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HomeMy WebLinkAbout96- First Security Bank of Bozeman ,;. \ .~ ~ . . (C(Qj[p'1f LEASE AGREEMENT THIS LEASE, made this r.:k~1'y of O('..J-tbbe,.,y, 1996, by and between First Security Bank of Bozeman, a Montana banking corporation, of Bozeman, Montana, herein referred to as "Landlord" and the Downtown Business Association and the Bozeman Business Improvement District of Bozeman, Montana, hereinafter referred to as "Tenant": WITNESSETH: I. Leased Property. Landlord hereby leases to Tenant that portion of the building known as the Baltimore Building, located on the first floor of said building, which premises are located at 224 East Main Street, Bozeman, Montana, consisting of approximately one thousand four hundred forty-nine (1,449) square feet. The premises are hereafter referred to as the "leased property". 2. Terms of Lease. The initial term of this Lease shall be for founeen (14) months, commencing on the 1st day of November, 1996, and ending on the 31st day of December, 1997, both dates inclusive, unless sooner terminated as herein provided. If Tenant shall remain in possession of the leased premises after the expiration of either the initial term of this Lease or of any renewal term, except pursuant to exercise of an option to renew, such possession shall be as a month-to-month tenancy. During such month-to-month tenancy, rent shall be payable as herein provided, and the provisions of this Lease shall be applicable. Rent shall be paid without notice or demand by Landlord, payable to Landlord at 208 East Main Street, Bozeman, Montana, or at such other place as Landlord may direct in writing. 3. llimt: Tenant shall pay as rental for the leased property during the initial term the sum of founeen thousand dollars ($14,000.00) computed according to the following tiered rate schedule: Month Beainnina Date Per Square Foot Monthlv Amount 1 November 1, 1996 n/a $1.00 2 December 1, 1996 n/a $1.00 3/14 January 1, 1997 $9.66 $1,166.50 4. Covenants. The Tenant hereby acknowledges and agrees: A. Tenant is familiar with the premises. The taking of possession of the leased premises shall be conclusive evidence that such premises were in good, clean, sanitary condition, and are in all respects satisfactory and acceptable to Tenant; and are in the condition in which they were represented to the Tenant to be, or agreed to be put in by Landlord. B. Tenant will keep the leased premises clean and in sanitary condition during any term of this Lease. Landlord shall have no obligation to make any alterations or improvements of any kind in or about the premises other than as set forth herein. Tenant shall repair or replace promptly all damages to the premises due to acts of the Tenant, its agents, invitees, or subtenants, except reasonable wear and tear. The Tenant also shall not suffer any waste to be committed in or about said premises; that the Tenant will keep the premises free and clear of any and all refuse and debris; Tenant agrees to observe all rules and regulations of the City of Bozeman, County of Gallatin, and State of Montana, in any way relating to the maintenance, use and occupancy of said demised premises. C. Tenant will not use or permit anything to be used upon the premises likely to deface or damage the premises, or do anything that will increase the rate of insurance thereof, or permit anything to be done upon said premises or in the alley, areas, air way, sidewalk, or streets adjacent thereto. which will amount to or create a nuisance. ~ ~ I . , . ' . r . . D. Tenant shall make no alterations in or additions to the premises without first obtaining Landlord's written consent. Tenant shall not erect or permit to be erected upon the premises any signs without written consent of Landlord. E. Tenant agrees, with respect to all alterations or improvements to the leased premises or any part thereof, which Tenant undertakes with written consent of the Landlord, that the Tenant shall in all instances save the Landlord and the premises forever harmless and free from all damages, loss and liability of every kind and character which may be claimed, asserted or charged, including liability to adjacent owners or tenants, based upon the acts or negligence of the Tenant or their agents, contractors or employees, for any negligence, or for the failure of any of them to observe and comply with the requirements of the law or with the regulations and the authorities in the City of Bozeman, and Tenant will preserve and hold Landlord and the premises free and clear from all liens or encumbrances for labor and material furnished. Any and all alterations, additions, and improvements made by the Tenant to or upon the demised premises (with the exception of furnishings, equipment. and removable trade fixtures installed by Tenant) shall upon installation be deemed attached and part of the building, provided, however, that if prior to termination of this Lease, or within fifteen (15) days thereafter, the Landlord so directs by written notice to the Tenant, promptly following said termination of this Lease, the Tenant shall remove such of the said additions, improvements, fixtures, and installations placed upon the demised premises by Tenant as shall be designated in said notice from Landlord and Tenant shall repair any damages occasioned by such removal. Further, in this regard, Tenant hereby