EXHIBIT 10.13
LEASE AGREEMENT
THIS LEASE AGREEMENT made on November 2, 1979, by and between Oxbridge
Square Limited Partnership, a Virginia Limited Partnership, (hereinafter called
"Landlord"), party of the first part, and
UKROP'S SUPERMARKETS, INC.
(hereinafter called "Tenant"), party of the second part.
WITNESSETH:
That in consideration of the rents and covenants herein set forth,
Landlord hereby leases to Tenant, and Tenant hereby rents from Landlord, the
premises containing approximately 32,742 square feet, as shown, outlined in red,
on a drawing identified by the parties as "Schedule A", a copy of which is
attached hereto and made a part hereof, and located in the shopping center known
as Oxbridge Square Shopping Center located and lying in the County of
Chesterfield, Virginia.
Premises and Improvements
Section 1. There have been signed by the parties and identified as
"Schedule B", Outline Specifications describing the following:
1. Improvements to be provided and installed by Landlord at its
expense.
2. Improvements to be provided and installed by Tenant at its expense.
3. Dollar allowances, if any, to be credited to Tenant by Landlord
against the cost of improvements selected by Tenant and to be
provided and installed by either Landlord or Tenant at Tenant's
expense.
Common Facilities
Section 2. In addition to the leased premises, Tenant shall have the right
of non-exclusive use, in common with others, of, (a) automobile parking areas,
driveways and footways, and of (b) such loading facilities and other facilities
as may be constructed and designated, from time to time, by Landlord, all to be
subject to the terms and conditions of this Lease Agreement, and to reasonable
rules and regulations for the use thereof as prescribed from time to time by
Landlord. Landlord shall have the right to make changes or revisions in the site
plan in accordance with recommendations of its architects and so as to provide
additional leasing area.
Title Subordination
Section 3. Landlord hereby warrants that Landlord and no other person or
corporation has the right to lease the premises hereby demised. Tenant shall
have peaceful and quiet use and possession of the leased premises without
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. Tenant's rights under this Lease
Agreement may, however, be subordinate to the operation and effect of any
mortgage, deed of trust or other security instrument now or hereafter placed
upon the Center, or any part or parts thereof, by Landlord; and Tenant hereby
agrees, upon request of Landlord, to execute subordination agreements to that
effect, provided the beneficiary under the deed of trust or mortgage agrees to
recognize the rights of the Tenant under this Lease in event of a foreclosure,
provided the Tenant is not in default.
Term
Section 4. The term of this Lease shall commence on the earlier to occur
of (a) the first date on which the leased premises are ready for occupancy by
Tenant (as hereinafter defined), or (b) the opening by Tenant of its business in
the leased premises; and shall be for a period of twenty-five (25) years plus
the part of a month, if any, from the date of the commencement of the term to
the first day of the first full calendar month in the term. Each of the
parties hereto agrees, upon demand of the other, to execute a declaration in
recordable form expressing the commencement and termination dated of the term as
soon as the commencement date has
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been determined. Tenant, at its option, may extend the term of this lease for
two (2) separate and additional periods of five (5) years each on the same terms
and conditions except that minimum rentals and percentage rentals payable under
Sections 7 and 8 of this Agreement shall be the same as those payable during
years 11 through 25, and by notice to the Landlord at least ninety (90) days
before the expiration of the term or option term then in effect.
Termination
Section 5. This Lease and the tenancy hereby created shall cease and
determine at the end of the original term hereof, or any extension or renewal
thereof, without the necessity of any notice from either Landlord or Tenant to
terminate the same, and Tenant hereby waives notice to vacate the premises 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 had been given. For the period of
six (6) months prior to the expiration of the original term of this Lease or any
renewal or extension thereof, Landlord shall have the right to display on the
exterior of the premises, (but not in any window or doorway thereof) the
customary sign "For Rent", and 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 and except any legal holiday on which Tenant
shall not be open for business.
Improvements by Landlord
Section 6. Prior to commencement of the term Landlord agrees to provide,
at its expense, improvements to the leased premises substantially in accordance
with the general description of the improvements to be provided by Landlord as
set forth in "Schedule B" hereto. The leased premises will be considered as
ready for occupancy by Tenant on the first date of which:
(a) The Landlord shall have substantially completed all work to be
per formed by it in accordance with "Schedule B", as evidenced by
certificate of Landlord's architect to that, effect, or
(b) Tenant shall have opened its business in the leased premises.
Rentals Payable
Section 7. Tenant covenants and agrees to pay Landlord c/o Dumbarton
Properties, Incorporated, 0000 Xxxxxxx Xxxx Xxxx, X.0. Xxx 00000, Xxxxxxxx,
Xxxxxxxx 00000, or at such place as may be designated by the Landlord, at the
following rates:
(a) A minimum rental at the rate of:
One hundred fifty-six thousand, four hundred twenty-five and
no/100 ---------------------------------------------------- Dollars
($156,425.00) per annum during years one (1) through three (3),
One hundred seventy-seven thousand, two hundred eighty-one and
no/100------------------------------------------------------ Dollars
($177,281.00) per annum during years four (4) through six (6),
Two hundred eight thousand, five hundred sixty-seven and
no/100 ----------------------------------------------------------
Dollars ($208,567.00) per annum during years seven (7) through ten (10),
and
Two hundred twenty-five thousand, two hundred fifty-three and
no/100 ----------------------------------------------------- Dollars
($225,253.00) per annum during years eleven (11) through twenty-five (25),
plus
(b) a percentage rental equal to one percent (1%) of gross annual
sales, as hereinafter defined, in excess of:
Twelve million, five hundred fourteen thousand and no/100
---------------------------------------- Dollars ($12,514,000.00) during
years one (1) through three(3),
Fourteen million, one hundred eighty-two thousand, four
hundred eighty and no/100 ----------------------- Dollars ($14,182,480.00)
during years four (4) through six (6), and
Sixteen million, six hundred eighty-five thousand, three
hundred sixty and no/100 --------------------- Dollars ($16,685,360.00)
during years seven (7) through ten (10), and
Eighteen million, twenty thousand, two hundred forty and
no/100 ------------------------------------- Dollars ($18,020,240) during
years eleven (11) through twenty-five (25).
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Minimum Rentals
Section 8. The minimum rental shall be payable without demand, in advance
on the first day of each full calendar month during the term, in equal monthly
installments of:
Thirteen thousand, thirty-five and 42/100 ---------- Dollars ($13,035.42)
during years one (1) through three (3),
Fourteen thousand, seven hundred seventy-three and 42/100 ----------------
--------------------------------- Dollars ($14,773.42) during years four (4)
through six (6),
Seventeen thousand, three hundred eighty and 58/100 ----------------------
---------------------------------------- Dollars ($17,380.58) during years seven
(7) through ten (10), and
Eighteen thousand, seven hundred seventy-one and 08/100 ------------------
-------------------------------------------- Dollars ($18,771.08) during years
eleven (11) through twenty-five (25),
the first such payment to include also any prorated minimum rental for the
period from the date of the commencement of the term to the first day of the
first full calendar month in the term.
Percentage Rentals
Section 9. The percentage rental shall be determined and payable annually
on or before the twentieth day following the close of each full calendar year
period of the term, based on gross sales for such period. The first payment of
percentage rental due hereunder shall include a percentage of gross sales from
the date of the commencement of the term to the first day of the first full
calendar month in the term. As soon as practicable after the end of each rental
year, the percentage rental paid or payable for such rental year shall be
adjusted between Landlord and Tenant, each party hereby agreeing to make such
adjustment and to pay to the other, on demand, such amount as may be necessary
to effect adjustment to the agreed percentage rental.
"Rental Year" Defined
Section 10. The first "rental year" shall commence on the first day of the
term and shall end at the close of the twelfth full calendar month of the term;
thereafter the rental year shall consist of periods of twelve full calendar
months or, at the end of the term, the portion of such twelve full calendar
months included in the term.
"Gross Sales" Defined
Section 11. For the purpose of this Agreement, the term "gross sales"
shall mean the actual sales prices of all goods, wares, and merchandise sold,
and the actual charges for all services performed by Tenant or by any
sub-tenant, licensee or consessionaire, in, at or from the leased premises,
whether for cash, on credit, or otherwise, without reserve or deduction for
inability or failure to collect, including, but not limited to such sales and
services (i) where the orders therefor originate in, at or from the leased
premises, whether delivery or performance is made from the leased premises or
from some other place, (ii) pursuant to mail, telephone, telegraph or other
similar orders received at the leased premises, (iii) by means of mechanical and
other vending devices in the leased premises, (iv) as a result of transactions
originating in, at or from the leased premises, or (v) which Tenant or any
sub-tenant, licensee, or consessionaire, in the normal and customary course of
its business, would credit or attribute to its operation at the leased premises
or any part thereof.
The following shall be excluded from gross sales, namely: (i) any exchange
of merchandise between stores of Tenant where such exchange is made solely for
the convenient operation of the Tenant's business and not for the purpose of
consummating a sale made in, at or from the leased premises, (ii) returns to
shippers or manufacturers, (iii) cash or credit refunds to customers on
transactions otherwise included in gross sales, (iv) sales of fixtures,
machinery and equipment after use thereof in the conduct of Tenant's business in
the leased premises, (v) amounts collected and paid out by Tenant for any sales,
excise or similar tax imposed by any duly constituted governmental authority,
and (vi) the amount of any discount on sales to employees.
