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EXHIBIT 10.19
COMMERCIAL BUILDING LEASE
THIS COMMERCIAL BUILDING LEASE, (this "Lease") is made as of this _____
day of June, 1995, by and between ILLINOIS BELL TELEPHONE COMPANY, an Illinois
corporation, d/b/a AMERITECH ILLINOIS (hereinafter referred to as the
"Landlord") and NORTH SHORE COMMUNITY BANK & TRUST COMPANY, an Illinois State
banking association (hereinafter sometimes referred to as the "Tenant") who
mutually covenant and agree as follows:
I.
GRANT AND TERM
1.0 Grant. Landlord, for and in consideration of the rents herein
reserved and the covenants and agreements herein contained on the part of the
Tenant to be performed, hereby leases to Tenant, and Tenant hereby lets from
Landlord, that portion of certain real estate commonly known as 794 Oak Street
in Winnetka, Illinois (the "Building"), as depicted in Exhibit A attached
hereto; consisting of Eight Hundred Fifty-Five (855) rentable square feet of
the Building on the first floor, as depicted on the floor plan attached hereto
as Exhibit B-1 and Three Thousand Two Hundred Seventy Seven (3,277) rentable
square feet of the building on the second floor, as depicted on the floor plan
attached hereto as Exhibit B-2 together with all appurtenances belonging to or
in any way pertaining to the said premises (such real estate, improvements and
appurtenances hereinafter sometimes jointly or severally, as the context
requires, referred to as "Leased Premises").
1.1 Term. The term of the Lease shall commence on the first day of the
second month following the satisfaction of the Conditions Precedent, as that
term is defined in Article XXII herein, (hereinafter sometimes referred to as
the "Commencement Date") and shall end on the tenth (10th) anniversary of the
Commencement Date, (the "Initial Term"), unless sooner terminated or extended
as herein set forth.
1.2 Renewal Options. Tenant shall have two (2) successive options to
extend the term of this Lease for five (5) years each (each a "Renewal Term"),
on the same terms and conditions as contained herein, except in respect of
rent, the terms of which shall be as negotiated by Landlord and Tenant based
upon prevailing market rental rates for comparable real estate in the Winnetka,
Illinois area outside of the overlay district. However, in no event shall the
rent be less than the rent effective on the last day of the Initial Term or the
Renewal Term, as the case may be. Each such option may be exercised by written
notice from Tenant to Landlord not later than sixty (60) days prior to the end
of the Initial Term or Renewal Term, as the case may be.
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1.3 Termination Option. Both parties shall have the right to
terminate the lease at any time after the seventh year of the term,
including during Renewal Terms by giving the other party no less than twelve
(12) months written notice.
II.
POSSESSION
2.0 Possession. Landlord shall deliver possession of the Leased Premises
to Tenant on or before the Commencement Date in their condition as of the
execution and delivery hereof, reasonable wear and tear excepted.
III.
PURPOSE
3.0 Purpose. The Leased Premises shall be used and occupied only for the
operation of a general banking and trust business.
3.1 Uses Prohibited. Tenant shall not use or occupy the Leased Premises,
or permit the Leased Premises to be used or occupied, contrary to any statute,
rule, order, ordinance, requirement or regulation applicable thereto; or in any
manner which would violate any certificate of occupancy affecting the same; or
which would cause structural injury to the improvements (except for the
Tenant's Work as hereinafter provided and defined); or cause the value or
usefulness of the Leased Premises, or any part thereof, to diminish; or which
would constitute a public or private nuisance or waste.
IV.
BASE RENT AND ADDITIONAL RENT
4.0 Rent. Beginning with the Commencement Date, Tenant shall pay to and
upon the order of Landlord until otherwise notified in writing by Landlord, as
rent for the Leased Premises, at such place or places as Landlord may designate
in writing from time to time, and in default of such designation then at the
office of the Landlord, as hereinafter provided, an annual base rental of Sixty
Two Thousand Nine Hundred Seventy-Eight and No/100 Dollars ($62,978.00) payable
monthly in advance in installments of Five Thousand Two Hundred Forty Eight and
17/100 Dollars ($5,248.17) each. Notwithstanding the foregoing, it is
understood and agreed by and between the parties hereto that for the twelve
(12) month period commencing on the Commencement Date, and continuing on the
first day of each and every anniversary date thereafter for each subsequent
twelve (12) month period of the term of this Lease (each successive twelve (12)
month period is hereinafter referred to as a "Lease Year"), the annual
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rental for the Leased Premises shall be increased to an amount equal to one
hundred and four (104%) percent of the previous year's annual rental.
4.1 Rent Abatement. Tenant shall receive rent abatements as follows:
(a) Cost of Moving "Maintenance Center". Tenant shall pay the
cost, not to exceed $20,000.00, of moving Landlord's "Maintenance
Center" which is currently located on the first floor,
approximately where the teller stations are planned. Landlord
shall choose the contractor to perform the work. Tenant's base
rent shall be abated for the same amount Tenant is required to pay,
not to exceed $20,000.00. Tenant will receive the base rent
abatement, so long as Tenant has paid the moving cost, as of the
Commencement Date, until the full moving cost which tenant has paid
has been abated.
(b) Tenant will receive base rent abatements for the first, second,
third, and fourth years of the Term in the amounts of $7,000.00,
$5,000.00, $3,000.00, and $1,000.00, respectively. The abatements
will commence, amortized over the year to which the abatement
relates, after the abatements described above in this paragraph 4.1
(a) are satisfied.
4.2 Additional Rent. In addition to the rent as provided for in Section
4.0, the Tenant shall pay to the Landlord the following (which collectively
shall be referred to as the "Additional Rent"):
(a) Tenant's Share, as that term is defined herein, of the Exterior
Maintenance Expenses, as that term is defined in Section 5.0, and;
(b) Tenant's Shares, as that term is defined herein, of the
Impositions, as that term is defined in Section 6.0.
4.3 Tenant's Share. The "Tenant's Share" of the Additional Rent shall be
equal to 17.6% of the Additional Rent, which is based upon a fraction, the
numerator of which is the Rentable Area square footage of the Leased Premises
(which is agreed to be Four Thousand One Hundred Thirty-Two, (4,132) rentable
square feet), and the denominator of which is the total Rentable Area square
footage of the Building (which is agreed to be Twenty-Three Thousand Four
Hundred Eighty-Four (23,484) rentable square feet).
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V.
EXTERIOR MAINTENANCE EXPENSES
5.0 Definition. The term "Exterior Maintenance Expenses" shall mean the
actual direct costs attributable to the following items: Landscaping, snow
removal, lawn care, sewer maintenance and repairs, if any, and any other
expenses considered by Landlord to be necessary to the exterior maintenance of
the building and grounds. This list is not intended to be complete, rather,
should Landlord in future periods deem it necessary, other expenses shall be
properly included.
