Exhibit 10.16
LEASE
This lease is made and entered into the 14th day of January 2004 by and between
Southern Connecticut Bancorp, Inc., hereafter called the LESSEE, whose address
is 000 Xxxxxx Xxxxxx, Xxx Xxxxx, Xxxxxxxxxxx 00000, and the City of New London,
hereafter called the LESSOR whose address is 000 Xxxxx Xxxxxx Xxx Xxxxxx XX
00000.
WITNESSETH: The parties hereto for the consideration hereinafter mentioned
covenant and agree as follows:
1. The LESSOR hereby leases unto the LESSEE approximately 4,341 square feet
(s.f.) of space on the 1st floor of the former Coastal Savings Bank main office
building on 00 Xxxxxxx Xxxxxx in New London, herein after referred to as the
"premises" for the entire lease term and any extension thereof, together with
all appurtenances thereto including. parking lot for six (6) spaces and drive-up
and entrance lanes included in the parcel labeled proposed Lot I as shown on
Exhibit A. Plan of Land on Masonic Street and Xxxxxx X'Xxxxx Drive prepared for
the RTC by Guerriere and Xxxxxx, Inc. dated 1/27/95 together with the use of the
right of way from Xxxxxx XXxxxx Drive through proposed Lot 2 as shown on Exhibit
A. LESSOR further agrees that said lease shall include the bathrooms and
employee lounge located in the basement and all improvements and fixtures of the
LESSOR now located or to be located in said building and all rights to means of
ingress into and egress out of the building. The parties agree that the premises
shall be for the non-exclusive use of tile LESSEE as the parties recognize that
access to the second and third floors, and to the vault in the basement, all
pass' through the leased premises.
2. The LESSEE is to have and to hold the Premises for the term of five (5) years
from the commencement date of January 1, 2004 and ending December 31, 2008.
3. LESSEE shall have right to install signs on exterior of building so long as
such signs conform to sign criteria established by City of New London.
Additionally, LESSOR will arrange for a directional sign for LESSEE on Xxxxxx
X'Xxxxx Drive at right of way entrance to parking lot of the building containing
the premises.
4. The LESSEE agrees, at its expense, to renovate and improve the Premises in
accordance with plans to be mutually agreed upon.
5. For years one (1) through five (5), LESSEE shall pay LESSOR Rent in the
amount of Forty-Five Thousand, Five Hundred and Eighty Dollars and fifty cents
($45,580.50) per year, payable in equal monthly installments on the first day of
each calendar month of Three Thousand, Seven Hundred Ninety-Eight dollars and
thirty eight cents ($3,798.38). Additionally, LESSEE agrees to pay 40% of taxes
assessed on the building containing the premises within 30 days of receipt of a
billing for such taxes, as additional rent.
Rental for occupancy of less than a full calendar month at the termination or
during any partial interruption of this lease shall be prorated by dividing the
monthly Rent by thirty and multiplying the resulting quotient by the number of
days of occupancy.
5a Initial period of agreement:
$10.50 x 4,341 sq. ft. = $45,580.50
The parties agree to three subsequent option periods as follows:
Option 1: years 6- 10 $11.75 X 4,341 sq. ft = $51,007
Option 2: years 11-15 $13.15 x 4,341 sq. ft = $57,085
Option 3: years 16-20 $14.75 x 4,341 sq. ft = $64,030
6. The LESSEE shall notify the LESSOR, in writing, not later than six months
prior to the termination of the initial term and any subsequent terms of this
lease of the LESSEE's intention to so renew.
7. If notice of intent to renew is not given, upon reasonable notice to LESSEE,
LESSOR shall have the right during the last 120 days of any term to show the
Premises, at reasonable times and without disturbance to LESSEES use of the
Premises, to such, persons who may be interested in purchasing, leasing or
otherwise acquiring an interest in the Premises.
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8. The LESSOR shall furnish the following to the LESSEE: electricity; heat;
air-conditioning; hot and cold running water; pest control. LESSEE agrees to pay
LESSOR, as Additional Rent, 40% of the cost of utilities for the building within
thirty (30) days of receipt of a billing for such utilities. LESSOR shall not be
liable for any interruption, curtailment, stoppage or suspension of such
utilities when necessary by reason of accident or emergency or suspension of
utility services or when necessary due to repairs, alterations, replacements or
improvements.
