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Lease Agreement
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LEESBURG SQUARE FAMILY STEAKHOUSE OF FLORIDA, INC.
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Shopping Center Name Tenant's Name
Table of Contents
PAGE #
SECTION 1.0: BASIC LEASE SUMMARY 2
SECTION 2.0: RENT 4
SECTION 3.0: CLEANING AND REPAIR OF DEMISED PREMISES 6
SECTION 4.0: CONDUCT OF BUSINESS 6
SECTION 5.0: COMMON AREA USE 7
SECTION 6.0: ALTERATIONS, LIENS AND SIGNS 7
SECTION 7.0: MAINTENANCE OF DEMISED PREMISES, SURRENDER AND RULES 8
SECTION 8.0: INSURANCE AND INDEMNITY 10
SECTION 9.0: UTILITIES 11
SECTION 10.0: PRIORITY OF LEASE 11
SECTION 11.0: ASSIGNMENT AND SUBLETTING 11
SECTION 12.0: WASTE, GOVERNMENTAL AND INSURANCE REQUIREMENTS, AND
HAZARDOUS SUBSTANCE 12
SECTION 13.0: PROMOTIONAL FUND 13
SECTION 14.0: DESTRUCTION OF DEMISED PREMISES 13
SECTION 15.0: EMINENT DOMAIN 14
SECTION 16.0: DEFAULT OF TENANT 14
SECTION 17.0: ACCESS BY LANDLORD 15
SECTION 18.0: TENANT'S PROPERTY 15
SECTION 19.0: HOLDING OVER; SUCCESSORS 16
SECTION 20.0: QUIET ENJOYMENT 16
SECTION 21.0: MISCELLANEOUS 16
SECTION 22.0: SECURITY AND RENT DEPOSITS 18
SECTION 23.0: TENANT COVENANTS; EASEMENTS 19
ADDENDUM 20
EXHIBIT "A" SITE PLAN
EXHIBIT "B" DESCRIPTION OF LANDLORD'S WORK AND TENANT'S WORK
EXHIBIT "C" INTENTIONALLY OMITTED
EXHIBIT "D" INTENTIONALLY OMITTED
EXHIBIT "E" SIGN SPECIFICATIONS
EXHIBIT "F" TENANT'S ESTOPPEL CERTIFICATE FORM
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Lease Agreement
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THIS LEASE AGREEMENT ("Lease") is made and entered into as of the 29th day
of January, 1998, ("Execution Date") by and between Excel Realty Trust, Inc., a
Maryland corporation ("Landlord"), and Family Steakhouse of Florida, Inc., a
Florida corporation ("Tenant").
WHEREAS, Landlord desires to lease certain space to Tenant, and Tenant
desires to take and lease the space from Landlord, which space is more fully
described in Section 1.01(d); and
WHEREAS, that certain space being the building or a portion thereof
("Demised Premises") is located within the Leesburg Square ("Shopping Center"),
in the City of Leesburg, County of Lake, State of Florida.
NOW, THEREFORE, and in consideration of the rents and covenants hereinafter
set forth to be kept and performed by the parties, Landlord hereby rents,
demises and leases to Tenant, and Tenant takes and leases from Landlord, the
Demised Premises upon the following terms and conditions:
Section 1.0
BASIC LEASE SUMMARY
1.01 This Lease is entered into pursuant to the following terms and conditions,
more particularly set forth herein:
a. Shopping Center Name: Leesburg Square
Address: 0000 X. Xxxxxx Xxxxxxxxx
Xxxx: Xxxxxxxx Xxxxxx: Lake State: Florida
b. Landlord's Address for Notices: Landlord's Address for Rent Payments:
Excel Realty Trust, Inc. Excel Realty Trust, Inc.
00000 Xxx Xxx Xxxxx, Xxxxx 000 Post Office Xxx 000000
Xxx Xxxxx, Xxxxxxxxxx 00000 Xxx Xxxxx, Xxxxxxxxxx 00000-0000
Attention: Vice President, Director of Leasing
Phone: 000-000-0000
c. Tenant's Address for Notices: Tenant's Address for Billing:
Family Steakhouse of Florida, Inc. Family Steakhouse of Florida, Inc.
Trade Name: Ryan's Family Steakhouse Address: 0000 X. Xxxxxx Xxxxxxxxx
Address: 0000 Xxxxxxx Xxxxxxxxx Xxxx, Xxxxx, Xxx: Xxxxxxxx, XX 00000
City, State, Zip: Xxxxxxx, XX 00000 Attention: Xxxxxx Xxxxxxxxx
Attention: Xxxxxx Xxxxxxxxx ----------------
----------------
Phones: Office:(000) 000-0000 Store: TBD Other:
d. Demised Premises. Commonly referred to as 0000 X. Xxxxxx Xxxxxxxxx,
Major Anchor "C", containing approximately 10,191 sq. ft. with
dimensions of 114' (frontage) x 89'5", as depicted on Exhibit "A"
attached hereto and made a part hereof.
e. Estimated Delivery Date: 2/1/98
Lease Commencement Date: 2/1/98
Rent Commencement Date: the earlier of (i) one hundred twenty (120)
days after Landlord delivers the Demised Premises to Tenant or
(ii) when Tenant opens for business.
Lease Expiration Date: 01/31/08
If the "Actual Delivery Date" is earlier or later than the "Estimated
Delivery Date" hereinabove by more than fifteen (15) days, then, in
order to establish a new Lease Commencement Date, Rent Commencement
Date and Expiration Date, Landlord and Tenant shall enter into written
agreement within ten (10) days after the "Actual Delivery Date".
f. Lease Term: Ten (10) Years
Options: One (1) Five Year
g. Rent Due Date & Late Fee.
Due Date: 1st of Month Late Date: 10th of Month
Late Fee: 5% Interest Rate: 1.5% per month
h. Minimum Annual Rental.
Period Annual Month Annual PSF
Years 1- 10 $81,528.00 $6,794.00 $8.00
Option Period
Years 11-15 $105,986.40 $8,832.20 $10.40
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i Additional Rent.
CAM & Insurance (See Section 5.02): $1,070.05 Estimate
Taxes (See Section 2.07): $569.00 Estimate
Promotions (See Section 13.01): n/a Estimate
Privilege/Sales and Use Tax (See Section 2.07(c): $590.31 Estimate
---------
Total Monthly Estimate for Minimum
Annual Rental and Additional Rent: $9,023.36 First Year
Privilege Tax: 7%
Percentage Rents (See Section 2.02). None
Due Date: n/a
Reporting Frequency: n/a
Payment Frequency: n/a
Percentage: n/a Initial Breakpoint: n/a
j. Security Deposit (See Section 22.01). $0
Rent Deposit (See Section 22.03). $0
k. Tenant's Insurance Requirements.
Public Liability and Property Damage: $1,000,000.00 CSL
Personal Property: Full replacement
Other: Plate Glass, Liquor Liability,
if applicable.
l. Signs. Drawings and specifications shall be completed in accordance
with Exhibit "E" attached hereto and made a part hereof and have been
submitted to Landlord for its written approval prior to installation
of exterior signs. Tenant agrees that its signage must comply with
applicable governmental regulations and requirements. Landlord agrees
to grant Tenant the right, subject to any and all governmental
approvals, to have signage (i) on the Shopping Center pylon at U.S.
441 in space previously occupied by Fashion Bug, (ii) on the Shopping
Center pylon at County Road Bypass in space previously occupied by
Fashion Bug, (iii) on the front elevation of the Demised Premises, and
(iv) on the north wall of space "19". All costs and expenses to secure
signage will be borne by Tenant. In the event of any conflict between
Exhibit "E-1" and Exhibits "E-2" through "E-5", Exhibits "E-2" through
"E-5" shall be controlling.
m. Permitted Use. Tenant shall use the Demised Premises solely for the
purpose of conducting the business of a steakhouse and buffet with
steak and beef as its primary menu items, Tenant will not use or
permit any part of the Demised Premises to be used for any other
purpose.
n. Broker: Xxx Xxxx - Xxxxxxx Xxxxx Properties and Xxxxxx Xxxxx - Tyre
and Xxxxxx
o. Condition of Demised Premises. Upon delivery of the Demised Premises
by Landlord, Tenant shall accept the Demised Premises in |x| "As Is"
condition or |_| upon substantial completion of Landlord's Work, as
set forth in Section I of Exhibit "B", or |_| upon substantial
completion of Landlord's Work, as set forth in Section II of Exhibit
"B", attached hereto and made a part hereof.
p. Guarantor(s) -- (include spouse of individual guarantors, home address
and business address). None
q. Other Lease Notes. See attached Addendum.
r. Special Conditions of Lease. Tenant agrees to keep all terms and
conditions of tile Lease confidential and not discuss rents, terms or
conditions of the Lease with any existing or future tenants. Breach of
confidentiality shall be deemed a default under the Lease. Landlord
may pursue any and all default remedies available under the Lease
against Tenant, including any legal remedies.
s. Tenant agrees to operate its business during normal business hours
opening for business no later than 7:30 a.m. and closing no earlier
than 11:00 p.m., seven (7) days per week, holidays excluded.
t. Effect of Reference to the Basic Lease Summary. Each of the provisions
contained in the Basic Lease Summary herein shall be construed to
incorporate references contained thereto in other provisions in the
Lease and shall be limited by such provisions. Each reference in the
Lease to any of the provisions in this Section 1.01 shall be construed
to incorporate all of the terms provided under each such provision. In
the event of any conflict between Section 1.01 and the Lease, the
Lease shall be controlling.
1.02 Demised Premises & Use of Common Area. Landlord hereby leases to
Tenant, and Tenant hereby leases from Landlord, at the rental and upon the
covenants and conditions hereinafter set forth, the Demised Premises,
crosshatched in red on Exhibit "A". The use and occupancy by Tenant of the
Demised Premises shall include the right to use, in common with others entitled
thereto, the Common Area, as defined in Section 5.03, employee parking areas,
service roads, loading facilities, sidewalks and customer parking areas of the
Shopping Center, and such other facilities as may be designated from time to
time by Landlord, subject, however, to the terms and conditions of the Lease.
Landlord may designate certain portions of the parking areas as reserved for use
of certain tenants or customers of certain tenants at Landlord's sole
discretion. All parking rights are subject to applicable governmental ordinances
and regulations. See Addendum
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1.04 Commencement of Rental and Other Charges. Tenant's obligation to pay
Minimum Annual Rental shall commence on the Rent Commencement Date, as set forth
in Section 1.01(e) unless Landlord is to perform Landlord's Work, in which
event the Rent Commencement Date shall be the earlier of (i) thirty (30) days
after Landlord notifies Tenant in writing that the Demised Premises are
substantially complete and are delivered to Tenant ("Delivery Date") or (ii)
Tenant opens for business to the public. The term "substantially complete" as
used in the Lease shall mean that the work, if any, to be performed by Landlord
as described in Exhibit "B", attached hereto and made a part hereof, has been
completed with the exception of minor items which can be completed without
material interference with the installation of fixtures or improvements for
Tenant's business. Tenant, prior to the Lease Commencement Date, shall with the
prior consent of Landlord be permitted to install fixtures and equipment. Any
work done by Tenant prior to completion of Landlord's Work shall be done In a
manner as will not interfere with the progress of Landlord's Work. Landlord
shall have no liability or responsibility for loss or damage to fixtures,
equipment or other property of Tenant so installed or placed in the Demised
Premises.
1.05 Lease Term. The Lease shall become fully effective and binding as of
the Execution Date. The "Lease Term" shall mean that period commencing upon the
Lease Commencement Date and continuing through the Lease Expiration Date, unless
sooner terminated as provided under the Lease or by law.
1.06 Tenant's Work. Tenant shall make all necessary improvements to the
Demised Premises to operate Tenant's business, including Tenant's Work, as set
forth in Exhibit "B". Tenant's Work shall comply with all applicable statutes,
ordinances, regulations, and codes and shall strictly comply with the
requirements of Section 6.0. Tenant may not enter upon or puncture the roof or
interfere with the sprinkler system without the prior written consent of
Landlord, as required under Section 6.01. Tenant agrees, at its sole cost and
expense, to obtain and maintain public liability insurance and worker's
compensation insurance to fully protect Landlord as well as Tenant from and
against any and all liability for death or injury to person, or damage to
property, caused by the construction of Tenant's Work.
