Exhibit 10.9
LEASE
THIS INDENTURE, made this 1st day of October, 1997, by and between J.P.
PROPERTIES, a South Dakota partnership, Lessor and M-TRON INDUSTRIES, INC., a
corporation, Lessee,
WITNESSETH:
1. That Lessor, in consideration of the rents and covenants hereinafter
mentioned, does hereby demise, lease and let unto the Lessee, and the Lessee
does hereby hire and take from the Lessor, the following described premises,
situated in the County of Yankton and State of South Dakota:
That certain building located on Xxxx 0, 0, xxx 0, Xxxxx 1, in
that part of the City of Yankton, South Dakota, platted and known
as "Todd's Yankton," and including the 75' parking lot to the
north.
2. To have and to hold said premises as they are without any liability
or obligation on the part of Lessor of making any alterations, improvements or
repairs of any kind on or about said premises, except as hereinafter specified,
for the term of three (3) years from October 1, 1997, for the purpose of
purchasing, acquiring, processing, manufacturing, distributing and selling
radio, electrical, television and electronic parts and equipment, and all
kindred lines of a like nature and business, yielding and paying therefore the
rent of $2,200.00 per month.
3. And Lessee does covenant to pay the rent in equal monthly payments
in advance, to-wit: The sum of $2,200.00 on or before the first day of every
month during said term, at Yankton, South Dakota. Lessee agrees to pay, as
additional rental, any increase in real estate taxes on the above-described
property, together with one-half of any
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special assessments against the above-described property. Increases in real
estate taxes shall be measured using the real estate taxes assessed for 1996,
payable in 1997, as the base year. The increase in taxes shall be determined on
or before April 30 of each year under the term of this lease, and any increase
so determined on or before April 30 of each year under the term of this lease,
and any increase so determined shall be paid in a lump sum within 30 days after
notice by Lessor or Lessee. Lessee shall not be entitled to any reduction of
rental by reason of any reduction in real estate taxes below the taxes assessed
for 1996. Lessee will keep and maintain the said premises during the aforesaid
term, and quit and deliver up the said premises to the Lessor peaceably and
quietly at the end of the aforesaid term or extensions, or at any previous
termination thereof for any cause, in as good order and condition and state of
repair, reasonable use and wearing thereof and accident by the elements alone
excepted, as the same now are or may be put into by the Lessor.
4. The said Lessee will keep said premises continually in a neat, clean
and respectable condition, and will keep the parking lots and sidewalks in front
and along said premises cleared of ice and snow, or other obstructions or
objectionable things. Also all ashes, garbage and refuse of any kind to be
removed at the Lessee's expense. The said Lessee will not make or suffer any
waste thereon or thereof, and shall be entitled to assign and sub-let said
premises or any part thereof upon written consent of the Lessor. Such consent
shall not be unreasonably withheld. Said Lessee also agrees to replace all glass
broken on said premises during said term, and pay for all city water used
thereon during the same time, and not to use said premises or any part thereof
for any purpose called extra hazardous by insurance companies.
5. If said monthly payments, or any of them, are not paid when they
become due and remain unpaid for ten (10) days after written notice of
nonpayment is sent
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by Lessor to Lessee; or if said leased premises shall be appropriated to or used
for any other purpose or use than is hereinbefore specified, or any damage or
waste shall be made thereon; or if any part of said premises shall be underlet,
or this Lease be assigned without the consent of the Lessor, or if any term,
condition, or covenant of the Lease on the part of the said Lessee to be by said
Lessee kept or performed, shall be violated or neglected, and any of said
conditions or circumstances continue for thirty (30) days after written notice
is sent by Lessor to Lessee, then, and in either of said cases the said Lessee
does hereby authorize and fully empower said Lessor or his agent to cancel and
annul this Lease at once, and to re-enter, and take possession of said premises
immediately, and by force if necessary, without any previous notice, or
intention to re-enter and remove all persons and their property therefrom, and
to use such force and assistance in effecting and perfecting such removal as
said Lessor may deem advisable to recover at once full and exclusive possession
of all said demised premises, whether in possession of said Lessee or of third
persons, or vacant; or said Lessor or its agents may, at its option, at any time
after such default or violation of condition or covenant, re-enter and take
possession of said premises, without such re-entering working a forfeiture of
the rents to be paid and the covenants to be kept by said Lessee for the full
term of the Lease. Lessee, at all times during the term hereof, shall permit
inspection of the premises by Lessor or Lessor's agents and shall permit access
to Lessor and Lessor's agents for purposes of performing Lessor's duties under
this lease.
6. Lessee agrees to pay for all utilities.
7. Lessee, at its own cost and expense, shall maintain liability
insurance protecting and indemnifying it against any and all claims for injury
or damage to persons
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or property, or for the loss of life or property occurring upon, in or about the
property described herein in minimum amounts of protection of not less that
$500,000 per occurrence, and not less than $1,000,000 aggregate. Lessor shall be
listed as an additional insured on all such policies.
8. Should a substantial portion of the leased premises be substantially
damaged by fire or other casualty, or be taken by eminent domain, the Lessor may
elect to terminate this lease. When such fire, casualty or taking renders the
leased premises substantially unsuitable for their intended use, a just and
proportionate abatement of rent shall be made, and the Lessee may elect to
terminate this lease if: (a) the Lessor fails to give written notice within 30
days of intention to restore the leased premises; or (b) the Lessor fails to
restore the leased premises to a condition substantially suitable for their
intended use within 90 days of said fire, casualty or taking. The Lessor
reserves, and the Lessee grants to the Lessor, all rights which the Lessee may
have for damages or injury to the leased premises for any taking by eminent
domain, except for damage to the Lessee's fixtures, property or equipment.
