HomeMy WebLinkAboutORDINANCES-2016-085-O-167/1/2016
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AN ORDINANCE
Authorizing the City Manager to Execute a Lease of City -Owned Real
Property Located at 1810 Maple Avenue
WHEREAS, the City of Evanston owns certain real property located at
1800 Maple Avenue, Evanston, Illinois 60201, which is improved with a public parking
garage referred to as the Maple Avenue Garage and contains two commercial
storefronts at the street level (the "Property"); and
WHEREAS, Enterprise Leasing Company of Chicago, LLC, a Delaware
limited liability company d/b/a "Enterprise Rent -a -Car" currently rents one of two
commercial storefronts, address 1810 Maple Avenue ("Premises"), and seeks to renew
its lease with the City; and
WHEREAS, the City Council has determined that the Property is not
necessary to City operations and continuing to lease the Property to Enterprise Leasing
Company of Chicago, LLC is in the City's best interests,
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF
THE CITY OF EVANSTON, COOK COUNTY, ILLINOIS, THAT:
SECTION 1: The foregoing recitals are hereby found as fact and
incorporated herein by reference.
SECTION 2: Pursuant to Subsection 1-17-4-1 of the Evanston City Code
of 2012, as amended (the "City Code"), the City Manager is hereby authorized and
directed to execute, on behalf of the City, the Lease Agreement by and between the
City of Evanston, as landlord, and Enterprise Leasing Company of Chicago, LLC, as
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tenant. The Lease Agreement shall be in substantial conformity with the Lease
Agreement attached hereto as Exhibit "1" and incorporated herein by reference.
SECTION 3: If any provision of this ordinance or application thereof to
any person or circumstance is ruled unconstitutional or otherwise invalid, such invalidity
shall not affect other provisions or applications of this ordinance that can be given effect
without the invalid application or provision, and each invalid provision or invalid
application of this ordinance is severable.
SECTION 4: All ordinances or parts of ordinances in conflict herewith are
hereby repealed.
SECTION 5: The findings and recitals contained herein are declared to be
prima facie evidence of the law of the City and shall be received in evidence as
provided by the Illinois Compiled Statutes and the courts of the State of Illinois.
SECTION 6: This ordinance shall be in full force and effect from and after
its passage, approval, and publication in the manner provided by law.
Ayes: �Q
Nays:
Introduced:-' ,Vj V►.�j
Adopted: \Z*
Attest:
Rodney Green , City Clerk
12016 Approved:
, 2-0162016
V
Eliz. th B. Tisdahl, Mayor
Approved as to form:
W. Gra Farrar, Corporation Counsel
-2-
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EXHIBIT 1
LEASE AGREEMENT
-3~
LEASE
between
Enterprise Leasing Company of Chicago, LLC
a Delaware limited liability company
as Tenant
and
CITY OF EVANSTON
An Illinois municipal corporation,
as Landlord
1810 MAPLE AVENUE
EVANSTON, ILLINOIS 60201
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TABLE OF CONTENTS
1. PREMISES....................................................................................................................................1
2. TERM.............................................................................................................................................
1
3. RENT.............................................................................................................................................
2
4. FIXTURES....................................................................................................................................
3
5. USE OF PREMISES....................................................................................................................
3
6. MAINTENANCE........................................................................................................................3
7. PAYMENT OF TAXES.............................................................................................................
5
8. DAMAGE AND DESTRUCTION.........................................................................................
5
9. INSURANCE................................................................................................................................
6
10. INDEMNIFICATION...............................................................................................................
7
11. EXERCISE OF EMINENT DOMAIN..................................................................................
8
12. UTILITIES....................................................................................................................................
9
13. COVENANTS AGAINST LIENS...........................................................................................
9
14. ASSIGNMENT AND SUBLETTING..................................................................................10
15. NOTICES....................................................................................................................................10
16. RIGHT TO GO UPON PREMISES.....................................................................................11
17. DEFAULT...................................................................................................................................11
18. SIGNS..........................................................................................................................................12
19. REPRESENTATIONS AND WARRANTIES....................................................................13
20. HOLDING OVER; END OF TERM...................................................................................14
21. EXPENSES OF ENFORCEMENT......................................................................................14
22. SUCCESSORS IN INTEREST...............................................................................................14
23. REMEDIES ARE CUMULATIVE........................................................................................15
24. QUIET POSSESSION..............................................................................................................15
25. ALTERATION...........................................................................................................................15
26. HAZARDOUS SUBSTANCES...............................................................................................15
27. GENERAL CONDITIONS....................................................................................................16
28. SUBORDINATION..................................................................................................................18
29. WAIVER OF LANDLORD LIEN........................................................................................
20
30. RESTRICTIVE COVENANT................................................................................................
20
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LEASE
THIS LEASE AGREEMENT is made by and between CITY OF EVANSTON
("Landlord"), an Illinois municipal corporation and Enterprise Leasing Company of Chicago,
LLC, a Delaware limited liability company d/b/a Enterprise Rent-A-Car ("Tenant").
WITNESSETH:
1. PREMISES
(a) Property. Landlord is the fee simple owner of certain real property at 1800 Maple Avenue,
Evanston, Illinois 60201, which is the public parking facility commonly known as the "Maple
Avenue Garage" legally described in Exhibit "A" attached hereto and incorporated herein (the
"Garage Property"). The Garage Property contains two commercial units on the ground level and
Landlord leases one of these units to Tenant, with the common address of 1810 Maple Avenue,
Evanston, Illinois 60201, as shown on the Site Plan on Exhibit "B"(please add exhibit B for our
review) attached hereto and incorporated herein by this reference (the "Premises"). Landlord does
hereby demise and lease the Premises to Tenant, for Tenant's exclusive use and control, together
with all appurtenances thereto, pursuant to the terms and conditions of this Lease.
(b) Parking. This Lease does include the lease of fifteen (15) parking spaces for rental vehicles in
the Maple Avenue Garage as part of the rental rate. The rental rate for the lease of these spaces in
outlined in Paragraph 3 below.
2. TERM
(a) Primary Term. Subject to the provisions of this Lease, the "Primary Term" shall be a five
(5) year term, commencing on October 1, 2016 ("Commencement Date") and shall end at 11:59
p.m. on September 30, 2021 except as otherwise terminated as provided herein.
(b) Extended Terms. Provided Tenant is not otherwise in default beyond any applicable
cure period, Tenant shall have one (1) option ("Extension Option"), to extend the lease for
a five (5) year period, October 1, 2021 — September 30, 2026 ("Extension Term") upon the
same terms, covenants and conditions as herein provided. Such Extension Option shall
automatically renew unless Tenant shall notify Landlord in writing at least sixty (60) days'
prior to the then current expiration date of the Primary Term that it does not elect to extend
such Term.. The Primary Term together with the Extension Term is referred to herein
collectively as the "Term".
(c) Termination Right. Anything in this Lease to the contrary notwithstanding, Tenant or
Landlord may terminate this lease at any time during the Primary and Extended Term upon not less
than 360 days prior written notice to Landlord. Notwithstanding anything contained herein to the
contrary, Landlord's right to terminate this Lease shall be limited to exercising such right for the
purposes of serving the public interest, subject to City Council review.
