THIS LEASE AGREEMENT, made the day of 1996,
Between
LUCKY REALTY LLC residing or located at 000 Xxxxx Xxxxxx in
the City of Newark in the County of Essex and State of New
Jersey, herein designated as the Landlord,
And
BROAD NATIONAL BANK, a National Banking Association residing
or located at 000 Xxxxx Xxxxxx in the City of Newark in the
County of Essex and State of New Jersey, herein designated as the
Tenant;
WITNESSETH THAT, the Landlord does hereby lease to the
Tenant and the Tenant does hereby rent from the Landlord, the
following described premises:
Approximately 800 sq. ft. with parking spaces located
at 000 Xxxxx Xxxxxx, Xxxxxx, Xxx Xxxxxx.
for a term of five (5) years commencing on December 1 1995, and
ending on November 30 2,000, to be used and occupied only and for
no other purpose than a banking facility
UPON THE FOLLOWING CONDITIONS AND COVENANTS:
1st: The Tenant covenants and agrees to pay to the
Landlord, as rent for and during the term hereof, the sum of $
1st year: $1,000 monthly 3rd year: $1,500 monthly
2nd year: $1,250 monthly 4th year: $1,650 monthly
5th year: $1,750 monthly
2nd: The Tenant has examined the premises and has entered
into this lease without any representation on the part of the
Landlord as to the condition thereof. The Tenant shall take good
care of the premises and shall at the Tenant's own cost and
expense, make all repairs, including painting and decorating, and
shall maintain the premises in good condition and state of
repair, and at the end or other expiration of the term hereof,
shall deliver up the rented premises in good order and condition,
wear and tear from a reasonable use thereof, and damage by the
elements not resulting from the neglect or fault of the tenant,
excepted. The Tenant shall neither encumber nor obstruct the
sidewalks, driveways, yards, entrances, hallways and stairs, but
shall keep and maintain the same in a clean condition, free from
debris, trash, refuse, snow and ice.
3rd: In case of the destruction of or any damage to the
glass in the leased premises, or the destruction of or damage of
any kind whatsoever to the said premises, caused by the
carelessness, negligence or improper conduct on the part of the
Tenant or the Tenant's agents, employees, guests, licensees,
invitees, subtenants, assignees or successors, the Tenant shall
repair the said damage or replace or restore any destroyed parts
of the premises, as speedily as possible, at the Tenant's own
cost and expense.
4th: No alterations, additions or improvements shall be
made, and no climate regulating, air conditioning, cooling,
heating or sprinkler systems, television or radio antennas, heavy
equipment, apparatus and fixtures, shall be installed in or
attached to the leased premises, without the written consent of
the Landlord. Unless otherwise provided herein, all such
alterations, additions or improvements and systems, when made,
installed in or attached to the said premises, shall belong to
and become the property of the Landlord and shall be surrendered
with the premises and as part thereof upon the expiration or
sooner termination of this lease, without hindrance, molestation
or injury.
5th: The Tenant shall not place nor allow to be placed any
signs of any kind whatsoever, upon, in or about the said premises
or any part thereof, except of a design and structure and in or
at such places as may be indicated and consented to by the
Landlord in writing. In case the Landlord or the Landlord's
agents, employees or representatives shall deem it necessary to
remove any such signs in order to paint or make any repairs,
alterations or improvements in or upon said premises or any part
thereof, they may be so removed, but shall be replaced at the
Landlord's expense when the said repairs, alterations or
improvements shall have been completed. Any signs permitted by
the Landlord shall at all times conform with all municipal
ordinances or other laws and regulations applicable thereto.
6th: The Tenant shall pay when due all the rents or charges
for water or other utilities used by the Tenant, which are or may
be assessed or imposed upon the leased premises or which are or
may be charged to the Landlord by the suppliers thereof during
the term hereof, and if not paid, such rents or charges shall be
added to and become payable as additional rent with the
installment of rent next due or within 30 days of demand
therefor, whichever occurs sooner.
7th: The Tenant shall promptly comply with all laws,
ordinances, rules, regulations, requirements and directives of
the Federal, State and Municipal Governments or Public
Authorities and of all their departments, bureaus and
subdivisions, applicable to and affecting the said premises,
their use and occupancy, for the correction, prevention and
abatement of nuisances, violations or other grievances in, upon
or connected with the said premises, during the term hereof; and
shall promptly comply with all orders, regulations, requirements
and directives of the Board of Fire Underwriters or similar
authority and of any insurance companies which have issued or are
about to issue policies of insurance covering the said premises
and its contents, for the prevention of fire or other casualty,
damage or injury, at the Tenant's own cost and expense.
