EXHIBIT 10.1
LEASE AGREEMENT
(Commercial)
SKI SHELTER, SKI LI T AND MOUNTAIN TRACT
THIS LEASE AGREEMENT is made and entered into to be effective as of 22nd
day of April, 1994, by and between the TOWN OF XXXXXXX, a Municipal Corporation
of the State of Wyoming, of X.X. Xxx 0000, Xxxxxxx, Xxxxxxx 00000 ("Landlord"),
and SNOW KING RESORT, INC., a Wyoming corporation, of X.X. Xxx XXX, Xxxxxxx,
Xxxxxxx 00000 ("Tenant") (the "Lease").
WITNESSETH:
WHEREAS, Landlord is the owner of those certain parcels of real property
and improvements described generally as the Ski Shelter Tract, the Ski Lift
Tract and the Mountain Tract, all as more particularly described as follows: See
Exhibits "H", "I" and "J" attached hereto and by this reference made a part
hereof (the "Leased Premises"), reserving unto the Landlord the right to exclude
the cemetery access roadway which shall be for mutual use by Landlord and
Tenant; and
WHEREAS, the parties hereto desire to enter into a written lease agreement
providing the terms, covenants and conditions for the occupancy of the Leased
Premises by Tenant; and
WHEREAS, the parties agree that ,any and all prior leases between the
parties concerning this property are revoked and are superseded by this
document.
NOW, THEREFORE, in consideration of the mutual covenants, agreements,
undertakings and benefits to the parties, the parties agree as follows:
1. Lease Of Leased Premises. Landlord agrees to lease to Tenant and Tenant
agrees to lease from Landlord the Leased Premises according to the terms and
conditions of this Lease.
2. Term Of Lease. The term of the Lease shall be for a term of thirty (30)
years, commencing on the 1st day of June, 1993 and terminating on the 31st day
of May, 2023 unless sooner terminated or extended under the provisions of the
Lease.
3. Rent And Payment. Tenant covenants and agrees to pay Landlord, during
the term of the Lease, as follows:
(a) Base Rent. The base rent for the Lease Agreement shall be Ten Thousand
Eight Hundred Dollars ($10,800.00) per annum payable in twelve (12) equal
monthly installments on the first day of each month of each year of the term
hereof.
(b) Supplemental Rent. Based on Gross Revenue in accordance with the
schedule attached hereto as Exhibit "K" and by this reference made a part
hereof, Gross Revenue shall include not only those revenues listed on Exhibit
"K" but any and all revenues derived from the facilities or use of facilities
constructed or based upon the leased premises after deducting therefrom only
sales and use or like taxes. Tenant shall keep accurate and complete accounting
records kept in accordance with applicable accounting standards. Tenant shall
provide to Landlord an accounting for all Gross Revenues within ninety (90) days
of the close of each calendar year during the term of this Lease or within
ninety (90) days following the termination of this Lease, whichever date is
earlier. At the time of delivery of the annual accounting, Tenant shall also
tender any and all supplemental rent due and owing as evidenced by the
accounting provided. Landlord shall be entitled to, at Landlord's expense, have
conducted or conduct an audit of Tenant's books and records to determine the
accuracy of the accounting provided by Tenant. In the event such audit shall
reveal additional supplemental rent due, Tenant shall immediately pay such
supplemental rent but Tenant shall have the option of requesting, at Tenant's
expense, an independent third party audit to confirm the amount due. In the
event the audit shall reveal supplemental rent underpayment of greater than five
percent (5%) of the total supplemental rent paid for that year, all audits shall
be conducted at the expense of Tenant. This requirement for payment of
supplemental rent shall survive the termination of the Lease for the purposes of
collecting supplemental rent due and owing through the date of termination of
this Lease.
(c) Additional Rent. In addition to the rent required of Tenant under
subparagraphs (a) and (b), the Tenant shall be required to pay the principal sum
of One Hundred and Fifty Three Thousand Two Hundred and Thirty Three Dollars
($153,233.00) plus interest on said principal amount at a base rate of eight and
one half percent (8 1/2%) per annum, based upon an amortization schedule
attached hereto as Exhibit "L", which monthly payments shall commence November
1, 1993, and shall continue on a monthly basis for the following 120 months.
