Illinois-Niles-7440 N. Natchez Avenue Industrial Building Lease - LaSalle Bank Trust 42560 and The Argus Press Inc.
<DESCRIPTION>INDUSTRIAL BUILDING LEASE
<TEXT>
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EXHIBIT 10.38
INDUSTRIAL BUILDING LEASE
DATE OF LEASE TERM OF LEASE MONTHLY RENT
Beginning Ending 11/5/85 to 1/31/86 - none;
November 4, 1985 11/5/85 12/31/92 *2/5/86 to
12/31/92:$8,500.00
Location of Premises: 7440 N. Natchez Ave., Niles, Illinois
Purpose: To carry on a printing business
LESSEE LESSOR
Name The Argus Press, Inc. Name and LaSalle Bank Trust 42560
7440 Natchez Business 135 So. LaSalle Street
Address Niles, IL 60648 Address Chicago, IL 60603
In consideration of the mutual covenants and agreements herein stated,
Lessor hereby leases to Lessee and Lessee hereby leases from Lessor solely for
the above purpose the premises designated above (the "Premises"), together with
the appurtenances thereto, for the above Term.
*Rent for February 1986 shall be prorated and shall be $7,285.70.
1. Rent. Lessee shall pay Lessor or Lessor's agent as rent for the
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Premises the sum stated above, monthly in advance, until termination of this
lease, at Lessor's address stated above or such other address as Lessor may
designate in writing.
2. Condition and Upkeep of Premises. Lessee has examined and knows the
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condition of the Premises and has received the same in good order and repair,
and acknowledges that no representations as to the condition and repair thereof
have been made by Lessor, or his agent, prior to or at the execution of this
lease that are not herein expressed; Lessee will keep the Premises including all
appurtenances, in good repair, replacing all broken glass with glass of the same
size and quality as that broken, and will replace all damaged plumbing fixtures
with others of equal quality, and will keep the Premises, including adjoining
alleys, in a clean and healthful condition according to the applicable municipal
ordinances and the direction of the proper public officers during the term of
this lease at Lessee's expense, and will without injury to the roof, remove all
snow and ice from the same when necessary, and will remove the snow and ice from
the sidewalk abutting the Premises; and upon the termination of this lease, in
any way, will yield up the Premises to Lessor,
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in good condition and repair, loss by fire and ordinary wear excepted, and will
deliver the keys therefor at the place of payment of said rent.
3. Lessee Not To Misuse; Sublet; Assignment. Lessee will not allow the
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Premises to be used for any purpose that will increase the rate of insurance
thereon, nor for any purpose other than that hereinbefore specified, and will
not load floors with machinery or goods beyond the floor load rating prescribed
by applicable municipal ordinances, and will not allow the Premises to be
occupied in whole, or in part, by any other person, and will not sublet the same
or any part thereof, nor assign this lease without in each case the written
consent of the Lessor first hand, and Lessee will not permit any transfer by
operation of law of the interest in the Premises acquired through this lease,
and will not permit the Premises to be used for any unlawful purpose, or for any
purpose that will injure the reputation of the building or increase the fire
hazard of the building, or disturb the tenants or the neighborhood, and will not
permit the same to remain vacant or unoccupied for more than ten consecutive
days; and will not allow any signs, cards or placards to be posted, or placed
thereon, nor permit any alteration of or addition to any part of the Premises,
except by written consent of Lessor; all alterations and additions to the
Premises shall remain for the benefit of Lessor unless otherwise provided in the
consent aforesaid.
4. Mechanic's Lien. Lessee will not permit any mechanic's lien or liens
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to be placed upon the Premises or any building or improvement thereon during the
term hereof, and in case of the filing of such lien Lessee will promptly pay
same. If default in payment thereof shall continue for thirty (30) days after
written notice thereof from Lessor to the Lessee, the Lessor shall have the
right and privilege at Lessor's option of paying the same or any portion thereof
without inquiry as to the validity thereof, and any amounts so paid, including
expenses and interest, shall be so much additional indebtedness hereunder due
from Lessee to Lessor and shall be repaid to Lessor immediately on rendition of
bill therefor.