9. The Premises shall be used for operation of a full service banking main
office and no other purpose whatsoever without LESSORS prior written consent. So
long as LESSEE is not in default under this instrument, LESSOR shall not enter
into a lease or other instrument with any person for the use of any portion of
the building containing the premises to any mutual savings bank, finance
company, loan business, thrift institution, commercial bank, savings and loan
association or savings bank or allow a sublet or assignment for such use.
10. The LESSOR shall maintain the Premises in good repair and tenantable
condition. For the purpose of so -maintaining said Premises, the LESSOR may at
reasonable times, and with the approval of the authorized representative of the
LESSEE in charge, inspect the same and make any necessary repairs thereof. If
the LESSOR fails to do so within a reasonable time after notice from the LESSEE,
the LESSEE in its discretion may make the necessary repairs and deduct the cost
thereof and expenses connected therewith from the Rent due or to become due
under the terms of this lease or may recover all or any portion of such cost and
expenses by other appropriate means.
Any costs of repairs resulting from LESSEES negligence, or that of its officers,
servants, agents or employees shall be for the sole account of LESSEE and LESSEE
shall pay LESSOR all such costs that are incurred by LESSOR as Additional Rent.
Notwithstanding the foregoing, the LESSEE agrees to be responsible for the
maintenance, cleanup and plowing of that portion of the parking lot referred to
in Paragraph I and sidewalk areas of the building.
11. If, during the term hereof, the Premises are partially damaged by fire or
other casualty, LESSOR shall repair such damage and restore the Premises to
substantially their condition prior to the time of damage. If, however, during
the term hereof the Premises are substantially damaged or destroyed by fire or
other casualty, either party shall have the right to terminate this lease by
giving written notice thereof to the other party not later than sixty (60) days
after such damage or destruction. If said right is exercised, this lease shall
cease as of the date of said damage or destruction. In the event neither party
exercises said right, LESSOR shall restore the Premises to substantially their
condition at the time of said damage or destruction, provided that if the LESSOR
determines, in its opinion, that its insurance proceeds are insufficient to
restore the Premises, LESSOR may, at its election, give written notice to
LESSEE, within sixty (60) days after it determines the amount of its insurance
proceeds, that it is terminating this lease. If said right is exercised, this
lease shall terminate as of the date of said damage or destruction.
12. If all or part of the Premises becomes unfit for use as banking office
space, the LESSOR shall put the same in satisfactory condition. If the LESSOR
does not do so or fails to do so with reasonable diligence, the LESSEE, in its
discretion, may cancel the lease provided it gives LESSOR thirty (30) days prior
written notice and LESSOR does not cure said condition within said thirty (30)
day period provided that if said condition cannot be cured with due diligence
within said thirty (30) day period, the LESSOR may have longer time to cure so
long as LESSOR proceeds promptly to cure the failure within said period and it
prosecutes the cure to completeness with due diligence. for any period said
Premises or any part thereof is unfit for the purposes leased, the Rent shall be
abated in. proportion to the area leased rendered unavailable, to the LESSEE by
reason of such condition effective from the date LESSOR receives written
notification from LESSEE of said condition and until said condition is cured.
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13. The LESSEE may not sublet all or any part of the Premises or assign this
lease without the LESSORS prior written approval, which approval shall not be
unreasonably withheld. The LESSEE shall not be relieved from any obligation
under the lease by reason of any such subletting or assignments.
14. The LESSEE shall have the right at any time during the continuance of this
lease, or within thirty (30) days after its termination to sever, remove or
otherwise dispose of all property owned by the LESSEE and placed on the Premises
by the LESSEE during the duration of this lease, provided that any damage to the
Premises caused by such removal shall be repaired by the LESSEE.
15. At the expiration or other termination of this lease, the LESSEE will
surrender the Premises in as good condition as that existing at the time of
entering upon the same under this lease, except for reasonable use and wear
thereof, damage by the elements, fire or other unavoidable casualties and except
for any alterations or additions which may have been made by the LESSOR or by
the LESSEE with the written consent of the LESSOR and which were made with the
understanding that they would not be removed by the LESSEE.
