EXHIBIT 10.3
LEASE AGREEMENT
This Lease is made and executed effective this 10th day of
October, 1995, by and between WAYCROSS AND XXXX COUNTY DEVELOPMENT
AUTHORITY, a body politic organized and existing under the laws of the
State of Georgia, having its principal office in Xxxx County, Georgia,
referred to as Lessor, and HI-TECH PROPERTIES, INC., a corporation
organized and existing under the laws of the State of Georgia, having
its principal office in Xxxx County, Georgia, referred to as Lessee.
The parties agree as follows:
SECTION ONE DEMISE AND TERM
Lessor leases to Lessee the real property in the County of
Xxxx, State of Georgia, described in Exhibit A attached to and made a
part of this Lease Agreement (sometimes called the "demised
premises"), to have and to hold for a term of ten (10) years
commencing on the date of this Lease Agreement.
SECTION TWO RENT
Lessee shall pay Lessor rent for the demised premises as
follows:
A. For the period ending ten (10) years from the date
of this Lease Agreement, the sum of One Dollar ($1.00) per year.
B. Lessee shall pay Lessor a portion of the amount of ad
valorem taxes that would have been assessed against the property
identified in Exhibit A for each year if said property were subject to
ad valorem taxes. For the 1996 tax year, the Lessee shall pay to the
Lessor one-fifteenth (1/15th) of the 1996 amount. For the 1997 tax
year and for each year thereafter, the amount to be paid to the Lessee
pursuant to this subparagraph shall be determined by adding one-
fifteenth (1/15th) to the fraction used for the previous year,
multiplied by the taxes that
would have been assessed against the property for that year if it were
subject to ad valorem taxes; provided, however, that the sums to be
paid pursuant to this subparagraph in any year shall never exceed one
hundred percent (100%) of the tax amount for that year.
SECTION THREE WARRANTIES OF TITLE
AND QUIET ENJOYMENT; SUBLEASE
Lessor covenants that Lessor is seized of the real property
in fee simple and has full right to make this Lease Agreement and that
Lessee shall have quiet and peaceable possession of the demised
premises during the term of this Lease Agreement. This Lease may not
be assigned by the Lessee or sublet by the Lessee without the prior
written consent of the Lessor.
SECTION FOUR
USE OF PREMISES
The demised premises shall be used in connection with
the industrial operation of the Lessee.
SECTION FIVE
CONSTRUCTION OFIMPROVEMENTS
On delivery of possession of the demised premises to Lessee,
the Lessee shall have the right to remove the fence presently located
on the demised premises. The Lessee shall also have the right to place
moveable buildings on the premises but no other right to construct or
improve the premises shall exist except without the written consent of
the Lessor. All buildings or other improvements placed upon the
premises by the Lessee shall be removed by the Lessee upon termination
of this Lease.
SECTION SIX
COMPLIANCE WITH LAWS; PROHIBITION AGAINST WASTE
During the term of this Lease Agreement, Lessee shall
comply with all applicable laws affecting the demised premises.
SECTION SEVEN
UTILITIES
All water, gas, electricity, telephone, and other
public utility services used on or furnished to the demised
premises during the term of this Lease Agreement shall be paid
for by Lessee.
SECTION EIGHT
LIENS
Lessee shall keep the fee estate of the demised premises
free and clear from all mechanics' and material suppliers' and other
liens for work or labor done.
SECTION NINE
INDEMNIFICATION OF LESSOR
Lessor shall not be liable for any loss, injury, death, or
damage to persons or property which at any time may be suffered or
sustained by Lessee or by any person who may at any time be using or
occupying or visiting the demised premises. Lessee shall indemnify
Lessor against any and all claims, liability, loss, or damage on
account of any such loss, injury, death, or damage.
SECTION TEN
PROHIBITION OF INVOLUNTARY ASSIGNMENT
Neither this Lease Agreement nor the leasehold estate of
Lessee nor any interest of Lessee under this Lease Agreement in the
demised premises or any buildings or improvements on the demised
premises shall be subject to involuntary assignment, transfer, or
sale, or to assignment, transfer, or sale by operation of law in any
manner (except through a statutory merger or consolidation, or devise,
or intestate succession) and any attempted involuntary assignment,
transfer, or sale shall be void and of no effect.
SECTION ELEVEN
PARTIES BOUND
This Lease Agreement shall be binding on and shall inure to
the benefit of and shall apply to the respective successors and
assigns of Lessor and Lessee. All reference in this Lease Agreement to
"Lessor" or "Lessee" shall be deemed to refer to and include
successors and assigns of Lessor or Lessee without specific mention of
such successors or assigns.
SECTION TWELVE
DEFAULT
A. Lessee is leasing from Xxx-Bar Corporation property
located immediately east of and adjoining the demised premises. Said
premises are being leased for the purpose of manufacturing mobile
homes and providing jobs. If the Lease with Xxx-Bar Corporation should
terminate during the term of this Lease, then, at Lessor's option,
this Lease shall also terminate.
B. If Lessee should cease manufacturing operations on the
adjoining property leased from Xxx-Bar Corporation for a period of not
less than ninety (90) days, then Lessor shall have the right and
option to terminate this Lease upon giving Lessee thirty (30) days
advance notice thereof. If Lessee should recommence manufacturing
operations within said thirty (30) day period, then the Lease shall
not be terminated.
