EXHIBIT 10.14(a)
THIS LEASE AGREEMENT (hereinafter called the "Lease"), made this 22nd day
of September, 1987, by and between CHESTERFIELD PLAZA JOINT VENTURE thereinafter
called "Landlord") and CHESAPEAKE FEDERAL SAVINGS & LOAN ASSOCIATION
(hereinafter called "Tenant").
WITNESSESTH: That in consideration of the rents, covenants and agreements
contained herein, Landlord hereby leases to Tenant and Tenant hereby rents from
Landlord the premises containing approximately 1,260 square feet, which premises
are outlined in red on Schedule "A" attached hereto and made a part hereof
(hereinafter called the "Premises"), located within that Shopping Center known
as Chesterfield Plaza (thereinafter called the "Shopping Center") located at
0000 X Xxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxx, Xxxxxxxx 00000, for the term, upon the
rentals, and subject to the terms and conditions hereinafter set forth as
follows, namely:
Plans and SECTION 1. The premises leased, hereinafter called the
Specifications "Premises" shall be erected by Landlord in accordance with the
aforesaid plans and outline specifications attached hereto and
hereby made a part hereof. All work over and above that set
forth in said plans and specifications which may be necessary
to outfit the Premises for Tenant's occupancy or for the
operation of Tenant's business therein is the responsibility of
Tenant, and shall be performed by Tenant at its own costs and
expense.
Tenant covenants and agrees to submit to Landlord within
thirty days from the date of this Lease, for Landlord's
approval, plans and specifications describing the fixtures to
be installed by Tenant and the other work to be performed by
Tenant in outfitting the Premises for the conduct of its
business therein. Tenant covenants and agrees not to do any
fixturing or other work in or to the Premises except as set
forth in such plans and specifications as may be approved by
Landlord in writing upon submission thereof by Tenant, as
heretofore provided, or such as may be approved by Landlord in
writing from time to time thereafter. Landlord covenants and
agrees that its approval of the plans and specifications to be
submitted by Tenant will not be unreasonably withheld.
Term SECTION 2.(a) The term of this Lease shall commence on the
earlier to occur of (1) the thirtieth day following the day
Landlord served upon Tenant a certificate of a Partner of
Landlord certifying that the premises are substantially
completed, or (2) the opening by Tenant of its business in the
Premises; and shall be for a period of Five (5) years, plus the
part of the month, if any, from the date of the commencement of
the term to the first day of the first full calendar month of
the term. Each of the parties hereto agrees, upon the request
of either made on or after the commencement of the term,
promptly to execute, acknowledge and deliver an instrument in
recordable form setting forth the dates of commencement and the
end of the term.
(b) Tenant's occupancy of the Premises shall
constitute acceptance of said Premises by it and an
acknowledgement by it that said Premises are in the condition
called for in said plans and specifications.
(c) During the thirty day period following the
mailing of the certificate of Landlord that said Premises are
substantially completed (and prior thereto, provided Landlord's
construction activities are not thereby impeded or hindered),
Tenant shall at its own risk be permitted to enter the Premises
without payment of rent for the purpose of installing its store
fixtures and stock of merchandise within said Premises.
(d) If the Premises shall not be substantially
completed by the later of the two following dates, that is, (i)
December 31, 1987, (the "outside completion date"), or (ii) the
expiration of such period after the outside completion date as
shall equal the aggregate period of delay, if any, in
construction of the Premises due to any labor dispute,
inability to obtain material or labor on reasonable terms, or
any cause whatever (including Tenant's failure to supply
necessary data or instructions) not due to the fault of
Landlord, the Tenant shall have the right to cancel this Lease
by giving written notice of cancellation to Landlord within
twenty days after such later date, but in no event after
substantial completion of the Premises, which notice shall be
effective when given. Landlord agrees that it will give written
notice to Tenant not later than thirty days prior to such
outside completion date of the aggregate period of delay, as
aforesaid, encountered to the date of such notice. Under no
circumstances shall Landlord be liable to Tenant in damages for
any delay in commencing or completing the Premises, or for a
total failure to complete the same; and in the event of
cancellation of this Lease in accordance with the foregoing
provisions of this subparagraph (d), neither party shall
thereafter be under any liability to the other with respect to
this Lease and the relations of the parties shall be the same
as if this Lease had never been made.
Use Of SECTION 3. (a) The Premises shall be used and occupied for
Premises the following purposes and none other:
For all of the normal activities of a Federal savings and
loan association.
(b) As one of the inducements for making this Lease,
Tenant hereby covenants and agrees to occupy the Premises
promptly after the commencement of the term of this Lease and
thereafter continuously during the said term, to conduct in
said Premises the business permitted in paragraph (a) during
hours recognized in the trade as normal and customary for such
type of business, to keep in stock in the Premises a full and
ample line of merchandise for the purpose of carrying on the
business permitted in
2
paragraph (a), to maintain an adequate sales force at all times
to serve properly all customers, and to generally take all such
action in good faith and in such manner as will assure the
transaction of the maximum volume of business in the Premises.
Tenant will not use, permit suffer the use of the Premises for
any other business than that hereinabove stated or for
residential purposes and will not use or permit any use of the
Premises except in a manner consistent with general high
standards of merchandising. Tenant will not permit, allow or
cause any public or private auction sales to be conducted on or
from the Premises. Tenant will conduct business on the Premises
only in the name of "Chesapeake Federal Savings & Loan
Association" and under no other name or trade name unless and
until the use of some other name is approved in writing by
Landlord.
Rent SECTION 4. (a) Tenant covenants and agrees to pay to
Landlord, as rental for the Premises, the following namely:
(1) A minimum rental at the rate of Eighteen Thousand Nine
Hundred ($18,900) Dollars for/year one of this Lease, payable
in equal monthly installments of One Thousand Five Hundred
Seventy Five ($1,575) Dollars each*, in advance on the first
day of each calendar month without any set-off or deduction
whatsoever. If the term of this Lease shall commence on a date
other than the first day of a month, the minimum rental for the
period from the date of commencement of the term to the first
day of the first full calendar month of the term shall be
prorated and shall be payable on the first day of the term.