8th: The Tenant, at Tenant's own cost and expense, shall
obtain or provide and keep in full force for the benefit of the
Landlord, during the term hereof, general public liability
insurance, insuring the Landlord against any and all liability or
claims of liability arising out of, occasioned by or resulting
from any accident or otherwise in or about the leased premises,
for injuries to any person or persons, for limits of not less
than $500,000 for injuries to one person and $500,000 for
injuries to more than one person, in any one accident or
occurrence, and for loss or damage to the property of any person
or persons, for not less than $250,000. The policy or policies
of insurance shall be of a company or companies authorized to do
business in this State and shall be delivered to the Landlord,
together with evidence of the payment of the premiums therefor,
not less than fifteen days prior to the commencement of the term
hereof or of the date when the Tenant shall enter into
possession, whichever occurs sooner. At least fifteen days prior
to the expiration or termination date of any policy, the Tenant
shall deliver a renewal or replacement policy with proof of the
payment of the premium therefor. The Tenant also agrees to and
shall save, hold and keep harmless and indemnify the Landlord
from and for any and all payments, expenses, costs, attorney fees
and from and for any and all claims and liability for losses or
damage to property or injuries to persons occasioned wholly or in
part by or resulting from any acts or omissions by the Tenant or
the Tenant's agents, employees, guests, licensees, invitees,
subtenants, assignees or successors, or for any cause or reason
whatsoever arising out of or by reason of the occupancy by the
Tenant and the conduct of the Tenant's business.
9th: The Tenant shall not, without the written consent of
the Landlord, assign, mortgage or hypothecate this lease, nor
sublet or sublease the premises or any part thereof.
10th: The Tenant shall not occupy or use the leased
premises or any part thereof, nor permit or suffer the same to be
occupied or used for any purpose other than as herein limited,
nor for any purpose deemed unlawful, disreputable, or extra
hazardous, on account of fire or other casualty.
11th: This lease shall not be a lien against the said
premises in respect to any mortgages that may hereafter be placed
upon said premises. The recording of such mortgage or mortgages
shall have preference and precedence and be superior and prior in
lien to this lease, irrespective of the date of recording and the
Tenant agrees to execute any instruments, without cost, which may
be deemed necessary or desirable, to further effect the
subordination of this lease to any such mortgage or mortgages. A
refusal by the Tenant to execute such instruments shall entitle
the Landlord to the option of cancelling this lease, and the term
hereof is hereby expressly limited accordingly.
12th: If the land and premises leased herein, or of which
the leased premises are a part, or any portion thereof, shall be
taken under eminent domain or condemnation proceedings, or if
suit or other action shall be instituted for the taking or
condemnation thereof, or if in lieu of any formal condemnation
proceedings or actions, the Landlord shall grant an option to
purchase and or shall sell and convey the said premises or any
portion thereof, to the governmental or other public authority,
agency, body or public utility, seeking to take said land and
premises or any portion thereof, then this lease, at the option
of the Landlord, shall terminate, and the term hereof shall end
as of such date as the Landlord shall fix by notice in writing;
and the Tenant shall have no claim or right to claim or be
entitled to any portion of any amount which may be awarded as
damages or paid as the result of such condemnation proceedings or
paid as the purchase price for such option, sale or conveyance in
lieu of formal condemnation proceedings; and all rights of the
Tenant to damages, if any, are hereby assigned to the Landlord.
The Tenant agrees to execute and deliver any instruments, at the
expense of the Landlord, as may be deemed necessary or required
to expedite any condemnation proceedings or to effectuate a
proper transfer of title to such governmental or other public
authority, agency, body or public utility seeking to take or
acquire the said lands and premises or any portion thereof. The
Tenant covenants and agrees to vacate the said premises, remove
all the Tenant's personal property therefrom and deliver up
peaceable possession thereof to the Landlord or to such other
party designed by the Landlord in the aforementioned notice.
Failure by the Tenant to comply with any provisions in this
clause shall subject the Tenant to such costs, expenses, damages
and losses as the Landlord may incur by reason of Tenant's breach
hereof.
13th: In case of fire or other casualty, the Tenant shall
give immediate notice to the Landlord. If the premises shall be
partially damaged by fire, the elements or other casualty, the
Landlord shall repair the same as speedily as practicable, but
the Tenant's obligation to pay the rent hereunder shall not
cease. If, in the opinion of the Landlord, the premises be so
extensively and substantially damaged as to render them
untenantable, then the rent shall cease until such time as the
premises shall be made tenantable by the Landlord. However, if,
in the option of the Landlord, the premises be totally destroyed
or so extensively and substantially damaged as to require
practically a rebuilding thereof, then the rent shall be paid up
to the time of such destruction and then and from thenceforth
this lease shall come to an end. [Last two sentences deleted.]
