Initial Public Offering (IPO): Registration Statement (General Form) — Form S-1
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-1 Registration Statement (General Form) 78 466K
2: EX-3.1.1 Certificate of Incorporation 7 33K
3: EX-3.2.1 By-Laws of the Registrant 16 66K
4: EX-10.1.1 1996 Stock Option Plan 13 38K
5: EX-10.2.1 Lease Agreement Dated March 1, 1989 29 134K
6: EX-10.2.2 Lease Agreement Dated November 1, 1992 8± 30K
7: EX-10.2.3 Lease Agreement Dated January 3, 1991 39± 146K
8: EX-10.2.4 Lease Agreement Dated Dated December 1994 25 109K
9: EX-10.2.5 Lease Agreement Dated March 1993 11± 48K
10: EX-10.3.1 Revolving Loan & Security Agreement 46 142K
11: EX-22 List of Subsidiaries 1 5K
12: EX-23.2 Consent of Grant Thornton 1 7K
13: EX-27 ƒ Financial Data Schedule 1 10K
EX-10.2.5 — Lease Agreement Dated March 1993
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EXHIBIT 10.2.5
THIS LEASE, dated the day of June 1993
PARTIES
Between Leo M. Rutten and Alice J. Rutten, his wife of 4523 Ardmore Drive,
Bloomfield Hills, Michigan 48302 hereinafter referred to as the Landlord, and
Q.E.P. Co., Inc. of 9 Kay Fries Drive, Stony Point, New York 10980 (DBA
American Trowel and Float Co., Inc.)
PREMISES
hereinafter referred to as the Tenant,
WITNESSETH: That the Landlord hereby demises and leases unto the Tenant, and
the Tenant hereby hires and takes from the Landlord for the term and upon the
rentals hereinafter specified, the premises described as follows, situated in
the city of Pompano Beach County of Broward and State of Florida, and known and
designated as 2511 NE 4th Avenue, Pompano Beach Lot 2, East Coast Industrial
Center according to the plat thereof recorded in plat book 63 page 30 of the
public records of Broward County. (Property ID# 18244-2T-00200)
TERM
The term of this demise shall be for thirty-eight and one half (38 1/2)
months beginning July 15, 1993 and ending September 30, 1996.
RENT
The rent for the demised term shall be ($116,800.00), which shall
accrue at the yearly rate of $38,400, plus sales tax, the current rate of which
is 6%.
PAYMENT OF RENT
The said rent is to be payable monthly in advance on the first day of
each calendar month for the term hereof, in instalments as follows:
Three thousand two-hundred ($3,200.00) dollars per month, plus sales
tax; tenant's obligation to pay rent shall commence on September 15, 1993 and no
rent shall be payable for the period from July 15, 1993 through September 14,
1993. On September 15, 1993 the Tenant shall pay one half (1/2) months rent.
at the office of the Landlord first stated above or as may be otherwise
directed by the Landlord in writing.
THE ABOVE LETTING IS UPON THE FOLLOWING CONDITIONS:
PEACEFUL POSSESSION
First.--The Landlord covenants that the Tenant, on paying the said
rental and performing the covenants and conditions in this Lease contained,
shall and may peaceably and quietly have, hold and enjoy the demised premises
for the term aforesaid.
Second.--The Tenant covenants and agrees to use the demised premises as
an office and factory.
PURPOSE
and agrees not to use or permit the premises to be used for any other purpose
without the prior written consent of the Landlord endorsed hereon.
