EXHIBIT 10.3
LEASE AGREEMENT
by and between
UH STORAGE (DE) LIMITED PARTNERSHIP,
a Delaware limited partnership
as LANDLORD
and
MERCURY PARTNERS, LP,
a Nevada limited partnership,
as TENANT
Premises: See Schedule A attached hereto
Dated as of: March 31, 2004
TABLE OF CONTENTS
Page
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1. Demise of Premises.................................................... 1
2. Certain Definitions................................................... 1
3. Title and Condition; Single Lease Transaction......................... 12
4. Use of Leased Premises; Quiet Enjoyment............................... 14
5. Term.................................................................. 16
6. Basic Rent............................................................ 17
7. Additional Rent....................................................... 17
8. Net Lease: Non-Terminability.......................................... 18
9. Payment of Impositions................................................ 19
10. Compliance with Laws and Easement Agreements; Environmental Matters... 20
11. Liens; Recording ..................................................... 23
12. Maintenance and Repair................................................ 24
13. Alterations and Improvements.......................................... 24
14. Permitted Contests.................................................... 26
15. Indemnification ...................................................... 26
16. Insurance............................................................. 28
17. Casualty and Condemnation............................................. 31
18. Termination Events.................................................... 33
19. Restoration........................................................... 34
20. Procedures Upon Purchase.............................................. 35
21. Assignment and Subletting: Prohibition against Leasehold Financing.... 37
22. Events of Default..................................................... 40
23. Remedies and Damages Upon Default..................................... 43
24. Notices............................................................... 46
25. Estoppel Certificate.................................................. 46
26. Surrender............................................................. 47
27. No Merger of Title.................................................... 47
28. Books and Records..................................................... 47
29. Determination of Value................................................ 48
30. Non-Recourse as to Landlord........................................... 50
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31. Financing............................................................. 50
32. Subordination, Non-Disturbance and Attornment......................... 51
33. Tax Treatment; Reporting.............................................. 52
34. Option to Purchase ................................................... 52
35. Security Deposit...................................................... 53
36. Economic Abandonment.................................................. 55
37. Substitution and Exchange of Premises................................. 56
38. UHS Lease; Automatic Assumption of the UHS Lease ..................... 57
39. Local Law Provisions ................................................. 58
40. Miscellaneous ........................................................ 58
Exhibit "A-l" - Legal Descriptions of each Related Premises
Exhibit "A-2" - Street Addresses of each Related Premises
Exhibit "B" - Machinery and Equipment
Exhibit "C-l" - Schedule of Permitted Encumbrances
Exhibit "C-2" - Schedule B from each Title Pro Forma
Exhibit "D" - Rent Schedule
Exhibit "E" - Acquisition Costs
Exhibit "F" - Premises Percentage Allocation of Basic Rent
Exhibit "G" - Local Law Provisions
Exhibit "H" - Tenant's Post Closing Environmental Obligations
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LEASE AGREEMENT, made as of Xxxxx 00, 0000, xxxxxxx XX XXXXXXX (XX)
LIMITED PARTNERSHIP, a Delaware limited partnership (together with any of its
successors and/or assigns, "Landlord"), with an address c/o W. P. Xxxxx & Co.
LLC, 00 Xxxxxxxxxxx Xxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, and MERCURY
PARTNERS, LP, a Nevada limited partnership ("Tenant") with an address at c/o
Xxxxx Xxxxxx, 000 X. Xxxxxxx Xxxxxx, Xxxxx 0000, Xxxx, Xxxxxx 00000.
In consideration of the rents and provisions herein stipulated to be paid
and performed, Landlord and Tenant hereby covenant and agree as follows:
1. Demise of Premises. Landlord hereby demises and lets to Tenant,
and Tenant hereby takes and leases from Landlord, for the term and upon the
provisions hereinafter specified, the following described properties
(hereinafter referred to collectively as the "Leased Premises" and each
individually as a "Related Premises": (a) that portion of the land described in
Exhibit "A-l" attached hereto upon which the Improvements containing the
self-storage units and related facilities are located and designated "RV", boat
and customer trailer parking areas are located, together with the Appurtenances
related thereto, and together with a personal easement for the benefit of Tenant
(and any permitted assignees or sublessees of Tenant's interests hereunder)
granting the right of ingress and egress for vehicular and pedestrian access
over and through the Common Areas (collectively, the "Land"); (b) the buildings,
structures and other improvements now or hereafter constructed on the Land
(collectively, the "Improvements"); and (c) the fixtures, machinery, equipment
and other property described in Exhibit "B" on the Land or within any
Improvements thereon (collectively, the "Equipment").
2. Certain Definitions.
"Abandonment Date" shall mean the Abandonment Date as defined
in Paragraph 36.
"Abandonment Notice" shall mean Abandonment Notice as defined
in Paragraph 36.
"Abandonment Offer Amount" shall mean the Abandonment Offer
Amount as defined in Paragraph 36.
"Abandonment Premises" shall mean the Leased Premises or any
of the Related Premises, as applicable, abandoned pursuant to Paragraph 36.
"Acquisition Cost" of each of the Related Premises shall mean
the amount set forth opposite such premises on Exhibit "E" hereto.
"Additional Rent" shall mean Additional Rent as defined in
Paragraph 7.
"Affected Premises" shall mean the Affected Premises as
defined in Paragraph 18.
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"Affiliate" of any Person shall mean any Person which shall
(1) control, (2) be under the control of, or (3) be under common control with
such Person (the term "control" as used herein shall be deemed to mean ownership
of more than 50% of the outstanding Voting Stock of a corporation, or other
majority equity and control interest if such Person is not a corporation).
"Alterations" shall mean all changes, additions, improvements
or repairs to, all alterations, reconstructions, renewals, replacements or
removals of and all substitutions or replacements for any of the Improvements or
Equipment, both interior and exterior, structural and non-structural, and
ordinary and extraordinary.
"Appurtenances" shall mean all tenements, hereditaments,
easements, rights-of-way, rights, privileges in and to the Land, including (a)
easements over other lands granted by any Easement Agreement and (b) any
streets, ways, alleys, sidewalks, driveways, curbs vaults, gores or strips of
land adjoining the Land.
"Assignment" shall mean any assignment of rents and leases
from Landlord to a Lender which (a) encumbers any of the Leased Premises and (b)
secures Landlord's obligation to repay a Loan, as the same may be amended,
supplemented or modified from time to time, in any case, whether pursuant to a
separate agreement or as part of a Mortgage.
"Assignment and Assumption of UHS Lease Agreement" shall mean
that certain Assignment and Assumption Agreement dated as of the date hereof by
and between Tenant and UHS Tenant.
"Assignment and Subordination of Management Agreement" shall
mean that certain Assignment and Subordination of Management Agreement dated as
of the date hereof by and among Tenant, Landlord and Manager and any future
assignment and subordination of management agreement by and among Tenant,
Manager and Landlord, which future assignment and subordination of management
agreement shall be in form and substance reasonably acceptable to each party
thereto.
"Automatic Renewal Notice" shall mean Automatic Renewal Notice
as defined in Paragraph 5.
"Basic Rent" shall mean Basic Rent as defined in Paragraph 6.
"Basic Rent Adjustment Date" shall mean Basic Rent Adjustment
Date as defined in Exhibit "D".
"Basic Rent Payment Dates" shall mean the Basic Rent Payment
Dates as defined in Paragraph 6.
"Casualty" shall mean any loss of or damage to or destruction
of or which affects the Leased Premises or Appurtenances or which arises from
the Appurtenances.
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"Commencement Date" shall mean Commencement Date as defined in
Paragraph 5.
"Common Areas" shall mean the applicable area or areas located
upon or comprising a portion of each Related Premises necessary for Tenant
and/or its employees, customers, contractors and invitees to enjoy vehicular and
pedestrian ingress and/or egress to and from the Improvements from (i) any
public street adjoining the Land or (ii) any office or general parking areas
located upon or constituting a portion of the land and improvements demised to
UHS under the UHS Lease for the Corresponding UHS Premises.
"Condemnation" shall mean a Taking and/or a Requisition.
"Condemnation Notice" shall mean written notice of the
relevant condemning authority, of the institution of or intention to institute
any proceeding for Condemnation.
"Corresponding UHS Premises" shall mean the real property and
improvements demised pursuant to the UHS Lease and located contiguously to, and
at the same street address as, the applicable Related Premises, Affected
Premises, Exchange Premises or Abandonment Premises as the context shall
require, demised hereunder to Tenant.
"Costs" of a Person or associated with a specified transaction
shall mean all reasonable out-of-pocket costs and expenses incurred by such
Person or associated with such transaction, including without limitation,
attorneys' fees and expenses, court costs, brokerage fees, escrow fees, title
insurance premiums, recording fees and transfer taxes, as the circumstances
require.
"CPI" shall mean CPI as defined in Exhibit "D" hereto.
"CPI Adjusted Acquisition Cost" shall mean the product of (x)
the Acquisition Cost, as increased by CPI from the Commencement Date through the
Option Purchase Date in the same manner that Basic Rent is adjusted by CPI
pursuant to Exhibit "D" and (y) 0.90.
"Default Rate" shall mean the Default Rate as defined in
Paragraph 7(a)(iv).
"Easement Agreement" shall mean any conditions, covenants,
restrictions, easements, declarations, and other similar agreements burdening or
benefiting any Related Premises and listed as Permitted Encumbrances or as may
hereafter affect the Land comprising any Related Premises or the use or
occupancy of any Related Premises and bind Landlord and/or any future fee owner
of any Related Premises.
"Environmental Law" shall mean (i) whenever enacted or
promulgated, any applicable federal, state, foreign and local law, statute,
ordinance, rule, regulation, license, permit, authorization, approval, consent,
court order, judgment, decree, injunction, code, requirement or agreement with
any governmental entity, (x) relating to pollution (or the cleanup thereof), or
the protection of air, water vapor, surface water, groundwater, drinking water
supply,
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land (including land surface or subsurface), plant, aquatic and animal life from
injury caused by a Hazardous Substance or (y) concerning exposure to, or the
use, containment, storage, recycling, reclamation, reuse, treatment, generation,
discharge, transportation, processing, handling, labeling, production, disposal
or remediation of any Hazardous Substance, Hazardous Condition or Hazardous
Activity, in each case as amended and as now or hereafter in effect, and (ii)
any common law or equitable doctrine (including, without limitation, injunctive
relief and tort doctrines such as negligence, nuisance, trespass and strict
liability) that may impose liability or obligations or injuries or damages due
to or threatened as a result of the presence of, exposure to, or ingestion of,
any Hazardous Substance. The term Environmental Law includes, without
limitation, the federal Comprehensive Environmental Response Compensation and
Liability Act of 1980, the Superfund Amendments and Reauthorization Act, the
federal Water Pollution Control Act, the federal Clean Air Act, the federal
Clean Water Act, the federal Resources Conservation and Recovery Act of 1976
(including the Hazardous and Solid Waste Amendments to RCRA), the federal Solid
Waste Disposal Act, the federal Toxic Substance Control Act, the federal
Insecticide, Fungicide and Rodenticide Act, the federal Occupational Safety and
Health Act of 1970, the federal National Environmental Policy Act and the
federal Hazardous Materials Transportation Act, each as amended and as now or
hereafter in effect and any similar state or local Law.
"Environmental Violation" shall mean (a) any direct or
indirect discharge, disposal, spillage, emission, escape, pumping, pouring,
injection, leaching, release, seepage, filtration or transporting of any
Hazardous Substance at, upon, under, onto or within the Leased Premises, or from
the Leased Premises to the environment, in violation of any Environmental Law or
in excess of any reportable quantity established under any Environmental Law or
which could result in any liability to Landlord, Tenant or Lender, any Federal,
state or local government or any other Person for the costs of any removal or
remedial action or natural resources damage or for bodily injury or property
damage, (b) any deposit, storage, dumping, placement or use of any Hazardous
Substance at, upon, under or within the Leased Premises or which extends to any
Appurtenances in violation of any Environmental Law or in excess of any
reportable quantity established under any Environmental Law or which could
result in any liability to any Federal, state or local government or to any
other Person for the costs of any removal or remedial action or natural
resources damage or for bodily injury or property damage, (c) the abandonment or
discarding of any barrels, containers or other receptacles containing any
Hazardous Substances in violation of any Environmental Laws, (d) any activity,
occurrence or condition which could result in any liability, cost or expense to
Landlord or Lender or any other owner or occupier of the Leased Premises, or
which could result in a creation of a lien on any Related Premises under any
Environmental Law or (e) any violation of or noncompliance with any
Environmental Law.
"Equipment" shall mean the Equipment as defined in
Paragraph 1.
"Event of Default" shall mean an Event of Default as defined
in Paragraph 22(a).
"Exchange" shall mean Exchange as defined in Paragraph 37.
"Exchange Premises" shall mean Exchange Premises as defined in
Paragraph 37.
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"Expansion" shall mean an Expansion as defined in
Paragraph 13(a).
"Expansion Credit" shall mean the difference between (x) the
Fair Market Value of the applicable Related Premises including the Expansion and
(y) the Fair Market Value of such Related Premises as if such Expansion had not
been constructed, as determined in each case by the appraisers pursuant to
Paragraph 29.
"Fair Market Value" of either the Leased Premises or any
Related Premises, as the case may be, and the context may require, shall mean
the higher of (a) the fair market value of the Leased Premises or any Related
Premises, as the case may be, as of the Relevant Date as if unaffected and
unencumbered by this Lease or (b) the fair market value of the Leased Premises
or Related Premises, as the case may be, as of the Relevant Date as affected and
encumbered by this Lease and assuming that the Term has been extended for all
extension periods provided for herein. For all purposes of this Lease, Fair
Market Value shall be determined in accordance with the procedure specified in
Paragraph 29. Notwithstanding the foregoing, for purposes of determining the
Fair Market Value of any Related Premises upon Tenant's exercise of its option
to purchase the Leased Premises pursuant to Paragraph 34 of this Lease, there
shall be deducted from the Fair Market Value of any applicable Related Premises
an amount equal to the value of any Expansion Credit that corresponds to such
Related Premises.
"Fair Market Value Date" shall mean the date when the Fair
Market Value is determined in accordance with Paragraph 29.
"Federal Funds" shall mean federal or other immediately
available funds which at the time of payment are legal tender for the payment of
public and private debts in the United States of America.
"Guarantor" shall mean Mercury 99, LLC., a Nevada limited
liability company.
"Guaranty" shall mean the Guaranty and Suretyship Agreement
dated as of the date hereof from Guarantor to Landlord guaranteeing the payment
and performance by Tenant of all of Tenant's obligations under the Lease.
"Hazardous Activity" means any activity, process, procedure or
undertaking which directly or indirectly (i) procures, generates or creates any
Hazardous Substance; (ii) causes or results in (or threatens to cause or result
in) the release, seepage, spill, leak, flow, discharge or emission of any
Hazardous Substance into the environment (including the air, ground water,
watercourses or water systems), (iii) involves the containment or storage of any
Hazardous Substance; or (iv) would cause any of the Leased Premises or any
portion thereof to become a hazardous waste treatment, recycling, reclamation,
processing, storage or disposal facility within the meaning of any Environmental
Law.
"Hazardous Condition" means any condition which would support
any claim or liability under any Environmental Law, including the presence of
underground storage tanks.
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"Hazardous Substance" means (i) any substance, material,
product, petroleum, petroleum product, derivative, compound or mixture, mineral
(including asbestos), chemical, gas, medical waste, or other pollutant, in each
case whether naturally occurring, man-made or the by-product of any process,
that is toxic, harmful or hazardous or acutely hazardous to the environment or
public health or safety or (ii) any substance supporting a claim under any
Environmental Law, whether or not defined as hazardous as such under any
Environmental Law. Hazardous Substances include, without limitation, any toxic
or hazardous waste, pollutant, contaminant, industrial waste, petroleum or
petroleum-derived substances or waste, radon, radioactive materials, asbestos,
asbestos containing materials, urea formaldehyde foam insulation, lead,
polychlorinated biphenyls.
"Impositions" shall mean the Impositions as defined in
Paragraph 9(a).
"Improvements" shall mean the Improvements as defined in
Paragraph 1.
"Indemnitee" shall mean an Indemnitee as defined in
Paragraph 15.
"Initial Lender" shall mean Bank of America, N.A. and its
successors and/or assigns.
"Initial Loan" shall mean that certain Loan made by Initial
Lender to Landlord on the date hereof secured by the Leased Premises.
"Initial Loan Agreement" shall mean that certain Loan
Agreement by and between Landlord and Initial Lender, dated as of the
Commencement Date.
"Insurance Requirements" shall mean the requirements of all
insurance policies maintained in accordance with this Lease.
"Land" shall mean the Land as defined in Paragraph 1.
"Law" shall mean any constitution, statute, rule of law, code,
ordinance, order, judgment, decree, injunction, rule, regulation, requirement or
administrative or judicial determination, even if unforeseen or extraordinary,
of every duly constituted governmental authority, court or agency, now or
hereafter enacted or in effect.
"Lease" shall mean this Lease Agreement.
"Lease Assumption Event" shall mean Lease Assumption Event as
defined in Paragraph 38.
"Lease Year" shall mean, with respect to the first Lease Year,
the period commencing on the Commencement Date and ending at midnight on the
last day of the twelfth (12th) consecutive calendar month following the month in
which the Commencement Date occurred, and each succeeding twelve (12) month
period during the Term.
"Leased Premises" shall mean the Leased Premises as defined in
Paragraph 1.
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"Legal Requirements" shall mean the requirements of all
present and future Laws (including but not limited to Environmental Laws and
Laws relating to accessibility to, usability by, and discrimination against,
disabled individuals) and all covenants, restrictions and conditions now or
hereafter of record which may be applicable to Tenant or to any of the Leased
Premises or any Related Premises, or to the use, manner of use, occupancy,
possession, operation, maintenance, alteration, repair or restoration of any of
the Leased Premises or any Related Premises, even if compliance therewith
necessitates structural changes or improvements or results in interference with
the use or enjoyment of any of the Leased Premises or any Related Premises or
requires Tenant to carry insurance other than as required by this Lease.
"Lender" shall mean (a) initially, Initial Lender, and (b)
thereafter, any person or entity (and its respective successors and assigns)
which may, on or after the date hereof, make a Loan to Landlord or be the holder
of a Note.
"Letter of Credit" shall mean Letter of Credit as defined in
Paragraph 35.
"Loan" shall mean any loan made by one or more Lenders to
Landlord, which loan is secured by a Mortgage and evidenced by a Note.
"Loan Documents" shall mean those documents or instruments
evidencing or securing a Loan, including, without limitation, a loan agreement,
Mortgage, Note, Assignment or Subordination non-disturbance and attornment
agreement.
"Monetary Obligations" shall mean Rent and all other sums
payable by Tenant under this Lease to Landlord, to any third party on behalf of
Landlord or to any Indemnitee.
"Manager" shall mean U-Haul Self-Storage Management (WPC),
Inc., a Nevada corporation or any future manager retained to manage the Leased
Premises.
"Management Agreement" shall collectively mean (i) that
certain Property Management Agreement by and among Tenant and Manager, as
manager, dated as of the date hereof, with respect to the Leased Premises or any
future written management agreement with respect to the management of the Leased
Premises approved by Landlord and Lender, and (ii) that certain Assignment and
Subordination of Management Agreement by and among Landlord, Tenant and Manager
dated as of the date hereof and any future assignment and subordination of
management agreement as may be required by and in form and substance acceptable
to, Landlord and Lender.
"Mortgage" shall mean any mortgage or deed of trust from
Landlord to a Lender which (a) encumbers any of the Leased Premises, and (b)
secures Landlord's obligation to repay a Loan, as the same may be amended,
supplemented or modified.
"Negative Pledge Agreement" shall mean that certain Negative
Pledge Agreement by and between Landlord, the sole principal of Guarantor (the
"Principal") and Guarantor with respect to the ownership interests of Guarantor
in Tenant and with respect to the ownership interests of Principal in Guarantor.
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"Net Award" shall mean (a) the entire award payable to
Landlord or Lender by reason of a Condemnation whether pursuant to a judgment or
by agreement or otherwise, or (b) the entire proceeds of any insurance required
under clauses (i), (ii) (to the extent payable to Landlord or Lender), (iv), (v)
or (vi) of Paragraph 16(a), as the case may be, less any expenses incurred by
Landlord and Lender in collecting such award or proceeds.
"Non-Compete Agreement" shall mean that certain Non-Compete
Agreement dated as of the date hereof by and between Xxxx Xxxxx and Landlord.
"Note" shall mean any promissory note evidencing Landlord's
obligation to repay a Loan, as the same may be amended, supplemented or
modified.
"O & M Plan" shall mean the Operations and Maintenance
Program, if any, established with respect to the monitoring, removal,
remediation, encapsulation or other treatment or handling of asbestos containing
materials present at any Related Premises, prepared by ATC Associates, Inc. and
dated on or about March 2, 2004, as same may be amended, renewed, supplemented
or otherwise modified from time to time.
"Option Exercise Price" shall mean (1) in the case of a
Purchase Option exercised on or about the tenth (10th) anniversary of the
Commencement Date, greater of (A) 115% of the Acquisition Cost of the Leased
Premises as of the Relevant Date or (B) the Fair Market Value of the Leased
Premises as of the Relevant Date, plus, in each case, any applicable Prepayment
Premium which Landlord is required to pay in prepaying any Loan with proceeds of
the Option Exercise Price, and (2) in the case of a Purchase Option exercised on
or about the twentieth (20th) anniversary of the Commencement Date, greater of
(A) Acquisition Cost of the Leased Premises as of the Relevant Date or (B) the
lesser of (x) the Fair Market Value of the Leased Premises as of the Relevant
Date and (y) the CPI Adjusted Acquisition Cost of the Leased Premises as of the
Relevant Date, plus, in each case, any applicable Prepayment Premium which
Landlord is required to pay in prepaying any Loan with proceeds of the Option
Exercise Price.
"Option Exercise Notice" shall mean Option Exercise Notice as
defined in Paragraph 34.
"Partial Casualty" shall mean any Casualty which does not
constitute a Termination Event.
"Partial Condemnation" shall mean any Condemnation which does
not constitute a Termination Event.
"Permitted Encumbrances" shall mean those covenants,
restrictions, reservations, liens, conditions and easements and other
encumbrances, other than any Mortgage or Assignment, listed or referred to on
Exhibit "C" hereto (but such listing shall not be deemed to revive any such
encumbrances that have expired or terminated or are otherwise invalid or
unenforceable).
"Person" shall mean an individual, partnership, association,
corporation or other entity.
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"Preapproved Sublet" shall mean Preapproved Sublet as defined
in Paragraph 21.
"Premises Percentage Allocation" shall mean the percentage
allocated to each Related Premises in Exhibit "F" to this Lease as the same may
be adjusted in accordance with the formula specified in Exhibit "F".
"Prepayment Premium" shall mean any payment required to be
made by Landlord to a Lender under a Note or other document evidencing or
securing a Loan (other than payments of principal and/or interest which Landlord
is required to make under a Note or a Mortgage) solely by reason of any
prepayment or defeasance by Landlord of any principal due under a Note or
Mortgage, and which may, without limitation, take the form of (i) a "make whole"
or yield maintenance clause requiring a prepayment premium or (ii) a defeasance
payment (such defeasance payment to be an amount equal to the positive
difference between (a) the total amount required to defease a Loan and (b) the
outstanding principal balance of the Loan as of the date of such defeasance plus
reasonable Costs of Landlord and Lender); provided that such Prepayment Premium
shall be as set forth in the Initial Loan Agreement while same is in effect,
and, thereafter, consistent with market terms at the time the Note was executed
for loans from Lender (or similar institutional lenders) for similar sized loans
for single user properties of the size and type of the Lease Premises and owned
or operated by a tenant of similar creditworthiness as Tenant hereunder.
"Present Value" of any amount shall mean such amount
discounted by a rate per annum which is the lower of (a) the Prime Rate at the
time such present value is determined or (b) six percent (6%) per annum.
"Prime Rate" shall mean the interest rate per annum as
published, from time to time, in The Wall Street Journal as the "Prime Rate" in
its column entitled "Money Rate". The Prime Rate may not be the lowest rate of
interest charged by any "large U.S. money center commercial banks" and Landlord
makes no representations or warranties to that effect. In the event The Wall
Street Journal ceases publication or ceases to publish the "Prime Rate" as
described above, the Prime Rate shall be the average per annum discount rate
(the "Discount Rate") on ninety-one (91) day bills ("Treasury Bills") issued
from time to time by the United States Treasury at its most recent auction, plus
three hundred (300) basis points. If no such 91-day Treasury Bills are then
being issued, the Discount Rate shall be the discount rate on Treasury Bills
then being issued for the period of time closest to ninety-one (91) days.
"Qualified Manager" shall mean (a) U-Haul International, Inc.
or one or more of its Affiliates, (b) such other nationally or regionally
recognized, reputable and professional management organization (i) that has (or
whose principals or key management personnel have), together with its
Affiliates, not less than five (5) years experience managing properties of a
type, quality and size similar to the Leased Premises, totaling in the aggregate
not less than 3,000,000 square feet and/or 30,000 self-storage units, and (ii)
prior to whose employment as manager of the Leased Premises (A) prior to the
occurrence of a Securitization, such employment shall have been approved by
Lender in its reasonable discretion, and (B) after the occurrence of a
Securitization, Lender shall have received written confirmation from the Rating
Agencies that the employment of such manager will not result in a downgrade,
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withdrawal or qualification of the initial, or if higher, then current ratings
of the Securities, or (c) if no Loan is outstanding, a manager that is
acceptable to Landlord in Landlord's sole and absolute discretion and if any
Loan is outstanding, a manager that is acceptable to Landlord and Lender in
Landlord and Lender's sole and absolute discretion.
"Rating Agencies" shall mean each of Xxxxx'x Investors
Services, Inc.("Moody's") and Standard & Poor's Rating Services, a division of
The XxXxxx-Xxxx Companies, Inc. ("S & P"), or any other nationally recognized
statistical rating agency which has been approved by Landlord and/or Lender, as
applicable, provided, however, that notwithstanding the foregoing, so long as
the Initial Loan remains outstanding, the term "Rating Agencies" shall have the
meaning assigned in the Initial Loan Agreement.
"Related Premises" shall mean Related Premises as defined in
Paragraph 1 and as more particularly identified by site location on Exhibit A-2.
"Relevant Amount" shall mean the Termination Amount or Option
Exercise Price, as the case may be.
"Relevant Date" shall mean (a) the date immediately prior to
the date on which the applicable Condemnation Notice is received, in the event
of a Termination Notice under Paragraph 18 which is occasioned by a Taking, (b)
the date immediately prior to the date on which the applicable Casualty occurs,
in the event of a Termination Notice under Paragraph 18 which is occasioned by a
Casualty, (c) the date when Fair Market Value is redetermined, in the event of a
redetermination of Fair Market Value pursuant to Paragraph 20(c), or (d) the
date on which Landlord receives an Option Exercise Notice.
"Remaining Premises" shall mean the Related Premises which are
not Affected Premises under Paragraph 18 or an Abandonment Premises under
Paragraph 36.
"Renewal Term" shall mean Renewal Term as defined in
Paragraph 5.
"Rent" shall mean, collectively, Basic Rent and Additional
Rent.
"Securitization" shall mean the issuance of pass-through
mortgage certificates or other commercial mortgage-backed securities
("Securities") evidencing a beneficial interest in a rated public offering or
private placement, or such broader definition of such capitalized terms as may
be established by Lender in connection with a Loan and/or Mortgage.
"Security Deposit" shall mean Security Deposit as defined in
Paragraph 35.
"Site Assessment" shall mean a Site Assessment as defined in
Paragraph 10(c).
"Surviving Obligations" shall mean any obligations of Tenant
under this Lease, actual or contingent, which are either Monetary Obligations
that arise or accrue during the Term of this Lease and remain unsatisfied upon
the Expiration Date or earlier or termination of
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this Lease or non-monetary obligations which survive such expiration or
termination by their own terms.
"Taking" shall mean (a) any taking or damaging of all or a
portion of any of the Leased Premises (i) in or by condemnation or other eminent
domain proceedings pursuant to any Law, general or special, or (ii) by reason of
any agreement with any condemnor in settlement of or under threat of any such
condemnation or other eminent domain proceeding, or (iii) by any other means, or
(b) any de facto condemnation. The Taking shall be considered to have taken
place as of the later of the date actual physical possession is taken by the
condemnor, or the date on which the right to compensation and damages accrues
under the law applicable to the Related Premises.
"Term" shall mean the Term as defined in Paragraph 5.
"Termination Amount" shall mean the greater of (a) the sum of
the Fair Market Value of the applicable Related Premises and the applicable
Prepayment Premium which Landlord will be required to pay in prepaying or
defeasing, as applicable, any Loan with proceeds of the Termination Amount or
(b) the sum of the Acquisition Cost for the applicable Related Premises and the
applicable Prepayment Premium which Landlord will be required to pay in
prepaying or defeasing in whole or in part, as applicable, any Loan with
proceeds of the Termination Amount.
"Termination Date" shall mean the Termination Date as defined
in Paragraph 18.
"Termination Event" shall mean a Termination Event as defined
in Paragraph 18.
"Termination Notice" shall mean Termination Notice as defined
in Paragraph 18(a).
"Third Party Purchaser" shall mean the Third Party Purchaser
as defined in Paragraph 21(g).
"Threshold Amount" shall mean, (A) with respect to any
individual Related Premises, the lesser of (x) twenty-five (25%) percent of the
allocated Acquisition Cost of the applicable Related Premises as set forth on
Exhibit 'E' hereto, or (y) Five Hundred Thousand ($500,000) Dollars; and (B)
with respect to the Leased Premises collectively, for purposes of determining
whether or not the Threshold Amount has been exceeded with respect to (i) the
costs of remediation of, or other response action for, Environmental Violations
under Paragraph 10(d), (ii) the costs of Alterations under Paragraph 13 (other
than with respect to any Alterations associated with a Casualty or Condemnation
for which a Net Award is available), and (iii) the amounts in controversy with
respect to a Permitted Violations subject to contests under Paragraph 14, the
Threshold Amount shall not in the aggregate exceed, at any given point in time,
the sum of Ten Million Dollars ($10,000,000) under all three categories
collectively.
"UHS" shall mean U-Haul Moving Partners, Inc., a Nevada
corporation.
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"UHS Lease" shall mean that certain Lease Agreement, dated as
of the date hereof, by and between Landlord and UHS with respect the
Corresponding UHS Premises.
"Voting Stock" means shares of stock of a corporation having
ordinary voting power to elect the board of directors or other managers of such
corporation.
"Warranties" shall mean Warranties as defined in
Paragraph 3(e).
3. Title and Condition; Single Lease Transaction.
(a) The Leased Premises are demised and let subject to (i) the
rights of any Persons in possession of the Leased Premises, (ii) the existing
state of title of any of the Leased Premises, including any Permitted
Encumbrances, (iii) any state of facts which an accurate survey or physical
inspection of the Leased Premises might show, (iv) all Legal Requirements,
including any existing violation of any thereof, (v) the rights of UHS to any
Common Areas under the UHS Lease and (vi) the condition of the Leased Premises
as of the commencement of the Term, without representation or warranty by
Landlord.
(b) Tenant acknowledges that the Leased Premises are in good
condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL
LEASE AND TENANT TAKES AND WILL TAKE THE LEASED PREMISES AS IS WHERE IS AND WITH
ALL FAULTS. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD
HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL
LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR
IMPLIED, WITH RESPECT TO ANY OF THE LEASED PREMISES, INCLUDING ANY WARRANTY OR
REPRESENTATION AS TO (i) ITS FITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE
OR PURPOSE, (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE
EXISTENCE OF ANY DEFECT, LATENT OR PATENT, (iv) LANDLORD'S TITLE THERETO, (v)
VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix)
CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii)
DURABILITY (xiv) OPERATION, (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, OR
(xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND
ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. TENANT ACKNOWLEDGES THAT
THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE
LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE
EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE,
WHETHER LATENT OR PATENT, LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR
LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES
(INCLUDING STRICT LIABILITY IN TORT). THE PROVISIONS OF THIS PARAGRAPH 3(b) HAVE
BEEN NEGOTIATED, AND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY
WARRANTIES BY LANDLORD, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED
PREMISES, ARISING PURSUANT TO THE UNIFORM COMMERCIAL
12
CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE.
(c) Tenant represents to Landlord that Tenant has examined the
title to the Leased Premises prior to the execution and delivery of this Lease
and has found the same to be satisfactory for the purposes contemplated hereby.
Tenant acknowledges that (i) fee simple title (both legal and equitable) to the
Leased Premises is in Landlord and except as provided in Paragraph 34 hereof
with respect to an option to purchase the Leased Premises that Tenant has only
the leasehold right of possession and use of the Leased Premises, as provided
herein, (ii) the Improvements conform to all material Legal Requirements and all
Insurance Requirements, (iii) all easements necessary or appropriate for the use
or operation of the Leased Premises have been obtained, (iv) all contractors and
subcontractors who have performed work on or supplied materials to the Leased
Premises have been fully paid, and all materials and supplies have been fully
paid for, (v) the Improvements have been fully completed in all material
respects in a workmanlike manner of first class quality, and (vi) all Equipment
necessary or appropriate for the use or operation of the Leased Premises has
been installed and is presently fully operative in all material respects. For
the purposes of this Lease, the inaccuracy of any of the representations or
acknowledgments set forth in this Paragraph 3(c) shall not by itself constitute
the basis of a default by Tenant under this Lease, but Tenant hereby expressly
waives any claim or defense against Landlord with respect to any of the
foregoing matters.
(d) Landlord hereby assigns to Tenant, without recourse or
warranty whatsoever, in conjunction with Landlord, the right to enforce all
assignable warranties, guaranties, indemnities, causes of action and similar
rights (collectively "Warranties") which Landlord may have against any
manufacturer, seller, engineer, contractor or builder in respect of any Related
Premises. Such assignment shall remain in effect until the expiration or earlier
termination of this Lease (unless Tenant or its affiliate or designee acquires
any Related Premises, in which instance such assignment shall become permanent
and irrevocable with respect to such Related Premises), whereupon such
assignment shall cease and all of the Warranties, guaranties, indemnities and
other rights shall automatically revert to Landlord. In confirmation of such
reversion Tenant shall execute and deliver promptly any certificate of other
document reasonably required by Landlord. Landlord shall also retain the right
to enforce any guaranties upon the occurrence of an Event of Default. Tenant
shall use commercially reasonable efforts to enforce any Warranties for any
structural components at any Related Premises, including but not limited to
general construction, concrete, roofs, lifts, and elevators in accordance with
their respective terms.
(e) LANDLORD AND TENANT AGREE THAT IT IS THEIR MUTUAL INTENT
TO CREATE, AND THAT THIS LEASE CONSTITUTES, A MASTER LEASE WITH RESPECT TO EACH
AND EVERY PARCEL OF LAND, IMPROVEMENTS INCLUDED IN ANY AND ALL OF THE LEASED
PREMISES (WHEREVER LOCATED), THAT THIS LEASE IS NOT INTENDED AND SHALL NOT BE
CONSTRUED TO BE SEPARATE LEASES AND THAT ALL THE TERMS AND CONDITIONS HEREOF
SHALL GOVERN THE RIGHTS AND OBLIGATIONS OF LANDLORD AND TENANT WITH RESPECT
THERETO.
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(f) TENANT, ON BEHALF OF ITSELF AND ANY TRUSTEE OR LEGAL
REPRESENTATIVE (UNDER THE FEDERAL BANKRUPTCY CODE OR ANY SIMILAR STATE
INSOLVENCY PROCEEDING) EXPRESSLY ACKNOWLEDGES AND AGREES THAT, NOTWITHSTANDING
THE PROVISIONS OF PARAGRAPH 18 HEREOF OR ANY OTHER PROVISION IN THIS LEASE TO
THE CONTRARY, IT IS THE EXPRESS INTENT OF LANDLORD AND TENANT TO CREATE, AND
THAT THIS LEASE CONSTITUTES, A SINGLE LEASE WITH RESPECT TO EACH AND EVERY
PARCEL OF LAND, IMPROVEMENTS AND EQUIPMENT INCLUDED IN EACH AND ALL OF THE
RELATED PREMISES (WHEREVER LOCATED) AND SHALL NOT BE (OR BE DEEMED TO BE)
DIVISIBLE OR SEVERABLE INTO SEPARATE LEASES FOR ANY PURPOSE WHATSOEVER, AND
TENANT, ON BEHALF OF ITSELF AND ANY SUCH TRUSTEE OR LEGAL REPRESENTATIVE, HEREBY
WAIVES ANY RIGHT TO CLAIM OR ASSERT A CONTRARY POSITION IN ANY ACTION OR
PROCEEDING; IT BEING FURTHER UNDERSTOOD AND AGREED BY TENANT THAT THE
ALLOCATIONS OF ACQUISITION COST AND PERCENTAGE ALLOCATION OF BASIC RENT AS SET
FORTH ON EXHIBIT "E" AND EXHIBIT "F" HEREOF ARE INCLUDED TO PROVIDE A FORMULA
FOR RENT ADJUSTMENT AND LEASE TERMINATION UNDER CERTAIN CIRCUMSTANCES AND AS AN
ACCOMMODATION TO TENANT. ANY EVENT OF DEFAULT HEREUNDER IN CONNECTION WITH ANY
RELATED PREMISES SHALL BE DEEMED TO BE AN EVENT OF DEFAULT WITH RESPECT TO THE
ENTIRE LEASED PREMISES (WHEREVER LOCATED). THE FOREGOING AGREEMENTS AND WAIVERS
BY TENANT IN THIS PARAGRAPH 3(E) ARE MADE AS A MATERIAL INDUCEMENT TO LANDLORD
TO ENTER INTO THE TRANSACTION CONTEMPLATED BY THIS LEASE AND THAT, BUT FOR THE
FOREGOING AGREEMENTS AND WAIVERS BY TENANT, LANDLORD WOULD NOT CONSUMMATE THIS
LEASE TRANSACTION.
4. Use of Leased Premises; Quiet Enjoyment.
(a) Tenant may occupy and use the Leased Premises for the use,
operation and maintenance of the self-storage units now or hereafter located
upon the Land and incidental office use in connection with Tenant's self-storage
business and ancillary uses related to either of the foregoing; provided,
however, subject to the terms of Paragraph 21, any subtenant may use the Leased
Premises for any lawful purpose (so long as no such subtenant's use requires a
change of use or zoning classification or a zoning variance, or precludes the
return to the primary uses first identified above at any time in the future).
Tenant shall not use or occupy or permit any of the Leased Premises to be used
or occupied, nor do or permit anything to be done in or on any of the Leased
Premises, in a manner which would or might (i) violate any Law, Legal
Requirement or Permitted Encumbrance, (ii) make void or voidable or cause any
insurer to cancel any insurance required by this Lease, or make it difficult or
impossible to obtain any such insurance at commercially reasonable rates, (iii)
make void or voidable, cancel or cause to be cancelled or release any of the
Warranties, (iv) cause structural injury to any of the Improvements or (v)
constitute a public or private nuisance or waste.
(b) Subject to the provisions hereof, so long as no Event of
Default has occurred and is continuing, Tenant shall quietly hold, occupy and
enjoy the Leased Premises throughout the Term, without any hindrance, ejection
or molestation by Landlord with respect to
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matters that arise after the date hereof, provided that Landlord or its agents
may enter upon and examine any of the Leased Premises at such reasonable times
as Landlord may select and upon reasonable prior written notice to Tenant
(except in the case of an emergency involving the imminent threat of loss of
life or serious bodily harm or injury to persons or any material loss of or
damage to property, in which event no notice shall be required) for the purpose
of inspecting the Leased Premises, verifying compliance or non-compliance by
Tenant with its obligations hereunder and the existence or non-existence of an
Event of Default or event which with the passage of time and/or notice would
constitute an Event of Default, showing the Leased Premises to prospective
Lenders and purchasers and taking such other action with respect to the Leased
Premises as is permitted by any provision hereof.
(c) In no event shall any portion of the Leased Premises be
used or occupied or permitted to be used or occupied by Tenant (or any subtenant
or other occupant) without the express prior written consent of Landlord, which
may be granted or withheld in its sole discretion, for any of the following
purposes: (i) any nightclub, bar or discotheque; (ii) any adult bookstore or
video shop, nude or semi-nude or "adult" entertainment establishment or any
lewd, obscene or pornographic purpose; (iii) any store in which a material
portion of the inventory is not available for sale or rental to children under
18 years of age because such inventory explicitly deals with, relates to, or
depicts human sexuality, or in which any of the inventory constitutes drug
paraphernalia of the kind associated with or sold by so-called "head shops";
(iv) any dumping, disposing, incineration or reduction of garbage (exclusive of
appropriately screened dumpsters and/or recycling bins and garbage disposal in
the ordinary course of business); (v) any mortuary; (vi) any fire sale,
bankruptcy sale (unless pursuant to a court order) or auction house operation;
(vii) any gas station (provided, however, the sale of propane or the sale or
rental of propane tanks shall be permitted subject to applicable Laws); (viii)
any central laundry or dry cleaning plant or laundromat; (ix) any automobile,
truck, trailer or RV sales (except as expressly permitted in Paragraph 4(a)
above); (x) any "flea market", secondhand, surplus or other "off-price" or deep
discount store (provided that the sale of secondhand goods at the Related
Premises in Key Largo, Florida consistent with practices in effect as of the
date of this Lease shall be permitted to continue); (xi) any gambling or
off-track betting operation, or (xii) any massage parlor or carnival.
Notwithstanding the foregoing, the sale by Tenant (or its affiliates or Manager)
of items abandoned by self-storage customers or in connection with any lien sale
conducted in accordance with applicable Laws shall not be prohibited hereby.
(d) Tenant covenants and agrees, as a material inducement to
Landlord's agreement to enter into this Lease, that at all times during the
Term, each Related Premises shall be operated by a Qualified Manager pursuant to
a Management Agreement approved by Landlord and Lender. Tenant shall not be
permitted to amend, modify or waive any provision of any approved Management
Agreement without having received the prior written consent of Landlord and
Lender (if applicable), provided Landlord agrees that its consent shall not be
unreasonably withheld, conditioned or delayed with respect to any immaterial
amendment, modification or waiver if Lender's consent is not required for such
modification, amendment or waiver pursuant to any Loan Documents. Any Management
Agreement shall be assigned to Landlord and, while any Loan remains outstanding,
Lender and Tenant covenant and agree to execute (and cause any such Qualified
Manager to execute) such agreements, consents and acknowledgments as may be
requested by Landlord from time to time to evidence the
15
foregoing. Any Management Agreement and any Qualified Manager's interest
thereunder shall be subordinate to Landlord's fee interest in the Leased
Premises, this Lease and any Mortgage or other security instrument hereafter
placed upon the Leased Premises and to any and all advances made or to be made
thereunder, to the interest thereon, and all renewals, replacements and
extensions thereof.
5. Term.
(a) Subject to the provisions hereof, Tenant shall have and
hold the Leased Premises for an initial term (such term, as extended or renewed
in accordance with the provisions hereof, being called the "Term") commencing on
the date hereof (the "Commencement Date") and ending on the last day of the two
hundred fortieth (240th) calendar month next following the date hereof (the
"Expiration Date").
(b) Provided that if, on or prior to the Expiration Date or
any other Renewal Date (as hereinafter defined) this Lease shall not have been
terminated pursuant to any provision hereof, then on the Expiration Date and on
the tenth (10th) anniversary of the Expiration Date (each of the Expiration Date
and such anniversary being referred to herein as a "Renewal Date"), the Term
shall be deemed to have been automatically extended for an additional period
of ten years (each such extension, a "Renewal Term"), unless Tenant shall notify
Landlord in writing at least twelve (12) months prior to the next Renewal Date
(the "Non-Renewal Notice Deadline") that Tenant is terminating this Lease as of
the next Renewal Date, provided, however, Landlord shall deliver written notice
(the "Automatic Renewal Notice") to Tenant of the upcoming automatic renewal of
the Term by hand or registered or certified mail at least fifteen (15) and not
more than thirty (30) days prior to the Non-Renewal Notice Deadline, and, if
such Automatic Renewal Notice is not timely delivered, then, the Non-Renewal
Notice Deadline shall be automatically extended to that date that is fifteen
(15) days after the date Landlord gives the Automatic Renewal Notice. Any such
extension of the Term shall be subject to all of the provisions of this Lease,
as the same may be amended, supplemented or modified (except that Tenant shall
not have the right to any additional Renewal Terms). In addition, the initial
Term of this Lease shall be extended for the first ten (10) year Renewal Term
irrespective of whether Tenant has timely notified Landlord in writing that
Tenant is terminating this Lease as of the Expiration Date if Tenant has timely
delivered to Landlord (i) the Option Exercise Notice pursuant to and in
accordance with the provisions of Paragraph 34 and (ii) at least six (6) months
prior to the expiration date of the initial Term, written notice that Tenant has
rescinded the Option Exercise Notice pursuant to Paragraph 34(c), which
rescission notice shall not be effective unless such notice contains Tenant's
irrevocable agreement to renew the Term of this Lease for the first ten (10)
year Renewal Term.
(c) If Tenant exercises its option pursuant to Paragraph 5(b)
not to have the Term automatically extended at any time that an Event of Default
occurs, and is continuing, Landlord shall have the right during the remainder of
the Term then in effect and, in any event, Landlord shall have the right during
the last year of the Term, to (i) advertise the availability of any of the
Leased Premises for sale or reletting and to erect upon any of the Leased
Premises signs indicating such availability and (ii) show any of the Leased
Premises to prospective purchasers or tenants or their agents at such reasonable
times as Landlord may select.
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6. Basic Rent. Tenant shall pay to Landlord, as annual rent for the
Leased Premises during the Term, the amounts determined in accordance with
Exhibit "D" hereto ("Basic Rent") payable in advance for the next following
three (3) calendar months (i.e. the Basic Rent payment due on June 25, 2004
shall cover the period commencing on July 1, 2004 through and including the last
day of September 2004), commencing on the twenty-fifth day of June, 2004, and
continuing on the same day of each September, December, March and June
thereafter during the Term (each such day being a "Basic Rent Payment Date").
Each such rental payment shall be made in immediately available Federal Funds,
at Landlord's sole discretion, (a) to Landlord at its address set forth above
and/or to such one or more other Persons, at such addresses and in such
proportions as Landlord may direct by not less than fifteen (15) days' prior
written notice to Tenant, and (b) by certified or bank check, or by wire
transfer. Basic Rent for the period commencing on the date of this Lease and
ending on June 30, 2004 shall be paid by Tenant upon the execution and delivery
of this Lease.
7. Additional Rent.
(a) Tenant shall pay and discharge, as additional rent
(collectively, "Additional Rent"):
(i) except as otherwise specifically provided herein,
all costs and expenses of Tenant, Landlord and any other Persons specifically
referenced herein which are incurred in connection or associated with (A) the
ownership, use, non-use, occupancy, monitoring, possession, operation,
condition, design, construction, maintenance, alteration, repair or restoration
of any of the Leased Premises, (B) the performance of any of Tenant's
obligations under this Lease, (C) any sale or other transfer of any of the
Leased Premises to Tenant under this Lease, including costs and expenses
incurred in connection with the payment of a Prepayment Premium, (D) any
Condemnation proceedings, (E) the adjustment, settlement or compromise of any
insurance claims involving or arising from any of the Leased Premises, (F) the
exercise or enforcement by Landlord, its successors and assigns, of any of its
rights under this Lease, (G) any amendment to or modification or termination of
this Lease made at the request of Tenant, (H) Costs of Landlord incurred in
connection with the preparation, negotiation and execution of this Lease, or
incurred in connection with any act undertaken by Landlord (or its counsel) at
the request of Tenant, or incurred in connection with any act of Landlord
performed on behalf of Tenant, (I) the reasonable Costs of Landlord incurred in
connection with any act undertaken by Landlord at the request of Tenant or
Tenant's failure to act promptly in an emergency situation, (J) an
administrative fee of $5,000 (the "Administrative Fee") to defer the internal
costs of Landlord with respect to each applicable Related Premises in connection
with Tenant's exercise of its rights under Paragraphs 36 or 37 hereof; provided
that (x) the total amount of Administrative Fees payable in any Lease Year shall
not exceed $150,000 in the aggregate for the Leased Premises, and (y) no
Administrative Fee shall be payable in connection with any exercise by Tenant of
its right under Paragraphs 36 or 37 hereof if the Administrative Fee is paid by
UHS under the UHS Lease in connection with such transaction and (L) any other
items specifically required to be paid by Tenant under this Lease;
(ii) after the date all or any portion of any
installment of Basic Rent is due and not paid by the applicable Basic Rent
Payment Date, an amount (the "Late Charge") equal to the lesser of (x) $15,000
and (y) five percent (5%) of the amount of such
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unpaid installment or portion thereof to reimburse Landlord for its cost and
inconvenience incurred as a result of Tenant's delinquency; provided, however,
that with respect to the first late payment of all or any portion of any
installment of Basic Rent in any Lease Year, the Late Charge shall not be due
and payable unless the Basic Rent has not been paid within five (5) days'
following the due date thereof. To the extent the Tenant has timely deposited
funds sufficient to pay Basic Rent then due hereunder into a lockbox established
for the benefit of Landlord and/or Lender, the failure or delay of the transfer
of such funds to Landlord shall not entitle Landlord to a Late Charge or to
declare a default hereunder;
(iii) to the extent in excess of amounts collected by
Landlord under item (iv) below, a sum equal to any additional sums (excluding
the repayment of principal under a Loan but including any late charge in excess
of the amount payable under clause (ii) above for that portion of the Basic Rent
paid to the Lender as scheduled installments of principal and interest, default
penalties, interest in excess of amounts payable under clause (iv) below for
that portion of the Basic Rent paid to the Lender as scheduled installments of
principal and interest, and fees of Lender's counsel) which are payable by
Landlord to any Lender under any Note by reason of Tenant's late payment or
non-payment of Basic Rent or by reason of an Event of Default; and
(iv) interest at the rate (the "Default Rate") of four
percent (4%) over the Prime Rate per annum on the following sums until paid in
full: (A) any and all installments of Basic Rent and/or any amounts of
Additional Rent (other than as described in clause (B) herein below) not paid
prior to the expiration of any applicable notice and cure period, (B) all
overdue amounts of Additional Rent relating to obligations which Landlord shall
have paid on behalf of Tenant, from the date of payment thereof by Landlord.
(b) Tenant shall pay and discharge (i) any Additional Rent
referred to in Paragraph 7(a)(i) when the same shall become due, provided that
amounts which are billed to Landlord or any third party, but not to Tenant,
shall be paid within thirty (30) days after Landlord's demand for payment
thereof, and (ii) any other Additional Rent, within thirty (30) days after
Landlord's demand for payment thereof.
(c) In no event shall amounts payable under Paragraph
7(a)(ii), (iii) and (iv) or elsewhere in this Lease exceed the maximum amount
permitted by applicable Law.
8. Net Lease: Non-Terminability.
(a) This is a net lease and all Monetary Obligations shall be
paid without notice or demand (except as otherwise expressly provided herein
with respect to any specific Monetary Obligation) and without set-off,
counterclaim, recoupment, abatement, suspension, deferment, diminution,
deduction, reduction or defense (collectively, a "Set-Off").
(b) This Lease and the rights of Landlord and the obligations
of Tenant hereunder shall not be affected by any event or for any reason or
cause whatsoever foreseen or unforeseen.
(c) The obligations of Tenant hereunder shall be separate and
independent covenants and agreements, all Monetary Obligations shall continue to
be payable in
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all events (or, in lieu thereof, Tenant shall pay amounts equal thereto), and
the obligations of Tenant hereunder shall continue unaffected unless the
requirement to pay or perform the same shall have been terminated pursuant to an
express provision of this Lease. The obligation to pay Rent or amounts equal
thereto shall not be affected by any collection of rents by any governmental
body pursuant to a tax lien or otherwise, even though such obligation results in
a double payment of Rent. All Rent payable by Tenant hereunder shall constitute
"rent" for all purposes (including Section 502(b)(6) of the Federal Bankruptcy
Code).
(d) Except as otherwise expressly provided herein, Tenant
shall have no right and hereby waives all rights which it may have under any Law
(i) to quit, terminate or surrender this Lease or any of the Leased Premises, or
(ii) to any Set-Off of any Monetary Obligations.
9. Payment of Impositions.
(a) Tenant shall, before interest or penalties are due
thereon, pay and discharge all taxes (including real and personal property,
franchise, sales, use, gross receipts and rent taxes), all charges for any
easement or agreement maintained for the benefit of any of the Leased Premises,
all assessments and levies, all permit, inspection and license fees, all rents
and charges for water, sewer, utility and communication services relating to any
of the Leased Premises, all ground rents and all other public charges whether of
a like or different nature, even if unforeseen or extraordinary, imposed upon or
assessed against (i) Tenant, (ii) Tenant's possessory interest in the Leased
Premises, (iii) any of the Leased Premises, or (iv) Landlord as a result of or
arising in respect of the acquisition, ownership, occupancy, leasing, use or,
possession of any of the Leased Premises, any activity conducted on any of the
Leased Premises, or the Rent (collectively, the "Impositions"); provided, that
nothing herein shall obligate Tenant to pay (A) income, excess profits or other
taxes of Landlord (or Lender) which are determined on the basis of Landlord's
(or Lender's) net income or net worth (unless such taxes are in lieu of or a
substitute for any other tax, assessment or other charge upon or with respect to
the Leased Premises which, if it were in effect, would be payable by Tenant
under the provisions hereof or by the terms of such tax, assessment or other
charge), (B) any estate, inheritance, succession, gift or similar tax imposed on
Landlord, (C) any capital gains tax imposed on Landlord in connection with the
sale of the Leased Premises to any Person or (D) any Costs incurred by Landlord
or any Indemnitee as a result of and to the extent of any Indemnitee's
negligence acts (but not omissions, unless such omissions constitute gross
negligence) or willful misconduct. Landlord shall have the right to require
Tenant to pay, together with scheduled installments of Basic Rent, the amount of
the gross receipts or rent tax, if any, payable with respect to the amount of
such installment of Basic Rent. If any Imposition may be paid in installments
without interest or penalty, Tenant shall have the option to pay such Imposition
in installments; in such event, Tenant shall be liable only for those
installments which accrue or become due and payable during the Term. Tenant
shall prepare and file all tax reports required by governmental authorities
which relate to the Impositions. If at any time during the Term Tenant shall be
paying Taxes directly to the applicable taxing authority (and not by way of a
servicer arranged by a party other than Tenant), then within ten (10) days after
Landlord's request therefor, Tenant shall deliver to Landlord, (x) receipts for
payment of all taxes required to be paid by Tenant hereunder within thirty (30)
days after the due date thereof and (y) receipts for payment of all other
Impositions. Tenant shall, in any event, deliver to Landlord copies of all
settlements and
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all notices pertaining to the non-payment, late payment or change in Impositions
which may be issued by any governmental authority within ten (10) days after
Tenant's receipt thereof unless such settlement or notice indicates that a copy
of such settlement or notice has been sent directly to Landlord and/or Lender.
