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LEASE AGREEMENT
THIS LEASE (the "Lease") is executed this 13 day of March 2000, by and
between DUKE-WEEKS REALTY LIMITED PARTNERSHIP, an Indiana limited partnership
("Landlord"), and NET RADIO CORPORATION, a Minnesota corporation ("Tenant").
WITNESSETH:
ARTICLE 1 -- LEASE OF PREMISES
Section 1.01. Basic Lease Provisions and Definitions.
A. Leased Premises (shown outlined on Exhibit A attached hereto): Valley Gate
North, 00000 Xxxxxx Xxxx Xxxx, Xxxxx 000, Xxxx Xxxxxxx, Xxxxxxxxx 00000;
(the "Building);
B. Rentable Area: approximately 13,720 square feet;
The above square footage shall be deemed correct for all purposes.
C. Tenant's Proportionate Share: 25.97%;
D. Minimum Annual Rent:
Years 1 - 2 $144,060.00 per year
Years 3 - 5 $150,920.04 per year;
E. Monthly Rental Installments:
Months 1-24 $12,005.00 per month
Months 25-60 $12,576.67 per month;
F. Landlord's Share of Expenses: Not Applicable;
G. Lease Term: Five (5) years;
H. Commencement Date: May 1, 2000;
I. Security Deposit: $120,254.13;
J. Guarantor: None;
K. Brokers: Duke-Weeks Realty Limited Partnership representing Landlord and
X'Xxxx-Xxxxxxx, Inc., representing Tenant;
L. Permitted Use: General office, warehousing and storage of computers and
related purposes;
M. Addresses for notices:
Landlord: Duke-Weeks Realty Limited Partnership
0000 Xxxxx Xxxxxx Xxxxx, Xxxxx 000
Xxxxxxxxxxx, XX 00000
Tenant: Net Radio Corporation
00000 Xxxxxx Xxxx Xxxx, Xxxxx 000
Xxxx Xxxxxxx, XX 00000
Address for rental and other payments:
Duke-Weeks Realty Limited Partnership
NW 7210
X.X. Xxx 0000
Xxxxxxxxxxx, XX 00000-0000
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Section 1.02. Leased Premises. Landlord hereby leases to Tenant and
Tenant leases from Landlord, under the terms and conditions herein, the Leased
Premises.
ARTICLE 2 - TERM AND POSSESSION
Section 2.01. Term. The term of this Lease ("Lease Term") shall be for
the period of time and shall commence on the Commencement Date described in the
Basic Lease Provisions. Upon delivery of possession of the Leased Premises to
Tenant, Tenant shall execute a letter of understanding acknowledging (i) the
Commencement Date of this Lease, and (ii) that Tenant has accepted the Leased
Premises. If Tenant takes possession of and occupies the Leased Premises,
Tenant shall be deemed to have accepted the Leased Premises and that the
condition of the Leased Premises and the Building was at the time satisfactory
and in conformity with the provisions of this Lease in all respects.
Section 2.02. Construction of Tenant Improvements. Tenant has personally
inspected the Leased Premises and accepts the same "AS IS" without
representation or warranty by Landlord of any kind and with the understanding
that Landlord shall have no responsibility with respect thereto except to
construct in a good and workmanlike manner the improvements as per Tenant's
plans and specifications which have been mutually agreed upon by both Landlord
and Tenant and attached hereto as Exhibit B. Any work not shown on Exhibit B
shall be performed at Tenant's sole expense. Landlord and Tenant agree that all
work on the initial and any subsequent tenant finish improvements shall be
performed by Duke Construction Limited Partnership or a subsidiary or affiliate
of Landlord which shall receive a construction management fee as Landlord's
construction manager or general contractor.
Section 2.03. Surrender of the Premises. Upon the expiration or earlier
termination of this Lease, Tenant shall immediately surrender the Leased
Premises to Landlord in broom-clean condition and in good condition and repair.
Tenant shall also remove its personal property, trade fixtures and any of
Tenant's alterations designated by Landlord, promptly repair any damage caused
by such removal, and restore the Leased Premises to the condition existing upon
the Commencement Date, reasonable wear and tear excepted. If Tenant fails to do
so, Landlord may restore the Leased Premises to such condition at Tenant's
expense, Landlord may cause all of said property to be removed at Tenant's
expense, and Tenant hereby agrees to pay all the costs and expenses thereby
reasonably incurred. All Tenant property which is not removed within ten (10)
days following Landlord's written demand therefor shall be conclusively deemed
to have been abandoned by Tenant, and Landlord shall be entitled to dispose of
such property at Tenant's cost without thereby incurring any liability to
Tenant. The provisions of this section shall survive the expiration or other
termination of this Lease.
Section 2.04. Holding Over. If Tenant retains possession of the Leased
Premises after the expiration or earlier termination of this Lease, Tenant
shall become a tenant from month to month at twice of the Monthly Rental
Installment in effect at the end of the Lease Term, and otherwise upon the
terms, covenants and conditions herein specified, so far as applicable.
Acceptance by Landlord of rent in such event shall not result in a renewal of
this Lease, and Tenant shall vacate and surrender the Leased Premises to
Landlord upon Tenant being given thirty (30) days' prior written notice from
Landlord to vacate whether or not said notice is given on the rent paying date.
This Section 2.04 shall in no way constitute a consent by Landlord to any
holding over by Tenant upon the expiration or earlier termination of this
Lease, nor limit Landlord's remedies in such event.
ARTICLE 3 - RENT
Section 3.01. Base Rent. Tenant shall pay to Landlord the Minimum Annual
Rent in the Monthly Rental Installments, in advance, without deduction or
offset, beginning on the Commencement Date and on or before the first day of
each and every calendar month thereafter during the Lease Term. The Monthly
Rental Installment for partial calendar months shall be prorated.
Section 3.02. Additional Rent. In addition to the Minimum Annual Rent,
Tenant shall pay to Landlord for each calendar year during the Lease Term, as
"Additional Rent," Tenant's Proportionate Share of all costs and expenses
incurred by Landlord during the Lease Term for Real Estate Taxes and Operating
Expenses for the Building and common areas (collectively "Common Area Charges").