*written notice of such default is received
DEFAULT IN PAYMENT OF RENT
ABANDONMENT OF PREMISES
RE-ENTRY AND RELETTING BY LANDLORD
TENANT LIABLE FOR DEFICIENCY
LIEN OF LANDLORD TO SECURE
PERFORMANCE ATTORNEY'S FEES
Third.--The Tenant shall, without any previous demand therefor, pay to
the Landlord, or its agent, the said rent at the times and in the manner above
provided. In the event of the non-payment of said rent, or any instalment
thereof, at the times and in the manner above provided, and if the same shall
remain in default for ten days after * or if the Tenant shall be
dispossessed for non-payment of rent, or if the leased premises shall be
deserted or vacated, the Landlord or its agents shall have the right to and may
enter the said premises as the agent of the Tenant, either by force or
otherwise, without being liable for any prosecution or damages therefor, and
may relet the premises as the agent of the Tenant, and receive the rent
therefor, upon such terms as shall be satisfactory to the Landlord, and all
rights of the Tenant to repossess the premises under this lease shall be
forfeited. Such re-entry by the Landlord shall not operate to release the
Tenant from any rent to be paid or covenants to be performed hereunder during
the full term of this lease. For the purpose of reletting, the Landlord shall
be authorized to make such repairs or alterations in or to the leased premises
as may be necessary to place the same in good order and condition. The Tenant
shall be liable to the Landlord for the cost of such repairs or alterations,
and all expenses of such reletting. If the sum realized or to be realized from
the reletting is insufficient to satisfy the monthly or term rent provided in
this lease, the Landlord, at its option, may require the Tenant to pay such
deficiency month by month, or may hold the Tenant in advance for the entire
deficiency to be realized during the term of the reletting. The Tenant shall
not be entitled to any surplus accruing as a result of the reletting. The
Landlord is hereby granted a lien, in addition to any statutory lien or right
to distrain that may exist, on all personal property of the Tenant in or upon
the demised premises, to secure payment of the rent and performance of the
covenants and conditions of this lease. The Landlord shall have the right, as
agent of the Tenant, to take possession of any furniture, fixtures or other
personal property of the Tenant found in or about the premises, and sell the
same at public or private sale and to apply the proceeds thereof to the payment
of any monies becoming due under this lease, the Tenant hereby waiving the
benefit of all laws exempting property from execution, levy and sale on
distress or judgment. The Tenant agrees to pay, as additional rent, all
attorney's fees and other expenses incurred by the Landlord in enforcing any of
the obligations under this lease to the extent and in an amount that such
expenses are reasonable.
SUB-LETTING AND ASSIGNMENT
Fourth.--The Tenant shall not sub-let the demised premises nor any
portion thereof, nor shall this lease be assigned by the Tenant without the
prior written consent of the Landlord endorsed hereon. Landlord covenants not
to unreasonably withhold such consent.
CONDITION OF PREMISES, REPAIRS
Fifth.--The Tenant has examined the demised premises, and accepts them
in their present condition (except as otherwise expressly provided herein) and
without any representations on the part of the Landlord or its agents as to the
present or future condition of the said premises. The Tenant shall keep the
demised premises in good condition, and shall redecorate, paint and renovate
the said premises as may be necessary to keep them in repair and good
appearance. The Tenant shall quit and surrender the premises at the end of the
demised term in as good condition as the reasonable use thereof will permit.
The Tenant shall not make any alterations, additions, or improvements to said
premises without the
ALTERATIONS AND IMPROVEMENTS
SANITATION, INFLAMMABLE MATERIALS
SIDEWALKS
prior written consent of the Landlord.* All erections, alterations, additions
and improvements, whether temporary or permanent in character, which may be
made upon the premises either by the Landlord or the Tenant, except furniture
or movable trade fixtures installed at the expense of the Tenant, shall be the
property of the Landlord and shall remain upon and be surrendered with the
premises as a part thereof at the termination of this Lease, without
compensation to the Tenant. The Tenant further agrees to keep said premises and
all parts thereof in a clean and sanitary condition and free from trash,
inflammable material and other objectionable matter. If this lease covers
premises, all or a part of which are on the ground floor, the Tenant further
agrees to keep the sidewalks in front of such ground floor portion of the
demised premises clean and free of obstructions, snow and ice.
MECHANICS' LIENS
Sixth.--In the event that any mechanics' lien is filed against the
premises as a result of alterations, additions or improvements made by the
Tenant, the Landlord, at its option, after thirty days' notice to the Tenant,
may terminate this lease and may pay the said lien, without inquiring into the
validity thereof, and the Tenant shall forthwith reimburse the Landlord the
total expense incurred by the Landlord in discharging the said lien, as
additional rent hereunder.
GLASS
Seventh.--The Tenant agrees to replace at the Tenant's expense any and
all glass which may become broken in and on the demised premises. Plate glass
and mirrors, if any, shall be insured by the Tenant at their full insurable
value in a company satisfactory to the Landlord. Said policy shall be of the
full premium type, and shall be deposited with the Landlord or its agent.
