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[EXHIBIT 10.6]
LEASE
THIS LEASE is made, executed and delivered, in duplicate, as of the 1st
day of January, 1991 by and between MT. JORDAN LIMITED PARTNERSHIP, hereinafter
referred to as "LESSOR" and GENEVA ROCK PRODUCTS, INC., a Utah corporation,
hereinafter referred to as "LESSEE."
In consideration of the rents and royalties reserved by the LESSOR and
the other terms and conditions hereinafter set forth, LESSOR hereby leases to
LESSEE the leased premises, hereinafter described, and LESSEE hereby accepts
said Lease and the parties mutually agree to the following terms and conditions:
1. DESCRIPTION. The premises leased by LESSOR to LESSEE hereunder,
hereinafter referred to as the Leased Premises, are situated in Salt Lake
County, State of Utah, and are more particularly deserted as follows:
Commencing at the Quarter Section corner of Sections 14 and 23, Township
4 South, Range 1 West, Salt Lake Base and Meridian, and running thence
South 0(degree)1' East 1307.46 feet; thence North 89(degree)51' East
1293.17 feet to the West line of the right-of-way of Highway 89-91;
thence along said right-of-way Northeasterly approximately 3858 feet to
the Mountain Fuel Supply Company easement; thence Northwesterly along
said easement approximately 1430 feet to the East bank of the existing
canal; thence Southwesterly along said canal approximately 2700 feet
along which an access road must be maintained; thence South 0(degree)1'
East approximately 1650 feet to the Quarter Section corner of Sections
14 and 23 which is the point of beginning. Approx. 174 acres
and:
Commencing at the Quarter section corner of Sections 14 and 23, Township
4 South, Range 1 West, Salt Lake Base and Meridian, and running thence
South 0(degree)01' East 1307.46 feet; thence South 89(degree)46'40 West
1087.88 feet; thence North 250 feet; thence North 56(degree)7' West
781.62 feet; thence North 34(degree)6'19" Fact 2225.84 feet; thence
North 345.73 feet to the Xxxxxx Irrigation Canal; thence Northeasterly
along said canal to the 1/4 Section Line of Section 14; thence South
along the 114 Section Line of Section 14 to the point of beginning.
Approx. 75 acres
and:
Beginning at a point which is West 76.97 feet from the Southwest Corner
of Section 14, Township 4 South, Range 1 West, Salt Lake Base and
Meridian, and
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running thence West 68(degree)19 feet; thence South 74(degree)10' West
236.92 feet; thence North 13(degree)13'12" West 1213.45 feet; thence
North 49(degree)25' East 338.66 feet; thence East 395.83 feet; thence
North 53.97 feet; thence South 85(degree)51'16" East 331.00 feet; thence
South 87(degree)15'38" East 558.36 feet; thence South 85(degree)51'16"
East 87.95 feet; North 82(degree)13'57" East 656.32 feet; thence North
74(degree)50'20" East 525.26 feet; thence South 345.73 feet; thence
South 34(degree)06'19" West 2225.83 feet; thence North 56(degree)07'
West 426.98 feet; thence South 84(degree)36'54" West 295.67 feet; thence
South 83(degree)55'45" West 396.47 feet; thence North 14(degree)49'17"
East 242.34 feet; thence North 4(degree)16'27" East 226.68 feet to the
point of beginning. Parcel Contains 85.56 acres.
and:
Beginning at the intersection of the southerly boundary line of a tract
of land and the westerly existing highway right of way line of a
frontage road for a highway known as Interstate 15, which point is
approximately 9.53 feet north and 1027.51 feet west from the Southeast
corner of said Section 14, Township 4 South, Range 1 West, Salt Lake
Base and Meridian; thence Northeasterly along said frontage road right
of way line the following two (2) courses: Northeasterly 487.66 feet
along the arc of a 4397.30-foot radius curve to the right (Note: Tangent
to said curve at its point of beginning bears approximately N
22(degree)07'52~ E ); thence N 28(degree)29'07. E 293.05 feet, more or
less, to a northeasterly corner of said tract; thence N 43(degree)49'44"
W 23.57 feet, more or less, along a northeasterly boundary line of said
tract to a northwesterly corner of said tract; thence Southwesterly
along the northwesterly boundary line of said tract the following two
(2) courses: S 28(degree)15' W 202.60 feet, more or less, to a point of
tangency with an 1834.86 foot radius curve to the right; thence
Southwesterly 632.48 feet along the arc of said curve to a westerly
xxxxx of said tract; thence S 42(degree)00' E 54.60 feet, more or less,
to the southerly boundary line of said tract; thence S 89(degree)2'07" E
116.10 feet, more or less, along said southerly boundary line to the
point of beginning. Parcel Contains 1.10 acres, more or less.