agrees that it will during the continuance of this Lease, keep said premises and interior of the leased premises in good condition and repair. F. Tenant may use and occupy the leased premises for the purpose of a (an) business office and visitors' center activities incidental thereto, and not otherwise. Tenant shall not use or knowingly permit any part of the leased premises to be used for any unlawful purposes, and shall comply with all the laws and regulations of the City of Bozeman, County of Gallatin, State of Montana, and the United States of America. G. Tenant agrees that Landlord shall not be liable for any damage or injury to persons or property or for the loss of property sustained by the Tenant or by any other person or persons on the demised premises due to any act or negligence of Tenant. H. Tenant agrees that it will not assign this Lease or sublease portion of the property or permit this Lease to be transferred by operation of law or otherwise without the written consent of Landlord. I. Tenant will permit the Landlord, at all reasonable times, to enter upon the leased premises to inspect their condition, and at Landlord's election, to make reasonable and necessary repairs for the protection and preservation of the premises. Also, Landlord shall have the right to enter upon the premises to ascertain its condition, or to ascertain the performance or non- performance of any of the covenants of this Lease, or to show the premises to persons who may wish to rent the same after the expiration of this Lease Agreement or to purchase the property. J. Tenant, upon leaving the leased premises, shall at its own expense, remove all dirt, rubbish, and refuse and upon failure to do so, Landlord may immediately, without further notice, do so at Tenant's expense. Tenant shall immediately pay upon receipt of a bill for the same from Landlord. 5. Default and Landlord's Riahts. If the leased property shall be deserted or vacated, or if proceedings are commenced against the Tenant for the appointment of a trustee or receiver of the Tenant's property, either before or after commencement of the lease term, or there shall be default in payment of any rent for more than ten (10) days, or if there shall be a default in the performance of any other covenant, agreement, condition, rule or regulation herein contained, or hereafter established by more - 2 - ---=- ., . . . .. . .., . ! . . than ten (10) days after receipt of written notice of such default by landlord, Tenant's rights in this Lease (if the landlord so elects, and such election is reserved) without the necessity of further notice, shall thereupon terminate and end, and the Landlord shall have the right to re-enter and repossess the leased property by summary proceedings, surrender, or otherwise, and dispossess or remove therefrom the Tenant or other occupants thereof, and its effects without being liable to any prosection of action therefor. landlord may likewise, at Landlord's option, and in addition to any other remedies which landlord may have upon default, failure to neglect, let and relet said premises in whole or in part, altering, changing or subdividing the same as in their unqualified judgment may accomplish the best results of such rental, and upon such terms and for such length of time, whether lesser or greater than the unexpired portion of the term of this lease, as Landlord may see fit, and Tenant shall be liable unto Landlord for any deficiency between the remaining unpaid rental and the rental so procured by landlord for the period of said letting or reletting and shall further be liable for the costs of reletting and alterations or changes required to enable the Landlord to let or relet the premises, the deficiency and costs not to exceed, however, the balance of the unpaid rental due from tenant for the remaining term of the Lease. Landlord may institute action for the whole of any such deficiency immediately upon effecting a letting or reletting and shall not thereafter be precluded from further like action in the event of such letting or reletting shall not embrace the whole unexpired portion of the term hereof, or Landlord may monthly, or at such greater intervals as it may see fit, exact payment of said deficiency then existing, and the Tenant agrees to pay said deficiency to Landlord from time to time when called upon by Landlord to do so. Should this Lease not be terminated, Landlord may, notwithstanding such letting or reletting, at any time thereafter elect to terminate it. Tenant, upon termination as herein provided, will yield upon quiet and peaceful possession to Landlord. If the Landlord shall give the notice of termination as herein provided, then, at the expiration of such period, this Lease shall terminate as completely as if that were the date herein definitely fixed for the expiration of the term of this Lease and Tenant shall then surrender the leased property to Landlord. 6. No Waiver of Breach. The Tenant agrees that no assent, expressed or implied, by landlord to any breach of Tenant's covenants or agreements shall be deemed a waiver of any succeeding breach. 7. ~. It is agreed that all notices herein required to be made shall be effective upon mailing, postage prepaid, addressed to Landlord at P. O. Box 910, Bozeman, Montana, or such other place as may be designated by Landlord in writing. Any notice from Landlord to Tenant relating to this agreement or the premises herein leased shall be deemed duly served if left at the leased premises addressed to Tenant. 