Preview
INDEX NO. E2021005069
NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021
MONROE COUNTY CLERK’S OFFICE THIS IS NOT A BILL. THIS IS YOUR RECEIPT.
Receipt # 2845320
Book Page CIVIL
Return To: No. Pages: 7
JOHN NACCA
30 W BROAD ST STE 406 Instrument: EXHIBIT(S)
ROCHESTER, NY 14614
Control #: 202109200642
Index #: E202100506'
Date: 09/20/2021
328 East Main LLC Time: 11:47:19 AM
Max To Go, Inc., D/B/A Aunt Rosie's
Total Fees Paid: $0.00
Employee:
State of New York
MONROE COUNTY CLERK’S OFFICE
WARNING — THIS SHEET CONSTITUTES THE CLERKS
ENDORSEMENT, REQUIRED BY SECTION 317-a(5) &
SECTION 319 OF THE REAL PROPERTY LAW OF THE
STATE OF NEW YORK. DO NOT DETACH OR REMOVE.
JAMIE ROMEO.
MONROE COUNTY CLERK
MIATA A
°0EMONRO OUN NK 09 7q WV INDE&& NOE 2E21025065
069
NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021
Exhibit “B”
FLEE HONROE COUNTY CLERK 0972072021 11:42 AM ) IND®€xNO
E 28295005 069
NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021
j
AMENDMENT TO LEASE AGRE
EMENT
THIS ancena ‘NT TO LEASE AGREEMENT
made as of the 20 day nee (this Amendment’) is
a 2016, by and among 328 EAST MAIN
York lim ited liability company, having an LLC, a New
9 address at 21 Barrington Hills, Pitts: ford; New
York 14534, as: successo r in interest to Chestnut Square, LLC,
liability company, havin, ig an address at a New. Yo: tk limited
130 Linden Oaks Dri ive, Suite A, Rochester,
York 14625 ("Landlor i"), and MAX New
TO GO, INC., D/B/A AUNT ROSIE’S, a New
York domestic’ co: poration, having an addre
ss at 350 East Main Street, Rochester, New
York ("Tenant"), {
{ WITNESSETH:
i
WHEREAS, L andlord entered into that certain
March 8, 2011 (the " "Lease' ") for approxim L ease with Tenant dated as of
ately one tho usand six hundred seventeen
(1,617) square feet of usable rental space and
six hundred ei ighty six (686) square feet of
basement storage space (the "Premises" ) in
that certain building located at 350 East Main
Street, Rochester, New | York, as such Prem
ises is more particularly describe d in the
Lease; and
WHEREAS, pdiord and Tenant desire to extend the Term of
make certain other mo difications to the Lease, all the Lease, and to
as more parti cularly set forth
hereinbelow. |
NOW, THEREFORE, in consideration of the mutual covenant
set forth below and of other Bo od and valuable s and agreements
consideration, , the receipt and sufficiency
of which are hereby acknowled ged by the parties heret
o, Lan diord and Tenant, intending
legally to be bound, herel y agree as follows:
1. The initial Term of the Lease is hereb: y extended until
I May 31, 2019 (“Expiration
Date’). }
}
From June 1, 2016 and continui: ing through the
Expiration Date, Tenant shall pay
annually Base Rent of Twenty- One. Thousand Six Hundred Doll
lars ($21,600.00),
payable in eq monthly: instal. ments of One Thousand Eight Hundred
00/100 Dollars ($1,800.00). All Base Rent shall be paid without and
deduction or demand, in advance on the first day set-off,
\ of each month during the Lease
Term.
OPTION TO RENEW. Section 21.21 of the Le: ase is hereby deleted in
entirety and teplaced with the following: its
“Landlord hereby grants to Tenant the conditiona
l right
exercisable at Tenant's option, to renew the term
of this Lease for
one (1) term of three (3) years. If exercised, and
if the conditions
applicable, thereto have been satisfied, the
renewal term (the
"Renewal Term’ ") shall commence immediately follo
wing the
Expiration Date of the Lease. The right of renewal
herein granted
(4173728: }
FEL HONROE COUNTY CLERK 0972072021 11:42 AM {INDiexN®
E 262795005 069
NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021
to Tenant shall be subject to, and shall
be exercised in accordance
with, the following terms and conditions;
(a) Tenant shall exercise its ri ight of renew
al with respect to the
Renewal Term by givin g Landlord writt
en notice thereof not later
than six (6) months prior to the expir
ation of the term of this Lease
(the "Renewal Noti Ce e"),
(b) During the Renewal Term, all terms and
conditions of this
Lease shall remain the same, except that
the Base Rent due shall be
increased pursuant to Section 21.22 of the Lease
.
