1
EXHIBIT 10.3
INDUSTRIAL LEASE
This lease is made between A.L.L. A GENERAL PARTNERSHIP, herein called
Lessor, and UPRIGHT, INC., herein called Lessee.
Lessee hereby offers to lease from Lessor the premises situated in the
City of SELMA, County of FRESNO, State of CAL., described as A 2,000 S.F. BLOCK
BUILDING OF 1622 ▇▇▇▇ ST., upon the following TERMS and CONDITIONS:
1. Term and Rent. Lessor demises the above premises for a term of SIX
MONTHS, commencing FEBRUARY 18, 1997 and terminating on AUGUST 17, 1997 OR UPON
60 DAYS NOTICE BY EITHER PARTY. At the MONTHLY rental of ($) 600.00 payable in
equal installments in advance on the 18TH day of each month for that month's
rental, during the term of this lease. Rental payments to be mailed to Lessor,
at ▇.▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇.
2. Use. Lessee shall use and occupy the premises for PRODUCTS STORAGE.
The premises shall be used for no other purpose. Lessor represents that the
premises may lawfully be used for such purpose. NONE OF THE YARD AREA IS
INCLUDED IN THE LEASED AREA, OTHER THAN INGRESS AND EGRESS.
3. Care and Maintenance of Premises. Lessee acknowledges that the
premises are in good order and repair, unless otherwise indicated herein. Lessee
shall, at his own expense and at all times, maintain the premises in good and
safe condition, including plate glass, electrical wiring, plumbing and heating
installations and any other system or equipment upon the premises, and shall
surrender the same at termination hereof, in as good condition as received,
normal wear and tear excepted. Lessee shall be responsible for all repairs
required, excepting the roof, exterior walls, structural foundations, and:
4. Alterations. Lessee shall not, without first obtaining the written
consent of Lessor, make any alterations, additions, or improvements, in, to or
about the premises.
5. Ordinances and Statutes. Lessee shall comply with all statutes,
ordinances and requirements of all municipal, state and federal authorities now
in force, or which may hereafter be in force, pertaining to the premises,
occasioned by or affecting the use thereof by Lessee.
6. Assignment and Subletting. Lessee shall not assign this lease or
sublet any portion of the premises without prior written consent of the Lessor,
which shall not be unreasonably withheld.
Page 1
2
7. Utilities. All applications and connections for necessary utility
services on the demised premises shall be made in the name of Lessee only, and
Lessee shall be solely liable for utility charges as they become due, including
those for sewer, water, gas, electricity, and telephone services.
8. Entry and Inspection. Lessee shall permit Lessor or Lessor's agents
to enter upon the premises at reasonable times and upon reasonable notice, for
the purpose of inspecting the same, and will permit Lessor at any time to place
upon the premises any usual "To Let" or "For Lease" signs, and permit persons
desiring to lease the same to inspect the premises thereafter.
9. Possession. If Lessor is unable to deliver possession of the
premises at the commencement hereof, Lessor shall not be liable for any damage
caused thereby, nor shall this lease be void or voidable, but Lessee shall not
be liable for any rent until possession is delivered.
10. Indemnification of Lessor. Lessor shall not be liable for any
damage or injury to Lessee, or any other person, or to any property, occurring
on the demised premises or any part thereof, and Lessee agrees to hold Lessor
harmless from any claim for damages, no matter how caused.
11. Insurance. Lessee, at his expense, shall maintain plate glass and
public liability insurance including bodily injury and property damage insuring
Lessee and Lessor with minimum coverage as follows:
Lessee shall provide Lessor with a Certificate of Insurance showing
Lessor as additional insured. The Certificate shall provide for a ten-day
written notice to Lessor in the event of cancellation or material change of
coverage. To the maximum extent permitted by insurance policies which may be
owned by Lessor or Lessee, Lessee and Lessor, for the benefit of each other,
waive any and all rights of subrogation which might otherwise exist.
12. Eminent Domain. If the premises or any part thereof or any estate
therein, or any other part of the building materially affecting Lessee's use of
the premise, shall be taken by eminent domain, this lease shall terminate on the
date when title vests pursuant to such taking. The rent, and any additional
rent, shall be apportioned as of the termination date, and any rent paid for any
period beyond that date shall be repaid to Lessee. Lessee shall not be entitled
to any part of the award for such taking or any payment in lieu thereof, but
Lessee may file a claim for any taking of fixtures and improvements owned by
Lessee, and for moving expenses.
