1
EXHIBIT (10.3)
LEASE
TRUSTEE OF THE XXXXXXXXXXX FAMILY TRUST NO. 2
LANDLORD
AND
XXXXX & XXXXXXXXXXX CO., INC.
TENANT
XXXXXXXXX, XXXXXXX, XXXXXX AND XXXX, LLP
2
LEASE
TRUSTEE OF THE XXXXXXXXXXX FAMILY TRUST NO. 2
LANDLORD
AND
XXXXX & XXXXXXXXXXX CO., INC.
TENANT
ARTICLE NO. PAGE NO.
--------------------------------------------------------------------------------
ARTICLE I - RENT 2
ARTICLE II - USE OF PREMISES 4
ARTICLE III - MAINTENANCE AND REPAIRS 4
ARTICLE IV - ALTERATIONS 4
ARTICLE V - INSURANCE 5
ARTICLE VI - TAXES 6
ARTICLE VII - OPTIONS TO EXTEND TERM 6
ARTICLE VIII - DAMAGE TO OR DESTRUCTION OF IMPROVEMENTS 7
ARTICLE IX - EMINENT DOMAIN 8
ARTICLE X - UTILITY SERVICES 9
ARTICLE XI - ASSIGNMENT AND SUBLETTING 9
ARTICLE XII - QUIET ENJOYMENT 9
ARTICLE XIII - REMEDIES 10
ARTICLE XIV - NOTICES 12
ARTICLE XV - MISCELLANEOUS PROVISIONS 12
3
LEASE
TRUSTEE OF THE XXXXXXXXXXX FAMILY TRUST NO. 2
LANDLORD
AND
XXXXX & XXXXXXXXXXX CO., INC.
TENANT
THIS INDENTURE OF LEASE, made and entered into as of the 1st day of
November, 1999, by and among XXXXXXX X. XXXXXX, TRUSTEE U/A DATED JULY 31, 1976,
EXECUTED BY XXXX XXXX XXXXXXXXXXX, AS TRUSTOR, AND CREATING "THE XXXXXXXXXXX
FAMILY TRUST NO. 2" (which said trust is hereinafter referred to as "LANDLORD")
and XXXXX & XXXXXXXXXXX CO., INC., an Indiana corporation having its principal
office and place of business at 0000 Xxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxxxxx Xxxxxx,
Xxxxxxx (hereinafter referred to as "TENANT"), WITNESSETH THAT:
LANDLORD, in consideration of the rents reserved to it and of the
covenants and agreements hereinafter contained and set forth to be kept and
performed by TENANT, does hereby lease, let, rent and demise unto TENANT, and
TENANT does hereby take and hire of and from LANDLORD the real estate
improvements situated in Vanderburgh County, Indiana, more particularly
described on the attached Exhibit A, and common areas including parking, more
particularly described on the attached Exhibit B (hereafter the "Leased
Premises").
The Leased Premises are hereby demised, together with and including all
improvements situated thereon and all rights appurtenant thereto, but subject,
nevertheless, to easements, rights-of-way and party wall agreements of record.
TO HAVE AND TO HOLD said Leased Premises unto said TENANT for a term of
five (5) years, commencing November 1, 1999, and terminating as of the close of
business on the last day of October, 2004 (with options to extend said term as
hereinafter set forth), all upon and subject to the limitations, terms,
covenants, provisions and conditions hereinafter set forth.
Exhibit (10.3)-p 3
4
This indenture of lease is made upon and subject to the foregoing and
the following limitations, terms, covenants, provisions and conditions, to-wit:
I.
RENT
For the purpose hereof, the term "lease year" means and refers to the
period of time from November 1 of one year to and including the last day of Oct.