© Tf the Renewal Notice is not given timely,
then Tenant's
rights of renewal’ pursuant to this Section shall
lapse and be of no
further force or effect. Time is of the essence,
@) If Tenant has defaulted under this Lease on
the date the
Renewal Notice is given to. Landlord or at any
time prior to the
commencement of the Renewal Term, then,
at Landlord! 'S Option,
the Renewal Term shall not commence and the
term of tl he Lease
shall expire at the expiration of the term of this Lease
.
© If at any time any portion of the Premises has
been
subleased or assigned, then Tenant's rights pursuant
to this Section
shall lapse and be of no further fore e or effect
. Tenant's right of
renewal under this Section may be exercised by
Tenant only and
may not be exercised b: y any transferee, sublessee
or’ assignee of
Tenant.”
4. UTILITIES. Section 10.1 of the Lease is hereby deleted in
its entirety and
teplaced with the following:
“Tenant covenants and a grees to pay all charges
for heat,
light, water, telephone and any and all other utilities
and other
expenses related to the Premises, including meter
and rental
charges, and all exp enses of every kind and natur
e reasonably
required to keep the Premises in good physical condition
and repair
and in compliance with all laws, ordinances,
departmental
regulations and insurance requirements of every name
and nature
during the term of this Lease. Tenant shall have electr
ical and gas
usage applicable to the Premises separately metered,
placed in its
own name and shall make all such payments direct
ly to the
appropriate utility company, or, if such direct
payment is not
possible, Tenant shall reimburse Landlord for
its share of all such
costs, as same may be determined b: y Landlord,
with in ten (10)
days after each demand therefor. No twithst ‘anding the
foregoing,
Tenant shall. pay to Landlord, in advance o1 in the
first day of each
month during the Lease Term, as Additional Rent,
One Hundred
Fifty and 00/100 Dollars ($15 0.00) for reimburs
ement of water
{4173728: }
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FLEE HONROE COUNTY CLERK 0972072021 11:42 AM ‘ IND#€xN@
E 26205065069
NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021
charges associated with the Premises, and if Tenant shall default in
such payment; Landlord shall have the re medies: provide: din
Article 14 of the Lease.”
5. Notwithstanding anything to the contrary in the Lease, so long as Tenant is not in
default of the terms of the Lease, Tenant shall
be entitled to exclusive use of.
seventeen (17): parkin; 8 Spaces located within the
parking lot located at 61 N.
Chestnut Street, Roch ester, New York, which the Landlord leases from the City
of Rochester (the “Parking Lot”), as such parking spaces
are shown on the plan
attached hereto as Exhibit “A”, Landlord shall have
the right to change the
configuration of the parking spaces so long as the number of
parking spaces is not
reduced. The Parking Lot shall be. available to. Tenant
and Tenant’s invitees
twenty-four (24) hours a day, seven days a week for public
parking, provided
however, that Landlord or the City of Rochester shall: have the
right to close
Portions of the Parking Lot as necessary to perform repairs
and protect the safety
of persons and property. In connection with such use of
the Parking Lot, in
addition to the Base Rent, Tenant shall pay to Landlord, in advanc
e on the first
day of each month during the Term of the Lease, as Additio
nal, Rent, One
Thousand One Hundred Twenty-Five and 00/100 Dollars ($1,12
5.00), and if
Tenant shall default in such payment, Landlord shall have
the remedies provided
in Article 14 of the Lease.
Notwithstanding anything to the contrary in the Lease, Tenant
shall. pay to
Landlord, as. Additional Rent, seventy seven percent (77%) of the
total actual cost
and expenses incurred by the Landlord for maintenance services
associated with the
Parking Lot, including but not limited to paving repairs, snow remova
l, gate access
and landscaping (“Parking Lot Maintenance Charges”). Parking Lot
Maintenance
charges shall be reasonable in nature. Tenant shall reimbu: ise Landlord
for its share
of all such Parking Lot Maintenance Charges, as same.
may be determined by
Landlord, within sixty (60) days after each dem: and therefor.
