EXHIBIT 10.7
5-30-00
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LEASE
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THIS LEASE, made and entered into as of the 31st day of May, 2000, by and
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between Washington Square Green Bay LLC, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇,
▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, (hereinafter referred to as the "Lessor"), and Green
Bay Financial Corporation (hereinafter referred to as the "Lessee").
WITNESSETH:
WHEREAS, the Lessor has the legal right to lease the parcel of land and
building located at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇,
(hereinafter referred as the "Property"); and,
WHEREAS, Lessee wishes to lease premises consisting of approximately 7,150
square feet, more or less, located on the first floor of the Property, all as
outlined on the floor plans marked as Exhibit "A", attached hereto and
incorporated herein by reference (the "Leased Premises");
NOW, THEREFORE, for good and valuable consideration the receipt and
sufficiency of which is hereby acknowledged, Lessee does hereby take and hire
from Lessor and does hereby covenant, promise, and agree as follows:
1) LEASED PREMISES: The Lessor does hereby demise and lease to the
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Lessee and the Lessee leases and takes from the Lessor, subject to the
conditions of this Lease, that part of the Property defined above as the "Leased
Premises", together with non-exclusive rights, in common with such others as
Lessor shall solely determine, of ingress and egress through all common
entrances and exits now existing or from time to time hereafter established by
Lessor.
Lessee acknowledges that Lessor requires the consent of Green Bay Title &
Abstract, Inc. to modification of the condominium plan to relocate certain
common areas. Lessor shall have three (3) days after approval of Lessee's plans
and specifications for the Internal Improvements to provide the required consent
to any amendment of the condominium documents to accommodate Lessee's plans for
the Interior Improvements. If Lessor does not provide Lessee with a copy of
such consent within such three (3) days or if Lessor is otherwise unable to
accommodate approved plans and specifications of Lessee, Lessee, at Lessee's
option, may declare this Lease null and void and Lessor shall reimburse Lessee
for all costs and fees incurred by Lessee in the preparation of all of the plans
and specifications for the Interior Improvements.
2) TERM AND RIGHT TO RENEW: The term of this Lease shall be for be for
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five (5) years commencing on September 1, 2000. This date shall be hereinafter
referred to as the "Occupancy Date". Lessee shall have two (2) options to renew
this Lease for additional term of three (3) years each. Said option shall be
deemed exercised if Lessee gives Lessor written notice of its election to renew
this Lease on or before one hundred eighty (180) days prior to the
expiration of the original or extended lease term. Said lease renewal shall be
on the same terms and conditions as are set forth herein. Base Rent for the
renewal terms shall be as set forth in Exhibit "B", attached hereto and
incorporated herein by reference. The term Lease Year shall be defined as a
period of twelve (12) consecutive calendar months commencing on the Occupancy
Date.
Upon execution of this Lease, Lessee and its designated architects,
contractors, materialmen and any other persons reasonably required to make the
Interior Improvements as defined herein shall be allowed access to the premises.
3) ACCEPTANCE OF PREMISES: The execution hereof by the Lessee shall
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constitute an acceptance of the Leased Premises and an acknowledgement by the
Lessee that the Leased Premises are in the condition provided for under this
Lease and are acceptable to Lessee. This paragraph shall not be construed so as
to relieve the Lessor from his obligation to repair and maintain in accordance
with paragraph (7)(b) below.
4) RENT AND SECURITY DEPOSIT: The Lessee will pay the Lessor the Rent
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and Security Deposit set forth in Exhibit "B", attached hereto and incorporated
herein by reference, and any additional rent described in this Lease, at the
dates and times prescribed. The obligation to pay rent shall commence on the
Occupancy Date. All other rental payments to the Lessor shall be made in
advance on the first day of each month.
5) INSURANCE AND INDEMNITY:
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As additional rent:
i) Insurance and Indemnity:
a) Lessee shall procure and maintain policies of liability
insurance, at its own cost and expense, throughout the term of this Lease,
insuring Lessor and Lessee from all claims, demands or actions made by or on
behalf of any person or persons, firm or corporation and arising from, related
to or connected with the Leased Premises, for bodily injury to or personal
injury to or death of any person, or more than one person, or for damage to
property in an amount of not less than $1,000,000.00 combined single limit per
occurrence. Said insurance shall be written on an "occurrence" basis and not a
"claims made" basis. If at any time during the term of this Lease, Lessee owns
or rents more than one location, its liability policy shall contain an
endorsement to the effect that the aggregate limit in the policy shall apply
separately to each location owned or rented by Lessee. Said insurance shall also
fully cover the indemnity set forth in subparagraph (e) below. Lessor shall
provide liability insurance in amounts at least equal as those required of the
Lessee and the Lessor shall maintain in force casualty insurance providing
replacement value coverage for physical damage to the Building for incidences
not required to be covered by Lessee's insurance.
b) The Lessee agrees to notify the Lessor in writing if it is unable
to procure all or some part of the insurance, and if the Lessor shall procure
such insurance, then the Lessee
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will, within three (3) days after receiving written notice, pay the Lessor the
amount of the premiums paid.
