LEASE AGREEMENT By and Between ROBERT L. BEEMAN (Landlord) And BEST ENERGY SERVICES, INC. (Tenant). Effective February 14, 2008
By and
Between
▇▇▇▇▇▇
▇. ▇▇▇▇▇▇
(Landlord)
And
BEST ENERGY SERVICES,
INC.
(Tenant).
Effective
February 14, 2008
TABLE OF
CONTENTS
|
ARTICLE 1.
|
LEASED PREMISES |
1
|
|
ARTICLE
2.
|
TERM OF LEASE |
1
|
|
ARTICLE 3.
|
RENT |
1
|
|
ARTICLE 4.
|
TAXES, INSURANCE, UTILITIES, AND MAINTENANCE. |
1
|
|
ARTICLE 5.
|
LATE FEE |
1
|
|
ARTICLE 6.
|
SECURITY DEPOSIT |
1
|
|
ARTICLE 9.
|
USE OF PREMISES |
2
|
|
ARTICLE 8.
|
SIGNS |
2
|
|
ARTICLE 9.
|
COVENANT OF TITLE AND QUIET ENJOYMENT |
2
|
|
ARTICLE 11.
|
SUBORDINATION TO FUTURE MORTGAGE HOLDERS PROVIDED TENANT IS NOT DISTURBED IN POSSESSION |
2
|
|
ARTICLE 12.
|
COMPLIANCE WITH LAWS AND ORDINANCES |
2
|
|
ARTICLE
13.
|
MECHANICS' LIENS |
3
|
|
ARTICLE 14.
|
LOSS OF POSSESSION OR USE |
3
|
|
ARTICLE 15.
|
TENANT'S RIGHT TO CURE LANDLORD'S DEFAULTS |
3
|
|
ARTICLE 16.
|
ALTERATIONS, TITLE TO AND REMOVAL OF IMPROVEMENTS. |
4
|
|
|
REPAIRS
|
4
|
|
ARTICLE 20.
|
PUBLIC LIABILITY INSURANCE |
4
|
|
ARTICLE 21.
|
WAIVER OF SUBROGATION |
5
|
|
ARTICLE 22.
|
DAMAGE TO OR DESTRUCTION OF IMPROVEMENTS |
5
|
|
ARTICLE 21.
|
EMINENT DOMAIN |
6
|
|
ARTICLE 22.
|
ASSIGNMENT AND SUBLETTING |
7
|
|
ARTICLE 23.
|
REMEDIES OF LANDLORD |
7
|
|
ARTICLE 24.
|
LANDLORD'S ACCESS TO PREMISES |
7
|
|
ARTICLE 25.
|
LEASE OF PERSONAL PROPERTY |
7
|
|
ARTICLE 26.
|
SURRENDER OF PREMISES |
7
|
|
ARTICLE 27.
|
HOLDING OVER |
8
|
|
ARTICLE 28.
|
SERVICE OF NOTICE |
8
|
|
ARTICLE 29.
|
SUCCESSORS AND ASSIGNS |
8
|
|
ARTICLE 30.
|
RECORDING |
8
|
|
ARTICLE 31.
|
AMENDMENTS |
8
|
|
ARTICLE 32.
|
ESTOPPEL CERTIFICATE |
8
|
|
ARTICLE 33.
|
INVALIDITY OF PROVISIONS |
9
|
|
ARTICLE 34.
|
ATTORNEYS' FEES AND COSTS IN EVENT OF BREACH. |
9
|
|
ARTICLE 35.
|
CAPTIONS |
9
|
|
ARTICLE 36.
|
ENTIRE AGREEMENT |
9
|
Agreement
of Lease
This
Agreement of Lease (“Lease”) is
made this 14th day of
February, 2008, between ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ (hereinafter referred to as "Landlord"),
and Best Energy Services, Inc., a Nevada corporation, (hereinafter referred to
as "Tenant").
ARTICLE
1. LEASED
PREMISES. Landlord owns two
parcels of property that will be subject to this Lease. One property
is at ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇, ▇▇▇▇, ▇▇▇▇▇, and the other is at ▇▇▇▇ ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇, ▇▇▇▇▇. Both are referred to herein
collectively as the “Leased
Premises.” The Leased Premises are more particularly described
in Exhibit A
attached hereto and incorporated herein by reference.
