EXHIBIT 10.20
SUBLEASE
This sublease is made and entered into as of May 1, 1999, between Portland
Brewing Company, ("PBC") as lessee and sublessor, and Power Transmission
Products, Inc., ("PTP") as sublessee.
Recitals
A. PBC has entered into a lease with L & L Land Company, a partnership
("Landlord") dated May 1, 1999, of the warehouse and office building located at
0000 XX 00xx Xxxxxx, Xxxxxxxx, Xxxxxx (the "Lease") and the approximately 1.5
acres of land upon which it is situated, known as Tax Xxx 000 xx Xxxxxxx 00,
Xxxxxxxx 0 Xxxxx, Xxxxx 1 East, of the Willamette Meridan, as is more
particularly described in the Lease.
B. PTP was the lessee of the premises from May 1991 through April 30,
1999, and currently occupies and has been and is utilizing about five thousand
square feet of office space and eight thousand square feet of warehouse space in
the building and the southerly portion of the parking lot and from January 1995
until the end of April 1999 has been subleasing the balance of the premises to
PBC. PTP desires to continue its occupancy of the same portion of the premises
and PBC is willing to sublease such portion to PTP on the terms herein provided.
C. Landlord has consented to this Sublease.
Agreement
For and in consideration of the mutual covenants herein the parties agree as
follows:
1. Sublease. PBC hereby subleases to PTP the portion of the premises
described above currently occupied by PTP for a term of twelve months,
commencing May 1, 1999, and PTP agrees to pay a rental of $4,974 per month with
the payment for the first and last months due upon execution of this sublease
and subsequent payments due monthly commencing June 1, 1999. PTP agrees to pay
as additional rental $365 per month for real property taxes assessed against the
premises.
2. Incorporation of Lease. This sublease is expressly made subject to all
of the terms, conditions and limitations contained in the Lease, a copy of which
is attached hereto this sublease.
3. Compliance with Lease. PTP agrees to be bound by each and every
covenant and condition contained in the lese to be performed by PBC except for
the payment of rent, which shall be paid by PTP to PBC.
PBC agrees to pay to the Landlord, as and when due, all rents and all
other sums required to be paid by the terms of the Lease, and to comply with all
of the other terms and provisions of the Lease.
4. Utilities and Maintenance. PTP shall pay for its own use of
electricity and natural gas which is separately metered, as well as janitorial
and garbage collection services. PTP shall be responsible for interior
maintenance of the premises occupied by it. PBC shall be responsible for outside
maintenance and maintenance of the heating, ventilating and air conditioning
system.
5. Insurance. PTP shall maintain general liability insurance with
combined single limits of not less than $1 million, with PBC and lessor named as
additional insureds, evidenced by a certificate which also provides that
coverage will not be canceled without at least 30 days prior written notice to
PBC. PBC shall maintain fire insurance on the premises, but PTP shall be
responsible for insuring its own personal property and fixtures.
6. Holding Over. In the event PTP desires to continue its occupancy
beyond the term of this sublease, PTP shall notify PBC of such desire on or
before February 28, 2000, and if PBC consents to such holding over, and it
agrees to consent to not less than six months, PTP shall pay $4,974 as rent on
April 1, 2000, and the last month's rent under this sublease shall be retained
by PBC as a security deposit. PTP's tenancy during such holdover period shall be
subject to termination on six months notice by either party, and the property
tax portion of the rent shall be adjusted to reflect any change in the amount of
tax assessed for each subsequent year.
7. Surrender upon Termination. At the end of the sublease terms, or any
extension thereof, PTP shall quit and surrender the premises in the condition
now existing, reasonable wear and tear and casualty damage excepted, with repair
of any damage occasioned by the removal of any fixtures or subtenant
improvements.
8. Sublessor's Indemnity PBC shall protect, defend and hold PTP harmless
from and against any loss liability or claim, cost or expense (including
attorney's fees) relating to or arising out of PBC's breach of any material
provision of the Lease.
9. All notices pursuant to this sublease shall be in writing, and shall
be deemed effective when delivered personally or mailed, registered or certified
mail, return receipt requested, to the other party at the address below:
If to PBC: Portland Brewing Company
0000 XX 00xx Xxxxxx
Xxxxxxxx, XX 00000
Attn: Xxxxxxx X. Xxxxx
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If to PTP: Power Transmission Products, Inc.
0000 XX 00xx Xxxxxx
Xxxxxxxx, XX 00000
Attn: Xxxxxxx X. Xxxxxxxx
Either party may, by written notice to the other, change its address for
purposes of this sublease.
10. Successor Interest. All of the terms and provisions of this sublease
shall be binding upon and inure to the benefit of the parties hereto and their
respective successors and assigns, provided that neither party shall assign any
of its rights, title or interests in the subleased premises or the sublease
without the prior written consent of the other party, which consent will not be
unreasonably withheld.
In witness whereof, each of the parties has caused this sublease to be executed
by its duly authorized officers to be effective as of May 1, 1999.
Power Transmission Products, Inc.
by: /s/ Xxxxxx X Xxxxx
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title: Vice President
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Portland Brewing Company
by: /s/ CA Xxxxx
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title: Pres.
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