HomeMy WebLinkAbout98-03106
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5. On or ubout Murch 20, 1997, Dclendunts cntcrcd intoll Lcusc Agrccmcnt with
Pluintiff("Lcasc") 101' its busincss known as PC Pulacc ut thc Camp lIill Shopping Ccntcr locutcd
ut 3400 Trindlc Road, Cump Ilill, Cumbcrland County, Pcnnsylvania 170 II.
6. Said Lcasc was amcndcd by thc parlics on Fdll'luuy I, 1998.
7. Attached hcrcto as Exhibit A is a truc and COlTcct copy of the originul Lcasc and
Amendmcnt lluthorizing Plaintiff to confcss judgmcnt against Dcfendants us morc spccifically
set forth in Articlc XXXI, Section 3111, (pagc 32) .
8. Thc Leasc was duly cxccutcd by Dcfcndants. who agreed to be legally bound by
the terms of said Lease.
9. The Leasc provides that Defendunts shull pay monthly rcnt and De/endants' pro
rata sharc of insurance, taxes and opel'llting costs, as wcllas an annual perccntage rent equal to
five percent (5%) of gross rccei;:>ts, Icss the minimum annual rent paid Ii)!' such period, as well as
all other charges accruing under the Lease or identificd as additionalrcnt on thc first day of each
calendar month during the term of the Lease.
Ill. Despite repeated, numcrous requests for rcnt. Defcndants have willfully failed to
pay base rent, additional rent, late payment charges or any other charges payable to Pluintiff
under the Lease for the subject premises.
11. Defendants' failure to pay rent as per the tcrms of the Lease constitutcs a mutcriul
breach of the Lcase.
12. Defendants Dietrich and Jones each cxecutcd a Surctyship Agrccmcnt ("Surety")
whereby they would be individually jointly and sevel'lllly liable us surety for the prompt und
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lilithflll performance of all terms and conditions of the Lease, including, but not limited to, the
repayment of all sums due to Plaintiff thereunder. ^ true and correct copy of the Surely is
aUaehed hereto and incorporated m: Exhibit B,
13. Def\mdunts Dietrich and .Jones have fililed to remedy the breuch of the Lease
by PC Palacc which breuehes their pl'Omises ofslll'cty in the Surety,
14. The sum presently due and owing under the Leuse is Twelve Thousnnd One
Hundred Eighty-Five Dollars und Forty-Thrce Cents ($12, I R5.43).
IS. .Judgment has not been cntl~red in any jurisdiction on the aU ached instrument.
16. The uuached instrument has not been ussigned,
17. The .Judgment is not being entered by confession uguinst a nut ural person in
connection with a consumer credit transaction.
18. Defendants arc not subject to the protection of the provisions of the Solders and
Sailors Civil Relief ^et of 1940, us amended.
19. Due to the Defendants' material breach of the Lease, Plaintiff exercised its rights
under Section 3104 of the Lease to terminate the Lease as of May 7, 1998.
20. Section 3 105 of the Lease provides that, in the event of termination of the Lease,
the Defendants will pay liquidated damages in an amount efjualto twenty-live percent (25%) of
the balance of the rent and additional charges required to be paid under the Lease to thl end of
the Lease term, as if the Lease had not been terminated.
21. The amount of liquidated damages due under the Leuse is twenty-five percent
(25%) of Twelve Thousand One Hundred Eighty-Five Dollars und Forty-TIll'ee Cents
($12,185.43), or Three Thousund Forty-Six Dollars and Thirty-Six Cents ($3,046.36).
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LEASE AGREEMENT
ARTICLE I
PARTIES
THIS LEASE AGREEMENT, made this 20th day of March ,
1997 by and between KRAVITZ PROPERTIES, INC., a Pennsylvania
oorp~ration (hereinafter referred to as "Agent"" as agent for
CAMP HILL SHOPPING CENTER ASSOCIATES, a partnership (h~rebJafter
rererred to as "Landlord", and PO Palace, Ltd,
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(hl!lrei.na~ter r,efer..rOsU;o. !I/Jd"~P,r~~t.."Jo'aClWJ1t?a~~ Rfl~n!:f f~Oll
18 Camp Hill Mall, 32nd Street an 'I" n e " " ' -6~ -200~
and whose telephone number is ( , (A) i17-692-~177 & 717 7
(B) 717-453-9755
WIT N E SSE T HI
Landlord and Tenant covenant and agree as followsl
ARTICLE II
DEFINED TERMS
SECTION 20l.
The following terms shall have the following mean~ngsl
A. Premises and Shopping Center: Landlord leases to
Tenant and Tenant leases from Landlord, for the term and upon
the terms and conditions set forth in this Lease, the stofe
premises situate and known as BUilding Section No. H ,
Store No.19b&20 and being measured and described approximately
by the outside bUilding lines, as follows:
Fronts
38
feet
2 inches
Depthl
30
feet:
o inches
'l'otal Area I 1,145
square feet
located approximately as outlined upon Exhibit "A" attached
hereto, the Bame being a proposed site plan of a Shopping
Center (the "Shopping Center", erected or to be erected upon
the premises described thereon, together with the right to the
nonexclusive Use, in common with ot:hers, of all such automobile
parking areas, driveways, footways and other facilities
designed for common use, as may be installed by Landlord as
hereinafter prOVided, and of such other and further facilities
as may be provided or designated from time to time by Landlord
for common use, Subject however to the terms and conditions of
this Lease and to re~sonable rules and regulations for the use
thereof, as prescribed from time to time by Landlord. The
purpose of the dimensions set forth above and the plan ~ttached
hereto as Exhibit "A" is to show the approximate size and
location of the demised premises. All dimensions are
afProx irnate only. Landlord reserves the right to change the
s ze, layout and location of any bUildings, improvements, or
Common areas and facUities shown on Exhibit "A" as well as
redUce or expand the size of the Shopping Center.
B. Term: The term of this Lease shall be for five
(5 , years as further provided in Article V below. This lease shall
prOVide for an option to extend the lease for an additional term of five (5) years;
however, Landlord and Tenant shall each have the right to ter'minate the lease by
either giVing notice to the other of lease termination with a minimum of six month
written notice prior to the expiration of t~e initial five year term.
Landlord will inclUde with tenant's leased premises an additionBl work area Within
the shOPPing center' of 500 sQ.ft. at no additional cost to Tenant.
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C. Permi !:te... Je:
and computer software; in addition
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The sale, at retail computer hardware
to incidental miscellaneous itoms related thereto
and for no other purpose.
D. Minimum Annual Rent:
Years One (1) through Two (2) $ 36.8lij .68
Years Three (3) through Fiva (5) $ 18,320.00
Years Six (6) through Seven (7) $ 22,900.00
Years Eight (8) through 'l'en (10) $ 25.762.50
Years through $
E. Annual Percentage Rent: A sum equal 1:0 five
percent ( 5" of gross receipts in excess of: years 1-5: $850,000.00,
years 6-7; $9~ 1.600.00. and years 8-10; $998.850.00. Tenant shall however repo
F. Security Deposit: $ 2,200.00
G. Initial Annual Common Area Msintenance Charge:
$ 5, ij 96 .00
H. Initial Annual Merchants' Association Duesl
$ 572.50
I. Initial Annual. Real flstate Tax Chargel $1,087.75
J. Initial Annual Insurance Chargel $ 973.25
K. Tenan t Trade Name I PC Palace
L. Estimated Date of Delivery of Possession I
April 1 , 19 97.
ARTICLE I II
POSSESSION
Section 301.
Landlord warrants that it iEl the owner of a leasehold
estate in and to the tract of land shown on Exhibit "A- and
agrees that it will develop upon said tract commercial
bUildings with parking area and improvements generally in
accordance with said Plan, and that, subject to any delays
caUsed by strikes, weather conditions, governmental
restrictions, scarcity of labor or materials, or for other
reasons beyond its control, it will proceed with due diligence
to complete said project. Landlord has erected and installed
or will erect and install the improvements upon the demised
premises substantially as set forth upon Exhibit "S" attached
hereto, Tenant shall fully comply with all of the terms,
oovenants and conditions of said Exhibit "S"/ whether or not
Tenant: Js currently in POSSeSsion of the demised premises
pursuant t:o an eXisting lease.
Section 302.
Tenant shall have the option, if construction cf the
demised premises is not completed by the dat~ which is sixty
the total of all monthly gross receipts but for the purpose re,a e 0 e peroentage
rent base, Tenant shall be permitted to exclude any or all outside sales.
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(60) days after the ~ :Jmated Date of' De1iVery~ PossessitJn,
as its sole remedy (La.ldlord not to be liable to Tenant or any
other ferson, firm or corporation for any loss or damage
result ng therefrom), of cancelling this Lease by giving
written notice thereof to Land~ord within fifteen (151 days
after laid date, provided, that if said failure to complete is
caused by strikes, weather conditions, governmental
restrictions, scarcity of labor or materials or other cause
beyond Landlord's oontrol, said oompletion data shall be
e xt.nded for a period equal to the period of such delay. If,
for any reasen whatsoever thr Landlord does not commence
construction of the demised premises by September 1, 1984, the
Landlord shall have the option without liability of cancelling
this Lease by giving similar written notice to Tenant within
fifteen (15) days after said date.
Landlord shall not be obligated to prooeed with the
oonstruction of the demised premises unless and until finanoing
aooeptable to Landlord is obtained. Should such finanoing not
be obtained on or before August 1, 1984, Landlord may so notify
Tenant. in writing, and cancel this Lease. If Landlord can
obtain financing or satisfy the conditions of financing only
upon the basis of modifications of the terms and provisions of
this Lease, Landlord shall have the right to cancel this Lease
if Tenant refuses to approve in writing any such modifications
within thirty (30) days after Landlord's request therefor which
request may not be made after delivery of possession. Tenant
shall not unreasonably withhold its approval of the aforesaid
modifications. Within ten (10) days of receipt of 8 request
therefor from Landlord, Tenant agrees to forward to Landlord a
financial statement of Tenant Jnd/or, If applicable, Tenant's
guarantor or surety, in form satisfactory to Landlord certified
by an independent certified public accountant acceptable to
Landlord. If the financial or credit rating of Tenant and/or,
if applic~ble, Tenant's guarantor or surety Is not acceptable
for the purposes of the aforesaid financing, Landlold shall
have the right to cancel this Lease if Tenant refuses to
execute or supply such additional assurances and/or guarantors
or sureties as Landlord shall state as necessary for such
acceptance within thirty (30) days after [,andlord's request
therefor which request. may not be made after delivery of
possession. If 6ny such righ~ to cancel is exercised, this
Lease shall thereupon be null .nd void, each of the parties
shall be released from any other or 'further liability, any
security deposit made hereunder shall be refunded to Tenant
without interest and neither party shall have any liability to
the other by reason of such cancellation.
Section 303.
If Landlord is to perform any work in the demised
premises pursuant to Exhibit "B", completion of the demised
premises shall be certified to Tenant in writing by Landlord's
inspecting arChitect, and the delivery of such certificate of
oompletion to Tenant shall constitute delivery of the demised
premises hereunder. Tenant, its agents, servants and
contractors, prior to the delivery of ~ossession of the demised
premises, shall have the right to enter upon the demised
premises, for the purpose of taking measurements therein, but
for ~o other purpose, Plovided, however, that such entry shall
dnot bnterfere with or obstruct the progress of the work being
one Y Landlord.
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Seqtion 304.
Upon receiving po~session of the demised premises trom
Landlord, Tenant shall with due diligence proceed to install
such fixtures and equipment and to perform such other work as
shall be required pursuant to Exhibit "B" or necessary or
appropriate in order to prepare the demised premises for the
opening of business. In the event that Tenant does not open
the demised premises for the conduct of its business on or
before the Re,tal Commenoement Date (as defined in Section 601
belowl, Landlord, in addition to all other remedies hereunder,
.hall have the option of (al terminating this Lease by giving
Tenant written notioe of suoh termination, whereupon this Lease
shall be terminated unless by the date of the giving of said
wr i Uen notioe, Tenant shall have opened the demised premises
for the oonduct of its business, or (bl of oollecting from
Tenant not only the minimum rent herein provided, but ~lso
additional rent at the rate of ten (10'1 peroent of the minimum
monthly rental per day for each and every date from the Rental
Conunencement Date untU the day Tenant commences to do business
in the demised premises. Tenant agrees not to commence any
work upon any portion of the demised premises until Landlord
has approved Tenant's plans and specifications in writing dnd
Tenant has otherwise complied with the requirements set forth
in Exhibit "B". Any c~anges in said plans or Elpeclfications
m~st be Bimi~aIly approved by Landlord.
SECTION 305.
Unles~ otherwlse sooner terminated pursuant to its
terms, any e.isting leese pursuant to which Tenant is the
tenant for space in the Shopping Center shall terminate on
Rental Commencement Da~e (as defined in Article V below), with
the same foroe and effect as if such date were set fortH
therein as the expiratton date of said lease.
ARTICLE IV
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SECTION 401.
Tenant shall continually use an~ occupy the demised
premises solely for the Permitted Use under the name or style
of Tenant's Trade Name and for no other purpose.
Tenant acknowledges that Lar.dlord's Obtaining a fair
and equitable rental is dependent upon Tenant's concentrating
all of its business efforts within the geogr~phioal area in
which the Shopping Center is located upon Tenant's business at
the demised premises so as to maximize Tenant's Gross Sales,
and Tenant further acknowledges that any activity by Tenant
within such geographical area in operating or participating in
the operating of a similar or competing business must
necesealily have an adverse effect on the volume of Gross Sales
by Tenant at ~he demised premises to the detriment of Landlord
and will deprIve Landlord of the fair rental to which the
~:r:~:s ~greed'i Accordingly, in the event that during the term
sease ether Tenant or Tenant's management or any
~~~~~~l~~derti:~ controlled by Tenant OI controlll~g Tenant, or
who contr I >i e same person or entity or persons or entities
,0 enant, directly or indirectly owns, operates is
employed In, directs or serves any other place of buslnes~ the
same, or similar to, or competitive with, Ten,ant's busines~ as
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set forth herein, withln a radius of five (5) miles from the
outside boundary of the ShorPing Center, which distance shall
be measured in a straight I ne without reference to road
mil~age, then the Gross Sales of any such other place of
business shall be included in the Gross Sales made from the
demised premises to determine the Percentage Rent due under
this Lease, as fully as though such Gross Sales had actually
been made from the demised premises. In the event Landloru so
elects, all of the provisions of Article VI hereof shall be
applicable to the Gross Sales of, and all the books and records
pertaining to, such competing store, provided, however, the
foregoing geographic limitation shall not b& applioable to any
existing location of Tenant or any such other place of business
which is operated in a regional shopping center directly or
indirectly owned in whole or in part on the date hereof by
Landlord or a principal of Landl~rd.
SECTION 402.
Tenant sh~ll operate all of the demised premises
during the entire term of this Lease with due diligence and
efficiency so as to produce the maximum gross receipts which
may be produced by such manner of operation, unless prevented
from doing so by causes beyond Tenant's control. Subject to
inability by reason of str ikes or labor disputes or
unavailability of goods or other reasons beyond Tenant's
control, Tenant shall carry at all times in the demised
premises a stock of merchandise of such size, character anu
quality as shall be reasonably designed to prOduce the maximum
return to Landlord and Tenant. Tenant shall conduct its
business in the demised premises during the regular customary
days and hours fOI such business in the Shopping Center ared
and will keep open for business from 10:00 A.M. until 9:00 P.M.
every day (inClUding, at Landlord's request, Sunday) and during
the same days, nights and hours as the majority of the chain
stores and department store or stores in the Shopping Center.
AR'f I CLE V
TERH
SECTION 501.
The term of this Lease shall commence on the date when
Landlord shall deliver possession of the demised premises to
Tenant, as prOvided in Article III hereof, and shall end
(unless sooner terminated as hereinafter prOVided) at Midnight
on the date of the expiration of the full Term from the first
day of the calendar month next succeeding the "Rental
Commencement Date", as defined in Article VI hereof, without
the necessity of any notice from either party to the other to
terminate the same, and Tenant hereby waives notice to vacste
the premises and agrees that Landlord shall be entitled to the
benefit of all provisions of law respecting summary recovery of
possession from a tenant holding over to the same extent as if
statutory notice had been given. Tenant's obligations with
respect to accrued minimum, pelcentage or additional rent shall
survive the expiration or earlier termination of this Lease.
If requested by Landlord, Tenant hereto agrees to execute
w thin thirty (301 days after the Rental Commencement Dat~ a
supp ement to this Lease, in the form attached hereto SQ ,
Supplement 1, confirming the Commencement Date, the Rental
~~::en~ement Date and expiration date and stating that this
e s in full force and effect. Entry upon the demised
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premises by Tenant pc. , to the Rental Commencem. .: Date shall
be subject to all of the terms, covenants and conditions of
this Lease except for minimum and peroentage rent, Tenant's
share of real estate taxes, common area oosts, insuranoe
oharges and Merohants' Assooiation dues.
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ARTICLE VI
RENT
SECTION 601.
Tenant shall pay to Landlord the minimum annu~l rent
in the sums set forth in Seotion 201D, payable in advanoe in
equal monthly installments on the first day of eaoh calendar
month during the term hereof, without prior demand therefor.
Suoh minimum rent shall commenoe to aoorue either (i) on the
date when Tenant shall open the demised premises for business,
or (ii) on the date which is forty-five (45) days after the
Landlord haa delivered possession of said premises to the
Tenant, whichever date is earlier, said date being herein
sometimes referred to as the "Rental Commencement Date." The
first full month's minimum rent and added charges (as d~fined
in Section 3102 below) shall be paid upon execution of this
Lease. The next rental payment date hereunder shall be the
first day of the first calendar month following the Rental
Commencement Date and shall include the pro-rated amount of
rent and added charges applicable to the period from the Rental
Commencement Date to such rental payment date.
SECTION 602.
For each lease year or portion thereof during the term
hereOf, Tenant shall pay, in addition to minimum rent,
percentage rent as set forth in Section 201E. Anything herein
to the contrary notwithstanding, there shall be no abatement,
apportionment or Suspension of the percentage rent payable
hereundeI.
SEC1'ION 603.
The first lease year shall begin on the Rental
Commencement Date and shall extend for one (I) full calendar
year. Thereafter each ll!ase year shall commence on the day
following the expiration of the preceding lease year and Shall
end at the expiration of twelve (12) c&lendar months
thereafter.
SECTION 604.
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Within ten (10) days after the end of each calendar
month during the term of this Lease, Tenant shall submit to
Landlord an accurate, unaudited, written statement signed by
Tenant on its behalf by a duly authorized officer or
representative, showing the full amount of Tenant's gross
receipts in the demised premises during the preceding calendar
month. With each, '1"" r. Ar 4r sta tement, Tenan t shall pay to
~:~pa~~~attnethPercentage rent, if any, accrued and payable with
o e preceding quarterly period.
SECTION 605.
Within fortY-five (45) days after the end of each
lease year, commenCing with the first lease year, Tenant shall
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submit to Landlord a complete statement certified by an
independent certified public accountant acceptable to Landlord
and also certified by Tenant or on its behalf by a duly
authorized officer or representative, showing accurately and in
such d~tail as reasonably required by Landlord the full amount
of Tenant's gross receipts in the demised premises during the
immed lately preced i"g lease year. A t the same time Tenant
shall pay to Landlord the full balance of percentage rent
payable for said lease year, if any. Any exces~ of percentage
rentals that Tenant may have paid for such lease year shall be
refunded promptly by Landlorcl to Tenant.
SECTION 606.
The term -gross receipts- as used herein is hereby
defined to mean gross receipts of Tenant and of all licensees,
concessionaires and tenants of Tenant, from all business
conducted upon or from the demised premises, whether such
receipts be obtained &t the demised premises or elsewhere, and
whether such business be conducted by Tenant or by any
licensees, concessionaires or tenants of Tenant, and whether
such receipts be evidenced by check, credit, charge account,
exchange or otherwise, and shall inclUde, but not be limited
to, the amounts received from the sale of goods, wares and
merchandise (including commissions on lottery sales, if any)
and for services rendered, together with the amount of all
orders taken, received or filled at the demised premises,
whether such orders be filled from the demised premises or
elsewhere. If anyone OI more departments ~r other divisions
of Tenant's business shall be sublet by Tenant or conducted by
any person, firm or corporation other than Tenant, there shall
be included in gross receipts for the purpose of fixing the
percentage rent payable hereunder all the gross receipts of
such departments or divisions, whether such receipts be
obtained at the demised premises or elsewhere, in the same
manner and with the same effect as If the business or sales of
such departments and divisions of Tenant's busllless had been
conducted by Tenant itself. Gross receipts shall not include
sales or merchandise for which cash has been refunded, or
allowances made on merchandise claimed to be defective or
un~atisfactory, provided they shall have be' ~ previOUSly
included in gross receipts; and there shall ~e deducted from
gross receipts the sales plice of merchandise Ieturned by
customers for exchange, provided that the sales price of the
merchandise delivered to the customer in exchange shall be
included in gross receipts. Gross receipts shall not include
the amount of any sales or use tax levied dilectly on sales and
collected from customers and paid by Tenant, provided that
specific recora is made at the time of each sale of the amount
of such sales or use tax and the amount thereof is separately
charged to the customer. No franchise or' capital stock tax and
no income or similar tax based upon i ncomeor prof its as such
and no gross receipts tax shall be deducted from gross receipts.
SECTION 607.
The business of Tenant and of any SUb-lessee, licensee
or concessionaire upon the demised premises shall be operated
so that a duplicate sales slip, invoice or cash regist~r
~eceipt'iseriallY numbered, shall be issued with each sale or
w~~~s~~t on, whether tOI cash, credit or exchange or Tenant
. e Such other system for accurately reporting gross
r:ce~rtslas shall be approved by Landlord. Tenant shall keep
:t ~h t mes dur Ing the term hereof, at the demised premises or
e general office of the tenant, fUll cO!'1plete and accurate
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books of account and Jords in accordance with , .:epted
accounting practices with respect to all operations of the
business to be conducted in or from the demised premises
including the recording of ~ross receipts and the receipt of
all merchandise into and the delivery of all merohandise from
the demised premisey during the term hereof, and shall retain
such books and reoords, as well as all contracts, vouchers,
ohecks, inventory records, and other document$ and papers in
any way relating to the operation of such business, for at
least two (2) years from the end of the lease year to which
they are applicable, or, if any audit is required or a
controversy should arise between the parties hereto regarding
the rent payable hereunder, until such audit or oontroversy is
terminated. Such books and records shall at all reasonable
times during the retention periOd above referred to be open to
the inspection of Landlord or its duly authorized
representatives, who shall have full and free access to the
same and the right to require of Tenant, its agents and
employees, such information or explanation with respect to the
same as may be necessary for a proper examination thereof.
SECTION 608.
If It is determined that the actual gross receipts for
any period covered by the statement required pursuant to
Section 605 of this Article VI shall exceed the amount thereof
shown in said statement by three percent (3\) or more, Tenant
shall pay all the expenses incurred by Landlord in determining
the actual gross receipts for said period.
SECTION 609.
Tenant shall, without prior notice or demand and
without any setoff or deduction whatsoever, pay all rentals and
other charges and render all statements herein prescribed at
the office of Agent, 1700 Mdrket Stleet, Philadelphia,
Pennsylvania or to such other person or corporation, and at
such other place, as shall be designated by Landlord in writing
at least ten (10) days prior to the next en!luing rental payment
date. If Landlord shall pay any monies, or incur any expenses
in correction of any violation of any covenant of Tenant herein
set forth, the am,",unts so p: 'd OI incurred shall, at Landlord's
option and on notice to Tenant, be considered additional
rentals payable by Tenant with the first installment of rental
thereafter to be~~e due and payable, and may be collected or
enforced as by law provided with respect to rentals. Tendnt
covenants /Ind agrees that all sums to be paid under this Lease,
if not paid within five (5) days after due, shall bear interest
on the unpaid portion thereof at the rate of fourteen (14\)
percent per annum from the date when due but not in excess of
the highest legal rates. In addition, if Tenant fails to pay
any Bum to be paid by Tenant hereunder, Landlord may impose a
late charge in the amount of ten (10') percent of the sum due.
SECTION 610.
Landlord acknowledges receipt from Tenant of the
Security Deposit as set forth in Section 20lF to be held as
collateral security for the p~yment of any re~tals and otner
~uT~h~flmoney payable by Tenant under this Lease, and for the
,a tUh perfolmance of all other covenants and agreements of
t~n~~ errunder/ the amount of said deposit, without interest,
repa d to Tenant after the termination of this Lease and
:~~m~~~:waldthereof, provided Tenant shall have made all such
an performed all such covenants and agleements. Upon
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any default by Tenant reunder, all or part of ~ .d deposit
may, at Landlord's sole option, be applied on account of such
default, and thereafter Tenant shall promptly restore the
resulting deficiency in said deposit. Tenant hereby waives the
benefit of any prov aion of law requiring such deposit to be
held in escrow or in trust, and said deposit shall be deemed to
be the property of Landlord. Landlord may deliver the funda
deposited hereunder by Tenant to any purchaser of Landlord's
interelt in the demised premises and thereupon, Landlord shall
be dischar.ged from any further liability with respect to such
depoeit.
ARTICLE VII
COMt40N USE AREAS AND FACILITIES,
COSTS. INSURANCE
SECTION 701.
All facilities furnished by Landloru in Shopping
Center and designated for the general use, in common, of
Oocupants of the Shopping Center, including Tenant hereunder,
their Officers, agents, employees and customers, inclUding, but
not limited to, parking areas, streets, sidewalks, canopies,
roadways, loading platforms, washrooms, shelters, ramps,
landscaped areas and other similar facilities, shall at all
times be SUbject to the exclusive control and management of
Landlord, and Landlord shall have the right from time to time
to change thp area, level, location and arrangement of such
parking areas and other facilities above referred tOI and to
make all rules and regulations pertaining to and necessBry for
the proper operation and maintenance of the common facilities.
Tenant hereunder and any other sub-tenants and licensees shall
oomply with all rules and regulations made by Landlord
pertaining to the operation and maintenance of said oommon
areas and facilities, including, but not limited to, such
reasonable requirements pertaining to sanitationl handling of
trash and debris; loading and unloading of trucks and other
vehiclesl and safety and security against fires, theft,
vandalism, personal injury and other hazards, The parking area
shall be limi.ed to parking for customers of Tenants of the
Shopping Cente~ and Tenant and its employees may not park in
any portion of the parking area, except that portion thereof
designated or which may hereafter be designated as "Employees
Parking Area," Landlord (subject to reimbursement as Set forth
below) will operate and maintain or cause to be operated and
maintained the Common Areas and facilities of the Shopping
Center.
SECTION 702.
For each year of the term hereof, Tenant shall pay to
Landlord, as additional rent, Tenant's proportionate share of
all costs of operation of the Shopping Center and maintenance
of the common areas and facilities of the Shopping Center
(inClUding the enolosed mall) of which the demised premises are
a part. As and for Tenant's proportionate share, Tenant Shall
p~y to Landlord the initial annual oommon area maintenance
c arge as set forth in Section 20lG (SUbject to adjustment as
:ettf~~th below), payable as additional rent in equal monthly
ns II menta at the same times as fixed minimum rent is a able
hereundeI, without demand and without any deduction or s~t~ff
:~atsoeve~. If Tenant's proportionate share of the a~t~al cost
operat on of the Shopping CenteI and maintenance of the
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common ae eas fIlc!lit ie. .:oe an,:, f !scal year of La. Lord exceeds
the common area maintenance charges actually paid by Tenant for
such period, within ninety (90) days after the end of
Landlord's fiscal year, Landlord will deliver to Tenant 8
Itatement showing in reasonable detail Tenant's proportionate
shire of such aQtual cost and, within twenty (20) dlYs after
delivery of such statement, Tenant will pay such excess shown
to be due by .aid statement, as ~dditional rent. Tenant's
proportionate shire of the actulI costs of operation of the
Shopping Cent~r and maintenance of the common Ireas and
feclllties shall be In the same proportion to the total costs
of such operations and maintenance as the totll gross rentable
arel of the demised premises bears to the total gross number of
rentable square f~et of ground floor leaseable area contained
within all mall stores (excluding Department Stores, the
supermarket and stores not attached to the mall, collectively
ref.rred to as .Separate stores"). The statement s~bmltted by
Landlord shall be sufficient evidence of the actual costs of
the aforesaid operation and maintenance. The aforesaid costs
of operation and maintenance shall include all expenditures
incurred by or on behalf of Landlord in operating the Shopping
Center and mainteining the common areas and facilities,
inClUding, without limitation, the cost of cleaning, heating,
ventilating and air-conditioning the enclosed mall, the cost of
all of Landlord's insurance relating to the Shopping Center and
the common areas and facilities (inCluding, but not limited to,
bodily injury, public liability, property damage liability,
automobile insurance, sign insurance, and any other insurance
carried by Landlord for the Shopping Center and the common
areas and facilities in limits reasonably selected by Landlord,
but excluding insurance described in Section 703 below)1
gardening and landscaping! assessments! repairs, repaving,
replacements, preventive maintenance, repainting, including
restriping of par~ing lot and accesswaysl rental of signs and
equipmentl lightingl sanitary controll removal of snow, trash,
rubbish, garbage and other refuse I depreciation over a period
not exceeding sixty (60) months of machinery, equipment and
other assets used in the operation and maintenance of the
Shopping Centerl repair and/or replacement of on-site water
lines, sanitary sewer lines, storm water lines and electrical
Unes and equipment serving the propertYI the cost of police,
security and trafCic control servlcesl the cost of all
personnel required to supervise, implement and accomplish all
of the foregoing/ and an administrative charge equal to fifteen
(IS', percent of said costs. Contributions towards such costs
by Separate Stores shall be deducted. ~t anytime or times
that Landlord determines that Tenant's share of actual costs
will exceed the monthly installments then due from Tenant
hereunder, Landlord may adjust the amount of the monthly
Installments thereafter due from Tenant on account of its
proportionate share of the costs of operation of the Shopping
Center and maintenance of the common aleas and facilities by
increasing such installments by an amount equal to one-twelfth
(1/12th) of the excess, if any, of Tenant's estimated share of
such costs over the annual common area maintenance charge then
due hereunder.
SECTION 703.
For each year of the term hereof, Tenant shall pay to
Landlord, aEl additional rent, Tenant's proportionate share of
BII premium costs for fire and broad form all Iisks extended
coverage insurance and rent insurance respecting all buildings
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and improvements upon. J Shopping Center. As an~ for Tenant's
proportionate share, Tenant shall pay to Landlord the initial
annual insurance charge as set forth in Section 20lJ (SUbject
to ~djustment as set forth below) payable as ftdditional r~nt in
equal monthly installment" at the 8ame times as fixed minimum
rent is payable hereunder, without demand and without any
deduotion or setoff whatsoever. If Tenant's proportionate
share of the actual cost o~ such insurance for any insurance
year of Landlord exoeeds said annual insuranoe oharge aotually
paid by Tenant for luoh periOd, within ninety (90) days after
the .nd of Landlord'. insurano. year, Landlord will deliver to
Ten.nt a .tatement Showing in reasonable det.il Tenant'.
proportionate share of suoh aotual insuranoe cost. and, within
twenty (20, daY8 after delivery of such statement, Tenant will
pay 8uoh exoess 8hown to be due by said atatement, as addtional
rent (.ubject to adjUstment as set forth below). Tenant's
proportionate share shall be tha same as set forth in Section
702 with respect to common area maintenance charges. The first
insuranoe year shall be the period covered by annual insurance
I;'remiums. The statement submitted by Landlord shall be
sufficient evidenoe of the actual insurance costs. At anytime
or times that Landlord determines that Tenant's share of actual
costs will exceed the monthly installments then due from Tenant
hereunder, Landlord may adjust the amount of the monthly
installments thereafter duo from Tenant on account of its
proportionate share of the costs of insurance by increasing
such installments by an amount equal to one-twelfth (1/12th) of
the excess, if any, of Tenant's estimated share of such costs
over the annual insurance charge thon due hereunder.
SECTION 704.
Sums due pursuant to Sectlon 702 and Section 703 shall
be appropriately adjusted for any partial years at the
beginning or end of the term hereof.
ARTICI.E VIII
MERCHAN'r'S ASSOCIA'rION
SECTION 801.
Tenant shall join and maintain membership in an
Association authorized and recognized by Landlord and
established by the Tenants in the Shopping Center. Tenant
shall pay to the Association each lease year such reasonable
assessments as may be fixed from time to time by the
Association for creating and maintaining a fund to be used by
the Association for general promotional, advertising and
welfare purposes, inClUding any assessments or dues for
advertising, publicity and general public relations, provided
the cost to Tenant for the first year shall be as set forth in
Section 2018. Tenant will comply with such bylaws, rules and
regulations as may be adopted from time to time by said
Association and take such action as shall from time to time be
necessary to remain in good standing in the Association.
Tenant agrees to use the name of the Shopping Center
prominently in all of its advertising and promotional
literature regarding the demised premises.
SECTION 802.
Tenant agrees that the bylaws of the Association shall
prol/ide: (l) each member which is present at II meeting and not
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delinquent in any of i~" payments to the ASBociat.~n shall have
one vote for each square foot of floor area in its demised
premisee, (11) uch delinquent member shall be liable to Lhe
ASlochtLon for it. costs (including attorr.:::"s fees) incurr.ed
in COllecting 8uch member's delinquent debts to the
"..ociation, (lii) Landlord shall have a number of votes equal
to the lesser of twenty-five percent (25') of the total of all
votes In the A880ciation including the votes of Landlord or the
percentage which Landlord'. contribution to the Alsooiation for
the 8ssociltion year bears to the total amount of all dues
plYlble to the Assooiation for suoh associution year (iv) the
Landlord, a. agent for the Association, may, at its option,
collect all aSlelsments due including delinquent alseslments or
designllte anothltr party to collect such assesslnents, (v)
Landlord may, at its option, eleot to provide the Association
with the services of a promotion director and all staff deemed
necessary by Landlord to effectively carry out the promotion
Ind pUblic relations Objectives of the Association and/or such
reasonable space within the Shopping Center as may be necessary
t~ carry out the functions of the promotion director and his or.
her staff and the Association shall reimburse Landlord for
such, and (vi) Landlord may provide that the occupant of any
department store and/or supermarket shall have a seat on the
Board of Directors. Furthermore, no bylaw, rule or regulation
of the Association shall conflict with the provisions of this
Lease, and more particularly with any rules and regulations
adopted by Landlord or in any respect diminish the rights of
Landlord hereunder.
SECTION 803.
In addition, Tenant shall pay to tne Merchants'
Association, as Bdd1tional rent, the sum of twenty-five ($.25)
cents per rentable square foot of total area leased by Tenant
upon receipt of notice from Landlord that the demised premises
are ready for occupancy as Tenant's shale of the cost of the
"Grand OpenIng" of the Shopping Center, said payment to be due
even if Tenant Is not open for business fOI the "Grand op~nin9"
so long as Tenant is required to open for business hereunder
within one (1) year after the said "Grand Opening."
AR1'ICLE IX
PUBLIC UTILITIES
SECTION 901.
In addition to all rentals herein specified, Tenant
shall be responsible for and shall pay for all utilities, used
or consumed in or upon the demised premises, and all water
charges, as and when the charges therefor shall become due and
payable, commencing on the date Landlord notifies Tenant that
the demised premises are ready for occupancy. Unless supplied
by Landlord, Tenant shall promptly make all appropriate
applications to the local utility companies and pay all
required depOSits, connection fees and charges for meters and
service for all utilities.
SECTION 902.
In the event any utility or utility services are
~ur~ished to Tenant for which a lien could be filed against the
em sed premises or any portion thereof (such as wat~r rent or
sewage disposal), the Tenant shall at Landlord's Iequest, pay
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the cost thereof to Lal. .ord as and when the char':l_.J therefor
become due and payable, otherwise, Tenant shall deliveI
original receipted bills therefor to Landlord within thirty
(30) days after the same arc ~ue and payable without interest
or penalty.
SECTION 903.
(i) In the event Landlord shall elect or be required
to furnish any utility aervices to Tenant (other than
electricity and Conditioned Air as described below), Tenant
hereby egrees to purchas. and pay for the same from Landlord,
provided Landlord shall charge therefor not more than the same
consumer rate as is charged by the pUblic service corporation
or munioipal authority, as the case may be, supplying similar
uS'ge and services to a retail cuetomer in the general area in
which the demised premises are situated.
(ii) Tenant agrees to purchase from Landlord and pay
for Conditioned Air to be used by Tenant for heating and air
conditioning the demised premises, as additional rent, upon
presentation of bills therefor, at the rates set forth in and
subject to adjustments in accordance with Landlord's
Conditioned Air Charge Rate Adjustment Schedule attached hereto
as Exhibit "0."
(iii) Landlord will initially purchase water from the
Riverton Water Company via at least four (4) metered services
at four (4) meter room locations. Each domestic water meteI
will service a grouping of w'll stores. A 3/4" capped valve
outlet will be provided for each Tenant. If Tenant requiles
greater than a 3/4" water service, Landlord will furnish and
install the required water piping and modification, at Tenant's
expense. At Landlord's option, Tenant will install a water
meter with remote reader. Landlord will only require metering
of large water use tenants such as beauty parlors, restaurants,
etc. Normally, small retail stores with only toilet rooms will
hot be required to be metered.
Landlord will divide its total water cost by gallons
supplied to obtain the average water cost per gallon. Landlord
will charge metered Tenants .or water usage based on the
average cost per gallon multiplied by metered gallons
consumed. Landlord will then deduct from the total water cost,
the amount billed to metered Tenants ana the balance of the
water costs shall be apportioned on a gross leasable area basis
among the unmetered Tenants.
(iv) There is currently no sew~r rent aside from real
estate taxes. In the event the local authority, municipality,
utility or other body collects for the sewerage or sanitary
service, Tenant covenants and agrees to p~y the sewer rent
charge (both minimum and otherwise) and any other tax, rent,
levy, connection fee or meter or other charge which now or
hereafter is assessed, imposed or may become a lien upon the
premises, or the realty of which they are a part, pursuant to
law, order or regulation made or issued in connection with the
use or maintenance of any sewerage connection or system.
(v) Landlord may, after thirty (30) days' notice to
Tenant, cease to furnish anyone or more of the utility
:=~:~~e~ to the premises, without any responsibility to Tenant,
with ~hconnect Tenant's distribution facilities therefor
ano er source for the utility selvice so discontinued.
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(vi) It is 1 ended that the cost of e1 .tricity be
included in the minimum annual rent. Since the characteristics
ot Tenant's electrical equipment and fixtures are not known at
the time of the execution of this lease, Landlord and Tenant
are not able to agree upon the sum to be included in the
minimum rent tor electricity (Baid sum being hereinafter called
the "Electricity Componont"). For that reason, the minimum
annual rent set forth in this lease does not include the
Electricity Component. At such time as the Electricity
Component shall be determined in accordance with Exhibit "E" of
this lease, ~he minimum annual rent shall be adjusted to
include the Electricity Component.
SECTION 904.
Landlord shall not be liable to Tenant for any damages
should the furnishing of any utilities by Landlord be
interrupted, curtailed or required to be terminated because of
neceBsary repairs or improvements or any cause beyond the
reasonable control of Landlord. Any interruption, curtailment
or cessation of utilities or service shall not relieve Tenant
from the performance of any of Tenant's covenants, conditions
and agreements under this Lease.
ARTICLE X
TAXES
SECTION 1001
Tenant shall pay to Landlord each fiscal year or years
of the taxing authorities during the term hereof (appropriately
apportioned for any partial year at the beginning or end of the
term hereof) on demand, as additional rent, "Tenant's share of
real estate taxes., as hereinafter desClibed, based upon the
fiscal years of the taxing authorities.
SECTION 1002.
Tenant's share of real estate taxes for any such
fiscal year !~all be an amount equal to the product obtained by
multiplying th~ number of gross rentable square feet of ground
floor area leased by Tenant by the "current tax per square
foot" in such fiscal year. The current tax per square foot
shall be computed by dividing the amount of the total real
estate taxes and assessmento levied on the Shopping Center by
the total gross number of square feet of rentable ground floor
area in the Shopping Center or portion thereof reflected in
such assessment.
SECTION 1003.
Tenant shall be responsible for and shall pay before
delinquency all taxes assessed against any leasehold interest
or personal property of any kind owned or placed in, upon or
about lhe demised premises by the Tenant.
SECTION 1004.