X. Xxxxxx'x rights in the event of Lessee's default. If
Lessee shall fail or neglect to observe, keep, or perform any of the
covenants, terms, or conditions contained in this Lease Agreement on
its part to be observed, kept, or performed, and the default shall
continue for a period of thirty (30) days after written notice from
Lessor setting forth the nature of Lessee's default, then and in any
such event, Lessor shall have the right at its option, on written
notice to Lessee, to terminate this Lease Agreement and all rights of
Lessee under this Lease
Agreement shall then cease.
SECTION THIRTEEN
TERMINATION OF LEASE
A. The Lessor shall have the right to terminate this Lease
in the event that the Lessor decides to sell or develop the property
which is the subject of this Lease as identified in Exhibit A, and in
the event that the Lessee does not exercise its option to purchase as
set forth therein. This Lease shall terminate on the ninetieth (90th)
day after the Lessee has received notice by the Lessor of the Lessor's
intention to sell or develop said property unless the Lessee exercises
its option to purchase.
B. The Lessee shall have the right by notice to the Lessor
to terminate this Lease Agreement and surrender its leasehold interest
effective on the date given in the notice. On such effective date,
Lessee shall be relieved from all further liability under the Lease
and shall deliver possession of the demised premises to the Lessor.
SECTION FOURTEEN
NOTICES
A. All notices, demands, or other writings in this Lease
Agreement provided to be given or made or sent, or which may be given
or made or sent, by either party to the other, shall be deemed to have
been dully given or made or sent when made in writing and deposited in
the United States mail, registered and postage prepaid, and addressed
as follows:
TO LESSOR: 000 Xxx Xxxxxx Xxxxxxxx, Xxxxxxx
00000
TO LESSEE: 0000 Xxxxxxxxxx Xxxxxxxxx Xxxxxxxx,
Xxxxxxx 00000
B. The address to which any notice, demand, or other
writing may be given or made or sent to any party as above
provided may be changed by written notice given by the party as
above provided.
SECTION FIFTEEN
RIGHT TO PURCHASE
If Lessor should decide to sell or develop the demised
premises identified in Exhibit A, Lessor shall give to the Lessee a
thirty (30) day option to purchase said property at a purchase price
of Five Thousand and 00/100 ($5,000.00) Dollars per acre. Said option
shall terminate upon the thirtieth (30th) day after notice to the
Lessee by the Lessor of the Lessor's intention to sell or develop the
demised premises.
SECTION SIXTEEN
WAIVER
A waiver by Lessor of any breach of any covenant or duty of
Lessee under this Lease is not a waiver of a breach of any other
covenant or duty of Lessee, or of any subsequent breach of the same
covenant or duty.
SECTION SEVENTEEN
TIME OF THE ESSENCE
Time is of the essence of this Lease Agreement and all
of its provisions.
SECTION EIGHTEEN
GOVERNING LAW
It is agreed that this Lease Agreement shall be
governed by, construed, and enforced in accordance with the laws
of the State of Georgia.
SECTION NINETEEN
PARAGRAPH HEADINGS
The titles to the paragraphs of this Lease Agreement
are solely for the convenience of the parties and shall not be
used to explain, modify, simplify, or aid in the interpretation
of the provisions of this Lease Agreement.
SECTION TWENTY
ENTIRE AGREEMENT
This Agreement shall constitute the entire Agreement
between the parties. Any prior understanding or representation
of any kind preceding the date of this Agreement shall not be
binding upon either party except to the extent incorporated in
this Agreement.
SECTION TWENTY-ONE
MODIFICATION OF AGREEMENT
Any modification of this Agreement or additional
obligation assumed by either party in connection with this
Agreement shall be binding only if evidenced in writing signed by
each party or an authorized representative of each party.
IN WITNESS WHEREOF, each party to this Lease Agreement
has caused it to be executed on the date indicated above.
WAYCROSS AND XXXX COUNTY DEVELOPMENT
AUTHORITY (SEAL)
LESSOR
BY: /s/ [illegible] ------------
TITLE: Chairman
ATTEST:
BY: /s/ Xxxxx Xxxx ------------
TITLE: Secretary Signed,
sealed and delivered
in the presence of:
/s/ [illegible] Xxxxxx
-------------------------------
WITNESS
/s/ Xxxxxxx [illegible]
-------------------------------
NOTARY PUBLIC (SEAL)
MY COMMISSION EXPIRES: 6/28/97
HI-TECH PROPERTIES, INC. LESSEE
(SEAL)
BY: /s/ [illegible]
TITLE: Chairman
ATTEST:
BY: /s/ Xxxxxx Xxxxxxx
TITLE: Secretary
Signed, sealed and
delivered
in the presence of:
/s/ Xxxxxxx Xxxxxxx
------------------------------
WITNESS
/s/ Xxxxxxx [illegible]
------------------------------
NOTARY PUBLIC (SEAL)
MY COMMISSION EXPIRES: 6/28/97
Exhibit A
All that tract or parcel of land being 8.10 acres in Land Xxx 000 xx
xxx 0xx Xxxx Xxxxxxxx xx Xxxx Xxxxxx, Xxxxxxx, as shown on that plat
of Xxxxxxxx Xxxxx, Registered Land Surveyor, dated April 20, 1995,
a copy of which is attached hereto and made a part hereof by
reference, and to which plat reference is made hereby for a more
specific and detailed description as to metes and bounds, courses
and distances.
[Attached to Exhibit A is a map of 8.10 acres located in land lot
124 in the 8th Land District of Xxxx County, Georgia.]
