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Exhibit 10.28
OFFER TO LEASE
LESSOR THE CITY OF LAKE FOREST
000 Xxxx Xxxxxxxx
Xxxx Xxxxxx, Xxxxxxxx 00000
On this 7th day of November, 1996.
LESSEE LAKE FOREST BANK AND TRUST COMPANY
000 Xxxxx Xxxx Xxxx
Xxxx Xxxxxx, Xxxxxxxx 00000
(hereinafter called "Lessee") hereby offers and agrees to
lease from The City of Lake Forest, whose address is shown
above (hereinafter called "Lessor"), the subject real estate
LOCATION totaling approximately 2,000 square feet (hereinafter called
"the premises") situated in the Telegraph Road Metra Train
Station located at 000 Xxxxx Xxxxxxxxx Xxxx xx Xxx Xxxx xx
Xxxx Xxxxxx, Xxxxxx of Lake, and State of Illinois shown
outlined in yellow on the map marked "Exhibit A" attached
hereto and made a part hereof, for and during the term of
TERM December 1, 1996, ending November 30, 2006, unless
terminated sooner as provided herein.
Upon acceptance by the Lessor of Xxxxxx's OFFER TO
LEASE, said OFFER TO LEASE shall become a lease binding upon
the parties hereto.
This lease is made upon express covenants and
agreements, each of which is made an express condition
hereof:
RENT 1. Lessee covenants and agrees to pay Lessor as
rent for the premises Forty Thousand One Hundred Dollars
($40,100.00) per year payable in advance each year of the
ten year fixed term lease.
2. The premises shall be used for the following
purpose(s) only: drive-up and walk-up bank facility.
Xxxxxx agrees to handle only such articles as are
appropriate to this type of business, occupancy or use.
TAXES 3. (a) The premises is currently exempt from
payment of real estate taxes. If at any time in the future
the premises are assessed and real estate taxes are due,
Lessee shall pay all real estate taxes or other charges
applicable to or assessed against that portion of the
premises which is the subject of this lease, even though
such taxes may not become due and payable until after the
expiration or termination of this lease.
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(b) If any such taxes or charges shall have been
paid by Xxxxxx, Xxxxxx agrees to reimburse Lessor within 20
days after presentation of a bill therefor. In default of
such reimbursements, all sums so paid by Lessor shall be
deemed an addition to rent and recoverable as such.
4. Lessee shall at all times keep the premises
clean and in good condition and repair, including the
HOUSE- painting thereof. Lessee shall not post, paint or place, or
KEEPING permit others to post, paint, or place, on the premises any
advertisement or sign not related directly to Xxxxxx's
business.
5. (a) Lessee shall not use or permit upon the
COMPLIANCE: premises (1) anything that will invalidate any policy of
INSURANCE insurance now or hereafter carried on the premises or any
AND LEGAL building or thereon, or (2) anything that will increase the
rate of such insurance. Lessee shall maintain the premises
and buildings and structures thereon in accordance with the
requirements of all local ordinances, and state and federal
laws in effect during the term of this lease.
(b) Xxxxxx further agrees to comply with all
ordinances, laws, rules or regulations enacted by any
governmental body or agency relating to the control,
abatement, or emission of air and water contaminants and/or
the disposal of refuse, solid wastes or liquid wastes or any
other ordinances, laws, rules or regulations which may be
applicable to him or his activities on the leased premises.
Lessee shall bear all costs and expenses arising from
compliance with said ordinances, laws, rules or
POLLUTANTS regulations, and shall indemnify and save harmless Lessor
& from all liability, including without limitation, fines,
CONTAMINANTS forfeitures and penalties arising in connection with failure
by Lessee to comply with such ordinances, laws, rules or
regulations. Lessee will provide to Lessor tangible
evidence of his compliance with all ordinances, laws, rules
or regulations upon the commencement date of this lease.
6. Lessee accepts the premises subject to rights
of any party, including Lessor, in and to any existing
RELOCATION conduits, sewers, waterlines, gas lines, power lines,
OF UTILITIES drainage facilities, telephone, telegraph or other wires,
OR FACILITIES and policies and utilities or facilities of any kind
whatsoever, whether or not of record. Should it at any time
become necessary to relocate any of same by reason of this
lease Lessee shall bear and pay the cost of so doing.
7. (a) Lessee accepts the premises subject to
EASEMENTS rights of any party, including Lessor, in an to any existing
easements, permits or licenses.