If at any time during the term of this Lease the
~:::o~s ~flfaxation prevailing at the commencement of th~ term
o s a be altered so that in lieu of or as SUpplement to
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or a substitute for tlh ,hole or any part of the. Jl estate
taxes or assessments now levied, assessed or imposed on the
Shopping Center, there shall be levied, assessed, or imposed
(i) a tax, assessment, levy, impusition or charge, Wholly or
partially as a capital levy or otherwise, on the rents received
therefrom, or (ii) a tax, assessment, levy (inclUding, but not
limited to, any municipal, state or federal levy), imposition
or charge measured by or based in whole or in par t upon the
Shopping Center and imposed upon the Landlord, or (iii) a
license fee measured by the rent payable under this Lease, then
all luch taxes, assessments, levies, impositions and oharges,
or the part thereof so measured or based, sh~ll be deemed to be
included in the general real estate taxes and assessments
payable by the Tenant pursuant to Seotion 1001 above to the
extent that suoh taxes, assessments, levies, impositions and
chrlCges would be payable if the Shopping Center were the only
proPerty of the Landlord subject thereto, and the Tenant shall
pay and disoharge the same as herein provided in respect to the
payment of general real estate taxes and assessments. Real
estate taxes shall include all taxes attributable to
improvements now or hereafter made to the Center or any part
thereof or the present or future installation of fixtures,
machinery or equipment thereon or therein, all renl estate
ta,lles, assessments, water and sewer rents (not based on
oonsumption) and other impositions and charges of eveIY kind
and nature whatsoever, nonrecurring as well as recurring,
special or extraordinary, ordinary, foreseen and unforseen and
all installments thereof levied, assessed or imposed or due and
payable are liens upon or arising in connection with the use,
occupancy or possession of, or any interest in, the Center or
any part theleof, or any land, building or other improvements
therein.
SECTION rODS.
As and for Tenant's proportionate share of leal estate
taxes, Tenant shall pay to Landlord the initial annual real
estate tax chalge as set forth in Section 2011, payable as
additional rent in equal monthly installments at the same times
as fixed minimum rent is payable hereunder, without demand and
without any deduction or setoff whatsoever. If Tenant's
proportionate shar~ of the actual real estate taxes and
assessments for any fiscal year exceeds said real estate tax
charge actually paid by Tenant for such period, Landlord will
deliver to Tenant a statement showing in reasonable detail
Tenant's proportionate share of such actual real estate taxes
and assessments and, within twenty (20) days after delivery of
such statement, Tenant will pay such excess shown to be due by
said statement as additional rent. The official tax bill and
the statement submitted by Landlord shall be sufficient
evidence of the actual real estate taxes and assessments. If
at any time or.times Landlord receives notice of an increase in
the assessment or tax rate, Landlord may adjust the amount of
the monthly installments thereafter due from Tenant an account
of its proportionate share of real estate taxes and assessments
by increasing such installments by an amount equal to
one-twelfth (1/12th) of the excess, if any, of Tenant's
estimated share of such leal estate taxes and assessments over
the real estate tax charge then due from Tenant hereunder.
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AR'rICLE Xl
REPAIRS
flECTION 1101.
Landlord will keep the r~of and t.he exterior wails of
the demised premises, in proper repair, exoepting any work done
by Tenant, any gla.s, door., door clolers or frames, and
exoepting any work done by Tenant and work required by realon
of Tenant's negligence or misuse of the demised pr~miseB, ,
provided that in eaoh oase Tenant shall have given Landlord
prior written notiue of the neoessity of such repairs. Th~
repair or replacement of work done by Tenant, glasD, doors,
door clolerl and frames and damage caused by Tenant's
negligence or misuse of the demised premises shall be the
responsibility of and Bhal1 be done by the Tenant. Tenant will
also make all neoessary repairs and rep1aoements in order to
keep the interior of the demised premises, together with all
eleotrioal, plumbing, heating, air-oonditioning and other
meohanioal installations therein, all doors, door closers and
frames, all plate glass and door and window glass frames and
all fixtures, equipment and stook, olean and in good order and
proper repair (including periodic paintingl at its own expense,
using materials and labor of kind and quality equal to the
original work, and will surrender the demised premises at the
expiration or earlier termination of this Lease in as good
oondition as when received, excepting only deterioration caused
by ordinary wear and tear and damage by accidental fire or
other casualty of the kind insured against in standard polt~ies
of fire insurance with extended coverage not caused by Tenant,
its agents, employees and invitees. Except as hereinabove
provided, Landlord shall have no obligation to repair, replace,
maintain, alter or modify the demised premises or any part
thereof, or any plumbing, heating, electrical, air-conditioning
or other mechanical installation or equipment thelein and the
same shall be the responsibility of the Tenant. Under no
circumstances shall Landlord be obligated to repair, replace or
maintain any plate glass or door or window glass, frames or
door covers and Tenant shall at all times carry in a reputable
compan}', full OOlle'rage insurance on all plate glass in t.he
demised premises and shall cause prompt replacement if ch i\J,'ed,
cracked or broken, said policy or a certificate thereof shall
be deposited with Landlord and shall provide that it shall not
be cancelled or modified for any reason without at least twenty
(201 days prior notice thereof to Landlord. Anything herein to
the contrary notwithstanding, any work or alteration made by
tenant to the roof, exterior walls or affecting the structural
integrity of the building of which the demised premises are a
part (even if with Landlord's consent) shall release and
discharge the Landlord of and from any duty Landlord may have
to keep and maintain the ssme in good order and repair, and
Tenant agrees to be solely responsible for and thereafter to
repair and to ~aintain the roof, exterior walls and the
structural integrity of the building to or on whioh Tenant has
caused any work to be done or alteration made. No holes are to
be out through the roof without ~andlord's prior written
oonsent. In the event any holes are Iequired to be cut in the
roof, Tenant will engage Landlord's roofing contractor or any
roofer approved by Landlord's bonding company, to flash and
patch such holes so as to maintain the validity of Landlord's
roof bond and responsibility thereunder.
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ARTICLE XlI
TENANT'S RIGHT TO MAKE ALTERATIONS
SECTION 1201.
Tenant shall not make any alterations, improvp.ments or
additions to the demised premises during the term of this Lease
or any extension or renewal thereof without first obtaining the
written consent of Landlord. Tenant shall not cut or drill
into, or secure any Hxture, apparatus or (Iquipment of any kind
to any part of the demised premises without first obtaining the
written consent of Landlord. All alterations, improvements and
additions made by Tenant as aforesaid shall remain upon the
premises It the expiration or earlier termination of this Lease
and shall become the property of Landlord, unless Landlord
ahall, prior to the expiration or termination of this Lease,
have given written notice to Tenant to remove the same, in
which event Tenant tihall remove such alterations, improvements
and additions and restore the premises to the same good order
and condition in which it was at the commencement of this
Lease. Should Tenant fail so to do, Landlord may do so,
collecting, at Landlord's option, the cost and expense thereof
from the Tenant as additional rent.,
SECTION 1202.
Tenant shall at all times maintain fire insurance with
broad form all risks extended coverage endorsement insuring the
interest of Landlord, Agent and of Tenant: !' companies
acceptable to Landlord at all times and in an amount acceptable
to Landlord at all times as adequate to cover the full costs of
replacement of all such alterations, additions, improvements or
changes in the event of fire or extended covelage 109s, Tenant
shall deliver to the Landlord certificates of such fire
insurance coverage, and such policy shall contain a clause
requiring the insurer to give the Landlord twenty (20) days'
prior notice of cancellation. Tenant shall deliver to Landlord
new or renewal insurance certificates twenty (20) days prior to
termination or cancellation of the prior pelicy.
ARTICLE XIII
AFFIRMATIVE COVENANTS OF TENANT
SECTION 1301.
Tenant shall I
(i) Comply with any and all current or future
requirements of any of the co~stituted public authorities, and
with the terms of any State or Federal statute or local
ordinance or regulation applicable to Tenant or its use or
occupancy of the demised premises, and save Landlord harmlesB
from penalties, fines, costs, expenses or damages reSUlting
from failure to do SOl
(ii) Give to Landlord prompt wlitten notice of any
accident, fire or damage occuring on or to the demised premIsesl
(ii i) Load and unload goods at such times in the
areas and through such entrance as may be designated for such
purposes by Landlord. Such trailers or trucks shall not be
permitted to remain palked, overnight, in any area of Shopping
Center, whether loaded or unloaded I
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(iv) See that there are no undue accumulations of
garbage and refuse, keep the same in proper containers on the
interior of the demised prAmises, until called for cOlleotion,
remove the same at Tenant's expense, all in acoordanoe with
municipal regulations,
(v) Operate heating and cooling equipment to maintain
store temperature between 6Ser and 74er in the winter months
and between 72eF and 7Ser in the summer months, sUbjeot to
oontrary governmental reguLations,
(vi) Keep the outside areas immadiately adjoining the
demised premises clean and free from snow and ice and not to
place or permit any rubbish, obstructions or merohandise in
such areas,
(vii) Keep the demised premises (inclUding all
exterior eurfaces and both sideR of all glass) clean, orderly,
unitary and free from Objectionable odors and from insects,
vermin and other pests,
(viii) Require Tenant's employees to park their cars
only in those portions of the parking area designated for the
purpose by Landlord,
(ix) Keep its display windows, including window or
shadow boxes, in the demised premises, dressed and illuminated
and its signs and external lights well lighted every day from
sundown until 10:00 P.M., 'p.place promptly at Tenant's expense
with glass of kind and qua11ty equal to the oIiginal any plate
glass or window or door glass in the demised premises which may
become oracked or brOken,
(x) Conduct its business in the premises in all
respects in a dignified manner and in accordance with high
standalds of store operation,
(xi) Comply with all reasonable rules and regulations
of Landlord in effect at the time of the execution of this
Lease or at any time or times, and from time to time,
promulgated by Landlord, w' tch Landlord in its sole discretion
shall deem neceasary in' conllection with the demised premises,
the building of which demised premises are a part, or the
Shopping Center, including the installation of such HIe
extinguishers, water buckets and other safety equipment as
Landlord may reasonably require, and
(xii) In the event any labor, materials or equipment
are furnished to Tenant on the demised premises with respect to
which any mechanic's or materi~lman's lien might be filed
against the derniBed premises, or against Landlord's interest
therein, take appropriate action prior to the furnishing
thereof to assure that no such lien will be filea, and pay,
when due, all sums of money that may become due for any such
labor, materials or equipment and to cause any such lien to be
fully discharged and released promptly upon receiVing notice
thereOf, /Jnd shall indemnify and sllve Landlord harmless from
:ny cost, 108S or expense, including reasonable attorney's
ees, resulting from the filing of such lien or incur led b
Landlord in discharging the same should Tenant fail to do ~o
~romptly. Nothing in this Lease is intended to authorize
enant to do so or cause any work or labor to be done or an
~at~rials to be supplied for the account or benefit of Y
b:~e~~~d, ~ll of the same to be solely for Tenant's account and
an at Tenant's Sole risk and expen~e.
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ARTICLE XIV
NEGATIVE COVENANTS OF TENANT
SECTION 1401.
Tenant shall not do any of the following without the
prior cons.nt 1n writing of Landlords
(i) Use or operate any machinery that, in Landlord's
opinion, is harmful to the building or disturbing to other
tenant. in the building of which the demised premises is a
part, nor shall Tenant use any loud speakers, televisions,
phonographs, radios or other devices in a manner so as to be
heard or seen outside of the demised premises, nor display
merchandise on the exterior of the demised premises either for
..le or for promptional purposes,
(ii) Do or suffer to be done, any act, matter or
thing objectionable to the fire insurance companies whereby the
fire insurance or any other insurance now in force or hereafter
to be placed on the demised premises or any part thereof, or on
the building of which the demised premises may be a part, shall
become void or suspended, or whereby the same shall be rated as
a more hazardous risk than at the date when Tenant receives
possesBion hereunder. In eaBe of a breach of this covenant, in
addition to all other remedieB of Landlord hereunder, Tenant
agrees to 1-- '/ to Landlord as addi tional rent any and all
increase or lncreases of premiums on insurance carried by
Landlord on the demised premises, the Shopping CenteI or any
part thereof, oaused in any way by the oocupanoy ot Tenant,
(iii) Attach any awning, antenna OI other projeotion
to the roof OI the outside walls of the demised premises or the
building of whioh the demised plemises are a part:
(iv) Conduct any auction, fire, bankruptcy, or
Belling-out Bale on or about the demised premises,
(~. Be upen for business on any Sunday unless the
Mall is opened and operated by Landlord,
(vi) If Tenant is a corporation, meIge with anothar
entity or liquidate or dissolve, nor shall control of said
corporation change or be affected by the transfer of stock
except by reason of death of a Shareholder,
(vii) Exeoute or deliver any security interest in any
trade fixtures or other property placed upon the demised
premises at any time, ahd
(viii) SOlicit business or distribute any handbills
or other advertising matter in the common areas of the Shopping
Center,
Name.
(ix) Operate under any name other than Tenant's Trade
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ARTICLE XV
SIGNS
SECTION 1501.
Tenant shall not place, alter, exhibit, in~cribe,
paint or affix any sign, awning, canopy, ftdvertisement, notice
or other lettering on any part of the outside of the demised
premise. or of the building of whioh the demised premises is a
part, or inside the demised premises if vi.ible f~om the
outeide, nor paint any brick or stonework, cornice work, mill
work or iron work, without firet obtaining Landlord's written
afProval thereof, and Tenant further agrees to maintain uuch
s gn/ awning, canopy/ lettering, etc., as may be approved in
good COndi,t1oll and repair at all times/ and repair all damage
to the demised premisee that i. caused by the installation,
maintenance or removal of such signs, lettering, etc. Tenant
shall comply with the sign specifications attached hereto as
Exhibit "C" and made a part hereof.
ARTICLE XVI
RIGHTS OF LANDLORD
SECTION 1601.
Landlord reserves the following rights with respect to
the demised premisesl
(i) At all reasonable times, by itself or its cluly
autholized agents, employees and contractors to go upon and
inspect the demised premises and every part thereof, to enforce
or carry out the provisions of this Lease, at its option to
make repairs, alterations and additions to the demised premises
or the bUilding of Which the demised premises are a part, to
perform any defaulted obligation Tenant or for any other
purposes,
(ii) To display a "For Sale" sign at any time, and
also after notice from either party of intention to terminate
this Lease, or at any time within five (5) months prior to the
expiration of this Lease, a "For Rent" sign, or both "For Rent"
and "For Bale" signs, and all of said Signs shall be placed
upon such part of the demised premises as Landlord shall
require, except on display windows or doors leading into the
demised premises. Prospective purchasers or tenants authroized
by Landlord may inspect the premises at reasonable hours at any
time,
(iii) To install or place upon, or affix to, the roof
and exterior walls of the demised premises equipment, signs,
displays, antenna, and any other object or structure of any
kind, provided the same shall not materially impair the
structural integrity of the bUilding or interfere with Tenant's
oocupancy,
(iv) At any time and from time to time to make
alterations, or &dditions, to, and to build additional stories
on, the bUilding in which the premises are contained, and to
build adjoining the same, Landlord also reserves the right to
construct other or add to other bUildings or improvements in
the Shopping Center, and to permit others to do so to do so
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(v) To discontinue any and all facilities furnished
Bnd services rendered by Landlord not expressly convenanted for
herein, it being understood that they constitute no part o( the
oonsideration for this Lease,
(vi) At any time and from time to time to Use all or
any part of the roof and exterior walls of the demised premises
for any purposes, to erect ecaffolds, protective barriers and
other aids to construction on, around and about the exte~ior of
the demiped premises, provided that access to the demised
premises shall not be completely denied, to enter the demised
premises to shore the foundations and/or walls thereof and/or
to install, maintain, Use, repair, inspect and replace pipes,
ducts, condu its and wi res leae/ing through the demised pt'emises
and serving other parts of the Shopping Center in locations
whioh do not materially interfere with Tenant's USe thereof.
Tenant further agrees that Landlord may make any Use it desires
of the side or rear walls of the demised premises, provided
that there shall be no encroachment upon the interior of the
demised premises,
(vii) If an excavation shall be made or authorized to
be made upon land adjacent to the premises, Tenant shall afford
to the person causing or authroized 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
Or the bUilding of which the premises form 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,
(viii) Landlord shall not be liable in any such case
for any inconvenience, disturbance, loss of business or any
other annoyance arising from the exercise of any or all of the
rights of Landlord in this Section 1601;
(ix) The purpose of the plan hereto annexed ai'J
Exhibit "A" is solely to show the approximate location of the
demised premises. Landlord hereby reserves the right at any
time and from time to time to make changes or revisions in ~uch
plan, inClUding, bet not limited to, additions to, subtract;ons
from, and/or relocations or rearrangements of, the bUildings,
parking areas, and other Common Areas shown on such plan,
provided only that the size of the demised premises, and
reasonable access thereto shall not be substantially impaired;
(x) Landlord reserves the right to sever ~he
ownership of or title to the various sections of the Shopping
Center and/or to place separate mortgages on said sections of
the Shopping Center and/or to place separate mortgages on said
sections, in which case the right of Tenant and other tenants
in the Shopping Center will be preserved by a written
declaration or agreement, to be executed by Landlord and duly
recorded, creating mutual, reciprocal and interdependent rights
to Use the parking and other common areas and the utilities and
facilities needed for the full Use and enjoyment of the demised
premises by Tenant and other tenants or occupants in the
shopping Center without impairing any of the duties and
obligations of Landlord to Tenant under this Lease. Tenant
Shalli execute from time to time SUch instruments reaSonably
requireid by Landlord and its mortgagee to effectuate the
prov Sons of the Section 160llx); and
(xi) If during the laflt month of the term of this
Lease or any renewal or extension thereof" Te/}ant shall have
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removod all or substa.,.lally all of Tenant's prO~drty from the
demised premises, Landlord may, prior to the expiration or
termination of the term of this Lease, without releasing Tenant
from any of Tenant's obligations pursuant ~n this Lease, ,
including, without limitation, Tellant's obligations to repair
and restore the demised premises and to pay the full rent and
other sums due hereunder, immediately enter upon the demis~d
premises and alter, renovate and decorate the same.
ARTICI.E XVII
DAMAGE TO PREMISES
SECTION 1701.
If the demises premises shall be damaged by fire or
other insured casualty, not due to Tenant's negligence, but are
not thereby rendered untenantable in whole or in part, Landlord
shall promptly at Its own expense cause such damage to be
repaired, and the minimum annual rent shall not be abated. If
by reason o~ any such occurrence, the demised premises shall be
cendered un*enantable only in part, Landlord shall promptly at
its own exp,nse cause the damage to be repaired, and the
minimum ren~ meanwhil. shall be abated proportionately as to
the portion of the demised premises rendered untenantaole. If
the demised promises ahall be rendered wholly untenantable by
reason of such occurrence, the Landlord shall promptly at its
own expense cause suc~ damage to be repaired, and the minimum
rent meanwh.le shall be abated in Whole, ~-ovided, however,
that Landlord shall have the right, to be exercised by notice
in writing delivered to Tenant within sixty (60) days from and
ofter said &ccurrence, to elect not to reconstruct the
destroyed premises, and in such event this Lease and the
tenancy her,by create~ shall cease as of the date of said
occurrence, the rent ~o be adjusted as of such date.
Landlord's obligation~ hereunder shall be limited to the,
building Shell and work originally done by Landlord at
Landlord's cost.
ARTICLE XVIII
INOEMNIf'ICA'rION AND PUBLIC LIABlLIT~ INSURANCE
SECTION 1801.
Tenant will indemnify Landlord and save it harmless
from and against any and all claims, actions, damages,
liability and expense in conneotion with loss of life, personal
injury and/or damage to property oocurring in or about, or
arising from or out of, the demised premises and adjaoent
sidewalks and loading platforms or areas or ocoasioned wholly
or in part by any act or omission of Tenantl its agents,
oontraotors, oustomers or employees. Tenant shall keep in
foroe at its own expense publio liability insuranoe in
oompanies at all times aooeptable to Landlord sufficient to
cover suoh indemnification and naming as insureds Landlord
Agent and Tenant, (and, upon request, any other party named by
Landlord) and containing an eXPress waiver of any right of
~ubiogation against Landlord and other named insureds
T~s gna~ed by Landlord, with minimum limits of Five Hundred
oro~sa~h D~llars ($500,000) on aocount of personal injuries to
aoco~~t ~ one person, and One Million Dollars l$l,OOO,OOO} on
o personal injuries to or death of more than one
(Xii)Notwithstanding n thi t
relocate Tenant's d ~ Y ng 0 the contrary herei~. Landlord reserves the right to
mall and su em sed premises to an alternative location within the enclosed
adversely a~~e~~l~~~~~~~s s~~gi~e at Landlord's expense and shall not materially or
or egress to the d y to conduct business or affect visibility or ingress
and 'renant. ShOUl~m;~~~ ~~r~~=~~~ suc~ ~elocatlon shall be approved by both Landlord
right to terminate the lease wi thi n n~ t e ~~p~'oved by Tenant I Tenant shall have the
In writing of the new location. n n ne y 0 days after ~dlord notifies Tenant
e ,.,
person as the resul t \. lny one accident or d i sa~ :, and Five
Hundred Thousand Dollars ($500,000) on account of damage to
property, and Tenant will further deposit the policy or
policies of such insurance, or certificates thereof, with
Landlord with evidence of payment of premium at all times
commencing with the date Tenant first enters upon the deml,sea
premises for any purpose. Each policy shall provide against
cancellation without twenty (20) days' prior written notice to
the named insureds. Landlord may require increased insurance
limits if appropriate for similar operations in the area of the
Shopping Center at any tim!.
ARTICLE XIX
WAIVER OF CLAIMS
SECTION 1901-
Landlord and Landlord's agents, employees and
contractors shall not be liable for, and Tenant, hereby releases
all claims for, damage to person or property sustained by
Tenant or any person claiming through Tenant resulting from any
theft, fire, accident, occurrence or condition in or upon the
demised premises or building of which they shall be a part,
inClUding, but not limited to such claims for damage resulting
from (i) any defect in or failure of plumbing, heating or
air-conditioning equipment, electric wiring or installation
thereof, water pipes, stairs, railings or walks; (ii) any
equipment or appurtellances becoming out of repair; (iii) the
bursting, leaking or runnln~ of ~ny t~nk, washstand, water
closet, waste pipe, drain or any other pipe or tank in, upon or
about such building or premises; (iv) the backing up of any
sewer pipe or downspout; (v) the escape of steam or hot water;
(vi) water, BilOW, or ice being upon or coming through the roof
or any other place upon or neaI such building or premises or
otherwise; (vii) the falling of any fixture, plaster or stuccOI
(vili) broken glaSBl and (lx) any act or omission of co-tenants
or other occupants of said building or of adjoining or
contiguous property or buildings.
SECTION 1902.
In the event the demised premises or its cont~nts are
damaged or destroyed by fire or other insured casualty, the
rights, if any, of either party hereto against the other with
respect to Buch damage or destruction are waived; and all
polici~s of fire and/or extended coverage or other insurance
covering the demised premises or its contents shall contain a
clause or endorsement prOViding in substance that the insuranoe
shall not be prejUdiced if the insureds have waived the right
of recovery from any person or persons prior to the date and
time of loss or damage, if any.
ARTICLE XX
TRADE FIXTURES
SECTION 2001.
All trade fixtures installed by Tenant in the leased
i~emisa9 shall be new or completely reconditioned and remain
ore~pr~~erty of Tenant and shall be removable at the expiration
.ar er termination of this Lease or any Ienewal or ,
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extension thereof, pro\.ded Tenant shall not at sy~h time be in
default under any covenant or agreement contained in this
Lease, and provided further, that in the event of such removal
Tenant shall promptly restore the premises to their original
order and condition. Any such trade fixtures not removed at: or
prior to .~ch termination shall be and become the property of
Landlord. All improvements and fixtures installed by Tenant
other than trade fixtures, inoluding but not limited to,
heating equipment, lightinq fixtures, air-conditioning
equipment, store front, ceiling, wall treatment, floor
oovering, ~lumbing and electrical systems and fixtures, whether
or not installed by Tenant, shall not be removable at or before
the expiration or earlier termination of this Lease or at the
expiration of any renewal or extension thereof, and shall
beoome the propelty of Landlord without any compensation
therefor to Tenant.
ARTICLE XXI
ASSIGNING, MORTGAGING, SUBLETTING
SECTION 2101.
Tenant shall not assign, mortgage, pledge or encumber
this Lease, in whole or in part, or sublet the whole or any
part of the demised premises, or permit the use of the whole or
any part of the demised premises by any licensee or
concessionaile, without first obt3ining the written consent of
Landlord. ~his prohibition shall be construed to include a
prohibition against any assignment or SUbletting by operation
of law. In the event of any such assignment, subletting,
licensing or granting or a concession, made with the wlitten
consent of the Landlord as aforesaid, Tenant will nevertheless
remain liable for the performance of all the terms, conditions,
and covenants of this Lease. Any permitted assignment or
subletting shall be by agreement in form and content acceptable
to Landlord. If Tenant is a corporation, and if control
thereof or of its parent changes at any time during the term
hereof, Landlord, at its option, may, by giving sixty (60) days
prior written notice to Tenant, declare such change a breach of
this Lease. Landlord hereby consents to the assignment of this
Lease or the subletting of the demised premises to a wholly
owned subsidiary of Tenant, subject to the provisions above
respecting continued liability of Tenant and the form and
substance of t,he agreement. If any assignment or subletting
involves a change of use, Landlord may condition its approval,
inter !!!!, upon a revision of the percentage rent rAte as may
be appropriate for such different use.
ARTICLE XXII
SUBORDINATION
SECTION 2201.
This Lp.ase, upon request by Landlord, shall be
automatioally subject and subordinate to any and all
nO~io~c~pancy leases, mortgages or deeds of trust (collectively
ga te Mortgages") now or hereinafter placed upon the Shopping
en er, or any part thereof, and to all future modifications
~~~S:~id:tiOnts, replacements, extensions and renewals of, an~
en men s and supplements to said Mortgages.
Notwithstanding such SUbordination, as aforesaid, this Lease,
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except as otherwise heL.inafter provided, shall nv~ terminate
or be divested by foreclosure or other default proceedings
under said Mortgages or obligations secured thereby, and Tenant
shall attorn to and recognize the Lessor, Mortgagee, Trustee or
the purchaser at the foreclosure sale .n the event of such
foreclosure or other default proceeding, as Tenant's Landlord
for the balance of the term of this Lease, subject to all of
the terms and provisions hereof. Such Lessor, Mortgagee or the
purchaser at said foreclosure ..le shall not bel
(Ui)
Liable for any act or omission of Landlord,
Subject to any offsets or defenses which Tenant
might have againr.t Landlord,
80und by any rent or additional rent which Tenant
may have paid to Landlord for more than the
current month, and
(iv) Bound by any amendment or modification of this
Lease made without its consent.
(i)
(U)
SECTION 2202.
Notwithstanding the attornment agreements hereinabove
set forth, the beneficiary of any such attornment agreements
may elect to declare said attornment provisions to be null and
void and of no force and effect.
SECTION 2203.
Tenant agrees to execute, acknowledge and deliver any
and all documents required to effectuate the provisions of this
Article XII.
SECTION 2204.
Tenant agrees to give any such Lessors, Mortgagees
and/or trust deed holders by registered mail a copy of any
notice of default served upon the Landlord, provided that prior
to !Iuch notice, Tenant has been notified in writing (by way of
Notice of Assignment of Rents and Leases, or otherwise) of the
address of such Lessors, Mortgagees andlor trust deed holders.
Tenant furtheI agrees that if Landlord shall have failed to
cure such default within thp. time provided for in this Lease,
then such Lessors, Mortgagees and/or trust deed holders shall
have an additional 60 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 to cure such detault
(inClUding, but not limited to, commencement of foreclosure or
default proceedings, if necessary, to eff~ct such cure) in
which event this Lease shall not be terminated while such
remedies are being so diligently pursued.
SECTION 2205.
In the event that Landlord, any mortgagee or proposed
mortgagee of the Shopping Center of which th~ demised premises
are a part, or any governmental or quasi-governmental body
contemplating the issuanoe of or having issued obligations with
~::p:ct t~ the Shopping Center of which the demised premises
their ~ar ~r any part thereof (the "Authority"), or any of
user" (:~~~iti~~ counsel, shall deem Tenant to be II "principal
Revenue Code n f ~9 mSe4aning of Section 103 (b) (6) of the Internal
o , as amended (the "Code"l) of any facility
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wJt.h respect to which ~.d Authority shall author1~_ the
iSBuance of or shall have issued obligations intended to
qualify L:nc)er said Section 103 (b) (6) of the Code, Ten/lnt shall
provide, upon written request of Landlord from time to t!m- (il
a statement of capital expenditures made by Tenant and related
persons las defined in Section 103 (bl (61 (el of the Codel in the
county or incorporated municipality in which the demised
premises are located during the period beginning three (31
years before the date of issue of the Obligation of the
Authority, and (H) supplemental statements of capital
expenditures during the period ending three (31 years lIf~er the
date of such issue. Such statements of capital expenditures by
Tenant shall be made in a manner complying with the regulations
promulgated under Section 103 of the Code (which regUlations
currently require, inter alia, the listing of dates and amounts
of each capital expihdltui:e~and shall also, where required by
such regulations, be filed with or submitted to the Internal
Revenue Service and/or the Authority.
ARTICLE XXIII
OFFSET STATEMENT
SECTION 2301.
Within ten (10) days after r~quest therefor by
Landlord, or in the event that upon any sale, assignment, lease
or hypothecation of th. leased premises and/or the land
thereunder by Landlord, an offset statement shall be reqlllred
from Tenant, Tenant ag,ees to deliver in recordable form.
certificate to any profosed Mortgagee, Lessor or purchaser, or
to to the Lan~lord, certifying (if such be the case) that this
Lease is in full force and effect and there are no defenses or
offsets thereto, or stating those claimed by Tenant.
ARTICLE XXIV
TRANSFER BY LANDLORD
SECTION 2401.
The term "Landlord" as used in this Lease means the
Owner, only for the time being, of fee title or a leasehold
estate in and to the demised premises. So long as all sums
held in escrow by Landlord are paid over to any transferee of
said premises or assignee of said leasehold estate, Landlord
shall be and is hereby relieved of all covenants and
obligations of Landlord hereunder after the date of transfer of
said demised premises or assignment of said leasehold estate,
as the case may be, and it shall be constr~ed without further
agreement between the parties that the transferee has assumed
and agreed to carry out any and all covenants and obligations
of Landlord hereunder from the date of such transfer.
ARTICLE XXV
CONDEMNATION
SECTION 2501.
Tenant heleby waives as to Landlold and the condemning
authority any award or damage or claim therefor for loss or
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damage to Tenant as th~ result of the exercise ot ,he power of
eminent domain of any governmental body, whether such 10ds or
damage results from condemnation of par~ or all of the demised
premises or any portion of the parking are. or service
entrances and exits. Should any power ~f eminent domain be
exercised after Tenant is in possession, such exercise shall
not void or iwpair this Agreement unless the amount of the
demised premises sO taken is such as to substftntially impair
the ulefulness of the demised premises for the purpose for
which the came are hereby demised in which event either party
may cancel this Lease by notice to the olher within sixty (60)
days after possession is taken and the rental herein provided
shall abate (proportionately or entirely, as the case may bel
a8 of the date possession is taken by the condemning authority.
ARTICLE XXVI
FINANCING STATEMENT
SECTION 2601.
Tenant sholl not enter into, execute or deliver any
financing agreement that can be considered as a priority to any
lease, mortgage or deed of trust upon the demised premises and,
in the event Tenant does 80 execute or deliver such financing
agreement, such action on the part of Tenant shall be
considered a breach of the terms and conditions of this Lease
entitling Landlord to such remedies as are provided for
herein. Tenant agrees that Landlord sha:' have an express
contractual lien (in addition to any statutory lien) for the
performance of all of Tenant's obligations pursuant to this
Lease, upon all of the fixtures, machinery, equipment, goods,
inventory and personalty which are, or hereafter may be, placed
in or upon the demised premises.
AR1'ICLE XXVII
SURRENDER AND HOLDING OVER
SECTION 2701.
Tenant, upon expiration or termination of this Lease,
either by lapse of time or otherwise, shall peaceably render to
Landlord the premises in broom-clean condition and in good
repair. In the event that Tenant shall fail to surrender the
premises upon demand, Landlord, in addition to all other
remedies available to it hereunder, shall have the right to
receive, BS liquidated damages for all the time Tenant shall so
retain possession of the premises or any part thereof, an
amount equal to twice the minimum and percentage rent specified
in this Lease, as applied to such periOd. If Tenant remains in
possession of the premises with Landlord's consent but without
a new Lease reduced to writing and duly executed, Tenant shall
be deemed to be occupying the premises as a tenant at will
subject to all the covenants, conditions and agreements of'this
Lease, except that the then current minimum annual rent shall
be increased by SO, during suoh period.
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ARTICLE XXVII I
NOTICES
SECTION 2801.
Wherever in this Lease it shall be required or
permitted that notioe or demand be given or served by either
party to this Lease to one or the other, suoh notioe or demand
shall not be deemed to ha~e been duly given or served unless in
writing and either personally delivered or ~orwarded by
certified Mail, Return Receipt Requested, postage prepaid,
addressed as follows.
TO THE LANDLORD AT. Suite 460
555 E. City Line Avenue
Bala Cynwyd, Pa. 19004
TO THE TENANT AT. the address set forth in
Article I above.
Suoh addresses may be changed from time to time by either party
by .erving ~tices as above provided.
ARTICLE XXIX
PERFO~NCE OF TENANT'S COVBNANTS
BICTION 290l.
Te~ant shall perform all agreements herein expressed
on its part to be per~prmed, and will promptly upon receipt of
written nottce of non-performance thereof, comply with the
requ i rements of such ""tice I and fur ther, if Tenant shall not
comply with such notioe to the satisfaction of Landlord within
forty-eight (n) hours after delivery thereof, (or if such
compliance cannot rease>nably be completed within forty-eight
(48) hours, if Tenant shall not commence to comply within such
periOd and thereafter proceed to completion with due
diligence), Land10rd may, at its option, do or cause to be done
any or 011 of the things ~.~cified in said notice, and in so
doing Landlord shall have the right to cause its agents,
employees and contractors to enter upon the demised premises
and in such event shall have no liability to Tenant for any
loss or damage resulting in any way from such action, and
Tenant shall pay promptly upon demand any expense incurred by
Landlord in taking such action, any such Dum to be collectible
from Tenant as additional rent hereunder.
ARTICLE XXX
EVENTS OF DEFAULT
SECTION 3001.
The occurrence of any of the following shall
constitute fth event of default hereunderl '
t:i (1) Failure of Tenant to commence business within the
me period specified by Article III hereof:
(11) Discontinuance by Tenant of the conduct of its
business in the demised premises:
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(iii) The filing of a petition by or against Tenant
for adjudioation as a bankrupt or !.nsolvent, for its
r.eor9aniz~~ion or for the appointment of a receiver or trustee
of Tenant'. property, an assignment by Tenant for the benefit
of creditors, or the taking of pOBsession of the property of
Tenant by any governmental officer or agency pursuant to
statutory authority for the dissolution or liquidation of
Tenant,
iv) Failure of Tenant to pay when due any
in8tallme~t of rent hereunder or any other 8um herein required
to be paid by Tenant,
(v) Vacation or desertion of the demised premises or
permitting the 8ame to be empty and unoccupied,
(vi) Tenant's removal or attempt to remove, or
manifesting an intention to remove Tenant's goods or property
from or out of the demised premises other.wise than in the
ordinary and usual course of business without having first paid
and satisfied Landlord for all rent which may become due during
the entire term of this Lease,
(vii) Tenant's failure to perform any other covenant
or condition of this Lease within twenty (20) days after
written notice and demand, unles9 the failure is of such a
character as to re~uire more than twenty (20) days to cure, in
which event Tenant s failure to proceed diligently to cure such
failure a' '11 constitute an event of default, and
(vl1i) FaUure of Tenant to comply with Section 2701
hereof.
ARTICLE XXXI
RIGHTS OF LANDLORD UPON DEF'AULT BY TENAN1'
SECTION 3101.
~~ the auent of occurrence of an event of default
hereunder I
(i) The whole rent for the balance of the term of
this Lease, as hereinafter computed, or any part thereof, at
the option of the Landlord, shall immediately, without act or
notice, become due and payable as if by the terms of this Lease
the same were payable in advance, and
(ii) Landlord may immediately proceed to distrain,
collect or bring action for the whole rent or such part thereof
as aforesaid, as being rent in arrears, or may enter judgment
therefor in an amicable action as herein elsewhere provided for
in case of rent in arrears, or may file a Proof of Claim In any
bankruptcy or inSOlvency proceedings for such rent, or Landlord
may institute any other proceedings, whether similar to the
foregoing or not, to enforce payment thereof.
SECTION 3102.
Rent for each year for the balance of the term after
the happening of any event of default for the purpose of
computing the whole rent for the balance of the term of this
Lease under Section 3101 and 3105 hereof shall be computed as
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yqual to the yearly av~_age if the minimum and pe.~entage rent
payable by Tenant pursuant to Article VI of this Lease for the
last three (3) full lease ~ears immediately preceding said
event of default, plus (the following herein referred to as
"Added Charges") Tenant's share of real estate taxes, dues to
the Merchants' Association, insurance charges and costs of
operation of the Shopping Center and maintenance of the common
areas and facilities, payable for the ourrent applicable year.
If the amount of Added Charges for the current applicable year
are not then available, then Tenant'. share of Added Charges
payable for the preoeding year shall be used in the computation
of annual rent. If less than three (3) full lease years have
preceded the occurrence of said event of default, then the
annual average of minimum and percentage rental theretofore
required to be paid by Tenant shall be usod in the computation
of annual rent.
SECTION 3103.
As long as the whole rent or any part thereof as
aforesaid ramalno unpaid, the Landlord may, at ,sny time
thereafter [e-enter and ra-possess the demised premises and any
part thereof and attempt to relet all or any part of such
demised premises for the account of Tenant tor such rent and
upon such terms and to such persons, firms or corporations and
for such period or periOds as Landlord, in its sole discretion,
shall determine, including the term beyond the termination of
this Lease, and Landlord shall not be required to accept any
tenant offered by Tenant or observe any instruction given by
Tenant about such reletting, or do any act or exercise any care
of diligence with respect to such reletting or to the
mitigation of damages. For the purpose of such reletting,
Landlord may decorate or make repairs, changes, alterations or
additions in or to the demised premises to the extent deemed by
Landlord desirable or convenient, and the coat of such
decoration, repairs, Changes, alterations or additions shall be
charged to and be payable by Tenant as additional rent
hereunder, as well as any reasonable brokerage and legal fees
expended by Landlord, and any sums collected by Landlord from
~ny new tenant obtained on account of the Tenant shall be
credited against the balance of the rent due hereunder as
aforesaid.
SECTION 3104.
At any time after any event of default shall occur and
remain uncured, Landlord, at its option, may selve notice upon
Tenant that this Lease and the then unexpired term hereof shall
cease and expire and become absolutely void on the date
specified in such notice, to be not less than five (5) days
after the date of such notice, and thereupon, and at the
expiration of the time limited in such notice this Lease and
the term hereof granted, as well as all of the right, title and
interest of the Tenant hereunder, shall wholly cease and expire
and become void in the same manner and with the same force and
effect (except as to Tenant's liability) as if the date fixed
in 8uch notice were the date herein specified for expiration of
the term of this Lease. Thereupon, Tenant shall immediately
quit and surrender to Landlord the demised premises, including
any and all bUildings ~nd improvements thereon, and Landlord
may enter into and repossess the demised premises by summary
proceedings, detainer, ejectment or otherwise, and remove all
~~cupants thereof and, at Landlold's option, any Ploperty
d oreon without being liable to indictment, prosecution or
am ages therefor.
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SECTION 3105.
