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•
RESOLUTION NO. 9,259
•
A RESOLUTION AUTHORIZING THE MAYOR AND
CITY CLERK TO EXECUTE A LEASE AGREEMENT
WITH LITTLE ROCK NEWSPAPERS, INC., FOR
SPACE TO HOUSE THE MUSEUM OF SCIENCE AND
HISTORY; AND FOR OTHER PURPOSES.
6"73
WHEREAS, the Board of Trustees of the Museum of Science and
History has determined that it is necessary to find new space to
house the museum and its collection; and
WHEREAS, a Task Force has been organized to assist with new
plans for the museum and to find suitable space to purchase or
rent; and
WHEREAS, Little Rock Newspapers, Inc., has agreed to enter
into a 100 -year lease agreement with the City on behalf of the
museum under terms that are favorable to the City and that have
been reviewed and approved by the City Attorney.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE CITY OF LITTLE ROCK, ARKANSAS:
SECTION 1: The Mayor and City Clerk are authorized to
execute and deliver a lease agreement between the City of Little
Rock, Arkansas, and Little Rock Newspapers, Inc., on behalf of
the Museum of Science and History in a form substantially the
same as that attached as Exhibit A to this Resolution.
ADOPTED: October 18, 1994
ATTEST:
r4eq, IN IN
CITY CLERK
DIN-
APPROVED:
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LITTLE ROCK NEWSPAPERS, INC.
THE CITY OF LITTLE ROCK
For the Purpose of the
Arkansas Museum of Science and History
LEASE AGREEMENT
DATED AS OF
- -- -- Little Rock Newspapers, Inc.
1994
674
d d O O O O O D D D
TABLE OF CONTENTS
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Little Rock Newspapers, Inc. i
Pace
1.
Parties ................ ..............................1
2.
Consideration .......... ..............................1
ARTICLE I
........................ ..............................1
3.
Premises ............... ..............................1
4.
Use of Premises ........ ..............................3
5.
Term of the Lease ...... ..............................3
6.
Condition of Premises at Surrender ...................3
7.
Rental ................. ..............................3
8.
Agreed Improvements .... ..............................4
ARTICLEII
....................... ..............................5
9.
Leasehold Improvements . ..............................5
10.
Services to be Furnished by Landlord .................5
11.
Quiet Possession ....... ..............................6
12.
Lawful Uses ............ ..............................6
13.
Maintenance of Premises ..............................6
14.
Indemnity and Force Majeure ..........................6
15.
Waste .................. ..............................7
16.
Nuisances .............. ..............................7
.17.
Invalidation of Insurance ............................7
18.
Increased Premiums ..... ..............................8
19.
Alterations ............ ..............................8
20.
Signs .................. ..............................8
21.
Defacing Premises and Overloading ....................9
22.
Repairs ................ ..............................9
Little Rock Newspapers, Inc. i
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23. Assignment or Subletting .............................9
24. Attorney Fees .......... .............................10
25. Rules of Building ...... .............................10
26. Entry for Repairs, Etc . .............................10
27. Surrender...... .................................. —11
ARTICLE III ...................... .............................11
28. Rights Reserved to Landlord .........................11
29. Default ................ .............................12
30. Estoppel Certificate by Tenant ......................13
31. Subordination of Lease . .............................14
32. Real Estate Brokers .... .............................14
33. Renewal or Amendment ... .............................15
34. Holding ................ .............................15
35. Waiver of Subrogation .. .............................15
36. Covenants .............. .............................15
37. Damage by Fire or Other Casualty ....................15
38. Condemnation ........... .............................16
39. Notices ................ .............................16
40. Other Agreements ....... .............................17
41. Time. ........................................... ... 17
42. Captions ............... .............................17
43. Other Provisions ....... .............................17
44. Understanding Concerning Asbestos ...................is
45. Understanding Concerning Hazardous Substances ....... 19
Little Rock Newspapers, Inc. 4 ].i
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EXHIBITS
Exhibit "A "- -Legal Description of Property
Exhibit "B" -- Outline of Premises
Exhibit "C " -- Specifications on Agreed Improvements
Exhibit "D "- -Rules of the Building
Little Rock Newspapers, Inc. - -- Trl -`- -- - - -_- - .q
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LEASE AGREEMENT
1. PARTIES:
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THIS LEASE (the "Lease ") is dated effective as of the
day of _, 1994, between LITTLE ROCK NEWSPAPERS, INC.
(hereinafter called "Landlord ") and THE CITY OF LITTLE ROCK
(hereinafter called "Tenant ").
2. CONSIDERATION:
That each of the aforesaid parties acknowledges receipt of a
valuable consideration from the other and that they and each
of them act herein in further consideration of the covenants
of the other as herein stated.
ARTICLE I
Landlord and Tenant agree as follows:
3. PREMISES:
(a) That Landlord does hereby grant, demise and lease unto
Tenant certain space in the Terminal Warehouse Building, the
street address of which is Little Rock,
Arkansas, 72201 (hereinafter referred to as the "Building "),
situated on the legal description attached as Exhibit "A,"
such space being located on a portion of the "River Level" and
a portion of the "Ground Level" of the Building and being
outlined on Exhibit "B" (the "Premises ") , consisting of
approximately 41,000 usable square feet, for the rental
specified in paragraph 7(a). It is understood by the Landlord
and the Tenant that in addition to any other understood
meaning of the phrase "usable space" that such definition
shall not include the Tenant's guaranteed access to the lobby
area.
(b) And that Landlord does hereby grant to Tenant the option
of leasing up to an additional 41,000 square feet of space in
the Building (the "Additional Premises "), subject to avail-
ability, at any time during the term of the Lease, for the
rental specified in paragraph 7(b).
(c) Should Landlord and Tenant agree that Tenant shall rent
from Landlord additional space other than the Premises and the
Additional Premises, Tenant shall pay to Landlord a fair
market rate of rental, to be reasonably determined by Landlord
and escalated on an annual basis in the same manner as the
rental for the Additional Premises.