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(b) Lessor reserve the right to maintain or
relocate its existing facilities, or to construct and
thereafter maintain new facilities, on or in the vicinity of
EXISTING the premises with no liability for damages to Lessee's
FACILITIES interests or property resulting from such activities.
TITLE 8. Lessor makes no covenant for quiet enjoyment
of the premises. Lessee assumes any damages Lessee may
sustain as a result of, or in connection with, any want or
failure at any time of Xxxxxx's title, if any, to the
premises.
9. (a) Xxxxxx accepts this lease of the premises
with the knowledge of the existence of railroad tracks in
the vicinity of the premises and of all the risks of damage
or injury which might or could occur to properties or
persons upon or in the vicinity of the premises from or in
connection with the operation, use, maintenance, or
improvement of said tracks. It is therefore agreed, as one
of the material considerations of this lease and without
which this lease would not be granted, that Xxxxxx assumes
such risks and agrees to indemnify and hold harmless and
INDEMNI- defend Lessor from any against any and all liability and
FICATION expenses whatsoever, to the extent permitted by law, for
bodily injury or death, including without limitation, injury
or death to agents, employees, servants, or invitees of the
Lessor, or Lessee or loss or damage to the property of the
Lessor or Lessee, their agents, employees, servants or
invitees, and to the person or property of any person of
corporation, arising directly or indirectly, out of the
occupancy of, presence on, or use of said leased premises or
any structures thereon by Lessee, its employees, agents, or
invitees, regardless of the negligence of Lessor.
(b) Xxxxxx further agrees that if in any case
the release and indemnity provided in this Section 9 shall
INSURANCE not be valid, Lessor shall in such case have the full
benefit of any insurance effected by Lessee upon the
property injured, destroyed, or damaged and/or against the
hazard involved.
10. Xxxxxx agrees to have all insurance policies
NO issued to it, or for or upon the Lessee's account, covering
SUBROGATION any injuries to persons or any loss or damage to property so
written that the insurer shall have no claim or resources
any kind whatsoever against Lessor or the premises.
11. Xxxxxx agrees not to suffer or permit any lien
of mechanics or materialmen to be placed upon the premises
LIENS or any part thereof and, in case of any such lien attaching,
to immediately pay off and remove the same. It is further
agreed by the parties hereto that Xxxxxx has no authority or
power to cause or permit any lien or encumbrance of any kind
whatsoever, whether created by act of
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Lessee, operation of law or otherwise, to attach to or be
placed on Xxxxxx's title or interest, if any, in the
premises, and any and all liens and encumbrances created or
suffered by Lessee shall attach to Xxxxxx's interest only.
12. It is further agreed that in case Lessee, with
the consent of Lessor, holds possession of the premises
HOLD-OVER beyond the term of this lease such action of the parties
shall have the effect of extending the term of this lease on
a month to month basis, subject in all respects to all of
the terms, conditions, covenants and agreements of this
lease, including all rights of termination in all respect as
herein provided.
13. If the whole or any part of the premises shall
be taken or condemned by any competent Authority for any
public use or purpose this lease shall, as to the part so
taken terminate as of the date when taken, or shall cease if
all of the premises be so taken. Rent shall xxxxx
proportionately as to the part so taken, or shall cease if
all the premises be so taken. The entire amount of damages
or compensation payable or paid for the part taken and for
EMINENT- the remainder if any shall be paid to and retained by the
DOMAIN Lessor as its own property without apportionment. Lessee
hereby assigns to Lessor any claim which Xxxxxx would have
to such damages. Lessee shall look solely to the said
Authority for any compensation or damages on account of
damage to Xxxxxx's leasehold interest, Xxxxxx's business
interests, Xxxxxx's cost and expense of removing Xxxxxx's
personal property from the premises and for the cost and
expense of moving any building or structure placed upon the
premises by Xxxxxx and which Lessee would have the right to
remove as a lessee of the premises.
14. It is agreed that upon the happening of any of
the following: (1) if Lessee defaults in any of any
Lessee's undertakings in this lease or (2) if any voluntary
or involuntary petition or similar pleading under any
bankruptcy act be filed by or against Lessee, or (3) if the
leasehold interests of Lessee are levied upon or attached by
process of law, or (4) if Lessee makes an assignment for the
CAUSES FOR benefit of creditors, or (5) if a receiver be appointed for
BREACH any property of Lessee thereupon ipso facto and without
entry or other action by Lessor, or if the Lessee installs
signage without the previous express approval of the Lessor,
or (6) if Lessee does not comply with all local, county or
state regulations and health requirements, then such event
or action shall be deemed to constitute a breach of this
lease and this lease shall cease and determine.