8. Fire Insurance. Each of the parties hereto shall carry such fire, extended coverage, or other insurance as it shall determine for the protection of the property or improvements owned by the parties in or on said leased premises. and neither party shall be liable to the other for damage to the other's property unless such damage is intentionally or deliberately caused by such other party, or unless otherwise expressly provided in this Lease. Each party will apply for waiver of any right of subrogation toward the other. In the event that the said leased premises shall be rendered wholly or partially untenantable by fire, explosion, earthquake, Act of God, or any other cause beyond the control of the Landlord, the Landlord may at its option either terminate this Lease or commence to repairs and premises within sixty (60) days after wrItten notice to Tenant of such occurrence. If the Landlord shall elect to repair the same, the rental hereunder shall be abated in proportion to the part of the premises tenantable, and no rental shall be payable hereunder for the period that said premises shall be wholly untenantable. But, in the event such damages is caused by the carelessness, negligence or improper conduct of the Tenant, or of the Tenant's agents or servants, the Tenant shall be liable for the full amount of rent for the full term of this lease. All equipment, appliances, fixtures or improvements placed on the leased premises by Tenant, which shall be damaged or destroyed, shall be repaired and replaced by the Tenant at its own expense - 3 - ~-- .. t I - ." . . . and not at the expense of the Landlord. Except as herein set forth, Landlord shall not be held to account for any damages to Tenant attributable to Acts of God or any failure or defect in the premises, not reasonably attributed to the acts or omissions of Landlord, providing, however, Tenant shall immediately report any failure or defect to Landlord who shall repair or correct such defects with reasonable diligence. 9. Surrender Upon Termination. The Tenant shall upon termination of the Lease term peacefully and quietly surrender the leased property to the Landlord in as good condition as it was at the beginning, reasonable use and wear and damage by the elements excepted. Tenant shall remove all of it property so that Landlord can repossess and enjoy the leased property not later than noon on the day upon which the Lease or any extension hereof ends, whether upon notice or by holdover or otherwise. Landlord shall have the right to enforce this covenant by ejectment, for damages, or for breach of any other condition or covenant of this lease. 10. Peaceful Possession. Except as provided in paragraph 8, Landlord covenants and agrees that the exterior, the roof and the heating, electrical and plumbing systems, of the premises shall be maintained in good repair and tenantable condition, excepting damage resulting from neglect or intentional acts of the Tenant, its servants, agents, employees, and business invitee. So long as Tenant pays the rent and performs the covenants and agreements herein contained, Tenant shall peacefully and quietly hold the leased premises for the initial term and any extension thereof. 11. Time of Essence. Time is of the essence of this Lease with respect to the performance by the Tenant of its obligations hereunder. 12. Attorney's Fees. In the event any action to enforce any of the terms of this agreement is brought, the prevailing party shall be entitled to its attorney's fees and court costs paid or incurred in good faith. 13. Liabilitv- Premises. The Landlord shall not be responsible or liable for any personal injury to the Tenant or any other person, or for injury or damage to personal property or improvements of the Tenant, or of any third party, on or in said premises, provided such injury or damage is not caused by the neglect or omissions of the Landlord; nor shall the Landlord be liable to the Tenant on account of any inconvenience or annoyance or damage caused by fire, explosion, earthquake, flood or other causes beyond the control of Landlord. Likewise, Tenant will obtain liability insurance on said premises in an amount of not less than $500,000/$1 ,000,000 on which Landlord shall be a named insured. In addition, the Tenant will at all times hold the Landlord harmless from any claim or damages by reason of any personal injury, property damage, or otherwise, arising from the operation or use of said premises or on account of any defect in said premises or in the electrical work, plumbing or any equipment used in connection therewith, provided the claim or damage is not caused by negligence or omission of the Landlord. Further, if any of the glass or plate glass in the leased premises shall be damaged or become broken from the inside, the Tenant shall replace, at Tenant's own cost and expense, all such glass or plate glass broken. If the glass is damaged or broken from the outside, the Landlord shall replace the same at its own cost and expense. Tenant acknowledges receipt of a registered Medeco key(s) in a registered Medeco system governing access to the building and that Tenant is physically and financially responsible for the safekeeping of this key(s). Upon termination of this lease Tenant shall voluntarily surrender this Medeco key(s) or Tenants shall be held liable for the cost of replacement of this Madeco key(s) and rekeying the Medeco system to which this key(s) belongs. 