The URL can be used to link to this page

Home My WebLink About00-06438 r '" . ,~ ,,-"~ - . .,'.- , --'4 , .... MICHAEL G. LOUIS, ESQUIRE ATTORNEY LD. NO. 32202 MacELREE, HARVEY, GALLAGHER, FEATHERMAN & SEBASTIAN, LTD. 17 West Miner Street P.O. Box 660 West Chester, P A 19381-0660 (610) 436-0100 ATTORNEY FOR PLAINTWF P,D.S.L, Inc. c/o RJ. Waters & Associates, Inc. 402 Bayard Road, Suite 200 Kennett Square, PA 19348 Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PA. : CNIL ACTION - LAW Vs. :NO. 06- G'I38 u:;JJ THOMAS R PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS 88 Fetrow Lane New Cumberland, P A 17070 Defendants CONFESSION OF JUDGMENT IN EJECTMENT Pursuant to the authority contained in the warrant of attorney, a true and correct copy of which is attached to the Complaint filed in this action, I appear for defendant( s) and confess judgment in favor ofplaintiff(s) and against defendant(s) for possession ofthe real property as follows: 5303 Simpson Ferry Road, Mechauicsburg Plaza, Mechauicsburg, Cumberland County, Pennsylvauia where defendants are doing business as Pro Drycleaners. MacELREE, HARVEY, GALLAGHER FEA~EBAST~~. By: J! ~f}(,t(}{{) Michael G. Louis, Esquire Attorney for Plaintiff j~ ,,~ ~- -:"'-""'~'jUJ'"'; ,"",I '~~i~' i-~tiliIIfi~. m ., . ,--.- ~ -,.'. ,""",'.' ,...,'~ " __ _~~,_" ~" ,W,_ ,..",',. .' ," ^ ,~"-- ~ - , ... 0 0 0 C 0 " ;;::: U) ."" "Um r'F\ :".~~ fTI mm " Z:--, T)fTl ...I,.... N ZS: :~m Cf)<ll_. -<..:::,~ [<CJ :c- ~O :;g 0 9? ":)iTi )>C .-( ~ U1 ?n .&:'" -< . '," -~ A -,-, , , '<::, '" ,:1 !! Ii I .1 ~ , .-. -,.' ""',,-,,-, ;& -" ,'- ",,,,,~ 0.,,' \" 0" ~ ' ,",",.- "l ^~ MICHAEL G. LOUIS, ESQUIRE ATTORNEY LD. NO. 32202 MacELREE, HARVEY, GALLAGHER, FEATHERMAN & SEBASTIAN, LTD. 17 West Miner Street P.O. Box 660 West Chester, PA 19381-0660 (610) 436-0100 ATTORNEY FOR PLAINTWF P.D.S.I., Inc. c/o R.I. Waters & Associates, Inc. 402 Bayard Road, Suite 200 Kennett Square, PA 19348 Plaintiff : IN THE COURT OF COMMON PLEAS Vs. : CUMBERLAND COUNTY, P A. ; CIVIL ACTION - LAW : NO. fHJ. (,,'131 ~ f...<- THOMAS R PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS 88 Fetrow Lane New Cumberland, P A 17070 Defendants COMPLAINT 1. Plaintiff is P.D.S.L, Inc., a Pennsylvauia corporation doing business c/o RJ. Waters & Associates, Inc., 402 Bayard Road, Suit 200, Kennett Square, Pennsylvauia 19348. 2. Defendants are Thomas R Pullen and Chong S. Pullen, adult individuals, husband and wife, doing business as Pro Drycleaners residing at 88 Fetrow Lane, New Cumberland, Cumberland County, Pennsylvania 17055. 3. Judgment is not being entered by confession against a natural person in connection with a residential lease. 4. On July 21, 1992, the defendant entered into a Lease Agreement with plaintiff(s) for 5303 Simpson Ferry Road, Mechauicsburg Plaza, Mechauicsburg, Cumberland i''-''- ",, , ~ County, Pennsylvauia where defendants are doing business as Pro Drycleaners. A true and correct copy of the Lease Agreement is attached hereto, made a part hereof and marked Exhibit "A". 5. Pursuant to the Lease Agreement defendant(s) is/are obligated to pay rent, common area maintenance, taxes, insurance and other charges. 6. Defendants have defaulted in theirs Lease Agreement by failing to pay the aforesaid charges which amount to $6,753.56 at the present time and continue to accrue in the future. A true and correct copy of an itemized list of the amount due and owing at the present time by the defendant(s) is attached hereto, made a part hereof and marked Exhibit "B". 7. Judgment has not been entered on said Lease Agreement in any jurisdiction except that plaintiff is entering judgment by confession for money at or about the same time as this confession in ejectment. 8. By virtue of paragraph l6.05(b) of Exhibit "D" to the Lease Agreement, plaintiff is entitled to confess judgment in ejectment in favor of plaintiff and against the defendants for possession of the leasehold premises. WHEREFORE, plaintiff demands judgment in ejectment against defendants for possession of the real property at 5303 Simpson Ferry Road, Mechauicsburg Plaza, Mechauicsburg, Cumberland County, Pennsylvauia, where defendants do business as Pro Drycleaners. MacELREE, HARVEY, GALLAGHER, FEATHERMAN & SEBASTIAN, LTD. ~XJ.~ By: Michael G. Louis, Esquire Attorney for Plaintiff ., ~."""'.;. l~lifIl!!IiIj~~I~h\. "--,i,jM "'t"- ,',~"""", ~', -"- ,,' ___ _.._.... .m "H ,. ""~"'> --","0' 0'" ~ -",",," , '" ",,* ",' ... " \i ~;,: ,. ~...'.. ~! I' ~, . , (') 0 0 c: 0 -n ~ (/) :-,'j "'0 OJ r"1 ":~ic: !:pm -" --.::0 N Zl;: . ',~ ;';'i Cf)rt:;"': ~ -<-" ~~~~ EO ;po ~o ::K :>8 Cf! i.5rn z '~J1 ~ =< :0 &' -< . "'.-.',<--. - --- ~ b.....>.< .1,. LEASE AGREEMENT . < LANDLORD: E-D CENTERS, INC. DBA MECHANICSBURG PLAZA TENANT: TIlOMAS R. PULLEN & CHONG S. PULLEN SHOPPING CENTER: MECHANICSBURG PLAZA ARTICLE I: GRANT AND BASIC TERMS 1.01 1.02 1.03 1.04 1.05 1.06 1.01 Basic Terms and Definitions ...... Use of Common Areas . . . . . . Commencement of Rental and Other Charges Length of Term . . . . . . . condition of leased Premises Tenant's Uork ....... Shopping Center provisions . 1 2 2 2 2 2 2 ARTICLE II' RENT 2.01 2.02 2.03 2.04 2.05 2.06 2.01 Minimum Annual Rental Percentage Rent Gross Receipts Defined Tenant's Records . . . Audit ........ Taxes and Insurance ... Interest on Delinquent Rent 2 2 2 3 3 3 3 ARTICLE III: CLE~NING AND REPAIR OF LEASED PREMISES 3.01 Landlord's Obligations .... .... . . . . .. . . , . . . . . . . .. . .. 3 ARTICLE IV: CONDUCT OF BUSINESS 4.01 Use of Premises 4.02 Operation of Business .. 3 3 ARTICLE V: COMMON USE FACILITIES 5.01 Control of Common Facilities by Landlord 5.02 Corrmon FacH'ties Contribution 5.03 Definitions . . . . . . . . . . . 4 4 4 ARTICLE VI: ALTERATIONS, LIENS AND SIGNS 6.01 Alterations . . . . . . . 6.02 Tenant Shall Discharge All Liens 6.03 Signs, Awnings and Canopies 4 4 4 ARTICLE VII: MAINTENANCE OF LEASED PREMISES, SURRENDER AND RULES 7.01 Maintenance, Repair, and Replacement by Tenant 7.02 Maintenance by landlord 7.03 Surrender of Premises 7.04 Rules and Regulations 4 5 5 .. > ARTICLE VIII, INSURANCE AND INDEMNITY 8.01 Casualty Insurance . . . . . . . . . 8.02 Waiver of Subrogation ....... 8.03 Increase in Fire Insurance Premh.JJIS 8.04 Liability Insurance 8.05 Indemnification of Landlord 8.06 Plate Glass Insurance 8.07 Liquor Liability Insurance 8.08 Insurance Policy . . . . . 5 5 6 6 6 6 6 6 ARTICLE IX, UTILITIES 9.01 Utility Charges ...................................... 6 ARTICLE X: PRIORITY OF LEASE 10.01 Subordination ........ 10.02 Notice to Landlord of Default 10.03 Estoppel Certificate 10.04 Attornment.......... 6 6 6 7 ARTICLE XI: ASSIGNMENT AND SUBLETTING 11.01 Consent Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 ARTICLE XII: WASTE, GOVERNMENTAL AND INSURANCE REQUIREMENTS, AND HA2AROOUS SUBSTANCES 12.01 Waste or Nuisance .......... 12.02 Governmental and Insurance Requirements 12.03 Hazardous Substances . . . . . . . . . . 7 7 7 ARTICLE XIII: PROMOTION FUHD 13.01 Promotion Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 G:\FORMS\RE\EISENBRG\FORM.LE2\3/90 '~'I ..J.~" ,.' ~ .x/no.' -.. ~..,?'//" E~ODE. 9/fL--.. .z.J... ARTICLE XIV, ~ OESTRutTlON OF lEASEO \, .dSES 14.01 Partial Oeatruction ......... 14.02 Substantial Destruction ....... ..03 Partlsl Destruction of Shopping Center ARTICLE XV, EMINENT DOMAIN 15.01 Condemnation ARTICLE XVI: ~- IIll\ 8 8 8 . .. ... . . ............... . . ..... .... .. ... . 8 DEFAULT OF TENANT 16.01 Defaul t ........ 16.02 Remedies 16.03 legal Expenses . . . . . 16.04 Failure to Pay; Interest ARTICLE XVII, ACCESS gy LANDLORD 17.01 Right of Entry 8 9 9 9 . . .. ......... .... .. .. . . ... . . . .. . . ...... 9 ARTICLE XVIII, TENANT'S PROPERTY 18.01 Taxes on leasehold 18.02 loss and Damage 18.03 Notice by Tenant ARTICLE XIX: HOLDING OVER; SUCCESSORS 19.01 Holding Over . . 19.02 Successors and Assigns ARTICLE XX: QUIET ENJOYMENT 20.01 Landlord's Covenant ~RTIClE XXI' MISCELLANEOUS 21.01 21.02 21.03 21.04 21.05 21.06 21.07 21.08 21.09 21.10 21.11 21.12 21.13 21.14 21.15 21.16 21.17 21.18 21.19 Waiver . . . . . . . . . Accord and Satisfaction No Psrtnershlp . . . ForciS Majeure Landlord's Liability Notices and Payments Financial Statements Guarantors . . . . . . . . Captions and Section NUli>ers Definitions Partial Invalidity . . . . . Recordl ng Entire Agreement . . . . . . Ju~ Trial; Claims; survival Applicable Law . . Consents and Approvals Authority Interpretation Brokers ARTICLE XXII: SECURITY AND RENT DEPOSITS 22.01 Amount of Security Deposit 22.02 Use and Return of Security Oeposit 22.03 Rent Deposit . . . . . . . . . . . ARTICLE XXIII: TENANT COVENANTS; EASEMENTS 23.01 Tenant Covenants 23.02 Easements 24.01 Option to Extend 25.01 Rental Adjustment 26.01 Tenant Exclusive ~XHI8lTS Site Plan . . . . . . . . . . . . . . . . . . . . Description of Landlord's Work and Tenant's Work Guaranty Lease Addend... Sign Criteria . lease Rider . . . Exhibit A . Exhibit B . Exhibl t C . Exhibit D . Exhibit E . Exhibit F G:\FORMS\RE\EISENBRG\FORM.LE2\3/90 ii E~O. 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 11 11 11 11 11 11 11 11 11 11 11 11 12 12 12 12 12 LEASE AGREEMENT THIS I..j3ASE AGREEMENT (the "Lease") is entered into pursuant to the following terms and conditions: ARTICLE I: GRANT AND BASIC TERMS 1.01 Basic Terms and Definitions. This Lease is subject to the following basic terms and definitions: (a) Date of Lease: July 21. 1992 . (b) "Landlord": E-D Centers. Inc. dba Mechanicsbufl! Plaza Address: 304 Brandvwine II Buildin\!. Chadds Ford. PA 19317 (c) "Tenant": Address: Thomas R. Pullen & Chong S. Pullen 88 Fetrow Lane. New Cumberland. PA 17070 (d) "Shopping Center": Mechanicsburg Plaza Located in Mechanicsburl!: ("City"), Pennsylvania ("State") (e) Tenant's "leased premises": Shop -2. containing 1360 square feet; 17 by 80 (f) Original Term: 5 years, 3 months (see Section 1.04) (g) Commencement Date: 9/1/92 Expiration Date: ll130197 , subject to Section 1.03 , subject to Section 1.03 (h) Minimum Annual Rental: (see Section 2.01) (1) Years 1-3 : $ 14.960 annually; $1.246.00 monthly (2) Years _: $ annually; $ monthly (3) Years _: $ annually; $ monthly Years 4-5 CPI increases between (3% and 5%) annually (see 24.01) (i) Percentage Rent:' (see Section 2.02) 6 % of gross receipts in excess of $300.000.00 (j) Use of Leased Premises: a full service dry cleaninl!: establishment for shirt tailoring. launderinl!:. tuxedo rental and for no other nurnose. Trade Name of Tenant: fl." .-a./C /P49>1Pr.s' c.? ~/1J9~ (k) (I) "Broker": R. J. Waters & Associates, Inc. (m) Security Deposit: $ 1.353.65 (n) Rent Deposit: $ 1.353.65 (see Section 22.01) (see Section 22.03) (0) Estimated contributions for current calendar year, based upon Tenant's pro rata share of the Shopping Center ( 2.15 %): Annual Amount per Sauare Foot Monthly Taxes (See Section 2.06) $ .47 $ 53.26 Insurance (See Section 2.06) $ .04 $ 49.86 Common Area Operating Costs (See Section 5.02) $ .44 $ 4.50 Promotion Fund (See Section 13.01) $ 0 $ 0 (p) Condition of leased premises (See Section 1.05): Tenant will take upon substantial completion of Landlord's Work described on Exhibit B Guarantor(s) (include spouse of individual guarantors): Thomas R. Pullen. Chong S. Pullen (q) (r) Riders: Riders consisting of a total of nine (-.2....) pages are attached to this Lease and incorporated herein. 1 LL 1..0 JTC:-f, r."::;:4;// G:\FORMS\RE\EISENBRG\FORM.LE2\3/90 ,~' ~~ I:. ~~i i ;, ' ;:..~~:~~ :..:i....@l[.." landlord demises and leases to Tenan~ ~nd Tenant; rents from landlord the leased f: lses outl ined in red on Exhibh IIA". y 1.02 Use of COII1IlOn Areas. The use and occupation by Tenant of the leased premises shall Include the use In cOlllllOn with others entitled ,thereto, of the common areas, employees' parking areas, service roads, loading facilities; sidewalks and customer car parking areas of the Shopping Cent~r, and such other facilities as may be designated from time to time by landlord, subject, however, to the terms and conditions of this lease. landlord may designate certain portions of the parkl~ areas as reserved for use of certain tenants or customers of certain tenants. All parking rights are also subject to ordInances of the City. 1.03 Commencement of Rental and Other CharAes. Tenant's obligation to pay minimum rent and other Charges duer;t hereunder, shall COIIIII8nce on the "C.....ncement Date" which shall be the date set forth in Section I,OI(g). unless landlord is to perform any landlord's 1I0rk. in which event the C.....nc...",t Date shall be the earl ier of the following dates: (a) the . date which is ri. ..~.. (4.5) ninety (90) days after landlord notifies Tenant in writing that the leased premises have been. ~/ri substantially coq>leted end are available to Tenant for installation of hs fixtures and iqJrovements, or (b) the date on.....-/' V whIch Tenant shall open the lea.ed premi.es for Ilusiness to the publ ic. The term "SUbstantially cClll>leted" as used in this c.f lease shall mean that the work, If any, to be perfonned by Landlord as described in Exhibit "8" hereof (lIlandlord's Work"i't''''...,.,,,,,,,,,,",,,, has been cClll>leted w.ith the exception of minor items which can be cClll>leted without material interference wIth the Sm~! instillation of fixtures or ffl1)rovements for Tenant's buSiness. Tenant prior to the comnencement of the term shall whtl J~ the prior consent o! Landlord be permitted, to install fi~tures and equip....nt. Any work done by Tenant prior t; conpletion' f!JlrWlf.f.' of the leased prennses shall be done in a manner as wlll not interfere with the progress of the work by landlord of tiUj/.:,i:!l1it completing construction, and Landlord shall have no, liability or responsibility for loss of or any damage to fixtures equipment or other property ,of Tenant so installed or placed on the leased premises. Once known the Comnencement Date shall be set forth in writing by letter agreement signed by both parties. . 1.04 lenoth of Term. The term of this lease shall be as set forth In Section I.Dl(f) c.....nclng with the Comnencement Date determined in accordance with Section 1.03 hereof, if said date shall occur on the first day of a calendar month. If the Commencement Date is other than the first day of the month, the first year of the lease tenm shell be deemed to be extended to Include such partial month and the fOllOWing twelve (12) months. so a. to end on the last day of the month. 1.05 Condition of Leased Premises. If Tenant is to take the leased premises lias is" pursuant to Section 1.01Cp), landlord shall have no obligation to prepare the leased premises for Tenant.s use and there .hall be no landlord's IIork. If Tenant Is not taking the leased premises lias is" pursuant to Sectton 1.01(p), landlord agrees at its cost and expense to cClll>lete landlord'sllork and to del iver possession of the leased premises to Tenant in a substantially cClll>leted condition (a. deflned In Section 1.03) on or before one year from the date of the'c.....ncement of landlord's lIork; provided. however, that In the event landlord's 1I0rk Is delayed or hindered by strike, casualty. fire. Injunction. Inability to secure materialsl or restraint of law, unusual action of the elements, or any other cause beyond the control of Landlord, then,the said perit>d shall be extended to the extent of such delays. If landlord fails to complete landlord's IIork or landlord does not obtain acceptable financing for the Shopping Center and/or Landlord's Work within said period of time, including any extension. as herein provided or which may be agreed to by the parties, then Tenant shall have the opt;on of canceling and terminating this lease by giving notice in writing to landlord. In the event this lease Is so terminated. Tenant shall not be liable to landlord on account of any covenant or obligation herein contained. and any security deposit shall be refunded to Tenant. Tenant's sole remedy for the breach of landlord's obligations under this Section 1.05 shall be the foregoing option to terminate this Lease as herein provided, and Tenant shall not have an action for damages, specific performance, or any other remedy arising out of this provi.ion. 1.06 Tenant's Work. Other than Landlord's Work, Tenant shall make all other necessary improvements to the leased premises to operate Tenant's business (tlTenant's Work"). Tenant's Work shall cooply w'ith all appl icable statutes, ordinances, regulations, and codes and shall strictly comply with the requirements of Article VI hereof. Tenant may not puncture the roof or interfere with the sprinkler system without specific written permission from Landlord. 1.07 ShoooinQ Center Provisions. No rights or remedies shall accrue to Tenant arising out of the failure of landlord to construct or lease any other parts of the Shopping Center or from any changes in occupancy by tenants In the Shopping center. It is understood that said Exhibit nAn sets forth the general layout of the Shopping Center but shall not be deemed 8S a warranty, representation or agreement on the part of Landlord that the Shopping Center layout will be exactly as depicted on said Exhibit, and landlord specifically reserves the right from time to time and without the consent of Tenant: el) to change the number, size, height (including additional stories) or locations of the buildings or common areas In the Shopping Center as landlord may deem proper; (Ii) to Change or modify any means of Ingress or egress; (III) construct buildingCs) and/or kioskCs) on or in the common ares; or Civ) to add additional land or buildings or both to the Shopping Center. ARTICLE II: RENT 2.01 Mini..... Annual Rental. MIni.... rental hereunder shall be as set forth in Section 1.01<h) and shall be payable In monthly installments in advance, without set off, on the ffrst day of each and every month throughout the lease term at the office of landlord or at such other place designated by landlord. wIthout any prior demand. Minimum rental for any fractional month shall be prorated and payable in advance. For purposes of this lease, the gross leasable area of the leased premi.es shall be deemed to be thet set forth in Section 1.01(e). 2.02 PercentaGe Rent. tn,addftfon to the payment of the fixed minimum rent as hereinbefore provided, Tenant shall pay to Landlord for each applicable full or partial lease Year (including during any renewal term), as percentage rent, a sum equiv.lent to the amount. If any, by wHich the percentage set forth in Section 1.01<0 of the gross receipts. as hereinafter defined. exceeds the breakpoint set forth in Section 1.01(i). lIithin forty-five (45) days after the close of each lease Year during the term hereof, Tenant shall furnish to Landlord a statement showing in such detail as landlord shall reasonably require the amount of gross receipts for such Lease Year and the authorized exclustons and deductions therefrom; contemporaneously with furnishing such statement, Tenant shall pay to Landlord an amount equal to any percentage rental due for said Lease Year. The term "Lease Year," as used herein, shall refer to each c_alendar year during the lease term, but for the first and last years of the term shall mean the partial calendar year involved as to each~ and for any such partial years, the percentage rent breakpoint shall be proportionately adjusted based upon the length of the partial year. Tenan~'s statement of gross receipts shall be certified (in a form acceptable to landlord) under oath by Tenant's president or chlef financial officer. 