Exhibit 10.1
THIS LEASE AGREEMENT made and entered into this 10th day of June, 1989,
by and between NORTH XXXXXX PARTNERSHIP, a Virginia general partnership, party
of the first part and Lessor herein, and PLUMA, INC., a North Carolina
corporation, party of the second part and Lessee herein;
W I T N E S S E T H:
WHEREAS, Lessor has purchased a parcel of land (Exhibit 1) in the
Martinsville Magisterial District of Xxxxx County, Virginia and caused a
manufacturing facility to be constructed thereon; and,
WHEREAS, Lessor desire to lease to Lessee the land and manufacturing
facility and Lessee desires to lease from Lessor the land and manufacturing
facility; and,
WHEREAS, Lessor and Lessee desire to set forth the terms and conditions
of such lease herein;
NOW, THEREFORE, the parties hereto agree as follows:
ARTICLE I. DEFINITION AND RULES OF CONSTRUCTION;
IDENTIFICATION OF PARTIES
Section 1.1. Definitions.
In addition to other terms defined elsewhere in this
Agreement, the following terms shall have the following meanings in this
Agreement unless the context requires otherwise:
"Lease" shall mean this Agreement including any amendments
hereto;
"Authorized Representative of Lessee" shall mean such person
or persons as may be designated by Lessee to act on behalf of Lessee;
"Authorized Representative of Lessor" shall mean such person
or persons as may be designated by Lessor to act on behalf of Lessor;
"Building" shall mean that building and attached structures
and improvements set forth on the plans and specifications;
"Land" shall mean the real estate described in Exhibit 1
attached hereto;
"Plans" shall mean the plans and specifications for the
building prepared by Xxxxxxx X. Xxxxxx Corporation; and
"Builder" shall mean Xxxxxxx X. Xxxxxx Corporation.
Section 1.2 Rules of Construction.
The following rules shall apply to the construction of this
Lease Agreement unless the context otherwise requires:
(a) Singular words shall connote the plural number as well as
the singular and vice versa.
(b) All references herein to particular articles or sections
are references to articles or sections of this Lease Agreement.
(c) The headings and table of contents herein are solely for
convenience of reference and shall not constitute a part of this Lease Agreement
nor shall they affect its meaning, construction or effect.
ARTICLE II. REPRESENTATIONS
Section 2.1 Representations by Lessor.
The Lessor makes the following representations as the basis
for its undertakings hereunder:
(a) Lessor is duly organized as a Virginia general partnership
under the laws of the Commonwealth of Virginia and has the power and authority
to enter into the transactions contemplated by this Lease Agreement and to carry
out its obligations hereunder and by proper partnership action has duly
authorized the execution and delivery of, and the performance under, this Lease
Agreement.
(b) Lessor has acquired a certain tract or parcel of land in
the Martinsville Magisterial District of Xxxxx County, Virginia, which said land
is more particularly described on a description of said land attached to this
Lease Agreement, as Exhibit 1.
(c) Lessor has obtained a binding contract from builder and
Builder has commenced construction of the Building.
(d) Lessor has diligently pursued and shall continue to
diligently pursue construction of the Building with an estimated occupancy date
of May 1, 1989.
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Section 2.2 Representations by Lessee.
The Lessee makes the following representations as the basis
for its undertaking hereunder:
(a) Lessee is a corporation organized and existing under the
laws of the State of North Carolina and has the power to enter into this Lease
Agreement and the transactions contemplated hereby and to perform its
obligations hereunder and its representative is authorized to execute and
deliver this Lease Agreement and assure the performance of its obligations
hereunder. Lessee has obtained from the State Corporation Commission authority
to do business in the Commonwealth of Virginia and has appointed a registered
agent in the Commonwealth of Virginia.
ARTICLE III. PREMISES; TERM
Section 3.1
Lessor hereby leases to Lessee and Lessee hereby leases from
Lessor the Land described on the exhibits attached hereto and the Building to be
constructed substantially in accordance with plans and specifications prepared
by Xxxxxxx X. Xxxxxx Corporation, which said plans and specifications are on
file at the office of Xxxxxxx X. Xxxxxx Corporation at V-C Drive in
Martinsville, Virginia, which said plans and specifications have been exhibited
to Lessee, approved by Lessee and accepted by Lessee.
To have and hold the same unto Lessee for the initial term of
twenty (20) years and if the commencement date (DEFINED IN ARTICLE IV HEREOF) is
other than the first day of a month plus the number of days from commencement
date to the last day of such month; commencing on the commencement date and
ending unless sooner terminated in accordance herewith, and unless extended in
accordance herewith on the last day of the month during which the twentieth
anniversary of the commencement date occurs. Yielding and Paying the rents
hereinafter set forth, all on the covenants, conditions, and agreements
hereinbefore and hereinafter stated. Promptly after the commencement date,
Lessor and Lessee shall execute an agreement in recordable form commonly known
as a "Memorandum of Lease" stating among other things the exact commencement
date and termination date of this Lease Agreement.
