Exhibit 10.2
OFFICE LEASE
Between
FYNB, LLC, Landlord
And
Yardville National Bank, Tenant
Premises: Yardville National Bank
Xxxxxx X. Xxxxx Boulevard
Block 18.01, Xxx 0
Xxxxxxxx xx Xxxxxxx,
Xxxxxx xx Xxxxxxxxx, Xxx Xxxxxx
Date: October 22, 2001
TABLE OF CONTENTS
Page
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ARTICLE 1 Premises - Term of Lease and Use........................................................................1
ARTICLE 2 Basic Rent..............................................................................................1
ARTICLE 3 Repair Obligations of Tenant............................................................................1
ARTICLE 4 Compliance with Statutes, Ordinances, Etc...............................................................1
ARTICLE 5 Landlord's Right to Perform Tenant's Covenants..........................................................2
ARTICLE 6 Assignment or Subletting................................................................................2
ARTICLE 7 Alterations or Improvements by Tenant...................................................................2
ARTICLE 8 Damage or Destruction...................................................................................3
ARTICLE 9 Landlord's Right of Entry...............................................................................3
ARTICLE 10 Vacancy or Eviction....................................................................................3
ARTICLE 11 Replacement of Glass and Damage Due to Tenant's Negligence.............................................4
ARTICLE 12 Obstruction of Premises................................................................................4
ARTICLE 13 Signs..................................................................................................4
ARTICLE 14 Landlord's Non-Liability for Damages...................................................................4
ARTICLE 15 Subordination..........................................................................................5
ARTICLE 16 Security Deposit.......................................................................................5
ARTICLE 17 Impossibility of Insurance Coverage....................................................................6
ARTICLE 18 Tenant's Insurance.....................................................................................6
ARTICLE 19 Conditional Limitations and Default....................................................................7
ARTICLE 20 Abatement of Trade Fixtures...........................................................................10
ARTICLE 21 Strict Performance....................................................................................10
ARTICLE 22 Re-Entry of Landlord..................................................................................11
ARTICLE 23 Condemnation..........................................................................................11
ARTICLE 24 Delay in Performance..................................................................................11
ARTICLE 25 Limitation of Liability...............................................................................11
ARTICLE 26 Delivery of Possession DELETED.......................................................................12
ARTICLE 27 Real Estate Broker....................................................................................12
ARTICLE 28 Indemnification of Landlord and Tenant................................................................12
ARTICLE 29 Termination of Landlord's Liability...................................................................12
ARTICLE 30 Triple Net - Additional Rent..........................................................................13
ARTICLE 31 Tenant's Additional Obligation........................................................................13
ARTICLE 32 Tenant's Services.....................................................................................13
ARTICLE 33 Notices...............................................................................................13
ARTICLE 34 Right to Lock Premises on Default.....................................................................14
ARTICLE 35 Proration of Rent.....................................................................................14
ARTICLE 36 Quiet Enjoyment.......................................................................................14
ARTICLE 37 Covenants to Bind Parties.............................................................................14
ARTICLE 38 Notification of Default to Mortgagee..................................................................14
ARTICLE 39 Waiver of Subrogation.................................................................................15
ARTICLE 40 Mechanic's Liens......................................................................................15
ARTICLE 41 Certificates by Tenant and Landlord...................................................................15
ARTICLE 42 Cumulative Remedies - No Waiver - No Oral Change......................................................16
ARTICLE 43 Change of Terms.......................................................................................16
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Page
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ARTICLE 44 Attornment............................................................................................16
ARTICLE 45 Applicable Law........................................................................................17
ARTICLE 46 Holding Over..........................................................................................17
ARTICLE 47 Memorandum and Recording..............................................................................17
ARTICLE 48 Utility Easements.....................................................................................17
ARTICLE 49 Rules and Regulations.................................................................................18
ARTICLE 50 Building Improvements.................................................................................18
ARTICLE 51 Renewal Option........................................................................................18
ARTICLE 52 Notice Requirement....................................................................................18
ARTICLE 53 Common Areas..........................................................................................19
ARTICLE 54 Improvements to Property..............................................................................19
Exhibits:
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A Location - Project Description
B Basic Rent
C Building Improvements
D Shopping Center Sign
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THIS AGREEMENT, dated the 22nd day of October, 2001, between FYNB,
L.L.C. as Landlord and Yardville National Bank, as Tenant.
WITNESSETH:
ARTICLE 1
Premises - Term of Lease and Use
The said Landlord has let unto the said Tenant and the said Tenant has
hired from said Landlord the following premises: Xxx 0, Xxxxx 00.00, Xxxxxxxx xx
Xxxxxxx, Xxxxxx of Hunterdon, State of New Jersey for the term of fifteen (15)
years to commence from the issuance of a temporary or permanent Certificate of
Occupancy consisting of approximately 6,732 sq. ft. building to be used and
occupied only for lawful purposes, more specifically a bank branch and related
office use, only.
Upon the conditions and covenants following:
ARTICLE 2
Basic Rent
For rent specifications see Lease Addendum. The square footage for the
building is estimated at 6,732 sq. ft. subject to architectural measurement.
Said rent to be paid in1 equal monthly payments in advance on the 1st day of
each and every month during the term aforesaid in the amount of $(see Lease
Addendum) per month (year 1), said rent to be paid without benefit of offset or
deduction. This is a triple net lease, and Tenant will pay additional rent as
set forth in Paragraph 30 and is in addition to the basic rent. The rental
schedule is set forth in Exhibit "B". All rent not received by the 10th of the
month will incur a late charge of five (5%) percent.
ARTICLE 3
Repair Obligations of Tenant
That the Tenant shall take good care of the premises and shall at the
Tenant's own cost and expense make all repairs, that Tenant is required to make
under this lease, and at the end or other expiration of the term shall deliver
up the demised premises in good order or condition, damages caused by the
elements and ordinary wear and tear excepted. Tenant shall provide chair pads
under all movable chairs in the demises premises, or otherwise be responsible
for all damage to flooring and carpet resulting from the absence of the use of
chair pads. Tenant will not overload the electrical wiring serving the leased
premises or within the leased premises, and will install at its own expense, but
only after obtaining Landlord's approval, any additional electrical wiring which
may be required in connection with Tenant's apparatus.
ARTICLE 4
Compliance with Statutes, Ordinances, Etc.
That the Tenant shall promptly execute and comply with all statutes,
ordinances, rules, orders, regulations and requirements of the Federal, State
and City Government and of any and all their Departments and Bureaus applicable
to said premises, for the correction, prevention, and abatement of nuisances,
violations or other grievances, in, upon or connected with said premises during
said term, and which are directly related to Tenant's use of the said premises;
shall also promptly comply with and execute all rules, orders, and regulations
of the Board of Fire Underwriters, or any other similar body, for the prevention
of fires, at the Tenant's own cost and expense.
