HomeMy WebLinkAbout8018RESOLUTION NO. 8018
A RESOLUTION APPROVING A LEASE BETWEEN THE CITY OF PUEBLO, A
MUNICIPAL CORPORATION, AND BUELL DEVELOPMENT CORPORATION, FOR
THE PURPOSE OF ESTABLISHING A SATELLITE MUNICIPAL COURT
BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, THAT:
SECTION 1
A lease between The City of Pueblo, A Municipal
Corporation, and Buell Development Corporation, a copy which is
attached, is hereby approved.
SECTION 2
The purpose of said lease is to establish a satellite
Municipal Court location.
SECTION 3
Lease payments in the amount of $2,446.58 per month, and
other expenses related to the creation of this facility, will be
disbursed from the 1997 Municipal Court budget.
INTRODUCED December 23 , 1996
ATTEST:
BY: Cathy Garcia
Councilperson
APPROVED:
Pres' dent of the Council
City lerk
LEASE
MIDTOWN SHOPPING CENTER
1000 W. 6TH STREET
PUEBLO, COLORADO 81oo3
TABLE OF CONTENTS
Section Page
1. BASIC LEASE PROVISIONS AND ENUMERATION OF EXHIBITS .................... 2
2. PREMISES ............................. ..............................4
3 . TERM ................................. ..............................5
4. RENT ................................. ..............................5
5. USE ................................ ............................... 8
6. UTILITIES ............................ ............................... 9
7. PERSONAL PROPERTY TAXES ............ ............................... 10
8. LICENSES AND TAXES .................... .............................10
9. ALTERATIONS ....................................................... 10
10. MAINTENANCE OF PREMISES ............ ............................... 11
11. LIENS AND ENCUMBRANCES ............. ............................... 11
12. ASSIGNMENT AND SUBLETTING .......... ............................... 12
13. COMMON AREAS ........................ .............................13
14. INSURANCE AND INDEMNITY ............. ............................... 13
15. EMINENT DOMAIN ..................... ............................... 15
16. TENANT'S DEFAULT ...................... .............................15
17. DEFAULT BY LANDLORD .................. .............................17
18. RECONSTRUCTION ...................... .............................17
19. SUBROGATION AND ATTORNMENT; MORTGAGEE PROTECTION ................. 18
20. ACCESS BY LANDLORD ............... c.... .............................19
21. SURRENDER OR ABANDONMENT OF LEASED PREMISES ...................... 19
22. QUIET ENJOYMENT ...................... .............................19
23. AUTHORITY OF PARTIES .................. .............................20
24 . SIGNS ................................ .............................20
25 DISPLAYS ............................. .............................20
26. AUCTIONS AND SALES ................... .............................20
27. MERCHANTS' ASSOCIATION ............. ............................... 21
28. MISCELLANEOUS ........................ .............................21
28.1 Successors or Assigns ...... ............................... 21
28.2 Tenant Defined ............ ............................... 21
28.3 Broker's Commission ....... ............................... 21
28.4 Partial Invalidity ............ ............................... 21
28 Recording .................. .............................21
28.6 Notices .................... .............................21
28.7 Plats and Riders ........... ............................... 21
28 Walver .................... .............................22
28.9 Joint Obligation ............ ............................... 22
28.10 Marginal Headings .......... ............................... 22
28 Time ..................... .............................22
28.12 Late Charges .............. ............................... 22
28.13 Prior Agreements ........... ............................... 22
28.14 Inability to Perform ......... ............................... 22
28.15 Choice of Law ............. ............................... 22
28.16 Attorneys' Fees ............ ............................... 22
28.17 Competition ................ .............................22
Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
Exhibit F - INTENTIONALLY NOT APPENDED
Exhibit G
LEASE
MIDTOWN SHOPPING CENTER
1000 W. 6TH STREET, PUEBLO, COLORADO 81003
THIS SHOPPING CENTER LEASE is made an entered Into this day of December 19 96
_ by and between THE BUELL DEVELOPMENT CORPORATION, (hereinafter referred to as the
"Landlord "), and PUEBLO. A MUNICIPAL CORPORATION
(hereinafter referred to as the "Tenant);
WHEREAS, the Landlord owns that certain real property and improvements now or hereafter
located thereon as described in the legal description thereof attached hereto and made a part hereof
as "Exhibit A" (hereinafter referred to as the "Shopping Center'); and
WHEREAS, Landlord desires to Lease certain space to Tenant, as more fully set forth herein,
and Tenant desires to take and lease such space from Landlord, as more fully described below
(hereinafter referred to as the "Premises ");
NOW THEREFORE, for and in consideration of the rents reserved hereunder and the terms
hereunder and the terms and conditions hereof, the Landlord hereby rents and leases to Tenant, and
Tenant takes and leases from Landlord, the following described Premises all upon the following terms
and conditions:
1. BASIC LEASE PROVISIONS AND ENUMERATION OF EXHIBITS.
1.1 Basic Lease Provisions:
DATE: December , 1996
LANDLORD: The Buell Development Company
2700 E. Hampden Boulevard
Denver, Colorado 80110
TENANT: City of Pueblo, Municipal Court
TENANTS TRADE NAME:
ADDRESS OF TENANT: Space R containing
approximately
2.669 square feet of
floor area.
LEASE TERM: Six (6) months. One six (6) month
option at same base rent.
COMMENCEMENT DATE: January 6. 1997 , or as
otherwise set forth in Section
3.1.
TERMINATION DATE: June 30, 1997
FIXED MINIMUM RENT: $ 2,446.58 per month
INITIALS DATE
2
TENANTS PRO RATA SHARE
OF ADJUSTMENTS:
TENANTS PRO RATA SHARE OF
COMMON AREA MAINTENANCE
AND OTHER ITEMS:
PERCENTAGE RENT RATE:
PERCENTAGE RENT PERIODS:
PERMITTED USES:
NUMBER OF DAYS FOR COMPLETION
OF TENANTS WORK:
SECURITY DEPOSIT:
GUARANTOR:
ADDRESS OF GUARANTOR:
TENANT FINISH ALLOWANCE:
.012% approximately
2,669/211,749 shopping center sq. ft.
.012% approximately
2,669/211,749 shopping center sq. ft.
N/A
N/A
Administrative, Traffic court facilities
N/A
N/A
N/A
Landlord agrees to provide Tenant with
two (2) ADA compliant restrooms at
Landlord's expense. Landlord further
agrees to paint and clean premises
prior to the commencement date.
INITIALS DATE
M
1.2 Significance of Basic Lease Provisions. Each reference in this Lease to any of the
Basic Lease Provisions contained in Section 1.1 shall be deemed and construed to incorporate all the
terms provided under each such Basic Lease Provision.
1.3 Enumeration of Exhibits. The exhibits enumerated in this Section and attached to this
Lease are incorporated in this Lease by reference and are to be construed as a part of this Lease.
Each party agrees to perform any obligations on its part stated in any and all such exhibits:
Exhibit A.
Exhibit B.
Exhibit C.
Exhibit D.
Exhibit E.
Exhibit F.
2. PREMISES
Legal Description of Shopping Center.
Site Plan of Shopping Center.
Sign Criteria.
Description of Landlord's and Tenant's Work.
Rules and Regulations.
Guarantee.
21 Shopping Center.
(a) Definition. The Landlord Is the owner or ground lessee of the Shopping Center,
which Shopping Center is depicted In the Site Plan of Shopping Center attached hereto as Exhibit B.
The Tenant shall only have such rights in and to the Shopping Center as are specifically set forth
herein.
(b) No Representations. It is agreed that the depiction of the Shopping Center on
Exhibit B does not constitute a representation, covenant or warranty of any kind by Landlord, and
Landlord reserves the right from time - to-time to change the size and dimensions of the Shopping
Center, locate, relocate, alter and /or modify the number and location of buildings, building
dimensions, the number of floors in any of the buildings, parking areas, store dimensions, identity and
type of other stores and tenancies and the common areas located from time - to-time in or on the
Shopping Center. Tenant agrees that it shall look solely to that portion of the Shopping Center which
constitutes the Premises with respect to any liability accruing hereunder, it being expressly
understood and agreed that the Shopping Center and any other real estate which may constitute a
portion of the Shopping Center shall be free from any such liability.
22 P.M. Mses and Dennise. Landlord hereby leases and demises to Tenant, and Tenant
hereby accepts from Landlord, subject to and with the benefit of the terms and provisions of this
Lease, the Premises described in Section 1.1 and depicted in cross hatching on Exhibit B.
2.3 Reserved to Landllord. Landlord reserves the use of the exterior walls (other than store
fronts) and the roof of the premises, and the right to install, maintain, use, repair and replace pipes,
ducts, conduits and wires leading through the Premises in locations which will not materially interfere
with Tenant's use thereof and serving other parts of the Shopping Center. Further, the Landlord has
the right to use the land below the Premises in any manner which does not materially interfere with
Tenant's use of the Premises.
2.4 Acceptance of Premises. Upon delivery of the Premises to Tenant, Tenant shall
acknowledge to Landlord in writing that Tenant has inspected the Premises and accepts them in their
then condition or else shall notify Landlord, with ten (10) days, of any deficiencies then apparent.
2.5 Entry. By entry hereunder, Tenant shall be deemed to have accepted the Premises as
being in good and sanitary order, condition and repair, unless Tenant otherwise notifies Landlord in
writing, with ten (10) days, of such deficiencies.
2.6 Relocation. Landlord to have the right to relocate Tenant on six (6) months notice in
INITIALS DATE
4
substantially equivalent premises elsewhere In the Center, provided that all of the Tenant's expenses
caused by such relocation shall be paid by the Landlord.
3. TERM.
3.1 Lease Term. This Lease shall be for the term set forth in Section 1.1 above (the "Term"
or "Lease Term ") and shall commence on the date shown in Section 1.1 above, or the day Tenant
opens for business, whichever is earlier, but in no event later than thirty (30) days after substantial
completion of Landlord's Work as called for in Section 3.2 below. The Lease Term shall terminate at
midnight on the termination date set forth in Section 1.1 above.
3.2 Landlord's and Tenant's Work. If the Premises are not presently complete, Landlord
shall deliver to the Tenant, and the Tenant agrees to accept from the Landlord, possession of the
Premises forthwith upon substantial completion of the Landlord's Work as described in Exhibit "D"
hereto. Landlord shall, at its sole cost and expense as soon as it is reasonably possible after the
execution of this Lease, commence and pursue to completion the improvements to be erected by
Landlord to the extent shown on the attached Exhibit "D ". The term "Substantial Completion of the
Landlord's Work" is defined as the date on which Landlord, or its project architect, notifies Tenant in
writing that the Premises are substantially complete to the extent of Landlord's Work specified in
Exhibit "D" hereof, with the exception of such work as Landlord cannot complete until Tenant performs
necessary portions of Its work. Tenant shall commence the installation of fixtures, equipment and any
of the Tenant's Work as set forth In said Exhibit "D" promptly upon substantial completion of
Landlord's Work and Tenant shall diligently pursue such installation to completion.