2. QUIET POSSESSION. LESSOR covenants and warrants that it has full
right and lawful authority to enter into this Lease for the full term hereof and
for all extensions herein provided, and that LESSOR is lawfully seised of the
entire premises hereby leased and has good title thereto, free and clear of all
tenancies, liens and encumbrances. LESSOR further covenants and warrants that if
LESSEE shall discharge the obligations herein set forth to be performed by
LESSEE, then LESSEE shall have and enjoy during the term of this Lease and any
renewal or extension thereof, the quiet and undisturbed possession of the Leased
Premises for the uses and purposes herein described.
3. PURPOSE OF LEASE. The purpose of this Lease is to permit LESSEE
to extract and remove from the Leased Premises concrete aggregates and other
usable materials for use in its business. It is also understood and agreed that
LESSEE shall have the right to erect and operate a ready-mix concrete plant and
asphalt plant upon the Leased Premises.
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4. TERM. This Lease shall be for a term of ten (10) years,
commencing on the 1st day of January, 1991 and ending on the 31st day of
December, 2000. As used herein, the term Lease year" shall mean any year
hereafter during the term of this Lease, commencing on the 1st day of January of
the year and ending on the 31st day of December of the same year.
5. RENEWAL. LESSEE shall have the right and option to renew this
Lease for two (2) additional successive terms of five (5) years each by giving
the LESSOR written notice of its intention to exercise each successive option at
least ninety (90) days prior to the expiration of the initial term with respect
to the first option to renew and at least ninety (90) days prior to the
expiration of each successive renewal term with respect to the subsequent
options to renew.
6. ROYALTIES. Commencing January 1, 1991, LESSEE hereby agrees to
pay to LESSOR a royalty equal to twenty-four and six-tenths (24.6) cents per ton
for all concrete aggregates removed from the Leased Premises, fifty (50) cents
for all topsoil removed from that portion of ground that was previously used as
a turf farm, and twelve and three-tenths (12.3) cents per ton for all other
usable materials removed therefrom. Said royalties shall be payable within
twenty (20) days after the end of each calendar month in which such materials
are removed from the Leased Premises. After every two years, the royalty price
shall be adjusted based upon the U.S. Consumer Price Index for Construction,
Sand, Gravel, and Crushed Stone, published by the Bureau of Labor Statistics of
the Department of Labor. On the first month of each two year period of the
Lease, said index shall be compared with the index for the last month of that
two year period and the royalty for the succeeding two year period shall be
increased or decreased by an amount equal to the percentage difference in said
index
LESSEE further agrees to pay LESSOR a minimum annual royalty of Nine
Thousand Dollars ($9,000.00) for each lease year. Said minimum annual royalty
shall be payable within twenty (20) days after the end of each lease year.
Royalties paid during each Lease year can be applied toward the minimum annual
royalty. For example, if during the lease year, commencing January 1, 1991,
LESSEE pays to LESSOR royalties in the sum of Seven Thousand Dollars
($7,000.00), the minimum annual royalty which would be payable within twenty
(20) days after December 31st, 1991, would be Two Thousand Dollars ($2,000.00).
Once a total of Ninety Thousand Dollars ($90,000.00) has been paid in royalties,
no minimum annual royalties will be due during the initial lease term, nor
during any renewal terms. At the end of each lease year, LESSEE shall furnish to
LESSOR an accurate statement verified by an officer of the LESSOR as to the
amount of material removed by LESSEE during the prior year.
LESSEE shall have the unlimited right, subject only to zoning
restrictions, to remove as much material from the property during the term of
this Lease as it may desire. All materials removed from said premises shall be
weighed over truck scales and LESSEE shall keep an accurate record of all
material removed, which records may be inspected by LESSOR at any time.
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7. USE OF WELL. LESSEE shall have the right to use the xxxxx
Numbered 1, 2, 6, and 8, situated upon the Leased Premises, provided however,
that if LESSEE elects to use the xxxxx in connection with its washing process,
it shall pay to LESSOR an additional sum of Six Thousand Seven Hundred and Fifty
Dollars ($6,750) per year as rental for the use of same. This amount will be due
the 1st day of January of each year this lease is in effect. Any power used to
pump water shall be furnished by LESSEE and in the event more water is developed
than is required by LESSEE, the LESSOR may purchase said water from LESSEE by
paying to LESSEE a proportionate share of LESSEE's costs, including the cost of
power, equipment and rental being paid to LESSOR. The cost of maintaining and
repairing said xxxxx and pumps or installation of any new pumps thereon, shall
be paid by LESSEE. These costs may be deducted from the yearly well rental,
however, if costs exceed rental payments due LESSOR, LESSEE will be responsible
for these costs. Any costs that the LESSEE has previously expended for upkeep on
said Xxxxx that have not been applied towards previous well rental can be
carried forward to future rental payments. At the end of the Lease, all well
improvements and pumps will become the property of the LESSOR. LESSEE shall have
the right to construct settling ponds on the Leased Premises at its own expense.