ARTICLE 5
Landlord's Right to Perform Tenant's Covenants
That in case the Tenant shall fail or neglect to comply with the
aforesaid statutes, ordinances, rules, orders, regulations and requirements or
any of them, or in case the Tenant shall fail or neglect to make any necessary
repairs, then if Tenant fails to remediate within thirty (30) days after
Landlord's written notice to remediate, the Landlord or the Landlord's Agency
may enter said premises and make said repairs and comply with any and all of the
said statutes, ordinances, rules, orders, regulations or requirements, at the
cost and expense of the Tenant and in case of the Tenant's failure to pay
therefore, the said cost and expense shall be added to the next month's rent and
be due and payable as such, or the Landlord may deduct the same from the balance
of any sum remaining in the Landlord's hands. This provision is in addition to
the right of the Landlord to terminate this lease by reason of any default on
the part of the Tenant.
ARTICLE 6
Assignment or Subletting
That should the Tenant desire to assign this agreement or underlet said
premises, it shall first offer same to Landlord at the rental set forth herein.
Should Landlord not accept the assignment or underletting offered or not respond
within twenty (20) days of receipt of Tenant's written offer, then Tenant shall
be allowed to assign this agreement or underlet the premises provided that the
Tenant shall not (a) assign this agreement, or underlet or underlease the
premises or any part thereof without the prior written consent of Landlord,
which consent will not be unreasonably withheld or delayed; provided, however,
that notwithstanding such assignment, Tenant shall not thereby be relieved from
responsibility hereunder, or (b) permit or suffer the premises or any part
thereof to be occupied for any business or purpose deemed disreputable or
extra-hazardous on account of fire, under penalty of damages and forfeiture.
Tenant shall be permitted to assign this lease or sublet the premises without
Landlord's consent and without first offering the premises to Landlord if the
proposed sublease or assignee is an entity owned by, controlled by, affiliated
with, or is the Parent Company of the Tenant.
In the event that the Tenant enters into an agreement to sell all of
its stock of Yardville National Bank, it is permissible under the Lease
Agreement.
ARTICLE 7
Alterations or Improvements by Tenant
That except for the planned improvements made in accordance with plans
and specifications no alterations, additions or improvements, painting or
decorating shall be made in or to the premises without the consent of the
Landlord in writing, which consent shall not be unreasonably withheld or
delayed, under penalty of damages and forfeiture, and all additions and
improvements made by the Tenant shall become the property of the Landlord and
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shall remain on and be surrendered with the demised premises. Landlord hereby
consents to the installation of paint and carpet throughout the premises and of
sheetrock or glass on the cubicles contained in the premises. At Landlord's
request all such alterations and improvements shall be restored to their
original condition at Tenant's expense at the termination of the Lease, provided
Landlord notifies Tenant, in writing, prior to the end of the term of its desire
to have the premises restored.
ARTICLE 8
Damage or Destruction
In case of damage, by fire or other cause, to the building in which the
leased premises are located, without the fault of the Tenant or of Tenant's
agent or employees, if the damage is so extensive as to amount practically to
the total destruction of the leased premises or of the building, or if the
Landlord shall within a reasonable time decide not to rebuild, the lease shall
cease and come to an end, and the rent shall be apportioned to the time of the
damage. In all other cases where the leased premises are damaged by fire without
the fault of the Tenant or of Tenant's agents or employees the Landlord shall
repair the damage with reasonable dispatch after notice of damage, and if the
damage has rendered the premises untenantable, in whole or in part, there shall
be no abatement, diminution or reduction of fixed rent or other charges payable
by Tenant under this lease.
ARTICLE 9
Landlord's Right of Entry
(a) That said Tenant agrees that the said Landlord and Landlord's
Agents, and other representatives, shall have the right to enter into and upon
said premises, or any part thereof, at all reasonable hours upon prior written
notice to the Tenant except where an emergency exists and the Landlord is
obligated to take immediate action for the purpose of examining the same, or
making such repairs or alterations therein as may be necessary for the safety
and preservation thereof provided such entry shall not unreasonably interfere
with Tenant's business.
(b) The Tenant also agrees to permit the Landlord or Landlord's
Agents to show the premises at all reasonable hours, upon prior written notice
to Tenant, to persons wishing to hire or purchase the same; and the Tenant
further agrees that during the six months next prior to the expiration of the
term, the Landlord or Landlord's Agents shall have the right to place notices on
the front of said premises, or any part thereof, offering the premises "to Let"
or "For Sale", and the Tenant hereby agrees to permit the same to remain thereon
without hindrance or molestation.
ARTICLE 10
Vacancy or Eviction
That if the said premises, or any part thereof, shall become vacant
during the said term, or should Tenant be evicted by summary proceedings or
otherwise, the Landlord or Landlord's representatives may re-enter the same,
either by force or otherwise, without being liable to prosecution therefor; and
re-let the said premises as the Agent of the said Tenant and receive the rent
thereof; applying the same, first to the payment of such expenses as the
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Landlord may be put to in re-entering and then to the payment of the rent due by
these presents; it being understood that the Tenant shall remain liable for any
deficiencies.
ARTICLE 11
Replacement of Glass and Damage Due to Tenant's Negligence
Tenant shall replace any and all broken glass in and about the demised
premises. Landlord may insure, and keep insured, all plate glass in the demised
premises for and in the name of Landlord. Damage and injury to the said
premises, caused by the carelessness or improper conduct on the part of the said
Tenant or the Tenant's agents or employees shall be repaired as speedily as
possible by the Tenant at the Tenant's own cost and expense.
ARTICLE 12
Obstruction of Premises
That the Tenant shall neither encumber, nor obstruct the sidewalk in
front of, entrance to or hall and stairs of said building, other common areas,
parking areas or driveways, nor allow the same to be obstructed or encumbered in
any manner without Landlord's written consent.
ARTICLE 13
Signs
The Tenant shall neither place, nor cause, nor allow to be placed, any
sign or signs of any kind whatsoever at, in or about the entrance to said
premises nor any other part of same except in or at such place or places as may
be indicated by the said Landlord and consented to by Landlord in writing.
Landlord hereby consents to the placement of a sign on the outside door of the
premises which sign shall be of the same type as those signs used by other
Tenants and in case the Landlord or Landlord's representatives shall deem it
necessary to remove any such sign or signs in order to paint or to make any
other repairs, alterations or improvements in or upon said premises or the
building wherein same is situated or any part thereof, the Landlord shall have
the right to do so, providing the same be removed and replaced at the Landlord's
expense whenever the said repairs, alterations or improvements shall have been
completed. Landlord will provide a Directory of Tenants in an appropriate place
on the property which the demised premises are located.
ARTICLE 14
Landlord's Non-Liability for Damages
It is expressly agreed and understood by and between the parties to
this agreement, that the Landlord shall not be liable for any damage or injury
to person or property caused by ,or resulting from steam, electricity, gas,
water, rain, ice or snow, or any leak or flow from or into any part of said
building, except as may be caused by the negligence of Landlord or its Agents or
Employees. Landlord shall not be liable for any damage or injury resulting or
arising from any other cause or happening whatsoever that is not caused by the
negligence or other acts or omissions of Landlord or its Agents or Employees.