In the event of termination of this Lease, at
Landlord's option, Tenant shall pay to Landlord all rent:l and
other charges payable hereunder due and unpaid to the date of
termination, together with liquidated damages in an amount
equal to twenty-five (25') percent of the balance of the rent
and Added Charges required to be paid under thiu Lease from the
date of said termination to the end of the term of this Lease,
as if the aame had not been terminated, the said rent for the
balance of the term of this Lease and Added Charges to oe
computed in the SIlme manner as provided in Section 3102
hereof. In the event any judgment has been entered against
Tenant for any amount in excess of the total amount required to
be paid by Tenant to Landlord hereunder, then the damages
assessed under said judgment shall be re-assessed and a credit
granted to the extent of said excess. The parties hereto
acknowledge that the damages to which the Landlord is entitled
in the event of a breach of this Lease and termination by
Landlord are not .asily computed and are subject to many
variable factors. The parties hereto have agreed to the
liquidated damages as herein provided in order to avoid
extended litigation in the event of default by Tenant and
termination of this Lease.
SECTION 3106.
Upon the occurrence of any event of defau1t, as
aforesaid, then Landlord or any person acting under Landlordl
(i) May enter the premises and without further demand,
proceed by distress and sale of the goods there found to levy
the rent, all other charges herein payable as rent, and all
costs and officers' commissions, including watchmen's wages,
and further inclUding the five (5') percent chargeable by the
Act of Assembly to Landlord, shall be paid by the Tenant, and
that, in such case, all costs/ officers' commissions and other
charges shall immediately attach and become a part of the claim
of said Landlord for rent, and any tender of rent without said
costs made afte~ the issue of a warrant of distress shall not
be sufficient t~ satisfy the claim of said Landlord. Tqnant
hereby expressly waives the benefit of all laws now madb OI
that may hereafter be made regalding any limitation in which
distress is to be made after removal of goods. Tenant waives
in favor of Landlord all rights under the ~ct of Assembly of
April 6, 1951, P.L.69 Art. V., Sec. 501, and all supplements
and amendments thereto that have been or may hereafter be
passed, and authorizes the sale of any goods distrained for
rent at any time after five (5) days from said distraint
without any appraisement and/or condemnation thereof, and/or
(ii) May re-enter and repossess the demised premises,
breaking open locked doors, if necessary, and may use as much
force as necessary to effect such entrance without being liable
to any action or prosecution for such entry or the manner
thereof, nor shall Landlord be liable for the loss of any
property upon the premises.
SECTION 3107.
If proceedings shall be commenced by Landlord to
reCOver possession under the Acts of Assembly, eitheI at the
end of a term or upon the occurlence of any event of default
Tenant expressly waives all rights to notice in excess of fl~A
IS) days required by any Act of Assembly, including the Act oi
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December 14~ 1863, t A.. Act of Apr 11 3, 1830 andA the Act of
April 6,1951, and a"'I::"'S that in either or anY' 'P.,h case five
(5) days' notice shal~ a sufficient. without 1, tation of or
by the foregoing, the Tenant hereby waives any and all demands,
notices of intention and notices of action or proceedings which
may be required by law to be given or taken prior to any entry
or re-entry by summary proceedings, ejectment or othlH'.rlae, by
Landlord, except as hereinbefore expressly provided with
respect: to the five (5) days' notice and provided further that
this shall not be construed as a waiver by Tenant of any
notices to which this Lease expressly provide. Tenant is
tnU tled.
SBCTION 310B.
In the event of a termination of this Lease, prior to
the date of eKpiration herein originally fixed, whether by
r.a.on of service of a notice as provided herein terminating
this Lease or by reason of entry or re-entry, summary
proceedings, ejectment or other of law, Tenant hereby waives
all right to recover or regain possession of the demised
premises, to save forfeiture by payment of rent due or by other
performance of the conditions, terms or provisions hereof, if
such termination occurred by reason of any failure in
performance hereof, and without limitation of or by the
foregoing, Tenant waives all right to reinstate or redeem this
Lease notwithstanding any provisions of any statute, law or
decision now or hereafter in force or effect, and Tenant waives
all right to any second or further trial in summary
proceedings, ejectment or in any other action provided by any
statute or decIsion now oc hereafter in force or effect.
SECTION 3109.
The words "entry" and "re-entry" as used in lhis Lease
shall not be deemed restricted to their technical legal meaning.
SECTION 3110.
In the event of a breach or threatened breach by
Tenant of any of the agreements, conditions, covenants or terms
hereof, Landlord shall have the right of injunction to restrain
the same and the right to invoke any remedy allowed by law or
tn equity whether or not other remedies, indemnity or
reimbursements are herein provided. The rights and remedies
given to Landlord in this Lease are distinct, separate and
cumulative remedies, and that no one of them whether or not
exercised by Landlord, shall be deemed to be in exclusion of
any of the others.
SECTION 3111.
If rent or any charges hereby reserved as rent, or
liquidated damages, or any other sum payable hereunder, shall
remain unpaid when the same ought to be paid, Tenant hereby
empowers any prothonotary or attorney of any court of reoord to
appear for Tenant in any and all actions which may be brought
for rent, liquidated damages or other charges or expenses
agreed to be paid by Tenant hereunder and to sign for Tenant an
agriement for entering into any competent court and amicable
act o~ or actions for the recovery of rent, liquidated damages
oriot er charges or expenses, and in said suits or in said
~:rc:~fe action or actions to confess jUdgment against Tenant
o ti or any part of the rent including, at Landlord's
p on, the rent for the entire unexpired balance of the term
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of this Lease, computl:.. as aforesaid, and any ot"dr charges,
payments, cuots and expenses reserved as rent or agreed to be
paid hy the Tenant, as well as liquidated damages, and for
intersst and costs togeti"". with an attorney's commission ot
five (5" percent thereof. said authority shall not be
exhausted by one exercise thereof, but judgment m~y be
confessed as aforesaid from time to time and as often as any of
said rent or other charges reserved as rent or liquidated
damages shall fall due or be in arrears, and such powers may be
exerci..d as well after the expiration of the original term or
during any extension or renewal of this Lease.
SBCTION 3112.
In the event that, and when, the Lease shall be
determined by term, covenant, limitation or condition broken,
as aforesaid, either during the original term of this Lease, or
any txtension thereof, and also when and as soon as the term
hereby created, or any extension thereof shall have expired, it
shall be lawful for any attorney as attorney for Tenant to sign
an agreement for entering in any competent Court an amicable
action and jUdgment in ejectment, without any stay of execution
or appeal against Tenant and all persons claiming under Tenant
for the recovery by Landlord of possession of the herein
demised premises, without any liability on the part of the said
attorney, for which this Lease shall be a sufficient warrant,
whereupon, if Landlord so deaires a writ of possession with
clauses for costs may issue forthwith without any prior writ or
proceedings whatsoever. If for any reason after such action
has been commenced the Elco..le shall be determined and the
possession of the premises hereby demised remain in or be
restored to Tenant, the Landlord shall have the right to any
subsequent default or defaults to bring one or more further
amicable actions in the manner and form hereinbefore set forth,
to recover possession of said premises for such subsequent
defa~lt. No such determination of this Lease nor taking, nor
recovering possession of the premises shall deprive Landlord of
any remedies or action ag against Tenant for rent or for
damages due or to become due for the breach of any condition or
covenant herein contained, nor shall the bringing of any such
action for rent, or breanh of covenant or condition nor the
resort to any other reme~. herein provided for the recovery of
rent or damage for such breach be construed as a waiver of the
right to insist upon the forfeiture and to obtain possession in
the manner herein provided.
SECTION 3113.
In any amicable action of ejectment or for rent in
arrears, Landlord shall first cause to be filed in such action
an affidavit made by it or someone acting for it setting forth
the facts necessary to authorize the entry of judgment, of
which facts such affidavit shall be conclusive evidence, and if
a true copy of this Lease be filed in such action, it shall not
be necessary to file the original as a warrant of attorney, any
rule of court custom or practioe to the contrAry
notwithstanding.
SECTION 3114.
b i Any jUdgment, order or decree entered against Tenant
Itor n any court or Magistrate by virtue of the powers of
a do~ney contained in this Lease, or otherwise, shall be final
:~cep~7~~to;il~jnotitake an appeal, certiorari, writ of error,'
o ect on to same, or file a motion or rule to
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strike of or open or to stay execution of the same. Tenant
releases to Landlord and to any and all attorneys who may
appear for Tenant all errors in the aaid proceedings. Tenant
expres.ly woives the benefits of law, now or hereafter in
force, exempting any goods on the demised premises, or
elsewhere from distraint, levy or sale in any legal proceedings
taken by the Landlord to enforce any rights under this Lease.
Tenant further waives the right to delay execution on any real
estate that may be Ilvitd upon to collect Bny amount which may
become due under the terms and conditions of this Least, and
do.s hertby waive any right to have the same appraised and
authorizes the prothonotary to enter a Writ of Execution or
othtr process upon Tenant's voluntary waiver, and further
agrees that the said real estate may be sold on a Writ of
IXlcution or other process.
SBCTION 3115.
Landlord shall have the right to apply any payments
made by Tenant to the satisfaction of any debt or obligation of
Tenant to Landlord according to Landlord'S sole'discretion and
regardless of the instructions of Tenant as to application of
any such sum, whether such instructions be endorsed upon
Tenant's check or otherwiee, unless otherwise agreed by the
parties in writing which makes specific reference to this
Section 3115. The acceptance by Landlord of a check or checks
drawn by other than Tenant shall not in any way affect Tenant's
liability hereunder, nor shall such acceptance be deemed an
approval of any subletting or assignment of this Lease by
Tenant.
ARTICLE XXXII
CUSTOM AND USAGE
SECTION 3201.
Any law, usage or custom to the contrary
notwithstanding. Landlord shall have the right at all times to
enforce the covenants and conditions of this Lease in strict
accordance with the terms hereof and notwithstanding any
conduct OE ~ustom on the part of the Landlord in refraining
from so doing at any time or times. The failure of Landlord at
any time or times to enforce its rights under said covenants
and provisions strictly in accordance with the same shall not
be construed as having created a custom in any way or manner
contrary to specific terms, provisions and covenants of this
Lease or as having modified or waived the same.
ARTICLE XXXIII
SUCCESSORS AND ASSIGNSI AGENT
SECTION 3301.
All rights, obligations and liabilities herein, given
to, or imposed upon, the respective parties hereto shall extend
to and bind the several and respective heirs, executors,
administrators, Successors, sublessees and assigns of said
~arties, subject to the provisions of Section 24011 provided
owev~r, that the liability of Landlord hereunder end an '
~ucce~s~r in interest and title to Landlord's leasehold ~state
inten tOithe demised premises shall be limited to his or its
n eres n the Shopping Center, and no other assets of the
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Landlord other than his ~r its interest in the Sho~~ing Center
shall be affected by reason of any liability which said
Landlord or successor in interest may have under this Lease.
If there shall be more than one tenant, they shall all be bound
jointly and severallY by the terms, covenants, and agreements
herein and the word "Tenant" shall be deemed and taken to mean
each and every person or party mentioned as a Tenant herein, be
the same one or more, and if there shall be more than one
Tenant, any notice required or permitted by the terms of this
Lease may be given by or to anyone thereof and shall have the
aame torce and effect as if given by or to all thereof. No
rights, however, shall inure to the benefit of any assignee of
Tenant unless the assignment to such assignee has bsen approved
by Landlord in writing as afor..aid.
Kravitz proper~ie", Inc. is acting as Agent only and
shall not in any event be held liable to the Landlord or to
Tenant for the fulfillment or non-f~lfillment of any of the
terms, covenants or conditions of this Lease or for any action
or proceedings that may be taken by Landlord against Tenant, or
by Tenant against Landlord inClUding, but not limited to, any
such action arising out of, in connection with or in any manner
relating to: the performance or non-performance by Agent or any
act pursuant to Landlord'S direction. Any waiver of Landlord's
liability hereunder, including, but not limited to, any waiver
ol subrogation rights, shall apply with equal force and effect
to such Agent.
ARTICLE XXXIV
SCOPE AND INTERPRETATION OF THE AGREEMENT
SECTION 3401.
This Lease shall be considered to be the only
agreement between the parties hereto pertaining to the demised
premises. All negotiations and oral agreements acceptable to
both parties are included herein. The laws of the Commonwealth
of Pennsylvania shall govern the validity, interpretation,
perfbrmance and enforcement of this Lease.
SECTION 3402.
In the event that any law, decision, rule or
regulation of any governmental body having jurisdiction shall
have the effect of limiting for any period of time the amount
of rent or other charges payable by Tenant to any amount less
than that otherwise provided pursuant to this Lease, the
following amounts shall nevertheless be payable by Tenantl (a)
throughout such periOd of limitation, Tenant shall remain
liable for the maximum amount of rent and other charges which
are legally payable (without regard to any limitation to the
amount thereof expressed in this Lease except that all amounts
payable by reason of this Section 3402 shall not in the
aggregate exceed the total of all amounts which would otherwise
be payable by Tenant pursuant to the terms of this Lease for
the period of limitation), lb) at the termination of such
period of 1imit~tion, Tenant shall pay to Landlord or Agent, as
the case may be, on demand but only to the extent legally
collectible by Landlord or Agent, any amounts which would have
b~~nhdue from the Tenant during the periOd of 1imit8tio~ but
w Ie were not paid because of such limiting law, decision
~u e or regulation, and (c) for the remaininQ term of this'
ease fOllowing the period of limitation, Tenant shall pay to
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LANDLORD hereby relenel Ihe Il,hl, II "ny lime ~lId Iro'n lime 10 IIm~, In aller, or olhnrwlle modlly
the 10Clllo"l and/or "Imlnllonl 01 III bulldln,l, ,'ukin, UUI, Ilnlco drlvcl, c"lrlu, eNl.., m.lll, I"d
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EXHIBI'r "B"
1. LANDLORD'S WORK
Exoept as otherwise provided in this Exhibit "B", Landlord,
at its own cost and expense, has construct~d or will oonstruot
the following, all of whioh are herein oollectively referred to
aa "Landlordrs Work":
A. Building of Which Demised Premises Shall Form a Part.
The building of which the demised premises forms a
part (herein referred to as the "Building") shall be cOllstructed
(to the extent not now existing) in accordanoe with the
fOllowing criteria:
1. structure. The structural frame inclUding
columns, beams, joists and roof will be, at Landlord's option,
of steel, concrete and such other non-combustible material as
may be Ipeoified by Landlord'. architect.
2. Roof. The roof will be of a bonded type
construction insulated to provide a "U" faotor of 0.09.
3. Exterior Walls.
masonry, prefabricated panels
materials as may be specified
The exterior walls will be of
or such other material or
by Landlord's architect.
4. I nterior Faces. The exposed interior face of
exterior ~lls will be of masonry, wallboard or such oth~r
material or materials as may be specified by Landlord's
Ilrchitect.
8. Common Areas.
Landlord shall construct inside and outside the
Building certain Common Areas, limited to the fallowing:
1. Outside Common Areas. The Common Areas ouside the
Building will include hard surface and striped parking lots,
access roads, dire~tional, parking and traffic signs, a storm
drainage, 'stem, delivery areas, walks, lighting, landscaping
and planting and such other areas, facilities and buildings, as
determined by Landlord, as are used in the maintenance and
operation of the Shopping Center.
2. I ns ide Common Areas. The Common Area ins ide the
Building will include an enclosed, heated and air-conditioned,
lighted and sprinklered mall with courts, lighted and
sprinklered service and exit corridors, stairs or ramps and
such other f&cilities, as determined by Landlord, as are used
in the maintenance and operation of the Shopping Center.
C. Work Within Tenant's Space.
Landlord's Work with regard to the demised premises
shall be limited to the following (to the extent not now
existing) :
. 1. Demising Walls. The demising walls or demising
studs Which separate the demised premises from other tenant
areas and Common Areas will extend from the finished floor to
the underside of the roof deck. Unless required by applicable
law to construct demiSing walls for fire corridors and emergency
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block, Landlord will ..rnish metal
place demising walls in accordancft
uits of unfinished mab_,lrr
studs on which Tenant shal
with Artiole II, Section D.
2. Floors. The floors wi thi n the demised premises
will be concrete with a troweled finish installed at an
elevation selected by Landlord. Tenant shall pay Landlord the
sum of $1.75 per square foot of floor area in the demised
premises as reimburaement for the installation of the floor
sleb. If Tenent shall have notified Landlord in writing at or
before the txecution of this Leese and if at suoh time the
conorete floor slab has not been poured for the demised
premises, and provided and so long as the delay in pouring such
conorete floor slab will not interfere with and/or delay
oompletion of Landlord's Work or Inf portion thereof, the slab
will not be poured until the Tenant s contractor hiS completed
Tenant'. underground utility work. After the ooncrete floor
Idab is poured, Landlord in no event shaH be responsible for
any subsequenl underground work or removal and/or replacing of
the concrete floor slab. In the event Tenant deems it
necessary to remove and/or replace such floor slab, such work
shall be done by Tenant It Tenant's own cost and expense.
3. Doors. One hollow metal service door with
dl~ensions of 3'0" by 7'0. will be provided at the 10cati~n
shown in and in accordanoe with "Landlord's Design Criteria"
(as defined in Article III of this Exhibit "B"). Tenant, at
Tenant's own cost and expence, will provide and install all
panic hardware, lockset and closer. No door will be provided
by Landlord in any store which has a depth of 50 feet or ~eBs
or an area of 1,200 sq~are feet or less.
4. Landlord', Optional Work. At jts option, La~dlord
may provide It Tenant', cost and expense a neutral vertic~l
meteria1 between each ,tore on the mall side of the demiSing
partition, a~d/or a ho~izontal neutral strip as shown on
Landlord's Plans, above the store front li~tting the height
thereof.
D. Utility Services in Demised Premises.
1. Utility Lines. Landlord, its agents, employees
and contractors, and any utility company which furnishes
utilities to the demised premises and/or the Shopping Center,
shall have the right to run utility lines, pipes, conduits or
duct work, where necessary or desirable, through ceiling space,
column space or other parts of the demised prp.mises and to
repair, alter, replace or remove the same in d manner which
does not unreasonably interfere with Tenant's use of the
demised premises.
2. Electrio Service. Electric will be available for
the demised premises at Landlord's bus ducts at a location
designated by Landlord pursuant to the procedures Bet forth in
Landlord's Design Criteria. Electric service characteristics
will be 277/4BO volts, 3 phase, 4 wire, 60 hertz. Landlord
will provide he tween the demised premises and the closest
s~rvice corridor an empty conduit unless the demised premises
a u~ ~ service corridor, in Which case Tenant shall provide the
~o~ ~ td T~nant will provide bus plugs with fuses, the conduit
c~eckee er etween the bus duct and the demised yremises, and
metering within the demised premises and w 11 extend
conduit within the demised premises to Tenant's distribution system.
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Tenant's distribution ~cilities within the demib.J premises
shall consist of all necessaq' switches, conductors,
transformers and controls in addition to Tenant's normal
lighting and power devices. The installation b, Tenan~of all
electrical facilities shall conform to Landlord s Design
criteria and to the National Electric Code, and meet the
requirements of the Landlord's fire underwriter and local
governmental authorities. All material and fixtures shall be
new and carry UL labels. Any existing electrical facilities
must be changed to conform with the above requirements and
Landlord's Design Criteri. to enable electricity to be provided
by Landlord.
3. Water Service. Landlord will provide a branch
water line, with shutoff valve, of not less than 3/4 inch to a
point in the demised premises desiynated by Landlord. Any
increase in the size of water B~rv ce required by Tenant which
necessitates a branch water line larger than such 3/4 inch line
will be furniShed, at Tenant's expense, upon written request of
Tenant. Any existing water facilities must be changed to
conform with Landlord's Design Criteria to enable water to be
provided by Landlord.
4. Gas Service. Gas service will not be available.
5. Sanitary Sewer Service. Landlord will stub a
plugged 4" sanitary outlet, at floor level at a location
selected by the Landlord, to which Tenant will connect in
accordance with Landlord's Design Criteria, notwithstanding
current facilities which may exist.
6. Sprinkler Main Service. Landlord will provide a
sprinkler bulk main with capped outlets to the demised premises
at a location determined by Landlord and sized to accommodate
sprinkler coverage required by Factory Mutual. Landlord will
deliver to Tenant a plan showing the bulk main and capped
outlet in the demised premises and Tenant will install all
piping and other sprinkler work, including feed main, cross
main, branch line, riser nipples, drop sprinklers and heads to
provide II complete sprinkler system in accordance with
Landlord's Design Criteria and sprinkler working drawings,
prepared by Tenant's contractor, and approved by Factol; Mutual
and all authorities having juriSdiction.
7. Heating and Air Conditioning System. Landlord
will provide and install a medium pressure, constant
temperature air supply main at a location designated by
Landlord to supply COOling and ventilation air for Tenant's
premises and, at Tenant's expense, a medium pressure, variable
air volume tl,rminllll complete with system powered thermostat for
variable air volume terminal control. The installation of all
ductwork, electric heating with controls, diffusers, return air
registers and other mechanical apparatus related thereto
required by Tenant's HVAC system shall be provided by Tenant,
at its cost and expense, and all such work shall be designed
and installed in accordance with Landlord's Design Criteria and
Landlord's HVAC Plan, notWithstanding current facilities which
may ellist.
B. Telephone Service. Landlord will provide central
:::ep~~ne locations as designated by Landlord. Tenant will
e Sown ertangements with the telephone company for
telephone service and will install a conduit from Landlord's
designated telephone location to the demised premises as me be
required, notwithstanding current facilities which may exist.
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II. TENANT'S WORK
Notwithstanding the present facilit~:~ in the demised
premises and the present condition and state of repair of the
demised premises, all work let forth in this Article II and all
other work not Ipeoifical1y designated as Landlord's Work by
Artio1e I whioh is neoessary to complete the demised premises
in acoordance with Tenant's Final Plans and Landlord'. Deaign
Criteria and which i. neo..sary for the demised premise. to
oonform thereto and to all our rent requirements of all
governmental authorities having jurildiotion (inclUding,
without limitation, emergenoy lights, rewiring, alarms and
txtinguishers) and to be ready to open for business with the
pub1io by the commenoement date, in the manner set forth in the
Lea.., shall he done by Tenant at Tenant's own cost and at
txptnse. All suoh work whioh is not specifically desiynated as
Landlord's Work Is herein oo11eotively referred to as Tenant's
Work".
A. Demised Premises.
The store shall be designed and installed in
acoordance with Landlord's Design Criteria, the requirements of
Landlord's fire underwriter and the current requirements of any
governmental authority having jurisdiotion over the project.
Tenant's store front oha11 conform to the design criterIa as
established by Landlord's architect and set forth in Landlord's
Design Criter a. The store shall have a customer entrance not
to exceed 10'0. in height. Tenant shal. not install its
finished oeiling above 11'0. in height. The design, character
and materials of the store front and all aspects of the design
and construction of the interior of the demised premises shall
be SUbject to the approval of the Landlord. All exposed metal
flashing, doors, and trim are to be permanodic or duranodic
finish or equal in standard. Open grillS are to meet the same
reouirements. A hard dry surface at the bottom 6" of the Rtore
front construction shall be provided by Tenant. This material
shall be non-absorbent (wood or other porous mater ials are not
acceptable). The sign baCkground and finish is subject to
Landlord's approval. Open grillS wider than 12' are to be
motor hed. I n the event the demised pr t:, i ses have a side wall
abutting a mall entrance or side mall, Tenant shall incorporate
into the design of such wall one or more of (a) entrance to the
premises and (bl see-through display storefront, and (c) shadow
box merchandise display. Tenant may not install a mezzanine
without Landlord's approval. Tenant shall not exceed a floor
load capability of 200 pounds per square foot.
B. Sales Area.
The floor slab shall be covered with floor finish
materials approved by Landlord. Carpeting shall be flame
resistant. Ceilings shall be constructed of 24" x 48" acoustic
tile, one (1) hour fire rated, on exposed metal T bar grid
Iystem or luch other fire rated material as approved by
~~~~lord. Demising walls shall extend to the underside of the
with dec~iand shall be constructed of sheet ro~k in accordance
rpguI:fion~a~~eLRt~~e a~d local laws and ordinances and the
less tha . an ord s fire underwriter, but in no event
walls an~ :'~ti:reet rfck taped and spackled. All masonry
aforesaid thi k ons slall be furred out sheet rock, of the
o ness, taped ~nd spackled. Those partitions
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dividing sales area fr~~ non-sales area which con.~in no
ceiling shall be carried to the underside of roof deck on both
sides. All concealed framing above ceilings or soffIts shall
be made of steel studs ~. other fire retardant materials in
accordance with Landlord's Design Criteria. Certain store
fronts or side corridor fronts as shown on Landlord's Floor and
structural Plans may be designated by the applicable fire
marshall to carry fire extinguisher cabinets recessed into
their walls. All "A" occupancy Tenants (as defined by the
Pennsylvania Department of Labor and Industry) must provide
partitiona and ceilings with two (2) hour fire rating.
C. Stock Room, Service and Other Non-Sales Artas.
The concrete floor slab, If left exposed, must be
sealed with a sealant approved by Landlord's arch1tect. If the
ooncrete floor slab is covered, the proviSions relating to
floor finish materials for the sales area shall apply.
Perimeter walls shall be of either exposed masonry or drywall
and taped. Rear walls shall be insulated in accordance with
Landlord'e Design Criteria.
D. Toilet Rooms.
The floors shall have non-porous floor covering over
the concrete floor slab. All walls and ceilings shall be of
drywall, taped and spackled.
E. Painting and Decorating.
Exposed walls shall have a minimum two coat finish and
all wood paneling a minimum af one sealer coat. The walls and
ceiling of the toilet room shall have two coat semi-gloss
enamel finish. The stock room and service areas may be left
unfinished.
F. Utility Work by Tenant.
1. Electrical. The installation by Tenant of all
electrical facilities shall conform to Landlord's Design
Criteria (to the additional electrical information supplied by
Landlord to Tenant as s~, forth in the electrical load data
portion by Landlord's Design Criteria) and to the National
Electric Code, and meet the requirements of the Landlord's fire
underwriter and all other local, state or federal governmental
authorities. All material and fixtures shall be new and carry
UL labels. Any transformer necessary to reduce the voltage
supplied to levels acceptable for Tenant shall be provided by
Tenant at its expense. Circuits must include a time clOCk
controlling sign and store front illumination and separate
circuits for night lighting and exit signs. Emergency lights
shall be provided by Tenant. Tenant shall provide a buzzer
call system at service door entrance or from a common corridor
entrance, as required by Landlord. Tenant's work drawings (as
referred to in Article III) shall indicate the circuits showing
connections to alarm, television, HVAC or other special
circuits.
atd il 12i Plumbing. Tenant shall install underslab drain
'so ne~ to Landlord's soil line at the point of entry
~~l~ct~~ b~ Landlord. Requirements greater than that provided
be m:~e ~~ Tmust .~e shown on Tenant's working drawings and will
the inst 11 eniant s expense. Tenant shall be responsible for
a at on of a water meter to service water line
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installed br Land. 1. arc! at a point dU1VIllted hy 1,llndlord.
Tenant shal provide a minimum of one clone-coUpled WAter
closet, one lavatory, and one electric hot water helt~r. All
of the aivrelaid Ihlll be in leoord.nee with Landlord 8 Design
Cl' iteria.
G. Fire Protection.
All tenant .pac.. must oarry the approYllc! fire
txtinguflherl required by governmental authorities. Tenant, at
Tenant'l own cost and txpense, ahal1 wrlp all columns within
the demised premises from the floor to the underside of the
roof deck with one hour fire rated materills. Tenant shall
install all sprinkler pip.., r..d maJns, oros. mains, nipples,
drop head., ate. from the oapped outlets on L~ndlord's bulk
llei n .
H. Mechlnios1 Oystem..
Tenant ahall d..ign and at ita ao1e cost and expense,
in.tlll a complete alr-oonditionIng distribution system. In
addition, Tenant may, et ita option, install an electric
heating system. Such system. shall be designed and installed
in acoordanoe wi th r,.ndlord's nVAC Plans and Landlord' B DesIgn
Crittril, at the location ther.for apecified on Landlord's HVAC
Phn. If Tenant 18 required to install a rooftop HVAC system,
Tenant will reimbur.e Landlord for providing additional rooftop
.truotura1 supporta. Tenant shsll provide an exhaust fan of
adequate capllcl ty for noh toilet room and such other
ventil.l. \11 equipment lIB may be reguired. The design and
locatiOn of exhlust sYlt.emB shall ~e approved by Landlord prior
to installation.
I. E1gns.
All signs shall oonform to the standards as set forth
in Exhibi t "C".
J. Roof Ptnetrations.
Tenlnt shaJ.l submit for approval of Landlord's
architec~ in the working drawing phase, drawings Showing all
roof penetrations for special vent.s and equipment. All roof
openings, reinforcing, curb work and flashing and repairs to
the roof rl?ulred by Ten.nt'. installations shall be performed
by Landlord B contractor, at Tenant's expense. Tenant shall
pay all costs for the opening of the roof and for any special
vents required by Tenant,
I. Insurance.
1. All Risk Insuranoe. In addition to, and not in
1i,u of the other policies of insurance required by this Lease
It all timee during the period commencing with the start of '
construotion 01 Tenant's Hark and terminating on the date of
the ICC'ptano. by Landlord of Tenant's Work as being completed
in acoordenoD with the provisions of this Exhibit "B" (such
perlod"l. herein referred to as "Tenant's Construction
'triod ), Tln'nt, It Jts own cost and expense, shall maintain
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in effect with a respoh_.ble insurance company ap. ~ved by
Landlord, a policy of "All Risk" Builder's Risk Insurance in
the standard Pennsylvania form. Said insurance shall cover the
full replacement value of all work done or to be done and all
fixtures and eguipment installled or to be installed at the
demised premises by Tenant, without co-insurance and without
any deductible clause.
2. Workman's compensation. At all times during
Tenant's Construction Period, Tenant's contractors and
subcontractors shall maintain in effect Workman's compensation
Insurance as required by the laws of the state in which the
Shopping Center is located.
3. Adjustment of Loss. Any loss occurring during
Tenant's Construction Period shall be adjusted with Landlord
and the proceeds shall be payable to Landlord, in trust, for
the purpose of repair or reconstruction. Repair and/or
reoonstruction of all or any portion of Tenant's Work damaged
or destroyed by any casualty occurring during Tenant's
Construction Period shall be commenced by Tenant as soon as
possible after such casualtYI provided that if all or any
portion of Landlord's Work is also damaged or destroyed by such
casualty, Landlord shall notify Tenant when repairs or
reconstruction of Landlord's Work is substantially completed
and, within fifteen (15) days after receipt of such notice
Tenant shall diligently pursue such repair and/or construction
to completion.
4. Insurance Provisions. All policies of insurance,
except Workman's Compensation reguired to be carried by the
provisions of Se~tion K.2, shall contain the following
endorsements in substantially the following form:
""Notwithstanding anything to the contrary, it is agreed that
CAHP IIILL SIIOPPlNG CENTER ASSOClATES, as Landlord, KRAVITZ PROPER'rIES,
INC., as Landlorq's Agent and Landlord's general contractor
(name to be supplied to Tenant), are hereby added as additional
insureds. It is understood and agreed that the insurance
afforded by this policy or policles for more than one named
insured shall not operate to increase the companies' liabili ty,
but otherwise shall not operate to limit or void the coverage
of anyone named insured as respects claims against the same
named insured by any other named insured or the employees of
such named insured. No cancellation or reduction of this
policy shall be effective unless written notice is given by
registered or certified mail, return receipt requested, to the
LandlOrd with a copy to Agent, stating when such cancellation
or reduction in coverage shall be effective, (Which, in no
event shall be less than twenty (20) days thereafter)." True
copies of each such policy or certificates of insurance
evidenCing the same and containing such endorsements shall be
delivered to Landlord prior to the commencement of Tenant's
Work and shall thereafter be replaced in the event of the
expiration, lapse or cancellation of any such pOlicy.
L. Miscellaneous and General Requirements.
1. Governmental Regulations. All of Tenant's Work
shall be done in accordance with the Tenant's Final Plans the
curr!nt requirements of ell applioable laws, ordinances I
~~~~o:f~ins, cOidhes and other requirements of 9overnment~1
es, w t the regulations of Landlo~d'9 fire
underwriter and Landlord's Design Criteria. At any time and
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from time to time dur. the per formance of 'ren81. J Wor k,
Landlord, Agent, Landlord's architect and/or Landlord's general
contractor may entor upon the demised premises and in~pect the
work being porformed by Tenant and take such steps as they may
deem nloe..ary or desirable to ao.ure the proper perfOtffiance by
Tenant of Tenant'. Work and/or for the protection of the
BUilding and/or eny premiaes adjacent to the demised premises.
In addition, Tenant'a Wo~k shall be performed in a thoroughly
firet-ole.. and WOrkmanlike manner. shall incorporate only new
material. and Ihel1 be in good and usable condition at the date
of oa"'plat:lon .
2. Lendlord', Con.ents Interpreted. Any approval or
oon.ent by Landlord or any or all of Tenant's criteria,
sy.tem. plen., or drawings .hall neither constitute an
...umptIon of ullpo".iblllt:y by Lendlord for any aspect: of such
criterie, .~st.ms, plen. or drawings inClUding, but not limited
to, their ecouracy or efficienoy nor Obligate Landlord in any
",.nn.r with re.peot to Tenant'. Work and T~nant shall be solely
rt.ponlible for any defioiency in any design or construction of
all portion! of Tenent'. Work for which Tenant ,is responsible.
J. Permits and Fees. Tenant shall obtain and pay for
ell nec..sary permits end shall ~ay all other fees required by
public authorities or utility companies with respect to
Tlnant'. Work, except that Ll.lndlord may elect to obtain the
building permits for Tenant's Work, in which event Tenant shall
pey the co.t of such permit or, at Landlord's option, Landlord
may deduct ouch cost from "Tenant's Allowance" (as defined in
Artiole IV hereOf).
4. Temporary Storage Areas. No contractor or
subcontractor participating in Tenant's Work may use any space
within the Shopping Center for storage, handling and moving of
meterials and equipment and/or for the location of a field
office or facilities for the employees of such contractor and
Dubcontractor without obtaining Landlord's prior written
approval for each such use. I f any con tc actor and/or
subcontractor shall use any space in the Shopping Center for
any or all of the aforesaid enumerated purposes or. any other
limilar purpose without obtaining Landlord's written approval
theeefor, Landlord shall have the right to terminate p'ch use
and remove all of such contractor's or subcontractor's
material, equipment and other property from ~uch space, without
Landlord being liable to Tenant and/or to such contractor or
subcontractor and the cost of such termination and/or removal
shall be paid by Tenant to Landlord or Landlord, at its option,
may deduct such cost from Tenant's Allowance.
5. Temporary Store Fronts. Temporary enclosure
barricades and temporary signs shall be construoted and
finished by Tenant in accordance with Landlord's Design
Criteria. If Tenant's store will not be open for business with
the public by the date the Shopping Center is first 80 opened
and Tenant has not installed a temporary store front as
'required by Landlord, Landlord shall install it at a cost to
enant of $50.00 a lineal foot.
6. Protection of Work. It shall be Ten~nt's
~.~ponsibility to cause each of Tenant's contractors and
p~o~~~~~act~r~ to maintain continuous protection of adjacent
performan~n fmTProvements against damage by reason of the
. e 0 enant's Work. Each contractor and
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subcontractor shall prvt>er Iy protect Tenant's Wor.. with lights,
guard rails and barricades and shall secure all parts of
Tenant's Work against accident, storm and any other hazared.
7. Interference with Otherc. Tenant's Work shHl! be
coordin~ted with all work being performed or to be performed by
Landlord and other occupants of the Shoppl~~ Center to the end
that Tenant's Work will not interfere with or delay the
oompletion of the Building or any other oonstructlon within the
Shopping Center, and each such oontractor and subcontractor
shall comply with all procedures and ..gu1ations prescribed by
Landlord or its agent! (including, but not limited to, Agent)
for integration of Tenant's Work with that to be performed in
oonnection with the construotion of the Shopping Center.
8. Contraotors. To the end that there shall be no
labor dispute which would interfere with the oonstruction,
oomp1etion or operation of the Shopping Center, or any part
thereof including, but not limited to, the demised premises,
Tenant agrees to engage the services of only such contractors
or subcontractors (for both Tenant's Work and Bny other work
which Tenant does, whether or not such work is permitted or
required pursuant to the Lease) as will work in harmony and
without causing any labor dispute with each other, with
Landlord's contractors and subcontractors and with the
contractors and subcontractors of all others working in or upon
the Shopping Center or any part thereof, and Tenant shall
employ and shall require its contractors and subcontractors to
employ only such labor as will work in harmony and without
causing any labor dispute with all .ot:., t labor then working in
the Shopping Center or any part thereof including, but not
limited to, the demised premises. Furthermore, only those
contractors and subcontractors as have been duly licensed by
the authority having jurisdiction over the appropriate
profession and which have been approved in writing by Landlord
(which approval will not be unreasonably withheld) may perform
any work (including, but not limited to, Tenant's Work) for
Tenant in or upon the demised premises.
9. Financi~l Requirements. Landlord may require
Tenant, before entering on the demised premises to commence
Tenant's Work, to give Landlord proof .1tisfactcry to Landlord
of Tenant's financial ability to complete and fully pay for
Tenant's Work prior to the commencement date or, in lieu
tbereof, either to furnish to Landlord a bond in an amount
satisfactory to Landlord written by a surety company acceptable
to Landlord guaranteeing the completion of Tenant's Work free
of any liens, or to deposit in escrow with Landlord (without
the obligation of Landlord to pay interest thereon) the
estimated SUln required to complete Tenant's Work. If such a
deposit shall be made, upon the satisfactory oompletion of
Tenant's Work in acoordance with the provisions of this Exhibit
M8M and the submission of proof that all bills in connectio~
therewith have.been paid, Landlord shall release such funds
from escrow. Landlord in its sole discretion, both as to the
extent and amount, may release portions of such escrow deposit
directly to Tenant or Tenant's contractors, subcontractors,
materialmen and/or suppliers to pay bills as Tenant's Work
progresses.
10.
partiCipating
subcontractor
Guarantees. Each contractor and subcontractor
in Tenant's Work for which such contractor or
is responSible, shall quarantee or warrant in
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writing, in the manner ~~reinafter set forth, that duch portion
will be free from any deflcts in workmanship and materials for
the period of time or one (1) year after the demised premiees
flrst opens ror bUlinua ~dth the public. All such guarantees
or warrant i.. (collectively rererred to al -guarantee.") .hall
be contained in the oontracts and subcontracts for the
performance or Tenant's Work, shall include the obligation to
repair end replace in a first-class and workmanlike manner, and
without any additional charge, all of Tenant'. Work done or
furnished by the oontrantor or subcontractor, his employees or
_gents, which shall be or become defective within luch one (I)
year periOd, and shall be written so as to inure to the benefit
of Landlord and Tenant as their respective interests may appear
an~ so as to be directly enforceable by either Landlord or
Tenant. All such guarantees shall a180 include the agreement
by the contractor or subcontraotor to pay all expense and
damages incident to the removal, replacement or repair of any
othtr part of Tenant's Work which may be damaged or disturbed
thereby.
11. Temporary Utility Services. Temporary utility
services during construction including light and power shall,
if available, be obtained by Tenant at Tenant's expense, from
the Landlord or, at Landlord'. option, Agent or Landlord's
general contractor at monthly cost of 1$.06) cents per square
foot of floor area of the demised premises, commencing wi th the
earlier of the date Tenant 1s obligated to commence
construction in accordance with Section 4.02 of this Lease or
the date actual construction commences, and ending with the
date a8 established in ~.e Lease for the commencement of the
Utility Charge for Tenant's electricity. Lan~lord shall
provide a connection for temporary electric service at a cost
to Tenant of $200.00. Tenant may use Landlord's equipment and
piping for other utilities at a cost equal to the cost of
~nergy consumed, provided, however, Tenant shall clean and
restore the same to its original proper order and operating
condition.
12. Disclpline.
discipline and go~d order
contractors .
Tenant shall enforce strict
among the employees of Tenant's
13. Cleanup. Tenant shall maintain the demised
premises in a clean and orderly condition during construction,
Tenant shall promptly remove all unused construction materials,
equipment shipping containers, packaging, debris and waste from
the building site, and deposit it in receptacles provided by
Landlord. Tenant shall contain all construction materials,
equipment, fixtures, merchandise, shipping containers and
debris within the demised premises. Halls, courts, arcades,
public corridors, service corridors, service corridors and the
exterior of the Building shall be clear of Tenant's equipment
merchandise, refuse, and debris at all times. Tras~ storage '
within the demised premises shall be confined to covered metal
containers. Tenant shall pay Landlord or, at Landlord's
option, Agent the sum of ten cents ($.10) per square foot of
floor area of the demised premises for the removal from the
~hopp~ng Center ~y Landlord of trash and debris generated by
Tenan~,o~ Tenant s contractors and subcontractors during
s:~~~ces C~~siru~fion Period, if Landlord elects to supply such
responsi'bil't anf ord does not so elect, the same shall be the
· Y 0 1'enant.
