EXHIBIT 10.17
NORTH CAROLINA
LEASE AGREEMENT
MECKLENBURG COUNTY
THIS LEASE AGREEMENT is executed effective as of December 1, 1999, by
and between THE XXXXXXXX LLC, a North Carolina limited liability company,
("Lessor") and XXXXXXXX INDUSTRIES, INC., a North Carolina Corporation
("Lessee").
1. LEASE OF THE PREMISES. Upon the terms and conditions contained
herein, Lessor hereby leases to Lessee, and Lessee hereby leases and lets from
Lessor, the premises consisting of the land, building and improvements
associated therewith, on the land located at 000 Xxxxxxxx Xxxx, Xxxxxxxxx, Xxxxx
Xxxxxxxx and more particularly described on Exhibit "A" attached hereto and
incorporated herein by reference (the "Premises"). Provided, however, that upon
Lessor's satisfaction of its lender's obligations for releasing the
approximately 2.0 acre tract shown on Exhibit "B" to the Deed of Trust in favor
of such Lender from the lien in favor of West Coast Life Insurance Company of
even date herewith (as evidenced in the Deed of Trust and Security Agreement
securing said lien and any amendments and/or restatements thereof), Lessee shall
be obligated to enter into an amendment of this Lease deleting all or any
portion of such property, as applicable, from this Lease, without modification
of rent or any other term of this Lease.
2. TERM. The term of this Lease shall commence as of the date hereof
and shall end on September 30, 2012; provided, however, that if Lessee remains
in possession of the Premises after expiration of the term hereof, with Lessor's
acquiescence and without any express agreement of the parties, Lessee shall be a
tenant at will at the rental rate then in effect at the end of the term.
Provided, further, that if Lessee remains in possession of the Premises after
expiration of the terms hereof without Lessor's acquiescence, Lessee shall be a
tenant at sufferance and commencing on the date following the date of expiration
of the term, the monthly rental payable under paragraph 3 hereof shall be, for
each month or fraction thereof during which Lessee remains in possession of the
Premises, 200% of the monthly rental otherwise payable under paragraph 3 hereof.
Provided, finally, that in any event of holding over after the end of the term
of the Lease, there shall be no renewal or extension of the Lease by operation
of law or otherwise.
3. RENT. Lessee shall pay to Lessor as rental for the Premises the sum
of Eighty-Eight Thousand Forty-One and 60/100's Dollars ($88,041.60) per month,
payable on or before the fifth (5th) day of each calendar month during the term
thereof. To the extent the first or last month of the term of this Lease is less
than a full calendar month, rental for such month shall be prorated on a daily
basis. Provided, however, that the monthly rental payable hereunder shall be
increased (but not decreased) each November 1 by any change in the Consumer
Price Index, Urban Wage Earners and Clerical Workers (CPI-W, 1982-84=100)
("Index") by multiplying the then in effective monthly rental by the value of
said Index for the month two months prior to the then present November 1 (or
nearest available month) and dividing the product by the value of said Index for
the month two months prior to the then previous November 1 (or nearest available
month). In the event that the Index ceases to be published, there shall be
substituted for the
Index the measure published by the U.S Department of Labor which most nearly
approximates the Index.
4. CONDITION OF THE PREMISES. Lessee acknowledges that it has inspected
the Premises and accepts same in their present condition and state of repair.
Lessee acknowledges that neither Lessor nor any of Lessor's officers or agents
have made any representation or warranty regarding the condition or state of
repair of the Premises or the suitability of the Premises for Lessee's intended
use.
5. USE OF THE PREMISES. Lessee agrees to use the Premises solely for
light manufacturing, offices and a distribution facility, or such other uses as
may be permitted by I-2 zoning or such other future zoning as may affect the
Premises. Lessee shall not use the Premises in any manner that causes damage to
the Premises (exclusive of ordinary wear and tear) or which creates waste or a
nuisance. Lessee shall use the Premises in compliance, in all material respects,
with applicable laws and governmental regulations, ordinances, building and
zoning codes.
