CCR2018098-Lease-Janesville
LEASE AGREEMENT
THIS LEASE AGREEMENT ("Agreement"), made and entered into as of the _____ day of December,
2018, by and between the City of Muskego, a municipal corporation (hereinafter referred to as
"Landlord"), and the Tess Corners Volunteer Fire Department, a.k.a. the Tess Corners Volunteer Fire
Company (hereinafter referred to as "Tenant").
WHEREAS, the Landlord owns the real estate described in Exhibit A attached hereto and
incorporated herein (hereinafter referred to as "Land"); and
WHEREAS, the Land consists of property containing in part a fire station building.
NOW, THEREFORE, in consideration of the mutual terms and conditions herein contained and other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
Landlord and Tenant agree as follows:
1. GENERAL LEASE PROVISIONS.
12:00:01 a.m. January 1, 2019
Commencement Date:
11:59:59 p.m. December 31, 2028
Termination Date:
City of Muskego
Landlord & Address:
W182 S8200 Racine Avenue
Muskego, Wisconsin 53150
Tess Corners Volunteer Fire Department
Tenant & Address:
W144 S6731 Tess Corners Drive
Muskego, Wisconsin 53150
Municipal Fire Station and Emergency Services Facility ("Use")
Use:
All of the Land together with the buildings located thereon as more
Premises:
particularly described in Exhibit A attached hereto and
incorporated herein.
1-10 Annual Base Rent: $1.00
Base Rent: Lease Years:
Exhibit A - Legal Description of Property
Exhibits:
2. PREMISES. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the
Premises described in Section 1 for the term and upon the conditions set forth in this Lease.
Tenant agrees to lease the Premises in an "as is" condition, without any representations or
warranties of any kind from Landlord as to the condition of the property.
3. TERM. The Lease Term shall commence at 12:00:01 a.m. on the Commencement Date and
expire at 11:59:59 p.m. on the Termination Date, unless sooner terminated.
4. ADDITIONAL TERM. If Tenant desires to continue to lease the Premises beyond the
Termination Date, Tenant shall provide a written intent to continue to lease the Premises for
receipt by Landlord prior to 120 days before the Termination Date ("Notice"), and Landlord
and Tenant shall thereafter negotiate in good faith the terms for a new lease. If Landlord does
not receive the Notice prior to 120 days before the Termination Date or if the parties cannot
agree on the terms of a new lease, and Tenant fails to vacate the Premises before the
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Termination Date, the "Holding Over" provisions shall continue to apply. This provision is not
an option to renew or an option to extend this Lease and Landlord is under no obligation to
continue to lease the Premises to Tenant.
5. RENT.
(a) Base Rent. Tenant covenants and agrees to pay to Landlord on each anniversary
date of the Commencement Date and at Landlord's address, or at such other place
designated by Landlord, without prior demand and without deduction or set-off, rent
for the Premises consisting of the Annual Base Rent set forth in Section 1.
(b) Additional Rent. Tenant shall pay as additional rent (hereinafter "Additional Rent") , all
sums of money or charges provided for in Section 5(c) and any other sums of money
or charges required to be paid by Tenant under this Lease.
(c) Taxes. The Premises is exempt from general real estate and personal property taxes.
However, if any part of the Premises becomes non-exempt from general real estate or
personal property taxes, Tenant shall pay and be responsible for all real estate taxes
assessed or levied against the Premises including, without limitation, all special
assessments, special charges, or other municipal or governmental fees or costs
("Taxes"). Tenant shall also pay and be responsible for any and all personal property
taxes on Tenant's personal property and fixtures. Landlord will reasonably estimate
the amount of the Taxes and require Tenant to make equal monthly installments, in
advance, to' Landlord in the amount of 1/12 of the total annual Taxes estimate
together with the Rent. If the taxes exceed Landlord's annual estimate, Tenant
agrees to pay the difference immediately to Landlord, and if the annual Taxes
estimate is lower than Landlord's annual estimate, the difference shall be credited
against Tenant's monthly Taxes installment for the next Lease year.