3.3 Statement as to Lease Term. When the commencement date and termination date of
the Lease Term have been determined as provided in Section 3.1, Landlord and Tenant shall execute,
acknowledge and deliver a written statement in recordable form specifying therein the commencement
date and termination date of the Lease Term, and such dates shall be inserted in Section 1.1 above.
4. RENT.
40 Minimum Rent
(a) Mk*mm Rent Tenant shall pay to Landlord, without notice or demand and
without any set -off or deduction whatsoever, as fixed minimum rent the sum specified in Section 1.1
above per month (the "Minimum Renr), which Minimum Rent shall be paid in advance on or before
the first day of each calendar month of the Lease Term. If the Lease Term commences or expires on
a day other than the last day of a calendar month, the Minimum Rent for such month shall be a
prorated portion of the monthly Minimum Rent, based upon a thirty (30) day month. If Landlord is to
perform work on the Premises as set forth In Section 3.2 hereof, the Lease Term, and the payment
of Minimum Rent hereunder, shall commence thirty (30) days after Landlord delivers the Premises to
Tenant after substantial completion of Landlord's Work pursuant to Section 3.2 or the day on which
Tenant opens for business in the Premises, whichever occurs first. The Tenant has deposited with
Landlord, the first mont's minimum rent upon the execution of this Lease.
(b) Mkumum RentAdjustmenit. Commencing twelve (12) months following the date
of the commencement of the term of this Lease and on each anniversary date thereafter, the Minimum
Rent as set forth in Section 1.1 above shall be increased by the percentage of increase, if any, in the
Consumer Price Index "U.S. City Average" as published by the United States Department of Labor's
Bureau of Labor Statistics, above the Consumer Price Index which existed on the date the Lease Term
commenced. If the aforementioned Index is discontinued, the parties shall select another similar
Index which reflects consumer prices and if the parties cannot agree on another Index, it shall be
selected by binding arbitration.
4.2 Security Deposit. Upon the execution hereof, Tenant has deposited with the Landlord
as a security deposit the sum shown In Section 1.1 above. Said sum shall be held by Landlord as
security for the faithful performance by Tenant of all the terms, covenants and conditions of this Lease
to be kept and performed by Tenant during the entire term hereof. If Tenant defaults with respect to
INITIALS DATE
5
any provision of this Lease, including, but not limited to the provisions relating to the payment of rent,
Landlord may (but shall not be required to) use, apply or retain all or any part of this security deposit
for the payment of any rent or any sum In default, or for the payment of any amount which Landlord
may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord
for any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion
of said security deposit is so used or applied, Tenant shall, within five (5) days after written demand
therefore, deposit cash with Landlord in an amount sufficient to restore the security deposit to its
original amount and Tenant's failure to do so shall be a default under this Lease. Landlord shall not
be required to keep the security deposit separate from its general funds and Tenant shall not be
entitled to interest on such deposit. If Tenant shall fully and faithfully perform every provision of this
Lease to be performed by it, the security deposit or any balance thereof after deduction hereunder by
Landlord shall be returned to Tenant (or, at Landlord's option, to the last assignee of Tenant's interest
hereunder) within thirty (30) days following the expiration of the Lease Term. In the event of
termination of Landlord's interest in this Lease, Landlord shall transfer said deposit to Landlord's
successor in interest.
4.3 Percentage Rent
INITIALS DATE
11
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INITIALS DATE
11
4.4 Adjustments. In addition to the Minimum Rent provided in Section 4.1 above, and
commencing at the same time as Minimum Rent commences, Tenant shall pay to Landlord in monthly
installments, the Tenant's portion of the following items, herein called "Adjustments ".
(a) Taxes and Insursnce. All real estate taxes and insurance premiums on the
Premises, Including land, building and improvements thereon. Said real estate taxes shall include all
real estate taxes and assessments, including any road improvement districts and the water
improvement district, if any, that are levied upon and /or assessed against the Premises during the
Lease Term. Said Insurance shall include all insurance premiums for fire, extended coverage, liability,
and any other insurance that Landlord deems necessary on the Premises. Said taxes and insurance
premiums for purpose of this provision shall be apportioned pursuant to the Tenant's pro rata share
of Adjustments and other items shown in Section 1.1 above. Said pro rata share shall be determined
in accordance with the total floor area of the Premises as it relates to the total gross leasable floor
area of the building or buildings of which the Premises are a part; provided, however, that if any
tenants in said building or buildings pay taxes directly to any taxing authority or cant' their own
insurance, as may be provided In their leases, their square footage shall not be deemed a part of the
floor area for the purpose of pro - rating said taxes or insurance, as the case may be.
(b) ' common Area Maintenance.
(1) The term 'common area" refers to all areas within the exterior
boundaries of the Shopping Center (exclusive of buildings and footprint sites reserved for future
buildings and the like included within the Shopping Center, if any) which are now or hereafter made
available for general use, convenience and benefit of Landlord and other persons entitled to occupy
space in the Shopping Center, which areas shall include parking areas, driveways, malls, sidewalks,
landscaped and planted areas.
(2) The Tenant and its employees and invitees are, except as otherwise
specifically provided in this Lease, authorized, empowered and privileged to use the common areas
in common with other persons during the Lease Term; provided, that anything herein to the contrary
notwithstanding, nothing herein shall directly or indirectly create or give rise to any rights of or to the
public in the Shopping Center or any part thereof.
(3) The Landlord shall keep or cause to be kept the common areas in a
neat, clean, and orderly condition, properly lighted and landscaped, and shall repair any damage to
the facilities thereof, but all expenses in connection with the common areas shall be charged and
prorated in the manner hereinafter set forth. It is understood and agreed that the term "expenses in
connection with the common areas" as used herein shall be construed to include, but not be limited
to, all sums expended in connection with the common areas for all general maintenance and repairs,
relocation, resurfacing, or painting, striping, restriping, cleaning, sweeping and janitorial services;
INITIALS DATE
Ur
r- 7 72F = TT ri
4.4 Adjustments. In addition to the Minimum Rent provided in Section 4.1 above, and
commencing at the same time as Minimum Rent commences, Tenant shall pay to Landlord in monthly
installments, the Tenant's portion of the following items, herein called "Adjustments ".
(a) Taxes and Insursnce. All real estate taxes and insurance premiums on the
Premises, Including land, building and improvements thereon. Said real estate taxes shall include all
real estate taxes and assessments, including any road improvement districts and the water
improvement district, if any, that are levied upon and /or assessed against the Premises during the
Lease Term. Said Insurance shall include all insurance premiums for fire, extended coverage, liability,
and any other insurance that Landlord deems necessary on the Premises. Said taxes and insurance
premiums for purpose of this provision shall be apportioned pursuant to the Tenant's pro rata share
of Adjustments and other items shown in Section 1.1 above. Said pro rata share shall be determined
in accordance with the total floor area of the Premises as it relates to the total gross leasable floor
area of the building or buildings of which the Premises are a part; provided, however, that if any
tenants in said building or buildings pay taxes directly to any taxing authority or cant' their own
insurance, as may be provided In their leases, their square footage shall not be deemed a part of the
floor area for the purpose of pro - rating said taxes or insurance, as the case may be.
(b) ' common Area Maintenance.
(1) The term 'common area" refers to all areas within the exterior
boundaries of the Shopping Center (exclusive of buildings and footprint sites reserved for future
buildings and the like included within the Shopping Center, if any) which are now or hereafter made
available for general use, convenience and benefit of Landlord and other persons entitled to occupy
space in the Shopping Center, which areas shall include parking areas, driveways, malls, sidewalks,
landscaped and planted areas.
(2) The Tenant and its employees and invitees are, except as otherwise
specifically provided in this Lease, authorized, empowered and privileged to use the common areas
in common with other persons during the Lease Term; provided, that anything herein to the contrary
notwithstanding, nothing herein shall directly or indirectly create or give rise to any rights of or to the
public in the Shopping Center or any part thereof.
(3) The Landlord shall keep or cause to be kept the common areas in a
neat, clean, and orderly condition, properly lighted and landscaped, and shall repair any damage to
the facilities thereof, but all expenses in connection with the common areas shall be charged and
prorated in the manner hereinafter set forth. It is understood and agreed that the term "expenses in
connection with the common areas" as used herein shall be construed to include, but not be limited
to, all sums expended in connection with the common areas for all general maintenance and repairs,
relocation, resurfacing, or painting, striping, restriping, cleaning, sweeping and janitorial services;
INITIALS DATE
maintenance and repair of roof, sidewalks, curbs and Shopping Center signs, sprinkler systems,
heating, ventilating and air conditioning systems, planting and landscaping; lighting and other utilities;
directional signs and other markers and bumpers; maintenance and repair of any fire protection
systems, lighting systems, storm drainage systems and any other utility systems; personnel to
implement such services including, if Landlord deems necessary, the cost of security guards; personal
property taxes on the improvements located on the common areas; all costs and expenses pertaining
to a security alarm system for the tenants in the Shopping Center; adequate public liability and
property damage insurance on the common areas. Landlord may cause any or all of said services
to be provided by an independent contractor or contractors. The Tenant shall pay to Landlord
monthly the Tenant's prorata portion of the common area maintenance charge together with a sum
for the accounting, bookkeeping and collection of the expenses in connection with the common areas
in an amount equal to ten (10 %) percent of the total of Tenant's prorate share of the aforementioned
expenses for each calendar year. The amount of the monthly common area maintenance charge shall
be equal to the Tenant's percentage of common area maintenances charges as set forth in Section
1.1 above multiplied by the operating cost budget pursuant to Section 4.4 (c) below. The Tenant's
portion of the common area maintenance charge is a fraction, the numerator of which is the total floor
area of the Premises and the denominator of which is the total gross leasable floor area of the
building of buildings of which the Premises are a part.
(4) Should Landlord acquire or make available land not shown as part of
the Shopping Center on Exhibit B and make the same available for parking or other common area
purposes, then said expenses in connection with the common areas shall also include all of the
aforementioned expenses incurred and paid in connection with said additional land.