Any increase in the Exterior Maintenance Costs will be capped at four percent
(4%) annually, cumulatively.
5.1 Payment of Exterior Maintenance Expenses. Within ninety (90) days of
the commencement of each Lease Year, the Landlord shall provide the Tenant with
its reasonable estimate of the cost of the Exterior Maintenance Expenses for
that Lease Year. During each month of the Lease Year, Tenant shall pay to the
Landlord one-twelfth (1/12) of the payments of the Exterior Maintenance
Expenses for that Lease Year. If the actual cost of the Exterior Maintenance
Expenses for any Lease Year are greater than originally anticipated by the
Landlord, the Tenant shall, within thirty (30) days from its receipt of written
verification for the basis for the excess Exterior Maintenance Expenses, pay to
the Landlord the Tenant's Share of such Exterior Maintenance Expenses in a lump
sum. If the actual Exterior Maintenance Expenses for any Lease Year are less
than originally anticipated by the Landlord, the Landlord shall reimburse such
additional amount to the Tenant within ninety (90) days from the expiration of
any Lease Year in a lump sum. The Landlord agrees that the Tenant shall have
reasonable access to its books and records to determine the actual cost of the
Exterior Maintenance Expenses.
VI.
IMPOSITIONS
6.0 Definitions. Tenant shall pay the Tenant's Share of all taxes and
assessments, general and special, water rates and other impositions, ordinary
and extraordinary, of every kind and nature whatsoever, which may be levied,
assessed or imposed upon the Building, or any part thereof, or upon any
improvements at any time situated thereon, accruing or becoming due and payable
during the term of this Lease, together with the Tenant's Share of all costs of
any policy of insurance insuring the Building against such risks and in such
amounts as may be deemed reasonably necessary by the Landlord (all of the
aforesaid collectively referred to herein as the "Impositions"); provided,
however, that the general taxes and insurance levied against the Leased
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Premises shall be prorated between Landlord and Tenant as of the Commencement
Date for the first year of the Lease term and as of the expiration date of the
Lease term for the last year of the Lease term (on the basis of Landlord's
reasonable estimate thereof). Tenant may take the benefit of the provisions of
any statute or ordinance permitting any assessment to be paid over a period of
years and Tenant shall be obligated to pay only those installments falling due
during the term of this Lease.
6.1 Payment of Impositions. Upon delivery by the Landlord to the Tenant
of any bill attributable to any Imposition, the Tenant shall, within thirty
(30) days of its receipt of same, pay to the Landlord, the Tenant's Share of
any such Imposition.
VII
INSURANCE
7.0 Kinds and Amounts. Tenant shall procure and maintain, at its own cost
and expense, policies of insurance for its property to be located at the Leased
Premises against such risks and in such amounts which are deemed reasonably
necessary by the Tenant. Upon request from Landlord, Tenant shall provide
Landlord with evidence of insurance.
7.1 Mutual Waiver of Subrogation Rights. Whenever (a) any loss, cost,
damage, or expense resulting from fire, explosion or any other casualty or
occurrence is incurred by either of the parties of this Lease, or anyone
claiming by, through, or under it in connection with the Leased Premises, and
(b) such party is then covered in whole or in part by insurance with respect to
such loss, cost, damage or expense, or required under this Lease to be so
insured, then the parties so insured (or so required) hereby release the other
party from any liability said other party may have on account of such loss,
cost, damage or expense to the extent of any amount recovered by reason of such
insurance (or which could have been recovered had such insurance been carried
as so required) and waives any right of subrogation which might otherwise exist
in or accrue to any person on account thereof, provided that such release of
liability and waiver of the right of subrogation shall not be operative in any
case where the effect thereof is to invalidate such insurance coverage or
increase the cost thereof.
VIII.
DAMAGE OR DESTRUCTION
8.0 Tenant's Obligation to Rebuild. In the event of damage to, or
destruction of, any improvements on the Leased Premises, or of the fixtures
therein, by fire and other casualty, Tenant shall promptly, at its expense,
repair, restore, or rebuild the same to the condition existing prior to the
happening of such fire or other casualty. In the event of damage to, or
destruction of,
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any portion of the Building which makes the Leased Premises untenantable, the
Landlord shall promptly, at its expense, repair, restore or rebuild the same to
allow the Leased Premises to be used for its intended use by the Tenant. Rent
shall be reduced or abated during the period of such repair, restoration, or
rebuilding by an amount equal to that portion of the Leased Premises which are
not tenantable, whether as a result of damage to the Leased Premises, or damage
to the Building which makes the Leased Premises untenantable.
8.1 Preconditions to Rebuilding. Before Tenant commences such repairing,
restoration, or rebuilding involving an estimated cost of more than Twenty-Five
Thousand Dollars ($25,000), plans and specifications therefore shall be
submitted to Landlord for approval (which approval shall not be unreasonably
withheld or delayed) and Tenant shall furnish to Landlord (a) an estimate of
the cost of the proposed work; and (b) satisfactory evidence of sufficient
contractor's comprehensive general liability insurance covering Landlord,
builder's risk insurance, and workmen's compensation insurance.
8.2 Payment for Rebuilding. Provided that the insurer does not deny
liability, as to the insureds, and provided Tenant is not then in default
hereunder, all sums arising by reason of loss under the insurance referred to
in subsection 8.0 which is attributable to the Leased Premises, shall be
deposited with the Depositary (as hereinafter defined) to be available to
Tenant for the work. Tenant shall deposit with the Depositary any excess cost
of the work over the amount held by the Depositary as proceeds of the insurance
within thirty (30) days from the date of the determination of the cost of the
work by the Tenant's in accordance with subsection 8.1(a), or if the insurer
has denied liability as to the insureds, or if Tenant is then in default
hereunder, then Tenant shall deposit the full amount of the work with the
Depositary. Tenant shall diligently pursue the repair or rebuilding of the
improvements in a good and workmanlike manner using only quality workmen and
materials. The Depositary shall pay out construction funds from time to time
on the written direction of Tenant provided that the Depositary and Landlord
shall first be furnished with waivers of lien, contractors, and subcontractors
sworn statements and other evidence of cost and payments so that the Depositary
can verify that the amounts disbursed from time to time are represented by
completed and in place work and that said work is free and clear of possible
mechanics liens. At all times the undisbursed balance remaining in the hands
of Depositary shall be at least sufficient to pay for the cost of completion of
the work free and clear of liens; any deficiency shall be paid into the
Depositary by Tenant. Depositary, as used herein, shall be any first mortgagee
of the Leased Premises, or the Landlord if there is no first mortgage of the
Leased Premises or if such first mortgagee has refused to act as Depositary.
