Exhibit 10.2
THIS LEASE, dated the 6th day of April, 2004, by and between 000
XXXXXXXXXX XXXXXX, XXX xx xxx Xxxx xx Xxxxxxx, Xxxxxx of Hartford, and State of
Connecticut, hereinafter called "LANDLORD", and BRISTOL TRAVEL, INC DBA GLOBE
TRAVEL SERVICE, a Connecticut corporation, having a principal place of business
in the State of Connecticut, acting a herein by XXXXXXX XXXXXXXXXX, its
President, hereunto duly authorized, hereinafter called "TENANT". I
WITNESSETH:
WHEREAS, the LANDLORD is the owner of certain PREMISES located in the City
of Bristol, Connecticut known as 000 Xxxxxxxxxx Xxxxxx (xxx PREMISES) and is
desirous of renting said PREMISES; and
WHEREAS, the TENANT is desirous of hiring said PREMISES upon the terms and
conditions hereinafter set forth;
NOW THEREFORE, in return for a good and valuable consideration to each
party in hand paid by the other, receipt of which is hereby acknowledged, and in
further consideration of the mutual covenants herein contained, the parties
agree as follows:
1. DEMISED PREMISES. In consideration of the rents and covenants herein
reserved and contained on the part of the TENANT to be paid, performed and
observed, the LANDLORD does hereby demise and lease upon the TENANT, and the
TENANT does hereby take and hire, upon and subject to the conditions hereinafter
expressed, those certain PREMISES, hereinafter referred to as ("PREMISES") being
all of that certain piece or parcel of land with buildings and improvements
thereon, known as 000 XXXXXXXXXX XXXXXX in the City of Bristol, County of
Hartford and State of Connecticut, which PREMISES are more particularly bounded
and described as Schedule A attached here and made a part hereof.
2. TERM. The aforesaid PREMISES are demised for a term of Twenty Four
(24) months commencing on the 6th day of April, 2004, and continuing through the
30th day of April, 2006.
3. BASE RENT. The TENANT shall pay as minimum BASE RENT the sum of
Twenty Eight Thousand Eight Hundred ($28,800.00) Dollars during the term, which
amount shall be payable in monthly installments, in advance, as follows: Two
Thousand Four Hundred ($2,400.00) DOLLARS on the 1st day of each month
throughout the remainder of the term of this Lease. All payments to the LANDLORD
shall be made by checks or drafts payable to the order of LANDLORD, or
LANDLORD'S designated payee, and shall be mailed and delivered to such payee at
the address set forth in the Notice provisions of this Lease, or such other
address as the LANDLORD hereunder may direct by written notice delivered to
TENANT pursuant to the Notice provisions of this Lease.
1
4. ADDITIONAL RENT - INSURANCE AND TAXES.
a. Insurance: Commencing on the date the TENANT begins to pay rent or on any
earlier date that the TENANT takes actual possession, TENANT agrees to maintain
and to pay for, during the term of this Lease, and any extension thereof, the
following insurance covering the PREMISES: public liability insurance with
limits of not less than One Million ($1 ,000,000.00) Dollars as to arty one
person, and One Million ($1 ,000,000.00) Dollars as to any one accident, and
property damage insurance with limits of Five Hundred Thousand ($500,000.00) as
to each accident, with Riders attached naming LANDLORD as an additional insured.
TENANT shall maintain Fire Legal Liability insurance coverage. TENANT, upon
request of LANDLORD, shall deliver copies of all such policies to LANDLORD,
which policies shall provide that such insurance may not be cancelled unless
LANDLORD is notified in writing ten (10) clays prior to such cancellation.
TENANT shall maintain fire insurance with extended coverage endorsements on the
PREMISES are located with solvent and responsible insurance companies authorized
to do business in the State of Connecticut. Such insurance will be sufficient to
provide the full replacement or reconstruction of the building in which the
PREMISES arc located. TENANT upon request of LANDLORD, shall deliver copies of
all such policies to LANDLORD, which policies shall provide that such insurance
may not be cancel led unless LANDLORD is notified in writing ten (10) clays
prior to such cancellation. TENANT shall be responsible for any additional
premiums being charged due to so-called "extra-hazardous" rises being conducted
by TENANT in the building.