Tenant and Landlord agree that they shall each cooperate with the other with
respect to the delivery of such notices and/or requests as may be required by
each applicable local taxing authority in order to cause each such local taxing
authority to send all real estate tax bills and assessments applicable to the
corresponding Related Premises to the Tenant's tax servicer (which tax servicer
shall be the same tax servicer as designated by UHS under the UHS Lease) and to
send copies of all such tax bills be sent to Landlord's tax servicer; provided,
however, that the failure of any such taxing authority to send to any such bills
to the Tenant's tax servicer shall not mitigate any obligation of Tenant to pay
such taxes and/or assessments before delinquency and/or interest or penalties
are due thereon.
(b) Following the occurrence of an Event of Default, or if Landlord
is required by a Lender, Tenant shall pay to Landlord such amounts (each an
"Escrow Payment") monthly or as required by such Lender (but not more often than
monthly) so that there shall be in an escrow account an amount sufficient to pay
the Escrow Charges (as hereinafter defined) as they become due. As used herein,
"Escrow Charges" shall mean real estate taxes and assessments on or with respect
to the Leased Premises or payments in lieu thereof and premiums on any insurance
required by this Lease and any reserves for capital improvements, replacements,
deferred maintenance or repairs required by any Lender. Landlord shall determine
the amount of the Escrow Charges (it being agreed that if required by a Lender,
such amount shall equal any corresponding escrow installments required to be
paid by Landlord) and the amount of each Escrow Payment. To the extent held by
Landlord, the Escrow Payments shall not be commingled with other funds of
Landlord or other Persons. Neither Landlord nor Lender shall be required to
deposit any Escrow Payments into an interest bearing account, however, in the
event any Escrow Payments are deposited into an interest bearing account, the
interest earned thereon shall accrue to the benefit of Tenant, and, to the
extent actually paid to Landlord, shall be paid over to Tenant. Landlord shall
apply the Escrow Payments to the payment of the Escrow Charges in such order or
priority as Landlord shall determine or as required by law. If at any time the
Escrow Payments theretofore paid to Landlord shall be insufficient for the
payment of the Escrow Charges, Tenant, within ten (10) days after Landlord's
demand therefor, shall pay the amount of the deficiency to Landlord. Provided
that no Event of Default then exists, any remaining balance of the Escrow
Payments shall be promptly returned to Tenant upon the expiration or earlier
termination of the Term or earlier termination of the requirement to maintain
the Escrow Payments. Tenant's obligation to pay Escrow Payments pursuant to this
Paragraph 9(b) shall be without duplication of any Escrow Payments previously
paid by UHS under the UHS Lease with respect to the Leased Premises hereunder
for the same period.
10. Compliance with Laws and Easement Agreements; Environmental Matters.
(a) Tenant shall, at its expense, comply with and conform to, and
cause the Leased Premises and any other Person occupying any part of the Leased
Premises to comply with and conform to all Insurance Requirements, in all
material respects, and Legal Requirements (including all applicable
Environmental Laws). Tenant shall not at any time (i) cause, permit or suffer to
occur any Environmental Violation or (ii) permit any sublessee,
20
assignee or other Person occupying the Leased Premises under or through Tenant
to cause, permit or suffer to occur any Environmental Violation and, at the
request of Landlord or Lender, Tenant shall promptly remediate or undertake any
other appropriate response action to correct any existing Environmental
Violation, however immaterial, and (iii) without the prior written consent of
Landlord and Lender, permit any drilling or exploration for or extraction,
removal, or production of any minerals from the surface or the subsurface of the
Land, regardless of the depth thereof or the method of mining or extraction
thereof. Any and all reports prepared for or by Landlord with respect to the
Leased Premises shall be for the sole benefit of Landlord and Lender and no
other Person shall have the right to rely on any such reports; provided that
nothing herein shall be deemed to prevent Tenant from obtaining a copy thereof,
or from requesting the preparer of such reports to separately address an
additional copy of such report or a reliance letter to Tenant. Landlord agrees
that any remediation that Tenant may be required to undertake during the Term
for any Environmental Violation shall be based upon remediation standards
appropriate for commercial facilities or commercial uses under applicable
Environmental Laws; provided, however, that after the expiration of the Term or
the earlier termination of this Lease until the applicable Related Premises has
been either sold or entirely re-let, Landlord shall have the right, if required
by any prospective purchaser or tenant, to require Tenant to undertake
additional remediation to the clean-up level standards applicable to any uses
then permitted under applicable Legal Requirements (including, without
limitation, any zoning ordinances) where the Related Premises is located if such
standards are more stringent than the applicable remediation standards for
commercial facilities.
(b) Tenant, at its sole cost and expense, will at all times promptly
and faithfully abide by, discharge and perform all of the covenants, conditions
and agreements contained in any Easement Agreement on the part of Landlord or
the occupier to be kept and performed thereunder. Tenant will not alter, modify,
amend or terminate any Easement Agreement, give any consent or approval
thereunder, or enter into any new Easement Agreement without, in each case,
prior written consent of Landlord. Notwithstanding the foregoing, provided that
no Event of Default shall have occurred and be continuing, Landlord hereby
agrees to consent in each instance to the following actions by the Tenant at the
Tenant's sole cost and expense: (a) the granting of easements, licenses, rights
and privileges in the nature of easements reasonably necessary or desirable for
the use, repair, or maintenance of any Related Premises as herein provided; (b)
the release of existing easements or other rights in the nature of easements
which are for the benefit of any Related Premises (c) the execution of
amendments to any covenants and restrictions affecting any Related Premises;
provided, however, that, in each case, (i) such grant, release, dedication,
transfer or amendment does not materially lessen or impair the value, utility or
remaining useful life of the applicable Related Premises, (ii) such grant,
release, dedication, transfer or amendment that in the Tenant's judgment is
reasonably necessary in connection with the use, maintenance, alteration or
improvement of the applicable Related Premises (iii) such grant, release,
dedication, transfer or amendment will not cause the Related Premises or any
portion thereof to fail to comply with the provision of this Lease and all
applicable Laws (including, without limitation, all applicable zoning, planning,
building and subdivision ordinances, all applicable restrictive covenants and
all applicable architectural approval requirements); (iv) all governmental
consents or approvals required prior to such grant, release, dedication,
transfer, annexation or amendment have been obtained, and all filings required
prior to such action have been made; (v) the Tenant shall remain obligated under
this Lease in accordance with its terms, as though such grant, release,
dedication, transfer or
21
amendment had not been affected and (vi) the Tenant shall pay and perform any
obligations of the Landlord under such grant, release, dedication, transfer or
amendment. Landlord shall within fifteen (15) days of written request by Tenant,
execute any consent or instrument reasonably required by Tenant with respect to
any of the documents described in the proceeding sentence. Tenant shall conform
to and comply with each O & M Plan, if any, applicable to the Leased Premises or
any Related Premises
(c) Upon prior written notice from Landlord, Tenant shall permit
such persons as Landlord may designate ("Site Reviewers") to visit the Leased
Premises during normal business hours and in a manner which does not
unreasonably interfere with Tenant's operations and perform, environmental site
investigations and assessments ("Site Assessments") on the Leased Premises in
any of the following circumstances: (i) in connection with any sale, financing
or refinancing of the Leased Premises, (ii) within the six month period prior to
the expiration of the Term, (iii) if required by Lender pursuant to terms of the
Initial Loan Agreement or any other credit facility to which Landlord is bound,
(iv) if an Event of Default exists, or (v) at any other time that, in the
reasonable opinion of Landlord or Lender, a reasonable basis exists to believe
that an Environmental Violation or any condition that could reasonably be
expected to result in any Environmental Violation exists. Such Site Assessments
may include both above and below the ground testing for Environmental Violations
and such other tests as may be necessary, in the opinion of the Site Reviewers,
to conduct the Site Assessments. Tenant shall supply to the Site Reviewers such
historical and operational information within Tenant's possession or control
regarding the Leased Premises as may be reasonably requested by the Site
Reviewers to facilitate the Site Assessments, and shall make available for
meetings with the Site Reviewers appropriate personnel having knowledge of such
matters. The Costs of performing and reporting Site Assessments under clause (i)
(if the sale is to Tenant or any affiliate or designee of Tenant), under clause
(ii) (but only one time), and under clauses (iv) and (v) (if any Environmental
Violation is discovered as a result of such Site Assessment) shall be paid by
Tenant, and in all other instances the cost of performing and reporting Site
Assessments shall be paid by Landlord.
(d) If an Environmental Violation occurs or is found to exist and,
in Landlord's reasonable determination (based, in good faith, upon a report or
opinion of an environmental consultant), the cost of remediation of, or other
response action with respect to, the same is likely to exceed the Threshold
Amount, Tenant shall provide to Landlord, within ten (10) days after Landlord's
request therefor, adequate financial assurances that Tenant will effect such
remediation in accordance with applicable Environmental Laws. Such financial
assurances shall be a bond or letter of credit or cash reserve held by Landlord
satisfactory to Landlord and in form and substance and in an amount equal to or
greater than Landlord's reasonable estimate (but such amount shall not exceed
150% of the estimated cost of remediation), based upon a Site Assessment
performed pursuant to Paragraph 10(c), of the anticipated cost of such remedial
action.
(e) Notwithstanding anything to the contrary contained herein, the
mere presence of propane and/or propane tanks at any Related Premises shall not
constitute an Event of Default hereunder, provided and so long as such propane
and/or tanks are in quantities consistent with Tenant's business at such Related
Premises and are sold, dispensed, maintained, stored, handled and disposed of in
accordance with all applicable Laws.
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(f) If Tenant fails to comply with any requirement of any
Environmental Law in connection with any Environmental Violation which occurs or
is found to exist, Landlord shall have the right (but no obligation) to take any
and all actions as Landlord shall deem necessary or advisable in order to cure
such Environmental Violation.
(g) Tenant shall notify Landlord immediately after becoming aware of
any Environmental Violation (or alleged Environmental Violation) or
noncompliance with any of the covenants contained in this Paragraph 10 and shall
forward to Landlord immediately upon receipt thereof copies of all orders,
reports, notices, permits, applications or other communications relating to any
such violation or noncompliance.
(h) All future leases, subleases or concession agreements relating
to the Leased Premises entered into by Tenant shall contain covenants of the
other party thereto which are identical to the covenants contained in Paragraph
10(a) or shall incorporate such provisions by reference.
(i) So long as no Event of Default has occurred and is then
continuing, Tenant shall have the right together with Landlord and Lender, to
negotiate with governmental authorities regarding the extent and methodology of
remediation or cure of any Environmental Violation. Landlord shall, upon the
receipt of a written request from Tenant, execute such documents or instruments
reasonably and customarily required by any applicable governmental authority
with respect to remediation of an Environmental Violation provided the execution
of such documents or instruments could not and will not cause Landlord and/or
Lender to incur any additional liability, cost or expense.
(j) Tenant shall comply with the terms and conditions of Exhibit "H"
attached hereto.
11. Liens; Recording.
(a) Tenant shall not, directly or indirectly, create or permit to be
created or to remain and shall promptly discharge or remove any lien, levy or
encumbrance on any of the Leased Premises or on any Rent or any other sums
payable by Tenant under this Lease, other than any Mortgage or Assignment, the
Permitted Encumbrances and any mortgage, lien, encumbrance or other charge
created by or to the extent resulting from any act or omission of any
Indemnitee. NOTICE IS HEREBY GIVEN THAT LANDLORD SHALL NOT BE LIABLE FOR ANY
LABOR, SERVICES OR MATERIALS FURNISHED OR TO BE FURNISHED TO TENANT OR TO ANYONE
HOLDING OR OCCUPYING ANY OF THE LEASED PREMISES THROUGH OR UNDER TENANT, AND
THAT NO MECHANICS' OR OTHER LIENS FOR ANY SUCH LABOR, SERVICES OR MATERIALS
SHALL ATTACH TO OR AFFECT THE INTEREST OF LANDLORD IN AND TO ANY OF THE LEASED
PREMISES. LANDLORD MAY AT ANY TIME POST ANY NOTICES ON THE LEASED PREMISES
REGARDING SUCH NON-LIABILITY OF LANDLORD.
(b) Landlord and Tenant shall execute, deliver and record, file or
register (collectively, "record") at Tenant's expense a memorandum or short form
instrument of
23
this Lease in such manner and in such places as may be required or permitted by
any present or future Law in order to give record notice of this Lease and
purchase options contained herein.
12. Maintenance and Repair.
(a) Tenant shall at all times maintain each Related Premises and the
Appurtenances in as good repair and appearance as each is in on the date hereof
and fit to be used for their intended use and consistent with the practices
generally recognized as then acceptable by other companies in its industry and,
in any event, as least as good as those observed by the prior owner or operator
of the Leased Premises immediately preceding the date of this Lease, and, in the
case of the Equipment, in as good mechanical condition as it was on the later of
the date hereof or the date of its installation, except for ordinary wear and
tear. Tenant shall take every other action reasonably necessary or appropriate
for the preservation and safety of each Related Premises. Tenant shall promptly
make all Alterations of every kind and nature, whether foreseen or unforeseen,
which may be required to comply with the foregoing requirements of this
Paragraph 12(a). Landlord shall not be required to make any Alteration, whether
foreseen or unforeseen, or to maintain any of the Related Premises or
Appurtenances in any way, and Tenant hereby expressly waives any right which may
be provided for in any Law now or hereafter in effect to make Alterations at the
expense of Landlord or to require Landlord to make Alterations. Any Alteration
made by Tenant pursuant to this Paragraph 12 shall be made in conformity with
the provisions of Paragraph 13.
(b) If any Improvement, now or hereafter constructed, shall (i)
encroach upon any setback or any property, street or right-of-way adjoining any
of the Leased Premises, (ii) violate the provisions of any restrictive covenant
affecting any of the Leased Premises, (iii) hinder or obstruct any easement or
right-of-way to which any of the Leased Premises is subject or (iv) impair the
rights of others in, to or under any of the foregoing, Tenant shall, promptly
after receiving notice or otherwise acquiring knowledge thereof, either (A)
obtain from all necessary parties waivers or settlements of all claims,
liabilities and damages resulting from each such encroachment, violation,
hindrance, obstruction or impairment, whether the same shall affect Landlord,
Tenant or both, or (B) take such action as shall be necessary to remove all such
encroachments, hindrances or obstructions and to end all such violations or
impairments, including, if necessary, making Alterations.
13. Alterations and Improvements.
(a) Tenant shall have the right, without having obtained the prior
written consent of Landlord or Lender and provided that no Event of Default then
exists, (i) to make Alterations or a series of related Alterations that, as to
any such Alterations or series of related Alterations, do not cost in excess of
the Threshold Amount with respect to any Related Premises and (ii) to install
Equipment in the Improvements or accessions to the Equipment that, as to such
Equipment or accessions, do not cost in excess of the Threshold Amount, so long
as at the time of construction or installation of any such Equipment or
Alterations no Event of Default exists and the value and utility of the Leased
Premises is not diminished thereby. If the cost of any Alterations, series of
related Alterations, Equipment or accessions thereto is in excess of the
Threshold Amount, or if Tenant desires to construct any new buildings upon any
Related Premises or raise or demolish any then existing buildings (other than in
connection with the
24
restoration of the applicable Improvements following a casualty or condemnation
in accordance with Paragraphs 17 and 19), then the prior written approval of
Landlord shall be required in each instance, such approval not to be
unreasonably withheld or delayed. Landlord shall have the right to require
Tenant to remove any Alterations at the expiration of the Term or earlier
termination of this Lease (A) constructed in violation of the terms of this
Lease or (B) in excess of the Threshold Amount and for which Landlord has not
agreed in writing may remain at the applicable Related Premises prior to or as a
part of granting its approval thereto. If Tenant shall, at its own cost and
expense, intend to construct upon the Land additional buildings or additions to
the existing Improvements (x) the hard costs of construction thereof are
reasonably expected to exceed $500,000 and (y) the primary intent thereof is the
addition of new permanent storage units at a Related Premises, (i.e., a new,
free-standing storage facility, the expansion of the footprint of an existing
storage facility, or the addition of one or more new floors or portions thereof
to any existing storage facility), then prior to the commencement of such
construction (any such construction meeting the foregoing criteria, hereinafter,
an "Expansion") and as a part of the approval process therefor as required
above, Tenant may seek a written determination from Landlord, to be exercised in
its reasonable judgment, that such Expansion qualifies for an Expansion Credit
in the event that Tenant exercises its purchase option under Paragraph 34
hereof. Landlord shall provide such determination within thirty (30) days after
the date that Tenant delivers to Landlord a description describing the nature
and scope of the proposed Expansion in reasonable detail (including preliminary
drawings or plans, if applicable), and Landlord's determination shall be final
and binding. Tenant's construction of any Expansion without an affirmative
determination that such Expansion qualifies for an Expansion Credit, shall be
deemed Tenant's acknowledgment that such Expansion does not and will not qualify
for an Expansion Credit. Tenant acknowledges that the construction of any
Expansion without obtaining the prior written consent of Landlord shall be an
Event of Default under this Lease. The determination by Landlord that an
Expansion does not qualify for a Expansion Credit shall not alter the
requirement that Landlord's approval of any Alterations that cost in excess of
the Threshold Amount shall not be unreasonably withheld or delayed in accordance
with the terms and conditions of this Paragraph 13(a).
(b) If Tenant makes any Alterations pursuant to this Paragraph 13 or
as required by Paragraph 12 or 17 (such Alterations and actions being
hereinafter collectively referred to as "Work"), then (i) the market value of
the Leased Premises shall not be lessened by any such Work or its usefulness
impaired, (ii) all such Work shall be performed by Tenant in a good and
workmanlike manner, (iii) all such Work shall be completed diligently and in
compliance with all Legal Requirements, (iv) all such Work shall comply with the
requirements of all insurance policies required to be maintained by Tenant
hereunder, (v) if any such Work involves the replacement of Equipment or parts
thereto, all replacement Equipment or parts shall have a value and useful life
equal to the greater of (A) the value and useful life on the date hereof of the
Equipment being replaced or (B) the value and useful life of the Equipment being
replaced immediately prior to the occurrence of the event which required its
replacement (assuming such replaced Equipment was then in the condition required
by this Lease), (vi) Tenant shall promptly discharge or remove all liens filed
against any of the Leased Premises arising out of such Work, (vii) Tenant shall
procure and pay for all permits and licenses required in connection with any
such Work, (viii) all such Work shall be the property of Landlord and shall be
subject to this Lease, and Tenant shall execute and deliver to Landlord any
document requested by Landlord evidencing the assignment to Landlord of all
estate, right, title and interest (other than the
25
leasehold estate created hereby) of Tenant or any other Person thereto or
therein, and (ix) Tenant shall comply, to the extent requested by Landlord or
required by this Lease, with the provisions of Paragraphs 12(a) and 19(a),
whether or not such Work involves restoration of the Leased Premises.
14. Permitted Contests. Notwithstanding any other provision of this Lease,
Tenant shall not be required to (a) pay any Imposition, (b) comply with any
Legal Requirement, (c) discharge or remove any lien referred to in Paragraph 11
or 13 or (d) take any action with respect to any encroachment, violation,
hindrance, obstruction or impairment referred to in Paragraph 12(b) (such
non-compliance with the terms hereof being hereinafter referred to collectively
as "Permitted Violations") and may dispute or contest the same, so long as at
the time of such non-compliance no Event of Default exists and so long as Tenant
shall contest, in good faith, the existence, amount or validity thereof, the
amount of the damages caused thereby, or the extent of its or Landlord's
liability therefor by appropriate proceedings which shall operate during the
pendency thereof to prevent or stay (i) the collection of, or other realization
upon, the Permitted Violation so contested, (ii) the sale, forfeiture or loss of
any of the Leased Premises or any Rent to satisfy or to pay any damages caused
by any Permitted Violation, (iii) any interference with the use or occupancy of
any of the Leased Premises, (iv) any interference with the payment of any Rent,
(v) the cancellation or increase in the rate of any insurance policy or a
statement by the carrier that coverage will be denied or (vi) the enforcement or
execution of any injunction, order or Legal Requirement with respect to the
Permitted Violation. If requested by Landlord with respect to any Permitted
Violation where the amount in controversy is in excess of the Threshold Amount,
Tenant shall provide Landlord security which is satisfactory, in Landlord's
reasonable judgment, to assure that such Permitted Violation is corrected,
including all Costs, interest and penalties that may be incurred or become due
in connection therewith. While any proceedings which comply with the
requirements of this Paragraph 14 are pending and the required security is held
by Landlord, Landlord shall not have the right to correct any Permitted
Violation thereby being contested unless Landlord is required by Law to correct
such Permitted Violation and Tenant's contest does not prevent or stay such
requirement as to Landlord. Each such contest shall be promptly and diligently
prosecuted by Tenant to a final conclusion, except that Tenant, so long as the
conditions of this Paragraph 14 are at all times complied with, has the right to
attempt to settle or compromise such contest through negotiations. Tenant shall
pay any and all losses, judgments, decrees and Costs in connection with any such
contest and shall, promptly after the final determination of such contest, fully
pay and discharge the amounts which shall be levied, assessed, charged or
imposed or be determined to be payable therein or in connection therewith,
together with all penalties, fines, interest and Costs thereof or in connection
therewith, and perform all acts the performance of which shall be ordered or
decreed as a result thereof. No such contest shall subject Landlord to the risk
of any civil or criminal liability.
15. Indemnification.
(a) Tenant shall pay, protect, indemnify, defend, save and hold
harmless Landlord, Lender and all other Persons described in Paragraph 30 (each
an "Indemnitee") from and against any and all liabilities, losses, damages
(including punitive damages), penalties, Costs (including attorneys' fees and
costs), causes of action, suits, claims, demands or judgments of any nature
whatsoever, howsoever caused, without regard to the form
26
of action and whether based on strict liability, gross negligence, negligence or
any other theory of recovery at law or in equity, arising from (i) any matter
pertaining to the acquisition (or the negotiations leading thereto), ownership,
leasing, use, non-use, occupancy, operation, management, condition, design,
construction, maintenance, repair or restoration of any of the Leased Premises
or Appurtenances, (ii) any casualty in any manner arising from any of the Leased
Premises or Appurtenances, whether or not Indemnitee has or should have
knowledge or notice of any defect or condition causing or contributing to said
casualty, (iii) any violation by Tenant of any provision of this Lease, any
contract or agreement to which Tenant is a party (including any Loan Document
executed by Tenant), any Legal Requirement or any Permitted Encumbrance or any
encumbrance consented to by Tenant or (iv) any alleged, threatened or actual
Environmental Violation, including (A) liability for response costs and for
costs of removal and remedial action incurred by the United States Government,
any state or local governmental unit or any other Person, or damages from injury
to or destruction or loss of natural resources, including the reasonable costs
of assessing such injury, destruction or loss, incurred pursuant to Section 107
of CERCLA, or any successor section or act or provision of any similar state or
local Law, (B) liability for costs and expenses of abatement, correction or
cleanup, fines, damages, response costs or penalties which arise from the
provisions of any of the other Environmental Laws and (C) liability for personal
injury or property damage arising under any statutory or common-law tort theory,
including damages assessed for the maintenance of a public or private nuisance
or for carrying on of a dangerous activity provided that none of the foregoing
indemnification provisions shall apply to the extent arising from the negligent
acts (but not omissions, unless such omissions constitute gross negligence) or
willful misconduct of any Indemnitee (it being further acknowledged by the
parties hereto that any failure or omission on the part of Landlord to take any
action required to be taken by Tenant pursuant to the terms of this Lease shall
not be deemed to constitute negligence on the part of Landlord).
(b) In case any action or proceeding is brought against any
Indemnitee by reason of any such claim, (i) Tenant may, except in the event of a
conflict of interest or a dispute between Tenant and any such Indemnitee or
during the continuance of an Event of Default, retain its own counsel and defend
such action (it being understood that Landlord may employ counsel of its choice
to monitor the defense of any such action, the cost of which shall be paid by
Tenant) and (ii) such Indemnitee shall notify Tenant to resist or defend such
action or proceeding by retaining counsel reasonably satisfactory to such
Indemnitee, and such Indemnitee will cooperate and assist in the defense of such
action or proceeding if reasonably requested to do so by Tenant. In the event of
a conflict of interest or dispute or during the continuance of an Event of
Default, Landlord shall have the right to select counsel, and the reasonable
cost of such counsel shall be paid by Tenant.
(c) The obligations of Tenant under this Paragraph 15 shall survive
any termination, expiration or rejection in bankruptcy of this Lease.
THE INDEMNITY SET FORTH IN THIS SECTION 15 SHALL NOT BE IMPAIRED OR AFFECTED BY
ANY NEGLIGENT OMISSION ON THE PART OF LANDLORD OR ANYONE ACTING BEHALF OF
LANDLORD. IT IS EXPRESSLY AGREED AND UNDERSTOOD THAT THIS LEASE INCLUDES
INDEMNIFICATION PROVISIONS WHICH IN CERTAIN CIRCUMSTANCES COULD INCLUDE AN
27
INDEMNIFICATION BY TENANT OF LANDLORD FROM CLAIMS OR LOSSES ARISING AS A RESULT
OF LANDLORD'S OWN NEGLIGENT OMISSIONS.
16. Insurance.
(a) Tenant shall maintain or cause to be maintained the following
insurance on or in connection with the Leased Premises:
(i) Insurance against risk of physical loss or damage to the
Improvements and Equipment as provided under "Special Form" coverage, and
including customarily excluded perils of hail, windstorm, flood coverage (with
respect to any Related Premises any portion of which is within a 100-year flood
plain), earthquake and, to the extent required by Lender, terrorism (subject to
market availability at the time in question), in amounts no less than the actual
replacement cost of the Improvements and Equipment; provided that, if Tenant's
insurance company is unable or unwilling to include any of all of such excluded
perils, Tenant shall have the option of purchasing coverage against such perils
from another insurer on a "Difference in Conditions" form or through a
stand-alone policy. Such policies shall contain Replacement Cost Endorsements
and no co-insurance endorsements and shall contain deductibles not more than
$25,000 per occurrence, except with respect to (A) earthquake, which shall have
a deductible of not more than higher of $250,000 or 5% of the replacement cost
of the applicable Related Premises and (B) windstorm, which shall have a
deductible of not more than the higher of $250,000 or 2% of the replacement cost
of the applicable Related Premises. If any of the Improvements constitute a
legal non-conforming structure under applicable building, zoning or land use
laws, such policies shall also include an ordinance or law coverage endorsement
which will contain Coverage A: "Loss Due to Operation of Law" (with a minimum
liability limit equal to Replacement Cost with a waiver of any co-insurance
provisions or an Agreed Value Endorsement), Coverage B: "Demolition Cost" and
Coverage C: "Increased Cost of Construction" coverages.
(ii) Commercial General Liability Insurance (including but not
limited to Incidental Medical Malpractice and Host Liquor Liability), Umbrella
Liability and Non-Owned and Hired Business Automobile Liability Insurance
against claims for personal and bodily injury, death or property damage
occurring on, in or as a result of the use of the Leased Premises, in an amount
not less than $1,000,000 per occurrence and $2,000,000 per location/annual
aggregate with excess liability coverage of $25,000,000 per occurrence and
$50,000,000 general aggregate, on an occurrence based policies, and all other
coverage extensions that are usual and customary for properties of this size and
type provided, however, that the Landlord shall have the right to require such
higher limits as may be reasonable and customary for properties of this size and
type and Customer Goods Liability Insurance in an amount not less than $500,000
general aggregate.
(iii) Worker's compensation insurance covering all persons
employed by Tenant or Manager in connection with any work done on or about any
of the Leased Premises for which claims for death, disease or bodily injury may
be asserted against Landlord, Tenant or any of the Leased Premises or, in lieu
of such Workers' Compensation Insurance, a program of self-insurance complying
with the rules, regulations and requirements of the appropriate agency of the
State or States in which the Leased Premises are located.
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(iv) Comprehensive Boiler and Machinery Insurance on any of
the Equipment or any other equipment on or in the Leased Premises in an amount
not less than $5,000,000 per accident for damage to property. Either such Boiler
and Machinery policy or the All-Risk policy required in (i) above shall include
at least $3,000,000 per incidence for Off-Premises Service Interruption,
Expediting Expenses, Ammonia Contamination, and Hazardous Materials Clean-up
Expense and may contain a deductible not to exceed $25,000.
(v) Business Interruption and Extra Expense Insurance at
limits to cover 100% of losses and/or expenses incurred over the period of
indemnity not less than eighteen (18) months from time of loss including an
extended period of indemnity which provides that after the physical loss to the
Improvements and Equipment has been repaired, the continued loss of income will
be insured until such income either returns to the same level it was at prior to
the loss, or the expiration of six (6) months from the date that such Related
Premises is repaired or replaced and operations are resumed, whichever first
occurs. Such insurance shall name Landlord as loss payee solely with respect to
Rent payable to or for the benefit of the Landlord under this Lease.
(vi) During any period in which substantial Alterations at any
Related Premises are being undertaken, builder's risk insurance covering the
total completed value including any "soft costs" with respect to the
Improvements being altered or repaired (on a completed value, non-reporting
basis), replacement cost of work performed and equipment, supplies and materials
furnished in connection with such construction or repair of Improvements or
Equipment, together with such "soft cost" endorsements and such other
endorsements as Landlord may reasonably require and general liability, workers'
compensation and automobile liability insurance with respect to the Improvements
being constructed, altered or repaired.
(vii) Such other insurance (or other terms with respect to any
insurance required pursuant to this Paragraph 16, including without limitation
amounts of coverage, deductibles, form of mortgagee clause) on or in connection
with any of the Leased Premises as Landlord or Lender may reasonably require.
(b) The insurance required by Paragraph 16(a) shall be written by
companies which have a Best's rating of A:X or above and a claims paying ability
rating of A+ (or its equivalent) or better by at least two (2) Rating Agencies
(one of which shall be S&P ) or such other Rating Agencies approved by Landlord
and Lender in their sole discretion and are authorized to write insurance
policies by, the State Insurance Department for the states in which the Leased
Premises are located. Notwithstanding foregoing, an "Umbrella" Policy issued by
Mt. Xxxxxx Insurance Company shall be acceptable to Landlord and Lender,
provided that (i) the ratings assigned to Mt. Xxxxxx Insurance Company by A.M.
Best Company, Inc. do not fall below "A/IX" and (ii) the ratings assigned to Mt.
Xxxxxx Insurance Company by S&P do not fall below "A+". The insurance policies
(i) shall be for such terms as Landlord may reasonably approve and (ii) shall be
in amounts sufficient at all times to satisfy any coinsurance requirements
thereof. The insurance referred to in Paragraphs 16(a)(i), 16(a)(iv) and
16(a)(vi) shall name Landlord as owner and Lender as loss payee and Tenant as
its interest may appear. The insurance referred to in Paragraph 16(a)(ii) shall
name Landlord and Lender as additional insureds, and the insurance referred to
in Paragraph 16(a)(v) shall name Landlord as insured and Lender and Landlord as
loss payee. If said insurance or any part thereof shall expire, be
29
withdrawn, become void, voidable, unreliable or unsafe for any reason, including
a breach of any condition thereof by Tenant or the failure or impairment of the
capital of any insurer, or if for any other reason whatsoever said insurance
shall become reasonably unsatisfactory to Landlord, Tenant shall immediately
obtain new or additional insurance reasonably satisfactory to Landlord. Landlord
acknowledges that the insurance required to be maintained pursuant to Paragraph
16(a) shall be carried under a policy or policies insuring both the Leased
Premises demised hereunder and the "Leased Premises" demised under the UHS Lease
(collectively, the "Combined Property") and the insurance amounts and
deductibles set forth in Paragraph 16(a) reflect the insurance amounts and
deductibles required for the entire Combined Property in the aggregate,
provided, however, that the Business Interruption and Extra Expense insurance
required to be maintained pursuant to Paragraph 16(a)(v), shall insure the
payment of both Rent payable under this Lease and Rent (as that term is defined
in the UHS Lease) payable under the UHS Lease.
(c) Each insurance policy referred to in clauses (i), (iv), (v) and
(vi) of Paragraph 16(a) shall contain standard non-contributory mortgagee
clauses in favor of and reasonably acceptable to Lender. Each policy required by
any provision of Paragraph 16(a), except clause (iii) thereof, shall provide
that it may not be cancelled substantially modified or allowed to lapse on any
renewal date except after sixty (60) days' prior notice to Landlord and Lender.
Each such policy shall also provide that any loss otherwise payable thereunder
shall be payable notwithstanding (i) any act or omission of Landlord or Tenant
which might, absent such provision, result in a forfeiture of all or a part of
such insurance payment, (ii) the occupation or use of any of the Leased Premises
for purposes more hazardous than those permitted by the provisions of such
policy, (iii) any foreclosure or other action or proceeding taken by Lender
pursuant to any provision of the any Loan Documents upon the happening of an
event of default therein or (iv) any change in title to or ownership of any of
the Leased Premises.
(d) Tenant shall pay as they become due all premiums for the
insurance required by Paragraph 16(a), shall renew or replace each policy and
deliver to Landlord evidence of the payment of the full premium therefor or
installment then due at least thirty (30) days prior to the expiration date of
such policy, and shall promptly deliver to Landlord all original certificates of
insurance or, if required by Lender, original or certified policies.
(e) Anything in this Paragraph 16 to the contrary notwithstanding,
any insurance which Tenant is required to obtain pursuant to Paragraph 16(a) may
be carried under a "blanket" or umbrella policy or policies covering other
properties or liabilities of Tenant, provided that such "blanket" or umbrella
policy or policies otherwise comply with the provisions of this Paragraph 16 and
provided further that Tenant shall provide to Landlord a Statement of Values
which shall be reviewed annually and amended as necessary based on Replacement
Cost Valuations. The original or a certified copy of each such "blanket" or
umbrella policy shall promptly be delivered to Landlord.
(f) Tenant shall have the replacement cost and insurable value of
the Improvements and Equipment determined from time to time as required by the
replacement cost endorsement and shall deliver to Landlord the new replacement
cost endorsement or certificate evidencing such endorsement promptly upon
Tenant's receipt thereof.
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(g) Tenant shall promptly comply with and conform to (i) all
provisions of each insurance policy required by this Paragraph 16 and (ii) all
requirements of the insurers thereunder applicable to Landlord, Tenant or any of
the Leased Premises as to the use, manner of use, occupancy, possession,
operation, maintenance, alteration or repair of any of the Leased Premises, even
if such compliance necessitates Alterations or results in interference with the
use or enjoyment of any of the Leased Premises.
(h) Tenant shall not carry separate insurance concurrent in form or
contributing in the event of a Casualty with that required in this Paragraph 16
unless (i) Landlord and Lender are included therein as named insureds, with loss
payable as provided herein, and (ii) such separate insurance complies with the
other provisions of this Paragraph 16. Tenant shall immediately notify Landlord
of such separate insurance and shall deliver to Landlord the original policies
or certified copies thereof.
(i) All policies shall contain effective waivers by the carrier
against all claims for insurance premiums against Landlord and shall contain
full waivers of subrogation against the Landlord.
(j) All proceeds of any insurance required under Paragraph 16(a)
shall be payable as follows:
(i) Proceeds payable under clauses (ii), (iii) and (iv) of
Paragraph 16(a) and proceeds attributable to the general liability coverage of
Builder's Risk insurance under clause (vi) of Paragraph 16(a) shall be payable
to the Person entitled to receive such proceeds.
(ii) Proceeds of insurance required under clause (i) of
Paragraph 16(a) and proceeds attributable to Builder's Risk insurance (other
than its general liability coverage provisions) under clause (vi) of Paragraph
16(a) shall be payable to Landlord or Lender and applied as set forth in
Paragraph 17 or, if applicable, Paragraph 18. Promptly following receipt thereof
Tenant shall apply the Net Award to restoration of the Leased Premises in
accordance with the applicable provisions of this Lease unless a Termination
Event shall have occurred and Tenant has given a Termination Notice.
(k) With respect to the Related Premises located in the State of New
York, the parties intend that the terms of this Paragraph 16 and those of
Paragraphs 17 and 19, constitute an "express agreement to the contrary" under
Section 227 of the New York State Real Property Law.
17. Casualty and Condemnation.
(a) If any Casualty to any of the Related Premises occurs the
insurance proceeds for which are reasonably estimated by Tenant to be equal to
or in excess of the Threshold Amount, Tenant shall give Landlord and Lender
immediate notice thereof. So long as no Event of Default exists Tenant is hereby
authorized to adjust, collect and compromise all claims under any of the
insurance policies required by Paragraph 16(a) (except public liability
insurance claims payable to a Person other than Tenant, Landlord or Lender) and
to execute and deliver on behalf of Landlord all necessary proofs of loss,
receipts, vouchers and releases
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required by the insurers and Landlord shall have the right to join with Tenant
therein. Any final adjustment, settlement or compromise of any such claim shall
be subject to the prior written approval of Landlord, and Landlord shall have
the right to prosecute or contest, or to require Tenant to prosecute or contest,
any such claim, adjustment, settlement or compromise. If an Event of Default
exists, Tenant shall not be entitled to adjust, collect or compromise any such
claim or to participate with Landlord in any adjustment, collection and
compromise of the Net Award payable in connection with a Casualty. Tenant agrees
to sign, upon the request of Landlord, all such proofs of loss, receipts,
vouchers and releases. Each insurer is hereby authorized and directed to make
payment under said policies, including return of unearned premiums, directly to
Landlord or, if required by any Loan Documents, to Lender instead of to Landlord
and Tenant jointly, and Tenant hereby appoints each of Landlord and Lender as
Tenant's attorneys-in-fact to endorse any draft therefor. The rights of Landlord
under this Paragraph 17(a) shall be extended to Lender if required pursuant to
the terms of the Initial Loan Agreement and pursuant to any other Loan
Documents.
(b) Tenant, immediately upon receiving a Condemnation Notice, shall
notify Landlord and Lender thereof. So long as no Event of Default exists,
Tenant is authorized to collect, settle and compromise the amount of any Net
Award and Landlord shall have the right to join with Tenant therein. If an Event
of Default exists, Landlord shall be authorized to collect, settle and
compromise the amount of any Net Award and Tenant shall not be entitled to
participate with Landlord in any Condemnation proceeding or negotiations under
threat thereof or to contest the Condemnation or the amount of the Net Award
therefor. No agreement with any condemnor in settlement or under threat of any
Condemnation shall be made by Tenant without the written consent of Landlord.
Subject to the provisions of this Paragraph 17(b), Tenant hereby irrevocably
assigns to Landlord any award or payment to which Tenant is or may be entitled
by reason of any Condemnation, whether the same shall be paid or payable for
Tenant's leasehold interest hereunder or otherwise; but nothing in this Lease
shall impair Tenant's right to any award or payment on account of Tenant's trade
fixtures, equipment or other tangible property which is not part of the
Equipment, moving expenses or loss of business, if available, to the extent that
and so long as (i) Tenant shall have the right to make, and does make, a
separate claim therefor against the condemnor and (ii) such claim does not in
any way reduce either the amount of the award otherwise payable to Landlord for
the Condemnation of Landlord's fee interest in the applicable Related Leased
Premises or the amount of the award (if any) otherwise payable for the
Condemnation of Tenant's leasehold interest hereunder. The rights of Landlord
under this Paragraph 17(b) shall also be extended to Lender if required pursuant
to the terms of the Initial Loan Agreement and pursuant to any other Loan
Documents.
(c) If any Partial Casualty (whether or not insured against) or
Partial Condemnation shall occur to any Related Premises, this Lease shall
continue, notwithstanding such event, and there shall be no abatement or
reduction of any Monetary Obligations. Promptly after such Partial Casualty or
Partial Condemnation, Tenant, as required in Paragraph 12(a), shall commence and
diligently continue to restore the applicable Related Premises as nearly as
possible to their value, condition and character immediately prior to such event
(assuming such Related Premises to have been in the condition required by this
Lease). So long as no Event of Default exists, any Net Award up to and including
the Threshold Amount shall be paid by Landlord to Tenant and Tenant shall
restore the applicable Related Premises in accordance with the requirements of
Paragraph 13(b) of this Lease. Any Net Award in excess of the Threshold
32
Amount shall (unless such Casualty or Condemnation resulting in the Net Award is
a Termination Event) be made available by Landlord (or Lender if the terms of
any Loan Documents so require) to Tenant for the restoration of any of the
applicable Related Premises pursuant to and in accordance with and subject to
the provisions of Paragraph 19 hereof. If any Casualty or Condemnation which is
not a Partial Casualty or Partial Condemnation shall occur, Tenant shall comply
with the terms and conditions of Paragraph 18.
18. Termination Events.
(a) If either (i) all of any Related Premises shall be taken by a
Taking or (ii) any substantial portion of any Related Premises shall be taken by
a Taking or all or any substantial portion of any Related Premises shall be
totally damaged or destroyed by a Casualty and, in any such case, Tenant
certifies and covenants to Landlord that it will forever abandon operations at
the Related Premises, (any one or all of the Related Premises described in the
above clauses (i) and (ii) above being hereinafter referred to as the "Affected
Premises" and each of the events described in the above clauses (i) and (ii)
shall hereinafter be referred to as a "Termination Event"), then (x) in the case
of (i) above, Tenant shall be obligated, within thirty (30) days after Tenant
receives a Condemnation Notice and (y) in the case of (ii) above, Tenant shall
have the option, within thirty (30) days after Tenant receives a Condemnation
Notice or thirty (30) days after the Casualty, as the case may be, to give to
Landlord written notice (a "Termination Notice") in the form described in
Paragraph 18(b) of the Tenant's election to terminate this Lease as to the
Affected Premises. If Tenant elects under clause (y) above not to give Landlord
a Termination Notice, then Tenant shall cause the Leased Premises to be repaired
or rebuilt in accordance with Paragraphs 17 and 19.
(b) A Termination Notice shall contain (i) notice of Tenant's
intention to terminate this Lease as to the Affected Premises on the first Basic
Rent Payment Date which occurs at least ninety (90) days after the Fair Market
Value Date (the "Termination Date"), (ii) a binding and irrevocable offer of
Tenant to pay the Termination Amount, (iii) if the Termination Event is an event
described in Paragraph 18(a)(ii), the certification and covenant described
therein, and (iv) an original termination notice from UHS of UHS' intention to
terminate the UHS Lease as to the Affected Premises effective as of the same
date as Tenant's notice and containing a binding and irrevocable offer of UHS to
pay the applicable "Termination Amount" under the UHS Lease for the
Corresponding UHS Premises and, if the Termination Event is an event described
in Paragraph 18(a)(ii) of the UHS Lease, the certification and covenant
described therein; it being agreed by Tenant that no Termination Notice given by
Tenant hereunder shall be of any force or effect unless accompanied by a
simultaneous "Termination Notice" from UHS with respect to the Corresponding UHS
Premises. Promptly upon the delivery to Landlord of a Termination Notice,
Landlord and Tenant shall commence to determine Fair Market Value of the
Affected Premises.
(c) If Landlord shall reject such offer by Tenant to pay to Landlord
the Termination Amount as to the Affected Premises pursuant to Paragraph 18(b)
above by written notice to Tenant (a "Rejection") which Rejection shall contain
the written consent of Lender to Landlord's rejection of Tenant's offer to pay
the Termination Amount, not later than thirty (30) days following the Fair
Market Value Date, then this Lease shall terminate as to the Affected Premises
on the Termination Date. Upon such termination (i) all obligations of Tenant
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hereunder as to the Affected Premises shall terminate except for any Surviving
Obligations, (ii) Tenant shall immediately vacate and shall have no further
right, title or interest in or to any of the Affected Premises and (iii) the Net
Award shall be retained by Landlord. Notwithstanding anything to the contrary
hereinabove contained, if Tenant shall have received a Rejection and, on the
date when this Lease would otherwise terminate with respect to the Affected
Premises as provided above, Landlord shall not have received the full amount of
the Net Award payable by reason of the applicable Termination Event, then the
date on which this Lease is to terminate with respect to the Affected Premises
shall be automatically extended to the first Basic Rent Payment Date after the
receipt by Landlord of the full amount of the Net Award. It is acknowledged and
agreed by Landlord that any acceptance or Rejection of a Termination Notice from
Tenant under this Paragraph 18(c) or 18(d) below shall also concurrently contain
the same response (i.e. an acceptance or Rejection, as the case my be) of the
termination Notice delivered by UHS with respect to the Corresponding UHS
Premises.
(d) Unless Tenant shall have received a Rejection not later than the
thirtieth (30th) day following the Fair Market Value Date, Landlord shall be
conclusively presumed to have accepted such offer from Tenant to pay the
Termination Amount. If such offer from Tenant to pay the Termination Amount is
accepted by Landlord then, on the Termination Date, Tenant shall pay to Landlord
the Termination Amount and all Remaining Obligations and, if requested by
Tenant, Landlord shall convey to Tenant or its designee the Affected Premises or
the remaining portion thereof, if any, all in accordance with Paragraph 20.
(e) In the event of the termination of this Lease as to the Affected
Premises as hereinabove provided, this Lease shall remain in full force and
effect as to the Remaining Premises; provided, that the Basic Rent for the
Remaining Premises to be paid after such termination shall be the Basic Rent
otherwise payable hereunder with respect to the Leased Premises multiplied by a
percentage equal to the sum of the percentages set forth on Exhibit "F" for the
Remaining Premises.
19. Restoration.
(a) If any Net Award is in excess of the Threshold Amount, Landlord
(or Lender if required by any Loan Documents) shall hold the Net Award in a fund
(the "Restoration Fund") and disburse amounts from the Restoration Fund only in
accordance with the following conditions:
(i) prior to commencement of restoration, (A) the plans and
specifications and a budget for the restoration shall have been approved by
Landlord, (B) if the Net Award is less than the amount set forth on the full
cost budget for the restoration of the applicable Related Premises (which budget
has been approved by Landlord), Landlord and Lender shall be provided with
mechanics' lien insurance (if available) and acceptable performance and payment
bonds which insure satisfactory completion of and payment for the restoration,
are in an amount and form and have a surety acceptable to Landlord, and name
Landlord and Lender as additional dual obligees, and (C) to the extent permitted
by applicable Law, appropriate waivers of mechanics' and materialmen's liens
shall have been filed or obtained;
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(ii) at the time of any disbursement, no Event of Default
shall exist and no mechanics' or materialmen's liens shall have been filed
against the applicable Related Premises being restored that remain undischarged;
(iii) disbursements shall be made from time to time in an
amount not exceeding the cost of the work completed since the last disbursement,
upon receipt of (A) satisfactory evidence, including architects' certificates,
of the stage of completion, the estimated total cost of completion and
performance of the work to date in a good and workmanlike manner in accordance
with the contracts, plans and specifications, (B) waivers of liens with respect
to work paid to date, (C) contractors' and subcontractors' sworn statements as
to completed work and the cost thereof for which payment is requested, (D) a
satisfactory bringdown of title insurance and (E) other evidence of cost and
payment so that Landlord and Lender can verify that the amounts disbursed from
time to time are represented by work that is completed, in place and free and
clear of mechanics' and materialmen's lien claims;
(iv) each request for disbursement shall be accompanied by a
certificate of Tenant, signed by a duly authorized officer of Tenant, describing
the work for which payment is requested, stating the cost incurred in connection
therewith, stating that Tenant has not previously received payment for such work
and, upon completion of the work, also stating that the work has been fully
completed and complies with the applicable requirements of this Lease;
(v) Landlord may retain ten percent (10%) of the Restoration
Fund until the restoration is fully completed.
(vi) If the Restoration Fund is held by Landlord, the
Restoration Fund shall not be commingled with Landlord's other funds and shall
bear interest (in a money-market or similar type account having appropriate
liquidity) at the then available rate; and
(vii) such other reasonable and customary conditions as
Landlord or Lender may impose, so long as such conditions are consistent with
those being required by prudent lenders or investors for similar properties
under similar circumstances.
(b) Prior to commencement of restoration and at any time during
restoration, if the estimated cost of completing the restoration work free and
clear of all liens, as determined by Landlord, exceeds the amount of the Net
Award available for such restoration, the amount of such excess shall, upon
demand by Landlord, be paid by Tenant to Landlord to be added to the Restoration
Fund. Any sum so added by Tenant which remains in the Restoration Fund upon
completion of restoration shall be refunded to Tenant. For purposes of
determining the source of funds with respect to the disposition of funds
remaining after the completion of restoration, the Net Award shall be deemed to
be disbursed prior to any amount added by Tenant.
(c) If any sum remains in the Restoration Fund after completion of
the restoration and any refund to Tenant pursuant to Paragraph 19(b), such sum
shall be paid by Landlord to Tenant.
20. Procedures Upon Purchase.
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(a) If the Leased Premises or any of the Related Premises are
purchased by Tenant (or Tenant's designee) pursuant to any provision of this
Lease, Landlord need not convey any better title thereto than that which was
conveyed to Landlord, and Tenant or its designee shall accept such title,
subject, however, to the Permitted Encumbrances (including the UHS Lease, if
still in effect), and to all other liens, exceptions and restrictions on,
against or relating to any of the Leased Premises or the applicable Related
Premises and to all applicable Laws, but free of the lien of and security
interest created by any Mortgage or Assignment and liens, exceptions and
restrictions on, against or relating to the Leased Premises or the applicable
Related Premises which have been created by, or permitted or resulted solely
from, the acts of Landlord after the date of this Lease, unless the same are
Permitted Encumbrances or were created with the concurrence of Tenant or as a
result of a default by Tenant under this Lease.
(b) Upon the date fixed for any such purchase of the Leased Premises
or any of the Related Premises pursuant to any provision of this Lease (any such
date the "Purchase Date"), Tenant shall pay to Landlord, or to any Person to
whom Landlord directs payment, the Relevant Amount therefor specified herein, in
Federal Funds, less any credit of the Net Award received and retained by
Landlord or a Lender allowed against the Relevant Amount, and Landlord shall
deliver to Tenant (i) a special warranty deed which describes the premises being
conveyed and conveys the title thereto as provided in Paragraph 20(a), (ii) such
other instruments as shall be necessary or customary transfer to Tenant or its
designee any other property (or rights to any Net Award not yet received by
Landlord or a Lender) then required to be sold by Landlord to Tenant pursuant to
this Lease and (iii) any Net Award received by Landlord, not credited to Tenant
against the Relevant Amount and required to be delivered by Landlord to Tenant
pursuant to this Lease; provided, that if any Monetary Obligations remain
outstanding on such date, then Landlord may deduct from the Net Award the amount
of such Monetary Obligations; and further provided, that if any event has
occurred which, in Landlord's reasonable judgment, is likely to subject any
Indemnitee to any liability which Tenant is required to indemnify against
pursuant to Paragraph 15, then an amount shall be deducted from the Net Award
which, in Landlord's reasonable judgment, is sufficient to satisfy such
liability, which amount shall be deposited in an escrow account with a financial
institution reasonably satisfactory to Landlord and Tenant pending resolution of
such matter. Landlord shall reasonably cooperate (at no additional cost to
Landlord, unless such cost is in connection with the cure of any condition
existing on title caused or permitted by Landlord and which is not permitted
under Paragraph 20(a)), with Tenant and Tenant's title insurance company with
respect to customary closing affidavits and related matters to enable the
purchaser to obtain title in accordance with the terms of Paragraph 20(a). If on
the Purchase Date any Monetary Obligations remain outstanding and no Net Award
is payable to Tenant by Landlord or the amount of such Net Award is less than
the amount of the Monetary Obligations, then Tenant shall pay to Landlord on the
Purchase Date the amount of such Monetary Obligations. Upon the completion of
such purchase, this Lease and all obligations and liabilities of Tenant
hereunder with respect to the applicable Related Premises (but not with respect
to the Remaining Premises) shall terminate, except any Surviving Obligations.
(c) If the completion of such purchase shall be delayed after (i)
the Termination Date, in the event of a purchase pursuant to Paragraph 18 or,
(ii) the date scheduled for such purchase, in the event of a purchase under any
other provision of this Lease then (x) Rent shall continue to be due and payable
until completion of such purchase and (y) at
36
Landlord's sole option, Fair Market Value shall be redetermined and the Relevant
Amount payable by Tenant pursuant to the applicable provision of this Lease
shall be adjusted to reflect such redetermination.
(d) Any prepaid Monetary Obligations paid to Landlord shall be
prorated as of the Purchase Date, and the prorated unapplied balance shall be
deducted from the Relevant Amount due to Landlord; provided, that no
apportionment of any Impositions shall be made upon any such purchase.