8.3 Excess Receipts by Depositary. Any excess of money received from
insurance remaining with the Depositary after the repair or rebuilding or
improvements, if there is no default by Tenant then existing in the performance
of the Tenant's covenants and agreements hereunder, shall be paid to Tenant.
8.4 Failure To Rebuild By Tenant. If Tenant shall fail to commence the
repair or rebuilding of the improvements within a period of ninety (90) days
after damage or destruction
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by fire or otherwise, and prosecute the same thereafter with such dispatch as
may be necessary to complete the same within a reasonable period after said
damage or destruction occurs, then, in addition to whatever other remedies
Landlord may have either under this Lease, at law or in equity, the money
received by and then remaining in the hands of the Depositary shall be paid to
and retained by Landlord as security for the continued performance and
observance by Tenant of the Tenant's covenants and agreements hereunder, or
Landlord may terminate this Lease and then be paid and retain the amount so
held as liquidated damages resulting from the failure on the part of Tenant to
comply with the provisions of this Article.
8.5 Failure to Rebuild by Landlord. If Landlord shall fail to commence
the repair or rebuilding of that portion of the Building affecting the Tenant's
use of the Leased Premises within ninety (90) days after damage or destruction
by fire or otherwise, and prosecute same with such dispatch as may be necessary
to complete same within a reasonable period after such damage or destruction
occurs, then the Tenant may terminate this Lease and all the obligations of the
Tenant to pay and perform hereunder shall cease and become null and void as of
the ninetieth (90th) day following such fire, damage or destruction.
IX.
CONDEMNATION
9.0 Taking of Whole. If the whole of the Leased Premises shall be taken
or condemned for a public or quasi-public use or purpose by any competent
authority or if such a portion of the Leased Premises including, however, a
portion of the improvements, shall be so taken that as a result thereof the
balance cannot be used for the same purpose as expressed in Article III, then
in either of such events, the Lease term shall terminate upon delivery of
possession to the condemning authority, and any award, compensation or damage
(hereinafter sometimes called the "Award"), shall be paid to and be the sole
property of Landlord. The Tenant shall have the right to bring a separate
cause of action against such condemning authority for compensation for
diminution of the value of the leasehold estate and such Award, if any, shall
be the sole and exclusive property of the Tenant. Tenant shall continue to pay
rent until the Lease term is terminated and any deposits with the Landlord for
either the Impositions or Exterior Maintenance Expenses shall be adjusted
between the parties.
9.1 Partial Takings. If only a part of the Leased Premises shall be so
taken or condemned, and as a result thereof the balance of the Leased Premises
can be used for the same purpose as expressed in Article III, this Lease shall
not terminate and Tenant, at its sole cost and expense, shall repair and
restore the Leased Premises and all improvements thereon. Tenant shall
promptly and diligently proceed to make a complete architectural unit of the
remainder of the improvements first complying with the procedure set forth in
Section 8.1. For such purposes, and provided Tenant is not then in default
hereunder, the amount of the award relating to the improvements shall be
deposited with the Depositary (as defined in Section 8.2 hereof) which shall
disburse such award to apply on the cost of said repairing or restoration in
accordance with
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the procedure set forth in Section 7.2. If Tenant does not make a complete
architectural unit of the remainder of the improvements within a reasonable
period after such taking or condemnation, not to exceed one hundred eighty
(180) days, then, in addition to whatever other remedies Landlord may have
either under this Lease, at law or in equity, the money received by and then
remaining in the custody of the Depositary shall, at Landlord's election be
paid to and retained by Landlord as liquidated damages resulting from failure
of Tenant to comply with the provisions of this Section. Any portion of such
award as may not have to be expended for such repairing or restoration shall be
paid to Landlord. Rent shall be abated based upon that portion of the Leased
Premises, which is subject to the condemnation of taking.
X.
TENANT'S WORK
10.0 Tenant shall complete all improvements to be made to the Leased
Premises that are described on the attached Exhibit "B-1", "B-2", & "C" which
are attached hereto and made a part hereof (the "Tenant's Work") at Tenant's
sole cost. Tenant shall comply with all rules and regulations, statutes, laws,
ordinances, orders, codes and other acts having force of effect of law, and
with all state, federal municipal or other agencies, authorities or bodies
having jurisdiction over the Leased Premises or the Building.
XI
MAINTENANCE AND REPAIRS
11.0 Maintenance. Tenant shall keep and maintain the entire Leased
Premises, and Landlord shall not be responsible for maintenance of,
specifically including without limitation, the elevator, the heating,
ventilating and air conditioning system installed by the Tenant as part of the
Tenant's Work, in good repair and condition, in material compliance with all
health and police regulations in force.
11.1 Alterations. Except for the Tenant's Work, which has been approved
by the Landlord, Tenant shall not create any openings in the roof or exterior
walls, nor shall Tenant make any material structural alterations or material
structural additions to the Leased Premises without the prior written consent
of Landlord, which consent shall not be unreasonably withheld or delayed. Upon
completion of any work by or on behalf of Tenant, Tenant shall provide Landlord
with such documents as Landlord reasonably may require (including, without
limitation, sworn contractor's statements and supporting lien waivers)
evidencing payment in full for such work.
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XII.
ASSIGNMENT AND SUBLETTING
12.0 Assignment and Subletting. Tenant may assign the Lease, or sublet
the premises with the Landlord's consent, which will not be unreasonably
withheld, and which consent may be denied if 1) the use by the intended
assignee is not consistent with the nature of the Tenant's tenancy, 2) the
character, moral stability, reputation and financial responsibility of the
proposed assignee are not reasonably satisfactory to Landlord or not at least
equal to those which were possessed by Tenant as of the date of execution of
the Lease, or 3) there exists any default of Tenant under this Lease. Tenant
shall provide nine (9) months' notice to Landlord of Tenant's intention to
assign. No permitted assignment or subletting shall relieve Tenant of Tenant's
covenants and agreements hereunder and Tenant shall continue to be liable as
principal, and not as a guarantor or surety, to the same extent as though no
assignment or subletting had been made.
Landlord has the right to terminate this Lease upon the Tenant's
subletting or assigning the Lease. In this case, Tenant shall not continue to
be liable under the terms of the Lease.
