Percentage Shopping enter Lease Agreement

LEASE AGREEMENT

THIS LEASE is made and entered into this ___ day of _______________, 20__, by and between __________________, an individual (hereinafter called “Landlord”), and _______________, a _____________________ corporation (hereinafter called “Tenant);

In consideration of the covenants hereinafter contained, to all of which Landlord and Tenant agree, Landlord hereby demises and lets to Tenant and Tenant hereby rents and hires from Landlord, that Certain premises situated in the Landlord’s shopping center known as ________________ Shopping Center located on the ________ side of Street just __________ of the intersection of __________ Street and ______________ Street and having an address _________________ , in the City of ______________, County of ____________, State of ________________ and being the property comprising ______ square feet with the building thereon (said property and building are hereinafter called the “demised premises”), immediately adjacent to _________________ and on the same front building line with _____________________ and other tenants in the shopping center.  Said demised premises are shown outlined in red on Exhibit B ‑ Site Plan. Tenant is also granted the right to use, in common with other tenants in the shopping center, the paved, marked, lighted parking, service and access areas shown on Exhibit B ‑ Site Plan attached hereto and made and part hereof.

TO HAVE AND TO HOLD the demised premises together with all and singular the appurtenances, rights, privileges and easements thereunto belonging or in anywise appertaining unto Tenant, its successors and assigns form initial term commencing as hereinafter set forth and ending on the ___ day of _____________ , 20___ .

1. .  Tenant hereby covenants and agrees to pay Landlord fixed rent at the rate of _________ DOLLARS per month ($______ /annum) payable in advance on or before the tenth day of each month beginning on the commencement date as set forth in paragraph 5.

In addition to the fixed rent, Tenant shall pay Landlord a percentage rent equal to ______ percent ( %) of the gross sales in excess of ________ made by Tenant on the demised premises during each lease year period.  Tenant shall account for and pay any percentage rent due annually within sixty days after the end of  each lease year.  The term “lease year” shall mean the calendar year and shall always end on ________________.  “Gross sales” shall mean all sales made from the demised premises excluding sales tax, excise tax, refunds, void gales, sales from vending machines and sales of bleach, beverages, paper products, motor oil and sundry drugs, including but not limited to health and beauty aids.

2.  COVENANT, TITLE AND AUTHORITY ‑ Landlord covenants and warrants that Landlord has full right and willful authority to enter into this lease for the full initial term and all extensions; that Landlord is lawfully seized of the entire shopping center, including the demised premises, and has good title thereto; that the shopping center, including the demised premises, is free and clear of all encumbrances except a first mortgage or deed of trust with _________________; that the demised premises comply with all laws, ordinances and regulations including building codes; and that there, are no laws, ordinances, government requirements or regulations, title restrictions, restrictions in other leases, or zoning or other matters which will restrict,  or prevent Tenant’s use of the demised premises for retail sales including the sale of merchandise typically sold by variety stores, discount stores, dollar stores or variety discount stores.

3.  USE OF PREMISES ‑ Landlord warrants that the demised premises may be used, but not limited to such use, by Tenant, among others, for the conduct of a mercantile business of the type and kind known as a variety store, discount store, dollar store or variety discount store.  Tenant shall not be obligated to continuously occupy or operate a business on the demised premises. Whether or not Tenant is occupying the demised premises or conducting business therein, Tenant shall be responsible for paying the rent and other sums due Landlord under this lease and for performing Tenant’s other obligations subject to and in accordance with the provisions of this lease.

4.  IMPROVEMENTS BY LANDLORD ‑ Landlord agrees to make, at Landlord’s expense certain improvements to the demised premises as set forth on Exhibit A through A‑2 attached hereto and made a part hereof and any needed repairs to the parking, service and access areas.  During the progress of Landlord’s work, Tenant’s representative may from time to time inspect the work and material to determine whether they are in accordance with Exhibit A through A‑2.  The failure of Tenant’s representatives to object to any part of Landlord’s improvements shall not be deemed to be, an acquiescence in or acceptance of any failure by Landlord to comply with said Exhibits.

