COMMERCIAL LEASE
THIS INDENTURE of lease, dated this 25th day of February, 1993, by and
between St. Xxxx Properties, Inc., a Delaware Corporation hereinafter referred
to as "Lessor," and Professional Resources International, LTD., a Minnesota
corporation hereinafter referred to as "Lessee."
DEFINITIONS:
"Premises" - That certain real property located in the City of
Roseville, County of Xxxxxx and State of Minnesota and legally described on
Exhibit "A" attached hereto and made a part hereof, including all buildings and
site improvements located thereon.
"Building" - That certain building containing approximately 60,000
square feet located upon the Premises and commonly described as 0000 - 0000 Xxxx
Xxxxxx Xxxx C-2.
"Demised Premises" - That certain portion of the Building located at
0000 Xxxx Xxxxxx Xxxx C-2 and designated as Bays --- through ---, consisting of
approximately 6,490 square feet (1,763 square feet of office space and 4,727
square feet of warehouse space), as measured from the outside walls of the
Demised Premises to the center of the partition wall, as shown on the floor plan
attached hereto as Exhibit "B" and made a part hereof. The Demised Premises
include a non-exclusive easement for access to common areas, as hereinafter
defined, and all licenses and easements appurtenant to the Demised Premises.
"Common Areas" - The term "common area" means the entire areas to be
used for the non-exclusive use by Lessee and other lessees in the Building,
including, but not limited to, corridors, lavatories, driveways, truck doors,
parking lots and landscaped areas. Subject to reasonable rules and regulations
promulgated by Lessor, the common areas are hereby made available to Lessee and
its employees, agents, customers, and invitees for reasonable use in common with
other lessees, their employees, agents, customers and invitees.
WITNESSETH:
TERM:
1. For and in consideration of the rents, additional rents, terms,
provisions and covenants herein contained, Lessor hereby lets, leases and
demises to Lessee the Demised Premises for the term of 60 months commencing on
the 1st day of April, 1993 (sometimes called "the Commencement Date") and
expiring the 31st day of March, 1998 (sometimes called "Expiration Date"),
unless sooner terminated as hereinafter provided.
BASE RENT: See #1 of attached Exhibit "C" of this Lease.
ADDITIONAL RENT:
3. Lessee shall pay to Lessor throughout the term of this Lease the
following:
a. Lessee shall pay a sum equal to ten and 82/100 percent
(10.82%) of the Real Estate taxes. The term "Real Estate Taxes" shall mean all
real estate taxes, all assessments and any taxes in lieu thereof which may be
levied upon or assessed against the Premises of which the Demised Premises are a
part. Lessee, in addition to all other payments to Lessor by Lessee required
hereunder shall pay to Lessor, in each year during the term of this Lease and
any extension or renewal thereof, lessee's proportionate share of such real
estate taxes and assessments paid in the first instance by Lessor.
Any tax year commencing during any lease year shall be deemed to
correspond to such lease year. In the event the taxing authorities include in
such real estate taxes and assessments the value of any improvements made by
Lessee, or of machinery, equipment, fixtures, inventory or other personal
property or assets of Lessee, then Lessee shall pay all the taxes attributable
to such items in addition to its proportionate share of said aforementioned real
estate taxes and assessments. A photostatic copy of the tax statement submitted
by Lessor to Lessee shall be sufficient evidence of the amount of taxes and
assessments assessed or levied against the Premises of which the Demised
Premises are a part, as well as the items taxed.
b. A sum equal to ten and 82/100 percent (10.82%) of the
annual aggregate operating expenses incurred by Lessor in the operation,
maintenance and repair of the Premises. The term "Operating Expenses shall
include but not be limited to maintenance, repair, replacement and care of all
common area lighting, common area plumbing and roofs, parking and landscaped
areas, signs, snow removal, non-structural repair and maintenance of the
exterior of the Building, insurance premiums, management fee, wages and fringe
benefits of personnel employed for such work, costs of equipment purchased and
used for such purposes, and the cost or portion thereof properly allocable to
the Premises (amortized over such reasonable period as Lessor shall determine
together with the interest at the rate of 14% per annum on the unamortized
balance) of any capital improvements made to the Building by Lessor after the
Base year which result in a reduction of Operating Expenses or made to the
Building by Lessor that are required under any governmental law or regulation
that was not applicable to the Building at the time it was constructed.
c. The payment of the sums set forth in this Article 3 shall
be in addition to the Base Rent payable pursuant to Article 2 of this Lease. All
sums due hereunder shall be due and payable within thirty (30) days of delivery
of written certification by Lessor setting forth the computation of the amount
due from Lessee. In the event the lease term shall begin or expire at any time
during the calendar year, the Lessee shall be responsible for his prorata share
of Additional Rent under subdivisions a. and b. during the Lease and/or
occupancy time.
Prior to commencement of this Lease, and prior to the commencement of
each calendar year thereafter commencing during the term of this Lease or any
renewal or extension thereof, Lessor may estimate for each calendar year (i) the
total amount of Real Estate Taxes; (ii) the total amount of Operating Expenses:
(iii) Lessee's share of Real Estate Taxes for such calendar year; (iv) Lessee's
share of Operating Expenses for such calendar year; and (v) the computation of
the annual and monthly rental payable during such calendar year as a result of
increases or decreases In Lessee's share of Real Estate Taxes and Operating
Expenses. Said estimates will be in writing and will be delivered or mailed to
Lessee at the Premises.
The amount of Lessee's share of Real Estate Taxes, and Operating
Expenses for each calendar year, so estimated, shall be payable as Additional
Rent, in equal monthly installments, in advance, on the first day of each month
during such calendar year at the option of Lessor. In the event that such
estimate is delivered to Lessee before the first day of January of such calendar
year, said amount, so estimated, shall be payable as additional rent in equal
monthly installments, in advance, on the first day of each month during such
calendar year. In the event that such estimate is delivered to Lessee after the
first day of January of such calendar year, said amount, so estimated, shall be
payable as additional rent in equal monthly installments, in advance, on the
first day of each month over the balance of such calendar year, with the number
of installments being equal to the number of full calendar months remaining in
such calendar year.
Upon completion of each calendar year during the term of this Lease or
any renewal or extension thereof. Lessor shall cause its accountants to
determine the actual amount or the Real Estate Taxes, and Operating Expenses
payable in such calendar year and Lessee's share thereof and deliver a written
certification of the amounts thereof to Lessee. If Lessee has underpaid its
share of Real Estate Taxes, or Operating Expenses for such calendar year, Lessee
shall pay the balance of its share of same within ten (10) days after the
receipt of such statement. If Lessee has overpaid its share of Real Estate
Taxes, or Operating Expenses for such calendar year, Lessor shall, at Lessor's
option, either (i) refund such excess or (ii) credit such excess against the
most current monthly installment or installments due Lessor for its estimate of
Lessee's share of Real Estate Taxes, and Operating Expenses for the next
following calendar year. A prorata adjustment shall be made for a fractional
calendar year occurring during the term of this Lease or any renewal or
extension thereof based upon the number of days of the term of the Lease during
said calendar year as compared to three hundred sixty-five (365) days and all
additional sums payable by Lessee or credits due Lessee as a result of the
provisions of this Article 3 shell be adjusted accordingly.