6. ALTERATIONS. Without the prior written consent of Lessor and
Lessor's lender, if any, Lessee shall not make any material alterations to the
Premises, save and except minor nonstructural alterations which are not of a
permanent nature and which do not injure or damage the Premises or decrease the
value thereof. In the event that any alterations or improvements to the Premises
are required to comply with any applicable laws, regulations or ordinances
affecting the Premises, Lessee shall give to Lessor prompt notice of such
requirement and shall promptly proceed to make such improvements or alterations
as required.
7. FIXTURES. Upon termination of this Lease, Lessee may remove any of
Lessee's trade fixtures from the Premises, excluding the basic building systems
such as air conditioning, heating, electricity, ventilation, lighting and
plumbing, and Lessee shall be responsible for repairing any damage to the
Premises caused by such removal.
8. MAINTENANCE AND REPAIRS. Except as expressly provided otherwise in
this Lease, Lessor shall be responsible for maintaining the exterior walls, roof
(including roof leak repairs) and other structural components of the building
situated on the Premises, along with basic systems for electricity, air
conditioning, heat, water and plumbing, in a normal, reasonable and habitable
condition and state of repair, consistent in all respects with the condition and
state of repair existing at the commencement of this Lease, ordinary wear and
tear excepted, provided, however, that Lessor shall not be required to expend an
amount in excess of $33,099.00 per annum on its obligations under this
paragraph. Lessee shall pay normal operating expenses with respect to the
Premises, including costs for ordinary maintenance of the electrical, heat, air
conditioning, and water and plumbing systems which are necessary for the normal
and customary operation thereof, but Lessee shall not be responsible for any
repairs, replacements or overhauls of such systems. Lessee shall maintain the
exterior grounds of the Premises in a neat and orderly condition, and shall
furnish all light bulbs for use on or in respect of the Premises.
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9. INSURANCE.
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(a) Casualty Insurance. During the term of this Lease,
Lessee shall maintain and keep in full force and
effect, at its cost, a standard comprehensive fire
and extended coverage policy of insurance with
respect to the Premises naming Lessor and Lessee as
insured as their interests appear, in such amounts as
Lessor's lender, if any, shall require. Lessee shall
have the responsibility to determine whether to
maintain casualty insurance with respect to Lessee's
personalty and business interruption insurance for
Lessee's own benefit.
(b) Liability Insurance. During the term of this Lease,
Lessee shall maintain and keep in full force and
effect, at its cost, a standard commercial general
policy of liability insurance insuring both Lessor
and Lessee against liabilities customarily insured
against under such policies arising out of the use of
the Premises. Such insurance shall provide an
aggregate limit on coverage of not less than
$2,000,000 per occurrence, $4,000,000 aggregate
general limit per policy year, and $2,000,000
property damage or such amounts as are required by
any lender of Lessor.
(c) Certificate of Insurance. Lessee shall furnish to
Lessor, upon request, (i) a certificate of insurance
showing such insurance to be in full force and
effect, and (ii) proof that the premiums necessary to
keep said insurance in full force and effect have
been timely paid.
(d) Insurance Companies and Cancellation. Insurance
required hereunder shall be maintained with sound and
reputable insurance companies reasonably satisfactory
to the parties or as required by any lender of
Lessor, and no such policy shall be cancelable or
subject to reduction of coverage except after thirty
(30) days prior written notice to the party not
responsible for the maintenance of such insurance and
Lessor's lender, provided that Lessee may satisfy its
obligations hereunder, in whole or in part, by means
of a so-called blanket policy or under a
self-insurance program should Lessee prove to Lessor
and Lessor's lender that its tangible net worth is
greater than $100,000,000.00.
