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HomeMy WebLinkAbout06-0762 II 'I . , r IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYL VANIA I: I No. at.. -7Q c.;c...>~l '---- J~~ HILL MANAGEMENT SERVICES, INC., Plaintiff, v. JOE J. WANG, INDIVIDUALLY, KONG CAN WANG, INDIVIDUALLY, and JOE J. WANG tJa CHINATOWN KITCHEN d/b/a CHINATOWN KITCHEN RESTAURANT, Defendants. CIVIL ACTION - LAW NOTICE YOU HAVE BEEN SUED IN COURT. IF YOU WISH TO DEFEND AGAINST THE CLAIMS SET FORTH IN THE FOREGOING PAGES, YOU MUST TAKE ACTION WITHIN TWENTY (20) DAYS AFTER THIS COMPLAINT AND NOTICE ARE SERVED BY ENTERING A WRITTEN APPEARANCE, PERSONALLY OR BY AN ATTORNEY, AND FILING IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. YOU ARE WARNED THAT IF YOU FAIL TO DO SO, THE CASE MAY PROCEED WITHOUT YOU, AND A JUDGMENT MAY BE ENTERED AGAINST YOU BY THE COURT WITHOUT FURTHER NOTICE TO YOU OR RELIEF REQUESTED BY THE PLAINTIFF. YOU MAY LOSE MONEY OR PROPERTY OR OTHER RIGHTS IMPORTANT TO YOU, YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. LAWYER REFERRAL SERVICE CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET CARLISLE, PENNSYLVANIA 17013 TELEPHONE NUMBER: (717) 249-3166 II . AVISO USTED HA smo DEMANDADO EN LA CORTE. SI USTED DESEA DEFENDERSE DE LAS QUEJAS EXPUESTAS EN LAS PAGlNAS SIGUlENTES, DEBE TOMAR ACCION DENTRO DE VEINTE (20) DIAS A PARTIR DE LA FECHA EN QUE RECIBIO LA DEMANDA Y EL A VISO. USTED DEBE PRESENT AR COMP ARECENCIA ESCRIT A EN PERSONA 0 POR ABOGADO Y PRESENT AR EN LA CORTE POR ESCRITO SUS DEFENSAS 0 SUS OBJECIONES A LAS DEMANDAS EN SU CONTRA. SE LE A VISA QUE SI NO SE DEFlENDE, EL CASO PUEDE PROCEDER SIN USTED Y LA CORTE PUEDE DEC1DIR EN SU CONTRA SIN MAS A VISO 0 NOTIFICACION POR CUALQUlER DINERO RECLAMADO EN LA DEMANDA 0 POR CUALLQUlER OTRA QUEJA 0 COMPENSACION RECLAMADOS POR EL DEMANDANTE. USTED PUEDE PERDER DINERO, 0 PROPlEDADES U OTROS DERECHOS IMPORTANTES PARA USTED. LLEVE ESTA DEMANDA A UN ABOGADO lNMEDIATAMENTE. SI USTED NO ATlENE 0 NO CONOCE UN ABOGADO, VA Y A 0 LLAME A LA OFlClNA EN LA DIRECCION ESCRIT A ABAJO PARA A VERIGUAR DONDE PUDE OBTENER AS1STENCIA LEGAL. LAWYER REFERRAL SERVICE CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET CARLISLE, PENNSYLVANIA 17013 TELEPHONE NUMBER: (717) 249-3166 II , . IN THE COURT OF COMMON I'LEAS OF CUMBERLAND COUNTY, PENNSYLVANIA HILL MANAGEMENT SERVICES, INC., (J,~LL [ 82..J No.O~- N;z. Plaintiff, v. JOE J. WANG, INDIVIDUALLY, KONG CAN WANG, INDIVIDUALLY, and JOE J. WANG and KONG CAN WANG t/a CHINATOWN KITCHEN and/or NEW CHINATOWN KITCHEN Defendants. CIVIL ACTION - LAW COMPLAINT AND NOW, this _~ day of February, 2006, comes the Plaintiff, Hill Management Services, Inc., by and through its counsel, Joseph C. Korsak, Esquire, Law Office of Joseph C. Korsak, and files the following Complaint, to wit: I. The Plaintiff, Hill Management Services, Inc., is a Maryland Corporation and has of1ices located at 9640 Deereco Road, Timonium, Maryland, 21093. 2. The Defendants are Joe J. Wang and Kong Can Wang as individuals and Joe J. Wang and Kong Can Wang tJa Chinatown Kitchen and/or New Chinatown Kitchen. The Defendants reside at Walnut Bottom Road, Shippcnsburg Shopping Center, Shippensburg, Pennsylvania, 17364. 3. The Plaintiff entered to the original lease on December 30, 1991. (Copy attached, Exhibit A) 4. The original parties then entered into an Addendum to Lease on or about May 30, 1992, to amend the commencement of this lease to January], 2000 and the expiration date of the lease to May 31, 2002. 5. The parties hereto entered into an assignment of the original lease on or about II amend the commencement of this lease to January 1,2000 and the expiration date of the lease to May 31, 2002. (Copy attached, Exhibit C) 6. Rent is due monthly, on or before the first of the month. 7. Rent is defined under the lease to include the proportional share of operating costs and taxes, to include insurance, late charges, sewer charges, and tax pass through, as well as other elements not at issue here. 8. Rcnt is overdue if not paid within five days after the due date. 9. As and additional element of rent, the Defendants are required to pay on a monthly basis a proportional share of real estate taxes. 10. On or about September 21, 2005, the Defendants began to ignore their obligation to pay rent as defined under the lease. II. At the present time, rent in the amount of$9,973.03 is now overdue. (See attached Exhibit D) 12. In addition, overdue rent is subject to an additional charge of 15% of the rent due. 13. Plaintiff is entitled to reimbursement of its counsel fees under the lease. 14. Payment has not been received from the Defendants. WHEREFORE, Plaintiff prays entry of judgment against the Defendants for $9,973.03, additional charge of 15% of the rent overdue, and reasonable counsel fees. o,oc vlt jol By: Jo h . Korsak, Esquire 3 N rth Queen Street , Pennsylvania 17403 elephone: (717)854-3175 Email: ikorsak@blazenct.net Supreme Court Id: 22233 'll20j2006. 1258.FA~ 7178452643 LAI-OFFICE-JDSEPH-KDRSAK ~003i003 . 1 VERIFICATION I, IIYI't11 ctJ-:[ F. C'- j cc.1 i 0 , do hereby verify that the shttement(s) made. in the foregoing instrument is/are true aud correct. I understand that false statements herein are made subject to the penalties of 18 Pa. C. S. 4904, relating to unsworn fulsification to authorities. Date: I 317 Dle ~.. "t""'- I'- ... . I' . .' . LEASE AGREEMENT THIS LEASE Is made this ~ day of ~t" "'I~he" , 1991, by and between HIli Management Services, Inc.. a Maryland Corponatlon, agent for the Owner, hereinafter referred to as the "landlord" and Chung Yan Chan and Chang Rul Un, T /A Chinatown Kitchen Restaurant, hereinafter referred to as the "Tenant"; Witnesseth: RECITALS 1. landlord Is the Agent for the Owner of a trae! of land located at the Shippensburg Shopping Center, Shlppensburg Township, Cumberland County, Pennsylvania, upon which Is located a commercial shopping center (the shopping center and the land on which it Is located are herein referred to as the "Shopping Center") Including store buildings, a parking area and common facilities for the use and benefit of all tenants of the Shopping Center. 2. Tenant desires to lease from the landlord Store #1, approximately 2,000 square feet ofthe building located in the Shopping Center, which Is outlined In red on the Plot Plan attached hereto as exhibit A (herein referred to as the "Leased Premises"). 3. Landlord has agreed to lease the Leased Premises to Tenant upon the terms and subject to the conditions hereinafter set forth. NOW, THEREFORE, In consldenation of the Leased Premises and of the mutual covenants and conditions contained herein, landlord and Tenant hereby agree as follows: TERM 1.A. INITIAL TERM. landlord does hereby lease the Leased Premises to Tenant and Tenant does hereby rent the Leased Premises from landlord for a term often (10) years (herein referred to as the "Initial Lease Term") commencing on March 1, 1992 and ending at midnight on February 28, 2002 ("Expinatlon Date") unless as further extended as provided herein. B. RENEWAL OPTION. The tenancy created under this Lease Agreement shall continue for two (2) additional period of five (5) years each unless the landlord or Tenant gives the other written notice by certified mail. return receipt requested, of its Intention not to renew the Lease at least 180 days prior to the expiration of the existing term. The renewal term shall be upon the same terms, covenants and conditions set forth herein with respect to the Initial Lease Term, Including Inter~, Tenant's liability for Increased rent and real estate taxes as described herein. All references In this Lease to the lease term shall be construed to mean the Initial Lease Term and the renewal period unless the context clearly Indicates that another meaning Is Intended. The last year of the Initial Lease Term shall be considered the Immediately preceding lease year for the first year of the renewal term. This renewal option may not be exercised and shall be absolutely null and void II Tenant shall have any uncured default under this Lease. RENT 2.A. PAYMENT OF RENT. Tenant covenants and agrees to pay landlord for the Leased Premises, without offset or deduction, and without previous demand therelore, annual basic rent of Fifteen Thousand and 00/100 Dollars ($15,000.00), payable In advance on the first day of each and every month during the term of this Lease in equal monthly Installments 01 One Thousand Two Hundred Fifty and 00/100 Dollars ($1,250.00) each, together with all additional sums, charges or amounts of whatever nature to be paid by Tenant to landlord In accordance with the pro\(isions of this Lease, whether or not such sums, charges or amounts are referred to as Additional Rental (collectively referred to as "Additional Rent"). Said rent shall be made payable to Hill Management Services, Inc. and shall be paid to the Landlord at P.O. Box 4835, Tlmonlum, Maryland 21093, or at such other place or to such appointee of the landlord, as the landlord may from time to time designate in writing. B. MANNER OF PAYMENT. In the event any sum due under this Lease payable to the landlord by the Tenant Is paid by check and such check is returned for non-sufficient funds, the landlord, in addition to the rights and remedies set forth In this Lease pertaining to default, has the rlght to require that any replacement payment and all future payments be made in cash or by certllied check or money order. C. RENT INCREASE. Commencing with the second lease year (the second lease year to commence one year from the Commencement Date) and for each succeeding lease year thereafter, to Include any renewal terms, the annual rental for the Leased Premises shall be increased to an amount equal to 104% of the annual rental lor the immediately preceding lease year. D.(l)ANNUAL OPERATING COSTS: Tenant shall pay to landlord as Additional Rent under this Lease a proportionate share of the Annual Operating Costs, as defined below, such percentage to be based upon the relationship between the square footage covered by the Lease (approximately 2,000 square feet) and the total square footage In the Shopping Center (approximately 104,965) or 1.9%. RET 591 1 !. " '" ~ ~ ~ ~ " A EXHIBIT I ' . (2) The term . Annual Operating Costs' means the actual costs Incurred by the landlord in operating and maintaining the Property during each calendar year of the term. Such costs shall Include, by way of example rather than of limitation (I) charges or fees for, and taxes on, the furnishing of water, sewer seIVlce, gas, fuel, electricity or other utility services to the Property, (lQ costs of elevator, Janitorial and snow removal service (if supplied), and of maintaining grounds, common areas, and mechanical systems on the Property, (Iii) all other costs of maintaining, repairing or replacing any or all of the Shopping Center or the rest of the Property, (Iv) charges or fees for any necessary governmental permits, (v) management fees, overhead (equal to twenty percent [20%]) and expenses, (vi) premiums for hazard, liability, workmen's compensation or similar Insurance upon any or all of the Property, (vii) costs arising under service contracts with Independent contractors, and the actual wages, salaries and benefits (including but not limited to vacation pay and union payments or benefits, If any) of all necessary building employees, Including police and supervisory personnel or services, (viii) costs of any services not provided by the landlord to the Property on the date hereof but hereinafter provided by the landlord In Its prudent management of the Property (Including by way of example rather than of limitation (a) the cost amortized on a straight-lIne basis In each calendar year of capital Improvements which are made by the landlord In its sole judgment In anticipation of reducing any of the costs of operating and maintaining the Shopping Center, which costs shall be amortized over a period selected by the landlord, plus (b) Interest on the unamortized balance of such costs calculated at the Landlord's cost of borrowing) and (Ix) the cost of any other Items which, under