Tenant has a right of prepayment on this principal balance at any time without
penalty.
In addition to the rent required of Tenant, Tenant shall be jointly and
severally responsible with Snow King Resort Center, Inc. (the Tenant for the Ice
Rink premises) for paying, in regular monthly installments, 1/120th monthly, of
the total amount of additional rent for the Ice Skating Rink.
The additional rental payments due under this Lease Agreement shall
terminate with the 120th monthly rental installments and thereafter the rental
installments shall revert to those rentals reserved in paragraphs 33(a) and (b)
of this Lease.
Rent payments shall commence in accordance with the foregoing schedule and
shall continue each month thereafter, and shall be made payable to Landlord as
follows: Town of Jackson, Wyoming, X.X. Xxx 0000, Xxxxxxx, Xxxxxxx 00000 until
directed otherwise.
4. Late Rent Charges. In the event the monthly rent payments are not paid
within ten (10) days of the due date, a late charge of two percent (2%) of the
delinquent payment shall be paid by Tenant. Additionally, said late rent
payments shall automatically accrue interest at an interest rate of eighteen
percent (18%) from the due date, which accrual of interest shall continue until
the rent payment, together with accrued interest, is paid. Such interest shall
begin to accrue automatically on all delinquent rent payments (not paid within
the ten (10) day grace period) and shall be payable on demand without notice to
Tenant.
5. Use Of The Leased Premises. The use of the Leased Premises shall be
restricted to Ski Area, ski shelter, restroom, meeting and food and beverage
services amenities and uses only. Approval of additional uses will not be
unreasonably withheld. Furthermore, the Leased Premises shall be used and
occupied by Tenant in a careful, safe and proper manner and Tenant shall pay on
demand for any damage to the Leased Premises caused by the misuse of same by it,
its agents, employees, licensees and invitees. Tenant shall use the Leased
Premises only for purposes not prohibited by the laws, regulations, covenants
and ordinances of the United States, the State of Wyoming, Teton County and the
Town of Xxxxxxx. Tenant shall not use or keep any substance or material in or
about the Leased Premises, which may vitiate or endanger the validity of the
insurance on the Leased Premises or increase the hazard of the risk.
Landlord agrees that Tenant may allow the use of the parking area for float
trip pickups and drop offs by float trip businesses, hereinafter referred to as
"operators".
The Tenant agrees to the following conditions for all float trip pick ups
and drop offs:
a. Landlord shall approve of the number of operators allowed each season
and the number of times each day anyone operator may use the parking
lot.
b. Each operator shall be assigned a specific site in the parking lot for
all of its pick ups and drop offs, each site to be approved by
Landlord.
c. River trip operators' buses, vans or other vehicles, picking up river
trip clients or returning them from river trips, will be present in
the parking area only for the time necessary to gather or disembark
those clients, and will be returned to the operator's private staging
and storage area between river trips, or when otherwise not actively
engaged in meeting, loading, or unloading, river trip clients. River
trip operators and Tenant (Snow King, Inc.) recognize that the
Landlord, Town of Xxxxxxx, places high priority on the availability of
public parking, and has the authority, and at all times may institute
policies with operators, drivers and/or Tenant enforcing courtesy and
consideration in their conduct toward parking lot users, maintaining
availability of vacant parking spaces, ensuring access into and out of
parking areas and requiring no undue blockage of either spaces or
vehicles.
d. River trip buses will occupy space in the assigned parking area for no
more than 20 minutes for any river trip departure or return.
Tenant shall have the right, so long as Tenant has a valid license from the
Town of Xxxxxxx, to sell alcoholic and/or malt beverages in specific locations
from within and upon the Leased Premises in accordance with all conditions which
apply to any license, adherence with all applicable laws of the State of Wyoming
and ordinances of the Town of Xxxxxxx as they may exist from time to time.
Tenant is authorized to sublease the premises pursuant to Section 13, below.