of the next following calendar year. TENANT covenants and agrees to pay to
LANDLORD, without demand, at LANDLORD'S office in the City of Evansville,
Indiana or at such other place as LANDLORD may from time to time designate in
writing, on the days and in the manner herein prescribed for the payment
thereof, rent for the Leased Premises as follows:
A. With respect to the initial term of this Lease, rental shall be
in the amount of One Hundred Twenty-One Thousand Six Hundred
Forty Dollars ($121,640.00) per lease year, payable in equal
monthly installments in advance;
B. If TENANT shall exercise the first renewal option granted by
Section VII of this Lease, rental hereunder for each year of the
first (1st) five (5) year renewal period (commencing November 1,
2004) shall be adjusted to be at the annual rate and amount
determined by multiplying the sum of One Hundred Twenty-One
Thousand Six Hundred Forty and No/100 ($121,640.00) Dollars
(i.e., the annual rental for the initial term of this Lease) by
a fraction, the numerator of which shall be the amount of the
Revised Consumer Price Index for Urban Wage Earners and Clerical
Workers for all Items and Major Group Figures of the United
States Bureau of Labor Statistics 1982-84 = 100 (hereinafter the
"CPI-W Index"), for the month of September, 2004, and the
denominator of which shall be the CPI-W Index for the month of
November, 1999; provided, however, that the annual rental for
the first (1st) renewal term shall not be less than the annual
rental for the initial term of this Lease. The formula for
computing the annual rent for the first renewal term is as
follows:
Annual Rent for each = CPI-W Index for September, 2004 X $121,640
-------------------------------
Year of First Xxxxxxx Xxxx CPI-W Index for November, 1999
Exhibit (10.3)-p 4
5
C. If TENANT shall exercise the second (2nd) renewal option granted
by Section VII of this Lease, rental hereunder for each year of
the second (2nd) five (5) year renewal term (commencing November
1, 2009) shall be adjusted to be at the annual rate and amount
determined by multiplying the annual rental for the initial term
of this Lease by a fraction, the numerator of which shall be the
amount of the CPI-W Index for the month of September, 2009, and
the denominator of which shall be the CPI-W Index for the month
of November, 1999; provided, however, that the annual rental for
the second (2nd) renewal term shall not be less than the annual
rental for the first (1st) renewal term of this Lease. The
formula for computing the annual rent for the second (2nd)
renewal term is as follows:
Annual Rent for Each = CPI-W Index for September, 2009 X $121,640
-------------------------------
Year of Second Renewal Term CPI-W Index for November, 1999
D. The rental for each lease year shall be payable in equal monthly
installments monthly in advance. All such rental and other
amounts payable by TENANT to LANDLORD hereunder shall be payable
and paid without relief from valuation or appraisement laws in
lawful money of the United States of America, together with
reasonable attorney's fees for collection (in case of default)
and together with interest at the prime rate charged by Citizens
Bank of Mid-America, Evansville, Indiana, plus Two percent (2%)
(at the time interest becomes due and payable).
E. The term "CPI-W Index", as used herein, shall mean the 1991
Revised Consumer Price Index for Urban Wage Earners and Clerical
Workers for all Items and Major Group Figures of the United
States Bureau of Labor Statistics 1982-84 = 100. In case
publication of the CPI-W Index of the United States Bureau of
Labor Statistics is discontinued, but is replaced by a new index
prepared and published by a department, bureau or agency of the
United States Government and which may be appropriately
converted for comparison with the above-mentioned Index, such
rental adjustment shall be made in the manner provided by said
governmental agency for conversion of one index to the other.
Exhibit (10.3)-p 5
6
II.
USE 0F PREMISES
The Leased Premises are leased and let unto TENANT for use by TENANT in
connection with the operation of its business as now or hereafter conducted;
provided, however, that the Leased Premises shall not be used for any purposes
in violation of any applicable law or ordinance.
III.
MAINTENANCE AND REPAIRS
The Leased Premises are accepted by TENANT in their present condition
and state of repair. LANDLORD shall have no obligation to maintain or repair the
Leased Premises.
The improvements, including the loading dock, upon said real estate
shall be kept in good order, operating condition and state of repair by TENANT
and shall also be maintained in a clean, sanitary and safe condition in
accordance with all directions, rules and regulations or applicable laws or
ordinances, all at TENANT'S sole cost and expense; and at the expiration of the
term or any extension of the term hereof, TENANT shall surrender the Leased
Premises in as good condition and state of repair as exists on the date of the
commencement of the term of this Lease, reasonable wear and tear, loss by fire
and other insured casualty excepted.
TENANT acknowledges the existence of a party wall on part of the
southern boundary of the Leased Premises and agrees to keeping said common wall
in good repair and to share one-half the expense of any repair or maintenance
required on such wall. TENANT also will take reasonable measures necessary to
provide appropriate security and to prevent access through said party wall.
IV.
ALTERATIONS
TENANT, at its sole cost and expense, may make such interior,
non-structural alterations of the improvements upon the Leased Premises as it
may desire. Alterations which would in any manner affect the structure of the
building shall be made only pursuant to the express written consent of LANDLORD.