14.
as additional
Payment of Charges. Tenant shall pay Landlord
rent, all fees and other charges and/or payments
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for which Tenant is obl.gated pursuant to this Exh.bit "8"
including. ~ut not limited to, the sprinkler bulk main charge,
the roof penetration charge, the trash removal charge and the
eleotri~ ,harge, within ten (10) days after written demand
therefor is i'ade by Landlord. If. payment is not made within
such periOd then Landlord may offset all suoh sums against
Tenant's Allowanoe.
III. CONSTRUCTION PROCEDURBB.
A. Landlord'. De.ign Criteria.
After the execution of the Leaser Landlord's architect
will dt1iver to Tenant one (1) scale draw ng Of the floor plan
of the demised prlm!.e. (the Landlord's "Floor Plan")
indioating, inter alia, demising partitions, general
construotion, column-Iocations, VAV terminal, sanitary outlet,
demt.tio water looation and sprinkler bulk main, and one (I)
oopy of Landlord'. design criteria package which shall ino1ude
Landlord's criteria for design of the demised premises,
preUminary plans, HVAC plans and or! ter 1a, electrical plany
and such other plans, criteria, drawings and information as
Landlord or Landlord's architect deems necessary or
appropriate. All of the items included within such design
criteria rackage are herein collectively referred to as
"Landlord s Design Criteria".
B. Tenant's Preliminary Plans.
'il thi n twenty (20) days a fte r rece i pt by Tenant of the
above, Tenant shall submit for Landlord's approval in sepia
form, complete store front design plans, a sign plan, a
merchandising layout plan, Tenant's estimated heating/cooling
load calculations, HVAC drawings, plumbing drawings and
sprinkler drawings, all of which shall be in accordance with
the criteria set forth in Landlord's Floor Plan and Landlord's
Design Criteria and all of which are collectively referred to
as "Tenant's Preliminary Plans".
C. Landlord's Review.
\. Landlord will review and return to Tenant Tenant's
Preliminary Plans either marked approved, marked to show the
corrections required (in which event such marked-up Preliminary
Plans shall be deemed approved, as marked up) or give Tenant
written notice of disapproval of Tenant's Preliminary Plans
together with the reasons therefor. In the event Landlord
gives Tenant notice of disapproval together with the reasons
therefor, Tenant shall have twenty (20) days from the date of
such notice of disapproval by Landlord to submit revised
Tenant's Preliminary Plans SUbject 'to subsequent markups and/or
disapprovals and corrections in the manner set forth above,
provided, however, if Tenant's Preliminary Plans do not meet
Landlord s approval after the second submission, Landlord, at
its option to be exeroised by written notice to Tenant, may
terminate this Lease, which termination shall be effective as
of the date set forth in such written notice.
2. Tenant's estimated heating-cooling load shall be
~~bject to Landlord's approval and in the event Landlord shall
::PP~o~e the same, Tenant shall revise the same until such
:s me e heating-cooling load is approved by Landlord. Tenant
ha1lhnot change its estimated heating-cooling load once the
same as been approved by Landlord. . .
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3. The infor~wcion contained in Tenant'b electrical
load data form shall be subject to Landlord's approval, and
Tenant shall reviae the same until the lame is approved by
Landlord. When Landlord has approved such information,
Landlord shall supply to Tenant the additional information set
forth in the electrical load data portion of Landlord's Design
Criteria. Based upon such additional information, Tenant shall
prepare its electrioal plans for the demised premises. After
receipt by Tenant of the additional info.mation set forth in
the electrical lo~d data portion of Landlord's Design Criteria,
Tenant may not thertafter modify its electrical load data
unless Landlord hal consented to such modification. Any costs
associated with suoh consented to modifications shall be borne
by Tenant.
4. It is agreed that Tenant is responsible for
satiSfying Tenant's requirements for the demised premises.
Landlord's review is on1r to determine conformitr with
Landlord's Design Criter a and systems. Tenant s responsible
for design and code compliance, construction and installation.
D. Tenant's Working Drawings.
within sixty (60' days from the date of receipt by
Tenant of Landlord's Floor Plan and Landlord's Design Criteria,
regardless of whether the Tenant's Preliminary Plans have been
SUbmitted, Tenant shall submit to the Landlord's architect for
approval three (3) sets and a sepia of complete working
construotion drawings and specifications for Tenant's Work
including architectural, plumbing, electrical, sprinkler,
heating, ventilating and air-conditioning, and mechanical
drawings for all Tenant's Work in accordance with Landlord's
Floor Plan, Landlord's Design Criteria, Landlord's HVAC Plan
electrical load data Supplied Tenant by Landlord and approved
Tenant's Preliminary Plans, if any. Upon receipt of such
working drawings Landlord shall have the same rights of
approval, markup and disapproval and Tenant shall have the Sallie
obligations as to resubmission as are set forth with regard to
Preliminary Plans.
E. Tenant's Final Plans.
The total of all approved Tenant's Preliminary Plans
and approved Tenant's working drawings and specl,fications
(whether such approval be affirmative either initially or after
resubmission by Landlord's markup) are collectively referred to
herein as -Tenant's Final Plans-.
F. Preparation of Tenant's Plans.
All of Tenant's Preliminary Plans, specifications and
working drawings shall be prepared br a registered architect or
engineer normally engaged in the bus ness of prOViding SUch
8ervices and employed by Tenant at its expense. If required by
local or state code, these drawings shall bear the seal of an
architect or engineer registered to Pl'lJctlce in the
jurisdiotion, in order to obtain required permits. Tenant:
shall not subl1lit plans and speclfioations which have been
pre~ared by contractors, subcontractors or suppliers, since
suc plans will not be acoepted by Landlord.
G. Failure to Make SUbmiSSions and Improper SUbmissions.
resubmiss::n:e~~n~ f~~lsdor omits to make timely submission .or
an or of Tenant's Preliminary Plans or any
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sptcifications or any wurking drawings within the .equired time
reriods or fails to or delays in submitting or supplying
nformation or in giving authorization~ or in performing or
completing Tenant'. Work or in any manner delays or in~c~fere9
with the performanoe of Landlord's Work, Lftndlord, in addition
to any other right or remedy it may have under this Lease, at
law or in equity, may purDue anyone or more of the following
umedies.
1. Landlord may 9 lve Tenant at leas t ten (10' days'
written notioe that if a specified failure, omission 0' delay
is not cured by the date therein stated, this Lease sholl be
deemed oancelled and terminated. If suoh notice shall be
complied with, thin Lease shall, on the date stated in suoh
notioe, be oancel1ed and terminated without prejUdice to
Landlord's other rightl and remedits hertunder, and
2. After written nottce of its intention to do so,
Landlord may, at Tenant's cost and expense ino1uding, without
limitation, expense for such overtime as Landlord may deem
necessary, proceed with the completion of any such Preliminary
Plans and/or working drawings and/or Tenant's Work, as the case
may be, and such performance by Landlord shall have the same
effect hereunder as if the desired plans, specifications,
information, approval, authorization, work or other action by
Tenant had been done (but not paid for) ~s herein requiredl and
3. Landlord may require Tenant to pay to Landlord, as
additional rent hereunder, the cost to Landlord of completing
the demised premises in accordance wi th the terms of tll~S Lease
over an~ above what would have been such cost had there been no
such failure, omission or delay, and
4. In exercising any or all of the foregoing remedies
set forth in Section 0.1, 1, 3 and 4 of this Article III,
Landlord shall be entitled to retain and have r~course to any
hand or escrow deposit provided by Tenant.
If any Tenant submission is rejected because of
failure of Tenant to reasonably conform to Landlord's Design
Criteria, Tenant shall pay upon demand the costs of ad~ltional
reviews by Landlord's architects and engineers.
H. Completion of Tenant's Work.
Tenant shall complete Tenant's Work as quickly as
possible, but in no event later than the rental commencement
date.
I. Occupancy Permit.
Tenant shall secure an occupancy permit from that
authority Which has jurisdiotion over the premises in
sufficient time to permit: Tenant to open the premises at the
rental commenoement date.
J. Completion Date.
See Lease Section 302.
1<. Liens.
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Prior to commencing any of Tenant's Work, Tenant shall
file or cause its contractor to file ~~ the appropriate office
a waiver Df mechanic's lien binding upon such oontractor and
all subcontractors and materialmen ~nd shall thereafter pay all
contractors and materialmen so as to minimize the possibility
of a lien attaching to the demised premises or the ShoPfing
Center in conneotion with Tenant's Work. If a mechanic s lien
. is filed against the demised premisep or the Shopping Center,
in conneotion with Tenant's Work, Tenant agrees to bond against
or discharge such lien within ten 110) days after written
request by Landlord. If Tenant shall fail to cause such lien
to be bonded against or discharged within the time aforesaid,
then, in addition to any other right or remedy which Landlord
may ~ave under this Lease, at law or in equity, Landlord may
(but shall not be obligated to) from and to the extent of any
esorow deposit theretofore deposited by Tenant with Landlord
and/or from any other Source, discharge the same either by
paying the amount claimed to be due or by procuring the
discharge of such lien by deposit or bonding proceedings, and,
in any such event, Landlord shall be entitled, if Landlord so
elects, to compel the prosecution of any action for the
foreclosure of such lien by the lienor with interest, costs and
expenses. In the event that Landlord elects to make any or all
such payments from and to the extent of funds other than the
aforesaid escrow deposit, Tenant shall reimburse Landlord, as
additional rent, upon demand, to the extent of such sums and
all costs and expense incurred by Lan~lord in connection with
the removal of any such lien together hith interest thereon at
the highest rate permitted by law, but in no event higher than
ten percent (10') per annum from the respective date~ of
Landlord making of the payment and incurring of the cost and
expense. In addition, Landlord, at its option, may treat
Tenant's failure to comply with the foregoing as an event of
default.
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S~~N REGULATIONS AND
SPECIFICATIONS
EXHIBIT "e"
The purpo$e of these regulations is to encourage and
develop creative and diversified signing for Tenant stores in
oompliance with the fOllowing criteEia which shall in any event
be limited by the provisions of Section 1501 and Exhibit B of
the tease Agreement.
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a. Wording ot the signs shall be limited to Tenant's
permitted store or trade name. Tenant's oustomary signat.ure or
logo, hftllmark, insignia, or other trade identification will b.
permitted only it in conformity with thsst sign regulations.
b. Signs shall consist of individual letters. Signs
of the flashing, blinking or animated type are not permitted.
BOH type 8igns, when built into and an integral part of the
.tote front design may be submitted for oonsideration.
c. The size of all signs shall be limited 6nd shall
be in scale end harmony with the Shopping Center. The
lettering on Tenant's sign shall not exceed the fOllowing
limitationsl
(i) Height - 16" for letters with the exception
of the initial capital letters, if used, which may be 24",
depth - 1" minimum, 4" maxiumum.
(11) Art - No lettering shall be located within
two (2) f~et of any adjacent store or corridor, nor shall any
sign occupy more thon seventy (70') percent of the store
frontage on the mall. The location of the lettering within the
pormitted sign area shall be such as to present an orderly
appeorance of all of the signs of all the Tenants in the mall,
taken as a composite or panorama of signs.
d. Printed signs on storefronts or show windows are
prohibited with the exception of small-scale signs which are
neatly lettered on the glass of the storefront or logos on door
handles.
e. Subject to compliance with all applicable code
requirements, public safety decals or art work on glass in
minimum sizes may be used.
f. Paper signs, stiCkers, banners or flags may not be
used by 'l'enant.
g. An exterior sign (one located on the outside of
Tenant's real wall) shall ~e permitted only in the case of
those tenants authorized bj Landlord to have. direct rear
customer entrance from the parking area, and shall be subject
to Landlord's sole discretion as to design, size and location.
h. No exposed raceways, ballast boxes or electrical
transformers will be permitted.
i. Sign company names or stamps shall be concealed
(applicable ordinances and codes permitting),
j. No exposed sign illumination Bnd no flood lighting
of signs or storefronts shall be permitted.
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k. No permanent or temporary window signs fastened to
the interior or exterior of the show windows shall be permitted
except for si~nature or identification signs lettered or
affixed oirectly on the glass.
1. No more than one store sign may be installed on
.ach store frontage in which one or more customer entrances are
located. If the leased premises is a "corner" store even
though a custom.r entrance is not located on each frontage, two
!tore signs may b. instal1.d one on .ach store frontage of the
l....d prtmises.
m. All sign letters and sign boxes must be internally
illuminated, with the exception of exposed decorative lighting
which shall be in white only. Maximum brightness allowed for
interior signs which front on the enclosed mall, if any, will
b. 100 foot 1amberts taken at the letter face.
n. No portion of any sign shall project more than B"
beyond the storefront.
o. Signs and identifying marks shall be placed
entirely within the boundaries of the demised premises with no
part higher than the neutral curtain wall space above the 9tore
front (or neutral band above, if any).
P. Signs for kiosks, promotional displays or for
shows will in every instance require the written approval of
the LanrUord.
q. Tenant shall comply with the requirements of all
applicable codes, and/or local ordinances and obtain local
government approval when required by code. All permits shall
be obtained by tha tenant's own sign contractor at Tenant's own
cost and expense.
r. All signs must be "Underwrit.ers Approved".
s. No wood blocking or flammable construction
material is to be used in the attachment of any sign material
above t~e store front.
t. Interior projecting signs or graphic
identification which front on the mall shall not be greater
than 2'6" x 2'6", interior illuminated cube modules which front
on the mall shall not be greater than 2'6" x 2'6" x 2'6".
Tenant shall submit drawings for Tenant's signs and
other methods of identification in accordance with the
provisions of Exhibit "B". Notwithstanding the fact that such
signs and other methods of identification are in compliance
with the foregoing criteria, no such sign or other method of
identification shall be installed by Tenant without Landlord's
prior written approval of their size, type, location, quality
.nd aesthetic properties.
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EXHIBIT "0"
CONDITIONED AIR CHARGE RATE ADJUSTMENT SCHEDULt
The following is the "Condition~d Air Charge Rate
Adjustment Schedule" referred to in Article XI of the Lease.
.
Bxcept as otherwise provided, all terms herein shall
have tha .ame meaning as in the Lease.
The Tenant's annual "Conditioned Air Charge" shall be
the sum of the capital facilities charge, the electric energy
usage charge, the maintenance charge, and the make-up air
charge.
ta) The cubic feet per minute (CrM) of conditioned
alr for the Tenant'. demised premises shall be determined in
Booard.noe w.th procedures desoribed in the Design Criteria
r.~.rr.d to In 8xhibit "8," hereinafter called the "Tenant
eN."
(b) The Tena~t's annual capital facilities charge
shall be equal to $1.OQ per "Tenant CFM" of conditioned air for
the demi,ed fre.lses.
(c) The Ttna~t's annual electric energy charge ear
conditioned 4ir.
(1) Incl~ded as part of Common Area Charge"
eac~ Tenant will be allowed a maximum of one (1) CFM
of conditioned alr per sq. ft. of his demised pr,rulses
at ~o additio~al electric energy charge.
(2) The annual electric energy charge for l:he
"Tenants CFM" shall be equal to 14 KWH per "Tenant
CFM" in excess of one (1) CFM per sq. ft. of Tenant's
. demised premises multiplied by the Landlord's KWH cost.
(3) The Landlord's KWH cost shall be the
Landlord's total electric energy cost for the Shopping
Center divided by the total KWH purchased.
(d) The Tenant's annual maintenance charge for
conditioned air.
(1) The Tenant's annual conditioned air charge
for maintenance shall be equal to "Tenants CFM"
multiplied by the Landlord's maintenance cost per erM
of conditioned air.
(2) The Landlord's maintenance cost per CFM of
conditioned air shall be the Landlord's total cost to
maintain the Tenant air conditioning systems divided
by the sum of all "Tenant CFM."
(e) The Tenant's annual make-up air charge.
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(1) Make Jp air is that air which .... exhausted
by Tenant because of code requirements or because the
air is oontaminated by odor or temperature caused by
Tenant's operations and oannot be returned to ~he
system. Such operations inolude, but are not limited
to, restaurant., beauty salons, pet shops, fast food,
etc.
(2) The quantity of make-up air required by
Tenant, hereinafter called "Tenant MA erM," shall be
determined in accordance with procedures de8uribed in
applicable tections of the Design Criteria.
(3) The Tenant's annual electric energy make-up
air charge 8hall be equal to 15 KWH per "Tenant MA
erM" multiplied by the Landlord's KWH cost.
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CHARGE RA1'E_SAMPLE
SAMPLE STORE (See OM-1ft) I
SPACB - 00
TBNANT AIR CONDo - 2,BOO erM
LEASED AREA - 2,500 Sq. rt.
TENANT MAKE-UP AIR - 3,500 crM
COST/~ eOST.(MO $/SF/ll'R
A. CAPITAL FACILITIES CHARGE
,
2800 CrM at $l.oo/crM - $2,800.00 $233.33 $1.12
B. ELECTRIC ENERGY CHARGE
lA8sumed LL Cost 6 cents/KWH )
Excess CrM-2800 CrM-2500 CrM -
300 crM
300 erM x 14 KWH/CrM x $0.06/KWHa 252.00, 21.00 0.10
C. MAINTENANCE CHARGE
(LL Annual Cost-$58,000)
l5B.000 .. 33 cents/CrM/YR
80,000 erM
2800 erM at 33 cents/CrM/YR II 924.00 77.00 0.37
TOTALS - $3,976.00 $331.33 $ 1.59
D. MAKE-UP AIR CHARGE
3500 erM x 15 KWH/CFMx$0.06/KWH - 3,150.00 262.50 1.26
TOTALS .. $7,126.00 $593.83 $ 2.85
SUl<lHARY
Conditioned Air - $1. 59/Sr/YR
Make-Up Air - 1.26/SFIY~
TOTAL - $2. BS/SF/YR
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SURETYSHIP AGREEMENT
In consideration of the execution by Landlord of the
within Lease dated the day of , 19 ,
between CAMP HILL SHOPPING CENTER ASSOCIATES as Landlord and
PC PALACE, LTD. as Tenant, respecting certain store
premises in Camp Hill Shopping Center, Camp Hill, Pennay1vania,
the under.igned, (hereinafter referred to as "Surety")
intending to be 1.gallr bound hereby, hereby becomes surety for
the prompt and raithfu performance by Tenant of the within
L...e .nd all the term., covenant. and conditions thereof
inClUding, but not limited to, the payment by Tenant ot the
rent.l and all othtr .um. to beoome due thereunder.
Surety agrees that (1) this Obligation shall be
binding upon Surety without any further notioe or acceptance
hereOf, but the .ame shall be deemed to have been accepted by
the execution of the within Lease, (2) immediately upon each
and every default by Tenant, without any notice to or demand
upon Sur..ty, Surety will pay to Landlord the s~m or sums in
detault and will comply with or perform all the terms,
covenants and conditions of said Lease which shall be binding
upon the said Tenant as provided in said Lease, (3) no
extension, forbearance or leniency extended by landlord to the
said tenant shall discharge Surety and Surety agrees at all
times it will be liable notwithstanding same and
notwithstanding the faot that Surety has had no notice of any
said default or of any said forbearanCE! or extension, (4)
Landlord and Tenant without notice to or consent by Surety may
at any time or times enter into such modifications, extensions,
amendments or other covenants rp.specting the said Lease and
that Surety shall not be released thereby, it being intended
that any joinder, waiver, consent or agreement by Tenant by its
own operation, shall be deemed to be a joinder, consent, waiver
or agreement by Surety with respect thereto and that Surety
shall continue as Surety with respect to the said Lease as so
modified, extended, amended or otherwise affected, (5) neither
the Surety's obligation to make payment in accordance with the
terms of this agreement nor any remedy for the enforcement
thereof shall be impaired, modified, changed, released or
limited in any manner whatsoever by any impairment,
modification, change, release or limitation of the liability of
the tenant or its estate in bankruptcy or of any remedy for the
enforcement thereof, resulting from the operation of any
present or future provision of the National Bankruptcy Act or
other statute, or from the decision of any court.
Surety further agrees to be bound by each and every
oovenent, Obligation, power and authorization, without
limitation, in the said Lease, and with the same force and
effeot as if it were deSignated in and had executed said Lease
.. Tenant thereunder.
The underSigned, jointly and severally hereby
authorize and empOwer any prothonotary or attorney of any Court
of Reoord of Pennsylvania, or elseWhere, to appear for and sign
~or :he undersigned an agreement for entering in any competent
our an amicable action or actions for the recovery of any sum
1r sums of money Which may be due or become due hereunder and
t~ .aidd amicable action or actions to confess jUdgment ag~inst
e un ersigned for said sum or Sums as f t i h
:~~hout declaration filed, and with ~ttor~ey~:Yfe:~~'i=t:re:~
perc~~~t~htoge~her with an attorney's commission of five (5')
exercise t~reo f' Sbaid authority shall not be exhausted by one
ereo, ut jUdgment may be confessed as aforesaid
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from time to time .nd aa often a~ .ny said sum or Bums beoome
due hereunder, and ,uch powers may be exercised as well after
the expiration of the origin.l term during .ny extension or
r.newal of the within L.....
In any such amicable action, Landlord shall first
cause to b. filed in Iuch action an affidavit made by it or
Momeone loting for it I.tting forth the faots necessary to
author i.. tht entry of jUdgment, of which facts luoh Affid.vit
Ihall be oonolulive .vidtnct, and if . true oOPY of thie
Suret.y.hip Agreement be filed in luoh aotton, it .hall not be
neot..ary to file the original.. a warrant of attorntY, any
ru1t of oourt, ouato., or praotioe to the oontrary
notwithstanding.
The underRlgned txpressly waivel the benefits of law,
now or htreafter enforotd, extmptlllg any goods of other
property from distraint, levy or lale in any legal prooeedings
taken by Landlord to enforct any rights under this Suretyship
Agrtement. The undersigned further waive. the right to delay
exeoution on any realeatate that may be levied' upon to collect
any amount w~ich may be due under the terms and conditions of
this Suretyship Agreement, snd authorizes the prothonotary to
enter a Writ of Executipn or other process upon the
undersigned', voluntary waiver, and further agrees that the
said real .stat. may be sold on a Writ of Execution or ot~er
prootss.
If thls Surety,hip Agreement is executed by two Qr
more parties, it shall ~e the joint and several ob1ig~tio~ of
all suoh parti,., and .~all not be revoked or impaired a. to
any by the death of al~ or any of such parties, or by the
revocation Ot release qf any obligations hereunder, by Of
against all or any of such other parties.
IN WITNESS WHEREOF, the undersigned has
Suretyship Agreement to be duly executed this
, 19 .
caused this
day of
{.::;/'
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Slgnatu~
WADE A. DIETRICH
Print or type name
706 Center Street
Mi11er~burg. PA 17061
Address ----
(Rome)
Q.~ @1r}~9.,.
~-::1t.u~' /~
EDWARD J. JONES
~pe name
RDH1, Box 33
LYKENS. PA 170Qa
Xifch e II
(Home)
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CAMP HILL SHOPPING CENTER
ASSOCIATES,
Plaintiff
IN TIlE COURT OF COMMON PLEAS
CUMBliRLAND COUNTY,
PENNSY/, VAN/A
v,
PC PALACE, LTD" IId/b/a PC PALACE,
WADE A. DIETRICH, EDWARD J, JONES.
NO, (j J. j I O{, C,(~,~I T,._
~~----._-_.- I
Defendants
CIV/L ACTION. LA W
,
TO: Edward A, Jones
RD I, Box 33
Lykens, Pennsylvania 17048
YOU ARE HEREBY NOTIFIED thai on . it",... .J_, 1998, ajUdgment by
I
confession of judgment was entered against you in the above mailer in the amount of Twelve
Thousund One Hundred and Eighty Five Dollars and Forly Three Cents ($12, I 85.43), together
with liquidated dmnages in Ihe amount of Three Thousand and Forty Six Dollars and Thirty Six
Cents (3,046.36), and ulIorneys' fees of Seven Hundred and Sixly One Dollars and Fifty Nine
Cents ($761,59), and interest und costs,
Date: ~_-4-!-2.'i'f _____
,-) t .//.;:
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Prothonotary
YOU SHOULD TAKE THIS PAPER TO YOUR LA WYER AT ONCE, IF YOU DO
NOT HA VE A LA WYER OR CANNOT AFFORD ONE, 00 TO OR TELEPHONE THE
OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP,
Lawyer Referral Service
ClImberl(l/ul COIlIl~V Bar AssociatiO/l
Olle Liberty A Vel/lie
Carlisle, Pel/ll.~I'lvallia 1701./
(717) 249-3166
CAMP HILL SHOPPING CENTER
ASSOCIATES.
IN HIE COURT OF COMMON PLEAS
ClJMBERLAND COUNTY,
"ENNSYI,V ANIA
Plaintiff
v,
NO, .3..J~!i.' (.. CLv..:.'7:t~--,
PCI'ALACE. LTD,. tld/b/u PC PALACE,
WADE A. DIETRICH. EDWARD J, JONES,
Defendunts
CIVIL ACTION. LA W
lY.flIKllflE..l1ll11lME!iI
TO: PC Palace. Ltd.. t/d/b/a PC Palace
3400 Trindle Road
Camp Hill. Pcnnsylvania 170 II
YOU ARE HEREBY NOTIFIED that on
,
(,-~_L.t.-.'.- j
..
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confession of judgment was cntcrcd against you in the abovc matter in thc amount of Twelvc
Thousand One Hundrcd and Eighty Five Dollars and Forty Thrcc Cents ($12.1 R5.43). together
with Iiquidatcd damagcs in the amount of Three Thollsand and Forty Six Dollms and Thirty Six
Cents (3,046.36), and attorneys' fees ofSevcn Hlllldred and Sixty One Dollars and Fifty Ninc
Cents ($761 ,59). and interest and costs,
Date: -0"., J n r; S
/1" 1;'
pr~iJh~~~;~ry 'f." VHJ' . r"
YOU SHOULD TAKE nns PAPER TO YOUR LA WYER AT ONCE, IF YOU DO
NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE
OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP,
Lawyer Referral Service
Cllmberlalld COllllty Bar A~'soclaliall
Olle Liberty II velllle
Carlisle, Pi!/IIuylvallia 170/3
(717) 249-3166
" 'I
CAMP HILL SHOpP/NO CENTER
ASSOCIATES,
Plnintlff
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY,
PENNSYLVANIA
v,
PC PALACE, LTD, tld/b/n PC PALACE,
WADE A, DIETRICH, EDWARD J, JONES,
NO, 98-3106
Defcndants
CIVIL ACT/ON - LA W
NOTICE H1DEFENO
You have been sued in court. If you wish to defcnd against the claims sct forth in thc
following pages, you must take action within twcnty (20) days after this CompJnint nnd Notiec are
served, by cntering a written appearance personally or by attorney ami filing in writing with the
Court YOllr defcnses or objections to thc claims set forth against you, You arc warned that if you thil
to do so, the case may proceed without you and a judgment may bc entcrcd against you by thc Court
without further notiec t(Jr any moncy c1aimcd in thc Complaint or for any other claim or relief
requested by the Plalnti n: Y oumay lose money or propcrty or other rights important to you,
YOU SHOULD TAKE TillS PAPER TO YOUR LA WYER AT ONCE, IF YOU DO NOT
HA VE A LA WYER OR CANNOT AFFORD ONE, 00 TO OR TELEPHONE THE OFFICE SET
FORTI-I BELOW TO FIND OUT WHERE YOU CAN GET LEOAL HELP,
Cllmber/alld COIIl/ty Bar Associatiol/
2 Liberty A velllle
Car/Me, Pel/I/sylval/ia 17103
Te/epl/(I/Ie: (717)249-3/66
AVISO
USTED I-IA SIOO DEMANDADO/A en corte, Si ustcd desea dcfcndersc de las dCl1landas
que se presentan mas adelantc cnlas siguientcs paginas, dcbc tomar accion dcntro dc los proximos
veintc (20) dias dcspucs de lu notiticaeion dc csta Dcmanda y A vlso radicando pcrsonuhnente 0 pOI'
mcdio de un abogado una comparcecncia cserita y radicando en la Cortc pOl' cscrito sus dctcnsas dc,
Y o~icccioncs a, Ius dcmandus prcscntadas uqui cn contra suya, Sc Ic advicrtc dc quc slustcd falla
de tomar accion como se describe anteriormente, el caso puede proeedcr sin us((~d y un fallo pOl'
cualquier suma de dincro rcclamada cn la demanda 0 cualquicr olra reclamucion 0 rcmedio solicltado
pOl' cl demand ante Pllcdc ser dlctado cn contra sllya poria Cortc sin mas aviso adiclonul. Ustcd
pucde perder dincro 0 propiednd u otros dereehos importantcs para ustcd,
5, On or lIbout MlIrch 20,1997, Dcfendllnts entered into a Lease Agreement with
PllIintiff(ll,ellse") IIII' its husiness known liS PC l'alUl'c lit the Camp 11111 Shopping Center located
at 3400 Trindle ROlld, Camp lIill, Cumherlllnd County. Pennsylvania 17011,
6, Said Lease was amended hy thc parties on Fehruary I, 199H,
7, Allached hereto as Exhibit ^ is a true and correct (,opy of the original Lease and
Amendment authorizing Plaintiff to confess judgment against Defendants as 1110re specifically set
fiJrth in Article XXXI. Section 3111, (page 32) ,
H. The Lem:e was duly e)<ccuted hy Defendants, who agreed to he legally bound hy
the terms of said Lease,
9, The I,easc provides that Defendants shall pay monthly rent and Defendants' pro
ruta share of insurance, taxes and operating costs, as well liS an annual percentage rent equlllto
I1ve percent (5%) of gross reccipts, less the minimum annulIlrent paid for such period, as well as
all other charges accruing under the Lease or identified as additional rent on the first day of each
calendar month during the term of the Lcasc,
10, Despite repeated, numerous requests for rent, Ddendants have willfully flliled to
pay hase rent, additional rent. late payment charges or any other charges payable to Plaintiff
under the Lease for the subject premises,
II. Defendants' failure to pay rcnt as per the terms of the Lease constitutes a material
breach of the Lease,
12, Defendunts Dietrich and Jones each executed n Suretyship Agrel'lIlent ("Surety")
whcrehy they would he individually jointly and severally liahle as surety ftll' the prompt nnd
nlithllll pcrftlrlnance of all terms and conditions of till' I,ease, including, hut not limited to, thc
repuYl11cnt of all sluns due to Plaintiff thereunder. A trnl' and l'Orrect copy of thc Surcty is
attached herclo and inl'OrpoJ'llted as bhihil Jl,
11 DclCndllnts Dietrich and Joncs havc lililcd 10 rcmcdy tlv: hrcach of the Lease
hy PC Pulace whidl hrcaches their prolllises 01' surely in the Surety,
14, The SUIll presently due and owing under 11ll' I ,case is Twelve Thousand One
Ilundred Eighty-I,'ivc Dollars and Forty-Three ('ents ($12, I R5,41),
15, On .Iuue 1, I'I'IR, Plaintiff caused ajudgl11ent by confession to he entered in the
amount of Twelve Thousand Olll' IIundrl'd I':ighty-Five Dollars and Forty-Three Cents
($12,1 R5,41), plus interl'st, liquidated damagl's in the amount of Three Thonsand Forty-Six
Dollurs and Thirty-Seven Cents ($1,046,.17), atlof'lwys' Il'es in the alllount of Seven IIundrcd
Sixty One Dollurs and Fifty-Nine ('ents ($761 .:i'l), aud all costs of suit, against Defendants in the
Court of C0l111110n Pleus of Cumherlund ('ounty, Pennsylvania at dockct no, '1R-11 06,
16, The atlached instrul11ent has not been ussigned,
17, The Judgment is not heing entcred hy confession aguinstII natuJ'llI pcrson in
connection with u consumer credit transaction,
I R, Defendants are not subjl'ctlothe protection of the provisions of the Soldcrs and
Sailors Civil Relief Act of 1940, us allll'I1(I<'d,
1'1, Due 10 the Defendants' malerial breach of till' Lease, Plainliffexcrl'ised its rights
und(~r Seclion.j 104 ofthc Leasc totel'lninatc the Lease as ol'Muy 7, IlJ9R,
20. Section 3105 of the I,euse pl'llvides thut, in the evont of terminution of the Leuse,
the Defcndants will puy liquidutcd dumuges in un umount equulto twenty-live percent (25011.) of
the blllunee of the rentund udditional chargcs rcquircd to be paid under the Leuse to the end of
the Lcase term, us if the Lease had not been terminated,
21, The amount of liquidatcd dUlnage~; due under the Lease is twenty..five perecnt
(25%) of Twelvc Thousand One Ilundred Eighty-Five Dollars and Forty..Three Cents
($12,1115.43), or Three Thousand Forty-Six Dollars and Thirty..Six Cents ($3,046,36),
22, The confession ofjudgmcnt clausc set forth in Scction 3 J II ofthc Leasc provides
for recovery of amounts past dll(: under the Ll,ase, liquidated dal11ages, and an uttorneys'
commission of five perl.cnt (5%) of all charges, payments, costs and expepses reserved as rent or
agrced to be paid by Defcndants, and liquidated damagl's, togetlwr with costs of suit.
23. Anatlorncys' fee of live perccnt (5%) of the total amount of damages, together
with costs of suit, is due by the tcrms of the authorization to confess judgment, amounting to the
sum of Seven Hundred Sixty-One Dollars and Filly-Nine Cents ($761 ,59),
24, Defendants' failurc to pay base rent, additional rent, late charges llnd any other
charges payable to Plaintiff under the Lease provides Plaintiff with the authority to file this
Complaint.
r'\
,
LEASE I\GREEM.FfNT
ARTICLE I
PARTIES
THIS LEASE AGREEMENT, made thls 20th day of March ,
1991 by and between KRAVITZ PROPERTIES, INC., a Pennsylvania
cor~ration (hereinafter referred to as -Agent-), as agent for
CAMP HILL SHOPPING CENTER ASSOCIATBS, a partners~ip lh~ret~after
rtfured to aa "Landlord") and PO Palace, Ltc!.
..' .
(htrd.n_~ttr nh~nd_ .1;0, 'II', "Ten.ant:.:' I", w.hose addl"SIII Is
, i8' camp Hill Mail. 32nc! Street anc! Ttlnc!le Ilooel, Camp 11111, PA. 17011
and whose telephone number is ( I (A) 717-692-511'1 & 1l1-6Q7-200q
(B) 717-Q53-9155
If I T N E S S B T HI
Landlord and Tenant covenant and agres as follows!
AR'fICLE II
DEFINED TBRMS
SIC'J'ION 201.
The following terms shall ha~e the following meanings!
A. Pr~mises and Shopping Centerl Landlord leases to
Tenant and Tenant leases from Landlord, for the term and upon
tha terms and condltlona set forth in thle Lease, the store
premises situate and known as Building SecHon No. H ,
Store No.19b&20 and betng measured and described approximately
by the outside building lines, as follow~l
Front!
38
30
feet
2 inches
Depth!
feet
o inches
Total Area! l,lQ5
square feet
loeated approxlmately as outlined upon hhlbi t -A- attached
hereto, the same being a propoaed site plan of a Shepplng
Center (the "Shopping Center") erected or to be erected upon
the premises described thereon, together wlch the right to the
nonexclusive use, in common with others, of all such automobile
parking areas, driveway., footways and other facilities
designed for common use, as may be installed by Landlord as
hereinafter provided, and of such other and further facilities
as may be provided or designated from time to time by Landlerd
for common Use, subject however to the terms and conditions of
thie Leaae and to reasonable rules and regulations for the use
thereOf, aa prescribed from time to time by Landlord. The
purpo.e of the dimensions set forth above and the plan attaohed
hereto II Exhibit "II" is to show the approximate she and
location of the demised premises. All dimensions ere
afProximate only. Landlord r&serves the right t.o change the
s ze, layout and location of any bulldln9s, improvements, or
cemmon areas and fscillties shown on Exhibit "A" as well as
reduce or expand the she of the Shopping Center.
B. Term. The term of this Lease shall be for five
15 I years as further provldsd In Artlele V below. Th1e le.se .h.ll
provlc!e tor .n option to extend the le..e for en additionsl term of five (5) years I
however. Lsndlord end Tenant shall each h.ve the right to terminate the lease by
either giving notice to the other of lease termination with a minimum of .Ix month
written not Ie. prior to the .xpiratlon of the initial fiv. year term.
Landlorc! will include with ten.nt'. I....d preml... an sddltlonal work area within
the ahoPPing center of 500 aq.ft, .t no addition.1 cost to Tenant.
-
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(Ir'
C. Permitte~ Jel The nle, at retail . computer har'dwar'e
and 'oumputer eortware, in addition to Ihc1den~al nIlucellaneou9 Itema related thereto
and for no other purpoae.
D. Minimum Annual Rent.
Yea rII One (1) through Two (2)
Yeau Three (3) through FIvJ (5)
heu Six (6) through Seven (7)
Yuu EI&ht (8) through Ten (10)
$ 36.81U8
$ 18.320.00
$ 22.900.00
Ye.r.
B. IInnual Percentage Rentl A sum equal to five
eroent I 5" of groll receiptl In excess of: 1ears 1-5: $850.000.00,
P1eare 6-7; .9U,600.oo. and 1ears 8-10; .998.850.00. Tenant shall however repo
F. Security I)eposlt. $2.200.00
through
$ 25.762.50
$
a. Initlall1nnuaI COIM1'n Area Maintenance Chargel
$5.496.00
II. Inithl Annual Merchants' Association Ouesr
$ 572.50
I. Inithl Aunual Real Esta". Tax Charger $1.087.75
J. Initial Annual Insurance Chuger $ 973.25
K. Tenant Trade Namer PC Palses
L. Estimated Date of Delluery of Possession I
April 1 , 19 97.
ARTICLE III
POSSESSION
Stction 301.
Landlord werrant. thet It I. the owner of a leasehold
eltate in and to the tract of land shown on Exhibit "A" and
agrees that It will develop upon eald trect commercial
buildings with parking area and improvemenls generelly In
ecoordance with said Plan, and that, subjeot to any delays
oaused by strikes, weather conditiun., governmental
restrictions, scaroity of labor or materials, or for other
realons beyond it. control, it will proceed with due diligence
to oomrlete laid projeot. Landlord ha. ereoted end inltalled
or wll erect and inatall the improvementl upon the demised
premllas SUbstantially al let forth upon Exhibit "S" Ittached
hereto. Tenant shall fully comply with all of the terms,
oovenants snd conditions of said Exhibit "SO, whether or not
Tenant is currently In Possession of the demised premises
purlUant to an existing lease.
Sectlon 302.
Tenant shsll have the option, If construction of the
deml.ed premises is not completed by the datd which Is 11xty
- 2 -
(~he ~otal of all monthly gross receipts bu~ for the purpooe re a~e 0 a pero ntage
ren~ baa.. Tenant ahall be permitted ~o exclude any or all oU~slde saleo,
~r'"
(60) daya afhr the' :Imated oat. of Delivery I'o.nulon,
.1 He sole remedy (Lalldlord nO,t to ~. liable to Tenant or any
othsr peuon, Hrm or corporation t"r sny 10.. or da",age
r.sultlng tharefrom), of oanoelllng this L.... by giving
written notlo. thereof to Lana.ord within fifteen (15) d.ys
,fter s,ld date, provld.d, th.t If a.ld fallura to oomplet. I.
oausad b{ atrlk.a, weath.r condltlona, gov.rnm.ntal
r..trlot on., .carolty of labor or material. or other cauae
b.yond Lsndlord'. Qontrol, .,Id oompletlon d,tl sh.ll bl
eKtend.d for s p.~lod eqU.l to the period of such dll.y. If,
for .ny r...en wh~t.o.ver thr L.ndlord do.s not oomm.nc.
oonetruotlon of the de",llld pr.ml..s by Sept.mblr 1, 1984, the
Lendlord shsll h.v. the option without liability of o.ncel11ng
this L.... by giving slmll.r written notice to Ten.nt within
flft.en 115' d.y. .ft.r s.ld dst..
