LEASE
THIS LEASE, made as of this 1st day of February, 1997, between XXXXXXX
BROADCASTING HOLDINGS OF UTAH, L.L.C., a Missouri limited liability company,
hereinafter referred to as "Lessor", and XXXXXXX BROADCASTING COMPANY OF SALT
LAKE CITY, L.L.C., a Delaware limited liability company, hereinafter referred to
as "Lessee",
WITNESSETH THAT:
Leased Premises. Lessor, in consideration of the rentals reserved and of
the covenants and promises herein contained to be kept and performed by Lessee,
does hereby demise and lease unto Lessee, and Lessee does hereby take and hire
from Lessor, space in a building located in the County of Salt Lake, Utah at
0000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxxx, Xxxx, described as follows and hereinafter
referred to as the "Premises":
"Lot 19, Interlake Industrial Park, according to the official plat
thereof recorded in the office of the recorder of Salt Lake
County, Utah.
Said leased premises are outlined on Exhibit A attached hereto and hereinafter
for purposes of convenience referred to as the "Leased Premises" and consist of
8,000 square feet. The Leased Premises include the non-exclusive right to use
the parking lot, rest rooms and other common areas located on the Premises.
Lessor represents and warrants to Lessee that Lessor has valid and
marketable fee simple title to the Premises and full power and authority to
enter into and carry out the terms of this Lease without any consents from third
parties.
1. Term. TO HAVE AND TO HOLD THE SAME, with all the privileges and
appurtenances pertaining thereto, for a term of 15 years commencing February 1,
1997, and expiring January 31, 2012.
Providing Lessee shall not be in default in any respect under the terms of
this Lease, subject to any applicable notice and cure periods, at the end of the
initial term, Lessee shall have the option to extend this Lease for two
successive renewal terms of five years each by giving written notice of the
exercise of the option to Lessor no later than the August 1 immediately
preceding expiration of the initial or renewal term in the manner provided in
Section 20 of this Lease.
2. Rental. Lessee covenants and agrees to pay, without demand, a yearly rental
of $54,000 which shall be payable in monthly installments of $4,500 on the first
day of each and every month for the period from February 1, 1997 through January
31, 2002.
The annual rent shall be $63,540 payable in monthly installments of $5,295
on the first day of each and every month in advance for the period from February
1, 2002 through January 31, 2007.
The annual rent shall be $79,428 payable in monthly installments of $6,619
on the first day of each and every month in advance for the period from February
1, 2007 through January 31, 2012.
As a security deposit for rental payments and any other amounts due Lessor,
Lessee shall deposit with Lessee the sum of $4,500.
3. Lessor's Obligations. (a) As an inducement to enter into this Lease, it is
agreed that the sole obligation of the Lessor, except as clearly and
unequivocally otherwise provided herein, shall be limited to assuring Lessee
quiet enjoyment of the Leased Premises and maintaining the common elements on
the Premises.
(b) Lessor at its cost shall make such improvements as are necessary to
make the exterior of the building (including landscaping) comparable in
appearance to the exterior of other comparable buildings in the immediate
vicinity. Lessor shall also undertake such replacement or cleaning of floor
coverings, painting and repairs as are reasonably necessary to place the
premises in tenantable condition or provide Lessee with a reasonable allowance
for such purpose for that portion of the building currently suitable for use as
offices.
4. Taxes, Charges and Assessments.
(a) Lessee covenants to pay or cause to be paid, in addition to all other
sums required to be paid by Lessee under the provisions of this Lease, all taxes
and charges (on or before the date the same become due and payable) on account
of Lessee's use, occupancy or operation of the Leased Premises, including but
not limited to all sales, use, occupation and personal property taxes, all
permit and inspection fees, occupation and license fees, and all water, sewer,
storm water, gas, telephone, electric lights and power charges assessed or
charged on or against the Leased Premises and Lessee's pro rata share of all
such charges assessed or charged against the Premises as a whole.
