LEASE BETWEEN BERO &
McCLURE
PARTNERSHIP AND TUFCO, L.P.
THIS LEASE, made
as of this 20th day of November, 2006, by and between Bero &
McClure Partnership, a Wisconsin partnership, hereinafter called
Lessor, and Tufco, L.P., a Delaware limited partnership,
hereinafter called Lessee:
WHEREAS ,
Lessor owns the building and surrounding land located at 1055
Parkview Street, Green Bay; (“Leased Premises”)
and
WHEREAS ,
the Lessor and Lessee have previously entered into a Lease, dated
October 15, 2002, relating to the Leased Premises, which Lease
remains in full force and effect; and
WHEREAS, the
Lessor has agreed to finance substantial build-out improvements to
the Leased Premises, as requested by Lessee;
WHEREAS, the
Lessor and Lessee wish to extend the term of the 2002 Lease, and
therefore, enter into a new Lease agreement, as set forth
below;
NOW, THEREFORE
, in consideration of the mutual promises hereinafter set
forth, the parties hereto do promise and agree as
follows:
1. This Lease
shall replace and supersede a Lease between the Lessor and Lessee
dated October 15, 2002, and said
October 15, 2002 Lease is terminated and
null and void as of the commencement date of this Lease.
2. That the
said Lessor does hereby lease to said Lessee and said Lessee agrees
to lease the property described in attached Exhibit A ,
together with all improvements, furnishings, fixtures and equipment
located on said premises, hereinafter called the “Leased
Premises.”
3. This Lease
is for the following term and at the following rentals:
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A.
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For
the month of December, 2006, a rental of $10,796.00, payable on
December 1, 2006;
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B.
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From January 1, 2007 to
March 31, 2007, for a monthly rental of $16,800.00 payable on
the 1st of each month;
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C.
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For
six (6) years, from April 1, 2007 to March 31, 2013,
at an initial annual rental of $204,840.00, payable monthly in the
sum of $17,070.00, on the 1st of each month for the first full
year;
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D.
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For
the next five (5) years, commencing on April 1, 2008, the
rent shall be increased by 1.65% per year.
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The above rental
amounts shall be sent to Lessor’s controller, Thomas Gilling,
at 1335 Ridgeway Blvd., De Pere, Wisconsin 54115, until the Lessor
informs the Lessee of an alternate address for delivery in
writing.
The above rental
amounts include sums payable to Lessor for substantial build-out
improvements to the leased premises requested by Lessee and paid
for by Lessor. Lessee is authorized to make said build-out
improvements to the leased premises, in an amount not to exceed
$300,000.00 . If the cost of said build-out
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improvements
should exceed $300,000.00, Lessee shall be solely responsible for
the difference between the actual cost of the improvements and
$300,000.00.
Lessee shall have
the option to renew this Lease for an additional term of five years
upon the same terms and conditions as set forth herein, except for
rental as herein specified. Rental for the renewal five year term
shall be negotiated by the parties, except the rent for the first
year of the renewal term shall not be more than $165,600.00. Lessee
may exercise this option by giving written notice to Lessor no
earlier than nine months and no later than six months before
expiration of the original six year term set forth
herein.
4. That the
rent herein specified shall be net to the Lessor in each month
during the term of this Lease; that all costs, taxes, expenses and
obligations of every kind relating to the leased premises (except
as otherwise set forth in this Lease) which may arise or become due
during the term of this Lease shall be paid by the Lessee, and that
the Lessor shall be indemnified by the Lessee against any such
costs, expenses and obligations. All costs, expenses and
obligations assessed prior to but payable in whole or in
installments after the effective date of the lease term, and all
taxes assessed during the term, shall be adjusted and pro-rated, so
that the Lessor shall pay its pro-rated share for the period
subsequent to the lease term and the Lessee shall pay its pro-rated
share for the lease term.
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5. That the
Lessee shall pay all charges for utilities, including, but not
limited to gas, electricity, light, heat, power and telephone used,
rendered or supplied, upon or in connection with the leased
premises, and shall indemnify the Lessor against any liabilities or
payments on such account. That the said Lessee shall pay all costs
for lawn care and snow and ice removal and for janitorial services
performed upon the leased premises and shall indemnify the Lessor
against any liability or payments on such account.
6. That the
Lessee shall keep the leased premises adequately insured throughout
the term of this Lease, including general liability insurance of at
least $10,000,000.00 coverage and fire and extended coverage
insurance of at least $1,550,000.00, with the Lessor named as an
additional insured. If Lessee does not purchase such insurance and
Lessor does, then Lessee shall reimburse Lessor for all insurance
premiums paid by the Lessor. That Lessee shall furnish copies of
said insurance policies to Lessor, by March 31 of each year,
or as requested in writing by Lessor.
The Lessor and
Lessee hereby waive any right by way of subrogation that their
insurers might otherwise have as against them or either of them
arising out of transactions or occurrences which are the subject of
payment of insurance proceeds by said insurers by reason of
casualties insured pursuant to this Lease, to the extent that such
subrogation rights are permitted to be
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waived by said
policies, and said policies, to the extent permitted, shall
recognize this waiver of subrogation.
7. That the
Lessor shall be responsible for, and shall pay for all structural
repairs to the building as it existed on April 1, 1996,
hereinafter 1996 building, both inside and outside. The Lessee
shall be responsible for and shall pay for all nonstructural
repairs to the 1996 building and for the repair of any damages
caused by the negligence of Lessee and its agents and employees.
Further, the Lessee shall be responsible for and shall pay for all
repairs and improvements to those items added to the 1996 building
by the Lessee, including all improvements, equipment, alterations
and additions.
8. That the said
Lessee does promise and agree to pay said rent at the time and in
the manner aforesaid, during the continuance of said term, and not
to sublet said leased premises or any part thereof or assign this
Lease, without the prior written consent of the Lessor; to quit and
deliver the same to the Lessor peaceably and quietly at the end of
said term; and also to keep the leased premises in as good
condition and repair as the same are in at the commencement of said
term (reasonable use and wear thereof, and damage by fire or other
casualty without the fault of Lessee, only excepted). The Lessor
may enter to view, repair or show the leased premises at all
reasonable times, provided that Lessor gives Lessee at least
72 hours’ advance written notice, prior to entering
the leased premises. It is stipulated
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that in case
the leased premises should be sold during the term hereof, this
Lease shall remain in full force and effect pursuant to the terms
herein.
9. If:
(a) Lessee shall default in the payment of any rent, and said
default continues for 10 days after written notice by Lessor, or
(b) Lessee shall default in the performance of any other
provision or covenant contained herein or hereafter established,
and said default continues for 30 days after written notice by
Lessor, or (c) the Premises shall be deserted or vacated, or
(d) proceedings are commenced against the Lessee in any court under
a Bankruptcy Act or for the appointment of a trustee or receiver of
Lessee’s property, then this Lease (if Lessor so elects)
shall thereupon become null and void, and the Lessor shall have the
right to re-enter or repossess the Premises, and remove therefrom
the Lessee, or other occupants thereof, and their effects, without
being liable to any prosecution therefore. In such case, the Lessor
may, at its option, re-let the Premises, or any part thereof, as
the agent of the Lessee, and the Lessee shall be liable to Lessor
for the difference between the rent stated herein for the portion
of the term remaining at the t
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