STORAGE LEASE OF PREMISES
1. 1. BASIC PROVISIONS.
1.1 1.1 Parties. This lease ("Lease"), dated as of November 1, 2012January 15, 2014 (“Effective Date”) is made by and between NASSAU STEEL, LLC ("Lessor") and COLUMBIA PICTURES INDUSTRIES, INC. ("Lessee").
1.2 1.2 Premises. The premises shall be defined as a portion ofapproximately 8,000 square feet of storage space on the ground floor warehouse space in a certain building (“Building”) which is located on the Project Facility (as hereafter defined), which Project Facility is known as and by street address 999 South Oyster Bay Road, Bethpage, New York, all as more particularly shown on the site plan annexed hereto as Exhibit “A” and made a part hereof (“Premises”); There shall be no other tenancy or use of the Premises during the term hereof except by Lessee as set forth hereunder. The “Project Facility” shall mean the Building and the land surrounding the Building (“Land”), together with all other improvements, buildings and structures on the Land, and parking areas, plazas, sidewalks, curbs and the common areas appurtenant thereto.
1.3 1.3 Term. The term of occupancy shall be for a period of sevensix (76) months (“Term”), commencing on November 1, 2012January 15, 2014 (“Commencement Date”) and expiring on April 30, 2013 (“Expiration Date”). Upon the later of full execution of this Lease or the Effective Date, the terms and provisions hereof shall be fully binding on Lessor and Lessee prior to the occurrence of the Commencement Date.July 15, 2014 (“Expiration Date”).
1.3.1 . 1.3.1 Compensation. Throughout the Term, Lessee shall pay to Lessor, without notice or demand, in lawful money of the United States of America, the sum of Five HundredThirty Six Thousand Dollars ($500,000.0036,000.00) (the “Fee”). The Fee shall be paid as follows: Seven Six (76) equal monthly installments of $71,428.576,000.00 shall be due on the firstfifteenth (15th) day of each month commencing on the Commencement Date and each month thereafter during the Term until paid in full. If Lessee shall fail to pay an installment of the Fee for a period of ten (10) days after such installment shall become due, Lessee shall pay a late charge of five (5%) percent of the amount of any such installment of the Fee so due.
1.3.2 Extension. Licensee shall have the option to extend the Term on a week-to-week basis thereafter up to two months in the aggregate at the rate of the Fee prorated at a weekly rate based on the number of weeks in the Term (“Extension Fee”), provided that Licensee shall give Licensor two (2) weeks prior written notification of such extension, however Licensee shall use good faith efforts to provide thirty (30) days prior written notice if possible.
1.4 Early Possession. 1.4 Intentionally deletedOmitted.
1.5 Uses. Office use, construction of sets, storage and film production-related activities for a movie production company, and all lawful related uses in connection with the motion picture currently entitled “London Calling”.
1.6 Storage After Term. If Lessee requires use of Lessor’s storage space at the Premises after expiration of the Term or any extensions of the Term thereof, Lessor and Lessee shall negotiate in good faith the time period and compensation related thereto. 1.5 Permitted Uses. Storage of Lessee’s equipment and materials in furtherance of the operation of its business and for no other purposes. Lessee acknowledges that the Premises shall not be air conditioned or heated.
1.6 Intentionally Omitted.
1.7 1.7 Security Deposit. Lessee shall pay Lessor a fully-refundable security deposit ("Deposit") in the amount of One Hundred Thousand Dollars ($100,000.00)$______. At Lessee's election, (a) Lessor shall return the Deposit to Lessee within fifteen (15) business days of Lessee vacating the Premises and restoring the Premises as set forth in Section 2.2 of the Lease; or (b) the Deposit shall offset and reduce (on a dollar-for-dollar basis) any amount agreed to be paid by Lessee to Lessor upon Lessee vacating the Premises.
2. 2. CONDITION OF PREMISES.
2.1 2.1 Condition of Premises. Lessor shall provide the Premises in reasonable good working order and cleanliness, i.e., lighting, and electricity, heating and plumbing in good working order. Following inspection of the Premises, Lessee shall accept the Premises on such basis, subject to Section 3.2 below.
