This Agreement between
XXXXXX XXXXXX, residing at 0000 Xxxxxxxxx Xxxxx; XxXxxx, Xxxxxxx 00000 as
Landlord and MAJOR CHRYSLER-PLYMOUTH, INC. c/o MAJOR CHEVROLET, INC. 00-00
Xxxxxxxx Xxxxxxxxx, Xxxx Xxxxxx Xxxx, XX as Tenant
Witnesseth:The Landlord hereby leases to the Tenant the following premises:
approximately 17,400 square feet as shown on the survey of
Xxxxxx Xxxxxx dated 9/16/60, and located at 00xx Xxxxxx xxx
Xxxxxxxx Xxxxxxxxx, Xxxx Xxxxxx Xxxx, Xxx Xxxx Address 00-00
Xxxxxxxx Xxxx L.I.C.N.Y. a/k/a Block 704 Lot I Borough of
Queens
for the term of ten (10) years
to commence from the first day of November 1991 and to end on the 31st day of
October 2001 to be used and occupied only for offices and sales, leasing and
storage of automobiles, trucks and other motor vehicles, and the repair thereof
upon the conditions and covenants following:
1st. That the Tenant shall pay the annual rent of FIFTY FOUR THOUSAND
($54,000.00) DOLLARS as augmented by the rider hereto
said rent to be paid in equal monthly payments in advance on the first day of
each and every month during the term aforesaid, as follows: FOUR THOUSAND FIVE
HUNDRED ($4,500.00) DOLLARS as augmented by the rider hereto.
2nd. That the Tenant shall take good care of the premises and shall, at the
Tenant's own cost and expense make all repairs as set out in the rider hereto
and at the end or other expiration of the term, shall deliver up the demised
premises in good order ot condition, damages by the elements excepted.
3rd. That the Tenant shall promptly execute and comply with all statutes,
ordinances, rules, orders, regulations and requirements of the Federal, State
and Local Governments and of any and all their Departments and Bureaus
applicable; to said premises, for the correction, prevention, and abatement of
nuisances or other grievances, in, upon, or connected with said premises during
said term; and shall also promptly comply with and execute all rules, orders and
regulations of the New York Board of Fire Underwriters, or any other similar
body, at the Tenant's own cost and expense.
4th. That the Tenant, successors, heirs, executors or administrators shall not
assign this agreement, or underlet or underlease the premises, or any part
thereof, or make any alterations on the premises, without the Landlord's consent
in writing; or occupy, or permit or suffer the same to be occupied for any
business or purpose deemed disreputable or extra-hazardous on account of fire,
under the penalty of damages and forfeiture, and in the event of a breach
thereof, the term herein shall immediately cease and determine at the option of
the Landlord as if it were the expiration of the original term.
5th. Tenant must give Landlord prompt notice of fire, accident, damage or
dangerous or defective condition. If the Premises can not be used because of
fire or other casualty, Tenant is not required to pay rent for the time the
Premises are unusable. If part of the Premises can not be used, Tenant must pay
rent for the usable part. Landlord shall have the right to decide which part of
the Premises is usable. Landlord need only repair the damaged structural parts
of the Premises, Landlord is not required to repair or replace any equipment,
fixtures, furnishings or decorations unless originally installed by Landlord,
Landlord is not responsible for delays due to settling insurance claims,
obtaining estimates, labor and supply problems or any other cause not fully
under Landlord's control.
If the fire or other casualty is caused by an act or neglect of Tenant,
Tenant's employees or invitees, or at the time of the fire or casaulty Tenant is
in default in any term of this Lease, then all repairs will be made at Tenant's
expense and Tenant must pay the full rent with no adjustment. The cost of the
repairs will be added rent.
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Landlord has the right to demolish or rebuild the Building if there is
substantial damage by fire or other casualty, Landlord may cancel this Lease
within 30 days after the substantial fire or casualty by giving Tenant notice of
Landlord's intention to demolish or rebuild. The Lease will end 30 days after
Landlord's cancellation notice to Tenant, Tenant must deliver the Premises to
Landlord on or before the cancellation date in the notice and pay all rent due
to the date of the fire or casualty. If the Lease is cancelled Landlord is not
required to repair the Premises or Buidling. The cancellation does not release
Tenant of liability in connection with the fire or casualty. This Section is
intended to replace the terms of New York Real Property Law Section 227.