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ARTICLE 15
Subordination
That this lease shall not be a lien against said premises in respect to
any mortgages that are now on or that hereafter may be placed against said
premises, and that the recording of such mortgage or mortgages shall have
preference and precedence and be superior and prior in lien of this lease
irrespective of the date of recording and the Tenant agrees to execute any
instrument without cost, which may be deemed necessary or desirable to further
effect the subordination of this lease to any such mortgage or mortgages, and a
refusal to execute such instruments shall entitle the Landlord, or the
Landlord's assigns and legal representatives to the option of canceling this
lease without incurring any expense or damage, and the term hereby granted is
expressly limited accordingly. In the event that Landlord procures mortgage
loans or recasts the existing mortgage loan on said premises, Tenant agrees to
furnish to Landlord on request, copies of its most recent financial statements
prepared by the Certified Public Accountant regularly retained by it.
ARTICLE 16
Security Deposit
16.1. The Landlord hereby acknowledges receipt of $ N/A which is to be
placed in an interest bearing account and is to be retained as security for the
faithful performance of all of the covenants, conditions and agreements to this
lease, but in no event shall Landlord be obliged to apply same on rents or other
charges in arrears or damages for the Tenant's failure to perform said
covenants, conditions and agreements; the Landlord may so apply the security at
its option; and the Landlord's right to the possession of the premises for
non-payment of rent or for any other reason shall not in any event be affected
by reason of the fact that Landlord holds this security. The said sum if not
applied toward the payment of rent in arrears or toward the payment of damages
suffered by Landlord by reason of the Tenant's breach of the covenants,
conditions and agreements of this lease is to be returned to the tenant when
this lease is terminated, according to these terms, and in no event is the said
security to be returned until the Tenant has vacated the premises and delivered
possession to the Landlord.
16.2. In the event that the Landlord repossesses itself of said
premises because of the Tenant's default or because of the Tenant's failure to
carry out the covenants, conditions and agreements of this lease, the Landlord
may apply the said security on all damages suffered to the date of repossession
and may retain the said security to apply on such damages as may be suffered or
shall accrue thereafter by reason of the Tenant's default or breach. The
Landlord shall keep the said security as a separate fund. The security deposited
under this lease shall not be mortgaged, assigned, pledged, or encumbered by
Tenant without the written consent of Landlord. In the event of filing by or
against Tenant of a petition in bankruptcy or assignment for the benefit of
creditors, or upon the insolvency of Tenant, title to the monies paid over to
Landlord as security shall vest in the Landlord free and clear of any claims of
the Trustees in bankruptcy, assignee for the benefit of creditors or receiver
that may be appointed for the insolvent Tenant.
16.3. In the event of a bona fide sale, subject to this lease, the
Landlord shall have the right to transfer the security to the vendee for the
benefit of the Tenant upon such transfer and Landlord shall be considered
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released by the Tenant of all liability for the return of said security, and it
is agreed that this shall apply to every transfer or assignment made of the
security to the new Landlord.
ARTICLE 17
Impossibility of Insurance Coverage
17.1. It is expressly understood and agreed that if for any reason it
shall be impossible to obtain fire insurance and extended coverage on the
buildings and improvements on the demised premises in an amount, and in the
form, and in fire insurance companies acceptable to the Landlord the Landlord
may, if the Landlord so elects, at any time thereafter terminate this lease and
the term thereof, on giving to the Tenant three days' notice in writing of
Landlord's intention so to do and upon the giving of such notice, this lease and
the term thereof shall terminate and come to an end. In the event that Tenant's
occupancy causes any increase in premium for the fire and extended coverage
insurance rates on the demised premises or the balance of the building in which
Tenant's demised premises are located, Tenant shall pay, as additional rent, the
additional premium on said fire and extended coverage insurance. Bills for such
additional premiums, if any, shall be rendered by Landlord to Tenant at such
time as Landlord shall elect, and shall be due and payable by Tenant when
rendered; and the amount thereof shall be deemed to be and paid as additional
rent.
17.2. That the Tenant will not nor will the Tenant permit other tenants
or other persons to do anything in said premises or bring anything into said
premises, or permit anything to be brought into said premises or to be kept
therein, which will in any way increase the rate of fire insurance on said
demised premises, nor use the demised premises or any part thereof, nor suffer
or permit their use for any business or purpose which would cause an increase in
the rate of fire insurance on said building, and the Tenant agrees to pay on
demand any such increase.
ARTICLE 18
Tenant's Insurance
At all times after the execution of this lease, Tenant shall take out
and keep in force, at its expense:
18.1. Tenant's Insurance
(a) Public liability insurance, including insurance against
assumed or contractual liability with respect to the premises, to afford
protection to the limit, for each occurrence, of not less than one million
dollars ($1,000,000) with respect to personal injury or death, and five hundred
thousand dollars ($500,000) with respect to property damages; and
(b) All-risk casualty insurance, written at replacement cost
value and with replacement cost endorsement, covering all of Tenant's personal
property in the premises (including, without limitation, inventory, trade
fixtures, floor coverings, furniture and other property removable by Tenant
under the provisions of this lease) and all leasehold improvements installed in
the premises by Tenant; and
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(c) If and to the extent required by law, worker's compensation
or similar insurance in form and amounts required by law.
18.2. Tenant's Contractor's Insurance
(a) Comprehensive general liability insurance, including
contractor's liability coverage, contractual liability coverage, completed
operations coverage, broad form property damage endorsement and contractor's
protective liability coverage, to afford protection to the limit, of each
occurrence, with respect to property damage; and
(b) Worker's compensation or similar insurance in form and
amounts required by law.
18.3. Policy Requirements
(a) The company or companies writing any insurance which Tenant
is required to take out and maintain shall be licensed to do business in New
Jersey. Each policy evidencing such insurance shall name Landlord or its
designee as additional insured and shall also contain a provision by which the
insurer agrees that such policy shall not be cancelled except after thirty (30)
days written notice to Landlord or its designee. Each such policy, or a
certificate thereof, shall be deposited with Landlord by Tenant promptly upon
commencement of Tenant's obligation to procure the same. If Tenant shall fail to
perform any of its obligations under this Article, Landlord may perform the same
and the cost of same shall be deemed additional rental and shall be payable by
Tenant upon Landlord's demand.
ARTICLE 19
Conditional Limitations and Default
19.1. If at any time during the term of this Lease:
(a) Tenant shall file a petition in bankruptcy or insolvency or
for reorganization or arrangement or for the appointment of a receiver of all or
a portion of Tenant's property, such filing shall continue for a period of ten
(10) days.
