HomeMy WebLinkAbout002-O-21 Authorizing the City Manager to Execute a Lease Agreement with Enterprise Leasing Company of Chicago, LLC for Commercial Space at the Maple Avenue Garage12/21/2020
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AN ORDINANCE
Authorizing the City Manager to Execute a Lease Agreement with
Enterprise Leasing Company of Chicago, LLC for Commercial Space at
the Maple Avenue Garage
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 ("Enterprise") currently rents
commercial space at 1810 Maple Avenue from the City; and
WHEREAS, Enterprise has reached an agreement with MME Evanston
Retail, LLC d/b/a MedMen ("MedMen") whereby MedMen will expand its current
operations into Enterprise's existing commercial space and Enterprise will move its
operations into the commercial space located with the common address of 1780 Maple
Avenue (including approximately 803 square feet for retail space, as well as
approximately 600 square feet for wash bay space in the Maple Avenue Garage); 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:
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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 of Evanston, a long-term lease agreement with
an initial term of ten (10) years and one (1), five (5) year option to renew the lease
agreement, between the City of Evanston and Enterprise Leasing Company of Chicago,
LLC. The Lease Agreement shall be in substantial conformity with the Lease
Agreement attached hereto as Exhibit "1" and incorporated herein by reference.
SECTION 3: Pursuant to Subsection 1-17-4-2-(B) of the Evanston City
Code, 2012, as amended (the "City Code"), an affirmative vote of two-thirds a/s) of the
elected Aldermen is required to accept the recommendation of the City Manager on the
lease agreement authorized herein.
SECTION 4: 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 5: All ordinances or parts of ordinances in conflict herewith are
hereby repealed.
SECTION 6: 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.
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M61PAI
SECTION 7: This ordinance shall be in full force and effect from and after
its passage, approval, and publication in the manner provided by law.
Ayes: g
Nays: o
Introduced: January 11 , 2021
Adopted: January 11
Attest:
GA
Devon Reid, City Clerk
Approved:
January 18
, 2021 A mj\41-u�_
Stephen H. Hagerty, Mayor
Approved as to form:
Kelley A. Gandurski,
Counsel
—3—
, 2021
Corporation
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EXHIBIT 1
LEASE AGREEMENT
ME
LEASE
THIS LEASE AGREEMENT is made on this (date) 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" with a property address of 1800 Maple Avenue,
Evanston, Illinois and legally described in Exhibit "A" attached hereto and incorporated
herein (the "Garage Property"). The Garage Property contains three commercial units
on the ground level and Landlord agrees to lease one of these units to Tenant, with the
common address of 1780 Maple Avenue, Evanston, Illinois 60201, which is
approximately 803 square feet of retail office space and 600 square feet of separate
wash bay space (the "Premises") and shown in Exhibit B. 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) Parkina. This Lease does include the lease of fifteen (15) parking spaces for rental
vehicles and two spaces for loading 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 and COMMENCEMENT DATE
(a) Primary Term. Subject to the provisions of this Lease, the "Primary Term" shall be a ten
(10) year term which will begin on the Commencement Date (as defined below) and will
end on the last day of the One Hundred and Twentieth (1201h) full calendar month
thereafter except as otherwise terminate as provided herein.
(b) The "Commencement Date" will be the date that is thirty (30) days after the date on
which (i) Tenant has received all necessary approvals and certificates of occupancy,
and (ii) all work described in scope of work described in exhibit "D" hereto has been
received all permit, been constructed, completed, and received occupancy approval,
and, (iii) Landlord has completed any work that it has agreed to perform at the Premises
and delivered exclusive possession of the Premises to Tenant. Notwithstanding the
above, if Tenant opens for business at the Premises before the above conditions have
been met, the Commencement Date will be the date on which Tenant opens for
business. Once the Commencement Date has been determined, Landlord and Tenant
will sign a commencement date letter in substantially the form attached hereto as
Exhibit u.
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(c) 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, ("Extension Term") upon the same terms, covenants and
conditions as herein provided, including the rent rates with the 3% increase every year.
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".
(d) Termination Riaht. 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 12 months prior written notice to the other party. Notwithstanding
anything contained herein to the contrary, Landlord's right to terminate this Lease shall
be limited to exercising such right for the purpose of serving the public interest, subject
to City Council review.
3. RENT
(a) Premises Rent. On the Commencement Date, and subject to the terms of this
Lease, Tenant agrees to pay to Landlord: (i) Premises Rent (herein so called) described
below at the rate of $2,210 per month for the Premises; and (ii) all other charges due
from Tenant to Landlord hereunder as "Additional Rent" (herein so called), which is the
NE Car Park Corral rental and the Exterior Car Parking rental. The Premises Rent and
the Additional Rent is set forth in the table outlined in Paragraph 3(c), payable in one
check as Total Rent.
