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EXHIBIT 10.1
OFFICE LEASE
TIPPMANN PROPERTIES INC., as agent for XXXX X. XXXXXXXX, XX. ("Lessor"), in
consideration of the rent herein reserved and the covenants to be performed by
TOWER FINANCIAL CORPORATION ("Lessee"), does hereby grant, demise, and lease to
Lessee the premises described in Section 1 upon the following terms and
conditions:
1. Leased Premises. That the Lessor, for and in consideration of the
payment of the rentals and the performance of the covenants and agreements
hereinafter contained, does hereby demise and lease unto the Lessee, and the
Lessee does hereby rent and take from the Lessor, the "Leased Premises" known as
Suite 100 containing approximately 13,891 useable square feet in the building
known as Lincoln Tower and located at 000 X. Xxxxx Xx, Xxxx Xxxxx, Xxxxxxx
(hereinafter referred as "Leased Premises").The Leased Premises shall, however,
be deemed to include the following additional areas and/or facilities in,
adjacent to, or to be used in connection with the Building and Leased Premises
(hereinafter the "Additional Facilities"):
(a) The safe deposit facilities, including (but not limited to) the
walk-in vault, lobby, reception areas, containing approximately 1,158 Square
Feet and access to the common areas adjacent thereto on the lower level, the
stairway and elevator egress from and to the main Building lobby. Further
delineated on the floor plan attached hereto as EXHIBIT "C". Rent for this area
shall be abated for 1 year. At the end of said 1 year period, Lessee shall have
the option with thirty (30) days prior written notice to Lease this space for
the remaining term of the Lease, on the same terms and conditions as set forth
in this Lease and for the same per square foot rental rate that is then in
effect (subject to increase as provided herein).
(b) Access and egress into and through the main Building lobby, into and
from the Leased Premises during all banking hours.
(c) Access to and use of the drive-through banking facilities on the east
side of the Building (to be modified by Lessor in accordance with the provisions
of Section 21.3(a), as well as access and egress onto, over, and out from paved
parking/drive-through area, and the right to maintain two unobstructed lanes of
automobiles waiting to use such facilities. Per attached EXHIBIT "D".
(d) Use of 5 Parking spaces and Right Of First Refusal on 5 additional
spaces adjacent to the Building on the east, reserved for Bank patron short-term
walk-in use. Parking spaces can be changed or discontinued at any time. Rent for
parking shall be $50.00 monthly per space. Further delineated on the floor plan
attached here to as EXHIBIT "D".
(e) The right to install, use, and maintain at Lessee's cost and expense,
not less than one automatic teller machine on the north facing facade in the
sheltered area where the prior ATM was installed and or conversion of one
drive-through to an ATM at Lessee's expense, or in the building lobby if
mutually agreeable to both parties.
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The legal description of the building and property in which the Leased
Premises are located is attached hereto as EXHIBIT "A" and made a part hereof.
The Leased Premises are further delineated on the Floor Plan attached hereto as
EXHIBIT "B" and made a part hereof. The Additional Facilities are further
delineated on the schematics attached hereto as EXHIBITS "C" AND "D".
2. Term. Subject to Lessee's option to terminate this Lease, in
accordance with the terms of Section 21.2, the term of this Lease shall be for a
period of 10 years, or until sooner terminated as herein provided, commencing on
January 1, 1999 and ending on December 31, 2008 (the "Lease
Term").Provided, however, that Lessee shall be entitled to enter and have access
to the Leased Premises upon execution of this Lease and until the commencement
date, for purposes of preparing the Leased Premises for occupancy including
(without limitation) construction activity, decorating, fixturing, carpeting,
and signage work.
3. Use & Occupancy. Lessee shall use and occupy the Leased Premises
only for commercial banking and for no other purpose, and Lessor hereby agrees
that Lessee shall be the sole tenant on the main floor or on the Leased Premises
that will be permitted under the terms of its lease to engage in the conduct of
a commercial banking business. Lessee shall, at Lessee's own expense, obtain any
and all licenses and permits necessary for Lessee's use of the Leased Premises.
