STANDARD INDUSTRIAL LEASE - NET
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
1. PARTIES. This lease, dated, for reference purposes only, August 18, 1994 is
made by and between ▇▇▇▇▇▇ ▇▇▇▇▇▇ Trust (heroin called "Lessor") and. Accord
Semiconductor Equipment Group, Inc. and ▇▇▇▇▇▇ ▇▇▇▇▇▇, Individually and ▇▇▇▇▇▇
▇▇▇▇▇▇, Individually (herein called "Lessee"),
2. PROMISES. Lessor hereby losses to Lessee and Lessee leases from Lessor for
the term, at the rental, and upon all of the conditions set forth herein, that
certain real property situated in the county of- Maricopa State of Arizona
commonly known as ▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇, ▇▇▇▇▇▇▇ and described as approximately
14,000 square foot building said real properly including the land and all
improvements therein, is heroin called "the promises".
3. TERM.
3.1 TERM. THE TERM OF THIS LEASE SHALL BE FOR FIVE (5) YEARS COMMENCING ON
October 1, 1994 AND ENDING ON SEPTEMBER 30, 1999 UNLESS SOONER TERMINATED
PURSUANT TO ANY PROVISION HEREOF.,
3.2 DELAY IN POSSESSION, NOTWITHSTANDING SAID COMMENCEMENT DATE, It (Of ANY
REASON LESSOR CANNOT DELIVER POSSESSION OF THE PROMISES 10 LESSEE ON SAID DATE.
LESSOR SHALL NOT BE SUBJECT TO ANY LIABILITY THEREFOR, NOR SHALL SUCH FAILURE
AFFECT THE VALIDITY OF THIS LEASE OR THE OBLIGATIONS OF LESSEE HEREUNDER OR
EXTEND THE TERM HEREOF, BUT IN SUCH CASE, LESSEE SHALL NOT BE OBLIGATED TO PAY
RENT UNTIL POSSESSION OF THE PROMISES IS TENDERED TO LOSSES, PROVIDED, HOWEVER,
THAT It LESSOR SHALL NOT HAVE DELIVERED POSSESSION OF THE PROMISES WITHIN SIXTY
(60) DAYS FROM SAID COMMENCEMENT DATE. LESSEE MAY, AT LESSEE'S OPTION. BY NOTICE
IN WRITING TO LESSOR WITHIN TON (10) DAYS THEREAFTER, CANCEL THIS LEASE, IN
WHICH EVENT THE PARTIES SHALL BE DISCHARGED FROM ALL OBLIGATIONS HEREUNDER;
PROVIDED FURTHER, HOWEVER. THAT IF SUCH WRITTEN NOTICE OF LESSEE IS NOT RECEIVED
BY LESSOR WITHIN SAID TON (10) DAY PERIOD. LESSEE 3 RIGHT TO CANCEL THIS LEASE
HEREUNDER SHALL TERMINATE AND BE OF NO FURTHER FORCE OR EFFECT.
3.3 EARLY POSSESSION, IT LESSEE OCCUPIES THE PROMISES PRIOR TO SAID
COMMENCEMENT DATE, SUCH OCCUPANCY SHALL BE SUBJECT TO ALL PROVISIONS HEREOF,
SUCH OCCUPANCY SHALL NOT ADVANCE THE TERMINATION DATE, AND LESSEE SHALL PAY RENT
FOR SUCH PERIOD AT THE INITIAL MONTHLY RATES SET FORTH BELOW.
4. RENT. LESSEE SHALL PAY TO LESSOR AS RENT FOR THE PROMISES, MONTHLY PAYMENTS
OF $ see paragraph 48, IN ADVANCE, ON THE first DAY OF EACH MONTH OF THE TERM
HEREOF. LESSEE SHALL PAY LESSOR UPON THE EXECUTION HEREOF $*5,880.00 AS RENT FOR
amount does not include NNN charges nor rental tax.
RENT FOR ANY PERIOD DURING THE TERM HEREOF WHICH IS FOR LESS THAN ONE MONTH
SHALL BE A PRO RATE 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 Of AT SUCH OTHER PLACES AS LESSOR MAY DESIGNATE IN WRITING.
5. SECURITY DEPOSIT LESSEE SHALL DEPOSIT WITH LESSOR UPON EXECUTION HEREOF
$25,000.00 AS SECURITY FOR LESSEE'S FAITHFUL PERFORMANCE OF LESSEE'S OBLIGATIONS
HEREUNDER. 11 LOSSES FALLS TO PAY RENT OR OTHER CHARGES DUO 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. 11 LESSOR SO USES OR APPLIES
ALL of ANY PORTION OF SAID DEPOSIT. LESSEE SHALL WITHIN TAN (10) DAYS ALTER
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 MALARIAL BREACH OF THIS LEASE. LESSOR SHALL NOT BE REQUIRED
TO KEEP SAID DEPOSIT SEPARATE FROM ITS GENERAL ACCOUNTS. IT LESSEE PERFORMS ALL
OF LESSEE'S OBLIGATIONS HEREUNDER. SAID DEPOSIT, OF 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 LASSOS FOR LESSOR'S OPTION, TO THE
LAST ASSIGNEE, IF ANY, OF LESSEE'S INTEREST HEREUNDER) AT THE EXPIRATION OF THE
TERM HEREOF. AND SLIER LESSEE HAS VACATED PREMISES. NO TRUST RELATIONSHIP IS
CREATED HEREIN BETWEEN LESSOR AND LESSEE WITH RESPECT TO SAID SECURITY DEPOSIT.
office and warehouse for semi conductor equipment
6. Use.
6.1 Use. The Promises shall be used and Occupied only for And RELATED
business or any other use which Is reasonably comparable and for no other
purpose.
6.2 Compliance with Law.
(a) Lessor warrants to Losses that the Premises, In its state existing
on the DATE THAT THE LEASE form commences. but without regard to the use for
which Lessee will use the Promises, 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. tacitly 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 Losses at Lessee's sole cost. The warranty contained In this paragraph 6.2
(a) shall be of no force of effect it, prior to the date of this Lease, Lessee
was the owner or occupant of the Promises. and. In such event. Lessee shall
correct any such violation of 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
L03SOO 01 Ins Promises. Lessee shall not use nor permit the use of the Promises
In any manner that will tend to create Waste or a nuisance of. it there shall be
more than one tenant In the building containing the Promises. shall land to
disturb such other tenants.
6.3 Condition of Promises.
(a) Lessor shall deliver the Promises 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
hosting, and loading doors in the Promises shall be in good operating condition
on the Lease commencement date. In the event that It Is determined that this
warranty has bean violated, then it shall be the obligation of Lessor, after
receipt of written notice from Losses 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 It prior to
the date of this Lease, Lessee was the owner or occupant of the Premises.
(b) Except as otherwise provided in this Lease. Losses hereby accepts
the Promises In their condition existing as of the Lease commencement date or
the date that Lessee takes Possession of the Promises. whichever is earlier.
subject to all applicable zoning. municipal. county and state laws. ordinances
and regulations governing and regulating the Us* Of the Premises, and any
covenants or restrictions of me" And accepts this Lease subject thereto and to
all matters disclosed thereby and by any exhibits attached hereto. Losses
acknowledges that neither Lessor nor Lessor's agent has made any representation
of warranty as to the present or future suitability of the Promises for the
conduct of Lessee's business.
7. Maintenance, Repairs and Alterations
7.1 Lessee's Obligations. Lessee shall keep in good order. condition and
repair the Promises and every part thereof. structural and non structural.