14th: If the Tenant shall fail or refuse to comply with and
perform any conditions and covenants of the within lease, the
Landlord may, if the Landlord so elects, carry out and perform
such conditions and covenants, at the cost and expense of the
Tenant, and the said cost and expense shall be payable on demand,
or at the option of the Landlord shall be added to the
installment of rent due immediately thereafter but in no case
later than one month after such demand, whichever occurs sooner,
and shall be due and payable as such. This remedy shall be in
addition to such other remedies as the Landlord may have
hereunder by reason of the breach by the Tenant of any of the
covenants and conditions in this lease contained.
15th: The Tenant agrees that the Landlord and the
Landlord's agents, employees or other representatives, shall have
the right to enter into and upon the said premises or any part
thereof, at all reasonable hours, for the purpose of examining
the same or making such repairs or alterations therein as may be
necessary for the safety and preservation thereof. This clause
shall not be deemed to be a covenant by the Landlord nor be
construed to create an obligation on the part of the Landlord to
make such inspection or repairs.
16th: The Tenant agrees to permit the Landlord and the
Landlord's agents, employees or other representatives to show the
premises to persons wishing to rent or purchase the same, and
Tenant agrees that on and after next preceding the expiration of
the term hereof, the Landlord or the Landlord's agents, employees
or other representatives shall have the right to place notices on
the front of said premises or any part thereof, offering the
premises for rent or for sale; and the Tenant hereby agrees to
permit the same to remain thereon without hindrance or
molestation.
17th: If for any reason it shall be impossible to obtain
fire and other hazard insurance on the buildings and improvements
on the leased premises, in an amount and in the form and in
insurance companies acceptable to the Landlord, the Landlord may,
if the Landlord so elects at any time thereafter, terminate this
lease and the term hereof, upon giving to the Tenant fifteen days
notice in writing of the Landlord's intention so to do, and upon
the giving of such notice, this lease and the term thereof shall
terminate. If by reason of the use to which the premises are put
by the Tenant or character of or the manner in which the Tenant's
business is carried on, the insurance rates for fire and other
hazards shall be increased, the Tenant shall upon demand, pay to
the Landlord, as rent, the amounts by which the premiums for such
insurance are increased. Such payment shall be paid with the
next installment of rent but in no case later than one month
after such demand, whichever occurs sooner.
18th: Any equipment, fixtures, goods or other property of
the Tenant, not removed by the Tenant upon the termination of
this lease, or upon any quitting, vacating or abandonment of the
premises by the Tenant, or upon the Tenant's eviction, shall be
considered as abandoned and the Landlord shall have the right,
without any notice to the Tenant, to sell or otherwise dispose of
the same, at the expense of the Tenant, and shall not be
accountable to the Tenant for any part of the proceeds of such
sale, if any.
19th: If there should occur any default on the part of the
Tenant in the performance of any conditions and covenants herein
contained, or if during the term hereof the premises or any part
thereof shall be or become abandoned or deserted, vacated or
vacant, or should the Tenant be evicted by summary proceedings or
otherwise, the Landlord, in addition to any other remedies herein
contained or as may be permitted by law, may either by force or
otherwise, without being liable for prosecution therefor, or for
damages, re-enter the said premises and the same have and again
possess and enjoy; and as agent for the Tenant or otherwise, re-
let the premises and receive the rents therefor and apply the
same, first to the payment of such expenses, reasonable attorney
fees and costs, as the Landlord may have been put to in re-
entering and repossessing the same and in making such repairs and
alterations as may be necessary; and second to the payment of the
rents due hereunder. The Tenant shall remain liable for such
rents as may be in arrears and also the rents as may accrue
subsequent to the re-entry by the Landlord, to the extent of the
difference between the rents reserved hereunder and the rents, if
any, received by the Landlord during the remainder of the
unexpired term hereof, after deducting the aforementioned
expenses, fees and costs; the same to be paid as such
deficiencies arise and are ascertained each month.
20th: Upon the occurrence of any of the contingencies set
forth in the preceding clause, or should the Tenant be
adjudicated a bankrupt, insolvent or placed in receivership, or
should proceedings be instituted by or against the Tenant for
bankruptcy, insolvency, receivership, agreement of composition or
assignment for the benefit of creditors, or if this lease or the
estate of the Tenant hereunder shall pass to another by virtue of
any court proceedings, writ of execution, levy, sale, or by
operation of law, the Landlord may, if the Landlord so elects, at
any time thereafter, terminate this lease and the term hereof,
upon giving to the Tenant or to any trustee, receive, assignee or
other person in charge of or acting as custodian of the assets or
property of the Tenant, five days notice in writing, of the
Landlord's intention so to do. Upon the giving of such notice,
this lease and the term hereof shall end on the date fixed in
such notice as if the said date was the date originally fixed in
this lease for the expiration hereof; and the Landlord shall have
the right to remove all persons, goods, fixtures and chattels
therefrom, by force or otherwise, without liability for damages.
