**Exhibit 10.16**

 

REAL PROPERTY LEASE

 

PARTIES:

 

LEE JOINT VENTURE, a joint venture of RobertB. Lee, Ronald E. Lee, and Terry N. Lee (“Lessor”). NATIONAL R.V. HOLDINGS, INC.,a Delaware corporation (“Tenant”).

 

AGREEMENTS:

 

1.                         PREMISES.  Lessor hereby leases to Tenant the realproperty referred to as Country Coach Building # 14 and the improvementsthereon (“Leased Premises”).

 

2.                         TERM.   This lease shall run for a period commencingon October 1, 1999, and terminating at 12:00 midnight on October 31,2000. In addition, Tenant shall have the option to renew the term for two (2) additionalsuccessive periods of five (5) years each as hereinafter provided.

 

3.                         RENT.   Tenant shall pay as monthly rent Three ThousandFour Hundred Ninety Four Dollars ($3,494.00) in advance on the first day ofeach calendar month during the term of this lease. The rent shall be paid toLessor at the address hereinafter provided for giving notice to Lessor, or atsuch other place or to such other person as Lessor may designate in writing. Rentfor the last partial calendar month of this lease, if any, shall be prorated.

 

The monthly rent shall be adjusted annuallyon the first day of October of each year beginning with 2000, to reflect changesin the cost of living. The adjustment shall be made by multiplying the rent ineffect immediately preceding the adjustment by a fraction wherein the Index atthe adjustment date is the numerator and the Index one (1) year priorthereto is the denominator. “Index”, as used herein, is defined as the UnitedStates Department of Labor Consumer Price Index for Urban Wage Earners and ClericalWorkers, Portland, Oregon - Washington, All Items (1982 - 84 = 100).

 

If the Index information is not available atthe date of any adjustment to be made hereunder, the adjustment shall be madeas soon as such information is available, retroactive to the effective date, andany adjustment in the rent shall be paid by Tenant to Lessor forthwith upon thefurnishing of such information from Lessor to Tenant. In the event the Indexbecomes unavailable for any reason, the adjustment provided herein shall bebased upon the most comparable index then available from the United StatesDepartment of Labor.

 

Notwithstanding any other provision containedherein, in no event shall the monthly rent be reduced below the amount of$3,494.00.

 

All taxes, insurance costs, utility charges, andany other amounts that Tenant is required by this lease to pay or reimburse toLessor or third parties shall be additional rent.

 

4.                         PURPOSE.   Tenant may use and occupy the Leased Premisesfor any lawful purpose.

 

5.                         LIMITATIONSON USE.   Tenant shall not cause orpermit any Hazardous Substance to be spilled, leaked, disposed of, or otherwisereleased on or under the Leased Premises. Tenant may use or otherwise handle onthe Leased Premises only those Hazardous Substances typically used or sold inthe prudent and safe operation of Tenant’s business. Tenant may store suchHazardous Substances on the Premises only in quantities necessary to satisfy Tenant’sreasonably anticipated needs. Tenant shall comply with all Environmental Lawsand exercise

 

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the highest degree of care in the use, handling,and storage of Hazardous Substances and shall take all practicable measures tominimize the quantity and toxicity of Hazardous Substances used, handled, or storedon the Leased Premises. Upon the expiration or termination of this lease,Tenant shall remove all Hazardous Substances from the Leased Premises. The termEnvironmental Law shall mean any federal, state, or local governmental order pertainingto the protection of health, safety, or the environment. The term HazardousSubstance shall mean any hazardous, toxic, infectious, or radioactivesubstance, waste, or material as defined or listed by an Environmental Law andshall include, without limitation, petroleum oil and its fractions.

 

6.                         COMPLIANCEWITH LAW.   Tenant, at Tenant’s expense, shall promptlyobserve and comply with all present and future laws, orders, regulations, rules,ordinances, and requirements of federal, state, county, and city governments withrespect to the use, care, and control of the Leased Premises, including, butnot limited to, the obligation to make any physical modifications to the LeasedPremises necessary to comply with such applicable law.

