Exhibit 10.9
Grounds Lease Between LEX/108,
LLC and First Security Bank of Lexington, Inc.
LEASE AGREEMENT
THIS
LEASE AGREEMENT (hereinafter this “Tease”), made on the
third day of April, 2001, by and between (i) LEX/108, LLC ,
a Kentucky limited liability company (hereinafter referred to as
“ Landlord ”), whose principal office and
mailing address is 3000 Lexington Financial Center, Lexington,
Kentucky 40507, and (ii) FIRST SECURITY BANK OF LEXINGTON,
INC ., whose address is 400 East Main Street, Lexington,
Kentucky 40507 (hereinafter referred to as “‘
Tenant ”).
W I T N E S
S E T H :
GRANT AND TERM
Section 1.01 — Leased Premises : In
consideration of the rents, covenants and agreements set forth
herein, and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, Landlord does hereby
lease and demise unto Tenant that certain parcel of real estate
situated in the City of Lexington, County of Fayette, and State of
Kentucky, located in the “Palomar Centre” Shopping
Center (the “Shopping -Center”), fronting on Man-O-War
Boulevard, which is illustrated by that plot plan attached hereto
and labeled Exhibit “A”, said parcel being designated
as Lot 4 and being more particularly described in Exhibit
“B” attached hereto and made a part hereof (“Lot
4”), including the existing building thereon containing
approximately 2,900 square feet (the “Improvements”)
(Lot 4 and the Improvements being hereinafter collectively referred
to as the “Leased Premises”), and to hold the same,
together with all of its appurtenances, unto Tenant for the full
term hereinafter provided and any renewals or extensions thereof.
Tenant (and its agents, employees, customers and invitees) shall
also be entitled to utilize, in common with other tenants of the
Shopping Center, those parking lots, driveways, truckways, access
roads, vehicular and pedestrian circulation areas, sidewalks along
the access roads, and those other areas and facilities which may be
furnished by Landlord for the nonexclusive general common use of
tenants and other occupants of the Shopping Center (hereinafter the
“Common Areas”).
Section 1.02 — Use of Premises : Tenant
shall use the Leased Premises for a commercial bark (with
drive-thru lanes) only, consistent with applicable zoning
ordinances and the Restrictive Covenants referred to in Section
11.04 hereof, and for no other purpose without the express ,
written consent of Landlord, which such consent shall be granted
provided that:
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(1)
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Tenant’s proposed use does
not conflict with any other use then operating at the Shopping
Center, as reasonably determined by Landlord;
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(2)
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Tenant’s proposed use would
not violate or cause Landlord to violate a prohibition, restriction
or exclusive in the Shopping Center to which Landlord, Tenant or
the Leased Premises is bound at the time of Tenant’s proposed
use change;
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(3)
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Tenant’s proposed use is
not reasonably determined by Landlord to otherwise be inconsistent
with the operation of a commercial retail development;
and
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(4)
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The nature of Tenant’s
proposed use is such that it will not have an adverse impact on the
appearance or operation of the Shopping Center.
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Section 1.03 — Use of Additional Areas
: Tenant’s rights hereunder shall include the
rights to use in common with others entitled thereto any common
areas, easements and right-of- ways over adjoining land of the
Landlord as depicted or otherwise set forth on Exhibit
“A”, subject to such reasonable rules and regulations
as Landlord may, from time to time, impose with respect to the use
of such additional areas. Tenant acknowledges that an access
service road crosses a portion of the boundary of the Leased
Premises, as shown on Exhibit “A” (which shall, be
maintained by Landlord and the costs of such billed back to the
tenants of the Shopping Center as a “Common Area Maintenance
Expense” as described in Section 2.03), and Tenant agrees
that it will not take any action to block or impede the flow of
vehicular or pedestrian traffic over such easement.
