COMMERCIAL LEASE
Exhibit
10.17
This
Lease is entered into between JAM Xxxxxx Properties, LLC, an Indiana limited
liability company (“Landlord”), and Magnetech Industrial Services, Inc., an
Indiana corporation (“Tenant”).
1. Agreement
to Lease.
Landlord is the owner of real estate located at 0000 Xxxxxx Xxxxx, Xxxxxx,
Xxxxxxx 00000, a description of which is attached as Exhibit “A” (“Real
Estate”). Subject to all the provisions of this Lease, Landlord leases to Tenant
and Tenant leases from Landlord the land and all buildings and improvements
thereon.
2. Term.
The
term of this Lease shall be for one year, beginning on the 1st day of March,
2002, and ending on the 28th day of February, 2003. The term shall automatically
renew for consecutive one-year periods unless terminated by either party by
delivering written notice at least thirty (30) days prior to the end of the
term.
3. Use.
Tenant
shall use the Property for the operation of a maintenance and repair facility
for electric motor apparatus and any related purpose.
4. Rent.
As rent
for use of the Property, Tenant agrees to pay Four Thousand One Hundred Dollars
($4,100) per month. The first payment shall be due on March 1, 2002 with
subsequent payments due on the first day of each consecutive month thereafter.
Payments shall be made to Landlord at 00000 Xxx Xxx Xxxxx, Xxxxxxx, Xxxxxxx
00000, or any other place Landlord may from time to time designate in
writing.
If
Tenant
fails to pay any rent, expenses or other charges required under this Lease
within five (5) days after the due date, then any unpaid amounts shall be
subject to a late charge of one and one-half percent (1.5%) interest per month
from the due date to the date of payment, which percentage rate is an annual
rate of eighteen percent (18%). Notwithstanding this interest charge,
non-payment of any such amounts due under this Lease shall constitute a
default.
5. Additional
Expenses.
a. Utilities.
All
utility bills, including water, sewerage, gas, electricity, telephone and
similar services shall be paid by Tenant. Tenant shall not install any equipment
which shall exceed the capacity of any utility facilities furnished by Landlord.
b. Taxes
and Assessments.
Tenant
shall pay all pro-rated real estate taxes, assessments and any other
governmental charges on the Property during the term of the Lease.
c. Maintenance
by Landlord.
Landlord shall maintain the foundations, roof and other structural portions
of
the Property in good condition, except for damage resulting from acts or
omissions of Tenant, its employees or invitees. Landlord shall commence required
repairs as soon as reasonably practical after receiving written notice of damage
or disrepair from Tenant.
d. Maintenance
by Tenant.
Except
as provided in paragraph 5c, Tenant shall at all times maintain the complete
Property in good working order and repair, including but not limited to all
entrances, vestibules, partitions, windows, window frames and moldings, doors,
door openers, fixtures, equipment, and appurtenances thereof, as well as
lighting, heating, electrical, plumbing, ventilation, air conditioning and
similar systems (whether installed by Landlord or Tenant). Tenant shall keep
the
Property in a clean, orderly, and safe manner. Tenant shall pay for all repairs
and Property upkeep, including window and glass replacement, snow removal,
trash
removal, lawn care and similar expenses.
6. Insurance.
a. Fire
Insurance.
Tenant
at its sole cost and expense shall keep the building or buildings and
improvements on the Property insured under a policy with extended coverage
endorsements for not less than the full replacement value. Tenant shall be
responsible for insurance covering Tenant’s personal property. Tenant shall also
obtain business interruption insurance if Tenant wishes to be protected from
this risk since it is understood the Landlord shall not be responsible for
any
loss to Tenant caused by fire (regardless of who is negligent). Tenant agrees
not to keep or use anything on the Property which is prohibited by the standard
policy form of fire insurance.
b. Public
Liability Insurance.
At
Tenant’s expense, Tenant shall procure comprehensive and general public
liability insurance against claims for personal injury, death or property damage
occurring in, or about the Property, such insurance to afford protection to
the
limit of not less than One Million Dollars ($1,000,000) in respect to injury
or
death of a single person, Three Million Dollars ($3,000,000) in respect to
any
one accident and Five Hundred Thousand Dollars ($500,000) in respect to property
damage.
c. General
Requirements.
The
insurance policies required to be obtained by Tenant shall name Tenant as the
insured and the Landlord (and any mortgagee) as additional insureds. These
insurance policies shall be issued by insurers authorized to do business in
the
State of Alabama. These policies shall provide that they not be cancelled
without at least ten (10) days prior written notice to both Landlord and Tenant
and further that any losses shall be payable notwithstanding any act or
negligence of Tenant or Landlord which might otherwise result in forfeiture
of
the insurance.
7. Acceptance
of Premises.
By
occupying the premises, Tenant acknowledges that the Property has been examined
and is in good order and repair (“Original Condition”). Tenant acknowledges that
no representations as to the condition of repair have been made by
Landlord.
8. Alterations.
Tenant
shall make no structural changes, alterations, additions, or improvements,
or do
any such work on or about the Property without the prior written consent of
the
Landlord. All structural changes or alterations shall become a part of the
Property and remain thereon as Landlord’s property at the termination of the
Lease.
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All
changes, whether structural or nonstructural, shall be made at Tenant’s own
expense. Restoration of the Property to its Original Condition (including damage
caused by removal of the Trade Fixtures) also shall be made at Tenant’s expense.