(whether or not such portion of the Promises requiring repair. or the means of
repairing the same are reasonably or readily accessible to Lessee. and whether
or not the need for such repairs occurs as a result of Lessee's use. any prior
use. the elements or the age of such portion of the Premises) INCLUDING, WITHOUT
limiting the generality of the foregoing. all plumbing. heating. air
conditioning (Lessee shall procure and maintain. at Lessee's expense, an air
conditioning system maintenance contract) ventilating. electrical. lighting
facilities and equipment within the Promises. fixtures, walls (interior and
exterior), foundations, callings, roots (interior and exterior), floors,
windows, doors, late glass and skylights LOCATED within the Promises. and all
landscaping. driveways. parking lots, fences and signs located on the Premises
and sidewalks and parkways adjacent to the Promises.
7.2 Surrender. On the last day of the term hereof, or on any sooner
termination. LOS308 shall surrender the Promises to Lessor in the same condition
as when received, ordinary west and teat excepted, clean and free of debris.
Lessee shall repair any damage to the Promises
by the installation or removal of Lessee's trade fixtures, furnishings and
equipment. Notwithstanding anything to the contrary otherwise stated in this
Lease, Lessee shall leave the air lines, power panels, electrical distribution
systems. lighting fixtures, space heaters, air conditioning, plumbing and
fencing on the premises in good operating condition.
7.3 Lessor's Rights. It Lessee fails to perform Lessee's obligations under
this Paragraph 7, or under any other paragraph of this Lease. Lessor may at its
option (but shall not be required to) enter upon the Promises alter ton (10)
days' prior written notice to Lessee (except in the case of an emergency, in
which case no notice shall be required). perform such obligations on Lessee's
behalf and put the same in good order, condition and repair, and the cost
thereof together with Interest thereon at the rate of 15% shall become due and
payable as additional rental to Lessor together with Lessee's next rental
Installment.
7.4 Lessor's Obligations. Except for the obligations of Lessor under
Paragraph 6.2(a) and 6.3(a) (relating to Lessor's warranty). Paragraph 9
(relating to destruction of the Promises) and under paragraph 14 (relating to
condemnation of the Promises), it is intended by the parties hereto that Lessor
have no obligation, In any manner whatsoever, to repair and maintain the
Premises nor the building located thereon not the equipment therein, whether
structural or non structural, all of which obligations are intended to be that
of the Lessee under Paragraph 7.1 hereof. Los a expressly waives the benefit of
any statute now or 'hereinafter in effect which would otherwise afford Lessee
the right to make repairs at Less see expense of 10 terminate this Lease because
of Lessor's failure to keep the promises in good order, condition and repair.
7.5 Alterations and Additions.
(a) Lessee shall not, without Lessor's prior written consent make any
alterations. improvements, additions. or Utility Installations in. on of whether
or not in excess of $2,500 in cumulative cost. Lessee shall make no change or
alteration 10 the exterior of the Premises no a about the Premises, except for
nonstructural alterations not exceeding $2,500 in cumulative costs during the
term of this Leas In any event, 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.
Lasso( 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-hall times the
estimated cost of such improvements, to insure Lessor against any liability lot
mechanic's and materialmen's lions and to insure Completion of the work. Should
Lessee make any alterations. improvements. Additions of 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. It 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 as Provided by law, If Lessee shall,
In good faith, contest the validity of any such lien. claim Or as Provided by
law, If Lessee shall, In good faith, contest the validity of any such lien.
claim Or 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 Promises, upon the condition
that if Lessor shall require, Lessee shall furnish to Lessor a surety bond
satisfactory to Lessor 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 10
pay Lessor's attorneys lees and costs in participating In such action it Lessor
shall decide It Is to Its best Interest to do so.
(d) Unless Lessor requires their removal, as sot 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 Promises at the expiration of the term.
Notwithstanding the provisions of this paragraph 7.5 (d), Lessee's machinery and
equipment, of her 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 the Paragraph
7.2.
8.1 Insuring Party. As used In this Paragraph 8, the term "insuring -party"
shall mean the party who has the obligation to obtain the Properly Insurance
(squired hereunder. The insuring ▇▇▇▇▇ shall be designated in Paragraph 46
hereof. In the event Lessor Is the insuring party. Lessor shall also maintain
the liability insurance described in paragraph 8.2 hereof, In addition to, and
not In lieu of, the insurance required to be maintained by Losses under said
paragraph 8.2, but Lessor shall not be (squired to name Lessee as an additional
Insured on such policy. Whether the insuring pelf Is the Lessor or the Lessee,
Lessee shall, as additional rent for the Promises, pay the cost of all Insurance
required hereunder, except lot that portion of the cost attributable to Lessor's
liability Insurance coverage In excess of $1,000,000 per occurrence. It Lessor
is the Insuring party LOSSES shall, within ton (10) days following demand by
Lessor, reimburse Lessor for the cost of the Insurance so obtained.
8.2 Liability Insurance. Lessee shall, at Lessee's expense obtain and keep
In force during the term of this Lease a policy of Combined Single Limit, Bodily
Injury and Properly Damage insurance Insuring Lessor and Losses against any
liability arising out of the ownership, use, occupancy or maintenance of the
Promises and all areas appurtenant therein. Such Insurance shall be a combined
single limit policy In an amount not less than $500.000 ▇▇▇ occurrence. The
policy shall insure performance by Lessee of the indemnity provisions of this
Paragraph 8. The limits of said insurance shall not. however, limit the
liability of Lessee hereunder.
8.3 Properly Insurance,
(a) The insuring party shall obtain and keep in force during the form
of this Lease a policy or policies of insurance covering loss or damage to the
Promises, in the amount of the full replacement value thereof, as the same may
exist from time to time, which replacement value is now $750,000.00 but In no
event less than the total amount required by lenders having lions on the
Promises. against all perils included within the classification of lire,
extended coverage, vandalism, malicious mischief, flood (In the event same is
required by a lender having a lion 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 (he 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 properly 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.
It 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
Promises, then Lessee shall pay for any Increase in the property insurance of
such other building or buildings it said Increase if, caused by Lessee's Acts,
omissions, use or occupancy of the Promises.
(c) 11 the Lessor is the insuring party the Lessor will not Insure
Lessee's fixtures, equipment or tenant improvements unless [he tenant
improvements have become a part of the Promises under paragraph 7, hereof. But
if Lessee is the Insuring party the Lessee shall insure its fixtures, equipment
and tenant improvements.
8.4 Insurance Policies. Insurance required hereunder shall be in companies
holding a "General Policyholders Rating" of at least 8 plus. or such other
rating as may be required by a lender having a lien on the Premises, as set
forth in the most current issue of "Best's Insurance Guide". The insuring ▇▇▇▇▇
shall deliver to the other party copies of policies of such insurance of
certificates evidencing the existence and amounts of such insurance with loss
payable clauses as required by this paragraph 8. No such policy shall be
cancelable or subject to reduction of coverage or other modification except
after thirty (30) days' prior written notice to Lessor. It Lessee is the
insuring party Lessee shall, at least thirty (30) days prior to the expiration
of such policies, furnish Lessor with renewals or "binders" thereof, or Lessor
may order such insurance and charge the cost thereof to Lessee, which amount
shall be payable by Lessee upon demand. Lessee shall not do or permit to be done
anything which shall invalidate the insurance policies referred to in Paragraph
8.3. 11 Lessee does or permits to be done anything which shall increase the cost
of the insurance policies retorted to in Paragraph 8,3, then Lessee shall
forthwith upon Lessor's demand reimburse Lessor for any additional premiums
attributable to any act or omission or operation of Lessee causing such increase
In the cost of insurance. If Lessor Is the Insuring party, and it the insurance
policies maintained hereunder cover other improvements in addition to the
Promises, Lessor shall deliver to Lessee a written statement setting forth the
amount of any such insurance coal Increase and showing in reasonable detail the
manner In which It has been computed.