L.ndlord eh.ll not be obllg.ted to proceed with the
oonstructlon of the demised premlee. unle.. and until fln.nolng
aco.pt.ble to L.ndlord i. obt'lned. Should such financing not
b. obt.lned on or b.for. August 1, 1984, L.ndlord m.y aO notify
Ten.nt In writing, .nd c.ncel this L..... Jf L.ndlord can
obt.ln fln.nclng or ..tlafy the condition. of financing only
upon the basis of modifications of the t.rm. and provlllons of
thl. L...., Landlord .h.ll have ~h. right to cancel this Lea.e
If Tenant refu.es to .pprove In wrltln? .ny .uch modification.
within thirty (3D, day. aft.r Landlord. request ther.for which
r.qu..t may not be made aft.r dellv.ry of po....slon. Ten.nt
.h.ll not unr..aon.bly withhold Ita .pprovalof the aforesaid
modlflc.tlons. Within ten (10' days of receipt of a request
th.r.for from L.ndlord, T.nant .gree. to forward to Landlord a
financial statement of Tenant ~nd/or, If .ppllcable, Tenant's
gu.r.ntor or .lIrety, In form satlsf.otory to L.ndlord oertlfled
by .n Independent certified public Iccountant acceptable to
Landlord. If the financial or credit rating of Tenant andlor,
If .ppllc.ble, Ten.nt's gu.rantor or surety Is not .ccept.ble
tor the purpo.e. of the afore..ld financing. Landlord shall
have the right to cancel this Le.se If Tenant refuses to
Uecute or supply such additional nsuranees andlor guarantors
or .uretles as Landlord 8h.ll st.te a. nece.s.ry for such
Iccept.nce within thirty (301 d.y. 'fter L.ndlord's request
therefor which request m.y no~ be m.de after delivery of
po.se..lon. If any such rlgh' to c.ncel Is exercised, this
~e..e 8hall thereupon be null .nd void, e.ch of the parties
ah.ll be relellsd from any other or 'further liability, Any
.ecurlty deposit made hereunder .hall be refund.d to Tenant
without Interest and neither p.rty shell have any liability to
the other by re..on of such c.ncellatlon.
Sectton 303.
If Landlord Is to perform any work In the deml.ed
preml.e. pur.uant to Exhibit "8", completion of the demised
preml.., 8hall be certlfl.d to Ten.nt In writing by L.ndlord'.
In.pectlng architect, and the delivery of .uch certificate of
compl.tlon to Tenant .hlll constitute d.llvery of the demis.d
premise. hsreunder. Tenant, its agents, servante .nd
contr.ctor., prior to tha delivery of p08ses.lon of the d.ml..d
preml..., ehall have the right to enter upon the deml.ed
preml.e., for the purpose Of taking mea.urements therein, but
~~~ ~otot~er purpo.e, prOvided, however, th.t .uch entry shall
done ~ye~a~~ro~~~h or ob.truct the progress of the WOrk being
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. .
, "
(~
Ile.c:don 304.
Up"n reaetvtng pO~Mes.ton of ths demtsed pr.mtses from
Landlord, Ten.nt ahall wIth dus dlllgencs proc.sd to tnst.ll
suoh ftxturss .nd equtpMent and to rerform such other work .s
ah.ll be requtred pUrau.nt to Exhlb t "0" or "ecess.ry oc
.pproprt.t. tn order to prep.r. the demtsed pr.mtses for the
opining of bUlin.... In the .vent that T.nant doe. not op.n
the dlmi'ld pr.mi.., for the conduct at It. busln... on or
blforl tht R.,tal Commtncem.nt Date (as defined in Section 601
b.10w), Llndlord, In Iddltlon to III othtr remedits hereunder,
,hell havI the option ot (I) t.rmlnating thl. L.aae by ylving
T.nant wr It ten notto. at nah t.rllllnltton, WhtUufon th . L...e
ahall ba t.rmtnated un1... by the d.te of the gtv ng of aatd
written nottce, Ten.nt .hall h.ve opened the demiled premil..
for the oonduct ot it. buainea., or (b) of coll.otJng from
Tenant not only tha mJnimum rent h.r.in provided, but a1.0
additional r.nt .t the rat. of ten (10" p.rcent of the mJnJmum
monthly rent.l per day for each .nd .v.ry d.te from the Rental
Commllncem.nt Date until the d.y Tenant commences to do bUsJn."
In the d.ml.ed pr.ml.... Tenant agr.us not to commence any
work upon .ny portion of the demloed premises until Landlord
h.a approved Tenant'8 plans and specifications In writing dnd
Tenant has otherwl.. complied with the requirements set forth
In ExhJblt "0". Any c~anges In seld planM or specifications
muat be 81mlhrly .Pproved by Landlord.
SECTION 305.
Unles. otherwise sooner terminated pursuant to Its
terms, .ny eslstlng le.se pursuant to which Tenant Is the
t.nant for spac. In the Shopping Center shall terminate Oil
R.ntsl Commenc.m.nt Da~e las defined In Article V belOW), with
the samp, foroe and effect as If such date were set fortll
therein as the expiration dat.. of said lease,
ARTICLE IV
USt;
SECTION 401.
T.nant shall continually use anJ occupy the demised
pr.mlses solely for the Permitted Use under the nam. or style
of Tenant'. Trade Nam. and for no other purpose.
T.nant acknOwledges that Landlord's obtaining a fair
and equitable rental is dep.ndent upon Tenant's concentrating
all of Jt8 busln.ss .fforts within the g.ographlcal ar.a In
which the ShOpping Center Is locat.d upon Tenant's business at
the demised pr.mls.s ao as to maximize T.nant's Gross S.l.s,
and Tenant furth.r acknowl.dges that any activity by T.nant
wlthJn 8uch geogr.phlc.l ar.a In operatJng or partlolp.tlng in
the op.ratlng of . 8imilar or oompetlng busln.ss must
n.a....rlly have an adv.rs. eff.ct on the volume of Grose Sales
by T.nant at the d.mlsed premises to tlle detriment ot Landlord
.nd will deprive Landlord of the fair rental to which the
::r:~rs ~greed. ACCOrdingly, In the event that during the term
· .ass either Tenant or Tenant's management or any
~~~~~~l~~de~ti~~ controlled by T.nant or controlll~g Tenant, or
who control 4 e same p.rson or entity or persons or entities
.,n 10 enant, dlr.ctly or Indirectly owns, operates, Is
ss:e y.d 1~'ldlr.cts or serves any other pIece of bUSiness, the
' Or s m ler to, or oomp.tltlve with, Tenant's business as
- 4 -
~.. "',
ee,t torth herein, wlth!n a radl~e at .t1v. (51 mil.. tram the
out'lde boundary of the SharPing Center, whIch dletance shall
be mea.ured In I Itralght 1 ne without ref.renc. to road
mll..g., then the OtOIS Sale. of .ny ,uch other place of
bUllne.. .h.ll be Included In the Gro.s Sel.. mad, tram the
demll.d pr.ml... to d.termln. the p.rc.ntag. R.nt due under
thll L...., a. fully.. though such Grosl S.l.B had actually
b..n m.de trom the deml"d pr.ml.... In the .vent L.ndlord 10
.l.ctl, all at the provlslonl of Article VI h.r.ot Ih.ll be
applicable to the Grola Salel at., .nd .11 the books .nd recordl
pertaining to, IUClh cOmptth'9 .tore, provld.d, however, the
tor.goLng g.ogr.pltlc llmltltlon Ihlll not b. Ippllolbl. to Iny
esllting looltlon ot r.n.nt or Iny luoh other pl.o. of buslne,.
which L, op.r.ted In . r.glon,l ehopplng cent.r dir.ctly or
Indirectly owned In whole or In p.rt on the d.t. h.r.ot by
Landlord or . prlnclp.l at Landlord.
SICTION 402.
T.nant shill operate 1111 of the d.mis.d fremlees
during the .ntlr. t.rm at this L.ss. with due dll g.nc. and
.fflclency so .. to produc. the m.xlmum gro.. recslpts Which
m.y be produc.d by such mann.r uf overatlon, unl.ss prevented
from doing so by c.us.s beyond Tenant's control. Subjeot to
In'blllty br r.ason of Itrlk.s or labor disputes or
unavaU.bll ty at gOOds or other r.esons b.yond T.nant' s
contrOl, Tenant ahall ulrry at all times In the demised
pr.mls.s a stock of m.rchandlse of such Size, char.cter and
quality as shall be r.asonably d.slgned to prodUce the maximum
return to Landlord .nd Tenant. Tenant shall condUct Its
bUSIness In the demised premises durIng the regular customary
days and hours for Such busIness In the ShoppIng Center ared
and will k"p open for buslnelS from 10:00 A.M. untll 9:00 P.M.
every day (Including, at Landlord's request, Sunday I and during
the same days, nights and hours as the majority of the chain
storea and department store or steres In the Shopping Center.
AR'r I CLE V
1'ERH
SfJCTION 501.
The term of this Leese shall commence on the date when
Landlord shall d.llver POssession of the d.mls.d premls,s to
T.nant, as provld.d In Artlcl. III hereOf, and shall end
lunl.ss sooner t.rmlnat.d as h.r.lnatt.r provldedl at Midnight
on the date of the explratlon of the full Term from the tlrst
day of tho cal.ndar month next succ.edlng the "Rental
Comm.nc.m.nt Dat.., as defln.d In Artlcl. VI hertot, without
the n,cesllty of any notice tram .lther par ty to the oth.r to
t.rmln.t. the same, and T.nant h.r.by walV'1 notlc. to vocate
the pr.mls.s and agr..s that Landlord Iha11 be entitl.d to the
b.n.flt of all proviSions of law resp.cting IUmmary recovery of
POII.sllon from a t.nant holdlng Over to the same .xt.nt as It
statutory notice had be.n given. Tenant's obligations with
r'sp.ct to aocrued minimum, percentage or additional r.nt shall
eurvlv. the .xplration or .arll.r termination of this Leae..
Ift~!quest'd by Landlord, Tenant h.reto agrees to execute
wIn thirty (301 days after the R.ntal Comm.ncement Olt~ a
:upp em.nt to thIs Leas., In the fcrm attached hereto as '
upplement 1, confirming the Comm.ncement Date, the Rental
Eommencement Oat. and explratlon date and stating that this
eu. is In fUll forc. and .ffect. Entry upon the demls.d
~ 5 ~
.-
, .
,...."
pr.",lses by Tenant pr. , to the Rental Conunenceln. . Date shall
be' .ubjeot to all of the torml,' ooven'ants Inti cond 1 t!ons of
this Leaae except for minlmum and peroentagQ rent, T~nent'l
Ihare of real e.tate taxes, common are. oo.ts, lnlurancl
chargel and Merchanta' A'.ocl.tlon due..
ARTICLE VI
RENT
SBCTION 601.
Tenant ahall pay to Landlord the minimum annual rent
in the lum. aet forth in Section 201D, payable in advance in
equu 1I0nthly tn.tdl..ent. 011 the fiut day of each calendar
month during the term hereot., without pdor demand th.refor.
Such minillulII rent aha11 commence to accrue either Ii) on the
date when T.nant ahell cpen the demiaed premiae. for buslne..,
cr IH) on the dete Which Is fortY-five (45) daya arter the
Landlord h.. delivered Po.....ion of uld premises to the
Tenant, whichever date Is earller, said date being herein
lometimes rererre~ to aa the "Rentel Commencement Date." The
first full month's minimum rent and added charges (as defined
In Section 3102 below) ahall be paid upon execution of this
Leue. The next rentd payment date hereunder shall be the
first day of the first calendar month following the Rental
Commencement Date and Iha11 include the pro-rated amount of
rent and added Charges applicable to the per lad from the Rental
Commencement Date to such rental payment date.
BecTION 602.
For each leas~ year or portion thereof during the term
hereof, Tenant shall pay, In addition to minimum rent,
percentage rent as set forth In Section 201E. Anything herein
to the contrary notwithstanding, there shall be no abatement,
apportionment or sUspension of the percentage rent payable
hereunder.
SEC1'ION 603.
The rlrst lease year ehall begin on the Rental
Commencement Date and shall extend for one (I, full calendar
year. Thereafter each lsase year shall commence on the day
following the expiration of the preceding lease year and sh~ll
end at the expiration of twelve (12) calendar months
thereafter.
SECTION 604.
11
WHhJ,n ten (10) dars after the end of each calendar
month dur ing the tsrm of th s Luse, Tenant shall subml t to
Landlord an accurate, unaUdited, wrHten .tatement signed by
Tenant on Its behalf by a duly authorized officer or
repre.entative, .howing the full amount of Tenant's gross
rao~~Pt. ln the demised premJaea during the preceding calendar
mon . lIith eachJ'Q"'....'y statement, Tenant shall pay to
~:~po:~:ot~nethPercentage rent, if any, accrued and payable with
e preceding quarterly period.
SECTION 605.
Within fortY-flve (45) days IIHer the end ()f each
leale year, COmmencing with the first lease year, Tenant Shall
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.ubmlt to Landlord a complete statement certified by an
Independent certified publlo accountant acceptable to Landlord
and alia c.rtlfl.d by Tenant or on It I behalf by a duly
authorl~ed officer cr repreaentatlve, Ihowing accurately and In
.uch detail II rellcn.bly required by Landlord tha full .mount
of Tenant'. groa. r.c.ipt. In the demised premises during the
Immedi.tely prec.dlng 1.... year. At the s.m. time Tenan~
.h.ll pay tc Landlord the full balance of peroentage rent
pay.blo for laid 1.... ye.r, If .ny. Any .xoess of porcentage
rentllle that Tenant lI'y have paid for such lea.. yellr ahall be
r.funded prollptly by Landlord to Tln.nt.
B!C'1'ION 606.
The terll "grol. receipt." aa u.ed her.ln il hereby
defined to mean gro.. receipts of Tenant and of all licenl.e.,
conee..lonalrel and ten.nts of Tenant, from all bUliness
conducted upon or frail the deml.ed premise., wh.ther euch
receipta b. obtained at the d.mlud prelnl.lls or .leewhere, and
whether luch bUllnela be eonductld by T.nant or,by any
ltcenleea, conceulonalres or tenant. of Tenant, and whether
luch reoelpte be evidenced by check, credit, cherge account,
exoh.nge or otherwise, .nd sh.ll inclUde, but not be limited
to, the smounts received from the .ale of goods, war.. and
merchandise (Including commissions on lottery sale., If any)
and for .ervlcea rendered, together with the amount of ell
orders taken, received or filled at the demised premleee,
whether such orden be filled from the demised premhes or
ellewhere. If anyone or more departments ~r other divisions
of Tenant'. buslnees .hall be sublet by Tenant or conducted by
.ny pernon, firm or corpor.tlon other than Tenant, there shall
be included In gross receipts for the purpose of fixing the
percentage rent payable hereunder all the gross receipts of
auch departments or diviSions, whether such receipts be
obtained at the demised premises or elsewhere, In the same
manner and with the same effect as If the business or sales of
such departmellts and divisions of Tenant's business lIau been
conducted by Tenant itself. Gross receipts shall not Include
sales or merchandise for which cash has been refunded, or
allowances made on merchandise clalm~d to be aefectlve or
un~atlsflctory, provided they shall have be' ~ previously
included In gross receipts/ and there Shall be deducted from
gross receipts the slles price of merchandise returned by
customers for exchange, provided that the sales price of the
merchandise delivered to the customer in exchange shall be
Included in gross receipts. Gross receipts shall not Include
the amount of any eales or use tax levied directly on sales and
collected from customers and paid by Tenant, provided that
specific reoor6 Is maue at the time of each sale of the amount
of such sales or use tax and the amount thereof Is separately
charged to the customer. No franchise or' capital stoc~ tax and
no inoome or similar tax based upon income or profits as SUch
and no grolS receipts tax shell be deducted from gross receipts.
SECTION 607.
The business of Tenant and of any sub-lessee, licensee
or concessionaire upon the demised premises shall be operated
so that a duplicate sales slip, invoice or cash register
~.oeipt, serially numbered, shall be iSSUed with each sale or
w~~~saction, whether for cash, credit or exchange or Tenant .
use Such other system for accurately reporting gross
~~ce1~t:las shall b. approved by Landlord. Tenant shall keep
at ~h mes during the term hereOf, at the demised premises or
e general office of the tenant, full c~mplete and accurate
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book. of .Clcount .nd, Jords in .ccordance with, ~apted
.acountlng practice. with re~pect to ,all oper.tlone of the
bu.lne.. to be Clonducted in or from the demle.d praml.e.
Including the recording of ':1'011 receipt! .nd the receipt of
all merch.ndlee into and the d.livery of all merchandise from
the demleed pr.ml..a during the term hereof, .nd .hall ret.ln
.uoh book. and r.cord., .. well .s .11 contr.ot., vouchers,
check., inventory record., .nd other docum.nts .nd papers In
Iny wlY rel.tlng to the op.r.tlon of such bu.lnes., for .t
lellt two (2) yelr. fro. the .nd of the 1.I.e ye.r to which
th.y ar~ Ippliolble, or, if Iny .udit I. required or a
Clontrov.r.y .hould Irl.. betwe.n the p.rtle. hereto reglrdlng
the rent plyable hereunder, until .uch .udlt or controver.y I.
.ter~lnlted. Such book. .nd r.cord. .hall .t III r..son.ble
tlm.. during tho ret.ntlon p.rlod above raferr.d to be open to
the lnapectlon of Landlord or It. duly author h.d
r.pre..ntltlv.., who .h.ll h.v. full .nd fr.e .ccas. to the
I.~. and the right to rlqulr. of Tan.nt, Its agent. .nd
emplo~.e', .uch Inform.tlon or explanation with respect to the
.ame a. ~.y be n.c....ry for a proper ex.mlnatlcn thereof.
SECTION 608.
If It Ie det.rmlned that the dctual gross receipts for
.ny period covered by the statement required pursuant to
Section 605 of thl. Article VI shall exceed the amount thereof
ahown In .ald statement by three percent 13.) or more, Tenant
shall pay all the expenses Incurred by Landlord In determining
the actual gro.. receipts fer .ald period.
SECTION 609.
Ten.nt shall, without prior notice or demand and
without .ny setoff or deduction whatsoever, pay all rentals and
other charges and render .11 statements herein prescribed at
the office of Agent, 1700 Harket Street, Philadelphia,
Pennsylvania or to such other person or corporation, and at
such other place, as shall be daslgnated by Landlord In wrltln~
at laa.t ten (101 days prior to the next ensuing rental payment
date. If Landlord shall pay any monies, or Incur any expenses
In correction of any violation of any covenant of Tenant herein
set forth, the amounts SOpt 'd or incllrred ahall, at Landlord's
option and on notice to Tenant, be conSidered additional
rentals payable by Tenant with the first Installment of rental
thereafter to become due and fayable, and may be collected or
enforced as by law prOVided w th respect to rentals. Tenant
covenants and agrees that all sums to be paid under this Lease,
if not paid within five (5) days after due, shall bear Interest
on the unpaid portion thereof at t.he rata of fourteen 114'1
percent per annum from tha date when due but not in excess of
the hlgheot legal rates. In addition, if Tenant falls to pay
any sum to be paid by Tenant hereunder, Landlord may impose a
late charge in the amount of ten (10') parcent of the sum due.
SECTION 610.
Landlord acknowledges receipt frOM Tenant of the
Securlt.y Deposit as set forth in Section 20lF, to be held as
collateral security for the payment of any rentals and otner
~~T~h~flmoney payable by Tenant under this Lease, and for the
T tUhPertormance of all other covenants and agreements of
t~n~n crr"nderl the amount of said deposit, without Int.rest
e repa d to Tenant after the termination of this Leas; and'
~~~mre~ewal thereof, provided Tenant shall have made all such
en s and performed all such covenants and agreements. Upon
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Iny dlflult by Tenant r.under, all or part of . ,d d.poslt
may. at Landlord'. .011 optlolll b. .pplhd on .ccount of .uch
def.ult. .nd ther..fter Ten.nt Ih.ll promptly restore tha
relultlng deficiency In s.ld depo.lt. Tenant h.r.by wslves the
b.neflt of .ny provision of law r.qulrln; such d'rslt to be
held In .scrow or In trust, Ind .ald depoelt .h.l ba deemed to
ba tha proPltty of Landlord. Landlord may deliv.r the funds
depollted hereunder by Ten.nt to any purchaaer of Landlord'a
Intereet In the de.l.ed preml..a and tharaupon. Landlord shall
be dlsch.rged from .ny furth.r Illblllty with rl.peot to .uoh
deposit.
ARTICLE VII
COMMON USE AREAS AND FACILITIES,
COSTS. INSURANce
seCTION 701.
All f.ollltl.s furnl.hed by L.ndloru In Shopping
Center .nd deslgn.ted for the gener.l us., In common, of
oooupant. of. the Shopping Center. Including T.nant h.reunder,
their Officers, agent.. empluye.s .nd custom.rs. Inoludlng, but
not limited to, p.rklng .r.... stre.ts, sld.walk., oanoples,
roedways, lo.dlng plltforml, w.shrooms, shelters, ramps,
Ilnd,o.pad .re.. and other similar f.cllltlta, ahall .t all
tlmea be subject to tha ,xclualv. control and managem.nt of
Landlord, snd L.ndlord ahall have the right from time to time
to Change thp .r.a, l.vel, location .nd arrangement of such
parking .r..a .nd other facilities ebov. referred to, .nd to
make all rul.a .nd regulatlona pertaining to .nd n.cessary for
the proper oper.tlnn .nd maintenance of the common facilities.
Tenant hereunder and .ny oth.r aub-tenants and llcenaees sh.ll
comply with .11 rules .nd regul.tlons made by L.ndlord
pertaining to the op.r.tlon and malnt.nance of s.ld common
arees and facilities, Including, but not limited to, such
r.aeonable r.qulr.mente partalnlng to sanitation, handling of
trl.h Ind debris, loading and unloading ot trucks and other
vehioles, and sarety and security against fire., theft,
vlndallsm, personal Injury .nd other hazards. The parking area
8hall be Ilml"ed to parking for customers ct Tenants of the
Shopping Cente,' and Tenant and Its employees Rlay not park In
eny portion of the parking area, except that portion thereof
dellgnated or which may hereafter be designated .s "Employees
Parking Area," Landlord Isubject to reimbursement as set forth
below) will operate and maintain or cause to be operated and
maintained the Common Areas .nd facllitlel of the Shopping
Center.
SECTJON 702.
For ellch rear of the t~rm hereOf, Tenant shall pay to
Landlord, lIS addU onlll rent, Tenant's proportionate share of
.11 COltl of operation of the Dhopplng Center and malntenanoe
of the oommon area. .nd faollltles of the Shopping Center
(InCluding the enclosed mall) of which the demised premlles are
a part. AI and for Tenant'. proportionate Ihars, Tenant sh.ll
p~y to Landlord the Initial annual common area maintenance
o arg. as set forth In Section 201G (SUbject to adjustment .s
~~:tf~Ith belOW), payable as additional rent In equal monthly
h a ments at the same time. as fixed minimum rent Is payable
~reunder, without demand and without any dedUction or setoff'
wfatsoever. Jf Tenant's proportionate share of the actual cost
o operation at the ShOPping Center end maintenance of the
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Clo,"mon uu. too III t h. .!or .ny fiaoal yeu of La. .lord eMend.
the. oommon .ne mllnt.nlnc. ohlrgu 'lltullly Plld by 'l'Inlnt for
.uoh period, within ninety ('01 d.re Ift.r the .nd or
Llndlord'l ll.oel Y'lr, t.ndlord w 11 d.llv.r to T.nant .
at.tement ahowing In re..onable d.tall Tenant'. yroportlonlte
Ih.re of .uoh eQtu.l OOlt Ind, within tWlnty (~O d.ye Ift.r
de1huy of Iuoh ltet.ment, Tenent will pel' .uoh UOUI Ihown
to bl dUe by laid Itatement, ea eddltlon.l rent. T.nent'a
~roportlon.te Ih.re of the .0tuIl oOltl of operltlon of the
Shopping Center Ind melnt.nano. of the oom.on ar... .nd
f.ollltl.. .hlll b. 1n the .Im. proportion to the totll OOltl
of .ueh operltlone and mllnt.n.no. I' thl totll gro.. rentable
etel of the deml.ed preml... belr. to the tot.l gro.. numb.r of
r.ntlble .qulre feet of ground floor l.....bl. .r.. eentllnld
within ell ..11 .tor.. (enoludlng Dep.rtmlnt Store., lh.
.upermlrk.t .nd .tore. not .tt.ch,d to the m.ll, ooll.otlvely
reterred to .1 .Seplrlte Storel.'. Th. .tltem.nt .ubmltt.d by
L.ndlord .hell be .uttiolent evidenoe of the eotu.l co.te of
the .toree.ld operetlon Ind m.lntln.noe. The .forlleld oost.
,~ operetlon llnd .dntenlnoe 8hlU inolude aU expendlturu
incurred by or on beh.lf of L.ndlord In op.r.tlng the Shopping
C.nter .nd mlint.lnlng the oommon .r..s end f.ollltlea,
Including, without limitation, the coat of clelnlng, heltlng,
ventilating Ind Ilr-condltloning the enclosed mlll, the cost of
III of Llndlord'. Insurlnce relltlng to the Shopping Center Ind
the oommon Ireae Ind llctlltlll (Inoludlng, but not lImited to,
bodl.ly Injury, public lllblllty, prop.rty damlge liability,
lu~omoblle Inlurlnoe, Ilgn Inaurenoe, Ind any other Inaurance
elrried by Llndlord for the Shopping Cent.r and the common
arel. and flcllltles In limits relsonably seleoted by Landlord,
but exClUding Insurance described In Section 703 belot'"
gardening and landsceplng/ lasessments, repairs, repevlng.
replaeements, preventive maintenance, repainting, Includln9
r.strlplng of psrklng lot end Iceesswsys, rentsl of signs snd
equl~ment, Ilghtlng, senltlry control, removal of snow, tresh,
rubbiSh, gerbage end other refusel depreciation OVer a period
not exceeding sixty (601 months of machinery, equipment snd
other essets used In t.he operation and maintenance of the
Shop~lng Center, repair and/or replacement of on-site water
line., slnitary seWer lines, storm water lines and electrical
lines and equipment serving the propertYI the east of pollee,
seourlty Ind traffic control services/ the cost of all
p.rsonnel required to supervise, Implement end accomplish all
of the foregoing I and an edmlnlstratlve charge equal to fifteen
(15" percent of said costs. Contributions towards sueh costs
by Separate Stores shall bs deducted. At anytime or times
~het Landlord determines that Tenant's share of sctual costs
will exceed the monthly Installments then due from Tenant
hereunder, Llndlord mey edjust the emount of the monthly
In.tallments thereefter due from Tenent on eecount of Its
proportionate share of the costs of operation of the Shopping
Center Ind maintenance of the common areas end facilities by
increaSing such 1nltallm.ntl by an amount equal to one-twelfth
II/12th' of the excesl, If Iny, of Tenant'l estimated share of
lueh costs over the annual common area maintenence charge then
due herellOder.
SECTION 703.
For each year of the term hereOf, Tenant shall pay to
Landlord, es Iddltlonal rent, Tenant's prOportionate share of
ell premium oosts for fire Ind broad form all risks extended
coverege Insurance and rent Insuranoe respecting all bUildings
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an~ improvamants upon. J Shopping Center. Ad an~ for Tenant'.
proportionate .hau, Ten.nt eh.ll p.y to Landlord tha Initlel
.nnu.l In.uranea eh.rga aa .at forth In Saetlon 20lJ (aubject
to .dju.tmant .a lat forth balo~) p.y.bla .. .ddltlon.l re~t in
aqu.l monthly Inltallmant. at tha .ama tlm.. .. fiMad minimum
rent 11 p.yable henunCler, without dam.nd and wi thout any
deduction or ..toff whatloaver. If Tanant'. proportionata
Ihare of the actUIl COlt of lueh inlurenea for any inlurance
yau of Landlord 'IlCUdl uld Iilnull in.uranca oharga aotually
paid by Tlnlnt for lueh plriod, within ninety (901 dlYI Iftlr
the end of Llndlord's lnlurlnoe yelr, Llndlord will deliver to
Tenlnt. I Itlte..ent Inowlng In r..lolllble detail Tlnlnt'l
proportlonlte Ihtre of lueh lotulll inluranol oOltl &nd, within
twenty (201 dlYI Itter delivery of luoh Itltement, Tlnlnt will
PlY .uoh eIlCI" .hDwn to bl due by .aid .tatement, al addtlonll
rent (subject to Idjultmant I. .et forth below). Ten.nt'.
proportionate Ihlre .hall be the lame .. .et forth in Section
702 with r..pect to com.on Irl. ..lnt.nlnce chlrg... The flrlt
inlurlnc. yelr Ihlll be tha pariod covered by InnuIl inlurlnc.
premiuml. The .t.t....nt submitted by Llndlord .hall be
.uftlcient avidanee of the actual inBurlnca OOlt.. At anytime
or times that Landlord determines that Tenant's share of actu.l
eo.t. will eMce.d the monthly Inat.llment. then due from Ten.nt
hereunder, L.ndlord may .dju.t the amount of the monthly
In.t.llment. thereafter due from Tenant on .ccount of Its
proportlon.te ah.re of the coots of insursnce by Inereanlng
.uch installments by .n .mount equal to one-twelfth (1/12th) of
the eMces., if any, of Tenant's estlm.ted shsrs of such costs
over the annual insurance chargs then due hereunder,
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SECTION 704.
Sums due pursuant to Section 702 .na Section 703 sh.ll
be .pproprl.tely .djusted for .ny p.rtl.l years .t the
beginning or end of the term hereof,
ARTICLE \'1 II
MERCHANT'S ASSOCIAT JH
SECTION 801.
Ten.nt shall jOin .nd mQint.in m~mber$hip In .n
Associ.tlon .uthorized .nd reoognized by L.ndlord and
OItabllahed by the Ten.nts in the Shopping Center. Ten.nt
shall p.y to the Associ.tlon e.ch le.se ye.r .uch re.son.ble
.....sments as m.y be fixed from time to time by the
A.loci.tion for cr.atlng snd m.int.inlng . fund to be used by
the Associ.tion for genftr.l promotion.l, .dvertising .nd
welfare purpos.., including .ny .slessments or dues for
.dvertlslng, publicity and gener.l public relations, provided
tho cost to Ten.nt for the first year Ih.ll be .s I.t forth in
Section 201H. Tenant will comply with such byllws, rules and
regulstlons as m.y be adopted from time to time by 1.ld
A'looiatlon and t.ke such .ctlon .s sh.ll from time to time be
n.cess.ry to rem.ln in goad st.nding In the Associ.tion,
Tenant .grees to u"e th. n.me of th. Shopping Center
prominently in .11 of its .dvertlslng .nd promotional
liter.ture regarding the deml'ed preml.es.
SECTION 802.
Tenant agrees th.t the byl.ws of the Assocl.tlon sh.l1
providel (I) e.ch member which Is present .t a meeting end not
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d.11nquent In any o~ 1\... payment. to the Anoclab"n aha11 have
cn~ vat. for ..ch .quar. foot of' floo~ ar.. In It. d.ml..d
preml... (111 ..ch dallnqulllt .....ber shdl b. liable to the
A..oclatton for It. co.t. (InclUdln~ attorn:~'. f,'.l Incurr.d
In oou.cHng .uoh r,1.mber'. d.Unquent d.bt. to the
A..ool.tlon, (1111 L.ndlord .h.ll h.v. a numb.r of vets. .qual
to the 1....r of tw.nty-flv. p.ro.nt (as'1 of the total of .11
votu In the A..ool.Hon Inoludlnt the votu of L.ndlord or the
p.ro.ntagl whloh L.ndlord'. oontr but Ion to the A..oolatlon ~or
thl ...oolatlon y.ar b..r. to the total amount o~ .11 dUe.
p.yable to the A,.oolatlon for .uoh ...O'Olutlon Yllr (lvl th.
Landlord, .. .g.nt for th. A.,ool.tlon, m.y, .t It. option,
ooll.ot .11 ........nt. due Inoludlng d.llnqu.nt ......m.nt. or
d..lgnat. another perty to coU.ot .uch ......I"..nta, (vI
Landlord may, .t It. option, .l.ot to provld. the A,.ocl.tlon
wltb the ..rvlc.. of a promotion dlr.ctor and .11 .t.~f d..m.d
n.o....ry by Landlord to .f~.ctlv.ly o.rry out the promotion
and pUbllo rel.tlonl objlctlv.. o~ the A..ool.tlon .nd/or such
r...on.bl. .p.c. within the Bhoppln9 C.nt.r .. m.y b. n.c....ry
to o.rry out the ~unctlon' of the promotion director .nd hi. or
har .t.~~ and the A..oclatlon .hall r.lmbur.. Landlord for
.uoh, and (vi) Landlord may provld. that the occupant of any
d.partment .tor. and/or .upermarket .hall have a .eat on the
Board of Dlr.ctor.. rurth.rmor., no bylaw, rule or r.gulatlon
of the A..oclation .h.ll oon~llct with the provlslona of thia
L...., and mora particularly with any rules and regulstlons
.dopted by Landlord or In any r.spect diminish the rights of
Landlord har.und.r. .
SI!CTION 803.
In sddltlon, Tenant shsll pay to tne Merchants'
Association, as additional rent, the sum of twenty-Hve ($.25)
cents per rentable square foot of total area leased by Tenant
upon r.celpt of notlca from Landlord that the demised premises
ara ready fur occupancy as Tenant's share of the cost of the
"Grand Opening" of the Shopping Center, said payment to be due
even If Tenant Is not open for business for the .Urand op~nln9"
.0 long as Tenant I. required to open for business hereunder
within one (I) yur after the seld "Grand Opening."
AR1'ICLE IX
PUBLIC UTILITIES
SECTION 901.
In addition to all rentals herell. specified, Tenant
shall be r.sponsible for and shall pay for all utilities, used
or consumed In or upon the demised premises, snd all water
oharge., as and when the charges thersfor shall h.come due ond
payable, commencing on the date Lsndlord notifies Tenant that
the demised pramlae. ar. ready for ocoupancy. Unlesa supplied
by Landlord, Tanant shall promptll' make all appropriate
.ppllcations to the local utility companies and pay all
required deposits, connection faes and charges for meters and
..rvloe for all utilities.
SECTION 902.
fu I h dIn the event any utility or utility sorvices are
rn s e to Tenant for which a lien could be filed against the
demised premises or any portion thereof (such as wster rent or
sewage disposal), the Tenant shall at Landlord's request, pay
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tho COlt thueof to Le.. .ord II end when the cher\l.~ therefor
beccme due and payable, otherwlll, Tln.nt ahal1 de11vvr
original receipted billa therefor to Landlord within thirty
(30) daYI after the aame ero ~U1 and payab1a without Interelt
or plnalty.
lllCTION '03,
(I) In thl avent Landlord ahal1 elect or be required
to furnleh any utility .ervloe' to Tenant (other thin
ellotrlolty Ind Conditioned Air a. dllorlb.., below), T.lI.nt
h.rlby egr.e. to purohl" and pay for the .am. from Landlord,
provld.d Llndlord ah.ll ohug. thu.for not mon than the um.
oon.um.r r.t. .. 1. ohlrg.d by the publlo I.rvlo, oorporatlon
or munlolpal authority, a. the ca.. may be, supplying allllll.r
u.agl .nd ..rvlce. to I r.tall ou.tomer In the 9.ner.l ar.. In
whioh thl d..i..d pr..il.. Ir. Iltult.d.
(II) T.nant .gnll to p\lrClhu. from Landlord and pay
for Conditioned Air to b. u.ad by T.nlnt for heating and air
oondltionlng the d.mlltd pr.mlen, .. additional rent, upon
pre.entatlon of billa therefor, at the r.t.o oet forth In and
.abj.ct to adJustm.nt. in .oeordano. with Landlord'.
Conditioned Air Charg. Rat. Adju.tm.nt Seh.dul. atta~h.d h.r.to
II Exhibit "D."
(IU) Landlord w1l1 Initially purchase water from the
Rlv.rton Water Company via at laa.t four (4) metered oervlceo
at four (4) met.r roole location.. Each domestlo water meter
will .ervlce a grouping of ~'ll ator... A 3/4" capped velve
outlet will b. provided for eech Tenant. If Tenant requires
gr.ater than a 3/4" weter 'ervlce, Landlord will furnish and
Inetall the r.qulr.d water piping and modification, at Tenant's
eKpenae. At Landlord'a option. Tenant will Install a water
m.t.r with remo~e r.ader. Landlord will only require metering
of large water use tenants such as beauty parlors, restaurants,
eto. Normally, small retail atores with only toilet rooms will
not b. r.qulr.d to b. m.tered.
Landlord will divide Its total water cost by gallons
.upplled to obtain the average water cost per gallon. Landlord
will ch.rge metered Tenants"or water usage based on the
av.rage cost per gallon mUltiplied by metored gallons
consumed. Landlord will then deduct from the total water cost,
the amount billed to metered Tenants anu the balance of the
wat.r costs shall b. apportioned on a gross leasable area basis
among the unmetered Tenants.
(Iv) There Ie currently no sewer rent Bslde from real
..tat. taK's. In the .v.nt the local authority, municipality,
utility or other body coll.otl for the sewerage or senltary
..rvioe, Tenant oov.nant. .nd agrees to pay the ..wer rent
oharg. (both minimum and otherllhe) alld any oth.r. tax, rent,
levy, oonneotion f.. or m.ter or other charg. which now or
h.re.ft.r Is .s.....d, imposed or may beoome a lien upon the
pr.mi..s, or the r.alty of which they are a part, pursuant to
law, order or r.gulatlon made or Issued In connection with the
UI' or malnt.nance of any ..werage connection or system.
(v) Landlord may, after thirty (30) days' notice to
Ten.nt, cease to furnish anyone or more of the utility
s.rvioes to the premises, without any responsibility to Tenant
e~cehPt to connect Tenant's distribution facilities therefor '
w t enother souro. for the utility service so discontinued.
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IVi) It I.. ended that the cost of e. .triclty be
included n the _inimu_ annual rant. Since the characterl8tiCi
of T.nant '. eltctrfotl equlp_.nt and flllturu are not kllol/n at
the tl_. of the Illeoutlon of th II leu., Llndlord and 'enlllt
/Ire riot Ible' to Igu. ufon the aUln to be include" in the
_inimum rant for eleatr city (laid lum being h.relnlfter allIed
the .Electriclty Component",. ror thlt reaeon, the minimum
annulI rent .et forth in thll 1111' do,. not Inoludl the
Bleotrloity component. ^t luoh tl_. al the Bl.ctrlclty
Compon.nt .hell b. aetermlned in Iccordlno. with Bxhlblt .B. or
thh h..e, ,..he mlnlltult ,nnud rent Ihlll be Idjulted to
inolude the .le~trlclty COmponent.
IlleTION '04.
Landlord Ihall not be liable to Tenlnt for any dl_Ige.
Ihould the furnllhing of Iny utili till by Llndlord be
Interrupted, curti lIed or required to be t.rmlnated beoaule of
nec.eelry repalrl or improv._ente or Iny OIUI. beyond the
raalonlbl. control of Llndlord. Any Int.rruptlon, curtailment
or ce"ltlon of utili tie. or I.rvioe .hall not ~elleve Tenlnt
from the performlnce of Iny of Tenlnt's covenlnts, conditions
.nd egr..m.nte und.r thl. 1......
ARTICLE X
TAXES
SECTION 1001.
Tenant shill pay to Landlord each fiscal year or years
of the tadng authorities during ths term hereof (appropriately
apportioned for nny p.rtlal year at the beginning or end of the
tsr_ hereof' on demand, as additional rent, "'enant's share of
real estate taxes", as herelnaft@r described, based upon the
tilcal years of the taXing authorities.
SECTION 1.002.
Tenant's share of real estate taxes for any such
fl.cal y.ar '~all bean amount .qual to the product obtained by
multiplying thd numb.r of gross rent IbIs square fe.t of ground
floor ar.a leased by Tenant by the .current tax per square
foot. in such tlacal year. The current tax per square foot
shill be computed by diViding the amount at the total rell
eltate taxes and Issessments levied on the Shopping Center by
the total gross numb.r at Iquare feet of rentable ground floor
area in the Shopping Cent.r or portion ther.of reflected in
such ISlellment.
SECTION 1003.
Tenent shall be relponsible for Ind shill PlY before
delinqu.noy all tlxes ass.ssed Igalnst any 1ellehold interest
or personal property of any kind owned 01' pllced In, upon or
ebout the demised premi..s by the Tenant.