5. Indemnity for Accidents. Lessee covenants and agrees that he will
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protect and save and keep the Lessor forever harmless and indemnified against
and from any penalty or damages or charges imposed for any violation of any
laws or ordinances, whether occasioned by the neglect of Lessee or those holding
under Lessee, and that Lessee will at all times protect, indemnify and save and
keep harmless the Lessor against and from any and all loss, cost, damage or
expense, arising out of or from any accident or other occurrence on or about the
Premises, causing injury to any person or property whomsoever or whatsoever and
will protect, indemnify and save and keep harmless the Lessor against and from
any and all claims and against and from any and all loss, cost, damage or
expense arising out of any failure of Lessee in any respect to comply with and
perform all the requirements and provisions hereof.
6. Non-Liability of Lessor. Except as provided by Illinois statute,
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Lessor shall not be liable for any damage occasioned by failure to keep the
Premises in repair, nor for any damage done or occasioned by or from plumbing,
gas, water, sprinkler, steam or other pipes or sewerage or the bursting, leaking
or running of any pipes, tank or plumbing fixtures, in, above, upon or about
Premises or any building or improvement thereon nor for any damage occasioned by
water, snow
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or ice being upon or coming through the roof, skylights, trap door or otherwise,
nor for any damages arising from acts or neglect of any owners or occupants of
adjacent or contiguous property.
7. Water, Gas and Electric Charges. Lessee will pay, in addition to the
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rent above specified, all water rents, gas and electric light and power bills
taxed, levied or charged on the Premises, for and during the time for which this
lease is granted, and in case said water rents and bills for gas, electric light
and power shall not be paid when due, Lessor shall have the right to pay the
same, which amounts so paid, together with any sums paid by Lessor to keep the
Premises in a clean and healthy condition, as above specified, as declared to be
so much additional rent and payable with the installment of rent next due
thereafter.
8. Keep Premises in Repair. Lessor shall not be obligated to incur any
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expense for repairing any improvements upon said demised premises or connected
therewith, and the Lessee at his own expense will keep all improvements in good
repair (injury by fire, or other causes beyond Lessee's control excepted) as
well as in a good tenantable and wholesome condition, and will comply with all
local or general regulations, laws and ordinances applicable thereto, as well as
lawful requirements of all competent authorities in that behalf. Lessee will,
as far as possible, keep said improvements from deterioration due to ordinary
wear and from falling temporarily out of repair. If Lessee does not make repairs
as required hereunder promptly and adequately, Lessor may but need not make such
repairs and pay the costs thereof, and such costs shall be so much additional
rent immediately due from and payable by Lessee to Lessor.
9. Access to Premises. Lessee will allow Lessor free access to the
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Premises for the purpose of examining or exhibiting the same, or to make any
needful repairs, or alterations thereof which Lessor may see fit to make and
will allow to have placed upon the Premises at all times notice of "For Sale"
and "To Rent," and will not interfere with the same.
10. Abandonment and Reletting. If Lessee shall abandon or vacate the
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Premises, or if Lessee's right to occupy the Premises be terminated by Lessor by
reason of Lessee's breach of any of the covenants herein, the same may be re-let
by Lessor for such rent and upon such terms as Lessor may deem fit; and if a
sufficient sum shall not thus be realized monthly, after paying the expenses of
such re-letting and collecting to satisfy the rent hereby reserved. Lessee
agrees to satisfy and pay all deficiency monthly during the remaining period of
this lease.
11. Holding Over. Lessee will, at the termination of this lease by lapse
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of time or otherwise, yield up immediate possession to Lessor, and failing so to
do, will pay as liquidated damages, for the whole time such possession is
withheld, the sum of _____________________________________________ Dollars
($__________________________) per day; but the provisions of this clause shall
not be held as a waiver by Lessor of any right of re-entry as hereinafter set
forth; nor shall the receipt of said rent or any part thereof, or any other act
in apparent affirmance of tenancy, operate as a waiver of the right to forfeit
this lease and the term hereby granted for the period still unexpired, for a
breach of any of the covenants herein.