(e) Waiver of Subrogation. Lessor and Lessee hereby
waive any and all rights of recovery against the
other, and against the officers, directors,
employees, agents and representatives of the other,
for loss or damage suffered by such waiving party
with respect to any events or circumstances relating
to the Premises to the extent such loss or damage is
covered by applicable insurance; provided, the
insurance company actually makes payment on the
policy. The insuring party shall, prior to obtaining
the policies of insurance required hereunder, give
notice to the insurance carrier that the foregoing
mutual waiver of subrogation is contained in this
Lease and shall request such insurance carrier to
issue a
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customary endorsement to the policy to permit such
waiver of subrogation to the extent necessary in
order to prevent such waiver from invalidating any
such applicable insurance.
10. TAXES. Lessor shall pay all ad valorem real property taxes and
special assessments applicable (and any penalties for late payment associated
therewith) to the Premises during the term of this Lease not later than the due
date shown on the xxxx therefor. Lessee shall be solely responsible for paying
any taxes or governmental assessments levied upon Lessee's personal or business
property.
11. UTILITIES. Lessee shall be responsible for the payment of all
utility service charges utilized on or with respect to the Premises during the
term of this Lease, including, without limitation, electricity, gas, water,
sewage, trash pickup and telephone service.
12. INDEMNIFICATION. Lessee agrees to indemnify and hold Lessor
harmless from and against claims, liabilities, damages, costs and expenses
(including reasonable attorneys fees) incurred by or asserted against Lessor as
a result of Lessee's use of the Premises during the term of this Lease.
13. DAMAGE OR DESTRUCTION OF THE PREMISES. Subject to the terms of the
lien of any first lien mortgage, deed of trust or other first lien security
interest in the Premises, in the event the Premises are damaged or destroyed by
vandalism, fire, storm, wind or other casualty, the insurance proceeds from the
casualty insurance maintained pursuant to the terms hereof shall be utilized to
repair, as soon as practical, the damaged portion of the Premises so as to
restore the Premises to a condition substantially the same in all material
respects as the condition existing immediately before such casualty to the
extent of net insurance proceeds available to Lessor for repair. The rent
payable pursuant to this Lease for the period during which such damaged
condition continues shall be reasonably and equitably abated in proportion to
the degree to which Lessee's use of the Premises is impaired.
14. RIGHT OF ENTRY. At all times during the term of this Lease,
Lessor and Lessor's officers, agents and representatives shall have the right to
enter into and upon the Premises for purposes of inspecting the same.
15. CONDEMNATION. In the event all or any part of the Premises are
taken under power of eminent domain, the rental provided hereunder shall be
reduced in proportion to which the value of the property taken bears to the
whole value of the Premises immediately prior to such condemnation. After any
such taking, if the residue of the Premises is reasonably inadequate for
Lessee's intended use thereof as contemplated hereby, Lessee shall have the
option to terminate this Lease by giving written notice thereof to Lessor. All
damages awarded and condemnation proceeds received shall be payable to Lessor,
provided that Lessee may make a separate claim for its undepreciated leasehold
improvements, moving expenses or the like so long as such claim does not reduce
any potential claim of Lessor.
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16. FAILURE BY LESSEE TO PAY EXPENSES. In the event Lessee fails to pay
any cost or expense with respect to the Premises required to be paid by Lessee
hereunder, Lessor shall have the option, in its discretion, to pay such cost or
expense and recover the same from Lessee as additional rent which sum shall be
payable with interest thereon at the rate of eight percent (8%) per annum,
within ten (10) days after demand by Lessor.
17. ASSIGNMENT OR SUBLETTING. Lessee shall not assign, transfer, or
mortgage this Lease, nor shall Lessee sublease all or any part of the Premises
without Lessor's prior written consent. In the event of any assignment, transfer
or subletting, Lessee shall remain primarily liable for all obligations under
the Lease (except as may be expressly agreed by the parties and consented to by
Lessor's lender).