"Operating Expenses" shall mean all of Landlord's expenses for operations,
repair, replacement and maintenance to keep the Building and common areas in
good order, condition and repair (including all additional direct costs and
expenses of operation and maintenance of the Building which vary with occupancy
and which Landlord reasonably determines it would have paid or incurred during
such year if the Building had been fully occupied), including, but not limited
to, service and other charges incurred in the operation and maintenance of the
electrical systems, heating, ventilation and air conditioning systems and
sprinkler and plumbing systems; management or administrative fees; utilities;
stormwater discharge fees; license, permit, inspection and other fees; fees and
assessments imposed by any covenants or
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owners' association; security services; insurance premiums and deductables; and
maintenance, repair and replacement of the driveways, parking areas (including
snow removal), exterior lighting, landscaped areas, walkways, curbs, drainage
strips, sewer lines, exterior walls, foundation, structural frame, roof and
gutters. The cost of any capital improvement shall be amortized over the useful
life of such improvement (as reasonably determined by Landlord), and only the
amortized portion shall be included in Operating Expenses. Operating Expenses
shall exclude repairs and replacements for which and to the extent that
Landlord has been reimbursed by insurance and/or paid pursuant to warranties.
Provided, however, that amortization of capital improvements or replacements of
the Building's sewer lines, or the foundation or structure of the Building
shall only be included in Operating Expenses to the extent that they benefit
the health and safety of the tenants of the Building, produce a reduction in
operating costs or are required under any applicable governmental law,
ordinance, resolution, order or regulation not in effect as of the Commencement
Date hereof. Notwithstanding the foregoing, Landlord represents that it has no
current plans to replace the Building roof or Building parking areas and that,
in the event certain items require replacement, it shall amortize the certain
items over the time periods shown as follows:
Roof replacement: Ten (10) years
Parking Lot overlay: Four (4) years
Parking Lot seal/coat: Two (2) years
HVAC Unit replacement: Two (2) years.
"Real Estate Taxes" shall include any form of real estate tax or
assessment or service payments in lieu thereof, and any license fee, commercial
rental tax, improvement bond or other similar charge or tax (other than
inheritance, personal income or estate taxes) imposed upon the Building or
common areas (or against Landlord's business of leasing the Building) by any
authority having the power to so charge or tax, together with costs and
expenses of contesting the validity or amount of Real Estate Taxes, (whether
charged by Landlord's counsel or representative; provided, however, that said
fees are reasonably comparable to the fees charged for similar services by
others not affiliated with Landlord, but in no event shall fees exceed
thirty-three percent (33%) of the good faith estimated tax savings).
Additionally, Tenant shall pay, prior to delinquency, all taxes assessed
against and levied upon trade fixtures, furnishings, equipment and all personal
property of Tenant contained in the Lease Premises.
Section 3.03. Payment of Additional Rent. Landlord shall reasonably and
in good faith estimate the total amount of Additional Rent to be paid by Tenant
during each calendar year of the Lease Term, pro-rated for any partial years.
Commencing on the Commencement Date, Tenant shall pay to Landlord each month,
at the same time the Monthly Rental Installment is due, an amount equal to
one-twelfth (1/12) of the estimated Additional Rent for such year. Within a
reasonable time after the end of each calendar year, Landlord shall submit to
Tenant a statement of the actual amount of such Additional Rent and within
thirty (30) days after receipt of such statement, Tenant shall pay any
deficiency between the actual amount owed and the estimates paid during such
calendar year. In the event of overpayment, Landlord shall credit the amount of
such overpayment toward the next installments of Minimum Rent.
Section 3.04. Late Charges. Tenant acknowledges that Landlord shall incur
certain additional unanticipated administrative and legal costs and expenses if
Tenant fails to timely pay any payment required hereunder. Therefore, in
addition to the other remedies available to Landlord hereunder, if any payment
required to be paid by Tenant to Landlord hereunder shall become overdue, such
unpaid amount shall bear interest from the due date thereof to the date of
payment at the prime rate (as reported in the Wall Street Journal) of interest
("Prime Rate") plus six percent (6%) per annum.
ARTICLE 4 - SECURITY DEPOSIT
Tenant, upon execution of this Lease, shall deposit with Landlord the
Security Deposit as security for the performance by Tenant of all of Tenant's
obligations contained in this Lease. In the event of a default by Tenant
Landlord may apply all or any part of the Security Deposit to cure all or any
part of such default; and Tenant agrees to promptly, upon demand, deposit such
additional sum with Landlord as may be required to maintain the full amount of
the Security Deposit. All sums held by Landlord pursuant to this section shall
be without interest. At the end of the Lease Term, provided that there is then
no uncured default, Landlord shall return the Security Deposit to Tenant.
Notwithstanding anything contained herein to the contrary, in the event Tenant
is not in Default at the end of the thirty-sixth (36th) month of the Lease
Term, Landlord hereby agrees to return a portion of the Security Deposit to
Tenant in the amount of Sixty Thousand Dollars ($60,000.00).
ARTICLE 5 - USE
Section 5.01. Use of Leased Premises. The Leased Premises are to be used
by Tenant solely for the Permitted Use and for no other purposes without the
prior written consent of Landlord.
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Section 5.02. Covenants of Tenant Regarding Use. Tenant shall (i) use
and maintain the Leased Premises and conduct its business thereon in a safe,
careful, reputable and lawful manner, (ii) comply with all laws, rules,
regulations, orders, ordinances, directions and requirements of any
governmental authority or agency, now in force or which may hereafter be in
force, including without limitation those which shall impose upon Landlord or
Tenant any duty with respect to or triggered by a change in the use or
occupation of, or any improvement or alteration to, the Leased Premises, and
(iii) comply with and obey all reasonable directions of the Landlord, including
any rules and regulations that may be adopted by Landlord from time to time.
Tenant shall not do or permit anything to be done in or about the Leased
Premises or common areas which constitutes a nuisance or which interferes with
the rights of other tenants or injuries or annoys them. Landlord shall not be
responsible to Tenant for the nonperformance by any other tenant or occupant of
the Building of its lease or of any rules and regulations; provided, however,
that Tenant shall not be responsible for any Additional Rent, Operating
Expenses, Real Estate Taxes, Common Area Charges or similar expenses due to
Landlord from another tenant but not paid. Tenant shall not overload the floors
of the Leased Premises. All damage to the floor, structure or foundation of the
Building due to improper positioning or storage of items or materials shall be
repaired by Landlord at the sole expense of Tenant, who shall reimburse
Landlord immediately therefor upon demand. Tenant shall not use the Leased
Premises, or allow the Leased Premises to be used, for any purpose or in any
manner which would invalidate any policy of insurance now or hereafter carried
on the Building or increase the rate of premiums payable on any such insurance
policy unless Tenant reimburses Landlord as Additional Rent for any increase in
premiums charged.
