Exhibit 10.13
LEASE
This Lease made this 8th day of August, 1993, by and between, QUALITY DAIRY
COMPANY a Michigan Corporation, having its principal offices at 000 X. Xx. Xxxx
Xxx., Xxxxxxx, XX 00000, hereinafter called "Landlord" and IMMACULATE EAGLE,
INC. D.B.A. TOTAL FACILITIES MANAGEMENT a Michigan Corporation having its
principal office at 00000 Xxxxx Xxxx, Xxxxx, XX 00000, hereinafter called
"Tenant".
WITNESSETH:
1. LEASED PREMISES - Landlord, in consideration of the rent to be paid
and convenants to be performed by Tenant, does hereby demise and lease unto
Tenant, and the Tenant hereby rents from Landlord, those certain premises
located at 0000 Xxxxx Xxxxxxxxxx Xxx., Xxxxxxx, XX 00000 which property is
legally described as:
See attached Exhibit "A", "B", and "C", hereby made a part of
this lease document.
2. TERM - The term of this Lease shall commence on January 1, 1994, at
which time occupancy shall begin and shall be for five (5) year(s) ending
December 31, 1998 at 12:00 midnight. Tenant shall have the option to continue
and renew this lease under the following terms and conditions:
1) Tenant must notify Landlord ninety (90) days before the
termination of this lease of its intention to exercise its
option to renew the same.
2) The option to renew this lease shall be: No options to
renew. Tenant has right of first refusal to lease 13,050 sq.
ft. "west adjacent space". Tenant has ten (10) days to
accept our written proposal to lease.
3. LEASE YEAR DEFINED - The term "lease year" as used herein shall be
defined to mean a period of twelve (12) consecutive calendar months. The first
lease year shall being on the commencement date of the term of this Lease. Each
succeeding lease year shall commence on the anniversary date of the first lease
year.
4. MINIMUM ANNUAL RENT - Tenant shall pay the Landlord as minimum rent
during the term of this lease the sum of Forty Six Thousand Six Hundred Forty &
00/100 ($46,640.00) Dollars annually which is to be paid at the rate of Three
Thousand Eight Hundred Eighty Six and 66/100 ($3,886.66) Dollars monthly in
advance on the first day of each month. This minimum rent is calculated at the
rate of $2.12 per square feet for the 22,000 leaseable square feet.
Tenant shall pay -0- security deposit.
Tenant shall pay $3,886.66 first months rent
Tenant shall pay -0- last months rent
5. deleted.
6. USE OF PREMISES - Tenant shall use premises for General offices,
showroom, storage and reconditioning of office furniture. Tenant shall conduct
no other business from the premises. Tenant must
notify Landlord in writing of any intended change in use at least thirty (30)
days prior to such change in use and Tenant shall not make such change without
Landlord's written permission which permission will not be unreasonably
withheld. There shall be no storage of toxic substances within the leased area.
7. MAINTENANCE - Tenant shall be liable for the removal of its trash,
interior cleaning and cleaning of the exterior grounds within fifty (50) feet
radius of the leased premises.
8. PARKING AREA - Tenant, its employees and agents shall restrict their
parking of any vehicle only to that area designated by the Landlord for such
parking. Tenant shall be responsible for the snow removal and cleaning of
parking area.
9. LIABILITY INSURANCE - Tenant shall procure and keep in force, during
the term of this lease, a policy of public liability and property damage
insurance with respect to the leased premises and any foreseeable damage
resulting from Tenants occupancy of the leased premises. The amount of the
insurance shall not be less then $250,000.00 per accident or occurrence, with
property damage coverage of at least $500,000.00. Landlord shall be named as a
beneficiary on this insurance.
10. REPAIR AND MAINTENANCE - Landlord agrees during the term of this Lease,
at Landlord's cost and expense, to properly maintain and make necessary exterior
walls and structural portions of the leased premises. Tenant agrees to maintain
and repair, ceilings, floor cover, wall finish, glass windows and doors,
Heating, Ventilating, Air Conditioning System, rest rooms. Landlord agrees to
maintain all utility connections from the exterior walls of the premises to the
utility connections. Tenant agrees to maintain and repair all utility systems,
pipes, lines, etc. on the interior of the leased premises at his own cost.
