EXHIBIT 10.26
LEASE PURCHASE AGREEMENT
THIS AGREEMENT, made this 21st day of April, 1995, by and between Xxxxxxx
Companies, Inc., ("Seller"), and Aaron's Automotive Products, Inc. ("Buyer").
WHEREAS, Seller is the Tenant pursuant to a lease agreement dated
August 26, 1968, as amended, ("Lease") regarding certain improved real property
located in Joplin, Missouri, and desires to sell its entire interest in Lease,
and
WHEREAS, Buyer is seeking to lease manufacturing and warehousing space and
is willing to purchase Seller's entire interest in Lease, subject to the terms
and provisions hereof.
NOW THEREFORE, in consideration of the mutual agreements herein contained
and other good and valuable consideration to each of the parties hereto paid by
the other, the receipt and legal sufficiency whereof is hereby acknowledged, it
is hereby mutually covenanted and agreed as follows:
SECTION 1. DESCRIPTION OF LEASE TO BE PURCHASED.
Subject to the terms of this Agreement, Seller shall sell and Buyer shall
purchase the following:
(A) A lease dated August 26, 1968 by and between Seller as Tenant and ARBA
Realty Company, Inc., as Landlord ("Landlord") ("Original Lease") as amended by
First Amendment to Lease dated September 20, 1974 ("First Amendment"), and as
amended by Second Amendment to Lease dated November 10, 1974 ("Second
Amendment") (collectively referred to as "Lease"), regarding the real property
described in Exhibit "A" and Exhibit "A-1,", ("Land") and all improvements
thereon described in Exhibit "B" ("Improvements"), and all rights to Lease
provided therein, including but not limited to options to extend term, as
provided for in Article II, Sections 2.02 and 2.03.
The Lease shall be sold and conveyed by duly executed Assignment (copy
attached as Exhibit F) (and a xxxx of sale transferring, with warranty of title,
all of Seller's interest, if any, in any personal property, fixtures and
equipment on the Premises) subject to:
(i) Zoning regulations, ordinances and laws of the city, state
and county in which the Premises lie and of any other governmental body
which may have jurisdiction over the Premises;
(ii) County and city real estate taxes which are not yet due and
payable;
(iii) Terms of Lease; and
(iv) Reservation of last day of Lease, or as applicable option
periods.
Land, Improvements, Fixtures and Equipment (sometimes collectively referred
to as "Premises").
(B) All and singular the estate, rights, privileges, easements and
appurtenances belonging to or in any way pertaining to the Lease Premises.
(C) All heating, air conditioning, plumbing, electrical, phone, water,
gas, air and other mechanical systems, fixtures, and equipment currently
installed on the Premises ("Fixtures and Equipment.")
SECTION 2. XXXXXXX MONEY AND PURCHASE PRICE.
(A) Buyer shall, within ten (10) days after acceptance of this Contract by
Seller, deposit with a title insurance agency selected by Buyer, the sum of TEN
THOUSAND DOLLARS ($10,000.00) (the "Deposit"), into an interest bearing, escrow
account, with all interest to accrue to the benefit of Buyer. If there has been
full performance of this Agreement on part of Seller, and Buyer fails to comply
herewith, this escrow deposit shall be forfeited to Seller as liquidated
damages.
(B) The purchase price (the "Purchase Price") for the Premises shall be
ONE MILLION FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($1,500,000.00), payable
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as set forth in paragraph (C) of this Section.
(C) On the Closing Date, Buyer shall pay to Seller, SEVEN HUNDRED FIFTY
THOUSAND DOLLARS ($750,000.00), less Deposit and normal prorations and costs,
and the balance of SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000.00) to be
paid, without interest as follows:
(i) Two Hundred and Fifty Thousand Dollars ($250, 000. 00) one
(1) year from date of Closing;
(ii) Two Hundred and Fifty Thousand Dollars ($250,000.00) two (2)
years from date of Closing; and
(iii) Two Hundred and Fifty Thousand Dollars ($250,000.00)
three (3) years from date of Closing.
Buyer's obligation to be evidenced by Promissory Note (copy attached as
Exhibit G), secured by Lease, so that if Buyer defaults in any of the required
payments, Seller shall take Lease back and assume the obligations thereunder in
satisfaction of Buyer's obligations.