Lessee shall comply with and obey all laws, regulations, or orders of any
governmental authority or agency, including but not limited to the provisions of
the American with Disabilities Act, it's regulations and amendments, as well as
directions of the Lessor, including building rules and regulations as changed or
modified from time to time by Lessor on reasonable notice to Lessee, all of
which are and will be a part of this Lease as shown on Exhibit "E". Lessee shall
maintain the Leased Premises in a clean and sanitary condition; shall allow no
noxious odors to emanate therefrom; shall commit no waste or damage; and shall
not do or permit anything to be done in or about the Leased Premises which will
in any way obstruct or interfere with the rights of any other tenants or
occupants of the building or injure or annoy them. Lessor shall not be
responsible to Lessee for the nonperformance by any other tenant or occupant of
any of the rules and regulations hereto attached, or as amended from time to
time, but agrees to take reasonable measures, including enforcement action as
and when necessary, to assure such other tenants' performance.
Lessee agrees to accept the Leased Premises in their present condition,
subject to Lessor's obligations as set forth in Section 5 and to complete,
perform alterations to, repair or maintain the Leased Premises. As set forth in
Section 21.3.
4. Rent.
Effective January 1, 1999 to December 31, 2000, Lessee shall pay a
minimum annual rent without offset or reduction for any reason whatsoever of One
Hundred Thirty Five Thousand Four Hundred Thirty-Seven and 25/00ths Dollars
($135,437.25)for the Leased Premises, and such minimum annual rent shall be paid
in equal monthly installments of Eleven Thousand Two Hundred
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Eighty-Six and 44/00ths Dollars ($11,286.44) in advance, on the first day of
each month. In succeeding years Lessee shall pay rent as indicated below:
TERM ANNUAL MONTHLY
---- ------ -------
1/01/01 TO 12/31/02 $ 152,801.00 $ 12,733.42
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1/01/03 TO 12/31/04 170,164.75 14,180.40
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1/01/05 TO 12/31/06 187,528.50 15,627.38
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1/01/07 TO 12/31/08 204,892.25 17,074.35
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(a) If Lessor or its agent has not received the full monthly
installment by the tenth (10th) day of the month in which it is due, Lessee
shall also pay a late fee of seven percent (7%)of the monthly installment.
Acceptance or waiver of a late fee for a particular month shall not preclude
Lessor from resorting to any other available remedy for subsequent failure to
make timely payments of rent. The rental payment for any fractional month of
occupancy shall be prorated.
4.1 Security Deposit. Lessee has deposited with Lessor the sum of Eleven
Thousand Two Hundred Eighty-Six and 44/00ths Dollars ($11,286.44)as a security
deposit, to be held by Lessor, without liability for interest, as security for
the faithful performance by Lessee of all of the terms, covenants, and
conditions of this Lease, and may be applied by Lessor, in whole or in part, for
the payment of any past due rent or other money, damage or loss which may be
sustained by Lessor because of a breach of this Lease by Lessee. In the event of
any such application by Lessor, Lessee shall, upon the written demand of Lessor,
forthwith remit to Lessor a sufficient amount of cash to restore the security to
the original sum deposited. Said deposit shall be returned to Lessee upon
termination of Lessee's occupancy hereunder, provided Lessee has complied with
all of the terms, covenants and conditions of this Lease, including those
relating to the condition in which the Leased Premises shall be left by Lessee.
Lessee shall also be liable to Lessor for any amount in excess of such deposit
reasonably required to so restore the Leased Premises to such condition or cure
such default. Lessor may deliver such deposit to any purchaser or other
transferee of Lessor's interest in the real estate, and thereupon Lessor shall
be discharged from any further liability with respect to such deposit.
5. Services. During the term of this Lease:
(a) Lessor shall, at its own cost and expense, maintain in good condition
and repair the interior of the Leased Premises, including but not limited to the
electrical systems, heating and air conditioning systems, sprinkler and plumbing
systems, plate glass windows, doors, and overhead doors, and the vaulted ceiling
and adjacent upper side walls (including the
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painted or frescoed artwork and decorative plasterwork thereon) in the main
banking lobby.
(b) Lessor shall, at its own cost and expense, maintain in good condition
and repair, the roof,(including the roof area over the drive-through facility as
modified), exterior walls, foundation and structural frame of the building of
which the Leased Premises are a part.
(c) Lessor shall provide snow removal and grounds keeping services, and
shall maintain the common areas inside and outside the Building such as
restrooms, hallways, walkways, driveway (including the drive-through facility),
parking areas (including the area serving the drive-through facility) and yard.