 

7.                         REPRESENTATIONS.  Tenant acknowledges that this lease isaccepted and executed on the basis of Tenant’s own examination and personal knowledgeof the value and condition of the Leased Premises; that no representation as tothe value, condition or repair of the Leased Premises has been made by Lessoror any agent of Lessor; and that Tenant agrees to take the Leased Premises inthe condition the Leased Premises are in at the time of the execution of thislease.

 

8.                         ASSIGNMENTAND SUBLEASE.   The Interest of Tenantunder this lease may not be assigned, wholly or partially, or encumbered, normay all or any portion of the Leased Premises be sublet, without the priorwritten consent of Lessor. The parties acknowledge that Lessor has a significantinterest in the person or persons occupying the Leased Premises and that thegranting or withholding of consent by Lessor to assignment or subleasing shallbe solely within the Lessor’s discretion. No assignment or sublease, or consentthereto by Lessor, shall relieve Tenant, wholly or partially, from the obligationsof Tenant to Lessor under this lease. Provided, that Lessor hereby consents toassignment of the lease to an entity which is the surviving corporation in amerger with Tenant or which purchases all or substantially all of Tenant’s’assets so long as such entity assumes this lease and so long as Tenant, to theextent Tenant survives, remains liable on the lease. This consent does notconsent to any other assignment or sublease by such entity.

 

9.                         UTILITIES.  Lessor shall furnish no utilities orservices; and Tenant shall arrange for, and pay for, all utilities and servicesused by Tenant upon the Leased Premises during the term of this lease, including,without limitation, gas, electricity, water, sewage service, telephone serviceand trash removal.

 

10                      ALTERATIONSAND IMPROVEMENTS.   Tenant shall have theright to modify the improvements upon the Leased Premises, and to constructadditional improvements upon the Leased Premises upon the condition that such alterationsand additions do not decrease the fair market value of the Leased Premises. Uponthe termination of this lease, all trade fixtures installed by Tenant prior toor during the term of this lease may be removed by Tenant upon the condition thatTenant repair, at Tenant’s expense, any damage to the Leased Premises resultingfrom such removal. Renewal of this lease or the extension of its term in any mannershall not affect the right of Tenant to remove trade fixtures as provided herein.

 

11                      REPAIRS ANDMAINTENANCE.   Tenant shall, at Tenant’s expense,maintain the Leased Premises in good order and condition during the term ofthis lease. Tenant shall repair and replace elements of the Leased Premises inthe same

 

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manner as a reasonably prudent owner, andrepairs and replacements shall be made without regard to the expiration of thislease.

 

12.                   RETURN OF PREMISES.  Upon the expiration of this lease, orits termination for any cause, Tenant will return the Leased Premises in theorder and condition required under the provisions of the preceding paragraph ofthis lease, relating to repairs and maintenance, except for damage resultingfrom fire, acts of God or other casualty not caused by the negligence or faultof Tenant.

 

13.                   ACCESS BYLESSOR.   Lessor, or Lessor’srepresentatives and agents, shall have free access to the Leased Premises atreasonable times for the purpose of examining or exhibiting the same or to makeany repairs or alterations on the Leased Premises which the Lessor deems convenientfor the maintenance or preservation thereof; provided that this paragraph shallnot be deemed a modification of the repair and maintenance responsibilitiesprovided for in this lease.

 

14.                   LIENS ANDENCUMBRANCES.   Tenant shall keep theLeased Premises free and dear of any and all liens or encumbrances imposed orthreatened to be imposed on the Leased Premises by reason of any contract, actor omission by Tenant; provided that this paragraph shall not be construed torestrict the right of Tenant to grant security interests in its fixtures, inventoryor other personal property located upon the Leased Premises.

 

15.                   INJURY TOPROPERTY OR PERSON.   Tenant is to be “responsiblefor the condition of the Leased Premises during the term of this lease and anydamage or injury to property or person resulting from the condition of the LeasedPremises, or the activities of Tenant and Tenant’s agents and employees thereonor any independent contractor hired by Tenant or any subtenants of Tenant or personupon the Leased Premises with the express or implied consent of Tenant. Tenantshall indemnify and save Lessor harmless from any loss, damage, claim, or demandarising out of such condition or activities. Tenant shall obtain and maintainin full force and effect liability insurance in amounts as reasonably specifiedby Lessor from time to time, indemnifying Tenant from any liability, claim ordemand arising out of such condition or activities, and naming Lessor as an additionalinsured. Such insurance shall be written by an insurance company authorized totransact business within the state of Oregon, and shall provide that such insurancemay not be canceled or terminated in any manner without not less than ten (10) days’written notice to Lessor. A copy of such insurance policy or a certificate evidencingsuch insurance coverage shall be furnished to Lessor upon written request toTenant.