21. Assignment and Subletting: Prohibition against Leasehold Financing.
(a) Except as otherwise expressly provided to the contrary in this
Paragraph 21, Tenant may not (i) assign this Lease, voluntarily or
involuntarily, whether by operation of law or otherwise (including through any
merger or consolidation) to any Person, or (ii) sublet any of the Leased
Premises at any time to any other Person, without the prior written consent of
Landlord, which consent may be granted or withheld by Landlord for any or no
reason. Any purported sublease or assignment in violation of this Paragraph 21
(including any Affiliate transaction in violation of the provisions of
Paragraphs 21(h) and (i) below) shall be null and void. In addition,
notwithstanding anything to the contrary contained in this Paragraph 21, Tenant
shall not have the right to assign this Lease (voluntarily or involuntarily,
whether by operation of law or otherwise), or sublet any of the Leased Premises
to any Person (including any Affiliate) at any time that an Event of Default
beyond any applicable notice and cure period shall have occurred and then be
continuing under this Lease.
(b) (i) Tenant shall have the right, upon thirty (30) days prior
written notice to Landlord and Lender, to enter into one or more subleases that
demise, in the aggregate, up to 100% of the gross space in each Related Premises
to any Affiliate of Tenant or of an approved manager of the Leased Premises and
up to but not in excess of forty-nine percent (49%) of the gross space in each
Related Premises to any other Person with no consent or approval of Landlord
being required or necessary (each, a "Preapproved Sublet"). Other than pursuant
to Preapproved Sublets, at no time during the Term shall subleases exist for
more than forty-nine percent (49%) of the gross space in any Related Premises
without the prior written consent of Landlord which consent shall be granted or
withheld based upon the following criteria (the "Review Criteria"): (A) credit,
(B) capital structure, (C) management, (D) operating history, (E) proposed use
of the Leased Premises and (F) risk factors associated with the proposed use of
the Leased Premises by the proposed subtenant, taking into account factors such
as environmental concerns, product liability and the like. Landlord and Lender
shall review such information and shall approve or disapprove the proposed
subtenant in writing no later than the thirtieth (30th ) day following receipt
of all such information, and Landlord and Lender shall be deemed to have acted
reasonably in granting or withholding consent if such grant or disapproval is
based on their review of the Review Criteria applying prudent business judgment.
Notwithstanding anything to the contrary in this Paragraph 21(b)(i), any license
or rental agreement with a customer of Tenant for one or more self-storage
garages, rooms or bays entered into in the ordinary course of Tenant's business
as an operator of a self-storage facilities shall not be deemed a sublease for
the purposes of this Paragraph 21 provided that such license or rental agreement
is for a term of not more than twelve (12) months.
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(ii) If Tenant assigns all its rights and interest under this
Lease, the assignee under such assignment shall expressly assume all the
obligations of Tenant hereunder, actual or contingent, including obligations of
Tenant which may have arisen on or prior to the date of such assignment, by a
written instrument delivered to Landlord at the time of such assignment and
shall also provide any certification reasonably required by Landlord related to
the USA Patriot Act. Each sublease of any of the Related Premises shall (A) be
expressly subject and subordinate to this Lease and any Mortgage encumbering the
Leased Premises; (B) not extend beyond the then current Term minus one day; (C)
terminate upon any termination of this Lease, unless Landlord elects in writing
to cause the sublessee to attorn to and recognize Landlord as the lessor under
such sublease, whereupon such sublease shall continue as a direct lease between
the sublessee and Landlord upon all the terms and conditions of such sublease;
and (D) bind the sublessee to all covenants contained in Paragraphs 4(a), 10 and
12 with respect to subleased premises to the same extent as if the sublessee
were the Tenant and (E) required the sublessee to provide any certification
reasonably required by Landlord related to the USA Patriot Act. No assignment or
sublease shall affect or reduce any of the obligations of Tenant hereunder, and
all such obligations of Tenant shall continue in full force and effect as
obligations of a principal and not as obligations of a guarantor, as if no
assignment or sublease had been made. No assignment or sublease shall impose any
additional obligations on Landlord under this Lease.
(c) Tenant shall, within ten (10) days after the execution and
delivery of any assignment or sublease (including a Preapproved Sublet), deliver
a duplicate original copy thereof to Landlord which, in the event of an
assignment, shall be in recordable form. Each sublease of any portion of any
Related Premises shall (A) be expressly subject and subordinate to this Lease
and any Mortgage encumbering the Leased Premises; (B) not extend beyond the then
current Term (including any exercised or deemed exercised Renewal Term) minus
one day; (C) terminate upon any termination of this Lease, unless Landlord
elects (at its option) in writing to cause the sublessee to attorn to and
recognize Landlord as the lessor under such sublease, whereupon such sublease
shall continue as a direct lease between the sublessee and Landlord upon all the
terms and conditions of such sublease; and (d) bind the sublessee to all
covenants contained in Paragraphs 4(a), 10 and 12 with respect to subleased
premises to the same extent as if the sublessee were the Tenant.
(d) As security for performance of its obligations under this Lease,
Tenant hereby grants, conveys and assigns to Landlord all right, title and
interest of Tenant in and to all subleases now in existence or hereafter entered
into for any or all of the Leased Premises, any and all extensions,
modifications and renewals thereof and all rents, issues and profits therefrom.
Landlord hereby grants to Tenant a license to collect and enjoy all rents and
other sums of money payable under any sublease of any of the Leased Premises,
provided, however, that Landlord shall have the absolute right at any time while
an Event of Default is continuing upon notice to Tenant and any subtenants to
revoke said license and to collect such rents and sums of money and to retain
the same. Any amounts collected shall be applied to Rent payments next due and
owing. With respect to any sublease requiring Landlord's consent pursuant to
this Paragraph 21 or for which Landlord or Lender has granted non-disturbance
rights, Tenant shall not consent to, cause or allow any modification or
alteration of any of the terms, conditions or covenants of any of the subleases
or the termination thereof, without the prior written approval of Landlord which
consent shall not be unreasonably withheld nor shall
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Tenant accept any rents more than thirty (30) days in advance of the accrual
thereof nor do nor permit anything to be done, the doing of which, nor omit or
refrain from doing anything, the omission of which, will or could be a breach of
or default in the terms of any of the subleases.
(e) Tenant shall not have the power to mortgage, pledge or otherwise
encumber its interest under this Lease or any sublease of any of the Related
Premises, and any such mortgage, pledge or encumbrance made in violation of this
Paragraph 21 shall be void and of no force and effect.
(f) Intentionally Omitted.
(g) Subject to the provisions of Paragraph 34 hereof, Landlord may
sell or transfer the Leased Premises at any time without Tenant's consent to any
institutional investor or other Person whose principal business is investing in
commercial real estate that is not a Direct Competitor of Tenant or the initial
Manager of the Leased Premises (each a "Third Party Purchaser"). In the event of
any such transfer, Tenant shall attorn to any Third Party Purchaser as Landlord
so long as such Third Party Purchaser and Landlord notify Tenant in writing of
such transfer. At the request of Landlord, Tenant will execute such documents
confirming the agreement referred to above and such other agreements as Landlord
may reasonably request, provided that such agreements do not increase the
liabilities and obligations of Tenant hereunder. As used in this Paragraph
21(g), the term "Direct Competitor" shall mean the ten (10) largest operators of
self-storage facilities in the United States as published from time to time by
Self-Storage Almanac. In the event Self-Storage Almanac ceases publication or
ceases to publish the list of the ten (10) largest operators of self-storage
facilities in the United States, Landlord and Tenant shall attempt to agree on a
substitute trade publication or other reputable listing source to determine the
ten (10) largest operators of self-storage facilities in the United States,
provided that if Landlord and Tenant are unable to agree on a substitute trade
publication or other reputable listing source, a substitute trade publication
shall be selected by Landlord in its reasonable discretion. Notwithstanding
anything to the contrary contained herein, the terms of this Paragraph 21(g)
shall not apply in the case of any foreclosure by Lender (or delivery of a deed
in lieu of foreclosure), a transfer to any affiliate of Lender, or the initial
sale of the Leased Premises by any Lender following a foreclosure (or the
delivery of a deed in lieu of foreclosure).
(h) Tenant shall not, in a single transaction or series of related
transactions, sell or convey, transfer or lease all or substantially all of its
assets (an "Asset Transfer") to any Person, and any such Asset Transfer shall be
deemed an assignment in violation of this Lease; except that, Tenant shall have
the right conduct an Asset Transfer to a Person if the following conditions are
met: (a) the Asset Transfer is to a Person that is approved in writing by
Landlord in Landlord's sole and absolute discretion in accordance with the
provisions of Paragraph 21 (a) of this Lease and (b) this Lease is assigned to
such Person as a part of such Asset Transfer.
(i) At no time during the Term shall any Person or "group" (within
the meaning of Section 13(d) or Section 14(d) of the Securities Exchange Act of
1934, as amended); pursuant to a single transaction or series of related
transaction (i) acquire more than 50% of the Voting Stock, partnership
interests, membership interests or other equitable and/or beneficial
39
interests of Tenant ("Control") or (ii) obtain the power (whether or not
exercised) to elect a majority of the directors of Tenant or voting control of
any partnership or limited liability company or other entity acting as its
general partner or managing member, unless the purchaser who acquires such
voting power shall be approved in writing by Landlord in Landlord's sole and
absolute discretion in accordance with Paragraph 21 (a) and any such change of
Control without such approval shall be deemed an assignment in violation of this
Lease. Notwithstanding the foregoing provisions, this Paragraph 21(i) shall (x)
not apply to a transfer of any direct or indirect interests in Tenant held by a
Person owning such interests as of the date of this Lease, either (A) by devise,
descent or by operation of law upon the death of such Person to his immediate
family member or members or (B) for estate planning purposes to an immediate
family member or members of such Person, or to a trust for the benefit of such
Person and/or his immediate family member or members, so long as either (1) such
trustee or other family member has sufficient experience and expertise in the
operation and/or ownership of self storage facilities or (2) Xxxx Xxxxx retains
day to day operational control of Tenant or (y) not prohibit any sale of the
outstanding capital stock of Guarantor, as parent of Tenant, by any Person
through the "over-the-counter market" or through any recognized stock exchange,
other than by those deemed to be a "control person" within the meaning of the
Securities Exchange Act of 1934 (and any such permitted sale shall not be deemed
an assignment in violation of this Lease.).
22. Events of Default.
(a) The occurrence of any one or more of the following (after
expiration of any applicable cure period as provided in Paragraph 22(b)) shall,
at the sole option of Landlord, constitute an "Event of Default" under this
Lease:
(i) a failure by Tenant to make any payment of any Monetary
Obligation on or prior to its due date, regardless of the reason for such
failure;
(ii) a failure by Tenant duly to perform and observe, or a
violation or breach of, any other provision hereof not otherwise specifically
mentioned in this Paragraph 22(a);
(iii) any representation or warranty made by Tenant herein or
in any certificate, demand or request made pursuant hereto now or hereafter
proves to be incorrect, as of the time made, in any material respect;
(iv) a final, non-appealable judgment or judgments for the
payment of money in excess of $5,000,000 in the aggregate shall be rendered
against Tenant and the same shall remain undischarged for a period of ninety
(90) consecutive days;
(v) Tenant shall (A) voluntarily be adjudicated a bankrupt or
insolvent, (B) seek or consent to the appointment of a receiver or trustee for
itself or for any of the Related Premises, (C) file a petition seeking relief
under the bankruptcy or other similar laws of the United States, any state or
any jurisdiction, (D) make a general assignment for the benefit of creditors, or
(E) be unable to pay its debts as they mature;
(vi) a court shall enter an order, judgment or decree
appointing, without the consent of Tenant, a receiver or trustee for it or for
any of the Related Premises or
40
approving a petition filed against Tenant which seeks relief under the
bankruptcy or other similar laws of the United States, any state or any
jurisdiction, and such order, judgment or decree shall remain undischarged or
unstayed ninety(90) days after it is entered;
(vii) any of the Related Premises shall have been (A)
abandoned or (B) vacated for a period in excess of sixty(60) consecutive days
or more than ninety(90) days during any Lease Year, except (1) during any
reasonable period of repair or restoration of the such Related Premises
following a Casualty or Taking, (2) during the course of performing Alterations
to prepare the Leased Premises for occupancy by a permitted subtenant or
assignee pursuant to an executed sublease or assignment agreement, (3) with the
prior written consent of Landlord, which consent shall not be unreasonably
withheld or delayed so long as Tenant has established a plan for the
preservation, maintenance and security of the Related Premises (including
confirmation that the insurance required to be carried hereunder by Tenant will
remain in full force and effect notwithstanding Tenant's vacating of the Related
Premises) acceptable to Landlord, or (4) after the delivery of an Abandonment
Notice as to such Related Premises given pursuant to the terms of Paragraph 36
hereof, or the delivery of a certificate relating to an Obsolete Premises given
pursuant to the terms of Paragraph 29 hereof, as to such Obsolete Premises;
(viii) Tenant shall be liquidated or dissolved or shall begin
proceedings towards its liquidation or dissolution;
(ix) the estate or interest of Tenant in any of the Related
Premises shall be levied upon or attached in any proceeding and such estate or
interest is about to be sold or transferred or such process shall not be vacated
or discharged within ninety(90) days after it is made;
(x) a failure by Tenant to perform or observe, or a violation
or breach of, or a misrepresentation by Tenant under, any provision of any
Assignment to which Tenant is a party or any other document between Tenant and
Lender or from Tenant to Lender, if such failure, violation, breach or
misrepresentation gives rise to a default beyond any applicable cure period with
respect to any Loan;
(xi) a failure by Tenant to maintain in effect any license or
permit necessary for the use, occupancy or operation of any of the Related
Premises;
(xii) Tenant shall in a single transaction or series of
related transactions sell, convey, transfer or lease all or substantially all of
its assets in violation of the provisions of Paragraph 21; or
(xiii) Tenant shall fail to deliver the estoppel described in
Paragraph 25 within the time period specified therein;
(xiv) Tenant shall fail to timely (i) provide, maintain and
replenish, if necessary, the Security Deposit or (ii) repay to Landlord either
of the installments (or any portion thereof) of the Security Deposit advanced by
Landlord on behalf of Tenant, in any case, in accordance with the requirements
of Paragraph 35;
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(xv) An event of default beyond any applicable notice and/or
cure period shall exist under the Management Agreement, the Negative Pledge
Agreement, the Guaranty or the Non-Compete Agreement;
(xvi) An event of default beyond any applicable notice and/or
cure period shall exist under the UHS Lease; or
(xvii) Any modification, termination or expiration of the
Assignment and Assumption of UHS Lease Agreement shall occur.
(b) No notice or cure period shall be required in any one or more of
the following events: (A) the occurrence of an Event of Default under clause (i)
(except as otherwise set forth below), (iii), (iv), (v), (vi), (vii), (viii),
(ix), (x), (xi), (xii), (xiv), or (xvii) of Paragraph 22(a); (B) the default
consists of a failure to pay Basic Rent, a failure to maintain any insurance
required by Paragraph 16 or an assignment or sublease entered into in violation
of Paragraph 21; or (C) the default is such that any delay in the exercise of a
remedy by Landlord could reasonably be expected to cause irreparable harm to
Landlord. Notwithstanding the foregoing clause (B) above, if the default
consists of the failure to pay any Basic Rent, there shall be a cure period of
three (3) days from the date on which notice is given, but Landlord shall not be
obligated to give notice of, or allow any cure period for, any such default more
than one (1) time within any Lease Year, and if the default consists of the
failure to pay any other Monetary Obligation under clause (i) of Paragraph
22(a), the applicable cure period shall be ten (10) days from the date on which
notice is given. If the default consists of a default under clause (ii) of
Paragraph 22(a), other than the events specified in clauses (B) and (C) of the
first sentence of this Paragraph 22(b), the applicable cure period shall be
thirty(30) days from the date on which notice is given or, if the default
cannot be cured within such thirty (30) day period and delay in the exercise of
a remedy would not (in Landlord's reasonable judgment) cause any material
adverse harm to Landlord or any of the Leased Premises, the cure period shall be
extended for the period required to cure the default (but such cure period,
including any extension, shall not in the aggregate exceed ninety (90) days
except in the case of any on-going remediation or monitoring of an Environmental
Violation which is being cured in compliance with Paragraph 10, in which case
the applicable cure period shall be extended to the extent such extension is
permitted by Lender), provided that Tenant shall commence to cure the default
within the said thirty (30) day period and shall actively, diligently and in
good faith proceed with and continue the curing of the default until it shall be
fully cured. If the default consists of a default under clause (xiii) of
Paragraph 22(a), the applicable cure period shall be ten(10) days from the date
notice is given. Notwithstanding anything to the contrary herein, to the extent
the Tenant has timely deposited funds sufficient to pay Basic Rent then due
hereunder into a lockbox established for the benefit of Landlord and/or Lender,
the failure or delay of the transfer of such funds to Landlord shall not entitle
Landlord to declare a default hereunder. If the default consists of a default
under clause (xiii) of Paragraph 22(a), the applicable cure period shall be ten
(10) days from the date notice is given. If the default consists of a default
under clause (xv) of Paragraph 22(a), the applicable cure period shall be three
(3) days from the date notice is given, provided, however, that with respect to
a default under the Management Agreement where the underlying facts and/or
circumstances giving rise to the default under the Management Agreement also
gives rise to another default under Paragraph 22(a) of this Lease, the cure
period shall be the greater of (x) three(3) days from the date notice is given,
or (y) the cure period
42
otherwise given under this Paragraph 22 with respect to such underlying facts
and/or circumstances. If the default consists of a default under clause (xvi) of
Paragraph 22(a), the applicable cure period shall be three(3) days after the
date on which any applicable notice an cure period has expired under the terms
of the UHS Lease for any monetary default and ten(10) days after the date on
which any applicable notice an cure period has expired under the terms of the
UHS Lease for any non-monetary default, provided that if such non-monetary
default cannot be cured within such ten(10) day period and delay in the
exercise of a remedy would not (in Landlord's reasonable judgment) cause any
material adverse harm to Landlord or any of the Leased Premises, the cure period
shall be extended for the period required to cure the default (but such cure
period, including any extension, shall not in the aggregate exceed ninety(90)
days except in the case of any on-going remediation or monitoring of an
Environmental Violation which is being cured in compliance with Paragraph 10, in
which case the applicable cure period shall be extended to the extent such
extension is permitted by Lender), provided that Tenant shall commence to cure
the default within the said ten(10) day period and shall actively, diligently
and in good faith proceed with and continue the curing of the default until it
shall be fully cured.
23. Remedies and Damages Upon Default.
(a) If an Event of Default shall have occurred and is continuing,
Landlord shall have the right, at its sole option, then or at any time
thereafter, to exercise its remedies and to collect damages from Tenant in
accordance with this Paragraph 23, subject in all events to applicable Law,
without demand upon or notice to Tenant except as otherwise provided in
Paragraph 22(b), this Paragraph 23 and except as required by applicable Law.
(i) Landlord may give Tenant notice of Landlord's intention to
terminate this Lease on a date specified in such notice. Upon such date, this
Lease, the estate hereby granted and all rights of Tenant hereunder shall expire
and terminate. Upon such termination, Tenant shall immediately surrender and
deliver possession of the Leased Premises to Landlord in accordance with
Paragraph 26. If Tenant does not so surrender and deliver possession of all of
the Leased Premises, Landlord may re-enter and repossess any of the Leased
Premises not surrendered, with legal process, by peaceably entering any of the
Leased Premises and changing locks or by summary proceedings, ejectment or any
other lawful means or procedure. Upon or at any time after taking possession of
any of the Leased Premises, Landlord may, by legal process, remove any Persons
or property therefrom. Landlord shall be under no liability for or by reason of
any such entry, repossession or removal. Notwithstanding such entry or
repossession, Landlord may collect the damages set forth in Paragraph 23(b)(i)
or 23(b)(ii).
(ii) After repossession of any of the Leased Premises pursuant
to clause (i) above, Landlord shall have the right to relet any of the Leased
Premises to such tenant or tenants, for such term or terms, for such rent, on
such conditions and for such uses as Landlord in its sole discretion may
determine, and collect and receive any rents payable by reason of such
reletting. Landlord may make such Alterations in connection with such reletting
as it may deem advisable in its sole discretion. Notwithstanding any such
reletting, Landlord may collect the damages set forth in Paragraph 23(b)(ii).
(iii) Intentionally omitted.
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(iv) Landlord may declare by notice to Tenant the entire Basic
Rent (in the amount of Basic Rent then in effect) for the remainder of the then
current Term to be immediately due and payable. Tenant shall immediately pay to
Landlord all such Basic Rent discounted to its Present Value, all accrued Rent
then due and unpaid, all other Monetary Obligations which are then due and
unpaid and all Monetary Obligations which arise or become due by reason of such
Event of Default (including any Costs of Landlord). Upon receipt by Landlord of
all such accelerated Basic Rent and Monetary Obligations, this Lease shall
remain in full force and effect and Tenant shall have the right to possession of
the Leased Premises from the date of such receipt by Landlord to the end of the
Term, and subject to all the provisions of this Lease, including the obligation
to pay all increases in Basic Rent and all Monetary Obligations that
subsequently become due, except that (A) no Basic Rent which has been prepaid
hereunder shall be due thereafter during the said Term, (B) Tenant shall have no
option to extend or renew the Term and (C) Tenant shall have no further rights
under Paragraph 34.
(b) The following constitute damages to which Landlord shall be
entitled if Landlord exercises its remedies under Paragraph 23(a)(i) or
23(a)(ii):
(i) If Landlord exercises its remedy under Paragraph 23(a)(i)
but not its remedy under Paragraph 23(a)(ii) (or attempts to exercise such
remedy and is unsuccessful in reletting the Leased Premises) then, upon written
demand from Landlord, Tenant shall pay to Landlord, as liquidated and agreed
final damages for Tenant's default and in lieu of all current damages beyond the
date of such demand (it being agreed that it would be impracticable or extremely
difficult to fix the actual damages), an amount equal to the Present Value of
the excess, if any, of (A) all Basic Rent from the date of such demand to the
date on which the Term is scheduled to expire hereunder in the absence of any
earlier termination, reentry or repossession over (B) the then fair market
rental value of the Leased Premises for the same period. Tenant shall also pay
to Landlord all of Landlord's Costs in connection with the repossession of the
Leased Premises and any attempted reletting thereof, including all brokerage
commissions, legal expenses, reasonable attorneys' fees, employees' expenses,
costs of Alterations and expenses and preparation for reletting.
(ii) If Landlord exercises its remedy under Paragraph 23(a)(i)
or its remedies under Paragraph 23(a)(i) and 23(a)(ii), then Tenant shall, until
the end of what would have been the Term in the absence of the termination of
the Lease, and whether or not any of the Leased Premises shall have been relet,
be liable to Landlord for, and shall pay to Landlord, as liquidated and agreed
current damages all Monetary Obligations which would be payable under this Lease
by Tenant in the absence of such termination less the net proceeds, if any, of
any reletting pursuant to Paragraph 23(a)(ii), after deducting from such
proceeds all of Landlord's Costs (including the items listed in the last
sentence of Paragraph 23(b)(i) hereof) incurred in connection with such
repossessing and reletting; provided, that if Landlord has not relet the Leased
Premises, such Costs of Landlord shall be considered to be Monetary Obligations
payable by Tenant. Tenant shall be and remain liable for all sums aforesaid, and
Landlord may recover such damages from Tenant and institute and maintain
successive actions or legal proceedings against Tenant for the recovery of such
damages. Nothing herein contained shall be deemed to require Landlord to wait to
begin such action or other legal proceedings until the date when the Term would
have expired by its own terms had there been no such Event of Default.
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(c) Notwithstanding anything to the contrary herein contained, in
lieu of or in addition to any of the foregoing remedies and damages, Landlord
may exercise any remedies and collect any damages available to it at law or in
equity. If Landlord is unable to obtain full satisfaction pursuant to the
exercise of any remedy, it may pursue any other remedy which it has hereunder or
at law or in equity.
(d) Landlord shall not be required to mitigate any of its damages
hereunder unless required to by applicable Law. If any Law shall validly limit
the amount of any damages provided for herein to an amount which is less than
the amount agreed to herein, Landlord shall be entitled to the maximum amount
available under such Law.
(e) No termination of this Lease, repossession or reletting of any
of the Leased Premises, exercise of any remedy or collection of any damages
pursuant to this Paragraph 23 shall relieve Tenant of any Surviving Obligations.
(f) WITH RESPECT TO ANY REMEDY OR PROCEEDING OF LANDLORD OR TENANT
HEREUNDER, TENANT AND LANDLORD HEREBY WAIVE ANY RIGHT TO A TRIAL BY JURY,
PROVIDED, HOWEVER, THAT NEITHER LANDLORD NOR TENANT WAIVES ITS RIGHT TO A TRIAL
BY JURY WITH RESPECT TO ANY ACTION, PROCEEDING OR COUNTER-CLAIM BROUGHT BY
EITHER TENANT OR LANDLORD AGAINST THE OTHER IN ANY ACTION FOR PERSONAL INJURY OR
PROPERTY DAMAGE.
(g) Upon the occurrence of any Event of Default, Landlord shall have
the right (but no obligation) to perform any act required of Tenant hereunder
and, if performance of such act requires that Landlord enter the Leased
Premises, Landlord may enter the Leased Premises for such purpose
(h) No failure of Landlord (i) to insist at any time upon the strict
performance of any provision of this Lease or (ii) to exercise any option,
right, power or remedy contained in this Lease shall be construed as a waiver,
modification or relinquishment thereof. A receipt by Landlord of any sum in
satisfaction of any Monetary Obligation with knowledge of the breach of any
provision hereof shall not be deemed a waiver of such breach, and no waiver by
Landlord of any provision hereof shall be deemed to have been made unless
expressed in a writing signed by Landlord.
(i) Tenant hereby waives and surrenders, for itself and all those
claiming under it, including creditors of all kinds, (i) any right and privilege
which it or any of them may have under any present or future Law to redeem any
of the Leased Premises or to have a continuance of this Lease after termination
of this Lease or of Tenant's right of occupancy or possession pursuant to any
court order or any provision hereof, and (ii) the benefits of any present or
future Law which exempts property from liability for debt or for distress for
rent.
(j) Except as otherwise provided herein, all remedies are cumulative
and concurrent and no remedy is exclusive of any other remedy. Each remedy may
be exercised at any time an Event of Default has occurred and is continuing and
may be exercised from time to time. No remedy shall be exhausted by any exercise
thereof.
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24. Notices. All notices, demands, requests, consents, approvals,
offers, statements and other instruments or communications required or permitted
to be given pursuant to the provisions of this Lease shall be in writing and
shall be deemed to have been given and received for all purposes when delivered
in person or by Federal Express or other reliable 24-hour delivery service or
five(5) business days after being deposited in the United States mail, by
registered or certified mail, return receipt requested, postage prepaid,
addressed to the other party at its address stated on page one of this Lease or
when delivery is refused. Any Automatic Renewal Notice given by Landlord
pursuant to Paragraph 5 hereof shall be delivered in person or by registered or
certified mail. Notices sent to Landlord shall be to the attention of Director,
Asset Management, and notices sent to Tenant shall be to the attention of
Finance Director. A copy of any notice given by Tenant to Landlord shall be
addressed to the attention of Director, Asset Management and shall
simultaneously be given by Tenant to Xxxx Xxxxx LLP, Xxx Xxxxxxx Xxxxx,
Xxxxxxxxxxxx, XX 00000, Attention: Chairman, Real Estate Department and, for so
long as the Initial Loan is outstanding, to Bank of America, N.A., Capital
Markets Servicing Group, 000 Xxxxx Xxxxxx Xxxxxx, 0xx Xxxxx, XX0-000-00-00, Xxx
Xxxxxxx, XX 00000, Attention: Servicing Manager with a copy to Xxxxxxx Xxxxxxxx
& Wood LLP, Two World Financial Center, Xxx Xxxx, XX 00000, Attention Xxxxx X.
Xxxx, Esq. and a copy of any notice given by Landlord to Tenant shall
simultaneously be given by Landlord to Torys LLP, 000 Xxxx Xxxxxx, Xxx Xxxx, XX
00000, Attention: Xxxx Xxxxx, Esq., with a courtesy copy to Manager at c/o U-
Haul International, Inc., 0000 Xxxxx Xxxxxxx Xxxxxx, Xxxxxxx, XX 00000,
Attention: President and Assistant General Counsel, provided, however, the
failure of Landlord to give Manager a copy of any notice given by Landlord to
Tenant shall not in any manner impair the effectiveness of any notice given to
Tenant. For the purposes of this Paragraph, any party referenced herein
(including Initial Lender or any subsequent Lender) may substitute another
address stated above (or substituted by a previous notice), including
substituting Initial Lender for the then current Lender, for its address by
giving fifteen(15) days' notice of the new address to the other party, in the
manner provided above.
25. Estoppel Certificate. At any time upon not less than ten(10)
days'prior written request by either Landlord or Tenant (the "Requesting Party")
to the other party (the "Responding Party"), the Responding Party shall deliver
to the Requesting Party a statement in writing, executed by an authorized
officer of the Responding Party, certifying (a) that, except as otherwise
specified, this Lease is unmodified and in full force and effect, (b) the dates
to which Basic Rent, Additional Rent and all other Monetary Obligations have
been paid, (c) that, to the knowledge of the signer of such certificate and
except as otherwise specified, no default by either Landlord or Tenant exists
hereunder, (d) such other matters as the Requesting Party may reasonably
request, and (e) if Tenant is the Responding Party that, except as otherwise
specified, there are no proceedings pending or, to the knowledge of the signer,
threatened, against Tenant before or by a court or administrative agency which,
if adversely decided, would materially and adversely affect the financial
condition and operations of Tenant. Any such statements by the Responding Party
may be relied upon by the Requesting Party, any Person whom the Requesting Party
notifies the Responding Party in its request for the Certificate is an intended
recipient or beneficiary of the Certificate, any Lender or their assignees and
by any prospective purchaser or mortgagee of any of the Leased Premises. Any
certificate required under this Paragraph 25 and delivered by Tenant shall state
that, the individual signing the same, has sufficient familiarity with the facts
contained therein and is duly authorized to execute and deliver same.
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26. Surrender. Upon the expiration or earlier termination of this Lease,
Tenant shall peaceably leave and surrender the Leased Premises or Affected
Premises, if applicable, to Landlord in the same condition in which the Leased
Premises or Affected Premises, if applicable, was at the commencement of this
Lease, except as repaired, rebuilt, restored, altered, replaced or added to as
permitted or required by any provision of this Lease, and except for ordinary
wear and tear. Upon such surrender, Tenant shall (a) remove from the Leased
Premises or Affected Premises, if applicable, all property which is owned by
Tenant or third parties other than Landlord and Alterations required to be
removed pursuant to Paragraph 13 hereof and (b) repair any damage caused by such
removal. Property not so removed shall become the property of Landlord, and
Landlord may thereafter cause such property to be removed from the Leased
Premises or Affected Premises, if applicable. The cost of removing and disposing
of such property and repairing any damage to any of the Leased Premises or
Affected Premises, if applicable, caused by such removal shall be paid by Tenant
to Landlord upon demand. Landlord shall not in any manner or to any extent be
obligated to reimburse Tenant for any such property which becomes the property
of Landlord pursuant to this Paragraph 26.
27. No Merger of Title. There shall be no merger of the leasehold estate
created by this Lease with the fee estate in any of the Leased Premises by
reason of the fact that the same Person may acquire or hold or own, directly or
indirectly, (a) the leasehold estate created hereby or any part thereof or
interest therein and (b) the fee estate in any of the Leased Premises or any
part thereof or interest therein, unless and until all Persons having any
interest in the interests described in (a) and (b) above which are sought to be
merged shall join in a written instrument effecting such merger and shall duly
record the same.
28. Books and Records.
(a) Tenant shall keep adequate records and books of account with
respect to the finances and business of Tenant generally and with respect to the
Leased Premises, in accordance with generally accepted accounting principles
("GAAP") consistently applied, and shall permit Landlord and Lender by their
respective agents, accountants and attorneys, upon reasonable prior notice to
Tenant, and subject to the provisions of Paragraph 4(b), to visit the Leased
Premises and inspect same and to examine (and make copies of) the records and
books of account of Tenant at Tenant's primary place of business first set forth
herein and to discuss the finances and business with the officers of Tenant, at
such reasonable times as may be requested by Landlord. Upon the request of
Lender or Landlord (either telephonically or in writing), Tenant shall provide
the requesting party with copies of any information to which such party would be
entitled in the course of a personal visit. Without limiting the foregoing and
in addition thereto, Tenant agrees that, in the event that Landlord, its parent,
or any of its Affiliates, are required, in order to comply with the terms of any
applicable Law, including complying with Landlord's (or its parent company's)
filing requirements under the Securities Act of 1934 or other similar Laws, to
obtain audited financial statements on a per Related Premises basis, Tenant
shall cooperate and cause the Manager to cooperate with any such audit
(including on-site); provided, that any such audit shall be made at Landlord's
sole cost and expense.
(b) Tenant shall deliver or cause to be delivered to Landlord and to
Lender within one hundred twenty(120) days of the close of each fiscal year,
annual audited
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financial statements of Tenant and the Leased Premises prepared by either Sarvas
King & Xxxxxxx P.C. or such other nationally recognized independent certified
public accountants selected by Tenant. Tenant shall also furnish to Landlord
within seventy-five(75) days after the end of each of the three remaining
quarters unaudited financial statements and all other quarterly reports of
Tenant and the Leased Premises (including vacancy rate data or data from which
vacancy rates can be readily calculated), certified by Tenant's chief financial
officer, and all filings, if any, of Form 10-K, Form 10-Q and other required
filings with the Securities and Exchange Commission pursuant to the provisions
of the Securities Exchange Act of 1934, as amended, or any other Law. All
financial statements of Tenant shall be prepared in accordance with GAAP. In
addition to the foregoing, Tenant shall deliver to Landlord and Lender such
monthly and/or quarterly reports and unaudited financial statements with respect
to Tenant and the Leased Premises as shall be required by the Initial Lender
pursuant to the Initial Loan Agreement (and as shall be reasonably required by
any subsequent Lender). Notwithstanding the foregoing, Landlord acknowledges
that, with respect to the annual audited financial statements required
hereunder, the Tenant first named herein shall provide consolidated audited
financial statements of Guarantor (including Tenant), which annual consolidated
audited financials of Guarantor shall in all other respects comply with the
terms of this Paragraph 28(b).
29. Determination of Value.
(a) Whenever a determination of Fair Market Value is required
pursuant to any provision of this Lease, such Fair Market Value shall be
determined in accordance with the following procedure:
(i) Landlord and Tenant shall endeavor to agree upon such Fair
Market Value within thirty(30) days after the date (the "Applicable Initial
Date") on which (A) Tenant provides Landlord with notice of its intention to
terminate this Lease and purchase the Affected Premises pursuant to Paragraph
18, (B) Landlord provides Tenant with notice of its intention to redetermine
Fair Market Value pursuant to Paragraph 20(c), (C) Landlord provides Tenant with
notice of Landlord's intention to require Tenant to make an offer to purchase
the Leased Premises pursuant to Paragraph 23(a)(iii) or (D) Landlord receives an
Option Exercise Notice. Upon reaching such agreement, the parties shall execute
an agreement setting forth the amount of such Fair Market Value. Each and every
Fair Market Value determination hereunder shall, unless otherwise expressly
agreed to in writing by the parties at the time in question, be a Fair Market
Value determination of the entire Related Premises or Leased Premises, as
applicable, including the Corresponding UHS Premises.
(ii) If the parties shall not have signed such agreement
within thirty(30) days after the Applicable Initial Date, Tenant shall within
fifty(50) days after the Applicable Initial Date select an appraiser and notify
Landlord in writing of the name, address and qualifications of such appraiser.
Within twenty(20) days following Landlord's receipt of Tenant's notice of the
appraiser selected by Tenant, Landlord shall select an appraiser and notify
Tenant of the name, address and qualifications of such appraiser. Such two
appraisers shall endeavor to agree upon Fair Market Value based on a written
appraisal made by each of them as of the Relevant Date (and given to Landlord by
Tenant). If such two appraisers shall agree upon a Fair Market Value, the amount
of such Fair Market Value as so agreed shall be binding and conclusive upon
Landlord and Tenant.
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(iii) If such two appraisers shall be unable to agree upon a
Fair Market Value within twenty(20) days after the selection of an appraiser by
Landlord, then such appraisers shall advise Landlord and Tenant of their
respective determination of Fair Market Value and shall select a third appraiser
to make the determination of Fair Market Value. The selection of the third
appraiser shall be binding and conclusive upon Landlord and Tenant.
(iv) If such two appraisers shall be unable to agree upon the
designation of a third appraiser within ten(10) days after the expiration of
the twenty(20) day period referred to in clause (iii) above, or if such third
appraiser does not make a determination of Fair Market Value within twenty(20)
days after his selection, then such third appraiser or a substituted third
appraiser, as applicable, shall, at the request of either party hereto (with
respect to the other party), be appointed by the President or Chairman of the
American Arbitration Association in New York, New York. The determination of
Fair Market Value made by the third appraiser appointed pursuant hereto shall be
made within twenty(20) days after such appointment.
(v) If a third appraiser is selected, Fair Market Value shall
be the average of the determination of Fair Market Value made by the third
appraiser and the determination of Fair Market Value made by the appraiser
(selected pursuant to Paragraph 29(a)(ii) hereof) whose determination of Fair
Market Value is nearest to that of the third appraiser. Such average shall be
binding and conclusive upon Landlord and Tenant.
(vi) All appraisers selected or appointed pursuant to this
Paragraph 29(a) shall (A) be independent qualified MAI appraisers (B) have no
right, power or authority to alter or modify the provisions of this Lease, (C)
utilize the definition of Fair Market Value hereinabove set forth above, and (D)
be registered in the State where the applicable Related Premises is located if
such State provides for or requires such registration.
(vii) The Cost of the procedure described in this Paragraph
29(a) above shall be borne as follows: Tenant shall pay the cost of the
appraiser selected by Tenant and Landlord shall pay the Cost of the appraiser
selected by Landlord and all other Costs, including the Cost of the third
appraiser, shall be split equally between Landlord and Tenant.
(b) If, by virtue of any delay, Fair Market Value is not determined
by the expiration or termination of the then current Term, then the date on
which the Term would otherwise expire or terminate shall be extended with
respect to the Leased Premises or the Affected Premises, as applicable, to the
date specified for termination in the particular provision of this Lease
pursuant to which the determination of Fair Market Value is being made.
(c) In determining Fair Market Value as defined in clause (b) of the
definition of Fair Market Value, the appraisers shall add (a) the present value
of the Rent for the remaining Term, assuming the Term has been extended for all
extension periods provided herein (with assumed increases in the CPI to be
determined by the appraisers) using a discount rate (which may be determined by
an investment banker retained by each appraiser) based on the creditworthiness
of Tenant and (b) the present value of the Leased Premises or applicable Related
Premises as of the end of such Term (having assumed the Term has been extended
for all extension periods provided herein). The appraisers shall further assume
that no default then
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exists under the Lease, and that Tenant has complied (and will comply) with all
provisions of the Lease. Further, in determining the Fair Market Value of any
Related Premises that is subject to an Expansion Credit, the appraisers shall
determine the Fair Market Value of such Related Premises both taking into
account the Expansion and as if such Expansion did not exist, and shall present
both determinations for such Related Premises to Landlord and Tenant.
30. Non-Recourse as to Landlord. Anything contained herein to the
contrary notwithstanding, any claim based on or in respect of any liability of
Landlord under this Lease shall be limited to (to the extent permitted by
applicable law) actual damages and shall be enforced only against the Leased
Premises and the Landlord's interest therein (including the proceeds thereof)
and not against any other assets, properties or funds of (a) Landlord, (b) any
director, member, officer, general partner, limited partner, employee or agent
of Landlord, or any general partner of Landlord, any of its general partners or
shareholders (or any legal representative, heir, estate, successor or assign of
any thereof), (c) any predecessor or successor partnership or corporation (or
other entity) of Landlord, or any of its general partners, either directly or
through Landlord or its general partners or any predecessor or successor
partnership or corporation or their shareholders, officers, directors, employees
or agents (or other entity), or (d) any other Person (including Xxxxx Property
Advisors, Xxxxx Fiduciary Advisors, Inc., W. P. Xxxxx & Co., LLC, Xxxxx
Management LLC, and any Person affiliated with any of the foregoing, or any
director, officer, employee or agent of any thereof).
31. Financing.
(a) Tenant agrees to pay, upon demand, all reasonable costs and
expenses incurred by Landlord in connection with the purchase, leasing and
initial financing of the Leased Premises including, without limitation, the cost
of appraisals, property condition reports, environmental reports, title
insurance premiums and charges (including endorsements), zoning reports, UCC
searches, surveys, transfer taxes and recording fees, and legal fees and
expenses of Landlord's and Lender's counsel. Tenant shall not be responsible for
payment of any costs or expenses incurred by Landlord in connection with any
refinancing of the Leased Premises following the Initial Loan.
(b) Tenant agrees to pay, within ten(10) business days of written
demand thereof, any cost, charge or expense (other than the principal of the
Note and interest thereon at the contract rate of interest specified therein)
imposed upon Landlord by Lender pursuant to Loan Documents which are caused by a
default by Tenant hereunder and which are not otherwise reimbursed by Tenant to
Landlord pursuant to any other provision of this Lease.
(c) If Landlord desires to obtain or refinance any Loan, Tenant
shall negotiate in good faith with Landlord concerning any request made by any
Lender or proposed Lender for changes or modifications in this Lease. In
particular, Tenant shall agree, upon request of Landlord, to supply any such
Lender with such notices and information as Tenant is required to give to
Landlord hereunder and to consent to such financing if such consent is requested
by such Lender. Tenant shall execute any such changes or modification to this
Lease and all other documents that such Lender reasonably requires in connection
with such financing, including any subordination, non-disturbance and attornment
agreement, so long as the same do not increase any Monetary Obligations, or
materially adversely affect any other right, benefit or
50
privilege of Tenant under this Lease or materially increase Tenant's other
obligations under this Lease. Such subordination, nondisturbance and attornment
agreement may require Tenant to confirm that (i) Lender and its assigns will not
be liable for any misrepresentation, act or omission of Landlord and (ii) Lender
and its assigns will not be subject to any counterclaim, demand or offsets which
Tenant may have against Landlord, provided that neither of the confirmations in
the preceding clauses (i) or (ii) shall limit any claim or demand for which
Landlord is otherwise liable. In addition, Landlord agrees that, if Landlord
obtains a Loan (the "New Loan") that replaces the Initial Loan prior to the
tenth(10th) anniversary of the Commencement Date, then, until the tenth(10th)
anniversary of the Commencement Date (A) Landlord shall not require Tenant to
pay Escrow Charges that are in excess of the Escrow Charges required by the
Initial Lender to the extent that such increase was required by a new Lender in
exchange for Landlord obtaining a reduction in interest rate under such New
Loan, (B) Tenant shall not be required to pay any portion of a Prepayment
Premium that is in excess of the Prepayment Premium that would have otherwise
have been payable under the Initial Loan if such increased Prepayment Premium
was required by a new Lender in exchange for Landlord obtaining a reduction in
interest rate under such New Loan, and (C) Landlord shall not require Tenant to
pay Escrow Charges to such new Lender that are not customary in the market-place
at the time the New Loan is obtained.
32. Subordination, Non-Disturbance and Attornment.
(a) This Lease and Tenant's interest hereunder shall be subordinate
to any Mortgage or other security instrument hereafter placed upon the Leased
Premises by Landlord, and to any and all advances made or to be made thereunder,
to the interest thereon, and all renewals, replacements and extensions thereof,
provided that any such Mortgage or other security instrument (or a separate
instrument in recordable form duly executed by the holder of any such Mortgage
or other security instrument and delivered to Tenant) shall provide for the
recognition of this Lease and all Tenant's rights hereunder.
(b) Landlord agrees that, upon the request of any Person that shall
be providing senior secured financing to Tenant, or a purchase money equipment
financier or equipment lessor of Tenant, Landlord shall negotiate in good faith
for the purpose of executing and delivering a commercially reasonable waiver of
Landlord's statutory lien rights, if any, and a consent and agreement with
respect to the respective rights of Landlord and such Person regarding the
security interests in, and the timing and removal of, any inventory, equipment
or other collateral in which such Person has a secured interest (the
"Collateral"), in form and substance reasonably acceptable to Landlord and such
Person, so long as such waiver and agreement (i) provides for the
indemnification of Landlord against any claims by Tenant or any Person claiming
through Tenant, and against any physical damage caused to the any Related
Premises, in connection with the removal of any of the Collateral by such
Person, (ii) expressly excludes any claim by such Person to any right, title or
interest in or to any of the Equipment as defined in this Lease, (iii) provides
for a reasonable, but limited, time frame for the removal of such Collateral by
such Person after the expiration of which same shall be deemed abandoned, and
(iv) provides for the per diem payment of Basic Rent due hereunder by such
Person for each day after the fifth(5th) business day following the date of the
expiration or termination of this Lease that Landlord permits such Person's
Collateral to remain in any Related Premises.
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33. Tax Treatment; Reporting. Landlord and Tenant each acknowledge that
it is the intent of each party to treat this transaction as a true lease for
state law purposes and, accordingly, each party shall report this transaction as
a Lease for Federal income tax purposes. For federal income tax purposes each
shall report this Lease as a true lease with Landlord as the owner of the Leased
Premises and Equipment and Tenant as the lessee of such Leased Premises and
Equipment including without limitation: (i) treating Landlord as the owner of
the property eligible to claim depreciation deductions under Section 167 or 168
of the Internal Revenue Code of 1986 (the "Code") with respect to the Leased
Premises and Equipment, (ii) Tenant reporting its Rent payments as rent expense
under Section 162 of the Code, and (iii) Landlord reporting the Rent payments as
rental income. For the avoidance of doubt, nothing in this Lease shall be deemed
to constitute a guaranty, warranty or representation by either Landlord or
Tenant as to the actual treatment of this transaction for state law purposes and
for federal law purposes.
34. Option to Purchase.
(a) In consideration of the mutual covenants herein contained and
for Ten ($10) Dollars and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Landlord does hereby give and
grant to Tenant the option for Tenant to purchase the Leased Premises together
with the "Leased Premises" as that term is defined in the UHS Lease (but subject
to the UHS Lease, if same is still in effect), directly or through a designee,
(i) for a purchase price (the "Purchase Price") equal to the Option Exercise
Price and (ii) within ninety(90) days before the tenth(10th) anniversary of the
Commencement Date and within sixty(60) days before or after the twentieth(20th)
anniversary of the Commencement Date on a date which is mutually agreeable to
Landlord and Tenant (the "Option Purchase Date"), but in any event not sooner
than thirty(30) days after the Fair Market Value Date; provided that, the
parties agree to cooperate with each other so that the Option Purchase Date
occurs at a time when no Prepayment Premium is payable under a Loan; provided
further that, Tenant agrees that if the Option Purchase Date occurs after the
scheduled expiration of the initial Term, then the initial Term shall
automatically be extended until the date of the actual closing of the purchase
contemplated herein. If Tenant intends to exercise such option, Tenant shall
give written notice (the "Option Exercise Notice") to Landlord to such effect
not later than twelve(12) months prior to the tenth(10th) or twentieth(20th)
anniversaries of the Commencement Date, as applicable. Promptly upon receipt of
such notice by Landlord, the parties shall commence to determine Fair Market
Value. No Option Exercise Notice given hereunder by Tenant shall be valid or of
any force or effect unless same shall clearly and unambiguously exercise
Tenant's option with respect to the purchase of the entire Leased Premises
demised hereunder and under the UHS Lease as a single, concurrent transaction
and, for purposes of this Paragraph 34 only, any reference herein to the "Leased
Premises" shall collectively mean (A) the Leased Premises as defined herein and
demised hereunder and (B) the "Leased Premises" as defined in the UHS Lease and
demised thereunder, it being intended that the term Leased Premises shall
include all of Landlord's right, title and interest in each property identified
on Exhibit "A-2" hereof, and any reference herein to the "Purchase Price" shall
mean the aggregate purchase price hereunder and under the UHS Lease,
collectively.
(b) If Tenant shall exercise the foregoing option to purchase the
Leased Premises, on the later to occur of (i) the Option Purchase Date or (ii)
the date when Tenant has paid the Option Exercise Price and has satisfied all
other Monetary Obligations,
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Landlord shall convey the Leased Premises to Tenant in accordance with Paragraph
20 hereof; provided, that if an Event of Default has occurred and is continuing
on the Option Purchase Date (excluding amounts owed to Landlord that will be
paid at closing), Landlord, at its sole option, may terminate Tenant's option to
purchase hereunder. IF THIS LEASE SHALL TERMINATE FOR ANY REASON PRIOR TO THE
DATE ORIGINALLY FIXED HEREIN FOR THE EXPIRATION OF THE TERM, OR IF TENANT SHALL
FAIL TO GIVE THE AFORESAID NOTICE OF INTENTION TO PURCHASE, TIME BEING OF THE
ESSENCE, THE OPTION PROVIDED IN THIS PARAGRAPH 34 AND ANY EXERCISE THEREOF BY
TENANT SHALL CEASE AND TERMINATE AND SHALL BE NULL AND VOID. IN SUCH EVENT
TENANT SHALL EXECUTE A QUITCLAIM DEED AND SUCH OTHER DOCUMENTS AS LANDLORD SHALL
REASONABLY REQUEST EVIDENCING THE TERMINATION OF ITS OPTION.
(c) If Tenant has timely delivered to Landlord the Option Exercise
Notice pursuant to Paragraph 34(a) with respect to Tenant's the option to
purchase the Leased Premises on or about the twentieth(20th) anniversary of the
Commencement Date only, then so long as no Event of Default has occurred and is
then continuing, Tenant shall have the right to rescind such Option Exercise
Notice only by Tenant delivering to Landlord written notice expressly setting
forth Tenant's election to rescind the Option Exercise Notice, which notice must
be given not later than the date that is six(6) months prior to the scheduled
expiration date of the initial Term and which notice shall not be effective
unless such notice contains Tenant's irrevocable agreement to renew the Term of
this Lease for the first ten(10) year Renewal Term. In the event Tenant timely
rescinds the Option Exercise Notice, the Term of the Lease shall be extended for
the first Renewal Term pursuant to Paragraph 5(b). Time shall be of the essence
with respect to all time periods set forth in this Paragraph 34, including, but
not limited to the time period for the delivery of the rescission notice
pursuant to this Paragraph 34(c).
35. Security Deposit.
(a) Concurrently with the execution of this Lease, Tenant shall
deliver to Landlord a security deposit in the amount of Two Million One Hundred
Fifty Thousand and xx/100 ($2,150,000.00) Dollars (the "Security Deposit"). The
Security Deposit shall be in the form of either cash (a "Cash Security Deposit")
or an irrevocable letter of credit (the "Letter of Credit") and issued by a bank
(or bank subsidiary or other financial institution issuing the Letter of Credit)
reasonably acceptable to Landlord and having a long-term unsecured debt rating
of not less than "AA" from Standard & Poor's Corporation and otherwise in form
and substance satisfactory to Landlord. The Security Deposit shall remain in
full force and effect during the Term as security for the payment by Tenant of
the Rent and all other charges or payments to be paid hereunder and the
performance of the covenants and obligations contained herein, and if the
Security Deposit is in the form of a Letter of Credit, same shall be renewed at
least thirty(30) days prior to any expiration thereof (and may be in the form
of a one year automatically renewable or "evergreen" letter of credit). If
Tenant fails to timely renew any Letter of Credit, time being of the essence,
Landlord shall have the right at any time after the thirtieth(30th) day before
such expiration date to draw on such Letter of Credit and to deposit the
proceeds of such Letter of Credit as a cash security deposit in any account for
the benefit of Landlord or to declare an Event of Default. The Cash Security
Deposit shall not be commingled with other funds of Landlord and shall be
deposited in an interest bearing account in a bank selected by Landlord.
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Provided that an Event of Default has not occurred and is not then continuing,
any interest earned on such Cash Security Deposit shall be paid to Tenant
annually, less any administrative fee that Landlord is required to pay in
connection with the maintenance or servicing of such account, which annual
administrative fee shall not exceed one(1%) percent of the amount of such Cash
Security Deposit. Provided that no Event of Default has occurred and is then
continuing, Tenant shall have the right at anytime during the Term, upon not
less than thirty(30) days prior written notice to Landlord, to tender a Letter
of Credit to Landlord meeting the requirements of this Paragraph 35 in
substitution of a Cash Security Deposit. Notwithstanding the foregoing
provisions of this Paragraph 35(a), Landlord has agreed that it shall,
concurrently with the execution of this Lease, advance and deposit on behalf of
Tenant the Security Deposit in the amount of $2,150,000.00 which Security
Deposit shall be assigned to and held by Lender in accordance with provisions of
Paragraph 35(d) below. In consideration of such advance by Landlord, Tenant
covenants and agrees that it shall reimburse to Landlord the amount of the
Security Deposit so advanced by Landlord in two installments; the first
installment in the amount of One Million and xx/100 ($1,000,000.00) Dollars
shall be due and payable to Landlord on or before March 31,2005, and the second
installment the amount of One Million One Hundred Fifty Thousand and xx/100
($1,150,000.00) Dollars shall be due and payable to Landlord on or before March
31,2006.