(c) SUdemwrk of Adjustment. Upon commencement of rental, Landlord shall
submit to Tenant a statement of the anticipated monthly Adjustments, for the period between such
commencement and the following January and Tenant shall pay the same and all subsequent monthly
payments concurrently with the payment of Minimum Rent. Tenant shall continue to make said
monthly payments until notified by Landlord of a change thereof. By March 1 of each year Landlord
shall endeavor to give Tenant a statement showing the total Adjustments, for the Shopping Center for
the prior calendar year and Tenant's allowable share thereof, prorated from the commencement of the
payment of Minimum Rent. In the event the total of the monthly payments which Tenant has made
for the prior calendar year shall be less than the Tenant's actual share of such Adjustments and other
charges, then Tenant shall pay the difference in a lump sum within ten (10) days after receipt of such
statement from the Landlord and shall concurrently pay the difference in monthly payments made in
the then calendar year and the amount of monthly payments which are then calculated as monthly
Adjustments and other charges next coming due. The actual Adjustments, for the prior calendar year
shall be used for purposes of calculating the anticipated monthly Adjustments and other charges for
the then current year with actual determination of such Adjustments, after each calendar year as
above provided, excepting that in any year In which resurfacing is contemplated the Landlord shall
be permitted to include the actual cost of the same as part of the estimated monthly Adjustments and
other charges. Even though the tern has expired and Tenant has vacated the Premises, when the
final determination is made of Tenant's share of said Adjustments and other charges for the year in
which the Lease terminates, Tenant shall Immediately pay any increase due over the estimated
Adjustments and other charges previously paid and, conversely, any overpayment made shall be
immediately rebated by Landlord to Tenant.
5. USE
5.1 Permitted Uses. Tenant shall not use nor permit or suffer the use of the
Premises for any business or purpose other than the purpose set forth in Section 1.1 above, without
the prior written consent of Landlord, which consent may be subject to such conditions as Landlord
deems appropriate.
5.2 Uses Prohibited. Tenant shall not do or permit anything to be done In or about the
Premises nor bring or keep anything therein which will in any way Increase the existing rate of, or
affect any, fire or other insurance upon the Premises or the Building of which the Premises are a part,
or cause a cancellation of any insurance policy covering said Premises or Building or any part thereof
or any of its contents. Tenant shall not do or permit or suffer anything to be done in or about the
Premises which will in any way obstruct or interfere with the rights of other tenants or occupants of
the Building or Shopping Center or injure or annoy them, nor shall the Tenant use or allow the
INITIALS DATE
N.
Premises to be sued for any improper, Immoral, unlawful or objectionable or offensive purpose, nor
shall Tenant cause, maintain, or suffer or permit any nuisance in, on or about the Premises. Tenant
shall not commit or allow to be committed any waste in or upon the Premises and shall refrain from
using or permitting the use of the Premises or any portion thereof as living quarter, sleeping quarters
or for lodging purposes.
5.4 Compfliance With laws. Tenant shall, at its sole cost and expense, promptly comply
with all local, state or federal laws, statutes, ordinances and governmental rules, regulations or
requirements now In force or which may hereafter be In force with respect to the Tenant's use and
occupancy of the Premises and the Tenant's business conducted thereon and with the requirements
of any board of fire underwriters or other similar bodies now or hereafter constituted relating to or
affecting the condition, use or occupancy of the Premises, (excluding structural changes not related
to or affected by Tenant's improvements or acts). The judgment of any court of competent jurisdiction
or the admission of Tenant in any action against Tenant, whether Landlord to be a party thereto or
not, that Tenant has violated any law, statute, ordinance or governmental rule, regulation or
requirement, shall be conclusive of that fact as between the Landlord and Tenant.
5.5 Environmentat LUtters. As used herein, the following items shall have the following
meanings: 'Environmental Activity' means any actual, proposed or threatened use, storage, treatment,
existence, release, emission, discharge, generation, manufacture, disposal or transportation of any
Hazardous Materials from, into, on, under or about the Shopping Center or the Premises, or any other
activity or occurrence that causes or would cause any such event to exist; "Environmental
Requirements" means all present and future federal, state, regional or local laws relating to the use,
storage, treatment, existence, release, emission, discharge, generation, manufacture, disposal or
transportation of any Hazardous Materials; and "Hazardous Material" means at any time any
substances or materials which at such time are classified or considered to be hazardous or toxic
under any Environmental Requirement. Tenant shall, at its own expense, procure, maintain in effect
and comply with all conditions of any and all permits, licenses, and other governmental and regulatory
approvals required any Environmental Requirements for any Environmental Activity by Tenant,
including, without limitation, the discharge of (appropriately treated) materials or wastes into or
through any sanitary sewer serving the Shopping Center or the Premises, and upon termination of this
Lease shall cause all of its Hazardous Materials to be removed from the Shopping Center and the
Premises in accordance with and In compliance with all applicable Environmental Requirements.
Upon having knowledge thereof, Tenant shall Immediately notify Landlord In writing of: any regulatory
action that has been Instituted or threatened by any governmental agency or court with respect to
Tenant that relates to any Environmental Activity in, on or about the Shopping Center or the Premises;
any claim relating to any Environmental Activity by Tenant In, on or about the Shopping Center or the
Premises, or that arises out of or In connection with any Hazardous Materials in, on, under or about
the Shopping Center or the Premises or removed from the Shopping Center or the Premises; or any
actual or threatened material release on, under or about the Shopping Center or the Premises or any
adjacent property of any Hazardous Material, except any Hazardous Material whose discharge or
emission is expressly authorized by and in compliance with a permit issued by a federal, state,
regional or local governmental agency pursuant to Environmental Requirements. Tenant shall provide
Landlord with copies of any communications with federal, state, regional or local governments,
agencies or courts with respect to any Environmental Activity or Environmental Requirement relating
to the Shopping Center or the Premises and any communications with any third party relating to any
claim made or threatened with respect to any Environmental Activity by Tenant in, on or about the
Shopping Center or the Premises.
INITIALS DATE
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Tenant's obligations under this Section 5.5 shall
include, without limitation, and whether foreseeable or unforeseeable, all costs of any repair, damage
or cleanup, removal or remediation action, or detoxification or decontamination of the Shopping
Center or the Premises, or the preparation and implementation of any closure, remedial action or other
plans in connection therewith that are required as a result of any Environmental Activity by Tenant,
and shall survive the expiration or earlier termination of the term of this Lease. The provisions of this
Section 5.5 shall survive the termination of this Lease.
& UTILM ES
6.1 Tenant's Obligation. Tenant shall pay before delinquency, at its sole cost and expense,
all charges for water, gas, heat, electricity, power, telephone service, sewer service charges and sewer
rentals charged or attributable to the Premises, and all other services or utilities used in, upon or
about the Premises by Tenant or any of its subtenants, licensees or concessionaires during the Lease
Term hereof and the cost of installing meters therefor; provided, however, that if any such services
or utilities shall be billed to Landlord and are not separately metered to the Premises, the amount
thereof shall be prorated, and Tenant shall pay to Landlord upon demand as additional rental
hereunder, an amount equal to that proportion of the total charges for which the number of square
feet of gross floor area in the Premises bears to the total number of square feet of gross floor area
leased and occupied in the area covered by such combined charges. In no event shall Landlord be
liable for an interruption or failure In the supply of any such utilities to the Premises.
7. PERSONAL PROPERTY TAXES.
7.1 Tenant's Ob8gntlIML Tenant shall pay, or cause to be paid, before delinquency, any
and all taxes levied or assessed and which become payable during the Lease Term hereof upon all
Tenant's leasehold improvements, equipment, furniture, fixtures and other personal property located
in the Premises. In the event any or all of the Tenant's leasehold improvements, equipment, furniture,
fixtures and other personal property shall be assessed and taxed within ten (10) days after delivery
to Tenant by Landlord of a statement In writing setting forth the amount of such taxes applicable to
Tenant's property.
& UCEiNsRE8` AND TAXES.
8.1 TenslWs Obligation. Tenant shall be liable for, and shall pay throughout the term of
this Lease, all licenses and excise fees and occupation taxes covering the business conducted on the
Premises. If any governmental: authority or unit under any present or future law effective at any time
during the Lease Term hereof shall In any manner levy a tax on rents payable under this Lease or
rents accruing from use of the Premises or a tax in any form against Landlord because of or measured
by income derived from the leasing or rental of said property, such tax shall be paid by Tenant, either
directly or through Landlord, and upon Tenant's default therein, Landlord shall have the same
remedies as upon failure to pay rent. It is understood and agreed, however, that Tenant shall not be
liable to pay any net income tax imposed on Landlord unless, and then only to the extent that, the net
income tax in substitute for real estate taxes.
9. ALTERATIONS.
9.1 Alterations by TernnL Tenant shall not make any alterations, additions or
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improvements in or to the Premises without the prior written consent of Landlord, which consent may
be subject to such conditions as Landlord may deem appropriate. Any such alterations, additions or
improvements consented to by Landlord shall be made at Tenant's sole cost and expense, and: shall
be constructsda1& -with a4l applicable bulkfing codes} and - lw laws and regulations.
Tenant shall be responsible for the costs of any additionW alteration and improvements required by
law to be made. to or in the Shoppft Center as a result of such alterations, additions or
improvements: Tenant shall secure any and all governmental permits, approvals or authorizations
required in connection with any such work, and shall hold harmless from any and all liability, costs,
damages, expenses (including attorneys' fees) and any and all liens resulting therefrom. All
alterations, additions and Improvements (and expressly including all light fixtures and floor coverings),
except trade fixtures, appliances and equipment which do not become a part of the Premises, shall
immediately become the property of Landlord without any obligation to pay therefor. Upon the
expiration or sooner termination of the term hereof, Tenant shall, upon written demand by Landlord,
given at least thirty (30) days prior to the end of the term, at Tenant's sole cost and expense, forthwith
and with all due diligence, remove any alterations, additions or improvements made by Tenant,
designated by Landlord to be removed, and Tenant shall, forthwith and with all due diligence, at its
sole cost and expense, repair any damage to the Premises caused by such removal.
10. MAINTENANCE OF PREMISES.
10.1 Maintenance and Repair by Tenant Tenant shall at all times throughout the Lease
Term at Its sole cost and expense keep the Premises (including exterior doors and entrances, all
windows and moldings and trim of all doors and windows) and all partitions, door surfaces, fixtures,
equipment and appurtenances thereof (including lighting, heating and plumbing fixtures and any air
conditioning system) In good order, condition and repair, damage by unavoidable casualty excepted
(but not excluding damage from burglary or attempted burglary of the Premises). When there is a
heating and air conditioning system, Landlord will contract for service checks and fitter changes and
Tenant agrees to pay its pro rata share of such service calls and fitter changes on the units serving
Tenant's Premises, all as set forth in Section 4.4(c) above. Without limiting the generalities thereof,
Tenant shall keep the glass of all windows, doors, and showcases clean and presentable; replace
immediately all broken glass In the Premises; at reasonable intervals paint or refinish the interior of
the Premises and the store front, including entrances as determined by Landlord; make any necessary
repairs to, or replacements of, all door closure apparatuses and mechanisms; keep all plumbing clean
and in good state of repair including pipes, drains, toilets, basins and those portions of the heating
system within the walls of the Premises; at Landlord's request, assist Landlord to remove all snow and
ice from the sidewalk in front of the Premises , and keep all utilities within
the Premises in good state of repair.