(d) "Rent" Defined. For the purposes of this Lease, the term "Rent" shall include all
Annual Base Rent and all Additional Rent due from Tenant to Landlord pursuant to
this Lease.
6. HOLDING OVER. Tenant shall pay Landlord double the Rent (the "Double Rent") then
applicable for each month or partial month during which Tenant retains possession of the
Premises, or any part of the Premises, after the expiration or termination of this Lease, or the
termination of Tenant's right of possession of the Premises (the "Holdover Period"). Tenant
shall also indemnify and hold Landlord harmless against all liabilities and damages sustained
by Landlord by reason of such retention of possession including Landlord's reasonable
attorneys' fees. The provisions of this Section 6 shall not constitute a waiver by Landlord of
any re-entry rights of Landlord available under this Lease or by applicable law. If Tenant
retains possession of the Premises, or any part of the Premises, for thirty (30) days after the
expiration or termination of this Lease, then, at the sole option of Landlord expressed by
written notice to Tenant, but not otherwise, such holding over shall constitute a renewal of
this Lease for a period of one (1) year on the same terms and conditions and at double the
Rent then applicable.
7. USE LIMITATIONS. The Premises shall be used exclusively for those purposes set forth in
Section 1 herein and for no other purpose. Tenant shall not do or permit anything to be done
in or about the Premises or on the Property which in any way will obstruct or interfere with the
rights of any other tenants or users of the Property, or injure or annoy them or use or allow the
Premises to be used for any improper, immoral, unlawful or objectionable purpose, or injure or
tend to injure the reputation of the Property or otherwise violate any recorded covenant or use
restriction affecting the Property. Tenant shall not cause or maintain or permit any nuisance
or commit or suffer the commission of any waste within, on or about the Premises, or on or
about the Property.
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8. UTILITIES. Tenant shall be responsible for arranging utility services for the Premises. Tenant
shall pay for all water, gas, heat, light, power, telephone, sewer, sprinkler charges and other
utilities and services used on or at the Premises, together with any taxes, penalties,
surcharges or the like pertaining to the Tenant's use of the Premises, and all maintenance
charges for such utilities. No discontinuance of any utility service shall relieve Tenant from
performing any of its obligations under this Lease, and Landlord shall not be liable for any
interruption or failure of utility service on the Premises. In the event that Tenant's
disproportionate use of any form of energy should subject the Premises, the building, or
Landlord to any cost, fee or tax, Tenant shall pay to reimburse Landlord for same.
9. NET LEASE. Tenant's Rent to Landlord shall be absolutely net during the term of this Lease
and Landlord shall receive all Rent and other payments .due under this Lease free from any
charges, assessments, expenses or deductions whatsoever. Landlord shall not be called
upon to make any expenditure for the maintenance, repair or preservation of the Premises and
all costs, expenses and obligations of every kind relating to the Premises (except as
otherwise expressly stated in this Agreement) which may arise or come due during the Lease
Term shall be paid by Tenant, and Landlord shall be indemnified by Tenant against such
costs, expenses and obligations. In no event shall there be any deduction of any nature
whatsoever from the Rent due Landlord, and no defense, setoff or counterclaim shall be
made against Rent in any proceeding for the collection of Rent, or otherwise for the
enforcement of this Lease.
