STANDARD INDUSTRIAL LEASE – NET
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
1. Parties. This Lease, dated, for reference purposes only, June 10, 1987, is made by and between Xxxxxx X. Tutor, as his sole and separate property (herein called “Lessor”) and Xxxxx-Xxxxxx Corporation (herein called “Lessee”).
2. Premises. Lessor hereby leases to Lessee and Lessee leases from Lessor for the term, at the rental, and upon all of the conditions set forth herein, the improved real property described on Exhibits A, B and C hereto which are incorporated herein by this reference. The property described on Exhibit A and B are in Los Angeles County and the property described on Exhibit C is in San Bernardino County.
Said real property including the land and all improvements therein, is herein called “the Premises”.
3. Term.
4. Rent. Lessee shall pay to Lessor as rent for the Premises, monthly payments of $96,250.00 in advance, on the 1st day of each month of the term hereof. Lessee shall pay Lessor upon the execution hereof $96,250.00 as rent for July 1987 Rent for any period during the term hereof which is for less than one month shall be a pro rata portion of the monthly installment. Rent shall be payable in lawful money of the United States to Lessor at the address stated herein or to such other persons or at such other places as Lessor may designate in writing.
5. Security Deposit. Lessee shall deposit with lessor upon execution hereof $96,250.00 as security for Lessor’s faithful performance of Lessee’s obligations hereunder. If Lessee fails to pay rent or other charges due hereunder, or otherwise defaults with respect to any provision of this Lease, Lessor may use, apply or retain all or any portion of said deposit for the payment of any rent or other charge in default or for the payment of any other sum to which Lessor may become obligated by reason of Lessee’s default, or to compensate Lessor for any loss or damage which Lessor may suffer thereby. If Lessor so uses or applies all or any portion of said deposit, Lessee shall within ten (10) days after written demand therefor deposit cash with Lessor in an amount sufficient to restore said deposit to the full amount hereinabove stated and Lessee’s failure to do so shall be a material breach of this Lease. If the monthly rent shall, from time to time, increase during the term of this Lease, Lessee shall thereupon deposit with Lessor additional security deposit so that the amount of security deposit held by Lessor shall at all times bear the same proportion to current rent as the original security deposit bears to the originals monthly rent set forth in paragraph 4 hereof. Lessor shall not be required to keep said deposit separate from its general accounts. If Lessee performs all of Lessee’s obligations hereunder, said deposit, or so much thereof as has not theretofore been applied by Lessor, shall be returned, without payment of interest or other increment for its use, to Lessee (or, at Lessor’s option, to the last assignee, if any, of Lessee’s interest hereunder) at the expiration of the term hereof, and after Lessee has vacated the Premises. No trust relationship is created herein between Lessor and Lessee with respect to said Security Deposit.
6. Use.
6.1 Use. The Premises shall be used and occupied only for offices, shop and equipment storage or any other use which is reasonably comparable and for no other purpose.
(a) Lessor warrants to Lessee that the Premises, in its state existing on the date that the Lease term commences, but without regard to the use for which Lessee will use the Premises, does not violate any covenants or restrictions of record, or any applicable building code, regulation or ordinance in effect on such Lease term commencement date. In the event it is determined that this warranty has been violated, then it shall be the obligation of the Lessor, after written notice from Lessee, to promptly, at Lessor’s sole cost and expense, rectify any such violation. In the event Lessee does not give to Lessor written notice of the violation of this warranty within six months from the date that the Lease term commences, the correction of same shall be the obligation of the Lessee at Lessee’s sole cost. The warranty contained in this paragraph 6.2(a) shall be of no force or effect if, prior to the date of this Lease, Lessee was the owner or occupant of the Premises, and, in such event, Lessee shall correct any such violation at Lessee’s sole cost.
(b) Except as provided in paragraph 6.2(a), Lessee shall, at Lessee’s expense, comply promptly with all applicable statutes, ordinances, rules, regulations, orders, covenants and restrictions of record, and requirements in effect during the term or any part of the term hereof, regulating the use by Lessee of the Premises. Lessee shall not use nor permit the use of the Premises in any manner that will tend to create waste or a nuisance or, if there shall be more than one tenant in the building containing the Premises, shall tend to disturb such other tenants.
(a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor’s sole cost, rectify such violation. Lessee’s failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor’s obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises.
(b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor’s agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee’s business.
(a) Lessee shall not, without Lessor’s prior written consent make any alterations, improvements, additions, or Utility Installations in, on or about the Premises, except for nonstructural alterations not exceeding $2,500 in cumulative costs during the term of this Lease. In any event, whether or not in excess of $2,500 in cumulative cost, Lessee shall make no change or alteration to the exterior of the Premises nor the exterior of the building(s) on the Premises without Lessor’s prior written consent. As used in this Paragraph 7.5 the term “Utility Installation” shall mean carpeting, window coverings, air lines, power panels, electrical distribution systems, lighting fixtures, space heaters, air conditioning, plumbing, and fencing. Lessor may require that Lessee remove any or all of said alterations, improvements, additions or Utility Installations at the expiration of the term, and restore the Premises to their prior condition. Lessor may require Lessee to provide Lessor, at Lessee’s sole cost and expense, a lien and completion bond in an amount equal to one and one – half times the estimated cost of such improvements, to insure Lessor against any liability for mechanic’s and materialmen’s liens and to insure completion of the work. Should Lessee make any alterations, improvements, additions or Utility Installations without the prior approval of Lessor, Lessor may require that Lessee remove any or all of the same.