LIABILITY OF LANDLORD
Eighth.--The Landlord shall not be responsible for the loss of or
damage to property, or injury to persons, occurring in or about the demised
premises, by reason of any existing or future condition, defect, matter or
thing in said demised premises or the property of which the premises are a
part, or for the acts, omissions or negligence of other persons or tenants in
and about the said property. The Tenant agrees to indemnify and save the
Landlord harmless from all claims and liability for losses of or damage to
property, or injuries to persons occurring in or about the demised premises.
See paragraph Thirtieth and Thirty-First.
SERVICES AND UTILITIES
Ninth.--Utilities and services furnished to the demised premises for
the benefit of the Tenant shall be provided and paid for by the Tenant:
The Landlord shall not be liable for any interruption or delay in any of the
above services for any reason.
RIGHT TO INSPECT AND EXHIBIT
Tenth.--The Landlord, or its agents, shall have the right to enter the
demised premises at reasonable hours in the day or night to examine the same,
or to run telephone or other wires, or to make such repairs, additions or
alterations as it shall deem necessary for the safety, preservation or
restoration of the improvements, or for the safety or convenience of the
occupants or users thereof (there being no obligation, however, on the part of
the Landlord to make any such repairs, additions or alterations), or to exhibit
the same to prospective purchasers and put upon the premises a suitable "For
Sale" sign. For three months prior to the expiration of the demised term, the
Landlord, or its agents, may similarly exhibit the premises to prospective
tenants, and may place the usual "To Let" signs thereon.
DAMAGE BY FIRE, EXPLOSION, THE ELEMENTS OR OTHERWISE
Eleventh.--In the event of the destruction of the demised premises or
the building containing the said premises by fire, explosion, the elements or
otherwise during the term hereby created, or previous thereto, or such partial
destruction thereof as to render the premises wholly untenantable or unfit for
occupancy, or should the demised premises be so badly injured that the same
cannot be repaired within ninety days from the happening of such injury, then
and in such case the term hereby created shall, at the option of the Landlord,
cease and become null and void from the date of such damage or destruction, and
the Tenant shall immediately surrender said premises and all the Tenant's
interest therein to the Landlord, and shall pay rent only to the time of such
surrender, in which event the Landlord may re-enter and re-possess the premises
thus discharged from this lease and may remove all parties therefrom. Should
the demised premises be rendered untenantable and unfit for occupancy, but yet
be repairable within ninety days from the happening of said injury, the
Landlord may enter and repair the same with reasonable speed, and the rent
shall not accrue after said injury or while repairs are being made, but shall
recommence immediately after said repairs shall be completed. But if the
premises shall be so slightly injured as not to be rendered untenantable and
unfit for occupancy, then the Landlord agrees to repair the same with
reasonable promptness and in that case the rent accrued and accruing shall not
cease or determine. The Tenant shall immediately notify the Landlord in case of
fire or other damage to the premises.
OBSERVATION OF LAWS, ORDINANCES, RULES AND REGULATIONS
Twelfth.--The Tenant agrees to observe and comply with all laws,
ordinances, rules and regulations of the Federal, State, County and Municipal
authorities applicable to the business to be conducted by the Tenant in the
demised premises. The Tenant agrees not to do or permit anything to be done in
said premises, or keep anything therein, which will increase the rate of fire
insurance premiums on the improvements or any part thereof, or on property kept
therein, or which will obstruct or interfere with the rights of other tenants,
or conflict with the regulations of the Fire Department or with any insurance
policy upon said improvements or any part thereof. In the event of any increase
in insurance premiums resulting from the Tenant's occupancy of the premises, or
from any act or omission on the part of the Tenant, the Tenant agrees to pay
said increase in insurance premiums on the improvements or contents thereof as
additional rent.
SIGNS
Thirteenth.--No sign, advertisement or notice shall be affixed to or
placed upon any part of the demised premises by the Tenant, except in such
manner, and of such size, design and color as shall be approved in advance in
writing by the Landlord, such approval not to be unreasonably withheld.
Landlord shall have the right to erect and maintain a sign on the roof.
