EXHIBIT “E” PROPRIETARY LEASE THIS PROPRIETARY LEASE (the “Lease”) is entered into this day of , 20 , by and between Springlake Community, Inc. (the “Lessor”), an Oregon non-profit corporation, and (the “Lessee”). WHEREAS, the Lessor owns Springlake Manufactured Home Park (“Springlake”) located in Scappoose, Columbia County, Oregon; WHEREAS, the Lessee is a Member of the Lessor as the dame is defined in the Amended and Restated Bylaws (“Bylaws”) of the Lessor and owns the manufactured home located on Lot (the “Lot”) in Springlake as well as the Membership appurtenant to that Lot. The address of the Lessee’s Lot is , Scappoose, OR 97056. NOW, THEREFORE, Lessor and Lessee agree as follow: 1. Articles and Bylaws. Lessee acknowledges that he has received a copy of the Lessor’s Articles of Incorporation, as amended (“Articles”), and the Bylaws. The Articles and Bylaws are hereby incorporated in this Lease as if fully set forth herein and all terms, conditions, covenants and definition therein are made a part of this Lease. Lessee further acknowledges that he has had adequate opportunity to review the Articles and the Bylaws prior to the execution of this Lease and that the Articles and Bylaws are incorporated into this Lease as if fully set forth herein. Lessee agrees to be bound by all requirements, covenants, procedures, terms, conditions and definitions set forth in the Articles and the Bylaws. Lessee further agrees that the Lessor may make changes or additions to the Articles and Bylaws, as provided therein, and that he will be bound by such changes or additions. 2. Term. Lessor leases to Lessee and Lessee leases from Lessor the Lot, the location which is identified on the attached map of the park (Exhibit “A”). This Lease shall commence on the above date and shall expire on , 21 . 3. Nature of Lease. Lessee acknowledges that this is a Proprietary Lease appurtenant to Lessee’s Membership in Lessor, as defined in the Articles and Bylaws, and that Lessee’s rights under this lease shall be terminated if Lessee’s membership in Lessor is terminated for any reason or under any circumstances.
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4. Payment of Maintenance Fee and Other Assessments. Lessee shall pay to the Lessor on the first day of each month the Maintenance Fee charged by Lessor of all Members in the amount determined by Lessor as provided in the Bylaws. The initial Maintenance Fee under this lease shall $490.00 . The Maintenance Fee shall be subject to adjustment as provided in the Bylaws. Payment shall be made to the place designated by the Association. Lessee agrees that, if the Maintenance Fee is not received within ten (10) days when due, the Lessee shall pay $25.00 as a late fee. In addition, any check returned by any reason shall result in an additional fee of $25.00. Such fees may be adjusted by Lessor upon notice to Lessee. Lessee shall also pay promptly when due any other assessments or charges assessed by Lessor to its Members as provided in the Bylaws. 5. Taxes on Lessee’s Home. Lessee will pay on or before any due date all property taxes, other taxes or fees assessed or charged on Lessee’s manufactured home. 6. Subordination to Mortgages. This Lease is subject and subordinate to the deed of trust or mortgage on Springlake of any lender which has made a loan to Lessor which is secured by a deed of trust or mortgage encumbering Springlake. This subordination shall continue for all renewals, extensions, modifications and amendments of any such deed of trust or mortgage. This subordination shall be for the loan made to Lessor by Column Financial, Inc., a Delaware corporation, or for any future loan made to Lessor which is secured by a deed of trust or mortgage on Springlake. This clause shall be self-operative and no further instrument of subordination shall be required to give such deed of trust or mortgage priority over the Lease. Lessee accepts this Lease acknowledging the present or future subordination of the Lease to such a deed of trust or mortgage on Springlake. Lessee further acknowledges that any default in the terms of any such deed of trust or Mortgage entitles the holder thereof to foreclose this Lease and any assignment thereof. 7. Utilities. Lessor shall provide the following utilities to Lessee’s home: water, sewer, and cable television. All other utilities, including garbage, shall be paid for by the Lessee. Lessee shall promptly pay when due all utility charges for which he is liable and shall indemnify the Lessor and hold it harmless from all such utility charges. 8. Facilities. The following facilities of the Lessor shall be available to Lessee during this Lease: the clubhouse, common areas (greenbelt and lakes) pursuant to the rules for such use as promulgated by Lessor, and roadways. 9. Acceptance of Lot. Lessee accepts the Lot “as-is” and subject to any and all powers and obligations of Lessor with respect thereto.