Landlord hereby acknowledges receipt from Tenant of the sum of
$1,575 Dollars representing prepaid rent for the first month of
the lease term.
The minimum rental for year two of this Lease shall be
Nineteen Thousand Eight Hundred Forty Five Dollars ($19,845)
payable in equal monthly installments of One Thousand Six
Hundred Fifty Three Dollars and Seventy Five Cents ($1,653.75),
the minimum rental for year three of this Lease shall be Twenty
Thousand Eight Hundred Thirty Seven Dollars Twenty Five Cents
($20,837.25) payable in equal monthly installments of One
Thousand Seven Hundred Thirty Six Dollars and Forty Four Cents
($1,736.44), the minimum rental for year four of this Lease
shall be Twenty One Thousand Eight Hundred Seventy Nine Dollars
and Eleven Cents ($21,879.11) payable in equal monthly
installments of One Thousand Eight Hundred Twenty Three Dollars
and Twenty Six Cents ($1,823.26), the minimum rental for year
five of this Lease shall be Twenty Two Thousand Nine Hundred
Seventy Three Dollars and Six Cents ($22,973.06) payable in
equal monthly installments of One Thousand Nine Hundred
Fourteen Dollars and Forty Two Cents ($1,914.42).
Quiet SECTION 5. (a) Landlord hereby covenants and agrees that
Enjoyment so long as Tenant complies with all the terms, covenants, and
provisions of this Lease,
3
Tenant shall have the peaceful and quiet use of the Premises
without let or hindrance on the part of Landlord and Landlord
shall warrant and defend Tenant in such peaceful and quiet use
and possession against the claims of all persons claiming by,
through or under Landlord.
Subordination (b) Tenant's rights under this Lease are, however,
and shall always be subordinate to the operation and effect of
any ground lease or mortgage, deed or trust or similar security
instrument (thereinafter collectively called "Security
Instrument") now or hereafter placed upon the land or buildings
of which the Premises are a part, or any part thereof, by
Landlord or any renewal, modification, consolidation,
replacement or extension of any such Security Instrument,
unless such secured party elects to have Tenant's interest
hereunder superior to the lien of such Security Instrument;
this clause shall be self-operative and no further instrument
of subordination shall be required. In confirmation of such
subordination, Tenant shall execute promptly any certificate
that Landlord may request. Tenant hereby constitutes and
appoints Landlord as Tenant's attorney-in-fact to execute any
such certificate or certificates for and on behalf of Tenant.
(c) Tenant agrees, at any time, and from time to
time, upon not less than ten days' prior written request by
Landlord, to execute, acknowledge and deliver to Landlord a
statement in writing certifying the commencement and
termination dates of the term of this Lease, that this Lease is
unmodified and in full force and effect (or if there have been
modifications, that this Lease is in full force and effect as
modified and stating the modifications), and the dates to which
rent and other charges have been paid, it being intended that
any such statement delivered pursuant to this provision may be
relied upon by any prospective purchaser of Landlord's interest
or holder of a Security Instrument or assignee of any Security
Interest upon Landlord's estate in the Premises.
Parking Areas SECTION 6. (a) During the term of this Lease, customers of
Tenant shall be entitled to the non-exclusive use, free of
charge, but in common with others, of the driveways, footways
and parking areas from time to time existing within the
Shopping Center, provided that such use shall be subject to
such rules and regulations as Landlord may from time to time
prescribe governing the same; and provided further that
Landlord shall at all times have full and exclusive control,
management and direction of said driveways, footways and
parking areas. Landlord shall further have the right to police
the same and from time to time to change the arrangement,
location, layout and arrangement thereof; to restrict parking
by tenants, their officers, agents and employees; to designate
employee parking areas; to construct surface, subterranean or
elevated parking areas and facilities; to establish and from
time to time change the level of said parking areas and
facilities; to close temporarily all or any portion of the
parking areas or facilities; to discourage non-customer
parking; and to do and perform such other acts in and to such
4
areas as, in the use of good business judgment, Landlord shall
determine to be advisable in order to improve or make more
convenient the use thereof by tenants, their officers, agents,
employees and customers. It is furthermore understood and
agreed that Landlord may from time to time reduce such parking
areas, driveways and footways by erecting thereon store
buildings or other structures or improvements of any kind,
including, but not limited to, extensions to any buildings
erected in the Shopping Center; provided that there shall at
all times be provided parking space for not less than 285
passenger automobiles.
(b) Tenant agrees to require its officers, employees
and agents to park their automobiles only in the area within
the Shopping Center parking lot which is designated by Landlord
for employee parking. In the event Tenant or Tenant's officers,
employees or agents park in an area other than such designated
employee parking area, Landlord shall have the right to tow
away any such automobile and to charge Tenant with the towing,
storage and all other costs incurred, payable within five days
after submission of a written statement by Landlord to Tenant
setting forth such costs.
(c) Landlord covenants and agrees that it will at its
own cost provide reasonable illumination for the aforesaid
driveways, footways and parking areas, and that it will keep
the same in reasonable repair and reasonably free of litter and
snow.
Assignment SECTION 7. (a) Tenant covenants and agrees not to assign
And Subletting this Lease in whole or in part, nor to sublease all or any part
of the Premises nor permit other persons to occupy the Premises
or any part thereof, nor to grant any license or concession for
all or any part of the Premises, without the written consent of
Landlord in each instance first had and obtained. Any consent
by Landlord to an assignment or subletting of this Lease shall
not constitute a waiver of the necessity of such consent as to
any subsequent assignment or subletting. An assignment for the
benefit of Tenant's creditors or otherwise by operation of law
shall not be effective to transfer or assign Tenant's interest
under this Lease unless Landlord shall have first consented
thereto in writing.
(b) In the event Tenant desires to assign this Lease
or to sublease all or any substantial portion of the Premises,
Landlord shall have the right and option to terminate this
Lease, which right or option shall be exercisable by written
notice from Landlord to Tenant within thirty (30) days from the
date Tenant gives Landlord written notice of its desire to
assign or sublease.