TENANT shall have no right to cause or permit the imposition of any lien upon
the title to the Leased Premises, and TENANT undertakes and agrees to indemnify
and save LANDLORD harmless of and from any and all
Exhibit (10.3)-p 6
7
such liens or claims of liens and expenses in connection with or by reason of
any such lien or claim of lien.
V.
INSURANCE
During the term hereof, TENANT, at its sole cost and expense, shall
procure and maintain in full force and effect insurance upon and with respect to
the Leased Premises as follows:
A. Fire and extended coverage insurance, including earthquake
coverage, in amounts and written by insurance companies approved
by LANDLORD; and TENANT acknowledges that it has been informed
that LANDLORD may require such insurance to the full extent of
the replacement value of the improvements on the Leased
Premises; and
B. Liability insurance in the amount of not less than One Million
Two Hundred Fifty Thousand Dollars ($1,250,000.00) plus umbrella
liability coverage in the amount of Two Million Five Hundred
Thousand Dollars ($2,500,000.00), both with respect to injuries
to or the deaths of persons arising by reason of any one
occurrence and in the amount of One Hundred Twenty-Five Thousand
Dollars ($125,000.00) with respect to claims for damages to
property or with such other limits as shall be approved in
writing by LANDLORD, which insurance shall be maintained in
companies reasonably approved by LANDLORD. The above-mentioned
umbrella liability insurance may have a deductible feature in an
amount not more than Ten Thousand Dollars ($10,000.00) with
respect to each occurrence.
Both LANDLORD and TENANT shall be designated as named insureds in all
such policies in accordance with their respective interests. Copies of such
insurance policies and proof of payment of premiums shall be furnished to
LANDLORD, and evidence of renewal of such insurance from time to time shall be
furnished at least thirty (30) days prior to expiration of then current
policies. Each of such policies shall contain a provision that the same shall
not be canceled until at least fifteen (15) days after notice in writing by
certified mail to LANDLORD.
VI.
TAXES
Exhibit (10.3)-p 7
8
In addition to other amounts payable by TENANT to LANDLORD in accordance
with other provisions of this Lease, TENANT covenants and agrees to directly pay
or reimburse LANDLORD on account of all ad valorem taxes with respect to the
Leased Premises payable during the term or any extension of the term of this
Lease. In the year this Lease terminates, the ad valorem taxes with respect to
the Leased Premises shall be prorated on a calendar year basis with the TENANT
paying the prorated portion of the taxes assessed and payable the following year
for the period beginning January 1 of the year of termination through the date
of termination and the LANDLORD paying the prorated portion of the taxes for the
period from the date of termination through December 31 of the year of
termination. TENANT shall have the right to contest assessments and
reassessments of said real estate, all at TENANT'S sole cost and expense; but no
such contest shall in any manner jeopardize LANDLORD'S title to said real
estate.
VII.
OPTIONS TO EXTEND TERM
TENANT shall have and is hereby given and granted an option to extend
the term of this Lease for a period of five (5) years commencing November 1,
2004, which option may be exercised by TENANT, if TENANT is not in default
hereunder, by the giving of written notice of such election to LANDLORD not less
than twelve (12) months prior to the expiration of this Lease. In case said
option is exercised, the same terms, conditions, covenants and provisions of
this Lease applicable to the original five (5) year term shall apply to the
extended term, including, without limitation, the rental adjustment provisions
of Section I-B of this Lease. In addition, the insurance amounts referenced in
Section V-B shall be increased by such amount as LANDLORD and TENANT agree is
required to properly protect LANDLORD from liability arising out of TENANT'S use
of the Leased Premises. If LANDLORD and TENANT shall be unable to agree upon the
amount of increase in required liability insurance coverage, then the matter
shall be resolved through mediation proceedings to be held in Evansville,
Indiana, with each party paying one-half (1/2) of the cost thereof.
