EXHIBIT 10.3
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LEASE AGREEMENT
Between
FLLC, L.L.C
0000 X. Xxxxxxxxx Xx.
Xxxxxxx Xxxx, XX 00000
__________________________________________
as Landlord
and
XXXXXX XXXXX COMPANY, d/b/a XXXXXX FOODS, U.S.A.
0000 Xxxx 00xx Xxxxxx
Xxxxxxx, XX 00000
__________________________________________
as Tenant
Dated as of Sept. 26, 1994
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This instrument prepared by:
TABLE OF CONTENTS
SECTION HEADING PAGE
Parties................................................................... 1
SECTION 1. LEASE OF PREMISES; TITLE AND CONDITION..................... 1
SECTION 2. USE........................................................ 2
SECTION 3. TERMS...................................................... 2
SECTION 4. RENT....................................................... 2
SECTION 5. NET LEASE.................................................. 2
SECTION 6. TAXES AND ASSESSMENTS...................................... 3
SECTION 7. LIENS...................................................... 4
SECTION 8. INDEMNIFICATION............................................ 5
SECTION 9. MAINTENANCE AND REPAIR..................................... 5
SECTION 10. ALTERATIONS................................................ 6
SECTION 11. CONDEMNATION AND CASUALTY.................................. 7
SECTION 12. INSURANCE.................................................. 9
SECTION 13. ECONOMIC ABANDONMENT....................................... 11
SECTION 14. TENANT'S PURCHASE OPTION................................... 12
SECTION 15. PROCEDURE UPON PURCHASE.................................... 13
SECTION 16. ASSIGNMENT AND SUBLETTING.................................. 14
SECTION 17. PERMITTED CONTESTS......................................... 14
SECTION 18. CONDITIONAL LIMITATIONS; DEFAULT PROVISIONS................ 15
SECTION 19. ADDITIONAL RIGHTS OF LANDLORD.............................. 18
SECTION 20. REIMBURSEMENT FOR ADDITIONAL IMPROVEMENTS.................. 19
SECTION 21. NOTICES, DEMANDS AND OTHER INSTRUMENTS..................... 21
SECTION 22. ESTOPPEL CERTIFICATES...................................... 21
SECTION 23. NO MERGER.................................................. 21
SECTION 24. SURRENDER.................................................. 21
SECTION 25. SEPARABILITY; BINDING EFFECT............................... 22
SECTION 26. RECORDING OF LEASE......................................... 22
SECTION 27. LESSOR'S RIGHT TO CURE LESSEE'S DEFAULT.................... 22
SECTION 28. EXPENSES................................................... 22
SECTION 29. COUNTERPARTS............................................... 23
SECTION 30. HEADINGS................................................... 23
SECTION 31. SCHEDULES.................................................. 23
Signatures................................................................ 24
ATTACHMENTS TO LEASE AGREEMENT:
Schedule A -- Description of the Premises
Schedule B -- Terms and Basic Rent Payments
Schedule C -- Payments Upon Purchase
LEASE AGREEMENT dated as of Sept. 26, 1994 (this "Lease"), between FLLC,
L.L.C., a Delaware Limited Liability corporation (herein, together with any
corporation succeeding thereto by consolidation, merger or acquisition of its
assets substantially as an entirety, called "Landlord") having an address at
0000 X. Xxxxxxxxx Xx., Xxxxxxx Xxxx, Xxxxxxxx 00000, and Xxxxxx Xxxxx Company, a
Delaware corporation (herein, together with any corporation succeeding thereto
by consolidation, merger or acquisition of its assets substantially as an
entirety, called "Tenant"), having an address at 0000 Xxxx 00xx Xx., Xxxxxxx,
Xxxxxxxx 00000.
Section 1. Lease of Premises; Title and Condition. (a) In consideration
of the rents and covenants herein stipulated to be paid and performed by Tenant
and upon the terms and conditions herein specified, Landlord hereby leases to
Tenant, and Tenant hereby leases from Landlord, the premises (the "Premises")
consisting of (i) the land (the "Land") described in Schedule A, (ii) all
buildings and other improvements (including the attachments and other affixed
property), now or hereafter located on the Land (the "Improvements"), and (iii)
the respective easements, rights and appurtenances relating to the Land and the
Improvements. The interests of Landlord in the Premises is herein called
"Landlord's Estate". The Premises are leased to Tenant in their present
condition without representation or warranty by Landlord and subject to the
rights of parties in possession, to the existing state of title and to all
applicable legal requirements now or hereafter in effect. Tenant has examined
the Premises and title thereto, and has found all of the same satisfactory for
all purposes.
(b) LANDLORD HAS NOT MADE AN INSPECTION OF THE PREMISES OR OF ANY PROPERTY
OR FIXTURE OR OTHER ITEM CONSTITUTING A PORTION THEREOF, AND TENANT EXPRESSLY
AGREES TO LEASE THE PREMISES AND EACH PART THEREOF "AS IS" AND "WHERE IS".
LANDLORD SHALL NOT BE DEEMED TO HAVE MADE, AND LANDLORD HEREBY DISCLAIMS, ANY
WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED OR OTHERWISE, WITH RESPECT TO THE
SAME OR THE LOCATION, USE, DESCRIPTION, DESIGN, MERCHANTABILITY, FITNESS FOR USE
FOR ANY PARTICULAR PURPOSES, CONDITION OR DURABILITY THEREOF, OR AS TO THE
QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, OR AS TO LANDLORD'S TITLE
THERETO OR OWNERSHIP THEREOF OR OTHERWISE, IT BEING AGREED THAT ALL RISKS
INCIDENT THERETO ARE TO BE BORNE BY TENANT. IN THE EVENT OF ANY DEFECT OR
DEFICIENCY OF ANY NATURE IN THE PREMISES OR ANY PROPERTY OR FIXTURE OR OTHER
ITEM CONSTITUTING A PORTION THEREOF, WHETHER PATENT OR LATENT, LANDLORD SHALL
HAVE NO RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO. THE PROVISIONS OF
THIS SECTION 1(b) HAVE BEEN NEGOTIATED AND ARE INTENDED TO BE A COMPLETE
EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, EXPRESS OR IMPLIED, WITH
RESPECT TO THE PREMISES OR ANY PROPERTY OR FIXTURE OR OTHER ITEM CONSTITUTING A
PORTION THEREOF, WHETHER ARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR
ANOTHER LAW NOW OR HEREAFTER IN EFFECT OR OTHERWISE.
Section 2. Use. Tenant will only use the Premises for a Distribution
Center and Warehouse. Landlord agrees that without the prior consent of Tenant
(which consent shall not be unreasonably withheld) it shall not seek any change
in the zoning ordinances or land use category applicable to the Premises and
Landlord agrees to cooperate with Tenant, at Tenant's expense, in any effort by
Tenant to oppose any changes in the present zoning ordinances or land use
category applicable to the Premises.
Section 3. Terms. The Premises are leased for (a) an initial term (the
"Initial Term"), unless and until the term of this Lease shall expire or be
terminated pursuant to any provision hereof. The Initial Term, Primary Term and
each Extended Term shall commence and expire on the dates set forth in Schedule
B. Tenant shall exercise its option to extend the term of this Lease for one or
more Extended Terms by giving notice thereof to Landlord not less than six
months prior to the expiration of the then existing term.
Section 4. Rent. (a) Tenant shall pay to Landlord in lawful money of the
United States as fixed rent for the Premises, the amounts set forth in Schedule
B (collectively, "Basic Rent") on the dates set forth therein (individually a
"Payment Date" and collectively the "Payment Dates"), at Landlord's address as
set forth above, or at such other address or to such other Person as Landlord
from time to time may designate.
(b) All amounts which Tenant is required to pay pursuant to this Lease
(other than Basic Rent, amounts payable upon purchase of the Landlord's Estate
and amounts payable as liquidated damages pursuant to Section 18), together with
every fine, penalty, interest and cost which may be added for non-payment or
late payment thereof, shall constitute additional rent. If Tenant shall fail to
pay any such additional rent when the same shall become due, Landlord shall have
all rights, powers and remedies with respect thereto as are provided herein or
by law in the case of nonpayment of Basic Rent and shall, except as expressly
provided herein, have the right to pay the same on behalf of Tenant. Tenant
shall pay to Landlord interest at the rate of 5% per annum on all overdue Basic
Rent from the due date thereof until paid, and on all overdue additional rent
paid by Landlord on behalf of Tenant from the date of payment by Landlord until
repaid by Tenant. Tenant shall perform all its obligations under this Lease at
its sole cost and expense, and shall pay all Basic Rent and additional rent when
due, without notice or demand.
Section 5. Net Lease. (a) This Lease is a net lease and any present or
future law to the contrary notwithstanding, shall not terminate except as
provided in Section 11(b), 13, 14 and 18(b), nor shall Tenant be entitled to any
abatement or reduction (except as provided in Section 11(c)), set-off,
counterclaim, defense or deduction with respect to any Basic Rent, additional
rent or other sum payable hereunder, nor shall the obligations of Tenant
hereunder be affected, by reason of: any damage to or destruction of the
Premises; any taking of the Premises or any part thereof or of the Landlord's
Estate by condemnation or otherwise; any prohibition, limitation, restriction or
prevention of Tenant's use, occupancy or enjoyment of the Premises, or any
interference with such use, occupancy or enjoyment by any Person; any eviction
by paramount title or otherwise; any default by
Landlord hereunder or under any other agreement; the impossibility or illegality
of performance by Landlord, Tenant or both; any action of any governmental
authority; or any other cause whether similar or dissimilar to the foregoing.