(b) If at any time an Event of Default shall have occurred and be
continuing, Landlord shall be entitled, at its sole discretion, to draw on any
Letter of Credit or to withdraw the Cash Security Deposit from the
above-described account and to apply the proceeds in payment of (i) any Rent or
other charges for the payment of which Tenant shall be in default, (ii) any
expense incurred by Landlord in curing any default of Tenant, and/or (iii) any
other sums due to Landlord in connection with any default or the curing thereof,
including, without limitation, any damages incurred by Landlord by reason of
such default, including any rights of Landlord under Paragraph 23 or to do any
combination of the foregoing, all in such order or priority as Landlord shall so
determine in its sole discretion and Tenant acknowledges and agrees that such
proceeds shall not constitute assets or funds of Tenant or its estate, or be
deemed to be held in trust for Tenant, but shall be, for all purposes, the
property of Landlord (or Lender, to the extent assigned). Tenant further
acknowledges and agrees that (1) Landlord's application of the proceeds of any
Letter of Credit or Cash Security Deposit towards the payment of Basic Rent,
Additional Rent or the reduction of any damages due Landlord in accordance with
Paragraph 23 of this Lease, constitutes a fair and reasonable use of such
proceeds, and (2) the application of such proceeds by Landlord towards the
payment of Basic Rent, Additional Rent or any other sums due under this Lease
shall not constitute a cure by Tenant of the applicable default provided that an
Event of Default shall not exist if Tenant restores the Security Deposit to its
full amount within ten (10) days and in accordance with the requirements of this
Paragraph 35, so that the required amount of the Security Deposit shall be again
on deposit with Landlord.
(c) Subject to the provisions of Paragraph 35(b) above, at the
expiration of the Term and so long as no Event of Default then exists, the
Letter of Credit or any remaining Cash Security Deposit, as the case may be,
shall be returned to Tenant.
(d) Landlord shall have the right to designate Lender or any other
holder of a Mortgage as the beneficiary of any Letter of Credit during the term
of the applicable Loan, and such Lender or other holder of a Mortgage shall have
all of the rights of Landlord
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under this Paragraph 35. In addition, Landlord shall have the right to deposit
with Lender any Cash Security Deposit during the term of the applicable Loan,
and such Lender or other holder of a Mortgage shall have all of the rights of
Landlord under this Paragraph 35. Tenant covenants and agrees to execute such
agreements, consents and acknowledgments as may be requested by Landlord from
time to time to change the holder of the Security Deposit as hereinabove
provided.
36. Economic Abandonment.
(a) In addition to the termination rights set forth in Paragraph 18
and 37, provided that an Event of Default does not then exist, Tenant shall have
the right, at any time except during the REMIC Prohibition Period (as that term
is defined in the Initial Loan Agreement) and except during any period after the
tenth 10th anniversary of the Commencement Date when Landlord is prohibited from
prepaying or defeasing any Mortgage then encumbering the Leased Premises, to
terminate this Lease with respect to any Related Premises (any such Related
Premises, an "Abandonment Premises") that shall have become uneconomic for
Tenant's continued use and occupancy in its business operations. In the event
Tenant elects to exercise such right, Tenant shall give notice (the "Abandonment
Notice") to Landlord (with a copy to Lender) of its intention so to terminate
this Lease as to the Abandonment Premises, no later than six (6) months prior to
the date (the "Abandonment Date") of such intended termination, which notice
shall specify the Abandonment Date and shall contain (i) an irrevocable offer of
Tenant to terminate this Lease as to the Abandonment Premises on the Abandonment
Date for the Abandonment Offer Amount and (ii) a certificate of Tenant (A)
stating that the Abandonment Premises are no longer economic for Tenant's
continued use and occupancy in its business operations, (B) specifying in
reasonable detail the reasons therefor and (C) certifying that Tenant then
intends forever to abandon its operations at the Abandonment Premises, which
certificate shall be conclusively binding upon Landlord and Tenant.
Notwithstanding the foregoing, Tenant acknowledges and agrees that, so long as
the UHS Lease remains in effect, no Abandonment Notice given by Tenant hereunder
shall be valid or of any force or effect, and Tenant shall have no right to so
terminate this Lease with respect to any Related Premises, unless Landlord shall
have concurrently received an "Abandonment Notice" (as such term is defined in
the UHS Lease), from the UHS with respect to the Corresponding UHS Premises
meeting the terms, provisions and requirements of Paragraph 36 of the UHS Lease,
and such notice provides for the simultaneous abandonment of the entire Related
Premises by Tenant and UHS.
(b) Tenant may exercise its rights under this Paragraph with respect
to one or more Related Premises the allocated Acquisition Cost of which do not,
in the aggregate, represent more than twenty (20%) percent of the total
Acquisition Cost for the entire Leased Premises as set forth on Exhibit "E"
hereto.
(c) The "Abandonment Offer Amount" as used herein shall mean the sum
of (x) the Acquisition Cost of the Abandonment Premises and (y) the applicable
Prepayment Premium which Landlord will have to pay in prepayment of any Loan
with proceeds of the Abandonment Offer Amount.
(d) Landlord shall accept or reject such offer by notice to Tenant
given not later than ninety (90) days prior to the Abandonment Date. If Landlord
shall reject such
55
offer, which rejection shall not be valid unless accompanied by the written
consent of Lender thereto, then upon (i) payment of all Rent and any other sums
due and unpaid hereunder as of the Abandonment Date and (ii) compliance by
Tenant with all other obligations and liabilities under this Lease which have
arisen on or prior to the Abandonment Date, this Lease shall terminate as to the
Abandonment Premises on the Abandonment Date and Tenant shall immediately vacate
and have no further right, title or interest in or to any of the Abandonment
Premises. It is acknowledged and agreed by Landlord that any acceptance or
rejection of an Abandonment Offer Amount from Tenant under this Paragraph 36(d)
shall also concurrently contain the same response (i.e. an acceptance or
rejection, as the case my be) of the Abandonment Offer Amount by UHS with
respect to the Corresponding UHS Premises.
(e) After the Abandonment Date, whether or not Landlord shall have
accepted or rejected Tenant's offer, the terms of this Lease will remain in full
force and effect with respect to the remaining Related Premises except that the
Basic Rent will be that percentage of the then Basic Rent which is allocated to
the remaining Related Premises as set forth on Exhibit "F" attached hereto and
made a part hereof.
(f) Unless Landlord shall have rejected such offer by the foregoing
notice to Tenant not later than the ninetieth (90th) day prior to the
Abandonment Date, Landlord shall be conclusively presumed to have accepted such
offer. If such offer is accepted by Landlord, Tenant shall pay to Landlord the
Abandonment Offer Amount on the Abandonment Date and, provided an Event of
Default does not then exist hereunder, at the request of Tenant, Landlord shall
convey to Tenant the Abandonment Premises in accordance with the provisions of
Paragraph 20.
37. Substitution and Exchange of Premises.
(a) In addition to the termination rights set forth in Paragraph 18
and Paragraph 36 hereof, so long as no Event of Default then exists, Tenant
shall have the right, with respect to not more than any fifteen (15) Related
Premises during the initial Term, and not more than any eight (8) Related
Premises during any Renewal Term that are no longer economic or otherwise
suitable for Tenant's continued use and occupancy in its business operations,
(any such Related Premises, an "Obsolete Premises"), to substitute the Obsolete
Premises for one or more properties the use of which is substantially similar to
the use of the Obsolete Premises and the Fair Market Value of which
(collectively, if more than one property is exchanged for an Obsolete Premises)
is equal to or greater than the Fair Market Value of the Obsolete Premises (the
"Exchange Premises") and lease the Exchange Premises back from Landlord in
exchange for the conveyance to Tenant of such Obsolete Premises and the
termination of the Lease with respect to such Obsolete Premises (the
"Exchange"). In the event that Tenant elects to exercise such right, Tenant
shall deliver to Landlord a certificate of Tenant stating that the Obsolete
Premises are no longer economic or suitable for Tenant's continued use and
occupancy in its business operations, specifying in reasonable detail the
reasons therefore, and further certifying that Tenant intends to abandon its
operations at the Obsolete Premises. Notwithstanding the foregoing, Tenant
acknowledges and agrees that, so long as the UHS Lease remains in effect, Tenant
shall not have the right to Exchange any Obsolete Premises for an Exchange
Premises, unless such proposed Exchange part of a concurrent Exchange and
termination by UHS of the Corresponding Related
56
Premises in accordance with Paragraph 37 of the UHS Lease and the Exchange
Premises has a use which is substantially similar to the use of the Obsolete
Premises.
(b) Tenant acknowledges and agrees that in addition to the
requirements of Landlord as set forth in this Paragraph 37, Tenant's right to
effect an Exchange is subject to and conditioned upon compliance with all
requirements of any Lender as may be in effect from time to time, and that it
has received and reviewed the Exchange requirements set forth in Section 2.8 of
the Initial Loan Agreement. Subject to the terms of this Paragraph 37 and at no
cost to Landlord, Landlord agrees that it shall reasonably cooperate with Tenant
in connection with an Exchange and shall execute such other documents as may be
required in order to permit Tenant to effectuate an Exchange, including, without
limitation, documents required by Initial Lender pursuant to Section 2.8 of the
Initial Loan Agreement.
(c) From and after the date of an Exchange (i) the Exchange Premises
(or each Exchange Premises, as applicable) shall be a Related Premises, subject
in all respects to the terms of this Lease, and the Lease shall be amended
accordingly, and (ii) this Lease shall terminate with respect to the Obsolete
Premises, except for Surviving Obligations relative to the Obsolete Premises.
38. UHS Lease; Automatic Assumption of the UHS Lease. Tenant acknowledges
and agrees that concurrently with the execution and delivery of this Lease by
Landlord and Tenant, Landlord is entering into the UHS Lease with UHS for
premises adjacent to and contiguous with the Leased Premises, and that the
concurrent execution and enforceability of this Lease and the UHS Lease are made
as a material inducement to Landlord to enter into the transaction contemplated
by this Lease, and further that, but for the UHS Lease, Landlord would not
consummate this lease transaction and but for this Lease, Landlord would not
enter into the UHS Lease. Upon the occurrence of an "Event of Default" by UHS
under Paragraph 22(a)(v),(vi), (viii) or (ix) of the UHS Lease (whether or not
any expiration, cancellation or termination of the UHS Lease is subject to
court-ordered stay), or the expiration, cancellation or earlier termination of
the UHS Lease pursuant to its terms for any reason (the occurrence of any of the
foregoing, a "Lease Assumption Event"), the obligations of UHS Tenant under the
UHS Lease from and after the date of the Lease Assumption Event shall be
automatically assumed by Tenant pursuant to the Assignment and Assumption of UHS
Lease Agreement (without regard to any termination or expiration of the term of
the UHS Lease) and Tenant shall continue to lease the Leased Premises demised
under this Lease from Landlord pursuant to the terms of this Lease and shall
lease the "Leased Premises" demised under the UHS Lease from Landlord pursuant
to the terms of the UHS Lease, provided, however, that upon such assumption the
term of the UHS Lease shall be deemed extended so as to automatically become
co-terminus with the Term of this Lease, as same may be (or have been) extended
by any Renewal Terms and Basic Rent under the UHS Lease shall continue to be
subject to increase in the manner set forth in Exhibit "D" of the UHS Lease on
each Basic Rent Adjustment Date under the UHS Lease. Such assumption by Tenant
of the UHS Tenant's obligations under the UHS Lease shall be self-operative and
no additional notice or agreement shall be required for the effectiveness of
such assumption. Notwithstanding Tenant becoming the tenant under both the UHS
Lease and this Lease, there shall be no merger of the leasehold estates created
by this Lease and the UHS Lease and this Lease and the UHS Lease shall continue
as separate and independent leases, subject to the terms and conditions of each.
Nothing contained herein or elsewhere in this Lease or the UHS Lease
57
shall be deemed or construed to require Landlord to return to Tenant, or credit
Tenant hereunder, with any Escrow Payments or Security Deposits paid by UHS and
held, disbursed or utilized by Landlord pursuant to the terms of the UHS Lease.
Notwithstanding the foregoing, however, Tenant and Landlord agree to execute and
deliver such modification or amendment to this Lease and, if Tenant assumes the
UHS Lease pursuant to this Paragraph 38, to the UHS Lease, as Landlord or Tenant
shall request in confirmation of the foregoing.
39. Local Law Provisions. Landlord and Tenant hereby agree to be bound by
and comply with the terms and conditions set forth in Exhibit "G" attached
hereto and made a part hereof.
40. Miscellaneous.
(a) The paragraph headings in this Lease are used only for
convenience in finding the subject matters and are not part of this Lease or to
be used in determining the intent of the parties or otherwise interpreting this
Lease.
(b) As used in this Lease, the singular shall include the plural and
any gender shall include all genders as the context requires and the following
words and phrases shall have the following meanings: (i) "including" shall mean
"including without limitation"; (ii) "provisions" shall mean "provisions, terms,
agreements, covenants and/or conditions"; (iii) "lien" shall mean "lien, charge,
encumbrance, title retention agreement, pledge, security interest, mortgage
and/or deed of trust"; (iv) "obligation" shall mean "obligation, duty,
agreement, liability, covenant and/or condition"; (v) "any of the Leased
Premises" shall mean "the Leased Premises or any part thereof or interest
therein"; (vi) "any of the Land" shall mean "the Land or any part thereof or
interest therein"; (vii) "any of the Improvements" shall mean "the Improvements
or any part thereof or interest therein"; (viii) "any of the Equipment" shall
mean "the Equipment or any part thereof or interest therein"; and (ix) "any of
the Appurtenances" shall mean "the Appurtenances or any part thereof or interest
therein".
(c) Any act which Landlord is permitted to perform under this Lease
may be performed at any time and from time to time by Landlord or any person or
entity designated by Landlord. Each appointment of Landlord as attorney-in-fact
for Tenant hereunder is irrevocable and coupled with an interest. Landlord shall
not unreasonably withhold or delay its consent whenever such consent is required
under this Lease, except as otherwise provided herein and except that with
respect to any assignment of this Lease not expressly permitted by the terms of
this Lease, Landlord may withhold its consent for any reason or no reason. In
any instance in which Landlord agrees not to act unreasonably, Tenant hereby
waives any claim for damages against or liability of Landlord which is based
upon a claim that Landlord has unreasonably withheld or unreasonably delayed any
consent or approval requested by Tenant, and Tenant agrees that its sole remedy
shall be an action for declaratory judgment. If with respect to any required
consent or approval Landlord is required by the express provisions of this Lease
not to unreasonably withhold or delay its consent or approval, and if it is
determined in any such proceeding referred to in the preceding sentence that
Landlord acted unreasonably, the requested consent or approval shall be deemed
to have been granted; however, Landlord shall have no liability whatsoever to
Tenant for its refusal or failure to give such consent or approval. Tenant's
sole remedy for Landlord's unreasonably withholding or delaying, consent or
approval
58
shall be as provided in this Paragraph. Time is of the essence with respect to
the performance by Tenant of its obligations under this Lease.
(d) Landlord shall in no event be construed for any purpose to be a
partner, joint venturer or associate of Tenant or of any subtenant, operator,
concessionaire or licensee of Tenant with respect to any of the Leased Premises
or otherwise in the conduct of their respective businesses.
(e) This Lease and any documents which may be executed by Tenant on
or about the effective date hereof at Landlord's request constitute the entire
agreement between the parties and supersede all prior understandings and
agreements, whether written or oral, between the parties hereto relating to the
Leased Premises and the transactions provided for herein. Landlord and Tenant
are business entities having substantial experience with the subject matter of
this Lease and have each fully participated in the negotiation and drafting of
this Lease. Accordingly, this Lease shall be construed without regard to the
rule that ambiguities in a document are to be construed against the drafter.
(f) This Lease may be modified, amended, discharged or waived only
by an agreement in writing signed by the party against whom enforcement of any
such modification, amendment, discharge or waiver is sought.
(g) The covenants of this Lease shall run with the land and bind
Tenant, its successors and assigns and all present and subsequent encumbrancers
and subtenants of any of the Leased Premises, and shall inure to the benefit of
Landlord, its successors and assigns. If there is more than one Tenant, the
obligations of each shall be joint and several.
(h) Notwithstanding any provision in this Lease to the contrary, all
Surviving Obligations of Tenant shall survive the expiration or termination of
this Lease with respect to any Related Premises.
(i) If any one or more of the provisions contained in this Lease
shall for any reason be held to be invalid, illegal or unenforceable in any
respect, such invalidity, illegality or unenforceability shall not affect any
other provision of this Lease, but this Lease shall be construed as if such
invalid, illegal or unenforceable provision had never been contained herein.
(j) All exhibits attached hereto are incorporated herein as if fully
set forth.
(k) EACH OF LANDLORD AND TENANT HEREBY AGREE THAT THE STATE OF NEW
YORK HAS A SUBSTANTIAL RELATIONSHIP TO THE PARTIES AND TO THE UNDERLYING
TRANSACTION EMBODIED HEREBY, AND IN ALL RESPECTS (INCLUDING, WITHOUT LIMITING
THE GENERALITY OF THE FOREGOING, MATTERS OF CONSTRUCTION, VALIDITY AND
PERFORMANCE) THIS LEASE AND THE OBLIGATIONS ARISING HEREUNDER SHALL BE GOVERNED
BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK
APPLICABLE TO CONTRACTS MADE AND PERFORMED THEREIN AND ALL APPLICABLE LAW OF THE
UNITED STATES OF AMERICA; EXCEPT THAT, AT ALL
59
TIMES, THE PROVISIONS FOR THE CREATION OF THE LEASEHOLD ESTATE, ENFORCEMENT OF
LANDLORD'S RIGHTS AND REMEDIES WITH RESPECT TO RIGHT OF RE-ENTRY AND
REPOSSESSION, SURRENDER, DELIVERY, EJECTMENT, DISPOSSESSION, EVICTION OR OTHER
IN-REM PROCEEDING OR ACTION REGARDING ANY RELATED PREMISES PURSUANT TO PARAGRAPH
23 HEREOF SHALL BE GOVERNED BY AND CONSTRUED ACCORDING TO THE LAWS OF THE STATE
IN WHICH THE APPLICABLE RELATED PREMISES IS LOCATED, IT BEING UNDERSTOOD THAT,
TO THE FULLEST EXTENT PERMITTED BY LAW OF SUCH STATE, THE LAW OF THE STATE OF
NEW YORK SHALL GOVERN THE VALIDITY AND THE ENFORCEABILITY OF THE LEASE, AND THE
OBLIGATIONS ARISING HEREUNDER. TO THE FULLEST EXTENT PERMITTED BY LAW, TENANT
HEREBY UNCONDITIONALLY AND IRREVOCABLY WAIVES ANY CLAIM TO ASSERT THAT THE LAW
OF ANY OTHER JURISDICTION GOVERNS THIS LEASE. ANY LEGAL SUIT, ACTION OR
PROCEEDING AGAINST TENANT ARISING OUT OF OR RELATING TO THIS LEASE MAY BE
INSTITUTED IN ANY FEDERAL OR STATE COURT SITTING IN THE COUNTY OF NEW YORK,
STATE OF NEW YORK, AND TENANT WAIVES ANY OBJECTION WHICH IT MAY NOW OR HEREAFTER
HAVE TO THE LAYING OF VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING IN SUCH
COUNTY AND STATE, AND TENANT HEREBY EXPRESSLY AND IRREVOCABLY SUBMITS TO THE
JURISDICTION OF ANY SUCH COURT IN ANY SUIT, ACTION OR PROCEEDING.
NOTWITHSTANDING THE FOREGOING, NOTHING HEREIN SHALL PREVENT OR PROHIBIT LANDLORD
FROM INSTITUTING ANY SUIT, ACTION OR PROCEEDING IN ANY OTHER PROPER VENUE OR
JURISDICTION IN WHICH TENANT IS LOCATED OR WHERE SERVICE OF PROCESS CAN BE
EFFECTUATED.
REMAINDER OF PAGE LEFT INTENTIONALLY BLANK
60
IN WITNESS WHEREOF, Landlord and Tenant have caused this Lease to be duly
executed under seal as of the day and year first above written.
ATTEST/WITNESS: LANDLORD:
UH STORAGE (DE) LIMITED PARTNERSHIP,
a Delaware limited partnership
By: UH Storage GP (DE) QRS 15-50, Inc.,
a Delaware corporation, its general
partner
By: /s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxx X. Xxxxxxxx
---------------------- ------------------------
Title: Title: PRESIDENT
By: /s/ Xxxxxx X. Xxxxxxxx
----------------------
Title: ______________________
ATTEST/WITNESS: TENANT:
MERCURY PARTNERS, LP,
a Nevada limited partnership
By: Mercury GP, Inc., a Nevada
corporation, its general partner
By: /s/ Xxxxxxxx X. Xxxxxxx By: /s/ Xxxxx Xxxxxxxxxx
----------------------- ------------------------
Title: Agent Title: Secretary
By: Xxxxx X. Xxxxxx
Title: Agent
SIGNATURE PAGE FOR LEASE, MERCURY PARTNERS, LP
STATE OF NEW YORK,
COUNTY OF NEW YORK, ss:
On the 31st day of March, in the year 2004 before me, the undersigned,
personally appeared Xxxx X. Xxxxxxxx personally known to me or proved to me on
the basis of satisfactory evidence to be the individual whose name is subscribed
to the within instrument and she acknowledged to me that she executed the same
in her capacity, and that by her signature on the instrument, the individual or
the person upon behalf of which the individual acted, executed the instrument.
/s/ Xxxxxx X Xxxxxxx
------------------------------
Name of Notary Public: XXXXX X. XXXXXX
NOTARY PUBLIC - ARIZONA
[SEAL] MARICOPA COUNTY
MY COMMISSION EXPIRES
AUGUST 19, 2007
Commission Expires:
STATE OF NEW YORK,
COUNTY OF NEW YORK, ss:
On the___day of March, in the year 2004 before me, the undersigned, personally
appeared Xxxx Xxxxxx personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the
within instrument and he acknowledged to me that he executed the same in his
capacity, and that by his signature on the instrument, the individual or the
person upon behalf of which the individual acted, executed the instrument.
____________________________________________
Name of Notary Public: _____________________
Commission Expires: _____________________
0
XXXXX XX XXX XXXX,
XXXXXX XX XXX XXXX, ss:
On the____day of March, in the year 2004 before me, the undersigned, personally
appeared Xxxx X. Xxxxxxxx personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the
within instrument and she acknowledged to me that she executed the same in her
capacity, and that by her signature on the instrument, the individual or the
person upon behalf of which the individual acted, executed the instrument.
____________________________________________
Name of Notary Public: ______________________
Commission Expires: ______________________
STATE OF ARIZONA,
COUNTY OF MARICOPA, ss:
On the 5th day of April, in the year 2004 before me, the undersigned, personally
appeared Xxxxx Xxxxxxxxxx personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the
within instrument and he acknowledged to me that he executed the same in his
capacity, and that by his signature on the instrument, the individual or the
person upon behalf of which the individual acted, executed the instrument.
/s/ Xxxxx X. Xxxxxx
--------------------
[SEAL] XXXXX X. XXXXXX
Name of Notary Public: Xxxxx X. Xxxxxx NOTARY PUBLIC - ARIZONA
Commission Expires: 8-19-2007 MARICOPA COUNTY
MY COMMISSION EXPIRES
AUGUST 19, 2007
2
EXHIBIT A-1
PREMISES
Exhibit A-1
884081
EXHIBIT "A"
0000 Xxxxxxxxxx Xxxx.
Xxxxxx, XX
LEGAL DESCRIPTION:
LEGAL DESCRIPTION (SCHEDULE A)
From the intersection of the East line of the Northwest Quarter of Section 29,
Township 4 South, Range 1 West, Mobile County, Alabama, with the Southerly
right-of-way line of proposed new U.S. Highway 90, thence Southwesterly along
said Southerly right-of-way line 351.7 feet to a point (said Southerly line
right-of-way line being fixed by right-of-way Deed from C. Xxx Xxxxxx, et al, to
the City of Mobile, Alabama dated March 25, 1950 and recorded In Deed Book 504
N.S., Page 271 of the records in the Office of the Judge of Probate, Mobile
County, Alabama, which said right-of-way deed is hereby expressly referred to
and made a part hereof for the location and more definite description of said
Southerly right of way line); from said Point, continue thence in a
Southwestwardly direction along said Southerly right-of-way line 350 feet to a
point on said Southerly right-of-way which marks the point of beginning of the
property herein described; thence South 12 degrees 35 minutes East 265 feet to a
point; thence Westwardly at right angles to the last described course 154.6 feet
to a paint; thence North 36 degrees 47 minutes West a distance of 190.43 feet to
a point on the aforesaid Southerly right-of-way line, which point is 250 feet
Southwestwardly from the Point of Beginning of the property herein described
measured along said Southerly right-of-way line; thence Northeastwardly along
said Southerly right-of-way line 250 feet to the Point of Beginning of the
property herein described.
LEGAL DESCRIPTION (MEASURED)
From the intersection of the East line of the Northwest Quarter of Section 00,
Xxxxxxxx 0 Xxxxx, Xxxxx 1 West, Mobile County, Alabama with the Southerly
right-of-way line of U.S. Highway 90, thence Southwesterly along said Southerly
right-of-way line 351.7 feet to a point (said Southerly right-of-way line being
fixed by right-of-way Deed from C. Xxx Xxxxxx, et al, to the City of Mobile,
Alabama dated March 25, 1950 and recorded in Deed Book 504 N.S., Page 271 of the
records in the Office of the Judge of Probate, Mobile County, Alabama, which
said right-of-way deed is hereby expressly referred to and made a part hereof
for the location and more definite description of said Southerly right of way
line); from said Point, continue thence in a Southwestwardly direction along
said Southerly right-of-way line 350 feet to a point on said Southerly
right-of-way which marks the Point of Beginning of the tract of land herein
described; thence South 12 degrees 40 minutes 00 seconds East a distance of
264.99 feet; thence South 77 degrees 20 minutes 18 seconds West a distance of
154.51 foot; thence North 36 degrees 53 minutes 35 seconds West a distance of
190.36 feet to X.X. Xxxxxxx 00; thence along U.S. Highway 90 and with a curve
turning to the right, an are length of 250.41 feet, a radius of 1160.50 feet, a
chord bearing of North 55 degrees 53 minutes 06 seconds East, a chard length of
249.93 feet to the Point of Beginning.
884077
000 Xxxxxx Xxxxx Xxxx, Xxxxxx, XX
Exhibit "A" Legal Description
A certain parcel of land located in the SE 1/4 of Section 25, Township 16 South,
Range 7 East, being more particularly described as follows: Beginning at the
intersection of the centerline of Blake Avenue and the centerline of West ninth
Street; thence North 59 degrees 34 minutes East along said centerline of West
Ninth Street 456.78 feet; thence South 23 degrees 10 minutes East 30.00 feet to
a point on the described South right of way line of said Xxxx Xxxxx Xxxxxx and
the True Point of Beginning of the hereafter described parcel; thence South 23
degrees 10 minutes East 257.81 feet; thence North 66 degrees 08 minutes 37
seconds East 449.86 feet; thence 22 degrees 55 minutes 12 seconds West 389.89
feet to the observed South Right of Way Line of West Ninth Street; thence South
49 degrees 53 minutes 48 seconds West along the irregular meanderings of said
South ROW Line a chord length of 471.98 feet to the True Point of Beginning.
Containing 3.35 acres, more of less; subject to the area of the segment formed
by irregular curve of ROW of West Ninth Street.
884083
0000 Xxxxxxxxxx Xxxxx, Xxxxxxxx Xxxxx, XX
Exhibit "A" - Legal Description
Xxx 0, xx Xxxxxxxx Xxxx Xxxxxx Xxxxxxxx Xxxxx Arizona Final Plat No. 414,
according to the plat of record in the office of the County recorder of Maricopa
County, Arizona, recorded in Book 526 of Maps, Page 47.
Except all minerals as reserved unto the United States of America in patent of
said land recorded February 28, 1956 in Docket 1839, Page 426, records of
Maricopa County, Arizona.
Except all oil, gases and other hydrocarbon substances, coal, stone, metals,
minerals, fossils and fertilizers of every name and description, together with
all uranium, thorium, or any other material which is or may be determined to be
peculiarly essential to the production of fissionable materials, whether or not
of commercial value.
Except all underground water, in, under or flowing through said land and water
rights appurtenant thereto.
32651-AZ-3
Site # 884083
721047
0000 Xxxx Xxxx Xx., Xxxxxx XX
Exhibit "A" - Legal Description
PARCEL NO. 1:
THAT PORTION OF THE EAST HALF OF THE WEST HALF OF SECTION 34, TOWNSHIP 4 NORTH,
RANGE 1 EAST OF THE GILA AND SALT RIVER BASE AND MERIDIAN, MARICOPA COUNTY,
DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTH QUARTER CORNER OF SAID SECTION 34;
THENCE SOUTH 89 DEGREES 23 MINUTES 48 SECONDS WEST, ALONG THE SOUTH LINE OF SAID
SECTION 34, A DISTANCE OF 473.43 FEET;
THENCE NORTH 00 DEGREES 36 MINUTES 12 SECONDS WEST A DISTANCE OF 55.00 FEET TO
A POINT ON THE NORTH LINES OF THE SOUTH 55.00 FEET OF SAID SECTION 34, SAID
POINT BEING THE TRUEO POINT OF BEGINNING;
THENCE CONTINUING NORTH 00 DEGREES 36 MINUTES 12 SECONDS WEST A DISTANCE OF
325.00 FEET;
THENCE NORTH 89 DEGREES 23 MINUTES 48 SECONDS EAST, PARALLEL TO SAID SOUTH LINE
OF SECTION 34, A DISTANCE OF 234.42 FEET TO A POINT ON THE WEST LINE OF THE EAST
240.00 FEET OF THE EAST HALF OF THE WEST HALF OF SECTION 34;
THENCE SOUTH 00 DEGREES 27 MINUTES 15 SECONDS EAST ALONG SAID WEST LINE A
DISTANCE OF 325.00 FEET TO A POINT ON THE NORTH LINE OF THE SOUTH 55.00 FEET OF
SECTION 34;
THENCE SOUTH 89 DEGREES 23 MINUTES 48 SECONDS WEST ALONG SAID NORTH LINE A
DISTANCE OF 233.57 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL NO. 2:
A NON-EXCLUSIVE EASEMENT FOR INGRESS, EGRESS AND VEHICULAR AND PEDESTRIAN ACCESS
TO AND FROM 88TH AVENUE AS SET FORTH IN DECLARATION OF EASEMENTS RECORDED
FEBRUARY 9, 1996 IN 96-91467 OF OFFICIAL RECORDS AND AS SET FORTH IN DECLARATION
RECORDED FEBRUARY 4, 1998 IN 98-87786 OF OFFICIAL RECORDS.
PARCEL NO. 3:
AN EASEMENT FOR INGRESS AND EGRESS AND UTILITIES AS SET FORTH IN INSTRUMENT
RECORDED DECEMBER 18, 1997 IN 97-887612 OF OFFICIAL RECORDS AND AS SET FORTH IN
DECLARATION RECORDED FEBRUARY 4, 1998 IN 98-87786 OF OFFICIAL RECORDS.
32651-AZ-4
Site # 721047
882059
EXHIBIT "A"
TRACT 12, OF XXXXXXX ACRES, ACCORDING TO THE PLAT OF RECORD IN THE OFFICE OF THE
COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA, RECORDED IN BOOK 44 OF MAPS, PAGE
46.
0000 X. 00xx Xx
Xxxxxxx XX
000000
00000 X. XXXX XXXXX XX, XXXXXXX XXXX, XX
EXHIBIT "A"
PARCEL NO. 1:
XXX 0, XX X-XXXX XX XXXX XXXXX XXXX AND FUTURE LOOP 101, ACCORDING TO THE PLAT
OF RECORD IN THE OFFICE OF THE COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA,
RECORDED IN BOOK 511 OF MAPS, PAGE 19.
PARCEL NO.2:
AN EASEMENT FOR VEHICULAR AND PEDESTRIAN INGRESS AND EGRESS AS CREATED IN
DOCUMENT NO. 00-0000000 OVER A PORTION OF THE EAST HALF OF THE SOUTHEAST QUARTER
OF SECTION 22, TOWNSHIP 4 NORTH, RANGE 3 EAST OF THE GILA AND SALT RIVER BASE
AND MERIDIAN, MARICOPA COUNTY, ARIZONA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE EAST LINE OF SAID SECTION 22, WHICH POINT BEARS
SOUTH 00 DEGREES 47 MINUTES 53 SECONDS EAST, 1015.00 FEET FROM THE EAST QUARTER
CORNER THEREOF;
THENCE SOUTH 89 DEGREES 19 MINUTES 55 SECONDS WEST, 55.00 FEET TO THE TRUE POINT
OF BEGINNING;
THENCE SOUTH 09 DEGREES 07 MINUTES 42 SECONDS WEST, A DISTANCE OF 50.74 FEET;
THENCE SOUTH 89 DEGREES 19 MINUTES 55 SECONDS WEST, A DISTANCE OF 327.53 FEET;
THENCE NORTH 00 DEGREES 47 MINUTES 53 SECONDS WEST, A DISTANCE OF 50.00 FEET;
THENCE NORTH 89 DEGREES 19 MINUTES 55 SECONDS EAST, A DISTANCE OF 336.28 FEET TO
THE TRUE POINT OF BEGINNING.
PARCEL NO.3:
A NON-EXCLUSIVE, NON-POSSESSORY, PERPETUAL EASEMENT FOR INGRESS AND EGRESS AS
CREATED IN DOCUMENT NO. 99-175788 OF OFFICIAL RECORDS OVER THAT PORTION OF THE
SOUTHEAST QUARTER OF SECTION 22, TOWNSHIP 4 NORTH, RANGE 3 EAST OF THE GILA AND
SALT RIVER BASE AND MERIDIAN, MARICOPA COUNTY, ARIZONA, DESCRIBED AS FOLLOWS:
COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 22;
THENCE SOUTH 00 DEGREES 47 MINUTES 53 SECONDS EAST, A DISTANCE OF 1015.00 FEET
TO A POINT;
THENCE LEAVING SAID SECTION LINE SOUTH 89 DEGREES 19 MINUTES 55 SECONDS WEST, A
DISTANCE OF 55.00 FEET, TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING SOUTH 89 DEGREES 19 MINUTES 55 SECONDS WEST, A DISTANCE OF
84.21 FEET;
THENCE NORTH 00 DEGREES 47 MINUTES 53 SECONDS WEST A DISTANCE OF 41.20 FEET;
THENCE NORTH 89 DEGREES 19 MINUTES 55 SECONDS EAST, TO A POINT 55.00 FEET WEST
OF THE EAST LINE OF SECTION 22, A DISTANCE OF 84.21 FEET;
THENCE SOUTH 00 DEGREES 47 MINUTES 53 SECONDS EAST A DISTANCE OF 41.20 FEET TO
THE TRUE POINT OF BEGINNING.
PARCEL NO. 4:
A NON-EXCLUSIVE, NON-POSSESSORY EASEMENT FOR INGRESS AND EGRESS AS CREATED IN
DOCUMENT NO. 99-175790 OF OFFICIAL RECORDS OVER THAT PORTION OF THE SOUTHEAST
QUARTER OF SECTION 22, TOWNSHIP 4 NORTH, RANGE 3 EAST OF THE GILA AND SALT RIVER
BASE AND MERIDIAN, MARICOPA COUNTY, ARIZONA, DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHEAST CORNER OF SAID SECTION 22;
THENCE NORTH 00 DEGREES 48 MINUTES 45 SECONDS WEST ALONG THE EAST LINE OF SAID
SECTION 22, A DISTANCE OF 1294.84 FEET;
THENCE LEAVING SAID SECTION LINE SOUTH 89 DEGREES 11 MINUTES 15 SECONDS WEST, A
DISTANCE OF 90.00 FEET;
THENCE SOUTH 75 DEGREES 35 MINUTES 02 SECONDS WEST, A DISTANCE OF 339.55 FEET;
THENCE SOUTH 67 DEGREES 53 MINUTES 42 SECONDS WEST, A DISTANCE OF 16.39 FEET TO
THE TRUE POINT OF BEGINNING;
THENCE CONTINUING SOUTH 67 DEGREES 53 MINUTES 42 SECONDS WEST, A DISTANCE OF
60.00 FEET;
THENCE NORTH 22 DEGREES 06 MINUTES 18 SECONDS WEST, A DISTANCE OF 40.00 FEET;
THENCE NORTH 67 DEGREES 53 MINUTES 42 SECONDS EAST, A DISTANCE OF 79.08 FEET;
THENCE NORTH 75 DEGREES 35 MINUTES 02 SECONDS EAST, A DISTANCE OF 41.93 FEET;
THENCE SOUTH 00 DEGREES 47 MINUTES 53 SECONDS EAST, A DISTANCE OF 25.72 FEET;
THENCE SOUTH 75 DEGREES 35 MINUTES 02 SECONDS WEST, A DISTANCE OF 33.18 FEET;
THENCE SOUTH 67 DEGREES 53 MINUTES 42 SECONDS WEST, A DISTANCE OF 3.54 FEET;
THENCE SOUTH 22 DEGREES 53 MINUTES 42 SECONDS WEST, A DISTANCE OF 21.02 FEET, TO
THE TRUE POINT OF BEGINNING.
32651-AZ-6
721034
00000 X. Xxxxxx Xxx, Xxxxxxx Xxxx, XX
Exhibit "A" - Legal Description
Xxx 00 xx Xxxxxx Xxxxxxxx Xxxx 33.2, according to the plat of record in the
Office of the County Recorder of Maricopa County, Arizona, recorded in Book 537
of Maps, Page 26.
32651-AZ-7
721045
00000 x. 00XX Xxxxx, Xxxxxx, XX
Exhibit "A" - Legal Description
Xxx 0, xx Xxxxxx Xxxxxxxx Xxxx 33.2, according to the plat of record in the
Office of the County Recorder of Maricopa County, Arizona, recorded in Book 537
of Maps, Page 26.
32651-AZ-8
721046
00000 X. 00xx Xxxxxx, Xxxxxxx XX
Exhibit "A" - Legal Description
Xxx 0, xx Xxxxxxx Xxxxxx Xxxxx, according to the plat of record in the Office of
the County Recorder of Maricopa County, Arizona, recorded in Book 442 of Maps,
Page 18.
32651-AZ-9
721024 No. 4104689
EXHIBIT "A"
ALL THAT PORTION OF XXX 0, XXXXXXX 00, XXXXXXXX 00 XXXXX, XXXXX 2 WEST OF THE
GILA AND SALT RIVER BASE AND MERIDIAN, YAVAPAI COUNTY, ARIZONA, DESCRIBED AS
FOLLOWS:
BEGINNING AT A POINT ON THE EAST BOUNDARY OF FORT XXXXXXX MILITARY RESERVATION
FROM WHICH THE CLOSING CORNER FOR FRACTIONAL SECTIONS 35 AND 36 BEARS NORTH 41
DEGREES 46 MINUTES 50 SECONDS WEST, ALONG SAID BOUNDARY, 523.04 FEET;
THENCE NORTH 75 DEGREES 50 MINUTES 44 SECONDS EAST, ALONG THE SOUTH LINE OF THE
"LINNA" MINERAL SURVEY NO. 1364-A, A DISTANCE OF 247.16 FEET, SAID POINT BEING A
REBAR CAPPED L.S. 12005;
THENCE CONTINUING NORTH 76 DEGREES 20 MINUTES 37 SECONDS EAST, ALONG SAID SOUTH
LINE, A DISTANCE OF 347.52 FEET, SAID POINT BEING A 3/8 INCH REBAR;
THENCE SOUTH 02 DEGREES 35 MINUTES 57 SECONDS EAST, 201.92 FEET, SAID POINT
BEING A REBAR STAMPED L.S. 12005;
THENCE SOUTH 80 DEGREES 49 MINUTES 06 SECONDS WEST, 99.95 FEET, SAID POINT BEING
A REBAR STAMPED L.S. 12005;
THENCE SOUTH 03 DEGREES 22 MINUTES 27 SECONDS EAST, 199.95 FEET, SAID POINT
BEING A REBAR STAMPED L.S. 12005 AT THE NORTH RIGHT-OF-WAY OF STATE ROUTE 69
(BLACK CANYON HIGHWAY);
THENCE SOUTH 81 DEGREES 02 MINUTES 36 SECONDS WEST, ALONG SAID RIGHT-OF-WAY, A
DISTANCE OF 70.72 FEET, SAID POINT BEING A REBAR STAMPED L.S. 12005;
THENCE CONTINUING SOUTH 80 DEGREES 42 MINUTES 32 SECONDS WEST, ALONG SAID
RIGHT-OF-WAY, A DISTANCE OF 154.02 FEET, SAID POINT BEING A REBAR STAMPED L.S.
12005;
THENCE NORTH 41 DEGREES 46 MINUTES 50 SECONDS WEST, ALONG SAID EAST BOUNDARY OF
THE FORT XXXXXXX MILITARY RESERVATION, A DISTANCE OF 416.00 FEET, SAID POINT
BEING THE TRUE POINT OF BEGINNING.
721044 No. 4105126
EXHIBIT "A"
PARCEL NO. 1:
XXX 0X, XX XXXXXXXXXXXXX XX XXX XXXX XXXX-XXXXXXXX PARK, ACCORDING TO THE PLAT
OF RECORD IN THE OFFICE OF THE COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA,
RECORDED IN BOOK 536 OF MAPS, PAGE 27.
PARCEL NO. 2:
EASEMENT FOR VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AS SET FORTH IN
DECLARATION OF EASEMENTS, COVENANTS, CONDITIONS AND RESTRICTIONS RECORDED
OCTOBER 31, 2001 IN 2001-1017432 OF OFFICIAL RECORDS.
834025
00000 X. Xxxx Xxxxx, Xxxxxx Xxxxx, XX
Exhibit "A" - Legal Description
Part of Xxx 0, Xxxxx 0, Xxxxxxxx Xxxxxxx Xxxxxxxx Xxxx Subdivision Filing Xx. 0,
Xxxxxx xx Xxxxxxxx, Xxxxx xx Xxxxxxxx, more particularly described as follows:
Commencing at the Northwest corner of Section 16, Township 4 South, Range 66
West of the 6th Principal Meridian;
Thence South 00 degrees 01 minutes 16 seconds East, along the West line of said
Section 16, 2953.38 feet;
Thence North 89 degrees 58 minutes 44 seconds East 110.00 feet to the Easterly
right of way line of Xxxxxxx Road and the Point of Beginning,
Thence South 00 degrees 01 minutes 16 seconds East, along said Easterly right of
way line, 301.23 feet;
Thence South 32 degrees 34 minutes 09 seconds East, along the Southwesterly line
of said Lot 8, 267.94 feet;
Thence North 57 degrees 25 minutes 51 seconds East 300.00 feet the Westerly
right of way line of East Ada Drive;
Thence Northerly, along said Westerly right of way line, the following four (4)
courses:
(1) Thence North 32 degrees 34 minutes 09 seconds West 53.07 feet to a point of
curve;
(2) Thence along a curve to the right having a radius of 436.06 feet, a central
angle of 32 degrees 32 minutes 53 seconds, 247.71 feet to a point of tangent;
(3) Thence North 00 degrees 01 minutes 16 seconds West, along said tangent,
81.35 feet to a point of curve;
(4) Thence along a curve to the left having a radius of 40.00 feet, a central
angle of 90 degrees 00 minutes 00 seconds 62.83 feet to the Southerly right of
way line of East Ohio Place;
Thence Westerly, along said Southerly right of way line, the following three
courses:
(1) Thence South 86 degrees 24 minutes 09 seconds West 160.31 feet;
(2) Thence South 89 degrees 58 minutes 44 seconds West 75.00 feet to a point of
curve;
(3) Thence along a curve to the left having a radius of 25.00 feet, a central
angle of 90 degrees 00 minutes 00 seconds 39.27 feet to the point of beginning,
County of Arapahoe,
State of Colorado.
Note: The above lands have been re-platted and are now described as follows:
Xxx 0, Xxxxx 0,
Xxxxxxxx Xxxxxxxx Xxxx Subdivision Filing Xx. 0,
Xxxxxx xx Xxxxxxxx,
Xxxxx xx Xxxxxxxx.
00000-XX-00
722036
00000 X. 00xx Xxxxxx, Xxxxxx X, XX
Exhibit "A" - Legal Description
Xxxx 0 xxx 0,
Xxxxx 0,
X-Xxxx Subdivision
Filing Xx. 0, Xxxxxx xx
Xxxxx,
Xxxxx xx Xxxxxxxx.
00000-XX-00
Property ID # 722036
834035
0000 Xxxx Xxxxxx Xxxx Xxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Xxx 0X, Xxxxxxxxx Xxxxx Xxxxxx Xx. 00-X, 0xx Amendment Highlands Ranch Filing
No. 65-A, 2nd Amendment, Lot Line Adjustment Map recorded August 9, 1996 at
Reception Xx. 0000000,
Xxxxxx xx Xxxxxxx, Xxxxx of Colorado.
32651-CO-14
Property ID # 834035
Site 884080
0000 Xxxxxx Xxxxxx, Xxxx Xxxxx, XX 00000
Exhibit "A" - Legal Description
Xxxx 0, 0, 0 xxx 0, XXXXXX XXXXX, according to the map or plat thereof on file
and recorded in the office of the Clerk of the Circuit Court, recorded in Plat
Book 42, Page 86, in the Public Records of Xxx County, Florida.
Site 784052
00000 Xxx Xxxx Xxxx, Xxxxxxxxxxxx XX
Exhibit "A" - Legal Description
PARCEL I - FEE
A PART OF THE XXXXX XXXXXXX DONATION, SECTION 7, TOWNSHIP 4 SOUTH, RANGE 27
EAST, XXXXX COUNTY, FLORIDA, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
FOR A POINT OF BEGINNING COMMENCE AT THE XXXXXXXXX XXXXXX XX XXX 00, XXXXX 0,
XXXXXXXX UNIT ONE, AS RECORDED IN PLAT BOOK 35, PAGES 49 AND 49A OF THE CURRENT
PUBLIC RECORDS OF SAID COUNTY, THE SAME BEING THE SOUTHWESTERLY CORNER OF THOSE
LANDS DESCRIBED IN OFFICIAL RECORDS VOLUME 5356, PAGE 1040 OF SAID PUBLIC
RECORDS; THENCE NORTH 02 DEGREES 44'30" WEST, ALONG THE EASTERLY LINE OF SAID
BLOCK 2 AND ALONG THE WESTERLY LINE OF LAST SAID LANDS, A DISTANCE OF 189.21
FEET TO THE SOUTHWESTERLY CORNER OF THOSE LANDS DESCRIBED IN OFFICIAL RECORDS
VOLUME 8109, PAGE 433, SAID PUBLIC RECORDS; THENCE NORTH 88 DEGREES 49'00" EAST,
ALONG THE SOUTHERLY LINE OF LAST SAID LANDS, A DISTANCE OF 583.47 FEET TO A
POINT ON A CURVE IN THE WESTERLY RIGHT OF WAY LINE OF SAN XXXX BOULEVARD, STATE
ROAD 13 (A 100 FOOT RIGHT OF WAY AS NOW ESTABLISHED) ALSO BEING THE EASTERLY
LINE OF AFOREMENTIONED LANDS DESCRIBED IN OFFICIAL RECORDS VOLUME 5356, PAGE
1040; THENCE ALONG THE BOUNDARY OF SAID LANDS THE FOLLOWING COURSES: FIRST
COURSE, SOUTHWESTERLY, ALONG SAID WESTERLY RIGHT OF WAY LINE AND ALONG THE ARC
OF A CURVE CONCAVE TO THE EAST AND HAVING A RADIUS OF 1959.86 FEET, AN ARC
DISTANCE OF 205.87 FEET, MAKING A CENTRAL ANGLE OF 06 DEGREES 01'06" AND HAVING
A CHORD BEARING OF SOUTH 04 DEGREES 31'39" WEST AND A CHORD DISTANCE OF 205.77
FEET; SECOND COURSE NORTH 89 DEGREES 31'40" WEST A DISTANCE OF 401.20 FEET TO A
POINT; THIRD COURSE NORTH 89 DEGREES 43'00" WEST A DISTANCE OF 156.87 FEET TO
THE POINT OF BEGINNING. BEING A PART OF THOSE LANDS DESCRIBED IN OFFICIAL
RECORDS VOLUME 5356, PAGE 1040, SAID PUBLIC RECORDS OF XXXXX COUNTY, FLORIDA.
PARCEL II - (24 FOOT ACCESS) EASEMENT
A PART OF THE XXXXX XXXXXXX DONATION, SECTION 7, TOWNSHIP 4 SOUTH, RANGE 27
EAST, XXXXX COUNTY, FLORIDA, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
FOR A POINT OF REFERENCE, COMMENCE AT THE XXXXXXXXX XXXXXX XX XXX 00, XXXXX 0,
XXXXXXXX, UNIT ONE, AS RECORDED IN PLAT BOOK 35, PAGES 49 AND 49A OF THE CURRENT
PUBLIC RECORDS OF SAID COUNTY, THE SAME BEING THE SOUTHWEST CORNER OF THOSE
LANDS AS DESCRIBED IN OFFICIAL RECORDS VOLUME 5356, PAGE 1040, OF SAID PUBLIC
RECORDS; THENCE NORTH 02 DEGREES 44'30" WEST, ALONG THE EASTERLY LINE OF SAID
BLOCK 2 AND ALONG THE WESTERLY LINE OF LAST SAID LANDS, A DISTANCE OF 189.21
FEET;
THENCE NORTH 88 DEGREES 49'00" EAST, A DISTANCE OF 535.62 FEET TO THE POINT OF
BEGINNING; THENCE NORTH 01 DEGREES 11'00" WEST, A DISTANCE OF 143.64 FEET;
THENCE NORTH 88 DEGREES 49'00" EAST, A DISTANCE OF 24.00 FEET; THENCE SOUTH
01 DEGREES 11'00" EAST, A DISTANCE OF 14.69 FEET; THENCE SOUTH 59 DEGREES 42'52"
EAST, A DISTANCE OF 45.57 FEET; THENCE SOUTH 79 DEGREES 42'52" EAST, A DISTANCE
OF 4.27 FEET TO THE WESTERLY RIGHT OF WAY LINE OF SAN XXXX BOULEVARD, STATE ROAD
13 (A 100 FOOT RIGHT OF WAY AS NOW ESTABLISHED); THENCE SOUTHWESTERLY, ALONG
SAID WESTERLY RIGHT OF WAY LINE, AND ALONG THE ARC OF A CURVE CONCAVE TO THE
SOUTHEAST AND SAVING A RADIUS OF 1959.86 FEET, A DISTANCE OF 24.00 FEET, MAKING
A CENTRAL ANGLE OF 00 DEGREES 42'06" AND HAVING A CHORD BEARING OF SOUTH
10 DEGREES 17'06" WEST AND A CHORD DISTANCE OF 24.00 FEET; THENCE NORTH
79 DEGREES 42'52" WEST, A DISTANCE OF 0.80 FEET; THENCE NORTH 59 DEGREES 42'52"
WEST, A DISTANCE OF 35.11 FEET; THENCE SOUTH 01 DEGREES 11'00" EAST, A DISTANCE
OF 100.81 FEET; THENCE SOUTH 88 DEGREES 49'00" WEST, A DISTANCE OF 24.00 FEET TO
THE POINT OF BEGINNING.
32651-FL-16 Site # 784052
884069
000000 Xxxxxxxx Xxx, Xxx Xxxxx XX
Exhibit"A" - Legal Description
PARCEL I:
The West 100 feet of Xxx 0, Xxxxxxx 00, Xxxxxxxx 00 Xxxxx, Xxxxx 39 East, MODEL
LAND COMPANY'S SUBDIVISION as recorded in Plat Book 1, Page 68, of the Public
Records of Monroe County, Florida, LESS that portion thereof described as
follows:
Commence at the Southwest corner of Xxx 0, XXXXX XXXX COMPANY'S SUBDIVISION as
recorded in Plat Book 1, Page 68 of the Public Records of Monroe County,
Florida; thence run 88 deg. 59'32" East along the South line of said Lot 5, a
distance of 100 feet, more or less to a pipe; thence run 00 deg. 29'38" East a
distance of 240.55 feet, more or less to a pipe set in concrete, being the Point
of Beginning; thence run North 27 deg. 58'11" West a distance of 43.10 feet,
more or less; thence run Northeasterly along a line lying at a 90 degree right
angle to the aforementioned course to a point which intersects a line lying 100
feet East of and parallel to the West line of said Lot 5; thence run in a
Southerly direction along a line lying 100 feet East of and parallel to the West
line of said Lot 5, a distance of 40.97 feet, more or less, to the pipe set in
concrete, being the Point of Beginning.
PARCEL II:
Xxx 0 xx Xxxxxxx 00, Xxxxxxxx 00 Xxxxx, Xxxxx 39 East, MODEL LAND COMPANY'S
SUBDIVISION, as recorded in Plat Book 1, Page 68, of the Public Records of
Monroe County, Florida.
PARCEL III:
That portion of Lots 9 and 10 in Section 00, Xxxxxxxx 00 Xxxxx, Xxxxx 39 East,
MODEL LAND COMPANY'S SUBDIVISION as recorded in Plat Book 1, Page 68, of the
Public Records of Monroe County, Florida, lying and being Northwesterly of a
line which is parallel to and 120 feet distant Northwesterly of and measured at
right angles to the center line of the former Florida East Coast Railway (now
Overseas Highway) and lying and being on the Northeasterly side of the Northerly
right of way line of Cross-Key Largo Canal as dedicated on the Florida Keys
Chamber of Commerce unrecorded Plat of Cross-Key Largo Waterway, prepared by
Xxxxx and Xxxxx, Engineers and Surveyors and dated June, 1937, LESS and recorded
easements or road right of ways.