16. If at the expiration or termination of this -lease, the LESSEE shall hold
over for any reason. The tenancy of the LESSEE thereafter shall be from month to
month.
17. At all times during the term of the lease and occupancy of the Premises by
LESSEE, LESSEE shall maintain at its sole expense, comprehensive public
liability insurance with not less than one million dollars combined single limit
coverage on an occurrence basis. All insurance policies required hereunder shall
name LESSOR as an insured. LESSEE shall provide LESSOR with certificates of
insurance evidencing that the required insurance is in full force and effect
and, within thirty (30) days before any such insurance expires, other
certificates evidencing its renewal. No policy shall be cancelable or subject to
reduction of coverage except upon thirty (30) days prior written notice to
LESSOR.
18. If the whole Premises or substantially all of the Premises shall be lawfully
taken by condemnation or eminent domain. This lease shall cease as of the date
title vests in the condemning authority. If 10% or more of the Premises, but
less than the whole or substantially all of the Premises, be taken by
condemnation or eminent domain, either party may, at its option, terminate this
lease by giving notice to the other within ninety (90) days after the date of
taking. This lease shall terminate on the date such notice shall be given. Upon
a partial taking and this lease continuing in force, the Rent shall be adjusted
according to the rentable area remaining.
In the event of any taking, partial or whole, all of the proceeds of any award,
judgment or settlement payable by the condemning authority shall be and remain
the sole and exclusive property of the LESSOR and LESSEE shall not be entitled
to, any portion of such award, judgment or settlement received by LESSOR from
such condemning authority. LESSEE, however, may pursue its own claim against
condemning authority for any damage or award submitted under the laws of the
State of Connecticut to be paid to the LESSEE without diminishing or reducing
the award, judgment or settlement received by LESSOR.
19. LESSEE shall not permit any mechanic's lien or other lien or charge to be
filed against the Premises by reason of any act of LESSEE. If any such
mechanic's lien or other lien or charge is filed against any portion of the
Premises, LESSEE shall, at its expense, immediately cause the same to be
discharged of record. In the event of default of LESSEE, the LESSOR may recover
all costs necessary to release said lien including damages and reasonable
attorneys' fees as additional rent.
20. The LESSEE represents it has not dealt with any real estate agent or broker
in connection with this lease and agrees to indemnify the LESSOR and hold it
harmless against the claims of any other broker(s) arising out of its actions.
21. In addition to any other default specified herein, the following shall
constitute a default under this lease: any failure by LESSEE or LESSOR to
observe or perform any of the other terms, covenants, and conditions of this
lease and said failure continues for thirty (30) days or more after receipt of
written notice from the other party specifying the failure and demand that it be
cured, provided that if said failure cannot with due diligence be
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wholly cured within the thirty (30) day period, the LESSOR or the LESSEE, as the
case may be, may have longer time to cure so long as the party proceeds promptly
to cure the failure within said period and prosecutes the cure to completion
with due diligence. Upon the occurrence of a default by the other party, either
party at its option, may terminate this lease by giving thirty (30) days written
notice. If either party terminates this lease as herein provided, then, in that
event, the LESSOR may reenter and repossess the leased premises and may recover
possession thereof in the manner prescribed by the statute relating to summary
process; no reentry and repossession of the leased premises shall be deemed to
absolve or discharge the LESSEE from the performance of its obligations
hereunder.
22. Notices from the LESSEE to the LESSOR shall be sufficient if delivered to
the LESSOR or if placed with the United States Postal Service certified mail,
postage prepaid, addressed to the LESSOR at the address shown in this lease.
Notices from the LESSOR to the LESSEE shall be sufficient if delivered or placed
with the United States Postal Service, certified mail, postage prepaid addressed
to the LESSEE at the address shown in this lease. The address of either party
for purposes of this paragraph may be changed by giving notice to the other
party of such change pursuant hereto.
23. No change in ownership shall be binding upon the LESSEE unless and until the
LESSEE has been famished either with the original instrument evidencing such
transfer or a true copy thereof
24. This lease shall be binding upon and shall inure to the benefit of the
parties hereto and their successors and assigns.
25. No prior stipulation, agreement or understanding, verbal or otherwise, of
the parties hereto or their agents shall be valid or enforceable unless embodied
in the provisions of this lease.