There will be the following restrictions associated with the dispensing of
liquor:
a. The licensee will not be allowed to sell package liquor to the public
for off premises consumption.
b. During standard operating functions, which would be ice skating, and
operation as a ski shelter, the applicant will be allowed to sell beer
and wine only.
c. Full liquor service be allowed at banquets, parties, conventions, or
special events only.
d. The licensee will not operate as a bar or lounge at any time.
e. Applicant and Council agree to attach the above conditions on this
lease for the reason that this facility will allow minors in both the
ski shelter area and the ice rink area.
6. Acceptance Of Leased Premises. Taking possession of the Leased Premises
by Tenant shall be conclusive evidence as against the Tenant that such premises
are in good and satisfactory condition when possession of same was taken. Tenant
has inspected the Leased Premises and accepts the same in "as is" condition
subject only to completion of construction and "punch list" items, if any.
7. Subordination To Mortgage. This Lease shall be and is hereby made
subordinate to any mortgages or other security instruments, which may now or
hereafter encumber the Leased Premises, and to all renewals, modifications,
consolidations, replacements and extensions thereof. This clause shall be
self-operative and no further instrument of subordination need be required by
any mortgagee or security holder. Tenant shall, at Landlord's request, promptly
execute any appropriate estoppel certificate, subordination agreement or
instrument that Landlord may reasonably request in this regard.
8. Taxes And Assessments. Landlord shall pay all real estate taxes, real
estate assessments, and any and all other governmental charges, assessments or
taxes payable in respect to the Leased Premises or any part thereof during the
term of this Lease. Tenant shall be liable for taxes levied against its personal
property, trade fixtures and other property placed by Tenant in, on or about the
Leased Premises.
9. Utilities. Tenant shall pay for the use of all the water, sewage,
electrical, gas, telephone, cable television, garbage and other utility services
to or used by and in connection with the Leased Premises. Tenant shall establish
and maintain all utilities accounts in its name.
10. Repair And Maintenance. Tenant acknowledges that the Leased Premises
are in good repair and working order. Tenant shall, at its sole expense, except
for all Warranty work for new construction or equipment, which shall be assigned
or accrue to the benefit of Tenant, maintain the interior and exterior of the
Leased Premises (including, without limitation, all electrical, plumbing and
mechanical systems) in as good order and repair as it was at the date of the
commencement of this Lease, reasonable wear and tear excepted. Tenant shall not
knowingly commit or willingly permit to be committed any act or thing contrary
to the rules and regulations of any federal, state, municipal or
quasi-governmental authority. If the Landlord determines, in its sole
discretion, that the facility is not being properly maintained, it shall give
notice to Tenant in writing to repair and/or maintain the premises. The Tenant
shall have 48 hours in which to correct any minor deficiencies (small repairs or
cleaning inadequacies) and thirty (30) days for larger repairs. If the repairs
and maintenance are not performed to Landlord's satisfaction within the.
required time period, Landlord may employ another person or entity to repair
and/or maintain all or any part of the premises and the Tenant shall be
responsible for the payment of all expenses and costs related to said repair and
maintenance, which if not paid, shall be deemed a default pursuant to Section
19, below.
Landlord shall maintain at its expense, the parking surface of the parking
lots when it determines, in its sole discretion, that such lot surfaces need to
be repaired or replaced.
Tenant shall permit Landlord, or its representatives, to inspect upon
reasonable notice the Leased Premises and to make improvements to the Leased
Premises as Landlord may now or hereafter deem to be necessary and/or
appropriate for the Leased Premises. All such improvements shall be done, so far
as practicable, to avoid interference with Tenant's occupancy and use of the
Leased Premises, provided that Tenant shall not be entitled to compensation for
unavoidable interference with its occupancy and use.
11. Alterations. Landlord shall have the right at any time to enter the
Leased Premises to make such additions, repairs or alterations as it may deem
necessary or property for the safety, improvement or preservation of the Leased
Premises.
Tenant shall make no alterations in or additions to the Leased Premises
without first obtaining the written consent of the Landlord, and all additions
or improvements made by Tenant shall be deemed a part of the Leased Premises and
permanent structure thereon and shall remain upon and be surrendered with the
Leased Premises at the termination of this Lease by lapse of time or otherwise.
