EXHIBIT 10.12
AGREEMENT OF LEASE
AGREEMENT OF LEASE made this 4th day of September, 1997 by and between THE
BUNCHER COMPANY (hereinafter called "Landlord"), a Pennsylvania corporation
having its principal place of business in the __________, Allegheny County,
Pennsylvania and WESCO Distribution, Inc. (hereinafter called "Tenant"), a
Delaware corporation having its principal place of business in the City of
Pittsburgh, Allegheny County, Pennsylvania.
WHEREAS, Landlord has full right and power to lease pursuant hereto a
certain parcel of land (the "Premises") more particularly described in and/or
shown outlined in red on Exhibit A attached hereto, upon which is erected a
building containing approximately 58,499 square feet of space and known as 0000
Xxxx Xxxx, Xxxxxxx, XX 00000 and other improvements incidental thereto (which
building portion and other incidental improvements are hereinafter called the
"Improvements"); and
WHEREAS, Landlord desires to lease to Tenant and Tenant desires to take and
hire from Landlord the Premises and the Improvements. (The Premises and the
Improvements are sometimes hereinafter collectively called the "Leased
Premises".)
NOW, THEREFORE, WITNESSETH, That Landlord hereby demises and leases unto
Tenant, and Tenant hereby takes and hires from Landlord the Leased Premises,
subject to the terms and conditions hereof.
Term. TO HAVE AND TO HOLD the Leased Premises unto Tenant for a term of
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five (5) years commencing at 12:01 A.M. on October 1, 1997 (the "Commencement
Date") and ending at 11:59 P.M. on September 30, 2002; subject nevertheless, to
the following covenants and conditions which Landlord and Tenant respectively
covenant and agree to keep and perform.
1. Rent. See Rider Item #3.
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2. Taxes. See Rider Item #7. Tenant will pay to Landlord on demand and
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as additional rental hereunder all real estate taxes (including taxes levied or
assessed in lieu of or as a substitution for real estate taxes) imposed,
assessed or levied upon or against the Leased Premises during the term of this
Lease.
In addition, Tenant will pay to Landlord on demand as additional rental
hereunder, each and every item of expense in the nature of a tax or imposition
for the payment of which Landlord is or shall become liable by reason of
Landlord's estate or interest in the
Leased Premises, or any portion thereof, including without limiting the
generality thereof all personal property taxes, sales taxes, excise taxes, use
and occupancy taxes, whether or not the same are now customarily levied or
enacted and regardless of whether the same shall be general or special, foreseen
or unforeseen, provided the same shall be (i) levied or assessed against
Landlord or Tenant in connection with the Leased Premises, or any portion
thereof, or (ii) levied, assessed or imposed upon or against, or which shall be
measured by, any rents or rental income, as such, payable to Landlord, provided,
however, that Tenant shall not be obligated hereunder to pay any of the
following:
a. any estate, inheritance, devolution, succession, transfer, legacy
or gift tax which may be imposed upon or with respect to any transfer of
Landlord's interest in the Leased Premises; or
b. any net income tax levied upon or against Landlord's income from
all sources.
3. Use. Tenant will use and occupy the Leased Premises only for office,
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storage and distribution of Tenant's electrical products and other lawful uses
consistent with existing uses of the Tri-County Commerce Park and will not
create, permit or maintain any nuisance thereon. Tenant will not use or occupy
or suffer or permit the Leased Premises or any part thereof to be used or
occupied for (a) any purpose contrary to law or the rules or regulations of any
governmental authority having jurisdiction over the Leased Premises (b) any
purpose which in the reasonable judgment of Landlord is hazardous or detrimental
to persons or property.
4. Maintenance and Repair. See Rider Item #4. Tenant will at Tenant's
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sole cost and expense keep the Leased Premises and all equipment and personal
property of Landlord therein in good order, condition and repair, damage by
insured casualty excepted. If Tenant fails or refuses to keep the Leased
Premises in good order, condition and repair as aforesaid, Landlord may do so,
and charge the cost thereof to Tenant to be collected as additional rental
hereunder.
Landlord shall, during the term of this Lease, at its sole cost and expense
and as promptly as is reasonable under the circumstances, make all needed
structural repairs (exclusive of painting) to the Improvements upon receipt
of notice from Tenant of the need for such repairs, unless the need for such
repairs was caused by the wrongful act or negligence of Tenant, in which event
Tenant shall promptly make such repairs at Tenant's sole cost and expense.
Structural repairs shall mean only repairs to the roof, exterior walls, rain
conductors, floors, foundations and steel frame of the Improvements and the
utility service lines running from the main line to the Building. Structural
repairs shall be
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deemed to be needed when the failure to make same will result in a hazard to
persons or property and/or cause a significant impairment to Tenant's use of the
Leased Premises for the purposes set forth in section 3 hereof.
5. Alterations. Tenant will not make or permit to be made any
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alterations, improvements and additions to the Leased Premises or any part
thereof except by and with the prior written consent of Landlord, which consent
shall not be unreasonably withheld. All alterations, improvements and additions
to the Leased Premises shall be made in accordance with all applicable laws and
shall at once when made or installed be deemed to have attached to the freehold
and to have become the property of Landlord and except as provided in section 12
of this Lease shall remain for the benefit of Landlord at the end of the term of
this Lease or other expiration of this Lease in as good order and condition as
they were when installed, reasonable wear and tear and damage by insured
casualty excepted; provided, however, if at the time of such alterations, the
parties hereto agreed that such alterations were to be removed at the
termination of this Lease, Tenant shall at Tenant's sole cost and expense
promptly remove the alterations, improvements and additions which were placed in
the Leased Premises by Tenant and which are designated in said notice and repair
any damage occasioned by such removal and restore the Leased Premises to the
condition in which they were prior to such alterations, improvements or
additions, reasonable wear excepted, and in default thereof Landlord may effect
said removals and repairs at Tenant's expense. In the event of making such
alterations, improvements and additions as herein provided, Tenant further will
indemnify and save harmless Landlord from all reasonable expense, liens, claims
or damages or injuries to either persons or property arising out of, or
resulting from the undertaking, making or removal of said alterations, additions
and improvements.
6. Assignment and Subletting. See Rider Item #5. Tenant shall not
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assign this Lease or sublet the whole or any part of the Leased Premises or
permit any other persons to occupy same without the prior written consent of
Landlord. Landlord shall not unreasonably withhold such consent. Any such
assignment or subletting, even with the consent of Landlord, shall not relieve
Tenant from liability for payment of rent or other sums herein provided or from
the obligation to keep and be bound by the terms, conditions and covenants of
this Lease. The acceptance by Landlord of rent from any other person shall not
be deemed to be a waiver of any of the provisions of this Lease or to be a
consent to the assignment of this Lease or subletting of the Leased Premises.