6th. The said Tenant agrees that the Landlord and the Landlord's agents and
other representatives shall have the right to enter into and upon said premises,
or any part thereof, at all reasonable houri for the purpose of examining the
same, or making such repairs or alterations therein as may be necessary for the
safety and preservation thereof.
7th. The Tenant also agrees to permit the Landlord or the Landlord's agents to
show the premises to persons wishing to hire or purchase the same; and the
Tenant further agrees that on and after the sixth month, next preceding the
expiration of the term hereby granted, the Landlord or the Landlord's agents
shall have the right to place notices on the front of said premises, or any part
thereof, offering the premises "To Let" or "For Sale", and the Tenant hereby
agrees to permit the same to remain thereon without hindrance or molestation.
8th. That if the said premises, or any part thereof shall be deserted or become
vacant during said term, or if any default be made in the payment of the said
rent or any part thereof, or if any default be made in the performance of any of
the covenants herein contained, the Landlord or representatives may re-enter the
said premises by force, summary proceedings or otherwise, and remove all persons
therefrom, without being liable to prosecution therefor, and the Tenant hereby
expressly waives the service of any notice in writing of intention to re-enter,
and the Tenant shall pay at the same time as the rent becomes payable under the
terms hereof a sum equivalent to the rent reserved herein, and the Landlord may
rent the premises on behalf of the Tenant, reserving the right to rent the
premises for a longer period of time than fixed in the original lease without
releasing the original Tenant from any liability, applying any moneys collected,
first to the expense of resuming or obtaining possession, second to restoring
the premises to a rentable condition, and then to the payment of the rent and
all other charges due and to grow due to the Landlord, any surplus to be paid to
the Tenant, who shall remain liable to; any deficiency.
9th. Landlord may replace, at the expense of Tenant, any and all broken glass in
and about the demised premises. Landlord may insure, and keep insured, all plate
glass in the demised premises for and in the name of Landlord, Bills, for the
premiums therefor shall be rendered by Landlord to Tenant at such times as
Landlord may elect, and shall be due from, and payable by Tenant when rendered,
and the amount thereof shall be deemed to be, and be paid as, additional rental.
Damage and injury to the said premises, caused by the carelessness, negligence
or improper conduct on the part of the said Tenant or the Tenant's agents or
employees shall be repaired as speedily as possible by the Tenant at the
Tenant's own cost and expense.
10th. That the Tenant shall neither encumber nor obstruct the sidewalk in front
of, entrance to, or halls and stairs of said premises, nor allow the same to be
obstructed or encumbered in any manner.
11th. The Tenant shall neither place, or cause or allow to be placed, any sign
or signs of any kind whatsoever at, in or about the entrance to said premises or
any other part of same, except in or at such place or places as may be indicated
by the Landlord and consented to by the Landlord in writing. And in case the
Landlord or the Landlord's representatives shall deem it necessary to remove any
such sign or signs in order to paint the said premises or the building wherein
same is situated'or make any other repairs, alterations or improvements in or
upon said premises or building or any part thereof, the Landlord shall have the
right to do so, providing the same be removed and replaced at the Landlord's
expense, whenever the said repairs, alterations or improvements shall be
completed.
12th. That the Landlord is exempt from any and all liability for any damage or
injury to person or property caused by or resulting from steam, electricity,
gas, water, rain, ice or snow, or any leak or flow from or into any part of said
building or from any damage or injury resulting or arising from any other cause
or happening whatsoever unless adid damage or injury be caused by or be due to
the neglegence of the Landlord.
13th. That if default be made in any of the covenants
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15th. The Tenant has this day deposited with the Landlord the sum of $9,000.00
as security for the full and faithful performance by the Tenant of all the
terms, convenants and conditions of this lease upon the Tenant's part to be
performed, which said sum shall be returned to the Tenant after the time fixed
as the expiration of this term herein, provided the Tenant has fully and
faithfully carried out all of said terms, convenants and conditions of Tenant's
part to be performed. In the event of a bona fide sale, subject to this lease,
the Landlord shall have the right to transfer the security to the vendee for the
benefit of the Tenant and the Landlord shall be considered release by the Tenant
from all liability for the return of such security; and the Tenant agrees to
look to the new Landlord solely for the return of the said security, and it is
agreed that this shall apply to every transfer or assignment made of the
security to a new Landlord.
16th. That the security deposited under this lease shall not be mortgaged,
assigned or encumbered by the Tenant without the written consent of the
Landlord.