generally accepted accounting principles conslstenliy applied from year to year with respect to the Shopping Center, constitute operating or maintenance costs attributable to any or all of the Shopping Center. (3) Tenant shall pay to landlord, as Additional Rent, Tenant's proportionate share of the Annual Operating Costs within thirty (30) days of written request by Landlord. If only part of any calendar year falls wllhln the term, the amount calculated shall be prorated In proportion to the portion of such calendar year failing within the term. E. SECURITY DEPOSIT. - Simultaneously with the execution of this Lease, Tenant has deposited with landlord the sum of One Thousand Two Hundred Fifty and 00/100 Dollars ($1,250.00), which shall be held by the landlord as security for the fallhful performance by Tenant of any and all of the covenants of this Lease. This security deposit shall be refunded to the Tenant upon the termination of the I nilial Lease Term of this Lease or the renewal periOd If the renewal option Is properly exercised, less any part thereof validly appropriated by the Landlord for any rent or other obligation of liability of the Tenant hereunder. If any portion of the Security Deposit is so used or applied, Tenant shall, upon demand therefor, Immediately deposll cash with Landlord in an amount sufficient to restore the Security Deposit to Its original amount and Tenant's failure to do so shall constitute a default hereunder by Tenant. The security deposit shall In no event be considered or construed as liquidated damages and shall not relieve the Tenant from the payment of any and all rent payable during the term of this Lease at the times stipulated therefor. TAXES 3.A. TENANT'S SHARE OF TAXES. Tenant shall pay to Landlord as Additional Rent, a proportionate share of the real estate taxes assessed against the Shopping Center. The foregoing shall apply to real estate taxes assessed against the Property generally, and not resulting from Improvements placed on the Leased Premises by the Tenant. In the event of any Increase In real estate taxes resulting from tenant Improvements, the Tenant shall pay all of said Increase. The Tenant's Improvements are considered to be all Improvements to the Leased Premises. Said taxes shall include. but are not limited to, paving taxes and any and all benefits or assessments which may be levied on the Leased Premises hereby leased, but not Including the United States Income Tax or any state or other tax upon the income or rent payable hereunder. In the event Landlord Incurs expenses as a result of engaging in efforts to reduce the assessment or tax, Tenant shall pay Its proportionate share of said expenses. Tenant's proportionate share of the taxes for each lease year In the foregoing shall be based upon the relationship between the square footage covered by this Lease (approximately 2,000 square feet) and the total square footage in the Shopping Center (approximately 104,965 square feet) or 1.9%. B. OTHER TAXES. Tenant shall assume and pay to landlord, as Additional Rent, prior to the Imposition of any fine, penalty, Interest or costs for the nonpayment thereof, all excise, sales, gross receipt or other tax (other than a net income or excess profits tax) which may be (a) assessed or Imposed on or be measured by such rent or other charge which may be treated as rent, or (b) which may be Imposed on the letting or other transaction for which such tax Is payable and which landlord may be required to payor collect under any law now In effect or hereafter enacted by any governmental authority. LATE PAYMENTS 4. In the event any payl1ien~ or Installments of rent or any other sums due under this Lease are received by the landlord after the ninth (91/)) day after the due date thereof, Tenant agrees to pay landlord an additional ten percent (10%) of such sums dueils Addlllonal Rent. Such Addlllonal Rent Is to be payable on or before the first day of the next calendar month, wllhout demand from Landlord and failure to do so shall be considered non-payment of rent. In addition, any payment or Installment of rent or any other sums due under this Lease not paid when due shall bear Interest from the due date until paid In full at a rate of twelve percent (12%) per annum. RET 591 2 , USE 5. The Leased Premises shall be operated exclusively as a first-class Chinese restaurant and carry-out facility. Tenant shall not operate a bar, night club, discotheque, cabaret, or dancing establishment. Tenant shall conduct business on the Leased Premises only in the name of Chinatown Kitchen Restaurant and under no other name or trade name unless and until the use of some other name Is approved In writing by landlord, such approval shall not be unreasonably withheld. In allowing name changes, Tenant shall pay for the costs of changing its name as featured in any signs for the Shopping Center. landlord shall not lease any other premises within the Shopping Center to a Chinese restaurant or carry-out, provided Tenant Is not In default of this Lease. Provided Tenant Is not In default of this Lease, landlord shall not lease any premises within the Shopping Center to any tenant who operates a Chinese restaurant or carry-out. HOURS OF OPERATION 6. Tenant shall occupy the Leased Premises promptly as of the Commencement Date and shall use Its best efforts to continuously during the term of this Lease operate the above described business on the Leased Premises in the manner described In this Lease. Tenant shall at all times durlng the lease term keep the Leased Premises open for business with a full stock of first quality food and beverages and a full staff of personnel on all days indicated herein. The Leased Premises must be fully open for business, at least sixty (50) hours per week, 6 days per week and serve full menus during the hours of 3 pm to 9 pm. The Leased Premises may be closed only on the following holidays: New Years' Dav. Memorial Dav. Julv 4th. labor Dav. Thanksalvlna Dav. and Christmas Dav. OPERATIONS 7.A.Manaaement of Leased Premises. Landlord has advised Tenant of the Importance with which landlord views the proper operation and management of the Shopping Center because (a) the Leased Premises provide a convenient eating place for tenants of, and visitors to, the "Shopping Center" office complex within which the Leased Premises are located, and (b) the reputation of Tenant's business will affect the overall reputation of the "Shopping Center". Tenant agrees, therefore, that throughout the term of the Lease, Tenant will cause the restaurant and carry-out to be managed and operated (a) with due dlllgence and efficiency and In accordance with high standards for a restaunant of that type, and (b) so as to attract patrons. B. Operational Covenants. Tenant agrees: (a) to use, maintain and occupy the Leased Premises In a careful, safe and proper manner; (b) without the prior written consent of landlord, not to place or maintain any merchandise or other articles In any vestibule or entry to the Leased Premises, on the sidewalks adjacent thereto, or elsewhere on the exterior thereof. (c) to maintain the Leased Premises at its own expense in a clean, orderly and sanitary condition, free of Insects, rodents, vermin and other pests and to maintain a contract with a Pest Control Company to regularly service the Leased Premises; (d) not to use, nor permit not suffer the use of any apparatus or Instruments for musical or other sound reproduction or transmission or any business or mechanical machines In such manner that would be other than "background music," so that the sounds emanating therefrom or caused thereby shall be audible beyond the Interlor of the Leased Premises; (e) not to receive or ship articles, fixtures, or merchandise of any kind, except from the rear of the Leased Premises which Landlord designates for such purposes; (f) not to store goods, wares or merchandise on the Leased Premises except for items which Tenant Intends to offer for sale therein the regular course of Its business; (g) to use for office or c1erlcal space In the Leased Premises only such space as Is reasonably required for Tenant's business therein; (h) to keep the Inside and outside of all glass In the doors and .. ';', ,,\windows of the Leased Premises clean and in good repair; (I) to keep all exterior surfaces of the ~eased Premises />-,,-1: ,/clean.... OJ to replace promptly any cracked or broken glass of the Leased Premises with glass of like color, kind ana ~_,,"'" " Quality; (k) keep all mechanical apparatus free of vibration and noise which may be transmitted beyond the Leased Premises; Q) to conduct Its business In all respects In a dignified manner in accordance with reasonable high standards of a restaurant operation consistent with the Quality of operation of the Shopping Center as determined by landlord and provide an appropriate mercantile quality comparable with the entire Shopping Center; (m) to properly vent and control any odors (with a state-of-the-art ventilation and exhaust system to be vented through the rear wall ol' ~ ~ of the Leased Premises above ceiling height) and not to cause or permit objectionable odors, in landlord's reasonable o I;. .,.~ { opinion, to emanate or to be dispelled from the Leased Premises. (n) to have Its employees park In the area of the ....:..,\ ~ Shopping Center furthest removed from the Leased Premises as designated by the landlord. ~l"\ Tenant further agrees that It will not: (0) place or maintain any merchandise, trash, refuse, or other articles in any vestibule or entry of the Leased Premises, on the footwalks or corridors adjacent thereto or elsewhere on the exterior of the Leased Premises so as to obstruct any driveway, footwalks or parking area, or any other Common Area; (p) use or permit the use of any objectionable advertising medium such as, without limitation, loudspeakers, phonographs, public address systems, sound ampllllers, reception or radio or television broadcasts within the Leased Premises, which Is In any manner audible outside of the Leased Premises; (q) receive or ship articles of any kind outside the designated loading areas for the Leased Premises; (r) conduct or permit to be conducted any auction, fictitious fire sale, going out of business sale, bankruptcy sale, unless directed by a court order, or other similar type of sale in or connected with the Leased Premises; (s) use or permit the use of any portion of the Leased Premises In a manner likely to Injure the reputation of the Shopping Center (t) or which will be in violation of law or for any activity of a type which Is not generally considered appropriate for a flrst-class restaurant and carry-out conducted In accordance with good and generally accepted standards of operation; (u) place a load upon any floor which exceeds the floor load which the floor was designed to carry; (v) use the Leased Premises for any unlawful or illegal business, use or RET 591 3 . purpose, or for any business, use or purpose which Is Immoral or disreputable, or which Is hazardous, or In such manner as to constRute a nuisance of any kind (public or private), or for any purpose or In any way In violation of the certlllcates of occupancy (or other similar approvals of applicable governmental authorities Including the Cumberland County Health Department). C. Trash Removal and Dumoster. Tenant shall, at Rs own cost and expense, install and utilize a commercial garbage disposal, to be approved by Landlord, to dispose of all organic garbage by way of said commercial garbage disposal, unless mechanical difficulties arise, not the fault of Tenant, making the utilization of said disposal not feasible. Tenant agrees to provide, at its own cost a trash container (dumpster) which Landlord or governmental agencies shall reasonably require and approve, to be In a location specified by Landlord. Such trash container shall be kept In a sanitary condition and shall be emptied dally, or more Irequently should weather conditions require that such trash be removed to eliminate odors. Tenant will not permit undue accumulations 01 garbage, trash, rubbish, or other refuse and to remove the same at its own expense, and to keep such reluse In proper rat-proof containers within the Leased Premises until called for to be removed. Tenant further agrees that any and all organic garbage will be disposed of utilizing the commercial trash compactor and will not be disposed of In the Tenant's dumpster. D. Exterior Maintenance. It is understood and acknowledged that Landlord is concerned with the orderly and clean appearance of the immediate exterlor and adjacent parking area 01 the Leased Premises. in that regard, Tenant agrees to assist Landlord In keeping said area free from all litter and debris of any kind whatsoever. E. ~. The tenant covenants that R will not erect, display or maintain or permit to be erected, displayed or maintained, any signs, or lights on the exterior of the Leased Premises without securing the prior written approval of the Landlord, and further, that R will not erect, display or maintain any signs or lights \n or about the show window or front of the Leased Premises which shall be visible to the exterior of the building without first securing the written approval of the Landlord. The size, location and materials used In the construction 01 the sign must be approved in wrRlng by the Landlord prior to the erection of any sign. All sign permRs il reqUired by the governing municipalities, must be acquired by the Tenant at the Tenant's expense, prior to the erection of any sign. Upon termination of this Lease, Tenant shall pay for the costs of removing any such signs and lor any damage to the Leased Premises caused thereby. The slgnage area provided for the Tenant shall be of a size determined by the Landlord. Slgnage design and construction shall also be determined by the Landlord and those costs associated with the manufacture and erection of such signage shall be paid for by the Tenant. Landlord reserves the right to establish at any time sign specifications for the design and construction of Tenant slgnage. Such specllications may be changed at the discretion of the Landlord. F. Comollance wRh Laws. Tenant agrees to observe with and execute at Rs expense, all laws, orders, rules, requirements and regulations of the United States, State to Include the Cumberland County Health Department In which the Leased Premises are located, and of any and all governmental authorities of agencies and of any board of the fire underwriters or other similar organization, respecting the Leased Premises hereby leased and the manner In which said Leased Premises are or should be used, occupied and maintained by the Tenant. The Tenant acknowledges his awareness of the existing zoning of the Leased Premises. Should, at any time during the course of this Lease or any renewal thereof, the Tenant not correct such violation upon receipt of notice form Landlord, or the governmental agency Issuing such violation, the Tenant shall be in default of the Lease. All licenses, fees, and charges arising lor minor privileges occasioned by the occupancy of the Tenant shall be the responsibility of the Tenant. G. Palntina and Dlsolavs bv Tenant. Tenant will not paint or decorate any part of the exterior of the Leased Premises. Tenant will not paint or decorate any part of the Interior of the Leased Premises visible from the exterior, thereof, without first obtalnlng Landlord's written approval. All articles, and the arrangement, style, color and general appearance thereof, In the Interior of the Leased Premises Including, without limitation, window displays, advertising matter, signs, merchandise and store fixtures, shall be in keeping with the character and standards of the Improvements within the Shopping Center, as determined by Landlord. Landlord reserves the right to require Tenant to correct any non-conformRy. CONDITION OF LEASED PREMISES 8. Landlord shall demise the Leased Premises with building-standard partition (ready to paint) such that Tenant shall Lease approximately 2,000 square feet of the existing store. Said Premises shall have both front and rear ingress and egress. All other Improvements shall be at the Tenant's sole cost and expense.Tenant shall examine the Leased Premises prior to its occupancy thereof and Tenant's occupancy of the Leased Premises shall constitute acceptance of the Leased Premises as complying with the requirements of Tenant and obligations of Landlord under this Lease. Tenant will, during the lease term, keep the Leased Premises, Including all electrical, plumbing, heating, air conditioning, sprinkler systems, fire and safety systems and other mechanical Installations and equipment used by ~~~n h~~ij~~~~~~a~~;nti~~~!~~ii~sillw~t@i?'fh~~li;.r~ede,~~~l~f~p~~r~~$:~~~'~:'" Commencement Date of this Lease. 1l11m!!!.~!1all.pJ.Qyld!LI,![1d19~.~.I!~,:!iL!!!!W..l?2.!.1!'~"l!."'tiQ!le.I)J)'!!l!'!X}':!.l!;t'!~~!.Elllant has secured the services 01 a qualified contractor to provide normal and preventive maintenance for such systemS:' .,.,,'" j,.,., ,....,"".,.,.."".,..,, '",""'''.'',., RET 591 4 . Tenant shall also replace promptly, when damaged or broken, at Tenant's expense, any glass windows or doors or plate glass w~h glass of like kind and quality. Tenant shall not erect or Install any equipment on the roof of the Leased Premises or on the exterior walls w~hout first receiving the written permission from Landlord. Tenant shall not use the roof of the Leased Premises for any purpose whatsoever, and should the Tenant make use of the roof of the Leased Premises, the Tenant must then assume full responsibility for any existing warranty associated w~h the roof system and the Tenant must make any and all future repairs that may resu~ from the Tenant's unauthorized use of the roof system. At the expiration of the lease term, or at the sooner termination of this Lease as herein provided, Tenant shall deliver up the Leased Premises In the same good order and condition as of the Commencement Date, reasonable wear and tear excepted, and Tenant shall remove all of ~s property therefrom prior to such termination. Tenant wUl pay for all damage to the Leased Premises, b flxtures and appurtenances, as well as all damages sustained by the Tenant or occupants of the building due to any waste, misuse or neglect of the Leased Premises, Its flxtures and appurtenances, by T enant, ~s employees or customers or any other person or persons upon the Leased Premises by Tenant's permission. Landlord reserves the rlght to prescribe the weight and pos~lon of all safes, telephone sw~chboards, or other heavy equipment, and to prescribe the reinforcing necessary, If any, which In the opinion of Landlord may be required under the circumstances, such reinforcing to be at Tenant's expense. REPAIRS AND ALTERATIONS 9.A. Landlord's Obliaatlon. Landlord Is obligated to make any and all structural repairs to the Leased Premises provided such repairs are not necess~ated by neglect of the Tenant or alterations to the Leased Premises made by the Tenant subsequent to the Tenant's In~lal tenant Improvement construction. However, Landlord shall not be required to make any repairs necess~ated by reason of any act of omission of Tenant or Its servants, employees. agents, customers, vls~ors or licensees or anyone claiming under Tenant or caused by any alterations, additions or Improvements made by Tenant and If Landlord does make any such repairs, Tenant shall promptly, upon demand, reimburse Landlord for the cost thereof. Landlord shall have no lIabll~y whatsoever to Tenant for failure to make repairs unless and until Tenant shall have given written notice to Landlord stating the need for such repairs and Landlord shall have failed to commence and complete such repairs within a reasonable perlod of time following receipt of such written notice. Tenant hereby waives all rights that may be conferred by law permitting Tenant to make repairs at Landlord's expense. B. Tenant Oblioatlons to Reoalr. All repairs to the Leased Premises and any damage thereto or any installations, equipment, or facilities therein, other than those repairs required to be made by Landlord pursuant to this Section, shall be made by Tenant at Its own expense. W~hout IIm~lng the generality of the foregoing, Tenant wl\1 keep the Interior of the Leased Premises, together with all electrical, plumbing, and other mechanical Installations therein and the heating, ventilating and air-conditioning system, gas supply system, sprinkler system, fire and safety system, window glass (Including replacement of broken glass) doors, floor covering, Interior walls and ceilings and kitchen venting and exhaust system In the Leased Premises, In good order and repair and will make all replacements from time to time required thereto at Its own expense and provide Landlord with written confirmation annually that Tenant has secured the services of a qualified contractor to provide normal and preventative maintenance for such systems. Tenant will not overload the electrical wiring serving the Leased Premises or within the Leased Premises and will Install at Its expense, any additional electrical wiring which may be required In connection with Tenant's apparatus. Any damage or Injury sustained by any person because of mechanical, electrical, plumbing or any other equipment of Installations, whose maintenance and repair shall be the responsibility of Tenant shall be paid for by Tenant. C. Alterations bv Tenant. Tenant will not make any alterations to said Leased Premises without the prior written consent of the Landlord. Tenant will not paint or decorate any part of the exterior of the Leased Premises. If the Tenant shall desire to make any such alterations, plans for the same shall first by submitted to and approved by the Landlord, and the same shall be done by the Tenant at Its own expense, and the Tenant agrees that all such work shall be done In a good workmanshlpllke manner, that the structural Integrity of the building shall not be impaired, and that no liens shall attach to the Lease Premises by reason thereof. The Tenant agrees to obtain at the Tenant's expense, all permits pertaining to Its alterations. The Tenant also agrees to obtain, prior to beginning to make such alterations, and to keep In full force and effect at all times while such alterations are being made, at the Tenant's sole cost and expense, such the policies of Insurance pertaining to such alterations, and/or to the making thereof which protect Landlord and the Property. InclUding but not limited to public liability and property damage insurance and worker's compensation, and to furnish the Landlord evidence satisfactory to the Landlord of the existence of such Insurance prior to the Tenant's beginning to make such alterations. UTIUTIES 10. Tenant agrees to pay all charges promptly when due for all utility services rendered or furnished to the Leased Premises Including, heating, water, (whether by meter or sub-meter). sewer service charge, metropolitan charges. gas and electricity, together with all taxes, levies or other charges on such utilities, and any and all special taxes which may be levied by the City or County where the Leased Premises are located, the State of Pennsylvania or the United States of America for minor privileges or for anything placed or maintained on the Leased Premises by the Tenant or for any other purpose or by reason of any other act, matter or thing occasioned by the Tenant's occupancy of the Leased Premises. If the Tenant shall fall to pay promptly when due any such charges, or taxes, the Landlord, at Its option, may pay the same for Tenant's account, in which event Tenant shall immediately reimburse Landlord therefor upon Landlord's demand. This payment will Include a minimal bookkeeping charge of one hundred dollars ($100.00) in addition to the aforementioned charges. RET 591 5 ,~ .;.,. .I . ACCESS BY LANDLORD 11. The Landlord or his agents shall have access to the Leased Premises at all reasonable hours in order to inspect, clean or make necessary repairs within the Leased Premises. Landlord or ns agents, servants or representatives, shall have the right at all reasonable times, to enter the Leased Premises for the purpose of making any