1.07 Shopping Center Provisions. No rights or remedies shall accrue to
Tenant arising out of the failure of Landlord to construct or lease any other
parts of the Shopping Center or from any changes in occupancy by tenants in the
Shopping Center except as otherwise provided in the Exclusive Use covenant to
Tenant as stated in the Addendum. It is understood that Exhibit "A" sets forth
the general layout of the Shopping Center but shall not be deemed as a warranty,
representation or agreement on the part of Landlord that the Shopping Center
layout will be or continue to be exactly as depicted thereon. Landlord reserves
the right from time to time, at its sole discretion, and without the consent of
Tenant to (i) change the number, size, height (including additional stories) or
locations of the buildings or Common Area In the Shopping Center as Landlord may
deem appropriate provided access and parking materially remains the same; (ii)
change or modify any means of ingress or egress; (iii) construct building(s)
and/or kiosk(s) on or in the Common Area; or (iv) add additional land or
buildings or both to the Shopping Center.
1.08 Tenant's Proportionate Share. Tenant shall pay its proportionate share
of operating expenses including taxes, insurance and Common Area maintenance
expenses ("Additional Rent"), as more particularly set forth in the Lease. As
used in the Lease, the term "Proportionate Share" shall be equal to a fraction,
the numerator of which shall be the number of square feet of leasable floor area
in the Demised Premises and the denominator of which shall be the number of
square feet of leasable floor area in the Shopping Center, whether leased,
vacant or occupied. Provided, however, if a tenant in the Shopping Center
maintains its own premises or separately meters its utilities or separates its
parcel or insures its own premises, the denominator shall be adjusted
accordingly. Tenant's Proportionate Share as of the Execution Date is eleven
percent (11%), which is subject to adjustment in the event floor area should
change.
Section 2.0
RENT
2.01 Minimum Annual Rental. Effective upon the Rent Commencement Date,
Minimum Annual Rental hereunder shall be as set forth in Section 1.01(h) and
payable in monthly installments in advance, without set off, on the first day of
each month throughout the Lease Term at the office of Landlord, as set forth in
Section 1.01(b), or at such other place designated by Landlord, without any
prior demand. Minimum Annual Rental for any fractional month shall be prorated
and payable in advance. A Fifty Dollar ($50.00) handling fee will be imposed on
all Tenant checks returned to Landlord for insufficient funds, and all future
payments due shall be made with certified funds or a cashiers check.
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2.07 Taxes. Effective upon the Rent Commencement Date, Tenant shall pay to
Landlord as Additional Rent its Proportionate Share of all real estate taxes,
special taxes and governmental assessments for the Shopping Center (excluding
any tenants separately taxed), at least thirty (30) days prior to delinquency.
The initial estimate shall be as set forth in Section 1.01(i). Landlord, at its
option, may obtain separate taxable status for the Demised Premises, and in such
event, Tenant's tax contribution shall be based thereon.
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(a) Right to Contest Assessments. Landlord may contest any and all such
real estate taxes. If the result of any such contest shall be a reduction in the
amount so contested, that portion of any refund, reduction, credit or recovery
from the taxing authorities with respect to such real estate taxes which is in
the same proportion of the total refund or recovery as Tenant's share of taxes,
shall belong to Tenant, and the balance shall belong to Landlord. The cost of
any such contest shall be paid as Additional Rent in the same Proportionate
Share as the real estate taxes are paid.
(b) Real Estate Tax. Real estate taxes shall mean (i) any fee, license fee,
license tax, business license fee, commercial rental tax, levy, charge,
assessment, penalty or tax imposed by any taxing or judicial authority against
the Shopping Center Improvements or land upon which the Shopping Center is
located, together with all taxes levied upon or assessed against the personal
property of Tenant; (ii) any tax on Landlord's right to receive, or the receipt
of, rent or income from the Shopping Center or against Landlord's business of
leasing the Shopping Center; (iii) any tax or charge for fire protection,
streets, sidewalks, road maintenance, refuse or other services provided to the
Shopping Center by any governmental agency; (iv) any tax imposed upon this
transaction, or based upon a re-assessment of the Shopping Center due to a
change In ownership or transfer of all or part of Landlord's interest in the
Shopping Center; and (v) any charge or fee replacing any tax previously included
within the definition of real property tax.
(c) Privilege Tax. Tenant shall pay to Landlord the Privilege Tax, as set
forth in Section 1.01(i), which shall be a percentage of the Minimum Annual
Rental and Additional Rent paid by Tenant to Landlord.
"Privilege Tax" shall mean any assessment, tax, levy or charge allocable to
or measured by the area of the Demised Premises leased by Tenant or the Minimum
Annual Rental and Additional Rent payable by Tenant, including but not limited
to, any gross Income tax with respect to the receipt of such Minimum Annual
Rental, or upon or concerning the possession, leasing, operation, management,
maintenance, alteration, repair, use or occupancy of the Demised Premises by
Tenant.
2.08 Late Charges. All past due Minimum Annual Rental, Additional Rent or
other charges due under the Lease shall be assessed a five percent (5%) late
charge. Such charge shall be deemed Additional Rent and Landlord may in its sole
discretion, deduct such charge from the Security Deposit. Additionally, all past
due Minimum Annual Rental, Additional Rent and other charges due under the Lease
shall accrue interest at 1.5% per month or the maximum amount permitted by law,
whichever is greater, and may likewise be deducted by Landlord from the Security
Deposit.
Section 3.0
CLEANING AND REPAIR OF DEMISED PREMISES
3.01 Landlord's Obligations. Landlord shall deliver the Demised Premises to
Tenant in broom clean condition, with the HVAC, plumbing, electrical systems and
equipment in good condition. Landlord expressly agrees that the HVAC equipment
will be serviced prior to the delivery of the demised premises to tenant. Except
as set forth herein, the respective obligations of Landlord and Tenant regarding
maintenance and repairs are governed by Section 7.0.
Section 4.0
CONDUCT OF BUSINESS
4.01 Use of Demised Premises. Tenant shall use the Demised Premises solely
for the purpose set forth in Section 1.01(m) and shall operate under the trade
name set forth in Section 1.01(c), and for no other business or purpose or under
any other name without the prior written consent of Landlord. Said consent may
be subject to conditions as Landlord deems appropriate, at its sole and absolute
discretion.
4.02 Operation of Business. Tenant shall continuously operate and keep open
to the public the entire Demised Premises during the Lease Term and any renewal
thereof with due diligence and efficiency, maintain adequate personnel for
efficiently accommodating its customers. The Demised Premises shall not be used
in any manner that would necessitate (in accordance with any requirement of law
or of any public authority) the making of an addition or alteration in or to the
Demised Premises by Landlord. Tenant shall, at a minimum, keep the store open
during normal business hours as described in Section 1.01(s).
4.03 Duties and Prohibited Conduct. Tenant shall not use the Demised
Premises, or permit or fail to prevent the Demised Premises to be used (i) for
any purpose or in any manner that violates any legal requirement and/or the
requirements of the insurance underwriter(s) of the Shopping Center; (ii) for
the sale, rental or display of pornography, nudity, graphic violence, drug
paraphenalia, or any goods and/or services that, in the sole and absolute
discretion of Landlord, are inconsistent with the image of a community or
family-oriented shopping center; (iii) as a massage parlor, adult bookstore or
second-hand store; (iv) to conduct an auction, distress, fire, bankruptcy or
going-out-of-business sale or similar sales; (v) to operate any video, pinball
or other gaming machines except for one skill crane toy machine which may be
installed in the demised premises; or (vi) to keep live animals of any kind
unless otherwise permitted by the Lease. Tenant shall keep the Demised Premises,
and every part thereof, in a clean and wholesome condition, free from any
objectionable noises, loud music, odors or nuisances. If the Permitted Use
includes the sale and/or preparation of food, Tenant shall at all times maintain
a health department rating of "A" (or such other highest department or similar
rating as is available). Tenant shall not violate any existing "exclusive" or
"restrictive" Lease covenants of any tenant(s) in the Shopping Center. Landlord
covenants with Tenant that Tenant's Permitted Use does not violate any existing
"exclusive" or "restrictive" lease covenants of any tenant(s) in the Shopping
Center.
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Section 5.0
COMMON AREA USE
5.01 Control of Common Area by Landlord. The Common Area shall at all times
be subject to the exclusive control and management of Landlord, and Landlord
shall have the right from time to time to establish, revoke, modify and enforce
reasonable rules and regulations with respect to all or any part of said Common
Area, provided, however, said rules and regulations do not materially effect the
amount of parking spaces for Tenant's customers and employees or materially
alter access to the Demised Premises. Landlord shall also have the right to
close all or any portion of said Common Area to such extent as may, in the
opinion of Landlord's counsel, be legally sufficient to prevent a dedication
thereof or the accrual of any rights to any person or the public therein; and to
do and perform such other acts in and to said Common Area and improvements,
and/or revise and develop the same, as Landlord shall determine to be advisable,
with a view to the improvement of the convenience and use thereof by the tenants
of the Shopping Center and their customers, provided adequate, and reasonably
comparable, access to and parking for the Demised Premises is maintained.
5.02 Common Area Maintenance Contribution. During each calendar year or any
portion thereof during the Lease Term and any renewal thereof, Tenant will pay
to Landlord as Additional Rent its Proportionate Share of the Common Area
maintenance expenses ("CAM"); however, if any CAM expense is increased because
of Tenant's use, Tenant shall pay said additional expense within thirty (30)
days after receipt of a detailed statement from Landlord. Tenant's share of such
costs shall be estimated by Landlord on an annual basis for each calendar twelve
(12) month period ending on December 31, prorating any partial Lease Year. The
initial estimate shall be as set forth in Section 1.01(i) which Tenant shall pay
in monthly installments on the first day of each month in advance. If Tenant's
Proportionate Share of such CAM expenses for any Lease Year shall exceed
Tenant's payments, then within thirty (30) days after Tenant's receipt of a
detailed statement, Tenant shall pay the difference to Landlord. If the
statement indicates an overpayment by Tenant, then Tenant shall be entitled to
offset such overpayment against obligations next accruing under the Lease.
5.03 Operating Costs. For the purpose of this Section 5.03, "CAM" shall
mean the total costs and expense incurred in operating, managing, maintaining,
repairing, relocating, modifying, renovating and replacing the Common Area,
including without limitation the property management fee, costs of maintaining
and repairing the roof (excepting the replacement thereof), detention ponds,
porches, sprinkler system, utility lines, resurfacing or patching parking areas,
line painting, sidewalks and curbs, security and traffic control, security alarm
systems, gardening, watering and landscaping, lighting, maintenance of sanitary
control, Common Area utilities, snow and ice removal, drainage, rubbish and
other refuse, including any required recycling costs, costs to remedy and/or
comply with governmental matters, repair or installation of equipment for
energy-saving or safety purposes, reserves for future maintenance and repair
work, to be used as necessary at Landlord's reasonable discretion, costs
associated with any merchants' association, depreciation on equipment and
machinery used in maintenance, cost of personnel and management required to
provide such services, any Capital Expenditures, as hereinafter defined,
insurance which shall include public liability and umbrella insurance, fire and
extended coverage, all risk, including flood and earthquake, and such other
items of cost and expense which relate to proper maintenance of the Common Area,
including those made in a tenant's premises but for the benefit of all tenants
in the Shopping Center plus ten percent (10%) of all of the foregoing costs to
cover the administrative cost relative to the Common Area ("Administrative
Fee").
"Common Area" shall mean all areas, space, equipment, and special services
provided by Landlord for common or joint use and benefit of the tenants, their
employees, agents, servants, customers and invitees, including without
limitation roofs, walls, parking areas, access roads, driveways, retaining
walls, landscaped and vacant areas, loading facilities, pedestrian malls,
walkways, ramps, wash rooms, fountains, shelters, signs, security, lighting
fixtures and equipment, cost of utility service, and the facilities appurtenant
to each of the aforesaid, and any other facilities maintained for the benefit of
the Shopping Center. Landlord shall have the right to modify, expand or reduce
the Common Area from time to time as deemed reasonable by Landlord.
"Capital Expenditures" shall mean an expenditure which in accordance with
generally accepted accounting practices are not fully chargeable to current
expense in the year the expenditure is incurred. Charges for capital
expenditures shall be limited to the replacement of Common Area. Amortization
may be, in lieu of the full cost of such item amortized, over its useful life.
5.04 Extended Hours Services. If Tenant desires to operate its business in
the Demised Premises for more than ten (10) hours beyond the normal Shopping
Center hours of operation, Tenant shall request Landlord's permission to do so,
which request shall be subject to Landlord's approval. Thereafter, Tenant shall
notify Landlord of any changes in the times or dates of the extended hours of
operation. Landlord will provide those extended hours services that it deems
necessary provided, however, in time event Tenant requires in excess of ten (10)
additional hours of extended hours services, beyond Tenant's standard business
hours, as set forth in Section 1.01(s). Tenant shall reimburse Landlord for the
increased costs incurred by Landlord for such extended hours services, including
without limitation, lighting, security, utilities and Landlord's Administrative
Fee with respect to all such expenses. Tenant shall pay such Increased costs as
part of Additional Rent in accordance with Section 5.03.