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Tenant's Records
Section 12. For the purpose of permitting verification by Landlord of any
amounts due as rentals, Tenant will keep and preserve for at least two years, at
an office of the Tenant in Richmond, Virginia, original or duplicate books and
records which shall disclose all information required to determine gross sales,
as above defined, the disposition of cash receipts and entries of credit sales,
and such other information relating to or in support of the items comprising
gross sales as may be reasonably required by the Landlord. Landlord, its
employees and accountants shall have the right, during business hours, to
inspect such books and records and to make any examination or audit thereof
which Landlord may desire. If such audit shall disclose a liability for rent
three per centum (3%) or more in excess of the rentals theretofore paid by
Tenant for such period, Tenant shall promptly pay to Landlord the cost of said
audit in addition to the deficiency in rental, which deficiency shall be payable
in any event.
Tenant further covenants and agrees (a) that not later than the twentieth
(20) day after the close of each calendar month of the term and any renewal
thereof, it will deliver to Landlord a written statement signed by Tenant or by
an authorized officer of Tenant, showing the gross sales, as above defined, made
in the preceding calendar month, and (b) that not later than the due date for
each payment of percentage rental during the term and any renewal thereof, it
will deliver to Landlord a written statement signed by Tenant or by an
authorized officer of Tenant, showing the gross sales, as above defined, made in
the preceding percentage rental period, and (c) that not later than sixty (60)
days after the close of each rental year, and after the termination of the lease
or any renewal thereof, it will deliver to Landlord a certificate of an
independent certified public accountant showing the amount of gross sales,
specifically stated to be as above defined, of the preceding rental year.
Additional Rental
Section 13. Tenant will promptly pay all rentals herein prescribed when
and as the same shall become due and payable. If Landlord shall pay any moneys,
or incur any expenses in correction of violation of covenants herein set forth,
the amounts so paid or incurred shall, at Landlord's option, and on notice to
Tenant, be considered additional rentals payable by Tenant with the first
installment of rental thereafter to become due and payable, and may be collected
or enforced as by law provided in respect of rentals.
Payments at office of Landlord's Agent
Section 14. All rentals payable and all statements deliverable by Tenant
to Landlord under this Agreement shall be paid and delivered to Dumbarton
Properties, Incorporated, Agents for the Landlord, at the office of said Agent,
0000 Xxxxxxx Xxxx Xxxx, X.0. Xxx 00000, Xxxxxxxx, Xxxxxxxx 00000, or to such
other party or address as Landlord may direct by written notice.
Real Estate Taxes
Section 15. The Landlord will pay annually all real property taxes which
may be levied or assessed by any lawful authority against the land and
improvements in the Shopping Center. The Tenant shall pay to Landlord as a
reimbursement, that portion of such real property taxes equal to the product
obtained by multiplying such taxes by a fraction, the numerator of which shall
be the gross floor area of the demised premises, and the denominator of which
shall be the total gross floor area of the Shopping Center, exclusive of common
areas. The additional rent provided for in this Section 15 shall be paid within
twenty (20) days after demand therefor by the Landlord. A tax xxxx submitted by
the Landlord to the Tenant shall be sufficient evidence of the amount of taxes
assessed or levied against the parcel or real property to which such xxxx
related. Proper proration shall be made as to commencement and termination dates
of this Lease.
Not a Joint Venture
Section 16. Any intention to create a joint venture or partnership
relation between the parties hereto is hereby expressly disclaimed, it being
understood and agreed that the provisions of this Agreement in regard to the
payment by Tenant and the acceptance by Landlord of a percentage of the gross
sales of Tenant and others is a reservation of rent for the use of the leased
premises.
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Security Deposit
Section 17. None.
Landlord's Improvements
Section 18. Landlord will as promptly as practicable, let contracts for
construction of a building or buildings in the Center providing a gross area of
not less than 113,000 square feet, including all work which Landlord has agreed
to do in, on and about the leased premises as specified in "Schedule B" hereto.
All Landlord's work, as herein provided, shall be done at the sole cost and
expense of Landlord. Although Landlord reserves the right to make additions to,
subtractions from, or rearrangements of the building areas indicated on
"Schedule A", it is distinctly understood that any such changes or
rearrangements shall not reduce the total gross building area below that
required by this Section 18. The above 113,000 square feet of construction in
the Center will be erected and available for occupancy within twelve (12) months
after Tenant's occupancy of the space herein leased.
Driveway and Parking Areas
Section 19. Landlord's work as defined in "Schedule B" includes the
construction at Landlord's expense of hard surface parking areas with adequate
drainage and lighting facilities, including footways and necessary access roads
within the Center. Landlord agrees that there will be provided during the term,
as a part of the Landlord's work, parking spaces for not less than approximately
550 passenger automobiles.
Tenant's Improvements
Section 20. On or before the commencement of the term, Tenant will
substantially complete all fixturing and other work which Tenant has agreed to
do in, on and about the leased premises as specified in "Schedule B" hereto.
Tenant shall obtain the prior written approval of Landlord's architect to all
plans and specifications for work which will affect the exterior appearance of
the leased premises or any structural, mechanical or electrical component of the
building in which the leased premises are located. All Tenant's work, as herein
provided, shall be done at the sole cost and expense of Tenant, subject to
allowances, if any, to be provided by Landlord to Tenant under "Schedule B".
Unavoidable Delays
Section 21. The obligations of the Landlord and of Tenant, respectively,
under Sections 18, 19, and 20 hereof, are subject to unavoidable delays due to
labor disputes, acts of God or the public enemy, governmental regulations or
controls, fire or other casualties or other conditions or causes beyond the
reasonable control of the parties.
Store Fixtures
Section 22. All trade fixtures and apparatus installed by Tenant in the
leased premises except such as may be the property of Landlord as a result of
Landlord having provided Tenant with allowances under "Schedule B" for the
installation of any such fixtures or apparatus, shall remain the property of the
Tenant and shall be removable from time to time and also at the expiration of
the term of this lease or any renewal or extension thereof, or other termination
thereof, provided Tenant shall not at such times be in default under any
covenant or agreement contained in this Agreement and shall repair any damage to
leased premises caused by such removal; otherwise Landlord shall have a lien on
said fixtures or apparatus as security against loss and damage resulting from
defaults by Tenant.
Use of Premises
Section 23. The leased premises shall be used by Tenant solely for the
purpose of conducting therein the business of a grocery store.
Prompt Occupancy and Use
Section 24. (a) Tenant will occupy the leased premises promptly upon
commencement of the term, and thereafter will continuously conduct in the leased
premises the business as above stated. Tenant will not use, or permit or suffer
the use of, the leased premises for any other business or for residential
purposes, and will conduct business on the premises only in its own name unless
and until the use of some other name is approved in writing by Landlord.
(b) Tenant will cause said business to be conducted and
operated in good faith and such manner as shall assure the transaction of a
maximum volume of business in and at the leased premises, and Tenant shall cause
its store to remain open until at least 9 o'clock P.M. six days each week. This
obligation of Tenant to cause its store to remain open until at least 9 o'clock
P.M. six days each week may be reduced so that Tenant will be
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Operation by Tenant
Section 25. Tenant will keep the inside and outside of all glass in the
doors and windows of the leased premises clean; will keep all exterior surfaces
clean; will replace promptly at its own expense with glass of like kind and
quality any plate glass or window glass of the leased premises which may become
cracked or broken, unless by fire; will maintain the premises at its own expense
in a clean, orderly and sanitary condition and free of insects, rodents, vermin
and other pests; will not permit undue accumulations of garbage, trash, rubbish
and other refuse, but will remove the same at its own expense; will not use or
permit the use of any apparatus or musical instruments for sound reproduction or
transmission in such manner that the sounds so reproduced, transmitted or
produced shall be audible beyond the interior of the leased premises; will keep
all mechanical apparatus free of vibration and noise which may be transmitted
beyond the confines of the premises; will not cause or permit objectionable
odors to emanate or be dispelled from the premises; will comply with all laws
and ordinances and all valid rules and regulations of governmental authorities,
and all recommendations of the Virginia Fire Insurance Rating Bureau, with
respect to the use of occupancy of the premises by Tenant; will not receive or
ship articles of any kind except through the facilities provided for that
purpose by Landlord; will light the show windows of the premises and exterior
signs each night of the year to the extent which shall be required by the
Landlord until 10 o'clock P.M.; and will conduct its business in the premises in
all respects in a dignified manner and in accordance with high standards of
store operation.
Exterior Repairs
Section 26. Landlord will keep the exterior of the premises, except any
doors, windows and glass, in repair, 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 negligence of Tenant, in which event
Tenant shall be responsible therefor, Landlord shall be under no liability for
repair, maintenance, alteration or any other action with reference to the leased
premises or any part thereof, or any plumbing, heating, electrical, air
conditioning or other mechanical installation therein, except as may be
expressly set out in this Agreement. Landlord agrees to repaint any exterior
painted surfaces at least every three years.
Interior Repairs
Section 27. Tenant will keep the interior of the premises, together with
all electrical, plumbing, and other mechanical installations therein in good
order and repair at its own expense; and will surrender the leased premises at
the expiration of the term or at such other time as it may vacate the premises
in as good condition as when received, excepting depreciation caused by ordinary
wear and tear and damage by fire, unavoidable accident or act of God. Tenant
will not overload the electrical wiring serving the premises or within the
premises, and will install at its own expense, but only after obtaining
Landlord's written approval, any additional electrical wiring which may be
required in connection with Tenant's apparatus. It is understood and agreed in
the last five (5) years of this Lease or any renewal thereof, Landlord agrees
that should the heating or air conditioning equipment be certified by an
engineer to be impractical to repair, the Landlord will then replace such
equipment at Landlord's expense.