21st: The Landlord shall not be liable for any damage or
injury which may be sustained by the Tenant or any other person,
as a consequence of the failure, breakage, leakage or obstruction
of the water, plumbing, steam, sewer, waste or soil pipes, roof,
drains, leaders, gutters, valleys, downspouts or the like or of
the electrical, gas, power, conveyor, refrigeration, sprinkler,
airconditioning or heating systems, elevators or hoisting
equipment; or by reason of the elements; or resulting from the
carelessness, negligence or improper conduct on the part of any
other Tenant or of the Landlord or the Landlord's or this or any
other Tenant's agents, employees, guests, licensees, invitees,
subtenants, assignees or successors; or attributable to any
interference with, interruption of or failure, beyond the control
of the landlord, of any services to be furnished or supplied by
the Landlord.
22nd: The various rights, remedies, options and elections
of the Landlord, expressed herein, are cumulative, and the
failure of the Landlord to enforce strict performance by the
Tenant of the conditions and covenants of this lease or to
exercise any election or option or to resort or have recourse to
any remedy herein conferred or the acceptance by the Landlord of
any installment of rent after any breach by the Tenant, in any
one or more instances, shall not be construed or deemed to be a
waiver or a relinquishment for the future by the Landlord of any
such conditions and covenants, options, elections or remedies,
but the same shall continue in full force and effect.
23rd: This lease and the obligation of the Tenant to pay
the rent hereunder and to comply with the covenants and
conditions hereof, shall not be affected, curtailed, impaired or
excused because of the Landlord's inability to supply any service
or material called for herein, by reason of any rule, order,
regulation or preemption by any governmental entity, authority,
department, agency or subdivision or for any delay which may
arise by reason of negotiations for the adjustment of any fire or
other casualty loss or because of strikes or other labor trouble
or for any cause beyond the control of the Landlord.
24th: The terms, conditions, covenants and provisions of
this lease shall be deemed to be severable. If any clause or
provision herein contained shall be adjudged to be invalid or
unenforceable by a court of competent jurisdiction or by
operation of any applicable law, it shall not affect the validity
of any other clause or provision herein, but such other clauses
or provisions shall remain in full force and effect.
25th: All notices required under the terms of this lease
shall be given and shall be complete by mailing such notices by
certified or registered mail, return receipt requested, to the
address of the parties as shown at the head of this lease, or to
such other address as may be designated in writing, which notice
of change of address shall be given in the same manner.
26th: The Landlord covenants and represents that the
Landlord is the owner of the premises herein leased and has the
right and authority to enter into, execute and deliver this
lease; and does further covenant that the Tenant on paying the
rent and performing the conditions and covenants herein
contained, shall and may peaceably and quietly have, hold and
enjoy the leased premises for the term aforementioned.
27th: This lease contains the entire contract between the
parties. No representative, agent or employee of the Landlord
has been authorized to make any representations or promises with
reference to the within letting or to vary, alter or modify the
terms hereof. No additions, changes or modifications, renewals
or extensions hereof, shall be binding unless reduced to writing
and signed by the Landlord and the Tenant.
28th: [Section deleted.]
29th: If any mechanic's or other liens shall be created or
filed against the leased premises by reason of labor performed or
materials furnished for the Tenant in the erection, construction,
completion, alteration, repair or addition to any building or
improvement, the Tenant shall upon demand, at the Tenant's own
cost and expense, cause such lien or liens to be satisfied and
discharged of record together with any Notices of Intention that
may have been filed. Failure so to do, shall entitle the
Landlord to resort to such remedies as are provided herein in the
case of any default of this lease, in addition to such as are
permitted by law.
30th: [Section deleted.]
31st: The Tenant has this day deposited with the Landlord
the sum of $1,500 as security for the payment of the rent
hereunder and the full and faithful performance by the Tenant of
the covenants and conditions on the part of the Tenant to be
performed. Said sum shall be returned to the Tenant, without
interest, after the expiration of the term hereof, provided that
the Tenant has fully and faithfully performed all such covenants
and conditions and is not in arrears in rent. During the term
hereof, the Landlord may, if the Landlord so elects, have
recourse to such security, to make good any default by the
Tenant, in which event the Tenant shall, on demand, promptly
restore said security to its original amount. Liability to repay
said security to the Tenant shall run with the reversion and
title to said premises, whether any change in ownership thereof
be by voluntary alienation or as the result of judicial sale,
foreclosure or other proceedings, or the exercise of a right of
taking or entry by any mortgagee. The Landlord shall assign or
transfer said security, for the benefit of the Tenant, to any
subsequent owner or holder of the reversion or title to said
premises, in which case the assignee shall become liable for the
repayment thereof as herein provided, and the assignor shall be
deemed to be released by the Tenant from all liability to return
such security. This provision shall be applicable to every
alienation or change in title and shall in no wise be deemed to
permit the Landlord to retain the security after termination of
the Landlord's ownership of the reversion or title. The Tenant
shall not mortgage, encumber or assign said security without the
written consent of the Landlord.