8.5 Waiver of Subrogation. Lessee and Lessor each hereby release and
relieve the other and waive their entire right of recovery against the other for
loss or damage arising out of or incident to the perils insured against under
paragraph 8.3, which perils occur in. on or about the Promises. whether due to
the negligence of Lessor or Lessee or their agents, employees, contractors
and/or invitees. Lessee and Lessor shall. upon obtaining the policies of
Insurance required hereunder, give notice to the insurance carrier or carriers
that the foregoing mutual waiver of subrogation is contained In THIS LEASE.
8.6 Indemnity. Lessee shall Indemnity and hold harmless Lessor from and
against any and all claims arising from Lessee's use of the Premises, or from
the conduct of Lessee's business or from any activity, work or things done,
permitted or suffered by Lessee in or about the Premises Or elsewhere and shall
further indemnify and hold harmless Lessor from and against any and all claims
arising from any breach of default in the performance of any obligation on
Lessee's part to be performed under the terms of this Lease, or arising from any
negligence of the Lessee. of any of Lessee's agents, contractors, of employees,
and from and against all costs, attorney's fees, expenses and liabilities
incurred in the defense of any such Claim or any action or PROCEEDING BROUGHT
THEREON; AND IN CASE ANY ACTION OR PROCEEDING be BROUGHT AGAINST LESSOR BY
REASON OF ANY SUCH CLAIM, LESSEE upon notice from Lessor shall defend the SAME
AT LESSEE'S EXPENSE by COUNSEL SATISFACTORY TO LESSOR. LESSEE, as A MATERIAL
PART of the consideration to Lessor, hereby assumes all risk of damage to
properly or injury to persons, In, upon or ABOUT THE PREMISES ARISING FROM ANY
CAUSE AND LESSEE hereby waives all claims In respect thereof against Lessor.
8.7 EXEMPTION OF LESSOR FROM LIABILITY. Lessee hereby agrees that Lessor
shall not be liable for Injury to Lessee's business or any loss of income
therefrom or for damage to the goods, wares, merchandise or other properly of
Lessee, Lessee's employees. invitees. customers. or any other person in or about
the Premises, nor shall Lessor be liable for injury to the person of Lessee,
Lessee's employees, agents or contractors, whether such damage or injury Is
caused by or results from fire, steam, electricity, gas, water or rain, or from
the breakage, leakage, obstruction of other detects of pipes, sprinklers, wires,
appliances, plumbing. air conditioning or lighting fixtures, or from any other
cause. whether the said damage or injury results from conditions arising upon
the Premises of upon other portions of the building of which the Premises are a
part, or from other sources or places and regardless of whether the cause of
such damage of Injury or the means of repairing the same is inaccessible to
Lessee. Lessor shall not be liable lot any damages arising from any act or
neglect of any other tenant. if any. of the building in which the Premises are
located.
9 Damage or Destruction.
9.1 Definitions.
(a) "Promises Partial Damage" shall herein mean damage or destruction
to the Promises to the extent that the cost of repair Is less than 50% Of the
then replacement cost of the Premises. "Promises 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) "Promises Total Destruction" shall herein mean damage or
destruction to the Promises 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 of destruction to the building of which
the Promises are a part to the extent that the cost of repair is 60% or more of
the than 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,
9.2 Partial Damage -Insured Loss. Subject to the provisions of paragraphs
9.4, 9.5 and 9.6, If at anytime during the term of this Lease there is damage
which is an Insured Loss and which falls into the classification of Premises
Partial Damage or Premises Building Partial Damage, then Lessor shall, at
Lessor's expense, repair such damage, but not Lessee's fixtures, equipment or
tenant improvements unless the same have become a part of the Premises pursuant
to Paragraph 7.5 hereof as soon as reasonably possible and this Lease shall
continue In lull force and Affect. Notwithstanding the above, It the Lessee Is
the Insuring party, and It the Insurance proceeds received by Lessor are not
sufficient to effect such repair, Lessor shall give notice to Lessee of the
amount required In addition to the Insurance proceeds to effect such repair.
Lessee shall contribute the required amount to Lessor within ten days after
Lessee has received notice from Lessor of the shortage In the Insurance. When
Lessee shall contribute such amount to Lessor, Lessor shall make such repairs as
soon as reasonably possible and this Lease shall continue in full force and
effect. Lessee shall In no event have any right to reimbursement for any such
amounts so contributed.
9.3 Partial Damage Uninsured Loss. Subject to the provisions of Paragraphs
9.4, 9.5 and 9.6, It at any time during the term of this Lease there is damage
which Is not an Insured Loss and which falls within the classification of
Premises Partial Damage or Premises Building Partial Damage, unless caused by a
negligent or willful act of Lessee (In which event Lessee shall make the repairs
at Lessee's expense), Lessor may at Lessor's option either (1) repair such
damage as soon as reasonably possible at Lessor's expense, In which event this
Lease shall continue In full force and effect, or (11) give written notice to
Lessee within thirty (30) days after the date of the occurrence of such damage
of Lessor's Intention to cancel and terminate this Lease, as of the date of the
occurrence of such damage. In the event Lessor elects to give such notice of
Lessor's intentions to cancel and terminate this Lease, Lessee shall have the
right within ton (10) days after the receipt of such notice to give written
notice to Lessor of Lessee's intention to repair such damage at Lessee's
expense, without reimbursement from Lessor, In which event this Lease shall
continue In full force and effect, and Lessee shall proceed to make such repairs
as soon as reasonably possible. If Lessee does not give such notice within such
10-day period this Lease shall be cancelled and terminated as of the date of the
occurrence of such damage.
9.4 Total Destruction, If at any time during the term of this Lease there
Is damage, whether or not an Insured Loss. (including destruction required by
any authorized public authority), which falls into the classification of
Promises Total Destruction or Promises Building Total Destruction, this Lease
shall automatically terminate as of the date of such total destruction.
9.5 Damage Near End of Term.
(a) 11 at anytime 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 Promises 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, Lassos shall exercise such option, It it Is to
be exercised at all, no later than 20 days after the occurrence of an Insured
Loss falling within the classification of Promises Partial Damage during the
last six months of the term of this Lease. It Lessee duly exercise 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 lull force and
effect, 11 Lessee falls 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.
9.6 ABATEMENT OF RENT; LESSEE'S REMEDIES.
(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 tent payable hereunder for the period during which such
damage, repair or restoration continues shall be abated proportion to the degree
to which Lessee's use of the Premises Is Impaired.. Except for abatement of
tent, It any. Lessee shall have no claim make against Lessor lot any damage
suffered by reason of any such damage, destruction, repair or restoration.
(b) 11 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 Lea so b giving Lessor written notice
of Lessee's election to do so at anytime prior to the commencement of such
repair or restoration. In such event this ease shall terminate as of the ▇▇▇▇ of
such notice.
9.7 Termination -Advance Payments. Upon termination of this Lease pursuant
to this Paragraph 9, an equitable adjustment shall be made concerning advance
tent and any advance payments made by Lessee to Lessor. Lessor shall, In
addition, return to Lessee so much of Lessee's security deposit as has not
theretofore been applied by Lessor.
9.8 Waiver. Lessor and Lessee waive the provisions Of any statutes which
relate to termination Of LEASES when leased properly is destroyed and agree that
such event shall be governed by the terms of this Lease.