17th. It is expressly understood and agreed that in case the demised premises
shall be deserted or vacated, or if default be made in the payment of the rent
or any part thereof as herein specified, or if, without the consent of the
Landlord, the Tentant shall sell, assign, or mortgage this lease or if default
be made in the performance of any of the covenants and agreements in this lease
contained on the part of the Tenant to be kept and performed, or if the Tenant
shall fail to comply with any of the statutes, ordinances, rules, orders,
regulations and requirements of the Federal, State and Local Governments or of
any and all their Departments and Bureaus, applicable to said premises, or if
the Tenant shall file or there be filed against Tenant a petition in bankruptcy
or arrangement, or Tenant be adjudicated a bankrupt or make an assignment for
the benefit od creditor or take advantage of any insolvency act, the Landlord
may, if the Landlord so elects, at any time thereafter terminate the lease and
the term hereof, on giving to the Tenant five days' notice in writing of the
Landlord's intention so to do, and the lease and the term hereof shall expire
and come to an end on the date fixed in such notice as if the said date were the
date originally fixed in this lease for the expiration hereof. Such notice may
be given by mail to the Tenant addressed to the demised premises.
19th. That the Tenant will not nor will the Tenant permit undertenants or other
persons to do anything in said premises, or bring anything into said premises,
or permit anything to be brought into said premises or to be kept therein, which
will in any way increase the rate of fire insurance on said demised premises,
nor use the demised premises or any part thereof, nor suffer or permit their use
for any business or purpose which would cause an increase in the rate of fire
insurance on said building and the Tenant agrees to pay on demand any such
increase.
20th. The failure of the Landlord to insist upon a strict performance of any of
the terms, conditions and covenants xxxxxxx shall not be deemed a waiver of any
rights or remedies that the Landlord may have, and shall not be deemed a waiver
of any subsequent breach or default in the terms, conditions and covenants
herein contained. This instrument may not be changed, modified, discharged or
terminated orally.
21st. If the whole or any part of the demised premises shall be acquired or
condemend by Eminent Domain for any public a quasl public use or purpose, then
and in that event, the term of this lease shall cease anbd terminate from the
date of title vesting in such proceeding and Tenant shall have no claim against
Landlord for the value of any unexpected term of said lease in part of any award
shall belong to the Tenant.
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22nd. If after default in payment of rent or violation of any other provision of
this lease, or upon the expiration of this lease, the Tenant moves out or is
dispossessed and fails to remove any trade fixtures or other property prior to
such said default, removal, expiration of lease, or prior to the issuance of the
final order or execution of the warrant, then and in that event, the said
fixtures and property shall be deemed abandoned by the said Tenant and shall
become the property of the Landlord.
23rd. In the event that the relation of the Landlord and Tenant may cease or
terminate by reason of the re-entry of the Landlord under the terms and
covenants contained in this lease or by the ejectment of the Tenant by summary
proceedings or otherwise, or after the abandonment of the premises by the
Tenant, it is hereby agreed that the Tenant shall remain liable and shall pay in
monthly payments the rent which accures su]Ssequent to the re-entry by the
Landlord, and the Tenant expressly agrees to pay as damages for the breach of
the covenants herein contained, the difference between the rent reserved and the
rent collected and received, if any, by the Landlord during the remainder of the
unexpired term, such difference or deficiency between the rent herein reserved
and the rent collected if any, shall become due and payable in monthly payments
during the remainder of the unexpired term, as the amounts of such difference or
deficiency shall from time to time be ascertained; and it is mutually agreed
between Landlord and Tenant that the respective parties hereto shall and hereby
do waive trial by jury in any action, proceeding or counterclaim brought by
either of the parties against the other on any matters whatsoever arising out of
or in any way connected with this lease, the Tenant's use or occupany of said
premises, and/or any claim of injury or damage.
24th. The Tenant waives all rights to redeem under any law of the State of New
York.
25th. This lease and the obligation of Tenant to pay rent hereunder and perform
all of the other covenants and agreements hereunder on part of Tenant to be
performed shall in nowise be affected, impaired or excused because Landlord is
unable to supply or is delayed in supplying any service expressly or impliedly
to be supplied or is unable to make, or is delayed in making any repairs,
additions, alternations or decorations or is unable to supply or is delayed in
supplying any equipment or fixtures if Landlord is prevented or delayed from so
doing by reason of government preemption in connection with a National Emergency
or in connection with any rule, order or regulation of any department or
subdivision thereof of any governmental agency or by reason of the condition of
supply and demand which have been or are affected by war or other emergency.
