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HomeMy WebLinkAboutDowntown Development Authority of the City of Augusta Augusta Richmond GA DOCUMENT NAME: ~~ De\J6~en-\- j\utt'O'(\"\Lj ffi- ~ C.-~ ~ A~US\a.. ' J DOCUMENT TYPE: ~,(eexY"ex1\- YEAR: a \ BOX NUMBER: \5 FlLE NUMBER: \Lo \ \ ~ NUMBER OF PAGES: l\3 'f--.. ,. f . ... I " Presented By: Wm. Byrd Warlick, Esq. Warlick. Tritt & Stebbins, L.L.P, 706-722-7543 STATE OF GEORGIA ) ) ) LEASE AGREEMENT COUNTY OF RICHMOND THIS LEASE AGREEMENT dated as of NtJ'Iew.beft.... J3, 2001, between DO\VNTO\VN DEVELOPMENT AUTHORITY OF THE CITY OF AUGUSTA, a public body corporate created and organized pursuant to the Downtown Development Authorities Law (O.C.G.A. ~36-42-1 ct scq. (the "Act")), as Lessor, and THE COUNTY BOARD OF EDUCATION OF RICHMOND COUNTY, a public body corporate, as"Lessee. R E C I TAL S: Augusta, Georgia, a political subdivision of the State of Georgia ("Augusta") acquired all of the property on which a public parking garage (the "Parking Deck") was constructed at the corner of Greene and Ninth Streets in Augusta, which is described in more detail on Exhibit "A" attached hereto and incorporated herein by reference. Augusta entered into a Ground Lease on July 18, 1975, with Lessor which was then named "Augusta-Savannah River Parking and Urban Redevelopment Authority". Lessor constructed the Parking Deck and entered into a Sublease with Augusta under the terms of which Augusta would operate the Parking Deck and make monthly payments to Lessor in amounts sufficient to repay the costs of construction of the Parking Deck. II . '., >>~ \ .. ( .l Both the Ground Lease and the subsequent Sublease back by their original terms would expire in October of2011. The Sublease between Lessor and Augusta has been terminated, and the Ground Lease has been extended to conform with the terms of this Lease Agreement. Since the Parking Deck was built in 1976, it has deteriorated to such an extent that restoration, repairs and needed modifications are estimated to cost in excess of Nine Hundred Thousand Dollars ($900,000). Lessee is currently negotiating to purchase the building fronting on Broad Street formerly known as the Davison's Department Store ("Davison's"). The Parking Deck and Davison's have been substantially vacant since 1978. Of the 305 parking spaces located in the Par~ing Deck, approximately 60 parking spaces were leased under the terms of a lease which has expired by its terms but some of which spaces are still being utilized. If Lessee acquires Davison's, Lessee has made it known that it would require a minimum of225 spaces in the Parking Deck during its normal business hours for its employees, staff, and invited guests. Lessee has agreed to restore the Parking Deck, to make all necessary repairs and to install a new lighting and security system in exchange for the right of the use of the Parking Deck under the terms and provisions hereinafter set out. NO'V, THEREFORE, for and in consideration of the premises and the mutual covenants hereinafter contained, the parties hereto agree as follows: Section 1. DEMISED PROPERTY. Section 1.1. Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the Parking Deck more particularly described in Exhibit "A" attached hereto, together with any amenities relating to the Parking Deck and all other rights or easements appurtenant thereto, including all improvements now or hereafter located thereon. -2- Ii .~. .. I ~ Section 2. TERlVl. Section 2.1. Initial Term and Rent. This Lease shall be for a term of twenty-five (25) years commencing on the first day of the second month next succeeding the month in which occurs the completion of the restoration, repairs and needed modification to the Parking Deck as outlined in the "Investigation of the Garden City Parking Plaza" prepared for Lessee by Johnson, Laschober& Associates,P.C., dated January, 2001 (the "Report" and the "Work"). In lieu of making monthly or annual payments to Lessor, Lessee shall be given credit for its actual costs of the Work as verified to the reasonable satisfaction of Lessor, and shall be accepted by Lessor as the fair rental value (the "Rent") for the 25 year Initial Term. Section 2.2. Right to Terminate. Notwithstanding anything herein to the contrary, this Lease Agreement may be terminated by Lessee absolutely and without further obligation on the part of Lessee by giving Lessor notice ninety (90) days prior to the close of each succeeding calendar year on the anniversary of the execution ofthis Lease Agreement. Under such circumstances, Lessor shall not be required to refund or rebate any of the prepaid rent for the Initial Term. Section 2.3. Additional Term and Rent. At the end of the initial Lease Term, Lessee shall have the right to renew for an additional twenty (20) year term at the annual rental to be based upon considerations including (i) the then cunent rate for parking spaces in similar parking facilities in the Augusta market area, (ii) reasonable operating and maintenance costs; and (iii) projected cash flows generated by the Parking Deck, as determined by a panel of three (3) commercial realtors, with the Lessor choosing one and Lessee choosing another and those two selecting the third, with a decision of any two of the realtors being binding on the parties. In addition to deciding the fair rental rate, the realtors will decide how long that rate will apply, not to -3- · I . ", IJ. ~ l. exceed five (5) years in anyone increment. During the Additional Term, rent will be paid in advance on the first day of each month without demand or deduction sent to the address of Lessor as set out herein unless otherwise directed in writing. Section 3. THE WORK Section 3.1. Renovations and Repairs. Lessee has engaged the services of Johnson, Laschober & Associates, P.C., as engineers and architects to develop a plan for the Work, including administration, supervision and coordination of bidding, award, execution and performance of a general construction contract and subcontracts. Lessee shall cause the Work to be completed in accordance with the Report. Payment of construction costs for the Work shall be at the sole cost and expense of Lessee. Lessee shall pay any and all costs when the same become due and payable. Lessee shall pay all architectural, engineering, surveying, and related fees incurred in connection with the Work. Payment of such fees shall not entitle Lessee to any ownership interest in the Parking Deck or fixtures contained therein. In no event shall the cost of repairs required of the Lessee exceed $900,000. In the event that it appears that the cost of repairs may exceed $900,000, the parties hereto shall delete portions of the work so as to bring the total cost below $900,000. Lessee may maintain ownership of personal property not permanently attached to the Parking Deck. A list of such personal property shall be attached hereto as Exhibit "B". Section 3.2. Completion of the Work. Lessee shall perform, or cause to be performed, the Work with due diligence and in a good and workmanlike manner using first class materials in accordance with applicable laws, ordinances, rules and regulations of all government agencies and authorities having jurisdiction over such construction. -4- , I' '~ · . ,-' Section 3.3. Liens. In the event any mechanic's lien or other statutory lien shall be filed during the term of this Lease, Lessee shall pay and discharge the same, bond offor otherwise cause such lien to be discharged of record and shall indemnify and save harmless Augusta and Lessor from all loss, damage, liability, expense or claim whatsoever (including reasonable attorneys fees and cost of defending against the foregoing) resulting from the assertion of any such lien. Section 3.4. Insurance. Lessee shall maintain during the period of any construction, builders risk insurance on a non-reporting, completed value basis with an extended coverage endorsement, as well as comprehensive general liability insurance in such amounts as are generally found on similar construction projects. Section 3.5. Records. Lessee shall maintain accurate and complete records of all expenditures made so as to establish actual out-of-pocket costs incurred so as to establish to the reasonable satisfaction of Lessor, the amount of credit to be given Lessee to be treated as a payment of advance rent as set out in Section 2.1. Section 3.6. Safety. Lessee shall at all times maintain such safety devices as are customary for similar construction sites so as to avoid injury or harm to workers or third parties who might visit the Parking Deck during construction. Section 3.7. Alterations. After completion of the Work, all modifications, alterations and improvements will become and remain a part of the Parking Deck except as otherwise set out on Exhibit "B" herein. Lessee may not, without Lessor's consent, make further structural alterations or changes. -5- 'I ,...' Section 4. OPERATION AND MAINTENANCE. Section 4.1. Rules and Regulations. The Parking Deck shall be used exclusively (unless written permission is obtained from Lessor) for parking automobiles and other vehicles used by the employees, staff and invitees of Lessee as well as the general public as provided herein. Lessee shall exercise direction and control ofthe Parking Deck and shall establish reasonable rules and regulations for the use thereof. All parking places not reasonably required for Lessee's use shall be made available to the general public, with fees that are reasonable and in conformity with those fees being charged by other comparable parking facilities in the area. Section 4.2. Allocation of Spaces. The parties acknowledge that except for the spaces reasonably required for the use by the employees, staff and invitees of Lessee during Lessee's normal hours of operation (Monday through Friday, 8:00 A.M. - 5:00 P.M., "Business Hours") the Parking Deck shall be operated as a public facility made available for use by members of the general public without discrimination for sex, race, creed, color or national origin. Section 4.3. Special Parking Needs. It is recognized by the parties that from time to time a need may arise for parking spaces on a short-term basis in connection with special events or functions in the adjacent areas. When such needs are identified. Lessee shall be notified with as much notice as is possible so that Lessee may use its best efforts to accommodate such need, consistent with its duty to make those spaces, which are not required for Lessee, available to the general public without discrimination. If the parties cannot agree, the rates to be charged shall be determined as set out in Section 2.3. Section 4.4. Maintenance. Lessee shall maintain the Parking Deck in good, clean and sightly condition and repair, in such manner as will maintain the appearance of the parking areas -6- , k ,. GD . \ in substantially the same condition as when the Work was completed, normal wear and tear excepted. Lessee shall promptly repair all holes or cracks in the concrete or paved surfaces, remove all papers, debris and refuse, wash or thoroughly sweep all paved areas as required, remove surface water and obstructions, and maintain lighting fixtures as necessary. Lessee shall also restripe the parking areas and refurbish directional signs, curbs and other components from time to time as is generally done in similar parking facilities in the area. Section 4.5. Income and Rentals. All income derived from renting spaces in the Parking Deck will be placed in a special escrow account maintained by Lessee and used to defer expenses incurred in connection with the Operation and Maintenance of the Parking Deck. Lessee shall maintain accurate records of all rents received and expenses paid and shall provide Lessor with an annual statement thereof. Any funds on hand in the escrow account at the termination of the Initial Term of lease shall go toward the reduction of Lessee's rent during any extension, or alternatively, shall be held in an escrow account to defray the cost of maintenance during any extended term. Section 4.6. Insurance. During the Lease Term, Lessee shall procure and maintain public liability insurance for the Parking Deck with policy limits of not less than $1,000,000 for personal injury to one person, $2,000,000 for personal injury to any group of persons as a result of one accident or occurrence, and $1,000,000 for property damage. Lessee shall name Lessor and Augusta, Georgia, as additional insured under the policy. The purchase of any such insurance shall not limit or waive the right of any party hereto to raise the defense of governmental or sovereign immunity. Lessee shall keep the premises insured against loss by fire and all risks and perils usually covered by an "all risk or physical loss" endorsement to a policy offire insurance for -7- , I I~ '. _ .. . 