5.05 Security Officers. Tenant acknowledges that if Landlord provides
security officers for the Common Area, Landlord does not represent, guarantee or
assume responsibility that Tenant will be secure from any claims relating to
such security officers. Landlord shall have no obligation to hire, maintain or
provide such services, which may be withdrawn or charged at any time with or
without notice to Tenant or any other person and without liability to Landlord.
Section 6.0
ALTERATIONS, LIENS AND SIGNS
6.01 Alterations. The requirements of this Section 6.01 shall apply to
Tenant's Work as described in Section 1.06 and any alterations thereafter.
Tenant shall not, without Landlord's prior written consent, either make or cause
to be made any alterations, including additions and Improvements, to the Demised
Premises or to any exterior signs,
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shades or awnings. Landlord's consent shall be at its sole and absolute
discretion. Any alterations consented by Landlord shall be made at Tenant's sole
expense. Tenant shall provide its own trash containers for construction debris
and use service entrances to the Demised Premises, if any. Tenant shall secure
any and all governmental permits, approvals or authorizations required in
connection with any such work and shall hold Landlord harmless from any and all
liability, costs, damages, expenses (including attorney's fees) and liens
resulting therefrom. All alterations (expressly including all light fixtures and
floor coverings, except trade fixtures, appliances and equipment that do not
become a part of the Demised Premises), shall immediately become the property of
Landlord. At Landlord's request, Tenant shall utilize only contractors or
subcontractors who have contracts in effect at the time the improvements are
made with the respective building trade unions which traditionally and normally
perform the work of the crafts involved in such work. Upon completion of any
such work, Tenant shall provide Landlord with "as built" plans,
6.02 Tenant Shall Discharge All Liens. Tenant shall promptly pay its
contractors and materialmen for all work performed by Tenant, so as to prevent
the assertion or imposition of liens, encumbrances or charges upon or against
the Demised Premises, and shall, upon request, provide Landlord with lien
waivers. In the event any lien or notice of lien shall be asserted or filed,
Tenant shall bond against or discharge the same within ten (10) days after
written request by Landlord. In the event Tenant fails to remove said lien
within said ten (10) day period, Landlord may, at its sole option, elect to
satisfy and remove the lien by paying the full amount claimed or otherwise,
without investigating the validity thereof, and Tenant shall pay Landlord upon
demand the amount paid out by Landlord on Tenant's behalf, including Landlord's
costs and expenses incurred with interest at the maximum legal rate or Tenant
shall be in default hereunder. Landlord's election to discharge liens as
provided hereunder shall not be construed to be a waiver or cure of Tenant's
default hereunder.
Tenant covenants and agrees to keep the Demised Premises free of mechanic's
and materialmen's liens and other liens of like nature other than liens created
or claimed by reason of any work done by the Landlord or its agent, and at all
times to fully protect and indemnify Landlord against all attorney's fees and
other costs and expenses arising out of or incurred by reason of or on account
of such claim or lien. Landlord shall have the right to post and maintain on the
Demised Premises a notice of non-responsibility, and to such other things as may
in Landlord's judgement be necessary to protect against such mechanic's and
materialmen's liens as are provided for In the law of the state in which the
Demised Premises is located.
6.03 Signs, Awnings and Canopies. Tenant will not, without Landlord's prior
written consent at Landlord's sole discretion, place or suffer to be placed or
maintained upon the roof or on any exterior door, wall or window of the Demised
Premises, any sign, awning or canopy, or advertising matter or other thing of
any kind, and will not without such consent place or maintain any decoration,
lettering or advertising matter on the glass of any window or door of the
Demised Premises. All signs, awnings, canopies, decorations, lettering,
advertising matter or other thing so installed by Tenant shall at all times be
maintained by Tenant, at its expense, in good condition and repair. Landlord
reserves the exclusive right to use for any purpose whatsoever the roof and
exterior of the walls of the Demise Premises of the building of which the
Demised Premises are a part. If Tenant installs any sign that does not meet
Landlord's sign criteria, Landlord shall have the authority without liability to
remove and store the subject sign and repair all damage caused by the removal of
the sign. All expenses Landlord incurs shall be immediately paid by Tenant
Landlord reserves the right to remove Tenant's sign during any period when
Landlord repairs, restores, constructs or renovates the Demised Premises of the
building of which the Demised Premises are a part, provided, however, Landlord
shall re-install Tenant's signage at Landlord's sole expense.
Section 7.0
MAINTENANCE OF DEMISED PREMISES, SURRENDER AND RULES
7.01 Maintenance, Repair, and Replacement by Tenant. Tenant shall, at its
sole cost and expense, at all times repair, maintain, and replace (i) the
interior of the Demised Premises, together with exterior entrances, all glass
and all window moldings; (ii) all fixtures, partitions, ceilings, floor
coverings and utility lines within the Demised Premises, and all plumbing and
sewage facilities within the Demised Premises including free flow up to utility
owned sewer lines; and (iii) all doors, door openers, equipment, machinery,
appliances, signs and appurtenances thereof (including lighting, heating, air
conditioning, and plumbing equipment and fixtures within the Demised Premises,
in conformity with governmental regulations and all rules and regulations of the
Board of Fire Underwriters, in good order, condition, maintenance and repair. If
any item which Tenant is obligated to repair cannot be fully repaired, Tenant
shall promptly replace such item, regardless of whether the benefit of such
replacement extends beyond the Lease Term and any renewal thereof.
7.02 Performance of Work by Landlord. If Tenant refuses or neglects to
repair, replace, or maintain the Demised Premises, or any part thereof, in a
manner reasonably satisfactory to Landlord, Landlord shall have the right but
not the obligation, upon giving Tenant ten (10) days written notice of its
election to do so except in the case of an emergency where notice is not
practical, to enter the Demised Premises and make such repairs or perform such
maintenance or replacements on behalf and for the account of Tenant. Nothing
herein contained shall imply any duty of Landlord to do work that Tenant is
required to do under the Lease, nor shall Landlord's performance of any repairs
on behalf of Tenant constitute a waiver of Tenant's default in failing to do the
same. No exercise by Landlord of any rights herein reserved shall entitle Tenant
to any compensation, damages or rent abatement from Landlord for any injury or
inconvenience occasioned thereby. If Landlord performs any maintenance or other
obligations that Tenant is required to perform under the Lease, Tenant shall
upon demand pay to Landlord the costs and expenses incurred by Landlord in doing
same or deposit with the Landlord the anticipated amounts thereof, plus the
Administrative Fee.
Service Contracts. Tenant shall contract with a qualified Heating,
Ventilation and Air Conditioning ("HVAC") service company approved by Landlord
for the monthly maintenance and the repair and replacement, as necessary, of the
HVAC within the Demised Premises. Tenant shall contract with a qualified service
company for the cleaning and maintenance of any grease traps which are Tenant's
responsibility to maintain. Tenant shall provide Landlord with a copy of any
contract required hereunder within thirty (30) days after the Lease Commencement
Date, together with a copy of any subsequent
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contracts within ten (10) days after their execution, including all contract
renewals. If Tenant fails to provide copies of said service contracts or
maintain as required, Landlord shall have the option to obtain a service
contract, at Tenant's expense.
7.04 Landlord's Obligations. Subject to Section 14.0, the structural
portions of the Demised Premises, the roof (excepting maintenance and repair),
exterior walls and the foundations, plumbing, electrical and utility connections
to the Demised Premises, shall be maintained and/or replaced by Landlord, except
when the condition requiring such repairs shall result from Tenant's act or the
fault of Tenant, its officers, agents, customers or employees. In the event
Landlord fails to commence repairs it is obligated hereunder to make within
thirty (30) days after written notice from Tenant specifying the necessary
repairs and providing that the repairs are actually necessary, Tenant may make
such repairs and be entitled to credit the next accruing Minimum Annual Rental
from Landlord for the reasonable costs of said repairs.
7.05 Surrender of Demised Premises. At the expiration of the tenancy hereby
created, Tenant shall peaceably surrender the Demised Premises, including all
alterations, additions, improvements, decorations and repairs made thereto (but
excluding all trade fixtures, equipment, signs and other personal property
installed by Tenant, provided that in no event shall Tenant remove any of the
following materials or equipment without Landlord's prior written consent: any
freestanding signs, any power wiring or power panels; lighting or lighting
fixtures; wall coverings; drapes, blinds or other window coverings; carpets or
other floor coverings; or other similar building operating equipment and
decorations), broom clean and in good condition and repair, reasonable wear and
tear excepted, without any damage, injury or disturbance. Tenant shall remove
all its personal property not required to be surrendered to Landlord before
surrendering the Demised Premises as aforesaid and shall repair any damage to
the Demised Premises caused thereby. Any personal property remaining in the
Demised Premises at the expiration of the Lease Term shall be deemed abandoned
by Tenant, and Landlord may claim the same and shall in no circumstances have
any liability to Tenant therefor. Upon expiration, Tenant shall also surrender
all keys for the Demised Premises to Landlord and, if applicable, inform
Landlord of any combinations of locks or safes in the Demised Premises. If the
Demised Premises are not surrendered at the end of the Lease Term as set forth
hereunder, Tenant shall indemnify Landlord against loss or liability resulting
from delay by Tenant in so surrendering the Demised Premises, including without
limitation, claims made by any succeeding tenant founded on such delay. Tenant's
obligation to observe or perform this covenant shall survive the expiration or
other termination of the Lease Term.
7.06 Rules and Regulations. Tenant agrees as follows:
(a) The delivery or shopping of goods, merchandise, supplies and fixtures
to and from the Demised Premises shall be subject to such rules and regulations
as in the judgment of Landlord are necessary for the proper operation of the
Shopping Center.
(b) No loud speakers, televisions, phonographs, radios or other devices
shall be used in a manner so as to be heard or seen outside the Demised Premises
without the prior written consent of Landlord.
(c) Tenant shall not place or permit any obstructions or merchandise on the
sidewalk or in the outside areas immediately adjoining the Demised Premises or
other common facilities and shall not use such areas for business purposes other
than for ingress and egress.
(d) Tenant and its employees shall park their cars only in those portions
of the parking area designated by Landlord.
(e) Tenant shall have full responsibility for protecting the Demised
Premises and the property located therein from theft and robbery.
(f) Tenant shall not permit on the Demised Premises any act or practice
which is unlawful, immoral, or which might injure the reputation of the Shopping
Center. Furthermore, Tenant shall not display, sell, or store, any sexually
explicit materials and/or drug paraphernalia in or about the Demised Premises.
(g Tenant, its employees, agents and invitees shall not solicit business In
the parking or Common Area nor shall Tenant distribute or place handbills or
other advertising matter in or on automobiles parked in the parking or Common
Area.
(h) Tenant shall not conduct any auction, fire, bankruptcy sales or close
out sales in the Demised Premises.
(i) Tenant shall keep the Demised Premises free and clear of rodents, bugs
and vermin. Tenant shall use, at its cost and at such intervals as Landlord
shall reasonable require, a reputable pest extermination contractor to provide
extermination services in the Demised Premises.
(j) Tenant shall keep the Demised Premises and adjacent area orderly, neat,
clean and free from rubbish and trash at all times and to permit no refuse to
accumulate around the exterior of the Demised Premises. Tenant shall not burn
any trash, rubbish or garbage in or about the Demised Premises. Trash shall be
stored in a sanitary and inoffensive manner inside the Demised Premises or In
screened areas approved by Landlord, and Tenant shall cause the same to be
removed at reasonable intervals.
(k) The Demised Premises shall be open for business Monday through
Saturday, except legal holidays, during the minimum hours established by
Landlord as set forth In Section 1.01(s).
(l) To use or permit the use of the Common Area by others to whom Landlord
may grant or may have granted such rights in such manner as Landlord may from
time to time designate, including but not limited to truck and trailer sales and
special promotional events.
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(m) Tenant shall not display any banners or signs outside the Demised
Premises nor conduct any sidewalk sales or displays except as part of a
coordinated promotional program throughout the Shopping Center.
Landlord reserves the right from time to time to amend or supplement the
foregoing rules and regulations and to adopt and promulgate reasonable
additional rules and regulations applicable to the Demised Premises. Notice of
such rules and regulations and amendments and supplements thereto, if any, shall
be given to Tenant in writing. Tenant agrees to comply with all such rules and
regulations, and Tenant shall be responsible for the observance of these rules
and regulations by Tenant's employees, agents and invitees. The foregoing rules
are solely for the benefit of Landlord, and Landlord shall have no obligation to
enforce such rules for the benefit of Tenant. Landlord, at its option, may waive
certain rules with respect to individual tenants. If Tenant violates any rule,
Landlord may notify Tenant that Tenant is in default.
