EXHIBIT 10 - LAND LEAST AGREEMENT BETWEEN COBRA FINANCIAL SERVICES, INC.
AND XXXXXXX XXXXXXX
COMMERCIAL LEASE
This Lease agreement is made and entered into by and between Xxxxxxx
Xxxxxxx (Landlord) and Cobra Financial Services, Inc. (Tenant). Landlord
hereby leases to Tenant and Tenant hereby leases from Landlord that certain
property with the improvements thereon, containing approximately 000 xxxxx
xxxxxx feet, hereinafter called the "leased premises", known as Xxxxx 0
(Xxxxxxx), Xxx ____, Xxxxx ____________ Addition, City on Windom, TX, Xxxxxx
County, Texas; or as more particularly described below or on attached
exhibit:
The primary term of this lease shall be 32 months commencing on the 1st
day of September, 1999, and ending on the 30th day of April, 2002, upon the
following terms, conditions, and covenants:
1. TAXES. Each year during the term of this lease, Landlord shall pay real
estate taxes assessed against the leased premises in an amount equal to
the total real estate taxes assessed against the leased premises in the
base year. Each year during the term of this lease, Tenant shall pay as
additional rental, upon receipt of a statement from Landlord together
with tax statements or other verification from the proper taxing
authority, his pro rata share of any increase in real estate taxes over
the base year on the property of which the leased premises is a part. Any
increase in real estate taxes for a fractional year shall be prorated.
The base year shall be 2000.
2. UTILITIES. Tenant shall pay all charges for utility services to the
leased premises except for Tenant pays all Utilities, which shall be paid
by the Landlord.
3. HOLDING OVER. Failure of Tenant to surrender the leased premises at the
expiration of the lease constitutes a holding over which shall be
construed as a tenancy form month to month at a rental of $2,000.00 per
month.
4. RENT. Tenant agrees to and shall pay Landlord at Xx. 0 Xxxxxx, XX, County
of Xxxxxx Texas, or at such other place Landlord shall designate from
time to time in writing, as rent fro the leased premises, the total sum
of $57,600.of payable without demand in equal monthly payments of
$1,800.00 each in advance on or before the 1st day of each month,
commencing on October, 1999 and continuing thereafter until the total sum
shall be paid. Adjustment to the rent, if any, for rent escalators, for
percentage of net rent, or for increases in building operation costs
(including but not limited to insurance, custodial services, maintenance
and utilities) shall be as set forth in an attached addendum. Rent
received after the first day of the month shall be deemed delinquent. If
rent is not received by Landlord by the 1 day of each month, Tenant shall
pay a late charge of $25.00 plus a penalty of $10.00 per day until rent
is received in full. Tenant shall pay $25.00 for each returned check.
Tenant will pay all late charges created by any and all returned checks.
5. USE. Tenant shall use the leased premises for the following purpose and
no other: Grazing cattle, Export operations.
6. SECURITY DEPOSIT. Tenant shall pay to the Landlord a security deposit in
the sum of $1,500.00, payable on or before the commencement of this lease
for Tenant's faithful performance hereunder. Refund thereof shall be made
upon performance of this lease agreement by Tenant, minus any assessments
or damages unless Landlord and Tenant provide otherwise in Special
Provisions.
7. INSURANCE. Tenant shall pay for fire and extended coverage insurance on
the buildings and other improvements on the leased premises in an amount
not less than $50,000.00, which amount shall be increase yearly in
proportion to the increase in market value of the premises. If Landlord
provides any insurance herein, Tenant shall pay to Landlord, during the
term hereof, the amount of any increase in premiums for the insurance
required over and above such premiums paid during the first year of this
lease. Tenant shall provide public liability and property damage
insurance for its business operations on the leased premises in the
amount of $1,000,000.00 which policy shall cover the Landlord as well as
the Tenant. Said insurance policies required to be provided by Tenant
herein shall name Landlord as an insured and shall be issued by an
insurance company approved by Landlord. Tenant shall provide Landlord
with certificates of insurance evidencing the coverage required herein.
Tenant shall be solely responsible for fire and casualty insurance on
Tenant's property on or about the leased premises. If Tenant does not
maintain such insurance in full force and effect, Landlord may notify
Tenant of such failure and if Tenant does not deliver to Landlord within
3 days after such notice, certification showing all such insurance to by
in full force and effect, Landlord may at his option, take out the
necessary insurance to comply with the provisions hereof and pay the
premiums on the items specified in such notice, and Tenant covenants
thereupon on demand to reimburse and pay Landlord any amount so paid or
expended in the payment of the insurance premiums required hereby and
specified in the notice, with interest thereon at the rate of 18 percent
per annum from the date of such payment by Landlord until repaid by
Tenant.