(b) Parkina Spaces. Tenant is permitted to utilize the northeast portion of the garage
to store vehicles ("NE Car Park Corral"), Tenant will pay for use of this area at the rate
for 15 spaces as outlined in the chart below in Section 3(d). The rental rate for use of
the NE Car Park Corral is $1,500 (15 X $100) for the year. The table in Paragraph 3(c)
below provides the increases in the rates during the Term. Tenant acknowledges and
agrees that another commercial tenant will be utilizing 2 spaces in the NE Car Park
Corral that will be marked for their use. (Space shown in Exhibit B)
Tenant will also be provided 2 spaces in the southeast portion of the garage at no
additional charge ("SE Car Spaces") for 30-minute parking (space shown in Exhibit B).
Tenant may not block their use of these spaces by any means. The SE Car Spaces
will be marked for 30-minute parking only for Enterprise customers and enforced as
such; Tenant's users may not utilize the spaces for a longer period of time. If Tenant
has overflow of cars that need to be parked in the garage and does not have sufficient
parking spaces for said vehicles, Tenant may purchase monthly pre -paid tickets that
may be utilized for a 48-hour time period at market rates.
(c) (i) Rent Schedule:
2
Monthly
Rental Rate
Monthly
for NE Car
Monthy
Year Premises Rent Park Corral
Total Annual Total
1 $
2,210.00 $
1,500.00 P$
3,710.00 $
44,520.00
t1
2- $
2,210.00 $
1,500.00 $
3,710.00 $
44,520.00
3 $
2,276.30 $
1,545.00 $
3,821.30 $
45,855.60
4 $
2,344.59 $
1,591.35 $
3,935.94 $
47,231.27I
Primary 5 $
2,414.93 $
1,639.09 $
4,054.02 $
48,648.21
Term if 6 $
2,487.37 ( $
1,688.26 $
4,175.64 I $
50,107.65
7 I $
2,562.00 $
1,738.91 $
4,300.91 $
51,610.88
8 $
2,638.86 $
1,791.08 $
4,429.93 $
53,159.21
9 $
2,718.02 $
1,844.81 $
4,562.83 ( $
54,753.98
10 $
2,799.56 $
1,900.16 I $
4,699.72 ( $
56,396.60
1 $
2,883.55 $
1,957.16 ( $
4,840.71 $
58:088.50
Extended' 2 $
2,970.06 $
2,015.87 $
4,985.93 $
59831.16
Term 1 3 $
3,059.16 $
2,076.35 $
5,135.51 $
61,626.09
4 $
3,150.93 $
2,138.64 $
5,289.57 $
63,474.87
5 $
3,245.46 $
2,202.80 $
5,448.26 $
65,379.12
(ii) Late Fee. 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 a service charge of Two Hundred Dollars ($200) per month until paid.
(d) Time and Place of Pavment. Tenant shall pay to Landlord Total 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 (15') 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
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.
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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. IMPROVEMENTS AND 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, Bathroom facility, 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.
(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
4
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 Administrative Services or his 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 all 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 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
to the fagade of the building 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 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. Tenant
will pay a proportional cost, based on its square footage of the Premises, for any roofing
repairs or membrane replacement, when it shall become necessary during the Term or
Extended Term.
7. PAYMENT OF TAXES
a) Leasehold Tax: Exemption. Landlord and Tenant hereby acknowledge that (i) the
leasehold improvements within the Premises are currently subject to a Cook County
5
leasehold improvement tax (herein, the "Leasehold Taxes") (ii) the Garage Property is
currently exempt from general real estate taxes.
(b) Pavment. Tenant shall pay all Leasehold Taxes which are specifically assessed
against the Premises and which are due and payable during the Term 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. In addition, in the event that the
Garage Property shall no longer be exempt from general real estate taxes, Tenant shall
pay any such general real estate taxes assessed against the Premises which are due
and payable during the Term 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. Anything contained herein to the contrary notwithstanding, Tenant
shall have the right, at its sole cost and expense to contest the assessment or amount
of any Leasehold Taxes or real estate taxes in good faith by appropriate proceedings.
(c) Prorations. At the commencement and end of the Term, Leasehold Taxes (and
general real estate taxes, if any) to be paid by Tenant shall be prorated and adjusted
between Landlord and Tenant 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 against Tenant's personal property located upon
the Premises which are payable during the Term
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
101
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) Regair 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.
(c) Termination Riaht. 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, 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 Subroaation. 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
R
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 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 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
0
(a) Takina. 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 Takina of the Garaa_ a 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 Takina.
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 parry so served shall give
immediate notice thereof to the other party hereto.
(e) Temporary Takina. 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 title thereto, this Lease shall
Q11
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 (in the wash bay area only, not the bathroom for the
premises), electric, and telephone charges 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 including any installation costs, tap fees
and/or connection fees or charges, all of which shall be paid by Tenant. All utilities shall
be paid pursuant to separate meters measuring Tenant's consumption of utilities from
the Premises, which meter fee shall be Tenant'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
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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 litigation arising out of any work or activity of Tenant on the Premises.
