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Lease Agreement [Amendment No. 3]
Lease Agreement [Amendment No. 3] (11K)
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AMENDMENT NO. 3
to
LEASE AGREEMENT
This AMENDMENT NO. 3, dated as of June 1, 2003, to Lease Agreement, dated
as of December 1, 1985, between TUCSON ELECTRIC POWER COMPANY, an Arizona
corporation ("TEP"), and SAN CARLOS RESOURCES INC., an Arizona corporation ("San
Carlos"), jointly and severally as Lessee (such term and all other capitalized
terms used herein without definition having the meanings provided in Section 1
hereof), and WILMINGTON TRUST COMPANY, a Delaware corporation, and WILLIAM J.
WADE (not in their respective individual capacities but solely as Owner Trustee
and Cotrustee, respectively, under the Trust Agreement between such parties and
Philip Morris Capital Corporation, as Owner Participant), as Lessor (this
"Lease Amendment"),
W I T N E S S E T H
WHEREAS, the Lessee and the Lessor have heretofore entered into a Lease
Agreement, dated as of December 1, 1985, as duly recorded in the office of the
County Recorder of Apache County, Arizona on January 8, 1986, in Docket 499 at
Pages 50-184, as supplemented by a Lease Supplement dated December 31, 1985, as
duly recorded in the aforesaid office in Docket 499 at Pages 453-470, as amended
by Amendment No. 1 to Lease Agreement, dated as of December 15, 1992, duly
recorded in the aforesaid office in Docket 700 at Pages 318-344, and as amended
by Amendment No. 2 to Lease Agreement, dated as of December 1, 1999, duly
recorded in the aforesaid office in Docket 969 at Pages 1-10, providing for the
lease by the Lessor to the Lessee of the Leased Assets (such Lease Agreement, as
so supplemented and amended and as further amended, modified or supplemented
from time to time in accordance with the provisions thereof, being hereinafter
referred to as the "Lease"),
WHEREAS, the Lessee and the Lessor have agreed pursuant to a Refunding
Agreement, dated as of June 1, 2003 (as amended, modified or supplemented from
time to time in accordance with the provisions thereof, the "Refunding
Agreement"), with the Owner Participant, the Loan Participants named therein,
the Indenture Trustee and certain other parties to participate in refinancing
the outstanding Secured Notes on the Refunding Date (as defined in the Refunding
Agreement),
WHEREAS, the Lessee and Lessor have agreed to amend the Lease as
contemplated herein so as to effectuate such refinancing,
WHEREAS, Section 31(b) of the Lease provides, among other things, that
until the Lessee has received notice from the Indenture Trustee that the Lien of
the Indenture on the Trust Indenture Estate has been released, no term of the
Lease shall be amended without the consent of the Indenture Trustee, and
{PAGE}
WHEREAS, pursuant to Section 15.1 of the Indenture, the Indenture Trustee
has, at the direction and with the consent of each holder of a Secured Note,
consented, by executing and delivering the Refunding Agreement, to the
amendments to the Lease set forth in this Lease Amendment,
NOW THEREFORE, in consideration of the premises and of such other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
Section 1. Definitions.
(a) General Definitions. Except as otherwise expressly provided herein
or unless the context otherwise requires, capitalized terms used herein shall
have the meanings set forth in Section 1 of the Lease.
(b) Additional Definitions. Section 1 of the Lease is hereby amended by
adding the following definitions thereto:
"Series 4 Notes" shall have the meaning specified in the Indenture.
(c) Deleted Definitions. The definition of Series 3 Notes is hereby
deleted in its entirety.
(d) Special Event of Loss. Clause (iii) of the definition of "Special
Event of Loss" in Section 1 of the Lease is hereby amended in its entirety to
read as follows:
(iii) (a) any of the Series 4 Notes are outstanding after July 1,
2006 unless subclause (b) of this clause (iii) shall apply, or (b)
upon any date occurring prior to July 1, 2006 which shall have been
agreed to by the Lessee and the Owner Participant; or
Section 2. Sublease. Clause (ii)(B)(1) of the proviso to Section 13(a) of
the Lease is hereby amended to delete the words "Series 3 Notes" and to
substitute the words "Series 4 Notes" in lieu thereof.
Section 3. Counterpart Execution. This Lease Amendment may be executed by
the parties hereto in separate counterparts, each of which when so executed and
delivered shall be deemed an original, but all such counterparts shall together
263286
|
Tucson Electric
As referenced in this Lease Agreement [Amendment No. 3]:
TUCSON ELECTRIC POWER CO – to
LEASE AGREEMENT
This AMENDMENT NO. 3, dated as of June 1, 2003, to Lease Agreement, dated
as of December 1, 1985, between TUCSON ELECTRIC POWER CO MPANY, an Arizona
corporation ("TEP"), and SAN CARLOS RESOURCES INC., an Arizona corporation ("San
Carlos"), jointly and severally as Lessee (such term and
_____________
TUCSON ELECTRIC POWER CO – seals
to be hereunto affixed and attested by their respective officers thereunto duly
authorized as of the day and year first above written.
TUCSON ELECTRIC POWER CO MPANY,
as Lessee
By: _________________________
Name:
Title:
[seal]
Attest:
____________________
Assistant Secretary
SAN CARLOS RESOURCES INC.
as Lessee
By: _________________________
Name:
Title:
[seal]
_____________
TUCSON ELECTRIC POWER CO – OF ARIZONA )
) ss.:
COUNTY OF PIMA )
The foregoing instrument was acknowledged before me this ____ day of June,
2003, by _________________, _________________ of TUCSON ELECTRIC POWER CO MPANY,
an Arizona corporation, on behalf of said corporation.
_______________________
Notary Public
My Commission Expires:
_____________________
STATE OF ARIZONA )
) ss.:
COUNTY OF PIMA )
_____________
dt 170079
;
 BNY
As referenced in this Lease Agreement [Amendment No. 3]:
BANK OF NEW YORK, – of this original counterpart of the foregoing Amendment No. 3 to
Lease Agreement is hereby acknowledged on this day of June, 2003.
THE BANK OF NEW YORK,
as Indenture Trustee
By:__________________________
Name:
Title:
6
{PAGE}
ACKNOWLEDGEMENTS TO LEASE AMENDMENT
STATE OF ARIZONA )
) ss.:
COUNTY OF PIMA )
The foregoing
_____________
dt 168793
;
|
Wilmington Trust
As referenced in this Lease Agreement [Amendment No. 3]:
WILMINGTON TRUST CO – severally as Lessee (such term and all other capitalized
terms used herein without definition having the meanings provided in Section 1
hereof), and WILMINGTON TRUST CO MPANY, a Delaware corporation, and WILLIAM J.
WADE (not in their respective individual capacities but solely as Owner Trustee
and Cotrustee, respectively, under
_____________
WILMINGTON TRUST CO – Title:
[seal]
Attest:
____________________
Assistant Secretary
SAN CARLOS RESOURCES INC.
as Lessee
By: _________________________
Name:
Title:
[seal]
Attest:
____________________
Assistant Secretary
4
{PAGE}
WILMINGTON TRUST CO MPANY,
not in its individual capacity but
solely as Owner Trustee under the
Trust Agreement, as Lessor
By: _________________________
Name:
Title:
[seal]
Attest:
_____________
WILMINGTON TRUST CO – DELAWARE )
) ss.:
COUNTY OF NEW CASTLE )
The foregoing instrument was acknowledged before me this _____ day of June,
2003, by __________________, __________________ of WILMINGTON TRUST CO MPANY, a
Delaware banking corporation, on behalf of said corporation.