c) All policies of insurance provided for or contemplated by this
paragraph shall name the Lessor and the Lessee as insureds or additional
insureds, as their respective interests may appear. In addition, all of such
policies shall contain endorsements by the respective insurance companies
waiving all rights of subrogation, if any, against the Lessor. Said policies
shall further provide that they are not cancelable except upon thirty (30) days
written notice to Lessor. On or before Lessee occupies the Leased Premises,
Lessee shall provide Lessor the endorsements evidencing the coverage required of
Lessee hereunder.
d) If Lessee, with express written permission of Lessor, occupies
all or any part of the Leased premises prior to the Occupancy Date, Lessee's
obligations hereunder shall commence as of said date, and all terms, covenants
and conditions of this Lease, except with respect to payment of Base Rent, shall
be deemed in full force and effect as of said date.
e) The Lessee shall defend, indemnify, and hold the Lessor harmless
against any and all claims, damages and lawsuits arising after the execution
hereof, and any orders, decrees or judgments which may be entered therein,
brought for damages or alleged damages resulting from any injury to person or
property or from loss of life sustained in or about the Leased Premises of
whatever nature, caused by, or resulting from any act, omission or negligence of
the Lessee or any employee or agent of the Lessee. In addition, the Lessee
agrees to save the Lessor harmless from, and indemnify the Lessor against, any
and all injury, loss, or damage, including any reasonable attorney fees incurred
by Lessor in connection with any such matter or claim for injury, loss or
damage, of whatever nature, to any person or property caused by, or resulting
from any act, omission or negligence of the Lessee or any employee or agent of
the Lessee. In addition, the Lessee hereby releases the Lessor from any and all
liability for any loss or damage caused by fire or any of the extended coverage
casualties except in cases of Lessors negligence. In addition, the Lessor shall
be exempt from any and all liability for any damage or, injury to persons or
property caused by or resulting from steam, electricity, gas, water, rain, ice
or snow, or any leak or flow from or into any part of said building or from any
damage or injury resulting or arising from any cause or happening, except in
cases of Lessors negligence.
6) SUBLEASING OR ASSIGNMENT: The Lessee may sublease, sell, assign, or
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transfer the whole or any part of its interest in this Lease or the Leased
Premises to a service business other than retail food and beverage vending
business with the prior written consent of the Lessor, which consent Lessor
shall not unreasonably withhold. Specifically, without limitation, Lessee may
assign this Lease to Nicolet National Bank. Lessor will not allow a sublease,
sale, assignment or transfer to an adult entertainment type business including
but not limited to an adult bookstore and/or pornographic video retailer.
Lessee shall not permit any interest in the Leased Premises to be transferred by
law or otherwise.
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7) REPAIRS AND MAINTENANCE:
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a) Lessee covenants and agrees to keep and maintain in good order,
condition and repair the interior of the Leased Premises during the term of the
Lease, and further agrees that the Lessor shall be under no obligation to make
any repairs or perform any maintenance to the interior of the Leased Premises
unless specifically provided for herein or unless such repairs or maintenance
are necessitated by the negligent acts of Lessor. The Lessee covenants and
agrees that it shall be responsible for janitorial service and window cleaning
to the Leased Premises of such frequency as may be required to maintain the
interior of the Leased Premises and the interior and exterior glass in a neat
and clean condition. Lessee shall be responsible for maintenance and repair of
non-structural interior walls, plate glass (including display windows), ceiling,
and any trade fixtures or other personal property, Interior Improvements (as
defined in paragraph (22) below) mechanical equipment which Lessee installs or,
has as part of the final finish, placed in the Leased Premises. Lessee, if not
in default under this Lease, may upon termination hereof remove all of Lessee's
trade fixtures, personal property and equipment from the Leased Premises
provided that Lessee repairs any damage caused by such removal and restores the
Leased Premises to the condition existing as of the date said items were
installed in the Leased Premises. Upon termination of this Lease for any
reason, Lessee shall not remove any Interior Improvements, as that term is
defined in paragraph (22) below. All such Interior Improvements shall remain to
and for the benefit of the Lessor, and Lessor shall be deemed to own said
Interior Improvements free and clear of all liens and encumbrances effective on
the date this Lease terminates. Failure to remove any property which Lessee is
obligated or entitled to remove upon termination hereof on or before thirty (30)
days after termination of this Lease shall be conclusive evidence of abandonment
of said property by Lessee and title to the same shall immediately vest in
Lessor.
b) Lessor agrees to be responsible for maintenance and repair of all
structural components of the Property and the common areas of the Property.
c) If the Lessee refuses or neglects to commence or complete repairs
required of Lessee under Paragraph (7)(a) above, promptly and adequately, the
Lessor may, but shall not be required to, do so and the Lessee shall pay the
cost thereof to Lessor upon demand as additional rent, provided such repairs are
consistent with the nature and quality of the damaged item(s). The Lessee
further covenants and agrees that Lessee shall not permit material alterations
of or upon any part of the Leased Premises except by and with the prior written
consent of the Lessor. Any permitted alterations and additions to the Leased
Premises shall be made in accordance with all applicable laws, codes and
ordinances, and shall remain for the benefit of the Lessor except as otherwise
provided for in this Lease or in said written consent; and the Lessee further
agrees, in the event of making such alterations as herein provided, to indemnify
and save harmless the Lessor from all expense, liens, claims or damages to
either persons or property or the Leased Premises arising out of or resulting
from the undertaking or making of said alterations or additions, except to the
extent they result from the acts or omissions of Lessor, and to allow no liens
or other encumbrances to be placed against said Leased Premises as a result
thereof.