ARTICLE
2. TERM OF LEASE. The Lease Term of this
lease shall be from February 14, 2008, and shall continue until February 14,
2009 (the “Lease
Term”).
ARTICLE
3. RENT. Tenant shall pay rent (“Rent”) to
the Landlord for the Leased Premises the amount of Six Thousand Dollars ($6,000)
per month with the first Rent payment due on the date of this Lease and on the
same day of each month thereafter during the term of the Lease.
ARTICLE
4. TAXES, INSURANCE, UTILITIES, AND MAINTENANCE.
Tenant and Landlord shall pay the following expenses as
designated:
|
Property
taxes
|
Tenant
|
|
|
Property
insurance
|
Tenant
|
|
Utilities
|
Tenant
|
|
|
Water
& Sewer
|
Tenant
|
|
|
Maintenance
of interior
|
Tenant
|
|
|
Maintenance
of exterior
|
Landlord
|
|
Fencing
|
Tenant
|
|
|
Snow
plowing/removal
|
Tenant
|
|
Landscaping
|
Tenant
|
If Tenant
pays the property taxes, the taxes for 2008 and 2009 shall be prorated for the
number of days that Tenant occupies the property in those years.
ARTICLE
5. LATE FEE. Tenant agrees that if any payment or
installment of Rent hereunder becomes delinquent (i.e., has not be received by
Landlord) for a period of more than ten (10) days, Tenant shall pay Landlord a
late charge of Five Hundred Dollars ($500.00) and the delinquent payment shall
also bear interest at the rate of one and one-half percent (1½ %) per month (18%
annual percentage rate) until paid. Said late charge and interest
shall be due and payable with the next following Rent payment due. Returned check fee:
If any check for payment of Rent is returned to Landlord for insufficient
funds, there shall be a returned check fee assessed of One Hundred Dollars
($100.00), and the Late Fee shall also apply.
ARTICLE
6. SECURITY DEPOSIT. Tenant
shall not be required to pay to Landlord any security
deposit.
ARTICLE
7. USE OF PREMISES. The Leased Premises
may be used and occupied only for the purpose of operating an oil field
equipment and mineral services yard, maintenance facilities and administrative
offices. Tenant shall not use the Leased Premises for any other
purpose without the prior written consent of the Landlord, which shall not be
unreasonably withheld. Tenant shall comply with all laws and
regulations governing the use of the Leased Premises.
ARTICLE
8. SIGNS. Tenant shall not install, erect, display,
paint or attach any sign to the exterior of the building or elsewhere on the
Leased Premises without the written consent of the Landlord, which shall not be
unreasonably withheld, and any sign authorized by the Landlord shall be removed
and the sign space restored to its original condition upon termination of the
Lease.
ARTICLE
9. COVENANT OF TITLE AND QUIET ENJOYMENT. Landlord covenants
that Landlord is well seized of and has good title to the Leased Premises and
does warrant and will defend the title thereto and will indemnify the Tenant for
any damage and expense which Tenant may suffer by reason of any lien,
encumbrance, restriction or defect in the title or description herein of the
Leased Premises. If, at any time, Landlord's title or right to
receive Rent hereunder is disputed, or there is a change of ownership of
Landlord's estate by act of the parties or operation of law, Tenant may withhold
Rent thereafter accruing until Tenant has been furnished proof satisfactory to
it as to the party entitled thereto.
ARTICLE
10. TIME OF THE ESSENCE: It is agreed that time is of the
essence in respect to the agreements hereinafter contained.
ARTICLE
11. SUBORDINATION TO FUTURE MORTGAGE HOLDERS PROVIDED TENANT IS NOT
DISTURBED IN POSSESSION. There are no mortgages on the Leased
Premises. However, Landlord reserves the right to mortgage the Leased
Premises in the future if he desires to do so. If Landlord desires to
borrow against the Leased Premises, Tenant will, upon request by
Landlord, subject and subordinate all or any of its rights under this Lease to
any and all mortgages and deeds of trust hereafter placed on the property of
which the Leased Premises are a part; provided,
however,
that Tenant will not be disturbed in the use or enjoyment of the Leased Premises
so long as it is not in default hereunder and Landlord shall, at the time of
execution of any new mortgage or trust deed, provide a binding written
commitment from any and all lenders whose interests are secured by mortgage or
deed of trust that Tenant may remain in possession notwithstanding foreclosure
so long as Tenant is not in default of this Lease. Tenant agrees that
this Lease shall remain in full force and effect notwithstanding any default or
foreclosure under any such mortgage or deed of trust hereinafter placed on the
property and that it will remain liable under the terms of this Lease
to the mortgagee, trustee, or beneficiary of such mortgage or trust deed, and
their successors and assigns, and to the purchaser or assignee under any such
foreclosure. Tenant will, upon request by Landlord, execute and
deliver to Landlord, or to any other person designated by
2
Landlord,
any instrument or instruments required to give effect to the provisions of this
Article.