(b) Any alterations, improvements, additions or Utility Installations in, or about the Premises that Lessee shall desire to make and which requires the consent of the Lessor shall be presented to Lessor in written form, with proposed detailed plans. If Lessor shall give its consent, the consent shall be deemed conditioned upon Lessee acquiring a permit to do so from appropriate governmental agencies, the furnishing of a copy thereof to Lessor prior to the commencement of the work and the compliance by Lessee of all conditions of said permit in a prompt and expeditious manner.
(c) Lessee shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Lessee at or for use in the Premises, which claims are or may be secured by any mechanics’ or materialmen’s lien against the Premises or any interest therein. Lessee shall give Lessor not less than ten (10) days’ notice prior to the commencement of any work in the Premises, and Lessor shall have the right to post notices of non – responsibility in or on the Premises as provided by law. If Lessee shall, in good faith, contest the validity of such lien, claim or demand, then Lessee shall, at its sole expense defend itself and Lessor against the same and shall pay and satisfy any such adverse judgment that may be rendered thereon before the enforcement thereof against the Lessor or the Premises, upon the condition that if Lessor shall require, Lessee shall furnish to Lessor a surety bond satisfactory to Lesson in an amount equal to such contested lien claim or demand indemnifying Lessor against liability for the same and holding the Premises free from the effect of such lien or claim. In addition, Lessor may require Lessee to pay Lessor’s liability for the same and holding the Premises free from the effect of such lien or claim. In addition, Lessor may require Lessee to pay Lessor’s attorneys fees and costs in participating in such action if Lessor shall decide it is to its best interest to do so.
(d) Unless Lessor requires their removal, as set forth in Paragraph 7.5(a), all alterations, improvements, additions and Utility Installations (whether or not such Utility installations constitute trade fixtures of Lessee), which may be made on the Premises, shall become the property of Lessor and remain upon and be surrendered with the Premises at the expiration of the term. Notwithstanding the provisions of this Paragraph 7.5(d), Lessee’s machinery and equipment, other than that which is affixed to the Premises so that it cannot be removed without material damage to the Premises, shall remain the property of Lessee and may be removed by Lessee subject to the provisions of Paragraph 7.2.
(a) The insuring party shall obtain and keep in force during the term of this Lease a policy or policies of insurance covering loss or damage to the Premises, in the amount of the full replacement value thereof, as the same may exist from time to time, which replacement value is now $3,450,000.00, but in no event less than the total amount required by lenders having liens on the Premises, against all perils included within the classification of fire, extended coverage, vandalism, malicious mischief, flood (in the event same is required by a lender having a lien on the Premises), and special extended perils (“all risk” as such term is used in the insurance industry). Said insurance shall provide for payment of loss thereunder to Lessor or to the holders of mortgages or deeds of trust on the Premises. The insuring party shall, in addition, obtain and keep in force during the term of this Lease a policy of rental value insurance covering a period of one year, with loss payable to Lessor, which insurance shall also cover all real estate taxes and insurance costs for said period. A stipulated value or agreed amount endorsement deleting the coinsurance provision of the policy shall be procured with said insurance as well as an automatic increase in insurance endorsement causing the increase in annual property insurance coverage by 2% per quarter. If the insuring party shall fail to procure and maintain said insurance the other party may, but shall not be required to; procure and maintain the same, but at the expense of Lessee. If such insurance coverage has a deductible clause, the deductible amount shall not exceed $1,000 per occurrence, and Lessee shall be liable for such deductible amount.
(b) If the Premises are part of a larger building, or if the Premises are part of a group of buildings owned by Lessor which are adjacent to the Premises, then Lessee shall pay for any increase in the property insurance of such other building or buildings if said increase is caused by Lessee’s acts, omissions, use or occupancy of the Premises.
(c) If the Lessor is the insuring party the Lessor will not insure Lessee’s fixtures, equipment or tenant improvements unless the tenant improvements have become a part of the Premises under paragraph 7, hereof. But if Lessee is the insuring party the Lessee shall insure its fixtures, equipment and tenant improvements.
(a) “Premises Partial Damage” shall herein mean damage or destruction to the Premises to the extent that the cost of repair is less than 50% of the then replacement cost of the Premises. “Premises Building Partial Damage” shall herein mean damage or destruction to the building of which the Premises are a part to the extent that the cost of repair is less than 50% of the then replacement cost of such building as a whole.
(b) “Premises Total Destruction” shall herein mean damage or destruction to the Premises to the extent that the cost of repair is 50% or more of the then replacement cost of the Premises. “Premises Building Total Destruction” shall herein mean damage or destruction to the building of which the Premises are a part to the extent that the cost of repair is 50% or more of the then replacement cost of such building as a whole.
(c) “Insured Loss” shall herein mean damage or destruction which was caused by an event required to be covered by the insurance described in paragraph 8.
(a) If at any time during the last six months of the term of this Lease there is damage, whether or not an Insured Loss, which falls within the classification of Premises Partial Damage, Lessor may at Lessor’s option cancel and terminate this Lease as of the date of occurrence of such damage by giving written notice to Lessee of Lessor’s election to do so within 30 days after the date of occurrence of such damage.