Section 5.03. Landlord's Rights Regarding Use. In addition to the rights
specified elsewhere in this Lease, Landlord shall have the following rights
regarding the use of the Leased Premises or the common areas, each of which may
be exercised without notice or liability to Tenant (a) Landlord may install
such signs, advertisements, notices or tenant identification information as it
shall deem necessary or proper; (b) Landlord shall have the right at any time
to control, change or otherwise alter the common areas as it shall deem
necessary or proper provided, however, that any such change or alteration will
not have a material adverse effect on the Leased Premises or Tenant's access
thereto; and (c) Landlord or Landlord's agent shall be permitted to inspect or
examine the Leased Premises at any reasonable time upon reasonable notice
(except in an emergency when no notice shall be required), and Landlord shall
have the right to make any repairs to the Leased Premises which are necessary
for its preservation; provided, however, that any repairs made by Landlord
shall be at Tenant's expense, except as provided in Section 7.01 hereof.
Landlord shall incur no liability to Tenant for such entry, nor shall such
entry constitute an eviction of Tenant or a termination of this Lease, or
entitle Tenant to any abatement of rent therefor.
ARTICLE 6 - UTILITIES AND SERVICES
Tenant shall obtain in its own name and pay directly to the appropriate
supplier the cost of all utilities and services serving the Leased Premises.
However, if any services or utilities are jointly metered with other property,
Landlord shall make a reasonable determination of Tenant's proportionate share
of the cost of such utilities and services (at rates that would have been
payable if such utilities and services had been directly billed by the
utilities or services provided to Tenant) and Tenant shall pay such share to
Landlord within fifteen (15) days after receipt of Landlord's written
statement. Landlord shall not be liable in damages or otherwise for any failure
or interruption of any utility or other building service and no such failure or
interruption shall entitle Tenant to terminate this Lease or withhold sums due
hereunder. In the event of utility "deregulation", Landlord may choose the
service provider.
Notwithstanding anything in this Lease to the contrary, Landlord shall use
commercially reasonable efforts to promptly restore utility service and in the
event restoration of service is within Landlord's control and Landlord
negligently fails to restore such service within a reasonable time, thereby
causing the Leased Premises to be rendered untenantable (meaning that Tenant is
unable to use such space in the normal course of its business) by Tenant for
the use permitted under this Lease for more than ten (10) consecutive days
after notice from Tenant to Landlord that such service has been interrupted and
a reasonable opportunity for Landlord to restore such service, Minimum Annual
Rent and Annual Rental Adjustment shall xxxxx on a per diem basis for each day
after such ten (10) day period during which the Leased Premises remain
untenantable.
ARTICLE 7 - MAINTENANCE AND REPAIRS
Section 7.01. Landlord's Responsibility. During the term of this Lease,
Landlord shall carry out all work to maintain in good condition and repair, and
replace as necessary, the electrical systems, heating and air conditioning
systems, sprinkler and plumbing systems, roof, exterior walls, foundation and
structural frame of the Building and the parking and landscaped areas, the
costs of which shall be included in Operating Expenses; provided, however, that
to the extent any of the foregoing items require
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repair because of the negligence, misuse, or default of Tenant, its employees,
agents, customers or invitees, Landlord shall make such repairs solely at
Tenant's expense.
Section 7.02. Alterations. Tenant shall not permit alterations in or to
the Leased Premises unless and until the plans have been approved by Landlord
in writing. As a condition of such approval, Landlord may require Tenant to
remove the alterations and restore the Leased Premises upon termination of this
Lease; otherwise, all such alterations shall at Landlord's option become a part
of the realty and the property of Landlord, and shall not be removed by Tenant.
Tenant shall ensure that all alterations shall be made in accordance with all
applicable laws, regulations and building codes, in a good and workmanlike
manner and of quality equal to or better than the original construction of the
Building. No person shall be entitled to any lien derived through or under
Tenant for any labor or material furnished to the Leased Premises, and nothing
in this Lease shall be construed to constitute a consent by Landlord to the
creation of any lien. If any lien is filed against the Leased Premises for work
claimed to have been done for or material claimed to have been furnished to
Tenant, Tenant shall cause such lien to be discharged of record within thirty
(30) days after filing. Tenant shall indemnify Landlord from all costs, losses,
expenses and attorneys' fees in connection with any construction or alteration
and any related lien.
ARTICLE 8 - CASUALTY
Section 8.01. Casualty. In the event of total or partial destruction of
the Building or the Leased Premises by fire or other casualty, Landlord agrees
to promptly restore and repair same; provided, however, Landlord's obligation
hereunder shall be limited to the reconstruction of such of the tenant finish
improvements as were originally required to be made by Landlord, if any. Rent
shall proportionately xxxxx during the time that the Leased Premises or part
thereof are unusable because of any such damage. Notwithstanding the foregoing,
if the Leased Premises are (i) so destroyed that they cannot or will not be
repaired or rebuilt within one hundred eighty (180) days from the casualty
date; or (ii) destroyed by a casualty which is not covered by the insurance
required hereunder or, if covered, such insurance proceeds are not released by
any mortgagee entitled thereto or are insufficient to rebuild the Building and
the Leased Premises; then, in case of a clause (i) casualty, either Landlord or
Tenant may, or, in the case of a clause (ii) casualty, then Landlord may, upon
thirty (30) days' written notice to the other party, terminate this Lease with
respect to matters thereafter accruing.
Section 8.02. All Risk Coverage Insurance. During the Lease Term, Landlord
shall maintain all risk coverage insurance on the Building, but shall not
protect Tenant's property on the Leased Premises; and, notwithstanding the
provisions of Section 9.01, Landlord shall not be liable for any casualty damage
to Tenant's property, regardless of cause, including the negligence of Landlord
and its employees, agents and invitees. Tenant hereby expressly waives any right
of recovery against Landlord for casualty damage to any property of Tenant
located in or about the Leased Premises, however caused, including the
negligence of Landlord and its employees, agents and invitees. Notwithstanding
the provisions of Section 9.01 below, Landlord hereby expressly waives any
rights of recovery against Tenant for casualty damage to the Leased Premises or
the Building which is insured against under Landlord's all risk coverage
insurance. All insurance policies maintained by Landlord or Tenant as provided
in this Lease shall contain an agreement by the insurer waiving the insurer's
right of subrogation against the other party to this Lease.