18. ENVIRONMENTAL MATTERS.
(a) Compliance. During the term of this Lease, Lessee shall
comply with all applicable Environmental Laws (as
hereinafter defined) and shall not place or store,
handle or dispose of any Hazardous Substances (as
hereinafter defined) in, on or under the Premises except
as permitted by applicable law and appropriate
governmental authorities. If requested by Lessor, Lessee
shall furnish Lessor with copies of all environmental
permits, if any, required by governmental authorities
with competent jurisdiction with respect to the Premises
or Lessee's operations at the Premises. During the term
of this Lease, Lessee shall promptly notify Lessee in
the event of Lessee's discovery of, or Lessee's receipt
of notice concerning, any Hazardous Substances which are
located on or under or adjacent to, or are being or have
been released from, the Premises.
(b) Indemnification. Lessee hereby indemnifies Lessor and
holds Lessor harmless from and against all loss,
liability, damage, expense, claim, cost, fine or
penalty, including costs of investigation and
remediation, suffered or incurred by Lessor as a result
of (i) the violation by Lessee (or Lessee's subtenants
or assignees, or the agents, contractors, customers or
employees of same) during the term of the Lease of any
Environmental Law, (ii) any Hazardous Substances placed
or disposed of on or under the Premises or any adjacent
premises by Lessee, its agents, contractors, customers,
employees (or Lessee's subtenants or assignees, or the
agents, contractors, customers or employees of same)
during the term of this Lease, or (iii) any exacerbation
during the term of this Lease of any existing
environmental condition by Lessee, its agents,
contractors, customers, employees (or Lessee's
subtenants or assignees, or the agents, contractors,
customers or employees of same). The foregoing
indemnities shall survive and remain in effect following
the termination of this Lease. Lessor's remedies
hereunder against Lessee are not exclusive of common law
and statutory remedies otherwise available to Lessor,
and shall not be affected in any way if the liability or
claim for which indemnification is sought arises by
reason of strict liability. Lessor acknowledges that an
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above-ground diesel storage tank exists and is operated
by Lessee on the Premises.
(c) Definitions.
(i) "Remediation," for purposes of this Lease,
shall mean all direct and indirect costs
(including costs by way of reimbursement of
any regulatory agency) reasonably incurred
in connection with or arising out of the
investigation and remediation of any of the
matters covered by the foregoing
indemnities, including by way of
illustration and without limitation,
reasonable attorney's fees, investigation
costs, penalties, fines and interest
imposed by any regulatory authority,
reasonable investigative fees and
consulting fees, testing, costs of removal
of contaminated materials, transportation
of contaminated materials, and landfill or
other off-site disposal costs, reasonable
costs of replacement of contaminated
materials removed, reasonable costs of
restoring the Premises to substantially the
condition existing as of the date hereof,
reasonable costs of on-site treatment of
contaminated soil and groundwater, and
reasonable costs of digging xxxxx and
future monitoring.
(ii) The term "Hazardous Substances" is defined
for purposes of this Lease as that term is
defined under the Comprehensive
Environmental Response, Compensation and
Liability Act of 1980, as amended (42
U.S.C. Sections 9601 et seq.) ("CERCLA"),
and any implementing regulations, and, in
addition as including any petroleum, crude
oil or any fractions thereof or any other
substance or material classified as toxic,
hazardous or extremely hazardous under any
applicable federal, state or local law,
ordinance or requirement or any
governmental authority with competent
jurisdiction.
(iii) The term "Environmental Laws" is defined for
purposes of this Lease as meaning CERCLA,
the Resource Conservation and Recovery Act
(42 U.S.C. Sections 6901 et seq.), and any
other federal, state or local law, statute,
ordinance, regulation or rule (A) concerning
hazardous, toxic or dangerous wastes,
substances or materials, or (B) pertaining
to the protection of the environment.