repairs which the Tenant Is required to make but which ~ may have failed to make, It being understood that the Landlord shall be under no obligatlon to do so, and that If ~ does so n shall be at the risk and expense of the Tenant and the cost thereof shall be payable as rent. Landlord. ~s agents, servants or representatives. shall also have the right to enter the Leased Premises at all reasonable times for the purpose of making necessary repairs to any other portion of the Shopping Center adjacent to the Leased Premises which may require an entrance In the Leased Premises, provided, however, that it shall be done at such tlme or times and under such circumstances as to cause the least disturbance or interference with the Tenant's occupation of the Leased Premises. SUBORDINATION ATTORNMENT 12.A. SUBORDINATION, Tenant's rights under this Lease are and shall be subordinate to the operation and effect of any mortgage, deed of trust or other security Instrument now or hereafter placed upon the Shopping Center, or any part or parts thereof by Landlord unless the holder thereof shall elect to have this Lease superior to such mortgage, deed of trust or other security instrument. The foregoing clause shall be self-operative, and no further Instrument subordinating this Lease shall be required. In confirmation thereof, the Tenant shall execute such further assurances, instruments, releases or other documents that may be required by any mortgagee or holder of any other security Instrument further assuring the foregoing, and the failure of the Tenant to execute and deliver any such instrument, release or document within ten (10) days following written request by Landlord for the same shall constitute a default hereunder. B. ATTORNMENT. NON-DISTURBANCE. The Tenant agrees that upon foreclosure or sale under a mortgage or deed of trust to which this Lease Is now or shall hereafter become subject and subordinate, the Tenant will attorn to the mortgagee or purchaser upon foreclosure, and, upon request by the mortgagee or purchaser, will pay to said mortgagee or purchaser all the rents and other monies required to be paid by the Tenant hereunder and perform all of the other terms, covenants, conditions and obligations in this Lease contained, as if said mortgagee or purchaser was the original Landlord herein, provided, however, that upon the Tenant's request in writing, such mortgagee or purchaser shall execute and deliver to the Tenant an instrument, wherein such mortgagee or purchaser agrees that so long as the Tenant performs all of the terms, covenants and conditions of this Lease, on the Tenant's part to be performed, Tenant's possession under the provisions of this Lease shall not be disturbed by such mortgagee or purchaser. C. ESTOPPEL CERTIFICATES, At any time and from time to time, within ten (10) days after Landlord shall request the same, Tenant will execute, acknowledge and deliver to Landlord and to such Mortgagee or other party as may be designated by landlord, a certificate in a form requested by landlord with respect to matters relating to this Lease or the status of performance of obligations of the parties hereunder as may be reasonably requested by Landlord. If Tenant fails to provide such certificate within ten (10) days after request by landlord therefor, Tenant shall be deemed to have approved the contents of any such certificate submitted to Tenant by Landlord and Landlord is hereby authorized to so certify. ASSIGNMENT AND SUBLETTING 13. ASSIGNMENT AND SUBLETTING. Tenant agrees for itself and ~s permitted successors and assigns in interest hereunder that It will not (i) assign or otherwise transfer, mortgage or otherwise encumber this Lease or any of lIs rights hereunder; (Il) sublet the Leased Premises or any part thereof or permit the occupancy or use of the Leased Premises or any part thereof by any person other than Tenant; and/or (Iii) permit the assignment or other transfer of this Lease or any of Tenant's rights hereunder by operation of law (each of the events referred to in the foregoing clauses (i), (i1) and (ill) being hereinafter referred to as a "Transfe~'), without the prior written consent of landlord In each Instance first obtained, which consent may not be unreasonably withheld or delayed by the Landlord, and any consent given shall not constitute a consent to any subsequent Transfer. Any attempted Transfer without Landlord's consent shall be null and void and shall not confer any rights upon any purported transferee, assignee, mortgagee, sublessee, or occupant. No Transfer, regardless of whether Landlord's consent has been granted or withheld, shall be deemed to release Tenant from any of Its obllgations hereunder or to alter, Impair or release the obligations of any person guaranteeing the obligations of Tenant hereunder. Notwithstanding the foregoing, II Tenant requests landlord's consent to an assignment of the Lease or a sublease of the Leased Premises, landlord shall not unreasonably withhold, delay or otherwise condition its consent to such assignment or sublease. Tenant agrees that if landlord's consent to any assignment or sublease is requested, by way of example and not limitation as to other reasonable grounds for withholding consent, and without in any manner limiting Landlord's rights in the event of a proposed assignment or sublease, it shall be reasonable under this Lease and under applicable law, for landlord to withhold its consent should landlord determine that any of the following apply: RET 591 6 " I .\ (1) If the proposed assignee has, In Landlord's reasonable determination, previously unsuccessfully operated a similar business; (2) The proposed assignee is In default or has previously defaulted under a prior lease w~h Landlord or Landlord's affiliates; (3) The tangible net worth of such proposed assignee (exclusive of any value for goodwill, trademarks, patents or other similar Intangible ~ems) as evidenced by a financial statement, Is in Landlord's reasonable determination, Insufficient for such proposed Assignee to meet the financial obligations of a tenant under this Lease or to operate ~s proposed business successfully. However, a net worth of $50,000.00 shall be deemed sufficient; (4) The Leased Premises will not be put to a similar use permitted under this Lease. such that there will be, In Landlord's reasonable Judgment, an adverse Impact upon the "tenant mix" at the Shopping Center; (5) The prospective assignee's primary business purpose would compete with any other existing or prospective tenants on the Shopping Center; (6) The prospective use would conflict w~h any exclusive clause In any leases with respect to the Shopping Center or would give an occupant of the Shopping Center a right to cancel a lease; (7) The nature, character and quality of business operation, reputation and merchandising of the proposed assignee is not, In Landlord's reasonable determination, first class or compatible with the Shopping Center. (8) The Tenant is in default under this Lease at the time the assignment Is requested or consummated. However, assignor has the right to cure any default prior to closing; (9) The proposed assignee was a prospective tenant with respect to the Shopping Center within the six (6) months preceding such request for assignment; provided however that Landlord shall provide Tenant with a list of such prospective tenants upon request; (10) The proposes assignment will, In Landlord's reasonable determination, result In an increase demand for parking spaces; or (11) The assignee's proposed use (a) Involves more than an Incidental generation, storage, use, treatment or disposal of any petroleum products or other toxic, dangerous or hazardous chemicals, materials, substances pollutants and wastes, exposure to which Is prohibited, limited or regulated by any federai, state, county, regional or local authority or (b) would Increase In anyway any potential risk or liability to Landlord arising out of or related to such hazardous materials. If Tenant is a corporation, the stock of which Is not publicly traded, any transfer of Tenant's issued and outstanding capital stock or any issuance of add~lonal capital stock, as a result of which the majority of the issued and outstanding capital stock of Tenant is held by a corporation, firm or person or persons who do not hold a majority of the outstanding capital stock as of the date hereof, shall be deemed a prohibited Transfer under this Section 13. Further, if Tenant Is a partnership, any Transfer of any Interest In the partnership or any other change In the composition of the partnership, which results In a change in management of Tenant from the person or persons managing the partnership as of the date hereof, shall be deemed a prohibited Transfer under this Section 13. In the event, notwithstanding anything contained above in this Section, Tenant desires to Transfer this Lease In whole or In part, Tenant shall submit to Landlord In writing for Landlord's evaluation the following: (a) the name, address of the proposed assignee together with financial documentation satisfactory to Landlord demonstrating that the assignee Is capable of meeting the financial obligations of the Lease; (b) the specific nature and character of the proposed occupancy. In the event Landlord deems the information provided by Tenant in (a) and (b) above to be satisfactory, Tenant shall provide Landlord w~h: (i) a fully-executed copy of the proposed sublease or assignment, w~h assumption the effective date of which shall be at least thirty (30) days alter the date on which Tenant shall have fumished Landlord with all of the Information required pursuant to (a) and (b) above; and (II) an agreement In form and substance satisfactory to Landlord by Tenant to Indemnify Landlord against liabHity resulting from any claim made against Landlord by the proposed assignee or subtenant or by any broker claiming a commission in connection with the proposed Transfer. Tenant agrees to pay Landlord all reasonable costs incurred by Landlord In connection with any actual or proposed Transfer, Including, without limitation, the costs of making investigations as to the acceptability of a proposed subtenant or assignee internal administrative costs and legal costs Incurred In connection with any requested consent, not to exceed $250.00. No Transfer consented to by Landlord shall be valid unless Tenant shall deliver to Landlord, within five (5) days alter Landlord's written consent has been received, (a) a duplicate original sublease, duly executed by Tenant and the subtenant, or instrument of assignment duly executed by Tenant, as the case may be, In form and substance satisfactory to Landlord and (b) in case of an assignment, an instrument In form and substance satisfactory to Landlord, duly executed by the assignee and the Tenant, In which such assignee shall agree to assume, observe, REf 591 7 perform, and to be personally bound by, all of Tenant's obligations under this Lease and the Tenant shall agree to remain primarily liable for such obligations. IMPROVEMENTS 14.A. Tenant Covenants as to Prellmlnarv Performances. It Is acknowledged by Tenant that a prime consideration for Landlord entering into this Lease Agreement wllh Tenant Is the timely and fallhful performance by the Tenant of all covenants of this Lease including but not IImlled to the completion of initial Tenant improvements such that Tenant will be open for business on or before the Commencement Date rPerformances"). In that regard, Tenant covenants that, at lis sole cost and expense, II will use lis best effort to accomplish such Performances. B. Inllial Tenant Imorovements. Prior to the commencement of the Term, Tenant shall, at Its sole cost and expense, promptly Initiate and diligently pursue the design of all Improvements and other work to be performed by It on a schedule which will permll Tenant to complete such Improvements, and promptly commence and diligently pursue the construction and completion of the Leased Premises such that Tenant may be open for business on or before the Commencement Date. Tenant will be permitted by Landlord to enter