3. RENT
(a) Fixed Minimum Rent. Commencing on the Commencement Date, and subject to the terms
of this Lease, Tenant agrees to pay to Landlord: (i) Fixed Minimum Rent (herein so called) described
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below; and (ii) all other charges due from Tenant to Landlord hereunder as "Additional Rent"
(herein so called).
(i) Initial Fixed Minimum Rent. Commencing on the Commencement Date and
continuing through the Primary Term, Tenant shall pay to Landlord according to this table:
Period
Effective Date
End Date
Monthly Rent
Annual Rent
11th Year Rent
10/01/2016
09/30/2017
$3,034.50
$36,414.00
12th Year Rent
10/01/2017
09/30/2018
$3,034.50
$36,414.00
13th Year Rent
10/01/2018
09/30/2019
$3,570.00
$42,840.00
14th Year Rent
10/01/2019
09/30/2020
$3,570.00
$42,840.00
15th Year Rent
10/01 /2020
09/30/2021
$3,570.00
$42,840.00
(i) Extension Term Rent. Commencing on the first day of the Extension Term and
continuing through the end of the Extension Term, Tenant shall pay Landlord according to this
table:
Period
Effective Date
End Date
Monthly Rent
Annual Rent
16th Year Rent
10/01/2021
09/30/2022
$3,927.00
$47,124.00
17th Year Rent
10/01 /2022
09/30/2023
$3,927.00
$47,124.00
18th Year Rent
10/01/2023
09/30/2024
$3,927.00
$47,124.00
19th Year Rent
10/01 /2024
09/30/2025
$3,927.00
$47,124.00
20th Year Rent
10/01 /2025
09/30/2026
$3,927.00
$47,124.00
(ii) Late Fee and Interest. In the event any sums required hereunder to be paid are not
received by Landlord on or before the date the same are due, then, Tenant shall on demand pay, as
additional rent, a service charge of Two Hundred Dollars ($200).. Such interest shall also be deemed
Additional Rent.
(b) Parking Spaces. Tenant is permitted to lease fifteen parking spaces in the Maple Avenue
Garage. During the Primary Term, the rental rate is Ninety Dollars ($90) per space per month. If
Tenant exercises the Extension Option, the parking spaces will be Ninety -Five Dollars ($95) per
space per month. Tenant must remit monthly payments for the Parking Spaces to SP Plus
Management and mail checks to: SP Plus Management, 1800 Maple Avenue, Evanston, Illinois
60201.
(c) Time and Place of Payment. Tenant shall pay to Landlord Fixed Minimum Rent in advance,
in equal monthly installments, and without prior notice, setoff (unless otherwise expressly permitted
herein) or demand, except as otherwise specifically provided herein, on or before the first (1'D day of
each calendar month during the Term hereof via ACH payments or via check to the City of
Evanston..)
City of Evanston
Attn: Collector's Office
2100 Ridge Avenue
Evanston, IL 60201
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4. FIXTURES
All trade fixtures and equipment installed by Tenant in or on the Premises (including furniture,
satellite communication dish and equipment, registers, other equipment, shelving and signs) shall
remain the property of Tenant and Tenant may remove the same or any part thereof at any time
prior to or at the expiration or earlier termination of this Lease. Tenant shall repair at its own
expense any damage to the Garage Property or Premises caused by the removal of said fixtures or
equipment by Tenant. This provision shall expressly survive the termination or expiration of this
Lease.
5. USE OF PREMISES
(a) Permitted Use. Tenant shall have the right, subject to applicable Federal, State and local laws
and the terms of this Lease, to use the Premises for the following purpose(s): to run a commercial
rental vehicle business and related functions to run the rental business (herein collectively
"Permitted Use").
(b) Tenant Exclusive Use of Premises. Landlord covenants and agrees that it has no rights to use,
modify, alter or lease any portion of the Premises other than as expressly provided in this Lease.
6. MAINTENANCE
(a) Tenant accepts the Premises in as -is condition, and acknowledges that the Landlord has
made no representations to the condition or has made any repairs to same except as provided in this
Lease. The Landlord or Landlord's staff or other representatives have made no representations or
assurances that it will alter or remodel the Premises and all renovations will be at Tenant's sole cost
and expense.
(b) Maintenance Responsibilities of Tenant:
(i) HVAC system for the Premises, interior sprinkler and fire safety system within the
Premises, and other interior fixtures.
(ii) Tenant cannot dispose of construction building materials in the standard refuse
containers and must arrange for special pick-ups and containers for said materials. A refuse
container for regular refuse will be located at the Premises in reasonable proximity to the
Premises. Tenant will contract to have trash hauled from such container with reasonable
frequency. Tenant is responsible for snow, ice removal and leaf removal and general upkeep of the
exterior directly in front and .in back of the Premises.
(iii) The Tenant will at all times maintain all of the Premises in a clean, neat and orderly
condition. The Tenant will not use the Premises in a manner that will violate or make void or
inoperative any policy of insurance held by the Landlord. The Tenant shall pay the Landlord for
overtime wages for staff and for any other related expenses incurred in the event that repairs,
alterations or other work in the Premises required or permitted hereunder are not made during
ordinary business hours at the Tenant's request.
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(iv) Tenant will keep the interior non-structural portions of the Premises, including all
interior, non-structural walls, surfaces and appurtenances (other than systems and any other items
that Landlord is required to maintain pursuant to Section 7 (c), in good repair. Tenant shall be
responsible for repairs, damages and losses for damages sustained outside the Premises attributable
to Tenant's negligence or intentional misconduct. Tenant agrees to use good faith efforts to report
such damage in writing to the Director of Public Works or her designee, by the next City of
Evanston business day, after discovery of such damage by Tenant.
(v) Tenant shall yield the Premises back to Landlord, upon the termination of this Lease,
whether such termination shall occur by expiration of the Term, or in any other manner whatsoever,
in the same condition of cleanliness and repair as at the date of the execution hereof, loss by casualty
and reasonable wear and tear accepted. Except to the extent any of the following is Landlord's
obligation pursuant to Section 7(c), Tenant shall make all necessary repairs and renewals upon
Premises and replace broken fixtures with material of the same size and quality as that broken. If,
however, the Premises shall not thus be kept in good repair and in a clean condition by Tenant, as
aforesaid, Landlord may enter the same, or by Landlord's agents, servants or employees, without
such entering causing or constituting a termination of this Lease or an interference with the
possession of the Premises by Tenant, and Landlord may replace the same in the same condition of
repair and cleanliness as existed at the date of execution hereof, and Tenant agrees to pay Landlord,
in addition to the rent hereby reserved, the expenses of Landlord in thus replacing the Premises in
that condition. Tenant shall not cause or permit any waste, misuse or neglect of the water, or of the
water, gas or electric fixtures.
(vi) Tenant will keep is leasehold improvements in compliance with all laws and
regulations during the entire Term of this Lease, except for repairs required of the Landlord to be
made and damage occasioned by fire, hurricane or other causes as provided for in this Lease.