SECTION 1004.
If at any time during the term of this Lease the
~::~~~s ~fllta.ation prevailing at the ~ommenoement of the term
s a be altered so that in lieu of or ae supplement to
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or . .ub.tHute for th, .ho1e or .ny part of th. , J1 IItat.
tu." or .rn..am.ntu now l.vied., ....u.d or Impond on the
Shopplnll C.nter, t!1.r. .hall bt levl.d. .......d. or Impoltld
IiI . t.~, ......m.nt l.vy. impo.itlon or oh.rv.. wholly or
p.rtl.lly .. . O'fit.! l.vy or oth.rwl.., on the r.nt. reo.lved
th.rtfrom, or (ii . tn. ...e..m.nt, levy (lnaludinll, but not.
limlt.d to, tny muniolp.l, .t.tt or f.dtr.l ItvYI, Impo.lt.lon
or ohUlIt mtnured by or b..'d In WhDlt or In part ufon tht
Ihoppln9 Ctnt.r .nd I_po..d upon the L.ndlord. or II II .
110.n.. f.. IIIl1l1ur.d by th. rent P'Y'bl. und.r thll L..... th.n
tll .uah t...., ........nt.. l.vl../ Impo.ltlon. .nd Oh.fll",
or th. p.rt th.r.o~ .0 1II...ur.d or D"td, .h.ll b. d..med to b.
Inolud.d In the 9.n.r.l r..l ..t.t. t.... .nd ........nt.
P.y.bl. by the T.n.nt pur.u.nt to S.otlon IDOL .bov. to th.
..t.nt th.t ,uoh t....i ......m.nt., l.vl.., Impo.ltlon. .nd
oh.fll" would b. P.y.b . I~ th. Ihopplnll C.nt.r w.r. the onlr
proptrty ot th. L.ndlord ,ubj.ot th.nto. IInd tll. 'rln.nt ah. 1
P'Y 'nd dl.oh.rg. th. ""'1 a. h.r.ln provld.d In re.p.ot to the
p.y..nt ot g.n.r.l r..l ..t.t.. t.... .nd ......mtnt... R..l
..t.t. tll... .hllll lnolud. .11 t.... Ittrlbutabl. to
Improv.m.nt. now or h.re.tt.r m.de to th. C.nt.r or .ny part
th.r.of or the prt'ent or tutur. In.t.1l.tlcn at fl.tures,
1II,0hln.ry or ,qulpmtnt th.reon or th.r.ln, .11 re.l ..tat.
t'.t.. ......m.nt., wat.r .nd ..w.r r.nts (not b....d on
con.umptlonl .nd oth.r Impo.ltlon. IInd ch.rg.. at tvery kind
.nd n.turt what.otvtr, nonrecurring II w.ll 18 recurring,
'f'CI'l or .~traordinary, ordln.ry, foreleen and unfor.,en and
a 1 In.tallments thereof levi.d. ass.ssed or ImpoSld or due and
p.y.bl. .r. liens upon or .rl.lng In conn.ction with the us.,
oooupancy or poss.sslon at, or any Inter..t In, the Center or
.ny p.rt thtreof, or any land. bUilding or oth.r Improv.ments
therein.
SECTION 1'005.
As snd for Tenant's proportionate share ot real est.te
t..... Ten.nt shall pay to Landlord the Initial annual real
estate t.x oharge as s.t forth In S.otion 20!I, payable ~s
.ddltiond r.nt in .qual Inonthly Installm.nts at the same tllnes
a. ~I~.d minimum rent I. p.yabl. hereunder, without demand and
without any deduction Or s.totf whatsouver. It T.nant's
proportlon.te shar, ot the actual real estate taxes and
'."lsmentH for any tiscal year e~ceeds s.ld rea! estate tax
charge actually paid by T.nant for such period, Landlord wi!!
d.li'.r to Tenant a ststem.nt .howing In re.sonsble detail
T.nant'. proportlonats Bhart of such actusl real estate taxes
.nd ss...sments and, within twenty (201 d.y. atter delivery of
.uch ttatement, Ttn.nt will pay such exoe.s shown to be due by
..id .tatem.nt as additional rent. Th. oftlcial ta. bill and
tht stttement .ubmitt.d by Landlord sh.ll be sufticlent
evidence of the actual re.l e.tate ta~es .nd ISlessments. If
at any tlm. or.tl~e. L'ndlord r.celves notice of an inoreas9 In
the anell.lIlent or tax ute. Landlord m.y adjult the .mount at
tht monthly in.t.llm.nts thertafter due tram Tentnt .n .ccount
of It. profortlonate .hare ot rt.l e.tat. t..es .nd .....Sm.nt.
by Increa. ng suoh In.t.llmtnts by an .mount equal to
on.-tweltth Il/12thl of the exc.ss, if any, of Tenant's
estimated ahsre of .uch real estate taxes and ass'Ssments ov.r
tht resl tst.te tax oh.rg. then due from Tenant htreunder.
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I\R'rlCLE Xl
IlEPAIRS
SECTION 1101.
Landlord will kaep the r~of and the exterior walll of
the d.~i..d pr.ml..., in proper repair, excepting any work done
by T.nant, any gla.., doora, door alo.er. or fram.., and
axoeptlng eny work lion. by Tenant end work requlr.d by re..on
of. Tenant'a nI9119.no. or .i.u.. of the deml.ed pr.~I'e',
pro,lded thet In ,'oh aa.. Tenant .hall ha'e gl'.n Landlord
prior written notla. of the neoe..lty of .uah rep.ir.. The
r.pair or replllo..ent of work done by T.nant, ghlll doore,
door alo..r. .nd fr.... .nd d.m.ge aauled by Ten.nt .
n.glig.no. or .i.u.. of the d.mi..d pr.mi.e. .h.ll be the
r..pon.ibility of and ahall be dOh. by the T.nant. Ten.nt will
.1.0 .ak. all n.a....ry r.pair. and replao.ment. in order to
k..p the interior of the demi..d premi.e., together with all
.l.ctrical, plumbing, heating, .ir-cvnditloning and other
mechaniaal Inatallatlon. therein, all doora, ddor cloeerl and
fra~.', all plate glae. and door and window glala framea and
all flxlurel, equlpm.nt and .toak, clean and In good order and
proper repair (including periodic painting) at It I own expenle,
U.ln9 material. and labor of kind and quality equal to the
original work, and will surrender the demised premises at the
.xplratlon or earlier termination of this Leas In as good
condition al when recelyed, excepting only det.rloratlon caused
by ordinary wear and tear and damage by acclde~tal fire or
other aaeualty of the kind Insured aqalnst In standard pol..:les
of fire Insurance with extended coyarage not caused by Tenant,
It I agentl, employees and Inyltees. Except IS hereinabove
proYlded, Landlord shall haye no obligation to repair, replace,
maintain, alter or modify the demised premises or any part
thereof, or any plumbing, heating, electrical, air-conditioning
or other mechanical Installation or equipment therein and the
aame shall be the re~ponslbillty of the Tenant. Under no
clrcumltancel shall Landlord be obligated to repair, replace or
maintain any plate glals or door or window glass, frames or
door aoYers and Tenant shall at all times carry In a reputable
company, full coveT age Inaurance on 311 plate glaaa In the
demlled premlaes and ahall cauae prompt replacement If chl~~ed,
cracked or broken, laid polley or a certificate thereof shall
be deposited with Landlord and shall provide that It shall not
be cancelled or modified for any reason without at least twenty
(201 d8ya prior notice thereof to Landlord. Anything herein to
the contrary notwithatandlng, any work or alteration made by
tenant to the roof, exterior walls or affecting the structural
Integrity of the building of which the demised premlaes are a
part (eyen If with Landlord'a conaent) aha II releaae and
disaharge the Landlord ot and from any duty Landlord may haye
to keep and malntlln the eame in good order and repalrl and
Tenant agreel to be solely responslbl~ for and thereafter to
repair .nd to Nainteln the roof, exterior walls and the
Itruatural Integrity of the building to or on Which Tenant haa
caused any work to be done or alteration made. No holes are to
be cut through the roof without Landlord'a prior written
consent. In the event any holes are required to be cut In the
roof, Tenant will engage Landlord's roofing contractor or any
roofer approved by Landlord's bonding company, to flash and
patch such holea 10 as to maintain the validity of Landlord's
roof bond and responalbility thereunder.
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ARt'ICLE XU
,
TENANT'S RIGHT TO MAKE ALTERATIONS
SECTION laOl.
Tenlnt .h.ll not mike Iny Ilterltlonl, Improvements or
,ddltlonl to the de~l.ed premll" during the term ot thil Leall
or sny exten.lon or renewsl thereot without tlret obt.ining the
written aonllnt ot L.ndlord. T.n.nt .h.ll not aut or drill
into, or lIaur. .ny thture, ,pplntul or l,quipmlnt of .ny kind
to .ny plrt ot the demi.ed pre.i.e. without flr.t obtsinlng the
wrltt.n aonlent of L.ndlord. All alterltlon., Improvem.nts .nd
addlt!on. ..de by Tenant a. afore..ld .h.ll r...ln upon the
pre.i... .t the Ixplr.tlon or ..rlier termln.tion of thi. L....
and .h.ll beaome the prop.rty of L.ndlord, unles. L.ndlord
.hall, prior to the e~flr.tion or t.rmin.tion of thia L....,
have given written not oe to T.n.nt to r.move the ..me, in
whioh event T.n.nt .h.ll remove .uch .aenttonl, improv.m.nts
and addition. and r..tor. the premi.e. to the 11m. 900d ord.r
and condition In which it WIS It the cammenc.ment of thil
Le'le. Should Tenant fall so to do, Landlord may do so,
collect.lng, at Landlord's option, the copt and expense thereof
from the Tenlnt as Iddltionll rent..
SECTION 1202.
Tenant shall at all times maintain fire insurance with
broad form all risks extended coverage endorsement insuring the
interut of L.ndlord, Agent and of Tenant ! . oompanies
Icceptable to Landlord at all times and in an amount acceptable
to Landlord at all times as adequate to cover the full costs of
replacement of all such alterations, additions, Improvements or
changes In the event of fire or extended coverage 100s. Tenant
shall deliver to the Landlord certiflcatee of such tire
insurance coverage, and such pOlicy shall contsln a clause
reqUiring the. insurer to give the Landlord twenty (201 days'
prior notice of csncell,tion. Tenant sh~ll deliver to Landlord
new or renewal insurance certificates twenty (201 days prior to
termination or canoellation of the pr lor policy.
ARTICLE XIII
AFFIRMATIVE COVENAN1S OF TENANT
SECTION 1301.
T,enant shall I
(i) Comrly with any and all current or future
requiremente of any of the oonstltuted public authorities, and
with the terme af any State or rederal statute or local
ordinance or regUlation sppllcable to Tenant or Its use or
ocoupancy of the demised premises, and save Landlord harmless
from penalties, fines, costs, expenses or damages reSUlting
frOIl failure to do so, ,
(II) Give to Lsndlord prompt written notice of ~ny
accident, fire or damage ooourin9 on or to the demised premlsesI
(iil) Load and unload 900ds at such times in the
areas and through such entrance as may be designated for suoh
purpises by Landlord. Suoh trailers or truck~ shall not be
~er~ tted to rv~aln parked, overnight, In any area of Shopping
en er, whether loaded or unloaded,
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, (iv) See that there ar, no u/ldue aocumuhtlone of
garbage .nd refu.., keep the .ame in proper oont.lner. on the
Interior of the d.Ilt1.d pr.ml...., until o.lled for collection,
r.mov. the ..me at T.n'nt'. .xp.n.., .11 In .ooord.no. with
munloIpal uguletlon.,
(v) Op.rate heating and ooollng equlpm.nt to maintain
Itore tempetatun between ni, and 74"l.n the wll\ter month.
Ind bltlreen 72" .nd 78" In thl 'UlIIII\tr ,.onth., .ubject to
contr.ry gov.rnll.nt.l regUlation.,
(vi) klep the outsld. Ir.a. Imm.dllt.ly Idjolnlng the
d..I..d pr.ml... ol.ln .nd fre. from .now .nd 10. .nd not to
pl.o. or plrmlt any rubbl.h, ob.truotlon. or M.roh.ndl.. In
Iuch .r..., ,
(vii) k.ep the dlml..d pr,mlles (including Ili
.et.rior .urf.oll .nd both Ildl. of .11 gl,sl) olean, ord.rly,
..nttlry .nd frel from objlctionable odors .nd from in.ects,
v.rlllln .nd othlr p..t.,
(vllil R.qulre Tenant'. employee. to plrk their clrs
only in those portion. of the parking Irll de. IgnIted for the
pur po.. by L.ndlord,
(lx) Keep Its dhplay windows, Including window or
sh.dow boxe., In the demised premls.., dressed and illuminated
.nd it. Ilgns Ind ext.ernll lights w.ll lighted every dlY from
sundown until 10100 P.M., '.plaoe promptly .t Tenant's expense
with gll.8 of kind Ind quality equal to the orlglnl1 any plate
llleu or window Dr door gllu In the demised premises whloh may
ti.oome orlcked or brOken,
(x) Conduct Its business In th. premises In 111
re'peots In I dignified mlnner and in looordlnce with high
.tlndlrds of Itorl operation,
Ixl) Comply with all reasonable rules and l'e\lulatlons
of Llndlord In effect at the tlm. of the execution of this
Lellle or It Iny time or times, Ind from time to tlml,
prolftulgated by Landlord, ~.' Ich Landlord In Its .ole discretion
.hlll deem neousary in' OOnt,ection with the demised premises,
the building of which demised premises are a part, or the
Shopping Center, inoluding the Installation of suoh fire
ext1nguisheu, wat.r buckets and other 81fety equlpment IS
tlndlord may relsonably reqUire, and
(xli) In the event any labor, mater lala or equipment
are furnllhed to Tenlnt on the demised premises with respect to
which any mechanic's or materl81man's lien might be filed
against the d~ml8ed premises, or against Landlord'e Interelt
therein, take appropriate action prior to the furnlehlng
thereOf to ISSure that no suoh lien will be fllld, and pay,
when du., III lums of money that may beoome due for Iny suoh
labor, Illater ills or equipment and to CIUst Iny suoh Hen to be
f~11y di.oharged and released promptly upon reoelvlng notice
thereOf, and shall indemnifr and save Landlord harmless from
~ny COlt, 10ls or expense, ne1udlng reasonable attorney's
ee., relultlng from the filing of euch 11en or Incurred by
Llndlord in diecharying the lame should Tenant fall to do so
~romp~ly. Nothing n this Lelle Ie intended to author Ize
enan to do so or cause eny work or labor to be done or an
mater hls 'to be eupplled for the a"oount or benefit of y
~:~d:r~d, ~11 of the same to be Solely for Tenant'l aooount and
e an It Tenant's sole risk and expen~e.
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ARTICLE: XIV
NE:GATIVE: COVENANTS OF TBNANT
SBCTION 1401.
renant .hall not do eny Of the following without th.
prio~ con..nt in writing of Landlord,
IiI U.e cr Operate any .achinery that, in Landlord'l
opinion, i. har.ful to the building or dl.turbing to othar
t.nlnt. in the building of whioh the demt.ed premt... tl .
Plrt, nor .hlll renlnt UI. any loud 'felk.ra, televi.tons,
phonograph., radio. or other dsvice, n a mlnner 10 II to be
h'l~d or .een outlide of the demis.d premi.ss, nor dt'play
.erchandi.e on the exterlor of the d,.i'ed premi.e. either tor
.al. or tor promptional purpo'e.,
. liil Do or ,uffer to be done, any aot, matter or
thing objectionable to the fire ineuranee oompanle. Whereby the
flu In.uranee or any other lnsuranoe now in force or IlIreafter
to be placed on th3 demi.ed preml'es or any part thereOf, or on
the bul1d1rlg of whleh the demtaed premls", may be a part, shall
beoome Void or susrsnded, or whereby the SlIme shall be uted as
I more hazardous r Ik than at the dete when Tenant receives
POSsssslon hersunder. In case of a breach of thla covenant, in
addition to all other remedlas at Landlord hereunder, Tenant
agreu to 1-.0' to Lsndlerd 18 additional rent any and all
lnerease or lncreases at premiums on Insurance carried by
Landlord On the demieed premises, the Shopping Center or any
part thereof, caused In any way by the ocoupancy at Tenant,
(iii) Attaoh any awning, antenna or other projection
to the roof or the outside wells of the demised premises or the
bUllding of which the demised premises are a part,
(lv) Conduot any auction, fire, bankruptcy, or
selling-out sale on or about the demised premises,
(~. Be upen tor business on any Sunday unless the
Hall is opened and operated by Landlord,
lvl) If Tenant is a corporation, merge with another
entity or l1quidate or dlslolve, nor shall oontrol of said
oorporation ohange or be affected by the tranSfer ot stOck
exoept by reason of death ot a Shareholder,
(vii) Execute or deliver any security interest in any
trade fixtures or other property placed upon the demised
premise. at any time, and
(viii) SOlicit businels or distribute any handbills
or other IdvertA.ing matter in the common areas of the ShOPPing
Center I
Name.
Ilx) Operate unaer any name other than Tenant's Trade
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ARTICLE XV
SIGNS
SECTION UOl.
Tenant shall not place, alter, exhibit, in~cribe,
paint or affix any lign, awning, cenopy, advertiaement, notice
or other lettering on Iny plrt of the out.id, of the demi.ed
pr.mi.e. or of the buildin, of Which the demi.ed premise. i. I
part, or in. ide the deml.ed pre.iee. if vl.lble from the
out.ide, nor paint Iny brick or Itcnework, cornice work, mill
work or iron work, without fir It obteining Lendlord', written
'fProv'l thereof, and Ten.nt further I,ree. to maintain Much
, ,n, Iwnlny' clnopy, l,tterlng, ItC., a. may be Ipproved In
good condit on .nd upalr at III thIes, and r'falr all damlge
to the dembed pumbe' that h CIUlld by tha n.tallatioll,
.,lnt.nenc. or remcvel of .uch ,I,nl, lettering, etc. Tenant
,hall comply with the dgu .pecUlcatloll' attached hereto at
Exhibit .C. and made I plrt hereOf.
ART) CLE: XVI
RIGHTS OF LANDLORD
SECTION 1601.
Landlord reserves the tollowing rights with respect to
the demised premises I
Ii) At all reasonable tilnes, by itself or its duly
authorized ag~nts, employees and contractors to 90 upon and
Inspect the demised premises and every part thereof, to enforce
or carry out the provisions of this Lea.e, at its option to
make repairs, alterations and additions to the demised premises
or the building of which the demised premises are a part, to
perform any detaulted Obligation Tenant or for any other
purpoa..,
(it) To dhPJar a "For Sale" sign at any time, and
also after notice from ether party of Intention to termlnat~
this Lease, or at any time within five 15) months prior to the
explration of this Lease, a "For Rent" sign, or both "For Rent"
and "For Sale" Signs, and all of said Signs shall be placed
upon such part of the demised premises as Landlord shall
require, except On display windows or doors leading into the
demised premises. Prospective purchasers or tenants authroi~ed
by Landlord may inspect the premises at reasonable hours at any
time,
(iii) To install or place upon, or aftix to, the root
and exterior walls of the damised premi.es equipment, s19118,
dieplsy" antenna, and any other object or structure of any
kind, provldsd the .sme shall not materially impair the
structurel integrity of the building cr interfere with Tenant'.
oocupancy,
(iv) At any time snd from time to time to make
alterations, or additions, to, and to build additional stories
on, the bUilding ln which the premises are contained, and to
build adjOining the same. Landlord also reserves the right to
construot other or add to other buildings or improvements in
fthe Shopping Center I and to permit others to do so to do BO,
rom time to time,
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(v) To disoontinu& any Bnd,.ll faoillti~s furnished
.1Ind sllrvioes renduod by Landlord not eXpressly OOnvenentod for
herain, it belny Understood thBt thay oonstitute no pert O~ the
oon.iderBtian tor this LaB.e,
(vii At Bny Hille and trolll tlmB to time to use 1Il1 or
eny part ot the roof snd axterlor wSll, at the demised praml.a.
tor any purpo.as, to arect sOBffolda, proteotive barrier. snd
othsr sldl to constructicn on, sround and about the sxte~ior at
the d..i.ed premisas, providld that looese to the demised
prs.i.es sh.1l not bs oOlllpletlly denied, to enter the demised
prembes to shan tit. toundetions and/or welh thereat snd/or
to tn.tlU, Illdnta.in, u.., repl!r, inspeot and refhce pip..,
ducts, conduits end wires 1Uding through the dem .ed prelllba'
end .erving other farts of tha OhoPfing Center in looation,
which do net meter elly intertere w th Tenant's uee thereat.
Tenent turther agreee that Landlord Illay .eke eny u.e tt desires
at the .ide or rear walls at the demised premises, provided
that there shall bs no encroach..nt Upon the i~ter ior at the
d..i.ed pr..mi,..,
Ivii) It en excavation shall be made or authorized to
be made upon land adjaoent to the premises, Tenant ahall afford
to the peraon oauling or authroized to CaUBe such excRvaticn
license to enter Upon the fremiss8 for the purpOSe of doing
such work as Landlord shal deem neceesary to preserve the wall
or the building of which the premises form a part from iujury
or damage and to aUPPort the same by proper toundations,
without eny clelm tor demages or indemnlfloetlon against
Landlord or diminution or abatement of rent,
Ivlli) Landlord shall not be liable In any such case
tor any Inconvenienoe, disturbance, 10s9 of business or any
other annoyallce arbing from the exercise of any or all of the
rights ot Landlord in this Section 1601/
Ih) The purpose of the plan hereto annexed as
Bxhlblt "A" is solely to show the approximate location of the
demised premises. Landlord hereby reserves the right at any
time and from time to time to make Changes or revisions In such
plan, inClUding, but not limited tn, additions to, sUbtract;ons
from, and/cr relocations or rearr~ngements of, the bUll~lngs,
parking areas, and other Common Areas shown on such plan,
prOvided only that the si~e of the demised premises, and
reasonable access thereto shall not be SUbstantially Impalr~d,
(x) Landlord reserves the right to sever the
ownership of or title to the various S~ctlnns of the Shopping
Center sndlor to place separate mortgages on said sections of
the Shopping Center andlor to plaae separate mortgages on said
sections, in which case the right ot Tenant and other tenants
in the Shopping Center will be preserved by a written
declaration or agreement, to be eXecuted by Landlord and duly
recorded, creating mutual, reciprocal and Interdependent rights
to Use the parking and other common areas and the utilities and
facilities needed tor the fUll use and enjoyment of the demised
prembes by Tenant and other tenants or occupants In the
shopping Center without Impairing any of the duties and
obUgationn ot Landlord to Tenant under this I,eass. 'fenant
Shalt edxecute from time to time such instruments reasonably
requirei by Landlord and its mortgagee to eftectuate the
pro v sons Of the Section 1601 (x), and
IKI) If during the last month of the term of this
Lease or any reneWal or extension thereOf, Tertant shall have
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removed III or lubltll,.lll1y III of Tenant's J;>rotr~rty from the
de"'llId fumlau, Landlord mar' 'prior ,to the expiration or
termlnlt on of the term of th e Leeee, without releallng Tenant
from Iny of Tenlnt'e obllgatlonl purlulnt ~n thl. Leaee,
Inoludlng, without limitation, Tenent'e obllgatlonl to repelr
end rutou the demised premlau Ind to pay the full rent and
other eUIII due hereundu, Immedhtely enter upon the d8ln1ul/d
pumllle and alter, renont. and deeorete the e.,ne,
ARTICLE XVII
DAMAOe TO PIIIMISES
8IlCTION 1701.
It the deml.el premllel .hlll be dlmlged by flrl or
other In'Ured ca,ullty, not due to Tenlnt'. negllgence, but Ire
not thereby r.ndered untenantlble In whole or In part, Landlord
.h.ll promptly It It. own expen.e clu.e luch damage to be
repaired, and the minimum annual rent Ihall not be ablted. If
by reaeon of any .uoh oonurrenOI, tha demised premlsel Ihall be
rendered un~enantable only In part, Landlord Ihlll promptly at
It. own exp,n'e olu.e the da.age to be repaired, and the
minimum ren~ melnwhll. .hall be .bated proportionately as to
the portion of the demised premlsel rendered untenantable. If
the deml.ed preml..s ,hall be rendered WhOllr untenantable by
rea.on of such occurrence, the Landlord shal promptly at Its
own expenle cause suc~ clamage to be repalred, and the minimum
rent melnwh'la ehall be Ibated In whole, .-ovlded, however,
that Landlord ehall have the right, to be exerciBed by notice
In writing delivered ~o Tenant within Ilxty (60) days from and
efter eaid accurrence, to elect not to reconstruct the
dutroyed premhn, and In such event this Leue and the
tenancy hereby create4 Bhall cense as of the date of said
occurrence, the rent to be adjUsted as of such date,
Landlord's obllgatlon~ hereunder shall be limited to the
buUdlrlg Shell and work or Iglnally done by Landlord at
Landlord's cost.
SECTION 1801.
ARTICLE XVI II
INDEMNIFICATION AND PUBLIC LIABILITY INSURANCE
Tenant will indemnify Landlord and lave it harmless
from and egalnst ftny and all claims, actions, damages,
llebllity and expense In conneotlon With loss Of life, personal
injury and/or damage to property occurring in or about, or
arlsing from or out Of, the demised premises and adjacent
Sidewalks and loading plettorma or ereas or occasioned wholly
or In part by any ect or omiSSion Of TenantJ Its agents,
contractors, cuetomer. or employees. Tenant shall keep In
forca at its own axpen.e public liability Insurance In
companies at all times acoeptable to Landlord sufficient to
caver luoh indemnification and naming as In9ureds Landlord
Agent and Tallent, (and, upon request, any other party named by
La~dlOrd) and containing an express waiver Of any right Of
:u rogation againlt Landlord and other named Insureds
el gnated by Landlord, with minimum limits of Five Hundred
:~o=ea:~ D;llars ($500,000) On account of rerscnal Injuries to
aoCO~at ~ one person, and One Million DollarD 1$1,000,000) on
n o. personal Injuriss to or death of more than One
(XII)Notwlth~t.ndlng anythl g t th
relocate Tenant's dId n 0 e contrary herel~, Landlord reserve~ the rIght to
mell end s h I em.e premIses to an alternative location wltllln the e"closed
adver.ely ~~re~~ ~;~;~~~. e~~:llbe et Lan~lord's expense and .hall not materially or
or egress to the de I I ty to conduct bu.lness or arrect VI81bll1ty or Ingre..
and Tenant, ShoUldm se~ preml.es, Such relocation Shall be epproved by both Landlord
right to terminate t~~ClereIOcatlon not be approved by Tenant, Tenant .hall have the
In Writing or the new loc:~~o~~thln ninety (90) day. art.r.~dlord notlCl~a Tenant
\1' , "
penon U the ruuH, ,ny one Icoldent or diu. :, Ind rive
hundred Thouund Do1hre ($500,0001 on Ilccount of dlmagq to
prO'rlrty, Ind Tenlnt will furthet depoelt the polley or
pul oln of luch Inluranoe, or certlflcatu thereof, with
lI.ndlord with evidence of ply,.ent of premium It 111 tlmee
commencing with the date Tenlnt flr.t entere upon the demlleo
pre.l.el for any pUr pOle. Ilch policy Ihl11 provld. egalnlt
clnoellltlon wlthuut twenty (20) day I prior written notloe to
the n..ed Inlured.. Landlord mlY r~qulr. Inoreloed Inlurenoe
limitl If epproprllte for 11.11ar operatlonl in the Ir.. of the
Shopping Center at any tl.l.
ARTICLB XIX
NAIVIR or CLAIMS
SICTION HOl.
Llndlord and Landlord'. ag.ntl, employees Ind
oontr.ctore Ihlll not be Illble for, and T.nant h'r.by re1sal.1
ell clllml for, demage to rerlon or property eustalned by
Tenlnt or any pereon claim ng through Tenant resulting from any
theft, fire, accident, occurrence or c~ndltlon In or Upon the
demlud premh.. or buUd1ng of which they shall be a part,
Including, but not limited to luch claim. for damage resulting
from (II Iny defect in or failure of plumbing, heating or
air-conditioning equipment, electric wiring or Installation
thereat, water pip.., statu, railing. or walks, (11) any
equipment or "fPUrhllancee becoming out of repair, (111) the
burltlng, leak ng or runnln~ of any tank, wa.hltand, water
clout, waste pipe, drsln or any other pipe or tank in, upon or
about luch bullding or premises, (Iv) the backing up of any
sew.r pipe or downspoutj (vI the escape of steam or hot water,
(vi) wet.r, snow, or Ice being upon or coming through the roof
or eny ather place Upon or n.er such building or premises or
otherWise, (vii) the falling of any fixture, plaster or stucco,
(VillI broken glase, Ind (Ix) any act or omiSSion of co-tenants
or other occupants of said building or of adjoining or
contiguous property or bUildings.
SECTION 1902.
In the event the demised premises or its cont~nts are
damaged or destroyed by tire or other insured casualty, the
rlghtl, if any, of sither party hereto against the other with
resfect to suoh damage or destruction are waived, and all
pol oleo at tire and/or extended coverage or other Insurance
covering the demised premises or its contents shall contain a
cleuse or endorsement prOViding in substance that the insurance
Shall not be prejUdiced If the Insureds have waived the right
of recovery from eny person or persons prior to the date and
time of lo.e or demage, if eny.
ARTICLB XX
TRADB FIXTURES
SECTION 2001.
All trade fixtures Ineta11ed by Tenant in the leased
r~emleu shall be new or completely reconditioned and remain
e pro1Plerty of Tenant and shall be removable et the expiration
or ear er termination of thie Lease or any renewal or
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extension thereof, pro, .ded T.n.nt eha11 not .t e....h tlm. b. In
defiult und.r .ny cov.n.nt or agra.mant oontaln.d In thla
L....' .nd frovid.d further, th.t In the event of such remov.l
Ten.nt ah.l promptly r.stor. the pr.mlses to th.lr orlgln.l
ord.r .nd oondltion. Any luoh tr.d. fixtur.s not remov.d at or
prior tu suoh t.rmin.tion ah.ll b. and beuom. the prop.rty of
L.ndlord. AU improvem.nts .nd f htur.. In.hU.d by T.n.nt
o~htr than tr.dt flxturts, Inoludlng but not limlttd to,
ht.ting equipm.nt, lightlny flxtur.., air-conditioning
equlp.ent, store front, Ot ling, w.ll tre.tmtntl floor
oovtrtny' ~'lu.binll and el.otr lod systems and f xtures, whethQl'
or not natslled by Ten.nt, sh.l1 not bt remov.ble at or b.fore
the expiration or .arll.r t.rmlnatlon Of this L.... or .t the
explr.tion of .ny renew.l or .xten.lon thereof, .nd sh.ll
bsoome the property of Landlord without .ny oomp.ns.tion
ther.for to Ten.nt.
ARTICLE XXI
A99IGNING, MORTGAGING, 9UBLETTING
.SECTION 2101.
Tenant ah.l1 not .eslgn, mortgage, pl.dge or enoumb.r
thi. Lease, In whole or In part, or sublet the whole or any
part of the demised premises I or permit the uee of the ~hole or
.ny p.rt of the demieed prem ses by eny lioensee or
conoeaeionaire, without first Obtaining the written consent of
L.ndlord. ~hls prohibition shall be oonstrued to inolude a
prohibition against any assignment Ot SUbletting by operation
of law. In the event of any suoh assignment, eublettlng,
1io'nslng or granting or a oonoesslon, made with the written
Consent of the Landlord as aforesaid, Tenant will nevertheless
r'maln liable for the performanoe of all the terms, conditions,
and oovrnants of this Lease. Any permitted assignment or
subletting shall be by agreement In form and oontent acceptable
to Landlord. If Tenant ia a corporation, and If control
thereof or of its puent changes at any time during the term
hereof, Landlord, at Its option, may, by giving sixty (60) dal'S
prior written notice to Tenant, declare such change a breach of
this Leas., Landlord htreby consents to the assignment of this
Lease or the Subletting of the demlaed prelnlus to a wholly
owned subsidiary of Tenant, subject to the provisions above
respecting continued liability of Tenant and the form and
substanc. of the agteement. If any assignment or subletting
involvss a change cf use, Landlcrd Dlay condl tlon Its apprCVal,
~nter alia, upon a revision of the percentage rent rate as may
e apprcpr late for luch different Ule.
ARTICLE XXII
SUIlOIWINATION
SECTION 2201.
This Lease, upon request by Landlord, shell be
automatically subject and subordinate to any and all
nO~io~c~pancy leases, mortgages cr deeds of trust (collectively
ga t' Mortgages") now or hereinafter placed upon the Shopping
en er, or any part thereOf, snd to all future modlflcatlcns
c~rSolldations, replacements, extensions and renewals of and
a amendments and aupplements to said Mortgages. '
Notwithatanding such SUbordination, as aforesald, this Lease,
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IMr.ept II otherwL'1 he..inafter provldld, shall n~~ terminate
or be dlvnted by foreolo.ure or' other, default proceedlnv.
under laid Hortgava. or obligation. .Icured thereby, and Tenant
.hall atturn to and reoognlla the Lellor, Mortglve., Trult.. or
thl purch...r at thl foreclo.ure ..1. In the event of .uch
for.olo.ure or other def,ult proceeding, .. Ten.nt'. Landlord
for the bal.noe of the term of thi. Lea.e, .ubject to all of
thl term. and provl'lone hereof. Such L...or, Mortvagee or the
puroha.ar at ..id for.olo.ur. .al. .hall not bel
Uti,
Llabl. for any .ot or oml..lon of Landlord,
Subject to eny off'et. Dr def.ne.e whloh T.nent
might hav. .geln.t L.ndlord,
Bound by any r.nt or eddltlon.l rent whioh Tenent
..y hev. paid to Landlord for mora than tha
our rant month, and
(iv' Bound by eny em.ndment or modlfloatlon of thie
,..... mad. without He conlent. '
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(HI
seCTION 2202.
Notwlthst.ndlng the ettornment egreements hereinabove
.et forth, the b.nericlary of any euch attornment agreements
mey .lect to declere eald ettornment provlsione to b. null end
void and of no foroe end effect.
seCTION 2203.
.nd all
ArtiCle
Tenant agrees to execute, acknowledge and deliver
documents required to effectuate the provisions of
XII.
any
this
SECTION 2204.
Tenant egrees to give any such Lessors, Mortgagees
end/or trust deed holden by registered mall a copy of any
notice of default served upon the Landlord, provided that prior
to .uoh notice, Tenent ha. been notified in writing (by way of
Notice of Assignment of Rents and Leeses, or otherwise' of the
addrese of such Le',ors, Mortgagees and/or trust deed holders.
Tenant further agrees that if Landlord shall have feiled to
cure euch dereult within the time provided for In this Lease,
then euch Lessore, Mortgagees and/or trust deed holders shell
have en edditional 60 daye within which to oure suoh default or
if such defeult cannot be oured within that time, then such
.ddltionel time a. may be neceeeary to cure euch detault
(InClUding, but not limited to, commencement of foreclosure or
defeuH proceedl ngs, if necessary, to effect such oure) In
Which event this Lease shall not be termin.ted while such
remedies are being so diligently pursued.
SeCTION 2205.
In the event that uandlord, eny mortgagee or proposed
mortg.gee ot the Shopping Center ot which the demised preml'ee
are e part, or .ny governmental or quasi-governmental body
oontemplatlng the issuance of br hevlng Issued obligations with
~::P:ot t~ the Shopping Center of which the demised premises
thei p:r or lany part thereof (the "Author Hy"" Dr any or
~ repeat ve oounsel, shall deem Tenant to be a "prinel al
~::~nu~W~~~ln tfhel meaning or Section l03(b) (6) or the Inter~al
e 0 954, as amended (the "Code"' I of any faolllty
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d.m'II' to '.n.nt .. th. r.,ult of the .xerelUI ot .h. pow.r of
.ml'n.nt domlln of Iny lIovernmente1 body, wh.ther ,uoh 1(1" or
damlY' r,.ult. from oond.mn.tlon of p.rt or .11 of the d.ml..d
pr.m ... or .ny portion of the p.rklng 'r.~ or ..rvle.
.ntr.ne.. Ind .alt.. ShoUld Iny pow.r of .mlnent domlln b.
.x.rall.d Ift.r T.nlnt I. In pO.....lon, .uah .x.rai.. .hall
not VOid or lJ,tp.lr thh Agrllm.nt unhu the .mount of the
d.ml..d pr.ml... .0 tlk.n I. .uoh .. to DUb,t.ntl.lly Imp.ir
th. u..fulne.. of. the deml..d pr.ml... for th. purpo.. for
whloh the ..m. .r. h.reby deml..d In whloh .v.nt .Ither plrty
m.y olno.l thl. L.... by notlo. to the olh.r within .taty (601
d'YI .ft.r PO""llon t. tlk.n Ind th. r.ntll herltn provld.d
.hlll .b.te (proportlonlt.ly or .ntlr.ly, '1 the 01.. mlY bel
.. of the d.t. pO.....lon I. tlk.n by th. condemning luthcrlty.
ARTICLIl XXVI
FINANCING STATEMENT
8ECTION 2601.
T.nlnt .h.ll not .nt.r Into, ex.out. or d.llv.r any
flnanolng .gr..m.nt that o.n ba con.ld.r.d I. . priority to any
1...., mortglg. or d..d of tru.t upon the d.ml..d pr.ml.e. and,
In the ev.nt Tln.nt do.. 10 ...out. or d.llver .uch fln.nolng
agrUm.nt, luoh aotton on the pert of Ten.nt .h'll b.
con.ld.red a br..ch of the terms .nd conditIons of thl. L....
.ntltllng Landlord to .uoh r.medle. .. ar. provld.d for
h.reln. T.nant Igre.. that L,ndlord .ha:' hay. .n ..pr..s
contractual ll.n (in .ddltlon to any .tatutory 1I.n) for the
p.rformance of .11 of T.nant'. oblIgations PUtsu.nt to this
L...., Upon all of the fIxture., m,chln.ry, .qulpm.nt, goods,
Inv.ntory Ind p.rson.lty whloh .r., or h.r..ft.r may be, pl.c.d
In or upon the d.ml.ed pr.ml....
ARTICLE XXVII
SURRENDER IIND HOI,DING OVER
SECTION 2701.
T.nant, upon .xplratlon or tarmln.tlon of thIs Le,s.,
.ith.r by laPII of tlm. or oth.rwl.., shall peaceably render to
L.ndlord the pr.ml..s In broom-cl.an condItion and In good
Up.lr. In the ,v.nt th.t T.n.nt shaU fall to surrender the
pr.mlaes upon d.mand, Llndlord, In .ddltlon to all oth.r
remedlu avalhbh to It h.reunder, 'haU have the right to
r,c'lv., as llquldat.d dlmagea for all the time Tenant shall so
r.tlln pos.e..lon of the preml... or any part th.reof, .n
.mount .quII to tWice the minImum and percent.ge r.nt .peclfied
In thle L.a.., I. applied to such period. If T.nant ramaln. In
poa.e'.lon of the pr'miae. with Landlord'. con.ent but wIthout
· n.w L.... reduoed to writIng .nd dUly .xecuted, 'tnant .hlll
b. deem.d to b. OOcupylng the pnmh.. II I tenant It will
subj.ct to all the COV.nanta, condItIon. .nd agreement. of'thl.
bL"'ie, exc.pt th.t the then current minImum .nnual rent shall
· ncrea..d by 50' during Such p.rlod.
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11111 The UUng of e petitl,on by or against Tenent
for adjudloetlon .. a bankrupt or !,naolvlnt, for Ita
reorgenllP~lGn or for the eppolntment of a reoelver or truutee
of Tenent'. property, en e..lgnment by Tenant for the benefit
of areditora, or the taking of ponenlon of the property of
Tenant by any govarnmental offie~r or ageney purauant to
ltatutory authority for the dlnolution or liquidation of
Tenan t,
, ...