19. EVENTS OF DEFAULT. Any of the following shall be deemed an
event of default by Lessee under this Lease:
(a) Failure by Lessee to timely pay any installment of
rent or any other monetary obligation under this
Lease as and when due and payable;
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(b) The breach by Lessee of any other term or provision
of this Lease, and the continuance thereof for a
period of ten (10) days after receipt by Lessee of
written notice thereof from Lessor, provided if such
breach is not reasonably capable of being cured
within such 10-day period, Lessee shall not be in
default hereunder to the extent it proceeds and
continues to proceed in good faith to cure such
breach as soon as reasonably practical;
(c) Lessee (i) making a general assignment for the
benefit of creditors, (ii) generally not paying its
debts as they become due, (iii) admitting in writing
an inability to pay its debts as they become due,
(iv) filing a voluntary petition in bankruptcy, (v)
becoming insolvent, or (vi) filing a petition seeking
for itself any reorganization, arrangement,
composition, or readjustment of its debts or other
similar relief from its creditors generally; or
(d) An order or decree being entered by a court of
competent jurisdiction (i) adjudging Lessee as
bankrupt or insolvent, (ii) appointing a trustee,
receiver, liquidator, custodian or other similar
official for Lessee, or (iii) ordering the winding up
or liquidation of Lessee's affairs.
20. REMEDIES. Upon the occurrence of any event of default as
provided herein which is continuing, Lessor shall have the right to:
(a) Terminate this Lease and enter into and upon the
Premises, retake possession thereof and expel Lessee
therefrom, and to recover from Lessee all costs and
expenses (including reasonable attorneys' fees)
incurred by Lessor in connection with retaking
possession of the Premises;
(b) Recover from Lessee, upon demand, all rent or other
sums due or to become due to Lessor under the terms
of this Lease; provided, however, in the event Lessor
relets the Premises during the term hereof, Lessor
shall give credit to Lessee for the rent and other
sums actually collected by Lessor with respect to the
term of such Lease coinciding with the term of this
Lease, less any costs and expenses incurred by Lessor
in reletting the Premises; or
(c) Without terminating this Lease, Lessor may exercise
its options under subparagraphs (a) and (b) above
simultaneously.
(d) Exercise any other right or remedy available
hereunder or otherwise available at law or in equity.
Lessor may pursue any one or more of the foregoing remedies,
and pursuit of any of the foregoing remedies shall not prejudice the rights of
Lessor to pursue any other remedies.
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21. QUIET ENJOYMENT. Provided Lessee performs its obligations and
covenants contained herein, Lessor covenants that Lessee shall peaceably and
quietly have, hold and enjoy the Premises during the term hereof free from
interference from Lessor and all persons claiming by or through Lessor.
22. SUBORDINATION, ATTORNMENT AND NON-DISTURBANCE.
(a) Lessee's rights shall be subject to any bona fide
mortgage, deed of trust or other security interest
which is now or may hereafter be placed upon the
Premises by Lessor. Lessee shall, if requested by
Lessor or Lessor's lender, execute a separate
agreement reflecting such subordination and, further,
shall be obligated to execute such documentation as
may facilitate Lessor's sale or refinancing of the
Premises, including but not limited to an estoppel
certificate substantially in the form attached hereto
as Exhibit "B" or a subordination, attornment and
non-disturbance agreement substantially in the form
attached hereto as Exhibit "C".
(b) In the event of a sale, assignment or transfer by
Lessor of its interest in the Premises or in this
Lease (whether by sale, default, foreclosure or
otherwise) to a successor in interest who expressly
assumes the obligations of Lessor under this Lease,
Lessor shall thereupon be released and discharged
from its obligations and covenants under this Lease,
except those obligations that have accrued prior to
such sale, assignment or transfer. Lessor's
assignment of this Lease, or any or all of its rights
in this Lease, shall not affect Lessee's obligations
hereunder, and Lessee shall attorn and look to the
assignee as Lessor, provided Lessee has first
received written notice of such assignment. Provided,
further, however, that in the event that a lender of
Lessor, its successors or assigns shall become the
owner of the Premises through foreclosure or other
similar judicial process, then, in that event, the
lender, its successors or assigns shall have the
right to cancel this Lease upon ninety (90) days
written notice to Lessee.