(b) Notwithstanding paragraph 9.5(a), in the event that Lessee has an option to extend or renew this Lease, and the time within which said option may be exercised has not yet expired, Lessee shall exercise such option, if it is to be exercised at all, no later than 20 days after the occurrence of an Insured Loss falling within the classification of Premises Partial Damage during the last six months of the term of this Lease. If Lessee duly exercises such option during said 20 day period, Lessor shall, at Lessor’s expense, repair such damage as soon as reasonably possible and this Lease shall continue in full force and effect. If Lessee fails to exercise such option during said 20 day period, then Lessor may at Lessor’s option terminate and cancel this Lease as of the expiration of said 20 day period by giving written notice to Lessee of Lessor’s election to do so within 10 days after the expiration of said 20 day period, notwithstanding any term or provision in the grant of option to the contrary.
(a) In the event of damage described in paragraphs 9.2 or 9.3, and Lessor or Lessee repairs or restores the Premises pursuant to the provisions of this Paragraph 9, the rent payable hereunder for the period during which such damage, repair or restoration continues shall be abated in proportion to the degree to which Lessee’s use of the Premises is impaired. Except for abatement of rent, if any, Lessee shall have no claim against Lessor for any damage suffered by reason of any such damage, destruction, repair or restoration.
(b) If Lessor shall be obligated to repair or restore the Premises under the provisions of this Paragraph 9 and shall not commence such repair or restoration within 90 days after such obligations shall accrue, Lessee may at Lessee’s option cancel and terminate this Lease by giving Lessor written notice of Lessee’s election to do so at any time prior to the commencement of such repair or restoration. In such event this Lease shall terminate as of the date of such notice.
10.2 Definition of “Real Property Tax”. As used herein, the term “real property tax” shall include any form of real estate tax or assessment, general, special, ordinary or extraordinary, and any license fee, commercial rental tax, improvement bond or bonds, levy or tax (other than inheritance, personal income or estate taxes) imposed on the Premises by any authority having the direct or indirect power to tax, including any city, state or federal government, or any school, agricultural, sanitary, fire, street, drainage or other improvement district thereof, as against any legal or equitable interest of Lessor in the Premises or in the real property of which the Premises are a part, as against Lessor’s right to rent or other income therefrom, and as against Lessor’s business of leasing the Premises. The term “real property tax” shall also include any tax, fee, levy, assessment or charge (i) in substitution of, partially or totally, any tax, fee, levy, assessment or charge hereinabove included within the definition of “real property tax,” or (ii) the nature of which was hereinbefore included within the definition of “real property tax,” or (iii) which is imposed for a service or right not charged prior to June 1, 1978, or, if previously charged, has been increased since June 1, 1978, or (iv) which is imposed as a result of a transfer, either partial or total, of Lessor’s interest in the Premises or which is added to a tax or charge hereinbefore included within the definition of real property tax by reason of such transfer, or (v) which if imposed by reason of this transaction, any modifications or changes hereto, or any transfers hereof.
(a) Lessee shall pay prior to delinquency all taxes assessed against and levied upon trade fixtures, furnishings, equipment and all other personal property of Lessee contained in the Premises or elsewhere. When possible, Lessee shall cause said trade fixtures, furnishings, equipment and all other personal property to be assessed and billed separately from the real property of Lessor.
(b) If any of Lessee’s said personal property shall be assessed with Lessor’s real property, Lessee shall pay Lessor the taxes attributable to Lessee within 10 days after receipt of a written statement setting forth the taxes applicable to Lessee’s property.
(a) The vacating or abandonment of the Premises by Lessee.
(b) The failure by Lessee to make any payment of rent or any other payment required to be made by Lessee hereunder, as and when due, where such failure shall continue for a period of three days after written notice thereof from Lessor to Lessee. In the event that Lessor serves Lessee with a Notice to Pay Rent of Quit pursuant to applicable Unlawful Detainer statutes such Notice to Pay Rent or Quit shall also constitute the notice required by this subparagraph.
(c) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in paragraph (b) above, where such failure shall continue for a period of 30 days after written notice thereof from Lessor to Lessee; provided, however, that if the nature of Lessee’s default is such that more than 30 days are reasonably required for its cure, then Lessee shall not be deemed to be in default if Lessee commenced such cure within said 30 – day period and thereafter diligently prosecutes such cure to completion.
(d) (i) The making by Lessee of any general arrangement or assignment for the benefit of creditors; (ii) Lessee becomes a “debtor” as defined in 11 U.S.C. §101 or any successor statute thereto (unless, in the case of a petition filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this paragraph 13.1 (d) is contrary to any applicable law, such provision shall be of no force or effect.
(e) The discovery by Lessor that any financial statement given to Lessor by Lessee, any assignee of Lessee, any subtenant of Lessee, any successor in interest of Lessee or any guarantor of Lessee’s obligation hereunder, and any of them, was materially false.
(a) Terminate Lessee’s right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Lessee shall immediately surrender possession of the Premises to Lessor. In such event Lessor shall be entitled to recover from Lessee all damages incurred by Lessor by reason of Lessee’s default including, but not limited to, the cost of recovering possession of the Premises; expenses of reletting, including necessary renovation and alteration of the Premises, reasonable attorney’s fees, and any real estate commission actually paid; the worth at the time of award by the court having jurisdiction thereof of the amount by which the unpaid rent for the balance of the term after the time of such award exceeds the amount of such rental loss for the same period that Lessee proves could be reasonably avoided; that portion of the leasing commission paid by Lessor pursuant to Paragraph 15 applicable to the unexpired term of this Lease.