ARTICLE
12. COMPLIANCE WITH LAWS AND ORDINANCES. Landlord, as owner,
shall comply with all federal, state, county and city laws and ordinances, and
all rules and regulations of any duly constituted authority presently affecting
or respecting the Leased Premises. Any other improvements that may be
necessary to comply with any such rules and regulations shall be the obligation
of Tenant. Tenant shall comply with all federal, state, county
and city laws and ordinances and all rules and regulations of any
duly constituted authority present or future affecting or respecting the use or
occupancy of the Leased Premises by Tenant, or the business at any time thereon
transacted by Tenant or any assignee or Sub-tenant of Tenant, after commencement
of the term of this Lease. Tenant shall, at all times,
keep the Leased Premises, the buildings thereon and all
appurtenances, in a clean and sanitary condition, according to the applicable
statues, city ordinances and the directions and regulations of the proper public
authorities.
ARTICLE
13. MECHANICS' LIENS. Tenant agrees to pay,
when due, all sums of money that may become due for, or purporting to be due
for, any labor, services, materials, supplies or Tenant's equipment, alleged to
have been furnished or to be furnished to or for the Landlord,
in, upon or about the Leased Premises and which may be secured
by any mechanics', materialmen's or other lien against the
Leased Premises and/or the Landlord's interest
therein. Tenant shall cause each such lien to be fully discharged and
released, provided,
however,
that, if the Tenant desires to contest any such lien, it may do so, but
notwithstanding any such contest, if such lien shall be reduced to
final judgment and such judgment or processes may be issued for the
enforcement thereof is not promptly stayed or is so stayed and
such stay thereafter expires, then, and in that event, the Tenant
shall forthwith pay and discharge said judgment.
ARTICLE
14. LOSS OF POSSESSION OR USE. If at any time
during the term of this Lease or any extension thereof, Tenant shall, through no
act, default or neglect on its part, be deprived of possession of the
Leased Premises or any material portion thereof or the use of the Leased
Premises for the purposes contemplated by Tenant for any reason including, but
not limited to, any limitation of access to the Leased Premises or
any rezoning or other governmental action which would prohibit the operation of
the business contemplated by Tenant, then, and in any such event, Tenant shall
have the right to terminate this Lease upon giving Landlord ten (10)
days written notice of its intention to so terminate, in accordance with the
provisions of Article
28 hereof.
ARTICLE
15. TENANT'S RIGHT TO CURE LANDLORD'S DEFAULTS.Landlord agrees
that if Landlord fails to pay any interest, principal, cost or other
charges upon any mortgage or mortgages or other liens and encumbrances affecting
the Leased Premises and to which this Lease may be subordinate when any of the
same become due, or if Landlord fails to make any repairs or do any
work required of the Landlord by the provisions of this Lease, or in
any other respect fails to perform any covenant or agreement in this Lease
contained on the part of the Landlord to be performed, then, and in
such event, after the continuance of any such failure or default for ten (10)
days after notice in writing thereof is given by the Tenant to the Landlord,
notwithstanding any delay or forbearance in giving such notice, Tenant may pay
said principal, interest cost or other charges
3
and cure
such defaults all on behalf of and at the expense of the
Landlord. Tenant may further do all necessary work and
make all necessary payments in connection therewith, including, but not limiting
the same, to the payment of any attorneys' fees and costs and charges
of or in connection with any legal action which may have been
brought. Landlord agrees to pay to Tenant forthwith any amount so
paid by Tenant together with interest thereon at the maximum legal
rate. Landlord further agrees to give Tenant written notice of any claim of
default which may be made by any mortgagee or lienor as to the Leased
Premises within five (5) days after such claim shall have been made if Landlord
shall have not remedied the same within said five (5) day period. All
sums charged to Landlord by Tenant hereunder shall be indebtedness of Landlord
to Tenant payable on demand. If any such indebtedness or any other
indebtedness of Landlord to Tenant is due at any time, Tenant may, in addition
to other remedies, withhold all Rent accruing hereunder and apply the same to
such indebtedness. If all such indebtedness is not fully paid at
the expiration of the Lease Term or any extension thereof, Tenant
may, at its option, extend this Lease on the same covenants and
conditions as herein provided, until such indebtedness is fully paid
by application of the Rent payable hereunder against such
indebtedness.