Damage to Premises
Section 28. Tenant will repair promptly at its own expense any damage to
the leased 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, unless caused by Landlord, its
agents, employees, or contractors; and in default of such repairs by Tenant,
Landlord may make the same and Tenant agrees to pay the cost thereof to Landlord
promptly upon Landlord's demand therefor.
Alterations by Tenant
Section 29. Tenant will not alter the store front of the leased premises
by and will not make any structural alteration to the premises or any part
thereof without first obtaining Landlord's written approval of such alteration;
and Tenant agrees that any improvements made by it shall immediately become the
property of the Landlord and shall remain upon the premises in the absence of
agreement to the contrary. Tenant further will not, except for the installation
of fixtures and other work to be performed by it under "Schedule B" hereof, cut
or drill into or secure any fixture, apparatus or equipment of any kind to any
part of the premises without first obtaining Landlord's written consent.
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Signs and Advertising
Section 30. Tenant will not place or suffer to be placed or maintained on
the exterior of the premises any sign, advertising matter or other thing of any
kind, and will not place or maintain any decoration, lettering or advertising
matter on the glass of any window or door of the leased premises without first
obtaining Landlord's written approval thereof; and Tenant further agrees to
maintain such sign, decoration, lettering, advertising matter or other thing as
may be approved in good condition and repair at all times. It is understood and
agreed that Tenant may place on the exterior of the premises a sign using the
word "UKROPS" similar in design to the present Ukrops sign on the Ukrop's store
at Bermuda Square and Dumbarton Square, letters on said sign to be not over 48
inches in height unless permission is given by the Landlord, and located on the
building in a place to be determined by the Tenant.
Painting and Decorating
Section 31. Tenant will not paint or decorate any part of the exterior of
the leased premises, or any part of the interior of the premises which shall be
visible from the exterior thereof, without first obtaining Landlord's written
approval of such painting or decoration.
Displays by Tenant
Section 32. Tenant will install and maintain at all times, subject to the
other provisions of this paragraph, displays of merchandise in the show windows
(if any) of the leased premises; and Tenant further agrees that all articles and
the arrangement, style, color and general appearance thereof, 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 and
store fixtures, shall be maintained in the premises subject to the approval of
the Landlord with respect to whether the same are in keeping with the character
and standards of the Center.
Roof and Walls
Section 33. Landlord shall have the exclusive right to use all or any part
of the roof of the premises for any purpose; to erect additional stories or
other structures over all or any part of the leased premises; and to erect in
connection with the construction thereof temporary scaffolds and other aids to
construction on the exterior of the premises, provided that access to the
premises shall not be denied. Tenant further agrees that Landlord may take any
use it desires of the side or rear walls of the premises, provided that there
shall be no encroachment upon the interior of the leased premises.
Common Facilities
Section 34. Landlord grants to Tenant during the term the right of non
exclusive use, in common with others, of all automobile parking areas within the
Center for the accommodation and parking of passenger automobiles of Tenant's
customers.
All parking areas, access roads and facilities which may be furnished by
Landlord in or near the Center, including employee parking areas, the truck way
or ways, loading docks, package pick-up stations, pedestrian sidewalks, malls,
courts, and ramps, landscaped areas, retaining walls, first-aid station, comfort
stations, lighting facilities, auditorium, public telephone facilities and other
areas and improvements which may be provided by Landlord for the general use, in
common, of tenants, their officers, agents, employees, and customers, shall at
all times be subject to the exclusive control and management of Landlord, and
Landlord shall have the right from time to time to establish, modify and enforce
reasonable rules and regulations with respect to all facilities and areas
mentioned in this section. Landlord shall construct, maintain and operate
lighting facilities on all said areas and improvements and shall have the right
to police the same. Landlord shall have the right from time to time to change
the area, location and arrangement of parking areas and other facilities
referred to in this Section 34, to change truck routes to such extent as the
Landlord may desire, provided that the leased premises are adequately served by
the new route; to restrict parking by tenants, their officers, agents and
employees to employee parking areas; to construct surface or elevated parking
areas and facilities; to establish and from time to time change the level of
parking surfaces; to close all or any portion of said areas or facilities to
such extent as may, in the opinion of the Landlord's counsel, be legally
sufficient to prevent a dedication thereof of the accrual of any rights to any
person or to the public therein; 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 said areas and improvements as, in the use of
good business judgment, the
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Landlord shall determine to be advisable with a view to the improvement of the
convenience and use thereof by tenants, their officers, agents, employees and
customers. Tenant agrees that it will cause its officers, agents and employees
to park their automobiles only in such areas as Landlord may from time to time
designate as employee parking areas.
Tenant and its employees shall not park cars in parking space provided for
customers on property of which demised premises are a part or in alleys or
service courts serving buildings or stores except in areas which may be
designated by Landlord for tenant parking. Where there is a rear entrance, all
loading and unloading of goods shall be made at the rear entrance. Tenant agrees
that upon written notice 'from Landlord it will, within five days, furnish
Landlord with the state automobile license numbers assigned to its cars and the
cars of all its employees. If Tenant or its employees shall park their cars in
space provided for customer parking, Tenant shall pay additional rent to the
Landlord at the rate of $10.00 per day per car.
It is understood that the Landlord proposes to construct the Center in
various stages and some of the common facilities outlined above will not be
constructed until the later stage, and further, that construction of later
stages may necessitate the rearrangement and alteration of some or all of the
facilities referred to in this Section 34. Landlord, therefore, reserves the
right in its sole discretion from time to time to change, rearrange, alter or
modify any or all of the facilities designed for the common use and convenience
of all tenants so long as adequate facilities in common are made available to
the Tenant herein.
Expense of Common Facilities
Section 35. Landlord will, at its expense (subject to the reimbursement
provisions hereinafter set forth), operate and maintain the common facilities
referred to in Section 34. In each rental year Tenant will pay to Landlord such
proportion of Landlord's operating costs as the gross floor area of the premises
leased hereby bears to the total gross floor area of all stores in the Center.
For the purpose of this Section 35, the "Landlord's Outside Operating
Costs" in connection with the common facilities outside of the shopping center
buildings shall be those of operating and maintaining the common facilities in a
manner deemed reasonable and appropriate and for the best interests of the
tenants in the Center, including without limitation, all costs and expense of
operating, repairing, lighting, cleaning, painting, striping, insuring, removing
of snow, ice, debris, maintaining landscaped areas, policing and inspecting.
The charges to Tenant under this Section 35 shall be computed on a basis
of twelve (12) consecutive calendar months commencing and ending on such dates
as may be designated by Landlord and shall be paid by Tenant in monthly
installments on the first day of each calendar month in an amount estimated and
billed by Landlord. Initially, the monthly payments shall be $682.13.
Merchants Association
Section 36. Not applicable.
Public Liability Insurance
Section 37. Tenant will keep in force at its own expense so long as this
Lease remains in effect, public liability insurance with respect to the leased
premises in companies and in form acceptable to Landlord, covering Tenant,
Landlord, and Landlord's agents, with minimum limits of Five hundred thousand
dollars ($500,000.00) on account of bodily injuries to or death of one person,
One million dollars ($1,000,000.00) on account of bodily injuries to or death of
more than one person as the result of any one accident or disaster; and property
damage insurance with minimum limits of One hundred thousand dollars
($100,000.00); and Tenant will further deposit the policy or policies of such
insurance or certificates thereof, with Landlord. If Tenant shall not comply
with its covenants made in this Section 37, Landlord may, at its option, cause
insurance as aforesaid to be issued, and in such event Tenant agrees to pay the
premium for such insurance promptly upon Landlord's demand.
Indemnity by Tenant
Section 38. Tenant will indemnify Landlord and Landlord's agents and save
them harmless from and against any and all claims, actions, damages, liability
and expense in connection with loss of life, personal injury and/or damage to
property arising from or out of the occupancy or use by Tenant of the leased
premises or any part thereof or any other part of the Landlord's property, or
occasioned wholly or in part by any act or omission of Tenant, its agents,
contractors, or employees.
- 8 -
Fire Insurance
Section 39. Tenant will not do or suffer to be done, or keep or suffer to
be kept, anything in, upon or about the leased 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 acceptable to Landlord provided Tenant
is first given adequate notice of the requirements of such policies. If anything
done, omitted to be done or suffered to be. done by Tenant, or 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 leased premises or other property of the Landlord
in companies acceptable to Landlord to be increased beyond the minimum rate from
time to time applicable to the premises for use for the purposes permitted under
this Agreement or to such other property for the use or uses made thereof,
Tenant will pay the amount of such increase promptly upon Landlord's demand.
Neither Landlord nor anyone claiming under it shall have any right of
subrogation against Tenant in event of a fire, explosion or other casualty,
provided Landlord can obtain fire and extended insurance eliminating all
subrogation rights without increase of premium to Landlord. If such insurance
can be obtained only with an increase of premium, Landlord will communicate this
information to Tenant and Tenant will have the option of paying the additional
premium or not, in order to eliminate subrogation rights.