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ARTICLE IV. COMMENCEMENT OF TERM
Section 4.1 Commencement Date.
The term of this Lease Agreement and the payment of rent
hereunder shall commence on the date that the premises shall be substantially
completed. Lessor agrees that it shall diligently pursue construction of the
Building as quickly as commercially and reasonably possible. The parties agree
that they have established a target date of May 1, 1989, as a date towards which
the parties shall pursue completion and occupancy of the Building. The parties
acknowledge that this is a mere target date and actual occupancy and
commencement of term may occur reasonably sooner or reasonably later depending
upon the construction progress. Lessor and Lessee will each give the other full
cooperation in having available at the job site those persons who are necessary
to settle any problems arising out of job conditions. Lessor shall maintain at
its office in or near the Building and make available to Lessee a complete set
of plans, drawings, and specifications.
ARTICLE V. RENT
Section 5.1 Rent Payments.
During the term of this Lease Agreement, Lessee covenants and
agrees to pay the Lessor a monthly rent, the amount of which said monthly rent
shall be Twelve Thousand Five Hundred Dollars ($12,500) per month for the first
full lease year and Thirteen Thousand Five Hundred Dollars ($13,500) thereafter
(plus any increases as set out further herein). Rent shall be payable in equal
monthly installments in advance on the first day of each month during the term
of this Lease Agreement at the office of Lessor or such place as Lessor may
designate without any offset or deduction. Lessee agrees to pay such rent by
check drawn on a bank which is a member of the New York Clearing House payable
in lawful money of the United States which is legal tender for the payment of
public and private debts. If the commencement date shall be a date other than
the first day of a calendar month; Lessee shall on the commencement date pay
Lessor an amount equal to such proportion of an equal monthly installment as the
number of days from the commencement date to the end of the calendar month in
which the commencement date occurs bears to the total number of days in such
calendar month, and such payment shall represent the pro rata rent from the
commencement date to the end of such calendar month.
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Section 5.2
The parties agree that Lessee may be required to pay
additional rent during the initial term or any extended term, which additional
rent shall be due if Lessor's cost of taxes and insurance relating to the Land
and Building increase. If such increase occurs, Lessee shall pay an amount, as
additional rent, equal to three-fourths (3/4) of such increase. If Lessor
verifies in writing to Lessee that real estate taxes and/or insurance on the
Land and Building have increased, Lessee agrees to an increase in rent equal to
three-fourths (3/4) of the cost of such increase.
Section 5.3
The rent referred to in Section 5.1 shall be automatically
increased at the beginning of each lease year if the cost of living has at that
time increased since the commencement date of this Lease as evidenced by a
change in the official Consumer Price Index for Urban Wage Earners and Clerical
Workers (including single workers) published by the Bureau of Labor Statistics,
United States Department of Labor (1957-59=100) hereinafter referred to as
"Bureau of Labor Statistics Consumer Price Index." The rent for each lease year,
or part thereof should the term sooner expire, shall be increased by an amount
which shall bear the same proportion to the rent as the Bureau of Labor
Statistics Consumer Price Index for the calendar year preceding the commencement
of such one-year period bears to the Bureau of Labor Statistics Consumer Price
Index for the year of the commencement date of this Lease. These increases are
cumulative from year to year. If the Bureau of Labor Statistics changes the form
or basis of calculating Bureau of Labor Statistics Consumer Price Index, the
parties agree that payments hereunder shall be calculated from the most recent
cost of living index statistics published by the Bureau of Labor Statistics.
ARTICLE VI. USE
Section 6.1 Use of the Premises.
Lessee shall use and occupy the premises for its legal
activities which shall include the operation of a textile manufacturing facility
and general offices related thereto and for no other purpose without the express
consent of Lessor. Lessee shall not suffer or permit the premises or any part
thereof to be used in any manner, or anything to be done therein, or suffer or
permit anything to be
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brought into or kept in the premises which would in any way (i) violate any law
or requirement of public authorities; (ii) cause structural injury to the
Building or any part thereof; (iii) interfere with the normal operations of the
heating, air-conditioning, ventilating, plumbing, or other mechanical or
electrical systems of the Building or the elevators installed therein; (iv)
constitute a public or private nuisance; (v) alter the appearance of the
exterior of the Building or conduct any major alterations on the interior of the
Building without the written consent of Lessor.
ARTICLE VII. CONSTRUCTION OF BUILDING
Section 7.1 Building.
Lessor shall, subject to delays by causes beyond Lessor's
reasonable control, proceed to construct the Building in accordance with the
plans and specifications available at Lessor's office.
ARTICLE VIII. REPAIRS; ALTERATIONS; FIXTURES
Section 8.1 Lessor Maintenance.
Lessor shall, at Lessor's own expense, maintain the roof of
the premises.