Any transfer of this Lease from Tenant by merger, consolidation or
liquidation shall constitute an assignment of this Lease and shall require the
prior written consent of Landlord, which consent shall not be unreasonably
withheld or delayed.
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An assignment for the benefit of creditors or by operation of law shall
not be effective to transfer any rights to an assignee without the prior written
consent of the Landlord first having been obtained.
7. Utilities. Tenant will pay for all public and private utility
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services, including water and sewer rentals, used or consumed on or in
connection with the Leased Premises. Electric and gas shall be separately
metered, water and sewer to be submetered and invoiced to Tenant by Landlord.
8. Insurance. See Rider Item #6. During the term of this Lease, Tenant
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will at Tenant's sole cost and expense maintain with insurance companies
satisfactory to Landlord comprehensive public liability and property damage
insurance with respect to the Leased Premises, with minimum limits of $1,000,000
with respect to the death or injury of one person, and $2,000,000 with respect
to the death or injury of two or more persons and $200,000 with respect to
property damage. Such insurance coverage shall be endorsed to include the
contractual liability assumed by Tenant under section 9 hereof.
Prior to the Commencement Date, Tenant shall furnish to Landlord
certificates evidencing the comprehensive public liability insurance and
property damage coverage as provided in this section 8 above, said certificates
and policies to contain the standard 10 day notification clause to Landlord and
Landlord's mortgagee in the event of change of cancellation of insurance
coverage, and shall name Landlord as an additional insured.
9. Indemnity. See Rider Item #8. Tenant will protect and save and keep
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Landlord forever harmless and indemnified against and from any penalty or damage
or charges imposed for any violation of any law or ordinance, whether occasioned
by the neglect of Tenant or those holding under Tenant, and Tenant will at all
times protect, indemnify and save and keep harmless Landlord against and from
all claims, loss, cost, damage or expense arising out of or from any accident or
other occurrence on or about the Leased Premises causing injury to any person or
property whomsoever or whatsoever, and will protect, indemnify, save and keep
harmless Landlord against and from any and all claims and against and from any
and all loss, cost, damage, or expense arising out of any failure of Tenant in
any respect to comply with and perform all the requirements and provisions of
this Lease.
10. Surrender. Tenant will deliver up and surrender to Landlord
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possession of the Leased Premises upon expiration of the term of this Lease or
upon the earlier termination of this Lease, broom clean and in as good condition
and repair as the same shall be at the commencement of the term of this Lease,
ordinary wear and tear and damage by insured
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casualty excepted. Tenant hereby waives any notice now or hereafter required by
law with respect to vacating at the termination of any tenancy.
11. Access to Leased Premises. Tenant will permit Landlord or Landlord's
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agents to inspect or examine the Leased Premises at any reasonable time upon
reasonable advanced notice and permit Landlord to make such repairs to the
Leased Premises as Landlord may deem necessary for preservation of the Leased
Premises and which Tenant has failed so to make without the same being construed
as an eviction of Tenant in whole or in part, and the rent shall in no wise
xxxxx while such repairs, alterations, improvements or additions are being made
by reason of loss or interruption of the business of Tenant because of the
prosecution of such work. Landlord shall diligently perform all work referenced
herein.
Landlord shall have the right to enter upon the Leased Premises at any
reasonable time and from time to time during the term of this Lease for the
purpose of exhibiting the same to prospective purchasers and for a period
commencing 180 days prior to the end of the term of this Lease for the purpose
of exhibiting the same to prospective tenants. During said 180-day period
Landlord may place signs in or upon the Leased Premises to indicate that same
are for rent or sale, which signs shall not be removed, obliterated or hidden by
Tenant. Landlord's signs shall not obstruct Tenant's signs.
12. Tenant's Property. All fixtures, equipment and other property placed
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or installed in or on the Leased Premises by Tenant and designed for and used in
the conduct of Tenant's business in the Leased Premises, shall at all times be
and remain the property of Tenant. Tenant will at Tenant's sole cost and
expense remove all such equipment, fixtures and other property from the Leased
Premises prior to the termination of this Lease and Tenant will at Tenant's
cost and expense repair any and all damage to the Leased Premises caused or
occasioned by the installation or removal of said fixtures, equipment or other
property. Any and all such equipment, fixtures and other property which shall
remain on the Leased Premises for more than five (5) days after the termination
of this Lease, shall at Landlord's option be deemed abandoned by Tenant and
become the sole property of Landlord, or may be removed by Landlord in which
case Tenant shall pay or reimburse Landlord for the reasonable cost of such
removal and of repairing any and all damage to the Leased Premises caused
thereby.
13. Signs. Tenant may install at Tenant's own cost and expense an
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appropriate sign or signs on the Leased Premises referring to Tenant's business
or services; provided, however, that the size, type and location of any such
sign shall comply with all applicable laws and governmental rules, regulations
and restrictions and shall be subject to Landlord's approval, which approval
shall not be unreasonably withheld or delayed.
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14. Condemnation of the Leased Premises. If the Leased Premises or any
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part thereof shall be taken or condemned either permanently or temporarily for
any public use or purpose by any competent authority in condemnation proceedings
or by any right of eminent domain, the entire compensation award thereof, both
leasehold and reversion, shall belong to the Landlord without any deduction
therefrom for any present or future estate of Tenant, and Tenant hereby assigns
to Landlord all its right, title and interest to any such award. Tenant shall,
however, be entitled to claim, prove and receive in such condemnation
proceedings such award as may be allowed for moving and relocation expenses,
fixtures and other equipment installed by Tenant, but only if such award shall
be in addition to the award for the Leased Premises.
If substantially all of the Leased Premises shall be taken as aforesaid or
if any such taking shall render the Leased Premises unfit for the conduct of
Tenant's business, then this Lease shall terminate and shall become null and
void from the time possession thereof is required for public use, and from that
date the parties hereto shall be released from all further obligations
hereunder.
If only a portion of the Leased Premises shall be so taken or condemned,
which taking shall not materially render the Leased Premises unfit for the
conduct of Tenant's business, then Landlord at its own expense shall with all
reasonable dispatch repair and restore the portion not affected by the taking
and this Lease shall continue in full force and effect except that the rental
shall be equitably and proportionately reduced.