Landlord and Tenant represent and warrant that it has not dealt with
any broker,
agent or other real estate sales person in connection with this Amendm
ent. Tenant
agrees to indemnify and hold Landlord harmless from and
against any claims by any
broker, agent or other real estate sales person who may claim a commis
sion or other
form of compensation by virtue of this Amendment or of having dealt
with Tenant
with regard to this leasing transaction. The provisions of this Paragr
aph 7 shall
survive the termination of the Lease.
All defined terms used herein but not defined herein shall have the
meanings
ascribed to them in the Lease. Tenant agrees to comply with all provisi
ons of the
Lease and to perform all tenant obligations under the Lease, as amended
hereby.
Except as amended hereby, the Lease shall remain unmodified and
in full force
and effect. In the event of a conflict between the terms of the Lease and the
terms
of this Amendment, the terms of this Amendment shall prevail.
Each individual executing this Amendment on behalf o
f a partnership,
corporation, limited liability company, or other entity represents that
he or she is
duly authorized to execute and deliver this Amendment
on behalf of the
(4173728: }
3
FEL HONROE COUNTY CLERK 0972072021 11:42 AM 'IND®€xN8
E 26205005 069
NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021
|
|
partnership, corporation, limited liability company, and/or other entity, that
this
Amendment is binding on the partnership, corporation, limited liability company,
and/or other entity, and agrees to. deliver evidence of his or her authority to
Landlord upon request by Landlord,
10. This Amendment represents the entire agreement among the parties hereto
with
respect to the Amendment and supersedes any prior negotiations, representation
s
or agreements, whether written or oral, with respect to the Amendment.
1 This Amendment may be executed’ in counterparts, and it shall be biriding upon
the parties as if all of said parties executed the original hereof. It is agreed that
a
facsimile transmission or an. Adobe Portable Document: Format (PDF) sent: by.
electronic mail of an executed copy of this Amendment may. be relied upon as
conclusive evidence of the execution of this Amendment by the party whose
signature is shown on such facsimile transmission or PDF sent by electronic mail
and shall be deemed to be original signatures.
[Signatures on Following Page]
(4173728: }
FLEE HONROE COUNTY CLERK 0972072021 11:42 AM LINDi®€xN®
E 282905005 069
NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021
IN WITNESS WHEREOF, Landlord
Amendment as of the date first above writ and Tenant have entered into this
ten.
LANDLORD:
328 EAST MAIN LLC
By iii =
Name: ~Amnit.Luthra
Its:
TEN,
uf
MAX
TO GO. aA) "S
By
Name:
(r =
res
Its:
{4173728: }
Preview
INDEX NO. E2021005069 NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021 MONROE COUNTY CLERK’S OFFICE THIS IS NOT A BILL. THIS IS YOUR RECEIPT. Receipt # 2845320 Book Page CIVIL Return To: No. Pages: 7 JOHN NACCA 30 W BROAD ST STE 406 Instrument: EXHIBIT(S) ROCHESTER, NY 14614 Control #: 202109200642 Index #: E202100506' Date: 09/20/2021 328 East Main LLC Time: 11:47:19 AM Max To Go, Inc., D/B/A Aunt Rosie's Total Fees Paid: $0.00 Employee: State of New York MONROE COUNTY CLERK’S OFFICE WARNING — THIS SHEET CONSTITUTES THE CLERKS ENDORSEMENT, REQUIRED BY SECTION 317-a(5) & SECTION 319 OF THE REAL PROPERTY LAW OF THE STATE OF NEW YORK. DO NOT DETACH OR REMOVE. JAMIE ROMEO. MONROE COUNTY CLERK MIATA A °0EMONRO OUN NK 09 7q WV INDE&& NOE 2E21025065 069 NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021 Exhibit “B” FLEE HONROE COUNTY CLERK 0972072021 11:42 AM ) IND®€xNO E 28295005 069 NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021 j AMENDMENT TO LEASE AGRE EMENT THIS ancena ‘NT TO LEASE AGREEMENT made as of the 20 day nee (this Amendment’) is a 2016, by and among 328 EAST MAIN York lim ited liability company, having an LLC, a New 9 address at 21 Barrington Hills, Pitts: ford; New York 14534, as: successo r in interest to Chestnut Square, LLC, liability company, havin, ig an address at a New. Yo: tk limited 130 Linden Oaks Dri ive, Suite A, Rochester, York 14625 ("Landlor i"), and MAX New TO GO, INC., D/B/A AUNT ROSIE’S, a New York domestic’ co: poration, having an addre ss at 350 East Main Street, Rochester, New York ("Tenant"), { { WITNESSETH: i WHEREAS, L andlord entered into that certain March 8, 2011 (the " "Lease' ") for approxim L ease with Tenant dated as of ately one tho usand six hundred seventeen (1,617) square feet of usable rental space and six hundred ei ighty six (686) square