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(d) Within one hundred eighty (180) days after the execution
of this Lease, the Landlord shall be required, at its own
expense, to move the printing presses currently located in the
Premises and shall have the right, at its own expense, to
remove any other property, including items that may be
considered fixtures, from the Premises for its own use and
benefit. Any other remaining items on the Premises shall be
for the use of or disposal by the Tenant at Tenant's expense.
(e) During the term of this Lease, in the event Landlord
leases space on the River Level to a tenant other than the
Tenant ( "Additional River Level Tenant ") , then it is agreed
that Landlord shall have the right, at Landlord's expense, to
build on the River Level a corridor from the location of the
River Level freight elevator access to the River Level lobby
area and from the River Level lobby area to the rented space
of the Additional River Level Tenant, and Tenant agrees that
upon notice from Landlord of such event, Tenant shall
surrender possession of any portion of the Premises or
Additional Premises necessary to construct such corridors.
Upon surrender, the surrendered square footage shall no longer
be considered Premises or Additional Premises, as the case may
be. The appropriate width and configuration of the
constructed corridors will be determined by the architectural
and engineering professionals, and their determination shall
be binding on the parties.
(f) Landlord hereby grants to Tenant a right of first refusal
on all usable space on the River Level that is not already
part of the Premises (the "Additional River Level Space "). If
Landlord desires to lease the Additional River Level Space to
another party, then it must first give notice to Tenant of its
desire to do so, and Tenant shall have thirty (30) days from
the date of the notice to advise Landlord that it wishes to
exercise its right of first refusal on all, but not less than
all, of the Additional River Level Space. Rental for the
Additional River Level Space shall be as provided in paragraph
7(b) below. If Tenant fails to notify Landlord of its intent
to exercise its right of first refusal within the time period
specified above, then Landlord shall be free to lease the
Additional River Level Space to any other party, and this
right of first refusal will be released and considered null
and void. If Tenant exercises its right of first refusal as
called for herein, the rights of Landlord pursuant to
paragraph 3(e) above shall be released and considered null and
void.
(g) It is agreed that Landlord and Tenant will work out a
reasonable plan to permit Tenant to control and restrict
access to the River Level, and, in the event an Additional
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River Level Tenant hereafter occupies space on the River
Level, any plan to control or restrict access will be by
mutual consent of Landlord and Tenant and will reasonably
accommodate the needs of the Additional River Level Tenant.
4. USE OF PREMISES:
The Premises and Additional Premises are to be used and
occupied continuously throughout the term hereof solely for
the purpose of Tenant's operation of a museum for science and
history subjects, to be operated consistent with Little Rock,
Ark., Rev. Code §§ 22 -136 to -140 (1988), as amended, and all
other applicable laws.
5. TERM OF THE LEASE:
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The term of this Lease commences on
on October 31, 2093, provided Tenant
this Lease upon one hundred eighty
of an intention to do so because
museum facilities.
CONDITION OF PREMISES AT SURRENDER:
November 1, 1994, and ends
may voluntarily terminate
(180) days written notice
of a desire to move the
Upon the voluntary or involuntary termination of this Lease,
Tenant agrees to redeliver the Premises and Additional
Premises to Landlord in good, rentable condition.
RENTAL:
(a) The base rent (the "Base Rent ") to be paid by Tenant for
rental of the Premises shall be the annual sum of Two Hundred
Forty -Six Thousand and no /100 United States Dollars
($246,000), payable on the first day of the term of this Lease
and, thereafter, on the same day of each successive year
during the term of this Lease; provided, however, that it is
understood that when payment for the Base Rent is tendered by
Tenant, then Landlord will simultaneously deliver back to
Tenant as a donation the full Base Rent amount, either by
endorsement of the Tenant's Base Rent check back to the order
of Tenant or by other agreed means; and provided further, that
if, in any year, Landlord and Tenant fail to agree on a means
for Landlord to tender back to Tenant the full Base Rent
amount as called for herein, then the Base Rent for such year
shall be abated to no dollars ($0.00) for the year.
(b) The additional rent (the "Additional Rent ") to be paid by
Tenant for rental of the Additional Premises, if any, shall be-
equal to the annual sum of five dollars ($5.00) per usable
square foot during the first year of the term of the Lease,
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escalated each year on the anniversary date by an amount equal
to the product of (i) the rental rate per usable square foot
then in effect, multiplied by (ii) the aggregate increase for
the preceding twelve (12) months in the Consumer Price Index,
All Urban Wage Earners and Clerical Workers, All Items
applicable to Little Rock, Arkansas (1982 -84 = 100) published
by the United States Department of Labor, Bureau of Labor
Statistics, or a successor index thereto properly adjusted
( "CPI11); provided, however, the Additional Rent charge for any
portion of the usable square footage that is on the River
Level shall be Two Dollars ($2.00) per usable square foot less
than the Additional Rent charge specified above, after
adjustment as appropriate by the CPI.
(c) In addition to the Base Rent and any Additional Rent,
Tenant shall be solely responsible for (i) all charges for
maintenance of the Premises and the Additional Premises, if
any, insurance for all leasehold improvements and contents of
the Premises and the Additional Premises, if any, natural gas,
telephone, sewer, electricity and water, which are to be paid
either separately by Tenant to the supplier of the utility
service, or reimbursed to Landlord for utilities consumed by
Tenant but paid by Landlord, (ii) a pro -rata percentage,
determined by comparing the space leased to Tenant to all
rentable space in the Building, of (A) the total cost to
Landlord of insuring and maintaining the Building and all
surrounding area and (B) the total ad valorem, general or
special taxes paid by Landlord regarding the Building, and
(iii) the increase in ad valorem, general, special or other
taxes and insurance premiums attributable to Tenant's use,
improvements of and occupancy of the Building.
AGREED IMPROVEMENTS:
As a condition to and prior to its physical occupancy of the
Premises, Tenant agrees to make the following improvements to
the Building, the specifications for each improvement being
more specifically described in Exhibit "C "; provided that such
funding shall not exceed $833,322.