(d) Lessor shall furnish such heating, cooling, water and sewer utilities
and services which in its sole judgment are reasonably necessary for the
comfortable use and occupancy of the Leased Premises during normal business
hours on all generally recognized business days, but no failure to furnish such
services (except as the result of the willful neglect of Lessor), and no
interruption or suspension of any such service when necessary by reason of
governmental regulation, civil commotion or riot, accident or emergency, or for
repairs, alterations or improvements considered desirable or necessary by Lessor
shall be construed as an eviction of Lessee or work an abatement or diminution
of rent or render Lessor or its agents or employees liable for damages either to
person, business or property suffered by Lessee, its employees, licensees or
invites by reason of any such failure, or release Lessee from any of its
obligations under this Lease.
(e) Lessee shall be responsible for its own janitorial services and
maintaining vaults, drive-through equipment and include floor covering
maintenance and replacement as needed throughout the term of the Lease.
6. Liens. Lessee shall keep the Leased Premises free from any liens,
including but not limited to mechanic's liens. In the event any lien attaches to
the Leased Premises by virtue of an act or failure to act on the part of Lessee,
Lessor shall have the right, but no obligation, to pay the amount of such lien
to cause its release and such amount shall be considered additional rent to be
paid to it by Lessee on demand with interest at 12% per year from the day of
recording of the lien.
7. Assignment & Subletting. Lessee shall not assign this Lease nor
sublet the Leased Premises in whole or in part without Lessor's prior written
consent, which shall not be unreasonably withheld.
8. Fire and Extended Insurance Coverage. During the Lease Term, Lessor
shall maintain fire and extended insurance coverage on the Leased Premises, but
shall not protect Lessee's property on the Leased Premises in the event of
damage, however caused.
Lessee shall be responsible to maintain in full force and effect insurance
on all of its own inventory, fixtures and equipment in the Leased
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Premises. Lessor shall have no interest in the insurance upon Lessee's
inventory, equipment and fixtures and will sign all documents necessary or
proper in connection with the settlement of any claim or loss by Lessee.
Lessee, at its own expense, shall provide and keep in force with companies
acceptable to Lessor public liability insurance, for the benefit of Lessor and
Lessee jointly, against liability for bodily injury or death to any one person
and property damage in an amount of not less than One Million Dollars
($1,000,000.00) combined single limit per occurrence, such limits to be for any
greater amounts as may be reasonably indicated by circumstances from time to
time existing. Lessee shall furnish Lessor with a certificate of such insurance
within thirty (30) days of the commencement date of this Lease, and whenever
required shall satisfy Lessor that such policy is in full force and effect. Such
policy shall name Lessor as an additional insured and shall be primary and
noncontributing with any insurance carried by Lessor. The policy shall further
provide that it shall not be canceled or altered without twenty (20) days prior
written notice to Lessor.
9. Alterations. Except as contemplated by Section 21.4 Lessee will not
make any alteration to the Leased Premises or any part thereof without first
obtaining Lessor's written approval of such alteration; and Lessee agrees that
any improvements made by it, save for its fixtures and equipment, shall
immediately become the property of Lessor and shall remain upon the Leased
Premises in the absence of agreement to the contrary. All improvements or
alterations are to be made in accordance with building standards in respect to
materials and fixtures. Lessee will not cut or drill into or secure any
fixtures, apparatus or equipment of any kind to any part of the Leased Premises
without first obtaining Lessor's written consent. Lessee shall within ten (10)
days after notice from Lessor discharge any mechanic's lien for materials or
labor claimed to have been furnished to the Premises on Lessee's behalf.
10 Lessor's Non-Liability and Indemnification of Lessor.
10.1 Non-Liability of Lessor. Lessor or its agents shall not be liable
for any injury or damage to persons or property resulting from any cause
whatsoever unless caused by or due to the negligence of Lessor, its agents,
servants, or employees.
10.2 Indemnification of Lessor. Lessee covenants to indemnify and save
Lessor and its agents harmless from and against any and all liability, damages,
expenses, fees, penalties, actions, suits, costs, claims or judgments arising
from injury during the Lease Term to persons or property, within or without the
Leased Premises, occasioned wholly or in part by an act or acts, omission or
omissions of Lessee, its agents, servants, contractors, employees, visitors or
licensees occurring on the Leased Premises.