_______________________
Notary Public
My Commission Expires:
_____________________
STATE OF DELAWARE )
) ss.:
COUNTY OF
_____________
dt 162518
|
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Lease Agreement
Lease Agreement (11K)
Doc #319334: Click preview link for longer preview.
319334
| |
BNY
As referenced in this Lease Agreement:
BANK OF NEW YORK, – of this original counterpart of the foregoing Amendment No. 3 to
Lease Agreement is hereby acknowledged on this day of June, 2003.
THE BANK OF NEW YORK,
as Indenture Trustee
By:__________________________
Name:
Title:
6
{PAGE}
ACKNOWLEDGEMENTS TO LEASE AMENDMENT
STATE OF ARIZONA )
) ss.:
COUNTY OF PIMA )
The foregoing
_____________
dt 574136
|
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Lease Agreement
Lease Agreement (11K)
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319335
|
BNY
As referenced in this Lease Agreement:
BANK OF NEW YORK, – of this original counterpart of the foregoing Amendment No. 3 to
Lease Agreement is hereby acknowledged on this day of June, 2003.
THE BANK OF NEW YORK,
as Indenture Trustee
By:__________________________
Name:
Title:
6
{PAGE}
ACKNOWLEDGEMENTS TO LEASE AMENDMENT
STATE OF ARIZONA )
) ss.:
COUNTY OF PIMA )
The foregoing
_____________
dt 574137
;
|
IBM Credit
As referenced in this Lease Agreement:
IBM Credit LLC – WADE (not in their respective individual capacities but solely as Owner Trustee
and Cotrustee, respectively, under the Trust Agreement between such parties and
IBM Credit LLC (formerly known as IBM Credit Financing Corporation), as Owner
Participant), as Lessor (this "Lease Amendment"),
W I T N E S S
_____________
dt 486205
|
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| 2003 |
Lease Agreement
Lease Agreement (11K)
Doc #319336: Click preview link for longer preview.
319336
| |
BNY
As referenced in this Lease Agreement:
BANK OF NEW YORK, – of this original counterpart of the foregoing Amendment No. 3 to
Lease Agreement is hereby acknowledged on this day of June, 2003.
THE BANK OF NEW YORK,
as Indenture Trustee
By:__________________________
Name:
Title:
6
{PAGE}
ACKNOWLEDGEMENTS TO LEASE AMENDMENT
STATE OF ARIZONA )
) ss.:
COUNTY OF PIMA )
The foregoing
_____________
dt 574139
|
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Building Lease
Building Lease (114K)
Doc #1695900: Click preview link for longer preview.
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for reference purposes only,
September 21, 1998, is made by and between Bernie Huberman and Dan Rosenthal
("LESSOR") and Southern California Logo, Inc., a California Corporation
("LESSEE"), . . .
1695900
|
AIREA
As referenced in this Building Lease:
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
– DOCUMENT>
<TYPE>EX-10
<SEQUENCE>6
<FILENAME>exhibit_3-5.txt
<DESCRIPTION>BUILDING LEASE
<TEXT>
EXHIBIT 3.5
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for
_____________
American Industrial Real Estate Association, – Party (the "REQUESTING PARTY") execute,
acknowledge and deliver to the Requesting Party a statement in writing in form
similar to the then most current "ESTOPPEL CERTIFICATE" form published by the
American Industrial Real Estate Association, plus such additional information,
confirmation and/or statements as may be reasonably requested by the Requesting
Party.
(b) If the Responding Party shall fail to execute or deliver the
_____________
American Industrial Real Estate
Association, – within ten (10) business days following such
request.
37. GUARANTOR.
37.1 EXECUTION. The Guarantors, if any, shall each execute a guaranty in
the form most recently published by the American Industrial Real Estate
Association, and each such Guarantor shall have the same obligations as Lessee
under this Lease.
37.2 DEFAULT. It shall constitute a Default of the Lessee if any Guarantor
fails
_____________
AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION – OF THIS LEASE ARE COMMERCIALLY REASONABLE
AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE
PREMISES.
ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY,
LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT
RELATES. THE PARTIES ARE URGED TO:
1.
_____________
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, – NOTE: These forms are often modified to meet the changing requirements of law
and industry needs. Always write or call to make sure you are utilizing the most
current form: AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, 700 So. Flower
Street, Suite 600, Los Angeles, California 90017. (213) 687-8777. Fax No. (213)
687-8616
30
<PAGE>
</TEXT>
</DOCUMENT>
_____________
dt 1362347
;
| |
Preview
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| 2004 |
Building Lease
Building Lease (114K)
Doc #1695914: Click preview link for longer preview.
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for reference purposes only,
September 21, 1998, is made by and between Bernie Huberman and Dan Rosenthal
("LESSOR") and Southern California Logo, Inc., a California Corporation
("LESSEE"), . . .
1695914
|
AIREA
As referenced in this Building Lease:
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
– DOCUMENT>
<TYPE>EX-99
<SEQUENCE>6
<FILENAME>exhibit_3-5.txt
<DESCRIPTION>BUILDING LEASE
<TEXT>
EXHIBIT 3.5
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for
_____________
American Industrial Real Estate Association, – Party (the "REQUESTING PARTY") execute,
acknowledge and deliver to the Requesting Party a statement in writing in form
similar to the then most current "ESTOPPEL CERTIFICATE" form published by the
American Industrial Real Estate Association, plus such additional information,
confirmation and/or statements as may be reasonably requested by the Requesting
Party.
(b) If the Responding Party shall fail to execute or deliver the
_____________
American Industrial Real Estate
Association, – within ten (10) business days following such
request.
37. GUARANTOR.
37.1 EXECUTION. The Guarantors, if any, shall each execute a guaranty in
the form most recently published by the American Industrial Real Estate
Association, and each such Guarantor shall have the same obligations as Lessee
under this Lease.
37.2 DEFAULT. It shall constitute a Default of the Lessee if any Guarantor
fails
_____________
AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION – OF THIS LEASE ARE COMMERCIALLY REASONABLE
AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE
PREMISES.
ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY,
LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT
RELATES. THE PARTIES ARE URGED TO:
1.
_____________
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, – NOTE: These forms are often modified to meet the changing requirements of law
and industry needs. Always write or call to make sure you are utilizing the most
current form: AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, 700 So. Flower
Street, Suite 600, Los Angeles, California 90017. (213) 687-8777. Fax No. (213)
687-8616
30
<PAGE>
</TEXT>
</DOCUMENT>
_____________
dt 1362348
;
| |
Preview
Full Doc
| 2004 |
Building Lease
Building Lease (114K)
Doc #1695935: Click preview link for longer preview.
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for reference purposes only,
September 21, 1998, is made by and between Bernie Huberman and Dan Rosenthal
("LESSOR") and Southern California Logo, Inc., a California Corporation
("LESSEE"), . . .
1695935
|
AIREA
As referenced in this Building Lease:
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
– lt;DOCUMENT>
<TYPE>EX-99
<SEQUENCE>6
<FILENAME>lease.txt
<DESCRIPTION>BUILDING LEASE
<TEXT>
EXHIBIT 3.5
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for
_____________
American Industrial Real Estate Association, – Party (the "REQUESTING PARTY") execute,
acknowledge and deliver to the Requesting Party a statement in writing in form
similar to the then most current "ESTOPPEL CERTIFICATE" form published by the
American Industrial Real Estate Association, plus such additional information,
confirmation and/or statements as may be reasonably requested by the Requesting
Party.