32651-FL-17
PROPERTY ID # 884069
Site 785041
00000 X. Xxxxxxxx Xx., Xxxxx XX
Exhibit "A" - Legal Description
Commence at a railroad spike marking the North 1/4 corner of Section 30,
Township 22 South, Range 28 East, Orange County, Florida, thence North
89 degrees 31'02" East along the North line of said Section 30 a distance of
250.00 feet, thence South 00 degrees 20'32" East, a distance of 75.00 feet to
the South right of way line of Xxxxx Xxxx Xx. 00 and the point of beginning,
thence South 00 degrees 20'32" East, a distance of 112.00 feet to the South line
of the North 187 feet of the Northwest 1/4 of the Northwest 1/4 of the Northeast
1/4 of said Section 30, thence South 89 degrees 31'02" West, along said South
line a distance of 220.00 feet to the East right of way line of Xxxxxxxx Farms
Road, thence South 00 degrees 20'32" East, along said East right of way line a
distance of 209.29 feet to the North line of the South 4.000 acres of the
Northwest 1/4 of the Northwest 1/4 of the Northeast 1/4 of said Section 30,
thence North 89 degrees 31'10" East, along said North line a distance of 627.38
feet to the East line of the Northwest 1/4 of the Northwest 1/4 of the Northeast
1/4 of said Section 30, thence North 00 degrees 21'59" West, along said East
line a distance of 209.31 feet to the North line of the South 117.50 feet of the
North 304.50 feet of the Northwest 1/4 of the Northwest 1/4 of the Northeast 1/4
of said Section 30, thence South 89 degrees 31'03" West, along said North line a
distance of 107.29 feet, thence North 00 degrees 20'32", a distance of 112.00
feet to the South right of way line of Xxxxx Xxxx Xx. 00, thence South
89 degrees 31'02" West along said South right of way line a distance of 300.00
feet to the point of beginning. Less any portion for road right of way.
32651-FL-18 Site # 785041
Site 829053
00000 X. Xxxxxxx Xxxxxx, Xxxxxx Xxxx XX
Exhibit "A" - Legal Description
PARCEL I:
Xxxx 0 xxx 0, X-XXXX XX XXXXXX XXXX, XXXXXXX, a subdivision according to the
plat thereof as recorded in Map Book 48, Page 175, of the Public Records of
Volusia County, Florida.
PARCEL II:
Shared Access Easement created pursuant to the Plat of U-Haul of Orange City,
Florida as recorded in Plat Book 48, Page 175.
32651-FL-19 Site # 829053
785027
000 X. XXXXXXX XX, XXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
A portion of the Northeast 1/4 of Section 36, Township 22 South, Range 28 East,
Orange County, Florida, being more particularly described as follows:
Commence at the Northwest corner of A REPLAT OF LOT 7, METROWEST REPLAT,
according to the plat thereof recorded in Plat Book 20, Page 13, Public Records
of Orange County, Florida; thence North 01 deg. 34'14" West, 25.01 feet to the
Point of Beginning; thence continue North 01 deg. 34'14" West, 165.01 feet (the
last two (2) courses described being coincident with the West line of Block K,
LAKE HILL, according to the plat thereof, recorded in Plat Book M, Page 9,
Public Records of Orange County, Florida, and the Southerly extension thereof)
thence South 89 deg. 50'05" East along the North line of Xxx 0, Xxxxx X, XXXX
XXXX, 000.00 feet; thence North 01 deg. 34'14" West along the West line of Xxx
00, Xxxxx X, XXXX XXXX 140.02 feet; thence South 89 deg. 50'27" East along the
North line of Block K, LAKE HILL, 449.17 feet; thence South 00 deg. 10'23" West
along the East line of the Northeast one-quarter (NE 1/4) of said Section 36, a
distance of 22.13 feet; thence North 89 deg. 40'07" East, 86.53 feet; thence
South 16 deg. 41' 16" West, 233.53 feet; thence Southerly along the arc of a
tangent curve being concave to the East, having a radius of 2964.93 feet, a
central angle of 01 deg. 12'01", an arc distance of 62.11 feet (the last two (2)
courses described being coincident with the Westerly right-of-way line of State
Road 435 according to the State of Florida Road Department Right-of-Way Map,
Section 75270-2502 dated February 24, 1969; thence North 89 deg. 49'42" West
along the centerline of the vacated Rosette Street (platted as Boston Avenue)
said centerline being 25.00 feet North of and Parallel with the North line of A
REPLAT OF LOT 7, METROWEST REPLAT, 593.07 feet to the Point of Beginning.
32651-FL-20
Property ID # 785027
Site 884082
00000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx XX
Exhibit "A" - Legal Description
PARCEL I: FEE
Lots 5, 6, 7 and 8, A Replat of Hunter's Creek, Xxxxx 000, Xxx 0, as recorded in
Plat Book 24, Page 66, Public Records of Orange County, Florida, LESS the
Easterly 25 feet thereof, more particularly described as follows:
Begin at the Northeast corner of Lot 5 of A Replat of Hunter's Creek, Xxxxx 000,
Xxx 0, as recorded in Plat Book 24, Page 66, Public Records of Orange County,
Florida; run South OOdeg.11'12" East, along the East line of said Lot 5 and its
Southerly projection, a distance of 827.68 feet to a point on the North right of
way line of Gatorland Drive of said plat; said point also being on a curve,
concave Northwesterly, having a central angle of 16deg.36'05" and a radius of
35.00 feet; thence departing said East line and Southerly projection, and from a
tangent bearing of South 73deg.l2'43" West, run Southwesterly along the arc of
said curve and said North line, a distance of 10.14 feet to the point of
tangency; thence run the following courses and distances along the North and
East right of way lines of said Gatorland Drive; thence South 89deg.48'48" West,
a distance of 104.51 feet to the point of curvature of a curve concave
Northeasterly having a central angle of 53deg.06'06" and a radius of 188.20
feet; thence run Northwesterly along the arc of said curve, a distance of 174.42
feet to the point of compound curvature of a curve concave Northeasterly, having
a central angle of 50deg.08'32" and a radius of 200.71 feet; thence run
Northwesterly along the arc of said curve, a distance of 175.65 feet to the
point of tangency; thence run North 13deg.03'28" East, a distance of 81.30 feet
to the point of curvature of a curve, concave Northwesterly, having a central
angle of 13deg.l4'40" and a radius of 610.72 feet; thence run Northeasterly
along the arc of said curve, a distance of 141.17 feet to the point of tangency;
thence run North 00deg.11'112" West, a distance of 217.00 feet to the point of
curvature of a curve, concave Southeasterly, having a central angle of
16deg.25'00" and a radius of 494.93 feet; thence run Northeasterly along the arc
of said curve, a distance of 141.81 feet to the point of tangency; thence run
North 16deg.l3'48" East, a distance of 12.00 feet to the Northwest corner of
said Lot 5; thence departing said right xx xxx, xxx Xxxxx 00xxx.00'00" East,
along the North line of said Lot 5, a distance of 241.43 feet to the Point of
Beginning.
LESS AND EXCEPT the following described lands:
Commence at a 4" by 4" concrete monument without identification marking the
Northwest corner of the Southwest 1/4 of Section 00, Xxxxxxxx 00 Xxxxx, Xxxxx 00
Xxxx, Xxxxxx Xxxxxx, Xxxxxxx; thence run North 89deg.33'07" East along the North
line of said Southwest 1/4 a distance of 406.362 meters (1333.21 feet) to a
point on the centerline of survey of State Road 500 (US 441), as shown on the
Florida Department of Transportation Right xx Xxx Xxx, Xxxxxxx 00000-0000;
thence, departing said Xxxxx xxxx, Xxxxx 00xxx.00'00" Xxxx along said survey
line 301.966 meters (990.70 feet) to the Easterly projection of the South line
of Lot 9 A Replat of Hunter's Creek Xxxxx 000, Xxx 0, as recorded in Plat Book
24, Page 66, Public Records of Orange County, Florida; thence North 89deg.50'41"
West along said Easterly projection line 30.494 meters (100.05 feet) to a point
on the West line of additional Orange County right of way as described in
Official Records 5667, Page 2686, Public Records of Orange County, Florida;
thence North 00deg.00'52" West along said West line of additional right of way
104.948 meters (344.32 feet) to a point on the South line of Lot 8 of said
Replat of Hunter's Creek Xxxxx 000, Xxx 0 (also being the North right of way
line of Gatorland Drive as shown on said plat) for the Point of Beginning;
thence continue North 00deg.00'52" West along said West line of additional
Orange County right of way 8.756 meters (28.71 feet); thence departing said
right xx xxx xxxx, Xxxxx 00xxx.00'00" West 12.414 meters (40.73 feet) to a point
on said South line of Xxx 0 (Xxxxx xxxxx xx xxx xxxx xx Xxxxxxxxx Xxxxx); thence
North 89deg.58'52" East along said South line of Lot 8 a distance of 5.286
meters (17.34 feet) to the beginning of a curve concave Northwesterly, having a
radius of 10.668 meters (35.00 feet) and a chord bearing of North 81deg.40'57"
East; thence Easterly along the arc of said curve and said South line of Xxx 0,
xxxxxxx x xxxxxxx xxxxx xx 00xxx.00'00" a distance of 3.090 meters (10.14 feet)
to a point on said West line of additional Orange County right of way and the
Point of Beginning.
PARCEL II: EASEMENT
Easement rights as set forth in that certain Declaration of Protective
Covenants, Conditions and Restrictions of Tract 181 Commercial Property Owners
Association, Inc., to American Xxxxxxx Associates, a California general
partnership, dated August 10, 1989, recorded September 21,1989 in O.R. Book
4116, Page 4383; as affected by:
Amendment recorded in O.R. Book 5174, Page 737; and Supplemental Declaration
dated December 12,1996, recorded in O.R. Book 5174, Page 746, as re-recorded
January 22,1997 in O.R. Book 5188, Page 3160; and Supplemental Declaration,
dated December 20, 1996, recorded December 31, 1996 in O.R. Book 5178, Page
2165; and Assignment of Declarant's Rights by AG Land Associates, LLC, a
California limited liability company, to Xxxxxxxxx Hunter's Creek, L.P., a
Delaware limited partnership, dated August 15, 1997,
recorded in O.R. Book 5348, Page 1414; and Supplemental Declaration dated
November 14, 1997, recorded December 12, 1997 in O.R. Book 5380, Page 3002; and
Supplemental Declaration dated December 20, 1999, recorded January 2, 2000 in
O.R. book 5917, Page 2725, Orange County Records.
32651-FL-21 Site # 884082
Site 785038
00000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx XX
Exhibit "A" -Legal Description
XXX 0, XXXXX "X" XXX XXXXX "X", XXXXXXXXXX XXXXX 0X PARCEL 13, ACCORDING TO THE
PLAT THEREOF AS RECORDED IN PLAT BOOK 46, PAGE 65 IN THE PUBLIC RECORDS OF
ORANGE COUNTY, FLORIDA.
32651-FL-22 Site # 785038
Site 884073
0000 x. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx XX
Exhibit "A" - Legal Description
From the Southwest corner of XXXXXXXX MANOR, according to the plat thereof as
recorded in Plat Book O, Page 15, of the Public Records of ORANGE County,
Florida; run North 02 deg. 33'14" West along the West line of said XXXXXXXX
MANOR 143.44 feet for a Point of Beginning; thence run South 86 deg. 55'16" West
parallel with the South line of the West half of the Southeast quarter of the
Southeast quarter of Section 30, Township 21 South, Range 29 East, a distance of
519.15 feet; thence run South 2 deg. 33'14" East, 75.00 feet; thence run South
86 deg. 55'16" West, 210.84 feet to the Easterly right of way line of Xxxxx Xxxx
000 (X.X. Xxxxxxx 441); thence run North 32 deg. 18'44" West along said right of
way line 294.26 feet to a point 350 feet North 2 deg. 57'07" West, North of the
South line of Block A, LOCKMERE, according to the plat thereof as recorded in
Plat Book K, Page 41, of said Public Records; thence run North 86 deg. 55'16"
East, 217.54 feet to the West line of aforesaid West half, same being the West
line of vacated HAMPTON HEIGHTS, according to the plat thereof as recorded in
Plat Book P, Page 45, said Public Records; thence run North 02 deg. 57'07" West
along the West line of said West half a distance of 349.52 feet to the Northwest
corner of said West half; thence run North 87 deg. 47'11" East 660.92 feet to
the Northwest corner of aforesaid XXXXXXXX MANOR; thence run South 02 deg.
33'14" East, 521.35 feet to the Point of Beginning.
32651-FL-23 Site # 884073
829054
0000 Xx. Xxxxxxx Xxxxx, Xxxxxxx, XX
Exhibit "A" - Legal Description
The South 216.9 feet of the North 740.4 feet of the Northwest 1/4 of the
Northeast 1/4 of Section 00, Xxxxxxxx 00 Xxxxx, Xxxxx 00 Xxxx, Xxxxxxxx Xxxxxx,
Xxxxxxx, lying East of Xxxxx Xxxx 00 and 000 (X.X. Xxxxxxx 00-00)
00000-XX-00
Property ID # 829054
Site 786042
0000 X. Xxxxx Xxxx., Xxxxx XX
Exhibit "A" -Legal Description
Lot 10 and 11, AI-Mar Subdivision, according to the Plat thereof, as recorded in
Plat Book 29, Page 29, Public Records of Hillsborough County, Florida.
32651-FL-25 Site # 786042
829057
0000 Xxxxxxx Xxxx, Xxxxxx Xxxx, Xxxxxxx
Exhibit "A" - Legal Description
From the Northwest corner of the Southwest 1/4 of the Southwest 1/4 of Section
00, Xxxxxxxx 00 Xxxxx, Xxxxx 00 Xxxx, Xxxxxxxx Xxxxxx, Xxxxxxx, run South 02
degrees 28'4/1" East, 939.14 feet along the West line of said Southwest 1/4 of
the Southwest 1/4 for the Point of Beginning of the description, run thence
North 88 degrees 03'3/5" East 511.06 feet parallel with the South line of the
said Southwest 1/4 to the Westerly right of way line of Xxxxx Xxxx Xx. 000,
thence run South 23 degrees 54'25" East 414.77 feet along the said Westerly
right of way of Xxxxx Xxxx Xx. 000 to it's intersection with the South line of
the said Southwest 1/4 of the Southwest 1/4, thence run South 88 degrees 03'35"
West, 662.61 feet along the South line of the said Southwest 1/4 of the
Southwest 1/4 to the Southwest corner of said Southwest 1/4 of the Southwest
1/4, thence run North 02 degrees 28'41" West, 384.74 feet along the West line of
said Southwest 1/4 of the Southwest 1/4 to the Point of Beginning.
32651-FL-26
Property ID # 829057
EXHIBIT "A"
SITE 776034, 0000 X XXXXXXX XX, XXXXXXX XX
LEGAL DESCRIPTION
ALL THAT TRACT or parcel of land lying and being in Land Xxx 000 xx xxx 00xx
Xxxxxxxx xx Xxxxxxxx Xxxxxx, Xxxxxxx, and being more particularly described as
follows:
BEGINNING at the northern right-of-way of Dogwood Drive (variable right of way)
a distance of 1457.85 feet from the right of way of Dogwood-Old Xxxxxxxxx
Highway; thence along said right of way North 69 degrees 27 minutes 09 seconds
West, a distance of 393.94 feet to an iron pin found; South 21 degrees 02
minutes 26 seconds West a distance of 24.99 feet to an iron pin; thence North 69
degrees 17 minutes 32 seconds West a distance of 20.99 feet to an iron pin;
thence leaving said right-of-way North 21 degrees 12 minutes 09 seconds East a
distance of 238.44 feet to an iron pin; thence South 84 degrees 38 minutes 53
seconds East a distance of 411.70 feet to an iron pin; thence South 17 degrees
51 minutes 15 seconds West a distance of 321.77 feet to an iron pin on the north
right-of-way of Dogwood Drive, said point being the POINT OF BEGINNING,
containing 2.51 acres, and being more particularly shown on that certain survey
prepared by Landata Site Services, Inc., dated April 15, 2003, as last revised
February__________, 2004.
TOGETHER WITH all rights and interests in all easements contained in that
certain Easement Agreement between Xxxx X. Xxxxx and Cracker Barrel Old Country
Store, Inc., dated November 15, 1995, filed November 15, 1995, recorded in Deed
Book 1174, Page 108, aforesaid records; as amended by Amended Easement Agreement
by and between Xxxx X. Xxxxx and Cracker Barrel Old Country Store, Inc., dated
December 4, 1995, filed December 21, 1995, recorded in Deed Book 1187, Page 1,
aforesaid records; as supplemented by Supplement to Easement Agreement, dated
October 21, 1996, filed for recording October 23, 1996, recorded in Deed Book
1290, Page 192, aforesaid records, and as further affected by Agreement for
Storm Drainage Facilities, dated January 17, 1997, filed January 21, 1997,
recorded in Deed Book 1319, Page 129, aforesaid records.
TOGETHER WITH all rights and interests in all easements contained in paragraphs
#3 CB Tract Utility Easement, #4 Tract Seven Utility Easement, and #10 Tract
Four Signage Easement of Amended Easement Agreement dated December 4, 1995 among
Xxxx X. Xxxxx, the Estate of Xxxxxx X. Xxxxx, Chatto Fields II, Limited
Partnership and Cracker Barrel Old Country Store, Inc., recorded in Deed Book
1187, Page 1, Rockdale County, Georgia records.
TOGETHER WITH all rights and interests in all easements contained in paragraphs
#1 Tract 2A Road Easement and #2 Tract 2A Sewer Line Easements contained in
Tract Two Easement Agreement dated March 28, 1996 among Xxxx X. Xxxxx, the
Estate of Xxxxxxx X. Xxxxx and Chatto Fields II, Limited Partnership recorded in
Deed Book 1226, page 76, aforesaid records.
TOGETHER WITH all rights and interests in all easements contained in that
certain Sewer Easement Agreement by and between BMO Global Capital Solutions,
Inc. and Xxx. X. X. Xxxx, dated January 30, 1999, filed for recording February
4,1999, recorded in Deed Book 1645, Page 338, aforesaid records.
32651-GA-27 Site # 776034
EXHIBIT "A"
SITE 777026
0000 XXXX XXXXXXX, XXXXXXXX XX
LEGAL DESCRIPTION
ALL THAT TRACT or parcel of land lying and being in Land Xxx 000 xx xxx 00xx
Xxxxxxxx, 0xx Xxxxxxx, Xxxx of Kennesaw, Xxxx County, Georgia, and being more
particularly described as follows:
BEGINNING at a concrete monument found at the point of intersection of the
southwestern right-of-way line of Old Highway #41 (variable right-of-way) and
the southwestern right-of-way line of U.S. Highway #41 (Xxxx Parkway) (variable
right-of-way); run thence South 18 degrees 47 minutes 36 seconds East along the
southwestern right-of-way of Old Highway #41, a distance of 118.75 feet to an
iron pin found; thence leaving said right-of-way and running South 78 degrees 29
minutes 25 seconds West, a distance of 508.96 feet to an iron pin found; running
thence North 22 degrees 13 minutes 19 seconds West, a distance of 268.49 feet to
an iron pin placed; run thence North 79 degrees 56 minutes 18 seconds East, a
distance of 254.85 feet to an iron pin placed; run thence North 32 degrees 42
minutes 41 seconds East, a distance of 90.33 feet to an iron pin placed located
on the southwestern right-of-way of U.S. Highway #41 (Xxxx Parkway); running
thence along said right-of-way, and following the curvature thereof the
following courses and distances: following an arc with a curve to the left
(which arc has a chord distance of 125.00 feet on a chord bearing South 58
degrees 09 minutes 15 seconds East and having a radius of 4137.87 feet) an arc
distance of 125.00 feet to an iron pin placed; run thence along said
right-of-way North 31 degrees 00 minutes 21 seconds East, a distance of 25.00
feet to an iron pin placed; run thence along the arc of a curve to the left
(which arc has a chord distance of 102.94 feet and a chord bearing South 59
degrees 44 minutes 12 seconds East, and having a radius of 4112.87 feet) an arc
distance of 102.95 feet to a point; run thence South 29 degrees 13 minutes 49
seconds West, a distance of 25.00 feet to an iron pin placed; run thence along
the arc of a curve to the left (which arc has a chord distance of 76.03 feet on
a chord bearing South 60 degrees 58 minutes 56 seconds East and having a radius
of 4137.87 feet) an arc distance of 76.04 feet to a concrete monument found at
the point of intersection of the southwestern right-of-way line of Old Highway
#41 and the southwestern right-of-way line of U.S. Highway #41 (Xxxx Parkway)
and the POINT OF BEGINNING, said tract containing 3.00 acres.
32651-GA-28 Site # 777026
EXHIBIT "A"
SITE 776026
0000 XXXXXXXX XXXX XX, XXXXXXXXXXXXX XX
LEGAL DESCRIPTION
PARCEL 1:
ALL THAT TRACT or parcel of land lying and being in Land Xxx 000 xx xxx 0xx
Xxxxxxxx, Xxxxxxxx Xxxxxx, Xxxxxxx, and being part of Xxx 0, Xxxxx X, Xxxxxxxx
Xxxxx Subdivision, as more particularly shown on plat by X. X. Xxxxxxx &
Associates, Inc., Georgia Registered Land Surveyors, recorded on February 5,
1974 and recorded in Plat Book 1, Page 67, Gwinnett County, Georgia records,
which plat is incorporated herein and made a part hereof by reference, and being
more particularly shown and described as follows:
COMMENCING at an iron pin placed on the easterly right-of-way of Pleasant Hill
Road (110-foot wide right-of-way), said point being 394.41 feet northwesterly,
as measured along said right-of-way, from the point of intersection of said
easterly right-of-way of Pleasant Hill Road and the northerly right-of-way of
Xxxxxxx Xxxx (60-foot wide right-of-way); run thence along the arc of a curve to
the left (which arc has a chord bearing North 09 degrees 33 minutes 49 seconds
West, a chord distance of 72.41 feet and a radius of 5680.00 feet) an arc
distance of 72.41 feet to an iron pin placed; thence leaving said right-of-way
line and running North 61 degrees 33 minutes 25 seconds East, a distance of
150.61 feet to an iron pin placed; thence running South 11 degrees 27 minutes 51
seconds East, a distance of 155.78 feet to an iron pin found (1-inch pipe);
thence running South 81 degrees 39 minutes 34 seconds West, a distance of 147.51
feet to an iron pin placed on the easterly right-of-way of Pleasant Hill Road
and the POINT OF BEGINNING; said tract shown to contain 0.4330 acre or 18,861
square feet.
PARCEL 2:
ALL THAT TRACT or parcel of land lying and being in Land Xxx 000 xx xxx 0xx
Xxxxxxxx, Xxxxxxxx Xxxxxx, Xxxxxxx, and being more particularly described as
follows:
BEGINNING at a concrete marker at the intersection of the southeasterly
right-of-way of Pleasant Hill Road (110-foot wide right-of-way) and the
southwesterly right-of-way of Xxxxxx Road (55-foot wide right-of-way); run
thence in a southwesterly direction along the southeasterly right-of-way of
Pleasant Hill Road a distance of 361.23 feet to an iron pin set, which iron pin
marks the TRUE POINT OF BEGINNING; from said TRUE POINT OF BEGINNING as thus
established and thence leaving said right-of-way North 61 degrees 53 minutes 48
seconds East, a distance of 441.63 feet to an iron pin found; thence South 27
degrees 57 minutes 40 seconds East, a distance of 199.45 feet to an iron pin
set; thence South 61 degrees 33 minutes 22 seconds West, a distance of 507.61
feet to an iron pin set; thence along said right-of-way of Xxxxxxxx Xxxx Xxxx
Xxxxx 00 degrees 55 minutes 44 seconds West, a distance of 213.09 feet to an
iron pin set and the TRUE POINT OF BEGINNING, containing 2.19 acreas/95,328
square feet.
32651-GA-29 Site # 776026
EXHIBIT "A"
SITE 777025
0000 XXXXXXX 00, XXXXXXXXX XX
LEGAL DESCRIPTION
All that tract or parcel of land lying and being in Land Xxx 000 xx xxx 00xx
xxxxxxxx, Xxxxxxx Xxxxxx, Xxxxxxx and being more particularly described as
follows:
Beginning at an iron pin on the easterly right-of-way of Georgia Highway 85
(variable right of way) 522.25 fee north of the right xx xxx xx Xxxxxxxxx Xxxx;
thence following the right-of-way of Xxxxxxx Xxxxxxx 00 Xxxxx 0 degrees 41
minutes 03 seconds East a distance of 282.64 feet to an iron pin; thence leaving
said right-of-way North 89 degrees 26 minutes 23 seconds East a distance of
225.14 feet to a nail; thence North 2 degrees 32 minutes 26 seconds East a
distance of 124.69 feet to an iron pin; thence South 89 degrees 59 minutes 35
seconds East a distance 225.26 feet to an iron pin; thence South 2 degrees 42
minutes 47 seconds West a distance of 249.77 feet to an iron pin; thence North
89 degrees 54 minutes 26 seconds West a distance of 150.00 feet to an iron pin;
thence South 3 degrees 01 minutes 08 seconds West a distance of 154.42 feet to
an iron pin found; thence South 88 degrees 55 minutes 32 seconds West a distance
of 299.25 feet to the POINT OF BEGINNING, containing 3.01 acres and being the
same property as shown on that certain survey prepared by Landata Site Services,
Inc. dated April 9, 2003, as last revised February___ , 2004.
32651-GA-30 Site # 777025
EXHIBIT "A"
SITE 777023
0000 X. XXXX XX., XXXXXX XX
LEGAL DESCRIPTION
ALL THAT TRACT or parcel of land lying and being in Land Lot 759 of the 17th
District of the 2nd Section of Xxxx County, Georgia, and being more particularly
described as follow:
BEGINNING at a concrete monument at the intersection of the northeasterly right
of way of South Xxxx Drive (120 feet from the centerline) with the southeasterly
right of way of Interstate Highway I-285, running thence North 17 degrees 23
minutes 01 seconds East along said right of way of Interstate Highway I-285 a
distance of 59.46 feet to an iron pin on the southerly right of way of Woodland
Road (15 feet from centerline); run thence South 79 degrees 16 minutes 54
seconds East along said right of way a distance of 136.70 feet to a point;
continue thence along said right of way and following an arc to the left a
distance of 8.01 feet to an iron pin (said arc having a radius of 187.67 feet
and being subtended by a chord of south 80 degrees 30 minutes 13 seconds East a
distance of 8.01 feet); run thence South 44 degrees 29 minutes 39 seconds East a
distance of 79.30 feet to an iron pin; run thence South 45 degrees 23 minutes 00
seconds West a distance of 135.00 feet to an iron pin on the northeasterly right
of way of South Xxxx Drive; run thence North 44 degrees 32 minutes 28 seconds
West along said right of way a distance of 170.31 feet to a concrete monument at
the intersection of the northeasterly right of way of South Xxxx Drive with the
southeasterly right of way of Interstate Highway I-285 and the POINT OF
BEGINNING, containing 0.48 acres/21,091 square feet.
TOGETHER with a non-exclusive easement for ingress and egress and appurtenant
rights across the following described tract of land, as granted to Grantor
herein by Warranty Deed dated August 1, 1968, and recorded in Deed Book 1050
page 644, in the Office of the Clerk of Superior Court of Xxxx County, Georgia:
BEGINNING at an iron pin on the northeasterly right of way of South Xxxx Drive
170.31 feet southeasterly of the intersection of said right of way of South Xxxx
Drive and the southeasterly right xx xxx xx Xxxxxxxxxx Xxxxxxx X-000; run thence
North 45 degrees 23 minutes 00 seconds East a distance of 135.00 feet to an iron
pin; run thence South 30 degrees 52 minutes 20 seconds West a distance of 139.50
feet to a concrete monument on the northeasterly right of way of South Xxxx
Drive; run thence North 44 degrees 31 minutes 42 seconds West along said right
of way a distance of 34.96 feet to an iron pin and the POINT OF BEGINNING.
EXHIBIT "A"
SITE 776055
0000 XXXXXX XXX X, XXXXXXXXXX XX
LEGAL DESCRIPTION
ALL THAT TRACT or parcel of land lying and being in Land Xxx 00 xx xxx 0xx
Xxxxxxxx in the City of Snellville, Gwinnett County, Georgia, and being more
particularly described as follows:
BEGINNING at an iron pin on the easterly right-of-way of Georgia Highway No. 124
(having a 100-foot right-of-way) 299.90 feet from the southerly right of way of
Dogwood Drive; thence leaving said right of way South 67 degrees 59 minutes 08
seconds East, a distance of 344.36 feet to an iron pin found; run thence South
23 degrees 55 minutes 58 seconds West, a distance of 369.25 feet to an iron pin
found; run thence North 68 degrees 29 minutes 17 seconds West, a distance of
312.66 feet to an iron pin found located on the easterly right-of-way of Georgia
Xxxxxxx Xx. 000; run thence along said right-of-way North 19 degrees 00 minutes
15 seconds East, a distance of 89.01 feet to a concrete monument found; thence
South 70 degrees 24 minutes 04 seconds East, a distance of 20.82 feet to a
concrete monument found; run thence North 18 degrees 48 minutes 58 seconds East,
a distance 20.32 feet to a concrete monument found; run thence North 70 degrees
45 minutes 05 seconds West, a distance of 20.65 feet to a concrete monument
found; run thence North 19 degrees 01 minute 26 seconds East, a distance of
263.09 feet to an iron pin found and POINT OF BEGINNING. Said tract containing
2.78 acres as shown on ALTA/ASCM Land Title Survey prepared by Landata Site
Services, Inc., dated April 10, 2003, as last revised February___, 2004
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Sanitary Sewer Easement from X. X. Xxxxx Contractors, Inc. to Xxxxx X.
Xxxx, dated November 15, 1989, filed for record May 15, 1990 and recorded in
Deed Book 6022, Page 350, Gwinnett County, Georgia records.
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Easement from Xxxxx Xxxxx to U-Haul International, dated September 28,
1998, filed for record December 8, 1998 and recorded in Deed Book 17310, Page 2,
aforesaid records.
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Sanitary Sewer Easement from Eastside Gardens of Snellville, L.L.C., a
Georgia limited liability company to Uhaul International, a Nevada Corp., dated
December 3, 1998, filed for record December 8, 1998 and recorded in Deed Book
17310, Page 3, aforesaid records.
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Easement from Xxxxx X. Xxxx to U-Haul International, dated March 3,
2000, filed for record March 6, 2000 and recorded in Deed Book 20132, Page 161,
aforesaid records.
TOGETHER WITH all rights, benefits, interests and easements granted in that
certain Easement from Eastside Gardens of Snellville, LLC to U-Haul
International, Inc., dated February 24, 2000, filed for record March 6, 2000 and
recorded in Deed Book 20132, Page 158, aforesaid records.
32651-GA-32 Site # 776055
757026
00000 x. Xxxxxx Xxxxxx, Xxxxx XX
Exhibit "A" - Legal Description
THAT PART OF THE WEST 1/2 OF THE SOUTHWEST 1/4 OF SECTION 22, TOWNSHIP 37 NORTH,
RANGE 13 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING SOUTH OF THE SOUTH LINE OF
LOT 6 IN BLOCK 6 IN XXXXX XXXXXX'X EAST VIEW PARK IN SAID SOUTHWEST 1/4, AND
LYING SOUTHWEST OF THE RIGHT OF WAY OF THE BALTIMORE AND OHIO, CHICAGO TERMINAL
RAILROAD (FORMERLY THE CHICAGO AND CALUMET TERMINAL RAILROAD), AND EAST OF THE
LANDS TAKEN BY THE STATE OF ILLINOIS FOR THE CICERO AVENUE GRADE SEPARATION
DESCRIBED AS FOLLOWS: BEGINNING ON THE NORTH LINE OF 119TH STREET, WHICH IS A
LINE DRAWN 50 FEET NORTH OF AND PARALLEL WITH THE SOUTH LINE OF SAID SOUTHWEST
1/4, AS DEDICATED IN SAID XXXXX XXXXXX'X EAST VIEW PARK, AND THE EAST LINE OF A
20 FOOT PUBLIC ALLEY IN BLOCK 8 OF SAID XXXXX XXXXXX'X EAST VIEW PARK; THENCE
NORTH ALONG SAID EAST LINE, TO THE SOUTH LINE OF A 20 FOOT PUBLIC ALLEY IN SAID
BLOCK 8; THENCE EAST, ALONG SAID SOUTH LINE, A DISTANCE OF 29.96 FEET, TO A
POINT ON THE EAST LINE OF LOT 36 IN SAID BLOCK 8, AND ITS EXTENSION TO THE
SOUTH; THENCE NORTH, ALONG SAID EAST LINE, TO THE XXXXX XXXX XX 000XX XXXXX,
XX THE NORTH LINE OF SAID BLOCK 8; THENCE EAST ALONG SAID LINE, A DISTANCE OF
29.98 FEET, TO THE EAST LINE OF LOTS 12 AND 18 AND THEIR EXTENSIONS TO THE SOUTH
AND NORTH, IN BLOCK 7 OF SAID XXXXX XXXXXX'X EAST VIEW PARK; THENCE NORTH ALONG
SAID LINE, TO THE SOUTH LINE OF AFORESAID LOT 6 IN BLOCK 6; EXCEPT THE SOUTH 50
FEET OF SAID SOUTHWEST 1/4, TAKEN OR DEDICATED FOR THE OPENING OF 000XX
XXXXXX; AND EXCEPT THE 10 FOOT STRIP OF LAND LYING SOUTHWESTERLY OF AND
ADJOINING THE ORIGINAL 66 FOOT WIDE RIGHT OF WAY OF THE BALTIMORE AND OHIO,
CHICAGO TERMINAL RAILROAD, IN XXXX COUNTY, ILLINOIS.
32651-IL-33
Property ID # 757026
757031
File No.: CC32763
LEGAL DESCRIPTION:
PARCEL 1:
ALL THAT PART OF SECTIONS 3 AND 10, TOWNSHIP 43 NORTH, RANGE 8 EAST OP THE THIRD
PRINCIPAL MERIDIAN, LYING EASTERLY OF THE EASTERLY RIGHT OF WAY LINE OF STATE
ROUTE 31, SOUTHERLY OF THE SOUTHERLY RIGHT OF WAY LINE OF THE CHICAGO AND NORTH
WESTERN RAILROAD, WESTERLY OF THE CENTER LINE OF SANDS ROAD, NORTHERLY OF THE
NORTHERLY RIGHT XX XXX XXXX XX X.X. XXXXX 00 AND EASTERLY OF THE EASTERLY RIGHT
OF WAY LINE OF THE RAMP CONNECTING STATE XXXXX 00 XXXX X.X. XXXXX 00 (EXCEPT THE
EAST 660 FEET, AS MEASURED AT RIGHT ANGLES TO THE EAST LINE THEREOF; ALSO
EXCEPTING THAT PART CONVEYED TO STATE OF ILLINOIS FOR STATE ROUTE 31 (F.A. 54),
BY WARRANTY DEED FROM DODGE INCORPORATED, RECORDED SEPTEMBER 2, 1970, AS
DOCUMENT NUMBER 529742; ALSO EXCEPTING THAT PART TAKEN BY THE STATE OF ILLINOIS,
DEPARTMENT OF TRANSPORTATION, IN FINAL JUDGMENT ORDER FILED JULY 21, 0000 XX XX
XXXXX XXXXXX CIRCUIT COURT AS CASE NO. 97-ED-10), IN MC XXXXX COUNTY, ILLINOIS.
EXCEPT THAT PART OF THE SOUTHEAST QUARTER OF SECTION 3, TOWNSHIP 43 NORTH, RANGE
8 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: COMMENCING AT THE
INTERSECTION OF THE EASTERLY RIGHT-OF-WAY LINE OF F.A.P. XXXXX 000 (XXXXXXXX
XXXXX XXXXX 00) AS DEDICATED AND SHOWN ON DOCUMENT NUMBER 531554 RECORDED
OCTOBER 9, 0000 XX XX XXXXX XXXXXX, XXXXXXXX AND THE SOUTHWESTERLY RIGHT-OF-WAY
LINE OF THE CHICAGO & NORTHWESTERN RAILWAY COMPANY; THENCE SOUTH 05 DEGREES 48
MINUTES 54 SECONDS WEST, 136.59 FEET (BEARINGS ASSUMED FOR DESCRIPTION PURPOSES
ONLY) ALONG SAID EASTERLY RIGHT-OF-WAY; THENCE SOUTH 14 DEGREES 10'37" WEST,
135.67 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 04 DEGREES 45 MINUTES 53
SECONDS WEST, 157.58 FEET; THENCE SOUTH 02 DEGREES 21 MINUTES 38 SECONDS WEST,
40.31 FEET; THENCE SOUTH 85 DEGREES 14 MINUTES 07 SECONDS WEST, 7.00 FEET;
THENCE SOUTH 02 DEGREES 21 MINUTES 38 SECONDS EAST, 66.60 FEET TO THE EASTERLY
RIGHT-OF-WAY LINE OF SAID F.A.P. 336; THENCE NORTH 03 DEGREES 46 MINUTES 10
SECONDS WEST, 232.50 FEET ALONG SAID EASTERLY RIGHT-OF-WAY; THENCE NORTH 14
DEGREES 10 MINUTES 37 SECONDS EAST, 33.46 FEET ALONG SAID EASTERLY RIGHT-OF-WAY
TO THE POINT OF BEGINNING; AND ALSO;
EXCEPT ANY AND ALL RIGHT OF ACCESS, INGRESS OR EGRESS OVER, UNDER OR ACROSS THE
FOLLOWING DESCRIBED LINE: BEGINNING AT A POINT IN THE SOUTHEAST QUARTER OF
SECTION 3, TOWNSHIP 43 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN SAID
POINT BEING AT THE INTERSECTION OF THE EASTERLY RIGHT-OF-WAY LINE OF F.A.P.
XXXXX 000 (XXXXXXXX XXXXX XXXXX 00) AS DEDICATED AND SHOWN ON DOCUMENT NUMBER
531554 RECORDED OCTOBER 9, 1970, AND THE SOUTHWESTERLY RIGHT-OF-WAY LINE OF THE
CHICAGO AND NORTHWESTERN RAILWAY COMPANY; THENCE
SOUTH 05 DEGREES 48 MINUTES 54 SECONDS WEST, 136.59 FEET (BEARINGS ASSUMED FOR
DESCRIPTION PURPOSES ONLY) ALONG SAID EASTERLY RIGHT-OF-WAY; THENCE SOUTH 14
DEGREES 10 MINUTES 37 SECONDS WEST, 135.67 FEET ALONG SAID EASTERLY RIGHT OF
WAY; THENCE SOUTH 04 DEGREES 45 MINUTES 53 SECONDS WEST, 157.58 FEET; THENCE
SOUTH 02 DEGREES 21 MINUTES 38 SECONDS WEST, 40.31 FEET; THENCE SOUTH 85 DEGREES
14 MINUTES 07 SECONDS WEST, 7.00 FEET; THENCE SOUTH 02 DEGREES 16 MINUTES 05
SECONDS EAST, 66.60 FEET; THENCE SOUTH 03 DEGREES 46 MINUTES 10 SECONDS EAST,
7.49 FEET ALONG THE EASTERLY RIGHT-OF-WAY LINE AS SHOWN ON DOCUMENT NO. 531554;
THENCE SOUTHEASTERLY 217.80 FEET ALONG THE RIGHT-OF-WAY LINE AS DEDICATED AND
SHOWN BY DOCUMENT NO. 26667, RECORDED JUNE 19, 1953, BEING ON A CURVE TO THE
LEFT, HAVING A RADIUS OF 252.30 FEET, THE CHORD OF SAID CURVE BEARS SOUTH 39
DEGREES 31'00" EAST 211.10 FEET; THENCE SOUTH 64 DEGREES 16 MINUTES 16 SECONDS
EAST, 73.13 FEET ALONG SAID RIGHT-OF-WAY; THENCE SOUTHEASTERLY, 110.06 FEET
ALONG SAID RIGHT-OF-WAY BEING ON A CURVE TO THE RIGHT HAVING A RADIUS OF 350.33
FEET, THE CHORD OF SAID CURVE BEARS SOUTH 55 DEGREES 16 MINUTES 12 SECONDS EAST,
109.61 FEET; THENCE SOUTH 46 DEGREES 16 MINUTES 12 SECONDS EAST, 349.92 FEET
ALONG SAID RIGHT-OF-WAY TO THE TERMINUS OF ACCESS CONTROL, ALL IN MC XXXXX
COUNTY, ILLINOIS.
PARCEL 2:
EASEMENT FOR DRIVEWAY FOR INGRESS AND EGRESS FOR THE BENEFIT OF PARCEL 1, AS
CREATED BY THE AGREEMENT RECORDED APRIL 7, 1960 AS DOCUMENT NUMBER 368037 AS
AMENDED BY INSTRUMENT RECORDED FEBRUARY 14, 1961 AS DOCUMENT NUMBER 381434
BETWEEN PIONEER TRUST AND SAVINGS BANK AS TRUSTEE UNDER TRUST NUMBER 6264 AND
PIONEER TRUST AND SAVINGS BANK AS TRUSTEE UNDER TRUST NUMBER 8394, FROM THE
DIVISION LINE BETWEEN THE EAST 660 FEET OF ALL THAT PART OF SECTIONS 3 AND 10,
TOWNSHIP 43 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY
OF THE EASTERLY RIGHT OF WAY LINE OF STATE ROUTE 31, SOUTHERLY OF THE SOUTHERLY
RIGHT OF WAY LINE OF THE CHICAGO AND NORTH WESTERN RAILROAD, WESTERLY OF THE
CENTER LINE OF SANDS ROAD, NORTHERLY OF THE NORTHERLY RIGHT XX XXX XXXX XX X.X.
XXXXX 00 AND EASTERLY OF THE EASTERLY RIGHT OF WAY LINE OF THE RAMP CONNECTING
STATE ROUTE 31 WITH U.S. ROUTE 14, AND ALL THAT PART OF SECTIONS 3 AND 10,
TOWNSHIP 43 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY
OF THE EASTERLY RIGHT OF WAY LINE OF STATE ROUTE 31, SOUTHERLY OF THE SOUTHERLY
RIGHT OF WAY LINE OF THE CHICAGO AND NORTH WESTERN RAILROAD, WESTERLY OF THE
CENTER LINE OF SANDS ROAD, NORTHERLY OF THE NORTHERLY RIGHT XX XXX XXXX XX X.X.
XXXXX 00 (EXCEPTING THE EAST 660 FEET, AS MEASURED AT RIGHT ANGLES TO THE EAST
LINE THEREOF) AND THEN EXTENDING EAST ACROSS THE EAST 660 FEET AFORESAID TO
SANDS ROAD, SAID DRIVEWAY APPROXIMATELY 30 FEET IN WIDTH AND HAVING ITS
SOUTHERLY LINE 20 FEET NORTH OF AND PARALLEL TO THE SOUTH LINE OF SAID EAST 660
FEET, IN XX XXXXX XXXXXX, XXXXXXXX.
000000
File No.: CC14525
LEGAL DESCRIPTION:
XXX 0 XX X-XXXX XXXXXX XX XXXXXX SUBDIVISION, BEING A SUBDIVISION IN THE
NORTHEAST 1/4 OF SECTION 28 TOWNSHIP 38 NORTH RANGE 9 EAST OF THE THIRD
PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED JULY 19, 2001 AS
DOCUMENT R2001-148206, IN DUPAGE COUNTY ILLINOIS.
757053
File No.: CC21594
LEGAL DESCRIPTIONS
THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21, TOWNSHIP 37 NORTH,
RANGE 9 EAST OF THE THIRD PRINCIPAL MERIDIAN, EXCEPTING THEREFROM THE FOLLOWING
DESCRIBED FOUR PARCELS: THE WEST 960.0 FEET OF THE NORTH 941.0 FEET OF THE
NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21, AFORESAID; THE NORTH
908.0 FEET OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,
AFORESAID, EXCEPT THE WEST 960.0 FEET; THE EAST 484 FEET OF THE SOUTH 180.0 FEET
OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21 AFORESAID; AND
THAT PART OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,
AFORESAID, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT IN THE EAST LINE OF SAID
NORTHEAST QUARTER, DISTANT SOUTH 01 DEGREES 53 MINUTES 59 SECONDS EAST (ASSUMED
BEARING), 908.05 FEET FROM THE NORTHEAST CORNER OF THE NORTHEAST QUARTER OF SAID
SECTION 21; THENCE CONTINUING SOUTH 01 DEGREES 53 MINUTES 59 SECONDS EAST ALONG
SAID EAST LINE, 233.88 FEET TO THE NORTH LINE OF THE SOUTH 180.0 FEET OF THE
EAST 484.0 FEET OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SAID
SECTION 21; THENCE SOUTH 88 DEGREES 41 MINUTES 40 SECONDS WEST ALONG SAID NORTH
LINE, 83.45 FEET; THENCE NORTH 01 DEGREES 53 MINUTES 06 SECONDS WEST, 95.87
FEET; THENCE NORTH 00 DEGREES 58 MINUTES 38 SECONDS EAST, 100.12 FEET; THENCE
NORTH 01 DEGREES 53 MINUTES 06 SECONDS WEST, 37.94 FEET TO THE SOUTH LINE OF THE
NORTH 908.0 FEET OF THE NORTHEAST QUARTER OF SAID NORTHEAST QUARTER; THENCE
NORTH 88 DEGREES 41 MINUTES 03 SECONDS EAST ALONG SAID SOUTH LINE, 78.39 FEET TO
THE POINT OF BEGINNING, ALL IN WILL COUNTY, ILLINOIS.
Site 759051
0000 x 00XX Xxxxxx, Xxxxxxxxxxxx XX
Exhibit "A" -Legal Description
Situated in the State of Indiana, in the County of Lake and the Town of
Merrillville:
Parcel I
Part of the South Half of the Southeast Quarter of the Northeast Quarter of
Section 20, Township 35 North, Range 8 West of the 2nd P.M. described as:
Commencing at a point on the North line of State Road No. 30, which is 12 rods
West of the East line of said tract and running thence North 661.32 feet, more
or less, to the North line of said tract; thence West 66 feet; thence South
661.32 feet, more or less, to the North line of said Xxxxx Xxxx Xx. 00; thence
East 66 feet to the Place of Beginning, in Lake County, Indiana.
Parcel II
Lot 2 of Metro Self Storage, Plat of P.U.D. Amendment to the Town of
Merrillville, Lake County, Indiana, as shown in Plat Book 79, page 26, in Lake
County, Indiana.
The above Parcel I and Parcel II have now been described by a Modernized
Perimeter Legal Description as prepared by Landata Site Services as File #2003-
04-0022 and F.S. Land Company as Project #LSLD032216, dated April 26, 2003 and
last revised March___, 2004, more particularly described as follows:
Beginning at an existing Dick at the Northeast Corner of Section 20, Township 35
North, Range 0 Xxxx xx xxx Xxxxxx Xxxxxxxxx Xxxxxxxx, Xxxx Xxxxxx, Xxxxxxx;
thence South 00 degrees 20 minutes 54 seconds West, 2037.63 feet to a point;
thence North 89 degrees 39 minutes 06 seconds West, 189.79 feet to the True
Point of Beginning, said point being South 0.57 feet, East 0.27 feet from an
existing 2 inch Iron Pipe; thence South 00 degrees 17 minutes 35 degrees East,
622.13 feet to a point on the North right-of-Way line of U.S. Xxxxxxx Xx. 00
(A.K.A. West 81st Street), said point being South 1.09 feet from an existing 2
inch Iron Pipe; thence following said North Right-of-Way North 89 degrees 12
minutes 54 seconds West, 65.80 feet to a point, said point being North 0.17
feet, and West 0.24 feet from an existing Iron Pipe; thence leaving said
Right-of-Way line, and following the East line of an existing 40 foot Frontage
Road North 00 degrees 01 minutes 45 seconds West, 40.00 feet to a set #5 Rebar;
thence following the South line of said 40 foot Frontage Road North 89 degrees
12 minutes 45 seconds West, 149.71 feet to an existing Rebar; thence leaving the
North line of said 40 foot Frontage Road North 00 degrees 00 minutes 08 seconds
West, 418.22 feet to a set #5 Rebar; thence North 89 degrees 39 minutes 48
seconds West, 352.71 feet to a point, said point being South 0.15
feet and East 0.26 feet from an existing Rebar; thence North 00 degrees 00
minutes 00 seconds West, 162.33 feet to a set #5 Rebar; thence South 89 degrees
39 minutes 06 seconds East, 565.14 feet to the True Point of Beginning.
32651-IN-37 Site # 759051
Site 734032
0000 Xxxxxxxx Xxxxx, Xxxxxx XX
Exhibit "A" - Legal Description
TRACT I:
COMMENCING AT THE NORTHWEST CORNER OF THE EAST 1/2 OF THE NORTHWEST 1/4 OF THE
SOUTHEAST 1/4 OF SECTION 34, TOWNSHIP 12 SOUTH, RANGE 00 XXXX, XX XXX XXXX XX
XXXXXX, XXXXXXX XXXXXX, XXXXXX; THENCE SOUTH 0 DEGREES 16' 20" EAST A DISTANCE
OF 538.48 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTH 0 DEGREES
16' 20" EAST A DISTANCE OF 159.70 FEET TO A POINT; THENCE SOUTH 89 DEGREES 43'
40" EAST A DISTANCE OF 0.92 FEET TO A POINT; THENCE SOUTH 0 DEGREES 16' 20" EAST
A DISTANCE OF 29.31 FEET TO A POINT; THENCE SOUTH 7 DEGREES 25' 30" EAST A
DISTANCE OF 47.30 FEET TO THE POINT OF BEGINNING OF A CURVE TO THE LEFT; THENCE
ON SAID CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 2 DEGREES 49' 01" A RADIUS
OF 592.29 FEET AND A LENGTH OF 29.12 FEET TO A POINT OF REVERSED CURVATURE;
THENCE FROM SAID POINT OF REVERSED CURVATURE; ON A CURVE TO THE RIGHT, SAID
CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 7 DEGREES 04' 19" A RADIUS OF
614.29 FEET AND A LENGTH OF 75.82 FEET TO A POINT; THENCE NORTH 89 DEGREES 47'
30" EAST, A DISTANCE OF 238.52 FEET TO A POINT; THENCE SOUTH 53 DEGREES 23' 50"
EAST A DISTANCE OF 201.74 FEET TO A POINT IN THE WESTERLY RIGHT XX XXX XXXX XX
XXXXXXXXXX XXXXXXX 00; THENCE NORTH 36 DEGREES 36' 10" EAST ALONG THE SAID
WESTERLY RIGHT OF WAY LINE A DISTANCE OF 240.00 FEET TO A POINT; THENCE NORTH 53
DEGREES 23' 50" WEST A DISTANCE OF 448.50 FEET TO A POINT; THENCE SOUTH 89
DEGREES 47' 30" WEST A DISTANCE OF 204.77 FEET TO THE TRUE POINT OF BEGINNING,
EXCEPT THAT PART IN STREETS AND ROADS.
TRACT II:
COMMENCING AT THE NORTHWEST CORNER OF THE EAST 1/2 OF THE NORTHWEST 1/4 OF THE
SOUTHEAST 1/4 OF SECTION 34, TOWNSHIP 12 SOUTH, RANGE 00 XXXX, XX XXX XXXX XX
XXXXXX, XXXXXXX XXXXXX, XXXXXX; THENCE SOUTH 0 DEGREES 16' 20" EAST A DISTANCE
OF 538.48 FEET TO A POINT; THENCE NORTH 89 DEGREES 47' 30" EAST A DISTANCE OF
204.77 FEET TO A POINT; THENCE SOUTH 53 DEGREES 23' 50" EAST A DISTANCE OF 86.50
FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTH 53 DEGREES 23' 50"
EAST A DISTANCE OF 362.00 FEET TO A POINT IN THE WESTERLY RIGHT XX XXX XX
XXXXXXXXXX XXXXXXX 00; THENCE NORTH 36 DEGREES 36' 10" EAST ALONG THE SAID
WESTERLY RIGHT XX XXX XX XXXXXXXXXX XXXXXXX 00, A DISTANCE OF 34.00 FEET TO A
POINT; THENCE NORTH 53 DEGREES 23' 50" WEST A DISTANCE OF 362.00 FEET TO A
POINT; THENCE SOUTH 36036' 10" WEST A DISTANCE OF 34.00 FEET TO THE TRUE POINT
OF BEGINNING, EXCEPT THAT PART IN STREETS AND ROADS.
TRACT III:
A TRACT OF LAND IN THE NORTHWEST 1/4 OF THE SOUTHEAST 1/4 OF SECTION 34,
TOWNSHIP 12, RANGE 24, XXXXXXX COUNTY, KANSAS, MORE PARTICULARLY DESCRIBED AS
FOLLOWS: BEGINNING AS THE NORTHEAST CORNER OF THE NORTHWEST 1/4 OF SECTION 34,
TOWNSHIP 12, RANGE 24 EAST; THENCE SOUTH 89 DEGREES 48' 20" WEST, ALONG THE
NORTH LINE OF THE
NORTHWEST 1/4 OF THE SOUTHEAST 1/4 OF SAID SECTION 34, 414.10 FEET TO A POINT;
THENCE SOUTH 0 DEGREES 16'20" EAST, 288.30 FEET TO THE TRUE POINT OF BEGINNING;
THENCE NORTH 89 DEGREES 48'20" EAST, 34.00 FEET TO A POINT; THENCE SOUTH
0016'20" EAST 217.13 FEET TO A POINT; THENCE SOUTH 53 DEGREES 23'50" EAST,
406.00 FEET TO A POINT ON THE WESTERLY RIGHT- XX-XXX XXXX XX XXXXXXXXXX XXXXXXX
00; THENCE SOUTH 36 DEGREES 36'10" WEST ALONG THE WESTERLY RIGHT-OF-WAY LINE OF
INTERSTATE HIGHWAY 35, 39.00 FEET TO A POINT; THENCE NORTH 53 DEGREES 23'50'
WEST, 419.25 FEET TO A POINT; THENCE NORTH 0 DEGREES 16'20" EAST, 240.43 FEET TO
THE TRUE POINT OF BEGINNING, EXCEPT THAT PART IN STREETS OR ROADS.