(b) Maintain Lessee’s right to possession in which case this Lease shall continue in effect whether or not Lessee shall have abandoned the Premises. In such event Lessor shall be entitled to enforce all of Lessor’s rights and remedies under this Lease, including the right to recover the rent as it becomes due hereunder.
(c) Pursue any other remedy now or hereafter available to Lessor under the laws or judicial decisions of the state wherein the Premises are located. Unpaid installments of rent and other unpaid monetary obligations of Lessee under the terms of this Lease shall bear interest from the date due at the maximum rate then allowable by law.
(a) Upon execution of this Lease by both parties, Lessor shall pay to ________________ Licensed real estate broker(s), a fee as set forth in a separate agreement between Lessor and said broker(s), or in the event there is no separate agreement between Lessor and said broker(s), the sum of $__________________, for brokerage services rendered by said broker(s) to Lessor in this transaction.
(b) Lessor further agrees that if Lessee exercises any Option as defined in paragraph 39.1 of this Lease, which is granted to Lessee under this Lease, or any subsequently granted option which is substantially similar to an Option granted to Lessee under this Lease, or if Lessee acquires any rights to the Premises or other premises described in this Lease which are substantially similar to what Lessee would have acquired had an Option herein granted to Lessee been exercised, or if Lessee remains in possession of the Premises after the expiration of the term of this Lease after having failed to exercise an Option, or if said broker(s) are the procuring cause of any other lease or sale entered into between the parties pertaining to the Premises and/or any adjacent property in which Lessor has an interest, then as to any of said transactions, Lessor shall pay said broker(s) a fee in accordance with the schedule of said broker(s) in effect at the time of execution of this Lease.
(c) Lessor agrees to pay said fee not only on behalf of Lessor but also on behalf of any person, corporation, association, or other entity having an ownership interest in said real property or any part thereof, when such fee is due hereunder. Any transferee of Lessor’s interest in this Lease, whether such transfer is by agreement or by operation of law, shall be deemed to have assumed Lessor’s obligation under this Paragraph 15. Said broker shall be a third party beneficiary of the provisions of this Paragraph 15.
(a) Lessee shall at any time upon not less than ten (10) days’ prior written notice from Lessor execute, acknowledge and deliver to Lessor a statement in writing (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease, as so modified, is in full force and effect) and the date to which the rent and other charges are paid in advance, if any, and (ii) acknowledging that there are not, to Lessee’s knowledge, any uncured defaults on the part of Lessor hereunder, or specifying such defaults if any are claimed. Any such statement may be conclusively relied upon by any prospective purchaser or encumbrancer of the Premises.
(b) At Lessor’s option, Lessee’s failure to deliver such statement within such time shall be material breach of this Lease or shall be conclusive upon Lessee (i) that this Lease is in full force and effect, without modification except as may be represent by Lessor, (ii) that there are no uncured defaults in Lessor’s performance, and (iii) that not more than once month’s rent has been paid in advance or such failure may be considered by Lessor as a default by Lessee under this Lease.
(c) If Lessor desires to finance, refinance, or sell the Premises, or any part thereof, Lessee hereby agrees to deliver to any lender or purchaser designated by Lessor such financial statements of Lessee as may be reasonably required by such lender or purchaser. Such statements shall include the past three years’ financial statements of Lessee. All such financial statements shall be received by Lessor and such lender or purchaser in confidence and shall be used only for the purposes herein set forth.
20. Time of Essence. Time is of the essence.
(a) This Lease, at Lessor’s option, shall be subordinate to any ground lease, mortgage, deed of trust, or any other hypothecation or security now or hereafter placed upon the real property of which the Premises are a part and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination, Lessee’s right to quiet possession of the Premises shall not be disturbed if Lessee is not in default and so long as Lessee shall pay the rent and observe and perform all of the provisions of this Lease, unless this Lease is otherwise terminated pursuant to its terms. If any mortgagee, trustee or ground lessor shall elect to have this Lease prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Lessee, this Lease shall be deemed prior to such mortgage, deed of trust, or ground lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof.
(b) Lessee agrees to execute any documents required to effectuate an attornment, a subordination or to make this Lease prior to the lien of any mortgage, deed of trust or ground lease, as the case may be. Lessee’s failure to execute such documents within 10 days after written demand shall constitute a material default by Lessee hereunder, or, at Lessor’s option, Lessor shall execute such documents on behalf of Lessee at Lessee’s attorney-in-fact. Lessee does hereby make, constitute and irrevocably appoint Lessor as Lessee’s attorney-in-fact and in Lessee’s name, place and stead, to execute such documents in accordance with this paragraph 30(b).
39.1 Definition. As used in this paragraph the word “Options” has the following meaning: (1) the right or option to extend the term of this Lease or to renew this Lease or to extend or renew any lease that Lessee has on other property of Lessor; (2) the option or right of first refusal to lease the Premises or the right of first offer to lease the Premises or the right of first refusal to lease other property of Lessor or the right of first offer to lease other property of Lessor; (3) the right or option to purchase the Premises, or the right of first refusal to purchase the Premises, or the right of first offer to purchase the Premises or the right or option to purchase other property of Lessor, or the right of first refusal to purchase other property of Lessor or the right of first offer to purchase other property of Lessor.