10. Real Property Taxes.
10.1 Payment of Taxes. Lessee shall pay the real property tax, as defined
In paragraph 10.2, Lease. All such payments shall be made at least ten (10) days
prior to the delinquency date of such payment Lessee shall promptly furnish
Lessor with satisfactory evidence that such taxes have been paid. 11 any such
taxes paid by Lessee shall cover any period of time prior to or alter the
expiration of the term hereof, Lessee's share of such taxes shall be equitably
prorated to cover only the period of time within the tax fiscal year during
which this Lease shall be In effect, and Lessor shall reimburse Lessee to the
extent required. If Lessee shall fail to pay any such taxes, Lessor shall have
the right to pay the same, In which case Lessee shall repay such amount to
Lessor with Lessee's next rent installment together with Interest at the rate of
15%
10.2 Definition of "Real Properly Tax". As used herein, the term "real
property tax" shall Include any form of real estate tax or assessment, general,
special, ordinary of extraordinary, and any license fee, commercial rental tax.
Improvement bond or bonds, levy or lax (other than inheritance, personal income
or estate taxes) Imposed on the Promises by any authority having the direct or
indirect power to tax, including any city, slate 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 Promises are 'a part, as against
Lessor's right to rent of other income therefrom, and as against Lessor's
business of leasing the Promises. 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 of fight not charged prior to June 1, 1978,
or, 11 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 Is Imposed by reason of this transaction, any modifications or
changes hereto, of any transfers hereof
10.3 Joint Assessment. it the Premises are not separately assessed,
Lessee's liability shall be an equitable proportion of the real property taxes
lot all of the land and improvements included within the tax parcel assessed,
such proportion to be determined by Lessor from the respective valuations
assigned in [he assessor's work shoots Of such other Information as may-be
reasonably available. Lessor's reasonable determination thereof, in good faith,
shall be conclusive.
10.4 PERSONAL PROPERTY TAXES.
(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 Promises 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) 11 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 alter receipt of a written statement setting forth the taxes
applicable to Lessee's property.
11. Utilities. Lessee shall pay lot all water, gas, heat, light, power,
telephone and other utilities and services supplied to the Promises. together
with any taxes thereon. If any such services are not separately metered to
Lessee, Lessee shall pay a reasonable proportion to be determined by Lessor of
all charges jointly metered with other promises.
12. Assignment and Subletting.
12.1 Lessor's Consent Required. Lessee shall not voluntarily or by
operation of law assign, transfer, mortgage, sublet, or otherwise transfer or
encumber all or any part of Lessee's interest In this Lease or in the Promises,
without Lessor's prior written consent, which Lessor shall not unreasonably
withhold. Lessor shall respond to Lessee's request for consent hereunder in a
timely manner and any attempted assignment. transfer, mortgage, encumbrance or
subletting without such consent shall be void, and shall constitute a breach of
this Lease.
12.2 LEASES AFFILIATE. Notwithstanding the provisions of paragraph 12.1
hereof, Lessee may assign or sublet the Promises. of any portion thereof without
Lessor's Consent, to any corporation which controls, Is controlled by or It
UNDER COMMON CONTROL WITH Lessee, or to any corporation resulting from the
merger or consolidation with Lessee, or to any person or entity which acquires
all the assets of Lessee as a going concern of the business that is being
conducted on the Promises, provided that said assignee assumes. In full, the
obligations of Lessee under this Lease. Any such assignment shall not in any
way, affect or limit the liability of Lessee under the terms of this Lease even
it alter such assignment or subletting the terms of this Lease are materially
changed or altered without the consent of Lessee, the consent of whom shall not
be necessary.
12.3 No Release of Lessee. Regardless of Lessor's consent, no subletting or
assignment shall release Lessee of Lessee's obligation or alter the primary
liability of Lessee to pay the ten; and to perform all other obligations to be
performed by Lessee hereunder. The acceptance of rent by Lessor from any other
person shall not be deemed to be a waiver by Lessor of any provision hereof.
Consent to one assignment or subletting shall not be deemed consent to any
subsequent assignment or subletting. In the event of default by any assignee of
Lessee or any successor of Lessee, In the performance of any of the terms
hereof, Lessor may proceed directly against Lessee without the necessity, of
exhausting remedies against said assignee. Lessor may consent to subsequent
assignments or subletting of this Lease or amendments of modifications to this
Lease with assignees.
of Lessee, without notifying Lessee, or any successor of Lessee, and without
obtaining Its or their consent thereto and such action shall not relieve Lessee
of liability under this Lease,
12.4 Attorney's Fees. In the event Lessee shall assignor sublet the
Premises or request the consent of Lessor to any assignment or subletting or it
Lessee shall request the consent of Lessor lot any act Lessee proposes to do
then Lessee shall pay Lessor's reasonable attorneys 1003 Incurred in connection
therewith, such attorneys fees not to exceed $350.00 for each such request.
13. Defaults; Remedies.
13.1 Defaults The occurrence of any one or more of the following events
shall constitute a material default and breach of this Lease by Lessee:
(a) The vacating or abandonment of the Promises by Lessee.
(b) The failure by Lessee to make any payment of rent or any other
payment required lobe made by Lessee hereunder. as and when due, where such
failure shall continue lot a period of three days after written notice [hereof
from Lessor to Lessee. In the event that Lessor serves Lessee with a Notice to
Pay Rent or Quit pursuant to applicable Unlawful Detainer statutes such Notice
to Pay Rent or Quit shall also constitute the notice requited by this
subparagraph.
(c) The failure by Lessee to observe or perform any of the covenants,
conditions or provisions of this Lease so 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 It the nature of Lessee's default Is such that more than
30 days ate reasonably required for its cure. then Lessee shall not be deemed to
be in default It 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. ss. 101 of any successor statute thereto (unless, In the case of a
petition filed against Lessee, the same Is dismissed within 60 days): (iii) [he
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.
(a) 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.
13.2 Remedies. In the event of any such material default or breach by
Lessee, Lessor may at any time thereafter, with or without notice or demand and
without limiting Lessor in the exercise of any right or remedy which Lessor may
have by reason of such default or breach:
(a) Terminate Lessee's fight to possession of the Premises by any
lawful means, In which case this Lease shall terminate and Lessee shall
immediately surrender tender 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 retailing, 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 alter the time of such award exceeds the amount of such
rental loss for the same period the 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
Promises, 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 font as
it becomes due hereunder,
(c) Pursue any other remedy now or hereafter available to Lessor under
the laws or judicial decisions of the slate wherein the Promises 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.
13.3 Default by Lessor. Lessor shall not be In default unless Lessor (site
to perform obligations required of Lessor within a reasonable time, but in no
event later than thirty (30) days after written notice by Lessee to Lessor and
to the holder of any first mortgage or deed of trust covering the Premises whose
name and address shall have theretofore been furnished to Lessee In writing,
specifying wherein Lessor has failed to perform such obligation provided I
however, that If the mature of Lessor's obligation Is such that more than thirty
(30) days are required for performance than Lessor shall not be in default If
Lessor commences performance within such 30-day period and thereafter diligently
prosecutes the same to completion.
13.4 Late Charges. Lessee hereby acknowledges that late payment by Lessee
to Lessor of rent and other sums due hereunder will cause Lessor to incur costs
not contemplated by this Lease, the exact amount of which will be extremely
difficult to ascertain. Such costs include, but are not limited 10, processing
and accounting charges, and late charges which may be Imposed on Lessor by the
terms of any mortgage or trust dead covering the Promises. Accordingly, it any
installment of rent or any other sum due from Lessee shall not be received by
Lessor's designee within ten (10) days after such amount shall be due, then,
without any requirement for notice to Lessee. Lessee shall pay to Lessor a late
charge equal to 6% of such overdue amount, The parties hereby agree that such
late charge represents a fair and reasonable estimate of the costs Lessor WILL
incur by reason of late payment by Lessee. Acceptance of such late charge by
Lessor shall In no event constitute a waiver of Lessee's default with respect to
such overdue amount, nor prevent Lessor from exercising any of the other fights
and remedies granted hereunder. In the event that a late charge is payable
hereunder, whether or not collected, for three (3) consecutive Installments of
rent, then tent shall automatically become due .and payable quarterly in
advance, rather than monthly, notwithstanding paragraph 4 or any other provision
of this Lease to the contrary.