ARTICLE 9 - LIABILITY INSURANCE
Section 9.01. Tenant's Responsibility. Landlord shall not be liable to
Tenant or to any other person for (i) damage to property or injury or death to
persons due to the condition of the Leased Premises, the Building or the common
areas, or (ii) the occurrence of any accident in or about the Leased Premises
or the common areas, or (iii) any act or neglect of Tenant or any other tenant
or occupant of the Building or of any other person, unless such damage, injury
or death is directly and solely the result of Landlord's negligence; and Tenant
hereby releases Landlord from any and all liability for the same. Tenant shall
be liable for, and shall indemnify and defend Landlord from, any and all
liability for (i) any act or neglect of Tenant and any person coming on the
Leased Premises or common areas by the license of Tenant, express or implied,
(ii) any damage to the Leased Premises, and (iii) any loss of or damage or
injury to any person (including death resulting therefrom) or property
occurring in, on or about the Leased Premises, regardless of cause, except for
any loss or damage covered by Landlord's all risk coverage insurance as
provided in Section 8.02 and except for that caused solely and directly by
Landlord's negligence. This provision shall survive the expiration or earlier
termination of this Lease.
Section 9.02. Tenant's Insurance. Tenant shall carry general public
liability and property damage insurance, issued by one or more insurance
companies acceptable to Landlord, with the following minimum coverages:
(a) Worker's Compensation: minimum statutory amount.
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(b) Commercial General Liability Insurance, including blanket,
contractual liability, broad form property damage, personal injury, completed
operations, products liability, and fire damage: Not less than $3,000,000
Combined Single Limit for both bodily injury and property damage.
(c) All Risk Coverage, Vandalism and Malicious Mischief, and Sprinkler
Leakage insurance, if applicable, for the full cost of replacement of Tenant's
property.
(d) Business interruption insurance.
The insurance policies shall protect Tenant and Landlord as their interests may
appear, naming Landlord and Landlord's managing agent and mortgagee as
additional insureds, and shall provide that they may not be canceled on less
than thirty (30) days' prior written notice to Landlord. Tenant shall furnish
Landlord with Certificates of Insurance evidencing all required coverages on or
before the Commencement Date. If Tenant fails to carry such insurance and
furnish Landlord with such Certificates of Insurance after a request to do so,
Landlord may obtain such insurance and collect the cost thereof from Tenant.
ARTICLE 10 - EMINENT DOMAIN
If all or any substantial part of the Building or common areas shall be
acquired by the exercise of eminent domain, Landlord may terminate this Lease
by giving written notice to Tenant on or before the date that actual possession
thereof is so taken. If all or any part of the Leased Premises shall be
acquired by the exercise of eminent domain so that the Leased Premises shall
become unusable by Tenant for the Permitted Use, Tenant may terminate this
Lease as of the date that actual possession thereof is so taken by giving
written notice to Landlord. All damages awarded shall belong to Landlord;
provided, however, that Tenant may claim dislocation damages if such amount is
not subtracted from Landlord's award.
ARTICLE 11 - ASSIGNMENT AND SUBLEASE
Tenant shall not assign this Lease or sublet the Leased Premises in whole
or in part without Landlord's prior written consent, which consent shall not be
unreasonably withheld, delayed or denied (provided that it shall not be
unreasonable for Landlord to withhold or deny its consent with respect to any
proposed assignment or subletting to a third party that is already a tenant in
the Building or in another building owned by Landlord in the vicinity). In the
event of any assignment or subletting, Tenant shall remain primarily liable
hereunder, and any extension, expansion, rights of first offer, rights of first
refusal or other options granted to Tenant under this Lease shall be rendered
void and of no further force or effect. The acceptance of rent from any other
person shall not be deemed to be a waiver of any of the provisions of this Lease
or to be a consent to the assignment of this Lease or the subletting of the
Leased Premises. Without in any way limiting Landlord's right to refuse to
consent to any assignment or subletting of this Lease, Landlord reserves the
right to refuse to give such consent if in Landlord's opinion (i) the Leased
Premises are or may be in any way adversely affected; (ii) the business
reputation of the proposed assignee or subtenant is unacceptable; or (iii) the
financial worth of the proposed assignee or subtenant is insufficient to meet
the obligations hereunder. Landlord further expressly reserves the right to
refuse to give its consent to any subletting if the proposed rent is to be less
than the then current rent for similar premises in the Building. Tenant agrees
to reimburse Landlord for reasonable accounting and attorneys' fees incurred in
conjunction with the processing and documentation of any such requested
assignment, subletting or any other hypothecation of this Lease or Tenant's
interest in and to the Leased Premises.
ARTICLE 12 - TRANSFERS BY LANDLORD
Section 12.01. Sale of the Building. Landlord shall have the right to
sell the Building at any time during the Lease Term, subject only to the rights
of Tenant hereunder; and such sale shall operate to release Landlord from
liability hereunder after the date of such conveyance.
Section 12.02. Subordination and Estoppel Certificate. Landlord shall
have the right to subordinate this Lease to any mortgage presently existing or
hereafter placed upon the Building by so declaring in such mortgage. Within ten
(10) days following receipt of a written request from Landlord, Tenant shall
execute and deliver to Landlord, without cost, any instrument which Landlord
deems necessary or desirable to confirm the subordination of this Lease and an
estoppel certificate in such form as Landlord may reasonably request certifying
(i) that this Lease is in full force and effect and unmodified or stating the
nature of any modification, (ii) the date to which rent has been paid, (iii)
that there are not, to Tenant's knowledge, any uncured defaults or specifying
such defaults if any are claimed, and (iv) any other matters or state of facts
reasonably required respecting the Lease. Such estoppel may be relied upon by
Landlord and by any purchaser or mortgagee of the Building. Notwithstanding the
foregoing, if the mortgagee shall take title to the Leased Premises through
foreclosure or deed in lieu of
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foreclosure, Tenant shall be allowed to continue in possession of the Leased
Premises as provided for in this Lease so long as Tenant shall not be in
Default. Notwithstanding anything contained herein to the contrary, as a
condition to Tenant's obligation to subordinate this Lease to any future
mortgage, Landlord shall obtain at Tenant's sole cost and expense from any
future mortgagee and deliver to Tenant a properly executed Subordination,
Non-disturbance and Attornment agreement in favor of Tenant, substantially in
the form of Exhibit C. Landlord hereby represents that there is no mortgage
encumbering the Building as of the date of execution of this Lease.
