LEASE AGREEMENT
Exhibit 10.1
THIS LEASE AGREEMENT (“Lease”) is made effective as of this 1st day of January, 2021 (the “Effective Date”), by and between PW CO CanRE Grail LLC, a Colorado LLC, with an address of which for notice purposes is X/X Xxxxx XXX, 000 Xxxxxxx Xxxx, Xxx Xxxxxxxx, Xxx Xxxx 00000 (“Landlord”) and The Grail Project LLC, a Colorado, LLC, with an address of which for notice purposes is 0000 Xxxxxxxx Xxxxx, Xxxxxx Xxxxxxxx, 00000 (“Tenant”).
The Initial Term, as so extended in accordance with the terms hereof, shall be referred to hereinafter as the “Term.” Tenant shall have no right to operate its business on the Premises until Tenant has provided Landlord with a certificate of insurance evidencing the insurance coverages that Tenant is obligated to maintain pursuant to this Lease together with a copy of the validly issued and currently effective Colorado State licenses to operate a grow/processing facility for medical marijuana issued to Tenant that will be operating on the Premises. Notwithstanding the foregoing, Tenant is expressly permitted to make the Improvements on the Premises prior to receipt of all Cannabis Use Permits (defined below) For these purposes the “Cannabis Use Permits” are defined as follows is defined as follows:
1.2.1 Cannabis Use Permits: Tenant acknowledges and agrees and Landlord requires, that Tenant shall secure all State of Colorado and all County of Xxxxxxx County, Colorado required licenses and approvals of all applicable jurisdictions and regulatory bodies, including those required under the Marijuana Code, Title 44, Article 10, Section 101 et. seq. and any and all applicable rules, and regulations promulgated pursuant thereto, as such may be amended or substituted from time to time (the “Marijuana Code”) to operate for its intended medical marijuana cultivation facility, and any other permitted use per Tenant’s permit, including without limitation, those necessary to be in compliance with the Marijuana Code (collectively, the “Cannabis Use Permits”). Tenant shall evidence all such Cannabis Use Permits by providing a copy of same to Landlord. Tenant covenants and agrees that during the Term of this Lease Tenant shall use its best efforts to keep all such Cannabis Use Permits in full force and effect with the State of Colorado at that time and to materially comply with all applicable laws, rules and regulations including the Marijuana Code.
1.2.2 Zoning Approvals: Tenant represents and warrants that prior to commencement of operation, they will have obtained and will maintain all required state and local permits, licenses and approvals, including any local land use and zoning permits necessary for their construction of the Buildings and all related improvements (together with the Cannabis Use Permits, the “Permits and Approvals”) and none of the Permits and Approvals have been appealed. Tenant further represents and warrants that they have provided copies of all Permits and Approvals to Landlord.
2 |
1.2.3 Landlord’s Right of Termination for Legal Climate Risk Change: If at any time during the Term(s) of the Lease, the legal landscape in which Colorado sanctioned and approved use herein contemplated interplays with the Federal Issues (defined below), is altered such that there has occurred or there is imminent to occur (or actually occurring) a seizure of Landlord’s property, or imminent to occur (or actually occurring) Federal action to impose or seek criminal sanctions or civil forfeiture upon Landlord or any of its assets by reason of this Lease and/or the related activities contemplated herein to occur (or occurring), then Landlord may terminate the Lease upon 30 days’ prior written notice to Tenant of termination, whereupon the Lease shall be deemed and treated as though it had naturally expired on the indicated termination date set forth in such notice, unless Tenant is able to prevent or cure, as applicable, the material adverse consequence prior to such termination date and provided further, during such thirty (30) day period, Tenant shall cease any operation or activity to the extent necessary to address the actual threat to Landlord as credibly presented and communicated in writing to Tenant. Landlord expressly acknowledges, however, that the current legal landscape as of the Effective Date hereof, including the current status of Federal Issues, shall not in and of itself constitute such a legal climate risk change permitting any such termination. Upon any such termination, Landlord shall not have any obligation to reimburse or recompense Tenant for any costs Tenant has incurred related to Tenant’s improvements of the Premises; the Buildings shall remain on the Property; and in any event rents and charges hereunder shall remain due and owing through any actual termination date arising.
2.1.2 Rent Payment Address: Base Rent or the Rent if Reset, as applicable, (and any and all other items of rent, additional rent or sums due Landlord hereunder) shall be paid without demand, without necessity of notice, without reduction, without set off and without deduction in wire transfer of immediately available funds or by check or money order to Landlord at 000 Xxxxxxx Xxxx, Xxx Xxxxxxxx, Xxx Xxxx 00000 or such other address as Landlord directs in writing from time to time at least 30 days prior to next rental installment where such writing is given in accordance with the notice provisions of this Lease. Rent may NOT be paid in cash.
3 |
2.4.1.1 “Operating Expenses” shall mean any reasonable and actual expenses incurred whether by Landlord or by others on behalf of Landlord, arising out of Landlord’s maintenance, operation, management, insuring, repair, replacement (if such replacement is generally regarded in the industry as increasing operating efficiency or is required under any Applicable Law that was not in effect or not applicable to the Property on the Effective Date) and administration of the Buildings and the Premises including, without limitation: (i) all real estate, personal property and other ad valorem taxes, and any other levies, charges, local improvement rates, and assessments whatsoever assessed or charged against the Buildings, the Premises and the equipment and improvements owned by Landlord therein contained, including any amounts assessed or charged in substitution for or in lieu of any such taxes, excluding only income or capital gains taxes imposed upon Landlord, and including all fees and costs associated with the appeal of any assessment on taxes; (ii) insurance that Landlord is obligated or permitted to obtain under this Lease and any reasonable industry standard deductible amount applicable to any claim made by Landlord under such insurance; and (iii) dues and assessments under any applicable deed restrictions or declarations of covenants and restrictions.
2.4.1.2 Operating Expenses shall, however, exclude: (i) interest and amortization on mortgages and other debt costs or ground lease payments, if any; (ii) depreciation of Buildings and other improvements (except permitted amortization of certain capital expenditures); (iii) legal fees in connection with leasing, tenant disputes or enforcement of leases; (iv) real estate brokers’ commissions or marketing costs; (v) improvements or alterations to tenant spaces not required by law or Landlord’s insurance underwriting standards; (vi) the cost of providing any service directly to, and paid directly by, any tenant; (vii) costs of any items to the extent Landlord receives reimbursement from insurance proceeds or from a warranty or other such third party (such proceeds to be deducted from Operating Expenses in the year in which received); and (viii) capital expenditures, except those (a) made primarily to reduce Operating Expenses or increases therein, or to comply with laws or insurance requirements (excluding capital expenditures to cure violations of laws or insurance requirements that existed prior to the date of this Lease), or (b) for replacements (as opposed to additions or new improvements); provided, any such permitted capital expenditure shall be amortized (with interest at the prevailing loan rate available to Landlord when the cost was incurred) over: (x) the period during which the reasonable estimated savings in Operating Expenses equals the expenditure, if applicable, or (y) the useful life of the item as reasonably determined by Landlord, but in no event fewer than five (5) years nor more than ten (10) years.
4 |
2.4.3 UTILITIES; JANITORIAL SERVICES.
2.4.3.1 Utilities at the Premises. Tenant shall be solely responsible for and shall promptly pay directly to the service providers all charges for gas, heat, light, electricity, water, sewer, security, power, telephone and any other utility or service used in or servicing the Premises exclusively and all other costs and expenses involved in the care, maintenance, and use thereof and not related to the rest of the Premises. Such charges shall include all security deposits and other charges by utility companies.
2.4.3.2 Property Services. Tenant shall be solely responsible for and shall promptly pay for all window washing, janitorial service and trash and debris removal charges relating to the Premises. Tenant shall maintain the Premises in a clean and orderly fashion.
5 |
If Tenant’s activities at the Premises or Tenant’s use of the Premises (a) result in a release of Hazardous Materials that is not in compliance with Applicable Laws or permits issued thereunder; (b) gives rise to any claim that requires a response under Applicable Laws or permits issued thereunder; (c) causes a significant public health threat; or (d) causes the presence at the Premises, Buildings of Hazardous Materials in levels that violate Applicable Laws or permits issued thereunder, then Tenant shall, at its sole cost and expense: (i) immediately provide verbal notice thereof to Landlord as well as notice to Landlord in the manner required by this Lease, which notice shall identify the Hazardous Materials involved and the emergency procedures taken or to be taken; and (ii) promptly take all action in response to such situation required by Applicable Laws, provided that Tenant shall first obtain Landlord’s approval of the non-emergency remediation plan to be undertaken. Landlord hereby represents that to the best of its knowledge and belief as of the Effective Date there are no Hazardous Materials at the Buildings or on the Premises which exceed levels that require remediation or similar clean up or curative action be taken.
6 |
Tenant shall at all times indemnify and hold harmless Landlord against and from any and all claims, suits, actions, debts, damages, costs, losses, obligations, judgments, charges and expenses (including reasonable attorneys’ fees) of any nature whatsoever suffered or incurred by Landlord to the extent they were caused by the following activities of Tenant at the Premises, Buildings or Property during the Term of this Lease and arise from events or conditions which came into existence after the Effective Date not caused by Landlord or other tenants: (i) any release, release, or disposal of any Hazardous Materials at the Premises, Buildings or Property by Tenant, or (ii) the violation of any Applicable Laws at the Premises, Buildings or Property pertaining to protection of the environment, public health and safety, air emissions, water discharges, hazardous or toxic substances, solid or hazardous wastes or occupational health and safety. The indemnification obligations of Tenant shall survive the expiration or earlier termination of this Lease.
7 |
4. TENANT ALTERATIONS AND IMPROVEMENTS.
8 |
9 |
(a) COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial general liability (“CGL”) insurance with coverage for premises/operations, personal and advertising injury, products/completed operations and contractual liability with combined single limits of liability of not less than $1,000,000 per occurrence, $2,000,000 in the annual aggregate for bodily injury and property damage per occurrence. The policy shall name the Indemnified Parties as additional insureds on a primary and non-contributory basis for all ongoing and completed operations under ISO Forms CG20 38 04 13 and CG 20 37 or their equivalents. The coverage provided under this CGL policy shall be written on an “occurrence” basis with no policy provisions that preclude coverage for any workers employed at the job site or that otherwise restrict, reduce, limit or impair contractual liability coverage or the status of any additional insureds. Completed Operations coverage shall remain in force for not less than five (5) years after completion of the work and shall include the Indemnified Parties as additional insureds on a primary and non-contributory basis.