If TENANT shall have exercised the option granted by the preceding
grammatical paragraph, then TENANT shall have, and is hereby given and granted,
an additional option to extend the term of this Lease for a period of five (5)
years commencing November 1, 2009, which option may be exercised by TENANT, if
TENANT is not in default hereunder, by giving written notice of such election to
LANDLORD not less than twelve (12) months prior to the expiration of the first
(1st) five (5) year extended term of this Lease. In case such option is
exercised, the same terms, conditions, covenants and provisions of this Lease
applicable during the first (1st) five (5) year extended term shall apply to the
second (2nd) five (5) year extended term, including, without limitation, the
rental payable pursuant to the
Exhibit (10.3)-p 8
9
provisions of Section I-C of this Lease. In addition, the insurance amounts
referenced in Section V-B shall be increased by such amount as LANDLORD and
TENANT agree is required to properly protect LANDLORD from liability arising out
of TENANT'S use of the Leased Premises. If LANDLORD and TENANT shall be unable
to agree upon the amount of increase in required liability insurance coverage,
then the matter shall be resolved through mediation proceedings to be held in
Evansville, Indiana, with each party paying one-half (1/2) of the cost thereof.
VIII.
DAMAGE TO OR DESTRUCTION OF IMPROVEMENTS
In case the whole or any part of the improvements situated upon the
Leased Premises shall be partially or totally destroyed by fire or other insured
casualty during the term of this Lease, the same shall be restored by LANDLORD
without unnecessary delay; provided, however, that all proceeds of insurance
(required to be maintained by TENANT) shall be made available to LANDLORD for
such purposes and provided further that LANDLORD'S obligation hereunder shall
not exceed the amount of such insurance proceeds, and any excess of cost of
repair or restoration over the amount of such proceeds shall be paid and borne
by TENANT. LANDLORD shall complete any restoration of the Leased Premises
promptly, but in any event within six (6) months following the occurrence of the
casualty unless delayed for cause beyond LANDLORD'S control, including inclement
weather and acts of god. In the event of damage or destruction requiring major
restoration within six (6) months and LANDLORD has not been delayed by cause
beyond LANDLORD'S control, then in addition to any other remedy TENANT may have,
TENANT shall be entitled to a refund of that fractional portion of rentals paid
during such six (6) month period of which the numerator shall be the floor area
of the Leased Premises which was not used by TENANT during the six (6) month
period and the denominator shall be the total floor area of the Leased Premises.
Notwithstanding the foregoing, in case the damage or destruction occurs
during the last year of the initial term of this Lease and TENANT did not
previously exercise its option to extend the term of this Lease for an
additional five (5) year term or in case such damage or destruction occurs
during the last year of the first (1st) five (5) year extended term of this
Lease and TENANT has not previously exercised its right to further extend the
term of this Lease, then either LANDLORD or TENANT may terminate this Lease by
the giving of written notice to that effect to the other within thirty (30) days
following the date of the occurrence of such damage or destruction; and in case
of such termination all proceeds of insurance with respect to the improvements
upon the Leased Premises shall be paid to and shall be the property absolutely
of LANDLORD. In case of termination under the provisions of this Article, TENANT
shall be relieved of liability hereunder referable to the period of
Exhibit (10.3)-p 9
10
time subsequent to the date of such damage or destruction and prorated amounts
shall be refunded.
There shall be no abatement of rental on account of or by reason of
damage to or destruction of the Leased Premises unless this Lease is terminated
in accordance with the foregoing provisions of this Article.
IX.
EMINENT DOMAIN
In case the whole of the Leased Premises shall be taken by any public
authority under the power of eminent domain or conveyed by LANDLORD under the
threat of such taking, the term of this Lease shall cease from the date the
possession of the Leased Premises is required for the public purpose for which
the same is taken or conveyed. In case a part of the Leased Premises shall be
taken by any public authority under the power of eminent domain or conveyed by
LANDLORD under the threat of such taking and such taking is not such as to
destroy the usefulness of the Leased Premises for the operation of TENANT'S
business thereon, this Lease shall remain in full force and effect and there
shall be no reduction or abatement of rental. If, however, a partial taking does
destroy the usefulness of the Leased Premises for the purpose of operation of
TENANT'S business thereon, TENANT shall have the right, exercisable by the
giving of notice to LANDLORD within ten (10) days after TENANT has been notified
of such taking or conveyance, either to terminate this Lease or to continue in
the remainder of the Leased Premises under and pursuant to the terms and
provisions of this Lease.
For the purposes hereof the condemnation (or conveyance under threat
thereof) of land along the south side of the Leased Premises for purposes of
widening of Xxxxx Road shall not be cause for termination of this Lease so long
as TENANT is not deprived of access to the Leased Premises.