(b) If the Responding Party shall fail to execute or deliver the
_____________
American Industrial Real Estate
Association, – within ten (10) business days following such
request.
37. GUARANTOR.
37.1 EXECUTION. The Guarantors, if any, shall each execute a guaranty in
the form most recently published by the American Industrial Real Estate
Association, and each such Guarantor shall have the same obligations as Lessee
under this Lease.
37.2 DEFAULT. It shall constitute a Default of the Lessee if any Guarantor
fails
_____________
AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION – OF THIS LEASE ARE COMMERCIALLY REASONABLE
AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE
PREMISES.
ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY,
LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT
RELATES. THE PARTIES ARE URGED TO:
1.
_____________
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, – NOTE: These forms are often modified to meet the changing requirements of law
and industry needs. Always write or call to make sure you are utilizing the most
current form: AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, 700 So. Flower
Street, Suite 600, Los Angeles, California 90017. (213) 687-8777. Fax No. (213)
687-8616
30
<PAGE>
</TEXT>
</DOCUMENT>
_____________
dt 1362349
;
| |
Preview
Full Doc
| 2004 |
Building Lease
Building Lease (113K)
Doc #1695949: Click preview link for longer preview.
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for reference purposes only,
September 21, 1998, is made by and between Bernie Huberman and Dan Rosenthal
("LESSOR") and Southern California Logo, Inc., a California Corporation
(" . . .
1695949
|
AIREA
As referenced in this Building Lease:
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
– gt;EX-99
<SEQUENCE>6
<FILENAME>exhibit3_5.txt
<DESCRIPTION>SEW CAL EXHIBIT 3.5 BUILDING LEASE
<TEXT>
EXHIBIT 3.5
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for
_____________
American Industrial Real Estate Association, – Party (the "REQUESTING PARTY") execute,
acknowledge and deliver to the Requesting Party a statement in writing in
form similar to the then most current "ESTOPPEL CERTIFICATE" form published
by the American Industrial Real Estate Association, plus such additional
information, confirmation and/or statements as may be reasonably requested
by the Requesting Party.
21
<PAGE>
EXHIBIT 3.5 - continued
(b) If the Responding
_____________
American Industrial Real Estate
Association, – within ten (10) business days following such request.
37. GUARANTOR.
37.1 EXECUTION. The Guarantors, if any, shall each execute a guaranty in
the form most recently published by the American Industrial Real Estate
Association, and each such Guarantor shall have the same obligations as Lessee
under this Lease.
37.2 DEFAULT. It shall constitute a Default of the Lessee if any Guarantor
fails
_____________
AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION – OF THIS LEASE ARE COMMERCIALLY REASONABLE
AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE
PREMISES.
ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY,
LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT
RELATES. THE PARTIES ARE URGED TO:
1.
_____________
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, – NOTE: These forms are often modified to meet the changing requirements of law
and industry needs. Always write or call to make sure you are utilizing the most
current form: AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, 700 So. Flower
Street, Suite 600, Los Angeles, California 90017. (213) 687-8777. Fax No. (213)
687-8616
29
<PAGE>
</TEXT>
</DOCUMENT>
_____________
dt 1362350
;
| |
Preview
Full Doc
| 2004 |
Building Lease
Building Lease (114K)
Doc #1695962: Click preview link for longer preview.
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for reference purposes only,
September 21, 1998, is made by and between Bernie Huberman and Dan Rosenthal
("LESSOR") and Southern California Logo, Inc., a California Corporation
("LESSEE"), . . .
1695962
|
AIREA
As referenced in this Building Lease:
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
– lt;TYPE>EX-99
<SEQUENCE>7
<FILENAME>lease.txt
<DESCRIPTION>EXHIBIT 3.5 BUILDING LEASE
<TEXT>
EXHIBIT 3.5
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for
_____________
American Industrial Real Estate Association, – Party (the "REQUESTING PARTY") execute,
acknowledge and deliver to the Requesting Party a statement in writing in form
similar to the then most current "ESTOPPEL CERTIFICATE" form published by the
American Industrial Real Estate Association, plus such additional information,
confirmation and/or statements as may be reasonably requested by the Requesting
Party.
(b) If the Responding Party shall fail to execute or deliver the
_____________
American Industrial Real Estate
Association, – within ten (10) business days following such
request.
37. GUARANTOR.
37.1 EXECUTION. The Guarantors, if any, shall each execute a guaranty in
the form most recently published by the American Industrial Real Estate
Association, and each such Guarantor shall have the same obligations as Lessee
under this Lease.
37.2 DEFAULT. It shall constitute a Default of the Lessee if any Guarantor
fails
_____________
AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION – OF THIS LEASE ARE COMMERCIALLY REASONABLE
AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE
PREMISES.
ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY,
LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT
RELATES. THE PARTIES ARE URGED TO:
1.
_____________
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, – NOTE: These forms are often modified to meet the changing requirements of law
and industry needs. Always write or call to make sure you are utilizing the most
current form: AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, 700 So. Flower
Street, Suite 600, Los Angeles, California 90017. (213) 687-8777. Fax No. (213)
687-8616
30
<PAGE>
</TEXT>
</DOCUMENT>
_____________
dt 1362351
;
| |
Preview
Full Doc
| 2004 |
Building Lease
Building Lease (114K)
Doc #1695977: Click preview link for longer preview.
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for reference purposes only,
September 21, 1998, is made by and between Bernie Huberman and Dan Rosenthal
("LESSOR") and Southern California Logo, Inc., a California Corporation
("LESSEE"), . . .
1695977
|
AIREA
As referenced in this Building Lease:
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
– lt;TYPE>EX-99
<SEQUENCE>7
<FILENAME>building_lease.txt
<DESCRIPTION>EXHIBIT 3.5 BUILDING LEASE
<TEXT>
EXHIBIT 3.5
Building Lease
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS
(DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)
1. BASIC PROVISIONS ("BASIC PROVISIONS").
1.1 PARTIES: This Lease ("LEASE"), dated for
_____________
American Industrial Real Estate Association, – Party (the "REQUESTING PARTY") execute,
acknowledge and deliver to the Requesting Party a statement in writing in form
similar to the then most current "ESTOPPEL CERTIFICATE" form published by the
American Industrial Real Estate Association, plus such additional information,
confirmation and/or statements as may be reasonably requested by the Requesting
Party.
(b) If the Responding Party shall fail to execute or deliver the
_____________
American Industrial Real Estate
Association, – within ten (10) business days following such
request.
37. GUARANTOR.
37.1 EXECUTION. The Guarantors, if any, shall each execute a guaranty in
the form most recently published by the American Industrial Real Estate
Association, and each such Guarantor shall have the same obligations as Lessee
under this Lease.
25
<PAGE>
37.2 DEFAULT. It shall constitute a Default of the Lessee
_____________
AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION – OF THIS LEASE ARE COMMERCIALLY REASONABLE
AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE
PREMISES.
ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN
INDUSTRIAL REAL ESTATE ASSOCIATION OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY,
LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT
RELATES. THE PARTIES ARE URGED TO:
1.
_____________
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, – NOTE: These forms are often modified to meet the changing requirements of law
and industry needs. Always write or call to make sure you are utilizing the most
current form: AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, 700 So. Flower
Street, Suite 600, Los Angeles, California 90017. (213) 687-8777. Fax No. (213)
687-8616
29
<PAGE>
</TEXT>
</DOCUMENT>
_____________
dt 1362352
;
| |
Preview
Full Doc
| 2003 |
Lease Agreement
Lease Agreement (84K)
Doc #168398: Click preview link for longer preview.