Tenant shall promptly pay for all materials and labor involved in making such
changes or restoration and shall not permit any liens, claims or demands to
exist against the Landlord or the Property.
9. Assignment
and Subletting.
Tenant
shall not assign, pledge, mortgage, or otherwise encumber either this Lease
or
the Property. Tenant shall not sublet all or any part of the Property without
the Landlord’s prior written consent. However, no permitted subletting shall
relieve Tenant of Tenant’s obligations under this Lease.
10. Casualty
Loss.
If the
Property is damaged or destroyed by fire or other casualty which renders it
untenantable Tenant may immediately terminate this Lease and rent shall be
paid
at the agreed rate only up to and including the date of such casualty.
11. Default
of Tenant.
Failure
of Tenant to perform any requirements under this Lease within thirty (30) days
after written notice of default is received from Landlord, except Tenant’s
failure to make rental payments for which no written notice of default is
required from Landlord, shall constitute a default under this Lease
12. Remedies
of Landlord.
If
Tenant defaults in payment of rent, expenses or any other agreements contained
in this Lease, Tenant will at once deliver peaceable possession of the Property
to Landlord.
13. Signs.
The
Tenant may install appropriate signs on the Property. At the termination of
this
Lease, such signs shall be removed at Tenant’s expense. Any damage to the
Property caused by the erection, maintenance or removal of such signs shall
be
paid for by the Tenant.
14. Environmental
Representations.
Tenant
shall not use, or permit the Property to be used, in a manner that violates
any
applicable federal, state or local law, regulation or ordinance now or hereafter
in force. Compliance shall be at the sole cost and expense of Tenant, its
agents, employee, contractors or invitees.
Tenant
agrees to indemnify, defend and hold Landlord harmless from all costs or
liabilities arising from any environmental contamination or noncompliance with
any applicable federal, state or local environmental law, regulation or
ordinance now or hereafter in force, resulting from the operations of the
Tenant, it agents, employees, contractors or invitees.
This
indemnification shall survive the expiration or earlier termination of this
Lease.
15. Liability
and Indemnification.
Landlord shall not be liable to Tenant for any damage or injury to Tenant or
Tenant’s property arising out of or in any way related to the condition of the
Property. Tenant shall indemnify and hold Landlord harmless against all
liabilities, losses, claims, costs, expenses and
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judgments
of any nature arising from or in connection with injuries to persons or damage
to property arising from or connected with Tenant’s use of the
Property.
16. Miscellaneous.
a. Quiet
Enjoyment.
So long
as Tenant performs and observes all the provisions of this Lease, Landlord
covenants and promises that Tenant shall have peaceful enjoyment of the
Property.
b. Notice.
Notice
from one party to another relating to this Lease shall be deemed effective
if
made in writing (including telecommunications) and delivered to the recipient’s
address, telex number or facsimile number set forth under its name by any of
the
following means: (a) hand delivery, (b) registered or certified
mail,
postage prepaid, with return receipt requested, (c) first class or express
mail, postage prepaid, (d) Federal Express or like overnight courier
service, or (e) facsimile, telex or other wire transmission with request
for assurance of receipt in a manner typical with respect to communications
of
that type. Notice made in accordance with this section shall be deemed delivered
on receipt if delivered by hand or wire transmission, on the third business
day
after mailing if mailed by first class, registered or certified mail, or on
the
next business day after mailing or deposit with an overnight courier service
if
delivered by express mail or overnight courier. The current addresses of the
parties are as follows:
|
Landlord
|
Tenant
|
||
|
JAM
Xxxxxx Properties, LLC
00000
Xxx Xxx Xxxxx
Xxxxxxx,
Xxxxxxx 00000
|
Magnetech
Industrial Services, Inc.
0000
Xxxxxx Xxxxx
Xxxxxx,
Xxxxxxx 00000
|
c. Entry
and Inspection.
Landlord shall have the right to enter and inspect the Property at reasonable
times.
d. Attorney
Fees.
Tenant
shall pay all reasonable costs, attorney and paralegal fees and expenses that
may be incurred by Landlord in the enforcement of the terms of this Lease,
including any expenses incurred on appeal.
e. Severability.
If any
provision of this Lease becomes invalid or unenforceable, the remainder of
the
Lease shall not be affected and the balance of the Lease provisions shall be
valid and enforceable to the fullest extent permitted by law.
f. Successors.
The
provisions of this Lease shall be binding upon the successors in interest of
both Landlord and Tenant.
g. Entire
Agreement.
This
Lease (including the exhibit hereto) is intended by the parties to and does
constitute the entire agreement of the parties with respect to the rental of
the
Property. This Lease supersedes any and all prior understandings, written or
oral, between the parties hereto.
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Landlord
and Tenant now sign this Lease to be effective the 1st day of March,
2002.
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LANDLORD
|
TENANT
|
|||
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JAM
XXXXXX PROPERTIES, LLC
|
MAGNETECH
INDUSTRIAL SERVICES, INC.
|
|||
|
By:
|
/s/ Xxxx X. Xxxxxxx |
By:
|
/s/ Xxxx X. Xxxxxxx | |
|
Its:
|
Partner |
Its:
|
President | |
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EXHIBIT
“A”
Description
