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LEASE AGREEMENT

Lease Agreement

LEASE AGREEMENT | Document Parties: VCG HOLDING CORP | RALEIGH RESTAURANT CONCEPTS, INC., | BIG DECK PARKING, LLC, You are currently viewing:
This Lease Agreement involves

VCG HOLDING CORP | RALEIGH RESTAURANT CONCEPTS, INC., | BIG DECK PARKING, LLC,

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Title: LEASE AGREEMENT
Governing Law: North Carolina     Date: 4/20/2007
Industry: Recreational Activities     Law Firm: Smith, Anderson, Blount, Dorsett Mitchell & Jernigan, L.L.P.; Draper, Rubin & Shulman P.L.C.     Sector: Services

LEASE AGREEMENT, Parties: vcg holding corp , raleigh restaurant concepts  inc.  , big deck parking  llc
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Exhibit 10.50

STATE OF NORTH CAROLINA

COUNTY OF WAKE

LEASE AGREEMENT

THIS LEASE AGREEMENT (the “Lease”), is made and entered into this 16 th day of April, 2007, by and between BIG DECK PARKING, LLC, a North Carolina limited liability company (“Landlord”), and RALEIGH RESTAURANT CONCEPTS, INC., a North Carolina corporation (“Tenant”).

WITNESSETH:

WHEREAS , Landlord owns certain real property adjacent to an adult nightclub located at 3210 Yonkers Road, Raleigh, North Carolina, said nightclub being sublet to Tenant pursuant to that certain Agreement of Sublease by and between Regale, Inc. and Tenant, dated as of the date hereof (the “Club Sublease”); and

WHEREAS , Tenant desires to use said real property for parking purposes (the “Intended Use”).

NOW THEREFORE , for and in consideration of the covenants and agreements hereinafter set out to be kept and performed by Tenant, and other good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, Landlord has agreed to demise and lease, and by these presents does hereby demise and lease to Tenant, for the Intended Use only, upon the conditions hereinafter set out, that certain parcel of land, together with all improvements thereon, lying and being adjacent to an adult nightclub located at 3210 Yonkers Road, Raleigh, North Carolina in Wake County, North Carolina, and being more particularly described on Exhibit A attached hereto and incorporated herein by reference (“Premises”).

TO HAVE AND TO HOLD said Premises and privileges and appurtenances thereunto belonging to Tenant, upon the following terms and conditions:

1. TERM . The term of this Lease (the “Term”) shall commence as of the later of (i) the date which is the first business day after all parties hereto have executed this Lease (and Guarantor has executed the Guaranty, as such terms are hereinafter defined), or (ii) the 16 th day of April, 2007 (the “Commencement Date”), and, unless extended pursuant to the express terms of this Section 1, shall expire on the 31 st day of January, 2012 at 5:00 p.m. (the “Expiration Date”), unless sooner terminated in accordance with the terms of this Lease. This Lease shall create the relationship of landlord and tenant only between Landlord and Tenant.

Provided that (i) Tenant is not then in default under this Lease; and (ii) Regale, Inc. and Tenant have similarly extended the term of the Club Sublease, then the Term shall automatically be extended for successive periods of five (5) years each, unless Landlord receives written notice from Tenant of its intent not to extend the Term, such notice to be received no less than twelve (12) months prior to the expiration of the then-existing Term. Landlord shall not be required to give Tenant any notice of its failure to timely exercise its extension option for this Lease or the Club Sublease. Notwithstanding


the foregoing, Tenant shall not be entitled to extend the Term (and the Term shall not automatically extend) beyond the 31 st day of January, 2062 (the “Outside Expiration Date”). Additionally, Tenant acknowledges and agrees that Landlord shall have the unilateral right to extend the Term: (i) to the same extent that the Term of the Club Sublease is extended; or (ii) in the event that Tenant (or any affiliated company) acquires the interest of landlord under the Prime Lease (as such term is defined in the Club Sublease), through the Outside Expiration Date. Landlord shall be deemed to have exercised this right and the Term shall be extended: (i) to be coterminous with the Term of the Club Sublease; or (ii) through the Outside Expiration Date (as applicable), unless Landlord provides Tenant with express written notice to the contrary, no less than 30 days before the expiration of the then-current Term (or within 60 days of receipt of actual notice that Tenant has acquired the interest of landlord under the Prime Lease).

2. RENT . The “Rent Commencement Date” shall be the Commencement Date. Commencing on the Rent Commencement Date, Tenant shall pay base annual rent (“Base Rent”) according to the following schedule:

 

 

 

 

 

 

 

 

Rent Commencement Date – 1/31/10

  

$

237,000.00/yr.