Section 8.2 Lessee Maintenance.
Lessee shall take good care of the demised premises and suffer
no damage or injury to it save ordinary wear and tear. Lessee shall be
responsible for all maintenance of any kind, nature or description except
maintenance of the roof. Lessee shall be responsible to maintain the interior of
its premises including all electrical fixtures, plumbing fixtures, trade
fixtures, special electronic or computer equipment, and security devices and any
and all other equipment of every kind, nature or description.
ARTICLE IX. TAXES
Section 9.1
Lessor shall be responsible to pay and shall pay when they are
due all real estate taxes attributable to Lessor's ownership of the Land and
Building.
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ARTICLE X. UTILITIES
Section 10.1
Lessee shall bear the cost of all utilities.
ARTICLE XI. INSURANCE
Section 11.1
Lessee at Lessee's own expense and cost shall maintain
insurance protecting and indemnifying Lessee, Lessor and their assigns against
any and all claims for injury and/or damage to persons or property or for the
loss of life or of property occurring in or about the premises occupied by
Lessee. Such insurance shall be not less than One Million Dollars ($1,000,000)
in respect of bodily injury, death to any one person and not less than Three
Million Dollars ($3,000,000) in respect of any one occurrence or accident and
not less than One Hundred Thousand Dollars ($100,000) for property damage.
Lessee shall, at its own expense, provide such insurance as it may deem
necessary to protect itself for damage by fire or other casualty occurring
within the space leased by Lessee. On or before the commencement date, Lessee
shall furnish Lessor with a certificate evidencing the aforesaid coverage.
ARTICLE XII. DAMAGE BY FIRE OR OTHER CASUALTY
Section 12.1
If the Building shall be damaged or destroyed by fire or other
casualty, Lessor shall be solely responsible at Lessor's cost for the complete
repair of the same and there shall be no abatement of rent during the period of
repairs. Each party shall be responsible to carry such insurance or take such
action as shall enable the other to meet the obligations imposed by this
section. Specifically, Lessee shall be responsible to maintain such insurance on
its trade fixtures and personal property in the Building as will enable Lessee
to replace the same and Lessee shall maintain such insurance such as business
interruption insurance to allow Lessee to make the rent payments during the
repair period. Lessor shall be responsible to maintain such fire, hazard and
casualty insurance as will permit Lessor to have the financial means to
reconstruct or repair the premises.
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ARTICLE XIII. ASSIGNMENT; SUBLETTING
Section 13.1 Lessee shall not assign or sublet the premises
without the prior written consent of Lessor. A change in identify of Lessee, by
virtue of acquisition, merger, consolidation, or other corporate reorganization
shall not be deemed to be an assignment or sublease. Lessor shall have the right
to withhold its consent to assign or sublet the premises for any reason. Lessee
acknowledges that Lessor has obtained financing through a lender. Lessee may not
sublet or assign without the prior written consent not only of Lessor but also
Lessor's lender for this project.
Section 13.2
Upon Lessor's request, Lessee shall agree to subordinate this
Lease to any mortgage or trust deeds which may hereafter be placed on the
demised premises and to any and all advances to be made thereunder, and to the
interest thereon, and all renewals, replacements and extensions thereof, and
shall execute any and all further instruments necessary to that purpose,
provided such mortgagee or trustee named in such mortgage or trust deeds
shall agree to recognize the lease and the rights under this Lease in the
event of foreclosure if Lessee is not in default hereunder.
ARTICLE XIV. NO LIABILITY ON LESSOR'S PART
Section 14.1
Lessor and its agents shall not be liable for any damage to
property of Lessee or of others entrusted to employees of the Building, nor for
the loss of or damage to any property of Lessee by theft or otherwise. Lessor
and its agents shall not be liable for any injury or damage to persons or
property resulting from fire, explosion, falling plaster, steam, gas,
electricity, water, rain, snow or leaks from any part of the Building or from
the pipes, appliances, or plumbing works or from the street, or subsurface or
from any other place or by dampness or any other cause of whatsoever nature
unless caused or due to the negligence of
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Lessor, its agents, servants, or employees; nor shall Lessor and its agents be
liable for any such damage caused by other tenants or persons in the Building or
caused by operations in construction of any private, public or quasi-public
work; nor shall Lessor be liable for damages or injury to the person or
property of Lessee or others. Notwithstanding any provision herein to the
contrary, Lessor shall be liable for such damages as directly result to Lessor
from failure of the Lessor to repair, with reasonable promptness, the roof.
Upon receiving notice from Lessee that the roof is leaking, Lessor shall have
a commercially reasonable time to repair the same and it shall not be liable
for any damages sustained by Lessee arising from leaks occurri uring a
commercially reasonable repair period. If Lessor should fail to repair such
leaks within a commercially reasonable time, then Lessor shall be responsible
for such damages sustained by Lessee upon Lessor's failure to repair the
premises in a commercially reasonable time.
