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2021-04-19 - Ordinance 2021-025 - AUTHORIZING THE VILLAGE MANAGER TO SIGN A LEASE AGREEMENT WITH THE BUFFALO GROVE LINCOLNSHIRE CHAMBER OF COMMERCEORDINANCE NO. 2021-25 AN ORDINANCE AUTHORIZING THE VILLAGE MANAGER TO SIGN A LEASE AGREEMENT WITH THE BUFFALO GROVE LINCOLNSHIRE CHAMBER OF COMMERCE WHEREAS, the Village of Buffalo Grove is a Home Rule Unit by virtue of the Provisions of the Constitution of the State of Illinois of 1970; and WHERAS, the Village owns the building at 50% Raupp Boulevard in Buffalo Grove and the Buffalo Grove Lincolnshire Chamber of Commerce wishes to lease this space. NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF BUFFALO GROVE, COOK AND LAKE COUNTIES, ILLINOIS that: Sectionl. The President and the Board of Trustees hereby accept the terms of lease agreement. Section 2. The Village Manager is authorized to sign the lease agreement attached to this ordinance. Section 3. This Ordinance shall be in full force and effect from and after its passage and approval. This Ordinance shall not be codified. AYES: 5 —Stein. Ottenheimer, Weidenfeld,, Johnson, Pike NAYES: 0 — None ABSENT: 1— Smith PASSED: April 19, 2021 APPROVED: April 19, 2021 APPROVED: OF everly Sussma , i ge Presl ent ATTEST: Janet . abian, Village Clerk 1 LEASE AGREEMENT TERM OF LEASE ...... .. ............. _........ ....... Beginning Ending Annual Rent Date of Lease Location of Premises May 1, 2021 April 30, 2023 $1.00 April 19, 2021 275 square feet located in the Building commonly known as 50 1/2 Raupp Avenue, Buffalo Grove, Illinois 60089, which is the Village Youth Center, as depicted on Exhibit"A", attached hereto and incorporated herein Purpose and Use: The Lessee's use of the Premises is limited to Chamber o Commerce related f ����������relted business. The occasional use of Village Hall conference room space and the remaining portion of the Village Youth Center may be allowed by Lessor on a pre-arranged basis, so long as it does not conflict with scheduled Village of Buffalo Grove business. Lessor encourages Lessee's continued use of the Buffalo Grove Golf Course Restaurant for Lessee's Executive Board meetings and its monthly membership meeting Lessee shall be allowed the use of 100 square feet of storage space in the Village Hall basement, as part of the Premises, at no additional rent of charge, but subject to the terms and conditions of this Lease. LESSEE: LESSOR: NAME: BUFFALO GROVE LINCOLNSHIRE NAME: VILLAGE OF BUFFALO CHAMBER OF COMMERCE, GROVE, an Illinois municipal an Illinois Not-for-Profit corporation corporation ADDRESS: 501/2 Raupp Boulevard ADDRESS: 50 Raupp Boulevard Buffalo Grove, Illinois 60089 Buffalo Grove, Illinois 60089 In consideration of the mutual covenants and agreements herein stated, Lessor hereby leases to Lessee and Lessee hereby leases from Lessor solely for the above purpose the premises designated above (the "Premises"), together with the appurtenances thereto, for the above Term. LEASE COVENANTS AND AGREEMENTS 1. RENT. Lessee shall pay Lessor or Lessor's agent as rent for the Premises the sum stated above, annually, in advance, on January 1 of each lease year, until expiration or early termination 2 of this lease, at Lessor's address stated above or such other address as Lessor may designate in writing. 2. WATER, GAS AND ELECTRIC CHARGES. Lessor will provide and pay for water, gas and electric light and power for the Premises, for and during the time for which this lease is granted. Lessor will provide janitorial service for the Premises. Lessee will provide and pay for cable, internet, telephone, fax and copier service for the Premises. Lessee will maintain the Centrex extension service installed at the Premises for communication directly with the Lessor. 3. SUBLETTING; ASSIGNMENT. The Premises shall not be sublet in whole or in part to any person other than Lessee, and Lessee shall not assign this lease without, in each case, the consent in writing of Lessor first had and obtained; nor permit to take place by any act or default of himself or any person within his control any transfer by operation of law of Lessee's interest created hereby; nor offer for lease or sublease the Premises, nor any portion thereof, by placing notices or signs of"To Let," or any other similar sign or notice in any place, nor by advertising the same in any newspaper or place or manner whatsoever without, in each case, the consent in writing of Lessor first had and obtained. If Lessee, or any one or more of the Lessees, if there be more than one, shall make an assignment for the benefit of creditors, or shall be adjudged a bankrupt, Lessor may terminate this lease, and in such event Lessee shall at once pay Lessor a sum of money equal to $1,000.00, as liquidated damages. 