12. Insurance. Landlord shall maintain fire and extended "all-risk"
coverage insurance upon the Leased Premises, which shall include the Ski Shelter
facility and the Ice Rink facility. Such insurance shall be maintained with an
insurance company authorized to do business in Wyoming in an amount not less
than Three Million Five Hundred Thousand Dollars ($3,500,000.00) during the term
of the Lease for both premises.
Tenant shall maintain at its expense fire and extended coverage insurance
on all of its personal property, including trade fixtures and on all additions
and improvements made by Tenant not required to be insured by Landlord.
Tenant shall, at Tenant's expense, maintain a policy or policies of
comprehensive general liability insurance with the premiums thereon fully paid
on or before due date, issued by and binding upon an insurance company with a
Best Rating Guide A plus Class 15 Rating, such insurance to afford minimum
protection of not less than a single limit of One Million Dollars
($1,000,000.00) in respect to personal injury and/or death to one or more
persons and for property damage. The insurance policy shall name Landlord as an
additional insured and shall cover all risks incident to Tenant's use of the
Leased Premises and business in connection therewith.
Tenant shall furnish Landlord with certificates and copies of all insurance
policies to be maintained by Tenant with evidence of payment of the premiums
thereon. All such insurance policies shall contain a clause or endorsement to
the effect that they may not be terminated or materially amended during the term
of this Lease except after fifteen (15) days written notice thereof to Landlord.
13. Assignment. Sublease And Mortgage By Tenant. Tenant shall not assign or
create a security interest in, pledge or encumber this Lease or the Leased
Premises, in whole or in part, or sublet the whole or permit the use of the
whole or any part thereof by any sub-tenant, licensee or concessionaire, unless
Tenant first obtains Landlord's written consent, which consent will not be
unreasonably withheld. In the event of any such assignment, subletting,
licensing or granting of a concession, Tenant shall never-the-less remain liable
for the performance of all the terms, conditions and covenants of this Lease
(including, without limitation, the covenant to pay rent).
Tenant is authorized to sublease specific portions of the premises to Snow
King Resort Center, Inc., the tenant of the Ice Rink Building and operation
adjacent to the premises, with specific authorization to sell alcoholic and/or
malt beverages. Any such sublease shall require approval of the Landlord in
writing and shall require that the sublessee have a valid liquor license and
that all operations of the sublessee shall be strictly in accordance with all
applicable rules, regulations, ordinances, and statutes of the Town of Xxxxxxx
and the State of Wyoming as they may exist from time to time.
14. Required Subleases. Notwithstanding the provisions of paragraph 15 and
in recognition of contributions made by the public and public entities towards
the construction of the ski shelter contemplated by this Lease Agreement, Tenant
shall be required as a condition of this Lease to offer subleases which have
been approved in writing by Landlord as follows:
(a) Girl Scouts. Tenant shall offer a sublease to the Girl Scouts of
America, Teton County organization, for utilization of that portion of the
Ski Shelter constructed upon the leased premises designated "Girl Scout
Area" on the construction or schematic plans for the Ski Shelter. The lease
shall be for such amount as is designed to allow Tenant to recoup only its
minimal operating costs such as pro rata allocation of utilities,
insurance, maintenance, janitorial, snow removal and similar costs for the
operation of the building. The sublease may provide for utilization of the
premises subject to the sublease by Tenant at periods when that portion of
the premises is not utilized by Subtenant and the rental rate established
shall recognize that right.