15. All payments becoming due under this lease
UNPAID BILLS shall (1) be considered as rent and, if unpaid when due,
shall bear interest at 18% per annum until paid, (2)
constitute a lien upon any buildings or other property owned
by Lessee located upon the premises, and the lien may be
foreclosed according to law.
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TERMINATION 16. Either party may be any time terminate
REFUND this lease by giving 30 days notice of its intention to do
so. Upon any such termination if rent shall have
been paid in advance Lessor shall refund to Lessee the
unearned portion thereof for the period extending beyond
such date of termination.
SURRENDER 17. (a) Upon the termination of this lease by
OF PREMISES any manner, means, or contingency whatsoever, Lessee shall
without further notice or demand deliver possession of the
premises to Lessor in as good condition as when entered
upon. Lessee hereby agrees to remove all materials, signs,
debris, or any other articles, structures or facilities
owned by Lessee or permitted to be placed on the premises by
Lessee before the termination of this lease. Notwithstanding
that this paragraph shall not apply to major structural or
utility improvements to the area. Such improvements shall
remain in the area leased.
CLEARANCE (b) If Lessee shall fail to so remove such
OF PREMISES property, such failure shall constitute an abandonment of
such property and title thereto shall pass to Lessor
immediately, without any costs either by set-off, credit
allowance, or otherwise. Lessor may retain, tear down,
remove, or sell such property, or any part thereof, without
any liability for damage therefor in any respect whatsoever
and Lessee shall promptly pay Lessor for any and all
expenses incurred by Lessor in tearing down, removing or
selling such property.
FAILURE 18. Lessee shall pay Lessor as liquidated damages
TO VACATE and not as a penalty for forfeiture, $100 per day for all
the times Lessee shall retain possession of the premises or
any part thereof, after the termination of this lease
whether by lapse of time or otherwise. "Possession of the
premises" shall include, but shall not be limited to
continued placement of materials, signs, debris, or other
articles or facilities owned by lessee or permitted to be
placed on the premises by Lessee.
RE-ENTRY 19. If Lessee shall breach or default in any of
the terms of this lease, or if this lease shall expire or
terminate in any manner, it shall be lawful for Lessor then
or at any time thereafter to reenter the premises and take
possession thereof, with or without process of law, and to
use any reasonable or necessary force for regaining
possession. However, Xxxxxx shall have the right to remove
certain of Xxxxxx's properties as herein provided.
WAIVER OF 20. (a) No waiver of any default of Lessee
REMEDIES shall be implied from failure or omission by Lessor to take
any action or account of such default. No express waiver
shall effect any default other than the default specified in
the express waiver and that only for the time and to the
extent therein stated. No receipt of money by the Lessor
from Lessee (1) after any default by Xxxxxx, (2) after the
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termination of this lease, (3) after the service of any
notice or demand or after the commencement of suit, or
(4) after final judgment for possession of the premises,
shall waive such default or reinstate, continue or extend
the term of this lease or effect in any way any such notice
or suit as the case may be.
(b) The erection of buildings or other
improvements on the premises shall not constitute a waiver
or affect in any way the right of either party to terminate
this lease.
NO 21. Any sale, assignment, transfer, or underletting
ASSIGNMENT of this lease by the Lessee without the previous written
consent of Lessor or Lessor shall be void. No act for
Lessor including acceptance of money by Lessor by any other
party, shall constitute a waiver of this position.
RIGHTS ARE 22. All rights and remedies of Lessor and Lessor
CUMULATIVE shall be cumulative and none shall exclude any other rights
and remedies allowed by law.
NOTICES 23. All notices, demands, elections, and other
instruments required or permitted to be given or made by
either party upon the other by the terms of this lease or
any statute shall be in writing. They shall be deemed to
have been sufficiently served if sent by certified or
registered mail with proper postage prepaid to Lessor or
Lessee at the respective address first above shown. Such
notices, demands, elections and other instruments shall be
considered as delivered to recipient on the first business
day after deposit in the U.S. Mail.
ENTIRE 24. All of the representations and obligations of
AGREEMENT Lessor are contained herein. No modification, waiver, or
amendment of this lease, or any of its terms, shall be
binding upon Lessor unless such are in writing and signed by
a duly authorized Officer of the Lessor.