The parties intend that the obligations of Tenant hereunder shall be separate
and independent covenants and agreements and shall continue unaffected unless
such obligations shall have been modified or terminated pursuant to an express
provision of this Lease.
(b) Tenant shall remain obligated under this Lease in accordance with its
terms and shall not take any action to terminate, rescind or avoid this Lease,
notwithstanding any bankruptcy, insolvency, reorganization, liquidation,
dissolution or other proceeding affecting Landlord or any assignee of Landlord,
or any action with respect to this Lease which may be taken by any trustee,
receiver or liquidator or by any court. Except as otherwise expressly provided
in this Lease, Tenant waives all rights now or hereafter confirmed by statute or
otherwise to quit, to terminate or surrender this Lease, or to any abatement or
deferment of Basic Rent, additional rent or other sums payable hereunder.
Section 6. Taxes and Assessments; Compliance with Law. (a) Tenant shall
pay, promptly as and when due, and agrees to indemnify Landlord and its
successors and assigns and hold Landlord and its successors and assigns harmless
from and against all Impositions. The term "Impositions" shall mean all taxes,
assessments, use, real estate, personal property, sales, ad valorem, value-
added, lease use, stamp and occupancy taxes, sales taxes on rents, water and
sewer charges, rates and rents, charges for utilities public and private,
excises, levies, license and permit fees and other charges, general and special,
ordinary and extraordinary, foreseen and unforeseen, of any kind and nature
whatsoever, which shall or may during the term of this Lease be assessed,
levied, charged, confirmed or imposed upon or become payable out of or become a
lien upon (i) the Premises or Landlord's Estate or any part thereof or the
appurtenances thereto or the sidewalks or streets adjacent thereto, (ii) the
rent and income received by or for the account of Tenant from any subtenants,
(iii) the possession, use or occupancy of the Premises or Landlord's Estate,
(iv) the sale, purchase, ownership, delivery, leasing, operation, return or
other disposition of the Premises or Landlord's Estate, (v) such franchises,
license and permits as may be appurtenant to the use of the Premises, or (vi)
this Lease or the transactions hereunder or any document or documents related
hereto to which Tenant is a party, or creating or transferring an interest or
estate in the Premises or Landlord's Estate and shall mean all gross receipts or
similar taxes imposed or levied upon, assessed against or measured by any Basic
Rent, additional rent or other sum payable hereunder.
The term "Impositions" shall not include any municipal, state or Federal
income taxes, assessed against Landlord, or any municipal, state or Federal
capital levy, estate, succession, inheritance or transfer taxes of Landlord, or
any franchise taxes imposed upon any corporate owner of the Premises, or any
part thereof, or any income, profits or revenue tax, assessment or charge
imposed upon the rent received as such by Landlord under this Lease, except for
the gross receipts or similar taxes referred to above (the taxes enumerated in
this sentence are collectively referred to as "Landlord's Taxes").
Notwithstanding the foregoing, if at any time during the term of this Lease, if
any of the Landlord's Taxes are imposed, levied or assessed in substitution for
any Imposition which Tenant is required to pay
pursuant tot his Section 6(a), then such Landlord's Taxes, to the extent that
they are so substituted or imposed, shall be deemed to be included within the
term "Impositions".
Tenant will furnish to Landlord, promptly after demand therefor, proof of
payment of all Impositions. If any such Imposition may legally be paid in
installments, Tenant may pay such Imposition in installments; in such event,
Tenant shall be liable only for installments which become due and payable during
the term hereof. Landlord shall, at the request of Tenant, execute such
applications for conversion of Impositions to installment payments.
(b) Tenant shall at its sole expense comply with and cause the Premises to
comply with (i) all laws and other governmental statutes, codes, ordinances,
rules, orders, permits, licenses, authorizations, directions and determinations
now or hereafter enacted, whether or not presently contemplated, including
without limitation all Environmental Laws (as hereinafter defined)
(collectively, "Legal Requirements"), applicable to the Premises or the use
thereof, and (ii) all contracts, agreements, insurance policies, permits,
licenses and restrictions applicable to the Premises or the ownership, occupancy
or use thereof, including but not limited to all such Legal Requirements,
contracts, insurance policies, agreements, permits, licenses and restrictions
which (x) require structural, unforeseen or extraordinary changes or (y) relate
to environmental protection or hazardous waste matters.
As used herein "Environmental Law" shall mean any applicable law, statute
or ordinance relating to public health, safety or the environment, including,
without limitation, relating to release, discharges or emissions to air, water,
land or groundwater, to the withdrawal or use of groundwater, to the use and
handling of polychlorinated biphenyls or asbestos, to the disposal,
transportation, treatment, storage or management of solid or hazardous wastes or
to exposure to toxic or hazardous materials, to the handling, transportation,
discharge or release of gaseous or liquid substances and any regulation, order,
notice or demand issued pursuant to such law, statute or ordinance, in each case
applicable to the Premises or Tenant or the operation, construction or
modification of the Premises, including without limitation the following: the
Clean Air Act, the Federal Water Pollution Control Act, the Safe Drinking Water
Act, the Toxic Substances Control Act, the Comprehensive Environmental Response
Compensation and Liability Act as amended by the Superfund Amendments and
Reauthorization Act of 1986, the Resource Conservation and Recovery Act as
amended by the Solid and Hazardous Waste Amendments of 1984, the Occupational
Safety and Health Act, the Emergency Planning and Community Right-to-Know Act of
1986, the Solid Waste Disposal Act, and any state statutes addressing similar
matters, and any state statute providing for financial responsibility for
cleanup or other actions with respect to the release or threatened release of
hazardous substances and any state nuisance statute.
Section 7. Liens. Tenant will promptly remove and discharge any charge,
lien, security interest or encumbrance upon the Premises or any Basic Rent,
additional rent or other sum payable hereunder which arises for any reason
(except as a result of an act of Landlord undertaken without the consent of
Tenant) including all liens which arise out of the use, occupancy, construction,
repair or rebuilding of the Premises or by reason of labor or
materials furnished or claimed to have been furnished to Tenant or for the
Premises, but not including any mortgage, charge, lien, security interest or
encumbrance created by Landlord without the consent of Tenant. Notice is hereby
given that Landlord will not be liable for any labor, services or materials
furnished or to be furnished to Tenant, or to anyone holding the Premises or any
part thereof through or under Tenant, and that no mechanic's or other liens for
any such labor, services or materials shall attach to or affect the interest of
Landlord in and to the Premises.
Section 8. Indemnification. Tenant shall defend all actions against
Landlord with respect to, and shall pay, protect, indemnify and save harmless
Landlord and its successors and assigns and the Premises from and against, any
and all liabilities (including, without limitation, strict liability in tort),
losses, damages, costs, expenses (including reasonable attorneys' fees and
expenses), causes of action, suits, claims, demands or judgments of any nature
(a) to which Landlord or its successors and assigns are subject because of its
respective estate in the Premises or (b) arising or alleged to arise from or in
connection with (i) injury to or death of any Person, or damage to or loss of
property, on or about the Premises or on adjoining property, sidewalks, streets
or ways, or connected with the ownership, use, condition (including, without
limitation, latent and other defects whether or not discoverable by Landlord),
design, occupancy, lease, sublease, construction, maintenance, repair or
rebuilding of any thereof, (ii) violation of any Legal Requirement whether with
respect to environmental protection or hazardous waste matters or otherwise,
(iii) violation of the requirements of this Lease by Tenant, (iv) any nonpayment
or delayed payment of any Basic Rent or any additional rent, (v) any act or
omission of Tenant or its agents, contractors, licensees, sublessees or
invitees, and (vi) any contest referred to in Section 17.
The obligations of Tenant under this Section 8 shall survive the expiration
or other termination of this Lease and shall not be limited or affected by any
other provision of this Lease requiring Tenant to carry liability insurance.
Tenant's liability under this Section 8 shall be limited to actual or contingent
liabilities arising prior to the termination of this Lease.
Section 9. Maintenance and Repair. (a) Tenant acknowledges that it has
received the Premises in good order and repair. Tenant, at its own expense,
will maintain all parts of the Premises, including any altered, rebuilt,
additional or substituted buildings, structures and other improvements thereto
and all sidewalks, curbs, landscaping, parking lots, vaults and vault space
located on or adjacent to the Premises, in good repair and condition, except for
ordinary wear and tear, and will take all action and will make all structural
and nonstructural, foreseen and unforeseen and ordinary and extraordinary
changes, replacements and repairs which may be required to keep all parts of the
Premises in good repair and condition. All repairs, replacements and renewals
shall be at least equal in quality to the original work. Landlord shall not be
required to maintain, repair or rebuild
all or any part of the Premises. Tenant waives the right to (i) require Landlord
to maintain, repair or rebuild all or any part of the Premises, or (ii) make
repairs at the expense of Landlord pursuant to any Legal Requirement at any time
in effect.
(b) In the event that all or any part of the Improvements shall encroach
upon any property, street, or right-of-way adjoining or adjacent to the
Premises, or shall violate the agreements or conditions now or hereafter
affecting the Premises or any part thereof, or shall hinder or obstruct any
easement or right-of-way to which the Premises are now or hereafter subject,
then, promptly after written request of Landlord or any Person so affected,
Tenant shall, at its expense, either (i) obtain valid and effective waivers or
settlements of all claims, liabilities and damages resulting therefrom or (ii)
make any changes, including alteration or removal, to the Improvements and take
such other action as shall be necessary to remove or eliminate such
encroachments, violations, hindrances, obstructions or impairments.