10.2 Fare to Maintain. If Tenant fails to keep and preserve the Premises as set forth in
Section 10.1 above, Landlord may, at its option, put or cause the same to be put in the condition and
state of repair agreed upon, and In such case, upon receipt of written statements from Landlord,
Tenant shall promptly pay the entire cost thereof as additional rent. Landlord shall have the right,
without Itabillty, to enter the Premises for the purpose of making such repairs upon the failure of
Tenant to do so.
10.3 Repairs by Landlord. Landlord shall keep the roof, exterior walls (exclusive of store
fronts), foundations and building structure of the Premises in a good state of repair, and shall
accomplish such repairs as may be needed promptly after receipt of written notice from Tenant.
Should such repairs be required by reason of Tenant's negligent acts or failure to act, Tenant shall
promptly pay Landlord for the cost there of as additional rent. Tenant shall immediately inform
Landlord of any necessary repairs and Tenant shall make none of such repairs without Landlord's
prior written consent. Landlord shall not be liable for any failure to make any such repairs or to
perform any maintenance required of Landlord hereunder unless such failure shall persist for an
unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord
by Tenant. Except as otherwise specifically provided herein, there shall be no abatement of rent and
no liability of Landlord by reason of any Injury to or interference with Tenant's business arising from
the making of any repairs, alterations or improvements in or to any portion of the Premises or Building
of which the Premises is a part or in or to fixtures, appurtenances and equipment therein.
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10.4 Surrender of Premises. At the expiration or sooner termination of this Lease, Tenant
shall return the Premises to Landlord in the same condition in which received (or, if altered by
Landlord or by Tenant with the Landlord's consent, then the Premises shall be returned in such
altered condition), reasonable wear and tear excepted. Tenant shall remove all trade fixtures,
appliances and equipment which do not become a part of the Premises and alterations which
Landlord designates to be removed pursuant to Section 9.1 above, and shall restore the Premises to
the condition they were in prior to the installation of said items. Tenant's obligation to perform this
covenant shall survive the expiration of the termination of this Lease.
11. LIENS AND ENCUMBRANCES.
11.1 Liens. Tenant shall keep the Premises and the Shopping Center in which the Premises
are situated free from any liens arising out of any work performed, materials furnished or obligations
incurred by Tenant. Landlord may require, at Landlord's sole option, that Tenant shall provide to
Landlord, at Tenant's sole cost and expense, payment and performance bonds in an amount equal
to one and one half (I%) times the estimated cost of any improvements, additions or alterations in the
Premises which the Tenant desires to make to insure Landlord against any liability for mechanics' and
materialmen's liens and to insure completion of the work.
11.2 Encumbrances. The Tenant shall not cause or suffer to be placed, filed or recorded
against the title to the Premises, the Building of which the Premises is a part, the Shopping Center
in which the Premises are located, or any part thereof, any mortgage, deed of trust, security
agreement, financing statement or other encumbrances; and further, in no event shall the lien of
Tenant's mortgage, deed of trust, or other security agreement or financing statement cover the
Premises, the Building of which the Premises Is a part, or the Shopping Center or any part thereof not
any leasehold Improvement, alterations, additions, or Improvements thereto except trade fixtures,
appliances and equipment which are owned by Tenant and which are not, and which do not become,
a part of the Premises. The form of any such mortgage, deed of trust or their security agreement of
financing statement which includes a legal description of the Premises, or the building of which the
Premises is part, or the Shopping Center or the address thereto, shall be subject to Landlord's prior
written approval, which may be subject to such conditions as the Landlord may deem appropriate.
12. ASSIGNMENT AND SUBLETTING.
121 Assiigrunm R or Sublettlrg. No assignment of this Lease or sublease of all or any part
of the Premises shall be permitted, except as provided in this Article.
(a): Tenant shall not, without the prior written consent of Landlord, assign or
hypothecate this Luse or any interest herein or sublet the Premises or any part thereof, or permit the
use of the Premises by any party other than Tenant. Any of the foregoing acts without such consent
shall be void and shall, at the option of Landlord, terminate this Lease. This Lease shall not, nor shall
any interest of Tenant herein, be assignable by operation of law without the written consent of
Landlord.
(b) if at any time or from time to time during the Term Tenant desires to assign
this Lease or sublet all or any part of the Premises, Tenant shall give notice to Landlord setting forth
the terms and provisions of the proposed assignment or sublease, and the identity of the proposed
assignee or subtenant. Tenant shall promptly supply Landlord with such Information concerning the
business background and financial condition of such proposed assignee or subtenant as Landlord
may reasonably request. Landlord shall have the option, exercisable by notice given to Tenant within
twenty (20) days after Tenant's notice is given, either to sublet such space from Tenant at the rental
and on the other terms set forth in this Lease for the term set forth in Tenant's notice, or, in the case
of an assignment, to terminate this Lease. If Landlord does not exercise such option, Tenant may
assign the Lease or sublet such space to such proposed assignee or subtenant on the following
further conditions:
(1) Landlord shall have the right to approve such proposed assignee or
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subtenant, which approval shall not be unreasonably withheld;
(2) The assignment or sublease shall be on the same terms set forth in the
notice given to Landlord;
(3) No assignment or sublease shall be valid and no assignee or sublessee
shall take possession of the Premises until an executed counterpart of such assignment or sublease
has been delivered to Landlord;
(4) No assignee or sublessee shall have a further right to assign or sublet
except on the terms herein contained; and
(5) Any sums or other economic consideration received by Tenant as a
result of such assignment or subletting, however denominated under the assignment or sublease,
which exceed, in the aggregate, (1) the total sums which Tenant Is obligated to pay Landlord under
this Lease (prorated to reflect obligations allocable to any portion of the Premises subleased), plus
(ii) any real estate brokerage commissions or fees payable in connection with such assignment or
subletting, shall be paid to Landlord as additional rent under this Lease without affecting or reducing
any other obligations of Tenant hereunder.
(c) Notwithstanding the provisions of paragraphs (a) and (b) above, Tenant may
assign this Lease or sublet the Premises or any portion thereof, without Landlord's consent and
without extending any recapture or termination option to Landlord, to any corporation which controls,
is controlled by or is under common control with Tenant, or to any corporation resulting from a
merger or consolidation with Tenant, or to any person or entity which acquires all the assets of
Tenant's business as a going concern, provided that (1) the assignee or sublessee assumes, in full,
the obligations of Tenant under the Lease, (if) Tenant remains fully liable under this Lease, and (iii)
the use of the Premises under Article a remains unchanged.
(d) No subletting or assignment shall release Tenant of Tenant's obligations under
this Lease or after the primary liability of Tenant to pay the Rent and to perform all other obligations
to be performed by Tenant hereunder. The acceptance of Rent by Landlord from any other person
shall not be deemed to be a waiver by Landlord 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 d fault by an assignee or subtenant of Tenant or any successor of Tenant in the performance of
any of the terms hereof, Landlord may proceed directly against Tenant without the necessity of
exhausting remedies against such assignee, subtenant or successor. Landlord may consent to
subsequent assignments of the Lease or sublettings or amendments or modifications to the Lease
with assignees of Tenant, without notifying Tenant, or any successor of Tenant, and without obtaining
its or their consent thereto and any such actions shall not relieve Tenant of liability under this Lease.
(e) If Tenant assigns the Lease or sublets the Premises or requests the consent
of Landlord to any assignment or subletting or if Tenant requests the consent of Landlord to any
assignment or subletting or if Tenant requests the consent of Landlord for any act that Tenant
proposes to do, then Tenant shall, upon demand, pay Landlord an administrative fee of One Hundred
Fifty and 00 /100ths Dollars ($150.00) plus any attorney's fees reasonably incurred by Landlord in
connection with such act or request.
13. COMMON AREAS.
13.1 Control of Common Areas by Landlord. Landlord shall at all times have the exclusive
control and management of the common areas of the Shopping Center. The common areas shall
include but not be limited to all automobile parking areas, access roads, driveways, entrances,
retaining walls and exits thereto, truck way or ways, loading docks, package pick -up stations,
washrooms, pedestrian malls, courts, sidewalks and ramps, landscaped areas, exterior stairways, and
other areas, improvements, facilities and special services provided by Landlord for the general use,
in common, of tenants of the Shopping Center, and their officers, agents, employees and invitees.
With respect to the common areas, Landlord shall have the right from time to time to employ
personnel; establish, modify and enforce reasonable rules and regulations; construct, maintain and
operate lighting facilities; police common areas and facilities; from time to time to change the area,
level, location and arrangement of parking areas and other facilities hereinabove referred to; to restrict
parking by Tenant, its officers, agents and employees to employee parking areas; to enforce parking
charges (by operation of meters or otherwise), with appropriate provisions for free parking ticket
validating by Tenant; to close all or any portion of the common areas to such extent as may, in the
opinion of Landlord's counsel, be legally sufficient to prevent a dedication thereof or the accrual of
INITIALS DATE
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any interest therein by any person or the public; close temporarily all or any portion of the parking
areas or facilities; to discourage non - customer parking; and to do and perform such other acts in and
to the common areas as, In the use of good business judgment, Landlord shall determine to be
advisable with a view to the Improvement of the convenience and use thereof by tenants of the
Shopping Center, their employees, invitees and customers.
13.2 License. All common areas and facilities which Tenant may be permitted to use and
occupy, shall be used and occupied under a revocable license. If the amount of such areas or
facilities be diminished, such diminution shall not be deemed a constructive or actual eviction of
Tenant and Landlord shall not be subject to any liability, nor shall Tenant be entitled to any
compensation for diminution or abatement of rent.
13.3 Rules and Regulations. Tenant shall comply with the rules and regulations that the
Landlord may from time to time promulgate and /or modify. The rules and regulations shall be binding
upon the Tenant upon delivery of a copy of them to Tenant. Landlord shall not be responsible to
Tenant for the nonperformance of any said rules and regulations of any other tenants or occupants.
14. INSURANCE AND INDEMNITY.
14.1 Indemnillcatioe. It Is understood and agreed that Landlord shall not be liable for Injury
to any person, or for the loss of or damage to any property (including property of Tenant) occurring
in or about the Premises from any cause whatsoever, except for Landlord's negligence or willful
misconduct.
r
Tenant as a material part of the consideration to Landlord hereby assumes
all risk of damage to property or injury to persons in, upon or about the Premises, from any cause
other than Landlord's negligence, or willful misconduct, and Tenant hereby waives all claims in
respect thereof against Landlord.