',Iv) rlllu.. of Tenant to pay whln due ant
In.tall.ent of rent hlrlunder or any nthlr .u. hire n required
to be paid by Tenent,
(V) Vacation or deaertlon of the demlled pr.~la'l or
permitting the .a.. to be empty and unocoupied,
(vi) Tenant'a removal or attempt to remove, or
manlteetlng an intention to remove Tenant'l 900da or property
from or out of the demtsed premllel otherwlla than In the
ordinary and usual oour.e ot bUllne.s without having flrat paid
and lIatlaHs" Landlord for aU rent whlah may become due dur ill9
thl entire term of thlll Leaaa,
(vii) Tenant's fellure to perfurm any other covenent
or condition of thlll Leella within twenty (70) days after
wrlttan notice and demend, unlesl the failure II of luuh a
oharaoter aa to reaulre more than twenty (20) dara to cure, in
whloh event Tenant'l fallura to proceud dlllgenl y to cure luch
flilure I' '11 oonatltute an event of default, and
(viii) FailUre of Tenant to comply with Section 2701
hereof.
ARTICLE XXXI
RIGHTS OF LANDLORD UPON DEf'l\ULT BY TEIll\N1'
SECTION 3101.
!' the event of occurrence of an event of default
hereunder I
(I) The whole rent for the balance of the term of
thia Leaae, ae hereinafter oomputed, or Iny part thereof, at
the option of the Landlord, shall Immediately, without act or
notice, become due and payable al if by thl terms of this Lease
the aame were payable In advance, and
(Ii) Landlord may immediately proceed to dl9traln,
collect or bring action for the whole rent or such part thereOf
a. aforeaaid, al being rent in errears, or may enter jUdgment
tharefor in an amioable action aa herein ellewhere provided for
in ca.e of rent in arrearl, or may file a Proof of Claim in any
blnkruptcy or Inial veney proceedings for lueh rent, or Landlord
may institute any other proceedings, whether similar to the
toragoing or not, to snforce payment thereof.
SBCTIOH 310~.
Rent for each year for the balance of the term after
the happening of any event of default for the PUrpose of
computing the Whole rent for the balance of the term of this
Leale under Section 3101 and 3105 hereof Ihall be computed el
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equ.l to the yearly aV~.'ge if the minimum and p,..lntage rent
pa~able by Tlnant rurluant to Artiole VI of thia ~e"1 for the
la.t three 131 ful l.aae yeara immedietely preoedlng .aid
eVlnt of def.ult, plu. (the following herein referred to ee
"Added cherge.", Tenant', .hare of re.l eet.te t.MI., due. to
the Merchanta' A..ooietion, inluranca chargea and oo.ta of
oplr.tion of the Shopping Clnter and mainten.nce of the common
arll. and facilitiea, payable for the current appliolble year.
If the amount of Added Charge, for the current applloable year
are not then aveilable then Tenant'. .here of Added cherge.
Plyeble for the precedIng year .hall be u.ed in the aomputation
of annual rent. If le.. than three 131 full 1.I.e y..r. hlv.
preceded the occurr.nct of .ai~ event of defaUlt, then the
annual avenge of minillum and peroentage rental theretofore
required to be paid by Tellent ehall be uead in the oomputation
of annual rent.
SBCTIOH 3103.
A. long aa the whole rent or any part t.hereof a.
afore.eid remain. unp.id, the Landlord m.y, at ,any time
thtreaHer re-enter and re-poue.. the demieed preml... and any
part thereof and attempt to relet all or any part of suoh
demieed prtimhu for the aooouni: of Tenant for suoh rent and
upon .uoh termo and to .uch per.on., firms or corporations and
for such period or periOdS as Landlord, in its sole discretion,
eh.ll determine, including the term beyond the termination of
this LeaGe, and Landlord .h.ll not be required to acoept any
tenant offered by Tenant or obaerve any instruction given by
Tenant about such relettlng, or ~o any aot or eMeroise any care
of diligence with reapect to such reletting or to the
mitigetion of damages. For the purpose of suoh reletting,
Lendlord may deoorate or make repairs, changes, alterations or
additions in or to the demised premises to the eM tent deemed by
Landlord desirable or oonvenient, and the COlt of luoh
decoration, repaire, changee, alterations or additions shall be
charged to and be payable by Tenant as additional rent
hsreunder, as well as any reasonable brokerage and legal fees
eMpended by Landlord, and any sums colleoted by Landlord from
any new tenant obtained on aooount of the Tenant shall be
credited against the balance of ths rent due hereunder as
aforesaid.
SBCTION 3104.
At any time after anr event of default Ihall oocur and
rem.in uncured, Landlord, at ts option, may lerve notice upon
Tenant that this Lelle and the then unaxpired term hereof shall
ceale and expire and become absolutely void on the date
specified in such notice, to be not less than five 15) days
after the date of ,uoh notice, and thereupon, and at the
expiration of the time limited in such notice this Lease and
the term hereof granted, ae well as all of the right, titl! and
interest of the Tenant hereunder, Ihall wholly celse and eMpire
and become void in the sam~ manner and with the ,ame force and
effeot lexcept as to Tenant'. liability) as if the d.te fiMed
in luch notice were the date herein speoified for expiration of
the term of this Lease. Thereupon, Tenant shall immediatelr
quit and surrender to Landlord the demised premises, includ ng
any and all buildings ,and improvements thereon, and Landlord
may enter Into and repossess the demised premises by summary
prooeedings, detainer, ejeotment or otherwise, and remove all
~~cupants thereof and, at Landlord's option, any property
d Breon without being liable to indiotment, prosecution or
amages therafor.
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Sl!lCt!ON 3105.
In t~e event of termlnltlon of this Leise, et
Lendlord'. option, Tenallt shell pay to Landlord III rlllt~t .nd
oth.r oh.rgl. p.y.bll h.r.under due .nd unp.ld to the d.te of
t.rmln.tlon, together with liquidated d.m.ge. In .n amount
.quIl to tw.nty-fiv. (25'1 p.rc.nt of the bllanc. of the rent
.nd Added Ch.rg.. r.qulr.d to b. peld und.r thll 1..1.. from the
d.t. of ..Id t.rmln.tlon to the .nd of the t.rm of this L.ss.,
I. It the ..m. hid not been termlnlt.d, the .lld rent for the
bal.nc, of the terM of this I..... .nd Add.d Ch.rge. to ~e
co.puted In the ..me ..nn.r .. provided in Section 3102
h.r.of. In the event .ny judgment h.. been ent.r.d .gain.t
T.n.nt for .ny .mount in .xoe.. of the tot.l amount required to
b. plid by Tenlnt to L.ndlord hereunder, then the dlmlge'
.......d und.r ..ld ~udgm.nt .h.ll b. r.-.....I.d .nd . or.dit
gr.nt.d to the .xtent of .Ild .xoa... The p.rtl.. h.r.to
Icknolllttdg. thlt the dlmlg.. to which the L.ndlord 18 entitled
In the av.nt of . br..ch of this I..... .nd t.rmin.tion by
L.ndlord Ire not '1lily computed .nd .r. .ubj.ct to m.ny
v.ri.ble factor.. Th. partie. hereto h.v. .gr.ed to the
liquld.ted damlge. .. herein provided in order to avoid
.xt.nd.d lltlg.tion In the ev.nt of def.ult by Tenant end
terlllln.tlon of thb I......
8l!lCTION 3106.
Upon the occurrence of eny event of deflUlt, as
IfcUllld, then L.ndlord or .ny "er.on .ct;lng under Llndlord,
(i) Mey enter the premises .nd without further demand,
prooeed by dlltress Ind sels of the goods there found to levy
the r.nt, .11 other charges herein paYlble as rent, end all
coete .nd officers' commleslonl, Including watchmen's wages,
.nd further including the five (5'1 percent chlrgelble by the
Act or Auembly to L.ndlord, shall be paid by the Tenallt, .nd
th.t, In such cese, all costs, officers' commissions and other
chergel Ihall Immediately .ttach and become a part of the clai~
of laid Landlord for rent, and any tender of rent without said
COlt. made Ifter the I.aue of . warrant of distress .hlll not
be ,ufficient t~ sstlsfy the claim of s.ld Landlord. Tqnant
h.reby ..prusly wa has the benef I t of all laws now madb or
that m.y hereafter be mede regarding .ny llmlt.tlon In Which
diltreal il to be made after r.movll of goods. Tenant waives
in tavor at Landlord III rights under the Act of Assembly of
April 6, 1951, P.L.69 Art. V., Sec. 501, Ind all supplements
.nd amendment. thereto thlt have been or may hereafter be
PIII.d, and authori.el the sale of Iny goods dlstr.ined for
rent at any time after five (51 dlYs from Slid distraint
without any apprll.ement .nd/or condemn.tion ther.of, andlor
(iil MIY re-enter and reposse.s the demlled premises,
br..klng open looked doors, if necsssary, .nd mlY use as much
force .s necesllry to effect luch entrance without being liable
to any action or prosecution for luch entry or the manner
thereof, nor Ihlll Landlord b~ ll.ble for the losl of any
property upon the premiles.
Sl!lCT10N 3107.
If proceeding. shall be commenced by Landlord to
re~over possesllon under the Acts of Assembly, either at the
en of I term or Upon the occurrenCd of any event of deflult
;;Ia~t expressly waives all rights to notice In exce.. of fl~.
IY. required by .ny Aot of AISembly, Including the Act of
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UVUltlllUWIo ....., ..........., . ",.....
"pdl 8, 1951, and a~1 'I thlt In e!that or an~ '1'11 cue l1Vv
151 d.y.' notice .hal. "uUlclent. Without 1 tation at or
by'th. for.yolng, the Ten.nt hereby waive. any and all demand.,
notlo.. of nt.ntlon and not Ie.. of ac~lon or proceeding. which
may ba r.qulred by l.w to b. glv.n o. tak.n prior to any entry
or ,,-.ntry by .I"lUIlty prooeedlng., ej.ctm.nt or otherw1l., by
t.ndlord, .xo.pt ~. her.lnb.for. expre.sly provld.d with
r..p.ct to the tiv. (51 d.y.' notice and provld.d further that
thl. .h.ll not b. oon.tru.d .1 . waiver by Tenant ot any
notlo.. to whloh thh t.... exprlll1y provldll T.nant 11
.ntitled.
SBCTION 3108.
In the .v.nt ot . t.rmlnatlon ot this Le..e, prior to
the d.t. of .xplrltlon herein orlgln.lly tixed, wheth.r by
r...on of ..rvio. of . notlo. .. provld.d har.ln termln.tlng
thl. L.... or by r...on at .ntry or r.-.ntry, .ummary
proc.eding., ejectm.nt Dr oth.r ot l.w, T.n.nt h.r.br w.lvl.
III right to reOoy.r or r.galn po.....lon ot the d.m sed
pr.ml..., to ..ve forf.ltur. by p.ym.nt ot rent dUB or by oth.r
p.rtor.anoe ot the conditions, term. or provisions hsr.of, it
.uoh t.rminatlon ocourr.d by reason at any tallura In
p.rtormanc. hereOf, .nd without limitation of or by the
toregolng, Tanant waly.. all right to reinstate or r.deem this
L.... notwithst.nding any provisions ot .ny .tatute, law or
d.cil10n now or heraattar In toroa or eftect, and Tenant waives
all right to .ny lecond or furth.r trial In summ.ry
prooeedinga, ejectment or In .ny other action provided by any
st.tute or deol.ion now or here.tter in force or etf.ct.
SBCTION 3109.
The words "entry" and "re-entry" as used In this Lease
Shall not be deemed restricted to their technical legal meaning.
SECTION 3110.
In the event of a breach or threatened breach by
Tenant of any ot the agreemente, conditions, covenants or terms
hereOf, Landlord ahall have the right of Injunction to restrain
the .ame and the right to Invoke any remedy allowed by l~w or
In equity whether or not other remedies, Indemnity or
reimbursements are her.ln provided. The rights and remedies
glv.n to Landlord in this Lease are distinct, separate and
cumulative r.medles, and that no one of them whether or net
exsrclsed by Landlord, shall be deemed to be In exclusion of
any of the others.
SECTION 3111.
If rent or any charges hereby reserved as rent, or
liquldat.d damages, or any other aum payable hereunder, shall
r.maln unpaid when tha same ought to be paid, Tenant hereby
empowers any prothonotary or attorney of any court of r.cord to
appear for Ten.nt in any and all actions whloh may be brought
tor rent, liquld~t.d d.mage. or other charges or expens.s
agreed to be paid br Tenant h.r.under and to sign for Tenant an
agreement for enter ng into any competent court and a'nlcabh
actlo~ or actions for the recov.ry ot rent, liquidated damages
or ot er Charges or expenses, and In said eufts or In said
~~:c:~fe act10n or actions to contess jUdgment against Tenant
o i or any part of the rent inClUdIng, at Landlord's
pt on, the rent tor the entire unexpired balance of the term
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of thl. L...., comput~~ .. afor~..ld, and .nt othdr charge.,
p.ym.nt., costs .nd expans.. rultrYed 'as rent or .greed to ba
p.ld bt the T.n.nt, a. well a. liquid.ted d.mage., .nd tor
Internt .nd co.t. togetl,.~ with an attorney's commlulon ot
five (5') p.rcent thereof. Said authority ahall not be
exhau.t.d by on. e..rci.. thereof, but judgm.nt m.y b.
conf....d a. afora'aid from tlm. to tim, and .. oft~n .s .ny of
.sld r.nt or oth.r charge. r...rvld .. rlnt or liquld.t.d
d.",.gl. .hall f.l1 due or b. In srr.sr., .nd .uch pow.rs may bl
IXlrci.od a. Will ar.tlr thl I.plratlon of the original tlrm or
during .ny e.tln.lon or rlnlw.l of thla L.....
SBCTION 3112.
In the event that, and wh.n, tha L.... .hall be
d.t.rmlned by term, covvnant, limitation or condition broken,
a. afore..1d, lithlr durlnq the orlgln.l term of thl. Le..e, or
.ny ext.n.ion thlrlof, .nd.al.o wh.n and a. .oon a. the term
h.raby oreated, or any I. ten. ion tharlof .hsll havI expired, it
Ihall be lawful for .ny attorney a. attorney for Tlnsnt to Ilgn
sn sgreement for entering In any ccmpetent Court an amicable
action and jUdgment in ej.ct.ent, without any stay of execution
or sppeal against Tanant and all per.ons claiming under Tenant
for the recovery by Landlord of PO"lsaion of thl hlrlln
dlml.ld preml.e., without sny liability on the part of the .ald
attornlY, for which thl. Leae. ehal1 bl a eufflclent warrant,
whlreupon, If Landlord 10 dulr.. a writ of poueulon with
cleuses for COlt. may Ileue forthwith without any prior writ or
proceedings wh.t.oev.r. If for .ny reason after such Ictlon
h.. be.n commenced the ea"le shall he determined and the
pOI.esslon of the premise. her.by demised r.maln In or be
r.stored to Tenant, the Landlord shall have the right to any
,ub.equent default or defaults to bring one or more further
'amlcable actions In the mann.r and form h.relnbefore set forth,
to recover posl.sllon of said premises for such subsequent
deflult. No such determlnltlon of this Lease nor tlklng, ncr
r.coverlng poss.sslon of the premises shill deprive Lsndlord of
Iny remldles or action ag against Tenant for rent or for
damlges due or to becoms due for the breach of IllY gondltlon or
covenlnt herein contslned, nor shall the bringing of sny .uch
action fOl rent, or brear.h of covlnant or condlUon nor the
resort to any other rem.~. herein provided for the recovery of
rent or damage for such bleach be ccnstrued a9 a wllver of the
right to Insllt upon the forfeiture Ind to obtain p09sesBlon in.
thl mlnner herein pruvlded.
SECTION 3113.
In eny amicable sctlon of ejectment or for rent In
.rr.ars, Landlord shall first cause to be filed In such Ictlon
In affidavit made by It or someone acting for It setting forth
thl flcts nece.slry to euthorl.e the entry of jUdgment, of
which facti luch affldlvlt Ihall b. conclusive evidence, and If
a true copy of thla Lesae be filed In such action, It shall not
be n.c.nary to file the original II a warrant of attorney, any
rule of court custom or practlca to the contrary
hotwlthltandlng.
SlCTION 3114.
by I Any jUdgment, order or degree entered against Tenant
t or n any court or Haglstrste by virtue of the powa 9 of
:n~o~ney ionialned In this Lease, or otherwise, shall be final
excap~~~~ w llbjnot take an appeal, certlolall, writ of elror,'
or 0 ectlon to same, or file a motion or rule to
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.tclk. of or op.n or to .tay ex.outlon ot the sam.. T.nant
r.l..... to L.ndlord .nd to .ny and all .ttorn.y. who may
.pp..r for T.n.nt all .rrora in the ..Id proo..dlnva. T.n.nt
..pr...ly waiv.. the b.n.flt. of l.w, now or h.r.art.r In
foro., ...mptlng any YOOd. on the d.ml..d pr.ml..., or
.l..wh.r. from dl.tr. nt, l.vy or .ale In any Ilv.l proo..dlnv.
t.k.n by thl L.ndlord to .ntoro. any rlvht. under thl. L.....
"11l.nt "further w.iv.. th. right to d\llay 1X.0uHon on any nal
...tat. th.t ",y b. hvhd upon to ooU.ot .ny amount whloh may
b.o~. du. und.r thl torm. .nd oondltlon. ot thl. L...., and
do.. hlr.by w.lv. .ny right to h.v. th. ..m. .ppr.I..d and
euthori... the prothonot.ry to .nt.r. I Nrit of Ex.oution or
oth.r prool.. upon T.n.nt'. voluntary valv.t, and furth.r
.vr... that the ..id r..l ..t.tc may b. .old on . Nrlt of
...oution or eth.c proo....
.IC'I'ION 3115.
L.ndlcrd .h.ll h.v. th. right to .pply any payment.
m.d. by T.n.nt to the ..tl.f.otlon of anr d.bt or obllv.tlon of
T.n.nt to L.ndlord .ooordlnv to Landlord. .ol.'di.or.tlon .nd
r'Vlrdl... of the in.truotlon. of T.nant .. to application of
any .uoh .um, wh.th.r .uoh In.tructlon. b. endor.ed upon
T.n'nt'. cheok or oth.twlce, unle.. oth.rwl.. avr.ed by the
p.rtle. In writing which m.k.. .pecltlc r.t.r.nc. to this
..ctlon 3115. Th. acceptance by Landlord ot 8 oheok or ohecks
dr.wn by other than Ten.nt ahall not in any wlY affeot T.nant'.
li.bllity h,r.und.r, nor ahlll auch acc.ptlnoe be deem.d an
.pprov.l of any .ubl.tting or a..lvnm.nt or this Laase by
T.n.nt.
ARTICLE XXXII
CUSTOM AND USAGE
SECTION 3201.
Any law, uaaga or cu. tom to the contrlry
notwlthatanding, Landlord shall have the right at all times to
.nforce the covenants and conditions of this Lease In strict
locord.nca with the term. h.reof and notwithstanding any
oondUot or ,u.tom on the part or the Landlord In refraining
frolll so doing at .ny time or time.. The failure of Landlord at
eny time or timea to enforce Its rights under aald covenlnts
end prOVisions strictly 1n aocordance ~Ith the same sh!ll not
bl conatru.d as having crested a custom in any way or manner
contrlry to speolflc terms, provisions and covenants of this
Le.so or a. haVing modifi.d or waived the aame.
ARTICLE XXXIlI
SUCCESSORS AND ASSIGNS, AGENT
SECTION 3301.
All rights, obligations and liabilities hlreln, given
to, or imposed upon, the r,speotive parties hlreto shall .xtend
to and bind tha s.veral and respeotive heirs, exeoutor.,
adminl.trators, ,ucoe..ora, sublessees .nd assign. of '.Id
~arti.., .ubject to the yrovIsion. of S.ction 2401, prOvided
owever, that the 1iebll ty of Landlord hereunder and any ,
~uccessor In int.rest and tltl. to Landlord's lelsehold estate
i~t:nd ~olthe demised pr.mlsea ehall be limited to hla or Its
rll n the Shopping Center, and no other use ts or the
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L.ndlord oth.r th.n hi. Jr It I Int.rllt In the Sho~~lng Center
.h.ll b. .thct.d by nuon at .ny 1 .b.l1lty which uta
L.ndlord or .ucc...or In Int.re.t may h.v. under thi. t.....
It th.r. eh.ll be more th.n on. tenant, th.y .hell .11 b, bound
jointlY .nd ..Y.r.ll~ by the t.rm., cov.n.nt., .nd .gr..m.nt.
h.r.ln .nd the word T.n.nt" .h.ll b. d..m.d .nd t.k.n to m..n
..ch .nd ov.ry p.r.on or party ..ntlon.d .a . T.nant h.r.ln, b.
the .... one or mor., .nd If th.r. .h.ll b. mar. th.n on.
T.nlnt, any .notio"r.qulrad or p.rmltt.d by the t.rm. or thl.
L.... .,y b. glv.n by or to any on. th.r.of .nd Ih.ll h.v. the
.... toroe end .ffect .. if given by or to .11 ther.or. No
rlvht., howev.r, .hell inure to the ben.fit of .ny ...I,nee of
T.n.nt unl... the ...ivnm.nt to .uch ...ign~. h.e b..n .pproved
by L.ndlord in writinv .. .tore..td.
~r.vit. prop.r~ie', Inc. I. .ctlnv .. Av.nt only Ind
.h.ll not In .ny event be held Illble to the Llndlord or to
T.n.nt for the fulflll..nt or non-fulfillm.nt of .ny of the
ter.l, cov.n.nt. or oonditlon. of thl. L...e or for .ny Iction
or proo..dln,1 th.t m.y b. t.ken by L.ndlord .,.In.t Tenlnt, or
by T.n.nt 1~lln.t L.n410rd Including, but not limited to, .ny
.uch .ctlon .rl.lng out of, In conntction with or In .ny m.nn.r
r.l.tln~ to, the p.rfor..nc. or non-p.rform.nc. by Ag.nt Dr .ny
.ot pur.u.nt to L.ndlord'. direction. Any waiver of L.ndlord'.
ll.blllty h.reunder, InclUding, but not limited to, .ny w.lver
of 8Ubrog.tlon right., .h.ll epply with .qual fore. .nd effect
to .uch Ag.nt.
ARTICLE XXXIV
SCOPE AND INTERPRETATION OF THE AGREEMENT
8I!:CTION HOl.
Thlo L.... ,h.ll b. con.lder.d to be the only
Igr..m.nt between the p.rtl., h.r.to p.rt.lnlng to the d.ml..d
pr.ml..,. All n.goti.tlon. .nd or.l agr.ements .cc.pt.ble to
both p.rtle. .r. Included herein. The l.ws of the Commonw.alth
of P.nn'ylv.ni. ,h.ll govern the validity, Int.rpr.t.tlon,
p.rfbrmlnc. .nd .nforc.m.nt of this Le....
SECTION 3402.
In the .v.nt th.t .ny l.w, decl,lon, rule or
regulation of .ny governm.ntal body h.ving jurl'dlction ,h,l1
h.n the effect of limiting for .ny per Iud of time the .",ount
of rent or other oh.rge. p.y.ble by Ten.nt to .ny ,mount les.
th.n th.t oth.twl.e provld.d pur.uant to thl. te.,., the
following ,mount. .h.l1 n.v.rthele., be p'y.ble by T.n.nt. (.)
throughout luch periOd at limitation, T.n.nt Ih.l1 rem.in
Illbl. for the mlxlmum .mount of rent Ind other charg.. whioh
ar. l.g.lly p.yabl. (without r.gard to any Ilmlt.tlon to the
amount th.r.of .xpr....d in thla t..le except th.t III amount.
plyable by r..lon of thla S.ctlon 3402 Ihlll not in th.
aggftg.t, .xc..d the tot.l of ell .mount. which would otherwl..
b. p'Ylbl. by T.n.nt purauant to the term. of thla L.... for
th. per 100 of Ihli titian), (b) at the terllln.tion at luoh
ptrJOO of lImftltlon, T.n.nt ,hall P'Y to L.ndlord or Agent, II
the c.,. may b., on d.m.nd but only to the extent leg.lly
~011.ctJbl. by L.ndlord or Agent, .ny .mounto which would h.v.
~!nhdUe from the T.n.nt during the p.rlod of limit.tlon but
w c were not p.ld bec.u,e of .uch limiting l.w, d.cl.ion
~ule o~ llgUl.tlon, an~ leI for the r.m.lnlng term of thin'
'.Be 0 owing the ptrlOd of Ilmlt.tion, T.n'nt Ihall p,y to
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EXHJBI'l' "0"
1. LANDLORD'S WORK
txoept as otherwise provided In this Exhibit "D", Landlord,
at Ita own cost and axpense, has constructed or will construct
tha fo11owln?, ell of which ara herein collectively referred to
.s "Landlord s Work",
A. Building of Which Da.i.ad Pr.mi..s Shall Form a Part.
The building of which the deml.ed premises torms a
part (herein referred to as the "Building"' Iha11 be conatructed
Ito the ntent not now ..bUng) in accordance with the
~ollowing orlte~ill
1. Structure. The atructural frame Including
columnl, beama, jOiltl and roet w.ll be, .t Landlord'. option,
ot Iteel, ooncuta and luoh other non-combulUb1e laater tal lIa
.ay be Ipecifled by Landlord'a archlteot.
2. Roor. The roof will be of a bonded type
conltructlon insulsted to provlda ft "U" factor of 0.09.
3. Exterior Walls.
masonry, pretebrlcated panels
materiall as msy be Ipeclfled
The exterior walls will be ot
or euch other material or
by L~ndlord's architect.
4. Interior Faces. The exposed Interior face of
exterlor,lls will be of masonry, wallboard or such othar
matsrlal or materials as may be specified by Landlord's
.rchlt.ct.
S. Common Areas.
Landlord shall c~nstruct Inside and outside the
BUilding certain Common Area., limited to the fOllowlngl
1. Outside Common Areas. The Common Areas ouslde the
Building will include hard surface and atrlped parking lots,
access roads, directional, parking and traffic signs, a storm
drainage. "stem, deUvery areas, walks, llqhting, landscaping
and planting and such other areas, facilities and buildings, as
determined by Landlord, as are used In the maintenance and
operation of the Shopping Center.
2. Inside Common Areas. The Common Area Inside the
Building will include an enclosed, heated and air-conditioned,
lighted and sprlnklered mall with courts, lighted and
sprlnklered lervlce and exit corridors, stairs or ramps and
such other facilities, as determined by Landlord, as are used
In the maintenance and operation of the Shopping Center.
C. Work Within Tenant'a Space.
Landlord'a Work with regard to the demised premlsell
shall be limited to the fOllowing (to the extent not now
exiltlng)I
1. Demising Walls. The demising walls at demising
studs which separate the demised premises from other tenant
:~eas ~nd Common Areas will extend from the finished floor to
e un erside of the roof deck. Unless required by applicable
law to construct demising walla for fire corridors and emergency
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I_Ita of unflnllhed mlb.dry
Itudl on which Tlnlnt Ihlll
with Artlol. II, slotion B.
~. 'loor.. Th. floorl within the demll.d premlsel
will bl conoretl with I trow.l.d flnllh Inltllled It .n
el.vetlon .eleotld by L.ndlord. Tln.nt Ih.l1 p.y Llndlord the
SUM at '1.'5 p.r Iquiri foot ot floor arl' In the demll.d
prl.lle. a. r.lmbur..m.nt for. the Inet.l1.tlon of the floor
.l.b. If T.n.nt .h.l1 hlv, notltl.d Landlord In writing at Or
b.tor. the ...outlon ot thl. L.... Ind It .t .uoh tlm. th.
conor.t. floor .lab h., not b..n pour.d for the d..l.ed
prl.II.., .n~ profided .nd '0 long .. the d.l.y in pouring .uch
conoret. floor .1.b will not lnt.rf.r. with .nd/or d.l.y
cOMP1.tion ot Landlord', Work or .nr portion th.r.of, the .lab
will not b. pour.d until thl Tlnant , contr.ctor h.s oompl.tld
Tlnant'. underground utility work. Aft.r the oonor.tl floor
.l.b 1. pourld, L.ndlord In no Iv.nt .h.ll b. re.pan.ibl. for
.ny .ub..qu.nt underground work cr r.mova1 and/or raplaolng of
the concr.te floor .lab. In the event Tenant daoma It
n.o....ry to remoy. and/or repllce .uch tloor .l.b, .uch work
.hall b. done by T.n.nt at Ten.nt'. own COlt and ,'plnle.
block, Landlord will
pllc" dlmh,lng waUl
'I
. .enlah metal
in .allord.nc.
J. Doors. One hollow metal eeevlce door with
dlmen.lona of J'O. by 7'0. will be prOVided at the location
.hown in and In accordance with "Landloed'. Design Crlterle.
(aa defined in Artlcl. III ot thl. Exhibit "S"l. Tenlnt,.t
Tanant'. own cost and expence, will proYld. and Inatall all
panic ha~dware, locklet and cloler. No door will be provided
by L.ndlord In any .tore Which hel a depth of 50 fe.t or 'ell
or .n .r.a of 1,200 .q~.re fe.t or lei'.
4. Landlord', Optional Wock. At Its option, Landlord
m.y provide ,t Tenant', cost and expense a neutral vertiCil
material between each ,tore on the maU side of the demising
partition, and/or a horizontal nsutral strip as shown on
Landlord's Plans, above the store fcont ll~lting the height
thenot.
O. Utility Services In Demised Premises.
1. Utility Ll"ee. Landlord, Its egente, employees
and contractora, and any utility company.whlch furnishes
utilities to the demiaed premiees and/or the Shopping center,
.hlll heve the right to run utility linae, pipes, conduits or
duct Nark, where necaasary or desirable, through ceiling space,
column .peoe or other parts of the demiead premises and to
repair, alter, r.place or l'emoYe tha same in a manner Which
doe a not unreasonably interfere with Tenant's use at the
demleed premi.es.
2. Blectrlo Service. Electric NIll be available for
the demhed pramhlll at Landlord's bua ducts at a location
deSirnated by Landlord purauant to the procedures set forth In
Lalndl ord's D.elgn Crit.rla. Blectrlc s.rvlce oharacteristics
w 1 be 277/480 volt., 3 phase, 4 wire, 60 hertz. Llndlord
will provide bltween the demieed premises and the closeet
servlc. corridor an empty conduit unless the demised premises
abu~ ! service corridor, In Which case Tenant shall provide the
co~ ~ ld Tenant will provide bus pluga with fueee, the conduit
an ee er batween the bus duct and the demlaed preml.e, and
check metering Nltllin the demised premises snll will exte~d
conduit within the demleed premlaes to Tenant's distribution syetem.
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T.nent'. dlutrlbuHon , _cHitin within the demlb.J pr.ml..e
ehl11 conelet of eU n.c....ry ',wIt ch.,s , conduc~ou,
tr.neformlre .nd controle In eddltlon to T.nant e normal
lighting and powwr dlvlc.e. Th. Inetallatlon br T,nan~ of ell
.lectrlcal facllltl.a .hall conform to Landlord. O..lgn
crlttrh end to the National Electric Cod., and nlnt the
requlr.m.nts of the Landlord'e fir. und.rwrlt.r and local
governmental .uthorltl.e. All met.rlel .nd flxturee .hall b,
new end cerry UL lab.le. Any .xlltlng .lectrlc'l f.cllltl..
muet b. oheng.d to conform with the ebov. requlremlnte and
L'ndlord.e 0..19n crlt.rl. to .n.bl. .leotrlclty to b. provld.d
by L.ndlord.
3. Wat.r S.rvlc.. Lendlord will provld. a branch
w.ter lin., with .hutoff valv., of nut 1... th.n 3/4 Inch to e
point In the d..le.d pr.ml... d..lyn.ted br L.ndlord. Any
Inor.... In the el.e of w.ter e.rv o. requ red by Ttn.nt which
neoe..ltetae a br.nch wlt.r Ilnl llrger thin .~oh 3/4 Inoh line
will b. furnl.hed, .t T.n.nt's sXf.ne" upon written requ..t of
Ten.nt. Any .xlltlng w.t.r feoll tl.. must b. oh.ngad to
conform with Landlord'. D..Ign Crlt.ris to en.bl. w.t.r to b.
provld.d by Lsndlord.
4. Gs. [.,vlc.. G.s ..rvlc. will not b. avallabl..
5. Sanitary S.wer Servlc.. Landlord will .tub a
plugg.d 4" .anitary outlet, at floor level at a location
s.l.cted by the Landlordr to Which T.nont will connect in
acoordancl with Landlord s Olalgn Critlria, notwlthatandlng
currlnt facllltl.. which may Ixl.t.
6. Sprinkler Main Service. Landlord will provide a
.prlnkllr bulk main with capped outlet. to the demised premises
at I looatlon determined by Landlord and sized to accommodate
aprlnkltr coverag. r.guired br Factor.y Mutual. Landlord will
deliver to Ten.nt a plan show ng the bulk main and capped
outl.t In the demised premises and Tenant will Install all
piping and other Iprlnkler work, Inoludlng feed main, cross
main, branch line, rller nipples, drop sprlnklera and hends to
provide a complete Iprlnkler system in aocordance with
Landlord's Oealgn Cr,(terla and sprinkler working drawings,
prepand by Tenant's oonUsotor, and approved by Facto..' Mutual
and all authorities haVing jurlsdlotlon.
7. Heating and Air Conditioning System. Landlord
will provide and Install a mediUm preasure, constant
temperature air supply main at a looatlon designated by
Landlord to lupply Ooollng and ventilation air for Tenant's
premise. and, at Tenant's expenae, a mediUm pressure, variable
air volume t.rmlnal oomplete with system powftred thermostat for
variable air volume terminal oontrol. The Installation of all
duotwork, electric heating with controla, diffusers, return air
reol.t.rs and other meehftnlcal apparatus related thereto
required by Tenant's UVAC systam ahall be provided by Tenant,
at Its oost and .xp.nse, and sll luoh work .hall b. designed
and installed In aooordance with Landlord'a Dealgn Criteria and
Landlord's HVAC Plan, notwithstanding ourrent faCilities which
l1Ia,y exist.
8. Telephone Servloe. Landlord will provide central
te~ep~one locations as des Ignited by Landlord. Tenant will
ma e ta own arrangements with the telephone oompany for
~eltphone service and will Install a oondult from Landlord's
esyneted telephone location to the demised premises as may be
requ red, notWithstanding current facilities which may exist.
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II. ' TBNIINT' 0 WORK
NotWithstanding the preaent tacllltl~~ In the dtml.ed
premlaes and the prellnt condition and Itate ot rep"lr ot the
deml.ed preml.ea, all work ,et forth In thle IIrtlcle II and .11
other work not apecltlcllly deeignated ae Lendlord's Work by
Artlcl. 1 which Ie neceaeary to complete the demll~d premisee
in Iccordance with T.nant's rin.l planl and Landlord'. o'.lgn
crlterl. .nd which i. n.c....ry for tha demi..d premi... to
confor. th.reto .nd to .11 curr.nt raqulrementa of III
gov.rnm.nt.l authorlti.. having jurisdiction (including,
without llmlt,tion, ..erg.ncy lI9ht., rewiring, .l.rm. and
extln9uhhenl snd to b. r..dy to open for bUUliue with the
publio by the commencement dat., in the mlnner .et forth in the
L...., .hall h. done by Tanant at Tenant'. own COlt and at
.xp.n.e. All .uch work which II not Ipaclfioally d,.lynated as
Llndlord', Mork I' her.in collactlvely ref.rred to el Tenant'.
"ork".
II. O.mlaed prembu.
The .toro shall b. designed and Installed In
Iccordanoe with Landlord'a Design Criterie, the requirement. of
Llndlord'. fire underwriter Ind the current requirements of Iny
governmental luthority having juri.diotion oyer the project.
Tenlnt'. atore front ehall contorm to the design criterIa as
eltabli.hed br Landlcrd's architect and set forth in Landlord's
oe.ign crlter a. The store shall have a customer entrance not
to exceed 10'0" In height. Tenant shal. not Install Its
flnl.hed ceiling above 11'0" In height. The design, cha~acter
and material. of the Itore front and all aspects of the design
and construction ot the interior of the demised premises shall
be subject to tha approval of the Landlord. All exposed metal
flashing, doors, and trim are to be permanodlc or duranodic
flnllh or equal In st.ndard. Open grills are to meet lhe same
reoulrements. II hsrd dry aurtace at the bottom 6" of the store
front construction shall be provided by Tenant. This meterlel
ahal1 be non-absorbent (wood or other porous materials are not
acceptable). The sign background and finish is subject to
Landlord's approval. Open grills wider than 12' are to be
mDtorhed. In the event the demised pr~, lses have a side wall
abutting a mall entrance or side mall, Tanant shall Incorporate
Into the deslqn of such wall one or more of (a) entrance to the
premises and (bl see-through display storefront, and (c) shadow
box merchandise display. Tenant may not Install a mezzanine
without Landlord's approval. Tenant shall not exceed a floor
load capabIlity of 200 pounds per square foot.
B. lIalea "rea.
The floor slab shall be covered with floor finish
materlale approved by Landlord. Carpeting shall be flame
reelstant. C.ilin9s shall b. constructed of 2." I 4e" acouetlc
tll., one (1) hour fire rated, on exposed metal T bar grid
eystem or such other fire rated material as approved by
Landlord. Demising walls shall extend to the underside of the
r~~~ dac~land shall be constructed of sheet rock In accordance
~P9Ulaff cabla etate and local laws and ordinances and the
1 :h on8 of Landlord's fire underwriter, but in no eVent
w:~~s a~~ ~/B~i:~eet rock taped and spackled. All masonry
aforesaid t~1 k ons ahall be furred out sheet rock, of the
o ness, taped and spackled. Those partitions
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dividing .al.. erea tr~.. non-selee area which con"~in no
cei'ling .hall be cercied to the underside at roof deck on both
.id... All conc.al.d framing above ceiling. or acfflte Ihall
be ml~' of et.el Ituda ~~ other fir. retardlnt materille in
Iccordanoe with Landlord'a Design Criteria. Certain .tore
tront. or lide corridor trontl e. .hown on Landlord', Floor end
Structur.l Plena mer be designated by the applioable fire
mer.h.ll to o.crr f re extingui.her oebinet. Cocelsed into
their W.lle. Al "A" occupency T.nentl (e. de~ined by the
'.nR.yly.ni. Oepertment at Lebar end Indultry) muet peovid.
p.rtitlan. Ind ael1ing. with two (2) hour tire rlting.
C. Stock Room, S.rvio. Ind Oth.r Non-B.l.. Ar....
Thl conorlte tloor Illb, if l.ft IXPOlldl mUlt b.
"Il,d with I le'l.nt .pproved by Llndlord'. Iroh teot. If the
ocnorete tloor .l.b i. cov.red, the provi'ion, relating to
floor tinilh material. toe the .11.. ar.a 'hall Ipply.
Plrim.t.r Will. Ihlll b. of .ither axpoead ma.onry or drywall
Ind tIP.d. Reer Will. Ihall be inlulated tn locordanoe with
Llndlord'l o,.ign Crit.ria. ,
O. Toilet Room..
The flooel Ihall have non-porous floor ooverlng over
. the concrete floor Bleb. All walls aud oellings Bhall be of
drywall, taped and Ipackled.
E. Painting end Decorating.
Exposed walls shell have a minimum two coat finish end
ell wood penellng a minimum of one sealer coat. The walls and
ceiling of the toilet room shall have two coat semi-gloss
enamel tinlah. The stock room and eervlce areas may be left
unfiniShed.
r. Utility Work by Tenant.
1. Electrical. The Installation by Tenant of all
electrical facilities shell conform to Landlord's Design
Criteria (to the additi"nal eleotrical information supplled by
Llndlord to Tenant as S6, forth in the electrical load data
portion by Landlord's Design Criteria) and to the National
Electric Code, and meet the requirements of the Landlord's fire
underwriter and all other local, state or federal governmental
authorltie8. All mat~rlal and fixtures Ihall be now and carry
UL labela. Any transformer neceslary to reduce the VOltage
supplied to levels acceptable for Tenant shall be provided by
Tenant at its expenae. Circuits must include a time clock
controlling lign and store tront IllUmination and separate
circuita toe night lighting and exit signs. Emergency lights
ahall be prOvided by Tenant. Tenant ahall prOvide a bUZzer
clll Iyatem at lerv ce door entrance or from I common corridor
entrance, aa required by Landlord. Tenant's work drlwings (II
referred to in krtiole Ill) shall indiclte the circuits showing
connections to Illrm, teleViSion, HVAC or other Inecial
circuits. r
Ind 11 fi' Plumbing. Tenant shall install underslab drain
so nes to Landlord'a loil line at the point of entry
~;l~ct~t by Landlord. Requirements greater thin that provided
be m:~e ~~dTmust ~e shown on Tenant's working drawings and will
the inst 11 et~.nt s expense. Tenant shall be responsible for
a a _on of a wlter meter to service water line
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in.tllled br Lendlord I( a point deaignatod by Landlord.
