Exhibit 10(u)
COMMERCIAL SUB-LEASE
The Commercial Sub-Lease and Agreement made as of the ____ day of
_________, 1996, between Xxxxx X. Xxxxxx, Xxxx X Xxxx, and Xxxxxx Xxxxxx
Xxxxxxx, (all of whom are hereinafter collectively referred to as "Landlord"),
whose address is x/x Xxxxx X. Xxxxxx, Xxxxx 0, Xxx 000, Xxxxxxxx, Xxxxxxx 00000,
and Cavalier Homes of Alabama, Inc., an Alabama Corporation, (hereinafter
referred to as "Tenant") whose address is P. O. Xxx 000, Xxxxxxx, Xxxxxxx 00000.
Whereas, Landlord has certain buildings, fixtures, equipment, and
property located at or near Xxxxxxx, Xxxxxxx County, Alabama, wherein Landlord
is the Lessee under a Lease Agreement with Option to Purchase with The
Industrial Development Board of the Town of Addison; and,
Whereas, Landlord and Tenant (who will be a sub-lessee of Landlord)
wish to enter into a Commercial Sub-Lease for a period of twenty-four (24)
months with an option to renew for an additional thirty-six (36) months, on the
terms and conditions hereinafter set forth:
1. DESCRIPTION OF PROPERTY: That Landlord has and does hereby lease
(and/or sub-lease) unto the said Tenant equipment, personal property, and
fixtures described in Schedule "A" attached hereto, (hereinafter referred to as
"Equipment"), and does further lease (and/or sub-lease) the following described
real estate, both of which are situated in or near the Town of Addison, County
of Winston, and State of Alabama, (hereinafter referred to as the "Premises"):
(See Attached Schedule "B" for description of the real estate)
TO HAVE AND TO HOLD the Premises unto the Tenant for an original term
of twenty-four (24) months commencing as stated in paragraph 3(b) herein.
2. RENEWAL TERM. (a) (First Option To Renew). Landlord covenants and agrees
that Tenant shall have the automatic option of extending this lease for
thirty-six (36) months on the same terms and conditions as the original lease,
except as hereinafter stated in paragraph 3.1, provided that unless Tenant fails
to give Landlord thirty (30) days written notice prior to the termination of the
original lease term of its intent not to renew the first option in this lease,
the lease shall automatically renew, provided that at the beginning of the first
option period the Tenant is not in default in the payment of rent or any other
provisions in this lease.
3. RENT. Tenant hereby covenants and agrees to pay Landlord rent for the
Premises as follows:
(i) Tenant covenants and agrees to pay Landlord as rent for said
Equipment and Premises the sum of Three Hundred Sixty Thousand and No/100
($360,000.00) Dollars for said term. The first rental payment will be due as set
forth in paragraph 3(b) and on the 6th day of each month thereafter payable in
twenty-four (24) consecutive monthly installments, in advance, of rent being in
the sum of Fifteen Thousand and No/100 ($15,000.00) Dollars per month.
(b) The first rental payment due under the original term of this lease
shall be due and payable as of the 6th day of September,1996.
3.1. OPTION TO RENEW (RENT). In the event Tenant renews this lease at
the end of its original term (first option to renew), Tenant covenants and
agrees to pay Landlord as rent for the Equipment and Premises the sum of
Eighteen Thousand and No/100 ($18,000.00) Dollars per month for the renewal term
to be payable in consecutive monthly installments on the 6th day of each month,
and all other terms and conditions of this lease will remain the same.
4. OPTION TO PURCHASE. (a) Tenant is hereby granted an exclusive option
to purchase the Equipment and Premises by giving ninety (90) days prior written
notice of the exercise of such option to Landlord during the original term of
this lease or during any renewal thereof. (Said option to purchase the Equipment
and Premises being hereinafter referred to as the "Option"). The purchase price
to be paid by Tenant to Landlord at the closing in the event the Option is
exercised and the sale of the Equipment and Premises is consummated pursuant
thereto, shall be the sum of $2,100,000, payable in cash at the closing (the
"Closing") of such sale, and shall be in addition to any rent or other sums
theretofore paid or payable by Tenant to Landlord under this lease through the
period ending on the date of the Closing (the "Closing Date").