COVENANT TO PAY RENT:
4. The covenants of Lessee to pay the Base Rent and the Additional Rent
are each independent of any other covenant, condition, provision or agreement
contained in this Lease. All rents are payable to:
St. Xxxx Properties, Inc., SDS-12-0613,
Xxxxxxxxxxx, XX 00000
UTILITIES:
5. Lessor shall provide mains and conduits to supply water, gas,
electricity and sanitary sewage to the Premises. Lessee shall pay, when due, all
charges for sewer usage or rental, garbage, disposal, refuse removal, water,
electricity, gas, fuel oil. L.P. gas, telephone and/or other utility services or
energy source furnished to the Demised Premises during the term of this Lease,
or any renewal or extension thereof. If Lessor elects to furnish any of the
foregoing utility services or other services furnished or caused to be furnished
to Lessee, then the rate charged by Lessor shall not exceed the rate Lessee
would be required to pay to a utility company or service company furnishing any
of the foregoing utilities or services. The charges thereof shall be deemed
Additional Rent in accordance with Article 3.
CARE AND REPAIR OF DEMISED PREMISES:
6. Lessee shall, at all times throughout the term of this Lease,
including renewals and extensions, and at its sole expense, keep and maintain
the Demised Premises in a clean, safe, sanitary and first class condition and in
compliance with all applicable laws, codes, ordinances, rules and regulations.
Lessee's obligations hereunder shall include but not be limited to the
maintenance, repair and replacement, if necessary, of heating, air conditioning
fixtures, equipment, and systems, all lighting and plumbing fixtures and
equipment, fixtures, motors and machinery, all interior walls, partitions, doors
and windows, including the regular painting thereof, all exterior entrances,
windows, doors and docks and the replacement of all broken glass. When used in
this provision, the term "repairs" shall include replacements or renewals when
necessary, and all such repairs made by the Lessee shall be equal in quality and
class to the original work. The Lessee shall keep and maintain all portions of
the Demised Premises and the sidewalk and areas adjoining the same in a clean
and orderly condition, free of accumulation of dirt, rubbish, snow and ice.
If Lessee fails, refuses or neglects to maintain or repair the Demised
Premises as required in this Lease after notice shall have been given Lessee, in
accordance with Article 33 of this Lease, Lessor may make such repairs without
liability to Lessee for any loss or damage that may accrue to Lessee's
merchandise, fixtures or other property or to Lessee's business by reason
thereof, and upon completion thereof, Lessee shall pay to Lessor all costs plus
15% for overhead incurred by Lessor in making such repairs upon presentation to
Lessee of xxxx therefor.
Lessor shall repair, at its expense, the structural portions of the
Building, provided however where structural repairs are required to be made by
reason of the acts of Lessee, the costs thereof shall be borne by Lessee and
payable by Lessee to Lessor upon demand.
The Lessor shall be responsible for all outside maintenance of the
Demised Premises, including grounds and parking areas. All such maintenance
which is the responsibility of the Lessor shall be provided as reasonably
necessary to the comfortable use and occupancy of Demised Premises during
business hours, except Saturdays, Sundays and holidays, upon the condition that
the Lessor shall not be liable for damages for failure to do so due to causes
beyond its control.
SIGNS:
7. Any sign, lettering, picture, notice or advertisement installed on
or in any part of the Premises and visible from the exterior of the Building, or
visible from the exterior of the Demised Premises, shall be approved and
installed by Lessor at Lessee's sole cost and expense. Said signs are to be
maintained by Lessor at Lessee's expense. In the event of a violation of the
foregoing by Lessee, Lessor may remove any unauthorized signs without any
liability to Lessor and may charge the expense incurred by such removal to
Lessee.
ALTERATIONS, INSTALLATION, FIXTURES:
8. Except as hereinafter provided, Lessee shall not make any
alteration, additions or improvements in or to the Demised Premises or add,
disturb or in any way change any plumbing or wiring therein without the prior
written consent of the Lessor. In the event alterations are required by any
governmental agency by reason of the use and occupancy of the Demised Premises
by Lessee, Lessee shall make such alterations at its own cost and expense after
first obtaining Lessor's written approval of plans and specifications therefor
and furnishing such indemnification as Lessor may reasonably require against
liens, costs, damages and expenses aris ing out of such alterations. Lessee
shall pay Lessor additional Base Rent and Additional Rent based on the
additional number of rentable square feet in the Demised Premises after
construction of any alteration or addition. Alterations or additions by Lessee
must be built in compliance with all laws, ordinances and governmental
regulations affecting the Premises and Lessee shall warrant to Lessor that all
such alterations, additions, or improvements shall be in strict compliance with
all relevant laws, ordinances, governmental regulations, and insurance
requirements. Construction of such alterations or additions shall commence only
upon Lessee obtaining and exhibiting to Lessor the requisite approvals, licenses
and permits and indemnification against liens. All alterations, installations,
physical additions or improvements to the Demised Premises made by Lessee shall
at once become the property of Lessor and shall be surrendered to Lessor upon
the termination of this Lease; provided, however, this clause shall not apply to
movable equipment or furniture owned by Lessee which may be removed by Lessee at
the end of the term of this Lease without damaging the Demised Premises and if
Lessee is not then in default.
POSSESSION:
9. Except as hereinafter provided Lessor shall deliver possession of
the Demised Premises to Lessee in the condition required by this Lease on or
before the Commencement Date, but delivery of possession prior to or later than
such Commencement Date shall not affect the expiration date of this Lease. The
rentals herein reserved shall commence on the date when possession of the
Demised Premises is delivered by Lessor to Lessee. Any occupancy by Lessee prior
to the beginning of the term shall in all respects be the same as that of a
Lessee under this Lease, Lessor shall have no responsibility or liability for
loss or damage to fixtures, facilities or equipment installed or left on the
Demised Premises. If Demised Premises are not ready for occupancy by
Commencement Date and possession is later than Commencement Date, rent shall
begin on date of possession.