Repairs SECTION 8. (a) Landlord covenants and agrees to keep and
maintain the roof and other exterior portions of the Premises
(exclusive of doors, windows, glass and other portions of the
store front of the premises) in repair,
5
provided that Tenant shall give Landlord written notice of the
necessity for such repairs, and provided that the damage
thereto shall not have been caused by Tenant, its agents,
employees, invitees or customers, in which event Tenant shall
be responsible therefor and shall promptly repair the same.
Except as expressly set forth in this subparagraph, Landlord
shall be under no liability for repair or maintenance of the
Premises, or any part thereof, nor shall Landlord be under any
liability to repair or maintain any electrical, plumbing,
heating, air-conditioning or other mechanical installation.
(b) Tenant covenats and agrees to keep the exterior
store front of the Premises and the entire interior of the
Premises, together with all electrical, plumbing, heating,
air-conditioning and other mechanical installations and
equipment used by, or in connection with, the Premises, in good
order and repair at its own expense and to promptly replace at
its own expense, any exterior or interior plate glass doors,
windows and mirrors which may be broken or damaged; and to
surrender the Premises at the expiration of the term in as good
condition as when received, ordinary wear and tear excepted.
Tenant will not overload the electrical wiring or plumbing and
will not install any additional electrical wiring or plumbing
unless it has first obtained Landlord's written consent thereto
and, if such consent is given, Tenant will install the same at
its own cost and expense. Tenant will repair promptly at its
own expense any damage to the Premises caused by bringing into
the Premises any property for Tenant's use, or by the
installation or removal of such property, regardless of fault
or by whom such damage shall be caused by Landlord, its agents,
employees, or contractors.
(c) In the event Tenant shall not proceed promptly
and diligently to make any repairs or perform any obligation
imposed upon it by the preceding subparagraph hereof within
forty-eight hours after receiving written notice from Landlord
to make such repairs or perform such obligation, then and in
such event, Landlord may it its option, enter the Premises and
do and perform the things specified in said notice, without
liability on the part of Landlord for any loss or damage
resulting from any such action by Landlord and Tenant agrees to
pay promptly upon demand any cost or expense incurred by
Landlord in taking such action.
(d) Tenant covenants and agrees to keep in force at
its own expense, at all times during the term of this lease,
plate glass insurance insuring the plate glass and mirrors, if
any, on the premises at their full insurable value in a policy
(the form of which is satisfactory to Landlord) issued by a
company aceptable to Landlord, amd covering both Tenant and
Landlord; Tenant further covenants and agrees to deposit said
policy of insurance, or a certificate thereof, with Landlord on
or before the commencement of the term of this Lease. If at any
time, Tenant does not comply with the covenants made in this
subparagraph (d), Landlord may, at its option, cause insurance
as aforesaid to be issued, and in such event, Tenant
6
agrees to pay all premiums for such insurance promptly upon
Landlord's demand.
Utilities SECTION 9. Tenant covenants and agrees to pay promptly
when due the charges for all utility services rendered or
furnished to the Premises, including but without limitation,
heat, Metropolitan District Charges, water, gas, electricity
and telephone, together with all taxes, levies or other charges
on such utilities. Tenant also agrees to pay promptly when due
all minor privilege taxes or charges or other similar taxes or
charges, levied or assessed against the Premises. If Tenant
defualts in the payment of any such charges or taxes, Landlord
may, at its option, pay the same for and on Tenant's account,
in which event Tenant shall promptly riemburse Landlord
therefor.
Tenant's SECTION 10. (a) Tenant covenants and agrees (1) that it
Operations will use, maintain and occupy the Premises, in a careful, safe
and proper manner, and will keep the appurtenances, including
adjoining sidewalks, in a clean and safe condition, and will
promptly clean the snow, ice and debris from said sidewalks and
appurtenances during the term of this Lease at its own expense;
(2) to keep the inside and outside of all glass in the doors
and windows of the Premises clean; (3) that it will not, withou
the prior written consent of Landlord, place or maintain any
merchandise or other articles in any vestibule or entry to the
Premises, on the sidewalks adjacent thereto, or elsewhere on
the exterior thereof; (4) that it will maintain the Premises at
its own expense in a clean, orderly and sanitary condition,
free of insects, rodents, vermin and other pests; (5) that it
will not permit undue accumulations of garbage, trash, rubbish
and other refuse, but will remove the same at its own expense,
and will keep such refuse in proper containers within the
interior of the Premises until called for to be removed; (6)
that it will not use, nor permit nor suffer the use of any
apparatus or instruments for musical or other sound
reproduction or transmission in such manner that the sounds
emanating therefrom or caused thereby shall be audible beyond
the interior of the demised premises; (7) that it will not
receive or ship articles, fixutres, or merchandise of any kind,
except from that portion of the Premises which Landlord
designates for such purposes; (8) that it will light the show
windows of the Premises and Tenant's exterior signs each and
every day during the term of this Lease to the extent which
Landlord shall require until 10 o'clock P.M.; and (9) that it
will conduct its business in the Premises in all respects in a
dignified manner and in accordance with high standards of store
operation.
(b) Tenant covenants and agrees not to make any
alterations, additions or improvements to the store front of
the Premises and not to make any structural alterations to the
Premises, or any part thereof, without Landlord's prior written
consent in each instance first had and obtained; and Tenant
agrees that any alterations, additions or improvements made by
it shall immediately become the property of Landlord and shall
remain upon the premises in the absence of any agreement to the
contrary;
7
provided, however, that Landlord shall have the right to
require the restoration of the Premises to their original
condition, in which event Tenant agrees to comply with such
requirement prior to the expiration of other termination of
this Lease. Tenant further agrees that it will not cut or drill
into or secure any fixtures, apparatus or equipment of any kind
in or to any part of the Premises without first obtaining
Landlord's written consent.
(c) Tenant covenants and agrees not to place, or
suffer to be placed, or maintain, any sign, billboard, marquee,
awning, decoration, placard, lettering, advertising matter or
other thing of any kind, whether permanent or temporary, on the
exterior of the Premises or on the glass or any window or door
of the Premises, without first obtaining Landlord's written
approval thereof. Tenant further agrees to maintain any sign,
billboard, marquee, awning, decoration, placard, lettering or
advertising matter or other thing of any kind as may be
approved by Landlord in good condition and repair at all times.