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10. Use. Lessee shall use the Lot only for the placement of Lessee’s manufactured home and its accessory buildings for the exclusive occupation and use by the Lessee and Lessee’s residence. Lessee shall comply with all occupancy requirements set forth in the Bylaws. Lessee shall not give accommodation to any roomers or lodgers. However, the Lessee may apply to the Lessor for permission to allow occupants other than Lessee, which the Lessor shall reasonably allow. 11. Rules and Regulations. Lessee acknowledges the following: (a) Receipt of the Rules and Regulations relating to residency at Springlake; (b) Adequate opportunity to read said Rules and Regulations; (c) Lessee’s agreement to comply with all the terms and conditions of said Rules and Regulations. Lessee further agrees that Lessor may make changes or additions to the Rules and Regulations as provided in the Bylaws and that he shall be bound by such changes or additions. 12. Assignment. This Lease may not be assigned by Lessee except upon transfer of the Membership appurtenant to the Lease as provided in the Bylaws. The Bylaws provide for a temporary tenancy under this Lease by the estate, heir or devisee of the lease upon Lessee’s death but such temporary tenancy shall not be considered an assignment of the Lease and the estate heir or devisee of a deceased Lessee shall not inure to any rights under this Lease except as set forth in the Bylaws. This Lease and the Lessee’s leasehold estate created herein may be mortgaged, pledged or hypothecated to a Secured Party as defined in the Bylaws and the rights of such Secured Party with regard to this Lease and Lessee’s leasehold estate shall be as set forth in the Bylaws. Lessee shall not sublease the Lot with or without removal of the Lessee’s manufactured home and/or installation of a Sublessee’s manufactured home, or sublease the manufactured home located on the Lot. 13.
Lessee’s Responsibilities. Lessee agrees and covenants:
13.1 To maintain the Lot in good condition and repair and to keep the Lot in a clean, safe, and sanitary condition free of debris; 13.2 To maintain the manufactured home on the Lot in good condition and repair and to keep the same in a clean, safe, and sanitary condition free of debris; 13.3 To comply with all applicable federal, state, and local laws, regulations and ordinances pertaining to the Lot and the manufactured home located thereon; to use the Lot and the manufactured home only for those purposes allowed under federal, state and local laws, regulations, ordinances and codes; and to indemnify the Lessor and hold Lessor harmless from all fines, penalties and costs for violations or noncompliance by Lessee with any laws, requirements or regulations and from any and all liability arising out of any violation or noncompliance; 13.4 To properly disposed from the manufactured home and Lot all rubbish, garbage and other organic or flammable waste in a clean and sanitary manner at reasonable and
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regular intervals, and to assume all costs of extermination and fumigation for infestation caused by Lessee; 13.5 To use the Lot and manufactured home thereon in such a manner as to not unreasonably disturb or offend any other residents of Springlake; 13.6 To notify the Lessor as quickly as is reasonable of any damage to the Lot or to any facilities of Lessor caused by acts of neglect of Lessee or Lessee’s guest, invitee or agent and unless otherwise agreed, Lessor shall repair the damage and charge Lessee for the repair, which Lessee agrees to pay at the time of payment of the next Maintenance Fee when due, or on terms mutually agreed in writing by Lessor and Lessee. 14. Indemnification by Lessee. Lessee shall not intentionally or negligently destroy, deface, damage, impair or remove any facilities, equipment, furniture, furnishings, fixtures or appliances provide by Lessor, or permit any member of Lessee’s family, invitee, licensee, agent or any person under Lessee’s control to do so. Lessee further agrees not to permit any nuisance or common waste. In the event of any damage caused by a breach of this Covenant, Lessee shall fully indemnify Lessor for all damage and all costs, including, but not limited to, attorney fees incurred by Lessor as a result of such breach. Lessee shall also indemnify any other resident in Springlake for damage to the property of such other resident or personal injury to him which is caused by Lessee, his family, invitee, licensee, agent or any person under Lessee’s control. Lessee shall obtain at his cost casualty insurance coverage for his manufactured hoe and the Lot and personal liability insurance to protect Lessee, his guests and any other person from loss or liability. 15. Pets. Lessee agrees to have no animals or pets of any kind on the Lot or his manufactured home except as allowed in the Rules and Regulations. 16. Alternations and Improvements. Any addition, alternation, improvement or rehabilitation of the Lot or Lessee’s manufactured home by Lessee must comply with the Rules and Regulations and the following conditions: (a) all costs must be borne by the Lessee; (b) all construction must be performed in a skilled manner and in compliance with all applicable laws, regulations, ordinances, building and health codes and environmental regulation; and (c) Lessee must obtain the prior written approval of Lessor, which shall not be unreasonable withheld.
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17. Inspection. The Lessee must provide Lessor and any manager employed by the Lessor access to enter upon the Lot with a minimum of twenty-four (24) hour advance notice to examine the Lot. Such notice shall be given by posting the same on the front door of Lessee’s home. If Lessor determines the Lessee is not in compliance with thisLease or the Rules and Regulations, Lessor has the right , but not the obligation, to make repairs, alterations, or improvements to the Lot, at the Lessee’s expense, as Lessor deems necessary, or to remedy the violation. Any such costs incurred by Lessor shall be reimbursed by the Lessee to Lessor with the next monthly Maintenance Fee payment. In the case of an emergency, Lessor and/or manager will be entitled to enter upon the Lot without notice to respond to the emergency or to preserve and protect the Lot, the manufactured home, and/or Springlake. 18. Fees for Guests. Lessee agrees to pay a utilities fee of $30.00 per month for each guest who remains at Springlake for more than thirty (30) days in any one (1) year period. The fee is subject to revision by Lessor. 19. Guest Parking. Lessee agrees that guests shall park their vehicles only in Lessee’s assigned parking area or in areas designated for guest parking. In no case will Lessee’s guest obstruct or violate other resident’s parking or property rights. Any guest’s vehicle parking in excess of 12 hours must be properly identified by placement of the Lessee’s name and Lot number where such guest is visiting to prevent impound or towing. Lessee hereby authorizes Lessor to tow or impound, at Lessee’s expense, any vehicle of Lessee’s guest which is not marked in accordance with the terms of this Least, provided that Lessor must first attempt to notify the owner of the vehicle or the Lessee. 20. Recreational Vehicle Parking. Lessee agrees that recreational vehicles shall e parked only in spaces designated for such parking except that Lessee may park a recreational vehicle at Lessee’s Lot for no more than forty-eight (48) hours for purposes of loading, unloading, or minor maintenance. Parking in the recreational vehicle lots shall be by prearrangement only and the Lessee shall pay the fees charged by Lessor for such parking at the rate then charged by the Lessor. The fees for recreational vehicle parking in the RV lots shall be $25.00 per month, but such fees are subject to revisions by Lessor. Space in a recreational vehicle lot is subject to availability. 21. Limitation of Liability. Lessee agrees that he shall bear all risk pertaining to all of Lessee’s personal property, including but not limited to the manufactured home, in Springlake. Lessee further agrees that Lessor shall not be liable to Lessee for any loss or damage to Lessee’s property sustained by action of any third party, fire, theft, water, or the elements, not shall Lessor be liable for any injury to Lessee, Lessee’s family, guests, employees, invitees, agents, or any person entering Springlake, or the property of which Springlake is a part, unless caused by Lessor’s sole negligence. Lessee hereby waives all claims for the same and agrees to hold harmless Lessor against any such loss, damage or liability, or any expenses incurred by Lessor in connection therewith.
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22. Hazardous Substances. Any product containing hazardous substances, as defined under any federal or state law or environmental regulation, including but not limited to petroleum products, paints, solvents, fertilizers, pesticides and herbicides, shall be stored in closed containers that are in good condition and kept in a manner to prevent leaking. Lessee shall comply with all federal, state, and local laws regarding hazardous substances and shall use products containing hazardous substances only in a non-negligent manner according to the manufacturer’s instructions. Lessee shall not allow disposal of any hazardous substance on the Lot or within Springlake in any storm drain, septic or sewer system or water system. Lessee agrees to immediately clean up any spill of any hazardous substance and notify Lessor of the circumstances surrounding the spill and actions taken. Lessee agrees to indemnify and hold Lessor harmless from any liability arising out any release of hazardous substances caused by Lessee or by breach of this Lease. 23. Condemnation. Lessor, upon learning of any taking or any threat of a taking, by eminent domain shall promptly notify the Lessee of the same. The Lessee shall have the right to participate and represent his own interest in any condemnation proceedings, negotiations, settlements or agreements. The effect of any taking shall be as follows: 23.1 If there is a taking of Springlake or a portion thereof and Lessor determines that it can no longer operate Springlake as a manufactured home park, this Lease shall terminate upon the vesting of title in the condemning authority or the taking of possession by such condemning authority, whichever comes first. Lessor shall pay Lessee, as a member of Lessor, his pro-rata share of net condemnation proceeds for Springlake, after payment in full of all of Lessor’s debts and liabilities. 23.2 If there is a taking of Lessee’s home or the Lot as part of a partial taking of Springlake such that Lessor will be able to operate the remainder of Springlake not taken as a manufactured home park, this Agreement will terminate upon the vesting of title in the condemning authority or the taking of possession by such condemning authority, whichever occurs first. Lessor shall pay Lessee, as a Member of Lessor whose Membership is being terminated by the condemnation of his Lot or home, that portion of Lessor’s condemnation proceeds attributable to the Lot, after payment in full of all Lessor’s debts and liabilities. 23.3 If there is a partial taking that does not affect Lessee’s Lot or manufactured home and Lessor will be able to operate the remainder of Springlake as a manufactured home park, the Agreement will not terminate. 23.4
All condemnation proceeds for Lessee’s manufactured home shall be paid
to Lessee. 24.
Lessor’s Obligations. Lessor agrees as follows:
24.1 Lessor represents and warrants that it owns Springlake, including the Lot, in fee simple. Lessor covenants its title to Springlake and to the Lot.
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24.2 Lessor shall provide the utilities and facilities listed in Sections 7 and 8 above. Lessor shall maintain said utilities and facilities in good working order and in a clean and safe condition, including but not limited to maintenance of the landscaping of the common areas 24.3 Lessor shall comply with all applicable building, housing, zoning, land use, health and environmental laws, codes and regulations applicable to the facilities and all areas under Lessor’s control. 24.4 Lessor shall pay all property taxes and other government assessments levied on Springlake. 24.5 Lessor shall carry general liability and property damage and flood damage insurance with coverage in amounts that is customary for developments of comparable size and quality. 25. Notices. Any notice from Lessee to Lessor shall be delivered to Lessor at the Lessor’s office at 51590 Westlake Drive, Scappoose, OR 97056. The address for delivery of notices may be changed by Lessor upon notice to Lessee of the new address. All notices from Lessor to the Lessee shall be delivered to the Lessee’s manufactured home. Such notices may be sent by the U.S. Mail or posted to the front door of Lessee’s manufactured home. 26. Events of Default and Lessor’s Remedies. Lessee shall be in default under this Lease as defined in Section 10.1 of Article 10 of the Bylaws. In the event of a default, this Lease may be terminated by Lessor as provided in the Bylaws. Lessee may be evicted in the manner provided by law and Lessee’s manufactured hoe shall be removed from the Lot. 27. Attorney fees and Costs. In any action arising out of this Lease, including eviction, the prevailing party shall be entitled to reasonable attorney fees and costs. 28. Severability. If any term, covenant, condition or provision of this Lease is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions set forth herein shall remain in full force and effect. 29. Amendments. The Article and Bylaws may be amended as provided herein. Any amendment to the Articles or the Bylaws during the term of this Lease shall constitute an amendment to this Lease. Any amendment to this Lease shall be in writing signed by both Lessor and Lessee. 30. Construction As used in this Lease, the masculine, feminine and neuter gender and the singular and plural number shall be deemed to include the others whenever the context so indicates. This Lease shall be construed according to the laws of the State of Oregon. Headings in this Lease are for convenience only and do not define, limit or amplify the scope or intent of the provisions herein. 31. Waiver. Lessor’s failure to insist upon the strict performance of the terms, covenants, agreements and conditions contained herein shall not constitute or be construed as a
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waiver or relinquishment of Lessor’s rights thereafter to enforce any such term, covenant, agreement or condition, but the same shall constitute in full force and effect. Lessor’s acceptance of any Maintenance Fee or assessment after Lessee breaches this Lease shall not waive Lessor’s rights or remedies created by Lessee’s breach. 32. Binding Effect. Notwithstanding the restrictions on assignment and transfer of this Lease, the covenants and agreements of this Lease shall be binding upon the heirs, legal representatives, successors and assigns of the parties herein. 33. Memorandum. At the request of the Lessee, Lessor or any lender to Lessee taking a security interest in Lessee’s leasehold estate created by this Lease, Lessee and Lessor shall execute a Memorandum of this Lease for recording in the land records of Columbia County, Oregon, using a form approved by Lessor. The party requesting the Memorandum shall pay recording costs associated therewith. Upon termination of the Lease, Lessor may record a Memorandum of such termination on the form approved by Lessor. EXECUTED IN DUPLICATE. LESSEE:
Print Name:
SPRINGLAKE COMMUNITY, INC. an Oregon nonprofit corporation By: Name: Title:
Print Name:
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ASSIGNMENT I/we (“Assignor”) hereby assign to (“Assignee”) all of Assignor’s right, title and interest as lessee under that certain Proprietary Lease (“Lease”) dated by and between Assignor and Springlake Community, Inc. (“Lessor”) pertaining to lot # in Springlake Manufactured Home Park and Assignee hereby accepts such assignment and hereby assumes from Assignor all of the duties and obligations of the lessee under the Lease. This Assignment is subject to Lessor’s consent. Dated: Assignor:
Assignee:
Print Name:
Print Name:
Print Name:
Print Name:
CONSENT TO ASSIGNMENT: With this consent, Assignor is released by Lessor from all future obligatins under the Lease with Lessor for lot # in Springlake Manufactured Home Park, but is not released from any liability or obligation accruing prior to this assignment. Furthermore, Lessor consents to Assignee as lessee under the Lease. SPRINGLAKE COMMUNITY, INC. an Oregon nonprofit corporation By: Name: Title:
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