(b) In the event Tenant gives notice to Landlord of the exercise of the
Option, Landlord agrees to use its best efforts to acquire title to the
Equipment and the Premises, which shall be fee simple title in the case of the
Premises, from the Industrial Development Board of the Town of Addison,
including, without limitation, curing any defaults under that certain lease
agreement by and between the Board and the Landlord dated as of June 1, 1984
(the "Prime Lease"), thereafter exercising its option to purchase the Equipment
and the Premises under Section 9.4 of the Prime Lease and terminating the Prime
Lease, and otherwise taking such actions as may be necessary to provide for the
redemption of the Bond, the release of the mortgage on the Mortgaged Realty by
the Trustee, and the discharge of the Indenture. Landlord shall be entitled to
make its obligations to acquire such title contingent upon a contemporaneous
closing of the purchase of the Equipment and Premises pursuant to the Option. In
the event Landlord exercises its best efforts as aforesaid, such acquisition of
title shall be a condition precedent to the enforceability against either
Landlord or Tenant of the Option granted hereunder or the exercise thereof.
(c) Tenant shall have the right, at its expense (except as provided in
subsection (d) hereof), to conduct an examination of Landlord's title to the
Equipment and Premises and, in the judgment of Tenant, exercised in good faith
and based upon such examination, if such title is not at any time in a condition
satisfactory to Tenant, Tenant shall have the right to elect not to consummate
the purchase of the Equipment and the Premises by written notice given to
Landlord at any time prior to the consummation of said purchase. Tenant agrees
to give Landlord prompt notice in the event it obtains knowledge of any fact or
matter constituting a defect in Landlord's title, and in the event the title is
defective, Landlord agrees to use its best efforts to promptly correct said
defect. Tenant's election not to consummate the purchase of the Equipment and
the Premises as herein provided shall not affect this lease nor in any way limit
or affect Tenant's right to exercise the Option at
a later time during the term of this lease or any renewal thereof as provided in
subsection (a) of this Section 4.
(d) The Closing of the purchase of the Equipment and Premises provided
for in this Section 4 shall take place at the end of the ninety (90) day notice
period provided for herein, or at such other time as the parties may mutually
agree upon in writing. Conveyance of the Premises shall be made by general
warranty deed with full covenants and warranties of title, free of all
encumbrances except those as may be approved in writing by Tenant, and
conveyance of the Equipment shall be made by a xxxx of sale providing for a sale
in "As Is" condition but free and clear of all liens, against payment in full in
cash of the purchase price provided for herein. Possession shall be given upon
delivery of the deed and xxxx of sale. Landlord shall furnish to Tenant, at
Tenant's expense, a current, standard form title insurance binder with respect
to the Premises issued by a reputable title insurance company in the amount of
the purchase price. The title insurance binder shall show merchantable fee
simple title to the Premises in the Landlord, free and clear of all liens,
encumbrances and exceptions, except as may be otherwise approved by Tenant in
writing prior to the consummation of the sale. Tenant shall bear all charges of
the title company for the title premium for the issuance of the title insurance
policy. Landlord further shall furnish, at Tenant's expense, such reasonable
surveys of the Premises as may be reasonably requested by the Tenant.
(e) The right to exercise the Option shall expire upon the expiration
or earlier termination of the original term of this lease if not renewed, and,
if renewed, upon the expiration or earlier termination of the renewal term of
this lease.
(f) In the alternative to exercising the Option provided for in
subparagraphs (a) through (e) hereof, Tenant shall have the exclusive right and
option (the "Leasehold Option") herein granted by the Landlord to acquire,
subject to the terms and conditions of Section 6.1 of the Prime Lease, the
leasehold interest of the Landlord in the Prime Lease (including the option to
purchase) on any installment payment date, as defined in the Prime Lease. To
exercise the Leasehold Option, the Tenant shall give written notice of the
Landlord not more than ninety (90) days nor less than forty-five (45) days prior
to such installment payment date. The purchase price payable by the Tenant in
the event of the exercise of the Leasehold Option, which shall be payable in
cash at the Closing, shall be $2,100,000. Upon the consummation of such
purchase, the Landlord will assign to Tenant all its right, title and interest
in the Prime Lease, and the Tenant will assume all the obligations of Landlord
under the Prime Lease that accrue after the Closing. Tenant further shall be
entitled to the benefit of the title matters set forth in subparagraph (c) and
(d) hereof. In the alternative to an assignment and assumption of the Prime
Lease, the Landlord and the Tenant recognize and agree that upon the purchase of
the right, title, and interest of the Landlord in and to the Prime Lease
pursuant to the provisions of this subparagraph, the Tenant may elect to
exercise the option to purchase the Project granted in Section 9.4 of the Prime
Lease.