(b) Lessee covenants to pay, in addition to all other sums required to be
paid by Lessee under this Lease Lessee's pro rata share of all taxes,
assessments and impositions, general and special, ordinary and extra-ordinary,
of every name and kind, which shall be taxed or levied, imposed or assessed
during the ten-n of this Lease or any renewal thereof upon all or any part of
the Premises. In addition, Lessee shall pay its pro rata share of all
non-structural repairs to the Premises, all common area maintenance charges, and
Lessor's cost of insuring the Premises.
At the termination of this Lease, or any renewal thereof, by lapse of time,
all general taxes payable by Lessee under the provisions of this section shall
be apportioned between Lessor and Lessee for the year in which such termination
shall occur according to that part of such year during which the respective
parties shall have been entitled to the possession of the Leased Premises, and
in addition Lessee shall upon such termination be released and discharged from
any obligation to pay installments of special assessments of every name and kind
failing due after such termination of the term of this lease or any renewal
thereof.
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(c) All pro rata amounts payable by Lessee under this Lease shall be
payable in the proportion that 8,000 square feet bears to 9,800 square feet and
shall be payable within 15 days after Lessor submits an invoice therefor. Lessor
shall upon request of Lessee provide reasonable documentation for such charges
provided that such charges shall become incontestable 45 days after invoicing.
(d) If at any time during the term of this lease or any renewal thereof an
income tax is assessed, levied or imposed by the State of Utah or by any
political or taxing subdivision thereof in which the premises are located, upon
the income arising from the rents and other sums payable hereunder which, is in
lieu of or acts as a substitute for a tax, assessment or imposition which Lessee
is required to pay under the provisions of (b), Lessee and not Lessor shall be
required, and Lessee hereby agrees, to pay the same; provided always that Lessee
shall not in any year be obligated to pay any greater amount pursuant to this
section (e) than would have been payable by Lessor by way of such substituted
income tax had the fixed rental payable by Lessee under (c) hereof been the sole
taxable income of Lessor for the year in question against which Lessor had been
allowed the deductions, credits or exemptions applicable solely to such limited
income.
5. Liability and Casualty Insurance
(a) Lessee shall at all times during the term of this Lease at its sole
cost and expense and for the mutual benefit of the Lessor and Lessee maintain
general public liability insurance against claims for bodily injury, death or
property damage occurring in, upon or about the Leased Premises or in, upon or
about adjoining streets, sidewalks or premises adjacent to the Leased Premises,
such insurance to afford protection to the limit of not less than $2,000,000 in
respect of injury or death to any one person, to the limit of not less than
$5,000,000 in respect of any one accident and to the limit of not less than
$500,000 in respect of property damage.
(b) Lessee shall at all times during the term of this Lease and at its sole
cost and expense keep Lessee's property on the Leased Premises insured against
loss or damage by fire, lightning, windstorm, water, flood, earthquake, hail,
explosion, riot, riot attending a strike, civil commotion, war loss if
available, damage from aircraft and vehicles and smoke damage in an amount not
less than 100% of the full insurable value of the actual replacement cost of
such property and Lessor shall have no responsibility therefor. All policies
shall name Lessor as a coinsured with Lessee.
(c) All insurance provided for in Sections 5(a) and 5(b) shall be effected
with insurance companies approved by the parties, which approval shall not be
unreasonably withheld, authorized to do business in Utah under valid and
enforceable policies, and such policies shall name Lessor and Lessee as
insureds, as their respective interests may appear. All such policies of
insurance shall provide that such policy shall not be cancelled without at least
ten (10) days prior written notice to each insured named therein.
6. Lessor's Right to Perform Lessee's Covenants. Lessee covenants and agrees
that if it shall at any time fail to pay any tax, charge assessment or
imposition in accordance with the provisions of Section 4, or shall fail to make
any other payment or perform any other act on the
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part of Lessee to be made or performed, then Lessor may (but shall not be
obligated so to do), without further demand upon Lessee and without waiving or
releasing Lessee from any obligations of Lessee in this lease contained: (i) pay
any tax, charge, assessment or imposition payable by Lessee pursuant to the
provisions of Section 4, or (ii) make any other payment or perform any other act
on Lessee's part to be made or performed as in this lease provided. All sums so
paid by Lessor, and all necessary incidental costs and expenses in connection
with the performance of any such act by Lessor, together with interest thereon
at the rate of four percent plus the prime rate of interest being charged at the
time by Nations Bank in St. Louis, Missouri from the date of the making of such
expenditure by Lessor, shall be deemed additional rent hereunder and shall be
payable to Lessor on demand, or at the option of Lessor may be added to basic
rent due or thereafter becoming due under this Lease, and Lessee covenants to
pay any such sum or sums with interest as aforesaid and Lessor shall have (in
addition to any other right or remedy of Lessor) 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 fixed rental.