2.03 Gross Receiets Qefined. The term llgross receipts,1I as used herein, is defined to mean the aggregate of all gross receipts of Tenant and of all licensees, concessionaires and sublessees of Tenant from all business conducted upon or from the leased premises, regardless of whether the such receipts are collected by or made through persons within or without the leased premises, and irrespective of whether such receipts be evidenced by check, credit, charge acco~nt, exchange or otherwise. Such gross receipts shall include those received from any transaction, including, but not be l.fmlted to the' amounts received from the sale and rental of goods, wares, merchandise and shelf and/or floor space, gift ce~tiffcates and for services and repairs performed on or from the leased premises, together with the amount of all orders tsken or received at the leased preml.... whether .uch orders be filled therefrom or elsewhere. and shall include sele. made by or frem vending devices In the leased premises. Gross receipts .hall also include. but not be limIted to, .11 deposits not refunded to purchasers and all sales to employees or agents of Tenant. Gross receipt. shall not Include (or if included shall be deducted therefrom) cash or credit refunds upon gross receipts where the merchandise sold or some part of it is returned by the purchaser to and accepted by Tenant; the sales price of merchandise returned by customers for exchange, provided that the sales price of merchandise delivered to the customer in exchanse shall be included In sross receipts; and the emount of any sales. use, or gross receipts tsx imposed by any federal. state, municipal or other governmental euthority directly on sales and c~llected from customers, provided that the amount the~eof is billed separately to the cust~r and is required to be paid by Tenant to such governmental authority. No franchise or capital stock tax and no inherltance, income, occupation, or similar tax or license fee based upon income, sales or profits, as such, shall be deducted from gross rece i pts. 2 ll~T~.: "'Z-~f G:\FORMS\RE\EISENBRG\FORM.lE2\3/90 - ,~" "" " '- ~frectl'! on sales and collected frorl, ,stomers, provided that the amount thereof ,Hled separately to the customer and 1S requlred to be paid by Tenant to such goverrxnental authori,ty. No franchise or -capital stock tax and no inheritance , income,' occupation, or similar tax or license fee based upon income, sales or profits as such shall be deducted from gros~ receipts. ' , 2.04 Tenant's ~ecords. For the purpose of ascertaining the amount payable as percentage rent, Tenant agrees to prepare, maintain, and preserve on the leased premises, for a period of not less than three (3) years following the end of each lease 'fear, sales records showing inventories and receipts of merchandise at the leased premises and daily receipts from all sales and other: transactions on the leased premises made and conducted by Tenant and all other persons or firms cond~cting any business ~pon said premises. Tenant shall record at the time of sale, in the presence of the customer, all rece1pts from sales or qther transactions whether for cash or credit i,n a cash register or in cash registers having a cLmJlat've totat which shall be sealed in a manner approved by Landlord, and having such other features as shall be approved by L~ndlord. Tenant fur~her agrees to keep on ~he leased premises for at least three (3) years following the end of any part1sl lease Year and ea~h Lease Year.the gross 1ncome, sales and occupation tax returns with respect to said partial lease Year and lease Years andiall pertinent original sales records. Pertinent original sales records shall include: (a) cash register tapes, Including tapes from temporary registers; Cb) serially numbered sales slips; Cc) the originals of all mall orders at and to the leased premises; Cd) the original records of all telephone orders at and to the leased premises. ce) settlement report sheets of transactions with subtenants, concessionaires and licensees; Cf) the original records showing that merchandise returned by customers was purchased. at the leased premises by such customers; (9) memoranclu1\ receipts or other records of merchandise taken out on approval; (h) such other sales records, if any, which would normally be examined by an independent accountant pursuant to accepted auditing standards in performing an audit of Tenant'S sales. and (i) the records specified in (a) to Ch) above of subtenants, assignees, concessionaires or licensees. In the event of any dispute as to the amount of percentage rent due, Tenant agrees to keep all the foregoing records until such dispute is resolved. 2.05 Audit. The acceptance by Landlord of payments of percentage rent shall be without prejudice to Landlord's right to an examination of Tenant's books and records of its gross receipts and inventories of merchandise on the leased premises for purposes of verificBtion. At its option, Landlord may at any reasonable time, upon ten (10) days' prior written notice to Tenant, cause a complete audit to be made of Tenant's entire business affairs, tax returns and records relating to the leased premises for the period covered by any statement issued by Tenant as above aet forth. If such audit shall disclose a liability for rent to the extent of one percent (1%) or more in excess of the rentals theretofore computed and paid by Tenant for such period, or if Tenant's records are not adequate or the records 8re not made avaflable with'n ten (10) days after written notice to Tenant to permit said accountants to determine gross receipts, Tenant shall promptly pay to landlord the reasonable cost of said audit In addition to the deficiency, which deficiency shall be payable in any event, and, in addition, landlord, at landlord's option may terminate this leas. upon five (5) days' notice to Tenant of landlord's election to do so. Any infonmation obtained by landlord as a result of such audit shall not be made public except to the extent necessary to enforce thfs Lease and to provide information to Landlord'S lenderCs) or potential purchasers of the Sho""ing Cent.r. If Tenant shall fail to furnish any report of gross receipts within seven (7) days after the period required, landlord may Charge Tenant a penalty of Fifty Dollars C$50) for each day the report is thereafter delinquent. 2.06 Taxes and Insurance. Tenant shall pay to Landlord as additional rent its proportionate share of real estate taxes, special taxes and assessments and all insurance for the Shopping Center (excluding any tenants separately taxed or Charged for insurance or insurance paid pursuant to Section 5.03). Insurance shall include fire insurance, eKtendec:l coverage and all other perils coverage, loss of rents coverage, plus all endorsements and other coverages deemed reasonable and necessary by Landlord. Landlord shall notify Tenant of the amount of such charges, and Tenant shall pay Landlond such amounts within fifteen (15) days from the date of notice to it by Landlord. Tenant's proportionate share is the fraction, the numerator of Which is the gross leasable area in the leased premises and the denominator of whtch \5 the totat gross leasable area of the Shopping Center (excluding any tenants separately taxed or charged for insurance), provided that if the taxes for the Shopping Center are increased materially because of assessment of Tenant's improvements at a higher rate than other tenants in the Shopping Center, Tenant agrees to pay any such exeess taxes. Landlord, at landlord's option, may bill Tenant on a monthly basis based on one-twelfth (1112) of the estimated amual amount for taxes and insurance a. estimated by landlord, and Tenant shall pay said cost for tax and insurance with monthly minimum rent. The initial estimate shall be as set forth in Section 1.01(0). In the event Tenant does not make said payment monthly, Tenant shall be in default of this lease. landlord, at landlord's option, may obtain separate taxable status for the leased premises, and in such event, Tenant's tax contribution shall be based thereon. Additionally, with respect to taxes: Ca) Right to Contest Assessments. landlord may contest any and all such real estate taxes. If the result of any such contest shall be a reduction in the amount of the real estate taxes so contested, that portion of any refund, reduction, credit or recovery from the taxing authorities with respect to such real estate taxeS which is in the same proportion of the total refund or recovery as Tenant's share of taxes, shalL belong to Tenant, and the balance shall belong to landlord. The cost of any such contest shall be paid as additional rent in the same proportionate share as the real estate taxes are paid. (b) Real Estate Tax. Real estate tax means: (i) any fee, license fee, license tax, business license fee, commercial rental tax, levy, charge, assessment, penalty or tax imposed by any taxing or judicial authority against the Shopping Center or land upon which the Shopping Center is located; (t il any tax on Landlord's right to receive, or the receipt of, rent or income from the Shopping Center or against landlord's business of leasing the Shopping Center; (iii) any tax or charge for fire protection, streets, sidewalks, road maintenance, refuse or other services provided to the Shopping Center by any governmental agency; (iv) any tax imposed upon this transaction, or based upon a re-assessment of the Shopping Center due to a change in ownership or transfer of all or part of Landlord's interest In the Shopping Center; and CV) any charge or fee replacing any tax previously included tiithin the definition of real property tax. 2.07 Interest on Delinauent Rent. Alt delinquent minimum rent, percentage rent and other charges due.under this lease shall accrue interest at a rate equal to the lesser of one and one-half percent C1.5%) per month or the maxImum amount permitted by law from due the date of such payment and shall constitute additional rent payable by Tenant under this lease and shall be paid by Tenant to Landlord upon demand. Payment shall not be deemed received H Tenant's payment is not actually collected (such as payment by Insufficient funds check). ARTICLE III: CLEANING AND REPAIR OF lEASED PREMISES 3.01 landlord'S Obli.ations. As of the time Tenant takes possession of the leased premises, Landlord, at fts cost and expense, shall clean the leased premises, and the air conditioning, heating, plumbing, electrical systems and !quipment shall be tn working condition. Except as above, the respective ob\lgetioos of landlord and Tenant as regards m8.\ntenance and repairs are governed by Article VII hereinafter. ARTICLE IV: CONDUCT Of BUSINESS 4.01 Use of Premises. Tenant shall use the leased premises solely for the purpose set forth In Section 1.01Cj) and shall operate under the trade name set forth in Section 1.01(k), and for no other business or purpose ar under any~other neme without the prior written consent of Landlord. Consent may be subject to conditions as landlord deems appropriate. 4.02 ODeratlon of Business. Tenant shall continuously operate and keep open to the public the entire leased premises in good faith during the term hereof with due diligence snd efficiency so as to produce the maximum Gross Receipts, carry a reasanably complete stock of merchandise, maintain reasonably adequate personnel for efficiently accommodating its customers, and at all times maintain displays of merchandise in the display windows (if any) af the leased premises. This provision shall apply whether or not percentage rent is applicable to this Lease. The leased premises shall not be used in any manner that would necessitate (in accordance with any requ\rement af law or af any public autharity) the making of an addition or al teration in or to the leased premises by Landlord. # G:\FORMS\RE\EISEN8RG\FORM_IE2\3/90 I T <=--~ 3 ,..,/'/c/' ARTICLE V: COMMON USE FACILITIES 5.01 Control of Common Facilities bv landlord. The common facilities as defined In this Lease shall at all times be subject to the exclusive control and l1I8M8gement of Landlord, and Landlord .hall have the right frem time to time to establlah, revoke, modify .nd enforce re.aonable rule. .nd regulations with respect to all or .ny part of said f.cillties. Landlord .hall al.o have the right to clo.e .11 or any portion of aaid area. or f.cilities to .uch extent a. I1I8Y in the opinion of Landlord's counsel, be legally sufficient to prevent 8 dedication thereof or the accrual of any right; to any person or the public the~efn; and to do and ~~fonm such other Bcts In and to said arees and improvements, and/or revise and develop the same, as:landlord shall ~eterm1ne to be advisable, with a view to the improvement of the convenience and use thereof by the tenants of the ShoppIng Center and their cust_rs, provided proper acce.s to. the leased premises is ma Int. i ned. ~.02 Comnon FacHities Contribution. Dudng each calendar year or any portion thereof during the lease term, Tenant wl1l pay to landlord as additional rent, subject to the limitations hereinafter set forth, 8 proportion of the common area operating costs here-inafter defined based upon the ratio that the square feet of gross leasable area leased to Tenant herein bears to the total square feet of all of the gross le.sable .rea le.sed .nd av.ll.ble for le.se to all tenants In the Shopping Center, excluding for any item of costs the square footage of gross lea.able area allocated to any le.see responsible for directly paying such costs; provided, however, if any 'item of common area operating cost for the Shopping Center is increased materially because of Tenant's use, Tenant shall additionally pay for such excess cost. Tenant's share of such costs shal 1 be estimated by Landlord on an annual basis for each calendar twelve (12) month period ending on December 31, prorating fractional years. The initial estimate shall be as set forth in Section 1.01(0). Tenant shall pay such estimated charge in monthly installments on the first day of each month tn advance, and shaH pay any excess charge within thirty (30) days of receiving 8 detailed statement therefor from Landlord or Tenant shall be in default of the lease. 5.03 Definitions. For the purpose of this paragraph, IIcomnon area operating costs" means the total costs (other than the cost properly.chargeable to capital account except as herein speciHcatly provided) and expense incurred in operating, managing, maintaining, repairing, relocating, modifying, renovating and replacing the conmon facilities hereinafter defined, inCluding without 1 imi tation the costs of maintaining roof, walls, foundations, detention ponds, porches, sprinkler system, utility lines and resurfacing or patchin9 the parking areas and labOr associated with line painting, sidewalks and curbs, security and traffic control, security alarm systems, publ ic l iabi l ity and lIlIbrella insurance, gardening, watering and landscaping, lighting, maintenance of sanitary control, all costs for utilities to common areas, removal of snow, ice, drainage, rubbish, and other refuse, costs to remedy and/or coo.,ly with govermental and/or envirormen- tal and hazardous weste matters, repair or installation of equipment for energy-saving or safety purposes, reserves for future maintenance and repair work (which Tenant hereby authorizes Land,lord to use as necessary), any costs associated with any merchants' association for the Shopping Center, depreciation on equi~nt end maChinery used in maintenance, cost of personnel required to provide such services, all costs and expenses associated with Landlord's Obligation to repair and maintain the areas described in the agreement (if any) described in Section 23.02 hereof, and such other items of cost and expense which are relatable to proper maintenance of the common facilities, plus nine percent (9%) of all of the foregoing costs to cover the administrative cost relative to the common facilities. "Conmon faci 1 ities" means all areas, space, equipment, and special services provided by landlord for cORll'tOn or joint use and benefit of the occupants of the tracts shown on Exhibit nAil, thefr ,""loyees, agents, servants, customers and invitees, including without limitation roofs, walls, parking areas, access roads, driveways, retaining walls, landscaped and vacant areas, toacUng fae\tities, pedestrian malls, walkways, ramps, wash rooms, fountains, shelters, signs, security, lighting fixtures and equipment, cost of utility service, and the facilities appurtenant to each of the aforesaid, and any other facilities maintained for the benefit of the Shopping Center. Landlord shall have the right to modify the common facilities from time to time .. deemed re.sonable by Landlord. ARTICLE VI: ALTERATIONS. LIENS ANO SIGNS 6.01 Alterations. The requirements of this Section 6.01 shall apply to Tenant's Work as described in Section 1.06 and any alterations thereafter. Tenant shaH not, without Landlord's prior written consent, either make or cause to be made any alterations, including additions and improvements, to the leased premises or to any exterior signs, shades or awnings. Consent shall be at landlord's sole discretion. Any alterations consented to by landlord shall be made at Tenant's sole expense. Tenant shall provide its own trash containers for construction debris; use service entrances to the leased premises, if any; conduct no core drillings during business hours; and disrupt other tenants as little as possible. Tenant shall secure any and ell governmental permits, approvals or authorizations required in connection with any such work and shall hold Landlord harmless from any and all liability, costs, damages, expenses (including attorney's fees) and liens resulting therefrom. All alterations (expressly including all light fixtures and floor coverings, except trade fixtures. appl iances and equipment that do not become a part of the leased premises), shall ilMlediately become the property of landlo~. At landlord's request, Tenant shall utilize only contractors or subcontractors who have contracts in effect at the time the i""rovement. are made with the respective building trade unions which tr.dltlon.lly and norl1l811y perform the work of the crafts involved in such work. Upon coopletion of any such work, Tenant shall provide landlord with flas builtll plans, copies of all construction contracts, and proof of payment for all labor and materials. 6.02 Tenant Shall Discharae All Liens. Tenant shalt pr~tly pay its contractors and materialmen for all work done and performed by Tenant, so as to prevent the assertion or imposition of liens upon or against the leased premises, and shall, upon request provide Landlord with lien waiver., and should any such lien be .sserted or filed, Tenant sh.ll bond against or dlsch.rge the same within ten (10) days after written request by Landlord. In the event Tenant fails to remove said lien within said ten (10) days, l.ndlord may, .t its .ole option, elect to satiSfy and remove the lien by paying the full amount claimed or otherwise, without investigating the validity thereof, and Tenant shall pay landlord upon demand the amount paid out by landlord in Tenant's behalf, including Landlord's costs and expenses with interest or Tenant shall be in default hereunder. Landlord'. election to discharge liens .s provided hereunder shall not be construed to be a waiver or cure of Tenant's default hereunder. 