(c) Whether in connection with a sale or refinancing or
otherwise, Lessee shall be obligated to execute and
deliver to Lessor or its lender, an estoppel
certificate substantially in the form attached hereto
as Exhibit "B" or such other documentation as
reasonably may be requested by Lessor or its lender,
within fifteen (15) days of receipt of a written
request therefor.
23. LENDER'S NOTICE AND RIGHT TO CURE. Lessee agrees to be bound
by and to act in accordance withn the provisions of paragraph 4 of Exhibit "C"
of the Lease, the same being incorporated herein as if fully set forth.
24. LESSOR'S DEFAULT. In the event of a default by Lessor under
this Lease, Lessee agrees that, in all events, Lessor's liability shall be
limited to the actual equity interest of Lessor in the Premises for the
satisfaction of Lessee's remedies under this Lease.
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25. MISCELLANEOUS.
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(a) Fees of Legal Counsel. In the event either party to
this agreement shall employ legal counsel to protect
its rights hereunder or to enforce any term or
provision hereof, the party prevailing in any such
action shall have the right to recover from the other
party all of its reasonable attorneys' fees and
expenses incurred in relation to such claims.
(b) Further Assurances. The parties agree that from time
to time hereafter, upon request, each of them will
execute, acknowledge and deliver such other
instruments and documents and take such further
action as may be reasonably necessary to carry out
the intent of this agreement.
(c) Modification. Except as otherwise provided herein, no
term or provision contained herein may be modified,
amended or waived except by written agreement or
consent signed by the party to be bound thereby.
(d) Binding Effect and Benefit. This agreement shall
inure to the benefit of, and shall be binding upon,
the parties hereto, and their respective successors
and permitted assigns. Otherwise, this agreement
shall not create any rights for the benefit of any
third party.
(e) Headings and Captions. Subject headings and captions
are included for convenience purposes only and shall
not affect the interpretation of this agreement.
(f) Notice. All notices, requests, demands and other
communications permitted or required hereunder shall
be in writing, and shall either be (i) delivered in
person, (ii) delivered by express mail or other
overnight delivery service providing receipt of
delivery, (iii) mailed by certified mail or
registered mail, postage prepaid, return receipt
requested, or (iv) sent by telex, telegraph or other
facsimile transmission as follows:
If to Lessee, addressed or delivered in person to:
(mailing address)
Xxxxxxxx Industries, Inc.
P. O. Xxx 000000
Xxxxxxxxx, XX 00000
(delivery address)
Xxxxxxxx Industries, Inc.
000 Xxxxxxxx Xxxx
Xxxxxxxxx, XX 00000
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With copy to:
Xxxxx X. Xxxxxxx
Xxxxxx, Xxxxxxx & Xxxxx, P.C.
P. O. Xxx 00000
Xxxxxxxxx, XX 00000-0000
If to Lessor, addressed or delivered in person to:
The Xxxxxxxx LLC
c/o Xxxxxx X. Xxxxxxxx
(mailing address)
Xxxxxxxx Industries, Inc.
P. O. Xxx 000000
Xxxxxxxxx, XX 00000
(delivery address)
Xxxxxxxx Industries, Inc.
000 Xxxxxxxx Xxxx
Xxxxxxxxx, XX 00000
or to such other address as either party may
designate by notice. Any such notice or communication
shall be deemed to have been made when actually
received by the addressee, pursuant to (f)(i) above
or one (1) business day after initiation of delivery
pursuant to (f)(ii)-(iv) above.
(g) Severability. If any portion of this agreement is
held invalid, illegal, or unenforceable, such
determination shall not impair the enforceability of
the remaining terms and provisions herein.
(h) Waiver. No waiver of a breach or violation of any
term or provision of this agreement shall operate or
be construed as a waiver of any subsequent breach or
limit or restrict any right or remedy otherwise
available.
(i) Rights and Remedies Cumulative. The rights and
remedies expressed herein are cumulative and not
exclusive of any rights and remedies otherwise
available.