4. LESSEE NOT TO MISUSE. Lessee will not permit any unlawful or immoral practice, with or without his knowledge or consent, to be committed or carried on in the Premises by himself or by any other person. Lessee will not allow the Premises to be used for any purpose that will increase the rate of insurance thereon, nor for any purpose other than that hereinbefore specified. Lessee will not keep or use or permit to be kept or used in or on the Premises or any place contiguous thereto any flammable fluids or explosives, without the written permission of Lessor first had and obtained. Lessee will not load floors beyond the floor load rating prescribed by applicable municipal ordinances. Lessee will not use or allow the use of the Premises for any purpose whatsoever that will injure the reputation of the Premises or of the building of which they are a part. 5. CONDITION ON POSSESSION. Lessee is currently in possession of the Premises under a prior lease and Lessee has examined and knows the condition of the Premises and has received the same in good order and repair and acknowledges that no representations as to the condition and repair thereof, and no agreements or promises to decorate, alter, repair or improve the Premises, have been made by Lessor or his agent prior to or at the execution of this lease that are not herein expressed. Lessor shall provide Lessee three (3) keys or three (3) sets of keys to the Premises, the Village Youth Center main door, the Village Youth Center washrooms, the Village Hall main entrance, the Village Hall north entrance, and current Lessee storage cage in Village Hall basement. Chamber shall not change the locks or put any additional locks on the Premises. These keys shall not be duplicated by the Chamber and shall be strictly controlled by the Chamber. 3 6. REPAIRS AND MAINTENANCE. Lessee shall keep the Premises and appurtenances thereto in a clean, sightly and healthy condition, and in good repair, all according to the statutes and ordinances in such cases made and provided, and the directions of public officers thereunto duly authorized, all at Lessee's own expense, and shall yield the same back to Lessor upon the termination of this lease, whether such termination shall occur by expiration of the term, or in any other manner whatsoever, in the same condition of cleanliness, repair and sightliness as at the date of the execution hereof, loss by fire and reasonable wear and tear excepted. Lessee shall make all necessary repairs and renewals upon Premises and replace broken globes, glass and fixtures with material of the same size and quality as that broken and shall insure all glass in windows and doors of the Premises at his own expense. If, however, the Premises shall not thus be kept in good repair and in a clean, sightly and healthy condition by Lessee, as aforesaid, Lessor may enter the same, himself or by his agents, servants or employees, without such entering causing or constituting a termination of this lease or an interference with the possession of the Premises by Lessee, and Lessor may replace the same in the same condition of repair, sightliness, healthiness and cleanliness as existed at the date of execution hereof and Lessor agrees to pay Lessor, in addition to the rent hereby reserved, the expenses of Lessor in thus, replacing the Premises in that condition. Lessee shall not cause or permit any waste, misuse or neglect of the water, or of the water, gas or electric fixtures. Notwithstanding anything contained herein to the contrary, Lessee shall not enter into any contract for repairs, maintenance, rehabilitation, restoration, construction or fixtures or equipment for the Premises without Lessor's prior written consent. 7. ACCESS TO PREMISES. Lessee shall allow Lessor or any person authorized by Lessor free access to the Premises for the purpose of examining or exhibiting the same, or to make any repairs or alterations thereof which Lessor may see fit to make, and Lessee will allow Lessor to have placed upon the Premises at all times notices of "For Sale" and "For Rent," and Lessee will not interfere with the same. 8. NON-LIABILITY OF LESSOR. Except as provided by Illinois statute, Lessor shall not be liable to Lessee for any damage or injury to Lessee or Lessee's property occasioned by the failure of Lessor to keep the Premises in repair, and shall not be liable for any injury done or occasioned by wind or by or from any defect of plumbing, electric wiring or of insulation thereof, gas pipes, water pipes or steam pipes, or from broken stairs; porches, railings or walks, or from the backing up of any sewer pipe or down-spout, or from the bursting, leaking or running of any tank, tub, washstand, water closet or waste pipe, drain, or any other pipe or tank in, upon or about the Premises or the