Landlord agrees to complete the improvements identified in Exhibits A through A‑2 not later than ninety (90) days after the lease is signed by Tenant and Landlord.  If said improvements are not completed by ninety (90) days after this lease is signed by Tenant and Landlord, then Tenant shall have the right, at its  option, to cancel this lease by written notice to Landlord, but until (i) this lease is canceled or (ii) Landlord completes its improvements, provides Tenant with written notice of completion and delivers the demised premises to Tenant,

Landlord shall pay to Tenant $ _________ per day as liquidated damages Landlord and Tenant agree to said liquidated damages because Landlord’s failure to timely complete the improvements will cause Tenant to suffer economic losses, but such losses will be difficult to ascertain.

5.  DELIVERY OF PREMISES AND COMMENCEMENT OF TERM.  Landlord shall deliver the demised premises along with a certificate of occupancy to Tenant upon completion of Landlord’s improvements provided that Tenant shall not be required to accept delivery of the demised premises prior to the date Tenant and Landlord’s mortgagee have entered into a nondisturbance agreement consistent with the terms of the paragraph of this lease entitled SUBORDINATION TO MORTGAGES.  Landlord agrees to notify Tenant, in writing, of the date the demised premises will be delivered to Tenant at least _________ ( ____) days prior to such date.

The term will begin upon the date Tenant accepts delivery of the demised premises, and

rent will begin to accrue upon the earlier of (i) ( ) days after the date of delivery and acceptance of the demised premises with Landlord’s improvements including any required repair to the paved, marked and lighted parking, service and access areas fully completed, or in the _________________. Tenant opens for business in the demised premise.

6.  TERMINATION.  The term of this lease shall be automatically extended one period at a time for six successive periods of five years each unless Tenant shall give written notice to Landlord canceling the next extended term at least sixty days before such extended term is scheduled to begin.  If Tenant gives such notice, this lease will expire the day before such extended term is scheduled to begin.  All of the terms, covenant and conditions of this lease shall apply to each such extended term except rent which shall be payable as follows. During the first extended term, rent shall be payable at the rate of ____________ DOLLARS per month ($_______ /annum) plus a percentage rent equal to _____ percent (__ %) of the gross sales in excess of $ __________ made by Tenant on the demised premises during each lease year period of said extended term. During the second extended term, rent shall be payable at the rate of ___________ DOLLARS per month ($_____ /annum) plus a percentage rent equal to _______ percent ( %) of the gross sales in excess of $__________ made by Tenant on the demised premises during each lease year period of said extended term.  During the third extended term, rent shall be payable at the rate of ___________ DOLLARS per month ($ ________/annum) plus a percentage rent equal to ______ percent (___ %) of the gross sales in excess of $ ____________ made by Tenant on the demised premises during each lease year period of said extended term. During the fourth extended terms rent shall be payable at the rate of ___________ DOLLARS per month ($_______ /annum) plus a percentage rent equal to ____ percent ( ___%) of the gross sales in excess of $ _____________ made by Tenant on the demised premises during each lease year period of said extended term.  During the fifth extended term, rent shall be payable at the rate of ________ DOLLARS per month ($ ________/annum) plus a percentage rent to ______ percent (____ %) of the gross sales in of $_____________  made by Tenant on the demised premises during each  lease year period of said extended term.  During the sixth extended term, rent shall be payable at the rate of ________ per month ($ _________/annum) plus a percentage rent equal to ______ percent ( ___%) of the gross sales in excess of $______________  made by Tenant on the demised premises during each lease year period of said extended term.  For all purposes under this lease, the phrases “the term of this lease” and “lease term” shall mean the initial term and any extension which comes into effect pursuant to this Paragraph 6 through Tenant’s decision not to cancel this lease.

7.  .  Tenant shall have the right at all times after the date of this lease to make, at its own expense, such changes improvements, alterations and additions to the demised premises as Tenant may desire.

8.  .  Tenant shall have the right to install on the demised premises such fixtures and equipment as Tenant deems desirable for the operation of its business.  Tenant may, on termination of this lease or at any time during the lease term, remove from the demised premises shelving, fixtures and equipment which Tenant installed at its own expense or otherwise acquired.  Tenant shall have the right to place a trash dumpster and a recycling dumpster in the service area adjacent to the demised premises, and telephones, vending machines and kiddie rides in front of the demised premises and to install communications equipment on the exterior of the demised premises or in the rear service area.

9.  UTILITIES.  Landlord shall ensure that all necessary utilities are provided to the demised premises (including separate meters) Tenant shall pay all charges for gas, water, and electricity used by it on the demised premises.