Section 8.0
INSURANCE AND INDEMNITY
8.01 Property Insurance. Tenant shall at all times keep and maintain in
full force and effect, at its sole cost and expense, all risk property insurance
coverage, which shall include fire and extended coverage, flood and earthquake
protecting Tenant from loss, damage or injury by whatever means, with respect to
Tenant's improvements, furniture, fixtures, machinery, equipment, stock or
trade, and all other items kept, used, or maintained by Tenant in, on, or about
the Demised Premises providing protection to the extent of 100% replacement
value.
8.02 Waiver of Subrogation. Landlord and Tenant, and all parties claiming
under them mutually release each other party from all claims or liability for
damage due to any act or neglect of the other party (except as hereinafter
provided) occasioned to property owned by said parties which is or might be
incidental to or the result of a fire or any other casualty against loss from
which either of the parties is now carrying or hereafter may carry insurance.
Provided, however, that the releases herein contained shall not apply to any
loss or damage occasioned by the willful acts of either of the parties hereto.
The parties further covenant that any insurance obtained on their respective
properties shall contain an appropriate provision whereby the insurance company
or companies consent(s) to the mutual release of liability contained in this
Section 8.02.
8.03 Increase in Insurance Premiums. Tenant agrees not to keep, use, sell
or offer for sale, in or upon the Demised Premises, any articles or goods which
may cause the insurance premiums to increase. Tenant agrees to pay upon demand
any increase in premium resulting from the use of the Demised Premises by
Tenant, whether or not Landlord has consented to such use.
8.04 Liability Insurance. Tenant shall keep in full force and effect, at
its sole cost and expense, a policy of public liability and property damage
Insurance with respect to the Demised Premises and the business operated by
Tenant for the joint benefit of Tenant and Landlord, naming Landord as
additional insured. The limits of coverage shall not be less than $1,000,000 per
occurrence for bodily and/or personal injuries and $1,000,000 per occurrence for
property damage liability or a combined single limited of $1,000,000. Further,
Tenant shall obtain, at its own expense, all insurance coverages required by law
to operate its business, including workers compensation insurance.
8.05 Indemnification of Landlord. Tenant will protect, indemnify, defend
and save harmless Landlord, its agents and servants, from and against all
claims, demands, liabilities and expense (including costs and attorney fees) in
connection with loss of life, bodily injury, personal injury and/or damage to
property of whatever kind or character, howsoever caused, arising from or out of
any occurrence in, upon or about the Demised Premises, or in the occupancy or
use by Tenant of the Demised Premises.
8.06 Plate Glass Insurance. Tenant shall keep and maintain in force during
the Lease Term or any renewal thereof, plate glass Insurance upon windows and
doors in the Demised Premises.
8.07 Liquor Liability Insurance. In the event that at any time during the
Lease Term or any renewal thereof, beer, wines or other alcoholic liquors or
beverages are sold or given away upon or from the Demised Premises (it being
understood and agreed, however, that the foregoing provisions shall not
authorize the use of the Demised Premises for such purposes without the express
consent of Landlord being set forth otherwise in the Lease), Tenant shall, at
its sole expense, obtain, maintain and keep in force, adequate liquor liability
insurance protecting both Tenant and Landlord in connection therewith within
policy limits acceptable to Landlord. In the event Tenant shall fail to procure
such Insurance where applicable, Landlord may procure the same at Tenant's
expense. In the event such insurance is not carried, sales of the foregoing
products shall be suspended until such coverage is in force.
8.08 Insurance Policy. The insurance required in this Section 8.0 shall be
in form approved by Landlord, shall name Landlord and Tenant as the insured, and
shall contain a clause that the insurer will not cancel, materially modify or
fail to renew the insurance without first giving Landlord thirty (30) days prior
written notice. The insurance shall be with an insurance company approved by
Landlord, authorized to do business In the state and have a policyholder's
rating of no less than "A-1" in the most current edition of Best's Insurance
Reports. A Certificate of Insurance shall be delivered to Landlord prior to
delivery of the Demised Premises by Landlord to Tenant and at each renewal
thereafter. The policy shall insure Tenant's performance of the indemnity
provisions of Section 8.05 hereof. It is hereby understood and agreed that
Tenant's insurance coverages shall be primary and that any insurance coverages
of the Landlord shall be non-contributing.
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Section 9.0
UTILITIES
9.01 Utility Charges. Tenant shall be solely responsible for and promptly
pay all charges for heat, water, gas, sewer, electricity, or any other utilities
or services attributable to the Demised Premises. Landlord may elect to furnish
any one or more of the above utility services in which event Tenant shall accept
and use such services as furnished by Landlord. Landlord's charges therefor
shall not exceed the rates charged by local public utility companies to retail
customers for similar services. In no event shall Landlord be liable for an
interruption or failure in the supply of any such utilities or services supplied
by Landlord because of necessary repairs or improvements or for any cause beyond
Landlord's control nor shall any such interruption or failure relieve Tenant of
the performance of any of its obligations hereunder.
Section 10.0
PRIORITY OF LEASE
10.01 Subordination Landlord shall have the right to transfer, mortgage,
assign, pledge, and convey in whole or in part the Demised Premises, Shopping
Center, Lease and all rights of Landlord existing or to exist, and rents and
amounts payable under the provisions hereof; and nothing herein contained shall
limit or restrict any such right. The rights of Tenant under the Lease shall be
subject and subordinate to all instruments executed or to be executed in
connection with the exercise of any such right of Landlord, including, but not
limited to, the lien of any mortgage, deed of trust or security agreement now or
hereafter placed upon the Demised Premises and the Shopping Center and to all
renewals, modifications, and extensions thereof. Tenant agrees to execute and
deliver upon request instruments subordinating the Lease to the lien of any such
mortgage, deed of trust or security agreement as shall be requested by Landlord
and/or any mortgage, proposed mortgagee or holder of any security agreement,
provided, however, that said mortgagee or holder shall agree that Tenant's
peaceable, possession of the Demised Premises or as rights under the Lease will
not be disturbed or diminished on account thereof, provided, Tenant is not in
default hereunder. Tenant hereby irrevocably appoints Landlord as its
attorney-in-fact to execute and deliver any such instrument for and in the name
of Tenant but only in the event Tenant fails to execute an agreement in
accordance with the terms set forth herein. Notwithstanding anything set out in
the Lease to the contrary, in the event the holder of any mortgage or deed of
trust elects to have the Lease superior to its mortgage or deed of trust, then,
upon Tenant being notified to that effect by such encumbrance holder, the Lease
shall be deemed prior to the lien of said mortgage or deed of trust, whether the
Lease is adopted prior to or subsequent to the date of said mortgage or deed of
trust. Landlord represents and warrants that Landlord is the current fee simple
owner of the Shopping Center of which the Demised Premises is a part subject
only to these certain items as follows: NONE.
10.02 Notice to Landlord of Default. In the event of any act or omission by
Landlord which would give Tenant the right to terminate the Lease or claim a
partial or total eviction, or make any claim against Landlord for the payment of
money, Tenant will not make such claim or exercise such right until it has given
thirty (30) days written notice of such act or omission to (i) Landlord; and
(ii) the holder of any mortgage, deed of trust or other security instrument as
to whom Landlord has instructed Tenant to give copies of all of Tenant's notices
to Landlord and said thirty (30) day period shall have elapsed during which the
parties or any of them has not commenced diligently to remedy such act or
omission or to cause the same to be remedied. Nothing herein contained shall be
deemed to create any rights to Tenant not specifically granted in the Lease or
under applicable provisions of law.
10.03 Estoppel Certificate. Tenant agrees, at anytime, and from time to
time, upon ten (10) days prior written notice by Landlord, to execute,
acknowledge and deliver to Landlord, an estoppel certificate in substantially
the same form as Exhibit "F", attached hereto and made a part hereof, addressed
to Landlord or other party designated by Landlord certifying that the Lease Is
in full force and effect or, if there have been modifications, that the same
is/are in full force and effect as modified and stating the modifications. If
Tenant does not deliver such certificate to Landlord within such ten (10) day
period, Landlord and any prospective purchaser or encumbrancer may conclusively
presume and rely upon the following facts: (i) that the terms and provisions of
the Lease have not been changed except as otherwise represented by Landlord;
(ii) that the Lease has not been canceled or terminated except as otherwise
represented by Landlord; (iii) that not more than one (1) month's Minimum Annual
Rental or other charges have been paid in advance; and (iv) that Landlord is not
In default under the Lease. In such event, Tenant shall be estopped from denying
the truth of such facts. Tenant shall also, if required, give prompt written
notice to any encumbrance holder requested by Landlord in the event of any
default on the part of Landlord under the Lease, and will agree to allow such
encumbrance holder a reasonable length of time after notice, provided, however,
the cure is commenced upon receipt of notice, to cause the default to be cured
before declaring a default under the Lease.
10.04 Attornment. At the option of the holder of any mortgage affecting the
Demised Premises ,Tenant agrees that no foreclosure of a mortgage affecting the
Demised Premises, nor the Institution of any suit, action, summary or other
proceeding against Landlord herein, or any successor Landlord, or any
foreclosure proceeding brought by the holder of any such mortgage to recover
possession of such property, shall by operation of law or otherwise result in
cancellation or termination of the Lease or the obligations of Tenant hereunder,
and upon the request of the holder of any such mortgage, Tenant covenants and
agrees to execute an instrument in writing satisfactory to such party or parties
or to the purchaser of the Demised Premises in foreclosure whereby Tenant
attorns to such successor in Interest.
Section 11.0
ASSIGNMENT AND SUBLETTING (Occupancy Transaction)
11.01 Consent Required. Tenant shall not assign the Lease in whole or in
part, nor sublet all or any part of the Demised Premises without first obtaining
the prior written consent of Landlord in each instance, which consent may be
granted or withheld in Landlord's sole discretion. Landlord may withhold its
consent on any reasonable ground,
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including without limitation any of the following situations: (i) the
Transferee's contemplated use of the Demised Premises following the proposed
Occupancy Transaction is not identical to the Permitted Use; (ii) in Landlord's
reasonable business judgement, the Transferee lacks sufficient business
reputation or experience to operate a successful business of the type and
quality permitted under the Lease; (iii) the present net worth and working
capital of the Transferee are less than that of Tenant, or Tenant and Tenant's
Guarantor, as the case may be, at the Execution Date or at the time of the
request, whichever is higher; or (iv) the proposed Occupancy Transaction would
breach any covenant of Landlord respecting radius restriction, location, use or
exclusivity In any other Lease, financing agreement, or other agreement relating
to the Shopping Center. Tenant shall not have the right or power to enter into
an Occupancy Transaction if Tenant shall be in default under any provision of
the Lease. Should Tenant desire to enter into an Occupancy Transaction, Tenant
shall request Landlord's consent to such transaction in writing at least thirty
(30) days before the effective date of any such transaction. Said request shall
include (i) a detailed description of the proposed transaction, including its
nature, effective date, the purchase price, payment terms, allocation among
leasehold interest, personal property, improvements, goodwill, inventory and
other items; (ii) a description of the Identity, financial condition and
previous business experience of tenant or transferee, including, without
limitation, copies of latest income statement, balance sheet and statement of
cash flows (with accompanying notes and disclosures of all material changes
thereto) in audited form, if available, and certified as accurate by tenant or
transferee respectively, together with a statement authorizing Landlord or its
designated representative(s) to Investigate tenant's or transferee's business
experience, credit and financial responsibility; and (iii) a check in the amount
of Five Hundred and No/100 Dollars ($500.00) payable to Landlord for Landlord's
administrative and legal review of said Occupancy Transaction. Within thirty
(30) days after receipt of Tenant's request for consent and all items required
Landlord may consent to the proposed Occupancy Transaction, or refuse to consent
to the Occupancy Transaction. Any consent by Landlord to any Occupancy
Transaction shall be evidenced by an Instrument prepared by Landlord, and
executed by Tenant and Transferee. As a condition to the completion of such
transaction, Transferee shall agree in writing to assume and perform all of the
terms, covenants and conditions of the Lease that are obligations of Tenant,
including any past due or unknown monetary obligations as of the date of
assignment, Tenant shall remain fully liable to perform its duties under the
Lease following the Occupancy Transaction. If Tenant enters into an Occupancy
Transaction, the Minimum Annual Rent then payable and any scheduled increases
thereto shall be increased on the effective date of such transaction to the
greater of (I) the total Minimum Annual Rental payable by the Transferee to
Tenant; (ii) an amount equal to the total of the Minimum Annual Rental plus
Percentage Rent required to be paid by Tenant pursuant to the Lease during the
calendar year immediately preceding such transaction; or (iii) the Minimum
Annual Rental then payable and any scheduled increases thereto, increased in
accordance with the CPI Adjustment Procedures using the Rent Commencement Date
as the base month and the effective date of such transaction as the month of
adjustment. The foregoing shall be construed to include a prohibition against
any voluntary or involuntary assignment or subletting arising by operation of
law.