Lease. Landlord and Its agents shall not be liable for any loss or damage to persons or property
resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from
any part of the Premises or from pipes, appliances or plumbing works therein or from the roof, street
or subsurface or from any other place resulting from dampness or any other cause whatsoever, unless
caused by or due to the negligence of Landlord, its agents, servants or employees. Landlord and its
agents shall not be liable for Interference with the light, air, or for any latent defect on the Premises.
Tenant shall give prompt notice to Landlord In case of casualty or accidents on the Premises.
14.2 Insurance. During the entire Lease Term the Tenant shall, at its own expense, maintain
adequate liability insurance with a reputable insurance company or companies with minimum amounts
of $500,000,00 for property damage, and $500,000.00 (per individual) and $1,00,000.00 (per accident)
for personal injuries, to indemnify both Landlord and Tenant against any such claims, demands,
losses, damages, liabilities and expenses. Landlord shall be named as one of the insureds and shall
be furnished with a copy of such policy or policies of insurance, which shall bear an endorsement that
the same shall not be cancelled except upon not less than thirty (30) days' prior written notice to
Landlord. Tenant shall also at its own expense maintain, during the Lease Term, insurance covering
its furniture, fixtures, equipment and inventory in an amount equal to the full insurable value thereof,
against fire and risks covered by standard extended coverage endorsement and insurance covering
all plate glass and other glass on the Premises. Tenant shall provide Landlord with copies of the
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policies of insurance or certificates thereof. If Tenant fails to maintain such Insurance, Landlord may
maintain the same on behalf of Tenant. Any premiums paid by Landlord shall be deemed additional
rent and shall be due on the payment date of the next installment of Minimum Rental hereunder.
14.3 Increase in Insurance Premium. Tenant shall not keep, use, sell or offer for sale in or
upon the Premises any article which may be prohibited by the standard form of fire insurance policy.
Tenant shall pay any increase in premiums for casualty and fire (including extended coverage)
insurance that may be charged during the Term of this Lease on the amount of such insurance which
may be carried by Landlord on the Premises or the building of which they are a part, resulting from
Tenant's occupancy or from the type of merchandise which Tenant stores or sells on the Premises,
whether or not Landlord has consented thereto. in such event, Tenant shall also pay any additional
premium on the insurance policy that Landlord may cant' for its protection against rent loss through
fire or casualty. In determining whether Increase premiums are the result of Tenant's use of the
Premises, a schedule issued by the organization setting the insurance rate on the Premises, showing
the various components of such rate, shall be conclusive evidence of the several items and charges
which make up the casualty and fire insurance rate on the Premises. Landlord shall deliver bills for
such additional premiums to Tenant as such times as Landlord may elect, and Tenant shall
immediately reimburse Landlord therefor.
14.4 Waiver of Subrogation. Landlord and Tenant hereby mutually release each other from
liability and waive all right of recovery against each other for any loss in or about the Premises, from
perils insured against undertheir respective fire insurance contracts, including any extended coverage
endorsements thereof, whether due to negligence or any other cause; provided that this Section shall
be inapplicable if It would have the effect, but only to the extent It would have the effect, or
invalidating any insurance coverage of Landlord or Tenant.
14.5 Compenies. Insurance required hereunder shall be issued by companies rated A or
better in "Bests' Insurance Guide.
14.6 Cerbflcs% of Insurance. A certificate issued by the insurance carrier for each policy
of insurance required to be maintained by Tenant under the provisions of this Lease shall be delivered
to Landlord on or before the commencement date of the Lease Term hereof and thereafter, as
respects policy renewals, within thirty (30) days prior to the expiration of the term of each such policy.
Each of said certificates of Insurance and each such policy of insurance required to be maintained
by Tenant hereunder shall expressly evidence insurance coverage as required by this Lease. All such
policies shall be written as primary policies not contributing with and not in excess of coverage which
Landlord may carry.
15. EMINENT DOMAIN.
15.1 Total Taking. If all the Premises are taken by the power of eminent domain exercised
by any governmental or quasi - governmental authority, this Lease shall terminate as of the date Tenant
is required to vacate the Premises and all Minimum rent and other rentals and charges due hereunder
shall be paid to that date. The term *eminent domain" shall include the taking or damaging of property
by, through or under any governmental or quasi - governmental authority, and any purchase or
acquisition in lieu thereof, whether or not the damaging or taking is by the government or any other
person.
15.2 Partial Taking. If more than fifteen (15 %) percent of the floor area of the Premises shall
be taken or appropriated, this Lease may, at the option of either party, be terminated by written notice
given to the other party not more than thirty (30) days after Landlord and Tenant receive notice of the
taking or appropriation, and such termination shall be effective as of the date when Tenant is required
to vacate the portion of the Premises so taken. In the event that more than ten (10 %) percent of the
INITIALS DATE
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parking areas or other common areas of the Shopping Center shall be taken or appropriated, then the
Landlord may at its option terminate this Lease by written notice given to Tenant within sixty (60) days
of the date of such taking. If this Lease is so terminated, all Minimum Rent and other charges due
hereunder shall be paid to the date of termination. Whenever any portion of the Premises or common
areas are taken by eminent domain and this Lease is not terminated, Landlord shall at its expense
proceed with all reasonable dispatch to restore, to the extent that it is reasonably prudent to do so,
the remainder of the Premises and common area to the condition it was in immediately prior to such
taking, and Tenant shall at its expense proceed with all reasonable dispatch to restore its fixtures,
furniture, furnishings, floor covering and equipment to the same condition they were in Immediately
prior to such taking. From the date Tenant is required to vacate that portion of the Premises taken,
the Minimum Rent payable hereunder shall be reduced in the same proportion that the area taken
bears to the total area of the Premises prior to taking.
15.3 Damages. Landlord reserves all rights to the entire damage award or payment for any
taking by eminent domain, and Tenant shall make no claim whatsoever against Landlord for damages
for termination of Its leasehold interest in the Premises or for Interference with Its business. Tenant
hereby grants and assigns to Landlord any right Tenant may now have or hereafter acquire to such
damages and agrees to execute and deliver such further instruments of assignment thereof as
Landlord may from time to time request. Tenant shall, however, have the right to claim from the
condemning authority all compensation that may be recoverable by Tenant on account of any loss
incurred by Tenant In removing Tenant's merchandise, furniture, trade fixtures and equipment or for
damage to Tenant's business provided, however, that Tenant may claim such damages only if they
awarded separately in the eminent domain proceeding and not as part of Landlord's damages.
16. TENANT'S DEFAULT.
16.1 Default The occurrence of any one or more of the following events shall constitute
a default and breach of this Lease by Tenant.
(a) Val the Premises. The vacating or abandonment of the Premises by
Tenant or the failure of Tenant to be open for business (except in the event of damage or destruction
to the Premises which prevents Tenant from conducting any business thereon) for more than five (5)
days.
(b) Fain re to Pay Rent. The failure by Tenant to make any payment of Minimum
Rent, Adjustments, or any other payment required to be made by Tenant hereunder, as and when due,
where such failure shall continue for a period of three (3) days after written notice thereof by Landlord
to Tenant.
(c) Failure to Peikxn The failure by Tenant to observe or perform any of the
covenants, conditions or provisions of this Lease to be observed or performed by the Tenant, other
than described In Section 16.1(b) above, where such failure shall continue for a period of thirty (30)
days after written notice thereof by Landlord to Tenant; provided, however, that if the nature of
Tenant's default Is such that more than thirty (30) days are reasonably required for its cure, then
Tenant shall not be deemed to be In default if Tenant commences such cure within said thirty (30) day
period and thereafter diligently prosecutes such cure to completion.
(d) Ban1wuptcy. The making by Tenant of any general assignment or general
arrangement for the benefit of creditors; or by the filing by or against Tenant of a petition to have
Tenant adjudged a bankrupt, or a petition or reorganization or arrangement under any law relating to
bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty
(60) days of filing); or the appointment of a trustee or a receiver to take possession of substantially
all of Tenant's assets located at the Premises or of Tenant's interest In this Lease, where such seizure
is not discharged in thirty (30) days after appointment of said trustee or receiver, or the filing of the
petition for the appointment of the same, whichever shall first occur.
16.2 Remedies In DebuL In the event of any such default or breach by Tenant, Landlord
may at any time thereafter, with or without notice or demand and without limiting Landlord in the
exercise of a right or remedy which Landlord may have by reason of such default or breach:
(a) Terminate Lease. Terminate Tenant's right to possession of the Premises by
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any lawful means, in which case this Lease shall terminate and Tenant shall Immediately surrender
possession of the Premises to Landlord. In such event Landlord shall be entitled to recover from the
Tenant all past due rents, adjustments, and other charges; the expenses of reletting the Premises,
including necessary renovation and alteration of the Premises, reasonable attorneys' fees; the worth
at the time of the award by the court having jurisdiction thereof of the amount by which the unpaid
rent and other charges and adjustments called for herein for the balance of the Lease Term after the
time of such award exceeds the amount of such loss for the same period that Tenant proves could
be reasonably avoided; and that portion of any leasing commission paid by Landlord and applicable
to the unexpired Lease Term of this Lease. Unpaid installments of rent or other sums shall bear
interest from the date due at the rate of ten (10 %) percent per annum; or
(b) Continue the Less& Maintain Tenant's right to possession, in which case this
Lease shall continue in effect whether or not Tenant shall have abandoned the Premises. In such
event Landlord shall be entitled to enforce all Landlord's rights and remedies under this Lease,
including the right to recover the Basic Rent and any other charges and adjustments as may become
due hereunder; or
(c) Other Remedies. Pursue any other remedy now or hereafter available to
Landlord under the laws or judicial decisions of the state in which the premises are located.
16.3 Legal F.xperaes. If either party is required to bring or maintain any action (including
assertion of any counterclaim or cross- claim, or claim in a proceeding in bankruptcy, receivership or
any other proceeding instituted by a party hereto or by others), or otherwise refers this Lease to an
attorney for the enforcement of any of the covenants, terms or conditions of this Lease, the prevailing
party in such action shall, In addition to all other payments required herein, receive from the other all
the costs incurred by the prevailing party including reasonable attorneys' fees and such costs and
reasonable attorneys' fees which the prevailing party incurred on any appeal.