RAIL SERVICES 25. Lessor make no warranties or representations
expressed or implied, as to continued rail service to the
premises.
JOINT 26. In the event that Lessee embraces two or more
OBLIGATION individuals or corporations, the covenants and agreements
herein contained shall be the joint and several obligations
of each of such persons or corporations.
MAINTENANCE 27. Xxxxxx has examined and knows the conditions of
the premises and shall enter upon and take the same in their
condition at the commencement of the term of this lease.
Lessee will at its own cost and expense make any necessary
alterations required, and/or at the request of the Lessor,
subject to the review and approval of the City Manager or
his designee in advance of construction. Also, no other
alternations shall be made without the express consent of
Lessor.
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Lessee will make all repairs necessary to keep the premises
in at least as good a condition as when entered upon.
Repairs necessitated by ordinary wear and tear, by storm,
fire and wind shall be the sole responsibility of the Lessee.
Xxxxxx agrees to indemnify, save, keep harmless Lessor and
Xxxxxx and defend from all claims, demands, liability,
judgments, costs and expense, including attorney's fees,
arising or growing out of loss or damage to any property
whatsoever, other than property of Lessor, which is in,
upon, or about any part of the premises, from any cause
whatsoever.
INSURANCE 28. The Lessee agrees to obtain, at his own
expense and cost, and to keep full force and effect during
the term of this lease General Liability Insurance for a
combined single limit of not less than $1,00,000 in any one
occurrence for personal injury and/or property damage
liability. The insurance so afforded shall be written in
favor of Xxxxxx and shall include coverage for liability and
indemnification assumed under the lease. Written evidence of
such insurance shall be filed with Lessor, and the insurance
policy and/or certificate of insurance MUST show the
following:
(a) The policy will not be canceled or materially
changed unless 30 days prior written notice is given to The
City of Lake Forest, 000 Xxxx Xxxxxxxx, Xxxx Xxxxxx,
Xxxxxxxx 00000.
(b) This insurance policy covers the contractual
obligations of this lease. Nothing contained in this
section shall limit the liability of Lessee under Sections
10 and 29 hereunder.
SIGNAGE 29. No exterior signage will be permitted without
the written approval of The City of Lake Forest. Interior
signs will be designed and provided by the Lessee subject to
approval by the Lessor.
UTILITIES 30. The Lessee agrees that the electric utility
serving the premises will be separately metered and shall
pay all electrical utility charges applicable to the
operation of the business herein described and any other
utilities which are separately metered and used solely by
the Lessee.
SECURITY 31. Video cameras must be provided for each lobby
teller position, each drive-up teller position, and the
lobby entrance doors. Video surveillance should be provided
on a 24-hour basis.
There must be a direct alarm connection to the Public
Safety Building for all doors, windows and for teller
hold-ups as well as an alarm to indicate where a signal
originates. There must be high security deadbolts on all
doors, floor and ceiling rods in double doors, and
polycarbonate instead of glass in doors and teller windows.
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The Police Department must be provided with an updated
keyholder list indicating the nearest person to be first
contacted and must be promptly notified of changes to the
list.
OPTION TO 32. Lessee shall have the option to extend the
EXTEND lease, subject to reasonable agreement by Lessor, upon six
(6) months prior written notice to Lessor. The term of the
extension shall be for five (5) years. Lessor reserves the
right to review and revise the rent applicable to this lease
at the time of extension so as to adjust the rent equivalent
to (1) the average increase in rent for commercial space in
the West Lake Forest Tax Increment Financing District, (2)
any change in usage of the premises, (3) any assignment of
the lease, or (4) any underletting of the whole or any part
of the premises.
IN WITNESS WHEREOF, the parties hereto have executed these presents the
day and year first above written.
THE CITY OF LAKE FOREST
By /s/ Xxxxxx X. Xxxx Xx.
ATTEST: -----------------------------
/s/ Xxxxxxx X. Xxxxxxx
-----------------------------
(For Lessor)
LAKE FOREST BANK & TRUST COMPANY
By /s/ ???