SECURITY AND DAMAGE DEPOSIT:
10. Lessee contemporaneously with the execution of this Lease, has
deposited with Lessor the sum of ______________________________________________
Dollars ($ -0- ), receipt of which is acknowledged hereby by Lessor, which
deposit is to be held by Lessor, without liability for interest, as a security
and damage deposit for the faithful performance by Lessee during the term hereof
or any extension hereof. Prior to the time when Lessee shall be entitled to the
return of this security deposit, Lessor may co-mingle such deposit with Lessor's
own funds and to use such security deposit for such purpose as Lessor may
determine. In the event of the failure of Lessee to keep and perform any of the
terms, covenants and conditions of this Lease to be kept and performed by Lessee
during the term hereof or any extension hereof, then Lessor, either with or
without terminating this Lease, may (but shall not be required to) apply such
portion of said deposit as may be necessary to compensate or repay Lessor for
all losses or damages sustained or to be sustained by Lessor due to such breach
on the part of Lessee, including, but not limited to overdue and unpaid rent,
any other sum payable by Lessee to Lessor pursuant to the provisions of this
Lease, damages or deficiencies in the reletting of Demised Premises, and
reasonable attorney's fees incurred by Lessor. Should the entire deposit or any
portion thereof, be appropriated and applied by Lessor, in accordance with the
provisions of this paragraph, Lessee upon written demand by Lessor, shall remit
forthwith to Lessor a sufficient amount of cash to restore said security deposit
to the original sum deposited, and Lessee's failure to do so within five (5)
days after receipt of such demand shall constitute a breach of this Lease. Said
security deposit shall be returned to Lessee, less any depletion thereof as the
result of the provisions of this paragraph, at the end of the term of this Lease
or any renewal thereof, or upon the earlier termination of this Lease. Lessee
shall have no right to anticipate return of said deposit by withholding any
amount required to be paid pursuant to the provision of this Lease or otherwise.
In the event Lessor shall sell the Premises, or shall otherwise convey
or dispose of its interest in this Lease, Lessor may assign said security
deposit or any balance thereof to Lessor's assignee, whereupon Lessor shall be
released from all liability for the return or repayment of such security deposit
and Lessee shall look solely to the said assignee for the return and repayment
of said security deposit. Said security deposit shall not be assigned or
encumbered by Lessee without the written consent of Lessor, and any assignment
or encumbrance without such consent shall not bind Lessor. In the event of any
rightful and permitted assignment of this Lease by Lessee, said security deposit
shall be deemed to be held by Lessor as a deposit made by the assignee, and
Lessor shall have no further liability with respect to the return of said
security deposit to the Lessee.
USE:
11. The Demised Premises shall be used and occupied by Lessee solely
for the purposes of recycling fluorescent light bulbs and Lessee agrees that
such use shall be in compliance with all applicable laws, ordinances and
governmental regulations affecting the Building and Premises. Lessee shall
immediately discontinue any use of the Demised Premises which is not in
compliance with an applicable laws, ordinances or governmental regulations. The
Demised Premises shall not be used in such manner that, in accordance with any
requirement of law or of any public authority, Lessor shall be obliged on
account of the purpose or manner of said use to make any addition or alteration
to or in the Building. The Demised Premises shall not be used in any manner
which will increase the rates required to be paid for public liability or for
fire and extended coverage insurance covering the Premises. Lessee shall occupy
the Demised Premises, conduct its business and control its agents, employees,
invitees and visitors in such a way as is lawful, and reputable and will not
permit or create any nuisance, noise, odor, or otherwise interfere with, annoy
or disturb any other tenant in the Building in its normal business operations or
Lessor in its management of the Building. Lessee's use of the Demised Premises
shall conform to all the Lessor's rules and regulations relating to the use of
the Premises. Outside storage on the Premises of any type of equipment, property
or materials owned or used on the Premises by Lessee or its customers and
suppliers shall not be permitted.
ACCESS TO DEMISED PREMISES:
12. Lessee agrees to permit Lessor and the authorized representatives
of Lessor to enter the Demised Premises at all times during usual business hours
for the purpose of inspecting the same and making any necessary repairs to the
Demised Premises and performing any work therein that may be necessary to comply
with any laws, ordinances, rules, regulations or requirements of any public
authority or of the Board of Fire Underwriters or any similar body or that
Lessor may deem necessary to prevent waste or deterioration in connection with
the Demised Premises. Nothing herein shall imply any duty upon the part of
Lessor to do any such work which, under any provision of this Lease, Lessee is
required to perform and the performance thereof by Lessor shall not constitute a
waiver of the Lessee's default in failing to perform the same. Lessor may,
during the progress of any work in the Demised Premises, keep and store upon the
Demised Premises all necessary materials, tools and equipment. Lessor shall not
in any event be liable for inconvenience, annoyance, disturbance, loss of
business, or ether damage of the Lessee by reason of making repairs or the
performance of any work in the Demised Premises, or on account of bringing
materials, supplies and equipment into or through the Demised Premises during
the course thereof and the obligations of the Lessee under this Lease shall not
thereby be affected in any manner whatsoever.
Lesser reserves the right to enter upon the Demised Premises (a) at any
time in the event of an emergency and (b) at reasonable hours to exhibit the
Demised Premises to prospective purchasers or others; and to exhibit the Demised
Premises to prospective tenants and to display "For Rent" or similar signs on
windows or doors in the Demised Premises during the last one hundred twenty
(120) days of the term of this Lease, all without hindrance or molestation by
Lessee.
EMINENT DOMAIN:
13. In the event of any eminent domain or condemnation proceeding or
private sale in lieu thereof in respect to the Premises during the term thereof,
the following provisions shall apply:
a. If the whole of the Premises shall be acquired or condemned
by eminent domain for any public or quasi-public use or purpose, then the term
of this Lease shall cease and terminate as of the date possession shall be taken
in such proceeding and all rentals shall be paid up to that date.
b. If any part constituting less than the whole of the
Premises shall be acquired or condemned as aforesaid, and in the event that such
partial taking or condemnation shall materially affect the Demised Premises so
as to render the Demised Premises unsuitable for the business of the Lessee. In
the opinion of Lessor, then the term of this Lease shall cease and terminate as
of the date possession shall be taken by the condemning authority and rent shall
be paid to the date of such termination.
In the event of a partial taking or condemnation of the Premises which
shall not materially affect the Demised Premises so as to render the Demised
Promises unsuitable for the business of the Lessee, in the opinion of the
Lessor, this Lease shall continue in full force and effect but with a
proportionate abatement of the Base Rent and Additional Rent based on the
portion, if any, of the Demised Premises taken. Lessor reserves the right, at
its option, to restore the Building and the Demised Premises to substantially
the same condition as they were prior to such condemnation. In such event,
Lessor shall give written notice to Lessee, within 30 days following the date
possession shall be taken by the condemning authority, of Lessor's intention to
restore. Upon Lessor's notice of election to restore, Lessor shall commence
restoration and shall restore the Building and the Demised Premises with
reasonable promptness, subject to delays beyond Lessor's control and delays in
the making of condemnation or sale proceeds adjustments by Lessor; and Lessee
shall have no right to terminate this Lease except as herein provided. Upon
completion of such restoration, the rent shall be adjusted based upon the
portion, if any, of the Demised Premises restored.
c. In the event of any condemnation or taking as aforesaid,
whether whole or partial, the Lessee shall not be entitled to any part of the
award paid for such condemnation and Lessor is to receive the full amount of
such award, the Lessee hereby expressly waiving any right to claim to any part
thereof.
d. Although all damages in the event of any condemnation shall
belong to the Lessor whether such damages are awarded as compensation for
diminution in value of the leasehold or to the fee of the Demised Premises,
Lessee shall have the right to claim and recover from the condemning authority,
but not from Lessor, such compensation as may be separately awarded or
recoverable by Lessee in Lessee's own right on account of any and all damage to
Lessee's business by reason of the condemnation and for or on account of any
cost or loss to which Lessee might be put in removing Lessee's merchandise,
furniture, fixtures, leasehold improvements and equipment. However, Lessee shall
have no claim against Lessor or make any claim with the condemning authority for
the loss of its leasehold estate, any unexpired term or loss of any possible
renewal or extension of said lease or loss of any possible value of said lease,
any unexpired term, renewal or extension of said Lease.