(j) Gender and Pronouns. Throughout this agreement, the
masculine shall include the feminine and neuter and
the singular shall include the plural and vice versa
as the context requires.
(k) Entire Agreement. This document constitutes the
entire agreement of the parties with respect to the
lease of the Premises and supersedes any and all
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other prior agreements, oral or written, with respect
to the subject matter contained herein.
(l) Governing Law. This agreement shall be subject to
and governed by the laws of the State of North
Carolina.
(m) Incorporation by Reference. All exhibits and
documents referred to in this agreement shall be
deemed incorporated herein by any reference thereto
as if fully set out.
(n) Counterparts. This agreement may be executed in two
or more counterparts each of which shall be deemed an
original, but all of which together shall constitute
one and the same instrument.
(o) Authority. Each individual signing this agreement in
a representative capacity acknowledges and represents
that he/she is duly authorized to execute this
agreement in such capacity in the name of, and on
behalf of, the designated corporation or other
entity.
(p) Joint Preparation. This agreement shall be deemed to
have been prepared jointly by the parties hereto, and
any uncertainty or ambiguity existing herein shall
not be interpreted against any party by reason of its
drafting of this agreement, but shall be interpreted
according to the application of the rules of
interpretation for arm's length agreements.
(q) Memorandum of Lease. Upon request by either party, a
memorandum of this lease in customary form shall be
executed and delivered between Lessor and Lessee and
either party shall have the right to record such
memorandum of lease in the appropriate real estate
recording offices in the county where the Premises
are located. Provided, however, that the recordation
of said memorandum shall be subject to paragraph 22
hereof and Lessee does hereby agree to cooperate in
releasing any said memorandum in furtherance thereof.
26. AMENDMENT AND RESTATEMENT. It is acknowledged that this Lease
Agreement is a consolidation, amendment and restatement of (1) That certain
Lease dated October 29, 1997 by and between Lessor and Lessee, as amended by
First Amendment to Lease Agreement dated July 22, 1998; and (2) That certain
Lease dated June 23, 1999 by and between Lessor and Lessee. It is the intention
of the parties that this document supplant and supersede the aforementioned and
stand as the only lease agreement between the parties with respect to the
Premises.
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IN WITNESS WHEREOF, the parties have executed this agreement effective
as of the day and year aforesaid.
LESSOR:
THE XXXXXXXX LLC
/s/ Xxxxxx X. Xxxxxxxx [SEAL]
-----------------------------------
Xxxxxx X. Xxxxxxxx, Manager
LESSEE:
XXXXXXXX INDUSTRIES, INC.
/s/ Xxxxxx X. Xxxxxxxx
----------------------
By: Xxxxxx X. Xxxxxxxx
Title: President
Attest:
/s Xxxxx X. McCork.le, IIII
---------------------------
Secretary
[Corporate Seal]
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STATE OF NORTH CAROLINA
COUNTY OF MECKLENBURG
I, a Notary Public, do hereby certify that Xxxxxx X. Xxxxxxxx
personally appeared before me this day and acknowledged that he is the manager
of The Xxxxxxxx LLC, a North Carolina limited liability company, and further
acknowledged the due execution of this instrument on behalf of and as the
authorized act and deed of such limited liability company.
Witness my hand and official stamp or seal, this the 8th day of
December, 1999.
/s/ Xxxx Xxxx Xxxxxxx
-----------------------------
Notary Public
My commission expires:
June 25, 2001
STATE OF NORTH CAROLINA
COUNTY OF MECKLENBURG
I, a Notary Public of the County and State aforesaid, certify that
Xxxxxx X. Xxxxxxxx personally came before me this day and acknowledged that he
is the President of Xxxxxxxx Industries, Inc. and that by authority duly given
and as the act of the corporation, the foregoing instrument was signed in its
name, sealed with its corporate seal and attested by its ________ Secretary.
