Nautilus 2009 Annual Report Download - page 245

Landlord shall not be liable for any labor, services, materials, supplies, skill, machinery, fixtures or equipment furnished to or to be furnished to
Tenant upon credit and that no mechanic’s lien or any other lien for any such labor, services, materials, supplies, machinery, fixtures or
equipment shall attach to or effect the state or interest of Landlord in and to the Premises, or any portion thereof. Before the actual
commencement of any work for which a claim or lien may be filed, Tenant shall give Landlord notice of the intended commencement date a
sufficient time before that date to enable Landlord to post notices of nonresponsibility or any other notices that Landlord deems necessary for the
protection of Landlord’s interest in the Premises, and Landlord shall have the right to enter the Premises and post such notices at any reasonable
time.
11.4 Construction Requirements . Any work performed on the Premises (including, without limitation, the Buildings) by Tenant or
Tenant’s contractor in connection with improvements shall be subject to the General Conditions set forth in Exhibit B , including, without
limitation, the insurance requirements relating to Tenant’s contractors.
ARTICLE 12
CERTAIN RIGHTS RESERVED BY LANDLORD
Landlord reserves the following rights, exercisable without liability to Tenant for (a) damage or injury to property, person, or business;
(b) causing an actual or constructive eviction from the Premises; or (c) disturbing Tenant’s use, possession, or beneficial and quiet enjoyment of
the Premises:
12.1 Keys . To have passkeys to the Premises and all doors within the Premises, excluding Tenant’s vaults and safes.
12.2 Inspection and Entry . Landlord may enter the Premises on reasonable prior notice to Tenant (except in the event of an
emergency, in which case no notice shall be required) (a) to inspect the Premises; (b) to show the Premises to any Mortgagee or to others having
an interest in the Premises or Landlord; (c) during the existence of a Default; (d) during the last six (6) months of the Term, to show the Premises
to prospective tenants or potential purchasers of the Premises; (e) to make inspections, repairs, alterations, additions, or improvements to the
Premises including, without limitation, the Buildings) to the extent that Tenant is not obligated to do so under the Lease or is obligated but has
failed to do so; and (f) to take all steps as may be necessary or desirable for the safety, protection, maintenance, or preservation of the Premises
or Landlord’s interest therein, or as may be necessary in order to comply with Laws.
ARTICLE 13
OPTION TO PURCHASE
Tenant (and any person including, without limitation, Grayson County, to which Tenant may assign the Option, as defined below) shall have the
option and right to purchase the Premises (“Option”) during the period between the Commencement Date and August 31, 2010, (the “Option
Term”). (The holder of the Option, being the Tenant or its assignee of the Option, is hereinafter referred to as “Option Holder.”) Option Holder
may exercise Option by giving Landlord written notice of exercise at any time during the Option Term but no later than 45 days prior to the end
of Option Term. On the closing of the purchase of the Premises pursuant to the exercise and performance of Option by Option Holder (the
“Option Closing”), the Lease and any rights not then accrued under the Lease shall terminate. The terms and conditions on which Option Holder
may purchase the Premises are as follows:
13.1 Purchase Price . The purchase price for the Premises shall be Two Million Two Hundred Thousand Dollars ($2,200,000.00). If
Option Holder is Tenant, the amount of the Security Deposit may, at the election of Tenant, be applied to payment of purchase price, in which
event Landlord will retain the Security Deposit and it will not be applied to Rent. The purchase price shall be paid all in cash at the Option
Closing. The Option Closing shall be conducted through a mutually acceptable escrow company as provided in Section 13.6 below.
13.2 Costs of Sale . Option Holder shall pay all costs of sale, regardless of local custom, except that Option Holder shall not be
responsible for any of the following closing costs, all of which shall be the sole responsibility of Landlord: costs to remove title exceptions that
are not Permitted Exceptions under Section 13.3 below, the tax imposed on the grantor on a deed by the Commonwealth of Virginia, Landlord’s
attorneys’ fees, and real estate taxes and assessments accrued and unpaid through the date of Closing and attributable to the period before the
Commencement Date.
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