12.1 Assignment and Subletting to Affiliates. Tenant may assign the Lease
to an affiliate or subsidiary without Landlord's consent. For the purposes of
this Paragraph 12.1, (i) the transfer (whether direct or indirect) of all or a
majority of the capital stock in a corporate Tenant, or the merger,
consolidation or reorganization of such Tenant, and (ii) the transfer of all or
any general partnership interest in any partnership or joint venture interests,
as the case may be, in a partnership or joint venture Tenant, shall be
considered an assignment of this Lease which shall not require Landlord's
consent.
XIII.
LIENS AND ENCUMBRANCES
13.0 Encumbering Title. Tenant shall not do any act which shall in any
way encumbers the title of Landlord to the Leased Premises or the Building by
way of lien or encumbrance, whether by operation of law or by virtue of any
express or implied contract by Tenant. Any claim to, or lien upon, the Leased
Premises arising from any act or omission of Tenant shall accrue only against
the leasehold estate of Tenant and shall be subject and subordinate to the
paramount title and rights of Landlord in and to the Leased Premises.
13.1 Liens and Right to Contest. Tenant shall not permit the Leased
Premises to become subject to any mechanics', laborers', or materialmen's lien
on account of labor or material furnished to Tenant or claimed to have been
furnished to Tenant in connection with work of any character performed or
claimed to have been performed on the Leased Premises by, or at the direction
or sufferance of, Tenant; provided, however, that Tenant shall have the right
to contest,
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in good faith and with reasonable diligence, the validity of any such lien or
claimed lien; provided, further, that on final determination of the lien,
Tenant shall immediately pay any judgment rendered with all proper costs and
charges and shall have the lien released and any judgment satisfied.
XIV
UTILITIES
14.0 Utilities. As part of the Tenant's Work, the Tenant shall install
all utility meters for any utility services to be provided to the Leased
Premises which meters shall be solely for the Leased Premises. Tenant shall
purchase all utility services including, but not limited to, fuel, water,
sewer, and electricity from the utility or municipality providing such services
and shall pay for such services when such payments are due.
XV
INDEMNITY AND WAIVER
15.0 Indemnity. Tenant will protect, indemnify, and save harmless
Landlord from and against all liabilities, obligations, claims, damages,
penalties, causes of action, costs, and expenses imposed upon or incurred by or
asserted against Landlord by reason of any accident, injury to, or death of
persons or loss of or damage to property occurring on or about the Leased
Premises or resulting from any act or omission of Tenant, any invitee of
Tenant, any occupant of the Leased Premises, or anyone claiming by, through, or
under Tenant.
15.1 Waiver of Certain Claims. Tenant waives all claims it may have
against Landlord for damage or injury to person or property sustained by Tenant
or any persons claiming through Tenant or by any occupant of the Leased
Premises, or by any other person, resulting from any part of the Leased
Premises or any of its improvements, equipment, or appurtenances becoming out
of repair, or resulting from any accident on or about its improvements,
equipment, or appurtenances becoming out of repair or resulting from any
accident on or about the Leased Premises or resulting directly or indirectly
from any act or neglect of any person, other than Landlord except for the gross
negligence or willful misconduct of the Landlord. All personal property
belonging to Tenant or any occupant of the Leased Premises that is in or on
any part of the Leased Premises shall be there at the risk of Tenant or of such
other person only and Landlord shall not be liable for any damage thereto or
for the theft or misappropriation thereof.
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XVI.
RIGHTS RESERVED TO LANDLORD
16.0 Rights Reserved to Landlord. Without limiting any other rights
reserved or available to Landlord under this Lease, at law or in equity,
Landlord, on behalf of itself and its agents (and its beneficiary or
beneficiaries and their agents if Landlord is an Illinois land trust), reserves
the following rights, to be exercised at Landlord's election:
(a) To install and maintain signs on the exterior and interior of
the Building (other than the interior of the Leased Premises);
(b) Upon forty-eight (48) hours advance written notice to the
Tenant, and during normal business hours, to show the Leased
Premises to prospective purchasers, mortgagees, or other persons
having a legitimate interest in viewing the same, and, at any time
within one (1) year prior to the expiration of the Lease term, to
persons wishing to rent the Leased Premises; and
(c) To prescribed the location and style of the number and
identification sign or lettering for the Leased Premises.
(d) Landlord may enter the Leased Premises at reasonable times,
with notice to Tenant:
1) To install, maintain, operate, remove, and replace
telecommunications equipment in the Leased Premises, consisting of
vertical and horizontal cable racks on the ceiling, and vertical
cable racks on the wall, and
2) To install, maintain, operate, remove, and replace
telecommunications equipment in the basement and in the remainder
of the second floor space which is not part of the Leased Premises,
and to gain access to the Building space which is not part of the
Leased Premises, for any purposes deemed necessary by Landlord for
the operation of Landlord's business.
3) To install, maintain, operate, remove and replace equipment
located on the roof of the building.
4) To conduct construction in the Building space not leased to
Tenant.
(e) Landlord may enter the Leased Premises without notice to Tenant
only in a case of emergency, including, but not limited to, fire,
smoke indicating the presence of fire, water leaking and flooding,
or any failure of the facilities which requires Landlord's access
through the Leased Premises under any circumstances.
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Notwithstanding anything contained herein to the contrary, the Landlord
acknowledges that the operations of the Tenant require that the Leased Premises
remain secure.
XVII.
QUIET ENJOYMENT
17.0 Quiet Enjoyment. So long as no event of default shall have occurred
and be continuing under this Lease, Tenant's quiet and peaceable enjoyment of
the Leased Premises shall not be disturbed or interfered with by Landlord or by
any person claiming by, through, or under Landlord.
XVIII.
SUBORDINATION OR SUPERIORITY
18.0 Subordination or Superiority. The rights and interest of Tenant
under this Lease shall be subject and subordinate to any first mortgage or
trust deed creating a first mortgage that may be placed upon the Leased
Premises by Landlord and to any and all advances to be made thereunder, and to
the interest thereon, and all renewals, replacements, and extensions thereof,
if the mortgagee or trustee named in said mortgages or trust deeds shall elect
to subject or subordinate the rights and interest of Tenant under this Lease to
the lien of its mortgage or deed of trust and shall agree to recognize this
Lease of Tenant in the event of foreclosure if Tenant is not in default (which
agreement may, at such mortgagee's option, require attornment by Tenant). Any
such mortgagee or trustee may elect to give the rights and interest of Tenant
under this Lease priority over the lien of its mortgage or deed of trust. In
the event of either such election and, upon notification by such mortgagee or
trustee to Tenant to that effect, the rights and interest of Tenant under this
Lease shall be deemed to be subordinate to, or to have priority over, as the
case may be, the lien of said mortgage or trust deed, whether this Lease is
dated prior to or subsequent to the date of said mortgage or trust deed.