LEASE AGREEMENT
By and between
REC LC, LLC
and
HOLIDAY RV SUPERSTORES, INC.
September ___, 2002
{PAGE}
TABLE OF CONTENTS
{TABLE}
{S} {C}
ARTICLE 1 - DEMISE OF PREMISES...................................................1
ARTICLE 2 - TERM.................................................................2
ARTICLE 3 - RENT.................................................................2
ARTICLE 4 - TITLE AND CONDITION..................................................2
ARTICLE 5 - USE..................................................................3
ARTICLE 6 - NONTERMINABILITY.....................................................3
ARTICLE 7 - ALTERATIONS..........................................................4
ARTICLE 8 - TRADE FIXTURES, TRADE................................................4
ARTICLE 9 - CASUALTY AND CONDEMNATION............................................4
ARTICLE 10 - MAINTENANCE AND REPAIRS.............................................6
ARTICLE 11 - TAXES AND COMPLIANCE WITH LAWS......................................6
ARTICLE 12 - UTILITY CHARGES.....................................................7
ARTICLE 13 - INSURANCE...........................................................7
ARTICLE 14 - SUBORDINATION AND NON-DISTURBANCE...................................8
ARTICLE 15 - HOLDING OVER........................................................8
ARTICLE 16 - DEFAULT BY LESSEE AND REMEDIES......................................9
ARTICLE 17 - LIMITATION OF LANDLORD'S PERSONAL LIABILITY........................10
{/TABLE}
2
{PAGE}
{TABLE}
{S} {C}
ARTICLE 18 - RIGHT OF ENTRY.....................................................11
ARTICLE 19 - LESSOR RELEASED FROM LIABILITY FOR DAMAGES.........................11
ARTICLE 20 - HOLD HARMLESS......................................................11
ARTICLE 21 - SURRENDER..........................................................12
ARTICLE 22 - FULL NET RENT......................................................12
ARTICLE 23 - SERVICE OF NOTICE..................................................13
ARTICLE 24 - SUCCESSORS AND ASSIGNS.............................................13
ARTICLE 25 - RECORDING..........................................................13
ARTICLE 26 - AMENDMENTS.........................................................13
ARTICLE 27 - ESTOPPEL CERTIFICATE...............................................14
ARTICLE 28 - INVALIDITY OF PROVISIONS...........................................14
ARTICLE 29 - CAPTIONS...........................................................14
ARTICLE 30 - ENTIRE AGREEMENT...................................................14
ARTICLE 31 - MECHANIC'S LIENS...................................................14
ARTICLE 32 - WAIVER OF TRIAL BY JURY............................................15
ARTICLE 33 - ENVIRONMENTAL MATTERS..............................................15
ARTICLE 34 - FINANCIAL STATEMENTS...............................................17
ARTICLE 35 - QUIET ENJOYMENT....................................................17
{/TABLE}
3
{PAGE}
{TABLE}
{S} {C}
ARTICLE 36 - ASSIGNMENT AND SUBLETTING..........................................17
ARTICLE 37 - ADVANCES BY LESSOR.................................................18
ARTICLE 38 - NO MERGER..........................................................18
ARTICLE 39 - MISCELLANEOUS......................................................18
ARTICLE 40 - SECURITY DEPOSIT...................................................19
{/TABLE}
4
{PAGE}
EXHIBIT A
LEASE AGREEMENT
THIS LEASE AGREEMENT, made and entered into as of the ____ day of
September, 2002, by and between REC LC, LLC, a Minnesota limited liability
company (hereinafter referred to as "Lessor"), and HOLIDAY RV SUPERSTORES, INC.,
a Delaware corporation (hereinafter referred to as "Lessee").
Capitalized terms not otherwise defined when they first appear are
defined in Appendix 1.
WITNESSETH:
ARTICLE 1 - DEMISE OF PREMISES
The Lessor, having full authority to make this lease and the agreements
hereinafter set forth ("this Lease"), and in consideration of the rents herein
agreed to be paid and of the covenants and agreements agreed to herein by Lessee
hereby, demises and leases to Lessee and Lessee hereby leases from Lessor all of
Lessor's right, title and interest in the premises and property located in the
City of Las Cruces, County of Dona Ana, and State of California, described as
follows:
LOT 1, USRS TRACT 9D-75A, Plat No. 1, in the City of Las
Cruces, Dona Ana County, New Mexico, as the same is shown and
designated on Plat No. 2486, thereof filed for record in the
Office of the County Clerk of said county on February 1, 1994, and
recorded in Book 18, pages 7-8, Plat records, Dona Ana County, New
Mexico,
together with the building, improvements and fixtures located on said property
(collectively, the "Improvements") and all rights, easements and appurtenances
relating thereto. Said real property, Improvements, rights, easements and
appurtenances are hereinafter referred to as the "Demised Premises."
Lessee agrees that, during the term of this Lease, Lessee is obligated
to and shall perform all obligations of the owner of the Demised Premises and
pay all expenses which the owner of the Demised Premises may be required to pay
in order to be in compliance with Legal Requirements and with any reciprocal
easement agreement or any other agreement or document of record now, or of
record in the future if created or filed by or with the consent of Lessee,
affecting the Demised Premises (other than any security document filed by or
relating to Mortgage), herein referred to collectively as the "REA", and that
Lessee shall comply with all of the terms and conditions of Legal Requirements
and the REA during the term of this Lease, to the extent such obligations,
expenses, terms and conditions pertain to the Demised Premises.
{PAGE}
ARTICLE 2 - TERM
This Lease is for a term (the "Term") of fifteen (15) years commencing
September ___, 2002 and ending September ___, 2017, unless sooner terminated
according to the terms and conditions of this Lease. In addition to the rights
of the Lessor contained in Article 16 hereof, at the option of the Lessor, the
Lessor may elect to terminate the Term in the event of a Change of Control, in
the event Lessee ceases to use the Demised Premises for the purpose set forth in
Article 5, or if Lessee abandons the Demised Premises.
ARTICLE 3 - RENT
Lessee shall pay to Lessor annual base rent for the Demised Premises
(the "Basic Rent") in the amount of One Hundred Twenty-Six Thousand Dollars
($126,000) payable in equal monthly installments of Ten Thousand Five Hundred
Dollars ($10,500) through and including the month of April 2007, in the amount
of One Hundred Forty Thousand Four Hundred Dollars ($140,400) payable in equal
monthly installments of Eleven Thousand Seven Hundred Dollars ($11,700) for the
months of May, 2007 through April, 2012 and in the amount of One Hundred
Fifty-Eight Thousand Four Hundred Dollars ($158,400) payable in equal monthly
installments of Thirteen Thousand Two Hundred Dollars ($13,200) thereafter. Rent
shall be paid in advance on the first day of each and every calendar month
during the term of this Lease. Basic Rent and Additional Rent as set forth in
this Lease (collectively, the "Rent") shall be payable at the address of Lessor
as set forth in Article 23 hereof, or at such other place of which Lessor shall
have given Lessee written notice in accordance with Article 23 hereof. Rent for
the month of September, 2002 shall be pro rated from the date on which Lessor
acquires the Demised Premises. Rent shall be prepaid on the date of execution
hereof so that the next monthly installment of rent shall be due on October 1,
2002.