At some time in the future LANDLORD may exercise it's right to utilize a portion
of the PREMISES as described in Section 13 for a drive in window. If LANDLORD
exercises it's right it commencing with the date it begins renovations it shall
be responsible for it's proportionate share of the costs for insurance,
proportionate share shall be defined as a fraction, the numerator of which shall
be the ground floor area of the PREMISES, the denominator of said fraction shall
be the ground floor area occupied by the LANDLORD. The ground floor area shall
mean the actual number of square feet of floor spaced measured from the exterior
face of any exterior wall and from the center line of any party or petition
wall.
b. Taxes: TENANT shall pay one half (1/2) of the municipal real estate taxes for
the PREMISES. TENANT'S contribution shall be made monthly with each payment
rent, TENANT will pay the estimated amount of $300.00 monthly hut the actual
amount due shall be adjusted appropriately when the final tax xxxx is received.
5. USE. The PREMISES shall be used and occupied by TENANT as a travel
service agency office only.
6. LANDLORD'S RIGHT OF ENTRY. LANDLORD, its agent and representatives,
at all reasonable times may enter the PREMISES for the purpose of (a) inspection
thereof, (b) making repairs replacement, alterations, or additions to the
PREMISES
2
(c) exhibiting the PREMISES. LANDLORD shall enter in a manner to not
unreasonably interfere with TENANT'S business activity.
7. REPAIRS. TENANT, at its sole cost and expense shall be responsible
for all alterations to offices, telephone service and installation, and computer
cables. TENANT shall provide LANDLORD with insurance certificates for any
tradesmen who enter onto the PREMISES. LANDLORD shall be responsible for
painting, wallpapering, carpeting, security system, exterior railing, ceiling,
and renovations to the drive up window area when applicable. LANDLORD shall work
with TENANT'S contractors and agree in advance for all said repair costs and
specifications.
TENANT and LANDLORD shall equally share the cost of rehabilitating
the existing basic sign post. TENANT shall be responsible for it's own business
signage. All signage shall be pre-approved by the LANDLORD and shall conform to
all zoning regulations.
TENANT and LANDLORD shall equally share reasonable maintenance
expenses for snowplowing and landscaping. Capital improvements shall be the
responsibility of the LANDLORD.
8. ALTERATIONS. TENANT may renovate the PREMISES only in accordance
with the plans and specifications provided to and approved by the LANDLORD.
9. COMMENCEMENT DATE. The Commencement Date of the Lease shall be the
6th day of April, 2004.
10. In the event that the PREMISES shall be damaged or destroyed by fire
or other casualty, the LANDLORD will repair. restore or rehabilitate the same at
LANDLORD'S expense (subject to TENANT'S payment of the amount of any deductible
under the fire policy covering the PREMISES) commencing within three (3) months
after such damage or destruction, such three (3) month period to be extended for
a period of time equal to any delay cause by acts of God, strike, shortage of
materials, failure to obtain insurance proceeds or other acts beyond the control
of LANDLORD. After such damage or destruction and until completion of such
repairs, restoration or rehabilitation, rent shall be abated in proportion to
such part of the PREMISES that have been so destroyed or damaged unless such
fire or casualty was the result of the negligent or willful act of TENANT or
TENANT'S agents employees in which event shall not be abated.
11. Omitted.
12. INSURANCE RE: FIXTURES. TENANT, during the term hereof; at its own
sole cost and expense. shall keep all furniture, fixtures and equipment owned by
TENANT, insured to the extent of its full insurance value thereof against loss
or damage by lire with
3
extended coverage. Nothing herein contained shall diminish any other rights
granted to LANDLORD under any other provisions of this Lease if such act or
neglect hereinbefore staled constitutes a breach of any term of this Lease.