(a) Lessee shall have no right to exercise an Option, notwithstanding any provision in the grant of Option to the contrary, (i) during the time commencing from the date Lessor give to Lessee a notice of default pursuant to paragraph 13.1(b) or 13.1(c) and continuing until the default alleged in said notice of default is cured, or (ii) during the period of time commencing on the day after a monetary obligation to Lessor is due from Lessee and unpaid (without any necessity for notice thereof to Lessee) continuing until the obligation is paid, or (iii) at any time after an event of default described in paragraphs 13.1(a), 13.1(d), or 13.1(e) (without any necessity of Lessor to give notice of such default to Lessee), or (iv) in the event that Lessor has given to Lessee three or more notices of default under paragraph 13.1(b), where a late charge has become payable under paragraph 13.4 for each of such defaults, or paragraph 13.1(c), whether or not the defaults are cured, during the 12 month period prior to the time that Lessee intends to exercise the subject Option.
(b) The period of time within which an Option may be exercised shall not be extended or enlarged by reason of Lessee’s inability to exercise an Option because of the provisions of paragraph 39.4(a).
(c) All rights of Lessee under the provisions of an Option shall terminate and be of no further force or effect, notwithstanding Lessee’s due and timely exercise of the Option, if, after such exercise and during the term of this Lease, (i) Lessee fails to pay to Lessor a monetary obligation of Lessee for a period of 30 days after such obligation becomes due (without any necessity of Lessor to give notice thereof to Lessee), or (ii) Lessee fails to commence to cure a default specified in paragraph 13.1(c) within 30 days after the date that Lessor gives notice to Lessee of such default and/or Lessee fails thereafter to diligently prosecute said cure to completion, or (iii) Lessee commits a default described in paragraph 13.1 (a), 13.1(d) or 13.1(e) (without any necessity of Lessor to give notice of such default to Lessee), or (iv) Lessor gives to Lessee three or more notices of default under paragraph 13.1(b), where a late charge becomes payable under paragraph 13.4 for each such default, or paragraph 13.1(c), whether or not the defaults are cured.
47. Addendum. Attached hereto is an addendum or addenda containing paragraphs 48 through 50 which constitutes a part of this Lease.
48. See attached.
49. See attached.
50. See attached.
LESSOR AND LESSEE HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN AND, BY EXECUTION OF THIS LEASE, SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE THAT, AT THE TIME THIS LEASE IS EXECUTED, THE TERMS OF THIS LEASE ARE COMMERCIALLY REASONABLE AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE PREMISES.
IF THIS LEASE HAS BEEN FILLED IN IT HAS BEEN PREPARED FOR SUBMISSION TO YOUR ATTORNEY FOR HIS APPROVAL. NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION OR BY THE REAL ESTATE BROKER OR ITS AGENTS OR EMPLOYEES AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION RELATING THERETO; THE PARTIES SHALL RELY SOLELY UPON THE ADVICE OF THEIR OWN LEGAL COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS LEASE.
The parties hereto have executed this Lease at the place on the dates specified immediately adjacent to their respective signatures.
Executed at:
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Xxxxxx X. Tutor
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On
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_____________________
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By: /s/Xxxxxx X. Tutor
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“LESSOR” (Corporate seal)
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Address:
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0000 Xxxxx Xxxxxx Xxxx
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Xxxxxx Xxxxx, XX 00000
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Executed at:
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_____________________
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Xxxxx-Xxxxxx Corporation
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On
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_____________________
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By: /s/Xxxxxx X. Xxxxxx
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Address:
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00000 Xxxxx Xxxxxx
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“LESSEE” (Corporate seal)
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Xxxxxx, XX 00000
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ATTACHMENT 48
Multiple options. Unless terminated in writing by Lessee at least thirty (30) days before the end of the term of this Lease, this Lease is automatically extended for an additional five years under the same terms and conditions. If it is so extended for a second five year term, it will be automatically extended for an additional five year term unless it is terminated in writing by Lessee at least thirty (30) days before the end of such term. Such extension shall be on the same terms and conditions.
ATTACHMENT 49
The Lessor and Lessee agree that for a period of three years from the date hereof, any sale or transfer of title to any of the properties leased hereunder must be approve in writing by Lessee and if so approved by Lessee, the following provisions shall apply:
(i) If such sale is made during the first six months of this lease after payment of the outstanding encumbrances on such property, all additional proceeds shall be paid to Lessee;
(ii) If such sale is made after six months but within one year of this lease after payment of the outstanding encumbrances, then ninety percent (90%) of the additional proceeds shall be paid to Lessee and ten percent (10%) of of such additional proceeds retained by Lessor;
(iii) If such sale is made after the first year and during the second year of this lease after payment of the outstanding encumbrances, then seventy percent (70%) of the additional proceeds shall be paid to Lessee and thirty percent (30%) of said additional proceeds retained by Lessor;
(iv) If such sale is made after the second year and during the third year of this lease after payment of the outstanding encumbrances, then fifty percent (50%) of the additional proceeds shall be paid to Lessee and fifty percent (50%) of said additional proceeds retained by Lessor.