Tenant will, within sixty (60) days after filing of any lien, fully 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 subTenant 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:
City Manager
2100 Ridge Avenue
Evanston, IL 60201
If to Tenant:
with a copy to:
Corporation Counsel
2100 Ridge Avenue
Evanston, IL 60201
Enterprise Leasing Company of Chicago, LLC
1050 N. Lombard Road
Lombard, IL 600146
Attention: Vice President/General Manager
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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.
16. RIGHT TO GO UPON PREMISES
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 misconduct
17. DEFAULT
(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 where 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
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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:
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.
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
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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 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 provided the necessary sign permit
application and process has been initiated and successfully completed by Tenant or
Tenant's authorized third party, 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;
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(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 this 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 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
16
shall survive the expiration or earlier termination of this Lease.
lcl 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
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
17
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) Chanaes 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 Durina_ 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 with 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 and
clean-up of same or resulting from the presence of such Hazardous Substances. The
IR]
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
19
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 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
parry 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.
(f) If any clause, sentence or other portion of this Lease shall become invalid or
unenforceable, the remainiing 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
20
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.
Q) 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
owner's 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
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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
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
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.
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]
22
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
Name: Erika Storlie
Title: Interim City Manager
Dated: , 2019
Tenant:
ENTERPRISE LEASING COMPANY OF
CHICAGO, LLC
A Delaware Limited Liability Company
0
Name: Jeffrey D. Wilder
Title: Vice President/General Manager
Dated: , 2019
23
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.
24
EXHIBIT B
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EXHIBIT C
COMMENCEMENT DATE LETTER
.20
City of Evanston
2100 Ridge Avenue
Evanston, IL 60201
RE: Lease dated . 20_ ("Lease") by and between City of Evanston ("Landlord") and
Enterprise Leasing Company of Chicago, LLC a Delaware limited liability company ("Tenant')
respecting the premises located at 1800 Maple Avenue, Evanston, IL (the "Premises")
City of Evanston:
In accordance with the Lease, this letter is to confirm the following:
1. Possession of the above referenced Premises was delivered to Tenant on
20
2. The Commencement Date under the Lease is .20
3. Obligation to pay Rent or any other charge due under the Lease commenced on
, 20_
4. The Lease Term commenced on .20 and the Term shall expire on
. 20_ (unless extended or earlier terminated as provided in the Lease).
If you are in agreement with the above, please sign both of the enclosed copies where indicated and return
one fully executed original to me.
Please contact the undersigned if you have any questions or comments with regard to this confirmation
letter.
Very truly yours, AGREED AND CONSENTED TO THIS
DAY OF .20
City of Evanston Enterprise Leasing Company of Chicago, LLC
a Delaware limited liability company
By: By:
Name: Name:
Title: Title:
Date:
W@
EXHIBIT D
Third Party Scope of Work
SCOPE OF WORK TO INCLUDE, BUT NOT LIMITED TO:
• Remodel new office space located at 1802 Maple Ave address per agreed plans.
o Plans Attached as Exhibit B and current as of the date of this agreement.
o Office space shall contain a break room, Managers / Exotics office, and retail customer
lobby area.
o Current lobby area to be expanded 2-4' into current side office and storage area.
o All electrical, remodel, low voltage, paint, etc. work involved to be included.
• New bathroom to be constructed in garage storage area outside of new Enterprise Space with
door for access constructed inside of Enterprise space. Bathroom shall conform to current ADA
standards.
• Both parties recognize that Enterprise is keeping the current wash bay area they occupy today for
car washing purposes. This area has access through today's existing office space. Enterprise
will need to maintain access to this area... Construction on current Enterprise space by MedMen
will include a vestibule to allow access to the current garage bay space area. (this area is to
remain property of Enterprise).
• Current Signage must be removed and relocated on exterior of building to be over and in front of
new location. Current wall mounted Blade sign and current wall mounted box sign. —if box sign
will not fit in new location Enterprise will purchase a new box sign to be installed by Medmen
and old sign to still be removed by Medmen.
• Permitting for Enterprise signage at new location to be handled by Enterprise.
• All HVAC, Sprinkler, Fire Safety work to be completed as part of work
o New Heat / AC unit to be installed in garage to service space
o Additionally current baseboard heaters to be salvaged and reused in new location for
additional heat.
• New ceiling grid, tiles and LED fixtures installed as part of work
• Enterprise will provide carpet and bathroom tile to be installed as part of Medmen scope of work.
• Enterprise will provide paint codes for interior painting of facility.
• Interior doors of facility to be solid wood doors, black metal frames, (doors between office lobby,
manager office, break room and bathroom) Stain spec to be provided by Enterprise.
• Electricity in new space and in current wash bay to be separately metered
• Water in wash bay to be separately metered
• PLANS TO BE ATTACHED HERE ALSO'', See Exhibit E.
27
EXHIBIT E
Plans of new space to be completed by third party
TRAVEL DISTANCE: 49'4"
EXIT WIDTH:
36" > OCCUPANT LOAD (19) X 0.2"
36" > 3.8"
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