13. UTILITIES. TENANT shall procure and shall pay the cost of all
utilities consumed in or at the PREMISES, including without limitation, gas or
fuel used to heat the PREMISES and water, electricity and telephone which shall
be procured and paid by the TENANT. TENANT shall also procure and shall pay the
cost of all garbage removal at the PREMISES.
At some time in the future LANDLORD may exercise it's right to utilize a
portion of the PREMISES as described in Section 13 for a drive in window. If
LANDLORD exercises it's right commencing with the date it begins renovations it
shall be responsible for it's proportionate share of the costs for utilities.
Proportionate share shall be defined as a fraction, the numerator of which shall
be the ground floor area of the PREMISES, the denominator of said fraction shall
be the ground floor area occupied by the LANDLORD. The ground floor area shall
mean the actual number of square feet of floor spaced measured from the exterior
face of any exterior wall and from the center line of any party or petition
wall.
14. LANDLORD'S COVENANT. The LANDLORD covenants and warrants that he has
full right and authority to execute and perform this Lease and to grant the
estate demised herein and covenants that the TENANT on performing its
obligations hereunder shall peaceably and quietly hold and enjoy the PREMISES
through the term and any extensions or options period.
15. EMINENT DOMAIN. If any taking or condemnation materially affects the
TENANTS use of the PREMISES then TENANT at its election may terminate this lease
by giving notice to the LANDLORD of its election, and in such event minimum rent
shall be apportioned and adjusted as of the date of termination. If the term of
this lease shall not be terminated as aforesaid, then the term of this lease
shall continue in full torte and effect., and LANDLORD shall within a reasonable
time after possession is physically taken (subject to delays due to shortage of
labor, materials or equipment, labor difficulties, breakdown of equipment,
government restrictions, fires, other casualties or other causes beyond the
reasonable control of LANDLORD) repair or rebuild what may remain of the
PREMISES for the occupancy of TENANT. After the PREMISES have been repaired or
rebuilt as aforesaid, a just proportion of the minimum rent shall be abated,
according to the nature and extent of the effect on the. PREMISES or the part of
the PREMISES acquired or condemned for the balance of the term of the lease. The
rental shall be proportioned as stated by the agreement between the parties or
by arbitration or legal proceedings.
LANDLORD reserves to itself, and TENANT assigns to LANDLORD, all
rights to damages accruing on account of any such taking or condemnation or by
reason of any act of any public or quasi public authority for which damages are
payable. TENANT agrees to execute such instruments of assignment as may be
required by LANDLORD, to join with LANDLORD
4
in any petition for the recovery of damages, if requested by LANDLORD, and to
turn over to LANDLORD any such damages that may be recovered in any such
proceeding. If TENANT shall fail to execute such instruments as may be required
by LANDLORD, or to undertake such other steps as may be requested as herein
stated, then in any such event, LANDLORD shall be deemed the duly authorized
irrevocable agent and attorney-in-fact of TENANT to execute such instruments and
undertake such steps as herein stated in and on behalf of TENANT. It is agreed
and understood, however, that LANDLORD does not reserve to itself and TENANT
does not assign to LANDLORD. any damages payable for trade fixtures installed by
TENANT at its own cost and expense and which are not part of the realty or for
moving expenses.
16. ASSIGNMENT AND SUBLETTING. Without the LANDLORD'S consent which
consent shall not be unreasonably withheld, TENANT shall not assign nor in any
manner transfer this Lease or any estate, interest or benefit herein, or sublet
the PREMISES or any part or parts thereof or permit the use of the same or any
pail thereof by anyone other than TENANT. LANDLORD reserves the right to lease a
portion o the PREMISES for the purposes of a drive in window facility. LANDLORD
shall pro-rate hack to TENANT, base rent at $12.00 per square foot of space
occupied by LANDLORD. LANDLORD shall be responsible for all alterations required
for its tenancy. All alterations shall be made in a manner to not disrupt
TENANT'S business activity.