(d) Tenant will install and maintain at all times,
subject to the other provisions of this subparagraph, displays
or merchandise in the show windows (if any) of the Premises.
Tenant covenants and agrees that all articles and the
arrangement, style, color and general appearance thereof in the
show windows and in the interior of the Premises, which shall
be visible from the exterior thereof, including, but not
limited to, window displays, advertising matter, signs,
merchandise, store fixtures, painting and decorations, shall be
maintained subject to the approval of Landlord.
(e) Tenant covenants and agrees to execute and comply
with all laws, rules, orders, directions and requirements of
all governmental departments, bodies, bureaus, agencies and
officers, and with all rules, directions, requirementions and
recommendations of the local board of fire underwriters and the
fire insurance rating organizations having jurisdiction over
the area in which the Premises are situated, in any way
pertaining to the Premises or the use and occupancy thereof. In
the event Tenant shall fail or neglect to comply with any of
the aforesaid laws, rules, orders, directions, requirements or
recommendations, Landlord or its agents may enter the Premises
and take all such action and do all such work in or to the
Premises as may be necessary in order to cause compliance with
such laws, rules, orders, directions, requirements or
recommendations, and and Tenant covenants and agrees to
reimburse Landlord promptly upon demand for the expense
incurred by Landlord in taking such action and performing such
work. Tenant further covenants and agrees not to do or suffer
to be done, or keep or suffer to be kept anything in, upon or
about the Premises which will contravene Landlord's policies
insuring against loss or damage by fire or other hazards,
including, but not limited to, public liability or which will
prevent Landlord from procuring such policies in companies
reasonably acceptable to Landlord; and if anything done,
omitted to be done or suffered to be done by Tenant, or
8
kept, or suffered by Tenant to be kept, in, upon or about the
Premises shall cause the rate of fire or other insurance on the
Premises, or other property of Landlord, in companies
reasonably acceptable to Landlord, to be increased beyond the
minimum rate from time to time applicable to the Premises, or
any adjoining stores or to other property of Landlord for the
use or uses made thereof, Tenant will pay the amount of such
increase promptly upon Landlord's demand.
(f) Tenant covenants and agrees that if any
mechanics' or materialmen's lien or orther lien shall be filed
against the Premises, or any other part of the Shopping Center,
by reason of or arising out of any labor or material furnished
or alledged to have been furnished, to or for the Premises or
any occupant thereof, or for or by reason of any change,
alteration or addition made by Tenant thereto, Tenant shall in
any such events, cause the same to be cancelled and discharged
of record by bond or otherwise as allowed by law, at Tenant's
expense, within five days after the filing thereof; and Tenant
shall also defend on Landlord's behalf, at Tenant's sole cost
and expense, any action, suit or proceeding which may be
brought thereon or for the enforcement of any such lien, and
Tenant will pay any damages and satisfy and discharge any
judgment entered thereon and save Landlord harmless from any
claim or damage resulting therefrom. If at any time Tenant does
not comply with the covenants made in this subparagraph,
Landlord may, at its option, after giving Tenant three (3) days
prior written notice of its intention to do so, cause such lien
to be cancelled and discharged of record by bond or otherwise
as allowed by law, and Tenant shall pay all costs thereof,
including reasonable attorneys' fees, as additional rent,
payable with the next ensuing installment of minimum rent.
Roof and Walls SECTION 11. Landlord shall have the exclusive right to use
all or any part of the roof and rear and side walls of the
Premises for any purpose (except to advertise the business of a
particular tenant or a particular product); to erect additional
stores or other structures over all or any part of the
Premises; and to erect and maintain in connection with the
construction thereof, temporary scaffolds and other aids to
construction on the exterior of the premises, provided that
access to the interior of the Premises shall not be denied and
that there shall be no encroachment upon the Premises.
Radius SECTION 12. Tenant covenants and agrees that so long as
Restriction this Lease shall remain in effect, Tenant will not within a
radius of two miles of the Premises, either either directly or
indirectly own, operate or be financially interested in, either
by itself or with others, a business like, or similar to, or
bearing the name of, the business permitted to be conducted
under this Lease.
Public SECTION 13. (a) Tenant covenants and agrees to indemnify
Liability Landlord and and save it harmless from and against any and all
claims, actions, damages, liablity and expenses in connection
with loss of life,
9
personal injury or damage to property arising from or out of
Tenant's occupancy or use of the Premises or any part thereof,
or any other part of Landlord's property, or occasioned wholly
or in part by any act or omission of Tenant, its agents,
contractors or employees.
(b) Tenant will keep in force at its own expense
during the term of this Lease, public liability insurance with
respect to the Premises in companies acceptable to Landlord and
in a policy or policies, the form of which is or are
satisfactory to Landlord, covering both Landlord and Tenant,
with minimum limitations of Five Hundred Thousand Dollars
($500,000) on account of bodily injury to or on death of more
than one person as the result of any one accident or disaster,
and property damage insurance with minimum limitations of
Twenty-Five Thousand Dollars ($25,000.00); Tenant will deposit
the policy or policies of such insurance or certificates
thereof with Landlord on or before the commencement of the term
of this Lease. If at any time Tenant does not comply with the
covenants made in this subparagraph, Landlord may, at its
option, cause insurance as aforesaid to be issued, and in such
event. Tenant agrees to pay the premiums for such insurance
promptly upon Landlord's demand.
Taxes SECTION 14 (a) As used herein the following terms have
the following meanings:
(i) "Taxes" means all taxes, assessments (special or
otherwise), water or sewer service charges and other
governmental levies and charges of any and every kind, nature
and type whatsoever, ordinary and extraordinary, foreseen and
unforeseen, and substitutes therefore on the land and buildings
comprising the Shopping Center, including the levy, assessment
or imposition or any tax on real estate as such not now levied,
assessed or imposed.