Notwithstanding any assignment or sublease, Tenant shall remain fully
liable under the Lease and shall not be released from performing any of the
terms, covenants and conditions hereof unless Landlord expressly releases
Tenant.
Landlord shall have the right to sell, convey, transfer or assign all or
any part of its interest In the real property and the buildings of which the
Demised Premises are a part or its interest in the Lease, and Tenant agrees to
attorn to Landlord's purchaser or assignee.
Section 12.0
WASTE, GOVERNMENTAL AND INSURANCE REQUIREMENTS,
AND HAZARDOUS SUBSTANCE
12.01 Waste or Nuisance. Tenant shall not commit or suffer to be committed
any waste upon the Demised Premises or any nuisance or other act which may
disturb the quiet enjoyment of any other tenant in the Shopping Center.
12.02 Governmental and Insurance Requirements. Tenant shall, at its sole
cost and expense, comply with all of the requirements of any insurance carrier
for the Shopping Center and of all county, municipal, state, federal and other
applicable governmental authorities, now in force or which may hereafter be in
force.
12.03 Hazardous Substances. Tenant covenants and warrants that Tenant,
Tenant's Work and any alterations thereto and Tenant's use of the Demised
Premises will at all times comply with and conform to all laws, statutes,
ordinances, rules and regulations of any governmental, quasi-governmental or
regulatory authorities which relate to the transportation, storage, placement,
handling, treatment, discharge, generation, production or disposal (collectively
`Treatment") of any waste, petroleum product, waste products, radioactive waste,
poly-chlorinated biphenyls, asbestos, hazardous materials or substance of any
kind, and any substance which is regulated by any law, statute ordinance, rule
or regulation (collectively "Hazardous Materials"). Tenant further covenants and
warrants that it will not engage in or permit any person or entity to engage in
any treatment of any waste on or which affects the Demised Premises or the
Shopping Center.
Immediately upon receipt of any Notice, Tenant shall deliver to Landlord a
true, correct and complete copy of any written notice. "Notice", as used herein,
shall mean any note, notice or report of any suit, proceeding, investigation,
order, consent order, injunction, writ, award or action related to or affecting
or indicating the treatment of any waste in or affecting the Demised Premises.
Tenant hereby agrees it will indemnify, defend, save and hold harmless
Landlord and Landlord's officers, directors, shareholders, employees, agents,
partners, and their respective heirs, successors and assigns (collectively
"Indemnified Parties") against and from, and reimburse the Indemnified Parties
with respect to, any and all damages, penalties, claims, liabilities, loss,
costs and expense (including, without limitation, litigation costs, attorneys'
fees and
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expenses, court costs, administrative costs and costs of appeals), incurred by
or asserted against the Indemnified Parties by reason of or arising out of (i)
the breach of any representation or undertaking of Tenant under this Section
12.03; (ii) all foreseeable and unforeseeable consequential damages, directly or
indirectly, arising out of the presence, use, generation, storage, release,
threatened release or disposal of Hazardous Materials by Tenant, its agents or
contractors; and (iii) including, without limitation, the cost of any required
or necessary repair, cleanup, remediation or detoxification and the preparation
of any closure or other required plans, whether such actions is required or
necessary following the Lease Commencement Date, to the full extent that such
action is attributable, directly or indirectly, to the presence, use,
generation, storage, release, threatened release or disposal of Hazardous
Materials by Tenant, its agents or contractors. Hazardous Materials shall
include but not be limited to substances defined as "hazardous substances",
"hazardous materials" or "toxic substances" in the Comprehensive Environmental
Response, Compensation and Liability Act of 1980, as amended by the Hazardous
Materials Transportation Act, as amended by the Resource Conservation and
Recovery Act, as amended by the Federal Clean Water Act, or any other federal,
state or local environmental law, regulation, ordinance, rule or law, whether
existing as of the date hereof, previously enforced or subsequently enacted.
Landlord has given the right, but not the obligation, to inspect and
monitor the Demised Premises and Tenant's use of the Demised Premises in order
to confirm Tenant's compliance with the terms and representations set forth
herein.
Section 13.0
PROMOTIONAL FUND
Section 14.0
DESTRUCTION OF DEMISED PREMISES
14.01 Partial Destruction. In the event of the partial destruction of the
building or improvements located on the Demised Premises by fire or any other
casualty, Landlord shall restore or repair said building and improvements with
reasonable diligence. Landlord shall expend such sums as required to repair or
restore said buildings and improvements to the condition they were in
Immediately prior to the date of the destruction. An equitable portion of the
Minimum Annual Rental payable by Tenant to the extent that such damage or
destruction renders the Demised Premises untenantable shall xxxxx from the date
of such damage or destruction until repaired or restored.
14.02 Substantial Destruction. If the Demised Premises shall be so damaged
by fire or other casualty or happening as to be substantially destroyed as
determined by Landlord or Tenant, then either party shall have the option to
terminate the Lease by giving written notice to the other party within sixty
(60) days after such destruction effective upon the date of occurrence, and any
unearned rent shall be equitably abated and returned to Tenant for such period
as the Demised Premises were untenantable. If Landlord or Tenant does not elect
to terminate the Lease as aforesaid, then the Lease shall remain in full force
and effect and Landlord shall proceed with reasonable diligence to repair and
replace the Demised Premises to the condition it was in prior to the date of
such destruction, as set forth in Section I of Exhibit "B". During the time the
Demised Premises are so destroyed and totally untenantable, Minimum Annual
Rental shall be equitably abated.
14.03 Partial Destruction of Shopping Center. In the event that sixty
percent (60%) or more of the gross leasable area in the Shopping Center shall be
damaged or destroyed by fire or other cause, notwithstanding that the Demised
Premises may be unaffected by such fire or other cause, Landlord and Tenant
shall have the right, to be exercised by notice in writing delivered to the
other within ninety (90) days after said occurrence, to terminate the Lease.
Upon the giving of such notice the other the Lease Term shall expire by lapse of
time upon the third (3rd) day after such notice
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is given, and Tenant shall vacate the Demised Premises and surrender the same to
Landlord pursuant to the terms of the Lease.
Section 15.0
EMINENT DOMAIN
15.01 Condemnation. In the event of any condemnation or conveyance in lieu
thereof of the Demised Premises or the Shopping Center, or both, whether whole
or partial, Landlord may terminate the Lease. In any event, Tenant shall have no
claim against Landlord for the value of the unexpired term, and Tenant shall not
be entitled to any part of the compensation or award, whether paid as
compensation for diminution in value to the Leasehold or to the fee of the
Demised Premises. Tenant hereby waives any right to any part of the compensation
or award and assigning to Landlord its interest therein; provided, however, to
the extent the amount recoverable by Landlord, as herein above set forth, is not
diminished thereby, Tenant shall have the right to claim and recover from the
condemning authority (but not from Landlord) such compensation as may be
separately awarded to Tenant in Tenant's own name and right on account of all
damage to Tenant's business by reason of the condemnation and any cost which
Tenant may incur in removing Tenant's property from the Demised Premises.
Provided, however, Tenant's rights to recover under this Section 15.01 shall be
subordinate to the rights of Landlord's mortgagee.
Section 16.0
DEFAULT OF TENANT
16.01 Default. The following shall constitute an "Event of Default" under
the Lease:
(a) failure of Tenant to make within ten (10) days after receipt of written
notice from Landlord, any payment of Minimum Annual Rental, Additional Rent or
other charges payable by Tenant hereunder or to timely discharge any other
monetary obligation;
(b) Tenant's failure to perform or observe any of the terms, conditions,
covenants, agreements or obligations of the Lease to be observed or performed by
Tenant and such failure continues for thirty (30) days after Tenant's receipt of
written notice from Landlord (except such thirty (30) day period shall be
automatically extended for such additional period of time as is reasonably
necessary to cure such Event of Default, if such Event of Default cannot be
cured within such period, provided Tenant Is in the process of diligently and
continuously pursuing curing same); provided, however, that such right to
written notice shall be non-cumulative and limited to a maximum of two (2) times
during each calendar year of the Lease Term and any renewal thereof;
(c) if Tenant shall become bankrupt or insolvent, or file or have filed
against it any bankruptcy proceedings, or take or have taken against it in any
court pursuant to any statute, either of the United States or of any state, a
petition of bankruptcy or insolvency, or for reorganization or for the
appointment of a receiver or trustee of all or a portion of Tenant's property,
or if Tenant makes an assignment for the benefit of creditors, or petitions for
or enters into an arrangement;
(d) if Tenant shall abandon or vacate the Demised Premises, or suffer the
Lease to be taken under any writ of execution;
(e) if Tenant shall default in the timely payment of Minimum Annual Rental,
Additional Rent, or other charges due or to timely discharge any other monetary
obligation three (3) times In any twelve (12) month period notwithstanding the
fact that any such default shall have been cured;
(f) the falsification by Tenant or any agent of Tenant of any report or
statement required to be furnished to Landlord pursuant to the terms of the
Lease. The falsification of any such document shall be deemed an incurable,
material breach of the Lease and, at Landlord's option, constitutes an Immediate
termination of Tenant's right to possession of the Demised Premises; or
(g) If Tenant fails to continuously operate its business within the Demised
Premises, except for temporary periods of closure caused by casualty, strikes,
lock-outs or similar causes beyond the reasonable control of Tenant or
remodeling, renovation and/or rebuilding the improvements on the Demised
Premises.
Tenant agrees that Tenant shall have no further claim under the Lease and
shall quit and deliver up the possession of the Demised Premises, Including
permanent Improvements to the Demised Premises, when the Lease terminates by
limitation or In any other manner provided for herein.
16.02 Remedies. If an Event of Default occurs, Landlord may:
(a) Elect to re-enter or take possession of the Demised Premises pursuant
to legal proceedings or any notice provided for herein, and may either terminate
the Lease or without terminating the Lease make such alterations and repairs as
may be necessary in order to relet the Demised Premises for a term, rental rate
and conditions as Landlord, in its sole discretion, may deem advisable. Upon
reletting, rentals received by Landlord from such reletting shall be applied
first to the payment of any indebtedness other than Minimum Annual Rental due
hereunder from Tenant; third to the payment of any costs and expenses of such
reletting, Including brokerage fees, attorneys' fees, and costs of alterations
and repairs; second to the payment of the most current Minimum Annual Rental
owed at that time; and the residual, if any, shall be held by Landlord and
applied in payment of future Minimum Annual Rental as the same may become due
and payable a hereunder from Tenant. If such rentals received from such
reletting are less than that to be paid by Tenant, Tenant shall be liable for
the deficiency to Landlord. No such re-entry or taking possession of the Demised
Premises by Landlord shall be construed as an election on its part to terminate
the Lease or to accept a
14
surrender thereof.
(b) Notwithstanding reletting without termination, Landlord may at any time
thereafter elect to terminate the Lease for such Event of Default. Should
Landlord elect to terminate the Lease in addition to any other remedies Landlord
may have available, Landlord may recover from Tenant all damages incurred by
reason of such breach, including the cost of recovering the Demised Premises.
(c) Tenant agrees that this Lease is a lease of "real property in a
shopping center" and that a debtor in possession and/or trustee in bankruptcy
acting pursuant to the provisions of the revised bankruptcy code, may assume the
Lease only if, in addition to such other conditions of the Lease and applicable
law, said debtor in possession and/or trustee shall provide Landlord with such
written assurances of future performance as are acceptable to Landlord
(d) Landlord shall have at all times a valid lien for Minimum Annual Rental
as well as any and all other sums becoming due by Tenant, upon all goods, wares,
equipment, fixtures, furniture and other personal property of Tenant situated on
the Demised Premises, and such property shall not be removed therefrom without
the consent of Landlord until all arrearage in Minimum Annual Rental as well as
any and all other sums then due to Landlord shall first have been paid and
discharged. Upon the occurrence of an Event of Default, Landlord may, In
addition to any other remedies provided herein or by law or equity, enter upon
the Demised Premises and take possession of all Tenant's improvements, any and
all goods, wares, equipment, fixtures, furniture and other personal property of
Tenant thereon and may remove all persons and property from the Demised Premises
by force, summary action, or otherwise. Said property may be removed and stored
in a public warehouse or elsewhere at the cost and for the account of Tenant,
all without service of notice or resort to legal process, and without being
deemed guilty of trespass or becoming liable for any loss or damage which may be
occasioned thereby. Landlord may sell said property with or without notice at
public or private sale, with or without having such property at the sale, at
which Landlord or its assigns may purchase, and apply the proceeds thereof less
any and all expenses connected with the taking of possession and sale of the
property, as a credit against any sums due by Tenant to Landlord.