feet of basement storage space (the "Premises" ) in that certain building located at 350 East Main Street, Rochester, New | York, as such Prem ises is more particularly describe d in the Lease; and WHEREAS, pdiord and Tenant desire to extend the Term of make certain other mo difications to the Lease, all the Lease, and to as more parti cularly set forth hereinbelow. | NOW, THEREFORE, in consideration of the mutual covenant set forth below and of other Bo od and valuable s and agreements consideration, , the receipt and sufficiency of which are hereby acknowled ged by the parties heret o, Lan diord and Tenant, intending legally to be bound, herel y agree as follows: 1. The initial Term of the Lease is hereb: y extended until I May 31, 2019 (“Expiration Date’). } } From June 1, 2016 and continui: ing through the Expiration Date, Tenant shall pay annually Base Rent of Twenty- One. Thousand Six Hundred Doll lars ($21,600.00), payable in eq monthly: instal. ments of One Thousand Eight Hundred 00/100 Dollars ($1,800.00). All Base Rent shall be paid without and deduction or demand, in advance on the first day set-off, \ of each month during the Lease Term. OPTION TO RENEW. Section 21.21 of the Le: ase is hereby deleted in entirety and teplaced with the following: its “Landlord hereby grants to Tenant the conditiona l right exercisable at Tenant's option, to renew the term of this Lease for one (1) term of three (3) years. If exercised, and if the conditions applicable, thereto have been satisfied, the renewal term (the "Renewal Term’ ") shall commence immediately follo wing the Expiration Date of the Lease. The right of renewal herein granted (4173728: } FEL HONROE COUNTY CLERK 0972072021 11:42 AM {INDiexN® E 262795005 069 NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021 to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions; (a) Tenant shall exercise its ri ight of renew al with respect to the Renewal Term by givin g Landlord writt en notice thereof not later than six (6) months prior to the expir ation of the term of this Lease (the "Renewal Noti Ce e"), (b) During the Renewal Term, all terms and conditions of this Lease shall remain the same, except that the Base Rent due shall be increased pursuant to Section 21.22 of the Lease . © Tf the Renewal Notice is not given timely, then Tenant's rights of renewal’ pursuant to this Section shall lapse and be of no further force or effect. Time is of the essence, @) If Tenant has defaulted under this Lease on the date the Renewal Notice is given to. Landlord or at any time prior to the commencement of the Renewal Term, then, at Landlord! 'S Option, the Renewal Term shall not commence and the term of tl he Lease shall expire at the expiration of the term of this Lease . © If at any time any portion of the Premises has been subleased or assigned, then Tenant's rights pursuant to this Section shall lapse and be of no further fore e or effect . Tenant's right of renewal under this Section may be exercised by Tenant only and may not be exercised b: y any transferee, sublessee or’ assignee of Tenant.” 4. UTILITIES. Section 10.1 of the Lease is hereby deleted in its entirety and teplaced with the following: “Tenant covenants and a grees to pay all charges for heat, light, water, telephone and any and all other utilities and other expenses related to the Premises, including meter and rental charges, and all exp enses of every kind and natur e reasonably required to keep the Premises in good physical condition and repair and in compliance with all laws, ordinances, departmental regulations and insurance requirements of every name and nature during the term of this Lease. Tenant shall have electr ical and gas usage applicable to the Premises separately metered, placed in its own name and shall make all such payments direct ly to the appropriate utility company, or, if such direct payment is not possible, Tenant shall reimburse Landlord for its share of all such costs, as same may be determined b: y Landlord, with in ten (10) days after each demand therefor. No twithst ‘anding the foregoing, Tenant shall. pay to Landlord, in advance o1 in the first day of each month during the Lease Term, as Additional Rent, One Hundred Fifty and 00/100 Dollars ($15 0.00) for reimburs ement of water {4173728: } 2 FLEE HONROE COUNTY CLERK 0972072021 11:42 AM ‘ IND#€xN@ E 26205065069 NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021 charges associated with the Premises, and if Tenant shall default in such payment; Landlord shall have the re medies: provide: din Article 14 of the Lease.” 