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8) TAXES: Lessor shall be responsible for the prompt payment of all
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real estate taxes in regard to the Leased Premises and any special assessments
or other charges assessed against the Leased Premises for which the owner of the
real estate would otherwise be liable. Lessee shall promptly pay all personal
property taxes attributable to the personal property and trade fixtures of
Lessee and shall pay all sales taxes that may be assessed in the conduct of
Lessee's business.
9) COMPLIANCE WITH LAWS AND REGULATIONS: The Lessee will comply with
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all statutes, ordinances, rules, order, regulations and requirements of all
federal, state, city and local governments, and with all rules, orders, and
regulations of the applicable Board of Fire Underwriters.
10) SIGNS: The Lessee shall have the right, at Lessee's sole cost and
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expense, to install and maintain a sign advertising the Lessee's business. Any
sign shall conform to the Lessor's Sign Criteria and shall be properly permitted
by all governmental entities having jurisdiction. The exact size, design,
configuration and location of the sign shall be subject to Lessor's prior
written approval, which approval shall not be unreasonably withheld.
11) SUBORDINATION:
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a) The Lessor reserves the right and privilege to subject and
subordinate this Lease at all times to the lien of any mortgage or mortgages, or
other security interest, now or hereafter placed upon the Lessor's interest in
the Leased Premises and on the land and buildings of which the Leased Premises
are a part, and to any and all advances to be made under such mortgages, and all
renewals, modifications, extensions, consolidations and replacements thereof
provided that, notwithstanding such subordination, as long as Lessee is in
compliance with the terms of this Lease, Lessee shall have the right to the
quiet enjoyment of the Premises and the full benefits of this Lease for the
initial term and any renewal thereof.
b) The subordination provision contained in this paragraph shall be
self-operative, and no other instrument shall be required hereunder. However,
the Lessee covenants and agrees to execute and deliver, upon demand, such
further instrument or instruments subordinating this Lease on the foregoing
basis to the lien of any such mortgage or mortgages as shall be desired by the
Lessor and hereby irrevocably appoints Lessor the attorney-in-fact of Lessee to
execute and deliver such instrument or instruments for and in the name of the
Lessee, in the event Lessee shall fail to execute such instrument or instruments
within ten (10) days after written notice, to so do in Lessee's place and stead.
12) CONDEMNATION OR EMINENT DOMAIN:
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a) In the event that all of the Leased Premises shall be condemned
or taken by eminent domain by any authority having the right of eminent domain,
or if purchased by such authority in lieu of condemnation of said Leased
Premises, then the term of this Lease shall cease and terminate as of the date
title vests in the condemnor and all rentals shall be paid up to that date, and
the Lessee shall have no claim against the Lessor for the value of any unexpired
term
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of the Lease but Lessee shall be entitled to the portion of the condemnation
award attributed to the leasehold improvements.
b) In the event part of the Leased Premises shall be taken by
eminent domain by any authority having the right of eminent domain, or if
purchased by such authority in lieu of condemnation of said Leased Premises, and
such purchase or taking shall, in the reasonably exercised opinion of Lessor and
Lessee, render the remainder of the Leased Premises unsuitable for the business
of the Lessee, then the term of this Lease shall cease and terminate at the same
time and in the same manner as if the entire Leased Premises had been taken, and
the Lessee shall have no claim against the Lessor for the value of any unexpired
term of the Lease but Lessee shall be entitled to the portion of the
condemnation award attributed to the leasehold improvements.
c) In the event a partial taking of the Leased Premises does not
render the remainder of the Leased Premises unsuitable, in the reasonably
exercised opinion of the Lessor and the Lessee, for the business of the Lessee,
this Lease shall continue in force subject only to a reasonable adjustment of
rental for the portion taken which adjustment shall not be less than the
pro-rata amount of the rent based on the ratio between the total original square
footage and the square footage taken.
d) In the event that the Lessee and the Lessor cannot agree on
whether the Leased Premises has been rendered unsuitable by a partial taking or
on what constitutes a reasonable adjustment of rental, as required by
subparagraph (c), the amount of such adjustment shall be determined by
arbitration according to the Wisconsin Arbitration Act. The arbitrator's
decision and award of a dispute and/or controversy shall be in writing and shall
be final and binding on the Lessee and Lessor, and the decision of the
arbitrator shall be deemed to be a judgment and/or decree and may be entered as
such in any court of competent jurisdiction. Green Bay, Wisconsin shall be the
place of any arbitration proceeding held hereunder.
13) RIGHT TO INSPECT: The Lessor reserves the right to enter upon,
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inspect and examine the Leased premises at any time, upon reasonable
notification to Lessee of not fewer than 24 hours, and the Lessee agrees, within
one hundred twenty (120) days of the termination of the Lease, to allow the
Lessor access to the Leased Premises to show the premises and to place a 3 feet
by 4 feet "For Rent" signs on the Leased Premises which shall not unreasonably
obstruct the Lessee's storefront appearance.