The Landlord will pay annually all insurance premiums for his policies
insuring against loss or damage by fire and other hazards, including but not
limited to public liability, on the buildings and common areas. The Tenant shall
pay to Landlord, as a pro rata share reimbursement, that portion of such
insurance premiums equal to the product obtained by multiplying such premiums by
a fraction, the numerator of which shall be the gross floor area of the demised
premises and the denominator of which shall be the total gross floor area of the
Shopping Center included in said policies. The additional rent provided for in
this paragraph 38 shall be paid within 20 days after demand therefor by
Landlord. Landlord's records relating to said insurance premium increases shall
be made available at Landlord's office upon Tenant's request for verification,
within 20 days after Landlord has advised Tenant of said increased premiums.
Fire or Other Casualty
Section 40. If the leased premises shall be damaged by fire, the 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 as to the portion of
the premises rendered untenantable; if by reason of such occurrence the premises
shall be rendered 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 (60) 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 to be adjusted as of such date. Landlord's election not to
reconstruct the destroyed premises, shall not be exercised within the first ten
(10) years of this Lease, and Landlord covenants that should the leased premises
be damaged by fire or any other casualty so as to render them untenantable
during the first ten (10) years of this Lease, he will repair or reconstruct
said premises, said repairs to be completed within six months from the date of
said fire or casualty.
Condemnation
Section 41. If the whole or any part of the leased 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; and the minimum rental
shall be reduced proportionately as to the portion of the leased premises so
taken. If the amount of the leased premises so taken is such as to impair
substantially the usefulness of the leased premises for the purposes for which
the same are hereby leased, then either party shall have the option to terminate
this Lease as of the date when Tenant is required to yield possession. All
compensation awarded for such taking of the fee and the leasehold shall belong
to and be the property of the Landlord; provided,
- 9 -
however, that the Landlord shall not be entitled to any portion of the award
made to the Tenant for loss of business and for the cost of removal of stock and
fixtures.
Inspections by Landlord
Section 42. Tenant will permit Landlord, its agents, employees, and
contractors to enter the leased premises and all parts thereof during business
hours to inspect the same and to enforce or carry out any provision of this
Agreement.
Short Lease Recording
Section 43. Landlord agrees that at Tenant's request, it will execute,
acknowledge and deliver a short form of lease to the end that the same may be
recorded among the Land Records of , Recording and probating charges or any
other costs in connection therewith shall be paid by Tenant.
No Assignments or Subletting
Section 44. Tenant will not assign this Lease in whole or in part, nor
sublet all or part of the premises, nor license concessions or leased
departments therein, without the written consent of Landlord first obtained.
Consent by Landlord to any assignment or subletting shall not constitute a
waiver of the necessity for such consent to any subsequent assignment or
subletting. This prohibition against assigning or subletting shall be construed
to include a prohibition against any assignment or subletting by operation of
law, or any assignment or subletting to a parent or subsidiary corporation of
the Tenant.
Bankruptcy, Etc. of Tenant
Section 45. If any sale of Tenant's interest in the premises created by
this Agreement 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 thirty (30) days, or if a receiver or trustee shall be
appointed for its business or property, and such appointment shall not be
vacated within thirty (30) days, or if a corporate reorganization of the 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 if in any other manner Tenant's interest under this Agreement
shall pass to another by operation of law, then, in any of said events, Tenant
shall be deemed to have breached a material covenant of this Lease and Landlord
may, at its option, re-enter the premises and declare this Lease and the tenancy
hereby created terminated, but notwithstanding such termination Tenant shall
remain liable for all rent or damages which may be due at the time of such
termination and, further, shall be liable for the liquidated damages set forth
in paragraph B of Section 47 of this Lease.
Performance by Tenant
Section 46. Tenant covenants and agrees that it will perform all
agreements herein expressed on its part to be performed, and that it will
promptly upon receipt of written notice specifying action desired by Landlord in
connection with any such covenant commence to comply with such notice; and
further, that if Tenant shall not commence and proceed diligently to comply with
such notice to the satisfaction of Landlord within fifteen (15) days after
delivery thereof, then Landlord may, at its option enter upon the premises and
do the things specified in said notice, and Landlord shall have no liability to
Tenant for any loss or damage resulting in any way from such action by Landlord,
and Tenant agrees to pay promptly upon demand any expense incurred by Landlord
in taking such action.
Remedies of Landlord
Section 47. A. If Tenant shall violate any covenant including the covenant
to pay rent, made by it in this Agreement and shall fail to comply or commence
compliance with said covenant within fifteen (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 all the provisions of the laws of the State of
Virginia respecting summary ejectment and the recovery of lands and tenements
held over by Tenant.
B. Tenant further agrees that notwithstanding reentry and
termination pursuant to Section 45 or Paragraph A of this Section 47 of this
Lease, Tenant shall remain liable for any rent or damages which may be due or
sustained prior thereto, all reasonable costs, professional fees and expenses
incurred by Landlord in leasing the premises to another tenant, and Tenant shall
further be liable for a sum of money, as liquidated damages and not as penalty,
to be calculated in the following manner: Tenant shall pay an amount of money
equal to the total rent which but for such termination
- 10 -
would have become payable during the unexpired portion of the term remaining at
the time of such termination, less the amount of rent, if any, which Landlord
may receive 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. If such termination shall take place after the
expiration of two or more rental years of this Lease, then the percentage rental
payable (pursuant to Sections 7 and 11), if any, in each rental year after such
termination shall be conclusively presumed to be equal to the average percentage
rental payable during such expired lease, then the percentage rental payable
(pursuant to Sections 7 and 11), if any, in each rental year after such
termination shall be conclusively presumed to be equal to twelve (12) times the
average monthly payment of percentage rental which would have been paid prior to
such termination had Section 9 of this Lease required monthly payments of
percentage rental, based upon gross sales during each such month. Such
liquidated damages shall be payable in monthly installments, in advance, on the
first day of each calendar month following such termination, and continuing
until the date originally fixed herein for the expiration of the then current
term of this Lease and any suit or action brought to collect the amount of any
deficiency for any month shall not in any manner prejudice the right of Landlord
to collect any deficiency for any subsequent month by a similar proceeding.
Within one month after the date originally fixed herein for the expiration of
the then current term of this Lease, Landlord shall give a written statement to
Tenant showing all sums received by Landlord by way of liquidated damages and
all sums received from others to whom the premises may have been rented. In the
event it appears that Tenant has paid a greater sum of money than is due, as
determined by the terms of this Paragraph B of this Section 47, then, and in
such event, Landlord will promptly refund to Tenant any such excess.
Remedies Cumulative
Section 48. No mention in this Lease of any specific right 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 this Agreement 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 expressed in
writing by Landlord.
Water, Gas and Electricity
Section 49. The Tenant covenants that it will promptly pay all utility
bills, including but not limited to, water (which may include sewer charge), gas
and electricity as the same shall become due. If Landlord shall pay any monies
or incur any expenses in correction of violation of Tenant's covenants herein
set forth, the amounts so paid or incurred shall, at Landlord's option, and on
notice to Tenant, be considered additional rentals payable by Tenant with the
first installment of rental thereafter to become due and payable and may be
collected or enforced as by law provided in respect of rentals.
Successor and Assigns
Section 50. This Agreement and the covenants and conditions herein
contained, shall enure to the benefit of and be binding upon Landlord, its
successors and assigns, and shall be binding upon Tenant, its successors and
assigns, and shall enure to the benefit of Tenant and only such assigns of
Tenant to whom the assignment by Tenant has been consented to by Landlord.
Heating, Ventilatint and Air Conditioning
Section 51. Landlord will provide and install within the leased premises
such equipment as will assure adequate heating, ventilating and air conditioning
for the leased premises.
Tenant, at its sole cost and expense, shall operate, maintain and repair
the heating, ventilating and air conditioning equipment hereinabove referred to,
including the making of all necessary replacements thereto throughout the term
of this Lease and any renewal thereof. Tenant shall pay for all fuel, water, gas
and electricity consumed in such operation.
- 11 -
Notices
Section 52. All notices from Tenant to Landlord required or permitted by
any provision of this Agreement shall be directed to Landlord c/o Dumbarton
Properties, Incorporated, P. O. Box 29881, 0000 Xxxxxxx Xxxx Xxxx, Xxxxxxxx,
Xxxxxxxx 00000. All notices from Landlord to Tenant so required or permitted
shall be directed as follows, namely:
Xx. Xxxxx X. Xxxxx, President
Ukrop's Supermarkets, Inc.
0000 Xxxxxxxx Xxxxxxxxx
Xxxxxxxx, Xxxxxxxx 00000
Either party may, at any time or from time to time, designate in writing a
substitute address for that above set forth, and thereafter notices shall be
directed to such substitute address.
Virginia Law
Section 53. This Lease Agreement shall be construed under the laws of the
State of Virginia.
Captions and Headings
Section 54. The captions and headings throughout this Lease are for
convenience and reference only and the words contained therein shall in no way
be held or deemed to define, limit, describe, explain, modify, amplify or add to
the interpretation, construction or meaning of any provision of or the scope or
intent of this Lease nor in any way affect this Lease.
Joint and Several Liability
Section 55. In the event that two or more individuals, corporations,
partnerships or other business associations (or any combination of two or more
thereof) shall sign this Lease Agreement as Tenant, the liability of each such
individual, corporation, partnership, or other business association to pay rent
and perform all other obligations hereunder shall be deemed to be joint and
several. In like manner, in the event that the Tenant named in this Lease
Agreement shall be a partnership or other business association the members of
which are, by virtue of statute or general law, subject to personal liability
then, and in that event, the liability of each such member shall be deemed to be
joint and several.