SECTION 3. COMMITMENT, POLICY OF TITLE INSURANCE AND SURVEY.
(A) Buyer shall, within twenty (20) days from the date of satisfaction of
all conditions precedent in Section 4, except (i) and (ii), make application to
a title agency selected by Buyer ("Title Company") for a commitment pursuant to
which the Title Company shall issue to Buyer a Leaseheld Policy of Title
Insurance, subject to the conditions of such commitment, in the amount of the
Purchase Price ("Title Policy"), insuring that at the time of recordation of the
Assignment there is vested in Buyer, title good and marketable in fact, to the
Lease, free and clear of all liens, charges, claims, actions, encumbrances or
title exceptions of any kind, except the "Permitted Exceptions" (defined below).
(B) Buyer shall cause at its option a survey to be prepared by a
registered land surveyor, prepared in a format consistent with Exhibit "C"
attached hereto and incorporated
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herein by reference. Buyer agrees that all objections to the title and survey
affecting the Lease shall be submitted to Seller in writing no later than twenty
(20) days after Buyer receives such commitment and the survey, and that in the
event that such objections are not submitted as herein specified, then title to
the Lease shall be deemed good and marketable in fact, and Buyer shall be deemed
to have waived objections affecting the title to the Lease as disclosed by said
commitment and survey, except for items normally removed as of closing, required
to be removed by the Title Company title standards herein and/or required to be
removed by the Title Company. Any encumbrance or defect which is within the
scope of any of the Title Standards of the Missouri Bar shall not constitute a
valid objection on the part of Buyer, provided the Seller furnishes the
affidavits or title papers, if any, described in the applicable standard, and
acceptable to Title Company. Those matters disclosed by the title commitment
and/or the survey, and not timely objected to by Buyer or as provided above, and
the terms of Lease are herein referred to as the "Permitted Exceptions". Seller
shall be obligated to reasonably attempt to remedy any defect in title, and
shall use all reasonable efforts to do so, and if Seller is unable to remedy any
defect as to which Buyer has timely objected, this Contract shall terminate and
the Deposit shall be returned to Buyer, unless Buyer agrees in writing to waive
said defect. Seller agrees to deliver to the Title Company affidavits
permitting the Title Company to delete from the Title Insurance Policy to be
delivered to Buyer, the exceptions for rights of parties in possession not shown
by the public records, the exception for any lien or right to a lien for
services, labor or material heretofore or hereafter furnished, imposed by law
and not shown by the public records, and for survey and encroachments.
SECTION 4. CONDITIONS PRECEDENT.
(A) Buyer's obligations to perform the agreement is subject to the
following conditions precedent being satisfied:
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(i) Approval of survey as provided herein;
(ii) Approval of title commitment as provided herein;
(iii) Approval of soil tests, environmental audit, and
engineering, architectural and construction studies as Buyer deems
advisable, to be completed within thirty (30) days from date of acceptance
by Seller. The condition shall be deemed not to be satisfied unless Buyer
gives written notices as provided herein, by said date informing Seller of
satisfaction.
(iv) Written agreement of the Buyer and Seller to be entered into
within ten (10) days from date of acceptance by Seller, upon terms and
conditions agreeable and accepted by both parties, specifically outlining
the items of property which may be removed from the premises upon or prior
to closing, and the condition in which the premises shall be left after
said removal. Said written agreement shall be attached hereto and
incorporated herein by reference as Exhibit D. If not agreed to within the
specified period, then this condition shall not be deemed waived.
(v) Issuance of Approval and Consent Letter of Landlord as to
transfer and uses of Buyer, Estoppel Certificate of Landlord, and
Landlord's approval of Buyer's proposed modifications and improvements
including construction of a tank farm, in form satisfactory to Buyer,
within Thirty (30) days from date.
(vi) Issuance of all applicable governmental authority letters
confirming the status of zoning to permit Buyer's intended operations which
include manufacturing and warehousing.
(vii) Seller shall deliver within ten (10) days from date,
all building, surveys, environmental audits, and inspection reports, in
its possession for review and approval of Buyer within twenty (20) days
after receipt; and
(viii) Seller shall deliver to Buyer, within ten (10) days
from date, a complete list of all expenditures, including required payments
pursuant to Lease, to Landlord or on behalf of Landlord, evidencing costs
of Lease and maintenance of Premises.