Section .104 — Lease Term : Subject to
satisfaction of the contingencies set forth in Section 22.12
hereof, the term of this Lease (the “Term”) shall
commence on completion of the Due Diligence Period, as defined in
Section 22.12 (the “Commencement Date”) unless
terminated by Tenant as provided in Section 22.12, and shall
continue for twenty (20) consecutive years. The Term shall end at
11:59 P.M. on the last day of the twentieth (20th) full Lease Year
following the Commencement Date. For purposes of this Lease, the
“Term” shall be deemed to include any extension or
renewal thereof.
Section 1.05 — Lease Extension : Tenant
shall have an option to extend the Term, upon same terms and
conditions as contained herein, except as hereinafter modified, for
one (1) additional term of twenty (20) years, subject to the
following:
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A.
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That the then existing Lease be
in full force and effect and Tenant not be in default
thereunder;
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B.
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that Tenant has given written
notice to Landlord of Tenant’s intent to exercise each
immediately upcoming option, at least four (4) months prior to the
expiration of the existing Term. (There shall be no prohibition
against Tenant exercising its option to extend this Lease at any
time prior to said four (4) month period);
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C.
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that the Base Rent for each year
of the extension period shall be increased by 4% over the Base Rent
in effect during the preceding year,
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Section 1.06 — Lease Year Definition : The
term “Lease Year”, as used herein,’ shall, mean a
period of twelve (12) consecutive full calendar months, beginning
with the Commencement Date (or if the Commencement Date is not on
the first day of a month, the first day of the month next
following), or on each anniversary date thereof. Any partial month
at the beginning of the Term shall be included in the first Lease
Year. Each succeeding Tease Year shall commence upon the
anniversary date of the first Lease Year.
Section 1.07 — Ownership : Landlord
covenants that it is the fee owner of the Leased Premises, Landlord
further warrants that it has the right and power to make this Lease
with Tenant and that such Lease does not contravene the terms and
conditions of any other lease or agreement.
Section 1.08 — Business Operation : Tenant.
hereby covenants with Landlord that, during all tunes that Tenant
is conducting business from the Leased Premises, Tenant will keep
the business located upon the Leased Premises open for business
during all such days and hours as are customary for a commercial
bank. The failure of Tenant to keep its business located upon the
Leased Premises open for business for more than two hundred seventy
(270) days shall not be a default under this Lease, but shall give
Landlord the option of recapturing the Leased Premises by
terminating this lease. Such option shall be exercisable by
Landlord, from and after the date which is two hundred seventy
(270) days following the date Tenant ceases operating in the Leased
Premises. Landlord may exercise such option by delivering notice to
Tenant that it intends to terminate this Lease (the
“Landlord’s Notice”), in which event this Lease
shall terminate entirely, Upon such termination, Tenant and
Landlord shall be relieved of and from any and all further
liability or obligation to the other under and pursuant to this
Lease arising thereafter, and provided, that Landlord shall pay to
Tenant fifty percent (50%) of the value of its unamortized
improvements made to the Leased Premises, as amortized on a
straight line basis over the initial Term. For purposes of this
paragraph, “cessation” of operation at the Leased
Premises shall not mean or include any period during
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which Tenant is not operating
within the Leased Premises due to a casualty event, condemnation,
reconstruction, alterations, modifications, maintenance or repair,
provided that Tenant is diligently pursuing -all such. actions as
may be required in order to reopen the Leased Premises.
ARTICLE II
RENT
Section 2.01 — Base React : Tenant agrees
to pay Landlord, at Landlord’s address hereinabove set forth,
or at such other place as Landlord may hereafter designate in
writing, without any prior demand therefore, the following
(hereinafter, the “Base Rent”):
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A.
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For the period beginning ninety
days following the Commencement Date (the "Rent Commencement
Date"), and continuing through the end of the second Lease Year,
equal to twenty one (21) consecutive months, the sum of $5,600.00
per month. (Base Rent for the first three (3) months of the Term is
being abated by Landlord.)
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B.
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For the next
(2nd) period of two (2) years, or twenty-four (24) consecutive
months, the sum of $5,800,00 per month.
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C.
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For the next
(3rd) period of two (2) years, or twenty-four (24) months, the sum
of $6,000.00 per month.
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D.