10.3 Non-Liability of Lessor - Damage from Adjoining Premises or Other
Tenants on Demised Premises. Without limitations to Lessor's obligations under
Section 3, Lessor shall not be responsible or liable to Lessee for any loss or
damage that may be occasioned by or through either the acts or omissions
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of persons occupying adjoining premises, persons occupying any part of the
building adjacent to or connected with the Demised Premises, or tenants in any
other part of the Building constituting part of the Leased Premises.
Nothing in this section shall preclude Lessee from bringing any action
necessary to obtain damages from either the occupants of adjoining or connected
buildings, or tenants of the Building constituting part of the Leased Premises,
if damages are incurred by Lessee as a result of their actions.
10.4 Release of Lessor from Liability. Lessor shall not be liable, and
Lessee waives all claims, for injury or damage to persons or property sustained
by Lessee of the Building constituting part of the Leased Premises itself,
resulting from (2) any accident in or about the Leased Premises, or any injury
or damage resulting directly or indirectly from any such accident that is
attributable to any act or negligence of Lessee or its agents, representives,
customers, or invitees. Lessee also waives all claims for injury or damage to
any of its property or equipment due to or caused by water, snow, frost, steam,
excessive heat or cold, sewage, gas, odors noise or the bursting or leakage of
pipes or plumbing fixtures.
If any damage results from any act or negligence of Lessee, Lessee
shall repair the damages within thirty (30) days or within a reasonable period
if the damages cannot be repaired in a thirty (30) day period. If Lessee fails
or refuses to make the repairs, Lessor may, at the option of Lessor, repair the
damage, whether caused to the building or to any occupants, and Lessee shall pay
to Lessor the total cost of the repairs and damages. All personal property
belonging to Lessee or to any occupant that is in the building or on the demised
shall be there at the risk of Lessee or the occupant only, and Lessor shall not
be liable for any damage to or the theft or misappropriation of such property.
Lessee shall indemnify Lessor for any costs including attorney's fees
relating to Lessee's negligence or any other wrongful act.
10.5 Assumption by Lessee of Liability for Accidents from Lessee's use
of the Leased Premises. Lessee shall assume all liability for any injury or
damages that may arise from any accident that occurs in front of the Leased
Premises, or in, or about the Leased Premises in any area under the control of
the Lessee or adjacent to thereto. Lessee shall indemnify Lessor against any and
all claims filed by parties injured or damaged by an accident as provided in
this section.
11. Waiver of Subrogation. Lessor and Lessee agree that insurance carried
by either of them against loss or damage by fire or other casualty shall contain
a clause whereby the insurer waives its rights to subrogation against the other
party. Upon request, each party agrees to furnish evidence of such waiver to the
other party. Any release or waiver of the right of subrogation shall be
effective only to the extent that the injured or damaged party is insured
against such injury or damage and only if this release of
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waiver shall not adversely affect the right of the injured or damaged party to
recover under such insurance policy.
12. Rights Reserved to Lessor. Lessor reserves and shall at all times have
the right to re-enter the Leased Premises in any emergency and also to inspect
the same, and to alter, improve, remodel, repair, or show the Leased Premises
and any portion of the real estate of which the Leased Premises are a part
without abatement of rent and without incurring any liability to Lessee
therefore. Lessee hereby waives as against Lessor any claim for damages for any
injury or inconvenience to or interference with Lessee's business, any loss of
occupancy or quiet enjoyment of the Leased Premises, and any other loss
occasioned thereby.
13. Insolvency or Bankruptcy. The appointment of a receiver to take
possession of all or substantially all of the assets of Lessee, or an assignment
by Lessee for the benefit of creditors or any action taken or suffered by Lessee
under any insolvency, bankruptcy, or reorganization act, shall constitute a
breach of this Lease by Lessee. In no event shall this Lease be assigned or
assignable by operation of law or by voluntary or involuntary bankruptcy
proceedings or otherwise, and in no event shall this Lease or any right or
privileges hereunder be an asset of Lessee under any bankruptcy, insolvency, or
reorganization proceedings. The provisions of this Section 13, however, shall be
subject to the provisions of Section 14.1.