ARTICLE
16. ALTERATIONS, TITLE TO AND REMOVAL OF
IMPROVEMENTS. Tenant or any Subtenant may not make
alterations, additions and improvements to the Leased Premises
without the prior written consent of Landlord, which shall not be unreasonably
withheld. Notwithstanding the foregoing, Tenant shall not erect signs
or other improvements that will restrict the free flow of traffic. It
is mutually agreed that the trade fixtures and equipment and interior and
exterior signs which may be installed on the Leased Premises prior to, or during
the term hereof, at the cost of Tenant or any assignee or Subtenant,
shall remain personal property and shall not be deemed to become part of the
Leased Premises. Tenant shall have the right and obligation to remove
such trade fixtures and equipment on or before the expiration of this Lease or
any extensions or renewals thereof. Tenant or any assignee or
Subtenant is hereby expressly given the right, at any time during the term of
this Lease or any extension thereof and for a period of ten (10) days after the
termination of this Lease or any extension thereof, by lapse of time or
otherwise, to enter upon and remove from said Premises any improvements or
equipment of Tenant or any assignee or Subtenant. Tenant shall repair
at its expense any damage to the property created by its installation
or removal of improvements.
ARTICLE
17. REPAIRS. Tenant agrees that it has had
the opportunity of inspecting the Leased Premises, is satisfied therewith, and
accepts the same "as is." Landlord further represents that prior to
commencement of this Lease, the Leased Premises have been lawfully used and
maintained in accordance with all applicable federal, state, and local laws.
Tenant shall be responsible for maintaining the Leased Premises in all respects
and to return the Leased Premises at the end of the lease term in as good or
better condition as when first occupied by Tenant. In default
of the Tenant making the necessary repairs or replacements during the course of
the Lease, the Landlord may, but shall not be required to, make such repairs and
replacements for the Tenant's account and the expense thereof shall constitute
and be collectible as additional Rent, together with interest at twelve percent
(12%) per annum and reasonable attorney's fees.
4
ARTICLE
18. PUBLIC LIABILITY INSURANCE. Tenant hereby
covenants and agrees that at all times during the term hereof to obtain and
maintain and keep in force for the mutual benefit of Landlord and Tenant general
public liability insurance against the claims for personal injury, death or
property damage occurring in, on or about the Leased Premises or sidewalks
adjacent to the Leased Premises in the following amounts:
| Bodily injury | per person | $1,000,000 |
|
per
accident
|
$2,000,000 (involving two or more persons) | |
| Property damage | $500,000 |
Tenant
agrees that all of the above-noted insurance shall be noncancellable without
(10) days written notice to Landlord. Tenant further covenants and
agrees that the insurance required to be carried hereunder shall be
placed with top rated insurance companies as shall be selected by Tenant. The
parties further covenant and agree that the Landlord and Tenant or anyone
claiming by, through or under them, shall be named as co-insureds as their
respective interests may appear in the above policies and that Tenant, at the
request of Landlord, shall deliver to the Landlord certificates of said
insurance and of renewals thereof, from time to time during the term of this
Lease. Tenant shall keep, protect and save the Landlord harmless from any loss,
costs, or expenses of any sort or nature and from any liability to any
third-party person natural or artificial, on account of any damage to such third
person or their property arising out of any failure to comply with and perform
all of the requirements and provisions set forth in this Article. Landlord may,
if necessary, arrange and pay for all such insurance and invoice Tenant
therefor, together with interest thereon at twelve per cent (12%) per annum
until paid.