TRACT IV: (ACCESS EASEMENT)
EASEMENT FOR THE BENEFIT OF TRACT I AS CREATED BY EASEMENT AGREEMENT DATED JULY
3,1984, AND RECORDED ON JULY 9,1984 IN VOLUME 2033, PAGE 274 FOR AN ADDITIONAL
PARKING AREA, OVER, UNDER AND ACROSS THE LAND DESCRIBED AS FOLLOWS:
ALL THAT PART OF THE NW 1/4 OF THE SE 1/4 OF SECTION 34, TOWNSHIP 12, RANGE 24,
NOW IN THE CITY OF LENEXA, XXXXXXX COUNTY, KANSAS, MORE PARTICULARLY DESCRIBED
AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NW 1/4 OF THE SE 1/4 OF
SAID SECTION 34; THENCE S 89 DEGREES 48' 20" W, ALONG THE NORTH LINE OF THE NW
1/4 OF THE SE 1/4 OF SAID SECTION 34, A DISTANCE OF 662.67 FEET, TO THE
XXXXXXXXX XXXXXX XX XXX X 0/0 XX XXX XX 1/4 OF THE SE 1/4 OF SAID SECTION 34;
THENCE S 0 DEGREES 16' 20" E, ALONG THE WEST LINE OF THE E 1/2 OF THE NW 1/4 OF
THE SE 1/4 OF SAID SECTION 34; A DISTANCE OF 508.48 FEET, TO THE TRUE POINT OF
BEGINNING OF SUBJECT TRACT; THENCE CONTINUING S 0 DEGREES 16' 20" E, ALONG THE
WEST LINE OF THE E 1/2 OF THE NW 1/4 OF THE SE 1/4 OF SAID SECTION 34, A
DISTANCE OF 30 FEET; THENCE N 89 DEGREES 47' 30" E, A DISTANCE OF 204.77 FEET;
THENCE S 53 DEGREES 23' 20" E, A DISTANCE OF 86.50 FEET; THENCE N 36 DEGREES
36' 10" E, A DISTANCE OF 34 FEET; THENCE N 53 DEGREES 23' 20" W, A DISTANCE OF
57.25 FEET; THENCE N 0 DEGREES 16' 20" W, A DISTANCE OF 20.31 FEET; THENCE S 89
DEGREES 47' 30" W, A DISTANCE OF 248.57 FEET, TO THE POINT OF BEGINNING OF
SUBJECT TRACT. SUBJECT TO THE TERMS, PROVISIONS AND CONDITIONS SET FORTH IN SAID
INSTRUMENT.
32651-KS-38 Site # 734032
884057
0000 Xxxxxxxxx Xxxx. Xxxxxxx Xxxx, XX
Exhibit "A" - Legal Description
XXX 00, XXXXXXXXXX XXXXX, XXXXXXXXXXX, XXXX 0, AS PER PLAT THEREOF RECORDED IN
BOOK 583, PAGE 319 OF THE CONVEYANCE RECORDS OF BOSSIER PARISH, LOUISIANA,
TOGETHER WITH ALL BUILDINGS AND IMPROVEMENTS LOCATED THEREON, HAVING A MUNICIPAL
ADDRESS OF 0000 XXXXXXXXX XXXXXXXXX, #000, XXXXXXX XXXX, XXXXXXXXX 00000 AND ALL
BENEFICIAL RIGHTS AS SET FORTH IN THOSE CERTAIN LAND USE RESTRICTIONS RECORDED
UNDER REGISTRY NUMBER 361039 AS AMENDED PER DOCUMENT RECORDED UNDER REGISTRY
NUMBER 390586, AND AS PER PARTY WALL AGREEMENT RECORDED UNDER REGISTRY NUMBER
368673, RECORDS OF XXXXXXX XXXXXX, XXXXXXXXX.
00000-XX-00 Site # 884057
EXHIBIT A
A certain piece of properly located in Chicopee, Massachusetts, Hampden County,
being shown on a plan of land entitled "Plan of Land in Chicopee,
Massachusetts", prepared for BMO Global Capital Solutions, Inc., prepared by
Xxxxxxx Associates, P.C., dated March 16, 2004, recorded in Plan Book 332. Page
39, with the Hampden County Registry of Deeds, bounded and described as follows:
DESCRIPTION OF PARCEL
BEGINNING AT A POINT AT THE INTERSECTION OF THE EASTERLY LINE OF GRANBY
ROAD WITH THE SOUTHERLY LINE OF BAY STATE ROAD;
THENCE, RUNNING N 82 DEGREES 34'56"E ALONG THE SOUTHERLY LINE OF BAY STATE
ROAD A DISTANCE OF 4.00 FEET TO A POINT; THENCE, RUNNING S07 DEGREES
25'04"E ALONG LAND NOW OR FORMERLY OF XXXXXX X. XXXXX XX. A DISTANCE OF
98.31 FEET TO A POINT;
THENCE, RUNNING N 83 DEGREES 32'56"E ALONG LAND NOW OR FORMERLY OF SAID
XXXXX A DISTANCE OF 122.88 FEET TO A POINT; THENCE, RUNNING S 25'04"E
ALONG LAND NOW OR FORMERLY OF XXXXX X. XXXXXXX A DISTANCE OF 15.68 FEET TO
A POINT; THENCE, RUNNING N84 DEGREES 19'07"E ALONG LAND NOW OR FORMERLY OF
SAID XXXXXXX A DISTANCE OF 81.02 FEET TO A POINT; THENCE, RUNNING S08
DEGREES 07'42"E ALONG THE WESTERLY LINE OF XXXXXXXXXX STREE A DISTANCE OF
248.67 FEET TO A POINT; THENCE, RUNNING S84 DEGREES 34'36"W ALONG LAND NOW
OR FORMERLY Or GLS LEASCO, INC. A DISTANCE OF 238.22 FEET TO A POINT;
THENCE, RUNNING N 04 DEGREES 04'24"W ALONG LAND NOW OR FORMERLY OU GLS
LEASCO, INC A DISTANCE OF 226.51 FEET TO A POINT; A DISTANCE OF 226.51
FEET TO A POINT; THENCE, RUNNING N35 DEGREES 54'39"E ALONG THE EASTERLY
LINE OF GRANBY ROAD A DISTANCE OF 279.63 FEET TO THE POINT OF BEGINNING.
796036
EXHIBIT A
(Descriptions)
All those certain parcels of land with the buildings thereon situated at
Washington Street, in the City/Town of Stoughton, County of Norfolk, State of
Massachusetts, and more particularly described
TRACT 1
Parcel A
That certain parcel of land with the buildings thereon, situated at 000
Xxxxxxxxxx Xxxxxx in Stoughton, Norfolk County, Massachusetts, and severally
bounded and described as follows:
The land in said Stoughton, with the buildings thereon, on the easterly side
of Washington Street and being shown as the parcel marked "Land of Tarchara,
(Xxxxxxx X., Xxxxxxx X.X" on a plan entitled "Plan of Land in Stoughton Owned
by Xxxxxxx X. and Xxxxxxx X. Xxxxxxxx" surveyed by X. X. XxXxxx in 1954, said
plan recorded with Norfolk Deeds Plan No. 386 of 1955 in Book 3356, Page
194, and according to said plan bounded and described as follows:
WESTERLY by Washington Street, 99.00 feet;
NORTHERLY by land now or formerly of one Xxxxxxx. 508.00 feet;
EASTERLY by Lot A as shown on said plan, 99.00 feet;
SOUTHERLY by land now or formerly of one Xxxxx and in part by Lot B, as
shown on said plan, a total distance of 508.00 feet.
Being the same land conveyed by deed dated June 1,1977 and recorded with
Norfolk Deeds in Book 5338, Page 286.
Parcel B
That certain parcel of land and buildings thereon and numbered 000 Xxxxxxxxxx
Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx bounded and described as follows:
Beginning at a xxxxx of land of Xxxxxxx X. and Xxxxxxx Xxxxxxxx and running:
EASTERLY by said Tarachara land 500 feet to a corner, thence
SOUTHERLY by land of Xxxx Xxxxx 60 feet; thence
WESTERLY by land of Xxxxxx and Xxxxxxxxx Xxxxx, Xxxxxx X. and Xxxx X.
Xxxxx, Xxxxxx Xxxxx Xxxxx, Xx. and Xxxxxxx X. Xxxxx and Will H.
and Victor Dino 500 feet to said Washington Street; thence
NORTHERLY by said Washington Street to the point of beginning, 60 feet.
TRACT 11
Parcel A
The land in said Stoughton on the Easterly line of said Washington Street and
bounded:
Beginning on said Washington Street at a stake in the Northerly line of a
private way 40 feet wide, recently laid out by Xxxxx Xxxxxxxx thence running
EASTERLY by said private way one hundred and sixty (160) feet to remaining
lands of Xxxxx Xxxxxxxx thence
NORTHERLY by Xxxxx Xxxxxxxx'x land by a line parallel with Washington Street
sixty (60) feet to a stake thence
WESTERLY by the homestead lot of Xxxxx Xxxxxxxx by a line parallel with the
first course one hundred and sixty (160) feet to a Make at Washington Street
thence
SOUTHERLY by said street sixty (60) feet to a point of beginning.
Parcel B
The land in Stoughton, Norfolk County, Massachusetts being number 240 in the
numbering of Washington Street, bounded and described as follows:
WESTERLY by Washington Street one hundred seven and 00/100 (107) feet more
or less;
NORTHERLY by land now or formerly of Abren three hundred thirty-nine and
50/100 (339,50) feet;
EASTERLY by Lot 1 as shown on a plan hereinafter mentioned one hundred
sixty-nine and 00/100 (169) feet;
SOUTHERLY by Xxxxxxx Avenue one hundred seventy-one and 55/100 (171.55)
feet;
WESTERLY by land now or formerly of Xxxxxxxx sixty and 00/100 (60) feet;
SOUTHERLY by said land now or formerly of Xxxxxxxx one hundred sixty and
00/100 (160) Feet.
Said premises are shown on a plan entitled "Plan of House lots belonging
to Xxxxxxx Xxxxx" dated October 17.1926, Xxxxxx X. Xxxxx, Surveyor, filed
with Norfolk Registry of Deeds at the end of Book 1728.
For title to Parcel I see deed dated August 28, 1978, recorded in Book 5508,
Page 330 and deed dated August 29, 1978, recorded in Book 5508, Page 331 and by
deed dated June 1, 1977 and recorded with Norfolk Deeds in Book 5338, Page 286.
For title to Parcel II see deed dated March 21, 1989 and recorded in Book 8269,
Page 736.
Note: Recorded instruments referred to herein are recorded with Norfolk County
Registry of Deeds.
Also described as:
BEGINNING AT A POINT, said point is the intersection of the easterly sideline of
Washington Street and the northerly sideline of Xxxxxxx Avenue; thence
N 01 degrees 41' 00" E Three hundred twenty-five and 17/100 (325.17) feet by
said easterly sideline of Washington Street to a point;
thence
S 88 degrees 17' 11" E Five hundred seven and 45/100 (507.45) feet by land now
or formerly trustees of Xxxx-Xxx Realty Trust; thence
S 01 degrees 20' 09" W Ninety-nine and 00/100 (99.00) feet to a point; thence
N 88 degrees 17' 11" W Eight and 00/100 (8.00)feet to a point; thence
S 02 degrees 14' 12" W Sixty and 00/100 (60.00) feet to a point, the last
three (3) courses being by land now or formerly the
Xxxxx Family Trust; thence
N 88 degrees 31' 51" W One hundred sixty and 50/100 (160.50) feet by land now
or formerly Xxxxx and Xxxxxxx. Xxxxxx, by land now or
formerly Xxxxxx X. Xxxxxx and by land now or formerly
Xxxxxx Xxxxx to a point; thence
S 04 degrees 12' 18" W One hundred sixty-nine and 00/100 (169.00) feet by land
now or formerly Xxxxxx X. Xxxxx to a point; thence
N 87 degrees 42' 26" W Three hundred thirty-one and 55/100 (331.55) feet by
said northerly sideline of Xxxxxxx Avenue to the POINT
OF BEGINNING.
Site 818034
0000 Xxxxxxx Xxxxxx, Xxxxxxx Xxx, XX
Exhibit "A" - Legal Description
All that lot or parcel of land located in the 13th Election District of Prince
George's County, Maryland and described as follows:
Part of Parcel "A" in a Subdivision known as "Hampton Park": as per plat thereof
recorded in Plat Book W.W.W. 74 at Plat 5 among the Land Records of Prince
George's County, Maryland, being more particularly described as follows:
BEGINNING at a point on the southerly right of way line of Xxxxxxx Xxxxxx,
Xxxxxxxx Xxxxx #000, said point being a corner to R.H. and Xxxx and Xxx Xxxxxx,
et al., Map 74 Parcel 10 said point being an iron pipe set North 82 degrees
54'20" East 44.60 feet from a nail found at the corner with Parcel "K" HAMPTON
PARK, RECORDED IN Plat Book Xx. 00, Xxxx 00, xxxx xxxxx being the point of
beginning of the herein described parcel.
1. thence with said right of way line of Central Avenue N 82 degrees 54'
20" E 207.97 feet to a point.
2. thence N 87 degrees 44' 29" E 82.32 feet to a point being a corner with
Parcel "Q", HAMPTON PARK, Plat Book 102, Plat No. 69, said point being S
07 degrees 05' 40" E 6.94 feet from a rebar found
3. thence departing said right of way line of Central Avenue and running with
the line of Parcel "Q", S 07 degrees 05' 40" E. 503.06 feet to an iron pipe
found
4. thence continuing with the line of Parcel "Q" and further with the line of
R.H. and Xxx and Xxx Xxxxxx, et al., Map 74 Parcel 10, S 82 degrees 54' 20" W
290.00 feet to an iron pipe found
5. thence N 07 degrees 05' 40" W 510.00 feet to the point of beginning and
containing 3.3888 acres more or less.
Site 729051
0000 000xx Xx X, Xxxxx Xxxxxx XX
Exhibit "A" - Legal Description
Xxx 0, Xxxxx 0, X Xxxx Xxxxx Xxxxxx Addition, according to the recorded plat
filed as October 26, 2000, as Document Number 1727253, Dakota County,
Minnesota.
32651-MN-43
736054
0000 Xxxxxxx X, X'Xxxxxx XX
Exhibit "A" - Legal Description
A TRACT OF LAND BEING ALL OF TRACT B OF "K C CENTER", A SUBDIVISION ACCORDING TO
THE PLAT THEREOF RECORDED IN PLAT BOOK 35 PAGE 104 OF THE ST. XXXXXXX COUNTY
RECORDS, ALSO BEING PART OF THE SOUTHWEST QUARTER OF FRACTIONAL SECTION 33,
TOWNSHIP 47 NORTH, RANGE 3 EAST OF THE FIFTH PRINCIPAL MERIDIAN, ST. XXXXXXX
COUNTY, MISSOURI AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHWEST CORNER OF LOT 19 OF "WINDING XXXXX PLAT ONE", A
SUBDIVISION ACCORDING TO THE PLAT THEREOF RECORDED IN PLAT BOOK 31 PAGE 249 OF
THE ST. XXXXXXX COUNTY RECORDS, SAID POINT BEING ALSO THE NORTHEAST CORNER OF
PROPERTY CONVEYED TO KNIGHTS OF COLUMBUS ASSOCIATION OF O'FALLON, MISSOURI BY
DEED RECORDED IN BOOK 783 PAGE 1337 OF THE ST. XXXXXXX COUNTY RECORDS THENCE
SOUTHWARDLY ALONG THE EAST LINE OF SAID KNIGHTS OF COLUMBUS PROPERTY SOUTH 00
DEGREES 03' 30" EAST 150.00 FEET TO THE ACTUAL POINT OF BEGINNING OF THE
DESCRIPTION HEREIN; THENCE CONTINUING ALONG SAID EAST LINE OF THE KNIGHTS OF
COLUMBUS PROPERTY SOUTH 00 DEGREES 03' 30" EAST 208.37 FEET TO THE NORTHEAST
CORNER OF PROPERTY CONVEYED TO XXXX AND XXXXX XXXXXX AND XXXXXXX AND XXXXX
XXXXXX BY DEED RECORDED IN BOOK 1693 PAGE 1421 OF THE ST. XXXXXXX COUNTY
RECORDS; THENCE WESTWARDLY ALONG THE NORTH LINE OF SAID XXXXXX PROPERTY, AND THE
EXTENSION THEREOF SOUTH 45 DEGREES 27' 15" WEST 21.02 FEET; AND NORTH 89 DEGREES
02' 00" WEST 421.47 FEET TO A POINT IN THE EAST LINE OF MISSOURI STATE HIGHWAY
K, SAID POINT BEING 64.49 FEET PERPENDICULARLY DISTANT EAST OF MISSOURI STATE
HIGHWAY K CENTERLINE STATION 69+05.14, THENCE ALONG THE SAID EAST RIGHT OF WAY
LINE OF MISSOURI STATE HIGHWAY K, NORTH 05 DEGREES 38' 20" EAST 105.66 FEET TO A
POINT BEING 75.00 FEET PERPENDICULARLY DISTANT EAST OF MISSOURI STATE HIGHWAY K
CENTERLINE STATION 68+00 THENCE CONTINUING ALONG SAID EAST RIGHT OF WAY LINE
BEING 75.00 FEET PERPENDICULARLY DISTANT EAST OF AND PARALLEL TO THE SAID
CENTERLINE OF MISSOURI STATE HIGHWAY K, NORTH 00 DEGREES 04' 18" WEST 118.05
FEET TO A POINT; THENCE LEAVING SAID EAST RIGHT XX XXX XXXX, XXXXX 00 DEGREES
02' 00" EAST 426.01 FEET TO THE POINT OF BEGINNING.
Parcel ID: 2-061-8004-00-000B
TOGETHER WITH EASEMENT FOR INGRESS AND EGRESS RECORDED IN BOOK 2089, PAGE 746.
Property address: 2000 Highway K.
32651-M0-44
Property ID # 736054
736051
0000 X. Xxxxxxx Xxxx, Xx. Xxxxxx, XX
Exhibit "A" - Legal Description
Xxx 0 xx Xxxxxxx Xxxxx Xxxxxxx Xxxx Commercial, as per plat recorded in plat
book 35 page 261 and plat book 36 page 127 of the St. Xxxxxxx County Records.
Property address: 0000 X. Xxxxxxx Xxxx
00000-XX-00
Xxxxxxxx XX # 736051
884024
0000 X. 0xx Xx., Xxxxxxxxxxx, XX
Exhibit "A" - Legal Description
A PART OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF XXXXXXX 0, XXXXXXXX
0 XXXXX, XXXXX 00 XXXX, XX THE CITY OF HATTIESBURG, XXXXXXX COUNTY, MISSISSIPPI,
MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHEAST CORNER OF SAID
NORTHEAST QUARTER OF THE SOUTHEAST QUARTER, AND THENCE RUN WEST ON AND ALONG XXX
XXXXXXXXXX XX XXXX 0xx XXXXXX AS PRESENTLY LOCATED IN THE CITY OF HATTIESBURG,
MISSISSIPPI, FOR 413.5 FEET, THENCE RUN NORTH FOR 25 FEET TO THE NORTH
RIGHT-OF-WAY LINE OF SAID WEST 7th STREET TO AND FOR THE POINT OF BEGINNING,
THENCE, FROM SAID POINT OF BEGINNING, RUN WEST ON AND ALONG SAID NORTH
RIGHT-OF-WAY LINE FOR 15 FEET, THENCE RUN 01 DEGREES 06 MINUTES EAST FOR 695
FEET, THENCE RUN EAST FOR 342.5 FEET, THENCE RUN SOUTH 01 DEGREES 06 MINUTES
WEST FOR 395 FEET, THENCE RUN WEST FOR 75 FEET, THENCE RUN NORTH 01 DEGREES 06
MINUTES EAST FOR 178.5 FEET, THENCE RUN WEST FOR 252.5 FEET, THENCE RUN SOUTH 01
DEGREES 06 MINUTES WEST FOR 478.5 FEET BACK TO THE POINT OF BEGINNING, TOGETHER
WITH ALL IMPROVEMENTS THEREON AND ALL APPURTENANCES THEREUNTO BELONGING,
EXPRESSLY INCLUDING, BUT WITHOUT LIMITATION, THE CERTAIN MINI WAREHOUSE THERE
LOCATED.
AND ALSO:
RECORD DESCRIPTION FOR TRACT 2: 2-028H-05-002.00
A PART OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF XXXXXXX 0, XXXXXXXX
0 XXXXX, XXXXX 00 XXXX, XX THE CITY OF HATTIESBURG, XXXXXXX COUNTY, MISSISSIPPI,
MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHEAST CORNER OF SAID
NORTHEAST QUARTER OF THE SOUTHEAST QUARTER, AND THENCE RUN WEST ON AND ALONG XXX
XXXXXXXXXX XX XXXX 0xx XXXXXX AS PRESENTLY LOCATED IN THE CITY OF HATTIESBURG,
MISSISSIPPI FOR 413.5 FEET, THENCE RUN NORTH FOR 25 FEET TO THE NORTH
RIGHT-OF-WAY LINE OF SAID WEST 7th STREET TO AND FOR THE POINT OF BEGINNING,
THENCE, FROM SAID POINT OF BEGINNING, RUN NORTH 01 DEGREES 06 MINUTES EAST FOR
478.5 FEET, THENCE RUN EAST FOR 252.5 FEET, THENCE RUN SOUTH 01 DEGREES 06
MINUTES WEST FOR 178.5 FEET, THENCE RUN WEST FOR 150.00 FEET, MORE OR LESS, TO A
POINT, THENCE RUN SOUTH FOR 300 FEET TO THE NORTH LINE OF AFORESAID WEST 7th
STREET, THENCE RUN WEST ALONG THE NORTH LINE OF SAID STREET FOR 102.5 FEET BACK
TO THE POINT OF BEGINNING, TOGETHER WITH ALL IMPROVEMENTS THEREON AND ALL
APPURTENANCES THEREUNTO BELONGING.
AND ALSO;
RECORD DESCRIPTION FOR TRACT 3: 2-028H-05-003.00
A PART OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF XXXXXXX 0, XXXXXXXX
0 XXXXX XXXXX 00 XXXX, XX THE CITY OF HATTIESBURG, XXXXXXX COUNTY, MISSISSIPPI,
MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHEAST CORNER OF SAID
NORTHEAST QUARTER OF THE SOUTHEAST QUARTER AND THENCE RUN NORTH FOR 325 FEET TO
AND FOR THE POINT OF BEGINNING, THENCE, FROM SAID POINT OF BEGINNING, RUN THENCE
WEST 86 FEET, THENCE RUN NORTH FOR 395 FEET, THENCE RUN EAST FOR 86 FEET, AND
THENCE RUN SOUTH 395 FEET BACK TO THE POINT OF BEGINNING TOGETHER WITH ALL
IMPROVEMENTS THEREON AND ALL APPURTENANCES THEREUNTO BELONGING, EXPRESSLY
INCLUDING, BUT WITHOUT LIMITATION, THE CERTAIN RIGHTS OF DIRECT INGRESS TO AND
EGRESS FROM SAID XXXXX XXXX XXX XX XXXX 0xx XXXXXX IN THE CITY OF HATTIESBURG,
MISSISSIPPI, ACROSS LANDS TO THE SOUTH OF THE TRACT, AS PROVIDED UNDER THE
CERTAIN WARRANTY DEED FROM X. X. XXXXXXXX ETUX TO VANDER X. XXXXX ETUX, DATED
OCTOBER 14, 1940, AND RECORDED IN THE OFFICE OF THE CHANCERY CLERK OF XXXXXXX
COUNTY, MISSISSIPPI, IN LAND DEED BOOK 62 AT PAGE 111.
780022
0000 X. Xxxxxxxx Xxxx, Xxxxxxxx XX 00000
Exhibit "A" - Legal Description
Being all of Lot(s) 28-39, 77-79, Banks X. XxXxxxx property, as shown on map
recorded in Plat Book 3, Page 57, Xxxxxx County Registry.
32651-NC-47
Property ID # 780022
SITE 883046
0000 X. XXXXXXXX XXXX, XXXXXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
ALL THAT CERTAIN lot or parcel of ground situate in the Township of Pennsauken,
County of Camden, State of New Jersey bounded and described as follows:
BEGINNING at a point located on the North right of way line of North Crescent
Boulevard (New Jersey State Highway 130) said point being situate South 65
degrees 52 minutes 00 seconds West a distance of 88.59 feet from a point located
at the intersection of the extended West right of way line of Xxxxxx Road with
the aforementioned North right of way line of North Crescent Boulevard (New
Jersey State Highway 130);
THENCE from the place of beginning along the aforementioned North right of way
line of North Crescent Boulevard (New Jersey State Highway 130); South 65
degrees 52 minutes 00 seconds West for a distance of 187.90 feet to a point;
thence, North 24 degrees 41 minutes 20 seconds West for a distance of 326.70
feet to a point; thence North 65 degrees 52 minutes 00 seconds East for a
distance of 161.00 feet to a point; thence South 24 degrees 41 minutes 20
seconds East for a distance of 110.57 feet to a PK nail; thence North 65 degrees
52 minutes 00 seconds East for a distance of 221.01 feet to a point; thence
along the aforementioned West right of way line of Xxxxxx Road, South 1 degree
26 minutes 27 seconds West for a distance of 147.04 feet to a point; thence
further along the same around a curve having an angle of 64 degrees 25 minutes
35 seconds a radius of 142.50 feet a tangent of 89.78 feet an arc of 160.23 feet
for a chord course of South 33 degrees 39 minutes 14 seconds West for a distance
of 151.93 feet to a point; thence still further along the same South 24 degrees
08 minutes 00 seconds East for a distance of 2.50 feet to the place of
beginning.
TOGETHER WITH the benefits in Sign Easement contained in Deed Book 4266 Page
423.
Being Tax Block 2107 Lot 10.
32651-NJ-48 Site # 883046
724026
0000 XXX XXXXXX XXXX, XXX XXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Tract F-1B1, Unit Sixteen, as the same is shown and designated on the plat
entitled "SUMMARY PLAT TRACT F-1B1, A REPLAT OF TRACT "F-1B" AND A PORTION OF
TRACT F, UNIT SIXTEEN, WITHIN PROJECTED SECTION 30, T.12N., R3E., N.M.P.M., CITY
OF RIO RANCHO, TOWN OF ALAMEDA GRANT, SANDOVAL COUNTY, NEW MEXICO", filed in the
Office of the County Clerk of Xxxxxxxx County, New Mexico, on June 17, 1996, in
Volume 0, Xxxxx 0000-X (Xxx Xxxxxx Xxxxxxx Plat Book No. 9, Page 33).
TOGETHER WITH easement rights as set forth in Declaration of Reciprocal
Easements, filed October 9, 1970, recorded in Book Misc. 25, Page 852, as
Document No. 35249, records of Xxxxxxxx County, New Mexico. Said Easement having
been amended by Amendment of Reciprocal Easement by Release filed January 21,
1987, recorded in Book Misc. 200, page 630 as Document Xx. 00000, xxxxxxx xx
Xxxxxxxx Xxxxxx, Xxx Xxxxxx, and amended by Amendment of Reciprocal Easement by
Release filed January 21, 1987, recorded in Book Misc. 200, page 633 as Document
Xx. 00000, xxxxxxx xx Xxxxxxxx Xxxxxx, Xxx Xxxxxx, and amended by Amendment of
Reciprocal Easement by Release filed January 21, 1987, recorded in Book Misc.
200, page 636 as Document Xx. 00000, xxxxxxx xx Xxxxxxxx Xxxxxx, Xxx Xxxxxx.
32651-NM-49
Property ID # 724026
Site 838058
0000 Xxxxxxxxx Xxxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
A TRACT OF LAND BEING A PORTION OF SECTION 34, TOWNSHIP 21 SOUTH, RANGE 62 EAST,
M.D.B. & M., XXXXX COUNTY, NEVADA, DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF THE SOUTHWEST QUARTER (SW 1/4) OF THE
NORTHWEST QUARTER (NW 1/4) OF SAID SECTION 34; THENCE SOUTH 89 DEGREES 23'21"
EAST ALONG THE NORTH LINE THEREOF, 529.53 FEET TO A POINT ON A NON-TANGENT
CURVE; THENCE TANGENT TO A BEARING OF SOUTH 04 DEGREES 53'06" WEST, CURVING TO
THE RIGHT ALONG A CURVE BEING CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF
1000.00 FEET THROUGH A CENTRAL ANGLE OF 20 DEGREES 42'20", AN ARC LENGTH OF
361.38 FEET TO A PONT, A RADIAL LINE TO SAID POINT BEARS SOUTH 64 DEGREES 24'34"
EAST; THENCE NORTH 53 DEGREES 31'34" WEST ALONG THE NORTHEASTERLY RIGHT XX XXX
XXXX XX XXXXXXXXXX XXXXX 000, 541.07 FEET TO A POINT ON THE WEST LINE OF THE
SOUTHWEST QUARTER (SW 1/4) OF THE NORTHWEST QUARTER (NW 1/4) OF SAID SECTION 34;
THENCE NORTH 00 DEGREES 06'11" EAST ALONG SAID WEST LINE, 30.78 FEET TO THE
POINT OF BEGINNING.
NOTE: THE ABOVE METES AND BOUNDS DESCRIPTION APPEARED PREVIOUSLY IN THAT CERTAIN
DOCUMENT RECORDED MAY 18, 1995 IN BOOK 950518 OF OFFICIAL RECORDS, AS INSTRUMENT
XX. 00000, XXXXX XXXXXX, XXXXXX.
32651-NV-50 Site # 838058
Site 838024
0000 X. Xxx Xxxxx Xxxx., Xxx Xxxxx, XX
Exhibit "A" - Legal Description
Being a portion of the South Half (S 1/2) of Government Lots 180,181 and 275 in
Xxxxxxx 00, Xxxxxxxx 00 Xxxxx, Xxxxx 61 East, M.D.B. & M., Xxxxx County, Nevada
more particularly described as follows:
Commencing at the Southwest corner of the Southwest Quarter (SW 1/4) of the
Northwest Quarter (NW 1/4) of the Southwest Quarter (SW 1/4) of said Section 16;
thence North 00 degrees 00'02" West, a distance of 319.07 feet; thence South 89
degrees 21'08" East, a distance of 100.01 feet to the Point of Beginning;
Thence North 00 degrees 00'02" West, a distance of 159.36 feet; Thence South 89
degrees 15'09" East, a distance of 561.31 feet; thence South 00 degrees 02'20"
West, a distance of 158.39 feet; thence North 89 degrees 21'08" West, a distance
of 561.19 feet to the point of beginning.
Excepting therefrom that portion of the land as conveyed to Xxxxx County for
road purposes by deed recorded October 7, 1998 as Instrument No. 00754 in Book
981007 Official Records.
Further excepting therefrom that portion of the land as conveyed to Xxxxx County
for road purposes by deed recorded October 7, 1998 as Instrument No. 00755 in
Book 981007 Official Records.
32651-NV-51 Site 838024
Site 838025
000 Xxxxx Xxxxxx Xxxx., Xxx Xxxxx, XX
Exhibit "A" - Legal Description
That portion of the North Half (N 1/2) of the Southeast Quarter (SE 1/4) of the
Northeast Quarter (NE 1/4) of Section 32, Township 20 South, Range 62 East,
M.D.B. & M., according to the Official Plat of said land on file in the Office
of the Bureau of Land Management, Xxxxx County, Nevada, and being more
particularly described as follows:
Parcel Two (2), as shown by map thereof on file in File 1 of Parcel Maps, Page
81, in the Office of the County Recorder of Xxxxx County, Nevada.
32651-NV-52 Site # 838025
Site 884068
0000 Xxxxx Xxxxxxx Xxxx., Xxx Xxxxx, XX
Exhibit "A" - Legal Description
That portion of the Southwest One Quarter (SW 1/4) of Section 14, Township 20
South, Range 60 East, M.D.B. & M., according to the Official Plat of said land
on file in the Office of the Bureau of Land Management, Xxxxx County, Nevada,
and being more particularly described as follows:
Parcel Two (2), as shown by map thereof on file in File 77 of Parcel Maps, Page
47, in the Office of the County Recorder of Xxxxx County, Nevada.
32651-NV-53 Site # 884068
Site 838023
000 X. Xxxxx Xxxx, X. Xxx Xxxxx, XX
Exhibit "A" - Legal Description
PARCEL I:
THAT PORTION OF THE SOUTHWEST QUARTER (SW1/4) OF THE NORTHEAST QUARTER (NE1/4)
OF XXXXXXX 0, XXXXXXXX 00 XXXXX, XXXXX 00 XXXX, X. D. B. & M., XXXXX COUNTY,
NEVADA, DESCRIBED AS FOLLOWS:
LOT 2 AS SHOWN BY MAP THEREOF IN FILE 97 OF PARCEL MAPS, PAGE 76 IN THE OFFICE
OF THE COUNTY RECORDER, XXXXX COUNTY, NEVADA.
PARCEL II:
THE PERPETUAL RIGHT OF INGRESS AND EGRESS TO AND OVER LOTS 1 AND 2 IN FILE 97,
PAGE 76 OF PARCEL MAPS AS SET OUT IN INGRESS AND EGRESS EASEMENT RECORDED APRIL
14, 2000 IN BOOK 20000414 AS DOCUMENT 00921 , IN THE COUNTY RECORDERS OFFICE,
XXXXX COUNTY, NEVADA.
32651-NV-51 Site # 838023
SITE 803034
000 X. 000XX XXXXXX, XXXXX, XXX XXXX
EXHIBIT "A" - LEGAL DESCRIPTION
ALL that certain plot, piece or parcel of land, situate, lying and being the
Borough and County of Bronx, City and State of New York, bounded and described
as follows:
BEGINNING at a corner formed by the intersection of the southerly side of 000xx
Xxxxxx and the easterly side of Willow Avenue;
RUNNING THENCE southerly along the easterly side of Willow Avenue 200 feet to
the corner formed by the intersection of the easterly side of Willow Avenue and
the northerly side of Xxxx 000xx Xxxxxx;
THENCE easterly along the northerly side of East 137th Street, 125 feet;
THENCE northerly parallel with the easterly side of Willow Avenue 100 feet to
the center line of the block;
THENCE easterly along the center line of the block 15.78 feet to the westerly
side of land conveyed by Xxxxxxx Realty Corp. to G.B. Holding Corp. by deed
dated and recorded 10/7/41 in Bronx County Register's Office in Liber 1151 cp
36;
THENCE northerly along the westerly side of said last mentioned land as
described in the aforesaid deed 101.08 feet to the southerly side of Xxxx 000xx
Xxxxxx at a point thereon a distant 155.52 feet east of easterly side of Willow
Avenue;
THENCE westerly along the southerly side of East 000xx Xxxxxx 155.52 feet to the
point or place of BEGINNING.
32651-NYB-55 Site # 803034
884075
0000 XXXXXXXXX XXXXXX, XXXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Situated in the City of Columbus, County of Franklin and State of Ohio, and
being all of the following 3 tracts of land in Quarter Township 1, Xxxxxxxx 0
Xxxxx, Xxxxx 00 Xxxx, Xxxxxx Xxxxxx Military lands:
1. An original 0.42 acre tract of land (less exceptions) conveyed as Exhibit A
to Xxxxxx Xxxx, Xxxx X. Xxxx and Xxxxxxx X. XxXxxxxxx by deed recorded in ORV
4846, Pages F13 and F15 of Franklin County Records.
2. An original 2.305 acre tract of land (less exceptions) conveyed as Exhibit B
to Xxxx X. Xxxx, Xxxxxx Xxxx and Xxxxxxx XxXxxxxxx, recorded in ORV 4846, Page
F15 of Franklin County Records.
3. An original 2.305 acre tract of land (less exception C) conveyed as Parcel 1
to Xxxx X. Xxxx by deed recorded in ORV 4846, Page F18 of Franklin County
Records; and to Xxxxxx X. Xxxx and Xxxxxxx X. XxXxxxxxx, recorded in ORV 4870,
Page H04 of Franklin County Records.
and being all of the following tract of land in Quarter Township 2, Xxxxxxxx 0
Xxxxx, Xxxxx 00 Xxxx, Xxxxxx Xxxxxx Military Lands:
A. 0.060 acre tract of land (0.056 acre by recent survey) conveyed as Parcel 2
to Xxxx X. Xxxx, recorded in ORV 4846, Page F18; and to Xxxxxx X. Xxxx and
Xxxxxxx X. XxXxxxxxx, recorded in ORV 4870, Page H04 of Franklin County Records,
all bounded and described as follows:
Beginning, at a P.K. Nail found at the intersection of the centerline of
Cleveland Avenue (80 feet wide) with the centerline of Case Road: thence South
70 deg. 15' 07" East, perpendicular to the centerline of Cleveland Avenue a
distance of 39.66 feet to a point in the East line of Cleveland Avenue; thence
South 19 deg. 44' 53" West, along the East line of Cleveland Avenue, a distance
of 145.46 feet to a P.K. Nail found in the South line of said original 0.42 acre
tract, in the North line of an original 1.997 acre tract of land conveyed to
Englefield, Inc., recorded in ORV 17965, Page 115 of Franklin County Records, at
the Southeast corner of a 0.16 acre tract of land conveyed out of said original
0.42 tract and out of said original 0.24 acre tract as Parcel 209-WD to the City
of Columbus for the right of way for Cleveland Avenue, recorded in ORV 1086,
Page B05 of Franklin County Records, and at the true point of beginning of the
tract herein described; thence North 19 deg. 44' 53" East, along the East line
of Cleveland Avenue, along the East line of said 0.168 acre tract of land and
along the East line of a 0.117 acre tract of land conveyed out of said original
2.305 acre tract as Parcel 213-WD to the City of Columbus by deed recorded in
ORV 1086, Page B03 of Franklin County Records, a distance of 313.20 feet to an
iron pin found in the North line of said original 2.305 acre tract, in the South
line of an original 1.084 acre tract of land conveyed to Xxxx Xxxxxxxx Memorial
Veterans of Foreign Wars of the United States of America, Post No. 3826,
recorded in ORV 13909, Page F01 of Franklin County Records, and at the Northeast
corner of said 0.117 acre tract; thence North 75 deg. 52' 47" East along a
portion of the South line of said original 1.084 acre tract and along the North
line of said 2.305 acre tract, along the North line of said 0.056 acre tract a
distance of 328.82 feet to an iron pin found in the curved West right of way
line of Conrail, at the Northeast corner of said 0.056 acre tract; thence
Southerly along the curved West right of way line of Conrail, along the curved
East line of said 0.056 acre tract, concentric with and 50 feet Westerly by
radial measurement from the centerline of Conrail and with a curve to the left,
data of which is: radius=2912.64 feet and subdelta=2 deg. 56' 07", a sub-chord
distance of 149.20 feet bearing South 00 deg. 32' 30" West to an iron pin set at
the Southernmost corner of said 0.056 acre tract and in an East line of said
original 2.305 acre tract; thence South 12 deg. 53' 12" East, along the tapering
West right of way line of Conrail, along an East line of said original 2.305
acre tract, a distance of 86.34 feet to an iron pipe found at a corner of said
original 2.305 acre tract; thence South 02 deg. 23' 39" East, along the West
right of way line of Conrail, parallel with and 33 feet Westerly by
perpendicular measurement from the centerline of Conrail and along an East line
of said original 2.305 acre tract a distance of 35.57 feet to an iron pin found
at the Southeast corner of said original 2.305 acre tract and at the Northeast
corner of said original 1.997 acre Englefield, Inc. tract of land; thence South
76 deg. 33' 39" West, along a South line of said original 2.305 acre tract,
along a portion of the South
line of said original 0.42 acre tract and along a portion of the North line of
said original 1.997 acre tract a distance of 456.55 feet to the point of
beginning; containing 2.342 acres of land and being subject to all easements and
restrictions of record of said 2.342 acres, 2.286 acres are within said Xxxxxxx
Xxxxxxxx 0, Xxxxxxxx 0 Xxxxx, Xxxxx 18 West and 0.056 acres are within said
Quarter Township 1 North, Range 17 West, Basis of bearings is the centerline
bearing of Cleveland Avenue being North 19 deg. 44' 53" East as assumed by a
survey of Hockaden and Associates of the subject property in July 1997.
32651-OH-56
Property ID # 884075
884067
0000 X. 0XX XX., XXXXXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Part of the North Half (N/2) of Lot One (1), of the Northwest Quarter (NW/4) of
Section Nineteen (19), Township Nineteen (19) North, Range Two (2) East of the
Indian Meridian, Xxxxx County, State of Oklahoma, more particularly described as
follows:
From the Northwest Corner of said Lot 1,876.64 feet North 89 degrees 59'58" East
along the North line of said Lot 1 to the Point of Beginning;
Thence continuing North 89 degrees 159'58" East along said North line 241.06
feet to the West right-of-way line of Crosswinds Street;
Thence South 00 degrees 49'06" East along said right-of-way 125.50 feet;
Thence on a curve to the right of radius 956.92 feet, an arc length of 96.39
feet along said right-of-way;
Thence South 04 degrees 57'11" West along said right-of-way, 98.89 feet;
Thence on a curve to the left of radius 1026.92 feet, an arc length of 103.44
feet along said right-of-way;
Thence South 00 degrees 49'06" East along said right-of-way a distance of 110.21
feet;
Thence on a curve to the left of radius 546.78 feet an arc length of 106.50 feet
along said right-of-way;
Thence South 11 degrees 58'41" East along said right-of-way 18.38 feet to the
south line of said North Half of Lot 1;
Thence South 89 degrees 56'48" West along said South line 437.91 feet;
Thence North 00 degrees 02'24" East 460.56 feet;
Thence North 87 degrees 07'49" East 140.80 feet;
Thence North 02 degrees 30'22" West 55.00 feet;
Thence South 86 degrees 03'37" East 38.19 feet;
Thence North 21 degrees 57'45" East 41.60 feet;
Thence North 00 degrees 46'44" East 99.37 feet to the Point of Beginning.
32651-OK-57
Property ID # 884067
772057
0000 Xxxxxxx Xxxx, Xxxxxxxxx XX
Exhibit "A"-Legal Description
Being a parcel of land in Brentwood, Xxxxxxxxxx County, Tennessee, as shown on
Tax Map #53D, Group A, Parcel 37.00, also being Xxx 0 xx Xxx Xxxxx'x Xxxx
Xxxxxxxxxx Xxxx, as shown on plat entitled, "the Resubdivision of Lots 2 and 2A,
as in Plat Book # 24, page # 34, said tract also being described in Book 2015,
page 848, Register's Office for Xxxxxxxxxx County, Tennessee. Parcel lying west
of U.S. Interstate 65, east of U.S. Highway 31, north of Xxxxx'x Xxxx, west of
and adjacent to Xxxxxxx Xxxx. Said parcel being more fully described according
to a survey prepared by Xxxxx X. Xxxxx, RLS No. 1409, DBS & Associates
Engineering, dated May 9, 2003, last revised March 9, 2004, Job No. SH10030, as
follows:
Beginning at an iron pin in the westerly right of way of Xxxxxxx Xxxx, (a 72
foot right of way), said pin also being North 10 deg. 28 min. 30 sec. East 273.7
feet more or less from the centerline intersection of said Xxxxxxx Xxxx and
Xxxxx'x Xxxx, said pin also being the northeast corner of the BP Exploration &
Oil Inc., property, (Book 1437, page 380), said BP Exploration & Oil Inc.
property, (Tax Map # 53D, Group A, Parcel 37.01), also being Lot # 2A, as shown
on plat entitled, "The resubdivision of Lots # 2 and 2A, and in Plat Book # 24,
page # 34, said pin also being the southeast corner of herein tract described;
Thence leaving said Xxxxxxx Xxxx and with the north line of said BP Exploration
& Oil Inc., property, North 49 deg. 40 min. 46 sec. West, 93.19 feet to an iron
pin;
Thence continuing with said north line of BP Exploration & Oil Inc., property,
North 80 deg. 31 min. 00 sec. West, 156.66 feet to an iron pin;
Thence continuing with said north line of BP Exploration & Oil Inc., property,
South 48 deg. 16 min. 39 sec. West, 62.80 feet to an iron pin, said pin being
the northwest corner of said BP Exploration & Oil Inc., properly, said pin also
being in the northerly line of the Xxxx property, (Book 1212, page 491), said
Xxxx also being on Tax Map # 53D, Group A, Parcel 36.00;
Thence leaving side BP Exploration & Oil Inc., property and with said Xxxx
property, North 41 deg. 43 in. 21 sec. West, 146.74 feet to an iron pin in the
southerly right of way of the CSX Railroad property, (Book 83, page 344), (a 200
foot right of way), said pin also being the northwest corner of said Xxxx
property, said pin also being the southwest corner of said herein tract
described;
Thence leaving said Xxxx property and with said CSX Railroad property, North 48
deg. 16 min. 39 sec. East, 1892 feet to an iron pin;
Thence continuing with said CSX Railroad and on a curve to the left having a
radius of 3569.70 feet, a delta of 06 deg. 35 min. 46 sec., a tangent of 205.71
feet, an arc length of 410.96 feet, a chord bearing of North 44 deg. 58 min. 46
sec. East, for a chord distance of 410.73 feet to an iron pin, said pin also
being southwest corner of the Xxxxxxx property, (Book 1562, page 736), said
parcel also shown on (Tax Map # 53D, Group A, Parcel 37.01, said pin also being
the northwest corner of said herein tract described;
Thence leaving said CSX Railroad and with the south line of said Xxxxxxx
property, South 43 deg. 07 min. 34 sec. East, 341.24 feet to an iron pin in said
westerly right of way of said Xxxxxxx Xxxx, said pin also being the southeast
corner of said Xxxxxxx property, said pin also being the northeast corner of
herein tract described;
Thence leaving said Xxxxxxx property and with said Xxxxxxx Xxxx and on a curve
to the right having a radius of 1368.65 feet, a delta of 05 deg. 41 min. 14
sec., a tangent of 67.98 feet, an arc length of 135.85 feet, a chord bearing of
South 37 deg. 28 min. 37 sec. West, for a chord distance of 135.79 feet to an
iron pin;
Thence continuing with said Xxxxxxx Xxxx, South 40 deg. 19 min. 14 sec. West
131.35 feet to the point of beginning.
Said tract containing 2.88 acres or 125,669 square feet.
Said tract being subject to all easements, right of ways, restrictions and
conveyances of record.
Being the same property conveyed to UH Storage (DE) Limited Partnership by deed
from BMO Global Capital Solutions, Inc. as Agent Lessor under the Amended and
Restated Master Lease and Open End Mortgage dated as July 27, 1999 of record in
Book_____, page_____, Register's Office for Xxxxxxxxxx County, Tennessee.
32651-TN-58
Property ID # 772057
884078
0000 X. Xxxxxxx Xx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Being a lot, tract or parcel of land situated in the Xxxxxxx Xxxx Survey,
Abstract No. 955, City of Fort Worth, Tarrant County, Texas, and being all of
lot 1R-A, Block 1 of Eastpointe's Addition an addition to the City of Fort Worth
according to the Plat Thereof recorded in Cabinet A, Slide 3425, Plat Records,
Tarrant County, Texas and being the same property as conveyed from Amerco Real
Estate Company of Texas, Inc. to BMO Global Capital Solutions, Inc. by deed
recorded in Volume 14389, Page 184, Deed Records, Tarrant County, Texas, and
being more particularly described by metes and bounds as follows:
Beginning at a TXDOT brass monument in concrete found for corner in the East
R.O.W. line of Interstate Highway Loop 820 East (Variable width R.O.W.) and
being the Southwest corner of Xxx 0X-0, Xxxxx 0 xx Xxxx Xxxxxx Addition an
addition to the City of Forth Worth, Tarrant County, Texas according to the Plat
Thereof recorded in Volume 388-219, Page 15, Deed Records, Tarrant County,
Texas;
THENCE South 88 deg. 46 min. 00 sec. East along the most Northerly South line of
said Lot 1A-1 of said addition, a distance of 179.41 feet to a 5/8 inch iron rod
set for corner;
THENCE South 00 deg. 28 min. 01 sec West along the most Easterly West line of
Lot 1A-1 of said addition, a distance of 148.90 feet to a 5/8 inch iron rod set
for corner;
THENCE South 88 deg. 46 min. 00 sec. East along the most Southerly South line of
said Lot 1A-1 of said addition, a distance of 15.13 feet to a 5/8 inch iron rod
set for corner in the West R.O.W. line of Xxxxxxxx Boulevard (Variable R.O.W.)
and the intersection of a curve to the left, having a radius of 500.00 feet, a
central angle of 13 deg. 51 min. 19 sec., a chord bearing of South 07 deg. 45
min. 13 sec. East, a chord distance of 120.62 feet;
THENCE along said curve to the left and West R.O.W. line of Xxxxxxxx Boulevard,
an arc length of 120.91 feet to a 5/8 inch iron rod set for corner;
THENCE South 14 deg. 40 min. 52 sec East continuing along the West R.O.W. line
of Xxxxxxxx Boulevard, a distance of 352.41 feet to a 5/8 inch iron rod set for
corner and being the Northeast corner of Lot 1R-B of said Eastpointe Addition;
THENCE South 84 deg. 29 min. 30 sec. West along the North line of said Lot 1R-B,
a distance of 61.39 feet to a 5/8 inch iron rod found for corner;
THENCE South 75 deg. 57 min. 09 sec. West continuing along said North Line of
Lot 1R-B, a distance of 121.70 feet to a 1/2 inch iron rod found for corner;
THENCE South 84 deg. 29 min. 30 sec. West continuing along said North line of
Lot 1R-B, a distance of 56.86 feet to a 5/8 inch iron rod found for xxxxx in
said East R.O.W. line of Interstate Highway Loop 820 East;
THENCE North 05 deg. 30 min. 30 sec West along the East R.O.W. line of said
Interstake Highway Loop 820 East, a distance of 657.43 feet to the Point of
Beginning and containing 124,177.75 square feet or 2.8507 acres of land.
32651-TX-64
Property ID # 836026
737023
0000 Xxxxx XX-00 X, Xxxxxx XX
Exhibit "A" - Legal Description
All that certain 4.1234 acre lot, tract or parcel of land situated in the
Xxxxxxxx Del Xxxxx Xxxxx Survey, and being all of a called 4.1220 acre tract
being described as Lots One (1) and two (2), Block A, U-Haul Center of Xxxxxxxxx
Xxxx, a Subdivision in Xxxxxx County, Texas, according to the map or plat
recorded in Volume 102, Page 314-316, Xxxxxx County, Texas, being described by
metes and bounds as follows:
Beginning at a monument found in concrete in the Southwest corner of the
aforementioned 4.140 acre tract at the Eastern right-of-way of Interstate
Highway 35, and Northwest right-of-way of a private road;
THENCE North 16 degrees 21 minutes 28 seconds East, a distance of 405.45 feet to
a 1/2 inch iron rod set for the Northwest corner of this tract;
THENCE South 89 degrees 06 minutes 33 seconds East, along the South right-of-way
of Xxxxxxxxx Xxxx East (a 120 foot right-of-way) a distance of 545.63 feet to a
1/2 inch iron rod found, and the start of a clockwise arc having a radius of
1514.99 feet;
THENCE with the arc of said curve 315.17 feet and a chord bearing of South 83
degrees 07 minutes 03 seconds East, a distance of 314.60 feet to a 5/8 inch iron
rod found;
THENCE South 70 degrees 36 minutes 55 seconds West, a distance of 432.23 feet to
a 1/2 inch iron rod found;
THENCE South 70 degrees 17 minutes 03 seconds West, a distance of 52.84 feet to
a 1/2 inch iron rod found;
THENCE South 70 degrees 55 minutes 17 seconds West, a distance of 77.97 feet to
a 1/2 inch iron rod found;
THENCE South 70 degrees 17 minutes 13 seconds West, a distance of 25.56 feet to
a 1/2 inch iron rod found;
THENCE South 69 degrees 30 minutes 12 seconds West, a distance of 34.86 feet to
a 1/2 inch iron rod found;
THENCE South 79 degrees 04 minutes 33 seconds West, a distance of 20.24 feet to
a 1/2 inch iron rod found;
THENCE South 77 degrees 28 minutes 23 seconds West, a distance of 15.13 feet to
a 1/2 inch iron rod found;
THENCE South 68 degrees 34 minutes 06 seconds West, a distance of 57.76 feet to
a 1/2 inch iron rod found;
THENCE South 70 degrees 39 minutes 20 seconds West, a distance of 78.33 feet to
a 1/2 inch iron rod found;
THENCE South 67 feet 55 minutes 27 seconds West, a distance of 83.66 feet to a
1/2 inch iron rod set;
THENCE South 71 degrees 01 minutes 26 seconds West, a distance of 152.66 feet to
the Point of Beginning, said property containing 4.1234 acres (179,614 square
feet) more or less.
884066
00000 XXXXXX XXXX, XXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Being Xxx 0, xx Xxxxx X/0000, xx XXXXXX - XXX MINI STORAGE ADDITION, an Addition
to the City of Dallas, Dallas County, Texas, according to the Map thereof
recorded in Volume 96122, Page 1282, of the Map Records of Dallas County, Texas.
SAVE AND EXCEPT therefrom a 4 foot by 4 foot tract as described in Warranty Deed
to Carlisle Outdoor, Inc., recorded in Volume 87004, Page 5146, Deed Records
Dallas County, Texas.