After three years from the date hereof, in the event of a proposed sale of all or any one of the properties leased hereunder, the Lessee shall have a right of first refusal to purchase such property or properties under the same terms and conditions as the proposed purchaser. Lessor shall give Lessee not less than thirty (30) days written notice of any such offer setting forth the proposed terms and conditions thereof. If it shall notify Lessor of such in writing within thirty (30) days after receipt of the Lessor's notice and shall effect the purchase under said identical terms and conditions within the next thirty (30) days.
ATTACHMENT 50
In the event that Lessor dies during the term hereof, Lessee shall have an option to purchase one or more of the properties leased hereunder at the appraised value established for such property or properties in Lessor's estate subject to the adjustment during the first three years as set forth below. The executor or administrator of Lessor's estate, shall give to Lessee a complete copy of all appraisals of the properties leased hereunder within thirty (30) days after the filing of an estate tax return for Lessee's estate or the estate inventory if no estate tax return is to be filed. If Lessee desires to purchase one or more of the properties leased hereunder, it shall within (30) days of the receipt of the appraisals of the property, notify the executor or administrator of Lessor's estate of its intention to purchase one or more of such properties and shall complete such purchase or purchases for cash within six (6) months of the date of receipt of said appraisals. The costs including title insurance shall be borne by the Lessor's estate and the Lessee in accordance with the custom and practice for the purchase and sale of real property in Southern California.
If Lessor dies during the first six months of the terms hereof, Lessee shall be entitled to repurchase all or any one of the properties leased hereunder at the Lessor's book value.
If Lessor dies after the first six months of the term of this lease but before one year, then Lessee shall have the right to repurchase all or any one of the properties leased hereunder for an amount equal to Lessor's book value of such property plus an amount equal to ten percent (10%) of the difference between said book value and the appraised value of said property for estate purposes.
If the Lessor dies after the first year of this lease term but before the second year, then Lessee shall have the right to repurchase all or any one of the properties leased hereunder for an amount equal to Lessor's book value of such property plus an amount equal to thirty percent (30%) of the difference between said book value and the appraised value of said property for estate purposes.
If Lessor dies after the second year of this lease but before the third year, then Lessee shall have the right to repurchase all or any one of the properties leased hereunder for an amount equal to Lessee's book value of such property plus an amount equal to fifty percent (50%) of the difference between said book value and the appraised value of said property for estate purposes.
That portion of the Rancho Ex-Mission De San Xxxxxxxx, in the City of Los Angeles, described as follows:
Beginning at the intersection of the Southerly line of that certain 10 foot wide strip of land conveyed to the City of Los Angeles, for public street purposes by deed recorded in Book 11634 Page 255 of Official Records of said County, with the Southeasterly line of that certain parcel of land convoyed to the City of Los Angeles by deed recorded in Book 3275 Page 212 of Deeds, records of said County; thence Easterly along said Southerly line south 78° 32' 53'' East, 10.05 feet to the true point of beginning; thence leaving said Southerly line South 11° 27' 07'' West, 333.58 feet to the beginning of a tangent curve concave Northwesterly, and having a radius of 400 feet; thence Southwesterly along said curve to the most Northerly corner of Xxx 0 xx Xxxxx 00000, as per map recorded in Book 663 Pages 25, 26 and 27 of Maps, in the office of the County Recorder of said County; thence (on a different basis of bearings), along the Northeasterly line of said Lot 1, South 27° 55' 55'' East to the Northwesterly line of Olden Street, shown on said map of Xxxxx 00000 as Lots 2 and 3, and labeled thereon as “Future Street”; thence Northeasterly, along said Olden Street, to the Southerly line of San Xxxxxxxx Road, as shown on said map of Xxxxx 00000; thence Westerly along said San Xxxxxxxx Road to the true point of beginning.
EXCEPTING therefrom all underlying minerals, oil, gas, petroleum and other hydrocarbon substances, without, however, the right of entry on any portion of the surface of said land, to explore for, develop or remove said substance, but with the full right to explore for, develop and remove said substances from any other portion of said land which is 500 feet or more below the surface, and also with the full right to drill under or through said land, from or at any other point or points outside the boundaries of said land at a depth of 500 feet or more below the surface of the ground for the exploration, development and removal of said substances, as excepted and reserved by Xxxxxx X. Careyl and wife, in deed recorded November 19, 1959 as Instrument No. 1098 in Book D 668 Page 627, Official Records.