(c) Landlord, at its sole cost and expense, shall maintain and repair the exterior (except for
improvements made by Tenant) and all structural and load bearing columns and walls of the Maple
Avenue Garage including the roof membrane, roof structure, and the roof covering, the outside
walls (excluding the sign fascia attached to the front of the Premises), all buried utilities up to the
point of entry into Tenant's Premises, and the foundations of the Maple Avenue Garage in good
condition and repair throughout the Term of this Lease. Landlord, at its sole cost and expense, shall
also be responsible for all capital expenses relating to the maintenance and repair of the exterior
portions of the Maple Avenue Garage and damages caused by Landlord, its agents, employees,
licensees or contractors.
7. PAYMENT OF TAXES
(a) Definition. For purposes hereof, "Taxes" shall mean Leasehold property taxes and
"Assessments" shall mean assessments, general and special, foreseen and unforeseen, for public
improvements levied or assessed against the Premises and the improvements thereon for that
portion of the Term (as defined herein).
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(b) Payment. Landlord represents and warrants to Tenant that the Garage Property is currently
exempt from Taxes and Assessments. Tenant shall continue to pay all Taxes and Assessments
before any fine, penalty, interest or cost may be added thereto, become due or be imposed by
operation of law for the nonpayment of late payment thereof.
(c) Prorations. At the end of the Term, Taxes and Assessments to be paid by Tenant shall be
prorated based on the portion of the fiscal tax year in which this Lease is in effect.
(d) Personal Property Taxes. Tenant shall pay before delinquency any and all taxes and
assessments levied or assessed and becoming payable during the Term, against Tenant's personal
property located upon the Premises.
8. DAMAGE AND DESTRUCTION
(a) Casualtv. If the Premises shall be damaged by fire or other casualty ("Casualty"), Landlord
shall, within one hundred eighty (180) days after such damage occurs (subject to being able to obtain
all necessary permits and approvals, including, without limitation, permits and approvals required
from any agency or body administering environmental laws, rules or regulations, and taking into
account the time necessary to effectuate a satisfactory settlement with any insurance company) repair
such damage at Landlord's expense and this Lease shall not terminate. Notwithstanding (i) any
other provisions of the Lease to the contrary, and (ii) any legal interpretation that all improvements
become part of the realty upon being attached to the Premises, following a Casualty, the Landlord
shall be responsible only for restoring the Premises to building standard levels of improvement, and
the tenant shall be responsible for insuring and replacing the above building standard levels of
improvement, and the tenant shall be responsible for insuring and replacing the above building
standard tenant improvements or betterments that made the Premises "customized" for Tenant's
use. Customized improvements include, but not limited to: bullet proof glass, alarm censored doors,
wood flooring, and custom cabinetry. Except as otherwise provided herein, if the entire Premises
are rendered untenantable by reason of any such damage, all Fixed Minimum Rent and Additional
Rent shall abate for the period from the date of the damage to the date the damage is repaired and
Landlord obtains a Certificate of Occupancy for Tenant, and if only a part of the Premises are so
rendered untenantable, the Fixed Minimum Rent and Additional Rent shall abate for the same
period in the proportion that the area of the untenantable part bears to the total area of the
Premises; provided, however, that if, prior to the date when all of the damage has been repaired, any
part of the Premises so damaged are rendered tenantable and shall be used or occupied by or
through Tenant, then the amount by which the Fixed Minimum Rent and Additional Rent abates
shall be apportioned for the period from the date of such use or occupancy to the date when all the
damage has been repaired.
(b) Renair to Leasehold Improvements. Landlord shall have no obligation to repair damage to
or to replace any leasehold improvements, Tenant's personal property or any other property located
in the Premises, and Tenant shall within thirty (30) days after the Maple Avenue Garage is
sufficiently repaired so as to permit the commencement of work by Tenant, commence to repair,
reconstruct and restore or replace the Premises (including fixtures, furnishings and equipment) and
prosecute the same diligently to completion.
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(c) Termination Right. Notwithstanding any provision contained herein to the contrary, Tenant
shall have the option and right to terminate this Lease if, (a) the Premises shall be so damaged by
Casualty that it cannot be fully repaired within one hundred eighty (180) days after the date of
damage; (b) during the last eighteen (18) months of the Term of this Lease, the Maple Avenue
Garage is damaged by a Casualty in amount exceeding thirty-three and one-third percent (33.33%)
of the square footage of the Premises, provided that, in such event, such termination of this Lease
shall be effected by written notice within ninety (90) days of the happening of the Casualty causing
such damage. This provision shall expressly survive the termination or expiration of this Lease.
9. INSURANCE
(a) Tenant shall keep in full force and effect during the Term special form coverage insurance
covering Tenant's leasehold improvements, trade fixtures, merchandise and other personal property
from time to time in, on or upon the Premises for the full replacement value insuring against
physical loss or damage generally included in the classification of "all risk" coverage.
(i) Said insurance shall be written by a company or companies licensed to do business in the
state in which the Premises is located and rated Class A XII or better in Bests Key Rating Guide of
Property -Casualty Insurance Companies.
(ii) Said insurance shall be in an amount of the full replacement value with a deductible in
Tenant's reasonable discretion, which deductible Tenant shall be paid at Tenant's sole cost and
expense. The insurance is to cover, in addition to any personal property at the Premises, the above
building standard leasehold improvements and betterments incorporated into the premises, whether
or not initially installed and/or paid for by the Tenant. The Tenant's aggregate coverage amount
must be an amount sufficient to cover both the tenant's personal property at the Premises and the
leasehold improvements. So long as the Lease is not terminated pursuant to Paragraph 9 for a
casualty, the proceeds of tenant's insurance policy with respect to the tenant improvements shall be
used to restore and replace the same.
(b) Tenant agrees to maintain a policy or policies of commercial general liability insurance
written by an insurance carrier rated at least Class A or better in Bests Key Rating Guide of
Property -Casualty Insurance Companies and licensed to do business in the state in which the
Premises is located which shall insure against liability for injury to and/or death of and/or damage
to personal property of any person or persons, with policy limits of not less than $2,000,000.00
combined single limit for injury to or death of any number of persons or for damage to property
of others not arising out of any one occurrence. Said policy or policies shall provide, among other
things, blanket contractual liability insurance. Tenant's policy shall cover the Premises and the
business operated by Tenant and shall name Landlord as an additional insured. Landlord is self -
insured up to $1.25 Million and agrees to maintain an excess policy or policies of commercial
general liability insurance over the self -insured limit written by an insurance carrier with a rating at
least Class A or better in the Bests Key Rating Guide and licensed to do business in the state in
which the Premises is located which shall insure against liability for injury to and/or death of
and/or damage to personal property of any person or persons, with policy limits of not less than
$2,000,000.00 combined single limit for injury to or death of any number of persons or for
damage to property of others not arising out of any one occurrence. Landlord's policy shall name
Tenant as an additional insured. Subject to the terms of Paragraph 9(a), Landlord shall maintain
casualty insurance covering the entire Maple Avenue Garage and any alterations, improvements,
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additions or changes made by Landlord thereto in an amount not less than their full replacement
cost from time to time during the Term, providing protection against any peril included within the
classification of "all risks".
(c) Each of the parties hereto agrees to maintain and keep in force, during the Term hereof, all
Workers' Compensation and Employers' Liability Insurance required under applicable Workers'
Compensation Acts.