10. MAINTENANCE OF PREMISES.
(a) Tenant Repairs. Tenant shall at all times at Tenant's expense during the Lease Term,
pay for and make all necessary repairs and replacements to the Premises including,
but not limited to, the overhead doors, other doors, door checks, windows, window
frames, roof interior and exterior (both structural and non-structural), security service
systems (including payment of all security service fees), dock enclosures, dock
levelers, fixtures, heating and air conditioning, water heaters, fixtures, electrical and
sewage (to septic systems and main sewer lines, as applicable) facilities of the
Premises, and keep and maintain the same in good condition and repair so that at the
expiration of the Lease the Premises shall be surrendered to Landlord in the same
condition that the same are in at the Commencement Date, ordinary wear and tear
excepted. Tenant shall keep and maintain the Premises in a clean, sanitary and safe
condition, and in compliance with all statutes, laws, ordinances, rules and regulations
of any governmental agency having jurisdiction over the Premises including, but not
limited to, the Americans' With Disabilities Act and the Wisconsin Barrier-Free Design
Act, at the sole cost and expense of Tenant. Tenant, at Tenant's expense, shall be
responsible for prompt and proper lawn and general landscaping maintenance,
asphalt repair and maintenance, snow and ice removal, weed control, grass cutting
and refuse collection for the entire Premises. If Tenant refuses or neglects to
commence and to complete repairs promptly and adequately, Landlord may, but shall
not be required to do so, make and complete said repairs and Tenant shall pay the
cost thereof to Landlord as Additional Rent upon demand. Tenant shall keep the
Premises free from any and all liens arising out of any work performed, materials
furnished or obligations incurred by or for Tenant, and agrees to bond against or
discharge any contractor's, mechanic's, or material men's liens within ten (10) days
after written request therefore by Landlord. Tenant shall reimburse Landlord for any
and all costs and expenses which may be incurred by Landlord by reason of the filing
of any such liens and the removal of same (including reasonable attorneys' fees) as
Additional Rent, such reimbursement to be made to Landlord upon demand. Tenant,
at its own expense, shall install and maintain fire protection devices as may be
required from time to time by any agency having jurisdiction thereof and the insurance
underwriters insuring the Property in which the Premises is located. Tenant shall, at its
sole expense as provided under Section 9, furnish adequate heating to provide a
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temperature required in Landlord's judgment so as to not damage the Premises or
any of the effects, fixtures or property located thereon.
11. COVENANTS OF TENANT. Tenant agrees that it shall, at its sole expense:
(a) Access. Give Landlord, its agents, employees, mortgagees and any other person or
persons authorized by Landlord, access to the Premises at all reasonable times
without charge or diminution of Rent, to enable them to examine the Premises and to
make such repairs, additions and alterations as Landlord may deem advisable, or to
enter, view, show and inspect the Premises, provided it is done, if possible, in a
manner so as not to unduly interfere with the conduct of Tenant's business, and with
an escort provided by Tenant. Tenant hereby waives any claim for damages for any
injury or inconvenience to or interference with Tenant's business, any loss of
occupancy or quiet enjoyment of the Premises, and any other loss occasioned
thereby. For each of the aforesaid purposes, Landlord shall at all times have and
retain a key with which to unlock all of the doors in, upon or about the Premises, and
Landlord shall have the right to use any and all means which Landlord may deem
necessary or proper to open such doors in an emergency in order to obtain entry. If
Tenant changes the locks or security service or security codes to any doors or
windows in the Premises, Tenant shall immediately provide Landlord with a key for
each such new lock and the security service code(s). Any entry to the Premises shall
not under any circumstances be construed or deemed to be a forcible or unlawful entry
into, or a detainer of, the Premises, or an eviction, of Tenant. In the event Landlord
needs access to any under floor duct, Landlord's liability for carpet replacement shall
be limited to replacement of the piece removed to gain such access. All such work
shall be done, so far as practicable, in such manner as to minimize interference with
Tenant's use of the Premises.
(b) Use. Not do or permit to be done any act or thing upon the Premises or the Property
which will invalidate or be in conflict with a Certificate of Occupancy or the terms of
the Wisconsin Standard Form of Fire or other insurance policies covering the
Premises and the improvement and fixtures thereon.
(c) Compliance with Laws. Comply with all laws, orders, ordinances and regulations of
federal, state, county and municipal authorities including, but not limited to, the
Americans' With Disabilities Act and the Wisconsin Barrier-Free Design Act, and with
any direction made pursuant to law of any public officer or officers, which shall, with
respect to the use of the Premises or to any abatement of nuisance, impose any
violation, order or duty upon Landlord or Tenant arising from Tenant's Use of the
Premises or from conditions which have been created by or at the instance of Tenant
or required by reason of a breach of any of Tenant's covenants or agreements
hereunder.