2.2 2.2 Surrender of Premises. At the end of the Term, Lessee shall surrender the Premises, clean and free of debris in all areas of the Premises actually used by Lessee and in no less favorable operating condition as at the commencement of the Term, ordinary wear and tear excepted and Lessee shall remove all improvements made by Lessee to the Premises. Notwithstanding the foregoing, any permanent improvements to the Premises made by Lessee shall, at Lessor’s option, become part of the Premises and shall be left at the Premises at the end of the Term.
3. 3. UTILITIES/MAINTENANCE OF PREMISES.
3.1 3.1 Lessee Responsibility. Lessee shall be responsible for arranging and paying for all its heating use costs, electricity which is sub-metered, gas, telephone, waste removal and housekeeping required on the Premises related to Lessee’’s use or occupation. Lessee shall keep the Premises clean and provide for the removal of all garbage, at its costs and expense, and for such purpose obtain a service to pick up rubbish on a regular basis. Lessee shall provide for the removal of all garbage, at its costs and expense and for such purpose obtain a service to pick up rubbish on a regular basis. Garbage and refuse shall be kept in containers or dumpsters to be placed in an area designated by Lessor for such purpose. Lessee, at Lessor’s election, shall provide approval of Lessee’retain Lessor’s designated vendor hired for garbage and refuse removal, and such approval shall not be unreasonably withheld. The parties acknowledge that due to Lessor providing the security to the parameter of its property, Lessor has concerns for the security of Lessor’s permanent tenants. Lessee shall agree to first consider a vendor already cleared for service at Lessor’s property when making its designationrefuse removal vendor to perform such refuse removal services, at Lessee’s expense. Lessor’s vendor shall charge Lessee at competitive market rates.
3.2 Lessor Responsibility. Lessor shall be responsible for maintaining in good operating condition the foundations, exterior and all other structural walls, roof, fire sprinkler or other automatic fire extinguishing system including fire alarm and smoke detection systems and equipment, fire hydrants, parking lots, walkways, driveways, landscaping, fences, signs, plumbing system, electrical system, security system, lighting, air conditioning units and heating systems, except to the extent that any such repairs are the result of the negligence of Lessee, its agents, contractors, employees or invitees. Lessor shall provide personnel from its maintenance and grounds departments for the upkeep of the exterior and grounds of the Premises and routine repair of all interior areas of the Premises restored for Lessee's use and actually used by Lessee. Lessor shall provide guard(s) from its security department to secure the perimeter of the Premises and snow removal, which costs for security and snow removal are included in the Fee.3.2 Lessor Responsibility. During the Term, Lessor shall make all structural repairs to the Premises, except those which shall have been occasioned by the acts of omission or commission of the Lessee, its agents, contractors, employees or invitees. Lessee shall promptly give written notice to Lessor with respect to any damages to the Premises.
4. 4. INSURANCE.
4.1 4.1 Carried by Lessee.
4.1.1 4.1.1 Lessee shall not knowingly do, suffer or permit anything to be done in or about the Premises which would: (a) subject Lessor or the Agency (as hereafter defined) to any liability for injury to any person or property, (b) cause any increase in the insurance rates applicable to the Premises, or (c) result in the cancellation of, or the assertion of any defense by any insurer to any claim under, any policy of insurance maintained by or for the benefit of Lessor or the Nassau County Industrial Development Agency (the “Agency”).