(b) Xxxxxxx Hole Ski Club. For the purpose of maintaining and
providing an opportunity to improve, the utilization of the Snow King Ski
Area for the benefit of Landlord and Tenant, Tenant shall offer a sub-lease
to the Xxxxxxx Hole Ski Club, or its successor organization, for the
utilization of that portion of the Ski Shelter constructed upon the Lease
Premises designated "Xxxxxxx Hole Ski Club Area" on the construction or
schematic plans for the Ski Shelter. The lease shall be renewable annually
so long as the general purpose of utilization of the Snow King Ski Area for
the benefit of the Town of Xxxxxxx is' maintained. The lease shall be for
such amount as is designed to allow Tenant to re-coup its minimal operating
costs such as prorata allocation of utilities, insurance, maintenance,
janitorial duties, snow removal and similar costs, as well as re-couping
the amount paid or to be paid by Tenant to Landlord for interior finish of
the Ski Club Area. Tenant may impose reasonable restrictions upon
sub-lessee with respect to parking, building access and building security
as Tenant deems appropriate. The sub-lease may be nonexclusive as to
portions of the Ski Club Area and may provide for utilization of the
premises subject to the sub-lease by Tenant, or others when that portion of
the premises is not being utilized on a fulltime basis by sub-lessee. The
Xxxxxxx Hole Ski Club shall have first priority in all scheduling for this
leased space.
Other than as stated above, the Tenant shall not sublease any portion of
the property, whether the interior or the exterior of the property, including
the erection of temporary structures, without the written approval of the
Landlord, which approval shall not be unreasonably withheld. Any approved
sublessee must have a valid liquor license prior to the sale of any alcoholic or
malt beverage.
15. Signs. Tenant shall have the right to erect and maintain signs in, on
or about the Leased Premises, provided, that same shall comply with governing
laws, regulations, covenants and ordinances of the united states, state of
Wyoming, county of Teton and the Town of Xxxxxxx. All such signs must, however,
be approved in advance in writing by the Landlord.
16. Tenant's Covenants. Tenant covenants that it shall:
(a) Comply with all laws, orders, regulations, rules, ordinances and
covenants of any state or federal statute or local ordinance or regulation
applicable to Tenant and/or its use of the Leased Premises.
(b) Give to Landlord prompt written notice of any accident, fire or
damage occurring on or to the Leased Premises.
(c) Keep the Leased Premises sufficiently heated to prevent freezing
of pipes, waterlines and fixtures.
(d) Keep the Leased Premises orderly, clean, sanitary and free from
objectionable odors and insects, vermin, pets, pests and nuisances.
(e) Do all things reasonable possible to prevent filing of any
mechanics' or other liens against the Leased Premises or any part thereof
by reason of work, labor, services or materials furnished or claimed to
have been furnished to Tenant, or anyone holding the Leased Premises or any
part thereof, through or under Tenant. If any such lien shall be filed
against the Leased Premises, Tenant shall either cause the same to be
discharged of record within twenty (20) days after the date of the filing
of same, or if the Tenant, in Tenant's discretion and in good faith,
determines the lien should be contested, Tenant shall furnish such security
as may be necessary or required to prevent any foreclosure against Tenant's
or Landlord's interest in the Leased Premises. If Tenant shall fail to
discharge such lien within such period, or fail to furnish adequate
security, then in addition to any other right of remedy of Landlord,
Landlord may but shall not be obligated to discharge the lien either by
paying the amount claimed to be due or by procuring the discharge of such
lien by obtaining security or in any other manner available to Landlord.
Nothing herein contained shall imply any consent or agreement on the part
of Landlord to subject Landlord's interest in the Leased Premises to
liability under any mechanics' or other lien law.
(f) Repay Landlord, as additional rent, on demand, all sums disbursed
or deposited by Landlord pursuant to the provisions of this section,
including Landlord's costs, expenses and reasonable attorneys' fees
incurred by Landlord in connection therewith.
(g) Permit no one other than employees, agents, servants and business
invitees to remain in or loiter upon the Leased Premises.
(h) Comply with all reasonable rules and regulations that may be
established, from time to time, by Landlord. Tenant covenants that it shall
not do or suffer to be done anything objectionable to the fire insurance
companies, whereby the fire insurance or any other insurance now in force
or hereafter to be placed on the Leased Premises or any part thereof shall
become void or suspended, or be rated as a more hazardous risk than at the
date when Tenant receives possession hereunder. In the event of breach of
this covenant, in. addition to all other remedies of Landlord, Tenant shall
pay to Landlord as additional rent any increase in insurance premiums.
(i) The Landlord has the authority to prohibit parking that interferes
with safe and appropriate use of the Center and retains the right to sign
and enforce parking regulations for public safety, access and appropriate
use. The Tenant is required to direct and control all public parking to
conform to the regulations and requirements of the Landlord.