SUBORDINATION TO MORTGAGES AND DEEDS OF TRUST
Fourteenth.--This lease is subject and is hereby subordinated to all
present and future mortgages, deeds of trust and other encumbrances affecting
the demised premises or the property of which said premises are a part. The
Tenant agrees to execute, at no expense to the Landlord, any instrument which
may be deemed necessary or desirable by the Landlord to further effect the
subordination of this lease to any such mortgage, deed of trust or encumbrance.
Intentionally Omitted
RULES AND REGULATIONS OF LANDLORD
Sixteenth.--The rules and regulations regarding the demised premises,
affixed to this lease, if any, as well as any other and further reasonable
rules and regulations which shall be made by the Landlord, shall be observed by
the Tenant and by the Tenant's employees, agents and customers. The Landlord
reserves the right to rescind any presently existing rules applicable to the
demised premises, and to make such other and further reasonable rules and
regulations as, in its judgment, may from time to time be desirable for the
safety, care and cleanliness of the premises, and for the preservation of good
order therein, which rules, when so made and notice thereof given to the
Tenant, shall have the same force and effect as if originally made a part of
this lease. Such other and further rules shall not, however, be inconsistent
with the proper and rightful enjoyment by the Tenant of the demised premises.
VIOLATION OF COVENANTS, FORFEITURE OF LEASE, RE-ENTRY BY LANDLORD
NON-WAIVER OF BREACH
Seventeenth.--In case of violation by the Tenant of any of the
covenants, agreements and conditions of this lease, or of the rules and
regulations now or hereafter to be reasonably established by the Landlord, and
upon failure to discontinue such violation within ten days after notice thereof
given to the Tenant, this lease shall thenceforth, at the option of the
Landlord, become null and void, and the Landlord may re-enter without further
notice or demand. The rent in such case shall become due, be apportioned and
paid on and up to the day of such re-entry, and the Tenant shall be liable for
all loss or damage resulting from such violation as aforesaid. No waiver by the
Landlord of any violation or breach of condition by the Tenant shall constitute
or be construed as a waiver of any other violation or breach of condition, nor
shall lapse of time after breach of condition by the Tenant before the Landlord
shall exercise its option under this paragraph operate to defeat the right of
the Landlord to declare this lease null and void and to re-enter upon the
demised premises after the said breach or violation.
[FIRST LINE OF THIS PAGE IS CUT OFF]
premises, shall be in writing. If the Landlord or its agent desires to give or
serve upon the Tenant any notice or demand, it shall be sufficient to send a
copy thereof by registered mail, addressed to the Tenant at the demised
premises, or to leave a coy thereof with a person of suitable age found on the
premises, or to post a copy thereof upon the door to said premises. Notices from
the Tenant to the Landlord shall be sent by registered mail or delivered to the
Landlord at the place hereinbefore designated for the payment of rent, or to
such party or place as the Landlord may from time to time designate in writing.
BANKRUPTCY, INSOLVENCY, ASSIGNMENT FOR BENEFIT OF CREDITORS
Nineteenth.--It is further agreed that if at any time during the term
of this lease the Tenant shall make any assignment for the benefit of
creditors, or be decreed insolvent or bankrupt according to law, or if a
receiver shall be appointed for the Tenant, then the Landlord may, at its
option, terminate this lease, exercise of such option to be evidenced by notice
to that effect served upon the assignee, receiver, trustee or other person in
charge of the liquidation of the property of the Tenant or the Tenant's estate,
but such termination shall not release or discharge any payment of rent payable
hereunder and then accrued, or any liability then accrued by reason of any
agreement or covenant herein contained on the part of the Tenant, or the
Tenant's legal representatives.
HOLDING OVER BY TENANT
Twentieth.--In the event that the Tenant shall remain in the demised
premises after the expiration of the term of this lease without having executed
a new written lease with the Landlord, such holding over shall not constitute a
renewal or extension of this lease. The Landlord may, at its option, elect to
treat the Tenant as one who has not removed at the end of his term, and
thereupon be entitled to all the remedies against the Tenant provided by law in
that situation, or the Landlord may elect, at its option, to construe such
holding over as a tenancy from month to month, subject to all the terms and
conditions of this lease, except as to duration thereof, and in that event the
Tenant shall pay monthly rent in advance at the rate provided herein as
effective during the last month of the demised term.