16.4 Remedies Cumuladve — Waiver. It is understood and agreed that the Landlord's
remedies hereunder are cumulative and the Landlord's exercise of any right or remedy due to a default
or breach by Tenant shall not be deemed a waiver of, or to alter, affect or prejudice any right or
remedy which Landlord may have under this Lease or by law. Neither the acceptance of Basic or
Percentage Rent nor any other acts or omission of Landlord at any time or times after the happening
of any event authorizing the cancellation or forfeiture of this Lease, shall operate a waiver of any past
or future violation, breach or failure to keep or perform any covenant, agreement, term or condition
hereof or to deprive Landlord of Its right to cancel or forfeit this Lease, upon the written notice
provided for herein, at any time that cause for cancellation or forfeiture may exist, or be construed so
as at any time to stop Landlord from promptly exercising any other option, right or remedy that it may
have under any term or provision of this Lease, at law or in equity.
16.5 Waiver of Rights of Redempliam Tenant hereby expressly waives any and all rights
of redemption granted by or under any present or future laws In the event of Tenant being evicted or
dispossessed for any cause, or in the event of Landlord obtaining possession of the Premises, by
reason of the violation by Tenant of any of the covenants or conditions of this Lease, or otherwise.
17. DEFAULT BY LANDLORD.
17.1 Default by Landlord. Landlord shall not be in default unless Landlord fails to perform
obligations required of Landlord within a reasonable time, but in no event less than thirty (30) days
after written notice by Tenant to Landlord 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 Tenant in
writing. Said notice shall specify wherein Landlord has failed to perform such obligation; provided,
however, that if the nature of Landlord's obligation is such that more than thirty (30) days are required
for performance then Landlord shall not be in default if Landlord commences performance within such
thirty (30) day period and thereafter diligently prosecutes the same to completion. Tenant further
agrees not to invoke any of Its remedies under this Lease until said thirty (30) days have elapsed. In
no event shall Tenant have the right to terminate this Lease as a result of Landlord's default and
Tenant's remedies shall be limited to damages and /or an injunction.
INITIALS DATE
17
17.2 Exculpatory Language. If Landlord fails to perform its obligation in accordance with
any of the provisions of this Lease, Landlord agrees that it shall to the extent and under the conditions
provided for in this Lease, be liable to Tenant on account of any damages caused thereby, but Tenant
agrees that any money judgment resulting from such failure shall be satisfied only out of Landlord's
interest in the building of which the Premises are a part, and no other real, personal, or other property
of Landlord or of the partners comprising Landlord, or of the officers, shareholders, directors,
partners, or principals of such partners comprising the Landlord, shall be subject to levy, attachment,
or execution, or otherwise sued to satisfy any such judgement, ground lease of the Premises, and in
the event of any transfer of such title or interest, Landlord herein named (and in case of any
subsequent transfers, the then grantor) shall be relieved from and after the date of such transfer of
all liability as respects Landlord's obligation thereafter to be preformed, provided that any funds in the
hands of Landlord or the then grantor at the time of such transfer, in which Tenant has an interest,
shall be delivered to the grantee. The obligations contained in this Lease to be performed by Landlord
shall, subject as aforesaid, be binding on Landlord's successors and assigns, only during their
respective periods of ownership.
18. RECONSTRUCTION.
18.1 Race Ilructbn — Insured Loss. In the event the Premises are damaged by fire or other
perils covered by extended coverage insurance, Landlord agrees to forthwith repair same, and this
Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate
reduction of the Minimum Rent from the date of damage and while such repairs are being made, such
proportionate reduction to be based upon the extent to which the damage and making of such repairs
shall reasonably interfere with the business carried on by the Tenant in the Premises. If the damage
is due to the fault or neglect of Tenant or its employees, there shall be no abatement of rent.
18.2 Uninsured Lose. In the event the Premises are damaged as a result of any cause other
than the perils covered by extended coverage Insurance, the Landlord shall forthwith repair the same,
provided the extent of the destruction be less than ten (10 %) percent of the then full replacement cost
of the premises. In the event the destruction of the Premises is to an extent of ten (10 %) percent or
more of the full replacement cost then Landlord shall have the option, (1) to repair or restore such
damage, this Lease continuing in full force and effect, but the Minimum Rent to be proportionately
reduced as herein able In this Section provided; or (2) give notice to Tenant at any time within sixty
(60) days after such damage, terminating this Lease as of the date specified in such notice, which
date shall be no more than thirty (30) days after the giving of such notice. In the event of giving such
notice, this Lease shall expire and all Interest of the Tenant in the Premises shall terminate on the date
so specified in such notice and the Minimum Rent, reduced by a proportionate reduction, based upon
the extent, if any, to which such damage interfered with the business carried on by the Tenant in the
Premises, shall be paid up to date of such termination.
18.3 No Obligodom Notwithstanding anything to the contrary contained in this Section,
Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises when
the damage resulting from any casualty covered under this Section occurs during the last twenty -four
(24) months of the tern of this Lease or any extension thereof. Landlord shall not be required to
repair any Injury or damage by fire or other cause, or to make any repairs or replacements of any
leasehold improvements, fixtures, or other personal property of Tenant.
18.4 Partial Destruction of Shopping Center. If fifty (50 %) percent or more of the Rentable
Area of the Shopping Center is damaged or destroyed by fire or other cause, notwithstanding that the
Premises may be unaffected by such fire or other cause, Landlord may terminate this Lease and the
tenancy hereby created by giving the Tenant not less than thirty (30) days' prior written notice of
Landlord's election; provided, however, that such notice shall be given, if at all, within the sixty (60)
days following the date of occurrence of said damage or destruction. Minimum Rent shall be prorated
as of the date of such termination.
19. SUBORDINATION AND ATTORNMENT: MORTGAGEE PROTECTION.
INITIALS DATE
18
19.1 Subordil w*m — Nodce to Mortgagee. At the request of Landlord, Tenant shall
promptly execute and deliver, all instruments which may be appropriate to subordinate this Lease to
any existing or future mortgages or deeds of trust on the Shopping Center or on the leasehold interest
held by Landlord, and to any extensions, renewals, or replacements thereof, provided that the
mortgagee or beneficiary, as the case may be, shall agree to recognize this Lease in the event of
foreclosure if Tenant is not In default at such time. Notwithstanding anything to the contrary in this
Lease, the Landlord shall not be In default under any provision of this Lease unless written notice
specifying such default is given to Landlord and to all persons who have an interest in all or part of
the Shopping Center as mortgagees and /or deed of trust beneficiaries, and the provisions of Section
17.1 have been compiled with. Tenant further agrees that if Landlord shall have failed to cure or
commence the cure of such default within the time period allowed under Section 17.1 above, then the
mortgagees or deed of trust holder shall have an additional thirty (30) days within which to cure or
commence the cure of such default and thereafter diligently pursue such cure to completion including,
if necessary to effectuate such cure, commencement of judicial or non - judicial foreclosure
proceedings.
19.2 Tenant's Certificate. Tenant shall at any time and from time to time upon not
less than three (3) days prior written notice from Landlord execute, acknowledge and deliver to
Landlord a statement in writing (a) certifying that this Lease is unmodified and in full force and effect
(or, if modified, stating the nature of such modification and certifying that this Lease as so modified
is in full force and effect), and the date to which the rental and other charges are paid in advance, if
any, and (b) acknowledging that there are not, to Tenant's knowledge, any uncured defaults on the
part of the Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth
the date of commencement of rents and expiration of the Lease Term hereof. Any such statement
may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the
Shopping Center of which the Premises are a part.
19.3 Mortgagee Protection Clause. Tenant agrees to give any mortgagees and /or trust d eed
holders, by registered mail, a copy of any notice of default served upon the Landlord, provided that
prior to such notice Tenant has been notified in writing (by way of Notice of Assignment of Rents and
Leases, or otherwise) of the addresses of such mortgagees and /or trust deed holders. Tenant further
agrees that if Landlord shall have failed to cure such default within the time provided for in this Lease,
then the mortgagees and /or trust deed holders shall have an additional thirty (30) days within which
to cure such default or if such default cannot be cured within that time, then such additional time as
may be necessary if within such thirty (30) days any mortgagee and /or trust deed holder has
commenced and is diligently pursuing the remedies necessary to cure such default (Including but not
limited to commencement of foreclosure proceedings if necessary to affect such cure), in which event
this Lease shall not be terminated N such remedies are being so diligently pursued.
20. ACCESS BY LANDLORDS.
21.1 Right of Entry. Landlord or Landlord's employees, agents and /or contractors shall
have the right to enter the premises at any time to examine the same and to show them to prospective
purchasers or tenants of the building, and to make such repairs, alterations, improvements or
additions as Landlord may deem necessary or desirable. If Tenant is not personally present to permit
entry and an entry Is necessary, Landlord may in case of emergency forcibly enter the same, without
rendering Landlord liable therefor. Nothing contained herein shall be construed to impose upon
Landlord any duty of repair of the Premises or Building of which the Premises are a part except as
otherwise specifically provided for herein.
21.2 Excavation. If an excavation is made upon property adjacent to the Premises, Tenant
shall afford to the person causing or authorized to cause such excavation, license to enter upon the
Premises for the purpose of doing such work as Landlord shall deem necessary to preserve the wall
of the Building of which the Premises is a part from injury or damage and to support the same by
proper foundations, without any claim for damages or indemnification against Landlord or diminution
or abatement of rent.
21. SURRENDER OR ABANDONMENT OF LEASED PREMISES.
INITIALS DATE
19
21.1 Surrender of Possession. Tenant shall promptly yield and deliver to Landlord
possession of the Premises at the expiration or prior termination of this Lease. Landlord may place
and maintain a'For Lease' sign in conspicuous places on the Premises for sixty (60) days prior to the
expiration or prior termination of this Lease.
21.2 Holding Over. Any holding over by Tenant after the expiration of the Lease Term will
require Landlord's consent, and shall be construed to be a tenancy from month - to-month on the same
terms and conditions set forth herein, to the extent not Inconsistent with a month - to-month tenancy,
with the exception that Minimum Rent will be set at double the Minimum Rent In effect during the final
month of the expired lease term.
21.3 Abandonment. Tenant agrees not to vacate or abandon the Premises at any time
during the Lease Term. Should Tenant vacate or abandon said Premises or be dispossessed by
process of law or otherwise, such abandonment, vacation or dispossession shall be deemed a breach
of this Lease, and, in addition to any other rights which Landlord may have, Landlord may remove any
personal property belonging to Tenant which remains on the Premises and store the same, the cost
of such removal and storage to be charged to the account of Tenant.
21.4 Voluntary Surrender. The voluntary or other surrender of this Lease by Tenant, or a
mutual cancellation thereof, shall not work a merger, but shall, at the option of the Landlord, terminate
all or any existing sublease or subtenancles, or operate as an assignment to it of any or all such
subleases or subtenancies.