Operating (ii) "Operating Costs" means all costs and expenses
Costs of every kind and nature incurred in connection with the
management, operation, maintenance, repair, redecorating or
refurbishing of the Shopping Center, including but not limited
to, costs and expenses incurred by Landlord in gardening,
landscaping, storm drainage and other utility systems, fire
protection and security services, if any, traffic control
equipment, repairs, parking lot striping, lighting, sanitary
control, removal of snow, trash, rubbish, garbage and other
refuse, depreciation on or rentals of machinery and equipment
used in such maintenance, the cost of personnel, if any, to
implement such services, and fifteen (15%) percent of all of
the aforegoing costs to cover Landlord's administrative and
overhead costs.
Insurance (iii) "Insurance" means the total premium cost of all
insurance carried by Landlord with respect to the shopping
center or any portion thereof, including but not limited to all
insurance insuring against loss
10
or damage due to fire or other casualty or cause, including but
not limited to, those risks covered under so-called extended
coverage endorsements or difference in risk endorsements, as
well as loss of rent insurance following a fire or other
insurable casulty covered by such policy or policies and public
liability and property damage insurance.
(b) Tenant covenants and agrees to pay as additional
rent Two and Four Tenths (2.4%) percent of Taxes, Operating
Costs and Insurance (as hereinabove defined) throughout the
entire term of this lease and any renewal term hereof.
(c) Landlord shall notify Tenant from time to time of
the amount which Landlord estimates will be the amount payable
by Tenant in accordance with paragraph (b) hereof; and Tenant
shall pay such amount to Landlord in equal monthly installments
in advance on or before the first day of each month. Such
payments shall not be added to the minimum rental payable
hereunder by Tenant for purposes of computing Tenant's
liability, if any, for percentage rental under this Lease.
Within a reasonable period of time following the end of each
rental year, Landlord shall submit to Tenant a statement
showing the Operating Costs, Taxes, and Insurance to be paid by
Tenant with respect to such year, the amount thereof
theretofore paid by Tenant, and the amount of the resulting
balance due thereon, or overpayment thereof, as the case may
be. Each such statement shall be final and conclusive between
the parties hereto, their successors and assigns, as to the
matters therein set forth if no objection is raised with
respect thereto within ninety (90) days after submission of
each such statement.
(d) Notwithstanding the foregoing provisions of this
Section 14, Landlord may require Tenant to pay the sums
referred to in paragraph (b) hereof in lump sum payments or in
quarterly or semiannual payments, provided Landlord gives
Tenant written notice that it has elected that Tenant shall
make such payments in such manner rather than on a monthly
basis as provided above.
Trade Fixtures SECTION 15. All trade fixtures installed by Tenant in the
Premises, other than improvements made by Tenant to the
Premises, shall remain the property of Tenant and shall be
removable from time to time and also at the expiration of the
term of this Lease or other termination thereof, provided
Tenant shall not at such time be in default under any covenant
or agreement contained in this Lease; otherwise such property
shall not be removable and Landlord shall have a lien on said
fixtures to secure itself against loss and damage resulting
from said default or defaults by Tenant.
Inspection of SECTION 16. Tenant covenants and agrees to permit
Premises Landlord, its agents, employees and contractors to enter the
Premises and all parts thereof at all reasonable times to
inspect the Premises and to enforce and carry out
11
any provision or provisions of this Lease.
Termination of SECTION 17. (a) The parties hereto covenant and agree that
Term this Lease and the tenancy hereby created shall cease and
determine at the end of the original term hereof without the
necessity of any notice from either Landlord or Tenant to
terminate the same, and Tenant hereby waives notice to remove
and agrees that Landlord shall be entitled to the benefit of
all provisions of law respecting the summary recovery of
possession of premises from a Tenant holding over to the same
extent as if statutory notice were given.
(b) Tenant covenants and agrees that for the period
of six months prior to the expiration of the term of this
Lease, Landlord shall have the right to display on the exterior
of the Premises the customary sign "For Rent" and that during
such period Landlord may show the Premises and all parts
thereof to prospective tenants between the hours of 9:00 A.M.
and 5:00 P.M. on any day except Sunday or any legal holiday on
which Tenant shall not be open for business.
Fire or Other SECTION 18. If the Premises shall be damaged by fire, the
Casualty elements, unavoidable accident or other casualty, but are not
thereby rendered untenantable in whole or in part, Landlord
shall promptly at its own expense cause such damage to be
repaired, and the rent shall not be abated; if by reason of
such occurrence, the Premises shall be rendered untenantable
only in part, Landlord shall promptly at its own expense cause
the damage to be repaired, and the minimum rent meanwhile shall
be abated proportionately to the portion of the Premises
rendered untenantable; if by reason of such occurrence the
Premises shall be renderd wholly untenantable: Landlord shall
promptly at its own expense cause such damage to be repaired,
and the minimum annual rent meanwhile shall be abated in whole,
unless within sixty days after said occurrence, Landlord shall
give Tenant written notice that it has elected not to
reconstruct the destroyed Premises, in which event this Lease
and the tenancy hereby created shall cease as of the date of
said occurrence, the minimum rental and the percentage rental
(if any) to be adjusted as of such date.
Eminent Domain SECTION 19. If the whole or any part of the Premises shall
be taken under the power of eminent domain, then this Lease
shall terminate as to the part so taken on the day when Tenant
is required to yield possession thereof, and Landlord shall
make such repairs and alterations as may be necessary in order
to restore the part not taken to useful condition; pending the
restoration by Landlord of the portion of the Premises so
taken, the minimum rental shall be reduced proportionately to
the portion of the Premises so taken. If the amount of the
Premises so taken is such as to substantially impair the
usefulness of said Premises for the purposes of which the same
are hereby leased, then either party shall have the option to
terminate this Lease as of the
12
date when Tenant is required to yield possession. The
compensation awarded for such taking, both as to Landlord's
reversionary interest and Tenant's interest under this Lease,
shall belong to and be the property of the Landlord; provided,
however, that the Landlord shall not be entitled to any portion
of the award made to Tenant for loss of Tenant's business or
for the cost of removal of its stock and Tenant's fixtures.