(d) Surrender of Premises. Tenant shall, on the last day of the Lease Term or any
renewal term, on or earlier termination or forfeiture of this Lease, peaceably and
quietly surrender and deliver the Premises to Landlord.
(e) Taxes on Personal Property. Tenant shall, before delinquency, pay any and all taxes
levied or assessed and which become payable during the term hereof upon Tenant's
equipment, furniture, fixtures and other personal property located on or about the
Premises.
12. ENVIRONMENTAL. Tenant shall not cause or permit any hazardous substance to be used,
stored, generated, or disposed of on, in, or about the Premises by Tenant (or Tenant's
agents, employees, contractors or invitees) without first obtaining Landlord's written consent,
which consent shall be in Landlord's sole discretion. If Hazardous substances are used,
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stored, generated, or disposed of on or in the Premises, the Building or the Property by
Tenant (or Tenant's agents, employees, contractors or invitees), as may be permitted above
and then only in accordance with applicable permits and handling, use, and storage
regulations, or if the Premises becomes contaminated in any manner, Tenant shall indemnify
and hold harmless the Landlord, its officials, employees and agents from any and all claims,
damages, fines, judgments, penalties, costs, liabilities or losses (including, without limitation,
a decrease in value of the Premises caused by loss or restriction of rentable or useable
space on the Property, or any damages caused by adverse impact on marketing of space in
the Property, and any and all sums paid for settlement of claims, attorneys' fees, consultant
and expert fees) arising during or after the Lease Term and arising as result of the actions or
in actions of Tenant (or Tenant's agents, employees, contractors, invitees or permitted
subtenants). This indemnification includes, without limitation, any and all costs incurred
because of any investigation of the Premises or any clean-up, removal, or restoration
mandated by a federal, state, or local agency or political subdivision. Without limitation of the
foregoing, if Tenant, its employees, agents, contractors, invitees, or permitted subtenants
cause or permits the presence of any Hazardous substance on the Premises which results in
contamination of any portion of the Premises, Tenant shall promptly, at its sole expense, take
any and all necessary actions to return the Premises to the condition existing prior to the
presence of any such Hazardous substance on the Premises. Tenant shall first obtain
Landlord's written approval for any such remedial action. As used herein, "Hazardous
substance" means any substance that is toxic, ignitable, reactive or corrosive and that is
regulated by any local government, the State of Wisconsin, or the united States government.
"Hazardous Substance" includes any and all material or substances that are defined as
"hazardous wastes," "extremely hazardous wastes," or a "hazardous substance" pursuant to
state, federal or local governmental law.
13. INSURANCE.
(a) Tenant's Insurance
(i) Liability Insurance. Tenant shall, at Tenant's sole expense, during the entire
Lease Term (including any extension terms), keep in full force and effect a
policy of comprehensive general liability insurance with respect to the
Premises in which the limit of liability shall be not less than $2,000,000.00 per
person and $5,000,000.00 per accident.
(ii) Requirements of Tenant's Insurance. All policies of insurance required to be
carried by Tenant under this Lease shall contain written endorsements to its
policies for the following:
Naming the Landlord as an additional insured
Waiver of subrogation
Primary and non-contributory insurance
30 day notice of cancellation
The insurance shall be with an insurance company authorized to do business
in the State of Wisconsin and acceptable to Landlord and written proof of
such required insurance and written endorsements shall be delivered to
Landlord at commencement of the Lease Term and upon Landlord’s
demand.
(iii) Property Insurance. Landlord shall have no responsibility to insure against
loss of Tenant's merchandise, trade fixtures, furnishings, equipment and all
other items of personal property of Tenant located on or within the Premises
of the Property. Tenant shall, at Tenant's sole expense, during the entire
Lease term (including any extension terms), keep in full force and effect a
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policy of property insurance in an amount that is satisfactory to the City to
insure the full value of all property.