If any installment of Basic Rent is not paid within five (5) days after
written notice is given by Lessor to Lessee that the same is overdue, Lessee
shall pay to Lessor, on demand, as Additional Rent, an administrative late
charge (the "Late Charge") equal to three percent (3%) on such overdue
installment of Basic Rent. In addition, any amount payable pursuant to the terms
of this Lease, as Basic Rent or otherwise, shall bear interest thereon from the
date due until the date paid at five percent (5%) in excess of the "prime rate"
as such rate is announced from time to time in the West Coast edition of the
Wall Street Journal.
ARTICLE 4 - TITLE AND CONDITION
The Demised Premises is demised and let to Lessee subject to (i) the
Permitted Encumbrances, (ii) all Legal Requirements, including any existing
violations; and (iii) the condition of the Demised Premises as of the
commencement of the Term, without representation or warranty by Lessor except
that Lessor represents and warrants title against the lawful claims of others
arising from the acts of Lessor (other than the lien and security interest of
the Mortgage where the Mortgagee has executed an SNDA Agreement with Lessee).
168398
|
El Paso Electric
As referenced in this Lease Agreement:
El Paso Electric Co – the City of Las Cruces, filed of record on
December 28, 1966, recorded in Book 73, Page 89, Miscellaneous Records.
3. Easement to El Paso Electric Co mpany and Mountain States
Telephone and Telegraph Company, filed of record on January 5, 1971, recorded in
Book 92, Pages 51-55, Miscellaneous
_____________
El Paso Electric Co – Telephone and Telegraph Company, filed of record on January 5, 1971, recorded in
Book 92, Pages 51-55, Miscellaneous Records.
4. Easement to El Paso Electric Co mpany and Mountain States
Telephone and Telegraph Company, filed of record on July 25, 1988, recorded in
Book 230, Pages 669-670, Miscellaneous
_____________
El Paso Electric Co – Telephone and Telegraph Company, filed of record on July 25, 1988, recorded in
Book 230, Pages 669-670, Miscellaneous Records.
5. Easement to El Paso Electric Co mpany and Mountain States
Telephone and Telegraph Company, filed of record on November 10, 1988, recorded
in Book 233, Pages 716-721, Miscellaneous
_____________
El Paso Electric Co – Telephone and Telegraph Company, filed of record on November 10, 1988, recorded
in Book 233, Pages 716-721, Miscellaneous Records.
6. Easement to El Paso Electric Co mpany and Mountain States
Telephone and Telegraph Company, filed of record on November 2, 1964, recorded
in Book 63, Pages 320, Miscellaneous Records.
_____________
El Paso Electric Co – States
Telephone and Telegraph Company, filed of record on November 2, 1964, recorded
in Book 63, Pages 320, Miscellaneous Records.
7. Easement to El Paso Electric Co mpany and Mountain States
Telephone and Telegraph Company, filed of record on November 14, 1994, recorded
in Book 311, Pages 138-139, Miscellaneous
_____________
dt 126025
;
Holiday RV
As referenced in this Lease Agreement:
HOLIDAY RV SUPERSTORES, INC. –
{DOCUMENT}
{TYPE}EX-10.42
{SEQUENCE}6
{FILENAME}g80379exv10w42.txt
{DESCRIPTION}LEASE AGREEMENT
{TEXT}
{PAGE}
EXHIBIT 10.42
LEASE AGREEMENT
By and between
REC LC, LLC
and
HOLIDAY RV SUPERSTORES, INC.
September ___, 2002
{PAGE}
TABLE OF CONTENTS
{TABLE}
{S} {C}
ARTICLE 1 - DEMISE OF PREMISES...................................................1
ARTICLE 2 - TERM.................................................................2
ARTICLE 3 - RENT.................................................................2
ARTICLE 4 - TITLE AND CONDITION..................................................
_____________
HOLIDAY RV SUPERSTORES, INC. – AGREEMENT, made and entered into as of the ____ day of
September, 2002, by and between REC LC, LLC, a Minnesota limited liability
company (hereinafter referred to as "Lessor"), and HOLIDAY RV SUPERSTORES, INC. ,
a Delaware corporation (hereinafter referred to as "Lessee").
Capitalized terms not otherwise defined when they first appear are
defined in Appendix 1.
WITNESSETH:
ARTICLE 1 - DEMISE OF PREMISES
The
_____________
Holiday RV Superstores, Inc. – intended for Lessor shall be addressed to:
Rec LC, LLC
2575 Vista Del Mar Drive
Ventura, CA 93001
Attn: Stephen Adams
(b) if intended for Lessee shall be addressed to:
Holiday RV Superstores, Inc.
200 E. Broward Street, Suite 920
Ft. Lauderdale, FL 33301
Attn: Marcus A. Lemonis
or to such other address as either party may designate by notice given from time
_____________
HOLIDAY RV SUPERSTORES, INC. – intentionally left blank]
19
{PAGE}
IN WITNESS WHEREOF, the parties hereto have set their hands to this
instrument the day and year first above written.
LESSOR: LESSEE:
REC LC, LLC HOLIDAY RV SUPERSTORES, INC.
By: By:
-------------------------- ---------------------------
Name: Paul E. Schedler Name:
---------------------------
Title: Chief Financial Officer Title:
and Treasurer ---------------------------
20
{PAGE}
APPENDIX I
DEFINITIONS
Actual Knowledge by the Lessee with respect to any matter
_____________
dt 1445214
;
| REC LC, LLC
|
Preview
Full Doc
| 2007 |
Capacity Lease Agreement
Capacity Lease Agreement (86K)
Doc #2700052: Click preview link for longer preview.
CAPACITY LEASE AGREEMENT
BETWEEN
ENOGEX INC.
AND
MIDCONTINENT EXPRESS PIPELINE LLC
THIS CAPACITY LEASE AGREEMENT (�Lease�) is made and entered into effective on the 11th day of December, 2006, by and between Enogex Inc. (�Enogex�), an Oklahoma corporation, and Midcontinent Express Pipeline LLC (�MEP�), a Delaware limited liability company. Enogex and MEP are sometimes referred to in this Lease individually as a �Party� or collectively as the �Parties.�
W I T N E S S E T H:
WHEREAS, MEP will be established as a new interstate natural gas pipeline company . . .
2700052
| | |
Preview
Full Doc
| 2001 |
Co-Tenancy Agreement [Amendment No. 6]
Co-Tenancy Agreement [Amendment No. 6] (23K)
Doc #144267: Click preview link for longer preview.
CO-TENANCY AGREEMENT
AMENDMENT NO. 6
AMONG
ARIZONA PUBLIC SERVICE COMPANY
EL PASO ELECTRIC COMPANY
PUBLIC SERVICE COMPANY OF NEW MEXICO
SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT
AND POWER DISTRICT
SOUTHERN CALIFORNIA EDISON COMPANY
TUCSON ELECTRIC POWER COMPANY
EXECUTED ORIGINAL
February 3, 2000
{PAGE}
FOUR CORNERS PROJECT
CO-TENANCY AGREEMENT
AMENDMENT NO. 6
1 PARTIES:
The parties to this Amendment No. 6 to the Four Corners Project Co-Tenancy
Agreement are: ARIZONA PUBLIC SERVICE COMPANY, an Arizona corporation
(hereinafter referred to as "Arizona"); EL PASO ELECTRIC COMPANY, a Texas
corporation (hereinafter referred to as "El Paso"); PUBLIC SERVICE COMPANY
OF NEW MEXICO, a New Mexico corporation (hereinafter referred to as "New
Mexico"); SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DISTRICT,
an agricultural improvement district, organized and existing under the laws
of the State of Arizona (hereinafter referred to as "Salt River Project");
SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation (hereinafter
referred to as "Edison"); and TUCSON ELECTRIC POWER COMPANY, an Arizona
corporation, formerly known as Tucson Gas & Electric Company (hereinafter
referred to as "Tucson"), (collectively hereinafter referred to as the
"Participants").