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12. Extra Fire Hazard. There shall not be allowed, kept, or used on the
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Premises any inflammable or explosive liquids or materials save such as may be
necessary for use in the business of the Lessee, and in such case, any such
substances shall be delivered and stored in amount, and used, in accordance with
the rules of the applicable Board of Underwriters and statues and ordinances now
or hereafter in force.
13. Default by Lessee. If default be made in the payment of the above
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rent, or any part thereof, or in any other the covenants herein contained to be
kept by the Lessee, Lessor may at any time thereafter at his election declare
said term ended and reenter the Premises or any part thereof, with or (to the
extent permitted by law) without notice or process of law, and remove Lessee or
any persons occupying the same, without prejudice to any remedies which might
otherwise be used for arrears of rent.
14. No Rent Deduction or Set Off. Lessee's covenant to pay rent is and
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shall be independent of each and every other covenant of this lease. Lessee
agrees that any claim by Lessee against Lessor shall not be deducted from rent
nor set off against any claim for rent in any action.
15. Rent After Notice or Suit. It is further agreed, by the parties
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hereto, that after the service of notice, or the commencement of a suit or after
final judgment for possession of the Premises, Lessor may receive and collect
any rent due, and the payment of said rent shall not waive or affect said
notice, said suit, or said judgment.
16. Payment of Costs. Lessee will pay and discharge all reasonable costs,
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attorney's fees and expenses that shall be made and incurred by Lessor in
enforcing the covenants and agreements of this lease.
17. Rights Cumulative. The rights and remedies of Lessor under this lease
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are cumulative. The exercise or use of any one or more thereof shall not bar
Lessor from exercise or use of any other right or remedy provided herein or
otherwise provided by law, nor shall exercise nor use of any right or remedy by
Lessor waive any other right or remedy.
18. Fire and Casualty. Paragraph deleted from original lease.
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19. Subordination. This lease is subordinate to all mortgages which may
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now or hereafter affect the Premises.
20. Plurals; Successors. The words "Lessor" and "Lessee" wherever herein
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occurring and used shall be construed to mean "Lessors" and "Lessees" in case
more than one person constitutes either party to this lease; and all the
covenants and agreements contained shall be binding upon, and inure to, their
respective successors, heirs, executors, administrators and assigns and may be
exercised by his or their attorney or agent.
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21. Severability. Wherever possible each provision of this Lease shall be
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interpreted in such manner as to be effective and valid under applicable law,
but if any provision of this lease shall be prohibited by or invalid under
applicable law, such provision shall be ineffective to the extent of such
prohibition or invalidity, without invalidating the remainder of such provision
or the remaining provisions of this lease.
Paragraphs 22-38.01, inclusive, are on the Rider attached hereto.
RIDER TO LEASE
7440 N. Natchez Avenue
Niles, Illinois 60648
22. Rider. This rider is a part of the aforesaid lease. In the event of
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any conflict between the printed form of lease and the provisions of this Rider,
the Rider shall control.
23. Legal Description. The legal description of the Premises is as
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follows:
Lot 2 (except N 277.86 feet of E 271.38 feet as measured along N line of
said lot 2) in Roehri's subdivision in SE 1/4 section 30 township 41 N
range 13 E of 3rd P.M. - a metes and bounds description of which is as
follows: commencing at northwestern corner of said lot 2 thence along
northern boundary line of said lot 2 327.00 feet; thence southeasterly
along a line perpendicular to said northern boundary line 277.86 feet;
thence along a line parallel with said northern boundary line 179.12 feet
to eastern boundary line of said lot 2; thence along said eastern boundary
line 31.28 feet to southern boundary line of said lot 2; thence along said
southern boundary line 357.45 feet to western boundary line of said lot 2;
and thence along said western boundary line 337.63 feet to place of
beginning in Cook County, Illinois, commonly known as 7440 N. Natchez
Avenue, Niles, Illinois, together with all buildings and improvements
thereon and appurtenances thereunto appertaining.
24. Net Lease. The Lessor shall receive the net rental free from all
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taxes, charges, expenses, damages, and deductions of every description, and
Lessee shall pay all of these which, except for this Lease, would have been
chargeable against the premises and payable by the Lessor.
