EXHIBIT 10.7
LEASE AGREEMENT
by and between
UH STORAGE (DE) LIMITED PARTNERSHIP,
a Delaware limited partnership
as LANDLORD
and
U-HAUL MOVING PARTNERS, INC.,
a Nevada Corporation,
as TENANT
Premises: See Schedule A attached hereto
Dated as of: March 31,2004
TABLE OF CONTENTS
1. Demise of Premises....................................................... 1
2. Certain Definitions..................................................... 1
3. Title and Condition; Single Lease Transaction............................ 11
4. Use of Leased Premises; Quiet Enjoyment.................................. 13
5. Term..................................................................... 15
6. Basic Rent............................................................... 15
7. Additional Rent.............................................. ........... 16
8. Net Lease: Non-Terminability............................................. 17
9. Payment of Impositions................................................... 18
10. Compliance with Laws and Easement Agreements; Environmental Matters...... 19
11. Liens; Recording......................................................... 22
12. Maintenance and Repair................................................... 23
13. Alterations and Improvements............................................. 23
14. Permitted Contests....................................................... 24
15. Indemnification.......................................................... 25
16. Insurance................................................................ 26
17. Casualty and Condemnation................................................ 30
18. Termination Events....................................................... 31
19. Restoration.............................................................. 33
20. Procedures Upon Purchase................................................. 34
21. Assignment and Subletting: Prohibition against Leasehold Financing....... 35
22. Events of Default........................................................ 38
23. Remedies and Damages Upon Default........................................ 41
24. Notices.................................................................. 44
25. Estoppel Certificate .................................................... 45
26. Surrender ............................................................... 45
27. No Merger of Title....................................................... 46
28. Books and Records........................................................ 46
29. Determination of Value................................................... 47
30. Non-Recourse as to Landlord.............................................. 48
31. Financing................................................................ 00
-x-
00. Xxxxxxxxxxxxx, Xxx-Xxxxxxxxxxx and Attornment ........................... 50
33. Tax Treatment; Reporting ................................................ 50
34. Intentionally omitted ................................................... 50
35. Security Deposit; Payment of Earn-out Deposit ........................... 50
36. Economic Abandonment .................................................... 53
37. Substitution and Exchange of Premises ................................... 54
38. Mercury Lease ........................................................... 55
39. Local Law Provisions .................................................... 55
40. Miscellaneous ........................................................... 55
Exhibit "A-1" - Legal Descriptions of each Related Premises
Exhibit "A-2" - Street Addresses of each Related Premises
Exhibit "B" - Machinery and Equipment
Exhibit "C-1" - Schedule of Permitted Encumbrances
Exhibit "C-2" - Schedule B from each Title Pro Forma
Exhibit "D" - Rent Schedule
Exhibit "E" - Acquisition Costs
Exhibit "F" - Premises Percentage Allocation of Basic Rent
Exhibit "G" - Local Law Provisions
Exhibit "H" - Tenant's Post Closing Environmental Obligations
-ii-
LEASE AGREEMENT, made as of Xxxxx 00, 0000, xxxxxxx XX XXXXXXX (XX)
LIMITED PARTNERSHIP, a Delaware limited partnership (together with any of its
successors and/or assigns, "Landlord"), with an address c/o W. P. Xxxxx & Co.
LLC, 00 Xxxxxxxxxxx Xxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, and U-HAUL
MOVING PARTNERS, INC., a Nevada corporation ("Tenant") with an address at 0000
Xxxxx Xxxxxxx Xxxxxx, Xxxxxxx, XX 00000.
In consideration of the rents and provisions herein stipulated to be paid
and performed, Landlord and Tenant hereby covenant and agree as follows:
1. Demise of Premises. Landlord hereby demises and lets to Tenant,
and Tenant hereby takes and leases from Landlord, for the term and upon the
provisions hereinafter specified, the following described properties
(hereinafter referred to collectively as the "Leased Premises" and each
individually as a "Related Premises": (a) that portion of the land described in
Exhibit "A-1" attached hereto upon which the Improvements containing rental
office, fleet truck and trailer parking areas and related facilities are
located, together with the Appurtenances related thereto, and together with a
personal easement for the benefit of Tenant (and any permitted assignees or
sublessees of Tenant's interests hereunder) granting the right of ingress and
egress for vehicular and pedestrian access over and through the Common Areas
(collectively, the "Land"); (b) the buildings, structures and other improvements
now or hereafter constructed on the Land (collectively, the "Improvements"); and
(c) the fixtures, machinery, equipment and other property described in Exhibit
"B" on the Land or within any Improvements thereon (collectively, the
"Equipment").
2. Certain Definitions.
"Abandonment Date" shall mean the Abandonment Date as defined
in Paragraph 36.
"Abandonment Notice" shall mean Abandonment Notice as defined
in Paragraph 36.
"Abandonment Offer Amount" shall mean the Abandonment Offer
Amount as defined in Paragraph 36.
"Abandonment Premises" shall mean the Leased Premises or any
of the Related Premises, as applicable, abandoned pursuant to Paragraph 36.
"Acquisition Cost" of each of the Related Premises shall mean
the amount set forth opposite such premises on Exhibit "E" hereto.
"Additional Rent" shall mean Additional Rent as defined in
Paragraph 7.
"Affected Premises" shall mean the Affected Premises as
defined in Paragraph 18.
"Affiliate" of any Person shall mean any Person which shall
(1) control, (2) be under the control of, or (3) be under common control with
such Person (the term "control"
as used herein shall be deemed to mean ownership of more than 50% of the
outstanding Voting Stock of a corporation, or other majority equity and control
interest if such Person is not a corporation).
"Alterations" shall mean all changes, additions, improvements
or repairs to, all alterations, reconstructions, renewals, replacements or
removals of and all substitutions or replacements for any of the Improvements or
Equipment, both interior and exterior, structural and non-structural, and
ordinary and extraordinary.
"Appurtenances" shall mean all tenements, hereditaments,
easements, rights-of-way, rights, privileges in and to the Land, including (a)
easements over other lands granted by any Easement Agreement and (b) any
streets, ways, alleys, sidewalks, driveways, curbs vaults, gores or strips of
land adjoining the Land.
"Assignment" shall mean any assignment of rents and leases
from Landlord to a Lender which (a) encumbers any of the Leased Premises and (b)
secures Landlord's obligation to repay a Loan, as the same may be amended,
supplemented or modified from time to time, in any case, whether pursuant to a
separate agreement or as part of a Mortgage.
"Assignment and Assumption of Lease Agreement" shall mean that
certain Assignment and Assumption Agreement dated as of the date hereof by and
between Tenant and Mercury Tenant.
"Assignment and Assumption of Dealership Agreement" shall
collectively mean that Assignment and Assumption of Dealership Agreement by and
among Tenant, Landlord and U-Haul Leasing & Sales Co. and that Assignment and
Assumption of Dealership Agreement by and among Tenant, Mercury Tenant and
U-Haul Leasing & Sales Co., each dated as of the date hereof.
"Assignment and Subordination of Management Agreement" shall
mean that certain Assignment and Subordination of Management Agreement dated as
of the date hereof by and among Mercury, Landlord and Manager and any future
assignment and subordination of management agreement by and among Mercury,
Manager and Landlord, which future assignment and subordination of management
agreement shall be in form and substance reasonably acceptable to each party
thereto.
"Automatic Renewal Notice" shall mean Automatic Renewal Notice
as defined in Paragraph 5.
"Basic Rent" shall mean Basic Rent as defined in Paragraph 6.
"Basic Rent Payment Dates" shall mean the Basic Rent Payment
Dates as defined in Paragraph 6.
"Casualty" shall mean any loss of or damage to or destruction
of or which affects the Leased Premises or Appurtenances or which arises from
the Appurtenances.
-2-
"Combined Property" shall mean Combined Property as defined in
Paragraph 16(b).
"Commencement Date" shall mean Commencement Date as defined in
Paragraph 5.
"Common Areas" shall mean (i) the applicable area or areas
located upon or comprising a portion of each Related Premises necessary for
Tenant and/or its employees, customers, contractors and invitees to enjoy
vehicular and pedestrian ingress and/or egress to and from any Improvements
thereon (whether leased to Tenant hereunder or Mercury under the Mercury Lease)
from (A) any public street adjoining the Land or (B) any office or general
parking areas located upon or constituting a portion of the land and
improvements demised to Tenant under this Lease and (ii) any other areas within
the land described on Exhibit "A-1" attached hereto and not demised to Mercury
under the Mercury Lease.
"Condemnation" shall mean a Taking and/or a Requisition.
"Condemnation Notice" shall mean written notice of the
relevant condemning authority, of the institution of or intention to institute
any proceeding for Condemnation.
"Corresponding Mercury Premises" shall mean the real property
and improvements demised pursuant to the Mercury Lease and located contiguously
to, and at the same street address as, the applicable Related Premises, Affected
Premises, Exchange Premises or Abandonment Premises, as the context shall
require, demised hereunder to Tenant.
"Costs" of a Person or associated with a specified transaction
shall mean all reasonable out-of-pocket costs and expenses incurred by such
Person or associated with such transaction, including without limitation,
attorneys' fees and expenses, court costs, brokerage fees, escrow fees, title
insurance premiums, recording fees and transfer taxes, as the circumstances
require.
"CPI" shall mean CPI as defined in Exhibit "D" hereto.
"Dealership Agreement" shall mean that certain Dealership
Agreement by and between Tenant and U-Haul Leasing & Sales Co. dated as of the
date hereof.
"Default Rate" shall mean the Default Rate as defined in
Paragraph 7(a)(iv).
"Earn-Out Deposit" shall mean Earn-Out Deposit as defined in
Paragraph 35.
"Easement Agreement" shall mean any conditions, covenants,
restrictions, easements, declarations, and other similar agreements burdening or
benefiting any Related Premises and listed as Permitted Encumbrances or as may
hereafter affect the Land comprising any Related Premises or the use or
occupancy of any Related Premises and bind Landlord and/or any future fee owner
of any Related Premises.
-3-
"Environmental Law" shall mean (i) whenever enacted or
promulgated, any applicable federal, state, foreign and local law, statute,
ordinance, rule, regulation, license, permit, authorization, approval, consent,
court order, judgment, decree, injunction, code, requirement or agreement with
any governmental entity, (x) relating to pollution (or the cleanup thereof), or
the protection of air, water vapor, surface water, groundwater, drinking water
supply, land (including land surface or subsurface), plant, aquatic and animal
life from injury caused by a Hazardous Substance or (y) concerning exposure to,
or the use, containment, storage, recycling, reclamation, reuse, treatment,
generation, discharge, transportation, processing, handling, labeling,
production, disposal or remediation of any Hazardous Substance, Hazardous
Condition or Hazardous Activity, in each case as amended and as now or hereafter
in effect, and (ii) any common law or equitable doctrine (including, without
limitation, injunctive relief and tort doctrines such as negligence, nuisance,
trespass and strict liability) that may impose liability or obligations or
injuries or damages due to or threatened as a result of the presence of,
exposure to, or ingestion of, any Hazardous Substance. The term Environmental
Law includes, without limitation, the federal Comprehensive Environmental
Response Compensation and Liability Act of 1980, the Superfund Amendments and
Reauthorization Act, the federal Water Pollution Control Act, the federal Clean
Air Act, the federal Clean Water Act, the federal Resources Conservation and
Recovery Act of 1976 (including the Hazardous and Solid Waste Amendments to
RCRA), the federal Solid Waste Disposal Act, the federal Toxic Substance Control
Act, the federal Insecticide, Fungicide and Rodenticide Act, the federal
Occupational Safety and Health Act of 1970, the federal National Environmental
Policy Act and the federal Hazardous Materials Transportation Act, each as
amended and as now or hereafter in effect and any similar state or local Law.
"Environmental Violation" shall mean (a) any direct or
indirect discharge, disposal, spillage, emission, escape, pumping, pouring,
injection, leaching, release, seepage, filtration or transporting of any
Hazardous Substance at, upon, under, onto or within the Leased Premises, or from
the Leased Premises to the environment, in violation of any Environmental Law or
in excess of any reportable quantity established under any Environmental Law or
which could result in any liability to Landlord, Tenant or Lender, any Federal,
state or local government or any other Person for the costs of any removal or
remedial action or natural resources damage or for bodily injury or property
damage, (b) any deposit, storage, dumping, placement or use of any Hazardous
Substance at, upon, under or within the Leased Premises or which extends to any
Appurtenances in violation of any Environmental Law or in excess of any
reportable quantity established under any Environmental Law or which could
result in any liability to any Federal, state or local government or to any
other Person for the costs of any removal or remedial action or natural
resources damage or for bodily injury or property damage, (c) the abandonment or
discarding of any barrels, containers or other receptacles containing any
Hazardous Substances in violation of any Environmental Laws, (d) any activity,
occurrence or condition which could result in any liability, cost or expense to
Landlord or Lender or any other owner or occupier of the Leased Premises, or
which could result in a creation of a lien on any Related Premises under any
Environmental Law or (e) any violation of or noncompliance with any
Environmental Law.
"Equipment" shall mean the Equipment as defined in Paragraph
1.
"Event of Default" shall mean an Event of Default as defined
in Paragraph 22(a).
-4-
"Exchange" shall mean Exchange as defined in Paragraph 37.
"Exchange Premises" shall mean Exchange Premises as defined in
Paragraph 37.
"Fair Market Value" of either the Leased Premises or any
Related Premises, as the case may be, and the context may require, shall mean
the higher of (a) the fair market value of the Leased Premises or any Related
Premises, as the case may be, as of the Relevant Date as if unaffected and
unencumbered by this Lease or (b) the fair market value of the Leased Premises
or Related Premises, as the case may be, as of the Relevant Date as affected and
encumbered by this Lease and assuming that the Term has been extended for all
extension periods provided for herein. For all purposes of this Lease, Fair
Market Value shall be determined in accordance with the procedure specified in
Paragraph 29.
"Fair Market Value Date" shall mean the date when the Fair
Market Value is determined in accordance with Paragraph 29.
"Federal Funds" shall mean federal or other immediately
available funds which at the time of payment are legal tender for the payment of
public and private debts in the United States of America.
"Guarantor" shall mean U-Haul International, Inc., a Nevada
corporation.
"Guaranty" shall mean the Guaranty and Suretyship Agreement
dated as of the date hereof from Guarantor to Landlord guaranteeing the payment
and performance by Tenant of all of Tenant's obligations under the Lease.
"Hazardous Activity" means any activity, process, procedure or
undertaking which directly or indirectly (i) procures, generates or creates any
Hazardous Substance; (ii) causes or results in (or threatens to cause or result
in) the release, seepage, spill, leak, flow, discharge or emission of any
Hazardous Substance into the environment (including the air, ground water,
watercourses or water systems), (iii) involves the containment or storage of any
Hazardous Substance; or (iv) would cause any of the Leased Premises or any
portion thereof to become a hazardous waste treatment, recycling, reclamation,
processing, storage or disposal facility within the meaning of any Environmental
Law.
"Hazardous Condition" means any condition which would support
any claim or liability under any Environmental Law, including the presence of
underground storage tanks.
"Hazardous Substance" means (i) any substance, material,
product, petroleum, petroleum product, derivative, compound or mixture, mineral
(including asbestos), chemical, gas, medical waste, or other pollutant, in each
case whether naturally occurring, man-made or the by-product of any process,
that is toxic, harmful or hazardous or acutely hazardous to the environment or
public health or safety or (ii) any substance supporting a claim under any
Environmental Law, whether or not defined as hazardous as such under any
Environmental Law. Hazardous Substances include, without limitation, any toxic
or hazardous waste, pollutant, contaminant, industrial waste, petroleum or
petroleum-derived substances or waste, radon,
-5-
radioactive materials, asbestos, asbestos containing materials, urea
formaldehyde foam insulation, lead, polychlorinated biphenyls.
"Impositions" shall mean the Impositions as defined in
Paragraph 9(a).
"Improvements" shall mean the Improvements as defined in
Paragraph 1.
"Indemnitee" shall mean an Indemnitee as defined in Paragraph
15.
"Initial Lender" shall mean Bank of America, N.A. and its
successors and/or assigns.
"Initial Loan" shall mean that certain Loan made by Initial
Lender to Landlord on the date hereof secured by the Leased Premises.
"Initial Loan Agreement" shall mean that certain Loan
Agreement by and between Landlord and Initial Lender, dated as of the
Commencement Date.
"Insurance Requirements" shall mean the requirements of all
insurance policies maintained in accordance with this Lease.
"Land" shall mean the Land as defined in Paragraph 1.
"Law" shall mean any constitution, statute, rule of law, code,
ordinance, order, judgment, decree, injunction, rule, regulation, requirement or
administrative or judicial determination, even if unforeseen or extraordinary,
of every duly constituted governmental authority, court or agency, now or
hereafter enacted or in effect.
"Lease" shall mean this Lease Agreement.
"Lease Assumption Event" shall mean a Lease Assumption Event
as that term is defined in the Mercury Lease.
"Lease Year" shall mean, with respect to the first Lease Year,
the period commencing on the Commencement Date and ending at midnight on the
last day of the twelfth (12th) consecutive calendar month following the month in
which the Commencement Date occurred, and each succeeding twelve (12) month
period during the Term.
"Leased Premises" shall mean the Leased Premises as defined in
Paragraph 1.
"Legal Requirements" shall mean the requirements of all
present and future Laws (including but not limited to Environmental Laws and
Laws relating to accessibility to, usability by, and discrimination against,
disabled individuals) and all covenants, restrictions and conditions now or
hereafter of record which may be applicable to Tenant or to any of the Leased
Premises or any Related Premises, or to the use, manner of use, occupancy,
possession, operation, maintenance, alteration, repair or restoration of any of
the Leased Premises or any Related Premises, even if compliance therewith
necessitates structural changes or improvements
-6-
or results in interference with the use or enjoyment of any of the Leased
Premises or any Related Premises or requires Tenant to carry insurance other
than as required by this Lease.
"Lender" shall mean (a) initially, Initial Lender, and (b)
thereafter, any person or entity (and its respective successors and assigns)
which may, on or after the date hereof, make a Loan to Landlord or be the holder
of a Note.
"Letter of Credit" shall mean Letter of Credit as defined in
Paragraph 35.
"Limited Remedy Default" shall mean Limited Remedy Default as
defined in Paragraph 23(k).
"Loan" shall mean any loan made by one or more Lenders to
Landlord, which loan is secured by a Mortgage and evidenced by a Note.
"Loan Documents" shall mean those documents or instruments
evidencing or securing a Loan, including, without limitation, a loan agreement,
Mortgage, Note, Assignment or Subordination non-disturbance and attornment
agreement.
"Manager" shall mean U-Haul Self-Storage Management (WPC),
Inc. or any future manager retained to manage the Leased Premises.
"Management Agreement" shall collectively mean (i) that
certain Property Management Agreement by and among Mercury and Manager, as
manager, dated as of the date hereof, with respect to each Corresponding Mercury
Premises approved by Landlord and Lender, and (ii) that certain Assignment and
Subordination of Management Agreement by and among Landlord, Mercury and Manager
dated as of the date hereof and any future assignment and subordination of
management agreement as may be required by and in form and substance acceptable
to, Landlord and Lender.
"Mercury" shall mean Mercury Partners, LP, a Nevada limited
partnership.
"Mercury Guarantor" shall mean Mercury 99, LLC.
"Mercury Lease" shall mean that certain Lease Agreement, dated
as of the date hereof, by and between Landlord and Mercury with respect to the
Corresponding Mercury Premises.
"Monetary Obligations" shall mean Rent and all other sums
payable by Tenant under this Lease to Landlord, to any third party on behalf of
Landlord or to any Indemnitee.
"Mortgage" shall mean any mortgage or deed of trust from
Landlord to a Lender which (a) encumbers any of the Leased Premises, and (b)
secures Landlord's obligation to repay a Loan, as the same may be amended,
supplemented or modified.
-7-
"Negative Pledge Agreement" shall mean that certain Negative
Pledge Agreement by and between Landlord, the sole principal of Mercury
Guarantor (the "Principal") and Mercury Guarantor with respect to the ownership
interests of Mercury Guarantor in Mercury Tenant and with respect to the
ownership interests of Principal in Mercury Guarantor.
"Net Award" shall mean (a) the entire award payable to
Landlord or Lender by reason of a Condemnation whether pursuant to a judgment or
by agreement or otherwise, or (b) the entire proceeds of any insurance required
under clauses (i), (ii) (to the extent payable to Landlord or Lender), (iv), (v)
or (vi) of Paragraph 16(a), as the case may be, less any expenses incurred by
Landlord and Lender in collecting such award or proceeds.
"Note" shall mean any promissory note evidencing Landlord's
obligation to repay a Loan, as the same may be amended, supplemented or
modified.
"O & M Plan" shall mean the Operations and Maintenance
Program, if any, established with respect to the monitoring, removal,
remediation, encapsulation or other treatment or handling of asbestos containing
materials present at any Related Premises, prepared by ATC Associates, Inc. and
dated on or about March 2, 2004, as same may be amended, renewed, supplemented
or otherwise modified from time to time.
"Partial Casualty" shall mean any Casualty which does not
constitute a Termination Event.
"Partial Condemnation" shall mean any Condemnation which does
not constitute a Termination Event.
"Permitted Encumbrances" shall mean those covenants,
restrictions, reservations, liens, conditions and easements and other
encumbrances, other than any Mortgage or Assignment, listed or referred to on
Exhibit "C" hereto (but such listing shall not be deemed to revive any such
encumbrances that have expired or terminated or are otherwise invalid or
unenforceable).
"Person" shall mean an individual, partnership, association,
corporation or other entity.
"Preapproved Sublet" shall mean Preapproved Sublet as defined
in Paragraph 21.
"Premises Percentage Allocation" shall mean the percentage
allocated to each Related Premises in Exhibit "F" to this Lease as the same may
be adjusted in accordance with the formula specified in Exhibit "F".
"Prepayment Premium" shall mean any payment required to be
made by Landlord to a Lender under a Note or other document evidencing or
securing a Loan (other than payments of principal and/or interest which Landlord
is required to make under a Note or a Mortgage) solely by reason of any
prepayment or defeasance by Landlord of any principal due under a Note or
Mortgage, and which may, without limitation, take the form of (i) a "make whole"
or yield maintenance clause requiring a prepayment premium or (ii) a defeasance
-8-
payment (such defeasance payment to be an amount equal to the positive
difference between (a) the total amount required to defease a Loan and (b) the
outstanding principal balance of the Loan as of the date of such defeasance plus
reasonable Costs of Landlord and Lender); provided that such Prepayment Premium
shall be as set forth in the Initial Loan Agreement while same is in effect,
and, thereafter, consistent with market terms at the time the Note was executed
for loans from Lender (or similar institutional lenders) for similar sized loans
for single user properties of the size and type of the Lease Premises and owned
or operated by a tenant of similar creditworthiness as Tenant hereunder.
"Present Value" of any amount shall mean such amount
discounted by a rate per annum which is the lower of (a) the Prime Rate at the
time such present value is determined or (b) six percent (6%) per annum.
"Prime Rate" shall mean the interest rate per annum as
published, from time to time, in The Wall Street Journal as the "Prime Rate" in
its column entitled "Money Rate". The Prime Rate may not be the lowest rate of
interest charged by any "large U.S. money center commercial banks" and Landlord
makes no representations or warranties to that effect. In the event The Wall
Street Journal ceases publication or ceases to publish the "Prime Rate" as
described above, the Prime Rate shall be the average per annum discount rate
(the "Discount Rate") on ninety-one (91) day bills ("Treasury Bills") issued
from time to time by the United States Treasury at its most recent auction, plus
three hundred (300) basis points. If no such 91-day Treasury Bills are then
being issued, the Discount Rate shall be the discount rate on Treasury Bills
then being issued for the period of time closest to ninety-one (91) days.
"Qualified Manager" shall mean (a) Guarantor or one or more of
its Affiliates (including Tenant or any direct or indirect wholly owned
subsidiary of Guarantor that is a subtenant at the applicable Related Premises),
(b) such other nationally or regionally recognized, reputable and professional
management organization (i) that has (or whose principals or key management
personnel have), together with its Affiliates, not less than five (5) years
experience managing properties of a type, quality and size similar to the Leased
Premises, totaling in the aggregate not less than 3,000,000 square feet and/or
30,000 self-storage units, and (ii) prior to whose employment as manager of the
Leased Premises (A) prior to the occurrence of a Securitization, such employment
shall have been approved by Lender in its reasonable discretion, and (B) after
the occurrence of a Securitization, Lender shall have received written
confirmation from the Rating Agencies that the employment of such manager will
not result in a downgrade, withdrawal or qualification of the initial, or if
higher, then current ratings of the Securities, or (c) if no Loan is
outstanding, a manager that is acceptable to Landlord in Landlord's sole and
absolute discretion and if any Loan is outstanding, a manager that is acceptable
to Landlord and Lender in Landlord and Lender's sole and absolute discretion.
"Rating Agencies" shall mean each of Xxxxx'x Investors
Services, Inc.("Xxxxx'x") and Standard & Poor's Rating Services, a division of
The XxXxxx-Xxxx Companies, Inc. ("S & P"), or any other nationally recognized
statistical rating agency which has been approved by Landlord and/or Lender, as
applicable, provided, however, that notwithstanding the foregoing, so long as
the Initial Loan remains outstanding, the term "Rating Agencies" shall have the
meaning assigned in the Initial Loan Agreement.
-9-
"Related Premises" shall mean Related Premises as defined in
Paragraph 1 and as more particularly identified by site location on Exhibit A-2.
"Relevant Amount" shall mean the Termination Amount.
"Relevant Date" shall mean (a) the date immediately prior to
the date on which the applicable Condemnation Notice is received, in the event
of a Termination Notice under Paragraph 18 which is occasioned by a Taking, (b)
the date immediately prior to the date on which the applicable Casualty occurs,
in the event of a Termination Notice under Paragraph 18 which is occasioned by a
Casualty, or (c) the date when Fair Market Value is redetermined, in the event
of a redetermination of Fair Market Value pursuant to Paragraph 20(c).
"Remaining Premises" shall mean the Related Premises which are
not Affected Premises under Paragraph 18 or an Abandonment Premises under
Paragraph 36.
"Renewal Term" shall mean Renewal Term as defined in Paragraph
5.
"Rent" shall mean, collectively, Basic Rent and Additional
Rent.
"Securitization" shall mean the issuance of pass through
mortgage certificates or other commercial mortgage backed securities
("Securities") evidencing a beneficial interest in a rated public offering or
private placement, or such broader definition of such capital terms as may be
established by Lender in connection with a Loan and/or Mortgage.
"Security Deposit" shall mean Security Deposit as defined in
Paragraph 35.
"Site Assessment" shall mean a Site Assessment as defined in
Paragraph 10(c).
"Surviving Obligations" shall mean any obligations of Tenant
under this Lease, actual or contingent, which are either Monetary Obligations
that arise or accrue during the Term of this Lease and remain unsatisfied upon
the Expiration Date or earlier or termination of this Lease or non-monetary
obligations which survive such expiration or termination by their own terms.
"Taking" shall mean (a) any taking or damaging of all or a
portion of any of the Leased Premises (i) in or by condemnation or other eminent
domain proceedings pursuant to any Law, general or special, or (ii) by reason of
any agreement with any condemnor in settlement of or under threat of any such
condemnation or other eminent domain proceeding, or (iii) by any other means, or
(b) any de facto condemnation. The Taking shall be considered to have taken
place as of the later of the date actual physical possession is taken by the
condemnor, or the date on which the right to compensation and damages accrues
under the law applicable to the Related Premises.
"Term" shall mean the Term as defined in Paragraph 5.
-10-
"Termination Amount" shall mean the greater of (a) the sum of
the Fair Market Value of the applicable Related Premises and the applicable
Prepayment Premium which Landlord will be required to pay in prepaying or
defeasing, as applicable, any Loan with proceeds of the Termination Amount or
(b) the sum of the Acquisition Cost for the applicable Related Premises and the
applicable Prepayment Premium which Landlord will be required to pay in
prepaying or defeasing in whole or in part, as applicable, any Loan with
proceeds of the Termination Amount.
"Termination Date" shall mean the Termination Date as defined
in Paragraph 18.
"Termination Event" shall mean a Termination Event as defined
in Paragraph 18.
"Termination Notice" shall mean Termination Notice as defined
in Paragraph 18(a).
"Third Party Purchaser" shall mean the Third Party Purchaser
as defined in Paragraph 21 (g).
"Threshold Amount" shall mean, (A) with respect to any
individual Related Premises, the lesser of (x) twenty-five (25%) percent of the
allocated Acquisition Cost of the applicable Related Premises as set forth on
Exhibit 'E' hereto, or (y) Five Hundred Thousand ($500,000) Dollars; and (B)
with respect to the Leased Premises collectively, for purposes of determining
whether or not the Threshold Amount has been exceeded with respect to (i) the
costs of remediation of, or other response action for, Environmental Violations
under Paragraph 10(d), (ii) the costs of Alterations under Paragraph 13 (other
than with respect to any Alterations associated with a Casualty or Condemnation
for which a Net Award is available), and (iii) the amounts in controversy with
respect to a Permitted Violations subject to contests under Paragraph 14, the
Threshold Amount shall not in the aggregate exceed, at any given point in time,
the sum of Ten Million Dollars ($10,000,000) under all three categories
collectively.
"Voting Stock" means shares of stock of a corporation having
ordinary voting power to elect the board of directors or other managers of such
corporation.
"Warranties" shall mean Warranties as defined in Paragraph
3(e).
3. Title and Condition; Single Lease Transaction.
(a) The Leased Premises are demised and let subject to (i) the
rights of any Persons in possession of the Leased Premises, (ii) the existing
state of title of any of the Leased Premises, including any Permitted
Encumbrances, (iii) any state of facts which an accurate survey or physical
inspection of the Leased Premises might show, (iv) all Legal Requirements,
including any existing violation of any thereof (v) the rights of Mercury to any
Common Areas under the Mercury Lease and (vi) the condition of the Leased
Premises as of the commencement of the Term, without representation or warranty
by Landlord.
-11-
(b) Tenant acknowledges that the Leased Premises are in good
condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL
LEASE AND TENANT TAKES AND WILL TAKE THE LEASED PREMISES AS IS WHERE IS AND WITH
ALL FAULTS. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD
HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL
LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR
IMPLIED, WITH RESPECT TO ANY OF THE LEASED PREMISES, INCLUDING ANY WARRANTY OR
REPRESENTATION AS TO (i) ITS FITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE
OR PURPOSE, (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE
EXISTENCE OF ANY DEFECT, LATENT OR PATENT, (iv) LANDLORD'S TITLE THERETO, (v)
VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix)
CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii)
DURABILITY (xiv) OPERATION, (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, OR
(xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND
ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. TENANT ACKNOWLEDGES THAT
THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE
LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE
EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE,
WHETHER LATENT OR PATENT, LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR
LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES
(INCLUDING STRICT LIABILITY IN TORT). THE PROVISIONS OF THIS PARAGRAPH 3(b) HAVE
BEEN NEGOTIATED, AND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY
WARRANTIES BY LANDLORD, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED
PREMISES, ARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW
OR HEREAFTER IN EFFECT OR ARISING OTHERWISE.
(c) Tenant represents to Landlord that Tenant has examined the
title to the Leased Premises prior to the execution and delivery of this Lease
and has found the same to be satisfactory for the purposes contemplated hereby.
Tenant acknowledges that (i) fee simple title (both legal and equitable) to the
Leased Premises is in Landlord and that Tenant has only the leasehold right of
possession and use of the Leased Premises, as provided herein, (ii) the
Improvements conform to all material Legal Requirements and all Insurance
Requirements, (iii) all easements necessary or appropriate for the use or
operation of the Leased Premises have been obtained, (iv) all contractors and
subcontractors who have performed work on or supplied materials to the Leased
Premises have been fully paid, and all materials and supplies have been fully
paid for, (v) the Improvements have been fully completed in all material
respects in a workmanlike manner of first class quality, and (vi) all Equipment
necessary or appropriate for the use or operation of the Leased Premises has
been installed and is presently fully operative in all material respects. For
the purposes of this Lease, the inaccuracy of any of the representations or
acknowledgments set forth in this Paragraph 3(c) shall not by itself constitute
the basis of a default by Tenant under this Lease, but Tenant hereby expressly
waives any claim or defense against Landlord with respect to any of the
foregoing matters.
-12-
(d) Landlord hereby assigns to Tenant, without recourse or
warranty whatsoever, in conjunction with Landlord, the right to enforce all
assignable warranties, guaranties, indemnities, causes of action and similar
rights (collectively "Warranties") which Landlord may have against any
manufacturer, seller, engineer, contractor or builder in respect of any Related
Premises. Such assignment shall remain in effect until the expiration or earlier
termination of this Lease (unless Tenant or its affiliate or designee acquires
any Related Premises, in which instance such assignment shall become permanent
and irrevocable with respect to such Related Premises), whereupon such
assignment shall cease and all of the Warranties, guaranties, indemnities and
other rights shall automatically revert to Landlord. In confirmation of such
reversion Tenant shall execute and deliver promptly any certificate of other
document reasonably required by Landlord. Landlord shall also retain the right
to enforce any guaranties upon the occurrence of an Event of Default. Tenant
shall use commercially reasonable efforts to enforce any Warranties for any
structural components at any Related Premises, including but not limited to
general construction, concrete, roofs, lifts, and elevators in accordance with
their respective terms.
(e) LANDLORD AND TENANT AGREE THAT IT IS THEIR MUTUAL INTENT
TO CREATE, AND THAT THIS LEASE CONSTITUTES, A MASTER LEASE WITH RESPECT TO EACH
AND EVERY PARCEL OF LAND, IMPROVEMENTS INCLUDED IN ANY AND ALL OF THE LEASED
PREMISES (WHEREVER LOCATED), THAT THIS LEASE IS NOT INTENDED AND SHALL NOT BE
CONSTRUED TO BE SEPARATE LEASES AND THAT ALL THE TERMS AND CONDITIONS HEREOF
SHALL GOVERN THE RIGHTS AND OBLIGATIONS OF LANDLORD AND TENANT WITH RESPECT
THERETO.
(f) TENANT, ON BEHALF OF ITSELF AND ANY TRUSTEE OR LEGAL
REPRESENTATIVE (UNDER THE FEDERAL BANKRUPTCY CODE OR ANY SIMILAR STATE
INSOLVENCY PROCEEDING) EXPRESSLY ACKNOWLEDGES AND AGREES THAT, NOTWITHSTANDING
THE PROVISIONS OF PARAGRAPH 18 HEREOF OR ANY OTHER PROVISION IN THIS LEASE TO
THE CONTRARY, IT IS THE EXPRESS INTENT OF LANDLORD AND TENANT TO CREATE, AND
THAT THIS LEASE CONSTITUTES, A SINGLE LEASE WITH RESPECT TO EACH AND EVERY
PARCEL OF LAND, IMPROVEMENTS AND EQUIPMENT INCLUDED IN EACH AND ALL OF THE
RELATED PREMISES (WHEREVER LOCATED) AND SHALL NOT BE (OR BE DEEMED TO BE)
DIVISIBLE OR SEVERABLE INTO SEPARATE LEASES FOR ANY PURPOSE WHATSOEVER, AND
TENANT, ON BEHALF OF ITSELF AND ANY SUCH TRUSTEE OR LEGAL REPRESENTATIVE, HEREBY
WAIVES ANY RIGHT TO CLAIM OR ASSERT A CONTRARY POSITION IN ANY ACTION OR
PROCEEDING; IT BEING FURTHER UNDERSTOOD AND AGREED BY TENANT THAT THE
ALLOCATIONS OF ACQUISITION COST AND PERCENTAGE ALLOCATION OF BASIC RENT AS SET
FORTH ON EXHIBIT "E" AND EXHIBIT "F" HEREOF ARE INCLUDED TO PROVIDE A FORMULA
FOR RENT ADJUSTMENT AND LEASE TERMINATION UNDER CERTAIN CIRCUMSTANCES AND AS AN
ACCOMMODATION TO TENANT. ANY EVENT OF DEFAULT HEREUNDER IN CONNECTION WITH ANY
RELATED PREMISES SHALL BE DEEMED TO BE AN EVENT OF DEFAULT WITH RESPECT TO THE
ENTIRE LEASED PREMISES (WHEREVER LOCATED). THE FOREGOING AGREEMENTS AND WAIVERS
BY TENANT IN THIS PARAGRAPH 3(E) ARE MADE AS A MATERIAL
-13-
INDUCEMENT TO LANDLORD TO ENTER INTO THE TRANSACTION CONTEMPLATED BY THIS LEASE
AND THAT, BUT FOR THE FOREGOING AGREEMENTS AND WAIVERS BY TENANT, LANDLORD WOULD
NOT CONSUMMATE THIS LEASE TRANSACTION.
4. Use of Leased Premises; Quiet Enjoyment.
(a) Tenant may occupy and use the Leased Premises for
self-storage and vehicle and equipment rental facilities, incidental repairs of
vehicles available or formerly available for rent in connection with Tenant's
business at any Related Premises, sales of fleet trucks in the ordinary course
of Tenant's business, hitch installations, sale of moving and packing supplies,
sale of propane or sale or rental of propane tanks, office use in connection
with Tenant's business and incidental uses related to any of the foregoing,
provided, however, subject to the terms of Paragraph 21, any subtenant may use
the Leased Premises for any lawful purpose (so long as no such subtenant's use
requires a change of use or zoning classification or a zoning variance, or
precludes the return to the primary uses first identified above at any time in
the future). Tenant shall not use or occupy or permit any of the Leased Premises
to be used or occupied, nor do or permit anything to be done in or on any of the
Leased Premises, in a manner which would or might (i) violate any Law, Legal
Requirement or Permitted Encumbrance, (ii) make void or voidable or cause any
insurer to cancel any insurance required by this Lease, or make it difficult or
impossible to obtain any such insurance at commercially reasonable rates, (iii)
make void or voidable, cancel or cause to be cancelled or release any of the
Warranties, (iv) cause structural injury to any of the Improvements or (v)
constitute a public or private nuisance or waste.
(b) Subject to the provisions hereof, so long as no Event of
Default has occurred and is continuing, Tenant shall quietly hold, occupy and
enjoy the Leased Premises throughout the Term, without any hindrance, ejection
or molestation by Landlord with respect to matters that arise after the date
hereof, provided that Landlord or its agents may enter upon and examine any of
the Leased Premises at such reasonable times as Landlord may select and upon
reasonable prior written notice to Tenant (except in the case of an emergency
involving the imminent threat of loss of life or serious bodily harm or injury
to persons or any material loss of or damage to property, in which event no
notice shall be required) for the purpose of inspecting the Leased Premises,
verifying compliance or non-compliance by Tenant with its obligations hereunder
and the existence or non-existence of an Event of Default or event which with
the passage of time and/or notice would constitute an Event of Default, showing
the Leased Premises to prospective Lenders and purchasers and taking such other
action with respect to the Leased Premises as is permitted by any provision
hereof.
(c) In no event shall any portion of the Leased Premises be
used or occupied or permitted to be used or occupied by Tenant (or any subtenant
or other occupant) without the express prior written consent of Landlord, which
may be granted or withheld in its sole discretion, for any of the following
purposes: (i) any nightclub, bar or discotheque; (ii) any adult bookstore or
video shop, nude or semi-nude or "adult" entertainment establishment or any
lewd, obscene or pornographic purpose; (iii) any store in which a material
portion of the inventory is not available for sale or rental to children under
18 years of age because such inventory explicitly deals with, relates to, or
depicts human sexuality, or in which any of the
-14-
inventory constitutes drug paraphernalia of the kind associated with or sold by
so-called "head shops"; (iv) any dumping, disposing, incineration or reduction
of garbage (exclusive of appropriately screened dumpsters and/or recycling bins
and garbage disposal in the ordinary course of business); (v) any mortuary; (vi)
any fire sale, bankruptcy sale (unless pursuant to a court order) or auction
house operation; (vii) any gas station (provided, however, the sale of propane
or the sale or rental of propane tanks shall be permitted subject to applicable
Laws; (viii) any central laundry or dry cleaning plant or laundromat; (ix) any
automobile, truck, trailer or RV sales (except as expressly permitted in
Paragraph 4(a) above); (x) any "flea market", secondhand, surplus or other
"off-price" or deep discount store (provided that the sale of secondhand goods
at the Related Premises in Key Largo, Florida consistent with practices in
effect as of the date of this Lease shall be permitted to continue); (xi) any
gambling or off-track betting operation, or (xii) any massage parlor or
carnival. Notwithstanding the foregoing, the sale by Tenant (or its Affiliates
or Manager) of items abandoned by self-storage customers or in connection with
any lien sale conducted in accordance with applicable Laws shall not be
prohibited hereby.
(d) Tenant covenants and agrees, as a material inducement to
Landlord's agreement to enter into this Lease, that at all times during the
Term, each Related Premises shall be operated by a Qualified Manager pursuant to
a Management Agreement approved by Landlord and Lender. Tenant shall not be
permitted to amend, modify or waive any provision of any approved Management
Agreement without having received the prior written consent of Landlord and
Lender (if applicable), provided Landlord agrees that its consent shall not be
unreasonably withheld, conditioned or delayed with respect to any immaterial
amendment, modification or waiver if Lender's consent is not required for such
modification, amendment or waiver pursuant to any Loan Documents. Any Management
Agreement shall be assigned to Landlord and, while any Loan remains outstanding,
Lender and Tenant covenant and agree to execute (and cause any such Qualified
Manager to execute) such agreements, consents and acknowledgments as may be
requested by Landlord from time to time to evidence the foregoing. Any
Management Agreement and any Qualified Manager's interest thereunder shall be
subordinate to Landlord's fee interest in the Leased Premises, this Lease and
any Mortgage or other security instrument hereafter placed upon the Leased
Premises and to any and all advances made or to be made thereunder, to the
interest thereon, and all renewals, replacements and extensions thereof.
Notwithstanding the foregoing, so long as the Tenant first named herein is the
Tenant under this Lease, the Leased Premises may be self-managed by Tenant or a
subtenant that qualifies as a Qualified Manager pursuant to clause '(a)' of the
definition of Qualified Manager, and such management may be performed without
the need for a Management Agreement.
5. Term.
(a) Subject to the provisions hereof, Tenant shall have and
hold the Leased Premises for an initial term (such term, as extended or renewed
in accordance with the provisions hereof, being called the "Term") commencing on
the date hereof (the "Commencement Date") and ending on the last day of the one
hundred twentieth (120th) calendar month next following the date hereof (the
"Expiration Date").
-15-
(b) Provided that if, on or prior to the Expiration Date or
any other Renewal Date (as hereinafter defined) this Lease shall not have been
terminated pursuant to any provision hereof, then on the Expiration Date and on
the tenth (10th) anniversary of the Expiration Date (each of the Expiration Date
and such anniversary being referred to herein as a "Renewal Date"), the Term
shall be deemed to have been automatically extended for an additional period of
ten (10) years (each such extension, a "Renewal Term"), unless Tenant shall
notify Landlord in writing at least twelve (12) months prior to the next Renewal
Date (the "Non-Renewal Notice Deadline") that Tenant is terminating this Lease
as of the next Renewal Date, provided, however, Landlord shall deliver written
notice (the "Automatic Renewal Notice") to Tenant of the upcoming automatic
renewal of the Term by hand or registered or certified mail at least fifteen
(15) and not more than thirty (30) days prior to the Non-Renewal Notice
Deadline, and, if such Automatic Renewal Notice is not timely delivered, then,
the Non-Renewal Notice Deadline shall be automatically extended to that date
that is fifteen (15) days after the date Landlord gives the Automatic Renewal
Notice. Any such extension of the Term shall be subject to all of the provisions
of this Lease, as the same may be amended, supplemented or modified (except that
Tenant shall not have the right to any additional Renewal Terms).
Notwithstanding anything to the contrary herein, upon the occurrence of a Lease
Assumption Event, the Term of this Lease shall automatically become co-terminus
with the Term of the Mercury Lease.
(c) If Tenant does not exercise its option pursuant to
Paragraph 5(b) to have the Term extended, or at any time that an Event of
Default occurs and is continuing, Landlord shall have the right during the
remainder of the Term then in effect and, in any event, Landlord shall have the
right during the last year of the Term, to (i) advertise the availability of any
of the Leased Premises for sale or reletting and to erect upon any of the Leased
Premises signs indicating such availability and (ii) show any of the Leased
Premises to prospective purchasers or tenants or their agents at such reasonable
times as Landlord may select.
6. Basic Rent. Tenant shall pay to Landlord, as annual rent for the
Leased Premises during the Term, the amounts determined in accordance with
Exhibit "D" hereto ("Basic Rent") payable in advance for the next following
three calendar months (i.e. the Basic Rent payment due on June 25, 2004 shall
cover the period commencing on July 1, 2004 through and including the last day
of September 2004), commencing on the twenty-fifth day of June, 2004, and
continuing on the same day of each September, December, March and June
thereafter during the Term (each such day being a "Basic Rent Payment Date").
Each such rental payment shall be made in immediately available Federal Funds,
at Landlord's sole discretion, (a) to Landlord at its address set forth above
and/or to such one or more other Persons, at such addresses and in such
proportions as Landlord may direct by not less than fifteen (15) days' prior
written notice to Tenant, and (b) by certified or bank check, or by wire
transfer. Basic Rent for the period commencing on the date of this Lease and
ending on June 30, 2004 shall be paid by Tenant upon the execution and delivery
of this Lease.
7. Additional Rent.
(a) Tenant shall pay and discharge, as additional rent
(collectively, "Additional Rent"):
-16-
(i) except as otherwise specifically provided herein,
all costs and expenses of Tenant, Landlord and any other Persons specifically
referenced herein which are incurred in connection or associated with (A) the
ownership, use, non-use, occupancy, monitoring, possession, operation,
condition, design, construction, maintenance, alteration, repair or restoration
of any of the Leased Premises, (B) the performance of any of Tenant's
obligations under this Lease, (C) any sale or other transfer of any of the
Leased Premises to Tenant under this Lease, including costs and expenses
incurred in connection with the payment of a Prepayment Premium, (D) any
Condemnation proceedings, (E) the adjustment, settlement or compromise of any
insurance claims involving or arising from any of the Leased Premises, (F) the
exercise or enforcement by Landlord, its successors and assigns, of any of its
rights under this Lease, (G) any amendment to or modification or termination of
this Lease made at the request of Tenant, (H) Costs of Landlord incurred in
connection with the preparation, negotiation and execution of this Lease, or
incurred in connection with any act undertaken by Landlord (or its counsel) at
the request of Tenant, or incurred in connection with any act of Landlord
performed on behalf of Tenant, (I) the reasonable Costs of Landlord incurred in
connection with any act undertaken by Landlord at the request of Tenant or
Tenant's failure to act promptly in an emergency situation, (J) an
administrative fee of $5,000 (the "Administrative Fee") to defer the internal
costs of Landlord with respect to each applicable Related Premises in connection
with Tenant's exercise of its rights under Paragraphs 36 or 37 hereof, provided
that (x) the total amount of Administrative Fees payable in any Lease Year shall
not exceed $150,000 in the aggregate for the Leased Premises and (y) no
Administrative Fee shall be payable in connection with any exercise by Tenant's
of its rights under Paragraphs 36 or 37 hereof if the Administrative Fee is paid
by Mercury under the Mercury Lease in connection with such transaction, and (L)
any other items specifically required to be paid by Tenant under this Lease;
(ii) after the date all or any portion of any
installment of Basic Rent is due and not paid by the applicable Basic Rent
Payment Date, an amount (the "Late Charge") equal to the lesser of (x) $15,000
and (y) five percent (5%) of the amount of such unpaid installment or portion
thereof to reimburse Landlord for its cost and inconvenience incurred as a
result of Tenant's delinquency; provided, however, that with respect to the
first late payment of all or any portion of any installment of Basic Rent in any
Lease Year, the Late Charge shall not be due and payable unless the Basic Rent
has not been paid within five (5) days' following the due date thereof. To the
extent the Tenant has timely deposited funds sufficient to pay Basic Rent then
due hereunder into a lockbox established for the benefit of Landlord and/or
Lender, the failure or delay of the transfer of such funds to Landlord shall not
entitle Landlord to a Late Charge or to declare a default hereunder;
(iii) to the extent in excess of amounts collected by
Landlord under item (iv) below, a sum equal to any additional sums (excluding
the repayment of principal under a Loan but including any late charge in excess
of the amount payable under clause (ii) above for that portion of the Basic Rent
paid to the Lender as scheduled installments of principal and interest, default
penalties, interest in excess of amounts payable under clause (iv) below for
that portion of the Basic Rent paid to the Lender as scheduled installments of
principal and interest, and fees of Lender's counsel) which are payable by
Landlord to any Lender under any Note by reason of Tenant's late payment or
non-payment of Basic Rent or by reason of an Event of Default; and
-17-
(iv) interest at the rate (the "Default Rate") of four
percent (4%) over the Prime Rate per annum on the following sums until paid in
full: (A) any and all installments of Basic Rent and/or any amounts of
Additional Rent (other than as described in clause (B) herein below) not paid
prior to the expiration of any applicable notice and cure period, (B) all
overdue amounts of Additional Rent relating to obligations which Landlord shall
have paid on behalf of Tenant, from the date of payment thereof by Landlord.
(b) Tenant shall pay and discharge (i) any Additional Rent
referred to in Paragraph 7(a)(i) when the same shall become due, provided that
amounts which are billed to Landlord or any third party, but not to Tenant,
shall be paid within thirty (30) days after Landlord's demand for payment
thereof, and (ii) any other Additional Rent, within thirty (30) days after
Landlord's demand for payment thereof.
(c) In no event shall amounts payable under Paragraph
7(a)(ii), (iii) and (iv) or elsewhere in this Lease exceed the maximum amount
permitted by applicable Law.
8. Net Lease: Non-Terminability.
(a) This is a net lease and all Monetary Obligations shall be
paid without notice or demand (except as otherwise expressly provided herein
with respect to any specific Monetary Obligation) and without set-off,
counterclaim, recoupment, abatement, suspension, deferment, diminution,
deduction, reduction or defense (collectively, a "Set-Off).
(b) This Lease and the rights of Landlord and the obligations
of Tenant hereunder shall not be affected by any event or for any reason or
cause whatsoever foreseen or unforeseen.
(c) The obligations of Tenant hereunder shall be separate and
independent covenants and agreements, all Monetary Obligations shall continue to
be payable in all events (or, in lieu thereof, Tenant shall pay amounts equal
thereto), and the obligations of Tenant hereunder shall continue unaffected
unless the requirement to pay or perform the same shall have been terminated
pursuant to an express provision of this Lease. The obligation to pay Rent or
amounts equal thereto shall not be affected by any collection of rents by any
governmental body pursuant to a tax lien or otherwise, even though such
obligation results in a double payment of Rent. All Rent payable by Tenant
hereunder shall constitute "rent" for all purposes (including Section 502(b)(6)
of the Federal Bankruptcy Code).
(d) Except as otherwise expressly provided herein, Tenant
shall have no right and hereby waives all rights which it may have under any Law
(i) to quit, terminate or surrender this Lease or any of the Leased Premises, or
(ii) to any Set-Off of any Monetary Obligations.
9. Payment of Impositions.
(a) Tenant shall, before interest or penalties are due
thereon, pay and discharge all taxes (including real and personal property,
franchise, sales, use, gross receipts and rent taxes), all charges for any
easement or agreement maintained for the benefit of any of the Leased Premises,
all assessments and levies, all permit, inspection and license fees, all rents
and
-18-
charges for water, sewer, utility and communication services relating to any of
the Leased Premises, all ground rents and all other public charges whether of a
like or different nature, even if unforeseen or extraordinary, imposed upon or
assessed against (i) Tenant, (ii) Tenant's possessory interest in the Leased
Premises, (iii) any of the Leased Premises, or (iv) Landlord as a result of or
arising in respect of the acquisition, ownership, occupancy, leasing, use or,
possession of any of the Leased Premises, any activity conducted on any of the
Leased Premises, or the Rent (collectively, the "Impositions"); provided, that
nothing herein shall obligate Tenant to pay (A) income, excess profits or other
taxes of Landlord (or Lender) which are determined on the basis of Landlord's
(or Lender's) net income or net worth (unless such taxes are in lieu of or a
substitute for any other tax, assessment or other charge upon or with respect to
the Leased Premises which, if it were in effect, would be payable by Tenant
under the provisions hereof or by the terms of such tax, assessment or other
charge), (B) any estate, inheritance, succession, gift or similar tax imposed on
Landlord, (C) any capital gains tax imposed on Landlord in connection with the
sale of the Leased Premises to any Person or (D) any Costs incurred by Landlord
or any Indemnitee as a result of and to the extent of any Indemnitee's
negligence acts (but not omissions, unless such omissions constitute gross
negligence) or willful misconduct. Landlord shall have the right to require
Tenant to pay, together with scheduled installments of Basic Rent, the amount of
the gross receipts or rent tax, if any, payable with respect to the amount of
such installment of Basic Rent. If any Imposition may be paid in installments
without interest or penalty, Tenant shall have the option to pay such Imposition
in installments; in such event, Tenant shall be liable only for those
installments which accrue or become due and payable during the Term. Tenant
shall prepare and file all tax reports required by governmental authorities
which relate to the Impositions. If at any time during the Term Tenant shall be
paying Taxes directly to the applicable taxing authority (and not by way of a
servicer arranged by a party other than Tenant), then within ten (10) days after
Landlord's request therefor, Tenant shall deliver to Landlord, (x) receipts for
payment of all taxes required to be paid by Tenant hereunder within thirty (30)
days after the due date thereof and (y) receipts for payment of all other
Impositions. Tenant shall, in any event, deliver to Landlord copies of all
settlements and all notices pertaining to the non-payment, late payment or
change in Impositions which may be issued by any governmental authority within
ten (10) days after Tenant's receipt thereof unless such settlement or notice
indicates that a copy of such settlement or notice has been sent directly to
Landlord and/or Lender. Tenant and Landlord agree that they shall each cooperate
with the other with respect to the delivery of such notices and/or requests as
may be required by each applicable local taxing authority in order to cause each
such local taxing authority to send all real estate tax bills and assessments
applicable to the corresponding Related Premises to the Tenant's tax servicer
(which tax servicer shall be the same tax servicer as designated by Mercury
under the Mercury Lease) and to send copies of all such tax bills be sent to
Landlord's tax servicer; provided, however, that the failure of any such taxing
authority to send to any such bills to the Tenant's tax servicer shall not
mitigate any obligation of Tenant to pay such taxes and/or assessments before
delinquency and/or interest or penalties are due thereon.