In case of a complete termination of this Lease under the circumstances
provided in this Article, the portion of any prepaid payments by LANDLORD to
TENANT or by TENANT to LANDLORD which is referable to a period of time
subsequent to such termination shall be refunded. XXXXXXXX agrees that he will
promptly xxxxxxx to TENANT copies of any notices served upon LANDLORD by any
public authority notifying LANDLORD of any proposed condemnation of any part of
the Leased Premises.
X.
UTILITY SERVICES
Exhibit (10.3)-p 10
11
TENANT undertakes and agrees to pay the cost of all utility services
desired or required by it in connection with its use and occupancy of the Leased
Premises, and all such utilities shall be separately metered to and billed to
TENANT. LANDLORD shall have no obligation with respect to or on account of the
furnishing of any utility services to the Leased Premises.
XI.
ASSIGNMENT AND SUBLETTING
After first securing the written consent of LANDLORD, which consent
shall not be unreasonably withheld or delayed, TENANT shall have the right to
assign this Lease or to sublet any part or all of the Leased Premises for any
lawful purpose, but no such assignment nor subletting shall release or discharge
TENANT of liability hereunder.
XII.
QUIET ENJOYMENT
If and so long as TENANT shall pay the rent and other payments payable
by it in accordance with the terms and provisions of this Lease and shall keep,
perform and observe all of the covenants and provisions hereof to be kept and
performed by TENANT, TENANT shall quietly enjoy the Leased Premises in
accordance with the terms and provisions of this Lease.
XIII.
REMEDIES
Neither this Lease nor any interest therein nor any estate hereby
created shall pass to any trustee, receiver or assignee for the benefit of
creditors or be otherwise transferable by operation of law.
The estate and term of TENANT shall cease in the event TENANT is
adjudicated a bankrupt or a receiver of its property is appointed. LANDLORD may
terminate this Lease by ten (10) days' written notice to TENANT upon the
happening of any one or more of the following events which shall be deemed a
default by TENANT and a breach of this Lease:
A. The making by TENANT of an assignment for the benefit of
creditors;
B. The levying of a writ of execution or attachment for or against
the property of
Exhibit (10.3)-p 11
12
the TENANT, unless the same is vacated, discharged or satisfied
within ten (10) days after written request by XXXXXXXX; or
C. The doing or permitting by TENANT of any act which creates a
mechanic's lien or a claim therefor against the Leased Premises,
if such lien or claim is not satisfied or discharged, or
indemnified against to LANDLORD'S satisfaction, within ten (10)
days after written notice by LANDLORD.
In case rental payable by TENANT to LANDLORD shall be and remain unpaid
for ten (10) days following written notice from LANDLORD to TENANT that the
rental has not been paid, TENANT shall violate or default in the performance of
any of the other covenants, agreements, stipulations or conditions herein set
forth to be kept and performed by TENANT and such violation or default shall
continue for a period of fifteen (15) days after written notice of such
violations or default without TENANT in good faith having commenced to rectify
the same with reasonable diligence, LANDLORD at his option may declare this
Lease terminated and canceled and may re-enter the Leased Premises, with or
without process of law, using such force as may be necessary to remove all
chattels therefrom and LANDLORD shall not be liable by reason of any such
re-entry. No such re-entry by LANDLORD shall constitute a waiver of TENANT'S
liability to LANDLORD on account of any breach of this Lease by TENANT.
In the event any party hereto shall be required to resort to litigation
for the purpose of enforcing against the other party any rights arising
hereunder and shall be successful in such litigation, the judgment in such
litigation shall include an allowance to the successful party for all such
party's costs and expenses including reasonable attorney's fees paid or incurred
in connection with such litigation.
In the event of the termination of this Lease for any cause or in the
event of the abandonment, vacation or surrender of the Leased Premises by
TENANT, any property of TENANT remaining in or upon the Leased Premises and not
removed by TENANT within thirty (30) days from and after such termination,
abandonment, vacation or surrender shall be deemed to have been permanently
abandoned and may be used or disposed of by LANDLORD in such manner as it shall
deem fit and proper under the circumstances without liability to TENANT. For
each day [not to exceed thirty (30) days] following the termination of the Lease
or TENANT'S abandonment, vacation or surrender of the Leased Premises which
TENANT permits its property to remain on the Leased Premises, TENANT shall pay
to LANDLORD a "storage fee" in an amount equal to the per diem rental payable by
TENANT to LANDLORD during the calendar month preceding such termination,
abandonment, vacation or surrender.