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For the next
(4th) period of two (2) years, or twenty-four (24) months, the sum
of $6,200.00 per month.
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E.
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For the next
(5th) period of two (2) years, or twenty-four (24) months, the sure
of $6,400,00 per month.
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F.
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For the next
(6th) period of two (2) years, or twenty-four (24) months, the sum
of $6,600.00 per month.
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G.
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For the next
(7th) period of two (2) years, or twenty-four (24) months, the sum
of $6,800.00 per month.
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H.
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For the next
(8th) period of two (2) years, or twenty-four (24) months, the sum
of $7,200.00 per month.
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I.
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For the next
(9th) period of two (2) years, or twenty-four (24) months, the sum
of $7,400.00 per month.
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J.
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For the neat
(10th) period of two (2) years, or twenty-four (24) months, the sum
of $7,600.00 per month.
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It
is agreed that the aforesaid Base Rent is payable in monthly
installments in advance upon the first (1st) day of each and every
calendar month throughout the Term. In the event that the Rent
Commencement Date falls on a day other than the first day of a
month, the monthly Base Rent for that month shall be prorated for
that portion of that month remaining after the Commencement
Date.
Section 2.02 - Additional Rent/Taxes : As
additional rent hereunder, Tenant shall pay as and when the same
become due and payable and before any penalty is added thereto or
imposed thereon because of nonpayment, all taxes, assessments,
levies, license fees, water rents, excises, franchises, and the
like, general and special, ordinary and extraordinary, of whatever
nature, name and kind which may be levied, assessed, charged or
imposed or which may become a lien (whether by the federal, state,
city, county, or other public authority), upon this Lease, the
Leased Premises, the use or occupation thereof, the
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buildings and improvements
thereon or any of them, or upon the Landlord or occupants in
respect thereof, the rent thereof and therefrom, in the estate
hereby created, or upon the Landlord by reason of the ownership of
the reversion in the Leased Premises after the Tenant has taken
possession and occupancy of the Leased Premises and commenced
paying rental under the terms hereof, it being understood that
Tenant is not assuming any liability for such items which
pre-existed such date whether the same were then due and payable
and had ripened into liens against the Leased Premises. Tenant is
hereby afforded the right to contest the amount of any such taxes,
assessments, etc. with the appropriate governmental agency, with
Landlord's consent and cooperation. The parties agree to jointly
request the appropriate governmental agency to separate the Leased
Premises from the remaining Shopping Center real estate for real
estate tax purposes. Should this not be possible, Tenant shall pay
the pro-rata real estate taxes attributable to the Leased Premises
and the real estate taxes attributable to any structure placed upon
the Leased Premises. For purposes of this paragraph, Tenant's
"pro-rata" share of such real estate taxes shall be the resulting
product of the aggregate real estate tax bill(s) for the Shopping
Center multiplied by a fraction, the numerator of which being the
total square footage of the Leased Premises, and the denominator
being the total square footage of the Shopping Center and the
adjoining outlots (retail and office) owned by Landlord which are
not taxed independently. Notwithstanding any provision of this
paragraph, Tenant shall be responsible for the obligations
described only during the Term, and all such obligations shall be
prorated between Landlord and Tenant for any period of time covered
by any such obligation whether attributable to a period prior to or
subsequent to the Term, Further, Tenant shall not be liable for any
income, franchise, corporate, inheritance or similar tax upon the
business of Landlord nor for any tax or assessment imposed upon
Landlord or the Leased Premises arising from the subsequent sale,
lease or other disposition of Landlord's Interest in the Leased
Premises by Landlord, in whole or in part.
Section 2.03 - Additional Rent/Common Area Maintenance
Expenses : Tenant agrees to pay Landlord as
Additional Rent, and for the use and maintenance of the Common
Areas of the Shopping Center, the "Tenant's Percentage" (as defined
herein) of the Shopping Center's Common Area Maintenance Expenses
(as hereinafter defined), in equal monthly installments in advance
on the first day of each month of the term of this Lease, and any
extensions thereof. For purposes hereof, "Common Area Maintenance
Expenses" are defined as being any and all costs and expenses
incurred by Landlord with respect to the Common Areas of the
Shopping Center, including, without limitation:
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A.
