Fillable Printable Missouri Commercial Lease Agreement

Missouri Commercial Lease Agreement

MISSOURI COMMERCIAL LEASE

This LEASE is made this day of , 20___, by and between

___________________________, a Missouri corporation (hereinafter "LESSOR"), and

, a corporation (hereinafter "LESSEE").

WITNESSETH:

WHEREAS, LESSOR is the fee simple owner of certain real property located in Kansas

City, Jackson County, Missouri, legally described in Exhibit "A" attached hereto and made a part

hereof and commonly known and numbered as

, together with the building constructed thereon consisting of

square feet and the other improvements located thereon and the appurtenances

thereunto belonging (collectively the "Premises"; and

WHEREAS, LESSOR has agreed to lease the Premises to LESSEE and LESSEE has

agreed to lease the Premises from LESSOR on the terms stated herein.

NOW, THEREFORE, in consideration of the mutual covenants and agreements

contained herein, LESSOR and LESSEE hereby covenant and agree as follows:

1. PREMISES: LESSOR leases the Premises to LESSEE, and LESSEE leases the

Premises from LESSOR. The Premises shall be used only for

, and for no other purpose, without LESSOR'S prior written consent,

which shall not be unreasonably withheld.

2. RENT: LESSEE agrees to pay as rent for the Premises,

Dollars ($ ) per year ($

per square foot), payable in equal monthly installments of

Dollars ($ ) each, payable in advance on

the first day of each calendar month during the term of this Lease. Any rent payments received

by LESSOR more than ten (10) days late shall bear interest from the dates they are due until the

dates they are paid, at a rate of ten percent (10%) per annum.

3. TERM: This Lease shall be for a term commencing on ,

_______________and ending at midnight on .

4. DELIVERY AND ACCEPTANCE OF PREMISES: LESSEE has inspected

and knows the condition of the Premises, and accepts the same in their present condition.

LESSEE acknowledges that LESSOR has made no warranties or representations concerning the

Premises.

5. UTILITIES: LESSEE agrees to furnish all utilities and pay all electric, gas,

water, fuel and sewer company charges, as well as all charges for any additional services or other

utilities used on or assessed against the Premises.

6. LICENSING AND FEES: LESSEE shall obtain all necessary licensing and

registrations for the use and operation of the Premises, and shall pay when due all license and

registration fees.

7. TAXES: The following provisions shall apply:

7.1. State and county real estate taxes for the Property during the calendar year

[ ] ("Base Year") were $ , and city real estate taxes for the Property during the

Base Year were $ . LESSEE agrees to pay as additional rent all amounts by which

the real estate taxes may exceed these amounts in future years during the term of this Lease. If

LESSOR receives a real estate tax bill for amounts exceeding the amounts stated above,

LESSOR shall forward a copy of the bill to LESSEE, together with a letter stating the amount of

the excess, and within ten (10) days of its receipt of the bill and letter, LESSEE shall pay the

excess amount to LESSOR.

7.2. LESSEE shall timely pay or cause to be paid when due all personal property,

sales, use and other taxes or assessments, general or special, now or hereafter imposed by any

federal, state, or local government on the Premises or on the ownership, lease, sale, possession or

use of the Premises, whether the same are assessed against LESSOR or LESSEE. If any such tax

is assessed against LESSOR, LESSOR shall provide LESSEE with written notice of the

assessment. Upon reasonable demand, LESSEE shall provide LESSOR with proof of all required

payments.

8. INSURANCE: The following provisions shall apply:

8.1. LESSOR shall obtain "All Risk" Property Insurance on the Property,

including fixtures and non-removable tenant improvements in such amount as LESSOR deems

sufficient. LESSEE shall cooperate with LESSOR so that the lowest insurance rating can be

obtained. Accordingly, LESSEE shall fully cooperate with the insurance carrier in implementing

any measures of complying with any requirements the carrier may have. All costs of such

measures or compliance shall be borne by LESSEE. If the insurance rates published by the

Insurance Service Office of the State of Missouri are increased as the result of any activities or

hazards introduced by LESSEE, then LESSEE shall pay the amount by which the insurance

premiums are increased because of such activities or hazards.

8.2. The "All Risk" Property Insurance premiums on the Property during the

calendar year [ ] ("Base Year") will total $ . LESSEE agrees to pay as

additional rent all amounts by which the insurance premiums may exceed, for whatever reason,

this amount in future years during the term of this Lease. If LESSOR receives an insurance

premium bill for an amount exceeding the amount stated above, LESSOR shall forward a copy

of the bill to LESSEE, together with a letter stating the amount of the excess, and within ten (10)

days of its receipt of the bill and letter, LESSEE shall pay the applicable excess amount to

LESSOR.