(g) The right to exercise the Leasehold Option shall expire upon the
expiration or earlier termination of the original term of this lease if not
renewed, and, if renewed, upon the expiration or earlier termination of the
renewal term of this lease.
5. TENANT'S PROPERTY. All furniture, machinery, and equipment of every
kind and nature installed or placed upon the leased Premises by Tenant shall
remain the property of Tenant and may be removed by Tenant at or prior to the
expiration or termination of this lease agreement, provided that all terms and
conditions of this lease agreement have been complied with by Tenant, and
provided further, that Tenant repair any damage to the leased building caused by
such removal and shall not permit any damage or weakening of the structural
integrity of said building to occur by such removal.
Notwithstanding the foregoing, in the event that Tenant shall hereafter
make any structural changes, additions, improvements, alterations or
replacements to the Premises that do not constitute furniture, fixtures,
machinery or equipment, or in the event Tenant makes any substitutions or
replacements of the Equipment, such structural changes, additions, improvements,
alterations or replacements shall be deemed to constitute a part of the
Equipment and Premises, subject to being delivered to Landlord pursuant to
Section 20 hereof or to repossession and reletting pursuant to Section 23
hereof. Tenant agrees to identify by labeling or other conspicuous means any
furniture, machinery, or equipment which belongs to it and does not constitute a
fixture and a part of the Equipment or Premises.
6. LANDLORD'S LIEN. A lien is expressly reserved by Landlord and granted by
Tenant, upon all equipment, building material, inventory, improvements, store
fixtures, water fixtures, gas fixtures, and all other fixtures erected or put in
place upon the Premises by or through Tenant or other occupants for the payment
of rent and also for the satisfaction of any causes of
actions which may accrue to the Landlord by the provisions of this lease, except
as may be waived in writing by the Landlord.
7. WAIVER OF SUBROGATION. Landlord and Tenant mutually agree to waive any
right of subrogation which they may have against the other for any losses paid
to them on insurance policy or policies carried on the property to the extent
permitted by the terms of said policy or policies.
8. PROOF OF PAYMENT. The burden of proof of payment of rent in case of
controversy shall be upon Tenant.
9. INTERRUPTED POSSESSION. Landlord hereby covenants that if Tenant shall
keep and perform all of the covenants of this lease on the part of Tenant to be
performed, Landlord will guarantee to Tenant the quite, peaceful, interrupted
possession of the Premises.
10. Tenant hereby covenants:
(a) USE FOR LAWFUL PURPOSES. That the Equipment and Premises and all
buildings and improvements thereon shall during the term of this lease be used
only and exclusively for lawful and moral purposes, and no part of the Premises
or improvements thereon shall be used in any manner whatsoever for any purpose
in violation of the laws of the United States, the State of Alabama, or the
ordinances and laws of the City of Addison, and County of Winston;
(b) O.S.H.A., etc. To save and hold Landlord harmless from any
violations on the Equipment and Premises of the laws of the United States
including but not limited to requirements of Occupational Safety and Health
Association, of the State of Alabama, and the ordinances and laws of the City of
Addison and County of Winston;
(c) NUISANCE. Not to create or allow any nuisance to exist on the Equipment
and Premises, and to xxxxx any nuisance that may arise promptly and free of
expenses to Landlord;
(d) Not to suffer anything to be or remain upon or about the Equipment
and Premises which will invalidate any policy of insurance which Landlord may
nor or hereafter have upon the building or the Equipment and Premises;
(e) INCREASE OF INSURANCE. Not to suffer anything to remain upon or
about the Equipment and Premises nor permit upon the Equipment and Premises any
trade or occupation or cause to be done anything which may render an increased
or extra premium payable for the insurance on the Equipment and Premises or the
building thereon against fire, theft, and extended coverage unless consented to
in writing by the Landlord and if so consented to, Tenant shall pay such
increased or extra premium within ten (10) days after Tenant shall have been
advised of the amount thereof;
(f) HOLD HARMLESS. To hold Landlord harmless against all damages,
accidents and injuries to persons or property caused by or resulting from, or in
connection with any equipment, power plant, machinery, elevator, elevator shaft,
stairway, signs, awnings, glass, brick, and other building material, hatch, or
other openings, flagpole, or any other things in or pertaining to any other
parts of any building or buildings on the Premises or things in or pertaining to
or upon the said buildings or Equipment and Premises during the term of this
lease or while Tenant is occupying the Equipment and Premises;
(g) INSOLVENCY OR BANKRUPTCY. That, notwithstanding any other
provisions in this lease, in the event of the insolvency or bankruptcy of
Tenant, or in the event of a partial or general assignment for the benefit of a
creditor, at any time thereafter Landlord shall have the right to terminate the
lease immediately.