'I property comparable to the Parking Deck in an amount equal to not less than the replacement costs of the Parking Deck, with such deductible amount as approved by Lessor. Lessor shall be an additional insured party under the policy with Lessee as their interests may appear. Lessee shall obtain a certificate from the insurer that it will not cancel the policy except after thirty (30) days' prior written notice to Augusta and Lessor and that any loss otherwise payable under the policy shall be payable notwithstanding any act or negligence of Lessor or Lessee that might, absent such agreement, result in a forfeiture or all or part of the insurance payment. Section 4.7. Assignment and Subletting. Lessee shall have the right to sublet all or any portion of the Parking Deck without the prior written consent of the Lessor; provided that each such sublease shall be subject and subordinate to this Lease and Lessee shall remain liable for the performance of all of its covenants and agreements under this Lease. Section 4.8. Operation During Non-Business Hours. Lessee shall operate the Parking Deck during non-Business Hours as it determines to be reasonable, taking into account anticipated rentals, the expense of collection, security and lighting so that Lessee shall not be required to have agents, employees or third party contractors present during non-Business Hours if it would not be economically feasible. In making this determination, Lessee shall consider the practices of other parking facilities in the area. Section 4.9. Industry Standards. Lessee shall at all times during the Lease Term cause the Parking Deck to be operated and maintained in accordance with industry standards for similar parking facilities except that Lessee shall not be required to provide security personnel to Parking Deck outside of the Business Hours of Lessee's office facilities in Davison's. -8- ", II.' \ Section 5. T AXES AND ASSESSMENTS. Section 5.1. If at any time during the Term of this Lease the Parking Deck or any interest therein shall become subject to taxation, in order that the interest of Lessor in the Parking Deck be and remain free of any and all taxes, assessments, and impositions, Lessee shall pay to Lessor as additional rent as they become due and payable and before they become delinquent, all taxes, assessments, and other public charges levied or existing against the Parking Deck or which may arise out of the use or possession of the Parking Deck by Lessee, all of which are hereinafter collectively referred to as "Taxes". Lessor shall present Lessee within fifteen (15) days of its receipt, photocopies of all tax bills for the current fiscal year. In the event Lessee shall desire to contest in good faith any tax, Lessee may file in the nan1e of Lessor such protest or other instruments and institute and prosecute proceedings for the purpose of such contest. However, upon request by Lessor, Lessee shall furnish to Lessor indemnification against any loss by reason of such contest. Section 5.2. If at any time during the term of this Lease a tax or excise on rents is levied or assessed by the State of Georgia or any political subdivision on the Parking Deck except for income and similar taxes, Lessee shall pay and discharge such tax or excise on rents but only to the extent the amount thereof is lawfully assessed or imposed upon Lessor and which was so assessed or imposed as a result of Lessor's ownership of the Parking Deck. Section 5.3. Should Augusta or Lessor assign or convey their respective interest in the Parking Deck to a third party such that taxes become attributable to the Parking Deck as a result of the change of ownership, then the payment of all such taxes shall be the responsibility of Lessor and the provisions of Section 5.1 will be modified accordingly. -9- .. i" ~. , I Section 6. REPRESENT A TIONS. COVENANTS AND WARRANTIES. Section 6.1. Representations. Covenants and Warranties of Lessor. The Lessor represents, covenants and warrants that: (a) Lessor is a public corporation duly created and organized under the Constitution and laws ofthe State. Under the provisions of the Act, Lessor is authorized to enter into the transactions contemplated by this Agreement and to carry out its obligations hereunder and thereunder. Lessor has been duly authorized to execute and deliver this Agreement. (b) Lessor has duly authorized the execution and delivery of this Agreement, and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Agreement, and no approval (other than approval from Augusta) or other action by any other governmental authority or agency or other person is required in connection with the execution, delivery and performance of this Agreement by Lessor except as shall have been obtained as of the date hereof. (c) This Agreement has been duly executed and delivered by Lessor and constitutes its legal, valid and binding obligation, enforceable against it, in accordance with its terms, except as enforcement thereof may be limited by bankruptcy, insolvency, or other laws affecting enforcement of creditors' rights and by the application of equitable principles if equitable remedies are sought. (d) The authorization, execution, delivery and performance by Lessor of this Agreement and its compliance with the provisions thereof do not violate Lessor's charter, any ordinance or the laws or the Constitution of the State and do not constitute a breach of or default under, any existing law, court order, administrative regulation, or other legal decree, or any -10- ~ "\,,.. , I agreement, indenture, mortgage, lease, note or other instrument to which it is a party or by which it is bound. (e) There is no litigation or proceeding pending, or to the knowledge of Lessor threatened, against Lessor or, to the knowledge of Lessor without independent investigation, any other person, having a material adverse effect on the right of Lessor to execute this Agreement or to otherwise comply with Lessor's obligations contained herein. (t) Nothing in this Agreement shall be construed to require Lessor to operate the Parking Deck other than as Lessor. (g) Lessor makes no representations as to the condition of the Parking Deck and the same is being leased "WHERE IS, AS IS" with the understanding and agreement that Lessee will use its own engineers and contractors to make such renovations as have been recommended in the Report. (h) This Lease Agreement shall at all times have priority over all liens and encumbrances now existing or hereafter affecting the Parking Deck and except those liens that might arise as a result of the Work or as a result of acts of the Lessee. (i) As long as Lessee performs its obligations under this Lease Agreement, Lessee shall have peaceable and quiet enjoyment of the Parking Deck subject only to the conditions set out herein. CD Lessor has no knowledge that any of the following representations is not true: (I) the Parking Deck and its existing and prior uses comply and have at all times complied with all applicable federal, state, or local statutes, laws, or regulations relating to environmental, safety, and health matters including, but not -11- ;.... " .,'" . limited to, the Resource Conservation and Recovery Act, the Clean Air Act, the Clean Water Act, or any other requirement relating to or imposing liability or standards of conduct concerning any petroleum product, byproduct, or fraction thereof; natural or synthetic gas products; hazardous substance or material, hazardous waste, dangerous waste, substance, or material; pollutant; or contaminant (collectively, "Environmental Laws"). Lessor and, to the best knowledge of Lessor, any previous owners and tenants of the Parking Deck, are not in violation of and have not violated any Environmental Laws in connection with the ownership, use, maintenance, or operation of the Parking Deck. Lessor and, to the best knowledge or Lessor, any previous owners and tenants of the Parking Deck, have not accrued and are not accruing any liabilities pursuant to any Environmental Laws, including the Comprehensive Environmental Response, Compensation and Liability Act, or any of "Superfund" or "Superlien" law. (2) Except for permits Lessee will obtain for any new use or operation of the Parking Deck, Lessor has all permits for the lise, operation and maintenance of the Parking Deck as required by any applicable Environmental Law. (3) No toxic or hazardous waste, hazardous substance or hazardous material has been released into the environment, or deposited, discharged, placed, or disposed of at, on, in, or adjacent to the Parking Deck. The Parking Deck has not been used at any time by any person as a landfill or waste disposal site. (4) There are no monitoring wells, underground storage tanks, or above ground storage tanks in the Parking Deck. -12- ., f.',.. . I (5) The Parking Deck is not currently subject to investigation for alleged federal, state, county, or municipal environmental pollution, health, safety, fire, or building code violations. Section 6.2. Representations. Covenants. and Warranties of Lessee. Lessee represents, covenants, and warrants as follows: (a) Lessee is a public body corporate organized under the Constitution of the State of Georgia and has the power to enter into this Agreement and the authority to execute and deliver this Agreement and perform its obligations under this Agreement. (b) Lessee has duly authorized the execution and delivery of this Agreement, and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Agreement, and no approval or other action by any other governmental authority or agency or other person is required in connection with the execution, delivery and performance of this Agreement by .Lessee except as shall have been obtained as of the date