8.3. At its sole cost and expense, LESSEE shall purchase and maintain

commercial general liability insurance on the Premises, including a property damage provision,

insuring against liability for injury to persons or property occurring on or about the Premises or

arising out of the ownership, maintenance, use or occupancy of the Premises. The insurance

shall be in an amount not less than Dollars ($ )

combined single limit per occurrence, and a general policy aggregate of not less than

Dollars ($ ) if such aggregate applies to this policy.

8.4. All policies of liability insurance obtained now or at any future time by

LESSEE, must insure the interest of LESSOR as Additional Insured under the from of

endorsement which makes the coverage thereunder primary insurance as regards LESSOR, and

non-contributory with any other insurance carried by LESSOR, shall include a long form non-

contributory clause naming LESSOR, as well as LESSEE, as an insured. The policies shall also

provide that LESSOR be given at least thirty (30) days notice before any cancellation or material

modification of the policy.

8.5. Upon request, LESSEE shall furnish to LESSOR Certificates of Insurance

evidencing the insurance coverage required by these provisions, and providing that LESSOR

shall receive 30 days' notice of cancellation or material change in coverage. Upon reasonable

request, LESSEE shall furnish LESSOR with a copy of the premium bill and evidence of

payment.

8.6. In the event of casualty damage to the Premises, and if LESSOR is carrying

the "All Risk" Property Insurance, LESSEE shall promptly report the damage to LESSOR and

LESSOR shall make whatever claim against the insurance company that LESSOR deems

advisable. LESSEE shall cooperate in connection with the claim. In the event of either damage

to the Premises by casualty or an assertion of liability, and if LESSEE is carrying the applicable

insurance policy, LESSEE shall promptly report the same to the applicable insurance company

and make a claim for insurance proceeds, delivering to LESSOR a copy of the claim. Any

insurance proceeds shall be applied to the rebuilding or repair of the property, with any excess

paid to LESSOR or disbursed as LESSOR deems appropriate.

9. LIENS AND ENCUMBRANCES: This Lease shall be subject and subordinate

to any present or future mortgages, deeds of trust, and other liens or encumbrances executed or

consented to by LESSOR, which do not materially adversely affect LESSEE'S use of the

Premises. The holder of any such mortgage, deed of trust, lien or encumbrance may notify

LESSEE in writing of its interest, and in such event LESSEE shall send copies of all notices or

communications regarding this Lease to the holder of the mortgage, deed of trust, lien or

encumbrance. Such holder shall be entitled to take any action or exercise any rights reserved to

LESSOR under this Lease. LESSEE shall, within ten (10) days after receipt of a request

therefor, execute and deliver to LESSOR and the holder of such a mortgage, deed of trust, lien or

other encumbrance, an estoppel certificate and/or agreement evidencing the subordination of this

Lease as described above, which estoppel certificate and/or agreement shall be in form

satisfactory to LESSOR and such holder.

9.1. LESSEE shall not encumber or permit the encumbrance of the Premises or

this leasehold estate by any mortgage, deed of trust, assignment, security interest, lien or other

charge, without LESSOR'S prior written consent, which consent shall not be unreasonably

withheld.

9.2. This Lease does not require LESSEE to improve the Premises or construct

any improvements or additions on the Premises. Any improvements or additions to the Premises

which LESSEE might make or permit are for the sole use of LESSEE and will not benefit

LESSOR'S reversion. LESSEE is not, and shall not be deemed to be, the agent of LESSOR in

contracting or arranging for any improvements to the Premises or any construction on the

Premises. Additional provisions relating to alterations and improvements are contained in

Section 13 of this Lease.

9.3. LESSEE shall promptly pay all bills for labor done or material or equipment

supplied for any construction or repair work done on the Premises. Failure to promptly pay any

such bills shall be a default under this Lease. LESSEE shall defend and indemnify LESSOR

from all liability, damages or expense resulting from any mechanic's lien claims affecting the

Premises.

10. MAINTENANCE AND REPAIR: LESSOR shall repair and maintain the roof,

exterior walls and foundation of any structures located on the Premises.

10.1. LESSEE shall have the obligation of maintaining all portions of the

Premises which LESSOR is not specifically obligated to maintain under the above section.