11. CONDITION AT OCCUPANCY AND REPAIRS AND/OR REPLACEMENT. Tenant
acknowledges that all the Equipment, appliances, plumbing, electrical, heating
and cooling apparatus, and fixtures, to be in good order by the act of occupancy
and use of the Equipment and Premises, and does hereby covenant and agree that
during the term of this lease the same shall be maintained and replaced if
deemed necessary by Landlord and kept in good order and condition, at Tenant's
expense, and, at the expiration of this lease, to make good all damages to same,
if deemed necessary by the Landlord, either during the term of this lease or at
the expiration thereof. Tenant further agrees, that in the event it deems a
piece of Equipment owned by Landlord to be worn out or obsolete for its
manufacturing purposes, it will replace the worn out Equipment or substitute new
modern Equipment at its sole expense and the new or replacement Equipment will
immediately become the property of the Landlord.
12. REPAIRS AND MAINTENANCE. In addition to those provisions in
paragraph 11 herein, Tenant further agrees that it shall be responsible for all
repairs and replacement to the Equipment, buildings, parking lots, plumbing,
heating and air conditioning systems, electrical, and to the Premises including
but not limited to maintaining the roof on the buildings on the Premises in good
order and to maintain a water tight seal and replace the roof if deemed
necessary by the Landlord, and Tenant shall be responsible for any damage to the
Equipment, buildings, or the Premises which may be caused by a defect in the
roof.
13. ENVIRONMENTAL MATTERS AND COMPLIANCE. (i) Tenant represents and
warrants that the Tenant's use of the Premises will not violate any
environmental laws and that no substance, chemical, material, or substance the
exposure to which is prohibited, limited or regulated by any Federal, State,
County, Regional, or Local Authority, or which, even if not so regulated, may
pose a hazard to the health and safety to the occupants of the Premises or the
owners of property adjacent thereto. Tenant further represents and warrants that
there are no areas on the Premises where hazardous substances have been disposed
of, or released by Tenant, and Tenant shall give Landlord immediate oral and
written notice of its receipt of any notice of a violation of any law, standard
or regulation covered by this paragraph.
(ii) Tenant hereby agrees to indemnify and hold Landlord harmless from
all loss, cost, damage, claim, and expense incurred by Landlord on account of
the violation of any representations or warranties set forth in this paragraph,
or of Tenant's failure to perform any obligations of this paragraph, or of
Tenant's failure to comply fully with all environmental laws, rules, and
regulations.
(iii) Tenant shall comply with all applicable, present and future,
local, state, and federal environmental laws and regulations. Tenant shall
notify Landlord immediately if any, hazardous substance, (as defined in CERCLA)
is released, discharged, or disposed of, stored, or discovered on the Premises.
Tenant shall notify Landlord in writing within three (3) days after receiving
written notice from any governmental authority or any individual or entity
claiming violation of any environmental protection law or regulation related to
the Premises, or demanding compliance within any environmental protection law or
regulation, or demanding payment, indemnity, or contribution for any
environmental damage or injury to any natural resources or the Premises.
(iv) At its sole cost and expense, Tenant shall comply with all
Federal, State, and Local Laws, Regulations and Orders with respect to the
discharge and removal of hazardous substances or toxic waste, pay immediately
when due the cost of removal of any such waste, and keep the Premises free of
any lien imposed pursuant to such laws, rules, regulations, and orders. In
addition, Tenant shall not install or permit to be installed in the Premises,
any substance containing anything deemed hazardous by Federal, State, or Local
laws, rules, regulations, or orders respecting such material. In the event
Tenant fails to comply herewith, then after notice to Tenant and the expiration
of the early of (a) thirty (30) days after written notice, or (b) the cure,
permitted under the applicable law, rule, regulation, or order, Lessee may
either declare this lease to be in default and terminate the lease or cause the
Premises to be freed from the hazardous waste, and contaminates, and the cost of
the removal shall be so much additional indebtedness charged to the Tenant as
rent which shall become immediately due and payable without notice.