2 RECITALS:
This Amendment No. 6 is made with reference to the following facts, among
others:
2.1 As of July 19, 1966, the Participants entered into the Four Corners
Project Co-Tenancy Agreement, which has since been amended by
Amendment Nos. 1 through 5 (as so amended hereinafter referred to as
the "Co-Tenancy Agreement").
144267
|
APS
As referenced in this Co-Tenancy Agreement [Amendment No. 6]:
ARIZONA PUBLIC SERVICE CO – txt
{DESCRIPTION}AMENDMENT NO. 6 TO CO-TENANCY AGREEMENT
{TEXT}
Exhibit 10.7
FOUR CORNERS PROJECT
CO-TENANCY AGREEMENT
AMENDMENT NO. 6
AMONG
ARIZONA PUBLIC SERVICE CO MPANY
EL PASO ELECTRIC COMPANY
PUBLIC SERVICE COMPANY OF NEW MEXICO
SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT
AND POWER DISTRICT
SOUTHERN CALIFORNIA EDISON COMPANY
_____________
ARIZONA PUBLIC SERVICE CO – TENANCY AGREEMENT
AMENDMENT NO. 6
1 PARTIES:
The parties to this Amendment No. 6 to the Four Corners Project Co-Tenancy
Agreement are: ARIZONA PUBLIC SERVICE CO MPANY, an Arizona corporation
(hereinafter referred to as "Arizona"); EL PASO ELECTRIC COMPANY, a Texas
corporation (hereinafter referred to as "El Paso"); PUBLIC
_____________
ARIZONA PUBLIC SERVICE CO – behalf of the Participant
for whom they sign. This Amendment No. 6 is hereby executed as of this 3rd
day of February, 2000.
ARIZONA PUBLIC SERVICE CO MPANY
By John R. Denman
--------------------------------------
Its Vice President - Fossil
-------------------------------------
EL PASO ELECTRIC COMPANY
By John C. Horne
--------------------------------------
Its Vice President - Generation
-------------------------------------
PUBLIC SERVICE
_____________
Arizona Public Service Co – County of Maricopa )
The foregoing instrument was acknowledged before me this 21st day of April,
2000, by John R. Denman, Vice President, Fossil, Arizona Public Service Co mpany,
on behalf of the corporation.
Christine A. LaBrash
----------------------------------------
Notary Public
My Commission Expires: August 29, 2003
[SEAL]
-11-
{PAGE}
STATE OF TEXAS )
)
_____________
dt 125996
;
El Paso Electric
As referenced in this Co-Tenancy Agreement [Amendment No. 6]:
EL PASO ELECTRIC CO – 6 TO CO-TENANCY AGREEMENT
{TEXT}
Exhibit 10.7
FOUR CORNERS PROJECT
CO-TENANCY AGREEMENT
AMENDMENT NO. 6
AMONG
ARIZONA PUBLIC SERVICE COMPANY
EL PASO ELECTRIC CO MPANY
PUBLIC SERVICE COMPANY OF NEW MEXICO
SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT
AND POWER DISTRICT
SOUTHERN CALIFORNIA EDISON COMPANY
TUCSON ELECTRIC POWER COMPANY
_____________
EL PASO ELECTRIC CO – No. 6 to the Four Corners Project Co-Tenancy
Agreement are: ARIZONA PUBLIC SERVICE COMPANY, an Arizona corporation
(hereinafter referred to as "Arizona"); EL PASO ELECTRIC CO MPANY, a Texas
corporation (hereinafter referred to as "El Paso"); PUBLIC SERVICE COMPANY
OF NEW MEXICO, a New Mexico corporation (hereinafter referred to
_____________
EL PASO ELECTRIC CO – is hereby executed as of this 3rd
day of February, 2000.
ARIZONA PUBLIC SERVICE COMPANY
By John R. Denman
--------------------------------------
Its Vice President - Fossil
-------------------------------------
EL PASO ELECTRIC CO MPANY
By John C. Horne
--------------------------------------
Its Vice President - Generation
-------------------------------------
PUBLIC SERVICE COMPANY OF NEW MEXICO
By Patrick Goodman
--------------------------------------
Its Vice President - Power Production
-------------------------------------
_____________
El Paso
Electric Co – El Paso )
The foregoing instrument was acknowledged before me this 9th day of
February, 2000, by John C. Horne, Vice President - Generation of El Paso
Electric Co mpany, on behalf of the corporation.
Hilda Vargas
----------------------------------------
Notary Public
My Commission Expires:
June 26, 2001
----------------------
[SEAL]
-12-
{PAGE}
STATE OF NEW MEXICO )
)
_____________
dt 126023
;
Public Service
As referenced in this Co-Tenancy Agreement [Amendment No. 6]:
PUBLIC SERVICE COMPANY OF NEW MEXICO – AGREEMENT
{TEXT}
Exhibit 10.7
FOUR CORNERS PROJECT
CO-TENANCY AGREEMENT
AMENDMENT NO. 6
AMONG
ARIZONA PUBLIC SERVICE COMPANY
EL PASO ELECTRIC COMPANY
PUBLIC SERVICE COMPANY OF NEW MEXICO
SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT
AND POWER DISTRICT
SOUTHERN CALIFORNIA EDISON COMPANY
TUCSON ELECTRIC POWER COMPANY
EXECUTED ORIGINAL
February 3, 2000
{PAGE}
_____________
PUBLIC SERVICE COMPANY
OF NEW MEXICO – SERVICE COMPANY, an Arizona corporation
(hereinafter referred to as "Arizona"); EL PASO ELECTRIC COMPANY, a Texas
corporation (hereinafter referred to as "El Paso"); PUBLIC SERVICE COMPANY
OF NEW MEXICO , a New Mexico corporation (hereinafter referred to as "New
Mexico"); SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DISTRICT,
an agricultural improvement district,
_____________
PUBLIC SERVICE COMPANY OF NEW MEXICO – PUBLIC SERVICE COMPANY
By John R. Denman
--------------------------------------
Its Vice President - Fossil
-------------------------------------
EL PASO ELECTRIC COMPANY
By John C. Horne
--------------------------------------
Its Vice President - Generation
-------------------------------------
PUBLIC SERVICE COMPANY OF NEW MEXICO
By Patrick Goodman
--------------------------------------
Its Vice President - Power Production
-------------------------------------
SALT RIVER PROJECT AGRICULTURAL
IMPROVEMENT AND POWER DISTRICT
ATTEST AND COUNTERSIGN By William P.
_____________
Public Service Company of New Mexico – MEXICO )
) ss
County of San Juan )
The foregoing instrument was acknowledged before me this 4th day of
February, 2000, by Patrick Goodman, of Public Service Company of New Mexico , on
behalf of the corporation.