 

16.                   DEFAULT BYTENANT.   In the event Tenant shall failto pay any payment coming due hereunder from Tenant to Lessor without ten (10) daysfrom the due date thereof, or in the event Tenant shall violate or fail toperform any other covenant, condition or provision of this lease within fifteen(15) days after written notice thereof is given to Tenant by Lessor, Lessorshall be entitled to the following remedies:

 

a.   Withoutterminating this lease, Lessor shall be entitled to recover from Tenant anyamounts due hereunder, or any damages arising out of the violation or failureof Tenant to perform any covenant, condition or provision of this lease.

 

b.   Lessormay elect to terminate this lease and any and all interest and claim of Tenantby virtue of such lease, whether such interest or

 

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claim is existing or prospective, and to terminateall interest of Tenant in the Leased Premises. Such termination shall, at theelection of Lessor, also terminate any sublease by Tenant, whether or notLessor has theretofore consented to such sublease.

 

c.   Lessormay elect to relet the Leased Premises as an agent for Tenant.

 

The foregoing remedies shall be in additionto, and shall not exclude, any other remedy available to Lessor at law or in equity.The ten (10) day grace period for the payment of amounts coming duehereunder is in recognition of the ten (10) day grace period for thepayment of rent provided by the statutes of the State of Oregon; and shall notbe construed as an addition to, or an extension of, such grace period providedby statute. All remedies, to the extent they are not inconsistent with each other,shall be deemed cumulative. The election by Lessor of one remedy shall notprevent the subsequent election by Lessor of an inconsistent remedy unless Tenanthas substantially changed Tenant’s position in reliance upon such priorelection by Lessor.

 

In the event this lease is terminated, allobligations and indebtedness of Tenant to Lessor arising out of this leaseprior to the date of such termination shall survive such termination.

 

Upon such termination, or upon the electionby Lessor to relet the Leased Premises, Lessor may reenter the Leased Premisesand take possession thereof and remove any persons and property by legal actionor by self-help with the use of reasonable force and without liability fordamages, and Tenant shall indemnify and hold Lessor harmless from any claim ordemand arising out of such reentry and removal of persons or property.

 

In the event Lessor reenters the LeasedPremises upon termination, or for the purpose of reletting, Lessor may reletall or some portion of the Leased Premises, alone or in conjunction with other properties,for a term longer or shorter than the term of this lease, upon any reasonable termsand conditions, including the granting of a period of rent-free occupancy orother rental concession, and Lessor may, but shall not be required to, reletthe Leased Premises for any use or purpose other than specified in this lease, andLessor shall not be required to relet to any tenant which Lessor may reasonablyconsider objectionable.

 

In the event of termination by Lessor, Lessorshall be entitled to recover immediately as damages the total of the followingamounts:

 

a.   Anyamount by which Tenant’s total obligations under this lease exceeds thereasonable rental value of the Leased Premises as at the date of default, forthe remaining term of this lease.

 

b.   Thereasonable costs of reentry and reletting, including, but not limited to, anyexpense of cleaning, repairing, altering, remodeling, refurbishing, removing Tenant’sproperty, or any other expense incurred in recovering possession of the LeasedPremises or reletting the Leased Premises, including, but not limited to,attorney’s fees, court costs, broker’s commissions and advertising expense.

 

c.   Theloss of rent accruing until the date when a new tenant has been, or with theexercise of reasonable diligence could have been, obtained.

 

In the event Lessor relets the premises asagent for Tenant, Lessor shall be entitled to recover immediately as damages thetotal of the following

 

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amounts:

 

a.   Anamount equal to the total rental coming due for the term of this lease, computedbased upon the periodic rent provided for herein and without discount or reductionfor the purpose of adjusting such payment to present value of anticipated futurepayments, less any payments theretofore applied against such total rental.