----------------------------
ATTEST:
-----------------------------
(For Lessee)
[SEAL]
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Exhibit A
LAKE FOREST TELEGRAPH ROAD TRAIN STATION
[BLUEPRINT DIAGRAM]
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EXHIBIT A-I
Base Rent Schedule
------------------
Monthly Annual
------- ------
First Month Free
Next 11 months $5,887.42 $70,649.00
Next 12 months $6,064.04 $72,768.47
Next 12 months $6,245.96 $74,951.52
Next 12 months $6,433.34 $77,200.07
Next 12 months $6,626.34 $79,516.07
Next 4 months $6,825.13 ------
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EXHIBIT B
LEGAL DESCRIPTION
LOT 2 IN CORPORATE 500 SUBDIVISION, A SUBDIVISION OF PART OF THE SOUTHWEST 1/4
OF SECTION 33, TOWNSHIP 43 NORTH, RANGE 122, EAST OF THE THIRD PRINCIPAL
MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED FEBRUARY 4, 1988, AS DOCUMENT
2654362, IN LAKE COUNTY, ILLINOIS.
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EXHIBIT C
(Construction Rider)
Construction of the Premises: Landlord and Tenant agree that their
respective rights and obligations in reference to the construction of the
Premises shall be as follows:
1. X. Xxxxxx hereby agrees to cause to be prepared and
submitted to Landlord, at Xxxxxx's expense, a detailed space plan ("Space
Plan") showing the location and details of all improvements to be constructed
on the Premises. Based on said Space Plan, Xxxxxxxx's architect shall prepare
Architectural and Mechanical Drawings at Landlord's sole cost and expense.
B. Landlord hereby agrees to cause to be prepared at
it's expense and submitted to Tenant after Tenant's submission under clause
A(i) above, for Tenant's approval (which approval shall not be unreasonably
withheld), mechanical (sprinkler, air conditioning, heating, electric and
plumbing) drawings (the "Mechanical Drawings"), provided that Tenant and
Tenant's architect shall be responsible for coordinating the Mechanical
Drawings with the Architectural Drawings to the extent the same relate to work
which is in addition to or exceeds Building Standard Work. Tenant shall notify
Landlord of its approval or disapproval (specifying the reasons therefor) of
such submission of same. It is expressly understood and agreed that any delay
caused by Xxxxxx's or its architect's failure to coordinate the Mechanical
Drawings with the Architectural Drawings as required above, or by Tenant's
failure to timely notify Landlord of its approval or disapproval of any
Mechanical Drawings submitted by Landlord and any delay caused by changes to
said drawings necessitated by changes to Tenant's plans, specifications and
drawings shall be "Tenant Delays" hereunder. The approved Architectural
Drawings and Approved Mechanical Drawings are herein together referred to as
the ("Drawings").
2. Performance of Work.
A. Landlord, at Xxxxxxxx's sole cost and expense, shall
do or cause to be done the work on a turnkey basis to the extent provided in
the Space Plan C7 and Plan Notes prepared by Xxxx Associates, Inc. and attached
hereto as Attachment B. All other work provided for in the Drawings and in any
changes thereto made in accordance with Paragraph B below, and any other work
which Xxxxxxxx agrees to perform at Xxxxxx's request and upon submission by
Tenant of all necessary amendments or additions to the Drawings (all of such
foregoing nonstandard work, including, without limitation, the work provided
for in Paragraph 7 below, being herein called "Tenant's Extra Work") shall be
done as a Tenant's extra, at Xxxxxx's sole cost and expense as provided in
Paragraph 3 below. Without limitation of the foregoing, Tenant and Xxxxxx's
architect shall cooperate with Landlord and Xxxxxxxx's contractor
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to enable Xxxxxxxx's contractor to obtain all required building and other
permits with respect to the Premises prior to commencement of construction or
as soon as possible thereafter and shall, in any event, meet with Xxxxxxxx's
contractor and the Building Department of the Village of Deerfield or other
governmental authorities having jurisdiction thereover from time to time upon
one (1) day's notice from Landlord or Landlord's contractor and shall
immediately make such changes to the Drawings as are required by the Building
Department in connection with the issuance of the building and other permits.