6.03 Sians. AwninGS and CanoDies. Tenant will not, without Landlord's prior written consent, such cons~t at Landlord's sole discretion, place or suffer to be placed or maintained upon the roof or on any exterior door, wall or ~lndOW of the leased premises, any sign, awning or canopy, or advertising matter or other thing of any kind, and will not Without such consent place or maintain any decoration, lettering or advertising matter on the glass of any window or door of the leased premises. All signs, awnings, canopies, decorations, lettering, advertising matter or other thing so installed by Tenant shall at all times be maintained by Tenant, at its expense, in good condition and repair. Landlord reserves the exclusive right to use for any purpose whatsoever of the roof and exterior of the walls of the leased premises or !he building of which the leased premises are a part. If Tenant installs any sign that does not meet landlord'S s~gn cr!terla, Landlord shall h.ve the authority without liability to enter the leased premises, remove and .tore the subject sIgn and repair all d.mage caused by the removal of the sign_ All expenses landlor~ incurs sh~ll be Inmedlately pai~ by Tenant as additional rent. landlord reserves the right to remove Tenant's sign dur1ng any perlod when Landlord repalrs, restores, constructs or renovate. the lea.ed premise. or the building of which the leased premise. are a part. ARTICLE VII: MAINTENANCE OF LEASED PREMISES. SURRENDER AND RULES 7.01 Maintenance. ReDair. snd Reolacement by Tenant. Tenant shall, at its expense, at all times repair, maintain, and replace (a) the interior of the leased premises, together with exterior entrances, all glass and all wi~dow moldings, (b) all fixtures partitions, cei lings, floor coverings and utility lines. in the leased premises, and all ph,mbmg and .....g. facilities withi~,the leased premises including free flow up to utility owned sewer lines, and (c) all doors, door openers, equipment, machinery, appl iances, signs and appurtenances thereof (including lighting, heating, ai r conditioning, and plumbing equipment and fixtures), in conformity with governmental regulations and all rules and re~ulati~ns of the Boa~d of Fire Underwriters in good order condition, maintenance and repair. If any item which Tenant 1S oblIgated to repa1r cannot be fUlly repaired, Tenant sh~ll promptly replace such item, regardless of whether the benefit of S~Ch .1a~nt G: \FORMS\RE\EI SENaRG\FORM. lE2\3/90 LL nC.f 4 ~c.f ~ff if.-/ ;,,'~-"o'~ _L L~~ - extends beyond the .term of this Lease~ .fenant shall make any structural, interior ":, ..-exterior alterations and/or repairs to the ~eased premlses required by any governmental entity or insurance carrier or arising from damage caused by Tenant, 'ts efJ1)toyees, servants or agents. If Tenant be requi-red to make any exterior, interior or structural alterations additions or improvements in the leased premises, Tenant shall proceed with same at its own cost after first Obtaining'lendlord'S written .pprov.l of the pl.ns therefor .nd s.tisf.ctlon of e.ch of the conditions set forth in Section 6.01 hereof. Ten.nt shall use, It its co~t 8~ at fn~erv8ls 88 landlord shall reasonably require, 8 reputable service company to clean and replace .Ir-conditionlng f,lter.; or, .t l.ndlord's option, l.ndlord may contr.ct for such services .nd include the ch.rges therefor IS a common area operating cost. If Tenant refuses or neglects to commence or complete repeirs, maintenance or replacement. promptly and adequately, landlor~ may make or complete said repairs, maintenance or reptacements and Tenant sh.ll poy the cost thereof to l.ndlord upon demand. 7.02 Maintenance bv Landlord. Subject to Articles XIV and XV, the structural portions of the leased premises, the roof, exterior w.lls.nd the found.tions, sh.ll be maintained by l.ndlord, except when the condition requiring such repoirs shall result from Tenant's act or the fault of Tenant, its officers, agents, cust~r8 or employees. In the event Landlord fails to conmence repairs it is obligated hereunder to make within thirty (30) days after written notice from Tenant speCifying the necess.ry repoirs, Ten.nt may make such repairs .nd be entitled to . credit from l.ndlord for the re.son.ble cost. of s.ld r.pair.. 7.03 Surrender of Premises. At the expiration of the tenancy hereby created, Tenant shall peaceably surrender the leased premises, including all alterations, additions, improv~nts, decorations and repairs made thereto (but excluding all trade fixtures, equipment, signs and other personal property installed by Tenant, provided that in no event shall Tenant remove any of the follOWing materials or equipment without Landlord's prior written consent: any free standing signs, any power wiring or power pamels: lighting or lighting fixtures: wall coverings': drapes, blinds or other window coverings; carpets or other floor coverings; or other similar building operating equipment and decorations), broom clean and in good condftion and repair, reasonabl. W'ear and tear excepted. Tenant shall remove all its property not required to be surrendered to Landlord before,surrenderfng the leased premises as aforesaid and shall repair any damage to the leased premises caused thereby. Any persenal property remaining in the leased premises at the expiration of the lease perIod shall be deemed .b.ndoned by Ten.nt,.nd l.ndlord may cl.im the ..me and sh.ll In no circumst.nces h.ve .ny li.bility to Ten.nt therefor. Upon termination, 'Tenant shall also surrender all keys for the leased premises to Landlord and, if applicable, inform landlord of any combinations of locks or safes in the leased premises. If the leased premises are not surrendered at the end of the term as hereinabove set out, Tenant shall indemnify Landlord against loss or liability resulting from delay by Tenant in sO surrendering the leased premises, inCluding without limitation claims made by the succeeding tenant founded on such delsy. Tenant's obligation to observe or perform this covenant shall survive the expiration or other termination of the term of this lease. 7.04 Rules and Reaulations. Tenant agrees as follows: (a) The delivery or shipping of goods, merchandise, supplies and fixtures to and from the leased premises shall be subject to such rules and regulations as in the judgment of landlord are necessary for the proper operation of the Shopping Center. (b) No loud speakers, televisions, phonographs, radios or other devices shall be used in a manner so as to be heard or seen outside the leased premises without the prior written consent of landlord. (c) Tenant shall not place or permit any obstructions or merchandise in the outside areas immediately adjoining the leased premises or other common facilities and shall not use such areas for business purposes other than for ingress and egress. (d) Tenant and Tenant's E!fIl)loyees shall park their cars only in those portions of the Parking ares design.ted for th.t purpose by l.ndlord. (e) Tenant shall h.ve full responsibility for protecting the le.sed pr.mises .nd the property loc.ted therein from theft .nd robbery. (f) Tenant shall not permit on the leased premises any act Of practice which is unlawful, immoral, or which might injure the reputation of the Shopping Center. (g) Tenant and Tenant's empLoyees and agents shall not solicit business in the parking or other common areas, nor shall Tenant distribute or place handbills or other advertising matter in or on automobiles parked in the parking areas or in other common areas. (h) Tenant shall not conduct any auction, fire, bankruptcy sales or close out sales in the leased premises. (i) Tenant shall keep the leased premises free and clear of rodents, bugs and vermin, and Tenant shall use, at its cost and at such intervals as landlord shall reasonably require, a reputable pest extermination contractor to provide extermination services in the leased premises. (j) Tenant shall keep the leased premises aOd adjacent common areas orderly, neat, clean and free from rubbish and trash at all times and to permit no refuse to accumulate around the exterior of the leased premi~es. Tenant shall not burn any trash, rubbish or garbage in or about the leased premises. Trash shall be stored 1" a sanitary and inoffensive manner inside the leased premises or in screened areas approved by landlord, and Tenant shall cause the same to be removed at reasonable intervals. (k) The leased premises sh.ll be open for business each .nd ev.ry day, except leg.l holidays, during the minimum hours established by landlord. (I) To use or permit the use of the common f.cilities by othe~s to wh~ l.ndlord may gr~n~ or may h.ve gr.nted such rights In such memor as l.ndlord may from time to time des,gn.te, ,ncludlng but not I,m,ted to truck and trailer sales and special promotional events. Landlord reserves the right from time to time to amend or supplement the foregoing rules and r~gulations and to .dopt.nd promulg.te r....n.ble .ddition.l rules.nd regul.tions .pplic.ble to the.le.sed premise.. NOtIC. of such rules and regulations and amendments and supplements thereto, if any, shall be given to Tenant in writing. Tenant agrees to. comply with all suoh rules and regulations, and Tenant shall be responsible for the observance. of these rules and tegulst10ns by Ten.nt's employees, agents .nd invitee.. The foregoing rules .re solely for the benefIt of l.ndlo~d, .nd l~ndlord sh~ll have no obligation to enforce such rules for the benefit of Tenant. landlord, at its option, may W81ve certaln rules wlth respect to individual tenants. If .Tenant violates any rule, landlord may notify Tenant that Tenant is in default. ARTICLE VIII: INSURANCE AND INDEMNITY 8.01 Casualty Insurance. Tenant shall at all times keep and maintain in force and effect. its own ins~rance coverage, protecting it from loss, damage .or Injury by whatever m:ans! with respect to all furniture, flxtures, mach~nery, equipment, stock in tradeg and aU other ltems kept, used, or ma'lOtamed by Tenant in, on, or about the leased premlses. 8 02 W.iver of Subro..tion. E.ch of the p.rties hereto does hereby r.le.se the other p.rty hereto from .ll liability for damage due to any act or neglect of the other party (except as hereinafter provided) occasioned to property owned by said perties which is or might be incident to or the result of 8 fire or any other casualty against loss from w~ich either of the parties is now carrying or hereafter may carry insurance; provided, however, t~8t the releases herein conts1ned sh.ll not apply to .ny loss or d.mag. occ..ioned by the willful .cts of either of the partIes hereto. Th~f(2;rt f..urther L. <::p G:\FORMS\RE\EISENBRG\FORM.LE2\3/90 5 . ~.~~J ~ ~I ~ovenant that any insurance obtained on their r-espective properties shall contsh. -dn appropriate provls1on whereby the lnsurapce company or companies consentCs) to the mutual release of liability contained in this paragraph. 8.0~ Increase!" Fire Insurance,Premfums. Tenant agrees not to keep, use, sell or offer for sale, in or upon the leased premIses, any articles or goods which may be prohibited by the standard form of fire insurance pol icy. Tenant agrees to pay upon demand any increase tn premfun for fire and extended coverage insurance and all other perils that may be charged durln~ the term of this lease on the 8lMunt of such Insurance which may be carried by landlord on said premises, or the bulld,ng of which the sa~ are a part, resulting from the use of the leased premises by Tenant, whether or not landlord has consented to such use. ~.04 llabllltv Insurance. ~enant shall, during the entire term hereof, keep In full force and effect a policy of publ!c I,abllity and proRerty damage 'nsurance with respect to the leased premises and the business operated by Tenant and permItted subtenants of T:enant in the le8~ed premises in which the limits of coverage shalL not be less than $1,000,000 per oeeurrence for bodily and/or personal injuries, and in which the coverage for property damage LiabiLity shaLL not be Less than '1,000,000 or a combined single limited of '1,000,000. 8.05 Indemnlfic~tion of LandLord. Tenant ~iLL protect, indemnify, defend and save harmless landlord, its agents and ser~ants, from and agalnst any and alL claims. actlons, damages, suits, judgments. decrees, orders, liability and expense (includlng costs and attorney fees) in connection with loss of life, bodily injury, personal injury and/or damage to property of whatever kind or character, howsoever caused, arising from or out of any occurrence in, upon or about the leased premises, ~r in.the occupancy or use by Tenant of the leased premises or any pert thereof, or occasioned whOlly or in part by any act or OTlssion o! Tenant, its agents. contractors. employ~est servants, sublessees or concessionaires, notwithstanding any poss1ble negllgenee (whether sole, concurrent or otherW1Se) on the part of landlord, its agents, contractors, employees or servantsw 8.06 Plate Glass tnsurancew Tenant sha\L keep and maintain in force during the term hereof, plate gtass insurance upon windows and doors in the leased premises. 8.07 liauor liability Insurance. In the event that at any time during the term of this Lease or any extension or r~newal thereof, beer, wines or other alcoholic liquors or beverages ere sold or given away upon or from the leased premises (It being understood and agreed, however, that the foregoing provision shall not authorize the use of the teased premises for such purposes without the express consent of landlord being set forth otherwise in this lease), Tenant shall, at its sole expense, obtain, maintain and keep in force, adequate liquor liability insuranee protecting both Tenant and landlord in connection therewith within policy 1 imfts acceptable to landlord~ In the event Tenant shall fail to procure such insurance where applicable, Landlord may procure the same at Tenant's expense. In the event s~ch insurance is not carried. sales of the foregoing products shall be suspended until such coverage is in force. 8.08 Insurance Policy. The insurance required in this Article VIII shaLL be in form approved by landlord, shalL name Landlord and Tenant 8S the insured, and shall contain a clause that the insurer will not canceL, materially modify or fail to renew the insurance without first giving landlord thirty (30) days' prior written notice. The insurance shall be in an insurance c""1'&nY approved by landlord, BUthorl1ed to do busln..s In the State and have a policyhOlder'S rating of no less than "A" in the most current edition of Best's Insurance Reports. A copy of the policy or a certificate of insurance shall be delivered to landlord. The policy shall insure Tenant's performance of the Indemnity provisions of Section 8.05 hereof. ARTICLE IX: UTILITIES 9.01 Utility Charges. Tenant shall be solely responsible for and promptly pay aLL charges for heat, water, gas, sewer, eLectricity, or any other utiLity or service used on or attributable to the Leased premises. LandLord may elect to furnish anyone or more of the above utility services, in which event Tenant shaLL accept and use such services as furnished by Landlord. landlord'S charges therefor shall not exceed the rates charged by local public utiLity companies to retail customers for the same or similar services. In no event shall landlord be liable for an interruption or failure in the supply of any such utilities or services supplied by LandLord because of necessary repairs or improvements or for any cause beyond Landlord's control. ARTICLE X: PRIORITY OF LEASE 10w01 Subordination. Landlord shall have the right to transfer, mortgage, aSSign, p\edge, and convey in whate 01' in part the leased premises, the Shopping Center, this lease and all rights of landlord existing and to exist, and rents and amounts payable to it under the provisions hereof; and nothing herein contained shall limit or restrict any such right, and the rights of Tenant under this Lease shall be subject and subordinate to all Instruments executed and to be executed in connection with the exercise of any such right of Landlord, including, but not limited to, the lien of any mortgage, deed of trust or security agreement now or hereafter placed upon the leased premises and the Shopping Center and to all renewals, modifications, consotidatf'ons, participations, replacements and extensions thereof. Said subordination shall not require the agreement or consent of 'Tenant, but Tenant covenants aOO agrees, if requested, to execute and deliver upon demand such further instrlMJlents subordinating this Lease to the 1 fen of any such mortgage, deed of trust or security agreement as shall be requested by landlord and/or any mortgage, proposed mortgagee or holder of any security agreement, and Tenant hereby irrevocably appoints Landlord as its attorney~inafact to execute and deliver any such instrument for and in the name of Tenant. Motwithstanding anything set out in this Lease to the contrary, in the event the holder of 8ffoJ mortgage or deed of trust elects to have this Lease superior to its mortgage or deed of trust, then, upon Tenant being notified to that effect by such encumbrance holder, this lease shall be deemed prior to the lien of said mortgage or deed of trust, whether this Lease is adopted prior to or subsequent to the date of said mortgage or deed of trust. 10.02 Notice to Landlord of Default. In the event of any act or omission by Landlord which would give Tenant the right to terminate this lease or claim a partial or,total eviction, or make any claim against landlord for the payment of money. Tenant will not make such claim or exercise such right until it has given written notice of such act or omission to (8) Landlord. and (b) the holder of any mortgage, deed of trust or other security instrument as to whom landlord has instructed T~nant to give copies of all of Tenant's notices to Landlord; and after thirty (30) days shall have elapsed following the giving of such notice, during which such parties or any'of them has not commenced diligently to remedy such act or omission or to cause the same to be remedied~ Nothing herein contained wall be deemed to create any rights in Tenant not specifically granted In this lease or under applicable provisions of IBw. 10w03 EstoDcel Certificate. Tenant agrees, at any time, and from time to time, upon not less than ten (10) days' prior notice by landlord, to execute, acknowtedge and deliver to landlord, a statement in writing add~~sed to landlord or other party designated by landlord certifying that this Lease is in fulL force and e!fect .(or, 1f th;re have been modifications that the same is in full force and effect as modified and stating the modlficat1ons), statlng the actual commencement ~nd expiration dates of the lease, stating the dates to which rent, and other charges, if any, have been paid, that the leased premises have been completed on or before the date of such certificate and that all condlt'ons precedent to the lease taking effect have been carried out, that Tenant has accepted possession, that the lease term has commenced, Tenant is occupying the leased premises and is open for business, and stating whether or not there exists any defauLt ~y either party in the performance of any covenant. agreement, term, provisio~ or c~ndition contain~d in this ~ease, and, 1~ so, specifying each such default of which the signer may have knowledge and the clalms or offsets, lf any, cLa1medby Tenant, it being intended that any such statement delivered pursuBnt hereto mBY be rei led upon by landlord or a purchaser of landlord's interest and by any mortgagee or prospective mortgagee of any mortgage affecting the leased premises or the Shopping Center. If lenant does not deliver such statement to lBndlord within such ten (10) day period, lBndlord and any prospective purchaser or encumbrancer may conclusively presume and rely upon the following facts: (i) that the terms and provisions of this lease have not been changed except as otherwise represented by landlord; (ii) that this lease has not been canceled or terminated except as otherwise represented by landlord; (Hi) that not more than one (1) 1iaonth' minimum G:\FORMS\RE\EISENBRG\FORM.lE2\3/90 lr TT ~~ 6 ~~~ -Jff '/./' -~ rent or other charges have been paid "1ri 'advance; and (iv) that Landlord is not in d~...'ult under the Lease. In such event, T~nant s~all be estopped from denying the truth of such facts. Tenant shall also on ten (10) days' written notice provide an agreement in favor of and In the form customarily used by such ene_ranee holder, by the terms of which Tenant wi II agree to give pr~t written notice to any such, enc_ranee holder in the event of any casualty damage to the leased premises or in the event of any default on the part of Landlord under this lease, and will agree to allow such encumbrance holder a reasonable length of time after notice to cure or cause the curing of such default before exercising Tenant's right of self~ help under this lease, if any, or terminating or declaring a default under this lease. 