 

b.   Thereasonable costs of reentry and reletting, including, but not limited to, anyexpense of cleaning, repairing, altering, remodeling, refurbishing, removing Tenant’sproperty, or any other expense incurred in recovering possession of the LeasedPremises or reletting the Leased Premises, including, but not limited to,attorney’s fees, court costs, broker’s commissions and advertising expense.

 

All payments received by Lessor from relettingshall be applied upon indebtedness and damages owing to Lessor from Tenant, ifany, and the balance shall be remitted to Tenant.

 

17.                   DESTRUCTION OFPREMISES.   If the Leased Premises aredamaged by act of God, by fire or other casualty, to the extent of fiftypercent (50%) or less of the replacement cost thereof prior to such casualty(partial damage), and such partial damage can be repaired at a cost which doesnot exceed the collectible proceeds of insurance covering such loss, Lessorshall repair such damage. If the Leased Premises are damaged by act of God, byfire or other casualty to the extent of fifty percent (50%) or less of the replacementcost thereof prior to such casualty (partial damage), and the cost of repair ofthe partial damage exceeds the collectible proceeds of insurance covering suchloss, the Lessor shall notify Tenant of the amount of such excess cost andTenant shall have ten (10) days from the date of such notice within whichto notify Lessor of the election of Tenant to pay such excess cost. If Tenantelects to pay such excess cost, Lessor shall repair such damage, and Tenant shallpay to Lessor in advance, the amount of such excess cost. If Tenant does notelect to pay such excess cost, and Lessor considers it impractical orinadvisable to repair the partial damage, Lessor shall give Tenant writtennotice of such decision within ten (10) days after receipt by Lessor ofnotice from Tenant of Tenant’s election not to pay such excess cost, and thislease shall terminate as of the date of such casualty. Lessor shall have thealternative to repair such damage, at the expense of Lessor, and in such eventthis lease shall continue in full force and effect.

 

If the Leased Premises are damaged ordestroyed by act of God, by fire or other casualty to the extent of more than fiftypercent (50%) of the replacement cost thereof prior to such casualty, and Lessorconsiders it impractical or inadvisable to repair or reconstruct, Lessor shallgive Tenant written notice of such decision and this lease shall terminate asof the date of such damage or destruction. Lessor shall have a period of thirty(30) days following the damage or destruction within which to decide whether repairsor reconstruction shall be made. If Lessor elects to repair or reconstruct, thislease shall continue in full force and effect.

 

Any repairs to be made under the provisions ofthis paragraph shall be commenced without undue delay and shall be diligently prosecutedto completion. In no event shall Tenant be entitled to any reduction of rentfrom the date of such damage or destruction until the repair or reconstructionis completed.

 

Trade fixtures of Tenant and leasehold improvementsmade by Tenant shall not be considered in determining the percentage of damagesunder this paragraph. Nothing contained herein shall be construed as alimitation upon the right of Tenant to insure such trade fixtures or leasehold improvementsfor the benefit

 

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of Tenant.

 

18.                   CONDEMNATION.   If the Leased Premises, in whole or in part,are taken or condemned for public use (an agreed sale to a public orquasi-public corporation or utility after threat of condemnation constitutes ataking for public use), all compensation awarded upon such condemnation ortaking shall be paid directly to Lessor, and Tenant hereby irrevocably assignsand transfers to Lessor all of Tenant’s rights and claims to compensation or damages,including severance damages, to which Tenant might become entitled during theterm hereof by reason of such taking. Upon any such taking by condemnation, thetitle to the property so taken shall vest in the condemnor, free and clear ofthis lease, subject to Lessor’s right to compensation in the stead of Tenantand as owner, and, except for said rights to compensation, this lease shallterminate as to the property so taken, and the rental shall be proportionately reducedfor the remainder of the term. If there is a partial taking of the Leased Premisesand the remaining portion of the Leased Premises after such taking is not reasonablysufficient for Tenant’s use, Tenant shall have the right to terminate thislease as of the date of such condemnation or taking by giving written noticethereof to Lessor within thirty (30) days after the date of such condemnation ortaking. This paragraph shall not be deemed a waiver or modification of anyright which shall not be deemed a waiver or modification of any right whichTenant shall have to recover directly from such condemnor any claim forbusiness interruption or moving or relocation expenses.