B. If Tenant shall require any Tenant's Extra Work in
addition to that incorporated in the Drawings, Tenant shall deliver to Landlord
for its approval, which approval shall not be unreasonably withheld, the
necessary additional drawings and specifications (the "Additional Drawings")
for the Additional Work. If Landlord does not approve of the Additional
Drawings as delivered by Xxxxxx, Landlord, shall within seven (7) business days
of submission thereof, advise Tenant of the changes required in the Additional
Drawings so that they will meet with Xxxxxxxx's approval. Tenant shall cause
the Additional Drawings to be revised and delivered to Landlord for its final
review and approval within seven (7) business days after Xxxxxx's receipt of
such advise or Tenant shall be deemed to have abandoned its request for such
Xxxxxx's Extra Work. Landlord shall furnish Tenant with written estimates of
the cost of the Tenant's Extra Work. Landlord shall in no event be obligated
to perform any particular portion of Tenant's Extra Work (whether provided for
in the Drawings or in any Additional Drawings) unless and until (i) Tenant has
approved the written estimates of the cost of such Xxxxxx's Extra Work
submitted by Landlord to Tenant and (ii) paid to Landlord an amount equal to
twenty-five percent (25%) of such cost as set forth in said estimate. If
Tenant shall fail to approve any such estimates and make such payment to
Landlord within seven (7) business days from the receipt of such estimate by
Xxxxxx, the same shall be deemed disapproved by Tenant, Landlord shall not be
required to proceed thereon and Tenant shall be deemed to have abandoned its
request therefor. Subject to the provisions of the next succeeding sentence,
the cost for Tenant's Extra Work performed by Landlord shall be paid by first
applying the deposit made by Tenant in accordance with the foregoing provisions
and the balance of said costs shall be paid from time to time based upon the
percent of completion of Tenant's Extra Work within ten (10) days of Landlord's
request for payment. All retainage (which shall not exceed five percent (5%),
less an amount necessary for the payment of the costs required to be incurred
to complete any punch list items shall be paid with the monthly payment request
submitted by Landlord after substantial completion of the work in the Premises
to be performed by Landlord. Final payment shall be made within fifteen (15)
days after completion of all punch list items. In any event, Landlord shall be
paid an amount equal to fifteen percent (15%) of the cost of all work to be
performed whether such work was
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performed by Landlord or others, for Landlord's overhead (which overhead is in
addition to the general contractor's overhead and profit).
3. Except as expressly set forth in the Lease (including, without
limitation, in this Construction Rider), Landlord has no other agreement with
Tenant and has no other obligation to do any other work or pay any amounts with
respect to the Premises. Any other work in the Premises which may be permitted
by Landlord pursuant to the terms and conditions of the Lease shall be done at
Tenant's sole cost and expense and in accordance with said terms and conditions
of the Lease.
4. The number of days of delay in substantially completing the
Premises arising, directly or indirectly, out of or on account of any of the
following events shall constitute "Tenant Delays" hereunder and under the
Lease:
(a) Tenant's failure to approve any plans, drawings
and/or specifications in accordance with Paragraph 1B hereof; or
(b) Xxxxxx's failure to approve cost estimates within the
time specified in Paragraph 2 hereof; or
(c) Tenant's request for materials, finishes or
installations other than Building Standard; or
(d) Xxxxxx's changes in the work or the approved drawings
and or specifications therefor (notwithstanding Landlord's approval of such
changes); or
(e) The performance of any work by Xxxxxx or any person,
firm or corporation employed by Tenant; or
(f) Any other default by Tenant or failure by Tenant or
its agents or contractors to perform their respective obligations as and when
required under this Work Letter.
5. Landlord shall permit Tenant and Xxxxxx's agents and
contractors which have been approved by Landlord to enter said Premises prior
to the Commencement Date in order that Tenant may do such other work as may be
required by Tenant to make said Premises ready for Tenant's use and occupancy
thereof and, in connection therewith, Landlord shall allow Tenant to have use
of the hoist, if any, serving the Building; provided that Tenant's agents and
contractors shall reimburse Landlord or Landlord's contractor for the cost of
the use of said hoist after normal operating hours and for the cost of the use
of said hoist by Landlord's contractors in the Building (whether performing
work for Tenant or others) after normal operating hours to the extent the use
by said other contractors of the hoist after normal operating hours resulted
from the use of the hoist by Xxxxxx's contractors during normal
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operating hours. Said cost shall be determined at Landlord's reasonable
discretion. Scheduling of the use of said hoist shall be at the reasonable
discretion of Landlord or its contractor. If Landlord permits such entry prior
to commencement of the Term, then such permission is conditioned upon Tenant
and Xxxxxx's agents, contractors, workmen, mechanics, suppliers and invitees,
working in harmony and not interfering with Landlord and Landlord's agents and
contractors in doing Landlord's work in said Premises or for other tenants and