In the event any party hereto shall fail, refuse or neglect to do any
act or perform any
Exhibit (10.3)-p 12
13
covenant or agreement in this Lease contained and set forth to be done, kept and
performed by such party and such default shall not be cured or action commenced
in good faith within fifteen (15) days following written demand to the
defaulting party to rectify or cure such default, the other party hereto may do
such act or perform such covenant or agreement and shall be entitled to
reimbursement from the defaulting party to the extent of the costs and expenses
incurred together with interest at the prime rate as charged by Civitas Bank,
with offices in Evansville, Indiana, plus one percent (1%) (at the time such
interest is payable hereunder) from the date of the payment of any such costs or
expenses. If any such required reimbursement is not made promptly, the party who
shall have incurred such cost or expense may deduct the amount thereof from any
amounts accruing and payable to the defaulting party or may pursue any other
available remedy for the collection of such costs and expenses.
All rights and remedies herein enumerated shall be cumulative and the
enumeration of specific rights and remedies shall not preclude the exercise or
prosecution of any other right or remedy afforded by law, and such rights and
remedies may be exercised and enforced concurrently and whenever and as often as
the occasion therefor arises. The failure of any party to exercise any right or
remedy at a time when such party is entitled so to do shall not preclude such
party from exercising, or constitute a waiver of, such right or remedy with
respect to any continuing or other default or defaults of the other party or
parties hereto.
XIV.
NOTICES
Any notice required or permitted pursuant to the terms and provisions of
this Lease shall be deemed fully given or served only if transmitted by
certified mail or registered mail with return receipt requested, addressed to
TENANT at the Leased Premises and to LANDLORD at 00 X.X. Third Street, Suite
500, P. O. Box 3677, Evansville, Indiana 47735-3677. LANDLORD or TENANT may by
like written notice, at any time and from time to time, designate a different
address to which notices shall subsequently be transmitted to him or it, as the
case may be.
XV.
MISCELLANEOUS PROVISIONS
A. In case TENANT remains in possession of the Leased Premises with
the consent of LANDLORD after the expiration of this Lease and
without the execution of a new lease, it shall be deemed to be
occupying the Leased Premises as a tenant from month-to-month
subject to all the conditions, provisions, terms and obligations
of this Lease insofar as the same are
Exhibit (10.3)-p 13
14
applicable to a month-to-month tenancy.
B. TENANT agrees to indemnify and save LANDLORD harmless against
any and all claims, demands, costs and expenses including
reasonable attorneys' fees arising from or connected with the
use and occupancy of the Leased Premises by TENANT and from and
against any act or negligence of TENANT, its agents,
contractors, servants, employees, invitees or licensees in or
about the Leased Premises.
C. LANDLORD shall have the right to enter upon the Leased Premises
at all reasonable times for the purpose of inspecting the same.
D. TENANT acknowledges that it is aware that LANDLORD is composed
of the Trustee of an inter vivos trust and that the undersigned
Trustee of said trust executes this Lease solely in his capacity
as such Trustee and that said Trustee shall not have any
personal liabilities hereunder or otherwise as LANDLORD of the
Leased Premises.
E. Parking and use of parking areas will be subject to easement and
rights-of-way of record affecting title to the leased property,
and will be subject to the further understandings referenced in
Exhibit B of the Lease.
F. The terms, covenants and conditions hereof shall extend to and
be binding upon the respective successors and assigns of the
parties.
G. This Lease supersedes and replaces all prior existing leases
between the parties or any of them.
Exhibit (10.3)-p 14
15
IN WITNESS WHEREOF, XXXXXXXX has hereunto set his hand and seal and
TENANT has caused the execution hereof by its duly authorized officers, all as
of the day and date first above written.
-------------------------------------------
XXXXXXX X. XXXXXX, SUCCESSOR TRUSTEE
U/A DATED JULY 31, 1976, AND CREATING "THE
XXXXXXXXXXX FAMILY TRUST NO. 2"
"LANDLORD"
XXXXX & XXXXXXXXXXX CO., INC.
BY:
---------------------------------------
ITS:
---------------------------------------
ATTEST:
--------------------------------
SECRETARY
"TENANT"
STATE OF INDIANA )
) SS:
COUNTY OF VANDERBURGH )
Before me, the undersigned, a Notary Public in and for said County and
State, personally appeared the within-named XXXXXXX X. XXXXXX, AS SUCCESSOR
TRUSTEE U/A DATED JULY 31, 1976 AND CREATING "THE XXXXXXXXXXX FAMILY TRUST NO.
2" and acknowledged the execution of the above and foregoing Lease.
WITNESS my hand and notarial seal this ________ day of ________________,
1999.
My County of Residence __________________________________________________
Exhibit (10.3)-p 15
16
is Vanderburgh County, Notary Public
State of Indiana and ________
My Commission Expires: --------------------------------
----------------------- (Printed)
STATE OF INDIANA )
) SS:
COUNTY OF VANDERBURGH )
Before me, the undersigned, a Notary Public in and for said County and
State, came XXXXX & XXXXXXXXXXX CO., INC., an Indiana corporation, by
____________________, its _________________, and its Secretary, who as such
officers, respectively, acknowledged for and on behalf of said corporation the
execution of the above and foregoing Lease.
WITNESS my hand and notarial seal this ________ day of ________________,
1999.
My County of Residence
-----------------------------------
is Vanderburgh County, Notary Public
State of Indiana and
My Commission Expires:
-----------------------------------
----------------------------- (Printed)
Exhibit (10.3)-p 16
17
EXHIBIT A
LEGAL DESCRIPTION OF
STRUCTURAL IMPROVEMENTS
LEASED BY XXXXX & XXXXXXXXXXX CO., INC.
DESCRIPTION OF XXXXX & XXXXXXXXXXX OFFICE BUILDING
Part of the Southwest Quarter of the Southeast Quarter of the Northeast Quarter
and part of the Southeast Quarter of the Southwest Quarter of the Northeast
Quarter, all in Section Ten (10), Township Six (6) South, Range Ten (10) West,
more particularly described as follows:
Commencing at the Southwest corner of the Southwest Quarter of the Southeast
Quarter of the Northeast Quarter of said Section Ten (10), thence South 89
degrees 13 minutes East along the South line of said quarter quarter section a
distance of 140 feet; thence North 0 degrees 47 minutes East a distance of
410.11 feet; thence North 89 degrees 14 minutes 38 seconds West a distance of
Ten and two tenths (10.2) feet to a point in the center line of the North wall
of the metal building occupied by Qualex and the South wall of the building
occupied by Xxxxx & Xxxxxxxxxxx; thence continue North 89 degrees 14 minutes 38
seconds West along the centerline of said wall, for 148.25 feet to the Northwest
corner of the Qualex building; thence continue North 89 degrees 14 minutes 38
seconds West for 67.96 feet; thence North 00 degrees 47 minutes East for 9.0
feet; thence North 89 degrees 14 minutes 38 seconds West for 22.0 feet; thence
North 00 degrees 47 minutes East for 110.85 feet; thence South 89 degrees 14
minutes 38 seconds East for 333.89 feet; thence South 00 degrees 47 minutes West
for 119.85 feet; thence North 89 degrees 14 minutes 38 seconds West for 95.68
feet to the place of beginning.
Exhibit (10.3)-p 17
18
EXHIBIT B
COMMON AREAS
The Xxxxxxxxxxx Family Trust, Xxxxxxx X. Xxxxxx, Successor Trustee, U/A dated
June 1, 1970, executed by Xxxxxx Xxxxxxxxxxx, as Trustor, and Xxxxxxxxxxx Family
Trust No. 2, Xxxxxxx X. Xxxxxx, Successor Trustee, U/A dated July 31, 1976,
executed by Xxxx Xxxx Xxxxxxxxxxx, as Trustor, and the Xxxx X. Xxxxxx Xxxxx,
Xxxxxxx X. Xxxxxx, Successor Trustee, U/A dated September 29, 1980, executed by
Xxxx X. Xxxxxx, as Trustor, own certain real estate and improvements described
as follows:
DESCRIPTION
Part of the Southwest Quarter of the Northeast Quarter and part of the Southeast
Quarter of the Northeast Quarter of Section Ten (10), Township Six (6) South,
Range Ten (10) West in Vanderburgh County, Indiana, more particularly described
as follows:
Beginning at the Southeast corner of the Southwest Quarter of the
Northeast Quarter of said section in Xxxxx Road; from said place of
beginning thence North Eighty-Nine (89) degrees twelve (12) minutes
West, along the South line of said quarter quarter section, in Xxxxx
Road, for one hundred twenty-four (124.0) feet; thence North zero (00)
degrees six (06) minutes West for six hundred fifty-nine and
twenty-three hundredths (659.23) feet; thence South eighty-nine (89)
degrees, twenty-one (21) minutes, thirty (30) seconds East for five
hundred forty-two and eighteen hundredths (542.18) feet; thence South
zero (00) degrees twenty-five (25) minutes, forty-two (42) seconds West
for six hundred sixty and fifty-three hundredths (660.53) feet to a
point in Xxxxx Road on the South line of the Southeast quarter of the
Northeast quarter of Section Ten (10), Township Six (6) South Range Ten
(10) West thence North eighty-nine (89) degrees thirteen (13) minutes
West along the South line of said quarter quarter section in Xxxxx Road
for four hundred twelve and eight hundredths (412.08) feet to the place
of beginning and containing a gross area of 8.167 acres and a net area
of 7.798 acres exclusive of the thirty (30) feet of right-of-way off the
South side thereof for Xxxxx Road.