26th. No diminution or abatement of rent, or other compensation, shall be
claimed or allowed for inconvencience or discomfort arising from the making of
repairs or improvements to the building or to its appliances, nor for any space
taken to comply with any law, ordinance or order of a government authority. In
respect to the various "services," if any, herein expressly or impliedly agreed
to be furnished by the Landlord to the Tenant, it is agreed that there shall be
no diminution or abatement of the rent, or any other compensation, for
interruption or curtailment of such "service" when such interruption or
curtailment shall be due to accident, alterations or repairs desirable or
necessary to be made or to inability or difficulty in securing supplies or labor
for the maintenance of such "service" or to some other cause, not gross
negligence on the part of the Landlord. No such interruption or curtailment of
any such "service" shall be deemed a constructive eviction. The Landlord shall
not be required to furnish, and the Tenant shall not be entitled to receive, any
of such "services" during any period, wherein the Tenant shall be in default in
respect to the payment of rent. Neither shall there be any abatement or
diminution of rent because of making of repairs, improvements or decorations to
the demised premises after the date above fixed for the commencement of the
term, it being understood that rent shall, in any event, commence to run at such
date so above fixed.
RIDER TO LEASE DATED
BETWEEN
XXXXXX XXXXXX (LANDLORD)
and
MAJOR CHRYSLER-PLYMOUTH, INC. (TENANT)
28th. The rentals hereunder shall be paid by the Tenant in lawful money of the
United States which shall be legal tender in payment of all debts and dues,
public and private, at the time of paymnent, in equal monthly installments in
advance on the first day of each month during said term, at the office of
Landlord or such other place as Landlord may designate.
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29th. Tenant, at its sole cost and expense, shall keep any building on the
demised premises insured for the mutual benefit of the Landlord and the
Landlord's mortgagees, if any, such as their interest may appear, during the
term of this lease, against loss or damage by fire and against loss or other
risks now or hereafter embraced by extended broad form in amounts sufficient to
prevent the Landlord from becoming a co-insurer under the terms of the
applicable policy, but in any event, in an amount of not less than 80% of the
then "full replacement costs." Certificates evidencing such policy or policies
of insurance shall be delivered to and be in the possession of the Landlord at
all times during the term of this lease or any renewal thereof. In the event
that Tenant fails to provide such insurance and keep same in force, then
Landlord may procure the same and the cost thereof shall be added to the next
month's rent thereafter becoming due and shall be deemed additional rent
hereunder.
30th. The Tenant covenants to provide and keep in force during the term of this
lease, for itself and the benefit of the Landlord, general and public liability
insurance in standard form, protecting the Landlord against any liability,
occasioned by accident, disaster or otherwise, at the demised premises. Such
policy or policies of insurance shall be for $1,000,000 aggregate per occurrence
and $90,000 property damage and certificates evidencing such policy or policies
of insurance shall be delivered to and be in the possession of the Landlord at
all times during the term of this lease or any renewal thereof. In the event
that Tenant fails to provide such insurance and keep same in force, then
Landlord may procure the same and the cost thereof shall be added to the next
month's rent thereafter becoming due and shall be deemed additional rent
hereunder.
31st. The Tenant shall pay as additional rent before any fine, penalty, interest
or cost that may be added thereto for the nonpayment thereof, all real estate
taxes, assessments, water rates and water charges, and sewer rent and all other
governmental levies and charges, general and special, ordinary and
extraordinary, of any kind, which are assessed or imposed upon the leased
property (both land and building) or any part thereof or become payable during
the term of this lease. Nothing contained in this lease shall require the Tenant
to pay any franchise, corporate, estate, inheritance, succession, capital levy
or transfer tax of the Landlord or any income, profits, or revenue tax or any
other tax, assessment, charge or levy upon the rent payable by the Tenant under
this lease; provided, however, that if at any time during the term of this lease
under the laws of the United States, the State of New York or any political
subdivision thereof, a tax on rents is assessed against the Landlord for the
basic rent as a substitution in whole or in part for taxes assessed by such
state or political subdivision on land and/or buildings, such tax shall be
deemed to be included within the amount which the Tenant is required to pay
under this article. All taxes assessed to but payable in whole or installments
after the effective date of the lease term and all taxes assessed during the
term or any renewal thereof, but payable in whole or installments after the
lease term, shall be adjusted and prorated so that the Landlord shall pay its
prorated share for the period prior to or for the period subsequent to the lease
period and the Tenant shall pay its prorated share for the lease term and any
renewal thereof.