8. CONDITION OF PREMISES. Tenant has examined and accepts the leased
premises in its present as is condition as suitable for the purposes for
which the same are leased, and does hereby accept the leased premises
regardless of reasonable deterioration between the date of this lease and
the date Tenant begins occupying the leased premises unless Landlord and
Tenant agree to repairs or refurbishment as noted in Special Provisions.
9. MAINTANCE AND REPAIRS. Landlord shall keep the foundation, the exterior
walls (except glass; windows; doors; door closure devices; window and
door frames, molding, locks, and hardware; and interior painting or other
treatment of exterior walls), and the roof of the leased premises in good
repair except that Landlord shall not be required to make any repairs
occasioned by the act or negligence of Tenant, its employees, subtenants,
licensees and concessionaires. Tenant is responsible for maintenance of
the common area and common area equipment. If repairs, Landlord shall
make such repairs within a reasonable time. Tenant shall notify Landlord
immediately of any emergency repairs. Tenant shall keep the lease
premises in good, clean condition and shall at its sole cost and expense,
make all needed repairs and replacements, including replacement of
cracked or broken glass, except for repairs and
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44
replacements required to be made by Landlord under this section. If any
repairs required to be made by Tenant hereunder are not made within ten
(10) days after written notice delivered to Tenant by Landlord, Landlord
may at its option make such repairs without liability to Tenant for any
loss or damage which may result by reason of such repairs, and Tenant
shall pay to Landlord upon demand as additional rent hereunder the cost
of such repairs plus interest. At the termination of this lease, Tenant
shall deliver the leased premises in good order and condition, reasonable
wear and tear excepted.
10. ALTERATIONS. All alterations, additions and improvements, except trade
fixtures, installed at expense of Tenant, shall become the property of
the Landlord and shall remain upon and be surrendered with the leased
premises as a part of thereof on this lease. Such alterations, additions,
and improvements may only be made with the prior written consent of
Landlord, which consent shall not be unreasonably withheld. If consent is
granted for the making of improvements or alterations to the leased
premises, such improvements and alterations shall not commence until
Tenant has furnished to Landlord a certificate of insurance showing
coverage in an amount satisfactory to Landlord protecting Landlord from
liability for injury to any person and damage to any personal property,
on or off the leased premises in connection with the making of such
improvements or alterations. No cooling tower, equipment, or structure of
any kind shall be placed on the roof or elsewhere on the leased premises
by Tenant without prior written permission of Landlord. If such
permission is granted, such work or installations shall be done at
Tenant's expense and in such a manner that the roof shall not be damaged
thereby. If it becomes necessary to remove such cooling tower, equipment
or structure temporarily, so that repairs to the roof can be made, Tenant
shall promptly repair at its expense any damages resulting from such
removal. At the termination of this lease Tenant shall deliver the leased
premises in good order and condition, natural deterioration only
excepted. Any damage cause by the installation or removal of trade
fixtures shall be repaired at Tenant's expense prior to the expiration of
the lease term. All alterations, improvements, additions, and repairs
made by the Tenant shall be made in good and workmanlike manner.
11. COMPLIANCE WITH LAWS AND REGULATIONS. Tenant shall, at its own expense,
comply with all laws, orders, and requirements of all governmental
entities with reference to the use and occupancy of the leased premises.
Tenant and Tenant's agents, employees and invites shall fully comply
with any rules and regulations governing the use of the building or other
improvements to the leased premises as required by the Landlord. Landlord
may make reasonable changes in such rules and regulations from time to
time as deemed advisable for the safety, care and cleanliness of the
leased premises, provided same are in writing and are not in conflict
with this lease.
12. ASSIGNMENT AND SUBLETTING. Tenant shall not assign this lease nor sublet
the leased premises or any interest therein without first obtaining the
written consent of Landlord. An assignment or subletting without the
written consent of Landlord shall be void and shall, at the option of
Landlord, terminate this lease.
13. DESTRUCTION. In the event the leased premises is partially damaged or
destroyed or rendered partially unfit for occupancy by fire or other
casualty, Tenant shall give immediate notice to Landlord. Landlord may
repair the damage and restore the leased premises to substantially the
same condition as immediately prior to the occurrence of the casualty.
Such repairs shall be made at Landlord's expense unless due to Tenant's
negligence. Landlord shall allow Tenant a fair reduction of rent during
the time the leased premises are partially unfit for occupancy. If the
leased premises are totally destroyed or deemed by the Landlord to be
rendered unfit for occupancy by fire or other casualty, or if Landlord
shall decide not to repair or rebuild, this lease shall terminate and the
rent shall be paid to the time of such casualty.
14. TENANT DEFAULT AND REMOVAL OF ABANDONED PROPERTY. If Tenant abandons the
premise or otherwise defaults in the performance of any obligations or
covenants herein, Landlord may enforce the performance of this lease in
any manner provided by law. This lease may be terminated at Landlord's
discretion if such abandonment or default continues for a period of 10
days after Landlord notifies Tenant of such abandonment or default and of
Landlord's intention to declare this lease terminated. Such notice shall
be sent by Landlord to Tenant at Tenant's last known address by certified
mail. If Tenant has not completely removed or cured default within the
10-day period, this lease shall terminate. Thereafter, Landlord or its
agents shall have the right, without further notice or demand, to enter
the leased premises and remove all property without being deemed guilty
of trespass and without waiving any other remedies for arrears of rent or
breach of covenant. Upon abandonment or default by the Tenant, the
remaining unpaid portion of the rental from paragraph 4 herein, shall
become due and payable. For purposes of this section, Tenant is presumed
to have abandoned the premises if goods, equipment, or other property, in
an amount substantial enough to indicate a probable intent to abandon the
premises, is being or has been removed from the premises and the removal
in not within the normal course of Tenant's business. Landlord shall have
the right to store any property of Tenant that remains on premises that
are abandoned; and, in addition to Landlord's other rights, Landlord may
dispose of the stored property if Tenant does not claim the property
within 60 days after the date the property is stored, provided Landlord
delivers by certified mail to Tenant at Tenant's last known address a
notice stating that Landlord may dispose of Tenants' property if Tenant
does not claim the property within 60 days after the date the property is
stored.
15. INTERRUPTION OF UTILITIES. Landlord of Landlord's agent may not interrupt
or cause the interruption of utility service paid directly to the utility
company by Tenant unless interruption results from bona fide repairs,
construction, or an emergency. If any utility services furnished by
Landlord are interrupted and continue to be interrupted despite the good
faith efforts of Landlord to remedy same, Landlord shall not be liable in
any respect fro damages to the person or property of Tenant or Tenant's
employees, agents, or guests, and same shall not be construed as grounds
for constructive eviction or abatement of rent. Landlord shall use
reasonable diligence to repair and remedy such interruption promptly.
16. EXCLUSION OF TENANT. Landlord may not intentionally prevent Tenant from
entering the leased premises except by judicial process unless the
exclusion results from: (a) bona fide repairs, construction, or an
emergency: (b) removing the contents of premises abandoned by Tenant: or
(c) changing the door locks of Tenant in the event Tenant is delinquent
in paying at least part of the rent. If Landlord or Landlord's agent
changes the door lock of Tenant, in the event Tenant is delinquent in
paying rent, Landlord or Landlord's agent must place a written notice on
Tenant's front door stating the name and address or telephone number of
the individual or company from which the new key may be obtained. The new
key is required to be provided only during Tenant's regular business
hours.
17. LIEN. Landlord is granted an express contractual lien, in addition to any
lien provided by Law, and a security interest in all property of Tenant
found on the premises to secure the compliance by Tenant with all terms
of this lease.
18. SUBORDINATION. Landlord is hereby irrevocably vested with full power and
authority to subordinate this lease to any mortgage, deed of Trust, or
other lien hereafter placed on the demised premises and Tenant agrees on
demand to execute such further instruments subordinating this lease as
Landlord may request, provided such subordination shall be on the express
condition that this lease shall be recognized by the mortgagee, and the
rights of Tenant shall remain in full force and effect during the term of
this lease so long as Tenant shall continue to perform all of the
covenants and conditions of this lease.
19. INDEMNITY. Landlord and its employees and agents shall not be liable to
Tenant or to Tenant's employees, patrons, visitors, invites, or any
other persons for an injury to any such persons or for any damage to
personal property caused by an act, omission, or neglect of Tenant or
Tenant's agents or of any other tenant of the premises of which the
leased premises is a part. Tenant agrees to indemnify and hold Landlord
and its employees and agents harmless from any and all claims for such
injury and damages, whether injury occurs on or off the leased premises.
20. SIGNS. Tenant shall not post or paint any signs at, on, or about the
leased premises or paint the exterior walls of the building
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45
except with the prior written consent of the Landlord. Landlord shall
have the right to remove any sign or signs in order to maintain the
leased premises or the make any repairs or alterations thereto.
21. TENANT BANKRUPTCY. If Tenant becomes bankrupt or makes voluntary
assignment for the benefit of creditors or if a receiver is appointed for
Tenant, Landlord may terminate this lease by giving five (5) days written
notice to Tenant of Landlord's intention to do so.