15. Damage or Destruction. See Rider Item #15. If, during the term of
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this Lease, the Improvements are so damaged or destroyed by insured casualty so
as to render the Improvements unfit for occupancy by Tenant for the purposes set
forth in section 3 of this Lease, and if the Improvements cannot in the sole
judgment of Landlord be repaired, restored or rebuilt within five (5) months
from the happening of such damage or destruction, then Landlord or Tenant may
terminate this Lease as of the date of such damage by giving the other notice in
writing with respect thereto within thirty (30) days from the date of such
happening. In such case, rental hereunder shall xxxxx as of the date of such
damage or destruction and Landlord shall be entitled to retain all insurance
proceeds resulting from such damage or destruction. Landlord shall refund to
Tenant any unearned rent paid in advance and Tenant shall as expeditiously as is
reasonable under the circumstances remove such of its property as it is required
to remove under the provisions of section 12 hereof and shall surrender the
Leased Premises to Landlord who may enter upon and repossess the same, and all
further liability Tenant and Landlord hereunder shall thereupon cease.
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In the event any such damage to or destruction of the Improvements can in
the sole judgment of Landlord be repaired within a period of five (5) months
after the happening thereof, Landlord shall repair, restore or rebuild the
Improvements and Tenant's Improvement with all reasonable dispatch and in a good
workmanlike manner, and this Lease shall not be affected in any manner, except
that the liability of Tenant for rent shall be suspended for the period during
which such repair, restoration or rebuilding is being made. However, if the
damage is such as not to render the Improvements totally unfit for the occupancy
by Tenant for the purposes set forth in section 3 of this Lease, Landlord shall
repair the Improvements with all reasonable dispatch and rentals hereunder shall
xxxxx pro rata to the extent that portions of the Leased Premises are not
available for use by Tenant. In either situation provided for in this paragraph,
Landlord shall be entitled to receive and retain all insurance proceeds
resulting from such damage or destruction.
Notwithstanding the foregoing provisions of this section 15, if the
Improvements shall be destroyed or in the judgment of Landlord substantially
damaged by insured casualty during the last two (2) years of the term of this
Lease, Landlord may, within 30 days after the occurrence of such damage or
destruction, cancel and terminate this Lease by giving written notice to Tenant,
and if such notice is given, this Lease shall expire as of the date of such
destruction with the same effect as though that date was the date of the
expiration of the term of this Lease, rental hereunder shall xxxxx as of the
date of such damage or destruction, Landlord shall be entitled to retain all
insurance proceeds resulting from such damage or destruction, Landlord shall
refund to Tenant any unearned rent paid in advance, and Tenant shall as
expeditiously as is reasonable under the circumstances remove such of its
property as it is required to remove under the provisions of section 12 hereof
and shall surrender the Leased Premises to Landlord who may enter upon and
repossess the same, and all further liability Tenant and Landlord hereunder
shall thereupon cease. If this Lease is not so cancelled and terminated, the
provisions of the foregoing paragraphs of this section 15 shall control.
16. Default and Remedies. See Rider Item #16. All rights and remedies
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of Landlord herein enumerated shall be cumulative, and none shall exclude any
other rights or remedies allowed by law. Tenant covenants and agrees that if
any of the following events of default occur, that is, if:
a. Tenant shall fail, neglect or refuse to pay any rent or sums
payable hereunder as rent at the time and in the amount as herein
provided, or to pay any other monies agreed by it to be paid promptly when
and as the same shall become due and payable under the terms hereof, or if
Tenant shall fail to keep and maintain in full force and effect the
insurance required under section 8 of this Lease, and if
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any such default should continue for a period of more than 10 days after
notice thereof by Landlord to Tenant; or
b. Tenant commit waste thereon, or any execution be issued against
a substantial part of Tenant's assets or bankruptcy, receivership or
insolvency proceedings be instituted by or against Tenant or an assignment
made by Tenant for the benefit of creditors, or Tenant shall fail, neglect
or refuse to keep and perform any of the other covenants, conditions,
stipulations or agreements herein contained and covenanted and agreed to be
kept and performed by it, and in the event any such failure, neglect or
refusal shall continue for a period of more than 30 days after notice
thereof is given in writing to Tenant by Landlord, provided, however, that
if the cause for giving such notice involves the making of repairs or other
matters reasonably requiring a longer period of time than the period of
such notice, Tenant shall be deemed to have complied with such notice so
long as it has commenced to comply with said notice within the period set
forth in the notice and is diligently prosecuting compliance of said notice
or has taken the proper steps or proceedings under the circumstances to
prevent the seizure, destruction, alteration or other interference with
said Leased Premises by reason of non-compliance with the requirements of
any law or ordinance or with the rules, regulations or directions of any
governmental authority, as the case may be;
then the present value of the entire rental for the balance of the term of this
Lease discounted at 8% per annum shall at the option of Landlord at once become
due and payable as if by the terms of this Lease it is payable in advance, and
if not so paid the Tenant does hereby authorize and fully empower Landlord to
cancel or annul this Lease at once and in compliance with the laws of
Pennsylvania to re-enter and take possession of the Leased Premises immediately,
without any previous notice of intention to re-enter, and to remove all persons
and their property therefrom, and to use such assists in effecting and
perfecting such removal of Tenant as may be necessary and advisable to recover
at once first and exclusive possession of the Leased Premises, without being
deemed guilty of any manner of trespass and without prejudice to any remedies
which might otherwise be used by Landlord, in which event this Lease shall
terminate and Tenant shall indemnify Landlord against all unavoidable loss of
rent which Landlord may incur by reason of such termination during the residue
of the term of this Lease.
Landlord may, however, at its option at any time and after such default or
violation of condition or covenant, in compliance with the laws of Pennsylvania,
re-enter and take possession of the Leased Premises without such re-entry
working a forfeiture of the rents to be paid and the covenants, agreements and
conditions to be kept and performed by Tenant for the term of this Lease. In
such event Landlord shall have the right, but not the
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obligation, to divide or subdivide the Leased Premises in any manner Landlord
may determine and make reasonable efforts to lease or let the same or portions
hereof for such periods of time and at such rentals and for such use and upon
such covenants and conditions as Landlord may elect, applying the net rentals
from such letting first to the payment of Landlord's reasonable expenses
incurred in dispossessing Tenant and the reasonable cost and expense of making
such improvements in the Leased Premises as may be necessary in order to enable
Landlord to re-let the same, and to the payment of any reasonable brokerage
commissions or other necessary expenses of Landlord in connection with such re-
letting. The balance, if any, shall be applied by Landlord from time to time on
account of the payments due or payable by Tenant hereunder, with the right
reserved to Landlord to bring such action or proceedings for the recovery of any
deficits remaining unpaid as Landlord may deem desirable from time to time,
without being obligated to await the end of the Term for the final determination
of Tenant's account. Any balance remaining, however, after full payment and
liquidation of Landlord's account as aforesaid shall be paid to Tenant, with the
right reserved to Landlord at any time to give notice in writing to Tenant of
Landlord's election to cancel and terminate this Lease, and the giving of such
notice in writing to Tenant of Landlord's election to cancel and terminate this
Lease and the simultaneous payment by Landlord to Tenant of any credit balance
in Tenant's favor that may at the time be owing to Tenant shall constitute a
final and effective cancellation and termination of the Lease and the obligation
hereunder on the part of either party to the other.