32nd. The Tenant may assign the within Lease or sublet any portion of the
premises, provided that:
a) The proposed assignee/subtenant submits reasonably required proof of
financial responsibility and is deemed financially responsible in the reasonable
judgment of the Landlord;
b) In the event of an assignment, Tenant furnishes Landlord with a duly executed
assignment and assumption agreement;
c) Added security of $10,000.00 shall be delivered to Landlord;
d) Int-he event the rentals reserved under a sublease exceeds the rent reserved
hereunder, or in the event Tenant profits from a lease assignment, it is agreed
such profits shall be applied as follows:
i) first to repayment of Tenant's cost of construction of any buildings
erected at the premises; and (Tenant shall furnish proof of cost on
completion of building).
ii) the balance, if any, shall belong to Landlord.
33rd. The Tenant may place signs on outside of building provided they first
obtain Landlord's consent, which shall not be withheld unreasonably, and obtain
necessary license and permits and keep same in force during all times of this
lease or any renewal thereof, and further comply with all applicable laws,
ordinances, rules and regulations of governmental agencies having jurisdiction.
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34th. The Tenant and Landlord represent that neither has dealt with any broker
other than Xxxxx Xxxxxxxxx/X. Xxxxxxxxx Realty, Inc. in this transaction. Each
party agrees to indemnify and save the other party harmless from the claim or
claims of any broker (including reasonable attorneys, fees for counsel defending
such claims) for commissions herein resulting from the acts of such party.
35th. The Tenant agrees to maintain any buildings Tenant may in the future erect
in a state of good repair (ordinary wear and tear excepted), and make all
necessary repairs, including structural repairs, at his own cost.
36th. A transfer of any stock interest in a corporate Tenant (except transfers
to or among Xxxxxx Xxxxxxx and Xxxxx Xxxxxxx, Chrysler Corporation, and
transfers of less than fifty (50%) percent of the stock) shall be deemed a
prohibited assignment unless there is compliance with paragraph 32nd of the
within Rider.
37th. Any discontinuance of the Tenant's operations at the premises may be
considered by the Landlord as an abandonment of the premises, entitling, but not
obligating the Landlord to cancel and terminate this lease. Suspension of
business for more than thirty (30) consecutive days may be considered
presumptive of Tenant's abandonment of the premises.
38th. In the event that any payment due from the Tenant to the Landlord
hereunder shall become overdue by a period in excess of ten (10) days after
notice has been given to Tenant of the claimed default, a "late charge" in an
amount equal to five (5%) percent of any payment so overdue, may be charged by
Landlord for the purpose of defraying the expense incidental to handling such
deliquent payment, which "late charge,, shall be deemed to be additional rent
payable by Tenant to Landlord upon the Landlord's rendering a xxxx to Tenant
therefor.
39th. The Tenant is given permission to erect a new building or buildings
suitable for an auto showroom, auto repairs and offices at the premises,
provided Tenant in each instance complies with the following provisions:
a) The Tenant must submit proposed plans to the Landlord in advance of
commencement of any construction, for the Landlord's approval, which
approval will not be unreasonably withheld. In the event the Landlord does
not approve or disapprove of the palns within thirty (30) days, the plans
shall be deemed approved;
b) The Tenant must permit an inspection of the completed construction by
an engineer or architect of Landlord's choosing, and Tenant agrees to
reimburse Landlord's reasonable expenses in connection therewith;
c) The Tenant must obtain all necessary permits and provide all required
environmental impact studies;
d) The Tenant must furnish prior to the commencement of any such
construction an undertaking by Chrysler Corporation* to promptly complete
the building should Tenant fail to do so and to promptly pay or bond any
mechanics liens on the premises if Tenant fails to do so;
* or any licensed insurance or bonding company
e) The Tenant shall not permit the filing of any mechanics liens against
the property and in the event of any such filing, Tenant agrees to have
such lien discharged or bonded within ninety (90) days after notice of
such filing has been given to the Tenant. If the Tenant shall fail to
cause any such liens to be discharged of record or bonded within the
aforesaid 90-day period (unless Tenant shall contest the validity of such
lien and during the period of contest, such proceedings shall suspend the
collection thereof or no part of the premises would be subject to loss,
sale or forfeiture before determination of such contest) or satisfy such
lien within sixty (60) days after any judgment in favor of such lien
holders (unless an appeal is taken), then Landlord shall have the right to
cause the same to be discharged. All amounts paid by Landlord to cause
liens to be discharged shall constitute additional rent payable by Tenant
to Landlord;
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f) The Tenant agrees to provide Landlord with a copy of the Certificate of
Occupancy and Board of Fire Underwriters certificate obtained by Tenant
upon completion of the building(s);
g) Any building so erected (not including fixtures, signs, equipment,
furniture or other personal property of whatever kind and nature kept or
installed on the premises by Tenant, no matter how affixed) shall become
the property of the Landlord at the termination of the lease.