7. Repairs and Maintenance of Premises.
(a) Lessee covenants throughout the term of this lease at its sole cost and
expense, to maintain, and at the expiration of the term hereof, to yield up, in
good and tenantable repair, normal wear and tear excepted, order and condition,
the Leased Premises and any improvements or alterations at any time erected
thereon at Lessee's own cost and expense, to make all nonstructural repairs,
interior and exterior. When used in this section, the term "repairs" shall
include replacements, alternations or renewals when necessary to keep the Leased
Premises in good condition and in compliance with any legal requirement
affecting the Leased Premises.
(b) All property of any kind which may be on the Premises or Leased
Premises (whether belonging to the Lessee or to third persons, shall be at the
sole risk of Lessee or those claiming by, through or under Lessee, and Lessor
shall not be liable to Lessee for any injury, loss or damage to any person or
property on the Premises or Leased Premises in any event, provided, however,
Lessor and its successors in title shall not hereby be relieved of the
responsibility to any person whose property may be damaged as a result of their
negligent or willful acts.
8. Compliance with Orders, Ordinances, Etc.
(a) Lessee covenants throughout the term of this Lease, at Lessee's sole
cost and expense, promptly to comply with all statutes, codes, laws, acts,
ordinances, orders, judgments, decrees, injunctions, rules, regulations,
permits, licenses, authorizations, directions, and requirements of all federal,
state, county, municipal and other governments, departments, commissions,
boards, companies or associations insuring the premises, courts, authorities,
officials and officers, foreseen or unforeseen, ordinary or extraordinary, which
now or at any time hereafter may be applicable to the Leased Premises or any
part thereof, or any use, manner of use or condition of the Leased Premises or
any part thereof, even though the foregoing may, by their terms, be directed to
Lessor. Lessee shall likewise observe and comply with the requirements of all
policies of public liability, fire and all other policies of insurance at any
time in force with respect to the Premises and the improvements and equipment
thereon.
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(b) Lessee shall have the right to contest by appropriate legal
proceedings, in the name of Lessee or Lessor or both but without cost or expense
to Lessor, the validity of any statute, code, law, act, ordinance, order,
judgment, decree, injunction, rule, regulation, direction or requirement of the
nature herein referred to, and if by the terms thereof compliance therewith may
legally be held in abeyance without the incurrence of any lien against the
premises or Lessee's leasehold interest hereunder for failure so to comply
therewith, Lessee may postpone compliance therewith until the final
determination of the proceedings including any appeals, provided that all such
proceedings shall be prosecuted with all due diligence and dispatch and if any
lien against the premises is incurred by reason ' of non-compliance, Lessee may
nevertheless make the contest aforesaid and delay compliance as aforesaid,
provided that Lessee, if so requested by Lessor, furnishes to Lessor security
reasonably satisfactory to Lessor against any loss by reason of such lien and
prosecutes the contest aforesaid with due diligence and dispatch, and satisfies
the same before any foreclosure thereof.
9. Work Performed by Lessee. With respect to any repairs, construction,
restoration, replacement or alterations performed upon the premises by Lessee
during the term hereof, in accordance with or as required by any provisions
hereof, Lessee agrees that:
(a) No work in connection therewith shall be undertaken until Lessee shall
have procured and paid for, so far as the same may be required, from time to
time, all municipal and other governmental permits and authorizations of the
various municipal departments and governmental subdivisions having jurisdiction,
and Lessor agrees to join in the application for such permits or authorizations
whenever such action is necessary; and
(b) All work in connection therewith shall be done promptly and in good and
workmanlike manner and in compliance with the building and zoning laws of the
municipality or other governmental subdivision wherein the premises are situated
and with all laws, ordinances, orders, rules, regulations and requirements of
all federal, state and municipal governments and appropriate departments,
commissions, boards and officers thereof, and in accordance with the orders,
rules and regulations of any company or association insuring the premises; and
the work shall be prosecuted with reasonable dispatch, unavoidable delays
excepted.
