Exhibit 10.8
LEASE
THIS
LEASE AGREEMENT made and entered into this 15 th day of
april, 2008, by and between Jonestown Properties, L.L.C.,
hereinafter referred to as “Lessor”, and Braemar, Inc.,
hereinafter referred to as “Lessee”.
WITNESSETH:
Lessor,
for and in consideration of the rents herein reserved and the
terms, covenants, conditions and agreements set forth herein to be
kept and performed by Lessee, does hereby grant, demise, lease and
let unto the said Lessee, and Lessee does hereby lease from Lessor
the following described premises (“Premises” or
“Demised Premises”):
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That certain Unit, Suite 6,
containing approximately 1420 square feet, which Unit is located
approximately as shown in yellow on the floor plan labeled
“Exhibit A” which is attached hereto and by this
reference made a part hereof, in the Jonestown Plaza
(“Shopping Center”); said premises to be occupied and
used by Lessee for conducting the business of Lessee and for no
other purpose whatsoever.
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THE
PARTIES HERETO for themselves, their heirs, distributees,
executors, administrators, legal representatives, successors and
assigns, hereby covenant and agree as follows:
TERM:
The term of this Lease shall be 36 months commencing on July 1,
2008, subject, however, to the terms and conditions herein
contained, and ending June 30, 2011.
RENTAL:
1.
Minimum rent for the first year of this Lease shall be fixed at a
monthly rate of One Thousand Four Hundred Twenty Dollars
($1,420.00), with the first such payment due on July 1, 2008. Rent
shall be adjusted on the first month of each subsequent payment
year of this Lease to include a 3% annual growth factor increase.
Lease may be terminated after 24 months with a three month written
notice from Tenant.
2.
All rent shall be paid to the Lessor at the address as set forth in
Paragraph 3 herein. Rent for any partial month shall be prorated on
a daily basis and on the basis of the number of days in any month
for which rent shall be prorated.
3.
The Lessor acknowledges deposit in the amount of $1,420.00 held by
Lessor as rental for the following purposes:
(a)
If the Lease is canceled for default by Lessee, then no part of the
security fund shall be returned to Lessee by Lessor, nor shall the
Lessor be bound to account for any part thereof; the Lessor may
either retain the security fund as liquidated and agreed upon
damages or else the Lessor may apply it towards the actual damage
sustained by it because of Lessee’s breach or default,
without in any way affecting the right of Lessor to assert any and
all other remedies available to Lessor under the terms of this
Lease and/or under State law against the Lessee by reason of such
default or breach;
(b)
No interest shall be paid on any part of the security fund, nor
shall any part be considered as rent;
(c)
Lessor may commingle said security fund together with its own
general funds;
(d)
Upon the termination of this Lease, if Lessee has fully complied
with all of the terms hereof, the said security fund will be
returned to Lessee by Lessor.
4.
Lessee shall pay the rent herein reserved at the times and in the
manner stated, without notice or demand.
ADDITIONAL RENT AND
CHARGES:
1.
In addition to the Minimum Rent, all other payments to be made by
Lessee hereunder to Lessor (including Percentage Rent, if
applicable) shall be deemed for the purpose of securing the
collection thereof to be Additional Rent hereunder, whether or not
the same be designated as such; and Lessor shall have the same
rights and remedies upon Lessee’s failure to pay the same as
for the non-payment of Minimum Rent. Any charges against the Lessee
by the Lessor for services or for work done on the premises by
order of Lessee, or otherwise accruing under this Lease shall be
considered as rent due and shall be included in any lien for rent
due and unpaid.
2.
Lessee shall pay within thirty (30) days after billing by Lessor,
its pro-rata share of (i) Real Property Taxes and (ii) expenses of
operating and maintaining the Shopping Center, including but not
limited to water, trash and other utility services, common area and
parking lot lighting and maintenance, and insurance coverage
carried by Lessor with respect to the Shopping Center including a
15% fee for the administration of same. The Lessee’s
occupancy charges are to be Two Hundred Thirty-seven Dollars
($237.00) per month ($2.00 per square foot annually).
(a)
Any additional garbage dumpster(s) or other additional waste
disposal needs (ie. excessive waste volume, hazardous waste, grease
or other kitchen waste, etc.) required by Lessee shall be paid at
Lessee’s sole expense, and shall be in addition to
Lessee’s share of the common operating and maintenance
expenses as set forth in Paragraph 2 herein.
(b)
Any excessive water or other utility usage over the average usage
for other tenants in the Shopping Center shall be Lessee’s
responsibility and shall be in addition to Lessee’s share of
the common operating and maintenance expenses as set forth in
Paragraph 2 herein.
3.
All payments of rental shall be paid by Tenant to Owner without any
right of set-off and without notice or demand at the address set
forth in the notice provisions of this Lease or at such other
address as Owner may from time to time designate in writing to
Tenant. All rental shall be paid by check payable to Jonestown
Properties, LLC at such location, or to such person, firm or
corporation, as Owner may designate in the future by
notice.
4.
Lessee shall pay when due all charges for gas, electricity and any
other illuminant and power, for water used upon and in connection
with the premises, and all waste and sewage disposal. Lessor may
elect to provide some or any of such services on behalf of all
tenants in common and bill each tenant for its pro-rata share of
the total billing.
LATE
FEES: If Lessee shall fail to pay any Minimum Rent, Percentage Rent
(if applicable), Additional Rent, or any other sums to become due
hereunder within ten (10) days after the same becomes due an
payable, then in such event, Lessee shall pay to Lessor a late
payment service charge (covering administrative and overhead
expenses) of 10% of the rental due. The provisions herein for late
payment service charges shall not be construed to extend the dates
for compliance with the provisions concerning such matters, nor to
relieve Lessee of its obligation to pay such sums at the time
herein stipulated.