ARTICLE
19. WAIVER OF SUBROGATION. Landlord and Tenant each
hereby release the other, their agents and employees from any claim for damage
or destruction to the above-described Premises and the contents thereof
belonging to either, and for the business interruption of either, caused by fire
or any other event insured under fire and extended coverage insurance, whether
due to the negligence of either of them or otherwise.
ARTICLE
20. DAMAGE TO OR DESTRUCTION OF IMPROVEMENTS. If Landlord's
improvements on the Leased Premises shall be damaged or rendered untenantable by
fire or other casualty, the Landlord shall within thirty (30) days from the date
of said damage or destruction commence to repair or replace said improvements,
according to the condition and use of the property prior to said damage or
destruction so that the Tenant may continue with occupancy and the same shall be
completed within one hundred twenty (120) days thereafter. However,
Landlord's obligation to pay for cost of rebuilding or repairing any such damage
or destruction to the improvements located on the Leased Premises shall be
limited to the insurance monies payable by reason of such damage or destruction
and if the cost of repairing or replacing said improvements according to the
condition and use of the Leased Premises prior to said damage shall exceed this
amount this Lease shall terminate immediately and Landlord shall be entitled to
keep all insurance proceeds as compensation for damage done to the Leased
Premises unless Tenant, upon written notification by Landlord of the amount of
the excess elects in writing to itself pay such excess. It is
5
further
agreed that the Rent herein required to be paid shall ▇▇▇▇▇ during said period
of untenantability or if the improvements shall be damaged but not rendered
untenantable thereby, the Rent shall ▇▇▇▇▇ in an amount appropriate to the
decrease in the utility of the Leased Premises. In the event Landlord
has not commenced construction or has not notified Tenant that he intends to
commence construction within thirty (30) days from the date of such damage,
then, and in that event, Tenant may either (a) terminate this Lease by giving
written notice of such termination in accordance with Article 28 hereof, or
(b) thereupon and without further notice to Landlord commence to repair or
replace said building with Tenant having access to the insurance proceeds
available by reason of such damage or destruction. In the event
Tenant makes said repairs or replacements, Landlord shall be liable to the
Tenant for any and all costs and expenses of Tenant in making the same and
Landlord shall be required to reimburse Tenant for any such costs and expenses
of Tenant for any costs which Tenant expends for replacement or repair of the
improvements plus 12% (which shall not be in excess of the insurance proceeds
payable by reason of such damage or destruction). If Landlord fails
to reimburse Tenant within thirty (30) days after receiving Tenant's invoice
Tenant shall have the right to deduct this amount of the invoice from Rent
payments due to Landlord and/or institute legal action at law or equity to
recover its expense.
It is
agreed by the parties that if the building cannot be replaced or repaired within
one hundred twenty (120) days after such damage to the building, due to the
inability of either party to obtain materials or labor needed, strikes or acts
of God or governmental restrictions that would prohibit, limit, or delay said
construction, then the time for completion of said repairs and replacement shall
be extended accordingly, provided,
however,
that in any event, if the repair or replacement of the building has not been
completed within a period of one hundred eighty (180) days from the date of such
damage or destruction, Tenant may, at its option, and in addition to other
remedies available to Tenant, elect to terminate this Lease. In the
event of any damage or destruction occurring in the last six (6) months of the
original term of this Lease or during any extension of the term, to the extent
of fifty percent (50%) or more of the insurable value of the building, Tenant
may, at its option, to be evidenced by notice in writing given to Landlord
within thirty (30) days after the occurrence of such damage and destruction, in
lieu of repairing or replacing such building, elect to terminate this Lease as
of the date of said damage or destruction.
ARTICLE
21. EMINENT DOMAIN. If the whole or any part
of the Leased Premises shall be taken for any public or quasi-public use under
any statute or by right of eminent domain or by private purchase in lieu
thereof, Tenant reserves unto itself the right to prosecute its claim for an
award based upon injury caused to its leasehold interest by such taking, without
impairing any rights of Landlord for the taking of or injury to the reversion.
In the event a part of the Leased Premises shall be so taken that (a) the part
so taken includes the building or Premises on the Leased Premises or any part
thereof or (b) ten percent(10%) or more of the from depth of the Leased Premises
or (c) that part taken shall consist of twenty-five percent (25%) or more of the
total Premises or (d) such part so taken shall result in cutting off direct
access from the Leased Premises to any adjacent public street or highway or (e)
such taking makes the carrying on of Tenant's business impractical, then, and in
any such event, the Tenant may at any time either prior to or within a period of
sixty (60) days after the date when possession of the Leased Premises shall be
required by the taking authority elect
6
to
terminate this Lease. In the event that Tenant shall fail to exercise
any such option to terminate this Lease or in the event that a part of the
Leased Premises shall be taken under circumstances under which the Tenant will
have no such option, then the Landlord shall, at its own cost and expense and
with reasonable promptness, restore the remaining portion of the Leased Premises
to the extent necessary to reconstitute the improvements thereon as a complete
architectural unit, susceptible to the same use as that which was in effect
immediately prior to such taking and the Rent payable under the provisions of
the lease shall be equitably reduced according to the decrease in the utility of
the Leased Premises for Tenant's intended use and the effect thereof upon the
business of Tenant.
ARTICLE
22. ASSIGNMENT AND SUBLETTING. Tenant may not,
without consent of Landlord, which consent shall not be unreasonably withheld,
assign or encumber this Lease or its rights hereunder. In the event
Landlord consents to any assignment or subletting, Tenant shall remain liable
for the payment of all Rent required to be paid hereunder and for the
performance of all terms, covenants and conditions herein undertaken by
Tenant.
ARTICLE
23. REMEDIES OF LANDLORD. If Tenant
shall fail to pay any installment of Rent promptly on the day when the same
shall become due and payable hereunder, and shall continue in such default for a
period of ten (10) days after written notice thereof by Landlord, or if Tenant
shall fail to promptly keep and perform any other affirmative covenants of this
Lease, strictly in accordance with the terms of this Lease and shall
continue in default for a period of thirty (30) days after written notice
thereof by Landlord of default and demand of performance, then and in any such
event and as often as any such event shall occur, Landlord may (a)
declare the said term ended, and enter into said Premises, or any part thereof,
either with or without process of law and expel Tenant or any
person occupying the same in or upon said Premises, using such force
as may be necessary, and to repossess and enjoy said Premises as
in the Landlord's former estate; or (b) relet the Leased Premises
against the Rent payable by Tenant hereunder and Tenant shall be
responsible for no more than the balance that may be due, should a
balance exist. However, if any default shall occur, other
than in the payment of money, which cannot with due diligence be
cured within a period of thirty (30) days, and if Tenant prior to the
expiration of thirty (30) days from and after the giving of the
notice of aforesaid, commences to eliminate the cause of such default and
proceeds diligently and with reasonable dispatch to take all
steps and undertake all work required to cure such default and does
so cure such default, then Landlord shall not have the right to
declare the term ended by reason of such default.
ARTICLE
24. LANDLORD'S ACCESS TO PREMISES. Landlord
shall have the right to inspect the Leased Premises
during normal business hours and upon reasonable
notice. Landlord shall have access to the Leased Premises during
normal business hours during the last six (6) months of the Lease or
any extension thereof for the purpose of showing the same to any
prospective tenants.
ARTICLE
25. LEASE OF PERSONAL PROPERTY. Landlord
shall lease to Tenant such personal property on the Premises as shall
be reflected in an Addendum attached to this Lease which Addendum shall set
forth the terms and conditions of the Lease of said personal
property.
7
ARTICLE
26. SURRENDER OF PREMISES. Tenant shall,
after the last day of the Lease Term or any extension thereof, or
upon any earlier termination of such term, surrender and yield up to
Landlord all of Landlord's improvements on such Premises in good order,
condition, and state of repair, reasonable wear and tear and the
provisions of Article
16 hereof excepted.
ARTICLE
27. HOLDING OVER. In the event Tenant
continues to occupy the Leased Premises after the last day of the Lease Term
hereby created, or after the last day of any extension of the Lease
Term, and the Landlord elects to accept Rent thereafter, a tenancy
from month to month only shall be created under and subject to all other
provisions contained herein.
ARTICLE
28. SERVICE OF NOTICE. Every notice,
approval, consent or other communication authorized or required by this Lease
shall not be effective unless the same shall be in writing and sent
postage prepaid by United States registered or certified mail, return receipt
requested, and shall be addressed to:
|
To
Landlord:
|
To
Tenant:
|
| ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | Best Energy Services, Inc. |
|
▇.▇.
▇▇▇ ▇▇▇
▇▇▇▇,
▇▇▇▇ ▇▇▇▇▇
|
▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇,
▇▇▇▇▇ ▇▇▇▇▇
|
or to
such other address as either party may designate, by notice given from time to
time in accordance with this Article. Any notice given in
accordance with the provisions of this Article shall be deemed to
have been given as of the date such notice shall have been placed in
the United States Postal Service. The Rent payable by Tenant
hereunder shall be paid to Landlord at the same place where a notice to Landlord
is herein required to be directed.
ARTICLE
29. SUCCESSORS AND ASSIGNS. The terms, conditions
and covenants of this Lease shall be binding upon and shall inure to
the benefit of each of the parties hereto, their heirs,
personal representatives, successors or assigns, and shall run with
the land; and where more than one party shall be Landlord under this
Lease, the word "Landlord" whenever used in this Lease shall be
deemed to include all Landlords jointly and severally.
ARTICLE
30. RECORDING. This Lease shall not be
recorded. However, if either of the parties hereto desire
to record a memorandum of this Lease, Landlord and Tenant agree to execute and
deliver to the other a memorandum of this Lease containing only
minimum statutory requirements, which memorandum of lease may then be recorded
in the appropriate office of the county within which the Leased
Premises are located.
ARTICLE
31. AMENDMENTS. No waivers, alterations, or
modifications of this Lease or any agreements in connection therewith
shall be valid unless in writing duly executed by both Landlord and
Tenant herein.
8
ARTICLE
32. ESTOPPEL CERTIFICATE. Either party to this
Lease shall from time to time during the term of this Lease,
immediately (within 10 days at the latest) upon the request of the
other party, execute and deliver to the other party a statement certifying that
this Lease is in full force and effect, the date through which the Rent and
other charges hereunder have been paid, and any other factual matters
reasonably requested by the other party.
ARTICLE
33. INVALIDITY OF PROVISIONS. If any term,
covenant, condition or provision of this Lease or the application
thereof to any person or circumstance shall, at any time, or 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, covenant, condition and
provision of this Lease shall be valid and enforceable to the
fullest extent permitted by law.
ARTICLE
34. ATTORNEYS' FEES AND COSTS IN EVENT OF
BREACH. In the event of any breach of this Lease,
the nonbreaching party shall be entitled to receive reasonable
attorneys' fees and costs from the breaching party in enforcing
the terms of this Lease, in addition to any other damages
or compensation that may be applicable.
ARTICLE
35. CAPTIONS. The captions appearing in this Lease
are inserted only as a matter of convenience and in no way define,
limit, construe or describe the scope or intent of such Articles of
this Lease or in any way affect this Lease.
ARTICLE
36. ENTIRE AGREEMENT. This Lease supersedes
any and all other agreements, either oral or in writing, between the
parties hereto with respect to the Leased Premises and contains all of the
covenants, agreements and other obligations between the said parties
in respect to said Premise.
ARTICLE
37. EXECUTION. This Lease may be executed in
two or more counterparts, each of which shall be deemed to be an original, but
all of which shall be one and the same document. The exchange of copies of this
Lease and of signature pages by facsimile transmission, PDF or other electronic
file shall constitute effective execution and delivery of this Lease as to the
parties and may be used in lieu of the original Lease for all purposes.
Signatures of the parties transmitted by facsimile, PDF or other electronic file
shall be deemed to be their original signatures for all purposes.
[Signatures
are on following page]
9
In
Witness Whereof, the said parties have hereunto set their hands the day and year
first above written.
| LANDLORD: | TENANT: |
|
▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇
|
Best Energy Services,
Inc.
|
| /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | /s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇ |
| ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, individually | ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Chief Executive Officer |
10
Exhibit
A
Description
of Leased Premises
Property in
Moab, Utah: Section ▇▇, ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇
▇▇▇▇, ▇▇▇ & M
Property in Wellington,
Utah: North
between the Southwest corner of the Northwest quarter of the Northwest
quarter and the Northwest corner of Section ▇▇, ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇, ▇▇▇▇▇ 10
East SLB & M