  

$

19,750.00/mo.

2/01/10 – 1/31/11

  

$

243,000.00/yr.

  

$

20,250.00/mo.

2/01/11 – 1/31/12

  

$

249,000.00/yr.

  

$

20,750.00/mo.

2/01/12 – 1/31/13

  

$

255,000.00/yr.

  

$

21,250.00/mo.

2/01/13 – 1/31/14

  

$

261,000.00/yr.

  

$

21,750.00/mo.

2/01/14 – 1/31/15

  

$

267,000.00/yr.

  

$

22,250.00/mo.

2/01/15 – 1/31/16

  

$

273,000.00/yr.

  

$

22,750.00/mo.

2/01/16 – 1/31/17

  

$

279,000.00/yr.

  

$

23,250.00/mo.

2/01/17 – 1/31/18

  

$

285,000.00/yr.

  

$

23,750.00/mo.

2/01/18 – 1/31/19

  

$

291,000.00/yr.

  

$

24,250.00/mo.

2/01/19 – 1/31/20

  

$

297,000.00/yr.

  

$

24,750.00/mo.

2/01/20 – 1/31/21

  

$

303,000.00/yr.

  

$

25,250.00/mo.

2/01/21 – 1/31/22

  

$

309,000.00/yr.

  

$

25,750.00/mo.

2/01/22 – 1/31/23

  

$

315,000.00/yr.

  

$

26,250.00/mo.

2/01/23 – 1/31/24

  

$

321,000.00/yr.

  

$

26,750.00/mo.

2/01/24 – 1/31/25

  

$

327,000.00/yr.

  

$

27,250.00/mo.

2/01/25 – 1/31/26

  

$

333,000.00/yr.

  

$

27,750.00/mo.

2/01/26 – 1/31/27

  

$

339,000.00/yr.

  

$

28,250.00/mo.

2/01/27 – 1/31/28

  

$

345,000.00/yr.

  

$

28,750.00/mo.

2/01/28 – 1/31/29

  

$

351,000.00/yr.

  

$

29,250.00/mo.

2/01/29 – 1/31/30

  

$

357,000.00/yr.

  

$

29,750.00/mo.

2/01/30 – 1/31/31

  

$

363,000.00/yr.

  

$

30,250.00/mo.

2/01/31 – 1/31/32

  

$

369,000.00/yr.

  

$

30,750.00/mo.

2/01/32 – 1/31/33

  

$

375,000.00/yr.

  

$

31,250.00/mo.

2/01/33 – 1/31/34

  

$

381,000.00/yr.

  

$

31,750.00/mo.

2/01/34 – 1/31/35

  

$

387,000.00/yr.

  

$

32,250.00/mo.

2/01/35 – 1/31/36

  

$

393,000.00/yr.

  

$

32,750.00/mo.

2/01/36 – 1/31/37

  

$

399,000.00/yr.

  

$

33,250.00/mo.

2/01/37 – 1/31/38

  

$

405,000.00/yr.

  

$

33,750.00/mo.

2/01/38 – 1/31/39

  

$

411,000.00/yr.

  

$

34,250.00/mo.

2/01/39 – 1/31/40

  

$

417,000.00/yr.

  

$

34,750.00/mo.

2/01/40 – 1/31/41

  

$

423,000.00/yr.

  

$

35,250.00/mo.

2/01/41 – 1/31/42

  

$

429,000.00/yr.

  

$

35,750.00/mo.

2/01/42 – 1/31/43

  

$

435,000.00/yr.

  

$

36,250.00/mo.

2/01/43 – 1/31/44

  

$

441,000.00/yr.

  

$

36,750.00/mo.

2/01/44 – 1/31/45

  

$

447,000.00/yr.

  

$

37,250.00/mo.


 

 

 

 

 

 

 

2/01/45 – 1/31/46

  

$

453,000.00/yr.

  

$

37,750.00/mo.

2/01/46 – 1/31/47

  

$

459,000.00/yr.

  

$

38,250.00/mo.

2/01/47 – 1/31/48

  

$

465,000.00/yr.

  

$

38,750.00/mo.

2/01/48 – 1/31/49

  

$

471,000.00/yr.

  

$

39,250.00/mo.

2/01/49 – 1/31/50

  

$

477,000.00/yr.

  

$

39,750.00/mo.

2/01/50 – 1/31/51

  

$

483,000.00/yr.

  

$

40,250.00/mo.

2/01/51 – 1/31/52

  

$

489,000.00/yr.