hereof. (c) Lessee agrees that during the Lease Term it will maintain its existence as a public body corporate, provided that Lessee may, without violating the agreement contained in this subsection, consolidate with or merge into another legal entity, or permit one or more legal entities to consolidate with or merge into it, if (i) the surviving, resulting or transferee legal entity, as the case may be, shall be a public body corporate; and (ii) such entity shall assume in writing all of the obligations of Lessee under this Agreement. (d) This Agreement has been duly executed and delivered by Lessee and constitutes its legal, valid and binding obligation, enforceable against it, in accordance with its terms, -13- '~ ,.., " . except as enforcement thereof may be limited by bankruptcy, insolvency, or other laws affecting enforcement of creditors' rights and by the application of equitable principles if equitable remedies are sought. (e) The authorization, execution, delivery and performance by Lessee of this Agreement and its compliance with the provisions thereof do not violate Lessee's charter, any ordinance or the laws or the Constitution of the State and do not constitute a breach of or default under, any existing law, court order, administrative regulation, or other legal decree, or any agreement, indenture, mortgage, lease, note or other instrument to which it is a party or by which it is bound. (f) There is no litigation or proceeding pending, or to the knowledge of Lessee threatened, against Lessee or, to the knowledge of Lessee without independent investigation, any other person, having a material adverse effect on the right of Lessee to execute this Agreement or to otherwise comply with Lessee's obligations contained herein. (g) Lessee has examined the Parking Deck and accepts the same in the condition in which it now is without representation or warranty, explicit or implied, from the Lessor. Section 7. INSPECTION. Section 7.1. Representatives of Lessor shall have access to the Parking Deck during Business Hours for the purpose of making inspections to ensure that the Work performed is in compliance with the building codes and reasonable industry standards. Section 8. DAMAGE. DESTRUCTION AND CONDEMNATION. Section 8.1. Damage or Destruction of Parking Deck. In the event of damage or destruction of all or any part of the Parking Deck during the term of this Lease, Lessor or Lessee -14- '\ , .,., ,~ . . I ( as applicable) shall be obligated promptly to use all available insurance proceeds to rebuild, replace and repair such damage or destroyed improvements to the same condition and usefulness and to the same general appearance as existed immediately prior to such damage or destruction; provided, however, the obligation to rebuild pursuant hereto shall be contingent upon the continued operation of the Parking Deck to the extent that the Parking Deck is required by Lessee or for the general public. Any construction or repair will be completed as expeditiously as reasonably possible and shall be performed in compliance with the requirements set forth herein with respect to the initial restoration and improvements. Should it be determined not to be feasible to repair and restore the Parking Deck, then the insurance proceeds shall be divided between the parties after giving consideration to the fact that Lessee paid all rent for the Initial Term at the inception of the Lease and that at termination of the Initial Term, Lessee's interest in the Parking Deck with all of the improvements would terminate and Lessor could re-Iet to Lessee and others at then current market rates. The actual amount shall be determined by a panel of three;: arbitrators as provided for in Section 2.3. In making a division, the rent for the Initial Term shall be deemed to apply uniformly over the entire Initial Term. Section 8.2. Condemnation. If, at any time during the Initial Term of this Lease, title to all or substantially all of the Parking Deck is taken in condemnation proceedings by any right of eminent domain, this Lease shall terminate on the date of such taking. The award shall be apportioned between Lessor and Lessee, with Lessee being first entitled to recei ve compensation for the value of its leasehold interest remaining during the Initial Term with the value to be equal to the amount of rent attributable to the remaining Initial Term, with the Rent being attributable to the Initial Term uniformly from beginning to end. That is to say, that if this Lease Agreement is -15- '~I;"" l ' ~ terminated because of condemnation occurring at the end of five (5) years, Lessee would be entitled to receive eighty percent (80%) of the prepaid Rent before Lessor would receive any payment. Next, Lessee would be entitled to be reimbursed for loss or damage to any of its trade fixtures, with the balance of any award being payable to Lessor. If condemnation occurs during the Renewal Term, the Lease shall terminate on the date of taking and the entire award for the taking shall belong to and be the sole property of Lessor. However, Lessor shall not be entitled to any award made to Lessee for the loss or damage to Lessee's fixtures. In the event of a partial taking, the parties hereto shall attempt to modify the terms of the Lease Agreement to fairly reflect the interest of the parties and in the event that they are unable to agree, the issue shall be submitted to arbitration as is provided for determination of rent for the Additional Term as provided in Section 2.3. Section 9. DEF AUL T. Section 9.1. If any of the following events ("Defaults") shall occur: (i) Lessee fails to perform any obligation under this Lease and the failure continues for thirty (30) days after Lessee's receipt ofwTitten notice from Lessor, or for an unreasonable period of time ifthirty (30) days is not sufficient time to repair, remedy or correct the obligation breached; (ii) Lessee abandons the Parking Deck (neither using parking spaces for its employees, staff and invited guests or participating in the renting of spaces to the general public by any active or passive means of collecting rental fees) for a period of ninety (90) or more consecutive days; or (iii) Lessee becomes bankrupt or insolvent and has filed against it a petition in bankruptcy or for reorganization or arrangement or other relief under the Federal Bankruptcy Code or makes an assignment for the benefit of creditors, then Lessor may re-enter and re-Iet the Parking Deck, with or without terminating this Lease, in its name or in Lessee's name and Lessee shall owe as liquidated damages -16- ','.,.... 'f . . ~ any deficiency between Rent under Lease Agreement and Rent collected. Lessee's obligations shall survive any termination of this Lease due to Lessee's default. Section 9.2. If Lessee shall fail to make payment or perform any act required to be made or performed under this Lease, Lessor, without waiving or releasing any obligation or default, may (but shall be under no obligation to) at any time, and upon reasonable notice to Lessee, make the payment or perform the act for the account of and at the expense of Lessee, and may enter upon the Parking Deck for that purpose and take all actions as may be necessary to correct Lessee's breach. No such entry shall be deemed an eviction of Lessee. All sums so paid by Lessor and all costs and expenses (including, but not limited to, reasonable attorneys' fees and expenses) so incurred, together with interest at the rate of two percent (2%) per annum in excess of the Prime Rate of Interest as announced from time to time by The Wall Street Journal from the date of payment, shall constitute additional rent and shall be paid by Lessee to Lessor, on, demand. Section 9.3. Lessor shall not be deemed in default under this Lease, nor shall Lessee be entitled to claim a constructive eviction, unless Lessor fails to fulfill any of its obligations after fifteen (15) days' written notice from Lessee specifying the failure; or, if the failure is of such a nature that it cannot be reasonably be cured within the fifteen (15) day period, Lessor fails to cure the same within a reasonable time. Section 10. MISCELLANEOUS. Section 10.1. Notices. Any notice, request, demand, approval or consent given or required to be given under this Agreement shall be in writing and shall be deemed to have been given or made or communicated when delivered by hand, when received (as evidenced by an official return receipt of the United States Postal Service), if mailed by certified or registered United States -17- 1~ ~.~.. , , .A Mail, postage prepaid, return receipt requested, or when delivered if sent by Federal Express or other recognized overnight courier delivery service addressed as follows: Lessor: Downtown Development Authority 111 Tenth Street Augusta, GA 30901 With Copy To: Wm. Byrd Warlick, Esq. Warlick, Tritt & Stebbins, L.L.P. 1500 First Union Bank Building Augusta, GA 30901-1454 Lessee: Richmond County Board of Education 2083 Heckle Street Augusta, GA 30904 With Copy To: Leonard O. Fletcher, Jr., Esq. Fletcher, Harley & Fletcher 429 Walker Street Augusta, GA 30901 Section 10.2. Successors and Assigns. All terms of this Lease shall be binding upon and inure to the benefit of the respective successors and assigns of the parties. Section 10.3. Severabilitv. In the event any provision of this Lease shall be held invalid or unenforceable by any court or competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. Section 10.4. Amendments or Modifications. This Lease may not be effectively amended, changed, modified, altered or terminated without a writing signed by both parties. Section 10.5. Applicable Law. This Lease shall be governed by and construed in accordance with the laws of the State of Georgia. -18- , -... .. a "~"" I . . ~ Section 10.6. Brokers. The parties agree that no brokerage commission or similar compensation is due in connection with this transaction. Each party agrees to indemnify the other against all claims for brokerage commissions or other compensation for services rendered at such parties instance in connection with this transaction. Section 10.7. Non-Waiver. No waiver of any condition or covenant of this Lease by either party shall be deemed to imply or constitute a further waiver of the same or any other condition or covenant and nothing contained in this Lease shall be constmed to be a waiver on the part of Lessor of any right or remedy in law or otherwise. Section 10.8. Condition Precedent. This Lease Agreement is conditioned upon Lessee's obtaining title to Davison's. If Lessee does not acquire title within six (6) months of the date of execution, then the Lease Agreement shall be null and void. SIGNED as of the day and year first above written. .. NotariPul~ili~..\Rf . ... ~ha. Qlunty - ij '12.: . · ~ '" State fit~orgi~'.$ : C.i :i c:' ~:. ~ o. ,('I 8t:r: ~ My CW~sl(}b1~pl~~5:!} Co> (...~_~~ ~ .'_~ .......... r.O ~..()., ('1"" ~:: ,.",..' Jq .\.I...I.~ t.