DAMAGE OR DESTRUCTION:
14. In the event of any damage or destruction to the Premises by fire
or other cause during the term hereof, the following provisions shall apply:
a. If the Building is damaged by fire or any other cause to
such extent that the cost of restoration, as estimated by Lessor, will equal or
exceed thirty percent (30%) of the replacement value of the Building (exclusive
of foundations) just prior to the occurrence of the damage, then Lessor may, not
later than the sixtieth (60th) day following the damage, give Lessee written
notice of Lessor's election to terminate this Lease.
b. If the cost of restoration as estimated by Lessor will
equal or exceed fifty percent (50%) of said replacement value of the Building
and if the Demised Premises are not suitable as a result of said damage for the
purposes for which they are Demised hereunder in the reasonable opinion of
Lessee, then Lessee may, not later than the sixtieth (60th) day following the
damage, give Lessor a written notice of election to terminate this Lease.
c. If the cost of restoration as estimated by Lessor shall
amount to less than thirty percent (30%) of said replacement value of the
Building, or if, despite the cost, Lessor does not elect to terminate this
Lease, Lessor shall restore the Building and the Demised Premises with
reasonable promptness, subject to delays beyond Lessor's control and delays in
the making of insurance adjustments by Lessor; and Lessee shall have no right to
terminate this Lease except as herein provided. Lessor shall not be responsible
for restoring or repairing leasehold improvements of the Lessee.
d. In the event of either of the elections to terminate, this
Lease shall be deemed to terminate on the date of the receipt of the notice of
election and all rentals shall be paid up to that date. Lessee shall have no
claim against Lessor for the value of any unexpired term of this Lease.
e. In any case where damage to the Building shall materially
affect the Demised Premises so as to render them unsuitable in whole or in part
for the purposes for which they are Demised hereunder, then, unless such
destruction was wholly or partially caused by the negligence or breach of the
terms of this Lease by Lessee, its employees, contractors or licensees, a
portion of the rent based upon the amount of the extent to which the Demised
Premises are rendered unsuitable shall be abated until repaired or restored. If
the destruction or damage was wholly or partially caused by negligence or breach
of the terms of this Lease by Lessee as aforesaid and if Lessor shall elect to
rebuild, the rent shall not xxxxx and the Lessee shall remain liable for the
same.
CASUALTY INSURANCE:
15. a. Lessor shall at all times during the term of this
Lease, at its expense. maintain a policy or policies of insurance with premiums
paid in advance issued by an insurance company licensed to do business in the
State of Minnesota insuring the Building against loss or damage by fire,
explosion or other insurable hazards and contingencies for the full replacement
value, provided that Lessor shall not be obligated to insure any furniture,
equipment, machinery, goods or supplies not covered by this Lease which Lessee
may bring upon the Demised Premises or any additional improvements which Lessee
may construct or install on the Demised Premises. Lessee may self insure.
b. Lessee shall not carry any stock of goods or do anything in
or about the Demised Promises which will in any way impair or invalidate the
obligation of the insurer under any policy of insurance required by this Lease.
x. Xxxxxx hereby waives and releases all claims, liabilities
and causes action against Lessee and its agents, servants and employees for loss
or damage to, or destruction of, the Premises or any portion thereof, including
the buildings and other improvements situated thereon, resulting from fire,
explosion or the other perils included in standard extended coverage insurance,
whether caused by the negligence of any of said persons or otherwise. Likewise,
Lessee hereby waives and releases all claims, liabilities and causes of action
against Lessor and its agents, servants and employees for loss or damage to, or
destruction of, any of the improvement, fixtures, equipment, supplies,
merchandise and ether property, whether that of Lessee or of others in, upon or
about the Premises resulting from fire, explosion or the other perils included
in standard extended coverage insurance, whether caused by the negligence of any
of said persons or otherwise. The waiver shall remain in force whether or not
the Lessee's insurer shall consent thereto.
d. In the event that the use of the Demised Premises by Lessee
increases the premium rate for insurance carried by Lessor on the improvements
of which the Demised Premises are a part, Lessee shall pay Lessor, upon demand,
the amount of such premium increase. If Lessee installs any electrical equipment
that overloads the power lines to the building or its wiring, Lessee shall, at
its own expenses, make whatever changes are necessary to comply with the
requirements of the insurance underwriter, insurance rating bureau and
governmental authorities having jurisdiction.
PUBLIC LIABILITY INSURANCE:
16. Lessee shall during the term hereof keep in full force and effect
at its expense a policy or policies of public liability insurance with respect
to the Demised Premises and the business of Lessee, on terms and with companies
approved in writing by Lessor, in which both Lessee and Lessor shall be covered
by being named as insured parties under reasonable limits of liability not less
than: $500,000 for injury/death to any one person; $1,000,000 for injury/death
to more than one person, and $500,000 with respect to damage to property. Such
policy or policies shall provide that ten (10) days written notice must be given
to Lessor prior to cancellation thereof. Lessee shall furnish evidence
satisfactory to Lessor at the time this Lease is executed that such coverage is
in full force and effect.
DEFAULT OF LESSEE:
17. a. In the event of any failure of Lessee to pay any rental
due hereunder within ten (10) days after the same shall be due, or any failure
to perform any other of the terms, conditions or covenants of this Lease to be
observed or performed by Lessee for more than thirty (30) days after written
notice of such failure shall have been given to Lessee, or if Lessee or an agent
of Lessee shall falsify any report required to be furnished to Lessor pursuant
to the terms of this Lease, or if Lessee or any guarantor of this Lease shall
become bankrupt or insolvent, or file any debtor proceedings or any person shall
take or have against Lessee or any guarantor of this Lease in any court pursuant
to any statute either of the United States or of any state a petition in
bankruptcy or insolvency or for reorganization or for the appointment of a
receiver or trustee of all or a portion of Lessee's or any such guarantor's
property, or if Lessee or any such guarantor makes an assignment for the benefit
of creditors, or petitions for or enters into an arrangement with its creditors,
or if Lessee shall abandon the Demised Premises or suffer this Lease to be taken
under any writ of execution, then in any such event Lessee shall be in default
hereunder, and Lessor, in addition to other rights of remedies it may have,
shall have the immediate right of re-entry and may remove all persons and
property from the Demised Premises and such property may be removed and stored
in a public warehouse or elsewhere at the cost of, and for the account of
Lessee, without being guilty of trespass, or becoming liable for any loss or
damage which may be occasioned thereby.