building of which they are a part nor from the escape of steam or hot water from any radiator, it being agreed that said radiators are under the control of Lessee, nor for any such damage or injury occasioned by water, snow or ice being upon or coming through the roof, skylight, trap-door, stairs, walks or any other place upon or near the Premises, or otherwise, nor for any such damage or injury done or occasioned by the falling of any fixture, plaster or stucco, nor for any damage or injury arising from any act, omission or negligence of co-tenants or of other persons, occupants of the same building or of adjoining or contiguous buildings or of owners of adjacent or contiguous property, or of Lessor's agents or Lessor himself, all claims for any such damage or injury being hereby expressly waived by Lessee. 4 9. RESTRICTIONS (SIGNS, ALTERATIONS, FIXTURES). Lessee shall not attach, affix or exhibit or permit to be attached, affixed or exhibited, except by Lessor or his agent, any articles of permanent character or any sign, attached or detached, with any writing or printing thereon, to any window, floor, ceiling, door or wall in any place in or about the Premises, or upon any of the appurtenances thereto, without in each case the written consent of Lessor first had and obtained; and shall not commit or suffer any waste in or about said Premises; and shall make no changes or alterations in the Premises by the erection of partitions or the papering of walls, or otherwise, without the consent in writing of Lessor, and in case Lessee shall affix additional locks or bolts on doors or window, or shall place in the Premises lighting fixtures or any fixtures of any kind, without the consent of Lessor first had and obtained, such locks, bolts and fixtures shall remain for the benefit of Lessor, and without expense of removal or maintenance to Lessor. Lessor shall have the privilege of retaining the same if Lessor desires. If Lessor does not desire to retain the same, Lessor may remove and store the same, and Lessee agrees to pay the expense of removal and storage thereof. The provisions of this paragraph shall not however apply to Lessee's trade fixtures, equipment and movable furniture. Lessee may post a sign with the Chamber of Commerce logo on the door of the Premises but said sign must be non-marring to the door surface. 10. HEAT. Where building is equipped for the purpose, Lessor shall furnish to Lessee, a reasonable amount of heat, from October Vt to May 15t,whenever in Lessor's judgment necessary for comfortable use of the premises, during customary business hours (excluding Sundays and holidays), but not earlier than 7 a.m. nor later than 7 p.m. unless specifically stated herein. Lessor does not warrant that heating service will be free from interruptions caused by strike, accident or other cause beyond the reasonable control of Lessor, or by renewal or repair of the heating apparatus in the building. Any such interruption shall not be deemed an eviction or disturbance of Lessee's use and possession of Premises, nor render Lessor liable to Lessee is damages. All claims against Lessor for injury or damage arising from failure to furnish heat are hereby expressly waived by Lessee. 11. FIRE AND CASUALTY. In case the Premises shall be rendered untenantable by fire, explosion or other casualty, Lessor may, at his option, terminate this lease or repair the Premises within sixty days. If Lessor does not repair the Premises within said time, or the building containing the Premises shall have been wholly destroyed, the term hereby shall cease and terminate. 12. TERMINATION; HOLDING OVER. At the expiration or termination of the term of this lease,by lapse of time or otherwise, Lessee will yield up immediate possession of the Premises to Lessor, in good condition and repair, loss by fire and ordinary wear excepted, and will return the keys therefor to Lessor at the place of payment of rent. If Lessee retains possession of the Premises or any part thereof after the termination of the term by lapse of time or otherwise, then Lessor may at its option within thirty (30) days after termination of the term serve written notice upon Lessee that such holding over constitutes either (a) creation of a month to month tenancy, upon the terms of this lease except at Five Hundred and No/100 Dollars ($500.00) rental per month, or (b) creation of a tenancy at sufferance, at a rental of One Hundred and No/100 Dollars ($100.00) per day, for the time Lessee remains in possession. If no such written notice is served 5 then a tenancy at sufferance with rental as stated at (b) shall have been created. Lessee shall also pay to Lessor all damages sustained by Lessor resulting from retention of possession by Lessee. The provisions of this paragraph shall not constitute a waiver by Lessor of any right of re-entry as hereinafter set forth; nor shall receipt of any rent or any other act in apparent affirmance of tenancy operate as a waiver of the right to terminate this lease for a breach of any of the covenants herein. 