Tenant shall execute and deliver whatever instruments may be required for such
purposes and in the event Tenant fails so to do within ten (10) days after
demand in writing, Tenant does hereby make, constitute, and irrevocably appoint
Landlord as its attorney in fact and in its name, place, and stead so to do.
XIX.
SURRENDER
19.0 Surrender. Upon the termination of this Lease whether by forfeiture,
lapse of time, or otherwise, or upon the termination of Tenant's right to
possession of the Leased Premises, Tenant will at once surrender and deliver up
the Leased Premises, together with all improvements thereon, to Landlord in
good condition and repair, reasonable wear and tear excepted. Said
improvements shall include all plumbing, lighting, electrical, heating,
cooling, and ventilating fixtures and
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equipment and other articles of personal property used in the operation of the
Leased Premises (as distinguished from operations incident to the business of
Tenant; articles of personal property incident to Tenant's business are
hereinafter referred to as "Trade Fixtures"). All additions, hardware,
non-Trade Fixtures and improvements, temporary or permanent, in or upon the
Leased Premises placed there by Tenant shall become Landlord's property and
shall remain upon the Leased Premises upon such termination of this Lease by
lapse of time or otherwise, without compensation or allowance or credit to
Tenant, unless Landlord requests their removal in writing at or before the time
of such termination of this Lease. If Landlord so requests removal of said
additions, hardware, non-Trade Fixtures, and all improvements and Tenant does
not make such removal at said termination of this Lease, or within ten (10)
days after such request, whichever is later, Landlord may remove the same and
deliver the same to any other place of business of Tenant or warehouse the
same, and Tenant shall pay the cost of such removal, delivery, and warehousing
to Landlord on demand provided, however, in no event shall the Tenant be
responsible for the costs attributable to the removal of the Tenant's Work.
19.1 Removal of Tenant's Property. Upon the termination of this Lease by
lapse of time, Tenant may remove Tenant's Trade Fixtures provided, however,
that Tenant shall repair any injury or damage to the Leased Premises which may
result from such removals. If Tenant does not remove Tenant's Trade Fixtures
from the Leased Premises prior to the end of the term, however ended, Landlord
may, at its option, remove the same and deliver the same to any other place of
business of Tenant or warehouse the same, and Tenant shall pay the cost of such
removal (including the repair of any injury or damage to the Leased Premises
resulting from such removal), delivery, and warehousing to Landlord on demand,
or Landlord may treat such Trade Fixtures as having been conveyed to Landlord
with this Lease as a Bill of Sale, without further payment or credit by
Landlord to Tenant.
19.2 Holding Over. Any holding over by Tenant of the Leased Premises
after the expiration of this Lease shall operate and be construed to be a
tenancy from month to month only, at the same monthly rate of rent and other
charges payable hereunder for the Lease term or, at the election of Landlord
expressed in a written notice to Tenant, and not otherwise, such holding over
shall constitute a renewal of this Lease for one (1) year at the same rental
and upon all of the other covenants and agreements contained in this Lease. If
Tenant continues to hold over after a written demand by Landlord for possession
at the expiration of the Lease or after termination by either party of a
month-to-month tenancy created pursuant to this Section, or after termination
of the Lease or of Tenant's right to possession pursuant to Section 19.0
hereof, Tenant shall pay monthly rental at a rate equal to double the rate of
rent payable hereunder immediately prior to the expiration or other termination
of this Lease or Tenant's right to possession. Nothing contained in this
Section 19.2 shall be construed to give Tenant the right to hold over at any
time and Landlord may exercise any and all remedies at law or in equity to
recover possession of the Leased Premises.
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XX.
REMEDIES
20.0 Defaults. Tenant further agrees that any one or more of the
following events shall be considered events of default, as such term is used
herein, that is to say, if:
(a) Tenant shall be adjudged an involuntary bankrupt, or a decree
or order approving, as properly filed, a petition or answer filed
against Tenant asking reorganization of Tenant under the Federal
bankruptcy law as now or hereafter amended, or under the laws of
any State, shall be entered and any such decree or judgment or
order shall not have been vacated or set aside within sixty (60)
days from the date of the entry or granting thereof; or
(b) Tenant shall file or admit the jurisdiction of the court, and
the material allegations contained in, any petition in bankruptcy
or any petition pursuant or purporting to be pursuant to the
Federal bankruptcy laws as now or hereafter amended or Tenant shall
institute any proceedings or shall give its consent to the
institution of any proceedings for any relief of Tenant under any
bankruptcy or insolvency laws or any laws relating to the relief of
debtors, or readjustment of indebtedness; or
(c) Tenant shall make any assignment for the benefit of creditors
or shall apply for or consent to the appointment of a receiver for
Tenant or any of the property of Tenant; or
(d) A decree or order appointing a receiver of the property of
Tenant shall be made and such decree or order shall not have been
vacated or set aside within sixty (60) days from the date of entry
or granting thereof; or
(e) Tenant shall default in any monthly payments of rent or in any
other payment required to be made by Tenant hereunder when due as
herein provided and such default shall continue for ten (10) days
after notice thereof in writing to Tenant; or
(f) Tenant shall fail to contest the validity of any lien or
claimed lien or, having commenced to contest the same, shall fail
to prosecute such contest with diligence, or shall fail to have the
same released and satisfy any judgment rendered thereon and such
default shall continue for thirty (30) days after notice thereof in
writing to Tenant; or
(g) Tenant shall default in any of the other covenants and
agreements herein contained to be kept, observed, and performed by
Tenant and such default shall continue for thirty (30) days after
notice thereof in writing to Tenant.