(b) Following the occurrence of an Event of Default, or if
Landlord is required by a Lender, Tenant shall pay to Landlord such amounts
(each an "Escrow Payment") monthly or as required by such Lender (but not more
often than monthly) so that there shall be in an escrow account an amount
sufficient to pay the Escrow Charges (as hereinafter defined) as they become
due. As used herein, "Escrow Charges" shall mean real estate taxes and
assessments on or with respect to the Leased Premises or payments in lieu
thereof and premiums
-19-
on any insurance required by this Lease and any reserves for capital
improvements, replacements, deferred maintenance or repairs required by any
Lender. Landlord shall determine the amount of the Escrow Charges (it being
agreed that if required by a Lender, such amount shall equal any corresponding
escrow installments required to be paid by Landlord) and the amount of each
Escrow Payment. To the extent held by Landlord, the Escrow Payments shall not be
commingled with other funds of Landlord or other Persons. Neither Landlord nor
Lender shall be required to deposit any Escrow Payments into an interest bearing
account, however, in the event any Escrow Payments are deposited into an
interest bearing account, the interest earned thereon shall accrue to the
benefit of Tenant, and, to the extent actually paid to Landlord, shall be paid
over to Tenant. Landlord shall apply the Escrow Payments to the payment of the
Escrow Charges in such order or priority as Landlord shall determine or as
required by law. If at any time the Escrow Payments theretofore paid to Landlord
shall be insufficient for the payment of the Escrow Charges, Tenant, within ten
(10) days after Landlord's demand therefor, shall pay the amount of the
deficiency to Landlord. Notwithstanding the foregoing, Landlord and Tenant agree
that Tenant shall make (or cause to be made) on the Commencement Date payment of
the initial tax and insurance escrow deposit in an amount reasonably determined
on the Commencement Date by Landlord or Lender with respect to the Combined
Property (the "Initial Tax/Insurance Deposit") required by the Initial Lender
for and on behalf of Tenant, and that from and after the date of this Lease,
Tenant shall make (or cause to be made) Escrow Payments (to Landlord, Lender or
a tax service or loan servicer, as directed by Landlord) for real estate taxes
and assessments (or payments in lieu thereof) on or with respect to the Leased
Premises for which Tenant is otherwise responsible under the terms of this
Lease, monthly, in an amount equal to one-twelfth (1/12) of the annual estimated
real estate taxes and assessments and insurance premiums with respect to the
insurance required to be maintained pursuant to Paragraph 16 for the Leased
Premises for the applicable Lease Year (or fiscal tax year, if different), as
reasonably determined by Landlord and confirmed by Lender. Subject to the terms
and conditions of the Loan Documents, Landlord shall direct such tax service or
loan servicer to utilize the Initial Tax/Insurance Deposit and such Escrow
Payments to pay the applicable real estate taxes and assessments and insurance
premiums for each Related Premises as and when such amounts are due and payable.
In addition, Tenant shall make (or cause to be made) on the Commencement Date
payment of the initial replacement escrow deposit in the amount of $400,000 and
so long as the Initial Loan remains outstanding and no Event of Default occurs,
Tenant shall not be required to pay ongoing replacement reserves. Provided that
no Event of Default then exists, any remaining balance of the Escrow Payments
shall be promptly returned to Tenant (or to such other Person as Tenant shall
direct in writing) upon the expiration or earlier termination of the Term or
earlier termination of the requirement to make Escrow Payments. Tenant's
obligation to pay Escrow Payments pursuant to this Paragraph 9(b) shall be
without duplication or any Escrow Payments previously paid by Mercury under the
Mercury Lease with respect to the Leased Premises hereunder for the same period.
10. Compliance with Laws and Easement Agreements; Environmental
Matters.
(a) Tenant shall, at its expense, comply with and conform to,
and cause the Leased Premises and any other Person occupying any part of the
Leased Premises to comply with and conform to all Insurance Requirements, in all
material respects, and Legal Requirements (including all applicable
Environmental Laws). Tenant shall not at any time (i)
-20-
cause, permit or suffer to occur any Environmental Violation or (ii) permit any
sublessee, assignee or other Person occupying the Leased Premises under or
through Tenant to cause, permit or suffer to occur any Environmental Violation
and, at the request of Landlord or Lender, Tenant shall promptly remediate or
undertake any other appropriate response action to correct any existing
Environmental Violation, however immaterial, and (iii) without the prior written
consent of Landlord and Lender, permit any drilling or exploration for or
extraction, removal, or production of any minerals from the surface or the
subsurface of the Land, regardless of the depth thereof or the method of mining
or extraction thereof. Any and all reports prepared for or by Landlord with
respect to the Leased Premises shall be for the sole benefit of Landlord and
Lender and no other Person shall have the right to rely on any such reports;
provided that nothing herein shall be deemed to prevent Tenant from obtaining a
copy thereof, or from requesting the preparer of such reports to separately
address an additional copy of such report or a reliance letter to Tenant.
Landlord agrees that any remediation that Tenant may be required to undertake
during the Term for any Environmental Violation shall be based upon remediation
standards appropriate for commercial facilities or commercial uses under
applicable Environmental Laws; provided, however, that after the expiration of
the Term or the earlier termination of this Lease until the applicable Related
Premises has been either sold or entirely re-let, Landlord shall have the right,
if required by any prospective purchaser or tenant, to require Tenant to
undertake additional remediation to the clean-up level standards applicable to
any uses then permitted under applicable Legal Requirements (including, without
limitation, any zoning ordinances) where the Related Premises is located if such
standards are more stringent than the applicable remediation standards for
commercial facilities.
(b) Tenant, at its sole cost and expense, will at all times
promptly and faithfully abide by, discharge and perform all of the covenants,
conditions and agreements contained in any Easement Agreement on the part of
Landlord or the occupier to be kept and performed thereunder. Tenant will not
alter, modify, amend or terminate any Easement Agreement, give any consent or
approval thereunder, or enter into any new Easement Agreement without, in each
case, prior written consent of Landlord. Notwithstanding the foregoing, provided
that no Event of Default shall have occurred and be continuing, Landlord hereby
agrees to consent in each instance to the following actions by the Tenant at the
Tenant's sole cost and expense: (a) the granting of easements, licenses, rights
and privileges in the nature of easements reasonably necessary or desirable for
the use, repair, or maintenance of any Related Premises as herein provided; (b)
the release of existing easements or other rights in the nature of easements
which are for the benefit of any Related Premises (c) the execution of
amendments to any covenants and restrictions affecting any Related Premises;
provided, however, that, in each case, (i) such grant, release, dedication,
transfer or amendment does not materially lessen or impair the value, utility or
remaining useful life of the applicable Related Premises, (ii) such grant,
release, dedication, transfer or amendment that in the Tenant's judgment is
reasonably necessary in connection with the use, maintenance, alteration or
improvement of the applicable Related Premises (iii) such grant, release,
dedication, transfer or amendment will not cause the Related Premises or any
portion thereof to fail to comply with the provision of this Lease and all
applicable Laws (including, without limitation, all applicable zoning, planning,
building and subdivision ordinances, all applicable restrictive covenants and
all applicable architectural approval requirements); (iv) all governmental
consents or approvals required prior to such grant, release, dedication,
transfer, annexation or amendment have been obtained, and all filings required
prior to such action have been made; (v) the Tenant shall remain obligated under
this
-21-
Lease in accordance with its terms, as though such grant, release, dedication,
transfer or amendment had not been affected and (vi) the Tenant shall pay and
perform any obligations of the Landlord under such grant, release, dedication,
transfer or amendment. Landlord shall within fifteen (15) days of written
request by Tenant, execute any consent or instrument reasonably required by
Tenant with respect to any of the documents described in the proceeding
sentence. Tenant shall conform to and comply with each O & M Plan, if any,
applicable to the Leased Premises or any Related Premises.
(c) Upon prior written notice from Landlord, Tenant shall
permit such persons as Landlord may designate ("Site Reviewers") to visit the
Leased Premises during normal business hours and in a manner which does not
unreasonably interfere with Tenant's operations and perform, environmental site
investigations and assessments ("Site Assessments") on the Leased Premises in
any of the following circumstances: (i) in connection with any sale, financing
or refinancing of the Leased Premises, (ii) within the six month period prior to
the expiration of the Term, (iii) if required by Lender pursuant to terms of the
Initial Loan Agreement or any other credit facility to which Landlord is bound,
(iv) if an Event of Default exists, or (v) at any other time that, in the
reasonable opinion of Landlord or Lender, a reasonable basis exists to believe
that an Environmental Violation or any condition that could reasonably be
expected to result in any Environmental Violation exists. Such Site Assessments
may include both above and below the ground testing for Environmental Violations
and such other tests as may be necessary, in the opinion of the Site Reviewers,
to conduct the Site Assessments. Tenant shall supply to the Site Reviewers such
historical and operational information within Tenant's possession or control
regarding the Leased Premises as may be reasonably requested by the Site
Reviewers to facilitate the Site Assessments, and shall make available for
meetings with the Site Reviewers appropriate personnel having knowledge of such
matters. The Costs of performing and reporting Site Assessments under clause (i)
(if the sale is to Tenant or any affiliate or designee of Tenant), under clause
(ii) (but only one time), and under clauses (iv) and (v) (if any Environmental
Violation is discovered as a result of such Site Assessment) shall be paid by
Tenant, and in all other instances the cost of performing and reporting Site
Assessments shall be paid by Landlord.
(d) If an Environmental Violation occurs or is found to exist
and, in Landlord's reasonable determination (based, in good faith, upon a report
or opinion of an environmental consultant), the cost of remediation of, or other
response action with respect to, the same is likely to exceed the Threshold
Amount, Tenant shall provide to Landlord, within ten (10) days after Landlord's
request therefor, adequate financial assurances that Tenant will effect such
remediation in accordance with applicable Environmental Laws. Such financial
assurances shall be a bond or letter of credit or cash reserve held by Landlord
satisfactory to Landlord and in form and substance and in an amount equal to or
greater than Landlord's reasonable estimate (but such amount shall not exceed
150% of the estimated cost of remediation), based upon a Site Assessment
performed pursuant to Paragraph 10(c), of the anticipated cost of such remedial
action.
(e) Notwithstanding anything to the contrary contained herein,
the mere presence of propane and or propane tanks at any Related Premises shall
not constitute an Event of Default hereunder, provided and so long as such
propane and/or tanks are in quantities
-22-
consistent with Tenant business at such Related Premises and are sold,
dispensed, maintained, stored, handled and disposed of in accordance with all
applicable Laws
(f) If Tenant fails to comply with any requirement of any
Environmental Law in connection with any Environmental Violation which occurs or
is found to exist, Landlord shall have the right (but no obligation) to take any
and all actions as Landlord shall deem necessary or advisable in order to cure
such Environmental Violation.
(g) Tenant shall notify Landlord immediately after becoming
aware of any Environmental Violation (or alleged Environmental Violation) or
noncompliance with any of the covenants contained in this Paragraph 10 and shall
forward to Landlord immediately upon receipt thereof copies of all orders,
reports, notices, permits, applications or other communications relating to any
such violation or noncompliance.
(h) All future leases, subleases or concession agreements
relating to the Leased Premises entered into by Tenant shall contain covenants
of the other party thereto which are identical to the covenants contained in
Paragraph 10(a) or shall incorporate such provisions by reference.
(i) So long as no Event of Default has occurred and is then
continuing, Tenant shall have the right together with Landlord and Lender, to
negotiate with governmental authorities regarding the extent and methodology of
remediation or cure of any Environmental Violation. Landlord shall, upon the
receipt of a written request from Tenant, execute such documents or instruments
reasonably and customarily required by any applicable governmental authority
with respect to remediation of an Environmental Violation provided the execution
of such documents or instruments could not and will not cause Landlord and/or
Lender to incur any additional liability, cost or expense.
(j) Tenant shall comply with the terms and conditions of
Exhibit "H" attached hereto.
11. Liens; Recording.
(a) Tenant shall not, directly or indirectly, create or permit
to be created or to remain and shall promptly discharge or remove any lien, levy
or encumbrance on any of the Leased Premises or on any Rent or any other sums
payable by Tenant under this Lease, other than any Mortgage or Assignment, the
Permitted Encumbrances and any mortgage, lien, encumbrance or other charge
created by or to the extent resulting from any act or omission of any
Indemnitee. NOTICE IS HEREBY GIVEN THAT LANDLORD SHALL NOT BE LIABLE FOR ANY
LABOR, SERVICES OR MATERIALS FURNISHED OR TO BE FURNISHED TO TENANT OR TO ANYONE
HOLDING OR OCCUPYING ANY OF THE LEASED PREMISES THROUGH OR UNDER TENANT, AND
THAT NO MECHANICS' OR OTHER LIENS FOR ANY SUCH LABOR, SERVICES OR MATERIALS
SHALL ATTACH TO OR AFFECT THE INTEREST OF LANDLORD IN AND TO ANY OF THE LEASED
PREMISES. LANDLORD MAY AT ANY TIME POST ANY NOTICES ON THE LEASED PREMISES
REGARDING SUCH NON-LIABILITY OF LANDLORD.
-23-
(b) Landlord and Tenant shall execute, deliver and record,
file or register (collectively, "record") at Tenant's expense a memorandum or
short form instrument of this Lease in such manner and in such places as may be
required or permitted by any present or future Law in order to give record
notice of this Lease.
12. Maintenance and Repair.
(a) Tenant shall at all times maintain each Related Premises
and the Appurtenances in as good repair and appearance as each is in on the date
hereof and fit to be used for their intended use and consistent with the
practices generally recognized as then acceptable by other companies in its
industry and, in any event, as least as good as those observed by the prior
owner or operator of the Leased Premises immediately preceding the date of this
Lease, and, in the case of the Equipment, in as good mechanical condition as it
was on the later of the date hereof or the date of its installation, except for
ordinary wear and tear. Tenant shall take every other action reasonably
necessary or appropriate for the preservation and safety of each Related
Premises. Tenant shall promptly make all Alterations of every kind and nature,
whether foreseen or unforeseen, which may be required to comply with the
foregoing requirements of this Paragraph 12(a). Landlord shall not be required
to make any Alteration, whether foreseen or unforeseen, or to maintain any of
the Related Premises or Appurtenances in any way, and Tenant hereby expressly
waives any right which may be provided for in any Law now or hereafter in effect
to make Alterations at the expense of Landlord or to require Landlord to make
Alterations. Any Alteration made by Tenant pursuant to this Paragraph 12 shall
be made in conformity with the provisions of Paragraph 13.
(b) If any Improvement, now or hereafter constructed, shall
(i) encroach upon any setback or any property, street or right-of-way adjoining
any of the Leased Premises, (ii) violate the provisions of any restrictive
covenant affecting any of the Leased Premises, (iii) hinder or obstruct any
easement or right-of-way to which any of the Leased Premises is subject or (iv)
impair the rights of others in, to or under any of the foregoing, Tenant shall,
promptly after receiving notice or otherwise acquiring knowledge thereof, either
(A) obtain from all necessary parties waivers or settlements of all claims,
liabilities and damages resulting from each such encroachment, violation,
hindrance, obstruction or impairment, whether the same shall affect Landlord,
Tenant or both, or (B) take such action as shall be necessary to remove all such
encroachments, hindrances or obstructions and to end all such violations or
impairments, including, if necessary, making Alterations.
13. Alterations and Improvements.
(a) Tenant shall have the right, without having obtained the
prior written consent of Landlord or Lender and provided that no Event of
Default then exists, (i) to make Alterations or a series of related Alterations
that, as to any such Alterations or series of related Alterations, do not cost
in excess of the Threshold Amount with respect to any Related Premises and (ii)
to install Equipment in the Improvements or accessions to the Equipment that, as
to such Equipment or accessions, do not cost in excess of the Threshold Amount,
so long as at the time of construction or installation of any such Equipment or
Alterations no Event of Default exists and the value and utility of the Leased
Premises is not diminished thereby. If the cost of any Alterations, series of
related Alterations, Equipment or accessions thereto is in excess of the
-00-
Xxxxxxxxx Xxxxxx, then the prior written approval of Landlord shall be required
in each instance, such approval not to be unreasonably withheld or delayed.
Tenant shall not construct any new buildings, or raise or demolish any then
existing buildings (other than in connection with the restoration of the
applicable Improvements following a casualty or condemnation in accordance with
Paragraphs 17 and 19), upon any Related Premises without the prior written
consent of Landlord which consent may be granted or withheld in its sole
discretion. Landlord shall have the right to require Tenant to remove any
Alterations at the expiration of the Term or earlier termination of this Lease
(A) constructed in violation of the terms of this Lease or (B) in excess of the
Threshold Amount and for which Landlord has not agreed in writing may remain at
the applicable Related Premises prior to or as a part of granting its approval
thereto.
(b) If Tenant makes any Alterations pursuant to this Paragraph
13 or as required by Paragraph 12 or 17 (such Alterations and actions being
hereinafter collectively referred to as "Work"), then (i) the market value of
the Leased Premises shall not be lessened by any such Work or its usefulness
impaired, (ii) all such Work shall be performed by Tenant in a good and
workmanlike manner, (iii) all such Work shall be completed diligently and in
compliance with all Legal Requirements, (iv) all such Work shall comply with the
requirements of all insurance policies required to be maintained by Tenant
hereunder, (v) if any such Work involves the replacement of Equipment or parts
thereto, all replacement Equipment or parts shall have a value and useful life
equal to the greater of (A) the value and useful life on the date hereof of the
Equipment being replaced or (B) the value and useful life of the Equipment being
replaced immediately prior to the occurrence of the event which required its
replacement (assuming such replaced Equipment was then in the condition required
by this Lease), (vi) Tenant shall promptly discharge or remove all liens filed
against any of the Leased Premises arising out of such Work, (vii) Tenant shall
procure and pay for all permits and licenses required in connection with any
such Work, (viii) all such Work shall be the property of Landlord and shall be
subject to this Lease, and Tenant shall execute and deliver to Landlord any
document requested by Landlord evidencing the assignment to Landlord of all
estate, right, title and interest (other than the leasehold estate created
hereby) of Tenant or any other Person thereto or therein, and (ix) Tenant shall
comply, to the extent requested by Landlord or required by this Lease, with the
provisions of Paragraphs 12(a) and 19(a), whether or not such Work involves
restoration of the Leased Premises.
14. Permitted Contests. Notwithstanding any other provision of this
Lease, Tenant shall not be required to (a) pay any Imposition, (b) comply with
any Legal Requirement, (c) discharge or remove any lien referred to in Paragraph
11 or 13 or (d) take any action with respect to any encroachment, violation,
hindrance, obstruction or impairment referred to in Paragraph 12(b) (such
non-compliance with the terms hereof being hereinafter referred to collectively
as "Permitted Violations") and may dispute or contest the same, so long as at
the time of such non-compliance no Event of Default exists and so long as Tenant
shall contest, in good faith, the existence, amount or validity thereof, the
amount of the damages caused thereby, or the extent of its or Landlord's
liability therefor by appropriate proceedings which shall operate during the
pendency thereof to prevent or stay (i) the collection of, or other realization
upon, the Permitted Violation so contested, (ii) the sale, forfeiture or loss of
any of the Leased Premises or any Rent to satisfy or to pay any damages caused
by any Permitted Violation, (iii) any interference with the use or occupancy of
any of the Leased Premises, (iv) any interference with the payment of any Rent,
(v) the cancellation or increase in the rate of any insurance policy or a
-25-
statement by the carrier that coverage will be denied or (vi) the enforcement or
execution of any injunction, order or Legal Requirement with respect to the
Permitted Violation. If requested by Landlord with respect to any Permitted
Violation where the amount in controversy is in excess of the Threshold Amount,
Tenant shall provide Landlord security which is satisfactory, in Landlord's
reasonable judgment, to assure that such Permitted Violation is corrected,
including all Costs, interest and penalties that may be incurred or become due
in connection therewith. While any proceedings which comply with the
requirements of this Paragraph 14 are pending and the required security is held
by Landlord, Landlord shall not have the right to correct any Permitted
Violation thereby being contested unless Landlord is required by Law to correct
such Permitted Violation and Tenant's contest does not prevent or stay such
requirement as to Landlord. Each such contest shall be promptly and diligently
prosecuted by Tenant to a final conclusion, except that Tenant, so long as the
conditions of this Paragraph 14 are at all times complied with, has the right to
attempt to settle or compromise such contest through negotiations. Tenant shall
pay any and all losses, judgments, decrees and Costs in connection with any such
contest and shall, promptly after the final determination of such contest, fully
pay and discharge the amounts which shall be levied, assessed, charged or
imposed or be determined to be payable therein or in connection therewith,
together with all penalties, fines, interest and Costs thereof or in connection
therewith, and perform all acts the performance of which shall be ordered or
decreed as a result thereof. No such contest shall subject Landlord to the risk
of any civil or criminal liability.
15. Indemnification.
(a) Tenant shall pay, protect, indemnify, defend, save and
hold harmless Landlord, Lender and all other Persons described in Paragraph 30
(each an "Indemnitee") from and against any and all liabilities, losses, damages
(including punitive damages), penalties, Costs (including attorneys' fees and
costs), causes of action, suits, claims, demands or judgments of any nature
whatsoever, howsoever caused, without regard to the form of action and whether
based on strict liability, gross negligence, negligence or any other theory of
recovery at law or in equity, arising from (i) any matter pertaining to the
acquisition (or the negotiations leading thereto), ownership, leasing, use,
non-use, occupancy, operation, management, condition, design, construction,
maintenance, repair or restoration of any of the Leased Premises or
Appurtenances, (ii) any casualty in any manner arising from any of the Leased
Premises or Appurtenances, whether or not Indemnitee has or should have
knowledge or notice of any defect or condition causing or contributing to said
casualty, (iii) any violation by Tenant of any provision of this Lease, any
contract or agreement to which Tenant is a party (including any Loan Document
executed by Tenant), any Legal Requirement or any Permitted Encumbrance or any
encumbrance consented to by Tenant or (iv) any alleged, threatened or actual
Environmental Violation, including (A) liability for response costs and for
costs of removal and remedial action incurred by the United States Government,
any state or local governmental unit or any other Person, or damages from injury
to or destruction or loss of natural resources, including the reasonable costs
of assessing such injury, destruction or loss, incurred pursuant to Section 107
of CERCLA, or any successor section or act or provision of any similar state or
local Law, (B) liability for costs and expenses of abatement, correction or
cleanup, fines, damages, response costs or penalties which arise from the
provisions of any of the other Environmental Laws and (C) liability for personal
injury or property damage arising under any statutory or common-law tort theory,
including damages assessed for the maintenance of a
-26-
public or private nuisance or for carrying on of a dangerous activity provided
that none of the foregoing indemnification provisions shall apply to the extent
arising from the negligent acts (but not omissions, unless such omissions
constitute gross negligence) or willful misconduct of any Indemnitee (it being
further acknowledged by the parties hereto that any failure or omission on the
part of Landlord to take any action required to be taken by Tenant pursuant to
the terms of this Lease shall not be deemed to constitute negligence on the part
of Landlord).
(b) In case any action or proceeding is brought against any
Indemnitee by reason of any such claim, (i) Tenant may, except in the event of a
conflict of interest or a dispute between Tenant and any such Indemnitee or
during the continuance of an Event of Default, retain its own counsel and defend
such action (it being understood that Landlord may employ counsel of its choice
to monitor the defense of any such action, the cost of which shall be paid by
Tenant) and (ii) such Indemnitee shall notify Tenant to resist or defend such
action or proceeding by retaining counsel reasonably satisfactory to such
Indemnitee, and such Indemnitee will cooperate and assist in the defense of such
action or proceeding if reasonably requested to do so by Tenant, In the event of
a conflict of interest or dispute or during the continuance of an Event of
Default, Landlord shall have the right to select counsel, and the reasonable
cost of such counsel shall be paid by Tenant.
(c) The obligations of Tenant under this Paragraph 15 shall
survive any termination, expiration or rejection in bankruptcy of this Lease.
THE INDEMNITY SET FORTH IN THIS SECTION 15 SHALL NOT BE IMPAIRED OR AFFECTED BY
ANY NEGLIGENT OMMISSION ON THE PART OF LANDLORD OR ANYONE ACTING BEHALF OF
LANDLORD. IT IS EXPRESSLY AGREED AND UNDERSTOOD THAT THIS LEASE INCLUDES
INDEMNIFICATION PROVISIONS WHICH IN CERTAIN CIRCUMSTANCES COULD INCLUDE AN
INDEMNIFICATION BY TENANT OF LANDLORD FROM CLAIMS OR LOSSES ARISING AS A RESULT
OF LANDLORD'S OWN NEGLIGENT OMMISSIONS.
16. Insurance.
(a) Tenant shall maintain or cause to be maintained the
following insurance on or in connection with the Leased Premises:
(i) Insurance against risk of physical loss or damage to
the Improvements and Equipment as provided under "Special Form" coverage, and
including customarily excluded perils of hail, windstorm, flood coverage (with
respect to any Related Premises any portion of which is within a 100-year flood
plain), earthquake and, to the extent required by Lender, terrorism (subject to
market availability at the time in question), in amounts no less than the actual
replacement cost of the Improvements and Equipment; provided that, if Tenant's
insurance company is unable or unwilling to include any of all of such excluded
perils, Tenant shall have the option of purchasing coverage against such perils
from another insurer on a "Difference in Conditions" form or through a
stand-alone policy. Such policies shall contain Replacement Cost Endorsements
and no co-insurance endorsements and shall contain deductibles not more than
$25,000 per occurrence, except with respect to (A) earthquake, which shall have
a deductible of not more than higher of $250,000 or 5% of the replacement cost
of the applicable Related Premises and (B) windstorm, which shall have a
deductible of not more than
-27-
the higher of $250,000 or 2% of the replacement cost of the applicable Related
Premises. If any of the Improvements constitute a legal non-conforming structure
under applicable building, zoning or land use laws, such policies shall also
include an ordinance or law coverage endorsement which will contain Coverage A:
"Loss Due to Operation of Law" (with a minimum liability limit equal to
Replacement Cost with a waiver of any co-insurance provisions or an Agreed Value
Endorsement), Coverage B: "Demolition Cost" and Coverage C: "Increased Cost of
Construction" coverages.
(ii) Commercial General Liability Insurance (including
but not limited to Incidental Medical Malpractice and Host Liquor Liability),
Umbrella Liability and Non-Owned and Hired Business Automobile Liability
Insurance against claims for personal and bodily injury, death or property
damage occurring on, in or as a result of the use of the Leased Premises, in an
amount not less than $1,000,000 per occurrence and $2,000,000 per
location/annual aggregate with excess liability coverage of $25,000,000 per
occurrence and $50,000,000 general aggregate, on an occurrence based policies,
and all other coverage extensions that are usual and customary for properties of
this size and type provided, however, that the Landlord shall have the right to
require such higher limits as may be reasonable and customary for properties of
this size and type and Customer Goods Liability Insurance in an amount not less
than $500,000 general aggregate.
(iii) Worker's compensation insurance covering all
persons employed by Tenant or Manager in connection with any work done on or
about any of the Leased Premises for which claims for death, disease or bodily
injury may be asserted against Landlord, Tenant or any of the Leased Premises
or, in lieu of such Workers' Compensation Insurance, a program of self-insurance
complying with the rules, regulations and requirements of the appropriate agency
of the State or States in which the Leased Premises are located.
(iv) Comprehensive Boiler and Machinery Insurance on any
of the Equipment or any other equipment on or in the Leased Premises in an
amount not less than $5,000,000 per accident for damage to property. Either such
Boiler and Machinery policy or the All-Risk policy required in (i) above shall
include at least $3,000,000 per incidence for Off-Premises Service Interruption,
Expediting Expenses, Ammonia Contamination, and Hazardous Materials Clean-up
Expense and may contain a deductible not to exceed $25,000.
(v) Business Interruption and Extra Expense Insurance at
limits to cover 100% of losses and/or expenses incurred over the period of
indemnity not less than eighteen (18) months from time of loss including an
extended period of indemnity which provides that after the physical loss to the
Improvements and Equipment has been repaired, the continued loss of income will
be insured until such income either returns to the same level it was at prior to
the loss, or the expiration of six (6) months from the date that such Related
Premises is repaired or replaced and operations are resumed, whichever first
occurs. Such insurance shall name Landlord as loss payee solely with respect to
Rent payable to or for the benefit of the Landlord under this Lease.
(vi) During any period in which substantial Alterations
at any Related Premises are being undertaken, builder's risk insurance covering
the total completed value including any "soft costs" with respect to the
Improvements being altered or repaired (on a
-28-
completed value, non-reporting basis), replacement cost of work performed and
equipment, supplies and materials furnished in connection with such construction
or repair of Improvements or Equipment, together with such "soft cost"
endorsements and such other endorsements as Landlord may reasonably require and
general liability, workers' compensation and automobile liability insurance with
respect to the Improvements being constructed, altered or repaired.
(vii) Such other insurance (or other terms with respect
to any insurance required pursuant to this Paragraph 16, including without
limitation amounts of coverage, deductibles, form of mortgagee clause) on or in
connection with any of the Leased Premises as Landlord or Lender may reasonably
require.
(b) The insurance required by Paragraph 16(a) shall be written
by companies which have a Best's rating of A:X or above and a claims paying
ability rating of A+ (or its equivalent) or better by at least two (2) Rating
Agencies (one of which shall be S&P ) or such other Rating Agencies approved by
Landlord and Lender in their sole discretion and are authorized to write
insurance policies by, the State Insurance Department for the states in which
the Leased Premises are located. Notwithstanding foregoing, an "Umbrella" Policy
issued by Mt. Xxxxxx Insurance Company shall be acceptable to Landlord and
Lender, provided that (i) the ratings assigned to Mt. Xxxxxx Insurance Company
by A.M. Best Company, Inc. do not fall below "A/IX" and (ii) the ratings
assigned to Mt. Xxxxxx Insurance Company by S&P do not fall below "A+". The
insurance policies (i) shall be for such terms as Landlord may reasonably
approve and (ii) shall be in amounts sufficient at all times to satisfy any
coinsurance requirements thereof. The insurance referred to in Paragraphs
16(a)(i), 16(a)(iv) and 16(a)(vi) shall name Landlord as owner and Lender as
loss payee and Tenant as its interest may appear. The insurance referred to in
Paragraph 16(a)(ii) shall name Landlord and Lender as additional insureds, and
the insurance referred to in Paragraph 16(a)(v) shall name Landlord as insured
and Lender and Landlord as loss payee. If said insurance or any part thereof
shall expire, be withdrawn, become void, voidable, unreliable or unsafe for any
reason, including a breach of any condition thereof by Tenant or the failure or
impairment of the capital of any insurer, or if for any other reason whatsoever
said insurance shall become reasonably unsatisfactory to Landlord, Tenant shall
immediately obtain new or additional insurance reasonably satisfactory to
Landlord. Landlord acknowledges that the insurance required to be maintained
pursuant to Paragraph 16(a) shall be carried under a policy or policies insuring
both the Leased Premises demised hereunder and the "Leased Premises" demised
under the Mercury Lease (collectively, the "Combined Property") and the
insurance amounts and deductibles set forth in Paragraph 16(a) reflect the
insurance amounts and deductibles required for the entire Combined Property in
the aggregate, provided, however, that the Business Interruption and Extra
Expense insurance required to be maintained pursuant to Paragraph 16(a)(v),
shall insure the payment of both Rent payable under this Lease and Rent (as that
term is defined in the Mercury Lease) payable under the Mercury Lease.
(c) Each insurance policy referred to in clauses (i), (iv),
(v) and (vi) of Paragraph 16(a) shall contain standard non-contributory
mortgagee clauses in favor of and reasonably acceptable to Lender. Each policy
required by any provision of Paragraph 16(a), except clause (iii) thereof, shall
provide that it may not be cancelled substantially modified or allowed to lapse
on any renewal date except after sixty (60) days' prior notice to Landlord and
Lender. Each such policy shall also provide that any loss otherwise payable
thereunder shall be
-29-
payable notwithstanding (i) any act or omission of Landlord or Tenant which
might, absent such provision, result in a forfeiture of all or a part of such
insurance payment, (ii) the occupation or use of any of the Leased Premises for
purposes more hazardous than those permitted by the provisions of such policy,
(iii) any foreclosure or other action or proceeding taken by Lender pursuant to
any provision of the any Loan Documents upon the happening of an event of
default therein or (iv) any change in title to or ownership of any of the Leased
Premises.
(d) Tenant shall pay as they become due all premiums for the
insurance required by Paragraph 16(a), shall renew or replace each policy and
deliver to Landlord evidence of the payment of the full premium therefor or
installment then due at least thirty (30) days prior to the expiration date of
such policy, and shall promptly deliver to Landlord all original certificates of
insurance or, if required by Lender, original or certified policies.
(e) Anything in this Paragraph 16 to the contrary
notwithstanding, any insurance which Tenant is required to obtain pursuant to
Paragraph 16(a) may be carried under a "blanket" or umbrella policy or policies
covering other properties or liabilities of Tenant, provided that such "blanket"
or umbrella policy or policies otherwise comply with the provisions of this
Paragraph 16 and provided further that Tenant shall provide to Landlord a
Statement of Values which shall be reviewed annually and amended as necessary
based on Replacement Cost Valuations. The original or a certified copy of each
such "blanket" or umbrella policy shall promptly be delivered to Landlord.
(f) Tenant shall have the replacement cost and insurable value
of the Improvements and Equipment determined from time to time as required by
the replacement cost endorsement and shall deliver to Landlord the new
replacement cost endorsement or certificate evidencing such endorsement promptly
upon Tenant's receipt thereof.
(g) Tenant shall promptly comply with and conform to (i) all
provisions of each insurance policy required by this Paragraph 16 and (ii) all
requirements of the insurers thereunder applicable to Landlord, Tenant or any of
the Leased Premises as to the use, manner of use, occupancy, possession,
operation, maintenance, alteration or repair of any of the Leased Premises, even
if such compliance necessitates Alterations or results in interference with the
use or enjoyment of any of the Leased Premises.
(h) Tenant shall not carry separate insurance concurrent in
form or contributing in the event of a Casualty with that required in this
Paragraph 16 unless (i) Landlord and Lender are included therein as named
insureds, with loss payable as provided herein, and (ii) such separate insurance
complies with the other provisions of this Paragraph 16. Tenant shall
immediately notify Landlord of such separate insurance and shall deliver to
Landlord the original policies or certified copies thereof.
(i) All policies shall contain effective waivers by the
carrier against all claims for insurance premiums against Landlord and shall
contain full waivers of subrogation against the Landlord.
(j) All proceeds of any insurance required under Paragraph
16(a) shall be payable as follows:
-30-
(i) Proceeds payable under clauses (ii), (iii) and (iv)
of Paragraph 16(a) and proceeds attributable to the general liability coverage
of Builder's Risk insurance under clause (vi) of Paragraph 16(a) shall be
payable to the Person entitled to receive such proceeds.
(ii) Proceeds of insurance required under clause (i) of
Paragraph 16(a) and proceeds attributable to Builder's Risk insurance (other
than its general liability coverage provisions) under clause (vi) of Paragraph
16(a) shall be payable to Landlord or Lender and applied as set forth in
Paragraph 17 or, if applicable, Paragraph 18. Tenant shall apply the Net Award
to restoration of the Leased Premises in accordance with the applicable
provisions of this Lease unless a Termination Event shall have occurred and
Tenant has given a Termination Notice.
(k) With respect to the Related Premises located in the State
of New York, the parties intend that the terms of this Paragraph 16 and those of
Paragraphs 17 and 19, constitute an "express agreement to the contrary" under
Section 227 of the New York State Real Property Law.
17. Casualty and Condemnation.
(a) If any Casualty to any of the Related Premises occurs the
insurance proceeds for which are reasonably estimated by Tenant to be equal to
or in excess of the Threshold Amount, Tenant shall give Landlord and Lender
immediate notice thereof. So long as no Event of Default exists Tenant is hereby
authorized to adjust, collect and compromise all claims under any of the
insurance policies required by Paragraph 16(a) (except public liability
insurance claims payable to a Person other than Tenant, Landlord or Lender) and
to execute and deliver on behalf of Landlord all necessary proofs of loss,
receipts, vouchers and releases required by the insurers and Landlord shall have
the right to join with Tenant therein. Any final adjustment, settlement or
compromise of any such claim shall be subject to the prior written approval of
Landlord, and Landlord shall have the right to prosecute or contest, or to
require Tenant to prosecute or contest, any such claim, adjustment, settlement
or compromise. If an Event of Default exists, Tenant shall not be entitled to
adjust, collect or compromise any such claim or to participate with Landlord in
any adjustment, collection and compromise of the Net Award payable in connection
with a Casualty. Tenant agrees to sign, upon the request of Landlord, all such
proofs of loss, receipts, vouchers and releases. Each insurer is hereby
authorized and directed to make payment under said policies, including return of
unearned premiums, directly to Landlord or, if required by any Loan Documents,
to Lender instead of to Landlord and Tenant jointly, and Tenant hereby appoints
each of Landlord and Lender as Tenant's attorneys-in-fact to endorse any draft
therefor. The rights of Landlord under this Paragraph 17(a) shall be extended to
Lender if required pursuant to the terms of the Initial Loan Agreement and
pursuant to any other Loan Documents.
(b) Tenant, immediately upon receiving a Condemnation Notice,
shall notify Landlord and Lender thereof. So long as no Event of Default exists,
Tenant is authorized to collect, settle and compromise the amount of any Net
Award and Landlord shall have the right to join with Tenant therein. If an Event
of Default exists, Landlord shall be authorized to collect, settle and
compromise the amount of any Net Award and Tenant shall not be entitled to
-31-
participate with Landlord in any Condemnation proceeding or negotiations under
threat thereof or to contest the Condemnation or the amount of the Net Award
therefor. No agreement with any condemnor in settlement or under threat of any
Condemnation shall be made by Tenant without the written consent of Landlord.
Subject to the provisions of this Paragraph 17(b), Tenant hereby irrevocably
assigns to Landlord any award or payment to which Tenant is or may be entitled
by reason of any Condemnation, whether the same shall be paid or payable for
Tenant's leasehold interest hereunder or otherwise; but nothing in this Lease
shall impair Tenant's right to any award or payment on account of Tenant's trade
fixtures, equipment or other tangible property which is not part of the
Equipment, moving expenses or loss of business, if available, to the extent that
and so long as (i) Tenant shall have the right to make, and does make, a
separate claim therefor against the condemnor and (ii) such claim does not in
any way reduce either the amount of the award otherwise payable to Landlord for
the Condemnation of Landlord's fee interest in the applicable Related Leased
Premises or the amount of the award (if any) otherwise payable for the
Condemnation of Tenant's leasehold interest hereunder. The rights of Landlord
under this Paragraph 17(b) shall also be extended to Lender if required pursuant
to the terms of the Initial Loan Agreement and pursuant to any other Loan
Documents.
(c) If any Partial Casualty (whether or not insured against)
or Partial Condemnation shall occur to any Related Premises, this Lease shall
continue, notwithstanding such event, and there shall be no abatement or
reduction of any Monetary Obligations. Promptly after such Partial Casualty or
Partial Condemnation, Tenant, as required in Paragraph 12(a), shall commence and
diligently continue to restore the applicable Related Premises as nearly as
possible to their value, condition and character immediately prior to such event
(assuming such Related Premises to have been in the condition required by this
Lease). So long as no Event of Default exists, any Net Award up to and including
the Threshold Amount shall be paid by Landlord to Tenant and Tenant shall
restore the applicable Related Premises in accordance with the requirements of
Paragraph 13(b) of this Lease. Any Net Award in excess of the Threshold Amount
shall (unless such Casualty or Condemnation resulting in the Net Award is a
Termination Event) be made available by Landlord (or Lender if the terms of any
Loan Documents so require) to Tenant for the restoration of any of the
applicable Related Premises pursuant to and in accordance with and subject to
the provisions of Paragraph 19 hereof. If any Casualty or Condemnation which is
not a Partial Casualty or Partial Condemnation shall occur, Tenant shall comply
with the terms and conditions of Paragraph 18.
18. Termination Events.
(a) If either (i) all of any Related Premises shall be taken
by a Taking or (ii) any substantial portion of any Related Premises shall be
taken by a Taking or all or any substantial portion of any Related Premises
shall be totally damaged or destroyed by a Casualty and, in any such case,
Tenant certifies and covenants to Landlord that it will forever abandon
operations at the Related Premises, (any one or all of the Related Premises
described in the above clauses (i) and (ii) above being hereinafter referred to
as the "Affected Premises" and each of the events described in the above clauses
(i) and (ii) shall hereinafter be referred to as a "Termination Event"), then
(x) in the case of (i) above, Tenant shall be obligated, within thirty (30) days
after Tenant receives a Condemnation Notice and (y) in the case of (ii) above,
Tenant shall have the option, within thirty (30) days after Tenant receives a
Condemnation Notice or thirty (30) days after the Casualty, as the case may be,
to give to Landlord written notice (a
-32-
"Termination Notice") in the form described in Paragraph 18(b) of the Tenant's
election to terminate this Lease as to the Affected Premises. If Tenant elects
under clause (y) above not to give Landlord a Termination Notice, then Tenant
shall rebuild or repair the Leased Premises in accordance with Paragraphs 17 and
19.
(b) A Termination Notice shall contain (i) notice of Tenant's
intention to terminate this Lease as to the Affected Premises on the first Basic
Rent Payment Date which occurs at least ninety (90) days after the Fair Market
Value Date (the "Termination Date"), (ii) a binding and irrevocable offer of
Tenant to pay the Termination Amount, (iii) if the Termination Event is an event
described in Paragraph 18(a)(ii), the certification and covenant described
therein, and (iv) an original termination notice from Mercury of Mercury's
intention to terminate the Mercury Lease as to the Affected Premises effective
as of the same date as Tenant's notice and containing a binding and irrevocable
offer of Mercury to pay the applicable "Termination Amount" under the Mercury
Lease for the Corresponding Mercury Premises and, if the Termination Event is an
event described in Paragraph 18(a)(ii) of the Mercury Lease, the certification
and covenant described therein; it being agreed by Tenant that no Termination
Notice given by Tenant hereunder shall be of any force or effect unless
accompanied by a simultaneous "Termination Notice" from Mercury with respect to
the Corresponding Mercury Premises. Promptly upon the delivery to Landlord of a
Termination Notice, Landlord and Tenant shall commence to determine Fair Market
Value of the Affected Premises.
(c) If Landlord shall reject such offer by Tenant to pay to
Landlord the Termination Amount as to the Affected Premises pursuant to
Paragraph 18(b) above by written notice to Tenant (a "Rejection") which
Rejection shall contain the written consent of Lender to Landlord's rejection of
Tenant's offer to pay the Termination Amount, not later than thirty (30) days
following the Fair Market Value Date, then this Lease shall terminate as to the
Affected Premises on the Termination Date. Upon such termination (i) all
obligations of Tenant hereunder as to the Affected Premises shall terminate
except for any Surviving Obligations, (ii) Tenant shall immediately vacate and
shall have no further right, title or interest in or to any of the Affected
Premises and (iii) the Net Award shall be retained by Landlord. Notwithstanding
anything to the contrary hereinabove contained, if Tenant shall have received a
Rejection and, on the date when this Lease would otherwise terminate with
respect to the Affected Premises as provided above, Landlord shall not have
received the full amount of the Net Award payable by reason of the applicable
Termination Event, then the date on which this Lease is to terminate with
respect to the Affected Premises shall be automatically extended to the first
Basic Rent Payment Date after the receipt by Landlord of the full amount of the
Net Award. It is acknowledged and agreed by Landlord that any acceptance or
Rejection of a Termination Notice from Tenant under this Paragraph 18(c) or
18(d) below shall also concurrently contain the same response (i.e. an
acceptance or Rejection, as the case my be) of the "Termination Notice"
delivered by Mercury with respect to the Corresponding Mercury Premises.
(d) Unless Tenant shall have received a Rejection not later
than the thirtieth (30th) day following the Fair Market Value Date, Landlord
shall be conclusively presumed to have accepted such offer from Tenant to pay
the Termination Amount. If such offer from Tenant to pay the Termination Amount
is accepted by Landlord then, on the Termination Date, Tenant shall pay to
Landlord the Termination Amount and all Remaining Obligations and,
-33-
if requested by Tenant, Landlord shall convey to Tenant or its designee the
Affected Premises or the remaining portion thereof, if any, all in accordance
with Paragraph 20.
(e) In the event of the termination of this Lease as to the
Affected Premises as hereinabove provided, this Lease shall remain in full force
and effect as to the Remaining Premises; provided, that the Basic Rent for the
Remaining Premises to be paid after such termination shall be the Basic Rent
otherwise payable hereunder with respect to the Leased Premises multiplied by a
percentage equal to the sum of the percentages set forth on Exhibit "F" for the
Remaining Premises.
19. Restoration.
(a) If any Net Award is in excess of the Threshold Amount,
Landlord (or Lender if required by any Loan Documents) shall hold the Net Award
in a fund (the "Restoration Fund") and disburse amounts from the Restoration
Fund only in accordance with the following conditions:
(i) prior to commencement of restoration, (A) the plans
and specifications and a budget for the restoration shall have been approved by
Landlord, (B) if the Net Award is less than the amount set forth on the full
cost budget for the restoration of the applicable Related Premises (which budget
has been approved by Landlord), Landlord and Lender shall be provided with
mechanics' lien insurance (if available) and acceptable performance and payment
bonds which insure satisfactory completion of and payment for the restoration,
are in an amount and form and have a surety acceptable to Landlord, and name
Landlord and Lender as additional dual obligees, and (C) to the extent permitted
by applicable Law, appropriate waivers of mechanics' and materialmen's liens
shall have been filed or obtained;
(ii) at the time of any disbursement, no Event of
Default shall exist and no mechanics' or materialmen's liens shall have been
filed against the applicable Related Premises being restored that remain
undischarged;
(iii) disbursements shall be made from time to time in
an amount not exceeding the cost of the work completed since the last
disbursement, upon receipt of (A) satisfactory evidence, including architects'
certificates, of the stage of completion, the estimated total cost of completion
and performance of the work to date in a good and workmanlike manner in
accordance with the contracts, plans and specifications, (B) waivers of liens
with respect to work paid to date, (C) contractors' and subcontractors' sworn
statements as to completed work and the cost thereof for which payment is
requested, (D) a satisfactory bringdown of title insurance and (E) other
evidence of cost and payment so that Landlord and Lender can verify that the
amounts disbursed from time to time are represented by work that is completed,
in place and free and clear of mechanics' and materialmen's lien claims;
(iv) each request for disbursement shall be accompanied by a
certificate of Tenant, signed by a duly authorized officer of Tenant, describing
the work for which payment is requested, stating the cost incurred in connection
therewith, stating that Tenant has not previously received payment for such work
and, upon completion of the work, also
-34-
stating that the work has been fully completed and complies with the applicable
requirements of this Lease;
(v) Landlord may retain ten percent (10%) of the
Restoration Fund until the restoration is fully completed.
(vi) If the Restoration Fund is held by Landlord, the
Restoration Fund shall not be commingled with Landlord's other funds and shall
bear interest (in a money-market or similar type account having appropriate
liquidity) at the then available rate; and
(vii) such other reasonable and customary conditions as
Landlord or Lender may impose, so long as such conditions are consistent with
those being required by prudent lenders or investors for similar properties
under similar circumstances.
(b) Prior to commencement of restoration and at any time
during restoration, if the estimated cost of completing the restoration work
free and clear of all liens, as determined by Landlord, exceeds the amount of
the Net Award available for such restoration, the amount of such excess shall,
upon demand by Landlord, be paid by Tenant to Landlord to be added to the
Restoration Fund. Any sum so added by Tenant which remains in the Restoration
Fund upon completion of restoration shall be refunded to Tenant. For purposes of
determining the source of funds with respect to the disposition of funds
remaining after the completion of restoration, the Net Award shall be deemed to
be disbursed prior to any amount added by Tenant.
(c) If any sum remains in the Restoration Fund after
completion of the restoration and any refund to Tenant pursuant to Paragraph
19(b), such sum shall be paid by Landlord to Tenant.
20. Procedures Upon Purchase.
(a) If the Leased Premises or any of the Related Premises are
purchased by Tenant (or Tenant's designee) pursuant to Paragraphs 18 or 36 of
this Lease, Landlord need not convey any better title thereto than that which
was conveyed to Landlord, and Tenant or its designee shall accept such title,
subject, however, to the Permitted Encumbrances (including the Mercury Lease, if
still in effect) and to all other liens, exceptions and restrictions on, against
or relating to any of the Leased Premises or the applicable Related Premises and
to all applicable Laws, but free of the lien of and security interest created by
any Mortgage or Assignment and liens, exceptions and restrictions on, against or
relating to the Leased Premises or the applicable Related Premises which have
been created by, or permitted or resulted solely from, the acts of Landlord
after the date of this Lease, unless the same are Permitted Encumbrances or were
created with the concurrence of Tenant or as a result of a default by Tenant
under this Lease.
(b) Upon the date fixed for any such purchase of the Leased
Premises or any of the Related Premises pursuant to any provision of this Lease
(any such date the "Purchase Date"), Tenant shall pay to Landlord, or to any
Person to whom Landlord directs payment, the Relevant Amount therefor specified
herein, in Federal Funds, less any credit of the Net Award received and retained
by Landlord or a Lender allowed against the Relevant Amount, and Landlord shall
deliver to Tenant (i) a special warranty deed which describes the premises
-35-
being conveyed and conveys the title thereto as provided in Paragraph 20(a),
(ii) such other instruments as shall be necessary or customary transfer to
Tenant or its designee any other property (or rights to any Net Award not yet
received by Landlord or a Lender) then required to be sold by Landlord to Tenant
pursuant to this Lease and (iii) any Net Award received by Landlord, not
credited to Tenant against the Relevant Amount and required to be delivered by
Landlord to Tenant pursuant to this Lease; provided, that if any Monetary
Obligations remain outstanding on such date, then Landlord may deduct from the
Net Award the amount of such Monetary Obligations; and further provided, that if
any event has occurred which, in Landlord's reasonable judgment, is likely to
subject any Indemnitee to any liability which Tenant is required to indemnify
against pursuant to Paragraph 15, then an amount shall be deducted from the Net
Award which, in Landlord's reasonable judgment, is sufficient to satisfy such
liability, which amount shall be deposited in an escrow account with a financial
institution reasonably satisfactory to Landlord and Tenant pending resolution of
such matter. Landlord shall reasonably cooperate (at no additional cost to
Landlord, unless such cost is in connection with the cure of any condition
existing on title caused or permitted by Landlord and which is not permitted
under Paragraph 20(a)), with Tenant and Tenant's title insurance company with
respect to customary closing affidavits and related matters to enable the
purchaser to obtain title in accordance with the terms of Paragraph 20(a). If on
the Purchase Date any Monetary Obligations remain outstanding and no Net Award
is payable to Tenant by Landlord or the amount of such Net Award is less than
the amount of the Monetary Obligations, then Tenant shall pay to Landlord on the
Purchase Date the amount of such Monetary Obligations. Upon the completion of
such purchase, this Lease and all obligations and liabilities of Tenant
hereunder with respect to the applicable Related Premises (but not with respect
to the Remaining Premises) shall terminate, except any Surviving Obligations.
(c) If the completion of such purchase shall be delayed after
(i) the Termination Date, in the event of a purchase pursuant to Paragraph 18
or, (ii) the date scheduled for such purchase, in the event of a purchase under
any other provision of this Lease then (x) Rent shall continue to be due and
payable until completion of such purchase and (y) at Landlord's sole option,
Fair Market Value shall be redetermined and the Relevant Amount payable by
Tenant pursuant to the applicable provision of this Lease shall be adjusted to
reflect such redetermination.
(d) Any prepaid Monetary Obligations paid to Landlord shall be
prorated as of the Purchase Date, and the prorated unapplied balance shall be
deducted from the Relevant Amount due to Landlord; provided, that no
apportionment of any Impositions shall be made upon any such purchase.
21. Assignment and Subletting: Prohibition against Leasehold
Financing.