EXHIBIT A
PARCEL 1:
THAT PORTION OF LOT 5 IN RANGE 2 OF THE TEMPLE AND XXXXXX TRACT, IN THE CITY OF XXXXXXX IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 2 PAGES 540 AND 541 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE EASTERLY LINE OF ALAMEDA STREET, 61 FEET WIDE, AS DESCRIBED IN PARCELS 56, 57, AND 58 OF THE DEED TO CITY OF XXXXXXX, RECORDED JUNE 25, 1943 AS DOCUMENT NO. 1063 IN BOOK 20066 PAGE 205, OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, WITH THE SOUTHERLY LINE OF MYRRH STREET 40 FEET WIDE, AS DESCRIBED IN DEED TO THE CITY OF XXXXXXX, RECORDED ON SEPTEMBER 19, 1949 AS DOCUMENT NO. 1907, IN BOOK 31026 PAGE 355, OFFICIAL RECORDS; THENCE SOUTHERLY ALONG SAID ALAMEDA STREET A DISTANCE OF 877.50 FEET, MORE OR LESS, TO THE NORTHWESTERLY CORNER OF THE LAND CONVEYED TO PACIFIC TELEPHONE AND TELEGRAPH COMPANY BY DEED RECORDED DECEMBER 31, 1963 AS DOCUMENT NO. 2031 IN BOOK D-2305 PAGE 833, OFFICIAL RECORDS; THENCE EASTERLY ALONG THE NORTHERLY LINE OF SAID LAND A DISTANCE OF 361.28 FEET TO THE NORTHEASTERLY CORNER THEREOF; THENCE NORTHERLY PARALLEL WITH THE WESTERLY LINE OF SANTA FE AVENUE, 100 FEET WIDE, AS SHOWN ON MAP OF TRACT 14906 RECORDED IN BOOK 312 PAGES 41 AND 42 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, A DISTANCE OF 225 FEET, MORE OR LESS, TO A LINE THAT IS PARALLEL WITH AND DISTANT 25 FEET SOUTHERLY, MEASURED AT RIGHT ANGLES, FROM THE SOUTHERLY LINE AND PROLONGATION OF CYPRESS STREET, AS SHOWN ON SAID MAP XX XXXXX 00000; THENCE EASTERLY ALONG SAID PARALLEL LINE A DISTRANCE OF 114.33 FEET; THENCE NORTHEASTERLY IN A DIRECT LINE TO THE INTERSECTION OF SAID SOUTHERLY LINE OF CYPRESS STREET WITH THE WESTERLY LINE OF WILLOW STREET AS SHOWN ON SAID MAP OF TRACT NO. 14906; THENCE NORTHERLY ALONG SAID WESTERLY LINE A DISTANCE OF 626.65 FEET, MORE OR LESS, TO SAID SOUTHERLY LINE OF MYRRH STREET; THENCE WESTERLY ALONG SAID STREET A DISTANCE OF 562.89 FEET, MORE OR LESS TO THE POINT OF BEGINNING.
PARCEL 2:
THAT PORTION OF LOT 5 IN RANGE 2 OF THE TEMPLE AND XXXXXX TRACT, IN THE CITY OF XXXXXXX, IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 2 PAGES 540 AND 541 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, INCLUDED WITHIN A STRIP OF LAND 61 FEET WIDE, KNOWN AS ALAMEDA STREET AS DESCRIBED IN PARCELS 56, 57 AND 58 OF THE DEED TO THE CITY OF XXXXXXX, RECORDED JUNE 25, 1943 AS INSTRUMENT NO. 1063 IN BOOK 20066 PAGE 205 OF OFFICIAL RECORDS OF SAID COUNTY, BOUNDED AS FOLLOWS:
BOUNDED NORTHERLY BY THE SOUTHERLY LINE OF THE NORTHERLY 40.0 FEET OF SAID LOT 5.
BOUNDED SOUTHERLY BY THE WESTERLY PROLONGATION OF THE NORTHERLY LINE OF THE LAND DESCRIBED IN THE DEED TO PACIFIC TELEPHONE AND TELEGRAPH COMPANY, RECORDED DECEMBER 31, 1963 AS INSTRUMENT NO. 2031 IN BOOK D-2305 PAGE 833, OFFICIAL RECORDS OF SAID COUNTY.
EXHIBIT B
THE LAND REFERRED TO IN THIS POLICY IS SITUATED IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
THE WEST ONE-HALF OF FARM LOT 968, ACCORDING TO MAP SHOWING SUBDIVISION OF LANDS BELONGING TO SEMI-TROPIC LAND AND WATER COMPANY, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 11 OF MAPS, PAGE 12, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXHIBIT C
FIRST AMENDMENT TO
LEASE AGREEMENT DATED
JUNE 10, 1987
This FIRST AMENDMENT TO THE LEASE AGREEMENT DATED JUNE 10, 1987, ("Amendment") is made and entered into effective as of the 1st day of January 1990, by and among Xxxxxx X. Tutor, an individual (Lessor) and Xxxxx-Xxxxxx Corporation, a California corporation, (Lessee).
The parties agree to raise the lease payments to Sixty Three Thousand and No Dollars ($63,000) per month effective January 1, 1990 through June 30, 1992, for the property described in Exhibit “A” and “C” of the Lease Agreement.
The parties also agree that effective March 31,1990, the property described in Exhibit “B” will no longer be leased to Xxxxx-Xxxxxx Corporation and/or affiliated entities.
Unless otherwise stated, all terms and conditions in this Amendment shall remain the same as stated in the Lease Agreement.
Xxxxxx X. Tutor, an individual
Lessor
By: /s/Xxxxxx X. Tutor
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XXXXX-XXXXXX CORPORATION
A California corporation
Lessee
By: /s/Xxxxxxx X. Xxxx
Xxxxxxx X. Xxxx
Chief Financial Officer
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SECOND AMENDMENT TO
LEASE AGREEMENT DATED
JUNE 10, 1987
This SECOND AMENDMENT TO THE LEASE AGREEMENT DATED JUNE 10, 1987, ("Amendment") is made and entered into effective as of the 1st day of January 1992, by and among Xxxxxx X. Tutor, an individual (Lessor) and Xxxxx-Xxxxxx Corporation, a California corporation, (Lessee).