10. Mechanics' Liens. Lessee shall not suffer or permit any mechanics' liens to
be filed against the fee of the Premises nor against the Leased Premises by
reason of work, labor, services or materials supplied or claimed to have been
supplied to Lessee or anyone holding the Premises or Leased Premises or any part
thereof through or under Lessee; provided, however, that Lessee shall have the
right to contest the validity or the amount of any such lien or claimed lien,
provided that Lessee shall not permit any sale, foreclosure or forfeiture of the
premises by reason of nonpayment of the lien. On final determination of the lien
or claim for lien, Lessee shall immediately pay any judgment rendered with all
proper costs and charges and shall have the lien released or judgment satisfied
at Lessee's own expense. If any such lien shall ripen into a judgment which has
become final, Lessor at its option may pay any such final judgment and any
amount so paid by Lessor on account of any such judgment with interest thereon
at the rate of four percent plus the prime rate of interest being charged at the
time by Nations Bank in St.
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Louis, Missouri per annum from the date of payment, shall be repaid by Lessee to
Lessor on demand and if unpaid may be treated as additional rent as provided in
Section 6 hereof.
11. Alterations. Lessee shall have the right from time to time at its sole cost
and expense to make additions, alterations and changes (hereinafter collectively
referred to as "alterations") in or to the Leased Premises, subject, however, in
all cases to the following:
(a) The conditions under which the alterations are to be performed and the
method of proceeding with and performing the same shall be governed by all the
provisions of Section 9 hereof.
(b) No alterations of any kind which would impair the market value or
usefulness of the Premises or Leased Premises for the purposes for which the
same arepresently being used shall be made without in each case the prior
written consent of Lessor (which consent shall not be unreasonably withheld).
(c) No building or buildings now or hereafter located on the Premises or
Leased Premises shall be demolished or removed and no substantial change in the
structural character thereof shall be made without in each case the prior
written consent of Lessor (which consent shall not be unreasonably withheld).
(d) No alterations involving an estimated cost of more than $5,000 shall be
undertaken unless the plans and specifications therefor are submitted to and
approved in writing by Lessor (which approval shall not be unreasonably
withheld).
12. Use of the Leased Premises. The Leased Premises shall be used only and
exclusively for the operation of a television studio and administrative office
purposes without the written consent of Lessor. The Leased Premises shall be
occupied a minimum of eight hours per day, five days per week. The Lessee shall
not use or suffer nor permit any person to use the premises or any part thereof
for any purpose or use in violation of the laws of the United States or the
State of Utah or any political subdivision thereof, including without limit the
County of Salt Lake and the town of Murray, nor for any immoral or unlawful
purposes whatsoever. Lessee's use of the Leased Premises shall at all times
comply with all federal, state and local laws relating to the environment and
any regulations or policies adopted pursuant to such laws, and Lessee shall not
generate, use or store, or permit the generation, use or storage, on the
Premises of any hazardous or toxic substance or material, provided that Lessee
may store and use customary and ordinary cleaning materials in reasonable
amounts in accordance with normal and customary cleaning procedures.
Lessee hereby agrees to indemnify Lessor and save him harmless from and
against any and all liability, penalties, damages, expense, and judgments,
whatsoever, on account of Lessee's use and occupancy of the Leased Premises.
Lessee shall not commit any waste, damage or any injury of or to the Leased
Premises or any part thereof and shall take all reasonable precautions and
actions to prevent others from committing any of the foregoing.