(i) installation of a new roof for the Building,
(ii) installation of two (2) new elevators in the exist-
ing elevator shafts
entire Building,
(iii) modification of the
east and west sides
window facings on t1
and the installation
Building; and
Little Rock Newspapers', Inc.
of the Building serving the
window facings on the north,
of the Building to match the
e south side of the Building
of new windows in the entire
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(iv) completion of a fire sprinkler system throughout
the entire Building.
Tenant agrees to make payments, up to the agreed maximum
amount, directly to contractors, architects, and other
suppliers or vendors within 30 days after invoices which have
been approved by the Landlord are received by the Tenant. If
Tenant takes more than thirty (30) days from the receipt of an
invoice to make payment, then Landlord may impose a ten
percent (10 %) late fee. This payment will not count against
the above - referenced maximum funding. This payment shall not
be required if Tenant, in good faith, is challenging whether
the payment is required by law or equity.
ARTICLE II
Landlord and Tenant further agree as follows:
LEASEHOLD
Except as modified by Paragraph 3(d), Tenant accepts the
Premises and, as applicable, the Additional Premises in its
"as is" condition. The obligation to complete all leasehold
improvements and modifications to the Premises and Additional
Premises shall be solely that of the Tenant and solely at
Tenant's expense.
SERVICES TO BE FURNISHED BY LANDLORD:
(a) During the term of the Lease, Landlord, expressly subject
to the provisions of paragraph 7 (and all sub -parts thereof)
of this Lease, is to furnish such heat, water, electricity,
air conditioning, necessary for the use and occupancy of the
Premises and Additional Premises by Tenant; electrical current
for the purposes for which the Premises and Additional
Premises have been rented to Tenant connected with the
aforesaid lighting services for all public areas and special
service areas of the Building in the manner and to extent
deemed by the Landlord to be standard. The failure, however,
to any extent to furnish heat, water, electricity, air
conditioning, shall not render Landlord liable in any respect
for damages to either person or property, nor relieve Tenant
from the fulfillment of any covenant or agreement hereof,
unless Landlord fails to exercise reasonable diligence in
causing interrupted services to be restored; provided,
however, if Landlord or Tenant reasonably determine that such
interrupted service cannot be restored for 120 days, either
Landlord or Tenant may at its option cancel this Lease.
Landlord shall not be liable or responsible for money damages
Little Rock Newspapers, Inc.
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to Tenant whether or not covered by Tenant's business inter-
ruption or other insurance, resulting from delays or breach
due to strikes, riots, acts of God, shortages of labor or
materials, war, governmental laws, regulations, or restric-
tions, or any other cause whatsoever beyond the control of
Landlord.
(b) Any cleaning desired by Tenant shall be the Tenant's
responsibility and shall be done at Tenant's sole expense.
Landlord shall maintain all common areas and all adjacent
parking lots that are owned or leased by Landlord.
QUIET POSSESSION:
Landlord and Tenant shall keep and perform all of their
respective covenants under this Lease and Landlord shall
guarantee to Tenant the quiet, peaceful and uninterrupted
possession of Premises and Additional Premises, as long as
Tenant performs all obligations required by this Lease.
LAWFUL USES:
Tenant will maintain the Premises and Additional Premises in
a clean and healthful condition; will use the Premises and
Additional Premises solely for museum and related purposes set
forth above and will comply with all laws, ordinances, orders,
rules and regulations (state, federal, municipal and other
agencies or bodies having any jurisdiction thereof) with
reference to use, condition, or occupancy of the Premises and
Additional Premises. Specifically, Tenant agrees that it is
and will remain in compliance throughout the term of this
Lease with all state, local and federal laws, rules,
directives and regulations pertaining to the environment, air,
soil or water, including without limitation those laws set
forth in CERCLA, RCRA, SARA, or the Arkansas Code. Tenant
agrees to immediately notify Landlord of any violation or
breach of this paragraph 11, including any notice of violation
or threatened action concerning the same which may be issued
by any state, local or federal agency, official or government.
MAINTENANCE OF PREMISES:
Except as otherwise provided in this Lease, Tenant shall be
solely responsible for the cleaning and maintenance of the
Premises and Additional Premises. Further, Tenant agrees to
be solely responsible for removal of all trash and rubbish
generated by Tenant.
Little Rock Newspapers, Inc.
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14. INDEMNITY AND FORCE MAJEURE:
(a) Tenant agrees to indemnify Landlord for any economic or
other damage caused to Landlord by Tenant only for a breach of
any provision of this Lease, or state, federal or local law.
This indemnification shall survive the voluntary or
involuntary termination of this Lease for the maximum period
allowed by law.
(b) Neither Landlord nor Tenant shall be liable or
responsible for damages resulting from any delays due to
strike, riots, acts of God, shortages of labor or materials,
war, governmental laws, regulations or restrictions, or any
other cause whatsoever beyond the control of Landlord or
Tenant.
15. WASTE:
Tenant acknowledges its obligation to clean and care for the
Premises and Additional Premises and agrees that it will not
commit or permit any waste on or about the Premises and
Additional Premises.
16. NUISANCES:
Tenant shall not create or allow any nuisance to exist in, or
about the Premises or Additional Premises, and that it shall
abate promptly and free of expense to Landlord any nuisance
that may arise, and Landlord's reasonable determination of
what constitutes a nuisance, including, among other things,
Landlord's consideration of complaints received from other
tenants of the Building, shall be binding on Tenant.
Provided, however, that, unless the Landlord determines and
advises Tenant that a danger to health or safety exists as a
result of the alleged nuisance, then Tenant shall have a
period of not less than twenty (20) days after the date of
notice from Landlord to take appropriate measures to abate the
nuisance. Landlord agrees that it will include a clause
similar to this paragraph 15 in every future lease entered
into concerning the Building, so long as Tenant is lawfully in
possession of the Premises and Additional Premises pursuant to
this Lease.