b. Should Lessor elect to re-enter the Demised Premises, as
herein provided, or should it take possession of the Demised Premises pursuant
to legal proceedings or pursuant to any notice provided for by law, it may
either terminate this Lease or it may from time to time, without terminating
this Lease, make such alterations and repairs as may be necessary in order to
relet the Demised Premises, and relet the Demised Premises or any part thereof
for such term or terms (which may be for a term extending beyond the term of
this Lease) and at such rental or rentals and upon such other terms and
conditions as Lessor in its sole discretion may deem advisable. Upon each such
subletting all rentals received by the Lessor from such reletting shall be
applied first to the payment of any indebtedness other than rent due hereunder
from Lessee to Lessor; second, to the payment of any costs and expenses of such
reletting, including brokerage fees and attorney's fees and costs of such
alterations and repairs; third, to the payment of the rent due and unpaid
hereunder, and the residue, if any, shall be held by Lessor and applied in
payment of future rent as the same may become due and payable hereunder. If such
rentals received from such reletting during any month be less than that to be
paid during that month by Lessee hereunder, Lessee, upon demand, shall pay any
such deficiency to Lessor. No such re-entry or taking possession of the Demised
Promises by Lessor shall be construed as an election on its part to terminate
this Lease unless a written notice of such intention be given to Lessee or
unless the termination thereof be decreed by a court of competent jurisdiction.
Notwithstanding any such reletting without termination, Lessor may at any time
after such re-entry and reletting elect to terminate this Lease for such
previous breach. Should Lessor at any time terminate this Lease for any such
breach, in addition to any other remedies it may have, it may recover from
Lessee all damages it may incur by reason of such breach, including the cost of
recovering the Demised Premises, attorney fees, and costs, the unamortized
portion of any leasehold improvements made by Lessor for Lessee and including
the worth at the time of such termination of the excess, if any, of the amount
of rent and charges equivalent to rent reserved in this Lease for the remainder
of the stated term over the then reasonable rental value of the Demised Premises
for the remainder of the stated term, all of which amounts shall be immediately
due and payable from Lessee to Lessor.
x. Xxxxxx may, at its option, instead of exercising any other
rights or remedies available to it in this Lease or otherwise by law, statute or
equity, spend such money as is reasonably necessary to cure any default of
Lessee herein and the amount so spent, and costs incurred, including attorney's
fees in curing such default, shall be paid by Lessee, as additional rent, upon
demand.
d. In the event suit shall be brought for recovery of
possession of the Demised Premises, for the recovery of rent or any other amount
due under the provisions of this Lease, or because of the breach of any other
covenant herein contained on the part of Lessee to be kept or performed, and a
breach shall be established, Lessee shall pay to Lessor all expenses incurred
therefor, including attorney's fees and costs, together with interest on all
such expenses at the rate of fourteen percent (14%) per annum from the date of
such breach of the covenants of this Lease.
e. Lessee waives any demand for possession of the Demised
Promises, and any demand for payment of rent and any notice of intent to
re-enter the Demised Premises, or of intent to terminate this Lease, other than
the notices above provided in this Article, and any other notice or demand
prescribed by any applicable statutes or laws.
f. No remedy herein or elsewhere in this Lease or otherwise by
law, statute or equity, conferred upon or reserved to Lessor or Lessee shall be
exclusive of any other remedy, but shall be cumulative, and may be exercised
from time to time and as often as the occasion may arise.
COVENANTS TO HOLD HARMLESS:
18. Unless the liability for damage or loss is caused by the gross
negligence or willful misconduct of Lessor, its agents or employees, Lessee
shall hold harmless Lessor from any liability for damages to any person or
property in or upon the Demised Premises and the Premises, including the person
and property of Lessee and its employees and all persons in the Building at its
or their invitation or sufferance, and from all damages resulting from Lessee's
failure to perform the covenants of this Lease. All property kept, maintained or
stored on the Demised Premises shall be so kept, maintained or stored at the
sole risk of Lessee. Lessee agrees to pay all sums of money in respect of any
labor, service, materials, supplies or equipment furnished or alleged to have
been furnished to Lessee in or about the Premises, and not furnished on order of
Lessor, which may be secured by any mechanic's materialmen's or other lien to be
discharged at the time performance of any obligation secured thereby matures,
provided that Lessee may contest such lien, but if such lien is reduced to final
judgment and if such judgment or process thereon is not stayed, or if stayed and
said stay expires, then and in each such event, Lessee shall forthwith pay and
discharge said judgment. Lessor shall have the right to post and maintain on the
Demised Premises, notices of non-responsibility under the laws of the State of
Minnesota.
NON-LIABILITY:
19. Subject to the terms and conditions of Article 14 hereof, Lessor
shall not be liable for any damage to property of Lessee or of others located on
Premises, nor for the loss of or damage to any property of Lessee or of others
by theft or otherwise. Lessor shall not be liable for any injury or damage to
persons or property resulting from fire, explosion, falling plaster, steam, gas,
electricity, water, rain or snow or leaks from any part of the Premises or from
the pipes, appliances, or plumbing works or from the roof, street or subsurface
or from any other place or by dampness or by any other cause of whatsoever
nature. Lessor shall not be liable for any such damage caused by other Lessees
or persons in the Premises, occupants of adjacent property, of the buildings, or
the public or caused by operations in construction of any private, public or
quasi-public work. Lessor shall not be liable for any latent defect in the
Demised Premises. All property of Lessee kept or stored on the Demised Premises
shall be so kept or stored at the risk of Lessee only and Lessee shall hold
Lessor harmless from any claims arising out of damage to the same, including
subrogation claims by Lessee's insurance carrier.
SUBORDINATION:
20. This Lease shall be subordinated to any mortgages that may now
exist or that may hereafter be placed upon the Demised Premises and to any and
all advances made thereunder, and to the interest upon the indebtedness
evidenced by such mortgages, and to all renewals, replacements, and extensions
thereof. In the event of execution by Lessor after the date of this Lease of any
such mortgage, renewal, replacement or extension, Lessee agrees to execute a
subordination agreement with the holder thereof which agreement shall provide
that:
a. Such holder shall not disturb the possession and other
rights of Lessee under this Lease so long as Lessee is not in default hereunder,
b. In the event of acquisition of title to the Demised
Premises by such holder, such holder shall accept the Lessee as Lessee of the
Demised Premises under the terms and conditions of this Lease and shall perform
all the obligations of Lessor hereunder, and
c. The Lessee shall recognize such holder as Lessor hereunder.
Lessee shall, upon receipt of a request from Lessor therefor, execute
and deliver to Lessor or to any proposed holder of a mortgage or trust deed or
to any proposed purchaser of the Premises, a certificate in recordable form,
certifying that this Lease is in full force and effect, and that there are no
offsets against rent nor defenses to Lessee's performance under this Lease, or
setting forth any such offsets or defenses claimed by Lessee, as the case may
be.