LESSEE shall maintain and keep in good working order all equipment, fixtures, and systems on

the Premises, and shall perform routine repair and maintenance on the same, including without

limitation all heating and air conditioning systems and equipment. In addition and without

limitation, LESSEE shall protect water pipes, heating and air conditioning equipment, plumbing,

fixtures, appliances, and sprinkler systems from becoming frozen. LESSEE shall keep the

Premises and all approaches, sidewalks, parking areas, truck pads, and adjacent alleys clean,

sightly, and free of snow and rubbish, and shall keep and maintain the same in good condition

repairing cracks and potholes and repairing the same when needed.

10.2. LESSEE shall be responsible for all window glass replacement, for

maintenance of light fixtures and lamps throughout the Premises, for repair and routine

maintenance of gas heaters, boilers, water pipes, plumbing apparatus and fixtures, gutters,

downspouts, and all other portions of or equipment upon the Premises, including without

limitation all mechanical systems which are a part of the Premises. LESSEE shall replace any

worn or outdated equipment with new equipment of like quality and durability.

10.3. In particular, LESSEE shall maintain in good working condition the water

sprinkler monitoring system which is a part of the Premises, pay the monthly charge for such

system, and promptly repair any damage which may be suffered by the system.

11. USE OF PREMISES: LESSEE may use the Premises for any purpose set forth

in Section 1 of this Lease, which is not destructive of the Premises. LESSEE shall not, however,

commit or allow any waste, nuisance, or other such act or omission to occur on the Premises, and

shall not do any act or allow on the Premises any condition which may disturb the quiet

enjoyment of those occupying surrounding properties, including without limitation any other

tenants or occupants in the Building or on the Premises. LESSEE shall advise LESSOR in

writing of any change in the nature of LESSEE'S use of the Premises.

11.1. LESSEE shall fully comply with all federal, state and local laws and

regulations applicable to air emissions, water pollution, hazardous waste, hazardous materials,

toxic materials, and underground storage tanks. LESSEE shall secure all permits, licenses and

approvals necessary for its operations and shall remain in compliance with such permits.

LESSEE shall notify LESSOR within two (2) days if LESSEE learns of any allegation that

LESSEE'S operations are in violation of any requirement of any permit or any requirement to

have a permit.

11.2. LESSEE shall not allow on the Premises any leakage, spillage or release of

any hazardous substance, hazardous waste, petroleum, or toxic material as those terms are

defined by federal or state law or regulation. If such a release should occur, LESSEE shall notify

LESSOR of such fact within two (2) days. Furthermore, in such event, LESSEE shall promptly

remove and clean up any such leakage, spillage or release, at its own cost, and LESSEE shall

accomplish such removal and clean-up in strict compliance with all applicable laws, codes and

regulations. LESSEE shall notify LESSOR within two (2) days if LESSEE receives notice of

intent to sue, notice of violation, citation, warning or similar notification arising out of operations

on the Premises. LESSEE shall notify LESSOR within two (2) days if LESSEE learns of any

federal, state, or local agency investigation or inquiry concerning the Premises or LESSEE'S

operations.

11.3. LESSEE shall not use all or any part of the Premises for the purpose of

refining, producing, storing, handling, transferring, processing, or transporting any pollutants or

contaminates or any Hazardous Substances or petroleum products in any manner which would

result in a release or threatened release which could require response under applicable

Environmental Regulations, nor shall LESSEE permit or suffer any other party to use all or any

part of the Premises for any purpose forbidden herein. As used herein, the term "Hazardous

Substances" shall mean ureaformaldehyde, polychlorinated biphenyls, asbestos, asbestos-

containing materials, radioactive materials or wastes, petroleum products, or any other waste

material or other substance which would subject the LESSOR as owner of the Property to any

response costs, damages, penalties or liabilities under any applicable Environmental Regulations.

The term "Environmental Regulations" as used herein means any federal, state or local laws,

statutes, codes, ordinances, regulations, requirements or rules relating to any environmental

matters, including the removal, handling, and disposal of hazardous or toxic waste materials.