Notwithstanding
the imposition of such charges, Lessee shall be in default under
this Lease if any or all payments are not made at the time
stipulated by this Lease, and neither the demand nor collection by
Lessor of such late payment service charge shall be construed as a
cure for such default on the part of Lessee.
OTHER
CONDITIONS:
1.
Lessee shall make no incineration of trash or waste on the premises
or on the Shopping Center property, it being understood and agreed
that Lessee shall use, in common with other tenants of the Shopping
Center, the trash service contracted for by Lessor, and pay to
Lessor its pro-rata share of the expense thereof.
2.
Lessee acknowledges that the premises have been received in
thoroughly good order, tenantable condition and repair, of which
fact the execution of this Lease, and taking possession hereunder
shall be conclusive evidence; that no representation as to the
condition of said premises has been made by the Lessor or
Lessor’s agents and that no obligation as to the repairing,
adding to, or improving said premises has been assumed by the
Lessor except as set forth herein, and that no oral arrangements
have been entered into in consideration of making this Lease, and
that said Lease contains a full statement of both parties
hereto.
3.
Lessee, at its sole expense, shall comply with all laws, orders,
and regulations of Federal, State, County, Municipal and other
governmental authorities, and with any direction of any public
officer pursuant to law, which shall impose any violation, order or
duty upon Lessor or Lessee with respect to the premises or to use
of occupancy thereof.
4.
Lessee shall open the entire premises for business on the
Commencement Date. If Lessee fails to take possession and open for
business to the public on the Commencement Date, then in such
event, in addition to all remedies in this Lease provided, the
Lessor shall have the right to collect Minimum Rent and other sums
payable hereunder.
5.
Lessee will not make any alterations or changes in the premises
without the prior written consent of Lessor, and all additions,
fixtures and improvements shall be and remain a part of the
premises at the expiration of this Lease except for store and
office furniture and fixtures which shall be readily removable
without injury to the premises. At the expiration of this Lease,
Lessee shall promptly remove any improvements installed or assumed
by Lessee as upfit of the premises, if in the Lessors sole opinion
the removal of any such improvements would assist in re-letting the
premises. Any fixtures and improvements that are not removed at the
request of the Lessor shall be and remain a part of the
premises.
6.
Lessee shall not attach any signs to the premises, or place any
lettering on the plate glass windows, unless such signs and such
lettering be of a type, kind, character and description to be
approved by the Lessor, in the interests of having a uniform system
of lettering and display signs on all of the stores in the Shopping
Center.
7.
Lessee shall not place any outdoor speakers, showcases, benches or
any other type of obstruction in the rear or front of the premises
without prior written consent of the Lessor.
8.
Lessee shall keep in good, sound, clean, tenantable condition and
repair during the continuation of the term of this Lease the
interior of said premises and every part thereof, including the
heating/air conditioning systems, plumbing, sewer lines, septic
tanks, doors, plate glass windows, and awnings, if any (which
awnings Lessor shall not be called upon to furnish or repair during
the term of the Lease) and will not suffer or permit any strip or
waste of the premises. Lessee shall enter into an air-conditioning
maintenance service contract with respect to the system within its
premises and shall furnish to Lessor a copy of such contract or
renewal prior to the start of each lease year. If Lessor elects to
contract for air conditioning maintenance service on behalf of all
tenants of the Shopping Center, then Lessee shall use such services
as Lessor designates, and Lessee shall pay its pro-rata share of
the cost thereof, as and when billed. Lessee shall not place a load
upon any floor of the premises exceeding the floor load per square
foot area which such floor was designed to carry and which is
allowed by law. (Lessor reserves the right to prescribe the weight
and position of all safes which must be place so as to distribute
the weight.) Business machines and mechanical equipment shall be
placed, installed or hung, and maintained by Lessee at
Lessee’s expense in settings and in a manner sufficient in
Lessor’s judgment to absorb and prevent vibration, noise and
annoyance. If the premises be and become infested with vermin,
Lessee shall at Lessee’s expense cause the same to be
exterminated from time to time to the satisfaction of Lessor and
shall employ such exterminator and exterminating company as shall
be approved by Lessor. The water and wash closets and other
plumbing fixtures shall not be used for any purpose other than
those for which they were designed or constructed, and no
sweepings, rubbish, rags, acids or like substances shall be
deposited therein. No private wells or septic tanks shall be
permitted on the premises or on the Shopping Center
property.
9.
Lessee shall operate its premises in a first-class manner in
accordance with sound business practices and maintain a sufficient
stock of goods to successfully carry on its business. Lessee shall
not abandon, vacate or remove the major portion of the goods, wares
and merchandise usually kept on the premises when same is open for
business, nor shall Lessee cease doing business in the premises
during the term hereof.
10.
Lessee shall not assign, mortgage or encumber this Lease or
underlet, or suffer or permit the premises or any part thereof to
be used by others without the prior written consent of Lessor in
each instance and such consent shall not be unreasonably withheld
or delayed. Lessee further covenants that the said premises will
not be used for any purpose that will invalidate any policies of
insurance now or hereafter placed on the Shopping Center or the
improvements located thereon or which will increase the rate of
premium therefor. Lessee shall not permit or suffer any
unreasonable noise, disturbance or nuisance whatsoever on said
premises detrimental to same or annoying to the
neighbors.
11.
Lessee shall have the right, in common, with all other tenants of
the Shopping Center, their custom