14. Default. Subject to the provisions of Section 14.1, in the event of
any breach of this Lease by Lessee, after ten days' written notice. Lessor,
besides any other rights or remedies it may have by law or otherwise, shall have
the immediate right of re-entry and may remove all persons and property from the
Leased Premises. Such property may be removed and stored at the cost of and at
the sole risk of Lessee. Should Lessor elect to re-enter as herein provided, or
should Lessor take possession pursuant to legal proceedings or pursuant to any
notice provided for by law, Lessor may either terminate this Lease or may, from
time to time, without terminating this Lease, relet said Leased Premises or any
part thereof for such term or terms (which may be for a term extending beyond
the term of this Lease) and at such rental or rentals and upon such other terms
and conditions as Lessor in its sole discretion may deem advisable with the
right to make alterations and repairs to said Leased Premises. Termination of
the Lease or eviction of Lessee by Lessor for Lessee's breech of the Lease
Agreement shall not release Lessee from liability of rental payments for the
balance of the term of the Lease. Upon such reletting (a) Lessee shall be
immediately liable to pay to Lessor, in addition to any indebtedness other than
rent due hereunder, the cost and expense of such reletting and of such
alterations and repairs incurred by Lessor, and the amount, if any, by which the
rent reserved in this Lease for the period of such reletting (up to but not
beyond the Lease Term) exceeds the amount agreed to be paid as rent for the
Leased Premises for such period of reletting; or (b) at the option of Lessor,
rents received from such reletting shall be applied first to the payment of any
indebtedness, other than rent due hereunder, from Lessee to Lessor; second, to
the payment of any costs and expenses of such reletting and of such alterations
and repairs; third, to the payment of rent due and unpaid hereunder; and the
residue, if any shall be
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held by Lessor and applied in payment of future rent as the same may become due
and payable hereunder.
Should Lessor at any time terminate this Lease for any breach, in addition
to any other remedy Lessor may have, Lessor may recover from Lessee all damages
Lessor may incur by reason of such breach, including the cost of recovering the
Leased Premises and including the rent reserved and charged in this Lease for
the remainder of the stated term, all of which amounts shall be immediately due
and payable, along with attorneys' fees, from Lessee to Lessor, and Lessor shall
have no obligation to relet.
14.1 Federal Deposit Insurance Corporation (FDIC) Consent, Notwithstanding
any other provisions contained in this Lease, in the event (a) Lessee or its
successors or assignees shall become insolvent or bankrupt, or if it or their
interests under this Lease shall be levied upon or sold under execution or other
legal process, or (b) the depository institution then operating on the Premises
is closed, or is taken over by any depository institution supervisory authority
("Authority"), Lessor may, in either such event, terminate this Lease only with
the concurrence of any Receiver or Liquidator appointed by such Authority;
provided, that in the event this Lease is terminated by the Receiver or
Liquidator, the maximum claim of Lessor for rent, damages, or indemnity for
injury resulting from the termination, rejection, or abandonment of the
unexpired Lease shall by law in no event be in an amount equal to all accrued
and unpaid rent to the date of termination.
15. Damage by Fire and Eminent Domain. If, during the Lease Term, the
real estate of which the Leased Premises is a part is so damaged by fire or
other casualty or a part or all of it is taken by eminent domain proceedings
such that the real estate or the Leased Premises are rendered unfit for
occupancy, as determined by Lessor, and Lessor gives Lessee written notice to
that effect, then this Lease shall cease and terminate from the date of such
damage or taking. In such case, Lessee shall pay the rent apportioned to the
time of damage or taking and shall immediately surrender the Leased Premises to
Lessor upon Lessor's request therefore. If, following damage to the Leased
Premises for cause other than by Lessee's acts or omissions to act, Lessor gives
Lessee written notice that it has determined that such damage can be repaired
within ninety (90) days from the date of damage, Lessor, if it so elects, may
enter and repair and this Lease shall not be affected, except that the rent
shall be apportioned and suspended while such repairs are being made until the
Leased Premises are again suitable for occupancy. If, however, such damage is
caused by Lessee's acts or failure to act, and Lessor elects, in accordance with
this Section, to repair, then Lessee's obligation to pay rent shall not be
suspended, nor shall such rent be apportioned, but Lessee shall be obligated to
pay the full rent reserved in accordance with the terms of this Lease during
such period of repair.
16. Surrender of Premises. At the end of the Lease Term or any renewal
thereof or other sooner termination of this Lease, Lessee will peaceably deliver
up to Lessor possession of the Leased Premises, together with all improvements
or additions upon or belonging to the same, by whomsoever made, broom swept and
in the same condition received or first installed, ordinary
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wear and tear excepted. Upon the termination of this Lease, Lessee shall at
Lessee's sole cost remove all counters, trade fixtures, office furniture and
equipment installed by Lessee, unless otherwise agreed to in writing by Lessor.