ARTICLE XV. CONDEMNATION
Section 15.1
In the event that all or a material part of the Building shall
be condemned or taken in any manner for any public or quasi-public use, this
Lease Agreement shall cease and terminate as of the date of the vesting of
title. A condemnation of part of the parking area shall not work a termination
of the Lease Agreement unless the part so taken renders the Lessee's operation
practically impossible, in which event this Lease Agreement shall cease and
terminate. In the event of any condemnation or taking hereinabove mentioned
which causes a termination of the Lease Agreement, Lessor shall be required to
account to Lessee for the condemnation award to the extent that such
condemnation award includes compensation to Lessor for improvements installed at
Lessee's sole expense.
ARTICLE XVI. DEFAULTS; REMEDIES
Section 16.1 Default and Remedies.
(a) If Lessee defaults (1) in fulfilling any of the covenants
of this Lease Agreement, requiring the payment of rent or additional rent, or
(2) in complying with any of the other terms, conditions or provisions of this
Lease Agreement, or (3) if Lessee ceases to conduct its business in the demised
premises or leaves the same vacant, then, in the case of nonpayment of rent
which continues for ten (10)
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days after Lessor serves a written notice upon Lessee specifying such default,
or if lessee defaults in any one or more of the events referred to in (2) or (3)
above, then upon Lessor's serving a fifteen-day (15-day) written notice upon
Lessee specifying the nature of said default and upon the expiration of said
fifteen (15) days, if Lessee shall have failed to comply with or remedy such
default, or if said default or omission complained of shall be of such a nature
that the same cannot be completely cured or remedied within said fifteen-day
(15-day) period, and if Lessee shall not have diligently commenced curing such
default within such fifteen-day (15-day) period, and shall not thereafter with
reasonable diligence and in good faith proceed to remedy or cure such default,
then Lessor may serve a written fifteen-day (15-day) notice of cancellation of
this Lease Agreement upon Lessee and upon the expiration of said fifteen (15)
days, this Lease Agreement and the term hereunder shall end and expire as fully
and completely as if the date of expiration of such fifteen-day (15-day) period
were the day herein definitely fixed for the end and expiration of this Lease
Agreement and the term thereof and Lessee shall then quit and surrender the
demised premises to Lessor but Lessee shall remain liable as hereinafter
provided.
(b) If the fifteen-day (15-day) notice of cancellation provided for in
(a) hereof shall have been given and the term shall expire as aforesaid; or if
Lessee shall make default after ten (10) days notice and the payment of the rent
set forth herein or any item of additional rent herein mentioned, then and in
any of such events, Lessor may without further notice re-enter the demised
premises either by force or otherwise and dispossess Lessee by summary
proceedings or otherwise, and the legal representatives of Lessee or other
occupant of the demised premises and remove their effects and hold the premises
as if this Lease Agreement had not been made, but Lessee shall remain liable
hereunder as hereinafter provided and Lessee hereby waives the service of notice
of intention to re-enter or institute legal proceeding to that end.
Section 16.2 Rent Deficiency.
In case of any such default, re-entry, expiration and/or
dispossess by summary proceedings or otherwise, (a) the rent and additional rent
shall become due thereupon and be paid up to the time of such re-entry, or
dispossess together with such expenses as Lessor may incur for legal expenses,
attorney's fees, brokerage, and/or putting the demised premises in good order or
for preparing the same for re-rental; (b) Lessor may re-let the premises or any
part or parts
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thereof, either in the name of Lessor or otherwise for a term or terms, which
may at Lessor's option be less than or exceed the period which would otherwise
have constituted the balance of the term of this Lease Agreement and may grant
concessions or free rent and/or (c) Lessee or the legal representatives of
Lessee shall also pay Lessor's liquidated damages for the failure of Lessee to
observe and perform said Lessee's covenants herein contained, any deficiency
between the rents and additional rents hereby reserved and/or covenanted to be
paid and the net amount, if any, of the rents collected or to be collected on
account of the lease or leases of the demised premises for each month of the
period which would otherwise have constituted the balance of the term of this
Lease Agreement. The failure or refusal of Lessor to re-let the premises or any
part or parts thereof shall not release or affect Lessee's liability for damages
although Lessor shall be under a duty to exercise diligence and good faith in an
effort to re-let the same and mitigate Lessor's damages. In computing such
damages, there shall be added to said deficiency such expenses as Lessor may
incur in connection with re-letting such as legal expenses, attorney's fees,
brokerage, and for keeping the demised premises in good order or for preparing
the same for re-letting. Any such damages shall be paid in monthly installments
by Lessee on the rent date specified in this Lease Agreement and any suit
brought to collect the amount of the deficiency for any month shall not
prejudice in any way the rights of Lessor to collect the deficiency for any
subsequent month or months by a similar proceeding. Lessor may at Lessor's
option make such alterations, repairs, replacements and/or decorations in the
demised premises as Lessor in Lessor's sole judgment considers advisable and
necessary for the purpose of re-letting the demised premises; and the making of
such alterations and/or decorations shall not operate or be construed to release
Lessee from liability hereunder as aforesaid. Lessor shall in no event be liable
in any way whatsoever for failure to re-let the demised premises provided Lessor
makes a good faith effort to re-let the same, or in the event that the demised
premises are re-let for failure to collect the rent thereunder provided
reasonable diligence is used in an attempt to collect such rent. Any such action
against Lessee may be an action for the full amounts of all rents and damages
suffered or to be suffered by Lessor. In the event of a breach or threatened
breach by Lessee of any of the covenants or provisions hereof, Lessor shall
have the right of injunction and the right to invoke any remedy allowed at law
or in equity as if re-entry, summary proceedings and other remedies were not
herein provided for. Mention in this Lease Agreement of any particular remedy
shall not
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preclude Lessor from any other remedy, in law or in equity, the foregoing
remedies and rights of Lessor are cumulative. Lessee hereby expressly waives
any and all rights of redemption granted by or under any present or future
laws in the event of Lessee being evicted or dispossessed for any cause, or
in the event of Lessor obtaining possession of the demised premises, by
reason of the violation by Lessee of any of the covenants and conditions
of this Lease Agreement or otherwise.
