LEASE
EXHIBIT 10.28
LEASE
Comes
now the Estate of Xxxxxxx Xxxxxx Weeks, by Xxxxxx X. Xxxxx Executor, hereinafter
referred to as “Weeks”, and Paoli Peaks, Inc., by its President and secretary, hereinafter
referred to an “Paoli Peaks”, who agree that on the 21st
day of June, 1970 the parties, either no presently constituted, or
their Illegible in title, entered into a lease agreement for the
following described real estate:
All
of the following described real estate north of the County Road:
Part
of the north half of the northwest quarter of section three (3), township one (1) north, range
one (1) vest, bounded as follows, to-with: Beginning at the southeast corner of said north half of
cold northwest quarter and running thence west eighty (80) rods;
thence north along a rail fence to
the old French Lick Road; thence westward along said road to the west line
of said quarter; thence
north to the northwest corner thereof, thence cast to the northwest corner thereof; and thence; south to the place of beginning, containing seventy
(70) acres, more or less.
Containing
north of the road, 68 acres, more or less. That said agreement was
modified in some
respects by an agreed judgment entered on the 8th day of June, 1988
and signed by Xxxxxx X. Xxxxxxx, Judge of the Washington Circuit
Court on the 8th day of January, 1990. It is
the purpose of this document to act forth the terms and condition of the original lease that were
not changed by the agreed judgment, and the terms and conditions of this new lease agreement shall
be contained herein. Said agreements are set forth an follows:
1. that
Paoli Peaks shall lease from the Weeks the above described real estate from the
21st day of June , 1970 to the 21st day of June, 2078.
2. Paoli
Peaks shall have the option to renew the lease for 100 year intervale through
infinity by notifying the Weeks, in writing, prior to the expiration
of the lease. That by
judicial decree, it has been adjudicated that the lease date,
June 17, 1978, as to the term of such lease, does not violate the rule against
Illegible
as that Rule of Law is defined in the State of Indiana.
3. Paoli Peaks shall have the right of first refusal to purchase the above described real estate.
The Weeks Illegible notify Paoli Peaks in writing of its intention to
sell said property and the proposed selling price. Paoli Peaks shall
have 30 days to notify
the Weeks, in writing, of its intention to purchase said real estate and Paoli Peaks shall pay a
down payment of 5% of the selling price to the Weeks within the 30 day period, and shall have an
additional six month period in which to pay the balance of the purchase price.
4. Except as provided in paragraph six, Paoli Peaks shall have the right to alter the real
estate in any way and to construct buildings and to do any other work of any type necessary
to promote the interest or Paoli Peaks.
5. Paoli Peaks shall have the right to cut timber on the leased promises in order to
improve the ski area. Any timber cut from the leased premises (whether marketable or
firewood) shall be the property of Weeks. However, in the event that
Weeks shall not
have removed any of the timber cut at the direction of Paoli Peaks,
within a reasonable time from actual notice of the availability of
the cut timber, then the ownership transfers to Paoli Peaks, and Paoli Peaks may
use or dispose of the case as it wishes and to its full benefit.
6. Paoli Peaks shall not have the right to waste any assets of the real estate without
providing improvements to the property equalling or exceeding the value of the damage done.
Top soil shall not be taken from the premises, but its location may be changed.
7. Paoli
Peaks shall have the right to assign the lease, including the renewal
provisions, and the Weeks shall consent to said assignment, if required.
8. In the event of default, Paoli Peaks shall have the right
to remove
all improvements not on the property as of the 21st day of June, 1974. In the event
that improvements are removed, the property shall be restored to its original condition, or as
nearly as on is possible. The Illigible have the right of first refusal to purchase said
improvements.
9. The
Weeks shall be held harmless from any accidents or any liability. Paoli Peaks may
maintain commercial insurance coverage, or may self insure. It is further agreed that any and all insurance
coverage of whatever form shall specifically provide coverage for the Weeks thereunder, Weeks
the Weeks interest may appear in the real estate lease by and between the parties, and an few
simple owner of the real estate involved. Paoli Peaks shall indemnify and hold harmless the Weeks from
any loss relating to a tort claim that would have been covered in whole or in part by insurance had
Paoli Peaks, Inc. elected not to half insure.
10. Paoli Peaks agrees to furnish, at no cost to Weeks, water to that certain residence
currently existing and located adjacent and to the south of the leased property. This obligation of
Paoli Peaks shall extend only to such residence and existing incidental uses thereto as of June 6,
1988, to be used on a single family dwelling and in the event any further development of the weeks
property upon which this residence in located should occur, then this obligation of furnishing
water Paoli Peaks shall not extend to such dwelling.
11. The Weeks say grant no Weeks over said property or under said property without the
permission of Paoli Peaks, unless legally required to do so.
12. The
taxes for said real estate will be paid by the Weeks, except that Paoli Peaks shall be
responsible for paying any increase in taxes over those taxes paid in 1976.
13. That by agreement of the parties, the annual rent to be paid by Paoli Peaks to Weeks in
1.51 of the “operating revenues” of Paoli Peaks for the previous season, to be paid on or before
June 21 of each year. “Operating Revenues” are defined under generally accepted accounting
principles relating to Illegible operations at the present Paoli
Peaks location and any expansion of the
Illegible operation at its present location and any development actually placed on the leased
premises and based on the accounting practices of Paoli Peaks, Inc. in effect June 8, 1988.
14. The minimum annual lease payment shall be Ten Thousand Dollars ($10,000.00) based on the
base year of all items, all urban consumer’s Bureau of Labor
Statistics, C.P.I. of June, 1978. This
minimum annual lease payment in to be computed on five (5) year
increments
(i.e. June 1983, June 1988, June 1993, June 1998, etc.),
and adjusted as the new minimum
annual lease payment for the next five year period.
15. That
Paoli Peaks shall make reasonable efforts to control Illegible.
16. That
Paoli Peaks shall burn no trash whatsoever on the leased Premises. Paoli Peaks is
responsible for compliance with all environmental laws and shall dump no Illegible, hazardous
Illegible, petroleum products or other materials prohibited from dumping under state and federal
laws and regulations.
17. That
the steps from the condominiums known an Trail view Estates, which are located
on the leased premises, shall be removed within 60 days from June 8, 1988 at Paoli Peaks expense, and that no
encroachment on the leased premises by the condominiums will be permitted in the future.
18. That
all sums due as of June 8, 1990 have been paid by Paoli Peaks to Weeks.
IN
WITNESS WHEREOF, the said parties have hereunto set their hands and
seals this 26 day of
September, 1990.
| ESTATE OF XXXXXXX XXXXXX WEEKS |
||||
| BY: | /s/ Xxxxxx X. Xxxxx | |||
| Xxxxxx X. Xxxxx, Executor | ||||
| PAOLI PEAKS, INC. |
||||
| BY | /s/ illegible | |||
| President | ||||
| BY | /s/ illegible | |||
| Secretary | ||||