F- -1 If L=1 AFA Z KOYI T 1A LT i rt
221 Landlord's CovermulL Tenant, upon fully complying with and promptly performing all
of the terms, covenants and conditions of this Lease on Its part to be performed, and upon the prompt
and timely payment of all sums due hereunder, shall have and quietly enjoy the Premises for the
Lease Term set forth herein.
23. AUTHORITY OF PARTIES.
23.1 Corporate Audwlly. If Tenant Is a corporation, each Individual executing this Lease
on behalf of said corporation represents and warrants that he Is duly authorized to execute and deliver
this Lea" on behalf of said corporation, In accordance with a duly adopted resolution of the board
of directors of saki corporation, that such action and execution is in accordance with the bylaws of
said corporation, and that this Lease is binding upon said corporation in accordance with its terms.
23.2 Umked Partnerships. If the Landlord herein is a limited partnership, it Is understood
and agreed that any claims by Tenant against Landlord shall be limited to the assets of the limited
partnership, and furthermore, Tenant expressly waives any and all rights to proceed against the
individual partners, or the officers, directors or shareholders of any corporate partner.
24,. SIGNS.
241 General Tenant shall not place or suffer to be placed on the exterior walls of the
Premises or upon the roof or any exterior door or wall or. on the exterior or interior of any window
thereof any sign, awning, canopy, marquee, advertising matter, decoration, letter or other thing of any
kind (exclusive of the signs, if any, which may be provided for in the original construction or
improvement plans and specifications approved by the Landlord or Tenant hereunder, and which
conform to the Landlord's sign criteria) without the prior written consent of Landlord. Landlord hereby
reserves the exclusive right to the use for any purpose whatsoever of the roof and exterior of the walls
INITIALS DATE
20
of the Premises or the Building of which the Premises are a part.
24.2 Tenant's Interior Signs. Except as otherwise herein provided, Tenant shall have the
right, at its sole cost and expense, to erect and maintain within the interior of the premises all signs
and advertising matter customary or appropriate in the conduct of Tenant's business; provided,
however, that Tenant shall upon demand of the Landlord immediately remove any sign, advertisement,
decoration, lettering or notice which Tenant has placed or permitted to be placed in, upon or about
the Premises and which Landlord reasonably deems objectionable or offensive, and if Tenant fails or
refuses to do so, the Landlord may enter upon the Premises and remove the same at Tenant's cost
and expense. In this connection, Tenant acknowledges that the Premises are a part of an integrated
Shopping Center, and agrees that control of all signs by Landlord is essential to the maintenance of
uniformity, propriety and the aesthetic values in or pertaining to the Shopping Center.
25. DISPLAYS.
25.1 General. The Tenant may not display or sell merchandise or allow grocery carts or
other similar devices within the control of Tenant to be stored or to remain outside the defined exterior
walls and permanent doorways of the Premises. Tenant further agrees not to install any exterior
lighting, amplifiers or similar devices or use in or about the Premises, such as flashing lights,
searchlights, loudspeakers, phonographs or radio broadcasts.
26. AUCTIONS AND SALES.
26.1 General. Tenant shall not conduct or permit to be conducted any sale by auction upon
or from the Premises, whether said auction by voluntary, involuntary, pursuant to any assignment for
the payment of creditors or pursuant to any bankruptcy or other insolvency proceeding.
26.2 No Distress SaW& No auction, fire bankruptcy, "going out of business" or other
distress sales of any nature may be conducted on the Premises without the prior written consent of
Landlord.
27. MERCHAMi'S' ASSOCIATION.
28. MISCELLANEOUS.
28.1 Successors or Assigns. All the terms, conditions, covenants and agreements of this
INITIALS DATE
21
Lease shall extend to and be binding upon Landlord, Tenant and their respective heirs,. administrators,
executors, successors and assigns, and upon any person or persons coming Into ownership or
possession of any Interest in the Premises by operation of law or otherwise, and shall be construed
as covenants running with the land.
28.2 Tenant Defined. The word "Tenant* as used herein shall mean each and every person,
partnership or corporation who is mentioned as a Tenant herein or who executes this Lease as
Tenant.
28.3 Brokers Comn*mkxL Tenant represents and warrants that it has Incurred no liabilities
or claims for brokerage commissions or tinder's fees in connection with the execution of this Lease
and that it has not dealt with or has any knowledge of any real estate broker, agent or salesperson
in connection with the Lease except:
. Tenant agrees to indemnify and hold Landlord harmless from all such liabilities
or claims (including, without limitation, the attorneys' fees).
28.4 Partial Invalidity. If any term, covenant, or condition of this Lease or the application
thereof to any person or circumstance Is, to any extent, invalid or unenforceable, the remainder of this
Lease, or the application of such term, covenant or condition to persons or circumstances other than
those as to which it is held invalid or unenforceable, shall not be affected thereby and each term,
covenant or condition of this Lease shall be valid and be enforced to the fullest extent permitted by
law.
28.5 Recording. Tenant shall not record this Lease without the prior written consent of
Landlord. However, upon the request of Landlord, both parties shall execute a memorandum or "short
form" of this Lease for the purposes of recordation in a form customarily used for such purposes.
Said memorandum or short form of this Lease shall describe the parties, the Premises and the Lease
Term and shall incorporate this Lease by reference.
28.6 Notices. Any notices required In accordance with any of the provisions herein shall
be in writing and shall be delivered or mailed by certified mail to the address of Landlord as set forth
in Section 1 or shall be delivered or mailed by certified mail to Tenant at the address set forth in
Section 1. If there is more than one Tenant, any notice required or permitted hereunder may be given
by or to any one thereof, and shall have the same force and effect as if given by or to all thereof.
28.7 Pleb and Riders. Clauses, plats, riders, and addendums, if any, affixed to this Lease
are a part hereof.
28.8 Walvw.. The waiver by Landlord of any term, covenant or condition herein contained
shall not be deemed to be a waiver of such term, covenant or condition or any subsequent breach
of the same or any other term, covenant or condition herein contained. The subsequent acceptance
of Minimum or Percentage Rent or any other adjustment of sum hereunder by Landlord shall not be
deemed to be a waiver of any preceding default by Tenant of any term, covenant or condition of this
Lease, other than the failure of Tenant to pay the particular sum so accepted, regardless of Landlord's
knowledge of such preceding default at the time of the acceptance of such sum.
28.8 Joint OblisatkxL If there be more than one Tenant, the obligations hereunder imposed
shall be joint and several.
28.10 Marginal Headings. The marginal headings and article titles to the sections and
subsections of this Lease are not a part of this Lease and shall have not effect upon the construction
or interpretation of any part hereof.
28.11 Time. Time is of the essence of this Lease and each and all of its provisions in which
performance is a factor.
INITIALS DATE
22
28.12 Late Charges. Tenant hereby acknowledges that late payment by Tenant to Landlord
of rent or other sums due hereunder will cause Landlord 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 to, processing and accounting charges, and late charges which may be imposed upon
Landlord by the terms of any mortgage or trust deed covering the Premises. Accordingly, if any
installment of Minimum or Percentage Rent or any sum due from Tenant shall not be received by
Landlord or Landlord's designee within three (3) days after written notice that said amount is past due,
then Tenant shall pay to Landlord as additional rent a late charge equal to twelve (12 %) percent of
such overdue amount, plus any attorneys' fees incurred by Landlord by reason of Tenant's failure to
pay rent and /or other charges when due hereunder. The parties hereby agree that such late charges
represent a fair and reasonable estimate of the cost that Landlord will incur by reason of the late
payment by Tenant. Acceptance of such late charges by the Landlord shall in no event constitute a
waiver of Tenant's default with respect to such overdue amount, nor prevent Landlord from exercising
any of the other rights and remedies granted hereunder.
18.13 Prior Agreements. This Lease contains all of the agreements of the parties hereto with
respect to any matter covered or mentioned in this Lease, and no prior agreements or understanding
pertaining to any such matters shall be effective for any purpose. No provisions of this Lease may
be amended or added to except by an agreement in writing signed by the parties hereto or their
respective successors in interest. This Lease shall not be effective or binding on any party until fully
executed by both parties hereto.
28.14 Inability to Perform. This Lease and the obligation of the Tenant hereunder shall not
be affected or impaired because the Landlord is unable to fulfill any of its obligations hereunder or
is delayed in doing so, if such inability or delay is caused by reason of strike, labor troubles, acts of
God, or any other cause beyond the reasonable control of the Landlord.
28.15 Choice of Law. This Lease shall be governed by the laws of the state In which the
Premises is located.
28.16 Attorneys' Fees. In the event of any action or proceeding brought by either party
against the other under this Lease, the prevailing party shall be entitled to recover for the fees of its
attorneys in such action or proceeding, including costs of appeal, if any, in such amount as the court
may adjudge reasonable as attomeys' fees. in addition, should it be necessary for Landlord to employ
legal counsel to enforce any of the provisions herein contained, Tenant agrees to pay all attorneys'
fees and court costs reasonably incurred.
28.17 Competition. During the term of this Lease, Tenant shall not directly or indirectly
engage in any similar or competing business within a radius of three (3) air miles from the outside
boundary of the Shopping Center.
IN WITNESS WHEREOF the parties hereto have executed this instrument the day and year first above
set forth.
LANDLORD TENANT
BUELL DEVELOPMENT CORPORATION CITY OF PUEBLO, A MUNICIPAL CORPORATION
By:
INITIALS DATE
23
EXHIBIT W
25 & 30 -20-65 Beg NW cor S% Blk 1 Thatcher and Gast th S 89 °52' W 225ft th S OOo08r E 104.9ft
th N 83 °52' W 125.9ft W 350ft SA 79 °30" W165.3 It to N line of W 4th St th S 89 °52' W30.2 ft N 30 °10'
W 341.85 ft th Nly alg Ely r/w AT& SF RR on curve to rt rad 503.8 it, 85.8 ft th N 01 °57' E 376.38 ft
th on curve to rt rad 503.8 ft, 201.45 it to intersection E line AT & SF RR with N line sec th S 89 °58'
E 985.16ft th S 40° 15' E 301.8 ft th S 13° E 407ft th SEly on curve to left rad 225.7 ft, 80.92ft to pt on
N line
Blk 1 Thatcher and Gast Sub th N 89 °38' W 233.35 ft S 132.04ft to beg N %NW% 36 -20-65 23.83A less:
2.37 acre sold to Safeway.
ALSO: Beg pt on S line sec 25 -30-65 877.46ft E of SW corsd sec th N 61.21' E 398.32 ft th S 89 °58'
E 299.71ft th S 54 °43' E 208.64ft th S 40 °15' E 85.06ft th N 89 °58' W 870.23ft to pt of beg. in SW%
of 25 -20-65 Contg 2.37A
Legal Description - Main Building, MidTown Shopping Center
INITIALS DATE
.. x..... s -14ii
ME
EXHIBIT "C"
SIGN CRITERIA
These criteria have been established for the purpose of assuring an outstanding shopping center, and
for the mutual benefit of all tenants. Conformance will be strictly enforced; and any installed
nonconforming or unapproved signs must be brought into conformance at the expense of the Tenant.