(b) Any involuntary petition of the kind referred to in
subdivision (a) of this section shall be filed against Tenant and such petition
shall not be calcite or withdrawn within ninety (90) days after the date of
filing thereof, or
(c) Tenant shall be adjudicated a bankrupt by any court, or
(d) Tenant shall make an assignment for the benefit of
creditors, or
(e) A permanent receiver shall be appointed for the property of
Tenant by order of a court of competent jurisdiction by reason of the insolvency
of Tenant (except where such receiver shall be appointed in an involuntary
proceeding, if he shall not be withdrawn within ninety (90) days after the date
of his appointment), or
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(f) The operation of Tenant's business shall be suspended by any
authority having jurisdiction thereover or the conduct and operation of Tenant's
business shall be taken over by (i) a receiver appointed by order of a court of
competent jurisdiction or (ii) an agency or governmental authority having
jurisdiction thereover, then Landlord, at Landlord's option may terminate this
Lease on ten (10) days' notice to Tenant, and upon such termination, Tenant
shall quit and surrender the Leased Premises to Landlord. The word "Tenant" as
used in this section shall be deemed to mean the Tenant herein named, or in the
event of an assignment of this Lease in accordance with the provisions of
Article VIII, such word shall be deemed to also mean the ten assignee.
19.2. If this Lease shall terminate pursuant to the provisions of
Section 19.1:
(a) Landlord shall be entitled to receive from Tenant arrears in
Basic Annual Rent and Additional Rent and, in addition thereto as liquidated
damages, an amount equal to the balance of rentals due under the remaining term
of the Lease, the remaining rentals shall be accelerated hereby plus any other
damages to which Landlord may be entitled including, but not limited to,
reasonable legal fees. Tenant shall receive a credit for any monies including,
but not limited to, all rents received by Landlord in mitigation of such default
and Landlord shall make best efforts to re-let the premises. All funds received
shall first go to pay Landlord's costs and expenses of mitigating the damages,
then towards Tenant's credit.
(b) If Tenant shall fail to pay any Basic Annual Rent or
Additional Rent when due and payable hereunder, and any such default shall
continue for a period of ten (10) days after such payment is due; or
(c) If Tenant shall be in default in the performance of any of
the other terms, covenants, and conditions of this Lease:
(i) and such default shall not have been remedied within ten
(10) days after notice by Landlord to Tenant specifying such default and
requiring it to be remedied; or
(ii) where such default reasonably cannot be remedied within
such period of ten (10) days, if Tenant shall not have commenced the remedying
thereof with such period of time and shall not be proceeding with due diligence
to remedy it;
Then Landlord, at its election, may terminate this Lease on ten (10)
days' notice to Tenant, and upon such termination Tenant shall quit and
surrender the Leased Premises to Landlord.
19.3. If this Lease shall terminate as provided in Section 19.2, or if
Tenant shall be in default in the payment of Basic Annual Rent or Additional
Rent when due and payable and such default shall continue for a period of ten
(10) days after such payment is due:
(a) Landlord may re-enter and resume possession of the Leased
Premises and remove all persons and property therefrom either by summary
dispossess proceedings or by a suitable action or proceeding at law or in equity
or by peaceable self-help or otherwise, without being liable for any damages
therefor; and
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(b) Landlord may relet the whole or any part of the Leased
Premises for a period equal to, greater or less than the remainder of the then
term of this Lease at such rental and upon such terms and conditions as Landlord
shall deem reasonable to any tenant it may deem suitable and for any use and
purpose it may deem appropriate. Landlord shall use its best efforts in
reletting the premises, and provided Landlord uses such best efforts, Landlord
shall not be liable in any respect for failure to relet the Leased Premises or,
in the event of such reletting, for failure to collect the rent thereunder and
any sums received by Landlord on a reletting in excess of the rent reserved in
this Lease shall belong to Landlord.
19.4. If this Lease shall terminate as provided in this Article or by
summary dispossess proceedings (except as to any termination under Section 35),
Landlord shall be entitled to recover from Tenant as damages in addition to
arrears in Basic Annual Rent and Additional Rent,
(a) (i) amounts equal to all expenses reasonably incurred by
Landlord in recovering possession of the Leased Premises and in connection with
the reletting of the Leased Premises including, without limitation, reasonable
legal fees, the cost of repairing, renovating or remodeling the Leased Premises,
and to the condition they were in at the inception of the Lease, reasonable wear
and tear excepted;
(ii) broker's commissions incurred by Landlord in reletting
the Leased Premises, which amounts set forth in this subsection shall be due and
payable by Tenant to Landlord at such time or times as they shall have been
incurred; and
(b) amounts equal to the deficiency between the Basic Annual
Rent and Additional Rent which would have become due and payable had this Lease
not terminated and the net amount, if any, of rent and Additional Rent collected
by Landlord on reletting the Leased Premises. The amounts specified in this
subsection shall be due and payable by Tenant on the several days on which such
Basis Annual Rent and Additional Rent would have become due and payable had this
Lease not terminated. Tenant consents that Landlord shall be entitled to
institute separate suits or actions or proceedings and hereby waives the right
to enforce or assert the rule against splitting a cause of an action as a
defense thereto. Landlord, at its election, which shall be exercised by the
service of a notice on Tenant, may collect from Tenant as damages and Tenant
shall pay in lieu of the sums becoming due under the provisions of subsection
(b) hereof after the service of such notice, an amount equal to the difference
between the Basic Annual Rent and Additional Rent which would become due and
payable had this Lease not terminated (from the date of the service of such
notice to the end of the term of this Lease which would have been in effect if
it had not terminated) and the maximum allowed by statute or rule or law in
effect at the time when in governing the proceedings in which such damages are
to be proved. Tenant shall be credited with any rental received from a new
tenant.
19.5. The words "re-enter" and "re-entry" as used in this Article are
not restricted to their technical legal meaning.
19.6. Tenant hereby waives the service of any notice in writing by
Landlord of its intention to re-enter except as otherwise provided in this
Lease.
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19.7. If this Lease shall terminate as provided in this Article or by
summary proceedings or otherwise, Landlord, in addition to any other rights
under this Article, shall be entitled to recover as damages;
(a) the cost of performing any work required to be done by
Tenant under this Lease and all damages resulting from Tenant's default in
performing such work, and
(b) the cost of replacing the Leased Premises in the same
condition as that in which Tenant is required to surrender them to Landlord
under this lease.
19.8. At any time (a) within fifteen (15) days prior to the expiration
of the term pf this Lease or (b) after Landlord shall have served any notice of
termination of this Lease, as provided in this Lease, but prior to the date of
termination, or (c) after Landlord shall have commenced a summary dispossess
proceeding or an appropriate action or proceeding to recover possession of the
Leased Premises but prior to the termination of this Lease by reason of the
issuance of a warrant in the dispossess proceeding or the entry of a judgment in
such other action or proceeding, any or all subleases theretofore executed by
Tenant and the rent payable thereunder shall, at the option of Landlord (such
option to be exercised by notice to Tenant), be assigned by Tenant to Landlord
as of the date of the service of such notice. Such assignment shall be deemed to
be and shall be effected as of the date of service of such notice without
execution by Tenant of any instrument. However, Tenant, at Landlord's request,
shall execute, acknowledge and deliver to Landlord an instrument in recordable
form, confirming such assignment and, in the event that Tenant shall fail or
refuse to execute, acknowledge or deliver such instrument, Landlord in addition
to all other rights and remedies it may have by reason of such failure or
refusal, may, as the agent or attorney-in-fact of Tenant, execute, acknowledge
and deliver it and Tenant hereby irrevocably nominates, constitutes and appoints
Landlord as Tenant's proper and legal attorney-in-fact for such purpose, as
coupled with an interest, hereby ratifying all that Landlord may do as such
attorney-in-fact of Tenant, and such assignment shall recall that it has made
pursuant to this article.