Tlnlnt .hll provide I minimum of one mloae-coupled water
olout, one lavatory, end one electric hot water heNt"r, All
of the a."u..id .hdl be in accordance with Lendlord'l Duign
Celterla.
O. rire Protection.
All tenant Ipace. mu.t oarry the approved fire
extingul.her~ required by governmental luthoritlel. Tenant, It
Tanant'. own oo.t and e.pen.e, ehlll wrap all oolumn. within
the demi.a" premi.e. trom the tloor to the under.i"e of the
root deek with ene hour tire ratad material.. Ten.nt ahall
in.t.ll all .prinkler pipe., teed main., orol. main., niPfl",
drop h.ad., eto. trom the olpped outlet. on Llndlord I bu k
"lln.
H. Machlnioll SYlteml.
Tenant ahall delign Ind, It ita lole oqlt and expenae,
inltall a oomplete air-conditioning dletributlon IYltem. In
addition, Tenlnt may, et ita option, install an electric
heating aYltem. Suoh Irltema Ihall be designed and Inatalled
in aocordanoe with Lend ord'e RVAC Plans and Landlord'l Design
Criteria, It the location therefor epeoitied on Landlord's HVAC
Plln. If Tenant i. required to install a rooftop HVAC system,
Tenlnt wiU nlmbur.. Landlord for providing additional rooftop
etructural supports. Tenant shall provide an exhaust tan of
adequate cepaclty for each toilet room and such other
ventllal.lg equipment as may be required. The design and
locltlon of exhauat oystema ahall 6e approved by Landlord prior
to inataUatlon.
I. Signs.
All Ilgnl ahall conform to the Btandards as set forth
in Exhibit .C",
J. Roof Penetrations.
Tenant ahall submit for approval of Landlord's
archltec. In tha working drawing phase, drawings showing all
roof penetrations for Ipaclal venta and equlplnent. All roof
openings, reinforcing, curb work and flashing and repairs to
the roof u?ulred by Tenant'e Installationa ahaU be performed
by Landlord s contractor, at Tenant's expense. Tenant Bhatl
pay all costs for the opening of the roof and for any special
venta required by Tenant.
K. Insurance.
1. All Riak Insursnce, In addition to, and not In
lieu of the other policiea of inaurance required by this Lease
at ell tiQea during the period commencing with the atart of '
conatruotlon of Tenant'a Work and tlrmlnating on the date of
~he acceptanca by Landlord of Tenant's Hork IS being completed
n Iccordance with the provlalons of this Exhibit "S" (auch
period I. herein referred to as "Tenant's Construction
'erlod"', Tenant, at Its own coat and expanse, shall maintain
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In IIthct with I rUpoll. .bie In.uranOIl company IP, ,wed by
Landlorcl, I poUoy of "1111 RlIk" Bullder'l Rille In.urence In
the Itlndlrd Pennlylvlnie form. Slid Inluranoe Ih.ll cover the
full replao.",.nt Vllu. of III work done or to bl done and ell
flxtur.. Ind Iquipmlnt inltlllled or to be inltlll.d .t thl
dlmllld premll.. by Tlnlnt, wi thout co-tnlurlncl Ind without
any deduotlbll OlIUII.
2. Workmln'l Compenlatlon. lit III tlmel during
T.nlnt'l Conltruotion Plrlod, T.nlnt'. oontr.etorl .nd
lubaontrlotorl Ihlll ,.intlln In Ifflot Workmln'l compen.ation
In.urenal II rlqu Iud by thl hWI of thl ltatl In which thl
Shopping Clntlr il looltld.
3. Adjultmlnt of 1.0.1. Any 101' ooourring during
Tlnant'. Con.truotion Period .hall bl edjultld with Landlord
Ind thl prooeld. Ihlll b. plyabla to Llndlord, In trult, for
thl purpOl1 of r'Plir or rloonltruotion. Rlpalr Ind/or
rlaonltruction or III or Iny portion of Tenlnt'l Work dlmlged
or dl.trorld by Iny OllUIlty occurring during Tenlnt'l
Conltruct on P.rioel Ihlll bm oommenced by Tlnlnt II loon I'
pO.llbll Ifter luch o..ualtr' provided that if all or any
portion of Landlord'. Hark . al.o dam.ged or de.troyed by luoh
CIIUllty, L.ndlord Ih.ll notify TI"ent when repalrl or
recon.truotion of Llndlord'. Work il subatantlelly oompleted
'nd, within fifteen (IS) day I .fter reoelpt of luch notice
Ten.nt Ihlll diligently pursue .uch repair Ind/or oonltructlon
to oompletion.
4. Insurance Provlolons. All poUcles of Insuranoe,
eNclpt Workman's Compens.tlon required to be c.rrled by the
provllion. of Section ~.2, shill contain the fOllowing
endor.emente In eUbstantially the fOllowing form,
""Notwithetandlng anything to the oontrary, It Is agreed th.t
CAlIP IIILL SIIOPPING CEN'rER ASSOCIATES, as Landlord, ~RI\VITZ PROPERTIES,
INC., a. Landlord'a Agent and Landlord's general contractor
(nlme to be supplied to Tenant), are hereby added as additional
Ineureds. It Is under.tood and agreed th.t the Insurance
.fforded by thla polloy or polloles for more th.n one named
Inlured shall not operate t~ Increase the oompanles' liability,
but otherwise shall not operate to limit or void the ooverage
of .ny one named insured aa resplcts claim. against the same
nlmed tnaured by any other named Insured or the employees of
lUoh n",,11 Insured. No cancellation or reduction of this
polloy ahall be effective unll's written notice Is given by
registered or oertified mall, return receipt requested, to the
Llnd10rd with I oopY to Agent, .tating when ,uoh canoellatlon
or reduction In coverage shall be effective, (Which, In no
event shall be leis than twenty (20) days thereafter)." True
copl.. of nch auch polloy or certHicst.. of insurance
evldenoing the lame snd oontainlng ,uch endorsements shall be
deliVered to Landlord prior to the commencement of Tenant'.
Work 'nd IhaU thereafter be replaoed In the event of the
e.plration, laple Or Oanoellltlon of any luoh polley.
L. HI.oelllnsoua Ind Glneral Requirementl.
1. Governmental Regulationl. 1111 of Tenant'. Work
shall be done in accordance with the Tenlnt's Final Plans the
our rent requirementa of all applloable llw" ordinances '
:~~~~~f:fn:, cr~hesh and other requirements of ?overnment~l
de, w t e requlattons of LandlOrd S fire
Un erwriter and LlndlordTI Design Criteria. At Iny time Ind
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trom time to Hme dur; the performance of T.nal I Work,
1"l1ellord, IIgent, Laudlord', archit.c:t and/or Landlord', g.netel
aontraotor mey .ntar Upon tt" demh.d pumh.. Ind tn.peot th.
work b.lng parform.d by Ten.nt .nd taka .uoh .t.p. .. th.y m.y
dUll n.o....ry or dutrlble to ...ur. th. proper partorn,Ana. by
T.n.nt of Tlnlnt'. Nork .nd/or for thl proteotlon of the
lIuilding .nd/ar any premhu ,dlaa.nt to the demll.d praml....
In addition, T.nant'. Nork .hal b. perform.d In . thoroughly
flr.t-c1a.. and workmanlike manner, .ha11 lncorpor.t. only n.w
.It.ril11 Ind .hall b. In good Ind u'lb1. oondltlon .t the dlte
of co_platton. .
2. Llnd10rd'. Conllnt. Interpret.d. IIny approval or
oonllnt by Llndlord or Iny or IU of Tln.nt'. or 1 hr 11,
.y.t.m. plln., or drlwlny' Ihl11 n.ither oonltttutl In
I..umptlon of r.apon.ibll ty by Llndlord for Iny IIPIOt of .uoh
crltaria, Iy.t..., plln. or drlwing. inoludlng, but not limit.d
to, th.ir laourloy or .ffioiancy nor obliglt. Llnd10rd In any
mlnn.r with re.p.ot to T.nant'. Nork Ind Tenent .hlll ba .01.ly
rl.pon.lbl. for any defiai.ncy in anr d..ign or oonltruatlon of
III portlon. of T.nlnt'. Nork for wh ah Tenant, ,11 rupondbh.
3. P.rmlt. Ind r.... Tenant Iha11 obtain and pay for
all neoe..ary p.rlllt. and .hal1 pay all other f.e. r.qulr.d by
publio authoritie. or utility oompln!.. with re.p.ot to
Tenant'l Horkl .xc.pt that Landlord mlY .lect to obtain the
building p.rlll t. for Tenlnt'. Nork, In which event T.nant Shall
PlY the coat of such p.rmlt or, at Landlord's option, Landlord
may d.duct luch CaRt from "T.n.nt'. IIllowlnce" las d.flned In
IIrtlcla IV h.r.ofl.
4. T.mporary Storage Ar.as. No contraclor or
.ubcontractor p.rticlpatlng In Tenanl'. Work may U.e any space
within the Shopping Center for storage, handling and moving of
mlterial, Ind .quipment and/or for the location of a field
office or facllitie. for the employees of .uch contrlctor and
.ubcontractor wlthout obt&lnlng Landlord's prior Written
Ipproval for uch luell Ulll. If anr contractor and/or
suboontrlctor shall ule any space n the Shopping Center for
any or all of the aforellld enumerated purposes or any other
.imlllr purpole without obtalnlng LandlOrd's written approval
tharlfor, Llndlord .hall have the right to terminate p'oh use
and remove III of luch contrlctor's or subcontrlctor's
material, 'guipment Ind other property from such space, without
Llndlord b.lng liable to Tenant Ind/or to lueh contrlctor or
~uboontractor and the OOlt of such termination Ind/or removal
.hlll be pald by Tenlnt to Landlord or Landlord, at its optlon,
mlY deduct suoh COlt from Tenlnt'l Allowance.
S. Temporlry Store rronts. Temporary enolosure
blrricadls Ind temporlry 11gns shall be constructed Ind
flnllhad by Tenant in accordlnoe with Landlord's Oe.lgn
Criteri.. If Tenant'l .tore will not be open for business with
thl public by the dlte the Shopping Center i. flrst so opened
Ind ~enant ha. not In.tllled I temporlry Itore front as
r.quired by Landlord, Llndlord Ihlll inltl11 It at I cost to
Tenlnt of 'SO.OO a l1nel1 foot.
6. Protection of Hark. Jt shall be Tenant's
responSibility to Cluse elch of Tenant's contractors and
I~~c~~:ractor~ to mllntlin continuous protection of Idjacent
PPerformr Ind flmprov.m~nta against damsge by relson of the
nce 0 Tenlnt. Hark. Each contrsctor and
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subcontr.ctor sh.ll pr"l'er ly protect 'ren.nt' a WOl,. with lights,
gu.'rd r.U. Bnd barrlc.des and'l\all ncun all part. ot
Tenant'. Work .gainlt aocident, .torm and any other ha.ared.
7. Interterence with Otherc. Tenant'. Work ahall be
coordlneted with ell work being pertormed or to be pertormed by
Landlord and oth.r occup.nt. ot the Shopping Center to the .nd
thet Ten.nt'l Work will not intertvre With or delay the
completion at the BUilding or eny other conltruction within the
Shopping Center, and eaoh luch contr.ctor and lubcontractor
.hall co.ply with III procedur'l and .'gulation. prelcribed by
Llndlord or itl agent. (inoluding, but not li.ited to, ^gentl
.tor integrltion ot Tlnant'l work with that to b. pertormed in
oonn.otion iii th the oonltruotion ot thl Shopping Cantu.
8. contrlotorl. To the end that there .hall b. no
labor dllputa whioh would int.rtere with the conltructlon,
oompletion or operation ot the Shopping centerl or .ny fart
thereot inClUding, but not limited to, the de. .ed prem .el,
Tenent agreel to Ingege the ,ervice, ot only luch contrlctorl
or lubcontractor, (tor both Tenant'l Work and any other work
which Tenant do.., whether or not euch work 11 permitted or
required pureuant to the Lea.el ae will work in harmony and
without caualng any labor dl.pute with each other, with
Landlord'a contractors and ,ubcontractors and with the
contraators and SUbcontractor, at all others working in or upon
the Shopping Center or any part thereot, and Tenant shall
employ and shall require its contractors and subccmtractors to
employ only such labor as will work in harmony and without
cluling any labor dhpute with all .otl" t labor then working in
tha Shopping Center or any part thereof inClUding, but not
llmlhd to, the demhed pumlBes. Furthermore, only thosll
contraotors and subcontractors as have been duly licensed by
the authority having juriadlctlon over the appropriate
prote'sion and which have been approved in writing by Landlord
(which approval will not be unreasonably withheld) may pertorm
any work (InClUding, but not limited to, Tenant's Work) for
Tenant in or Upon the domiaed premiaea.
9. FinanCial Requirements. Landlord may require
Tenant: betore entedng on the demised prelnises to commence
Tonant s Work, to give Landlord proot .1tistactory to Landlord
at Tenant's tinancial ability to complete and fully pay tor
Tenftnt's Hork prior to the commencement date or, In lieu
thereot, either to turnish to Landlord a bond in an amount
aatistactory to Landlord written by a aurety company acoeptable
to Landlord guaranteeing the completion ot Tenant's Work tree
at any liens, or to deposit in escrow with Landlord (without
the obligation at Landlord to pay interest thereon) the
e.timated sum required to complete Tenant's Work. It such a
depoait shall be made, upon the satisfactory completion of
Tenant's Nark in accordance with the provisions ot this Exhibit
"S" and the submi.eion ot proof that all bills in oonneotion
therewith have.been paid, Landlord shall relea.e SUOh funds
tram e.orow. Landlord in its sole dhcretion, both n to the
extent and amount, may relene por tions ot sllch escrow deposit
directly to Tenant or Tenant's oontractors, sUbcontraotors,
materialmen and/or supplier. to pay bills as Tenant's Work
progrnae..
Pa ti' 101, Guaranteea. Each contractor and subcontractor
r c.pat ng In Tenant's Hark for which such oontraotor or
subcontraotor is responSible, shall guarantee or warrant in
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wrJtlnll, in tile manner "'Helnartar ant forth, tll.t ~uoh fortlon
wl11'be fr.. trom any d.feot. In workm.nahlp Ind m.terl. . tor
the plrlod of time of one ill yaar after th. demlead prlml..e
tint op.n. for bu.lnllll II th the publtu. All 'Uah gUIH.nhu
or warrantlea (ao11eatlv.1y ret.rred to .. .vu.r.nt....' .h.11
be contdned In the contrlctl and ,uboont uah for the
p.rformenoe at Tenant'. Work, .hal1 include the ob1lg.tlon to
repair and rephce In a Urllt-oh.. and workm.nllke m.nnu, .nd
without any additional chItV" aU of ren.nt'. Hark don. or
furnlahed by the contraotor or .uboontraotorI hi. employe.. or
avent., whloh .hall bl or bloo.1 dlf,otlYI W thin IUoh one 111
year periOd, and .hall be wrltt.n 10 .. to Inurl to thl benef t
of Landlord and Tenlnt a. their ra.p.atlv. tnt.re.t. .IY appear
and 10 a. to ba dlrlotly Infora.able by either L.ndlord or
Ten.nt. All .uoh VUlrlntel, .hlll 11.0 Inolude the Ivreement
by the contractor or .uboontrlator to p'~ .11 e.p.n.e Ind
dlml,e. Inoldent to the re.oval, repllal.lnt or rlpllr of any
othlr plrt of Tanlnt'l Nork whloh .If bl dlmlVed or dl,turbed
thereby.
11. Temporlry Utility Serylc.. Tlmpor.ry ut!litr
.ervlae. dUrlnl/ oon.truntlon Inoludlng light .nd pOWlr .hal I
If Ivdhbllt, be obt.8lned hy Ten.nt .t Ten.nt'. upenee, from
the L.ndlord or, .t Llndlord', option, Agent or Landlord's
veneral oontrlotor .t Monthly aolt of ".061 a.nt. fer Iquare
foot of floor .r.. of the dellll..d pre"'hll, aamm'no 111/ with the
e.r1ler of the date Ten.nt Ie ohlll/.t.d to oommeno.
aon.tructlon In laaord.nne with Seotlon 4.02 of this Leaae or
the d.te lI"tu.1 oonUrnotlon OOlftl",noll, .nd .ndlng with the
date II lltebl,hh.d I" ... L.... for U.. oomm.nc.",.nt of the
Utility Charge for T.n~nt'. 1110lrlclty, Lln~lord .h.11
provldl . conneotlon for t''''forary eleotrlc ..rvlce at a cost
to Ten.nt or Uoo.oo. "e"." m.y UII r.~ndlord'a .qulpm.nt and
piping for other utllltl.. at e co.t .qual to the coet or
~ner9Y coneum.d, provld.d, how. Vir , T.n.nt .hall clean and
reetore the ..m. to Ite orll/ln.l prop.r order and operating
condition.
12. Oholpllne.
dllclpllne .nd good order
aontractore.
T.nant a~a11 entorc. etrlet
.mong the employ..s of T.nant's
13. Cleanup. T."ant .ha11 maintain the demised
pramlae. In . cl..n Ind ord.rly oondltlon during aonstructlon.
Tenant ahlll promptly remove .11 unu'td oonetruatlon materials,
.quipm.nt ehlPflng oont'ln.r., f.ckavlng, debrll and waste from
th. bull~ing . t., and depo,lt t In r.oeptaales provided by
LlIndlord. Ten.nt .h.11 oont.ln all con.truatlon materials,
eql1if",.nt, f!xturll, lII1tchandl.., .hlpplng aontalnere and
debr · within thl d.mleed pr.mi.... Hall., oourte, arcades,
pub110 corridor., .ervloe oorrldor.! eervlct oorrldors and the
e.terior of the Building eh.)l b. c e.r of T.n.nt'. equipment
m.rohendi.., refu." Ind dlbrl. .t .11 tlm... Traeh storag.'
wlt~lnl thl d"Il'.d PUIII," .h.ll be oonfln.d to OOvered metal
aon a nlr.. Tanant Ih.ll PlY Llndlord Of, at Llndlord'.
ortlon, Avent the .um of ten cent. If.10/ per .quare foot of
f cor .r.. of the dlml..d premllu tor lhe removal from the
~hoPP~ng Clnter by L.ndlord of trllh .nd dtbr Ie generet.d by
T:~:~t,Or Ten.nt'. oontnoton Ind lubaontraotor. during
..rvlo.' C~~'rtru~flo~ "flod, If Landlord fIl.etl to lupply lueh
r..pon.iblllt;'~f ;~n.~~~. not .0 .leot, the .am. 'hall be the
.. addltl~~;l rayment of Charg.., T.naot ehall pay Landlord
rlnt, .11 f.e. .nd athllr aharg.. Ind/or paymentl
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for which Tenant II obligated purluant to this EXh,~lt "0"
Including, but not limited to, th~ sprinkler bulk main ~harge,
the roof penetration charge, the traah removal charge and the
.lectrl~ ,harge, within ten (10) day. after written demand
therefor is I:ade by Landlord. If payment is not made within
auch period then Landlord may off SIt all .uch sums agelnst
Tenant'. Allowance.
III. CONSTRUCTION PROCEDURES.
A. Landlord'. Design Critlria.
. After the execution of the Lease, Landlord's architect
will dlliver to Tenant one (I) scale drawing of the floor plan
of the aemised prlmises (the Lsndlord's "Floor Plan")
indicating, inter alia, demising partitions, general
construction~umn-rocations, VAV tarminal, sanitary outlet,
dama.tic water location and sprinkler bulk main, and one (I)
copy of Landlord'. d.sign critlria package which shall include
Landlord's criteria for design of the demised premises,
preliminary plans, HVAC plans and criteria, electrical plans
and such other plans: criteria, drawings and information as
Landlord or Landlord s architect deems necessary or
apfroPrJate. All of the Items Iflcluded within such design
cr terla reck age are herein collectively referred to as
"Landlord s Design Critaria".
B. Tenant's Preliminary Plans.
~Ithin twenty (20) days after receipt by Tenant of the
above, Tenant shall lubmit for Landlord's approval In sepia
form, complete store front ~eslgn plans, a eign plan, a
merchandising layout plan, Tenant's estimated heating/cooling
loed CalCUlations, IiVAC drawings, plumbing drawings and
aprinkler drawings, all of which shall be in accordance with
the criteria set forth in Landlord's Floor Plan and Landlord's
Design Criteria and all of which are collectively referred to
a. "Tenant's Preliminary Plans".
C. Landlord's Review.
\. Landlord will review and return to Tenant Tenant's
Preliminary Plans either marked approved, marked to show the
correctiona required (In which event such marked-up Preliminary
Plans shall be deemed approved, as marked up) or give Tenant
written notice of diaapproval of Tenant's Preliminary Plans
togethsr with the reasons therefor. In the event Landlord
give. Tenant notice of disapproval together with the reasons
therefor, Tenant shall have twenty (201 days from the date of
luch notice of disapproval by Landlord to submit revised
Tenant's Preliminary Plans sUbject 'to lubsequent markups and/or
dislfproval. and corrections in the manner set forth above,
proy ded, however, if Tenant's preliminarr Plans do not meet
Landlord s epproval after the aecond subm 8sion, Landlord, at
Its option to be e..rclsed by written notice to Tenant, may
terminate this Lease, which termination ehall be effective a8
of the date .et forth In such written notice.
2. Tenant's estimated heating-cooling load shall be
:rbject to Landlord's approval and in the event Landlord shall
:rPP~ove the aame, Tenant Ihall revile the lame until such
:h8l~a e: hhating-coollng load ia afProved by Landlord. Tellant
I hno bC ange its estimated heat n9-coo11ng load once tha
ame as een apprOved by Landlord.
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" The I II for..... don oantdned In Tenant '. eleotrloal
laed dll:a fem. Ihl11 ba lIubjallt tp Lancl,lard" approval, and
T.nllnt ahllU nvl.. the Ia"" IIntll thl um. II Ipprond by
L.nellord. Mhln Llndlard ha. approved .uoh Information,
Llndlord Ihall IIUfPly to Tlnlnt the addltlonll Infarmatlon ,et
forth In the al.O rloll 10ed d.tl portlan of L.ndlard', olllgn
Cd ter la. ....d Upon lIuoh .ddl tlonal Informlltlonl T.nant IIhall
pr.pere It' .1eotrloll plan. for the d.ml.ld pr.m ,.a. After
noelpt by T.nent Ilf the addltlon.l Inform.tlon Itt forth In
the eleotr 10.1 10.d /:Iatll por tlOII of L.ndlord'. DIIIgn crl tada,
T.n.nt .,y not therllfte, IIOdlfy Hili lI1totr10'1 J,o.d d.ta
unle.. Landlord ha. oonllant.d to .uoh lodlflo.tlon. Any oo.ta
...ool.ted With luah oon.ant.d to ~dlfloltlon. .h.l1 be borne
by Tena...l:.
4. It I. Igrled that Tenant II r..pon.lbl. for
'Itlefyln, T.n.nt'. requlr...nte for the d.mla.d pr.ml....
L.ndlord'. r.vl.w II on1I to d.t.r.ln. conformlt! wltb
L.ndlord'. D,.I,n Crlt.r I .nd .y.t.m.. T.n.nt II r..pon.lbla
for d..I,n and code ~pl1.no', oonltruotlon Ind In.tlllatlon.
D. Tln.nt'l Morkln, Dr.wlng..
Mlthln .llty 1601 dey. fru. the data of receipt by
Tlnlnt of L,"dlord'. 'loor Pl.n .nel Landlord'. D..lgn Criteria,
r.v.relll1'l of wh.th.r thl T.n.nt'. pr.llmlnary Plana have been
,ublllltted, T.nlnt .h.ll .ub.lt to the L.ndlord'. archlteot for
.pproval thr.. ('1 e.t. and a ..pla of oompl.te working
oonatruotlon drllw ng. .nd 'p.clfloatlon. for T.nant's Work
Inoludlng arohtt.otunll PllllllblnglehctrlCal, sprinkler!
b.lltln" ventilating IIno alr-cond tlonlng, and meohanloa
drawlnla for ell T.nant'. Mark In aocordanoe with Landlord's
rloor Ulln, Landlord'. Dellgn Criteria, "andlord's IIVI\C Plan
electrlclIl laId data luppli.d Tenant by Landlord and approved
T.nant'. Pr.llmlnsry Planl, It any. Upon reoelpt of suoh
work In, dnwlnge Landlord shall have the &ame rights of
.pprov~l, .arkup and disapproval and Tenant shall have the same
ob1Iy.tlon. ae to r..ubml..ioll .a are .et forth with regard to
Prill Nlnary Pllln..
a. fan.nt'. rlnal Plan..
The totlll of all approved Tenant's preliminary Plans
.nd .pproved Tlnsnt'. working drawings and speolflcatlons
(wh.thlr luoh approval b. affirmative either Initially or after
r..ubml.slon by Landlord'. markup' ar. colleotlvely referred to
h.reln II' "ranllnt'. rinlll Pllln.".
,. Pr.par.tion of Tensnt', Plans.
All of Tlnsnt'a preliminary Plln8, specifications and
working drawings .hlll be preplred by a regl.tered architect or
.nvlneer nor.1I11y IInglged In the bUliness of providing such
.ervloel IInd e.ployed by Tenllnl: It Its 'Kpense. If required by
10011 or .t.te cod., tb..1I drlwlng. ahell bellr the ..a1 of an
IIrohltaot or Inginllr rlglltered to praotloe In the
jurl.dlatlon, in order to obtain required permits. Tenant
'hall not IUbNlt planl IInd speclflcatlona whloh have been
pr.pared by contrlctor., .uboontractora or .uppller., since
.uoh plan. will not be 1I0cepted by Lllndlord.
O. rallure to Maka Sub~lsllon. and Improper SUbmissions.
It T.nant Calla or omits to make timely aubmlsslon or
r',ubmla.lona to Llndlord of T.nant'a Preliminlry Pllns or any
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sp.clflcstlon. ot sny wurklng drawings within the Lequlred tlm.
perl~d. or fall. to or d.leys In aubmittlng or eupplylng
Informltlon or in giving authorlzatlonl or in performing or
completing T.nant'. Work or in any manner delay. or In'c~feree
wIth the p.rformance of Landlord'. Work, Landlordl In Iddltlon
tc any other right or remedy It may have under th e Leaae, at
law or In equity, may purau. Iny one or morl of the 'allowing
rem.dlll.
1. Landlord may glv. Tenant at leeet ten (101 dare'
written not Ie. thllt If a .peclfled fsllure, omi.alon or de ey
II not our.d by the date th.r.in It.ted, tbls Lea.. .ball b.
d..",.d cano.ll.d end t.rmlnated. If .uoh notloe shall be
compll.d with, thle L.... .hall, on the d.t. atated III auoh
notlo., b. canc.ll.d and tllcmlnlt.d without prejUdice to
Llndlord'. oth.r rlghtl .nd remldl.. h.reundlr, and
2. Aftllr written notice of its intention to do so,
Llndlord msy, st Tenant's oo.t and expense including, without
limitation, Ixp.n.e for .uoh overtime as Lendlord may deem
nec.s.ary, prOCI.d wltb the completion of sny such Preliminary
Pllns and/or working drawings and/or Tunant's Work, as the caee
mlY b., end such perform.nce by Landlord Ihall have the same
.ffect hereunder as If the deelred plan., Ipeclflcatlons,
Information, 'approval, authorlzetlon, work or other lotion by
Tenant had been done (but not paid forI es herein required, and
3. Landlord may require Tenant to pay to Landlord, as
additional rent hereunder, the cost to Landlord of completing
the demhed premises in acoordance wi th the teems of t..:s Leese
over and above what would have been suoh cost had there been no
euch failure, omission or doloy, and
4. In exerciSing any or all of the foregoing remedies
.et forth in Section G.l, 1, 3 and 4 of this Article III,
Landlord shall be entitled to retain and have recourse to any
hcnd or escrow deposit provided by Tenant.
If any Tenant. submls.lon Is rejected because of
failure of Tenant to reasonably conform to Landlord's DesIgn
Criteria, Tenant eball pay upon demand the costs of ad~ltlonal
revl.ws by Landlord's arohitect. ana enginears.
". Comple tion of Tellant I s Wor k.
Tenant aboll complete Tenant's Work as quickly as
pOlaible, but In no event later than the rental commencement
date.
I. Ocoupancy Permit.
Tenant shall secure an ocoupancy permit from that
authority which has juriSdiction over the premlsee In
eufflclent time to permit Tenant to open the premlaea at the
Clntlll OClI1I1Ienoement date.
J. Completion Oate.
Se. Lease Section 302.
K. Liens.
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B.~N nEGULATIOHS AHD
BPECIFICATIOHS ,
BXIIIBIT "C"
Tht putpo.e of th.'t regulatlonl la to tnoourage Ind
develop artatlv. Ind dlvtr.lfltd Ilgnlng for Tenant .toree In
complhnoa Io'lth thl following orlt.rh which Ihall In any tvent
bt Ilmlt.d by the provlllonl of Station 1501 Ind Exhibit B of
the L.... Agr..mllnt.
a. wordlnv 01 the .I,nl ,hill be limlt.d to Tenent's
per.lttlld Itore or trldl nil... Tenant'l cUltomlry Ilgnature or
logo, h.llm.rk, In. Ignis, or oth.r trlda Idantlfloetlon will ba
p.r.ltt.d only If In oonfor.lty with th.l. IIlgn r.gul.tlon..
b. BI,n. .h.ll aan.l.t of Indlvldu.l Ittter.. Signs
of the flllhlng, bllnkln, or .nl...t.d type .r. not p.rmitt.d.
BOI type sign., when built Into IInd an Int.grsl psrt of the
.tot. front d..lgn .ay b. .ubmltt.d for oonelder.tlon.
0. Th. ,Ire of all algns shell be limited and shall
be In Icele and harmony with the Shorplng Center. The
lettering on Tenant'. sign .hlll not exc.ed the following
limitation..
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(II Height - 16" for letters with the exception
of the initial oepltal lettere, If ueed, which may be 24",
depth - I" minimum, 4" maxlumum.
(IiI Art - No lettering ehall bt located within
tlo'O 121 feet of sny adjacent Itore or corridor, nor shell any
elgn oaoupy more than seventy 170') percent of the store
frontage on the mall. The location of the lettering within the
permitted slg" er.a ehall be luch as to present an orderly
appearance of all of tht signs of all the Tenants In the mall,
taken al a compoelte or panorama of signs. .
d. printed elgna on etorefronts or show windows ars
prohibited with the exception of arnall-scale signs which are
neatly letter.d on the g1al8 of the storefront or logos on door
handhs.
e. Subject to compliance with all applicable code
requirements, public aafety deoall or art work on glass In
minimum ,Ires may be ul.d.
f. Paper .Igna, atlckers, banners or flags may not be
ulld by Tenant.
g. An exterior sign lone located on the outside of
Tenant's real wall) shall be permitted only In the case of
thos. tenants authorized by Landlord to have s direct rear
au.tomer .ntrance from the parking area, and shall be subject
to Landlord'. aole dlDcr.tlon as to design, sire and location.
h. No expoled raceways, ballalt boxes or electrical
tr.n.tormere will be permitted.
1. Sign company nam" or s tamps shall be concaeled
(applicable ordlnancel and codes perrnlttlngl.
j. No exposed sign Illumination and no flood 1lghtJnn
of Ilgns or storefronta Ihall be permitted. .
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k. No permenent or temporery window eigne fastened to
the 'Interior or e.terlor of the ehow wl~dows shell be permlttad
e.o.pt for slgnatur. or Identification el9ne lettered or
effl.ed olreotly on tho 9la...
1. No more than one atore sign may be Inatalled on
eeah .tore frontlge In which one or more au. tamer entrance. ere
looeted. If the lea..d preml.,e ie a "oorner" .tore even
though II au.tomer entrance Ie not located on each trontsge, two
etor. Ilgne .ay bllln.t.ll.d one on each etor. frontega of the
1...lId pr..IIII..
m. All .Ign letter. end .Ign box.. muat be Internally
111umlnat.d, with th. .xceptlon of exposed deoorative lighting
whloh Ihlll be In whit. only. MI.lmum brightness Illowed for
Intllrlor .I,n. whloh front on the .nclosed msll, If IIny, will
be 100 foot ll.bert. tllken at thll letter floe.
n. No portion of any algn Mhall project more than a"
beyond the atorefrant.
.. o. SI9ne and identifying marka ahell be placed
entirely within the bound.rla. of the deml.ed premlee. with no
part higher than the neutral curtain wall space above the etore
front lor neutl'll band above, If anYI.
f. Sign. for kiOSk., promotional dlgplays or for
shaWl wll in .very Inatanoe require the written approval of
the La hlll 01 d.
q. Tenant shall oomply with the requirements of all
appllcabl. cDdea, and/or local otdlnanc.e and obtain local
government approvel when required by oode. All permits shall
be obtained by the tenant'e own algn contractor at Tenant'e own
oo.t and expense.
r. All elgns must be "Underwtlters Apptoved",
e. No wood blocking or flammable construction
material Is to be used In the attachment of any sign material
sbove t~1 atore front,
t, Interior projecting eigns or graphic
Identlfloatlon which front on the mall shall not be greater
thIn 2'6" . 2'6", Interior Illuminated oube modules which front
on the mall shall not be greater than 2'6" x 2'6" x 2'6".
Tenant Ihall submit drawings for Tenant's signs and
other methods of identification In accordanoe with tbe
provl.lonl of Rxhiblt "8", Notwithstanding the faot that muoh
Sign. and other methods of Identification are in compllanoe
with the foregoing critlrla, no auch sign or other method of
Id.ntlflcatlon ahall bs Installed by Tenant without Landlord'a
prdlor written IIpproval of tbelr Ilze, type, locltlon, qUllity
In lIelth.tlc prop.rtles.
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111 Make "P air Is that air which .~ exhausted
br Tenant because of code requ~rements or ~ecause the
I r Ie conta~lhated by odor or te~perature cauaed by
Tenant'e operetlona and cannot be returned tc 'he
ay.tem. Suoh Operetlona InClude, but are not limited
to, reat.urant., beauty slIlon., pet ebop., ta.t fond,
etc.
(2) The qusntlty of make~up air required by
Tlnsnt, herllnafter oalllld "Tenant HA erM," .hall be
d.termlned In accordanoe wltb prooadures de'urlbed In
IIPpllcllble .eotlone of the Dealgn Crlterlll.
131 Tbe Tenant'. annUlI electrlo energy milke-up
lIir charge IIhall bll equal tc 15 KNH per "Tenant MA
e'M" Multiplied by the Landlord'. KNH co.t.
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SURETYSHIP ^ORBSMtNT
In oon.ld.rlltlon ot the '18cutlon by L.ndlord of the
within L...II d.t.d the dllY of ,19,
b.tw..n CAMP HILL SHOPPINO CBHTBR ^SSOCIATES a. Lendlord .nd
PC PALACE. LTD. a. ".n.nt, rupaotlng ontain .tore
prelll"" in Callp Hill lIhopplng Cllnt.r, C.mp lUll, p.nn.ylvanl",
th. und.ulgntd, Ihllrdnaftec refernd to II' "SuntY"1
Intllndln, to be ligellr bound h.c.by, h.r.by b.eom.. BurBty for
the pra.pt and flllthfu p.ctor.ano. by T.n.nt of the within
L.... .nd 1111 the t.r.., co,en.ntl Ind oondltlon. th.reof
Inoludlngt but not 11.it.d to, the plYII.nt by T.nant at the
c.nt.l IIno all oth.r .u.. to DIIoO.1I du. th.r.undlr.
lIur.ty IIgr... th.t 11) thl. obllgltlon .hall b.
binding upon lIurety without Iny further notloe or .oceptanca
h.reof, but the ...11 .hal1 b. dlle...d to h.v. be.n .cee~ted by
thll exeoutlon of the within L.e.e, 121 inmedlately upon each
IInd IIv.ry dllflult by Ten.nt, without .ny not 10. to or damand
upon lur.ty, lurllty will pay to Lllndlord the .~m or .um. In
d.fault .nd will oomply with or p.rfor. 1111 tb. t.rms,
oov.nlnt. and conditione of .lld L.a.. whloh .h.ll b. binding
upon the .lld Tenlnt II' provld.d In .ald Lla.e, 1'1 no
..tllnllon, forb..rane. or 1.nlllnoy ext.nded by landlord to the
.aid tenant .h.ll dl.ehlrge Surety .nd sursty agrl.. at all
tl.1I11 it will b. llllble notwlth.tandl~g lame and
notwlth.tandlng tbll hot thlt surety bee hid no notio. of 'RY
.ald d.f.ult or of .nr .ald forb.ar.noe or ext.n.lon, (41
Landlord and Ten.nt w thout notloe to or eon..nt by Surety may
at any time or time. enter Into uuch modlflc.tlonl, extensions,
IImendmentl or other oovenant. respecting the IIld L.... and
th.t Sur.ty .hell not b. rele...d thereby, It being Intended
tllllt IIny jolnd.r, waivllr, consent or agreement by Tenant by Its
own operation, .hell bll d..med to be ~ joinder, eon.ent, waiver
or agreement by Surety with r.speot thereto .nd that Surety
.hlll continu. .1 suraty with respect to th. .lld ~.as. IS so
modlfi.d, extended, amended or otberwlse affect.d, (51 nelthar
th~ Surety'. obligation t.o mske payment In .ccordance with the
term. of thla agrlement nor anr rem.dy for the enforc.ment
th.reof .hllll b. Impaired, mod fled, chllnged, r.l....d or
11..lted In any mann.r what.o.v.r by .ny Imp.lrment,
modification, chang., r.l.... or limlt.tlon of the liability of
the tenant or Its II. tat. In bankruptoy or of Iny rem.dy for the
enforo.ment thereof, relultlng from the operation of .ny
pr.allnt or future provl.ion of the Natlon.l D.nkruptoy Act or
oth.r .tatute, or froll the deol.lon of any oourt.
Surety furth.r egr... to be bound by each .nd .very
oovenent, obllg.tlon, pow.r end authori.etlon, without
Illllt.tlon1 In the ellld L.a.., .nd with the .ame forc. .nd
.tteet a. f It were de'lgn.t.d in Ind h.d I..cutld e.ld Llale
a. Tlnlnt therlundllr.
Th. under.lgned, jointly .nd eev.rllly hllreby
a~thorll' .nd .mpowar .ny prothonotllry or Ittorn.y of IIny Court
o Record of Penn.ylv.nl., or Il.ewhere, to Ippe.r for Ind .Ign
~or ~hl und.r.lgnld en IgreeMent for enterln9 In any competent
our In Imlc.bl. action or ectlon. for the recov.ry of eny .um
or Bums a! money Which lay be due or be com. due hereuna.r and
~~e'IJdd Imilceble .ctlon or action. to confe.e jUdgment Ig~lnat
un .r. 9ned for ..Id lUll or .um. II. of any t ith
WI~hout deolaratlon fll.d, .nd with ~ttorney" f':~~'I~t.r.:~
:~ro~~:t:htogetfh.r with In .ttorney'. oomml.elon ot flv. 15t)
.reo. Said luthorlty .b.ll no~ b. exhlu.t.d b on
exercise th.reof, but jUdgmlnt mey be oon!...lId II. .for'l~id ·
~
~
,J
. \
, In The Court of Common Pleas of Cumberland COUllty, Pennsylvania
Camp Hill Shopping ,Assoc.
VS,
PC Palace Ltd, et. al.
SeLVe. PC Pillace L((l" t/d/bI<1b, 98-3106 Civil
PC Palace ___ _'__'_
__,19__
Now, 8/25/98 ,19,1, SHERIFF OF CUMBERLAND COUNTY, PA, do
-.------- ---
hereby deputize the Sheriff of.
Dauphin
County to execute this Writ, this
deputation being made at the request and risk of\he Plaintiff:
~~ /~/?
Sheriff of Cumberland County, FA
Affidavit of St'!rvice
Now,
19 at
j-, ....
o'ciock __ M. served the
within
---
upon
at
bv handing to
.. .... -.,
a
copy of the original.
and made known to
the contents thereof.
So answers,
Sheriff of
County, PA
Sworn and subscribed before
me this _ day of ,19
COSTS
SERVICE
MILEAGE
AFFlDA VIT
$
--
$