32651-TX-61
PROPERTY ID # 884066
884056
0000 Xxxxx Xxxxxxx, XxXxxx, XX
Exhibit "A" - Legal Description
Being all that certain 2.67 acre Lot, Tract or Parcel of Land situated in
Desoto, Dallas County, Texas, and being all of Lot 9-R in Block A of the Meadow
Acres/U-Haul Addition, an addition to the City of Desoto, Dallas County, Texas,
according to the Map thereof recorded in Volume 99098, Page 31, of the Map
records of Dallas County, Texas, and being more particularly described by metes
and bounds as follows:
Beginning at a five-eighths inch iron rod found in the West right-of-way line of
Xxxxxxx Road (an interstate access road);
THENCE South 89 deg. 57 min. 12 sec. West, leaving said West right-of-way line
of Xxxxxxx Road, a distance of 300.37 feet (S89deg.53 min. 12sec.W 300.00'
-Deed), to a one-half inch iron rod found;
THENCE North 00 deg. 07 min. 19 sec. East, a distance of 99.86 feet (N 00deg.
02min. 00 sec E 100.00' -Deed), to a one-half inch iron rod found;
THENCE South 89 deg. 53 min. 00 sec. West, a distance of 130.81 feet (S 89Deg.
53 min. 00sec. W 131.36' -Deed), to a three-eighths iron rod found in the West
right-of-way line of Meadow Street (a 50' R.O.W.);
THENCE North 00 deg. 13 min. 14 sec. East, a distance of 201.27 feet, (N 00 deg
07 min. 51 sec. E 200.00' -Deed) along said East right-of-way line of Meadow
Street to a three-eighths inch iron rod found;
THENCE North 89 deg 58 min 43 sec East, leaving the said East right-of-way line
of Meadow Street, a distance of 429.68 feet (N 89 deg. 50 min. 20 sec. E 429.92'
-Deed), to a one-half inch iron rod found in the West right-of-way line of said
Xxxxxxx Road;
THENCE South 00 deg. 04 min. 59 sec. East, along the said right-of-way line of
Xxxxxxx Road, a distance of 200.23 feet (S 00 deg. 08 min. 33 sec. E 200.32'
-Deed) to a three-eights inch iron rod found;
THENCE South 00 deg. 07 min. 28 sec. East, continuing along said West
right-of-way line of Xxxxxxx Road, a distance of 99.99 feet (S 00 deg. 02 min.
00 sec. E 100.00'-Deed), to the POINT OF BEGINNING and containing 2.67 acres or
116,246 square feet of land, more or less.
32651-TX-62
Property ID # 884065
724024
0000 Xxxxxxx Xxxxxx, X0 Xxxx, XX
Exhibit "A" - Legal Description
A tract of land situated within the corporate limits of the City of E1 Paso as
Xxxxx 0X0X0, Block 2, Xxxxxxxx Xxxxx and being more particularly described as
follows, to-wit:
BEGINNING at a 5/8 inch rebar found on the South right-of way line of Montana
Avenue (U.S. Highway No. 62/180) for the Northeast corner of the tract herein
described, identical to the Northwest corner of Xxx 0, Xxxxx 0, Xxxxx Xxxxx
Xxxxxxxxxx Xxxx, as filed in Volume 68, Page 16 of the Plat Records of E1 Paso
County, and whence a 1/2 inch rebar for the Northeast corner of said Lot 3 bears
North 81 degrees 10 minutes 00 seconds East, 429.86 feet;
THENCE, leaving Montana Avenue and following the West boundary line of said Xxx
0, Xxxxx 00 degrees 50 minutes 00 seconds East, 367.57 feet to a 1/2 inch rebar
set on the North boundary line of Cielo Vista Park Unit H, as filed in Volume
25, Page 15 of the Plat Records of E1 Paso County, for the southeast corner of
the tract herein described, identical to the Southwest corner of said Lot 3;
THENCE, following the North boundary line of Xxxxx Xxxxx Xxxx Xxxx X, Xxxxx 00
degrees 41 minutes 30 seconds West, 304.76 feet to a 1/2 inch rebar with survey
cap no. 4869 found for the Southwest xxxxx of the tract herein described,
identical to the Xxxxxxxxx xxxxxx xx Xxxxx Xxxxx Xxxx Xxxx X;
THENCE North 08 degrees 50 minutes 00 seconds West, 313.90 feet to a 1/2 inch
rebar set on the South right-of-way line of Montana Avenue for the Northwest
corner of the tract herein described;
THENCE, following the South right-of-way line of Montana Avenue, North 81
degrees 10 minutes 00 seconds East, 300.00 feet to the Point of Beginning;
Said tract containing 2.347 acres more or less.
32651-TX-63
Property ID # 724024
836026
0000 X. Xxxxxxx Xx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Being a lot, tract or parcel of land situated in the Xxxxxxx Xxxx Survey,
Abstract No. 955, City of Fort Worth, Tarrant County, Texas, and being all of
lot 1R-A, Block 1 of Eastpointe's Addition an addition to the City of Fort Worth
according to the Plat Thereof recorded in Cabinet A, Slide 3425, Plat Records,
Tarrant County, Texas and being the same property as conveyed from Amerco Real
Estate Company of Texas, Inc. to BMO Global Capital Solutions, Inc. by deed
recorded in Volume 14389, Page 184, Deed Records, Tarrant County, Texas, and
being more particularly described by metes and bounds as follows:
Beginning at a TXDOT brass monument in concrete found for corner in the East
R.O.W. line of Interstate Highway Loop 820 East (Variable width R.O.W.) and
being the Southwest corner of Xxx 0X-0, Xxxxx 0 xx Xxxx Xxxxxx Addition an
addition to the City of Forth Worth, Tarrant County, Texas according to the Plat
Thereof recorded in Volume 388-219, Page 15, Deed Records, Tarrant County,
Texas;
THENCE South 88 deg. 46 min. 00 sec. East along the most Northerly South line of
said Lot 1A-1 of said addition, a distance of 179.41 feet to a 5/8 inch iron rod
set for corner;
THENCE South 00 deg. 28 min. 01 sec West along the most Easterly West line of
Lot 1A-1 of said addition, a distance of 148.90 feet to a 5/8 inch iron rod set
for corner;
THENCE South 88 deg. 46 min. 00 sec. East along the most Southerly South line of
said Lot 1A-1 of said addition, a distance of 15.13 feet to a 5/8 inch iron rod
set for corner in the West R.O.W. line of Xxxxxxxx Boulevard (Variable R.O.W.)
and the intersection of a curve to the left, having a radius of 500.00 feet, a
central angle of 13 deg. 51 min. 19 sec., a chord bearing of South 07 deg. 45
min. 13 sec. East, a chord distance of 120.62 feet;
THENCE along said curve to the left and West R.O.W. line of Xxxxxxxx Boulevard,
an arc length of 120.91 feet to a 5/8 inch iron rod set for corner;
THENCE South 14 deg. 40 min. 52 sec East continuing along the West R.O.W. line
of Xxxxxxxx Boulevard, a distance of 352.41 feet to a 5/8 inch iron rod set for
corner and being the Northeast corner of Lot 1R-B of said Eastpointe Addition;
THENCE South 84 deg. 29 min. 30 sec. West along the North line of said Lot 1R-B,
a distance of 61.39 feet to a 5/8 inch iron rod found for corner;
THENCE South 75 deg. 57 min. 09 sec. West continuing along said North Line of
Lot 1R-B, a distance of 121.70 feet to a 1/2 inch iron rod found for corner;
THENCE South 84 deg. 29 min. 30 sec. West continuing along said North line of
Lot 1R-B, a distance of 56.86 feet to a 5/8 inch iron rod found for corner in
said East R.O.W. line of Interstate Highway Loop 820 East;
THENCE North 05 deg. 30 min. 30 sec West along the East R.O.W. line of said
Interstake Highway Loop 820 East, a distance of 657.43 feet to the Point of
Beginning and containing 124,177.75 square feet or 2.8507 acres of land.
32651-TX-64
Property ID # 866026
836023
0000 XXXXXXX X. XXXX XXXXXX, XXXXXXXXX, XX
EXHIBIT "A" - LEGAL DESCRIPTION
Being all that certain lot, parcel, or tract of land situated in City of
Grapevine, Tarrant County, Texas, and being all of Xxx 0-X-X, Xxxxx 0, xx XXXX
XXXXX ADDITION, an addition to the City of Grapevine, Tarrant County, Texas,
according to the Plat thereof recorded in Cabinet A, Slide 7708, Plat Records,
Tarrant County, Texas, same being conveyed to BMO Leasing (U.S.) Inc., as Agent
Lessor, and U-Haul International, Inc., as Lessee by deed recorded in Volume
13296, Page 0282, and being more particularly described by metes and bounds as
follows:
Beginning at a 5/8 inch iron rod set for corner with a yellow cap stamped
(DC&A), and being in the Northwest corner of Lot 1, Block F, BEAR RUN ADDITION,
an addition to the City of Grapevine, Tarrant County, Texas, according to the
Plat thereof recorded in Cabinet A, Slide 813, Plat Records, Tarrant Count,
Texas, and being in the East line State Highway No. 121 (Xxxxxxx X. Xxxx Avenue)
(a variable width right-of-way):
Thence North 00 deg. 04 min. 00 sec. East, along the East line of Xxxxx Xxxxxxx
Xx. 000, a distance of 299.99 feet to a 5/8 inch iron rod set for angle point
with a yellow cap stamped (DC&A);
Thence North 06 deg. 43 min. 00 sec. East, continuing along the East line of
said Xxxxx Xxxxxxx Xx. 000, a distance of 25.00 feet to an "X" set for corner in
concrete, and being the Southwest corner of Lot 2-R-A of said BEAR CREEK
ADDITION;
Thence South 89 deg. 56 min. 00 sec. East, along the south line of said Lot
2-R-A, a distance of 376.95 feet to a point for corner;
Thence South 27 deg. 05 min. 00 sec. East, continuing along the South line of
said Lot 2-R-A, a distance of 257.58 feet to a point for corner;
Thence South 61 deg. 03 min. 00 sec. East, continuing along the South line of
said Lot 2-R-A, a distance of 202.95 feet to a 5/8 inch iron rod set for corner
with a yellow cap stamped (DC&A), and being in the North line of BEAR RUN PHASE
I, an addition to the City of Grapevine, Tarrant County, Texas, according to the
Plat thereof recorded in Volume 388-176, Page 6, Deed Records, Tarrant County,
Texas;
Thence North 89 deg. 44 min. 00 sec. West, along the North line of said BEAR RUN
PHASE I, and the North line of said BEAR RUN ADDITION, a distance of 535.43 feet
to a 5/8 inch iron rod set for angle point with a yellow cap stamped (DC&A);
Thence North 89 deg. 42 min. 44 sec. West, continuing along the North line of
said BEAR RUN PHASE ADDITION, a distance of 139.65 feet to the Point of
Beginning and containing 154,658.89 Square Feet or 3.5505 Acres of land.
32651-TX-65
Property Id # 836023
746057
00000 XXXXXXXXX XX XXXXX, XXXXXXX XX
EXHIBIT "A" - LEGAL DESCRIPTION
Being a parcel of land containing 2.9827 acres (129,927 sq. ft.) of land more or
less, being out of a called 3.874 acre tract conveyed by Clay Properties company
to Amerco Real Estate Company of Texas, by deed recorded under Clerk's File No.
R087409, Official Public Records of Real Property, Xxxxxx County, Texas,
(P.P.R.R.P. H.C.T.), said 2.9827 acres being out of Unrestricted Reserve "C" of
the West by Northwest Business Park, a subdivision in the Alex Area Survey,
Abstract No. 99, in Xxxxxx County, Texas, Plat of which is recorded in Volume
298, Page 92, Xxxxxx County Map Records (H.C.M.R.), also being a part of
Restricted Reserve "A" of U-Haul North by Northwest, a subdivision recorded
under Film Code No. 394032, H.C.M.R., and being more particularly described as
follows:
Beginning at a found 1 inch iron pipe with cap marked "Cotton Surveying
Company", said 1 inch iron pipe being in the southwesterly line of U. S. Highway
290 (300 feet wide right-of-way (ROW)) and marking the northeast corner of that
certain 2.884 acre tract conveyed by Security Capitol Pacific Trust to PTR
Homestead Village Limited Partnership by deed recorded under Clerk's File No.
R441799, O.P.R.R.P.H.C.T.;
THENCE, South 64 degrees 40 minutes 21 seconds East, along the said
southwesterly line of the U.S. Highway 290 ROW, a distance of 220.05 feet to a
found 3/4 inch iron rod in concrete, said iron rod marking the northwest corner
of that certain 0.6351 acre Tract II conveyed by Crown Life Insurance Company to
Fairbanks Plaza Shopping Center, LP, by deed recorded under Clerk's File No.
R193713, O.P.R.R.P.H.C.T.;
THENCE, South 02 degrees 58 minutes 21 seconds East, along the West line of the
said 0.6351 acre tract continuing along the West line of that certain 8.9935
acre Tract I conveyed to Crown Life Insurance Company to Fairbanks Plaza
Shopping Center, LP, by deed recorded under Clerk's File No. R193713
O.P.P.R.P.H.C.T., a distance of 365.92 feet to a found 1 inch iron pipe with cap
marked "Cotton Surveying Company", said 1 inch iron pipe also marking the
northeast corner of that certain 5.2322 acre tract conveyed by Xxxxxx X. Xxxx,
Substitute Trustee, to Teachers Insurance and Annuity Association of America by
Special Warranty Deed recorded under Clerk's File No. M936185 O.P.R.R.P.H.C.T.;
THENCE, South 87 degrees 43 minutes 00 seconds West, along the North line of the
said 5.2322 acre tract, a distance of 229.41 feet to a fnd. 5/8 inch iron rod
for corner;
THENCE, North 02 degrees 58 minutes 21 seconds West, a distance of 72.53 feet to
a set 5/8 inch iron rod for corner;
THENCE, South 87 degrees 01 minutes 39 seconds West, a distance of 3.45 feet to
a set 5/8 inch iron rod for a point for curvature;
THENCE, in a northwesterly direction, along a curve to the right having a radius
of 25.50 feet, a central angle of 45 degrees 41 minutes 55 seconds and a chord
bearing North 70 degrees 07 minutes 23 seconds West, 19.80 feet, for a total arc
length of 20.34 feet to a set 5/8 inch iron rod for point of tangency;
THENCE North 47 degrees 16 minutes 26 seconds West, a distance of 26.28 feet to
a set "X" in concrete for a point of curvature;
THENCE, in a northwesterly direction, along a curve to the left having a radius
of 24.50 feet, a central angle of 45 degrees 01 minutes 24 seconds and a chord
bearing North 69 degrees 47 minutes 08 seconds West, 18.76 feet, for a total arc
length of 19.25 feet to a set 5/8 inch iron rod for point of tangency;
THENCE, South 87 degrees 42 minutes 10 seconds West, a distance of 319.17 feet
to a 5/8 inch iron rod fnd. for corner in the East line of Rothway (variable
width ROW);
THENCE, North 02 degrees 17 minutes 50 seconds West, along the East line of the
said Rothway a distance of 40.50 feet to a found 1 inch iron pipe with cap
marked "Cotton Surveying Company", said iron pipe marking the southwest corner
of the said 2.884 acre tract;
THENCE, along the boundary of said 2.884 acre tract the following two courses:
North 87 degrees 42 minutes 10 seconds East, a distance of 239.53 feet to a
found 1 inch iron pipe with cap marked "Cotton Surveying Company";
THENCE North 25 degrees 19 minutes 39 seconds East, a distance of 363.02 feet to
the POINT OF BEGINNING and CONTAINING a computed 2.9827 acres (129,927 sq. ft.)
of land.
32651-TX-66
Property ID # 746057
746028
0000 XXXXXXX 0 XXXXX
XXXXXXX XX
EXHIBIT "A"-LEGAL DESCRIPTION
Being a 7.0768 acre (308,264 square feet) parcel, being all of a called 7.077
acre tract conveyed to BMO Global Capital Solutions, Inc. by instrument recorded
in Clerk's File Number (C.F. No.), 21247634, Official Records of Fort Bend
County, Texas (O.R.F.B.C.T.), situated in the H.T.& B.R.R. Co. Survey, Abstract
623, Fort Bend County, Texas, said parcel being more particularly described by
the following metes and bounds: (Bearings based on a southerly line of said
7.077 acres-South 89 degrees 20 minutes 33 seconds West):
BEGINNING at a found 5/8 inch iron rod in the west right of way line of State
Highway 6 (180 feet wide), at the northeast corner of a called 2.755 acre tract
described by instrument recorded in C.F. No. 9511278 O.R.F.B.C.T., at the
southeast corner of said 7.077 acre tract, and the herein described parcel, from
which a found 5/8 inch iron rod bears South 00 degrees 01 minutes 27 seconds
East, 16.65 feet;
THENCE South 89 degrees 20 minutes 33 seconds West, along a northerly line of
said 2.755 acres, and a southerly line of said 7.077 acre tract, a distance of
93.16 feet to a found 5/8 inch iron rod at an angle point in a northerly line of
said 2.755 acres, and a southerly line of said 7.077 acres, and the herein
described parcel;
THENCE South 89 degrees 25 minutes 47 seconds West, along the northerly line of
said 2.755 acres, the north line of Providence Section One, according to the map
or plat thereof recorded in Volume 26, Page 15 of the Map Records of Fort Bend
County, Texas (M.R.F.B.C.T.), a distance of 491.10 feet to a set 5/8 inch iron
rod with cap ("Sitech Engineering"), at the southerly most southeast corner of a
called 10.53 acres conveyed to R.I.M. Ventures, L.C., by instrument recorded in
C.F. No. 200002536, O.R.F.B.C.T., at the southwest corner of said 7.077 acres,
and the herein described parcel;
THENCE North 00 degrees 27 minutes 53 seconds West, along an easterly line of
said 10.53 acres, and the west line of said 7.077 acres, a distance of 544.04
feet to a set 5/8 inch iron rod with cap ("Sitech Engineering"), at an interior
corner of said 10.53 acres, at the northwest corner of said 7.077 acres, and the
herein described parcel;
THENCE North 89 degrees 27 minutes 19 seconds East, along a southerly line of
said 10.53 acres, and a northerly line of said 7.077 acres, a distance of 411.54
feet to a set 5/8 inch iron rod with cap ("Sitech Engineering"), at a
southeasterly corner of said 10.53 acres, and a northeasterly corner of said
7.077 acres, and the herein described parcel;
THENCE South 56 degrees 08 minutes 03 seconds East, along a southerly line of
said 10.53 acres, and a northerly line of said 7.077 acre tract, a distance of
213.10 feet to a set 5/8 inch iron rod with cap ("Sitech Engineering"), in the
west right of way line of said State Highway 6, at the easterly most southeast
corner of said 10.53 acres, at a northeasterly corner of said 7.077 acres, and
the herein described parcel, from which a damaged found concrete monument bears
North 00 degrees 01 minutes 27 seconds West, 3.66 feet, and a found 5/8 inch
iron rod bears South 00 degrees 01 minutes 27 seconds East, 2.60 feet;
THENCE South 00 degrees 01 minutes 27 seconds East, along the West right of way
line of said State Highway 6, and the east line of said 7.077 acres, a distance
of 423.23 feet to the POINT OF BEGINNING, and containing a computed 7.0768 acres
(308,264 square feet) of land.
32651-TX-67
Property ID # 746028
746044
00000 Xxxx Xxxxxxx, Xxxxxxx XX
Exhibit "A"-Legal Description
Being part of Reserve X, Xxxxx 0, Xxxxxxxxxx Country, Section Five (5), a
Subdivision in Xxxxxx County, Texas according to the map or plat thereof
recorded in Volume 219, Page 58 of the Map Records of Xxxxxx County, Texas, all
of said 2.7369 acres being in the W.C.R.R. Co. Survey, Abstract No. 1359, in
Xxxxxx County, Texas, said property being more particularly described by metes
and bounds as follows:
COMMENCING at a found 5/8 inch iron rod at the northwest corner of said
Nottingham Country Subdivision, Section Five, on the South right-of-way (R.O.W.)
of Interstate Highway 10, as platted in said Subdivision Map;
THENCE South 89 degrees 33 minutes 42 seconds East, along the said South R.O.W.
line (Basis of Bearings being the bearings of the North line of said Nottingham
Country Section Five according to said subdivision plat), a distance of 146.00
feet to a found 5/8 inch iron rod marking the northeast corner of a certain
(called) 1.4314 acre tract described in conveyance deed from X.X. Xxxxxx to
Outback Steakhouse of Florida, Inc. as recorded under County Clerk's File Number
(C.C.F.) P095602 of the Official Public Records of Real Property of Xxxxxx
County, Texas (O.P.R.R.P.H.C.T.) from which said iron rod a found 5/8 inch iron
rod bears North 65 degrees 50 minutes 38 seconds East, 1.11 feet, said set 5/8
inch iron rod also marking the northwest corner of the herein described tract
also being the POINT OF BEGINNING;
THENCE South 89 degrees 33 minutes 42 seconds East, continuing along said South
R.O.W., a distance of 235.00 feet to a found 5/8 inch iron rod for corner;
THENCE South 00 degrees 26 minutes 18 seconds West, leaving said South right of
way line, a distance of 464.50 feet to a 5/8 inch iron rod for corner in the
North line of a called 11.999 acre tract described in conveyance deed from X.X.
Xxxxxx to Nottingham Apartners, LP, as recorded under C.C.F. S418575
O.P.R.R.P.H.C.T.;
THENCE North 89 degrees 33 minutes 42 seconds West, along said North line, a
distance of 391.00 feet to a found 5/8 inch iron rod in the East R.O.W. line of
Dominion Drive (100 feet wide);
THENCE North 00 degrees 26 minutes 18 seconds East, along said East R.O.W. line,
a distance of 64.50 feet to a found 5/8 inch iron rod marking the southwest
corner of said 1.4314 acre tract;
THENCE South 89 degrees 33 minutes 42 seconds East, along the South line of said
1.4314 acre tract, a distance of 156.00 feet to a found 5/8 inch iron rod
marking the southeast corner of said 1.4314 acre tract;
THENCE North 00 degrees 26 minutes 18 seconds East, along the East line of said
1.4314 acre tract, a distance of 400.00 feet to the POINT OF BEGINNING and
CONTAINING a computed 2.7369 acres (119,219 square feet) of land.
32651-TX-68
Property ID # 746044
737028
0000 X. Xxxxxxx Xx Xxxxxxxxxx, Xxxxxxx, Xxxxx
Exhibit "A" - Legal Description
A tract of land in Xxxx County, Texas, part of the X.X. Xxxx Survey, Abstract
No. 150 and the land herein described being all of Xxx 0-X, Xxxxx 0, Xxxxxxxx
Xxxxx Xxxxxxxxxx Addition, 4.848 Acres, an addition to the city of Killeen,
Texas, being of record in Cabinet C, Slide 233-B, Plat Records of Xxxx County,
Texas, and also being all of a called 2.977 acre tract of land described in a
deed to BMO Global Capital Solutions, Inc., being of record in Volume 4135, Page
141, Official Public Records or Real Property of Xxxx County, Texas, and all of
a called 1.870 acre tract of land described in a deed to BMO Global Capital
Solutions, Inc., being of record in Volume 4135, Page 141, Official Public
Records of Real Property of Xxxx County, Texas.
Beginning at a "X" set in concrete at the intersection of the north Right-of-Way
of U.S. Highway 190 and the west Right-of-Way of Xxxxxxxx Drive, said "X" being
the southeast corner of said Xxx 0-X, Xxxxx 0, for the southeast corner of this,
THENCE N. 60 deg. 17 min. 41 sec. W., 157.04 feet with the north Right-of-Way of
U.S. Highway 190 and the south line of said Xxx 0-X, Xxxxx 0 (Xxxx xxxxx X. 00
xxx. 12 min. 53 sec. W., 157.25 feet) to a 3/8" iron rod found, being the most
southerly, southwest corner of said Xxx 0-X, Xxxxx 0 and the southeast corner of
a tract of land described in a deed to Xxxxxx Springs, LTD., being of record in
Volume 4388, Page 571, Official Public Records of Real Property of Xxxx County,
Texas, for the most southerly, southwest corner of this.
THENCE N. 28 deg. 04 min. 56 sec. E, 141.06 feet with the east line of said
Xxxxxx Springs, LTD, tract and with a northeast line of said Xxx 0-X, Xxxxx 0
(Xxxx xxxxx X. 00 xxx. 06 min. 31 sec. E. 141.03 feet) to a 3/8" iron rod found
being an ell corner of said Xxx 0-X, Xxxxx 0, and the northeast corner of said
Xxxxxx Springs Ltd, tract, for an ell corner of this,
THENCE N. 58 deg. 20 min. 40 sec. W., 136.88 feet with a northwest line of said
Xxx 0-X, Xxxxx 0 (Xxxx xxxxx X. 00 xxx. 24 min. 13 sec. W, 136.76 feet) and the
north line of said Xxxxxx Springs, LTD. tract to a 3/8" iron rod found, being
the most westerly southwest corner of said Xxx 0-X, Xxxxx 0, for the westerly
southwest corner of this,
THENCE N. 31 deg. 19 min. 39 sec. E., 626.23 feet with the west line of said Xxx
0-X, Xxxxx 0 (Xxxx xxxxx X. 00 xxx. 19 min. 43 sec. E, 626.29 feet) to a 3/8"
iron rod found in the south Right-of-Way of Xxxxx and White Drive (unimproved
road), being the northwest corner of said Xxx 0-X, Xxxxx 0, for the most
westerly southwest corner of this,
THENCE S. 58 deg. 15 min. 39 sec. E., 301.87 feet with the north line of said
Xxx 0-X, Xxxxx 0 (Xxxx xxxxx X. 00 xxx. 12 min. 24 sec. E., 301.88 feet) and the
south Right-of-Way of Xxxxx and White Drive (unimproved road) to a 3/8" iron rod
with cap stamped "M&ASSOC KILLEEN" set in the west Right-of- Way of Xxxxxxxx
Drive, being the northeast corner of said Xxx 0-X, Xxxxx 0, for the northeast
corner of this,
THENCE S. 31 deg. 19 min. 43 sec. W. 761.24 feet with the west Right-of-Way of
Xxxxxxxx Drive and the east line of said Xxx 0-X, Xxxxx 0 (Xxxx xxxxx X. 00 xxx.
119 min. 43 sec. W., 761.05 feet) to the PLACE OF BEGINNING containing 4.85 acre
of land.
32651-TX-69
Property ID # 737028
746043
000 Xxxx Xxxxxxx Xxxxx, Xxxxxx Xxxx, XX
Exhibit "A" - Legal Description
Being a 2.7030 acre tract of land and being all of RESERVE "A" of U-HAUL
SUBDIVISION, a subdivision of League City, Galveston County, Texas, according to
the plat thereof recorded in Volume 18, Page 650, Map Records, Galveston County,
Texas, and also being part of Xxx 00 xx XXXXXXXXX XXXXXXX, Xxxxxxxxx Xxxxxx,
Xxxxx, according to the plat thereof recorded in Volume 113, Page 47, Map
Records, Galveston County, Texas, and being more particularly described on
Exhibit "A" attached hereto and made a part hereof for all purposes.
32651-TX-70
Property ID # 746043
741041
000 X. Xxxxxxxx Xxxxxxx, Xxxxxxxxxx XX
Exhibit A" - Legal Description
TRACT 1
Description of a 3.018 acre tract of land being all of Xxx 0XX-0, Xxxxx X,
Xxxxxx Xxxxx Xxxxxxxx Xxxx Xxxx, Xxxxx X, an addition to the City of Lewisville,
Xxxxxx County, Texas as recorded in Cabinet M, Page 000, Xxxx Xxxxxxx, Xxxxxx
Xxxxxx, Xxxxx and being more particularly described by metes and bounds as
follows:
BEGINNING at a 1/2-inch iron rod found at the northeast corner of said Xxx
0XX-0, Xxxxx X; said point also being the southeast corner of Xxx 0XX, Xxxxx X,
Xxxxxx Xxxxx Xxxxxxxx Xxxx Xxxx, Xxxxx X, an addition to the City of Lewisville,
Xxxxxx County, Texas as recorded in Cabinet M, Page 000, Xxxx Xxxxxxx, Xxxxxx
Xxxxxx, Xxxxx; said point also being on the west right-of-way line of North
Stemmons Freeway (Interstate Highway 35E) (a variable width right-of-way); said
point also being on a curve to the right having a radius of 11,309.16 feet;
THENCE, with the said west right-of-way line of North Stemmons Freeway the
following metes and bounds;
Southeasterly, with said curve to the right, through a central angle of 01
degrees 46 minutes 10 seconds, an arc distance of 349.25 feet (Chord bears South
13 degrees 06 minutes 34 seconds East, 349.24 feet) to a 1/2-inch iron rod
found;
South 00 degrees 53 minutes 24 seconds West, a distance of 43.78 feet to a "+"
cut in concrete found for corner;
South 27 degrees 17 minutes 58 seconds West, a distance of 51.25 feet to a
1/2-inch iron rod with "XXXXXX ASSOC." cap found "+" cut in concrete;
South 65 degrees 55 minutes 40 seconds West, a distance of 50.77 feet to a 1/2
inch iron rod with "XXXXXX ASSOCS." cap found at the intersection of said west
right-of-way line of North Stemmons Freeway and the north right-of-way line of
College Parkway (100-foot public right-of-way); said point also being the
western most southeast corner of said Lot 1RB-1, Block G;
Thence, North 88 degrees 54 minutes 35 seconds West, with said north
right-of-way line of College Parkway, a distance of 104.89 feet to a 5/8-inch
iron rod with "GSES, INC., RPLS 4804" cap set at the beginning of a curve to the
right having a radius of 710.00 feet;
Thence northwesterly, with said curve to the right, through a central angle of
11 degrees 34 minutes 46 seconds an arc distance of 143.49 feet (Chord bears
North 83 degrees 07 minutes 12 seconds West, 143.25 feet) to a 5/8-inch iron rod
with "GSES, INC., RPLS 4804" cap set at the southwest corner of said Xxx 0XX-0,
Xxxxx X; said point also being the xxxxxxxxx xxxxxx xx Xxx 0XX-0, Xxxxx G of
said Valley Ridge Business Park West, Phase V;
Thence, North 13 degrees 06 minutes 31 seconds West, leaving said north
right-of-way line of college Parkway, a distance of 360.61 feet to a 1/2-inch
iron rod found at the xxxxxxxxx xxxxxx xx xxxx Xxx 0XX-0, Xxxxx X; said point
also being the xxxxxxxxx xxxxxx xx Xxx 0XX-0, Xxxxx X; said point also being on
the south line of said Lot 1RA, Block G;
Thence North 76 degrees 00 minutes 21 seconds East, with said south line of Lot
1R A, Block G, a distance of 330.00 feet to the point of beginning;
CONTAINING 134,116 square feet of 3.1018 acres, more or less.
TRACT 2
Non-exclusive easement rights contained in Reciprocal Easement and Maintenance
Agreement, dated 6/14/1996, by and between LAND OWNERS, L.P. and SHURGARD
STORAGE CENTERS, INC., recorded under cc# 96R0040798, Real Property Records,
Xxxxxx County, Texas. As affected by Amendment to Reciprocal Easement and
Maintenance Agreement recorded under cc# 96R0056270, Real Property Records,
Xxxxxx County, Texas.
32651-TX-71
Property ID # 741041
741025
00000 X. Xxxxxxxxxx Xxxxx, XxXxxxxx, XX
Exhibit "A" - Legal Description
Being a tract of land situated in the Xxxxxxx Xxxxxx Survey, Abstract No. 220 in
Collin County, Texas and being the same parcel of land as conveyed to BMO Global
Capital Solutions, Inc. as recorded in County Clerk's No. 00-0000000 of the Deed
Records of Collin County, Texas, said tract of land being described by metes and
bounds as follows:
Beginning at a 5/8-inch iron rod with "GSES INC., RPLS 4804" cap set on the
South right-of-way line of US Highway 380 (a variable width right-of-way) said
found iron rod being the Northwest corner of said parcel and the Northeast
corner of a tract of land as conveyed to Xxxxxxxx Enterprises as recorded in
Volume 4825, Page 1555 of said Deed Records
Thence South 89 degrees 58 minutes 11 seconds East, along the North line of said
parcel and along said South right-of-way line, a distance of 251.16 feet to a
1/2-inch iron rod found being the Northeast corner of said parcel and the
Northwest corner of a tract of land as conveyed to Highway 380-1, Ltd., recorded
in Volume 4455, Page 2376 of said Deed Records:
Thence, South, along the East line of said parcel and the West line of said
Highway 380-1, Ltd. Tract, a distance of 937.18 feet to a point being on the
North line of a tract of land as conveyed to Five Sac Self-Storage, recorded in
Volume 5086, Page 535 of said Deed Records, said point being the Southeast
corner of said parcel and the Southwest corner of said Highway 380-1, Ltd.
tract;
Thence North 89 degrees 40 minutes 08 seconds West, along the South line of said
parcel and along the North line of said Five Sac Self-storage tract, a distance
of 152.12 feet to a found 1/2 inch iron rod, being the Northwest corner of said
Five Sac Self-storage tract and the Northeast corner of a tract of land as
conveyed to Five Sac Self-storage, recorded in Volume 5086, Page 535 of said
Deed Records;
Thence North 89 degrees 41 minutes 45 seconds West, along the South line of said
parcel and along the North line of said Five Sac Self-storage tract, a distance
of 99.04 feet to a found 5/8-inch iron rod with "GSES INC., RPLS 4804" cap set
at the Southwest corner of said parcel and the Southeast corner of said Xxxxxxxx
Enterprises tract;
Thence North, along the West line of said parcel and the East line of said
Xxxxxxxx Enterprises tract, a distance of 935.91 feet to the Point of Beginning,
containing 5.3998 acres or 235,219 square feet, more or less.
NOTE: The Company is prohibited from insuring the area or quantity of the land
described herein. Any statement in the above legal description of the area or
quantity of land is not a representation that such area or quantity is correct,
but is made only for informational and/or identification purposes and does not
override Item 2 of Schedule B hereof.
32651-TX-72
Property ID # 741025
741027
0000 x. Xxxxxx Xxxxxxx, Xxxxx, XX
Exhibit "A" - Legal Description
Description of a 2.5816 acre tract of land situated in the Xxxx Xxx Xxxxxx
Survey, Abstract Xx. 000, Xxxx xx Xxxxx, Xxxxxx Xxxxxx, Xxxxx; said tract being
all of Xxx 0, Xxxxx 0, X-Xxxx Addition, an addition to the City of Plano, Collin
County, Texas as recorded in Cabinet K, Page 000, Xxxx Xxxxxxx, Xxxxxx Xxxxxx,
Xxxxx; said tract being more particularly described by metes and bound as
follows:
BEGINNING at a 5/8-inch iron rod with "GSES, INC., RPLS 4804" cap set at the
southwest corner of said Xxx 0, Xxxxx 0; said point also being the southeast
corner of a tract conveyed to Xxxxxxx X. Xxxx per Warranty Deed recorded in
Volume 000, Xxxx 000, Xxxx Xxxxxxx, Xxxxxx Xxxxxx, Xxxxx; said point also being
on the north line of Lot 2, Block A, CMS Addition, an addition to the City of
Plano, Collin County, Texas as recorded in Cabinet M, Page 000, Xxxx Xxxxxxx,
Xxxxxx Xxxxxx, Xxxxx;
Thence, North 00 deg. 01 min. 23 sec West, with the common line of said Xxx 0,
Xxxxx 0 and Xxxx tract, a distance of 225.00 feet to a 1-inch iron rod found at
the northwest corner of said Xxx 0, Xxxxx 0; said point also being the southwest
corner of Xxx 0, Xxxxx 0, X-Xxxx Addition, an addition to the City of Plano,
Collin County, Texas by conveyance plat as recorded in Cabinet J, Page 000, Xxxx
Xxxxxxx, Xxxxxx Xxxxxx, Xxxxx;
THENCE, with the common line of said Xxx 0, Xxxxx 0 xxx Xxx 0, Xxxxx 1 the
following metes and bounds;
North 89 deg. 45 min. 59 sec. East, a distance of 266.09 feet to a 5/8-inch iron
rod wit "GSES, INC., RPLS 4804" cap set;
South 00 deg. 14 min. 01 sec. East, a distance of 20.00 feet to a 5/8-inch iron
rod with "GSES, INC., RPLS 4804" cap set;
North 89 deg. 45 min. 59 sec. East, a distance of 243.51 feet to a "+" cut in
concrete found at the northeast corner of said Xxx 0, Xxxxx 0; said point also
being the southeast corner of said Xxx 0, Xxxxx 0; said point also being on the
west line of Dallas North Parkway (variable width right-of-way);
THENCE, with the common line of said Xxx 0, Xxxxx 0 and west right-of-way line
the following metes and bounds;
South 04 deg. 08 min. 22 sec. East, a distance of 79.74 feet to a 1-inch iron
rod found;
North 85 deg. 37 min. 03 sec. East, a distance of 9.13 feet to a "+" cut in
concrete found;
South 04 deg 22 min. 57 sec. East, a distance of 90.64 feet to an "+" cut in
concrete set;
South 00 deg. 11 min. 13 sec. East, a distance of 35.70 feet to a 5/8-inch iron
rod with "GSES, INC., RPLS 4804" cap set at the southeast corner of said Xxx 0,
Xxxxx 0; said point also being the northeast corner of said Xxx 0, Xxxxx X, XXX
Xxxxxxxx;
XXXXXX, Xxxxx 00 deg. 45 min. 59 sec. West, leaving said west right-of-way line
and with the common line of said Xxx 0, Xxxxx 0 xxx Xxx 0, Xxxxx X, a distance
of 531.49 feet to the POINT OF BEGINNING;
CONTAINING 112,454 square feet or 2.5816 acres of land more or less.
32651-TX-73
Property ID # 741027
Site 795038
0000 Xxxxxxx Xxxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Beginning at a point on the westerly right-of-way line of Westfax Drive, 60 feet
wide, as recorded in Deed Book 6743 at Page 1397 among the land records of
Fairfax County, Virginia, said point also being the northeast corner of Xxx X.
Xxx, as acquired in Deed Book 11549 at Page 665; thence departing said Westfax
Drive and running with the northerly line of said Nam North 70 degrees 28'22"
West 200.67 feet to a point on the easterly line of Bottling Group, LLC, as
acquired in Deed Book 10837 at Page 20; thence departing said Nam and running
with the easterly line of said Bottling Group, LLC North 19 degrees 31'38" East
465.00 feet to a point on the southerly line of Xxx Xxxxxxx Memorial Highway,
Route 50, width varies; thence departing said Bottling Group, LLC and running
with the southerly line of said Xxxxx 00 Xxxxx 00 degrees 09'56" East 199.95
feet to a point; thence South 54 degrees 19'19" East 76.38 feet to a point;
thence 38.03 feet along the arc of a curve to the right, having a radius of
25.00 feet and a chord bearing and distance of South 10 degrees 44'38" East
34.47 feet to a point on the westerly line of said Westfax Drive right-of-way;
thence departing said Route 50 and running with the westerly line of said
Xxxxxxx Xxxxx Xxxxx 00 degrees 50'04" West 316.54 feet to a point; thence 61.09
feet along the arc of a curve to the left, having a radius of 805.00 feet and a
chord bearing and distance of South 30 degrees 39'37" West 61.08 feet to a
point; thence to the point of beginning containing 106,814 square feet or
2.45211 acres, more or less.
Together with the non-exclusive easement in and over the Common Facilities as
set forth within Article III of the Amended and Restated Declaration for Westfax
Industrial Park recorded in Deed Book 9743 at page 266 among the land records of
Fairfax County, Virginia.
NOTE: For Informational Purposes only:
Property Address 0000 Xxxxxxx Xxxxx
Tax Map No. 034-3-09-0007-A
32651-VA-74 Site # 795038
Site 825025
000 Xxxx Xxxxxx Xx., Xxxxxxxx Xxxxxxx, XX
Exhibit "A" - Legal Description
PARCEL I:
ALL that tract, piece or parcel of land with all improvements thereon lying and
being in the City of Colonial Heights (formerly a part of Chesterfield County),
Virginia, containing 1.197 acres, being shown as Parcel 1 on Plat of survey by
Xxxxxxx X. Fleet & Associates, P.C., dated February 26, 2000, entitled
"ATLA/ACSM Land Title Survey Showing Existing Improvements to Two Parcels of
Land Situated on the West Line of Xxxx Xxxxxx Road, City of Colonial Height,
Virginia" and being further described by metes and bounds as follows:
BEGINNING at a point at the intersection of the northern boundary of the right
of way line of Interstate No. 95 and the western boundary of the right of way
line of Xxxx Xxxxxx Road, thence leaving the western boundary of the right of
way line of Xxxx Xxxxxx Road in a westerly direction the following three (3)
courses and distances:
(1) N 76 degrees 45' 02" W 221.42 feet to a point;
(2) Thence along a curve to the left having a radius of 1963.00 feet, a delta
angle of 6 degrees 01' 24" and an arc length of 206.36 feet to a point;
(3) Thence S 76 degrees 45' 02" E 298.36 feet to a point on the western
boundary of the right of way line of Xxxx Xxxxxx Road:
Thence continuing along the western boundary of the right of way line of Xxxx
Xxxxxx Road in a southerly direction along a curve to the right having a radius
of 2739.79 feet, a delta angle of 2 degrees 40'50" and an arc length of 128.18
feet to a point; thence S 26 degrees 31' 02" W 71.97 feet to a point, said point
being the Point and Place of Beginning for Parcel 1, containing 1.197 acres,
more or less.
PARCEL II:
ALL that certain tract or parcel of land with the improvements thereon and the
appurtenances thereto belonging, lying in the City of Colonial Heights,
Virginia, containing 1.020 acres, being shown as Parcel 2 on Plat of survey by
Xxxxxxx X. Fleet & Associates, P.C., dated February 26, 2000, entitled
"ALTA/ACSM Land Title Survey Showing Existing Improvements to Two Parcels of
Land Situated on the West Line of Xxxx Xxxxxx Road, City of Colonial Heights,
Virginia" and being further described by metes and bounds as follows:
BEGINNING at a point at the intersection of the northern boundary of the right
of way line of Interstate No. 95 and the western boundary of the right of way
line of Xxxx Xxxxxx Road in a northerly direction N 26 degrees 31' 02" E 71.97
feet to a point; thence along a curve to the left having a radius of 2739.79
feet to a point, a delta angle of 2 degrees 40' 50" and an arc
length of 128.18 to a point, said point being the Actual Point of Beginning for
Parcel 2; thence leaving the western boundary of the right of way line of Xxxx
Xxxxxx Road in a westerly direction the following three (3) courses and
distances:
(1) N 76 degrees 45'02" W 298.36 feet to a point;
(2) Thence along a curve to the left having a radius of 1963.00 feet, a delta
angle of 3 degrees 55' 22" and an arc length of 134.39 feet to a point;
(3) Thence S 80 degrees 49' 46" E 343.71 feet to a point on the western
boundary of the right of way line of Xxxx Xxxxxx Road;
Thence continuing along the western boundary of the right of way line of Xxxx
Xxxxxx Road in a southerly direction along a curve to the right having a radius
of 2739.79 feet, a delta angle of 3 degrees 08' 05" and an arc length of 149.90
feet to a point, said point being the Point and Place of Beginning for Parcel 2,
containing 1.020 Acres, more or less.
32651-VA-75 Site # 825025
Site 795048
0000 Xxxxxxxx Xxxx, Xxxxxxxx XX
Exhibit "A" - Legal Description
All that certain lot or parcel of land lying, situate, and being in the City of
Manassas, Commonwealth of Virginia, more particularly described as follows:
Parcel 1 of a portion of the property of Xxxxxx X. Xxxxx, Trustee, pursuant to a
Deed of Subdivision, Dedication and Vacation dated the 16th day of September,
1987, and recorded on October 5, 1987, in Deed Book 1516 at Page 1959, among the
land records of Prince Xxxxxxx County, Virginia.
LESS AND EXCEPT that portion of the property dedicated to public streets by
instrument recorded in Deed Book 2390 at Page 1231, among the aforesaid land
records.
And being further described by metes and bounds as follows:
BEGINNING at a point on the western boundary of the right-of-way line of State
Route #234 (known as Dumfries Road), said point being approximately 0.50 miles
North of the intersection of the northern boundary of the right-of-way line of
State Route #661 and the western boundary of the right-of-way line of Dumfries
Road; thence, leaving the western boundary of the right-of-way line of Dumfries
Road in a westerly direction the following 5 (five) courses and distances:
1. S 75 degrees 05'59" W, 243.05 feet to a point;
2. Thence, S 22 degrees 09'32" E, 200.00 feet to a point;
3. Thence, S 75 degrees 13'52" W, 94.71 feet to a point;
4. Thence, N 24 degrees 19'47" W, 446.75 feet to a point;
5. Thence, N 65 degrees 40.13" E, 345.29 feet to a point on the western boundary
of the right-of-way line of Dumfries Road;
Thence, continuing along the western boundary of the right-of-way line of
Dumfries Road in a southerly direction, S 24 degrees 19'47" E, 62.48 feet to a
point; thence, along a curve to the right having a radius of 5895.58 feet, a
delta angle of 02 degrees 19'58", an arc length of 240.02 feet and a chord of S
23 degrees 14'33" E, 240.01 feet to a point, said point begin the Point and
Place of BEGINNING of Parcel I, containing 2.616 acres more or less.
TOGETHER WITH an easement appurtenant to and running with said Parcel for
ingress and egress as more fully set out in said Deed of Subdivision, Dedication
and Vacation.
NOTE: For Informational Purposes only:
Property Address 00000 Xxxxxxxx Xxxx, Xxxxxxxx, XX
Tax Map No. 090-01-00-45B5
32651-VA-76 Site # 795048
Site 795051
0000 Xxxxxxxx Xxxx, Xxxxxxxxx XX
Exhibit "A" - Legal Description
Beginning at a point on the southeasterly corner of Exxon Corp, as qcquired in
Deed Book 2401 at Page 70, among the land records of Fairfax County, Virginia,
said point also being on the westerly right-of-way line of Backlick Road, Route
617, width varies; thence departing said Exxon Corp and running with the
westerly line of said Backlick Road
South 02 degrees 39'02" West 85.35 feet to a point;
thence
344.15 feet along the arc of a curve to the left, having a radius of
2,371.83 feet and a chord bearing and distance of South 01 degrees 30'22" East
343.85 feet to a point being the northeast corner of Netco, Inc., as acquired in
Deed Book 5871 at Page 1571; thence departing said Backlick Road and running
with the northerly line of said Netco, Inc.
North 57 degrees 18'49" West 432.97 feet to a point being the northwest
corner of said Netco, said point also being on the easterly right-of-way line of
Terminal Road, Route 3276, 50 feet wide; thence departing said Netco and running
with the easterly line of said Xxxxxxxx Xxxx
Xxxxx 00 degrees 41'11" East 79.32 feet to a point; thence
North 41 degrees 25'57" East 65.76 feet to a point; thence
North 32 degrees 41'11" East 213.98 feet to a point being the southwest
corner of said Exxon Corp; thence departing said Terminal Road and running with
the southerly line of said Exxon Corp
South 57 degrees 18'49" East 187.01 feet to the point of beginning
containing 107,902 square feet or 2.47710 acres, more or less.
NOTE: For Informational Purposes only:
Property Address 0000 Xxxxxxxx Xxxx
Xxx Xxx Xx. 000-0-00-0000
32651-VA-77 Site # 795051
Site 795065
00000 Xxxxxxxxx Xxxx, Xxxxxxxxxx XX
Exhibit "A" - Legal Description
Beginning at a point being the southeast corner of NTW, Inc., as acquired in
Deed Book 1862 at Page 918, among the land records of Prince Xxxxxxx County,
Virginia, said point also being on the westerly right-of-way line of US
Interstate 95, width varies; thence departing said NTW, Inc., and running with
the westerly line of said Interstate 95 285.78 feet along the arc of a curve to
the left, having a radius of 23118.31 feet and a chord bearing and distance of
South 16 degrees 53'57" West 285.78 feet to a point being the northeast corner
of Toys R Us, Inc., as acquired in Deed Book 2016 at Page 1791; thence departing
said Interstate 95 and running with the northerly lines of said Toys R Us, Inc.
North 63 degrees 30'56" West 163.41 feet to a point; thence
South 26 degrees 29'04" West 20.00 feet to a point; thence
North 63 degrees 30'56" West 207.00 feet to a point on the easterly right-of-way
line of Telegraph Road, Route 1781, passing through the northwest corner of said
Toys R Us, Inc., at 202.20 feet; thence running with the easterly lines of said
Xxxxxxxxx Xxxx
Xxxxx 00 degrees 17'25" East 293.92 feet to a point; thence
North 27 degrees 04'48" East 6.55 feet to a point being the southwest corner of
said NTW, Inc.; thence departing said Telegraph Road and running with the
southerly line of said NTW, Inc.
South 63 degrees 45'00" East 323.75 feet to the point of beginning containing
101,665 square feet or 2.3339 acres, more or less.
Together with a non-exclusive easement for the purpose of tying in and
connecting to the sanitary sewer piping as set forth within the Non-Exclusive
Easement by and between Toys'R'Us, Inc. and The Storall Place dated 06-30-93 and
recorded in Deed Book 2016 at page 1794 among the land records of Prince Xxxxxxx
County, Virginia and being more particularly described as follows:
Beginning at a point, said point being on the east side of Telegraph Rd 32.00
feet from the centerline of said road, said point also being a common corner to
the lands of The Storeall Place One, and Toys'R'Us Inc., a Delaware corporation,
thence departing said road and running with the common property line of said
Storeall and Toy'R'Us properties S 63 degrees 30'56" E for 86.19 feet to a
point, thence departing said property line and running through the said lands of
Toys'R'Us S 30 degrees 24'08" W for 19.36 feet to a point, thence N 60 degrees
36'08" W for 84.90 feet to the side of the aforementioned road, thence with said
road N 26 degrees 12'23" E for 15.00 feet to the point of beginning.
