LEASE AGREEMENT
THIS LEASE AGREEMENT is made and entered into this 24th day of June,
2004, by and between Xxxxxxx X. Xxxxx and Xxxxxx Xxxxx Xxxxxxxx, Lessor, and
Freedom Financial Group, Inc., Lessee.
WITNESSETH:
That in consideration of the mutual promises and agreements herein
contained, Lessor does by these presents lease unto Lessee, and Lessee hereby
leases the following described real estate in Xxxxxx County, Missouri, to-wit:
That portion known as 0000 X. Xxx, Xxxxxxxxxxx, Xxxxxxxx 00000
(approximately 6,600 +/- square feet of space) (the "Leased Premises"). Lessor
further agrees that Lessee, its agents, servants, employees and business
invitees shall have access to and use of the common areas of the Building for
purposes reasonably related to Lessee's use of the Leased Premises.
1. TERM. The initial term of this lease shall be two (2) years, and it
shall commence on July 9, 2004, and it shall terminate on July 31, 2006. The
parties further agree that under no circumstances shall the original fixed rent
set forth in Paragraph 2 of this Lease Agreement be reduced.
The Lessee shall have the option to extend this Lease Agreement for
three (3) additional terms of one (1) year each. Lessee shall exercise its
option by giving Lessor Ninety (90) days advance written notice prior to the
expiration of the then current lease term of its desire to exercise the option
to extend the term of the Lease.
2. RENT. As compensation for its use of the Leased Premises Lessee does
covenant, promise and agree to pay unto Lessor as monthly rent for the said
premises on or before the first day of each month, the sum of Two Thousand Nine
Hundred Ninety Seven Dollars ($2,997.00). Lessor and Lessee agree and
acknowledge that the Base Rent of Three Thousand Four Hundred Dollars
($3,400.00) is reduced to compensate Lessee's costs incurred in relocating
within 1
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Lessor's building. Rent for the first month shall be prorated. If any rental
payment due hereunder is not paid when due, the unpaid balance hereof shall draw
interest at the rate of ten percent (10%) per annum from its due date until
paid, which interest shall become and for all purposes of this Lease Agreement
be considered as rent. Rent for the option terms shall be adjusted by the change
in the U.S. Consumer Price Index (CPI) based on the previous year. The first
adjustment shall be based on $3,400.00, the original base rent.
3. USE. The demised premises shall be used and occupied only for the
purpose of general offices and not otherwise. Lessee shall, at its own cost and
expense, obtain any and all licenses and permits necessary for such use.
4. LESSOR'S OBLIGATION TO MAINTAIN. Lessor shall, at all times, at its
sole cost and expense, keep the roof, foundation, plumbing and exterior walls of
the building situated on the Leased Premises in good repair and condition,
except for reasonable wear and tear, and except that Lessee shall repair any
damage caused by Lessee or Lessee's invitees. In the event that the Leased
Premises should become in need of repairs required to be made by Lessor
hereunder, Lessee shall give immediate written notice thereof to Lessor, and
Lessor shall proceed promptly to make such repairs; provided however, that
Lessor shall not be responsible for any loss, whether by interruptions in
Lessee's business or otherwise occasioned by Lessor's failure to make repairs
for which Lessor is responsible if Lessor undertakes such repairs promptly.
Lessor shall be responsible for parking lot repairs and maintenance including
snow removal.
5. LESSEE'S OBLIGATION TO MAINTAIN. Lessee shall, throughout the term
of this Lease Agreement, take good care of the interior of the Leased Premises,
and keep the interior Leased Premises in good condition and make all necessary
repairs, including repairs to interior windows, doors, and electrical fixtures
and heating and air conditioning system (up to $200.00 per year - Landlord to
pay anything over $200.00 per year). Lessee will repair exterior windows and
doors only if damaged by Lessee or Lessee's guests. At the end or other
termination of this
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Lease Agreement, Lessee shall deliver up the Leased Premises with all
improvements located thereon, in good repair and condition, reasonable wear and
tear or acts or omissions of Lessor only excepted.
6. LESSEE'S IMPROVEMENTS. Lessee shall not create any openings in the
roof or exterior walls, nor shall Lessee make any substantial alterations,
additions or improvements to the Leased Premises without the prior written
consent of the Lessor, which shall not be unreasonably withheld, but at its own
cost and expense and in a good workmanlike manner Lessee may make such minor
alterations, additions or improvements, or erect such shelves and office
furnishings as it may deem desirable, without altering the basic character of
the building improvements, and in each case complying with all applicable
government laws, ordinances, regulations and other requirements. All shelves,
furniture, fixtures and personal property installed by Lessee must be removed by
Lessee at the termination of this Lease Agreement, but without damage to the
Leased Premises.
7. PROHIBITED USE. Lessee will not permit the Leased Premises to be
used for any purpose or in any manner which would render the insurance thereon
void, regardless of whether such insurance is held by Lessor or Lessee.
8. RESTRICTION AGAINST ADVERTISING. Except as otherwise provided in the
Addendum to Lease, no sign, advertising or notice shall be inscribed, painted,
affixed or displayed on any of the windows or doors or on any other part of the
outside or inside of the Leased Premises, without the prior written consent of
the Lessor. The Lessee's trade name signage must conform to the criteria
outlined in the Addendum for all Lessee signage.
9. INSPECTION. Lessor and Lessor's agents and representatives shall
have the right to enter and inspect the Leased Premises at any reasonable time
during normal business hours for the purpose of ascertaining the condition of
the Leased Premises, or Lessee's compliance with the terms of this Lease
Agreement or in order to make such repairs as may be required to be made by the
Lessor under the terms of this Lease Agreement. Lessor shall have the right to
enter
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the Leased Premises at any time in case of emergency, as determined by Lessor.
10. UTILITIES. Lessee will pay for all water, gas, electricity and
other utilities used by Lessee on, or in connection with the Leased Premises.
11. ASSIGNMENT AND SUBLETTING. Lessee shall not assign its rights under
this Lease Agreement, nor shall Lessee sublet the whole or any part of the
Leased Premises, without Lessor's prior written consent.
12. DAMAGE TO PREMISES. In case the Leased Premises shall be rendered
untenantable by fire, explosion or other casualty, and cannot be restored within
ninety (90) days after such occurrence, Lessor or Lessee may, at their option,
terminate this Lease. If the Leased Premises can be restored within ninety (90)
days, this Lease shall not terminate and Lessor shall repair the Leased Premises
within ninety (90) days. Rent shall xxxxx during the period of untenantability.
If Lessor does not repair the Leased Premises within said ninety (90) day time,
Lessee may at its option, terminate this Lease Agreement and the term hereby
created shall cease and terminate.
13. LIABILITY INSURANCE. During the term of this Lease Agreement,
Lessee agrees at its expense to provide and keep in force comprehensive general
liability insurance with bodily injury liability limits of $500,000.00 per
person and $1,000,000.00 per accident, protecting Lessor and Lessee against any
liability to any person whomsoever for injury to person or damage to property
arising out of or in connection with the Lessee's use of the Leased Premises or
in the condition of the Leased Premises. Lessee further agrees to have the
Lessor named as a named insured in said policy of insurance and to provide a
copy of said policy of insurance to Lessor prior to occupying the Leased
Premises. The policy of insurance shall require thirty (30) days advance written
notice to Lessor of any cancellation of the policy of insurance. Lessor shall
maintain comprehensive general liability insurance covering the parking and
common areas protecting Lessor and Lessee against liability for injury to
persons or damage to property resulting from Lessor's acts or omissions. Lessor
agrees to provide and keep in force during the term hereof fire and extended
coverage insuring the Leased Premises and the building in which it
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is situated at full replacement value and to deliver a certificate to Lessee
evidencing such coverage (and renewals of such coverage). Lessor shall not be
liable to Lessee or Lessee's employees, agents or invitees, or to any person
whomsoever, for any injury to person or damage to property on or about the
Leased Premises, caused by negligence or misconduct of Lessee, its agents,
servants, employees or invitees, and Lessee agrees to indemnify Lessor and hold
Lessor harmless from any loss, expense or claims arising out of any such damage
or injury. Lessee shall not be liable to Lessor or Lessor's employees, agents or
visitors, or to any person whomsoever, for any injury to person or damage to
property on or about the Leased Premises, caused by negligence or misconduct of
Lessor, its agents, servants, employees or invitees, and Lessor agrees to
indemnify Lessee and hold Lessee harmless from any loss, expense or claims
arising out of any such damage or injury.
14. CONDEMNATION. If the whole or any substantial part of the Leased
Premises should be taken for any public or quasi-public use under any
governmental law, ordinance or regulation, or by right of eminent domain or
should be sold to the condemning authority under threat of condemnation, this
Lease Agreement shall terminate and the rent shall be abated during the
unexpired portion of this Lease Agreement. All condemnation awards, except any
award to the Lessee for interruption of Lessee's business or to defray the cost
of moving to a new location, shall be paid to and belong to the Lessor.
15. EVENTS OF DEFAULT. The following shall be deemed Events of Default
by Lessee under this Lease Agreement.
a) Lessee shall fail to pay any installment of rent due under this
Lease Agreement if such failure shall continue for a period of ten (10)
days after the due date thereof, with no written notice of delinquency
from Lessor being required.
b) Lessee shall fail to comply with any term, provision or
condition of this Lease Agreement, other than the payment of rent, and
shall not cure such failure within thirty (30) days after written
notice thereof from Lessor.
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16. LESSOR'S REMEDIES. Upon the occurrence of any Event of Default as
set forth in Paragraph 15 of this Lease Agreement, Lessor shall have the option
to pursue any one or more of the following remedies without any notice
whatsoever:
a) Terminate this Lease Agreement and declare immediately due and
payable the balance of rent for the remaining term of the Lease
Agreement, in which event Lessee shall immediately surrender the
Leased Premises to Lessor, and if Lessee shall fail so to do,
Lessor may without prejudice to any other remedy which it may have
for possession or arrearages in rent, enter upon and take
possession of the Leased Premises and expel or remove Lessee and
any other person who may be occupying the Leased Premises or any
part thereof, without being liable for any claim or damages
therefor and Lessee agrees to pay Lessor on demand the amount of
all loss, damage, costs and expenses which Lessor may incur by
reason of the Event of Default, including attorneys' fees, costs
and expenses, and Lessee further agrees that Lessor shall not be
liable for any damages to Lessee's property or business operations
resulting to the Lessee from such action, whether caused by the
negligence of Lessor or otherwise.
b) Enter upon and take possession of the Leased Premises and expel
or remove Lessee and any other person who may be occupying the
Leased Premises or any part thereof, and do or cause to be done
whatever Lessee is obligated to do under the terms of this Lease
Agreement, except that Lessor shall not use Lessee's trade name,
signs or business identity in connection therewith, without being
liable for any claim or damages therefor and Lessee agrees to pay
Lessor on demand the amount of all loss, damage, costs and expenses
which Lessor may incur by reason of the Event of Default, including
reasonable attorneys' fees, costs and expenses, and Lessee further
agrees that Lessor shall not be liable for any damages to Lessee's
property or business operations resulting to the Lessee from such
action, whether caused by the negligence of Lessor or otherwise.
Pursuit of any of the foregoing remedies shall not preclude pursuit of any other
remedies
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herein provided or any other remedy provided by law or in equity, nor shall the
pursuit of any remedy herein provided constitute a forfeiture or waiver of any
rent due to Lessor hereunder or of any damages accruing to Lessor by reason of
the violation of any of the terms, provisions or conditions contained in this
Lease Agreement. Failure by Lessor to enforce one or more of the remedies herein
provided upon an Event of Default shall not be deemed or construed to constitute
a waiver of such default, or of any other violation or breach of any of the
terms, provisions or conditions herein contained. If any action shall be taken
by Lessor to recover any rent or other charges or payments under this Lease
Agreement, or for or on account of any breach of or to enforce any of the terms,
provisions or conditions of this Lease Agreement or for the recovery of
possession of the Leased Premises, the Lessor shall be entitled to recover from
the Lessee as a part of such costs Lessor's attorneys' fees and court costs and
all expenses related to such actions, regardless of whether suit is filed.
17. LESSOR'S COVENANTS. Lessor covenants, warrants and represents that
it has full right and power to execute and perform this Lease Agreement and to
grant the estate demised herein and that Lessee, on payment of the rent herein
reserved and performing the covenants and agreements herein contained, shall
peaceably and quietly have, hold and enjoy the Leased Premises during the full
term of this Lease Agreement, or any extension or renewal hereof, provided
however, that Lessee accepts this Lease Agreement subject and subordinate to any
mortgage, deed of trust or other lien presently existing upon the Leased
Premises. Lessor is hereby irrevocably vested with full power and authority to
subordinate Lessee's interest hereunder to any recorded mortgage, deed of trust
or other lien hereinafter placed on the Leased Premises, and Lessee agrees upon
demand to execute such further instruments subordinating this Lease Agreement as
Lessor may request, provided such further subordination shall be upon the
express condition that the rights of Lessee as set forth in the Lease Agreement
shall remain in full force and effect during the term of this Lease Agreement so
long as Lessee shall continue to observe and perform all of the terms,
provisions and conditions of this Lease Agreement.
18. COMPLIANCE. Each provision of this Lease Agreement or of any
applicable governmental law or other requirement with reference to the making of
any payment by Lessee
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to Lessor shall be deemed to be complied with when and if the following steps
are taken:
a) All rent and other payments required to be made by Lessee to
Lessor hereunder shall be payable to the Lessor at the address
hereinbelow set forth or at such other address as the Lessor may
specify from time to time by written notice, delivered in
accordance herewith.
b) Any notice or document required or permitted to be delivered
hereunder shall be deemed to be delivered (i) when received or
rejected by a person at the intended address set out below, if
delivered by courier, (ii) upon electronic confirmation of receipt
if sent by facsimile to the fax number set forth by the signatures
of the parties hereto or (iii) whether actually received or not,
when deposited in the United States mail, postage prepaid,
registered mail, return receipt requested, addressed to the parties
hereto at the respective addresses set out opposite their names
below or at such other address as they have heretofore specified by
written notice delivered in accordance herewith.
19. ENTIRE AGREEMENT. This Lease Agreement, signed by Lessor and
Lessee, embodies the entire agreement between the parties with respect to
Lessor's leasing the Leased Premises to Lessee. There are no representations,
terms, covenants, conditions or agreements between the parties pertaining to
leasing the Leased Premises which are not herein contained. The terms,
provisions, covenants and conditions contained in this Lease Agreement shall
apply to, and inure to the benefit of, and be binding upon the parties hereto
and their respective successors in interest and legal representatives, except as
otherwise herein expressly provided. All rights, powers, privileges, immunities
and duties of Lessor under this Lease Agreement including but not limited to any
notices required to be delivered by Lessor to Lessee hereunder, may at Lessor's
option, be exercised or performed by Lessor's agent or attorney.
20. BROKERAGE. Xxxxxxxxx Commercial LLC is the agent for the Lessor
with duty to
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represent the Lessor's interest. Any information given to agent by Lessee or
Lessee's agent may be disclosed to Lessor.
IN WITNESS WHEREOF, the parties have set their hand and seal, this 24th
day of June, 2004.
LESSOR: Xxxxxxx X. Xxxxx and Xxxxxx Xxxxx Xxxxxxxx
/s/ Xxxxxxx X. Xxxxx
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XXXXXXX X. XXXXX, Managing Member DATE 6/24/04
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XXXXXX XXXXX XXXXXXXX DATE
LESSEE: Freedom Financial Group, Inc.
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Xxxxxx X. Xxxxxxxxxxxx, President DATE
/s/ Xxxxxx X. Xxxxxxxxxxxx
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LESSEE DATE 6/24/04
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