17. Omitted.
18. TENANT'S DEFAULT. The happening of any one or more of the following
listed events (hereafter referred to as "Event of Default"), shall constitute a
breach of the Lease Agreement on the part of the TENANT:
(a) The failure of TENANT to regularly, diligently and actively
operate the business for which SAID PREMISES were leased;
(b) The failure of TENANT to pay any BASE RENT payable hereunder,
including but not limited to ANY ADDITIONAL RENT or payments of money required
hereunder, and continued failure to pay the same for ten (10) days after Notice;
(c) The failure of TENANT to fully and promptly perform any act
required of it in the performance of this Lease or to otherwise comply with any
terms or provision thereof within twenty (20) days after notice thereof to
TENANT by LANDLORD provided, however, that said twenty (20) day period shall be
extended for a reasonable time if within said twenty (20) day period TENANT
commenced to cure said default and is diligently pursuing same. This paragraph
shall not apply to the payment of BASE RENT OR ADDITIONAL RENT or other money
hereunder;
19. HOLDING OVER. And it is further agreed that in case the said TENANT
shall, with or without the written consent of the said LANDLORD endorsed hereon,
or on the duplicate hereof at any time hold over the PREMISES, beyond the period
above specified as the
5
termination of this lease, then the said TENANT shall hold PREMISES upon the
same terms and under the same stipulation and agreements as are in this
Indenture contained and no holding over by the TENANT shall operate to renew
this lease, nor to create any tenancy.
20. LEASE EXPIRATION TERMS. Within one year (1) LANDLORD shall
investigate building an addition to the PREMISES and meet with TENANT on the
options for any such addition in order to facilitate a continued use by TENANT
after the expiration of this lease term. LANDLORD contemplates using the entire
existing first floor space at the termination of this lease term. Any such
options fur building expansion shall be decided and notice shall be given to
TENANT for one year (1) of the lease expiration date as provided herein in
paragraph 2.
21. MOVING EXPENSES: At the expiration of the lease, LANDLORD shall pay
portions of certain reasonable moving expenses incurred by TENANT. LANDLORD
shall pay up to $10,000.00 for TT-1 cabling expenses including hut not limited
to T-1 cable and, electrician expense for wiring each phone and computer
location, up to $10,000 in other moving expenses and reimburse TENANT for its
contribution to the basic sign expenses paid at the beginning of the lease term.
Payment shall be made within thirty (30) days of the date TENANT vacates the
PREMISES.
22. NOTICE. Any and all notices called for or required by any provision
of this Lease, unless specifically described herein, shall be delivered to the
respective parties by certified mail, return receipt requested, at the following
addresses:
A. To the LANDLORD: 000 Xxxxxxxxxx Xxxxxx, LLC
C/O Valley Bank
Attn: Xxxxxx X. Xxxxxxx, Xx.
0 Xxxxxxxxx Xxx.
Xxxxxxx, XX 00000
With a copy to: Xxxxx X. Xxxxxxxx, Esq.
000 Xxxx Xxxxxx
Xxxxxxx, XX 00000
B. To the TENANT: Globe Travel
Service (c/o Xxxxxxx
Xxxxxxxxxx 00 Xxxx'x Xxx
Xxxxxxxxxx, XX 00000
With a copy to : Xxxxxxx Xxxxx, Esq.
00 Xxxxxxxx Xxx.
Xxxxxxx, Xx 00000
6
Such addresses may be changed by either party by notifying the other
party in the manner required for notice.
23. SECURITY. There is no Security Deposit.
24. STATUS OF PARTIES. The execution of this Lease of the performance of
any act pursuant to the provisions thereof shall not be deemed or construed to
have the effect of creating between LANDLORD and TENANT the relationship of
principal or agent or of partnership or of join venture, and the relationship
between them shall be that only of LANDLORD and TENANT.
25. INTERPRETATION. Words of any gender used in this Lease shall be
construed to include any other gender, words in the singular number shall be
construed to include the plural and words in the plural number shall he
construed to include the singular, when the context or sense of this lease
requires.
26. BINDING EFFECT. This Lease, together with any and all addenda or
amendments hereto, shall inure to the benefit of the respective parties hereto,
their successors, heirs, personal representatives or assigns (provided that any
assignment by the TENANT shall be effective only if made in strict accordance
with the terms of this Lease).
27. CAPTIONS. The captions contained herein are inserted only as a matter
of convenience and for reference and in no way are intended to define limit or
describe the scope of this Agreement, or the intent of any portion hereof or in
any way affect this Lease.
28. MODIFICATION AND SEVERABILITY. The parties agree that this Lease
contains the entire agreement between them and that no representations other
than those contained herein have been made by the parties. No waiver or
modification of any of the provisions of this Lease or of any of the rights or
remedies of the parties hereto shall be valid unless such change is in writing
signed by the party to be charged therewith.
If any provision of this Lease shall be determined by any Court
having jurisdiction to be invalid, illegal or unenforceable, the remainder of
this lease shall not be affected thereby but shall continue in full force and
effect as though such invalid, illegal or unenforceable provision or provisions
were not originally a part thereof.
29. Omitted.
7
30. LANDLORD REMEDIES. The foregoing rights and remedies of the LANDLORD
are not intended to be exclusive, but as additional to all rights and remedies
the LANDLORD would otherwise have by law.
31. DELIVERY OF LEASE. No rights are to be conferred upon the TENANT
until this Lease has been executed by the LANDLORD and delivered to the TENANT.
32. CONSTRUCTION OF LEASE. This lease shall be construed in accordance
with the laws of the State of Connecticut.
33. ENVIRONMENTAL: LANDLORD shall indemnify, defend (by counsel
reasonably acceptable to TENANT), protect and hold harmless TENANT, from and
against any and all claims, liabilities, penalties, fines, judgments.
forfeitures, losses (including, without limitation, diminution in the value of
the PREMISES, the Building, or the Real Property, damages for the loss or
restriction on use of rentable or usable space of any amenity of the PREMISES,
the Building, or the Real Property), costs, expenses (including attorneys fees,
consultant fees and expert fees) for the death of or injury to any person or
damage to any property whatsoever, arising from or cause in whole or in part,
directory or indirectly, by (a) the presence in, on, under, or about the
PREMISES, the Building or the Real Property, or any discharge or release in or
from the PREMISES, the Building or the Real Property of any hazardous Materials
PRESENT BEFORE THE DATE OF THIS LEASE or storage, transportation, disposal,
release, threatened release, discharge or general of Hazardous Materials PRESENT
BEFORE THE DATE OF THIS LEASE or storage, transportation, disposal, release.
threatened release, discharge or general of Hazardous Materials PRESENT BEFORE
THE DATE OF THIS LEASE to, in on, under about, or from the PREMISES, the
Building or the Real Property, or (b) LANDLORD'S failure to comply with any
Environmental Law, limitation and whether foreseeable or include, without
limitation, and whether foreseeable or unforeseeable any and all costs incurred
in connection with any investigation or site conditions and any and all costs of
any required or necessary repair, cleanup, detoxification or decontamination of
the PREMISES, the Building, or the Real Property, (including, without
limitation, the soil and ground water on or under the Real Property), and the
preparation and implementation of any closure, remedial action or other required
plans in connection therewith. LANDLORD'S obligations under this Section shall
survive the expiration or earlier termination of the term of the Lease. For
purposes of the release and indemnity provisions hereof, any acts or omissions
of LANDLORD or by employees, agents, assigns, contractors or subcontractors of
LANDLORD or others acting for or on behalf of' LANDLORD (whether or not they are
negligent, intentional, willful, or unlawful) shall be strictly attributable to
LANDLORD.
8
IN WITNESS WHEREOF, the parties have hereunto set their hands and
seals the day and year first above written.
Signed, sealed and delivered "LANDLORD"
in the presence of Valley Bank 000 Xxxxxxxxxx Xxxxxx, LLC
____________________________ _______________________ L.S.
____________________________ "TENANT"
BRISTOL TRAVEL, INC. DBA
GLOBE TRAVEL SERVICES
____________________________ BY_____________________ L.S.
____________________________
9