Lessor and Lessee further agree that each forfeits any right of action
that it may later acquire against the other of the parties to this agreement for
loss or damage to its property, or to property in which it may have an interest,
where such loss is caused by fire or any of the Extended Coverage hazards and
arises out of or is connected with the leasing of the above-described premises.
9. No change shall be made in the interior of the building upon the
leased premises, unless written consent to such change is first obtained from
Lessor. If so
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consented to by the Lessor, the expense of making such change shall be paid by
Lessee, and Lessee may remove such improvement in a careful manner.
10. Lessor agrees to maintain and pay for outside repairs to the roof,
walls and windows of the building to keep in repair, damage and/or maintenance
due to the fault of Lessee, or its employees, shall be paid for by Lessee,
Lessee agrees to maintain the three (3) heating and air conditioning units on
the first floor level and the one (1) Modine heating unit in the basement area
previously installed in the premises by Lessor. With respect to these units,
Lessee further agrees to be responsible for any necessary repair or replacement
of said units, which units shall remain the property of Lessor upon termination
of this lease. Lessee agrees to provide all additional heating and/or air
conditioning units, which units, if installed by Lessee, shall be considered
personal property and Lessee shall be entitled to remove such additional units
at any time during the term hereof or upon its termination or expiration.
11. The parties agree that Lessee shall be and is hereby granted two
options to renew this lease for successive three (3) year periods, with the
first option commencing on October 1, 2000, and terminating on September 30,
2003, and with the second option commencing on October 1, 2003, and expiring on
September 30, 2006. In the event Lessee elects to exercise its option or
options, Lessee agrees to give Lessor notice, in writing, of its election not
less than 90 days prior to the new term commencement date. Upon receipt of said
notice, the parties agree to attempt reasonably to determine the rental for the
renewal period. In the event the parties are unable to agree upon a rental for
the renewal
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period, this lease shall terminate, and all of Lessee's rights herein shall end
on the day of the current lease term.
12. It is mutually agreed, that all the covenants, terms and conditions
of this Lease shall extend, apply to and firmly bind the heirs, executors,
administrators and assigns of the respective parties hereto as fully as the
respective parties are themselves bound.
IN WITNESS WHEREOF, the parties hereto have executed this instrument on
the day and year first above written.
J.R. PROPERTIES
By /s/ XXXX XXXXXXXXXX XXXXX
-----------------------------------------
Xxxx Xxxxxxxxxx Xxxxx
Lessor
M-TRON INDUSTRIES, INC.
a corporation
By /s/ ILLEGIBLE
-----------------------------------------
Its
Lessee
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[LOGO] M-TRON INDUSTRIES, INC.
--------------------------------------------------------------------------------
X.X. Xxx 000 000 Xxxxxxx Xxx. Xxxxxxx, XX 00000
Phone # 000-000-0000 FAX # 000-000-0000
August 3, 2000
Xx. Xxxx Xxxxxxxxxx/Xxxx Xxxxxxxxxx Xxxxx
J and R Properties
0000 Xxxxxxx
Xxxxxxx, XX 00000
RE: Loan Agreement Option
Dear Xx. Xxxxxxxxxx and Xx. Xxxxx:
Further to a loan agreement signed in April 1988, please be advised that it is
M-tron's intention to exercise its option commencing October 1, 2000 and
expiring September 30, 2003
We await you word on the exact rate as determined in the lease and remain.
Yours sincerely,
/s/ Xxxxx X. Xxxx
-----------------
Xxxxx X. Xxxx
Xx. VP Finance
DLR:pjk
J & R Properties
0000 Xxxxxxx
Xxxxxxx, XX 00000
August 28, 2000
M-Tron Industries
Attn: Xxxxx Xxxx
XX Xxx 000
Xxxxxxx, XX 00000
Dear Xx. Xxxx
Thank you for your correspondence regarding M-Tron's intention to exercise its
option for lease commencing October 1, 2000 and expiring September 30, 2003.
We would like to renew the lease for this period at the rate of $2,255.00 per
month with other terms and conditions of the lease remaining the same.
Please let us know at your earliest convenience if this is acceptable.
Sincerely
/s/ Xxxx XxxXxxxxxx Xxxxx
-------------------------
J & R Properties
Xxxx XxxXxxxxxx
Xxxx XxxXxxxxxx Xxxxx
[LOGO] M-TRON INDUSTRIES, INC.
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X.X. Xxx 000 000 Xxxxxxx Xxx. Xxxxxxx, XX 00000
Phone # 000-000-0000 FAX # 000-000-0000
August 29, 2000
Xx. Xxxx Xxxxxxxxxx and Xxx. Xxxx Xxxxxxxxxx Xxxxx
J and R Properties
0000 Xxxxxxx
Xxxxxxx, XX 00000
RE: Loan Agreement Option
Dear Xx. Xxxxxxxxxx and Xxx. Xxxxx,
Xxxxx Xxxx has requested that I contact you regarding the rent option
commencing October 1, 2000 and expiring September 30, 2003. M-tron Industries,
Inc. agree to your terms of $2,255.00 per month with all other terms and
conditions of the lease remaining the same.
Sincerely yours,
/s/ Xxxxx Xxxxxxxx
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Xxxxx Xxxxxxxx
Controller