17. Confession of Judgment.
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18. Hold Over. If Tenant shall remain in possession of the Leased
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Premises after the expiration of the term of this Lease with the prior written
consent of Landlord, then Tenant shall be deemed a tenant of the Leased Premises
from month to month at the same rental and subject to all of the terms and
provisions hereof, except only as to the term of this Lease.
19. Quiet Enjoyment. If Tenant pays rental and other charges herein
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provided and shall perform all of the covenants and agreements herein stipulated
to be performed on the Tenant's part, Tenant shall, at all times during the term
of this Lease, have the peaceable and quiet enjoyment and possession of the
Leased Premises without any manner of hindrance from Landlord or any persons
lawfully claiming through Landlord, except as to any portion of the Leased
Premises as may be taken under the power of eminent domain.
20. Notices. All notices, demands and requests which may be or are
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required to be given hereunder shall be given in writing and shall be deemed to
have been duly given
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as of the date of receipt or refusal of mailing if sent by postage prepaid,
first class, United States registered or certified mail, return receipt
requested or by personal messenger, evidenced by written receipt, to each of the
parties at the following places, or to such other places as either party hereto
may for itself designate in writing from time to time for the purpose of
receiving notices hereunder:
THE BUNCHER COMPANY WESCO DISTRIBUTION, INC.
c/o Buncher Management Agency, Inc. Commerce Court, Suite 700
0000 Xxxxxxx Xxxxxx Four Xxxxxxx Xxxxxx
X.X. Xxx 00000 Xxxxxxxxxx, XX 00000
Xxxxxxxxxx, XX 00000-0000 Attn: Real Estate Manager
22. Entire Agreement. This Lease constitutes and contains the entire and
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only agreement between the parties, and supersedes and cancels any and all pre-
existing agreements and understandings between the parties relating to the
subject matter hereof. No representation, inducement, promise, condition or
warranty not set forth herein has been made or relied upon by either party.
23. Subordination. This Lease is subject and subordinate to all ground
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or underlying leases and to all mortgages which may now or hereafter affect the
Leased Premises, and to all renewals, modifications, consolidations,
replacements and extensions thereof. This clause shall be self-operative and no
further instrument of subordination shall be required; however, in confirmation
of such subordination Tenant shall execute promptly any certificate to that
effect upon reasonable request by Landlord.
24. Limitation of Landlord. Notwithstanding the provisions hereof, the
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term "Landlord" as used in this Lease means only the holder, for the time being,
of Landlord's interest under this Lease so that in the event of any transfer of
title to the Leased Premises to a party assuming Landlord's obligations
hereunder Landlord shall be and hereby is entirely freed and relieved of all
obligations of Landlord hereunder accruing after such transfer, and it shall be
deemed without further agreement between the parties that such grantee,
transferee or assignee has assumed and agreed to observe and perform all
obligations of Landlord hereunder arising during the period it is the holder of
Landlord's interest hereunder.
25. Force Majeure. Landlord shall not be liable to Tenant and shall not
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be in default under this Lease in any manner by reason of delay in performance
of any covenant or condition in this Lease, if any such delay is caused by
present or future governmental
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regulations, restrictions, strikes, lockouts, unusual unavailability of
materials or labor, severe adverse weather conditions, or by any other reason or
reasons, whether similar or not to foregoing, which delays are beyond the
reasonable control of Landlord, provided that Landlord shall use Landlord's best
efforts to overcome the same.
26. Attachments. Attached to this Lease and made a part hereof, and
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initialed on behalf of both parties simultaneously with the execution of this
Lease, are Exhibits A through C inclusive, and Rider pages 1 through 10
inclusive.
27. Governing Law. This Lease shall be construed, governed and enforced
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in accordance with the laws of the Commonwealth of Pennsylvania.
28. Separability. If any term or provision of this Lease, or the
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application thereof to any party or circumstance, shall to any extent be invalid
or unenforceable, the remainder of this Lease, or the application of such term
or provision to parties or circumstances other than those as to which it is
invalid or unenforceable, shall not be affected thereby, and each term and
provision of this Lease shall be valid and be enforced to the fullest extent
permitted by law.
29. Cumulative Remedies. The specified remedies to which Landlord or
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Tenant 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
Landlord or Tenant may be lawfully entitled in case of any breach by Landlord or
Tenant of any provision of this Lease. Failure of Landlord or Tenant to insist
in any one or more cases upon the strict performance of any of the covenants of
this Lease shall not be construed as a waiver or a relinquishment for the future
of such covenant. A receipt by Landlord of rent with knowledge of the breach of
any covenant hereof shall not be deemed a waiver of such breach, and no waiver
by Landlord or any provision of this Lease shall be deemed to have been made
unless expressed in writing and signed by Landlord. In addition to the other
remedies in this Lease provided, Landlord or Tenant shall be entitled to the
restraint by injunction of the violation, or attempted or threatened violation,
of any of the covenants, conditions or provisions of this Lease. Nothing in
this Lease shall give either party the right to terminate this Lease except as
otherwise specifically set forth in this Lease.
30. Amendments. This Lease may be amended, modified, renewed, extended,
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cancelled or terminated only by a written instrument duly executed by both of
the parties hereto.
31. Provisions Construed As Covenants. All the provisions of this Lease,
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insofar as they are applicable to either or both of the parties hereto, shall be
taken and construed
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as the covenant or covenants of such party or parties respectively to do or
perform the thing or act specified or not to do the act or thing inhibited.
32. Binding Effect. The provisions of this Lease shall be binding upon
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and shall inure to the benefit of the parties hereto and their respective
successors and assigns; subject, nevertheless, to the restrictions on assignment
by Tenant as set forth in section 6 hereof and to the provisions of section 24
hereof.
33. Reservations Roads and Utilities. Landlord reserves for itself and
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all tenants, the use of access roads and of utilities, and the right to make
additional connections, as Landlord may deem necessary, without unreasonable
interference with the operations of Tenant.