Section 10. Alterations. If no Event of Default, as defined in Section 18
hereof, shall exist under this Lease and no notice shall have been given to
Tenant of a default hereunder which has not been corrected, Tenant may, at its
expense, make additions to and alterations of the Improvements and construct
additional Improvements and make substitutions and replacements for the
Improvements, provided that (a) the fair market value of the Premises shall not
be lessened thereby, (b) such work shall be expeditiously completed in a good
and workmanlike manner and in compliance with all applicable Legal Requirements,
all insurance policies required to be maintained by Tenant hereunder, and all
other agreements to which Tenant is a party or by which Tenant or the Premises
may be bound, and (c) no Improvements shall be demolished unless (i) Tenant
shall have first furnished Landlord with such surety bonds or other security
acceptable to Landlord as shall be necessary to assure rebuilding of such
Improvements and Landlord shall be deemed to have consented to such demolition
unless Landlord shall deny such consent within 60 days after receipt of the
request for such consent. All such additions and alterations, substitutions and
replacements shall be and remain part of the realty and the property of Landlord
and shall be subject to this Lease. Landlord agrees to execute such utility
easements, building permit applications, zoning changes and other similar
governmental applications as Tenant may deem necessary or requisite in
connection with any such addition and/or alteration, subject however, to such
limitations and conditions as may be imposed by the Note Purchaser.
Tenant may place upon the Premises any inventory, trade fixtures, machinery
or equipment belonging to Tenant or third parties ("Tenant's Trade Property")
and may remove the same at any time during the term of this Lease. Landlord
agrees, at the request of Tenant, to execute a waiver or subordination of its
statutory or contractual landlord's lien to any holder of a valid security
interest in any of Tenant's Trade Property or to any bona fide lessor of
Tenant's Trade Property provided that the holder of such security interest, or
such lessor, agrees in writing to repair any damage which may be done to the
Premises as a
result of a removal of any of Tenant's Trade Property. Tenant shall repair any
damage to the Premises caused by its removal of any of Tenant's Trade Property.
Section 11. Condemnation and Casualty. (a) Except as otherwise herein
provided, Tenant hereby irrevocably assigns to Landlord any award, compensation
or insurance payment to which Tenant may become entitled by reason of Tenant's
interest in the Premises (i) if the Premises are damaged or destroyed by fire or
other casualty or (ii) if the use, occupancy or title of the Premises or any
part thereof is taken, requisitioned or sold in, by or on account of any actual
or threatened eminent domain proceeding or other action by any Person having the
power of eminent domain. Landlord may, at Tenant's sole expense, appear in any
such proceeding or action, to negotiate, prosecute and adjust any claim for any
award, compensation or insurance payment on account of any such damage,
destruction, taking, requisition or sale and Landlord shall collect, hold and
apply any such award, compensation or insurance payment in conformity with the
provisions of this Section 11. Tenant shall be entitled to participate in any
such proceeding, action, negotiation, prosecution or adjustment. In addition,
Tenant may, at its option, prosecute a separate claim against any taking
authority, or, join with Landlord in its proceeding against any taking
authority, for recovery of Tenant's relocation expenses and/or loss of trade
fixtures, so long as any recovery by Tenant with respect thereto shall be
separately stated and shall not diminish the award to Landlord. Landlord shall
not be liable to Tenant for any recovery Landlord may obtain or recover from any
taking authority.
All amounts paid in connection with any such damage, destruction, taking,
requisition or sale shall be applied pursuant to this Section 11, and all such
amounts (minus the expense of collecting such amounts) are herein called the Net
Proceeds. The term Net Proceeds shall not include any award, compensation or
other payment receivable by Tenant pursuant to the provisions of the foregoing
paragraph with respect to relocation expenses or trade fixtures. Tenant shall
pay all reasonable expenses in connection with each such proceeding, action,
negotiation, prosecution and adjustment, including Landlord's costs therein,
which expenses Tenant shall be subject to reimbursement out of any award,
compensation or insurance payment received.
(b) If an occurrence of the character referred to in clauses (i) or (ii) of
Section 11(a) involves a loss which equals or exceeds $_____________ and Tenant
concludes that such loss affects all or a material portion of the Land or
Improvements and renders the Premises unsuitable for restoration and continued
use and occupancy in Tenant's business, then Tenant shall, not later than 30
days after such occurrence, deliver to Landlord
(i) notice of its intention to terminate this Lease on the next Payment Date
which occurs not less than 90 days after the delivery of such notice (the
"Termination Date") and (ii) a certificate of Tenant describing the event giving
rise to such termination and stating that its board of directors has in good
faith determined that such event has rendered the Improvements unsuitable for
restoration for continued use and occupancy in Tenant's business and that Tenant
has discontinued use thereof and will not resume use of such Premises for at
least five years thereafter. If the Termination Date occurs during the Initial
Term or Primary Term, such notice to Landlord shall be accompanied by an
irrevocable offer by Tenant (and Tenant hereby agrees to make the same) to
purchase any remaining portion of Landlord's Estate with the Net Proceeds, if
any, payable in connection with such occurrence (or the right to receive the
same when made, if payment thereof has not yet been made) on the Termination
Date, at a price determined in accordance with Schedule C. If the Termination
Date occurs during an Extended Term, this Lease shall terminate on the
Termination Date, except with respect to obligations and liabilities of Tenant
hereunder, actual or contingent, which have arisen on or prior to the
Termination Date, upon payment by Tenant of all Basic Rent, additional rent and
other sums then due and payable hereunder to and including the Termination Date,
and the Net Proceeds shall belong to Landlord. Landlord shall transfer and
convey the entire Landlord's Estate to Tenant upon the terms and provisions set
forth in Section 15 hereof against payment by Tenant of the purchase price
therefor, together with all installments of Basic Rent, additional rent and
other sums then due and payable hereunder to and including the Termination Date.
If this Lease is so terminated as the result of an event of the character
described in clauses (i) or (ii) of Section 11(a), the award, compensation or
other payment payable with respect thereto shall be allocated pro-rata to
Landlord to compensate it for its interests as owner of the Landlord's Estate
and to Tenant to compensate it for its interests as Tenant of the Premises.
Notwithstanding anything to the contrary stated herein, if Landlord's award,
compensation or other payment is insufficient to pay in full the balance then
due and owing under the Note Agreement and the Deed of Trust in respect of the
Premises and principal, premium, if any, and accrued and unpaid interest on the
Notes outstanding thereunder issued to finance the Premises, the Tenant will
promptly pay the difference between such award, compensation or other payment
and the amount necessary to satisfy such obligations of the Landlord under the
Note Agreement and the Deed of Trust and in respect of such Notes.
(c) If, after an occurrence of the character referred to in clauses (i) or
(ii) of Section 11(a) which involves a loss of less than $750,000, or, if the
amount of such loss equals or exceeds $750,000 but Tenant does not give notice
of its intention to terminate this Lease, then this Lease shall continue in full
effect, and Tenant shall, at its expense, promptly restore, replace and rebuild
("Restore") any damage to the Premises caused by such event in conformity with
the requirements of Section 10 so as to restore the Premises (as nearly as
practicable) to the condition and fair market value thereof immediately prior to
such occurrence. For this purpose, Tenant shall be entitled to receive the Net
Proceeds payable in connection with such occurrence if the amount of such Net
Proceeds, together with such additional amounts, if any, theretofore expended by
Tenant out of its own funds for such Restoration, are sufficient to pay the
estimated cost of completing such Restoration, but only upon a written
application of the Tenant showing in reasonable detail the nature of such
Restoration, the estimated cost (which shall be verified by an
accompanying certificate of an engineer or architect not an employee of Tenant)
to complete Restoration and stating that Tenant has not theretofore received
payment for such work and that no Event of Default has occurred and is
continuing under this Lease to the knowledge of Tenant. Any Net Proceeds
remaining after final payment has been made for such work shall be retained by
or for the account of Landlord. However, if such Net Proceeds so retained by or
for the account of Landlord shall be more than $200,000, then (i) the Basic
Amount set forth in Schedule C shall be reduced by an amount equal to such Net
Proceeds so retained by Landlord and (ii) each installment of Basic Rent payable
on and after the first Payment Date occurring three months or more after the
final payment to Tenant for such work shall be reduced by a fraction of such
installment, the numerator of which fraction shall be the amount so retained and
the denominator of which shall be the Basic Amount prior to the reduction
thereof referred to in clause (i) above. In the event of any temporary
requisition, this Lease shall remain in full effect and Tenant, if no Event of
Default shall exist under this Lease and no notice shall have been given to
Tenant of a default hereunder which has not been corrected, shall be entitled to
receive the Net Proceeds allocable to such temporary requisition; except that
such portion of the Net Proceeds allocable to the period after the expiration or
termination of the term of this Lease shall be paid to Landlord. If the cost of
any repairs required to be made by Tenant pursuant to this Section 11(c) shall
exceed the amount of such Net Proceeds, the deficiency shall be paid by Tenant.
If an Event of Default shall exist under this Lease such Net Proceeds shall be
payable to and held by Landlord.
Section 12. Insurance. (a) Tenant will maintain insurance on the Premises
of the following character:
(i) Insurance, subject to an 80% co-insurance clause, against loss
by fire, windstorm and explosion and with extended coverage and against
such other risks of physical loss as are customarily insured against and in
such amounts as are customarily carried, by companies owning property of a
character similar to that of the Premises and engaged in a business similar
to that engaged in by Tenant but in any event in amounts not less than 100%
of the full replacement value of the Premises, exclusive of foundations and
excavations, as evidenced by "Replacement Costs" or "Restoration"
endorsements thereto. The term "full replacement value" as used herein
means actual replacement value without deduction for physical depreciation,
as determined upon request of Landlord at intervals not more than may be
required by the company issuing such insurance to provide the required
"Replacement Cost" or "Restoration" endorsements and at the expense of
Tenant, by independent appraisals.