(e) Mention in the Lease of any particular remedy shall not preclude
Landlord of any other remedy, in law or in equity.
(f) Tenant hereby expressly waives any and all rights of redemption granted
by or under any present or future laws in the event Tenant is evicted or
dispossessed for any cause, or in the event Landlord obtains possession of the
Demised Premises.
(g) No receipt of monies by Landlord from or for the account of Tenant or
from anyone in possession or occupancy of the Demised Premises after the
termination or after the giving of any notice of termination shall reinstate,
continue or extend the Lease Term or affect any notice given to Tenant prior to
the receipt of such money.
(h) No delay or omission of Landlord to exercise any right or remedy under
the Lease, or in law or in equity shall be construed as a waiver of any such
right or remedy of any Event of Default.
16.03 Failure to Pay: interest. If Tenant at any time shall fail to pay any
taxes, assessments or liens, provide insurance or perform any act or obligation
under the Lease, or fail to pay any charge payable by Tenant or timely discharge
any other monetary obligation of Tenant required under the Lease, Landlord,
without waiving or releasing Tenant from any obligation or default under the
Lease, may, but shall have no obligation, at any time thereafter make such
payment or perform such act for the account and at the expense of Tenant. All
sums so paid by Landlord and all costs and expenses so incurred shall accrue
interest at a rate equal to one and one-half percent (1.5%) per month In no
event to exceed the maximum rate permitted by law, from the date of payment or
incurring thereof by Landlord and shall constitute Additional Rent payable by
Tenant and paid by Landlord by Tenant upon demand.
Section 17.0
ACCESS BY LANDLORD
17.01 Right of Entry. Landlord or Landlord's agents shall have the right to
enter the Demised Premises at all reasonable times and upon prior notice, except
in the event of an emergency, to examine the same and to show to prospective
purchasers or lenders and to make such maintenance, repairs, alterations,
improvements or additions as Landlord may deem necessary or desirable. During
the six (6) months prior to the expiration of the Lease Term or any renewal
thereof, Landlord may exhibit the Demised Premises to prospective tenants or
purchasers and place upon the Demised Premises the usual signage for space
rental. Nothing herein contained, however, shall be deemed or construed to
impose upon Landlord any obligation, responsibility or liability whatsoever for
the care, maintenance or repair of the building or any part thereof, except as
otherwise herein specifically provided.
Section 18.0
TENANT'S PROPERTY
18.01 Taxes on Leasehold. Tenant shall be responsible and pay before
delinquency all municipal, county, or state taxes assessed during the Lease Term
and any renewals thereof against any leasehold interest or personal
15
property of any kind owned by or placed in, upon, or about the Demised Premises
by Tenant.
18.02 Loss and Damage. All property of Tenant kept or stored on the Demised
Premises shall be so kept or stored at the risk of Tenant only, and Tenant
hereby holds Landlord harmless from any claims arising out of damage to the
same, including subrogation claims by Tenant's insurance carriers, a waiver of
which shall be obtained in advance by Tenant.
18.03 Notice by Tenant. Tenant shall give immediate notice to Landlord in
case of fire or accidents, or damage to or defects in the Demised Premises or in
the building of which the Demised Premises are a part.
Section 19.0
HOLDING OVER; SUCCESSORS
19.01 Holding Over. Any holding over after the expiration of the Lease Term
or renewal thereof shall be construed to be a tenancy from month to month at the
rents herein specified (prorated on a monthly basis) and shall otherwise be on
the terms and conditions herein specified, so far as applicable; provided,
however, any such holding over, with or without Landlord's consent, shall be one
and one half (1.5) times the Minimum Annual Rental due for the last month of the
then current term. Any costs incurred by Landlord, including attorney's fees to
enforce eviction against Tenant, shall be at Tenant's expense.
19.02 Successors and Assigns. Except as otherwise herein provided, the
Lease and all the covenants, terms, provisions and conditions herein contained
shall inure to the benefit and be binding upon the heirs, representatives,
successors and assigns of each party hereto, and all covenants herein contained
shall run with the land and bind any and all successors in title to Landlord and
Tenant.
Section 20.0
QUIET ENJOYMENT
20.01 Landlord's Covenant. Upon payment by Tenant of the rents herein
provided, and upon the observance and performance of all the covenants, terms
and conditions on Tenant's part to be observed and performed, Tenant shall
peaceably and quietly hold and enjoy the Demised Premises for the Lease Term and
any renewal thereof without hindrance or interruption by Landlord or any other
person or persons.
Section 21.0
MISCELLANEOUS
21.01 Waiver. No covenant, term or condition of the Lease shall be deemed
to have been waived by Landlord unless such waiver shall be in writing.
21.02 Accord and Satisfaction. No payment by Tenant or receipt by Landlord
of a lesser amount than the monthly rent installments herein stipulated shall be
deemed to be other than on account of the most current stipulated rent owed at
that time, nor shall any endorsement or statement on any check or any letter
accompanying any check or payment as rent be deemed an accord and satisfaction.
21.03 No Partnership. Landlord does not, in any way or for any purpose,
become a partner of Tenant in the conduct of its business or otherwise, or joint
adventurer or a member of a joint enterprise with Tenant.
21.04 Force Majeure. In the event that either party hereto shall be delayed
or hindered in or prevented from the performance of any act or obligation
required hereunder by reason of strikes, lockouts, labor troubles, inability to
procure materials, failure of power, restrictive governmental laws or
regulations, riots, insurrection, war, or other reason of a like nature not the
fault of the party delayed In performing work or doing acts required under the
terms of the Lease, then the time allowed for performance of such act shall be
extended by a period equivalent to the period of such delay. The provisions of
this Section 21.04 shall not operate to excuse Tenant from the prompt payment of
Minimum Annual Rental, Additional Rent or any other charges required under the
Lease.
21.05 Landlord's Liability. Except as provided herein, if Landlord shall
fail to perform any covenant, term or condition of the Lease upon Landlord's
part to be performed, Tenant may not terminate the Lease, and Tenant's sole
remedies shall be money damages (except as set forth in Section 21.16) and
specific performance. If Tenant shall recover a money judgment against Landlord,
such judgment shall be satisfied only out of the proceeds of sale received upon
execution of such judgment and levy thereon against the right, title and
interest of Landlord in the Shopping Center as the same may then be encumbered
and neither Landlord nor if Landlord be a partnership, any of the partners
comprising such partnership shall be liable for any deficiency. It is understood
that in no event shall Tenant have any right to levy execution against any
property of Landlord other than Its interest in the Shopping Center as herein
before expressly provided. In the event of the sale or other transfer of
Landlord's right, title and interest in the Demised Premises or the Shopping
Center, Landlord shall be released from all liability and obligations hereunder.
21.06 Notices and Payments. Any notice by Tenant to Landlord must be served
by Federal Express or similar overnight delivery service or by certified mail,
postage prepaid, addressed to Landlord at the place designated for the payment
of rent, or at such other address as Landlord may designate from time to time by
written notice. Any notice by Landlord (which may be given by Landlord or
Landlord's attorney or management company) to Tenant must be served by Federal
Express or similar overnight delivery service or by certified mail, postage
prepaid, addressed to 16
16
Tenant at the Demised Premises, or at such other address as Tenant may designate
from time to time by written notice to Landlord. All notices shall be effective
upon delivery or attempted delivery in accordance with Section 1.01(b) and (c).
27.07 Financial Statements. Tenant represents and warrants to Landlord that
the financial statements delivered to Landlord prior to the Execution Date of
the Lease properly reflect the true and correct value of all the assets and
liabilities of Tenant. Tenant acknowledges that upon execution of the Lease,
Landlord is relying upon such statements and Tenant shall supply Landlord
updated financial statements of Tenant each Lease Year and from time to time as
requested by Landlord.
21.09 Captions, Section Numbers and Headings.. The captions, section
numbers, and headings contained In the Lease are Inserted only as a matter of
convenience and for reference and in no way define, limit, construe or describe
the scope or intent of the Lease nor of any provision herein contained.
21.10 Definitions. The word "Tenant" shall mean each and every person,
firm, partnership, or corporation mentioned as a Tenant herein, be the same one
or more; and if there shall be more than one Tenant, any notice required or
permitted by the terms of the Lease may be given by or to any one thereof, and
it shall have the same force and effect as if given by or to all thereof. If
there shall be more than one Tenant, they shall all be bound jointly and
severally.
21.11 Invalidity. In the event any term, provision, condition or covenant
contained in the Lease, or the application thereof to any person or
circumstance, shall, to any extent, be invalid or unenforceable, or be hold to
be invalid or unenforceable by any court or competent jurisdiction, the
remainder of the Lease, or the application of such term, provision, condition or
covenant to persons or circumstances other than those as to which it is held
invalid or unenforceable, shall not be affected thereby and all such remaining
terms, provisions, conditions and covenants in the Lease shall be deemed to be
valid and enforceable.
21.12 Recording. A certificate or memorandum thereof, may be recorded at
the requesting party's sole cost and expense. Tenant shall execute any such
certificate, short form Lease or memorandum upon demand by Landlord.
21.13 Entire Agreement. The Lease, Exhibits and Addendum, if any, set forth
all the covenants, promises, agreements, conditions and understandings between
Landlord and Tenant concerning the Demised Premises. There are no covenants,
promises, agreements, conditions or understandings either oral or written
between Landlord and Tenant other than as herein set forth.
21.14 Jury Trial: Claims: Survival. To the extent permitted by applicable
law, and acknowledging that the consequences of said waiver are fully
understood, Tenant hereby expressly waives the right to trial by jury in any
action taken with respect to the Lease and waives the right to interpose any
set-off or counterclaim of any nature or description in any action or proceeding
instituted against Tenant pursuant to the Lease. The parties agree that venue
and jurisdiction for any dispute arising out of the Lease will be located in the
County of Lake County, State of Florida.
21.15 Applicable Law. The Lease and the rights and obligations of the
parties arising hereunder shall be construed in accordance with the laws of the
State of Florida.
21.16 Consents and Approvals. Whenever Landlord's consent or approval is
required herein, such consent or approval shall not be deemed given until
Landlord has provided such consent or approval in writing, provided, however, in
the event Landlord's period for review and approval has expired, Landlord's
consent shall be deemed given. Tenant shall pay Landlord's reasonable attorneys'
fees incurred in connection with Tenant's request for Landlord's consent or
approval. Where the consent or approval of Landlord shall be required, such
consent or approval shall be granted in Landlord's sole discretion unless
otherwise expressly provided.
21.17 Authority. Tenant and Landlord hereby covenants and warrants that
each is qualified prior to the date hereof to do business in the State, if
required by law; all franchise and partnership taxes have been paid to date; all
future forms, reports, fees and other documents necessary to comply with
applicable laws will be filed when due; and those entities executing the Lease
on behalf of Tenant and Landlord are duly qualified to bind, and in fact do
bind, the Tenant and Landlord.
21.18 Interpretation. Both parties have read the Lease and had the
opportunity to employ legal counsel and negotiate changes to the Lease. The
Lease Is the joint product of the parties and, in the event of any ambiguity
herein, no inference shall be drawn against a party by reason of document
preparation.
21.19 Brokers. Tenant represents and warrants to Landlord that no broker or
agent negotiated or was instrumental in negotiating or consummating the Lease
excepting only Broker. Broker is representing Landlord on the Lease, and
Broker's commission shall be paid by Landlord. Tenant knows of no other real
estate broker or agent who is or might be entitled to a commission or
compensation In connection with the Lease. All fees, commissions or other
compensation payable to any broker or agent of Tenant shall be paid by Tenant.
21.20 Shopping Center Name Change Landlord reserves the right to change the
name of the Shopping Center at It sole discretion.
21.21 Right to Lease. Landlord shall have the absolute right to lease or
permit the use or occupancy of space in the Shopping Center as Landlord shall
determine in its sole and absolute judgement. Tenant does not rely on the fact,
nor does Landlord represent, that there shall be any specific occupants or
minimum occupancy level of space
17
in the Shopping Center at any time (including, without limitation, any major
tenants).