5. Notwithstanding anything to the contrary in the Lease, so long as Tenant is not in default of the terms of the Lease, Tenant shall be entitled to exclusive use of. seventeen (17): parkin; 8 Spaces located within the parking lot located at 61 N. Chestnut Street, Roch ester, New York, which the Landlord leases from the City of Rochester (the “Parking Lot”), as such parking spaces are shown on the plan attached hereto as Exhibit “A”, Landlord shall have the right to change the configuration of the parking spaces so long as the number of parking spaces is not reduced. The Parking Lot shall be. available to. Tenant and Tenant’s invitees twenty-four (24) hours a day, seven days a week for public parking, provided however, that Landlord or the City of Rochester shall: have the right to close Portions of the Parking Lot as necessary to perform repairs and protect the safety of persons and property. In connection with such use of the Parking Lot, in addition to the Base Rent, Tenant shall pay to Landlord, in advanc e on the first day of each month during the Term of the Lease, as Additio nal, Rent, One Thousand One Hundred Twenty-Five and 00/100 Dollars ($1,12 5.00), and if Tenant shall default in such payment, Landlord shall have the remedies provided in Article 14 of the Lease. Notwithstanding anything to the contrary in the Lease, Tenant shall. pay to Landlord, as. Additional Rent, seventy seven percent (77%) of the total actual cost and expenses incurred by the Landlord for maintenance services associated with the Parking Lot, including but not limited to paving repairs, snow remova l, gate access and landscaping (“Parking Lot Maintenance Charges”). Parking Lot Maintenance charges shall be reasonable in nature. Tenant shall reimbu: ise Landlord for its share of all such Parking Lot Maintenance Charges, as same. may be determined by Landlord, within sixty (60) days after each dem: and therefor. Landlord and Tenant represent and warrant that it has not dealt with any broker, agent or other real estate sales person in connection with this Amendm ent. Tenant agrees to indemnify and hold Landlord harmless from and against any claims by any broker, agent or other real estate sales person who may claim a commis sion or other form of compensation by virtue of this Amendment or of having dealt with Tenant with regard to this leasing transaction. The provisions of this Paragr aph 7 shall survive the termination of the Lease. All defined terms used herein but not defined herein shall have the meanings ascribed to them in the Lease. Tenant agrees to comply with all provisi ons of the Lease and to perform all tenant obligations under the Lease, as amended hereby. Except as amended hereby, the Lease shall remain unmodified and in full force and effect. In the event of a conflict between the terms of the Lease and the terms of this Amendment, the terms of this Amendment shall prevail. Each individual executing this Amendment on behalf o f a partnership, corporation, limited liability company, or other entity represents that he or she is duly authorized to execute and deliver this Amendment on behalf of the (4173728: } 3 FEL HONROE COUNTY CLERK 0972072021 11:42 AM 'IND®€xN8 E 26205005 069 NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021 | | partnership, corporation, limited liability company, and/or other entity, that this Amendment is binding on the partnership, corporation, limited liability company, and/or other entity, and agrees to. deliver evidence of his or her authority to Landlord upon request by Landlord, 10. This Amendment represents the entire agreement among the parties hereto with respect to the Amendment and supersedes any prior negotiations, representation s or agreements, whether written or oral, with respect to the Amendment. 1 This Amendment may be executed’ in counterparts, and it shall be biriding upon the parties as if all of said parties executed the original hereof. It is agreed that a facsimile transmission or an. Adobe Portable Document: Format (PDF) sent: by. electronic mail of an executed copy of this Amendment may. be relied upon as conclusive evidence of the execution of this Amendment by the party whose signature is shown on such facsimile transmission or PDF sent by electronic mail and shall be deemed to be original signatures. [Signatures on Following Page] (4173728: } FLEE HONROE COUNTY CLERK 0972072021 11:42 AM LINDi®€xN® E 282905005 069 NYSCEF DOC. NO. 10 RECEIVED NYSCEF: 09/20/2021 IN WITNESS WHEREOF, Landlord Amendment as of the date first above writ and Tenant have entered into this ten. LANDLORD: 328 EAST MAIN LLC By iii = Name: ~Amnit.Luthra Its: TEN, uf MAX TO GO. aA) "S By Name: (r = res Its: {4173728: }