(v) For purposes of this entire paragraph thirteen "hazardous
substances" shall mean and include those elements or compounds which are
contained in the list of hazardous substances adopted by the United States
Environmental Protection Agency (EPA) or the list of toxic pollutants designated
by Congress or the EPA or any flammable substances, explosives, radioactive
materials, hazardous materials, hazardous waste, toxic substances, pollutants,
pollution, or related materials which are covered by, or regulated under, any
other Federal, State, or Local Statute, Law, Ordinance, Code, Rule, Regulation,
Order, or Decree regulating, relating to, or imposing liability or standards of
conduct concerning, any hazardous, toxic or dangerous waste, substance, or
material, as now or at any time hereafter in effect (herein collectively
referred to as the "Environmental Laws").
14. DRAINAGE. Tenant agrees to keep all ditches in good repair and maintain
good drainage around the buildings and to be responsible for any surface water
damage to the buildings, Equipment, parking lots, and Premises.
15. SEWER SYSTEM. Tenant expressly agrees to accept the sewage and water
systems in good order and to be responsible for any expense to maintain, repair,
replace, or improve said systems.
16. UTILITY CHARGES. Tenant agrees to pay any and all bills for its
utilities, such as electricity, gas, water, telephone, and trash removal, used
by Tenant during the term of this lease and Landlord shall have no obligation
therefor.
17. LIABILITY INSURANCE. That Tenant shall, during the term of this
lease, keep in full force and effect a policy of public liability insurance with
respect to the Equipment and Premises and the business operated thereon by
Tenant, in which the limits of liability shall not be less than Two Million and
No/100 ($5,000,000.00) Dollars per person and Five Million and No/100
($2,000,000.00) Dollars for each accident or occurrence for bodily injury and
the same for property damage. Should Landlord ever desire this limit increased,
Tenant will pay the increased premium, and Tenant shall cause the Landlord to be
a named insured on said policy "as its interest may appear" and furnish Landlord
with a copy thereof and any renewals thereto.
18. FIRE INSURANCE. Tenant agrees to maintain fire and all risk
extended coverage insurance on the ISO special forms, including earthquake
coverage, on the buildings equal to one hundred (100%) percent of replacement
cost, during the term of this lease, or any renewal thereof; and Tenant agrees
to maintain fire, theft, and all risk extended coverage insurance as the ISO
special forms, including earthquake coverage, on the Equipment in an amount
equal to one hundred (100%) percent of its replacement cost, during the term of
this lease. Landlord shall be the named insured on said insurance policies
covering the buildings and Equipment and be provided with a copy of the
policies. Tenant agrees to pay any increase in said premium after the original
policy term, if any.
19. PROPERTY TAXES. Tenant shall pay the ad valorem taxes on the real
estate and Equipment listed in this lease during the lease term or any renewal
thereof. And, Tenant shall pay all ad valorem taxes assessed on any equipment
placed on the Premises by it and on any inventory or other items subject to said
tax and shall hold the Landlord harmless therefrom.
20. VACATE PREMISES AT END OF TERM. If at the expiration of this lease
or any renewal thereof, the Option to purchase the Equipment and Premises herein
granted to Tenant has not been exercised, Tenant agrees to deliver up to
Landlord, or Landlord's agents or assigns, the Equipment and the Premises at the
expiration of this lease in good order and condition, and to make good all
damage to the Equipment and buildings and the Premises, ordinary wear and tear
excepted. The said delivery to be made on the day immediately following the last
day of this lease or any renewal thereof, and in the event of failure of Tenant
to deliver the Equipment and Premises on the termination of this lease or any
renewal thereof, Landlord may hold Tenant for any damages that Landlord may have
sustained due to the failure of Tenant to make delivery of the Equipment and the
Premises, until all the Equipment and Premises, with the keys to same, cleared
of all persons and property not belonging to same, be returned to Landlord, or
Landlord's successors or assigns. No demand or notice of such delivery shall be
necessary.