(a) Except as otherwise expressly provided to the contrary in
this Paragraph 21, Tenant may not (i) assign this Lease, voluntarily or
involuntarily, whether by operation of law or otherwise (including through any
merger or consolidation) to any Person, or (ii) sublet any of the Leased
Premises at any time to any other Person, without the prior written consent of
Landlord, which consent may be granted or withheld by Landlord for any or no
reason. Any purported sublease or assignment in violation of this Paragraph 21
(including any Affiliate transaction in violation of the provisions of
Paragraphs 21(h) and (i) below) shall be
-36-
null and void. In addition, notwithstanding anything to the contrary contained
in this Paragraph 21, Tenant shall not have the right to assign this Lease
(voluntarily or involuntarily, whether by operation of law or otherwise), or
sublet any of the Leased Premises to any Person (including any Affiliate) at any
time that an Event of Default beyond any applicable notice and cure period shall
have occurred and then be continuing under this Lease.
(b) (i) Tenant shall have the right, upon thirty (30) days
prior written notice to Landlord and Lender, to enter into one or more subleases
that demise, in the aggregate, up to 100% of the gross space in each Related
Premises to any Affiliate of Tenant or of an approved Manager of the Leased
Premises and up to but not in excess of forty-nine percent (49%) of the gross
space in each Related Premises to any other Person with no consent or approval
of Landlord being required or necessary (each, a "Preapproved Sublet"). Other
than pursuant to Preapproved Sublets, at no time during the Term shall subleases
exist for more than forty-nine percent (49%) of the gross space in any Related
Premises without the prior written consent of Landlord which consent shall be
granted or withheld based upon the following criteria (the "Review Criteria"):
(A) credit, (B) capital structure, (C) management, (D) operating history, (E)
proposed use of the Leased Premises and (F) risk factors associated with the
proposed use of the Leased Premises by the proposed subtenant, taking into
account factors such as environmental concerns, product liability and the like.
Landlord and Lender shall review such information and shall approve or
disapprove the proposed subtenant in writing no later than the thirtieth (30th)
day following receipt of all such information, and Landlord and Lender shall be
deemed to have acted reasonably in granting or withholding consent if such grant
or disapproval is based on their review of the Review Criteria applying prudent
business judgment.
(ii) If Tenant assigns all its rights and interest under
this Lease, the assignee under such assignment shall expressly assume all the
obligations of Tenant hereunder, actual or contingent, including obligations of
Tenant which may have arisen on or prior to the date of such assignment, by a
written instrument delivered to Landlord at the time of such assignment and
shall also provide any certification reasonably required by Landlord related to
the USA Patriot Act. Each sublease of any of the Related Premises shall (A) be
expressly subject and subordinate to this Lease and any Mortgage encumbering the
Leased Premises; (B) not extend beyond the then current Term minus one day; (C)
terminate upon any termination of this Lease, unless Landlord elects in writing,
to cause the sublessee to attorn to and recognize Landlord as the lessor under
such sublease, whereupon such sublease shall continue as a direct lease between
the sublessee and Landlord upon all the terms and conditions of such sublease;
and (D) bind the sublessee to all covenants contained in Paragraphs 4(a), 10 and
12 with respect to subleased premises to the same extent as if the sublessee
were the Tenant and (E) required the sublessee to provide any certification
reasonably required by Landlord related to the USA Patriot Act. No assignment or
sublease shall affect or reduce any of the obligations of Tenant hereunder, and
all such obligations of Tenant shall continue in full force and effect as
obligations of a principal and not as obligations of a guarantor, as if no
assignment or sublease had been made. No assignment or sublease shall impose any
additional obligations on Landlord under this Lease.
(c) Tenant shall, within ten (10) days after the execution and
delivery of any assignment or sublease (including a Preapproved Sublet), deliver
a duplicate original copy thereof to Landlord which, in the event of an
assignment, shall be in recordable form. Each
-37-
sublease of any portion of any Related Premises shall (A) be expressly subject
and subordinate to this Lease and any Mortgage encumbering the Leased Premises;
(B) not extend beyond the then current Term (including any exercised or deemed
exercised Renewal Term) minus one day, (C) terminate upon any termination of
this Lease, unless Landlord elects (as its option) in writing to cause the
sublessee to attorn to and recognize Landlord as the lessor under such sublease,
whereupon such sublease shall continue as a direct lease between the sublessee
and Landlord upon all the terms and conditions of such sublease; and (D) bind
the sublessee to all covenants contained in Paragraphs 4(a), 10 and 12 with
respect to subleased premises to the same extent as if the sublessee were the
Tenant.
(d) As security for performance of its obligations under this
Lease, Tenant hereby grants, conveys and assigns to Landlord all right, title
and interest of Tenant in and to all subleases now in existence or hereafter
entered into for any or all of the Leased Premises, any and all extensions,
modifications and renewals thereof and all rents, issues and profits therefrom.
Landlord hereby grants to Tenant a license to collect and enjoy all rents and
other sums of money payable under any sublease of any of the Leased Premises,
provided, however, that Landlord shall have the absolute right at any time while
an Event of Default is continuing upon notice to Tenant and any subtenants to
revoke said license and to collect such rents and sums of money and to retain
the same. Any amounts collected shall be applied to Rent payments next due and
owing. With respect to any sublease requiring Landlord's consent pursuant to
this Paragraph 21 or for which Landlord or Lender has granted non-disturbance
rights, Tenant shall not consent to, cause or allow any modification or
alteration of any of the terms, conditions or covenants of any of the subleases
or the termination thereof, without the prior written approval of Landlord which
consent shall not be unreasonably withheld nor shall Tenant accept any rents
more than thirty (30) days in advance of the accrual thereof nor do nor permit
anything to be done, the doing of which, nor omit or refrain from doing
anything, the omission of which, will or could be a breach of or default in the
terms of any of the subleases.
(e) Tenant shall not have the power to mortgage, pledge or
otherwise encumber its interest under this Lease or any sublease of any of the
Related Premises, and any such mortgage, pledge or encumbrance made in violation
of this Paragraph 21 shall be void and of no force and effect.
(f) Intentionally Omitted.
(g) Subject to the provisions of Paragraph 34 hereof, Landlord
may sell or transfer the Leased Premises at any time without Tenant's consent to
any institutional investor or other Person whose principal business is investing
in commercial real estate that is not a Direct Competitor of Tenant or the
initial Manager of the Leased Premises (each a "Third Party Purchaser"). In the
event of any such transfer, Tenant shall attorn to any Third Party Purchaser as
Landlord so long as such Third Party Purchaser and Landlord notify Tenant in
writing of such transfer. At the request of Landlord, Tenant will execute such
documents confirming the agreement referred to above and such other agreements
as Landlord may reasonably request, provided that such agreements do not
increase the liabilities and obligations of Tenant hereunder. As used in this
Paragraph 21(g), the term "Direct Competitor" shall mean Budget Rent A Car
System, Inc., Penske Truck Leasing Co., L.P., Enterprise Rent-A-Car Company and
Ryder System, Inc. Notwithstanding anything to the contrary contained herein,
-38-
the terms of this Paragraph 21(g) shall not apply in the case of any foreclosure
by Lender (or delivery of a deed in lieu of foreclosure), a transfer to any
affiliate of Lender, or the initial sale of the Leased Premises by any Lender
following a foreclosure (or the delivery of a deed in lieu of foreclosure).
(h) Tenant shall not, in a single transaction or series of
related transactions, sell or convey, transfer or lease all or substantially all
of its assets (an "Asset Transfer") to any Person, and any such Asset Transfer
shall be deemed an assignment in violation of this Lease; except that, Tenant
shall have the right conduct an Asset Transfer to a Person if the following
conditions are met: (a) the Asset Transfer is to a Person that is approved in
writing by Landlord in Landlord's sole and absolute discretion in accordance
with the provisions of Paragraph 21 (a) of this Lease and (b) this Lease is
assigned to such Person as a part of such Asset Transfer.
(i) At no time during the Term shall any Person or "group"
(within the meaning of Section 13(d) or Section 14(d) of the Securities Exchange
Act of 1934, as amended); pursuant to a single transaction or series of related
transaction (i) acquire more than 50% of the Voting Stock, partnership
interests, membership interests or other equitable and/or beneficial interests
of Tenant ("Control") or (ii) obtain the power (whether or not exercised) to
elect a majority of the directors of Tenant or voting control of any partnership
or limited liability company or other entity acting as its general partner or
managing member, unless the purchaser who acquires such voting power shall be
approved in writing by Landlord in Landlord's sole and absolute discretion in
accordance with Paragraph 21 (a) and any such change of Control without such
approval shall be deemed an assignment in violation of this Lease.
Notwithstanding the foregoing provisions, this Paragraph 21(i) shall not apply
to or prohibit any sale of the outstanding capital stock of Guarantor, as parent
of Tenant, by any Person through the "over-the-counter market" or through any
recognized stock exchange, other than by those deemed to be a "control person"
within the meaning of the Securities Exchange Act of 1934 (and any such
permitted sale shall not be deemed an assignment in violation of this Lease).
22. Events of Default.
(a) The occurrence of any one or more of the following (after
expiration of any applicable cure period as provided in Paragraph 22(b)) shall,
at the sole option of Landlord, constitute an "Event of Default" under this
Lease:
(i) a failure by Tenant to make any payment of any
Monetary Obligation on or prior to its due date, regardless of the reason for
such failure;
(ii) a failure by Tenant duly to perform and observe, or
a violation or breach of, any other provision hereof not otherwise specifically
mentioned in this Paragraph 22(a);
(iii) any representation or warranty made by Tenant
herein or in any certificate, demand or request made pursuant hereto now or
hereafter proves to be incorrect, as of the time made, in any material respect;
-39-
(iv) a final, non-appealable judgment or judgments for
the payment of money in excess of $5,000,000 in the aggregate shall be rendered
against Tenant and the same shall remain undischarged for a period of ninety
(90) consecutive days;
(v) Tenant shall (A) voluntarily be adjudicated a
bankrupt or insolvent, (B) seek or consent to the appointment of a receiver or
trustee for itself or for any of the Related Premises, (C) file a petition
seeking relief under the bankruptcy or other similar laws of the United States,
any state or any jurisdiction, (D) make a general assignment for the benefit of
creditors, or (E) be unable to pay its debts as they mature;
(vi) a court shall enter an order, judgment or decree
appointing, without the consent of Tenant, a receiver or trustee for it or for
any of the Related Premises or approving a petition filed against Tenant which
seeks relief under the bankruptcy or other similar laws of the United States,
any state or any jurisdiction, and such order, judgment or decree shall remain
undischarged or unstayed ninety (90) days after it is entered;
(vii) any of the Related Premises shall have been (A)
abandoned or (B) vacated for a period in excess of sixty (60) consecutive days
or more than ninety (90) days during any Lease Year, except (1) during any
reasonable period of repair or restoration of the such Related Premises
following a Casualty or Taking, (2) during the course of performing Alterations
to prepare the Leased Premises for occupancy by a permitted subtenant or
assignee pursuant to an executed sublease or assignment agreement, (3) with the
prior written consent of Landlord, which consent shall not be unreasonably
withheld or delayed so long as Tenant has established a plan for the
preservation, maintenance and security of the Related Premises (including
confirmation that the insurance required to be carried hereunder by Tenant will
remain in full force and effect notwithstanding Tenant's vacating of the Related
Premises) acceptable to Landlord, or (4) after the delivery of an Abandonment
Notice as to such Related Premises given pursuant to the terms of Paragraph 36
hereof, or the delivery of a certificate relating to an Obsolete Premises given
pursuant to the terms of Paragraph 29 hereof, as to such Obsolete Premises;
(viii) Tenant shall be liquidated or dissolved or shall
begin proceedings towards its liquidation or dissolution;
(ix) the estate or interest of Tenant in any of the
Related Premises shall be levied upon or attached in any proceeding and such
estate or interest is about to be sold or transferred or such process shall not
be vacated or discharged within ninety (90) days after it is made;
(x) a failure by Tenant to perform or observe, or a
violation or breach of, or a misrepresentation by Tenant under, any provision of
any Assignment to which Tenant is a party or any other document between Tenant
and Lender or from Tenant to Lender, if such failure, violation, breach or
misrepresentation gives rise to a default beyond any applicable cure period with
respect to any Loan;
(xi) a failure by Tenant to maintain in effect any
license or permit necessary for the use, occupancy or operation of any of the
Related Premises;
-40-
(xii) Tenant shall in a single transaction or series of
related transactions sell, convey, transfer or lease all or substantially all of
its assets in violation of the provisions of Paragraph 21; or
(xiii) Tenant shall fail to deliver the estoppel
described in Paragraph 25 within the time period specified therein;
(xiv) Tenant shall fail to provide, maintain and
replenish, if necessary, the Security Deposit or Earn-Out Deposit in accordance
with the requirements of Paragraph 35;
(xv) An event of default beyond any applicable notice
and/or cure period shall exist under the Management Agreement, Dealership
Agreement, the Negative Pledge Agreement, the Non-Compete Agreement or the
Guaranty; or
(xvi) Any modification, termination or expiration of the
Assignment and Assumption of Lease Agreement, Management Agreement or Assignment
and Assumption of Dealership Agreement shall occur without the prior written
consent of Landlord and, if required under the terms of this Lease, Lender.
(b) No notice or cure period shall be required in any one or
more of the following events: (A) the occurrence of an Event of Default under
clause (i) (except as otherwise set forth below), (iii), (iv), (v), (vi), (vii),
(viii), (ix), (x), (xi), (xii), (xiv) or (xvi) of Paragraph 22(a); (B) the
default consists of a failure to pay Basic Rent, a failure to maintain any
insurance required by Paragraph 16 or an assignment or sublease entered into in
violation of Paragraph 21; or (C) the default is such that any delay in the
exercise of a remedy by Landlord could reasonably be expected to cause
irreparable harm to Landlord. Notwithstanding the foregoing clause (B) above, if
the default consists of the failure to pay any Basic Rent, there shall be a cure
period of three (3) days from the date on which notice is given, but Landlord
shall not be obligated to give notice of, or allow any cure period for, any such
default more than one (1) time within any Lease Year, and if the default
consists of the failure to pay any other Monetary Obligation under clause (i) of
Paragraph 22(a), the applicable cure period shall be ten (10) days from the date
on which notice is given. If the default consists of a default under clause (ii)
of Paragraph 22(a), other than the events specified in clauses (B) and (C) of
the first sentence of this Paragraph 22(b), the applicable cure period shall be
thirty (30) days from the date on which notice is given or, if the default
cannot be cured within such thirty (30) day period and delay in the exercise of
a remedy would not (in Landlord's reasonable judgment) cause any material
adverse harm to Landlord or any of the Leased Premises, the cure period shall be
extended for the period required to cure the default (but such cure period,
including any extension, shall not in the aggregate exceed ninety (90) days
except in the case of any on-going remediation or monitoring of an Environmental
Violation which is being cured in compliance with Paragraph 10, in which case
the applicable cure period shall be extended to the extent such extension is
permitted by Lender), provided that Tenant shall commence to cure the default
within the said thirty (30) day period and shall actively, diligently and in
good faith proceed with and continue the curing of the default until it shall be
fully cured. If the default consists of a default under clause (xiii) of
Paragraph 22(a), the applicable cure period shall be ten (10) days from the date
notice is given. If the default consists of a default under clause (xv) of
-41-
Paragraph 22(a), the applicable cure period shall be three (3) days from the
date notice is given, provided, however, that with respect to a default under
the Management Agreement where the underlying facts and/or circumstances giving
rise to the default under the Management Agreement also gives rise to another
default under Paragraph 22(a) of this Lease, the cure period shall be the
greater of (x) three (3) days from the date notice is given, or (y) the cure
period otherwise given under this Paragraph 22 with respect to such underlying
facts and/or circumstances. Notwithstanding anything to the contrary herein, to
the extent the Tenant has timely deposited funds sufficient to pay Basic Rent
then due hereunder into a lockbox established for the benefit of Landlord and/or
Lender, the failure or delay of the transfer of such funds to Landlord shall not
entitle Landlord to declare a default hereunder.
23. Remedies and Damages Upon Default.
(a) If an Event of Default shall have occurred and is
continuing, Landlord shall have the right, at its sole option, then or at any
time thereafter, to exercise its remedies and to collect damages from Tenant in
accordance with this Paragraph 23, subject in all events to applicable Law,
without demand upon or notice to Tenant except as otherwise provided in
Paragraph 22(b), this Paragraph 23 and except as required by applicable Law.
(i) Landlord may give Tenant notice of Landlord's
intention to terminate this Lease on a date specified in such notice. Upon such
date, this Lease, the estate hereby granted and all rights of Tenant hereunder
shall expire and terminate. Upon such termination, Tenant shall immediately
surrender and deliver possession of the Leased Premises to Landlord in
accordance with Paragraph 26. If Tenant does not so surrender and deliver
possession of all of the Leased Premises, Landlord may re-enter and repossess
any of the Leased Premises not surrendered, with legal process, by peaceably
entering any of the Leased Premises and changing locks or by summary
proceedings, ejectment or any other lawful means or procedure. Upon or at any
time after taking possession of any of the Leased Premises, Landlord may, by
legal process, remove any Persons or property therefrom. Landlord shall be under
no liability for or by reason of any such entry, repossession or removal.
Notwithstanding such entry or repossession, Landlord may collect the damages set
forth in Paragraph 23(b)(i) or 23(b)(ii).
(ii) Landlord may terminate Tenant's right of possession
(but not this Lease) and may repossess the Leased Premises by any available
legal process without thereby releasing Tenant from any liability hereunder and
without demand or notice of any kind to Tenant and without terminating this
Lease. After repossession of any of the Leased Premises pursuant to clause (i)
above, Landlord shall have the right to relet any of the Leased Premises to such
tenant or tenants, for such term or terms, for such rent, on such conditions and
for such uses as Landlord in its sole discretion may determine, and collect and
receive any rents payable by reason of such reletting. Landlord may make such
Alterations in connection with such reletting as it may deem advisable in its
sole discretion. Notwithstanding any such reletting, Landlord may collect the
damages set forth in Paragraph 23(b)(ii).
(iii) Intentionally omitted.
(iv) Landlord may declare by notice to Tenant the entire
Basic Rent (in the amount of Basic Rent then in effect) for the remainder of the
then current Term to be
-42-
immediately due and payable. Tenant shall immediately pay to Landlord all such
Basic Rent discounted to its Present Value, all accrued Rent then due and
unpaid, all other Monetary Obligations which are then due and unpaid and all
Monetary Obligations which arise or become due by reason of such Event of
Default (including any Costs of Landlord). Upon receipt by Landlord of all such
accelerated Basic Rent and Monetary Obligations, this Lease shall remain in full
force and effect and Tenant shall have the right to possession of the Leased
Premises from the date of such receipt by Landlord to the end of the Term, and
subject to all the provisions of this Lease, including the obligation to pay all
increases in Basic Rent and all Monetary Obligations that subsequently become
due, except that (A) no Basic Rent which has been prepaid hereunder shall be due
thereafter during the said Term, (B) Tenant shall have no option to extend or
renew the Term and (C) Tenant shall have no further rights under Paragraph 34.
For so long as the Tenant under this Lease is the Tenant first named herein, the
provisions of this Paragraph 23(a)(iv) shall not apply with respect to any Event
of Default that is a Limited Remedy Default, provided, however, that the
provisions of this Paragraph 23(a)(iv) shall be effective against and with
respect to any future Tenant upon any assignment of this Lease, including the
assignment contemplated in the Assignment and Assumption Agreement.
(b) Subject to Paragraph 23(k), the following constitute
damages to which Landlord shall be entitled if Landlord exercises its remedies
under Paragraph 23(a)(i) or 23(a)(ii):
(i) If Landlord exercises its remedy under Paragraph
23(a)(i) but not its remedy under Paragraph 23(a)(ii) (or attempts to exercise
such remedy and is unsuccessful in reletting the Leased Premises) then, upon
written demand from Landlord, Tenant shall pay to Landlord, as liquidated and
agreed final damages for Tenant's default and in lieu of all current damages
beyond the date of such demand (it being agreed that it would be impracticable
or extremely difficult to fix the actual damages), an amount equal to the
Present Value of the excess, if any, of (A) all Basic Rent from the date of such
demand to the date on which the Term is scheduled to expire hereunder in the
absence of any earlier termination, re-entry or repossession over (B) the then
fair market rental value of the Leased Premises for the same period. Tenant
shall also pay to Landlord all of Landlord's Costs in connection with the
repossession of the Leased Premises and any attempted reletting thereof,
including all brokerage commissions, legal expenses, reasonable attorneys' fees,
employees' expenses, costs of Alterations and expenses and preparation for
reletting.
(ii) If Landlord exercises its remedy under Paragraph
23(a)(i) or its remedies under Paragraph 23(a)(i) and 23(a)(ii), then Tenant
shall, until the end of what would have been the Term in the absence of the
termination of the Lease, and whether or not any of the Leased Premises shall
have been relet, be liable to Landlord for, and shall pay to Landlord, as
liquidated and agreed current damages all Monetary Obligations which would be
payable under this Lease by Tenant in the absence of such termination less the
net proceeds, if any, of any reletting pursuant to Paragraph 23(a)(ii), after
deducting from such proceeds all of Landlord's Costs (including the items listed
in the last sentence of Paragraph 23(b)(i) hereof) incurred in connection with
such repossessing and reletting; provided, that if Landlord has not relet the
Leased Premises, such Costs of Landlord shall be considered to be Monetary
Obligations payable by Tenant. Tenant shall be and remain liable for all sums
aforesaid, and Landlord may recover such damages from Tenant and institute and
maintain successive actions
-43-
or legal proceedings against Tenant for the recovery of such damages. Nothing
herein contained shall be deemed to require Landlord to wait to begin such
action or other legal proceedings until the date when the Term would have
expired by its own terms had there been no such Event of Default.
(c) Notwithstanding anything to the contrary herein contained,
in lieu of or in addition to any of the foregoing remedies and damages, Landlord
may exercise any remedies and collect any damages available to it at law or in
equity. If Landlord is unable to obtain full satisfaction pursuant to the
exercise of any remedy, it may pursue any other remedy which it has hereunder or
at law or in equity.
(d) Landlord shall not be required to mitigate any of its
damages hereunder unless required to by applicable Law. If any Law shall validly
limit the amount of any damages provided for herein to an amount which is less
than the amount agreed to herein, Landlord shall be entitled to the maximum
amount available under such Law.
(e) No termination of this Lease, repossession or reletting of
any of the Leased Premises, exercise of any remedy or collection of any damages
pursuant to this Paragraph 23 shall relieve Tenant of any Surviving Obligations.
(f) WITH RESPECT TO ANY REMEDY OR PROCEEDING OF LANDLORD OR
TENANT HEREUNDER, TENANT AND LANDLORD HEREBY WAIVE ANY RIGHT TO A TRIAL BY JURY,
PROVIDED, HOWEVER, THAT NEITHER LANDLORD NOR TENANT WAIVES ITS RIGHT TO A TRIAL
BY JURY WITH RESPECT TO ANY ACTION, PROCEEDING OR COUNTER-CLAIM BROUGHT BY
EITHER TENANT OR LANDLORD AGAINST THE OTHER IN ANY ACTION FOR PERSONAL INJURY OR
PROPERTY DAMAGE.
(g) Upon the occurrence of any Event of Default, Landlord
shall have the right (but no obligation) to perform any act required of Tenant
hereunder and, if performance of such act requires that Landlord enter the
Leased Premises, Landlord may enter the Leased Premises for such purpose.
(h) No failure of Landlord (i) to insist at any time upon the
strict performance of any provision of this Lease or (ii) to exercise any
option, right, power or remedy contained in this Lease shall be construed as a
waiver, modification or relinquishment thereof. A receipt by Landlord of any sum
in satisfaction of any Monetary Obligation with knowledge of the breach of any
provision hereof shall not be deemed a waiver of such breach, and no waiver by
Landlord of any provision hereof shall be deemed to have been made unless
expressed in a writing signed by Landlord.
(i) Tenant hereby waives and surrenders, for itself and all
those claiming under it, including creditors of all kinds, (i) any right and
privilege which it or any of them may have under any present or future Law to
redeem any of the Leased Premises or to have a continuance of this Lease after
termination of this Lease or of Tenant's right of occupancy or possession
pursuant to any court order or any provision hereof, and (ii) the benefits of
any present or future Law which exempts property from liability for debt or for
distress for rent.
-44-
(j) Except as otherwise provided herein, all remedies are
cumulative and concurrent and no remedy is exclusive of any other remedy. Each
remedy may be exercised at any time an Event of Default has occurred and is
continuing and may be exercised from time to time. No remedy shall be exhausted
by any exercise thereof.
(k) Notwithstanding anything to the contrary contained herein,
if (i) Landlord has terminated the Mercury Lease and/or dispossessed Mercury of
its occupancy rights to the premises leased under the Mercury Lease as a result
of an Event of Default (as that term is defined in the Mercury Lease) thereunder
(whether or not the Mercury Lease is actually terminated), and (ii) Landlord has
declared an Event of Default under the provisions of Paragraph 22(a)(xv) solely
with respect to a default under the Management Agreement beyond any applicable
notice and cure period and such facts and/or circumstance which constituted such
default under the Management Agreement are not independent defaults under any
other provision of Paragraph 22 of this Lease (a "Limited Remedy Default"), then
Landlord's remedies under this Lease shall be limited to the following: (x)
Landlord shall have the right to terminate this Lease upon not less than five
(5) days written notice to Tenant and, in such event, Tenant agrees that it
shall vacate and surrender the Leased Premises to Landlord in accordance with
the terms of this Lease (as if such date were the scheduled date set forth in
this Lease for the expiration of the Term hereof) on the date Landlord so
specifies in such termination notice (the "Vacate Date"), time being of the
essence, and (y) Tenant shall pay (or Landlord shall be entitled to retain, as
applicable), as agreed damages hereunder, an amount equal to: (A) any and all
reserves deposited (or required to have been deposited) by Tenant with Landlord
or Lender pursuant to Paragraphs 9(b), 10(d) and 14 as of the Vacate Date, (B)
any amounts on deposit (or required to have been deposited, if same require
replenishment) by Tenant pursuant to Paragraph 35 hereof as of the Vacate Date
(provided, however, that the agreed damages payable to Landlord as the result of
a Limited Remedy Default shall not include any portion of the Earn-Out Deposit
actually returned to Landlord on or before the date the Vacate Date and, for
purposes of clarification, the use, control and disbursement of the Earn-out
Deposit shall be governed solely by the provisions of Paragraph 35, (C) all
Basic Rent and Additional Rent (including any arrearages thereof) accruing up to
and including the Vacate Date, and (D) any and all costs and expenses incurred
by Landlord as a result of Tenant's failure to surrender and vacate the Leased
Premises in the condition required by Paragraph 26 of this Lease on the Vacate
Date; provided further, that, in addition to the foregoing, if Tenant shall fail
to so surrender the Leased Premise as of the Vacate Date as required herein,
then Tenant shall pay to Landlord, on a per diem basis, an amount equal to two
and one-half (2.5) times the Basic Rent that would otherwise have been payable
hereunder for the use and occupancy of the Leased Premises for each day after
the Vacate Date that Tenant fails to so surrender the Leased Premises. Landlord
and Tenant acknowledge and agree that (1) each anticipates that, but for the
requirement that Tenant pay the agreed damages set forth in this Paragraph
23(k), the damages otherwise payable by Tenant under this Paragraph 23 would be
substantially higher, and (2) it is difficult to ascertain the actual damages to
Landlord upon the occurrence of the events set forth in clauses "(i)" and "(ii)"
above and that the agreed damages set forth in this Paragraph 23(k) represent a
fair and reasonable estimation of the damages that would be suffered by Landlord
upon such occurrence. Tenant hereby waives the right to assert any claim that,
on the date hereof, such agreed damages are not fair and reasonable or that it
is not difficult to ascertain the actual damages to Landlord upon the occurrence
of the events set forth in clauses "(i)" and "(ii)" above. The provisions of
this Paragraph 23(k) shall only apply to the Tenant first named herein and,
-45-
upon any assignment of this Lease, including the assignment contemplated in the
Assignment and Assumption Agreement, the provisions of this Paragraph 23(k)
shall be of no force or effect and Landlord shall be entitled recover the full
extent of its damages under this Paragraph 23.
24. Notices. All notices, demands, requests, consents, approvals,
offers, statements and other instruments or communications required or permitted
to be given pursuant to the provisions of this Lease shall be in writing and
shall be deemed to have been given and received for all purposes when delivered
in person or by Federal Express or other reliable 24-hour delivery service or
five (5) business days after being deposited in the United States mail, by
registered or certified mail, return receipt requested, postage prepaid,
addressed to the other party at its address stated on page one of this Lease or
when delivery is refused. Notices sent to Landlord shall be to the attention of
Director, Asset Management, and notices sent to Tenant shall be to the attention
of President and General Counsel. A copy of any notice given by Tenant to
Landlord shall be addressed to the attention of Director, Asset Management and
shall simultaneously be given by Tenant to Xxxx Xxxxx LLP, Xxx Xxxxxxx Xxxxx,
Xxxxxxxxxxxx, XX 00000, Attention: Chairman, Real Estate Department and, for so
long as the Initial Loan is outstanding, to Bank of America, N.A., Capital
Markets Servicing Group, 000 Xxxxx Xxxxxx Xxxxxx, 0xx Xxxxx, XX0-000-00-00, Xxx
Xxxxxxx, XX 00000, Attention: Servicing Manager with a copy to Xxxxxxx Xxxxxxxx
& Wood LLP, Two World Financial Center, Xxx Xxxx, XX 00000, Attention Xxxxx X.
Xxxx, Esq. For the purposes of this Paragraph, any party referenced herein
(including the Initial Lender or any subsequent Lender) may substitute another
address stated above (or substituted by a previous notice), including
substituting Initial Lender for the then current Lender, for its address by
giving fifteen (15) days' notice of the new address to the other party, in the
manner provided above.
25. Estoppel Certificate. At any time upon not less than ten (10)
days' prior written request by either Landlord or Tenant (the "Requesting
Party") to the other party (the "Responding Party"), the Responding Party shall
deliver to the Requesting Party a statement in writing, executed by an
authorized officer of the Responding Party, certifying (a) that, except as
otherwise specified, this Lease is unmodified and in full force and effect, (b)
the dates to which Basic Rent, Additional Rent and all other Monetary
Obligations have been paid, (c) that, to the knowledge of the signer of such
certificate and except as otherwise specified, no default by either Landlord or
Tenant exists hereunder, (d) such other matters as the Requesting Party may
reasonably request, and (e) if Tenant is the Responding Party that, except as
otherwise specified, there are no proceedings pending or, to the knowledge of
the signer, threatened, against Tenant before or by a court or administrative
agency which, if adversely decided, would materially and adversely affect the
financial condition and operations of Tenant. Any such statements by the
Responding Party may be relied upon by the Requesting Party, any Person whom the
Requesting Party notifies the Responding Party in its request for the
Certificate is an intended recipient or beneficiary of the Certificate, any
Lender or their assignees and by any prospective purchaser or mortgagee of any
of the Leased Premises. Any certificate required under this Paragraph 25 and
delivered by Tenant shall state that, the individual signing the same, has
sufficient familiarity with the facts contained therein and is duly authorized
to execute and deliver same.
26. Surrender. Upon the expiration or earlier termination of this
Lease, Tenant shall peaceably leave and surrender the Leased Premises or
Affected Premises, if applicable, to Landlord in the same condition in which the
Leased Premises or Affected
-46-
Premises, if applicable, was at the commencement of this Lease, except as
repaired, rebuilt, restored, altered, replaced or added to as permitted or
required by any provision of this Lease, and except for ordinary wear and tear.
Upon such surrender, Tenant shall (a) remove from the Leased Premises or
Affected Premises, if applicable, all property which is owned by Tenant or third
parties other than Landlord and Alterations required to be removed pursuant to
Paragraph 13 hereof and (b) repair any damage caused by such removal. Property
not so removed shall become the property of Landlord, and Landlord may
thereafter cause such property to be removed from the Leased Premises or
Affected Premises, if applicable. The cost of removing and disposing of such
property and repairing any damage to any of the Leased Premises or Affected
Premises, if applicable, caused by such removal shall be paid by Tenant to
Landlord upon demand. Landlord shall not in any manner or to any extent be
obligated to reimburse Tenant for any such property which becomes the property
of Landlord pursuant to this Paragraph 26.
27. No Merger of Title. There shall be no merger of the leasehold
estate created by this Lease with the fee estate in any of the Leased Premises
by reason of the fact that the same Person may acquire or hold or own, directly
or indirectly, (a) the leasehold estate created hereby or any part thereof or
interest therein and (b) the fee estate in any of the Leased Premises or any
part thereof or interest therein, unless and until all Persons having any
interest in the interests described in (a) and (b) above which are sought to be
merged shall join in a written instrument effecting such merger and shall duly
record the same.
28. Books and Records.
(a) Tenant shall keep adequate records and books of account
with respect to the finances and business of Tenant generally and with respect
to the Leased Premises, in accordance with generally accepted accounting
principles ("GAAP") consistently applied, and shall permit Landlord and Lender
by their respective agents, accountants and attorneys, upon reasonable prior
notice to Tenant, and subject to the provisions of Paragraph 4(b), to visit the
Leased Premises and inspect same and to examine (and make copies of) the records
and books of account of Tenant at Tenant's primary place of business first set
forth herein, and to discuss the finances and business with the officers of
Tenant, at such reasonable times as may be requested by Landlord. Upon the
request of Lender or Landlord (either telephonically or in writing), Tenant
shall provide the requesting party with copies of any information to which such
party would be entitled in the course of a personal visit. Without limiting the
foregoing and in addition thereto, Tenant agrees that, in the event that
Landlord, its parent, or any of its Affiliates, are required, in order to comply
with the terms of any applicable Law, including complying with Landlord's (or
its parent company's) filing requirements under the Securities Act of 1934 or
other similar Laws, to obtain audited financial statements on a per Related
Premises basis, Tenant shall cooperate and cause the Manager to cooperate with
any such audit (including on-site); provided, that any such audit shall be made
at Landlord's sole cost and expense.
(b) If at any time during the Term (i) AMERCO, Inc. ceases to
be a publicly traded company and/or its financial reports and statements (e.g.,
10-K and 10-Q reports) are no longer available to Landlord via Xxxxx or other
online reporting sources without material cost to Landlord, (ii) Tenant is not a
wholly-owned subsidiary of Guarantor, or (iii) Guarantor is not a wholly-owned
subsidiary of AMERCO Inc., then (x) Tenant shall deliver or cause to be
-47-
delivered to Landlord and to Lender within one hundred twenty (120) days of the
close of each fiscal year, annual consolidated audited financial statements of
Tenant prepared by either Sarvas King & Xxxxxxx P.C. or such other nationally
recognized independent certified public accountants selected by Tenant and (y)
Tenant shall also furnish to Landlord within seventy-five (75) days after the
end of each of the three remaining quarters unaudited financial statements and
all other quarterly reports of Tenant and the Leased Premises, certified by
Tenant's chief financial officer, and all filings, if any, of Form 10-K, Form
10-Q and other required filings with the Securities and Exchange Commission
pursuant to the provisions of the Securities Exchange Act of 1934, as amended,
or any other Law. All financial statements of Tenant shall be prepared in
accordance with GAAP. In addition to the foregoing, Tenant shall deliver to
Landlord and Lender such monthly and/or quarterly reports and unaudited
financial statements with respect to Guarantor, Tenant and the Leased Premises
as shall be required by Initial Lender pursuant to the Initial Loan Agreement
(and as shall be reasonably required by any subsequent Lender). Notwithstanding
the foregoing, Landlord acknowledges that, with respect to the annual audited
financial statements required hereunder, the Tenant first named herein shall
provide consolidated audited financial statements of AMERCO Inc. (including
Tenant and Guarantor), which annual consolidated audited financials of AMERCO
Inc. shall in all other respects comply with the terms of this Paragraph 28(b).
29. Determination of Value.
(a) Whenever a determination of Fair Market Value is required
pursuant to any provision of this Lease, such Fair Market Value shall be
determined in accordance with the following procedure:
(i) Landlord and Tenant shall endeavor to agree upon
such Fair Market Value within thirty (30) days after the date (the "Applicable
Initial Date") on which (A) Tenant provides Landlord with notice of its
intention to terminate this Lease and purchase the Affected Premises pursuant to
Paragraph 18, (B) Landlord provides Tenant with notice of its intention to
redetermine Fair Market Value pursuant to Paragraph 20(c), or (C) Landlord
provides Tenant with notice of Landlord's intention to require Tenant to make an
offer to purchase the Leased Premises pursuant to Paragraph 23(a)(iii). Upon
reaching such agreement, the parties shall execute an agreement setting forth
the amount of such Fair Market Value. Each and every Fair Market Value
determination hereunder shall, unless otherwise expressly agreed to in writing
by the parties at the time in question, be a Fair Market Value determination of
the entire Related Premises or Leased Premises, as applicable, including the
Corresponding Mercury Premises.
(ii) If the parties shall not have signed such agreement
within thirty (30) days after the Applicable Initial Date, Tenant shall within
fifty (50) days after the Applicable Initial Date select an appraiser and notify
Landlord in writing of the name, address and qualifications of such appraiser.
Within twenty (20) days following Landlord's receipt of Tenant's notice of the
appraiser selected by Tenant, Landlord shall select an appraiser and notify
Tenant of the name, address and qualifications of such appraiser. Such two
appraisers shall endeavor to agree upon Fair Market Value based on a written
appraisal made by each of them as of the Relevant Date (and given to Landlord by
Tenant). If such two appraisers shall agree upon
-48-
a Fair Market Value, the amount of such Fair Market Value as so agreed shall be
binding and conclusive upon Landlord and Tenant.
(iii) If such two appraisers shall be unable to agree
upon a Fair Market Value within twenty (20) days after the selection of an
appraiser by Landlord, then such appraisers shall advise Landlord and Tenant of
their respective determination of Fair Market Value and shall select a third
appraiser to make the determination of Fair Market Value. The selection of the
third appraiser shall be binding and conclusive upon Landlord and Tenant.
(iv) If such two appraisers shall be unable to agree
upon the designation of a third appraiser within ten (10) days after the
expiration of the twenty (20) day period referred to in clause (iii) above, or
if such third appraiser does not make a determination of Fair Market Value
within twenty (20) days after his selection, then such third appraiser or a
substituted third appraiser, as applicable, shall, at the request of either
party hereto (with respect to the other party), be appointed by the President or
Chairman of the American Arbitration Association in New York, New York. The
determination of Fair Market Value made by the third appraiser appointed
pursuant hereto shall be made within twenty (20) days after such appointment.
(v) If a third appraiser is selected, Fair Market Value
shall be the average of the determination of Fair Market Value made by the third
appraiser and the determination of Fair Market Value made by the appraiser
(selected pursuant to Paragraph 29(a)(ii) hereof) whose determination of Fair
Market Value is nearest to that of the third appraiser. Such average shall be
binding and conclusive upon Landlord and Tenant.
(vi) All appraisers selected or appointed pursuant to
this Paragraph 29(a) shall (A) be independent qualified MAI appraisers (B) have
no right, power or authority to alter or modify the provisions of this Lease,
(C) utilize the definition of Fair Market Value hereinabove set forth above, and
(D) be registered in the State where the applicable Related Premises is located
if such State provides for or requires such registration.
(vii) The Cost of the procedure described in this
Paragraph 29(a) above shall be borne as follows: Tenant shall pay the cost of
the appraiser selected by Tenant and Landlord shall pay the Cost of the
appraiser selected by Landlord and all other Costs, including the Cost of the
third appraiser, shall be split equally between Landlord and Tenant.
(b) If, by virtue of any delay, Fair Market Value is not
determined by the expiration or termination of the then current Term, then the
date on which the Term would otherwise expire or terminate shall be extended
with respect to the Leased Premises or the Affected Premises, as applicable, to
the date specified for termination in the particular provision of this Lease
pursuant to which the determination of Fair Market Value is being made.
(c) In determining Fair Market Value as defined in clause
(b) of the definition of Fair Market Value, the appraisers shall add (a) the
present value of the Rent for the remaining Term, assuming the Term has been
extended for all extension periods provided herein (with assumed increases in
the CPI to be determined by the appraisers) using a discount rate (which may be
determined by an investment banker retained by each appraiser) based on the
-49-
creditworthiness of Tenant and (b) the present value of the Leased Premises or
applicable Related Premises as of the end of such Term (having assumed the Term
has been extended for all extension periods provided herein). The appraisers
shall further assume that no default then exists under the Lease, and that
Tenant has complied (and will comply) with all provisions of the Lease.
30. Non-Recourse as to Landlord. Anything contained herein to the
contrary notwithstanding, any claim based on or in respect of any liability of
Landlord under this Lease shall be limited to actual damages and shall be
enforced only against the Leased Premises and the Landlord's interest therein
(including the proceeds thereof) and not against any other assets, properties or
funds of (a) Landlord, (b) any director, member, officer, general partner,
limited partner, employee or agent of Landlord, or any general partner of
Landlord, any of its general partners or shareholders (or any legal
representative, heir, estate, successor or assign of any thereof), (c) any
predecessor or successor partnership or corporation (or other entity) of
Landlord, or any of its general partners, either directly or through Landlord or
its general partners or any predecessor or successor partnership or corporation
or their shareholders, officers, directors, employees or agents (or other
entity), or (d) any other Person (including Xxxxx Property Advisors, Xxxxx
Fiduciary Advisors, Inc., W. P. Xxxxx & Co., LLC, Xxxxx Management LLC, and any
Person affiliated with any of the foregoing, or any director, officer, employee
or agent of any thereof).
31. Financing.
(a) Tenant agrees to pay, upon demand, all reasonable costs
and expenses incurred by Landlord in connection with the purchase, leasing and
initial financing of the Leased Premises including, without limitation, the cost
of appraisals, property condition reports, environmental reports, title
insurance premiums and charges (including endorsements), zoning reports, UCC
searches, surveys, transfer taxes and recording fees, and legal fees and
expenses of Landlord's and Lender's counsel. Tenant shall not be responsible for
payment of any costs or expenses incurred by Landlord in connection with any
refinancing of the Leased Premises following the Initial Loan.
(b) Tenant agrees to pay, within ten (10) business days of
written demand thereof, any cost, charge or expense (other than the principal of
the Note and interest thereon at the contract rate of interest specified
therein) imposed upon Landlord by Lender pursuant to Loan Documents which are
caused by a default by Tenant hereunder and which are not otherwise reimbursed
by Tenant to Landlord pursuant to any other provision of this Lease.
(c) If Landlord desires to obtain or refinance any Loan,
Tenant shall negotiate in good faith with Landlord concerning any request made
by any Lender or proposed Lender for changes or modifications in this Lease. In
particular, Tenant shall agree, upon request of Landlord, to supply any such
Lender with such notices and information as Tenant is required to give to
Landlord hereunder and to consent to such financing if such consent is requested
by such Lender. Tenant shall execute any such changes or modification to this
Lease and all other documents that such Lender reasonably requires in connection
with such financing, including any subordination, non-disturbance and attornment
agreement, so long as the same do not increase any Monetary Obligations, or
materially adversely affect any other right, benefit or
-50-
privilege of Tenant under this Lease or materially increase Tenant's other
obligations under this Lease. Such subordination, nondisturbance and attornment
agreement may require Tenant to confirm that (i) Lender and its assigns will not
be liable for any misrepresentation, act or omission of Landlord and (ii) Lender
and its assigns will not be subject to any counterclaim, demand or offsets which
Tenant may have against Landlord, provided that neither of the confirmations in
the preceding clauses (i) or (ii) shall limit any claim or demand for which
Landlord is otherwise liable. In addition, Landlord agrees that, if Landlord
obtains a Loan (the "New Loan") that replaces the Initial Loan prior to the
tenth (10th) anniversary of the Commencement Date, then, until the tenth (10th)
anniversary of the Commencement Date (A) Landlord shall not require Tenant to
pay Escrow Charges that are in excess of the Escrow Charges required by the
Initial Lender to the extent that such increase was required by a new Lender in
exchange for Landlord obtaining a reduction in interest rate under such New
Loan, (B) Tenant shall not be required to pay any portion of a Prepayment
Premium that is in excess of the Prepayment Premium that would have otherwise
have been payable under the Initial Loan if such increased Prepayment Premium
was required by a new Lender in exchange for Landlord obtaining a reduction in
interest rate under such New Loan, and (C) Landlord shall not require Tenant to
pay Escrow Charges to such new Lender that are not customary in the market-place
at the time the New Loan is obtained.
32. Subordination, Non-Disturbance and Attornment.
(a) This Lease and Tenant's interest hereunder shall be
subordinate to any Mortgage or other security instrument hereafter placed upon
the Leased Premises by Landlord, and to any and all advances made or to be made
thereunder, to the interest thereon, and all renewals, replacements and
extensions thereof, provided that any such Mortgage or other security instrument
(or a separate instrument in recordable form duly executed by the holder of any
such Mortgage or other security instrument and delivered to Tenant) shall
provide for the recognition of this Lease and all Tenant's rights hereunder.
(b) Landlord agrees that, upon the request of any Person that
shall be providing senior secured financing to Tenant, or a purchase money
equipment financier or equipment lessor of Tenant, Landlord shall negotiate in
good faith for the purpose of executing and delivering a commercially reasonable
waiver of Landlord's statutory lien rights, if any, and a consent and agreement
with respect to the respective rights of Landlord and such Person regarding the
security interests in, and the timing and removal of, any inventory, equipment
or other collateral in which such Person has a secured interest (the
"Collateral"), in form and substance reasonably acceptable to Landlord and such
Person, so long as such waiver and agreement (i) provides for the
indemnification of Landlord against any claims by Tenant or any Person claiming
through Tenant, and against any physical damage caused to the any Related
Premises, in connection with the removal of any of the Collateral by such
Person, (ii) expressly excludes any claim by such Person to any right, title or
interest in or to any of the Equipment as defined in this Lease, (iii) provides
for a reasonable, but limited, time frame for the removal of such Collateral by
such Person after the expiration of which same shall be deemed abandoned, and
(iv) provides for the per diem payment of Basic Rent due hereunder by such
Person for each day after the fifth (5th) business day following the date of the
expiration or termination of this Lease that Landlord permits such Person's
Collateral to remain in any Related Premises.
-51-
33. Tax Treatment; Reporting. Landlord and Tenant each acknowledge
that it is the intent of each party to treat this transaction as a true lease
for state law purposes and, accordingly, each party shall report this
transaction as a Lease for Federal income tax purposes. For federal income tax
purposes each shall report this Lease as a true lease with Landlord as the owner
of the Leased Premises and Equipment and Tenant as the lessee of such Leased
Premises and Equipment including without limitation: (i) treating Landlord as
the owner of the property eligible to claim depreciation deductions under
Section 167 or 168 of the Internal Revenue Code of 1986 (the "Code") with
respect to the Leased Premises and Equipment, (ii) Tenant reporting its Rent
payments as rent expense under Section 162 of the Code, and (iii) Landlord
reporting the Rent payments as rental income. For the avoidance of doubt,
nothing in this Lease shall be deemed to constitute a guaranty, warranty or
representation by either Landlord or Tenant as to the actual treatment of this
transaction for state law purposes and for federal law purposes.
34. Intentionally omitted.
35. Security Deposit; Payment of Earn-out Deposit.
(a) Concurrently with the execution of this Lease Tenant shall
deliver or cause to be delivered to Landlord two security deposits, one in the
amount of Five Million and xx/100 ($5,000,000.00) Dollars (the "Security
Deposit"). The Security Deposit shall be in the form of either cash (a "Cash
Security Deposit") or an irrevocable letter of credit (the "Letter of Credit")
and issued by a bank (or bank subsidiary or other financial institution issuing
the Letter of Credit) reasonably acceptable to Landlord and having a long-term
unsecured debt rating of not less than "AA" from Standard & Poor's Corporation
and otherwise in form and substance satisfactory to Landlord. The Security
Deposit shall remain in full force and effect during the Term as security for
the payment by Tenant of the Rent and all other charges or payments to be paid
hereunder and the performance of the covenants and obligations contained herein,
and if the Security Deposit is in the form of a Letter of Credit, same shall be
renewed at least thirty (30) days prior to any expiration thereof (and may be in
the form of a one year automatically renewable or "evergreen" letter of credit).
If Tenant fails to timely renew any Letter of Credit, time being of the essence,
Landlord shall have the right at any time after the thirtieth (30th) day before
such expiration date to draw on such Letter of Credit and to deposit the
proceeds of such Letter of Credit as a cash security deposit in any account for
the benefit of Landlord or to declare an Event of Default. The Cash Security
Deposit shall not be commingled with other funds of Landlord and shall be
deposited in an interest bearing account in a bank selected by Landlord.
Provided that an Event of Default has not occurred and is not then continuing,
any interest earned on such Cash Security Deposit shall be paid to Tenant
annually, less any administrative fee that Landlord is required to pay in
connection with the maintenance or servicing of such account, which annual
administrative fee shall not exceed one (1%) percent of the amount of such Cash
Security Deposit. Provided that no Event of Default has occurred and is then
continuing, Tenant shall have the right at anytime during the Term, upon not
less than thirty (30) days prior written notice to Landlord, to tender a Letter
of Credit to Landlord meeting the requirements of this Paragraph 35 in
substitution of a Cash Security Deposit.
(b) Guarantor and AREC Real Estate Company (Guarantor and AREC
Real Estate Company, collectively, the "Sellers"), each Affiliates of Tenant,
have represented to Landlord that, based upon certain assumptions disclosed to
Landlord, they project that the Net
-52-
Operating Income for the Combined Property will meet the Earn-Out Test (as
defined herein) by the third (3rd) anniversary of the Commencement Date and
Landlord has relied on such projections in connection with its purchase of the
Leased Premises and entering into this Lease and the Mercury Lease. As a
material inducement to Landlord purchasing the Combined Property and entering
into this Lease and the Mercury Lease, the Sellers and Landlord have agreed to
hold back the amount of Twenty-three Million Two Hundred Fifty Thousand and
xx/100 ($23,250,000.00) Dollars (the "Earn-Out Deposit") from the purchase price
for the Combined Property. The Earn-Out Deposit is not a security deposit and
neither Tenant nor the Sellers have any right to be paid the Earn-Out Deposit
except as expressly set forth in this Paragraph 35. The Earn-Out Deposit shall
be in the form of either cash (a "Cash Earn-Out Deposit") or a Letter of Credit.
Subject to the terms of Paragraph 35(c), the Earn-Out Deposit shall remain as
funds of and held by Landlord during the Term. If the Earn-Out Deposit is in the
form of a Letter of Credit, same shall be renewed at least thirty (30) days
prior to any expiration thereof (and may be in the form of a one year
automatically renewable or "evergreen" letter of credit). If Tenant fails to
timely renew any Letter of Credit, time being of the essence, Landlord shall
have the right at any time after the thirtieth (30th) day before such expiration
date to draw on such Letter of Credit and to deposit the proceeds of such Letter
of Credit as cash in any account for the benefit of Landlord or to declare an
Event of Default. The Cash Earn-Out Deposit shall not be commingled with other
funds of Landlord and shall be deposited in an interest bearing account in a
bank selected by Landlord. Provided that an Event of Default has not occurred
and is not then continuing, any interest earned on such Earn-Out Deposit shall
be paid to Tenant annually, less any administrative fee that Landlord is
required to pay in connection with the maintenance or servicing of such account,
which annual administrative fee shall not exceed one (1%) percent of the amount
of such Cash Earn-Out Deposit. Provided that no Event of Default has occurred
and is then continuing, Tenant shall have the right at anytime during the Term,
upon not less than thirty (30) days prior written notice to Landlord, to tender
a Letter of Credit to Landlord meeting the requirements of this Paragraph 35 in
substitution of a Cash Earn-Out Deposit.
(c) Notwithstanding anything to the contrary set forth herein,
(i) provided that no Event of Default has occurred and is continuing, Tenant (as
an Affiliate of Sellers) shall be paid, within three (3) business days of
request, the Earn-Out Deposit if, and only if, the following conditions are met:
(A) Landlord has actually received, in-hand, cash payment of the Earn-Out
Deposit from Lender pursuant to the terms of the Initial Loan Agreement (from
the "Required DSCR Reserve Funds", as such term is defined in the Initial Loan
Agreement), and (B) the Combined Properties have achieved and maintained for the
twelve (12) month period immediately preceding Tenant's request Net Operating
Income with respect to the Combined Properties equaling or exceeding One Hundred
Fifteen (115%) Percent of the sum of the Basic Rent then payable under this
Lease and the Basic Rent payable under the Mercury Lease ((A) and (B)
collectively, the "Earn-Out Test"), and (ii) if a Limited Remedy Default has
occurred and Landlord has exercised its remedies pursuant to Paragraph 23(k) of
this Lease, then Landlord shall pay to Tenant any portion of the Earn-Out
Deposit actually received by Landlord on or before the Vacate Date. Tenant
acknowledges that the Earn-Out Deposit and the Security Deposit shall be
initially held by the Initial Lender pursuant to the terms of the Initial Loan
Agreement as "Required DSCR Reserve Funds" and Tenant consents thereto and
agrees that any application of the Required DSCR Reserve Funds toward the
payment of any sums payable by Landlord to Lender pursuant to the Initial Loan
Agreement shall not be deemed to be a return of
-53-
the Required DSCR Reserve Funds to Landlord. As used in this Paragraph 35(c),
the following terms shall have the following meanings:
NET OPERATING INCOME" shall mean, with respect to any period of time, the
amount obtained by subtracting Operating Expenses from Operating Income.