Additional SECTION 20. Whenever under the terms of this Lease any sum
Rent of money is required to be paid by Tenant in addition to the
rental herein reserved, whether such payment is to be made to
Landlord or to any other party, and such additional amount
which Tenant is to pay is not designated as "addtitional rent,"
or provision is not made for the collection of said amount as
"additional rent", then said amount shall nevertheless, at
Landlord's option, if not paid when due, be deemed "additional
rent", and shall be collectible as such with the first
insallment of minimum rent thereafter falling due hereunder.
Bankruptcy or SECTION 21. If any sale of Tenant's interest in the
Insolvency Premises shall be made under execution, or similar legal
process, or if Tenant shall be adjudicated a bankrupt or
insolvent, and such adjudication is not vacated within 10 days,
or if a corporate reorganization of Tenant or an arrangement
with its creditors shall be approved by a court under the
Federal Bankruptcy Act, or if Tenant shall make an assignment
for the benefit of creditors, or in any other manner, Tenant's
interest under this Lease shall pass to another by operation of
law, then and in any of said events, Landlord may, at its
option, reenter the Premises and declare this Lease and the
tenancy hereby created terminated.
Defaults and SECTION 22. (a) If the rent agreed to be paid, including
Remedies all other sums of money which under the provisions hereof may
be considered as additional rent, shall be in arrears in whole
or in part for five or more days, Landlord may distrain
therefor. If Tenant shall violate any covenant, including the
covenant to pay rent, made by it in this Lease and shall fail
to comply with said covenant within 15 days after being sent
written notice of such violation by Landlord, Landlord may, at
its option, reenter the premises and declare this Lease and the
tenancy hereby created terminated; and Landlord shall be
entitled to the benefit of all provisions of law respecting the
speedy recovery of lands and tenements held over by tenants or
proceedings in forcible entry and detainer. Tenant further
agrees, that notwithstanding such reentry, Tenant shall remain
liable for any rent or damages which may be due or sustained
prior thereto, and Tenant shall further be liable, at the
option of Landlord, for sums of money as liquidated damages for
the breach of any covenant to be calculated in one of the
following two methods which may be designated by Landlord in or
after said notice of termination: (i) Tenant shall pay to
Landlord the difference between the rent reserved under this
Lease for the balance of the term and the fair rental value of
the Premises for the
13
balance of the term to be determined as of the date of reentry;
or (ii) Tenant shall pay the amount of the rent reserved under
this Lease at the times herein stipulated for payment of rent
for the balance of the term, less any amount received by
Landlord during such period from others to whom the Premises
may be rented on such terms and conditions and at such rentals
as Landlord, in its sole discretion, shall deem proper.
(b) In the event Tenant fails to pay Landlord any
minimum or percentage rental payment due hereunder within ten
days from the date on which any such payment was due, Landlord
may at its option charge Tenant a late charge equal to 15% of
the rental payment in question, which late charge shall be
collectible as additional rent and shall be payable by Tenant
to Landlord within 10 days after written notice from Landlord
to Tenant assessing the same.
Remedies SECTION 23. No mention in this Lease of any specific right
Cumulative or remedy shall preclude Landlord from exercising any other
right or from having any other remedy or from maintaining any
action to which it may otherwise be entitled either at law or
in equity; and the failure of Landlord to insist in any one or
more instances upon a strict performance of any covenant of
Tenant under this Lease or to exercise any option or right
herein contained shall not be construed as a waiver or
relinquishment for the future of such covenant, right or
option, but the same shall remain in full force and effect
unless the contrary is expressly waived in writing by Landlord.
Injury From SECTION 24. Landlord shall not be liable for any injury or
Leakage, Etc. damage to persons or property resulting from falling plaster,
steam, gas, electricity, water, rain or snow which may leak or
issue from any part of the Premises or from pipes, appliances
or plumbing, or from sewers or the street or subsurface, or
from any other place, by dampness or other cause of whatsoever
nature.
Recording SECTION 25. In the event Landlord elects to record this
Lease or a Memorandum of this Lease, Tenant agrees to execute
said Memorandum of Lease, if Landlord so requests, and to pay
Landlord one-half the cost of all recording charges, including
revenue stamps and any transfer tax assessed at the time this
Lease or such Memorandum is recorded.
Taxes on SECTION 26. Tenant shall be responsible for and shall pay
Leasehold any taxes or assessments levied or assessed during the term of
this Lease against any leasehold interest of Tenant or personal
property or trade fixtures of Tenant of any kind, owned by
Tenant or placed in, upon or about the Premises by Tenant.
Successors And SECTION 27. Except as herein provided, this Lease and the
Assigns covenants and conditions herein contained shall inure to the
benefit of and be binding
14
upon Landlord, its successors and assigns, and shall be binding
upon Tenant, its successors and assigns, and shall inure to the
benefit of Tenant and only such assignees of Tenant to whom an
assignment by Tenant has been consented to in writing by
Landlord. In the event more than one person, firm or
corporation is named herein as Tenant, the liablity of all
parties named herein as Tenant shall be joint and several.
In the event Landlord's interest under this Lease is
transferred or assigned and written notice thereof is given to
Tenant, the Landlord herein named (or any subsequent assignee
or transferee of Landlord's interest under this Lease who gives
such notice to Tenant) shall automatically be relieved and
released from and after the date of such transfer or conveyance
from all liability hereunder except with respect to liability
to refund or return to Tenant any security deposit deposited by
Tenant with Landlord hereunder. Further, the liability of
Landlord, its successors and assigns, under this Lease shall at
all times be limited solely to Landlord's interset in the land
and improvements comprising the Shopping Center and in the
event the owner of Landlord's interest in this Lease is at any
time a partnership, joint venture or unincorporated
association, Tenant agrees that the members or partners of such
partnership, joint venture or unincorporated association shall
not be personally or individually liable or responsible for the
performance of any of Landlord's obligations hereunder.
Entire SECTION 28. This Lease contains the entire agreement
Agreement between the parteis hereto; and any agreement hereafter or
heretofore made shall not operate to change, modify, terminate
or discharge this Lease in whole or in part unless such
agreement is in writing and signed by each of the parties
hereto. Landlord has made no representations or promises with
respect to the Premises except as are herein expressly set
forth.