13.5 Impounds. In the event that a late charge is payable hereunder,
whether or not collected, for three (3) installments of sent of any other
monetary obligation of Lessee under the terms of this Lease, Lessee shall pay to
Lessor, it Lessor shall so request, in addition to any other payments required
under this Lease, a monthly advance installment, payable at the same time as the
monthly rent as estimated by Lessor, FOR REAL PROPERTY Tax and insurance
expenses on the Premises which are payable by Lessee under the terms of this
Lease. SUCH FUND SHALL BE ESTABLISHED to insure a payment when due, before
delinquency, of any or all such real property taxes and insurance premiums. If
the amounts paid to Lessor by Lessee under the provisions of this paragraph are
Insufficient to discharge the obligations of Lessee to pay such real property
taxes and insurance premiums as the same become due, Lessee shall pay to Lessor
upon Lessor's demand, such additional sums necessary to pay such obligations.
All moneys paid to Lessor under this paragraph MAY be intermingled with other
moneys of Lessor and shall not bear Interest. In the event of a default In the
obligations of Lessee to perform under this Lease, then any balance remaining
from funds paid to Lessor under the provisions of this paragraph MAY, AT THE
OPTION OF LESSOR, BE APPLIED TO THE PAYMENT OF ANY MONETARY DEFAULT OF LESSEE IN
LIEU OF BEING APPLIED TO THE PAYMENT OF REAL PROPERTY TAX AND INSURANCE
PREMIUMS.
14. Condemnation. I (the Promises or any portion thereof are taken under the
power of eminent domain, or sold under the threat of the exercise of said power
(all of which are herein called "condemnation"), this Lease shall terminate as
to the part so taken as of the ▇▇▇▇ the condemning authority lakes title or
possession, whichever first occurs, 11 more than 10% of the floor area of the
building on the Premises, or more than 25% of the land area of the Premises
which is no( occupied by any building, is taken by condemnation, Lessee may, at
Lessee's option, to be exercised in writing only within Ion (10) days after
Lessor shall have given Lessee written notice of such taking (or in the absence
of such notice, within ten (10) days allot the condemning authority shall have
taken possession) terminate this Lease as of the date the condemning authority
takes such possession. If Lessee does not terminate this Lease In accordance
with the foregoing. this Lease shall remain In full force and effect as to the
portion of the Premises remaining, except that the rent shall be reduced In the
proportion that the floor area of the building taken bears to the total floor
area of the building situated on the Promises. No reduction of rent shall occur
If the only Area taken Is that which does not have a building located thereon.
Any award for the taking of all or any part of the Promises under the power of
eminent domain or any payment made under threat of the exorcise of such power
shall be the property of Lessor, whether such award shall be made as
compensation for diminution in value of the leasehold or for the taking of the
fee, or as severance damages: provided, however. that Lessee shall be entitled
to any award for loss of or damage to Lessee's trade fixtures and removable
personal property. In the event that this Lease Is not terminated by reason of
such condemnation. Lessor shall to the extent of severance damages received by
Lessor in connection with such condemnation, repair any damage to the Promises
caused by such condemnation except to the extent that Lessee has been reimbursed
therefor by the condemning authority. Lessee shall pay any amount In EXCESS of
such severance damages required to complete such repair,
15. Broker's Fee.
(a) Upon execution of this Lease by both parties. Lessor shall pay to J
& J Commercial Properties, Inc. 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 $
separate agreement 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 alter
the expiration of the form of this Lease after having failed to exercise an
Option, or It 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 (eat property of any part thereof, when such ▇▇▇ Is
due hereunder, Any transferee of Lessor's interest in this Least, 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 [he provisions of this Paragraph 15.
16. Estoppel Certificate.
(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 (1) certifying that this Lease Is unmodified and In full
force and effect (or, It 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 a material breach of this Lease or shall by -Wag
conclusive upon Lessee (I) that this Lease is in full force and effect, without
modification except as may be represented by Lessor, (it) that there a no
uncured defaults In Lessor's performance, and (ill) that not more than one
month's (ant has been paid In advance or such failure may I 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 purchaser
designated by Lessor such financial statements of Lessee as may be reasonably
required by such lender or purchaser. Such statement shall include the Past
111180 years' financial statements of Lessee. All such financial statements
shall be received by Lessor and such lender purchaser in confidence and shall be
used only for the purposes herein set forth.
17. Lessor's Liability. The term "Lessor" as used herein shall mean only the
owner or owners at the time In question of the fee title or a lessee Interest in
a ground lease of the Promises, and except as expressly provided In Paragraph
15, In the event of any transfer of such title or interest Lessor herein named
(and in case of any subsequent transfers then the grantor) shall be relieved
from and after the dais of such transfer of a LIABILITY AS respects Lessor's
obligations thereafter to be performed, provided a fund In the hands of Lessor
or the then grantor at the time such transfer, in which Lessee has an Interest,
shall be delivered to the grantee. The obligations contained In this Lease to be
performed by Lessee shall, subject as aforesaid, be binding on Lessor's
successors and assigns, only during their respective periods of ownership.
18. SeverabilIity, The Invalidity of any provision of this Lease as determined
by a court of competent jurisdiction, shall in no way affect the validity of any
other provision hereof,
19. Interest on Past-due Obligations. Except as expressly herein provided, any
amount due to Lessor not paid when due shall bear interest at the rate of 15%
from the date due. Payment of such Interest shall not excuse or cure any default
by Lessee under this Lease provided, however, that interest shall not be payable
on late charges incurred by Lessee nor on any amounts upon which late charges
are paid by Lessee.
20. Time of Essence. Time is of the essence.
21. Additional Rant. Any monetary obligations of Lessee to Lessor under the
terms of this Lease shall be deemed to be rent.
22. Incorporation of Prior Agreements; Amendments. This Lease contains all
agreements of the parties with respect to any matter mentioned herein. NO prior
agreement or understanding pertaining to any such matter shall be effective.
This Lease maybe modified In writing only, signed by the parties in Interest at
the time of the modification, Except as otherwise stated In this Lease, Lessee
hereby acknowledges that neither the (as estate broker listed In Paragraph 15
hereof nor any cooperating broker on this transaction not the Lessor or any
employees or agents of any of said persons has made any oral or written
warranties or representations to Lessee relative 19 the condition or use by
Lessee of said Premises and Lessee acknowledges that Losses assumes all
responsibility regarding the Occupational Safety Health Act. the legal use and
adaptability of the Premises and the compliance thereof with all applicable laws
and regulations In effect DURING THE TERM OF THIS LEASE EXCEPT AS OTHERWISE
SPECIFICALLY STATED in this Lease.
23. Notices. Any notice required or permitted to be given hereunder shall be In
writing and me be given by personal delivery or by certified mail, and it given
personally or by mail, shall be deemed sufficiently given If addressed to Lessee
or to Lessor at the address noted below the signature of the respective parties,
as the case may be. Either party may by notice to the other specify a different
address for notice purposes except that upon Lessee's taking possession of the
Promises, the Premises shall constitute Lessee's address for notice purposes. A
copy of all notices required or permitted to be given to Lessor hereunder shall
be concurrently transmitted to such party or parties at such addresses as Lessor
may from time to time hereafter designate by notice to Lessee.