(B) Non-satisfaction and/or nonwaiver of any of these conditions precedent
shall terminate this Contract, and Buyer's deposit and all interest therein
shall be refunded in full. Buyer and Seller agree to cooperate with and work
towards satisfaction of all of these conditions.
SECTION 5. CLOSING DATE AND PROCEDURES.
This transaction shall be closed as of May 15, 1995, and upon full
satisfaction of all requirements herein, unless waived in writing or as provided
here. Closing shall be at the
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offices of Title Company, and shall be an escrowed closing, meaning that all
documents and funds shall be deposited in escrow with Title Company, and when
Title Company has redetermined the status of title, made all prorations and
allocations, recorded all required instruments, confirmed to Buyer its ability
to issue the title policies, and shall then release all funds to the appropriate
parties. Possession of premises shall be delivered to Buyer in the condition
required and free and clear of all tenancies. All improvements shall be broom
clean, and Seller's property to be retained shall be removed. The parties shall
work together as to transfer of all utility services without interruption.
Provided that Buyer may commence occupancy and construction of its improvements,
prior to Closing Date, if it provides Seller with written confirmation that
Conditions Precedent of Section 4 above are satisfied, together with proof of
liability insurance with minimum coverage of $5,000,000.00.
SECTION 6. TAXES.
Upon the Closing Date the parties shall prorate general real estate taxes
and installments of special assessments for which Seller is responsible
pursuant to Lease (the "Taxes") levied against the Premises as of the Closing
Date, and if at such time the tax rate of the current fiscal tax year shall not
have been finally determined, proration shall be made upon the basis of the tax
rate for the preceding fiscal tax year applied to the current assessed
valuation, and the parties agree to reprorate when actual taxes are known.
SECTION 7. CLOSING COSTS AND PRORATIONS.
Seller shall pay:
(A) The fee for the issuance of the title commitment, and one-half (1/2)
of the fee of the Title Company for acting as escrow agent and closing the
transaction.
Buyer shall pay:
(B) The cost of recording the assignment and issuance of a Title Policy.
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(C) One-half (1/2) of the fee of Title Company for acting as escrow agent
and closing the transaction.
(D) The costs of the survey.
The parties shall pro-rate as of Closing Date all payments required under
Lease.
SECTION 8. TITLE SURVEY AND/OR CONDITION, DEFECTS.
If the parties shall be unable to close this transaction on the Closing
Date, or such later date as may be mutually agreed upon in writing by the
parties hereto, by reason of the inability of Seller to deliver title or
condition of the premises, including survey, in accordance with the terms of
this Agreement after all reasonable efforts by Seller, and Buyer shall be
unwilling to accept such title or conditions as Seller shall be able to convey,
Buyer's sole remedy shall be to rescind this Contract by giving notice thereof
to Seller, and Title Company shall thereupon refund to Buyer the full Deposit
and all interest therein, and any other moneys deposited in escrow with it by
Buyer and the parties hereto shall thereupon be relieved of any and all further
liability under this Contract except for any obligations which accrued prior to
such rescission, provided that Seller shall reimburse Buyer for Buyer's costs
expended for survey and inspections, and Seller shall pay all title commitment
and Title Company costs. However, Seller, at Seller's election, shall have the
privilege to remedy any objections to title or conditions by Buyer, and for such
purposes shall be entitled to one or more adjournments of the Closing Date for a
reasonable time (not to exceed thirty (30) days in the Aggregate), Buyer's
obligations to remain in full force and effect in the meantime. Buyer may,
nevertheless, accept such title and/or conditions as Seller may be able to
convey without reduction of the Purchase Price or any credit or allowance
against the same.
SECTION 9. Brokerage.
Each party represents and warrants to the other that it has had no dealings
with any
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broker or agent in connection with this Agreement, except Seller's agreements
with Xxxx X. Xxxxxxxx, Xx. of Xxxxxxx & Xxxxxxxxx of Arizona, Inc., and Xxxx
Xxxxxxx of Coldwell Banker of Joplin, Missouri, which Seller shall be solely
responsible for. Each party agrees to indemnify and save the other harmless
from all claims, liability and expense (including reasonable attorneys' fees)
as a consequence of a breach of this representation.
SECTION 10. CONDITION OF PREMISES AND LEASE.
