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Ronnybrook Farm Dairy Inc – ‘SB-2’ on 2/26/98 – EX-10.6

As of:  Thursday, 2/26/98   ·   Accession #:  1005477-98-555   ·   File #:  333-46947

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/26/98  Ronnybrook Farm Dairy Inc         SB-2                  17:517K                                   CT EDGAR123/FA

Registration of Securities by a Small-Business Issuer   —   Form SB-2
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SB-2        Registration of Securities by a Small-Business        76    364K 
                          Issuer                                                 
 2: EX-1.1      Underwriting Agreement                                48    205K 
 3: EX-3.1      Restated Certificate of Incorpoation                   5     21K 
 4: EX-3.2      By-Laws of the Company                                 9     43K 
 5: EX-4.2      Warrant Agreement                                     21     74K 
 6: EX-5.1      Correspondence                                         1      9K 
 7: EX-10.1     Stock Option Plan                                      9     41K 
15: EX-10.10    Letter of Intent                                       1      8K 
 8: EX-10.2     Employment Agreement                                   6     22K 
 9: EX-10.3     Employment Agreement                                   6     22K 
10: EX-10.4     Employment Agreement                                   6     22K 
11: EX-10.5     Material Contract                                      2     11K 
12: EX-10.6     Lease Agreement                                        3     14K 
13: EX-10.8     Exclusive Output Agreement                             3     13K 
14: EX-10.9     Promissory Note                                        2     11K 
16: EX-11.1     Supplemental Net Loss Per Share Computation            1      8K 
17: EX-23.1     Consent of Independent Public Accountants              1      8K 


EX-10.6   —   Lease Agreement

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LEASE AGREEMENT The parties agree as follows: Date of this Lease: January 1, 1998 Parties to this Lease and Addresses: Landlord: Prospect Hill Associates Address: c/o Ronald Osofsky Route 82 Pine Plains, New York 12567 You, the Tenant: Ronnybrook Farm Dairy, Inc. Prospect Hill, Ancramdale, New York 12502 1. Term: The term of this lease shall be ten years, beginning January 1, 1998 and ending December 31, 2008 (the "Term"). Such term shall be renewable, at the Tenant's election, for two additional 10-year terms (each a "Renewal Term"). 2. Premises Rented: Building known as the dairy of the former DeLaval Research Farm on Prospect Hill Road, Ancramdale, New York, including office space, manufacturing plant, storage facilities, bathrooms and utility room all as more particularly described on a sketch attached hereto and made a part hereof as Exhibit "A". Tenant shall be entitled to make improvements on the premises at its expense and will be responsible for maintaining the premises and al improvements thereon. 3. Rent: The yearly rent during the Term and any Renewal Term of this lease is as follows: 1998.................................. $20,000 1999.................................. $35,000 2000.................................. $50,000 2001 through 2008 and for each year during any Renewal Term...................... $65,000 You, the Tenant, will pay 1/12th of the applicable yearly rent to the Landlord on the first day of the Term hereof and on the first day of each and every month thereafter of the Term and any Renewal Term. The parties agree that the yearly rent may be
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adjusted upward by a percentage which is equal to any percentage increase of the U.S. Consumer Price Index. 4. Agreement to lease and pay rent: Landlord leases the Premises to you, the Tenant, for the Term. You, the Tenant, agree to pay the Rent and other charges as required in the Lease. You, the Tenant, agree to do everything required of you in the Lease. 5. Default: If you, the Tenant, fail to pay the Rent, or any part of the Rent when it becomes due, the Landlord may sue you for it, or re-enter the Premises, or use any legal remedy. 6. Taxes, Utilities and Maintenance: The Landlord agrees to pay all real estate taxes to be assessed on the Premises during the Term (except for 1998 which shall be paid by the Tenant) and any Renewal Term. The Tenant agrees to pay all utilities used in connection with their use of the property. Tenant shall be responsible for the maintenance of the buildings including general repairs, painting of the structure as well as maintenance of the heating system and plumbing fixtures. 7. End of the Term: You, the Tenant, agree that, at the end of the Term or any Renewal Term, as the case may be, you will surrender the Premises in as good condition as now, except for ordinary wear and damage by the elements. 8. Successors: Unless otherwise stated, the Lease is binding on all parties who lawfully succeed to the rights or take the place of the Landlord or you, the Tenant. 9. Changes: This Lease can be changed only by an agreement in writing signed by the parties to the Lease. 2
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10. Quiet Enjoyment: Landlord agrees that if you, the Tenant, pay the rent and are not in default under this Lease, you, the Tenant, may peaceably and quietly have, hold and enjoy the premises for the Term and any Renewal Term of this Lease. 11. Insurance: Tenant agrees to maintain appropriate insurance: a. covering potential loss of its personal property, and b. liability insurance in such amounts as the Landlord may require. 12. Termination: This Lease may be terminated earlier than as set forth by the Tenant, upon sixty days notice, in writing, to the Landlord. Signatures: The parties have signed this Lease as of the date at the top of the first page. LANDLORD PROSPECT HILL ASSOCIATES, a Partnership By: /s/ R. Sidney Osofsky -------------------------- R. Sidney Osofsky, General Partner TENANT RONNYBROOK FARM DAIRY, INC. By: /s/ Richard A. Osofsky -------------------------- Richard A. Osofsky, President WITNESS: ---------------------------- 3

Dates Referenced Herein

Referenced-On Page
This ‘SB-2’ Filing    Date First  Last      Other Filings
12/31/081None on these Dates
Filed on:2/26/98
1/1/981
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Filing Submission 0001005477-98-000555   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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