(d) Within thirty (30) days after written request, each of the parties agrees to deliver to the other
a certificate of insurance as evidence that the policies of insurance required by this Section 10 have
been issued and are in effect.
(e) Waiver of Subrovation. Neither Landlord nor Tenant shall be liable to the other or to any
insurance company (by way of subrogation or otherwise) insuring the other party for any loss or
damage to any building, structure or other tangible property, or any resulting loss of income for
property or general liability losses, even though such loss or damage might have been occasioned
by the acts or omissions of such party, its agents, contractors or employees. Landlord or Tenant
shall look exclusively to the proceeds of insurance carried by it or for its benefit in the event of any
damage or destruction to its property located on the Premises. Notwithstanding anything to the
contrary contained herein, Landlord and Tenant hereby release and waive any and all rights of
recovery, claim, action or cause of action, against the other, or its respective directors, shareholders,
officers, agents, invitees and employees, for any loss or damage that may occur to the property or
the equipment, fixtures and improvements comprising any part of the Premises, by reason of fire,
the elements, or any other cause which could be insured against under the terms of an "all risk" fire
insurance policy, in the state where the Premises is located, regardless of cause or origin, including
negligence of the parties hereto, their agents, officers, invitees and employees. Subject to the
provisions of the Lease, no insurer of a party hereunder shall ever hold or be entitled to any claim,
demand or cause of action against Tenant by virtue of a claim of loss paid under any such insurance
policies, whether such insurer's claim be in the nature of subrogation or otherwise. The waivers
provided pursuant to this paragraph shall not operate to the extent that they would void coverage
under the provisions of any policy of insurance.
10. INDEMNIFICATION
(a) Indemnification of Landlord. Except as otherwise provided in this Lease and subject to
Section 10(e), and except to the extent caused by the negligence or willful misconduct of Landlord,
or its agents, employees or contractors, or by the breach of this Lease by Landlord, Tenant shall
protect, defend, indemnify and save Landlord and its officers, directors, agents, attorneys, and
employees harmless from and against any and all obligations, liabilities, costs, damages, claims and
expenses of whatever nature arising from (i) any matter, condition or thing that occurs in the
Premises, which is not the result of Landlord's negligence or willful misconduct, (ii) any negligence
or willful misconduct of Tenant, or its agents, employees or contractors; or (iii) Landlord's breach
occasioned wholly or in part by any act, omission of Tenant, its agents, employees, contractors or
servants. The provisions of this Section shall survive the expiration or earlier termination of this
Lease only with respect to any damage, injury or death occurring before such expiration or earlier
termination.
(b) Indemnification of Tenant. Except as otherwise provided in this Lease and subject to
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Section 10(e), and except to the extent caused by the negligence or willful misconduct of Tenant, or
its agents, employees or contractors, or by the breach of this Lease by Tenant, Landlord shall
protect, defend, indemnify and save Tenant and its officers, directors, agents, attorneys, and
employees harmless from and against any and all obligations, liabilities, costs, damages, claims and
expenses of whatever nature arising from any act, omission or negligence of Landlord, its agents,
employees, contractors or servants; The provisions of this Section shall survive the expiration or
earlier termination of this Lease only with respect to any damage, injury or death occurring before
such expiration or earlier termination.
11. EXERCISE OF EMINENT DOMAIN
(a) Taking. An appropriation or taking under the power of eminent domain of all, or a portion,
of the Property, are sometimes hereinafter called a "taking."
(b) Total Taking of the Garage Property. If all of the Garage Property shall be taken this Lease
shall terminate and expire as of the date of vesting of title in, or taking of actual physical possession
of the Garage Property by, the condemnor, and Landlord and Tenant shall thereupon be released
from any and all further liability hereunder except to the extent any such liability hereunder expressly
states that it shall survive the termination of this Lease. In such event, Tenant shall be entitled to
participate in any condemnation award so as to be compensated for the cost of relocation, removal
and decrease in value, as a result of such taking of Tenant's fixtures, equipment and stock -in -trade
located in the Premises, goodwill and any other items to which Tenant is entitled under applicable
law, and, the value of the leasehold of which Tenant is being deprived for the remainder of the
Term hereof so long as any such award made to Tenant shall not reduce any award which may be
obtained by Landlord. Nothing in this Section shall be construed as a waiver by Landlord of any
rights vested in it by law to recover damages from a condemnor for the taking of its right, title, or
interest in the Garage Property.
(c) Partial Taking_
In the event of the taking of-
(i) any portion of the Garage Property, so that the remainder thereof is not reasonably
adapted to the continued leasing of the Premises by Tenant; or
(ii) access, whether by a taking or otherwise, of the Garage Property or a portion thereof to
adjoining thoroughfares, so that all accessibility is substantially or materially restricted and as a result
the continued leasing of the Garage Property by Tenant will become impracticable or unprofitable in
Tenant's sole discretion; then Tenant shall have the right to cancel and terminate this Lease as
hereinafter provided. Within ninety (90) days after receipt by Tenant from Landlord of written
notice that a condemnation action has been commenced, Tenant may, by written notice to Landlord,
notify Landlord of its election to terminate this Lease, whereupon the parties shall be released from
any and all further obligations under this Lease except to the extent any such obligation hereunder is
expressly provided hereunder that the same shall survive the termination of this Lease and Tenant
shall share any award or sale price as provided in Section 12(b) hereof.
(d) Notice of Proceedings. Upon service on either party hereto of any legal process in
connection with any condemnation proceedings, the party so served shall give immediate notice
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thereof to the other party hereto.
(e) Temporary Taking. In the event of a taking of the Garage Property, or any portion thereof,
for temporary use (specifically one not exceeding one hundred twenty (120) days in duration),
without the taking of the fee simple tide thereto, this Lease shall remain in full force and effect,
except for Tenant's payment of Fixed Minimum Rent which shall be proportionally abated for any
period during which Tenant cannot operate its business from the Premises in the same manner as
prior to such temporary taking. All awards, damages, compensation and proceeds payable by the
condemnor by reason of such taking relating to the Premises, for periods prior to the expiration of
the Lease shall be payable to Tenant. All such awards, damages, compensation and proceeds for
periods after the expiration of the Lease shall be payable to Landlord.
(f) Lease Prevails. In the event of any taking, the rights and obligations of the parties shall be
determined by this Lease and Landlord and Tenant waive any rights at law to the contrary.
12. UTILITIES
Tenant shall pay during the Term hereof directly to the appropriate utility company or governmental
agency all, water, , and telephone in connection with its occupancy and use of the Premises,
including all costs of operating and maintaining all equipment therein, all business licenses and
similar permit fees but excluding any installation costs, tap fees and/or connection fees or charges,
all of which shall be paid by Landlord. All utilities shall be paid pursuant to separate meters
measuring Tenant's consumption of utilities from the Premises, which meter fee shall be Landlord's
obligation at its sole cost and expense. Landlord shall not be liable to Tenant for damages or
otherwise (i) if any utilities shall become unavailable from any public utility company, public
authority or any other person or entity supplying or distributing such utility, or (ii) for any
interruption in any utility service (including, but without limitation, any heating, ventilation or air
conditioning) caused by the making of any necessary repairs or improvements or by any cause
beyond Landlord's reasonable control, and the same shall not constitute a default, termination or an
eviction. Notwithstanding the foregoing, in the event an interruption with such utility services shall
continue for more than five (5) consecutive days, and if such interruption is not caused in part by
Tenant, and if as a result of such interruption Tenant is unable to operate in the Premises and in fact
does not operate in the Premises, then Fixed minimum Rent and all other rent and charges shall
abate for the entire period of interruption. Tenant assures Landlord that it shall arrange for an
adequate supply of electricity to the Premises and it shall pay for any increased voltage and any
additional wiring required addressing the increased capacity.