The Landlord may pursue the relief or remedy sought in any
invalid clause, by conforming the said clause with the provisions
of the statutes or the regulations of any governmental agency in
such case made and provided as if the particular provisions of
the applicable statutes or regulations were set forth herein at
length.
In all references herein to any parties, persons, entities
or corporations the use of any particular gender or the plural or
singular number is intended to include the appropriate gender or
number as the text of the within instrument may require. All the
terms, covenants and conditions herein contained shall be for and
shall inure to the benefit of and shall bind the respective
parties hereto, and their heirs, executors, administrators,
personal or legal representatives, successors and assigns.
IN WITNESS WHEREOF, the parties hereto have hereunto set
their hands and seals, or caused these presents to be signed by
their proper corporate officers and their proper corporate seal
to be hereto affixed, the day and year first above written.
SIGNED, SEALED AND DELIVERED LUCKY PLAZA LLC
IN THE PRESENCE OF
OR ATTESTED BY
By: Landlord
BROAD NATIONAL BANK
By: Tenant
STATE OF NEW JERSEY, COUNTY OF SS.:
I CERTIFY that on , 19 ,
personally came before me
and acknowledged under oath, to my satisfaction, that this person
(or if more than one, each person):
(a) is named in and personally signed this document; and
(b) signed, sealed and delivered this document as his or
her act and deed.
(Print name and title below signature)
STATE OF NEW JERSEY, COUNTY OF SS.:
I CERTIFY that on , 19 ,
personally came before me, and this person acknowledged under
oath, to my satisfaction, that:
(a) this person is the secretary of
the corporation named in this document;
(b) this person is the attesting witness to the signing of
this document by the proper corporate officer who is
the President of the
corporation;
(c) this document was signed and delivered by the
corporation as its voluntary act duly authorized by a proper
resolution of its Board of Directors;
(d) this person knows the proper seal of the corporation
which was affixed to this document; and
(e) this person signed this proof to attest to the truth of
these facts.
Signed and sworn to before me on , 19 .
(Print name of attesting witness below signature)
LEASE
TO
Dated, ,19
Expires,
Rent, $
Prepared by:
ASSIGNMENT OF LEASE
For one dollar and other good and valuable consideration,
the Tenant as Assignor, assigns this Lease and all the Assignor's
rights and privileges therein, including any and all monies
deposited with the Landlord as security, subject to all the
terms, covenants and conditions contained therein; and the
Assignee accepts this Assignment of Lease and assumes and agrees
to comply with and be bound by the terms, covenants and
conditions in said Lease contained. The signature of the
Landlord hereto is evidence of the Landlord's consent to and
acceptance of this Assignment of Lease.
Assignee Assignor
Landlord
RIDER TO LEASE
BETWEEN LUCKY PLAZA LLC, AS LANDLORD
AND
BROAD NATIONAL BANK, AS TENANT
1. In the event of any inconsistency between a provision
of this Rider and any provision of the printed portion of the
Lease to which this Rider is attached, this Rider shall be
controlling.
2. Paragraph 2nd is hereby amended to add the following at
the end thereof:
"The Landlord represents that at the time of
commencement of this Lease and during the Term, all building
systems serving the Premises including all HVAC systems will be
in good working order and the roof of the building will be free
from leaks. Landlord shall be responsible for the care, repair
and maintenance of the structural, HVAC and exterior of the
premises."
3. Paragraph 4th is hereby amended to add the following at
the end thereof:
"Landlord expressly consents to all improvements
necessary for operation of the premises as a banking facility.
Tenant shall have the right to remove its equipment, alterations,
improvements, personal property and fixtures, provided the Tenant
repairs all damage caused by such removal. In addition,
alterations or improvements which costs less than $25,000 shall
not require the Landlord's consent, provided the Tenant complies
with all municipal ordinances in connection therewith."
4. Paragraph 9th is hereby amended to add the following at
the end thereof:
"Without the Landlord's consent, such consent not to be
unreasonably withheld or delayed. Notwithstanding anything to
the contrary contained herein, the Tenant shall have the right,
without the Landlord's consent, at any time during the term of
this Lease to assign this Lease or sublet all or portions of the
premises to any entity (i) owned and/or controlled by the Tenant
or which shall hold the majority of the Tenant's stock; (ii)
which is the result of any merger, consolidation or
reorganization of the Tenant; or (iii) which shall purchase
substantially all of the assets of the Tenant (collectively,
"Business Assignment"); provided, however, in the event of any
Business Assignment, the entity which is either owned and/or
controlled by the Tenant or which holds a majority of the
Tenant's stock, or the entity resulting from a merger,
consolidation or reorganization of the Tenant or, which shall
purchase substantially all the assets of the Tenant shall execute
an assumption of this Lease, which assumption will provide that
such entity has assumed each and every obligation of this Lease.