14) DESTRUCTION OF PREMISES:
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a) If, during the term of this Lease, the Leased Premises or the
Property is totally or partially destroyed by fire or the elements, so as to
render the Leased Premises wholly unfit for occupancy, or makes it impossible to
conduct the business of the Lessee thereon, and if the Leased Premises cannot be
repaired within ninety (90) days from the date of the damage, or if Lessor
decides, within a reasonable time, not to exceed thirty (30) days, not to
rebuild, then the Lessee or the Lessor shall have the right to terminate this
Lease from the date of such damage or destruction by giving the other party
written notice. Upon the giving of such notice, the Lessee shall immediately
surrender the Leased premises and all interest therein to the Lessor, and in
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case of any such termination, the Lessor may re-enter and repossess the Leased
Premises discharged of this Lease, and may dispossess all parties then in
possession thereof, provided, however, that Lessee shall have a period of thirty
(30) days from termination to remove all personal property/trade fixtures from
the Leased Premises. In the event the Leased Premises shall be repaired,
restored and rebuilt by Lessor at its own sole cost and expense, within ninety
(90) days from the date of destruction, then all rents payable by the Lessee
shall be terminated during the period of repair and restoration. In no event
shall the Lessor be required to repair, rebuild and restore the Leased Premises
at a cost greater than the net proceeds of monies received from any insurance
policy or policies covering such loss or damages. The Lessor shall repair the
Leased Premises with all reasonable speed, and the rents shall recommence on the
date that the repairs are completed and the Lessor has given five days prior
written notice to Lessee that the Premises are again fit for occupancy.
b) If the damage does not render the Leased Premises unfit for
occupancy, then the Lessor agrees that the damage shall be repaired as soon as
practicable and in that case, the Lessee shall pay pro-rata rent during the
repair period. All repairs resulting from fire or the elements shall be paid for
by the Lessor out of any insurance proceeds received. All improvements placed by
the Lessee on the Leased Premises shall, however, in any event, be repaired and
replaced by the Lessee at Lessee's own expense and not at the expense of the
Lessor.
15) DEFAULT AND REMEDIES:
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a) Acts of Default of Lessee: Each of the following shall be deemed
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a default by the Lessee and a breach of this Lease:
1) Failure to pay any of the rent or additional rent herein
reserved, or any party thereof, for a period of ten (10) days after written
notice.
2) Failure to do, observe, keep and perform any term, covenant,
condition, agreement or provision in this Lease to be done, observed, kept and
performed by the Lessee (except concerning the payment of rent or additional
rent) for a period of ten (10) days after written notice, unless such default
cannot be cured within 10 days and Lessee is making a diligent additional 60
days.
3) The abandonment of the Leased Premises by the Lessee.
4) The filing by the Lessee of a petition for any relief under
Chapter 7 or Chapter 11 of the Bankruptcy Act of the United States, as amended,
or any other provisions of such act, or the filing by Lessee or a petition for
relief under any State bankruptcy, receivership, or any insolvency statute, or
the making by the Lessee of any assignment for the benefit or its creditors, or
any appointment of a receiver or trustee for the Lessee for all or part of this
property, or the taking by execution of any of the Lessee's rights hereunder
shall at the sole discretion of the Lessor forthwith render this Lease null and
void. Upon the happening of any of the events set forth in this subparagraph,
Lessor shall have the right without notice to forthwith terminate all of the
Lessee's interest herein.
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b) Acts of Default of Lessor: The following shall be deemed a
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default by the Lessor and a breach of this Lease:
1) The failure of Lessor to observe, keep or perform any term,
covenant, agreement or provision in this Lease to be done, reserved, kept and
performed by the Lessor for a period of ten (10) days after written notice from
Lessee, provided, however, that if a cure cannot be accomplished within thirty
days and Lessor has diligently attempted to cure within such thirty days, Lessor
shall have a reasonable time to accomplish such cure but shall not exceed an
additional sixty days.
c) Remedies: Upon the happening of any of the acts of default set
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forth above, which acts remain uncured after expiration of the time periods
provided for above, the Lessor or Lessee, as appropriate, shall have the right
to elect any one or more of such remedies as may be allowed by applicable law.
16) TRADE FIXTURES: The Lessee shall furnish and pay for any and all
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equipment, furniture, trade fixtures and signs to be used in or installed upon
the Premises and the same shall at all times remain the property of Lessee.
17) LIENS: The Lessee shall not do or cause anything to be done
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whereby the Leased Premises may be encumbered by any mechanic's or other liens.
Whenever and as often as any mechanic's or other lien is filed against said
Leased Premises purporting to be for labor or materials furnished or to be
furnished to the Lessee, the Lessee shall remove the lien by payment or by
bonding with a surety company authorized to do business in the State of
Wisconsin, within ten (10) days from the date of the filing of said mechanic's
or other lien and delivery of notice thereof to the Lessee of the Lessee's
obligation under this Lease. Should the Lessee fail to take the foregoing steps
within said period, then the Lessor shall have the right, among other things, to
pay said lien without inquiring into the validity thereof, and the Lessee shall
forthwith reimburse the Lessor for without inquiring into the validity thereof,
and the Lessee shall forthwith reimburse the Lessor for the total expense
incurred by it in discharging said lien as additional rent hereunder.