21. INSPECTION AND RIGHT TO REPAIR. Landlord reserves the right during
the term of this lease or any renewal to enter the Premises at reasonable hours
to show the same to other persons who may be interested in renting or buying the
property, and for the purposes of inspecting the Equipment and Premises, in
order to request Tenant to make such repairs as the Landlord may deem necessary
for the protection and preservation of the Equipment and Premises and the
buildings thereon; but Landlord is not bound to inspect or make any repairs
whatever, not to be held liable for any damages in consequences of the stoppage
of water, sewer, gas or drain pipes by reason of freezing or any other cause of
obstructions, nor for any other defects about the Equipment and Premises and the
buildings thereon, Tenant having examined the same and being satisfied
therewith, but should such obstruction, freezing, stoppages, or other defects
about the Premises and the buildings thereon occur during the term of this lease
or any renewal, or while Tenant is occupying the Premises, then Tenant shall
remedy the same promptly at Tenant's expense unless Landlord by written
agreement undertakes to do the same.
22. DESTRUCTION OF BUILDING. In the event of the total destruction of,
or partial damage to, the buildings upon the demised Premises by fire or other
casualty, Landlord shall proceed with due diligence and dispatch to repair and
restore the buildings to the conditions to which they existed immediately prior
to the occurrence of such casualty, at Landlord's cost and expense, provided
such cost does not exceed the proceeds of insurance collected on the buildings,
by reason of such casualty, the application of which insurance proceeds are not
prohibited, by reason of any mortgage provision, from being used toward the cost
of restoration and repairing the same; provided, further, that if the unexpired
portion of the term of this lease or any extension thereof shall be one (1) year
or less on the date of such casualty or the cost of repair or restoration, as
estimated by two or more contractors, exceeds the replacement value of the
Equipment and buildings immediately prior to the occurrence of such casualty,
then Landlord may by written notice to the Tenant, within sixty (60) days after
the occurrence of such casualty, terminate this lease. If the insurance proceeds
are insufficient to effect such restoration or repairs, Landlord at its option
may cancel this lease by written notice to Tenant within sixty (60) days after
the occurrence of such casualty.
In the event the repairing and restoring of the buildings cannot be
completed within six (6) months after the date of occurrence of such casualty,
as estimated by two or more reputable contractors, the Tenant shall have the
right to terminate this lease upon giving written notice to Landlord within
thirty (30) days from the date of occurrence of said casualty. From the date of
such damage or destruction until said buildings have been substantially repaired
or restored, an equitable abatement of rent shall be allowed the Tenant.
23. DEFAULT. If Tenant fails to pay any installment of rent within ten
(10) days of the date it is due, Landlord may, after notifying Tenant in writing
of such default in the payment of rent (unless within five (5) days after
receipt of such notice Tenant cures such default) declare the lease and any
renewal thereof cancelled and terminated. If Tenant defaults in the payment of
any moneys required herein to be paid by Tenant other than rent, or in the
performance of any Tenant's other obligations hereunder, Landlord may, after
once notifying Tenant in writing of such default (unless within thirty (30) days
after such notice Tenant cures such default if the same involves the payment of
money other than rent required herein to be paid by Tenant, or in the case of
default other than in the payment of money. Tenant commences and diligently
prosecutes the curing of such default) declare the lease and any renewal thereof
cancelled and terminated and the remainder of the rent due under the lease shall
be due and payable immediately. If the lease shall terminate as aforesaid or
should Landlord elect not to terminate this lease, in either event Landlord
shall have the immediate right to re-enter and repossess the Equipment and
Premises and the remainder of the rent due under the lease term shall be due and
payable immediately. Landlord shall have the further right (but shall not be
obligated to do so) to relet the Equipment and Premises and the improvements
thereon, if the Landlord elects not to terminate this lease. If Landlord relets
for an amount less than the rental and other charges required by this lease to
be paid by Tenant, then Landlord shall notify Tenant of this deficiency each
month and Tenant shall either receive credit for any amounts paid or pay the
deficiency to Landlord within fifteen (15) days of receipt of such notice. No
entry by Landlord under the provisions of this section shall bar the recovery of
rent or damages for breach or any of the covenants, agreements or conditions on
the part of the Tenant herein contained. The receipt of rent after breach or
condition broken, or delay on the part of Landlord to enforce any right
hereunder shall not be deemed a waiver or forfeiture of Landlord of any of the
rights or remedies provided for herein. The exercise by Landlord of any right or
remedy or of any alternative rights or remedies, granted herein to Landlord
shall not affect or prejudice any other rights or remedies afforded Landlord by
law. Any failure of Landlord promptly to exercise the rights or pursue the
remedies accruing hereunder by reason of any breach or default shall not operate
as a waiver but the right and remedies shall be available to Landlord at any
time or times. Nothing contained in this Section 23 shall limit or affect the
rights granted Landlord by Section 10(g) of this lease.