17. Landlord's Covenants Of Quiet Enjoyment. The Landlord covenants that
the Tenant, upon paying the rentals and performing the covenants upon its part
to be performed herein, shall peacefully and quietly have, hold and enjoy the
Leased Premises during the term hereof.
18. Damage Or Destruction To Leased Premises. If the Leased Premises shall
be damaged by fire, the elements, unavoidable accident or other casualty,
without the fault or negligence of Tenant, or Tenant's servants, employees,
agents, visitors, licensees, invitees or sub-tenants, and the Leased Premises
are not thereby rendered untenantable in whole or in part, Landlord shall, at
its expense, cause such damage to be repaired, and the rent shall not be abated.
If, by reason of such occurrence, the Leased Premises shall be rendered
untenantable only in part, Landlord shall promptly cause the damage to be
repaired and the rent, during such period of repair, shall be abated
proportionately to the portion of the Leased Premises rendered untenantable. If,
by reason of such occurrence, the Leased Premises shall be rendered wholly
untenantable, Landlord shall cause such damage to be repaired and the rent,
during such period of repair, shall be abated in whole. There shall be no
extension of the term of this Lease by reason of such abatement. Notwithstanding
the foregoing provisions, if the Leased Premises shall be rendered wholly
untenantable by reason of such occurrence and the Leased Premises cannot be
repaired within six (6) months from the date such damage occurs, Landlord or
Tenant shall, at their option, have the right to declare the balance of the term
of this Lease to be null and void.
If any such damage or destruction occurring to the Leased Premises, whether
partial or complete, shall occur as the result of the fault or any negligence of
Tenant or Tenant's servants, employees, agents, business invitees, licensees or
sub-tenants, there shall be no apportionment or abatement of rent during the
term of this Lease.
19. Default By Tenant. The Tenant agrees to observe and perform the
conditions and covenants set forth in this Lease, and further agrees that if
default be made in the payment of any rent and such payment default continues
for ten (10) days following the due date for such payment, or if Tenant shall
fail to observe or perform any of the other conditions or covenants and such
other default shall continue for more than thirty (30) days after written notice
of such default, then and in that event, and as often as the same may happen, it
shall be lawful for Landlord, at its election, with or without previous notice,
to terminate this Lease or to re-enter and repossess itself of the Leased
Premises without termination, with or without legal proceeding, using such force
as may be necessary, and to remove therefrom any personal property belonging to
Tenant without prejudice to any claim for rent or for breach of the covenants
hereof, or without being guilty of any manner of trespass or forcible entry and
detainer. The foregoing described rights shall be non-exclusive and shall be in
addition to any and all of the rights and remedies Landlord may have pursuant to
governing law.
20. Payment After Termination. No payments of money by Tenant to Landlord
after the termination of this Lease, in any manner or after the giving of any
notice by Landlord to Tenant shall reinstate, continue or extend the term of
this Lease or affect any notice given to Tenant prior to the payment of such
money.
21. Abandonment Of Leased Premises. If Tenant shall abandon or vacate the
Leased Premises before the end of the term of this Lease, or if Landlord
re-enters the Leased Premises without termination, the Landlord may, at its
option and without notice to Tenant, enter the Leased Premises, and re-let the
same, or any part thereof, as it may see fit, without thereby voiding or
terminating this Lease, and, for the purpose of such reletting, Landlord is
authorized to make any repairs, changes, alterations or additions in or to the
Leased Premises, as may, in the sole discretion of Landlord, be necessary or
desirable for the purpose of such re-letting, and if a sufficient sum shall not
be realized from such re-letting each month to equal the monthly rental under
the provisions of this Lease, then Tenant agrees to pay such deficiency.
22. Indemnification. Tenant shall indemnify Landlord and save it harmless
from and against any and all claims, actions, damages, liability and expense in
connection with loss of life, personal injury or damage to property occurring in
or about, or arising out of or from the Leased Premises and adjacent sidewalks
and loading areas, or the occupancy or use of the Leased Premises by Tenant or
its sub-tenants, or occasioned wholly or in part by any act or omission of
Tenant, its agents, licensees, business invitees, concessionaires, contractors,
customers, employees or sub-tenants.