18) NO WAIVER BY LESSOR EXCEPT IN WRITING: No agreement to accept a
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surrender of the Leased Premises shall be valid unless in writing signed by the
Lessor. The delivery of keys to any employee of the Lessor or the Lessor's
agents shall not operate as a termination of the Lease or a surrender of the
Leased Premises. The failure of the Lessor to seek redress for violation of, or
to insist upon the strict performance of any covenant or condition of this
Lease, or of any rule or regulation, shall not prevent a subsequent act, which
would have originally constituted a violation, from constituting a violation or
act of default hereunder. No payment by the Lessee or receipt by the Lessor of a
lesser amount than the rent herein stipulated shall be deemed to be other than
on account of the earliest stipulated rent, nor shall any endorsement or
statement on any check nor any letter accompanying any check or payment as rent
be deemed an accord and satisfaction, and the Lessor may accept such check or
payment without prejudice to the Lessor's right to recover the balance of such
rent or pursue any other remedy provided in this Lease. This Lease contains the
entire agreement between the parties,
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and any executory agreement hereafter made shall be ineffective to change,
modify or discharge it in whole or in part unless such executory agreement is in
writing and signed by the party against whom enforcement of the change,
modification or discharge is sought.
19) BREACH - PAYMENT OF COSTS AND ATTORNEYS' FEES: Each party agrees
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to pay and discharge all reasonable costs and reasonable attorneys' fees and
expenses that shall be incurred by the other party in enforcing the covenants,
conditions and terms of this Lease, including, in the case of the Lessor, the
costs of reletting.
20) WAIVER OF SUBROGATION: Nothing in this Lease shall be construed so as
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to authorize or permit any insurer of Lessee to be subrogated to any right of
Lessee against Lessor arising out of this Lease. Lessee hereby releases Lessor
to the extent of any perils to be insured against by Lessee under the terms of
this Lease, whether or not such insurance has actually been secured, and to the
extent of its insurance coverage for any loss or damage caused by any such
casualty, unless such incidents shall be brought about by the fault or
negligence of Lessor. Lessee shall endeavor to obtain appropriate waivers of
subrogation from its insurance carrier giving affect to this paragraph.
21) UTILITIES; USE OF PREMISES:
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a) Lessee agrees to provide and pay for water, sewer, gas and
electric utility services attributable to Lessee's use and occupancy of the
Leased Premises. With respect to electric utility services, Lessee's obligation
to pay for the same shall extend to charges payable under the following meters,
which at the time of execution of this Lease are separately billed to Lessee:
electric meter number __________. With respect to gas utility services, Lessee's
obligation to pay for the same shall extend to charges payable under the
following meters, which at the time of execution of this Lease are separately
billed to Lessee: gas meter number ________. Lessee shall pay water and sewer
utility services on a proration of the bills for such services calculated on the
ratio of the square footage of the Leased Premises to the square footage of the
total first floor commercial space in the building in which the Leased Premises
are located.
b) Lessee agrees to operate and use the Leased Premises as
professional office space for a Bank. Lessee shall conduct its business in the
Leased Premises in full compliance with all applicable laws, rules, ordinances
and regulations, and shall conduct its business in such a way so as not to
disturb any other tenants of the Property.
c) Notwithstanding anything else set forth in this Lease, Lessor,
and its employees, agents or contractors, shall have the unlimited right to
enter the Leased Premises without prior notice, twenty-four (24) hours per day,
for the purpose of access to the Leased Premises, for emergencies, without the
same constituting a breach or violation of this Lease or applicable law.
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22) LESSEE'S IMPROVEMENTS; LESSOR'S IMPROVEMENTS:
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a) Lessee may undertake, at Lessee's sole cost and expense,
improvements to the Leased Premises (the "Interior Improvements"), and shall
undertake and complete all other additional work necessary for the opening of
Lessee's business in the Leased Premises, provided Lessee first procures the
advance written consent of Lessor to all Interior Improvements, which shall not
be unreasonably withheld. Lessor shall give its approval or indicate that it is
withholding approval of the plans and specifications no later than seven (7)
days after submission of the plans and specifications to Lessor by Lessee. All
Interior Improvements shall be evidenced by written plans and specifications, a
complete copy of which shall be provided to Lessor as a precondition to Lessor's
approval. In addition, Lessee shall pay for all design and construction costs
incurred to alter the current common areas and Lessors leasing office to fit
Lessee's final space layout and Lessor's requirement for an additional exit to
Washington Street provided such costs are incurred as a result of the
construction according to Lessee's plans and specifications for the Interior
Improvements.
If Lessor withholds its consent to any of the planned improvements by
Lessee, Lessor shall within three (3) days of submission to Lessor of the
planned plans and specifications for the planned improvements identify all
aspects of the planned improvements to which it objects, and, at Lessee's
option, Lessor and Lessee shall within ten (10) days of Lessor's rejection of
the improvements participate in an arbitration hearing to resolve the disputed
issues as identified by Lessor. Lessor and Lessee shall agree on an arbitrator,
and, if they cannot agree, each shall select one arbitrator and those two
arbitrators shall select a third arbitrator, and the three arbitrators shall
together render a decision on the disputed issues which shall be binding on
Lessor and Lessee. Alternatively, if Lessee in good faith submits two sets of
plans and specifications which differ in material aspects and Lessor withholds
its consent to both sets of plans and specifications, Lessee may declare this
Lease terminated with no further liability under this Lease.
b) All of Lessee's or Lessor's improvements shall be performed in
full compliance with all applicable laws, rules, ordinances and regulations and
in a good workmanlike manner. All of Lessee's improvements shall be subject to
paragraph (16), above, relating to mechanic and materialmen liens.