Further, the Tenant shall have the right, from time to time, to
sublet the Premises without the Landlord's consent solely to a
banking related use or entity."
5. Paragraph 11th is hereby amended to add the following
at the end thereof:
"Notwithstanding the foregoing, the Tenant's
subordination to any existing or future mortgage or ground lease
shall be conditioned upon the receipt by the Tenant of
nondisturbance agreements in form and substance reasonably
satisfactory to the Tenant, the mortgagee and/or the ground
lessor. With respect to any existing mortgage, if a fully
executed nondisturbance agreement, as aforesaid, is not delivered
to the Tenant prior to the Commencement Date, the Tenant shall
have the right to terminate this Lease upon twenty (20) days'
written notice to the Landlord and this Lease shall terminate as
of the date set forth in such notice, unless prior to such date,
a fully executed nondisturbance agreement is delivered to the
Tenant.
6. Paragraph 12th is hereby amended to add the following
at the end thereof:
"In the event of a condemnation which materially
affects the Tenant's use of the premises, the Tenant shall have
the right to terminate this Lease upon giving the Landlord sixty
(60) days' written notice of its intention. In the event of a
partial condemnation, Basic Rent shall be adjusted in proportion
to the premises remaining as part of the tenancy.
7. Paragraph 13th is hereby amended to add the following
to the end thereof:
"Notwithstanding the foregoing, if the damage cannot be
repaired or the Landlord has not completed, or caused to be
completed, the repair and restoration of the casualty damage
within sixty (60) days after the casualty, the Tenant shall have
the right to terminate this Lease upon thirty (30) days' written
notice to the Landlord."
8. Paragraph 15th is hereby amended to add the following
sentence after the first sentence:
"The Landlord shall cause such repairs to be performed
in such a way as to cause the minimum of inconvenience to the
Tenant in the operation of the Tenant's business in the Premises
and to cause said work to be accomplished in as expeditious a
manner as is reasonably practical."
9. Paragraph 19th is hereby amended to add to the end
thereof:
"Landlord shall not be entitled to exercise any of its
remedies hereunder or by law upon a default by Tenant unless and
until Landlord shall provide Tenant with written notice of such
default, and Tenant shall have a period of thirty (30) days from
the date of receipt of notice of such default to cure such
default, or to diligently commence curing such default if the
default cannot with reasonable diligence be cured within such
thirty (30) day period."
10. Paragraph 21st is hereby amended to add the following
to the end thereof:
"If the interior of the Premises become substantially
untenantable for more than seventy-two (72) consecutive hours for
reasons not attributable to the Tenant, its agents, employees or
invitees, and, as a result, the Tenant does not open for
business, the Basic Rent shall xxxxx until the Tenant is open for
business."
11. Landlord's Insurance and Indemnity.
(a) Throughout the term of this Lease, the Landlord
shall maintain, or cause to be maintained, (i) full replacement
value extended coverage casualty insurance with respect to the
Condominium and the Premises; and (ii) comprehensive general
public liability insurance in commercially reasonable amounts.
(b) Anything in this Lease to the contrary
notwithstanding, the Landlord covenants and agrees that it will
indemnify, defend and save harmless the Tenant against and from
all liabilities, obligations, damages, penalties, claims, costs,
charges and expenses, including without limitation, reasonable
attorneys' fees which may be imposed upon or incurred by the
Tenant by reason of the following occurring during the term of
this Lease:
(i) Any matter, cause or thing arising out of the
Landlord's use, occupancy, control or management of the Premises;
(ii) Any negligence on the part of the Landlord or any
of its agents, contractors, servants, employees, licensees or
invitees;
(iii) Any accident, injury, or damage to any person or
property occurring in or about the exterior areas of the Premises
or anywhere caused by the Landlord;
(iv) Any failure on the part of the Landlord to perform
or comply with any of the covenants, agreements, terms or
conditions contained in the Lease on its part to be performed or
complied with; and
(v) The discovery of any Hazardous Material (as
hereinafter defined) in the Premises or the Condominium, where
the presence of such Hazardous Material is attributable to the
Landlord or any prior tenant of the Premises. The term
"Hazardous Material" means any materials or substances defined or
included in the definition of "hazardous substances", "hazardous
wastes" and/or "hazardous materials" under any federal, state or
local environmental laws, rules, regulations or ordinances.
12. Landlord Repairs: Except as otherwise expressly set
forth herein, the Landlord agrees, at its sole cost and expense,
during the term of this Lease and so long as this Lease shall be
in full force and effect to (i) make, or cause to be made, all
structural and exterior repairs or replacements to the Premises.