the Leased Premises for the purpose of performing lis obligations, and for the purpose of Installing lis fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's written approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permll for construction of lis improvements, (c) Tenant shall have deposlled with Landlord the policies or certllicate of insurance required in Section 170 and 17E. Tenant's activities shall be conducted so as not to unreasonably Interfere wllh other tenant's activities. Tenant shall maintain the Leased Premises In a clean and orderly condlllon during construction. All trash which may accumulate in connection with Tenant's construction actlvllles shall be deposlled dally In dumpsters, provided by Tenant in a location approved by Land lord. During such construction period. Tenant shall perform all duties and obligations Imposed by this Lease, including, without Iimllation, those provisions relating to Insurance and Indemnification, having and excepting only the obligations to pay Rent (other than any Additional Rent arising out of any failure of Tenant to perform Its obligations under this Lease), which obligation shall commence when the lease term commences. All improvements made herein shall be made in a good and workmanlike manner, using new, first-class materials, and In accordance with all applicable building codes, Cumberland County Health Department Codes and other applicable laws. C. Termination. if Tenant, within forty five (45) days of the date hereof, in exercising Its due diligence and good faith efforts (i) is unable 10 secure the necessary permlls to commence its performances or (iI) is required to install an addlllonal cesspool or underground grease trap or (III) Is required to file for a variance In order to conduct Its operations, then Tenant shall have the option, with ten (10) days written notice to Landlord, to terminate this Lease and Landlord shall promptly refund Tenant's security deposit. However, Tenant shall allow Landlord, at Landlord's discretion, to pursue and obtain any permits or variances required of Tenant and, II Landlord is unable to obtain said permlls or variance wllhin ninety (90) days of the date hereof, then Tenant's option to terminate this Lease as set forth In this Section 14.C shall take effect. DAMAGE TO LEASED PREMISES 15. If the Leased Premises shall be partially damaged by fire or other casualty not the fault of the Tenant, the damages to the Leased Premises shall be repaired by and at the expense of Landlord (subject to Landlord's right to terminate set forth below), provided that, Landlord's obligation to make repairs shall be limited to the extent of the proceeds available from the hazard Insurance policies covering the Leased Premises and shall not extend to any construction or Improvements made by or at Tenant's Instructions or any property belonging to Tenant. Repairs shall be made promptly and as conveniently as possible, due allowance being made for delay which may arise by reason of adjustment of loss under Insurance policies and for reasonable delays due to causes beyond Landlord's control such as strikes, weather, acts of God, etc. The obligation of Landlord to repair such damages shall, In any event, be limited to that portion of the Leased Premises and the interior construction originally installed by Landlord, at its expense, and shall not Include any such construction installed at Tenant's expense. Moreover, Landlord shall have no obligation to repair any portion of the Leased Premises II any mortgagee or holder of any security Instrument shall require that proceeds of hazard Insurance be used to reduce the Landlord's Indebtedness under any lien on the Leased Premises or Shopping Center or any part thereof. The rent for the Leased Premises, until such damages are repaired, shall be apportioned according to the part of the Leased Premises which Is usable by Tenant. If any damage or Injury by fire or other cause to the Leased Premises, whether partial or not, Is due to the fault or neglect of Tenant, lis servants, employees, agents, Invllees, customers, vlsllors or licensees, the repair of such damage shall be the responsibility of the Tenant and there shall be no apportionment or abatement of the rent. Tenant waives any claim to or Interest in the proceeds from any Insurance policies maintained by Landlord wllh respect to the Shopping Center or Leased Premises. If the Leased Premises are totally destroyed, or are rendered substantially or wholly untenantable by fire or other cause, or II proceeds from hazard Insurance are unavailable or not sufficient to make repairs, and Landlord shall In such circumstances decide not to restore or rebuild the same, or II the Shopping Center shall be so damaged that Landlord shall decide for the time being not to restore or rebuild the same, whether or not the Leased Premises are affected thereby, then and In any of such events Landlord may, without any lIablllly to Tenant, within ninety (90) days after such fire or other cause give Tenant notice In writing of such decision, and thereon the term of this Lease shall expire, and Tenant shall vacate the Leased Premises and surrender the same to Landlord wllhout prejudice to any and all claims Landlord may have against Tenant for accrued and unpaid rent to the date of such expiration. If RET 591 8 I ' . Landlord shall decide to restore or rebuild the Leased Premises, as the case may be, Tenant's liability for rent shall temporarily cease as of the day on which the damage or destruction occurred and shall only recommence as of the day the Leased Premises shall be made available for reoccupancy by Tenant. CONDEMNATION 16. If the whole or any part of the Leased Premises shall be taken under the power of eminent domain, then this Lease shall terminate as to the part so taken on the day when Tenant Is required to yield possession thereof, and Landlord shall (subject to Landlord's right to terminate described below) make such repairs and alterations as may be necessary In order to restore the part not taken to useful condition. Pending the restoration by Landlord of the portion of the Leased Premises so taken, the rent shall be reduced proportionately to the portion of the Leased Premises so taken. If the amount of the Leased Premises so taken Is such as to substantially Impair the usefulness of the Leased Premises for the purposes for which the same are hereby leased, then either party shall have the option to terminate this Lease as of the date when Tenant Is required to yield possession. The compensation awarded for such taking, both as to Landlord's revisionary Interest and Tenant's Interest under this Lease, shall belong to and be the sole property of the Landlord. Tenant shall have no claim against the Landlord nor be entitled to any award or damages other than an abatement of the rent beyond the termination date and compensation paid, if any, for moving expenses and/or cost of removal of stock and/or trade fixtures. The foregoing notwithstanding, Tenant shall not be precluded from maintaining Its own action against the condemning authority for compensation for loss of good will. In addition, Landlord shall have the right to terminate this Lease In the event any taking by condemnation materially Impairs the economic viability of the Shopping Center, In Landlord's sole discretion, regardless of the effect of any such taking of the Leased Premises. INDEMNITY AND INSURANCE 17.A. INDEMNITY BY TENANT. To the extent permitted by law and subject to Section 16.H., Tenant shall and does hereby agree to Indemnify, hold harmless and defend Landlord, and their respective tenants and subtenants, from and against any and all claims, actions, damages, liabilities and expenses, Including attorneys' and other professional fees, In connection with loss of life, personal Injury and/or damage to property arising from or out of the occupancy or use by Tenant of the Leased Premises or any part thereof or any other part of the Leased Premises, occasioned wholly or In part by any act or omission of Tenant, its officers, agents, contractors, employees or Invitees. B. LANDLORD NOT RESPONSIBLE FOR ACTS OF OTHERS. Landlord shall not be responsible or liable to Tenant, or to those claiming by, through or under Tenant, for any loss or damage which may be occasioned by or through the acts or omissions of persons occupying space adlolning the Leased Premises or any part of the premises adjacent to or connecting with the Leased Premises or any other part of the Property, or otherwise, or for any loss or damage resulting to Tenant, or these claiming by, through or under Tenant, or its or their property, from the breaking, bursting, stoppage or leaking of electrical cable and wires, or water, gas, sewer or steam pipes. To the maximum extent permitted by law, Tenant agrees to use and occupy the Leased Premises, and to use such other portions of the Property as Tenant Is herein given the right to use, at Tenant's own risk. C. POLICY REQUIREMENTS. The company or companies writing any insurance which Tenant is reqUired to carry and maintain or cause to be carried or maintained pursuant to Section 17.0., as well as the form of such insurance, shall at all times be subject to Landlord's approval and any such company or companies shall be licensed to do business In the State of Pennsylvania. Public liability and all-risk casualty Insurance pOlicies evidencing such Insurance shall name landlord and/or Its designee(s) as additional Insured, shall be primary and non-contributory, and shall also contain a provision by which the Insurer agrees that such policy shall not be canceled, materially changed or not renewed without at least thirty (30) days' advance notice to Landlord, c/o Hill Management Services, Inc., 9640 Deereco Road, Tlmonlum, Maryland 21093, by Certified Mall, Return Receipt Requested, or its designee. None of the Insurance which Tenant Is required to carry and maintain or cause to be carried or maintained pursuant to Sections 17.0. and 17.E. shall contain any deductible provisions except to the extent approved by landlord. Each such policy, or a certificate thereof, shall be deposited with Landlord by Tenant promptly upon commencement of Tenant's obligation to procure the same. If Tenant shall fall to perform any of its obligations under Sections 17.0. or 17.E., Landlord may perform the same and the cost of same shall be deemed Additional Rent and shall be payable upon landlord's demand. D. TENANT'S INSURANCE. At all times after the Leased Premises are released to Tenant for construction of its improvements, Tenant will carry and maintain, at Its expense: (a) comprehensive general liability Insurance, including insurance against assumed or contractualliablllly under this Lease against any liability arising out of the ownership, use, occupancy or maintenance of the Leased Premises and all areas appurtenant thereto, to afford protection with limits, for each occurrence, of not less than One Million Dollars ($1,000,000) wllh respect to personal iniury or death, and One Million Dollars ($1,000,000) with respect to property damage; (b) all-risk casualty Insurance, Including theft, plate glass, flood coverage and fire legal liability coverage, written at replacement cost value and with replacement cost endorsement, covering all of Tenant's personal property In the Leased Premises (Including, without IImllation, Inventory, trade fixtures, rugs, furniture and other property removable by Tenant under the provisions of this Lease) and all leasehold RET 591 9 I . . Improvements Installed In the Leased Premises by or on behalf of Tenant pursuant to this Lease or otherwise; (c) comprehensive boiler and machinery equipment coverage, If applicable; and (d) If and to the extent required by law, Worker's Compensation, or similar Insurance In form and amounts required by law. E. TENANT'S CONTRACTOR'S INSURANCE. Tenant shall require any contractor of Tenant performing work on the Leased Premises to carry and maintain, at no expense to Landlord: (a) comprehensive general liability Insurance, Including contractor's liability coverage, contractual liability