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costs and expenses of operating,
maintaining, repairing, lighting, signing, cleaning, ainting,
striping, controlling of traffic, controlling of pests, and
policing and securing the Common Areas (including, without
limitation, the costs of uniforms, equipment and supplies);
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B.
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costs and expenses of purchasing
and maintaining in full force liability insurance for personal
injury, death and property damage, insurance against fire, extended
coverage, theft or other casualties for personal property used for
maintenance of the Common Areas, worker's compensation insurance
covering personnel, fidelity bonds for personnel, and insurance
against liability for defamation and claims of false arrest
occurring on or about the Common Areas);
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C.
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costs and
expenses of removing snow, ice, and debris from the Common
Areas;
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D.
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costs and expenses of operating,
maintaining, repairing machinery and equipment used in the
operation and maintenance of the Common Areas, and the personal
property taxes and other charges incurred in connection with such
machinery and. equipment;
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E.
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costs and expenses of maintaining
and repairing, but not replacing, paving, curbs, walkways,
drainage, pipes, ducts, conduits and similar items, and lighting
fixtures throughout the parking lot and circulation areas of the
Shopping Center;
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F.
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costs and expenses of planting,
replanting and replacing flowers, shrubbery and planters within the
Common areas;
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G.
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costs of water and sewer services
and other services, if any, furnished to the Common Areas for the
non-exclusive use of tenants of the Shopping Center;
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H.
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costs and expenses of enforcing
any operating agreements pertaining to the Common Areas or any
portions thereof, or any arbitration or judicial actions undertaken
with respect to the same;
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costs and expenses of payroll,
payroll taxes and employee benefits of all personnel employed in
connection with the Shopping Center, including without limitation
security and maintenance people, secretaries and bookkeepers;
and
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J.
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an administrative charge in the
amount equal to fifteen percent (15%) of the total aggregate cost
of operating, maintaining and repairing the Common Areas.
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The
“Tenant’s Percentage” is, for the purposes set
forth herein, hereby defined as being the percentage that the total
gross building area of the improvements constructed on the Leased
Premises bears to the total gross leaseable area in the Shopping
Center (including the gross building area of all improvements
constructed upon all out lots). Such percentage shall not include
the expenses of Landlord incurred in maintaining or repairing any
of the buildings (and roofs) constructed in the Shopping Center,
maintaining any of the sidewalks in front of the Shopping Center
in-line retail buildings or situated on any of the outlots, or
mowing or otherwise landscaping any of the other
outlots.
Section 2.04 — Past Due Rent : If Tenant
shall fail to pay within 10 days from the date same is due and
payable, any Base Rent or additional charges due hereunder, such
unpaid amount shall bear interest from the due date thereof to the
date of payment at the rate of twelve (12%) percent per annum, or
at the maximum legal rate, whichever is less.
ARTICLE III
CONDITION OF IMPROVEMENTS
Section 3.01 — “As Is” Condition
: Tenant acknowledges that it has inspected the Leased
Premises and the Improvements, and agrees that it is leasing same
in their “as-is” condition. Landlord shall have
absolutely no obligation to make any further repairs to the
Improvements, and makes no warranties or representations with
respect to the condition thereof.
Section 3.02 — Future Improvements : Any
and all future improvements to the Leased Premises, including any
alterations or remodeling, shall require the prior written approval
of Landlord (which such approval shall not be unreasonably
withheld), and shall be subject to the terms of Landlord’s
“Peripheral Land/Outlot Development Standards” (the
“Development Standards”), a copy of which Tenant
acknowledges having received and read. Landlord hereby approves
Tenant’s initial plans for remodeling the Leased Premises,
the description of which plans is attached hereto as Exhibit
C.