  

$

40,750.00/mo.

2/01/52 – 1/31/53

  

$

495,000.00/yr.

  

$

41,250.00/mo.

2/01/53 – 1/31/54

  

$

501,000.00/yr.

  

$

41,750.00/mo.

2/01/54 – 1/31/55

  

$

507,000.00/yr.

  

$

42,250.00/mo.

2/01/55 – 1/31/56

  

$

513,000.00/yr.

  

$

42,750.00/mo.

2/01/56 – 1/31/57

  

$

519,000.00/yr.

  

$

43,250.00/mo.

2/01/57 – 1/31/58

  

$

525,000.00/yr.

  

$

43,750.00/mo.

2/01/58 – 1/31/59

  

$

531,000.00/yr.

  

$

44,250.00/mo.

2/01/59 – 1/31/60

  

$

537,000.00/yr.

  

$

44,750.00/mo.

2/01/60 – 1/31/61

  

$

543,000.00/yr.

  

$

45,250.00/mo.

2/01/61 – 1/31/62

  

$

549,000.00/yr.

  

$

45,750.00/mo.

Base Rent due throughout the Term shall be payable in equal monthly installments, in advance, on or before the first day of each calendar month of the Term, except that Tenant shall pay the first such monthly installment upon the execution hereof. If the Rent Commencement Date is a date other than the first day of the month, rent for the period commencing with and including the Rent Commencement Date until the first day of the following month shall be pro-rated at the rate of one-thirtieth (1/30th) of the fixed monthly rental per day. All rent and other amounts due under this Lease shall be paid without demand or notice and without any setoff or deduction whatsoever. All charges, costs and sums required to be paid by Tenant to Landlord hereunder in addition to Base Rent shall be deemed additional rent (“Additional Rent”), and Base Rent and Additional Rent shall hereinafter be collectively called “Rent.” Rent shall be paid to or upon the order of Landlord at the following address: Post Office Box 17736, Raleigh, North Carolina 27619, Attn: Barry Sandman. Landlord shall have the right to change the Rent payment address by giving advance written notice thereof to Tenant. All payments of Rent shall be made in immediately available, lawful money of the United States. If any Rent payment is not received by Landlord within five (5) days after the Rent Due Date, Tenant shall pay Landlord, without notice or demand, a late payment fee of five percent (5%) of the unpaid Rent per occurrence, plus the Rent then due. Tenant shall pay Landlord a $15.00 processing fee for each check of Tenant that is returned by a financial institution because of insufficient funds or because Tenant did not have an account at the financial institution.

3. ASSIGNMENT . Tenant shall not transfer, mortgage, encumber, assign, or sublet all or any part of the Premises without Landlord’s prior written consent, which may be given or withheld in Landlord’s sole discretion.

4. TAXES/UTILITIES . Before delinquency, Tenant shall pay ad valorem property taxes assessed against the Premises by any governmental authority having jurisdiction over the Premises. Before delinquency, Tenant shall pay all other assessments and/or taxes assessed by any government authority having jurisdiction over the Premises, including but not limited to, taxes levied upon any structure, facility, or personal property of Tenant (or Tenant’s officers, directors, members, lot owners, subtenants, employees or agents) located at or upon the Premises. Tenant shall deliver proof of such tax payment(s) to Landlord upon request. Tenant shall be responsible for procuring and paying when due all charges for utilities associated with the Premises.


5. USE/COMPLIANCE WITH LAWS . Tenant shall use the Premises exclusively for the Intended Use and for no other purpose without Landlord’s prior written consent, which consent Landlord may give or withhold in its sole discretion. Tenant, at Tenant’s sole expense, shall comply with all laws, ordinances, regulations and restrictive covenants applicable to Tenant’s use and occupancy of the Premises. Tenant shall not use the Premises for any unlawful purpose and shall not occupy said Premises in such a way as to constitute a nuisance. Tenant shall exercise due care and diligence to prevent any person from engaging in any unlawful act on the Premises.

6. ALTERATIONS AND IMPROVEMENTS . Tenant shall not construct or otherwise establish any dwelling upon the Premises. Subject to the terms and conditions herein, Tenant shall not construct any structure of any nature whatsoever or make any alteration, improvement, addition, removal, or utility installation upon the Premises without Landlord’s prior written consent, which may not be unreasonably withheld. In the event Landlord does consent to any such improvements/alterations, Tenant shall (at its sole cost and expense) be solely responsible for all related permitting and shall comply with all laws, ordinances, regulations and restrictive covenants applicable to any alteration/improvement work. Tenant may not install or display any sign on the Premises without Landlord’s prior written consent, which may not be unreasonably withheld.