(A) Buyer shall have the right to enter the Premises and perform soil
tests, environmental audits, engineering, architectural and construction studies
thereon, provided Buyer does not interfere with the business conducted by the
Seller and Buyer promptly restores the Premises to its condition existing
before such tests.
(B) Seller warrants and represents that Premises and current uses thereon
satisfy all applicable zoning, and building requirements, and that there are no
undisclosed defects or conditions known to Seller which would be material to
Buyer.
(C) Seller warrants and represents that all plumbing, heating, air
conditioning, electrical, water, air and other mechanical systems shall be in
good operating condition as of closing.
(D) Seller warrants and represents that it has disclosed to Buyer all
terms, conditions, costs, and expenditures of Lease, that Lease is in good
standing and in full force and effect, that all required payments and
expenditures of Lease have been made and are current that it will hold Buyer
harmless for all breaches on its part after Closing Date, that there are no oral
or other Agreements regarding Lease other than those set forth in the Original
Lease, First Amendment and Second Amendment, that it has duly exercised the
first Option for Initial Term, and that Lease is fully assignable, including
options for Extended Terms. Attached hereto as Exhibit E (or to be provided
within ten (10) days from date), is a certified rental expense statement,
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showing all payments which Seller is required or had made in the last twenty-
four (24) months pursuant to Lease.
SECTION 11. FOREIGN REAL PROPERTY TAX ACT CLAUSE.
Seller shall provide to Buyer and Title Company such documents and
instruments as may, in the judgment of Title Company, be necessary to transfer
ownership of the Lease. By way of example and not limitation, Seller shall
provide to Buyer and Title Company a certificate and affidavit form acceptable
to Buyer and Title Company stating that Seller is not a "foreign person" within
the meaning of Section 1445(f)(3) of the Internal Revenue Code of 1986, as
amended, and including such additional certifications and information as may be
required in order to comply with Section 1445 of such Code and Regulations
promulgated thereunder.
SECTION 12. HAZARDOUS WASTES, ASBESTOS, AND OTHER TOXIC CHEMICALS, WASTE
PRODUCTS OR HAZARDOUS OR DANGEROUS CONDITIONS.
(A) Seller represents and warrants that to the best of its knowledge and
belief the Premises contain no asbestos insulation or other material use of that
product; and that the Premises have never been used for the treatment, handling,
storage, or disposal of any hazardous waste or substance or other toxic
chemicals or hazardous conditions; and no such hazardous or dangerous
conditions, wastes, chemicals or products now exist on the Premises.
(B) Seller represents to Buyer that any and all underground storage tanks
which have ever been on Premises, have been previously removed or will be
removed prior to Closing Date, all in compliance with applicable laws, that
there are no continuing remedial responsibilities, that Premises are in current
compliance with all applicable governmental statutes, regulations, codes, orders
and standards, and that it shall hold Buyer harmless therefrom. If not removed
as of Closing Date and Closure letter received, Buyer may extend Closing Date
until reasonably completed, or at its election, negotiate an Indemnification
Agreement from Seller.
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(C) Seller further represents and warrants that in the event any of the
above are ever discovered to exist on the Premises which predate closing, that
they shall indemnify and hold Buyer and its successors, assigns, and lessees
harmless and shall correct and cure same as soon as reasonably possible after
written notice, and pursuant to all governmental agency requirements.
SECTION 13. BUYER'S COVENANTS.
Buyer covenants and agrees that:
(i) It shall, subject to approval of Landlord, enter into an
agreement with Seller, as of Closing Date, permitting Buyer to cure any
alleged defaults of Buyer under Lease, from and after Closing Date, after
allowing Buyer reasonable notice and opportunity to cure, and if Seller so
cures, that if not reimbursed by Buyer within sixty (60) days after cure,
that Buyer will assign Lease to Seller without further consideration in
satisfaction of its obligations, subject to its reasonable rights to vacate
Premises and remove its property and pay the promissory note referred to in
Section 2(c).