22. CONDEMNATION. If the whole or any substantial part of the leased premises
is taken for any public or quasi-public use under any governmental law,
ordinance or regulation or by right of eminent domain or should the
leased premises be sold to a condemning authority under threat of
condemnation, this lease shall terminate and the rent shall be abated
during the unexpired portion of the lease from the date of the physical
taking of the leased premises.
23. HAZARDOUS MATERIALS. Landlord warrants and represents that the Property
does not contain "Hazardous Materials", as that phrase is defined herein.
For purposed of this provision, the phrase "Hazardous Materials" shall
mean and include any toxic contaminated or other hazardous materials
including, without limitation, asbestos, PCB, transformers, underground
storage containers, materials containing any radioactive substances,
petroleum base products, paints, solvents, lead, cyanide, DDT, acids,
pesticides, ammonium compounds, and any other substance forming a
component part of the improvements which has heretofore or may in the
future be determined to contain toxic wastes, hazardous materials, or
undesirable substances injurious to the health of occupants living or
working in or around the subject Property. Landlord acknowledges that
current, past, and future federal, state, and local laws and regulations
may have had or continue to have any interest in the Property including,
but not limited to, current, past, and future owners and users, including
tenants, of the Property. The cost and expense of such clean up may be
substantial. Landlord further acknowledges that the real estate Brokers
and their agents involved in the negotiation of this transaction have no
expertise with respect to any such Hazardous Materials, Landlord
acknowledges and agrees that Landlord shall look solely to experts and
professionals selected by the Landlord to advise Landlord with respect of
the condition of the Property and shall not hold the real estate Brokers
or their agents responsible for any Hazardous Materials condition or
problem relating to the Property. Landlord hereby agrees to indemnify,
defend, and hold the real estate Brokers and their agents participating
in this transaction harmless of and from any and all liability, claim,
debt, damage, cost, or expense, including reasonable attorneys' fees,
related to or arising out of or in any way connected to Hazardous
Materials and/or toxic wastes and/or any other undesirable substance
affecting the Property.
24. BROKER'S FEE. Broker and N/A Co-Broker, as Real Estate
Broker (the Broker), has negotiated this lease and Landlord agrees to pay
Broker in N/A County, Texas, upon commencement of this lease, a
negotiated fee of $0.00 or N/A %of the total renal provided for in this
lease to be divided as follows: N/A. In the event this lease is
extended, expanded or renewed, Landlord agrees to pay Broker and
additional negotiated fee of $0.00 or N/A % of the total rental for such
extension, expansion or renewal period, payable at the time of
commencement of such extension, expansion or renewal, said fee to be
divides as follows: N/A. Tenant warrants that it has had no dealings
with any real estate broker or agent in connection with the negotiation
of this lease excepting only N/A and it knows of no other real estate
broker or agent who is entitled to a commission in connection with this
Lease. If Tenant during the term of this Lease, or any extension,
expansion or renewal period thereof, or within N/A days of the expiration
of this Lease, or any extension, expansion or renewal period thereof,
purchases the property herein leased, Landlord agrees to pay Broker, N/A
in N/A County, Texas, a negotiated fee of $0.00 or N/A% of the sales
price upon closing of the sale of this property.
25. NOTICES. Notices to Tenant shall be by certified mail or other delivery
to the leased premises. Notices to Landlord shall be by certified mail to
the place where rent is payable.
26. DEFAULT BY LANDLORD. In the event or breach by Landlord of any covenant,
warranty, term or obligation of this lease, then Landlord's failure to
cure same or commence a good faith effort to cure same within 10 days
after written notice thereof by Tenant shall be considered a default and
shall entitle Tenant either to terminate this lease or cure the default
and make the necessary repairs and any expense incurred by Tenant shall
be reimbursed by the Landlord after reasonable notice of the repairs and
expenses incurred. If any utility service furnished by Landlord are
interrupted and continue to be interrupted despite the good faith efforts
of Landlord to remedy same, Landlord shall not be liable in any respect
for damages to the person or property of Tenant or Tenant's employees,
agents, or guests and same shall not be construed as grounds for
constructive eviction or abatement of rent. Landlord shall use reasonable
diligence to repair and remedy such interruption promptly.
27. SIGNS. During the last 90 days of this lease, a "For Sale" sign and/or a
"For Lease" sign may be displayed on the leased premises and the leased
premises may be shown at reasonable times to prospective purchasers or
tenants.
28. RIGHT OF ENTRY. Landlord shall have the right during normal business
hours to enter the demised premises; a) to inspect the general condition
and state of repair thereof, b) to make repairs required or permitted
under this lease, or c) for any other reasonable purpose.