- 12 -
IN WITNESS WHEREOF, the parties hereto have executed this Lease Agreement
under their respective seals as of the day and year first above written.
UKROP'S SUPER MARKETS, INC.
ATTEST:
/s/ Xxxxxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxx
-------------------------- -----------------------------
Secretary Xxxxx X. Xxxxx, President
ATTEST: OXBRIDGE SQUARE LIMITED PARTNERSHIP
WITNESS:
__________________________ By: /s/ Xxxxx X. Xxxxxxx
-----------------------------
Xxxxx X. Xxxxxxx, General Partner
By: /s/ Xxxxxx X. Xxxxxxx
-----------------------------
Xxxxxx X. Xxxxxxx, General Partner
- 13 -
ACKNOWLEDGEMENT OF TENANT
CITY OF RICHMOND )
) to-wit:
STATE OF VIRGINIA )
I, Xxxxxx X. Xxxxxx, Xx., a Notary Public in and for the City aforesaid,
in the State of Virginia, do certify that Xxxxx X. Xxxxx, President of Ukrop's
Supermarkets, Inc., the Tenant in the foregoing Agreement, whose name is signed
to the foregoing Agreement, bearing the date on the 2 day of November 1979, has
acknowledged his signature before me in my City and State aforesaid and has
certified that the lease was duly executed pursuant to authority by the Tenants
Board of Directors.
Given under my hand and seal this 2 day of November, 1979.
My commission expires: April 29, 1981
/s/ Xxxxxx X. Xxxxxx, Xx.
-------------------------------------
Notary Public
ACKNOWLEDGEMENT OF LANDLORD
CITY OF RICHMOND )
) to wit:
STATE OF VIRGINIA )
I, Xxxxx X. Xxxxxx, a Notary Public in and for the City aforesaid, in the
State of Virginia, do certify that Xxxxx X. Xxxxxxx and Xxxxxx X. Xxxxxxx,
General Partners of Oxbridge Square Limited Partnership, a limited partnership,
the Landlord in the foregoing Agreement, whose names are signed to the foregoing
Agreement, bearing the date on the 2nd day of November, 1979, have acknowledged
their signatures before me in my City and State aforesaid and have certified
that the said Agreement was signed and sealed by them on behalf of the said
partnership pursuant to authority given by all partners.
Given under my hand and seal this 7th day of November, 1973.
My commission expires June 14, 1981
/s/ Xxxxx X. Xxxxxx
-------------------------
Notary Public
SCHEDULE "B"
Tenant agrees that all garbage and refuse shall be kept in sanitary
containers designed to hold compacted refuse and placed outside the premises for
collection in the manner and at the times and places specified by the Landlord.
Tenant shall pay the cost of removal of tenant's refuse or rubbish.
Landlord agrees to the following:
(1) Paved parking area for Supermarket to be furnished with spaces ten
(10) feet wide and marked with double lines. Number to be determined by
agreement between Lessor and Lessee.
(2) Provide lighting in parking area so that a minimum of two foot candles
is maintained throughout the whole area.
(3) Landscape and maintain grass plots in shopping center and along
entrances and exits.
(4) Provide an appropriately marked parcel pickup lane parallel to store
front.
(5) Maintain and repair exterior of the store building except for sign
erected by Lessee.
(6) Provide tenant with all utility connections which shall be
underground.
The following items, #7 through #38, are intended as guidelines which may
have been revised. The plans and specifications prepared by Xxxxxxxx-Xxxxxxx &
Associates, architects, dated June 19, 1979, shall be considered part of this
Schedule "B". If any questions about items #7 through #38 should arise, it is
understood that the plans and specifications prepared by, Xxxxxxxx-Xxxxxxx &
Associates and dated June 29, 1979, shall control and prevail:
(7) Three phase electrical service in amount of 20% more than initial
requirements.
(8) Four heated and air conditioned toilets in store, equipped in similar
manner as the Dumbarton Square store.
(9) Adequate heating and air conditioning for store, including use of
still coils in meat preparation room. Ducts to be installed for return air to
air handling units the same as the Dumbarton Square store.
(10) Ceilings and roof to be properly insulated.
(11) Hot water heating units (electric) and also high low drinking
fountains in sales area and regular water fountain in stock room. Heating units
to have two hundred fifty gallons total capacity.
(12) The plumbing and electrical connections of all refrigeration and
processing equipment normally used in a food store including a NCR 255 system
with generator.
(13) Electrical power to compressor room and trough and the connecting of
the compressors. (Location of panel box subject to the approval of tenant.)
(14) Enough electrical receptacles carrying voltage of 110 and 220 as are
needed by tenant.
(15) Plumbing traps as are needed by tenant.
(16) Recessed lights are to be used over meat cases on four foot centers
(similar to tenant's Dumbarton Square store).
(17) The compressor room to be of adequate size and to have a block and
tackle hoist as necessary.
(18) Two compartment steel sinks (as at Dumbarton Square store) are to be
located in the meat, delicatessen, and produce departments and hand sinks in the
delicatessen and meat departments.
Schedule "B" continued.
(19) The store is to be painted in accordance with the Tenant's choice of
colors and office is to be installed inside of the store in similar manner as
Tenant's Dumbarton Square store. Also, provision shall be made for storage room
under office.
(20) The store is to be partitioned in accordance with tenant's wishes,
plan to be attached.
(21) The meat room and delicatessen department will have ceiling, traps,
electrical receptacles (including three phase current) as needed with ceramic
tile walls.
(22) Fire doors with automatic panic hardware as required.
(23) Water lines shall be run to produce cases and there shall be a cold
water outlet at the front and hot and cold water outlets at the rear of the
store. Also, there shall be an electrical outlet on the front of the store.
(24) Automatic doors shall be furnished and installed by Landlord (brand
to be approved by Tenant). Tenant to maintain said doors during the term of this
lease.
(25) Exterior lights shall be provided over each rear exit door and shall
be placed on an automatic switch.
(26) Electrical service should be brought to front of store and connected
to the sign supplied by the tenant.
(27) Floor preparation and insulation shall be provided for freezers.
(28) Trenches for refrigeration lines and electrical conduits are to be
dug and covered.
(29) The rear doors shall be steel, equipped with bar on each.
(30) Louvers and exhaust fan in compressor room shall be furnished and
installed.
(31) The floor of selling area is to be vinyl asbestos tile, color to be
selected by tenant.
(32) The backroom shall be supplied with adequate heating and lighting and
shall be painted as requested by the tenant.
(33) All interior and exterior doors and their frames are to be metal.
(34) A concrete pad for tenant's compactor as shown on tenant's floor plan
will be furnished.
(35) A concrete pad will be furnished the width of the rear loading dock.
The pad shall extend 60 feet on each side.
(36) Lessee will furnish the owners architect a fixture floor plan, a
complete electrical floor plan, fixture plumbing plan, and a mechanical plan.
(37) A sprinkler system similar to the one at the Bermuda Square store and
as approved by the insurance rating bureau will be provided by the Landlord.
(38) No sign other than shopping center sign erected by Landlord shall be
erected or permitted on Route 360 or Route 654.
2
Land Use Analysis
unit tenant area
---- ------ ----
1 1,014
2 1,014
3 675
4 CLEANERS 675
5 675
6 675
7 675
8 675
9 760
10 ICE CREAM 1,200
11 A.B.C. STORE 3,400
12 DRUG FAIR 16,120
14 2,080
15 RICHMOND FEDERAL SSL 1,500
16 1,300
17 1,625
18 COMMUNITY ROOM
19 1,137
20 FLORIST 1,100
21 1,400
22 1,500
23 1,500
24 2,000
25 2,000
26 2,625
27 2,625
28 2,000
29 2,000
30 2,400
31 2,400
32 UKROP'S 32,742
33 2,000
34 1,600
35 1,600
36 AUDIO 2,000
37 TRUE VALUE HOME CENTER 15,000
GROSS LEASABLE AREA 113,692
PARKING FOR SHOPPING CENTER 572
5 SPACES / 1,000 SF LEASABLE AREA
[OXBRIDGE SQUARE SHOPPING CENTER LEASING PLAN]
Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxx Xxxx
Xxxxxxxxxxxx Xxxxxx, Xxxxxxxx
[DUMBARTON PROPERTIES LOGO] Note: Subject To Change
0000 Xxxxxxx Xxxx Xxxx - X.X. Xxx 00000 - Xxxxxxxx, Xxxxxxxx 00000 - (804)
266 - 4969
LEASE MODIFICATION AGREEMENT.
