is required to pay all lease payments.

Further, the resolutions presented to the City Council to obtain approval of the new leases state
that the Property is in disrepair. Under the Lease, it was the City’s responsibility to maintain and repair
the Property. We call your attention to paragraph 7.3 of the Lease, which specifically states: “Tenant shall
keep the Premises in good, clean and habitable condition and shall at its sole cost and expense . . . make
all needed repairs and replacements, including replacement of cracked or broken glass.” The City cannot
manufacture a default by failing to honor its obligations to maintain the Property.

In February 2022, the City of Jackson’s water system failed. That failure caused the Metro Center
Chillers, the mechanical devices that provided cool water to the air conditioning systems, to operate
without water causing permanent damage to the system. Additionally, the Metro Center suffered major
roof damage from a Tornado in April of 2022 which did additional damage to the Chillers. In July and
August of 2022, as Retro Metro, LLC was accessing and repairing the Chillers from the storm, it was
determined the Metro Center and the area surrounding the Metro Center suffered from low water pressure
and had suffered from low water pressure for some time thus causing additional issues to the chillers. In
sum, Jackson’s water issues affected the spaced leased by the City of Jackson in the subject lease
agreement.

Despite these setbacks, Retro Metro, LLC has endeavored to restore the property to the original
requirements as stated in the lease by providing temporary Chillers, Repairing the Tornado damage,
replacing the siding, replacing ceiling tiles, repairing, and replacing windows and glass that was blown
out as well as repairing damages to the parking lot.

Notwithstanding paragraph 7.3 of the Lease agreement, Retro Metro has undertaken several
maintenance projects as requested by the City including but not limited to adding a fire alarm monitoring
contract, replacing fire alarms, and adding an additional exit door.

Retro Metro, LLC expects the City of Jackson to honor its lease with Retro Metro and in adherence
to the terms of the Lease, to continue to make lease payments and abide by its obligations to make repairs
to the facility. Retro Metro, LLC will enforce all rights of the Landlord under the lease without waiving
any of its rights under the lease agreement.

Sincerely,

/s/ Malcolm Harrison

S. Malcolm O. Harrison, Esq.
City of Jackson
May 11, 2023
Page Three

SMOH/sem

c: Mr. Ashby Foote Via Email afoote@jacksonms.gov and Regular Mail

Jackson City Council Ward 1
Ms. Angelique C. Lee Via Email angeliquel@jacksonms.gov and Regular Mail
Jackson City Council Ward 2
Mr. Kenneth I. Stokes Via Email kstokes@jacksonms.gov and Regular Mail
Jackson City Council Ward 3
Mr. Brian C. Grizzell Via Email bgrizzell@jacksonms.gov and Regular Mail
Jackson City Council Ward 4
Mr. Vernon W. Hartley Sr. Via Email vhartley@jacksonms.gov and Regular Mail
Jackson City Council Ward 5
Mr. Aaron Banks Ward 6 Via Email abanks@jacksonms.gov and Regular Mail
Jackson City Council Ward 6
Ms. Virgi Lindsay Via Email vlindsay@city.jackson.ms.us and Regular Mail
Jackson City Council Ward 7
Mr. Louis Wright via email louisw@city.jackson.ms.us and Regular Mail
Chief Administrative Officer, City of Jackson
Mr. Leroy Walker, Jr., via email ltment@netdoor.com
Managing Partner Retro Metro, LLC, Via email only
Attorney Joyce Hall Esq, via email only jhall@watkinseager.com
Bank Plus
Attorney Jim Spencer, Esq. via email only at jspencer@watkinseager.com
Bank Plus