24. Waivers. NO waiver by Lessor or any provision hereof shall be deemed a
waiver of any other provision hereof or of any subsequent breach by Lessee of
the same or any other provision. Lessor's consent to, or approval of, any act
shall not be deemed to render unnecessary the obtaining of Lessor's consent to
or approval of any, subsequent act by Lessee. The acceptance of rent hereunder
by Lessor shall not boa waiver of any preceding breach by Lessee of any
provision hereof, other than the failure of Lessee to pay the particular rent so
accepted, regardless of Lessor's knowledge It such preceding breach at the lime
of acceptance of such rent,
25. Recording. Either Lessor or Lessee shall, upon request of the other,
execute, acknowledge and deliver to the other a "short form" memorandum of this
Lease for recording purposes.
26. Holding Over. It Lessee, with Lessor's consent, remains In possession of the
Premises or any part thereof after the expiration of the term hereof, such
occupancy shall be a tenancy from month to month upon all the provisions of this
Lease pertaining to the obligations of Lessee, but all options and rights of
first refusal, it any, granted under the terms of this Lease shall be deemed
terminated and be of no further effect during said month to month tenancy.
27. Cumulative Remedies. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies at
law at in equity.
28. Covenants and Conditions. Each provision of this Lease per formable by
Lessee shall be deemed both a covenant and a condition.
29. Binding Effect,, Choice of Low. Subject to any provisions hereof restricting
assignment or subletting by Lessee and subject to the provisions of Paragraph
17, this Lease shall bind the par ties, their personal representatives,
successors and assigns. This Lease shall be governed by the laws of the Slate
wherein the Promises are located.
30. SUBORDINATION.
(a) This Lease. at Lessor's option, shall be subordinate to any ground
lease, mortgage, dead of trust, or any other hypothecation or security now or
hereafter placed upon the real properly 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 fight to quiet possession of the
Promises shall not be disturbed if Lessee Is not in default and so long as
Lessee shelf pay the tent and observe and perform all of the provisions of this
Lease, unless this Lease Is otherwise terminated pursuant to its terms. 11 any
mortgagee, trustee or ground lessor shall elect to have this Lease prior to the
lion of its mortgage, dead of trust or ground lease. and shall give written
notice thereof to Lessee. this Lease shall be deemed prior to such mortgage,
dead 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 as 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 $lead, to execute such
documents in accordance with this paragraph 30(b),
31. Attorney's Fees. If either party or the broker named herein brings an action
to enforce the terms hereof or declare rights hereunder, the prevailing party in
any such action, on trial or appeal, shall be entitled to his reasonable
attorney's fees to be paid by the losing party as fixed by the court. The
provisions of this paragraph shall Inure to the benefit of the broker named
herein who seeks to enforce a right hereunder.
32. Lassoes Access. Lessor and Lessor's agents shall have the right to enter the
Promises at reasonable times for the purpose of inspecting the same showing the
same to prospective purchasers, lenders, or lessees, and making such
alterations, repairs, Improvements or additions to the Premises or to the
building of which they are a part as Lessor may deem necessary or desirable.
Lessor may at any time place on or about the Premises any ordinary "For Sale"
signs and Lessor may at any time during the last 120 days of the term hereof
place on or about the Premises any ordinary "For Lease" signs, all without
rebate of rent or liability to Lessee.
33. Auctions. Lessee shall not conduct. nor permit to be conducted, either
voluntarily or Involuntarily, any auction upon the Promises without first having
obtained Lessor's prior written consent. Notwithstanding anything to the
contrary In this Lease, Lessor shall riot be obligated to exercise any standard
of reasonableness In determining whether to grant such consent.
34. Signs. Lessee shall not place any sign upon the Promises without Lessor's
prior written consent except that Lessee shall have the right, without the prior
permission of Lessor to place ordinary and usual for rent of sublet signs
thereon.
35. Merger. The voluntary or other surrender of this Lease by Lessee, or a
mutual cancellation thereof, or a termination by Lessor, shall not work a
merger, and shall, at the option of Lessor, terminate all or any existing
subtenancies or may, at the option of Lessor, operate as an assignment to Lessor
Of Any or all of such subtenancies.
36. Consents. Except for paragraph 33 hereof, wherever In this Lease the consent
of one party Is required to an act of the other party such consent shall not be
unreasonably withheld.
37, Guarantor. In the event that there is a guarantor of this Lease, said
guarantor shall have the same obligations as Lessee under this Lease.
38 Quiet Possession, Upon Lessee paying the rent for the Premises and observing
and performing all of the covenants, conditions and PROVISIONS ON LESSEE'S part
to be observed and PERFORMED HEREUNDER, LESSEE SHALL HAVE quiet possession of
the Promises for the entire term hereof subject to all of the provisions of this
Lease. The Individuals executing this Lease on behalf of Lessor represent and
warrant to Lessee that they are fully authorized and legally capable of
executing this Lease on behalf of Lessor And that such execution is binding upon
all parties holding an ownership Interest in the Premises.
39. Options.
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 of
to renew this Lease or to extend or renew any lease that Lessee has On other
properly of Lessor (2) the option or tight 01 first refusal 10 lease the
Premises or the right of first offer to lease the Premises or the right (it
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
Promises, or the tight of first refusal to purchase the Promises, or the right
of first offer to purchase the Premises or the right of option to purchase other
properly of Lessor, or the fight of first refusal 10 purchase other property of
Lessor of the right of first offer to purchase other properly of Lessor.
39.2 Options Personal. Each Option granted to Lessee in this Lease are
personal to Lessee and may not be exercised or be assigned voluntarily or
Involuntarily. by or to any person or entity other than Lessee, provided,
however, the Option maybe exercised by or assigned loan) Losses Affiliate as
defined In paragraph 12.2 of this Lease, The Options herein granted to Lessee
are not assignable separate and apart from this Lease,
39.3 Multiple Options. In the event that Lessee has any multiple options to
extend or renew this Lease a later option cannot be exercised unless the prior
option 10 extend or renew this Lease has been so exercised.
39.4 Effect of Default on Options.
(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 gives 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 (11) during the period of lime 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 lime after in 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 Losses three or more notices of default under paragraph 13. 1 (b),
where a Into charge has become payable undo paragraph 13.4 for each of such
defaults, or paragraph 13.1 (c), whether or not the defaults ore cured, during
the 12 month period prior to the time that Losses Intends to exercise the
subject Option.
(b) The period of lime 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. (1) Losses tails to pay to Lessor a monetary obligation of Losses
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 ▇▇▇▇
that Lessor gives notice to Lessee of such default and/or Lessee falls
thereafter to diligently prosecute said cure to completion. or (III) Lessee
commits a default described In paragraph 13. 1 (a). default or 13. 1 (a)
(without any necessity of Lessor to give notice of such default to Losses). or
(iv) Lessor gives to Lessee three or more notices of de suit 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.
40. Multiple Tenant Building In the event that the Premises are part of a larger
building or group of buildings then Lessee agrees that 11 will abide by. keep
and observe all reasonable rules and regulations which Lessor may make from lime
to lime for the management, safety. cafe. and cleanliness of the building and
grounds, the parking of vehicles and the preservation of good order therein as
well as for the convenience of other occupants and tenants of the building. The
violations of any such rules and regulations shall be deemed a malarial breach
of this Lease by Losses.