10.04 Attorrvnent. At the option of the holder of any mortgage affecting the leas~d premises,' Tenant agrees that no foreclosure of a mort~8ge affecting the leased premises, nor the institution of any suit action sU'IIhBry or other proceeding against landlord herein, or sny successor landlord, or any foreclosure proceeding b;ought bo/ the holder of any such mortgage to recover Possession of such property, shall by operation of law or otherwise result in cancellation or terminstion of this Lease 'or the obligations of Tenant hereunder, and upon the request of the holder of any such mortgage, Tenant covenants and agrees to execute an instrument in writing satisfactory to such party or parties or to the purchaser of the leased premises in foreclosure whereby Tenant attorns to such successor in interest. ARTICLE XI: ASSIGNMENT AND SUBLETTING 11.01 Consent Reauired. Tenant shall not voluntarily or involuntarily assign this lease in whole or in part, nor sublet all or any part of the leased premises without fOllowing the procedures detailed herein and the prior written consent of Landlord in each instance, which consent may be granted or withheld in landlord's sole discretion. The consent by larxilord to any assignment or subletting shall not constitute a waiver of the necessity for such consent in any subsequent assignment or subletting. The foregoing shall be construed to include a prohibition against any voluntary or involuntary assignment or subletting arising by operation of law. In the event that Tenant receives a bona fide written offer from a third party for the sublease or assignment of the leased premises, Tenant shall forthwith notify landlord in writing attaching a copy of said offer, of Tenant's desire to sublet or assign this lease upon the terms of said offer, whereupon landlord shall have thIrty (3D) days to accept or reject said assignment or sublease, or at landlord's sole option cancel and terminate this lease, including the right to enter into a direct lease with the proposed assignee or subtenant before or after such termination. NotWithstanding any assfgrvnent or sublease, Tenant shall remain fuLLy liable on this Lease and shall not be released from performing any of the terms, covenants and conditions hereof. If Tenant is a corporation or partnership, any sale, transfer, leveraged buyout or other disposition of more than fifty percent (50%) of the corporate stock or more than fifty percent (50%) of partnership ownership, or any reorganization or restructuring which results in the net worth of Tenant decreasing by more than ten percent (10%) shall be deemed to be an assignment. Landlord shall have the right 'to sellt convey, transfer or assfgn all or any part of its interest in the real property and the buildings of which the leased premises are a part or its interest in this lease, and Tenant agrees to attorn to Landlord's purchaser or assignee. All covenants and obligations of landlord under this lease shall cease upon the execution of such conveyance, transfer or assignment, but such covenants and Obligations shall run with the land and shall be binding upon the subsequent owner or owners thereof or of this lease. ARTICLE XII: WASTE. GOVERNMENTAL AND INSURANCE REQUIREMENTS. AND HAZAROOOS SUBSTANCES 12.01 Waste or Nuisance. Tenant shall not cOImlit or suffer to be coomitted any waste upon the leased premises or any nuisance or other act or thing which may disturb the quiet enjoyment of any other tenant in the building in which the teased premises may be located or in the Shopping Center, or which may disturb the quiet enjoyment of occupants of edjoining properties. 12.02 Governmental and Insurance Reauirements. Tenant shall, at its sole cost and expense, comply with all of the requirements of. any insurance carrier for the Shopping Center and of all county, nunicipal, state, federal and other applicable governmental authorities, now in force or which may hereafter be in force. 12.03 Hazardous Substances. Tenant covenants and warrants that Tenant, Tenant's Work and any alterations thereto and Tenant's use of leased premises will at all time c~ly with and conform to aU laws, statutes, ordinances, rules and regulations of any governmental, quasi-governmental or regulatory authorities (ULaws") which relate to the transportation, storage, placement, handling, treatment, discharge, generation, production or disposal (collectively "Treatment") of any waste, petroleum product, waste products, radioactive waste, poly~chlorinated biphenyls, asbestos, hazardous materials of any kind, and any substance which is regulated by any law, statute ordinance, rule or regUlation (collectively ''Waste"). Tenant further covenants and warrants that it will not engage in or permit any person or entity to engage in any Treatment of any Waste on or which affects the leased premises. Immediately upon receipt of any Notice (8S hereinafter defined). from any person or entity, Tenant shall deliver to Landlord a true, correct and cOll'plete copy of any written Notice. "Notice" shall mean any note, notice or report of any suit, proceeding, investigation, order, consent order, injunction, writ, award or action related to or affecting or indicating the Treatment of any Waste in or affecting the leased premises. Tenant hereby agrees it will indemnify, defend, save and hold harmless landlord and landlord's officers, directors, shareholders, employees, agents, partners, and their respective heirs, successors and assigns (collectively "lndemnified Parties") against and from, and to reimburse the Indennified Parties with respect to, any and all damages, claims, l1abH ities, loss, costs and expense (including, without limitation, all attorneys' fees and expenses, court costs, administrative costs and costs of appeals), incurred by or asserted against the Indemnified Parties by reason of or arising out of: (a) the breach of any representation or undertaking of Tenant under this Section 12.03 or (b) arising out of the Treatment of any Waste by Tenant or any licensee, concessionaire, manager or other party occupying or using the leased premises, in or affecting the leased premises. landlord is given the right, but not the obligation, to inspect and mo~itor the leased premises and Tenant's use of the leased premises in order to confirm Tenant's compliance with the terms of this Section 12.03 and the representations set forth in this Section 12.03. Landlord may require that Tenant deliver to Landlord concurrent with Tenant's vacating the leased premises upon the expiration of this lease, or any earlier vacation of the leased premises by Tenant, at Tenant's expense, a certified statement by licensed engineers satisfactory to landlord, in form and substance satisfactory to Landlord, stating that Tenant, Tenant's York and any alterations thereto and Tenant's use of the leased premises complied and conformed to all laws which relate to the Treatment of any Waste in or affecting the leased premises. ~ Tenant agrees to deliver upon request from landlord estoppel certificates to Landlord expressly stipulating whether Tenant is engaged in or has engaged in the Treatment of any Waste in or affecting the leased premises, and whether Tenant has caused any spill, contamination, dtscharge, leakage, release or escape of any Waste in or affecting the leased premises, whether sudden or gradual, accidental or anticipated, or any other nature at or affecting the leased premises and whether, to the best of Tenant's knowledge, such an occurrence has otherwise occurred at or affecting the leased premises. ARTICLE XIII: PROMOTION FUND 13.01 promotion Fund. landlord may establish an Advertising, Marketing and Promotional Program (hereinafter referred to as the IIProgram") to furnish and maintain advertising and sales promotions which will benefjt the Shopping Center. The Promotion Fund shall be used by landlord to pay all costs and expenses associated with the~ frmul t.ion..a..nd G:\FORMS\RE\EISENBRG\FDRM.lE2\3/90 II TT~., 7 _~~ -~,",", - carrying out of an ongoing Program ~i.,_ ,.' ..e promoti.on of the Shopping Center I which r "Am may include, without I imitation, speci~l events, sho~s, display~, signs, seasonal events, institutional advertising"ior the Shopping Center, promotional .mat.r'et to be dl.tr,buted with,n the Shopping C.nt.r, .nd oth.r .ctlvltf.. within the Shopping C.nter de.igned to .ttr.ct customer.. .Th. ~t.ff .nd any ~on.ult.nt. hired by l.ndlord to direct .nd perform the .ctlvitl.. of the Program .h.ll be under t~e d1rectlon end supervision of ~andlord~ Landlord h-as the exclusive right to review and approve of all proposed activit,es and acts of the Program and, 1n fte sole discretfon, may approve, disapprove and/or establish its own conditions for the Program. T.n.nt .gree. to pay monthly, in .elv.nc., the .... ..t forth in S.ction 1.01(0) .s its ..timated .h.r. of the Promotion Fund. landlord shall supply Tenant'with a statement covering all costs and expenditures as enumerated in this section and 8 determination of Tenant's share. Tenant shall pay to landlord its share of the cost of the Program as the ..me will be billed ~y l~nd!ord from time to time. In the .v.nt the .mount paid by T.n.nt .h.ll be l... th.n it. .h.r., the same shall be paid wlthln ten (10) days after notice of such determination, or in the alternative, any payment made by Tenant in excess of its share of the sum, shall be credited to the next sums due from Tenant. Said statement shall also contain, determination by landlord of the monthly Sl.III to be paid by Tenant during the succeeding months, which determination .h.ll be ba.ed in part on the .t.tement of .xpen.. for the pr.ceding period modified by .ny known Incr...e. in the co.t of the progr.m. Upon request of landlord, Tenant shall submit to landlord on a calendar quarterly basis its completed Promotion Report, ~hich will be supplied by landlord and will include sales results and other information necessary from Tenant in determining the Program's effectiveness. ARTICLE XIV: DESTRUCTION OF lEASED PREMISES 14.01 Partial Destruction. In the event of the partiel destruction of the building or improvements located on the leased premises by fire or any other casualty, landlord shall restore or repair said building and improvements with reason.bl. diligence. l.ndlord .h.ll expend .uch .ums .. required to r.p.ir or r.stor. improvement. to the condition th.y were in immediately prior to the date of the d..tructlon. A Ju.t .nd proportlonat. part of the rent pay.ble by t.n.nt to the extent th.t .uch damage or de.truction render. the le..ed premi.e. unten.ntable .h.ll abate from the d.te of .uch d.mage or de.truction until the le..ed premi.e. .re repaired or re.tored. 14.02 Substantial Destruction. If the leased premises shall be so damaged by fire or other casualty or happening a. to be .ubst.nti.lly de.troyed, then landlord .h.ll h.ve the option to termln.te this le... by giving Tenant written notice within thirty (30) d.y. .ft.r .uch de.truction, .nd .ny un.arned rent .hell be .pportioned .nd r.turned to Ten.nt. If l.ndlord do.. not .l.ct to cenc.l this l.a.e a. .fore..id, th.n the .ame .h.ll remain in full fore. .nd .ff.ct .nd l.ndlord .hall proceed with .ll r...onable dillgenc. to repair and r.pl.ce the le..ed premi.e. to the condition th.y were in prior to the date of such destruction, and during the time the leased premises are so destroyed and totally untenantable, the rent .hall b. .bated. 14.03 Partial Destruction of ShoDDina Center. In the event that sixty percent (60%) or more of the gross leasable area in the Shopping Center shalt be damaged or destroyed by fire or other cause, notwithstanding that the leased premises may be unaffected by such fire or other cause, landlord shall have the right, to be exercised by notice fn writing delivered to Tenant within sixty (60) days after said occurrence, to cancel and terminate this lease. Upon the giVing of such notice to Tenant, the term of this lease shall expire by lapse of time upon the thtrd (3rd) day after such notice is given, and Tenant shall vacate the leased premises and surrender the same to landlord pursuant to the terms of this Lease. ARTICLE XV: EMINENT DOMAIN 15.01 Condemnation. In the event of any condemnation or conveyance in lieu thereof. of the leased premises or the Shopping Center, or both, whether whole or partial, landlord may terminate this lease, and in any event, Tenant shall have no claim against landlord or the condemning authority for the value of the unexpired term, and Tenant shall not be entitled to any part of the compensation or award, whether paid as compensation for diminution in value to the leasehold or to the fee of the leased premises, and landlord shall receive the full amount thereof, Tenant hereby waiving any right to any part thereof and assigning to landlord fts interest therein; provided, however, to the extent the amount recoverable by Landlord, as heref"above set forth, is not diminished thereby, Tenant shall have the right to claim 'and recover from the condemning authority (but not from Landlord) such compensation as may be separately awarded to Tenant in Tenant's own name and right on account of all damage to Tenant's business by reason of the condemnation and any cost which Tenant may incur in removing Tenant's property from the leased premises. Provided, further, Tenant's rights to recover under this paragraph shall be subordinate to the rtghts of landlord's first mortgagee. ARTICLE XVI: DEFAULT OF TENANT 16.01 Oef.ult. Th. following .h.lt constitute .n "Event of O.f.ult" under this l....: (a) fai lure of Tenant to make, within five (5) days after the date when due, any payment of rent, percentage rent, additional rent or other charge payable by Tenant hereunder or to timely discharge any other /!lOnetary oblig.tion (it being understood th.t Tenant'. obligation to pay .ny rental herein I. an independ.nt covenant .nd th.t T.n.nt will pay such rent.l without off.et or deduction). (b) Tenant's failure to perform any other of the terms, conditions or covenants of this lease to be observed or performed by Ten.nt for more than thirty (30) day. after written notic. thereof: provided, howev.r, that such right to written notice shall be noncumulative and limited to a maximum of two (2) times during each calendar year of the term of this Lease. (c) if Tenant shall become bankrupt or insolvent, or file or have filed against it any bankruptcy proceedings, or take or have taken against it in any court pursuant to any statute, either of the United States or of any state, a petition of bankruptcy or fnsolvency, or for reorganization or for the appointment of a receiver or trustee of all or a portion of Tenant's property, or if Tenant makes an assignment for the benefit of creditors, or petitions for or enters into an arrangement. (d) if Tenant shall abandon or vacate the leased premises, or suffer this lease to be taken under any wr't of execution. (e) if Tenant shall default in ,the timely payment of rent, additional rent, taxes, insurance or coomon area ch.rg.. or other ch.rg. pay.ble by T.nant h.reund.r or to timely di.ch.rg. .ny other monet.ry oblig.tion thr.. (3) time. in .ny tw.lve (12) month perIod notwith.t.nding the f.ct th.t .ny .uch d.f.ult .hall h.ve been cured. (f) the fal.ific.tion by Ten.nt or .ny .gent of Tenant of .ny report or .t.tement required to be furni.hed to l.ndlord pur.u.nt to the terms of this le.... Th. f.lsific.tion of .ny .uch doc....nt .h.ll be d.emed .n incurable, material breach of this Lease and, at Landlord's option, constitute an immediate termination of Tenant's right to possessfon of the leased premises. If any Event of Default occurs, landlord, besides all such other rights or remedies it may have under this lease or in law or in equity, shall have the inmedfate right to enter the leased, premises and take possession thereof and of fit( penmanent fmprovements thereon and may remove all persons and property from the leased premises by force, summary action, or other..ise, and such property may be removed and stored in a public warehouse or elsewhere at the cost of and for th~ account of Tenant, all without service of notice or resort to legal process, and without being deemed 9Ui/f0.0f trespass G:\FORMS\RE\EISENBRG\FORM.lE2\3/90 II TT C2..-f , 8 _pp ~. ~ ~ or ~eoming 1 fable for any loss or ?amBge which ma'y be occasioned thereby. Tenant 8'~,,'ees that Tenant shall haY'e no further ..clalm UAder this Lease and shall qUit and deliver up the possession of the leased premises including permanent irrprovements to the leased premfses, when this lease terminates by limitation or in any other manner 'prOVided for herein. 