(c) UMBRELLA COVERAGE. Tenant shall also carry and maintain Umbrella Liability Insurance in an amount not less than $5,000,000 providing excess coverage over all limits and coverages required in paragraph (b) and (c) above in this section and naming the Indemnified Parties as additional insureds on a primary and non-contributory basis.
All policies referred to above shall: (i) be taken out with insurers permitted to write policies in the state of Colorado having a minimum A.M. Best’s rating of A, Class VII or as otherwise permitted by Landlord; (ii) be non-contributing with, and shall apply only as primary and not as excess to any other insurance available to Landlord or any mortgagee of Landlord; and (iii) contain an obligation of the insurers to endeavor to notify Landlord not less than thirty (30) days prior to any material change, cancellation or termination of any such policy except not less than ten (10) days prior in the case of termination due to Tenant’s nonpayment of premiums. Landlord and Landlord’s property manager, and any mortgagees named by Landlord, shall be named as additional insureds on the CGL and automobile liability policies. Tenant shall provide certificates of insurance on or before the Effective Date and thereafter at times of renewal or changes in coverage or insurer, and, if required by a mortgagee, copies of such insurance policies certified by Tenant’s insurer as being complete and current promptly upon request. If (a) Tenant fails to take out or to keep in force any insurance referred to in this Section 5.1, or should any such insurance not be approved by either Landlord or any mortgagee, and (b) Tenant does not commence and continue to diligently cure such default within five (5) business days after notice by Landlord to Tenant specifying the nature of such default, then Landlord has the right, without assuming any obligation in connection therewith, to procure such insurance at the sole cost of Tenant, and all outlays by Landlord shall be paid by Tenant to Landlord without prejudice to any other rights or remedies of Landlord under this Lease. Tenant shall not keep or use in the Premises any article that may be prohibited by any fire or casualty insurance policy in force from time to time covering the Premises or the Buildings.
10 |
(e) WORKERS’ COMPENSATION. Workers’ compensation insurance covering all employees of Tenant, as required by the laws of the State of Colorado and employers’ liability coverage subject to limits required by law.
5.4 INDEMNIFICATION OF THE PARTIES.
11 |
The provisions of this Section 5.4 shall survive the expiration or earlier termination of this Lease.
12 |
Notwithstanding the foregoing provisions of this paragraph, if damage to more than fifty percent (50%) of the Premises or destruction of the Premises shall occur within the last year of the Term, as the same may be extended as provided hereinafter and Landlord notifies Tenant that (i) Landlord will restore the Premises to their condition prior to the casualty, and (ii) Landlord desires to extend the Term of the Lease with Tenant, then Landlord and Tenant shall extend the Term for an additional period so as to expire five (5) years from the date of the completion of the repairs to the Premises, provided Tenant gives written notice to Landlord of Tenant’s agreement to extend the Term within fifteen (15) days after receipt of Landlord’s notice. Such extension shall be on the terms and conditions provided herein, if an option to extend this Lease remains to be exercised by Tenant hereunder, or under the terms prescribed in Landlord’s notice, if no such further extension period is provided for herein. Upon receipt of such notice from Tenant, Landlord agrees to repair and restore the Premises within a reasonable time. If Tenant refuses or fails to timely extend the Term as provided herein, Landlord at its option shall have the right to terminate this Lease as of the date of the damaging event, or to restore the Premises and the Lease shall continue for the remainder of the then unexpired Term, or until the Lease is otherwise terminated as provided herein.
13 |
7.1 Tenant shall, at its expense, throughout the Term and all renewals and extensions thereof, maintain in good order, condition and repair the Premises, including but not limited to heating and air conditioning equipment, walls, floors and ceilings, window exteriors, mechanical and electrical systems and equipment exclusively serving the Premises, electric light fixtures, bulbs, tubes and tube casings, doors, floor coverings, dock doors, levelers, plumbing system and plumbing fixtures, Tenant’s signs and utility facilities not maintained by Landlord. Landlord shall use reasonable efforts to extend to Tenant the benefit from warranties on such items, if any, that have been made by Landlord’s contractors or vendors and to extend to Tenant, as and if available, any bulk buying power that Landlord may have with such contractors or vendors. If any portion of the Premises or any system or equipment in the Premises which Tenant is obligated to repair cannot be fully repaired, Tenant shall promptly replace the same, regardless of whether the benefit of such replacement extends beyond the Term. Tenant shall, at Tenant’s expense, maintain a preventive maintenance contract providing for the regular inspection (at least quarterly) and maintenance of the heating and air conditioning system by a licensed and qualified heating and air conditioning contractor, or Tenant shall perform such HVAC inspection and maintenance with duly licensed and qualified employee. The cost of such preventive maintenance contract shall be paid by Tenant and an expense solely chargeable to Tenant; but if Landlord so elects, same may be billed directly by Landlord to Tenant where Landlord on Tenant’s behalf enters into such preventive maintenance contract and in such case shall be deemed Additional Rent (Landlord alone may so elect whether to enter into such preventive maintenance contract on Tenant’s behalf). Landlord shall have the right, upon notice to Tenant, to undertake the responsibility for preventive maintenance of any other system or component at Tenant’s expense. Tenant shall be responsible for janitorial services and trash removal from the Premises, at Tenant’s expense. Landlord and Tenant intend that, at all times during the Term, Tenant shall maintain the Premises in good order and condition and appearances reasonably commensurate with the balance of the Property.
All of Tenant’s obligations to maintain and repair shall be accomplished at Tenant’s sole expense. If Tenant fails to maintain and repair the Premises as required by this Section, Landlord may, on 10 days’ prior written notice (except that no notice shall be required in case of emergency), enter the Premises and perform such maintenance or repair on behalf of Tenant; provided such entry is made in compliance with Applicable Laws, including but not limited to, the Marijuana code. In such cases, Tenant shall reimburse Landlord immediately upon demand for all costs incurred in performing such maintenance or repair plus an administration fee equal to 5% of such actual and reasonable costs or expenses.
(a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five (5) days of due date;
14 |
(b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”);
(c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor;
(d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same;
(e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor;
(f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice;
(g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period;
(h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and
(i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.
(a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant.
(b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation;
15 |
(c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises.
(d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action.
(e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property.
The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).
16 |
17 |
18 |
19 |
(i) Tenant and the party executing on behalf of Tenant are fully and properly authorized to execute and enter into this Lease on behalf of Tenant and to deliver this Lease to Landlord;
(ii) This Lease constitutes a valid and binding obligation of Tenant, enforceable against Tenant in accordance with the terms of this Lease;
(iii) Tenant is duly organized, validly existing and in good standing under the laws of the state of Tenant’s organization and has full power and authority to enter into this Lease, to perform Tenant’s obligations under this Lease in accordance with the terms of this Lease, and to transact business in the state in which the Premises are located; and
(iv) The execution of this Lease by the individual or individuals executing this Lease on behalf of Tenant, and the performance by Tenant of Tenant’s obligation under this Lease, have been duly authorized and approved by all necessary corporate or partnership action, as the case may be, and the execution, delivery and performance of this Lease by Tenant is not in conflict with Tenant’s bylaws or articles of incorporation (if a corporation), agreement of partnership (if a partnership), and other charters, agreements, rules or regulations governing Tenant’s business as any of the foregoing may have been supplemented or amended in any manner.
20 |
(i) Landlord is the fee owner of the Property.
(ii) Landlord and the party executing on behalf of Landlord are fully and properly authorized to execute and enter into this Lease on behalf of Landlord and to deliver this Lease to Tenant;
(iii) This Lease constitutes a valid and binding obligation of Landlord, enforceable against Landlord in accordance with the terms of this Lease;
(iv) Landlord is duly organized, validly existing and in good standing under the laws of the state of Landlord’s organization and has full power and authority to enter into this Lease, to perform Landlord’s obligations under this Lease in accordance with the terms of this Lease, and to transact business in the state in which the Premises are located; and
(v) The execution of this Lease by the individual or individuals executing this Lease on behalf of Landlord, and the performance by Landlord of Landlord’s obligation under this Lease, have been duly authorized and approved by all necessary corporate or partnership action, as the case may be, and the execution, delivery and performance of this Lease by Landlord is not in conflict with Landlord’s bylaws or articles of incorporation (if a corporation), agreement of partnership (if a partnership), and other charters, agreements, rules or regulations governing Landlord’s business as any of the foregoing may have been supplemented or amended in any manner
11.11 CHOICE OF LAW. This Lease shall be governed by the laws of the State of Colorado.
21 |
11.19 RIDERS AND EXHIBITS. All Riders, Addenda and Exhibits attached hereto and referenced herein shall be deemed to be a part hereof and are hereby incorporated.
22 |
11.20 TENANT ASSIGNMENT. Tenant will not assign this Lease, in whole or in part, or sublease the Premises, in whole or in part without the prior consent of Landlord. Tenant shall pay to Landlord all direct costs and shall reimburse Landlord for all expenses (including reasonable attorneys’ fees) incurred by Landlord in connection with any assignment or sublease requested by Tenant. Landlord may, in its reasonable discretion, consider all factors cognizable by law as reasonable to evaluate and consider in making its determination of whether to consent, including making a study of the financial wherewithal and credit of any proposed successor or subtenant and, in the case of an assignment, may require additional guaranties as appropriate to satisfy reasonable financial standards and criteria for approval. Any guaranty of an individual offered shall be joined by spouse and shall be in Landlord’s then current commercially reasonable form. Landlord may condition any consent to any assignment, upon the execution and delivery of Landlord’s commercially reasonable form of instrument, executed by Landlord, Tenant, the successor (assignee) tenant, and any new guarantor(s) then so arising, under the terms of which (i) the Tenant (as assignor) agrees and confirms to the foregoing continued obligations and liabilities and assigns all of its rights, title and interest in and to the Lease and all moneys having been paid thereunder, including any security deposit, (ii) the successor (as assignee) agrees to assume the Lease in all respects and to assume all obligations of payment and performance thereunder, past, present and future, including for the express benefit of Landlord and accepts the Premises in its then as-is condition, (iii) Landlord shall not be liable for, and Tenant and the successor (as assignee) shall, jointly and severally, hold Landlord harmless against and indemnify Landlord for and from any commission(s) payable associated with the assignment, and (iv) the successor (as assignee) agrees to provide all proper current evidence of insurance as called for in this Lease prior to first entry upon, on or into the Premises. Landlord may condition any consent to any sublease, upon the execution and delivery to Landlord of a commercially reasonable form of sublease agreement as between Tenant and such subtenant, under the terms of which (i) Tenant shall continue to remain primarily liable for the payment of all amounts of rental and other sums and performance of all covenants required of Tenant under the Lease, (ii) there shall be no modifications or amendments of the sublease without the prior written consent of Landlord, (iii) the subtenant shall not be granted any rights of Tenant under the Lease nor the power to exercise same, (iv) it is provided that in the event of any default under the terms and provisions of the Lease, Landlord shall have the right to collect the rental attributable to the subleased space directly from the subtenant without waiving any of Landlord’s rights against Tenant, (v) Landlord shall not be liable for, and Tenant and the subtenant shall, jointly and severally, hold Landlord harmless against and indemnify Landlord for and from any commission(s) payable associated with the sublease, and (vi) nothing in the sublease will be deemed to amend or modify the Lease as between Tenant and Landlord, and the subtenant will expressly confirm and acknowledge that the sublease is inferior and subordinate to the Lease in all respects.
11.22 NOTWITHSTANDING ANY OTHER TERM OR CONDITION OF THIS LEASE THE FOLLOWING ADDITIONAL PROPERTY SPECIFIC TERMS AND CONDITIONS SHALL GOVERN AND CONTROL:
A. OUTSIDE STORAGE - Under no circumstances shall Tenant store or display its goods or merchandise outside of the Buildings with the exception of specifically requested and approved by Landlord hard goods or materials that are specifically required for Tenant’s operations that cannot be stored within the Buildings (e.g., soil) Tenant shall ensure any outside storage is neat and organized and in compliance with all applicable Laws and Tenant shall not store any plants or other finished materials outside of the Buildings
23 |
B. HVAC/ENVIRONMENTAL CONTROLS, GREENHOUSE ROOF AND SYSTEMS REPAIR AND MAINTENANCE: Tenant shall, at Tenant’s sole expense repair and in accordance with the terms of this Lease, shall have a maintenance agreement for the HVAC/Environmental Controls, Greenhouse Roof and Systems unless such work will be performed by a duly qualified employee of Tenant or of Tenant’s Affiliate, and will be responsible for any repairs and replacement for HVAC/Environmental Controls, Greenhouse Roof and Systems at all times during the Lease Term.
C. TENANT’S PRIMARY DUTY. All agreements and covenants to be performed or observed by Tenant under this Lease shall be at Tenant’s sole cost and expense and without any abatement of rent. If Tenant fails to pay any sum of money to be paid by Tenant or to perform any other act to be performed by Tenant under this Lease, Landlord shall have the right, but shall not be obligated, and without waiving or releasing Tenant from any obligations of Tenant, to make any such payment or to perform any such other act on behalf of Tenant in accordance with this Lease. All sums so paid by Landlord and all costs incurred or paid by Landlord shall be deemed additional rent hereunder and Tenant shall pay the same to Landlord on written demand, together with interest on all such sums and costs from the date of expenditure by Landlord to the date of repayment by Tenant at the rate of ten percent (10%) per annum.
D. ABANDONED PROPERTY. If Tenant abandons the Premises, or is dispossessed by process of law or otherwise, any movable furniture, equipment, trade fixtures or personal property belonging to Tenant and left in the Premises shall be deemed to be abandoned, at the option of Landlord, and Landlord shall have the right to sell or otherwise dispose of such personal property in any commercially reasonable manner.
E. GUARANTY. The full and faithful performance of Tenant hereunder and the payment of all obligations, including Rent, shall be guaranteed by the guarantors, if any, on a joint and several basis.
F. SIGNAGE: All signage that will be visible from the exterior of the Buildings must be approved, in writing, by Landlord before installation and be in conformance with the Marijuana Code. It is the responsibility of the Tenant to obtain all necessary governmental permits required for signage approved by Landlord.
Signature page to that certain LEASE AGREEMENT by and between PW CO CanRE Grail LLC, a Colorado limited liability company, as Landlord, and The Grail Project LLC, a Colorado limited liability company, as Tenant, concerning Premises located at Lot 4 and Lot 5 of the Amended Tamarack Subdivision in Xxxxxxx County Colorado.
24 |
IN WITNESS WHEREOF, Tenant and Landlord have caused this Lease to be duly executed as of the date first above written by their respective duly authorized officers.
SIGNED, SEALED AND DELIVERED | |||
IN THE PRESENCE OF THE | TENANT: | ||
FOLLOWING WITNESSES: | |||
The Grail Project LLC, a Colorado limited liability company | |||
1st Witness for Tenant | By: | ||
Sign Above; | Print Name: | Xxxxxx Xxxxxx | |
Print Name: _______________ | Title: | * [__] Manager or [__] Member or | |
[__] Managing Member or | |||
[__] President as duly authorized officer | |||
[__] Other [Specify: ____________]** | |||
2nd Witness for Tenant Sign Above; Print Name: _______________ |
*Signatory above warrants and represents that he or she is duly and properly authorized and empowered with signature authority to sign for the entity above and bind it to the terms and conditions hereof. ** | ||
**If the individual signing the Lease for Tenant is indicated having a title of “Other” above, then as a condition to full execution and delivery hereof, there must be attached to this Lease, lawfully taken entity resolutions which establish his or her authority and empowerment to execute the Lease and bind the Tenant in all respects hereto. | |||
LANDLORD: | |||
PW CO CanRE Grail LLC, a | |||
1st Witness for Landlord | Colorado limited liability company | ||
Sign Above; | |||
Print Name: _______________ | By: | ___________________________________________, | |
Xxxxx X. Xxxxxx | |||
|
Authorized Signatory |
25 |
EXHIBIT 1
PROPERTY DESCRIPTION
This Exhibit is diagrammatic and is intended only for the purpose of indicating the approximate location of constructed areas comprising the Property and/or the Buildings and the approximate location of the Premises, and for the purposes of indicating approximately the boundaries of the Property if so indicated thereon. It does not in any way supersede any of Landlord’s rights set forth in the Lease, including in respect of arrangements and/or locations of shared-use parts of the common areas and changes in such arrangements and/or locations, including without limitation parking areas. It is not to be scaled; any measurements or distances shown or parking counts should be taken as approximate. Dimensions indicated (if any) are not exact nor to scale and in any case are approximate. It does not purport to show the exact or final location of columns, division walls or other required architectural, structural, mechanical or electrical elements. References to tenants (if any) are not and shall not be deemed representations of existing or future tenancies nor of any particular tenant-mix or tenant physical arrangement or placement or operation or use or closures, now or in the future anticipated.
26 |
Exhibit 2 –Budget of Landlord Funded Costs
Power REIT Funded Construction Costs: | ||||||||
Greenhouse: | ||||||||
Nexus Greenhouse Package | 325,140 | |||||||
Greenhouse/Head House Installation including black out curtain | 161,280 | |||||||
Doors (4 interior 3 foot doors, 2 interior 6 foot doors) | 5,000 | |||||||
Insulation - spray foam Pump House (exterior walls) | 6,325 | |||||||
Insulation - spray foam HH (corridor walls and roof) | 5,227 | |||||||
Plumbing (All underground including up to 8 hose bibs, mop sink….... ) | 6,000 | |||||||
Floor drains @ $1,000 each x 4 in each greenhouse bay plus one in pumphouse | 9,000 | |||||||
Radiant heating system (underbench in greenhouse and hydronic in corridor and pump house) | 117,000 | |||||||
Environmental Controls | 25,000 | |||||||
Electrical (2) | 55,000 | |||||||
Greenhouse Lights | 400 | 95,260 | ||||||
Concrete - 540lf monolithic | 93,750 | |||||||
Site work grading / Utility Hook Up | 6,000 | |||||||
Water Tap Fee | 10,000 | |||||||
HVAC - Pump House | 5,500 | |||||||
Falcon Overhead/Equipment Rental/ Insurance | 82,398 | |||||||
Security System Allowance | 7,500 | |||||||
Bench Allowance | 60,000 | |||||||
RO System and Tanks Allowance | 25,000 | |||||||
Head House Building: | ||||||||
Steel Building Package (46 x 136 x 20) | 43,590 | |||||||
4" concrete slab | 55,357 | |||||||
Building erection | 37,536 | |||||||
1 1/2" closed cell spray insulation | 18,890 | |||||||
2 ADA bathrooms including ceiling | 3,750 | |||||||
HVAC/Dehumidification | 130,000 | |||||||
Head-house buildout - per drawing | 48,640 | |||||||
Plumbing (3 floor drains, 2 bathrooms, ADA hi/low drinking fountains, mop sink, hose bibs, back flow preventer) | 11,000 | |||||||
Radiant infloor heat system | 37,536 | |||||||
Electrical (including 4 exterior wall packs) | 45,000 | |||||||
double 3'x7' steel entry door | 3,000 | |||||||
Fencing - 1266 lf with 12' rolling gate | 27,120 | |||||||
Black Hills Energy - Gas Connection | 1,100 | |||||||
Water tap fee and pit (2 inch line to buildings) | 14,500 | |||||||
Electrical Utility Connection (tenant to fund Sec. Dep.) | 2,400 | |||||||
Septic | 9,600 | |||||||
Falcon Overhead/Equipment Rental/Insurance | 22,457 | |||||||
Bench Allowance | NA | |||||||
Contingency/Development Fee | 5 | % | 80,593 | |||||
Total Power REIT Funded Construction Costs: | 1,692,449 | |||||||
Land Purchase - Tamarack Lots 4 & 5 | 150,000 | |||||||
Total Power REIT Funded Costs | 1,842,449 |
27 |
Schedule 3 – Rent Schedule
Month | Date | Monthly Rent | Monthly Rent if Xxxxx | |||||||
0 | 0-Xxx-00 | - | XX | |||||||
0 | 0-Xxx-00 | - | XX | |||||||
0 | 1-Mar-21 | - | XX | |||||||
0 | 0-Xxx-00 | - | XX | |||||||
0 | 0-Xxx-00 | - | XX | |||||||
0 | 1-Jun-21 | - | NA | |||||||
7 | 1-Jul-21 | 52,568.02 | NA | |||||||
8 | 1-Aug-21 | 52,568.02 | NA | |||||||
9 | 1-Sep-21 | 52,568.02 | NA | |||||||
10 | 1-Oct-21 | 52,568.02 | NA | |||||||
11 | 1-Nov-21 | 52,568.02 | NA | |||||||
12 | 1-Dec-21 | 52,568.02 | NA | |||||||
13 | 1-Jan-22 | 52,568.02 | NA | |||||||
14 | 1-Feb-22 | 52,568.02 | NA | |||||||
15 | 1-Mar-22 | 52,568.02 | NA | |||||||
16 | 1-Apr-22 | 52,568.02 | NA | |||||||
17 | 1-May-22 | 52,568.02 | NA | |||||||
18 | 1-Jun-22 | 52,568.02 | NA | |||||||
19 | 1-Jul-22 | 52,568.02 | NA | |||||||
20 | 1-Aug-22 | 52,568.02 | NA | |||||||
21 | 1-Sep-22 | 52,568.02 | NA | |||||||
22 | 1-Oct-22 | 52,568.02 | NA | |||||||
23 | 1-Nov-22 | 52,568.02 | NA | |||||||
24 | 1-Dec-22 | 52,568.02 | NA | |||||||
25 | 1-Jan-23 | 52,568.02 | NA | |||||||
26 | 1-Feb-23 | 52,568.02 | NA | |||||||
27 | 1-Mar-23 | 52,568.02 | NA | |||||||
28 | 1-Apr-23 | 52,568.02 | NA | |||||||
29 | 1-May-23 | 52,568.02 | NA | |||||||
30 | 1-Jun-23 | 52,568.02 | NA | |||||||
31 | 1-Jul-23 | 52,568.02 | NA | |||||||
32 | 1-Aug-23 | 52,568.02 | NA | |||||||
33 | 1-Sep-23 | 52,568.02 | NA | |||||||
34 | 1-Oct-23 | 52,568.02 | NA | |||||||
35 | 1-Nov-23 | 52,568.02 | NA | |||||||
36 | 1-Dec-23 | 52,568.02 | XX | |||||||
00 | 0-Xxx-00 | 00,000.00 | XX |
00 |
00 | 1-Feb-24 | 52,568.02 | NA | |||||||
39 | 1-Mar-24 | 52,568.02 | NA | |||||||
40 | 1-Apr-24 | 52,568.02 | NA | |||||||
41 | 1-May-24 | 52,568.02 | NA | |||||||
42 | 1-Jun-24 | 52,568.02 | NA | |||||||
43 | 1-Jul-24 | 20,343.82 | NA | |||||||
44 | 1-Aug-24 | 20,343.82 | NA | |||||||
45 | 1-Sep-24 | 20,343.82 | NA | |||||||
46 | 1-Oct-24 | 20,343.82 | NA | |||||||
47 | 1-Nov-24 | 20,343.82 | NA | |||||||
48 | 1-Dec-24 | 20,343.82 | NA | |||||||
49 | 1-Jan-25 | 20,343.82 | NA | |||||||
50 | 1-Feb-25 | 20,343.82 | NA | |||||||
51 | 1-Mar-25 | 20,343.82 | NA | |||||||
52 | 1-Apr-25 | 20,343.82 | NA | |||||||
53 | 1-May-25 | 20,343.82 | NA | |||||||
54 | 1-Jun-25 | 20,343.82 | NA | |||||||
55 | 1-Jul-25 | 20,954.14 | NA | |||||||
56 | 1-Aug-25 | 20,954.14 | NA | |||||||
57 | 1-Sep-25 | 20,954.14 | NA | |||||||
58 | 1-Oct-25 | 20,954.14 | NA | |||||||
59 | 1-Nov-25 | 20,954.14 | NA | |||||||
60 | 1-Dec-25 | 20,954.14 | NA | |||||||
61 | 1-Jan-26 | 20,954.14 | NA | |||||||
62 | 1-Feb-26 | 20,954.14 | NA | |||||||
63 | 1-Mar-26 | 20,954.14 | NA | |||||||
64 | 1-Apr-26 | 20,954.14 | NA | |||||||
65 | 1-May-26 | 20,954.14 | NA | |||||||
66 | 1-Jun-26 | 20,954.14 | NA | |||||||
67 | 1-Jul-26 | 21,582.76 | NA | |||||||
68 | 1-Aug-26 | 21,582.76 | NA | |||||||
69 | 1-Sep-26 | 21,582.76 | NA | |||||||
70 | 1-Oct-26 | 21,582.76 | NA | |||||||
71 | 1-Nov-26 | 21,582.76 | NA | |||||||
72 | 1-Dec-26 | 21,582.76 | NA | |||||||
73 | 1-Jan-27 | 21,582.76 | 14,193.37 | |||||||
74 | 1-Feb-27 | 21,582.76 | 14,193.37 | |||||||
75 | 1-Mar-27 | 21,582.76 | 14,193.37 | |||||||
76 | 1-Apr-27 | 21,582.76 | 14,193.37 | |||||||
77 | 1-May-27 | 21,582.76 | 14,193.37 |
29 |
78 | 1-Jun-27 | 21,582.76 | 14,193.37 | |||||||
79 | 1-Jul-27 | 22,230.25 | 14,193.37 | |||||||
80 | 1-Aug-27 | 22,230.25 | 14,193.37 | |||||||
81 | 1-Sep-27 | 22,230.25 | 14,193.37 | |||||||
82 | 1-Oct-27 | 22,230.25 | 14,193.37 | |||||||
83 | 1-Nov-27 | 22,230.25 | 14,193.37 | |||||||
84 | 1-Dec-27 | 22,230.25 | 14,193.37 | |||||||
85 | 1-Jan-28 | 22,230.25 | 14,619.17 | |||||||
86 | 1-Feb-28 | 22,230.25 | 14,619.17 | |||||||
87 | 1-Mar-28 | 22,230.25 | 14,619.17 | |||||||
88 | 1-Apr-28 | 22,230.25 | 14,619.17 | |||||||
89 | 1-May-28 | 22,230.25 | 14,619.17 | |||||||
90 | 1-Jun-28 | 22,230.25 | 14,619.17 | |||||||
91 | 1-Jul-28 | 22,897.15 | 14,619.17 | |||||||
92 | 1-Aug-28 | 22,897.15 | 14,619.17 | |||||||
93 | 1-Sep-28 | 22,897.15 | 14,619.17 | |||||||
94 | 1-Oct-28 | 22,897.15 | 14,619.17 | |||||||
95 | 1-Nov-28 | 22,897.15 | 14,619.17 | |||||||
96 | 1-Dec-28 | 22,897.15 | 14,619.17 | |||||||
97 | 1-Jan-29 | 22,897.15 | 15,057.74 | |||||||
98 | 1-Feb-29 | 22,897.15 | 15,057.74 | |||||||
99 | 1-Mar-29 | 22,897.15 | 15,057.74 | |||||||
100 | 1-Apr-29 | 22,897.15 | 15,057.74 | |||||||
101 | 1-May-29 | 22,897.15 | 15,057.74 | |||||||
102 | 1-Jun-29 | 22,897.15 | 15,057.74 | |||||||
103 | 1-Jul-29 | 23,584.07 | 15,057.74 | |||||||
104 | 1-Aug-29 | 23,584.07 | 15,057.74 | |||||||