(ii) General public liability insurance against claims for bodily
injury, death or property damage occurring on, in or about the Premises and
adjoining streets and sidewalks, in the minimum amounts of $1,000,000 for
bodily injury or death to any one Person, $1,000,000 for any one accident,
and $2,000,000 for property damage.
(iii) Worker's compensation insurance to the extent required by the
law of the state in which the Premises are located and to the extent
necessary to protect Landlord and the Premises against worker's
compensation claims; provided that if permitted
under the laws of such state in lieu of such worker's compensation
insurance. Tenant may maintain a program of self-insurance complying with
the rules and regulations and requirements from time to time in effect of
the appropriate state agency of the state in which the Premises are
located.
(iv) Explosion insurance in respect of any boilers and similar
apparatus located on the Premises in the minimum amount of $150,000.
(v) Such other insurance, in such amounts and against such risks, as
is commonly obtained in the case of property similar in use to the Premises
and located in the state in which the Premises are located.
Such insurance shall be written by companies of recognized national
standing authorized to do business in the state in which the Premises are
located, and shall name as insured parties Landlord and Tenant as their
interests may appear. Provided no Event of Default shall exist under this Lease
and no notice shall have been given to Tenant of a default hereunder which has
not been corrected, the loss, if any, under any policy pertaining to loss by
reason of damage to or destruction of any portion of the Premises shall be
adjusted with the insurance companies by Tenant, subject to the approval of
Landlord and the Note Purchaser if the loss exceeds $750,000. The loss so
adjusted shall be paid to the Note Purchaser pursuant to the loss payable clause
hereinafter referred to, unless said loss is $750,000 or less in which case said
loss shall be paid directly to Tenant.
(b) Every such policy (other than any general public liability or worker's
compensation policy) shall bear a first mortgage endorsement in favor of the
Note Purchaser, as purchaser of the 8.25% Secured Notes due September 26, 2009
(the "Notes") of the Landlord issued pursuant to the Note Agreement dated as of
September 26, 2009 (the "Note Agreement") between the Landlord and the Note
Purchaser, a first mortgage lien on the Premises. Any loss under any such
policy shall be payable solely to the Note Purchaser to be held and applied
pursuant to Section 11. All public liability policies shall name as insured
persons Landlord, Tenant and the Note Purchaser. Every policy referred to in
Section 12(a) shall provide that (i) Landlord's and the Note Purchaser's
interests shall be insured regardless of any breach or violation by Tenant of
any warranties, declarations or conditions contained in such policies, (ii) such
insurance as to the interests of Landlord and the Note Purchaser therein shall
not be invalidated by the use or operation of the Premises for purposes which
are not permitted by such policies or by any foreclosure or other proceedings
relating to the Premises or by change in title to or ownership of the Premises,
(iii) the insurers shall waive any right of subrogation of the insurers to any
set-off or counterclaim or any other deduction, whether by attachment or
otherwise, in respect of any liability of Tenant, (iv) if any premium or
installment is not paid when due, or if such insurance would lapse or be
cancelled, terminated or materially changed for any reason whatsoever, the
insurers will promptly notify Landlord and the Note Purchaser and any such
lapse, cancellation, termination or change shall not be effective as to Landlord
and the Note
Purchaser for 30 days after receipt of such notice, and (vi) appropriate
certification shall be made to Landlord and the Note Purchaser by each insurer
with respect thereto.
(c) Tenant shall deliver to Landlord and the Note Purchaser original or
duplicate policies or certificate of insurers, satisfactory to Landlord and the
Note Purchaser, evidencing the existence of all insurance which is required to
be maintained by Tenant hereunder, such delivery to be made (i) promptly after
the execution and delivery hereof and (ii) within 30 days prior to the
expiration of any such insurance. Tenant shall not obtain or carry separate
insurance concurrent in form or contributing in the event of loss with that
required by this Section 12 unless Landlord and the Note Purchaser are named
insureds therein, with loss payable as provided herein. Tenant shall
immediately notify Landlord and the Note Purchaser whenever any such separate
insurance is obtained and shall deliver to Landlord and the Note Purchaser the
policies or certificates evidencing the same. Any insurance required hereunder
may be provided under blanket policies of Tenant, provided that such blanket
policies otherwise comply with the provisions of this Section 12. Any insurance
which Tenant is obligated to carry under the terms of clauses (a)(i) and (a)(ii)
of this Section 12 may be carried under a plan of self-insurance with respect to
the first portion of any loss claimed under any such insurance by way of
deductible provisions in insurance policies up to such amount as is customary
for corporations of established reputation engaged in the same or a similar
business as Tenant and similarly situated and which maintain such insurance on
property similar to the Premises, provided that any such self-insurance shall in
no event exceed $100,000.
(d) The requirements of this Section 12 shall not be construed to negate or
modify Tenant's obligations under Section 8 to fully indemnify Landlord and its
successors and assigns from and against all liability in any way arising out of
the Premises and Tenant's use, non-use, misuse, occupation or nonoccupation of
the Premises.
Section 13. Assignment and Subletting. Tenant may sublet the Premises or
assign its interests hereunder; provided, that (a) at the time of any such
sublease or assignment no Event of Default or event which with the lapse of time
or the giving of notice, or both, would constitute an Event of Default has
occurred and is continuing, (b) any such sublease or assignment shall by its
terms be expressly made subject and subordinate to the terms of this Lease, (c)
Tenant shall have given Landlord 60 days' prior written notice of any such
sublease or assignment, and (d) any such sublease shall contain a section to
read as follows:
"Sublessee by its execution of this Sublease hereby
unconditionally acknowledges and agrees as follows: (a)
Sublessee has received a copy of the Lease Agreement dated
as of _____________, ______ (the "Primary Lease") between
___________________, as tenant, and __________________, as
landlord, (b) this Sublease represents a sublease of
Sublessor's rights in and to the Premises and this Sublease
and the rights of Sublessee hereunder are in all respects
subject and subordinate to the Primary Lease."
No such assignment or sublease shall modify or limit any right or power of
Landlord hereunder or affect or reduce any obligation of Tenant hereunder, and
all such obligations shall continue in full effect as obligations of a principal
and not of a guarantor or surety, as though no assignment or subletting had been
made. Tenant shall, within 10 days after the execution of any such sublease or
assignment, deliver a conformed copy thereof to Landlord and the Note Purchaser.
Neither this Lease nor the term hereby demised shall be mortgaged, pledged or
otherwise encumbered by Tenant nor shall Tenant mortgage, pledge or otherwise
encumber the interest of Tenant in and to any sublease of the Premises or of the
rentals payable thereunder. Any such mortgage, pledge, encumbrance, sublease or
assignment made in violation of this Section 16 shall be void. Tenant shall not
collect or accept payment, directly or indirectly, of any rent under any
sublease more than one month in advance of the due date thereof.
Section 14. Permitted Contests. Tenant shall not be required to (a)
comply with any Legal Requirement applicable to the Premises or the use thereof,
(b) pay any Imposition or (c) obtain any waivers or settlements or make any
changes or take any action with respect to any encroachment, hindrance,
obstruction, violation or impairment referred to in Sections 7, 9 or 10 hereof,
as long as Tenant shall contest the existence, applicability, amount or validity
thereof in good faith by appropriate proceedings which shall prevent the
collection of, or other realization with respect to, the matter so contested,
and which also shall prevent the sale, forfeiture or loss of the Premises,
Landlord's Estate and any Basic Rent or additional rent and which shall
otherwise not affect the payment of any Basic Rent or any additional rent;
provided that in no event shall any such contest subject Landlord or its
successors and assigns to the risk of any criminal liability or any civil
liability. Tenant shall (i) immediately give written notice to Landlord and the
Note Purchaser of any contest hereof, (ii) give such reasonable security as may
be demanded by Landlord or the Note Purchaser to insure ultimate payment of such
Imposition and compliance with such Legal Requirements and to prevent any sale
or forfeiture of the Premises, Landlord's Estate, the Basic Rent or any
additional rent by reason of such nonpayment or noncompliance and
(iii) indemnify and hold the Landlord and Note Purchaser harmless from any
liability in connection with any such contest.
Landlord agrees to sign such tax returns, applications and other documents
as may be necessary or requisite for Tenant to properly conduct any contest
permitted hereunder, and Landlord further agrees that it shall hold in trust and
forthwith pay Tenant the amount of any tax, or other refund received by Landlord
as a result of any contest permitted hereunder.