10.  ____________________ AND DESTRUCTION.  Should the demised premises or the shopping center be damaged or destroyed by fire or other casualty, Landlord shall promptly, at Landlord’s expense, remove all debris and repairs, restore or rebuild to that thereafter the demised premises and the shopping center will be substantially the same as prior to such damage or destruction.  If the demised premises are damaged or destroyed, rents and other charges shall cease and abate on the date of the damage or destruction in proportion to the area of the demised premises rendered unusable and any rent paid in advance by Tenant will be refunded to Tenant. Such rents and other charges will begin to re‑accrue upon the, expiration of sixty “days following the date the demised premises have been repaired, restored or rebuilt and possession tendered to Tenant.  If repair, restoration or rebuilding of the demised premises requires more than ________ days, then Tenant may, at its option, terminate and cancel this lease.

Notwithstanding the foregoing, if the demised premises should be so extensively damaged as to require rebuilding and such damage occurs during the last year of the initial term of this lease or the last year of any extension thereof, then prior to Landlord’s commencement of rebuilding Landlord may request in writing that Tenant agree to extend the then current term so that there will be five calendar years remaining from the date Tenant re‑opens business in the demised premises and if Tenant refuses to agree to extend the then current term, then Landlord shall not be obligated to rebuild the demised premises.

11. _______________ .  (a) Landlord agrees to keep the demised premises arid all other buildings within the shopping center insured to their full replacement cost, with building ordinance coverage, against loss or damage by perils covered by fire and extended coverage and vandalism and malicious mischief insurance.

(b)  Tenant shall maintain a commercial general liability insurance policy with a minimum single limit of $_____________  for bodily injury, death and property damage insurance. Tenant with respect to occurrences on the demised premises.  Landlord shall be named as an additional insured under the policy but only for claims against Landlord arising out of the act or omission of Tenant or arising out of the _____________ of Tenant’s __________ of the demised premises.

(c)     Landlord shall maintain a commercial general liability insurance policy with a minimum single limit of $___________  for bodily injury, death and property damage insuring Landlord with respect to the common areas (including without limitation, parking areas, sidewalks, ramps and service areas) in the shopping center. Tenant will be named as an additional insured under the policy but only for claims against Tenant arising out of the acts or omission of Landlord or arising from Landlord’s management and control of the common areas.

(d)  The insurance required to be carried by subparagraphs (a), (b) and (c) above will be issued by financially responsible insurers duly authorized to do business in the state where the demised premises are located.  Certificates of such coverages from the insurers providing that the insurer will endeavor to give ____ days written notice to Landlord or Tenant, as the case may be, prior to cancellation of any such insurance shall be furnished to Landlord or Tenant upon written request of either.

(e)  Tenant shall reimburse Landlord for Tenant’s proportionate share of any increase in the insurance premium for the insurance Landlord required to carry subparagraph.

(f)    ____________ this, paragraph above the premium for the first full lease year after the building constituting part of the demised premises is fully insured with all of the initial alterations and improvements described in paragraph 4 above fully completed (the “base premium”)  All premiums shall be reasonable and at competitive rates, and Tenant shall have no responsibility for payment of any increases occasioned by any addition or improvement to the shopping center, nor due to the use of any other premises in the shopping center in a manner which results in an increase in Landlord’s premium.

Tenant’s proportionate share shall be equal to a fraction, the numerator of which shall be the number of square feet of floor area in the demised premises and the denominator of which shall be the total number or square feet of floor are in all building in the shopping center including the demised premises.  Notwithstanding the foregoing, in no event shall the amount of Tenant’s payment for such premium in any lease year exceed one hundred five percent of the amount of Tenant’s payment for such premium in the prior lease year (or, in the case of Tenant’s first payment for such premium, in no event shall the amount of Tenant’s first such payment exceed five percent of Tenant’s proportionate share of the base premium). The amount of such premium to be reimbursed by Tenant and the limit on increases of such premium shall be reduced on a pro rata basis for partial lease years.

Landlord shall furnish Tenant with a detailed statement annually after the end of each lease year or partial lease year setting forth the actual amount of Tenant’s proportionate share of said increase for the prior lease year or partial lease year.  Such statement shall be accompanied by documentation to support Landlord’s request for reimbursement, including copies of paid invoice for all premiums and a detailed statement of the base premium and any other information Tenant may require.  In no event shall Tenant be responsible for reimbursing Landlord for any increase in insurance premium unless Tenant has received such statement and documentation and written request for reimbursement from Landlord within  _______ days after the earlier of the date Landlord paid such premium or the date such premium was due and payable.