EMINENT DOMAIN, CONDEMNATION
Twenty-first.--If the property or any part thereof wherein the demised
premises are located shall be taken by public or quasi-public authority under
any power of eminent domain or condemnation, this lease, at the option of the
Landlord, shall forthwith terminate and the Tenant shall have no claim or
interest in or to any award of damages for such taking.
SECURITY
Twenty-second.--The Tenant has this day deposited with the Landlord the
sum of $3,200.00 as security for the full and faithful performance by the
Tenant of all the terms, covenants and conditions of this lease upon the
Tenant's part to be performed, which said sum shall be returned to the Tenant
after the time fixed as the expiration of the term herein, provided the Tenant
has fully and faithfully carried out all of said terms, covenants and
conditions on Tenant's part to be performed. In the event of a bona fide sale,
subject to this lease, the Landlord shall have the right to transfer the
security to the vendee for the benefit of the Tenant and the Landlord shall be
considered released by the Tenant from all liability for the return of such
security; and the Tenant agrees to look to the new Landlord solely for the
return of the said security, and it is agreed that this shall apply to every
transfer or assignment made of the security to a new Landlord. The security
deposited under this lease shall not be mortgaged, assigned or encumbered by
the Tenant without the written consent of the Landlord.
ARBITRATION
Twenty-third.--Any dispute, arising under this lease shall be settled by
arbitration. Then Landlord and Tenant shall each choose an arbitrator, and the
two arbitrators thus chosen shall select a third arbitrator. The findings and
award of the three arbitrators thus chosen shall be final and binding on the
parties hereto.
DELIVERY OF LEASE
Twenty-fourth.--No rights are to be conferred upon the Tenant until
this lease has been signed by the Landlord, and an executed copy of the lease
has been delivered to the Tenant.
LEASE PROVISIONS NOT EXCLUSIVE
Twenty-fifth.--The foregoing rights and remedies are not intended to be
exclusive but as additional to all rights, and remedies the Landlord would
otherwise have by law.
LEASE BINDING ON HEIRS, SUCCESSORS, ETC.
Twenty-sixth.--All of the terms, covenants and conditions of this lease
shall inure to the benefit of and be binding upon the respective heirs,
executors, administrators, successors and assigns of the parties hereto.
However, in the event of the death of the Tenant, if an individual, the
Landlord may, at its option, terminate this lease by notifying the executor or
administrator of the Tenant at the demised premises.
Twenty-seventh.--This lease and the obligation of Tenant to pay rent
hereunder and perform all of the other covenants and agreements hereunder on
part of Tenant to be performed shall in nowise be affected, impaired or excused
because Landlord is unable to supply or is delayed in supplying any service
expressly or impliedly to be supplied or is unable to make, or is delayed in
making any repairs, additions, alterations or decorations or is unable to
supply or is delayed in supplying any equipment or fixtures if Landlord is
prevented or delayed from so doing by reason of governmental preemption in
connection with the National Emergency declared by the President of the United
States or in connection with any rule, order or regulation of any department or
subdivision thereof of any governmental agency or by reason of the conditions
of supply and demand which have been or are affected by war.
Twenty-eighth.--This instrument may not be changed orally.
Continued on annexed rider
IN WITNESS WHEREOF, the said Parties have hereunto set their hands and
seals the day and year first above written.
Witness: /s/ LEO M. RUTTEN (SEAL)
-----------------------------
Leo M. Rutten
Landlord
/s/ FORREST N. REED By /s/ ALICE J. RUTTEN
------------------------------- --------------------------------
Forrest N. Reed Alice J. Rutten
QEP Co., Inc. DBA
/s/ RHONA WEINBERGER American Trowel and Float Co. Inc.(SEAL)
------------------------------- ----------------------------------
Rhona Weinberger Tenant
By /s/ PATRICK L. DAGGETT
----------------------------------
Patrick L. Daggett
Treasurer
RIDER TO LEASE BETWEEN
LEO M. RUTTEN AND ALICE J. RUTTEN, LANDLORD
and
Q.E.P. CO., INC., TENANT
Dated: June _, 1993
Twenty-ninth: In the event of any inconsistency between
provisions of this rider and the printed provisions contained in Paragraphs
"First" through "Twenty-Eighth", inclusive, of this lease, the provisions of
this rider shall control and shall supersede such inconsistent printed
provisions.