Security Section 29. [deleted]
Deposit
Notices Section 30. All notices from Tenant to Landlord, including
the payment of rent and other charges, required or permitted by
any provision in this Lease, shall be hand delivered or sent by
registered or certified mail, return reciept requested, to
Landlord at: 0000 Xxxxxxxxx Xxxx., Xxxxxxxxx, XX 00000
All notices from Landlord to Tenant so required or
permitted shall be hand delivered or sent by registered or
certified mail, return receipt requested, to Tenant at the
demised premises.
Either party may, at any time, or from time to time,
designate in writing a substitute address for that above set
forth, and thereafter all notices to such party shall be sent
in accordance with the above.
15
Captions Section 31. The captions in the margins of this Lease are
for convenience only and are not a part of this Lease.
Section 32. Renewal Option
Section 33. Commencement Date Agreement
Section 34. Sign Regulations
Exhibit A - Site Plan
Exhibit B - Specifications
Exhibit C - Floor Plan
16
IN WINTNESS WHEREOF, the parties hereto have executed this Lease under
their respective seals the day and year first above written.
WITNESS: CHESTERFIELD PLAZA JOINT VENTURE
/s/ Xxxxxxxxx X. Xxxxx By: /s/ Xxxxxx X. Xxxxxxx (Seal)
----------------------- -----------------------------------
Landlord
(Seal)
----------------------- --------------------------------------
CHESAPEAKE FEDERAL SAVINGS & LOAN ASSOCIATION
/s/ Xxxxxxxxx X. Xxxxx By: /s/ Xxxxxx Xxxxxx (Seal)
----------------------- -----------------------------------
Tenant
STATE OF MARYLAND, CITY OF BALTIMORE, to wit:
I HEREBY CERTIFY that on this 22nd day of September, 1987, before me, the
undersigned, a Notary Public of the State and City aforesaid, personally
appeared Xxxxxx X. Xxxxxxx the above named landloard, and the acknowledged that
he executed the foregoing Lease on behalf of said Joint Venture, being
authorized so to do, for the purpose therin contained.
As Witness my Hand and Notarial Seal.
/s/ Xxxxxxxxx X. Xxxxx
--------------------------------------
Notary Public
My Commission Expires:
0-0-00
XXXXX XX XXXXXXXX XXXXXX XX XXXXXXXXX, to wit:
I HEREBY CERTIFY that on this 22nd day of September, 1987, before me, the
undersigned, a Notary Public of the State and County aforesaid, personally
appeared ILLEGIBLE the above named Tenant, and he acknowledged that he executed
the foregoing Lease on behalf of said Association, being authorized so to do,
for the purposes therein contained.
As Witness my Hand and Notarial Seal.
/s/ Xxxxxxxxx X. Xxxxx
--------------------------------------
Notary Public
My Commission Expires:
7-1-90
17
SECTION 32
RIDER TO LEASE DATED September 22nd, 1987
BETWEEN CHESTERFIELD PLAZA JOINT VENTURE, LANDLORD, AND
CHESAPEAKE FEDERAL SAVINGS AND LOAN ASSOCIATION
The following new Section is hereby added to the Lease:
32. Renewal Options. If Tenant is not then in default under this Lease or
any of the provisions hereof, Tenant may extend the term of this Lease for two
(2) additional successive periods of five (5) years each, by notifying the
Landlord in writing of its intention to do so at least one hundred eighty (180)
days prior to the expiration of the then current term. Each such renewal term
shall be under the same terms and conditions as are herein set forth except that
the annual rental for each succeeding renewal term shall be adjusted as follows:
During the first year of the first option period, the minimum rental shall
be Twenty Four Thousand One Hundred Twenty One Dollars and Seventy One Cents
($24,121.71) payable in equal monthly installments of Two Thousand Ten Dollars
and Fourteen Cents ($2,010.14), the minimum rental for the second year of the
first option period shall be Twenty Five Thousand Three Hundred Twenty Seven
Dollars and Seventy Nine Cents ($25,327.79) payable in equal monthly
installments of Two Thousand One Hundred Ten Dollars and Sixty Five Cents
($2,110.65), the minimum rental for the third year of the first option period
shall be Twenty Six Thousand Five Hundred Ninety Four Dollars and Eighteen Cents
($26,594.18) payable in equal monthly installments of Two Thousand Two Hundred
Sixteen Dollars and Eighteen Cents ($2,216.18), the minimum rental for the
fourth year of the first option period shall be Twenty Seven Thousand Nine
Hundred Twenty Three Dollars and Eighty Nine Cents ($27,923.89) payable in equal
monthly installments of Two Thousand Three Hundred Twenty Six Dollars and
18
Ninety Nine Cents ($2,326.99), the minimum rental for the fifth year of the
option period shall be Twenty Nine Thousand Three Hundred Twenty Dollars and
Eight Cents ($29,320.08) payable in equal monthly installments of Two Thousand
Four Hundred Forty Three Dollars and Thirty Four Cents ($2,443.34); and,
provided, Tenant has exercised its option for the first five (5) year option
period, the minimum rental for the first year of the second option period shall
be Thirty Thousand Seven Hundred Eighty Six Dollars and Eight Cents ($30,786.08)
payable in equal monthly installments of Two Thousand Five Hundred Sixty Five
Dollars and Fifty One Cents ($2,565.51), the minimum rental for the second year
of the second option period shall be Thirty Two Thousand Three Hundred Twenty
Five Dollars and Thirty Eight Cents ($32,325.38) payable in equal monthly
installments of Two Thousand Six Hundred Ninety Three Dollars and Seventy Eight
Cents ($2,693.78), the minimum rental for the third year of the second option
period shall be Thirty Three Thousand Nine Hundred Forty One Dollars and Sixty
Five Cents ($33,941.65) payable in equal monthly installments of Two Thousand
Eight Hundred Twenty Eight Dollars and Forty Seven Cents ($2,828.47), the
minimum rental for the fourth year of the second option period shall be Thirty
Five Thousand Six Hundred Thirty Eight Dollars and Seventy Three Cents
($35,638.73) payable in equal monthly installments of Two Thousand Nine Hundred
Sixty Nine Dollars and Eighty Nine Cents ($2,969.89), the minimum rental for the
fifth year of the second option period shall be Thirty Seven Thousand Four
Hundred Twenty Dollars and Sixty Seven Cents ($37,420.67) payable in equal
monthly installments of Three Thousand One Hundred Eighteen Dollars and Thirty
Nine Cents ($3,118.39).