Landlord agrees to maintain the parking lots and landscaping. Landlord will
repair all nontenant utility connections in the leased premises unless damages
by tenant.
11. FIRE OR CASUALTY - If the leased premises shall be damaged or
destroyed in whole or in part by fire, the elements or other casualty during the
term hereof, Landlord shall, at its own cost and expense promptly repair and
restore the entire leased property to a condition substantially equal to the
condition of the leased property before the damage. The minimum rents, and all
other charges shall xxxxx from the date of such damage until the date thirty
(30) days after the date the Landlord shall have repaired and restored the
leased premises as outlined.
In the event the Landlord has not completed the repairs and restoration of the
leased premises within three (3) months after the date of the damage, the Tenant
at its option, may cancel and terminate this Lease upon ten (10) days written
notice.
12. EMINENT DOMAIN - If the whole of the leased premises shall be taken for
any public or quasi-public use under any statute or by right of eminent domain,
then this Lease shall automatically terminate as of the date the title shall be
taken. If any part of the leased premises shall be taken so that it interferes
with the right of Tenant in carrying out its general business, then the Tenant
shall have the right to terminate this Lease upon thirty (30) days written
notice to Landlord giving within ninety (90) days after the date of such taking
and upon termination the parties hereto shall be released from all their
respective obligations hereunder. Landlord shall be entitled to claim all
damages and award for damages and all compensation for the diminution in value
of the fee of the leased premises.
13. RE-RENTING - Tenant hereby agrees that for a period commencing sixty
(60) days prior to the expiration of this Lease, Landlord may show the leased
premises to prospective tenants during Tenant's normal business hours.
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14. HOLDING OVER - In the event Tenant holds over after the expiration of
the term of this Lease, including any extensions thereof, thereafter the tenancy
will be deemed to be from month to month at the rents specified (prorated on a
monthly basis) and shall otherwise be on the terms and conditions herein
specified as applicable.
15. UTILITIES AND TAXES - Tenant shall be responsible for the payment of
all utility costs and personal property taxes. Landlord shall pay annual real
estate taxes assessed against this property when due.
16. TENANT'S DEFAULT - Tenant shall be deemed in default for failure to
timely pay the rent or other charges due hereunder. After seven day written
notice of these charges has been given to Tenant and the allotted time for
payment has lapsed and Tenant has failed to correct the default, Landlord shall
be entitled to start eviction procedures for the removal of Tenant from the
leased premises. Tenant shall be deemed to be in default of other provisions of
this Lease if written notice of such violation has not been corrected within
thirty (30) days of the date such written notice is given to Tenant.
17. RIGHT TO RE-ENTER - In the event any rent shall be due and unpaid, and
such default shall not have been cured after written notice and within the time
herein provided, or if the leased premises shall be abandoned, then it shall be
lawful for Landlord, its certain attorney, representative or assigns, upon ten
(10) days written notice to Tenant, to either terminate this Lease or to
lawfully re-enter into and repossess the leased premises and Tenant and each and
every occupant to remove and put out.
18. ASSIGNMENT - Tenant may not assign this Lease or any interest in it
without the prior written approval of Landlord, which approval will not be
unreasonably withheld.
19. CONDITION OF PREMISES UPON TERMINATION - At the expiration of this
Lease Tenant will quit and surrender the leased premises in as good a condition
as it was when entered into.
20. IMPROVEMENTS - Tenants may not alter, make improvements or change
the property or its improvements, without the prior approval of Landlord.
21. SUCCESSORS - All rights and liabilities herein given or imposed upon
the parties hereto shall extend to and bind the heirs, executors,
administrators, successors and assigns of the said premises.
22. ENTIRE AGREEMENT - This Lease and the Exhibits attached hereto, set
forth all the covenants, promises, agreements, conditions and understandings of
the parties hereto and there exist no other oral or written covenants, promises,
agreements, conditions or understandings between them. No change or amendment to
the Lease can be made or be binding unless it is in writing and signed by both
parties.