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Upon the occurrence of any one or more of such events of default, Landlord may,
at its election, terminate this Lease or terminate Tenant's right to possession
only, without terminating the Lease. Upon termination of this Lease or of
Tenant's right to possession, Landlord may re-enter the Leased Premises with or
without process of law using such force as may be necessary and remove all
persons, fixtures, and chattels therefrom and Landlord shall not be liable for
any damages resulting therefrom. Upon termination of the Lease, or upon any
termination of Tenant's right to possession without termination of the Lease,
Tenant shall surrender possession and vacate the Leased Premises immediately
and deliver possession thereof to the Landlord and Tenant hereby grants to
Landlord the full and free right, without demand or notice of any kind to
Tenant (except as hereinabove expressly provided for), to enter into and upon
the Leased Premises in such event with process of law and to repossess the
Leased Premises as Landlord's former estate and to expel or remove Tenant and
any others who may be occupying or within the Leased Premises without being
deemed in any manner guilty of trespass, eviction, or forcible entry or
detainer and without incurring any liability for any damage resulting therefrom
and without relinquishing Landlord's rights to rent or any other right given to
Landlord hereunder or by operation of law. Upon termination of this Lease,
Landlord shall be entitled to recover as damages all rent and other sums due
and payable by Tenant on the date of termination, plus (1) an amount equal to
the value of the rent and other sums provided herein to be paid by Tenant for
the residue of the stated term hereof, less the fair rental value of the Leased
Premises for the residue of the stated term (taking into account the time and
expenses necessary to obtain a replacement tenant or tenants, including
expenses hereinafter described relating to recovery of the premises,
preparation for reletting, and for reletting itself), and (2) the cost of
performing any other covenants to be performed by Tenant. If Landlord elects
to terminate Tenant's right to possession only, without terminating this Lease,
Landlord may, at Landlord's option, enter into the Leased Premises, remove
Tenant's signs and other evidences of tenancy, and take and hold possession
thereof as hereinabove provided, without such entry and possession terminating
this Lease or releasing Tenant, in whole or in part, from Tenant's obligations
to pay the rent hereunder for the full term or from any other of its
obligations under this Lease. Landlord shall use its best efforts to relet all
or any part of the Leased Premises for such rent and upon terms as shall be
satisfactory to Landlord (including the right to relet the Leased Premises for
a term greater or lesser than that remaining under the Lease term, and the
right to relet the Leased Premises as a part of a larger area and the right to
change the character or use made of the Leased Premises). For the purpose of
such reletting, Landlord may decorate or make any repairs, changes,
alterations, or additions in or to the Leased Premises that may be necessary or
convenient. If Landlord does not relet the Leased Premises, after having
undertaken its best efforts to do so, Tenant shall pay to Landlord on demand
damages equal to the amount of the rent and other sums provided herein to be
paid by Tenant for the remainder of the Lease term. If the Leased Premises are
relet and a sufficient sum shall not be realized from such reletting, after
paying all of the expenses of such decorations, repairs, changes, alterations,
additions, the expenses of such reletting and the collection of the rent
accruing therefrom (including, but not by way of limitation, attorneys' fees
and brokers' commissions), to satisfy the rent herein provided to be paid for
the remainder of the Lease term, Tenant shall pay to Landlord on demand any
deficiency and Tenant agrees that Landlord may file suit to recover any sums
falling due under the terms of this Section from time to time. If Tenant shall
default under subsection (1) hereof, and if such default cannot with due
diligence be cured
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within a period of thirty (30) days, and if notice thereof in writing shall
have been given to Tenant, and if Tenant promptly commences to eliminate the
cause of such default, then Landlord shall not have the right to declare said
term ended by reason of such default or to repossess the Leased Premises
without terminating this Lease so long as Tenant is proceeding diligently and
with reasonable dispatch to take all steps and do all work required to cure
such default and does so cure such default, provided, however, that the curing
of any default in such manner shall not be construed to limit or restrict the
right of Landlord to declare the term ended or to repossess, without
terminating this Lease, and to enforce all of its rights and remedies hereunder
for any other default not so cured.
20.1 Remedies Cumulative. No remedy herein or otherwise conferred upon or
reserved to Landlord shall be considered to exclude or suspend any other remedy
but the same shall be cumulative and shall be in addition to every other remedy
given hereunder, or now or hereafter existing at law or in equity or by
statute, and every power and remedy given by this Lease to Landlord may be
exercised from time to time and so often as occasion may arise or as may be
deemed expedient.
20.2 No Waiver. No delay or omission of Landlord to exercise any right or
power arising from any default shall impair any such right or power or be
construed to be a waiver of any such default or any acquiescence therein. No
waiver or any breach of any of the covenants of this Lease shall be construed,
taken, or held to be a waiver of any other breach or waiver, acquiescence in,
or consent to any further or succeeding breach of the same covenant. The
acceptance by Landlord of any payment of Rent or other charges hereunder after
the termination by Landlord of this Lease or of Tenant's right to possession
hereunder shall not, in the absence of agreement in writing to the contrary by
Landlord, be deemed to restore this Lease or Tenant's right to possession
hereunder, as the case may be, but shall be construed as a payment on account,
and not in satisfaction, of damages due from Tenant to Landlord.
XI.
TENANT'S RIGHTS
21.0 Right First Offer For Additional Space. Tenant shall have a right of
first offer on any space coming available in the Building based upon prevailing
market rental rates for comparable real estate in the Winnetka, Illinois area
outside of the overlay district.
21.1 Signage. The Tenant shall have the right to maintain such exterior
and interior signs as are acceptable to the Landlord and the appropriate zoning
authority. Tenant shall be responsible for the maintenance of signs, and
Tenant shall pay for electricity needed to operate signs.
21.2 Parking. The Landlord agrees to provide to the Tenant three (3)
designated parking spaces for the sole and exclusive use of the Tenant and its
customers. Landlord shall choose the three spaces and install signage, at
Tenant's expense, to designate spaces.
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21.3 Competition. Landlord agrees that during the term of this Lease, or
any renewal thereof, it will not lease all or any portion of the Building to
any "financial institution". The term "financial institution" shall mean any
business which is either accepting deposits, making loans, or processing loans.
21.4 Binding on Mortgagees. The provisions of this Section shall be
binding upon any mortgagee of the Premises who acquires title to the Leased
Premises by foreclosure or deed in lieu of foreclosure.
XXII.
CONDITIONS PRECEDENT
22.1 Definition. The obligations of Tenant to pay and perform under this
Lease are expressly contingent upon the following (collectively the following
are referred to herein as the "Conditions Precedent");
(a) The receipt by the Tenant of all necessary approvals from the
Village of Winnetka for the operation of the Leased Premises as a
general banking facility, including without limitation, the necessary
approval for the Tenant's Work and any proposed signage requested by
the Tenant as part of the Tenant's Work, and any building permit which
may be required to complete the Tenant's Work.
(b) The receipt by the Tenant of the Landlord of its consent to the
Tenant's Work, including without limitation, the location and
description of any signage requested by the Tenant.
(c) The receipt by the Tenant of all necessary approvals from any
state or federal authority deemed reasonably necessary by the Tenant
for the operation of a general banking facility in the Leased
Premises, namely, approvals from the Federal Deposit Insurance
Corporation, the Illinois Commissioner of Banks and Trusts, and the
Federal Reserve Bank.