14. Repairs and Maintenance. Landlord shall bear the entire expense of all repairs, maintenance, alterations, or improvements to the basic structure (exterior walls, roof, heating, electrical and plumbing). Tenant shall pay at its own expense, all repairs, maintenance, and alterations of Tenant including installed fixtures or improvements and utilities. - 4 - .' 0( " . . " . L . 15. Utilities and Taxes, Landlord shall be responsible to pay for all monthly utility charges for water, sewer, electricity, and garbage and Tenant shall pay for all telephone, communications, and cable television used in the operation of the premises leased to Tenant. The Landlord shall pay for the cost of heating and air conditioning the premises leased to Tenant. The Landlord shall pay for all real property taxes levied and assessed again said leased premises. Tenant shall pay all personal property taxes levied against the premises leased to Tenant and all inside housekeeping and janitorial services. It is recognized by the parties that the Landlord has installed a unique heating and cooling system for the operation of a commercial building. In that connection, it is recognized that Tenant may from time to time have minor heating or cooling problems. In the event that heating or cooling problems persist and Tenant gives landlord written notice of said problems and Landlord is unable to correct the same within a period of two (2) months from date of said notice, then in that event, Tenant shall have the right to terminate this lease. 16. Paragraoh Headinas. The paragraph headings in this instrument are for convenience on'ly and do not limit or construe the contents or any paragraphs. 17. aotion to Renew. That upon expiration of the primary term of this lease, Tenant is granted an option to lease these premises for an additional thirty-six (36) month period under the terms and conditions included in this lease, subject, however, to a renegotiation of the rent contained in said paragraph three (3) of this agreement. Tenant shall tender to Landlord within not less than one hundred twenty (120) days prior to the expiration of this Lease, Tenant's desire to renew and exercise the option. During the following sixty (60) day period, Tenant and Landlord shall negotiate and arrive at an agreement or disagreement as to the rent to be paid for in accordance with paragraph three (3).. The new rental amount shall not exceed $11.50 per square foot. The parties shall at the end of the sixty (60) days period enter into a new written lease including the terms and conditions herein contained and adding to those conditions the rental increases as set forth in their agreement. If it is impossible for Tenant and Landlord to agree during the sixty (60) day period of negotiations, then Tenant shall have no further right to lease the property in question and will vacate the premises at the end of the expired term. 18. Severabilitv. It is the intent of the parties that if a part of this lease is invalid, all valid parts that are severable from the invalid part remain in effect. If a part of this Lease is invalid in one or more of it applications, that part remains in effect in all valid applications that are severable from the invalid applications. 19. Hold Harmless and Indemnity. It is agreed and understood by and between the parties hereto and Tenant covenants and agrees with Landlord, to hold Landlord harmless and indemnify Landlord against any and all claims, actions, causes of action, damages, or other losses which may arise by virtue of Tenant's use of the leased premises during the term of this lease and agreement. 20. Landlord's Liabilitv. The term "Landlord" as used herein shall mean only the owner or owners at the time in question of the properly being leased. In the event of any transfer of such title or interest, Landlord herein named (and in case of any subsequent transfers the then grantor) shall be relieved from and after the date of such transfer of all liability as respects Landlord's obligations thereafter to be performed, provided that any funds in the hands of Landlord or the then grantor at the time of such transfer, in which Tenant has an interest, shall be delivered to the grantee. The obligations contained in this Lease to be performed by Landlord shall, subject to the aforesaid, be binding on Landlord's successors and assigns. 21. Supersedes. This agreement supersedes all prior agreements between the parties. 22. ExerCise of Riahts. The omission of the Landlord to exercise any right provided for on the default of the Tenant at any time shall not preclude the Landlord from the exercise of such right at any subsequent default of the Tenant or be deemed a waiver thereof of the right to do so, - 5 - ,. ~ , ' , , ..' , . - A .. \- . , Bindina Effect. This agreement shall be binding upon and insure to the benefit of t~r[JJ jpJ t . 23. successors, administrators, and assigns of the parties hereto. IN W~tSS WHEREOF, the qhes have hereunto set their hands and seals the 1-1- day of (ilc 0 ~r ,19. FIRST SECURITY BANK OF BOZEMAN By ~/\1~ BuM Title: ~Ce. p(~S;J.e~ DOWNTOWN BUSINESS ASSOCIATION By ~C~ Title: -1NA- . () J BUSINESS IMPROVEMENT DISTRICT By ~e~. Tit1e:L~ i ..~ ~ 6 ~