Section 16.3 Default by Lessor.
Should Lessor default in Lessor's duty to pay taxes,
insurance, and debt service payments to Crestar Bank and in its obligation to
maintain the roof, Lessee shall have and enjoy, in addition to any other rights
under this Lease or under common law or by statute, have and enjoy the right to
divert rent payments hereunder from Lessor to pay directly taxes, insurance
required to be maintained by Lessor, bank payments at Crestar Bank or to
necessary roof repairs. Provided, however, the Lessee's right to divert rent
payments for roof repairs shall be conditioned upon Lessee's reasonable notice
to Lessor of the necessity for repairs and upon Lessor's failure to make
such repairs in a commercially reasonable time.
ARTICLE XVII. COVENANT OF QUIET ENJOYMENT
Section 17.1
Lessor warrants and represents that it has full authority to
execute this Lease Agreement for the term aforesaid and covenants that upon
Lessee's paying the rent and performing the covenants to be observed and
performed on Lessee's part. Lessee may peaceably and quietly have, hold, and
enjoy the demised premises, subject, nevertheless, to the terms and conditions
of this Lease Agreement.
ARTICLE XVIII. NOTICES
Section 18.1 Notice to Lessor.
Any notice required or permitted to be given to Lessor shall
be deemed to have been properly given upon mailing the same by certified or
registered mail to NORTH XXXXXX PARTNERSHIP, c/o Xxxxxxx X. Xxxxxx Corporation,
X.X. Xxx
00
0000, Xxxxxxxxxxxx, XX 00000-0000. Lessor reserves the right to designate
another representative for the purpose of receiving notices required or
permitted to be made hereunder provided the designation is made in writing and
delivered to Lessee.
Section 18.2 Notice to Lessee.
Any notice required or permitted to be given to Lessee shall
be deemed to have been properly given upon mailing the same by certified or
registered mail to PLUMA, INC., Xxxx Xxxxxx Xxx 000, Xxxx, Xxxxx Xxxxxxxx 00000.
ARTICLE XIX. OPTION GRANTED LESSEE
Section 19.1
Lessee shall have the option to purchase the property from
Lessor at the end of the fifth (5th) year of the lease term, at the end of the
tenth (10th) year of the lease term, at the end of the fifteenth (15th) year of
the lease term, and at the end of the lease term. If Lessee desires to exercise
the option to purchase, Lessee shall notify Lessor in writing not less than six
(6) months prior to the expiration of the term of years designating the option
dates. For example, if Lessee desires to exercise its option to purchase the
property at the end of the fifth (5th) year of the lease, then, Lessee shall so
notify Lessor, in writing, which writing shall be delivered to Lessor, at least
six (6) months prior to the expiration of the fifth (5th) year. If Lessee
delivers a timely notice to Lessor of its exercise of its option to purchase,
the parties shall negotiate in good faith in an attempt to reach an agreeable
purchase price. If the parties cannot reach an agreeable purchase price, either
party may elect to have the purchase price determined in accordance with this
paragraph. If the parties cannot agree upon a purchase price and either party
nevertheless wishes to proceed with Lessee's purchase, then the purchase price
shall be determined by the average of two appraisals of the property with one
appraisal being performed by an appraiser of Lessor's choice and one appraisal
being performed by an appraiser of Lessee's choice. Such appraisers shall be
persons experienced and knowledgeable in the field and each party shall bear the
expense of the appraisal conducted by such party. The average of the two
appraisals shall equal the purchase price unless either party elects to have the
purchase price determined by the addition of another appraisal, in which event
such party shall solely bear the cost of such
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appraisal and the appraisal shall be conducted by a third party selected by the
two appraisers selected by the parties. Upon the completion of such appraisal,
the appraisal amount shall be added to the other two appraisals and the average
so determined shall equal the purchase price and shall be binding upon both of
the parties. In the event the Lessee exercises the option to purchase, then
Lessee shall tender the purchase price within thirty (30) days of the
determination of the purchase price in accordance with this paragraph.