23) MISCELLANEOUS PROVISIONS:
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a) Unless otherwise required by law, all written notices shall be
delivered by certified United States mail or the equivalent to the Lessee at ▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ or to Lessor at c/o The
Alexander Company, Inc., ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇., #▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇. The Lessor and the Lessee may, from time to time, change these addresses
by notifying each other of any change in writing as per this section.
b) The terms, condition and covenants contained in this Lease and
any riders and Plans attached hereto shall bind and inure to the benefit of the
Lessor and the Lessee and their respective successors, heirs, and assigns.
10
c) This Lease shall be governed by and construed under the laws of
the State of Wisconsin.
d) In the event that any provision of this Lease shall be held
invalid or unenforceable, no other provision of this Lease shall be affected by
such holding, and all of the remaining provisions of this Lease shall continue
in full force and effect pursuant to the terms hereof.
e) The paragraph captions are inserted only for convenience and
reference, and are not intended, in any way, to define, limit, or describe the
scope, intent and language of this Lease or its provisions.
f) This Lease contains the entire agreement between the parties and
shall not be modified in any manner except by an instrument in writing executed
by the parties or their respective successors in interest.
g) This Lease may be executed in any number of counterparts with the
same effect as if all parties executed a single instrument.
h) FDIC Clause: Notwithstanding any other provisions contained in
this Lease, in the event (a) Tenant or its successors or assignees shall become
insolvent or bankrupt, or if it or their interest under this Lease shall be
levied upon or sold under execution or other legal any depository institution
supervisory authority ("Authority"), Landlord may, in either such event,
terminate this Lease only with the concurrence of any receiver or liquidator
appointed by such Authority, provided, that in the event this Lease is
terminated by the receiver or liquidator, the maximum claim of Landlord for
rent, damages or indemnity for injury resulting from the termination, rejection
or abandonment of the unexpired Lease shall be by law no greater than an amount
equal to all accrued and unpaid rent to the date of termination.
i) Parking. Lessor shall provide Lessee at no additional cost eight
(8) surface parking stalls located adjacent and immediately west of the Leased
Premises and exclusively dedicated to the customers of Lessee during the hours
of 7:30 a.m. to 5:30 p.m. Monday through Friday with appropriate signage
indicating the same. In addition, Lessor shall provide to Lessee ten (10)
underground parking stalls at an additional cost of $20.00 per month for each
such stall. Annual increases for such parking stalls shall be no more than $1.00
per month. In addition, Lessor shall provide Lessee ten (10) underground parking
stalls at no additional charge for as long as Lessor has not received a bona
fide offer to lease the same. If Lessor receives a bona fide offer to lease any
of the ten (10) free underground parking stalls from a person or entity other
than a tenant or condominium owner of the building within which the Leased
Premises are located, Lessor shall offer to lease each of the affected parking
stalls to Lessee at the then current market rate for such stalls and, in any
event, no more than Lessor was to have charged the offering party for such
parking stall(s). Lessee shall have a period of ten (10) days to advise Lessor
of its exercise of its right of first refusal as to such parking stalls. If
Lessee exercises its right of first refusal, lease payments for the affected
parking stall(s) shall commence on the first day of the next month in which rent
would be due under this Lease.
11
If the aggregate number of parking stalls available to Lessee at any time
proves insufficient for Lessee's needs, Lessor shall ▇▇▇▇ each parking stall for
which Lessee is paying rent "Reserved for Nicolet National Bank" and shall
police such parking spaces to ensure the exclusive use of such parking spaces
for the benefit of Lessee provided that such period of exclusivity shall be
between the hours of 7:30 a.m. and 5:30 p.m. Monday through Friday. For
purposes of this Lease, the underground parking stalls used by Lessee shall be
considered to be insufficient if three (3) days during any monthly period
employees of Lessee are unable to locate parking stalls within the underground
parking facility beneath the Leased Premises.
For each underground parking stall, Lessee shall pay a one time $50.00 fee
for each automatic door opener for access to the underground parking. If any of
the underground parking stalls are surrendered by Lessee hereunder before
termination of the Lease because of Lessor's rental of the same to third
parties, Lessor shall refund the door opener fee for each stall so surrendered.
j) Lessee shall be allowed to install an Automated Teller Machine
and a Night Depository Drop-Box as per Lessee's plans and specifications
provided their installation does not adversely affect the structural integrity
of the Building.
k) Termination for Lack of Federal Approval. The obligation of
Lessee to be bound for the full term of this Lease is conditioned on Lessee
obtaining all necessary approvals to operate as a national bank. Immediately
upon approval by Lessor of Lessee's plans and specifications for the Interior
Improvements, Lessee shall be allowed to make the Interior Improvements and take
all other action necessary to ready the Premises for occupancy during the
pendency of Lessee's approvals. If Lessee has not received all necessary
approvals for its application to operate as a national bank by November 1, 2000,
Lessee may declare this Lease terminated, provided, however, (a) that all
Interior Improvements Lessee has caused to be made to the Premises shall be
deemed abandoned and shall become the sole property of Lessor, free and clear of
any liens or encumbrances created or arising out of any request for labor or
materials or any other act of Lessee, and Lessee shall indemnify and hold
harmless Lessee of and from any and all such lien claims and (b) Lessee shall be
responsible for rents that have accrued to the date of termination. Lessee shall
promptly pursue all necessary approvals for it to operate as a national bank.