1. General Requirements
A. Tenant shall submit before fabrication four (4) copies of the proposed sign to the
Architect for approval. These drawings must include location, size and style of
lettering, material, type of illumination, installation details, color selections and logo
design. One copy is to have true colors, or a "color stripe ".
B. All permits for signs and their installation shall be obtained and paid for by Tenant.
C. The sign contractor shall be responsible for the fulfillment of all requirements and
specifications.
D. All signs must be approved by the City staff prior to fabrication.
E. The size, location, design, color, texture, lighting and materials of these signs shall in
no way detract from the design of the shopping center and the surrounding properties.
INITIALS DATE
EXHIBIT 'E'
RULES AND REGULATIONS
1. GENERAL PROVISIONS
(a) Tenant shall cause the work to be installed by Tenant's Contractor pursuant to the
approved plans and specifications at Tenant's sole cost and expense.
(b) Tenant shall cause its Contractor to perform the work and supply new materials in
compliance with the approved plans and to have such work performed diligently and in a first class
workmanlike manner in compliance with applicable laws and codes and with applicable standards of
the local Building Code, National Board of Fire Underwriters, the local Electrical Code, the American
Gas Association and the American Society of Heating, Refrigerating and Air Conditioning Engineers.
(c) Tenant agrees at Tenant's expense to obtain and maintain public liability and
workmen's compensation insurance adequate to fully protect Landlord as well as Tenant from and
against any and all liability for death or injury to person or damage to property caused in or about or
by reason of the construction of any work which is obligation hereunder.
2. No sign, placard, picture, advertisement, name or notice shall be inscribed, displayed or
printed or affixed on or to any part of the outside or inside of the Building or the Premises without
written consent of Landlord first having been obtained and Landlord shall have the right to remove
any such sign, placard, picture, advertisement, name or notice without notice to and at the expense
of Tenant.
All approved signs shall be printed, painted, affixed or inscribed at the expense of Tenant by
a person approved by Landlord.
Tenant shall not place anything or allow anything to be placed near the glass or any window,
door, partition or wall which may appear unsightly from outside the Premises.
3. Any directory, Center identification sign, or Common Sign used by any or all tenants in the
Center is controlled exclusively by the Landlord. Landlord reserves the right to determine content,
design, placement, and any other matters relating to same in the future.
4. The sidewalks, halls, passages, exits, entrances, and stairways shall not be obstructed by any
of the tenants or used by them for any purpose other than for ingress to and egress from their
respective Premises. The halls, passages, exits, entrances, stairways, balconies and roof are not for
the use of the general public and the Landlord shall in all cases retain the right to control and prevent
access thereto by all persons whose presence in the judgement of the Landlord shall be prejudicial
to the safety, character, reputation and interests of the Center and its tenants, provided that nothing
herein contained shall be construed to prevent such access to persons with whom the Tenant
normally deals in the ordinary course of Tenant's business unless such persons are engaged in illegal
activities. No tenant and no employees or invitees of any tenant shall go upon the roof of the Center.
5. Tenant shall not alter any lock or Install any new additonal locks or any bolts on any door of
the Premises without the written consent of Landlord.
6. The toilet rooms, wash bowls and other apparatus shall not be used for any purpose other
than that for which they were constructed and no foreign substance of any kind whatsoever shall be
thrown therein and the expense of any breakage, stoppage or damage resulting from the violation of
this rule shall be borne by the Tenant who, or whose employees or invitees shall have caused it.
7. Tenant shall not overload the floor of the Premises or mark, drive nails, screw or drill into the
partitions, woodwork or plaster or in any way deface the Premises or any part thereof. No boring,
cutting or stringing of wires or laying of linoleum or other similar floor coverings shall be permitted
except with the prior written consent of the Landlord and as the Landlord may direct.
8. No furniture, freight or equipment of any kind shall be brought into the Tenant's Building
without the consent of Landlord and all moving of the same into or out of the Building shall be done
at such time and in such manner as Landlord shall designate. Landlord shall have the right to
prescribe the weight, size and position of all safes and other heavy objects and shall, if considered
necessary by Landlord, stand on wood strips of such thickness as is necessary to properly distribute
the weight. Landlord will not be responsible for loss of or damage to any such safe or other property
sustained during the moving or maintaining of same and any repair to such property shall be at the
expense of Tenant. There shall not be used in any space, or in the public halls of the Building, either
by any tenant or others, any hand trucks except those equipped with rubber tires and side guards.
9. Tenant shall not use, keep or permit to be used or keep any food or noxious gas or substance
in the Premises, or permit or suffer the Premises to be occupied or used in a manner offensive or
objectionable to the Landlord or other occupants of the Building by reason of noise, odors and /or
vibrations, or interfere in any way with other tenants or those having business therein, nor shall any
animals or birds be brought in or kept in or about the Premises or the Building. No Tenant shall make
or permit to be made any unseemly or disturbing noises or disturb or interfere with occupants of this
or neighboring Buildings or Premises or those having business with them whether by the use of any
musical instrument, radio, phonograph, unusual noise, or in any other way. No Tenant shall throw
anything out of doors or down the passageways.
10. The Premises shall not be used for the manufacture or sale of liquor, narcotics, or tobacco
of any form. No Tenant shall engage or pay any employees on the Premises nor advertise for laborers
giving an address at the Premises. The Premises shall not be used for lodging or sleeping or for any
illegal purposes.
11. Tenant shall not use or keep on the Premises or the Respective Building(s) any kerosene,
gasoline or inflammable or combustible fluid or material, or use any method of heating or air
conditioning other than that supplied by Landlord.
12. Landlord will direct electricians as to where and how telephone and telegraph wires are to be
introduced. No boring or cutting for wire will be allowed without the consent of Landlord. The
location of telephones, call boxes and other office equipment affixed to the Premises shall be subject
to the approval of Landlord.
13. The Tenant upon termination of the tenancy, shall deliver to the Landlord the keys of the
offices, rooms and toilet rooms which shall have been furnished, shall pay the Landlord the cost of
replacing same or of changing the lock or locks opened by such lost key if Landlord deems it
necessary to make such changes.
14. No Tenant shall lay linoleum, tile, carpet or other similar floor coverings so that the same shall
be affixed to the floor of the Premises in any manner except as approved by the Landlord. The
expense of repairing any damage resulting from a violation of this rule or removal of any floor
covering shall be borne by the Tenant by whom, or by whose contractors, employees or invitees, the
damage shall have been caused.
15. Tenant shall see that the doors of the Premises are closed and securely locked before leaving
the Building and must observe strict care and caution that all water faucets or water apparatus are
entirely shut off before Tenant or Tenant's employees leave the Building, and that all electricity shall
likewise be carefully shut off, so as to prevent waste or damage, and for any default or carelessness,
Tenant shall make good all injuries sustained by other tenants or occupants of the Center.
16. Tenant shall not disturb or canvas any occupant of the Center nor shall Tenant solicit in the
Center, and Tenant shall cooperate to prevent any such disturbance, canvassing and /or solicitation.
17. Landlord reserves the right to exclude or expel from the Center any person who, in the
judgement of Landlord, is intoxicated or under the influence of liquor or drugs, or shall in any manner
do any act in violation of any of the rules and regulations of the Center.
18. The requirements of Tenant will be attended to only upon application at the Office of the
Center. Employees of Landlord shall not perform any work or do anything outside of their regular
duties unless under special instructions from the Landlord, and, no employee will admit any person
(Tenant or otherwise) to any office without specific instructions from the Landlord.
INITIALS DATE
2
19. No vending machine or machines of any description shall be installed, maintained or operated
upon the Premises or the Respective Building without the written consent of the Landlord.
20. Landlord shall have the right, exercisable without notice and without liability to Tenant, to
change the name and the street address of the Center of which the Premises are a part. Without the
written consent of Landlord, Tenant shall not use the name of the Center in connection with or in
promoting or advertising the business of Tenant except as Tenant's address.
21. Tenant agrees that it shall comply with all fire security regulations that may be issued from
time to time by Landlord and Tenant and also shall provide Landlord with the name of a designated
responsible employee to represent Tenant in all matters pertaining to such fire and security
regulations.
INITIALS DATE
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EXHIBIT 'F'
GUARANTEE OF LEASE
WHEREAS a certain Lease of even date herewith has been, or will be executed by and between
BUELL DEVELOPMENT CORPORATION , therein and herein referred to as "Landlord ", and CITY OF
PUEBLO, MUNICIPAL COURT therein referred to as "Tenant ", covering certain premises in the City
of Pueblo , County of Pueblo, State of Colorado; and
WHEREAS, the Landlord under said Lease requires as a condition to its execution of said
Lease that the undersigned guarantees the full performance of the obligations of Tenant under said
Lease; and
WHEREAS, the undersigned is desirous that Landlord enter into said Lease with Tenant,
NOW, THEREFORE, in consideration of the execution of said Lease by Landlord, the
undersigned hereby unconditionally guarantees the full performance of each 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. That this covenant and agreement on its part shall continue in favor of the Landlord
notwithstanding any extension, modification, or alternation 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 or assignment
of the 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 the 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 the undersigned under this Guarantee of Lease shall be primary and that
in any right of action which shall accrue to Landlord under the Lease, the Landlord may, at its option,
proceed against the undersigned without having commenced any action, or having obtained any
judgment against the Tenant.
S. To 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 the obligations hereby
guaranteed or enforcing this Guarantee of Lease,against the undersigned, individually and jointly.
6. That it does hereby waive notice of any demand by the Landlord, as well as any notice
of default in the payment of rent or any other amounts contained or reserved in the Lease.
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
inure to the benefit of the respective successors and assigns of the parties herein named.
INITIALS DATE
IN WITNESS WHEREOF, the undersigned has caused this Guarantee to be executed as of the
date set forth on page 1 of this Lease.
If Guarantor shall be a corporation, the
authorized officers must sign on behalf of the
corporation. This Guarantee must be executed
by the president or vice - president and the
secretary or assistant secretary, unless the by-
laws or a resolution of the board of directors
shall otherwise provide, in which event, the by-
laws or a certified copy of the resolution, as
the case may be, must be furnished. Also the
appropriate corporate seal must be affixed.
FOR LANDLORD:
STATE OF
) a&
COUNTY OF
Address:
The above and foregoing Lease was subscribed and sworn to before me, this day
of , 19 , by
Commission Expiration:
Witness my hand and official seal.
Notary
Public
Address:
INITIALS DATE
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