14. DAMAGE OR DESTRUCTION. In case of damage to the Premises by fire, vandalism,
malicious mischief or any other casualty, Landlord shall (unless Landlord terminates this
Lease as hereinafter provided below) diligently proceed to make all the repairs necessary to
restore the Premises (excluding any property of Tenant or improvements installed by Tenant)
to the condition in which they existed immediately prior to such destruction or damage, subject
to delays which may arise by reason of adjustment of loss under insurance policies and
delays beyond the reasonable control of Landlord. There shall be no abatement of Rent. If
Landlord determines, in its sole discretion, not to rebuild or repair the Premises, Landlord may
terminate this Lease upon written notice thereof within one hundred twenty (120) days of the
date of such damage, in which event this Lease shall terminate as of the date of such
damage, and Tenant shall promptly vacate the Premises.
15. INDEMNIFICATION; WAIVER.
(a) Waiver. To the fullest extent permitted by law, Tenant, its agents, employees,
contractors, invitees and permitted subtenants hereby releases and waives all claims
against Landlord and its respective agents and employees for injury or damage to
person or property sustained in or about the Premises by Tenant, its agents,
employees, contractors, invitees or permitted subtenants other than damage caused
by the active negligence of Landlord and its respective agents or employees.
(b) Indemnification. Tenant agrees to indemnify, defend and hold harmless Landlord and
its respective agents and employees, from and against any and all liabilities, claims,
demands, costs and expenses of every kind and nature (including reasonable
attorneys' fees), including those arising from any injury or damage to any person
(including death) or property (i) sustained in or about the Premises, (ii) resulting from
the negligence or willful act of Tenant, its agents, employees, contractors, invitees or
permitted subtenants, or (iii) resulting from the failure of Tenant to perform its
obligations under this Lease; provided, however, Tenant's obligations under this
section shall not apply to injury or damage resulting from the negligence or willful act
of Landlord or its respective agents or employees.
16. IMPROVEMENTS AND ALTERATIONS. Tenant shall not make any substantial alterations,
installations, additions, or improvements ("Improvements") to the Premises without obtaining
Landlord's prior written consent. Any approved Improvements by Tenant shall be made at
Tenant's sole cost and expense and any contractor or person selected by Tenant to make
Improvements must first be approved in writing by Landlord. All Improvements, together with
all repairs required to be made by Tenant, shall be made in a good and workmanlike manner
and in compliance with all governmental requirements and rating bureau recommendations,
and shall be performed by competent workers. Tenant shall obtain all necessary permits from
governmental authorities and provide Landlord with copies thereof. Tenant shall promptly
repair any damage and perform any necessary cleanup to the Premises (or its contents)
resulting from any Improvements made by Tenant. All Improvements, temporary or permanent,
in or upon the Premises, whether placed there by Tenant or Landlord, shall become part of
the Premises (subject to the terms of Section 11\[e\] herein) and shall not constitute Additional
Rent or payment in lieu of Base Rent or any Additional Rent. Tenant agrees not to create,
incur, impose, permit or suffer to exist any lien or other obligation against the Premises or
Landlord by reason of any improvement or any repair or decoration permitted or required to
be made by Tenant pursuant to this Lease, and Tenant agrees to hold Landlord harmless
from and against any such lien claim (including reasonable attorneys' fees). At its expense,
Tenant shall cause to be discharged, within ten (10) days of the filing thereof, any
construction lien claim filed against the Premises (lawfully or unlawfully) or otherwise asserted
against Tenant or Landlord for work claimed to have been done for, or materials claimed to
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have been furnished to, or on behalf of Tenant; provided, however, that in the event of a good
faith dispute by Tenant as to the validity of such lien, Tenant shall have the right, in lieu of
discharging said lien, to furnish Landlord within such ten (10) day period, with a bond or letter
of credit satisfactory to Landlord, indemnifying Landlord against loss by reason of any such
lien (including reasonable attorneys' fees). Any improvements to any of the premises which is
considered public construction must be controlled by City to insure compliance with public
bidding laws and any other applicable rules and laws.
17. TERMINATION PURSUANT TO MARCH 10, 1999 AGREEMENT. If the relationship
between the Landlord and Tenant established pursuant to the March 10, 1999 Agreement is
terminated for any reason, this Lease shall also end as of the date of said termination.
18. ASSIGNMENT AND SUBLETTING.
(a) Assignment or Subletting. Tenant shall not voluntarily, involuntarily or by operation of
law assign, transfer, mortgage, or encumber this Lease, nor sublet the whole or any
part of the Premises without first obtaining Landlord's written consent, which may be
withheld in Landlord's sole discretion. No such assignment or subletting shall relieve
Tenant of any liability under this Lease. Consent to any such assignment or subletting
shall not operate as a waiver of the necessity of a consent to any subsequent
assignment or subletting, and the terms of such consent shall be binding upon any
person holding by, under or through Tenant.
(b) Assignee Obligations. Any assignee or subtenant approved by Landlord shall
assume all obligations (including all use restrictions and covenants) of Tenant and
shall be jointly and severally liable with Tenant for the payment of Rent and the
performance of all terms, covenants and conditions contained in this Lease. In
connection with any permitted sublease or assignment, Tenant shall provide Landlord
with copies of all assignments, subleases and assumption instruments.
19. DEFAULT BY TENANT AND RIGHTS OF LANDLORD.
(a) Bankruptcy and Insolvency. If at the Commencement Date or at any time during the
term of this Lease there shall be filed by or against Tenant in any court pursuant to
any statute either of the United States or of any state a petition in bankruptcy or
insolvency or for liquidation, reorganization, or involuntary dissolution or for the
appointment of a receiver or trustee of all or a portion of Tenant's property, or if
Tenant makes an assignment for the benefit of creditors or petitions for or enters into
an arrangement with creditors, this Lease, at the option of Landlord, exercised within a
reasonable time after notice of the happening of any one or more of such events, may
be canceled and terminated and in which event neither Tenant nor any person
claiming through or under Tenant by virtue of any statute or of an order of any court
shall be entitled to possession or to remain in possession of the Premises but shall
forthwith quit and surrender the same, and Landlord, in addition to the other rights
and remedies Landlord has by virtue of this Lease or any statute or rule of law, may
retain as security for its damages any Base Rent, Additional Rent, or monies received
by Landlord from Tenant or others on behalf of Tenant.
(b) Other Defaults. Subject to the last two sentences of this Subsection 19(b), if Tenant
either: (i) fails to pay any installment of Rent or other charges due hereunder when
due; (ii) fails to perform any other non-monetary covenant, term, agreement or
condition of this Lease within ten (10) days after notice from Landlord \[provided,
however, that if the nature of such non-monetary default is such that the same cannot
reasonably be cured within such 10-day period, Tenant shall not be deemed in default
if Tenant shall commence such cure within said 10 day period and thereafter diligently
prosecutes the same to completion\]; or (iii) vacates or abandons the Premises for a
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period in excess of ten (10) consecutive days; then, in any of such cases, Landlord, in
addition to all other rights and remedies available to Landlord by law or by other
provisions hereof, may, without process, immediately re-enter the Premises and
remove all persons and property, and, at Landlord's option, terminate this Lease as to
all future rights of Tenant, and Tenant hereby expressly waives the service of any
notice in writing of intention to re-enter. Tenant further agrees that in case of any
such termination, Tenant will indemnify Landlord against all loss of rents and other
damages which Landlord may incur by reason of such termination, including, but not
limited to, costs of restoring and repairing the Premises and putting the same in
rentable condition, costs of renting the Premises to another occupant (including rent
concessions), loss or diminution of Rent and other damage which Landlord may incur
by reason of such termination. Tenant hereby agrees to pay Landlord and to
indemnify Landlord for all reasonable attorneys' fees and expenses incurred in
enforcing any of the terms of this Lease or any other rights or remedies of Landlord.