Section 15. Conditional Limitations; Default Provisions. (a) Any of the
following occurrences or acts shall constitute an Event of Default ("Event of
Default") under this Lease:
(i) if Tenant shall fail to pay any Basic Rent, additional rent or
other sum required to be paid by Tenant hereunder; or
(ii) if Tenant shall fail to observe or perform any other provision
hereof and such failure shall continue unremedied for 30 days after the
earlier of (1) written notice thereof from Landlord or, the Note Purchaser
or any holder of the Notes to Tenant, (2) the first date on which an
officer of Tenant shall have actual knowledge that a default has occurred
and is continuing under this Section 18(a)(ii); or
(iii) if Tenant or any of its subsidiaries has entered against it or
on its behalf an order for relief under the Federal bankruptcy laws, or any
other applicable Federal or state bankruptcy, insolvency or other similar
law, or becomes insolvent, or makes an assignment for the benefit of
creditors, or fails to generally pay its debts as such debts become due, or
Tenant or any such subsidiary applies for or consents to the appointment of
a trustee or receiver or for the major part of its property; or
(iv) a custodian (including without limitation a trustee or receiver)
is appointed for Tenant or any of its subsidiaries or for the major part of
the property of either and is not discharged within 90 days after such
appointment; or
(v) bankruptcy or insolvency proceedings, or other proceedings for
relief under any bankruptcy or similar Federal or state law or laws for the
relief of debtors, are instituted by or against Tenant or any of its
subsidiaries and, if instituted against Tenant or any such subsidiary are
consented to or are not dismissed within 90 days after such institution; or
(vi) if the Premises shall have been left abandoned for a period of
30 days; or
(vii) if Tenant shall fail to observe or perform any provision of the
Assignment of Lease dated as of _____________, ______ (the "Assignment")
among Landlord, Tenant and the Note Purchaser relating to the Premises; of
(ix) if any representation or warranty made by Tenant herein or in
the Assignment or made by Tenant in any statement or certificate furnished
by Tenant pursuant to the Note Agreement proves untrue in any material
respect as of the date of the issuance or making thereof.
(b) This Lease and the term and estate hereby granted are subject to the
limitation that whenever an Event of Default shall have happened and be
continuing Landlord shall have the right at its election at any time thereafter
to exercise any one or more or all, and in any order, of the remedies
hereinafter set forth, it being expressly understood that no remedy herein
conferred is intended to be exclusive of any other remedies but each and every
remedy shall be in addition to every other remedy given herein or now or
hereafter existing at law or in equity or by stature:
(i) Landlord may take all steps to protect and enforce the rights of
Landlord or obligations of Tenant hereunder, whether by action, suit or
proceeding at law or in equity (for the specific performance of any
covenant, condition or agreement contained in this Lease, or in aid of the
execution of any power herein granted or for any foreclosure, or for the
enforcement of any other appropriate legal or equitable remedy) or
otherwise as landlord shall deem most advisable to protect and enforce any
of its rights or the obligations of Tenant hereunder:
(ii) Landlord may terminate this Lease by giving a written
termination notice to Tenant specifying a date not less than 15 days after
the date of such notice on which the term of this Lease shall terminate and
on such date the term of this Lease and the estate hereby granted shall
expire and terminate by limitation and all rights of Tenant under this
Lease shall cease on the Termination Date so specified;
(iii) Landlord, whether or not this Lease shall have been terminated
pursuant to clause (ii) of this section 18(b), shall have the right to
terminate Tenant's right to possession under this Lease and to re-enter and
take possession of the Premises or any part thereof of giving a written
notice to Tenant to quit and surrender possession on a date not less than
15 days after the date of such notice whereupon the right of Tenant to the
possession of the Premises shall cease and terminate on such date, and
Landlord shall have the immediate and continuing right then and at any time
and from time to time thereafter without further notice, to re-enter upon
and take possession of the Premises or any part thereof with or without
legal proceedings (summary or otherwise) and to remove all Persons and
property therefrom as Landlord may elect to do. Should Landlord elect to
re-enter as herein provided or should Landlord take possession pursuant to
legal proceedings or pursuant to any notice provided for by law
or upon termination of this Lease pursuant to clause (ii) of this Section
18(b) or termination of Tenant's rights to possession pursuant to clause
(iii) of this Section 18(b) or otherwise as permitted by law, Tenant shall
peaceably quit and surrender the Premises to Landlord. In any such event,
neither Tenant nor any Person claiming through or under Tenant, by virtue
of any statute or of an order of any court, shall be entitled to possession
or to remain in possession of the Premises, or any part thereof, but shall
forthwith quit and surrender the Premises to Landlord;
(iv) In the event of any termination of this Lease pursuant to clause
(ii) of this Section 18(b) or repossession pursuant to clause (iii) of this
Section 18(b), Tenant will pay to Landlord Basic Rent and all additional
rent and other sums required to be paid by Tenant up to the time of such
termination or repossession, and from and after such termination or
repossession until the end of what would have been the term of this Lease
in the absence of such termination or repossession, Tenant shall be liable
to Landlord for, and shall pay to Landlord the sums of money (herein called
"Current Damages") which would have been payable by Tenant, as Basic Rent
and all additional rent and other sums which would be payable under this
Lease by Tenant in the absence of such termination or repossession, less
the proceeds, if any, actually received by landlord as a result of such
repossession and subsequent reletting or other disposition of the Premises,
after deducting from such proceeds, the expenses, costs and payments of
every kind of Landlord which in accordance with the terms of this Lease
would have been borne by Tenant and all of Landlord's expenses in
connection with such realization of proceeds, including without limiting
the generality of the foregoing all unpaid expenses incurred in obtaining
possession, and in altering, repairing and putting the Premises in good
order and condition and in reletting the Premises or any part thereof
including reasonable fees of attorneys, architects, and other experts and
any other reasonable and legitimate expenses. Tenant will pay such Current
Damages monthly on the days on which Basic Rent would have been payable
under this Lease in the absence of such termination or repossession, and
Landlord shall be entitled to recover the same Tenant on each such day.
Tenant hereby agrees to be and remain liable for all sums otherwise payable
by Tenant under this Lease including, but not limited to, the expenses of
Landlord aforesaid, as well as for any deficiency aforesaid, and Landlord
shall have the right from time to time to begin and maintain successive
actions or other legal proceedings against Tenant for the recovery of such
deficiency or damages or for a sum equal to any installments of Basic Rent
or additional rent and any other sums payable hereunder and to recover the
same upon the liability of Tenant herein provided, which liability it is
expressly covenanted shall survive the issuance of any action to secure
possession of the Premises. Nothing herein contained shall be deemed to
require Landlord to wait to begin any such action or other legal
proceedings until the date when this Lease would have expired by limitation
had there been no such Event of Default;
(v) At any time after any termination of this Lease pursuant to
clause (ii) of this Section 18(b), or termination of possession pursuant to
clause (iii) of this Section 18(b), whether or not Landlord shall have
collected any Current Damages as aforesaid. Tenant will pay to Landlord, at
Landlord's option and upon demand, as and
for liquidated and agreed final damages (herein called "Final Damages") for
Tenant's default and in lieu of all Current Damages beyond the date of such
demand, an amount equal to the sum of (A) the excess, if any, of Basic Rent
and the sums which would be payable under this Lease from the date of such
demand (or, if it be earlier, the date to which Tenant shall have satisfied
in full its obligations under clause (iv) of this Section 18(b) to pay
Current Damages) for what would be the then unexpired term of this Lease in
the absence of such expiration or repossession, discounted at the rate of
7.8% per annum on the basis of a 360-day year of twelve consecutive 30-day
months, over the fair rental value of the Premises at the time of such
termination for the balance of such term, discounted at the same rate and
in the same manner as above stated, plus (B) to the extent legally
enforceable and in addition to all other amounts payable by Tenant pursuant
to this Section 18(b), as damages suffered by the Landlord as the result of
the occurrence of an Event of Default hereunder for the loss of a bargain
and not as a penalty, an amount (the "Additional Final Damages") equal to
the amount which the Landlord would be obligated to pay the premium, if
any, specified in the Note Agreement on account of the occurrence of an
Event of Default under the Note Agreement as defined therein. Nothing
herein contained shall, however, limit or prejudice the right of Landlord,
in any bankruptcy, reorganization or insolvency proceedings, to prove for
and obtain as liquidated damages by reason of such termination, an amount
equal to the maximum allowed by any statute or rule of law in effect at the
time when, and governing the proceedings in which, such damages are to be
proved, whether or not such amount shall be greater than, equal to, or less
than such Final Damages and/or Additional Final Damages.
Section 16. Additional Rights of Landlord. (a) No right or remedy
hereunder shall be exclusive of any other right or remedy, but shall be
cumulative and in addition to any other right or remedy hereunder or now or
hereafter existing. Failure to insist upon the strict performance of any
provision hereof or to exercise any option, right, power or remedy contained
herein shall not constitute a waiver or relinquishment thereof for the future.
Receipt by Landlord of any Basic Rent, additional rent or other sum payable
hereunder with knowledge of the breach of any provision hereof shall not
constitute waiver of such breach, and no waiver by Landlord of any provision
hereof shall be deemed to have been made unless made in writing. Landlord shall
be entitled to injunctive relief in case of the violation, or attempted or
threatened violation, of any of the provisions hereof, or to a decree compelling
performance of any of the provisions hereof, or to any other remedy allowed to
Landlord by law.
(b) Tenant hereby waives and surrenders for itself and all those claiming
under it, including creditors of all kinds, (i) any right and privilege which it
or any of them may have to redeem or re-enter the Premises or to have a
continuance of this Lease after termination of Tenant's right of occupancy by
order or judgment or any court or by any legal process or writ, or under the
terms of this Lease, or after the termination of the term of this Lease as
herein provided, (ii) any notice to quit or notice of re-entry or of the
institution of legal proceedings to that end, and (iii) the benefits of any law
which exempts property from liability for debt or for distress for rent.
(c) If Tenant shall be in default in the performance of any of its
obligations hereunder, Tenant shall pay to Landlord, on demand, all expenses
incurred by Landlord as a result thereof, including reasonable attorneys' fees
and expenses. If Landlord shall be made a party to any litigation commenced
against Tenant and Tenant shall fail to provide landlord with counsel approved
by Landlord and pay the expenses thereof, Tenant shall pay, on demand, all costs
and reasonable attorneys' fees and expenses incurred by Landlord in connection
with such litigation.