34. Acceptance of possession of the Leased Premises or opening the same
for business shall be conclusive evidence that the Leased Premises are and were
in good order and condition on the Commencement Date.
35. Tenant shall have the non-exclusive right to the use of the fifty
(50) foot driveway in the area shaded in green on Exhibit A attached hereto
which driveway may be used in common with Landlord, Tenant and other respective
tenants, their employees, invitees and business visitors for pedestrian and
vehicular traffic.
WITNESS the due execution hereof.
ATTEST: THE BUNCHER COMPANY
/s/ By /s/
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Secretary President
ATTEST: WESCO DISTRIBUTION, INC.
/s/ By /s/
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Assistant Secretary Xxxxxx X. Xxxxxxxx, Treasurer
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RIDER TO
AGREEMENT OF LEASE DATED
SEPTEMBER 4, 1997 BY AND BETWEEN
THE BUNCHER COMPANY, AS LANDLORD, AND
WESCO DISTRIBUTION, INC., AS TENANT
This Rider is attached to and made a part of the Agreement of Lease
referred to above. To the extent any inconsistencies exist between the
provisions of this Rider and the foregoing printed portions of the Agreement of
Lease referred to above, the provisions of this Rider shall govern. All terms
defined in the foregoing printed provisions of the Agreement of Lease shall have
the same meanings herein as in the foregoing printed provisions unless otherwise
set forth herein. The term "this Lease" shall mean the foregoing printed
provisions as modified, amended and/or supplemented by this Rider.
1. TERMINATION OF EXISTING LEASE: Tenant is presently leasing other
property of Landlord under that certain Agreement of Lease dated June 30, 1997
(the "Old Lease"). The Old Lease and the term thereof shall terminate seven (7)
days after the Commencement Date or the Beginning Date, if applicable, as though
such date was the scheduled expiration date of the Old Lease except Tenant shall
have no obligation for the payment of rental under the Old Lease for the seven
(7) day period after the Commencement Date or the Beginning Date, if applicable,
of this Lease.
2. COMPLETION: (A) Landlord shall use Landlord's best efforts to
substantially complete, at Landlord's cost and expense, the tenant improvements
described on Exhibit B attached hereto and made a part hereof (the "Tenant
Improvements") prior to the Commencement Date. If the Tenant Improvements are
not so completed, this Lease shall remain in full force and effect except that
rental, taxes, insurance, utility payments and other sums due as additional
rental under this Lease shall not commence until the seventh (7th) day
(hereinafter known as the "Beginning Date") after Landlord has provided written
notice to Tenant ("Letter Amendment") setting
forth (i) that the Tenant Improvements are substantially completed and the
Leased Premises are ready for occupancy, (ii) that a certificate of occupancy
has been issued by the applicable governmental authorities, (iii) the actual
Beginning Date, the actual Commencement Date and expiration date of the term of
this Lease, and (iv) subject to paragraph 3 of this Rider, the dates and amounts
of the rental payments due hereunder. The Letter Amendment when issued as
provided herein shall be incorporated into and made a part of this Lease. If the
Beginning Date is other than the first day of a month, Tenant shall pay to
Landlord as rental the sum of $601.02 for each day from the Beginning Date to
the first day of the month following the Beginning Date, and the initial term
shall run for a full sixty (60) months from the first day of the month following
the Beginning Date so as to end on the last day of the sixtieth (60th) full
month after the Beginning Date.
(B) If the Tenant Improvements are substantially completed more than
seven (7) days prior to the scheduled Commencement Date, the Beginning Date
shall be the seventh (7th) day after Tenant has been notified that the Tenant
Improvements are so completed and there shall be no change in the Commencement
Date or the expiration date as set forth in the printed portion of this Lease.
Tenant shall pay to Landlord as rental for the Leased Premises the sum of
$601.02 for each day from the Beginning Date to the Commencement Date.
All terms and conditions of this Lease shall be effective from the
Beginning Date as though the term of this Lease had commenced on the Beginning
Date except that the expiration date of the initial term shall be as provided
above in this paragraph.
3. RENTAL: Tenant shall pay to Landlord as rental for the Leased Premises
the following amounts at the following times:
(A) On the first day of the first full calendar month of the initial term
of this Lease following the
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Beginning Date, if applicable, Tenant shall pay to Landlord as rental
for the Leased Premises the per diem rental, if any, as set forth in
paragraph 2(A) and paragraph 2(B) of this Rider.
(B) Beginning on October 1, 1997, or if later, on the first day of the
first (lst) full calendar month of the initial term of this Lease
(i.e., the first day of the month following the Beginning Date), and
on the first day of each calendar month thereafter until October 1,
1999, or the first day of the twenty-fifth (25th) full calendar month
following the Beginning Date, if applicable, Tenant shall pay to
Landlord as monthly rental for the Leased Premises the amount of
$18,280.94.
(C) Beginning on October 1, 1999 or on the first day of the twenty-fifth
(25th) full calendar month of the initial term of this Lease following
the Beginning Date, if applicable, and on the first day of each
calendar month thereafter until October 1, 2000 or the first day of
the thirty-seventh (37th) full calendar month following the Beginning
Date, if applicable, Tenant shall pay to Landlord as monthly rental
for the Leased Premises the amount of $19,499.67.
(D) Beginning on October 1, 2000, or on the first day of the thirty-
seventh (37th) full calendar month of the initial term of this Lease
following the Beginning Date, if applicable, and on the first day of
each calendar month thereafter during the remainder of the initial
term of this Lease, Tenant shall pay to Landlord as monthly rental for
the Leased Premises the amount of $20,718.40.
The rentals as determined under 3(B), 3(C) and 3(D) above shall be payable
in advance, without demand, deduction or set off. All rentals and other sums
payable hereunder shall be paid to Landlord's agent, Buncher Management Agency,
Inc.,
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0000 Xxxxxxx Xxxxxx, P.0. Box #81930, Pittsburgh, Pennsylvania 15217-0930 or at
such other place or to such other person as may be designated by Landlord in
writing.
4. MAINTENANCE AND REPAIR: During the term of this Lease, Tenant, at its
sole cost and expense, shall procure a satisfactory maintenance contract with an
authorized service company for the HVAC equipment serving the Leased Premises
and keep records of service to the HVAC system for Landlord's review.
Landlord will assign to Tenant at the commencement of the term of this
Lease, the benefits of all assignable manufacturer's warranties, if any,
covering the equipment serving the Leased Premises and will grant to Tenant a
one (1) year warranty of the workmanship and materials installed by Landlord
from any defects unless caused by lack of maintenance by Tenant or any act or
negligence of Tenant or those acting under Tenant.
