EX-10.45
WAREHOUSE LEASE AGREEMENT
This Warehouse Lease Agreement ("Agreement") was made and entered into on
October 1, 1993 by and between Nu Skin International, Inc. ("Lessee") a Utah
Corporation with a principal place of business at 00 Xxxx Xxxxxx Xxxxxx, Xxxxx,
Xxxx 00000 and Aspen Investments, Ltd. ("Lessor") a Utah Limited Partnership
with a place of business at 00 Xxxx Xxxxxx, Xxxxx, Xxxx 00000.
In consideration of the mutual covenants contained in this triple net lease
Agreement, the parties agree as follows:
1. Description of Premises: Lessor hereby leases to Lessee that part of the
premises located at 0000 Xxxxx 000 Xxxx, Xxxxx Xxxx, otherwise known as
the Annex (or old Wicat building) and more particularly described as:
The Lessors building and ground 160 feet East and West by 300 feet North
and South, located at 0000 Xxxxx 000 Xxxx, Xxxxx, Xxxx, together with
the use with Lessor of a 200 foot by 140 foot asphalt parking lot
located at the corner of 0000 Xxxxx 000 Xxxx, containing approximately
100 parking spaces.
And as set forth on Exhibit A (hereinafter referred to as the "Leased
Premises") attached hereto and incorporated herein by this reference for
the term and at the rental provided for in this Agreement.
2. Rental: In consideration of the lease of the Leased Premises, Lessee
shall pay Lessor a monthly rental of Seven Thousand Seven Hundred and
no/100 Dollars ($7,700.00) beginning on October 1, 1993 with succeeding
payments due on the first day of each month during the term of this
Agreement plus other charges as hereinafter set forth.
3. Term: This Agreement shall have a term of five (5) years commencing on
October 1, 1993 and shall renew automatically for like terms unless
otherwise terminated pursuant to this Agreement.
4. Use of Leased Premises:
4.1 The Leased Premises shall be used and occupied for the storage of
property and for whatever lawful business activities Lessee deems
necessary.
4.2 Lessee shall not store any items that Lessee possesses illegally
or items that are unlawful to be possessed. Lessee shall not
store any flammable, explosive, or dangerous material or illegal
drugs in the Leased Premises.
5. Access To Leased Premises by Lessor: Lessee shall, for the purpose of
storage or removal of any merchandise, goods, or other property in the
Leased Premises, be permitted easy and convenient passage at any and all
times, through any part of the abutting premises occupied or controlled
by Lessor.
6. Facilities of Lessor:
6.1 For the convenient moving of merchandise, goods, and other
property to or from the Leased Premises, Lessee may use, at no
extra cost, pulleys, scales or any other fixture or appliances
located in the Leased Premises.
6.2 Lessee may place any marks, signs, or other evidences of
possession in or on the Leased Premises or on the merchandise or
goods stored in the Leased Premises that Lessee may deem
necessary or desirable.
7. Entry in Leased Premises by Lessor: Lessor reserves the right to enter
the Leased Premises at any time to inspect the Leased Premises, perform
required maintenance and repairs, or make additions, alterations, or
modifications to any part of Leased Premises, and Lessee shall permit
Lessor to do so. Lessor may erect scaffolding, fences, and similar
structures, post relevant notices, and place movable equipment in
connection with making alterations, additions, or repairs, all without
incurring liability to Lessee for disturbance of quiet enjoyment of the
Leased Premises, or loss of use of the Leased Premises.
8. Repairs and Maintenance: Lessee shall maintain the Leases Premises and
keep such Leased Premises in good repair at Lessee's expense. Lessee
shall maintain and repair windows, doors, skylights, adjacent sidewalks,
the building front, and interior walls.
9. Utilities:
9.1 Lessee shall contract for all utility services required on the
Leased Premises in the name of Lessee and shall be liable for
payment for all services received. Lessor shall arrange and
grant all necessary easements to utility service suppliers to
facilitate installation, maintenance, and repairing of utility
services required by Lessee.
9.2 Toilet and washroom facilities for the use of the Lessee and
employees of Lessee are designated to be used in common with
Lessor and shall be maintained by lessee.
10. Insurance: Lessee shall, during the term of this Agreement and any other
period of occupancy of the Leased Premises, at Lessees's sole expense,
maintain a reasonable amount of insurance on the Leased Premises and its
property stored therein.
11. Taxes and Other Charges: Lessee shall pay and discharge when due, as
part of the rental of the Leased Premises all property, state,
municipal, and local taxes assessments, levies and other charges,
general and special, ordinary and extraordinary, of whatever name,
nature, and kind that are or may be during the term of this Agreement or
any renewal, beginning with 1994, levied assessed, imposed, or charged
on the land or the Leased Premises, or on improvements now on or after
the date of this Agreement to be built or made on the Leased Premises.
12. Termination of Lease: Either party may terminate this Agreement for any
reason upon 30 days prior written notice to the other.
13. Entire Agreement: This Agreement shall constitute the entire agreement
between the parties. Any prior understanding or representation preceding
the date of this Agreement shall not be binding on either party except
to the extent incorporated in this Agreement.
14. Governing law. The validity of this Agreement and the interpretation and
performance of all of its terms shall be governed by the substantive and
procedural laws of the State of Utah. Each party expressly submits and
consents to exclusive personal jurisdiction and venue in the courts of
Utah County, State of Utah or in any Federal District Court in Utah.
15. Alternative Dispute Resolution (ADR): In the event of a dispute between
the parties arising out of or related to this Agreement the parties
shall set up an initial negotiation meeting to negotiate, in good faith,
a settle the dispute. If, within thirty (30) days after such meeting,
the parties have not succeeded in settling the dispute, they shall
submit the dispute to mediation in accordance with the procedures of a
mutually acceptable neutral ADR provider not affiliated with either
party. If the parties are not successful in settling the dispute within
thirty (30) days after the mediation session, then the dispute shall be
submitted to binding arbitration under a mutually agreed to organization
not affiliated with either party.
IN WITNESS WHEREOF, the parties have caused this Agreement to be signed as of
the date first above written.
NU SKIN INTERNATIONAL, INC.
By: /s/Xxxxxxx X. Xxxxx
Name: Xxxxxxx X. Xxxxx
Its: General Counsel
ASPEN INVESTMENTS, Ltd.
By: /s/Xxxxx Halls
Name:Xxxxx Halls
For: Nu Skin International, Inc., The General Partner of Aspen Investments, Ltd.
Its: Vice President