11.4. LESSEE shall defend and indemnify LESSOR from and against, any and

all claims, assertions, demands, judgments, penalties, fines, liabilities, costs, damages and

expenses, including court costs and attorney's fees and expenses incurred by LESSOR, at any

time, in any claim or action against or involving LESSEE or LESSOR resulting from (i) any

breach of the covenants of LESSEE contained herein, (ii) any act or failure to act by LESSEE, its

employees and assigns which results in a violation of or liability under any of the Environmental

Regulations, or (iii) from the discovery of any Hazardous Substance in, upon, or over or

emanating from the Premises as a result of acts or failures to act by LESSEE, its agents,

employees and assigns. It is the intent of LESSOR and LESSEE that LESSOR shall have no

liability or responsibility for damage or injury to human health, the environment or natural

resources caused by, for abatement and/or clean-up of, or otherwise with respect to Hazardous

Substances not caused by LESSOR.

12. PUBLIC REQUIREMENTS: LESSEE shall comply with all laws, orders,

regulations, ordinances and other public requirements at any time affecting the Premises or the

use of the Premises.

13. ALTERATIONS: At its sole expense, LESSEE may, but is not required to,

make improvements, alterations or additions to the Premises. Any alterations shall be of good

workmanship and material and shall not reduce the size or strength of the then existing

improvements or of any load bearing wall or structural support. Any improvements, alterations,

additions or fixtures placed on the Premises, whether or not permanently affixed to the Premises,

other than trade fixtures, shall become a part of the realty, shall belong to LESSOR, and shall

remain on and be surrendered with the Premises at the termination of this Lease. No

improvements, alterations or additions to the Premises, other than trade fixtures, shall be

removed without LESSOR’s prior written consent, which consent shall not unreasonably be

withheld. LESSEE shall repair all damage caused by any removal of any trade or other fixtures

or additions. Notwithstanding the foregoing or anything else to the contrary, LESSEE shall not

be permitted to place any underground storage tanks on or under the Premises.

14. ASSIGNMENT OR SUBLEASE: LESSEE shall not assign this Lease, sublease

the Premises, or allow anyone else to use or occupy any part of the Premises, without LESSOR'S

prior written consent, which consent shall not unreasonably be withheld. LESSOR may assign

this Lease to any subsequent purchaser of the Premises, and upon such assignment shall be

released from all rights and obligations under this Lease.

15. INSPECTION: LESSOR and its agents may enter the Premises at reasonable

hours to examine the same and do anything required of LESSOR by this Lease. During the last

120 days of the Lease term, LESSOR may display a "For Rent" sign on the Premises, and show

the Premises to prospective tenants.

16. LESSEE'S PERSONALTY: LESSOR shall not be liable for any loss or damage

to any of LESSEE'S merchandise, personalty or other property on or about the Premises, or for

any lost profits of or consequential damage to LESSEE, regardless of the cause of the loss or

damage. LESSEE shall be responsible for any taxes or assessments made against LESSEE'S

personal property, and shall defend and indemnify LESSOR against the same.

17. EMINENT DOMAIN: If any substantial part of the Premises (affecting

LESSEE'S operations) is taken under the power of eminent domain, conveyed in lieu of

condemnation, or acquired for any public or quasi-public use, this Lease may be terminated by

either party. The parties shall make their individual claims for the award, which shall be

distributed according to law.

18. DAMAGE BY CASUALTY: If a substantial part of the Premises is so damaged

by fire or other casualty that the Premises are totally untenantable, LESSOR may at its sole

option terminate this Lease. If the Lease is so cancelled, rent shall be paid only to the date of

cancellation and LESSEE shall promptly surrender the Premises to LESSOR.

18.1. If LESSOR does not elect to terminate this Lease in case of total

untenantability, this Lease shall continue in full force and effect and LESSOR shall restore the

Premises to at least their previous condition within a reasonable time. For that purpose,

LESSOR and its agents and contractors may enter the Premises. Rent shall abate during the

period of untenantability.

18.2. If the Premises are so damaged by fire or other casualty that tenantability is

only partially disturbed, LESSOR shall restore the same to at least their previous condition

within a reasonable time. For that purpose, LESSOR and its agents may enter the Premises, and

rent shall abate in proportion and in duration equal to the partial untenantability of the Premises.

No claims shall be made by or allowed to LESSEE by reason of any inconvenience or annoyance

arising from the repair work.

18.3. In the event the Premises suffer any casualty damage, LESSEE shall within

ten (10) days remove any debris or rubbish, remove its personal property from the damaged

Premises, and clean the damaged Premises to facilitate repair or restoring operations.

19. DEFAULT BY LESSOR: LESSEE shall give LESSOR written notice of any

default by LESSOR. If (a) the default is not cured within thirty (30) days after LESSOR receives

the written notice, or (b) LESSOR does not within that thirty (30) day time period take actions

which, if continued with reasonable diligence, will cure the default, then LESSEE at its election

may declare this Lease terminated after an additional period of thirty (30) days. If this Lease is

rightfully terminated in accordance with this section, rent shall be paid only to the end of the

second thirty (30) day period.