7. RIGHT OF ENTRY . Tenant shall permit Landlord and Landlord’s officers, agents, employees and contractors to enter the Premises at any and all times for the purpose of inspecting the Premises and Tenant’s compliance with the terms and conditions of this Lease. Tenant shall permit the tenant under any billboard lease with the access rights as reasonably required or as otherwise provided in the relevant billboard lease document (see Section 22 of this Lease). In the event damage occurs to the Premises and Tenant fails to take any assessment and remedial actions as required by this Lease, Landlord may, but is not obligated to, enter the Premises and take such actions. In such event, Tenant shall indemnify Landlord from any and all costs incurred by Landlord as set forth in this Lease and shall release Landlord from any and all claims arising from, or related to, Landlord’s entry onto the Premises and completion of such actions. Landlord has no obligation to make an inspection of the Premises.

8. PROTECTION AGAINST LIENS . Tenant shall not permit any mechanics’, materialmen’s or other types of liens whatsoever to be filed against all or any part of the Premises, nor against Tenant’s leasehold interest in the Premises, by reason of any claims made by, against, through or under Tenant. If any such lien is filed against the Premises, Tenant shall cause the same to be discharged of record within ten (10) days after filing thereof. If Tenant shall fail to discharge such lien within said ten (10) day period, then Landlord may at its election, in addition to any other right or remedy available to it, discharge the lien by paying the amount claimed to be due or by procuring the discharge by giving security or in such other manner as may be allowed by law. If Landlord acts to discharge or secure the lien, then Tenant shall immediately reimburse Landlord for all sums paid and all costs and expenses (including reasonable attorneys’ fees) incurred by Landlord involving such lien, together with interest on the total expenses and costs at the rate of twelve percent (12%) per annum. Tenant shall give Landlord written notice within three (3) days of the filing of any such lien.

9. TRIPLE NET LEASE . Tenant agrees that this Lease is, except as otherwise expressly stated herein, a 100% “triple net lease” to Landlord, and that Landlord is not responsible during the Term of this Lease for any costs, charges, expenses, and outlays of any nature whatsoever (including, without limitation, governmental assessments) arising from or relating to the Premises or the use and occupancy thereof, or the contents thereof or the business carried on therein. From and after the Commencement Date, Tenant shall pay all charges, impositions, costs, and expenses of every nature and kind relating to the Premises and shall perform, at its sole expense, its obligations under this Lease and any obligations required under any applicable laws, ordinances, regulations and restrictive covenants, except as expressly provided herein to the contrary.


10. MAINTENANCE AND REPAIR OF PREMISES . Tenant’s execution of this Lease is Tenant’s representation to Landlord that Tenant has examined and inspected the Premises, finds the Premises to be as represented by Landlord and satisfactory to Tenant’s Intended Use and constitutes Tenant’s acceptance “AS IS.” Landlord makes no representation or warranty as to the condition of the Premises. Tenant, at Tenant’s sole expense shall (i) maintain and keep the Premises in a clean and safe condition; (ii) maintain and repair any improvements or alterations to the Premises; (iii) provide landscaping and grounds maintenance; (iv) be responsible for all repairs whatsoever for damages to the Premises caused by, or arising from Tenant’s use of the Premises or Tenant’s (or their employees’, agents’, contractors’ or invitees’) misconduct or negligence. Repairs or maintenance required under this Section shall be made within a reasonable time (depending on the nature of the repair or maintenance needed) after having received notice or having actual knowledge of the need for repair or maintenance. After a reasonable time, if Tenant fails to perform any Tenant maintenance and repair obligation hereunder, Landlord, may (but shall not be required) after five (5) days’ written notice to Tenant, perform Tenant’s maintenance and repair obligation hereunder. In such event, Tenant promptly shall pay Landlord all costs in connection therewith upon receipt of an itemized bill or similar statement of costs from Landlord. Tenant shall keep the Premises in a clean and safe condition and shall not cause, permit or allow any unsanitary or unsafe condition thereon. Tenant shall dispose of all garbage, refuse or other waste in a clean and safe manner and shall comply with all applicable laws, rules and ordinances concerning disposal and collection of such waste.

11. SUBORDINATION . Tenant’s receipt and exercise of rights and privileges hereunder shall be subject to all matters of record and any mortgage, deed of trust, lien, or hypothecation for security now or hereafter existing. Landlord’s rights under this Lease shall inure to Landlord’s successors and assigns.


 
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