Also, this Lease shall commence with the LESSEE having an amount of
sixty one thousand three hundred fifty dollars ($61,350) that can be applied
toward the yearly well rental. This amount is for expenses incurred by LESSEE
with LESSOR on previous leases. Any of this amount that has not been applied to
the yearly well rental can be carried forward to future rental payments.
8. TAXES. LESSOR agrees to pay and discharge all taxes, assessments
(either general or special) and any other obligations which are or may become a
lien upon or levied against the Leased Premises as they become due and payable
during the term of this Lease. LESSEE agrees to pay all personal property taxes
upon any equipment or improvements owned or installed by it upon the Leased
Premises.
9. OPTION TO PURCHASE. LESSOR hereby grants to LESSEE a first right
of refusal to purchase the Leased Premises in the event LESSOR elects to sell
same. In the event LESSOR receives a bona fide offer for the sale of the leased
Premises which LESSOR desires to accept, LESSOR shall give to LESSEE written
notice of such offer and LESSEE shall be given a period of thirty (30) days
within which to purchase said property at the same price and upon the same terms
and conditions set forth in said offer. In the event LESSEE does not elect to
purchase said property, then LESSOR shall be free to sell same pursuant to said
offer which it has received. In the event LESSEE purchases said property, LESSOR
shall be granted the right to use the excess water from the well over and above
the needs and requirements of LESSEE. The foregoing right of purchase shall not
apply if LESSOR receives an offer to a larger tract of land which includes the
Leased Premises unless a separate price is quoted for the Leased Premises and
can be separated from the remainder of the offer which LESSOR has received.
10. RIGHT OF WAY. LESSOR hereby grants to LESSEE a right of way and
easement over and across other property owned by LESSOR for the purpose of
ingress to and egress from the Leased Premises. Any roadway shall be constructed
and maintained by LESSEE.
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11. CONTOUR SURVEY. In the event LESSOR desires to have a contour or
topographical survey made of the Leased Premises at the beginning and end of
each lease year, LESSOR may do so at LESSOR's sole cost and expense.
12. RIGHT OF TERMINATION. LESSEE shall have the right to terminate
this Lease and be relieved of any further obligation in the event LESSEE is
prohibited by law or ordinance at any time from removing additional material
from the Leased Premises. LESSEE shall also have the right to terminate this
Lease, at any time, and to be relieved of any further obligations hereunder in
the event the gravel reserves on the leased Premises are completely exhausted
and depleted.
13. NOTICES. Any notice required to be given to either party
pursuant to this Lease shall be deemed to have been served when such notice has
been mailed by registered mail to said party addressed to the last known
principal place of business of the party involved.
14. EXECUTION. This Lease has been prepared and is submitted for
signature by the partners of LESSOR and a duly authorized officer of LESSEE with
the understanding that it shall not bind the LESSEE or the LESSOR until duly
executed by both parties. The officer of the LESSEE executing this Lease
warrants that he has been duly authorized to do so by his Board of Directors.
15. RESTORATION. At the expiration of the time of this lease
mentioned, LESSEE will yield and deliver up the said demised premises to the
LESSOR in as good order and condition as when the same were entered upon by the
LESSEE, reasonable use as contemplated by this Lease and wear thereof and damage
by the elements excepted. Specifically, the LESSEE will perform at LESSEE's cost
any and all restoration or curative work required by local, state, or federal
regulations on the leased premises which result from LESSEE's activities and
which must be altered or changed in order to comply with local state, or federal
regulations.
16. TERMINATION OF PRIOR LEASES. All prior leases between the LESSOR
and the LESSEE shall be terminated upon execution of this Lease.
IN WITNESS WHEREOF, this Lease has been executed as of the day and year
first above mentioned.
LESSOR:
MOUNT JORDAN LIMITED PARTNERSHIP
LESSEE:
GENEVA ROCK PRODUCES, INC
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PARTNERSHIP ACKNOWLEDGMENT
STATE OF UTAH )
)ss.
COUNTY OF SALT LAKE )
On the day of _________________19___ personally appeared before me
____________ ___________________________and ___________________________who being
by me duly sworn, did say that they are partners of MT. JORDAN LIMITED
PARTNERSHIP, a partnership existing under the laws of the State of Utah; and
that said instrument was signed by them in behalf of said partnership and said
_____________________________ and ___________________________________
acknowledged to me that said partnership executed the same.
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NOTARY PUBLIC, residing in
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My Commission Expires:
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