Tenant understands and acknowledges that the Leased Premises is a part of a
commerce park being developed by Landlord. Landlord reserves the right to
institute reasonable rules and regulations governing the maintenance of the
Leased Premises and the commerce park which Tenant agrees to observe.
In addition to Tenant's obligation for maintenance and repair of the Leased
Premises as set forth in the first paragraph of section 4 of the printed portion
of this Lease, Tenant shall, at Tenant's sole cost and expense, comply with all
governmental laws and regulations, including but not limited to local, state,
federal administrative requirements and regulations, relating to Tenant's use
and occupancy of the Leased Premises and the business conducted therein and
thereon including without limitations compliance with laws relating to
accessibility to, usability by and discrimination against disabled individuals.
5. ASSIGNMENT AND SUBLETTING: Notwithstanding any provision to the
contrary contained in section 6 of the
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printed portion of this Lease, Tenant may without Landlord's consent assign this
Lease or sublet the Leased Premises or any part thereof to any subsidiary or
affiliate of Tenant provided Tenant notifies Landlord in writing of its
intention to so assign or sublet. For the purpose of this paragraph 5, the terms
"subsidiary and affiliate" shall be defined as any corporation or entity which
controls Tenant, is controlled by Tenant or is under the common control with
Tenant by the same parent corporation or other entity, or any corporation into
which Tenant may be merged or consolidated or which purchases all or
substantially all of the assets of Tenant.
6. INSURANCE: Tenant and Landlord agree that the Leased Premises is a
portion of Landlord's building (the "Building"), more particularly shown on
Exhibit A attached hereto.
Landlord shall maintain fire and extended coverage insurance on the
Building for its replacement value in such amounts as Landlord may from time to
time reasonably determine. Within fifteen (15) days after Landlord provides to
Tenant supporting documentation of the reasonable cost of insuring the Building,
Tenant will pay to Landlord as additional rental hereunder, Tenant's pro rata
share of the insurance premium paid or payable by Landlord for so insuring the
Building. Tenant's pro rata share of such insurance premium shall be based on
the number of square feet of space in the Building portion of the Leased
Premises to the number of square feet of space in the Building as the same may
exist from time to time. As currently calculated, Tenant's pro rata share is
determined as follows: i.e., 58,499 square feet divided by 99,475 square feet or
58.81%. In addition, Tenant shall be liable for any increase in such insurance
premiums resulting from Tenant's use of the Leased Premises. Tenant shall be
responsible for insuring against any loss to Tenant's own fixtures and contents
in or about the Leased Premises. If the Leased Premises is damaged as a result
of an insured risk, Tenant shall be responsible for its proportionate share of
the deductible portion of Landlord's insurance coverage which deductible is
currently $1,000.00.
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In addition to the insurance requirements set forth in section 8 of the
printed portion of this Lease, Tenant shall maintain during the term of this
Lease or any extension thereof worker's compensation and employee's liability
insurance at the statutory limits on its employees at the leased Premises and
shall indemnify and hold harmless Landlord from and against any and all expenses
connected with claims made by Tenant's employees for injuries incurred at the
Leased Premises.
7. TAXES: The parties hereto acknowledge that the assessment for real
estate taxes for the Leased Premises is included in the assessment for all
buildings and the entire land area (collectively hereinafter called the
"Property") of which the Leased Premises is a part. The Property is more
particularly identified on the tax records as Parcel Number 69-165-0155-000.
Tenant shall pay to Landlord its allocated share of the real estate taxes
on the Property as the same shall be determined by Landlord from time to time
during the term of the Lease.
Upon the execution of this Lease by the parties hereto, Landlord shall make
application to the Beaver County and the Freedom Area School District for
abatement of real estate taxes under the existing regulations of each named body
pursuant to the Local Economic Revitalization Tax Assistant Act. The present
rate of tax abatement for each named body is set forth on Exhibit C attached
hereto and made a part hereof. Tenant shall receive the benefit of the tax
abatement, if any, as approved by each named body.
Landlord shall provide Tenant at the time of invoice, supporting
documentation of Tenant's allocable share of the real estate taxes.
8. LANDLORD'S INDEMNITY: Landlord shall, indemnify, hold harmless and
defend Tenant from and against any and all costs, expenses, liabilities,
injuries, losses, damages, suits,
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actions, fines, penalties, claims, or demands of any kind which are asserted by
or on behalf of any person, arising out of or in any way connected with any
accident, death or personal injury, or damage to property, that shall occur in
or about the Leased Premises which results from or is caused by the sole
negligence or willful misconduct of Landlord, its employees, contractors, agents
or invitees.
9. HAZARDOUS SUBSTANCES: Tenant shall not cause, permit or allow any
Hazardous Substance to be generated, emitted, discharged, released or disposed
of, on, in or from the Leased Premises by Tenant, Tenant's agents, employees,
contractors, invitees or those holding under Tenant. Tenant shall comply with
all Environmental Laws governing or relating to the generation, transportation,
use, storage, emission, discharge, release, threatened release or disposal of
Hazardous Substances with respect to the use and occupancy of the Leased
Premises or the condition thereof. Without limitation of the foregoing, if
Tenant causes, permits or allows the emission, discharge, release, threatened
release or disposal of any Hazardous Substance from, on or in the Leased
Premises (hereinafter called the "Contamination") in violation of any
Environmental Laws, Tenant shall promptly, at its sole cost and expense, take
any and all actions necessary to remediate and/or remove Contamination and to
comply with the Environmental Laws.
Tenant shall defend, indemnify and hold Landlord harmless from and against
all claims, damages, remedial or removal actions or obligations, fines,
judgments, liens, penalties, costs, expenses, diminished property value, lost or
diminished rental revenue, liabilities or losses of any kind asserted against,
or suffered or incurred by, Tenant and/or Landlord resulting directly or
indirectly from the presence, generation, transportation, use, storage,
emission, discharge, release, threatened release or disposal of Hazardous
Substances on, in or from the Leased Premises, provided, however, that Tenant's
indemnity hereunder shall not extend to Contamination existing on the Leased
Premises prior to the date of this Lease and for Contamination of the Leased
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Premises directly attributable to or Contamination caused by landlord or any
unrelated third party without the consent or knowledge of Tenant or under
Tenant's control. The provisions of the foregoing sentence shall survive the
termination of this Lease.