12. ______________.  Landlord shall remedy any defect in workmanships materials or equipment furnished by Landlord pursuant to Paragraph 4 of this lease provided Tenant notifies Landlord of the defect within twelve months after the rent commencement date.  Landlord shall maintain the shopping center and keep it in good repair and Landlord shall maintain and repair  and replace when necessary all exterior portions of the building continuing part of the demised premises, including the room, exterior wall, canopy, gutter, door closures and plate glass and also all structural portions of the building whether interior or exterior.  Landlord shall also be responsible for making any repairs made necessary by the settling of the building constituting a part or the demised premises any repairs to the interior of the demised premises made necessary by Landlord’s failure to maintain the exterior of the demised premises, any repairs to exterior (including under slab) plumbing and electrical lines and certain repairs and replacements to the interior plumbing (including sprinkler system, if any), interior electrical and the heating and air conditioning system as set forth below.  Landlord shall keep the parking, service and access areas (and other exterior areas, if any) maintained, including the removal of snow, ice, trash, weeds and debris, and in a good state repair and properly lighted.

Tenant shall maintain and repair all interior, non‑structural portions of the building constituting a part of the demised premises except for repairs Landlord is required to make, and Tenant shall keep the interior plumbing, interior electrical and heating and air conditioning systems in repair until the aggregate _______________ of repair and replacement to such systems equals $__________  in any lease year.  Landlord shall promptly reimburse Tenant.

12A.  HEATING AND AIR CONDITIONING SYSTEMS.  Landlord shall furnish heating and air conditioning systems serving only the building constituting a portion of the demised premises manufactured by a national firm such as ____________ , ___________ or equivalent.  The air conditioning system shall have a minimum capacity of _____ tons and be sufficient to maintain throughout the building an even inside temperature of _______ degree and a relative humidity of not more than _____ percent ( ___%).  The heating system shall be sufficient to maintain throughout the building a minimum inside temperature of _____ degree.  Notwithstanding Tenant’s repair obligations set forth in paragraph 12 above, Landlord shall be responsible for making any necessary repairs to the heating and air conditioning Systems for one year after the date Tenant opens for business in the demised premises.

13. _____________.  Landlord shall pay all taxes, assessments and other charges which may be levied, assessed or charged against the shopping center including the demised premises, and will make all payments required to be made under the terms of any mortgage or deed of trust which is now or hereafter becomes a lien on the shopping center or the demised premises.

Tenant shall pay all operating license fees for the conduct of its business, and ad valorem taxes levied upon its trade fixtures, inventory and other personal property.  Tenant shall reimburse Landlord for any increase in real estate taxes on the demised premises over and above such taxes for the first full lease year after the building constituting part of the demised premises is assessed with all improvements to the demised premises made prior to the rent commencement date fully completed (hereinafter called the “base year”); provided, however, if the real estate taxes or the assessed value of the demised premised or the shopping center during the base year are subject to any exemption, abatement or reduction, Tenant shall not be responsible for reimbursing Landlord for any increase in real estate taxes due to the expiration or other termination of the exemption, abatement or reduction.  Any, increase in real estate taxes which is the responsibility of Tenant in the year in which this lease shall end shall be apportioned between Landlord and Tenant on a pro rata basis.

Landlord agrees to notify Tenant in writing within ten days after receiving notification of any planned increase in the assessed value or the real estate taxes.  Tenant shall have the right to content, by appropriate proceedings, in Landlord’s or Tenant’s name, the validity or amount of  any such increase. Landlord agrees to cooperate with Tenant in _______ any such increase. If Landlord fails to give written notice of the increase to Tenant within such _______ day period, then Tenant shall not be responsible for reimbursing Landlord for such increase.  Landlord shall timely apply for and diligently pursue any exemption from or abatement of real estate taxes or any increase in such taxes available during the first year of the lease term through any state or local programs, including but not limited to relief from increases in real estate taxes resulting from an increased assessment of the demised premises due to any improvements made to the demised premises by Landlord or Tenant prior to the rent commencement date.  Tenant shall receive its proportionate share of the benefit of any such exemption or abatement.

For the purposes of determining the amount of any increase in real estate taxes, Tenant shall have the right, at its option, to obtain a separate tax assessment for the demised premises. Unless a separate assessment is obtained, the increase in real estate taxes on the demised premises shall be determined by multiplying the total increase in real estate taxes on the shopping center property by the proportion which the square footage of the building constituting part of the demised premises bears to the total square footage of all buildings in the shopping center including the demised premises.  Notwithstanding the foregoing, in no event shall the amount of Tenant’s payment for such real estate taxes in any lease year exceed one hundred five percent of the amount of Tenant’s payment for real estate taxes in the prior lease year (or, in the case of Tenant’s first payment for real estate taxes, in no event shall the amount of Tenant’s first such payment exceed five percent of Tenant’s proportionate share of the base year). Landlord shall provide Tenant with a copy of the tax bill with evidence of Landlord’s payment for each year beginning with the base year and any other information Tenant may require.  In no event shall Tenant be responsible for reimbursing Landlord for any increase in real estate taxes unless Tenant has received a copy of the tax bill with evidence of payment thereof and written request for reimbursement from Landlord within _____ days after the earlier of the date Landlord paid such taxes or the date such taxes were due and payable.  Tenant shall have no responsibility for reimbursement of any tax increases occasioned by any addition or improvement to the shopping center after the initial tax base is established.  Any payments made by Tenant for increases in real estate taxes will be deducted from any percentage rent then payable by Tenant or which thereafter becomes payable by Tenant.  In the event that real estate taxes shall be lowered or reduced below the amounts being levied, assessed or charged against the demised premises for the base year, the annual rent paid by Tenant shall be reduced by an amount equal to the total of such reductions in real estate taxes.

14.  UNPERFORMED COVENANTS.  If Landlord fails to perform any affirmative covenant to be performed by Landlord pursuant to this lease or if Landlord fails to make any payment which Landlord has agreed to make, and Landlord does not cure such failure within thirty days after Tenant gives written notice of such failure to Landlord, or in the event of an emergency (any roof leak or any failure of the heating system or air conditioning system or any damage to the building constituting part of the demised premises which compromises the security of the building shall constitute an emergency), after such notice from Tenant as is reasonable under the circumstances, including notice by fax or telephone, then Tenant may, at its option, perform such affirmative covenant or make any such payment as Landlord’s agent and in Tenant’s sole discretion as to the necessity therefore, and the full amount of  the note and expense incurred or the payment so made shall immediately be owing by Landlord to Tenant.  Tenant shall have the right to deduct the amount thereof, together with interest from the date of payment at the Nations Bank private rate plus four percent without being in default, out of rents, then due or thereafter coming due hereunder.  The rights granted in this Paragraph 14 shall not release Landlord from obligation to perform any of the covenants to be performed by Landlord. Under this lease and in addition to any other rights Tenant may have by reason of any default by Landlord.

15.  Tenant shall have the exclusive right to place signs or other advertising devices, electrical or non-electrical, at any place on the demised premises, including the front ____________ Tenant shall repair any damage resulting from the installation or removal of its signs.  Tenant is specifically granted the right to erect its standard building sign, undercanopy sign and _____’  x ________’ road sign (or signs as similar to Tenant’s standard signs as are allowed by local ordinances, including variances therefrom obtained by Tenant).  Tenant’s road sign shall be located approximately as shown on Exhibit B ‑ Site Plan but may be placed in a different location if necessary to satisfy governmental requirements or for other reasons.  Landlord shall cooperate with Tenant to obtain any governmental permits and approvals needed to erect ‘Tenant’s signs.  Landlord will not permit the erection of other signs that would interfere with the visibility of Tenant’s road sign.

16.  _________________ if the demised premises, or any part thereof, or any part of the shopping center parking, service or access areas shall be taken in any proceeding by public authorities by condemnation or otherwise, or be acquired for public or __________ public purposes, Tenant shall have the right to terminate this lease, in which case any unearned rent shall be refunded to  Tenant.  If only a portion of the demised premises or of the parking, service or access areas shall be taken by condemnation or other proceeding, and if Tenant elects not to terminate this lease, then the rent shall be reduced in the same proportion that the demised premises or parking, service or ____________ areas are reduced and Landlord shall restore the demised premises or parking services or access areas applicable to as close to their condition as existed prior to the taking as is feasible.  Tenant shall have the right to participate in any proceeding pertaining to condemnation of the demised premises or the parking, service or access whether or not Tenant elects to terminate this lease, and Landlord and Tenant shall each be entitled to their separate claims based on their respective interests even if a single award for all damages is given by the condemning authority.

17. TENANT’S DEFAULT.  The following shall constitute events of default;

(1)  Tenant shall fail to pay any installment of fixed rent when due and such failure shall continue for twenty days after Tenant receives written notice of nonpayment from Landlord, or Tenant shall fail to pay any other sums due Landlord under this lease when due and such failure shall continue for thirty days after Tenant receives written notice of nonpayment from  Landlord; or

(2) Tenant shall fail to perform or observe any other agreement or condition on its part to be performed or observed, and Tenant shall fail to commence to cure such default within thirty days after receipt of notice of said default from Landlord or having commenced to cure such default, Tenant shall fail to diligently pursue the curing of the default thereafter.

Upon the occurrence of an event of default, Landlord may declare the term ended and enter into the demised premises by due process of law, arid expel Tenant and repossess and enjoy the demised premises as though this lease had by its terms expired. Should the lease term at any time be ended by Landlord under the terms and conditions of this paragraph 17, Tenant shall peaceably surrender the demised premises to Landlord  provided that Landlord use its best efforts to relet the demised premises for the highest obtainable rent taking into consideration the condition of the demised premises and general market conditions, no termination of this lease shall relieve Tenant from the obligation to pay rent and other charges due under this lease for the remainder of the then current term as though this lease had not been terminated for as long as the demised premises are vacant and for any deficiency between the rent and other charges due under this lease for the remainder of the then current term and the rent and other due under any new lease if the demised premises are relet with any such rent or deficiency in rent and other charges to be paid as such obligations become due hereunder in monthly or other  periodic installments.  In addition, Tenant shall be liable for the reasonable costs of reletting the demised premises but such costs shall not include any attorneys’ fees to negotiate a lease with a new tenant or any costs to alter or improve the demised premises for a new tenant.

18.  SURRENDER OF  POSSESSION. Prior to the termination of this lease, Tenant shall surrender the demised premises in good repair, ordinary wear and tear and damage by fire or other casualty excepted.

  1. .  Landlord agrees that Landlord and any entity controlled by Landlord or any partner or principal of Landlord shall not lease (or permit the leasing or subleasing of) or sell any space in the shopping center, nor any space in any or other property owned or controlled by Landlord or any other entity controlled by Landlord or any partner or principal of Landlord within two miles of the demised premises to any variety store, variety discount store, discount department store, dollar store, thrift store, any store selling used clothing, or any store similar to Tenant in operation or merchandising.  This Paragraph 19 is not intended to prohibit Landlord from leasing or selling space to a drugstore, toy store, hobby store, sporting goods store  card and gift store, hardware store, home improvement store, auto supply store, electronics stare, office supply store or any other store selling a single category of merchandise even though the category may be a broad one such as toys or hardware.

If there is a breach of this Paragraph 19 by Landlord, Tenant’s rights and remedies shall include, but not be limited to, the right at any time thereafter to elect to terminate this lease, and upon such election, this lease shall be terminated and Tenant shall be released and discharged from all liability hereunder as long as such breach exists and Tenant has not terminated this lease, Tenant’s only obligation with respect to rent shall be the payment of the lesser of (i) the fixed rent set forth in paragraph 1 above, with no percentage rent, or (ii) percentage rent of ______ percent ( ___%) of its gross sales (as defined in paragraph 1 above), with no fixed rent, such percentage rent to be payable within sixty days after the end pf each lease year. Such rights and remedies shall not be exclusive of Tenant’s rights to damages or any other rights or remedies.

20.  MUTUAL WAIVER.  Landlord and Tenant hereby release all claims and waive all rights of recovery against the other and their directors, officers, agents, employees, successors, sublessees or assigns for any loss or damage caused by or resulting from _____________ other casualty of whatsoever origin even if caused by negligence to the extent that the same is covered by insurance or is required by the terms of this lease to be covered by insurance; provided, however, nothing contained in this Paragraph 19 shall affect Landlord’s obligation to repair or rebuild the demised premises as otherwise stated in this lease.  All policies insuring the property of Landlord or Tenant shall contain or be endorsed to contain a provision whereby the insurer thereunder waives all rights of subrogation against the other party to this lease and their directors, officers, agents, employees, successors, subleessees and assigns.