13. Lease Construction: If any term or provision of this
Lease or the application thereof to any person or circumstance
shall, to any extent, be invalid or unenforceable, the remainder
of this Lease, or the application of such term or provision to
persons or circumstances other than those as to which it is held
invalid or unenforceable, shall not be affected thereby and each
term and provision of this Lease shall be valid and be enforced
to the fullest extend permitted by law. As used throughout this
document, the terms "Premises", "leased premises" and "unit" are
interchangeable and shall have the same meaning.
14. ISRA Compliance. Tenant's use of the Premises shall be
limited to retail banking purposes and/or general office purposes
and all related and ancillary uses. Landlord represents that the
Premises comply with the Industrial Site Recovery Act N.J.S.A.
13:1K-6 et seq. and the regulations promulgated thereunder (ISRA)
by the New Jersey Department of Environmental Protection
("NJDEP"). If compliance with ISRA becomes necessary because of
any action or inaction on the part of the Landlord, including but
not limited to, the Landlord's execution of a contract for the
sale of the Premises, any change in ownership of the Premises,
initiation of bankruptcy proceedings, the Landlord's assets or
any other event which triggers ISRA, then the Landlord shall
comply with ISRA and all requirements of the NJDEP at the
Landlord's sole expense.
15. Right of Early Termination. Tenant shall have the
absolute right, at its option, to terminate this Lease inclusive
of any renewal terms at any time upon 120 days' prior written
notice whereupon this Lease shall terminate on the date specified
in the notice.
16. Brokerage. The Landlord and the Tenant each represent
to the other that it has dealt with no real estate broker in
connection with this Lease and agree that if any claim should be
made for commissions by any broker by reason of the acts of the
Landlord or the Tenant or the acts of their representatives, such
party will indemnify and save harmless the other from any and all
claims, demands, losses, liabilities, judgments, costs, expense,
attorneys' fees or other damages resulting from, arising out of,
or in connection therewith.
17. Option to Renew. Tenant is hereby granted four (4)
consecutive five (5) year options to renew this Lease (each a
"Renewal Term", collectively, the "Renewal Terms"). The same
terms of the Lease shall apply, except that the Basic Rent for
each Renewal Term shall be negotiated between the parties and in
the event the parties cannot agree upon a new rental, then either
party can declare the Lease terminated. The renewal terms shall
be automatically effectuated unless the tenant shall advise the
landlord in writing within sixty (60) days of the commencement of
the renewal term of Tenant's intention not to renew.
18. Drive Through Teller. Notwithstanding anything to the
contrary herein, the Landlord agrees that the Tenant shall have
the right to install a drive through facility or banking kiosk
either annexed to the exterior of the building. In addition, the
Tenant shall have the right to install an automatic teller
machine either attached to the exterior of the building or in
conjunction with the drive through facility or the banking kiosk.
The Tenant will pay all costs in connection with the installation
and maintenance of such accessory banking facilities including
any costs incurred in obtaining governmental approvals for same,
however, the Landlord agrees to cooperate with the Tenant in
connection therewith. If the Tenant installs any accessory
banking facilities, same shall be deemed to be part of the
Premises, however, no Basic Rent or additional rent shall be
payable by the Tenant in connection therewith.
19. Tenant's Contingencies. This lease is expressly
subject to and contingent upon the Tenant obtaining any and all
regulatory and banking approvals ("Banking Approvals") from state
or federal entities having jurisdiction in order to permit the
Tenant to occupy the Premises and carry on its business
operations therein as contemplated by this Lease. In the event
Banking Approvals are not obtained by the Tenant within one (1)
month from the date this Lease is fully executed or are not in
full force and effect upon the Commencement Date, then Tenant
shall have the right at its option, to terminate this Lease upon
fifteen (15) days notice to the Landlord, whereupon there shall
be no further liability between the parties under this Lease.
20. Landlord Representations and Warranties.
(a) The Landlord, to its knowledge, hereby represents
and warrants to the Tenant upon which warranties and
representations the Tenant has relied in executing and delivering
this Lease that:
(i) The Landlord has no actual knowledge of, and
has rejected no notice of, any outstanding violation of any
governmental law, rule, statute, ordinance, or regulation
affecting the Premises.
(ii) No other person, firm or entity shall have
any rights in or right to acquire any fee or leasehold interest
in the Premises or any part thereof from the Landlord.
(iii) All required federal, state and local
permits, consents and approvals, if any, concerning or related to
environmental protection and regulation of the Premises have been
secured and are current and shall be properly maintained.
(iv) There are no pending actions against the
Landlord, or any prior tenant of the Premises with respect to any
such tenant's activities in the Leased Premises, under any
Environmental Law, and the Landlord has not received any notice
in any form of such an action, or of a possible action.