Section 19.2
Lessee shall have the right to make alterations to the
premises. Such right shall be conditioned upon Lessee obtained
Lessor's approval, which said approval will not be unreasonably withheld.
Lessee's request for Lessor's approval shall be in writing and Lessor's response
to Lessee shall be in writing. If alterations are made by Lessee, at Lessee's
expense, and said alterations increase the value of the property, such increase
in value shall be taken into account in determining the purchase price of the
property. To the extent that Lessee's improvements to the leased premises
enhance or increase the purchase price which Lessee must pay Lessor for such
leased premises, then Lessee shall receive a reduction in the purchase price
determined in accordance with Section 19.1 of Article XIX. The amount of the
reduction in the purchase price on account of Lessee's improvements or
alterations shall depend upon the cost of the improvement or alteration, the
nature of the improvement or alteration, and the date such improvement or
alteration is made and the extent, if any, to which such alteration is
depreciated by Lessee. Such reduction in purchase price shall be determined
initially by negotiation between the parties and if the parties cannot reach an
acceptable determination between themselves, the same shall be determined by the
appraisers appointed in accordance with Section 19.1 of Article XIX.
Section 19.3
Upon the exercise of the option granted Lessee in Section 19.1
of Article XIX, the parties shall prorate real estate taxes in the year of the
exercise of the option. Upon closing of the transaction, Lessor shall be
responsible to deliver to Lessee a deed, in proper form to be approved by
Lessee's attorney, conveying the property in fee simple with general warranty of
title from Lessor to Lessee. Lessor shall furnish Lessee with the deed at
Lessor's cost and Lessor shall pay such recording costs of the deed as are
customary for grantors or sellers to pay
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Under Virginia law. Lessee shall be responsible to obtain and pay for such title
insurance or examination of title as Lessee may deem necessary.
ARTICLE XX. SUBORDINATION
Section 21.1
Lessee's rights under this Lease Agreement are subordinate to
the terms and conditions of Lessor's deed of trust as executed with Lessor's
lending institution and is further subject to the security interest of that
lending institution.
WITNESS the following signatures and seals the day and year
first above written:
LESSOR: NORTH XXXXXX PARTNERSHIP, a Virginia general
partnership
By: /s/Xxxxx X. Xxxxxx
------------------------------------
Xxxxx X. Xxxxxx
By: /s/Xxxxxx X. Xxxxxx
------------------------------------
Xxxxxx X. Xxxxxx
By: /s/Xxxxx X. Xxxxxx
------------------------------------
Xxxxx X. Xxxxxx
By: /s/Xxxxxxx X. Xxxxxx
-------------------------------------
Xxxxxxx X. Xxxxxx
LESSEE: PLUMA, INC., a North Carolina corporation
By: /s/ Xxxxxx X. Xxxx, President
--------------------------------
Attest:
/s/G.B. Xxxxxx
----------------------------
G.B. Xxxxxx, Secretary
[lease/pluma:MARCH]
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STATE OF VIRGINIA, AT LARGE
CITY OF MARTINSVILLE, TO-WIT;
I, XXXXXX X. XXXXXX, a Notary Public for said City and State, certify
that the foregoing instrument was acknowledged before me this 22 day of JUNE,
1989, by North Xxxxxx Partnership, a Virginia general partnership, by Xxxxx X.
Xxxxxx, Xxxxxx X. Xxxxxx, Xxxxx X. Xxxxxx, and Xxxxxxx X. Xxxxxx, Xx.
My commission expires: May 9, 1993.
/s/Xxxxxx X. Xxxxxx
--------------------------------
Notary Public
(SEAL)
STATE OF NORTH CAROLINA,
CITY/COUNTY OF ROCKINGHAM, TO-WIT;
I, XXXXXXX XXXXX, a Notary Public for said City/County and State
certify that G.B. Xxxxxx personally came before me this day and being by me duly
sworn, acknowledged that he is Secretary of Pluma, Inc., a corporation, and that
by authority duly given and as the act of corporation, the foregoing instrument
was signed in its name by its President, Xxxxxx X. Xxxx, sealed with its
corporate seal, and attested by himself as its Secretary.
Witness my hand and official seal this the 2 day of June, 1989.
My commission expires: November 2, 1993.
/s/Xxxxxxx Xxxxx
-------------------------------
Notary Public
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(MAP)
AMENDMENT TO LEASE AGREEMENT, made and entered into as of the 1st day
of December, 1990, by and between NORTH XXXXXX PARTNERSHIP, a Virginia General
Partnership, party of the first part (hereinafter referred to as "Lessor"), and
PLUMA, INC., a North Carolina corporation, party of the second part (hereinafter
referred to as "Lessee").