"OPERATING EXPENSES" shall mean, with respect to any period of time, the
sum of, with respect to the operation of the Combined Property, the total of all
expenses actually paid or payable, computed on a cash basis, of whatever kind
relating to the operation, maintenance and management of the Combined Property,
including without limitation, utilities, ordinary repairs and maintenance,
Insurance Premiums, license fees, taxes and Other Charges, advertising expenses,
payroll and related taxes, computer processing charges, management fees equal to
the greater of 4% of the storage income and the management fees actually paid
under the Management Agreement, operational equipment or other lease payments,
but specifically excluding depreciation and amortization, income taxes, debt
service, operating lease payments, any incentive fees due under the Management
Agreement, any item of expense that in accordance with GAAP should be
capitalized, any item of expense that would otherwise be covered by the
provisions hereof but which is paid by any Tenant under such Tenant's Lease or
other agreement. All capitalized terms used in this definition of the term
Operating Expenses and not defined herein shall have their respective meanings
set forth in the Initial Loan Agreement.
"OPERATING INCOME" shall mean, with respect to any period of time, with
respect to the operation of the Combined Property, all income, computed on a
cash basis, derived from the operation of the Combined Property from whatever
source, including, but not limited to, Rents, utility charges, escalations,
forfeited security deposits, interest on credit accounts, service fees or
charges, license fees, parking fees, rent concessions or credits, and other
required pass-throughs but excluding sales, use and occupancy or other taxes on
receipts required to be accounted for by Tenant to any Governmental Authority,
refunds and uncollectible accounts, sales of furniture, fixtures and equipment,
interest income from any source, Insurance Proceeds (other than business
interruption or other loss of income insurance), Awards, percentage rents,
unforfeited security deposits, utility and other similar deposits, income from
tenants not paying rent, income from tenants in bankruptcy, non-recurring or
extraordinary income, including, without limitation, proceeds from the sale real
property, lease termination payments. All capitalized terms used in this
definition of the term Operating Income and not defined herein shall have their
respective meanings set forth in the Initial Loan Agreement.
(d) If at any time an Event of Default shall have occurred and
be continuing, Landlord shall be entitled, at its sole discretion, to draw on
any Letter of Credit or to withdraw the Cash Security Deposit or the Cash
Earn-Out Deposit from the above-described account and to apply the proceeds of
either or both of the Cash Security Deposit or the Cash Earn-Out Deposit (in any
order or priority that Landlord may select in its sole and absolute discretion)
in payment of (i) any Rent or other charges for the payment of which Tenant
shall be in default, (ii) any expense incurred by Landlord in curing any default
of Tenant, and/or (iii) any other sums due to Landlord in connection with any
default or the curing thereof, including, without limitation, any damages
incurred by Landlord by reason of such default, including any rights of Landlord
under Paragraph 23 or to do any combination of the foregoing, all in such
-54-
order or priority as Landlord shall so determine in its sole discretion and
Tenant acknowledges and agrees that such proceeds shall not constitute assets or
funds of Tenant or its estate, or be deemed to be held in trust for Tenant, but
shall be, for all purposes, the property of Landlord (or Lender, to the extent
assigned). Tenant further acknowledges and agrees that (1) Landlord's
application of the proceeds of any Letter of Credit, Cash Security Deposit or
Cash Earn-Out Deposit towards the payment of Basic Rent, Additional Rent or the
reduction of any damages due Landlord in accordance with Paragraph 23 of this
Lease, constitutes a fair and reasonable use of such proceeds, and (2) the
application of such proceeds by Landlord towards the payment of Basic Rent,
Additional Rent or any other sums due under this Lease shall not constitute a
cure by Tenant of the applicable default provided that an Event of Default shall
not exist if Tenant restores the Security Deposit and/or the Earn-Out Deposit,
as applicable to their or its full amount within ten (10) days and in accordance
with the requirements of this Paragraph 35, so that the required amount of the
Security Deposit and Earn-Out Deposit shall be again on deposit with Landlord.
(e) Subject to the provisions of Paragraph 35 (c) and (d)
above, at the expiration of the Term and so long as no Event of Default then
exists, the Letter of Credit, any remaining Cash Security Deposit, and the
Earn-Out Deposit, as the case may be, shall be returned to Tenant.
(f) Landlord shall have the right to designate Lender or any
other holder of a Mortgage as the beneficiary of any Letter of Credit during the
term of the applicable Loan, and such Lender or other holder of a Mortgage shall
have all of the rights of Landlord under this Paragraph 35. In addition,
Landlord shall have the right to deposit with Lender any Cash Security Deposit
and/or Cash Earn-Out Deposit during the term of the applicable Loan, and such
Lender or other holder of a Mortgage shall have all of the rights of Landlord
under this Paragraph 35. Tenant covenants and agrees to execute such agreements,
consents and acknowledgments as may be requested by Landlord from time to time
to change the holder of the Security Deposit and/or Earn-Out Deposit as
hereinabove provided.
36. Economic Abandonment.
(a) In addition to the termination rights set forth in
Paragraph 18 and 37, provided that an Event of Default does not then exist,
Tenant shall have the right, at any time except during the REMIC Prohibition
Period (as that term is defined in the Initial Loan Agreement) and except during
any period after the tenth 10th anniversary of the Commencement Date when
Landlord is prohibited from prepaying or defeasing any Mortgage then encumbering
the Leased Premises, to terminate this Lease with respect to any Related
Premises (any such Related Premises, an "Abandonment Premises") that shall have
become uneconomic for Tenant's continued use and occupancy in its business
operations. In the event Tenant elects to exercise such right, Tenant shall give
notice (the "Abandonment Notice") to Landlord (with a copy to Lender) of its
intention so to terminate this Lease as to the Abandonment Premises, no later
than six (6) months prior to the date (the "Abandonment Date") of such intended
termination, which notice shall specify the Abandonment Date and shall contain
(i) an irrevocable offer of Tenant to terminate this Lease as to the Abandonment
Premises on the Abandonment Date for the Abandonment Offer Amount and (ii) a
certificate of Tenant (A) stating that the Abandonment Premises are no longer
economic for Tenant's continued use and occupancy in its business
-55-
operations, (B) specifying in reasonable detail the reasons therefor and (C)
certifying that Tenant then intends forever to abandon its operations at the
Abandonment Premises, which certificate shall be conclusively binding upon
Landlord and Tenant. Notwithstanding the foregoing, Tenant acknowledges and
agrees that no Abandonment Notice given by Tenant hereunder shall be valid or of
any force or effect, and Tenant shall have no right to so terminate this Lease
with respect to any Related Premises, unless Landlord shall have concurrently
received an "Abandonment Notice" (as such term is defined in the Mercury Lease),
from Mercury with respect to the Corresponding Mercury Premises meeting the
terms, provisions and requirements of Paragraph 36 of the Mercury Lease, and
such notice provides for the simultaneous abandonment of the entire Related
Premises by Tenant and Mercury.
(b) Tenant may exercise its rights under this Paragraph with
respect to one or more Related Premises the allocated Acquisition Cost of which
do not, in the aggregate, represent more than twenty (20%) percent of the total
Acquisition Cost for the entire Leased Premises as set forth on Exhibit "E"
hereto.
(c) The "Abandonment Offer Amount" as used herein shall mean
the sum of (x) the Acquisition Cost of the Abandonment Premises and (y) the
applicable Prepayment Premium which Landlord will have to pay in prepayment of
any Loan with proceeds of the Abandonment Offer Amount.
(d) Landlord shall accept or reject such offer by notice to
Tenant given not later than ninety (90) days prior to the Abandonment Date. If
Landlord shall reject such offer, which rejection shall not be valid unless
accompanied by the written consent of Lender thereto, then upon (i) payment of
all Rent and any other sums due and unpaid hereunder as of the Abandonment Date
and (ii) compliance by Tenant with all other obligations and liabilities under
this Lease which have arisen on or prior to the Abandonment Date, this Lease
shall terminate as to the Abandonment Premises on the Abandonment Date and
Tenant shall immediately vacate and have no further right, title or interest in
or to any of the Abandonment Premises. It is acknowledged and agreed by Landlord
that any acceptance or rejection of an Abandonment Offer Amount from Tenant
under this Paragraph 36(d) shall also concurrently contain the same response
(i.e. an acceptance or rejection, as the case my be) of the Abandonment Offer
Amount by Mercury with respect to the Corresponding Mercury Premises.
(e) After the Abandonment Date, whether or not Landlord shall
have accepted or rejected Tenant's offer, the terms of this Lease will remain in
full force and effect with respect to the remaining Related Premises except that
the Basic Rent will be that percentage of the then Basic Rent which is allocated
to the remaining Related Premises as set forth on Exhibit "F" attached hereto
and made a part hereof.
(f) Unless Landlord shall have rejected such offer by the
foregoing notice to Tenant not later than the ninetieth (90th) day prior to the
Abandonment Date, Landlord shall be conclusively presumed to have accepted such
offer. If such offer is accepted by Landlord, Tenant shall pay to Landlord the
Abandonment Offer Amount on the Abandonment Date and, provided an Event of
Default does not then exist hereunder, at the request of Tenant, Landlord shall
convey to Tenant the Abandonment Premises in accordance with the provisions of
Paragraph 20.
-56-
37. Substitution and Exchange of Premises.
(a) In addition to the termination rights set forth in Paragraph 18
and Paragraph 36 hereof, so long as no Event of Default then exists, Tenant
shall have the right, with respect to not more than any fifteen (15) Related
Premises during the initial Term, and not more than any eight (8) Related
Premises during any Renewal Term that are no longer economic or otherwise
suitable for Tenant's continued use and occupancy in its business operations,
(any such Related Premises, an "Obsolete Premises"), to substitute the Obsolete
Premises for one or more properties the use of which is substantially similar to
the use of the Obsolete Premises and the Fair Market Value of which
(collectively, if more than one property is exchanged for an Obsolete Premises)
is equal to or greater than the Fair Market Value of the Obsolete Premises (the
"Exchange Premises") and lease the Exchange Premises back from Landlord in
exchange for the conveyance to Tenant of such Obsolete Premises and the
termination of the Lease with respect to such Obsolete Premises (the
"Exchange"). In the event that Tenant elects to exercise such right, Tenant
shall deliver to Landlord a certificate of Tenant stating that the Obsolete
Premises are no longer economic or suitable for Tenant's continued use and
occupancy in its business operations, specifying in reasonable detail the
reasons therefore, and further certifying that Tenant intends to abandon its
operations at the Obsolete Premises. Notwithstanding the foregoing, Tenant
acknowledges and agrees that, so long as the Mercury Lease remains in effect,
Tenant shall not have the right to Exchange any Obsolete Premises for an
Exchange Premises, unless such proposed Exchange part of a concurrent Exchange
and termination by Mercury of the Corresponding Related Premises in accordance
with Paragraph 37 of the Mercury Lease and the Exchange Premises has a use which
is substantially similar to the use of the Obsolete Premises.
(b) Tenant acknowledges and agrees that in addition to the
requirements of Landlord as set forth in this Paragraph 37, Tenant's right to
effect an Exchange is subject to and conditioned upon compliance with all
requirements of any Lender as may be in effect from time to time, and that it
has received and reviewed the Exchange requirements set forth in Section 2.8 of
the Initial Loan Agreement. Subject to the terms of this Paragraph 37 and at no
cost to Landlord, Landlord agrees that it shall reasonably cooperate with Tenant
in connection with an Exchange and shall execute such other documents as may be
required in order to permit Tenant to effectuate an Exchange, including, without
limitation, documents required by Initial Lender pursuant to Section 2.8 of the
Initial Loan Agreement.
(c) From and after the date of an Exchange (i) the Exchange Premises
(or each Exchange Premises, as applicable) shall be a Related Premises, subject
in all respects to the terms of this Lease, and the Lease shall be amended
accordingly, and (ii) this Lease shall terminate with respect to the Obsolete
Premises, except for Surviving Obligations relative to the Obsolete Premises.
38. Mercury Lease. Tenant acknowledges and agrees that concurrently with
the execution and delivery of this Lease by Landlord and Tenant, Landlord is
entering into the Mercury Lease with Mercury for premises adjacent to and
contiguous with the Leased Premises, and that Tenant (through the Manager and/or
its affiliates) will derive substantial benefit from the concurrent execution
and enforceability of this Lease and the Mercury Lease and the concurrent
execution by Mercury and Manager of the Management Agreement, and that the
-57-
foregoing constituted a material inducement to Landlord to enter into the
transaction contemplated by this Lease.
39. Local Law Provisions. Landlord and Tenant hereby agree to be bound
by and comply with the terms and conditions set forth in Exhibit "G" attached
hereto and made a part hereof.
40. Miscellaneous.
(a) The Paragraph headings in this Lease are used only for
convenience in finding the subject matters and are not part of this Lease or to
be used in determining the intent of the parties or otherwise interpreting this
Lease.
(b) As used in this Lease, the singular shall include the plural and
any gender shall include all genders as the context requires and the following
words and phrases shall have the following meanings: (i) "including" shall mean
"including without limitation"; (ii) "provisions" shall mean "provisions, terms,
agreements, covenants and/or conditions"; (iii) "lien" shall mean "lien, charge,
encumbrance, title retention agreement, pledge, security interest, mortgage
and/or deed of trust"; (iv) "obligation" shall mean "obligation, duty,
agreement, liability, covenant and/or condition"; (v) "any of the Leased
Premises" shall mean "the Leased Premises or any part thereof or interest
therein"; (vi) "any of the Land" shall mean "the Land or any part thereof or
interest therein"; (vii) "any of the Improvements" shall mean "the Improvements
or any part thereof or interest therein"; (viii) "any of the Equipment" shall
mean "the Equipment or any part thereof or interest therein"; and (ix) "any of
the Appurtenances" shall mean "the Appurtenances or any part thereof or interest
therein".
(c) Any act which Landlord is permitted to perform under this Lease
may be performed at any time and from time to time by Landlord or any person or
entity designated by Landlord. Each appointment of Landlord as attorney-in-fact
for Tenant hereunder is irrevocable and coupled with an interest. Landlord shall
not unreasonably withhold or delay its consent whenever such consent is required
under this Lease, except as otherwise provided herein and except that with
respect to any assignment of this Lease not expressly permitted by the terms of
this Lease, Landlord may withhold its consent for any reason or no reason. In
any instance in which Landlord agrees not to act unreasonably, Tenant hereby
waives any claim for damages against or liability of Landlord which is based
upon a claim that Landlord has unreasonably withheld or unreasonably delayed any
consent or approval requested by Tenant, and Tenant agrees that its sole remedy
shall be an action for declaratory judgment. If with respect to any required
consent or approval Landlord is required by the express provisions of this Lease
not to unreasonably withhold or delay its consent or approval, and if it is
determined in any such proceeding referred to in the preceding sentence that
Landlord acted unreasonably, the requested consent or approval shall be deemed
to have been granted; however, Landlord shall have no liability whatsoever to
Tenant for its refusal or failure to give such consent or approval. Tenant's
sole remedy for Landlord's unreasonably withholding or delaying, consent or
approval shall be as provided in this Paragraph. Time is of the essence with
respect to the performance by Tenant of its obligations under this Lease.
-58-
(d) Landlord shall in no event be construed for any purpose to be a
partner, joint venturer or associate of Tenant or of any subtenant, operator,
concessionaire or licensee of Tenant with respect to any of the Leased Premises
or otherwise in the conduct of their respective businesses.
(e) This Lease and any documents which may be executed by Tenant on
or about the effective date hereof at Landlord's request constitute the entire
agreement between the parties and supersede all prior understandings and
agreements, whether written or oral, between the parties hereto relating to the
Leased Premises and the transactions provided for herein. Landlord and Tenant
are business entities having substantial experience with the subject matter of
this Lease and have each fully participated in the negotiation and drafting of
this Lease. Accordingly, this Lease shall be construed without regard to the
rule that ambiguities in a document are to be construed against the drafter.
(f) This Lease may be modified, amended, discharged or waived only
by an agreement in writing signed by the party against whom enforcement of any
such modification, amendment, discharge or waiver is sought.
(g) The covenants of this Lease shall run with the land and bind
Tenant, its successors and assigns and all present and subsequent encumbrancers
and subtenants of any of the Leased Premises, and shall inure to the benefit of
Landlord, its successors and assigns. If there is more than one Tenant, the
obligations of each shall be joint and several.
(h) Notwithstanding any provision in this Lease to the contrary, all
Surviving Obligations of Tenant shall survive the expiration or termination of
this Lease with respect to any Related Premises.
(i) If any one or more of the provisions contained in this Lease
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 of this Lease, but this Lease shall be construed as if such
invalid, illegal or unenforceable provision had never been contained herein.
(j) All exhibits attached hereto are incorporated herein as if fully
set forth.
(k) EACH OF LANDLORD AND TENANT HEREBY AGREE THAT THE STATE OF NEW
YORK HAS A SUBSTANTIAL RELATIONSHIP TO THE PARTIES AND TO THE UNDERLYING
TRANSACTION EMBODIED HEREBY, AND IN ALL RESPECTS (INCLUDING, WITHOUT LIMITING
THE GENERALITY OF THE FOREGOING, MATTERS OF CONSTRUCTION, VALIDITY AND
PERFORMANCE) THIS LEASE AND THE OBLIGATIONS ARISING HEREUNDER SHALL BE GOVERNED
BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK
APPLICABLE TO CONTRACTS MADE AND PERFORMED THEREIN AND ALL APPLICABLE LAW OF THE
UNITED STATES OF AMERICA; EXCEPT THAT, AT ALL TIMES, THE PROVISIONS FOR THE
CREATION OF THE LEASEHOLD ESTATE, ENFORCEMENT OF LANDLORD'S RIGHTS AND REMEDIES
WITH RESPECT TO
-59-
RIGHT OF RE-ENTRY AND REPOSSESSION, SURRENDER, DELIVERY, EJECTMENT,
DISPOSSESSION, EVICTION OR OTHER IN-REM PROCEEDING OR ACTION REGARDING ANY
RELATED PREMISES PURSUANT TO PARAGRAPH 23 HEREOF SHALL BE GOVERNED BY AND
CONSTRUED ACCORDING TO THE LAWS OF THE STATE IN WHICH THE APPLICABLE RELATED
PREMISES IS LOCATED, IT BEING UNDERSTOOD THAT, TO THE FULLEST EXTENT PERMITTED
BY LAW OF SUCH STATE, THE LAW OF THE STATE OF NEW YORK SHALL GOVERN THE VALIDITY
AND THE ENFORCEABILITY OF THE LEASE, AND THE OBLIGATIONS ARISING HEREUNDER. TO
THE FULLEST EXTENT PERMITTED BY LAW, TENANT HEREBY UNCONDITIONALLY AND
IRREVOCABLY WAIVES ANY CLAIM TO ASSERT THAT THE LAW OF ANY OTHER JURISDICTION
GOVERNS THIS LEASE. ANY LEGAL SUIT, ACTION OR PROCEEDING AGAINST TENANT ARISING
OUT OF OR RELATING TO THIS LEASE MAY BE INSTITUTED IN ANY FEDERAL OR STATE COURT
SITTING IN THE COUNTY OF NEW YORK, STATE OF NEW YORK, AND TENANT WAIVES ANY
OBJECTION WHICH IT MAY NOW OR HEREAFTER HAVE TO THE LAYING OF VENUE OF ANY SUCH
SUIT, ACTION OR PROCEEDING IN SUCH COUNTY AND STATE, AND TENANT HEREBY EXPRESSLY
AND IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY SUCH COURT IN ANY SUIT,
ACTION OR PROCEEDING. NOTWITHSTANDING THE FOREGOING, NOTHING HEREIN SHALL
PREVENT OR PROHIBIT LANDLORD FROM INSTITUTING ANY SUIT, ACTION OR PROCEEDING IN
ANY OTHER PROPER VENUE OR JURISDICTION IN WHICH TENANT IS LOCATED OR WHERE
SERVICE OF PROCESS CAN BE EFFECTUATED.
REMAINDER OF PAGE LEFT INTENTIONALLY BLANK
-60-
IN WITNESS WHEREOF, Landlord and Tenant have caused this Lease to be duly
executed under seal as of the day and year first above written.
ATTEST / WITNESS: LANDLORD:
UH STORAGE (DE) LIMITED
PARTNERSHIP, a Delaware limited partnership
By: UH Storage GP (DE) QRS 15-50, Inc., a
Delaware corporation, its general partner
By: /s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxx X. Xxxxxxxx
---------------------- --------------------
Title: Title: President
By: /s/ Xxxxxx X. Xxxxxxxx
----------------------
Title:
-------------
ATTEST/WITNESS: TENANT:
U-HAUL MOVING PARTNERS, INC,
a Nevada corporation
By: /s/ [ILLEGIBLE] By: /s/ Xxxx X. Xxxxxx
--------------- -------------------
Title: Title: Treasurer
-------------
By: /s/ [ILLEGIBLE]
---------------
Title:
SIGNATURE PAGE FOR LEASE, U-HAUL MOVING PARTNERS, INC.
STATE OF NEW YORK,
COUNTY OF NEW YORK, ss:
On the_______day of March, in the year 2004 before me, the undersigned,
personally appeared Xxxx X. Xxxxxxxx personally known to me or proved to me on
the basis of satisfactory evidence to be the individual whose name is subscribed
to the within instrument and she acknowledged to me that she executed the same
in her capacity, and that by her signature on the instrument, the individual or
the person upon behalf of which the individual acted, executed the instrument.
__________________________________
Name of Notary Public:____________
Commission Expires:________________
STATE OF NEW YORK,
COUNTY OF NEW YORK, ss:
On the 31st day of March, in the year 2004 before me, the undersigned,
personally appeared Xxxx Xxxxxx personally known to me or proved to me on the
basis of satisfactory evidence to be the individual whose name is subscribed to
the within instrument and he acknowledged to me that he executed the same in his
capacity, and that by his signature on the instrument, the individual or the
person upon behalf of which the individual acted, executed the instrument.
/s/ Xxxxx X. Xxxxxx
______________________________________
Name of Notary Public: Xxxxx X. Xxxxxx
Commission Expires: 8-19-2007
[SEAL]
-0-
XXXXX XX XXX XXXX,
XXXXXX XX XXX XXXX, ss:
On the 31st day of March, in the year 2004 before me, the undersigned,
personally appeared Xxxx X. Xxxxxxxx personally known to me or proved to me on
the basis of satisfactory evidence to be the individual whose name is subscribed
to the within instrument and she acknowledged to me that she executed the same
in her capacity, and that by her signature on the instrument, the individual or
the person upon behalf of which the individual acted, executed the instrument.
/s/ Xxxxxx X. Xxxxxxx
_________________________
XXXXXX X. XXXXXXX
Name of Notary Public: XXXXXX X. XXXXXXX
NOTARY PUBLIC, State of New York
Commission Expires: No. 01CO5042232
Qualified in County of Queens
Commission Expires April, 20 ____
STATE OF NEW YORK,
COUNTY OF NEW YORK, ss:
On the_______day of March, in the year 2004 before me, the undersigned,
personally appeared Xxxx Xxxxxx personally known to me or proved to me on the
basis of satisfactory evidence to be the individual whose name is subscribed to
the within instrument and he acknowledged to me that he executed the same in his
capacity, and that by his signature on the instrument, the individual or the
person upon behalf of which the individual acted, executed the instrument.
___________________________________
Name of Notary Public:_____________
Commission Expires: _______________
-2-
EXHIBIT A-1
PREMISES
EXHIBIT A-l-1
884081
EXHIBIT "A"
2505 GOVERNMENT BLND.
LEGAL DESCRIPTION: MOBILE, AL
LEGAL DESCRIPTION (SCHEDULE A)
From the Intersection of the East line of the Northwest Quarter of Section 29,
Township 4 South, Range 1 West, Mobile County, Alabama, with the Southerly
right-of-way line of proposed new U.S. Highway 90, thence Southwesterly along
said Southerly right-of-way line 351.7 feet to a point (said Southerly line
right-of-way line being fixed by right-of-way Deed from C. Xxx Xxxxxx, et al, to
the City of Mobile, Alabama dated March 25, 1950) and recorded in Deed Book 504
N.S., Page 271 of the records in the Office of the Judge of Probate, Mobile
County, Alabama, which said right-of-way deed is hereby expressly referred to
and made a part hereof for the location and more definite description of said
Southerly right of way line); from said Point, continue thence in a
Southwestwardly direction along said Southerly right-of-way line 350 feet to a
point on said Southerly right-of-way which marks the point of beginning of the
property herein described; thence South 12 degrees 35 minutes East 265 feet to a
point; thence Westwardly at right angles to the last described course 154.6 feet
to a point; thence North 36 degrees 47 minutes West a distance of 190.43 feet to
a point on the aforesaid Southerly right-of-way line, which point is 250 feet
Southwestwardly from the Point of Beginning of the property herein described
measured along said Southerly right-of-way line; thence Northeastwardly along
said Southerly right-of-way line 250 feet to the Point of Beginning of the
property herein described.
LEGAL DESCRIPTION (MEASURED)
From the Intersection of the East line of the Northwest Quarter of Section 29,
Township 4 South, Range 1 West, Mobile County, Alabama with the Southerly
right-of-way line of U.S. Highway 90, thence Southwesterly along said Southerly
right-of-way line 351.7 feet to a point (Said Southerly right-of-way line being
fixed by right-of-way Deed From C. Xxx Xxxxxx, et al, to the City of Mobile,
Alabama dated March 25,1950 and recorded in Deed Book 504 N.S., Page 271 of the
records in the Office of the Judge of Probate, Mobile County, Alabama, which
said right-of-way deed is hereby expressly referred to and made a part hereof
for the location and more definite description of said Southerly right of way
line); from said Point, continue thence in a Southwestwardly direction along
said Southerly right-of-way line 350 feet to a point on said Southerly
right-of-way which marks the Point of Beginning of the tract of land herein
described; thence South 12 degrees 40 minutes 00 seconds East a distance of
264.99 feet; thence South 77 degrees 20 minutes 18 seconds West a distance of
154.51 feet; thence North 36 degrees 53 minutes 35 seconds West a distance of
190,36 feet to U.S. Highway 90; thence along U.S. Highway 90 and with a curve
turning to the right, an are length of 250.41 feet, a radius of 1160.50 feet, a
chord bearing of North 55 degrees 53 minutes 06 seconds East, pi chord length of
249,93 feet to the Point of Beginning.
884077
000 Xxxxxx Xxxxx Xxxx, Xxxxxx, XX
Exhibit "A" Legal Description
A certain parcel of land located in the SE 1/4 of Section 25, Township 16 South,
Range 7 East, being more particularly described as follows: Beginning at the
intersection of the centerline of Blake Avenue and the centerline of West ninth
Street; thence North 59 degrees 34 minutes East along said centerline of West
Ninth Street 456.78 feet; thence South 23 degrees 10 minutes East 30.00 feet to
a point on the described South right of way line of said Xxxx Xxxxx Xxxxxx and
the True Point of Beginning of the hereafter described parcel; thence South 23
degrees 10 minutes East 257.81 feet; thence North 66 degrees 08 minutes 37
seconds East 449.86 feet; thence 22 degrees 55 minutes 12 seconds West 389.89
feet to the observed South Right of Way Line of West Ninth Street; thence South
49 degrees 53 minutes 48 seconds West along the irregular meanderings of said
South ROW Line a chord length of 471.98 feet to the True Point of Beginning.
Containing 3.35 acres, more of less; subject to the area of the segment formed
by irregular curve of ROW of West Ninth Street.
884083
0000 Xxxxxxxxxx Xxxxx, Xxxxxxxx Xxxxx, XX
Exhibit "A" - Legal Description
Xxx 0, xx Xxxxxxxx Xxxx Xxxxxx Xxxxxxxx Xxxxx Arizona Final Plat No. 414,
according to the plat of record in the office of the County recorder of Maricopa
County, Arizona, recorded in Book 526 of Maps, Page 47.
Except all minerals as reserved unto the United States of America in patent of
said land recorded February 28,1956 in Docket 1839, Page 426, records of
Maricopa County, Arizona.
Except all oil, gases and other hydrocarbon substances, coal, stone, metals,
minerals, fossils and fertilizers of every name and description, together with
all uranium, thorium, or any other material which is or may be determined to be
peculiarly essential to the production of fissionable materials, whether or not
of commercial value.
Except all underground water, in, under or flowing through said land and water
rights appurtenant thereto.
721047
0000 Xxxx Xxxx Xx., Xxxxxx XX
Exhibit "A" - Legal Description
PARCEL NO. 1:
THAT PORTION OF THE EAST HALF OF THE WEST HALF OF SECTION 34, TOWNSHIP 4 NORTH,
RANGE 1 EAST OF THE GILA AND SALT RIVER BASE AND MERIDIAN, MARICOPA COUNTY,
DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTH QUARTER CORNER OF SAID SECTION 34;
THENCE SOUTH 89 DEGREES 23 MINUTES 48 SECONDS WEST, ALONG THE SOUTH LINE OF SAID
SECTION 34, A DISTANCE OF 473.43 FEET;
THENCE NORTH 00 DEGREES 36 MINUTES 12 SECONDS WEST A DISNTANCE OF 55.00 FEET TO
A POINT ON THE NORTH LINES OF THE SOUTH 55.00 FEET OF SAID SECTION 34, SAID
POINT BEING THE TRUEO POINT OF BEGINNING;
THENCE CONTINUING NORTH 00 DEGREES 36 MINUTES 12 SECONDS WEST A DISTANCE OF
325.00 FEET;
THENCE NORTH 89 DEGREES 23 MINUTES 48 SECONDS EAST, PARALLEL TO SAID SOUTH LINE
OF SECTION 34, A DISTANCE OF 234.42 FEET TO A POINT ON THE WEST LINE OF THE EAST
240.00 FEET OF THE EAST HALF OF THE WEST HALF OF SECTION 34;
THENCE SOUTH 00 DEGREES 27 MINUTES 15 SECONDS EAST ALONG SAID WEST LINE A
DISTANCE OF 325.00 FEET TO A POINT ON THE NORTH LINE OF THE SOUTH 55.00 FEET OF
SECTION 34;
THENCE SOUTH 89 DEGREES 23 MINUTES 48 SECONDS WEST ALONG SAID NORTH LINE A
DISTANCE OF 233.57 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL NO. 2:
A NON-EXCLUSIVE EASEMENT FOR INGRESS, EGRESS AND VEHICULAR AND PEDESTRIAN ACCESS
TO AND FROM 88TH AVENUE AS SET FORTH IN DECLARATION OF EASEMENTS RECORDED
FEBRUARY 9, 1996 IN 96-91467 OF OFFICIAL RECORDS AND AS SET FORTH IN DECLARATION
RECORDED FEBRUARY 4, 1998 IN 98-87786 OF OFFICIAL RECORDS.
PARCEL NO. 3:
AN EASEMENT FOR INGRESS AND EGRESS AND UTILITIES AS SET FORTH IN INSTRUMENT
RECORDED DECEMBER 18, 1997 IN 97-887612 OF OFFICIAL RECORDS AND AS SET FORTH IN
DECLARATION RECORDED FEBRUARY 4, 1998 IN 98-87786 OF OFFICIAL RECORDS.
882059
EXHIBIT "A"
TRACT 12, OF XXXXXXX ACRES, ACCORDING TO THE PLAT OF RECORD IN THE OFFICE OF THE
COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA, RECORDED IN BOOK 44 OF MAPS, PAGE
46.
0000 X.00xx XX
XXXXXXX XX
000000
00000 X. XXXX XXXXX XX, XXXXXXX XXXX, XX
EXHIBIT "A"
PARCEL NO. 1:
XXX 0, XX X-XXXX XX XXXX XXXXX XXXX AND FUTURE LOOP 101, ACCORDING TO THE PLAT
OF RECORD IN THE OFFICE OF THE COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA,
RECORDED IN BOOK 511 OF MAPS, PAGE 19.
PARCEL NO.2:
AN EASEMENT FOR VEHICULAR AND PEDESTRIAN INGRESS AND EGRESS AS CREATED IN
DOCUMENT NO. 00-0000000 OVER A PORTION OF THE EAST HALF OF THE SOUTHEAST QUARTER
OF SECTION 22, TOWNSHIP 4 NORTH, RANGE 3 EAST OF THE GILA AND SALT RIVER BASE
AND MERIDIAN, MARICOPA COUNTY, ARIZONA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE EAST LINE OF SAID SECTION 22, WHICH POINT BEARS
SOUTH 00 DEGREES 47 MINUTES 53 SECONDS EAST, 1015.00 FEET FROM THE EAST QUARTER
CORNER THEREOF;
THENCE SOUTH 89 DEGREES 19 MINUTES 55 SECONDS WEST, 55.00 FEET TO THE TRUE POINT
OF BEGINNING;
THENCE SOUTH 09 DEGREES 07 MINUTES 42 SECONDS WEST, A DISTANCE OF 50.74 FEET;
THENCE SOUTH 89 DEGREES 19 MINUTES 55 SECONDS WEST, A DISTANCE OF 327.53 FEET;
THENCE NORTH 00 DEGREES 47 MINUTES 53 SECONDS WEST, A DISTANCE OF 50.00 FEET;
THENCE NORTH 89 DEGREES 19 MINUTES 55 SECONDS EAST, A DISTANCE OF 336.28 FEET TO
THE TRUE POINT OF BEGINNING.
PARCEL NO.3:
A NON-EXCLUSIVE, NON-POSSESSORY, PERPETUAL EASEMENT FOR INGRESS AND EGRESS AS
CREATED IN DOCUMENT NO. 99-175788 OF OFFICIAL RECORDS OVER THAT PORTION OF THE
SOUTHEAST QUARTER OF SECTION 22, TOWNSHIP 4 NORTH, RANGE 3 EAST OF THE GILA AND
SALT RIVER BASE AND MERIDIAN, MARICOPA COUNTY, ARIZONA, DESCRIBED AS FOLLOWS:
COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 22;
THENCE SOUTH 00 DEGREES 47 MINUTES 53 SECONDS EAST, A DISTANCE OF 1015.00 FEET
TO A POINT;
THENCE LEAVING SAID SECTION LINE SOUTH 89 DEGREES 19 MINUTES 55 SECONDS WEST, A
DISTANCE OF 55.00 FEET, TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING SOUTH 89 DEGREES 19 MINUTES 55 SECONDS WEST, A DISTANCE OF
84.21 FEET;
THENCE NORTH 00 DEGREES 47 MINUTES 53 SECONDS WEST A DISTANCE OF 41.20 FEET;
THENCE NORTH 89 DEGREES 19 MINUTES 55 SECONDS EAST, TO A POINT 55.00 FEET WEST
OF THE EAST LINE OF SECTION 22, A DISTANCE OF 84.21 FEET;
THENCE SOUTH 00 DEGREES 47 MINUTES 53 SECONDS EAST A DISTANCE OF 41.20 FEET TO
THE TRUE POINT OF BEGINNING.
PARCEL NO. 4:
A NON-EXCLUSIVE, NON-POSSESSORY EASEMENT FOR INGRESS AND EGRESS AS CREATED IN
DOCUMENT NO. 99-175790 OF OFFICIAL RECORDS OVER THAT PORTION OF THE SOUTHEAST
QUARTER OF SECTION 22, TOWNSHIP 4 NORTH, RANGE 3 EAST OF THE GILA AND SALT RIVER
BASE AND MERIDIAN, MARICOPA COUNTY, ARIZONA, DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHEAST CORNER OF SAID SECTION 22;
THENCE NORTH 00 DEGREES 48 MINUTES 45 SECONDS WEST ALONG THE EAST LINE OF SAID
SECTION 22, A DISTANCE OF 1294.84 FEET;
THENCE LEAVING SAID SECTION LINE SOUTH 89 DEGREES 11 MINUTES 15 SECONDS WEST, A
DISTANCE OF 90.00 FEET;
THENCE SOUTH 75 DEGREES 35 MINUTES 02 SECONDS WEST, A DISTANCE OF 339.55 FEET;
THENCE SOUTH 67 DEGREES 53 MINUTES 42 SECONDS WEST, A DISTANCE OF 16.39 FEET TO
THE TRUE POINT OF BEGINNING;
THENCE CONTINUING SOUTH 67 DEGREES 53 MINUTES 42 SECONDS WEST, A DISTANCE OF
60.00 FEET;
THENCE NORTH 22 DEGREES 06 MINUTES 18 SECONDS WEST, A DISTANCE OF 40.00 FEET;
THENCE NORTH 67 DEGREES 53 MINUTES 42 SECONDS EAST, A DISTANCE OF 79.08 FEET;
THENCE NORTH 75 DEGREES 35 MINUTES 02 SECONDS EAST, A DISTANCE OF 41.93 FEET;
THENCE SOUTH 00 DEGREES 47 MINUTES 53 SECONDS EAST, A DISTANCE OF 25.72 FEET;
THENCE SOUTH 75 DEGREES 35 MINUTES 02 SECONDS WEST, A DISTANCE OF 33.18 FEET;
THENCE SOUTH 67 DEGREES 53 MINUTES 42 SECONDS WEST, A DISTANCE OF 3.54 FEET;
THENCE SOUTH 22 DEGREES 53 MINUTES 42 SECONDS WEST, A DISTANCE OF 21.02 FEET,
TO THE TRUE POINT OF BEGINNING.
721034
00000 X. Xxxxxx Xxx, Xxxxxxx Xxxx, XX
Exhibit "A" - Legal Description
Xxx 00 xx Xxxxxx Xxxxxxxx Xxxx 33.2, according to the plat of record in the
Office of the County Recorder of Maricopa County, Arizona, recorded in Book 537
of Maps, Page 26.
721045
42301 n. 41ST Drive, Anthem, AZ
Exhibit "A" - Legal Description
Xxx 0, xx Xxxxxx Xxxxxxxx Xxxx 33.2, according to the plat of record in the
Office of the County Recorder of Maricopa County, Arizona, recorded in Book 537
of Maps, Page 26.
721046
00000 X. 00xx Xxxxxx, Xxxxxxx XX
Exhibit "A" - Legal Description
Xxx 0, xx Xxxxxxx Xxxxxx Xxxxx, according to the plat of record in the Office of
the County Recorder of Maricopa County, Arizona, recorded in Book 442 of Maps,
Page 18.
721024
EXHIBIT "A"
ALL THAT PORTION OF XXX 0, XXXXXXX 00, XXXXXXXX 00 XXXXX, XXXXX 2 WEST OF THE
GILA AND SALT RIVER BASE AND MERIDIAN, YAVAPAI COUNTY, ARIZONA, DESCRIBED AS
FOLLOWS:
BEGINNING AT A POINT ON THE EAST BOUNDARY OF FORT XXXXXXX MILITARY RESERVATION
FROM WHICH THE CLOSING CORNER FOR FRACTIONAL SECTIONS 35 AND 36 BEARS NORTH 41
DEGREES 46 MINUTES 50 SECONDS WEST, ALONG SAID BOUNDARY, 523.04 FEET;
THENCE NORTH 75 DEGREES 50 MINUTES 44 SECONDS EAST, ALONG THE SOUTH LINE OF THE
"LINNA" MINERAL SURVEY NO. 1364-A, A DISTANCE OF 247.16 FEET, SAID POINT BEING A
REBAR CAPPED L.S. 12005;
THENCE CONTINUING NORTH 76 DEGREES 20 MINUTES 37 SECONDS EAST, ALONG SAID SOUTH
LINE, A DISTANCE OF 347.52 FEET, SAID POINT BEING A 3/8 INCH REBAR;
THENCE SOUTH 02 DEGREES 35 MINUTES 57 SECONDS EAST, 201.92 FEET, SAID POINT
BEING A REBAR STAMPED L.S. 12005;
THENCE SOUTH 80 DEGREES 49 MINUTES 06 SECONDS WEST, 99.95 FEET, SAID POINT BEING
A REBAR STAMPED L.S. 12005;
THENCE SOUTH 03 DEGREES 22 MINUTES 27 SECONDS EAST, 199.95 FEET, SAID POINT
BEING A REBAR STAMPED L.S. 12005 AT THE NORTH RIGHT-OF-WAY OF STATE ROUTE 69
(BLACK CANYON HIGHWAY);
THENCE SOUTH 81 DEGREES 02 MINUTES 36 SECONDS WEST, ALONG SAID RIGHT-OF-WAY, A
DISTANCE OF 70.72 FEET, SAID POINT BEING A REBAR STAMPED L.S. 12005;
THENCE CONTINUING SOUTH 80 DEGREES 42 MINUTES 32 SECONDS WEST, ALONG SAID
RIGHT-OF-WAY, A DISTANCE OF 154.02 FEET, SAID POINT BEING A REBAR STAMPED L.S.
12005;
THENCE NORTH 41 DEGREES 46 MINUTES 50 SECONDS WEST, ALONG SAID EAST BOUNDARY OF
THE FORT XXXXXXX MILITARY RESERVATION, A DISTANCE OF 416.00 FEET, SAID POINT
BEING THE TRUE POINT OF BEGINNING.
721044
EXHIBIT "A"
PARCEL NO. 1:
XXX 0X, XX XXXXXXXXXXXXX XX XXX XXXX XXXX-XXXXXXXX PARK, ACCORDING TO THE PLAT
OF RECORD IN THE OFFICE OF THE COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA,
RECORDED IN BOOK 536 OF MAPS, PAGE 27.
PARCEL NO. 2:
EASEMENT FOR VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AS SET FORTH IN
DECLARATION OF EASEMENTS, COVENANTS, CONDITIONS AND RESTRICTIONS RECORDED
OCTOBER 31, 2001 IN 2001-1017432 OF OFFICIAL RECORDS.
834025
00000 X. Xxxx Xxxxx, Xxxxxx Xxxxx, XX
Exhibit "A" - Legal Description
Part of Xxx 0, Xxxxx 0, Xxxxxxxx Xxxxxxx Xxxxxxxx Xxxx Subdivision Filing Xx. 0,
Xxxxxx xx Xxxxxxxx, Xxxxx xx Xxxxxxxx, more particularly described as follows:
Commencing at the Northwest corner of Section 16, Township 4 South, Range 66
West of the 6th Principal Meridian;
Thence South 00 degrees 01 minutes 16 seconds East, along the West line of said
Section 16,2953.38 feet;
Thence North 89 degrees 58 minutes 44 seconds East 110.00 feet to the Easterly
right of way line of Xxxxxxx Road and the Point of Beginning,
Thence South 00 degrees 01 minutes 16 seconds East, along said Easterly right
of way line, 301.23 feet;
Thence South 32 degrees 34 minutes 09 seconds East, along the Southwesterly line
of said Lot 8, 267.94 feet;
Thence North 57 degrees 25 minutes 51 seconds East 300.00 feet the Westerly
right of way line of East Ada Drive;
Thence Northerly, along said Westerly right of way line, the following four (4)
courses:
(1) Thence North 32 degrees 34 minutes 09 seconds West 53.07 feet to a point of
curve;
(2) Thence along a curve to the right having a radius of 436.06 feet, a central
angle of 32 degrees 32 minutes 53 seconds, 247.71 feet to a point of tangent;
(3) Thence North 00 degrees 01 minutes 16 seconds West, along said tangent,
81.35 feet to a point of curve;
(4) Thence along a curve to the left having a radius of 40.00 feet, a central
angle of 90 degrees 00 minutes 00 seconds 62.83 feet to the Southerly right of
way line of East Ohio Place;
Thence Westerly, along said Southerly right of way
line, the following three courses:
(1) Thence South 86 degrees 24 minutes 09 seconds West 160.31 feet;
(2) Thence South 89 degrees 58 minutes 44 seconds West 75.00 feet to a point of
curve;
(3) Thence along a curve to the left having a radius of 25.00 feet, a central
angle of 90 degrees 00 minutes 00 seconds 39.27 feet to the point of beginning,
County of Arapahoe,
State of Colorado.
Note: The above lands have been re-platted and are now described as follows:
Xxx 0, Xxxxx 0,
Xxxxxxxx Xxxxxxxx Xxxx Subdivision Filing Xx. 0,
Xxxxxx xx Xxxxxxxx,
Xxxxx xx Xxxxxxxx.
000000
00000 X. 00xx Xxxxxx, Xxxxxx X, XX
Exhibit "A" - Legal Description
Xxxx 0 xxx 0,
Xxxxx 0,
X-Xxxx Subdivision
Filing Xx. 0, Xxxxxx xx
Xxxxx,
Xxxxx xx Xxxxxxxx.
000000
0000 Xxxx Xxxxxx Xxxx Xxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Xxx 0X, Xxxxxxxxx Xxxxx Xxxxxx Xx. 00-X, 0xx Amendment Highlands Ranch Filing
No. 65-A, 2nd Amendment, Lot Line Adjustment Map recorded August 9, 1996 at
Reception Xx. 0000000,
Xxxxxx xx Xxxxxxx, Xxxxx xx Xxxxxxxx.
Site 884080
0000 Xxxxxx Xxxxxx, Xxxx Xxxxx, XX 00000
Exhibit "A" - Legal Description
Xxxx 0, 0, 0 xxx 0, XXXXXX XXXXX, according to the map or plat thereof on file
and recorded in the office of the Clerk of the Circuit Court, recorded in Plat
Book 42, Page 86, in the Public Records of Xxx County, Florida.
Site 784052
00000 Xxx Xxxx Xxxx, Xxxxxxxxxxxx XX
Exhibit "A" - Legal Description
PARCEL I - FEE
A PART OF THE XXXXX XXXXXXX DONATION, SECTION 7, TOWNSHIP 4 SOUTH, RANGE 27
EAST, XXXXX COUNTY, FLORIDA, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
FOR A POINT OF BEGINNING COMMENCE AT THE XXXXXXXXX XXXXXX XX XXX 00, XXXXX
0, XXXXXXXX UNIT ONE, AS RECORDED IN PLAT BOOK 35, PAGES 49 AND 49A OF THE
CURRENT PUBLIC RECORDS OF SAID COUNTY, THE SAME BEING THE SOUTHWESTERLY CORNER
OF THOSE LANDS DESCRIBED IN OFFICIAL RECORDS VOLUME 5356, PAGE 1040 OF SAID
PUBLIC RECORDS; THENCE NORTH 02 degrees 44'30" WEST, ALONG THE EASTERLY LINE OF
SAID BLOCK 2 AND ALONG THE WESTERLY LINE OF LAST SAID LANDS, A DISTANCE OF
189.21 FEET TO THE SOUTHWESTERLY CORNER OF THOSE LANDS DESCRIBED IN OFFICIAL
RECORDS VOLUME 8109, PAGE 433, SAID PUBLIC RECORDS; THENCE NORTH 88 degrees
49'00" EAST, ALONG THE SOUTHERLY LINE OF LAST SAID LANDS, A DISTANCE OF 583.47
FEET TO A POINT ON A CURVE IN THE WESTERLY RIGHT OF WAY LINE OF SAN XXXX
BOULEVARD, STATE ROAD 13 (A 100 FOOT RIGHT OF WAY AS NOW ESTABLISHED) ALSO BEING
THE EASTERLY LINE OF AFOREMENTIONED LANDS DESCRIBED IN OFFICIAL RECORDS VOLUME
5356, PAGE 1040; THENCE ALONG THE BOUNDARY OF SAID LANDS THE FOLLOWING COURSES:
FIRST COURSE, SOUTHWESTERLY, ALONG SAID WESTERLY RIGHT OF WAY LINE AND ALONG THE
ARC OF A CURVE CONCAVE TO THE EAST AND HAVING A RADIUS OF 1959.86 FEET, AN ARC
DISTANCE OF 205.87 FEET, MAKING A CENTRAL ANGLE OF 06 degrees 01'06" AND HAVING
A CHORD BEARING OF SOUTH 04 degrees 31'39" WEST AND A CHORD DISTANCE OF 205.77
FEET; SECOND COURSE NORTH 89 degrees 31'40" WEST A DISTANCE OF 401.20 FEET TO A
POINT; THIRD COURSE NORTH 89 degrees 43'00" WEST A DISTANCE OF 156.87 FEET TO
THE POINT OF BEGINNING. BEING A PART OF THOSE LANDS DESCRIBED IN OFFICIAL
RECORDS VOLUME 5356, PAGE 1040, SAID PUBLIC RECORDS OF XXXXX COUNTY, FLORIDA.
PARCEL II - (24 FOOT ACCESS) EASEMENT
A PART OF THE XXXXX XXXXXXX DONATION, SECTION 7, TOWNSHIP 4 SOUTH, RANGE 27
EAST, XXXXX COUNTY, FLORIDA, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
FOR A POINT OF REFERENCE, COMMENCE AT THE XXXXXXXXX XXXXXX XX XXX 00, XXXXX 0,
XXXXXXXX, UNIT ONE, AS RECORDED IN PLAT BOOK 35, PAGES 49 AND 49A OF THE CURRENT
PUBLIC RECORDS OF SAID COUNTY, THE SAME BEING THE SOUTHWEST CORNER OF THOSE
LANDS AS DESCRIBED IN OFFICIAL RECORDS VOLUME 5356, PAGE 1040, OF SAID PUBLIC
RECORDS; THENCE NORTH 02 degrees 44'30" WEST, ALONG THE EASTERLY LINE OF SAID
BLOCK 2 AND ALONG THE WESTERLY LINE OF LAST SAID LANDS, A DISTANCE OF 189.21
FEET;
THENCE NORTH 88049'00" EAST, A DISTANCE OF 535.62 FEET TO THE POINT OF
BEGINNING; THENCE NORTH 01 degrees 11'00" WEST, A DISTANCE OF 143.64 FEET;
THENCE NORTH 88 degrees 49'00" EAST, A DISTANCE OF 24.00 FEET; THENCE SOUTH 01
(degrees) 11'00" EAST, A DISTANCE OF 14.69 FEET; THENCE SOUTH 59 degrees 42'52"
EAST, A DISTANCE OF 45.57 FEET; THENCE SOUTH 79 degrees 42'52" EAST, A DISTANCE
OF 4.27 FEET TO THE WESTERLY RIGHT OF WAY LINE OF SAN XXXX BOULEVARD, STATE ROAD
13 (A 100 FOOT RIGHT OF WAY AS NOW ESTABLISHED); THENCE SOUTHWESTERLY, ALONG
SAID WESTERLY RIGHT OF WAY LINE, AND ALONG THE ARC OF A CURVE CONCAVE TO THE
SOUTHEAST AND SAVING A RADIUS OF 1959.86 FEET, A DISTANCE OF 24.00 FEET, MAKING
A CENTRAL ANGLE OF 00 degrees 42'06" AND HAVING A CHORD BEARING OF SOUTH 10
degrees 17'06" WEST AND A CHORD DISTANCE OF 24.00 FEET; THENCE NORTH 79 degrees
42'52" WEST, A DISTANCE OF 0.80 FEET; THENCE NORTH 59 degrees 42'52" WEST, A
DISTANCE OF 35.11 FEET; THENCE SOUTH 01 degrees 11'00" EAST, A DISTANCE OF
100.81 FEET; THENCE SOUTH 88 degrees 49'00" WEST, A DISTANCE OF 24.00 FEET TO
THE POINT OF BEGINNING.
884069
000000 Xxxxxxxx Xxx, Xxx Xxxxx XX
Exhibit:"A" - Legal Description
PARCEL I:
The West 100 feet of Xxx 0, Xxxxxxx 00, Xxxxxxxx 00 Xxxxx, Xxxxx 39 East, MODEL
LAND COMPANY'S SUBDIVISION as recorded in Plat Book 1, Page 68, of the Public
Records of Monroe County, Florida, LESS that portion thereof described as
follows:
Commence at the Southwest corner of Xxx 0, XXXXX XXXX COMPANY'S SUBDIVISION as
recorded in Plat Book 1, Page 68 of the Public Records of Monroe County,
Florida; thence run 88 deg. 59'32" East along the South line of said Lot 5, a
distance of 100 feet, more or, less to a pipe; thence run 00 deg. 29'38" East a
distance of 240.55 feet, more or less to a pipe set in concrete, being the Point
of Beginning; thence run North 27 deg. 58'11" West a distance of 43.10 feet,
more or less; thence run Northeasterly along a line lying at a 90 degree right
angle to the aforementioned course to a point which intersects a line lying 100
feet East of and parallel to the West line of said Lot 5; thence run in a
Southerly direction along a line lying 100 feet East of and parallel to the West
line of said Lot 5, a distance of 40.97 feet, more or less, to the pipe set in
concrete, being the Point of Beginning.
PARCEL II:
Xxx 0 xx Xxxxxxx 00, Xxxxxxxx 00 Xxxxx, Xxxxx 39 East, MODEL LAND COMPANY'S
SUBDIVISION, as recorded in Plat Book 1, Page 68, of the Public Records of
Monroe County, Florida.
PARCEL III:
That portion of Lots 9 and 10 in Section 00, Xxxxxxxx 00 Xxxxx, Xxxxx 39 East,
MODEL LAND COMPANY'S SUBDIVISION as recorded in Plat Book 1, Page 68, of the
Public Records of Monroe County, Florida, lying and being Northwesterly of a
line which is parallel to and 120 feet distant Northwesterly of and measured at
right angles to the center line of the former Florida East Coast Railway (now
Overseas Highway) and lying and being on the Northeasterly side of the Northerly
right of way line of Cross-Key Largo Canal as dedicated on the Florida Keys
Chamber of Commerce unrecorded Plat of Cross-Key Largo Waterway, prepared by
Xxxxx and Xxxxx, Engineers and Surveyors and dated June, 1937, LESS and recorded
easements or road right of ways.