17. INVALIDATION OF INSURANCE:
Tenant shall not knowingly suffer anything to be or remain
upon or about the Premises or Additional Premises which might
invalidate any policy of insurance which Landlord may now or
hereafter have upon the Building; provided that Landlord
agrees to permit its insurers to discuss with Tenant possible
Little Rock Newspapers, Inc. - —�.
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reasonable means, not prejudicial to the Landlord, to deal
with any special issues by virtue of the fact Tenant is
operating a museum.
Tenant shall not knowingly suffer anything to be or remain
upon or about Premises or Additional Premises nor carry on nor
permit upon the Premises or Additional Premises any trade or
occupation or suffer to be done anything which may render an
increased or extra premium payable for the insurance on the
Building against fire, casualty, liability or any other
insurance causes, unless consented to in writing by Landlord
and, if so consented to, Tenant shall pay such increased or
extra premium within ten (10) days after Tenant shall have
been advised of the amount thereof.
19. ALTERATIONS:
Any alterations or improvements requested by Tenant to the
exterior of the Building or to the grounds adjacent to the
Building or otherwise outside the Premises shall be done only
with the express written consent of the Landlord and at the
expense of the Tenant. Also, following the completion of
construction of the initial leasehold improvements, Tenant
shall not have the right to make changes, alterations to the
walls, structure, floor coverings, fixtures or additions in or
about the Premises or Additional Premises for other than
museum purposes until it has first obtained Landlord's
approval which shall not be unreasonably withheld. Such
changes, or alterations, when made to Premises or Additional
Premises by Tenant, to the extent that such are attached to
the Building if removed, shall be surrendered to Landlord upon
the termination in any manner of this Lease.
20. SIGNS:
Tenant shall not paint, display, inscribe, maintain or affix
any sign, picture, advertisement, notice, lettering or
direction on any part of the Premises without the consent of
the Landlord, which shall not be unreasonably withheld, or on
or about the Building without the - written permission of the
Landlord, and then solely at Tenant's expense and only such
name or names or matter in such color, size, style, character
and materials as may first be reasonably approved by Landlord
in writing and at a mutually agreeable location on or about
the Building. Landlord shall have the right to remove, at
Tenant's expense, all matter other than that above provided
for without notice to Tenant. It is agreed that Lessor shall
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not unreasonably withhold permission to display signs and
banners that announce museum events.
DEFACING PREMISES AND OVERLOADING:
Tenant shall not place anything or allow anything to be placed
near the glass of any door, the partition, wall or window
which may be unsightly from outside Premises, and Tenant shall
not place or permit to be placed any article of any kind on
any window ledge or on the exterior walls. Blinds, shades,
awnings, or other forms of inside or outside window coverings,
or window ventilators or similar devices, shall not be placed
in or about the outside windows in Premises or Additional
Premises except to the extent that the character, shape,
color, material and make thereof is approved by the Landlord,
and Tenant shall not do any painting or decorating in the
Premises or Building without the prior written consent of
Landlord, which consent will not be unreasonably withheld.
Tenant shall not overload any floor or part thereof in the
Premises or Additional Premises, or in any facility in the
Building or any public corridors or elevators therein while
bringing in or removing any large or heavy articles, and
Landlord may reasonably direct and control the locations of
safes, vending machines and all other heavy articles.
Furniture, vending machines and other large or heavy articles
may not be brought into the Building, removed therefrom or
moved from place to place within any portion of Premises or
other portion of the Building or its equipment that would
exceed the allowable load limits of the Building.
F: M
Tenant shall, at its sole cost and expense, repair and replace
any damage or injury done to Premises, Additional Premises or
Building or any part thereof, caused by Tenant, or its agents,
independent contractors, employees, licensees, customers,
invitees, or visitors; and should Tenant fail to initiate
reasonable action to make such repairs or replacements within
fifteen (15) days of occurrence, Landlord may, at its option,
make such repairs and replacements and Tenant shall pay the
cost thereof to Landlord within ten (10) days from which
notice was given to Tenant.
ASSIGNMENT OR SUBLETTING:
Tenant shall not assign or sublet Premises or any part thereof
without the prior written consent of Landlord, which if for
other than museum purposes may be withheld in the sole and
unfettered discretion of Landlord. Tenant acknowledges that
this Lease is entered into upon terms which are substantially
Little Rock Newspapers, Inc.
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below the prevailing market rate to assist the purposes for
which Tenant was created and exists. Therefore, assignment
and subletting shall be strictly prohibited and such
prohibition shall be specifically enforceable in a court of
equity or law, at Landlord's option.
ATTORNEY FEES:
Tenant shall pay all costs of collection, including attorney
fees, in the event any obligation of Tenant is collected or
obtained after it is due with the aid of any attorney, and
also that Tenant shall pay all reasonable attorney fees in the
event it becomes necessary for Landlord to employ an attorney
to force Tenant to comply with any covenant, obligation,
indemnification or condition imposed upon Tenant by this
Lease.
RULES OF BUILDING:
Tenant and Tenant's agents, independent contractors, custom-
ers, visitors, employees and invitees will comply with all
requirements or rules of the Building, whether now existing or
which are created in the future, causing such rules to be a
part of this Lease as though fully set out herein, and which
may be amended from time to time, with such rules or amend-
ments being binding when agreed to by Tenant. If any such
rules exist, the same will be attached as Exhibit "D."
ENTRY FOR REPAIRS, ETC.:
Landlord, its officers, agents or representative shall have
the right to enter into and upon Premises and Additional
Premises at all reasonable times, as accompanied by Tenant or
Tenant's authorized representative, to inspect same or make
such repairs as Landlord may reasonably deem necessary.
Tenant shall permit Landlord upon reasonable notice and at
reasonable times, as approved by Tenant, to inspect, erect,
use and maintain pipes, ducts, conduits and similar devices
in, above and through Premises and Additional Premises and to
make such necessary repairs.