coverage, completed operations coverage, broad form property damage endorsement and contractor's protective liability coverage, to afford protection, wnh limns for each occurrence, of n less than One Million Dollars ($1,000,000) wnh respect to personal Injury or death, and One Million Dollars ($1,000,000) wnh respect to property damage, or such reasonable levels as Landlord deems appropriate and approves; (b) comprehensive automobile liability Insurance wnh limits for each occurrence of not less than One MIllion Dollars ($1,000,000) with respect to personal Injury or death and Five Hundred Thousand Dollars ($500,000) with respect to property damage, or such reasonable levels as Landlord deems appropriate and approves; and (c) Worker's Compensation or similar Insurance in form and amounts required by law. F. INCREASE IN INSURANCE PREMIUMS. Tenant will not do or suffer to be done, or keep or suffer to be kept, anything In, upon or about the Leased Premises which will violate Landlord's policies of hazard or liability Insurance or which will prevent Landlord from procuring such policies In companies acceptable to Landlord. If anything done, omitted to be done or suffered by Tenant to be kept In, upon or about the Leased Premises shall cause the rate of fire or other Insurance on the Leased Premises or on other property of Landlord or of others within the Property to be Increased beyond the minimum rate from time to time applicable to the Leased Premises or to any such property for the use or uses made thereof, Tenant will pay, as Additional Rent, the amount of any such Increase upon Landlord's demand. G. TENANT TO PAY PROPORTIONATE SHARE OF INSURANCE COSTS. In each rental year, Tenant will pay Landlord, as Additional Rent, Its proportionate share of Landlord's cost of Insurance for the Shopping Center. H. WAIVER OF RIGHT OF RECOVERY. Neither Landlord nor Tenant shall be liable to the other or to any Insurance company (by way of subrogation or otherwise) Insuring the other party for any loss or damage to any building, structure or other tangible property, or any resulting loss of Income, or losses under worker's compensation laws and beneflls, even though such loss or damage might have been occasioned by the negligence of such party, its agents or employees If, and to the extent, that any such loss or damage Is covered by Insurance benefiting the party suffering such loss or damage or was required to be covered by Insurance pursuant to this Lease. LANDLORD'S LIABILITY 18. Landlord shall not be liable for any damage to property placed In the custody of its employees, nor for the loss of any property by theft or otherwise. Landlord shall not be liable for damage or Injury to person or property unless notice in writing of any defect (which Landlord has under the terms of this Lease the duty to correct) alleged to have caused such damage or Injury shall have been given a sufficient time before the occurrence of such damage or injury to have reasonably enabled Landlord to correct such defect, and even then only If such damage or Injury Is due to Landlord's negligence; nor shall Landlord or Its agents be liable for Interference with the light, air or other Incorporeal hereditaments; nor shall Landlord be liable for any latent defect In the Leased Premises; nor shall Landlord be liable for the negligence or willful misconduct of any other tenant or occupant. Landlord shall In no event be liable to Tenant, Its agents, employees, contractors, customers or other visitors for any Injury or damage to persons or property resulting from failing sheetrock or ceiling tiles, steam, gas, electricity, water, rain, snow, or dampness which may leak or Issue from or through any part of the Leased Premises, or from pipes, appliances or plumbing, or from sewers, or the Slreet, or subsurface, or from any other place by dampness or other cause of whatsoever nature and Tenant shall defend and Indemnify Landlord from any claim of liability from which Landlord is hereby exonerated. WAIVER OF SUBROGATION 19. Each party hereby releases and discharges the other party of and from all suits, claims and demands for loss or damage to ns property by reason of any peril from time to time included In the coverage of the standard Maryland Insurance policy for fire and extended coverage on such property, and for which loss or damage such other party has been reimbursed by Insurance, notwithstanding that such loss or damage Is caused by, or occurs through, or as a result of, any acts or omissions (negligent or otherwise) of such other part, Its agents, servants, or employees, or any other cause which would result In liability under this Lease or by operation of law. This section shall be effective only if the applicable policy permits waiver of subrogation In advance of loss, or If an endorsement can be obtained on said polley permitting waiver of SUbrogation In advance of loss, without the payment of any addnlonal premiums for said endorsement. RET 591 10 . USE OF THE COMMON FACIUTIES 20. The Tenant shall abide by all rules and regulations promulgated by the Landlord with respect to the use of the Common Facilities In and upon the Shopping Center as described In Paragraph 1 of this Lease, and will not obstruct or block driveways applicable to any other stores at the Shopping Center, and will not use, or cause to be used, the aforesaid driveways for the parking of automobiles, but will use the same, and permit their use, only for the delivery of merchandise as expeditiously as possible, and will not cause nor permit, the unnecessary blocking or obstruction of the driveways or Interfere with access to any of the other stores In the Shopping Center. The Tenant agrees that no delivery or handling of merchandise shall take place In the front entrance of the Leased Premises. During the term of this Lease, customers of Tenant will be entitled to the non-exclusive use, but In common with others, of the driveways, footways and parking areas (subject to the right of the Landlord to rearrange such stores, driveways, footways, and parking areas as herein provided) provided that such use shall be subject to such rules and regulations as Landlord may, from time to time, prescribe governing the same; and provided that Landlord shall at all times hal/e full and exclusive control, management and direction of such driveways, footways, and parking areas. Landlord shall also have the right to police the same; to restrict parking by Tenant, its agents and employees; to designate employee parking areas; to establish and enforce parking charges (by meters or otherwise) with appropriate prol/lslons for free parking ticket validation by Tenant; to close temporarily all or any portion of the parking areas or facilities as may be required for proper maintenance and/or repair; to discourage non-customer parking; and to do and perform such other acts In and to such areas as In the use of Its business Judgement, the Landlord shall determine to be adl/lsable In order to Improve or make more convenient the use thereof by tenants, their officers, agents, Invltees, employees and customers. The Landlord may from time to time change the location, layout and arrangement of the parking areas, driveways, structures or Improvements of any kind, including but not limited to, additions to any building erected In the Shopping Center; prol/lded that, there shall at all times be a ratio of at least three square feet of parking area (including driveways and footways) for each square foot of ground floor selling area In the Shopping Center, unless such ratio shall be reduced to less than three to one as a result of a taking under the power of eminent domain or a sale under threat thereof of a portion of the parking area as herein defined. COVENANT TO SURRENDER AND HOLDING OVER 21. This Lease and the tenancy hereby created shall cease and terminate at the end of the Initial Lease Term or, at the expiration of any renewal period, If the renewal option Is properly exercised as described In Paragraph 1.B. of this Lease, without the necessity of any notice of termination from either Landlord or Tenant, and Tenant hereby waives notice to remove and agrees that Landlord shall be entitled to the benefit of any law respecting summary recol/ery of possession of the premises from a tenant holding ol/er to the same extent as if statutory notice were given. For the period of six (6) months prior to the expiration of the Initial Lease Term or any renewal period, respectively, Landlord shall hal/e the right to display on the exterior of the Leased Premises, the customary "For Rent" sign, and during such period Landlord may show the Leased Premises and all parts thereof to prospective tenants during normal business hours. If Tenant holds possession of the Leased Premises alter the termination of this Lease for any reason, Tenant shall pay Landlord at double the highest monthly rent installment reserved in this Lease, to Include Additional Rent, for such period, but such payment of rent shall not create any lease arrangement whatsoel/er between Landlord and Tenant. During such period, Landlord shall retain all of Landlord's rights under this Lease and shall be entitled to the benefit of any law respecting summary recovery of possession of premises from a tenant holding over. DEFAULT 22. Tenant covenants that If anyone or more of the rents hereby stipulated to be paid shall at any time during the Initial Lease Term or the renewal thereof be more than ten (10) days in arrears after written notice from Landlord that such be the case, or If Tenant shall default in performing or otherwise breach any of the covenants, conditions and agreements herein contained, other than the provision requiring the payment of rent, or if Tenant shall fail to move Into or take possession of the Leased Premises within thirty (30) days alter commencement of the Initial Lease Term, or if Tenant shall file or hal/e filed against It, any petition under any bankruptcy or insolvency law and this Lease Is not assumed by the Trustee In bankruptcy, then this Lease shall at once, and without notice of any kind, terminate and the Landlord shall become and be entitled to immediate possession of the Leased Premises, provided Landlord shall so elect, but not otherwise. Landlord shall thereupon immediately have the full right of re-entry upon the Leased Premises, by force or otherwise, If permitted by applicable law now or then In force, without formal notice or demand, and without liability of any kind; and also the right, but not the obligation, to re-let the Leased Premises for any unexpired balance of the lease term, and collect the rent therefor. In the el/ent of such re-Iettlng by Landlord, the re- letting shall be on such terms, conditions and rental as Landlord may deem proper, and the proceeds that may be collected from the same, less the expense of re-lettlng (Including reasonable leasing fees and commissions, and reasonable costs of renol/ating the Leased Premises), shall be applied upon the Tenant's rent obligation as set forth In this Lease for the unexpired portion of the lease term. Tenant shall be liable for any balance that may be due under this Lease, although Tenant shall hal/e no further right of possession of the Leased Premises. Such re-Iettlng shall not operate as a termination of this Lease, nor as a waiver or postponement of any right of Landlord against T enan!. Mention In this Lease of any particular remedy shall not preclude Landlord from any other remedy, In law or In equity. To the extent permitted by law, Tenant hereby expressly waives any and all rights of redemption. granted by or under any present or future laws In the event of Tenant being el/icted or dispossessed for any cause. Notwithstanding anything to the contrary contained herein or elsewhere, In the event this Lease is terminated due to the Tenant's breach thereof, the Landlord shall hal/e the right at Its option to either Immediately accelerate all rent or Additional Rent to be paid by Tenant for the remaining term of this Lease and institute legal action against the Tenant for such sum RET 591 11 I , Immediately or