ASSIGNMENT OR SUBLETTING:
21. Lessee agrees to use and occupy the Demised Premises throughout the
entire term hereof for the purpose or purposes herein specified and for no other
purposes, in the manner and to substantially the extent now intended, and not to
transfer or assign this Lease or sublet said Demised Premises, or any part
thereof, whether by voluntary act, operation of law, or otherwise, without
obtaining the prior consent of Lessor in each instance. Lessee shall seek such
consent of Lessor by a written request therefor, setting forth such information
as Lessor may deem necessary. Consent by Lessor to any assignment of this Lease
or to any subletting of the Demised Premises shall not be a waiver of Lessor's
right under this Article as to any subsequent assignment or subletting. Lessor's
rights to assign this Lease are and shall remain unqualified. No such assignment
or subleasing shall relieve the Lessee from any of Lessee's obligations in this
Lease contained, nor shall any assignment or sublease or other transfer of this
Lease be effective unless the assignee, sublessee or transferee shall at the
time of such assignment, sublease or transfer, assume in writing for the benefit
of Lessor, its successors or assigns, all of the terms, covenants and conditions
of this Lease thereafter to be performed by Lessee and shall agree in writing to
be bound thereby. Should Lessee sublease in accordance with the terms of this
Lease, fifty percent (50%) of any increase in rental received by Lessee over the
per square foot rental rate which is being paid by Lessee shall be forwarded to
and retained by Lessor, which increase shall be in addition to the Base Rent and
Additional Rent due Lessor under this Lease.
ATTORNMENT:
22. In the event of a sale or assignment of Lessor's interest, in the
Premises, or the Building in which the Demised Premises are located, or this
Lease, or if the Premises come into custody or possession of a mortgagee or any
other party whether because of a mortgage foreclosure, or otherwise, Lessee
shall attorn to such assignee or other party and recognize such party as Lessor
hereunder; provided, however, Lessee's peaceable possession will not be
disturbed so long as Lessee faithfully performs its obligations under this
Lease. Lessee shall execute, on de mand, any attornment agreement required by
any such party to be executed, containing such provisions as such party may
require. Lessor shall have no further obligations under this Lease after any
such assignment.
NOVATION IN THE EVENT OF SALE:
23. In the event of the sale of the Demised Premises, Lessor shall be
and hereby is relieved of all of the covenants and obligations created hereby
accruing from and after the date of sale, and such sale shall result
automatically in the purchaser assuming and agreeing to carry out all the
covenants and obligations of Lessor herein.
The Lessee agrees at any time and from time to time upon not less than
ten (10) days prior written request by the Lessor to execute, acknowledge and
deliver to the Lessor a statement in writing certifying that this Lease is
unmodified and in full force and effect as modified and stating the
modifications, and the dates to which the basic rent and other charges have been
paid in advance, if any, it being intended that any such statement delivered
pursuant to this paragraph may be relied upon by any prospective purchaser of
the fee or mortgagee or assignee of any xxxx xxxx upon the fee of the Demised
Premises.
SUCCESSORS AND ASSIGNS:
24. The terms, covenants and conditions hereof shall be binding upon
and Inure to the successors and assigns of the parties hereto.
REMOVAL OF FIXTURES:
25. Notwithstanding anything contained in Articles 8, 29 or elsewhere
in this Lease, if Lessor requests then Lessee will promptly remove at the sole
cost and expense of Lessee all fixtures, equipment and alterations made by
Lessee simultaneously with vacating the Demised Premises and Lessee will
promptly restore said Demised Premises to the condition that existed immediately
prior to said fixtures, equipment and alterations having been made all at the
sole cost and expense of Lessee.
QUIET ENJOYMENT:
26. Lessor warrants that it has full right to execute and to perform
this Lease and to grant the estate demised, and that Lessee, upon payment of the
rents and other amounts due and the performance of all the terms, conditions,
covenants and agreements on Lessee's part to be observed and performed under
this Lease, may peaceably and quietly enjoy the Demised Premises for the
business uses permitted hereunder, subject, nevertheless, to the terms and
conditions of this Lease.
RECORDING:
27. Lessee shall not record this Lease without the written consent of
Lessor. However, upon the request of either party hereto, the other party shall
join in the execution of the Memorandum lease for the purposes of recordation.
Said Memorandum lease shall describe the parties, the Demised Premises and the
term of the Lease and shall incorporate this Lease by reference. This Article 27
shall not be construed to limit Lessor's right to file this Lease.
OVERDUE PAYMENTS:
28. All monies due under this Lease from Lessee to Lessor shall be due
on demand, unless otherwise specified and if not paid when due, shall result in
the imposition of a service charge for such late payment in the amount of
fourteen (14%) of the amount due.
SURRENDER:
29. On the Expiration Date or upon the termination hereof upon a day
other than the Expiration Date, Lessee shall peaceably surrender the Demised
Promises broom-clean in good order, condition and repair, reasonable wear and
tear only excepted. On or before the Expiration Date or upon termination of this
Lease on a day other than the Expiration Date, Lessee shall, at its expense,
remove all trade fixtures, personal property and equipment and signs from the
Demised Premises and any property not removed shall be deemed to have been
abandoned. Any damage caused in the removal of such items shall be repaired by
Lessee and at its expense. All alterations, additions, improvements and fixtures
(other than trade fixtures) which shall have been made or installed by Lessor or
Lessee upon the Demised Promises and all floor covering so installed shall
remain upon and be surrendered with the Demised Premises as a part thereof,
without disturbance, molestation or injury, and without charge, at the
expiration or termination of this Lease. If the Demised Premises are not
surrendered on the Expiration Date or the date of Termination, Lessee shall
indemnify Lessor against loss or liability, claims, without limitation. made by
any succeeding Lessee founded on such delay. Lessee shall promptly surrender all
keys for the Demised Premises to Lessor at the place then fixed for payment of
rent and shall inform Lessor of combinations of any locks and safes on the
Demised Premises.
HOLDING OVER:
30. In the event of a holding over by Lessee after expiration or
termination of this Lease without the consent in writing of Lessor, Lessee shall
be deemed a lessee at sufferance and shall pay rent for such occupancy at the
rate of one and one-half times the last-current aggregate Base and Additional
Rent, prorated for the entire holdover period, plus all attorney's fees and
expenses incurred by Lessor in enforcing its rights hereunder, plus any other
damages occasioned by such holding over. Except as otherwise agreed, any holding
over with the written consent of Lessor shall constitute Lessee a month-to-month
lessee.
ABANDONMENT:
31. In the event Lessee shall remove its fixtures, equipment or
machinery or shall vacate the Demised Premises or any part thereof prior to the
Expiration Date of this Lease, or shall discontinue or suspend the operation of
its business conducted on the Demised Premises for a period of more than thirty
(30) consecutive days (except during any time when the Demised Premises may be
rendered untenantable by reason of fire or other casualty), then in any such
event Lessee shall be deemed to have abandoned the Demised Premises and Lessee
shall be in default under the terms of this Lease.
CONSENTS BY LESSOR:
32. Whenever provision is made under this Lease for Lessee securing the
consent or approval by Lessor, such consent or approval shall only be in
writing.