13. Destruction of Premises. In the event of a partial destruction of
the premises during the term hereof, from any
Page 2
3
cause, Lessor shall forthwith repair the same, provided that such repairs can be
made within sixty (60) days under existing governmental laws and regulations,
but such partial destruction shall not terminate this lease, except that Lessee
shall be entitled to a proportionate reduction of rent while such repairs are
being made, based upon the extent to which the making of such repairs shall
interfere with the business of Lessee on the premises. If such repairs cannot be
made within said sixty (60) days, Lessor, at his option, may make the same
within a reasonable time, this lease continuing in effect with the rent
proportionately abated as aforesaid, and in the event that Lessor shall not
elect to make such repairs which cannot be made within sixty (60) days, this
lease may be terminated at the option of either party. In the event that the
building in which the demised premises may be situated is destroyed to an extent
of not less than one-third of the replacement costs thereof, Lessor may elect to
terminate this lease whether the demised premises be injured or not. A total
destruction of the building in which the premises may be situated shall
terminate this lease.
14. Lessor's Remedies on Default. If Lessee defaults in the payment of
rent, or any additional rent, or defaults in the performance of any of the other
covenants or conditions hereof, Lessor may give Lessee notice of such default
and if Lessee does not cure any such default within 10 days, after the giving of
such notice (or if such other default is of such nature that it cannot be
completely cured within such period, if Lessee does not commence such curing
within such 20 days and thereafter proceed with reasonable diligence and in good
faith to cure such default), then Lessor may terminate this lease on not less
than 3 days' notice to Lessee. On the date specified in such notice the term of
this lease shall terminate, and Lessee shall then quit and surrender the
premises to Lessor, but Lessee shall remain liable as hereinafter provided. If
this lease shall have been so terminated by Lessor, Lessor may at any time
thereafter resume possession of the premises by any lawful means and remove
Lessee or other occupants and their effects. No failure to enforce any term
shall be deemed a waiver.
15. Security Deposit. Lessee shall deposit with Lessor on the signing
of this lease the sum of SIX HUNDRED Dollars ($) 600.00 as security deposit for
the performance of Lessee's obligations under this lease, including without
limitation, the surrender of possession of the premises to Lessor as herein
provided. If Lessor applies any part of the deposit to cure any default of
Lessee, Lessee shall on demand deposit with Lessor the amount so applied so that
Lessor shall have the full deposit on hand.
16. Tax Increase. In the event there is any increase during any year of
the term of this lease in the City, County or State real estate taxes over and
above the amount of such taxes assessed for the tax year during which the term
of this lease
Page 3
4
commences, whether because of increased rate or valuation, Lessee shall pay to
Lesser upon presentation of paid tax bills an amount equal to 28% of the
increase in taxes upon the land and building in which the leased premises are
situated.
17. Common Area Expenses. The premises are situated in a PROPERTY WITH
common areas, Lessee agrees to pay his pro-rata share of maintenance, taxes, and
insurance for the common area.
18. Attorney's Fees. In case suit should be brought for recovery of the
premises, or for any sum due hereunder, or because of any act which may arise
out of the possession of the premises, by either party, the prevailing party
shall be entitled to all costs incurred in connection with such action,
including a reasonable attorney's fee.
19. Notices. Any notice which either party may, or is required to give,
shall be given by mailing the same, postage prepaid, to Lessee at the premises,
or Lessor at the address shown below, or at such other places as may be
designated by the parties from time to time.
20. Heirs, Assigns, Successors. This lease is binding upon and inures
to the benefit of the heirs, assigns and successors in interest to the parties.
21. Option to Renew. Provided that Lessee is not in default in the
performance of this lease, Lessee shall have the option to renew the lease for
an additional term. IN ANY EVENT, EITHER PARTY MAY CANCEL THIS LEASE WITHIN 60
DAYS, AT ANY TIME BY SERVING A WRITTEN NOTICE OF INTENT TO CANCEL
22. Subordination. This lease is and shall be subordinated to all
existing and future liens and encumbrances against the property.
23. Entire Agreement. The foregoing constitutes the entire agreement
between the parties and may be modified only by a writing signed by both
parties. The following Exhibits, if any, have been made a part of this lease
before the parties' execution hereof: NONE
Signed this 7TH day of FEBRUARY, 1997
UPRIGHT, INC. A.L.L. A GENERAL PARTNERSHIP
By /s/ [illegible] By /s/ [illegible]
------------------------------------ ------------------------------------
Lessee Lessor
ADDRESS: ▇.▇. ▇▇▇ ▇▇▇ ▇▇▇▇▇, ▇▇. ADDRESS: ▇.▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇.
▇▇▇▇▇ 93747
Page 4