This paragraph shall not be constructed to relieve Lessee of any liability
Lessee may have for personal injury or property damage arising out of the
negligence of Lessee or any of Lessee's agents or contractors in regard to their
activities upon the Premises.
12
IN WITNESS WHEREOF, the Lessor and Lessee have respectively signed and
sealed this Lease of the day and year first above written.
LESSOR
WASHINGTON SQUARE GREEN BAY, LLC
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
---------------------------------
By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Its: Managing Member
LESSEE
GREEN BAY FINANCIAL CORPORATION
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Its: Executive Vice President
13
EXHIBIT A
[SCHEMATIC OF LEASED PREMISES]
EXHIBIT"B"
----------
DATE OF LEASE: May 31, 2000
ADDRESS OF LEASED PREMISES: ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇,
▇▇▇▇▇ ▇▇▇, ▇▇
LESSOR: Washington Square Green Bay LLC
LESSEE: Green Bay Financial Corporation
BASE RENT: $ 9.75 per square foot of Premises per year for the first
lease year paid in equal monthly installments of $5,809.38
with the first payment due upon September 1, 2000. Base Rent
shall increase 4.0 % per year during the original and
extended term(s) of the Lease.
SECURITY DEPOSIT: Lessee shall pay a Security Deposit equal to one months rent
upon Lease signing.
LEASE AMENDMENT #1
------------------
The Lease made and entered into as of the 31st day of May, 2000, by and
between Washington Square Green Bay LLC, hereinafter referred to as the "Lessor'
and Green Bay Financial Corporation, hereinafter referred to as "Lessee" is
amended as follows:
PAGE 1 SECOND "WHEREAS" IS AMENDED AS FOLLOWS:
". . .lease premises consisting of approximately 7,574 square feet (See
attached Exhibit A) . . . ".
SECTION 21) UTILITIES; USE OF PREMISES IS AMENDED AS FOLLOWS:
---------------------------
". . .Electric Meter Numbers are 179898 and 187042. . . "
". . .Gas Meter Numbers are 318818 and 318819. . . "
SECTION 22) LESSEE'S IMPROVEMENTS; LESSOR'S IMPROVEMENTS
-----------------------------------------------
AT THE END OF THE FIRST PARAGRAPH IN SUBSECTION A), ADD THE FOLLOWING:
". . . Lessee agrees to pay the following Lessors' costs of providing
the Premises, upon of the execution of this amendment:
A&A Fire and Security (Door Intercom) = $ 2,887.50
A&A Fire and Security (Cameras) = $ 3,931.10
Urban Resources Architectural Design = $ 1,080.00
Mau & Associates (Condo document revisions) = $ 227.50
STS Consultants (Engineering services) = $ 135.00
-----------
Total: $ 8,261.10
. . ."
SECTION 23). SUBSECTION K) TERMINATION FOR LACK OF FEDERAL APPROVAL. "DELETE
THIS SUBSECTION".
EXHIBIT A: REPLACE EXHIBIT A WITH THE ATTACHED AMENDED EXHIBIT A
EXHIBIT B: REPLACE EXHIBIT B WITH THE ATTACHED AMENDED EXHIBIT B
The original Lease, dated May 31, 2000 shall remain in full force and
effect, except as amended above.
*LESSOR*
WASHINGTON SQUARE GREEN BAY LLC
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ 3-22-01
------------------------------------- ----------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, Managing Member Date
*Lessee*
GREEN BAY FINANCIAL CORPORATION
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ 3/7/01
------------------------------------- ----------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Date
By:
------------------------------------- ----------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Date
2
AGREEMENT TO AVAILABILITY OF LEASE
Agreement made this 30th day of November, 2001, by and between Development
Associates, LLC (d/b/a Port Plaza Mall), a Wisconsin limited liability company,
of Green Bay, Wisconsin (hereinafter referred to as the "Lessor") and Nicolet
National Bank, a Wisconsin corporation, of Green Bay, Wisconsin, (hereinafter
referred to as the "Lessee").
WITNESSETH:
1. In the event of a disaster (commonly defined as natural disaster,
terrorism, act of war, civil unrest, fire, etc.) that renders the lessee's
principal business facility (located at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇
▇▇▇, WI) incapable of normal operations, the lessor agrees to provide space
in the Port Plaza Mall which will act as a back-up location for the
resumption of business operations of the lessee.
Rent, location of space, length of occupancy, and other terms will be
negotiated as part of an Agreement of Lease in the event of a declaration
of disaster by the lessee at its principal business facility.
Lessee understands that availability of space is not guaranteed and will
regularly keep in contact with the lessor to determine if alternate
locations need to be sought to accomplish their business resumption
objectives.