NOTE: For Informational Purposes only:
Property Address 00000 Xxxxxxxxx Xxxx
Tax Map No. 030-01-000-0054H1
Pin No. 0000-00-0000
32651-VA-78 Site # 795065
EXHIBIT A-2
Related
Premises # Related Premises
---------- ---------------------------------------------
1. U-HAUL CENTER GOVERNMENT ST.
0000 Xxxxxxxxxx Xxxxxxxxx, Xxxxxx, XX
2. U-HAUL STORAGE OXFORD
000 Xxxxxx Xxxxx Xxxx, Xxxxxx, XX
3. U-HAUL STORAGE FOUNTAIN HILLS
0000 Xxxxxxxxxx Xxxxx, Xxxxxxxx Xxxxx, XX
4. U-HAUL CENTER 87TH & XXXX
0000 Xxxx Xxxx Xxxx, Xxxxxx, XX
5. U-HAUL STORAGE S. 40TH ST.
0000 Xxxxx 00xx Xxxxxx, Xxxxxxx, XX
6. U-HAUL CENTER CAVE CREEK
00000 Xxxxx Xxxx Xxxxx Xxxx, Xxxxxxx Xxxx, XX
7. U-HAUL CENTER ANTHEM RV
00000 X. Xxxxxx Xxx, Xxxxxxx Xxxx, XX
8. U-HAUL CENTER ANTHEM WAY
00000 X. 00xx Xxxxx, Xxxxxx, XX
9. U-HAUL CENTER 1-17 & DEER VLY
00000 X. 00xx Xxxxxx, Xxxxxxx Xxxx, XX
10. U-HAUL CENTER PRESCOTT
0000 Xxxxxxx 00, Xxxxxxxx, XX
11. XXXX ROAD AT GRAND AVE MOVING CENTER
00000 Xxxx Xxxx Xxxx, Xxxxxxxx, XX
12. U-HAUL CENTER XXXXXXX ROAD
00000 Xxxx Xxxx Xxxxx, Xxxxxx Xxxxx, XX
13. U-HAUL CTR XXXXXXXX & I-70
00000 Xxxx 00xx Xxxxxx, Xxxxxx Xxxxx, XX
Exhibit A-2 - 1
Related
Premises # Related Premises
---------- ---------------------------------------------
14. U-HAUL HIGHLANDS RANCH
0000 Xxxx Xxxxxx Xxxx Xxxx, Xxxxxxxxx, XX
15. U-HAUL STORAGE COLONIAL BLVD
0000 Xxxxxx Xxxxxx, Xxxx Xxxxx, XX
16. U-HAUL CENTER OF MANDARIN
00000 Xxx Xxxx Xxxx., Xxxxxxxxxxxx, XX
17. U-HAUL STORAGE KEY LARGO
000000 Xxxxxxxx Xxxxxxx, Xxx Xxxxx, XX
18. U-HAUL CENTER OCOEE
00000 Xxxx Xxxxxxxx Xxxxx, Xxxxx, XX
19. U-HAUL CENTER ORANGE CITY
0000 Xxxxx Xxxxxxx Xxxxxx, Xxxxxx Xxxx, XX
20. U-HAUL CENTER XXXXXXX XX
000 Xxxxx Xxxxxxx Xxxx, Xxxxxxx, XX
21. U-HAUL STORAGE HUNTER CREEK
00000 Xxxxx Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
22. U-HAUL CENTER HUNTERS CREEK
00000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
23. U-HAUL STORAGE ORANGE BLOSSOM TRAIL
0000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
24. U-HAUL CENTER XXXX XXXX
0000 Xxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
25. U-HAUL CENTER XXXXX BLVD
0000 X. Xxxxx Xxxxxxxxx, Xxxxx, XX
26. U-HAUL CTR OF SEMORAN BLVD
0000 Xxxxxxx Xxxxxxxxx, Xxxxxx Xxxx, XX
27. U-HAUL CENTER OF CONYER
0000 Xxxxxxx Xxxxx, Xxxxxxx, XX
28. U-HAUL CENTER KENNESAW
0000 Xxxx Xxxxxxx, Xxxxxxxx, XX
Exhibit A-2 - 2
Related
Premises # Related Premises
---------- --------------------------------------------
29. U-HAUL CENTER OF PLEASANT HILL
0000 Xxxxxxxx Xxxx Xxxx, Xxxxxxxxxxxxx, XX
30. U-HAUL STORAGE XXXXXXX 00
0000 X.X. Xxxxxxx 85, Riverdale, GA
31. U-HAUL CENTER X. XXXX & 1285
0000 X. Xxxx Xxxxx, Xxxxxx, XX
32. X-XXXX XXXXXX XX XXXXXXX 000
0000 Xxxxxx Xxxxxxx Xxxxx, Xxxxxxxxxx, XX
33. U-HAUL CENTER OF ALSIP
00000 Xxxxx Xxxxxx Xxxxxx, Xxxxx, XX
34. U-HAUL CENTER OF FOX VALLEY
000 X. Xxxxx 00, Xxxxxx, XX
35. U-HAUL CENTER OF CRYSTAL LAKE
0000 Xxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Xxxx, XX
36. U-HAUL CENTER OF NAPERVILLE
00000 X. Xxxxx 00, Xxxxxxxxxx, XX
37. U-HAUL CENTER MERRILLVILLE
0000 Xxxx 00xx Xxxxxx, Xxxxxxxxxxxx, XX
38. U-HAUL CENTER OF LENEXA
0000 Xxxxxxxx Xxxxx; Xxxxxx, XX
39. U-HAUL STORAGE XXXXXXXXX
0000 Xxxxxxxxx Xxxxxxxxx, Xxxxxxx Xxxx, XX
40. U-HAUL STORAGE XXXXXXXXX PARK
499 Xxxxxxxxxx Street, Chicopee, MA
41. U-HAUL CENTER STOUGHTON
000 Xxxxxxxxxx Xxxxxx, Xxxxxxxxx, XX
42. U-HAUL CENTER OF CENTRAL AVENUE
0000 Xxxxxxx Xxxxxx, Xxxxxxx Xxxxxxx, XX
43. U-HAUL CTR OF APPLE VALLEY
0000 000xx Xxxxxx X, Xxxxx Xxxxxx, XX
Exhibit A-2 - 3
Related
Premises # Related Premises
---------- ------------------------------------------
44. U-HAUL CENTER O'FALLON
0000 Xxxxxxx X, X'Xxxxxx, XX
45. U-HAUL CENTER ST XXXXXX
0000 Xxxxx Xxxxxxx Xxxx, Xx.Xxxxxx, XX
46. U-HAUL STORAGE HATTIESBURG
0000 Xxxx 0xx Xxxxxx, Xxxxxxxxxxx, XX
47. U-HAUL CENTER GASTONIA
0000 X. Xxxxxxxx Xxxx., Xxxxxxxx, XX
48. U-HAUL STORAGE XXXXXX XX.
0000 X. Xxxxxxxx Xxxx, Xxxxxxxxxx, XX
49. U-HAUL STORAGE RIO RANCHO
0000 Xxx Xxxxxx Xxxx., Xxx Xxxxxx, XX
50. U-HAUL HENDERSON
0000 Xxxxxxxxx Xxxxx, Xxxxxxxxx, XX
51. U-HAUL CENTER LAS VEGAS BLVD.
0000 X. Xxx Xxxxx Xxxx., Xxx Xxxxx, XX
52. U-HAUL CENTER XXXXXX BLVD.
000 Xxxxx Xxxxxx Xxxxxxxxx, Xxx Xxxxx, XX
53. U-HAUL STORAGE RAINBOW
0000 Xxxxx Xxxxxxx Xxxx., Xxx Xxxxx, XX
54. U-HAUL CENTER XXXX XXXXX RD
000 Xxxx Xxxxx Xxxx, Xxxxx Xxx Xxxxx, XX
55. U-HAUL CENTER XXXXXXXX &
138TH ST. 000 Xxxx 000xx Xxxxxx, Xxxxx, XX
56. U-HAUL STORAGE NORTHERN LIGHTS
0000 Xxxxxxxxx Xxxxxx, Xxxxxxxx, XX
57. U-HAUL STORAGE STILLWATER
0000 X. 0xx Xxxxxx, Xxxxxxxxxx, XX
58. U-HAUL CTR OF COOL SPRINGS
0000 Xxxxxxx Xxxx, Xxxxxxxxx, XX
Exhibit A-2 - 4
Related
Premises # Related Premises
---------- ---------------------------------------------
59. U-HAUL CENTER XXXXXXX STREET
0000 X. Xxxxxxx Xxxxxx, Xxxxxxxxx, XX
60. U-HAUL CENTER XXXXXXXXX XXXX
0000 Xxxxx XX-00 Xxxxxxxxxx, Xxxxxx, XX
61. U-HAUL STG XXXXXXXX/JUPITER
00000 Xxxxxx Xxxx, Xxxxxx, XX
62. U-HAUL STORAGE DE XXXX
0000 Xxxxx Xxxxxxx, Xx Xxxx, XX
63. U-HAUL CENTER & STORAGE OF MONTANA
0000 Xxxxxxx Xxx., Xx Xxxx, XX
64. U-HAUL CENTER XXXX XXXXX
0000 Xxxx Xxxx 000, Xxxx Xxxxx, XX
65. U-HAUL CENTER GRAPEVINE
0000 Xxxxxxx X. Xxxx Xxxxxx, Xxxxxxxxx, XX
66. U-HAUL CENTER 290
00000 Xxxxxxxxx Xxxxxxx, Xxxxxxx, XX
67. U-HAUL CENTER HIGHWAY 6 SOUTH
0000 Xxxxxxx 0 Xxxxx, Xxxxxxx, XX
68. U-HAUL CENTER KATY
00000 Xxxx Xxxxxxx, Xxxxxxx, XX
69. U-HAUL CTR CEN-TEX
0000 X. Xxxxxxx Xxxxx Xxxxxxxxxx, Xxxxxxx, XX
70. U-HAUL CTR OF LEAGUE CITY
000 Xxxx Xxxxxxx Xxxxx, Xxxxxx Xxxx, XX
71. U-HAUL CENTER LEWISVILLE
000 X. Xxxxxxxx Xxxxxxx, Xxxxxxxxxx, XX
72. U-HAUL CENTER WEST MCKINNEY
00000 X. Xxxxxxxxxx Xxxxx, XxXxxxxx, XX
73. U-HAUL CENTER TOLLWAY
0000 X. Xxxxxx Xxxxxxx, Xxxxx, XX
Exhibit A-2 - 5
Related
Premises # Related Premises
---------- ---------------------------------------------
74. U-HAUL CENTER CHANTILLY
0000 Xxxxxxx Xxxxx, Xxxxxxxxx, XX
75. U-HAUL CENTER OF SOUTHPARK
000 Xxxx Xxxxxx Xxxx, Xxxxxxxx Xxxxxxx, XX
76. U-HAUL DUMFRIES
00000 Xxxxxxxx Xxxx, Xxxxxxxx, XX
77. U-HAUL CENTER NEWINGTON
0000 Xxxxxxxx Xxxx, Xxxxxxxxx, XX
78. U-HAUL CENTER POTOMAC XXXXX
00000 Xxxxxxxxx Xxxx, Xxxxxxxxxx, XX
Exhibit A-2 - 6
EXHIBIT B
MACHINERY AND EQUIPMENT
All fixtures, machinery, apparatus, equipment, fittings and appliances of every
kind and nature whatsoever now or hereafter affixed or attached to or installed
in any of the Leased Premises (except as hereafter provided), including all
electrical, anti-pollution, heating, lighting (including hanging fluorescent
lighting), incinerating, power, air cooling, air conditioning, humidification,
sprinkling, plumbing, lifting, cleaning, fire prevention, fire extinguishing and
ventilating systems, devices and machinery and all engines, pipes, pumps, tanks
(including exchange tanks and fuel storage tanks), motors, conduits, ducts,
steam circulation coils, blowers, steam lines, compressors, oil burners,
boilers, doors, windows, loading platforms, lavatory facilities, stairwells,
fencing (including cyclone fencing), passenger and freight elevators, overhead
cranes and garage units, together with all additions thereto, substitutions
therefor and replacements thereof required or permitted by this Lease, but
excluding all personal property and all trade fixtures, machinery, office,
manufacturing and warehouse equipment which are not necessary to the operation
of the buildings which constitute part of the Leased Premises for the uses
permitted under Paragraph 4(a) of this Lease.
Exhibit B
EXHIBIT C-1
PERMITTED ENCUMBRANCES
1. Zoning and other municipal requirements.
2. Reasonable and customary utility and access easements and similarly
instruments which permit or enhance business activities on the premises.
3. Real estate taxes and assessments whether in existence or hereafter
arising at any time during the Terms of this Lease.
4. The rights of UHS to the Common Areas pursuant to the UHS Lease.
5. Matters permitted under the terms of this Lease.
6. Each of the encumbrances listed on Schedule B of each of the pro forma
title policies or title commitment xxxx-ups delivered to Landlord by First
American Title Insurance Company ("First American") and attached to that
certain escrow letter (the "Escrow Letter") dated as of April 28, 2004
from Landlord to First American. However, Landlord and Tenant agree that,
upon First American issuing to Landlord owner's title insurance policies
with respect to each Related Premises substantially in the form of the pro
forma policies or title commitment xxxx-ups attached to the Escrow Letter,
(i) this paragraph 6 shall be automatically deleted and the following
shall be inserted in lieu thereof "Each of the encumbrances listed on
Schedule 'B' of each of the owner's title policies listed on Exhibit "C-1"
attached hereto", and (ii) Exhibit C-1 shall be replaced with a chart that
is identical to the Exhibit "C-1" attached hereto but with the applicable
owner's title insurance policy numbers issued by First American inserted,
which completed chart Landlord shall prepare and send to Tenant.
Exhibit C-1
Exhibit C-2
Related
Premises # Related Premises Title Policy Number
---------- --------------------------------------------- -------------------
79. U-HAUL CENTER GOVERNMENT ST.
0000 Xxxxxxxxxx Xxxxxxxxx, Xxxxxx, XX
80. U-HAUL STORAGE OXFORD
000 Xxxxxx Xxxxx Xxxx, Xxxxxx, XX
81. U-HAUL STORAGE FOUNTAIN HILLS
0000 Xxxxxxxxxx Xxxxx, Xxxxxxxx Xxxxx, XX
82. U-HAUL CENTER 87TH & XXXX
0000 Xxxx Xxxx Xxxx, Xxxxxx, XX
83. U-HAUL STORAGE S. 40TH ST.
0000 Xxxxx 00xx Xxxxxx, Xxxxxxx, XX
84. U-HAUL CENTER CAVE CREEK
00000 Xxxxx Xxxx Xxxxx Xxxx, Xxxxxxx Xxxx, XX
85. U-HAUL CENTER ANTHEM RV
00000 X. Xxxxxx Xxx, Xxxxxxx Xxxx, XX
86. U-HAUL CENTER ANTHEM WAY
00000 X. 00xx Xxxxx, Xxxxxx, XX
87. U-HAUL CENTER 1-17 & DEER VLY
00000 X. 00xx Xxxxxx, Xxxxxxx Xxxx, XX
88. U-HAUL CENTER PRESCOTT
0000 Xxxxxxx 00, Xxxxxxxx, XX
89. XXXX ROAD AT GRAND AVE MOVING CENTER
00000 Xxxx Xxxx Xxxx, Xxxxxxxx, XX
90. U-HAUL CENTER XXXXXXX ROAD
00000 Xxxx Xxxx Xxxxx, Xxxxxx Xxxxx, XX
91. U-HAUL CTR XXXXXXXX & 1-70
15250 East 40th Avenue, Denver North, CO
92. U-HAUL HIGHLANDS RANCH
0000 Xxxx Xxxxxx Xxxx Xxxx, Xxxxxxxxx, XX
Exhibit C-2
Related
Premises # Related Premises Title Policy Number
---------- --------------------------------------------- -------------------
93. U-HAUL STORAGE COLONIAL BLVD
0000 Xxxxxx Xxxxxx, Xxxx Xxxxx, XX
94. U-HAUL CENTER OF MANDARIN
00000 Xxx Xxxx Xxxx., Xxxxxxxxxxxx, XX
95. U-HAUL STORAGE KEY LARGO
000000 Xxxxxxxx Xxxxxxx, Xxx Xxxxx, XX
96. U-HAUL CENTER OCOEE
00000 Xxxx Xxxxxxxx Xxxxx, Xxxxx, XX
97. U-HAUL CENTER ORANGE CITY
0000 Xxxxx Xxxxxxx Xxxxxx, Xxxxxx Xxxx, XX
98. U-HAUL CENTER XXXXXXX XX
000 Xxxxx Xxxxxxx Xxxx, Xxxxxxx, XX
99. U-HAUL STORAGE HUNTER CREEK
00000 Xxxxx Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
100. U-HAUL CENTER HUNTERS CREEK
00000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
101. U-HAUL STORAGE ORANGE BLOSSOM TRAIL
0000 X. Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
102. U-HAUL CENTER XXXX XXXX
0000 Xxxxx Xxxxxxx Xxxxx, Xxxxxxx, XX
103. U-HAUL CENTER XXXXX BLVD
0000 X. Xxxxx Xxxxxxxxx, Xxxxx, XX
104. U-HAUL CTR OF SEMORAN BLVD
0000 Xxxxxxx Xxxxxxxxx, Xxxxxx Xxxx, XX
105. U-HAUL CENTER OF CONYER
0000 Xxxxxxx Xxxxx, Xxxxxxx, XX
106. U-HAUL CENTER KENNESAW
0000 Xxxx Xxxxxxx, Xxxxxxxx, XX
107. U-HAUL CENTER OF PLEASANT HILL
0000 Xxxxxxxx Xxxx Xxxx, Xxxxxxxxxxxxx, XX
Exhibit A-2 - 2
Related
Premises # Related Premises Title Policy Number
---------- --------------------------------------------- -------------------
108. U-HAUL STORAGE HIGHWAY 85
0000 X.X. Xxxxxxx 00, Xxxxxxxxx, XX
109. U-HAUL CENTER X. XXXX & 1285
0000 X. Xxxx Xxxxx, Xxxxxx, XX
110. X-XXXX XXXXXX XX XXXXXXX 000
0000 Xxxxxx Xxxxxxx Xxxxx, Xxxxxxxxxx, XX
111. U-HAUL CENTER OF ALSIP
00000 Xxxxx Xxxxxx Xxxxxx, Xxxxx, XX
112. U-HAUL CENTER OF FOX VALLEY
000 X. Xxxxx 00, Xxxxxx, XX
113. U-HAUL CENTER OF CRYSTAL LAKE
0000 Xxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Xxxx, XX
114. U-HAUL CENTER OF NAPERVILLE
00000 X. Xxxxx 00, Xxxxxxxxxx, XX
115. U-HAUL CENTER MERRILLVILLE
0000 Xxxx 00xx Xxxxxx, Xxxxxxxxxxxx, XX
116. U-HAUL CENTER OF LENEXA
0000 Xxxxxxxx Xxxxx; Xxxxxx, XX
117. U-HAUL STORAGE XXXXXXXXX
4100 Barksdale Boulevard, Bossier City, LA
118. U-HAUL STORAGE MONGOMERY PARK
499 Montgomery Street, Chicopee, MA
119. U-HAUL CENTER STOUGHTON
224 Washington Street, Stoughton, MA
120. U-HAUL CENTER OF CENTRAL AVENUE
8671 Central Avenue, Capital Heights, MD
121. U-HAUL CTR OF APPLE VALLEY
6895 151st Street W, Apple Valley, MN
122. U-HAUL CENTER O'FALLON
2000 Highway K, O'Fallon, MO
Exhibit A-2 - 3
Related
Premises # Related Premises Title Policy Number
---------- --------------------------------------------- -------------------
123. U-HAUL CENTER ST PETERS
3990 North Service Road, St.Peters, MO
124. U-HAUL STORAGE HATTIESBURG
1303 West 7th Street, Hattiesburg, MS
125. U-HAUL CENTER GASTONIA
3919 E. Franklin Blvd., Gastonia, NC
126. U-HAUL STORAGE HYLTON RD.
8505 N. Crescent Blvd, Pennsauken, NJ
127. U-HAUL STORAGE RIO RANCHO
1401 Rio Rancho Blvd., Rio Rancho, NM
128. U-HAUL HENDERSON
1098 Stephanie Place, Henderson, NV
129. U-HAUL CENTER LAS VEGAS BLVD.
8620 S. Las Vegas Blvd., Las Vegas, NV
130. U-HAUL CENTER NELLIS BLVD.
333 North Nellis Boulevard, Las Vegas, NV
131. U-HAUL STORAGE RAINBOW
2450 North Rainbow Blvd., Las Vegas, NV
132. U-HAUL CENTER WEST CRAIG RD
160 West Craig Road, North Las Vegas, NV
133. U-HAUL CENTER BRUCKNER & 138TH ST.
780 East 138th Street, Bronx, NY
134. U-HAUL STORAGE NORTHERN LIGHTS
3850 Cleveland Avenue, Columbus, OH
135. U-HAUL STORAGE STILLWATER
5715 W. 6th Street, Stillwater, OK
136. U-HAUL CTR OF COOL SPRINGS
1619 Mallory Lane, Brentwood, TN
137. U-HAUL CENTER COLLINS STREET
2729 N. Collins Street, Arlington, TX
Exhibit A-2 - 4
Related
Premises # Related Premises Title Policy Number
---------- --------------------------------------------- -------------------
138. U-HAUL CENTER SLAUGHTER LANE
9001 South IH-35 Northbound, Austin, TX
139. U-HAUL STG KINGSLEY/JUPITER
11383 Amanda Lane, Dallas, TX
140. U-HAUL STORAGE DE SOTO
1245 South Beckley, De Soto, TX
141. U-HAUL CENTER & STORAGE OF MONTANA
8450 Montana Ave., El Paso, TX
142. U-HAUL CENTER JOHN WHITE
1101 East Loop 820, Fort Worth, TX
143. U-HAUL CENTER GRAPEVINE
3517 William D. Tate Avenue, Grapevine, TX
144. U-HAUL CENTER 290
14225 Northwest Freeway, Houston, TX
145. U-HAUL CENTER HIGHWAY 6 SOUTH
8518 Highway 6 South, Houston, TX
146. U-HAUL CENTER KATY
20435 Katy Freeway, Houston, TX
147. U-HAUL CTR CEN-TEX
3501 E. Central Texas Expressway, Killeen, TX
148. U-HAUL CTR OF LEAGUE CITY
351 Gulf Freeway South, League City, TX
149. U-HAUL CENTER LEWISVILLE
525 N. Stimmons Freeway, Lewisville, TX
150. U-HAUL CENTER WEST MCKINNEY
10061 W. University Drive, McKinney, TX
151. U-HAUL CENTER TOLLWAY
1501 N. Dallas Tollway, Piano, TX
152. U-HAUL CENTER CHANTILLY
3995 Westfax Drive, Chantilly, VA
Exhibit A-2 - 5
Related
Premises # Related Premises Title Policy Number
---------- --------------------------------------------- -------------------
153. U-HAUL CENTER OF SOUTHPARK
804 West Roslyn Road, Colonial Heights, VA
154. U-HAUL DUMFRIES
10480 Dumfries Road, Manassas, VA
155. U-HAUL CENTER NEWINGTON
8207 Terminal Road, Newington, VA
156. U-HAUL CENTER POTOMAC MILLS
14523 Telegraph Road, Woodbridge, VA
Exhibit A-2 - 6
EXHIBIT D
BASIC RENT PAYMENTS
1. Basic Rent. Subject to the adjustments provided for in Paragraphs
2, 3 and 4 below, Basic Rent payable in respect of the Term shall be Eighteen
Million Five Hundred Fifty-one Thousand One Hundred Fifteen and xx/100
($18,551,115.00) Dollars per annum, payable quarterly in advance on each Basic
Rent Payment Date, in equal installments of Four Million Six Hundred
Thirty-seven Thousand Seven Hundred Seventy-nine and xx/100 ($4,637,779.00)
Dollars each. As required pursuant to Paragraph 6 of this Lease, pro rata Basic
Rent for the period from the date hereof through the last day of June 2004 shall
be paid on the date hereof.
2. CPI Adjustments to Basic Rent. The Basic Rent shall be subject to
adjustment, in the manner hereinafter set forth, for increases in the index
known as United States Department of Labor, Bureau of Labor Statistics, Consumer
Price Index, All Urban Consumers, United States City Average, All Items,
(1982-84=100) ("CPI") or the successor index that most closely approximates the
CPI. If the CPI shall be discontinued with no successor or comparable successor
index, Landlord and Tenant shall attempt to agree upon a substitute index or
formula, but if they are unable to so agree, then the matter shall be determined
by arbitration in accordance with the rules of the American Arbitration
Association then prevailing in New York City. Any decision or award resulting
from such arbitration shall be final and binding upon Landlord and Tenant and
judgment thereon may be entered in any court of competent jurisdiction. In no
event will the annual Basic Rent as adjusted by the CPI adjustment be less than
the Basic Rent in effect for the five (5) year period immediately preceding such
adjustment.
3. Effective Dates of CPI Adjustments. Basic Rent shall not be
adjusted to reflect changes in the CPI until the fifth (5th) anniversary of the
Basic Rent Payment Date on which the first full quarterly installment of Basic
Rent shall be due and payable (the "First Full Basic Rent Payment Date"). As of
the fifth (5th) anniversary of the First Full Basic Rent Payment Date and
thereafter on the tenth (10th), fifteenth (15th) and if the initial Term is
extended, on the twentieth (20st), twenty-fifth (25th), thirtieth (30th) and
thirty-fifth (35th) anniversaries of the First Full Basic Rent Payment Date,
Basic Rent shall be adjusted to reflect increases in the CPI during the most
recent five (5) year period immediately preceding each of the foregoing dates
(each such date being hereinafter referred to as the "Basic Rent Adjustment
Date").
4. Method of Adjustment for CPI Adjustment.
(a) As of each Basic Rent Adjustment Date when the average CPI
determined in clause (i) below exceeds the Beginning CPI (as defined in this
Paragraph 4(a)), the Basic Rent in effect immediately prior to the applicable
Basic Rent Adjustment Date shall be multiplied by a fraction, the numerator of
which shall be the difference between (i) the average CPI for the three (3) most
recent calendar months (the "Prior Months") ending prior to such Basic Rent
Adjustment Date for which the CPI has been published on or before the
forty-fifth
Exhibit D - 1
(45th) day preceding such Basic Rent Adjustment Date and (ii) the Beginning CPI,
and the denominator of which shall be the Beginning CPI. The product of such
multiplication shall be added to the Basic Rent in effect immediately prior to
such Basic Rent Adjustment Date. As used herein, "Beginning CPI" shall mean the
average CPI for the three (3) calendar months corresponding to the Prior Months,
but occurring five (5) years earlier. If the average CPI determined in clause
(i) is the same or less than the Beginning CPI, the Basic Rent will remain the
same for the ensuing five (5) year period.
(b) Effective as of a given Basic Rent Adjustment Date, Basic
Rent payable under this Lease until the next succeeding Basic Rent Adjustment
Date shall be the Basic Rent in effect after the adjustment provided for as of
such Basic Rent Adjustment Date.
(c) Notice of the new annual Basic Rent shall be delivered to
Tenant on or before the tenth (10th) day preceding each Basic Rent Adjustment
Date, but any failure to do so by Landlord shall not be or be deemed to be a
waiver by Landlord of Landlord's rights to collect such sums. Tenant shall pay
to Landlord, within ten (10) days after a notice of the new annual Basic Rent is
delivered to Tenant, all amounts due from Tenant, but unpaid, because the stated
amount as set forth above was not delivered to Tenant at least ten (10) days
preceding the Basic Rent Adjustment Date in question.
Exhibit F - 2
EXHIBIT E
ACQUISITION COST
Related Acquisition Cost (in
Premises # Related Premises Dollars)
---------- ----------------------------- --------------------
1. U-HAUL CENTER BGOVERNMENT ST. 463,551
2. U-HAUL STORAGE OXFORD 1,324,432
3. U-HAUL STORAGE FOUNTAIN HILLS 2,715,086
4. U-HAUL CENTER 87TH & BELL 2,125,714
5. U-HAUL STORAGE S. 40TH ST. 662,216
6. U-HAUL CENTER CAVE CREEK 2,781,308
7. U-HAUL CENTER ANTHEM RV 1,258,211
8. U-HAUL CENTER ANTHEM WAY 2,523,044
9. U-HAUL CENTER I-17 & DEER VLY 2,648,865
10. U-HAUL CENTER PRESCOTT 2,781,308
11. BELL ROAD AT GRAND AVE MOVING 2,847,530
CENTER
12. U-HAUL CENTER BUCKLEY ROAD 2,152,203
13. U-HAUL CTR CHAMBERS & I-70 2,880,640
14. U-HAUL HIGHLANDS RANCH 2,781,308
15. U-HAUL STORAGE COLONIAL BLVD 3,324,325
16. U-HAUL CENTER OF MANDARIN 1,986,649
17. U-HAUL STORAGE KEY LARGO 2,258,157
18. U-HAUL CENTER OCOEE 2,979,973
Exhibit E - 1
Related Acquisition Cost (in
Premises # Related Premises Dollars)
---------- ----------------------------------- --------------------
19. U-HAUL CENTER ORANGE CITY 2,794,552
20. U-HAUL CENTER KIRKMAN RD 3,575,967
21. U-HAUL STORAGE HUNTER CREEK 3,807,743
22. U-HAUL CENTER HUNTERS CREEK 2,807,797
23. U-HAUL STORAGE ORANGE BLOSSOM TRAIL 1,986,649
24. U-HAUL CENTER LAKE MARY 2,648,865
25. U-HAUL CENTER GANDY BLVD 3,112,416
26. U-HAUL CTR OF SEMORAN BLVD 2,648,865
27. U-HAUL CENTER OF CONYER 2,483,311
28. U-HAUL CENTER KENNESAW 3,046,195
29. U-HAUL CENTER OF PLEASANT HILL 2,516,422
30. U-HAUL STORAGE HIGHWAY 85 2,834,285
31. U-HAUL CENTER S COBB & 1285 324,486
32. U-HAUL CENTER OF HIGHWAY 124 2,119,092
33. U-HAUL CENTER OF ALSIP 2,913,751
34. U-HAUL CENTER OF FOX VALLEY 3,311,081
35. U-HAUL CENTER OF CRYSTAL LAKE 3,377,303
36. U-HAUL CENTER OF NAPERVILLE 4,469,959
37. U-HAUL CENTER MERRILLVILLE 2,847,530
38. U-HAUL CENTER OF LENEXA 2,715,086
39. U-HAUL STORAGE BARKSDALE 1,456,876
40. U-HAUL STORAGE MONGOMERY PARK 761,549
41. U-HAUL CENTER STOUGHTON 2,708,464
Exhibit E - 2
Related Acquisition Cost (in
Premises # Related Premises Dollars)
---------- ---------------------------------- --------------------
42. U-HAUL CENTER OF CENTRAL AVENUE 6,887,048
43. U-HAUL CTR OF APPLE VALLEY 1,986,649
44. U-HAUL CENTER O'FALLON 2,648,865
45. U-HAUL CENTER ST PETERS 2,317,757
46. U-HAUL STORAGE HATTIESBURG 297,997
47. U-HAUL CENTER GASTONIA 2,450,200
48. U-HAUL STORAGE HYLTON RD. 1,125,768
49. U-HAUL STORAGE RIO RANCHO 1,291,322
50. U-HAUL HENDERSON 2,648,865
51. U-HAUL CENTER LAS VEGAS BLVD. 2,715,086
52. U-HAUL CENTER NELLIS BLVD 2,920,373
53. U-HAUL STORAGE RAINBOW 4,370,627
54. U-HAUL CENTER WEST CRAIG RD 3,642,189
55. U-HAUL CENTER BRUCKNER & 138TH ST. 3,741,522
56. U-HAUL STORAGE NORTHERN LIGHTS 1,191,989
57. U-HAUL STORAGE STILLWATER 860,881
58. U-HAUL CTR OF COOL SPRINGS 3,119,038
59. U-HAUL CENTER COLLINS STREET 2,516,422
60. U-HAUL CENTER SLAUGHTER LANE 2,681,976
61. U-HAUL STG KINGSLEY/JUPITER 1,721,762
62. U-HAUL STORAGE DE SOTO 662,216
63. U-HAUL CENTER & STORAGE OF MONTANA 2,085,981
64. U-HAUL CENTER JOHN WHITE 2,887,263
Exhibit E - 3
Related Acquisition Cost (in
Premises # Related Premises Dollars)
---------- ----------------------------- --------------------
65. U-HAUL CENTER GRAPEVINE 3,662,056
66. U-HAUL CENTER 290 2,251,535
67. U-HAUL CENTER HIGHWAY 6 SOUTH 3,311,081
68. U-HAUL CENTER KATY 2,331,001
69. U-HAUL CTR CEN-TEX 2,112,470
70. U-HAUL CTR OF LEAGUE CITY 2,456,822
71. VALLEY RIDGE U-HAUL CENTER 2,648,865
72. U-HAUL CENTER WEST MCKINNEY 2,516,422
73. U-HAUL CENTER TOLLWAY 3,105,794
74. U-HAUL CENTER CHANTILLY 3,178,638
75. U-HAUL CENTER OF SOUTHPARK 741,682
76. U-HAUL DUMFRIES 2,834,285
77. U-HAUL CENTER NEWINGTON 4,635,513
78. U-HAUL CENTER POTOMIC MILLS 1,893,938
Exhibit E - 4
EXHIBIT F
PREMISES PERCENTAGE ALLOCATION OF BASIC RENT
Related
Premises # Related Premises Percentage
---------- ----------------------------- ----------
1. U-HAUL CENTER BGOVERNMENT ST. 0.24%
2. U-HAUL STORAGE OXFORD 0.67%
3. U-HAUL STORAGE FOUNTAIN HILLS 1.38%
4. U-HAUL CENTER 87TH & BELL 1.08%
5. U-HAUL STORAGE S. 40TH ST. 0.34%
6. U-HAUL CENTER CAVE CREEK 1.42%
7. U-HAUL CENTER ANTHEM RV 0.64%
8. U-HAUL CENTER ANTHEM WAY 1.29%
9. U-HAUL CENTER I-17 & DEER VLY 1.35%
10. U-HAUL CENTER PRESCOTT 1.42%
11. BELL ROAD AT GRAND AVE MOVING 1.45%
CENTER
12. U-HAUL CENTER BUCKLEY ROAD 1.10%
13. U-HAUL CTR CHAMBERS & I-70 1.47%
14. U-HAUL HIGHLANDS RANCH 1.42%
15. U-HAUL STORAGE COLONIAL BLVD 1.69%
16. U-HAUL CENTER OF MANDARIN 1.01%
17. U-HAUL STORAGE KEY LARGO 1.15%
18. U-HAUL CENTER OCOEE 1.52%
Exhibit F - 1
Related
Premises # Related Premises Percentage
---------- ----------------------------------- ----------
19. U-HAUL CENTER ORANGE CITY 1.42%
20. U-HAUL CENTER KIRKMAN RD 1.82%
21. U-HAUL STORAGE HUNTER CREEK 1.94%
22. U-HAUL CENTER HUNTERS CREEK 1.43%
23. U-HAUL STORAGE ORANGE BLOSSOM TRAIL 1.01%
24. U-HAUL CENTER LAKE MARY 1.35%
25. U-HAUL CENTER GANDY BLVD 1.59%
26. U-HAUL CTR OF SEMORAN BLVD 1.35%
27. U-HAUL CENTER OF CONYER 1.27%
28. U-HAUL CENTER KENNESAW 1.55%
29. U-HAUL CENTER OF PLEASANT HILL 1.28%
30. U-HAUL STORAGE HIGHWAY 85 1.44%
31. U-HAUL CENTER S COBB & I285 0.17%
32. U-HAUL CENTER OF HIGHWAY 124 1.08%
33. U-HAUL CENTER OF ALSIP 1.48%
34. U-HAUL CENTER OF FOX VALLEY 1.69%
35. U-HAUL CENTER OF CRYSTAL LAKE 1.72%
36. U-HAUL CENTER OF NAPERVILLE 2.28%
37. U-HAUL CENTER MERRILLVILLE 1.45%
38. U-HAUL CENTER OF LENEXA 1.38%
39. U-HAUL STORAGE BARKSDALE 0.74%
40. U-HAUL STORAGE MONGOMERY PARK 0.39%
41. U-HAUL CENTER STOUGHTON 1.38%
Exhibit F - 2
Related
Premises # Related Premises Percentage
---------- ----------------------------------- ----------
42. U-HAUL CENTER OF CENTRAL AVENUE 3.51%
43. U-HAUL CTR OF APPLE VALLEY 1.01%
44. U-HAUL CENTER O'FALLON 1.35%
45. U-HAUL CENTER ST PETERS 1.18%
46. U-HAUL STORAGE HATTIESBURG 0.15%
47. U-HAUL CENTER GASTONIA 1.25%
48. U-HAUL STORAGE HYLTON RD. 0.57%
49. U-HAUL STORAGE RIO RANCHO 0.66%
50. U-HAUL HENDERSON 1.35%
51. U-HAUL CENTER LAS VEGAS BLVD. 1.38%
52. U-HAUL CENTER NELLIS BLVD 1.49%
53. U-HAUL STORAGE RAINBOW 2.23%
54. U-HAUL CENTER WEST CRAIG RD 1.86%
55. U-HAUL CENTER BRUCKNER & 138TH ST. 1.91%
56. U-HAUL STORAGE NORTHERN LIGHTS 0.61%
57. U-HAUL STORAGE STILLWATER 0.44%
58. U-HAUL CTR OF COOL SPRINGS 1.59%
59. U-HAUL CENTER COLLINS STREET 1.28%
60. U-HAUL CENTER SLAUGHTER LANE 1.37%
61. U-HAUL STG KINGSLEY/JUPITER 0.88%
62. U-HAUL STORAGE DE SOTO 0.34%
63. U-HAUL CENTER & STORAGE OF MONTANA 1.06%
64. U-HAUL CENTER JOHN WHITE 1.47%
Exhibit F - 3
Related
Premises # Related Premises Percentage
---------- ----------------------------------- ----------
65. U-HAUL CENTER GRAPEVINE 1.87%
66. U-HAUL CENTER 290 1.15%
67. U-HAUL CENTER HIGHWAY 6 SOUTH 1.69%
68. U-HAUL CENTER KATY 1.19%
69. U-HAUL CTR CEN-TEX 1.08%
70. U-HAUL CTR OF LEAGUE CITY 1.25%
71. VALLEY RIDGE U-HAUL CENTER 1.35%
72. U-HAUL CENTER WEST MCKINNEY 1.28%
73. U-HAUL CENTER TOLLWAY 1.58%
74. U-HAUL CENTER CHANTILLY 1.62%
75. U-HAUL CENTER OF SOUTHPARK 0.38%
76. U-HAUL DUMFRIES 1.44%
77. U-HAUL CENTER NEWINGTON 2.36%
78. U-HAUL CENTER POTOMIC MILLS 0.97%
If any of the Related Premises ceases to be subject to this Lease, the
percentage shown on this Exhibit F for each of the Related Premises which
remains subject to this Lease shall be adjusted proportionately so that the
total of such percentages shall be 100%.
Exhibit F - 4
EXHIBIT G
LOCAL LAW PROVISIONS
1. With respect to each Related Premises situate in the state of Florida,
notwithstanding anything in this Lease to the contrary, the following
provisions shall apply:
(a) THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE THE
RIGHT EACH OF THEM MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY
LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH
THIS LEASE, AND ANY AGREEMENT CONTEMPLATED TO BE EXECUTED IN CONJUNCTION
HEREWITH, OR THE COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER
VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY (INCLUDING, WITHOUT LIMITATION,
ANY ACTION TO RESCIND OR CANCEL THIS LEASE AND ANY CLAIMS OR DEFENSES
ASSERTING THAT THIS LEASE WAS FRAUDULENTLY INDUCED OR IS OTHER WISE VOID
OR VOIDABLE). THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE UNDERSIGNED
TO EXECUTE THIS LEASE.
(b) In compliance with Florida law, Landlord is required to provide the
following notification: "Radon Gas: Radon is a naturally occurring
radioactive gas that, when it has accumulated in a building in sufficient
quantities, may present health risks to persons who are exposed to it over
time. Levels of radon that exceed federal and state guidelines have been
found in buildings in Florida. Additional information regarding radon and
radon testing may be obtained from your county public health unit.
(c) Tenant expressly waives all of the following: (A) the requirement
under Section 83.12 of the Florida Statutes that the plaintiff in his
distress for rent action file a bond payable to the Tenant in at least
double the sum demanded by the plaintiff, it being understood that no bond
shall be required in any such action; (B) the right of Tenant under
Section 83.14 of the Florida Statutes to replevy distrained property; (C)
the right of counterclaim in any action brought by Landlord against Tenant
for damages or for possession of the Leased Premises due to nonpayment of
Rent or any other Monetary Obligation; and (D) the notice requirement set
forth in Section 83.20 of the Florida Statutes.
EXHIBIT G - 1
2. With respect to each Related Premises situate in the state of Indiana,
notwithstanding anything in this Lease to the contrary, the following
provisions shall apply:
(a) The term "Environmental Law", as defined in Paragraph 2 of this Lease,
includes, without limitation, all of the Environmental Management Laws, as
defined in Ind. Code 13-11-2-71.
(b) Tenant waives, to the fullest extent permitted by Applicable Indiana
Law (as defined below), any notice to quit as a condition precedent to
Landlord's remedies under Paragraph 23 of this Lease.
(c) Where any provision of this Lease is inconsistent with any provision
of Indiana Law ("Applicable Indiana Law"), the provisions of Applicable Indiana
Law shall take precedence over the provisions of this Lease, but shall not
invalidate or render unenforceable any other provisions of this Lease that can
be construed in a manner consistent with Applicable Indiana Law. Should
Applicable Indiana Law confer any rights or impose any duties inconsistent with
or in addition to any of the provisions of this Lease, the affected provisions
of this Lease shall be considered amended to conform to such Applicable Indiana
Law, but all other provisions hereof shall remain in full force and effect
without modification.
(d) To the extent that Applicable Indiana Law limits (i) the availability
of the exercise of any of the remedies set forth in the Lease, and the right of
Landlord to exercise self-help in connection with the enforcement of the terms
of this Lease, or (ii) the enforcement of waivers and indemnities made by
Tenant, such remedies, waivers, or indemnities shall be exercisable or
enforceable, any provisions in this Lease to the contrary notwithstanding, if,
and to the extent, permitted by Applicable Indiana Law in force at the time of
the exercise of such remedies or the enforcement of such waivers or indemnities
without regard to the enforceability of such remedies, waivers or indemnities at
the time of the execution and delivery of this Lease.
(e) Whenever in this Lease a party is entitled to recover attorneys' fees
in any litigation, such party shall be entitled to recover all expenses and
costs incurred at, before and after trial and on appeal, whether or not taxable
as costs, in such litigation.
(f) Landlord and Tenant agree to execute and record a memorandum of lease
satisfying the requirements of Ind. Code 36-2-11-20, in the office of the County
Recorder in which the Related Premises is located.
(g) Tenant hereby certifies to Landlord that in connection with the sale
and leasing of the Related Premises, Tenant has complied, or will comply, with
the Disclosure Law by (A) the completion and delivery to Landlord of a
disclosure document (the "Disclosure Document") in the form required by Ind.
Code 13-25-3 (the "Disclosure Law"), (B) the timely recording of the Disclosure
Document in the Office of the Recorder of the County in which the Related
Premises is located, and (C) the timely filing the Disclosure Document in the
Office of the Indiana Department of Environmental Management; or Tenant has
determined after diligent investigation, and Tenant hereby certifies to
Landlord, that the
EXHIBIT G - 2
Related Premises does not constitute "property" under the Disclosure Law, and
therefore, delivery, filing and recording of a Disclosure Document is not
required, because:
(A) the Related Premises does not contain (1) or more facilities
that are subject to reporting under Section 312 of the Federal Emergency
Planning and Community Right-to-Know Act of 1986 (42 U.S.C. 11022);
(B) the Related Premises is not the site of one (1) or more
underground storage tanks for which notification is required under: (A) 42
U.S.C. 6991(a) and (B)Ind. Code 13-23-1-2(c)(8)(A); or
(C) the Related Premises is not listed in the Comprehensive
Environmental Response, Compensation and Liability Information System
(CERCLIS) in accordance with Section 116 of CERCLA (42 U.S.C. 9616).
(h) Tenant hereby waives, to the fullest extent permitted by Applicable
Indiana Law, relief from valuation and appraisement laws and Tenant covenants
and agrees that any judgment obtained by Landlord against Tenant may be executed
in the State of Indiana without relief from such valuation and appraisement
laws.
EXHIBIT G - 3
3. With respect to each Related Premises situate in the state of Texas,
notwithstanding anything in this Lease to the contrary, the following
provisions shall apply:
(a) The term "Environmental Law", as defined in Paragraph 2 of this Lease,
includes, without limitation, Chapter 26 of the Texas Water Code and Chapter 361
of the Texas Health & Safety Code"
(b) The term "Legal Requirements" as defined in Paragraph 2 of this Lease
includes, without limitation, the Texas Assessibilities Act.
(c) Without limiting anything contained in Paragraph 7(a)(i), Landlord and
Tenant agree that each provision of this Lease for determining charges, amounts
and Additional Rent payable by Tenant is commercially reasonable and, as to each
such charge or amount, constitutes a "method by which the charge is to be
computed" for purposes of Section 93.012 of the Texas Property Code.
Furthermore, Landlord and Tenant are knowledgeable and experienced in commercial
transactions and agree that the provisions of this Lease for determining
charges, amounts and Additional Rent payable by Tenant are commercially
reasonable and valid even though such methods may not state a precise
mathematical formula for determining such charges.
4. With respect to each Related Premises situate in the state of Louisiana,
notwithstanding anything in this Lease to the contrary, the following
provisions shall apply:
(a) The term "lien" will also mean a privilege. The term "real property"
will mean "immovable property" as that term is used in the Louisiana
Civil Code. The term "personal property" will mean "movable
property" as that term is used in the Louisiana Civil Code. The term
"easement" will include "servitude" as that term is used in the
Louisiana Civil Code. The term "building" will also include "other
constructions" as that term is used in the Louisiana Civil Code. The
term "tangible" will mean "corporeal" as that term is used in the
Louisiana Civil Code. The term "intangible" will mean "incorporeal"
as that term is used in the Louisiana Civil Code. The term "fee
simple estate" will mean "full ownership interest" as that term is
used in the Louisiana Civil Code. The term "condemnation" will
include "expropriation" as that term is used in Louisiana law. The
term "receiver" will include "keeper" as that term is used in
Louisiana law. The term "county" will mean "parish" as that term is
used in Louisiana. The term "conveyance in lieu of foreclosure" or
"action in lieu thereof" will mean "giving in payment" as that term
is used in the Louisiana Civil Code and "dation en paiement". The
term "joint and several" will mean "solidary" as that term is used
in the Louisiana Civil Code. The term "Uniform Commercial Code" will
mean the Louisiana Commercial Laws, La. R.S. Section 10:9-101 et
seq.
(b) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, TENANT HEREBY
WAIVES ALL REPRESENTATIONS AND WARRANTIES ON THE PART OF LANDLORD,
WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ALL
WARRANTIES WITH RESPECT TO THE MATTERS
EXHIBIT G - 4
DISCLAIMED BY LANDLORD IN THE LEASE ALL WARRANTIES THAT THE LEASED
PREMISES ARE FREE FROM DEFECTS OR DEFICIENCIES, WHETHER LATENT OR
PATENT, ALL WARRANTIES THAT THEY ARE SUITABLE FOR TENANT'S USE, AND
ALL WARRANTIES UNDER LA. CIV. CODE ARTS. 2692-2704 OR ANY OTHER
PROVISION OF LOUISIANA LAW. TENANT FURTHER WAIVES ANY AND ALL RIGHT
TO REQUIRE LANDLORD TO MAKE ANY ALTERATIONS, ADDITIONS, OR CHANGES
TO THE LEASED PREMISES AND AGREES THAT NO DEFECT OR DEFICIENCY IN
THE LEASED PREMISES, WHETHER LATENT OR PATENT, WILL RELIEVE TENANT
OF ITS OBLIGATION TO PAY RENT OR ANY OF ITS OTHER OBLIGATIONS UNDER
THIS LEASE.
(c) Tenant hereby expressly acknowledges that the Landlord intends to
assign this Lease and the Monetary Obligations hereunder to a third
party assignee and, notwithstanding any provision to the contrary,
Tenant specifically assumes the risk of any disruption, interruption
or loss, either total or partial, of the Tenant's peaceable
possession of the Leased Premises for any reason whatsoever,
specifically waives all warranties against such disruption,
interruption or loss, and unconditionally and absolutely consents to
make payments of Monetary Obligations to such third party assignee
without the benefit of abatement, deduction, deferment or reduction
of or set off against Monetary Obligations, but reserves any right
that it may have to proceed against the Landlord for any default
under this Lease, or for any denial of the Tenant's peaceable
possession of the Leased Premises. The Tenant acknowledges that this
provision is a bargained-for-covenant without which the Landlord
would not have entered into this Lease.
(d) Tenant hereby assumes full responsibility for the condition of the
Leased Premises throughout the Term for all purposes, including,
without limitation, for purposes of La. R.S. section 9:3221.
(e) Tenant hereby waives all right to be reimbursed or compensated for
any Work that becomes the property of Landlord.
(f) Any conveyance of the Leased Premises by Landlord to Tenant shall be
"as is - where is," with a full waiver of all express and implied
warranties of title and condition, and the Act of Cash Sale
(referred to as a "special warranty deed" in Paragraph 20(b) below)
pursuant to which Landlord conveys title to Tenant with no warranty
except as set out below and containing the following warranty
waivers (in the language set out below, "Buyer" will refer to
Tenant, "Seller" will refer to Landlord, and "Property" will refer
to the Leased Premises):
"Buyer has inspected the title to and condition of the
Property and is completely aware of and satisfied with its
current title and condition. This sale, transfer and
conveyance is made "as is-where is" without any warranty,
guaranty, or representations by Seller as to the title to or
condition of the Property other than warranty of
merchantability of title as
EXHIBIT G - 5
to Seller's own acts with respect to the lien of and security
interest created by any mortgage or assignment placed on the
Property by Seller and liens, privileges, exceptions and
restrictions on, against or relating to the Property which
have been created by or resulted solely from acts of Seller
after the date of that certain Lease dated as of March 31,
2004 by and between Seller and Buyer (the "Lease"), unless the
same are Permitted Encumbrances (as defined in the Lease) or
were created with the concurrence of Buyer or as a result of a
default by Buyer under the Lease. Seller hereby expressly
disclaims and Buyer hereby expressly waives any and all
warranties whatsoever, either oral or written, expressed or
implied, made by Seller or any other person or entity or
implied by law with respect to the Property, other than
warranty of merchantability of title as to Seller's own acts
with respect to the matters described above, with the
warranties waived herein including, without limitation, any
and all warranties of title or peaceable possession (other
than warranty of merchantability of title as to Seller's own
acts as to the matters described above) or as to zoning or
restrictions affecting the Property, any and all warranties as
to the condition of the Property or any of its components or
parts or contents or any improvements, fixtures, or equipment
forming a part thereof, any and all warranties with respect to
the fitness or suitability of the Property for Buyer's
business or any other particular or general use or purpose,
and any and all warranties with respect to the condition of
the Property under La. Civ. Code art. 2475, and any and all
warranties whatsoever under La. Civ. Code arts. 2477 through
2548 or any other provision of law. Buyer expressly
acknowledges the foregoing and waives any and all right or
cause of action that Buyer has or may have to rescind or
resolve this transfer or to demand a reduction in purchase
price based upon the existence of any redhibitory or other
vices, defects, or other deficiencies in the Property or any
improvements, fixtures, or equipment forming a part thereof,
based upon the unsuitability of the Property or any of its
components or parts for Buyer's intended use or any other use,
based upon any eviction of Buyer, in whole or in part, or
based upon any other claimed breach of warranty or other
matter whatsoever, this transfer being otherwise entirely at
Buyer's sole peril and risk, provided, however, that Seller
will remain liable for breach of its warranty of
merchantability of title as to its own acts with respect to
the matters described above. Buyer acknowledges and agrees
that the foregoing disclaimers and waiver of warranties have
been fully explained to Buyer and that Buyer understands the
same. Buyer and Seller jointly acknowledge and agree that the
foregoing waivers and disclaimers are of the essence of this
transaction and the same would not otherwise have been entered
into or consummated without them.
Without limiting the generality of the foregoing, Buyer hereby
expressly waives, and releases Seller from, any claims,
demands, causes or rights of action, in reimbursement,
contribution or otherwise, that Buyer has or may have against
Seller arising out of damages, losses or liabilities incurred
by or imposed on Buyer or its successors or assigns
EXHIBIT G - 6
based upon the existence of any asbestos and/or any other
Hazardous Materials in, on or under the Property. "Hazardous
Materials" means any substance or substances: (i) the presence
of which requires investigation or remediation under any
federal, state or local statue, regulation, ordinance, order,
action, policy or law; or (ii) which is or becomes defined as
a "hazardous waste," hazardous substance," pollutant or
contaminant under any federal, state or local statute,
regulation, rule or ordinance or amendments thereto including,
without limitation, the Comprehensive Environmental Response,
Compensation and Liability Act (42 U.S.C, section 9601 et
seq.) and/or the Resource Conservation and Recovery Act (42
U.S.C. section 6901 et seq.); and/or the Louisiana
Environmental Quality Act (La. R.S. section 30:2001 et seq.);
or (iii) which is toxic, explosive, corrosive, flammable,
infectious, radioactive, carcinogenic, mutagenic, or otherwise
hazardous and is or becomes regulated by any governmental
authority, agency, department, commission, board, agency or
instrumentality of the United States, the State of Louisiana
or any political subdivision thereof."
(g) The following text shall be deemed added to Paragraph 21 (d):
"For purposes of each Related Premises situate in Louisiana, as
security for performance of its obligations under this Lease up to, but not in
excess of a maximum amount outstanding from time to time, one or more times, of
$1,215,485,180, Tenant hereby collaterally assigns to Landlord all right, title,
and interest of Tenant in and to all subleases now in existence or hereafter
entered into for any or all of the Leased Premises, and any and all extensions,
modifications, and renewals thereof and all rents, issues and profits therefrom.
This collateral assignment shall become absolute automatically as provided in
La. R.S. Section 9:4401 upon the occurrence of an Event of Default, and at that
time, Landlord shall have the right to give notice to the subtenants and receive
the rents, issues, and profits directly, and all of its other rights and
remedies under this Lease and at law."
(h) The following text shall be deemed added to the end of Paragraph
23(a)(i) and the end of Paragraph 26:
"Tenant hereby waives all notice to vacate."
EXHIBIT G - 7
(i) The following text shall be deemed added to the end of the last
sentence of Paragraph 40(g): "or, for purposes of Louisiana law,
solidary."
5. With respect to each Related Premises situate in the state of Maryland,
notwithstanding anything in the Lease to the contrary, the following
provisions shall apply:
(a) Paragraph 11 (b) of the Lease is hereby deleted in its entirety and
the following paragraph is inserted in its place:
Neither this Lease, nor any memorandum of leas or any other
instrument or document that publishes or otherwise gives
actual or constructive notice of this Lease or its terms shall
be recorded in the Land Records of Price George's County,
Maryland.
(b) Paragraph 23(a)(i) of the Lease is hereby amended so that
immediately following the fifth sentence of such subsection, which
fifth sentence concludes with "remove any Persons or property
therefrom", the following sentence is inserted:
Without limiting, and in furtherance of, the foregoing, Landlord may
bring an action or actions for possession of the Leased Premises pursuant to
Title 8, Subtitle 4 of the Real Property Article of the Annotated Code of
Maryland, as amended; and may proceed by an action for distress and sale of the
goods there found to levy the rent due, pursuant to Title 8, Subtitle 3 of the
Real Property Article of the Annotated Code of Maryland.
EXHIBIT G - 8
EXHIBIT H
TENANT'S POST-CLOSING ENVIRONMENTAL OBLIGATIONS
At Tenant's sole cost and expense, Tenant (i) shall promptly retain (or
cause to be retained) ATC Associates ("ATC") for the purposes of implementing
ATC's March 29, 2004 Proposal #05-2004-042, "PROPOSAL FOR LTD SITE ASSESSMENT
(3-MW INSTALLATIONS) & SEMI-ANNUAL MONITORING ACTIVITIES FOR THREE YEARS" for
the Related Premises situate in Ocoee, Florida (the "Monitoring Work") and, (ii)
on or prior to September 30, 2007, shall cause ATC to (a) complete the
Monitoring Work, (b) issue a report in favor of Lender and Landlord containing
the results of the Monitoring Work, and (c) certify to Landlord and Lender that
ATC has been paid in full with respect to the Monitoring Work and the associated
report.
Copies of all correspondence with ATC, including all reports
prepared by ATC in accordance with the proposal shall be send to Landlord via
overnight delivery to:
Reed Smith LLP UH Storage (DE) Limited Partnership
Attention: Louis A. Naugle, Esquire c/o W. P. Carey & Co., LLC
435 Sixth Avenue 50 Rockefeller Plaza, 2nd Floor
Pittsburgh, PA 15219 New York, NY 10020
412-288-8586 (tel) Attention: Donna Neiley
412-288-3063 (fax)
1naugle@reedsmith.com
EXHIBIT H-1