Landlord shall defend, indemnify and hold Tenant harmless from and against
all claims, damages, remedial or removal actions or obligations, fines,
judgments, liens, penalties, costs, expenses, diminished property value, lost or
diminished rental revenue, liabilities or losses of any kind asserted against,
or suffered or incurred by Tenant resulting directly or indirectly from the
presence, generation, transportation, use, storage, emission, discharge,
release, threatened release or disposal of Hazardous Substances on, in or from
the Leased Premises by Landlord, its employees, agents or authorized
representatives or resulting from Landlord's construction, use or occupancy of
the Leased Premises. The provisions of the foregoing sentence shall survive the
termination of this Lease.
As used herein, the term "Hazardous Substance" or "Hazardous Substances"
shall mean any and all substances or materials which are defined as or listed as
"hazardous materials", "toxic substances", "hazardous air pollutants", "toxic
pollutants", "pollutants", and/or "contaminants" as those terms are used,
defined or listed under any Environmental Laws. As used herein the term
"Hazardous Substance" shall also include any petroleum product, including
gasoline, diesel fuel, motor oil and waste oil.
As used herein the term "Environmental Laws" shall mean any federal, state
or local law, statute, ordinance, rule, order, regulation, injunction, writ or
decree now or hereafter existing which governs or otherwise relates to the
generation, transportation, use, storage, emission, discharge, release,
threatened release or disposal of Hazardous Substances including, without
limitation, the Resource, Conservation and Recovery Act, the Comprehensive
Environmental Response Compensation and Liability Act, the Hazardous Materials
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Transportation Act, the Toxic Substances Control Act, the Clean Air Act and the
Clean Water Act.
10. RENEWAL OPTION: Tenant shall have the right and option to extend the
initial term of the Lease for one (1) additional term of five (5) years (the
"Renewal Term") to commence immediately following the expiration of the initial
term. Tenant may exercise the right for the Renewal Term only by delivering to
Landlord written notice of Tenant's exercise of such right no less than one (1)
year prior to the expiration of the initial term. The terms and conditions of
this Lease shall continue in full force and effect for the Renewal Term, except
that the monthly rental for the Renewal Term shall be determined pursuant to the
following formula:
Monthly Rental = $19,499.67 X CPI in effect on the
for the Renewal expiration date of the
Term initial term
Divided by __________________________
CPI on October 1, 1997
Notwithstanding the result of the above calculation, the monthly rental for
the Renewal Term shall not be less than $20,718.40 per month.
The CPI, as referred to herein, means the Consumer Price Index for all
Urban Consumers 1984=100 relating to the Pittsburgh Metropolitan area, as issued
by the Bureau of Labor Statistics of the United States Department of Labor, or
any successor to the function thereof. In the event of the conversion of the
CPI to a different standard reference base or any other revision thereof, the
determination hereunder shall be made with the use of such Bureau of Labor
Statistics or successor to the functions thereof or in the absence of the
publication of such conversion factor, such formula or table as the parties
shall mutually designate.
The foregoing option and right to extend the term of this Lease for the
Renewal Term as herein provided is subject to (i) Tenant's timely exercise of
this option as herein
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provided, (ii) WESCO Distribution, Inc., or its subsidiary or affiliate
themselves being in full possession of the Leased Premises one (1) year prior to
the expiration date of the Extended Term and at the commencement of the Renewal
Term and (iii) Tenant not being in material default at the time of the exercise
of such option or at the commencement of the Renewal Term. If Tenant does not
satisfy conditions (ii) and (iii) above, Landlord at its option may terminate
this Lease effective on the day preceding the commencement of the Renewal Term.
11. BROKERAGE: Except as provided below, Landlord and Tenant each hereby
warrants to the other that no real estate broker has been involved in this
transaction on its behalf and that no finder's fees or real estate commissions
have been earned by any third party. Tenant agrees to indemnify Landlord and
Landlord hereby agrees to indemnify Tenant for any liability or claims for
commissions or fees arising from a breach of this warranty. The only real estate
broker involved in this transaction is Xxxxxxxxx Company, whose commissions or
fees with respect to this transaction, shall be paid by Landlord.
12. TERMINATION BY TENANT: Tenant shall have a one time right during the
initial term of this Lease to terminate this Lease and the term thereof on the
later of March 31, 2000 or the last day of the thirtieth (30th) full month of
the term of the Lease (the "Early Out Date") by providing Landlord with not less
than six (6) months' prior written notice of its intention to so terminate this
Lease and the payment to Landlord not less than three (3) months prior to the
Early Out Date, the amount of $116,998.02. Upon the timely giving of notice and
the payment of the said amount, this Lease and the term thereof shall terminate
on the Early Out Date as though said date was the scheduled date for the
expiration of the term of this Lease.
13. PARKING: Tenant shall have the exclusive right to the use of the
parking areas located within the Leased
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Premises as shown outlined in red on Exhibit A attached hereto.
14. COMMON AREA MAINTENANCE: A. Landlord shall, at its sole cost and
expense (i) maintain in reasonably good condition and repair, when necessary as
determined by Landlord, the driveway shown shaded in green on Exhibit A and the
parking lots shown on Exhibit A attached hereto located on the Property and (ii)
maintain the landscape areas located within the Property but not included in
Tenant's Leased Premises or in the Leased Premises of other Tenants in the
Building. The driveway, the parking lots and the landscape areas are
collectively hereinafter called the "Common Areas".
Tenant shall pay to Landlord a monthly charge (the "CAM Charge"), as
reasonably determined from time to time by Landlord, being Tenant's allocable
share of the Common Area Expense, as hereinafter defined, to reimburse Landlord
for Tenant's allocable share of Landlord's costs of maintaining the Common
Areas. As used herein, "Common Area Expenses" shall mean all reasonable costs
and expenses incurred by Landlord of whatever nature for maintaining the Common
Area including but not limited to a reasonable reserve for the replacement of
the asphalt surfaces of the Common Areas. All capital repairs and replacements
shall be amortized in accordance with GAAP.
Beginning on the Commencement Date, Tenant shall pay to Landlord, as
additional rental, a CAM Charge of $731.24 per month (said amount being
Landlord's estimate of Common Area Expenses allocable to Tenant for 1997). The
CAM Charge shall be subject to adjustment at the end of each calendar year
during the term of the Lease based upon the actual Common Area Expenses incurred
by Landlord during the previous calendar year and an estimate of Common Area
Expenses for the ensuing calendar year.
Landlord shall provide Tenant within sixty (60) days after each calendar
year proper documentation to support said CAM Charge and the Common Area
Expenses.