13. LESSOR'S REMEDIES. If Lessee shall vacate or abandon the Premises or permit the same to remain vacant or unoccupied for a period of ten days, or in case of the non-payment of the rent reserved hereby, or any part thereof, or of the breach of any covenant in this lease contained. Lessee's right to the possession of the Premises thereupon shall terminate with or (to the extent permitted by law) without any notice or demand whatsoever, and the mere retention of possession thereafter by Lessee shall constitute a forcible detainer of the Premises; and if the Lessor so elects, but not otherwise, and with or without notice of such election or any notice or demand whatsoever, this lease shall thereupon terminate, and upon the termination or Lessee's right of possession, as aforesaid, whether this lease be terminated or not, Lessee agrees to surrender possession of the Premises immediately, without the receipt of any demand for rent, notice to quit or demand for possession of the Premises whatsoever, and hereby grants to Lessor full and free license to enter into and upon the Premises or any part thereof, to take possession thereof with or (to the extent permitted by law) without process of law, and to expel and to remove Lessee or any other person who may be occupying the Premises or any part thereof, and Lessor may use such force in and about expelling and removing Lessee and other persons as may reasonably be necessary, and Lessor may re-possess himself of the Premises as of his former estate, but such entry of the Premises shall not constitute a trespass or forcible entry or detainer, nor shall it cause a forfeiture of rents due by virtue thereof, nor a waiver of any covenant, agreement or promise in this lease contained, to be performed by Lessee. Lessee hereby waives all notice of any election made by Lessor hereunder, demand for rent, notice to quit, demand for possession, and any and all notices and demand whatsoever, of any and every nature, which may or shall be required by any statute of this state relating to forcible entry and detainer, or to landlord and tenant, or any other statute, or by the common law, during the term of this lease or any extension thereof. The acceptance of rent, whether in a single instance or repeatedly, after it falls due, or after knowledge of any breach hereof by Lessee, or the giving or making of any notice or demand, whether according to any statutory provision or not, or say act or series of acts except an express written waive, shall not be construed as a waiver of Lessor's rights to act without notice or demand or of any other right hereby given Lessor, or as an election not to proceed under the provisions of this lease. 14. RIGHT TO RELET. If Lessee's right to the possession of the Premises shall be terminated in any way, the Premises, or any part thereof, may, but need not (except as provided by Illinois statute), be relet by Lessor, for such rent and upon such terms and to such person or persons and for such period or periods as may seem fit to the Lessor, but Lessor shall not be required to accept or receive any tenant offered by Lessee, nor to do any act whatsoever or exercise any diligence whatsoever, in or about the procuring of any care or diligence by Lessor in the reletting thereof; and if a sufficient sum shall not be received from such reletting to satisfy the rent hereby reserved, after paying the expenses of reletting and collection, including commissions to agents, 6 and including also expenses of redecorating. Lessee agrees to pay and satisfy all deficiency; but the acceptance of a tenant by Lessor, in place of Lessee, shall not operate as a cancellation hereof, nor to release Lessee from the performance of any covenant,promise or agreement herein contained, and performance by any substituted tenant by the payment of rent, or otherwise, shall constitute only satisfaction pro tanto of the obligations of Lessee arising hereunder. 15. COSTS AND FEES. Lessee shall pay upon demand all Lessor's costs, charges and expenses, including fees of attorneys, agents and others retained by Lessor, incurred in enforcing any of the obligations of Lessee under this lease or in any litigation, negotiation or transaction in which Lessor shall,without Lessor's fault, become involved through or on account of this lease. 16. INSURANCE. (a) Lessee further covenants and agrees that from and after the date of delivery of the Premises from Lessor to Lessee, Lessee shall, at its own expense, carry and maintain (1) a Commercial General Liability Insurance Policy in the minimum amount of $1,000,000 combined single limit for bodily injury and property damage; (2) Worker's Compensation insurance in the amount required by Illinois statute; and (3) All Risk coverage protecting Tenant against loss or damage to Tenant's trade fixtures, additions, improvements and alterations, equipment, goods and inventory. All such insurance shall be affected under valid and enforceable policies issued by insurers of recognized responsibility which are licensed to do business in the State of Illinois and shall name as additional insured Lessor and its beneficiaries and agents and Lessor's lender, if any, as their interests may appear. Lessee shall, prior to the commencement of the Term of this Lease furnish to Lessor certificates evidencing such coverage, and showing the interests of Lessor and Lessor's mortgagee, if any. (b) Lessee agrees to indemnify, save, protect and hold forever harmless Lessor, its agents and employees (collectively "Lessor's indemnities') from and against all losses, damages, costs, claims and liabilities, including without limitation, court costs and attorneys' fees and expenses, which Lessor's indemnities, or any of them, may suffer, incur or sustain or for which Lessor's indemnities, or any of them, may become liable or obligated by reason of, resulting from, or in connection with: (I) any injury to or death of persons and damage to or theft, misappropriation or loss of property occurring in or about the Premises arising from Lessee's use and occupancy of the Premises or the conduct of its business; (2) any activity, work or thing done, permitted or suffered by Lessee in or about the Premises, including all liabilities of every kind and description which may arise out of or in connection with the Work; and (3) any breach or default on the part of Lessee in the payment or performance of any covenant, agreement or obligation on the part of Lessee to be paid or performed pursuant to the terms of this Lease or any other act or omission of Lessee, its agents or employees. In case of any action or proceeding brought against Lessor's indemnities, or any of them, by reason of any such claims, Lessee covenants to defend such action or proceeding by counsel reasonably satisfactory to Lessor. 17. LESSOR'S LIEN. Lessor shall have a first lien upon the interest of Lessee under this lease, to secure the payment of all moneys due under this lease, which lien may be foreclosed in equity at any time when money is overdue under this lease; and the Lessor shall be entitled to name a receiver of said leasehold interest, to be appointed in any such foreclosure proceeding, who shall 7 take possession of said premises and who may relet the same under the orders of the court appointing him. 18. REMOVAL OF OTHER LIENS. In event any lien upon Lessor's title results from any act or neglect of Lessee, and Lessee fails to remove said lien within ten days after Lessor's notice to do so, Lessor may remove the lien by paying the full amount thereof or otherwise and without any investigation or contest of the validity thereof, and Lessee shall pay Lessor upon request the amount paid out by Lessor in such behalf, including Lessor's costs, expenses and counsel fees. 19. REMEDIES NOT EXCLUSIVE. The obligation of Lessee to pay the rent reserved hereby during the balance of the term hereof, shall not be deemed to be waived, released or terminated, by the service of any five-day notice, other notice to collect, demand for possession, or notice that the tenancy hereby created will be terminated on the date therein named, the institution of any action of forcible detainer or ejectment or any judgment for possession that may be rendered in such action, or any other act or acts resulting in the termination of Lessee's right to possession of the Premises. The Lessor may collect and receive any rent due from Lessee, and payment or receipt thereof shall not waive or affect any such notice, demand, suit or judgment, or in any manner whatsoever waive, affect, change, modify or alter any rights or remedies which Lessor may have by virtue hereof. 20. NOTICES. Notices may be served on either party, at the respective addresses given at the beginning of this lease, either (a) by delivering or causing to be delivered a written copy thereof, or (b) by sending a written copy thereof by United States certified or registered mail, postage prepaid, addressed to Lessor or Lessee at said respective addresses in which event the notice shall be deemed to have been served at the time the copy is mailed. 21. MISCELLANEOUS. (a) Provisions typed on this lease and the Rider attached to this lease and signed by Lessor and Lessee are hereby made a part of this lease. (b) Lessee shall keep and observe such reasonable rules and regulations now or hereafter required by Lessor, which may be necessary for the proper and orderly care of the building of which the Premises are a part. (c) All covenants, promises, representations and agreements herein contained shall be binding upon, apply and inure to the benefit of Lessor and Lessee and their respective heirs, legal representatives, successors and assigns. (d) The rights and remedies hereby created are cumulative and the use of one remedy shall not be taken to exclude or waive the right to the use of another. (e) The words "Lessor" and "Lessee" wherever used in this lease shall be construed to mean Lessors or Lessees in all cases where there is more than one Lessor or Lessee, and to apply to individuals, male or female, or to firms or corporations, as the same may be described as Lessor or Lessee herein, and the necessary grammatical changes shall be assumed in each case as though fully expressed. 8 22. SEVERABILITY. If any clause, phrase,provision or portion of this lease or the application thereof to any person or circumstance shall be invalid, or unenforceable under applicable law, such event shall not affect, impair or render invalid or unenforceable the remainder of this lease nor any other clause, phrase,provision or portion hereof, nor shall it affect the application of any clause, phrase, provision or portion hereof to other persons or circumstances. (SIGNATURES APPEAR ON THE FOLLOWING PAGE) 9 IN WITNESS WHERE OF, the parties hereto have executed this instrument as of the Date of Lease stated above. LESSEE: LE OR- BUFFALO GROVE LINCOLNSHIRE NAME: VILILAGE OF BUFFALO CHAMBE'R. GROVE, are Illinois municipal OF COMMERCE, an Illinois Not-for-Profit corporation corporation By:By, jjr�aci eiL.. Schencker as Narnejww Title: President of the Buffalo Grove IncoInshire Chamber of Commerce and not individually or ffirough any other corporation, 10 EXHIBIT "A" DEPICTION OF PREMISES 11 RIDER TO LEASE AGREEMENT RIDER TO LEASE AGREEMENT ("RIDER") DATED 2021 ("LEASE") BY AND BETWEEN VILLAGE OF BUFFALO GROVE AN ILLINOIS MUNICIPAL CORPORATION ("LESSOR") AND BUFFALO GROVE LINCOLNSHIRE CHAMBER OF COMMERCE, AN ILLINOIS NOT-FOR-PROFIT CORPORATION ("LESSEE") FOR THE PREMISES KNOWN AS 275 SQUARE FEET LOCATED IN THE BUILDING COMMONLY KNOWN AS 50 1/2 RAUPP AVENUE, BUFFALO GROVE, ILLINOIS 60089 ("PREMISES") 1. Conflict. This Rider is fully incorporated into and made a part of the Lease. To the extent that the terms, covenants and provisions of this Rider conflict with the terms, covenants and provisions of the Lease, this Rider shall control. 2. Incentive Payments to Lessee. (a) Lessor has determined Lessee provides valuable services to the public and to the Village of Buffalo Grove. It is in the Village of Buffalo Grove's best interest that the Buffalo Grove Lincolnshire Chamber of Commerce promote the Village of Buffalo Grove by striving to increase membership in the Buffalo Grove Lincolnshire Chamber of Commerce so as to network and promote the interests of the business community. To that end, Lessor agrees to pay Lessee incentive payments for certain new members being recruited by and joining the Buffalo Grove Lincolnshire Chamber of Commerce, subject to and in accordance with the following terms and conditions: (i) Lessee agrees to use best efforts to target new business, industrial, commercial and retail members (individually "Targeted New Member"). In the event Lessee recruits any Targeted New Member who joins the Buffalo Grove Lincolnshire Chamber of Commerce, completes all the necessary requirements, pays the required dues, conducts, transacts and is doing business whose principal office or location is located within the municipal boundaries of the Village of Buffalo Grove, Illinois, employs forty nine (49) employees or less and is not a returning member who has been absent for less than five (5) years, Lessor shall pay Lessee a Three Hundred and No/100 Dollars ($300.00) incentive payment ("$300 Incentive Payment") for each such Targeted New Member; (ii) In the event Lessee recruits any Targeted New Member who joins the Buffalo Grove Lincolnshire Chamber of Commerce, completes all the necessary requirements, pays the required dues, conducts, transacts and is doing business whose principal office or location is located within the municipal boundaries of the Village of Buffalo Grove, Illinois, employs fifty (50) employees or more and 12 is not a returning member who has been absent for less than five (5) years, Lessor shall pay Lessee a Five Hundred and No/100 Dollars ($500.00) incentive payment ("$500 Incentive Payment") for each such Targeted New Member ($300 Incentive Payment or $500 Incentive Payment is sometimes hereinafter individually referred to as"Incentive Payment"); (iii) In order to qualify for any Incentive Payment defined in Section 2(a)(i) and (ii) above, any Targeted New Member: (I) shall not be a returning member unless their membership has lapsed more than (5) years; (II) must conduct, transact and do business within the Village of Buffalo Grove, Illinois whose principal office or location is located within the municipal boundaries of the Village of Buffalo Grove, Illinois; and (III) satisfy all requirements of the Buffalo Grove Lincolnshire Chamber of Commerce so as to become a member. (iv) Lessee agrees to use best efforts to target and recruit industrial businesses as Targeted New Members. (b) Notwithstanding anything contained herein to the contrary, in order to qualify for any Incentive Payment defined in Section 2(a)(i) and (ii) above, the Buffalo Grove Lincolnshire Chamber of Commerce must have at least and maintain at least one hundred (100) active members, in good standing, for the last ninety (90) days. (c) Within thirty (30) days after a Targeted New Member satisfies all requirements of the Buffalo Grove Lincolnshire Chamber of Commerce so as to become a Targeted New Member, Lessee agrees to and shall facilitate and coordinate a "get to know you" meeting with an authorized representative of the Village of Buffalo Grove, Illinois. (d) Within thirty (30) days after the last day of each quarter of each calendar year during the Lease Term, Lessee shall submit to Lessor (a) an affidavit from Lessee in form and substance reasonably acceptable to Lessor stating (1) in reasonable detail the names, addresses and contact information of each Targeted New Member that satisfied all requirements of the Buffalo Grove Lincolnshire Chamber of Commerce and became a Targeted New Member during the prior quarter; and (2) information, in reasonable detail, supporting that each Targeted New Member that joined the Buffalo Grove Lincolnshire Chamber of Commerce during the prior quarter entitles Lessee to either a $300 Incentive Payment, or a $500 Incentive Payment or no Incentive Payment. Lessee shall also deliver an invoice to Lessor for the total amount of Incentive Payments due to lessee which accrued during the prior quarter. Within thirty (30) days after receipt of all such items, and provided Lessee is not in default under the Lease that continues beyond any notice and cure period Lessor shall pay the total amount of the Incentive Payments accrued during the prior quarter. 13 (e) Notwithstanding anything contained herein to the contrary, the maximum amount of Incentive Payments to be paid by Lessor to Lessee pursuant to the terms and conditions of this Rider shall not exceed the total amount of Six Thousand and No/100 Dollars($6,000.00)per Lease Year. (f) Lessee agrees to and shall update and deliver to Lessor a written status and report on Lessee's progress and activities in recruiting Targeted New Members to become members of the Buffalo Grove Lincolnshire Chamber of Commerce every quarter of every Lease Year after the Effective Date. 3. Audit Rights. Lessor shall have the right, at Lessor's sole expense, to examine Lessee's books and records establishing the Incentive Payments referenced in this Rider for any calendar year not more than one time per calendar year. Lessor shall give Lessee not less than thirty (30) days' prior written notice of its intention to examine such books and records, and such examination and audit shall take place at such place within the continental United States as Lessee routinely maintains such books and records. If, pursuant to the examination, the Incentive Payments made for such calendar year by Lessor exceed the required Incentive Payments on account thereof for such calendar year, Lessee shall promptly refund such overpayment but, if the Incentive Payments made by Lessor for such calendar year are less than the required Incentive Payments as established by the examination, Lessor shall pay the deficiency to Lessee within thirty (30) days after conclusion of the examination. Lessor shall be required to deliver to Lessee a copy of all reports produced by its examiner. If Lessor does not elect to exercise its right to examine Lessee's books and records for any calendar year within the time period provided for by this Section, Lessor shall have no further right to audit such books and records for such period of time. (SIGNATURES TO THE RIDER APPEAR ON THE FOLLOWING PAGE) 14 IN WITNESS WHEREOF', the parties hereto have exec anted this Rider this day and year first above written. LESSEE: LESSOR: NAME: BUFFALO GROVE LINCOLNSHRE NAME: VILLAGE OF BUFFALO CHAMBER GROVE, an Illinois municipal OIA' CO�MMERCE, an Illinois Not-for-Profit corporatioji Corporation By: By: . ...........-.-Name: Bradley E.--c-liencker as Name., 6Ave C Title: President of the Buffalo Grove ncoInshire Chamber of Commerce and not individually or through any other corporation.