Lessee shall also repair any damage caused by such removal. Property not so
removed shall be deemed abandoned at the termination of this Lease by Lessee and
title to the same shall thereupon pass to Lessor. Lessee shall indemnify Lessor
against any loss or liability resulting from delay by Lessee in so surrendering
the Leased Premises including, without limitation, any claims made by any
succeeding Lessee founded on such delay.
17. Waiver. The waiver by Lessor of any term, covenant or condition herein
contained shall not be deemed to be a waiver of such term, covenant, or
condition or any subsequent breach of the same or any other term, covenant or
condition herein contained. The subsequent acceptance of rent hereunder by
Lessor shall not be deemed to be a waiver of any preceding breach by Lessee of
any term, covenant, or condition of this Lease, other than failure of Lessee to
pay the particular rental so accepted, regardless of Lessor's knowledge of such
preceding breach at the time of acceptance of such rent.
18. Notices. All notices and demands which may or are required to be given
by either party to the other hereunder shall be in writing and shall be sent by
United States certified or registered mail, postage prepaid to the addresses set
out below, or to such other place as Lessor or Lessee may from time to time
designate in writing.
Lessee: Tower Financial Corporation
Attention: President
Address: 000 X. Xxxxx Xx, Xxxxx 000, Xxxx Xxxxx, Xxxxxxx 00000
Lessor: Tippmann Properties, Inc., as agent for XXXX X. XXXXXXXX, XX.
Address: 0000 Xxxxxxxxx Xxxx, Xxxx Xxxxx, Xxxxxxx 00000
19. Abandonment. If Lessee shall abandon or vacate the Leased Premises
before the end of the Lease Term or any other event shall happen entitling
Lessor to take possession thereof, Lessor may take possession of said Leased
Premises, relet the same without such action being deemed an acceptance of a
surrender of this Lease or in any way terminating Lessee's liability hereunder,
and Lessee shall remain liable to pay the rent herein reserved, less the net
amount actually realized from such reletting after deduction of any expenses
incident to such repossessions and reletting.
20. Holding Over. If Lessee shall retain possession of the Leased Premises
with the written consent of Lessor after the expiration of the Lease Term, and
rent is accepted from Lessee during such period, such occupancy and payment
shall be construed as an extension of this Lease for a period from month to
month only from the date of such expiration. In such event, if either Lessor or
Lessee desires to terminate the Lease at the end of any month, the party
desiring to terminate the same shall give the other party at least thirty (30)
days written notice to that effect. Failure on the part of Lessee to give such
notice shall obligate it to pay rent for an additional calendar month, following
the month in which Lessee vacates the Leased
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Premises. If Lessee retains possession of the Leased Premises after the
expiration of the Lease Term without the written consent of Lessor, Lessee shall
pay to Lessor as liquidated damages, 1 2 the amount of monthly rent (including
additional rent, if applicable) specified in this Lease for each month that
Lessee retains possession of the Leased Premises or any part thereof after
termination of this Lease. This provision shall not be deemed to waive Lessor's
right to re-entry or any other right hereunder or at law.
21. Miscellaneous.
(a) This Lease shall be governed by the laws of the State of Indiana.
(b) It is agreed that Lessor has not made any statement, promise, or
agreement or taken upon itself any engagement whatsoever verbally or in writing
in conflict with the terms of this Lease or that in any way modifies, varies,
alters, enlarges, or invalidates any of its provisions and that no obligations
of Lessor shall be implied in addition to the obligations herein stated.
(c) Lessor covenants that Lessee, upon paying the rent herein provided
and performing all the covenants of this Lease by it to be performed, shall have
quiet possession of the Leased Premises.
(d) Lessee warrants and represents to Lessor that Lessee has employed no
broker or agent in connection with the negotiations relating to this Lease, and
Lessee shall indemnify and hold harmless Lessor from and in respect of any
claim, liability, or damage against or to Lessor arising from or in respect of a
breach of the foregoing warranty and representation.
(e) This Lease shall be binding upon, and shall inure to the benefit of,
the respective successors and assigns of the Lessor and the Lessee.
(f) Lessee shall be solely responsible for any and all costs involved in
placing, erecting, painting or lettering any signs designating the location of
its' business, whether such signs shall be in common areas of the Leased
Premises,on or around the doors or entrances into the Leased Premises, on the
front entrance of the Building and/or on the drive-through facility lot.