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B. ADJUSTMENT MECHANISM: During each calendar year following the first
calendar year, but no later than sixty (60) days following each calendar year,
Landlord shall submit a statement supported by reasonable documentation setting
forth the amount of the Common Area Expenses and Tenant's allocable share of the
Common Area Expenses and the difference if any between the amount actually owed
by Tenant and the amount actually paid by Tenant in accordance with this
paragraph 14. Landlord agrees to keep books and records documenting Common Area
Expenses. Tenant shall have the right for a period of one (1) year after
Landlord has submitted said statements, at Tenant's cost, to inspect Landlord's
statement of Common Area Expenses after reasonable notice during normal
operating hours. If Tenant owes Landlord the difference, Tenant shall pay the
difference as additional rental within thirty (30) days of billing by Landlord.
If Landlord owes Tenant the difference, Tenant shall receive a credit for such
amount against Tenant's next ensuing monthly CAM Charge payments. Tenant's
covenant to pay Tenant's allocable share of the Common Area Expenses for the
term of this Lease or any extension thereof shall survive the expiration or
early termination of this Lease.
15. DAMAGE OR DESTRUCTION: Notwithstanding the provisions of section 15
of the printed portion of this Lease, if the Improvements shall be destroyed or
in the judgment of Landlord substantially damaged by insured casualty during the
last year of the term of this Lease, and in Landlord's sole reasonable judgment
cannot be repaired or restored within ninety (90) days after the happening of
such event, then either party may, within thirty (30) days after the occurrence
of such damage or destruction, cancel and terminate this Lease by giving written
notice to the other, and if such notice is given, this Lease shall expire as of
the date of such destruction with the same effect as though that date was the
date of the expiration of the term of this Lease, rental hereunder shall xxxxx
as of the date of such damage or destruction, Landlord shall be entitled to
retain all insurance proceeds resulting from such damage or destruction,
Landlord shall refund to Tenant any unearned rent paid in
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advance, and Tenant shall as expeditiously as is reasonable under the
circumstances remove such of its property as it is required to remove under the
provisions of section 12 hereof and shall surrender the Leased Premises to
Landlord who may enter upon and repossess the same, and all further liability by
Tenant and Landlord hereunder shall thereupon cease. If this Lease is not so
canceled and terminated, the provisions of the foregoing paragraphs of section
15 shall control.
16. DEFAULTS AND REMEDIES: If Landlord fails to perform any of the
covenants and conditions of this Lease to be kept, observed or performed by
Landlord, and such failure shall not have been cured within thirty (30) days
after notice and demand, or in the event the default is of such a nature that it
cannot be cured within thirty (30) days and Landlord has not taken reasonable
steps to cure said default, then, Tenant shall have the right to exercise any
and all rights and remedies available to it at law or in equity, including, but
not limited to, the right to enjoin a breach or threatened breach of this Lease
in a court of competent jurisdiction.
WITNESS the due execution hereof as of the date of the foregoing Agreement
of Lease.
ATTEST: THE BUNCHER COMPANY
/s/ /s/
------------------------ ---------------------------
Exec. Vice Pres. & President
Secretary
(Corporate Seal)
ATTEST: WESCO DISTRIBUTION, INC.
/s/ /s/
------------------------ ---------------------------
Assistant Secretary Xxxxxx X. Xxxxxxxx, Treasurer
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FIRST AMENDMENT TO AGREEMENT OF LEASE
MADE THIS 24TH DAY OF SEPTEMBER, 1997
BY AND BETWEEN
THE BUNCHER COMPANY (hereinafter called "Landlord"), a Pennsylvania
corporation having its principal place of business in Allegheny County,
Pennsylvania
AND
WESCO DISTRIBUTION, INC. (hereinafter called "Tenant"), a Delaware
corporation having its principal place of business in the City of Pittsburgh,
Allegheny County, Pennsylvania
WHEREAS, the parties hereto have entered into a certain Agreement of Lease
(the "Lease") dated September 4, 1997 covering certain property located in the
Township of New Sewickley, Beaver County, Pennsylvania and more particularly
described in the Lease (the "Leased Premises"); and
WHEREAS, all terms defined in the Lease and used herein shall have the same
meaning herein as in the Lease unless otherwise provided herein; and
WHEREAS, the parties desire to amend the Lease to (i) provide that Landlord
shall perform or cause to perform certain additional work (the "Additional
Improvements") in or about the Leased Premises and (ii) increase the monthly
rental for the Leased Premises to amortize the cost of the Additional
Improvements over the initial term of the Lease.
NOW, THEREFORE, in consideration of the premises and intending to be
legally bound, the parties hereto promise, covenant and agree as follows:
1. COMPLETION OF ADDITIONAL IMPROVEMENTS: Landlord shall, at its sole
cost and expense, complete the Additional Improvements to the Leased Premises on
or before the
1
Commencement Date or Beginning Date, if applicable, of the Lease. As used
herein the Additional Improvements shall include (i) the construction of a
concrete ramp at the drive-in door and (ii) the installation of one (1) 110 volt
duplex outlet at each of the following column locations in the warehouse, i.e.,
columns: C-5, C-11, F-5 and F-11.
2. AMORTIZATION PAYMENTS: Beginning on the Commencement Date or on the
first day of the first full calendar month of the initial term of the Lease
following the Beginning Date, if applicable, and on the first day of each
calendar month thereafter during the initial term of the Lease, Tenant shall pay
to Landlord as additional rental in addition to rental and other sums otherwise
payable under the Lease, the amount of $353.79 per month which amount represents
the amount required to amortize the agreed upon cost of the Additional
Improvements, including interest, over the initial term of the Lease. If Tenant
exercises its right to terminate the Lease as provided under paragraph 12 of the
Rider to Agreement of Lease, Tenant shall pay to Landlord three (3) months prior
to the Early Out Date the amount of $9,299.39 (the unamortized cost of the
Additional Improvements at the end of the thirtieth (30th) month of the initial
term of the Lease), in
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addition to all other sums payable by Tenant as set forth in the Lease.
3. Except as amended and supplemented hereby, all terms and conditions of
the Lease shall remain in full force and effect.
WITNESS the due execution hereof as of the date of the foregoing Agreement
of Lease.
ATTEST: THE BUNCHER COMPANY
/s/ /s/
----------------------------- -----------------------------
Exec. V.P. & Secretary President
(Corporate Seal)
ATTEST: WESCO DISTRIBUTION, INC.
/s/ /s/
----------------------------- -----------------------------
Assistant Secretary Xxxxxx X. Xxxxxxxx, Treasurer
(Corporate Seal)
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