2. As an act of good faith, lessor agrees to immediately provide enough space
for the storage of two 55 gallon containers which will hold various basic
provisions (tools, supplies, etc.) to be used in the event the lessee needs
to execute their business resumption plan. Specifically, these containers
would contain such items as batteries, flashlights, basic tools, radios,
first aid kits, water, office supplies, blank bank documents, and a copy of
the lessee's business resumption plan.
3. Lessor also agrees to allow lessee to perform a business resumption test on
an annual basis to insure the lessee's ability to use lessor's facility as
a viable business resumption location. Tests performed will be
non-intrusive and invisible from other tenants located in the lessor's
facility (Port Plaza Mall).
4. TERM: The term of this agreement shall be (5) five years commencing on
December 1, 2001 and ending on midnight, November 3 0, 2006.
5. TERMINATION: Lessor or Lessee reserve the right to cancel this agreement
for whatever reason at any time during the term noted above.
6. CONSTRUCTION: The terms and conditions of this agreement shall be construed
in accordance with the laws of the State of Wisconsin.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day
and year first above written.
LESSOR:
DEVELOPMENT ASSOCIATES, LLC
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
-----------------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Managing Member
LESSEE:
NICOLET NATIONAL BANK
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
-----------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Vice President
2
SECOND AMENDMENT OF LEASE
This Second Amendment is attached to and incorporated into the "Lease
Agreement" entered into the 31st day of May 2000 by and between WASHINGTON
SQUARE GREEN BAY LLC - C/O MANAGEMENT AGENT OAKBROOK CORPORATION, ▇ ▇▇▇▇▇▇▇
▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (hereinafter referred to as "Lessor") as Landlord and
GREEN BAY FINANCIAL CORPORATION D\B\A NICOLET NATIONAL BANK (hereinafter
referred to as "Lessee"), as Tenant. To the extent that the terms of this
Second Amendment conflict with or contradict the terms and conditions of the
Lease Agreement to which it is attached, the terms of this Second Amendment
shall supersede and control. All other provisions of said Lease shall remain
the same and shall continue in full force and effect.
This Addendum hereby adds 1,137 square feet to Lessee's existing 7,574
square feet, for a total leased square footage of 8,71 1 square feet. Lessee
agrees to accept the 1,137 square feet in "AS IS" condition. Lessee will be
responsible for all tenant improvement costs and related expenses associated
with the added space. All improvements completed shall be done in a workmanlike
manner, and meet all state, city and local codes. Lessor shall have the right
to approve or deny all improvement plans and approval shall not be unreasonably
withheld. This agreement is contingent upon the subject space's existing
occupant agreeing to terminate and vacate the subject space on or before April
30th, 2002. Lessor and Lessee agree that the leased premise is 8,711 sq. ft.
for the purposes of this agreement.
1. Term. This lease shall begin the 1st day of May 2002 and end on the
----
31st day of August 2005.
2. Rent. Figures Are Stated In Monthly Rates
----
BASE RENT FROM 8,711 SQ. FT. (11) STALLS (1) STORAGE
05/01/2002 to 08/31/2002 $7,361 $220 $20
09/01/2002 to 08/31/2003 $7,655 $352 $20
09/01/2003 to 08/31/2004 $7,961 $484 $20
09/01/2004 to 08/31/2005 $8,280 $616 $20
Lessee shall have two(2) consecutive options to renew said lease for three (3)
years each. Each year a 4% annual escalator will be applied to the prior years
rental rates. Lessee must provide a written notice of its election to renew or
vacate a minimum of 180 days prior to any lease expiration of the original or
renewal periods.
3. No Other Change. All other provisions of said Lease shall remain
-----------------
the same and shall continue in full force and effect.
4. Incorporation Into Lease. Landlord and Tenant agree that executed
--------------------------
counterparts of this Second Amendment shall be attached to, and become a part
of, the respective copies of said Lease now in the possession of each party
hereto.
IN WITNESS HEREOF, Landlord and Tenant have duly executed this Second
Amendment.
LESSEE: LESSOR:
GREEN BAY FINANCIAL CORPORATION WASHINGTON SQUARE GREEN BAY LLC
d\b\a Nicolet National Bank
By: /s/ ▇▇▇ ▇▇▇▇▇▇, President By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
--------------------------- ----------------------------
▇▇▇ ▇▇▇▇▇▇, President ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇,
Managing Member
Date: 4/5/02 Date: April 10, 2002
--------------------------- ------------------------
AMENDED EXHIBIT "A"
[AMENDED SCHEMATIC OF LEASED PREMISES]
AMENDED EXHIBIT"B"
------------------
DATE OF LEASE: May 31, 2000
ADDRESS OF LEASED PREMISES: ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇.
LESSOR: Washington Square Green Bay LLC
LESSEE: Nicolet National Bank
BASE RENT: $9.75 per square foot of Premises per year for the first
----
lease year paid in equal monthly installments of $6,153.88
with the first payment due upon September 1, 2000. Base Rent
shall increase 4.0 % per year during the original and
extended term(s) of the Lease.
SECURITY DEPOSIT: Lessee shall pay a Security Deposit equal to one month's
rent upon Lease signing.