waR until the end of the term of this Lease before InstRutlng suit against Tenant for same. In eRher of such events, any sums received by the Landlord during said term from a subsequent lessee of the Leased Premises shall be applied as a credR agaInst the amounts due the Landlord from Tenant pursuant to the foregoing provision. The Tenant's obligations hereinabove mentioned shall survive the termination of the Lease due to Rs breach by Tenant QUIET ENJOYMENT 23. Landlord covenants that, upon the payment of rent herein provided, and the pertormance by the Tenant of all covenants herein, Tenant shall have and hold the Leased Premises free from any Interference from the Landlord, but subject to the terms of this Lease and any mortgage, deed of trust or other security Instrument placed upon the Shopping Center by Landlord. NOTICES 24. All notices, demands and requests required under this Lease shall be In writing and shall be deemed to have been properly given when deposRed In any receptacle maintained by the UnRed States Post Office Department sent certified mall, return receipt requested, postage prepaid, addressed (a) II to Landlord, at 9640 Deereco Road, Tlmonlum, Maryland 21093, or (b) If to Tenant, at Leased Premises. Any party may designate a change of address by written notice to the other party, given at least ten (10) days before such change of address is to become effective. GOVERNING LAW 25. This Lease shall be governed by and construed In accordance with the laws of the State of Pennsylvania. Should any provision of this Lease and lor Rs conditions be Illegal or unenforceable, such provision shall be considered severable, and the remainder of the Lease shall remain In force and be binding upon the parties as though such provisions had never been Included. RULES AND REGULATIONS 26. Tenant covenants that such rules and regulations as Landlord or any Merchant's Association establishes for the Shopping Center, which In their judgment are desirable for the reputation, safety, care or cleanliness of the Leased Premises, or the operation or maintenance of the Shopping Center and Its equipment, or the comfort of tenants, shall be faRhfully observed and performed by Tenant Tenant shall be deemed to have notice of any such rule and regulation when a copy thereof has been mailed to Tenant by such Merchant's Association or by Landlord at the time and In the manner set forth In this Lease for notices. Landlord and/or the Merchant's Association shall have the right to change such rules and regulations and to waive In writing, or otherwise, any or all of said rules and regulations In respect to one or more tenants. Landlord shall not be responsible to Tenant for the non-observance or violation of any of such rules and regulations by any other tenant or other person. The provisions of the rules and regulations shall not be deemed to IImR any covenant or provision of this Lease to be performed or fulfilled by Tenant TRIAL BY JURY 27. Landlord and Tenant aCknowledge their respective rights to a trial by Jury In any action, proceeding or counterclaim brought by eRher of the parties hereto against the other or any matters whatsoever arising out of or In any way connected wRh this Lease, the relationship of Landlord and Tenant, Tenant's use or occupancy of the Leased Premises and/or any claim or Injury or damage, except for causes of action resulting from non-payment of rent In which Instance the parties hereby waive a trial by Jury. CAPTIONS, PRONOUNS 28. The captions are Inserted only as a matter of convenience and for reference and In no way define, IImR or describe the scope of this Lease, or the Intent of any provision thereof. Reference to masculine, feminine, or neuter gender shall Include all other genders. SUCCESSORS AND ASSIGNS 29. This Lease and the covenants, terms and condRlons contained herein shall Inure to the benefit of and be binding on Landlord, Rs successors and assigns, provided that, II Landlord shall transfer title to the Shopping Center, by operation of law or otherwise, the Landlord shall be relieved of all covenants and obligations hereunder upon completion of such sale or transfer, and It shall be considered that the transferee has assumed and agreed to carry out all of the obligations of the Landlord hereunder. This Lease and the covenants, terms and condRlons contained herein shall be binding on and Inure to the benefR of Tenant, Rs heirs, personal representatives, and permitted successors and assigns. SECURITY INTEREST 30. To secure performance of all of Tenant's obligations under this Lease, Tenant hereby grants Landlord a security Interest In and to all equipment, fixtures and Inventory of Tenant, now or hereafter located on the Leased Premises, and all proceeds and products thereof. In connection therewith, Landlord shall have all the rights and remedies of a secured credRor under the Maryland Unllorm Commercial Code. This securRy interest shall be in addRlon to any RET 591 12 . other lien granted to Landlord as a matter of law. Such security interest is subject to purchase money security Interest in favor of Tenant's lender. FEES AND EXPENSES 31. If Tenant shall default In the observance or performance of any term or covenant on Tenant's part to be observed or performed under or by virtue of any of the terms or provisions In this Lease, Landlord may Immediately, or at any time thereafter and without notice, perform the same for the account of Tenant, and If Landlord makes any expenditures or Incurs any obligations for the payment of money In connection therewith Including, but not limited to, attorney's fees in Instituting, prosecuting or defending any action or proceeding, such sums paid or obligations incurred together with Interest thereon at the annual rate of fifteen percent (15%) per annum shall be deemed to be Additional Rent hereunder and shall be paid by Tenant to Landlord within five (5) days of rendition of any bill or statement to Tenant therefor. SEVERAL LIABILITY 32. If the Tenant shall be one or more individuals, corporations or other entities, whether or not operating as a partnership or Joint venture, then each such individual. corporation, entity,loint venturer or partner shall be deemed to be both jointly and severally liable for the payment of the entire rent and other payments specified herein. NO WAIVERS 33. The failure of Landlord to insist, In anyone or more Instances, upon a strict performance of any of the covenants of this Lease, or to exercise any option herein contained, shall not be construed as a waiver, or a relinquishment for the future of such covenant or option, but the same shall continue and remain In full force and effect. The receipt by Landlord of rent, with knowledge of the breach of any covenant hereof, shall not be deemed a waiver of such breach, and no waiver by Landlord of any provision hereof shall be deemed to have been made unless expressed In writing and signed by Landlord. NO ORAL MODIFICATIONS 34. This Lease contains the entire agreement between the parties hereto and no change, waiver, or modification of the terms of this Lease shall be binding unless in writing and signed by all of the parties hereto. Landlord or Landlord's agents have made no representations or promises with respect to the Shopping Center or Leased Premises except as expressly set forth herein. In particular, the Plot Plan attached hereto as Exhibit A does not constitute any representation or warranty as to the location of any store, other than the Leased Premises, or as to the number of stores In the Shopping Center, or of the size or locatIon of the Common Facilities. Landiord reserves the right, In Its sole discretion, to change the layout or location of all other stores or of the Common Facilities In the Shopping Center at any time or from time to time. RECORDING 35. This Lease may be recorded at the option of Landlord and, If so elects, the costs of such recording Including recordation tax and transfer tax shall be shared equally by Landlord and Tenant. COUNTERPARTS 36. This Lease may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same lease. WAIVER OF LIABILITY 37. Notwithstanding anything to the contrary contained In this Lease, It is agreed and understood that Tenant shall look solely to the estate and property of Landlord in the Leased Premises for the enforcement of any judgment (or other Judicial decree) requiring the payment of money by the Landlord to the Tenant by reason of any default or breach by the Landlord In the performance of Its obligations under this Lease, It being agreed hereby that no other assets of the Landlord shall be subject to levy, execution, attachment or other such legal process for the enforcement or satisfaction of the remedies pursued by Tenant In the event of such default or breach. ENVIRONMENTAL REQUIREMENTS 38. Tenant hereby represents and warrants to Landlord that no materials will be located on the Property which, under federal, state, or local law, statute, ordinance or regulations; or court or administrative order or decree; or private agreement (hereinafter collectively, "Environmental Requirements"), require special handling In collection, storage, treatment, or disposal. Tenant hereby covenants and agrees that, If at any time It is determined that there are materials located on the premises which, under any Environmental Requirement require special handling in collection, storage, treatment, or disposal, Tenant shall, within thirty (30) days after written notice thereof, take or cause to be taken, at Its sole expense RET 591 13 ,. ... .,J. itu;~ }~ . it' .,..' ~.. J ;ff . r ItrJ~l t ~i I(!.~ f. .1 . I~i; ~J r- . Ili!1 lllin I~~ Itl!!, 1:1 ~ '" ". III r . ' /. I..--....,~.-:r--w.__.. '. .., .0 .,~ . "' -J. ~. '\ ...,.., .M. ..... ...".,...... . .'. 1'1'....,. ". ..~!"..' .t .wo-,,,. ,.". \ . I o . . ~ ". ~. , . -~--..._- I f I'j/j' .t\r .. 1:!~11 I,., I' it'; . IdiH 1\ ~ ! ii ~I : '. 1)1 ~ , r1 : . . ~ 0 . ~ ; I f I i el I . ..' .. ......,.,..q , , ,.... Il!IIIII!~!IIIII\I!!\Il!!lllml'(lli'il'iill!li Ii 5 I!, Il:lqlIHlhHIl'i/I! !1iI I': 1111 ,I {,II II:jil\'I;i;liltMiilii!\:II,'II.1 t,llb'~!li!I'I:I' , I II 'I to "'ll"lli1 .' J'II m ,1,\!h'I'Hiil,\,!j:/,i'i'UHlIl i,III1'iI,' I. · 'II' , ".,. i "1'11 i'II,. 'I 1"1 llb~ i ;;H!\iii,i"I,'llj' i I'!,l:l ' I! 'I! "ll!jl'! I! ill '\11.' I ! . <<,' !", I I I I 1 , - r"~ . . ,~ CONSENT. ASSI~ AND ASSUMPTION AGREEMENT 1993 THIS CONSENT. ASSIGNMENT AND ASSUMPTION AGREEMENT is made as of this day of December. 1'3t, by and between Hill Management Servicea, Inc. a Maryland Corporation. agent for the Owner, (herein referred to as "Landlord"), Chung Yan Chan and Chang Rui Lin (herein referred to as "Tenant"), and Joe J. Wang and Kong Can Wang (herein referred to as "Assignee"). RECITALS WHEREAS, Tenant is the lessee of the premises located at Shippensburg Shopping Center. Cumberland. PA (herein referred to as the "Premises"), under that certain Lease Agreement dated December 30. 1991 by and between Hill Managem Services. Inc. and Chung Yan Chan and Chang Rui Lin; and WHEREAS. Tenant desires to assign all of its rights and obligations under this Lease to Assignee effective the transfer of the business from the Tenant to Assignee. NOW THEREFORE, in consideration of the premises hereinafter contained, and for other good and valuable consideration, receipt and sufficiency of which are hereby acknowledged, the parties do hereby agree as follows: 1. Consent. Landlord hereby consents to the assignment by Tenant to Assignee and the assumption by Assignee of Tenant' s rights and obligations under the Lease upon the. terms and conditions her~.tn\"tter contained '. !\nd hereby ackn!'wl;Ii&1I13 -the 'transfel" . ~ Slf se1Z~r_ity ~"po.a1.a:.t.t-250', 00 from assignor to assi~nee. , . . 2. Assianment. Tenant hereby sells, aSSlgns and transfers to Assignee and Assignee hereby accepts, all of Tenant's rights, title and interest in and to the Lease. 