Landlord shall be allowed to take all material into and upon
Premises and Additional Premises that may be required therefor
without the same constituting an eviction of Tenant in whole
or in part and the Tenant's obligations hereunder shall in no
way abate while said repairs and maintenance are being made,
by reason of loss or interruption of business of Tenant, or
otherwise.
Little Rock Newspapers, Inc. 10
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27. SURRENDER:
Upon any termination cf this Lease, by expiration, lapse of
time, resulting from a breach by Tenant or otherwise and
without in any way limiting any provision of this Lease:
(a) Tenant shall immediately vacate the Premises and Addi-
tional Premises and surrender the same to Landlord in good
rentable condition.
(b) Tenant shall surrender to Landlord all keys to the
Premises and Additional Premises.
(c) Except for the museum collection, all attached floor
coverings, additions, attached partitions, hardware, light
fixtures, non -trade fixtures, and improvements, in addition to
any other fixtures that removal of would damage the Premises,
Additional Premises or the Building unless such damage is
repairable by Tenant and so repaired prior to surrender, in or
upon the Premises or Additional Premises whether placed there
by Tenant or Landlord, shall be Landlord's property and shall
remain upon the Premises or Additional Premises, all without
compensation, allowance or credit to Tenant, except as set
forth in paragraph 18 of this Lease.
ARTICLE III
Landlord and Tenant further agree as follows:
28. RIGHTS RESERVED TO LANDLORD:
Landlord shall have the following rights exercisable without
notice and without liability to Tenant for damage or injury to
property, person or business (all claims for damage therefor
being hereby released by Tenant), and without effecting an
eviction or disturbance of Tenant's use of possession or
giving rise to any claim for setoffs, or abatement of rent:
(a) To make at any time or times, and under conditions
acceptable to Tenant, at its own expense, repairs, structural
or otherwise, in and to the Premises or any part thereof as
Landlord may deem necessary or desirable and to perform any
acts related to the safety, protection or preservation
thereof; provided that Landlord shall cause only such
inconvenience or annoyance to Tenant as is reasonably
necessary under the circumstances.
(b) To do or permit to be done any work about the Premises,
the Additional Premises or the Building or any adjacent or
nearby building, land, street or alley; provided, that
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Landlord shall comply with paragraph 26 and cause only such
inconvenience or annoyance to Tenant as is reasonably
necessary under the circumstances.
(c) To have and retain a paramount title to Premises and
Additional Premises free and clear of any act of Tenant.
29. DEFAULT:
In addition to a breach of any other provision of this Lease,
the following events shall also be deemed to be events of
default by Tenant under this Lease:
(a) Tenant shall fail to timely pay any sums due to Landlord
pursuant to this Lease and such failure shall continue for a
period of twenty (20) days. Any acceptance by Landlord of
late payments due, or late charges assessable, under this
Lease, even if numerous, shall not constitute either a
modification of this Lease through course of dealing, or a
waiver of Landlord's right to demand timely payments in the
future.
(b) Tenant shall fail to comply with any term, provision or
covenant of this Lease, other than the payment of money due to
Landlord pursuant to this Lease and shall not cure such
failure within thirty (30) days after written notice thereof
to Tenant. If Tenant shall be engaged in good faith efforts
to cure the default, Landlord shall give Tenant an additional
thirty (30) days to cure the default.
(c) Tenant or any guarantor of Tenant's obligations shall
file a petition under any section or chapter of the United
States Bankruptcy Code, as amended, or under any similar law
or statute of the United States or any state thereof; or
Tenant shall be adjudged bankrupt or insolvent in a proceeding
filed against Tenant or any guarantor of Tenant's obligations
thereunder and such adjudication shall not be vacated or set
aside or stayed within the time permitted by law.
(e) A receiver or trustee shall be appointed for all or
substantially all of the assets of Tenant or any guarantor of
Tenant's obligations and such receivership shall not be
terminated or stayed within the time permitted by law.
(f) Tenant shall abandon,
substantial portion of the
thirty (30) days.
neglect, desert or vacate any
Premises, for a period exceeding
Little Rock Newspapers, Inc. 12
690
Upon the occurrence of any such events of default, Landlord,
upon ten (10) days written notice and an opportunity to cure,
shall have the right to:
(1) Terminate this Lease, in which event Tenant
shall immediately surrender the Premises and
Additional Premises to Landlord, and if Tenant
fails to do so, Landlord may, without prejudice to
any other remedy which it may have for possession
or arrearage in monetary sums due hereunder, enter
upon and take possession and expel or remove Tenant
and any other person who may be occupying the
Premises or Additional Premises or any part
thereof; provided that Landlord shall not accrue
ownership rights in any part of the museum
collection, and
(2) Pursue any other remedy available under
applicable laws.
Pursuit of any of the foregoing remedies shall not preclude
pursuit of any of the other remedies herein provided, or any
other remedies provided by law, nor shall pursuit of any
remedy herein provided constitute a forfeiture or waiver of
any monies due to Landlord hereunder or of any damages
accruing to Landlord by reason of the violation of any of the
terms, provisions and covenants herein contained. No waiver
by Landlord of any violation or breach of any of the terms,
provisions and covenants contained in this Lease shall be
deemed or construed to constitute a waiver of any other or
succeeding violations or breaches of any of the terms, provi-
sions and covenants herein contained. Forbearance by Landlord
to enforce one or more of the remedies herein provided upon an
event of default shall not be deemed or construed to consti-
tute a waiver of such default, or future defaults.
30. ESTOPPEL CERTIFICATE BY TENANT:
From time to time, upon not less than ten (10) days prior
request by Landlord, Tenant shall execute and deliver to
Landlord a statement in writing certifying (a) that Tenant is
in possession of the Premises and /or the Additional Premises
as described in paragraph 3, (b) that this Lease is unmodified
and in full force and effect (or if there have been modifica-
tions that the same is in full force and effect as modified
and certifying the modifications), (c) the commencement and
ending dates of the Lease and the dates to which the rent and
other required payments have been paid, and (d) that so far as
the person making the certificate knows, Landlord has complet-
ed preparation of the Premises or Additional Premises and is
Little Rock Newspapers, Inc. 13
691
not in default under any provision of this Lease except for
matters which Tenant shall truthfully state.
31. SUBORDINATION OF LEASE:
Except for Tenant's ownership and other rights in the museum
collection, the rights of Tenant under this Lease shall be and
are hereby made subject and subordinate at all times to the
lien of any mortgage or mortgages (or trust indentures) now or
hereafter in force against the Building, or all or some of the
real property upon which the Building is situated, if any, and
to all renewals, modifications, consolidations, replacements
and extensions thereof, and to all advances made or hereafter
to be made upon the security thereof, and Tenant shall execute
such further instruments expressly subordinating this Lease to
such liens as shall be requested by Landlord, or any potential
or actual lender(s) of Landlord. This Lease, including all
provisions thereof, shall not be construed to provide Landlord
the right to subordinate the leasehold interest of Tenant to
a third party unless the right of Tenant to continue the Lease
is expressly protected in the event of default by Landlord to
its lender(s) .
Tenant hereby irrevocably appoints Landlord as attorney in
fact for Tenant with full power and authority to execute and
deliver in the name of Tenant any such instruments. Tenant
agrees in the event any proceedings are brought for the
foreclosure of any such mortgage to attorn to the purchaser
upon any such foreclosure sale and to recognize such purchaser
as Landlord under this Lease. Tenant agrees to execute and
deliver at any time and from time to time upon the request of
Landlord any instrument which may be necessary or appropriate
in any such event to evidence such attornment so long as it
does not provide an unfettered access to the museum
collection. Tenant hereby irrevocably appoints Landlord and
the holder of such mortgage, or either of them, the attorney
in fact for Tenant with full power and authority to execute
and deliver in the name of Tenant any such instrument. Tenant
further waives the provision of any statute or law now or
hereafter in effect which may give or purport to give Tenant
any right to terminate or otherwise adversely affect this
Lease in the event any such foreclosure proceeding is brought.
32. REAL ESTATE BROKERS:
Tenant represents that it has not dealt with any compensated
broker in connection with this Lease. Further, no real estate
broker has made Tenant aware of or shown the Premises or the
Building to Tenant, in order to be entitled to any commission
in connection therewith.
Little Rock Newspapers, Inc. 14
33.
34.
0 0
RENEWAL OR AMENDMENT:
No renewal, modification or amendment of this Lease shall be
binding on either party unless it is in writing and signed by
an authorized representative of Landlord and Tenant.
HOLDING:
Should Tenant or any of its successors in interest hold over
the Premises or Additional Premises or any part thereof, after
the expiration of the term of this Lease, such holding over
shall constitute and be construed as tenancy from month to
month only. Tenant will pay as liquidated damages each month
during the holdover period, an amount equal to double the
current market rate.
35. WAIVER OF SUBROGATION:
Tenant and Landlord hereby waive any subrogation rights which
they may have against the other, or that Tenant may have
against other tenants in the Building, or both. Tenant and
Landlord further covenant that any insurance maintained by
either party shall contain an appropriate provision whereby
the insurance company or companies consent to the foregoing
mutual release of liability and waive all subrogation rights
to the extent of the agreement contained in this paragraph,
provided that Landlord's release shall only be operative upon
proof of insurance coverage in favor of Tenant acceptable to
Landlord and its insurer.
36. COVENANTS:
All covenants, conditions, agreements and undertakings in this
Lease shall extend and inure to the benefit of the Landlord
and its successors and assigns.
37. DAMAGE BY FIRE OR OTHER CASUALTY:
If any part of the Premises or Additional Premises or a
material portion of the Building in which same are located
which materially affects Tenant's occupancy is rendered
untenable by fire or other casualty, Landlord or Tenant shall
give the other notice of same within a reasonable time.
(a) If said damage
appears rebuilding or
hundred eighty (180)
shall terminate at t
upon written notice to
after said casualty
Little Rock Newspapers, Inc
is to such extent that it reasonably
repair cannot be completed within one
days of said casualty, then this Lease
he option of either Landlord or Tenant
the other party within ninety (90) days
occurs. Upon such notice, this Lease
15
692
693
shall terminate and all Tenant's financial obligations
hereunder shall be abated effective as of the date of the
termination. In the event the option to terminate is not
exercised, this Lease shall remain in full force and effect
and Landlord shall proceed with due diligence to repair and
restore the Premises and Additional Premises to substantially
the same condition that existed prior to such casualty.
(b) If the Premises or Additional Premises shall be damaged
by fire or other casualty, but to such extent that rebuilding
or repair can be completed within one hundred eighty (180)
days of the casualty, this Lease shall not terminate. In such
event, Landlord shall proceed with reasonable diligence to
rebuild and repair the Premises and Additional Premises to
substantially the condition in which they existed prior to
said casualty.
38. CONDEMNATION:
If the Building, or any part thereof, or any interest therein,
be taken by virtue of eminent domain or for any public or
quasi- public use or purpose, Landlord shall have the right to
terminate this Lease at the date of such taking or within six
(6) months thereafter by giving the Tenant one hundred twenty
(120) days prior notice of the date of such termination.
Tenant irrevocably waives any right to any portion of such
condemnation award, except for any personal property or
fixtures supplied by and paid for by Tenant.
39. NOTICES:
Any notices required or desired to be given in connection with
this Lease shall be in writing sent by certified mail, return
receipt requested, postage prepaid. Such notice to Landlord
shall be to the attention of Mr. Walter E. Hussman, Jr., P.O.
Box 2221, Little Rock, Arkansas 72203, unless notified
otherwise, at the current address in Little Rock, Arkansas, or
any other person designated in writing by Landlord to Tenant.