Site 785041
00000 X. Xxxxxxxx Xx., Xxxxx XX
Exhibit "A" - Legal Description
Commence at a railroad spike marking the North 1/4 corner of Section 30,
Township 22 South, Range 28 East, Orange County, Florida, thence North 89
degrees 31'02" East along the North line of said Section 30 a distance of 250.00
feet, thence South 00 degrees 20'32" East, a distance of 75.00 feet to the South
right of way line of Xxxxx Xxxx Xx. 00 and the point of beginning, thence South
00 degrees 20'32" East, a distance of 112.00 feet to the South line of the North
187 feet of the Northwest 1/4 of the Northwest 1/4 of the Northeast 1/4 of said
Section 30, thence South 89 degrees 31'02" West, along said South line a
distance of 220.00 feet to the East right of way line of Xxxxxxxx Farms Road,
thence South 00 degrees 20'32" East, along said East right of way line a
distance of 209.29 feet to the North line of the South 4.000 acres of the
Northwest 1/4 of the Northwest 1/4 of the Northeast 1/4 of said Section 30,
thence North 89 degrees 31'10" East, along said North line a distance of 627.38
feet to the East line of the Northwest 1/4 of the Northwest 1/4 of the Northeast
1/4 of said Section 30, thence North 00 degrees 21'59" West, along said East
line a distance of 209.31 feet to the North line of the South 117.50 feet of the
North 304.50 feet of the Northwest 1/4 of the Northwest 1/4 of the Northeast 1/4
of said Section 30, thence South 89 degrees 31'03" West, along said North line a
distance of 107.29 feet, thence North 00 degrees 20'32", a distance of 112.00
feet to the South right of way line of Xxxxx Xxxx Xx. 00, thence South 89
degrees 31'02" West along said South right of way line a distance of 300.00 feet
to the point of beginning. Less any portion for road right of way.
Site 829053
00000 X. Xxxxxxx Xxxxxx, Xxxxxx Xxxx XX
Exhibit "A" -Legal Description
PARCEL I:
Xxxx 0 xxx 0, X-XXXX XX XXXXXX XXXX, XXXXXXX, a subdivision according to the
plat thereof as recorded in Map Book 48, Page 175, of the Public Records of
Volusia County, Florida.
PARCEL II:
Shared Access Easement created pursuant to the Plat of U-Haul of Orange City,
Florida as recorded in Plat Book 48, Page 175.
785027
000 X. XXXXXXX XX, XXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
A portion of the Northeast 1/4 of Section 36, Township 22 South, Range 28 East,
Orange County, Florida, being more particularly described as follows:
Commence at the Northwest corner of A REPLAT OF LOT 7, METROWEST REPLAT,
according to the plat thereof recorded in Plat Book 20, Page 13, Public Records
of Orange County, Florida; thence North 01 deg. 34'14" West, 25.01 feet to the
Point of Beginning; thence continue North 01 deg. 34'14" West, 165.01 feet (the
last two (2) courses described being coincident with the West line of Block K,
LAKE HILL, according to the plat thereof, recorded in Plat Book M, Page 9,
Public Records of Orange County, Florida, and the Southerly extension thereof)
thence South 89 deg. 50'05" East along the North line of Xxx 0, Xxxxx X, XXXX
XXXX, 000.00 feet; thence North 01 deg. 34'14" West along the West line of Xxx
00, Xxxxx X, XXXX XXXX 140.02 feet; thence South 89 deg. 50'27" East along the
North line of Block K, LAKE HILL, 449.17 feet; thence South 00 deg. 10'23" West
along the East line of the Northeast one-quarter (NE 1/4) of said Section 36, a
distance of 22.13 feet; thence North 89 deg. 40'07" East, 86.53 feet; thence
South 16 deg. 41'16" West, 233.53 feet; thence Southerly along the arc of a
tangent curve being concave to the East, having a radius of 2964.93 feet, a
central angle of 01 deg. 12'01", an arc distance of 62.11 feet (the last two (2)
courses described being coincident with the Westerly right-of-way line of State
Road 435 according to the State of Florida Road Department Right-of-Way Map,
Section 75270-2502 dated February 24, 1969; thence North 89 deg. 49'42" West
along the centerline of the vacated Rosette Street (platted as Boston Avenue)
said centerline being 25.00 feet North of and Parallel with the North line of A
REPLAT OF LOT 7, METROWEST REPLAT, 593.07 feet to the Point of Beginning.
Site 884082
00000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx XX
Exhibit "A" -Legal Description
PARCEL I: FEE
Lots 5, 6, 7 and 8, A Replat of Hunter's Creek, Xxxxx 000, Xxx 0, as recorded in
Plat Book 24, Page 66, Public Records of Orange County, Florida, LESS the
Easterly 25 feet thereof, more particularly described as follows:
Begin at the Northeast corner of Lot 5 of A Replat of Hunter's Creek,
Xxxxx 000, Xxx 0, as recorded in Plat Book 24, Page 66, Public Records of Orange
County, Florida; run South 00deg.11'12" East, along the East line of said Lot 5
and its Southerly projection, a distance of 827.68 feet to a point on the North
right of way line of Gatorland Drive of said plat; said point also being on a
curve, concave Northwesterly, having a central angle of 16deg.36'05" and a
radius of 35.00 feet; thence departing said East line and Southerly projection,
and from a tangent bearing of South 73deg.12'43" West, run Southwesterly along
the arc of said curve and said North line 1 a distance of 10.14 feet to the
point of tangency; thence run the following courses and distances along the
North and East right of way lines of said Gatorland Drive; thence South
89deg.48'48" West, a distance of 104.51 feet to the point of curvature of a
curve concave Northeasterly having a central angle of 53deg.06'06" and a radius
of 188.20 feet; thence run Northwesterly along the arc of said curve, a distance
of 174.42 feet to the point of compound curvature of a curve concave
Northeasterly, having a central angle of 50deg.08'32" and a radius of 200.71
feet; thence run Northwesterly along the arc of said curve, a distance of 175.65
feet to the point of tangency; thence run North 13deg.03'28" East, a distance of
81.30 feet to the point of curvature of a curve, concave Northwesterly, having a
central angle of 13deg.14'40" and a radius of 610.72 feet; thence run
Northeasterly along the arc of said curve, a distance of 141.17 feet to the
point of tangency; thence run North 00deg.11'112" West, a distance of 217.00
feet to the point of curvature of a curve, concave Southeasterly, having a
central angle of 16deg.25'00" and a radius of 494.93 feet; thence run
Northeasterly along the arc of said curve, a distance of 141.81 feet to the
point of tangency; thence run North 16deg.13'48" East, a distance of 12.00 feet
to the Northwest corner of said Lot 5; thence departing said right xx xxx, xxx
Xxxxx 00xxx.00'00" East, along the North line of said Lot 5, a distance of
241.43 feet to the Point of Beginning.
LESS AND EXCEPT the following described lands:
Commence at a 4" by 4" concrete monument without identification marking the
Northwest corner of the Southwest 1/4 of Section 00, Xxxxxxxx 00 Xxxxx, Xxxxx 00
Xxxx, Xxxxxx Xxxxxx, Xxxxxxx; thence run North 89deg.33'07" East along the North
line of said Southwest 1/4 a distance of 406.362 meters (1333.21 feet) to a
point on the centerline of survey of State Road 500 (US 441), as shown on the
Florida Department of Transportation Right xx Xxx Xxx, Xxxxxxx 00000-0000;
thence, departing said Xxxxx xxxx, Xxxxx 00xxx.00'00" Xxxx along said survey
line 301.966 meters (990.70 feet) to the Easterly projection of the South line
of Lot 9 A Replat of Hunter's Creek Xxxxx 000, Xxx 0, as recorded in Plat Book
24, Page 66, Public Records of Orange County, Florida; thence North 89deg.50'41"
West along said Easterly projection line 30.494 meters (100.05 feet) to a point
on the West line of additional Orange County right of way as described in
Official Records 5667, Page 2686, Public Records of Orange County, Florida;
thence North 00deg.00'52" West along said West line of additional right of way
104.948 meters (344.32 feet) to a point on the South line of Lot 8 of said
Replat of Hunter's Creek Xxxxx 000, Xxx 0 (also being the North right of way
line of Gatorland Drive as shown on said plat) for the Point of Beginning;
thence continue North 00deg.00'52" West along said West line of additional
Orange County right of way 8.756 meters (28.71 feet); thence departing said
right xx xxx xxxx, Xxxxx 00xxx.00'00" West 12.414 meters (40.73 feet) to a point
on said South line of Xxx 0 (Xxxxx xxxxx xx xxx xxxx xx Xxxxxxxxx Xxxxx); thence
North 89deg.58'52" East along said South line of Lot 8 a distance of 5.286
meters (17.34 feet) to the beginning of a curve concave Northwesterly, having a
radius of 10.668 meters (35.00 feet) and a chord bearing of North 81deg.40'57"
East; thence Easterly along the arc of said curve and said South line of Xxx 0,
xxxxxxx x xxxxxxx xxxxx xx 00xxx.00'00" a distance of 3.090 meters (10.14 feet)
to a point on said West line of additional Orange County right of way and the
Point of Beginning.
PARCEL II: EASEMENT
Easement rights as set forth in that certain Declaration of Protective
Covenants, Conditions and Restrictions of Tract 181 Commercial Property Owners
Association, Inc., to American Xxxxxxx Associates, a California general
partnership, dated August 10, 1989, recorded September 21, 1989 in O.R. Book
4116, Page 4383; as affected by: Amendment recorded in O.R. Book 5174, Page 737;
and Supplemental Declaration dated December 12, 1996, recorded in O.R. Book
5174, Page 746, as re-recorded January 22, 1997 in O.R. Book 5188, Page 3160;
and Supplemental Declaration, dated December 20, 1996, recorded December 31,
1996 in O.R. Book 5178, Page 2165; and Assignment of Declarant's Rights by AG
Land Associates, LLC, a California limited liability company, to Xxxxxxxxx
Xxxxxx'x Creek, L.P., a Delaware limited partnership, dated August 15, 1997,
recorded in O.R. Book 5348, Page 1414; and Supplemental Declaration dated
November 14, 1997, recorded December 12, 1997 in O.R. Book 5380, Page 3002; and
Supplemental Declaration dated December 20, 1999, recorded January 2, 2000 in
O.R. book 5917, Page 2725, Orange County Records.
Site 785038
00000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx XX
Exhibit "A" -Legal Description
XXX 0, XXXXX "X" XXX XXXXX "X", XXXXXXXXXX XXXXX 0X PARCEL 13, ACCORDING TO THE
PLAT THEREOF AS RECORDED IN PLAT BOOK 46, PAGE 65 IN THE PUBLIC RECORDS OF
ORANGE COUNTY, FLORIDA.
Site 884073
0000 x. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx XX
Exhibit "A" - Legal Description
From the Southwest corner of XXXXXXXX MANOR, according to the plat thereof as
recorded in Plat Book O, Page 15, of the Public Records of ORANGE County,
Florida; run North 02 deg. 33'14" West along the West line of said XXXXXXXX
MANOR 143.44 feet for a Point of Beginning; thence run South 86 deg. 55'16" West
parallel with the South line of the West half of the Southeast quarter of the
Southeast quarter of Section 30, Township 21 South, Range 29 East, a distance of
519.15 feet; thence run South 2 deg. 33'14" East, 75.00 feet; thence run South
86 deg. 5516" West, 210.84 feet to the Easterly right of way line of Xxxxx Xxxx
000 (X.X. Xxxxxxx 441); thence run North 32 deg. 18'44" West along said right of
way line 294.26 feet to a point 350 feet North 2 deg. 57'07" West, North of the
South line of Block A, LOCKMERE, according to the plat thereof as recorded in
Plat Book K, Page 41, of said Public Records; thence run North 86 deg. 55'16"
East, 217.54 feet to the West line of aforesaid West half, same being the West
line of vacated HAMPTON HEIGHTS, according to the plat thereof as recorded in
Plat Book P, Page 45, said Public Records; thence run North 02 deg. 57'07" West
along the West line of said West half a distance of 349.52 feet to the Northwest
corner of said West half; thence run North 87 deg. 47'11" East 660.92 feet to
the Northwest corner of aforesaid XXXXXXXX MANOR; thence run South 02 deg.
33'14" East, 521.35 feet to the Point of Beginning.
829054
0000 Xx. Xxxxxxx Xxxxx, Xxxxxxx, XX
Exhibit"A" - Legal Description
The South 216.9 feet of the North 740.4 feet of the Northwest 1/4 of the
Northeast 1/4 of Section 00, Xxxxxxxx 00 Xxxxx, Xxxxx 00 Xxxx, Xxxxxxxx Xxxxxx,
Xxxxxxx, lying East of Xxxxx Xxxx 00 and 600 (U.S. Highway 17-92)
Site 786042
0000 X. Xxxxx Xxxx., Xxxxx XX
Exhibit "A" -Legal Description
Lot 10 and 11, Al-Mar Subdivision, according to the Plat thereof, as recorded in
Plat Book 29, Page 29, Public Records of Xxxxxxxxxxxx Xxxxxx, Xxxxxxx.
000000
0000 Xxxxxxx Xxxx, Xxxxxx Xxxx, Xxxxxxx
Exhibit "A" - Legal Description
From the Northwest corner of the Southwest 1/4 of the Southwest 1/4 of Section
00, Xxxxxxxx 00 Xxxxx, Xxxxx 00 Xxxx, Xxxxxxxx Xxxxxx, Xxxxxxx, run South 02
degrees 28'41" East, 939.14 feet along the West line of said Southwest 1/4 of
the Southwest 1/4 for the Point of Beginning of the description, run thence
North 88 degrees 03'35" East 511.06 feet parallel with the South line of the
said Southwest 1/4 to the Westerly right of way line of Xxxxx Xxxx Xx. 000,
thence run South 23 degrees 54'25" East 414.77 feet along the said Westerly
right of way of Xxxxx Xxxx Xx. 000 to it's intersection with the South line of
the said Southwest 1/4 of the Southwest 1/4, thence run South 88 degrees 03'35"
West, 662.61 feet along the South line of the said Southwest 1/4 of the
Southwest 1/4 to the Southwest corner of said Southwest 1/4 of the Southwest
1/4, thence run North 02 degrees 28'41" West, 384.74 feet along the West line of
said Southwest 1/4 of the Southwest 1/4 to the Point of Beginning.
EXHIBIT "A"
SITE 776034,1150 S DOGWOOD DR, CONYERS GA
LEGAL DESCRIPTION
ALL THAT TRACT or parcel of land lying and being in Land Xxx 000 xx xxx 00xx
Xxxxxxxx xx Xxxxxxxx Xxxxxx, Xxxxxxx, and being more particularly described as
follows:
BEGINNING at the northern right-of-way of Dogwood Drive (variable right of way)
a distance of 1457.85 feet from the right of way of Dogwood-Old Xxxxxxxxx
Highway; thence along said right of way North 69 degrees 27 minutes 09 seconds
West, a distance of 393.94 feet to an iron pin found; South 21 degrees 02
minutes 26 seconds West a distance of 24.99 feet to an iron pin; thence North 69
degrees 17 minutes 32 seconds West a distance of 20.99 feet to an iron pin;
thence leaving said right-of-way North 21 degrees 12 minutes 09 seconds East a
distance of 238.44 feet to an iron pin; thence South 84 degrees 38 minutes 53
seconds East a distance of 411.70 feet to an iron pin; thence South 17 degrees
51 minutes 15 seconds West a distance of 321.77 feet to an iron pin on the north
right-of-way of Dogwood Drive, said point being the POINT OF BEGINNING,
containing 2.51 acres, and being more particularly shown on that certain survey
prepared by Landata Site Services, Inc., dated April 15, 2003, as last revised
February__________,2004.
TOGETHER WITH all rights and interests in all easements contained in that
certain Easement Agreement between Xxxx X. Xxxxx and Cracker Barrel Old Country
Store, Inc., dated November 15, 1995, filed November 15, 1995, recorded in Deed
Book 1174, Page 108, aforesaid records; as amended by Amended Easement Agreement
by and between Xxxx X. Xxxxx and Cracker Barrel Old Country Store, Inc., dated
December 4, 1995, filed December 21, 1995, recorded in Deed Book 1187, Page 1,
aforesaid records; as supplemented by Supplement to Easement Agreement, dated
October 21, 1996, filed for recording October 23, 1996, recorded in Deed Book
1290, Page 192, aforesaid records, and as further affected by Agreement for
Storm Drainage Facilities, dated January 17, 1997, filed January 21, 1997,
recorded in Deed Book 1319, Page 129, aforesaid records.
TOGETHER WITH all rights and interests in all easements contained in paragraphs
#3 CB Tract Utility Easement, #4 Tract Seven Utility Easement, and #10 Tract
Four Signage Easement of Amended Easement Agreement dated December 4, 1995 among
Xxxx X. Xxxxx, the Estate of Xxxxxx X. Xxxxx, Chatto Fields II, Limited
Partnership and Cracker Barrel Old Country Store, Inc., recorded in Deed Book
1187, Page 1, Rockdale County, Georgia records.
TOGETHER WITH all rights and interests in all easements contained in paragraphs
#1 Tract 2A Road Easement and #2 Tract 2A Sewer Line Easements contained in
Tract Two Easement Agreement dated March 28, 1996 among Xxxx X. Xxxxx, the
Estate of Xxxxxxx X. Xxxxx and Chatto Fields II, Limited Partnership recorded in
Deed Book 1226, page 76, aforesaid records.
TOGETHER WITH all rights and interests in all easements contained in that
certain Sewer Easement Agreement by and between BMO Global Capital Solutions,
Inc. and Xxx. X. X. Xxxx, dated January 30, 1999, filed for recording February
4,1999, recorded in Deed Book 1645, Page 338, aforesaid records.
EXHIBIT "A"
SITE 777026
0000 XXXX XXXXXXX, XXXXXXXX XX
LEGAL DESCRIPTION
ALL THAT TRACT or parcel of land lying and being in Land Xxx 000 xx xxx 00xx
Xxxxxxxx, 0xx Xxxxxxx, Xxxx of Kennesaw, Xxxx County, Georgia, and being more
particularly described as follows:
BEGINNING at a concrete monument found at the point of intersection of the
southwestern right-of-way line of Old Highway #41 (variable right-of-way) and
the southwestern right-of-way line of U.S. Highway #41 (Xxxx Parkway) (variable
right-of-way); run thence South 18 degrees 47 minutes 36 seconds East along the
southwestern right-of-way of Old Highway #41, a distance of 118.75 feet to an
iron pin found; thence leaving said right-of-way and running South 78 degrees 29
minutes 25 seconds West, a distance of 508.96 feet to an iron pin found; running
thence North 22 degrees 13 minutes 19 seconds West, a distance of 268.49 feet to
an iron pin placed; run thence North 79 degrees 56 minutes 18 seconds East, a
distance of 254.85 feet to an iron pin placed; run thence North 32 degrees 42
minutes 41 seconds East, a distance of 90.33 feet to an iron pin placed located
on the southwestern right-of-way of U.S. Highway #41 (Xxxx Parkway); running
thence along said right-of-way, and following the curvature thereof the
following courses and distances: following an arc with a curve to the left
(which arc has a chord distance of 125.00 feet on a chord bearing South 58
degrees 09 minutes 15 seconds East and having a radius of 4137.87 feet) an arc
distance of 125.00 feet to an iron pin placed; run thence along said
right-of-way North 31 degrees 00 minutes 21 seconds East, a distance of 25.00
feet to an iron pin placed; run thence along the arc of a curve to the left
(which arc has a chord distance of 102.94 feet and a chord bearing South 59
degrees 44 minutes 12 seconds East, and having a radius of 4112.87 feet) an arc
distance of 102.95 feet to a point; run thence South 29 degrees 13 minutes 49
seconds West, a distance of 25.00 feet to an iron pin placed; run thence along
the arc of a curve to the left (which arc has a chord distance of 76.03 feet on
a chord bearing South 60 degrees 58 minutes 56 seconds East and having a radius
of 4137.87 feet) an arc distance of 76.04 feet to a concrete monument found at
the point of intersection of the southwestern right-of-way line of Old Highway
#41 and the southwestern right-of-way line of U.S. Highway #41 (Xxxx Parkway)
and the POINT OF BEGINNING, said tract containing 3.00 acres.
EXHIBIT "A"
SITE 776026
0000 XXXXXXXX XXXX XX, XXXXXXXXXXXXX XX
LEGAL DESCRIPTION
PARCEL 1:
ALL THAT TRACT or parcel of land lying and being in Land Xxx 000 xx xxx 0xx
Xxxxxxxx, Xxxxxxxx Xxxxxx, Xxxxxxx, and being part of Xxx 0, Xxxxx X, Xxxxxxxx
Xxxxx Subdivision, as more particularly shown on plat by X. X. Xxxxxxx &
Associates, Inc., Georgia Registered Land Surveyors, recorded on February 5,
1974 and recorded in Plat Book 1, Page 67, Gwinnett County, Georgia records,
which plat is incorporated herein and made a part hereof by reference, and being
more particularly shown and described as follows:
COMMENCING at an iron pin placed on the easterly right-of-way of Pleasant Hill
Road (110-foot wide right-of-way), said point being 394.41 feet northwesterly,
as measured along said right-of-way, from the point of intersection of said
easterly right-of-way of Pleasant Hill Road and the northerly right-of-way of
Xxxxxxx Xxxx (60-foot wide right-of-way); run thence along the arc of a curve to
the left (which arc has a chord bearing North 09 degrees 33 minutes 49 seconds
West, a chord distance of 72.41 feet and a radius of 5680.00 feet) an arc
distance of 72.41 feet to an iron pin placed; thence leaving said right-of-way
line and running North 61 degrees 33 minutes 25 seconds East, a distance of
150.61 feet to an iron pin placed; thence running South 11 degrees 27 minutes 51
seconds East, a distance of 155.78 feet to an iron pin found (1-inch pipe);
thence running South 81 degrees 39 minutes 34 seconds West, a distance of 147.51
feet to an iron pin placed on the easterly right-of-way of Pleasant Hill Road
and the POINT OF BEGINNING; said tract shown to contain 0.4330 acre or 18,861
square feet.
PARCEL 2:
ALL THAT TRACT or parcel of land lying and being in Land Xxx 000 xx xxx 0xx
Xxxxxxxx, Xxxxxxxx Xxxxxx, Xxxxxxx, and being more particularly described as
follows:
BEGINNING at a concrete marker at the intersection of the southeasterly
right-of-way of Pleasant Hill Road (110-foot wide right-of-way) and the
southwesterly right-of-way of Xxxxxx Road (55-foot wide right-of-way); run
thence in a southwesterly direction along the southeasterly right-of-way of
Pleasant Hill Road a distance of 361.23 feet to an iron pin set, which iron pin
marks the TRUE POINT OF BEGINNING; from said TRUE POINT OF BEGINNING as thus
established and thence leaving said right-of-way North 61 degrees 53 minutes 48
seconds East, a distance of 441.63 feet to an iron pin found; thence South 27
degrees 57 minutes 40 seconds East, a distance of 199.45 feet to an iron pin
set; thence South 61 degrees 33 minutes 22 seconds West, a distance of 507.61
feet to an iron pin set; thence along said right-of-way of Xxxxxxxx Xxxx Xxxx
Xxxxx 00 degrees 55 minutes 44 seconds West, a distance of 213.09 feet to an
iron pin set and the TRUE POINT OF BEGINNING, containing 2.19 acres/95,328
square feet.
EXHIBIT "A"
SITE 777025
0000 XXXXXXX 00, XXXXXXXXX XX
LEGAL DESCRIPTION
All that tract or parcel of land lying and being in Land Xxx 000 xx xxx 00xx
xxxxxxxx, Xxxxxxx Xxxxxx, Xxxxxxx and being more particularly described as
follows:
Beginning at an iron pin on the easterly right-of-way of Georgia Highway 85
(variable right of way) 522.25 fee north of the right xx xxx xx Xxxxxxxxx Xxxx;
thence following the right-of-way of Xxxxxxx Xxxxxxx 00 Xxxxx 0 degrees 41
minutes 03 seconds East a distance of 282.64 feet to an iron pin; thence leaving
said right-of-way North 89 degrees 26 minutes 23 seconds East a distance of
225.14 feet to a nail; thence North 2 degrees 32 minutes 26 seconds East a
distance of 124.69 feet to an iron pin; thence South 89 degrees 59 minutes 35
seconds East a distance 225.26 feet to an iron pin; thence South 2 degrees 42
minutes 47 seconds West a distance of 249.77 feet to an iron pin; thence North
89 degrees 54 minutes 26 seconds West a distance of 150.00 feet to an iron pin;
thence South 3 degrees 01 minutes 08 seconds West a distance of 154.42 feet to
an iron pin found; thence South 88 degrees 55 minutes 32 seconds West a distance
of 299.25 feet to the POINT OF BEGINNING, containing 3.01 acres and being the
same property as shown on that certain survey prepared by Landata Site Services,
Inc., dated April 9, 2003, as last revised February __, 2004.
EXHIBIT "A"
SITE 777023
0000 X. XXXX XX., XXXXXX XX
LEGAL DESCRIPTION
ALL THAT TRACT or parcel of land lying and being in Land Lot 759 of the 17th
District of the 2nd Section of Xxxx County, Georgia, and being more particularly
described as follow:
BEGINNING at a concrete monument at the intersection of the northeasterly right
of way of South Xxxx Drive (120 feet from the centerline) with the southeasterly
right of way of Interstate Highway I-285, running thence North 17 degrees 23
minutes 01 seconds East along said right of way of Interstate Highway I-285 a
distance of 59.46 feet to an iron pin on the southerly right of way of Woodland
Road (15 feet from centerline); run thence South 79 degrees 16 minutes 54
seconds East along said right of way a distance of 136.70 feet to a point;
continue thence along said right of way and following an arc to the left a
distance of 8.01 feet to an iron pin (said arc having a radius of 187.67 feet
and being subtended by a chord of south 80 degrees 30 minutes 13 seconds East a
distance of 8.01 feet); run thence South 44 degrees 29 minutes 39 seconds East a
distance of 79.30 feet to an iron pin; run thence South 45 degrees 23 minutes 00
seconds West a distance of 135.00 feet to an iron pin on the northeasterly right
of way of South Xxxx Drive; run thence North 44 degrees 32 minutes 28 seconds
West along said right of way a distance of 170.31 feet to a concrete monument at
the intersection of the northeasterly right of way of South Xxxx Drive with the
southeasterly right of way of Interstate Highway I-285 and the POINT OF
BEGINNING, containing 0.48 acres/21,091 square feet.
TOGETHER with a non-exclusive easement for ingress and egress and appurtenant
rights across the following described tract of land, as granted to Grantor
herein by Warranty Deed dated August 1, 1968, and recorded in Deed Book 1050
page 644, in the Office of the Clerk of Superior Court of Xxxx County, Georgia:
BEGINNING at an iron pin on the northeasterly right of way of South Xxxx Drive
170.31 feet southeasterly of the intersection of said right of way of South Xxxx
Drive and the southeasterly right xx xxx xx Xxxxxxxxxx Xxxxxxx X-000; run thence
North 45 degrees 23 minutes 00 seconds East a distance of 135.00 feet to an iron
pin; run thence South 30 degrees 52 minutes 20 seconds West a distance of 139.50
feet to a concrete monument on the northeasterly right of way of South Xxxx
Drive; run thence North 44 degrees 31 minutes 42 seconds West along said right
of way a distance of 34.96 feet to an iron pin and the POINT OF BEGINNING.
EXHIBIT "A"
SITE 776055
0000 XXXXXX XXX X, XXXXXXXXXX XX
LEGAL DESCRIPTION
ALL THAT TRACT or parcel of land lying and being in Land Xxx 00 xx xxx 0xx
Xxxxxxxx in the City of Snellville, Gwinnett County, Georgia, and being more
particularly described as follows:
BEGINNING at an iron pin on the easterly right-of-way of Georgia Highway No. 124
(having a 100-foot right-of-way) 299.90 feet from the southerly right of way of
Dogwood Drive; thence leaving said right of way South 67 degrees 59 minutes 08
seconds East, a distance of 344.36 feet to an iron pin found; run thence South
23 degrees 55 minutes 58 seconds West, a distance of 369.25 feet to an iron pin
found; run thence North 68 degrees 29 minutes 17 seconds West, a distance of
312.66 feet to an iron pin found located on the easterly right-of-way of Georgia
Xxxxxxx Xx. 000; run thence along said right-of-way North 19 degrees 00 minutes
15 seconds East, a distance of 89.01 feet to a concrete monument found; thence
South 70 degrees 24 minutes 04 seconds East, a distance of 20.82 feet to a
concrete monument found; run thence North 18 degrees 48 minutes 58 seconds East,
a distance 20.32 feet to a concrete monument found; run thence North 70 degrees
45 minutes 05 seconds West, a distance of 20.65 feet to a concrete monument
found; run thence North 19 degrees 01 minute 26 seconds East, a distance of
263.09 feet to an iron pin found and POINT OF BEGINNING. Said tract containing
2.78 acres as shown on ALTA/ASCM Land Title Survey prepared by Landata Site
Services, Inc., dated April 10, 2003, as last revised February___, 2004
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Sanitary Sewer Easement from X. X. Xxxxx Contractors, Inc. to Xxxxx X.
Xxxx, dated November 15, 1989, filed for record May 15, 1990 and recorded in
Deed Book 6022, Page 350, Gwinnett County, Georgia records.
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Easement from Xxxxx Xxxxx to U-Haul International, dated September 28,
1998, filed for record December 8, 1998 and recorded in Deed Book 17310, Page 2,
aforesaid records.
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Sanitary Sewer Easement from Eastside Gardens of Snellville, L.L.C., a
Georgia limited liability company to Uhaul International, a Nevada Corp., dated
December 3, 1998, filed for record December 8, 1998 and recorded in Deed Book
17310, Page 3, aforesaid records.
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Easement from Xxxxx X. Xxxx to U-Haul International, dated March 3,
2000, filed for record March 6, 2000 and recorded in Deed Book 20132, Page 161,
aforesaid records.
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Easement from Eastside Gardens of Snellville, LLC to U-Haul
International, Inc., dated February 24, 2000, filed for record March 6, 2000 and
recorded in Deed Book 20132, Page 158, aforesaid records.
757026
00000 X. Xxxxxx Xxxxxx, Xxxxx XX
Exhibit "A" - Legal Description
THAT PART OF THE WEST 1/2 OF THE SOUTHWEST 1/4 OF SECTION 22, TOWNSHIP 37 NORTH,
RANGE 13 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING SOUTH OF THE SOUTH LINE OF
LOT 6 IN BLOCK 6 IN XXXXX XXXXXX'X EAST VIEW PARK IN SAID SOUTHWEST 1/4, AND
LYING SOUTHWEST OF THE RIGHT OF WAY OF THE BALTIMORE AND OHIO, CHICAGO TERMINAL
RAILROAD (FORMERLY THE CHICAGO AND CALUMET TERMINAL RAILROAD), AND EAST OF THE
LANDS TAKEN BY THE STATE OF ILLINOIS FOR THE CICERO AVENUE GRADE SEPARATION
DESCRIBED AS FOLLOWS: BEGINNING ON THE NORTH LINE OF 119TH STREET, WHICH IS A
LINE DRAWN 50 FEET NORTH OF AND PARALLEL WITH THE SOUTH LINE OF SAID SOUTHWEST
1/4, AS DEDICATED IN SAID XXXXX XXXXXX'X EAST VIEW PARK, AND THE EAST LINE OF A
20 FOOT PUBLIC ALLEY IN BLOCK 8 OF SAID XXXXX XXXXXX'X EAST VIEW PARK; THENCE
NORTH ALONG SAID EAST LINE, TO THE SOUTH LINE OF A 20 FOOT PUBLIC ALLEY IN SAID
BLOCK 8; THENCE EAST, ALONG SAID SOUTH LINE, A DISTANCE OF 29.96 FEET, TO A
POINT ON THE EAST LINE OF LOT 36 IN SAID BLOCK 8, AND ITS EXTENSION TO THE
SOUTH; THENCE NORTH, ALONG SAID EAST LINE, TO THE XXXXX XXXX XX 000XX XXXXX,
XX THE NORTH LINE OF SAID BLOCK 8; THENCE EAST ALONG SAID LINE, A DISTANCE OF
29.98 FEET, TO THE EAST LINE OF LOTS 12 AND 18 AND THEIR EXTENSIONS TO THE SOUTH
AND NORTH, IN BLOCK 7 OF SAID XXXXX XXXXXX'X EAST VIEW PARK; THENCE NORTH ALONG
SAID LINE, TO THE SOUTH LINE OF AFORESAID LOT 6 IN BLOCK 6; EXCEPT THE SOUTH 50
FEET OF SAID SOUTHWEST 1/4, TAKEN OR DEDICATED FOR THE OPENING OF 000XX
XXXXXX; AND EXCEPT THE 10 FOOT STRIP OF LAND LYING SOUTHWESTERLY OF AND
ADJOINING THE ORIGINAL 66 FOOT WIDE RIGHT OF WAY OF THE BALTIMORE AND OHIO,
CHICAGO TERMINAL RAILROAD, IN XXXX COUNTY, ILLINOIS.
757031
File No.: CC32763
LEGAL DESCRIPTION:
PARCEL 1:
ALL THAT PART OF SECTIONS 3 AND 10, TOWNSHIP 43 NORTH, RANGE 8 EAST OP THE THIRD
PRINCIPAL MERIDIAN, LYING EASTERLY OF THE EASTERLY RIGHT OF WAY LINE OF STATE
ROUTE 31, SOUTHERLY OF THE SOUTHERLY RIGHT OF WAY LINE OF THE CHICAGO AND NORTH
WESTERN RAILROAD, WESTERLY OF THE CENTER LINE OF SANDS ROAD, NORTHERLY OF THE
NORTHERLY RIGHT XX XXX XXXX XX X.X. XXXXX 00 AND EASTERLY OF THE EASTERLY RIGHT
OF WAY LINE OF THE RAMP CONNECTING STATE XXXXX 00 XXXX X.X. XXXXX 00 (EXCEPT THE
EAST 660 FEET, AS MEASURED AT RIGHT ANGLES TO THE EAST LINE THEREOF; ALSO
EXCEPTING THAT PART CONVEYED TO STATE OF ILLINOIS FOR STATE ROUTE 31 (F.A. 54),
BY WARRANTY DEED FROM DODGE INCORPORATED, RECORDED SEPTEMBER 2, 1970, AS
DOCUMENT NUMBER 529742; ALSO EXCEPTING THAT PART TAKEN BY THE STATE OF ILLINOIS,
DEPARTMENT OF TRANSPORTATION, IN FINAL JUDGMENT ORDER FILED JULY 21, 0000 XX XX
XXXXX XXXXXX CIRCUIT COURT AS CASE NO. 97-ED-10), IN MC XXXXX COUNTY, ILLINOIS.
EXCEPT THAT PART OF THE SOUTHEAST QUARTER OF SECTION 3, TOWNSHIP 43 NORTH, RANGE
8 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: COMMENCING AT THE
INTERSECTION OF THE EASTERLY RIGHT-OF-WAY LINE OF F.A.P. XXXXX 000 (XXXXXXXX
XXXXX XXXXX 00) AS DEDICATED AND SHOWN ON DOCUMENT NUMBER 531554 RECORDED
OCTOBER 9, 0000 XX XX XXXXX XXXXXX, XXXXXXXX AND THE SOUTHWESTERLY RIGHT-OF-WAY
LINE OF THE CHICAGO & NORTHWESTERN RAILWAY COMPANY; THENCE SOUTH 05 DEGREES 48
MINUTES 54 SECONDS WEST, 136.59 FEET (BEARINGS ASSUMED FOR DESCRIPTION PURPOSES
ONLY) ALONG SAID EASTERLY RIGHT-OF-WAY; THENCE SOUTH 14 degrees 10'37" WEST,
135.67 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 04 DEGREES 45 MINUTES 53
SECONDS WEST, 157.58 FEET; THENCE SOUTH 02 DEGREES 21 MINUTES 38 SECONDS WEST,
40.31 FEET; THENCE SOUTH 85 DEGREES 14 MINUTES 07 SECONDS WEST, 7.00 FEET;
THENCE SOUTH 02 DEGREES 21 MINUTES 38 SECONDS EAST, 66.60 FEET TO THE EASTERLY
RIGHT-OF-WAY LINE OF SAID F.A.P. 336; THENCE NORTH 03 DEGREES 46 MINUTES 10
SECONDS WEST, 232.50 FEET ALONG SAID EASTERLY RIGHT-OF-WAY; THENCE NORTH 14
DEGREES 10 MINUTES 37 SECONDS EAST, 33.46 FEET ALONG SAID EASTERLY RIGHT-OF-WAY
TO THE POINT OF BEGINNING; AND ALSO;
EXCEPT ANY AND ALL RIGHT OF ACCESS, INGRESS OR EGRESS OVER, UNDER OR ACROSS THE
FOLLOWING DESCRIBED LINE: BEGINNING AT A POINT IN THE SOUTHEAST QUARTER OF
SECTION 3, TOWNSHIP 43 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN SAID
POINT BEING AT THE INTERSECTION OF THE EASTERLY RIGHT-OF-WAY LINE OF F.A.P.
XXXXX 000 (XXXXXXXX XXXXX XXXXX 00) AS DEDICATED AND SHOWN ON DOCUMENT NUMBER
531554 RECORDED OCTOBER 9, 1970, AND THE SOUTHWESTERLY RIGHT-OF-WAY LINE OF THE
CHICAGO AND NORTHWESTERN RAILWAY COMPANY; THENCE
SOUTH 05 DEGREES 48 MINUTES 54 SECONDS WEST, 135.59 FEET (BEARINGS ASSUMED FOR
DESCRIPTION PURPOSES ONLY) ALONG SAID EASTERLY RIGHT-OF-WAY; THENCE SOUTH 14
DEGREES 10 MINUTES 37 SECONDS WEST, 135.67 FEET ALONG SAID EASTERLY RIGHT OF
WAY; THENCE SOUTH 04 DEGREES 45 MINUTES 53 SECONDS WEST, 157.58 FEET; THENCE
SOUTH 02 DEGREES 21 MINUTES 38 SECONDS WEST, 40.31 FEET; THENCE SOUTH 85 DEGREES
14 MINUTES 07 SECONDS WEST, 7.00 FEET; THENCE SOUTH 02 DEGREES 16 MINUTES 05
SECONDS EAST, 66.60 FEET; THENCE SOUTH 03 DEGREES 46 MINUTES 10 SECONDS EAST,
7.49 FEET ALONG THE EASTERLY RIGHT-OF-WAY LINE AS SHOWN ON DOCUMENT NO. 531554;
THENCE SOUTHEASTERLY 217.80 FEET ALONG THE RIGHT-OF-WAY LINE AS DEDICATED AND
SHOWN BY DOCUMENT NO. 26667, RECORDED JUNE 19, 1953, BEING ON A CURVE TO THE
LEFT, HAVING A RADIUS OF 252.30 FEET, THE CHORD OF SAID CURVE BEARS SOUTH 39
degrees 31' 00" EAST 211.10 FEET; THENCE SOUTH 64 DEGREES 16 MINUTES 16 SECONDS
EAST, 73.13 FEET ALONG SAID RIGHT-OF-WAY; THENCE SOUTHEASTERLY, 110.06 FEET
ALONG SAID RIGHT-OF-WAY BEING ON A CURVE TO THE RIGHT HAVING A RADIUS OF 350.33
FEET, THE CHORD OF SAID CURVE BEARS SOUTH 55 DEGREES 16 MINUTES 12 SECONDS EAST,
109.61 FEET; THENCE SOUTH 46 DEGREES 16 MINUTES 12 SECONDS EAST, 349.92 FEET
ALONG SAID RIGHT-OF-WAY TO THE TERMINUS OF ACCESS CONTROL, ALL IN MC XXXXX
COUNTY, ILLINOIS.
PARCEL 2:
EASEMENT FOR DRIVEWAY FOR INGRESS AND EGRESS FOR THE BENEFIT OF PARCEL 1, AS
CREATED BY THE AGREEMENT RECORDED APRIL 7, 1960 AS DOCUMENT NUMBER 368037 AS
AMENDED BY INSTRUMENT RECORDED FEBRUARY 14, 1961 AS DOCUMENT NUMBER 381434
BETWEEN PIONEER TRUST AND SAVINGS BANK AS TRUSTEE UNDER TRUST NUMBER 6264 AND
PIONEER TRUST AND SAVINGS BANK AS TRUSTEE UNDER TRUST NUMBER 8394, FROM THE
DIVISION LINE BETWEEN THE EAST 660 FEET OF ALL THAT PART OF SECTIONS 3 AND 10,
TOWNSHIP 43 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY
OF THE EASTERLY RIGHT OF WAY LINE OF STATE ROUTE 31, SOUTHERLY OF THE SOUTHERLY
RIGHT OF WAY LINE OF THE CHICAGO AND NORTH WESTERN RAILROAD, WESTERLY OF THE
CENTER LINE OF SANDS ROAD, NORTHERLY OF THE NORTHERLY RIGHT XX XXX XXXX XX X.X.
XXXXX 00 AND EASTERLY OF THE EASTERLY RIGHT OF WAY LINE OF THE RAMP CONNECTING
STATE ROUTE 31 WITH U.S. ROUTE 14, AND ALL THAT PART OF SECTIONS 3 AND 10,
TOWNSHIP 43 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY
OF THE EASTERLY RIGHT OF WAY LINE OF STATE ROUTE 31, SOUTHERLY OF THE SOUTHERLY
RIGHT OF WAY LINE OF THE CHICAGO AND NORTH WESTERN RAILROAD, WESTERLY OF THE
CENTER LINE OF SANDS ROAD, NORTHERLY OF THE NORTHERLY RIGHT XX XXX XXXX XX X.X.
XXXXX 00 (EXCEPTING THE EAST 660 FEET, AS MEASURED AT RIGHT ANGLES TO THE EAST
LINE THEREOF) AND THEN EXTENDING EAST ACROSS THE EAST 660 FEET AFORESAID TO
SANDS ROAD, SAID DRIVEWAY APPROXIMATELY 30 FEET IN WIDTH AND HAVING ITS
SOUTHERLY LINE 20 FEET NORTH OF AND PARALLEL TO THE SOUTH LINE OF SAID EAST 660
FEET, IN XX XXXXX XXXXXX, XXXXXXXX.
000000
File No.: CC14525
LEGAL DESCRIPTION:
XXX 0 XX X-XXXX XXXXXX XX XXXXXX SUBDIVISION, BEING A SUBDIVISION IN THE
NORTHEAST 1/4 OF SECTION 28 TOWNSHIP 38 NORTH RANGE 9 EAST OF THE THIRD
PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED JULY 19, 2001 AS
DOCUMENT R2001-148206, IN DUPAGE COUNTY ILLINOIS.
757053
File No.: CC21594
LEGAL DESCRIPTIONS
THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21, TOWNSHIP 37 NORTH,
RANGE 9 EAST OF THE THIRD PRINCIPAL MERIDIAN, EXCEPTING THEREFROM THE FOLLOWING
DESCRIBED FOUR PARCELS: THE WEST 960.0 FEET OF THE NORTH 941.0 FEET OF THE
NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21, AFORESAID; THE NORTH
908.0 FEET OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,
AFORESAID, EXCEPT THE WEST 960.0 FEET; THE EAST 484 FEET OF THE SOUTH 180.0 FEET
OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21 AFORESAID; AND
THAT PART OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,
AFORESAID, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT IN THE EAST LINE OF SAID
NORTHEAST QUARTER, DISTANT SOUTH 01 DEGREES 53 MINUTES 59 SECONDS EAST (ASSUMED
BEARING), 908.05 FEET FROM THE NORTHEAST CORNER OF THE NORTHEAST QUARTER OF SAID
SECTION 21; THENCE CONTINUING SOUTH 01 DEGREES 53 MINUTES 59 SECONDS EAST ALONG
SAID EAST LINE, 233.88 FEET TO THE NORTH LINE OF THE SOUTH 180.0 FEET OF THE
EAST 484.0 FEET OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SAID
SECTION 21; THENCE SOUTH 88 DEGREES 41 MINUTES 40 SECONDS WEST ALONG SAID NORTH
LINE, 83.45 FEET; THENCE NORTH 01 DEGREES 53 MINUTES 06 SECONDS WEST, 95.87
FEET; THENCE NORTH 00 DEGREES 58 MINUTES 38 SECONDS EAST, 100.12 FEET; THENCE
NORTH 01 DEGREES 53 MINUTES 06 SECONDS WEST, 37.94 FEET TO THE SOUTH LINE OF THE
NORTH 908.0 FEET OF THE NORTHEAST QUARTER OF SAID NORTHEAST QUARTER; THENCE
NORTH 88 DEGREES 41 MINUTES 03 SECONDS EAST ALONG SAID SOUTH LINE, 78.39 FEET TO
THE POINT OF BEGINNING, ALL IN WILL COUNTY, ILLINOIS.
Site 759051
0000 x 00XX Xxxxxx, Xxxxxxxxxxxx XX
Exhibit "A" -Legal Description
Situated in the State of Indiana, in the County of Lake and the Town of
Merrillville:
Parcel I
Part of the South Half of the Southeast Quarter of the Northeast Quarter of
Section 20, Township 35 North, Range 8 West of the 2nd P.M. described as:
Commencing at a point on the North line of State Road No. 30, which is 12 rods
West of the East line of said tract and running thence North 661.32 feet, more
or less, to the North line of said tract; thence West 66 feet; thence South
661.32 feet, more or less, to the North line of said Xxxxx Xxxx Xx. 00; thence
East 66 feet to the Place of Beginning, in Lake County, Indiana.
Parcel II
Lot 2 of Metro Self Storage, Plat of P.U.D. Amendment to the Town of
Merrillville, Lake County, Indiana, as shown in Plat Book 79, page 26, in Lake
County, Indiana.
The above Parcel I and Parcel II have now been described by a Modernized
Perimeter Legal Description as prepared by Landata Site Services as File
#0000-00-0000 and F.S. Land Company as Project #LSLD032216, dated April 26, 2003
and last revised March__, 2004, more particularly described as follows:
Beginning at an existing Dick at the Northeast Corner of Section 20, Township 35
North, Range 0 Xxxx xx xxx Xxxxxx Xxxxxxxxx Xxxxxxxx, Xxxx Xxxxxx, Xxxxxxx;
thence South 00 degrees 20 minutes 54 seconds West, 2037.63 feet to a point;
thence North 89 degrees 39 minutes 06 seconds West, 189.79 feet to the True
Point of Beginning, said point being South 0.57 feet, East 0.27 feet from an
existing 2 inch Iron Pipe; thence South 00 degrees 17 minutes 35 degrees East,
622.13 feet to a point on the North right-of-Way line of U.S. Xxxxxxx Xx. 00
(A.K.A. West 81st Street), said point being South 1.09 feet from an existing 2
inch Iron Pipe; thence following said North Right-of-Way North 89 degrees 12
minutes 54 seconds West, 65.80 feet to a point, said point being North 0.17
feet, and West 0.24 feet from an existing Iron Pipe; thence leaving said
Right-of-Way line, and following the East line of an existing 40 foot Frontage
Road North 00 degrees 01 minutes 45 seconds West, 40.00 feet to a set #5 Rebar;
thence following the South line of said 40 foot Frontage Road North 89 degrees
12 minutes 45 seconds West, 149.71 feet to an existing Rebar; thence leaving the
North line of said 40 foot Frontage Road North 00 degrees 00 minutes 08 seconds
West, 418.22 feet to a set #5 Rebar; thence North 89 degrees 39 minutes 48
seconds West, 352.71 feet to a point, said point being South 0.15
feet and East 0.26 feet from an existing Rebar; thence North 00 degrees 00
minutes 00 seconds West, 162.33 feet to a set #5 Rebar; thence South 89 degrees
39 minutes 06 seconds East, 565.14 feet to the True Point of Beginning.
Site 734032
0000 Xxxxxxxx Xxxxx, Xxxxxx XX
Exhibit "A" - Legal Description
TRACT I:
COMMENCING AT THE NORTHWEST CORNER OF THE EAST 1/2 OF THE NORTHWEST 1/4 OF THE
SOUTHEAST 1/4 OF SECTION 34, TOWNSHIP 12 SOUTH, RANGE 00 XXXX, XX XXX XXXX XX
XXXXXX, XXXXXXX XXXXXX, XXXXXX; THENCE SOUTH 0 degrees 16'20" EAST A DISTANCE OF
538.48 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTH 0 degree
16'20" EAST A DISTANCE OF 159.70 FEET TO A POINT; THENCE SOUTH 89 degrees 43'40"
EAST A DISTANCE OF 0.92 FEET TO A POINT; THENCE SOUTH 0 degree 16'20" EAST A
DISTANCE OF 29.31 FEET TO A POINT; THENCE SOUTH 7 degrees 25'30" EAST A DISTANCE
OF 47.30 FEET TO THE POINT OF BEGINNING OF A CURVE TO THE LEFT; THENCE ON SAID
CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 2 degrees 49'01" A RADIUS OF 592.29
FEET AND A LENGTH OF 29.12 FEET TO A POINT OF REVERSED CURVATURE; THENCE FROM
SAID POINT OF REVERSED CURVATURE; ON A CURVE TO THE RIGHT, SAID CURVE TO THE
RIGHT HAVING A CENTRAL ANGLE OF 7 degrees 04'19" A RADIUS OF 614.29 FEET AND A
LENGTH OF 75.82 FEET TO A POINT; THENCE NORTH 89 degrees 47'30" EAST, A DISTANCE
OF 238.52 FEET TO A POINT; THENCE SOUTH 53 degrees 23'50" EAST A DISTANCE OF
201.74 FEET TO A POINT IN THE WESTERLY RIGHT XX XXX XXXX XX XXXXXXXXXX XXXXXXX
00; THENCE NORTH 36 degrees 36'10" EAST ALONG THE SAID WESTERLY RIGHT OF WAY
LINE A DISTANCE OF 240.00 FEET TO A POINT; THENCE NORTH 53 degrees 23'50" WEST A
DISTANCE OF 448.50 FEET TO A POINT; THENCE SOUTH 89 degrees 47'30" WEST A
DISTANCE OF 204.77 FEET TO THE TRUE POINT OF BEGINNING, EXCEPT THAT PART IN
STREETS AND ROADS.
TRACT II:
COMMENCING AT THE NORTHWEST CORNER OF THE EAST 1/2 OF THE NORTHWEST 1/4 OF THE
SOUTHEAST 1/4 OF SECTION 34, TOWNSHIP 12 SOUTH, RANGE 00 XXXX, XX XXX XXXX XX
XXXXXX, XXXXXXX XXXXXX, XXXXXX; THENCE SOUTH 0 degree 16'20" EAST A DISTANCE OF
538.48 FEET TO A POINT; THENCE NORTH 89 degrees 47'30" EAST A DISTANCE OF 204.77
FEET TO A POINT; THENCE SOUTH 53 degrees 23'50" EAST A DISTANCE OF 86.50 FEET TO
THE TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTH 53 degrees 23'50" EAST A
DISTANCE OF 362.00 FEET TO A POINT IN THE WESTERLY RIGHT XX XXX XX XXXXXXXXXX
XXXXXXX 00; THENCE NORTH 36 degrees 36'10" EAST ALONG THE SAID WESTERLY RIGHT XX
XXX XX XXXXXXXXXX XXXXXXX 00, A DISTANCE OF 34.00 FEET TO A POINT; THENCE NORTH
53 degrees 23'50" WEST A DISTANCE OF 362.00 FEET TO A POINT; THENCE SOUTH 36
degrees 36'10" WEST A DISTANCE OF 34.00 FEET TO THE TRUE POINT OF BEGINNING,
EXCEPT THAT PART IN STREETS AND ROADS.
TRACT III:
A TRACT OF LAND IN THE NORTHWEST 1/4 OF THE SOUTHEAST 1/4 OF SECTION 34,
TOWNSHIP 12, RANGE 24, XXXXXXX COUNTY, KANSAS, MORE PARTICULARLY DESCRIBED AS
FOLLOWS: BEGINNING AS THE NORTHEAST CORNER OF THE NORTHWEST 1/4 OF SECTION 34,
TOWNSHIP 12, RANGE 24 EAST; THENCE SOUTH 89 degrees 48'20" WEST, ALONG THE NORTH
LINE OF THE
NORTHWEST 1/4 OF THE SOUTHEAST 1/4 OF SAID SECTION 34, 414.10 FEET TO A POINT;
THENCE SOUTH 0 degree 16'20" EAST, 288.30 FEET TO THE TRUE POINT OF BEGINNING;
THENCE NORTH 89 degrees 48'20" EAST, 34.00 FEET TO A POINT; THENCE SOUTH 0
degree 16'20" EAST 217.13 FEET TO A POINT; THENCE SOUTH 53 degrees 23'50" EAST,
406.00 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF INTERSTATE HIGHWAY
35; THENCE SOUTH 36 degrees 36'10" WEST ALONG THE WESTERLY RIGHT-OF-WAY LINE OF
INTERSTATE HIGHWAY 35, 39.00 FEET TO A POINT; THENCE NORTH 53 degrees 23'50'
WEST, 419.25 FEET TO A POINT; THENCE NORTH 0 degree 16'20" EAST, 240.43 FEET TO
THE TRUE POINT OF BEGINNING, EXCEPT THAT PART IN STREETS OR ROADS.