25. Repairs. The Premises, together with the sidewalks adjacent thereto,
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shall he kept in good order and repair by the Lessee at the Lessee's sole cost
and expense, and the Lessee shall make all repairs and replacements, ordinary as
well as extraordinary, foreseen and unforeseen, structural or otherwise, that
may he necessary or required in or about the same so that at all times those
buildings, improvements, and sidewalks shall be in thorough good order,
condition, and repair.
26. Casualty Insurance.
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26.01 Lessee shall at all times during the term of this Lease, at its own
expense insure and keep insured in responsible insurance companies the building
on the Premises, and all alterations, extensions, and improvements thereto and
replacements thereof, against loss or damage by fire and the risks contemplated
within the extended coverage endorsement (as such endorsement in the broadest
form may customarily be written in Illinois from time to time) and against such
other risks as shall reasonably be required by the Lessor, in amounts that may
be reasonably required by the Lessor, but in no event in an amount less than
ninety per cent (90%) of the replacement cost, from time to time, of the
building and improvements. Lessee agrees to pay the premiums on this insurance,
as and when those premiums become due and payable, and promptly to deliver to
and deposit with the Lessor all such policies of insurance with due proof of
payment of premiums, and to deliver renewal policies, with such proof, to Lessor
within ten (10) days prior to expiration of the policies. However, at the
beginning of the term of this Lease Lessor's present fire and other policies in
force shall remain in force until their respective expiration dates, and the
premiums thereof shall be prorated and adjusted between Lessor and Lessee as of
the date of the beginning of the term, and similar adjustment and proration
shall be made in respect to any such policies taken out by Lessee and in
existence at the end of the Lease term. All policies of fire and other
insurance described in this paragraph 26 shall be for the benefit of, the
Lessor, Lessee, and any lender holding a mortgage on Lessor's interest in the
premises, superior to this lease, as their interests may appear, but with loss
payable to Lessor, provided that the interest of any such mortgagee shall be
covered by the customary mortgagee endorsement.
26.02 Lessee further agrees at all times during the term, at its sole cost
and expense, to carry and pay for rental value insurance (covering loss or
damage by fire with extended coverage) in an amount equal to at least the net
rental for one year. The policy shall be written in favor of Lessor and Lessee,
as their interests may appear, but with loss payable to Lessor. The original
policy shall be delivered to Lessor, and not later than ten (10) days prior to
its expiration, Lessee will deliver renewal policies together with due proof of
payment of premiums thereon. In the event of damage or destruction of the
premises by a risk comprehended within the policy, the proceeds of the rental
value insurance paid to Lessor shall be held by Lessor as security for the
payment of the rental and other charges due for the period of time for which the
loss was paid.
26.03 If any buildings at any time on the Premises shall be damaged or
destroyed by any cause whatsoever, during the term of this Lease, the Lessee
shall, with reasonable promptness, repair and replace the same at its expense,
so that the buildings upon the Premises after that repair and replacement shall
be as nearly as possible in the same condition they were in prior to that damage
or destruction, and shall do so, even though the proceeds of any insurance
policies shall be insufficient to reimburse the Lessee therefor; provided,
however, that if the proceeds of insurance are more than sufficient to pay the
cost of that rebuilding the Lessee, as against the Lessor, shall be entitled to
retain the surplus.
26.04 The Lessee shall not be entitled to any abatement of rent, nor shall
its obligations under this Lease be terminated during the term of this Lease,
notwithstanding any destruction or damage to the Premises by any cause
whatsoever.
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26.05 In the event of damage to or destruction of any building upon the
Premises during the term of this Lease, any amounts that the Lessor shall
receive as proceeds of any insurance policy paid for by the Lessee covering the
loss shall be held in escrow subject to the joint control of Lessor and Lessee
and shall be disbursed from said escrow as the work of restoration is prosecuted
by Lessee.
27. Liability Insurance. Lessee will carry at all times during the
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Lease term, at its own cost and expense, steam boiler and general liability
insurance for the benefit of both the Lessor and the Lessee in responsible
insurance companies indemnifying both Lessor and Lessee against claims for
personal injuries sustained in or about the Premises, the sidewalks adjacent
thereto, or the vaults or vault spaces contiguous to the Premises or sidewalk
elevators, in such amounts as Lessor shall from time to time reasonably request,
but not less than One Million Dollars ($1,000,000) for injuries or death to one
person and Two Million Dollars ($2,000,000) for injuries or death arising out of
the same accident when more than one person is involved, and for not less than
Two Hundred Fifty Thousand Dollars ($250,000) in respect to property damage. The
public liability insurance shall extend to any sidewalk elevators or exterior
signs. Lessee will deposit with Lessor a certificate of the insurance carrier or
carriers indicating that this insurance is in full force and effect and that the
premiums therefor have been paid.
28. Taxes.
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28.01 The Lessee shall, pay and discharge all duties, taxes, charges for
water, sewer taxes, assessments and payments, extraordinary as well as ordinary,
whether foreseen or unforeseen, as shall, during the term of this Lease, be
laid, levied, assessed, or imposed upon the Demised Premises, or become due and
payable, or liens upon the Demised Premises, or any part thereof, or any
appurtenances thereto, the leasehold estate created by this Lease, the sidewalks
or streets in front of or adjoining the Demised Premises or any vault or values
under those sidewalks, streets, or the Demised Premises, by virtue of any
present or future law, order, or ordinance of the United States of America, or
of the City, County, or other local government, or of any department, office, or
bureau thereof, or any other governmental authority. The duties, taxes,
charges, assessments, and payments described in this paragraph are sometimes
hereinafter referred to collectively as "taxes."
28.02 All taxes shall be paid by the Lessee when they become due and
payable without interest or penalty to the department, officer, or bureau
charged with the collection hereof. But nothing in this Lease shall require the
Lessee to pay any inheritance, franchise, income, payroll, excise, privilege,
rent, capital stock, estate or profit tax, or any tax of similar nature, that
is, or may be, imposed upon the Lessor, unless those taxes shall be levied upon
the rent reserved in this Lease in the place of taxes upon the Premises.
28.03 All taxes to be paid by Lessee shall be prorated and adjusted for
the fiscal years in which the term of this Lease begins and ends.
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28.04 In the case of assessments for local improvements or betterments
that are assessed or imposed during the term of this Lease and that may be
payable in installments, Lessee shall only be obligated to pay the installments
that fall due during the term of this Lease.
28.05 Lessee upon request of Lessor will promptly exhibit to Lessor all
paid bills for real estate taxes, water rates, and assessments, which bills
after inspection by the Lessor shall be returned to Lessee.
29.01 Curing Lessee's Defaults. Should Lessee fail to perform any of its
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obligations under this Lease the Lessor may perform those obligations and add
any such sum or sums paid or expended in the performance to any rent then due or
thereafter falling due under this Lease with like effect as if an original part
of that installment, and that sum or sums shall be and become additional rent.
This paragraph, however, does not grant Lessee any license or privilege to allow
the premises or the Lessee to be without the insurance coverage required under
this lease and the failure of Lessee promptly to comply with such insurance
requirements shall privilege the Lessor to place immediately the necessary
insurance, and the cost thereof shall be additional rent and collectible as
such.
30.01 Quiet Enjoyment. The Lessee, upon paying the rent and performing
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its other obligations under this Lease shall and may, at all times during the
term of this Lease peaceably and quietly have, hold, and enjoy the said Demised
Premises free of molestation by the Lessor.
31.01 Successors and Assigns. The covenants and agreements contained in
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this Lease inure to the benefit of and are binding upon the parties to this
Lease, their successors and assigns, but this paragraph does not modify the
provisions governing assignment, as elsewhere provided for in this Lease.
32.01 Estoppel Certificates. The Lessee agrees at any time and from
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time to time upon not less than ten (10) days prior written request by the
Lessor, to execute, acknowledge, and deliver to Lessor a statement in writing
certifying that this Lease is unmodified and in full force and effect (or if
there have been modifications that the same is in full force and effect as
modified and stating the modifications), and the dates to which the rent and
other charges have been paid in advance, if any, it being intended that any such
statement delivered pursuant to this paragraph may be relied upon by prospective
purchasers of Lessor's interest or mortgagees of Lessor's interest or assignees
of any mortgage upon Lessor's interest in the Premises.
33.01 Assigning and Subletting. (a) Paragraph 3 of the Lease remains in
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full force and effect. However, the sale or transfer of more than 50% of the
outstanding stock of the Lessee shall be deemed an assignment under paragraph 3
of this lease; lessor's consent to such assignment, however, shall not be
required so long as more than 50% of the outstanding stock of the Lessee shall
be owned by (1) Joseph M. Jensen or Allan R. Bartel or (2) by Messrs. Jensen and
Bartel in combination.
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(b) Lessor agrees that Lessor will not arbitrarily refuse to give its
consent to the granting of subleases by the lessee, provided that, (i) Lessee
shall always occupy for its own business purposes at least 65% of the Premises;
and (ii) in the event Lessee shall receive a rental in excess of the rental
charged by Lessor, Lessee shall divide the excess rent with Lessor.
34.01 Option to Extend. Provided that Tenant at the time of the exercise
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of the option herein granted is not in default of any term, covenant, condition
or agreement provided for in this Lease, Lessee shall have the right, option and
privilege of extending the term of this Lease for ten years, that is, from
January 1, 1993 to December 31, 2002. All the terms, covenants and conditions of
this Lease pertaining to the initial term hereof shall equally pertain in all
respects to the extension of this Lease, except that the rental commencing as of
January 1, 1993 shall be $12,000.00 per month and there shall be no option to
purchase the Premises or to extend the lease. The option herein granted shall be
exercised by the Lessee giving notice in writing, addressed to the Lessor, sent
by registered or certified mail, return receipt requested, to the address of the
Lessor at which, the last monthly payment of rent shall have been made. Such
notice must be mailed within the six-month period prior to July 1, 1992.
35.01 Option to Purchase. Provided that Lessee at the time of the
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exercise of this option to purchase is not in default of any term, covenant,
condition or agreement provided for in this Lease, the Lessee shall have the
option to purchase the Premises at the time, for the consideration, and upon the
terms and conditions hereinafter set forth:
35.02 Lessee may purchase the Premises as of the last business day of the
term of this lease which shall be the closing date if the option is exercised.
35.03 (a) The election of the Lessee to exercise the option to purchase
the Premises must be evidenced by two notices in writing, each of which shall be
addressed to the Lessor, sent by registered or certified mail, return receipt
requested, to the address of the Lessor at which, on the occasion of each
notice, the last monthly payment of rent shall have been made. The first such
notice must be mailed within the three-month period prior to April 1, 1992.
(b) The purchase price to be paid by the Lessee to the Lessor for the
Premises if the option is exercised, shall be the fair market value of the
Premises as of April 1, 1992. However, Lessee's first notice shall not bind
Lessee to purchase the Premises.
(c) If within 30 days after the Lessee's first notice to Lessor, the
parties are unable to agree in writing as to the purchase price, each of the
parties hereto shall name an appraiser; the two appraisers thus designated shall
in turn choose a third and the three thus named shall act with promptness in
arriving at their opinions as to the fair market value of the Premises; the
decision of any two as to such fair market value of the Premises shall be
binding on both parties hereto and shall be the purchase price if the property
is purchased by Lessee; provided, however, that this lease and the aforesaid
option to extend shall not be considered by the appraisers when arriving at
their opinions as to the fair market value of the premises.
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(d) If Lessee desires to purchase the Premises at the purchase price as
determined in accordance with paragraph (c) above, Lessee shall give Lessor a
second notice, in the manner described in paragraph 35.03(a) above, enclosing
with such second notice a certified or cashier's check in the sum of $30,000
payable to Lessor as earnest money to be applied to the purchase price. Such
second notice shall be mailed to lessor as aforesaid, not later than July 1,
1992 and shall bind Lessee to purchase the Premises.
35.04 If the option to purchase is exercised, at the closing and upon
payment of the balance due, the Lessor shall convey or cause to be conveyed to
Lessee title to the Premises by a good and sufficient recordable trustee's deed
subject only to: (a) covenants, conditions and restrictions of record; (b)
private, public and utility easements and roads and highways, if any; (c) party
wall rights and agreements, if any; (d) special taxes or assessments for
improvements not yet completed; (e) installments not due at the date hereof of
any special tax or assessment for improvements not completed; (f) general taxes
for the year 1992 and subsequent years. Lessor shall also deliver to Lessee at
the closing a bill of sale for all heating, lighting and other attached fixtures
as installed.