~V SIGNED, SEAtW::& DELIVERED IN THE PRESENCE OF: ~~~~ ~ess ,_ . _.v Notary Public, Richmond County State of Georgia LESSOR: DOWNTO\VN DEVELOPMENT AUTHORITY OF THE CITY OF AUGUSTA BY: ATTEST: " LESSEE: THE COUNTY BOARD OF EDUCATION OF RICHMOND COUNTY -_--BY/X~ . ~ Aslts. - A~ES~:~~~v As Its ~.. -19- "- '}_,. a , . . .. EXHIBIT" A " TO LEASE AGREEMENT ALL that tract or parcel ofland, including any improvements thereon, situate, lying and being in the State of Georgia, County of Richmond, City of Augusta, on the northeasterly corner of the intersection of Ninth Street and Greene Street, being more particularly delineated on a certain plat made by Baldwin Engineering Company, dated April 19, 1967, which plat is attached to a Warranty Deed from Margaret C. Ingram to Blanchard & Calhoun Real Estate Co. dated September I, 1967, and recorded in the Office of the Clerk of Superior Court of Richmond County, Georgia, in Realty Book 34-H, Page 892, et sequential, which plat by reference thereto is incorporated herein and made a part hereof for a more complete and accurate description of the metes, bounds, courses, distances, and location of said property. ALSO ALL that lot of land in the City of Augusta, County of Richmond, and State of Georgia, located on the southeastern corner of Ellis Street and Ninth Street, or Campbell Street, having a front of 133.95 feet more or less on said Ellis Street, and running back of slightly increasing width 133.95 feet more or less on said Ninth Street or Campbell Street, and 134.3 7 feet more or less, along its easterly boundary to its rear line or boundary which is 135 feet more or less, in length. The eastern boundary of said lot, starting at the northeasterly corner of said lot, runs 99.3 7 feet more or less to the property formerly owned by the Church of the Resurrection, at which point it runs westwardly .5 feet more or less, running thence 35 feet more or less, along the western boundary of the property of the Church of the Resurrection to the southeasterly corner of said lot. Said property is bounded as follows: On the north by Ellis Street; on the west by Ninth Street or Campbell Street; on the south by property now or formerly of Mrs. Ingram, formerly Mrs. Margaret Kirsch; on the east by property now or formerly of the Church of the Resurrection and by property now or formerly of Stovall- Daniel Company. Said property is more particularly shown and described on a plat dated April 27, 1939, prepared by Walton Flythe, C.E., which plat is recorded in the Deed Records of Richmond County, Georgia, in Realty Book 13-V, Page 169, which plat by reference thereto is made a part hereof in aid of a more complete and accurate description of said property. ALSO ALL that lot or parcel of land, with the improvements thereon, on the south side of Ellis Street, between Jackson and Campbell Streets, and known under the present system of numbering in the City of Augusta as 832-834 Ellis Street, having a front on the south side of Ellis Street of fifty- seven and sixty-six one-hundredths (57.66) feet, more or less, and extending back between practically parallel lines in a southerly direction a distance of one hundred thirty-three and sixty-two one-hundredths (133.62) feet, more or less, and having a width in the rear of fifty-seven and seven one hundredths (57.07) feet, more or less; being BOUNDED: North by Ellis Street, east by property now or formerly of The Citizens & Southern National Bank, trustee for Mary J. Kernaghan; south by property now or formerly of Alice Bell; west by property now or formerly of The Evangelical Lutheran Church of the Resurrection and property described immediately below. ALSO ALL that lot or parcel of land with the improvements thereon, on the south side of Ellis Street, between Eighth or Jackson Street and Ninth or Campbell Stre~t, and J.<nown tmder the present -1- - - ~.16 p system of numbering in the City of Augusta as 836-838 Ellis Street, fronting ninety (90) feet, more or less, on Ellis Street and extending back in a southerly direction from Ellis Street of equal width and between parallel lines a distance of one hundred (100) feet, more or less; BOUNDED: North by Ellis Street, east by property herein next above described; south by property now or formerly of The Evangelical Lutheran Church of the Resurrection; and west by property now or formerly of Most Reverend Gerald P. O'Hara, Bishop of Savannah-Atlanta. ALSO ALL that lot or parcel ofland, with improvement thereon, situate, lying and being in the City of Augusta, Richmond County, Georgia, on the south side of Ellis Street between Jackson (Eighth) Street and Campbell (Ninth) Street, having a frontage on the south side of Ellis Street of 60.5 feet and extending back in a southerly direction between parallel lines a distance of 133.20 feet. Said property is bounded as follows: On the north by Ellis Street; on the east by property of Southern Bell Telephone and Telegraph Company; on the south by property now or formerly of the Lutheran Church of the Resurrection; on the west by property now or formerly of Stovall-Daniel Company, presently owned by Arnold J. Kellos, et a!. -2- yr' ,!' .. Book 00777: 1438 Augusta - Richmond County 200200718303/01/200215:18:20.00 . $62.00 AGREEMENT i iiiili iiii/ iiiii iijli iiiii iilii iiiil iiiil iliii lilii iiii iiii 2002007183 Augusta - Richmond County . 1-:l2. ',... LJ \,t,o uWH-R-G)'_,- WARL!CK, TRiTT 8, STr::E:.B!?lS "I.l=,?h F:jr-nr r:'I'I':'~ I I r ;.-.\"'1 ~~~.I"l~~ r.: lrk1 J:~,".I iJV. J ~ L "'.... ~. J....~: L..:._ .."\ U.-b' J\u~:..:S'~[), GA ~3G201 STATE OF GEORGIA ) ) COUNTY OF RICHMOND ) AMENDMENT TO GROUND LEASE THIS AGREEMENT made and entered into this 1~ay of November, 2001, by and between AUGUSTA, GEORGIA, a political subdivision ofthe State of Georgia, as Lessor, and DOWNTOWN DEVELOPMENT AUTHORITYOFTHECITYOF AUGUSTA, a public body corporate created and organized pursuant to the Downtown Development Authorities Law (O.C.G.A. ~36-42-1, et seq.) (the "Act"), as Lessee. R E C I TAL S: Lessor acquired all of the property on which a public parking garage (the "Parking Deck") was constructed at the corner of Greene and Ninth Streets in Augusta, which is described in more detail on Exhibit "A" attached hereto and incorporated herein by reference. Lessor entered into a Ground Lease dated June 18, 1975, with the Lessee which was then named "Augusta-Savannah River Parking and Urban Redevelopment Authority" (the "Ground Lease"), recorded in the Office of the Clerk of Superior Court of Richmond County,Georgia, in Realty Reel 48, Pages 2030-2055. Lessee constructed the Parking Deck and entered into a lease with Lessor dated June 18, 1975 (the "Sublease"), recorded in the said Clerk's Office in Realty Reel 48, Pages 2065-2087, under the terms of which Lessor would operate the Parking Deck and make monthly payments to Lessee in amounts sufficient to repay the costs of construction of the Parking Deck. Both the Ground Lease and the subsequent Sublease back by their original terms will expire in October of2011. Since the Parking Deck was built in 1976, it has deteriorated to such an extent that restoration, repairs and needed modifications are estimated to cost in excess of Nine Hundred Thousand Dollars ($900,000). The County Board of Education of Richmond County, a public body corporate (the "Board") is currently negotiating to purchase the building fronting on Broad Street .... 1 r - ... .. . Book 00777:1439 Augusta - Richmond County 2002007183 03/01/2002,15:18:20.00 formerly known as the Davison's Department Store ("Davison's"). The Parking Deck and Davison's have been substantially vacant since 1978. Of the 305 parking spaces located in the Parking Deck, approximately 60 parking spaces were leased under the terms of a lease which has expired by its terms but some of which spaces are still being utilized. If the Board acquires Davison's, the Board has made it known that it would require a minimum of 225 spaces in the Parking Deck during its normal business hours for its employees, staff, and invited guests. The Board has agreed to restore the Parking Deck, to make all necessary repairs and to install a new lighting and security system in exchange for the right of the llse of the Parking Deck under the terms and provisions of a proposed lease agreement with Lessee (the "Lease Agreement"). There is currently no indebtedness secured by a leasehold mortgage so that Lessor and Lessee have the right to cancel the Ground Lease as provided in Article X. Lessor has reviewed the Lease Agreement, a copy of which is attached hereto as Exhibit "B". Lessor desires to amend the Ground Lease in order to allow Lessee to enter into the Lease Agreement with the Board as the same would be beneficial to stimulate economic growth in the Augusta Downtown Area. The Sublease between the Lessor and Lessee is to be tenninated herein, and the Ground Lease extended to conform with the terms of the Lease Agreement. NO\V, THEREFORE, for and in consideration of the premises and the mutual covenants hereinafter contained, the parties hereto agree as follows: Section 1. SUBORDINATION. All terms and provisions of the Ground Lease are hereby subordinated to the terms of the Lease Agreement so that the terms and provisions of the Lease Agreement have priority over the Ground Lease so that in the event Lessor or Lessee terminates the Ground Lease, the other shall be bound by the terms of the Lease Agreement between the Lessee and the Board. The right to -2- l " '" , IJ, .. Book 00777:1440 Augusta - Richmond County 2002007183 03/01/2002 ~ 5:18:20.00 terminate the Ground Lease as provided for in Article X remains in effect as do all terms not inconsistent with the Lease Agreement. The Sublease between Lessor and Lessee is hereby terminated. IN WITNESS \VHEREOF, the parties have caused the execution of these presents by and through their duly authorized officers the day and year first wTitten above. SIGNED, SEALED & DELIVERED IN THE PRESENCE OF: p~~ LESSEE: DOWNTOWN DEVELOPMENT AUTHORITY OF THE CITY OF AUGUSTA N t#y'-(P.utjiic...Ric'fini~ild; County " . .-...~ '7""l .. ...o? Stafe:ot.:"Georgicr.::.: . ... ..... .. . My'~ cp~miSSi~ExPiFes: . "",,5. . -/)':::1L ~~. ".'. .. ~. . :J < ", . . SIGNED;.S.l;:ALJ?:D & DELIVERED IN THE PRESENCE OF: LESSOR: AUGUSTA, GEORGIA ty:~ ~ ATTEST: ~ As It iFi~ -3- -'.:.~" \~~!g.~:.:~"~~: ~ . ,'~:' I,' :.<,0 Qo. .-. 1/,:'.,..' I:: .":.... ...,,0 .. """0" . ':' ..,,,,, "'cc= 0.' :: I :~.. (. ":J'o :1 {, /.... ell,),....."' '. ::.. .le ~. .. 1.......\ ~ '.',: ~; l' J'f~~. ~,,1 ~ i~~ ~:..\.. C'., :;,~;;L....<t j l;.. . '::' c, ,~ D 1 C \ ~ .<: .. ..:- .- -'-<::::~;;,;~:,; ::'i;~';~; f.- "',. . 't't. . 