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EXHIBIT 10.55
ASSUMPTION AGREEMENT
This agreement has been entered into by ITC Holding Company, Inc. (Current
Lessee) and Knology Holdings, Inc. (Replacement Lessee) to effect the
assumption by the Replacement Lessee of the lease of 000 Xxxx 0xx Xxxxxx, Xxxx
Xxxxx, XX which is currently under lease by the Current Lessee from Midtown
Realty, Inc. (Lessor).
The Replacement Lessee agrees to assume all the rights and responsibilities of
the aforementioned lease (copy attached) effective November 1, 1999. All future
lease payments will be made by the Replacement Lessee to the Lessor consistent
with the terms of the aforementioned lease.
AGREED: AGREED:
/s/ /s/
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ITC Holding Company, Inc. Midtown Realty, Inc.
AGREED: DATE:
/s/ 11-9-99
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Knology Holdings, Inc.
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PARTIES: This Lease Indenture made and entered into this 1st day of December
1998, by and between MIDTOWN REALTY, INC., 0000 Xxxxxx Xxxx, Xxxxxx,
XX 00000 hereinafter referred to as "LANDLORD" and ITC HOLDING
COMPANY, INC. hereinafter referred to as "TENANT".
WITNESSETH
PREMISES: That LANDLORD for and in consideration of the rents reserve to be
paid and the covenants to be performed, has leased and by these
presents does lease, unto TENANT certain premises in WEST POINT,
GEORGIA (XXXXX COUNTY) described as follows:
000 XXXX 0XX XXXXXX IN XXX
XXXX XX XXXX XXXXX,
XXXXX XXXXXX, XXXXXXX.
1,740 SQUARE FEET
000 XXXXXX XXXX XXXXXX XXXX
2,050 TOTAL SQUARE FOOTAGE
RENT AND To have and to hold the said property from 1st day of December 1998
TERM: for a term of THREE YEARS, thence next ensuing, TENANT to pay
therefore during said term the sum of FIVE HUNDRED NINETY-SEVEN
DOLLARS AND 92/100 ($597.92) on the first day of each month,
beginning with the first day of December 1998, at the office of
LANDLORD shown above. All utilities and assessments will be paid by
TENANT. 5% charge will be added after 10th of the month.
RENEWAL: TENANT shall have the right to two - 3-year renewal options and
shall indicate to the LANDLORD his intention to renew ninety days
prior to the expiration of the original lease or first option. If
the TENANT does not desire a three-year renewal, this lease shall
continue on a month-to-month basis at the then effective rate until
30 days written notice is given by either party to the other of
intention to terminate.
USE: Premises are to be leased to and used by TENANT for offices and/or
related business type activities ONLY, TENANT agreeing that he will
not put the premises to any illegal or unlawful use nor to any use
which will increase the insurance thereon.
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REPAIRS: TENANT has examined premises and agrees that they are in good
state of repair, except in the following particulars, which
LANDLORD agrees to repair promptly:
NONE
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TENANT agrees to bear the expense of keeping the premises, together
with any fixtures installed therein, in good condition, ordinary wear
and tear excepted, except broken glass which shall be replaced at
TENANT'S expense regardless of how caused, and except the expense of
keeping open all water and sewerage pipes, electrical and heat pump
if determined to be caused by neglect of TENANT or SUBTENANT. LANDLORD
will be responsible for PLUMBING, ELECTRICAL, HEATING AND AIR as long
as it is determined to be from normal wear and tear. At the
expiration, premises will be returned by TENANT "broom clean" with all
keys.
DAMAGES- TENANT will give LANDLORD notice in writing, specifically
INJURIES: pointing out any defects in the premises which may arise subsequently
and agrees that LANDLORD may have not less than ten days to remedy
such defects. In the absence of such notice and until the expiration
of said ten days, TENANT agrees that LANDLORD is released of any and
all liability therefrom for injuries or damage to TENANT, his family,
servants or guests, TENANT hereby specifically waiving any law of the
State of Georgia in conflict herewith or requiring inspection by
LANDLORD. If a member of TENANT family, a guest or servant recovers
against LANDLORD under such circumstances, TENANT agrees to indemnify
and hold LANDLORD harmless for such loss.
GENERAL: Provisions with reference to remedies in case of default,
abandonment, or bankruptcy, with reference to LANDLORD'S right to
repossess, and with reference to waiver are shown on page 4 and 5
hereof. THEY ARE A PART OF THIS AGREEMENT.