ARTICLE 20
Abatement of Trade Fixtures
If after default in payment of rent or violation of any other provision
of this lease, or upon the expiration of this lease or upon abandonment of the
premises by Tenant, the Tenant moves out or is dispossessed, Tenant shall not be
permitted to remove any trade fixtures or other property from said premises
until said default or violation is cured. Should said default or violation not
be cured within one month of its occurrence, or upon abandonment of the premises
said fixtures shall become the property of Landlord.
ARTICLE 21
Strict Performance
The failure of the Landlord to insist upon strict performance of any of
the covenants or conditions of this lease or to exercise any option herein
conferred in any one or more instances, shall not be construed as a waiver or
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relinquishment for the future of any such covenants, conditions or options, but
the same shall be and remain in full force and effect.
ARTICLE 22
Re-Entry of Landlord
In the event that the relation of the Landlord and Tenant may cease or
terminate by reason of the re-entry of the Landlord under the terms and
covenants contained in this lease or by the ejectment of the Tenant by summary
proceedings or otherwise, or after the abandonment of the premises by the
Tenant, it is hereby agreed that the Tenant shall remain liable for all unpaid
sums covering the balance of said term and shall pay said amounts promptly.
ARTICLE 23
Condemnation
In the event that the premises shall be taken for public use by the
city, state, federal government, public authority or other corporation having
the power of eminent domain, then this lease shall terminate as of the date on
which possession thereof shall be taken for such public use, or, at the option
of the Tenant, as of the date on which the premises shall become unsuitable for
Tenant's regular business by reason of such taking; provided, however, that if
only a part of the leased premises shall be so taken, such termination shall be
at the option of Tenant only. If such a taking of only a part of the leased
premises occurs, and Tenant elects not to terminate the lease, there shall be a
proportionate reduction of the Basic Rent and Additional Rent to be paid under
this lease from and after the date such possession is taken for public use.
Tenant shall have the right to participate, directly or indirectly, in any award
for such public taking to the extent that it may have suffered compensable
damage as a Tenant on account of such public taking.
ARTICLE 24
Delay in Performance
This lease and the obligation of Tenant to pay rent hereunder and
perform all of the other covenants and agreements hereunder on part of Tenant to
be performed shall in no way be affected, impaired or excused because Landlord
is unable to supply or is delayed in supplying any service expressly or implied
to be supplied or is unable to make, or is delayed in making any repairs,
addition, alterations, or decorations or is unable to supply or is delayed in
supplying any equipment or fixtures if Landlord is prevented or delayed from so
doing by reason of governmental preemption in connection with a national
Emergency declared by the President of the United States or in connection with
any rule, order or regulation of any department or subdivision thereof of any
governmental agency or by reason of the conditions of supply and demand which
have been or are affected by war or other emergency.
ARTICLE 25
Limitation of Liability
Landlord shall be under no personal liability with respect to any of
the provisions of this lease, and if it is in breach or default with respect to
his obligations or otherwise, under this lease, Tenant shall look solely to the
equity of Landlord in the premises for the satisfaction of Tenant's remedies. It
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is expressly understood and agreed that Landlord's liability under the terms,
covenants, conditions, warranties and obligations of this lease shall in no
event exceed the loss of its equity in the premises.
ARTICLE 26
Delivery of Possession
DELETED
ARTICLE 27
Real Estate Broker
Tenant represents that it has not contacted or dealt with any real
estate broker, agent, or salesman regarding the within lease other than NOT
APPLICABLE and that should any other broker, agent or salesman make claim to a
commission in connection with this transaction, Tenant shall save and hold
harmless Landlord from any such claim and shall, at Tenant's cost and expense
defend against any such claims.
ARTICLE 28
Indemnification of Landlord and Tenant
Landlord and Tenant agree to protect, defend, indemnify and save
harmless each other against and from any and all claims arising from any breach
or default on the part of either party in the performance of any covenant or
agreement on their part to be performed, pursuant to the terms of this lease, or
arising from any act of negligence of either party, or any of its agents,
contractors, servants, employees or licensees, or arising from any accident,
injury or damage whatsoever caused to any person (other than through the fault
of the other party or its agents) occurring during the term of this lease in or
about the demised premises or upon or under the sidewalks and the land adjacent
thereto, and from and against all costs, expenses and liabilities incurred in or
about any such claim or act or proceeding brought thereon, but only to the
extent the losses or liabilities are not covered by insurance; and in case any
action or proceeding be brought against either party by reason of any such
claim, the responsible party upon notice from the responsible party covenants to
resist or defend such action or proceeding by counsel reasonably satisfactory at
the responsible party's sole cost and expense.
ARTICLE 29
Termination of Landlord's Liability
If after Landlord delivers possession of the demised premises to
Tenant, the Landlord conveys the demised premises during the term hereof, the
Landlord shall not thereafter be liable for the covenants and agreements to be
observed and performed by the Landlord hereunder, provided that the grantee of
Landlord has assumed and become liable for the observance and performance of
said covenants and agreements. Nothing herein contained, however, shall relieve
Landlord of any liability which may have been incurred or which may have accrued
prior to any such conveyance.
-12-
ARTICLE 30
Triple Net - Additional Rent
Tenant shall pay as additional rent, the following:
(a) real estate tax or any other tax imposed in lieu of real
estate taxes assessed on the office building and land underlying the same.
(b) all risk insurance, fire and other hazard, including rental
loss insurance in the amount of one year's minimum rental for the office
project.
ARTICLE 31
Tenant's Additional Obligation
Tenant shall as an incident to the within demise at Tenant's cost and
expense, furnish, supply and maintain the following: (a) Water, (b) Sewer, (c)
Exterior Building and Common Area Maintenance, (d) Painting and cleaning,
stripping, sealing, repairing, replacing and remarking paved and unpaved
surfaces, curbs, sidewalks and parking areas and bumpers, (e) sign lighting,
maintenance and repair, (t) trash removal, (g) Maintenance, repair and
replacement costs of the retention ponds located on the project property, (h)
maintenance, repair and replacement of all utilities; pipes, conduit, lines etc.
on the project property, (i) public liability insurance, (j) removal of all
snow, ice and debris, and (k) maintenance of HVAC equipment.
ARTICLE 32
Tenant's Services
Tenant agrees to provide and pay for electric and gas utilities and
maintain temperature at levels to prevent freezing or boiling of any parts of
the demised premises. Tenant will pay for and utilize a janitorial service for
interior maintenance and removal of trash to Landlord's designated receptacles.
Tenant shall provide on a regular basis all interior maintenance and decorating.