21.22 Shopping Center Configuration Tenant acknowledges that Exhibit "A" is
for the purposes of convenience only and that Landlord reserves the right at any
time during initial construction or thereafter to expand, reduce, remove,
demolish, change, renovate or construct any existing or new improvements at the
Shopping Center
21.23 Sale or Mortgage by Landlord. If Landlord, at any time, sells,
conveys, transfers or otherwise divests itself or is divested of its interest
(`Transfer") in the Demised Premises, other than a transfer for security
purposes only, Landlord shall be relieved of all obligations and liabilities
accruing hereunder after the effective date of said transfer, provided that any
Security Deposit or other funds of Tenant then being held by Landlord shall in
fact be delivered to Landlord's successor. The obligations to be performed by
Landlord hereunder shall be binding on Landlord's successors and assigns only
during their respective periods of ownership.
21.24 Security Interest, Tenant hereby grants to Landlord a lien to the
extent permitted by any existing lender of Tenant, and security interest on all
property of Tenant now or hereafter placed in or upon the Demised Premises
including, but not limited to, all fixtures, machinery, equipment, furnishings
and other articles of personal property, and all proceeds of the sale or other
disposition of such property (collectively, the "Collateral") to secure the
payment of all rent to be paid by Tenant pursuant to the Lease. Such lien and
security interest shall be in addition to any Landlord's lien provided by law.
The Lease shall constitute a security agreement under the Commercial Code of the
State so that Landlord shall have and may enforce a security interest in the
Collateral. Tenant agrees to execute as debtor and deliver such financing
statement or statements and any further documents as Landlord may now or
hereafter reasonably request to protect such security interest pursuant to such
code. Landlord may also at any time file a copy of the Lease as a financing
statement. Landlord, as secured party, shall be entitled to all rights and
remedies afforded as secured party under such code, which rights and remedies
shall be in addition to Landlord's liens and rights provided by law or by the
other terms and provisions of the Lease.
21.25 Attorney's Fees. Should either party to the Lease institute any
action or proceeding in court to enforce any provision hereof or for damage by
reason of alleged breach of any provisions of the Lease or for a declaration of
such party's rights or obligations hereunder, or for any other judicial remedy,
the prevailing party shall be entitled to receive from the losing party such
amount as the court may adjudge to be reasonable attorney's fees for the
services rendered the party prevailing In any such action or proceeding.
21 .26 Compliance with Law. Tenant agrees, at its sole cost and expense, to
comply with all laws, ordinances, orders and regulations regarding the interior,
non-structural portions of the Demised Premises and Tenant's Work. Additionally,
if Tenant is required to make any exterior, interior or structural alterations,
additions or improvements to the Demised Premises required by any insurance
carrier or arising from damage caused by Tenant, its employees, servants or
agents, Tenant shall proceed with same at its sole cost and expense after
obtaining the prior written consent of Landlord. Landlord agrees, at its sole
cost and expense, to comply with all laws, ordinances and regulations regarding
the Common Area and Landlord's Work and the structural portions of the Demised
Premises. Tenant agrees not to violate any regulations or requirements of any
insurance underwriter, inspection bureau or similar agency with respect to the
Demised Premises.
Tenant agrees not to (i) permit any illegal practice to be carried on or
committed on the Demised Premises; (ii) make use of or allow the Demised
Premises to be used for any purpose that might invalidate or Increase the rate
of insurance therefor; (iii) keep or use or permit to be kept or used on the
Demised Premises any flammable fluids, gases or explosives without the prior
written permission of Landlord, except for normal cleaning products; (iv) use
the Demised Premises for any purpose whatsoever which might create a nuisance;
(v) deface or injure the building or the Demised Premises; (vi) overload the
floor; (vii) commit or suffer any waste; or (viii) install any electrical
equipment that overloads lines.
Section 22.0
SECURITY AND RENT DEPOSITS
22.01 Amount of Security Deposit. Tenant, contemporaneously with the
execution of the Lease, has deposited with Landlord the sum set forth in Section
1.01(j), the receipt of which is hereby acknowledged by Landlord. ("Security
Deposit"). Said Security Deposit shall be held by Landlord, without liability
for interest, as security for the faithful performance by Tenant of all the
terms, covenants and conditions of the Lease to be kept and performed during the
Lease Term and any renewal thereof. Tenant specifically agrees that any Security
Deposit held hereunder by Landlord may be commingled with any other funds of
Landlord.
22.02 Use and Return of Security Deposit. Should Tenant fail to keep and
perform any of the terms, covenants and conditions of the Lease to be kept and
performed, Landlord may apply the entire Security Deposit, or so much thereof as
may be necessary, to compensate Landlord for loss or damage sustained by
Landlord due to such breach, without prejudice to its further rights and
remedies. Should the entire Security Deposit or any portion thereof be applied
by Landlord for the payment of overdue rent or other sums due from Tenant, then
Tenant shall, upon the written demand of Landlord, remit to Landlord a
sufficient amount in cash to restore said Security Deposit to the original sum
deposited. Should Tenant comply with all the terms, covenants and conditions of
the Lease, the Security Deposit shall be returned to Tenant at the end of the
Lease Term or any renewal thereof or upon its earlier termination.
22.03 Rent Deposit. Tenant, contemporaneously with the execution of the
Lease has deposited with Landlord the sum set forth in Section 1.01(j) ("Rent
Deposit") to be held and applied to the first month's Minimum Annual Rental due
under the Lease.
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Section 23.0
TENANT COVENANTS; EASEMENTS
23.01 Easements. The Shopping Center is or may be encumbered and/or
benefited from time to time by certain easements, development and operating
covenants, and similar agreements. Tenant agrees that it shall abide by any such
agreement, including as any such agreement may be amended or terminated from
time to time at Landlord's sole discretion. Landlord shall have the right to
enter into and/or terminate any such agreement in Landlord's sole discretion,
provided, however, Landlord shall not enter into any subsequent agreements or
easements that materially interfere with Tenant's Permitted Use or the rights
granted to Tenant under this Lease.
IN WITNESS WHEREOF, Landlord and Tenant have executed the Lease as of the
day and year first above written.
LANDLORD: TENANT:
EXCEL REALTY TRUST, INC. FAMILY STEAKHOUSE OF FLORIDA, INC.
By: /s/ Xxxx Visonsi By: /s/ Xxxxxx X. Xxxxxxxxx
------------------------------ -----------------------------
Xxxx Xxxxxxxx Xxxxxx X. Xxxxxxxxx
Vice President
Director of Leasing
Its: Its: Vice-President Finance
------------------------------ -----------------------------
1-28-98
19
Addendum
to
Lease Agreement, dated 1/29/98, by and between Excel Realty Trust, Inc., a
Maryland corporation, as Landlord, and Family Steakhouse of Florida, Inc., a
Florida corporation as Tenant.
Notwithstanding any other provision to the contrary which may be contained in
the Lease, it is specifically agreed by and between Landlord and Tenant as
follows:
Exclusive Use
Landlord shall not execute any lease or otherwise permit in the Shopping Center,
including outparcels owned by Landlord at the Execution Date, the operation of
any steakhouse and buffet restaurant as its primary use ("Exclusive Use") during
the Lease Term, subject to the following terms:
1. The Exclusive Use is not applicable to any Shopping Center leases entered
into on or before the Execution Date or to any tenants or occupants
existing in the Shopping Center on or before the Execution Date or their
successors or assigns or any new leases or extensions of existing leases
entered into with such existing tenants or occupants or their successors or
assigns for their existing use unless otherwise provided under the tenant's
lease;
2. The Exclusive Use restriction shall automatically terminate if (i) Tenant
fails to continuously operate its business in the entire Demised Premises
in accordance with the terms and conditions of the Lease or (ii) if Tenant
discontinues operating as a steakhouse and buffet restaurant;
3. The Exclusive Use is not applicable to Publix and Waigreens, its successors
or assigns; and
4. The Exclusive Use restrictions shall automatically terminate without notice
to Tenant and be of no further force or effect effective as of the date
which is the earliest of (i) a change in the Use of Premises set forth in
Section 1.01(m); (ii) the effective date of any default by Tenant under the
Lease beyond any applicable cure period; or (iii) the expiration or earlier
termination of the Lease.
Except as set forth hereinabove, Landlord shall cause all subsequent leases for
space in the Shopping Center to prohibit violation of Tenant's exclusive use
right under this Lease and shall take all reasonable actions necessary to
prevent the violation of Tenant's exclusive use rights by any tenant or occupant
in the Shopping Center.
Permits
In the event Tenant has not obtained all necessary Permits, to enable Tenant to
construct its improvements upon the Demised Premises and operate its business
thereon within ninety (90) days after the Execution Date, Tenant shall have the
right to terminate the Lease within ten (10) days after the expiration of said
ninety (90) day period.
Restrictive Parking
Landlord agrees that it will not erect and/or construct any buildings within the
area designated as "Restricted Area" on Exhibit "A-2" attached to the Lease. In
addition, Landlord covenants that it shall not enter into any future covenant
with tenants in the Shopping Center granting restrictive or exclusive parking
rights.
It is specifically understood that the Shopping Center and that portion
designated as "Adjacent Owner" on Exhibit "A-2" is or may be encumbered and/or
benefited from time to time by certain reciprocal easements, development and
operating agreements to the extent that Tenant agrees Landlord shall not be
responsible for actions or performances taken or caused by the "Adjacent Owner".
Tenant lmprovements
Tenant shall have the right to construct at Tenant's sole cost and expense a
meat cooler adjacent to the rear of the Demised Premises which shall be
approximately 11'9" x 9'1" in size, grease traps, a dumpster and a can wash area
which shall be approximately 4' x 4' in size as designated on Exhibit "A-3". The
exact size and location of the meat cooler, grease traps, dumpster and can wash
area shall be approved by Landlord in writing prior to installation. Said area
shall be subject to all terms and conditions of the Lease, including but not
limited to maintenance and insurance of the area.
Free Rent
Provided that Tenant shall not be in default under the Lease, the Minimum Annual
Rental set forth in Section 1.01(h) of the Lease shall be waived for the period
commencing upon the Lease Commencement Date through Rent Commencement Date as
set forth in Section 1.01(e). It is specifically agreed that Additional Rent and
all other charges due under the Lease shall commence upon the Lease Commencement
Date and are not subject to said waiver.
Extension Option
Provided that Tenant is not in default under any of the terms or conditions of
the Lease, Tenant shall have the option to extend the Lease Term for one (1)
period of five (5) years upon the same terms and conditions as provided herein,
except for Minimum Annual Rental as set forth in Section 1.01(h) of the Lease.
Tenant shall exercise its option by delivering to Landlord written notice at
least one hundred eighty (180) days before the expiration of the Lease Term. All
of the terms, covenants, conditions, provisions and agreements applicable to the
Initial Term shall be applicable to the Option Term.
20
EXHIBIT "A"
SITE PLAN
EXCEL REALTY TRUST, INC.
Leesburg Square
Leesburg, Florida
[FLOOR PLAN]
A-1
EXCEL REALTY TRUST, INC.
Leesburg Square
Leesburg, Florida
[FLOOR PLAN]
A-2
TENANT'S IMPROVEMENTS
[FLOOR PLAN]
A-3
EXHIBIT "B"
SECTION 1
DESCRIPTION OF LANDLORD'S WORK AND TENANT'S WORK
LANDLORD'S WORK
A. STRUCTURE
1. Frame, etc.: The structural frame, columns, beams, floor and roof
slabs shall be constructed with incombustible and/or wood framing, and
the floor and roof slabs shall be designed to carry live loads in
accordance with the governing building codes. Roofs will be insulated
roof deck construction Exterior walls above grade will be concrete
block and/or suitable structural members, with ties for anchorage of
exterior veneers such as brick, stone, and other suitable materials.
If any loads are applied to the roof or structural areas of the
building which, in the opinion of Landlord shall be considered
excessive, any costs for handling these structural changes shall be
borne by Tenant.
2. Space heights: The minimum clear height measured between the floor
slab and the ceiling when finished shall generally be, as follows:
Sales Area As is
-----------------
Stock Areas As is
-----------------
B. STORE FRONTS
1. Design: Store fronts will be designed by Landlord's architect. Special
store front designs may be used if desired by Tenant, at Tenant's
expense, as set out below, provided the same is approved by Landlord
in writing.
C. INTERIOR FINlSH
1. Floors: All floors will be concrete with smooth cement finish.
2. Ceilings: A suspended 2 x 4 grid system and 2 x 4 acoustical tiles
will be installed. At Landlord's option, in any stock areas so
designated by Tenant, such area may either have finished acoustical
ceiling or exposed bar joist.
3. Walls: Interior surfaces of walls enclosing leased areas will be
finished with sheet rock (taped and ready for paint), concrete or
haydite block.
4. Toilet Rooms: One toilet room will be provided in the Demised Premises
with common toilet facilities for men and women. Where the local codes
require more than one toilet, the cost of said second toilet shall be
borne by Tenant.