13. COVENANTS AGAINST LIENS
Tenant covenants and agrees that it shall not, during the Term hereof, suffer or permit any lien to be
attached to or upon the Garage Property or the Premises by reason of any act or omission on the
part of Tenant or its agents, contractors or employees. In the event that any such lien does so
attach, and (i) is not released within thirty (30) days after notice to Tenant thereof, or (ii) if Tenant
has not bonded such lien within said thirty (30) day period, Landlord, in its sole discretion, may pay
and discharge the same and relieve the Premises or the Garage Property therefrom, and Tenant
agrees to repay and reimburse Landlord upon demand for the amount so paid by Landlord and for
other reasonable costs incurred by Landlord in discharging and relieving said lien. The Tenant will
hold the Landlord harmless from all claims, liens, claims of lien, demands, charges, encumbrances or
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litigation arising out of any work or activity of Tenant on the Premises. Tenant will, within sixty (60)
days after filing of any lien, frilly pay and satisfy the lien and reimburse Landlord for all resulting loss
and expense, including a reasonable attorney's fees. Provided, however, in the event that Tenant
contests any lien so filed in good faith and pursues an active defense of said lien, Tenant shall not be
in default of this paragraph. However, in the event of any final judgment against Tenant regarding
such lien, Tenant agrees to pay such judgment and satisfy such lien within 60 days of the entry of
any such judgment.
14. ASSIGNMENT AND SUBLETTING
Tenant will have the right to assign its interest in this Lease or sublet all or any portion of the
Premises to any entity wholly owned or controlled by Tenant or its parent corporation, or to a
successor by merger or consolidation, or to any entity that acquires all or substantially all of Tenant's
assets or stock. The use of the Premises by such assignee or sublessee will be in accordance with the
provisions of Section 5. Tenant will remain liable for the performance of the obligations of Tenant
pursuant to this Lease. Any other assignment or subletting will require Landlord's consent, which
consent will not be unreasonably withheld, conditioned or delayed.
15. NOTICES
Any notices required to be given hereunder, or which either party hereto may desire to give to the
other, shall be in writing. Such notice may be given by reputable overnight delivery service (with
proof of receipt available), personal delivery or mailing the same by United States mail, registered or
certified, return receipt requested, postage prepaid, at the following addresses identified for Landlord
and Tenant, or to such other address as the respective parties may from time to time designate by
notice given in the manner provided in this Section.
If to the Landlord: with a copy to:
City Manager Corporation Counsel
2100 Ridge Avenue 2100 Ridge Avenue
Evanston, IL 60201 Evanston, IL 60201
If to Tenant:
Enterprise Leasing Company of Chicago, LLC
1050 N. Lombard Road
Lombard, IL 600148
Attention: Vice President/General Manager
With a copy to:
Enterprise Holdings Inc.
600 Corporate Park Blvd.
St. Louis, Mo 63105
Attention: Real Estate Department
For purposes of this Lease, a notice shall be deemed given upon the date of actual receipt thereof or
the date of proof of rejection thereof if delivered by hand or overnight courier service.
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16. RIGHT TO GO UPON PREMISES
17. Landlord hereby reserves the right for itself or its duly authorized agents and
representatives at all reasonable times during business hours of Tenant upon at least
forty-eight (48) hours prior notice to Tenant and accompanied by a representative of
Tenant (which may be the store manager or assistant manager) to enter upon the
Premises for the purpose of inspecting the same and of showing the same to any
prospective purchaser or encumbrance or tenant, and for the purpose of making any
repairs which Landlord is required hereunder to make on the Garage Property, but any
such repairs shall be made with all due dispatch during normal construction trade
working hours, and in such manner as to minimize the inconvenience to Tenant in the
conduct of its business, it being agreed that in the event of a necessity of emergency
repairs to be made by Landlord, Landlord may enter upon the Premises forthwith to
effect such repairs. Landlord will make every effort to relocate tenant to avoid
temporary closure of business. Notwithstanding the foregoing, in the event that due to
an entry by or on behalf of Landlord into the Premises, Tenant's use is materially
interfered with and Tenant, from the standpoint of prudent business management,
cannot open and operate the Premises for business for two (2) consecutive days, all
Fixed Minimum Rent and other charges payable by Tenant hereunder shall equitably
abate commencing after such second (2°d) day, and continuing until such repairs are
completed, unless such entry is required as a result of Tenant's negligence or intentional
misconductDEFAULT
(a) Tenant Default.
(i) Events of Default. Including, but not limited to, the following events shall be deemed to
be an "event of default" hereunder by Tenant subject to Tenant's right to cure:
a. Tenant shall fail to pay any item of Fixed Minimum Rent per Section 3 at the time
and place when and inhere due and does not cure such failure within ten (10) business days
after receipt of notice from Landlord of such failure;
b. Tenant shall fail to comply with any other term, provision, covenant or warranty
made under this Lease or if any of Tenant's representations and warranties made under this
Lease are determined to be untrue, either when made or at any time during the Term, by
Tenant, and Tenant shall not cure such failure within thirty (30) days after Landlord's written
notice thereof to Tenant. In the event Tenant cannot comply with such term, provision, or
warranty, within said thirty (30) day period, Tenant shall not be in default if Tenant is
diligently and continuously making an effort to comply with such term, provision, covenant
or warranty and Tenant completes the cure of the default; or
c. Tenant shall make a general assignment the benefit of creditors, or shall admit in
writing its inability to pay its debts as they become due or shall file a petition in bankruptcy.
(ii) Remedies. Upon the occurrence of an event of default, Landlord may, so long as such
default continues, as permitted by law and subject to Landlord's obligation to use good faith efforts
to mitigate damages, either:
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a. terminate this Lease by written notice to Tenant, which written notice shall
specify a date for such termination at least fifteen (15) days after the date of such written
termination notice and such termination shall be effective as provided in such written notice
unless Tenant shall cure such default within such notice period, or not terminate this Lease
as a result of the default of Tenant. If Tenant shall fail to surrender the Premises upon such
termination, Landlord may thereupon, reenter the Premises, or any part thereof, and expel or
remove therefrom Tenant and any other persons occupying the same, using such means
provided by law;
b. without terminating this Lease, Landlord may evict Tenant (by any means
provided by law) and let or relet the Premises or any or all parts thereof for the whole or any
part of the remainder of the Term hereof, or for a period of time in excess of the remainder
of the Term hereof, and out of any rent so collected or received, Landlord shall first pay to
itself the expense of the cost of retaking and repossessing the Premises and the expense of
removing all persons and property therefrom, and shall, second, pay to itself any costs or
expenses sustained in securing any new tenant or tenants (provided that such amount shall
not include any amounts incurred to restore the Premises to more than the condition
originally delivered to Tenant), and shall third, pay to itself any balance remaining, and apply
the whole thereof or so much thereof as may be required toward payment of the liability of
Tenant to Landlord then or thereafter unpaid by Tenant; each party shall use commercially
reasonable efforts to mitigate its damages in the event of default by the other party, or