Beverly A. Olim
----------------------------------------
Notary Public
My Commission Expires:
1-16-2001
----------------------------
-13-
{PAGE}
STATE OF ARIZONA )
) ss
_____________
dt 126026
;
|
SCE
As referenced in this Co-Tenancy Agreement [Amendment No. 6]:
SOUTHERN CALIFORNIA EDISON CO – AMONG
ARIZONA PUBLIC SERVICE COMPANY
EL PASO ELECTRIC COMPANY
PUBLIC SERVICE COMPANY OF NEW MEXICO
SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT
AND POWER DISTRICT
SOUTHERN CALIFORNIA EDISON CO MPANY
TUCSON ELECTRIC POWER COMPANY
EXECUTED ORIGINAL
February 3, 2000
{PAGE}
FOUR CORNERS PROJECT
CO-TENANCY AGREEMENT
AMENDMENT NO. 6
1 PARTIES:
The
_____________
SOUTHERN CALIFORNIA EDISON CO – DISTRICT,
an agricultural improvement district, organized and existing under the laws
of the State of Arizona (hereinafter referred to as "Salt River Project");
SOUTHERN CALIFORNIA EDISON CO MPANY, a California corporation (hereinafter
referred to as "Edison"); and TUCSON ELECTRIC POWER COMPANY, an Arizona
corporation, formerly known as Tucson Gas & Electric
_____________
SOUTHERN CALIFORNIA EDISON CO – President - Power Production
-------------------------------------
SALT RIVER PROJECT AGRICULTURAL
IMPROVEMENT AND POWER DISTRICT
ATTEST AND COUNTERSIGN By William P. Schrader
--------------------------------------
T. A. Lonon Its President
-------------------------------- -------------------------------------
SOUTHERN CALIFORNIA EDISON CO MPANY
By Harold Ray
--------------------------------------
Its Executive Vice President
-------------------------------------
TUCSON ELECTRIC POWER COMPANY
By Thomas A. Delawder
--------------------------------------
Its Vice President
-------------------------------------
-10-
{PAGE}
STATE OF
_____________
Southern California Edison Co – CALIFORNIA )
) ss
County of Los Angeles )
The foregoing instrument was acknowledged before me this 9th day of Feb.,
2000, by Harold Ray, of Southern California Edison Co mpany, on behalf of the
corporation.
Sarah C. Perez
----------------------------------------
Notary Public
My Commission Expires:
Aug. 6, 2001
-------------------------------
[SEAL]
-15-
{PAGE}
STATE OF ARIZONA )
)
_____________
dt 126039
;
Tucson Electric
As referenced in this Co-Tenancy Agreement [Amendment No. 6]:
TUCSON ELECTRIC POWER CO – COMPANY
EL PASO ELECTRIC COMPANY
PUBLIC SERVICE COMPANY OF NEW MEXICO
SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT
AND POWER DISTRICT
SOUTHERN CALIFORNIA EDISON COMPANY
TUCSON ELECTRIC POWER CO MPANY
EXECUTED ORIGINAL
February 3, 2000
{PAGE}
FOUR CORNERS PROJECT
CO-TENANCY AGREEMENT
AMENDMENT NO. 6
1 PARTIES:
The parties to this Amendment
_____________
TUCSON ELECTRIC POWER CO – State of Arizona (hereinafter referred to as "Salt River Project");
SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation (hereinafter
referred to as "Edison"); and TUCSON ELECTRIC POWER CO MPANY, an Arizona
corporation, formerly known as Tucson Gas & Electric Company (hereinafter
referred to as "Tucson"), (collectively hereinafter referred to as the
"Participants").
_____________
TUCSON ELECTRIC POWER CO – ATTEST AND COUNTERSIGN By William P. Schrader
--------------------------------------
T. A. Lonon Its President
-------------------------------- -------------------------------------
SOUTHERN CALIFORNIA EDISON COMPANY
By Harold Ray
--------------------------------------
Its Executive Vice President
-------------------------------------
TUCSON ELECTRIC POWER CO MPANY
By Thomas A. Delawder
--------------------------------------
Its Vice President
-------------------------------------
-10-
{PAGE}
STATE OF ARIZONA )
) ss
County of Maricopa )
The foregoing instrument was acknowledged before
_____________
Tucson Electric
Power Co – Pima )
The foregoing instrument was acknowledged before me this 7th day of February,
2000, by Thomas A. Delawder, Vice President, Energy Resources of Tucson Electric
Power Co mpany, on behalf of the corporation.
Bertha A. Kissinger
----------------------------------------
Notary Public
My Commission Expires:
Jan. 21, 2003
---------------------------------
[SEAL]
-16-
{/TEXT}
{/DOCUMENT}
_____________
dt 126059
;
More... |
Preview
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| 2006 |
CO-Tenancy Agreement
CO-Tenancy Agreement (358K)
Doc #1020411: Click preview link for longer preview.
NAVAJO PROJECT
CO-TENANCY AGREEMENT
AMONG
ARIZONA PUBLIC SERVICE COMPANY
DEPARTMENT OF WATER AND POWER
OF THE CITY OF LOS ANGELES
NEVADA POWER COMPANY
SALT RIVER PROJECT AGRICULTURAL
IMPROVEMENT AND POWER DISTRICT
TUCSON GAS & ELECTRIC COMPANY
THE UNITED . . .
1020411
|
SCE
As referenced in this CO-Tenancy Agreement:
Southern
California Edison Co – plan
for supplying the Power requirements of the Central Arizona Project and
augmenting the Lower Colorado River Basin Development Fund.
2.3 As of September 30, 1969, the Participants and Southern
California Edison Co mpany entered into the Memorandum Transmission
Agreement (Contract No. 14-06-300-2140), which establishes the terms and
conditions for the interconnection of the Transmission System at Moenkopi
Switchyard with
_____________
Southern California Edison Co – duly authorized representative.
5.14 CONTRACTS FOR INTERIM SALE OF UNITED STATES'
-6-
<PAGE>
ENTITLEMENT: The contracts by which the United States has contracted with
other Participants and Southern California Edison Co mpany for the interim
sale of United States' entitlement of Navajo Project until required for
other purposes of the Colorado River Basin Project Act. These contracts
are:
5.14.1
_____________
Southern California Edison Co – Nevada Power Company for Interim Sale of
United States' Entitlement of Navajo Project, Contract No.
14-06-300-2134, dated as of September 30, 1969;
5.14.3 Contract with Southern California Edison Co mpany for
Interim Sale of United States' Entitlement of Navajo Project,
Contract No. 14-06-300-2135, dated as of September 30, 1969;
5.14.4 Contract with Salt River
_____________
Southern California Edison Co – the
Co-Tenants.
5.22 MEMORANDUM TRANSMISSION AGREEMENT: The Memorandum Transmission
Agreement dated as of the 30th day of September, 1969 (Contract No.
14-06-300-2140), by and between Southern California Edison Co mpany and the
Participants.
5.23 NAVAJO GENERATING STATION: Three coal-fired steam electric
generating units, to be constructed at the Navajo Plant Site, each having
a nameplate rating of
_____________
Southern California
Edison Co – 5.6 United = Navajo 500 kv Switchyard, McCullough
States 500 kv Switchyard, Westwing Substation,
and the Moenkopi Switchyard during the
period in which the United States is
selling Power to Southern California
Edison Co mpany pursuant to the Contract
With Southern California Edison Company
for Interim Sale of United States'
Entitlement of Navajo Project for
delivery at Moenkopi Switchyard.
8.6 Each Participant shall
_____________
dt 1413455
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| 2006 |
CO-Tenancy Agreement
CO-Tenancy Agreement (358K)
Doc #1044388: Click preview link for longer preview.
NAVAJO PROJECT
CO-TENANCY AGREEMENT
AMONG
ARIZONA PUBLIC SERVICE COMPANY
DEPARTMENT OF WATER AND POWER
OF THE CITY OF LOS ANGELES
NEVADA POWER COMPANY
SALT RIVER PROJECT AGRICULTURAL
IMPROVEMENT AND POWER DISTRICT
TUCSON GAS & ELECTRIC COMPANY
THE UNITED . . .