occupants of the Building. Without limitation of the foregoing, Xxxxxx agrees
that all services and work performed on the Premises, including telephone
installation, carpeting, materials and personal property delivered to the
Premises on behalf of or for the account of Tenant shall be performed or
delivered, as the case may be, only by persons covered by a collective
bargaining agreement with the appropriate trade union. In the event Tenant
wishes to assign its contract with one of its separate contractors to
Landlord's general contractor, such assignment shall be subject to Landlord's
approval and the payment by Tenant of all applicable fees for the Landlord's
general contractor and Landlord's coordination. If at any time such entry
shall cause or threaten to cause such disharmony or interference, Landlord
shall have the right to withdraw such permission upon twenty-four (24) hours
written notice. Tenant agrees that any such entry into and occupation of the
Premises shall be deemed to be under all of the terms, covenants, conditions
and provisions of the Lease except as to the covenant to pay Rent, and further
agrees that in connection therewith Landlord shall not be liable in any way for
any injury, loss or damage which may occur to any of Tenant's work and
installations made in said Premises or to properties placed therein prior to
the commencement of the Term of the Lease, the same being at Tenant's sole
risk. In addition, Tenant shall require all entities performing work on behalf
of Tenant to provide protection for existing improvements to an extent that is
satisfactory to Landlord and shall allow Landlord access to the Premises, for
inspection purposes, at all times during the period when only the Tenant is
undertaking construction activities on Xxxxxx's own behalf. In addition to the
foregoing, Tenant shall not permit Tenant's contractors to commence any work
until all required insurance has been obtained by Xxxxxx's contractors and
certificates evidencing such coverage have been delivered to Landlord.
Tenant's contractors shall secure, pay for and maintain during the continuance
of their respective work within the Premises, insurance, which shall be
endorsed in all policies to include Landlord (and Landlord's beneficiaries) and
its contractor and their respective employees and agents as additional insured
parties and which shall provide thirty (30) days' prior written notice of any
alteration or termination of coverage, in the amounts and insuring such risks
as Landlord may reasonably require.
6. Tenant, at the time it submits to Landlord its Architectural
Drawings, shall designate its representative with respect to the matters set
forth in this agreement and such person
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shall have full authority and responsibility to act on behalf of Tenant as
required herein. Changes to the Drawings may be made only by written direction
from Tenant to Landlord on a form approved by Landlord, which direction must be
signed by Xxxxxx's representative. Xxxxxx's architect shall not be deemed the
authorized representative of Tenant unless Xxxxxx specifically advised Landlord
in writing of such appointment. Tenant shall inform Xxxxxxxx in writing of any
change in its representative.
7. Landlord shall give Tenant or shall cause its architect to
give Tenant seven (7) days' prior written notice of the date on which the work
to be performed by Landlord hereunder shall be substantially completed. Tenant
shall then have the obligation to conduct an inspection of the Premises with
Landlord and its representatives within seven (7) days of such notice and to
give Landlord, within said seven (7) day period, a punchlist of all items to be
completed and/or corrected ("Punch List Items"). Any items not on such
punchlist shall be deemed accepted by Tenant, except for latent defects which
exception, as to latent defects, shall be effective for one (1) year following
the Commencement Date (unless such defect was caused by Tenant or its agents,
contractors or suppliers).
8. The failure by Tenant to pay any monies due Landlord pursuant
to this Construction Rider within the time period herein stated shall be deemed
a default under the terms of the Lease. All late payments shall bear interest
pursuant to the Default Rate.
LANDLORD'S INITIALS TENANT'S INITIALS
______________________________ ______________________________
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Attachment A to Exhibit C
BUILDING STANDARDS
a. Partitions.
(1) Interior dry wall partitions with 2-1/2"
metal studs, 24 inches on center and 5/8" gypsum board on both sides on the
basis of one lineal foot of partition for every 18 square feet of rentable
area, outside of the building core. Partitions shall be to the underside of
ceiling height. There shall be no jogs, curves or angles in any partition.
Partitions terminating at the building walls shall meet either a mullion, a
column or a partition enclosure.
b. Doors and Bucks. One entry door per Tenant per
floor. Entry doors and interior doors will be 3'0" x 8'10" x 1-3/4" solid
core, full height, plain sliced mahogany, including metal frames. Interior
door(s) supplied on a basis of one door for every 400 square feet of rentable
area.
c. Hardware. Latch sets, butts and door stops for all
interior doors. Lock sets, closer, butts and door stops for entrance doors.
Lever hardware to be polished chrome.
d. Ceilings. Modular 24" x 24" Xxxxxxxxx Tegular
Fissured Minatone tile with revealed accent suspension system.
e. Flooring. Floors will be finished to accept carpet
with 2-1/2" vinyl base as required for Building Standard partitions.
f. Electrical.