WHEREAS, the parties hereto were the Lessor and Lessee, respectively,
in a certain Lease Agreement dated June 10, 1989, in reference to certain real
property, and improvements thereon, located in Martinsville Magisterial
District of Xxxxx County, Virginia; and
WHEREAS, if was originally contemplated that said property would be
comprised of Lot #2 located on an access road leading east from State Route 714,
said Lot #2 containing 11.306 acres, plus or minus; and
WHEREAS, following the construction of the improvements on said
property, the parties have determined that a portion of said real property is
not needed for the Lessee's use and enjoyment of said premises, and the parties
have agreed to release the unneeded portion from the terms and conditions of
said Lease Agreement; and
WHEREAS, Lessee has requested that Lessor cause to be constructed on
the leased property an addition containing approximately 67,500 square feet,
with occupancy thereof to be available to Lessee on or before December 1, 1990;
WITNESSETH; That for and in consideration of the sum of One Dollar
($1.00), cash in hand paid by the Lessor to the Lessee,
and other good and valuable consideration, the receipt and sufficiency of
all of which are hereby acknowledged, the parties hereto hereby agree as
follows:
1. Lot #2-A, containing 1.629 acres, plus or minus, as shown on Plat of
Survey for North Xxxxxx Partnership, prepared by Xxxxxxxx X. Xxxxxxx, L.L.S.,
dated May 1, 1990 (a copy of which Plat is attached hereto marked Exhibit A), is
hereby deleted from the property subject to said Lease Agreement and is
therefore deemed to be completely released by the Lessee, which will make no
further claims against or use thereof.
2. Lessor shall forthwith commence construction of a 67,500 square foot
addition to the distribution center of Lessee located on the leased property
said addition to be constructed in substantially in accordance with the plans
and specifications prepared by Xxxxxxx X. Xxxxxx Corporation, which said plans
and specifications are on file at the offices of Xxxxxxx X. Xxxxxx Corporation,
V-C Drive, Martinsville, Virginia, which said plans and specifications have been
exhibited to Lessee, approved by Lessee and accepted by Lessee. Occupancy of the
addition will be available to Lessee on or before December 1, 1990. Effective
December 1, 1990, Lessee shall pay to Lessor the sum of eighteen and one-half
cents ($0.1850) per square foot per month [Twelve Thousand Four Hundred
Eighty-Seven and 50/100ths Dollars ($12,487.50) per month] for the new addition
to the leased property as additional rent. The additional rent specified herein
shall be subject to all terms and conditions of Article V (including,
without limitation, Section 5.3) of the Lease Agreement dated June 10, 1989,
between the parties.
3. In all other respects, the aforesaid Lease Agreement shall remain in
full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be
duly executed as of the day and year first above written.
NORTH XXXXXX PARTNERSHIP
a Virginia General Partnership
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
XXXXXX X. XXXXXX, Partner
By: /s/Xxxxx X. Xxxxxx
------------------------------------
XXXXX X. XXXXXX, Partner
By: /s/ Xxxxx X. Xxxxxx
-------------------------------------
XXXXX X. XXXXXX, Partner
By: /s/ Xxxxxxx X. Xxxxxx, Xx.
---------------------------------------
XXXXXXX X. XXXXXX, XX., Partner
PLUMA, INC., a North Carolina
Corporation
By: /s/ Xxxxxx X. Xxxx
------------------------------------
President
ATTEST:
/s/ G. B. Xxxxxx
--------------------------
Secretary
COMMONWEALTH OF VIRGINIA
CITY OF MARTINSVILLE, TO-WIT:
The foregoing was acknowledged before me, this day of January, 1991,
by Xxxxxx X. Xxxxxx, Xxxxx X. Xxxxxx, Xxxxx X. Xxxxxx and Xxxxxxx X. Xxxxxx,
Xx., General Partners of North Xxxxxx Partnership, a Virginia general
partnership.
My Commission expires:
NOTARY PUBLIC
STATE OF NORTH CAROLINA
COUNTY/CITY OF ROCKINGHAM/EDEN, TO-WIT:
The foregoing was acknowledged before me, this 19th day of
February, 1991, by Xxxxxx X. Xxxx, and Xxxxxxx Xxxxxx, the President and
Secretary, respectively, of Pluma, Inc., a North Carolina corporation.
My commission expires: 10-22-91
/s/ Xxxxxxx X. Xxxxxxx
--------------------------
NOTARY PUBLIC
AMENDMENT TO LEASE AGREEMENT, made and entered into as of the 1st day of
December, 1990, by and between NORTH XXXXXX PARTNERSHIP, a Virginia General
Partnership, party of the first part (hereinafter referred to as "Lessor"),
and PLUMA, INC., a North Carolina corporation, party of the second part
(hereinafter referred to as "Lessee").