Neither acceptance of Rent or other charges by Landlord, with or without knowledge
of breach or default, nor failure of Landlord to take action on account of any breach or
default hereof or to enforce its rights hereunder shall be deemed a waiver of any
breach or default, and absent specific written notice or consent to the contrary, said
breach or default shall be a continuing one. The words "re-enter" and "re entry" as
used in this Lease are not restricted to their technical legal meaning.
(c) Right of Landlord to Cure Defaults. If Tenant shall default in the observance or
performance of any term or covenant on its part to be observed or performed under or
by virtue of any of the terms and provisions in any section of this Lease, or if Tenant
shall fail to pay any sum of money, other than Base Rent and Additional Rent,
required to be paid by Tenant hereunder, Landlord may, but shall not be obligated to,
and without waiving or releasing Tenant from any obligations to make any such
payment or perform any such other act on Tenant's part to be made or performed as
provided in this Lease, remedy such default for the account and at the expense of
Tenant, immediately and without notice in case of emergency, or in any other case
only upon Tenant's failure to remedy such default within ten (10) days after Landlord
shall have notified Tenant in writing of such default. If Landlord makes any
expenditures or incurs any obligations for the payment of money in connection with
Tenant's default including, but not limited to, attorneys' fees in instituting, prosecuting
or defending any action or proceeding, Tenant shall pay to Landlord as Additional
Rent such sums paid or obligations incurred, with costs and interest at the rate of 18%
per annum or the maximum rate permitted by law, whichever is lower. In any event,
Landlord shall have (in addition to any other right or remedy of Landlord) the same
rights and remedies in the event of the nonpayment of sums due under this Section 19
as in the case of default by Tenant in the payment of Base Rent or Additional Rent.
(d) Unpaid Sums. All delinquent Rent shall bear interest at the maximum rate permitted
by law or 18% per annum, whichever is less, from the date due (prior to any grace
period for payment) until paid.
20. SUBORDINATION. This Lease, and the term and estate hereby granted, and all of the rights
of Tenant hereunder, are subject and subordinate to any underlying leases and the liens of
any mortgage or mortgages now or hereafter in force against the Premises and/or the land on
which it sits, as well as to any and all zoning laws, ordinances and regulations, conditions and
agreements affecting said real estate at any time, and Tenant shall execute such further
instruments subordinating this Lease to the lien or liens of any such lease or mortgage as
shall be requested by Landlord; provided, however, that this subordination and any such
further instruments shall not, so long as Tenant is not in default in the performance of any of
the terms, covenants and conditions of this Lease, terminate or modify this Lease or any of the
rights of Tenant hereunder.
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20. SIGNAGE. No sign shall be affixed to any portion of the Premises or the improvements
thereon without obtaining Landlord's prior written consent, which consent may not be
unreasonably withheld or delayed. Tenant hereby agrees to indemnify, defend and hold
Landlord, its officials, agents, and employees harmless from any and all damages or liabilities
(including third party claims) whatsoever arising out of or related to any sign placed or
permitted on the Premises by Tenant including reasonable attorneys' fees.
21. MISCELLANEOUS PROVISIONS.
(a) Headings. The titles to sections of this Lease are not a part of this Lease and shall
have no effect upon the construction or interpretation of any part hereof.
(b) Heirs and Assigns. All of the covenants, agreements, terms and conditions contained
in this Lease shall inure to and be binding upon Landlord and Tenant and their
respective heirs, executors, administrators, successors and assigns.
(c) Non-waiver. Waiver by Landlord or Tenant of any breach of any term, covenant or
condition herein contained shall not be deemed to be a waiver of such term,
covenant, or condition of this Lease, regardless of Landlord's or Tenant's knowledge
of such preceding breach at the time of acceptance or payment of Base Rent or
Additional Rent.
(d) Entire Agreement. This Lease represents the full, final and complete expression of the
parties and contains all covenants and agreements between Landlord and Tenant
relating in any manner to the Base Rent, Additional Rent, Tenant's use and occupancy
of the Premises, and other matters set forth in this Lease. No prior agreements or
understandings pertaining thereto shall be valid or of any force or effect and the
covenants and agreements of this Lease shall not be altered, modified or amended
except in writing signed by Landlord and Tenant.