40th. In the event Tenant constructs a building or buildings at the premises, or
contemplates such construction, the Landlord agrees:
a) to cooperate in the filing of all necessary applications for permits
and the like, provided Tenant pays th~ costs of such applications;
b) To permit Tenant to apply for and obtain, at Tenant's sole cost and
expense, any necessary zoning variances; and
c) to permit the Tenant's pledging of the within lease as security for
repayment of its construction or other financing.
41st. A memorandum of the within lease shall be executed simultaneously herewith
and be recorded. Landlord shall furnish Tenant with a suitable metes and bounds
description for this purpose. Tenant agrees to furnish a termination statement
to be held in escrow by Landlord's attorney, to be used, pursuant to a separate
escrow agreement only in the event of Tenant's default hereunder which default
is sufficient to cause a termination of the lease.
42nd. Notwithstanding the rental figure set out in item I hereof, the said
rental figure shall be increased as follows:
a) The Consumer Price Index (CPI) published by the U.S. Department of
Labor, Bureau of Labor Statistics, for All Urban Consumers -- New York
-Northeastern New Jersey -- all items for the month of July, 1991 shall be
the "basic CPI figure".
b) The same CPI figure for the month of July, 1992 shall be compared to
the "basic CPI figure" and a percentage of increase shall be calculated.
The monthly rental from November 1, 1992 through October 31, 1993 shall be
increased by the same percentage of increase.
c) Similarly, each succeeding year, the July figure shall be compared to
the basic CPI figure and percentage of increase determined. The monthly
rental for the next ensuing year commencing on November 1 will be
increased by said percentage of increase. This proceedure will continue
throughout the term of the Lease.
d) The above procedure shall not operate to decrease the rent below the
amount being paid during the immediately preceding period.
e) If the CPI is altered, the said increases shall be calculated on the
basis of the nearest comparable figures published by the Bureau of Labor
Statistics or its successor in function.
f) On November 1, 2001 the base rent shall be modified to reflect the then
current market rent of the land portion of the premises excluding
improvements. In the event the parties cannot agree upon the "market
rent", each party shall appoint an appraiser (who is licensed and
designated by SRA or MAI), who shall then attempt to agree upon a "market
rent". In the event the two appraisers do not agree, they together shall
appoint a third appraiser, whose decision shall be binding. In the event
the two appraisers cannot agree upon the appointment of a third appraiser,
the third appraiser shall be appointed by the American Arbitration
Association. Each party shall bear the cost of its own appraiser, and the
partie~s shall share equally the cost of the third appraiser and the fee
of the American Arbitration Association. The "market rent" so established
shall become the new "base rent" (but such market rent shall not be less
than the base rent at the time of appraisal) and shall thereafter be
adjusted annually pursuant to this paragraph, but the "market rent" shall
become the new base rent and the basic CPI figure shall become that for
July 1, 2001 (if the market rent causes a rental increase).
43rd. It is intended that this be a net lease and Tenant shall pay all charges,
including taxes and insurance, repairs of all sorts (including sidewalks), which
pertain to demised premises and improvements thereto, except as otherwise
specifically provided herein.
44th. Tenant may elect to extend this lease for a period of ten (10) years by
written notice to Landlord provided that:
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a) Tenant shall have completed the construction of a building as provided
herein, and a certificate of occupany therefor shall have been issued, and
b) Xxxxxxx shall not be in default of the terms hereof.
45th. Landlord makes no representation as to underground fuel storage tanks and
Tenant undertakes to repair, remove, maintain or replace the same as necessary
or required by any governmental authority including the Environmental Protection
Agency.