23. PARTIAL INVALIDITY - The invalidity or unenforceability of any
provision of this Lease shall not effect or impair the validity of any other
provision. The Lease shall be governed by the laws of the State of Michigan.
24. NOTICE - Any notice, demand, request, or other instrument which may be
or is required to be given under this lease shall be sent by United States
certified mail, return receipt requested, postage prepaid to the respective
parties at the addresses given hereto or in this Lease.
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25. ARBITRATION - Should there be a conflict arise out of this lease, the
parties hereto agree to submit such conflict to arbitration for settlement.
26. That the premises have been examined and have been received in
good condition and further agrees to maintain the premises in the same condition
as when received and will not allow any waste, misuse or neglect or should
waste, misuse or neglect occur on the leased premise, that the responsibility
therefore shall be that of the Lessee, unless damage occurs through the fault of
the Lessor.
27. Tenant will inform landlord in writing within 30 days of commencement
of the lease of any defects in the operation of the air, heat, electric and
plumbing. Landlord will bring these systems into good operating condition within
seven days of receipt of tenants written correspondence.
28. Landlord reserves one loading dock for movement of materials from the
basement or second floor.
29. Tenant agrees to effectively prevent odors from vaporized paints,
solvents or other materials used in the restoration of office furniture or any
other operations in the leased premises to contaminate the air space in any
building area above, below or to the sides of the leased premises. Tenant will
reimburse landlord or its tenants for loss due to the violation of this
provision.
30. Landlord will blacktop additional parking area for tenants employees
if required to do so by City of Lansing. Blacktop cost to be paid by landlord.
31. For office improvements Tenant will pay in addition to warehouse
rent $1.50 per sq. ft. per year for four years. Starting January 1, 1998 the
office rate will be 50(cent) per sq. ft. per year in addition to the warehouse
rate then in effect.
32. For showroom improvements Tenant will pay in addition to warehouse
rent 50(cent) per sq. ft. per year for four years. Starting January 1, 1998 the
showroom rate will return to the warehouse rate then in effect.
33. Landlord will pay from invoices provided by vendors of tenant a maximum
of $40,000.00 in improvements to the leased premises as agreed to. Tenant shall
contract for all improvements including the obtaining of all necessary
governmental approvals. Landlord will not pay for labor provided by Tenant or
its employees for the improvements. No approved sanitary sewer exists at or near
the east wall of the leased premises and Landlord is not required to provide
such a sanitary sewer.
34. All exterior windows, steps and ramps added to the leased premises
must be done in a tasteful and workmanlike manner which meets with the approval
of the Landlord.
35. Monthly warehouse rental schedule:
January 1, 1994 $2.12 sq. ft
January 1, 1995 2.22 sq. ft.
January 1, 1996 2.32 sq. ft.
January 1, 1997 2.42 sq. ft.
January 1, 1998 2.52 sq. ft.
36. December 1993 warehouse rent shall be One Thousand Nine Hundred Forty
Three and 33/100 ($1,943.33) Dollars. Tenant may have use of leased premises
from October 1, 1993.
37. Flexible short term use of additional space shall be at the same rate
in effect for the leased area.
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38. Retention of Right of First Refusal on west adjacent space by Tenant.
Tenant shall pay Landlord the following fees:
January 1, 1997 $13,833
January 1, 1998 $13,833
If the above payments are not received by the due date it is agreed that Tenant
shall have no right to first refusal of the additional area.
39. Lease cancellation provision. Tenant may cancel this lease after
December 31, 1996 or December 31, 1997 upon the following conditions:
1. Written notice of lease cancellation and $10,750.00 is
received by the Landlord before October 1, 1996. This action
would cancel the lease as of December 31, 1996.
2. Written notice of lease cancellation and $6,250.00 is
received by the Landlord before October 1, 1997. This action
would cancel the lease as of December 31, 1997.
40. Landlord shall install one 250 watt light fixture for ever 800 sq. ft.
of leased space.
IN WITNESS WHEREOF, Landlord and Tenant have signed their names and affixed
their seals (if any) as of this day and year first above written.
In the Presence of: Landlord
/s/ BY: /s/
--------------------------------- ------------------------------------
/s/ ITS: /s/
--------------------------------- ------------------------------------
Tenant
/s/ BY: /s/
--------------------------------- ------------------------------------
/s/ ITS: /s/
--------------------------------- ------------------------------------
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EXHIBIT "A"
CERTIFICATE OF SURVEY
LEGAL DESCRIPTION:
PARCEL 1: That part of the NW 1/4 of Section 28, T4N, R2W, Lansing
Township, Xxxxxx County, Michigan, described as: Commencing at the
Xxxxx 0/0 xxxxxx xx Xxxxxxx 00, X0X, X0X; thence S89(Degree)10'00"E,
59.94 feet along the North line of said Section 28 to the centerline of
South Washington Avenue (66 feet wide); thence S31(Degree)56'55"W,
633.80 feet along said centerline; thence 89(Degree)10'00"W, 38.55 feet
to the Northwesterly right of way line of said Xxxxx Xxxxxxxxxx Xxxxxx
and the point of beginning of this legal description; thence
S31(Degree)56'55"W, 411.06 feet along said right of way line; thence
N89(Degree)10'00"W, 1019.17 feet to the Southeasterly right of way line
of the New York Central Railroad (66 feet wide); thence
N53(Degree)59'45"E, 884.33 feet along said right of way line; thence
S89(Degree)10'00"E, 256.30 feet; thence S80(Degree)50'60"W, 178.28 feet
along a line which is an extension of and is the East side of a
foundation wall to the South side of a foundation wall, said wall being
on the North side of Open Courtyard No. 1 thence S89(Degree)10'00"E,
267.5 feet along said South side of said North courtyard wall, its
extension to the point of beginning. Contains 8.730 acres (380,290 Sq.
Ft.).
EXHIBIT "C"
Space located on the first floor of 0000 Xxxxx Xxxxxxxxxx Xxx., Xxxxxxx,
Xxxxxxxx containing 37,940 gross square feet of floor area being 271 feet East
and West by 140 feet North and South, from which the following areas are
excluded and reserved by Landlord for use by Landlord and/or other Tenants:
A. Basement ramp (12'x100') 1,200 sq. ft.
B. Third floor ramp (12'x40') 480 sq. ft.
C. Third floor staging area (20'x40') 800 sq. ft.
D. Building #60 ramp area (20'x20') 400 sq. ft.
for an excluded and reserved area totaling 2,880 sq. ft. which results in a net
leaseable area of 35,060 sq. ft. A sketch of this leased area is shown on
Exhibit "B" being a part of and attached hereto.
July 29, 1993
Additional notice on utilities:
Electrical use is billed at $.049 K.W.H.
Water and Sewage charges will be a minimum of $60.00 per month for five people.
Fire Protection Cost - each riser monthly is $26.29, you have use of 4 risers or
$105.12 per month.
Water for fire risers if $28.20 per month.
Snow Plowing could be $40 - $50 per occurrence.
[QUALITY DAIRY LETTERHEAD]
000 X. Xx. Xxxx Xxx.
Xxxxxxx, XX 00000
July 5, 1994
Total Facilities Management
Attn: Xxxx Xxxxxx
0000 X. Xxxxxxxxxx Xxx.
Xxxxxxx, XX 00000
Dear Xxxx,
During a meeting with Xxxx Xxxxxx on June 22, 1994 it was agreed that
T.F.M. would hire in its own snow plowing contractor for the 1994-95 season and
into the future. The reason for this is to allow you to directly have control
over the snowplowing and among other reasons avoid overcharges from your
landlord.
The East end of the parking lot on the North side of the building is
your responsibility along with the drive and parking lot along 66% of south wall
of 0000 Xxxxx Xxxxxxxxxx. Please avoid piling snow on other adjacent areas. If
you have any questions do not hesitate to call.
Sincerely,
/s/ Xxxx X. Xxxxxx
Xxxx X. Xxxxxx
ADDENDUM #2
This shall serve as an agreement to change the leased area of a lease originally
signed August 8, 1993 for a 35,050 sq. ft. portion of a building located at 0000
Xxxxx Xxxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx, 00000, between Quality Dairy Company
as Landlord and Immaculate Eagle, Inc., D.B.A. Total Facilities Management as
Tenant.
1. This addendum shall be effective May 1, 1995.
2. The minimum annual rent shall be calculated as follows:
35,050 Sq. Ft. Main Floor at $2.22 sq. ft. $ 77,811.00 per year
3,000 Sq. Ft. Office use at $1.50 sq. ft. $ 4,500.00 per year
1,500 Sq. Ft. Showroom at $ .50 sq. ft. $ 750.00 per year
24,480 Sq. Ft. Basement at $1.11 sq. ft. $ 27,172.80 per year
Total per year $ 110,233.80
Total per month $ 9,186.15
3. Paragraphs 37 and 38 of the lease are cancelled and of no effect.
4. Parking for tenant is described as:
A. 35 employee parking spaces
B. 5 customer parking spaces
C. 5 truck or trailer parking spaces
All Tenants parking for employees is to the South of 0000 Xxxxx
Xxxxxxxxxx Xxx.
Any additional parking spaces needed by Tenant are at Tenants expense.
This would mean either the Tenant procuring this additional parking
space off site or the Landlord doing so and billing the Tenant for such
additional costs on a monthly basis. Landlord shall not xxxx Tenant for
on site available parking.
5. Landlord grants Tenant the right of first refusal to lease an
additional 14,520 sq. ft. in basement of 0000 Xxxxx Xxxxxxxxxx and
32,000 sq. ft. in basement of 0000 Xxxxx Xxxxxxxxxx Xxx. This right
must be exercised within ten (10) day of notification by Landlord. Any
partial lease of space by Tenant shall not terminate this right of
first refusal.
6. Landlord reserves a 3,200 sq. ft. area in the North East corner of the
basement of 0000 Xxxxx Xxxxxxxxxx Xxx. for access to various utility
connections.
7. Tenant shall become current on all rents and utilities due Landlord by
May 1, 1995.
8. Basement space cost of living $.03 sq. ft. per year due yearly. The
first increase shall be due January 1, 1997.
9. All storage of products in basement are on pallets or any other
material raised 2 inches or more off floor.
10. Landlord shall make a continuing reasonable effort to eliminate storm
drainage overflow in basement.
11. The rental rate of the basement area of 2100 and 0000 Xxxxx Xxxxxxxxxx
shall be $1.11 Sq. Ft. for the 32,000 sq. ft. and 14,520 sq. ft.
areas.
12. Use of one common truck dock to North of basement area shall be made
available to Tenant. This dock area is not under lease to Tenant, it is
a non-dedicated common use dock.
13. Landlord will change locks in basement area.
14. Landlord will paint walls and ceiling, provide one 8 ft. fluorescent
light fixture for each 400 sq. ft. of basement and West main floor
space of approximately 12,000 sq. ft. Ramp to basement shall be
lighted with four florescent fixtures.
15. Landlord shall power wash basement floor.
16. Landlord shall install two (2) 8,000 CFM exhaust fans on North wall
of basement if existing fans prove inadequate.
17. Ramp repairs made by Landlord will allow the use of the ramp by fork
trucks.
18. Occupancy and rent shall start May 1, 1995. Alterations and repairs
will be completed by Landlord on or before May 12, 1995.
19. Landlord will install a metal fence in basement raceway so as to
restrict Tenant access to the building at 0000 X. Xxxxxxxxxx Xxxxxx.
20. Landlord shall install a metal door (86" tall by 8' wide) to the North
of the leased space in the entry way to the basement raceway. Tenant
shall keep this door locked except when actively loading or unloading
freight.
Witness for Landlord QUALITY DAIRY COMPANY
/s/ /s/
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Witness for Tenant IMMACULATE EAGLE, INC.
/s/ /s/
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ADDENDUM #3
This shall serve as an agreement to change the leased area of a lease originally
signed August 8, 1993 for a 35,050 sq. ft. portion of a building located at 0000
Xxxxx Xxxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx, 00000, between Quality Dairy Company
as Landlord and Immaculate Eagle, Inc., D.B.A. Total Facilities Management as
Tenant.
1. This addendum shall be effective December 1, 1995.
2. The minimum annual rent shall be calculated as follows:
35,050 Sq. Ft. Main Floor at $2.22 sq. ft. $77,811.00 per year
3,000 Sq. Ft. Office Use at $1.50 sq. ft. $4,500.00 per year
1,500 Sq. Ft. Showroom at $ .50 sq. ft. $750.00 per year
32,100 Sq. Ft. Basement at $1.11 sq. ft. $35,631.00 per year
---------
Total per year $118,692.00
Total per month $9,891.00
3. The basement floor area at 0000 Xxxxx Xxxxxxxxxx Xxx., Xxxxxxx, XX
contains 37,940 gross square feet of floor area being 271 feet East and
West by 140 feet North and South.
The North East floor area measuring 40 feet North and South by 110
feet East and West containing 4,880 sq. ft. is excluded from the
leased area.
The ramp on North wall being an area 12 feet by 80 feet containing
960 sq. ft. is for Tenant use but excluded from the leased area.
Witness for Landlord QUALITY DAIRY COMPANY
/s/ Xxxx X. Xxxxx /s/ Xxxx X. Xxxxxx
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Xxxxxx
Witness for Tenant IMMACULATE EAGLE, INC.
/s/ Xxxxxxx Xxxxxx /s/ Xxxx Xxxxxxx
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ADDENDUM #4
This shall serve as an agreement to change the leased area of a lease originally
signed August 8, 1993 for a 35,050 sq. ft. portion of a building located at 0000
Xxxxx Xxxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx, 00000, between Quality Dairy Company
as Landlord and Immaculate Eagle, Inc., D.B.A. Total Facilities Management as
Tenant.
1. This addendum shall be effective April 1, 1997.
2. The minimum annual rent shall be calculated as follows:
35,050 Sq. Ft. Main Floor at $2.42 sq. ft. $84,821.00 per year
3,000 Sq. Ft. Office Use at $1.50 sq. ft. $4,500.00 per year
1,500 Sq. Ft. Showroom at $ .50 sq. ft. $750.00 per year
32,100 Sq. Ft. Basement at $1.14 sq. ft. $36,594.00 per year
32,000 Sq. Ft. Basement at $1.14 sq. ft. $36,480.00 per year
8,000 Sq. Ft. Main Floor at $3.00 sq. ft. $24,000.00 per year
----------
Total per year $187,145.00
Total per month $15,595.00
Note: April 1997 rent shall be $13,595.00.
3. The basement floor area at 0000 Xxxxx Xxxxxxxxxx Xxx., Xxxxxxx, XX
contains 32,000 gross square feet of floor area being 320 feet East
and West by 100 feet North and South. Cost of living is .03(cent) sq.
ft. per year.
The Main Floor Receiving Area at 0000 Xxxxx Xxxxxxxxxx Xxx. measures
100 feet North and South by 80 feet East and West containing 8,000 sq.
ft. Cost of living is .10(cent) sq. ft. per year.
The Main Floor Raceway at 0000 X. Xxxxxxxxxx Xxx. being an area 160
feet by 40 feet may be used by Tenant to move materials to adjacent
leased areas.
4. Landlord will paint basement area, sweep floors, and install one
fluorescent light fixture for every 400 sq. ft. Tenant shall install
floor sealer on basement floor of 32,000 sq. ft. area..
5. Occupancy of basement area subject to rights of existing Tenants in
possession.
6. Tenant agrees to pay all rents and utility payments when due.
Rent payable first day of month, utilities 30 days from invoice date.