26. After the execution of this lease by both parties, the renovation and
improvements to the leased premises as called for in paragraph 4, shall be
completed by the LESSEE.
27. The LESSEE shall not be responsible for any payments or reimbursements under
this lease except those expressly provided herein.
28. This lease is subordinate to any mortgage which has been or may from time to
time hereafter be placed against the lease premises, and subordinate. also to
any and all renewals, modification, consolidation and replacements thereof
Although no instrument or act on the part of the LESSEE shall be necessary to
effectuate such subordination, upon demand by the LESSOR, the LESSEE shall
forthwith execute, acknowledge and deliver to the LESSOR such instrument or
instruments as the LESSOR may request for the purpose of subordinating this
lease (and the interest of the LESSEE in the premises) to the lien thereof In
the event of a foreclosure of any such mortgage or a sale in lieu thereof or a
termination of any underlying lease, the LESSEE, so long as no default exists on
its part under this lease, shall not be disturbed in its occupancy of the
premises, and this lease shall continue in full force and effect with the LESSEE
recognizing and attorning to the then owner of the premises as its LESSOR
hereunder.
29. If the LESSOR brings suit to enforce or covenant or for the breach of any
covenant of this lease, the LESSEE agrees to pay reasonable attorney's fees
incurred by said LESSOR.
30. The LESSEE agrees to pay, and to protect, indemnify, defend and save
harmless the LESSOR from and against any and all liabilities, losses, damages,
costs, expenses (including all reasonable attorney's fees and expenses), causes
of action, suits, claims, demands or judgments of any nature whatsoever arising
from (i) wrongful act or negligence of the LESSEE, its agents, assigns,
servants, employees, licensees, invitees, guests and customers or (ii) any
injury to, or the death of any person or any damage to property in the building
or on any portion of the land leased hereunder by the LESSEE, its agents,
assigns, servants, employees, licensees, invitees, guests and customers.
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31. Any dispute arising out of or relating to this Lease or any breach of this
Lease shall be submitted to and determined in binding arbitration. The
arbitration shall be conducted before and by a single arbitrator selected by the
parties. If the parties have not selected an arbitrator within ten (10) days of
written demand for arbitration, the arbitrator shall be selected by the American
Arbitration Association pursuant to the ten current rules of that association.
The arbitrator shall have authority to fashion such just, equitable and legal
relief as he, in his sole discretion, may determine. Each party shall bear all
its own expenses of arbitration. All arbitration proceedings shall be conducted
in the City of New London, State of Connecticut. The duty to arbitrate shall
survive the cancellation or termination of this Lease. The parties agree that
arbitration shall be a condition precedent to the institution of any action in
any court of law.
IN WITNESS WHEREOF, the parties have: hereunto set their hands.
Signed in the presence of: Southern Connecticut Bancorp, Inc.
/s/ By: /s/ Xxxxxx X. Xxxxxxxx
------------------------ -----------------------------
Xxxxxx X. Xxxxxxxx
Its Chairman & CEO, duly authorized
/s/ X. Xxxxxxx
------------------------
Date signed: 1/14/04
/s/ Xxxx X. XxXxxxxxx
------------------------ CITY OF NEW LONDON
By: /s/ Xxxxxxx X. Xxxxx
-----------------------------
/s/ Xxx-Xxxxx Turbarq Xxxxxxx X. Xxxxx
------------------------ Its City Manager, duly authorized
Date signed: 1/14/04
State of Connecticut)
)ss: New Haven
County of New Haven )
The foregoing instrument was acknowledged before me this 14th day of
January 2004 by Xxxxxx X. Xxxxxxxx, Chairman & Chief Executive Officer, Southern
Connecticut Bailcorp, Inc.
In witness whereof I hereunto set my hand.
/s/ Xxxxxxxxx X. Xxxxxx
Commissioner of Superior Court
NOTARY PUBLIC
My commission expires
State of Connecticut)
)ss:
County of New London)
The foregoing instrument was acknowledged before me this 22nd day of
January 2004 by Xxxxxxx X. Xxxxx, City Manager of the City of New London.
In witness whereof I hereunto set my hand.
/s/ Xxxx X. XxXxxxxxx
Commissioner of Superior Court
NOTARY PUBLIC
My commission expires 4/30/04