THIS LEASE MODIFICATION AGREEMENT is made this 9th day of March, 1981, by and
between OXBRIDGE SQUARE LIMITED PARTNERSHIP, hereinafter referred to as Landlord
and UKROP'S SUPERMARKETS, INCORPORATED, a Virginia corporation, hereinafter
referred to as Tenant;
W I T N E S S E T H:
THAT, WHEREAS, by Shopping Center Lease dated November 2, 1979, hereinafter
referred to as "said lease", Landlord leased to Tenant a portion of certain real
property situated in the,County of Chesterfield, Virginia; said property being
more particularly described in said lease and on which Landlord has constructed
the OXBRIDGE SQUARE SHOPPING CENTER; and
WHEREAS, Landlord and Tenant mutually, agree that the graduated rent payment
schedule set forth Originally, is to be eliminated and that rent payments are to
be based on level amounts, for the remaining 290 months of the lease term
beginning April 1, 1981, and
WHEREAS, Landlord and Tenant mutually agree that the difference between the old
monthly rental rates and the new monthly rental rates which accrued, between
June 3,1980, and March 31, 1981, shall be paid along with the monthly rental in
equal monthly payments for the 290 months remaining in the lease term from April
1, 1981, through June 30, 2005, and
WHEREAS, the parties hereto now desire to modify said lease as hereinafter
provided,
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained, the parties hereto do hereby covenant and agree to and with each
other as follows:
FIRST: Section 7. Effective April 1, 1981, the Rentals Payable clause in the
lease, on page -2- is hereby deleted and replaced by the following new Section
7. which shall read as follows:
Section 7. Tenant covenants and agrees to pay Landlord, c/o Dumbarton
Properties, Incorporated, 0000 Xxxxxxx Xxxx Xxxx, X.X. Xxx 0000, Xxxxxxxx,
Xxxxxxxx 00000, or at such place as may be designated by Landlord, at the
following rates:
(a) A minimum annual rental at the rate of:
Two Hundred Ten Thousand, Four Hundred One & 16/100 Dollars
($210,401.16)
for the remaining twenty-four and two-twelfths (24 2/12ths) years of
the lease term, plus,
(b) An annual percentage rental equal to one per cent (1%) of gross
annual sales, as hereinafter defined, in excess of:
Sixteen Million, Eight Hundred Thirty-Two Thousand. Ninety-Two &
80/100 Dollars
($16,832,092.80)
for the remaining twenty-four and two-twelfths (24 2/12ths) years
of the lease term.
For clarification, the gross sales "breakpoint" was calculated as
follows:
$210,401.16 divided by 1.25% = $16,832,092,80
SECOND: Effective April 1, 1981, Section 8., Minimum Monthly Rentals is hereby
deleted, and replaced by the following new Section 8., which shall read as
follows :
Section 8. Beginning with the April 1, 1981 payment, instead of the
graduated payments originally stipulated, the minimum monthly rental shall be
payable without demand, in advance on the first day of each full calendar month
during the remaining 290 months of the lease term, in equal monthly installments
of:
Seventeen Thousand, Five Hundred Thirty-Three & 43/100 Dollars
($17,533,43).
For clarification, the amount of the new monthly payments was calculated as
follows :
Total Rent due under new lease terms $5,215,181.00
Less: Rent paid through March, 1981 (129,485.06)
-------------
Balance remaining to be paid $5,084,695.43
Number of months remaining in lease term is 290.
$5,084,695.43 divided by 290 = new monthly rent = $17,533.43
THIRD: That except as herein modified, all of the terms and conditions of said
Shopping Center Lease dated November 2, 1979, shall remain in full force and
effect.
FOURTH: That each and all of the covenants, terms, agreements, and obligations
of this Lease Modification Agreement shall extend to and bind and inure to the
benefit of the heirs, personal representatives, successors and/or assigns of the
Landlord and to the successors and/or assigns of the Tenant; that herein the
singular number includes the plural and the masculine gender includes the
feminine and the neuter.
IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the
day and year first above written.
Landlord: OXBRIDGE SQUARE LTD. PARTNERSHIP
By /s/ Xxxxxx X. Xxxxxxx
-----------------------------
General Partner
By /s/ Xxxxx X. Xxxxxxx
-----------------------------
General Partner
Tenant: UKROP'S SUPERMARKETS, INC.
Corporate Seal
By /s/ Xxxxx X. Xxxxx
-----------------------------
President
By /s/ Xxxxxxxxx X. Xxxxx
-----------------------------
Secretary
(Tenant)
STATE OF VIRGINIA,
STATE OF VIRGINIA AT LARGE, to-wit:
I, the undersigned, a Notary Public in and for the jurisdiction aforesaid,
do hereby certify that Xxxxx X. Xxxxx and Xxxxxxxxx X. Xxxxx whose names as
President and Secretary, respectively, of Ukrop's Super Markets, Inc., are
signed to the foregoing Lease Agreement dated as of March 9, 1981, have each
acknowledged the same before me in my jurisdiction aforesaid.
Given under my hand this 21st day May, 1981.
My commission expires April 16, 1985.
/s/ Xxxxxx X. Xxxxxx, Xx.
---------------------------------------
Notary Public
(Landlord)
STATE OF VIRGINIA,
CITY OF RICHMOND, to-wit:
I, the undersigned, a Notary Public in and for the jurisdiction aforesaid,
do hereby certify that Xxxxxx X. Xxxxxxx & Xxxxx X. Xxxxxxx, whose names as
General Partners of Oxbridge Square Limited Partnership are signed to the
foregoing Lease Agreement dated as of March 9, 1981, has acknowledged the same
before me in my jurisdiction aforesaid.
Given under my hand this 26th day of May, 1981.
My commission expires February 20, 1983.
/s/ Xxxx Xxxxxxxxxxx
-----------------------------
Notary Public
LEASE AMENDMENT AGREEMENT
THIS LEASE AMENDMENT AGREEMENT is made this 15th day of October, 1981, by and
between Oxbridge Square Limited Partnership, hereinafter referred to as
Landlord, and Ukrop's Supermarkets, Inc., hereinafter referred to as Tenant;
W I T N E S S E T H :
THAT, WHEREAS, by Shopping Center Lease dated November 2, 1979, hereinafter
referred to as "said lease", Landlord leased to Tenant a portion of certain real
property situated in the County of Chesterfield, Virginia; said property being
more particularly described in said lease and on which Landlord has constructed
the Oxbridge Square Shopping Center, and
WHEREAS, the parties hereto now desire to amend said lease as hereinafter
provided,
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained, the parties hereto do hereby covenant and agree to and with each
other as follows:.
FIRST: The commencement date of said lease is June 3, 1980; the termination
date of said lease' is June 30, 2005.
SECOND: Section 56 shall be added to the lease as follows, on page 12:
Section 56. Mortgagee Protection Clause. Lessee agrees to give any
Mortgage and/or Trust Deed Holders, by Registered Mail, a copy of
any Notice of Default served upon the Lessor, provided that prior to
such notice Lessee has been notified, in writing, (by way of Notice
of Assignment of Rents and Leases, or otherwise) of the address of
such Mortgagees and/or Trust Deed Holders. Lessee further agrees
that if Lessor shall have failed to cure such default within the
time provided for in this Lease, then the Mortgagees and/or Trust
Deed Holders shall have an additional thirty (30) days within which
to cure such default or if such default cannot be cured within that
time, then such additional time as may be necessary if within such
thirty (30) days, any Mortgagee and/or Trust Deed Holder has
commenced and is diligently pursuing the remedies necessary to cure
such default (including but not limited to commencement of
foreclosure proceedings, if necessary to effect such cure), in which
event this Lease shall not be terminated while such remedies are
being so diligently pursued.
THIRD: The last sentence of Section 40, which reads as follows, "Landlord's
election not to reconstruct the destroyed premises, shall not be
exercised within the first ten (10) years of this lease, and Landlord
covenants that should the leased premises be damaged by fire or any
other casualty so as to render them untenantable during the first ten
(10) years of this lease, he will repair or reconstruct said premises,
said repairs to be completed within six months from the date of said
fire or casualty." is thereby deleted.
FOURTH: Section 41. Condemnation, shall be amended by the addition of the
following sentence which says at the end of said section: "anything
herein to the contrary notwithstanding, if less than twenty-five
percent (25%) of the leased premises shall be taken under the power of
eminent domain, then this lease shall terminate as to the part so
taken, and the Landlord shall make such repairs and alterations as may
be necessary in order to restore the part not taken to useful
condition; and the minimum rental shall be reduced proportionately as
to the portion of the leased premises so taken. If the amount of the
leased premises taken is such as to impair substantially the usefulness
of the leased premises for the purposes for which the same are leased,
then either party shall have the option to terminate this lease."
FIFTH: Section 24. Prompt Occupancy and Use, on page five, of said lease
shall be amended as follows:
Sub-paragraph (b) of Section 24 shall have the following language at
the end of the word "be", which is the last word in the second
sentence of sub-paragraph (b), and at the bottom of page five,
"required to remain open until 9:00 o'clock P.M. fewer specifically
designated, nights each week (or subsequent to such reduction, may
be increased or reduced, without limitation on the number of such
increases or reductions) upon resolution to that effect approved by
a majority of the members of the Merchants Association at any
regular or special meeting of the Association. The foregoing
provisions are intended to establish minimum store hours; Tenant may
remain open for such periods of time as it may desire in addition to
the established minimum store hours.
Sub-paragraph (c) shall be added to Section 24 as follows:
it is understood and agreed that the provisions of
sub-paragraph (b) shall not be applicable to premises leased to a
bank, similar service type operations or other operations as may
be designated by Landlord, and tenants leasing premises so
designated shall not be entitled to vote for control of store
hours as contemplated by sub-paragraph (b) nor shall they be
calculated in arriving at a majority of the members of the
Merchants Association for the purposes of sub-paragraph (b).
Sub-paragraph (d) shall be added as follows:
(d) Tenant will not permit, allow, or cause any public or private
auction sales to be conducted on or from the leased. premises,
and will not use or permit any use of the leased premises except
in a manner consistent with the general high standards of
merchandising in the Center.
SIXTH: That except as herein modified, all of the terms and conditions of said
lease shall remain in full force and effect.