Thirtieth: Tenant shall indemnify and save harmless landlord
from and against all claim and damage whatsoever, caused to any person or to
the property of any person occurring during the term of this lease, in or about
the demised premises unless said claim is due solely to Landlord's negligence
without Tenant contributing thereto. Tenant likewise shall and will indemnify
and save harmless Landlord from and against all claims for damage of whatever
nature, arising from any accident, injury or damage occurring outside of the
demised premises, but within the premises of which the demised premises are a
part, where such accident, damage or injury results from any action or omission
on the part of Tenant or Tenant's contractors, licensees, agents servants or
employees. Tenant shall and will, on written demand, repay to Landlord, as
additional rent, any amount that Landlord may be obligated to pay for such
damage and the cost and expense of any action or legal proceedings brought
against the Landlord by reason of or in respect to any claim for such damages,
including but not limited to, reasonable attorneys' fees expended in connection
therewith. Tenant shall be informed by Landlord of any and all claims
hereinabove referred to, and Tenant shall have the right to defend such claims
at Tenant's cost and expense.
Thirty-first: Tenant covenants and agrees that prior to taking
possession of the demised premises, Tenant shall immediately secure, and
thereafter maintain in full force, during the term hereof, at its own cost and
expense, plate glass insurance, comprehensive general personal injury and
property damage liability insurance against claims for bodily injury, death and
property damage, such insurance to afford minimum protection during the term of
this lease, of not less than $1,000,000 in respect of bodily injury or death to
any one person and of not less than $1,000,000 in respect of any one occurrence
or accident and of not less than $1,000,000 for property damage. Such insurance
policy shall name Landlord (and such other persons, firms or corporations as are
designated by Landlord), and Tenant as insured. Such policy shall insure against
all costs, expenses and/or liability arising out of or based upon any and all
claims, accidents, injuries and damages whatsoever caused to any person or
property wherein such accident, damage or injury resulted from any act or
omission on the part of
the Tenant of Tenant's contractors, licensees, agents, invitee, visitors,
servants or employees, on or about the demised premises, or the building of
which the demised premises are a part, including the sidewalks and areas
adjacent thereto. Each such policy shall be issued by a company licensed to do
business in the State of Florida, shall be non-cancellable with respect to
Landlord and Landlord's agents and designees without ten (10) days' prior
written notice to Landlord and Landlord's agents and designees, and a duplicate
original thereof shall be delivered to Landlord. Any policy which does not name
Landlord as an insured shall contain an express waiver of any right of
subrogation against Landlord. If during the term of the lease, higher limits of
insurance than those mentioned therein shall be appropriate, customary and
generally required for like premises utilized for similar purposes, then upon
written request by Landlord, Tenant will obtain and maintain such insurance
with such higher limits.
Thirty-second: Tenant covenants and agrees that except for
structural repairs (including walls, foundation and roof) which remain the
obligation of the Landlord, it will, during the term of this lease, and at its
own cost and expense, make all necessary repairs to keep the premises and
fixtures in the demised premises in good order and condition, and to surrender
said premises and fixtures therein at the end of the term of this lease in good
condition, except for necessary structural repairs and normal business use, fit
for immediate occupancy and use by the Landlord for the general purposes of
which the demised premises are fitted. On Tenant's failure to maintain the
premises as agreed hereunder, Landlord after giving Tenant ten (10) days'
notice thereof in writing may itself make such repairs, and the reasonable
amount expended by it therefor are hereby declared to be rent to be paid with
the installments of rent provided for in this lease, next becoming due. The
voluntary making by Landlord of a repair other than that of a structural
nature, shall not be deemed a waiver by the Landlord of the obligation of the
Tenant to make such general repairs.