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13. Rent Absolute. Lessee shall bear all risk of damage to the extent of the
full insurable replacement value, fixed as provided in paragraph 5(b), or
destruction of the whole or any part of the Leased Premises, including without
limitation, any loss, complete or partial, or interruption in the use, occupancy
or operation of the Leased Premises, or any matter of thing which for any reason
interferes with, prevents, or renders burdensome the use of occupancy of the
Leased Premises or the compliance by Lessee with any of the terms of this lease.
The assumption of such risks by Lessee and the obligation and covenant of Lessee
nevertheless to pay all the rentals herein provided for, (subject only to the
exceptions hereinafter set forth) and to perform each and all of the other terms
and conditions of this lease, constitutes a valuable consideration to Lessor for
this lease.
Lessee acknowledges that it has examined the Premises and the Leased
Premises herein described and any and all improvements or structures thereon
prior to making of this Lease and knows the conditions thereof, and accepts the
same in said condition, and that no representations as to the condition thereof
have been made by Lessor or representatives of Lessor, and that Lessee in
entering into this lease, is relying solely upon its own examination thereof.
14. Eminent Domain. In the event that the Leased Premises are wholly taken or
condemned for public purposes by public authorities then this Lease shall
terminate on the date title passes and both Lessor and Lessee are released of
all of their obligations hereunder including the obligation to pay any rent from
and after the date when the condemning authority takes possession.
In the event of a partial taking or condemnation of the Premises for the
widening or relocation of public roads or highways adjacent to the Premises that
does not affect any parking spaces or the building, this Lease shall continue
without any rent adjustment.
In the event of a partial taking or condemnation for public purposes of
parking spaces or a portion of the building and in the event that the portion of
the Premises remaining after such taking is adequate for the reasonable conduct
of Lessee's business as the same was conducted immediately before such taking,
then Lessee shall continue occupancy of the remainder of the Leased Premises but
the rent due and payable by the Lessee shall be adjusted for the remainder of
the term. In the event Lessor and Lessee cannot agree on an adjustment
satisfactory to each, the parties agree that each shall employ a commercial real
estate appraiser licensed as may be required by the State of Utah and
experienced in office rental rates in Salt Lake County, Utah to determine the
annual fair market rental value of the remaining Leased Premises on the same
terms as contained herein. If the highest appraisal shall be no greater than
twenty percent more than the lowest, the two shall be averaged and the average
of the two shall be the fair market value. If the highest appraisal is more than
twenty percent higher than the lower, then the two appraisers will select a
third appraiser at the joint cost of the parties, who shall determine the annual
fair market rental value, and send a written appraisal report to all parties
within twenty-one days after notification of his selection. The annual fair
market rental value shall then be the average of the three separate appraisals.
In the event of either a partial or total taking or condemnation
as described above, the entire proceeds of condemnation shall be paid to Lessor,
and Lessee shall have no claim against
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Lessor for the value of any unexpired leasehold estate or for any property of
Lessee taken, except personal property of Lessee which Lessee is prevented from
removing from the Premises.
15. Indemnification of Lessor. Lessee agrees to indemnify and save harmless
Lessor and the premises against any and all losses, injuries, claims, demands
and expenses, including legal expenses, of whatsoever kind and nature and by
whomsoever made arising from or in any manner directly or indirectly growing out
of (a) the use and occupancy or non-use of the Premises or Leased Premises or
any equipment or facilities thereon or used in connection therewith by anyone
whomsoever, (b) any repairs, construction, restoration, replacements,
alterations, remodeling on or to the Leased Premises or any part thereof, or any
equipment or facilities therein or thereon, (c) the condition of the Leased
Premises and any equipment or facilities at any time located thereon or used in
connection therewith, and (d) any acts or omissions of Lessor other than willful
acts or omissions.