SEVENTH: That each and all of the covenants, terms, agreements, and obligations
of this Lease Amendment Agreement shall extend to and bind and inure to
the benefit of the heirs, personal representatives, successors and/or
assigns of the Landlord and to the successors and/or assigns of the
Tenant; that herein the singular number includes the plural and the
masculine gender includes the feminine and the neuter.
THIRD LEASE MODIFICATION AGREEMENT
THIS LEASE MODIFICATION AGREEMENT, made in Henrico County, Virginia, this 28th
day of December, 1987, by and between OXBRIDGE SQUARE LIMITED PARTNERSHIP,
(hereinafter referred to as "Landlord"), and
UKROP'S SUPER MARKETS, INC., (hereinafter referred to as "Tenant"),
W I T N E S S E T H :
WHEREAS, by Shopping Center Lease dated November 2, 1979, by and between
Landlord and Tenant, as modified by LEASE MODIFICATION AGREEMENT dated the 9th
day of March, 1981, and as amended by LEASE AMENDMENT AGREEMENT dated the 15th
day of October, 1981, and otherwise hereinafter referred to as "said lease",
which phrase shall include such lease, all modifications, and all amendments
thereto, Landlord leased to Tenant a portion of certain real property being more
particularly described in said lease and on which Landlord has constructed the
Oxbridge Square Shopping Center; and
WHEREAS, to effect the construction of an addition of approximately 1,770 sq.
ft. (hereinafter referred to as the "Building Addition"), and the annexation of
an adjoining space of approximately 2,400 sq. ft. (hereinafter referred to as
the "Annexed Space"), the parties hereto now desire to modify said lease as
hereinafter provided;
NOW, THEREFORE, for and in consideration of the mutual covenants and agreements
herein contained, and other good and valuable considerations, the receipt and
sufficiency of which are hereby acknowledged by Landlord and Tenant, the parties
hereto do hereby covenant and agree to and with each other as follows:
1. Adjustment in Gross Leasable Area (GLA)
A. The GLA ("gross leasable area") as set forth in Exhibit "A" of
the lease, and stipulated in the first paragraph of the first page of said
lease, as being 32,742 square feet, shall be increased by the sum of the gross
Leasable square foot area of the Building Addition as well as the gross leasable
square foot area of the Annexed Space as well as any newly created areas
considered as gross leasable area created in the renovation, addition,
annexation process. All calculations of monies due under the lease based on
Tenant's gross leasable area, e.g., real estate taxes, insurance, CAM,
Merchant's Association dues, (if any), etc., shall be computed based on the
newly adjusted building GLA. This adjustment shall reflect the addition of the
2,400 square foot Annexed Space upon the Effective Date Of this LEASE
MODIFICATION AGREEMENT, as hereinafter defined, and shall reflect the addition
of the 1,770 square foot Building Addition, on the date it is opened to
customers, or November 1, 1988, whichever date occurs first.
B. The total adjusted GLA anticipated after incorporation of both
the 2,400 square foot Annexed Space and the 1,770 square foot Building Addition
is anticipated to be
32,742 existing GLA
2,400 annexed store space
1,770 addition to be built
Total new GLA 36,912 = square feet. (New total GLA to be adjusted promptly to
reflect any actual changes that might be made during or prior to construction.)
1
2. Effective Date of Lease Modifications and Term
The date on which this LEASE MODIFICATION AGREEMENT shall become
effective (hereinafter referred to as the "Effective Date"), shall be the date
on which it has been fully executed, or November 1, 1987, whichever occurs
first.
The commencement date of the provisions governing the Building
Addition shall be the date it is opened to customers, or November 1, 1988,
whichever occurs first.
The commencement date of the provisions governing the Annexed Space
shall be the Effective Date of this LEASE MODIFICATION AGREEMENT, except as
indicated in provisions 3 B (i). and 3 B (ii) below.
The termination dates of the lease terms of the 2,400 square foot
Annexed Space and the 1,770 square foot Building Addition shall match the time
periods remaining on the present lease, both with respect to initial term and
option periods.
3. Rental Adjustments
A. Building Addition
(i). For the first five (5) year period following the
Effective Date of this LEASE MODIFICATION AGREEMENT, no minimum annual rental
shall be paid on the 1,770 square foot Building Addition. However, Tenant shall
pay to Landlord as additional rent, along with the other minimum monthly rentals
due in said lease, such real estate taxes, insurance, and common area
maintenance as defined in said lease, on an estimated pro-rata share basis,
incorporating the square foot area of the Building Addition as indicated in
Provision 1. above, for the duration of the term of said lease.
(ii). At the end of the first five (5) year period following
the Effective Date of this LEASE MODIFICATION AGREEMENT, if the cumulative total
of percentage rents saved by Tenant under Paragraph 3. C. below (See 3.C.(ii)
below - Col. (E) of illustration) has not equaled the total structural costs of
the 1,770 square foot Building Addition and the structural costs of
incorporating the Annexed Space, up to the $70,000 maximum, Landlord shall have
the option to reimburse Tenant the balance of said structural costs, up to the
$70,000 maximum, not saved through the special temporary adjustment in
percentage rents, and Tenant would then pay Landlord additional minimum annual
rental equal to the product obtained by multiplying the total amount so
reimbursed by a figure equal to one percent (1%) plus the Landlord's permanent
loan rate constant (the scheduled annual repayment divided by the outstanding
loan balance) for the year then in effect, paid in equal monthly installments,
for the balance of the initial lease term and option periods.
(iii). If such option is exercised by Landlord, the percentage
rental breakpoint payable in Section 7.(b) of said lease shall be adjusted
upwards by an amount equal to the quotient obtained by dividing the additional
rent payable as stipulated above, by 1.25%.
(iv). If Landlord does not exercise the option in subparagraph
(ii). above, Tenant shall continue to lease the Building Addition without paying
any minimum annual rental on said building addition, for the balance of the
initial term of said lease, and option periods. However, additional rentals,
consisting of real estate taxes, insurance, and common area maintenance, as
defined in said lease, shall be paid as indicated in 3.A.(i). above, whether
Landlord exercises its option or not.
2
B. Annexed Space
(i). Upon the date the Annexed Space is open to the public, or
November 1, 1988, whichever date shall first occur, total Minimum Annual Rentals
payable as set forth in Section 7 of said lease, as adjusted in the LEASE
MODIFICATION AGREEMENT dated March 9, 1981, shall be increased by twenty-four
thousand and 00/100 dollars ($24,000.00), which increase represents a minimum
annual rate for the Annexed space, equal, to $10.00 per square foot.
(ii). Upon the date the Annexed Space is open to the public, or
November 1, 1988, whichever date shall first occur, Minimum Monthly Rentals as
stipulated in Section 8 of said lease as modified in the March 9, 1981 LEASE
MODIFICATION AGREEMENT, shall be increased by one-twelfth (1/12th) of the
increase in the minimum annual rent in subparagraph 3. B. (i). above, that is,
1/12 x ($24,000.00) = $2,000.00 per month. The new monthly payment will be
$17,533.43 (the old Minimum Monthly Rental) plus $2,000.00, for a new total
Minimum Monthly Rental of $19,533.43.
(iii). Upon the Effective Date of this LEASE MODIFICATION AGREEMENT,
Tenant shall be responsible for and pay the costs of all utilities on the
annexed space.
(iv). Upon the Effective Date of this LEASE MODIFICATION AGREEMENT,
real estate taxes, insurance, and common area maintenance, as defined in said
lease, shall be payable by Tenant as additional rent to the Landlord, for the
2,400 sq. ft. Annexed Space, along with and in addition to the minimum monthly
rental, in monthly estimates as follows:
Real Estate Taxes: $ 88.00
-------
Insurance: $ 32.00
-------
CAM: $ 60.00
-------
Total: $180.00
-------
These estimates shall be adjusted by Landlord from time to time, to reflect
actual and projected costs, with adjustment for over or under payments made at
the end of each tax year, based on actual costs.
(v). At the end of the first five (5) year period following the
Effective Date of this LEASE MODIFICATION AGREEMENT, if the percentage rents
Payable to Landlord (see Column (C) in Paragraph 3.C. below), pursuant to the
temporary modification in the percentage rent computation in 3.C.(ii) below,
i.e., the actual amount payable at fifty percent (50%) of the percentage rents
otherwise payable under Section 7.(b) of said Lease, have not been at least
thirty-six thousand and 00/100 dollars ($36,000,00), Landlord shall have the
right to increase the minimum annual rental rate on the 2,400 square foot
annexed space to an amount equal to thirteen and 00/100 dollars ($13.00) per
square foot for the succeeding five (5) years. Thereafter, at the end of the
second and each succeeding five (5) year period, and upon the commencement of
any option periods, Landlord shall have the option to increase the annual
rentals on said 2,400 square foot Annexed Space in accordance with the Consumer
Price Index, as follows:
3
The minimum annual rental shall be increased by a percentage equal to the
cumulative percentage increase in the appropriate U. S. Department of
Labor Consumer Price Index (Urban Consumers, All Cities Average) (or its
equivalent) from the first day of the first year of the preceding five (5)
year period, until the first day of the succeeding five (5) year period.
For example, if the minimum annual rental during the second five (5) year
period was $31,200.00, and the cumulative increase in the appropriate CPI
during the second five (5) year period was twenty-five percent (25%), then
the minimum annual rental for the next five (5) year period would be
$31,200.00 multiplied by 1.25, that is, $39,000.00.