WHEREAS, the parties hereto were the Lessor and Lessee, respectively, in
a certain Lease Agreement dated June 10, 1989, in reference to certain real
property, and improvements thereon, located in Martinsville Magisterial District
of Xxxxx County, Virginia; and
WHEREAS, it was originally contemplated that said property would be
comprised of Lot #2 located on an access road leading east from State Route
714, said Lot #2 containing 11.306 acres, plus or minus; and
WHEREAS, following the construction of the improvements on said property,
the parties have determined that a portion of said real property is not needed
for the Lessee's use and enjoyment of said premises, and the parties have agreed
to release the unneeded portion from the terms and conditions of said Lease
Agreement; and
WHEREAS, Lessee has requested that Lessor cause to be constructed on the
leased property an addition containing approximately 67,500 square feet, with
occupancy thereof to be available to Lessee on or before December 1, 1990;
WITNESSETH: That for and in consideration of the sum of One Dollar ($1.00),
cash in hand paid by the Lessor to the Lessee,
and other good and valuable consideration, the receipt and sufficiency of all of
which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Lot #2-A, containing 1.629 acres, plus or minus, as shown on Plat of
Survey for North Xxxxxx Partnership, prepared by Xxxxxxxx X. Xxxxxxx, L.L.S.,
dated May 1, 1990 (a copy of which Plat is attached hereto marked Exhibit A),
is hereby deleted from the property subject to said Lease Agreement and is
therefore deemed to be completely released by the Lessee, which will make no
further claims against or use thereof.
2. Lessor shall forthwith commence construction of a 67,500 square foot
addition to the distribution center of Lessee located on the leased property,
said addition to be constructed in substantially in accordance with the plans
and specifications prepared by Xxxxxxx X. Xxxxxx Corporation, which said plans
and specifications are on file at the offices of Xxxxxxx X. Xxxxxx Corporation,
V-C Drive, Martinsville, Virginia, which said plans and specifications have
been exhibited to Lessee, approved by Lessee and accepted by Lessee. Occupancy
of the addition will be available to Lessee on or before December 1, 1990.
Effective December 1, 1990, Lessee shall pay to Lessor the sum of eighteen
and one-half cents ($0.1850) per square foot per month [Twelve Thousand Four
Hundred Eighty-Seven and 50/100ths Dollars ($12,487.50) per month] for the new
addition to the leased property as additional rent. The additional rent
specified herein shall be subject to all terms and conditions of Article V
(including,
without limitation, Section 5.3) of the Lease Agreement dated June 10, 1989,
between the parties.
3. In all other respects, the aforesaid Lease Agreement shall remain in
full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be
duly executed as of the day and year first above written.
NORTH XXXXXX PARTNERSHIP,
a Virginia General Partnership
BY: /s/ Xxxxxx X. Xxxxxx
---------------------------------
XXXXXX X. XXXXXX, Partner
BY: /s/ Xxxxx X. Xxxxxx
---------------------------------
XXXXX X. XXXXXX, Partner
BY: /s/ Xxxxx X. Xxxxxx
---------------------------------
XXXXX X. XXXXXX, Partner
BY: /s/ Xxxxxxx X. Xxxxxx, Xx.
---------------------------------
XXXXXXX X. XXXXXX, XX., Partner
PLUMA, INC., a North Carolina
Corporation
ATTEST:
/s/ G. B. Xxxxxx BY: /s/ Xxxxxx X. Xxxx
-------------------------- --------------------------------
Secretary President
COMMONWEALTH OF VIRGINIA
CITY OF MARTINSVILLE, TO-WIT:
The foregoing was acknowledged before me, this _____ day of January, 1991,
by Xxxxxx X. Xxxxxx, Xxxxx X. Xxxxxx, Xxxxx X. Xxxxxx and Xxxxxxx X. Xxxxxx Xx.,
General Partners of North Xxxxxx Partnership, a Virginia general partnership.
My Commission expires: ____________________________
_____________________________
NOTARY PUBLIC
STATE OF NORTH CAROLINA
COUNTY/CITY OF ROCKINGHAM/EDEN, TO-WIT:
The foregoing was acknowledged before me, this 19th day of February, 1991,
by Xxxxxx X. Xxxx and Xxxxxxx X. Xxxxxx, the President and Secretary,
respectively, of Pluma, Inc., a North Carolina corporation.
My Commission expires: 10-22-91
----------
(Official Seal Appears here Text follows)
(Official Seal /s/ Xxxxxxx X. Xxxxxxx
Notary Public North Carolina -------------------------
County of Rockingham NOTARY PUBLIC
Xxxxxxx X. Xxxxxxx
My Commission Expires 12-22-91)
PREPARED BY DATE
REVIEWED BY DATE
Xxxxx X. Xxxxxx Lease Agreement
12-31-90 PF 340-6A
Martinsville Dist Center