24. WAIVER OF TERMINATION NOTICE. Both Landlord and Tenant waive notice of
the termination of this lease at the end of the lease period specified or any
renewal thereof.
25. WAIVER OF BREACH. It is hereby covenanted and agreed that no waiver of
a breach of any of the covenants of this lease shall not be construed to be a
waiver of any succeeding breach of the same or any other covenant.
26. SUCCESSORS AND ASSIGNS. It is hereby covenanted and agreed between
the parties hereto that all covenants, conditions, agreements, and undertakings,
contained in this lease or any renewal thereof shall extend to and be binding on
the respective heirs, executors, administrators, successors and assigns of the
respective parties hereto.
27. BUSINESS ON PREMISES. Unless written consent is otherwise given by
Landlord, the business to be conducted on the Premises throughout the full term
of this lease is the manufacture of mobile homes and manufactured housing and at
no time will the premises be unoccupied or vacant as that term is defined in
Landlord's fire insurance policies.
28. ASSIGNMENT. Tenant shall not have the right to assign the lease or
sub-let all or a portion of the Premises and Equipment without the prior written
consent of Landlord which shall not be unreasonably withheld.
29. EMINENT DOMAIN. If at any time during the term of this lease or any
renewal thereof, the entire Premises or such portion thereof as shall make the
Premises unusable for Tenant's business, shall be taken or appropriated by
virtue of eminent domain or other similar proceedings, or be condemned for any
public or quasi public use, Tenant shall have the right and privilege of
terminating the lease, by written notice to Landlord within thirty (30) days
after such condemnation or appropriation. All rents and other charges and
payments provided for herein shall be permanently abated from the time of such
taking, appropriation, or injury resulting in the termination of this lease. It
is understood and agreed that in the event of such termination, Landlord and
Tenant will prosecute at their option their respective claims against the public
or private body, herein designated as the taking authority, on the account of
any taking, appropriation, or injury of or to the Premises, and neither party
hereto shall be liable to the other for any recovery to be obtained or recovered
from the taking authority.
30. ATTORNEY FEES. Tenant agrees to pay all costs of collection,
including a twenty-five (25%) percent attorney's fees, if all or any part of the
rent reserved herein is collected after maturity with the aid of any attorney;
also to pay reasonable attorney's fees in the event it becomes necessary for the
Landlord to employ an attorney to force Tenant to comply with any of the
covenants, obligations, or conditions imposed by this lease or any renewal
thereof.
31. LAW GOVERNING. This lease has been entered into under the laws of the
State of Alabama and the rights and obligations of the parties hereunder shall
be governed and determined according to such laws.
32. ENTIRE AGREEMENT. This lease contains the entire agreement between the
parties with respect to the Equipment and Premises and cannot be changed unless
such change, modification, or amendment is in writing and executed by all
parties to this lease.
33. COUNTERPARTS. This lease may be executed in two or more counterparts,
each of which shall be deemed an original but all of which shall constitute one
and the same instrument.
34. NOTICE. Any notice provided to be given by the parties hereto shall be
in writing, each to the other, as the case may be, and mailed by Certified
United States Mail, postage prepaid, and directed to Landlord at Xxxxx 0, Xxx
000, Xxxxxxxx, Xxxxxxx 00000, and to Tenant at P. O. Xxx 000, Xxxxxxx, Xxxxxxx
00000, or by delivery of any such written notice to the other.
35. HEADINGS. Headings of sections and subsections have been inserted in
this agreement as a matter of convenience and it is agreed that such headings
are not a part of this agreement and will not be used in the interpretation of
any provision hereof.
IN TESTIMONY WHEREOF, the above named Landlord and Tenant have executed
this and two other original instruments of identical tenor and date, on the day
and year set forth in the first paragraph of this lease.
LANDLORD:
_________________________ _____________________________(L.S.)
Witness Xxxxx X. Xxxxxx
_________________________ _____________________________(L.S.)
Witness Xxxx X Xxxx
_________________________ _____________________________(L.S.)
Witness Xxxxxx Xxxxxx Xxxxxxx
TENANT:
ATTEST: CAVALIER HOMES OF ALABAMA, INC.,
_________________________ By____________________________(L.S.)
Xxxxx Xxxxxxxx, Secretary Xxxxx Xxxxxxxx, President