(ii) From and after Closing Date, it will assume Lease and all
obligations thereunder, arising after Closing Date, and hold Seller
harmless therefrom; and
(iii) Buyer agrees that it will not bring onto the Premises
any hazardous material other than lubricating oils, oil additives,
plastics, rubber products, inventory, cleaning supplies and other materials
in normal quantities ordinarily used or stored in the operation of its
business, which include a tank farm previously disclosed, and that it will
not permit any employee, agent, officer, or invitee of Tenant or any person
occupying the Premises, or any portion thereof, by, through or under Buyer
to bring any hazardous material onto Premises. Buyer hereby indemnifies
Seller from and against any and all loss, cost, damage and expense arising
from the introduction of any hazardous material on to the Premises from and
after Closing Date, by Buyer or any employee, agent, officer, director,
invitee of Buyer or any other person occupying the Premises, or any
portion thereof, by, through or under Buyer.
If Seller becomes aware of the presence or suspected presence of any
hazardous material brought onto the Premises in violation of this
paragraph, Seller may so notify the Buyer and request that Buyer institute
remedial action. Buyer will, within ten (10) days of receipt of such
notice, at its sole cost and expense, commence such action as is reasonably
specified by Seller to remove all such hazardous material from the Premises
and will diligently pursue such action to completion. Such work will be
performed in accordance with all applicable laws, ordinances and
regulations governing such work. If Buyer fails to undertake the work
required by this paragraph, Seller may, at its option, to be exercised by
notice to Buyer (i) undertake such work, in which event Buyer shall
reimburse Seller for all costs and expenses, including the fees of
attorneys, engineers and
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other consultants incurred by Seller in such work. However, Seller shall
not be under any obligation to exercise either of the remedies specified in
the preceding sentence, and the remedies provided in this paragraph shall
not be considered exclusive or preclude any claim for damages or any other
remedy which may be available under this Agreement or under law.
SECTION 14. GENERAL CONTRACTUAL PROVISIONS.
(A) HEADINGS. The headings, captions and arrangements used in this
Contract or any related document are, unless specified otherwise, for
convenience only and shall not be deemed to limit, amplify or modify the terms
of the Contract or other documents, nor affect the meaning thereof. Any
references to "Articles" or "Sections" contained herein are, unless specifically
indicated otherwise, references to articles and sections of this Contract. Any
references to "Exhibits" contained herein are references to exhibits attached
hereto, all of which are incorporated by reference and made a part hereof for
all purposes, the same as if set forth herein verbatim, it being understood that
if any exhibit attached hereto, which is to be executed and delivered, contains
blanks or signature lines, the same shall be completed correctly and in
accordance with the terms and provisions contained in and as contemplated herein
prior to or at the time of the execution and delivery thereof.
(B) NUMBER AND GENDER OF WORDS. Whenever herein the singular number is
used, the same shall include the plural where appropriate, and words of any
gender shall include other genders where appropriate.
(C) NOTICES. Whenever this Contract or any related document requires or
permits any notice, consent, approval, request or demand from one party to the
other, the notice, consent, approval, request or demand may be evidenced by a
written memorandum and shall be deemed to have been delivered by envelope,
addressed to the party to be notified at the last address designated by such
party for the receipt of written notices, properly stamped or paid, sealed and
deposited in the United States mail either as express, certified, registered or
first-class mail, or
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otherwise properly deposited for transmittal by an overnight express delivery
service.
(D) SURVIVAL. All agreements, covenants, undertakings, representations
and warranties made in this Contract or any related document shall survive the
closing hereof, shall not be affected by any investigation or information
obtained by any party, and shall continue in full force and effect for the
entire term of the Contract and Lease, including option periods.
(E) GOVERNING LAW. The Contract is being executed and delivered and is
intended to be performed primarily in the State of Missouri, and the substantive
laws of such state shall govern the validity, construction, enforcement and
interpretation of the Contract and any related documents, unless otherwise
specified therein.
(F) INVALID PROVISIONS. If any provision of this Contract or any related
document is held to be illegal, invalid or unenforceable under present or future
laws, effective during the term thereof, such provisions shall be fully
severable; the appropriate document shall be construed and enforced as if such
illegal, invalid or unenforceable provision had never comprised a part thereof;
and the remaining provisions thereof shall remain in full force and effect and
shall not be affected by the illegal, invalid or unenforceable provision or by
its severance therefrom. Furthermore, in lieu of such illegal, invalid or
unenforceable provision, there shall be added automatically as a part of such
document a provision as similar in terms to such illegal, invalid or
unenforceable provision as may be possible and may be legal, valid and
enforceable.