Section 17. Notices, Demands and Other Instruments. All notices,
requests, offers, consents and other instruments given pursuant to this lease
shall be in writing and shall be validly given when mailed by prepaid registered
or certified mail or by prepaid overnight air courier, (a) if to landlord, at
its address set forth above Attention: Xxxxx Xxxx, Administrator Member (b) if
to Tenant, at its address set forth above Attention: Xxxxxxx Xxxxxx, Senior
Vice President, (c) if to the Note Purchaser ___________, ___________,
___________, Attention: ___________. Landlord, Tenant and the Note Purchaser
each may from time to time specify, by giving 15 days' notice to the other
parties, (i) any other address in the United States as its address for purposes
of this Lease and (ii) any other Person or entity that is to receive copies of
notices, offers, consents and other investments hereunder.
Section 18. Estoppel Certificates. Tenant agrees that from time to time,
upon 20 days' prior request by Landlord or the Note Purchaser to execute,
acknowledge and deliver to Landlord and the Note Purchaser a certificate stating
that this Lease is unmodified and in full effect (or, if there have been
modifications, that this Lease is in full effect as modified, and setting forth
such modifications) and the dates to which Basic Rent, additional rent and other
sums payable hereunder have been paid, and either stating that to the knowledge
of the signer of such certificate no default exists hereunder or specifying each
such default of which the signer has knowledge. Any such certificate executed
by Tenant may be relied upon by any prospective mortgagee or purchasers of the
Landlord's Estate.
Section 19. No Merger. There shall be no merger of this lease or of the
leasehold estate hereby created with the fee estate in the Premises by reason of
the fact that the same Person acquires or holds, directly or indirectly, this
Lease or the leasehold estate as well as the fee estate in the Premises or any
interest in such fee estate.
Section 20. Surrender. Upon the expiration or termination of the Primary
Term, or if exercised, the last day of any Extended Term, Tenant shall surrender
the Premises to Landlord in the condition in which the Premises were originally
received from Landlord, except as repaired, rebuilt, restored, altered or added
to as permitted or required hereby,
except for ordinary wear and tear, and except as otherwise provided in this
Lease. Tenant shall remove from the Premises on or prior to such expiration or
termination all property situated thereon which is not owned by Landlord, and
shall repair any damage caused by such removal. Property not so removed shall
become the property of Landlord, and Landlord may cause such property to be
removed from the Premises and disposed of, but the cost of any such removal and
disposition and of repairing any damage caused by such removal shall be borne by
Tenant.
Section 21. Separability; Binding Effect. Each provision hereof shall be
separate and independent and the breach of any such provision by Landlord shall
not discharge or relieve Tenant from its obligations to perform each and every
covenant to be performed by Tenant hereunder. If any provision hereof or the
application thereof to any Person or circumstance shall to any extent be invalid
or unenforceable, the remaining provisions hereof, or the application of such
provision to Persons or circumstances other than those as to which it is invalid
or unenforceable, shall not be affected thereby, and each provision hereof shall
be valid and shall be enforceable to the extent permitted by law. All
provisions contained in this Lease shall be binding upon, inure to the benefit
of, and be enforceable by, the respective successors and assigns of Landlord and
Tenant to the same extent as if each such successor and assign were named as a
party hereto. This Lease may not be changed, modified or discharged except in
writing signed by Landlord and Tenant and with the prior written consent of the
Note Purchaser.
Section 22. Recording of Lease. This Lease, or a short form or memorandum
thereof, shall be filed and/or recorded in the appropriate public office for
publishing notice of the existence of leases by the Tenant, at its expense.
Section 23. Lessor's Right to Cure Lessee's Default. If Tenant shall fail
to make any payment or perform any act required to be made or performed under
this Lease, Landlord, after notice to and demand upon Tenant, and without
waiving or releasing any obligation or default, may (but shall be under no
obligation to) at any time thereafter make such payment or perform such act for
the account and at the expense of Tenant, and may enter upon the Premises for
such purpose and take all such action thereon as, in Landlord's opinion, may be
necessary or appropriate therefor. No such entry shall be deemed an eviction of
Tenant. All sums so paid by Landlord and all costs and expenses (including,
without limitation, attorneys' fees and expenses so incurred, together with
interest thereon to the extent permitted by law) shall be paid by Tenant to
Landlord on demand, together with interest thereon at the lesser of (a) the
highest rate permitted by applicable law or (b) ___% per annum (computed on a
360-day year of twelve 30-day months), whichever is lower, for the period from
and including the date on which such sums or expenses are paid or incurred by
Landlord to but not including the date the same are paid.
Section 24. Expenses. If for any reason whatsoever Landlord does not pay
any of the expenses referred to in Section ___ of the Note Agreement, Tenant
shall immediately pay the same.
Section 25. Counterparts. This Lease may be executed in any number of
counterparts, each counterpart constituting an original but altogether only one
Lease.
Section 26. Headings. The headings which are used following the number of
each Section are so used in and for evidence in locating various provisions of
this Lease and shall not be deemed to affect the interpretation or structure of
such provisions.
Section 27. Schedules. Schedules A, B and C referred to in this Lease are
hereby incorporated by reference.
IN WITNESS WHEREOF, the parties hereto have caused this Lease to be
executed as of the date first above written.
FLLC, L.L.C.
--------------------------------------
[SEAL]
By /s/ Xxxxx Xxxx
------------------------------------
Printed Name Xxxxx Xxxx
------------------------
Its Administrative Member President
---------------------
ATTEST:
By___________________________________
Printed Name ______________________
Its _____________________ Secretary
XXXXXX XXXXX COMPANY
--------------------------------------
[SEAL]
By /s/ Xxxx Xxxxx
------------------------------------
Printed Name Xxxx Xxxxx
-----------------------
Its _______________________President
ATTEST:
By /s/ Xxxxxxx X. Xxxxxx
-----------------------------------
Printed Name Xxxxxxx X. Xxxxxx
-----------------------
Its ______________________Secretary
STATE OF ______________________ )
) SS
COUNTY OF _____________________ )
I, ___________________, a Notary Public in and for the County and State
aforesaid, do hereby certify that ____________________ and ____________________,
personally known to me to be the same persons whose names are respectively, as
____________________ and ____________________ of ____________________, a
____________________ corporation, subscribed to the foregoing instrument,
appeared before me this day in person and severally acknowledged that they,
being thereunto duly authorized, signed, sealed with the seal of said
corporation, and delivered the said instrument as the free and voluntary act of
said corporation and as their own free and voluntary act, for the uses and
purposes therein set forth.
Given under by hand and notarial seal this _______ day of June, 19 ___.
____________________________________________
Notary Public
Printed Name: ______________________________
[SEAL]
Commission expires:
STATE OF ______________________ )
) SS
COUNTY OF _____________________ )
I, ___________________, a Notary Public in and for the County and State
aforesaid, do hereby certify that ____________________ and ____________________,
personally known to me to be the same persons whose names are respectively, as
____________________ and ____________________ of ____________________, a
____________________ corporation, subscribed to the foregoing instrument,
appeared before me this day in person and severally acknowledged that they,
being thereunto duly authorized, signed, sealed with the seal of said
corporation, and delivered the said instrument as the free and voluntary act of
said corporation and as their own free and voluntary act, for the uses and
purposes therein set forth.
Given under by hand and notarial seal this _______ day of June, 19 ___.
____________________________________________
Notary Public
Printed Name: ______________________________
[SEAL]
Commission expires:
DESCRIPTION OF THE PREMISES
Known as 0000 Xxxx 00xx Xxxxxx, Xxxxxxx, XX 00000.
THE LAND REFERRED TO IN THIS COMMITMENT IS DESCRIBED AS FOLLOWS:
PARCEL 1:
ALL THAT PARCEL OF LAND SITUATED IN THE CITY OF CHICAGO, COUNTY OF XXXX AND
STATE OF ILLINOIS, BEING PART OF THE SOUTHEAST 3/4 OF THE NORTHWEST 1/4 OF
SECTION 6, TOWNSHIP 38 NORTH, RANGE 14 EAST OF THE THIRD PRINCIPAL MERIDIAN,
DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF THE SOUTH 13.0 FEET OF THE
NORTHWEST 1/4 OF SECTION 6, AFORESAID, AND THE WEST LINE OF THE EAST 895.0 FEET
OF SAID NORTHWEST 1/4; THENCE NORTHERLY, ALONG SAID WEST LINE, 425.64 FEET TO A
POINT IN A CURVED LINE BEING A SEGMENT OF A LINE DESCRIBED AS BEGINNING AT A
POINT 337.10 FEET WEST OF THE EAST LINE OF SAID NORTHWEST 1/4 AND 516.10 FEET
NORTH OF THE SOUTH LINE OF SAID NORTHWEST 1/4; THENCE WESTERLY 357.0 FEET TO A
POINT 694.10 FEET WEST OF SAID EAST LINE AND 509.90 FEET NORTH OF SAID SOUTH
LINE; THENCE SOUTHWESTERLY ALONG A CURVE, CONVEY NORTHWESTERLY, HAVING A RADIUS
OF 480 FEET TO A POINT 2056.0 FEET WEST OF THE EAST LINE OF THE NORTHWEST 1/4,
AFORESAID, AND 376.0 FEET NORTH OF THE SOUTH LINE OF THE NORTHWEST 1/4,
AFORESAID, THENCE EASTERLY ALONG SAID CURVED LINE FOR AN ARC DISTANCE OF 307.90
FEET TO THE POINT HEREINBEFORE MENTIONED AS 694.10 FEET WEST OF SAID EAST LINE
AND 505.9 FEET NORTH OF SAID SOUTH LINE; THENCE WESTERLY 239.90 FEET TO A POINT
OF INTERSECTION WITH A CURVED LINE BEING A SEGMENT OF A LINE DESCRIBED AS
BEGINNING AT A POINT ON THE EAST LINE OF SAID NORTHWEST 2/4 OF SAID SECTION 6.