29. WAIVER OF BREACH. The waiver by Landlord of any breach of any provision
of this lease shall not constitute a continuing waiver or a waiver of any
subsequent breach of the same or a different provision of this lease.
30. TIME OF ESSENCE. Time is expressly declared to be of the essence in this
lease.
31. BINDING OF HEIRS AND ASSIGNS. Subject to the provisions of this lease
pertaining to assignment of the Tenant's interest, all provisions of this
lease shall extend to and bind, or inure to the benefit not only of the
parties to this lease but to each and every one of the heirs, executors,
representatives, successors, and assigns of Landlord of Tenant.
32. RIGHTS AND REMEDIES CUMULATIVE. The rights and remedies by this lease
agreement are cumulative and the use of any one right or remedy by either
party shall not preclude or waive its right to use any or all other
remedies. Said rights and remedies are given in addition to any other
rights the parties may have by law, statute, ordinance, or otherwise.
33. TEXAS LAW TO APPLY. This agreement shall be construed under and in
accordance with the laws of the State of Texas.
34. LEGAL CONSTRUCTION. In case any one or more of the provisions contained
in this agreement shall for any reason be held to be invalid, illegal, or
unenforceable in any respect, such invalidity, illegality, or
unenforceability shall not affect any other provisions hereof and this
agreement shall be construed as if such invalid, illegal, or
unenforceable provision had never been contained herein.
35. PRIOR AGREEMENTS SUPERSEDED. This agreement constitutes the sole and only
agreement of the parties to this lease and supersedes any prior
understandings or written or oral agreements between the parties
respecting the subject matter of this lease.
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46
36. AMENDMENT. No amendment, modification, or alteration of the terms hereof
shall be binding unless it is in writing, dated subsequent to the date
hereof, and duly executed by the parties.
37. ATTORNEY'S FEES. Any signatory to this lease agreement who is the
prevailing party in any legal proceeding against any other signatory
brought under or with relation to this lease agreement or this
transaction shall be additionally entitled to recover court cost,
reasonable attorney fees, and all other out-of-pocket costs of
litigation, including deposition, travel and witness costs, from
nonprevailing party.
38. SPECIAL PROVISIONS. (This section to include additional factual data not
included above)
This Lease may be cancelled with written notice of intent and payment of
additional ninety days rent (5400.00) paid at time of notification.
Tenant shall have the option to renew this lease for (3) additional three
year term.
Tenant is responsible for 100% of leasehold improvements. All leasehold
improvements revert back to Landlord at lease expiration.
THE TEXAS ASSOCIATION OF REALTORS(r) AND THE N/A BOARD OF REALTORS(r) DO NOT
FIX, CONTROL, RECOMMEND, SUGGEST OR MAINTAIN COMMISSION RATES OR FEES FOR
SERVICES TO BE RENDERED BY THEIR MEMBERS OR THE DIVISION OF COMMISSIONS OR
FEES BETWEEN COOPERATION PARTICIPANTS OR BETWEEN PARTICIPANTS AND
NON-PARTICIPANTS. THE AMOUNT OF COMPENSATION AND THE CONTRACT TERMS HEREIN ARE
NOT PRESCRIBED BY LAW AND ARE SUBJECT TO NEGOTIATION BETWEEN BROKER AND
SUBLESSOR.
THIS IS A LEGAL DOCUMENT, READ IT CAREFULLY. IF YOU DO NOT UNDERSTAND THE
EFFECT OF ANY PART OF THIS AGREEMENT, SEEK COMPETENT LEGAL ADVICE.
EXECUTED this 1st day of September, 1999.
/S/ /S/
________________________________ ________________________________
TENANT or TENANTS SIGNATURE(S) LANDLORD SIGNATURE
0000 Xxxxxx Xxxxx Xxxxx 000 0000 Xxxxxxxxxxx Xxxx
________________________________ ________________________________
XXXXXXX XXXXXXX
Xxxxx, Xxxxx 00000 Xxxxx, Xxxxx 00000
________________________________ ________________________________
(000) 000-0000 (000) 000-0000
________________________________ ________________________________
TELEPHONE TELEPHONE
N/A
________________________________
BROKER SIGNATURE
By: ____________________________
AGENT SIGNATURE
________________________________
ADDRESS
________________________________
________________________________
TELEPHONE
(Note: This form is furnished by the Texas Association of REALTORS for the
convenience of its members.)
Realty One Software, 000 Xxxxxxxxxx, Xxxxxx, XX 00000, (000) 000-0000
Provided by: Broker
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