16. Damage or Destruction. If the Leased Premises shall, with or without fault
of Lessor, be totally or partially destroyed or damaged so as to substantially
disrupt Lessee's business, this Lease shall remain in force and effect, except
that Lessee's obligation to pay rent shall cease at the time of such disruption
and not resume again until such time as Lessee can resume business without
substantial disruption. Within 30 days after any damage or destruction to the
Leased Premises that substantially disrupts Lessee's business, Lessor shall
notify Lessee whether it intends to reconstruct, repair or replace the Leased
Premises. If Lessor elects not to reconstruct, repair or replace the I-eased
Premises, this Lease shall terminate upon the giving of such notice without
further liability to either party. If Lessor elects to reconstruct, repair or
replace the Leased Premises, Lessor shall reconstruct, repair or replace the
Leased Premises within 90 days after notice to Lessee of such election putting
the Leased Premises in such condition as will comply with all terms of this
Lease, provided that in no event shall Lessor be responsible or any delay which
may result from governmental regulations, inability to obtain labor or materials
or any other cause beyond Lessor's reasonable control.
17. Default.
(a) If one or more of the following events (herein sometimes called "events
of default") shall happen and be continuing:
(1) If Lessee defaults in the payment of any of the rentals or other
charges provided to be paid hereunder and such default shall
continue for five days after notice of such non-payment by Lessor
to Lessee;
(2) If Lessee defaults in the observance or performance of any other
covenant, condition, agreement or provision hereof unless (i)
such default is remedied within thirty days after notice thereof
from Lessor to Lessee or (ii) all reasonable and necessary steps
to remedy the default are taken within such thirty day period and
the default in fact remedied within six months after such notice;
or
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(3) If Lessee admits insolvency or bankruptcy or its inability to pay
its debts as they may mature, or makes an assignment for the
benefit of credits or applies for or consents to the appointment
of a trustee or receiver for Lessee, or for the major part of its
property;
(4) If a trustee or receiver is appointed for Lessee or for the major
part of its property and is not discharged within sixty days
after such appointment;
(5) If bankruptcy, reorganization, arrangements, insolvency or
liquidation proceedings, or other proceedings for relief under
any bankruptcy law or similar law for the relief of debtors, are
instituted by or against Lessee, and if instituted against Lessee
are allowed against Lessee or are consented to or are not
dismissed, stayed or otherwise nullified within sixty days after
such institution:
then in any such case, Lessor may at its option exercise any one or more of the
following remedies:
(i) Lessor may terminate this lease by giving to Lessee
notice of Lessor's intention to do so, in which event the term of
this lease or any renewal thereof shall end, and all right, title
and interest of Lessee hereunder shall expire on the date stated
in such notice, which shall not be less than ten days after the
date of the notice by Lessor of its intention so to terminate;
(ii) Lessor may terminate the right of Lessee to possession
of the premises by giving notice to Lessee that Lessee's right of
possession shall end on the date stated in such notice, which
shall not be less than ten days from the date of such notice,
whereupon the right of Lessee to the possession of the premises
or any part thereof shall cease on the date stated in such
notice;
(iii) Lessor may enforce the provisions of this Lease and
may enforce and protect the right of Lessor hereunder by a suit
or suits in equity or at law for the specific performance of any
covenant or agreement contained herein or for the enforcement of
any other appropriate legal or equitable remedy.
(b) If Lessor exercises either of the remedies provided for in
sub-paragraph (i) or (ii) of Section 17(a), Lessor may then or at any time
thereafter re-enter and take complete and peaceful possession of the Leased
Premises, with or without process of law, and may remove all persons therefrom,
and Lessee covenants in any such event peacefully and quietly to yield up and
surrender the Leased Premises to Lessor.
(c) If Lessor terminates the right of possession as provided in
sub-paragraph (ii) of Section 17(a), Lessor may re-enter the Leased Premises and
take possession of all thereof
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(including any and all equipment and apparatus thereon), may remove any portion
of the equipment, machinery or apparatus thereon which Lessor elects so to do,
and may sublet or relet the premises or any part thereof from time to time for
all or any part of the unexpired part of the then term hereof, or for a longer
period, and Lessor may collect the rents from such reletting or subletting, and
apply the same, first to the payment of the expense of re-entry and reletting,
and secondly to the fixed rentals here in provided to be paid by Lessee, and in
the event that the proceeds of such re-letting or sub-letting are not sufficient
to pay in full the foregoing, Lessee shall remain and be liable therefor, and
Lessee promises and agrees to pay the amount of any such deficiency from time to
time and Lessor may at any time and from time to time xxx and recover judgment
for any such deficiency or deficiencies.