1044388
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SCE
As referenced in this CO-Tenancy Agreement:
Southern
California Edison Co – plan
for supplying the Power requirements of the Central Arizona Project and
augmenting the Lower Colorado River Basin Development Fund.
2.3 As of September 30, 1969, the Participants and Southern
California Edison Co mpany entered into the Memorandum Transmission
Agreement (Contract No. 14-06-300-2140), which establishes the terms and
conditions for the interconnection of the Transmission System at Moenkopi
Switchyard with
_____________
Southern California Edison Co – duly authorized representative.
5.14 CONTRACTS FOR INTERIM SALE OF UNITED STATES'
-6-
<PAGE>
ENTITLEMENT: The contracts by which the United States has contracted with
other Participants and Southern California Edison Co mpany for the interim
sale of United States' entitlement of Navajo Project until required for
other purposes of the Colorado River Basin Project Act. These contracts
are:
5.14.1
_____________
Southern California Edison Co – Nevada Power Company for Interim Sale of
United States' Entitlement of Navajo Project, Contract No.
14-06-300-2134, dated as of September 30, 1969;
5.14.3 Contract with Southern California Edison Co mpany for
Interim Sale of United States' Entitlement of Navajo Project,
Contract No. 14-06-300-2135, dated as of September 30, 1969;
5.14.4 Contract with Salt River
_____________
Southern California Edison Co – the
Co-Tenants.
5.22 MEMORANDUM TRANSMISSION AGREEMENT: The Memorandum Transmission
Agreement dated as of the 30th day of September, 1969 (Contract No.
14-06-300-2140), by and between Southern California Edison Co mpany and the
Participants.
5.23 NAVAJO GENERATING STATION: Three coal-fired steam electric
generating units, to be constructed at the Navajo Plant Site, each having
a nameplate rating of
_____________
Southern California
Edison Co – 5.6 United = Navajo 500 kv Switchyard, McCullough
States 500 kv Switchyard, Westwing Substation,
and the Moenkopi Switchyard during the
period in which the United States is
selling Power to Southern California
Edison Co mpany pursuant to the Contract
With Southern California Edison Company
for Interim Sale of United States'
Entitlement of Navajo Project for
delivery at Moenkopi Switchyard.
8.6 Each Participant shall
_____________
dt 1413464
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| 2003 |
Equipment Operating Lease Agreement
Equipment Operating Lease Agreement (45K)
Doc #1365383: Click preview link for longer preview.
Amendment No. 1 to
Equipment Operating Lease Agreement
Dated as of December 19, 2002
between
State Street Bank and Trust Company,
not in its individual capacity except
as expressly provided herein, but
solely as Owner Trustee,
as Lessor
and
Old Dominion Electric . . .
1365383
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First Union
As referenced in this Equipment Operating Lease Agreement:
First Union National Bank – meanings specified in the
Equipment Operating Lease or, if not defined therein, in Appendix A to the
Participation Agreement, dated as of February 29, 1996, among the Lessee, the
Lessor, First Union National Bank of Florida ("First Union") and Utrecht-America
Finance Co., as amended by Amendment No. 1 to Participation Agreement, dated as
of the date hereof, among such parties (other than First
_____________
First Union National Bank – Co., as amended by Amendment No. 1 to Participation Agreement, dated as
of the date hereof, among such parties (other than First Union), Wachovia Bank,
National Association, formerly known as First Union National Bank and
successor-in-interest to First Union, and Cedar Hill International Corp. (as
amended and in effect from time to time, the "Participation Agreement").
SECTION 2. AMENDMENTS
Section 2.1
_____________
dt 1464805
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Wachovia Bank
As referenced in this Equipment Operating Lease Agreement:
Wachovia Bank,
Na – Florida ("First Union") and Utrecht-America
Finance Co., as amended by Amendment No. 1 to Participation Agreement, dated as
of the date hereof, among such parties (other than First Union), Wachovia Bank,
Na tional Association, formerly known as First Union National Bank and
successor-in-interest to First Union, and Cedar Hill International Corp. (as
amended and in effect from time to time,
_____________
dt 1386973
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| Full Doc
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Equipment Operating Lease Agreement
Equipment Operating Lease Agreement (7K)
Doc #1719751: This document is immediately available for purchase, but does not have a preview available for viewing.
1719751
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| 2005 |
Facility Lease Agreement
Facility Lease Agreement (132K)
Doc #950147: Click preview link for longer preview.
37
ex1021facilitylease.htm
WEST CAMPUS FACILITY LEASE AGREEMENT
PORT WASHINGTON I FACILITY LEASE AGREEMENT
FACILITY LEASE AGREEMENT
between
MGE POWER WEST CAMPUS, LLC
as Lessor
and
MADISON GAS AND ELECTRIC COMPANY
as Lessee
Dated as of November __, 2003
West Campus Cogeneration Project
Madison, Wisconsin
TABLE OF CONTENTS
PAGE
ARTICLE 1 DEFINITIONS; RULES OF INTERPRETATION
ARTICLE 2 CONSTRUCTION OF THE LEASED FACILITY
2.1 Construction of the Leased Facility.
2.2 Failure to Achieve Commercial Operation by the Required Commercial Operation Date.
2.3 . . .
950147
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MGE Energy
As referenced in this Facility Lease Agreement:
MGE Energy, Inc. – and Electric Company
P.O. Box 1231
Madison, WI 53701-1231
Attn: Chief Financial Officer
Tel: 608-252-7075
Fax: 608-252-7098
With a copy in each case to:
MGE Energy, Inc.
P.O. Box 1231
Madison, WI 53701-1231
Attn: General Counsel
Tel: 608-252-5604
Fax: 608-252-5778
20.5
Counterparts. This Facility Lease has been executed in
_____________
dt 1332914
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| 2005 |
Facility Lease Agreement
Facility Lease Agreement (140K)
Doc #1350131: Click preview link for longer preview.
ELM ROAD I
FACILITY LEASE AGREEMENT
between
MGE POWER ELM ROAD, LLC
as Lessor
and
MADISON GAS AND ELECTRIC COMPANY
as Lessee
Dated as of [__________], 2005
Elm Road Coal-Fired Electric Generation Project
Oak Creek, Wisconsin
TABLE OF CONTENTS
PAGE
ARTICLE 1 DEFINITIONS; RULES OF INTERPRETATION
1
ARTICLE 2 CONSTRUCTION OF THE LEASED FACILITY
2
2.1 Construction of the Leased Facility.
2
2.2 Completion of Facility.
3
2.3 Failure to Achieve Commercial Operation by the Scheduled/Required Commercial Operation Date.
3
2.4 . . .
1350131
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| 2005 |
Facility Lease Agreement
Facility Lease Agreement (140K)
Doc #1350159: Click preview link for longer preview.
ELM ROAD II
FACILITY LEASE AGREEMENT
between
MGE POWER ELM ROAD, LLC
as Lessor
and
MADISON GAS AND ELECTRIC COMPANY
as Lessee
Dated as of [__________], 2005
Elm Road Coal-Fired Electric Generation Project
Oak Creek, Wisconsin
TABLE OF CONTENTS
PAGE
ARTICLE 1 DEFINITIONS; RULES OF INTERPRETATION
1
ARTICLE 2 CONSTRUCTION OF THE LEASED FACILITY
2
2.1 Construction of the Leased Facility.
2
2.2 Completion of Facility.
3
2.3 Failure to Achieve Commercial Operation by the Scheduled/Required Commercial Operation Date.
3
2.4 . . .
1350159
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