00 ~ 1" . J), ... Book 00777:1441 Augusta - Richmond County 2002007183 03/0112002 15:18:20.00 EXHIBIT" A " TO AMENDMENT TO GROUND LEASE ALL that tract or parcel of land, including any improvements thereon, situate, lying and being in the State of Georgia, County of Richmond, City of Augusta, on the northeasterly corner of the intersection of Ninth Street and Greene Street, being more particularly delineated on a certain plat made by Baldwin Engineering Company, dated April 19, 1967, which plat is attached to a Warranty Deed from Margaret C. Ingram to Blanchard & Calhoun Real Estate Co. dated September 1, 1967, and recorded in the Office of the Clerk of Superior Court of Richmond County, Georgia, in Realty Book 34-H, Page 892, et sequential, which plat by reference thereto is incorporated herein and made a part hereof for a more complete and accurate description of the metes, bounds, courses, distances, and location of said property. ALSO ALL that lot of land in the City of Augusta, County of Richmond, and State of Georgia, located on the southeastern corner of Ellis Street and Ninth Street, or Campbell Street, having a front of 133.95 feet more or less on said Ellis Street, and running back of slightly increasing width 133.95 feet more or less on said Ninth Street or Campbell Street, and 134.37 feet more or less, along its easterly boundary to its rear line or boundary which is 135 feet more or less, in length. The eastern boundary of said lot, starting at the northeasterly comer of said lot, runs 99.37 feet more or less to the property formerly owned by the Church of the Resurrection, at which point it runs westwardly .5 feet more or less, running thence 35 feet more or less, along the western boundary of the property of the Church of the Resurrection to the southeasterly corner of said lot. Said property is bounded as follows: On the north by Ellis Street; on the west by Ninth Street or Campbell Street; on the south by property now or formerly of Mrs. Ingram, formerly Mrs. Margaret Kirsch; on the east by property now or formerly of the Church of the Resurrection and by property nO\,v or formerly of Stovall- Daniel Company. Said property is more particularly shown and described on a plat dated April 27 , 1939, prepared by Walton Flythe, C.E., which plat is recorded in the Deed Records of Richmond County, Georgia, in Realty Book 13-U, Page 169, which plat by reference thereto is made a part hereof in aid of a more complete and accurate description of said property. ALSO ALL that lot or parcel of land, with the improvements thereon, on the south side of Ellis Street, between Jackson and Campbell Streets, and known under the present system of numbering in the City of Augusta as 832-834 Ellis Street, having a front on the south side of Ellis Street offifty- seven and sixty-six one-hundredths (57.66) feet, more or less, and extending back between practically parallel lines in a southerly direction a distance of one hundred thirty-three and sixty-two one-hundredths (133.62) feet, more or less, and having a width in the rear of fifty-seven and seven one hundredths (57.07) feet, more or less; being BOUNDED: North by Ellis Street, east by property now or formerly of The Citizens & Southern National Bank, tmstee for Mary J. Kernaghan; south by property now or formerly of Alice Bell; west by property now or formerly of The Evangelical Lutheran Church of the Resurrection and property described immediately below. ALSO ALL that lot or parcel of land with the improvements thereon, on the south side of Ellis Street, between Eighth or Jackson Street and Ninth or Campbell Street, and known under the present -1- " l' po · II . Book 00777:1442 Augusta - Richmond County 2002007183 03/01/2002,15:18:20.00 system of numbering in the City of Augusta as 836-838 Ellis Street, fronting ninety (90) feet, more or less, on Ellis Street and extending back in a southerly direction from Ellis Street of equal width and between parallel lines a distance of one hundred (100) feet, more or less; BOUNDED: North by Ellis Street, east by property herein next above described; south by property now or formerly of The Evangelical Lutheran Church of the Resurrection; and west by property now or formerly of Most Reverend Gerald P. O'Hara, Bishop of Savannah-Atlanta. ALSO ALL that lot or parcel ofland, with improvement thereon, situate, lying and being in the City of Augusta, Richmond County, Georgia, on the south side of Ellis Street between Jackson (Eighth) Street and Campbell (Ninth) Street, having a frontage on the south side of Ellis Street of 60.5 feet and extending back in a southerly direction between parallel lines a distance of 133.20 feet. Said property is bounded as follows: On the north by Ellis Street; on the east by property of South ern Bell Telephone and Telegraph Company; on the south by property now or formerly of the Lutheran Church of the Resurrection; on the west by property now or formerly of Stovall-Daniel Company, presently owned by Arnold J. Kellos, et al. -2- " Jr'. L. . . . Book 00777:1443'Augusta - Richmond County 200200718303/01/2002 15:18:20.00 EXHIBIT "B" TO AMENDMENT TO GROUND LEASE -1- . 1 ,11 r ,t. . , Book 00777:1444 Augusta - Richmond County 2002007183 03/01/2002 15:18:20.00 Present!:d By: Wrn. Byrd Warlick, Esq. Warlick. Tritt & St!:bbins. L.L.P. 706-722-75-13 STATE OF GEORGIA ) ) ) LEASE AGREEMENT COUNTY OF RICHMOND THIS LEASE AGREEMENT dated as of MV~lY)heI13 ,2001, between DO\VNTO\VN DEVELOPMENT AUTHORITY OF THE CITY OF AUGUSTA, a public body corporate created and organized pursuant to the Downtown Development Authorities Law (O.C.G.A. ~36-42-1 et seq. (the "Act")), as Lessor, and THE COUNTY BOARD OF EDUCATION OF RICHMO~D COUNTY, a public body corporate, as' Lessee. R E C I TAL S: Augusta. Georgia, a political subdivision of the State of Georgia (" Augusta") acquired all of the property on which a public parking garage (the "Parking Deck") was constructed at the comer of Greene and Ninth Streets in Augusta, \vhich is described in more detail on Exhibit "A" attached hereto and incorporated herein by reference. Augusta entered into a Ground Lease on July 18,1975, with Lessor which was then named "Augusta-Savannah River Parking and Urban Redevelopment Authority". Lessor constructed the Parking Deck and entered into a Sublease with Augusta under the terms of which Augusta would operate the Parking Deck and make monthly payments to Lessor in amounts sufficient to repay the costs of construction of the Parking Deck. . ,': r ," Book 00777:1445 Augusta - Richmond County 2002007183 03/0112002 15:18:20.00 Both the Ground Lease and the subsequent Sublease back by their original terms would expire in October of2011. The Sublease between Lessor and Augusta has been terminated, and the Ground Lease has been extended to conform with the terms of this Lease Agreement. Since the Parking Deck was built in 1976, it has deteriorated to such an extent that restoration, repairs and needed modifications are estimated to cost in excess of Nine Hundred Thousand Dollars ($900,000). Lessee is currently negotiating to purchase the building fronting on Broad Street formerly known as the Davison's Department Store ("Davison's"). The Parking Deck and Davison's have been substantially vacant since 1978. Of the 305 parking spaces located in the Par~ing Deck, approximately 60 parking spaces were leased under the terms of a lease which has expired by its terms but some of which spaces are still being utilized. If Lessee acquires Davison's, Lessee has made it known that it would require a minimum of225 spaces in the Parking Deck during its normal business hours for its employees, staff, and invited guests. Lessee has agreed to restore the Parking Deck, to make all necessary repairs and to install a new lighting and security system in exchange for the right of the use of the Parking Deck under the terms and provisions hereinafter set out. NO''', THEREFORE, for and in consideration of the premises and the mutual covenants hereinafter contained, the parties hereto agree as follows: Section 1. DEMISED PROPERTY. Section 1.1. Lessor hereby leases to Lessee and Lessee hereby leases from .Lessor the Parking Deck more particularly described in Exhibit "A" attached hereto, together with any amenities relating to the Parking Deck and all other rights or easements appurtenant thereto, including all improvements now or hereafter located thereon. -2- . 1,1 . to Book 00777:1446 Augusta - Richmond County 2002007183 03/0112002 15:18:20.00 Section 2. TERl'\1I. Section 2.1. Initial Term and Rent. This Lease shall be for a term of twenty-five (25) years commencing on the first day of the second month next succeeding the month in which occurs the completion of the restoration, repairs and needed modification to the Parking Deck as outlined in the "Investigation of the Garden City Parking Plaza" prepared for Lessee by Johnson, Laschober & Associates, P.C., dated January, 2001 (the "Report" and the "Work"). In lieu of making monthly or annual payments to Lessor, Lessee shall be given credit for its actual costs of the Work as verified to the reasonable satisfaction of Lessor, and shall be accepted by Lessor as the fair rental value (the "Rent") for the 25 year Initial Term. Section 2.2. Rightto Terminate. Not\\ithstandinganything herein to the contrary, this Lease Agreement may be terminated by Lessee absolutely and without further obligation on the part of Lessee by giving Lessor notice ninety (90) days prior to the close of each succeeding calendar year on the anniversary of the execution of this Lease Agreement. Under such circumstances, Lessor shall not be required to refund or rebate any of the prepaid rent for the Initial Term. Section 2.3. Additional Term and Rent. At the end of the initial Lease Term. Lessee shall have the right to renew' for an additional twenty (20) year term at the annual rental to be based upon considerations including (i) the then current rate for parking spaces in similar parking facilities in the Augusta market area, (ii) reasonable operating and maintenance costs; and (iii) projected cash flows generated by the Parking Deck, as determined by a panel of three (3) commercial realtors, with the Lessor choosing one and Lessee choosing another and those two selecting the third, with a decision of any two of the realtors being binding on the parties. In addition to deciding the fair rental rate, the realtors will decide how long that rate will apply, not to ., -.)- " . . . . !o . . . Book 00777:1447 Augusta - Richmond County 2002007183 03/0112002 15:18:20.00 exceed five (5) years in anyone increment. During the Additional Term, rent will be paid in advance on the first day of each month without demand or deduction sent to the address of Lessor as set out herein unless otherwise directed in writing. Section 3. THE ,"VORK Section 3.1. Renovations and Repairs. Lessee has engaged the services of Johnson, Laschober & Associates, P.C., as engineers and architects to develop a plan for the Work, including administration, supervision and coordination of bidding, award, execution and performance of a general construction contract and subcontracts. Lessee shall cause the Work to be completed in accordance with the Report. Payment of constmction costs for the Work shall be at the sole cost and expense of Lessee. Lessee shall pay any and all costs when the same become due and payable. Lessee shall pay all architectural. engineering, surveying, and related fees incurred in connection with the Work. Payment of such fees shall not entitle Lessee to any ownership interest in the Parking Deck or fixtures contained therein. In no event shall the cost of repairs required of the Lessee exceed 5900,000. In the event that it appears that the cost of repairs may exceed $900,000, the panies hereto shall delete ponions of the work so as to bring the total cost below $900,000. Lessee may maintain ownership of personal property not permanently attached to the Parking Deck. A list of such personal property shall be attached hereto as Exhibit "B". Section 3.2. Completion of the ,"Vork. Lessee shall perform, or cause to be performed, the Work \vith due diligence and in a good and workmanlike manner using first class materials in accordance with applicable