C. pursue such other remedies as are available at law or in equity.
(b) Landlord Default. Should Landlord default in the performance of any covenant, provision,
warranty, condition or agreement herein, or if any of Landlord's representations and warranties made
under this Lease are determined to be untrue, either when made or at any time during the Term, and
such default in the case of any failure by Landlord to pay any sum required to be paid to Tenant
hereunder, continues for ten (10) business days after notice thereof from Tenant, or in case of any
non -monetary default, continues for thirty (30) days after receipt by Landlord of written notice
thereof from Tenant (except as otherwise provided herein), or if the default of Landlord is of a type
which is not reasonably possible to cure within thirty (30) days, if Landlord has not commenced to
cure said default within said thirty (30) day period and does not thereafter diligently prosecute the
curing of said default to completion (except as otherwise provided herein), Tenant in addition to any
and all other remedies which it may have at law and/or in equity including the right to seek injunctive
relief without posting a bond or the obligation to prove irreparable harm, may pay or perform any
obligations of Landlord hereunder and deduct the cost thereof from each installment of annual Fixed
Minimum Rent payable pursuant to the terms of this Lease; provided, however, in no event shall the
amount of any such deduction exceed ten percent (10%) of the Fixed Minimum Rent payable on a
monthly basis; provided, further, Tenant shall not have the right to terminate this Lease except as
expressly permitted herein.
18. SIGNS
Tenant may keep its existing signage at the Premises. If Tenant seeks to replace the sign, Tenant
acknowledges that there are limitations from the City of Evanston Municipal Code of 2012, as
amended, and the Code governs the application process and the details regarding size, type, and
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number of signs and Tenant agrees to be bound by such ordinances. Landlord cannot make
representations in a lease agreement that Tenant shall be entitled additional signage, a certain
number of signs and/or dimensions of proposed signage, because the Tenant must make an
application to the Sign Review Board, as provided by Code, but Landlord will not withhold,
condition or delay its consent to a sign over the new entrance to the Premises which complies with
applicable laws.
19. REPRESENTATIONS AND WARRANTIES
(a) Landlord represents, warrants and covenants to Tenant that, to Landlord's knowledge, the
following is true as of the Effective Date:
(i) all of the Premises is zoned for commercial purposes, and the Permitted Use is permitted
under the applicable zoning designation, and that the Premises and Garage Property are
presently properly subdivided in conformity with all applicable laws;
(ii) Landlord is the fee simple owner of the Premises;
(iii) the Premises is subject to no restrictions or continuing regulations of any kind or nature
whatsoever incompatible with the Permitted Use and that there are no restrictions in any
agreement by which Landlord is bound (including, but not limited to, Landlord's insurance
policies) which would adversely affect Tenant's right to use the Premises for the Permitted
Use during the Term;
(iv) the Premises are in good working order and condition, the roof is watertight and all utility
systems are functional;
(v) there are no exceptions to title with respect to and/or encumbrances on the Premises which
would interfere with Tenants proposed use of the Premises;
(vi) Landlord has no notice of any proposed Assessments other than as reflected on the current
tax bill;
(vii) Landlord has not used, discharged, dumped, spilled or stored any Hazardous Substances on
or about the Premises, whether accidentally or intentionally, legally or illegally, and has
received no notice of such occurrence and has no knowledge that any such condition exists
at the Premises;
(viii) Landlord has no knowledge of any condition that would preclude Tenant from obtaining all
Tenant's permits and licenses necessary for Tenant to open for business and operate for the
Permitted Use;
(ix) if Landlord is a corporation, limited liability company, partnership or trust, Landlord
covenants that it is duly constituted under the laws of the state of its organization, and that
its officer, member, manager, partner or trustee who is acting as its signatory in rhis Lease is
duly authorized and empowered to act for and on behalf of the entity or trust; and
(x) there are no judicial, quasi-judicial, administrative or other orders, injunctions, moratoria or
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pending proceedings against Landlord or the Garage Property which preclude or interfere
with, or would preclude or interfere with, the construction contemplated herein or the
occupancy and use of the Premises by Tenant for the purposes herein contemplated.
(xi) no third party has the right to object to Tenant's tenancy hereunder, prohibit the selling of
any products sold by Tenant or the uses allowed herein or the right to consent to any feature
of the Premises or Tenant's signage.
(xii) there are no mortgages, prime leases, deeds to secure debt, deeds of trust, or other
instruments in the nature thereof, affecting Landlord or its interest in the Premises.
(b) All representations and warranties, covenants and indemnities contained in this Lease shall
survive the expiration or earlier termination of this Lease.
(c) Deliveries. Subject to governmental regulations, Tenant shall have the right to accept
deliveries and unload merchandise in its designated loading area adjacent to the front of the
Premises, during 9:00 a.m. to 6:00 p.m. seven (7) days a week.
20. HOLDING OVER; END OF TERM
(a) If Tenant shall hold possession of the Premises after the expiration or termination of this Lease,
at Landlord's option (i) Tenant shall be deemed to be occupying the Premises as a tenant from month -
to -month at one hundred twenty five percent (125%) of the Fixed Minimum Rent in effect upon the
expiration or termination of the immediately preceding term or (ii) Landlord may exercise any other
remedies it has under this Lease or at law or in equity including an action for wrongfully holding over.
(b) Upon the expiration or sooner termination of this Lease, Tenant shall surrender the Premises to
Landlord in as good order, condition and repair as when received by Tenant; ordinary wear and tear,
casualty and condemnation excepted. This provision shall expressly survive the termination or expiration
of this Lease.
(c) With the exception of Tenant's motor vehicles, any property, equipment, or product
remaining in the Premises upon expiration of this Lease shall be considered abandoned and
property of the Landlord.
21. EXPENSES OF ENFORCEMENT
The Parties shall bear its own costs, charges, expenses and attorney's fees, and any other fees
incurred in the event of a dispute between the Parties. Neither Party may seek recovery of
expenses of enforcement of obligations under this Lease.
22. SUCCESSORS IN INTEREST
Each and all of the covenants, agreements, obligations, conditions and provisions of this Lease shall
inure to the benefit of and shall bind the successors and permitted assigns of the respective parties
hereto.
23. REMEDIES ARE CUMULATIVE
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Remedies conferred by this Lease upon the respective parties are not intended to be exclusive, but
are cumulative and in addition to remedies otherwise afforded by the law.
24. OUIET POSSESSION
Upon payment by the Tenant of the minimum, percentage and additional rent and all other sums
due hereunder and upon the observance and performance of all covenants, terms and conditions on
Tenant's part to be observed and performed, Tenant shall peaceably and quietly hold and enjoy the
Premises for the Term of this Lease without hindrance or interruption by Landlord or any other
person or persons lawfully or equitably claiming by, through or under the Landlord, subject
nevertheless, to the terms and conditions of this Lease.