(G) ATTORNEY'S FEES AND COSTS. In the event that any dispute arises
between the parties hereto relating to the interpretation, enforcement or
performance of this Contract, and any and all amendments thereto, and such
matter is referred to an attorney for resolution, the prevailing party shall be
entitled to collect from the losing party, any attorney's fees together with any
costs and expenses in the event of litigation.
(H) ENTIRETY AND AMENDMENTS. This Contract embodies the entire agreement
between
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the parties and supersedes all prior agreements and understandings if any,
relating to the subject matter hereof. This Contract may be amended only by an
instrument in writing executed by duly authorized representatives of all
parties; and this Contract may be supplemented only by documents delivered or to
be delivered in accordance with the express terms hereof.
(I) MULTIPLE COUNTERPARTS. This Contract may be executed in any number of
counterparts and by different parties hereto on separate counterparts, each of
which when so executed shall be deemed to be an original and all of which when
taken together shall constitute but one and the same instrument.
(J) TIME. Time is of the essence in the performance of all obligations
hereunder.
(K) NO ASSIGNMENT. This Contract shall be binding upon and enure to the
benefit of each party hereto, and its respective successors and assigns;
provided, that no party may assign or otherwise transfer any rights, duties or
obligations hereunder without the prior written consent of the parties, which
consent may be withheld for any reason whatsoever.
IN WITNESS WHEREOF, the parties hereto have executed this Contract as of
the date first above written.
SELLER:
XXXXXXX COMPANIES, INC.
By:
--------------------------------------
Xxxx Xxxxxxx
BUYER:
AARON'S AUTOMOTIVE PRODUCTS, INC.
By:
--------------------------------------
Xxx Bear
Executive Vice-President
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FIRST ADDENDUM TO LEASE PURCHASE AGREEMENT
THIS AGREEMENT, made and entered into effective this 11th day of May, 1995,
by and between XXXXXXX COMPANIES, INC. ("Seller"), and AARON'S AUTOMOTIVE
PRODUCTS, INC. ("Buyer").
WHEREAS, Buyer and Seller have entered into a certain Lease Purchase
Agreement dated April 21, 1995 ("Lease Purchase Agreement"), and
WHEREAS, pursuant to the provisions of Section 5, the transaction is to be
closed subject to satisfaction of conditions precedent as of May 15, 1995, and
WHEREAS, the parties have mutually agreed that the conditions precedent
cannot be satisfied as of May 15, 1995, and desire to change the closing date to
June 15, 1995.
NOW THEREFORE, in mutual consideration of the foregoing and the respective
covenants and agreements hereinafter contained and in the Lease Purchase
Agreement, the parties hereby agree as follows:
1. Section 5 CLOSING DATE AND PROCEDURES, is amended, to change the
closing date from May 15, 1995 to June 15, 1995.
2. In all other respects not herein above modified, the Lease Purchase
Agreement remains in full force and effect, according to the original
terms and conditions thereof.
IN WITNESS WHEREOF, the parties have hereunto caused this First Amendment
to Lease Purchase Agreement to be executed by their respective officers therein
duly authorized, effective as of the date first written above.
SELLER:
XXXXXXX COMPANIES, INC.
By:
--------------------------------------
XXXX XXXXXXX
BUYER:
AARON'S AUTOMOTIVE PRODUCTS, INC.
By:
--------------------------------------
XXXXXXX X. BEAR
EXECUTIVE VICE-PRESIDENT
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SECOND ADDENDUM TO LEASE PURCHASE AGREEMENT
THIS AGREEMENT, made and entered into effective this 12th day of June,
1995, by and between XXXXXXX COMPANIES, INC. ("Seller"), and AARON'S AUTOMOTIVE
PRODUCTS, INC. ("Buyer").
WHEREAS, Buyer and Seller have entered into a certain Lease Purchase
Agreement dated April 21, 1995 ("Lease Purchase Agreement"), and
WHEREAS, pursuant to the provisions of Section 5, and First Addendum to
Lease Purchase Agreement of May 11, 1995 the transaction is to be closed subject
to satisfaction of conditions precedent as of June 15, 1995, and
WHEREAS, the parties have mutually agreed that the conditions precedent
cannot be satisfied as of June 15, 1995, and desire to change the closing date
to June 22, 1995.