(d) Lessee hereby grants to Lessor, and Lessor shall have, a landlord's
lien on Lessee's furniture, fixtures and equipment (or in the case of such items
leased by Lessee, on Lessee's interest in the same) to secure payment of all
amounts due hereunder. Unless Lessor waives its lien in writing, Lessor shall be
entitled to possession, foreclosure, sale and all other remedies provided by law
in connection with such lien. However, in furtherance of such rights or
following waiver of those rights, Lessee may require Lessee to remove its
furniture, fixtures and equipment within thirty days after termination of this
Lease. Furniture, fixtures and equipment not so removed shall be deemed
abandoned and shall become the property of Lessor.
18. Termination. In the event of the termination of this Lease by Lessor as
provided for by sub-paragraph (i) of Section 17(a), Lessor shall be entitled to
recover from Lessee all the fixed rentals accrued and unpaid for the period up
to and including such termination date, as well as all other additional rentals
and other sums payable by Lessee, or for which Lessee is liable or in respect of
which Lessee under any of the provisions hereof has agreed to indemnify Lessor,
which may be then owing and unpaid, and all costs and expenses, including court
costs and actual attorneys' fees incurred by Lessor in the enforcement of his
rights and remedies hereunder and in addition Lessor shall be entitled to
recover as damages actual reasonable attorneys' fees and court costs, which
Lessor shall have sustained by reason of the breach of any of the covenants of
this lease other than for the payment of rent.
19. Inspection of Premises by Lessor. Lessee agrees to permit Lessor and the
authorized representatives of Lessor to enter the premises at all reasonable
times during the usual business hours (or at any time in the case of an
emergency) for the purpose of (i) inspecting the same (such right of entry and
inspection to extend to the holder of any mortgage on the promises and the
authorized representatives of such holder), or (ii) making any necessary repairs
to the Premises and performing any work therein that may be necessary by reason
of Lessee's default under the terms of this Lease.
20. Notices. All notices provided for herein shall be in writing and shall be
determined to have been given (unless otherwise required by the specific
provisions hereof in respect of any matter) when delivered personally or when
deposited in the United States mail, certified mail with return receipt, postage
prepaid, addressed as follows:
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If to Lessor: 0000 X. Xxxxxxxxxxxx, Xxxxx 000
Xx. Xxxxx, Xxxxxxxx 00000
Attn: Xxxxxxx X. Xxxxxxx
If to Lessee: 0000 X. Xxxxxxxxxxxx, Xxxxx 000
Xx. Xxxxx, Xxxxxxxx 00000
Attn: Xxxxxx X. Xxxxxxx
or to Lessor and Lessee at such other address as such of them may designate by
notice duly given in accordance with this section to the other party.
21. Cumulative Remedies - No Waiver. The specific remedies to which Lessor or
Lessee may resort under the terms of this Lease are cumulative and are not
intended to be exclusive, of any other remedies or means of redress to which
they may be lawfully entitled in case of any breach or threatened breach by
either of them of any provision of this Lease. The failure of Lessor to insist
in any one or more cases upon the strict performance of any of the covenants of
this Lease, or to exercise any option herein contained, shall not be construed
as a waiver of relinquishment for the future of such covenant or option. One or
more waivers of any covenant or agreement or condition by the Lessor or Lessee
shall not be construed as a waiver of a future breach of the same covenant,
agreement or condition. A receipt by Lessor of rent with knowledge of the breach
of any covenant hereof shall not be deemed a waiver of any such future or
continuing breach, and no waiver, change, modification or discharge by either
party hereto of any provision in this Lease shall be deemed to have been made or
shall be effective unless expressed in writing and signed by both Lessor and
Lessee.