ARTICLE 13 - DEFAULT AND REMEDY
Section 13.01. Default. The occurrence of any of the following shall be a
"Default":
(a) Tenant fails to pay any Monthly Rental Installment or Additional Rent
within five (5) days after the same is due, or Tenant fails to pay any other
amounts due Landlord from Tenant within ten (10) days after the same is due.
(b) Tenant fails to perform or observe any other term, condition,
covenant or obligation required under this Lease for a period of thirty (30)
days after notice thereof from Landlord; provided, however, that if the nature
of Tenant's default is such that more than thirty days are reasonably required
to cure, then such default shall be deemed to have been cured if Tenant
commences such performance within said thirty-day period and thereafter
diligently completes the required action within a reasonable time.
(c) Tenant shall assign or sublet all or a portion of the Leased Premises
in contravention of the provisions of Article 11 of this Lease.
(d) All or substantially all of Tenant's assets in the Leased Premises or
Tenant's interest in this Lease are attached or levied under execution (and
Tenant does not discharge the same within sixty (60) days thereafter); a
petition in bankruptcy, insolvency or for reorganization or arrangement is
filed by or against Tenant (and Tenant fails to secure a stay or discharge
thereof within sixty (60) days thereafter); Tenant is insolvent and unable to
pay its debts as they become due; Tenant makes a general assignment for the
benefit of creditors; Tenant takes the benefit of any insolvency action or law;
the appointment of a receiver or trustee in bankruptcy for Tenant or its assets
if such receivership has not been vacated or set aside within thirty (30) days
thereafter; or, dissolution or other termination of Tenant's corporate charter
if Tenant is a corporation.
Section 13.02. Remedies. Upon the occurrence of any Default, Landlord
shall have the following rights and remedies, in addition to those allowed by
law or in equity, any one or more of which may be exercised without further
notice to Tenant:
(a) Landlord may apply the Security Deposit or re-enter the Leased
Premises and cure any default of Tenant, and Tenant shall reimburse Landlord as
additional rent for any costs and expenses which Landlord thereby incurs; and
Landlord shall not be liable to Tenant for any loss or damage which Tenant may
sustain by reason of Landlord's action.
(b) Landlord may terminate this Lease or, without terminating this Lease,
terminate Tenant's right to possession of the Leased Premises as of the date of
such Default, and thereafter (i) neither Tenant nor any person claiming under
or through Tenant shall be entitled to possession of the Leased Premises, and
Tenant shall immediately surrender the Leased Premises to Landlord; and (ii)
Landlord may re-enter the Leased Premises and dispossess Tenant and any other
occupants of the Leased Premises by any lawful means and may remove their
effects, without prejudice to any other remedy which Landlord may have. Upon
the termination of this Lease, Landlord may declare the present value
(discounted at the Prime Rate) of all rent which would have been due under this
Lease for the balance of the Lease Term to be immediately due and payable,
whereupon Tenant shall be obligated to pay the same to Landlord, together with
all loss or damage which Landlord may sustain by reason of Tenant's default
("Default Damages"), which shall include without limitation expenses of
preparing the Leased Premises for re-letting, demolition, repairs, tenant
finish improvements, brokers' commissions and attorneys' fees, it being
expressly understood and agreed that the liabilities and remedies specified in
this subsection (b) shall survive the termination of this Lease.
(c) Landlord may, without terminating this Lease, re-enter the Leased
Premises and re-let all or any part thereof for a term different from that
which would otherwise have constituted the balance of the Lease Term and for
rent and on terms and conditions different from those contained herein,
whereupon Tenant shall be immediately obligated to pay to Landlord as
liquidated damages the present value (discounted at the Prime Rate) of the
difference between the rent provided for herein and that provided for in any
lease covering a subsequent re-letting of the Leased Premises, for the period
which
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would otherwise have constituted the balance of the Lease Term, together with
all of the Landlord's Default Damages.
(d) Landlord may xxx for injunctive relief or to recover damages for any
loss resulting from the Default.
Section 13.03. Landlord's Default and Tenant's Remedies. Landlord shall
be in default if it fails to perform any term, condition, covenant or obligation
required under this Lease for a period of thirty (30) days after written notice
thereof from Tenant to Landlord; provided, however, that if the term, condition,
covenant or obligation to be performed by Landlord is such that it cannot
reasonably be performed within thirty days, such default shall be deemed to have
been cured if Landlord commences such performance within said thirty-day period
and thereafter diligently undertakes to complete the same. Upon the occurrence
of any such default. Tenant may xxx for injunctive relief or to recover damages
for any loss directly resulting from the breach, but Tenant shall not be
entitled to terminate this Lease or withhold, offset or xxxxx any sums due
hereunder except pursuant to an order by a court of competent jurisdiction.
Section 13.04. Limitation of Landlord's Liability. If Landlord shall fail
to perform any term, condition, covenant or obligation required to be performed
by it under this Lease and if Tenant shall, as a consequence thereof, recover a
money judgment against Landlord, Tenant agrees that it shall look solely to
Landlord's right, title and interest in and to the Building including the rents
and profits therefrom for the collection of such judgment; and Tenant further
agrees that no other assets of Landlord shall be subject to levy, execution or
other process for the satisfaction of Tenant's judgment.
Section 13.05. Nonwaiver of Defaults. Neither party's failure or delay in
exercising any of its rights or remedies or other provisions of this Lease shall
constitute a waiver thereof or affect its right thereafter to exercise or
enforce such right or remedy or other provision. No waiver of any default shall
be deemed to be a waiver of any other default. Landlord's receipt of less than
the full rent due shall not be construed to be other than a payment on account
of rent then due, nor shall any statement on Tenant's check or any letter
accompanying Tenant's check be deemed an accord and satisfaction. No act or
omission by Landlord or its employees or agents during the Lease Term shall be
deemed an acceptance of a surrender of the Leased Premises, and no agreement to
accept such a surrender shall be valid unless in writing and signed by Landlord.
Section 13.06. Attorneys' Fees. If either party defaults in the
performance or observance of any of the terms, conditions, covenants or
obligations contained in this Lease and the non-defaulting party obtains a
judgment against the defaulting party, then the defaulting party agrees to
reimburse the non-defaulting party for reasonable attorney's fees incurred in
connection therewith.