16.02 Remedies. If an Event of Default occurs, Landlord may elect to reaenter as herein provided or take possession pursuant to legal proceedings or pursuent to any notice provided for herein, and it may either terminete this l..s., or It may from time to time without t.rmlnatlng this I.... mak. such .It.retlons end repelrs es may be neces..ry In order to rel.t the I.e.ed premise. or .ny pert thereof for .uch t.rm or terms (which may be for. term .xt.ndlng beyond the term of this lease) and at such rental or rentals and upon such other terms and conditions as lsndlord in its sole discretiory, may deem adv,sable. Upon each such reletting all rentals received by landlord from such reletting shall be .pplled f,rst to the peyment of .ny Indebtedn... other th.n rent due h.reunder from Tenent to l.ndlord' .econd to the payment of sny costs and1expenses of such reletting, Including brokerage tees and attorneys' fees and ~f costs'of such alteratlon& and repalr5i -,thlrd, to the payment of the most current rent owed at that time. and the'residue if any shaH be held by l.ndlord .nd .pplled In pe_nt of future rent .. the ..me may become due .nd p.y.bl. hereund~r from ren.nt. If .uch rent.l. received from .uch reletting during .ny month be less th.n th.t to be paid during th.t month by Ten.nt hereunder, T.n.nt .h.ll be ll.ble for the payment of such deficl.ncy to L.ndlord. Such deficiency .h.ll be c.lcul.ted and become pays?le monthly.. No such re.entry or the ,taking of po$S-eSsion of ' the leased prem,ses by landlord shall be construed as an electlon on its part to terminate this lease or to accept 8 surrender thereof unless a written notice of such intention be given to Tenant. Notwithstanding any such reletting without termination, landlord may at any time thereafter elect to terminate this lease for such previous breach. Should landlord at any time terminate this Lease for any Event of Default, in addition to any other remedies it may have, it may recover from Tenant all damages it may incur by reason of such breach, including the cost of recovering the leased premises, and the worth at the time of such termination of the excess, if any, of the amount of rent and,charges equivalent to rent reserved in this lease for the remainder of the stated term over the then-reasonable rental value of the leased premises for the remainder of the stated term, all of which amounts shalL be Immedi.t.ly due and pay.bl. from T.nant to L.ndlord. In det.rmining the rent which would be payable by T.n.nt h.reunder subsequent to default, the- annual rent for each year oi the unexpired term shaH be equat to the average annual minimun and percent.ge rent. paid by Ten.nt from the commencement of the t.rm to the time of def.ult, or during the pr.ceding thr.e (3) full calendar years, whichever period is shorter. Any retetting shaLL be done in such a manner a$ landlord may deem proper, .nd if T.n.nt believes landlord'S .ffort. .re not .ufficient, Tenant .h.11 so notify l.ndlord in writing .nd .h.ll specify In detail such additional action landlord should take~ Unless such notice is given, Landlord's efforts to relet shall be deemed to be adequate. Tenant agrees that this lease is a lease of IIreat property in a shopping centerll and that a debtor In possession and/or trustee In bankruptcy acting pursuant to the provisions of the revised bankruptcy code, may assume this lease only if, in addition to such other conditions of this Lease and of applicable law, said debtor in possession/trustee shall provide landlord with such written assurances of future perfonmance as are acceptable to Landlord. Any closing of Tenant's business, change in product or service mix, alteration in the size of the leased premises, change in advertising program, change tn method of operation or change of Tenant's trade name by said debtor in posseSSiOn/trustee shall be deemed to be 8 material disruption in the tenant mix and balance of the Shopping Center. Landlord shall have at all times 8 valid lien for all rent~ls and other sums of money becoming due hereunder from Tenant, upon ail goods, wares, equipment, fixtures, furniture and other personal property of 'Tenant situated on the leased premhes, and such property shall not be removed therefrom without the consent of lsrdlord until all arrearages in rent as well as any and all other suns of money then due to l.ndlord hereund.r .h.ll flr.t h.v. been paid .nd dlsch.rged. Upon the occurr.nce of .ny Event of Def.ult by Ten.nt, landlord may, in addition to any other remedies provided herein or by law or equity, enter upon the leased premises and take possession of any and all goods, wares, equipment, fixtures, furniture and other personal property of Tenant situated on the leased premises without liability for trespass or conversion, and sell the same with or without notice at public or private sale, with or without havln; such property at the sale, at which landlord or its assigns may purchase, and apply the proceeds thereof less any and all expenses connected with the taking of possession and sale of the property, as a credit against any suns due by Tenant to landlord. Any surplus shall be paid to Tenant, and lenant agrees to pay any deficiency forthwith. Alternatively, the lien hereby granted may be foreclosed in the manner and form provided by law for foreclosure of security interest or in any other form provided by law, Any statutory lien for rent is not hereby waived, the express contractual lien herein granted being in addition and suppLementary thereto. Tenant will execute upon landlord's request a financing statement and security agreement evidencing, landlord's security interest in Tenant's personal property and warrants to landlord that there are no prior liens or secur;ty interests on said personat properties. 10; additlon to other remedies available under this Lease, in the event of an occurrence of an Event of Default or, in the event of a threatened breach by Tenant of any of the covenants or provisions hereof, landlord shall have the right of injunction and the right to invoke any remedy allowed at law or in equity as if re.entry, summary proceedings and other remedies were not herein provided for. Mention In this Ie... of .ny p.rticular remedy .h.ll not preclude landlord for .ny other remedy, in l.w or In equity. Ten.nt hereby .xpre..ly w.lve. .ny .nd .11 rights of redemption gr.nted by or und.r .ny pr.sent or future laws in the event Tenant is evicted or dispossessed for any cause, or in the event landlord obtains possession of the leased premises_ No receipt of monies by landlord from or for the account of Tenant or from anyone in possession or occupancy of the leased premises after the termination in any way of this lease or after the giving of any notice of termination shall reinstate, continue or extend the term of this Lease or affect any notice given to Tenant prior to the receipt of such money; it being agreed that after the service of notice of termi.nation or conmencement of a suit, or after final judgment for possession of the leased premises, landlord may receive and collect any rent or other amounts due landlord and such payment shall not In any respect reinstate this lease and shall not waive, affect or impair said notice, said suit or said judgment without the expre.. written con.ent of landlord. No d.l.y or omis.ion of landlord to exercise any right or remedy under this lease, or in law or in equity shall be construed as a waiver of any such right or remedy of any Event of Default. 16.03 leaal EXDenses. If suit shall be brought or clalm shall be made (whether or not suit is conmenced or judgment entered) for recovery of possess\on of the leased premises, and/or the recovery of rent or any other amount due under provisions of this Lease, or because of the breach of any other covenant herein contained, and the breach shall be e.t.bli.hed, the non-pr.v.iling party .h.ll pay to the prevailing party, In addition to .11 other .ums .nd relief .~.il.ble to the prev.iling party, .ll .xpen... incurred th.r.for, Including re..on.ble attorney.' f.e. to the ext.nt permitted by law. 16.04 F.ilure to P.v: Intere.t. If Tenant .t .ny time sh.ll f.11 to p.y .ny t.xes, a.sessments or li.n., provide in.ur.nce or perform .ny .ct required by this Ie... to be made or performed by it, or f.il to p.y .ny ch.rge pay.bl. by Tenant or to timely discharge any other monetary obligation of Tenant required by this lease, landlord, without waiving or releaSing Tenant from any obligation or defau\t under this lease, may (but shalt be under no ob\igation to) at any tlme thereafter make such payment or perform such act for the account and at the expense of Tenant. All sums so paid by landlord and all costs and expenses so incurred shall aCcrue interest at a rate equal to the lesser of one and one-half percent (1.5%) per month or the maximum r.te permitted by l.w, from the 'date of peyment or incurring thereof by l.ndlord .nd .h.ll constitute addition.l rent payable by Tenant under this le..e and .h.ll be paid by T.n.nt to l.ndlord upon d....nd. ARTICLE XVII: ACCESS BY lANDLORD 17.01 Right of Entry. l.ndlord or l.ndlord's .gent. sh.ll h.ve the right to .nt.r the lea.ed pr.mi.e. at .11 rea.onabl. time. to exemlne the ..me and to .how it to purch..ers .nd to mak. .uch rep.ir., .lter.tlon., improvements or additions as l.ndlord may de.m nec....ry or desir.bl., .nd l.ndlord .hall be .llowed to take .11 materl.l Into .nd upon the l...ed premi... th.t may be required therefor without the .ame constituting .n .viction of T.nant in whole or !n pert. During the six (6) months prior to the expiration of the term of ' this lease or any renewal term, landlord may exhIbit the leased premises to prospective tenants or purchasers and place upon the leased premises the usual signage for space rental. Nothing heretn contained, however, shall be deemed or construed to impose upon landlord any obligation, responsibility or liability whatsoever for the care, maintenance or repair of the building or any part thereof, except as otherwise herein .pecific.lly provided. ' 9 tr0 C..p II TT..-_ ~",.-" ~ .-:"j?&"''V'/ G:\FORMS\RE\EISENBRG\FORM.LE2\3/90 ~_MiI', ARTICLE XVIII: TENANT'S PROPERTY , ~8.01 Taxes on Leasehold. Tenant shall be responsible for end shell pay before delinquency all municipal county or state taxes assessed during the term of this lease against any leasehold interest or personal property of any kind owned by or placed in, upon, or about the leased premises by Tenant. . 18.02 loss.nd D.meo.. l.ndlord sh.ll not be li.bl. for .ny Injury or d.mege to persons or property r.sulting from flre! explosion, f811I~g plaster, steam, gas, electricity, water, rain or snow, or leaks from any part of the leased premlses, or from the plpeS, appliances or plumbing works, or from the roof, street or subsurface, or from any other place, or by dampness or by any other cause of whatsoever nature, and whether originating in the leased premises or elsewhere. All property of Tensnt kept or .tored on the le.sed prem.is~s .h.ll be so kept or stored .t the risk of lenant only, end Ten.nt hereby holds l.ndl'ord h.rm~ess from ~ny ct.ims .rlSlng out of d....ge to the s.me, including subrog.tion cl.ims by Tenant's insurance carriers, a walver of WhlCh shall be obtained in advance by Tenant. 18.03 or of defects Notice bv lenent. Tenant shall give imnediate notice to landlord in case of fire or accidents or damage to in the le.sed premises or In the building of which the le.sed premises .re . part. ' ARllCtE XIX: NOtDING OVER: SUCCESSORS 19.01 Holdina OVer. Any holding over after the expiration of the term hereof, with or without the consent of Landlord, shall be construed to be 8 tenancy from month to month at the rents herein specified (prorated on a monthly basis) and shall otherwise be on the terms and co~itions herein specified, so far 8S applicable; prov.ided. however, if such holding over is wfthout the consent of Landlord, mmirrun rent for such holdover period shall be two (2) t'imes the minillUJt rent due for the last month of the lease term. 19.02 Successors and Assians. Except as otherwise herein provided, this Lease and all the covenants terms provisions and conditions herein contained shalt inure to the benefit of and be binding upon the heirs, representatives; successors and assigns of each party hereto, and all covenants herein contained shall run with the land and bind any and all successors in title to landlord. ARTICLE XX: QUIEl ENJOYMENl 2D.Dl l.ndlord'. Cov.n.nt. Upon payment by Ten.nt of the rents herein provid.d .nd upon the observ.nce ond performance of all the covenants, terms and conditions on Tenant's part to be observed and pe;formed, Tenant shall peaceably and quietly hold and enjoy the leased premises for the term hereby demised without hindrance or interruption by Landlord or any other person or persons lawfully or equitably clalming by, through or under landlord; subject, nevertheless, to all the t.rms .nd conditions of this l..S.. ARTICLE XXI: MISCEllANEOUS 21.01 Waiver. The waiver by Landlord of any breach of any term, covenant or condition herein contained shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition heref.n contained. No covenant, term or condition of this Lease shall be deemed to have been waived by Landlord unless such waiver shall be in writing. 21.02 Accord ond Satisfaction. No payment by len.nt or r.ceipt by l.ndlord of. less.r .mount th.n the monthly r.nt installments herein stipulated shall be deemed to be other than on account of the most current stipuLated rent owed at that time, nor shall any endorsement or statement on any check or any Letter accompanying any check or payment as rent be deemed an accord and satisfaction. 21.03 No PartnershiD. landLord does not, in any way or for any purpose, become a partner of Tenant in the conduct of its business or otherwise, or joint adventurer or a member of a joint 'enterprise with Tenant. 21.04 Force Maieure. In the event that either party hereto shall be delayed or hindered in or prevented from the performance of any act required hereunder by reason of strikes, lockouts, labor troubles, inability to procure materials, failure of power, restrictive governmentaL laws or regulations, riots, insurrection, war, or other reason of a like nature not the fault of the party delayed in performing work or dofng acts required under the terms of this lease, then the time .llowed for performsnce of .uch oct sh.ll be extended by . period equiv.l.nt to the period of such del.y. The provisions of this Section 21.04 shall not operate to excuse Tenant from the prompt payment of rent, percentage rent, additional rent or .ny other payments required by the t.rms of this le.... 21.05 l.ndlord'. li.bilitv. If l.ndlord .h.ll f.il to perform.ny coven.nt, t.rm or condition of this I.... upon l.ndlord'. part to be performed, l.nant may not terminate the l.a.., .nd Ten.nt's sol. r.medi.s sh.ll be mon.y domeg.s (except as set forth in Section 21.16) and specific performance. If Tenant shall recover a money judgment against Landlord, such judgment .h.ll be s.tisfied only out of the proc.eds of s.le rec.lved upon .xecution of such judgment .nd levy th.r.on against the right, title and interest of Landlord in the Shopping Center as the same may then be encumbered and neither l.ndlord nor if l.ndlord be 0 p.rtn.rship, .ny of the p.rtners c"""rising such partnership shall be ll.bl. for .ny d.ficiency. It is und.rstood that in no event sh.ll T.n.nt h.ve .ny right to l.vy .xecution og.inst .ny property of l.ndlord other than its interest in the Shopping Center as hereinbefore expressly provided. In the event of the sale or other transfer of landlord's right, title and interest in the leased premise9 or the Shopping Center, landlord shalt be released from .ll ll.bility and oblig.tions h.reund.r. 21.06 Notices and PaYments. Any notice by Tenant to landlord II'MJSt be served by federal Express or similar overnight d.liv.ry ..rvic. or by certified mall, post.ge pr.paid, .ddr.ssed to l.ndlord .t the pl.ce d.slgn.t.d for the p.yment of rent, or at such other address as landlord may designate from time to time by written notice. Any notice by Landlord (which may be gtven by landlord or Landlord's attorney or management company) to Tenant must be served by Federal Express or simihr overnight delivery service or by certified mail, postage prepaid, addressed to Tenant at the leased premises, or at such other address as Tenant may designate from time to time by written notice to landlord. All notices shall be effective upon deLivery or attempted deliv~ry in accordance with this Section 21.06. UntiL otherwise notified in writing, Tenant shall pay all rent reserved herein and all other sums required under this Lease by check payable to the order of landlord and shaLL forward the same to landlord as herein provided. 21~07 Financial Statements. The persons signing this Lease on behalf of Tenant hereby personally represent and warrant to landlord that the financial statements delivered to landlord prior to the execution of this Lease properly reflect the true and correct value of all the assets and liabilities of Tenant and Guarantors. Tenant acknowledges that in entering into this le.s., l.ndlord is relying upon such stotem.nt. .nd l.n.nt .h.ll supply l.ndlord upd.ted fin.nci.l st.tements of Tenant and Guerantors each Lease Year and from time to time as requested by Landlord. 21.08 Guarantors. This lease shall not be effective unless the persons, if any, listed in Section 1.01(q) hereof shall execute the Guaranty attached as Exhibit IIC" of this lease. 21.09 Caotions and Section Numbers. The captions, section numbers, article numbers and headings appearing in this Lease ere inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or intent of such sections or articles of this Lease. 21.10 Definitions. The word IITenantll shall mean each and every person, firm or corporation ITIentioned as a Tenant herein, be the S81T1e one or more; and if there shall be more than one Tenant, any notice required or permitted by the terms G:\FORMS\RE\EISENBRG\FORM.lE2\3/90 10 l~:Ji~" .- - .c" It.. ~,i~:;:L ~L ..~._~" of this lease may be given by or to "one thereof, and it shall have the same f: and effect as if given by or to all thereof. If there shall be more than one Tenant, they shall all be bound jointlY'and severally. 21.11 PartIal Iryvalldltv. If any term, covenant or condition of this Lease, or the application thereof to any person or circumstance, shall to any extent be invalid or unenforceable, the remainder of this lease or the application of such term, covenant or condition of this lease shall be valid and enforceable to the fullest extent permitted by law. 21.12 Recordina. TMs lease or a certificate or memorandLllt thereof prepared by landlord may, at the option of landlord, be recorded. Tenant shall execute ~ny such certificate, short fonm lease or memorandum upon demand by landlord. 21.13 En:iye AGreement. lhe. Lease, the exhibits and rider, if any, set forth all th~ covenants, promises, agreements, cond1t1ons 8?d understandings between ,landlord and Tenant concerning the leased premises and there are no covenants, promises, agreements, conditions or understandings either oral or written between them other than as herein set forth. All prior c~ications, negotiations, 8rr8ngeme~ts, representations, a9r~ements and understandings, whether oral, written or both, between the parties hereto and their representatives are merged herein and extinguished this Lease sUp!r!edfng a~ c::anceling the same. Except as herein otherwise provided, no subsequent alteration, amel"'lCbent, change or add.tlon to thIS Lease shall be binding upon Landlord or Tenant unless reduced to writing and executed by the party against which such subsequel\t alteration, amendment, change or modification Is to be enforced. If any provision contained In any ri~er h:reto is i~onsist~nt with any printed provi~iQns of this Ledse, the provision contained in such rider shall supersede Bald prlnted prOVision. lenant hereby acknowledges' that (a) this Lease contains no restrictive covenants or exclusives in favor of Tenant; and (b) t~is Lease shall not be deemed or interpreted to contain, by irrpl ication or otherwise, any warranty, representation or agreement on the part of Landlord' that any department store or regional' or national chain store or Bny oth!r merchant shall open for business or occupy or continue to occupy any premises in or adjoining the Shopping Center durlng the term of this l~ase or any part thereof, and Tenant hereby expressly waives all claims with respect thereto and acknowledges that Tenant :is not relying on any such warranty. representation or agreement by Landlord either 8S a matter of inducement in entering into this lease or as a condition of this Lease or as a covenant by landlord. 21.14 Jurv Trialf Claims: Survival. To the extent permitted by appl icable law, and aClc.nowledging that the consequences of said waiver are fully understood, tenant hereby expressly waives the right to trial by jury in any action taken with respect to this Lease and waives the right to interpose any set~off or counterclaim of any nature or description in any action or proceeding instituted against Tenant pursuant to this lease. Notwithstanding anything in this lease to the contrary, the represemtations and undertakings of Tenant under this lease shall survive the expiration or termination of this lease regardless of the means of such expiration or termination. ' 21.15 Aoolieable law. This lease and the rights and obligations of the parties ariSing hereunder shall be construed in eecordance with the laws of the State. ' 21.16 Consents and Aoorovals. Whenever landlord's consent or approval is required herein, such consent or approval shall not be deemed given until Landlord has provided such consent or approval In writing. Tenant shall pay Landlord's reasonable attorneys' fee$ incurred in connection with Tenant's request for Landlord's consent or approval. Where the consent or approval of landlord shall be required, such consent or approval shall be granted in Landlord's sole discretion unless otherwise expressly provided. With respect to any provision of this Lease which either expressly provides or is held to provide that landlord shall not unreasonably withhold or unreasonably delay any consent or appro~al, tenant shall not be entitled to make claim for, and Tenant expressly waives claim for. damages incurred by Tenant by reason of landlord's failure to comply, it being understood and agreed that Tenant's sole remedy shall be an action for specific performance. 