22. Fixtures. All improvements, replacements, alterations, and additions which
may be erected or made at any time upon the Leased Premises during the initial
term or any renewal term shall become a part of the premises and upon
termination of this lease shall remain the property of Lessor except to the
extent otherwise provided for in any consent or consents delivered to Lessee by
Lessor, which consent or consents shall not be unreasonably withheld; provided,
however, that upon termination of this Lease (except for termination by reason
of default of Lessee as hereinbefore provided), Lessee at its sole cost may
remove from the Leased Premises all personal property, trade fixtures,
equipment, furniture, furnishings and consumable supplies not paid for by
Lessor, which have been or may hereafter be placed upon the Leased Premises,
whether or not affixed or annexed, unless the removal thereof would result in
substantial damage to the premises. Any damage caused to the Premises or Leased
Premises by the removal of such property shall be restored at the sole expense
of Lessee.
Lessor acknowledges that Lessee may finance the purchase of Lessee's
equipment installed on the Leased Premises and Lessor agrees to subordinate any
liens it may have to Lessee's equipment lenders, provided that such lenders
agree to indemnify and hold Lessor harmless from and against any loss,
liability, cost or expense resulting from removal of Lessee's equipment from the
Premises or Leased Premises or other exercise of such lenders' rights and
further agree that any removal of Lessee's equipment from the Premises or Leased
Premises shall be performed by qualified personnel in accordance with sound
engineering practices.
11
23. Holding Over. If Lessee shall hold over or remain in possession of the
Leased Premises after the expiration of the initial term or any extension or
renewal thereof without the execution and delivery by Lessor and Lessee of a new
written lease, shall create a tenancy from month to month only and Lessee shall
pay double the then rental amount plus damages sustained by Lessor as a result
of the holdover until Lessee surrenders possession or is removed from the Leased
Premises.
24. Assignment, Subletting by Lessee. This Lease may be assigned by Lessor.
Lessee shall not allow or permit any transfer of this Lease or any interest
hereunder by operation of law, or assign, convey, mortgage, pledge or encumber
this Lease or any interest hereunder, or permit the use or occupancy of the
Leased Premises, or any part thereof, by anyone other than Lessee, or sublet the
Leased Premises without, in each case, Lessor's written consent first had and
obtained, which consent shall not be unreasonably withheld or delayed.
25. Miscellaneous.
(a) The captions of this Lease are for convenience only and are not to be
construed as part of this Lease and shall not be construed as defining or
limiting in any way the scope or intent of the provisions hereof.
(b) If any term or provision of this Lease shall to any extent be held
invalid or unenforceable, the remaining terms and provisions of this Lease shall
not be affected thereby, but each term and provision of this Lease shall be
valid and be enforced to the fullest extent permitted by law.
(c) All covenants, agreements and conditions herein contained shall be
binding upon and inure to the benefit of Lessor and Lessee and their respective
successors and permitted assigns and the same shall be construed as covenants
running with the land.
(d) Wherever in this Lease the term "mortgage" or words of similar import
appear, they shall be construed as meaning any mortgage on the premises or any
part thereof.
(e) This Lease may be executed in several counterparts, each of which shall
constitute an original but all together only one lease.
26. Subordination to Mortgage. On condition that any mortgagee of the Premises
shall recognize and accept Lessee as a tenant under this Lease so long as the
Lessee is not in default, this Lease, at the election of the mortgagee, shall be
subject and subordinate in all respects to any mortgage which may be hereafter
placed on the real property of which the Leased Premises form a part and to each
advance made or hereafter to be made, or both, under any such mortgage, and to
any renewals, modifications, consolidations, replacements of extensions thereof
and also substitutions therefor. This paragraph shall be self operative and no
further instrument of subordination shall be required.
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IN WITNESS WHEREOF, Lessor and Lessee have caused this instrument to be
executed on the day and year first above written.
LESSOR:
XXXXXXX BROADCASTING HOLDINGS OF UTAH, L.L.C.
By: /s/Xxxxxx X. Xxxxxxx
------------------------------------
LESSEE:
XXXXXXX BROADCASTING COMPANY OF SALT LAKE, L.L.C.
By: /s/Xxxxxxx X. Xxxxxxx
--------------------------------------
Exhibit A - Production Office Facility has been omitted intentionally by
the Registrants.
A copy of this omitted Exhibit will be provided to the Securities and
Exchange Commission upon request