(1) 208/120 volt, 3 phase, 4 wire for lighting,
receptacles and miscellaneous power. 480/277 volt, 3 phase, 4 wire for
heating, ventilating and air-conditioning power.
(2) Recessed, fluorescent lighting fixtures, size
24" x 48", with high intensity parabolic lens; not more than one such fixture
per 90 square feet of rentable area.
(3) Single pole toggle switches one per
450 square feet of rentable area.
(4) Landlord shall initially install lamps.
(5) One 110V duplex wall receptacle outlet for
every 240 square feet of rentable area and one wall telephone outlet for every
250 square feet of rentable area to be located on partitions.
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(6) Exit signs and emergency lighting as required
per Code.
(7) Circuits required by Code to connect items
above to the panel board, as determined by Landlord's engineers.
g. Heating, Ventilation and Air Conditioning. Variable
Air Volume System with perimeter heating supplied by electric radiant panels
above the window line. (Heating and cooling specifications subject to
adjustment pursuant to relevant laws and government regulations.)
Design conditions:
Summer: Outside dry bulb 91 degrees F, wet bulb 75 degrees F; inside
76 degrees F; 50% relative humidity.
Winter: Outside -10 degrees F, inside 70 degrees F.
h. Painting and Wall Coverings.
(1) Walls shall receive one prime coat and one
finish coat of latex flat paint. Colors to be selected by Tenant from building
standard color chart, not to exceed one color per room.
(2) Vinyl or paper wall coverings to be furnished
and installed at Tenant's expense.
i. Blinds. Building standard horizontal thinline blinds
will be provided at all exterior windows.
j. Sprinkler Heads. One concealed head, flush mounted
with finished cap, per 225 square feet of rentable area.
k. Landlord's Work does not include hardware, 2-1/2"
vinyl base or painting for any door or partition supplied as Extra Work.
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ATTACHMENT B TO EXHIBIT C
PLAN NOTES:
DOORS: 1. Building std full height
2. Entrance doors to be full ht. glass
GLASS: 1. Glass partitions are clear in hollow metal frame
2. Glass in conference room to receive levelor mini-blinds
3. Perimeter glass to receive building standard blinds
CEILING: 1. Bldg. std 2x2 grid and tile
LIGHTING: 1. Bldg. std 2x4 light fixtures w/"paracube" lens throughout
office space
2. Conference room to receive:
(a) (2) Two downlights @ glass wall
(b) (6) Six wall washers
3. Undercabinet task lighting at:
(a) Both reception stations
(b) (2) Two kitchen counter locations
4. Downlighting in soffit above file area adjacent to work
stations
1, 2, 3 and 4-(6) six total
FLOORING: 1. Porcelain tile - 8" x 8" at entrance corridor
2. 4" x 4" ceramic tile in kitchen
3. All rooms carpeted (unless noted otherwise)
4. Carpet border in: reception, conference room, pres. and
dir. offices
WALLS: 1. All walls to receive vinyl wall covering
2. Closet interior to be paint
MISC.: 1. Provide for paging intercom system w/music sound system
ROOM NOTES:
RECEPTION: 1. Reception counters to be plastic laminate
2. Front reception counter to have top shelf @ 42" H.,
counter at 30" H.
3. Planter to be 12" H. pl. xxx. box w/galv. sheet
metal liner
CONFERENCE
ROOM: 1. Corner cabinet to have doors w/one (1) shelf
2. Conf. table to be priced as an alternate in
construction documents
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KITCHEN: 1. Pl. xxx. upper and lower cabinets
2. Include following:
(a) Upright refrigerator
(b) Dishwasher
(c) Stainless steel double sink and faucet
(d) Food disposer
(e) Ice maker
(f) Cold water line to coffee maker
(g) Coffee maker
STORAGE RM: 1. (5) Five adjustable 12" shelves where noted
2. Mail and fax area to receive pl. xxx. upper
and lower cabinets as noted
3. Provide blocking in wall at "mail" area for mail
bins provided by tenant
COMP. RM: 1. Pl. xxx. countertop (30") w/(2) adj. shelves above
MISC: 1. Low-ht. partition cap @ sec. station to be plastic
laminate
2. Low-ht. partition to be drywall
3. Continuous countertop (adjacent to work stations
1, 2, 3, 4) to be plas. xxx.
4. Work stations provided by tenant. Provide power as
req'd.
5. Furniture provided by tenant