Further, Lessee agrees to use signs which are consistent in size, color, type,
and location with building standards and to be approved by Lessor.(which
approval shall not be unreasonably withheld).
21.1 OPTION TO RENEW Lessee shall have the option to renew this Lease for an
additional 10 year term at market rate plus CPI increases annually, provided
that Lessee is not in default in the performance of any of its covenants under
the Lease and further provided that Lessee notifies Lessor in writing 120 days
prior to the end of the original term of the Lease stating Lessee's desire to
renew.
21.2 OPTION TO CANCEL Lessee shall have the option to cancel this Lease
prior to the commencement there of in the event the Bank does not receive its
charter, without further obligation. However, it will abandon the improvements
provided for in Section 21.4 by Lessee.
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21.3 LESSOR ALSO AGREES TO PROVIDE THE FOLLOWING:
(a) Improvements to drive-through windows as shown on EXHIBIT "C",
consisting of two drive-through lanes operable by a single teller and
with a single pass-through lane.
(b) Improvements if necessary to meet any building code requirements
(c) A secure, demising wall, including all current door openings
between the Leased Premises and the ground floor of the "Annex" on the
West side of the Building.
(d) Various unspecified improvements to the exterior and common areas of
the Building.
(e) Until such time as a tenant is secured to occupy the mezzanine area
on the west side of the Leased Premises (the "West Mezzanine Space").
Lessor shall provide secure gated and/or otherwise locked door entries
into such West Mezzanine Space (in such manner as shall be in the
interest of maintaining an intrusion=resistant banking facility). Such
work shall be provided by Lessor, using architectural elements
consistent with the building and fire code requirements, safety
regulations,and regulatory requirements. Lessor also agrees that the
use of such west Mezzanine Space shall be consistent with ordinary
business and professional office use.
(f) So long as Lessor has not received a prior bona fide offer from a
third party to lease the mezzanine area on the east side of the Leased
Premises (the"East Mezzanine Space"). Lessee shall have the right, on
five (5) business days notice to Lessor, to Lease such East Mezzanine
Space, on terms and conditions as set forth in this Lease, and for same
per square foot rental rate that is then in effect (subject to increase
as provided herein).
(g) Until such time as the east Mezzanine Space has been leased, in
accordance with Lessee's rights under Sections 21.3(f) and Lessor shall
provide secure, gated and/or otherwise locked door entries into such
East Mezzanine space ( in such manner as shall be in the interest of
maintaining an intrusion-resistant banking facility), Such work shall
be provided by Lessor, using architectural elements consistent with
Building style,materials, and decor, and which meets all applicable
building fire code requirements, safety regulations,and regulatory
requirements. Lessor also agrees that the use of such East Mezzanine
Space shall be consistent with ordinary business and professional
office use.
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21.4 LESSEE TO PROVIDE THE FOLLOWING IMPROVEMENTS:
(A) Re-carpet all carpeted areas of the Leased Premises
(B) Painting or decorating of Leased Premises as needed
(C) Exterior signage of building, drive-through lot and
facility, which shall be approved by Lessor
(D) Cut opening into drive-through window area.
(a) All improvements provided by Lessee shall commence after execution
of this Lease and shall be complete prior to commencement of the
Lease.
(b) Lessee will provide all of its own furniture, equipment and
personal property.
(c) Final plans and specifications are subject to approval by both
parties.
22. MORTGAGES.
(a) Lessee agrees, at any time and from time to time, upon request by
Lessor, or the holder of any mortgage given by Lessor, to execute, acknowledge,
and deliver to Lessor or to the mortgage holder, a written statement certifying:
(a) that the Lease has not been modified and is in full force and effect (or if
there have been modifications, identifying them and stating that they are in
full force and effect); (b) that there are no defaults under the Lease on the
part of Lessor; (c) that no rent abatement or offsets are claimed by Lessee (if
such is the fact); (d) the dates to which the fixed rents and other charges have
been paid; and (e) such other matters as may be reasonably requested by Lessor
or such other party, it being intended that any such statement delivered
pursuant to this paragraph may be relied upon by any mortgage holder or any
authorized assignee of Lessor or any prospective purchaser of Lessor.
(b) Lessee further agrees, at any time and from time to time, to execute a
consent to the assignment of this Lease by Lessor to its mortgagee or any
proposed purchaser.
(c) Lessee accepts this Lease subject and subordinate to any mortgage(s)
now or at any time hereafter constituting a lien or charge upon the Leased
Premises; provide, however, that if any mortgagee elects to have Lessee's
interest in this Lease superior to any such instrument, then by notice to Lessee
from such mortgagee, this Lease will be deemed superior to such lien, whether
this Lease is executed before or after such mortgage. Lessee will give notice to
any mortgage holder whose address shall have been furnished to it, whenever
notice is given to Lessor by Lessee hereunder, and no such notice to the Lessor
will be effective against the mortgage holder unless also given to such mortgage
holder.
22.1 ATTORNMENT AND NON-DISTURBANCE. In the event any mortgage shall be
made superior to this Lease, the holder thereof shall agree in writing with
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Lessee that the rights of Lessee to quiet enjoyment and possession under this
Lease will not be terminated or disturbed by any action which any such holder
may take to foreclose any such mortgage or to enforce its rights and remedies
thereunder, so long as a default shall not have occurred under this Lease and no
event shall have occurred which, with the passage of time or giving of notice or
both, would constitute a default. Lessee in such agreement shall covenant and
agree that the holder, or anyone claiming by, through or under the holder shall
not be:
(a) Liable for any act or omission for any prior lessor (including Lessor);
or
(b) subject to any offsets or defenses which Lessee might have against
any prior lessor (including Lessor); or
(c) bound by any basic rent, additional rent, or other charges which Lessee
might have paid for more than the current month to any prior lessor
(including Lessor); or
(d) bound by any modifications of the Lease made after Lessee receives
notice of such mortgage and without the consent of such mortgage
holder.
22.2 In the event any proceedings are brought for foreclosure of the Leased
Premises, or in the event of a deed in lieu of foreclosure, or in any other such
similar proceeding, Lessee shall attorn to the mortgage holder or the purchaser
as the Lessor under this Lease, and Lessee shall, at the request of Lessor,
shall execute a document in form proper for recording, confirming such agreement
to attorn.
23. Exhibits. The following exhibits are attached to this Lease and
hereby incorporated by this reference:
Exhibit "A" - Legal Description
Exhibit "B" - Floor Plan
Exhibit "C" - Additional Facilities (Safe Deposit Facilities)
Exhibit "D" - Additional Facilities (Parking/Drive-Through Banking)
Exhibit "E" - Lessor's Rules
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IN WITNESS WHEREOF, the parties have executed this Indenture of Lease this
6th day of October, 1998 .
TIPPMANN PROPERTIES, INC.
Agent for XXXX X. XXXXXXXX, XX. TOWER FINANCIAL CORPORATION
By: /s/ Xxxx X. Xxxxxxxx Xx. By: /s/ Xxxxxx X. Xxxxxxxx
--------------------------------- ------------------------------
Printed: Xxxx X. Xxxxxxxx Xx. Printed: Xxxxxx X. Xxxxxxxx
---------------------------- -------------------------
Date: October 6, 1998 Date: October 6, 1998
------------------------------- ---------------------------
(LESSOR) (LESSEE)
STATE OF INDIANA )
)SS:
COUNTY OF XXXXX )
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Before me, the undersigned a notary public in and for said county and state,
personally appeared Xxxx X. Xxxxxxxx, Xx. who acknowledged his/her execution of
this Lease to be his/her official and voluntary act and deed, in the capacity
shown herein.
Subscribed and shown to before me this 6th day of October, 1998.
/s/ A. Xxxxx Xxxxxx
----------------------------------
Notary's Signature
A. Xxxxx Xxxxxx
----------------------------------
Notary's Name Typed or Printed
Xxxxx September 14, 2006
-------------------- --------------------
County of Residence Commission Exp. Date
STATE OF INDIANA )
)SS:
COUNTY OF XXXXX )
Before me, the undersigned a Notary Public in and for said county and
state, personally appeared Xxxxxx X. Xxxxxxxx, who acknowledged his/her
execution of this Lease to be his/her official and voluntary act and deed, in
the capacity shown herein.
Subscribed and shown to before me this 6th day of October, 1998.
/s/ A. Xxxxx Xxxxxx
----------------------------------
Notary's Signature
A. Xxxxx Xxxxxx
----------------------------------
Notary's Name Typed or Printed
Xxxxx September 14, 2006
-------------------- --------------------
County of Residence Commission Exp. Date
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