ARTICLE 14 - LANDLORD'S RIGHT TO RELOCATE TENANT
[INTENTIONALLY OMITTED]
ARTICLE 15 - TENANT'S RESPONSIBILITY REGARDING
ENVIRONMENTAL LAWS AND HAZARDOUS SUBSTANCES
Section 15.01. Definitions.
(a) "Environmental Laws" - All present or future federal, state and
municipal laws, ordinances, rules and regulations applicable to the
environmental and ecological condition of the Leased Premises, the rules and
regulations of the Federal Environmental Protection Agency or any other federal,
state or municipal agency or governmental board or entity having jurisdiction
over the Leased Premises.
(b) "Hazardous Substances" - Those substances included within the
definitions of "hazardous substances," "hazardous materials," "toxic substances"
"solid waste" or "infectious waste" under Environmental Laws.
Section 15.02. Compliance. Tenant, at its sole cost and expense, shall
promptly comply with the Environmental Laws including any notice from any source
issued pursuant to the Environmental Laws or issued by any insurance company
which shall impose any duty upon Tenant with respect to Tenant's specific use,
occupancy, maintenance or alteration of the Leased Premises whether such notice
shall be served upon Landlord or Tenant.
Section 15.03. Restrictions on Tenant. Tenant shall operate its business
and maintain the Leased Premises in compliance with all Environmental Laws.
Tenant shall not cause or permit the use, generation, release, manufacture,
refining, production, processing, storage or disposal of any Hazardous
Substances on, under or about the Leased Premises, or the transportation to or
from the Leased Premises
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of any Hazardous Substances, except as necessary and appropriate for its
Permitted Use in which case the use, storage or disposal of such Hazardous
Substances shall be performed in compliance with the Environmental Laws and the
highest standards prevailing in the industry.
Section 15.04. Notices, Affidavits, Etc. Tenant shall immediately notify
Landlord of (i) any violation by Tenant, its employees, agents, representatives,
customers, invitees or contractors of the Environmental Laws on, under or about
the Leased Premises, or (ii) the presence or suspected presence of any Hazardous
Substances on, under or about the Leased Premises and shall immediately deliver
to Landlord any notice received by Tenant relating to (i) and (ii) above from
any source. Tenant shall execute affidavits, representations and the like within
five (5) days of Landlord's request therefor concerning Tenant's best knowledge
and belief regarding the presence of any Hazardous Substances on, under or about
the Leased Premises.
Section 15.05. Landlord's Rights. Landlord and its agents shall have the
right, but not the duty, upon advance notice (except in the case of emergency
when no notice shall be required) to inspect the Leased Premises and conduct
tests thereon to determine whether or the extent to which there has been a
violation of Environmental Laws by Tenant or whether there are Hazardous
Substances on, under or about the Leased Premises. In exercising its rights
herein, Landlord shall use reasonable efforts to minimize interference with
Tenant's business but such entry shall not constitute an eviction of Tenant, in
whole or in part, and Landlord shall not be liable for any interference, loss,
or damage to Tenant's property or business caused thereby.
Section 15.06. Tenant's Indemnification. Tenant shall indemnify Landlord
and Landlord's managing agent from any and all claims, losses, liabilities,
costs, expenses and damages, including attorneys' fees, costs of testing and
remediation costs, incurred by Landlord in connection with any breach by Tenant
of its obligations under this Article 15. The covenants and obligations under
this Article 15 shall survive the expiration or earlier termination of this
Lease.
Section 15.07. Landlord's Representation. Notwithstanding anything
contained in this Article 15 to the contrary, Tenant shall not have any
liability to Landlord under this Article 15 resulting from any conditions
existing, or events occurring, or any Hazardous Substances existing or
generated, at, in, on, under or in connection with the Leased Premises prior to
the Commencement Date of this Lease except to the extent Tenant exacerbates the
same.
ARTICLE 16 - MISCELLANEOUS
Section 16.01. Benefit of Landlord and Tenant. This Lease shall insure to
the benefit of and be binding upon Landlord and Tenant and their respective
successors and assigns.
Section 16.02. Governing Law. This Lease shall be governed in accordance
with the laws of the State where the Building is located.
Section 16.03. Guaranty. [INTENTIONALLY OMITTED]
Section 16.04. Force Majeure. Landlord and Tenant (except with respect to
the payment of any monetary obligation) shall be excused for the period of any
delay in the performance of any obligation hereunder when such delay is
occasioned by causes beyond its control, including but not limited to work
stoppages, boycotts, slowdowns or strikes; shortages of materials, equipment,
labor or energy; unusual weather conditions; or acts or omissions of
governmental or political bodies.
Section 16.05. Examination of Lease. Submission of this instrument for
examination or signature to Tenant does not constitute a reservation of or
option for Lease, and it is not effective as a Lease or otherwise until
execution by and delivery to both Landlord and Tenant.
Section 16.06. Indemnification for Leasing Commissions. The parties hereby
represent and warrant that the only real estate brokers involved in the
negotiation and execution of this Lease are the Brokers. Each party shall
indemnify the other from any and all liability for the breach of this
representation and warranty on its part and shall pay any compensation to any
other broker or person who may be entitled thereto.
Section 16.07. Notices. Any notice required or permitted to be given under
this Lease or by law shall be deemed to have been given if it is written and
delivered in person or by overnight courier or mailed by certified mail,
postage prepaid, to the party who is to receive such notice at the address
specified in Article 1. If delivered in person, notice shall be deemed given as
of the delivery date. If sent by overnight courier, notice shall be deemed
given as of the first business day after sending. If mailed,
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the notice shall be deemed to have been given on the date which is three
business days after mailing. Either party may change its address by giving
written notice thereof to the other party.
Section 16.08. Partial Invalidity: Complete Agreement. If any provision of
this Lease shall be held to be invalid, void or unenforceable, the remaining
provisions shall remain in full force and effect. This Lease represents the
entire agreement between Landlord and Tenant covering everything agreed upon or
understood in this transaction. There are no oral promises, conditions,
representations, understandings, interpretations or terms of any kind as
conditions or inducements to the execution hereof or in effect between the
parties. No change or addition shall be made to the Lease except by a written
agreement executed by Landlord and Tenant.
Section 16.09. Financial Statements. During the Lease Term and any
extensions thereof, Tenant shall provide to Landlord on an annual basis, within
ninety (90) days following the end of Tenant's fiscal year, a copy of Tenant's
most recent financial statements (certified and audited if the Minimum Annual
Rent hereunder exceeds $100,000.00) prepared as of the end of Tenant's fiscal
year. Such financial statements shall be signed by Tenants who shall attest to
the truth and accuracy of the information set forth in such statements. All
financial statements provided by Tenant to Landlord hereunder shall be prepared
in conformity with generally accepted accounting principals, consistently
applied.
Section 16.10. Representations and Warranties. The undersigned represent
and warrant that (i) such party is duly organized, validly existing and in good
standing (if applicable) in accordance with the laws of the state under which it
was organized; and (ii) the individual executing and delivering this Lease has
been properly authorized to do so, and such execution and delivery shall bind
such party.
Section 16.11. Signs. Tenant may, at its own expense, erect a sign
concerning the business of Tenant which shall be in keeping with the decor and
other signs on the Building. All signage (including the signage described in
the preceding sentence) in or about the Leased Premises shall be first approved
by Landlord and shall be in compliance with the applicable codes and any
recorded restrictions applicable to the Building. Tenant agrees to maintain any
sign in good state of repair, and upon expiration of the Lease Term, Tenant
agrees to promptly remove such signs and repair any resulting damage to the
Leased Premises or the Building.
Section 16.12. Option to Extend.
X. Xxxxx and Exercise of Option. Provided that (i) Tenant has not been in
Default beyond any applicable cure periods at any time during the Original
Term, (ii) the creditworthiness of Tenant is materially the same as or better
than on the Commencement Date, (iii) Tenant named herein remains in possession
of and has been continuously operating in substantially the entire Leased
Premises throughout the Original Term and (iv) the current use of the Leased
Premises is consistent with the Permitted Use hereunder, Tenant shall have one
(1) option to extend the Original Term for one (1) additional period of five
(5) years (the "Extension Term"). The Extension Term shall be upon the same
terms and conditions contained in the Lease for the Original Term except (i)
Tenant shall not have any further option to extend and (ii) the Minimum Annual
Rent shall be adjusted as set forth herein ("Rent Adjustment"). Tenant shall
exercise such option by delivering to Landlord, no later than nine (9) months
prior to the expiration of the Original Term, written notice of Tenant's desire
to extend the Original Term. Tenant's failure to properly exercise such option
shall waive it. If Tenant properly exercises its option to extend, Landlord
shall notify Tenant of the Rent Adjustment no later than ninety (90) days prior
to the commencement of the Extension Term. Tenant shall be deemed to have
accepted the Rent Adjustment if it fails to deliver to Landlord a written
objection thereto within five (5) business days after receipt thereof. If
Tenant properly exercises its option to extend, Landlord and Tenant shall
execute an amendment to the Lease (or, at Landlord's option, a new lease on the
form then in use for the Building) reflecting the terms and conditions of the
Extension Term, within thirty (30) days after Tenant's acceptance of the Rent
Adjustment.
B. Market Rent Adjustment. The Minimum Annual Rent for the Extension Term
shall be an amount equal to the Minimum Annual Rent then being quoted by
Landlord to prospective tenants of the Building for space of comparable size
and quality and with similar or equivalent improvements as are found in the
Building, and if none, then in similar buildings owned by Landlord in the
vicinity, excluding free rent and other concessions; provided, however, that in
no event shall the Minimum Annual Rent during the Extension Term be less than
the highest Minimum Annual Rent payable during the Original Term. The Minimum
Monthly Rent shall be an amount equal to one-twelfth (1/12) of the Minimum
Annual Rent for the Extension Term and shall be paid at the same time and in
the same manner as provided in the Lease.
Section 16.13. Right of First Offer. Provided that (i) Tenant has not been
in Default beyond any applicable cure periods at any time during the Original
Term, (ii) the creditworthiness of Tenant is
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materially the same as or better than on the Commencement Date, (iii) Tenant
named herein remains in possession of and has been continuously operating in
substantially the entire Leased Premises throughout the Original Term and (iv)
the current use of the Leased Premises is consistent with the Permitted Use
hereunder, and subject to any rights of other tenants to the Offer Space, then,
after the initial twelve (12) months of the Lease Term, Landlord shall notify
Tenant in writing ("Landlord's Notice") of the availability of the space shown
striped on the attached Exhibit A which is contiguous to the Leased Premises
(the "Offer Space") before entering into a lease with a third party for such
Offer Space. Tenant shall have ten (10) business days from its receipt of
Landlord's Notice to deliver to Landlord a written acceptance agreeing to lease
the Offer Space on the terms and conditions in Landlord's Notice. In the event
Tenant fails to notify Landlord of its acceptance within said ten (10) day
period, such failure shall be conclusively deemed a waiver of Tenant's Right of
First Offer and a rejection of the Offer Space, whereupon Tenant shall have no
further rights with respect to the Offer Space and Landlord shall be free to
lease the Offer Space to a third party. In the event Tenant accepts the Offer
Space on the terms and conditions specified in the Landlord's Notice, the term
for the Offer Space shall be coterminous with the term for the original Leased
Premises; provided, however, that the minimum term for the Offer Space shall be
thirty-six (36) months and the Term for the original Leased Premises shall be
extended, to be coterminous with the term for the Offer Space. The Minimum
Annual Rent for the Offer Space shall be equal to the rate which is then being
quoted by Landlord to prospective new tenants for the Offer Space, excluding
free rent and other concessions, provided, however, that in no event shall
Tenant's Minimum Annual Rent per square foot for the Offer Space be less than
the highest Minimum Annual Rent per square foot payable during the original
Lease Term for the original Leased Premises. The Minimum Annual Rent for the
original Leased Premises during any such extended term shall be an amount equal
to the Minimum Annual Rent then being quoted by Landlord to prospective new
tenants of the Building for space of comparable size and quality and with
similar or equivalent improvements as are found in the Building, and if none,
then in similar buildings in the vicinity, excluding free rent and other
concessions, provided, however, that in no event shall the Minimum Annual Rent
during such extended term be less than the highest Minimum Annual Rent payable
during the Lease Term for the original Leased Premises.
[INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the
day and year first above written.
LANDLORD:
DUKE-WEEKS REALTY LIMITED PARTNERSHIP,
an Indiana limited partnership
By: Duke-Weeks Realty Corporation,
its general partner
By: /s/ Xxxxxx X. Xxxxxxx
---------------------------
Xxxxxx X. Xxxxxxx
Senior Vice President
Minneapolis Industrial
TENANT:
NET RADIO CORPORATION,
a Minnesota corporation
By: /s/ Xxxxxxx X. Xxxx
----------------------
Printed: Xxxxxxx X. Xxxx
-----------------
Title: CFO
-------------------
STATE OF _____________ )
) SS:
COUNTY OF ____________ )
Before me, a Notary Public in and for said County and State, personally
appeared _________________________, by me known and by me known to be the
___________________________ of Net Radio Corporation, a Minnesota corporation,
who acknowledged the execution of the above and foregoing "Lease Agreement" for
and on behalf of said corporation.
WITNESS my hand and Notarial Seal this 10 day of March, 2000.
[NOTARY SEAL] /s/ Xxxxxxx X. Xxxxxxxxxx
-------------------------
Notary Public
Xxxxxxx X. Xxxxxxxxxx
---------------------
(Printed Signature)
My Commission Expires: 1/31/2005
---------
My County of Residence: Anoku
---------
13
EXHIBIT C
SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT
THIS AGREEMENT made as of this ____ day of _______, 199_, by and between
__________, a(n) _________________ hereinafter referred to as "Tenant", and
__________, a(n) _________________ hereinafter referred to as "Mortgagee".
W I T N E S S E T H
-------------------
(A) Tenant has entered into a certain lease dated _________________, 199_
("Lease"), with __________, a(n) _________________, hereinafter called
"Landlord", for a term of ______ (__) years, covering certain premises located
on a portion of that certain real property legally described in Exhibit A
attached hereto and commonly known as _______________; and
(B) Mortgage has made a loan to Landlord secured by a mortgage dated
__________, 199_ and recorded ___________, 199_ with the ___________ County
Recorder in Book ______, Page _________ (the "Mortgage") on certain real
property owned by Landlord and described in Exhibit A attached hereto.
NOW, THEREFORE, in consideration of the premises and of the sum of One
Dollar ($1.00) by each party in hand paid to the other, the receipt and
sufficiency of which is hereby acknowledged, it is hereby agreed as follows:
1. The aforementioned Lease and the rights of the Tenant thereunder are
hereby subordinated and inferior to the Mortgage, and the lien thereof,
securing the above mortgage loan to be made by Mortgagee, and to any renewal,
modification, substitution or extension thereof.
2. In the event of any foreclosure of the Mortgage, or the giving of a
deed in lieu of foreclosure, the Tenant agrees to attorn to and accept the
purchaser at the foreclosure sale, or the grantee, as the case may be, as
Landlord for the balance then remaining of the term of the aforementioned Lease
subject to all of the terms and conditions of the Lease; provided, however,
that any rights the Tenant may have against the original Landlord shall not be
enforceable personally against the Mortgagee or any purchaser at a foreclosure
sale.
3. Tenant agrees to give prompt written notice to Mortgagee of any
default of the Landlord in the obligations of the Landlord under the Lease, if
such default is of such a nature as to give the Tenant a right to terminate the
Lease, reduce rent or to credit or offset any amounts against future rents and
Tenant agrees to give Mortgagee the right, but not the obligation, to cure any
such default prior to Tenant's taking any such action. The address for such
notice is as follows:
________________________
________________________
________________________
________________________
It is further agreed that any such notice will be given to any successor in
interest of the Mortgagee in the Mortgage provided that prior to any such
default of the Landlord such successor in interest shall
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have given written notice by certified mail return receipt requested to the
Tenant of its acquisition of the Mortgagee's interest therein, and designated
the address to which such a notice is to be directed.
4. In the event that Mortgagee shall succeed to the interest of Landlord
under such Lease, Mortgagee, its successors and assigns, or any purchaser at
a foreclosure sale, shall not be:
(a) personally liable for any act or omission of any prior landlord
(including Landlord); or
(b) liable for the return of any security deposit; or
(c) bound by any rent or additional rent which Tenant might have paid for
more than the current month to any prior landlord (including
Landlord); or
(d) bound by any amendment or modification of the Lease made without its
consent.
In consideration of the foregoing agreements of the Tenant, the
undersigned Mortgagee agrees that so long as Tenant is not in default under the
terms of the Lease, Mortgagee, any successor or assignee of Mortgagee, and any
purchaser from Mortgagee will not disturb the possession of the Tenant or any
other rights of Tenant under the Lease upon any foreclosure of said Mortgage,
any acquisition pursuant to a deed in lieu of foreclosure or any other
acquisition of said property by Mortgagee or otherwise pursuant to its
Mortgage, and that will accept the attornment of the Tenant thereafter.
5. The lien, security interest and encumbrance represented and evidenced
by the Mortgage shall in no way affect or extend to Tenant's personal property
at the premises.
6. Tenant agrees that this Agreement satisfies any condition or
requirement in the Lease relating to the granting of a Non-Disturbance
Agreement.
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IN WITNESS WHEREOF, the parties hereto have caused the execution hereof as
of the day and date first above written.
TENANT: MORTGAGEE:
__________________, __________________,
a(n) _____________ a(n) _____________
By: ______________ By: ______________
Printed: _________ Printed: _________
Title: ___________ Title: ___________
Attest: Attest:
By: ______________ By: ______________
Printed: _________ Printed: _________
Title: ___________ Title: ___________
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16
ACKNOWLEDGEMENT
STATE OF _________________)
)SS:
COUNTY OF ________________)
Before me, a Notary Public in and for said County and State, personally
appeared ___________________, by me known and by me known to be the
______________________ of ________________________, a(n) __________________,
who acknowledged the execution of the foregoing "Subordination, Non-Disturbance
and Attornment Agreement" on behalf of said ___________________________.
Witness my hand and Notarial Seal this _____ day of _______________, 199__.
______________________________
Notary Public
______________________________
(Printed Signature)
My Commission Expires: ___________________________
My County of Residence: __________________________
STATE OF _______________)
) SS:
COUNTY OF ______________)
Before me, a Notary Public in and for said County and State, personally
appeared __________________, by me known and by me known to be the
____________________ of ___________________________, a(n) _________________,
who acknowledged the execution of the foregoing "Subordination, Non-Disturbance
and Attornment Agreement" on behalf of said _______________________________.
Witness my hand and Notarial Seal this _____ day of ______________, 199__.
______________________________
Notary Public
______________________________
(Printed Signature)
My Commission Expires: ___________________________
My County of Residence: __________________________
This instrument prepared by (and return after recording to): __________________,
Attorney at Law, Duke Realty Investments, Inc., 0000 Xxxxxxxx Xxxxxxxx, Xxxxx
0000, Xxxxxxxxxxxx, Xxxxxxx 00000.
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