41. Security Measures. Lessee hereby acknowledges that the rental payable to
Lessor hereunder does not Include the cost of guard service or other security
measures, and that Lessor shall have no obligation whatsoever to provide same.
Lessee assumes all responsibility for the protection of Lessee, its agents and
invitees from acts of third parties. 1
42. Easements. Lessor reserves to Itself (he right, from time I of time, to
grant such easements, rights and dedications that Lessor deems necessary or
desirable, and to cause the recordation of Parcel Maps and restrictions, so long
so such easements, rights, dedications, Maps and restrictions do not
unreasonably Interfere with the use of the Promises by Lessee. Losses shall sign
any of the aforementioned documents upon request of Lessor and failure to do so
shall constitute a material breach of this Lease.
43. Performance Under Protest. It at any time a dispute shall arise as to any
amount or sum of money to be paid by one party to the other under the provisions
hereof, the party against whom the obligation to pay the money Is asserted shelf
have the right to make payment "under protest" and such payment shall not be
regarded as a voluntary payment, and there shall survive the right on the part
of said party to Institute suit for recovery of such sum. 11 It shall be
adjudged that there was no legal obligation on the a part of said party to pay
such sum or any part thereof. said party shall be entitled to recover such sum
or so much thereof as It was not legally required to pay under the provisions of
this Lease.
44, Authority. It Losses Is a corporation. trust. or general or limited
partnership. each Individual executing this Lease on behalf of such entity
represents and warrants that he or she Is duly authorized to execute and deliver
THIS LEASE on behalf of said entity. It Lessee is a corporation, trust of
partnership, Losses shall. within thirty (30) DAYS AFTER EXECUTION OF THIS
LEASE. deliver to Lessor evidence of such authority satisfactory to Lessor.
45. Conflict. Any conflict between the printed provisions of this Lease and the
typewritten or handwritten provisions shall be controlled by the typewritten or
handwritten provisions.
46. Insuring Partly. The Insuring party under this lease shall be the Lessor
47. Addendum. Attached hereto Is an addendum or addenda containing paragraphs 48
through 58 which constitutes a part of this Lease.
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 08 BY THE REAL
ESTATE BROKER 08 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 DALES SPECIFIED
IMMEDIATELY ADJACENT I* their respective signatures.
Executed at ▇▇▇▇▇▇ ▇▇▇▇▇▇ TRUST
--------------------------- -----------------------------------
on By
------------------------------------ --------------------------------
Address By ▇▇▇▇▇▇ ▇▇▇▇▇▇, Trustee
-------------------------------- --------------------------------
"LESSOR" (Corporate seal)
--------------------------------
Executed at ACCORD SEMICONDUCTOR EQUIPMENT
---------------------------- --------------------------------
GROUP- INC.
▇▇▇▇▇▇ ▇▇▇▇▇▇, INDIVIDUALLY
on ▇▇▇▇▇▇ ▇▇▇▇▇▇ INDIVIDUALLY
------------------------------------
By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 8/19/94
--------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇, President
By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 8/19/94
--------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇, Individually
By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 8/19/94
--------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇, Individually
GUARANTEE OF LEASE
THEREAS a certain Lease of even date herewith has been, or will be,
executed by and between ▇▇▇▇▇▇ ▇▇▇▇▇▇ TRUST therein and herein referred to as
"Landlord", and ▇▇▇▇▇▇ ▇▇▇▇▇▇ INDIVIDUALLY AND AS HUSBAND AND WIFE therein
referred to as "Tenant", covering certain premises in the City of Tempe, County
of _Maricopa State of Arizona; and
WHEREAS, (lie Landlord under said Lease requires as a condition to its
execution or said Lease that the undersigned guarantee the [TILL performance of
the obligations of Tenant (hereunder; and
WHEREAS, the undersigned is desirous THAT LANDLORD ENTER SAID LEASE
WITH TENANT.
NOW, THEREFORE in consideration of (lie execution of said Lease by
Landlord, the undersigned hereby unconditionally g the [TILL performance of
cacti and all of the terms, covenants and conditions of said Lease to be kept
and performed by said Tenant, including the payment of all rentals and other
charges to accrue thereunder. The undersigned further agrees as follows:
1. THIS covenant and agreement on its part shall continue in favor of
the Landlord notwithstanding any extension, modification or alteration of said
Lease entered into by and between the parties thereto, or their successors or
assigns, or notwithstanding any assignment of said Lease, with or without the
consent of the Landlord, and no extension, modification, alteration of (lie
above referred to Lease shall in any manner release or discharge the undersigned
and it does hereby consent thereto.
2. This Guarantee will continue unchanged by any bankruptcy,
reorganization or insolvency of Tenant or any successor or assignee thereof or
by any disaffirmance or abandonment by a trustee of Tenant.
3. Landlord may, without notice, assign this GUARANTEE OF LEASE IN
WHOLE OR IN PART, AND no assignment or transfer of the Lease shall operate to
extinguish or diminish the liability of the undersigned hereunder,
4. The liability of (lie undersigned under this Guarantee of Lease
shall be primary; and III all), right of action which shall accrue to Landlord
under the Lease, Landlord may, at its Option, proceed against the undersigned
without having commenced any action, or having obtained against the
5. The undersigned shall pay Landlord's reasonable attorneys' fees and
all costs and other expenses incurred in any collection or attempted collection
or in any negotiations relative to (lie obligations hereby granted, or in
enforcing this Guarantee of Lease against the undersigned, individually and
jointly.
6. The undersigned dues hereby waive notice of any demand by the
Landlord, as well as any notice of default in the payment of rent or any other
amount contained or reserved in (lie Lease.
7. The use of the singular herein shall include the plural. The
obligation of two or more parties shall be joint and several. The terms and
provisions of this Guarantee shall be binding upon and inure to the benefit of
the respective successors and assigns of the parties herein named. I
WITNESS WHEREOF, the undersigned has caused this Guarantee to be
executed this day of August , 1994
GUARANTOR:
▇▇▇▇▇▇ ▇▇▇▇▇▇ AND ▇▇▇▇▇▇ ▇▇▇▇▇▇
SON
By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
--------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇,
By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
--------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇,
Address:
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
(▇▇▇) ▇▇▇-▇▇▇▇
ADDENDUM "A"
This Addendum, including paragraphs 48 through 58, is made to that certain Lease
Agreement dated August 18, 1994 by and between ▇▇▇▇▇▇ ▇▇▇▇▇▇ Trust ("Lessor")
and Accord Semiconductor Equipment Group, Inc., and Arizona corporation and
▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇, Individually ("Lessee"), and is made an
integral part thereof. In the event of a conflict between the Lease Agreement
and this Addendum, this Addendum shall prevail.
48. RENTAL SCHEDULE
Months 1 -36 = $5,880.00/month + net charges + tax
Months 37 -48 = $3,160.00/month + net charges + tax
Months 49 -60 = $6,440.00/month + net charges + tax
49. EARLY OCCUPANCY.
It is understood and agreed by both parties that it is the intent of the
Landlord to allow the Tenant occupancy of the leased premises on August 19,
1994. From the date of occupancy until September 30, 1994, no rent shall be paid
by Tenant. From October 1, 1994, rental shall be paid as provided for in the
Lease Agreement. All of the covenants and conditions of the Lease shall be
binding upon both parties from the actual date of occupancy.
50. TENANT IMPROVEMENTS.
Lessor will, at Lessor's sole cost and expense, clean the offices, windows,
restrooms and sweep the warehouse floor.