25. ALTERATION
(a) Changes Reauired by Law. Any structural changes, alterations or additions in or to the
Premises which may be necessary or required by reason of any law, rule, regulation or order
promulgated by competent governmental authority shall be made at the sole cost and expense of
Landlord, including but not limited to asbestos removal and disposal and interior and exterior
compliance with the Americans with Disabilities Act (ADA) etc. Notwithstanding the foregoing, if
any such changes, alterations or additions are required as a result of improvements made by Tenant
during the Term hereof or due to Tenant's use of the Premises, such changes, alterations or
additions shall be made at the sole cost and expense of Tenant. Tenant may contest the validity of
any such law, rule, regulation or order, but shall indemnify and save Landlord harmless against the
consequences of continued violation thereof by Tenant pending such contest.
(b) Alterations During Term. Tenant shall be permitted to perform interior, nonstructural
alterations to the Premises and to revise the interior layout of the Premises. Tenant shall obtain
Landlord's written consent to any other alterations or construction which affects the structural
nature of the Premises, which consent shall not be unreasonably withheld, conditioned or delayed.
26. HAZARDOUS SUBSTANCES
(a) Tenant agrees that, except as herein set forth, it shall not generate, use, store, handle or
dispose of on or transport over the Premises any Hazardous Substances (defined below) in violation
of any Environmental Laws (defined below), except as such incidental amounts of Hazardous
Substances as may be required for Tenant to conduct the Permitted Use.
(b) If, at any time during the Term, Hazardous Substances are found in the Premises or at the
Premises, then, in such event:
(i) with regard to any Hazardous Substances existing, or future Hazardous Substances, on
the Garage Property prior to the Commencement Date and throughout the Term of the Lease or
that Landlord shall have caused, Landlord shall remove same, in compliance witk_ applicable
Environmental Laws, at Landlord's sole cost and expense. Landlord shall defend, indemnify, and
hold Tenant harmless from and against any and all costs, damages, expenses and/or liabilities
(including reasonable attorneys' fees) which Tenant may suffer as a result of any claim, suit or action
regarding any such Hazardous Substances (whether alleged or real) and/or regarding the removal
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and clean-up of same or resulting from the presence of such Hazardous Substances. The
representation, warranty and indemnity of Landlord described in this subsection shall survive the
termination or expiration of this Lease.
(ii) with regard to any Hazardous Substances caused by Tenant or its agents, contractors or
employees, Tenant shall remove same, in compliance with applicable Environmental Laws, at
Tenant's sole cost and expense. Tenant shall defend, indemnify, and hold Landlord harmless from
and against any and all costs, damages, expenses and/or liabilities (including reasonable attorneys'
fees) which Landlord may suffer as a result of any claim, suit or action regarding any such
Hazardous Substances (whether alleged or real) present due to Tenant and/or regarding the removal
and clean-up of same or resulting from the presence of such Hazardous Substances. The
representation, warranty and indemnity of Tenant described in this subsection shall survive the
termination or expiration of this Lease.
(c) In the event that during the Term of this Lease, Tenant is prevented from performing
Tenant's Work and/or Tenant shall be unable to operate for a period of thirty (30) days or more for
the Permitted Use at the Premises and ceases operating at the Premises as a result of the existence or
remediation of Hazardous Substances located at the Premises which were not caused by Tenant or its
agents, contractors or employees, then Fixed Minimum Rent, Additional Rent and all other charges
due hereunder shall equitably abate, in accordance with the portion of the Premises used by Tenant,
until such time as Tenant is able to resume the performance of Tenant's Work and/or the operation of
its business in the Premises. If Fixed Minimum Rent and other charges shall be so abated for a period
of three hundred sixty-five (365) days, Tenant shall have the right to terminate this Lease upon thirty
(30) days prior written notice to Landlord.
(d) The term "Hazardous Substance" includes, without limitation, any material or substance
which is (i) defined or listed as a "hazardous waste", "extremely hazardous waste", "restrictive
hazardous waste" or "hazardous substance" or considered a waste, condition of pollution or
nuisance under any Environmental Law (as defined below); (ii) petroleum or a petroleum product or
fraction thereof; (iii) asbestos and any asbestos containing materials; and/or (iv) substances known
to cause cancer and/or reproductive toxicity. The term "Environmental Law" shall mean any
federal, state or local law, statute, ordinance, rule, regulation, order, consent, decree, judgment or
common-law doctrine, interpretation thereof, and provisions and conditions of permits, licenses,
plans, approvals and other operating authorizations whether currently in force or hereafter enacted
relating to health, industrial hygiene or the environmental conditions on, under or about the
Premises or the Garage Property, as such laws are amended and the regulations and administrative
codes applicable thereto. It is the intent of the parties hereto to construe the terms "Hazardous
Substance" and `Environmental Law" in their broadest sense.
27. GENERAL CONDITIONS
(a) Time is of the essence of this Lease. Any deadlines in this Lease which cannot be met
because of delays caused by governmental regulations, inability to procure labor or materials,
strikes, acts of God, or other causes (other than financial), beyond the control of Landlord or
Tenant ("Force Majeure") shall be extended by the amount of time caused by such delays;
provided, however, the payment of rent shall not be excused. Notwithstanding anything herein to
the contrary, the failure by Landlord to construct the Premises according to building code and/or
to receive timely inspections by the necessary authorities due solely to the negligence, misconduct
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or financial inability of Landlord or Landlord's contractors, employees or representatives shall not
constitute Force Majeure. In order for Landlord to claim the occurrence of Force Majeure,
Landlord must have notified Tenant in writing of such occurrence within twenty (20) business
days after the initial occurrence.
(b) No waiver of any breach of the covenants, agreements, obligations and conditions of this
Lease to be kept or performed by either party hereto shall be construed to be a waiver of any
succeeding breach of the same or any other covenant, agreement, obligation, condition or provision
hereof.
(c) Tenant shall not be responsible for the payment of any commissions in relation to the leasing
transaction represented by this Lease. Landlord and Tenant each covenant that they have not dealt
with any real estate broker or finder with respect to this Lease (herein collectively "Brokers"). Each
party shall hold the other party harmless from all damages, claims, liabilities or expenses, including
reasonable and actual attorneys' fees (through all levels of proceedings), resulting from any claims
that may be asserted against the other party by any real estate broker or finder with whom the
indemnifying party either has or is purported to have dealt, except for the Brokers.
(d) The use herein of any gender or number shall not be deemed to make inapplicable the
provision should the gender or number be inappropriate to the party referenced. All section headings,
titles or captions contained in this Lease are for convenience only and shall not be deemed part of
this Lease and shall not in any way limit or amplify the terms and provisions of this Lease.
(e) Landlord and Tenant have negotiated this Lease, have had the opportunity to be advised
respecting the provisions contained herein and have had the right to approve each and every
provision hereof; therefore, this Lease shall not be construed against either Landlord or Tenant as a
result of the preparation of this Lease by or on behalf of either party.
(0 If any clause, sentence or other portion of this Lease shall become invalid or unenforceable,
the remaining portions thereof shall remain in full force and effect.