574.15 FEET NORTH OF THE SOUTHEAST CORNER THEREOF; THENCE WESTWARDLY ON A
STRAIGHT LINE A DISTANCE OF 581.96 FEET TO A POINT 572.63 FEET NORTH OF THE
SOUTH LINE OF SAID NORTHWEST 1/4 OF SAID SECTION 6; THENCE BY A CURVE CONVEX TO
THE NORTH AND WEST AND HAVING A RADIUS OF 528.7 FEET A DISTANCE OF 665.47 FEET
TO A POINT, THENCE ON A STRAIGHT LINE TANGENT TO THE AFORESAID CURVE A DISTANCE
OF 180.76 FEET TO X XXXXX XX XXX XXXXX XXXX XX 00XX XXXXXX; THENCE SOUTH 33 FEET
TO THE SOUTH LINE OF SAID SOUTH 1/2 OF SAID SOUTHEAST 1/4; THENCE SOUTHWESTERLY
ALONG SAID CURVED LINE, AN ARC DISTANCE OF 362.61 FEET TO ITS INTERSECTION WITH
A LINE PERPENDICULAR TO THE SOUTH LINE OF THE NORTHWEST 1/4 OF SECTION 6,
AFORESAID, DRAWN THROUGH A POINT 280.0 FEET WEST OF THE POINT OF BEGINNING;
THENCE SOUTH, ALONG SAID PERPENDICULAR LINE, 237.76 FEET TO THE NORTH LINE OF
THE SOUTH 33.0 FEET OF THE NORTHWEST 1/4, AFORESAID; THENCE EAST, ALONG SAID
NORTH LINE, 360.0 FEET TO THE POINT OF BEGINNING, IN XXXX COUNTY, ILLINOIS.
PARCEL 2:
THAT PART OF THE WEST 360 FEET OF THE EAST 895 OF THE XXXXXXXXX 0/0 XX XXXXXXX
0, XXXXXXXX 00 XXXXX, XXXXX 14 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING NORTH
OF THE SOUTH 33.0 FEET THEREOF AND LYING SOUTH OF A LINE DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT 337.10 FEET WEST OF THE EAST LINE OF SAID NORTHWEST 1/4 AND
516.0 FEET NORTH OF THE SOUTH LINE OF SAID NORTHWEST 1/4; THENCE WESTERLY 257.0
FEET TO A POINT 694.10 FEET WEST OF SAID EAST LINE AND 509.90 FEET NORTH OF SAID
SOUTH LINE; THENCE SOUTHWESTERLY ALONG A CURVE CONVEX NORTHWESTERLY HAVING A
RADIUS OF 480.0 FEET, TO A POINT 1096.0 FEET WEST OF THE EAST LINE OF THE
NORTHWEST 1/4 AFORESAID AND 278.0 FEET NORTH OF THE SOUTH LINE OF THE NORTHWEST
SCHEDULE A
1/4 AFORESAID, IN XXXX COUNTY, ILLINOIS.
PARCEL 3:
A PARCEL OF LAND IN THE XXXXXXXXX 0/0 XX XXXXXXX 0, XXXXXXXX 00 XXXXX, XXXXX 14
EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE XXXXX XXXX XX XXXX 00XX XXXXXX, BEING 33.0 FEET
NORTH OF THE SOUTH LINE OF THE NORTHWEST 1/4 AND 360.0 FEET WEST OF THE EAST
LINE OF THE NORTHWEST 1/4 OF SAID SECTION 6; THENCE NORTH PARALLEL TO THE EAST
LINE OF THE NORTHWEST 1/4, 447.0 FEET; THENCE WEST PARALLEL TO THE SOUTH LINE OF
THE NORTHWEST 1/4 175.0 FEET; THENCE SOUTH PARALLEL TO THE EAST LINE OF THE
NORTHWEST 1/4 447.0 FEET TO THE XXXXX XXXX XX XXXX 00XX XXXXXX; THENCE EAST ON
THE XXXXX XXXX XX XXXX 00XX XXXXXX, 175.0 FEET TO THE POINT OF BEGINNING, IN THE
CITY OF CHICAGO, XXXX COUNTY, ILLINOIS.
PARCEL 4:
THAT PART OF THE EAST 360.0 FEET OF THE NORTHWEST 1/4 OF SECTION 6, TOWNSHIP 38
NORTH, RANGE 14 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING SOUTH OF A LINE
DRAWN FROM A POINT IN THE WEST LINE OF SAID EAST 360.0 FEET, 463.0 FEET NORTH OF
THE SOUTH LINE OF THE NORTHWEST 1/4 OF SECTION 6, AFORESAID TO A POINT ON THE
EAST LINE OF SAID NORTHWEST 1/4, 544.5 FEET NORTH OF THE SOUTHEAST CORNER OF THE
NORTHWEST 1/4 OF SECTION 6, AFORESAID, (EXCEPT THEREFROM THAT PART LYING EAST OF
THE EASTERLY LINE OF THE SOUTH DAMEN AVENUE VIADUCT; AND EXCEPT THE SOUTH 33
FEET OF SAID NORTHWEST 1/4) IN XXXX COUNTY, ILLINOIS.
PARCEL 5:
THE NORTH 250 FEET OF THE FOLLOWING DESCRIBED TRACT: THAT PART OF THE NORTHEAST
1/4 OF THE SOUTHWEST 1/4 OF SECTION 6, TOWNSHIP 38 NORTH, RANGE 14 EAST OF THE
THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT 33 FEET
SOUTH OF THE NORTH LINE AND 73 FEET WEST OF THE EAST LINE OF SAID NORTHEAST 1/4
OF THE SOUTHWEST 1/4; THENCE SOUTH ON A LINE AT RIGHT ANGLES TO THE NORTH LINE
OF THE SAID NORTHEAST 1/4 OF THE SOUTHWEST 1/4, A DISTANCE OF 750 FEET; THENCE
WEST ALONG A LINE PARALLEL TO AND 783 FEET SOUTH OF THE NORTH LINE OF SAID
NORTHEAST 1/4 OF THE SOUTHWEST 1/4, A DISTANCE OF 120 FEET; THENCE NORTH AT
RIGHT ANGLES TO SAID LAST DESCRIBED LINE, A DISTANCE OF 750 FEET; THENCE EAST
120 FEET TO THE POINT OF BEGINNING, IN XXXX COUNTY, ILLINOIS.
PARCEL 6:
THE NORTH 250 FEET (AS MEASURED ON THE WEST LINE THEREOF) OF THE FOLLOWING
DESCRIBED TRACT: THAT PART OF THE NORTHEAST 1/4 OF THE SOUTHWEST 1/4 OF SECTION
6, TOWNSHIP 38 NORTH, RANGE 14 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED
AS FOLLOWS:
BEGINNING AT A POINT ON THE EAST LINE OF SAID SOUTHWEST 1/4, 33 FEET SOUTH OF
THE NORTHEAST CORNER THEREOF; THENCE WEST ON A LINE 33 FEET SOUTH OF AND
PARALLEL TO THE NORTH LINE OF SAID SOUTHWEST 1/4, 73.0 FEET; THENCE SOUTH AT
RIGHT ANGLES TO LAST DESCRIBED LINE 750.0 FEET TO A LINE 763.0 FEET SOUTH OF AND
PARALLEL TO THE NORTH LINE OF SAID SOUTHWEST 1/4; THENCE EAST ALONG SAID
PARALLEL LINE 77.80 FEET TO THE EAST LINE OF SAID SOUTHWEST 1/4 OF SECTION 6;
THENCE NORTH ALONG SAID EAST LINE
750.02 FEET TO THE POINT OF BEGINNING, ALL IN XXXX COUNTY, ILLINOIS.
PARCEL 7:
THAT PART OF THE NORTHEAST 1/4 OF THE SOUTHWEST 1/4 OF SECTION 6, TOWNSHIP 38
NORTH, RANGE 14 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT 33 FEET SOUTH OF THE NORTH LINE AND 73 FEET WEST OF THE
EAST LINE OF SAID NORTHEAST 1/4 OF THE SOUTHWEST 1/4; THENCE SOUTH ON A LINE AT
RIGHT ANGLES TO THE NORTH LINE OF SAID NORTHEAST 1/4 OF THE SOUTHWEST 1/4 A
DISTANCE OF 750 FEET; THENCE WEST ALONG A LINE PARALLEL TO AND 783 FEET SOUTH OF
THE NORTH LINE OF SAID NORTHEAST 1/4 OF THE SOUTHWEST 1/4, A DISTANCE OF 120
FEET; THENCE NORTH AT RIGHT ANGLES TO SAID LAST DESCRIBED LINE A DISTANCE OF 750
FEET; THENCE EAST 120 FEET TO THE POINT OF BEGINNING (EXCEPTING THEREFROM THE
NORTH 250 FEET THEREOF); ALL IN XXXX COUNTY, ILLINOIS.