Notwithstanding the foregoing, the trade fixtures installed by
Tenant shall remain the property of the Tenant and shall be removed by Tenant,
at its own cost and expense, upon the expiration of the term hereof or any
extension or renewal thereof. Upon the expiration of the term of any extension
or renewal thereof Tenant agrees, at its own cost and expense, in the event
that it has made any alterations to the premises, to restore the same to their
original condition as of the commencement hereof.
Thirty-third: Wherever in this contract it shall be required
or permitted that notice or demand be given or served by either party to or on
the other, such notice or demand shall be deemed duly given or served if, and
shall not be deemed duly given or served unless, in writing, and delivered in
person to the party to whom it is directed or to the attorney or a member or
associate
of the firm of attorneys representing such party or mailed by registered or
certified mail addressed as follows:
TO THE LANDL0RD: LEO M. RUTTEN and
ALICE J. RUTTEN
4523 Ardmore Drive
Bloomfield Hills, MI 48302
TO THE TENANT: MINTZ & FRAADE, P.C.
488 Madison Avenue
New York, New York 10022
Attention: FREDERICK M. MINTZ, ESQ.
Q.E.P. CO., INC
9 Kay Fries Drives
Stoney Point, NY 10980
Thirty-fourth: Tenant shall have the option to renew this
lease for an additional term of three (3) years, upon the same terms and
conditions as set forth herein. The annual rent which the Tenant shall pay
during such additional term will equal to $38,400.00 times a fraction, the
numerator of which shall be the Federal Consumer Price Index for June 30, 1996,
and the denominator of which shall be the FCPI for June 30, 1993. For example,
if the FCPI on June 30, 1996 is 120, and if the FCPI on June 30, 1993 is
100.00, the fixed minimum annual rent during the renewal term will be $38,400 x
120/100, or $46,080, plus sales tax.
In order to exercise this option to renew this lease, Tenant
shall notify the Landlord, of its election to exercise said option no later
than May 31, 1996. In the event that the Tenant shall fail to exercise this
option in the manner and within the time prescribed, then this option shall be
deemed null and void, and this lease shall terminate at the time hereinabove
provided.
Thirty-fifth: If the premises adjacent to the north side of
the demised premises, and known as 2521 N.E. 4th Avenue, Pompano Beach, Florida
(Lot 3, East Coast Industrial Center) which is presently leased under a lease
expiring on April 1, 1994, shall become available during the term of this
lease, commencing April 1, 1994 Tenant shall have the option and right of first
refusal to rent said adjacent premises upon the same terms and conditions as
are contained in this lease for these demised premises. Landlord shall give
Tenant at least ten (10) business days notice as to the terms and conditions of
the proposed lease and Tenant shall notify Landlord within each ten (10)
business days after receipt of such notice if it wishes to exercise this right
of first refusal. Upon such exercise, the additional premises should become
subject to the terms and conditions and be included in this lease. If the
Tenant fails to exercise such right of first refusal within said time period,
the right shall be cancelled.
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Thirty-sixth: In the event of a contemplated sale of the demised
premises during the lease term, Landlord shall give to the Tenant at least ten
(10) business days written notice before entering into any contract of sale.
Within ten (10) business days after receipt of such notice, Tenant shall have
the right to purchase the premises at the price of $350,000, adjusted for cost
of living increases in accordance with the formula set forth in Paragraph
Thirty-fourth hereof. The Closing of such sale should occur within sixty (60)
days of landlords' receipt of such notice. If the Tenant fails to exercise such
option within said time period, the landlord shall have the right to proceed
with such sale. If such Sale does not take place within ninety (90) days of
Tenant receiving notice thereof, landlord shall be obligated to give the Tenant
subsequent notice of its right to exercise its purchase option prior to selling
the premises.
Dates Referenced Herein
| Referenced-On Page |
|---|
| This ‘S-1’ Filing | | Date | | First | | Last | | | Other Filings |
|---|
| |  |
| | 9/30/96 | | 1 | | | | | None on these Dates |
| Filed on: | | 7/2/96 |
| | 6/30/96 | | 6 |
| | 5/31/96 | | 6 |
| | 4/1/94 | | 6 |
| | 9/15/93 | | 1 |
| | 9/14/93 | | 1 |
| | 7/15/93 | | 1 |
| | 6/30/93 | | 6 |
| List all Filings |
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Filing Submission 0000950134-96-003323 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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