C. Special Adjustments in Percentage Rent
(i). For the duration of the term of said lease and any renewals and
extensions thereof, all gross sales generated in the Annexed Space and the
Building Addition shall be reported and included along with the sales from the
originally demised premises for the purpose of computing and paying percentage
rents, pursuant to Section 7(b) of said lease, as well as all other sections
dealing with payment of percentage rents and reporting of gross sales,
including, but not by way of limitation, Sections 9, 10, 11, 12, and 13.
(ii). Payment of any percentage rents payable pursuant to said
lease, specifically as stipulated in Section 7.(b), as modified in the March 9,
1981 LEASE MODIFICATION AGREEMENT, shall be temporarily modified as follows:
Tenant shall be obligated to pay only one-half (50%) of the percentage
rentals payable under said Section 7.(b) of said lease, until the
cumulative total thus saved has reached the total of monies spent on
structural costs of the 1,770 square foot Building Addition and the 2,400
square foot Annexed Space, up to a maximum of seventy thousand and 00/100
dollars ($70,000.00), at which point in time, percentage rent payments are
to be resumed at 100% of the amounts payable in accordance with said
Section 7.(b) of said lease. For illustration, if, say, over seven years,
total percentage rents due and payable were as shown in Column (B) below,
then percentage rents paid by Tenant to Landlord would be as shown in
Column (C). The amounts saved annually and cumulatively would be as shown
in Columns (D) and (E) respectively. Note that once the cumulative savings
total $70,000, the special 50% rate of this Provision 3.C. would expire,
and 100% of the percentage rents payable would be paid to Landlord, as
shown for year 7, and Tenant would resume payment of percentage rents as
stipulated in Section 7.(b) of said lease.
For clarification, the fifty percent (50%) rate of reduction mentioned in
all parts of this Section 3. shall apply only to the actual amount of
percentage rental first computed as due and payable, using the rate of
percentage rent and the percentage rent breakpoints stipulated in Section
7.(b) of said Lease, as though there were no temporary modification.
4
(B) (C) (D) (E)
(A) Payable Per To Be Paid By Saved BY Cumulative
Year Section 7. (b) Ukrop's Ukrop's Savings
---- -------------- ------------- -------- ----------
1 6,000 3,000 3,000 3,000
2 10,000 5,000 5,000 8,000
3 18,000 9,000 9,000 7,000
4 24,000 12,000 12,000 29,000
5 36,000 18,000 18,000 47,000
6 46,000 23,000 23,000 70,000
7 60,000 60,000 0 ---
4. Building Addition
A. Within four (4) months of the Effective Date of this LEASE
MODIFICATION AGREEMENT, Tenant agrees to construct and complete a building
addition, consisting of approximately one thousand, seven hundred seventy
(1,770) square feet, made to the leased premises, within the area shown on
"Exhibit C", attached hereto, which area shall be designated in green as
"Ukrop's Building Addition". Said building addition shall be built by Ukrop's in
accordance with plans and specifications which are to be prepared by a licensed
architect, delivered to Landlord, and approved by Landlord in writing, initialed
by both parties and attached to this Lease Modification Agreement, prior to
commencement of construction, said approval not to be unreasonably withheld, and
in accordance with all applicable zoning and building codes, etc. The costs
(exclusive of store fixtures, decorations, and other personal property) shall be
certified to Landlord upon completion. Two (2) complete sets of "as built"
drawings and specifications shall be delivered to Landlord within two (2) months
of completion of the Ukrop's Building Addition. Tenant shall obtain Landlord's
prior written consent to any changes, other than those of a trivial or
incidental nature, to said plans and specifications.
B. All construction, remodeling, and all site work, including, but
not only, utility lines, drainage, loading docks, dumpster pads, and the design
of aspects of the plans which might affect existing site plan and function of
the shopping center, shall be co-ordinated with Landlord's architects and
engineers and performed in accordance with the design recommendations of
Landlord's architects and engineers. Tenant shall pay the costs of such
reasonable fees as Landlord might incur in reviewing, coordinating, and revising
any plans and specifications, as well as all costs of and associated with the
construction of the addition, the incorporation of the annexed space, and
placing such additional spaces in service. Tenant shall also indemnify and hold
Landlord, Landlord's agents, representatives, and employees, harmless from all
such costs for which Tenant is responsible under this paragraph. Tenant shall
obtain Landlord's prior written consent to any changes, other than those of a
trivial or incidental nature, to said plans and specifications.
C. All roof and structural maintenance, repairs, and replacements
necessary in regards to the building addition, as well as all other maintenance,
repairs and replacements to the interior and exterior of the building addition
shall be performed by Tenant at Tenant's sole cost and expense, in a good and
workmanlike manner in accordance with the quality standards maintained by
Landlord throughout the shopping center, and with all applicable building codes
and ordinances.
5
5. Annexed Space
A. Upon the Effective Date of this THIRD LEASE MODIFICATION
AGREEMENT, Tenant shall lease the space immediately to the east of the demised
premises, which space consists of two thousand four hundred (2,400) square feet,
(formerly Oxbridge Card and Gift), and is designated in blue as the Annexed
Space, on "Exhibit C" attached hereto and made a part hereof, and which space
shall be leased on an as "as is" basis.
B. All plans and specifications for the renovation, remodeling and
alteration of the annexed space, including but not only those that might affect
the structure and/or exterior appearance of existing buildings, roof
installations, tie-ins, and/or penetrations, whether on the existing or new
buildings, shall be prepared by a licensed architect, delivered to and approved
by Landlord in writing and initialed by both parties in advance of construction,
and attached to this LEASE MODIFICATION AGREEMENT.
C. The provisions in Paragraph 4.B. above shall also apply to all
work to be done in regards to the annexed space.
6. General Provisions
A. Landlord will continue to maintain the roof and structure of the
original demised premises of said lease, as well as of the 2,400 square foot
Annexed Space, as provided in Section 26. of said lease, exclusive of those
things Tenant is obligated to do pursuant to said lease, including but not
limited to Sections 26. and 27., provided the necessity for such repairs does
not arise from the acts, or failure to properly act, of Tenant, its agents,
employees, or contractors, or from overloading, or altering the buildings or
systems therein, or from failure to properly protect the existing structures
when operating or accessing or altering the existing buildings or any parts
thereof, for any purpose. Tenant acknowledges that neither the original demised
premises nor the Annexed Space are presently in need of roof or other structural
repairs or replacements by Landlord. It shall be the responsibility of Tenant to
maintain, repair, and replace as necessary any portions of the roof or structure
about which premature wear and tear might have been caused by Tenant's work,
access, installations or alterations throughout the newly adjusted GLA as
re-defined below. No work will be undertaken without the prior written consent
of Landlord. Landlord may require any such work necessitated by Tenant, to be
done at Tenant's cost by contractors approved by Landlord.
7. That except as herein modified, all of the terms and conditions of said
lease shall remain in full force and effect, and, except as otherwise stipulated
herein, all clauses and sections of said lease shall apply to the new GLA of the
demised premises consisting of approximately 36,912 square feet.
8. That each and all of the covenants, terms, agreements, and obligations
of this LEASE MODIFICATION AGREEMENT shall extend to and bind and inure to the
benefit of the heirs, personal representatives, successors and/or assigns of the
Landlord and to the successors and/or assigns of the Tenant; that herein the
singular number includes the plural and the masculine gender includes the
feminine and the neuter.
6
IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the
day and year first above written.
Landlord: OXBRIDGE SQUARE LIMITED PARTNERSHIP
BY: /s/ Xxxxx X. Xxxxxxx, General Partner
-------------------------------------
Tenant: UKROP'S SUPER MARKETS, INC.
BY: /s/ Xxxxx X. Xxxxx
-------------------------------------
Date: _____________________
7
unit tenant area
----- --------------------------- -------
1 Golden Razor 1,014
2 Chesterfield Optical 1,014
3 Hong's Shoe Repair 675
4 Manchester Cleaners 675
5 Balon & Xxxxx 675
6 Family Dentristry 675
7 H & R Block 675
8 Watch, Fen & Pencil 675
9 760
10 Subway Sandwich Shop 1,200
11 ABC Store 3,034
12 Drug Fair 16,120
14 Small World Pet Shoppe 2,080
15 Avco Financial Service 1,500
16 Xxxxxxx'x Boutique 1,300
17 Xxxxx'x Just Kids 1,625
18 Community Room 1,200
19 Pine Design 1,137
20 Rosebud Florist 1,100
21 Junior Shoe World 1,400
22 1,500
23 Classic Touches 1,500
24 2,000
25 Merribee Needlarts & Crafts 2,000
26 Lady L Bridal & Formal 2,625
27 Inter China Restaurant 2,625
28 Imp Pedlar 2,000
29 2,000
30 Xxxxxxx'x 2,400
31 Oxbridge Card & Gift 2,400
32 Ukrops Supermarket 31,348
33 Xxxxx Paint 2,000
34 Veterinary Clinic 1,600
35 Mad Hatter Hairstyling 1,600
36 Video Square 2,000
37 Xxx Xxxxx Hardware 15,000
GROSS LEASABLE AREA 111,932
PARKING FOR SHOPPING CENTER 577
1 SPACE / 194 SF LEASABLE AREA
[OXBRIDGE SQUARE SHOPPING CENTER LEASING PLAN]
Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxx Xxxx
Xxxxxxxxxxxx Xxxxxx, Xxxxxxxx
[DUMBARTON PROPERTIES LOGO]
0000 Xxxxxxx Xxxx Xxxx - X.X. Xxx 00000 - Xxxxxxxx, Xxxxxxxx 00000 - (804)
266-4969