(e) Severability. Any provision of this Lease which shall prove to be invalid, void or illegal
shall in no way affect, impair or invalidate any other provision hereof and the
remaining provisions hereof shall nevertheless remain in full force and effect. If the
intent of any sections of this Lease so indicate, the obligations of Landlord and Tenant
pursuant to such sections of this Lease shall survive the termination of this Lease.
(f) No Accord and Satisfaction. No payment by Tenant or receipt by Landlord of a lesser
amount than the Base Rent, additional Rent and other charges stipulated herein shall
be deemed to be other than on account of the earliest stipulated Base Rent, Additional
Rent or other charges, nor shall any endorsement or statement on any check or any
letter accompanying any check or payment as rent be deemed an accord and
satisfaction, and Landlord shall accept such check or payment without prejudice to
Landlord's right to recover the balance of such Base Rent, Additional Rent and other
charges or pursue any other remedy in this Lease.
(g) Notices. All notices which Landlord or Tenant may be required, or may desire, to
serve on the other may be served by personal service or by mailing by registered or
certified mail, postage prepaid, at such address as the parties may from time to time
designate to the other in writing. The time of rendition of such notice shall be deemed
to be the time when the notice is either personally delivered or deposited in the mail
as herein provided.
(h) Force Majeure. Time periods or deadlines for Landlord's or Tenant's performance
under any provisions of this Lease (except for the payment of money) shall be
extended for periods of time during which the nonperforming party's performance is
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prevented due to circumstances beyond the party's control, including, without
limitation, labor disputes, embargoes, governmental restrictions or regulations,
inclement weather and other acts of God, war or other strike.
(i) Covenant to Pay Rent. The covenant to pay rent is hereby declared to be an
independent covenant on the part of Tenant to be kept and performed, and no offset
thereto shall be permitted or allowed except as expressly set forth in this Lease.
(j) Applicable Law. This Lease shall be governed by, and construed in accordance with,
the Laws of the State of Wisconsin. Any legal action in relation to this Lease shall be
brought and maintained in the Circuit Court for Waukesha County, Wisconsin.
(k) Mortgagee Modifications or Amendments. In the event the Mortgagee or any proposed
mortgagee requests certain modifications or amendments to this Lease, then Tenant,
on demand, agrees to execute such modifications or amendments as required.
Notwithstanding the foregoing, Tenant shall not be required to execute any
modifications or amendments to this Lease which shall modify the provisions of this
Lease relating to the amount of rent reserved, the size and location of the Premises,
and the duration of the term of this Lease. Tenant further agrees to furnish such
financial information as may be required or otherwise cooperate with the obtaining of
said mortgage financing.
(l) Authority. Each party warrants and represents to the other party that each party is duly
authorized to execute this Lease and bind Landlord and Tenant to the terms,
conditions and provisions herein.
IN WITNESS WHEREOF, the parties hereto have executed or caused this Lease to be executed as
of the day and year first above written.
TENANT: TESS CORNERS
LANDLORD: CITY OF MUSKEGO VOLUNTEER
FIRE DEPARTMENT
By: By:
Kathy Chiaverotti, Mayor ____________________, President
By: By:
Sharon Mueller, Director of Finance & Administration ____________________, Secretary
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EXHIBIT A
Parcel One (1) of Certified Survey Map No.6669, recorded in the office of the Register of Deeds for
Waukesha County on February 21, 1992, in Volume 55 of Certified Survey Maps, Pages 288 through
292 inclusive, as Document No. 1707643, being all of Parcel Two (2), Certified Survey Map No. 6667, and
lands, located in the Northwest One-quarter (1/4) of the Southeast One-quarter (1/4) of Section Nine (9),
Township Five (5) North, Range Twenty (20) East, in the City of Muskego, County of Waukesha, State
of Wisconsin.
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