51. PARKING.
Lessee shall be entitled to park in common with other Lessees. Lessee agrees not
to overburden the parking facilities and agrees to cooperate with Lessor and
other Lessees in the use of parking facilities. Lessee shall be assigned 50
parking spaces, including 12 covered spaces. Lessee agrees to cooperate with
Lessor in the use of parking facilities. There shall be no overnight storage of
vehicles or trailers in the parking areas or outside of premises. Lessor may
remove vehicle from property after a three (3) day notice to do so has been
posted on vehicle. lessee shall bear the cost of such removal.
52. OTHER.
1. Lessor will warrant all electrical, plumbing, mechanical and HVAC
equipment for the first 45 days of this lease term.
2. Lessee agrees to obey all rules and regulations of the Association,
including but not limited to all assessments and any other charges that
may be imposed on Lessee by the Association.
53. TAXES AND INSURANCE
Notwithstanding the above, lessor and Lessee agree that Lessor shall pay for
property taxes when due for fire and liability insurance, when due, and monthly
landscaping costs. Lessee agrees to reimburse Lessor by paying Lessor an
additional $1,526.5 per month plus applicable taxes during the term of this
Lease. Lessor agrees that within sixty (60) days after each anniversary date of
this Lease, to give an accounting of the above expenses, and, if the above
monthly payment is in excess of the actual amount, reimburse Lessee. Lessee
agrees that if said amount is less than the actual costs, to reimburse Lessor
the balance due within fifteen (15) days of receipt of said accounting. At this
time, estimated annual taxes are $12,735. , estimated annual insurance is
$2,583.00 and annual landscaping cost is $3,000.00, thus monthly payments
beginning October 1, 1994 for the above expenses shall be $1,526.5 plus
applicable taxes.
Lessor gives Lessee the right, at Lessee's expense, to protest property taxes.
In the event Lessee fails to PERFORM any of the above provisions, such failure
will constitute a material breach of the Lease and-in addition to Lessor's other
remedies Lessor may use said security deposit of $25,000.411 to compensate for
any damages which Lessor may suffer by reason of Lessee's default.
Insurance policies purchased be, Lessor under this paragraph 53 must be
reasonably acceptable to Lessee. In the event Lessee gives notice to Lessor in
writing stating that an insurance policy is unacceptable and the reasons
therefore, Lessee shall have the right to obtain a replacement insurance policy
in accordance with paragraph 6. Lessor shall continue to make the payments on
the replacement insurance policy and the amount of the insurance payments due
under this paragraph 53 shall be modified accordingly. In the event the services
provided by the landscaping contractor hired be, Lessor are not reasonably
acceptable to Lessee, Lessor, after notice from Lessee, will, as soon as
practicable, replace the landscaping contractor.
55. STRUCTURAL INTEGRITY OF BUILDING.
Lessor warrants that the Premises have no material structural defect which would
have a material adverse effect on Lessee's ability to occupy the Premises for
the duration of the Lease and any option period thereto; provided, however, that
any structural defect caused by action of Lessee shall not be included in this
Warranty.
56. INDEMNITY.
In the event that the Premises are determined by inspection of the City of Tempe
to be structurally unsound or to materially violate building code, regulation or
ordinance, Lessee shall have the right to terminate the Lease and Lessor will
indemnify Lessee for all move-in and move-out costs. This indemnity shall
terminate and be of no force and effect- after two months from the occupancy
date of the lease. Lease.
57. OPTION TO EXTEND LEASE.
Lessee shall have an Option to extend this Lease for one additional five year
period at the then market rate by giving written notice of its intention to
exercise its Option at least 180 days prior to the termination of the Lease
term.
58. MISCELLANEOUS.
a. Paragraph 7.5(b) of the Lease shall be modified by adding the
following language at the end of the existing paragraph:
Lessor shall not unreasonably withhold consent to alterations.
Lessor acknowledges that it is the intent of Lessee to
materially alter the interior of the Premises including,
without limitation, moving interior walls, wiring and
plumbing. Lessee agrees to make such alterations according to
building codes and to use Arizona licensed contractors. lessee
further agrees not to mater5ially alter the currently existing
offices without prior approval of Lessor, which consent will
not be unreasonably withheld.
Agreed:
Lessor: Lessee:
▇▇▇▇▇▇ ▇▇▇▇▇▇ Trust Accord Semiconductor Equipment Group,
Inc. and ▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇
▇▇▇▇▇▇, Individually
By: By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 8/19/94
----------------------------- -----------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇, Trustee ▇▇▇▇▇▇ ▇▇▇▇▇▇, President
By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 8/19/94
-----------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇, Individually
By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 8/19/94
-----------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇, Individually
EXHIBIT "A"
DECLARATIONS PAGE
STATE FARM FIRE AND CASUALTY COMPANY
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇
A STOCK COMPANY WITH HOME OFFICES IN BLOOMINTON, ILLINIOS
--------------------------------------------------------------------------------
NAMED INSURED AND MAILING ADDRESS MORTGAGEE
▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇ & M & I THUNDERBIRD BANK
▇▇▇▇▇▇ ▇▇▇▇▇▇ TRUST REAL ESTATE DEPT (91)
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇/▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇ ONE EAST CAMELBACK
▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇
COV A - INFLATION COVERAGE INDEX: 113.8
BUSINESS POLICY - SPECIAL FORM 3 COV B - CONSUMER PRICE INDEX: N/A
--------------------------------------------------------------------------------
AUTOMATIC RENEWAL IF THE POLICY PERIOD IS SHOWN AS 12 MONTHS, THIS POLICY WILL
BE RENEWED AUTOMATICALLY SUBJECT THE PREMIUMS, RULES AND FORMS IN EFFECT FOR
each SUCCEEDING POLICY PERIOD. IF THIS policy is terminated, we will HAVE YOU
AND THE MORTGAGEE/LIENHOLDER WRITTEN NOTICE IN COMPLIANCE WITH the policy
provisions or as required by law.
POLICY PERIOD: 12 MONTHS THE POLICY PERIOD BEGINS AND ENDS AT 12:01 AM
EFFECTIVE DATE 12/29/93 STANDARD TIME AT THE PREMISES LOCATION.
EXPIRATION DATE: 12/29/94
--------------------------------------------------------------------------------
CLAIMED INSURED: INDIVIDUAL
LOCATION OF COVERED
PREMISES:
▇▇▇▇ ▇ ▇▇▇
▇▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇
--------------------------------------------------------------------------------
COVERAGE AND PROPERTY LIMITS OF
INSURANCE
SECTION I
BUILDINGS S $ 727,000
BUSINESS PERSONAL PROPERTY EXCLUDER
LOS OF INCOME $ ACTUAL LOS
SECTION II
BUSINESS LIABILITY $1,000,000
MEDICAL PAYMENTS $5,000
PRODUCTS-COMPLETED OPERATIONS
$2,000,000
(PCO) AGGREGATE
GENERAL AGGREGATE (OTHER THAN PCO)
$2,000,000
OCCUPANCY:
MERCANTILE
DEDUCTIBLES-SECTION
I
$ 1,000 BASIC
IN CASE OF LOSS UNDER THIS POLICY, THE DEDUCTIBLE WILL BE APPLIED TO EACH
OCCURRENCE AND WILL BE DEDUCTED FROM THE AMOUNT OF THE LOSS. OTHER DEDUCTIBLES
MAY APPLY-REFER TO POLICY.
FORMS OPTIONS AND ENDORSEMENTS
SPECIAL FORM 3 FP-6103
AMENDATORY ENDORSEMENT FE-
6203.1
TREE DEBRIS REMOVAL END FE-6451
POLICY ENDORSEMENT - BUSINESS FE-
6464
PROTECTIVE SAFEGUARD 0 FE-
6303
POLICY PREMIUM
$ 2158 .00
CREDIT
APPLIED:
SPRINKLER