D. PARKING AREAS AND WALKS
1. Surface: Parking areas will be concrete or asphalt concrete over
crushed rock base on grade at Landlord's option. Walks and malls will
be surfaced with concrete, stone, brick, tile or any other suitable
materials as specified by Landlord's architect.
2. Lighting: Parking areas, walks, and malls will be lighted; the minimum
average maintained lighting level on the surface of the parking areas
will be one (1) foot candle.
E. ELECTRICAL WORK
1. Public and service areas: Electrical wiring, electrical fixtures in
common service areas and public areas will be provided by Landlord.
2. Demised space: Landlord will furnish six (6) duplex wall or duplex
column outlets as set forth on plans. Landlord will provide one (1)
empty 3/4" conduit for any necessary hookups. Landlord will supply
initial installation of fluorescent strip lighting fixtures.
3. Service: Landlord will provide a As is amp As is phase service
entrance, and power will be brought to the Demised Premises and
stubbed in at panel and any increase in power requirements shall be
paid for by Tenant.
F. HEATING AND AIR CONDITIONING
1. Heating: Landlord will provide a heating system which will supply As
is BTU'S, and airconditioning system that is rated at As is tons to be
located as set forth in the plans.
B-1
G. UTILITIES
1. Water, Gas, Etc.: Normal waste lines shall be brought to the Demised
Premises, stubbed in and connected to the public sewer.
2. In respect to gas, if this utility is available, subject to the sole
discretion of Landlord, it shall be brought to the Demised Premises.
Water and electricity will also be brought to the Demised Premises.
Tenant will be obligated to supply Tenant's own meter, and in the
event that Landlord has supplied a meter, Tenant shall reimburse
Landlord for said cost of the meter. This cost shall be determined as
that amount paid by Landlord to the utility company for the
installation of said meter.
Landlord's Work is limited to the work hereinabove described and specifically
excludes work described as Tenant's Work; all work not classified as Landlord's
Work is Tenant's Work.
TENANT'S WORK
Tenant's Work shall include all other necessary improvements to operate Tenant's
business and shall include, but not be limited to, the purchase and/or
installation end/or performance of the following, and all the following shall be
at Tenant's expense. The plans and specifications, if any are needed, and the
detail and design shall be subject to the written approval of Landlord's
architect.
A. ITEMS TO BE DONE
1. Telephone wiring, devices, arid installation and service costs.
2. Inter-com, radio and TV conduit, devices and wiring.
3. Light covers and other ceilings not standard to the project.
4. Fire protection and detection devices, other than Landlord's sprinkler
system, if any.
5. Store fixtures, furnishings, display devices and special column
treatments.
6. Display window platforms, floors, backs and ceilings, interior or
special rooms.
7. Store signs and special structural stiffeners and anchorage therefor.
8. Tenant shall bear the additional cost of a special store front over
that of the standard "straight" front provided by Landlord, including
installation of automatic doors.
9. Complete plans showing all details of interior design, electrical and
mechanical items which affect Landlord's Work, if required by Landlord
in order to prepare preliminary plans, including special venting or
air handling equipment necessary for Tenant's occupancy and use.
10. All interior walls and curtain wall within the Demised Premises except
as provided by Landlord's Work C(3).
11. All signs in or on the Demised Premises including construction,
furnishing and installation. No sign shall be erected without prior
written approval of Landlord or Landlord's architect.
12. All requirements related to bottled water.
B. CONSTRUCTION
1. All work undertaken by Tenant shall be at Tenant's expense and shall
not damage the building or any part thereof; design and details shall
conform with the standards of the project and shall be approved by
Landlord's architect.
2. Work undertaken by Tenant during general construction shall be handled
in the following manner:
a. Work attached to the structure such as additional plumbing,
electrical work, plastering, terrazzo, etc., may be handled in
any of the following ways:
(i) Awarded by Tenant to his own Contractor, who has been
approved by Landlord's architect.
(ii) Awarded to the Project Contractor through the use of unit
prices which have been established for this type of work by
previous bidding.
b. Store furniture, fixtures, painting, floor covering, etc., may be
let to any contractor approved by Landlord's architect. Tenants
should attempt to allow Contractors who are already on the site
to bid on their work.
PROCEDURE
1. Landlord will provide Tenant, when preliminary plans have been
prepared by Landlord's architect, with scale drawings, showing the
general features of the Demised Premises, together with information on
B-2
1. Landlord will provide Tenant, when preliminary plans have been
prepared by Landlord's architect, with scale drawings, showing the
general features of the Demised Premises, together with information on
suitable locations for air-handling units, toilet rooms and design.
2. In developing the working drawing, Landlord reserves the right to make
such necessary reasonable changes and adjustments which are the result
of detailed technical development of the preliminary studies.
3. Tenant shall have the right to substitute more expensive items for
items normally provided by Landlord hereunder, in which event Tenant
shall complete such items at Tenant's cost, and Landlord shall give
Tenant an allowance based upon the cost of the item Landlord would
have been required to complete. All such work performed by Tenant
shall be subject to the approval of Landlord's architect.
SECTION II
B-3
EXHIBIT "E"
SIGN SPECIFICATIONS
The installation of a sign and costs incurred shall be the responsibility of the
Tenant. Sign construction is to be completed in compliance with the
instructions, limitations, and criteria contained herein.
1. It is intended that the signage of the stores in the Shopping Center shall
be developed in an imaginative and varied manner, and although previous and
current signing practice of the Tenant will be considered, they will not
govern signs to be installed in the Shopping Center.
2. Each Tenant will be required to identify its Demised Premises by a sign.
3. Three (3) copies of sign drawings shall be submitted to Landlord for
approval.
4. Sign drawing shall clearly shown graphic as well as construction and
attachment details along with dimensions. Full information regarding
electrical requirements and brightness is to also be included.
5. The wording of signs shall be limited to Tenant's trade name only.
6. Tenant will be permitted one sign only to be located on its storefront.
7. All signs shall have concealed attachment devices, clips, wiring,
transformers, lamp tubes, and ballast.
8. There shall be no flashing, rotating, or moving signs or markers of any
type.
9. There shall be no signs painted on the exterior surfaces of any building.
10. Sign letters or components shall not have exposed neon or other lamps. All
light source shall be internal and concealed consisting of 13 to 15
millimeters of neon tubing. Coordinate fasteners to prevent electrolysis.
11. The height of upper case sign letters and components shall not exceed 24".
The height of lower case letters shall not exceed 16".
12. Tenant's sign shall not exceed 1 1/2 square feet for each linear foot of
Tenant's storefront. No part of such sign shall be closer than 10" to the
side lease lines of the Demised Premises nor closer that 6" to the top and
bottom of the Tenant's sign area. No part of the sign shall hang free of
Tenant's sign area.
13. Tenant's sign shall be mounted on a raceway attached to the canopy fascia
immediately in front of the Demised Premises or such area as designated by
Landlord.
14. Signs shall not project more than 6" beyond the sign panel unless approved
by Landlord.
15. Signs shall be individual metal channel form letters internally neon
illuminated with a plexiglas face.
16. All signs shall be designed to meet local sign ordinances.
17. No banners, posters, or other advertising materials shall be affixed to any
exterior walls on the entire Demised Premises except in the case of
temporary or promotional nature, without Landlord's prior written consent.
18. No signs may be erected without Landlord's prior written approval,
including approval of color.
19. Landlord reserves the right to negotiate a contract for the construction
and erection of shop tenant signs in the Shopping Center as a group with
one sign manufacturing company. Such an arrangement would be done to effect
a lower per-unit cost of signage for all Shopping Center tenants as a
group. In such event, Tenant shall be required to use such sign company and
shall arrange for their individual signs with said company at the group
prices. Landlord shall notify Tenant of such an arrangement along with
pertinent details at least ninety (90) days prior to Landlord's delivery of
the Demised Premises.
E-1
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E-2
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E-3
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E-4
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E-5
EXHIBIT "F"
TENANT ESTOPPEL CERTIFICATE FORM
TO: Excel Realty Trust, Inc.
RE: Lease Agreement, dated _______________,by Excel Realty Trust, Inc., a
Maryland corporation, as Landlord, and Family Steakhouse of Florida, Inc.,
a Florida corporation, as Tenant, for the Demised Premises containing
approximately 10,260 square feet within the Leesburg Square Shopping Center
(the "Property")
Gentlemen:
Tenant understands that ____________________, a _______________ or its nominee
("Purchaser") is considering the proposed purchase of the Property from
Landlord. In connection therewith and understanding that Purchaser is relying
upon the agreements and certifications referenced or contained herein, Tenant
agrees and certifies to Purchaser, its respective successors and assigns, as
follows:
1. Tenant hereby confirms that Tenant's leasable square footage of the Demised
Premises is approximately ______________ square feet. The Lease constitutes
the entire agreement between Landlord and Tenant with respect to the
Demised Premises and the Property. The Lease is in full force and effect
and has not been amended, modified or assigned, except as set forth above.
2. The term of the Lease commenced on ____________ 19 ,and will expire on
___________________. Tenant has no renewal options to extend the term of
the Lease.
3. The current Minimum Annual Rental payable by Tenant is $______________;
Percentage Rental due as set forth in the Lease; and charges for Common
Area Expenses, Insurance and Real Estate Taxes ("Additional Rent") as set
forth in the Lease. All charges have been paid through ___________. No rent
has been prepaid other than the current month hereof.
4. Tenant is responsible for paying its proportionate share of Common Area
Expenses, Insurance, and Taxes.
5. Landlord is holding a Security Deposit in the amount of $______________ .
Tenant is not entitled to interest accrued thereon pursuant to the terms of
the Lease.
6. There are no known defaults of Landlord or Tenant under the Lease, and
there are no known existing circumstances which with the passage of time,
or giving of notice, or both, would give rise to a default under the Lease.
Landlord and Tenant are in full compliance with their obligations under the
Lease, and the Lease is in good standing and in full force and effect.
7. No breach or violation exists of any of the provisions of the Lease
granting exclusive uses to Tenant or prohibiting or restricting uses of
other tenants.
8. Construction of all improvements required under the Lease and any other
conditions to Tenant's obligations under the Lease, if any, have been
satisfactorily completed by Landlord, and Tenant has accepted and is
occupying the Demised Premises.
9. Tenant has no charge, lien, claim of set-off, abatement or defense against
rents or other charges due or to become due under the Lease or otherwise
under any of the terms, conditions, and covenants contained therein. Tenant
is not currently entitled to any concessions, rebates, allowances or other
considerations for free or reduced rent.
10. There are no attachments, executions, assignments for the benefit of
creditors, receiverships, conservatorships, or voluntary or involuntary
proceedings in bankruptcy or pursuant to any other laws for relief of
debtors contemplated or filed by Tenant or pending against Tenant.
11. Tenant has not subleased all or any portion of the Demised Premises or
assigned any of its rights under the Lease, nor pledged any interest
therein, except as follows: (if none, so state).
12. Tenant does not have any rights or options to purchase the Property, or any
portion thereof.
13. If the Lease is guaranteed, the Guaranty is unmodified and in full force
and effect. There are no attachments, executions, assignments for the
benefit of creditors, receiverships, conservatorships, or voluntary or
involuntary proceedings in bankruptcy or pursuant to any other laws for
relief of
F-1
debtors contemplated or filed by any Guarantor or pending against any
Guarantor.
14. Except as set forth below, Tenant does not have any options, rights of
first refusal, rights of first offer or similar rights to other space
within the Property, and such rights, if any, are subject to all
preexisting rights accorded to other tenants: (if none, so state).
15. Upon being notified of the closing of the proposed purchase, sale and
assignment, Tenant agrees to recognize Purchaser as Landlord under the
Lease and to send all rental payments and communications permitted or
required under the Lease to such address as Landlord may, in writing,
direct.
16. This Tenant Estoppel Certificate Form shall inure to the benefit of and be
binding upon, and may be relied upon and be enforced by the Purchaser, its
respective successors and/or assigns. To the extent that the matters set
forth in this Tenant Estoppel Certificate Form vary or conflict with the
terms and conditions of the Lease, the matters contained herein shall
supersede those contained in the Lease.
17. The person(s) whose signature(s) appear(s) below is duly and fully
authorized to execute this Tenant Estoppel Certificate Form and has full
knowledge of the facts and statements recited herein and acknowledge(s)
full and proper execution of the Lease.
IN WITNESS WHEREOF, the Tenant has executed and delivered this Tenant
Estoppel Certificate Form this ____ day of __________________, 19.
TENANT:
By:_______________________________________
Its:______________________________________
GUARANTOR:
(If Applicable)
By:_______________________________________
Its:______________________________________
F-2