NOW THEREFORE, in mutual consideration of the foregoing and the respective
covenants and agreements hereinafter contained and in the Lease Purchase
Agreement and the First Addendum dated May 11, 1995, the parties hereby agree as
follows:
1. Section 5 CLOSING DATE AND PROCEDURES, is amended, to change the
closing date from June 15, 1995 to June 22, 1995.
2. In all other respects not herein above modified, the Lease Purchase
Agreement remains in full force and effect, according to the original
terms and conditions thereof.
IN WITNESS WHEREOF, the parries have hereunto caused this First Amendment
to Lease Purchase Agreement to be executed by their respective officers therein
duly authorized, effective as of the date first written above.
SELLER:
XXXXXXX COMPANIES, INC.
By:
--------------------------------------
E. XXXXXXX XXXXX
BUYER:
AARON'S AUTOMOTIVE PRODUCTS, INC.
By:
--------------------------------------
XXXXXXX X. BEAR
EXECUTIVE VICE PRESIDENT
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THIRD AMENDMENT TO LEASE
THIS LEASE AMENDMENT of this 24th day of July 1995, by and between XXXXXXX
COMPANIES, INC. as assignee and successor to ARBA REALTY COMPANY, INC., a
Delaware corporation, by reason of deed and assignment of lease recorded
June 23, 1995, at Book 1480 and Page 431-433, in the office of the Recorder of
Deeds, Jasper County, Missouri (hereinafter referred to as the "Landlord"), and
AARON'S AUTOMOTIVE PRODUCTS, INC., a Delaware corporation, having its principal
offices at 0000 Xxxxx Xxxxxxxx, Xxxxxxxxxxx, Xxxxxxxx 00000, as assignee and
successor to XXXXXXX COMPANIES, INC., a corporation organized under the laws of
the State of Kansas, having its office at 0000 Xxxxxxxxx Xxxx., Xxxxxxxx Xxxx,
XX 00000 by reason of Assignment and Assumption Agreement and Reservation
recorded June 23, 1995, at Book 1480 and Page 434 in the Office of the Recorder
of Deeds for Jasper County, Missouri and Consent To Assignment dated June 22,
1995, copy attached hereto as Exhibit C, (hereinafter referred to as the
"Tenant").
W I T N E S S E T H :
WHEREAS, the Landlord and Tenant are parties to a Lease dated as of
August 26, 1968, as amended by the First Amendment of Lease dated as of
September 20, 1974, and as further amended by the Second Amendment of Lease
dated as of November 10, 1974 (hereinafter referred to as the "Lease") wherein
Landlord let to Tenant and Tenant hired from Landlord certain property, land and
buildings) comprising it certain facility located on Xxxxx Road in Xxxxxx,
Xxxxxx County, Missouri, as more specifically described on Exhibit B attached
hereto and made a part hereof; and
WHEREAS, Landlord and Tenant are now desirous of amending certain
provisions of the Lease as hereinafter set forth to increase the lead premises
by an additional two (2) acres.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Landlord and Tenant hereby
agree as follows:
1. Supplementing the terms and provisions of the Lease and not in
limitation thereof, effective as of the full execution of this Agreement by
Landlord and Tenant, the attached New Exhibit A is added to Lease in lieu of the
prior Exhibit A, as amended by First and Second Amendment, the purpose of said
new Exhibit A, to increase the previously described Premises by an additional
two (2) acres, said two (2) acres described in Exhibit D attached hereto. Said
additional land dedicated to and governed by Lease, is to be without additional
costs to Tenant, except for real property taxes and maintenance, as acquired by
Lease. Tenant has agreed to pay for costs of survey of said additional two (2)
acres, providing a copy of the survey to Landlord and bearing the costs of
applicable subdivision approval and recording of this Third Amendment.
2. Except as herein modified, all the terms, covenants and conditions of
the existing Lease are hereby reaffirmed and shall remain in full force and
effect.
3. This Agreement shall be binding upon, and inure to the benefit of, the
parties to it and their respective successors and assigns.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed on their behalf the day and year first above written.
ATTEST: LANDLORD:
XXXXXXX COMPANIES, INC.
------------------------------- By: __________________________________
Secretary Name:
Title:
ATTEST: TENANT:
AARON'S AUTOMOTIVE PRODUCTS, INC.
------------------------------- By: __________________________________
Secretary Name:
Title:
2