In case Landlord shall be made a party to any litigation commenced by or
against Tenant, its agents, licensees, business invitees, concessionaires,
contractors, customers, employees or sub-tenants, Tenant shall protect and hold
Landlord harmless and shall pay all costs, expenses and reasonable attorneys'
fees incurred or paid by Landlord in connection with such litigation.
23. Attorneys' Fees. In the event either party shall find it necessary to
obtain the services of an attorney to enforce any of the covenants and
conditions of this Lease, the prevailing party shall be entitled to
reimbursement for all costs and expenses, including reasonable attorneys' fees,
whether or not litigation is commenced.
24. Trade Fixtures. Trade fixtures installed by Tenant in the Leased
Premises shall remain the property of the Tenant and shall be removed at any
time by it on or before the termination of this Lease by lapse of time or
otherwise. Any damage caused to the Leased Premises that is the result of such
removal shall be repaired by Tenant at its expense. Any such trade fixtures not
removed at or prior to the termination shall become the property of Landlord.
Lighting fixtures, whether or not installed by Tenant, shall not be removable at
the expiration or earlier termination of this lease, and shall become the sole
property of Landlord.
25. Landlord's Access. Landlord and its agents, employees or other
representatives may enter the Leased Premises at any time for the purpose of (a)
inspecting the Leased Premises to ascertain Tenant's compliance with the terms
and conditions of this Lease, (b) in order to make repairs, additions or
alterations as the Landlord deeds necessary, (c) to post notices of
non-responsibility under mechanics' lien law, (d) to exhibit the Leased Premises
for sale, lease or mortgage financing, or (e) for any other reasonable purposes.
26. Notices. Any notices required or permitted to be given or served by
either party to the other shall be deemed to have been duly given or served
there if in writing and forwarded by certified mail, postage prepaid, return
receipt requested, to the respective addresses set forth below. Such notices
shall be deemed given upon mailing of sale.
Tenant:
Snow King Resort, Inc.
X.X. Xxx XXX
Xxxxxxx, Xxxxxxx 00000
Landlord:
Town of Xxxxxxx
X.X. Xxx 0000
Xxxxxxx, Xxxxxxx 00000
27. Amendment Or Modification. Tenant acknowledges and agrees that it has
not relied upon any statement, representation, agreement or warranty, except
such as are expressly stated herein, and that no amendment or modification of
this Lease shall be valid or binding unless expressed in writing and executed by
the parties hereto in the same manner as the execution of this Lease.
28. Memorandum Of Lease. The parties may execute a shortform memorandum of
this Lease in recordable form, which may, at either parties' option, be placed
of record in the Teton County real estate records.
29. No Partnership. No partnership or joint venture is created by this
Lease. The Landlord and Tenant shall be construed to be that relationship of
landlord and tenant only.
30. Miscellaneous. Time is of the essence.
No waiver of any breach of one or more of the conditions or covenants in
this Lease by Landlord shall be deemed to imply or constitute a waiver of any
succeeding or other breach hereunder.
This Lease and its provisions shall be construed and enforced in accordance
with and pursuant to governing Wyoming law.
The headings used in this Lease are for convenience only and are not to be
used in its construction.
Whenever used, the singular shall include the plural, the plural the
singular and the use of any gender shall include all genders.
If there is more than one person comprising the Tenant, the covenants,
agreements, undertakings and obligations hereunder shall be the joint and
several obligations of all such persons.
This Lease may be executed in multiple counterparts, each of which shall be
deemed to be an original.
IN WITNESS WHEREOF, the parties hereto have executed this Lease to be
effective as of the day and year first above written.
LANDLORD:
TOWN OF XXXXXXX, a Municipal
Corporation
By: /s/ Xxxx X. Xxxxxxxx
Mayor
ATTEST:
By: /s/ Town Clerk
Town Clerk
TENANT:
SNOW KING RESORT, INC., a
Wyoming corporation
By: /s/ Xxxxxx X. Xxxxx
President
ATTEST:
By: /s/ Secretary
Secretary