22.2 Termination Date. Upon completion of the Conditions Precedent, the
Tenant shall notify the Landlord in writing that the Conditions Precedent have
been satisfied or waived. The Tenant shall have until October 1, 1995 (the
"Termination Date") in which to complete the Conditions Precedent. If the
Tenant fails to notify the Landlord in writing prior to the Termination Date
that the Conditions Precedent have either been waived or satisfied, they sha11
be deemed not satisfied and the Tenant's obligations to pay or perform under
this Lease shall be null and void. However, if the Tenant notifies the
Landlord in writing prior to the Termination Date that the Conditions Precedent
have been satisfied, then this Lease shall be deemed in full force and effect
and the Commencement Date of the Lease shall start as of the first day of the
next month following the Landlord's receipt of written notice from the Tenant
that the Conditions Precedent have been
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satisfied or waived, provided, however, the Tenant shall have immediate access
to the Leased Premises for the Commencement of the Tenant's Work.
XXIII.
MISCELLANEOUS
23.0 Estoppel Certificates. Tenant shall, at any time and from time to
time upon not less than ten (10) days prior written request from Landlord,
execute, acknowledge, and deliver to Landlord, in form reasonably satisfactory
to Landlord and/or Landlord's mortgagee, a written statement certifying, if
true, that Tenant has accepted the Leased Premises, that this Lease is
unmodified and in full force and effect (or if there have been modifications,
that the same is in full force and effect as modified and stating the
modifications), that Landlord is not in default hereunder, the date to which
the rental and other charges have been paid in advance, if any, or such other
accurate certification as may reasonably be required by Landlord or Landlord's
mortgagee, and agreeing to give copies to any mortgagee of Landlord of all
notices by Tenant to Landlord. It is intended that any such statement
delivered pursuant to this subsection may be relied upon by any prospective
purchaser or mortgagee of the Leased Premises and their respective successors
and assigns.
23.1 Landlord's Right to Cure. Landlord may, but shall not be obligated
to, cure any default by Tenant (specifically including, but not by way of
limitation, Tenant's failure to obtain insurance, make repairs, or satisfy lien
claims); and whenever Landlord so elects, all costs and expenses paid by
Landlord in curing such default, including without limitation reasonable
attorneys' fees, shall be so much additional rent due on the next rent date
after such payment.
23.2 Amendments Must Be In Writing. None of the covenants, terms, or
conditions of this Lease, to be kept and performed by either party shall in any
manner be altered, waived, modified, changed, or abandoned except by a written
instrument, duly signed, acknowledged, and delivered by the other party. This
Lease encompasses the entire terms and conditions of the agreement between the
parties.
23.3 Notices. All notices to or demands upon Landlord or Tenant, desired
or required to be given under any of the provisions hereof, shall be in
writing. Any notices or demands from Tenant to Landlord shall be deemed to
have been duly and sufficiently given personally delivered or if a copy thereof
has been mailed by United States registered or certified mail in an envelope
properly stamped and addressed to Landlord as follows:
Ameritech Illinois
Director of Real Estate Services
425 W. Randolph Street
9th Floor
Chicago, Illinois 60606
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and copies to:
Equis Corporation
P.O. Box 641338
Chicago, Illinois 60664
or at such address as Landlord may theretofore have furnished by writtcn notice
to Tenant, and any notices or demands from Landlord to Tenant shall be deemed
to have been duly and sufficiently given if personally delivered or if mailed
by United States registered or certified mail in an envelope properly stamped
and addressed to Tenant as follows:
North Shore Community Bank & Trust Company
1145 Wilmette Avenue
Wilmette, Illinois 60091
and copies to:
John F. Purtill
KECK, MAHIN & CATE
1515 E. Woodfield Road
Suite 250
Schaumburg, IL 60173
or at such other address as Tenant may theretofore have furnished by written
notice to Landlord with a copy to any first mortgagee of the Leased Premises as
to the identity and address of which Landlord shall have received written
notice. The effective date of such notice, if mailed in the manner aforesaid,
shall be one (1) day after delivery of the same to the United States Postal
Service.
23.4 Short Form Lease. This Lease shall not be recorded but the parties
agree, at the request of either of them, to execute a Short Form Lease
for recording containing the name of the parties, the legal description, and
the term of this Lease.
23.5 Time of Essence. Time is of the essence of this Lease, and all
provisions herein relating thereto shall be strictly construed.
23.6 Relationship of Parties. Nothing contained herein shall be deemed or
construed by the parties hereto, nor by any third party, as creating the
relationship of principal and agent or of partnership, or of joint venture by
the parties hereto, it being understood and agreed that no provisions contained
in this Lease nor any acts of the parties hereto shall be deemed to create any
relationship other than the relationship of Landlord and Tenant.
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23.7 Captions. The captions of this Lease are for convenience only and
are not to be construed as part of this Lease and shall not be construed as
defining or limiting in any way the scope or intent of the provisions hereof.
23.8 Severability. If any term or provision of this Lease shall to any
extent be held invalid or unenforceable, the remaining terms and provisions of
this Lease shall not be affected thereby but each term and provision of this
Lease shall be valid and be enforced to the fullest extent permitted by law.
23.9 Law Applicable. This Lease shall be construed and enforced in
accordance with the laws of the State of Illinois.
23.10 Covenants Binding on Successors. All of the covenants, agreements,
conditions, and undertakings contained in this Lease shall extend and inure to
and be binding upon the heirs, executors, administrators, successors, and
assigns of the respective parties hereto the same as if they were in every case
specifically named and wherever in this Lease reference is made to either of
the parties hereto, it shall be held to include, and apply to, wherever
applicable, the heirs, executors, administrators, successors and assigns of
such party. Nothing herein contained shall be construed to grant or confer
upon any person or persons, firm, corporation or governmental authority other
than the parties hereto, their heirs, executors, administrators, successors and
assigns, any right, claim or privilege by virtue of any covenant, agreement,
condition or undertaking in this Lease contained.
23.11 Landlord Means Owner. The term "Landlord", as used in this Lease,
so far as covenants or obligations on the part of Landlord are concerned, shall
be limited to mean and include only the owner or owners at the time in question
of the fee of the Leased Premises, and in the event of any transfer or
transfers of the title to such fee, Landlord herein named (and in case of any
subsequent transfer or conveyances, the then grantor) shall be automatically
freed and relieved, from and after the date of such transfer or conveyance, of
all liability as respects the performance of any covenants or obligations on
the part of Landlord contained in this Lease thereafter to be performed;
provided that any funds in the hands of such Landlord or the then grantor at
the time of such transfer, in which Tenant has an interest, shall be turned
over to the grantee, and any amount then due and payable to Tenant by Landlord
or the then grantor under any provisions of this Lease, shall be paid to
Tenant.