46th. Tenant hereby assign to Landlord any award or payment on account of any
damage, destruction or taking which is payable in connection with the premises,
except that Tenant shall be entitled to that portion of the net award
representing payment for Tenant's leasehold-interest, trade fixtures, moving
expenses, business interruption, building erected by Tenant, and loss of
profits. All amounts paid pursuant to an agreement with a condemning authority
in connection with any taking shall be deemed to constitute an award on account
of such taking. Each party agrees to notify the other of any such proceedings.
47th. Tenant shall have the right to contest any tax assessment affecting the
premises, and the Landlord agrees to cooperate therein. If there shall be any
refunds or rebates of any imposition paid by Tenant, such refunds or rebates
shall belong to the Tenant. Any refunds received by Landlord shall be deemed
trust funds and as such are to be received by Landlord in trust and paid to
Tenant forthwith.
48th. If Landlord fails to pay any liens or encumbrances affecting the premises
and to which this Lease may be subordinate when any of the same become due or in
any other respects fails to perform any convenant or agreement in this lease
contained on the part of Landlord to be performed, then, and in such event,
after the continuance of any such failure or default for thirty (30) days after
notice is given by the Tenant to the Landlord, Tenant may pay said lien or
encumbrance and cure such default, Tenant may further make all necessary
payments in connection therewith, including, but not limited to the payment of
any reasonable attorney's fees, costs, and charges of or in connection with any
legal action which may have been brought. All sums charged to Landlord by Tenant
shall be indebtedness of Landlord to Tenant payable on demand, or deductable
from rents payable hereunder. Any court action by Landlord with respect thereto
shall suspend the application of this paragraph.
49th. If Tenant shall fail to make or perform any payment or act required by
this lease, then Landlord may make such payment or perform such act of the
account of Tenant. All amounts so paid, shall be paid to Landlord on demand, or
at Landlord's option be added to the next rent to come due hereunder.
50th. This lease and all right of the Tenant hereunder are and shall be subject
and subordinate to the lien of any and all mortgages which may now or hereafter
affect the premises, and to all renewals, modifications, consolidations,
replacements and extensions thereof, provided that any such mortgage placed upon
the premises shall provide that so long as there shall be outstanding no
continuing event of default in any of the terms, conditions, covenants or
agreements of this lease on the part of the Tenant to be performed, the
leasehold estate of the Tenant created hereby and Tenant's peaceful and quiet
possession of the premises shall be undisturbed by any foreclosure of such
mortgage.
51st. Notwithstanding any contrary provision in this lease, neither party shall
be deemed in default (except with respect to the payment of rent) unless the
other has sent a written notice of such claimed default, specifying the nature
of the default and giving the other an opportunity to cure same within thirty
(30) days, in which event the party shall have such longer period as shall be
necessary to cure the default, so long as it promptly proceeds to cure the same
and proceeds with due diligence. No bankruptcy or insolvency shall constitute a
default if Tenant pays the rent and otherwise complies with the provisions of
this Lease.-
52nd. All notices, requests, consents, approvals, offers, statements and other .
struments hereunder shall be in writing and shall be deemed to have been given
'1__~W_ en delivered, or when mailed by first class certified or registered
mail, postage prepaid, addressed:
a) if to Landlord, to:
Xxx. Xxxxxx Xxxxxx
0000 Xxxxxxxxx Xxxxx
XxXxxx, XX 00000
with a copy to:
Xxxxx X. Xxxxxxxxx
000 Xxxxxxxx Xxxx
Xxxxxxxxx, XX 00000
8
b) if to Tenant, to:
Xxxxx Xxxxxxx
c/o major Chevrolet, Inc.
00-00 Xxxxxxxx Xxxxxxxxx
Xxxx Xxxxxx Xxxx, XX 00000
with a copy to:
Xxxxxxx X. XxXxxxxx, Esq.
000 Xxxxxxxx
Xxx Xxxx, XX 00000
53rd. All disputes concerning the validity, interpretation or performance of
this Agreement and any of its terms or provisions, or of any rights or
obligations of the parties hereto, shall be governed by and resolved in
accordance with the laws of the State of New York.
54th. No waiver by either party of any breach or series of breaches or defaults
in performance by the other party, and no failure, refusal or neglect of either
party to exercise any right, power or portion given to it hereunder or to insist
upon strict compliance with or performance of either party's obligations under
this Agreement shall constitute a waiver of the provisions of this Agreement, or
of its right at any time thereafter to require exact and strict compliance with
the provisions thereof.