 

19.                   PROPERTY DAMAGEINSURANCE.   Tenant shall obtain andmaintain in force, at Tenant’s expense, a policy or policies of fire insurance withextended coverage in an amount not less than the full insurable value of the LeasedPremises at any time, and with an endorsement providing coverage for loss of rentas a result of damage to or destruction of the Leased Premises. Such policies shallname Lessor as the insured thereunder and shall name such additional losspayees as Lessor may from time to time designate. Such policies shall includereplacement value provisions, and Tenant shall comply with all of the provisionsof such policies relating to replacement value including the furnishing of anappraisal to establish that the amount of such coverage is not less than theminimum percentage required in order to maintain replacement value provisionsin force. Such insurance shall be written by an insurance company authorized totransact business in the state of Oregon and shall provide that such insurancemay not be canceled or terminated in any manner without not less than ten (10) days’written notice to Lessor and additional loss payees named on such policy. Certificatesof insurance, or other satisfactory evidence of such insurance, shall befurnished by Tenant to Lessor, upon written request.

 

20.                   TAXES AND ASSESSMENTS.  Tenant shall pay all real property taxesupon the Leased Premises and all personal property taxes upon property ofTenant located upon the Leased Premises, promptly as the same become due. Realproperty taxes for the last partial fiscal year of this lease shall be proratedbetween Lessor and Tenant as at the commencement date and termination date ofthis lease. Tenant shall pay all assessments hereafter levied against theLeased Premises, or a portion thereof, during the term of this lease, includingassessments coming due to any special purpose governmental district; provided thatTenant shall have the right to bancroft any such assessments for improvementsand, in the event such assessments are bancrofted, Tenant shall be responsible forpayment only of the payments coming due during the term of this lease. In modificationof this provision, in the event Tenant requests or initiates any suchimprovement, in any manner now or hereafter provided by law, Tenant shall havethe right to bancroft any assessment for such improvement only if Tenant has obtainedthe written consent of Lessor to such improvement; provided that such consentshall not be unreasonably withheld.

 

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If a new charge or fee relating to the ownershipor use of the Leased Premises or the receipt of rental therefrom or in lieu of propertytaxes is assessed or imposed, then, to the extent permitted by law, Tenantshall pay such charge or fee. Tenant, however, shall have no obligation to payany income, profits, or franchise tax levied on the net income derived byLessor from this lease.

 

21.                   OPTION TORENEW.   If Tenant is not in default atthe time of the giving of notice of the exercise of the option to renew, and atthe commencement date of the renewed term, Tenant shall have two (2) optionsto renew the Lease, each for an additional period of five (5) years, bygiving written notice thereof to Lessor not less than ninety (90) days prior tothe expiration date of the initial term of the Lease or the current renewalterm of the Lease, whichever is applicable. Each renewed term shall be upon theidentical terms and conditions contained in the Lease for the initial term, includingannual adjustments to rent based upon the CPI as set forth herein.

 

22.                   FIRST RIGHT OF REFUSAL.  If, during the term of this lease orany renewal term, Lessor is prepared to accept a bona fide offer from any partyto purchase the Leased Premises, Lessor shall give written notice to Tenant ofthe terms of such purchase offer and Tenant shall have a period of seven (7) daysfrom the date of receipt of such notice within which to elect to purchase onthe identical terms and conditions of such offer, by giving written notice ofsuch election to Lessor. If Tenant fails to give such timely written notice of electionto purchase, Lessor shall have a period of ninety (90) days from the date ofthe expiration of the period for giving of notice by Tenant to transfer thepremises upon terms not more favorable to the purchaser than contained in suchnotice.

 

23.                   MORTGAGEPRIORITY.   This lease is and shall beprior to any mortgage or deed of trust (“Encumbrance”) recorded after the dateof this lease affecting the Leased Premises. However, if any lender holdingsuch an Encumbrance requires that this lease be subordinate to the Encumbrance,then Tenant agrees that the lease shall be subordinate to the Encumbrance ifthe holder thereof agrees in writing with Tenant that as long as Tenantperforms Tenant’s obligations under this lease no foreclosure, deed given inlieu of foreclosure, or sale pursuant to the terms of the Encumbrance, or othersteps or procedures taken under the Encumbrance shall affect Tenant’s rightsunder this lease. If the foregoing condition is met, Tenant shall execute thewritten agreement and any other documents required by the holder of the Encumbranceto accomplish the purposes of this paragraph. If the Leased Premises are soldas a result of foreclosure of any Encumbrance thereon, or otherwise transferredby Lessor or any successor, Tenant shall attorn to the purchaser or transferee.