PARCEL 8:
THE SOUTH 285.0 FEET OF THE NORTH 525.0 FEET (AS MEASURED ON THE WEST LINE
THEREOF) OF THE FOLLOWING DESCRIBED TRACT: THAT PART OF THE NORTHEAST 1/4 OF
THE SOUTHWEST 1/4 OF SECTION 6, TOWNSHIP 38 NORTH, RANGE 14 EAST OF THE THIRD
PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE EAST LINE OF SAID SOUTHWEST 1/4 33 FEET SOUTH OF THE
NORTHEAST CORNER THEREOF; THENCE WEST ON A LINE 33 FEET SOUTH OF AND PARALLEL TO
THE NORTH LINE OF SAID SOUTHWEST 1/4, 73.0 FEET; THENCE SOUTH AT RIGHT ANGLES TO
LAST DESCRIBED LINE, 750.0 FEET TO A LINE 763.0 FEET SOUTH OF AND PARALLEL TO
THE NORTH LINE OF SAID SOUTHWEST 1/4; THENCE EAST ALONG SAID PARALLEL LINE 77.80
FEET TO THE EAST LINE OF SAID SOUTHWEST 1/4 OF SECTION 6; THENCE NORTH ALONG
SAID EAST LINE 750.02 FEET TO THE POINT OF BEGINNING; IN XXXX COUNTY, ILLINOIS.
PARCEL 9:
THAT PART OF THE NORTHEAST 1/4 OF THE SOUTHWEST 1/4 OF SECTION 6, TOWNSHIP 38
NORTH, RANGE 14 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE EAST LINE OF SAID SOUTHWEST 1/4 33 FEET SOUTH OF THE
NORTHEAST CORNER THEREOF; THENCE WEST ON A LINE 33 FEET SOUTH OF AND PARALLEL TO
THE NORTH LINE OF SAID SOUTHWEST 1/4, 73.0 FEET; THENCE SOUTH AT RIGHT ANGLES TO
LAST DESCRIBED LINE 750.0 FEET TO A LINE 783.0 FEET SOUTH OF AND PARALLEL TO THE
NORTH LINE OF SAID SOUTHWEST 1/4; THENCE EAST ALONG SAID PARALLEL LINE 77.80
FEET TO THE EAST LINE OF SAID SOUTHWEST 1/4 OF SECTION 6; THENCE NORTH ALONG
SAID EAST LINE 750.02 FEET TO THE POINT OF BEGINNING (EXCEPTING THEREFROM THE
NORTH 535.0 FEET, AS MEASURED ON THE WEST LINE THEREOF); IN XXXX COUNTY,
ILLINOIS.
PARCEL 10:
THAT PART OF THE EAST 1/2 OF THE SOUTHWEST 1/4 OF SECTION 6, TOWNSHIP 38 NORTH,
RANGE 14 EAST OF THE THIRD PRINCIPAL MERIDIAN, BOUNDED AND DESCRIBED AS FOLLOWS:
BEGINNING ON THE EAST LINE OF THE SOUTHWEST 1/4 OF SAID SECTION 6, AT A POINT OF
INTERSECTION WITH A LINE 783.00 FEET SOUTH FROM AND PARALLEL WITH THE NORTH LINE
OF
SAID SOUTHWEST 1/4 OF SECTION 6 AND RUNNING THENCE SOUTH ALONG THE EAST LINE
OF THE SOUTHWEST 1/4 FORWARD, A DISTANCE OF 160.40 FEET; THENCE SOUTHWESTWARDLY
ALONG THE ARC OF A CIRCLE WHICH IS CONVEX TO THE SOUTHEAST AND HAS A RADIUS OF
439.28 FEET, A DISTANCE OF 177.54 FEET TO A POINT 103.71 FEET, MEASURED
PERPENDICULARLY, WEST FROM THE EAST LINE OF SAID SOUTHWEST 1/4; THENCE
SOUTHWESTWARDLY ALONG A STRAIGHT LINE, TANGENT TO THE LAST DESCRIBED COURSE, A
DISTANCE OF 26.02 FEET TO A POINT 122.93 FEET, MEASURED PERPENDICULARLY, WEST
FROM THE EAST LINE OF SAID SOUTHWEST 1/4; THENCE SOUTHWESTWARDLY ALONG THE ARC
OF A CIRCLE WHICH IS CONVEX TO THE SOUTHEAST, AND HAS A RADIUS OF 513.75 FEET
AND IS TANGENT TO THE LAST DESCRIBED COURSE, A DISTANCE OF 61.73 FEET TO A POINT
170.91 FEET, MEASURED PERPENDICULARLY, WEST FROM THE EAST LINE OF SAID SOUTHWEST
1/4; THENCE SOUTHWESTWARDLY ALONG A STRAIGHT LINE, TANGENT TO THE LAST DESCRIBED
COURSE, A DISTANCE OF 17.71 FEET TO A POINT ON THE EASTERLY LINE OF THE DAMEN
AVENUE OVERPASS, WHICH POINT IS 185.32 FEET, MEASURED PERPENDICULARLY, WEST FROM
THE EAST LINE OF SAID SOUTHWEST 1/4; THENCE NORTHWARDLY ALONG SAID EASTERLY LINE
OF THE DAMEN AVENUE OVERPASS, BEING AN ARC OF A CIRCLE WHICH IS CONVEX TO THE
WEST AND HAS A RADIUS OF 1966.50 FEET, A DISTANCE OF 271.32 FEET TO A POINT
226.30 FEET, MEASURED PERPENDICULARLY, WEST FROM THE EAST LINE OF SAID SOUTHWEST
1/4; THENCE NORTHEASTWARDLY ALONG THE ARC OF A CIRCLE WHICH IS CONVEX TO THE
SOUTHEAST AND HAS A RADIUS OF 473.00 FEET, A DISTANCE OF 54.50 FEET TO A POINT
204.43 FEET, MEASURED PERPENDICULARLY, WEST FROM THE EAST LINE OF SAID SOUTHWEST
1/4; THENCE NORTHEASTWARDLY ALONG THE ARC OF A CIRCLE WHICH IS CONVEX TO THE
SOUTHEAST, HAS A RADIUS OF 187.24 FEET AND IS TANGENT TO THE LAST DESCRIBED
COURSE, A DISTANCE OF 54.44 FEET TO ITS INTERSECTION WITH THE AFORESAID LINE
WHICH IS 783.00 FEET SOUTH FROM AND PARALLEL WITH THE NORTH LINE OF THE
SOUTHWEST 1/4 OF SAID SECTION 6 AND THENCE EAST ALONG SAID PARALLEL LINE, A
DISTANCE OF 193.10 FEET, TO THE POINT OF BEGINNING, IN XXXX COUNTY, ILLINOIS.
PARCEL 11:
THAT PART OF THE WEST 233 FEET OF THE SOUTHEAST 1/4 OF SECTION 6, TOWNSHIP 38
NORTH, RANGE 14 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE NORTH LINE OF SAID SOUTHEAST 1/4, 233 FEET EAST OF
THE NORTHWEST CORNER THEREOF; THENCE SOUTH PARALLEL WITH THE WEST LINE OF SAID
SOUTHEAST 1/4, 617 FEET; THENCE SOUTHWESTERLY ALONG A CURVE, CONVEX
SOUTHEASTERLY, HAVING A RADIUS OF 521.67 FEET, A DISTANCE OF 435.24 FEET TO A
POINT WHICH IS 8.50 FEET NORTHWESTERLY OF THE CENTER LINE OF TRACK, 999.21 FEET
SOUTH OF THE NORTH LINE OF SAID SOUTHEAST 1/4 OF SECTION 6 AND 50 FEET EAST OF
THE WEST LINE OF SAID SOUTHEAST 1/4 OF SECTION 6; THENCE NORTH ALONG A LINE 50
FEET EAST OF AND PARALLEL TO THE WEST OF THE SOUTHEAST 1/4 AFORESAID, 246.94
FEET TO A POINT 8.50 FEET SOUTHEASTERLY FROM CENTER LINE OF TRACK; THENCE
NORTHEASTERLY ALONG A CURVED LINE, CONVEX EASTERLY HAVING A RADIUS OF 765 FEET,
A DISTANCE OF 136.66 FEET TO A POINT 68.30 FEET EAST OF THE WEST LINE OF SAID
SOUTHEAST 1/4, 8.50 FEET EAST OF THE CENTER LINE OF TRACK AND 617 FEET SOUTH OF
THE NORTH LINE OF SAID SOUTHEAST 1/4; THENCE NORTH ALONG A LINE 8.50 FEET EAST
OF AND PARALLEL WITH CENTER LINE OF TRACK, A DISTANCE OF 617 FEET TO THE NORTH
LINE OF SAID SOUTHEAST 1/4 OF SECTION 6; THENCE EAST ALONG SAID NORTH LINE,
165.72 FEET TO THE POINT OF BEGINNING (EXCEPT THE NORTH 33 FEET THEREOF), IN
XXXX COUNTY, ILLINOIS.
TERMS AND BASIC RENT PAYMENTS
I. TERMS
(a) The Initial Term shall commence on Sept. 26, 1994 and shall end at
midnight on Sept. 26, 2014.
(b) The Primary Term shall commence on the expiration of the Initial term
and shall end at midnight on N/A,____.
II. BASIC RENT PAYMENTS:
(a) Fixed Rent payable for the Premises for the Initial Term of this Lease
shall be $82,370 per month and shall be payable on October 1, 1994.
SCHEDULE B
Upon purchase of the Premises pursuant to Section 11(b), 13(b) or 14, the
amount determined in accordance with Schedule C shall be the amount equal to the
sum of $_______ (the Basic Amount), multiplied by the percentage set forth in
Column 2 below opposite the period in which the date of purchase occurs.
COLUMN 1 COLUMN 2
Date of Purchase Applicable Percentage
SCHEDULE C
(to Lease Agreement)