There shall be no additional right to renew or extend this Lease except as
provided herein.
The provisions of the foregoing Rider are hereby approved and accepted.
19
WITNESS CHESTERFIELD PLAZA JOINT VENTURE
/s/ Xxxxxxxxx X. Xxxxx By: /s/ Xxxxxx X. Xxxxxxx (SEAL)
----------------------- ----------------------------------
CHESAPEAKE FEDERAL SAVINGS & LOAN ASSOCIATION
/s/ Xxxxxxxxx X. Xxxxx By: /s/ Xxxxxx Xxxxxx (SEAL)
----------------------- ----------------------------------
20
SECTION 33
THIS AGREEMENT made and entered into this day of
---------------
, 198 , by and between
----------------- -- ---------------------------------------
(herein called "Landlord") and
------------------------------------------------
(hereinafter called "Tenant").
WHEREAS, Landlord and Tenant entered into a Lease ("Lease") dated
, 198 pursuant to which Landlord demised and leased to
------------------ --
Tenant, and the latter rented from the former certain premises within the
Shopping Center located on
--------------------------- -------------------------
, as more particularly described
in the Lease and a plat attached thereto as Schedule A;
AND WHEREAS, pursuant to the provisions of the Lease, the parties agreed to
execute an Agreement in recordable form setting forth the exact commencement and
termination dates of the Lease term when said dates were ascertained.
NOW, THEREFORE, THIS AGREEMETN WITNESSETH, that pursuant to the provisions
of the Lease relating to the commencement of the Lease term, Landlord and
Tenant, for themselves, their heirs, successors and assigns, intending to be
legally bound hereby agree and stipulate as follows:
1. The Lease term commenced on the day of , 198 , and
------- ------------ --
the Lease term will terminate (unless sooner terminated or extended as in said
Lease provided) on the day of , 19 .
---------- ------------------- --
2. This Agreement is solely intended to constitute a confirmation by the
parties hereto of the commencement and termination dates of the Lease term as
provided in the Lease,
21
and is not intended to amend or otherwise modify the Lease except as herein
expressly set forth.
The parties hereto acknowledge that the Lease is in full force and effect.
IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement
for the purpose set forth above.
WITNESS: CHESTERFIELD PLAZA JOINT VENTURE
----------------------- By: (SEAL)
-------------------------------
Landlord
(SEAL)
----------------------- ----------------------------------
CHEASAPEAKE FEDERAL SAVINGS & LOAN ASSOCIATION
/s/ Xxxxxx Xxxxxx (SEAL)
----------------------- ----------------------------------
Tenant
STATE OF MARYLAND, COUNTY OF , to-wit:
----------------------
I HEREBY CERTIFY that on this day of ,
------------- -----------------------
198 , personally appeared before me, the undersigned a Notary Public in and for
--
the State and County aforesaid, who
--------------------------------------
acknowledged himself to be , the
----------------------------------------------
Landlord named in the aforesaid Lease, and he further acknowledged that he
executed the within instrument on behalf of said Landlord for the purposes
therein contained.
IN WITNESS WHEREOF I hereunto set my hand and Notorial Seal.
-------------------------------------
Notary Public
My Commission expires:
--------------------------------------
STATE OF MARYLAND COUNTY OF , to-wit;
------------------
I HEREBY CERTIFY that on this day of ,
------------ ----------------------
199 , personally appeared before me, the undersigned, a Notary Public of the
--
State and County aforesaid, the Tenant
-------------------------------------
named in the aforesaid Lease and he acknowledged on behalf of said
that he executed the within instrument
---------------------------------------
for the puproses therein contained.
IN WITNESS WHEREOF I hereunto set my hand and Notarial Seal.
-------------------------------------
Notary Public
My Commission expires:
--------------------------------------
22
SECTION 34
CANOPY SIGN REGULATIONS
CHESTERFIELD PLAZA
1. It is the Landlord's intent to achieve suitable identification for the
Tenant consistent with the overall design concept of the center, therefore
each Tenant shall be permitted to install one (1) sign conforming to the
attached guidelines.
2. All designs shall be submitted to the Landlord for approval. Submit three
(3) copies/two (2) will be returned with approval and/or comments.
3. Each sign shall be comprised of illuminated letters and/or logo (maximum
height 18") within the area outlined on the elevation and mounted on a rail
as shown on the section.
4. Logo or trade marks shall be permitted provided the logo or trade xxxx
shall be that of the Tenant occupying the store. Brand names advertising
national suppliers will not be permitted.
5. All signs must bear a "UL Label" and an Xxxx Arundel County permit for both
structural and electrical regulations.
6. All designs shall specify the color, size, materials, including attachments
and transformer locations.
7. Landlord shall provide a feeder for each sign. Tenant shall provide a
disconnect exterior switch and shall be responsible for connection of sign.
Tenant shall assume total cost of sign and it shall be the property of
Tenant.
8. Any additional signs desired by Tenant on the face of the store or in/on
the windows or doors must be approved in writing by the Landlord.
9. All signs must be lighted until 10:00 p.m. Signs will be turned on in the
evening not later than: (1) Daylight savings time - 6:30 p.m., (2) Standard
time - 5:00 p.m., it being the intent hereto to have all signs illuminated
before dusk.
ACCEPTED BY:
CHESTERFIELD PLAZA JOINT VENTURE
By: /s/ Xxxxxx X. Xxxxxxx (Landloard)
----------------------
CHESAPEAKE FEDERAL SAVINGS & LOAN ASSOCIATION
By: /s/ Xxxxxx Xxxxxx (Tenant)
----------------------
23
[GRAPHIC]
24
[GRAPHIC]
25