 

24.                   ESTOPPELCERTIFICATE.   Tenant shall, at any timeand from time to time, upon not less than ten (10) days’ prior written noticefrom Lessor, execute, acknowledge, and deliver to Lessor a statement in writingcertifying that this lease is unmodified and in full force and effect (or ifthere have been modifications, that this lease is in full force and effect as modifiedand stating the modifications), stating the dates to which the rent and other chargeshereunder have been paid by Tenant, stating whether or not Lessor is in defaultin the performance of any covenant, agreement or condition contained in thislease and, if so, specifying each default, and stating the address to which noticesto Tenant shall be sent.

 

25.                   OPTION TOPURCHASE.   Effective as of the end ofthe initial term of the Lease or as of the end of any renewal term if thatrenewal option was exercised,

 

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Tenant shall have the option to elect topurchase the Leased Premises for its then “current fair market value” (asdefined herein), to be paid in full in cash upon the closing of such sale. Any indebtednessdue to Lessor from Tenant under the terms of this lease shall be paid in fullat the time of the closing of this sale.

 

This option shall be exercised by Tenantgiving written notice to Lessor at least ninety (90) days prior to the end ofthe initial term of the lease or any renewal term, and the sale shall be closedupon such expiration of the initial term or renewal term. Upon closing, Lessorshall execute and deliver a statutory warranty deed to Tenant conveying theLeased Premises free and clear of all liens and encumbrances except easements, conditionsand restrictions of record, real property taxes and assessments, any lien or encumbrancecreated by or through Tenant, the interest of Tenant under this lease, and anyother interest not materially affecting Tenant’s use of the premises. Rental comingdue hereunder shall be prorated as at the date of closing. Upon closing, Lessorshall furnish to Tenant, at Lessor’s expense, an owner’s title insurance policyin the full amount of the purchase price naming Tenant as vestee and insured freeand clear of all exceptions except standard printed exceptions and exceptions whichare authorized to be contained in the statutory warranty deed from Lessor to Tenant.Closing shall occur at Cascade Title Co. and title insurance shall be issued byCascade Title Co. If such company is unable to close or issue insurance for anyreason, closing shall occur or title insurance shall be issued at such otherduly authorized Lane County title company as is selected by Lessor. All costsof closing shall be allocated between the buyer and seller as is then customaryin Lane County, Oregon.

 

“Current fair market value” shall bedetermined by agreement of Lessor and Tenant. If Lessor and Tenant are unableto agree upon current fair market value within thirty (30) days after the date Tenantexercises the option to purchase, then current fair market value shall be determinedby a mutually agreeable appraiser or, if the parties are unable to agree uponan appraiser, then by having the parties each designate an MAl appraiser and thetwo appraisers agree on a third MAl appraiser, with the determination to bemade by third appraiser, which determination shall be binding and conclusiveupon Lessor and Tenant, absent gross error or bad faith. If Lessor and Tenantare unable to agree upon an appraiser, or if the two MAl appraisers designatedby them are unable to agree upon a third MAl appraiser, then the third MAlappraiser shall be appointed by the Circuit Court of the State of Oregon upon applicationof either Lessor or Tenant. In all cases the cost of the appraiser, and thecost of having the appraiser appointed by the court should that be necessary, shallbe borne equally by Lessor and Tenant. “Current fair market value” shall be determinedas of the date of the appraisal. The closing date shall be extended as neededfor any delay occasioned by the appraisal process.

 

26.                   CONDITIONS.   In the event Tenant makes an assignment forthe benefit of Tenant’s creditors of all or any portion of the assets ofTenant; or in the event Tenant proposes or consents to a composition withunsecured creditors of Tenant; or in the event any interest of Tenant hereunderis levied upon by legal process for the enforcement of any debt of Tenant, individuallyor jointly; or in the event Tenant becomes insolvent; Lessor shall have theright to terminate this lease by giving written notice of termination toTenant. Specifically, the time periods for curing defaults provided in the paragraphof this lease relating to default by Tenant shall not be applicable to the provisionsof this paragraph. If Tenant is a partnership consisting of one of moreindividuals or business entities, the right of Lessor to terminate this leaseupon occurrence of the events specified in this paragraph shall apply to each individualor business entity.

 

27.                   WAIVER OF SUBROGATIONRIGHTS.   Each of the parties hereto hereby

 

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releases the other, and the agents, employeesand successors of such other party, from all claims, demands and liabilitiesarising from unintentional acts or omissions of the other party which result inloss for which the party sustaining such loss is indemnified under a policy orpolicies of insurance.

 

28.                   HOLDING OVER.   In the event Tenant shall hold over after theexpiration of the term of this lease, or an extended term, such holding overshall be deemed to create a tenancy at will which may be terminated at any timeby Lessor or Tenant. Rent during such holdover period shall be ten percent (100%)per month more than the rent due prior to such termination, payable as providedin this lease.

 

29.                   NOTICES.   Any notices required or permitted to be givenunder the terms of this lease, or by law, shall be in writing and may be givenby personal delivery or certified mail, directed to the parties at thefollowing addresses, or such other address as any party may designate inwriting prior to the time of the giving of such notice, or in any other mannerauthorized by law.

 

LESSOR:

 

PO Box 400

Junction City, OR 97448

 

Ronald E. Lee

94862 Link Ridge Drive

Junction City, OR 97448

 

TENANT:

 

National R. V. Holdings, Inc.

3411 North Perris Boulevard

Perris, CA 92571

 

Any notice given shall be effective whenactually received, or if given by certified mail, then forty-eight (48) hoursafter the deposit of such notice in the United States mail with postageprepaid.

 

30.                   BINDING EFFECT.  All of the covenants, agreements,conditions, and terms contained in this lease shall be binding upon, apply andinure to the benefit of the successors and assigns of the respective parties hereto,and all said covenants shall be construed as covenants running with the land. However,nothing in this paragraph shall be construed as modifying in any way any restrictionson assignment and sublease provided in this lease.

 

31.                   WAIVER.   No waiver of any right arising out of abreach of any covenant, term or condition of this lease shall be a waiver ofany right arising out of any other or subsequent breach of the same or any othercovenant, term or condition or a waiver of the covenant, term or conditionitself.

 

32.                   INTEGRATION.   This lease constitutes a final and completestatement of the agreement between the parties, and fully supersedes all prioragreements or negotiations, written or oral.

 

33.                   LEGAL PROCEEDINGS.  In the event any legal proceeding iscommenced for the purpose of interpreting or enforcing any provision of thislease, the prevailing party in such proceeding shall be entitled to recover areasonable attorney’s fee in such proceeding, or any appeal thereof, inaddition to the costs and disbursements allowed by law.

 

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34.                   LESSOR NOTLIABLE TO TENANT FOR DAMAGES.   Lessorshall not be liable for any damages caused, or alleged to be caused by failure tokeep the Leased Premises in repair, nor for any damage caused or alleged to becaused by or from any leaking, bursting, or failure of any pipe or otherfacility, water, ice, or snow, nor for any damages arising from acts or neglectof co-tenants or other occupants of the Leased Premises or of any owners or occupantsof adjacent or contiguous property.

 
| DATED THIS 2nd day of November, 1999. |                         |
|---------------------------------------|------------------------------|
|                                  | LEE JOINT  VENTURE           |
|                                  | By:                          | /s/ Robert B. Lee |   |
|                                  |                         | Robert B. Lee |
|                                  |                         |
|                                  | By:                          | /s/ Ronald E. Lee |   |
|                                  |                         | Ronald E. Lee |
|                                  |                         |
|                                  | By:                          | /s/ Terry N. Lee |   |
|                                  |                         | Terry N. Lee |
|                                  |                         |
|                                  | NATIONAL R.V. HOLDINGS, INC. |
|                                  | By:                          | /s/ Wayne Mertes |   |
|                                  |                         | Wayne Mertes |
|                                       |                              |  |  |  |

 

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