laws, ordinances, rules and regulations of all government agencies and authorities having jurisdiction over such construction. -4- . I I ,,,., . . . Book 00777:1448 Augusta - Richmond County 2002007183 03/01/2002 15:18:20.00 I Section 3.3. Liens. In the event any mechanic's lien or other statutory lien shall be filed during the term of this Lease, Lessee shall pay and discharge the same, bond off or otherwise cause such lien to be discharged of record and shall indemnify and save harmless Augusta and Lessor from all loss, damage, liability, expense or claim whatsoever (including reasonable attorneys fees and cost of defending against the foregoing) resulting from the assertion of any such lien. Section 3.4. Insurance. Lessee shall maintain during the period of any construction, builders risk insurance on a non-reporting, completed value basis with an extended coverage endorsement, as well as comprehensive general liability insurance in such amounts as are generally found on similar construction projects. Section 3.5. Records. Lessee shall maintain accurate and complete records of all expenditures made so as to establish actual out-of-pocket costs incurred so as to establish to the reasonable satisfaction of Lessor, the amount of credit to be given Lessee to be treated as a payment of advance rent as set out in Section 2.1. Section 3.6. Safet\'. Lessee shall at all times maintain such safety devices as are customary for similar construction sites so as to avoid injury or ham1 to \\'orkers or third parties who might visit the Parking Deck during constmction. Section 3.7. Alterations. After completion of the Work, all modifications, alterations and improvements will become and remain a part of the Parking Deck except as othenvise set out on Exhibit "B" herein. Lessee may not, without Lessor's consent, make further structural alterations or changes. -5- ; . I,. .' '\. , Book 00777:1449 A~gusta - Ri~hmond County 2002007183 03/0112092 15:18:20.00 Section 4. OPERATION AND MAINTENANCE. Section 4.1. Rules and Regulations. The Parking Deck shall be used exclusively (unless \vTitten permission is obtained from Lessor) for parking automobiles and other vehicles used by the employees, staff and invitees of Lessee as well as the general public as provided herein. Lessee shall exercise direction and control of the Parking Deck and shall establish reasonable rules and regulations for the use thereof. All parking places not reasonably required for Lessee's use shall be made available to the general public, with fees that are reasonable and in conformity with those fees being charged by other comparable parking facilities in the area. Section 4.2. Allocation of Spaces. The parties acknowledge that except for the spaces reasonably required for the use by the employees, staff and invitees of Lessee during Lessee's normal hours of operation (Monday through Friday, 8:00 A.M. - 5:00 P.ivI., "Business Hours") the Parking Deck shall be operated as a public facility made available for use by members of the general public without discrimination for sex, race, creed, color or national origin. Section ..L3. Special Parking Needs. It is recognized by the parties that from time to time a need may arise for parking spaces on a short-term basis in connection with special events or functions in the adjacent areas. When such needs are identified. Lessee shall be notified with as much notice as is possible so that Lessee may use its best efforts to accommodate such need, consistent with its duty to make those spaces, which are not required for Lessee, available to the general public without discrimination. If the parties cannot agree, the rates to be charged shall be determined as set out in Section 2.3. Section 4.4. Maintenance. Lessee shall maintain the Parking Deck in good, clean and sightly condition and repair, in such manner as will maintain the appearance of the parking areas -6- . . ~ I " , . , Book 00777:1450 Augusta - RiChmo~d cou~ty 2002007183 03/01/2002 15:18:20.00 , in substantially the same condition as when the \Vork was completed, normal wear and tear excepted. Lessee shall promptly repair all holes or cracks in the concrete or paved surfaces, remove all papers, debris and refuse, wash or thoroughly sweep all paved areas as required, remove surface water and obstructions, and maintain lighting fixtures as necessary. Lessee shall also restripe the parking areas and refurbish directional signs, curbs and other components from time to time as is generally done in similar parking facilities in the area. Section 4.5. Income and Rentals. All income derived from renting spaces in the Parking Deck will be placed in a special escrow account maintained by Lessee and used to defer expenses incurred in connection with the Operation and Maintenance of the Parking Deck. Lessee shall maintain accurate records of all rents received and expenses paid and shall provide Lessor with an annual statement thereof. Any funds on hand in the escrow account at the termination of the Initial Term of lease shall go toward the reduction of Lessee's rent during any extension, or alternatively, shall be held in an escrow account to defray the cost of maintenance during any extended term. Section 4.6. Insurance. During the Lease Term, Lessee shall procure and maintain public liability insurance for the Parking Deck \vith policy limits of not less than $1,000,000 for personal injury to one person, $2,000,000 for personal injury to any group of persons as a result of one accident or occurrence, and $1,000,000 for property damage. Lessee shall name Lessor and Augusta, Georgia, as additional insured under the policy. The purchase of any such insurance shall not limit or waive the right of any party hereto to raise the defense of governn1ental or sovereign immunity. Lessee shall keep the premises insured against loss by fire and all risks and perils usually covered by an "all risk or physical loss" endorsement to a policy of fire insurance for -7- . .' ,r t,' .. Book 00777:1451 Augusta - Richmond County 2002007183 03/0112002 15:18:20.00 property comparable to the Parking Deck in an amount equal to not less than the replacement costs of the Parking Deck, with such deductible amount as approved by Lessor. Lessor shall be an additional insured party under the policy with Lessee as their interests may appear. Lessee shall obtain a certificate from the insurer that it will not cancel the policy except after thirty (30) days' prior written notice to Augusta and Lessor and that any loss otherwise payable under the policy shall be payable notwithstanding any act or negligence of Lessor or Lessee that might, absent such agreement, result in a forfeiture or all or part of the insurance payment. Section 4,7. Assignment and Subletting. Lessee shall have the right to sublet all or any portion of the Parking Deck without the prior \\Titten consent of the Lessor; provided that each such sublease shall be subject and subordinate to this Lease and Lessee shall remain liable for the performance of all of its covenants and agreements under this Lease. Section 4.8. Operation DuringNon-Business Hours. Lessee shall operate the Parking Deck during non-Business Hours as it determines to be reasonable, taking into account anticipated rentals. the expense of collection, security and lighting so that Lessee shall not be required to have agents, employees or third party contractors present during non-Business Hours if it would not be economically feasible. In making this determination, Lessee shall consider the practices of other parking facilities in the area. Section 4.9. Industrv Standards. Lessee shall at all times during the Lease Term cause the Parking Deck to be operated and maintained in accordance with industry standards for similar parking facilities except that Lessee shall not be required to provide security personnel to Parking Deck outside of the Business Hours of Lessee's office facilities in Davison's. -8- . II ',. ,r " I, Book 00777:1452 Augusta - Richmond County 2002007183 03/01/2002 1.5:18:20.00 Section 5. T AXES AND ASSESS!\'JENTS. Section 5.1. Ifat any time during the Term of this Lease the Parking Deck or any interest therein shall become subject to taxation, in order that the interest of Lessor in the Parking Deck be and remain free of any and all taxes, assessments, and impositions, Lessee shall pay to Lessor as additional rent as they become due and payable and before they become delinquent, all taxes, assessments, and other public charges levied or existing against the Parking Deck or which may arise out of the use or possession of the Parking Deck by Lessee, all of \vhich are hereinafter collectively referred to as "Taxes". Lessor shall present Lessee within fifteen (15) days of its receipt, photocopies of all tax bills for the current fiscal year. In the event Lessee shall desire to contest in good faith any tax, Lessee may file in the name of Lessor sllch protest or other instruments and institute and prosecute proceedings for the purpose of such contest. However, upon request by Lessor, Lessee shall furnish to Lessor indemnification against any loss by reason of such contest. Section 5.2. Ifat any time during the term of this Lease a tax or excise on rents is levied or assessed by the State of Georgia or any political subdivision on the Parking Deck except for income and similar taxes, Lessee shall pay and discharge such tax or excise on rents but only to the extent the amount thereof is la\Vwlly assessed or imposed upon Lessor and which \vas so assessed or imposed as a result of Lessor's ownership of the Parking Deck. Section 5.3. Should Augusta or Lessor assign or convey their respective interest in the Parking Deck to a third party such that taxes become attributable to the Parking Deck as a result of the change of ownership, then the payment of all such taxes shall be the responsibility of Lessor and the provisions of Section 5.1 will be modified accordingly. -9- . , ~ f ,r " .. \ Book 00777:1453 Augusta - Richmond County 2002007183 03/01/2002 15:1.8:20.00 Section 6. REPRESENTATIONS. COVENANTS AND \V ARRANTIES. Section 6.1. Representations, Covenants and Warranties of Lessor. The Lessor represents, covenants and warrants that: (a) Lessor is a public corporation duly created and organized under the Constitution and laws of the State. Under the provisions of the Act, Lessor is authorized to enter into the transactions contemplated by this Agreement and to carry out its obligations hereunder and thereunder. Lessor has been duly authorized to execute and deliver this Agreement. (b) Lessor has duly authorized the execution and delivery of this Agreement, and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Agreement, and no approval (other than approval from Augusta) or other action by any other governmental authority or agency or other person is required in connection with the execution, delivery and performance of this Agreement by Lessor except as shall have been obtained as of the date hereof. (c) This Agreement has been duly executed and delivered by Lessor and constitutes its legaL valid and binding obligation, enforceable against it. in accordance \vith its temls, except as enforcement thereof may be limited by bankruptcy. insolvency, or other laws affecting enforcement of creditors' rights and by the application of equitable principles ifequitable remedies are sought. (d) The authorization, execution, delivery and performance by Lessor of this Agreement and its compliance with the provisions thereof do not violate Lessor's charter, any ordinance or the laws or the Constitution of the State and do not constitute a breach of or default under, any existing law, court order, administrative regulation, or other legal decree, or any -10- . III r' ' .. · \ Book 00777:1454 Augusta - Richmond County 2002007183 03/01/200~ 15:18:20.00 .