Witness my hand and official stamp or seal, this the 8th day of
December, 1999.
/s/ Xxxx Xxxx Xxxxxxx
------------------------
Notary Public
My commission expires:
June 25, 2001
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EXHIBIT "A"
Beginning at a set rebar at the intersection of the northerly margin of the
right-of-way of Xxxxxxxx Road and the westerly margin of the right-of-way of Old
Pineville Road and running thence, along and with the northerly margin of the
right-of-way of Xxxxxxxx Road, N. 76-52-27 W. 326.02 feet to a set rebar in the
northerly margin of the right-of-way of Xxxxxxxx Road; thence continuing along
and with the northerly margin of the right-of-way of Xxxxxxxx Road, with the arc
of a circular curve to the left having a radius of 280.00 feet (chord bearing S.
83-43-26 W.; chord distance 86.03 feet), a distance of 189.63 feet to a set
rebar in the northerly margin of the right-of-way of Xxxxxxxx Road; thence
continuing along and with the northerly margin of the right-of-way of Xxxxxxxx
Road, S. 64-19-20 W. 412.86 feet to an existing railroad spike at the
intersection of the northerly margin of the right-of-way of Xxxxxxxx Road with a
northeasterly line of Tract 3 as hereinbelow described; thence along and with
northeasterly lines of Tracts 3 and 2 as hereinbelow described, N. 69-52-30 W.
582.24 feet (passing an existing iron pipe set at the common northerly rear
corner of Tract 3 and Tract 2 as herein described at 384.31 feet) to a set
rebar, a southeasterly common corner with the property of Principal Mutual Life
Insurance Company (now or formerly as described in Deed Book 7580, Page 83 of
the Mecklenburg County Registry); thence along and with an easterly line of
Principal Mutual Life Insurance Company (now or formerly, as hereinabove
referenced), N. 26-08-40 E. 500.06 feet to an existing iron pipe, a
northeasterly corner of Principal Mutual Life Insurance Company (now or
formerly, as hereinabove referenced); thence along and with a southeasterly line
of Xxxxxxx Properties, Inc. (now or formerly, as recorded in Deed Book 5409,
Page 332) N. 32-16-55 E. 137.95 feet to an existing concrete monument; thence
along and with southern lines of Xxxxxxx Properties, Inc. (now or formerly, as
hereinabove referenced) and Century Pension Income Fund XXIII (now or formerly
as recorded in Deed Book 5321, Page 452), S. 70-42-53 E. 604.35 feet (passing an
existing iron pipe at 171.23 feet) to a set rebar; thence with a westerly line
of Century Pension Income Fund XXIII (now or formerly, as hereinabove
referenced) S. 22-19-36 W. 82.98 feet to an existing iron pipe, a southwesterly
corner of Century Pension Income Fund XXIII (now or formerly, as hereinabove
referenced); thence along and with a southerly line of Century Pension Income
Fund XXIII (now or formerly, as hereinabove referenced) and Century Properties
Fund XX (now or formerly, as recorded in Book 5120, Page 509) S. 76-03-57 E.
543.98 feet (passing an existing iron pipe at 234.33 feet), to an existing iron
pipe in the southwesterly margin of the right-of-way of Southern Railroad Co.;
thence along and with the southwesterly margin of the right-of-way of Southern
Railroad Co., S. 23-39-50 E. 189.79 feet to a set rebar at the intersection of
the southwesterly margin of the right-of-way of Southern Railroad Co. and the
westerly margin of the right-of-way of Old Pineville Road; thence along and with
the westerly margin of the right-of-way of Old Pineville Road, S. 15-03-46 W.
62.09 feet (passing an existing iron pipe at 56.80 feet) to a set rebar, said
set rebar being the point and place of beginning, said tract containing 13.21
acres, all as shown on a survey for The Xxxxxxxx LLC by N & C Land Surveyors
(Xxxx X. Xxxxxxxxxx, NCRLS L-3602), dated October 1, 1997.