21.  SUBORDINATION TO MORTGAGES.  At the option of Landlord, this lease shall be subordinated to the lien of any mortgage or deed of trust (hereinafter called “Mortgage”) which Landlord may place on the demised premises and Tenant shall cooperate by executing any reasonable instrument which may be required to effectuate such subordination, provided that before Landlord can cause this lease to be subordinated to the lien of any Mortgage under any circumstances whatsoever, Landlord must deliver to Tenant a recordable agreement signed by the holder of the mortgage (“Mortgagee”), providing in substance that as long as Tenant shall discharge its obligations under this lease, Tenant’s rights under this lease will not be impaired or diminished, its tenancy shall not be disturbed or affected by any default under the Mortgage and in the event of foreclosure, the rights of Tenant shall survive and this lease shall continue in full force and effect, including any rights to extend the term as provided herein.  Landlord agrees to provide to Tenant within (thirty days after the date of this lease such agreements from all present Mortgagees.

22.  HOLDING OVER.  If Tenant remains in possession after the expiration of the term of this lease, Tenant shall occupy the demised premises as a Tenant from month‑to‑month, but both Landlord and Tenant shall otherwise be subject to all of the provisions of this lease applicable during the last year of the lease term.

23.  INDUCEMENT CLAUSE.  Tenant has entered into this lease based on the representation by Landlord that _____________ Supermarket (hereinafter called “inducement tenant”) has a binding lease for the operation of a typical supermarket in the shopping center in which the demised premises are a part and will be open for business on the date rent commences to accrue hereunder.  If the inducement tenant has not entered into a binding lease or has not opened for business, Tenant shall have the right, at its option, to terminate and cancel this lease upon giving two months written notice of termination to Landlord and upon such termination and cancellation, Tenant shall be relieved of and automatically released from all liabilities and obligations hereunder.  Tenant shall not be obligated to accept possession of the demised premises if the inducement tenant is not open for business, but if Tenant does accept possession, so long as the inducement tenant is not open for business.  Tenant’s only obligation with respect to rent shall be the payment of the leasor of fixed rent or percentage rent as set forth below.  In addition, if at any time during the term of this lease the inducement tenant vacates the shopping center or ceases to conduct its typical supermarket operation in the shopping center, and Landlord does not ______________ the inducement tenant with supermarket of equal quality which is open for business to the public in all of the space occupied by the inducement tenant within six months immediately thereafter, then and at all times after said six month period expires, Tenant shall have the right, at its option, to terminate and cancel this lease by giving Landlord two months’ written notice prior to the effective date of such termination and cancellation and upon such termination and cancellation Tenant shall be relieved of and automatically released from all liabilities and obligations hereunder.  Further, so long as the inducement tenant is not conducting its typical supermarket operation, Tenant’s only obligation with respect to rent shall be the payment of the lesser of (i) the fixed rent set forth in Paragraph I above with no percentage rent, or (ii) percentage rent of ____ percent (____ %) of its gross sales (as defined in Paragraph 1 above), with no fixed rent, such percentage rent to be payable within sixty days after the end of each lease year.

24.  PARKING AREA.  Landlord acknowledges that convenient automobile access and parking for Tenant’s customers is critical to the successful operation of Tenant’s business.  Landlord agrees not to build any buildings in the shopping center except as shown on Exhibit: B ‑ Site Plan, and that all area shown on Exhibit: 13 as parking shall always be devoted to marked, lighted, paved parking area.  Landlord agrees that all entrances, exits, driveways and service areas will remain substantially as shown on Exhibit B. Landlord further agrees to always provide a minimum of five paved, marked and lighted parking spaces for full size automobiles for each ________ square feet of building area in the shopping center. Landlord agrees not to lease any space in the shopping center for use as a theater, bowling alley, bingo parlor, game arcade or other entertainment facility, a bar, tavern, lounge or nightclub, a gym or fitness center, for offices (except incidental to retail use), as a school, training facility or training hall or as a  restaurant; except a fast food restaurant.

25. _______________ .  All notices provided for in this lease shall be in writing and unless otherwise stated shall be deemed to have been ____________ when addressed as set forth below and (i) deposited in the United States mail sent via certified Mail, Return Receipt Requested, and any notice sent in this manner shall be deemed given even if the party to whom such notice is sent refuses to accept delivery, or (ii) sent by commercial overnight national delivery service capable of providing written proof of delivery;

As to Landlord:

__________________

As to Tenant:

__________________

Either Landlord or Tenant may change the address to which notices are to be sent by giving notice to the other party of such change of address as provided in this Paragraph 25.  All payments of rents shall be mailed to Landlord at the address designated above.  Tenant shall not be obligated to pay rent to any person or entity other than Landlord until Tenant receive a written statement signed by Landlord and acceptable to Tenant designating the person or entity to receive rent, and if applicable, providing notice of the transfer of the Landlord’s interest in the demised premises.

  1. .  Landlord agrees at Landlord’s expense to cause a memorandum of this lease or a short form lease  (hereinafter called the “Memorandum”) acceptable to Tenant to be recorded in the appropriate office for the recordation of real estate conveyance for the county or other jurisdiction in which the demised premises are located and Landlord shall return the recorded Memorandum to Tenant within thirty days after execution of this lease.  Landlord shall furnish an accurate legal description of the demised premises or the shopping center if needed to record the Memorandum.  If Landlord fails to return the recorded Memorandum to Tenant within said thirty day period, then Tenant may proceed to record on behalf of Landlord and Landlord shall promptly reimburse Tenant for all expenses in connection with recordation.

27.  QUIET ENJOYMENT.  Landlord covenants and warrants that Tenant shall have and enjoy during the term of this lease the quiet and undisturbed possession of the demised premises together with all appurtenances appertaining thereto.  Rents and other charges due under this lease shall abate during any period of time Tenant is deprived of the use of the demised premises.

28.  COMPLIANCE WITH LAWS.  Landlord shall, at Landlord’s sole cost and expense, comply with all requirements of all county, municipal, state and federal laws and regulations, now in force or which may hereafter be in force, which pertain to the physical or environmental condition of the shopping center or the demised premises, including without limitation laws and regulations pertaining to disabled persons, asbestos, radon and hazardous substances.

Tenant shall, at Tenant’s sole cost and expense, comply with all of the requirements of all county, municipal, state and  federal laws and regulations now in force, or which may hereafter be in force, which pertain to the manner in which Tenant operates its business in the demised premises including, without limitation, Tenant’s handling, storage, transportation, use and disposal of toxic or hazardous or flammable materials.

29.  PARAGRAPH HEADINGS ETC.  The paragraph headings throughout this lease are for convenience and reference only, and words contained therein shall in no way be held to explain, modify, amplify, or aid in the interpretation, construction or meaning of the provisions of this lease.  If any provision of this lease is held to be invalid or unenforceable, the remainder of this lease shall not be affected and all other provisions shall be valid and enforceable to the fullest extent permitted by law.  If any words are stricken from this lease, whether such words are preprinted, typewritten or handwritten, no inferences shall be drawn as to the parties’ intent in striking the deleted words and this lease and the parties’ intent shall be interpreted as if the stricken words had never appeared.  This lease is a negotiated agreement in which Landlord and Tenant have had equal power in determining its terms, and Landlord and Tenant agree that any rule of construction that a document is to be construed against the party who prepared it shall not be applied.

30.  CONFIDENTIALITY OF LEASE TERMS AND SALES INFORMS.  Landlord agrees that all terms of this lease as well as any information provided to Landlord pertaining to Tenant’s gross sales shall remain confidential and shall not be divulged by Landlord without the written consent of Tenant.

31.  LEASE BINDING ON HEIRS.  All covenants and agreements of this lease shall extend to and be binding upon the heirs, devisees, executors, administrators, successors in interest, and assigns of both Landlord and Tenant.

32.  ENTIRE AGREEMENT.  This lease constitutes the entire agreement between Landlord and Tenant and all understandings and agreements between Landlord and Tenant are merged in this lease.

This lease may not be modified, amended or supplemented except by an agreement in writing signed by Landlord and Tenant.

IN WITNESS WHEREOF, Landlord and Tenant have caused this lease to be duly executed and sealed, as of the day and year first above written.

_______________________

LANDLORD

Witnesses:                                                                               _______________________

ATTEST

____________________

____________________

TENANT

____________________

By:

Vice President

(SEAL)

State Specific Real Estate Forms

–For State Specific Real Estate Forms you can download in Word format, go to http://www.uslegalforms.com/realestate/


Inside Percentage Shopping enter Lease Agreement