The above described real estate is subject to all easements of record.
Exhibit (10.3)-p 18
19
Xxxxxxxxxxx Family Trust No. 2 owns certain structural improvements described in
Exhibit A of the Lease with Xxxxx & Xxxxxxxxxxx Co., Inc. effective beginning
November 1, 1999. The Xxxxxxxxxxx Family Trust and the Xxxx X. Xxxxxx Trust own
certain structural improvements described in Exhibit C currently leased to
Qualex, Inc. effective beginning November 1, 1991.
All of the real estate described in this Exhibit B, except for the structural
improvements described in Exhibit A and Exhibit C of this Lease shall constitute
the "Common Area" which area is included in this Lease and is available for the
TENANT'S use as parking, ingress, egress, loading and other vehicular activity
associated with the TENANT'S business purposes, subject to the following:
1.All easements and rights of way of record affecting the title to the
Leased Premises;
2. Of the two hundred and forty-two (242) parking spaces available,
forty-two (42) will be for the use of TENANT and two-hundred
(200) will be available for the occupants of the improvements
leased from the Xxxxxxxxxxx Family Trust and The Xxxx X. Xxxxxx
Trust. Seven (7) of the above referenced forty-two (42) spaces
will be located on the southern border, east end of the
improvements described in Exhibit A;
3. All costs of maintenance or replacement of the surface of the
combined parking areas shall be paid for by TENANT at the rate
of seventeen and thirty-five one hundredths percent (17.35%),
and the same percentage will apply to other costs associated
with the "Common Area";
4. Notwithstanding 3. above, TENANT will have exclusive use and
responsibility for maintenance and repair of the loading dock
located on the southern border, west-end, of its leased
improvements. The occupant of the improvements leased from the
Xxxxxxxxxxx Family Trust and The Xxxx X. Xxxxxx Trust will have
like usage and responsibilities for the loading dock located on
the western border of their leased improvements.
Exhibit (10.3)-p 19
20
EXHIBIT C
LEGAL DESCRIPTION OF
STRUCTURAL IMPROVEMENTS
LEASED BY QUALEX, INC.
DESCRIPTION OF QUALEX BUILDING
Part of the Southwest Quarter of the Southeast Quarter of the Northeast Quarter
and part of the Southeast Quarter of the Southwest Quarter of the Northeast
Quarter, all in Section Ten (10), Township Six (6) South, Range Ten (10) West,
more particularly described as follows:
Commencing at the Southwest corner of the Southwest Quarter of the Southeast
Quarter of the Northeast Quarter of said Section Ten (10); thence South 89
degrees 13 minutes East along the South line of said quarter quarter section a
distance of 140 feet; thence North 0 degrees 47 minutes East, a distance of
59.41 feet; thence North 89 degrees, 15 minutes 15 seconds West for 10.2 feet to
the Southeast corner of a metal building; thence North 0 degrees 47 minutes
East, along the East wall of a metal building for 350.7 feet to the center of
the North wall of a metal building; thence North 89 degrees 14 minutes 38
seconds West along the centerline of said wall, for 148.25 feet; thence South 00
degrees 47 minutes West along the West wall of a metal building, for 200.0 feet;
thence North 89 degrees 15 minutes 15 seconds West, along said wall for 2.23
feet; thence South 00 degrees 47 minutes West, along the said West wall, for
150.20 feet to the Southwest corner of the building; thence South 89 degrees 15
minutes 15 seconds West, along the South side of the metal building for the
150.5 feet to the place of beginning.
Exhibit (10.3)-p 20