NOTICES:
33. Any notice required or permitted under this Lease shall be deemed
sufficiently given or secured if sent by registered or certified return receipt
mail to Lessee at First Interstate Bank X.X. Xxx 0000 Xxxxx, XX 00000 and to
Lessor 0000 Xxxxx Xxxxxx, Xxxxx Xxxxx, XX 00000 and either party may by like
written notice at any time designate a different address to which notices shall
subsequently be sent or rent to be paid.
RULES AND REGULATIONS:
34. Lessee shall observe and comply with such further reasonable rules
and regulations as Lessor may prescribe, on written notice to Lessee for the
safety, care and cleanliness of the Building.
INTENT OF PARTIES:
35. Except as otherwise provided herein, the Lessee covenants and
agrees that if it shall any time fail to pay any cost or expense required to be
paid by it, or fail to take out, pay for, maintain or delivery any of the
insurance policies above required, or fails to make any other payment or perform
any other act on its part to be made or performed as in this Lease provided,
then the Lessor may, but shall not be obligated so to do, and without notice to
or demand upon the Lessee and without waiving or releasing the Lessee from any
obligations of the Lessee in this Lease contained, pay any such cost or expense,
effect any such insurance coverage and pay premiums therefor, and may make any
other payment or perform any other act on the part of the Lessee to be made and
performed as in this Lease provided, in such manner and to such extent as the
Lessor may deem desirable, and in exercising any such right, to also pay all
necessary and incidental costs and expenses, employ counsel and incur and pay
reasonable attorneys' fees. All sums so paid by Lessor and all necessary and
incidental costs and expenses in connection with the performance of any such act
by the Lessor, together with interest thereon at the rate of fourteen percent
(14%) per annum from the date of making such expenditure, by Lessor, shall be
deemed additional rent hereunder, and shall be payable to Lessor on demand.
Lessee covenants to pay any such sum or sums with interest as aforesaid and the
Lessor shall have the same rights and remedies in the event of the non-payment
thereof by Lessee as in the case of default by Lessee in the payment of the Base
Rent payable under this Lease.
GENERAL:
36. a. The Lease does not create the relationship at principal
and agent or of partnership or of joint venture or at any association between
Lessor and Lessee, the sole relationship between the parties hereto being that
of Lessor and Lessee.
b. No waiver at any default of Lessee hereunder shall be
implied from any omission by Lessor to take any action on account of such
default if such default persists or is repeated, and no express waiver shall
affect any default other than the default specified in the express waiver and
that only for the time and to the extent therein stated. One or more waivers by
Lessor shall not then be construed as a waiver at a subsequent breach of the
same covenant, term or condition. The consent to or approval by Lessor of any
act by Lessee requiring Lessor's consent or approval shall not waive or render
unnecessary Lessor's consent to or approval of any subsequent similar act by
Lessee. No action required or permitted to be taken by or on behalf of Lessor
under the terms or provisions of this Lease shall be deemed to constitute an
eviction or disturbance of Lessee's possession of the Demised Premises. All
preliminary negotiations are merged into and incorporated in this Lease. The
laws of the State of Minnesota shall govern the validity, performance and
enforcement of this Lease.
c. This Lease and the exhibits, if any, attached hereto and
forming a part hereof, constitute the entire agreement between Lessor and Lessee
affecting the Demised Premises and there are no other agreements, either oral or
written, between them other than are herein set forth. No subsequent alteration,
amendment, change or addition to this Lease shall be binding upon Lessor or
Lessee unless reduced to writing and executed in the same form and manner in
which this Lease is executed.
d. If any agreement, covenant or condition of this Lease or
the application thereof to any person or circumstance shall, to any extent, be
invalid or unenforceable, the remainder of this Lease, or the application of
such agreement, covenant or condition to persons or circumstances other than
those as to which it is held invalid or unenforceable, shall not be affected
thereby and each agreement, covenant or condition of this Lease shall be valid
and be enforced to the fullest extent permitted by law.
e. The captions are inserted only as a matter of convenience
and for reference, and in no way define, limit or describe the scope of this
Lease nor the intent or any provision thereof.
f. Submission of this instrument to Lessee or proposed Lessee
or his agents or attorneys for examination, review, consideration or signature
does not constitute or imply an offer to lease, reservation of space, or option
to lease, and this instrument shall have no binding legal effect until execution
hereof by both Lessor/Owner and Lessee or its agents.
EXHIBITS:
37. Reference is made to Exhibits A through E , inclusive, which
Exhibits are attached hereto and made a part hereof.
EXHIBIT "A"
to Lease dated
February 25, 1993
between
St. Xxxx Properties, Inc.
and
Professional Resources International, LTD.
Legal Description
PARCEL II: The East 220 feet of all that part of the West 673 feet of the
Northwest quarter of the Northwest quarter of Section 9, Township 29, Range 23,
lying South of the Northern Pacific Railway Company's 100 foot right of way,
except the South 759 feet thereof, subject to the rights of the public in the
West 33 feet thereof taken for Cleveland Avenue:
That part of the above described quarter quarter section described as follows:
Except the South 759 feet thereof, the East 320 feet of the West 993 feet
thereof, subject to the railroad right of way intersecting said tract and
subject to the rights of the public in the North 33 feet of said tract taken for
County Road C:
That part of the above described quarter quarter section described as follows:
The East 540 feet of the West 993 feet of the North 20 feet of the South 759
feet thereof, according to the United States Government Survey thereof and
situate in Xxxxxx County, Minnesota.
EXHIBIT "B"
to Lease dated
February 25, 1993
between
St. Xxxx Properties, Inc.
and
Professional Resources International, LTD.
This Exhibit consists of a drawing of the Building Floor Plan and shows the
location of the remote controlled door to be installed.
EXHIBIT "C"
to Lease dated
February 25, 1993
between
St. Xxxx Properties, Inc.
and
Professional Resources International, LTD.
Supplemental Terms and Conditions
1. The following is substituted as Base Rent, Article 2 of the Lease:
2: Base Rent
Lessor reserves, and Lessee agrees to pay Lessor annual Base Rent,
payable in advance, in monthly installments of the following amounts:
April 1, 1993 through March 31, 1994, the monthly Base Rent will be One
Thousand Six Hundred Twenty-Two and 50/100 Dollars ($1,622.50),
calculated at an annual rate of $3.00 per square foot.
April 1, 1994 through March 31, 1995, the monthly Base Rent will be One
Thousand Seven Hundred Fifty-Seven and 71/100 Dollars ($1,757.71),
calculated at an annual rate of $3.25 per square foot.
April 1, 1995 through March 31, 1996, the monthly Base Rent will be One
Thousand Eight Hundred Ninety-Two and 92/100 Dollars ($1,892.92),
calculated at an annual rate of $3.50 per square foot.
April 1, 1996 through March 31, 1997, the monthly Base Rent will be Two
Thousand Twenty-Eight and 13/100 Dollars ($2,028.13), calculated at an
annual rate of $3.75 per square foot.