Section 3.03 — Signage : Tenant shall have
the right, subject to Landlord’s prior written approval,
which shall not be unreasonably withheld, conditioned or delayed,
to place on or in the Leased Premises such signs conforming to all
laws, sign ordinances, and municipal regulations as it deems
necessary and proper in the conduct of its business. All signage
upon the Premises shall comply with the Development
Standards.
ARTICLE IV
ATTACHMENT OF
IMPROVEMENTS
Section 4.01 — Title of Improvements
: Title to the Improvements shall remain vested in
Landlord throughout the Term.
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Section 4.02 — Title of Fixtures and Additions During
Lease : During the Term title to any and all
fixtures and additions attached to the Leased Premises by Tenant
shall remain in and with the Tenant until the termination of the
Term, at which time title to same shall vest with Landlord, except
for those articles and items which Tenant is entitled to remove
pursuant to Section 5.02.
Section 4.03 — Trade Fixtures and Equipment
: Tenant shall have the right to remove all trade
fixtures installed in or upon the Leased Premises and used in the
operation of the Leased Premises, including, but not limited to,
night deposit box facilities, automated teller machines, safety
deposit boxes, vault doors, teller deposit boxes, and drive-thru
equipment and air tubes.
ARTICLE V
ALTERATIONS
Section 5.01 — Installation by Tenant : All
fixtures installed by Tenant shall be new or completely
reconditioned. Tenant shall not make or cause to be made any
material alterations, ‘additions or improvements or install
or cause to be installed any trade fixtures, exterior signs,
plumbing fixtures, exterior shades or awnings or make any changes
to the building without first obtaining Landlord’s written
approval (which such consent shall not be unreasonably withheld,
conditioned or delayed). Tenant shall present to the Landlord plans
and specifications for such wont a reasonable amount of time prior
to the time approval for same is sought.
Section 5.02 — Removal and Restoration by Tenant
: All alterations, decorations, additions and
improvements made by the Tenant, or made by Landlord on
Tenant’s behalf by agreement under this Lease, shall remain
the property of Tenant for the term of this Lease or any extension
or renewal thereof. Such alterations, decorations, additions and
improvements shall not be removed from the Leased Premises prior to
the end of the terms hereof without the prior written consent from
Landlord (which consent will not be unreasonably withheld), unless
Tenant replaces the same with items of comparable quality and
restores the Leased Premises to a condition of equal usability as
before. Upon the expiration of this Lease, or any renewal thereof,
Tenant may remove its alterations, decorations, additions and trade
fixtures and shall repair any damage to the Leased Premises caused
thereby. If Tenant fails to remove any such alterations,
decorations, additions and trade fixtures then upon the expiration
of this Lease, or any renewal thereof, and upon Tenant’s
vacation of the Leased Premises, all such alterations, decorations,
additions and trade fixtures shall be become the property of
Landlord.
Section 5.03 — Discharge of Liens Tenant
shall promptly pay all contractors and materialmen utilized in
connection with any remodeling of the Improvements, so as to
minimize the possibility of a lien attaching to the Leased
Premises; and should any such lien be made or filed, Tenant shall
bond against or discharge same within twenty (20) days after
receipt of notice thereof.