Such notices sent to Tenant by Landlord shall be sent to
Tenant, to the attention of "Executive Director," at its
mailing address in the Building and to the Little Rock City
Attorney at City Hall, or to any other person or place
designated in writing by Tenant to Landlord or as provided by
law, such as a registered agent. Such notice sent in
accordance with this section shall be deemed to have been
given no later than three (3) days after the date of deposit-
ing same in the U.S. Mail.
—� Little Rock Newspapers, Inc. 16
O CI
M = M M
0
40. OTHER AGREEMENTS:
M �
6;94
This Lease and any Rules and Regulations which may be attached
hereto contain the entire agreement of the parties hereto with
respect to the matters contained herein and no other represen-
tations, promises or agreements, oral or otherwise, have been
made between the parties. All exhibits attached to this Lease
are incorporated into and made a part of this Lease.
41. TIME:
42.
43
Time is of the essence regarding all provisions of this Lease.
CAPTIONS:
The captions used in this Lease are for convenience only and
do not in any way limit or amplify the terms or provisions
hereof.
OTHER PROVISIONS:
(a) Landlord may tow any vehicle belonging to any employee,
invitee, or guest of Tenant, if parked improperly, at vehicle
owner's expense. Tenant will make its best efforts to oversee
compliance with parking and other building rules.
(b) There will be no smoking anywhere in the Building
(c) This Lease shall be construed and interpreted in
accordance with the laws of the State of Arkansas and as if
jointly drafted by both Landlord and Tenant.
(d) A determination that any provision of this Lease is
unenforceable, shall not affect the enforceability, validity,
or legality of all other provisions of this Lease.
(e) Landlord shall not be liable to Tenant or Tenant's
officers, directors, employees, independent contractors,
agents, invitees, licensees, customers or visitors, or to any
other person whomsoever, for any injury to person or damage to
property on or about the Premises, the Additional Premises or
the common areas. Tenant agrees to indemnify Landlord and
hold Landlord harmless from any loss, expense or claims
arising out of such damage or injury to person or property,
and (in addition to all requirements set forth in sub -para-
graph (g) below) agrees to maintain insurance coverages
against such damage or injury to persons or property, in
amounts deemed necessary by Landlord, acting with sole
discretion.
Little Rock Newspapers, Inc. 17
(f) Tenant shall procure and maintain throughout the term of
this Lease a policy or policies of insurance, at its sole cost
and expense, insuring both Landlord and Tenant against all
claims, demands or actions arising out of or in connection
with Tenant's use or occupancy of the Premises or Additional
Premises, or by the condition of same, the limits of such
policy or policies to be in an amount of not less than
$1,000,000.00 combined single limit in respect of any one
occurrence for each person and to be written by insurance
companies satisfactory to Landlord. Tenant shall obtain a
written obligation on the part of each insurance company to
notify Landlord at least ten (10) days prior to cancellation
of such insurance. Such policies or duly executed certifi-
cates thereof will be furnished to Landlord upon the effective
date of this Lease and all renewal policies or duly executed
certificates thereof will be furnished to Landlord at least
thirty (30) days prior to the expiration of the respective
policy terms. If Tenant should fail to comply with the
foregoing requirements relating to insurance, such failure
shall constitute an event of default hereunder.
695
(g) To the extent permitted by applicable law and in any
event excepting the museum collection, in addition to the
statutory Landlord's lien, Landlord shall have at all times a
valid security interest to secure payment of all rentals and
other sums of money becoming due hereunder from Tenant, and to
secure payment of any damages or loss which Landlord may
suffer be reason of the breach by Tenant of any covenant,
agreement or condition contained herein upon all goods, wares,
equipment, fixtures, furniture, improvements and other
personal property of Tenant presently, or which may hereafter
be, situated on the Premises or Additional Premises, and all
proceeds therefrom, and such property shall not be removed
without the consent of Landlord until all sums of money due to
Landlord have been paid in full. Landlord agrees that, if
Tenant is in full compliance with all provisions of this Lease
at the time of request, it will subordinate in writing its
statutory or other lien to that of any lender claiming a
security interest or lien in the personal property owned by
Tenant.
44. UNDERSTANDING CONCERNING ASBESTOS:-
Landlord and Tenant understand and acknowledge that, to the
best of Landlord's knowledge, the interior of the Building
does not contain asbestos which is friable and thus potential-
ly dangerous to human health. Landlord will make available to
Tenant, and all agents, architects and construction contrac-
tors of Tenant's choosing all asbestos abatement records and
Little Rock Newspapers, Inc. is
45.
• • 69b
environmental assessments and reports in the possession of
Landlord, if any.
ING CONCERNING HAZARDOUS SUBSTANCES:
Except as an approved part of a
not cause or permit any Hazardou
to be brought upon, kept or use
the Additional Premises by Te:
contractors or invitees, without
Landlord (which Landlord shall
long as Tenant demonstrates
satisfaction that such Hazardc
useful to Tenant's purposes and
in a manner that complies with
ordinances regulating any such
upon or used or kept in or about
al Premises. If Tenant breaches
in this paragraph 45, or if the
on or about the Premises or the
permitted by Tenant results in c
or if contamination of the Bui
Hazardous Material otherwise
legally liable to Landlord for
then Tenant shall indemnify, def
from anv and all claims, ludcFmen
museum display, Tenant shall
a Material (as defined below)
I in or about the Premises or
cant, its agents, employees,
the prior written consent of
not unreasonably withhold as
to Landlord's reasonable
us Material is necessary or
Nill be used, kept and stored
all laws, rules, statutes and
3azardous Material so brought
the Premises or the Addition -
the obligations stated above
presence of Hazardous Material
Additional Premises caused or
Dntamination of the Building,
lding or surrounding area by
occurs for which Tenant is
damage resulting therefrom,
and and hold Landlord harmless
=s, damages, penalties, fines,
costs, liabilities or losses (including without limitation
diminution in value of the Building, damages for the loss or
restriction on use of rentable or usable space or of any
amenity of the Building, damages arising from any adverse
impact on marketing of space in the Building, and sums paid in
settlement of claims, attorneys' fees, consultant fees and
expert fees) which arise during or after the term of this
Lease as a result of such contamination. This indemnification
of Landlord by Tenant includes, without limitation, costs
incurred in connection with any remedial, removal or restora-
tion work required by any federal, state or local governmental
agency or political subdivision because of Hazardous Material
present in the soil or ground water on, under or about the
Building. Without limiting the foregoing, if the presence of
any Hazardous Material on or about the Building caused or
permitted by Tenant results in any contamination of the
Building or surrounding area, or causes the Building or
surrounding area to be in violation of any laws, rules,
statutes or ordinances, Tenant shall promptly take all actions
at its sole expense as are necessary to return the Building
and surrounding area to the condition existing prior to the
introduction of any such Hazardous Material; provided that
Landlord's approval of such actions shall first be obtained,
which approval shall not be unreasonably withheld so long as
Little Rock Newspapers, Inc. 19
such actions would not potentially have any material adverse
long -term or short -term effect on the premises or surrounding
area.