(g) Wherever in this Lease Landlord or Tenant is required to give consent, such consent shall not
be unreasonably withheld, conditioned or delayed except to the extent otherwise expressly provided
herein.
(h) If the time for performance of any obligation or taking any action under this Lease expires
on a Saturday, Sunday or legal holiday, the time for such performance or taking such action shall be
extended to the next succeeding day which is not a Saturday, Sunday or legal holiday. If the day on
which rent or any other payment due hereunder is payable falls on a Saturday, Sunday or on a legal
holiday, it shall be payable on the next succeeding day which is not a Saturday, Sunday or legal
holiday.
(i) Landlord hereby agrees that it shall maintain all confidentiality with regard to entering into this
Lease, the opening for business by Tenant in the Premises and any financial information contained
hereunder or obtained from Tenant during the Term of this Lease, other than disclosures to
necessary third parties and Landlord shall not release any material whatsoever to the press or any
news media without the prior written approval of Tenant, which approval may be withheld in
Tenant's sole discretion.
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0) Each covenant hereunder of Landlord, whether affirmative or negative in nature, is intended
to and shall bind the Landlord and each successive owner of the Premises and their respective heirs,
successors and assigns.
(k) There shall be no personal liability on Landlord, its elected officials, officers, employees, agents,
or any successor in interest with respect to any provisions of this Lease, or amendments, modifications
or renewals hereof. Tenant shall look solely to the then owners interest in the Premises (including but
not limited to any insurance proceeds, rents, or judgments) for the satisfaction of any remedies of
Tenant in the event of a breach by Landlord of any of its obligations hereunder.
(1) Landlord hereunder shall have the right to assign, sell or transfer Landlord's interest in this
Lease or the Premises with consent of Tenant, which shall not be unreasonably withheld. In the
event of any such transfer, the transferor shall be automatically relieved of any and all obligations on
the part of Landlord accruing from and after the date of such transfer.
(m) The parties agree this Lease shall be governed by and interpreted in accordance with the laws
of the State of Illinois and that venue for any disputes shall be in the Circuit Court of Cook County,
Illinois.
(n) This Lease shall become effective on the day that this Lease shall be executed by the last of
the parties hereto to execute this Lease (herein "Effective Date").
(o) There are no oral agreements between the parties hereto affecting this Lease, and this Lease
supersedes and cancels any and all previous negotiations, arrangements, letters of intent, lease
proposals, brochures, agreements, representations, promises, warranties and understandings between
the parties hereto or displayed by Landlord to Tenant with respect to the subject matter thereof, and
none thereof shall be used to interpret or construe this Lease. This Lease cannot be changed or
terminated except by a written instrument subsequently executed by the parties hereto.
28. SUBORDINATION
This Lease and all rights of Tenant hereunder are and shall be subject and subordinate to the lien of
any mortgage, prime lease, deed to secure debt, deed of trust, or other instrument in the nature
thereof, which may now or hereafter affect Landlord or its interest in the Premises; provided,
however, that the foregoing subordination shall with respect to any future debt, mortgage, prime
lease, deed of trust or other instrument only, be conditioned upon the holder of such mortgage,
deed to secure debt, deed of trust, or other instrument in the nature thereof providing Tenant with a
non -disturbance agreement to Tenant on such lender's or prime landlord's standard form with
mutually agreed upon changes with Tenant. If the holder of any mortgage, deed to secure debt,
deed of trust or other instrument in the nature thereof shall hereafter succeed to the rights of
Landlord under this Lease, whether through possession or foreclosure action, termination of a
prime lease or delivery of a new lease, then Tenant shall attorn to and recognize such successor as
landlord under this Lease and such successor shall not disturb Tenant of its possession of the
Premises as long as Tenant is not in default under the Lease and this Lease shall continue in full
force and effect as a direct lease between such successor landlord and Tenant, subject to all of the
terms, covenants and conditions of this Lease. Tenant and Landlord's successor shall promptly
execute and deliver any reasonable instrument that may be necessary to evidence such
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subordination, nondisturbance and attornment.
29. WAIVER OF LANDLORD'S LIEN
Landlord will not claim or have a lien of any kind, be it contractual or statutory, on or against
Tenant's motor vehicles for non-payment of Rent, default by Tenant or any other reason, and
Landlord hereby waives all such liens available to Landlord.
30. RESTRICTIVE COVENANT
With the exception of the Landlord's current agreement with I -Go and any renewal or new lease
agreements with I -Go or an affiliated entity of I -GO, in the parking garage, in consideration of the
rent, during the term hereof and any term extensions, neither Landlord nor any persons associated
and/or affiliated with Landlord including, but not limited to partnerships in which a member of
Landlord is a partner therein ("Landlord's Affiliates") shall permit or make a lease with or grant a
right to any other person, corporation, partnership or entity engaged in such business which would
permit the use of any portion of the Parking Garage for vehicle rental or leasing. In the event o fany
violation of this section by Landlord then, in addition to any other rights the Tenant may have at law
or equity, Tenant's rent and all other charges under this Lease shall thereafter abate and Tenant shall
also have the right to terminate this Lease upon 30 days written notice and without further obligation
of rent. Furthermore, provided the Lease has not been terminated by virtue of Tenant default,
Landlord agrees not to permit any portion of the Parking Garage to be used for vehicle rental or
Leasing purposes for a period of 12 months following the expiration or earlier termination of this
lease by Tenant. This provision shall survive the expiration of this Lease.
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IN WITNESS WHEREOF, the respective parties hereto have executed this Lease by officers
or agents thereunto duly authorized and the effective date is the date executed by the City.
Landlord:
CITY OF EVANSTON,
An Illinois municipal corporation
By:
Name: Wally Bobkiewicz
Title: City Manager
Dated: 12016
Tenant:
ENTERPRISE LEASING COMPANY OF
CHICAGO, LLC
A Delaware Limited Liability Company
By:
Name: Jeffrey D. Wilder
Title: Vice President/General Manager
Dated: 2016
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EXHIBIT A
LEGAL DESCRIPTION
PART OF LOT 4 OF THE CHURCH MAPLE RESUBDIVISION BEING A RESUBDIVISION
OF PART OF DEMPSTER'S SUBDIVISION OF BLOCK 66 OF THE VILLAGE OF
EVANSTON, COOK COUNTY, ILLINOIS, PART OF THE CHICAGO AND
NORTHWESTERN RAILROAD RIGHT OF WAY (FORMERLY CHICAGO, MILWAUKEE
AND ST. PAUL RIGHT OF WAY); PART OF BLOCK 18 IN THE VILLAGE OF
EVANSTON; ALL OF BLOCKS 2 AND 3 IN THE CIRCUIT COURT SUBDIVISION IN
PARTITION OF LOT 22 IN THE COUNTY CLERK'S DIVISION OF UNSUBDIVIDED
LANDS; AND PART OF VACATED CLARK STREET AND EAST RAILROAD AVENUE;
BEING IN THE NORTHWEST QUARTER AND THE SOUTHWEST QUARTER OF
SECTION 18, TOWNSHIP 41 NORTH, RANGE 14 EAST OF THE THIRD PRINCIPAL
MERIDIAN, IN THE CITY OF EVANSTON, COOK COUNTY, ILLINOIS.
22
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