21.17 Authority. 1n the event Tenant hereunder shall be a corporation, the persons executing this lease on behalf of Tenant hereby covenant and warrant that Tenant is a duly qualified corporation and all steps have been taken prior to the date hereof to qualify Tenant to do business in the State; all franchise and corporate taxes have been paid to date; all future forms, reports, fees and other documents necessary to comply with applicable laws will be filed when due; and those persons executing th,is lease on behalf of Tenant are duly qualified and authoriled to bind, and in fact do bind, the corporation. In the even~ Tenant hereunder shall be a partnership, either general or limited, the persons or entities executing this lease on behalf of Tenant hereby covenant and warrant that Tenant is B duly qualified partnership and all steps have been taken prior to the date hereof to qualify Tenant to do business in the State, if required by law; all franchise and partnership taxes have been paid to date; all future forms, reports, fees and other documents necessary to comply with applicable laws will be filed when due: and those entities executing this lease on behalf of partnershf~ are duly qualified to bind, and in fact do bind, the partnership. This Lease shall be effective only when it is Signed by both landlord and Tenant. Tenant's submission of a signed lease for review by landlord does not give Tenant any interest, right or option in the Leased premises. 2'.18 Intel'llretatlon. Both parties have read this lease and had the opportunity to employ legal counsel .,.,1 negotiate changes to the Lease. The lease Is the joint product of the parties and, in the event of any ambiguity herein, no inference shall be drawn against 8 party by reason of document preparation. 21.19 Brokers. Tenant represents and warrants to Landlord that no broker or agent negotiated or was instrumental in negotiating or conslMTIJlating this lease excepting only Broker. Broker is representing landlord on this lease, and Broker's commission shall be paid by Landlord. Tenant knows of no other resl estate broker or agent who is or might be entitled to B eOlm\~ssion or eompens8tl,on in connection with this lease. A.ll fees, coomissions or other compensation payable to BflY broker or agent of Tenant shall be paid by Tenant. Tenant shall hold landlord harmless from all damages and shall indemnify landlord for all damages paid or incurred by landlord resulting from any claims asserted against landlord by brokers or Rgents claiming through T~nant. Tenant acknowledges that Tenant has been informed that person(s) associated with Broker may have or may acquire an ownership interest in the Shopping Center, and Tenant acknowledges by signing this lease that such ownership interest shall not affect the terms, conditions or validity of this lease. ARTICLE XXII, SECURITY AND RENT DEPOSITS 22.01 Amount of Security DeDosit. Tenant, contemporaneously with the execution of this Lease, has deposi~ed with landlord the sum set forth in Section 1.01(m), the receipt of Which is hereby acknowledged by landlord. Said deposlt shall be held by Landlord, witho~t liability for interest, a. .ecurity for the faithful. performance by Tenant of all th! ~erms, covenants and conditions of this lease by sa;d Tenant to be kept and performed durIng the term hereof. Tenant speCIfIcally egree. that any deposit held hereunder by Landlord may be commingled with any other funds of Landlord. 22.02 Use and Return of Securitv Oeoosit. Should Tenant fail to keep and perform any of the terms, covenants and conditions of this lease to be kept and, perfonmed by Tenant, as provided in Article XVI, landlord may appro~riate and apply said entire deposit, or so much thereof as may be necessary, to compensate Landtord for loss or d~age sust~lned by landl?rd due to such breach without prejudice to its further rights and remedies. Should the entire securIty depOSIt or any portIon thereof be approp~lated and applied by Landlord for the payment of overdue rent or other ~~s d~e from Tenant hereunder, then Tenant shall, upon the ~ritten de~and of landlord, forthwith remit to landlord a sufflclent amou~t y" cash t~ restore said deposit to the originaL sum deposited. Should Tenant comply with all the terms, covenants and condItIons of thl~ Le~se, the said deposit shall be returned in full to Tenant at the end of the term of this lease or upon its earlier termlnatlon. 22.03 Rent OeDosit. Tenant, c~ntemporaneously with the execution of this lease has deposited with Landlord the sum set forth In Section 1.01(n) to be held and applied to the Initial rent due under this Lease. 11 LL AI) r..T~~E/ ~y/~ G,\FORMS\RE\EISENBRG\FORM.LE2\3/90 -.;. - -, >- ~RTICLE XXIII. TENANT COVENANTS. EASEMENTS 23.01 Tenant Covenants. Notwithstanding anything to the contrary contained herein, this lease is subject to and made on the understanding that landlord has granted and/or wilt grant certatn restrictions and exclusive 'use covenants to other tenants of the Shopping Center (herein the Ulenant Covenantsll). Tenant' aCknowledges that Tenant's use and/or occupancy of the lea.ed premises in violation of any current or future Tenent Covenants would subject Landlord to .ubstantlel demage., end es such, Tenent eCknowledges end egrees thet eny such vloletlon by Tenent of eny such Tenent Covenents shell constitute 8 default hereunder entitling Landlord to cancel this Lease or enjoin Tenant from violating such Tenant Covenants, or exercise any of the r~fes stated in Articl~ XVI hereof and any other remedies available under the law of the State. Nothing contained in this Section 23.01 shall be construed to permit Tenant to expand the use restrictions set forth in Sec- tion 4.Gl hereof. 23.02 Easements., The Shopping Center is and/or may be encOOlbered and/or benefitted from time to time by certain easements, development and operating covenants, and similar agreements. Tenant agrees that it shall abide by any such egreement, Including as eny such egreement may be emended from time to time In Landlord's sole discretion. Landlord shall have the right to enter tnto and/or tenminate any such agreement in Landlord's so~e discretion. 24.01 lIDtion to Extend. So I""" as Tenant hes never been in default of this lease _i... the initial te.... Tenant rJI; shell have en ootion to extend this lease for one ell DOriocl of five e5l years. The rentel for the ootion ceriOll shall be determined bv the consl:lner Drice index 8S more soecificallv defined in Article 25..01. Tenant n.l9t not,jfv Landlord of its '-!.~_, intention to exerc,ise sai~ ,ootion in writiM not less than one hU'ldred and ehaht (1S01 daYS Drior to the emiration of the ~ initial te..... If all of: the foreGoiM conditions are- not met then said ogtion shall be null and void. Exceot where :""'f;- eltDlIcitLv stated here. el,l terms end conditions of the lease will remain full force and effect thrOU!lh the _etion of the'-/ ootion Derfocl. 25.01 Rent Adiustment. Beqiming in seoteuber L 1995. and each and every slb;eauent Seoteuber thereafter.. the rent shall be adiusted in accordance with the Consuner Price Index as hereinafter Drovided. The Adiustment shalt be IMde by- I tl I i the monthl riliit 0 $1246.GO a fro ion the lUllerator of llIlich shall be the tonsunerri I . for the month of J.... 1995 sibs JU18 thereafter and the denaninator f llIlich s all be the Consunorpr 'ce. I for t,:i(/lf''-the t of J, ... the fraction is less than One Dollar $1..00 then the rent as act.ust for the '.i-o," ,air_'shall . _on in ffec. SaidC unor Price Index Is her defined to be the I now k as "rhe Consunor Price I . All urban consLiners" U.S Cit avera e. All items: 1967 ~ 100..0. If such index shall be disconti then the Bar Consuner price Index Dreoared bv the I U..S.. Bureau of Labor Statistics or successor agencY thereto which most clearly aDDroximetes the defined ihdex shall be used. NotwHhstandi... the for""oi... the mini.... rental shall not be less than that orovided in DSr8!lr""" 3.1 of this AQreement. Notwithstandi... envthi... to the contrary the increases in rental"'" to the consllll8r Drice index shall not be IIIOre than 5:1: or less than 3:1: in anv one year. ~f-- ,~ . 0- ,/ 26.01 So long as Tenant is not in default and is ooen for business as a dry cleaner. landlord will not directly lease any SDace in the shOlllDil'lCl center with the exceotion of soaces 12 and 3 as denoted on Exhibit UAD to another ShOD that offers drv cleaning end leundrv services as its DriDllrv forTll of business. CJW': ));$; (/1 IN ~ITNESS WHEREOF, landlord and Tenant have executed this Lease as of the day and year first above written. LANOLORO: E..n CENTERS, a Missouri general partnership By: OOEVILLE LIMITEO PARTNERSHIP, e Oelaware l imhed partnership, e general partner By. ~ ~.u TENANT: Thomas R. Pullen, Chong S. Pullen C H'" N Qr S;;'? ;.\.LLC:~ ~~ ~1 ~ --efi':-- ()H~';' If.. U /!...~i1/ By: Printed Name: Title, G,\FORMS\RE\EISENBRG\FORM.LE2\3/90 12 LL GAD ..~ ~h// EXHIBIT "A" TO LEASE AGREEMENT SITE PLAN EXHIBIT A. ...... ,.. DESCRIPTlON OF lEASED PREMISES .. ...... ..":.:-,": . ... .-. ." ... ., .... ..l:'~ .. --:'- .1~., ,~. ~. .~' . '. ;"'. ~.~ a: t-..J a: ---' 0.... <-.,'> 0.:: =. p::; en 1:...' t--l ., .~.':"'..:~~ ;"F!"~< . ..~":'.:;.:'~';., . .......~...~ .. - . - 9 ~ a: ::r: 1:'-:- . . !::!::::! ~ 1:1:1 ("oj l:...cl ..-,'"') r ill U1 m ru .' - , .-: ~ .~- <!,. .,:'J ....~;r: ~ .. '" '.'''I.:~'';~ :!.. _ ....~.,..i(......_~ .~ ~::....::~._ ~~_..,e G:\FORMS\RE\E1SENBRG\FORM.LE2\3/90 LLA/) TT c,-f [f1V.. A;~9 ;;~~~ EXHIBIT "B" TO LEASE AGREEMENT DESCRIPTION OF LANDLORD'S WORK AND TENANT'S WORK Attached to and forming a part of Lease Landlord: E-D Centers, D.B.A Mechanicsburg Plaza Tenant: Thomas R. Pullen & Chang S. Pullen Date: July 21, 1992 LANDLORD'S WORK A. STRUCTURE 1. Frame, etc.: The structural frame, COIU1l1S, beams, floor and roof slabs shall be constructed with incontlustible and/or wood framing, and the floor and roof slabs shall be designed to carry live loads In accordance with the governing building codes. Roofs will be Insulated roof deck construction. Exterior walls above grade will be concrete block andlor suitable structuraL members, with ties for anchorage of exterior veneers such as brick, stone, and other suitabLe materials. If any loads are applied to tha roof or structural areas of the building which, in the opinion of Landlord shall be considered excessive, any costs for handling these structural changes shall be borne by Tenant. 2. Space heights: The minimum clear height measured between the floor slab and the ceiling when finished shall generally be, as follows: Sales Area 10 Stock Areas 10 8. STORE FRONTS 1. Design: Store fronts will ~ designed by landlord's architect. Special store front designs may be used if desired by Tenant, at Tenant's expense, as set out be\ow, pr-ovided the same is approved by landlord in writing. C. INTERIOR FINISH 1. Floors: All floors will be concrete with smooth cement finish. 2. Cel lings: A suspended 2 x 4 ,grid system and 2 x 4 acoustical tiles will be installed. At Landlord's option, in any stock areas so designated by Tenant, such area may either have finished ac~stical ceiling or exposed bar joist. 3. Walls: Interior surfaces of 'walls enclosing leased areas will be finished with sheet rock (taped and ready for paint), concrete or haydito block. 4. Toilet Rooms: One toilet ro~ will be provided in the leased premises with common toilet facilities for men and women. Where the local c~es require more than One toilet, the cost of said second toilet shall be borne by Tenant. O. PARKING AREAS ANO WALKS 1. Surface: Parking areas will' be concrete or asphaltic concrete over crushed rock base on grade at landlord's option. Walks and malls will be surfeced with concrete, stone, brick, tile or any other suitable materials as specified by landlord's architect. 2. Lighting: Parking areas, walks, and matls will be lighted; the minimum average maintained lighting level on the surface of the parking areas will be one (1) foot candle. E. ELECTRIcAL YORK 1. Public and service areas: Electrical wiring, electrical fixtures in common service areas and public areas will be provided by landlord. 2. Leased space: Landlord will furnish six (6) ,duplex wall or duplex column outlets es set forth on plans. Landlord will provide one (1) empty 3/4" conduit for any necessary hookups. Landlord will supply initial installation of fluorescent strip lighting fixtures. 3. Service: Landlord will provide 8 200 amp 3 phase service entrance, and power will be brought to the leased premises and stubbed in at panel and any increase in power requirements shall be paid for by Tenant. F. HEATING AND AIR CDNOITIONING c~ <, 1. Heating: landlord will provide a heating syst'JI. wl'Ii k ..ill HI. " ,.......j' and air~conditioning system t~~~?flL-:;j..,~t1r:' Is rated at !!-i! tons to be located as set forth in the plans. _ G. UTILITIES 1. Water, Gas, Etc.: Normal waste lines shall be brought to the leased premises, stubbed in and connected to the public sewer. 2. In respect to gas, If this utility is available, SUbject to the sole discretion of Landlord, it shall be brought to the leased premises. Water and electricity will also be brought to the leased premises. Tenant wtll be obligated to supply Tenant's own meter, and in the event that landlord has supplied a meter, Tenant shatl reimburse landlord for said cost of the meter. This cost shall be determined as that amount paid by Landlord to the utility company for the installation of said meter. 1(tJii';, - " TENANT'S IIORK Landlord's Vork Is limited to the work hereinabove described and excludes work described aa Tenant's Work' all work not classified as Landlord's Vork Is Tenant's York. ' Tenant's Vork shall Include all other necessary i""rovements to operate Tenant's business and shall include but not be limited to, the purchase and/or Installation and/or performance of the following, and all the following sh~ll be at Tenant's expense. The plllllS and speclHcatlons, if any are needed, and the detail and design shall be swJect to the written approvaL of landlord's architect. A. ITEMS TO 9E DONE I. Telephone wiring, devices, and installation and service costs. 2. Inter~com, radio and TV conduit, devices and wiring. 3. Light covers and other ceilings not standard to the project. 4. Fire protection and detection devices, other than Landlord's sprinkler system, if any~ 5. Store fixtures, furnishings, display deviees and special column treatments. 6. Display window platforms, floors, backs and ceilings, interior or special rooms. 7. Store signs and special structural stiffeners and anchorage therefor. 8. Tenant shall bear the additlonsl cost of a special store front over that of the standard "straight" front provided by Landlord, including Installation of automatic doors. 9. Complete plans showing all details of Interior design, electrical and mechanical items which affect Landlord's Vork, if required by Landlord In order to prepare preliminary plans, including special venting or air handling equipment necessary for Tenant's occupancy and use. 10. All interior walls and curtain wall within the leased premises except as provided by Landlord's Vork C(31. 11. All signs in or on the leased premises including construction, furnishing and installation. No sign shall be erected wfthout prior written approval of Landlord or landlo~'s architect. 12. All requirements related to bottled water. 8. CONSTRUCTION 1. All work undertaken by Tenant shall be at Tenant's expense and shall not damage the building or any pert thereof; design and details shall conform with the standards of the project and shall be approved by Landlord'S architect. 2. \Iork undertaken by Tenant during general construction shall be handled In the followIng manner: 8. Work attached to the structure such as additional plumbing, electrical work, plastering, terrazzo, etc., may be handled In any of the following ways: (1) Awarded by Tenant to his own Contractor, who has been approved by Landlord's architect. (2) Awarded to the project Contractor through the use of unit prices which have been established for this type of work by previous bidding. b. Store furniture, fixtures, painting, floor covering, etc., may be let to any contractor approved by landlord's archhect. Tenants ,should 8tt~t to allow Contractors for this category of work who are already on the sfte to bid on their work. PROCEDURE I. Landlord will provide Tenant, when preliminary plans have been prepared by Landlord's architect, with scale drawings, showing the general features of the leased premises, together with information on suitable locations for air- handling units, toilet roams and design. 2. In developing the working drawing, Landlord reserves the right to make such necessary reasonable changes and adjustments which are the result of detailed technical development of the preliminary studies. 3. Tenant shall have the right to substitute more expensive items for items normally provided by Landlord hereunder, in which event Tenant shall complete such items at Tenant's cost, and Landlord shall give Tenant an allowance based upon tha cost of the item Landlord would have been required to complete. All such work performed by Tenant shall be subject to the approval of Landlord's architect. The aforesaid Is agreed to as of the day and year first above wrltt . (La E-O centers, D.9.A. Mechanlcsburg Pla.a U ~ .::;J~ ./" ,AfJ..!.