As used herein, the term "Hazardous Material" means any
hazardous or toxic substance, material or waste which is or
becomes regulated by any local governmental authority, the
State of Arkansas or the United States Government. The term
"Hazardous Material" includes, without limitation, any
material of substance which is (i) petroleum, (ii) asbestos,
(iii) designated as a "hazardous substance" pursuant to
Section 311 of the Federal Water Pollution Control Act (33
U.S.C. § 1317), (iv) defined as a "hazardous waste" pursuant
to Section 1004 of the Federal Resource Conservation and
Recovery Act, 42 U.S.C. § 6901, et seq. (42 U.S.C. § 6903) , or
(v) defined as a "hazardous substance" pursuant to Section 101
of the Comprehensive Environmental Response, Compensation and
Liability Act, 42 U.S.C. § 9601, et seq. (42 U.S.C. § 6901)
provided, that material displayed for purposes of a museum
display shall not be included in this term as long as the
material is displayed properly and safely in full compliance
with any applicable federal, state or local laws, regulations
and directives.
WHEREUPON, an authorized representative of Landlord and Tenant
(each being evidenced by appropriate corporate resolution) have
executed this Lease Agreement as of the date and year set forth
above.
LITTLE ROCK NEWSPAPERS, INC.
By:
Walter E. Hussman, Jr., President
Date:
CITY OF LITTLE ROCK
By:
Date:
Little Rock Newspapers, Inc. 20
• 698
ACKNOWLEDGMENT
STATE OF ARKANSAS )
) ss.
COUNTY OF PULASKI )
On this day personally appeared before the undersigned, a
Notary Public within and for the County and State aforesaid, duly
qualified, commissioned and acting, the within named Walter E.
Hussman, Jr., who acknowledged himself to be the President of
Little Rock Newspapers, Inc., a corporation, and that he, as such
officer, being authorized to do so, executed the foregoing
instrument for the purposes therein contained, and who stated that
he had so signed, executed and delivered said foregoing instrument
for the consideration and purposes therein mentioned and set forth.
IN TESTIMONY WHEREOF, I have hereunto set my hand and official
seal this day of , 1994.
Notary
My Commission Expires:
S E A L
Little Rock Newspapers, Inc. 21
0 0 0 o e e a���� a� � ■� �
699
ACKNOWLEDGMENT
STATE OF ARKANSAS )
ss.
COUNTY OF PULASKI )
On this day personally appeared before the undersigned, a
Notary Public within and for the County and State aforesaid, duly
qualified, commissioned and acting, the within named
who acknowledged himself [herself ] to be the of
City of Little Rock, and that he [she] , as such official, being
authorized to do so, executed the foregoing instrument for the
purposes therein contained, and who stated that he[she] had so
signed, executed and delivered said foregoing instrument for the
consideration and purposes therein mentioned and set forth.
IN TESTIMONY WHEREOF, I have hereunto set my hand and official
seal this day of 1994.
Notary Public
My Commission Expires:
hit
Little Rock Newspapers, Inc. 22
700
EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
Lot 12, Block 1, and Lots 7 through 12, Block 2, Lot 7, Block
3, and the closed 60' x 140' part of Sherman Street lying
between Lot 12, Block 2, and Lot 7, Block 3, all in Pope's
Addition to the City of Little Rock, Pulaski County, Arkansas.
- - LiEtre Rock Newspapers, Inc.
701
EXHIBIT "B"
OUTLINE OF PREMISES
The Premises shall consist of the space on the River Level and
First Floor of the Building colored in yellow on the two folded
pages of the floor plan drawings that follow this page.
Little Rock Newspapers, Inc. - —�
702
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EXHIBIT "C"
0
SPECIFICATIONS FOR AGREED IMPROVEMENTS
104
1. Provide two geared Dover passenger elevators with 3,500
pound capacity rated at 350 feet per minute.
2. Repair existing roof on the building as per quote dated
October 3, 1994, from A.W. Hepp using coal tar pitch, as
well as replace existing temporary covers on skylights
with Kalwall translucent skylight system.
3. Provide automatic sprinkler system as per proposal dated
October 4, 1994, from Masco, Inc.
4. Replace existing windows on all four elevations of the
building as per proposal dated October 3 and 6, 1994,
from Glass Erectors, Inc., except windows on the ground
floor on the Markham Street side of the Building, where
all of the trim will be sanded, stripped, re- caulked and
repainted.
5. All masonry work for repair work around windows as per
proposal dated October 4, 1994, from Robert's- McMutt.
6. Remove the existing steel canopy at the railroad dock on
the north elevation.
7. Provide other related work on the above items as provided
by a general contractor as outlined in the proposal dated
October 4 and 6, 1994, from East- Harding Construction
Company.
Little Rock Newspapers, Inc.
• • - '705
EXHIBIT "D"
RULES OF THE BUILDING
No specific rules of the Building have been published yet as
of the date of the execution of this Lease.
109 /1 /LEASMUSS.AGR
Little Rock Newspapers, Inc.