4.1.2 4.1.2 Lessee (or its payroll service company on behalf of Lessee) shall obtain and keep in full force and effect during the Term, at its own cost and expense, the following insurance (collectively “Lessee’’s Insurance”):
(a) (a) Commercial general liability insurance covering the operations of Lessee with limits of $1,000,000 per occurrence Bodily Injury and Property Damage, $1,000,000 per occurrence Personal & Advertising Injury, $1,000,000 Products Liability and Completed Operations, $1,000,000 Fire Damage Legal Liability and $2,000,000 General Aggregate limit per location. The policy shall be written on an occurrence basis. Lessee shall be responsible for all deductibles and/or self insured retentions;
(b)
(b) Property insurance to the full replacement cost on Lessee’’s machinery, equipment, furniture and fixtures, goods, wares, merchandise, improvements and betterments and loss of Business Income insurance in sufficient amounts against damage caused by fire and all other perils covered by a standard All Risk Insurance Policy, including coverage for terrorist acts;
(c) (c) Workers Compensation insurance affording coverage under the Workers Compensation laws of the State of New York and Employers Liability coverage subject to statutory limits;
(d) (d) Auto Liability Insurance in an amount not less than $1,000,000.00 CSL covering owned, non-owned and hired autos;
(e) (e) Umbrella Liability Insurance in an amount not less than $10,000,000, providing excess coverage over all limits and coverage’’s noted in Section 4.1.2 (a), (b), and (d) above; and
(f) (f) Such other insurance as Lessor shall reasonably require of Lessee, based on its use of and operations in the Property.
4.1.3 4.1.3 All policies of insurance required in Section 4.1.2 above, except Workers Compensation, shall be endorsed by blanket endorsement to name Lessor and the Agency as “additional insured” using form CG 2010 (11/85) or its equivalent. Definition of “additional insured” shall include all members, partners, officers, directors, employees, agents and representatives of the named entity, including its managing agent. Further, coverage for “additional insured” shall apply on a primary basis to any insurance carried by Lessor or the Agency, whether collectible or not.
4.1.4 4.1.4 Lessee’’s Insurance shall be written in form and substance reasonably satisfactory to Lessor by an insurance company of recognized responsibility licensed to do business in New York State, having an A.M. Best & Co. insurance rating of at least A and financial size category of at least IX. Lessee’’s Insurance may be covered under a blanket policy covering the Premises and other locations and may be maintained under a single policy or, at Lessee’’s election, under more than one policy, whether primary or umbrella. Should any of the above policies be cancelled before the expiration date thereof, notice will be delivered in accordance with policy provisions. Each of Lessor and Lessee agrees to look first to any insurance in its favor (including rent loss or business interruption insurance, as the case may be before making any claim against the other party for recovery for loss or damage. Lessee agrees to waive its right of subrogation against Lessor and the Agency and shall obtain a waiver from its insurance company releasing the carrier’’s subrogation rights against Lessor and the Agency.
4.1.5 4.1.5 Lessee shall furnish Lessor and the Agency with Certificates of Insurance evidencing compliance with all insurance provisions simultaneously with the execution of the Lease and five (5) days prior to the expiration or anniversary of the respective policy terms. Additionally, Lessee’’s contractors and subcontractors, if any, shall provide such insurance as Lessor may reasonably require, commensurate with other comparable buildings in proximity to the Building such insurance shall name the Agency as an “additional insured” on liability policies carried by such contractors or subcontractors with respect to their operations at the Premises.
4.2 4.2 Carried by Lessor. Lessor shall obtain and keep in force during the Term of this Lease (a) liability insurance as set forth in Section 4.1.2.(a) above, in addition to and not in lieu of, the insurance to be maintained by Lessee and (b) property insurance insuring against loss or damage to the Premises.
4.3 4.3 Insurance Policies. Lessee shall provide Lessor with copies of certificates evidencing the existence and amounts of Lessee's required insurance policies. Should any of the above described policies be cancelled before the expiration date thereof, notice will be delivered in accordance with the policy provisions.
5. 5. INDEMNITY.
5.1 5.1 By Lessee. Except for Lessor's negligence or willful misconduct or any breach by Lessor of its representations, warranties and obligations hereunder, Lessee will indemnify, defend and hold harmless Lessor and the Agency and their agents from any claims and demands of any person or persons arising out of or based upon personal injuries, death or property damage resulting from Lessee's acts, omissions, and use of the Premises as provided hereunder.
5.2 5.2 By Lessor. Lessor shall indemnify, defend and hold harmless Lessee and its agents from any claims and demands of any person or persons arising out of or based upon personal injuries, death or property damage resulting from Lessor’’s negligence or willful misconduct or breach hereof or any unauthorized use by any third parties of the exterior of the Premises, except if as a result of Lessee's negligence or willful misconduct or breach of its representations, warranties and obligations hereunder.