105 | 1-Sep-29 | 23,584.07 | 15,057.74 | |||||||
106 | 1-Oct-29 | 23,584.07 | 15,057.74 | |||||||
107 | 1-Nov-29 | 23,584.07 | 15,057.74 | |||||||
108 | 1-Dec-29 | 23,584.07 | 15,057.74 | |||||||
109 | 1-Jan-30 | 23,584.07 | 15,509.47 | |||||||
110 | 1-Feb-30 | 23,584.07 | 15,509.47 | |||||||
111 | 1-Mar-30 | 23,584.07 | 15,509.47 | |||||||
112 | 1-Apr-30 | 23,584.07 | 15,509.47 | |||||||
113 | 1-May-30 | 23,584.07 | 15,509.47 | |||||||
114 | 1-Jun-30 | 23,584.07 | 15,509.47 | |||||||
115 | 1-Jul-30 | 24,291.59 | 15,509.47 | |||||||
116 | 1-Aug-30 | 24,291.59 | 15,509.47 | |||||||
117 | 1-Sep-30 | 24,291.59 | 15,509.47 |
30 |
118 | 1-Oct-30 | 24,291.59 | 15,509.47 | |||||||
119 | 1-Nov-30 | 24,291.59 | 15,509.47 | |||||||
120 | 1-Dec-30 | 24,291.59 | 15,509.47 | |||||||
121 | 1-Jan-31 | 24,291.59 | 15,974.76 | |||||||
122 | 1-Feb-31 | 24,291.59 | 15,974.76 | |||||||
123 | 1-Mar-31 | 24,291.59 | 15,974.76 | |||||||
124 | 1-Apr-31 | 24,291.59 | 15,974.76 | |||||||
125 | 1-May-31 | 24,291.59 | 15,974.76 | |||||||
126 | 1-Jun-31 | 24,291.59 | 15,974.76 | |||||||
127 | 1-Jul-31 | 25,020.34 | 15,974.76 | |||||||
128 | 1-Aug-31 | 25,020.34 | 15,974.76 | |||||||
129 | 1-Sep-31 | 25,020.34 | 15,974.76 | |||||||
130 | 1-Oct-31 | 25,020.34 | 15,974.76 | |||||||
131 | 1-Nov-31 | 25,020.34 | 15,974.76 | |||||||
132 | 1-Dec-31 | 25,020.34 | 15,974.76 | |||||||
133 | 1-Jan-32 | 25,020.34 | 16,454.00 | |||||||
134 | 1-Feb-32 | 25,020.34 | 16,454.00 | |||||||
135 | 1-Mar-32 | 25,020.34 | 16,454.00 | |||||||
136 | 1-Apr-32 | 25,020.34 | 16,454.00 | |||||||
137 | 1-May-32 | 25,020.34 | 16,454.00 | |||||||
138 | 1-Jun-32 | 25,020.34 | 16,454.00 | |||||||
139 | 1-Jul-32 | 25,770.95 | 16,454.00 | |||||||
140 | 1-Aug-32 | 25,770.95 | 16,454.00 | |||||||
141 | 1-Sep-32 | 25,770.95 | 16,454.00 | |||||||
142 | 1-Oct-32 | 25,770.95 | 16,454.00 | |||||||
143 | 1-Nov-32 | 25,770.95 | 16,454.00 | |||||||
144 | 1-Dec-32 | 25,770.95 | 16,454.00 | |||||||
145 | 1-Jan-33 | 25,770.95 | 16,947.62 | |||||||
146 | 1-Feb-33 | 25,770.95 | 16,947.62 | |||||||
147 | 1-Mar-33 | 25,770.95 | 16,947.62 | |||||||
148 | 1-Apr-33 | 25,770.95 | 16,947.62 | |||||||
149 | 1-May-33 | 25,770.95 | 16,947.62 | |||||||
150 | 1-Jun-33 | 25,770.95 | 16,947.62 | |||||||
151 | 1-Jul-33 | 26,544.08 | 16,947.62 | |||||||
152 | 1-Aug-33 | 26,544.08 | 16,947.62 | |||||||
153 | 1-Sep-33 | 26,544.08 | 16,947.62 | |||||||
154 | 1-Oct-33 | 26,544.08 | 16,947.62 | |||||||
155 | 1-Nov-33 | 26,544.08 | 16,947.62 | |||||||
156 | 1-Dec-33 | 26,544.08 | 16,947.62 | |||||||
157 | 1-Jan-34 | 26,544.08 | 17,456.05 |
31 |
158 | 1-Feb-34 | 26,544.08 | 17,456.05 | |||||||
159 | 1-Mar-34 | 26,544.08 | 17,456.05 | |||||||
160 | 1-Apr-34 | 26,544.08 | 17,456.05 | |||||||
161 | 1-May-34 | 26,544.08 | 17,456.05 | |||||||
162 | 1-Jun-34 | 26,544.08 | 17,456.05 | |||||||
163 | 1-Jul-34 | 27,340.40 | 17,456.05 | |||||||
164 | 1-Aug-34 | 27,340.40 | 17,456.05 | |||||||
165 | 1-Sep-34 | 27,340.40 | 17,456.05 | |||||||
166 | 1-Oct-34 | 27,340.40 | 17,456.05 | |||||||
167 | 1-Nov-34 | 27,340.40 | 17,456.05 | |||||||
168 | 1-Dec-34 | 27,340.40 | 17,456.05 | |||||||
169 | 1-Jan-35 | 27,340.40 | 17,979.73 | |||||||
170 | 1-Feb-35 | 27,340.40 | 17,979.73 | |||||||
171 | 1-Mar-35 | 27,340.40 | 17,979.73 | |||||||
172 | 1-Apr-35 | 27,340.40 | 17,979.73 | |||||||
173 | 1-May-35 | 27,340.40 | 17,979.73 | |||||||
174 | 1-Jun-35 | 27,340.40 | 17,979.73 | |||||||
175 | 1-Jul-35 | 28,160.61 | 17,979.73 | |||||||
176 | 1-Aug-35 | 28,160.61 | 17,979.73 | |||||||
177 | 1-Sep-35 | 28,160.61 | 17,979.73 | |||||||
178 | 1-Oct-35 | 28,160.61 | 17,979.73 | |||||||
179 | 1-Nov-35 | 28,160.61 | 17,979.73 | |||||||
180 | 1-Dec-35 | 28,160.61 | 17,979.73 | |||||||
181 | 1-Jan-36 | 28,160.61 | 18,519.12 | |||||||
182 | 1-Feb-36 | 28,160.61 | 18,519.12 | |||||||
183 | 1-Mar-36 | 28,160.61 | 18,519.12 | |||||||
184 | 1-Apr-36 | 28,160.61 | 18,519.12 | |||||||
185 | 1-May-36 | 28,160.61 | 18,519.12 | |||||||
186 | 1-Jun-36 | 28,160.61 | 18,519.12 | |||||||
187 | 1-Jul-36 | 29,005.43 | 18,519.12 | |||||||
188 | 1-Aug-36 | 29,005.43 | 18,519.12 | |||||||
189 | 1-Sep-36 | 29,005.43 | 18,519.12 | |||||||
190 | 1-Oct-36 | 29,005.43 | 18,519.12 | |||||||
191 | 1-Nov-36 | 29,005.43 | 18,519.12 | |||||||
192 | 1-Dec-36 | 29,005.43 | 18,519.12 | |||||||
193 | 1-Jan-37 | 29,005.43 | 19,074.70 | |||||||
194 | 1-Feb-37 | 29,005.43 | 19,074.70 | |||||||
195 | 1-Mar-37 | 29,005.43 | 19,074.70 | |||||||
196 | 1-Apr-37 | 29,005.43 | 19,074.70 | |||||||
197 | 1-May-37 | 29,005.43 | 19,074.70 |
32 |
198 | 1-Jun-37 | 29,005.43 | 19,074.70 | |||||||
199 | 1-Jul-37 | 29,875.59 | 19,074.70 | |||||||
200 | 1-Aug-37 | 29,875.59 | 19,074.70 | |||||||
201 | 1-Sep-37 | 29,875.59 | 19,074.70 | |||||||
202 | 1-Oct-37 | 29,875.59 | 19,074.70 | |||||||
203 | 1-Nov-37 | 29,875.59 | 19,074.70 | |||||||
204 | 1-Dec-37 | 29,875.59 | 19,074.70 | |||||||
205 | 1-Jan-38 | 29,875.59 | 19,646.94 | |||||||
206 | 1-Feb-38 | 29,875.59 | 19,646.94 | |||||||
207 | 1-Mar-38 | 29,875.59 | 19,646.94 | |||||||
208 | 1-Apr-38 | 29,875.59 | 19,646.94 | |||||||
209 | 1-May-38 | 29,875.59 | 19,646.94 | |||||||
210 | 1-Jun-38 | 29,875.59 | 19,646.94 | |||||||
211 | 1-Jul-38 | 30,771.86 | 19,646.94 | |||||||
212 | 1-Aug-38 | 30,771.86 | 19,646.94 | |||||||
213 | 1-Sep-38 | 30,771.86 | 19,646.94 | |||||||
214 | 1-Oct-38 | 30,771.86 | 19,646.94 | |||||||
215 | 1-Nov-38 | 30,771.86 | 19,646.94 | |||||||
216 | 1-Dec-38 | 30,771.86 | 19,646.94 | |||||||
217 | 1-Jan-39 | 30,771.86 | 20,236.34 | |||||||
218 | 1-Feb-39 | 30,771.86 | 20,236.34 | |||||||
219 | 1-Mar-39 | 30,771.86 | 20,236.34 | |||||||
220 | 1-Apr-39 | 30,771.86 | 20,236.34 | |||||||
221 | 1-May-39 | 30,771.86 | 20,236.34 | |||||||
222 | 1-Jun-39 | 30,771.86 | 20,236.34 | |||||||
223 | 1-Jul-39 | 31,695.01 | 20,236.34 | |||||||
224 | 1-Aug-39 | 31,695.01 | 20,236.34 | |||||||
225 | 1-Sep-39 | 31,695.01 | 20,236.34 | |||||||
226 | 1-Oct-39 | 31,695.01 | 20,236.34 | |||||||
227 | 1-Nov-39 | 31,695.01 | 20,236.34 | |||||||
228 | 1-Dec-39 | 31,695.01 | 20,236.34 | |||||||
229 | 1-Jan-40 | 31,695.01 | 20,843.44 | |||||||
230 | 1-Feb-40 | 31,695.01 | 20,843.44 | |||||||
231 | 1-Mar-40 | 31,695.01 | 20,843.44 | |||||||
232 | 1-Apr-40 | 31,695.01 | 20,843.44 | |||||||
233 | 1-May-40 | 31,695.01 | 20,843.44 | |||||||
234 | 1-Jun-40 | 31,695.01 | 20,843.44 | |||||||
235 | 1-Jul-40 | 32,645.86 | 20,843.44 | |||||||
236 | 1-Aug-40 | 32,645.86 | 20,843.44 | |||||||
237 | 1-Sep-40 | 32,645.86 | 20,843.44 | |||||||
238 | 1-Oct-40 | 32,645.86 | 20,843.44 | |||||||
239 | 1-Nov-40 | 32,645.86 | 20,843.44 | |||||||
240 | 1-Dec-40 | 32,645.86 | 20,843.44 |
33 |
Option Period 1:
241 | 1-Jan-41 | 32,645.86 | 21,468.74 | |||||||
242 | 1-Feb-41 | 32,645.86 | 21,468.74 | |||||||
243 | 1-Mar-41 | 32,645.86 | 21,468.74 | |||||||
244 | 1-Apr-41 | 32,645.86 | 21,468.74 | |||||||
245 | 1-May-41 | 32,645.86 | 21,468.74 | |||||||
246 | 1-Jun-41 | 32,645.86 | 21,468.74 | |||||||
247 | 1-Jul-41 | 33,625.24 | 21,468.74 | |||||||
248 | 1-Aug-41 | 33,625.24 | 21,468.74 | |||||||
249 | 1-Sep-41 | 33,625.24 | 21,468.74 | |||||||
250 | 1-Oct-41 | 33,625.24 | 21,468.74 | |||||||
251 | 1-Nov-41 | 33,625.24 | 21,468.74 | |||||||
252 | 1-Dec-41 | 33,625.24 | 21,468.74 | |||||||
253 | 1-Jan-42 | 33,625.24 | 22,112.80 | |||||||
254 | 1-Feb-42 | 33,625.24 | 22,112.80 | |||||||
255 | 1-Mar-42 | 33,625.24 | 22,112.80 | |||||||
256 | 1-Apr-42 | 33,625.24 | 22,112.80 | |||||||
257 | 1-May-42 | 33,625.24 | 22,112.80 | |||||||
258 | 1-Jun-42 | 33,625.24 | 22,112.80 | |||||||
259 | 1-Jul-42 | 34,634.00 | 22,112.80 | |||||||
260 | 1-Aug-42 | 34,634.00 | 22,112.80 | |||||||
261 | 1-Sep-42 | 34,634.00 | 22,112.80 | |||||||
262 | 1-Oct-42 | 34,634.00 | 22,112.80 | |||||||
263 | 1-Nov-42 | 34,634.00 | 22,112.80 | |||||||
264 | 1-Dec-42 | 34,634.00 | 22,112.80 | |||||||
265 | 1-Jan-43 | 34,634.00 | 22,776.18 | |||||||
266 | 1-Feb-43 | 34,634.00 | 22,776.18 | |||||||
267 | 1-Mar-43 | 34,634.00 | 22,776.18 | |||||||
268 | 1-Apr-43 | 34,634.00 | 22,776.18 | |||||||
269 | 1-May-43 | 34,634.00 | 22,776.18 | |||||||
270 | 1-Jun-43 | 34,634.00 | 22,776.18 | |||||||
271 | 1-Jul-43 | 35,673.02 | 22,776.18 | |||||||
272 | 1-Aug-43 | 35,673.02 | 22,776.18 | |||||||
273 | 1-Sep-43 | 35,673.02 | 22,776.18 | |||||||
274 | 1-Oct-43 | 35,673.02 | 22,776.18 |
34 |
275 | 1-Nov-43 | 35,673.02 | 22,776.18 | |||||||
276 | 1-Dec-43 | 35,673.02 | 23,459.47 | |||||||
277 | 1-Jan-44 | 35,673.02 | 23,459.47 | |||||||
278 | 1-Feb-44 | 35,673.02 | 23,459.47 | |||||||
279 | 1-Mar-44 | 35,673.02 | 23,459.47 | |||||||
280 | 1-Apr-44 | 35,673.02 | 23,459.47 | |||||||
281 | 1-May-44 | 35,673.02 | 23,459.47 | |||||||
282 | 1-Jun-44 | 35,673.02 | 23,459.47 | |||||||
283 | 1-Jul-44 | 36,743.21 | 23,459.47 | |||||||
284 | 1-Aug-44 | 36,743.21 | 23,459.47 | |||||||
285 | 1-Sep-44 | 36,743.21 | 23,459.47 | |||||||
286 | 1-Oct-44 | 36,743.21 | 23,459.47 | |||||||
287 | 1-Nov-44 | 36,743.21 | 23,459.47 | |||||||
288 | 1-Dec-44 | 36,743.21 | 24,163.25 | |||||||
289 | 1-Jan-45 | 36,743.21 | 24,163.25 | |||||||
290 | 1-Feb-45 | 36,743.21 | 24,163.25 | |||||||
291 | 1-Mar-45 | 36,743.21 | 24,163.25 | |||||||
292 | 1-Apr-45 | 36,743.21 | 24,163.25 | |||||||
293 | 1-May-45 | 36,743.21 | 24,163.25 | |||||||
294 | 1-Jun-45 | 36,743.21 | 24,163.25 | |||||||
295 | 1-Jul-45 | 37,845.50 | 24,163.25 | |||||||
296 | 1-Aug-45 | 37,845.50 | 24,163.25 | |||||||
297 | 1-Sep-45 | 37,845.50 | 24,163.25 | |||||||
298 | 1-Oct-45 | 37,845.50 | 24,163.25 | |||||||
299 | 1-Nov-45 | 37,845.50 | 24,163.25 | |||||||
300 | 1-Dec-45 | 37,845.50 | 24,163.25 |
Option Period 2:
301 | 1-Jan-46 | 37,845.50 | 24,888.15 | |||||||
302 | 1-Feb-46 | 37,845.50 | 24,888.15 | |||||||
303 | 1-Mar-46 | 37,845.50 | 24,888.15 | |||||||
304 | 1-Apr-46 | 37,845.50 | 24,888.15 | |||||||
305 | 1-May-46 | 37,845.50 | 24,888.15 | |||||||
306 | 1-Jun-46 | 37,845.50 | 24,888.15 | |||||||
307 | 1-Jul-46 | 38,980.87 | 24,888.15 | |||||||
308 | 1-Aug-46 | 38,980.87 | 24,888.15 | |||||||
309 | 1-Sep-46 | 38,980.87 | 24,888.15 | |||||||
310 | 1-Oct-46 | 38,980.87 | 24,888.15 | |||||||
311 | 1-Nov-46 | 38,980.87 | 24,888.15 |
35 |
312 | 1-Dec-46 | 38,980.87 | 24,888.15 | |||||||
313 | 1-Jan-47 | 38,980.87 | 25,634.80 | |||||||
314 | 1-Feb-47 | 38,980.87 | 25,634.80 | |||||||
315 | 1-Mar-47 | 38,980.87 | 25,634.80 | |||||||
316 | 1-Apr-47 | 38,980.87 | 25,634.80 | |||||||
317 | 1-May-47 | 38,980.87 | 25,634.80 | |||||||
318 | 1-Jun-47 | 38,980.87 | 25,634.80 | |||||||
319 | 1-Jul-47 | 40,150.30 | 25,634.80 | |||||||
320 | 1-Aug-47 | 40,150.30 | 25,634.80 | |||||||
321 | 1-Sep-47 | 40,150.30 | 25,634.80 | |||||||
322 | 1-Oct-47 | 40,150.30 | 25,634.80 | |||||||
323 | 1-Nov-47 | 40,150.30 | 25,634.80 | |||||||
324 | 1-Dec-47 | 40,150.30 | 25,634.80 | |||||||
325 | 1-Jan-48 | 40,150.30 | 26,403.84 | |||||||
326 | 1-Feb-48 | 40,150.30 | 26,403.84 | |||||||
327 | 1-Mar-48 | 40,150.30 | 26,403.84 | |||||||
328 | 1-Apr-48 | 40,150.30 | 26,403.84 | |||||||
329 | 1-May-48 | 40,150.30 | 26,403.84 | |||||||
330 | 1-Jun-48 | 40,150.30 | 26,403.84 | |||||||
331 | 1-Jul-48 | 41,354.80 | 26,403.84 | |||||||
332 | 1-Aug-48 | 41,354.80 | 26,403.84 | |||||||
333 | 1-Sep-48 | 41,354.80 | 26,403.84 | |||||||
334 | 1-Oct-48 | 41,354.80 | 26,403.84 | |||||||
335 | 1-Nov-48 | 41,354.80 | 26,403.84 | |||||||
336 | 1-Dec-48 | 41,354.80 | 26,403.84 | |||||||
337 | 1-Jan-49 | 41,354.80 | 26,403.84 | |||||||
338 | 1-Feb-49 | 41,354.80 | 27,195.96 | |||||||
339 | 1-Mar-49 | 41,354.80 | 27,195.96 | |||||||
340 | 1-Apr-49 | 41,354.80 | 27,195.96 | |||||||
341 | 1-May-49 | 41,354.80 | 27,195.96 | |||||||
342 | 1-Jun-49 | 41,354.80 | 27,195.96 | |||||||
343 | 1-Jul-49 | 42,595.45 | 27,195.96 | |||||||
344 | 1-Aug-49 | 42,595.45 | 27,195.96 | |||||||
345 | 1-Sep-49 | 42,595.45 | 27,195.96 | |||||||
346 | 1-Oct-49 | 42,595.45 | 27,195.96 | |||||||
347 | 1-Nov-49 | 42,595.45 | 27,195.96 | |||||||
348 | 1-Dec-49 | 42,595.45 | 27,195.96 | |||||||
349 | 1-Jan-50 | 42,595.45 | 27,195.96 | |||||||
350 | 1-Feb-50 | 42,595.45 | 27,195.96 | |||||||
351 | 1-Mar-50 | 42,595.45 | 27,195.96 |
36 |
352 | 1-Apr-50 | 42,595.45 | 28,011.83 | |||||||
353 | 1-May-50 | 42,595.45 | 28,011.83 | |||||||
354 | 1-Jun-50 | 42,595.45 | 28,011.83 | |||||||
355 | 1-Jul-50 | 43,873.31 | 28,011.83 | |||||||
356 | 1-Aug-50 | 43,873.31 | 28,011.83 | |||||||
357 | 1-Sep-50 | 43,873.31 | 28,011.83 | |||||||
358 | 1-Oct-50 | 43,873.31 | 28,011.83 | |||||||
359 | 1-Nov-50 | 43,873.31 | 28,011.83 | |||||||
360 | 1-Dec-45 | 43,873.31 | 28,011.83 |
Option Period 3:
361 | 1-Jan-46 | 43,873.31 | 28,852.19 | |||||||
362 | 1-Feb-46 | 43,873.31 | 28,852.19 | |||||||
363 | 1-Mar-46 | 43,873.31 | 28,852.19 | |||||||
364 | 1-Apr-46 | 43,873.31 | 28,852.19 | |||||||
365 | 1-May-46 | 43,873.31 | 28,852.19 | |||||||
366 | 1-Jun-46 | 43,873.31 | 28,852.19 | |||||||
367 | 1-Jul-46 | 45,189.51 | 28,852.19 | |||||||
368 | 1-Aug-46 | 45,189.51 | 28,852.19 | |||||||
369 | 1-Sep-46 | 45,189.51 | 28,852.19 | |||||||
370 | 1-Oct-46 | 45,189.51 | 28,852.19 | |||||||
371 | 1-Nov-46 | 45,189.51 | 28,852.19 | |||||||
372 | 1-Dec-46 | 45,189.51 | 28,852.19 | |||||||
373 | 1-Jan-47 | 45,189.51 | 29,717.75 | |||||||
374 | 1-Feb-47 | 45,189.51 | 29,717.75 | |||||||
375 | 1-Mar-47 | 45,189.51 | 29,717.75 | |||||||
376 | 1-Apr-47 | 45,189.51 | 29,717.75 | |||||||
377 | 1-May-47 | 45,189.51 | 29,717.75 | |||||||
378 | 1-Jun-47 | 45,189.51 | 29,717.75 | |||||||
379 | 1-Jul-47 | 46,545.20 | 29,717.75 | |||||||
380 | 1-Aug-47 | 46,545.20 | 29,717.75 | |||||||
381 | 1-Sep-47 | 46,545.20 | 29,717.75 | |||||||
382 | 1-Oct-47 | 46,545.20 | 29,717.75 | |||||||
383 | 1-Nov-47 | 46,545.20 | 29,717.75 | |||||||
384 | 1-Dec-47 | 46,545.20 | 29,717.75 | |||||||
385 | 1-Jan-48 | 46,545.20 | 30,609.29 | |||||||
386 | 1-Feb-48 | 46,545.20 | 30,609.29 | |||||||
387 | 1-Mar-48 | 46,545.20 | 30,609.29 | |||||||
388 | 1-Apr-48 | 46,545.20 | 30,609.29 |
37 |
389 | 1-May-48 | 46,545.20 | 30,609.29 | |||||||
390 | 1-Jun-48 | 46,545.20 | 30,609.29 | |||||||
391 | 1-Jul-48 | 47,941.55 | 30,609.29 | |||||||
392 | 1-Aug-48 | 47,941.55 | 30,609.29 | |||||||
393 | 1-Sep-48 | 47,941.55 | 30,609.29 | |||||||
394 | 1-Oct-48 | 47,941.55 | 30,609.29 | |||||||
395 | 1-Nov-48 | 47,941.55 | 30,609.29 | |||||||
396 | 1-Dec-48 | 47,941.55 | 30,609.29 | |||||||
397 | 1-Jan-49 | 47,941.55 | 30,609.29 | |||||||
398 | 1-Feb-49 | 47,941.55 | 31,527.57 | |||||||
399 | 1-Mar-49 | 47,941.55 | 31,527.57 | |||||||
400 | 1-Apr-49 | 47,941.55 | 31,527.57 | |||||||
401 | 1-May-49 | 47,941.55 | 31,527.57 | |||||||
402 | 1-Jun-49 | 47,941.55 | 31,527.57 | |||||||
403 | 1-Jul-49 | 49,379.80 | 31,527.57 | |||||||
404 | 1-Aug-49 | 49,379.80 | 31,527.57 | |||||||
405 | 1-Sep-49 | 49,379.80 | 31,527.57 | |||||||
406 | 1-Oct-49 | 49,379.80 | 31,527.57 | |||||||
407 | 1-Nov-49 | 49,379.80 | 31,527.57 | |||||||
408 | 1-Dec-49 | 49,379.80 | 31,527.57 | |||||||
409 | 1-Jan-50 | 49,379.80 | 31,527.57 | |||||||
410 | 1-Feb-50 | 49,379.80 | 31,527.57 | |||||||
411 | 1-Mar-50 | 49,379.80 | 31,527.57 | |||||||
412 | 1-Apr-50 | 49,379.80 | 32,473.39 | |||||||
413 | 1-May-50 | 49,379.80 | 32,473.39 | |||||||
414 | 1-Jun-50 | 49,379.80 | 32,473.39 | |||||||
415 | 1-Jul-50 | 50,861.19 | 32,473.39 | |||||||
416 | 1-Aug-50 | 50,861.19 | 32,473.39 | |||||||
417 | 1-Sep-50 | 50,861.19 | 32,473.39 | |||||||
418 | 1-Oct-50 | 50,861.19 | 32,473.39 | |||||||
419 | 1-Nov-50 | 50,861.19 | 32,473.39 | |||||||
420 | 1-Dec-45 | 50,861.19 | 32,473.39 |
Option Period 4:
421 | 1-Jan-46 | 50,861.19 | 33,447.59 | |||||||
422 | 1-Feb-46 | 50,861.19 | 33,447.59 | |||||||
423 | 1-Mar-46 | 50,861.19 | 33,447.59 | |||||||
424 | 1-Apr-46 | 50,861.19 | 33,447.59 | |||||||
425 | 1-May-46 | 50,861.19 | 33,447.59 |
38 |
426 | 1-Jun-46 | 50,861.19 | 33,447.59 | |||||||
427 | 1-Jul-46 | 52,387.03 | 33,447.59 | |||||||
428 | 1-Aug-46 | 52,387.03 | 33,447.59 | |||||||
429 | 1-Sep-46 | 52,387.03 | 33,447.59 | |||||||
430 | 1-Oct-46 | 52,387.03 | 33,447.59 | |||||||
431 | 1-Nov-46 | 52,387.03 | 33,447.59 | |||||||
432 | 1-Dec-46 | 52,387.03 | 33,447.59 | |||||||
433 | 1-Jan-47 | 52,387.03 | 34,451.02 | |||||||
434 | 1-Feb-47 | 52,387.03 | 34,451.02 | |||||||
435 | 1-Mar-47 | 52,387.03 | 34,451.02 | |||||||
436 | 1-Apr-47 | 52,387.03 | 34,451.02 | |||||||
437 | 1-May-47 | 52,387.03 | 34,451.02 | |||||||
438 | 1-Jun-47 | 52,387.03 | 34,451.02 | |||||||
439 | 1-Jul-47 | 53,958.64 | 34,451.02 | |||||||
440 | 1-Aug-47 | 53,958.64 | 34,451.02 | |||||||
441 | 1-Sep-47 | 53,958.64 | 34,451.02 | |||||||
442 | 1-Oct-47 | 53,958.64 | 34,451.02 | |||||||
443 | 1-Nov-47 | 53,958.64 | 34,451.02 | |||||||
444 | 1-Dec-47 | 53,958.64 | 34,451.02 | |||||||
445 | 1-Jan-48 | 53,958.64 | 35,484.55 | |||||||
446 | 1-Feb-48 | 53,958.64 | 35,484.55 | |||||||
447 | 1-Mar-48 | 53,958.64 | 35,484.55 | |||||||
448 | 1-Apr-48 | 53,958.64 | 35,484.55 | |||||||
449 | 1-May-48 | 53,958.64 | 35,484.55 | |||||||
450 | 1-Jun-48 | 53,958.64 | 35,484.55 | |||||||
451 | 1-Jul-48 | 55,577.40 | 35,484.55 | |||||||
452 | 1-Aug-48 | 55,577.40 | 35,484.55 | |||||||
453 | 1-Sep-48 | 55,577.40 | 35,484.55 | |||||||
454 | 1-Oct-48 | 55,577.40 | 35,484.55 | |||||||
455 | 1-Nov-48 | 55,577.40 | 35,484.55 | |||||||
456 | 1-Dec-48 | 55,577.40 | 35,484.55 | |||||||
457 | 1-Jan-49 | 55,577.40 | 35,484.55 | |||||||
458 | 1-Feb-49 | 55,577.40 | 36,549.09 | |||||||
459 | 1-Mar-49 | 55,577.40 | 36,549.09 | |||||||
460 | 1-Apr-49 | 55,577.40 | 36,549.09 | |||||||
461 | 1-May-49 | 55,577.40 | 36,549.09 | |||||||
462 | 1-Jun-49 | 55,577.40 | 36,549.09 | |||||||
463 | 1-Jul-49 | 57,244.72 | 36,549.09 | |||||||
464 | 1-Aug-49 | 57,244.72 | 36,549.09 | |||||||
465 | 1-Sep-49 | 57,244.72 | 36,549.09 |
39 |
466 | 1-Oct-49 | 57,244.72 | 36,549.09 | |||||||
467 | 1-Nov-49 | 57,244.72 | 36,549.09 | |||||||
468 | 1-Dec-49 | 57,244.72 | 36,549.09 | |||||||
469 | 1-Jan-50 | 57,244.72 | 36,549.09 | |||||||
470 | 1-Feb-50 | 57,244.72 | 36,549.09 | |||||||
471 | 1-Mar-50 | 57,244.72 | 36,549.09 | |||||||
472 | 1-Apr-50 | 57,244.72 | 37,645.56 | |||||||
473 | 1-May-50 | 57,244.72 | 37,645.56 | |||||||
474 | 1-Jun-50 | 57,244.72 | 37,645.56 | |||||||
475 | 1-Jul-50 | 58,962.06 | 37,645.56 | |||||||
476 | 1-Aug-50 | 58,962.06 | 37,645.56 | |||||||
477 | 1-Sep-50 | 58,962.06 | 37,645.56 | |||||||
478 | 1-Oct-50 | 58,962.06 | 37,645.56 | |||||||
479 | 1-Nov-50 | 58,962.06 | 37,645.56 | |||||||
480 | 1-Dec-50 | 58,962.06 | 37,645.56 |
40 |
Exhibit 4 – Salaries of Tenant Owner
Xxxxxx Xxxxxx - None
41 |
FOR VALUE RECEIVED and in consideration for and as an inducement to Landlord granting, executing, delivering that certain lease of the Premises referenced in the annexed lease for the property located at Lot 4 and Lot 5 of the Amended Tamarack Subdivision in Xxxxxxx County Colorado, (the “Lease”), by PW CO CanRE Grail LLC the Landlord (hereinafter called “Landlord”) to The Grail Project LLC, the Tenant (hereinafter called “Tenant”), and in further consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration paid by Landlord to Tenant, the undersigned (the receipt and sufficiency thereof being mutually acknowledged), the undersigned does hereby absolutely and unconditionally guarantee to Landlord the full and timely payment of the rent, additional rents and other charges (hereinafter collectively called “rents”) and the full and timely performance of all other terms, covenants and conditions contained in the Lease on the part of the tenant under the Lease to be paid and/or to be performed thereunder, and if any default shall be made by the tenant under the Lease, the undersigned does hereby covenant and agree to pay to Landlord in each and every instance such sum or sums of money such tenant is or shall become liable for and/or obliged to pay under the Lease and/or fully to satisfy and perform any and all such other terms, including the completion of the Greenhouse and other construction by Tenant, covenants and conditions of the Lease on the part of the tenant thereunder to be paid or performed and also to pay any and all damages, expenses and attorneys’ fees including those incurred at all pre-trial, trial and appellate levels, and including attorneys’ fees in any bankruptcy proceedings, in any case whether suit be instituted or not (hereinafter collectively called “damages”) that may be suffered or incurred by Landlord in consequence of the non-payment, partial payment or late payment of said rents or the non-performance, partial performance or late performance of any such other terms, covenants and conditions of the Lease; such payments or rents to be made monthly or at such other intervals as the same shall or may become payable under the Lease, including any accelerations thereof; such performance of said other terms, covenants and conditions to be made when due under the Lease and such damages to be paid when incurred by Landlord, all without requiring any notice from Landlord or proof of notice or demand, all of which the undersigned hereby expressly waives.
The undersigned hereby waives notice of the acceptance of this Guaranty and any notice to or demand upon the undersigned which Landlord might otherwise be required to give or make in connection with any matter relating to this Guaranty. This Guaranty is absolute and is not conditioned upon the genuineness, validity, regularity or enforceability of the Lease. The maintenance of any action or proceeding by Landlord to recover any sum or sums that may be or become due under the Lease or to secure the performance of any of the other terms, covenants and conditions of the Lease or to recover damages, shall not preclude Landlord from thereafter instituting and maintaining subsequent actions or proceedings for any subsequent default or defaults of the tenant under the Lease.
The undersigned does hereby consent that without affecting the liability of the undersigned under this Guaranty and without notice to the undersigned, time may be given by Landlord to the tenant under the Lease for payment of rents and performance of said other terms, covenants and conditions, or any of them, and such time extended and indulgences granted, from time to time, shall not diminish or affect the obligations of the undersigned or relieve the undersigned from any liability under this Guaranty. The undersigned agrees that the tenant may be dispossessed and/or Landlord may avail itself of or exercise any or all of the rights and/or remedies against the tenant provided by law or by the Lease, and may proceed either against the tenant alone or jointly against the tenant and the undersigned or against the undersigned alone without proceeding against the tenant. The undersigned does hereby further consent to any subsequent changes, modifications and/or amendments of the Lease and any of its terms, covenants and conditions, or in the rents payable thereunder, and/or to any assignment or assignments or subleases of the Lease, and/or to any renewals or extensions thereof, all of which may be made without notice to or consent of the undersigned and without in any manner releasing or relieving the undersigned from liability under this Guaranty.
42 |
The undersigned does hereby further agree that in respect of any payments made by the undersigned hereunder, the undersigned shall not have any rights based on suretyship or otherwise to stand in the place of Landlord so as to compete with Landlord as a creditor of Tenant or any co-guarantor, irrespective of any lien subordination otherwise granted by Landlord, unless and until all claims of Landlord under the Lease shall have been fully paid and satisfied. The undersigned further agrees that the bankruptcy of Tenant or the filing by or against Tenant for relief or remedy under the Federal Bankruptcy Code or any foreign, state or local laws of similar import shall have no effect on the obligations of the undersigned hereunder notwithstanding that the Lease may have been disaffirmed or otherwise impaired. This Guaranty and any of the provisions hereof cannot be modified, waived or terminated, unless in writing, signed by Landlord. All losses, damages, attorneys’ fees through all levels of proceedings, whether or not suit be instituted, and other costs and expenses of whatsoever nature which Landlord incurs in connection with or incidental to the enforcement of this Guaranty shall be payable immediately by the undersigned to Landlord. If the undersigned fails to pay any amount payable under this Guaranty when due, interest on such amount shall accrue at the highest legal rate per annum chargeable to the undersigned in the State wherein the Demised Premises are situated.
The provisions of this Guaranty shall apply to and bind and inure to the benefit of the undersigned and Landlord and their respective heirs, legal representatives, successors and assigns; and if there is more than one (1) Guarantor, the liability hereunder shall be joint and several. The undersigned further represents to Landlord, as an inducement for Landlord to make the Lease, that the undersigned (or either of them, alone) owns all of the entire outstanding capital (and/or other) stock (or evidence of ownership interests) of the Tenant, that the execution and delivery of this Guaranty is not in contravention of the charter or by-laws or applicable state laws governing such Tenant (or the undersigned where the undersigned is an entity), and has been duly authorized by the Board of Directors and/or managing member, if required, its shareholders or other ownership interest holders of Tenant (and the undersigned where the undersigned is an entity).
During the Term of the Lease which this Guaranty is related to, Guarantor covenants and agree that they will not invest in or build or operate a facility that is reasonably likely to have a negative impact on the performance of the Property during the Term of the Lease and that Tenant and Guarantor will not operate, invest in or build such a competitive facility unless the status of the operations at the Premises and the net operating income actually support the need for additional facilities. Guarantor covenants and agrees to focus a sufficient and appropriate amount their professional acumen and time and attention on Tenant’s activities and Tenant’s ability to service its debt and pay its Rent to Landlord on a consistent and timely basis.
Upon request of Landlord (or any successor thereto), the undersigned agrees to deliver (i) a Secretary’s certification and resolution authorizing the execution and delivery of the Lease and/or, (ii) from time to time, a written estoppel statement assuring the recipient that this Guaranty remains in full force and effect and is fully enforceable in accordance with its terms, and including any other reasonable statement relating hereto as the requesting party may require. The undersigned hereby irrevocably consents and submits to the jurisdiction of any federal, state, county or municipal court sitting in the State of Colorado in respect to any action or proceeding brought therein by Landlord against the undersigned concerning any matters arising out of or in any way relating to the Lease or this Guaranty.
43 |
The undersigned hereby irrevocably consents to the service upon it of process in any such action or proceeding by the mailing of such process to the undersigned at the Premises or at such other address as the undersigned may specify in a writing sent to Landlord by certified or registered mail, return receipt requested, and hereby agrees that such service shall be deemed sufficient. The undersigned agrees that any final judgment rendered against it in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. The undersigned further agrees that any action or proceeding by the undersigned against Landlord in respect to any matters arising out of or in any way relating to the Lease or this Guaranty shall be brought only in the State Court having jurisdiction over the County and/or municipality or local political subdivision (as applicable) where the Property covered by the Lease is located, and that the undersigned shall not object in any proceeding to the jurisdiction and venue thereof. This Guaranty shall be governed by the internal laws of the State of Colorado without regard to conflicts of laws principles.
Undersigned guarantors who indicate accordingly, represent and warrant that they are married to each other as husband and wife.
AS A FURTHER INDUCEMENT TO LANDLORD TO MAKE THE LEASE AND IN CONSIDERATION THEREFOR, LANDLORD AND THE UNDERSIGNED HEREBY AGREE THAT IN ANY ACTION, PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER LANDLORD OR THE UNDERSIGNED AGAINST THE OTHER IN RESPECT TO ANY MATTERS WHATSOEVER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE LEASE OR THIS GUARANTY, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THAT LANDLORD AND THE UNDERSIGNED SHALL AND DO HEREBY WAIVE TRIAL BY JURY; AND THE PARTIES FURTHER HEREBY WAIVE THE RIGHT TO CONSOLIDATE ANY ACTION IN WHICH A JURY TRIAL HAS BEEN WAIVED WITH ANY OTHER ACTION IN WHICH A JURY TRIAL HAS NOT BEEN WAIVED. THE FOREGOING WAIVERS ARE IRREVOCABLE AND MUTUALLY, KNOWINGLY, WILLINGLY, INTENTIONALLY AND VOLUNTARILY MADE AFTER EACH PARTY HAS HAD THE BENEFIT OF OR OPPORTUNITY TO GAIN LEGAL ADVICE AND COUNSEL. EACH PARTY REPRESENTS, WARRANTS AND AFFIRMS TO THE OTHER THAT NO PARTY HAS IN ANY WAY AGREED, REPRESENTED OR OTHERWISE SUGGESTED OR IMPLIED THAT IT WILL NOT FULLY ENFORCE THE FOREGOING WAIVERS IN ALL INSTANCES. LANDLORD IS DEEMED TO HAVE JOINED IN THE WAIVERS OF JURY TRIAL AND RELATED PROVISIONS OF THIS CAPITALIZED PARAGRAPH BY ITS ACCEPTANCE OF THIS GUARANTY. NOTWITHSTANDING THE FOREGOING IN THE EVENT ANY PROVISION OF THIS GUARANTY IS PROHIBITED, UNENFORCEABLE OR INVALID UNDER THE LAWS OF ANY JURISDICTION, INCLUDING THOSE OF THE STATE INDICATED ABOVE, SUCH PROHIBITION, UNENFORCEABLE OR INVALID PROVISION SHALL NOT IN ANY FASHION AFFECT THE ENFORCEABILITY OR VALIDITY OF THE REMAINING PROVISIONS HEREOF.
Dated _____________________,2021
WITNESS: | GUARANTORS: | ||
[Each Witness as to both Guarantor executions] | |||
Name: | Xxxxxx Xxxxxx | ||
Social Sec. no. xxx-xx- ______ | |||
[Witness Sign & Print Above] |
44 |
STATE OF ________________ | ) |
) ss: | |
COUNTY OF ______________ | ) |
The foregoing instrument was sworn to and acknowledged before me this _____ day of _______, 2020, by
Xxxxxx Xxxxx, husband and [insert wife], who are each personally known to me or who produced
as identification, and who did each take an oath.
(SEAL) | |
(SIGNATURE OF PERSON TAKING ACKNOWLEDGMENT) | |
(NAME OF OFFICER TAKING ACKNOWLEDGMENT- | |
TYPED, PRINTED OR STAMPED) | |
NOTARY PUBLIC | |
(TITLE OR RANK) | |
SERIAL NO. |
45 |