~<"4. ~.,;",~ '':~~~~ (Tenantl~llen & ~ S. Pullen () /l,#fJP ;;p:::-. ".V \- " EXHffiIT "C" TO LEASE AGREEMENT GUARANTY In order to induce E-D Centers Inc. dbe Mechsnicsbur. Pls.s ("landlord") to enter into that certain Lease Agreement dated July 21 199~ (the "Lease") between Lsndlord snd Thomas R. Pullen & Chon; S. Pullen I (IITenantll), and in consideration of the benefi ts inuring .to the undersigned (the "Guarantorll) under said 'Lease, the receipt and sufficiency of which is represented by the Guarantor to landlord to be sufficient end adequate, ~he Guarantor hereby unconditionally guarantees the performance of aU of Tenant's obligations under the Les.e, Including, without limltstion, the payment of rentsl s. provided therein. This Guarsnty shsll remain in full force throughout the orflglMl lease term and any renellal. thereof. Thi. Gusrsnty .hall be binding upon Guarsntor and Gusrantor'. heir., legsl repre.entstivs., .ucce..ors snd s..igns, snd .hsll Inure to the benefit of Landlord and Its successors and assigns. If there is more than one Guarantor, the liabi Uty of eech Guarantor shaH be joint end several. This Guaranty is a guaranty of payment and performance and not of collection. Guarantor hereby waives notice of acceptance of this Guaranty agreement and all other notices in connection herewith or in connection with the liabilities, obligations and duties guaranteed hereby, ineluding notices to it of default by Tenant under the Lease. and hereby waives diligence, presentment, wrotest and suit on the part of Landlord in the enforcement of anY liability, obligation or duty guaranteed hereby. Guar$ntor further agrees that Landlord shall not be first or concurrently required to enforce 8gainst Tenant or sny othsr per.oh, sny llsbllity, obligation or duty gusrant.ed hereby before .eeklng .nforcement thereof sgain.t Guarantor. The liability of Guarantor shall not be affected by any indulgence, compromise, settlement or variation of terms which mey be extended to T.nant by Lsndlord, or agreed upon by landlord or Tenant, snd shall not be sffected by any assignment or sublease by Ten~nt of its interest in the Lease, nor shall the liability of the Guarantor be affected by the fnSolvet'lcy, bankruptcy (vo\untary or invo\untary), or reorganiz.ation of Tenant, nor by the VOluntary or involuntary liquidation, sale, or other disposition of all or substantially all of the assets of Tenant, or by the release of any other guarantor. Landlord and Tenant, without notice to or consent by Guarantor, may at any time or times enter into such modifications, extensions, amendments or other covenants respecting the Lease as they may deem appropriate, and Guarantor .hsll not be relea.ed th.reby but shall continue to be ful\y liable for the performance of sll obligation. and duties of Tenant under the lease as so modified, extended or amended. Guarantor further agrees (1) to indemnify and hold hanmless Landlord from and against any claims, damages, expenses, or losses, including to the extent permitted by law, the reasonable fees of an attorney, resulting from or arising out of sny breach of the Lea.e by Tenant or by res.on of Tenant'. fsllure to perform sny of it. obllgstlons thereund.r, and (2) to the extent permitted by law, to pay any costs or expenses, inCluding the reasonable fees of an attorney, incurred by Landlord in enforcing this Guaranty. The Guarantor acknowledges that Landlord may assign its rights under the Lease to an institutional ,investor as security for a loan to be made by .uch Institutional inve.tor to Landlord, snd a. long a. any Indebtedne.. of Landlord .hsll be outstanding and such assignment of the Lease shall exist, such institutional investor assignee shall be entitled to bring any suit, action or proceeding Bgainst the undersigned for the enforcement of any provision of this Guaranty. and it shall not be necessary in any such suit, action or proceeding to make Landlord a party thereto. This Guaranty may not be modified or amended without the prior written consent of such assignee of Landlord's interest in the Lease, and any attempted modification or smendment without such con.ent shall be void. All existing and future advances by Guarantor to Tenant and al\ existing and future debts of Tenant to arrt Guarantor shall be subordinated to all obligations owed to Landlord under the Lease and this Guaranty. Guarantor assllDes the responsibH ity to remain informed of the financial condition of Tenant and of al \ other circlDStances bearing upon the risk. of Tenant's default, which reasonable inquiry would reveal, and sgrees that Landlord shall have no duty to advise Guarantor of information known to ;t regarding .uch condition or any .uch circ\J\\Stance. Landlord .hall not be required to inquire into the powers of Tenant or the officers, employees, partners or agents acting or purporting to act on its behalf, and any indebtedness made or created in rei iance upon the professed exercise of such powers shall be guaranteed under this Guaranty. Each Guarantor hereby represents and warrants to Landlord that such Guarantor has received 8 copy of the Lease, has read or had the opportunity to read the Lease. and understands the terms of the Lease. The provisions in the Lease relating to the execution of additional documents, legal proceedings by landlord against Tenant, severability of the provisions of the Lease, interpretation of the Lease. notices, waivers, the applicable laws which govern the interpretation of the Lease and the authority of Tenant to execute the Lease are incorporated herein in their entirety by this reference and made a part thereof. Any reference in those provisions to IITenant" shall mean each Guarantor and any reference in those provisions to the "Lease" shall mean this Guaranty. If anyone or more of the proviSions of this Guaranty shall be held to be invalid, illegal or unenforceable in any re.pect, .uch invslldfty, Illegality or unenforc.sbility .hall not sffect sny other provi.lon of thl. Gusranty, and this Guaranty shalt be construed as if such invalid, iltegal or unenforceable provision had never been contained herein. This Guaranty shalt be construed according to the taws of the state where the leased premises are Located (the "StateU). By execution hereof, the undersigned specifical\y consent to this choice of taw designation and consent that 81\ actions or proceedings arising. directly, indirectly or otherwi~e in. c~nnqft\on with, out of, r;lated ~o, or from this Gu~ranty or t~e Lea.e .hall be lit, gated only In the courts located In tHe Stat.~ and the underSlgned (1) con.ent and .Ubnllt to the m Dersonam Jurisdiction of any state or federal court Joc,steQ within the Stste, (ii) waive any right to transfer or change the venue of litigation brought against the undersigned, and (Iii) agree to .ervice of proc.... to the extent permitted by lsw, by meil. TO THE EXTENT PERMITTED BY APPLICABLE LAW, AND ACKNOWLEDGING THAT THE CONSEQUENCES OF SAID WAIVER ARE FULLY UNDERSTOOD, THE UNDERSIGHED HEREBY EXPRESSLY WAIVE THE RIGHT TO TRIAL BY JURY, THE RIGHT TO INTERPOSE ANY DEFENSE BASED UPON ANY STATUTE OF LIMITATIONS, ANY CLAIM OF LACHES ANO ANY SET-OfF OR COUNTERCLAIM OF ANY NATURE OR DESCRIPTION IN ANY ACTION OR PROCEEDING INSTITUTED AGAINST THE UNDERSIGNED OR ANY OTHER PERSON LIABLE ON THE LEASE. IN WITNESS WHEREOF, Guarantor(.) ha.{have cau.ed thl. Instrument to be ex.cuted thi..~~y of ~~ 1~ ATTEST: By Its President Secretary ~ ... CORPORATE GUARANTOR /'-"'.--.,: ~.?C' C~,~/t~. Thoma. R: Pullen {':,~~ INDIVID AL GUARANTORS Chong S. Pullen t: ." /, ~v:/ ~d'" ...,.' . ,,' : v' ,,,I A f~1,~~:i. G:\FORMS\RE\E1SENBRG\FORM.LE2\3{90 LL~' TT C..'f. .4.'// :P'6"r./ -i, " ' EXHIBIT D LEASE ADDENDUM NOTWITHSTANDING anything in this lease to the contray; Landlord and Tenant hereby agree to the following terms and conditions prevailing as additions to and/or modifications of this lease. . ARTICLE II: RENT 2.08 LATE CHARGE: Add, "In the event any payment of rent provided for in this lease or any other charge provided for in this lease shall become overdue for a period of excess of ten (10) days, Tenant shall pay to Landlord a late charge of five ($0.05) cents for each dollar ($1.00) so overdue to cover the extra expense involved in handling delinquent payments. Payment of the late charge by Tenant shall in no way prevent Landlord from treating the late payment as an item of default as provided in Paragraph 16.01 of this Lease subject to any applicable cure period." ARTICLE N: CONDUCT OF BUSINESS 4.01 HOURS: Add, "Tenant shall be required to remain open for business a minimum of 9:00 a.m. to 5:00 p.m. Monday through Friday and 10:30 a.m. to 5:00 p.m. on Saturdays. Tenant shall not be required to open on Sundays or major holidays." ARTICLE XVI: DEFAULT OF TENANT 16.05 ADDffiONAL LEGAL REMEDIES: The following additional clauses shall be added to this Lease Agreement: l6.05(a) CONFESSION OF JUDGEMENT: Tenant covenants and agrees that if the rent and/or any charges reserved in this lease as rent (including all accelerations of rent permissible under the provisions of this lease) shall remain unpaid ten (to) days after the same is required to be paid, then and in such event, Landlord or its assignee may cause Judgement to be entered against Tenant, and for that purpose Tenant hereby authorizes and empowers Landlord or its assignee or any Prothonotary, Oerk or Court or Attorney of any Court of Record to appear for and confess judgement against Tenant and agrees that Landlord or its assignee may commence an action pursuant to the Pennsylvania Rules of Civil Procedure for the recovery from Tenant of all rent hereunder (including all accelerations of rent permissible under the provisions of this lease) and/or for all charges reserved hereunder as rent, as well as for interest and costs and attorney's fees, for which authorization to confess judgement, this lease or a true and correct copy thereof, shall be sufficient warrant. Such judgement may be confessed against Lessee for the amount of rent in arrears (including all accelerations of rent permissible under the provisions of this lease and/or for all charges reserved hereunder as rent, as well as for interest and costs; together with all attorney's fees of ten percent (10%) of the full amount of the claim of Landlord or its assignee against Tenant. Neither the right to institute an action pursuant to Pennsylvania Rules of Civil Procedure nor the authority to confess judgement granted herein shall be exhausted by one or more exercises thereof, but successive complaints may be filed and successive judgements may be entered for the aforedescribed sums five days or more after they become due, a well as after the expiration of any extension or renewal of this lease. . 16.05(b) EJECfMENT: Tenant covenants and agrees that if this lease shall be terminated (either because of condition broken during the Term and/or when the Term shall have expired) then, and in such event, Landlord or its assignee may cause a judgement in ejectment to be entered against Tenant for possession of the Premises, and for that purpose Tenant hereby authorizes and empowers any Prothonotary, Clerk of Court or Attorney of Record to appear for Tenant and to confess judgement against Tenant in ejectment for possession of the herein Premises, and agrees that Landlord or its assignee may commence an action pursuant to the Pennsylvania Rules of Civil Procedure for the entry of an order in ejectment for the possession of real property, and Tenant further agrees that a Writ of Possession pursuant thereto may issue forthwith, for which authoriiation to confess judgement and for the issuance of a writ or writs of possession pursuant thereto, this lease or a true and correct copy thereof, shall be sufficient warrant. Tenant further covenants and agrees that if for any reason whatsoever, after said action shall have commenced the action shall be terminated and the possession of the Premises hereunder shall remain in or be restored to Tenant, Landlord or its assignee shall have the right upon any subsequent default or defaults, or upon the termination of this lease as set forth above to commence successive actions for possession of real property and to cause the entry of successive judgements by confession in ejectment for possession of the Premises hereunder. ~"D ._~/' - ',' 16.05(c) AFFIDAVIT OF DEFAULT: In any procedure or action to enter judgement by confession for money pursuant to paragraph 16.05 (a), or to enter judgement by confession in ejectment for possession of real property pursuant to Paragraph 16.05 (b) hereof, if Landlord shall first cause to be filed in such action an affidavit or averment of the facts constituting tbe default or occurrences of the condition precedent or event, the happening of which default, occurrences, or event authorizes and empowers Landlord to cause the entry of judgement by confession, such affidavit or averment shall be conclusive evidence of such facts, defaults, occurrences conditions precedent or events; and if a true copy of this lease (and of the truth of which such affidavit or averment shall be sufficient evidence) be filed in such procedure of action, it shall not be necessary to file the original as a Warrant of Attorney, any rule of court, custom, or practice to the contrary notwithstanding. 16.05(d) WAIVER OF ERRORS, RIGHT OF APPEAL, STAY AND EXEMPTION: Tenant hereby releases to Landlord and to any and all attorneys whom may appear for Tenant all errors in any procedure of action to enter judgement by confession by virtue of the warrants of attorney contained in this lease, and all liability thereof, Tenant further authorizes the Prothonotary or any Clerk of any Court of Record to issue a Writ of Execution or other process. If proceedings shall be commenced to recover possession of the Premises either at the end of the term or sooner termination of this lease, or for non-payment of rent or for any other reasons, Tenant specifically waives the right to the three (3) months notice to quit and/or the fifteen (15) or thirty (30) days notice to quit required by the Act of April 6, 1951, P.L 69, as amended, and agrees that five (5) days notice shall be sufficient in either or any such case.' EXHIBIT B: DESCRIPTION OF OWNER'S WORK AND TENANTS WORK TENANT;S WORK: A ITEMS TO BE DONE: Add, 'Prior to tenant taking possessions of said premises, Tenant shall deliver to Landlord a copy of its Pennsylvania State Labor and Industry Certificate of Occupancy Permit. Tenant shall also send to Landlord a copy of its Certificate of Occupancy issued by the municipality where Tenant's premises are located within ten (10) business days after Tenant opens for business. DESCRIPTION OF OWNERS WORK AND TENANTS WORK G. UTILITIES: 1. Water and Sewer: Landlord shall pay for the initial water and sewer tap in fees not to exceed one (1) Estimated Dwelling Unit (EDU) each. Any additional water and sewer tap in fees or any additional water and/or sewer assessments incurred by Tenant shall be paid for solely by Tenant. ~":f' : :", /-; '~J/ , " " !:'.' EXHIBIT E SIGN CRITERIA GENERAL: The following sign criteria has been established for the purpose of developing uniform, highly visible, aesthetically pleasing store signage and fascia to harmonize with and compliment your shopping center's building material and assist in creating a proper retail atmosphere. A B. C. D. Each tenant will be required to identify its store front sign band and under- canopy with approved signs. Tenant shall choose a Sign. c.ontractor from ~ndlord's preapproved lis.t of sign . .xffi~',j7 contractors. If Tenant WIshes to use a Sign contractor not specified on -,,?;7" r., Landlord's list, Tenant must submit a qualifications letter for Landlord to C-f review and approve atil! wcl.L d:'~.!tillR. I ~ I.-,"""I"t" v:!I ~-of tlf.J('.I(.iJS, . "1- ?t"id,,11 tA.7n6o<i+ / Tenant wilf p;ovide at his expense two copies of drawings of its proposed sign. Sign drawings shall include a scale section of sign bank with layout of proposed sign showing individual lettering height and total copy length. Sign construction, installation diagram, material information and color scheme shall also be indicated. Upon review, Landlord will notify tenant or sign manufacturer of approval or disapprovaL All Tenant fascia signs will be designed and installed at the Tenant's expense. All signs shall meet requirements and specifications set forth in the Landlord's sign criteria. Please note: it is the Tenant's responsibility to be informed of sign ordinances in your local area. Where governmental sign requirements are more restrictive than Landlord's criteria, their restriction will prevail. Necessary sign permits shall be obtained at the Tenant's expense. In some cases, your sign company will provide ordinance information as well as obtaining necessary sign permits. Tenant will be held liable and bear all costs for removal and/or correction of signs; sign installation and damage to the building because of signage installation that does not conform with the following specifications. If Tenant leaves center, it will be required to remove its sign and repair store front sign bank to its original condition. E. -- Tenant shall have sign installed and operating prior to the opening of the store for business. TENANT FASCIA SIGNS: A Signs will be made up of individually illuminated channel letters, separately installed on the fascia front. Any connecting of letters and/or logo will be considered. B. Letters will be fabricated of aluminum with your choice of color. Letter sidewalls must be at least .032 or .040 gauge aluminum, fully welded or riveted for fabrication. The depth of all letters shall be 4". When required, all letters will be caulked to prevent light from filtering out the back of letters, and a 1/4" deep (drain) hole drilled on all letters to allow for water drainage. The letter face will be at least 1/8" (thickness) Plexiglas surrounded by I" plastic trim. C. Letters shall be illuminated by at least one row of neon tubing. All transformers are to be mounted in vented boxes. No fascia raceways for wiring of letters shall be permitted. All wiring of letters shall be permitted in access area behind fascia and shall meet all building and electrical codes. D. Reverse type channel letters are not permitted. E. No flashing action nor other mechanical animation will be permitted. F. Tenant's sign must be kept clean and in good operating condition at all times. ,_#1/~ J.~ '~ J " . G. All signs must be installed in compliance with the National Electrical Code (Article .600). H. Each metal cabinet and all conductive components must be grounded to the building ground. . I. Disconnect switches must be installed within sight of the sign. J. Transformers must be properly supported, fastened, and supported away from flammable materials. Covers must be replaced after installation. K Splices must be properly made, insulated and supported away from flammable materials. L. Connections must be made and properly enclosed as required. M. All electrical components must be protected against water intrusion. SIZE REQUIREMENTS: Store Front Maximum Length 75% of store frontage Maximum Height 30. Balance: Vertical Capital letters will be spaced so they have an equal border on top and bottom of each letter. Smaller case letters will be placed even with the bottom of the capital letter. Horizontal Letters will be spaced equally on both the left half of the sign area and on the right half of the sign area. Miscellaneous All letters are to be mounted flush to fascia. Projected mounting of letters is not permitted. Letters are to be mounted with stainless steel fasteners to prevent staining of fascia. SIGN INSPECTION: Tenant's sign contractor shall be required to have its installation approved by a certified electrical inspector who shall inspect all wiring and connections so that the sign construction and installation meet all codes and requirements. A copy of the certification shall be sent to Landlord for its review. UNDER CANOPY SIGNS: Landlord requires that all Tenants pay for the construction and installation of a canopy type sign to be installed under the canopy and in front of their appropriate store. The Landlord will take the responsibility to bid the job to the most qualified company. Landlord will provide Tenant with a sketch of its under canopy sign for his review and approval. Tenant upon acceptance of sketch will pay to Landlord one-half of the total amount of the sign, with the balance due within fifteen (15) days of the completion of work and receipt of invoice. ,~t..t~..LlIJ . ~rlvr----- , I. - . ~ '. -,.1 "'. LEASE RIDER " This Lease Rider is made and entered into as of the twenty firstday of Julv , 19.24-' by and between E-D CENTERS, a Missouri general partnership (the "Landlord"), and Thomas R. Pullen, Chong S. Puller. , a sole Propietor (the "Tenant"). RECITALS: A. Landlord and Tenant are executing simultaneously herewith a written Lease Agreement dated of even date herewith leasing . certain premises (the "leased premises") in a shopping center commonly known as ~lechanicsburq Plaza (the "Shopping Center"), as more particularly set forth in said Le,ase Agreement (which Lease Agreement, together with all exhibits thereto and the site plan. Tenants Work. Lea~e Addendum Tv T.eese Gn~r~ntp.!e thereto are herein together called the "Lease"). B. Landlord and Tenant desire to add the tprms, covenants and conditions of this Lease Rider (the "Rider") to the Lease Agreement, which Rider is and shall for all purposes be considered a part of the Lease. NOW, THEREFORE, in consideration of the respective covenants of the parties hereto contained in the Lease (including, without limitation, those contained in this Rider), Landlord and Tenant further mutually agree as follows: 1. Controllinc Language. Insofar as the specific terms and provisions or conditions of this Rider purport to amend or modify 0: are ir. conflict with the specific (but not implied) terms, provisions or conditions of the Lease, the terms, provisions and conditions of this Rider shall govern and control. In all other respects, the terms, provisions and conditions of the Lease are unmodified and unchanged and are in full force and effect. 