55th. This Agreement shall be binding upon and inure to the benefit of the
successors and assigns of the parties hereto, subject to the restrictions on
assignment contained herein.
56th. This Agreement contains the terms and conditions agreed upon by the
parties hereto with reference to the subject matter hereof. No other agreement,
oral or otherwise, shall be deemed to exist or to bind either of the parties
hereto, and all prior agreements and understandings are superseded hereby. This
agreement cannot be modified or changed except by written instrument signed by
both the parties hereto.
IN WITNESS WHEREOF, the parties have signed this Agreement as of the day and
year first above written.
/s/ Xxxxxx Xxxxxx
-----------------------------
XXXXXX XXXXXX (LANDLORD) MAJOR CHRYSLER-PLYMOUTH, INC.
/s/ Xxxxx Xxxxxxx
-----------------------------
BY: XXXXX XXXXXXX (TENANT)
STATE OF FLORIDA )
) SS.:
COUNTY OF DOLUSIA )
On this 10th day of September, 1991, before me personally came XXXXXX
XXXXXX to me known to be the individual described in and who executed the
foregoing instrument, and acknowledged that she executed the same.
/s/ Xxxxxx X. Xxxx
---------------------------
NOTARY PUBLIC
STATE OF NEW YORK )
) SS.:
COUNTY OF QUEENS )
On the 3rd day of September, 1991, before me personally came XXXXX
XXXXXXX, to me known, who, being by me duly sworn, did depose and say that he
resides at North Hills, New York; that he is the Vice-President of MAJOR
CHRYSLER-PLYMOUTH, INC., the corporation described in and which executed the
within instrument; that he knows the seal of said corporation; that the seal
affixed to said instrument is such corporate seal; that it was so affixed by
order of the Board of directors of said corporation, and that he signed his name
thereto by like order.
/s/ Xxxxx Xxxxxxx
-----------------------------
Notary public
XXXXX XXXXXXX
Notary Public, State of New York
No. 00-0000000
Qualified in Kings County
Commission Expires March 30, 1992
9
ADDITIONAL RIDER TO LEASE
RE: 00-00 Xxxxxxxx Xxxx., Xxxx Xxxxxx Xxxx, Xxx Xxxx
1. In lieu of paragraph 1145th" of the "Rider to lease,, herein, the
following provision shall apply:
"Landlord makes no representation as to the underground fuel storage
tanks. In the event any governmental authority including the Environmental
Protection Agency shall require any repair, removal, maintenance or replacement
of same, the Landlord agrees to comply with such requirements, except that in
the event such repair, removal, maintenance or replacement is required by reason
of the construction of a building at the premises by the Tenant, the Tenant
agrees to be responsible for such compliance. Further, in the event the
Landlord, in compliance with any future requirement of any governmental agency,
removes the underground storage tanks during the term of this Lease, and Tenant
thereafter constructs a building at the premises which construction would have
required the removal of the underground storage tanks, were it not for the
Landlord's prior removal of same, the Tenant agrees to reimburse the Landlord
for its cost of removal of such underground storage tanks."
/s/ Xxxxxx Xxxxxx 9/10/91
-------------------------- ---------
XXXXXX XXXXXX Date
MAJOR CHRYSLER-PLYMOUTH, INC.
/s/ Xxxxx Xxxxxxx 8/9/91
------------------------- --------
BY: XXXXX XXXXXXX Date
Xxxxxx X. Xxxx 9/10/91
And the said Landlord doth covenant that the said Tenant on paying the
said yearly rent, and performing the covenants aforesaid, shall and may
peacefully and quietly have, hold and enjoy the said demised premises for the
term aforesaid, provided however, that this convenant shall be conditioned upon
the retention of title to the premises by the Landlord.
And it is mutually understood and agreed that the covenants and agreements
contained in the within lease shall be binding upon the parties hereto and upon
their respective successors, heirs, executors and administrators.
In Witness Whereof, the parties have interchangeably set their hands and
seals (or caused these presents to be signed by their proper corproate officers
and caused their proper corporate seal to be hereto affixed) this day of 19
Signed, seal and delivered
in the presence of
XXXXXXXXXXXXXXX L.
Xxxxxx Xxxxxx L.
L .
10