April 1, 1997 through March 31, 1998, the monthly Base Rent will be Two
Thousand One Hundred Sixty-Three and 13/100 Dollars ($2,163.13),
calculated at an annual rate of $4.00 per square foot.
In the event the Commencement Date falls on a date other than the first
of the month, the rental for that month shall be prorated and adjusted
accordingly.
2. The following is added as Article 40 of the Lease:
40: Rent Concession
Notwithstanding Article 2, in the event there has been no default, no
monthly Base Rent shall be payable for the months of April, May and
June of 1993.
3. The following is added as Article 41 of the Lease:
41: Lessor's Work
I. Lessor agrees to make the following initial improvements to
the Demised Premises:
a) Repair to good working condition, or replace, at sole
discretion of Lessor, the existing warehouse heating
units, and
b) Repair to good working condition, or replace, at sole
discretion of Lessor, the existing warehouse lights,
and
c) Install a 12' x 10' mechanically operated with remote
control drive in door as indicated on the attached
Exhibit "B", and
d) Seal the warehouse floor with a 30% clear solid
sealer, and
e) Install an electrical run of approximately sixty (60)
feet from existing electrical panel (assuming 240
volts at 30 amps), and
f) Install new carpeting in the office portion of the
Demised Premises, selected from Lessor's Building
Standard selections (Type 3 - 22 ounce level loop
acrylic or equivalent, installed in a direct glue
down application with a 4" vinyl base), and
g) Install one (1) XxXxxxx dock shelter model #TC484-2
or equivalent.
II. Any additions or modifications to the Lessee Improvements as
described in Article 40 "Lessor's Work" which are requested by
Lessee and which result in an increase in the total cost of
the Lessee Improvements are to be paid by Lessee (plus 10% of
that cost for coordination by Lessor).
III. Provided the Lease is executed by both Lessor and Lessee,
Lessor requires thirty (30) days to substantially complete
the Demised Premises for occupancy.
4. The following is added as Article 42 of the Lease:
42: Relocation Clause
I. Lessor may from time to time upon not less than thirty (30)
days notice require Lessee to relocate to Substitute Demised
Premises provided:
(a) The square footage of the Substitute Demised Premises
is not less than ninety percent (90%) of the square
footage of the present Demised Premises, and
(b) At Lessor's option the square footage of the
Substitute Demised Premises may be greater than that
of the present Demised Premises, then for purposes of
computing Base Rent and Lessee's share of Real Estate
Taxes and Operating Expenses, the square footage
shall be deemed to increase no more than ten percent
(10%), and
(c) Lessor shall at its sole expense provide leasehold
improvements in the Substitute Demised Premises which
are reasonably comparable to those in the present
Demised Premises and will also pay the reasonable
expenses incurred in moving Lessee's furniture and
equipment to the Substitute Demised Premises.
Except as expressly provided herein, Lessor shall have no further
obligations with respect to such relocation.
II. Upon the date of relocation as specified in the Lessor's
notice:
(a) Lessee shall promptly vacate and surrender its
previous Demised Premises in the condition required
by this Lease, time being of the essence, and
(b) The new Substitute Demised Premises shall become the
Demised Premises for the purposes of this Lease.
III. If Lessee is not in agreement with the location of the
Substitute Demised Premises, Lessee agrees to cancel this
Lease by written notice within fifteen (15) days of relocation
notice from Lessor provided:
(a) Lessee will vacate the current Demised Premises
within sixty (60) days of relocation notice from
Lessor, and
(b) Lessee will pay a penalty equal to the unamortized
cost of the Tenant Improvements to the current
Demised Premises.
5. The following is added as Article 43 of the Lease:
43: Demolition Clause
Not withstanding anything in the Lease to the contrary, Lessor may
terminate the Lease at any time during the term of this Lease with not
less than six (6) months prior notice to Lessee if it is Lessor's
intention to demolish or substantially renovate all or a substantial
part of the Premises.
6. The following is added as Article 44 of the Lease:
44: Hazardous Materials
Without the prior written consent of Lessor in its absolute discretion,
Lessee shall not cause or permit to be brought upon or kept or used in,
on or about the Demised Premises by Lessee, its employees, agents,
contractors or invitees any toxic or hazardous materials, substance or
waste, or any other material which may adversely affect the
environment. Without limiting the indemnification obligations of Lessee
under Article 18, if the presence of any such material, substance or
waste caused or permitted by Lessee, its employees, agents, contractors
or invitees results in any contamination of the Demised Premises, then
Lessee shall promptly take all actions at its sole expense as are
necessary to return the Demised Premises to the condition existing
prior to the introduction of any such material, substance or waste to
the Demised Premises, provided that Lessor's approval of such actions
shall first be obtained.
7. The following is added as Article 45 of the Lease:
45: Americans with Disabilities Act
Lessor and Lessee agree that the Demised Premises is a "Commercial
Facility" as that term is defined in the Americans with Disabilities
Act (the "ADA"). Initial alterations done by Lessor in regard to
Article 39 of this Lease will comply with the ADA. Lessor shall be
responsible for other base building improvements outside the Demised
Premises and in common areas which Lessor deems necessary to cause the
same to comply with the ADA. Lessee shall make, at its sole expense,
any other alterations or improvements to the Demised Premises required
by the ADA or any contributable to Lessee's use of the space. Any such
improvements or alterations by Lessee shall comply with the provisions
of Article 8 of this Lease.
EXHIBIT "D"
to Lease dated
February 25, 1993
between
St. Xxxx Properties, Inc.
and
Professional Resources International, LTD.
Building Standard Materials
In order to simplify the design process and to maintain a consistency in the
quality of the tenant finishes, St. Xxxx Properties, Inc. assembled "building
standard materials" that are used in the construction of the office portion of
the Demised Premises. These items include:
Acoustical Ceiling System
A. Grid System - Suspended white metal interlocking grid - laser leveled
in a 2x4 grid pattern.
B. Ceiling Tile - 2x4 layin fissured surface acoustical tile.
Light Fixtures
Office fixtures will be 2'x4' - 4 lamp fluorescent light fixtures with acrylic
prismatic lens. Set into the ceiling system noted above.
Carpet
A. Type 3 - 22 ounce level loop acrylic or equivalent installed in a
direct glue down application.
B. Base - 4" vinyl base
Wall Finishes
Building standard flat latex enamel paint on standard walls as noted below.
Wall Construction
3-5/8" metal studs with 5/8" Gypson Board (both sides, taped and sanded to
accept paint).
Tenant Entrances
A. Entrance door and store front of aluminum with full glass insert and
12" side lights.
B. Vestibule Doors - 3'0" x 6'8" wood with glass inset.
Interior Doors
3'0" x 6'8" solid core oak doors - stained "Medium Oak"; with wood casings and
Ranch Style Oak Trim stained to match existing millwork.
Hardware
A. Entrance sets are a mortised lever style lock set with a brushed
aluminum finish.
B. Interior passage sets are either lever or knob style with polished or
antique brass finish.