20. DEFAULT BY LESSEE: The following provisions shall govern default by the

LESSEE:

20.1. LESSEE will be in default under this Lease upon the happening of any one

or more of the following events:

20.1.1. Failure of LESSEE to make any rent payment when due or fully

and timely perform any obligation contained in this Lease.

20.1.2. Any warranty, representation or statement made or furnished to

LESSOR by or on behalf of LESSEE for the purpose of inducing the execution of this

Lease or any other agreement between the parties proves to have been false in any

material respect when made or furnished.

20.1.3. LESSEE is dissolved or its existence terminated; LESSEE

becomes insolvent, its business fails, or a receiver is appointed for any of LESSEE'S

property; LESSEE is generally not paying its debts as they become due; or LESSEE

makes an assignment for the benefit of its creditors or is the subject of any voluntary or

involuntary bankruptcy or insolvency proceeding.

20.1.4. Any of the occurrences set forth in Section 20.1.3. of this Lease

above occurs with respect to any guarantor or surety of LESSEE'S obligations.

20.1.5. LESSEE abandons the Premises, or the Premises or LESSEE'S

leasehold interest in the Premises are attached or taken under any court order or writ of

execution.

20.2. If LESSEE defaults, LESSOR may enforce its rights by an action for rent

and possession, unlawful detainer, or other legal remedy. LESSEE agrees that, notwithstanding

LESSOR'S possession of the Premises, LESSEE shall remain liable for and shall pay LESSOR

an amount equal to the entire rent payable to the end of the then-applicable term of this Lease.

This amount may either (a) be accelerated and become payable at once, or (b) become due and

be payable monthly, at the sole option of LESSOR. In addition, LESSEE shall be liable for and

shall pay to LESSOR any loss or deficiency sustained by LESSOR because of LESSEE'S

default.

20.3. Notwithstanding LESSOR'S re-entry and possession of the Premises,

LESSOR, upon LESSEE'S default, shall have the right, without notice to LESSEE, and without

terminating this Lease, to make alterations and repairs for the purpose of reletting the Premises.

LESSOR may relet or attempt to relet the Premises or any part of the Premises for the remainder

of the then-applicable Lease term or for any longer or shorter period as opportunity may offer, to

such persons and at such rent as may be obtained. Nothing in this Lease shall require LESSOR to

relet or make any attempt to relet the Premises, and any reletting shall be done by LESSOR as

agent for LESSEE. In case the Premises are relet, LESSEE shall pay the difference between the

amount of rent payable during the remainder of the term and the net rent actually received by

LESSOR during the term after deducting all expenses for repairs, alterations, recovering

possession and reletting the same, which difference shall either (a) accrue and be payable

monthly, or (b) be accelerated and become payable at once, at LESSOR'S sole option.

20.4. No actions taken by LESSOR after LESSEE'S default shall be construed as

indicating a termination of this Lease. This Lease shall remain in full force and effect and shall

not be terminated unless LESSOR so elects in writing.

20.5. At LESSOR'S election, LESSOR may cure any default of LESSEE by

expending money, contracting for the making of repairs, purchasing insurance, or by any other

actions. If LESSOR takes any such actions, LESSEE will promptly, upon demand, reimburse

LESSOR for all of LESSOR'S expenses. All such expenses shall bear interest from the dates

they are incurred until the dates they are paid, at a rate of 10 percent (10%) per annum.

20.6. LESSOR shall be entitled to recover from LESSEE all of LESSOR'S

expenses in exercising any of its rights under this Lease, including without limitation LESSOR'S

reasonable attorney's fees.

20.7. All of LESSOR'S remedies are cumulative, and may be exercised

successively or concurrently, at LESSOR'S election.

21. WAIVERS: Any waiver, consent or approval on the part of LESSOR must be in

writing, and shall be effective only to the extent specifically set forth in the writing. No delay or

omission by LESSOR in the exercise of any right or remedy with respect to any one occasion

shall impair LESSOR'S ability to exercise the right or remedy in the same or on another

occasion.

22. NOTICES: All notices or other communications shall be in writing signed by

the sender, and shall either be (a) personally delivered or (b) mailed by certified mail, at or to the

following addresses:

LESSOR:

LESSEE: