EXHIBIT
10.5
COZCO MANAGMENT / EAT AT JOES
LEASE INFORMATION FORM
1. PARTIES:
TENANT: E.A.J.: PHL, AIRPORT, INC.
LANDLORD: MARKETPLACE REDWOOD LIMITED PARTNERSHIP
PRIME LANDLORD: City of Philadelphia
2. LEASED PREMISES
Address: Prime Leased Premises; That certain area located within the Terminal
Building (as defined in the lease) leased by Prime Landlord to
Landlord pursuant to the Prime Lease, as more particularly designated
in Exhibit A attached to the Lease.
Leased Premises: Xxxxxx's portion of the Prime Leased Premises shown
crosshatched on Exhibit A to the Lease,
Leaseable Building Area: Approximately 845 sq. ft.
Permitted Uses: The first-class, high-quality operation for the sale and display
of the items listed on Exhibit G attached to the Lease
Prohibited Uses (Check One): _None
X All except permitted uses
Specific prohibited uses:
3. TERM:
Initial Term Commencement Date through Termination Date
Commencement Date is defined as the earlier to occur of (a) the Outside
Commencement Date (the later to occur of (i) May 1, 1997, or (ii) the day that
is 75 days after the date on which Landlord approves the plans and
specifications for the Tenant's Work, as provided in the Lease), or, if later,
the expiration of 45 days after delivery of possession of the Premises to the
Tenant; or (b) the opening by Tenant of its business in the Premises
Termination Date is April 30, 2007. [4. 1]
Options to Renew No.
What is rent during renewal period?.: N/A
4. RENTAL:
Minimum Annual: $85,500.00
Percentage? Yes.
If yes, (1) describe percentage rent formula: Annual percentage Rental is the
sum equal to 15% of the amount by which annual Gross Concession Sales exceed the
"First Breakpoint" as defined in the Lease up to the "Second Breakpoint", as
defined in the Lease, plus 18% of the amount by which annual Gross Concessions
Sales exceed the Second Breakpoint, [11. 1E]
(2) discuss effect of of assignment or subletting: N/A
Is there a provision for tenant to pay tax and operating expense escalation?
Tenant responsible for allocable portion of Taxes (as defined in the Lease) (see
below).
If yes, outline formula:
Prepaid or free rent or existing offsets: None.
Amount: N/A
Period: ______________________________________
Renewal or Escalation Rent: N/A
Any Take-over lease? N/A
5. EXPENSES PAID BY TENANT:
Summarize lease provision regarding the following expenses:
Real Estate Taxes: Tenant pays its proportionate share of real estate and other
Taxes, computed by multiplying the amount of such Taxes by a fraction, the
numerator of which is Tenant's Floor Area and the denominator of which is
landlord's Floor Area. [7, 1]
Insurance; Tenant must maintain certain insurance at its expense, including
commercial general liability, all-risk property and casualty, boiler and
machinery, worker's compensation, automobile, liquor law legal liability,
builder's risk, and any other insurance as required by Landlord or Prime
Landlord. [13. 3]
Repairs and Maintenance (Structural, Roof, Exterior, Interior, Glass): Prime
Landlord has covenanted landlord in Prime Lease that it will make or cause
to be made all structural repairs to exterior walls, exterior columns, roof
penetrations and structural floors which collectively enclose the Premises.
[10.1]
All other repairs to the Premises, other than those required to be made by
Landlord pursuant to Section 14.1 of the Lease (with respect to partial
damage), and other than those required to be made by the Prime Landlord (as
described above) are to be made by the Tenant at its expense. [10-2]
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Utilities (Electricity, Heat, Air Conditioning, Water): Tenant must. pay for
utility service, whether furnished by Landlord directly or by the utility
company furnishing the utility to the Airport. To the extent practicable,
all utility service to the Premises is to be separately submetered. [12.1]
No separate charge to be assessed against Tenant for HVAC Service; however,
the costs to maintain, repair and replace, and the costs of electric
service to operate the systems and equipment providing HVAC Service shall
be excluded in Landlord's Operating Costs for which Tenant is required to
pay a proportionate share. [12-2]
Services(Janitorial Cleaning).- The cost of trash removal service is included in
Landlord's Operating Costs. Tenant pays its allocable share of Dumpster
Costs, Tenant also pays a monthly Delivery Service Charge if Landlord elect
to furnish a service for the delivery and distribution of merchandise and
other items. [9.4]
Contributions to Parking and/or Common Areas (CAM): Included -Landlords
Operating Costs of which Tenant pays a proportionate share (as defined in
the [11.4]
Would CAM obligations be affected by more favored treatment of another tenant?
No.
If yes explain:
Any other tenant obligations: Tenant paid an Initial Marketing Charge and a
Pro-Opening Marketing Charge. Tenant must also pay a monthly contribution
to the Marketing Fund. [9. 15, 9.16]
6. TENANT RIGHTS TO TERMINATE:
Can tenant cancel lease it:
a. Premises are not available or construction completed by specific date?
No.
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If yes, what date?
b. Leaves to other tenants are not in force or kept in force? No.
If yes, which tenants?
c. Leases to Others are not occupied for particular uses or operated under
required names? No.
If yes, identify tenants and conditions:
d. Premises are substantially destroyed during final lease years?
(see below)
At any time? Landlord has the obligation to restore substantial damage to the
Premises during the Term, unless, in the reasonable estimate of landlord,
the net amount of insurance proceeds to Landlord would be insufficient to
cover the cost of restoration. [14.2]
If yes, what is definition of substantial destruction? Damage of such a
character as cannot reasonably be expected to be repaired or the Premises
restored within 60 days from the time that such repair work would be
commenced. [14.6]
e. Land1ord is unable to restore premises within ___________days?
See above.
f. Property or demised premises partially condemned? If the whole or any part
of the Premises under the of eminent domain the Lease terminates as to the
part so taken on the date Tenant is required to yield possession thereof to
the condemning authority. [15.1]
If Yes, what is definition of partial condemnation? N/A
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g. Landlord defaults for any reason other than to provide additional space?
N/A
If Yes, is tenant obligated to notify and give mortgagee rights to cure?
h. For any other reasons? No. If yes describe:
7. PARKING REQUIRED: N/A
Car stalls or ratio:
For exclusive use of this tenant?
Location: on leased promises?
on non-leased property?
off mortgaged property or property being purchased?
(if so, describe how parking to be assured):
8. LANDLORD OBLIGATION TO RESTORE
Is landlord obligated to restore in event of of partial destruction? No.
If yes, define partial destruction:
Total Landlord has the obligation to restore substantial damage to the Premises
during the Term, unless, in the reasonable estimate of Landlord, the net
amount of insurance proceeds available to Landlord would be insufficient to
cover the cost of restoration. [14.2]
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9. COMPETITION LIMITATIONS:
Xxxxxx Xxxxxx: Is landlord prohibited from developing, leasing or occupying
other property for business similar to this tenant? No.
If yes, what Is geographic restriction? NIA
Is there a radius clause restricting this tenant? No-
It so, describe.
Exclusives: b tenant granted an exclusive No.
Or other restrictions upon other tenants? No.
If Yes, in either case, describe:
Restrictions on tenant's activities in surrounding area? No.
10. LEASE SUBORDINATIONS
Is this lease subordinate to any mortgage? The Lease is subordinate to any
mortgage, deed of trust or other security instrument constituting a lien
upon the Premises or Landlord's interest therein, whether in existence at
the date of the lease or created thereafter. [18-1]
If yes, does foreclosure statute terminate lease?
-----------------------------------------------------
Does mortgagee in foreclosure have option to recognize or cancel lease?
-----------------------------------------------------
Is subordination conditioned on Non-Disturbance or Recognition Agreement? No,
but Xxxxxxxx agrees to use its best efforts to have the holder of any Mortgage
that may become prior to the Lease enter into its usual
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nondisturbance agreement with Tenant, W long as Tenant is not in default under
the Lease. [ 18.1]
11. EXPANSION PROVISION:
Must landlord provide additions space? No.
If yes, under what conditions?
How much space and at what cost? ________________________
Is rent increased? ___________________________If yes, discuss formula:
If landlord defaults:
Does tenant have the right to cancel? _________________________
to construct & charge cost against existing fixed rent?
_____________ percentage rent only?
all rent? _________________________________
12. RENTAL OFFSETS;
If Landlord defaults in any lease obligations does tenant have the right to
remedy and offset, costs against rent? No.
If yes, must tenant notify mortgagee and give mortgagee right to cure?
Are notice and curing terms satisfactory? Monetary -no notice and cure
provisions. Non-monetary .. 20 days after the giving of notice by Xxxxxxxx,
unless the default is of such nature that it cannot be cured within such 20-day
period, in which case no Event of Default shall occur so long as Tenant
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commences the curing of the default within such 20-day period and thereafter
diligently prosecutes the curing of the same [17.1(g)]
13. PURCHASE OPTION: RIGHT OF FIRST REFUSAL:
Is tenant granted the right to purchase the demised promises? No.
If yes, during what Period can option be exercised?
Price ?
Is tenant given the right to match any other offer to purchase? No.
14. TAKE-OVER-OBLIGATIONS
Does lease require landlord to assume rental or lease obligations of this tenant
at another location? N/A
If yes, during what period can option be exercised?
15. RETAIL STORE OPERATING AGREEMENTS:
Must Tenant operate business in premises? Yes.
If yes, for what duration, under what trade name, and what type of business? For
the duration of the Term of the lease, under the trade name "Eat at Xxx" [5.3;
1.1(x), for the permitted use.
If tenant can vacate must tenant continue to pay minimum annual rent?
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If lease provides for percentage rent, describe how such rent is determined
after promises are vacated:
Is tenant prevented from opening a store in competition with subject? No.
If yes, describe:
Is subletting Permitted? No,
Is assignment by tenant permitted? No (except that in the event of Tenant's
Bankruptcy. Tenant may propose to assign the Lease pursuant to 11 U.S.C $365).
[16.1, 17.4]
Is tenant relieved of liability after assignment? N/A
After subletting or assignment, how is Percentage rent to be determined? N/A
Is there any limitation on type of business, to be conducted? N/A
16. ASSIGNABUITY BY LANDLORD:
Any restriction upon assignment by landlord? No.
If yes, describe:
Is landlord relieved of liability after assignment? Yes. [21.51
17. NOTICES:
To whom should notices and duplicate notices be sent? (indicate names and
addresses):
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If to Landlord: MarketPlace Redwood Limited Partnership
00 Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
with a copy to: MarketPlace/Redwood Airport Management
Philadelphia International Airport Philadelphia,
Pennsylvania 19153
and a copy to: Now England Development
Xxx Xxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
and a copy to.- Goulston & Xxxxxx, P.C.
000 Xxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Attention: XXX -Philadelphia AirportRetail
If to Tenant: c/o Cozco Management Corporation
0000 Xxxxx 00 Xxxx Xxxxx 000
Xxxxxx , Xxx Xxxxxx 00000
with a copy to: Obermayer Xxxxxxx Xxxxxxx & Hippel LLP
One Penn Center, 19tb Floor
0000 XXX Xxxxxxxxx
Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000
Attention: Xxxxxx X. Xxxxxxx, Esquire
If to Prime LanLord: Director, Division of Aviation
City of Philadelphia, Terminal E
Philadelphia International Airport
Philadelphia, Pennsylvania 19153
with a copy to: City of Philadelphia
City Solicitor
0000 Xxxx Xxxxxx, 0xx Xxxxx
Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000
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18. IMPROVEMENTS AND ALTERATIONS
Landlord must, at its cost expense, perform all items of "Landlord's Work"
as described in Exhibit C attached to the Lease. [8.1]
Tenant must, at its cost and expense perform all items. of "Tenant's Work"
as described in Exhibits C and D attached to the Lease- [8.21
All leasehold improvements and other fixtures, equipment and property
installed in the Premises at any time, whether by or on behalf of Tenant or by
or on behalf of Landlord. may not be removed from the Premises at any time, and
at the expiration of the lease. all such leasehold improvements shall be deemed
to be part of the Premises, and shall not be removed by Tenant when it vacates
the Premises, and title there vest solely in Prime Landlord without payment of
any nature to Tenant, unless Landlord or Prime Landlord requests their removal.
[8.7]
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