~ agreement, indenture, mortgage, lease, note or other instrument to which it is a party or by which it is bound. (e) There is no litigation or proceeding pending, or to the knowledge of Lessor threatened, against Lessor or, to the knowledge of Lessor without independent investigation, any other person, having a material adverse effect on the right of Lessor to execute this Agreement or to otherwise comply with Lessor"s obligations contained herein. (f) Nothing in this Agreement shall be construed to require Lessor to operate the Parking Deck other than as Lessor. (g) Lessor makes no representations as to the condition of the Parking Deck and the same is being leased "WHERE IS, AS IS" with the understanding and agreement that Lessee will use its O\\TI engineers and contractors to make such renovations as have been recommended in the Report. (h) This Lease Agreement shall at all times have priority over all liens and encumbrances now existing or hereafter affecting the Parking Deck and except those liens that might arise as a result of the Work or as a result of acts of the Lessee. (i) As long as Lessee performs its obligations under this Lease Agreement, Lessee shall have peaceable and quiet enjoyment of the Parking Deck subject only to the conditions set out herein. U) Lessor has no knowledge that any of the following representations is not true: (I) the Parking Deck and its existing and prior uses comply and have at all times complied with all applicable federal, state, or local statutes, laws, or regulations relating to environmental, safety, and health matters including, but not -11- . t ., l' ., \ . . Book 00777:1455 Augusta - Rich~ond County 2002007183 03/01/2002 15:18:20.00 limited to, the Resource Conservation and Recovery Act, the Clean Air Act, the Clean Water Act, or any other requirement relating to or imposing liability or standards of conduct concerning any petroleum product, byproduct, or fraction thereof; natural or synthetic gas products; hazardous substance or material, hazardous waste, dangerous waste, substance, or material; pollutant; or contaminant (collectively, "Environmental Laws"). Lessor and, to the best knowledge of Lessor, any previous owners and tenants of the Parking Deck, are not in violation of and have not violated any Environmental Laws in connection with the ownership, use, maintenance, or operation of the Parking Deck. Lessor and, to the best knowledge or Lessor, any previous owners and tenants of the Parking Deck, have not accrued and are not accruing any liabilities pursuant to any Environmental Laws, including the Comprehensive Environmental Response, Compensation and Liability Act, or any of "Superfund" or "Superlien" law. (2) Except for permits Lessee will obtain for any new use or operation of the Parking Deck. Lessor has all permits for the use, operation and maintenance of the Parking Deck as required by any applicable Environmental Law. (3) No toxic or hazardous waste, hazardous substance or hazardous material has been released into the environment, or deposited, discharged, placed, or disposed of at, on, in, or adjacent to the Parking Deck. The Parking Deck has not been used at any time by any person as a landfill or waste disposal site. (4) There are no monitoring wells, underground storage tanks, or above ground storage tanks in the Parking Deck. -12- . , . r " '\ , ... Book 00777:1456 Augusta - Richmond County 2002007183 03/01/2002 15:18:20.00 . (5) The Parking Deck is not currently subject to investigation for alleged federal, state, county, or municipal environmental pollution, health, safety, fire, or building code violations. Section 6.2. Representations. Covenants, and Warranties of Lessee. Lessee represents, covenants, and warrants as follows: (a) Lessee is a public body corporate organized under the Constitution of the State of Georgia and has the pO\ver to enter into this Agreement and the authority to execute and deliver this Agreement and perform its obligations under this Agreement. (b) Lessee has duly authorized the execution and delivery of this Agreement, and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Agreement, and no approval or other acti"on by any other governmental authority or agency or other person is required in connection with the execution, delivery and performance of this Agreement by.Lessee except as shall have been obtained as of the date hereof. (c) Lessee agrees that during the Lease Term it will maintain its existence as a public body corporate, provided that Lessee may, without violating the agreement contained in this subsection, consolidate with or merge into another legal entity, or permit one or more legal entities to consolidate with or merge into it, if (i) the surviving, resulting or transferee legal entity, as the case may be, shall be a public body corporate; and (ii) such entity shall assume in writing all of the obligations of Lessee under this Agreement. (d) This Agreement has been duly executed and delivered by Lessee and constitutes its legal, valid and binding obligation, enforceable against it, in accordance with its terms, -13- . . " , \' " . " . '. Book 00777:1457 Augusta - Richmond County 2002007183 03/01/2002 15:18:20.00 I except as enforcement thereof may be limited by bankruptcy, insolvency, or other laws affecting enforcement of creditors' rights and by the application of equitable principles ifequitable remedies are sought. (e) The authorization, execution, delivery and performance by Lessee of this Agreement and its compliance with the provisions thereof do not violate Lessee's charter, any ordinance or the la\vs or the Constitution of the State and do not constitute a breach of or default under, any existing law, court order, administrative regulation, or other legal decree, or any agreement, indenture, mortgage, lease, note or other instrument to which it is a party or by which it is bound. (f) There is no litigation or proceeding pending, or to the knowledge of Lessee threatened, against Lessee or, to the knowledge of Lessee without independent investigation, any other person. having a material adverse effect on the right of Lessee to execute this Agreement or to otherwise comply with Lessee's obligations contained herein. (g) Lessee has examined the Parking Deck and accepts the same in the condition in which it now is without representation or warranty, explicit or implied. from the Lessor. Section 7. INSPECTION. Section 7.1. Representatives of Lessor shall have access to the Parking Deck during Business Hours for the purpose of making inspections to ensure that the Work performed is in compliance with the building codes and reasonable industry standards. Section 8. DAMAGE. DESTRUCTION AND CONDEMNATION. Section 8.1. Damage or Destruction of Parking Deck. In the event of damage or destruction of all or any part of the Parking Deck during the term of this Lease, Lessor or Lessee -14- . .IJ, ,.,. '.. , . Book 00777:1458 Augusta - Richmond County 2002007183 03/01/2002. 15:18:20.00 (as applicable) shall be obligated promptly to use all available insurance proceeds to rebuild, replace and repair such damage or destroyed improvements to the same condition and usefulness and to the same general appearance as existed immediately prior to such damage or destruction; provided, however, the obligation to rebuild pursuant hereto shall be contingent upon the continued operation of the Parking Deck to the extent that the Parking Deck is required by Lessee or for the general public. Any construction or repair will be completed as expeditiously as reasonably possible and shall be performed in compliance with the requirements set forth herein with respect to the initial restoration and improvements. Should it be determined not to be feasible to repair and restore the Parking Deck, then the insurance proceeds shall be divided between the parties after giving consideration to the fact that Lessee paid all rent for the Initial Term at the inception of the Lease and that at termination of the Initial Term, Lessee's interest in the Parking Deck with all of the improvements would terminate and Lessor could re-let to Lessee and others at then current market rates. The actual amount shall be determined by a panel of three arbitrators as provided for in Section 2.3. In making a division. the rent for the Initial Term shall be deemed to apply unifom1ly over the entire Initial Term. Section 8.2. Condemnation. If, at any time during the Initial Term of this Lease, title to all or substantially all of the Parking Deck is taken in condemnation proceedings by any right of eminent domain. this Lease shall terminate on the date of such taking. The award shall be apportioned between Lessor and Lessee, with Lessee being first entitled to receive compensation for the value of its leasehold interest remaining during the Initial Term with the value to be equal to the amount of rent attributable to the remaining Initial Term, with the Rent being attributable to the Initial Term uniformly from beginning to end. That is to say, that if this Lease Agreement is -15- . . . .. ( I' '"') , .. Book 00777:1459 Augusta - Rich~ond C~unty 2002007183 03/01/2002,15:18:20.00 terminated because of condemnation occurring at the end of five (5) years, Lessee would be entitled to receive eighty percent (80%) ofthe prepaid Rent before Lessor would receive any payment. Next, Lessee would be entitled to be reimbursed for loss or damage to any of its trade fixtures, with the balance of any award being payable to Lessor. If condemnation occurs during the Renewal Tern1, the Lease shall terminate on the date of taking and the entire award for the taking shall belong to and be the sole property of Lessor, However, Lessor shall not be entitled to any award made to Lessee for the loss or damage to Lessee's fixtures. In the event of a partial taking, the parties hereto shall attempt to modify the terms of the Lease Agreement to fairly reflect the interest of the parties and in the event that they are unable to agree, the issue shall be submitted to arbitration as is provided for determination of rent for the Additional Term as provided in Section 2.3. Section 9. DEFAULT. Section 9.1. Ifany of the following events ("Defaults") shall occur: (i) Lessee fails to perform any obligation under this Lease and the failure continues for thirty (30) days after Lessee's receipt of\\Titten notice from Lessor, or for an unreasonable period of time if thirty (30) days is not sufficient time to repair, remedy or correct the obligation breached; (ii) Lessee abandons the Parking Deck (neither using parking spaces for its employees, staff and invited guests or participating in the renting of spaces to the general public by any active or passive means of collecting rental fees) for a period