NOTICES: All notices provided for hereunder must be in writing. Such
notices mailed to or left at the within named premises shall
constitute notice to TENANT, and notice to the LANDLORD shall be
accomplished by like document to LANDLORDS's as herein shown.
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INSPECTION: Upon reasonable notice of not less than twelve hours to TENANT,
LANDLORD may enter premises for the purpose of inspection, repair
or showing to prospective purchaser or tenant. After notice of
termination of lease, LANDLORD may place rental signs on the
property.
POSSESSION: If LANDLORD is prevented by law or through no fault of his in
giving possession on the date herein provided, there shall be no
liability for damages of any kind resulting from such failure.
ADVERTISING: All rights to advertise on premises or place signs thereon shall
be reserved to the LANDLORD.
INTEREST AND All sums due thereunder shall bear interest at 8% per annum
COSTS: after maturity and if placed with an attorney for collection,
LANDLORD may recover reasonable attorney's fees at 15% as cost of
collection.
FIRE: Should the premises be rendered untenable by fire or other
casualty, the lease is to terminate. Rent shall not xxxxx in case
of partial damage which does not render the dwelling untenable, in
which case repairs will be promptly made.
FIXTURES: No fixtures are to be installed nor alterations and repairs are
to be made by TENANT without the written consent of LANDLORD, but
when so made shall become a part of the building including
fixtures constructively attached, such as stoves and like
fixtures, or others which are covered by written agreement, which
shall be removable by TENANT at the end of the term; provided, all
rent due under this lease has been paid and provided same can be
done without damage to the premises.
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SPECIAL: SPECIAL PROVISIONS OF THIS LEASE
1. This is a net lease. LANDLORD will be responsible for
insurance, property taxes and exterior improvements. TENANT
will be responsible for utilities, cleaning service and pest
control. TENANT will be responsible for any annual increases
over $1,200 for property taxes and will be billed by LANDLORD.
2. Interior improvements and betterments will be made at expense
and liability of tenant with approval of LANDLORD.
3. TENANT has first refusal to purchase.
4. TENANT has right to sub-lease for like or similar business or
office space.
5. Space may not be used for wholesale or retail liquor or
alcoholic beverage distribution or sale.
ADDITIONAL PROVISIONS OF THIS LEASE
DEFAULT: Upon failure of TENANT to pay any sums hereunder promptly, time
being of the essence, or upon breach by TENANT of any of the terms
of this lease, the balance due, hereunder for the full remainder
of the term shall become due and payable at once by TENANT. TENANT
expressly represents that all furniture, fixtures, appliances and
equipment installed at premises are his property and that no
furniture, fixtures or other property shall be removed by TENANT
from the premises while any provision of this lease is in default.
ABANDONMENT: If lease is in default and TENANT, his family and servants have
moved from the premises, LANDLORD may thereupon re-enter take
possession of the said premises, and furniture and other belongings
of the TENANT which may be in same, without legal process, which
will terminate any right of TENANT to re-enter.
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REPOSSESSION: In case of abandonment of premises by TENANT, or following
default, the surrender of possession on demand, or eviction by
law, LANDLORD may retake possession immediately and the retaking
of possession by LANDLORD, in absence of express election in
writing to do so, shall not terminate this lease. LANDLORD shall
have the right to recover immediately as damages, rentals to the
end of the lease. LANDLORD in subletting premises shall be
acting as TENANT'S agent to reduce TENANT'S loss, any net sums
received by the LANDLORD to apply as payment on any judgment
obtained of balance due. After same is satisfied, LANDLORD is to
pay anything received to TENANT.
BANKRUPTCY: IN case of bankruptcy, insolvency or receivership of TENANT,
LANDLORD is to have the right at his option to forthwith
terminate the lease and to proceed for any sum then due hereunder
and also damages for the breach of said lease. TENANT waives and
renounces for himself all HOMESTEAD and EXEMPTION rights of this
State, of the United States, or any other State, and as
additional security hereunder, assigns to LANDLORD as his
attorney in fact to file claim for Homestead and to receive and
accept same in TENANT'S name in any bankruptcy proceedings.
WAIVER: If in any instance, LANDLORD shall allow a delay or suspend
any provision in this lease, such waiver shall not prevent
LANDLORD from insisting upon a strict observance thereof at any
subsequent date.
Executed under seal in duplicate on the day and year first
above written:
/s/ /s/
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TENANT LANDLORD
ITC HOLDING COMPANY, INC. MIDTOWN REALTY, INC.
/s/ Xxxxxxx X. Xxxxx
----------------------------(L.S.) ----------------------------(L.S.)
ATTEST ATTEST