23.12 Environmental Matters. The Landlord represents and warrants that
the Leased Premises and the Building are not in violation of any environmental
laws, rules or regulations. The Landlord agrees to indemnify and hold harmless
the Tenant from and against any and all liability attributable to any such
breach of any environmental law, rule or regulation. During the term of the
Lease, or any renewal thereof, Tenant covenants and represents that it will
operate the Leased Premises in substantial compliance vith all such rules,
regulations and ordinances involving environmental matters, and that the Tenant
agrees to indemnify and hold harmless Landlord from and against any and all
liability attributable to any such breach of environmental law, rule or
regulation.
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23.13 Real Estate Broker. Landlord and Tenant mutually represent to each
other that they have not negotiated with any broker in connection with this
Lease other than Equis Corporation. Landlord and Tenant agree to indemnify
each other and hold each other harmless from all losses, damages and
liabilities, claims, liens, costs and expenses including without limitation
reasonable attorney's fees, arising from any claims or demands of any other
broker or brokers or finders for any commissions due or alleged to be due such
other broker or brokers or finders claiming to have dealt with Tenant in
connection with this Lease or with whom Tenant hereafter deals or whom Tenant
hereafter employs.
IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease the day and
year first above written.
ILLINOIS BELL TELEPHONE COMPANY,
an Illinois corporation,
d/b/a AMERITECH ILLINOIS
By:
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Its: Gen. Mgr-Real Estate
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NORTH SHORE COMMUNITY BANK & TRUST COMPANY,
an Illinois state banking association
BY: Adams
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Its: Vice Chairman
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794 OAK STREET; WINNETKA; ILL
SCALE: 1"=30'-0"
ASSESSOR'S DESCRIPTION
THE NORTH 180 FEET OF THE EAST 218 FEET (MEASURED FROM THE CENTER OF
OAK & LINDEN STS.) OF BLOCK 35, WINNETKA; BEING A SUBDIVISION OF THE NORTHEAST
QUARTER OF SECTION 20, AND THE WEST HALF OF FRACTIONAL SECTION 21 IN TOWNSHIP
42 NORTH, RANGE 13 EAST OF THE 3RD PRINCIPAL MERIDIAN; AND OTHERWISE DESCRIBED
AS THE NORTH 147 FEET OF THE EAST, 185 OF SAID BLOCK 33 INCLUSIVE OF THAT PART
OF SAID BLOCK FALLING IN OAK & LINDEN STS, IN COOK COUNTY, ILLINOIS.
PURCHASED IN 1930 UNDER ESTIMATE S-50800
Title: Diagram [Map A]
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Title: Diagram [Floor Plan B]
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Title: Diagram [Floor Plan C]
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EXHIBIT C
TENANT CONSTRUCTION REQUIREMENTS
1. COST OF MOVING "MAINTENANCE CENTER". Tenant shall pay the cost, not to
exceed $20,000.00, of moving Landlord's "Maintenance Center" which is currently
located on the first floor, approximately where the teller stations are
planned. Landlord shall choose the contractor to perform the work. Tenant's
rent shall be abated for the same amount Tenant is required to pay, not to
exceed $20,000.00.
2. CABLE RACKS. The construction of the ceiling on the first floor shall
allow Landlord access to the vertical cable racks and horizontal cable racks.
The construction of the wall on the first floor shall enclose the vertical
cable racks to allow Landlord access to the vertical cable racks from the
non-Leased Premises space southerly of the Leased Premises. The clearance from
the cable rack wall to the new wall shall be at least two and one-half feet (2
1/2 feet).
3. FIRST FLOOR SECONDARY EXIT. Tenant shall construct a secondary exit
from the first floor, if required by any laws, regulations or codes. Said exit
must not interfere with the operations of the Landlord's business, and must be
constructed in a manner which isolates Landlord's premises from Tenant's
personnel.
4. DUCTWORK AND ELECTRICAL. During construction of the elevator lift, the
existing ductwork and electrical in the ceiling, and two Pyrotronics fire alarm
annunciator panels, two fire hose cabinets and their riser, shall be re-routed
by Tenant.
5. HIGH SENSITIVITY SMOKE DETECTION (HSSD). Landlord will relocate the
"HSSD" devices necessary for Landlord's operation.
6. SPRINKLER SUPPRESSION SYSTEM. Landlord may enter the Leased Premises,
during or before Tenant's initial construction, to install a sprinkler system
and heat detector sensors.
7. ELECTRIC DISTRIBUTION PANELS. Landlord has the right to relocate the
electric distribution panels currently located on the first and second floors.
8. TENANT'S INITIAL CONSTRUCTION, ADDITIONS, ALTERATIONS, EQUIPMENT AND
FIXTURES. Lessee shall be responsible and pay for all space planning,
engineering and construction drawing as well as all interior construction costs
related to and associated with Lessee's use of the leased Premises, including,
but not limited to, connections, modifications and/or additions to the building
systems required to provide building services. Lessee shall have the right, at
Lessee's expense, to make such decorations and minor alterations and changes
upon the Leased premises as may be required in the conduct of its business;
provided, however, any such changes shall be with the Lessor's written consent
only. Lessee shall deliver to Lessor copies of construction drawings for
approval, prior to commencing any work. Any and all construction by Lessee
shall be conducted by contractors approved by Lessor, shall be coordinated
through Lessor, and shall be subject to the conditions and restrictions imposed
by Lessor.
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Lessor shall have the right to supervise and inspect the construction. No
construction shall commence until authorized by Lessor after walk-thru of the
site by the contractor, architect/engineer and Lessor's representative. No
electrical or mechanical systems shall be connected to existing Building
Systems without the approval of Lessor and the presence of the Lessor's
representative at the site during interconnection. Lessor shall pay the cost
of Lessor's coordination and supervision of Lessee's construction, but Lessee
shall reimburse Lessor for any architectural or engineering design services
needed by Lessor as a result of Lessee's construction. At termination of this
Lease, Lessee may, and if Lessor so directs, Lessee shall, remove its fixtures
and equipment, and shall repair at Lessee's expense any damage to the Leased
Premises caused by such installation and/or removal, normal wear and tear
excepted. Any such improvement not removed by Lessee at Lessor's direction
shall become the sole and exclusive property of the Lessor at the termination
of this Lease. Any work performed by Lessee shall meet local, state, and/or
national codes and any requirements of Lessor arising out of its
telecommunications systems standards of construction and operation. Lessee
shall not permit the commission of waste upon or against the Leased Premises,
the Property, or the Building. Lessee shall not allow nor permit the
accumulation of any garbage, rubbish or refuse on the Leased Premises.
9. AFFIDAVIT AND LIEN WAIVERS. Tenant shall provide to Landlord a General
Contractor's Affidavit and the lien waivers from subcontractors.
10. LANDLORD'S ACCESS. Tenant's construction shall not prevent Landlord
from gaining access to the Building Premises not included in the Leased
Premises.