The parties agree to extend the term of the lease for five years to June 30, 1997.
The monthly lease rate effective January 1, 1992, is Seventy Nine Thousand Dollars ($79,000) for the period of January 1, 1992 through June 30, 1997 for the property described in Exhibits “A” and “C” of the Lease Agreement.
Unless otherwise stated, all terms and conditions in this Amendment shall remain the same as stated in the Lease Agreement.
Xxxxxx X. Tutor, an individual
Lessor
By: /s/Xxxxxx X. Tutor
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XXXXX-XXXXXX CORPORATION
A California corporation
Lessee
By: /s/Xxxxxx X. Xxxxxx
Xxxxxx X. Xxxxxx
Secretary
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THIRD AMENDMENT TO
LEASE AGREEMENT DATED
JUNE 10, 1987
This THIRD AMENDMENT TO THE LEASE AGREEMENT DATED JUNE 10, 1987, ("Amendment") is made and entered into effective as of the 1st day of January 1997, by and among Xxxxxx X. Tutor, an individual (Lessor) and Xxxxx-Xxxxxx Corporation, a California corporation, (Lessee).
The parties agree to extend the term of the lease for seven years to June 30, 2004.
The monthly lease rate effective January 1, 1997, is One Hundred Thousand Dollars ($100,000) for the period of January 1, 1997 through June 30, 2004 for the property described in Exhibits "A" and "C" of the Lease Agreement.
Unless otherwise stated, all terms and conditions in this Amendment shall remain the same as stated in the Lease Agreement.
Xxxxxx X. Tutor, an individual
Lessor
By: /s/Xxxxxx X. Tutor
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XXXXX-XXXXXX CORPORATION
A California corporation
Lessee
By: /s/Xxxxxxx X. Xxxxxx
Xxxxxxx X. Xxxxxx
Secretary
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FOURTH AMENDMENT TO
LEASE AGREEMENT DATED
JUNE 10, 1987
This FOURTH AMENDMENT TO THE LEASE AGREEMENT DATED JUNE 10, 1987, ("Amendment") is made and entered into effective as of the 1st day of July 2004, by and among Xxxxxx X. Tutor, an individual (Lessor) and Xxxxx-Xxxxxx Corporation, a California corporation, (Lessee).
The parties agree to extend the term of the lease for five years to June 30, 2009.
The monthly lease rate effective July 1, 2004, is One Hundred Thousand Dollars ($100,000) for the period of July 1, 2004 through June 30, 2009 for the property described in Exhibits "A" and "C" of the Lease Agreement.
Unless otherwise stated, all terms and conditions in this Amendment shall remain the same as stated in the Lease Agreement.
Xxxxxx X. Tutor, an individual
Lessor
By: /s/Xxxxxx X. Tutor
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XXXXX-XXXXXX CORPORATION
A California corporation
Lessee
By: /s/Xxxxxxx X. Xxxxxx
Xxxxxxx X. Xxxxxx
Secretary
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FIFTH AMENDMENT TO
LEASE AGREEMENT DATED
JUNE 10, 1987
This FIFTH AMENDMENT TO THE LEASE AGREEMENT DATED JUNE 10, 1987, ("Amendment") is made and entered into effective as of the 1st day of June 2006, by and among Xxxxxx X. Tutor, an individual (Lessor) and Xxxxx-Xxxxxx Corporation, a California corporation, (Lessee).
The parties agree to extend the term of the lease to July 31, 2016.
The monthly lease rate effective June 1, 2006, is One Hundred Thousand Dollars ($100,000) for the period of June 1, 2006 through June 30, 2007 for the property described in Exhibits "A" and "C" of the Lease Agreement and shall increase at the rate of three percent (3%) per annum thereafter.
Unless otherwise stated, all terms and conditions in this Amendment shall remain the same as stated in the Lease Agreement.
Xxxxxx X. Tutor, an individual
Lessor
By: /s/Xxxxxx X. Tutor
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XXXXX-XXXXXX CORPORATION
A California corporation
Lessee
By: /s/Xxxxxxx X. Xxxxxx
Xxxxxxx X. Xxxxxx
Senior Vice President
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SIXTH AMENDMENT TO
LEASE AGREEMEND DATED
JUNE 10, 1987
This SIXTH AMENDMENT TO THE LEASE AGREEMENT DATED JUNE 10, 1987, ("Amendment") is made and entered into effective as of the 1st day of August 2008, by and among Xxxxxx X. Tutor, an individual (Lessor) and Xxxxx-Xxxxxx Corporation, a California corporation, (Lessee).
The parties agree to extend the term of the lease to July 31, 2016.
The monthly lease rate effective August 1, 2008, is One Hundred-Twenty Thousand Dollars ($120,000) for the period of August 1, 2008 through July 31, 2009 for the property described in Exhibits "A" and "C" of the Lease Agreement and shall increase at the rate of three percent (3%) per annum thereafter.
Unless otherwise stated, all terms and conditions in this Amendment shall remain the same as stated in the Lease Agreement.
Xxxxxx X. Tutor, an individual
Lessor
By: /s/Xxxxxx X. Tutor
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XXXXX-XXXXXX CORPORATION
A California corporation
Lessee
By: /s/Xxxxxxx X. Xxxxxx
Xxxxxxx X. Xxxxxx
Senior Vice President
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