3. Assumption. Assignee (i) agrees to faithfUlly perform all of Tenant's covenants, stipulations and agreements under the Lease, (ii) assumes all of Tenants liabilities and obligations under the .Lease and (iii) shall be considered the "Tenant" as such' terms are used in the Lease made by' and between Hill Mangement Service Inc. and Chung Yan Chan and Chang Rui Lin. s, 4. Liabilitv 9f ~nant. Notwithstanding the provisions of paragraph 3 hereof (i) this Agreement shall not relieve Tenant from any of its liabilities or Obligation under the Lease, (il) Tenant shall remain liable under all the terms, covenants and conditions of the Lease to the end of the term thereof, and (iii) upon a default by Assignee of any of its obligations under the Lease, Landlord shall be under no obliga~n to re-assign the Lease to Tenant or any of its principals,1jJ Tenant further agrees that Landlord and Assignee may change, modify or amend the Lease in any way, including the rental to be paid thereunder, without notice to or consent of Tenant, and without releasing or relieving Tenant from its liabilities and obligations under the Lease as currently provided in the Lease. 5. Future Assiq!lJl!!?.Dts. Landlord's consent to the assignment and assumption of the Le<lse as set forth in this Agreement shall not be deemed a waiver or rel~nquish~ent of the Landlord's right under the Lease to approve future assignments of the Lease or future subleases of the Premises. 6. Recordin~x~Qse~. Any and all transfer taxes, stamp taxes and recording taxes relating to the transaction evidenced by this Agreement shall be paid by Assignee. 7. Successor.s and Assians. This Agreement shall be binding upon the successors and assigns of the parties. Notwithstanding the foregoing, this Agreement may not be assigned by the Tenant or the Assignee without the prior written consent of the Landlord. 8. Headinas. All paragraph headings are contained herein for convenience only and shall not be considered in the interpr~tation of the provisions of this Agreement. o and Landlord may look to Tenant to cure any and all defaults. ~ EXHIBIT ~ P> '" ~ " _.,,<,..~'~~.~- 'N " , , Inc . . . ""1",'0, 1I .. .. ~-,' '-'-' 9. Further Instruments. The parties shall execute and deliver such further and additional instruments, agreements and other documents as may be necessary to evidence or carry out the provisions of this Agreement. 10. Applicable Law. This Agreement shall pe construed and enforceable in accordance with the laws of the state of Maryland. 11. Amendment. This Agreement Inay be amended only by a writing executed by all parties hereto. :IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed under seal by their duly authorized officers as of the day and year first above written. WITNESS: ,Hill Management Services, Inc. Agent for landlord i:;pfJ.I;' -r AtJA/flm~ .~t~ Chung Yan Chan BY O1lw tft~liIC, y~r Date: fl/2-,/QL , Tenant Chang Rui Lin BY tIft! c/1wO ~l Date: /1--/1-I/!fL , t Tenant Joe J. Wang ~.~"(jI ..si,.s. Il hi y.J., r I BY x., Date: Kong Can Wang I~ BY~~~ Assignee Date: fJ-/..e /tL , STATE OF MARYLAND, CITY/COUNTY OF' t)JhM~ , TO WIT: I HEREBY CERTIFY, that on this 11'th day of ~ 19'13 , before we a N~t~ A,Public of the state aforesaid, personally appeared !ifcjll4l1lJ 1::.. r1 w:.,O known to roe (or satisfac~oria1f proven) to be the person whose name is subscribed to the wLthin instrument, who signed the same in my presence and acknowledged that he executed the same for the purpose th~rein contained. WITNESS MY HAND AND NOTARIAL SEAL. I (l tHtJ:L~J ,- '&,~~ ~~ V My oommission expires: ~~q9.~ ,- . , -.' , . -t.0"d " -- .. "'-'r'''.. . - . - ; York .......... ~. STATE OF ~~,x~'l/COUN'l''l OF' New York , TO WIT: I HEREBY CERTIFY, that on this 21 5/- day ot lJ.c~1../ 19 , before me a Notary Public of the State aforesaid, personal1 appeared Chung Yan Chan and Chang Rui Lin known to me (c satisfactorialy proven) to be the person whose name is subscribe to the within instrument, who signed the same in my presence, an acknowledged that he e~ecuted the same for the purpose therei contained. WITNESS ~y HAND AND NOTARIAL SEAL. My ~'''l Lr commission eXPirea: . AMY Y. LEUNG "0'""" P"bilc, Stete of NewYadc ',) 31 .4969263 ')tJ.--I'li'.~i..i In New York eountv," F . :,f\nlJSSIOn Expires July 9, 1~""" New York STATE OF ~~, ::OO/l!lf/COUNTY OF New York , TO WIT: I HEREBY CERTIFY, that on this 2g ~ day of ~<:t--'~ 19. , before me a Notary public of the state aforesaid, personall appeared Joe J. Wang and Kong Can Wang known to me (0 satisfactorialy proven) to be the person whose name is subscribe- to the within instrument, who signed the same in my presence, an- acknowledged that he executed the same for the purpose therei: contained. WI~NESS MY HAND AND NOTARrA~ SEAL. My commission .~ exp~res: .." ",nING ", '. I ........ (~eVlfyo"" No.31 -,13 f Quelitled '" (II.. , · County CJ ~'-1mmlsllon El(p~.~:;; JulV 9.19_ S30I^~3S ~d~/lW~W "T~ ~~-~- ~ ' . , . . . r . , . -L.--- ADDENDUM TO LEASE THIS ADDENDUM TO LEASE, Is made this}':> day of i-1. A I ,1992, by and between Hili Management Services, Inc., herein referred to as "Landlord" and Chung Van Chan and Chang Rul Un T / A Chinatown Kitchen Restaurant, herein referred to as "Tenant". WHEREAS, the Landlord and Tenant have heretofore entered Into a Lease Agreement dated December 31, 1991, for the Leased Premises known as Store #1, Shlppensburg Shopping Center, Cumberland County, Pennsylvania; and WHEREAS, the parties hereto desire to amend the Commencement Date of the aforesaid Lease Agreement subject to the following modifications; to wit: NOW, THEREFORE, WITNESSETH: 1.A. Initial Term. Landlord does hereby lease the Leased Premises to Tenant and Tenant does hereby rent the Leased Premises from Landlord for a term of ten (10) years (herein referred to as the "Initial Lease Term") commencing on June 1, 1992, (herein referred to as the "CommenCement Date") and terminating as of midnight on May 31,2002. All other terms; covenants and conditions of the Lease Agreement shall remain In full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be duly executed under seal on the day and year first above written. WITNESS: HILL MANAGEMENT SERVICES, INC. ~~.:;v/~d~ (SEAL) --1~H, C{~;(J'J By: O/~..v a~o/' ~ (SEAL) CHUNG YAN CHAN, Owner Tenant 71+. c(~~ Date: .-oy/> - I cr L CHANG RUI UN .. By: all/~ (!lU.(; CHANG RUI UN, Owner (SEAL) Tenant ~ EXHIBIT " ~ ~ (' t;; \.....-- .:. <i , . 12/13/05 . ' . . ' . .. . . Attention: Joe Korsak Ginny Walker cc: TC ER KB From: Lori Kapraun Hill Management Services, Inc. I would like to file on the following tenant for non-paymer Joe J. Wang, Kong Can Wang Court: Pennsylvania (Chinatown Kitchen Restaurant) Address: 15 Walnut Bottom Road Shippensburg, PA 17257 Retail Shippensburg Shopping Center Lease: Property: Charges: 10/01/05 Uncollected Rent $ 2,081.33 11/01/05 Uncollected Rent $ 2,081.33 12/01/05 Uncollected Rent $ 2,081.33 10/10/05 Late Char~e $ 219.66 11/10105 Late Char~e $ 219.66 12/10/05 Late Charae $ 219.66 09/21/05 Ooeratina Costs $ 1,100.58 10101f05 Ooerating Costs $ 115.28 11/01f05 Ooerating Costs $ 115.28 12/01/05 Operating Costs $ 115.28 10/19f05 Sewer Charoe $ 78.00 12/05/05 Tax Pass Thru $ 1,545.64 Total: $ 9,973.03 . ~ w ~ ~ ~ D EXHIBIT [:) ~ ,......' l.J) C) '(2 ~ ~n \ --! !n ...,.., ..".... roo". ~:;:. ?J ()j ~ \ G' , -...... lr1 \j , .' '1 h , ~ ! ...... c.'" ,1',-1 C> U'1 I .u 'l -t) c;- ,-<; - ~ - -, SHERIFF'S RETURN - REGULAR CASE NO: 2006-00762 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND HILL MANAGEMENT SERVICES INC VS WANG JOE J ET AL MICHAEL BARRICK , Sheriff or Deputy Sheriff of Cumberland County, Pennsylvania, who being duly sworn according to law, says, the within COMPLAINT & NOTICE was served upon WANG JOE J the DEFENDANT , at 1315:00 HOURS, on the 8th day of February 2006 at 203 S CONESTOGA DRIVE SHIPPENSBURG, PA 17257 by handing to TIANG MEI, EMPLOYEE, ADULT IN CHARGE a true and attested copy of COMPLAINT & NOTICE together with and at the same time directing Her attention to the contents thereof. Sheriff's Costs: Docketing Service Postage Surcharge So Answers: 18.00 18.48 .39 10.00 .00 46.87 rJP~~€,,~~ R. Thomas Kline 02/09/2006 HILL MANAGEMENT /,' Sworn and Subscribed to before By: h. !.,~tJ.' me t lS "' day of J A.D. SHERIFF'S RETURN - REGULAR CASE NO: 2006-00762 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND HILL MANAGEMENT SERVICES INC VS WANG JOE J ET AL MICHAEL BARRICK Sheriff or Deputy Sheriff of Cumberland County, Pennsylvania, who being duly sworn according to law, says, the within COMPLAINT & NOTICE was served upon WANG KONG CAN the DEFENDANT , at 1315:00 HOURS, on the 8th day of February 2006 at 203 S CONESTOGA DRIVE SHIPPENSBURG, PA 17257 by handing to TIANG MEI, EMPLOYEE, ADULT IN CHARGE a true and attested copy of COMPLAINT & NOTICE together with and at the same time directing Her attention to the contents thereof. Sheriff's Costs: Docketing Service Affidavit Surcharge So Answers: 6.00 .00 .00 10.00 .00 16.00 .;/. r ,p ~.~-''''' ' ",~.;;,; R. Thomas Kline 02/09/2006 HILL MANAGEMENT //} // / Sworn and Subscribed to before By: me thi s 15~ day of A.D. SHERIFF'S RETURN - REGULAR CASE NO: 2006-00762 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND HILL MANAGEMENT SERVICES INC VS WANG JOE J ET AL MICHAEL BARRICK Sheriff or Deputy Sheriff of Cumberland County, Pennsylvania, who being duly sworn according to law, says, the within COMPLAINT & NOTICE was served upon WANG JOE J T/A CHINATOWN KITCHEN DBA CHINATOWN KITCHEN the DEFENDANT , at 1315:00 HOURS, on the 8th day of February 2006 at 203 S CONESTOGA DRIVE SHIPPENSBURG, PA 17257 by handing to TIANG MEI, EMPLOYEE, ADULT IN CHARGE a true and attested copy of COMPLAINT & NOTICE together with and at the same time directing Her attention to the contents thereof. Sheriff's Costs: Docketing Service Affidavit Surcharge So Answers: 6.00 .00 .00 10.00 .00 16.00 .' R. Thomas Kline me this I~"" day of 02/09/2006 / HUL:A~;~ Sworn and Subscribed to before j A.D. SHERIFF'S RETURN - REGULAR CASE NO: 2006-00762 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND HILL MANAGEMENT SERVICES INC VS WANG JOE J ET AL MICHAEL BARRICK Sheriff or Deputy Sheriff of Cumberland County, Pennsylvania, who being duly sworn according to law, says, the within COMPLAINT & NOTICE was served upon WANG KONG CAN T/A CHINATOWN KITCHEN DBA CHINATOWN KITCHEN the DEFENDANT , at 1315:00 HOURS, on the 8th day of February 2006 at 203 S CONESTOGA DRIVE SHIPPENSBURG, PA 17257 by handing to TIANG MEI, EMPLOYEE, ADULT IN CHARGE a true and attested copy of COMPLAINT & NOTICE together with and at the same time directing Her attention to the contents thereof. Sheriff's Costs: Docketing Service Affidavit Surcharge 6.00 .00 .00 10.00 .00 16.00 So Answers: 4'-/;",,'" ~. ~ (~,,';: ..~ '7 ;;:;-.t:Ay.~--<',- R. Thomas Kline 02/09/2006 HILL MANAGEMENT /' / ",// / ~// Sworn and Subscribed to before By: me this I~ day of J--" J. 0-04 A.D. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYL VANIA HILL MANAGEMENT SERVICES, INC., Plaintiff, No. 06-762 Civil Term v. JOE J. WANG, INDIVIDUALLY, KONG CAN WANG, INDIVIDUALLY, And JOE J. WANG t1a CHINATOWN KITCHEN d/b/a CHINATOWN KITCHEN RESTAURANT, Defendants. CIVIL ACTION - LAW PRAECIPE TO SETTLE AND SATISFY To the Prothonotary: Please mark the above-captioned action settled and satisfied. LAW OFFICE OF JOSEPH C. KORSAK D." J fslI6 By: . Korsak, Esquire rth Queen Street rk,PA17403 elephone: (717)854-3175 Email: jkorsak@blazenet.net Supreme Court Id: 22233 ~ . CERTIFICATE OF SERVICE The undersigned hereby certifies that on this date a true and correct copy ofthe foregoing document was served by postage prepaid, first-class U.S. mail, upon the following: Joe J. Wang 203 S. Conestoga Drive Shippensburg, P A 17257 Kong Can Wang 203 S. Conestoga Drive Shippensburg, P A 17257 Joe J. Wang t/a Chinatown Kitchen d/b/a Chinatown Kitchen Restaurant 203 S. Conestoga Drive Shippensburg, P A 17257 Kong Can Wang t/a Chinatown Kitchen d/b/a Chinatown Kitchen Restaurant 203 S. Conestoga Drive Shippensburg, P A 17257 /' Date: sf> ;~ By: / C orsak, Esquire La lee of Joseph C. Korsak 33 orth Queen Street York,PA 17403 Telephone: (717)854-3175 Email: ikorsakialblazenet.net Supreme Court Id: 22233 . ~ ~W:... 'Z j:'. -mS: ~t) ~c 7Q ~ ~ ~ ~ ~~ ~ -0 , ~ tf\ g( :;: ..,-, ~ %% - =='\ ;p ~ .-1