ARTICLE 33
Notices
The receipt by Landlord of a written notice and/or demand and/or
request sent by Registered or Certified Mail in a sealed, postpaid envelope,
addressed to the Landlord, FYNB, L.L.C. at c/o Hofing Management, 000 Xxxx Xxxxx
Xxxxxx, Xxxxxxx, Xxx Xxxxxx 00000, and the receipt by Tenant of a written notice
and/or demand and/or request sent by Registered or Certified Mail in a sealed,
post paid envelope, addressed to Tenant at Yardville National Bank, Attn: Xx.
Xxxxx Xxxxxx, Xxx 0000, Xxxxxxx, Xxx Xxxxxx 00000, and a written notice and/or
demand and/or request sent by Registered or Certified Mail in a sealed, post
paid envelope, addressed to Xxxxxx X. X'Xxxxxxx, Esquire, Sr. Vice President,
Yardville National Bank, 0000 Xxxxx Xxxx, Xxxxxxxx, Xxx Xxxxxx 00000, shall be
sufficient notice and/or demand and/or request in any case arising under this
lease. The return receipt shall be conclusive evidence of the receipt by
Landlord or Tenant, as the case may be, of such notice demand or request.
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The above addresses may be changed at any time hereafter by giving
notice in the manner provided.
ARTICLE 34
Right to Lock Premises on Default
In the event that the relation of Landlord and Tenant shall cease or
terminate by reason of the re-entry of the Landlord under the terms and
covenants contained in this lease or by the eviction or ejectment of Tenant on
summary proceedings, or otherwise, or after abandonment of the premises by
Tenant, Landlord, in addition to his other rights hereunder shall have the right
to lock said premises and at Landlord's option may keep same locked until said
default is cured and Landlord shall have the right to sell all fixtures, goods
and materials of Tenant at said premises and apply the proceeds thereof against
unpaid rent. No action under this paragraph shall be deemed to waive Landlord's
rights as set forth in other paragraphs of this lease.
ARTICLE 35
Proration of Rent
In the event that this lease commences on other than the first day of a
month, Tenant shall, together with the second month's rent pay to the Landlord
the prorated rent for the portion of the month, if any, preceding the first full
calendar month of the term of this lease.
ARTICLE 36
Quiet Enjoyment
And the said Landlord both covenant that the said Tenant on paying the
said yearly rent, and performing the covenants aforesaid, shall and may
peacefully and quietly have, hold and enjoy the said demised premises for the
term aforesaid, provided however, that this covenant shall be conditioned upon
the retention of title to the premises by the Landlord.
ARTICLE 37
Covenants to Bind Parties
And it is further understood and agreed, that the covenants and
agreements herein contained are binding on the parties hereto and upon their
respective successors, heirs, executors, administrators and assigns.
It is further expressly agreed that the words used in the singular
shall include words in the plural where the text of this instrument so requires.
ARTICLE 38
Notification of Default to Mortgagee
In the event of a default by the Lessor hereunder, the Mortgagee will
be notified in writing, and it is understood that the Mortgagee will have the
right to cure said default within thirty (30) days of notification by the
Lessee.
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ARTICLE 39
Waiver of Subrogation
Landlord and Tenant hereby releases the other from any and all
liability or responsibility (to the other or anyone claiming through or under
them by the way of subrogation or otherwise) under fire and extended coverage or
supplementary contract casualties, if such fire or other casualty shall have
been caused by the fault or negligence of the other party, or anyone for whom
such party may be responsible; provided, however, that, except as otherwise
provided in this lease, this release shall be applicable and in force and effect
only with respect to loss or damage occurring during such time as the releasor's
policies shall contain a clause or endorsement to the effect that any such
release shall not adversely affect or impair said policies or prejudice the
right of the releasor to recover thereunder. Each of Landlord and Tenant agrees
that its policies will include such a clause or endorsement so long as the same
shall be obtainable without extra cost, or if such cost shall be charged
therefore, so long as the other party pays such extra cost, if extra cost shall
be chargeable therefore, each party shall notify the other party therefore and
of the amount of the extra cost, and the other party shall be obligated to pay
the extra cost unless, within ten (10) days after such notice, it elects not to
be obligated so to do by written notice to the original party. If such clause or
endorsement is not available, or if either party should not desire the coverage
at extra cost to it, then the provisions of this Article shall not apply to the
policy or policies in question.
ARTICLE 40
Mechanic's Liens
Tenant shall not suffer or permit any mechanic's liens to be filed
against the fee of the demised premises, nor against the Tenant's leasehold
interest therein by reason of work, labor services or materials supplied or
claimed or have been supplied to Tenant or anyone holding the demised premises
or any part thereof through or under Tenant and Tenant agrees to indemnify
Landlord against such liens. If any such mechanic's lien shall at any time be
filed against the demised premises, Tenant shall with 15 days after notice of
the filing thereof, cause the same to be discharged of record; provided,
however, that the Tenant shall have the right to contest the amount or validity,
in whole or in part, of any such lien by appropriate proceedings but in such
event, Tenant shall notify Landlord in writing and if requested by Landlord
shall promptly bond such lien with a responsible surety company. Tenant shall
prosecute such proceedings with all due diligence and dispatch.
Nothing herein contained shall be construed as a consent on the part of
Landlord to subject the estate of the Landlord to liability under the Mechanic's
Lien Law of the State of New Jersey, it being expressly understood that the
Landlord's estate shall not be subject to such liability.
ARTICLE 41
Certificates by Tenant and Landlord
Tenant agrees at any time and from time to time upon not less than 15
days' notice by Landlord to execute, acknowledge and deliver to Landlord a
statement in writing certifying (1) that this lease is unmodified and in full
force and effect (or if there have been modifications, that the same is in full
-15-
force and effect as modified and stating the modification, (2) whether or not
there are then existing any offsets or defenses against the enforcement of any
of the terms, covenants or conditions hereof upon the part of Tenant to be
performed (and is so specifying the same), and (3) the dates to which the basic
rent and other charges have been paid in advance, if any, it being intended that
any such statement delivered pursuant to this Section may be relied upon by any
prospective purchaser or mortgagee of the fee of the demised premises or any
assignee of any such mortgagee.
ARTICLE 42
Cumulative Remedies - No Waiver - No Oral Change
The specific remedies to which Landlord or Tenant may resort under the
terms of this lease are cumulative and are not intended to be exclusive of any
other remedies or means of redress to which they may be lawfully entitled in
case any breach or threatened breach by either of them of any provision of this
lease. The failure of Landlord to insist in any one or more cases upon the
strict performance of any of the covenants of this lease, or to exercise any
option herein contained, shall not be construed as a waiver or relinquishment
for the future of such covenant or option. A receipt by Landlord of basic rent
with knowledge of the breach of any covenant hereof shall not be deemed a waiver
of such breach, and no waiver, change, modification or discharge by either party
hereto of any provision in this lease shall be deemed to have been made or shall
be effective unless expressed in writing and signed by both Landlord and Tenant.
In addition to the other remedies in this lease provided, Landlord and Tenant
shall be entitled to the restraint by injunction of the violation, or attempted
or threatened violation of any of the covenants, conditions or provisions of
this lease, or to a decree compelling performance of any of such covenants,
conditions or provisions.
ARTICLE 43
Change of Terms
In the event that a prospective mortgagee of the demised premises shall
request a change in the language or terms of the lease, or the execution of any
paper in connection therewith, the Tenant shall agree to such change provided
the same shall not materially and adversely affect rights of the Tenant under
this lease or increase Tenant's cost for Basic Rent or Additional Rent.
ARTICLE 44
Attornment
Tenant shall, if requested by a first mortgagee of the premises at any
time, or in the event of any proceedings are brought for the foreclosure of, or
in the event of exercise of the power of sale under any mortgage made by the
Landlord covering the demised premises, attorn to the purchaser upon any such
foreclosure or sale and recognize such purchaser as the Landlord under this
lease.
-16-
ARTICLE 45
Applicable Law
This Lease shall be governed by and construed under the laws of the
State of New Jersey.
ARTICLE 46
Holding Over
In the event that the Tenant shall remain in the demised premises after
the expiration of the term of this lease without having executed a new written
lease with the Landlord, or having exercised its option to renew in accordance
with Article 51, such holding over shall not constitute a renewal or extension
of this lease. The Landlord may, at its option, elect to treat the Tenant as one
who has not removed at the end of its term, and thereupon be entitled to all the
remedies against the Tenant provided by law in that situation, or the Landlord
may elect, at its option, to construe such holding over as a tenancy from month
to month, subject to all the terms and conditions of this lease, except as to
duration thereof, and rent shall be due pursuant to statute for such case made
and provided that the holdover rent shall not be less than 120% of the last
month's rent covered under the base and or option term of the lease. Landlord
shall give Tenant six (6) months notice, in writing of its intention to charge
Tenant hold over rent on the premises. Should Tenant fail to give Landlord
acknowledgment of Tenant's lease termination, within sixty (60) days of receipt
of said notice, Tenant shall be liable to Landlord for an additional month's
rental or proportionate part thereof for every month or proportionate part
thereof that Tenant fails to give the aforesaid notice, at one hundred twenty
(120%) percent of it's last month's rent.
ARTICLE 47
Memorandum and Recording
This lease shall not be recorded under penalty of damages and
forfeiture. At the request of either party, the other party shall execute a
memorandum of lease setting forth a description of the demised premises and the
term.
ARTICLE 48
Utility Easements
Unless such easements reduce Tenant's useable space, Landlord shall
have the right to grant easements and/or utilize areas of the demised premises
for the installation of utilities, provided, however, that the use of said
easement areas for said purposes does not substantially interfere with the
operation of Tenant's business. Tenant shall not be entitled to any compensation
or abatement of rent in regard thereto.
If the leased property consists of one or more floors, or portions
thereof, of a building, and at the time of the making of this lease there are
upon any such floors, or portions thereof, hallways, passageways, stairways,
elevators, or other means of access, although within the leased property, shall
be reserved for the use of the Landlord and all tenants in the building and
shall not be considered a portion of the leased property.
-17-
ARTICLE 49
Rules and Regulations
DELETED
ARTICLE 50
Building Improvements
See Attached Exhibit C
ARTICLE 51
Renewal Option
The Tenant shall have the right to renew this Lease Agreement for an
additional (see Lease Addendum) beyond the initial (see Lease Addendum) term.
The option shall commence provided the following conditions have been complied
with:
51.1. The Tenant is not then in default with all terms and conditions
of this Lease Agreement; and
51.2. The Tenant shall notify the Landlord in writing not later then
six months prior to the expiration of the initial Lease Agreement of its desire
to renew, and agrees to sign a new lease upon the same terms and conditions as
contained in the original Lease Agreement, except as to the duration dates and
the exclusion of any further option to renew.
ARTICLE 52
Notice Requirement
52.1. Sending of Notices
Any notice, request, demand, approval or consent given, or required to
be given, under this lease shall be in writing and shall be deemed to have been
given on the (3rd) day following the day on which the same shall have been
mailed by United States registered or certified mail, return receipt requested,
with all postal charges prepaid, or if hand delivered shall be deemed given upon
delivery. All notices shall be addressed, if intended for Landlord, to FYNB.
L.L.C., c/o Hofing Management, 000 Xxxx Xxxxx Xx., Xxxxxxx, Xxx Xxxxxx 00000 or,
if intended for the Tenant, to Yardville National Bank, P0 Box 8487, Trenton,
New Jersey. Either party may, at any time, change its address for the above
purposes by sending a notice to the other party stating the change of and
setting forth the new address.
52.2. Notice to Mortgagees
If any mortgagee shall notify Tenant that it is the holder of a
mortgage affecting the premises, no notice, request or demand thereafter sent by
Tenant to Landlord shall be effective unless and until a copy of the same shall
also be sent to such mortgagee at such address as such mortgagee shall
designate.
-18-
ARTICLE 53
Common Areas
(a) Management and Operation of Common Areas
Tenant will operate and maintain or will cause to be operated and
maintained the common areas including all parking areas in a manner deemed by
Landlord to be reasonable and appropriate and in the best interest of the
building. Landlord shall have the right (i) to establish, modify and enforce
reasonable rules and regulations with respect to the common areas; (ii) to enter
into, modify and terminate easement and other agreements pertaining to the use
and maintenance of the parking areas and common areas; (iii) to close
temporarily any or all portions of the common areas; (iv) to discourage
non-customer parking; and (v) to do and perform such other acts in and to said
areas and improvements as, in the exercise of good business judgment, Landlord
shall determine to be advisable. Landlord agrees that it shall use its best
efforts to make available to Tenant's employees convenient parking facilities in
reasonable proximity to the premises.
ARTICLE 54
Improvements to Property
The Landlord will provide a 6,732 sq. ft. building on the subject site
in accordance with the plans and specifications that were prepared by Xxxxx
Architects, P.C., whose office is located at X.X. Xxx 0000, Xxxxxxxxxx, Xxx
Xxxxxx 00000, which said drawings were dated April 5, 2001, with revision dated
June 2, 2001. The said plans and specifications are to be deemed by reference a
part of this agreement as if more fully set forth at length.
IN WITNESS WHEREOF, the parties hereto have affixed their hands and
seals or caused these presents to be signed and sealed by their proper corporate
offices the day and year first above written.
Witness/Attest: Landlord: FYNB, L.L.C., a NJ
Limited Liability Company
/s/ Xxxxxx X. X'Xxxxxxx By: /s/ Xxxxxx X. Xxxxxxx
------------------------------- ----------------------------------
Xxxxxx X. Xxxxxxx
Managing Member
Witness/Attest: Tenant: Yardville National Bank, a
NJ National Bank
/s/ Xxxxxx X. X'Xxxxxxx By: /s/ Xxxxxxx X. Xxxx
------------------------------- ----------------------------------
Xxxxxxx X. Xxxx
President - CFO
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ACKNOWLEDGMENT
--------------
State of New Jersey :
: SS:
County of Xxxxxx :
Be It Remembered, that on this 22nd day of October, 2001, before me,
the subscriber, personally appeared XXXXXX X. XXXXXXX, who I am satisfied, is
the person named in and who executed the within instrument, and thereupon he
acknowledged that he signed, sealed and delivered the same as his act and deed,
for the uses and purposes therein expressed.
/s/ Xxxxxx X. X'Xxxxxxx
------------------------------------------
Xxxxxx X. X'Xxxxxxx
Attorney of Law of the State of New Jersey
State of New Jersey :
: SS:
County of Xxxxxx :
Be It Remembered, that on this 22nd day of October, 2001, before me,
the subscriber, personally appeared XXXXXXX X. XXXX, who I am satisfied, is the
person named in and who executed the within instrument, and thereupon he
acknowledged that he signed, sealed and delivered the same as his act and deed,
for the uses and purposes therein expressed.
/s/ Xxxxxx X. X'Xxxxxxx
------------------------------------------
Xxxxxx X. X'Xxxxxxx
Attorney of Law of the State of New Jersey
EXHIBIT A
SCHEDULE A
DESCRIPTION
PROPOSED XXX 0, XXXXX 00.00
XXXXXXXX XX XXXxXXX
XXXXXXXXX XXXXXX, NEW JERSEY
BEGINNING at a concrete monument found in the westerly right of way
line of New Jersey State Route 31 (75 feet from centerline) where the same is
intersected by the division line between Lot 1 in Block 18.01 on the northwest
and Lot 12.02 in Block 18 on the southeast as shown on a map entitled "Minor
Subdivision for Yardville Bank, Block 18.01, Xxx 0 Xxxxxxx Xxxxxxxx, Xxxxxxxxx
Xxxxxx, Xxx Xxxxxx" prepared by Xxxxxx Associates, P.C. and dated November 11,
2000, revised through July 17, 2001 and being the southeast corner of Xxx 0,
Xxxxx 18.01 as shown on a map entitled "Final Plat, Towne Centre, Xxx 0, Xxxxx
00, Xxxxxxx Xxx., Xxxxxxxxx Xx., XX," prepared by Xxxxxx Associates, P.C,,
Bridgewater, New Jersey, dated February 29, 1996 and revised through July 22,
1998. Filed in the Hunterdon County Clerk's office on September 2, 1998 as Map
No. 1294, and running, thence;
1. Along the aforesaid division line between Lot 1 in Block 18.01 on the
northwest and Lot 12.02 in Block 18 on the southeast, South 47(degree)
57' 49" West, 195.11 feet to a point where the same is intersected by
the division line between proposed Lot 1 on the north and proposed Lot
2 on the south in Block 18.01, thence;
2. Along the aforesaid division line between proposed Lots I and 2 in
Block 18.01, North 42(degree) 02' 11" West, 292.65 feet to a point
where the same is intersected by a point on curve in the south easterly
right of way line of Xxxxxx X. Xxxxx Boulevard (variable width),
thence;
3. Along the aforesaid southeasterly right of way line of Xxxxxx X. Xxxxx
Boulevard, on a curve to the right having a radius of 561.00 feet, an
arc length of 202.97 feet, a delta of 20(degree).43' 47", a chord
bearing of North 66(degree)25' 22" East, and a chord distance of 201.86
feet to a point of tangency, thence;
4. Still along the same, North 76(degree)47' 15" East, 87.19 feet to a
point of curvature, thence;
5. Still along the same, on a curve to the right having a radius of 40.00
feet, an arc length of 66.32 feet, a delta of 95(degree) 00' 00", a
chord bearing of South 55(degree) 42' 45" East, and a chord distance of
58.98 feet to a point of tangency where the same is intersected by the
aforementioned westerly right of way line of New Jersey State Route 31,
thence;
6. Along the aforesaid westerly right of way line of New Jersey State
Route 31, South 08(degree)12' 45" East, 155.75 feet to the point or
place of BEGINNING.
OFFICE: 000 Xxxxxxx Xxxxxx x Xxxxx 0000 x Xxx Xxxx, XX 00000 o 000-000-0000
o Fax: 000-000-0000
A-1
EXHIBIT B
Lease Addendum
--------------
This Lease Addendum shall supplement the Lease Agreement between FYNB,
L.L.C. and the Yardville National Bank dated October 22, 2001 for the premises
located at Xxxxxx X. Xxxxx Boulevard, in the Township of Raritan, County of
Hunterdon, State of New Jersey, commonly known as Block 18.01, Lot 1. In the
event of a conflict between this Addendum and the Lease Agreement, the Addendum
shall prevail.
1. The initial base rental shall be $240,000 payable monthly at the rate of
$20,000 per month.
2. The initial base rental of $240,000 shall be due and payable at such time
as a temporary or permanent Certificate of Occupancy is issued by the
governmental authorities of the Township of Raritan.
3. The initial base rental shall increase every five (5) years by 10%.
4. The Lease Agreement shall provide for an initial term of fifteen (15)
years with three (3) five-year options.
Years 1 - 15 Initial lease term
Years 16 - 20 First option period
Years 21 -25 Second option period
Years 26 - 30 Third option period
5. In the event that the total cost including land, hard costs as well as all
soft costs, which shall include fees, interests, appraisals, cost of
financing, shall be less than Two Million ($2,000,000) Dollars, in such
event the rental shall be determined by calculating twelve percent (12%)
of the actual costs in arriving at the reduced annual rental. In such
event, the initial five-year term for the rental shall be the reduced
amount as determined by the formula. Landlord shall provide Tenant with a
certified accounting of the actual costs referred to above, together with
supporting documentation (i.e. invoices) within sixty (60) days following
the commencement date of this lease.
B-1
IN WITNESS WHEREOF, the parties hereto have affixed their hands and
seals or caused these presents to be signed and sealed by their proper corporate
offices this 22nd day of October, 2001.
Witness/Attest: Landlord: FYNB, L.L.C
/s/ Xxxxxx X. X'Xxxxxxx By: /s/ Xxxxxx X. Xxxxxxx
------------------------------- ----------------------------------
Xxxxxx X. Xxxxxxx
Managing Member
Witness/Attest: Tenant: Yardville National Bank, a
National Bank
/s/ Xxxxxx X. X'Xxxxxxx By: /s/ Xxxxxxx X. Xxxx
------------------------------- ----------------------------------
Xxxxxxx X. Xxxx
President - CFO
B-2
EXHIBIT A
Containing 64,143 Square Feet or 1.47 Acres more or less.
Subject to all restrictions, covenants, easements or right of ways written or
implied.
XXXXXX Associates, P.C.
/s/ Xxxxxxx X. XxXxxxx
------------------------------------------
Xxxxxxx X. XxXxxxx, Professional Land Surveyor
New Jersey License No. 36747
July 18, 2001
B-3
EXHIBIT C
Building Improvements
---------------------
C-1
EXHIBIT D
Shopping Center Sign
--------------------
D-1