35.05 Lessor, at his own expense, shall furnish (a) a plat of survey
showing all improvements on the Premises and (b) a title commitment for an
owners title insurance policy in the amount of the purchase price issued by a
title company authorized to do business in Illinois, and showing good title in
seller.
35.06 There shall be no proration of taxes, utilities, or any item of
expenses which Lessee is obligated to pay under this lease.
35.07 Lessor shall pay any transfer fees or costs usually paid by sellers
and Lessee shall pay any transfer fees or costs normally paid by purchasers.
35.08 Lessor does not represent the above legal description is correct.
35.09 If the contract to purchase is terminated without Lessor's fault,
the earnest money shall be returned to Lessee, but if the termination is caused
by the Lessee's fault, then at the option of the Lessor, the earnest money shall
be forfeited to the Lessor as liquidated damages.
36.01 Subordination. This lease shall be subject and subordinate to any
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and all mortgages that may now or hereafter affect the Lessor's interest in the
Premises. This clause shall be self-operative and no further instruments of
subordination shall be required. In confirmation of this subordination Lessee
shall execute promptly any certificate that Lessor may request. Lessee
constitutes and appoints Lessor Lessee's attorney-in-fact to execute any such
certificate or certificates for or on behalf of the Lessee, provided, however,
that so long as Lessee is not in default in the payment of rent or with respect
to the other obligations of Lessee hereunder, Lessee's right to quiet enjoyment
of the Premises as against any such mortgagee shall not be interfered with.
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37.01 Notice as to Lessee's Defaults. This lease shall not, by reason of
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a default on Lessee's part, be terminated because of Lessee's failure to pay
rent or Lessee's failure to keep or perform any other covenant or agreement
herein, unless such a default shall continue for 10 days after written notice to
Lessee, provided that if Lessee's default is of such character that same cannot
be cured within 10 days after written notice from Lessor, such default shall
nevertheless be deemed cured and waived, if Lessee takes prompt steps within
said 10 day period to cure same and prosecutes such steps with due diligence and
continuity. Any default cured within a grace period as aforesaid shall be
deemed waived.
38.01 Notices. Copies of any notices given to Lessor hereunder with
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respect to the option to purchase and the option to extend the lease shall also
be forwarded by certified mail, return receipt requested, to each of the
following:
Richard C. Leach
One DLM Park
Allen, Texas 75002
and
Frank A. Karaba
Crowley Barrett & Karaba
111 West Monroe Street
Suite 2200E
Chicago, Illinois 60603
IN WITNESS WHEREOF, the parties hereof have executed this Rider as part of
the aforesaid lease.
LESSOR: LESSEE:
LA SALLE NATIONAL BANK, THE ARGUS PRESS, INC.
as Trustee under
By: /s/ J. Cobb By: /s/ Allan R. Bartel
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/s/ Joseph M. Jensen, Chairman
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<PAGE>
RIDER ATTACHED TO AND MADE A PART OF LEASE DATED NOVEMBER 4, 1985
This Lease is executed by LA SALLE NATIONAL BANK, not personally but as Trustee
as aforesaid, in the exercise of the power and authority conferred upon and
vested in it as such trustee, and under the express direction of the
beneficiaries of a certain Trust Agreement dated June 1, 1971, and known as
Trust No. 42560 at LA SALLE NATIONAL BANK, to all provisions of which Trust
Agreement this Lease is expressly made subject. It is expressly understood and
agreed that nothing herein or in said Lease contained shall be construed as
creating any liability whatsoever against said Trustee personally, and in
particular without limiting the generality of the foregoing, there shall be no
personal liability to pay any indebtedness accruing hereunder or to perform any
covenant, either express or implied, herein contained, or to keep, preserve or
sequester any property of said Trust, and that all personal liability of said
Trustee of every sort, if any, is hereby expressly waived by said Lessee, and by
every person now or hereafter claiming any right or security hereunder; and that
so far as said Trustee in concerned the owner of any indebtedness or liability
accruing hereunder shall look solely to the premises hereby leased for the
payment thereof. It is further understood and agreed that said Trustee has no
agents or employees and merely holds naked legal title to the property herein
described; that said Trustee has no control over, and under this Lease, assumed
no responsibility for (1) the management or control of such property, (2) the
upkeep, inspection, maintenance or repair of such property, (3) the collection
of rents or the rental of such property, or (4) the conduct of any business
which is carried on upon such premises.