ARTICLE VI
MAINTENANCE OF LEASED PREMISES
Section 6.01 — Maintenance by Tenant : CAREFREE LEASE:
It is the intention and purpose of the parties hereto to create by
this Instrument a lease of the kind commonly known as
“Carefree” to the Landlord. Accordingly, Tenant agrees
to bear, pay for and discharge not only such items as it has
specifically agreed by the prior provisions of this Lease to bear,
pay and discharge, but also all other costs, charges and expenses
of every kind and nature whatsoever which must be borne, paid and
discharged in order to accomplish the purposes and objects of this
Lease, namely, (a) that Landlord shall receive from Tenant, without
diminution of account of any matter of thing whatsoever except such
as shall arise from breach by Landlord of any covenant or covenants
of Landlord contained herein, the rentals agreed to and be paid by
the Tenant; (b) that Landlord shall be subjected to no expense
whatsoever on account of any matter or thing connected with or
arising from the Leased Premises or this Lease during the term,
hereof, except matters connected with or arising from the
covenants of Landlord contained herein; (c) that Tenant shall be
completely responsible for all maintenance whatsoever relating to
the Leased Premises and
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the Improvements constructed
thereon,, and shall ensure that the Leased Premises and the
Improvements are maintained at all times in a i3 rat-class
condition and state of repair; and (d) that Landlord, at the
expiration of the Term or sooner termination of this Tease, shall
receive possession of the Leased Premises and the Improvements
thereon, in accordance with the covenants of Tenant contained
herein and free and clear of all claims, liens, charges and
encumbrances except those to which the Leased Premises now are
subject or which may be placed thereof in accordance with the
covenants of Tenant contained herein. Tenant acknowledges that it
will be responsible for paying its pro-rata share for common area
expenses of the Shopping Center, including care and maintenance of
the service road adjacent to and forming a portion of the Leased
Premises, but Landlord shall have the responsibility of maintaining
said service access roads. Notwithstanding the provisions of this
or any other paragraph contained in this Lease, Tenant shall not be
liable for any Federal, State or local income taxes which are
payable by Landlord or for any costs, expenses, interest, principal
or other charges arising out of any sale, lease, assignment,
financing, refinancing or other transfer of Landlord’s
interest in the Leased Premises or the Shopping Center or arising
in any other manner or as the result of any other transaction to
which Landlord is a party and as to which any such cost or expense
is not directly related to Tenant’s use and enjoyment of the
Leased Premises as contemplated hereby.
Section 6.02 — Surrender of Premises : At
the expiration of the tenancy hereby created, Tenant shall
surrender the Leased Premises and the Improvements thereon in a
condition of good order and repair, reasonable wear and tear and
damage by unavoidable casualty excepted, and shall surrender all
keys for the Leased Premises to Landlord at the place then fined
for the payment of rent and shall inform Landlord of all
combinations of locks, safes and vaults, if any, in the Leased
Premises. Tenant may remove all its trade fixtures and alterations
as provided in Section 5.02 hereof, before surrendering the Leased
Premises as aforesaid and shall repair any damage to the Leased
Premises caused thereby. Tenant’s obligations to observe or
perform this covenant shall survive the expiration or other
termination of the term of this Lease.
ARTICLE VII
INSURANCE AND INDEMNITY
Section 7.01 — Casually Insurance : Tenant
shall maintain fire and extended coverage insurance covering the
Improvements in an amount of not less than the replacement value of
the building constructed upon the Leased Premises, with an
insurance company licensed in the Commonwealth of Kentucky and
acceptable to Landlord (which acceptance will not be unreasonably
withheld), and shall pay, as and when the same become due and
payable, all premiums for such insurance, Such policy shall also
cover loss of ground lease rental payments by Landlord, for a
period of at least one (1) year. Tenant shall furnish Landlord with
a copy or a certificate of the policy for such insurance; and, if
Tenant should fail to maintain such insurance, or to supply
Landlord with such copy or certificate of the policy thereof, or
should fail to pay said premiums as and when they become due and
payable, Landlord may, at its option, obtain such insurance and pay
therefore and charge the cost thereof to the rental due here-under
for the month next succeeding Landlord’s payment of
same.
Section 7.02 — Liability Insurance : Tenant
shall, during the entire term hereof, keep in full force and effect
a policy of Commercial General Liability Insurance with respect to
the Leased Premises, and the business operated by Tenant in the
Leased Premises in which the limits of public liability shall not
be less than $2,000,000 combined single limit per occurrence for
bodily injury and property damage. The policy shall name Landlord,
Landlord’s mortgagee(s), and Tenant, as their interests may
appear, as additional insureds and shall contain a clause that the
insurer will not cancel or change the insurance without first
giving the Landlord thirty (30) days prior written notice. The
insurance shall be written by an insurance company approved by
Landlord (which such approval will not be unreasonably withheld)
and a copy of the policy or a certificate of insurance shall be
delivered to Landlord.