of ninety (90) or more consecutive days; or (iii) Lessee becomes bankrupt or insolvent and has filed against it a petition in bankruptcy or for reorganization or arrangement or other relief under the Federal Bankruptcy Code or makes an assignment for the benefit of creditors, then Lessor may re-enter and re-let the Parking Deck, with or without terminating this Lease, in its name or in Lessee's name and Lessee shall owe as liquidated damages -16- .. . ,.,'L J (, _ Book 00777:1460 Augusta - Richmond County 2002007183 03/01/2002 15:18:20.00 any deficiency between Rent under Lease Agreement and Rent collected. Lessee's obligations shall survive any termination of this Lease due to Lessee's default. Section 9.2. If Lessee shall fail to make payment or perform any act required to be made or performed under this Lease, Lessor, without waiving or releasing any obligation or default, may (but shall be under no obligation to) at any time, and upon reasonable notice to Lessee, make the payment or perform the act for the account of and at the expense of Lessee, and may enter upon the Parking Deck for that purpose and take all actions as may be necessary to correct Lessee's breach. No such entry shall be deemed an eviction of Lessee. All sums so paid by Lessor and all costs and expenses (including, but not limited to, reasonable attorneys' fees and expenses) so incurred, together with interest at the rate oft\"'"o percent (2%) per annum in excess of the Prime Rate of Interest as announced from time to time by The Wall Street Journal from the date of payment, shall constitute additional rent and shall be paid by Lessee to Lessor, on, demand. Section 9.3. Lessor shall not be deemed in default under this Lease, nor shall Lessee be entitled to claim a constructive eviction, unless Lessor fails to fuItill any of its obligations after fifteen (15) days' written notice from Lessee specifying the failure; or. if the failure is of such a nature that it cannot be reasonably be cured within the fifteen (15) day period, Lessor fails to cure the same within a reasonable time. Section 10. MISCELLANEOUS. Section 10.1. Notices. Any notice, request, demand, approval or consent given or required to be given under this Agreement shall be in \VTiting and shall be deemed to have been given or made or communicated when delivered by hand, when received (as evidenced by an official return receipt of the United States Postal Service), ifmailed by certified or registered United States -17- .. . ..... ( 'J.T . . .. Book 00777:1461 Augusta - Richmond County 2002007183 03/01l20p2 15:18:20.00 Mail, postage prepaid, return receipt requested, or when delivered if sent by Federal Express or other recognized overnight courier delivery service addressed as follows: Lessor: Downtown Development Authority 111 Tenth Street Augusta, GA 30901 With Copy To: \Vm. Byrd Warlick, Esq. Warlick, Tritt & Stebbins, L.L.P. 1500 First Union Bank Building Augusta, GA 3090l -1454 Lessee: Richmond County Board of Education 2083 Heckle Street Augusta, GA 30904 With Copy To: Leonard O. Fletcher, Jr., Esq. Fletcher, Harley & Fletcher 429 Walker Street Augusta, GA 30901 Section 10.2. Successors and Assigns. All terms of this Lease shall be binding upon and inure to the benefit of the respective successors and assigns of the parties. Section 10.3. Severability. In the event any provision of this Lease shall be held invalid or unenforceable by any court or competent jurisdiction. such holding shall not invalidate or render unenforceable any other provision hereof. Section 10.4. Amendments or Modifications. This Lease may not be effectively amended, changed, modified, altered or terminated without a writing signed by both parties. Section 10.5. Applicable Law. This Lease shall be governed by and construed in accordance with the laws of the State of Georgia. -18- " . , ..... ( 1.-(' , 4 . .. Section 10.6. Brokers. . .. .. , Book 00777:1462 Augusta - Richmond County 2002007183 03/01/2002,15:18:20.00 The parties agree that no brokerage commission or similar compensation is due in connection with this transaction. Each party agrees to indemnify the other against all claims for brokerage commissions or other compensation for services rendered at such parties instance in connection with this transaction. Section 10.7. Non-\Vaiver. No waiver of any condition or covenant of this Lease by either party shall be deemed to imply or constitute a further waiver of the same or any other condition or covenant and nothing contained in this Lease shall be constmed to be a waiver on the part of Lessor of any right or remedy in law or otherwise. Section 10.8. Condition Precedent. This Lease Agreement is conditioned upon Lessee's obtaining title to Davison's. If Lessee does not acquire title within six (6) months of the date of execution, then the Lease Agreement shall be null and void. SIGNED as of the day and year first above wTitten. SIGNED. SEALED & DELIVERED I~ -L Plain Wil!!ess ~ (\ ..;,,-.' )\:u 1 .' "':'" M-"1~'(:r~;~'. w t. ~:t' ' Nota~'.g~bn~~ .a~f9.P:~~MP~oU~1ty Stat~:of Oeorgiri ;-. .. ,; f' "\ ~ ~ : . ~.' . ...... "~ My ~Omp-tissicirr~E~.Qir~2 S '.... . ;SJ'~:~,L~''5 ',~ "::".,:. ". .~ ~..' i ...,.,.(:;;.~~ "d:.. "J ":.~...~.~:~...1 '\ ...:;J SIGNED',-SEATED '~:nELIVERED IN THE PRES"E1\fCE OF: LESSOR: DO\VNTO\VN DEVELOP;\IEl'"T AUTHORITY OF THE CITY OF AUGUSTA .. '. .... i... ~ : :: , B;4'::;m~n ~~,~::~:.>,::::;;:;::<?> .:: :-.. 'OD.r, ,'.. t" I .~ ".'::0 ,... I .... ,/ ."':11".. ~ J- :,;....g c: ~ '.:~""cJ) .~. ;: ATTEST' (:,t".(t;., v U;' .;. , r;" 0;'. r.: : .." ;;-:; . . ("'0 . t..-.:_. ._ Q.~ .' As I s Executi ve ~r~c~9r ":'0,J V;; ,. r:o~ j,! '.' :~~ .' ':~,~;::~,S:.:~?~t.:~<~<~/' :.-..., Ie,.' ;:::i\~(\"" .'t' LESSEE:/.... 'il-;,.",' " .... THE COUNTY BOARD OF EDUCATION OF . ...:'.~, RICHlVIOND COUNTY . I' t." :.J. ," ... '.~ fI {. 'f,~. . ~..:.I"~~~~1I (I 'C .', , .' .. if'. P~il}Witness '..:'./ :~.. ~ ....D,:: .,BY: (l{//t1 . ../ :.; ~ il -'.. ": :"~. As Its . ,... ~....l 4 -. .. Notary Public, RichmOl1(:tc;~'u@y ~ ~ : c:.- : State of Georgia '0 \~\:=:. ^~ .~,"'~:ATTEST: .',.'? .f' "'lo\r .. 1,'1., "'. ",,,,,,;;-.,,-.o'~ '\~ . n \ f,.:. .' -19- . , , '10_".. u . . , .. .. .. . . Book 00777:1463 Augusta - Richmond County 2002007183 03/0112002 1.5:18:20.00 EXHIBIT "A" TO LEASE AGREEMENT ALL that tract or parcel ofland, including any improvements thereon, situate, lying and being in the State of Georgia, County of Richmond, City of Augusta, on the northeasterly corner of the intersection of Ninth Street and Greene Street, being more particularly delineated on a certain plat made by Baldwin Engineering Company, dated April 19, 1967, which plat is attached to a \Varranty Deed from Margaret C. Ir.gram to Blanchard & Calhoun Real Estate Co. dated September 1, 1967, and recorded in the Office of the Clerk of Superior Court of Richmond County, Georgia, in Realty Book 34-H, Page 892. et sequential, which plat by reference thereto is incorporated herein and made a part hereoffor a more complete and accurate description of the metes, bounds, courses, distances, and location of said property. ALSO ALL that lot of land in the City of Augusta, County of Richmond, and State of Georgia, located on the southeastern comer of Ellis Street and Ninth Street, or Campbell Street, having a front of 133.95 feet more or less on said Ellis Street, and running back of slightly increasing width 133.95 feet more or less on said Ninth Street or Campbell Street, and 134.37 feet more or less, along its easterly boundary to its rear line or boundary which is 135 feet more or less, in length. The eastern boundary of said lot, starting at the northeasterly comer of said lot, runs 99.37 feet more or less to the property fonnerly o\vned by the Church of the Resurrection, at which point it runs westwardly .5 feet more or less, running thence 35 feet more or less, along the western boundary of the property of the Church of the Resurrection to the southeasterly comer of said lot. Said property is bounded as follows: On the north by Ellis Street; on the west by Ninth Street or Campbell Street; on the south by property now or forn1erly of Mrs. Ingram, formerly Mrs. Margaret Kirsch; on the east by property now or formerly of the Church of the Resurrection and by property now or formerly of Stovall- Daniel Company. Said property is more particularly shown and described on a plat dated April 27, 1939, prepared by Walton Flythe, C.E., which plat is recorded in the Deed Records of Richmond County, Georgia. in Realty Book 13-U, Page 169, which plat by reference thereto is made a part hereof in aid of a more complete and accurate description of said property. ALSO ALL that lot or parcel of land, with the improvements thereon, on the south side of Ellis Street, between Jackson and Campbell Streets, and known under the present system of numbering in the City of Augusta as 832-834 Ellis Street, having a front on the south side of Ellis Street offifty- seven and sixty-six one-hundredths (57.66) feet, more or less, and extending back between practically parallel lines in a southerly direction a distance of one hundred thirty-three and sixty-two one-hundredths (133.62) feet, more or less, and having a width in the rear of fifty-seven and seven one hundredths (57.07) feet, more or less; being BOUNDED: North by Ellis Street, east by propert)' now or forn1erly of The Citizens & Southern National Bank, trustee for Mary 1. Kernaghan; south by property now or formerly of Alice Bell; west by property now or formerly of The Evangelical Lutheran Church of the Resurrection and property described immediately below. ALSO ALL that lot or parcel of land with the improvements thereon, on the south side of Ellis Street, between Eighth or Jackson Street and Ninth or Campbell Street, and known under the present -1- " ':"J" , ., ~~J< ,.,......... ~ .. . .. . ." . Book 00777:1464 Augusta - Richmond County 2002007183 03/01/2002 1 ~:18:20.00 . system of numbering in the City of Augusta as 836-838 Ellis Street, fronting ninety (90) feet, more or less, on Ellis Street and extending back in a southerly direction from Ellis Street of equal width and between parallel lines a distance of one hundred (100) feet, more or less; BOUNDED: North by Ellis Street, east by propc;:rty herein next above described; south by property now or formerly of The Evangelical Lutheran Church of the Resurrection; and west by property now or formerly of Most Reverend Gerald P. O'Hara, Bishop of Savannah-Atlanta. ALSO ALL that lot or parcel ofland, with improvement thereon, situate, lying and being in the City of Augusta, Richmond County, Georgia, on the south side of Ellis Street between Jackson (Eighth) Street and Campbell (Ninth) Street, having a frontage on the south side of Ellis Street of 60.5 feet and extending back in a southerly direction betv,:een parallel lines a distance of 133.20 feet. Said property is bounded as follows: On the north by Ellis Street; on the east by property of South ern Bell Telephone and Telegraph Company; on the south by property now or formerly of the Lutheran Church of the Resurrection; on the west by property now or formerly of Stovall-Daniel Company, presently owned by Arnold J. Kellos, et al. Filed in this office: Augusta - Richmond County 03/01120n? 15 '1 R '?O 00 Elaine C, Johnson -2-