If this instrument is executed by a corporation, such execution has been
authorized by a duly adopted resolution of the Board of Directors of such
corporation.
This Lease consists of 14 pages, number 1 to 14, including a rider
consisting of 11 pages signed by Lessor and Lessee.
IN WITNESS WHEREOF, the parties hereto have executed this instrument as of
the Date of Lease stated above.
LESSEE: LESSOR:
THE ARGUS PRESS, INC.
/s/ Allan R. Bartel, President (SEAL) BY:[EXECUTED BY J. COBB BELOW]
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LaSalle National Bank, as
Trustee under Trust No. 42560
/s/ Joseph M. Jensen, Chairman (SEAL) BY: /s/ J. Cobb
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ASSIGNMENT BY LESSOR
On this ___________________, 19___, for value received, Lessor hereby
transfers assigns and sets over to _________________________________ all right,
title and interest in and to the above Lease and the rent thereby reserved,
except rent due and payable prior to _________________________, 19___.
(Seal)
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(Seal)
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GUARANTEE
On this __________________, 19___ in consideration of Ten Dollars ($10.00)
and other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the undersigned Guarantor hereby guarantees the payment
of rent and performance by Lessee, Lessee's heirs, executors, administrators,
successors or assigns of all covenants and agreements of the above Lease.
(Seal)
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(Seal)
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<PAGE>
MEMORANDUM OF LEASE
THE ARGUS PRESS, INC., an Illinois corporation, ("Tenant") is leasing from
LA SALLE NATIONAL BANK, as Trustee of Trust Number 42560, dated June 1 , 1971,
("Landlord") certain land with a building thereon located at 7440 Natchez,
Niles, Illinois, (the "Demised Premises"). An indenture of lease of even date
made between Landlord and Tenant more fully sets forth the covenants and
agreements of Landlord and Tenant with respect to the demised premises. The
legal description of the Demised Premises is as follows:
Lot 2 (except N 277.86 feet of E 271.38 feet as measured along N line of
said lot 2) in Roehri's subdivision in SE 1/4 section 30 township 41 N
range 13 E of 3rd P.M. a metes and bounds description of which is as
follows: commencing at northwestern corner of said lot 2 thence along
northern boundary line of said lot 2 327.00 feet; thence southeasterly
along a line perpendicular to said northern boundary line 277.86 feet;
thence along a line parallel with said northern boundary line 179.12 feet
to eastern boundary line of said lot 2; thence along said eastern boundary
line 31.28 feet to southern boundary line of said lot 2; thence along said
southern boundary line 357.45 feet to western boundary line of said lot 2;
and thence along said western boundary line 337.63 feet to place of
beginning in Cook County, Illinois, commonly known as 7440 N. Natchez
Avenue, Niles, Illinois, together with all buildings and improvements
thereon and appurtenances thereunto appertaining.
Said lease is for an initial term ending on December 31, 1992. In addition,
Tenant has the option to extend the term until December 31, 2002.
Said lease further contains an option to purchase the Demised Premises on
December 31, 1992, on terms and conditions set out in the Lease.
The purpose of this memorandum of lease is to give notice regarding said
lease and the option to renew and the option to purchase set out therein
Dated: November 4, 1995.
<PAGE>
LANDLORD: TENANT:
LA SALLE NATIONAL BANK, as THE ARGUS PRESS, INC.
Trustee of Trust No. 42560
By: /s/ Joseph M. Jensen
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By: /s/ M. R. Vornholt Chairman of the Board
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Attorney & Agent for Landlord
Attest: [NOT ATTESTED] By: /s/ Allan R. Bartel
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President
Attest:
/s/ Joseph M. Jensen
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Secretary