Permitted Use of Leased Premises. a. During the Lease Term of the applicable Leased Premises, Tenant shall use the Leased Premises solely for the purpose of operating a photography studio offering the taking and selling of portrait photographs and related products; the customization of portraits including oil portraits; the taking of passport and citizenship photographs; the sale of picture frames and other portrait accessories that do not compete with those that Landlord, from time to time, sells in the Store; the sale of photographic plaques; the copying and restoration of old photographs; the sale of portraiture related software and digital images; and the provision and sale of photographic lamination services, together with such services and merchandise that Landlord, from time to time and in its sole and absolute discretion, may approve in writing. b. During the Lease Term of the applicable Leased Premises and other than as permitted in the preceding paragraph, Tenant may not offer any additional services or products, or change the use of the Leased Premises, without prior written consent of Landlord’s Home Office Leasing Department, which such consent may be withheld in Landlord’s sole and exclusive judgment. c. Commencing on the actual Rent Commencement Date of the applicable Leased Premises and continuing until expiration or termination of this Master Lease in its entirety or as to the applicable Leased Premises, and provided that Tenant is not in Default (as defined in this Master Lease) as to the applicable Leased Premises, Landlord may not lease to a tenant, other than Tenant, space inside the applicable Store for the Primary Permitted Use (as defined in the following sentence) of the operation of a photography studio. “Primary Permitted Use” means that the tenant designates fifty per cent (50%) or more of the retail floor area of the applicable Leased Premises for use in accordance with this Master Lease. Tenant’s rights under this paragraph 1c become null and void, and Tenant will lose all rights herein, if Tenant ceases to use the applicable Leased Premises for the Primary Permitted Use of the operation of a photography studio; if Tenant Defaults (as defined in this Master Lease) as to the applicable Leased Premises; or if Tenant Transfers (as defined in this Master Lease) this Master Lease, either in its entirety or as to an applicable Leased Premises, or its rights or interests in this Master Lease, or sublets all or any portion of any Leased Premises Tenant leases under this Master Lease.
Appears in 1 contract
Sources: Master Lease Agreement (Cpi Corp)
Permitted Use of Leased Premises. a. During the Lease Term of the applicable Leased Premises, Tenant shall use the Leased Premises solely for the purpose of operating a photography studio offering the taking and selling of portrait photographs and related products; the customization of portraits including oil portraits; the taking of passport and citizenship photographs; the sale of picture frames and other portrait accessories that do not compete with those that Landlord[***], from time to time, sells in the Store; the sale of photographic plaques; the copying and restoration of old photographs; the sale of portraiture related software and digital images; and the provision and sale of photographic lamination services, together with such services and merchandise that Landlord, from time to time and in its sole and absolute discretion, may approve in writing[***].
b. During the Lease Term of the applicable Leased Premises and other than as permitted in the preceding paragraph, Tenant may not offer any additional services or products, or change the use of the Leased Premises, without prior written consent of Landlord’s Home Office Leasing Department, which such consent may be withheld in Landlord’s sole and exclusive judgment.
c. Commencing on the actual Rent Commencement Date of the applicable Leased Premises and continuing until expiration or termination of this Master Lease in its entirety or as to the applicable Leased Premises, and provided that Tenant is not in Default (as defined in this Master Lease) as to the applicable Leased Premises, Landlord may not lease to a tenant, other than Tenant, space inside the applicable Store for the Primary Permitted Use (as defined in the following sentence) of the operation of a photography studio. “Primary Permitted Use” means that the tenant designates fifty per cent (50%) or more of the retail floor area of the applicable Leased Premises for use in accordance with this Master Lease[***]. Tenant’s rights under this paragraph 1c become null and void, and Tenant will lose all rights herein, if Tenant ceases to use the applicable Leased Premises for the Primary Permitted Use of the operation of a photography studio; if Tenant Defaults (as defined in this Master Lease) as to the applicable Leased Premises; or if Tenant Transfers (as defined in this Master Lease) this Master Lease, either in its entirety or as to an applicable Leased Premises, or its rights or interests in this Master Lease, or sublets all or any portion of any Leased Premises Tenant leases under this Master Lease.
d. If Landlord breaches paragraph 1c, above, this paragraph 1d governs Tenant’s sole remedy at law or in equity, and in no event will Landlord be liable to Tenant for any damages even if actual, compensatory, or consequential.
(1) Tenant, within [***] days following Tenant’s receipt of any facts giving rise to the alleged breach, shall notify Landlord, in writing, of the alleged breach describing with particularity the facts and circumstances giving rise to the alleged breach and the date of commencement of the alleged breach. ***Confidential treatment requested.
(2) If Landlord fails to cure the alleged breach within at least [***] days following Landlord’s receipt of notice in accordance with the preceding paragraph, Tenant may terminate this Master Lease as to the applicable Leased Premises with at least [***] days written notice to Landlord stating the date on which Tenant will vacate the applicable Leased Premises. If Tenant fails to timely vacate the applicable Leased Premises, Tenant’s notice of termination will be deemed void; this Master Lease as to the applicable Leased Premises will continue in full force and effect, and Landlord will be deemed to have cured any alleged breach of paragraph 1c, above. Other than the right to seek specific performance for Landlord’s breach of paragraph 1a, above, Tenant waives any right it may have available to it at law or in equity for any Claim (as defined in this Master Lease) resulting from Landlord’s alleged breach of paragraph 1, above.
e. Despite the preceding paragraph, the following actions do not constitute a breach of this Master Lease by Landlord:
(1) Sales, marketing, and promotions by Landlord or any of Landlord’s affiliates, subsidiaries, officers, directors, employees, or agents, of any photographic services or products including, but not limited to, frames, accessories, and film; and
(2) Sales of one-hour photography developing products and services and the taking and sale of passport pictures by any other tenant in the store whose leases pre-date this Master Lease.
f. Tenant shall not sublet the applicable Leased Premises to a Sublessee. Tenant shall not permit any business or other operation to be conducted in the Leased Premises, other than the Permitted Uses designated in paragraph 1a, above, which must only be performed by Tenant.
g. Landlord will use commercially reasonable efforts to include Tenant on the blueprints for store expansions if Tenant is already leasing space in the Store being expanded.
Appears in 1 contract
Sources: Master Lease Agreement (Cpi Corp)