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Section 7.03 — Indemnification : Tenant
will indemnify Landlord and save it harmless from and against any
and all claims, actions, damages, liability and expense in
connection with loss of life, personal injury and/or damage to
property arising from or out of any occurrence in, upon or at the
Leased Premises, or the occupancy or use by Tenant of the Leased
Premises or any part thereof, occasioned wholly or in part by any
act or omission of Tenant, its agent, contractors, employees,
servants, lessees or concessionaires, unless attributable to either
the intentional or negligent acts of the Landlord or that of its
servants, agents, licensees, invitees or contractees. Landlord
will. indemnify Tenant and save it harmless from and against any
and all claims, actions, damages, liability and expense in
connection with loss of life, personal injury and/or damage to
property arising from or out of any occurrence in, upon or at the
Shopping Center, or any part thereof, occasioned wholly or In part
by any act or omission of Landlord, its agents, contractors,
employees, servants, lessees or concessionaire’s, unless
attributable to either the intentional or negligent acts of the
Tenant or that of its servants, agents, licensees, invitees or
contractors.
Section 7.04 — Expiration of Insurance
: With respect to all insurance policies referred to in
this Lease, evidence of the renewal of such policies of insurance
shall be presented to the Landlord at least ten (10) days before
the expiration of such insurance coverages.
Section 7.05 — Waiver of Subrogation
: Landlord and Tenant hereby release the other from. any
and all liability or responsibility to the other or anyone claiming
through or under them by way of subrogation or otherwise from any
loss or damage to property caused by fire or any of the extended
coverage or supplementary contract casualties, even if such fire or
other casualty was caused by either party, or anyone for whom such
party may be responsible, provided, however, that this release
shall be applicable and in force and effect only with respect to
loss or damage occurring during such time as the releasor’s
policies shall contain a clause or endorsement to the effect that
any such release shall, not adversely affect or impair said
policies or prejudice the right of the releasor to recover
thereunder, Landlord and Tenant each agrees that it will request
its insurance carriers to include in its policies such a clause or
endorsement. If extra costs shall be charged therefore, each party
shall advise the other thereof and of the amount of the extra cost,
and the other party, at its election, may pay the same, but shall
not be obligated to do so.
Section 7.06 — Landlord as Insured :All insurance
policies referred to in this Lease shall insure Landlord, Tenant
and Landlord’s mortgagee(s), as their interests may
appear.
ARTICLE VIII
UTILITIES
Section 8.01 — Utility Charges : Tenant
shall be solely responsible for and promptly pay all charges for
heat, water, gas electricity or any other utility used or consumed
in or upon the Leased Premises. In no event shall Landlord be
liable for an interruption or failure in the supply of any such
utilities to the Leased Premises.
ARTICLE IX
ESTOPPEL CERTIFICATE AND ATTORNMENT
Section 9.01 — Estoppel Certificate
: Within ten (10) days after request therefore by
Landlord, or in the event of any sale, mortgage, assignment or
hypothecation of the Leased Premises by Landlord, an Estoppel
certificate shall be required from Tenant, Tenant agrees to deliver
in recordable form a certificate to any proposed mortgagee or
purchaser, or to Landlord, certifying (if such be the case) that
this Lease is in full, force and effect and that there are no
defenses or offsets thereto, or stating those claimed by
Tenant.
8
Section 9.02 — Attornment : Tenant shall,
in the event any, proceedings are brought for the foreclosure of
the Leased Premises, or upon the execution by Landlord of a deed in
lieu of foreclosure, or in the event of exercise of the power of
sale under any mortgage covering the Leased Premises, attorn to the
purchaser of Landlord’s interest in the Leased Premises upon
any such foreclosure or sale and recognize such purchaser as the
Landlord, subject to all of Tenant’s duties, obligations,
rights and options under this Lease.
ARTICLE X
ASSIGNMENT AND SUBLETTING
Section 10.01 — Consent Required : Tenant
will not assign this Lease in full or in part, nor sublet all or
any part of the Leased Premises, without the prior written consent
of Landlord, which consent shall not be unreasonably
withheld,