(v) There have not been nor are there now any
releases of hazardous substances (as that term is defined in any
of the Environmental Laws) or hazardous substances present in,
on, over, at, from, into or onto any portion of the Premises or
the Condominium other than in de minimis quantities solely in
connection with the operation of the Building.
(vi) The Landlord shall promptly notify the Tenant
in the event it receives:
A. Any notices or correspondence from the
Environmental Protection Agency or the New Jersey Department of
Environmental Protection alleging the presence or release of any
hazardous substances or environmental contaminants, in, on,
around or under the Premises or the Condominium; or
B. Any information suggesting or
demonstrating the release or presence of any hazardous substances
or environmental contaminants in, on, around or under the
Premises or the Condominium.
(vii) The Landlord has no actual knowledge of the
existence of any asbestos in or on the premises.
(b) The Landlord hereby indemnifies and holds harmless
(and shall, at the Tenant's option, defend) the Tenant, its
employees, agents, guests, visitors and invitees, of from and
against any and all costs, expense (including without limitation
reasonable attorneys' and environmental consultants' fees) loss,
damage, or liability arising directly or indirectly from a breach
by the Landlord of any of the representations or warranties
contained in this Paragraph or this Lease.
21. Waiver of Distraint.
(a) Notwithstanding anything to the contrary contained
in this Lease, the Tenant may, from time to time, without
Landlord's consent, secure financing or general credit lines and
grant the lenders as security therefor a security interest in the
Tenant's trade fixtures, personalty, inventory and equipment.
(b) The Landlord hereby expressly waives any and all
rights to be granted by or under any present or future laws to
levy or distrain for rent, in arrears, in advance or both, on any
goods, merchandise, equipment, fixtures, furniture, or other
personal property of the Tenant, or any subtenant or licensee of
the Tenant in the Premises or to be delivered thereto.
22. Tenant's Self Help. If the Landlord shall default in
the performance or observance of any agreement or condition in
this Lease contained on its part to be performed or observed, or
shall default in the payment of any tax or other charge which
shall be a lien upon the Premises, and if the Landlord shall not
cure such default within thirty (30) days after notice from the
Tenant specifying the default (or shall not within said period
commence to cure such default and thereafter prosecute the curing
of such default to completion with due diligence), the Tenant may
at its option, without waiving any claim for damages for breach
of agreement, at any time thereafter cure such default for the
account of the Landlord and any amount paid or any contractual
liability incurred by the Tenant in so doing shall be deemed paid
or incurred for the account of the Landlord, and the Landlord
agrees to reimburse the Tenant therefor or save the Tenant
harmless therefrom; provided that the Tenant may cure any such
default as aforesaid prior to the expiration of said waiting
period to protect the real estate or the Tenant's interest
therein, to prevent injury or damage to persons or property, or
to enable the Tenant to conduct its business in the Premises.
Notwithstanding anything to the contrary contained
herein, in the case of emergency, notice required pursuant to
this Paragraph may be given orally, or in any other reasonably
due and sufficient manner having regard to the emergency and the
attending circumstances. If any such notice shall not be given
in the manner described in this Lease, then, as soon thereafter
as may be practicable such notice shall be followed up by notice
given in the manner described in herein.
23. Memorandum of Lease. Upon the execution of this Lease,
the Landlord and the Tenant shall execute a Memorandum of Lease
in form and substance satisfactory to counsel for each party,
which Memorandum of Lease may be recorded, at the Tenant's sole
cost and expense.
24. Tenant's Exclusive. Landlord shall not, during the
term of this Lease, lease any part of the building in which the
premises is located to any other banking, financial institutions
or securities or brokerage institutions and the Landlord shall
not lease space to any tenant who would in the Tenant's
reasonable opinion violate such exclusive (including for example
Xxxxxxx Xxxxx or similar operations). If the granting of the
foregoing exclusive by the Landlord to the Tenant is violative of
any state or federal rules, laws, regulations, ordinances or the
like or if it is determined that the foregoing exclusive is
unenforceable, at the present time or any time in the future,
said exclusive shall be void ab initio and of no further force
and effect.
25. Alarm Systems. Notwithstanding anything to the
contrary herein, the Tenant shall have the right at its sole cost
and expense to install a security system in the Premises of a
type which is deemed necessary by the Tenant in its sole
discretion.
26. Tenant is authorized to install two (2) flag poles of
Tenant's choosing outside of the premises.
27. Landlord agrees to pay all real estate taxes and
assessment on the subject premises without contribution from the
Tenant.
28. The Landlord is a Tenant of the owner of the premises.
Pursuant to the terms of the Landlord's lease with the owner.
Landlord is duly authorized to sub-let the premises to tenant
herein.
29. Tenant shall have the right, subject to compliance with
municipal ordinances, to place signage upon the interior and
exterior of the premises, including the roof.
WITNESS:
LUCKY PLAZA LLC
BY:
BROAD NATIONAL BANK
BY:
