NCG160166_Name-Owner Change Supporting Info_20230612

LEASE AND SUBLEASE AGREEMENT
THIS AGREEMENT(the"Agreement"),dated as of May 30,2023,between ADAMS
CONSTRUCTION COMPANY,a Virginia corporation whose address is 523 Rutherford Ave.,
NE,Roanoke,VA 24016("Lessor"), on behalf of itself and its affiliates,and MAYMEAD
MATERIALS,INC. ("Lessee"),a Tennessee corporation authorized to do business in North
Carolina,whose address is PO Box 911, 1995 Roan Creek Road,Mountain City,Tennessee
37683, on behalf of itself and its affiliates,provides:
1. General.
(a) Lessor is the Tenant under a Lease dated June 6,2018,between Ararat
Rock Products Company,as Landlord,and Adams Construction Company,as Tenant, covering
land and an office building located at 381 Quarry Road,Mount Airy, Surry County,North
Carolina("Premises"). (The Lease dated June 6,2018,is incorporated herein by reference and
is referred to as the"Prime Lease"). The rights and obligations of the Landlord under the
Prime lease have been assigned to Luck Stone Corporation.
(b) Lessor is the owner of the asphalt plant and related equipment and trade
fixtures located upon the Premises(herein collectively referred to as the"Asphalt Plant").
(c) Lessor has agreed to sublease the Premises to Lessee and to lease the
Asphalt Plant to Lessee upon the terms and conditions of this Agreement.
(d) This Agreement shall be binding upon the parties and their affiliates,
each party representing that it has authority to bind its affiliates. Each party hereby guarantees
the performance of its affiliates of the obligations of its affiliates under this Agreement. As
used herein,the term"affiliate"shall have the same meaning as set forth in the Supply and
Lease Agreement dated September 25,2019 between Cardinal Quarries,LLC(an affiliate of
Lessor)and Lessee(Cardinal Supply and Lease Agreement").
2. Sublease of Premises. Lessor subleases the Premises to Lessee,and Lessee
subleases the Premises from Lessor,-upon the following terms and conditions.
(a) Term. The Term of the Sublease and Agreement shall begin on the date
hereof and continue to be coextensive with the term of the Prime Lease and expire(i)when the
Prime Lease terminates or, if Lessor enters into a lease extension or a new lease with the
Landlord,when the extension or new lease terminates, or(ii)when the Cardinal Supply and
Lease Agreement terminates,whichever of(i)or(ii)first occurs.
(b) Insurance. Lessee agrees to obtain and maintain public liability
insurance,naming Lessor as well as Landlord as insured parties, in at least such amounts as
required by the Prime Lease.
(c) Satisfaction of Prime Lease Terms. During the Term of this sublease,
with respect to its use and occupancy of the Premises on and after the date hereof,and with
respect to obligations under the Prime Lease arising after the date hereof,Lessee(a)shall pay
to Landlord all amounts required to be paid by the Tenant under the Prime Lease,(b)shall
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Watauga, Ashe and Alleghany Counties,North Carolina. The parties acknowledge that this
restriction does not apply to occasional "drive up" sales to third parties.
11. Notices. Any notice by either party to the other shall be in writing and shall be
deemed to have been duly given when delivered personally or five(5)days after having been
mailed by registered or certified mail,postage prepaid, or by nationally recognized overnight
delivery service, in such case at its address set forth in the caption of this Agreement. Either
party shall have the right to change the address to which notices shall thereafter be sent by giving
notice to the other party as aforesaid, but not more than two addresses shall be in effect at any
given time for Lessor and Lessee hereunder.
12. Waiver of Subrogation. Lessee shall obtain, for each policy of insurance carried
by it with respect to the Premises or its contents,provisions permitting waiver of any claim(to
the extent permitted by law)against the Lessee and Landlord for loss or damage within the scope
of such insurance, and Lessee, to such extent permitted, for itself and its insurers, hereby waives
all such insured claims against the Lessor and Landlord.
13. Expenses; Interest. In the event of any breach by Tenant of any covenant,
condition or provision of this Agreement,Lessor may, after reasonable notice to Lessee, cure
such breach for the account and at the expense of the Lessee. Lessee shall promptly reimburse
Lessor for any expense, including reasonable attorney's fees, Lessor may incur as a result of any
breach hereof or thereof by Lessee,or in enforcing any provision hereof or thereof. Any amount
not paid when due shall bear interest at the Prime Rate of Wells Fargo Bank,N.A.
14. Miscellaneous. This agreement shall be interpreted and enforced in accordance
with the laws of the State of North Carolina and shall be binding upon the parties, their
successors and assigns. This agreement contains the complete agreement of the parties, and shall
not be modified or amended except by written amendment hereto. No waiver of any breach of
covenant or condition herein shall be construed as a waiver of a covenant or condition itself or
any subsequent breach thereof. The section headings appearing in this agreement are for
purposes of easy reference and shall not be considered a part of this Agreement or in any way to
modify,amend or affect the provisions hereof. In no event shall either party be liable to the
other party for any consequential,special or incidental loss or damage.
IN WITNESS WHEREOF, Lessor and Lessee have caused this Agreement to be duly
executed in their respective names.
ADA CO UC COMPANY
By
Its 1pE; T
MAYMEAD TERIA ,
B / "
Its Eq.
9062488-I.010215-00012-01)
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SARAH NOELLE COX
NOTARY PUBLIC
Commonwealth of Virginia
STATE OF VIRGINIA Registration No.7586570
My Commission Expires 09/30/2026
) To-wit:
CITY/COUNTY OF RocknoVe, )
The foregoing instrument was acknowledged before me this $='day of mct61 ,
2023, by Fcecte- CI. £ Sc+r,tc 3c. , its Pres°dPnt of Adams
Construction Company.
O p(t),�
Notary Public
My commission expires: Del '?,p 12Q 2(U
STATE OF &AnenSe )
) To-wit:
CITY/COUNTY OF „y oh )
The foregoing instrument was acknowledged before me this 80 day of
MALyL ,2023, by (Jlle. Rorart.V. , its ,Reside. •
of Maylnead Materials,Inc.
�J Notary Public
My commission expires: I a-2p- 0e15'
�., �•(H M.
. STATE y%�''�-
=W/ OF
s TENNESSEE i
it\ NOTARY
•PUBLIC
•
rrrrtnitt ��`
13062488-1.010215-00012-011
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