TRACT IV: (ACCESS EASEMENT)
EASEMENT FOR THE BENEFIT OF TRACT I AS CREATED BY EASEMENT AGREEMENT DATED JULY
3,1984, AND RECORDED ON JULY 9,1984 IN VOLUME 2033, PAGE 274 FOR AN ADDITIONAL
PARKING AREA, OVER, UNDER AND ACROSS THE LAND DESCRIBED AS FOLLOWS:
ALL THAT PART OF THE NW 1/4 OF THE SE 1/4 OF SECTION 34, TOWNSHIP 12, RANGE 24,
NOW IN THE CITY OF LENEXA, XXXXXXX COUNTY, KANSAS, MORE PARTICULARLY DESCRIBED
AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NW 1/4 OF THE SE 1/4 OF
SAID SECTION 34; THENCE S 89 degrees 48' 20" W, ALONG THE NORTH LINE OF THE NW
1/4 OF THE SE 1/4 OF SAID SECTION 34, A DISTANCE OF 662.67 FEET, TO THE
XXXXXXXXX XXXXXX XX XXX X 0/0 XX XXX XX 1/4 OF THE SE 1/4 OF SAID SECTION 34;
THENCE S 0 degree 16' 20" E, ALONG THE WEST LINE OF THE E 1/2 OF THE NW 1/4 OF
THE SE 1/4 OF SAID SECTION 34; A DISTANCE OF 508.48 FEET, TO THE TRUE POINT OF
BEGINNING OF SUBJECT TRACT; THENCE CONTINUING S 0 degree 16' 20" E, ALONG THE
WEST LINE OF THE E 1/2 OF THE NW 1/4 OF THE SE 1/4 OF SAID SECTION 34, A
DISTANCE OF 30 FEET; THENCE N 89 degrees 47' 30" E, A DISTANCE OF 204.77 FEET;
THENCE S 53 degrees 23' 20" E, A DISTANCE OF 86.50 FEET; THENCE N 36 degrees
36' 10" E, A DISTANCE OF 34 FEET; THENCE N 53 degrees 23' 20" W, A DISTANCE OF
57.25 FEET; THENCE N 0 degree 16' 20" W, A DISTANCE OF 20.31 FEET; THENCE S 89
degrees 47' 30" W, A DISTANCE OF 248.57 FEET, TO THE POINT OF BEGINNING OF
SUBJECT TRACT. SUBJECT TO THE TERMS, PROVISIONS AND CONDITIONS SET FORTH IN SAID
INSTRUMENT.
884057
0000 Xxxxxxxxx Xxxx. Xxxxxxx Xxxx, XX
Exhibit "A" - Legal Description
XXX 00, XXXXXXXXXX XXXXX, XXXXXXXXXXX, XXXX 0, AS PER PLAT THEREOF RECORDED IN
BOOK 583, PAGE 319 OF THE CONVEYANCE RECORDS OF BOSSIER PARISH, LOUISIANA,
TOGETHER WITH ALL BUILDINGS AND IMPROVEMENTS LOCATED THEREON, HAVING A MUNICIPAL
ADDRESS OF 0000 XXXXXXXXX XXXXXXXXX, #000, XXXXXXX XXXX, XXXXXXXXX 00000 AND ALL
BENEFICIAL RIGHTS AS SET FORTH IN THOSE CERTAIN LAND USE RESTRICTIONS RECORDED
UNDER REGISTRY NUMBER 361039 AS AMENDED PER DOCUMENT RECORDED UNDER REGISTRY
NUMBER 390586, AND AS PER PARTY WALL AGREEMENT RECORDED UNDER REGISTRY NUMBER
368673, RECORDS OF BOSSIER PARISH, LOUISIANA.
EXHIBIT A
A certain piece of property located in Chicopee, Massachusetts, Hampden County,
being shown on a plan of land entitled "Plan of Land in Chicopee,
Massachusetts", prepared for BMO Global Capital Solutions, Inc., prepared by
Xxxxxxx Associates, P.C., dated March 16, 2004, recorded in Plan Book 332. Page
39, with the Hampden County Registry of Deeds, bounded and described as follows:
DESCRIPTION OF PARCEL
BEGINNING AT A POINT AT THE INTERSECTION OF THE EASTERLY LINE OF
GRANBY ROAD WITH THE SOUTHERLY LINE OF BAY STATE ROAD;
THENCE, RUNNING N 82 degrees 34'56"E ALONG THE SOUTHERLY LINE OF BAY
STATE ROAD A DISTANCE OF 4.00 FEET TO A POINT;
THENCE, RUNNING S07 degrees 25'04"E ALONG LAND NOW OR FORMERLY OF
XXXXXX X. XXXXX. JR. A DISTANCE OF 98.31 FEET TO A POINT;
THENCE, RUNNING N83 degrees 32'56"E ALONG LAND NOW OR FORMERLY OF
SAID XXXXX A DISTANCE OF 122.88 FEET TO A POINT;
THENCE, RUNNING S07 degrees 25'04'E ALONG LAND NOW OR FORMERLY OF
XXXXX X. XXXXXXX A DISTANCE OF 15.68 FEET TO A POINT;
THENCE, RUNNING N84 degrees 19'07"E ALONG LAND NOW OR FORMERLY OF
SAID XXXXXXX A DISTANCE OF 81.02 FEET TO A POINT;
THENCE, RUNNING S08 degrees 07'42"E ALONG THE WESTERLY LINE OF
XXXXXXXXXX STREET A DISTANCE OF 248.67 FEET TO A POINT;
THENCE, RUNNING S84 degrees 34'36"W ALONG LAND NOW OR FORMERLY OF
GLS LEASCO, INC. A DISTANCE OF 238.22 FEET TO A POINT;
THENCE, RUNNING N'01 degrees 04'24"W ALONG LAND NOW OR FORMERLY OF
GLS LEASCO, INC. A DISTANCE OF 226.51 FEET TO A POINT; A DISTANCE OF
2260 FEET TO A POINT;
THENCE, RUNNING N35 degrees 54'39"E ALONG THE EASTERLY LINE OF
GRANBY ROAD A DISTANCE OF 279.63 FEET TO THE POINT OF BEGINNING.
796036
EXHIBIT A
(Descriptions)
All those certain parcels of land with the buildings thereon situated at
Washington Street, in the City/Town of Stoughton, County of Norfolk, State of
Massachusetts, and more particularly described
TRACT I
Parcel A
That certain parcel of land with the buildings thereon, situated at 000
Xxxxxxxxxx Xxxxxx in Stoughton, Norfolk County, Massachusetts, and
severally bounded and described as follows:
The land in said Stoughton, with the buildings thereon, on the easterly
side of Washington Street and being shown as the parcel marked "Land of
Tarchara, (Xxxxxxx X., Xxxxxxx X.)" on a plan entitled "Plan of Land in
Stoughton Owned by Xxxxxxx X. and Xxxxxxx X. Xxxxxxxx" surveyed by X. X.
XxXxxx in 1954, said plan recorded with Norfolk Deeds Plan No. 386 of 1955
in Book 3356, Page 194, and according to said plan bounded and described
as follows:
WESTERLY by Washington Street, 99.00 feet;
NORTHERLY by land now or formerly of one Xxxxxxx, 508.00 feet;
EASTERLY by Lot A as shown on said plan, 99.00 feet;
SOUTHERLY by land now or formerly of one Xxxxx and in part by Lot B, as
shown on said plan, a total distance of 508.00 feet.
Being the same land conveyed by deed dated June 1, 1977 and recorded with
Norfolk Deeds in Book 5338, Page 286.
Parcel B
That certain parcel of land and buildings thereon and numbered 000
Xxxxxxxxxx Xxxxxx; Xxxxxxxxx, Xxxxxxxxxxxxx bounded and described as
follows:
Beginning at a corner of land of Xxxxxxx G and Xxxxxxx Xxxxxxxx and
running:
EASTERLY by said Tarachara land 500 feet to a corner, thence
SOUTHERLY by land of Xxxx Xxxxx 60 feet; thence
WESTERLY by land of Xxxxxx and Xxxxxxxxx Xxxxx, Xxxxxx X. and Xxxx X.
Xxxxx, Xxxxxx Xxxxx Xxxxx, Xx. and Xxxxxxx X. Xxxxx and Will H.
and Victor Dino 500 feet to said Washington Street; thence
NORTHERLY by said Washington Street to the point of beginning, 60 feet.
TRACT II
Parcel A
The land in said Stoughton on the Easterly line of said Washington Street
and bounded:
Beginning on said Washington Street at a stake in the Northerly line of a
private way 40 feet wide, recently laid out by Xxxxx Xxxxxxxx thence
running
EASTERLY by said private way one hundred and sixty (160) feet to remaining
lands of Xxxxx Xxxxxxxx thence
NORTHERLY by Xxxxx Xxxxxxxx'x land by a line parallel with Washington
Street sixty (60) feet to a stake thence
WESTERLY by the homestrad lot of Xxxxx Xxxxxxxx by a line parallel with
the first course one hundred and sixty (160) feet to a stake at Washington
Street thence
SOUTHERLY by said street sixty (60) feet to a point of beginning.
Parcel B
The land in Stoughton, Norfolk County, Massachusetts being number 240 in
the numbering of Washington Street, bounded and described as follows:
WESTERLY by Washington Street one hundred seven and 00/100 (107)
feet more or less;
NORTHERLY by land now or formerly of Abren three hundred thirty-nine
and 50/100 (339.50) feet;
EASTERLY by Lot 1 as shown on a plan hereinafter mentioned one
hundred sixty-nine and 00/100 (169) feet;
SOUTHERLY by Xxxxxxx Avenue one hundred seventy-one and 55/100
(171.55) feet;
WESTERLY by land now or formerly of Xxxxxxxx sixty and 00/100 (60)
feet;
SOUTHERLY by said land now or formerly of Xxxxxxxx one hundred sixty
and 00/100 (160) Feet.
Said premises are shown on a plan entitled "Plan of House lots
belonging to Xxxxxxx Xxxxx" dated October 17, 1926, Xxxxxx X. Xxxxx,
Surveyor, filed with Norfolk Registry of Deeds at the end of Book
1728.
For title to Parcel I see deed dated August 28, 1978, recorded in Book
5508, Page 330 and deed dated August 29, 1978, recorded in Book 5508, Page
331 and by deed dated June 1, 1977 and recorded with Norfolk Deeds in Book
5338, Page 286.
For title to Parcel II see deed dated March 21, 1989 and recorded in Book
8269, Page 736.
Note: Recorded instruments referred to herein are recorded with Norfolk
County Registry of Deeds.
Also described as:
BEGINNING AT A POINT, said point is the intersection of the easterly
sideline of Washington Street and the northerly sideline of Xxxxxxx
Avenue; thence
N 01 degrees 41' 00" E Three hundred twenty-five and 17/100 (325.17) feet
by said easterly sideline of Washington Street to a
point; thence
S 88 degrees 17' 11" E Five hundred seven and 45/100 (507.45) feet by land
Now or formerly trustees of Xxxx-Xxx Realty Trust;
thence
S 01 degrees 20' 09" W Ninety-nine and 00/100 (99.00) feet to a point;
thence
N 88 degrees 17' 11" W Eight and 00/100 (8.00) feet a point; thence
S 02 degrees 14' 12' W Sixty and 00/100 (60.00) feet to a point, the last
three (3) courses being by land now or formerly the
Xxxxx Family Trust; thence
N 88 degrees 31' 51" W One hundred sixty and 50/100 (160.50) feet by land
now or formerly Xxxxx and Xxxxxxx Xxxxxx, by land
now or formerly Xxxxxx X. Xxxxxx and by land now or
formerly Xxxxxx Xxxxx to a point; thence
S 04 degrees 12' 18" W One hundred sixty-nine and 00/100 (169.00) feet by
land now or formerly Xxxxxx X. Xxxxx to a point;
thence
N 87 degrees 47' 26" W Three hundred thirty-one and 55/100 (331.55) feet
by said northerly sideline of Xxxxxxx Avenue to the
POINT OF BEGINNING.
Site 818034
0000 Xxxxxxx Xxxxxx, Xxxxxxx Xxx, XX
Exhibit "A"-Legal Description
All that lot or parcel of land located in the 13th Election District of Prince
George's County, Maryland and described as follows:
Part of Parcel "A" in a Subdivision known as "Hampton Park": as per plat thereof
recorded in Plat Book W.W.W. 74 at Plat 5 among the Land Records of Prince
George's County, Maryland, being more particularly described as follows:
BEGINNING at a point on the southerly right of way line of Xxxxxxx Xxxxxx,
Xxxxxxxx Xxxxx #000, said point being a corner to R.H. and Xxxx and Xxx Xxxxxx,
et al., Map 74 Parcel 10 said point being an iron pipe set North 82 degrees 54'
20" East 44.60 feet from a nail found at the corner with Parcel "K" HAMPTON
PARK, RECORDED IN Plat Book Xx. 00, Xxxx 00, xxxx xxxxx being the point of
beginning of the herein described parcel.
1. thence with said right of way line of Central Avenue N 82 degrees 54' 20"
E 207.97 feet to a point.
2. thence N 87 degrees 44' 29" E 82.32 feet to a point being a corner with
Parcel "Q", HAMPTON PARK, Plat Book 102, Plat No. 69, said point being S
07 degrees 05' 40" E 6.94 feet from a rebar found
3. thence departing said right of way line of Central Avenue and running with
the line of Parcel "Q", S 07 degrees 05' 40" E. 503.06 feet to an iron
pipe found
4. thence continuing with the line of Parcel "Q" and further with the line of
R.H. and Xxx and Xxx Xxxxxx, et al., Map 74 Parcel 10, S 82 degrees 54'
20" W 290.00 feet to an iron pipe found
5. thence N 07 degrees 05' 40" W 510.00 feet to the point of beginning and
containing 3.3888 acres more or less.
Site 729051
0000 000xx Xx X, Xxxxx Xxxxxx XX
Exhibit "A"-Legal Description
Xxx 0, Xxxxx 0, X Xxxx Xxxxx Xxxxxx Addition, according to the recorded plat
filed as October 26, 2000, as Document Xxxxxx 0000000, Xxxxxx Xxxxxx, Xxxxxxxxx.
000000
2000 Highway K, O'Fallon MOf
Exhibit "A"-Legal Description
A TRACT OF LAND BEING ALL OF TRACT B OF "K C CENTER", A SUBDIVISION ACCORDING TO
THE PLAT THEREOF RECORDED IN PLAT BOOK 35 PAGE 104 OF THE ST. XXXXXXX COUNTY
RECORDS, ALSO BEING PART OF THE SOUTHWEST QUARTER OF FRACTIONAL SECTION 33,
TOWNSHIP 47 NORTH, RANGE 3 EAST OF THE FIFTH PRINCIPAL MERIDIAN, ST. XXXXXXX
COUNTY, MISSOURI AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHWEST CORNER OF LOT 19 OF "WINDING XXXXX PLAT ONE", A
SUBDIVISION ACCORDING TO THE PLAT THEREOF RECORDED IN PLAT BOOK 31 PAGE 249 OF
THE ST. XXXXXXX COUNTY RECORDS, SAID POINT BEING ALSO THE NORTHEAST CORNER OF
PROPERTY CONVEYED TO KNIGHTS OF COLUMBUS ASSOCIATION OF O' FALLON, MISSOURI BY
DEED RECORDED IN BOOK 783 PAGE 1337 OF THE ST. XXXXXXX COUNTY RECORDS THENCE
SOUTHWARDLY ALONG THE EAST LINE OF SAID KNIGHTS OF COLUMBUS PROPERTY SOUTH 00
DEGREES 03' 30" EAST 150.00 FEET TO THE ACTUAL POINT OF BEGINNING OF THE
DESCRIPTION HEREIN; THENCE CONTINUING ALONG SAID EAST LINE OF THE KNIGHTS OF
COLUMBUS PROPERTY SOUTH 00 DEGREES 03' 30" EAST 208.37 FEET TO THE NORTHEAST
CORNER OF PROPERTY CONVEYED TO XXXX AND XXXXX XXXXXX AND XXXXXXX AND XXXXX
XXXXXX BY DEED RECORDED IN BOOK 1693 PAGE 1421 OF THE ST. XXXXXXX COUNTY
RECORDS; THENCE WESTWARDLY ALONG THE NORTH LINE OF SAID XXXXXX PROPERTY, AND THE
EXTENSION THEREOF SOUTH 45 DEGREES 27' 15" WEST 21.02 FEET; AND NORTH 89 DEGREES
02' 00" WEST 421.47 FEET TO A POINT IN THE EAST LINE OF MISSOURI STATE HIGHWAY
K, SAID POINT BEING 64.49 FEET PERPENDICULARLY DISTANT EAST OF MISSOURI STATE
HIGHWAY K CENTERLINE STATION 69+05.14, THENCE ALONG THE SAID EAST RIGHT OF WAY
LINE OF MISSOURI STATE HIGHWAY K, NORTH 05 DEGREES 38' 20" EAST 105.66 FEET TO A
POINT BEING 75.00 FEET PERPENDICULARLY DISTANT EAST OF MISSOURI STATE HIGHWAY K
CENTERLINE STATION 68+00 THENCE CONTINUING ALONG SAID EAST RIGHT OF WAY LINE
BEING 75.00 FEET PERPENDICULARLY DISTANT EAST OF AND PARALLEL TO THE SAID
CENTERLINE OF MISSOURI STATE HIGHWAY K, NORTH 00 DEGREES 04' 18" WEST 118.05
FEET TO A POINT; THENCE LEAVING SAID EAST RIGHT XX XXX XXXX, XXXXX 00 DEGREES
02' 00" EAST 426.01 FEET TO THE POINT OF BEGINNING.
Parcel ID: 2-061-8004-00-000B
TOGETHER WITH EASEMENT FOR INGRESS AND EGRESS RECORDED IN BOOK 2089, PAGE 746.
Property address: 2000 Highway K.
736051
0000 X. Xxxxxxx Xxxx, Xx. Xxxxxx, XX
Exhibit "A"-Legal Description
Xxx 0 xx Xxxxxxx Xxxxx Xxxxxxx Xxxx Xxxxxxxxxx, as per plat recorded in plat
book 35 page 261 and plat book 36 page 127 of the St. Xxxxxxx County Records.
Property address: 0000 X. Xxxxxxx Xxxx
884024
0000 X. 0xx Xx., Xxxxxxxxxxx, XX
Exhibit "A" - Legal Description
A PART OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF XXXXXXX 0, XXXXXXXX
0 XXXXX, XXXXX 00 XXXX, XX THE CITY OF HATTIESBURG, XXXXXXX COUNTY, MISSISSIPPI,
MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHEAST CORNER OF SAID
NORTHEAST QUARTER OF THE SOUTHEAST QUARTER, AND THENCE RUN WEST ON AND ALONG XXX
XXXXXXXXXX XX XXXX 0xx XXXXXX AS PRESENTLY LOCATED IN THE CITY OF HATTIESBURG,
MISSISSIPPI, FOR 413.5 FEET, THENCE RUN NORTH FOR 25 FEET TO THE NORTH
RIGHT-OF-WAY LINE OF SAID WEST 7th STREET TO AND FOR THE POINT OF BEGINNING,
THENCE, FROM SAID POINT OF BEGINNING, RUN WEST ON AND ALONG SAID NORTH
RIGHT-OF-WAY LINE FOR 15 FEET, THENCE RUN 01 DEGREES 06 MINUTES EAST FOR 695
FEET, THENCE RUN EAST FOR 342.5 FEET, THENCE RUN SOUTH 01 DEGREES 06 MINUTES
WEST FOR 395 FEET, THENCE RUN WEST FOR 75 FEET, THENCE RUN NORTH 01 DEGREES 06
MINUTES EAST FOR 178.5 FEET, THENCE RUN WEST FOR 252.5 FEET, THENCE RUN SOUTH 01
DEGREES 06 MINUTES WEST FOR 478.5 FEET BACK TO THE POINT OF BEGINNING, TOGETHER
WITH ALL IMPROVEMENTS THEREON AND ALL APPURTENANCES THEREUNTO BELONGING,
EXPRESSLY INCLUDING, BUT WITHOUT LIMITATION, THE CERTAIN MINI WAREHOUSE THERE
LOCATED.
AND ALSO:
RECORD DESCRIPTION FOR TRACT 2: 2-028H-05-002.00
A PART OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF XXXXXXX 0, XXXXXXXX
0 XXXXX, XXXXX 00 XXXX, XX THE CITY OF HATTIESBURG, XXXXXXX COUNTY, MISSISSIPPI,
MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHEAST CORNER OF SAID
NORTHEAST QUARTER OF THE SOUTHEAST QUARTER, AND THENCE RUN WEST ON AND ALONG XXX
XXXXXXXXXX XX XXXX 0xx XXXXXX AS PRESENTLY LOCATED IN THE CITY OF HATTIESBURG,
MISSISSIPPI FOR 413.5 FEET, THENCE RUN NORTH FOR 25 FEET TO THE NORTH
RIGHT-OF-WAY LINE OF SAID WEST 7th STREET TO AND FOR THE POINT OF BEGINNING,
THENCE, FROM SAID POINT OF BEGINNING, RUN NORTH 01 DEGREES 06 MINUTES EAST FOR
478.5 FEET, THENCE RUN EAST FOR 252.5 FEET, THENCE RUN SOUTH 01 DEGREES 06
MINUTES WEST FOR 178.5 FEET, THENCE RUN WEST FOR 150.00 FEET, MORE OR LESS, TO A
POINT, THENCE RUN SOUTH FOR 300 FEET TO THE NORTH LINE OF AFORESAID WEST 7th
STREET, THENCE RUN WEST ALONG THE NORTH LINE OF SAID STREET FOR 102.5 FEET BACK
TO THE POINT OF BEGINNING, TOGETHER WITH ALL IMPROVEMENTS THEREON AND ALL
APPURTENANCES THEREUNTO BELONGING.
AND ALSO;
RECORD DESCRIPTION FOR TRACT 3: 2-028H-05-003.00
A PART OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF XXXXXXX 0, XXXXXXXX
0 XXXXX XXXXX 00 XXXX, XX THE CITY OF HATTIESBURG, XXXXXXX COUNTY, MISSISSIPPI,
MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHEAST CORNER OF SAID
NORTHEAST QUARTER OF THE SOUTHEAST QUARTER AND THENCE RUN NORTH FOR 325 FEET TO
AND FOR THE POINT OF BEGINNING, THENCE, FROM SAID POINT OF BEGINNING, RUN THENCE
WEST 86 FEET, THENCE RUN NORTH FOR 395 FEET, THENCE RUN EAST FOR 86 FEET, AND
THENCE RUN SOUTH 395 FEET BACK TO THE POINT OF BEGINNING TOGETHER WITH ALL
IMPROVEMENTS THEREON AND ALL APPURTENANCES THEREUNTO BELONGING, EXPRESSLY
INCLUDING, BUT WITHOUT LIMITATION, THE CERTAIN RIGHTS OF DIRECT INGRESS TO AND
EGRESS FROM SAID XXXXX XXXX XXX XX XXXX 0xx XXXXXX IN THE CITY OF HATTIESBURG,
MISSISSIPPI, ACROSS LANDS TO THE SOUTH OF THE TRACT, AS PROVIDED UNDER THE
CERTAIN WARRANTY DEED FROM X. X. XXXXXXXX ETUX TO VANDER X. XXXXX ETUX, DATED
OCTOBER 14, 1940, AND RECORDED IN THE OFFICE OF THE CHANCERY CLERK OF XXXXXXX
COUNTY, MISSISSIPPI, IN LAND DEED BOOK 62 AT PAGE 111.
780022
0000 X. Xxxxxxxx Xxxx, Xxxxxxxx XX 00000
Exhibit "A" - Legal Description
Being all of Lot(s) 28-39, 77-79, Banks X. XxXxxxx property, as shown on map
recorded in Plat Book 3, Page 57, Xxxxxx County Registry.
SITE 883046
0000 X. XXXXXXXX XXXX, XXXXXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
ALL THAT CERTAIN lot or parcel of ground situate in the Township of Pennsauken,
County of Camden, State of New Jersey bounded and described as follows:
BEGINNING at a point located on the North right of way line of North Crescent
Boulevard (New Jersey State Highway 130) said point being situate South 65
degrees 52 minutes 00 seconds West a distance of 88.59 feet from a point located
at the intersection of the extended West right of way line of Xxxxxx Road with
the aforementioned North right of way line of North Crescent Boulevard (New
Jersey State Highway 130);
THENCE from the place of beginning along the aforementioned North right of way
line of North Crescent Boulevard (New Jersey State Highway 130); South 65
degrees 52 minutes 00 seconds West for a distance of 187.90 feet to a point;
thence, North 24 degrees 41 minutes 20 seconds West for a distance of 326.70
feet to a point; thence North 65 degrees 52 minutes 00 seconds East for a
distance of 161.00 feet to a point; thence South 24 degrees 41 minutes 20
seconds East for a distance of 110.57 feet to a PK nail; thence North 65 degrees
52 minutes 00 seconds East for a distance of 221.01 feet to a point; thence
along the aforementioned West right of way line of Xxxxxx Road, South 1 degree
26 minutes 27 seconds West for a distance of 147.04 feet to a point; thence
further along the same around a curve having an angle of 64 degrees 25 minutes
35 seconds a radius of 142.50 feet a tangent of 89.78 feet an arc of 160.23 feet
for a chord course of South 33 degrees 39 minutes 14 seconds West for a distance
of 151.93 feet to a point; thence still further along the same South 24 degrees
08 minutes 00 seconds East for a distance of 2.50 feet to the place of
beginning.
TOGETHER WITH the benefits in Sign Easement contained in Deed Book 4266 Page
423.
Being Tax Block 2107 Lot 10.
724026
0000 XXX XXXXXX XXXX, XXX XXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Tract F-1B1, Unit Sixteen, as the same is shown and designated on the plat
entitled "SUMMARY PLAT TRACT F-1B1, A REPLAT OF TRACT "F-1B" AND A PORTION OF
TRACT F, UNIT SIXTEEN, WITHIN PROJECTED SECTION 30, T.12N., R3E., N.M.P.M., CITY
OF RIO RANCHO, TOWN OF ALAMEDA GRANT, SANDOVAL COUNTY, NEW MEXICO", filed in the
Office of the County Clerk of Xxxxxxxx County, New Mexico, on June 17, 1996, in
Volume 0, Xxxxx 0000-X (Xxx Xxxxxx Xxxxxxx Plat Book No. 9, Page 33).
TOGETHER WITH easement rights as set forth in Declaration of Reciprocal
Easements, filed October 9, 1970, recorded in Book Misc. 25, Page 852, as
Document No. 35249, records of Xxxxxxxx County, New Mexico. Said Easement having
been amended by Amendment of Reciprocal Easement by Release filed January 21,
1987, recorded in Book Misc. 200, page 630 as Document Xx. 00000, xxxxxxx xx
Xxxxxxxx Xxxxxx, Xxx Xxxxxx, and amended by Amendment of Reciprocal Easement by
Release filed January 21, 1987, recorded in Book Misc. 200, page 633 as Document
Xx. 00000, xxxxxxx xx Xxxxxxxx Xxxxxx, Xxx Xxxxxx, and amended by Amendment of
Reciprocal Easement by Release filed January 21, 1987, recorded in Book Misc.
200, page 636 as Document Xx. 00000, xxxxxxx xx Xxxxxxxx Xxxxxx, Xxx Xxxxxx.
Site 838058
0000 Xxxxxxxxx Xxxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
A TRACT OF LAND BEING A PORTION OF SECTION 34, TOWNSHIP 21 SOUTH, RANGE 62 EAST,
M.D.B. & M., XXXXX COUNTY, NEVADA, DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF THE SOUTHWEST QUARTER (SW 1/4) OF THE
NORTHWEST QUARTER (NW 1/4) OF SAID SECTION 34; THENCE SOUTH 89degrees 23'21"
EAST ALONG THE NORTH LINE THEREOF, 529.53 FEET TO A POINT ON A NON-TANGENT
CURVE; THENCE TANGENT TO A BEARING OF SOUTH 04degrees 53'06" WEST, CURVING TO
THE RIGHT ALONG A CURVE BEING CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF
1000.00 FEET THROUGH A CENTRAL ANGLE OF 20degrees 42'20", AN ARC LENGTH OF
361.38 FEET TO A PONT, A RADIAL LINE TO SAID POINT BEARS SOUTH 64degrees 24'34"
EAST; THENCE NORTH 53degrees 31'34" WEST ALONG THE NORTHEASTERLY RIGHT XX XXX
XXXX XX XXXXXXXXXX XXXXX 000, 541.07 FEET TO A POINT ON THE WEST LINE OF THE
SOUTHWEST QUARTER (SW 1/4) OF THE NORTHWEST QUARTER (NW 1/4) OF SAID SECTION 34;
THENCE NORTH 00degrees 06'11" EAST ALONG SAID WEST LINE, 30.78 FEET TO THE POINT
OF BEGINNING.
NOTE: THE ABOVE METES AND BOUNDS DESCRIPTION APPEARED PREVIOUSLY IN THAT CERTAIN
DOCUMENT RECORDED MAY 18, 1995 IN BOOK 950518 OF OFFICIAL RECORDS, AS INSTRUMENT
XX. 00000, XXXXX XXXXXX, XXXXXX.
Site 838024
0000 X. Xxx Xxxxx Xxxx., Xxx Xxxxx, XX
Exhibit "A" - Legal Description
Being a portion of the South Half (S 1/2) of Government Lots 180,181 and 275 in
Xxxxxxx 00, Xxxxxxxx 00 Xxxxx, Xxxxx 61 East, M.D.B. & M., Xxxxx County, Nevada
more particularly described as follows:
Commencing at the Southwest corner of the Southwest Quarter (SW 1/4) of the
Northwest Quarter (NW 1/4) of the Southwest Quarter (SW 1/4) of said Section 16;
thence North 00degrees 00'02" West, a distance of 319.07 feet; thence South
89degrees 21'08" East, a distance of 100.01 feet to the Point of Beginning;
Thence North 00(degree)00'02" West, a distance of 159.36 feet; Thence South
89(degree)15'09" East, a distance of 561.31 feet; thence South 00degrees 02'20"
West, a distance of 158.39 feet; thence North 89degrees 21'08" West, a distance
of 561.19 feet to the point of beginning.
Excepting therefrom that portion of the land as conveyed to Xxxxx County for
road purposes by deed recorded October 7, 1998 as Instrument No. 00754 in Book
981007 Official Records.
Further excepting therefrom that portion of the land as conveyed to Xxxxx County
for road purposes by deed recorded October 7, 1998 as Instrument No. 00755 in
Book 981007 Official Records.
Site 838025
000 Xxxxx Xxxxxx Xxxx., Xxx Xxxxx, XX
Exhibit "A" - Legal Description
That portion of the North Half (N 1/2) of the Southeast Quarter (SE 1/4) of the
Northeast Quarter (NE 1/4) of Section 32, Township 20 South, Range 62 East,
M.D.B. & M., according to the Official Plat of said land on file in the Office
of the Bureau of Land Management, Xxxxx County, Nevada, and being more
particularly described as follows:
Parcel Two (2), as shown by map thereof on file in File 1 of Parcel Maps, Page
81, in the Office of the County Recorder of Xxxxx County, Nevada.
Site 884068
0000 Xxxxx Xxxxxxx Xxxx., Xxx Xxxxx, XX
Exhibit "A" - Legal Description
That portion of the Southwest One Quarter (SW 1/4) of Section 14, Township 20
South, Range 60 East, M.D.B. & M., according to the Official Plat of said land
on file in the Office of the Bureau of Land Management, Xxxxx County, Nevada,
and being more particularly described as follows:
Parcel Two (2), as shown by map thereof on file in File 77 of Parcel Maps, Page
47, in the Office of the County Recorder of Xxxxx County, Nevada.
Site 838023
000 X. Xxxxx Xxxx, X. Xxx Xxxxx, XX
Exhibit "A" - Legal Description
PARCEL I:
THAT PORTION OF THE SOUTHWEST QUARTER (SW1/4) OF THE NORTHEAST QUARTER (NE1/4)
OF XXXXXXX 0, XXXXXXXX 00 XXXXX, XXXXX 00 XXXX, X. D. B. & M., XXXXX COUNTY,
NEVADA, DESCRIBED AS FOLLOWS:
LOT 2 AS SHOWN BY MAP THEREOF IN FILE 97 OF PARCEL MAPS, PAGE 76 IN THE OFFICE
OF THE COUNTY RECORDER, XXXXX COUNTY, NEVADA.
PARCEL II:
THE PERPETUAL RIGHT OF INGRESS AND EGRESS TO AND OVER LOTS 1 AND 2 IN FILE 97,
PAGE 76 OF PARCEL MAPS AS SET OUT IN INGRESS AND EGRESS EASEMENT RECORDED APRIL
14, 2000 IN BOOK 20000414 AS DOCUMENT 00921 , IN THE COUNTY RECORDERS OFFICE,
XXXXX COUNTY, NEVADA.
SITE 803034
000 X. 000xx XXXXXX, XXXXX, XXX XXXX
EXHIBIT "A" - LEGAL DESCRIPTION
ALL that certain plot, piece or parcel of land, situate, lying and being the
Borough and County of Bronx, City and State of New York, bounded and described
as follows:
BEGINNING at a corner formed by the intersection of the southerly side of 000xx
Xxxxxx and the easterly side of Willow Avenue;
RUNNING THENCE southerly along the easterly side of Willow Avenue 200 feet to
the corner formed by the intersection of the easterly side of Willow Avenue and
the northerly side of Xxxx 000xx Xxxxxx;
THENCE easterly along the northerly side of East 137th Street, 125 feet;
THENCE northerly parallel with the easterly side of Willow Avenue 100 feet to
the center line of the block;
THENCE easterly along the center line of the block 15.78 feet to the westerly
side of land conveyed by Xxxxxxx Realty Corp. to G.B. Holding Corp. by deed
dated and recorded 10/7/41 in Bronx County Register's Office in Liber 1151 cp
36;
THENCE northerly along the westerly side of said last mentioned land as
described in the aforesaid deed 101.08 feet to the southerly side of Xxxx 000xx
Xxxxxx at a point thereon a distant 155.52 feet east of easterly side of Willow
Avenue;
THENCE westerly along the southerly side of East 000xx Xxxxxx 155.52 feet to the
point or place of BEGINNING.
884075
0000 XXXXXXXXX XXXXXX, XXXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Situated in the City of Columbus, County of Franklin and State of Ohio, and
being all of the following 3 tracts of land in Quarter Township 1, Xxxxxxxx 0
Xxxxx, Xxxxx 00 Xxxx, Xxxxxx Xxxxxx Military lands:
1. An original 0.42 acre tract of land (less exceptions) conveyed as Exhibit A
to Xxxxxx Xxxx, Xxxx X. Xxxx and Xxxxxxx X. XxXxxxxxx by deed recorded in ORV
4846, Pages F13 and F15 of Franklin County Records.
2. An original 2.305 acre tract of land (less exceptions) conveyed as Exhibit B
to Xxxx X. Xxxx, Xxxxxx Xxxx and Xxxxxxx XxXxxxxxx, recorded in ORV 4846, Page
F15 of Franklin County Records.
3. An original 2.305 acre tract of land (less exception C) conveyed as Parcel 1
to Xxxx X. Xxxx by deed recorded in ORV 4846, Page F18 of Franklin County
Records; and to Xxxxxx X. Xxxx and Xxxxxxx X. XxXxxxxxx, recorded in ORV 4870,
Page H04 of Franklin County Records.
and being all of the following tract of land in Quarter Township 2, Xxxxxxxx 0
Xxxxx, Xxxxx 00 Xxxx, Xxxxxx Xxxxxx Military Lands:
A. 0.060 acre tract of land (0.056 acre by recent survey) conveyed as Parcel 2
to Xxxx X. Xxxx, recorded in ORV 4846, Page F18; and to Xxxxxx X. Xxxx and
Xxxxxxx X. XxXxxxxxx, recorded in ORV 4870, Page H04 of Franklin County Records,
all bounded and described as follows:
Beginning, at a P.K. Nail found at the intersection of the centerline of
Cleveland Avenue (80 feet wide) with the centerline of Case Road: thence South
70 deg. 15' 07" East, perpendicular to the centerline of Cleveland Avenue a
distance of 39.66 feet to a point in the East line of Cleveland Avenue; thence
South 19 deg. 44' 53" West, along the East line of Cleveland Avenue, a distance
of 145.46 feet to a P.K. Nail found in the South line of said original 0.42 acre
tract, in the North line of an original 1.997 acre tract of land conveyed to
Englefield, Inc., recorded in ORV 17965, Page 115 of Franklin County Records, at
the Southeast corner of a 0.16 acre tract of land conveyed out of said original
0.42 tract and out of said original 0.24 acre tract as Parcel 209-WD to the City
of Columbus for the right of way for Cleveland Avenue, recorded in ORV 1086,
Page BO5 of Franklin County Records, and at the true point of beginning of the
tract herein described; thence North 19 deg. 44' 53" East, along the East line
of Cleveland Avenue, along the East line of said 0.168 acre tract of land and
along the East line of a 0.117 acre tract of land conveyed out of said original
2.305 acre tract as Parcel 213-WD to the City of Columbus by deed recorded in
ORV 1086, Page B03 of Franklin County Records, a distance of 313.20 feet to an
iron pin found in the North line of said original 2.305 acre tract, in the South
line of an original 1.084 acre tract of land conveyed to Xxxx Xxxxxxxx Memorial
Veterans of Foreign Wars of the United States of America, Post No. 3826,
recorded in ORV 13909, Page F01 of Franklin County Records, and at the Northeast
corner of said 0.117 acre tract; thence North 75 deg. 52' 47" East along a
portion of the South line of said original 1.084 acre tract and along the North
line of said 2.305 acre tract, along the North line of said 0.056 acre tract a
distance of 328.82 feet to an iron pin found in the curved West right of way
line of Conrail, at the Northeast corner of said 0.056 acre tract; thence
Southerly along the curved West right of way line of Conrail, along the curved
East line of said 0.056 acre tract, concentric with and 50 feet Westerly by
radial measurement from the centerline of Conrail and with a curve to the left,
data of which is: radius=2912.64 feet and subdelta=2 deg. 56' 07", a sub-chord
distance of 149.20 feet bearing South 00 deg. 32' 30" West to an iron pin set at
the Southernmost corner of said 0.056 acre tract and in an East line of said
original 2.305 acre tract; thence South 12 deg. 53' 12" East, along the tapering
West right of way line of Conrail, along an East line of said original 2.305
acre tract, a distance of 86.34 feet to an iron pipe found at a corner of said
original 2.305 acre tract; thence South 02 deg. 23' 39" East, along the West
right of way line of Conrail, parallel with and 33 feet Westerly by
perpendicular measurement from the centerline of Conrail and along an East line
of said original 2.305 acre tract a distance of 35.57 feet to an iron pin found
at the Southeast corner of said original 2.305 acre tract and at the Northeast
corner of said original 1.997 acre Englefield, Inc. tract of land; thence South
76 deg. 33' 39" West, along a South line of said original 2.305 acre tract,
along a portion of the South
line of said original 0.42 acre tract and along a portion of the North line of
said original 1.997 acre tract a distance of 456.55 feet to the point of
beginning; containing 2.342 acres of land and being subject to all easements and
restrictions of record of said 2.342 acres, 2.286 acres are within said Xxxxxxx
Xxxxxxxx 0, Xxxxxxxx 0 Xxxxx, Xxxxx 18 West and 0.056 acres are within said
Quarter Township 1 North, Range 17 West, Basis of bearings is the centerline
bearing of Cleveland Avenue being North 19 deg. 44' 53" East as assumed by a
survey of Hockaden and Associates of the subject property in July 1997.
884067
0000 X. 0xx XX., XXXXXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Part of the North Half (N/2) of Lot One (1), of the Northwest Quarter (NW/4) of
Section Nineteen (19), Township Nineteen (19) North, Range Two (2) East of the
Indian Meridian, Xxxxx County, State of Oklahoma, more particularly described as
follows:
From the Northwest Corner of said Lot 1,876.64 feet North 89 degrees 59'58" East
along the North line of said Lot 1 to the Point of Beginning;
Thence continuing North 89 degrees 159'58" East along said North line 241.06
feet to the West right-of-way line of Crosswinds Street;
Thence South 00 degrees 49'06" East along said right-of-way 125.50 feet;
Thence on a curve to the right of radius 956.92 feet, an arc length of 96.39
feet along said right-of-way;
Thence South 04 degrees 57'11" West along said right-of-way, 98.89 feet;
Thence on a curve to the left of radius 1026.92 feet, an arc length of 103.44
feet along said right-of-way;
Thence South 00 degrees 49'06" East along said right-of-way a distance of 110.21
feet;
Thence on a curve to the left of radius 546.78 feet an arc length of 106.50 feet
along said right-of-way;
Thence South 11 degrees 58'41" East along said right-of-way 18.38 feet to the
south line of said North Half of Lot 1;
Thence South 89 degrees 56'48" West along said South line 437.91 feet;
Thence North 00 degrees 02'24" East 460.56 feet;
Thence North 87 degrees 07'49" East 140.80 feet;
Thence North 02 degrees 30'22" West 55.00 feet;
Thence South 86 degrees 03'37" East 38.19 feet;
Thence North 21 degrees 57'45" East 41.60 feet;
Thence North 00 degrees 46'44" East 99.37 feet to the Point of Beginning.
772057
0000 Xxxxxxx Xxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Being a parcel of land in Brentwood, Xxxxxxxxxx County, Tennessee, as shown on
Tax Map #53D, Group A, Parcel 37.00, also being Xxx 0 xx Xxx Xxxxx'x Xxxx
Xxxxxxxxxx Xxxx, as shown on plat entitled, "the Resubdivision of Lots 2 and 2A,
as in Plat Book # 24, page # 34, said tract also being described in Book 2015,
page 848, Register's Office for Xxxxxxxxxx County, Tennessee. Parcel lying west
of U.S. Interstate 65, east of U.S. Highway 31, north of Xxxxx'x Xxxx, west of
and adjacent to Xxxxxxx Xxxx. Said parcel being more fully described according
to a survey prepared by Xxxxx X. Xxxxx, RLS No. 1409, DBS & Associates
Engineering, dated May 9,2003, last revised March 9, 2004, Job No. SH10030, as
follows:
Beginning at an iron pin in the westerly right of way of Xxxxxxx Xxxx, (a 72
foot right of way), said pin also being North 10 deg. 28 min. 30 sec. East 273.7
feet more or less from the centerline intersection of said Xxxxxxx Xxxx and
Xxxxx'x Xxxx, said pin also being the northeast corner of the BP Exploration &
Oil Inc., property, (Book 1437, page 380), said BP Exploration & Oil Inc.
property, (Tax Map # 53D, Group A, Parcel 37.01), also being Lot # 2A, as shown
on plat entitled, "The resubdivision of Lots # 2 and 2A, and in Plat Book # 24,
page # 34, said pin also being the southeast corner of herein tract described;
Thence leaving said Xxxxxxx Xxxx and with the north line of said BP Exploration
& Oil Inc., property, North 49 deg. 40 min. 46 sec. West, 93.19 feet to an iron
pin;
Thence continuing with said north line of BP Exploration & Oil Inc., property,
North 80 deg. 31 min. 00 sec. West, 156.66 feet to an iron pin;
Thence continuing with said north line of BP Exploration & Oil Inc., property,
South 48 deg. 16 min. 39 sec. West, 62.80 feet to an iron pin, said pin being
the northwest corner of said BP Exploration & Oil Inc., property, said pin also
being in the northerly line of the Xxxx property, (Book 1212, page 491), said
Xxxx also being on Tax Map # 53D, Group A, Parcel 36.00;
Thence leaving side BP Exploration & Oil Inc., property and with said Xxxx
property, North 41 deg. 43 in. 21 sec. West, 146.74 feet to an iron pin in the
southerly right of way of the CSX Railroad property, (Book 83, page 344), (a 200
foot right of way), said pin also being the northwest corner of said Xxxx
property, said pin also being the southwest corner of said herein tract
described;
Thence leaving said Xxxx property and with said CSX Railroad property, North 48
deg. 16 min. 39 sec. East, 1892 feet to an iron pin;
Thence continuing with said CSX Railroad and on a curve to the left having a
radius of 3569.70 feet, a delta of 06 deg. 35 min. 46 sec., a tangent of 205.71
feet, an arc length of 410.96 feet, a chord bearing of North 44 deg. 58 min. 46
sec. East, for a chord distance of 410.73 feet to an iron pin, said pin also
being southwest corner of the Xxxxxxx property, (Book 1562, page 736), said
parcel also shown on (Tax Map # 53D, Group A, Parcel 37.01, said pin also being
the northwest corner of said herein tract described;
Thence leaving said CSX Railroad and with the south line of said Xxxxxxx
property, South 43 deg. 07 min. 34 sec. East, 341.24 feet to an iron pin in said
westerly right of way of said Xxxxxxx Xxxx, said pin also being the southeast
corner of said Xxxxxxx property, said pin also being the northeast corner of
herein tract described;
Thence leaving said Xxxxxxx property and with said Xxxxxxx Xxxx and on a curve
to the right having a radius of 1368.65 feet, a delta of 05 deg. 41 min. 14
sec., a tangent of 67.98 feet, an arc length of 135.85 feet, a chord bearing of
South 37 deg. 28 min. 37 sec. West, for a chord distance of 135.79 feet to an
iron pin;
Thence continuing with said Xxxxxxx Xxxx, South 40 deg. 19 min. 14 sec. West
131.35 feet to the point of beginning.
Said tract containing 2.88 acres or 125,669 square feet.
Said tract being subject to all easements, right of ways, restrictions and
conveyances of record.
Being the same property conveyed to UH Storage (DE) Limited Partnership by deed
from BMO Global Capital Solutions, Inc. as Agent Lessor under the Amended and
Restated Master Lease and Open End Mortgage dated as July 27, 1999 of record in
Book__________, page______, Register's Office for
Xxxxxxxxxx Xxxxxx, Xxxxxxxxx.
000000
0000 X. Xxxxxxx Xx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Being a lot, tract or parcel of land situated in the Xxxxxxx Xxxx Survey,
Abstract No. 955, City of Fort Worth, Tarrant County, Texas, and being all of
lot 1R-A, Block 1 of Eastpointe's Addition an addition to the City of Fort Worth
according to the Plat Thereof recorded in Cabinet A, Slide 3425, Plat Records,
Tarrant County, Texas and being the same property as conveyed from Amerco Real
Estate Company of Texas, Inc. to BMO Global Capital Solutions, Inc. by deed
recorded in Volume 14389, Page 184, Deed Records, Tarrant County, Texas, and
being more particularly described by metes and bounds as follows:
Beginning at a TXDOT brass monument in concrete found for corner in the East
R.O.W. line of Interstate Highway Loop 820 East (Variable width R.O.W.) and
being the Southwest corner of Xxx 0X-0, Xxxxx 0 xx Xxxx Xxxxxx Addition an
addition to the City of Forth Worth, Tarrant County, Texas according to the Plat
Thereof recorded in Volume 388-219, Page 15, Deed Records, Tarrant County,
Texas;
THENCE South 88 deg. 46 min. 00 sec. East along the most Northerly South line of
said Lot 1A-1 of said addition, a distance of 179.41 feet to a 5/8 inch iron rod
set for corner;
THENCE South 00 deg. 28 min. 01 sec West along the most Easterly West line of
Lot 1A-1 of said addition, a distance of 148.90 feet to a 5/8 inch iron rod set
for corner;
THENCE South 88 deg. 46 min. 00 sec. East along the most Southerly South line of
said Lot 1A-1 of said addition, a distance of 15.13 feet to a 5/8 inch iron rod
set for corner in the West R.O.W. line of Xxxxxxxx Boulevard (Variable R.O.W.)
and the intersection of a curve to the left, having a radius of 500.00 feet, a
central angle of 13 deg. 51 min. 19 sec., a chord bearing of South 07 deg. 45
min. 13 sec. East, a chord distance of 120.62 feet;
THENCE along said curve to the left and West R.O.W. line of Xxxxxxxx Boulevard,
an arc length of 120.91 feet to a 5/8 inch iron rod set for corner;
THENCE South 14 deg. 40 min. 52 sec East continuing along the West R.O.W. line
of Xxxxxxxx Boulevard, a distance of 352.41 feet to a 5/8 inch iron rod set for
corner and being the Northeast corner of Lot 1R-B of said Eastpointe Addition;
THENCE South 84 deg. 29 min. 30 sec. West along the North line of said Lot 1R-B,
a distance of 61.39 feet to a 5/8 inch iron rod found for corner;
THENCE South 75 deg. 57 min. 09 sec. West continuing along said North Line of
Lot 1R-B, a distance of 121.70 feet to a 1/2 inch iron rod found for corner;
THENCE South 84 deg. 29 min. 30 sec. West continuing along said North line of
Lot 1R-B, a distance of 56.86 feet to a 5/8 inch iron rod found for corner in
said East R.O.W. line of Interstate Highway Loop 820 East;
THENCE North 05 deg. 30 min. 30 sec. West along the East R.O.W. line of said
Interstake Highway Loop 820 East, a distance of 657.43 feet to the Point of
Beginning and containing 124,177.75 square feet or 2.8507 acres of land.
737023
0000 Xxxxx XX-00 X, Xxxxxx XX
Exhibit "A" - Legal Description
All that certain 4.1234 acre lot, tract or parcel of land situated in the
Xxxxxxxx Del Xxxxx Xxxxx Survey, and being all of a called 4.1220 acre tract
being described as Lots One (1) and two (2), Block A, U-Haul Center of Xxxxxxxxx
Xxxx, a Subdivision in Xxxxxx County, Texas, according to the map or plat
recorded in Volume 102, Page 314-316, Xxxxxx County, Texas, being described by
metes and bounds as follows:
Beginning at a monument found in concrete in the Southwest corner of the
aforementioned 4.140 acre tract at the Eastern right-of-way of Interstate
Highway 35, and Northwest right-of-way of a private road;
THENCE North 16 degrees 21 minutes 28 seconds East, a distance of 405.45 feet to
a 1/2 inch iron rod set for the Northwest corner of this tract;
THENCE South 89 degrees 06 minutes 33 seconds East, along the South right-of-way
of Xxxxxxxxx Xxxx East (a 120 foot right-of-way) a distance of 545.63 feet to a
1/2 inch iron rod found, and the start of a clockwise are having a radius of
1514.99 feet;
THENCE with the arc of said curve 315.17 feet and a chord bearing of South 83
degrees 07 minutes 03 seconds East, a distance of 314.60 feet to a 5/8 inch iron
rod found;
THENCE South 70 degrees 36 minutes 55 seconds West, a distance of 432.23 feet to
a 1/2 inch iron rod found;
THENCE South 70 degrees 17 minutes 03 seconds West, a distance of 52.84 feet to
a 1/2 inch iron rod found;
THENCE South 70 degrees 55 minutes 17 seconds West, a distance of 77.97 feet to
a 1/2 inch iron rod found;
THENCE South 70 degrees 17 minutes 13 seconds West, a distance of 25.56 feet to
a 1/2 inch iron rod found;
THENCE South 69 degrees 30 minutes 12 seconds West, a distance of 34.86 feet to
a 1/2 inch iron rod found;
THENCE South 79 degrees 04 minutes 33 seconds West, a distance of 20.24 feet to
a 1/2 inch iron rod found;
THENCE South 77 degrees 28 minutes 23 seconds West, a distance of 15.13 feet to
a 1/2 inch iron rod found;
THENCE South 68 degrees 34 minutes 06 seconds West, a distance of 57.76 feet to
a 1/2 inch iron rod found;
THENCE South 70 degrees 39 minutes 20 seconds West, a distance of 78.33 feet to
a 1/2 inch iron rod found;
THENCE South 67 feet 55 minutes 27 seconds West, a distance of 83.66 feet to a
1/2 inch iron rod set;
THENCE South 71 degrees 01 minutes 26 seconds West, a distance of 152.66 feet to
the Point of Beginning, said property containing 4.1234 acres (179,614 square
feet) more or less.
884066
00000 XXXXXX XXXX, XXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Being Xxx 0, xx Xxxxx X/0000, xx XXXXXX - XXX MINI STORAGE ADDITION, an Addition
to the City of Dallas, Dallas County, Texas, according to the Map thereof
recorded in Volume 96122, Page 1282, of the Map Records of Dallas County, Texas.
SAVE AND EXCEPT therefrom a 4 foot by 4 foot tract as described in Warranty Deed
to Carlisle Outdoor, Inc., recorded in Volume 87004, Page 5146, Deed Records
Xxxxxx Xxxxxx, Xxxxx.
000000
0000 Xxxxx Xxxxxxx, XxXxxx, XX
Exhibit "A" - Legal Description
Being all that certain 2.67 acre Lot, Tract or Parcel of Land situated in
Desoto, Dallas County, Texas, and being all of Lot 9-R in Block A of the Meadow
Acres/U-Haul Addition, an addition to the City of Desoto, Dallas County, Texas,
according to the Map thereof recorded in Volume 99098, Page 31, of the Map
records of Dallas County, Texas, and being more particularly described by metes
and bounds as follows:
Beginning at a five-eighths inch iron rod found in the West right-of-way line of
Xxxxxxx Road (an interstate access road);
THENCE South 89 deg. 57 min. 12 sec. West, leaving said West right-of-way line
of Xxxxxxx Road, a distance of 300.37 feet (S89deg.53 min. 12sec.W 300.00'
-Deed), to a one-half inch iron rod found;
THENCE North 00 deg. 07 min. 19 sec. East, a distance of 99.86 feet (N OOdeg.
02min. 00 sec E 100.00' -Deed), to a one-half inch iron rod found;
THENCE South 89 deg. 53 min. 00 sec. West, a distance of 130.81 feet (S 89Deg.
53 min. OOsec. W 131.36' -Deed), to a three-eighths iron rod found in the West
right-of-way line of Meadow Street (a 50' R.O.W.);
THENCE North 00 deg. 13 min. 14 sec. East, a distance of 201.27 feet, (N 00 deg
07 min. 51 sec. E 200.00' -Deed) along said East right-of-way line of Meadow
Street to a three-eighths inch iron rod found;
THENCE North 89 deg 58 min 43 sec East, leaving the said East right-of-way line
of Meadow Street, a distance of 429.68 feet (N 89 deg. 50 min. 20 sec. E 429.92'
-Deed), to a one-half inch iron rod found in the West right-of-way line of said
Xxxxxxx Road;
THENCE South 00 deg. 04 min. 59 sec. East, along the said right-of-way line of
Xxxxxxx Road, a distance of 200.23 feet (S 00 deg. 08 min. 33 sec. E 200.32'
-Deed) to a three-eights inch iron rod found;
THENCE South 00 deg. 07 min. 28 sec. East, continuing along said West
right-of-way line of Xxxxxxx Road, a distance of 99.99 feet (S 00 deg. 02 min.
00 sec. E 100.00'-Deed), to the POINT OF BEGINNING and containing 2.67 acres or
116,246 square feet of land, more or less.
724024
0000 Xxxxxxx Xxxxxx, Xx Xxxx, XX
Exhibit "A" - Legal Description
A tract of land situated within the corporate limits of the City of El Paso as
Xxxxx 0X0X0, Block 2, Xxxxxxxx Xxxxx and being more particularly described as
follows, to-wit:
BEGINNING at a 5/8 inch rebar found on the South right-of way line of Montana
Avenue (U.S. Highway No. 62/180) for the Northeast corner of the tract herein
described, identical to the Northwest corner of Xxx 0, Xxxxx 0, Xxxxx Xxxxx
Xxxxxxxxxx Xxxx, as filed in Volume 68, Page 16 of the Plat Records of El Paso
County, and whence a 1/2 inch rebar for the Northeast corner of said Lot 3 bears
North 81 degrees 10 minutes 00 seconds East, 429.86 feet;
THENCE, leaving Montana Avenue and following the West boundary line of said Xxx
0, Xxxxx 00 degrees 50 minutes 00 seconds East, 367.57 feet to a 1/2 inch rebar
set on the North boundary line of Cielo Vista Park Unit H, as filed in Volume
25, Page 15 of the Plat Records of El Paso County, for the southeast corner of
the tract herein described, identical to the Southwest corner of said Lot 3;
THENCE, following the North boundary line of Xxxxx Xxxxx Xxxx Xxxx X, Xxxxx 00
degrees 41 minutes 30 seconds West, 304.76 feet to a 1/2 inch rebar with survey
cap no. 4869 found for the Southwest corner of the tract herein described,
identical to the Xxxxxxxxx xxxxxx xx Xxxxx Xxxxx Xxxx Xxxx X;
THENCE North 08 degrees 50 minutes 00 seconds West, 313.90 feet to a 1/2 inch
rebar set on the South right-of-way line of Montana Avenue for the Northwest
corner of the tract herein described;
THENCE, following the South right-of-way line of Montana Avenue, North 81
degrees 10 minutes 00 seconds East, 300.00 feet to the Point of Beginning;
Said tract containing 2.347 acres more or less.
836026
0000 X. Xxxxxxx Xx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Being a lot, tract or parcel of land situated in the Xxxxxxx Xxxx Survey,
Abstract No. 955, City of Fort Worth, Tarrant County, Texas, and being all of
lot 1R-A, Block 1 of Eastpointe's Addition an addition to the City of Fort Worth
according to the Plat Thereof recorded in Cabinet A, Slide 3425, Plat Records,
Tarrant County, Texas and being the same property as conveyed from Amerco Real
Estate Company of Texas, Inc. to BMO Global Capital Solutions, Inc. by deed
recorded in Volume 14389, Page 184, Deed Records, Tarrant County, Texas, and
being more particularly described by metes and bounds as follows:
Beginning at a TXDOT brass monument in concrete found for corner in the East
R.O.W. line of Interstate Highway Loop 820 East (Variable width R.O.W.) and
being the Southwest corner of Xxx 0X-0, Xxxxx 0 xx Xxxx Xxxxxx Addition an
addition to the City of Forth Worth, Tarrant County, Texas according to the Plat
Thereof recorded in Volume 388-219, Page 15, Deed Records, Tarrant County,
Texas;
THENCE South 88 deg. 46 min. 00 sec. East along the most Northerly South line of
said Lot 1A-1 of said addition, a distance of 179.41 feet to a 5/8 inch iron rod
set for corner;
THENCE South 00 deg. 28 min. 01 sec West along the most Easterly West line of
Lot 1A-1 of said addition, a distance of 148.90 feet to a 5/8 inch iron rod set
for corner;
THENCE South 88 deg. 46 min. 00 sec. East along the most Southerly South line of
said Lot 1A-1 of said addition, a distance of 15.13 feet to a 5/8 inch iron rod
set for corner in the West R.O.W. line of Xxxxxxxx Boulevard (Variable R.O.W.)
and the intersection of a curve to the left, having a radius of 500.00 feet, a
central angle of 13 deg. 51 min. 19 sec., a chord bearing of South 07 deg. 45
min. 13 sec. East, a chord distance of 120.62 feet;
THENCE along said curve to the left and West R.O.W. line of Xxxxxxxx Boulevard,
an arc length of 120.91 feet to a 5/8 inch iron rod set for corner;
THENCE South 14 deg. 40 min. 52 sec East continuing along the West R.O.W. line
of Xxxxxxxx Boulevard, a distance of 352.41 feet to a 5/8 inch iron rod set for
corner and being the Northeast corner of Lot 1R-B of said Eastpointe Addition;
THENCE South 84 deg. 29 min. 30 sec. West along the North line of said Lot 1R-B,
a distance of 61.39 feet to a 5/8 inch iron rod found for corner;
THENCE South 75 deg. 57 min. 09 sec. West continuing along said North Line of
Lot 1R-B, a distance of 121.70 feet to a 1/2 inch iron rod found for corner;
THENCE South 84 deg. 29 min. 30 sec. West continuing along said North line of
Lot 1R-B, a distance of 56.86 feet to a 5/8 inch iron rod found for corner in
said East R.O.W. line of Interstate Highway Loop 820 East;
THENCE North 05 deg. 30 min. 30 sec West along the East R.O.W. line of said
Interstake Highway Loop 820 East, a distance of 657.43 feet to the Point of
Beginning and containing 124,177.75 square feet or 2.8507 acres of land.
836023
0000 XXXXXXX X. XXXX XXXXXX, XXXXXXXXX, XX
EXHIBIT "A" - LEGAL DESCRIPTION
Being all that certain lot, parcel, or tract of land situated in City of
Grapevine, Tarrant County, Texas, and being all of Xxx 0-X-X, Xxxxx 0, xx XXXX
XXXXX ADDITION, an addition to the City of Grapevine, Tarrant County, Texas,
according to the Plat thereof recorded in Cabinet A, Slide 7708, Plat Records,
Tarrant County, Texas, same being conveyed to BMO Leasing (U.S.) Inc., as Agent
Lessor, and U-Haul International, Inc., as Lessee by deed recorded in Volume
13296, Page 0282, and being more particularly described by metes and bounds as
follows:
Beginning at a 5/8 inch iron rod set for corner with a yellow cap stamped
(DC&A), and being in the Northwest corner of Lot 1, Block F, BEAR RUN ADDITION,
an addition to the City of Grapevine, Tarrant County, Texas, according to the
Plat thereof recorded in Cabinet A, Slide 813, Plat Records, Tarrant Count,
Texas, and being in the East line State Highway No. 121 (Xxxxxxx X. Xxxx Avenue)
(a variable width right-of-way):
Thence North 00 deg. 04 min. 00 sec. East, along the East line of Xxxxx Xxxxxxx
Xx. 000, a distance of 299.99 feet to a 5/8 inch iron rod set for angle point
with a yellow cap stamped (DC&A);
Thence North 06 deg. 43 min. 00 sec. East, continuing along the East line of
said Xxxxx Xxxxxxx Xx. 000, a distance of 25.00 feet to an "X" set for corner in
concrete, and being the Southwest corner of Lot 2-R-A of said BEAR CREEK
ADDITION;
Thence South 89 deg. 56 min. 00 sec. East, along the south line of said Lot
2-R-A, a distance of 376.95 feet to a point for corner;
Thence South 27 deg. 05 min. 00 sec. East, continuing along the South line of
said Lot 2-R-A, a distance of 257.58 feet to a point for corner;
Thence South 61 deg. 03 min. 00 sec. East, continuing along the South line of
said Lot 2-R-A, a distance of 202.95 feet to a 5/8 inch iron rod set for corner
with a yellow cap stamped (DC&A), and being in the North line of BEAR RUN PHASE
I, an addition to the City of Grapevine, Tarrant County, Texas, according to the
Plat thereof recorded in Volume 388-176, Page 6, Deed Records, Tarrant County,
Texas;
Thence North 89 deg. 44 min. 00 sec. West, along the North line of said BEAR RUN
PHASE I, and the North line of said BEAR RUN ADDITION, a distance of 535.43 feet
to a 5/8 inch iron rod set for angle point with a yellow cap stamped (DC&A);
Thence North 89 deg. 42 min. 44 sec. West, continuing along the North line of
said BEAR RUN PHASE ADDITION, a distance of 139.65 feet to the Point of
Beginning and containing 154,658. 89 Square Feet or 3.5505 Acres of land.
746057
00000 XXXXXXXXX XX XXXXX, XXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Being a parcel of land containing 2.9827 acres (129,927 sq. ft.) of land more or
less, being out of a called 3.874 acre tract conveyed by Clay Properties company
to Amerco Real Estate Company of Texas, by deed recorded under Clerk's File No.
R087409, Official Public Records of Real Property, Xxxxxx County, Texas,
(P.P.R.R.P. H.C.T.), said 2.9827 acres being out of Unrestricted Reserve "C" of
the West by Northwest Business Park, a subdivision in the Alex Area Survey,
Abstract No. 99, in Xxxxxx County, Texas, Plat of which is recorded in Volume
298, Page 92, Xxxxxx County Map Records (H.C.M.R.), also being a part of
Restricted Reserve "A" of U-Haul North by Northwest, a subdivision recorded
under Film Code No. 394032, H.C.M.R., and being more particularly described as
follows:
Beginning at a found 1 inch iron pipe with cap marked "Cotton Surveying
Company", said 1 inch iron pipe being in the southwesterly line of U. S. Highway
290 (300 feet wide right-of-way (ROW)) and marking the northeast corner of that
certain 2.884 acre tract conveyed by Security Capitol Pacific Trust to PTR
Homestead Village Limited Partnership by deed recorded under Clerk's File No.
R441799, O.P.R.R.P.H.C.T.;
THENCE, South 64 degrees 40 minutes 21 seconds East, along the said
southwesterly line of the U.S. Highway 290 ROW, a distance of 220.05 feet to a
found 3/4 inch iron rod in concrete, said iron rod marking the northwest corner
of that certain 0.6351 acre Tract II conveyed by Crown Life Insurance Company to
Fairbanks Plaza Shopping Center, LP, by deed recorded under Clerk's File No.
R193713, O.P.R.R.P.H.C.T.;
THENCE, South 02 degrees 58 minutes 21 seconds East, along the West line of the
said 0.6351 acre tract continuing along the West line of that certain 8.9935
acre Tract I conveyed to Crown Life Insurance Company to Fairbanks Plaza
Shopping Center, LP, by deed recorded under Clerk's File No. R193713
O.P.P.R.P.H.C.T., a distance of 365.92 feet to a found 1 inch iron pipe with cap
marked "Cotton Surveying Company", said 1 inch iron pipe also marking the
northeast corner of that certain 5.2322 acre tract conveyed by Xxxxxx X. Xxxx,
Substitute Trustee, to Teachers Insurance and Annuity Association of America by
Special Warranty Deed recorded under Clerk's File No. M936185 O.P.R.R.P.H.C.T.;
THENCE, South 87 degrees 43 minutes 00 seconds West, along the North line of the
said 5.2322 acre tract, a distance of 229.41 feet to a fnd. 5/8 inch iron rod
for corner;
THENCE, North 02 degrees 58 minutes 21 seconds West, a distance of 72.53 feet to
a set 5/8 inch iron rod for corner;
THENCE, South 87 degrees 01 minutes 39 seconds West, a distance of 3.45 feet to
a set 5/8 inch iron rod for a point for curvature;
THENCE, in a northwesterly direction, along a curve to the right having a radius
of 25.50 feet, a central angle of 45 degrees 41 minutes 55 seconds and a chord
bearing North 70 degrees 07 minutes 23 seconds West, 19.80 feet, for a total arc
length of 20.34 feet to a set 5/8 inch iron rod for point of tangency;
THENCE North 47 degrees 16 minutes 26 seconds West, a distance of 26.28 feet to
a set "X" in concrete for a point of curvature;
THENCE, in a northwesterly direction, along a curve to the left having a radius
of 24.50 feet, a central angle of 45 degrees 01 minutes 24 seconds and a chord
bearing North 69 degrees 47 minutes 08 seconds West, 18.76 feet, for a total arc
length of 19.25 feet to a set 5/8 inch iron rod for point of tangency;
THENCE, South 87 degrees 42 minutes 10 seconds West, a distance of 319.17 feet
to a 5/8 inch iron rod fnd. for corner in the East line of Rothway (variable
width ROW);
THENCE, North 02 degrees 17 minutes 50 seconds West, along the East line of the
said Rothway a distance of 40.50 feet to a found 1 inch iron pipe with cap
marked "Cotton Surveying Company", said iron pipe marking the southwest corner
of the said 2.884 acre tract;
THENCE, along the boundary of said 2.884 acre tract the following two courses:
North 87 degrees 42 minutes 10 seconds East, a distance of 239.53 feet to a
found 1 inch iron pipe with cap marked "Cotton Surveying Company";
THENCE North 25 degrees 19 minutes 39 seconds East, a distance of 363.02 feet to
the POINT OF BEGINNING and CONTAINING a computed 2.9827 acres (129,927 sq. ft.)
of land.
746028
0000 XXXXXXX 0 XXXXX
XXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Being a 7.0768 acre (308,264 square feet) parcel, being all of a called 7.077
acre tract conveyed to BMO Global Capital Solutions, Inc. by instrument recorded
in Clerk's File Number (C.F. No.), 21247634, Official Records of Fort Bend
County, Texas (O.R.F.B.C.T.), situated in the X.X.&X.X.X. Xx. Xxxxxx, Xxxxxxxx
000, Xxxx Xxxx Xxxxxx, Xxxxx, said parcel being more particularly described by
the following metes and bounds: (Bearings based on a southerly line of said
7.077 acres - South 89 degrees 20 minutes 33 seconds West):
BEGINNING at a found 5/8 inch iron rod in the west right of way line of State
Highway 6 (180 feet wide), at the northeast corner of a called 2.755 acre tract
described by instrument recorded in C.F. No. 9511278 O.R.F.B.C.T., at the
southeast corner of said 7.077 acre tract, and the herein described parcel, from
which a found 5/8 inch iron rod bears South 00 degrees 01 minutes 27 seconds
East, 16.65 feet;
THENCE South 89 degrees 20 minutes 33 seconds West, along a northerly line of
said 2.755 acres, and a southerly line of said 7.077 acre tract, a distance of
93.16 feet to a found 5/8 inch iron rod at an angle point in a northerly line of
said 2.755 acres, and a southerly line of said 7.077 acres, and the herein
described parcel;
THENCE South 89 degrees 25 minutes 47 seconds West, along the northerly line of
said 2.755 acres, the north line of Providence Section One, according to the map
or plat thereof recorded in Volume 26, Page 15 of the Map Records of Fort Bend
County, Texas (M.R.F.B.C.T.), a distance of 491.10 feet to a set 5/8 inch iron
rod with cap ("Sitech Engineering"), at the southerly most southeast corner of a
called 10.53 acres conveyed to R.I.M. Ventures, L.C., by instrument recorded in
C.F. No. 200002536, O.R.F.B.C.T., at the southwest corner of said 7.077 acres,
and the herein described parcel;
THENCE North 00 degrees 27 minutes 53 seconds West, along an easterly line of
said 10.53 acres, and the west line of said 7.077 acres, a distance of 544.04
feet to a set 5/8 inch iron rod with cap ("Sitech Engineering"), at an interior
corner of said 10.53 acres, at the northwest corner of said 7.077 acres, and the
herein described parcel;
THENCE North 89 degrees 27 minutes 19 seconds East, along a southerly line of
said 10.53 acres, and a northerly line of said 7.077 acres, a distance of 411.54
feet to a set 5/8 inch iron rod with cap ("Sitech Engineering"), at a
southeasterly corner of said 10.53 acres, and a northeasterly corner of said
7.077 acres, and the herein described parcel;
THENCE South 56 degrees 08 minutes 03 seconds East, along a southerly line of
said 10.53 acres, and a northerly line of said 7.077 acre tract, a distance of
213.10 feet to a set 5/8 inch iron rod with cap ("Sitech Engineering"), in the
west right of way line of said State Highway 6, at the easterly most southeast
corner of said 10.53 acres, at a northeasterly corner of said 7.077 acres, and
the herein described parcel, from which a damaged found concrete monument bears
North 00 degrees 01 minutes 27 seconds West, 3.66 feet, and a found 5/8 inch
iron rod bears South 00 degrees 01 minutes 27 seconds East, 2.60 feet;
THENCE South 00 degrees 01 minutes 27 seconds East, along the West right of way
line of said State Highway 6, and the east line of said 7.077 acres, a distance
of 423.23 feet to the POINT OF BEGINNING, and containing a computed 7.0768 acres
(308,264 square feet) of land.
746044
00000 Xxxx Xxxxxxx, Xxxxxxx XX
Exhibit "A" - Legal Description
Being part of Reserve X, Xxxxx 0, Xxxxxxxxxx Country, Section Five (5), a
Subdivision in Xxxxxx County, Texas according to the map or plat thereof
recorded in Volume 219, Page 58 of the Map Records of Xxxxxx County, Texas, all
of said 2.7369 acres being in the W.C.R.R. Co. Survey, Abstract No. 1359, in
Xxxxxx County, Texas, said property being more particularly described by metes
and bounds as follows:
COMMENCING at a found 5/8 inch iron rod at the northwest corner of said
Nottingham Country Subdivision, Section Five, on the South right-of-way (R.O.W.)
of Interstate Highway 10, as platted in said Subdivision Map;
THENCE South 89 degrees 33 minutes 42 seconds East, along the said South R.O.W.
line (Basis of Bearings being the bearings of the North line of said Nottingham
Country Section Five according to said subdivision plat), a distance of 146.00
feet to a found 5/8 inch iron rod marking the northeast corner of a certain
(called) 1.4314 acre tract described in conveyance deed from X. X. Xxxxxx to
Outback Steakhouse of Florida, Inc. as recorded under County Clerk's File Number
(C.C.F.) P095602 of the Official Public Records of Real Property of Xxxxxx
County, Texas (O.P.R.R.P.H.C.T.) from which said iron rod a found 5/8 inch iron
rod bears North 65 degrees 50 minutes 38 seconds East, 1.11 feet, said set 5/8
inch iron rod also marking the northwest corner of the herein described tract
also being the POINT OF BEGINNING;
THENCE South 89 degrees 33 minutes 42 seconds East, continuing along said South
R.O.W., a distance of 235.00 feet to a found 5/8 inch iron rod for corner;
THENCE South 00 degrees 26 minutes 18 seconds West, leaving said South right of
way line, a distance of 464.50 feet to a 5/8 inch iron rod for corner in the
North line of a called 11.999 acre tract described in conveyance deed from X. X.
Xxxxxx to Nottingham Apartners, LP, as recorded under C.C.F. S418575
O.P.R.R.P.H.C.T.;
THENCE North 89 degrees 33 minutes 42 seconds West, along said North line, a
distance of 391.00 feet to a found 5/8 inch iron rod in the East R.O.W. line of
Dominion Drive (100 feet wide);
THENCE North 00 degrees 26 minutes 18 seconds East, along said East R.O.W. line,
a distance of 64.50 feet to a found 5/8 inch iron rod marking the southwest
corner of said 1.4314 acre tract;
THENCE South 89 degrees 33 minutes 42 seconds East, along the South line of said
1.4314 acre tract, a distance of 156.00 feet to a found 5/8 inch iron rod
marking the southeast corner of said 1.4314 acre tract;
THENCE North 00 degrees 26 minutes 18 seconds East, along the East line of said
1.4314 acre tract, a distance of 400.00 feet to the POINT OF BEGINNING and
CONTAINING a computed 2.7369 acres (119,219 square feet) of land.
737028
0000 X. Xxxxxxx Xx Xxxxxxxxxx, Xxxxxxx, Xxxxx
Exhibit "A" - Legal Description
A tract of land in Xxxx County, Texas, part of the X. X. Xxxx Survey, Abstract
No. 150 and the land herein described being all of Xxx 0-X, Xxxxx 0, Xxxxxxxx
Xxxxx Xxxxxxxxxx Addition, 4.848 Acres, an addition to the city of Killeen,
Texas, being of record in Cabinet C, Slide 233-B, Plat Records of Xxxx County,
Texas, and also being all of a called 2.977 acre tract of land described in a
deed to BMO Global Capital Solutions, Inc., being of record in Volume 4135, Page
141, Official Public Records or Real Property of Xxxx County, Texas, and all of
a called 1.870 acre tract of land described in a deed to BMO Global Capital
Solutions, Inc., being of record in Volume 4135, Page 141, Official Public
Records of Real Property of Xxxx County, Texas.
Beginning at a "X" set in concrete at the intersection of the north Right-of-Way
of U.S. Highway 190 and the west Right-of-Way of Xxxxxxxx Drive, said "X" being
the southeast corner of said Xxx 0-X, Xxxxx 0, for the southeast corner of this,
THENCE N. 60 deg. 17 min. 41 sec. W., 157.04 feet with the north Right-of-Way of
U.S. Highway 190 and the south line of said Xxx 0-X, Xxxxx 0 (Xxxx xxxxx X. 00
xxx. 12 min. 53 sec. W., 157.25 feet) to a 3/8" iron rod found, being the most
southerly, southwest corner of said Xxx 0-X, Xxxxx 0 and the southeast corner of
a tract of land described in a deed to Xxxxxx Springs, LTD., being of record in
Volume 4388, Page 571, Official Public Records of Real Property of Xxxx County,
Texas, for the most southerly, southwest corner of this.
THENCE N. 28 deg. 04 min. 56 sec. E, 141.06 feet with the east line of said
Xxxxxx Springs, LTD, tract and with a northeast line of said Xxx 0-X, Xxxxx 0
(Xxxx xxxxx X. 00 xxx. 06 min. 31 sec. E. 141.03 feet) to a 3/8" iron rod found
being an ell corner of said Xxx 0-X, Xxxxx 0, and the northeast corner of said
Xxxxxx Springs Ltd, tract, for an ell corner of this,
THENCE N. 58 deg. 20 min. 40 sec. W., 136.88 feet with a northwest line of said
Xxx 0-X, Xxxxx 0 (Xxxx xxxxx X. 00 xxx. 24 min. 13 sec. W, 136.76 feet) and the
north line of said Xxxxxx Springs, LTD. tract to a 3/8" iron rod found, being
the most westerly southwest corner of said Xxx 0-X, Xxxxx 0, for the westerly
southwest corner of this,
THENCE N. 31 deg. 19 min. 39 sec. E., 626.23 feet with the west line of said Xxx
0-X, Xxxxx 0 (Xxxx xxxxx X. 00 xxx. 19 min. 43 sec. E, 626.29 feet) to a 3/8"
iron rod found in the south Right-of-Way of Xxxxx and White Drive (unimproved
road), being the northwest corner of said Xxx 0-X, Xxxxx 0, for the most
westerly southwest corner of this,
THENCE S. 58 deg. 15 min. 39 sec. E., 301.87 feet with the north line of said
Xxx 0-X, Xxxxx 0 (Xxxx xxxxx X. 00 xxx. 12 min. 24 sec. E., 301.88 feet) and the
south Right-of-Way of Xxxxx and White Drive (unimproved road) to a 3/8" iron rod
with cap stamped "M&ASSOC KILLEEN" set in the west Right-of-Way of Xxxxxxxx
Drive, being the northeast corner of said Xxx 0-X, Xxxxx 0, for the northeast
corner of this,
THENCE S. 31 deg. 19 min. 43 sec. W. 761.24 feet with the west Right-of-Way of
Xxxxxxxx Drive and the east line of said Xxx 0-X, Xxxxx 0 (Xxxx xxxxx X. 00 xxx.
119 min. 43 sec. W., 761.05 feet) to the PLACE OF BEGINNING containing 4.85 acre
of land.
746043
000 Xxxx Xxxxxxx Xxxxx, Xxxxxx Xxxx, XX
Exhibit "A" - Legal Description
Being a 2.7030 acre tract of land and being all of RESERVE "A" of U-HAUL
SUBDIVISION, a subdivision of League City, Galveston County, Texas, according to
the plat thereof recorded in Volume 18, Page 650, Map Records, Galveston County,
Texas, and also being part of Xxx 00 xx XXXXXXXXX XXXXXXX, Xxxxxxxxx Xxxxxx,
Xxxxx, according to the plat thereof recorded in Volume 113, Page 47, Map
Records, Galveston County, Texas, and being more particularly described on
Exhibit "A" attached hereto and made a part hereof for all purposes.
741041
000 X. Xxxxxxxx Xxxxxxx, Xxxxxxxxxx XX
Exhibit A" - Legal Description
TRACT 1
Description of a 3.018 acre tract of land being all of Xxx 0XX-0, Xxxxx X,
Xxxxxx Xxxxx Xxxxxxxx Xxxx Xxxx, Xxxxx X, an addition to the City of Lewisville,
Xxxxxx County, Texas as recorded in Cabinet M, Page 000, Xxxx Xxxxxxx, Xxxxxx
Xxxxxx, Xxxxx and being more particularly described by metes and bounds as
follows:
BEGINNING at a 1/2-inch iron rod found at the northeast corner of said Xxx
0XX-0, Xxxxx X; said point also being the southeast corner of Xxx 0XX, Xxxxx X,
Xxxxxx Xxxxx Xxxxxxxx Xxxx Xxxx, Xxxxx X, an addition to the City of Lewisville,
Xxxxxx County, Texas as recorded in Cabinet M, Page 000, Xxxx Xxxxxxx, Xxxxxx
Xxxxxx, Xxxxx; said point also being on the west right-of-way line of North
Stemmons Freeway (Interstate Highway 35E) (a variable width right-of-way); said
point also being on a curve to the right having a radius of 11,309.16 feet;
THENCE, with the said west right-of-way line of North Stemmons Freeway the
following metes and bounds;
Southeasterly, with said curve to the right, through a central angle of 01
degrees 46 minutes 10 seconds, an arc distance of 349.25 feet (Chord bears South
13 degrees 06 minutes 34 seconds East, 349.24 feet) to a 1/2-inch iron rod
found;
South 00 degrees 53 minutes 24 seconds West, a distance of 43.78 feet to a "+"
cut in concrete found for corner;
South 27 degrees 17 minutes 58 seconds West, a distance of 51.25 feet to a
1/2-inch iron rod with "XXXXXX ASSOC." cap found "+" cut in concrete;
South 65 degrees 55 minutes 40 seconds West, a distance of 50.77 feet to a 1/2
inch iron rod with "XXXXXX ASSOCS." cap found at the intersection of said west
right-of-way line of North Stemmons Freeway and the north right-of-way line of
College Parkway (100-foot public right-of-way); said point also being the
western most southeast corner of said Lot 1RB-1, Block G;
Thence, North 88 degrees 54 minutes 35 seconds West, with said north
right-of-way line of College Parkway, a distance of 104.89 feet to a 5/8-inch
iron rod with "GSES, INC., RPLS 4804" cap set at the beginning of a curve to the
right having a radius of 710.00 feet;
Thence northwesterly, with said curve to the right, through a central angle of
11 degrees 34 minutes 46 seconds an arc distance of 143.49 feet (Chord bears
North 83 degrees 07 minutes 12 seconds West, 143.25 feet) to a 5/8-inch iron rod
with "GSES, INC., RPLS 4804" cap set at the southwest corner of said Xxx 0XX-0,
Xxxxx X; said point also being the xxxxxxxxx xxxxxx xx Xxx 0XX-0, Xxxxx G of
said Valley Ridge Business Park West, Phase V;
Thence, North 13 degrees 06 minutes 31 seconds West, leaving said north
right-of-way line of college Parkway, a distance of 360.61 feet to a 1/2-inch
iron rod found at the xxxxxxxxx xxxxxx xx xxxx Xxx 0XX-0, Xxxxx X; said point
also being the xxxxxxxxx xxxxxx xx Xxx 0XX-0, Xxxxx X; said point also being on
the south line of said Lot 1RA, Block G;
Thence North 76 degrees 00 minutes 21 seconds East, with said south line of Lot
1RA, Block G, a distance of 330.00 feet to the point of beginning;
CONTAINING 134,116 square feet of 3.1018 acres, more or less.
TRACT 2
Non-exclusive easement rights contained in Reciprocal Easement and Maintenance
Agreement, dated 6/14/1996, by and between LAND OWNERS, L.P. and SHURGARD
STORAGE CENTERS, INC., recorded under cc# 96R0040798, Real Property Records,
Xxxxxx County, Texas. As affected by Amendment to Reciprocal Easement and
Maintenance Agreement recorded under cc# 96R0056270, Real Property Records,
Xxxxxx Xxxxxx, Xxxxx.
000000
00000 X. Xxxxxxxxxx Xxxxx, XxXxxxxx, XX
Exhibit "A" - Legal Description
Being a tract of land situated in the Xxxxxxx Xxxxxx Survey, Abstract No. 220 in
Collin County, Texas and being the same parcel of land as conveyed to BMO Global
Capital Solutions, Inc. as recorded in County Clerk's No. 00-0000000 of the Deed
Records of Collin County, Texas, said tract of land being described by metes and
bounds as follows:
Beginning at a 5/8-inch iron rod with "GSES INC., RPLS 4804" cap set on the
South right-of-way line of US Highway 380 (a variable width right-of-way) said
found iron rod being the Northwest corner of said parcel and the Northeast
corner of a tract of land as conveyed to Xxxxxxxx Enterprises as recorded in
Volume 4825, Page 1555 of said Deed Records
Thence South 89 degrees 58 minutes 11 seconds East, along the North line of said
parcel and along said South right-of-way line, a distance of 251.16 feet to a
1/2-inch iron rod found being the Northeast corner of said parcel and the
Northwest corner of a tract of land as conveyed to Highway 380-1, Ltd., recorded
in Volume 4455, Page 2376 of said Deed Records:
Thence, South, along the East line of said parcel and the West line of said
Highway 380-1, Ltd. Tract, a distance of 937.18 feet to a point being on the
North line of a tract of land as conveyed to Five Sac Self- Storage, recorded in
Volume 5086, Page 535 of said Deed Records, said point being the Southeast
corner of said parcel and the Southwest corner of said Highway 380-1, Ltd.
tract;
Thence North 89 degrees 40 minutes 08 seconds West, along the South line of said
parcel and along the North line of said Five Sac Self-storage tract, a distance
of 152.12 feet to a found 1/2 inch iron rod, being the Northwest corner of said
Five Sac Self-storage tract and the Northeast corner of a tract of land as
conveyed to Five Sac Self-storage, recorded in Volume 5086, Page 535 of said
Deed Records;
Thence North 89 degrees 41 minutes 45 seconds West, along the South line of said
parcel and along the North line of said Five Sac Self-storage tract, a distance
of 99.04 feet to a found 5/8-inch iron rod with "GSES INC., RPLS 4804" cap set
at the Southwest corner of said parcel and the Southeast corner of said Xxxxxxxx
Enterprises tract;
Thence North, along the West line of said parcel and the East line of said
Xxxxxxxx Enterprises tract, a distance of 935.91 feet to the Point of Beginning,
containing 5.3998 acres or 235,219 square feet, more or less.
NOTE: The Company is prohibited from insuring the area or quantity of the land
described herein. Any statement in the above legal description of the area or
quantity of land is not a representation that such area or quantity is correct,
but is made only for informational and/or identification purposes and does not
override Item 2 of Schedule B hereof.
741027
0000 x. Xxxxxx Xxxxxxx, Xxxxx, XX
Exhibit "A" - Legal Description
Description of a 2.5816 acre tract of land situated in the Xxxx Xxx Xxxxxx
Survey, Abstract Xx. 000, Xxxx xx Xxxxx, Xxxxxx Xxxxxx, Xxxxx; said tract being
all of Xxx 0, Xxxxx 0, X-Xxxx Addition, an addition to the City of Plano, Collin
County, Texas as recorded in Cabinet K, Page 000, Xxxx Xxxxxxx, Xxxxxx Xxxxxx,
Xxxxx; said tract being more particularly described by metes and bound as
follows:
BEGINNING at a 5/8-inch iron rod with "GSES, INC., RPLS 4804" cap set at the
southwest corner of said Xxx 0, Xxxxx 0; said point also being the southeast
corner of a tract conveyed to Xxxxxxx X. Xxxx per Warranty Deed recorded in
Volume 000, Xxxx 000, Xxxx Xxxxxxx, Xxxxxx Xxxxxx, Xxxxx; said point also being
on the north line of Lot 2, Block A, CMS Addition, an addition to the City of
Plano, Collin County, Texas as recorded in Cabinet M, Page 000, Xxxx Xxxxxxx,
Xxxxxx Xxxxxx, Xxxxx;
Thence, North 00 deg. 01 min. 23 sec West, with the common line of said Xxx 0,
Xxxxx 0 and Xxxx tract, a distance of 225.00 feet to a 1-inch iron rod found at
the northwest corner of said Xxx 0, Xxxxx 0; said point also being the southwest
corner of Xxx 0, Xxxxx 0, X-Xxxx Addition, an addition to the City of Plano,
Collin County, Texas by conveyance plat as recorded in Cabinet J, Page 000, Xxxx
Xxxxxxx, Xxxxxx Xxxxxx, Xxxxx;
THENCE, with the common line of said Xxx 0, Xxxxx 0 xxx Xxx 0, Xxxxx 1 the
following metes and bounds;
North 89 deg. 45 min. 59 sec. East, a distance of 266.09 feet to a 5/8-inch iron
rod wit "GSES, INC., RPLS 4804" cap set;
South 00 deg. 14 min. 01 sec. East, a distance of 20.00 feet to a 5/8-inch iron
rod with "GSES, INC., RPLS 4804" cap set;
North 89 deg. 45 min. 59 sec. East, a distance of 243.51 feet to a "+" cut in
concrete found at the northeast corner of said Xxx 0, Xxxxx 0; said point also
being the southeast corner of said Xxx 0, Xxxxx 0; said point also being on the
west line of Dallas North Parkway (variable width right-of-way);
THENCE, with the common line of said Xxx 0, Xxxxx 0 and west right-of-way line
the following metes and bounds;
South 04 deg. 08 min. 22 sec. East, a distance of 79.74 feet to a 1-inch iron
rod found;
North 85 deg. 37 min. 03 sec. East, a distance of 9.13 feet to a "+" cut in
concrete found;
South 04 deg 22 min. 57 sec. East, a distance of 90.64 feet to an "+" cut in
concrete set;
South 00 deg. 11 min. 13 sec. East, a distance of 35.70 feet to a 5/8-inch iron
rod with "GSES, INC., RPLS 4804" cap set at the southeast corner of said Xxx 0,
Xxxxx 0; said point also being the northeast corner of said Xxx 0, Xxxxx X, XXX
Xxxxxxxx;
XXXXXX, Xxxxx 00 deg. 45 min. 59 sec. West, leaving said west right-of-way line
and with the common line of said Xxx 0, Xxxxx 0 xxx Xxx 0, Xxxxx X, a distance
of 531.49 feet to the POINT OF BEGINNING;
CONTAINING 112,454 square feet or 2.5816 acres of land more or less.
Site 795038
0000 Xxxxxxx Xxxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Beginning at a point on the westerly right-of-way line of Westfax Drive, 60 feet
wide, as recorded in Deed Book 6743 at Page 1397 among the land records of
Fairfax County, Virginia, said point also being the northeast corner of Xxx X.
Xxx, as acquired in Deed Book 11549 at Page 665; thence departing said Westfax
Drive and running with the northerly line of said Nam North 70 degrees 28'22"
West 200.67 feet to a point on the easterly line of Bottling Group, LLC, as
acquired in Deed Book 10837 at Page 20; thence departing said Nam and running
with the easterly line of said Bottling Group, LLC North 19 degrees 31'38" East
465.00feet to a point on the southerly line of Xxx Xxxxxxx Memorial Highway,
Route 50, width varies; thence departing said Bottling Group, LLC and running
with the southerly line of said Xxxxx 00 Xxxxx 00 degrees 09'56" East 199.95
feet to a point; thence South 54 degrees 19'19" East 76.38 feet to a point;
thence 38.03 feet along the arc of a curve to the right, having a radius of
25.00 feet and a chord bearing and distance of South 10 degrees 44'38" East
34.47 feet to a point on the westerly line of said Westfax Drive right-of-way;
thence departing said Route 50 and running with the westerly line of said
Xxxxxxx Xxxxx Xxxxx 00 degrees 50'04" West 316.54 feet to a point; thence 61.09
feet along the arc of a curve to the left, having a radius of 805.00 feet and a
chord bearing and distance of South 30 degrees 39'37" West 61.08 feet to a
point; thence to the point of beginning containing 106,814 square feet or
2.45211 acres, more or less.
Together with the non-exclusive easement in and over the Common Facilities as
set forth within Article III of the Amended and Restated Declaration for Westfax
Industrial Park recorded in Deed Book 9743 at page 266 among the land records of
Fairfax County, Virginia.
NOTE: For Informational Purposes only:
Property Address 0000 Xxxxxxx Xxxxx
Tax Map No. 034-3-09-0007-A
Site 825025
000 Xxxx Xxxxxx Xx., Xxxxxxxx Xxxxxxx, XX
Exhibit "A" - Legal Description
PARCEL I:
ALL that tract, piece or parcel of land with all improvements thereon lying and
being in the City of Colonial Heights (formerly a part of Chesterfield County),
Virginia, containing 1.197 acres, being shown as Parcel 1 on Plat of survey by
Xxxxxxx X. Fleet & Associates, P.C., dated February 26, 2000, entitled
"ATLA/ACSM Land Title Survey Showing Existing Improvements to Two Parcels of
Land Situated on the West Line of Xxxx Xxxxxx Road, City of Colonial Height,
Virginia" and being further described by metes and bounds as follows:
BEGINNING at a point at the intersection of the northern boundary of the right
of way line of Interstate No. 95 and the western boundary of the right of way
line of Xxxx Xxxxxx Road, thence leaving the western boundary of the right of
way line of Xxxx Xxxxxx Road in a westerly direction the following three (3)
courses and distances:
(1) N 76 degrees 45' 02" W 221.42 feet to a point;
(2) Thence along acurve to the left having a radius of 1963.00 feet, a
delta angle of 6 degrees 01' 24" and an arc length of 206.36 feet to a
point;
(3) Thence S 76 degrees 45' 02" E 298.36 feet to a point on thewestern
boundary of the right of way line of Xxxx Xxxxxx Road:
Thence continuing along the western boundary of the right of way line of Xxxx
Xxxxxx Road in a southerly direction along a curve to the right having a radius
of 2739.79 feet, a delta angle of 2 degrees 40' 50" and an arc length of 128.18
feet to a point; thence S 26 degrees 31' 02" W 71.97 feet to a point, said point
being the Point and Place of Beginning for Parcel 1, containing 1.197 acres,
more or less.
PARCEL II:
ALL that certain tract or parcel of land with the improvements thereon and the
appurtenances thereto belonging, lying in the City of Colonial Heights,
Virginia, containing 1.020 acres, being shown as Parcel 2 on Plat of survey by
Xxxxxxx X. Fleet & Associates, P.C., dated February 26, 2000, entitled
"ALTA/ACSM Land Title Survey Showing Existing Improvements to Two Parcels of
Land Situated on the West Line of Xxxx Xxxxxx Road, City of Colonial Heights,
Virginia" and being further described by metes and bounds as follows:
BEGINNING at a point at the intersection of the northern boundary of the right
of way line of Interstate No. 95 and the western boundary of the right of way
line of Xxxx Xxxxxx Road in a northerly direction N 26 degrees 31' 02" E71.91
feet to a point; thence along a curve to the left having a radius of 2739.79
feet to a point, a delta angle of 2 degrees 40' 50" and an arc
length of 128.18 to a point, said point being the Actual Point of Beginning for
Parcel 2; thence leaving the western boundary of the right of way line of Xxxx
Xxxxxx Road in a westerly direction the following three (3) courses and
distances:
(1) N 76 degrees 45'02" W 298.36 feet to a point;
(2) Thence along a curve to the left having a radius of 1963.00 feet, a
delta angle of 3 degrees 55' 22" and an arc length of 134.39 feet to a point;
(3) Thence S 80 degrees 49' 46" E 343.71 feet to a point on the western
boundary of the right of way line of Xxxx Xxxxxx Road;
Thence continuing along the western boundary of the right of way line of Xxxx
Xxxxxx Road in a southerly direction along a curve to the right having a radius
of 2739.79 feet, a delta angle of 3 degrees 08' 05" and an arc length of 149.90
feet to a point, said point being the Point and Place of Beginning for Parcel 2,
containing 1.020 Acres, more or less.
Site 795048
0000 Xxxxxxxx Xxxx, Xxxxxxxx XX
Exhibit "A" - Legal Description
All that certain lot or parcel of land lying, situate, and being in the City of
Manassas, Commonwealth of Virginia, more particularly described as follows:
Parcel 1 of a portion of the property of Xxxxxx X. Xxxxx, Trustee, pursuant to a
Deed of Subdivision, Dedication and Vacation dated the 16th day of September,
1987, and recorded on October 5,1987, in Deed Book 1516 at Page 1959, among the
land records of Prince Xxxxxxx County, Virginia.
LESS AND EXCEPT that portion of the property dedicated to public streets by
instrument recorded in Deed Book 2390 at Page 1231, among the aforesaid land
records.
And being further described by metes and bounds as follows:
BEGINNING at a point on the western boundary of the right-of-way line of State
Route #234 (known as Dumfries Road), said point being approximately 0.50 miles
North of the intersection of the northern boundary of the right-of-way line of
State Route #661 and the western boundary of the right-of-way line of Dumfries
Road; thence, leaving the western boundary of the right-of-way line of Dumfries
Road in a westerly direction the following 5 (five) courses and distances:
1. S 75 degrees 05'59" W, 243.05 feet to a point;
2. Thence, S 22 degrees 09'32" E, 200.00 feet to a point;
3. Thence, S 75 degrees 13'52" W, 94.71 feet to a point;
4. Thence, N 24 degrees 19'47" W, 446.75 feet to a point;
5. Thence, N 65 degrees 40.13" E, 345.29 feet to a point on the western boundary
of the right-of-way line of Dumfries Road;
Thence, continuing along the western boundary of the right-of-way line of
Dumfries Road in a southerly direction, S 24(degree)19'47" E, 62.48 feet to a
point; thence, along a curve to the right having a radius of 5895.58 feet, a
delta angle of 02 degrees 19'58", an arc length of 240.02 feet and a chord of S
23 degrees 14'33" E, 240.01 feet to a point, said point begin the Point and
Place of BEGINNING of Parcel I, containing 2.616 acres more or less.
TOGETHER WITH an easement appurtenant to and running with said Parcel for
ingress and egress as more fully set out in said Deed of Subdivision, Dedication
and Vacation.
NOTE: For Informational Purposes only:
Property Address 00000 Xxxxxxxx Xxxx, Xxxxxxxx, XX
Tax Map No. 090-01-00-45B5
Site 795051
0000 Xxxxxxxx Xxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Beginning at a point on the southeasterly corner of Exxon Corp, as acquired in
Deed Book 2401 at Page 70, among the land records of Fairfax County, Virginia,
said point also being on the westerly right-of-way line of Backlick Road, Route
617, width varies; thence departing said Exxon Corp and running with the
westerly line of said Backlick Road
South 02 degrees 39'02" West 85.35 feet to a point;
thence
344.15 feet along the arc of a curve to the left, having a radius of
2,371.83 feet and a chord bearing and distance of South 01 degree 30'22" East
343.85 feet to a point being the northeast corner of Netco, Inc., as acquired in
Deed Book 5871 at Page 1571; thence departing said Backlick Road and running
with the northerly line of said Netco, Inc.
North 57 degrees 18'49" West 432.97 feet to a point being the northwest
corner of said Netco, said point also being on the easterly right-of-way line of
Terminal Road, Route 3276, 50 feet wide; thence departing said Netco and running
with the easterly line of said Xxxxxxxx Xxxx
Xxxxx 00 degrees 41'11" East 79.32 feet to a point; thence
North 41 degrees 25'57" East 65.76 feet to a point; thence
North 32 degrees 41'11" East 213.98 feet to a point being the southwest
corner of said Exxon Corp; thence departing said Terminal Road and running
with the southerly line of said Exxon Corp
South 57 degrees 18'49" East 187.01 feet to the point of beginning
containing 107,902 square feet or 2.47710 acres, more or less.
NOTE: For Informational Purposes only:
Property Address 0000 Xxxxxxxx Xxxx
Tax Map No. 099-3-01-0026
Site 795065
00000 Xxxxxxxxx Xxxx, Xxxxxxxxxx XX
Exhibit "A" - Legal Description
Beginning at a point being the southeast corner of NTW, Inc., as acquired in
Deed Book 1862 at Page 918, among the land records of Prince Xxxxxxx County,
Virginia, said point also being on the westerly right-of-way line of US
Interstate 95, width varies; thence departing said NTW, Inc., and running with
the westerly line of said Interstate 95 285.78 feet along the arc of a curve to
the left, having a radius of 23118.31 feet and a chord bearing and distance of
South 16 degrees 53'57" West 285.78 feet to a point being the northeast corner
of Toys R Us, Inc., as acquired in Deed Book 2016 at Page 1791; thence departing
said Interstate 95 and running with the northerly lines of said Toys R Us, Inc.
North 63 degrees 30'56" West 163.41 feet to a point; thence South 26 degrees
29'04" West 20.00 feet to a point; thence North 63 degrees 30'56" West 207.00
feet to a point on the easterly right-of-way line of Telegraph Road, Route 1781,
passing through the northwest corner of said Toys R Us, Inc., at 202.20 feet;
thence running with the easterly lines of said Xxxxxxxxx Xxxx Xxxxx 00 degrees
17'25" East 293.92 feet to a point; thence North 27 degrees 04'48" East 6.55
feet to a point being the southwest corner of said NTW, Inc.; thence departing
said Telegraph Road and running with the southerly line of said NTW, Inc. South
63 degree 45'00" East 323.75 feet to the point of beginning containing 101,665
square feet or 2.3339 acres, more or less.
Together with a non-exclusive easement for the purpose of tying in and
connecting to the sanitary sewer piping as set forth within the Non-Exclusive
Easement by and between Toys'R'Us, Inc. and The Storall Place dated 06-30-93 and
recorded in Deed Book 2016 at page 1794 among the land records of Prince Xxxxxxx
County, Virginia and being more particularly described as follows:
Beginning at a point, said point being on the east side of Telegraph Rd 32.00
feet from the centerline of said road, said point also being a common corner to
the lands of The Storeall Place One, and Toys'R'Us Inc., a Delaware corporation,
thence departing said road and running with the common property line of said
Storeall and Toy'R'Us properties S 63 degrees 30'56" E for 86.19 feet to a
point, thence departing said property line and running through the said lands of
Toys'R'Us S 30 degrees 24'08" W for 19.36 feet to a point, thence N 60degrees
36'08" W for 84.90 feet to the side of the aforementioned road, thence with said
road N 26degrees 12'23" E for 15.00 feet to the point of beginning.
NOTE: For Informational Purposes only:
Property Address 00000 Xxxxxxxxx Xxxx
Tax Map No. 030-01-000-0054H1
Pin No. 0000-00-0000
EXHIBIT A-2
Related Related Premises
Premises # ----------------
----------
1. U-HAUL CENTER GOVERNMENT ST .
2505 Government Boulevard,Mobile, AL
2. U-HAUL STORAGE OXFORD
000 Xxxxxx Xxxxx Xxxx, Xxxxxx,XX
3. U-HAUL STORAGE FOUNTAIN HILLS
0000 Xxxxxxxxxx Xxxxx, Xxxxxxxx Xxxxx, XX
4. U-HAUL CENTER 87TH & XXXX
0000 Xxxx Xxxx Xxxx,Xxxxxx, XX
5. U-HAUL STORAGE S. 40TH ST.
0000 Xxxxx 00xx Xxxxxx,Xxxxxxx, XX
6. U-HAUL CENTER CAVE CREEK
00000 Xxxxx Xxxx Xxxxx Xxxx, Xxxxxxx Xxxx, XX
7. U-HAUL CENTER ANTHEM RV
00000 X. Xxxxxx Xxx, Xxxxxxx Xxxx,XX
8. U-HAUL CENTER ANTHEM WAY
00000 X. 00xx Xxxxx,Xxxxxx, XX
9. U-HAUL CENTER I-17 & DEER VLY
00000 X. 00xx Xxxxxx, Xxxxxxx Xxxx, XX
10. U-HAUL CENTER PRESCOTT
0000 Xxxxxxx 00, Xxxxxxxx, XX
11. XXXX ROAD AT GRAND AVE MOVING CENTER
00000 Xxxx Xxxx Xxxx, Xxxxxxxx, XX
12. U-HAUL CENTER XXXXXXX ROAD
00000 Xxxx Xxxx Xxxxx, Xxxxxx Xxxxx, XX
13. U-HAUL CTR XXXXXXXX & I-70
00000 Xxxx 00xx Xxxxxx, Xxxxxx Xxxxx, XX
EXHIBIT A-2-1
Related Related Premises
Premises # ----------------
----------
14. U-HAUL HIGHLANDS RANCH
0000 Xxxx Xxxxxx Xxxx Xxxx, Xxxxxxxxx,XX
15. U-HAUL STORAGE COLONIAL BLVD
0000 Xxxxxx Xxxxxx, Xxxx Xxxxx, XX
16. U-HAUL CENTER OF MANDARIN
00000 Xxx Xxxx Xxxx.,Xxxxxxxxxxxx, XX
17. U-HAUL STORAGE KEY LARGO
000000 Xxxxxxxx Xxxxxxx, Xxx Xxxxx,XX
18. U-HAUL CENTER OCOEE
00000 Xxxx Xxxxxxxx Xxxxx, Xxxxx,XX
19. U-HAUL CENTER ORANGE CITY
0000 Xxxxx Xxxxxxx Xxxxxx, Xxxxxx Xxxx, XX
20. U-HAUL CENTER XXXXXXX XX
000 Xxxxx Xxxxxxx Xxxx,Xxxxxxx, XX
21. U-HAUL STORAGE HUNTER CREEK
00000 Xxxxx Xxxxxx Xxxxxxx Xxxxx,Xxxxxxx, XX
22. U-HAUL CENTER HUNTERS CREEK
00000 X. Xxxxxx Xxxxxxx Xxxxx,Xxxxxxx, XX
23. U-HAUL STORAGE ORANGE BLOSSOM TRAIL
0000 X. Xxxxxx Xxxxxxx Xxxxx,Xxxxxxx, XX
24. U-HAUL CENTER XXXX XXXX
0000 Xxxxx Xxxxxxx Xxxxx,Xxxxxxx, XX
25. U-HAUL CENTER XXXXX BLVD
0000 X. Xxxxx Xxxxxxxxx,Xxxxx, XX
26. U-HAUL CTR OF SEMORAN BLVD
0000 Xxxxxxx Xxxxxxxxx, Xxxxxx Xxxx, XX
27. U-HAUL CENTER OF CONYER
0000 Xxxxxxx Xxxxx,Xxxxxxx, XX
28. U-HAUL CENTER KENNESAW
0000 Xxxx Xxxxxxx, Xxxxxxxx,XX
-2-
Related Related Premises
Premises # ----------------
----------
29. U-HAUL CENTER OF PLEASANT HILL
0000 Xxxxxxxx Xxxx Xxxx,Xxxxxxxxxxxxx, XX
30. U-HAUL STORAGE XXXXXXX 00
0000 X.X. Xxxxxxx 85,Riverdale, GA
31. U-HAUL CENTER X. XXXX & I285
0000 X. Xxxx Xxxxx, Xxxxxx, XX
32. X-XXXX XXXXXX XX XXXXXXX 000
0000 Xxxxxx Xxxxxxx Xxxxx, Xxxxxxxxxx, XX
33. U-HAUL CENTER OF ALSIP
00000 Xxxxx Xxxxxx Xxxxxx, Xxxxx, XX
34. U-HAUL CENTER OF FOX VALLEY
000 X. Xxxxx 00, Xxxxxx, XX
35. U-HAUL CENTER OF CRYSTAL LAKE
0000 Xxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Xxxx, XX
36. U-HAUL CENTER OF NAPERVILLE
00000 X. Xxxxx 00,Xxxxxxxxxx, XX
37. U-HAUL CENTER MERRILLVILLE
0000 Xxxx 00xx Xxxxxx, Xxxxxxxxxxxx, XX
38. U-HAUL CENTER OF LENEXA
0000 Xxxxxxxx Xxxxx; Xxxxxx, XX
39. U-HAUL STORAGE XXXXXXXXX
0000 Xxxxxxxxx Xxxxxxxxx, Xxxxxxx Xxxx, XX
40. U-HAUL STORAGE XXXXXXXXX PARK
499 Xxxxxxxxxx Street, Chicopee, MA
41. U-HAUL CENTER STOUGHTON
000 Xxxxxxxxxx Xxxxxx, Xxxxxxxxx, XX
42. U-HAUL CENTER OF CENTRAL AVENUE
0000 Xxxxxxx Xxxxxx, Xxxxxxx Xxxxxxx, XX
43. U-HAUL CTR OF APPLE VALLEY
0000 000xx Xxxxxx X, Xxxxx Xxxxxx, XX
-3-
Related Related Premises
Premises # ----------------
----------
44. U-HAUL CENTER O'FALLON
0000 Xxxxxxx X, X'Xxxxxx, XX
45. U-HAUL CENTER ST XXXXXX
0000 Xxxxx Xxxxxxx Xxxx, Xx.Xxxxxx, XX
46. U-HAUL STORAGE HATTIESBURG
0000 Xxxx 0xx Xxxxxx, Xxxxxxxxxxx, XX
47. U-HAUL CENTER GASTONIA
0000 X. Xxxxxxxx Xxxx., Xxxxxxxx, XX
48. U-HAUL STORAGE XXXXXX XX.
0000 X. Xxxxxxxx Xxxx, Xxxxxxxxxx, XX
49. U-HAUL STORAGE RIO RANCHO
0000 Xxx Xxxxxx Xxxx., Xxx Xxxxxx, XX
50. U-HAUL HENDERSON
0000 Xxxxxxxxx Xxxxx, Xxxxxxxxx, XX
51. U-HAUL CENTER LAS VEGAS BLVD.
0000 X. Xxx Xxxxx Xxxx., Xxx Xxxxx, XX
52. U-HAUL CENTER XXXXXX BLVD.
000 Xxxxx Xxxxxx Xxxxxxxxx, Xxx Xxxxx, XX
53. U-HAUL STORAGE RAINBOW
0000 Xxxxx Xxxxxxx Xxxx., Xxx Xxxxx, XX
54. U-HAUL CENTER XXXX XXXXX RD
000 Xxxx Xxxxx Xxxx, Xxxxx Xxx Xxxxx, XX
55. U-HAUL CENTER XXXXXXXX & 138TH ST.
000 Xxxx 000xx Xxxxxx, Xxxxx, XX
56. U-HAUL STORAGE NORTHERN LIGHTS
0000 Xxxxxxxxx Xxxxxx, Xxxxxxxx, XX
57. U-HAUL STORAGE STILL WATER
0000 X. 0xx Xxxxxx, Xxxxxxxxxx, XX
58. U-HAUL CTR OF COOL SPRINGS
0000 Xxxxxxx Xxxx, Xxxxxxxxx, XX
-4-
Related Related Premises
Premises # ----------------
----------
59. U-HAUL CENTER XXXXXXX STREET
0000 X. Xxxxxxx Xxxxxx, Xxxxxxxxx, XX
60. U-HAUL CENTER XXXXXXXXX XXXX
0000 Xxxxx XX-00 Xxxxxxxxxx, Xxxxxx, XX
61. U-HAUL STG XXXXXXXX/JUPITER
00000 Xxxxxx Xxxx, Xxxxxx, XX
62. U-HAUL STORAGE DE XXXX
0000 Xxxxx Xxxxxxx, Xx Xxxx, XX
63. U-HAUL CENTER & STORAGE OF MONTANA
0000 Xxxxxxx Xxx., Xx Xxxx, XX
64. U-HAUL CENTER XXXX XXXXX
0000 Xxxx Xxxx 000, Xxxx Xxxxx, XX
65. U-HAUL CENTER GRAPEVINE
0000 Xxxxxxx X. Xxxx Xxxxxx, Xxxxxxxxx, XX
66. U-HAUL CENTER 290
00000 Xxxxxxxxx Xxxxxxx, Xxxxxxx, XX
67. U-HAUL CENTER HIGHWAY 6 SOUTH
0000 Xxxxxxx 0 Xxxxx, Xxxxxxx, XX
68. U-HAUL CENTER KATY
00000 Xxxx Xxxxxxx, Xxxxxxx, XX
69. U-HAUL CTR CEN-TEX
0000 X. Xxxxxxx Xxxxx Xxxxxxxxxx, Xxxxxxx, XX
70. U-HAUL CTR OF LEAGUE CITY
000 Xxxx Xxxxxxx Xxxxx, Xxxxxx Xxxx, XX
71. U-HAUL CENTER LEWISVILLE
000 X. Xxxxxxxx Xxxxxxx, Xxxxxxxxxx, XX
72. U-HAUL CENTER WEST MCKINNEY
00000 X. Xxxxxxxxxx Xxxxx, XxXxxxxx, XX
73. U-HAUL CENTER TOLLWAY
0000 X. Xxxxxx Xxxxxxx, Xxxxx, XX
-5-
Related Related Premises
Premises # ----------------
----------
74. U-HAUL CENTER CHANTILLY
0000 Xxxxxxx Xxxxx, Xxxxxxxxx, XX
75. U-HAUL CENTER OF SOUTHPARK
000 Xxxx Xxxxxx Xxxx, Xxxxxxxx Xxxxxxx, XX
76. U-HAUL DUMFRIES
00000 Xxxxxxxx Xxxx, Xxxxxxxx, XX
77. U-HAUL CENTER NEWINGTON
0000 Xxxxxxxx Xxxx, Xxxxxxxxx, XX
78. U-HAUL CENTER POTOMAC XXXXX
00000 Xxxxxxxxx Xxxx, Xxxxxxxxxx, XX
-6-
EXHIBIT B
MACHINERY AND EQUIPMENT
All fixtures, machinery, apparatus, equipment, fittings and appliances of every
kind and nature whatsoever now or hereafter affixed or attached to or installed
in any of the Leased Premises (except as hereafter provided), including all
electrical, anti-pollution, heating, lighting (including hanging fluorescent
lighting), incinerating, power, air cooling, air conditioning, humidification,
sprinkling, plumbing, lifting, cleaning, fire prevention, fire extinguishing and
ventilating systems, devices and machinery and all engines, pipes, pumps, tanks
(including exchange tanks and fuel storage tanks), motors, conduits, ducts,
steam circulation coils, blowers, steam lines, compressors, oil burners,
boilers, doors, windows, loading platforms, lavatory facilities, stairwells,
fencing (including cyclone fencing), passenger and freight elevators, overhead
cranes and garage units, together with all additions thereto, substitutions
therefor and replacements thereof required or permitted by this Lease, but
excluding all personal property and all trade fixtures, machinery, office,
manufacturing and warehouse equipment which are not necessary to the operation
of the buildings which constitute part of the Leased Premises for the uses
permitted under Paragraph 4(a) of this Lease.
EXHIBIT B -1
EXHIBIT C-1
PERMITTED ENCUMBRANCES
1. Zoning and other municipal requirements.
2. Reasonable and customary utility and access easements and similarly
instruments which permit or enhance business activities on the premises.
3. Real estate taxes and assessments whether in existence or hereafter
arising at any time during the Term of this Lease.
4. Matters permitted under the terms of this Lease.
5. The rights of Mercury to the Common Areas pursuant to the Mercury Lease.
6. Each of the encumbrances listed on Schedule B of each of the pro forma
title policies or title commitment xxxx-ups delivered to Landlord by First
American Title Insurance Company ("First American") and attached to that
certain escrow letter (the "Escrow Letter") dated as of April 28, 2004
from Landlord to First American. However, Landlord and Tenant agree that,
upon First American issuing to Landlord owner's title insurance policies
with respect to each Related Premises substantially in the form of the pro
forma policies or title commitment markups attached to the Escrow Letter,
(i) this paragraph 6 shall be automatically deleted and the following
shall be inserted in lieu thereof "Each of the encumbrances listed on
Schedule 'B' of each of the owner's title policies listed on Exhibit "C-1"
attached hereto", and (ii) Exhibit C-l shall be replaced with a chart that
is identical to the Exhibit "C-l" attached hereto but with the applicable
owner's title insurance policy numbers issued by First American inserted,
which completed chart Landlord shall prepare and send to Tenant.
EXHIBIT C - 1
Exhibit C-2
Related Related Premises Title Policy Number
Premises # ---------------- -------------------
-----------
79. U-HAUL CENTER GOVERNMENT ST.
0000 Xxxxxxxxxx Xxxxxxxxx, Xxxxxx, XX
80. U-HAUL STORAGE OXFORD
000 Xxxxxx Xxxxx Xxxx, Xxxxxx, XX
81. U-HAUL STORAGE FOUNTAIN HILLS
0000 Xxxxxxxxxx Xxxxx, Xxxxxxxx Xxxxx, XX
82. U-HAUL CENTER 87TH & XXXX
0000 Xxxx Xxxx Xxxx, Xxxxxx, XX
83. U-HAUL STORAGE S. 40TH ST.
0000 Xxxxx 00xx Xxxxxx, Xxxxxxx, XX
84. U-HAUL CENTER CAVE CREEK
00000 Xxxxx Xxxx Xxxxx Xxxx, Xxxxxxx Xxxx, XX
85. U-HAUL CENTER ANTHEM RV
00000 X. Xxxxxx Xxx, Xxxxxxx Xxxx, XX
86. U-HAUL CENTER ANTHEM WAY
00000 X. 00xx Xxxxx, Xxxxxx, XX
87. U-HAUL CENTER I-17 & DEER VLY
00000 X. 00xx Xxxxxx, Xxxxxxx Xxxx, XX
88. U-HAUL CENTER PRESCOTT
0000 Xxxxxxx 00, Xxxxxxxx, XX
89. XXXX ROAD AT GRAND AVE MOVING CENTER
00000 Xxxx Xxxx Xxxx, Xxxxxxxx, XX
90. U-HAUL CENTER XXXXXXX ROAD
00000 Xxxx Xxxx Xxxxx, Xxxxxx Xxxxx, XX
91. X-XXXX XXX XXXXXXXX & X-00
00000 Xxxx 40th Avenue, Denver North, CO
92. U-HAUL HIGHLANDS RANCH
0000 Xxxx Xxxxxx Xxxx Xxxx, Xxxxxxxxx, XX
EXHIBIT C-2
Related Related Premises Title Policy Number
Premises # ---------------- -------------------
----------
93. U-HAUL STORAGE COLONIAL BLVD
0000 Xxxxxx Xxxxxx, Xxxx Xxxxx, XX
94. U-HAUL CENTER OF MANDARIN
00000 Xxx Xxxx Xxxx., Xxxxxxxxxxxx, XX
95. U-HAUL STORAGE KEY LARGO
000000 Xxxxxxxx Xxxxxxx, Xxx Xxxxx, XX
96. U-HAUL CENTER OCOEE
00000 Xxxx Xxxxxxxx Xxxxx, Xxxxx, XX
97. U-HAUL CENTER ORANGE CITY
0000 Xxxxx Xxxxxxx Xxxxxx, Xxxxxx Xxxx, XX
98. U-HAUL CENTER XXXXXXX XX
000 Xxxxx Xxxxxxx Xxxx, Xxxxxxx, XX
99. U-HAUL STORAGE HUNTER CREEK
00000 Xxxxx Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
100. U-HAUL CENTER HUNTERS CREEK
00000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
101. U-HAUL STORAGE ORANGE BLOSSOM TRAIL
0000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
102. U-HAUL CENTER XXXX XXXX
0000 Xxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
103. U-HAUL CENTER XXXXX BLVD
0000 X. Xxxxx Xxxxxxxxx, Xxxxx, XX
104. U-HAUL CTR OF SEMORAN BLVD
0000 Xxxxxxx Xxxxxxxxx, Xxxxxx Xxxx, XX
105. U-HAUL CENTER OF CONYER
0000 Xxxxxxx Xxxxx, Xxxxxxx, XX
106. U-HAUL CENTER KENNESAW
0000 Xxxx Xxxxxxx, Xxxxxxxx, XX
107. U-HAUL CENTER OF PLEASANT HILL
0000 Xxxxxxxx Xxxx Xxxx, Xxxxxxxxxxxxx, XX
EXHIBIT D-2
Related Related Premises Title Policy Number
Premises # ---------------- -------------------
----------
108. U-HAUL STORAGE HIGHWAY 85
0000 X.X. Xxxxxxx 00, Xxxxxxxxx, XX
109. U-HAUL CENTER X. XXXX & I285
0000 X. Xxxx Xxxxx, Xxxxxx, XX
110. X-XXXX XXXXXX XX XXXXXXX 000
0000 Xxxxxx Xxxxxxx Xxxxx, Xxxxxxxxxx, XX
111. U-HAUL CENTER OF ALSIP
00000 Xxxxx Xxxxxx Xxxxxx, Xxxxx, XX
112. U-HAUL CENTER OF FOX VALLEY
000 X. Xxxxx 00, Xxxxxx, XX
113. U-HAUL CENTER OF CRYSTAL LAKE
0000 Xxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Xxxx, XX
114. U-HAUL CENTER OF NAPERVILLE
00000 X. Xxxxx 00, Xxxxxxxxxx, XX
115. U-HAUL CENTER MERRILLVILLE
0000 Xxxx 00xx Xxxxxx, Xxxxxxxxxxxx, XX
116. U-HAUL CENTER OF LENEXA
0000 Xxxxxxxx Xxxxx; Xxxxxx, XX
117. U-HAUL STORAGE XXXXXXXXX
0000 Xxxxxxxxx Xxxxxxxxx, Xxxxxxx Xxxx, XX
000. U-HAUL STORAGE XXXXXXXXX PARK
499 Xxxxxxxxxx Street, Chicopee, MA
119. U-HAUL CENTER STOUGHTON
000 Xxxxxxxxxx Xxxxxx, Xxxxxxxxx, XX
120. U-HAUL CENTER OF CENTRAL AVENUE
0000 Xxxxxxx Xxxxxx, Xxxxxxx Xxxxxxx, XX
121. U-HAUL CTR OF APPLE VALLEY
0000 000xx Xxxxxx X, Xxxxx Xxxxxx, XX
122. U-HAUL CENTER O'FALLON
0000 Xxxxxxx X, X'Xxxxxx, XX
EXHIBIT D-3
Related Related Premises Title Policy Number
Premises # ---------------- -------------------
----------
123. U-HAUL CENTER ST XXXXXX
0000 Xxxxx Xxxxxxx Xxxx, Xx.Xxxxxx, XX
124. U-HAUL STORAGE HATTIESBURG
0000 Xxxx 0xx Xxxxxx, Xxxxxxxxxxx, XX
125. U-HAUL CENTER GASTONIA
0000 X. Xxxxxxxx Xxxx., Xxxxxxxx, XX
126. U-HAUL STORAGE XXXXXX XX.
0000 X. Xxxxxxxx Xxxx, Xxxxxxxxxx, XX
000. U-HAUL STORAGE RIO RANCHO
0000 Xxx Xxxxxx Xxxx., Xxx Xxxxxx, XX
128. U-HAUL HENDERSON
0000 Xxxxxxxxx Xxxxx, Xxxxxxxxx, XX
129. U-HAUL CENTER LAS VEGAS BLVD.
0000 X. Xxx Xxxxx Xxxx., Xxx Xxxxx, XX
130. U-HAUL CENTER XXXXXX BLVD.
000 Xxxxx Xxxxxx Xxxxxxxxx, Xxx Xxxxx, XX
131. U-HAUL STORAGE RAINBOW
0000 Xxxxx Xxxxxxx Xxxx., Xxx Xxxxx, XX
132. U-HAUL CENTER WEST CRAIG RD
160 West Craig Road, North Las Vegas, NV
133. U-HAUL CENTER BRUCKNER & 138TH ST.
780 East 138th Street, Bronx, NY
134. U-HAUL STORAGE NORTHERN LIGHTS
3850 Cleveland Avenue, Columbus, OH
135. U-HAUL STORAGE STILLWATER
5715 W. 6th Street, Stillwater, OK
136. U-HAUL CTR OF COOL SPRINGS
1619 Mallory Lane, Brentwood, TN
137. U-HAUL CENTER COLLINS STREET
2729 N. Collins Street, Arlington, TX
EXHIBIT D-4
Related Related Premises Title Policy Number
Premises # ---------------- --------------------
----------
138. U-HAUL CENTER SLAUGHTER LANE
9001 South IH-35 Northbound, Austin, TX
139. U-HAUL STG KINGSLEY/JUPITER
11383 Amanda Lane, Dallas, TX
140. U-HAUL STORAGE DE SOTO
1245 South Beckley, De Soto, TX
141. U-HAUL CENTER & STORAGE OF MONTANA
8450 Montana Ave., El Paso, TX
142. U-HAUL CENTER JOHN WHITE
1101 East Loop 820, Fort Worth, TX
143. U-HAUL CENTER GRAPEVINE
3517 William D. Tate Avenue, Grapevine, TX
144. U-HAUL CENTER 290
14225 Northwest Freeway, Houston, TX
145. U-HAUL CENTER HIGHWAY 6 SOUTH
8518 Highway 6 South, Houston, TX
146. U-HAUL CENTER KATY
20435 Katy Freeway, Houston, TX
147. U-HAUL CTR CEN-TEX
3501 E. Central Texas Expressway, Killeen, TX
148. U-HAUL CTR OF LEAGUE CITY
351 Gulf Freeway South, League City, TX
149. U-HAUL CENTER LEWISVILLE
525 N. Stimmons Freeway, Lewisville, TX
150. U-HAUL CENTER WEST MCKINNEY
10061 W. University Drive, McKinney, TX
151. U-HAUL CENTER TOLLWAY
1501 N. Dallas Tollway, Plano, TX
152. U-HAUL CENTER CHANTILLY
3995 Westfax Drive, Chantilly, VA
EXHIBIT D-5
Related Related Premises Title Policy Number
Premises# ---------------- -------------------
---------
153. U-HAUL CENTER OF SOUTHPARK
804 West Roslyn Road, Colonial Heights, VA
154. U-HAUL DUMFRIES
10480 Dumfries Road, Manassas, VA
155. U-HAUL CENTER NEWINGTON
8207 Terminal Road, Newington, VA
156. U-HAUL CENTER POTOMAC MILLS
14523 Telegraph Road, Woodbridge, VA
EXHIBIT D-6
EXHIBIT D
BASIC RENT PAYMENTS
1. Basic Rent. Subject to the adjustments provided for in Paragraphs
2, 3 and 4 below, Basic Rent payable in respect of the Term shall be Nine
Million Nine Hundred Thousand and xx/100 ($9,990,000.00) Dollars per annum,
payable quarterly in advance on each Basic Rent Payment Date, in equal
installments of Two Million Four Hundred Ninety-seven Thousand Five Hundred and
xx/100 ($2,497,500) Dollars each. As required pursuant to Paragraph 6 of this
Lease, pro rata Basic Rent for the period from the date hereof through the last
day of June 2004 shall be paid on the date hereof.
2. CPI Adjustments to Basic Rent. The Basic Rent shall be subject to
adjustment, in the manner hereinafter set forth, for increases in the index
known as United States Department of Labor, Bureau of Labor Statistics, Consumer
Price Index, All Urban Consumers, United States City Average, All Items,
(1982-84=100) ("CPI") or the successor index that most closely approximates the
CPI. If the CPI shall be discontinued with no successor or comparable successor
index, Landlord and Tenant shall attempt to agree upon a substitute index or
formula, but if they are unable to so agree, then the matter shall be determined
by arbitration in accordance with the rules of the American Arbitration
Association then prevailing in New York City. Any decision or award resulting
from such arbitration shall be final and binding upon Landlord and Tenant and
judgment thereon may be entered in any court of competent jurisdiction. In no
event will the annual Basic Rent as adjusted by the CPI adjustment be less than
the Basic Rent in effect for the five (5) year period immediately preceding such
adjustment.
3. Effective Dates of CPI Adjustments. Basic Rent shall not be
adjusted to reflect changes in the CPI until the fifth (5th) anniversary of the
Basic Rent Payment Date on which the first full quarterly installment of Basic
Rent shall be due and payable (the "First Full Basic Rent Payment Date"). As of
the fifth (5th) anniversary of the First Full Basic Rent Payment Date and, if
the initial Term is extended on the tenth (10th), fifteenth (15th), twentieth
(20st), twenty-fifth (25th), and, if the Term is further extended as a result
of a Lease Assumption Event, on the thirtieth (30th) and thirty-fifth (35th)
anniversaries of the First Full Basic Rent Payment Date, Basic Rent shall be
adjusted to reflect increases in the CPI during the most recent five (5) year
period immediately preceding each of the foregoing dates (each such date being
hereinafter referred to as the "Basic Rent Adjustment Date").
4. Method of Adjustment for CPI Adjustment.
(a) As of each Basic Rent Adjustment Date when the average CPI
determined in clause (i) below exceeds the Beginning CPI (as defined in this
Paragraph 4(a)), the Basic Rent in effect immediately prior to the applicable
Basic Rent Adjustment Date shall be multiplied by a fraction, the numerator of
which shall be the difference between (i) the average CPI for the three (3) most
recent calendar months (the "Prior Months") ending prior to such Basic Rent
Adjustment Date for which the CPI has been published on or before the
forty-fifth (45th) day preceding such Basic Rent Adjustment Date and (ii) the
Beginning CPI, and the denominator of which shall be the Beginning CPI. The
product of such multiplication shall be added to the Basic Rent in effect
immediately prior to such Basic Rent Adjustment Date. As
EXHIBIT D-1
used herein, "Beginning CPI" shall mean the average CPI for the three (3)
calendar months corresponding to the Prior Months, but occurring five (5) years
earlier. If the average CPI determined in clause (i) is the same or less than
the Beginning CPI, the Basic Rent will remain the same for the ensuing five (5)
year period.
(b) Effective as of a given Basic Rent Adjustment Date, Basic
Rent payable under this Lease until the next succeeding Basic Rent Adjustment
Date shall be the Basic Rent in effect after the adjustment provided for as of
such Basic Rent Adjustment Date.
(c) Notice of the new annual Basic Rent shall be delivered to
Tenant on or before the tenth (10th) day preceding each Basic Rent Adjustment
Date, but any failure to do so by Landlord shall not be or be deemed to be a
waiver by Landlord of Landlord's rights to collect such sums. Tenant shall pay
to Landlord, within ten (10) days after a notice of the new annual Basic Rent is
delivered to Tenant, all amounts due from Tenant, but unpaid, because the stated
amount as set forth above was not delivered to Tenant at least ten (10) days
preceding the Basic Rent Adjustment Date in question.
EXHIBIT D-2
EXHIBIT E
ACQUISITION COST
Related Acquisition Cost (in
Premises # Related Premises Dollars)
---------- ------------------------------- --------------------
1. U-HAUL CENTER BGOVERNMENT ST. 274,591
2. U-HAUL STORAGE OXFORD 784,545
3. U-HAUL STORAGE FOUNTAIN HILLS 1,608,318
4. U-HAUL CENTER 87TH & BELL 1,259,195
5. U-HAUL STORAGE S. 40TH ST. 392,273
6. U-HAUL CENTER CAVE CREEK 1,647,545
7. U-HAUL CENTER ANTHEM RV 745,318
8. U-HAUL CENTER ANTHEM WAY 1,494,559
9. U-HAUL CENTER I-17 & DEER VLY 1,569,090
10. U-HAUL CENTER PRESCOTT 1,647,545
11. BELL ROAD AT GRAND AVE MOVING 1,686,772
CENTER
12. U-HAUL CENTER BUCKLEY ROAD 1,274,886
13. U-HAUL CTR CHAMBERS & I-70 1,706,386
14. U-HAUL HIGHLANDS RANCH 1,647,545
15. U-HAUL STORAGE COLONIAL BLVD 1,969,208
16. U-HAUL CENTER OF MANDARIN 1,176,818
17. U-HAUL STORAGE KEY LARGO 1,337,650
18. U-HAUL CENTER OCOEE 1,765,227
19. U-HAUL CENTER ORANGE CITY 1,655,390
EXHIBIT E-1
Related Acquisition Cost (in
Premises # Related Premises Dollars)
---------- ----------------------------------- --------------------
20. U-HAUL CENTER KIRKMAN RD 2,118,272
21. U-HAUL STORAGE HUNTER CREEK 2,255,567
22. U-HAUL CENTER HUNTERS CREEK 1,663,236
23. U-HAUL STORAGE ORANGE BLOSSOM TRAIL 1,176,818
24. U-HAUL CENTER LAKE MARY 1,569,090
25. U-HAUL CENTER GANDY BLVD 1,843,681
26. U-HAUL CTR OF SEMORAN BLVD 1,569,090
27. U-HAUL CENTER OF CONYER 1,471,022
28. U-HAUL CENTER KENNESAW 1,804,454
29. U-HAUL CENTER OF PLEASANT HILL 1,490,636
30. U-HAUL STORAGE HIGHWAY 85 1,678,927
31. U-HAUL CENTER S COBB & 1285 192,214
32. U-HAUL CENTER OF HIGHWAY 124 1,255,272
33. U-HAUL CENTER OF ALSIP 1,725,999
34. U-HAUL CENTER OF FOX VALLEY 1,961,363
35. U-HAUL CENTER OF CRYSTAL LAKE 2,000,590
36. U-HAUL CENTER OF NAPERVILLE 2,647,840
37. U-HAUL CENTER MERRILLVILLE 1,686,772
38. U-HAUL CENTER OF LENEXA 1,608,318
39. U-HAUL STORAGE BARKSDALE 863,000
40. U-HAUL STORAGE MONGOMERY PARK 451,113
41. U-HAUL CENTER STOUGHTON 1,604,395
42. U-HAUL CENTER OF CENTRAL AVENUE 4,079,635
EXHIBIT E-2
Related Acquisition Cost (in
Premises # Related Premises Dollars)
---------- ---------------------------------- --------------------
43. U-HAUL CTR OF APPLE VALLEY 1,176,818
44. U-HAUL CENTER O'FALLON 1,569,090
45. U-HAUL CENTER ST PETERS 1,372,954
46. U-HAUL STORAGE HATTIESBURG 176,523
47. U-HAUL CENTER GASTONIA 1,451,409
48. U-HAUL STORAGE HYLTON RD. 666,863
49. U-HAUL STORAGE RIO RANCHO 764,932
50. U-HAUL HENDERSON 1,569,090
51. U-HAUL CENTER LAS VEGAS BLVD. 1,608,318
52. U-HAUL CENTER NELLIS BLVD 1,729,922
53. U-HAUL STORAGE RAINBOW 2,588,999
54. U-HAUL CENTER WEST CRAIG RD 2,157,499
55. U-HAUL CENTER BRUCKNER & 138TH ST. 2,216,340
56. U-HAUL STORAGE NORTHERN LIGHTS 706,091
57. U-HAUL STORAGE STILLWATER 509,954
58. U-HAUL CTR OF COOL SPRINGS 1,847,604
59. U-HAUL CENTER COLLINS STREET 1,490,636
60. U-HAUL CENTER SLAUGHTER LANE 1,588,704
61. U-HAUL STG KINGSLEY/JUPITER 1,019,909
62. U-HAUL STORAGE DE SOTO 392,273
63. U-HAUL CENTER & STORAGE OF MONTANA 1,235,659
64. U-HAUL CENTER JOHN WHITE 1,710,308
65. U-HAUL CENTER GRAPEVINE 2,169,267
EXHIBIT E-3
Related Acquisition Cost (in
Premises # Related Premises Dollars)
---------- ----------------------------- --------------------
66. U-HAUL CENTER 290 1,333,727
67. U-HAUL CENTER HIGHWAY 6 SOUTH 1,961,363
68. U-HAUL CENTER KATY 1,380,799
69. U-HAUL CTR CEN-TEX 1,251,350
70. U-HAUL CTR OF LEAGUE CITY 1,455,331
71. VALLEY RIDGE U-HAUL CENTER 1,569,090
72. U-HAUL CENTER WEST MCKINNEY 1,490,636
73. U-HAUL CENTER TOLLWAY 1,839,758
74. U-HAUL CENTER CHANTILLY 1,882,908
75. U-HAUL CENTER OF SOUTHPARK 439,345
76. U-HAUL DUMFRIES 1,678,927
77. U-HAUL CENTER NEWINGTON 2,745,908
78. U-HAUL CENTER POTOMIC MILLS 1,121,900
EXHIBIT E-4
EXHIBIT F
PREMISES PERCENTAGE ALLOCATION OF BASIC RENT
Related
Premises # Related Premises Percentage
---------- ------------------------------------ ----------
1. U-HAUL CENTER BGOVERNMENT ST. 0.24%
2. U-HAUL STORAGE OXFORD 0.67%
3. U-HAUL STORAGE FOUNTAIN HILLS 1.38%
4. U-HAUL CENTER 87TH & BELL 1.08%
5. U-HAUL STORAGE S. 40TH ST. 0.34%
6. U-HAUL CENTER CAVE CREEK 1.42%
7. U-HAUL CENTER ANTHEM RV 0.64%
8. U-HAUL CENTER ANTHEM WAY 1.29%
9. U-HAUL CENTER I-17 & DEER VLY 1.35%
10. U-HAUL CENTER PRESCOTT 1.42%
11. BELL ROAD AT GRAND AVE MOVING CENTER 1.45%
12. U-HAUL CENTER BUCKLEY ROAD 1.10%
13. U-HAUL CTR CHAMBERS & I-70 1.47%
14. U-HAUL HIGHLANDS RANCH 1.42%
15. U-HAUL STORAGE COLONIAL BLVD 1.69%
16. U-HAUL CENTER OF MANDARIN 1.01%
17. U-HAUL STORAGE KEY LARGO 1.15%
18. U-HAUL CENTER OCOEE 1.52%
19. U-HAUL CENTER ORANGE CITY 1.42%
EXHIBIT F-1
Related
Premises # Related Premises Percentage
---------- ----------------------------------- ----------
20. U-HAUL CENTER KIRKMAN RD 1.82%
21. U-HAUL STORAGE HUNTER CREEK 1.94%
22. U-HAUL CENTER HUNTERS CREEK 1.43%
23. U-HAUL STORAGE ORANGE BLOSSOM TRAIL 1.01%
24. U-HAUL CENTER LAKE MARY 1.35%
25. U-HAUL CENTER GANDY BLVD 1.59%
26. U-HAUL CTR OF SEMORAN BLVD 1.35%
27. U-HAUL CENTER OF CONYER 1.27%
28. U-HAUL CENTER KENNESAW 1.55%
29. U-HAUL CENTER OF PLEASANT HILL 1.28%
30. U-HAUL STORAGE HIGHWAY 85 1.44%
31. U-HAUL CENTER S COBB & 1285 0.17%
32. U-HAUL CENTER OF HIGHWAY 124 1.08%
33. U-HAUL CENTER OF ALSIP 1.48%
34. U-HAUL CENTER OF FOX VALLEY 1.69%
35. U-HAUL CENTER OF CRYSTAL LAKE 1.72%
36. U-HAUL CENTER OF NAPERVILLE 2.28%
37. U-HAUL CENTER MERRILLVILLE 1.45%
38. U-HAUL CENTER OF LENEXA 1.38%
39. U-HAUL STORAGE BARKSDALE 0.74%
40. U-HAUL STORAGE MONGOMERY PARK 0.39%
41. U-HAUL CENTER STOUGHTON 1.38%
42. U-HAUL CENTER OF CENTRAL AVENUE 3.51%
EXHIBIT F-2
Related
Premises # Related Premises Percentage
---------- ---------------------------------- ----------
43. U-HAUL CTR OF APPLE VALLEY 1.01%
44. U-HAUL CENTER O'FALLON 1.35%
45. U-HAUL CENTER ST PETERS 1.18%
46. U-HAUL STORAGE HATTIESBURG 0.15%
47. U-HAUL CENTER GASTONIA 1.25%
48. U-HAUL STORAGE HYLTON RD. 0.57%
49. U-HAUL STORAGE RIO RANCHO 0.66%
50. U-HAUL HENDERSON 1.35%
51. U-HAUL CENTER LAS VEGAS BLVD. 1.38%
52. U-HAUL CENTER NELLIS BLVD 1.49%
53. U-HAUL STORAGE RAINBOW 2.23%
54. U-HAUL CENTER WEST CRAIG RD 1.86%
55. U-HAUL CENTER BRUCKNER & 138TH ST. 1.91%
56. U-HAUL STORAGE NORTHERN LIGHTS 0.61%
57. U-HAUL STORAGE STILLWATER 0.44%
58. U-HAUL CTR OF COOL SPRINGS 1.59%
59. U-HAUL CENTER COLLINS STREET 1.28%
60. U-HAUL CENTER SLAUGHTER LANE 1.37%
61. U-HAUL STG KINGSLEY/JUPITER 0.88%
62. U-HAUL STORAGE DE SOTO 0.34%
63. U-HAUL CENTER & STORAGE OF MONTANA 1.06%
64. U-HAUL CENTER JOHN WHITE 1.47%
65. U-HAUL CENTER GRAPEVINE 1.87%
EXHIBIT F-3
Related
Premises # Related Premises Percentage
---------- ----------------------------- ----------
66. U-HAUL CENTER 290 1.15%
67. U-HAUL CENTER HIGHWAY 6 SOUTH 1.69%
68. U-HAUL CENTER KATY 1.19%
69. U-HAUL CTR CEN-TEX 1.08%
70. U-HAUL CTR OF LEAGUE CITY 1.25%
71. VALLEY RIDGE U-HAUL CENTER 1.35%
72. U-HAUL CENTER WEST MCKINNEY 1.28%
73. U-HAUL CENTER TOLLWAY 1.58%
74. U-HAUL CENTER CHANTILLY 1.62%
75. U-HAUL CENTER OF SOUTHPARK 0.38%
76. U-HAUL DUMFRIES 1.44%
77. U-HAUL CENTER NEWINGTON 2.36%
78. U-HAUL CENTER POTOMIC MILLS 0.97%
If any of the Related Premises ceases to be subject to this Lease, the
percentage shown on this Exhibit F for each of the Related Premises which
remains subject to this Lease shall be adjusted proportionately so that the
total of such percentages shall be 100%.
EXHIBIT F-4
EXHIBIT G
LOCAL LAW PROVISIONS
1. With respect to each Related Premises situate in the state of Florida,
notwithstanding anything in this Lease to the contrary, the following
provisions shall apply:
(a) THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE
THE RIGHT EACH OF THEM MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY
LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER OR IN CONNECTION
WITH THIS LEASE, AND ANY AGREEMENT CONTEMPLATED TO BE EXECUTED IN
CONJUNCTION HEREWITH, OR THE COURSE OF CONDUCT, COURSE OF DEALING,
STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY
(INCLUDING, WITHOUT LIMITATION, ANY ACTION TO RESCIND OR CANCEL THIS
LEASE AND ANY CLAIMS OR DEFENSES ASSERTING THAT THIS LEASE WAS
FRAUDULENTLY INDUCED OR IS OTHERWISE VOID OR VOIDABLE). THIS
PROVISION IS A MATERIAL INDUCEMENT FOR THE UNDERSIGNED TO EXECUTE
THIS LEASE.
(b) In compliance with Florida law, Landlord is required to provide the
following notification: "Radon Gas: Radon is a naturally occurring
radioactive gas that, when it has accumulated in a building in
sufficient quantities, may present health risks to persons who are
exposed to it over time. Levels of radon that exceed federal and
state guidelines have been found in buildings in Florida. Additional
information regarding radon and radon testing may be obtained from
your county public health unit.
(c) Tenant expressly waives all of the following: (A) the requirement
under Section 83.12 of the Florida Statutes that the plaintiff in
his distress for rent action file a bond payable to the Tenant in at
least double the sum demanded by the plaintiff, it being understood
that no bond shall be required in any such action; (B) the right of
Tenant under Section 83.14 of the Florida Statutes to replevy
distrained property; (C) the right of counterclaim in any action
brought by Landlord against Tenant for damages or for possession of
the Leased Premises due to nonpayment of Rent or any other Monetary
Obligation; and (D) the notice requirement set forth in Section
83.20 of the Florida Statutes.
2. With respect to each Related Premises situate in the state of Indiana,
notwithstanding anything in this Lease to the contrary, the following
provisions shall apply:
(a) The term "Environmental Law", as defined in Paragraph 2 of this Lease,
includes, without limitation, all of the Environmental Management Laws, as
defined in Ind. Code 13-11-2-71.
(b) Tenant waives, to the fullest extent permitted by Applicable Indiana
Law (as defined below), any notice to quit as a condition precedent to
Landlord's remedies under Paragraph 23 of this Lease.
EXHIBIT G-1
(c) Where any provision of this Lease is inconsistent with any provision
of Indiana Law ("Applicable Indiana Law"), the provisions of Applicable Indiana
Law shall take precedence over the provisions of this Lease, but shall not
invalidate or render unenforceable any other provisions of this Lease that can
be construed in a manner consistent with Applicable Indiana Law. Should
Applicable Indiana Law confer any rights or impose any duties inconsistent with
or in addition to any of the provisions of this Lease, the affected provisions
of this Lease shall be considered amended to conform to such Applicable Indiana
Law, but all other provisions hereof shall remain in full force and effect
without modification.
(d) To the extent that Applicable Indiana Law limits (i) the availability
of the exercise of any of the remedies set forth in the Lease, and the right of
Landlord to exercise self-help in connection with the enforcement of the terms
of this Lease, or (ii) the enforcement of waivers and indemnities made by
Tenant, such remedies, waivers, or indemnities shall be exercisable or
enforceable, any provisions in this Lease to the contrary notwithstanding, if,
and to the extent, permitted by Applicable Indiana Law in force at the time of
the exercise of such remedies or the enforcement of such waivers or indemnities
without regard to the enforceability of such remedies, waivers or indemnities at
the time of the execution and delivery of this Lease.
(e) Whenever in this Lease a party is entitled to recover attorneys' fees
in any litigation, such party shall be entitled to recover all expenses and
costs incurred at, before and after trial and on appeal, whether or not taxable
as costs, in such litigation.
(f) Landlord and Tenant agree to execute and record a memorandum of lease
satisfying the requirements of Ind. Code 36-2-11-20, in the office of the County
Recorder in which the Related Premises is located.
(g) Tenant hereby certifies to Landlord that in connection with the sale
and leasing of the Related Premises, Tenant has complied, or will comply, with
the Disclosure Law by (A) the completion and delivery to Landlord of a
disclosure document (the "Disclosure Document") in the form required by Ind.
Code 13-25-3 (the "Disclosure Law"), (B) the timely recording of the Disclosure
Document in the Office of the Recorder of the County in which the Related
Premises is located, and (C) the timely filing the Disclosure Document in the
Office of the Indiana Department of Environmental Management; or Tenant has
determined after diligent investigation, and Tenant hereby certifies to
Landlord, that the Related Premises does not constitute "property" under the
Disclosure Law, and therefore, delivery, filing and recording of a Disclosure
Document is not required, because:
(A) the Related Premises does not contain (1) or more facilities
that are subject to reporting under Section 312 of the Federal Emergency
Planning and Community Right-to-Know Act of 1986 (42 U.S.C. 11022);
(B) the Related Premises is not the site of one (1) or more
underground storage tanks for which notification is required under: (A) 42
U.S.C. 6991(a) and (B) Ind. Code 13-23-l-2(c)(8)(A); or
EXHIBIT G-2
(C) the Related Premises is not listed in the Comprehensive
Environmental Response, Compensation and Liability Information System
(CERCLIS) in accordance with Section 116 of CERCLA (42 U.S.C. 9616).
(h) Tenant hereby waives, to the fullest extent permitted by Applicable
Indiana Law, relief from valuation and appraisement laws and Tenant covenants
and agrees that any judgment obtained by Landlord against Tenant may be executed
in the State of Indiana without relief from such valuation and appraisement
laws.
3. With respect to each Related Premises situate in the state of Texas,
notwithstanding anything in this Lease to the contrary, the following
provisions shall apply:
(a) The term "Environmental Law", as defined in Paragraph 2 of this Lease,
includes, without limitation, Chapter 26 of the Texas Water Code and Chapter 361
of the Texas Health & Safety Code"
(b) The term "Legal Requirements" as defined in Paragraph 2 of this Lease
includes, without limitation, the Texas Assessibilities Act.
(c) Without limiting anything contained in Paragraph 7(a)(i), Landlord and
Tenant agree that each provision of this Lease for determining charges, amounts
and Additional Rent payable by Tenant is commercially reasonable and, as to each
such charge or amount, constitutes a "method by which the charge is to be
computed" for purposes of Section 93.012 of the Texas Property Code.
Furthermore, Landlord and Tenant are knowledgeable and experienced in commercial
transactions and agree that the provisions of this Lease for determining
charges, amounts and Additional Rent payable by Tenant are commercially
reasonable and valid even though such methods may not state a precise
mathematical formula for determining such charges.
4. With respect to each Related Premises situate in the state of Louisiana,
notwithstanding anything in this Lease to the contrary, the following
provisions shall apply:
(a) The term "lien" will also mean a privilege. The term "real property"
will mean "immovable property" as that term is used in the Louisiana
Civil Code. The term "personal property" will mean "movable
property" as that term is used in the Louisiana Civil Code. The term
"easement" will include "servitude" as that term is used in the
Louisiana Civil Code. The term "building" will also include "other
constructions" as that term is used in the Louisiana Civil Code. The
term "tangible" will mean "corporeal" as that term is used in the
Louisiana Civil Code. The term "intangible" will mean "incorporeal"
as that term is used in the Louisiana Civil Code. The term "fee
simple estate" will mean "full ownership interest" as that term is
used in the Louisiana Civil Code. The term "condemnation" will
include "expropriation" as that term is used in Louisiana law. The
term "receiver" will include "keeper" as that term is used in
Louisiana law. The term "county" will mean "parish" as that term is
used in Louisiana. The term "conveyance in lieu of foreclosure" or
"action in lieu thereof will mean "giving in payment" as that term
is used in the Louisiana Civil Code and "dation en paiement". The
term "joint and several" will mean "solidary" as that term is used
in the Louisiana
EXHIBIT G-3
Civil Code. The term "Uniform Commercial Code" will mean the
Louisiana Commercial Laws, La. R.S. Section 10:9-101 et seq.
(b) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, TENANT HEREBY
WAIVES ALL REPRESENTATIONS AND WARRANTIES ON THE PART OF LANDLORD,
WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ALL
WARRANTIES WITH RESPECT TO THE MATTERS DISCLAIMED BY LANDLORD IN THE
LEASE, ALL WARRANTIES THAT THE LEASED PREMISES ARE FREE FROM DEFECTS
OR DEFICIENCIES, WHETHER LATENT OR PATENT, ALL WARRANTIES THAT THEY
ARE SUITABLE FOR TENANT'S USE, AND ALL WARRANTIES UNDER LA. CIV.
CODE ARTS. 2692-2704 OR ANY OTHER PROVISION OF LOUISIANA LAW. TENANT
FURTHER WAIVES ANY AND ALL RIGHT TO REQUIRE LANDLORD TO MAKE ANY
ALTERATIONS, ADDITIONS, OR CHANGES TO THE LEASED PREMISES AND AGREES
THAT NO DEFECT OR DEFICIENCY IN THE LEASED PREMISES, WHETHER LATENT
OR PATENT, WILL RELIEVE TENANT OF ITS OBLIGAITON TO PAY RENT OR ANY
OF ITS OTHER OBLIGATIONS UNDER THIS LEASE.
(c) Tenant hereby expressly acknowledges that the Landlord intends to
assign this Lease and the Monetary Obligations hereunder to a third
party assignee and, notwithstanding any provision to the contrary,
Tenant specifically assumes the risk of any disruption, interruption
or loss, either total or partial, of the Tenant's peaceable
possession of the Leased Premises for any reason whatsoever,
specifically waives all warranties against such disruption,
interruption or loss, and unconditionally and absolutely consents to
make payments of Monetary Obligations to such third party assignee
without the benefit of abatement, deduction, deferment or reduction
of or set off against Monetary Obligations, but reserves any right
that it may have to proceed against the Landlord for any default
under this Lease, or for any denial of the Tenant's peaceable
possession of the Leased Premises. The Tenant acknowledges that this
provision is a bargained-for-covenant without which the Landlord
would not have entered into this Lease.
(d) Tenant hereby assumes full responsibility for the condition of the
Leased Premises throughout the Term for all purposes, including,
without limitation, for purposes of La.R.S. section 9:3221.
(e) Tenant hereby waives all right to be reimbursed or compensated for
any Work that becomes the property of Landlord.
(f) Any conveyance of the Leased Premises by Landlord to Tenant shall be
"as is - where is," with a full waiver of all express and implied
warranties of title and condition, and the Act of Cash Sale
(referred to as a "special warranty deed" in Paragraph 20(b) below)
pursuant to which Landlord conveys title to Tenant with no warranty
except as set out below and containing the following warranty
waivers (in the language set out below, "Buyer" will refer to
Tenant, "Seller" will refer to Landlord, and "Property" will refer
to the Leased Premises):
EXHIBIT G-4
"Buyer has inspected the title to and condition of the
Property and is completely aware of and satisfied with its
current title and condition. This sale, transfer and
conveyance is made "as is-where is" without any warranty,
guaranty, or representations by Seller as to the title to or
condition of the Property other than warranty of
merchantability of title as to Seller's own acts with respect
to the lien of and security interest created by any mortgage
or assignment placed on the Property by Seller and liens,
privileges, exceptions and restrictions on, against or
relating to the Property which have been created by or
resulted solely from acts of Seller after the date of that
certain Lease dated as of March 31, 2004 by and between Seller
and Buyer (the "Lease"), unless the same are Permitted
Encumbrances (as defined in the Lease) or were created with
the concurrence of Buyer or as a result of a default by Buyer
under the Lease. Seller hereby expressly disclaims and Buyer
hereby expressly waives any and all warranties whatsoever,
either oral or written, expressed or implied, made by Seller
or any other person or entity or implied by law with respect
to the Property, other than warranty of merchantability of
title as to Seller's own acts with respect to the matters
described above, with the warranties waived herein including,
without limitation, any and all warranties of title or
peaceable possession (other than warranty of merchantability
of title as to Seller's own acts as to the matters described
above) or as to zoning or restrictions affecting the Property,
any and all warranties as to the condition of the Property or
any of its components or parts or contents or any
improvements, fixtures, or equipment forming a part thereof,
any and all warranties with respect to the fitness or
suitability of the Property for Buyer's business or any other
particular or general use or purpose, and any and all
warranties with respect to the condition of the Property under
La. Civ. Code art. 2475, and any and all warranties whatsoever
under La. Civ. Code arts. 2477 through 2548 or any other
provision of law. Buyer expressly acknowledges the foregoing
and waives any and all right or cause of action that Buyer has
or may have to rescind or resolve this transfer or to demand a
reduction in purchase price based upon the existence of any
redhibitory or other vices, defects, or other deficiencies in
the Property or any improvements, fixtures, or equipment
forming a part thereof, based upon the unsuitability of the
Property or any of its components or parts for Buyer's
intended use or any other use, based upon any eviction of
Buyer, in whole or in part, or based upon any other claimed
breach of warranty or other matter whatsoever, this transfer
being otherwise entirely at Buyer's sole peril and risk,
provided, however, that Seller will remain liable for breach
of its warranty of merchantability of title as to its own acts
with respect to the matters described above. Buyer
acknowledges and agrees that the foregoing disclaimers and
waiver of warranties have been fully explained to Buyer and
that Buyer understands the same. Buyer and Seller jointly
acknowledge and agree that the foregoing waivers and
disclaimers are of the essence of this transaction and the
same would not otherwise have been entered into or consummated
without them.
EXHIBIT G-5
Without limiting the generality of the foregoing, Buyer hereby
expressly waives, and releases Seller from, any claims,
demands, causes or rights of action, in reimbursement,
contribution or otherwise, that Buyer has or may have against
Seller arising out of damages, losses or liabilities incurred
by or imposed on Buyer or its successors or assigns based upon
the existence of any asbestos and/or any other Hazardous
Materials in, on or under the Property. "Hazardous Materials"
means any substance or substances: (i) the presence of which
requires investigation or remediation under any federal, state
or local statue, regulation, ordinance, order, action, policy
or law; or (ii) which is or becomes defined as a "hazardous
waste," hazardous substance," pollutant or contaminant under
any federal, state or local statute, regulation, rule or
ordinance or amendments thereto including, without limitation,
the Comprehensive Environmental Response, Compensation and
Liability Act (42 U.S.C. section 9601 et seq.) and/or the
Resource Conservation and Recovery Act (42 U.S.C. section 6901
et seq.); and/or the Louisiana Environmental Quality Act (La.
R.S. section 30:2001 et seq.); or (iii) which is toxic,
explosive, corrosive, flammable, infectious, radioactive,
carcinogenic, mutagenic, or otherwise hazardous and is or
becomes regulated by any governmental authority, agency,
department, commission, board, agency or instrumentality of
the United States, the State of Louisiana or any political
subdivision thereof."
(g) The following text shall be deemed added to Paragraph 21(d):
"For purposes of each Related Premises situate in Louisiana, as
security for performance of its obligations under this Lease up to, but not in
excess of a maximum amount outstanding from time to time, one or more times, of
$654,553,484, Tenant hereby collaterally assigns to Landlord all right, title,
and interest of Tenant in and to all subleases now in existence or hereafter
entered into for any or all of the Leased Premises, and any and all extensions,
modifications, and renewals thereof and all rents, issues and profits therefrom.
This collateral assignment shall become absolute automatically as provided in
La. R.S. Section 9:4401 upon the occurrence of an Event of Default, and at that
time, Landlord shall have the right to give notice to the subtenants and receive
the rents, issues, and profits directly, and all of its other rights and
remedies under this Lease and at law."
(h) The following text shall be deemed added to the end of Paragraph
23(a)(i) and the end of Paragraph 26:
"Tenant hereby waives all notice to vacate."
(i) The following text shall be deemed added to the end of the last
sentence of Paragraph 40(g):
"or, for purposes of Louisiana law, solidary."
EXHIBIT G-6
5. With respect to the Related Premises situate in the state of Mississippi,
notwithstanding anything in the Lease to the contrary (including, without
limitation, Paragraph 23 (k)), the following provision shall apply:
In compliance with Mississippi Code Ann. Section 89-7-25, if
Tenant shall fail to surrender the Leased Premises as of the
Vacate Date, Tenant shall pay to Landlord, on a per diem
basis, an amount equal to two (2) times the Rent that
otherwise would have been payable under the Lease for the use
and occupancy of the Leased Premises for each day after the
Vacate Date that Tenant fails to surrender the Leased
Premises, which amount shall be Landlord's sole remedy for
monetary damages with respect to Tenant's failure to vacate.
6. With respect to each Related Premises situate in the state of Maryland,
notwithstanding anything in the Lease to the contrary, the following
provisions shall apply:
(a) Paragraph 11(b) of the Lease is hereby deleted in its entirety and
the following paragraph is inserted in its place:
Neither this Lease, nor any memorandum of lease or any other
instrument or document that publishes or otherwise gives
actual or constructive notice of this Lease or its terms shall
be recorded in the Land Records of Price George's County,
Maryland.
(b) Paragraph 23(a)(i) of the Lease is hereby amended so that
immediately following the fifth sentence of such subsection, which
fifth sentence concludes with "remove any Persons or property
therefrom", the following sentence is inserted:
Without limiting, and in furtherance of, the foregoing,
Landlord may bring an action or actions for possession of the
Leased Premises pursuant to Title 8, Subtitle 4 of the Real
Property Article of the Annotated Code of Maryland, as
amended; and may proceed by an action for distress and sale of
the goods there found to levy the rent due, pursuant to Title
8, Subtitle 3 of the Real Property Article of the Annotated
Code of Maryland.
EXHIBIT G-7
EXHIBIT H
TENANT'S POST-CLOSING ENVIRONMENTAL OBLIGATIONS
At Tenant's sole cost and expense, Tenant (i) shall promptly retain (or
cause to be retained) ATC Associates ("ATC") for the purposes of implementing
ATC's March 29, 2004 Proposal #05-2004-042, "PROPOSAL FOR LTD SITE ASSESSMENT
(3-MW INSTALLATIONS) & SEMI-ANNUAL MONITORING ACTIVITIES FOR THREE YEARS" for
the Related Premises situate in Ocoee, Florida (the "Monitoring Work") and, (ii)
on or prior to September 30, 2007, shall cause ATC to (a) complete the
Monitoring Work, (b) issue a report in favor of Lender and Landlord containing
the results of the Monitoring Work, and (c) certify to Landlord and Lender that
ATC has been paid in full with respect to the Monitoring Work and the associated
report.
Copies of all correspondence with ATC, including all reports
prepared by ATC in accordance with the proposal shall be send to Landlord via
overnight delivery to:
Reed Smith LLP UH Storage (DE) Limited Partnership
Attention: Louis A. Naugle, Esquire c/o W. P. Carey & Co., LLC
435 Sixth Avenue 50 Rockefeller Plaza, 2nd Floor
Pittsburgh, PA 15219 New York, NY 10020
412-288-8586 (tel) Attention: Donna Neiley
412-288-3063 (fax)
lnaugle@reedsmith.com
EXHIBIT H