2. Prohibi tion Against Piepayrr.ent of Rent. Tenant hereby agree that, except as set forth in the Lease, captioned "DEFAULT OF TENANT", Tenant permitted to prepay any rent due uncer the Lease excess of two months. Landlord and Article XVI of sha 11 not be for periods in 3. Subordination. Landlord and Tenant hereby agree that the following shall be added to the end of Article X of the Lease as new Section 10.05: 10.05 Overlease. Notwithstanding anything in this Article X to the contrary, Tenant hereby agrees that this Lease is subject and subordinate to the lease under which Landlord occupies the Shopping Center (the "Overlease") (the lessor and its successors under the Overlease being herein called the "Overlandlord"), and that Tenant will, upon termination of the Overlease, attorn to the Overlandlord (or, if its Lender [hereinafter defined) requests and such Lender or its successors or assigns becomes the owner of the Shopping Center, such Lender), and pay the Overlandlord (or its Lender) all of the rents and other monies required to be paid by Tenant under this Lease, and perform all of the terms, covenants, conditions and obligations contained in this Lease, and this Lease shall continue as a direct lease between Tenant and Overlandlord (or such Lender, its successors or assigns, if it or its successors or assigns become the owner of the Shopping Center) upon all of the terms and conditions hereof; PROVIDED, that in no event shall Overlandlord (or any successor owner of the Shopping Center) -1- c--~ -/0.: v'a. I ___' '--pP//i/ rV"-- ~ . ..' 1 ~o~~ ~ ~ .. '- '. . have any obli~dtion to perform any oblig~~lon of the Landlord hereunder accruing prior to the date that Overlandlord (or such successor owner of the Shopping Center) becomes the Landlord hereunder, and that any obligations of Overlandlord (or such successor owner of the Shopping Center) hereunder arising after such date shall be without recourse to Overlandlord (or such successor owner of the Shopping Center) in the property demised by this Lease. The term "Lender" shall initially mean the holder of any mortgage or deed of trust or similar lien against the Shopping Center, but upon any judicial or non-judicial foreclosure sale or deed in lieu thereof, "Lender" shall mean the purchaser at such sale or transferee by deed in lieu thereof. IN WITNESS WHEREOF, the parties have executed this Rider as of the date first above written. LANDLORD: E-D CENTERS, a Missouri general partnership By: DOEVILLE LIMITED PARTNERSHIP, a Delaware limited partnership, general partner By: TENANT: Thomas R. Pullen. Chong S. Pullen ~~ ;:: ~: _ d~~.'~;.,:, ,41'_.~_. /~"il(L ~--~':~"~ /L-' : \.. By: Printed Name: Title: //LER/EIS-RIDER 6/11/90 -2- Q.; C~J /W--;#/p' \,;l-2.r..e.Jti\~.. ii't',"lii~~J;'!:,~, '-''''H;.:;'9~U,~' c.. :1~ 1 016 1~:C;.; r...-:.,,~I.~ S\::.iti3 rili J~nktnto;Jw.., W. 1;;1(14", ======-QW- ,i. t:,;'."i": /J/CU<h;f 6/0 i..I (J ~;. l!i/1~:,/l;Ht ir/~l:/..1(j "1/0:''/';:-0 7/\)1/'~'() 'r/Ol-/QC, 'rh'l/n, ~/')j /\.,.~ OiO-1,...e.c (;.....0;;./('0 li/(}:.J.,/iiO 9/1/00 9/1/00 9/1/00 9/1/00 ~~:1.~:iBBt97::1'::', EifnE~WFl'-r' F'EDF" t't3HT s.,~.t P0.3 l~ilJG 17 . 8rJ 18: 47 eQ~~I.tllil~Jlllljj;.1i>i'....", ";i.;.o;" [.~tatel'p",mJ M'rf-!~cr..i p~~ Qt~ Cl~n~re. ~'3.fJ3 Si~llil"<:'..n ftc:n"Y p.~~, ~'k:c~h~ni~~liIbtu."", foP. -~-~~._-.~ , ~'-_._._~'.... , ..DE~L1lry'~~ ""',,,:,,'u ',~" ~,I. 'I: ';'I.'~~,'ji~','~"L,,--'lt1 .~~loo!:~!1 ., ,:1. '!'lI'IlI' "Iti '"," , ..". If~!9y:rH~ij~ "--"i---_'~lr ~," , .;,1 "l' ._~ C}-,}!t:l'I:Or.: !..t'e..., :'!:,ii"I",tl/!.1",M'i)'Cl;; :':.l.!i!tl:'-~\.t,',:,~ "~(:.;q'/:l:rl Re~:' :eilf.;O\l:tc '1'0tX '~"I.i.mb1J.ri!!e~I.e"t ~l(;r;;U~.,t}' ih~1~:; C"..<:mir,\.;.'c. '~'~"';;.;:\ ~l!.ilj.:'.~~,.;,"l.n{:'~ ~r:.1:l:~!t;lt\I~'::- r..e\~V'~.::'Y Re,oIl.l l;;~to1t:~ 't~ac. F.~~ilWl,l1'aer.1.;,;:"t: ,\Iti,mrJ:1y ,1~'/:ln!:; (;\1/l'/i'Il:Ir. Jl.J:'e-:l. M:Ol.i(/itIJ!:ia::.~o!'; ~r"H:::''::'l.n..-:~ ii~::CiV<eI;;')' iw;;\: J1:f,~ii1tlW ~';;lX 1l.*..mJ::I~r,;;.e"lW1t'.t', ~1:::n:::!\.:,y j\Umt. pt;::f,iY!',J(;IS s,t;.L.i'.:-;':'''!i; .hJ.!.ft~ ,e,::'S 1~,52 ~"H:' ,,'1:~ l'5'L..~ II B 72.:.:: 1, ~..:>. <\:~ ll!>'L~liI e , J.~, n"e;~ 1"a.L:z:, S/lH;~~ 1:' 't'e.'i;c<l ~,j~",mr.. c,",,,-'<.:rgea (J.Cv Rent CAN Insul"~1nc.e Re('()v(".ry i:,;,eal Estate T~.l.x RcJmbu.rsc~m(i:nt ,l1'13.2.3 161, ./.9 8 ~ 15 72 h52 TOTAL CURRENT CHARGES $6,753..56 ~~7'$f ..:ji. ~,0(5~.1'r " f1!i46 ,'~" -"" ~..,~..,..~"".~, ,.~..)"'" I " .~-.:.L) ;~"'" " ,~ ' --, ,';.-' '--~ ,~ : -- --~~---, '~,,' . ~-- '"'"-," 105140 '. . I, Charlene Chaffee, as Property Manager ofRJ, Waters & Associates, Inc., management company for plaintiff, P.D.S.L, Inc., being authorized to take this verification on behalf of plaintiff, verify that the facts set forth in the foregoing Complaint are true and correct to the best of my knowledge, information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S. 94904 relating to unsworn falsification to authorities. ~~~~ Char ene' Chaffee .. . . ()f-of-O() Date: - t~ '" .. -" - ~" ",'" _ . __~"~1 105140 " . MICHAEL G. LOUIS, ESQUIRE ATTORNEY LD. NO, 32202 MacELREE, HARVEY, GALLAGHER, FEATHERMAN & SEBASTIAN, LTD. 17 W. Miner Street P.O. Box 660 West Chester, PA 19381-0660 (610) 436-0100 ATTORNEY FOR PLAlNTWF P.D.S.L, Inc. c/o RJ. Waters & Associates, Inc. 402 Bayard Road, Suite 200 Kennett Square, PA 19348 Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PA. : CNIL ACTION - LAW Vs. : NO, THOMAS R PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS 88 Fetrow Lane New Cumberland, P A 17070 Defendants AFFIDAVIT OF NON-MILITARY SERVICE COMMONWEALTH OF PENNSYL V ANlA SS COUNTY OF CHESTER Charlene Chaffee, being duly sworn according to law, deposes and says that she is property manager of plaintiff herein; that to the best of her knowledge, information and belief defendants are not in the military service of the United States of America or of any state or territory thereof, as defined in the Soldiers, and Sailors' Civil Relief Act of 1940 and the amendments thereto, Chaffee, Property r Sworn to and subscribed befi re me this..J~ daYJ/) 20t7V IAL S AL ANDREA S. FOLEY, Notary Public Kennett Square Boral Chester County M Commission Ex ires Nov. 17,2001 1, --<- - c. _', ,~,__.O" ,_ ,",', ., . 0"","" '",--"o-",_,",-~': <'., < '~- ~,"~'1 ,. 105140 I '. .. NOTICE TO HOLDER OF DOCUMENT CONTAINING PROVISION FOR JUDGMENT BY CONFESSION In accordance with the Opinion and Order of the Supreme Court of the United States handed down on February 24,1972 in the case ofSwarb v. Lennox. you are notified that the Prothonotary of Chester County is not permitted to enter judgment on a document containing provision for judgment by confession (other than bonds and warrants of attorney accompanying mortgages) unless the document is accompauied by an affidavit, suggested form of which is as follows: P.D.S.L, Inc. c/o R.I. Waters & Associates, Inc. 402 Bayard Road, Suite 200 Kennett Square, PA 19348 Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PA. : CIVIL ACTION - LAW Vs. : NO. THOMAS R. PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS 88 Fetrow Lane New Cumberland, PA 17070 Defendants PLAINTIFF'S AFFIDA VIr OF DEBTORS' WAIVER OF RIGHTS COMMONWEALTH OF PENNSYL V ANlA : SS COUNTY OF CHESTER Charlene Chaffee, being duly sworn according to law, deposes and says that she is agent for plaintiff in the above-captioned matter; that at the time of the signing of the document containing provision for judgment by confession in the said matter, the individual natural defendant( s) (1) earned more than $10,000.00 annually, or (2) intentionally, understandingly, and voluntarily waived (a) the right to notice and hearing - " '.'" ,-- ." , ,,' " ,". ~, ",-, - "~';;;~.--";"'-" 'i "" "'~ _,:__ :;j 105140 . ~ ~ .. (b) the right of defalcation, i.e. the right to reduce or set off a claim by deducting a counterclaim (c) release of error (d) inquest (to ascertain whether rents and profits of defendant's real estate will be sufficient to satisfy the judgment within seven years) (e) stay of execution (if defendant owns real estate in fee simple within the county worth the amount to which the plaintiff(s) is/are entitled, clear of encumbrances) (f) exemption laws now in force or hereafter to be passed The facts showing such waiver are: Sworn to and Subscribed befo e me this \:3- day ,.I Of , 20tf:(! c~ff# NOTARIAL SEAL ANDREA S. FOLEY, Notary Public . '" Kennett Square Boro, Chester County M mmi . . -.' ' o~,."" --C'.' ,-i,<;''-;-_;C''-'' HJ 105140 '. . P.D.S.L, InC. C/O R.I. Waters & Associates, Inc. 402 Bayard Road, Suite 200 Kennett Square, PA 19348 Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, P A. : CNIL ACTION - LAW Vs, : NO, THOMAS R, PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS 88 Fetrow Lane New Cumberland, P A 17070 Defendants CERTWICATE OF ADDRESSES OF PLAINTWF(S) AND DEFENDANT(S) I hereby certifY that plaintiff address/principal place of business is c/o RJ. Waters & Associates, Inc., 402 Bayard Road, Kennett Square, Pennsylvauia 19348, and defendants' last known address is 88 Fetrow Lane, New Cumberland, Pennsylvania 17070. Date: CJf-{)f CJ cJ ~&~ Charlene Chaffee 1- ", -.', 'ri""., 105140 " .. ~ " P.D.S.L, Inc. c/o R.I. Waters & Associates, Inc. 402 Bayard Road, Suite 200 Kennett Square, PA 19348 Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PA. : CIVIL ACTION - LAW Vs. : NO. THOMAS R. PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS 88 Fetrow Lane New Cumberland, P A 17070 Defendants AFFIDAVIT OF BUSINESS TRANSACTION COMMONWEALTH OF PENNSYLV ANlA SS COUNTY OF CHESTER Charlene Chaffee, Property Manager of plaintiff herein, being duly sworn according to law, deposes and says upon information and beliefthat the transaction upon which the judgment being entered herein is based was a business transaction. , 20t-d ~~~~~ NOTARIAL SEAL ANDREA S. FOLEY, Notary Public . ,K~nnett Square Bora, Chester County , M Commi sian Ex re No . 17 " -,- ~>_~""_~,,,',.:i""'_ " -g ~~ :X <; ......... ~ :3 () ~ -- t w ...c ~ ~ ~ I ~ ~~ ~,~ -~'if~~~_ "'=''l,",--~''.''- 'i'.,i;',---_~","ibf. ,-;,-. '<...,." ",,""","""""" """"0 -,.-.... ,. - ......t::: g 0 0 ;0: C) '1 '"'Ctt; ,(J') ~'~'J 92fCl t;, ~T'I " ;'~~~ ;;~f~ 1".> "-' ~?~ t~~ :... ;~~~ ~~ ~O :z.,: )>0 ~,; (J C: ~ C5111 z :;~ =< "'.)1 .&:- ::0 -< ~ ~ ~ f ~ :JC {TJ fD " ", . lb9813 P.D.S,L, INC. Plaintiff Vs. THOMAS R. PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS Defendants -. '~ : IN TIlE COURT OF COMMON PLEAS : CUMBERLAND COUNTY,PA. : CIVIL ACTION - LAW : NO, 00-6438 CIVIL -~I' ' 11<::, .<~_ i, U? - ;:~ ,~ ~'2':" Ph; ::'Ci =< AFFIDAVIT OF SERVICE COMMONWEALTH OF PENNSYL VANIA COUNTY OF CHESTER : SS o c= S C\ e, ~:::> .:-) -i l"'.) Michael G. Louis, Esquire, being duly sworn according to law, did serve a Notice under Rule 2973.2 of Judgment and Execution Thereon on Thomas R. Pullen and Chong S. Pullen d/b/a Pro Dryc1eaners by certified mail, return receipt request on October 7, 2000. A true and correct of the Notice under Rule 2973.2 of Judgment and Execution Thereon and a copy of the return receipt cards are attached hereto, made a part hereof and marked Exhibit" A". SWORN TO AND SUBSCRIBED before me this a04-l, day of 0c.,tobu'" , 2000. ~ Q. me C;- Notary lie Notanal Seal Cheryl A. McCarthy, Notary Public West Chester Bore, Chester County My Commission Expires Nov. 15, 2003 Member, PennsylvanlaAssocialionotNotarles MacELREE, HARVEY, LTD. ~ ~' By:/: ) i:J. 9uu9 Michael G. Louis, Esquire Attorney for Plaintiff ~, '.":' ,....,) - ~ , " ~'~ '~'::! ~, -< ,i"",I" ~~ , " ,- , . Complele ilemS 1. 2. and 3, Alsocomplele' item 4 if Restricted Delivery is desired. . Print your name and address on the reverse so that we can return the card to you. . Attach 1his card 10 Ihe back of Ihe mailpiece, or on the front if space penn its. C. Signature x 1-t=se~t r~\ ler\ de \ b k r~O ViU{ d~...s ~~~~ N U\J CU-M- bu l(ULol f CG I/fni) 3. Servj e Type 'ti Certified Mail 0 Express Mail Er Registered 0 Return Receipt for Merchandise o Insured Mail 0 C.O.D. 4. Restricted Delivery? (Extra Fee) 0 Yes 2. Article Number (Copy from service label) q ('.rO', ' (oq q 34ao Q:)1.:l..;.,,3(j,3 tJ 066 PS Form 3811, July 1999 Domestic Return Receil>l. 102595-99-M-1789 . Compleleilems 1. 2, and 3. Also complete ~em 4 if Reslricled Deliveoy is desired. . Print your name and address on the reverse so that we can return the card to you_ . Attach this card to the back of the mail piece, or on the front if space permits. o Agent o Addressee DYes ONo D. Is delivery ress different from item 1? If YES, enter delivery address below: [:h:e:;}~ t7llf end I b la. p~o v Vll(cLeaNLu:s ~g ~.-~ bL- NM C{).M-buku.~.vtt... 1I07/J 2. Article Number (Copy from service label) "/()q9-~~{)U~?Jf oafS PS Fonn 3811, July 1999 Domestic Return Receipt 3. Service Type ""[;)oeertified Mail 0 Express Malt 6 Registered 0 Return Receipt for Merchandise D Insured Mail 0 C.O.D, 4. Restricted Delivery? (Extra Fee) DYes 102S9S-9g-M-1789 , m~ , i v' " , ! , ~ , . ) 1 I , I I , , \ , I '~~'" ." . .. - ~' - -,,- 'c . 108359 MICHAEL G. LOUIS, ESQUIRE ATTORNEY LD. NO. 32202 MacELREE, HARVEY, GALLAGHER, FEATHERMAN & SEBASTIAN, LTD. 17 West Miner Street, P.O. Box 660 WestChester,PA 19381-0660 (610) 436-0100 ATTORNEY FOR PLAINTIFF P.D.S.L, INC. : IN mE COURT OF COMMON PLEAS Plaintiff Vs. : CUMBERLAND COUNTY, PA. : CIVll.. ACTION - LAW THOMAS R. PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS Defendants : NO. 00-6438 CIVll.. NOTICE UNDER RULE 2973.2 OF JUDGMENT AND EXECUTION NOTICE OF DEFENDANT'S RIGIITS TO: Thomas R. Pullen d/b/a Pro Dryc1eaners Defendant( s) A judgment for possession of real property has been entered against you and in favor of the plaintiff without prior notice and hearing based on a confession of judgment contained in a promissory note or other document allegedly executed by you. The sheriff may remove you from the property at any time after thirty days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your being removed from the property. ANY PETITION SEEKING RELIEF FROM mE JUDGMENT MUST BE FILED WITHIN TmRTY (30) DAYS AFTER mE DATE ON WIllCH THIS NOTICE IS SERVED ON YOU OR YOUR MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT BA VE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. COURT ADMINISTRATOR 4th Floor Cumberland County Courthouse Carlisle, P A 17013 (717) 240-6200 Michael G. Louis, Esquire 17 W. Miner Street, P.O. Box 660 West Chester, PA 19381-0660 610-436-0100 cc. Ms. Charlene Chaffee ,~ ". ~. .- " '~".' wt', 108359 MICHAEL G. LOUIS, ESQUIRE ATTORNEY !.D. NO. 32202 MacELREE, HARVEY, GALLAGHER, FEATHERMAN & SEBASTIAN, LTD. 17 West Miner Street, P.O. Box 660 West Chester, PA 19381-0660 (610) 436-0100 ATTORNEY FOR PLAINTIFF P.D.S.I., INC. : IN THE COURT OF COMMON PLEAS Plaintiff Vs. : CUMBERLAND COUNTY, PA. : CIVIL ACTION - LAW TBOMAS R. PULLEN and CHONG S. PULLEN, h/w doing business as PRO DRYCLEANERS Defendants : NO. 00-6438 CIVIL NOTICE UNDER RULE 2973.2 OF JUDGMENT AND EXECUTION NOTICE OF DEFENDANT'S RIGHTS TO: Chong S. Pullen d/b/a Pro Drycleaners Defendant( s) A judgment for possession of real property has been entered against you and in favor of the plaintiff without prior notice and hearing based on a confession of judgment contained in a promissory note or other docUIl1ent allegedly executed by you. The sheriff may remove you from the property at any time after thirty days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your being removed from the property. ANY PETITION SEEKING RELIEF FROM THE JUDGMENT MUST BE FILED WITHIN THIRTY (30) DAYS AFTER THE DATE ON WBICH TIllS NOTICE IS SERVED ON YOU OR YOUR MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE TIllS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT BA VB A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTB BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. COURT ADMINISTRATOR 4th Floor Cumberland County Courthouse Carlisle, PA 17013 (717) 240-6200 Michael G. Louis, Esquire 17 W. Miner Street, P.O. Box 660 West Chester, PA 19381-0660 610-436-0100 cc. Ms. Charlene Chaffee l'ii!&f',L . 109813 ~ Certificate of Service This is to certify that in this case complete copies of all papers contained in the Affidavit of Service have been served upon the following persons, by the following means and on the date(s) stated: Name: Means of Service: Date of Service: Chong S. Pullen d/b/a Pro Drycleaners 88 Fetrow Lane New Cumberland, P A 17070 First Class Mail October.-:(O, 2000 Thomas R. Pullen d/b/a Pro Drycleaners 88 Fetrow Lane New Cumberland, P A 17070 First Class Mail Octobero( 0,2000 Paul Tanoff, Esquire 4219 Derry Street Harrisburg, P A 17111 First Class Mail October 670, 2000 MacELREE HARVEY, LTD. By:~lJk Michael G. Louis, Esquire Attorney for Plaintiff Attorney LD. No. 32202 17 West Miner Street P.O. Box 660 West Chester, PA 19381-0660 (610) 436-0100 -.....' i.'_~ilIJIil!IlllJrl!i!lk~j~IliOOli~_iliJ~F.W!l*,;-J.,~j\{--<I'rM:i;~l_~11! ,>, """,,-,., ,. ~~~",' ~." ~,-, -'-";"-"- -",", ",.. ,v~ "., "-~illlii!illlil_t'T "i~~~LllJlIIiIl. ."" 0 (J- ~ C" -~'I '"'t) f-e ::J ~"., fT' L!,,: --j /...:: . ;....~) {j~ ~. c- - ).;. , :7 l '=;.- (~ ~, .~- i'-J 2: "<I ~ -, =:D -< "~ -< ~ , "< -'l > "0") & ' /.'., h' " '"~,,, - -;.<' '," ,', ~~ 111629 ,; ...... MICHAEL G. LOUIS, ESQUIRE ATTORNEY !.D. NO. 32202 MacELREE HARVEY, LTD. 17 W. Miner Street, P.O. Box 660 West Chester, PA 19381-0660 (610) 436-0100 ATTORNEY FOR PLAINTWF P.D.S.L, INC. Plaintiff : IN THE COURT OF COMMON PLEAS Vs. : CUMBERLAND COUNTY, PENNA. : CIVIL ACTION - LAW THOMAS R. PULLEN and CHONG S. PULLEN, h/w doil1g business : NO. 00-6438 CIVIL PRO DRYCLEANERS Defendants PRAECIPE FOR WRIT OF POSSESSION UPON A CONFESSED JUDGMENT TO THE PROTHONOTARY: Issue Writ of possession upon the judgment in ejectment entered by confession in the above matter. I certify that: 1. This praecipe is based upon a judgment entered by confession, and 2. Notice pursuant to Rule 2973.2 has been served at least thirty days prior to the filing of this praecipe as evidenced by a return of service filed of record. ff;:;::ii/~ Michael G. Louis, Esquire Attorney for Plaintiff ,",,< "".' ~"",'. -. . '_"~<,,,' ',', ~ '-, '- '"...~;"= "Ji.{- I ,-'-- ._" '-"IL:;iI"-""""~~-~,.,;...,:IIl~~'>il~a"',_ (,-,-:-~-',,,,,;'->.'--" -...__...r__' "~~ .'" - ~;: I, r .. tJ -lQ. ~ '- ........ (') 0 8 0 ...!) ;-l: ,~ c 0 '!-J ~ 6 Q $~ :z: :,:-3 r: 8 V 0:: (:J ;',;:.1 ft:.. C> [!l[n < "1- II Z_.U ro, Z);: C7 I (f) __, en , 0: t'0 -< ~~. Q 50 [F r:::c.) -0 -,-, ~ ~ j:>r; 3 ~~'B € Zc N csrn 6 ~ >c: :::, , Z ," )> if> tJ =< ::JJ (,Cl -< " ~ ""' ,__ ~"".~ ,.=~".J_, "". "~ ,~ ,.' '0_ _ '"~,,i_ ~'."^ , " '"'~ - ;'T~; , 111629 4 .. MICHAEL G. LOUIS, ESQUIRE ATTORNEY LD. NO. 32202 MacELREE HARVEY, LTD. 17 W. Miner Street, P.O. Box 660 West Chester, PA 19381-0660 (610) 436-0100 ATTORNEY FOR PLAINTIFF P.D.S.L, INC. Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNA. Vs. : CIVIL ACTION - LAW THOMAS R. PULLEN and CHONG S. PULLEN, h/w doing business : NO. 00-6438 CIVIL PRO DRYCLEANERS Defendants WRIT OF POSSESSION COMMONWEALTH OF PENNSYL V ANlA SS COUNTY OF CUMBERLAND TO: SHERWF OF CUMBERLAND COUNTY 1. To satisfy the judgment for possession in the above matter you are directed to deliver possession of the following described property to plaintiff, P.D.S.I., Inc. located at 5303 Simpson Ferry Road, Mechanicsburg Plaza, Mechanicsburg, Cumberland County, Pennsylvania. 2. To satisfy the costs against any property of therein. you directed to levy upon and sell his interest (Name of Prothonotary - clerk) (Deputy) Seal of the Court Date: