EXHIBIT 10.9
STANDARD COMMERCIAL LEASE
ARTICLE 1.00 BASIC LEASE TERMS
1.01 Parties. This Lease agreement ("Lease") is entered in to by and
between the following Lessor and Lessee:
JUPITER PARKWAY VILLAGE, LTD. ("Lessor")
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MICROTUNE, INC., Texas corporation ("Lessee")
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1.02 Leased Premises: In consideration of the rents, terms, provisions and
covenants of this Lease, Lessor hereby leases, lets and demises to the Lessee
the following described premises ("leased premises"):
14,439 (12,000) office (Approximate sq. ft.) 1127484 (Job. no.)
Jupiter Park Village (Name of building or project)
0000 Xxxx Xxxxx Xxxxxxx, Xxxxx 000 (Street Address/Suite Number)
Plano, Texas 75074 (City, State, and Zip Code)
1.03 Term. Subject to and upon the conditions set forth herein, the term
of this Lease shall commence on (September 1, 1998, the "commencement date")
[interlineated text] and shall terminate 60 months thereafter.
1.04 Base Rent and Security Deposit. Base rent is Months 1-36: Waived:
Months 37-60: $7,902.08 per month. Security Deposit is $12,032.50.
1.05 Addresses:
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Lessor's Address: Lessee's Address:
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c/o Bradford Companies 0000 Xxxx Xxxxx Xxxxxxx, Xxxxx 000
00000 Xxxxx Xxxxxxx Xxxxxxxxxx Xxxxx, Xxxxx 00000
Xxxxx 0000
Xxxxxx, Xxxxx 00000
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1.06 Permitted Use. General office, warehouse, assembly and testing of
semiconductor company.
ARTICLE 2.00 RENT
2.01 Base Rent. Lessee agrees to pay monthly as base rent during the term
of this Lease the sum of money set forth in Section 1.04 of this Lease, which
amount shall be payable to Lessor at the address shown above. [Interlineated
text]. One monthly installment of rent shall be due and payable on the date of
execution of this Lease by Lessee for the first month's rent and a like monthly
installment shall be due and payable on or before the first day of each calendar
month succeeding the
commencement date or completion date during the term of this Lease; provided, if
the commencement date or the completion date should be a date other than the
first day of a calendar month, the monthly rental set forth above shall be
prorated to the end of that calendar month, and all succeeding installments of
rent shall be payable on or before the first day of each succeeding calendar
month during the term of this Lease. Lessee shall pay, as additional rent, all
other sums due under this Lease.
2.02 Operating Expenses. Lessee shall also pay as additional rent
Lessee's pro rata share of the operating expenses of Lessor for the building
and/or project of which the leased premises are a part. Lessor may invoice
Lessee monthly for Lessee's pro rata share of the estimated operating expenses
for each calendar year, which amount shall be adjusted each year based upon
anticipated operating expenses. Lessor may invoice Lessee monthly for Lessee's
pro rata share of the estimated operating expenses for each calendar year, which
amount shall be adjusted each year based upon anticipated operating expenses.
Within nine months following the close of each calendar year, Lessor shall
provide Lessee an accounting showing in reasonable detail all computations of
additional rent due under this section. In the event the accounting shows that
the total of the monthly payments made by Lessee exceeds the amount of
additional rent due by Lessee under this section, the accounting shall be
accompanied by a refund. In the event the accounting shows that the total of the
monthly payments made by Lessee is less than the amount of additional rent due
by Lessee under this section, the account shall be accompanied by an invoice for
the additional rent. Notwithstanding any other provision in this Lease, during
the year in which the Lease terminates. Lessor, prior to the termination date,
shall have the option to invoice Lessee for Lessee's pro rata share of the
excess operating expenses based upon the previous year's operating expenses. If
this Lease shall terminate on a day other than the last day of a calendar year,
the amount of any additional rent payable by Lessee applicable to the year in
which such termination shall occur shall be prorated on the ratio that the
number of days from the commencement of the calendar year to and including the
termination date bears to 365. Lessee shall have the right, at its own expense
and within a reasonable time, to audit Lessor's books relevant to the additional
rent payable under this section. Lessee agrees to pay any additional rent due
under this section within [Interlineated text] thirty days following receipt of
the invoice or accounting showing additional rent due.
2.03 Definition of Operating Expenses. The term "operating expenses"
includes all expenses incurred by Lessor with respect to the maintenance and
operation of the building of which the leased premises are a part, including,
but not limited to, the following: maintenance, repair and replacement costs:
security, management fees, wages and benefits payable to employees of Lessor
whose duties are directly connected with the operation and maintenance of the
building; all services, utilities, supplies, repairs, replacements or other
expenses for maintaining and operating the common parking and plaza areas; the
cost, including interest, amortized over its useful life, of any capital
improvement made to the building by Lessor after the date of this Lease which is
required under any governmental law or regulation that was not applicable to the
building at the time it was constructed; the cost including interest, amortized
over its useful life, of installation of any device or other equipment which
improves the operating efficiency of any system within the leased premises and
thereby reduces operating expenses; all other expenses which would generally be
regarded as operating and maintenance expenses which would reasonably be
amortized over period not to exceed five years; all real property taxes and
installments of special assessments, including dues and assessments by means of
deed restrictions and/or owner's associations which accrue against the
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building of which the leased premises are a part during the term of its Lease;
and all insurance premiums Lessor is required to pay or deems necessary to pay,
including public liability insurance, with respect to the building. The term
operating expenses does not include the following; repairs, restoration, or
other work occasioned by fire, wind, the elements or other casualty; income and
franchise taxes of Lessor, expenses incurred in leasing to or procuring of
lessees, leasing commissions, advertising expenses and expenses for the
renovating of space for new lessees; interest or principal payments on any
mortgage or other indebtedness of Lessor; compensation paid to any employee of
Lessor above the grade of property manager; any depreciation allowance or
expense; or operating expense which are the responsibility of Lessee.
Notwithstanding the foregoing, Lessor and Lessee agree that operating expenses
shall include Lessee's pro rata share for the cost of replacing the roof, but
shall not include costs associated with major repairs to the building structural
integrity, maintenance excluded.
2.04 Late Payment Charge. Other remedies for nonpayment of rent
notwithstanding, if the monthly rental payment is not received by Lessor on or
before the tenth day of the month for which the rent is due, or if any other
payment due Lessor by Lessee is not received by Lessor on or before the tenth
day of the month following the month in which Lessee was invoiced, a late
payment charge of five percent of such past due amount shall become due and
payable in addition to such amounts owed under this Lease.
2.05 [Interlineated text]
2.06 Security Deposit. The security deposit set forth above shall be held
by Lessor for the performance of Lessee's covenants and obligations under this
Lease, it being expressly understood that the deposit shall not be considered on
advance payment of rental or a measure of Lessor's damage in case of default by
Lessee. Upon the occurrence of any event of default by Lessee or breach by
Lessee of Lessee's covenants under this Lease, Lessor may, from time to time,
within ten (10) days written notification to Lessee, without prejudice to any
other remedy, use the security deposit to the extent necessary to make good any
arrears of rent, or to repair any damage or injury, or pay any expense or
liability incurred by Lessor as a result of the event of default or breach of
covenant, and any remaining balance of the security deposit shall be returned by
Lessor to Lessee upon termination of this Lease. If any portion of the security
deposit is so used or applied, Lessee shall upon ten days written notice from
Lessor, deposit with Lessor by cash or cashier's check an amount sufficient to
restore the security deposit to its original amount.
2.07 Holding Over. In the event that Lessee does not vacate the leased
premises upon the expiration or termination of this Lease, Lessee shall be a
tenant at will for the holdover period and all of the terms and provisions of
this Lease shall be applicable during that period, except that Lessee shall pay
Lessor as base rental for the period of such holdover an amount equal to two
times the base rent which would have been payable by Lessee had the holdover
period been a part of the original term of this Lease. Lessee agrees to vacate
and deliver the leased premises to Lessor upon Lessee's receipt of notice from
Lessor to vacate. The rental payable during the holdover period shall be
payable to Lessor on demand. No holding over by Lessee, whether with or without
the consent of Lessor, shall operate to extend the term of this Lease.
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ARTICLE 3.00 OCCUPANCY AND USE
3.01 Use. Lessee warrants and represents to Lessor that the leased
premises shall be used and occupied only for the purpose as set forth in section
1.06. Lessee shall occupy the leased premises, conduct its business and control
its agents, employees, invitees and visitors in such a manner as is lawful,
reputable and will not create a nuisance. Lessee shall not permit any operation
which emits any odor or matter which intrudes into other portions of the
building, use any apparatus or machine which makes undue noise or causes
vibration in any portion of the building or otherwise interfere with, annoy or
disturb any other lessee in its normal business operations or Lessor in its
management of the building. Lessee shall neither permit any waste on the leased
premises nor allow the leased premises to be used in any way which would, in the
opinion of Lessor, validated by a competent third party, be extra hazardous on
account of fire or which would in any way increase or render void the fire
insurance on the building. Lessee warrants to Lessor that the insurance
questionnaire (filled out by Lessee, signed and presented to Lessor prior to the
execution of this Lease) accurately reflects Lessee's original intended use of
the lease premises. The insurance questionnaire is made a part of this Lease by
reference as though fully copied herein. If at any time during the term of this
Lease the State Board of Insurance or other insurance authority disallows any of
Lessor's sprinkler credits or imposes an additional penalty or surcharge in
Lessor's insurance premiums because of Lessee's original or subsequent placement
or use of storage racks or bins, method of storage or nature of Lessee's
inventory or any other act of Lessee, Lessee agrees to pay as additional rent
the increase (between fire walls) in Lessor's insurance premiums.
3.02 Signs. No sign of any type or description shall be erected, placed
or painted in or about the leased premises or project except those signs
submitted to Lessor in writing and approved by Lessor in writing, and which
signs are in conformance with Lessor's sign criteria established for the
project.
3.03 Compliance with Laws, Rules and Regulations. Lessee, at Lessee's
sole cost and expense, shall comply with all laws, ordinances, orders, rules and
regulations of state, federal, municipal or other agencies or bodies having
jurisdiction over use, condition and occupancy of the leased premises. Lessee
will comply with the rules and regulations of the building adopted by Lessor
which are set forth on a schedule attached to this Lease. Lessor shall have the
right at all times to change and amend the rules and regulations in any
reasonable manner as may be deemed advisable for the safety, care, cleanliness,
preservation of good order and operation or use of the building or the leased
premises. All changes and amendments to the rules and regulations of the
building will be sent by Lessor to Lessee in writing and shall thereafter be
carried out and observed by Lessee. (See Addendum 1)
3.04 Warranty of Possession. Lessor warrants that it has the right and
authority to execute this Lease, and Lessee, upon payment of the required rents
and subject to the terms, conditions, covenants and agreements contained in this
Lease, shall have possession of the leased premises during the full terms of
this Lease as well as any extension or renewal thereof. Lessor shall not be
responsible for the acts or omissions of any other lessee or third party that
may interfere with Lessee's use and enjoyment of the leased premises.
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3.05 Inspection. Lessor or its authorized agents shall [interlineated
text] during normal business hours and upon twenty-four (24) hour prior verbal
notice, except in the case of an emergency have the right to enter the leased
premises without reasonably interfering with Lessee's business, to inspect the
same, to supply janitorial service or any other service to be provided by
Lessor, to show the leased premises to prospective purchasers or lessees, and to
alter, improve or repair the leased premises or any other portion of the
building. Lessee hereby waives any claim for damages for injury or
inconvenience to or interference with Lessee's business, any loss of occupancy
or use of the leased premises, and any other loss other loss occasioned thereby.
Lessor shall at all times have and retain a key with which to unlock all of the
doors in, upon and about the leased premises. Lessee shall not change Lessor's
lock system or in any other manner prohibit Lessor from entering the leased
premises. Lessor shall have the right to use any and all means which Lessor may
deem property to open any door in an emergency without liability therefor.
ARTICLE 4.00 UTILITIES AND SERVICE
4.01 Building Services. Lessor shall provide the normal utility service
connections to the building. Lessee shall pay the cost of all utility services,
including, but not limited to, initial connection charges all charges for gas,
electricity, water, sanitary and storm sewer service, and for all electric
lights. However, in a multi-occupancy building, Lessor may provide water to the
leased premises, in which case Lessee agrees to pay to Lessor its pro rata share
of the cost of such water. Lessee shall pay all costs caused by Lessee
introducing excessive pollutants or solids other than ordinary human waste into
the sanitary sewer system, including permits, fees and charges levied by any
governmental subdivision for any such pollutants or solids. Lessee shall be
responsible for the installation and maintenance of any dilution tanks, holding
tanks, settling tanks, sewer sampling devices, sand traps, grease traps or
similar devices as may be required by any governmental subdivision for Lessee's
use of the sanitary sewer system. If the leased premises are in a multi-
occupancy building, Lessee shall pay all surcharges levied due to Lessee's use
of sanitary sewer or waste removal services insofar as such surcharges affect
Lessor or other lessees in the building. Lessor shall not be required to pay
for any utility services, supplies or upkeep in connection with the leased
premises or building.
4.02 Theft or Burglary. Lessor shall not be liable to Lessee for losses
to Lessee's property or personal injury caused by criminal acts for entry by
unauthorized persons into the leased premises or the building.
ARTICLE 5.00 REPAIRS AND MAINTENANCE
5.01 Lessor Repairs. Lessor shall not be required to make any
improvements, replacements or repairs of any kind or character to the leased
premises or the project during the term of this Lease except as are set forth in
this section. Lessor shall maintain only the roof, foundation, parking and
common areas, and the structural soundness of the exterior walls (excluding
windows, windowglass, plate glass and doors). Lessor's costs of maintaining the
items set forth in this section are subject to the additional rent provisions in
section 2.02. Lessor shall not be liable to Lessee, except as expressly
provided in this Lease, or any damage or inconvenience, and Lessee shall not be
entitled to any abatement or reduction of rent by reason of any repairs,
alterations or additions made by Lessor under this Lease.
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5.02 Lessee Repairs. Lessee shall, at its sole cost and expense,
maintain, repair and replace all other parts of the leased premises in good
repair and condition, including, but not limited to heating, ventilating and
air conditioning systems, down spouts, fire sprinkler system, dock bumpers, lawn
maintenance, pest control and extermination, trash pick-up and removal, and
painting the building and exterior doors. Lessee shall repair and pay for any
damage caused by any act or omission of Lessee or Lessee's agents, employees,
invitees, licensees or visitors. If the leased premises are in a multi-
occupancy building or project, Lessor reserves the right to perform, on behalf
of Lessee, lawn maintenance, painting, and trash pick-up and removal; Lessee
agrees to pay Lessor, as additional rent, Lessee's pro rata share of the cost of
such services within ten days from receipt of Lessor's invoice, or Lessor may by
monthly invoice direct Lessee to prepay the estimated costs for the current
calendar year, and such amount shall be adjusted annually. If the leased
premises are served by rail, Lessee agrees, if requested by the railroad, to
enter into a joint maintenance agreement with the railroad and bear its pro rata
share of the cost of maintaining the railroad spur. If Lessee fails to make the
repairs or replacements promptly as required herein, Lessor may, at its option,
make the repairs and replacements and the cost of such repairs and replacements
shall be charged to Lessee as additional rent and shall become due and payable
by Lessee within ten days from receipt of Lessor's invoice. Costs incurred
under this section are the total responsibility of Lessee and do not constitute
operating expenses under section 2.02.
5.03 Request for Repairs. All requests for repairs or maintenance that
are the responsibility of Lessor pursuant to any provision of this Lease must be
made in writing to Lessor at the address in section 1.05.
5.04 Lessee Damages. Lessee shall not allow any damage to be committed on
any portion of the leased premises or building, and at the termination of this
Lease, by lapse of time or otherwise. Lessee shall deliver the leased premises
to Lessor in as good condition as existed at the commencement date of this
Lease, ordinary wear and tear excepted. The cost and expense of any repairs
necessary to restore the condition of the leased premises shall be borne by
Lessee.
5.05 Maintenance Contract. Lessee shall, at its sole cost and expense,
during the term of this Lease maintain a regularly schedule preventative
maintenance/service contract with a maintenance contractor for the servicing of
all hot water, heating and air conditioning systems and equipment within the
leased premises. The maintenance contractor and contract must be approved by
Lessor and must include all service suggested by the equipment manufacturer.
ARTICLE 6.00 ALTERATIONS AND IMPROVEMENTS
6.01 Lessor Improvements. If construction to the leased premises is to be
performed by Lessor prior to or during Lessee's occupancy, Lessor will complete
the construction of the improvements to the leased premises, in accordance with
plans and specifications agreed to by Lessor and Lessee, which plans and
specifications are made a part of this Lease by reference. Lessee shall execute
a copy of the plans and specifications and change orders, if applicable, setting
forth the amount of any costs to be borne by Lessee within seven days of receipt
of the plans and specifications. In the event Lessee fails to execute the plans
and specifications and change order within the seven day period, Lessor may, at
its sole option, declare this Lease canceled or notify Lessee that the base rent
shall commence on the completion date even though the improvements to
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be constructed by Lessor may not be complete. Any changes or modifications to
the approved plans and specifications shall be made and accepted by written
change order or agreement signed by Lessor and Lessee and shall constitute an
amendment to this Lease.
6.02 Lessee Improvements. Lessee shall not make or allow to be made any
alterations or physical additions in or to the leased premises without first
obtaining the written consent of Lessor, which consent may in the sole and
absolute discretion of Lessor be denied. Any alterations, physical additions or
improvements to the leased premises made by Lessee shall at once become the
property of Lessor and shall be surrendered to Lessor upon the termination of
this Lease. [Interlineated text.] This clause shall not apply to moveable
equipment or furniture owned by Lessee, which may be removed by Lessee at the
end of the term of this Lease if Lessee is not then in default and if such
equipment and furniture are not then subject to any other rights, liens and
interest of Lessor.
6.03 Mechanics Lien. Lessee will not permit mechanic's or materialman's
lien(s) or other lien to be placed upon the leased premises or the building and
nothing in this Lease shall be deemed or construed in any way as constituting
the consent or request of Lessor, express or implied, by inference or otherwise,
to any person for the performance of any labor or the furnishing of any
materials to the leased premises, or any part thereof, nor as giving Lessee any
right, power or authority to contract for or permit the rendering of any
services or the furnishing of any materials that would give rise to any
mechanic's, materialman's or other lien against the leased premises. In the
event any such lien is attached to the leases premises, then, in addition to any
other right or remedy of Lessor, Lessor may, but shall not be obligated to,
obtain the release of or otherwise discharge the same. Any amount paid by
Lessor for any of the aforesaid purposes shall be paid by Lessee to Lessor on
demand as additional rent.
ARTICLE 7.00 CASUALTY AND INSURANCE
7.01 Substantial Destruction. If the leased premises should be totally
destroyed by fire or other casualty, or if the leased premises should be damaged
so that rebuilding cannot reasonably be completed within [interlineated text]
one hundred twenty working days after the date of written notification by Lessee
to Lessor of the destruction, this Lease shall terminate and the rent shall be
abated for the unexpired portion of the Lease, effective as of the date of the
written notification.
7.02 Partial Destruction. If the leased premises should be partially
damaged by fire or other casualty, and rebuilding or repairs can reasonably be
completed within [interlineated text] one hundred twenty working days from the
date of written notification by Lessee to Lessor of the destruction, this Lease
shall not terminate, and Lessor shall at its sole risk and expense proceed with
reasonable diligence to rebuild or repair the building or other improvements to
substantially the same condition in which they existed prior to the damage. If
the leased premises are to be rebuilt or repaired and are untenantable in whole
or in part following the damage, and the damage or destruction was not caused or
contributed to by act or negligence of Lessee, its agents, employees, invitees
or those for whom Lessee is responsible, the rent payable under this Lease
during the period for which the leased premises are untenantable shall be
adjusted to such an extent as may be fair and reasonable under the
circumstances. In the event that Lessor fails to complete the necessary
repairs or rebuilding within ninety working days from the date of written
notification by Lessee to Lessor of
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the destruction, Lessee may at its option terminate this Lease by delivering
written notice of termination to Lessor, whereupon all rights and obligations
under this Lease shall cease to exist.
7.03 Property Insurance. Lessor shall at all times during the term of
this Lease maintain a policy or policies of insurance with the premiums paid in
advance, issued by and binding upon some solvent insurance company, insuring the
building against all risk of direct physical loss in an amount equal to at least
ninety percent of the full replacement cost of the building structure and its
improvements as of the date of the loss; provided, Lessor shall not be obligated
in any way or manner to insure any personal property (including, but not limited
to, any furniture, machinery, goods or supplies) of Lessee upon or within the
leased premises, any fixtures installed or paid for by Lessee upon or within the
leased premises, or any improvements which Lessee may construct on the leased
premises. Lessee shall have no right in or claim to the proceeds of any policy
of insurance maintained by Lessor even if the cost of such insurance is borne by
Lessee as set forth in article 2.00.
7.04 Waiver of Subrogation. Anything in this Lease to the contrary not
withstanding, Lessor and Lessee hereby waive and release each other of and
from any and all right of recovery, claim, action or cause of action, against
each other, their agents, officers and employees, for any loss or damages that
may occur to the leased premises, improvements to the building of which the
leased premises are a part, or personal property within the building, by reason
of fire or the elements, regardless of cause or origin, including negligence of
Lessor or Lessee and their agents, officers and employees. Lessor and Lessee
agree immediately to give their respective insurance companies which have issued
policies of insurance covering all risk of direct physical loss, written notice
of the terms of the mutual waivers contained in this section and to have the
insurance policies properly endorsed, if necessary, to prevent the invalidation
of the insurance coverages by reason of the mutual waivers.
7.05 Hold Harmless. Lessor shall not be liable to Lessee's employees,
agents, invitees, licensees or visitors, or to any other person, for an injury
to person or damage to property on or about the leased premises caused by any
act or omission of Lessee, its agents, servants or employees, or of any other
person entering upon the leased premises under express or implied invitation by
Lessee, or caused by the improvements located on the leased premises becoming
out of repair, the failure or cessation of any service provided by Lessor
(including security service and devices), or caused by leakage of gas, oil,
water or steam or by electricity emanating from the leased premises. Lessee
agrees to indemnify and hold harmless Lessor of and from any loss, attorney's
fees, expenses or claims arising out of any such damage or injury. Lessee shall
not be liable for any injury or damage caused by the gross negligence or willful
misconduct of Lessor or Lessor's employees or agents and Lessor agrees to
indemnify and hold Lessee harmless from any loss, expense or damage arising out
of such damage or injury.
ARTICLE 8.00 CONDEMNATION
8.01 Substantial Taking. If all or a substantial part of the leased
premises are taken for any public or quasi-public use under any governmental
law, ordinance or regulation, or by right of eminent domain or by purchase in
lieu thereof, and the taking would prevent or materially interfere with the use
of the leased premises for the purpose for which it is then being used, this
Lease shall terminate and the rent shall be abated during the unexpired portion
of this Lease effective on the date
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physical possession is taken by the condemning authority. Lessee shall have no
claim to the condemnation award or proceeds in lieu thereof.
8.02 Partial Taking. If a portion of the leased premises shall be taken
for any public or quasi-public use under any governmental law, ordinance or
regulation, or by right of eminent domain or by purchase in lieu thereof, and
this Lease is not terminated as provided in section 8.01 above, Lessor shall at
Lessor's sole risk and expense, restore and reconstruct the building and other
improvements on the leased premises to the extent necessary to make it
reasonably tenantable. The rent payable under this Lease during the unexpired
portion of the term shall be adjusted to such an extent as may be fair and
reasonable under the circumstances. Lessee shall have no claim to the
condemnation award or proceeds in lieu thereof.
ARTICLE 9.00 ASSIGNMENT OR SUBLEASE
9.01 Lessor Assignment. Lessor shall have the right to sell, transfer or
assign, in whole or in part, its rights and obligations under this Lease and in
the building. Any such sale, transfer or assignment shall operate to release
Lessor from any and all liabilities under this Lease arising after the date of
such sale, assignment or transfer.
9.02 Lessee Assignment. Lessee shall not assign, in whole or in part,
this Lease, or allow it to be assigned, in whole or in part, by operation of law
or otherwise (including without limitation by transfer of a majority interest of
stock, merger, or dissolution, which transfer of majority interest of stock,
merger or dissolution shall be deemed an assignment) or mortgage or pledge the
same or sublet the leased premises, in whole or in part, without the prior
written consent of Lessor, and in no event shall any such assignment or sublease
ever release Lessee or any guarantor from any obligation or liability hereunder.
No assignee or sublessee of the leased premises or any portion thereof may
assign or sublet the leased premises or any portion thereof.
9.03 Conditions of Assignment. If Lessee desires to assign or sublet all
or any part of the leased premises, it shall so notify Lessor at least thirty
days in advance of the date on which Lessee desires to make such assignment or
sublease. Lessee shall provide Lessor with a copy of the proposed assignment or
sublease and such information as Lessor might request concerning the proposed
sublessee or assignee to allow Lessor to make informed judgements as to the
financial condition, reputation, operations and general desirability of the
proposed sublessee or assignee. Within fifteen days after Lessor's receipt of
Lessee's proposed assignment or sublease and all required information concerning
the proposed sublessee or assignee, Lessor shall have the following options: (1)
cancel this Lease as to the leased premises or portion thereof proposed to be
assigned or sublet; (2) consent to the proposed assignment or sublease, and, if
the rent due and payable by any assignee or sublessee under any such permitted
assignment or sublease (or a combination of the rent payable under such
assignment or sublease plus any bonus or any other consideration or any payment
incident thereto) exceeds the rent payable under this Lease for such space.
Lessee shall pay to Lessor all such excess rent and other excess consideration
within ten days following receipt thereof by Lessee; or (3) refuse, in its
reasonable [interlineated text] discretion and judgment, to consent to the
proposed assignment or sublease, which refusal shall be deemed to have been
exercised unless Lessor gives Lessee written notice providing otherwise. Upon
the occurrence of an event of default, if all or any part of the leased premises
are then assigned or sublet, Lessor, in
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addition to any other remedies provided by this Lease or provided by law, may,
at its option, collect directly from the assignee or sublessee all rents
becoming due to Lessee by reason of the assignment or sublease, and Lessor shall
have a security interest in all properties on the leased premises to secure
payment of such sums. Any collection directly, by Lessor from the assignee or
sublessee shall not be construed to constitute a novation or a release of Lessee
or any guarantor from the further performance of its obligations under this
Lease.
9.04 Subordination. Lessee accepts this Lease subject and subordinate to
any recorded mortgage or deed of trust lien presently existing or hereafter
created upon the building or project and to all existing recorded restrictions,
covenants, easements and agreements with respect to the building or project.
Lessor is hereby irrevocably vested with full power and authority to subordinate
Lessee's interest under this Lease to any first mortgage or deed of trust lien
hereafter placed on the leased premises, and Lessee agrees upon demand to
execute additional instruments subordinating this Lease as Lessor may require.
If the interests of Lessor under this Lease shall be transferred by reason of
foreclosure or other proceedings for enforcement of any first mortgage or deed
of trust lien on the leased premises. Lessee shall be bound to the transferee
(sometimes call the "Purchaser") at the option of the Purchaser, under the
terms, covenants and conditions of this Lease for the balance of the term
remaining, including any extensions or renewals, with the same force and effect
as if the Purchaser were Lessor under this Lease, and, if requested by the
Purchaser, Lessee agrees to attorn to the Purchaser, including the first
mortgagee under any such mortgage if it be the Purchaser, as its Lessor.
9.05 Estoppel Certificates. Lessee agrees to furnish, from time to time,
within ten days after receipt of a request from Lessor or Lessor's mortgagee, a
statement certifying, if applicable, the following: Lessee is in possession of
the leased premises; the leased premises are acceptable; the Lease is in full
force and effect, the Lease is unmodified; Lessee claims no present charge,
lien, or claim of offset against rent; the rent is paid for the current month,
but is not prepaid for more than one month and will not be prepaid for more than
one month in advance there is no existing default by reason of some act or
omission by Lessor; and such other matters as may be reasonably required by
Lessor or Lessor's mortgagee. Lessee's failure to deliver such statement, in
addition to being a default under this Lease, shall be deemed to establish
conclusively that this Lease is in full force and effect except as declared by
Lessor, that Lessor is not in default of any of its obligations under this Lease
and that Lessor has not received more than one month's rent in advance.
ARTICLE 10.00 LIENS
10.01 [Interlineated text]
10.02 Uniform Commercial Code. This Lease is intended as and constitutes
a security agreement within the meaning of the Uniform Commercial Code of the
state in which the leased premises are situated. Lessor, in addition to the
rights prescribed in this Lease, shall have all of the rights, titles, liens and
interests in and to Lessee's property, now or hereafter located upon the leased
premises, which may be granted a secured party, as that term is defined, under
the Uniform Commercial Code to secure to Lessor payment of all sums due and the
full performance of all Lessee's covenants under this Lease. Lessee will on
request execute and deliver to Lessor a financing statement for the purpose of
perfecting Lessor's security interest under this Lease or Lessor
10
may file this Lease or a copy thereof as a financing statement. Unless otherwise
provided by law and for the purpose of exercising any right pursuant to this
section, Lessor and Lessee agree that reasonable notice shall be met if such
notice is given by ten days written notice, certified mail, return receipt
requested, to Lessor or Lessee at the addresses specified herein.
ARTICLE 11.00 DEFAULT AND REMEDIES
11.01 Default by Lessee. The following shall be deemed to be events of
default by Lessee under this Lease: (1) Lessee shall fail to pay, when due any
installment of rent or any other payment required pursuant to this Lease; (2)
Lessee shall abandon any substantial portion of the leased premises; (3) Lessee
shall fail to comply with any term, provision or covenant of this Lease, other
than the payment of rent, and the failure is not cured within "interlineated
text" thirty days after written notice to Lessee; (4) Lessee shall file a
petition or be adjudged bankrupt or insolvent under any applicable federal or
state bankruptcy or insolvency law, or admit that it cannot meet its financial
obligations as they become due; or a receiver or trustee shall be appointed for
all or substantially all of the assets of Lessee; or Lessee shall make a
transfer in fraud of creditors or shall make an assignment for the benefit of
creditors; or (5) Lessee shall do or permit to be done any act which results in
a lien being filed against the leased premises or the building and/or project of
which the leased premises are a part.
11.02 Remedies for Lessee's Default. Upon the occurrence of any event of
default set forth in this Lease, Lessor shall have the option to pursue any one
or more of the remedies set forth herein without any notice or demand. (1)
Lessor may enter upon and take possession of the leased premises, by picking or
changing locks if necessary, and lock out, expel or remove Lessee and any other
person who may be occupying all or any part of the leased premises without being
liable for any claim for damages, and relet the leased premises on behalf of
Lessee and receive the rent directly by reason of the reletting. Lessee agrees
to pay Lessor on demand any deficiency that may arise by reason of any reletting
of the leased premises; further, Lessee agrees to reimburse Lessor for any
expenditures made by it in order to relet the leased premises, including, but
not limited to, remodeling and repair costs. (2) Lessor may enter upon the
leased premises, by picking or changing locks if necessary, without being liable
for any claim for damages, and do whatever Lessee is obligated to do under the
terms of this Lease. Lessee agrees to reimburse Lessor on demand for any
expenses which Lessor may incur in effecting compliance with Lessee's
obligations under this Lease; further, Lessee agrees that Lessor shall not be
liable for any damages resulting to Lessee from effecting compliance with
Lessee's obligations under this Lease caused by the negligence of Lessor or
otherwise. (3) Lessor may terminate this Lease, in which event Lessee shall
immediately surrender the leased premises to Lessor, and if Lessee fails to
surrender the leased premises, Lessor may, without prejudice to any other remedy
which it may have for possession or arrearages in rent, enter upon and take
possession of the leased premises, by picking or changing locks if necessary,
and lock out, expel or remove Lessee and any other person who may be occupying
all or any part of the leased premises without being liable for any claim for
damages. Lessee agrees to pay on demand the amount of all loss and damage which
Lessor may suffer by reason of the termination of this Lease under this section,
whether through inability to relet the leased premises on satisfactory terms or
otherwise. Notwithstanding any other remedy set forth in this Lease, in the
event Lessor has made rent concessions of any type or character, or waived any
base rent, and Lessee fails to take possession of the leased premises on the
commencement or completion date or otherwise defaults at
11
any time during the term of this Lease, the rent concessions, including any
waived base rent, shall be canceled and the amount of the base rent or other
rent concessions shall be due and payable immediately as if no rent concessions
or waiver of any base rent had ever been granted. A rent concession or waiver of
the base rent shall not relieve Lessee of any obligation to pay any other charge
due and payable under this Lease including without limitation any sum due under
section 2.02. Notwithstanding anything contained in this Lease to the contrary,
this Lease may be terminated by Lessor only by mailing or delivering written
notice of such termination to Lessee, and no other act or omission of Lessor
shall be construed as a termination of this Lease.
ARTICLE 12.00 RELOCATION
12.01 Relocation Option. In the event Lessor determines to utilize the
leased premises for other purposes during the term of this Lease, Lessee agrees
to relocate to other space in the building and/or project designated by Lessor,
provided such other space is of equal or larger size than the leased premises.
12.02 Expenses. Lessor shall pay all out-of-pocket expenses of any such
relocation, including the expenses of moving and reconstruction of all Lessee
furnished and Lessor furnished improvements. In the event of such relocation,
this Lease shall continue in full force and effect without any change in the
terms or conditions of this Lease, but with the new location substituted for the
old location set forth in section 1.02 of this Lease.
ARTICLE 13.00 DEFINITIONS
13.01 Abandon. "Abandon" means the vacating of all or a substantial
portion of the leased premises by Lessee, whether or not Lessee is in default of
the rental payments due under this Lease.
13.02 Act of God or Force Majeure. An "act of God" or "force majeure" is
defined for purposes of this Lease as strikes, lockouts, sitdowns, material or
labor restrictions by any governmental authority, unusual transportation delays,
riots, floods, washouts, explosions, earthquakes, fire, storms, weather
(including wet grounds or inclement weather which prevents construction), acts
of the public enemy, wars, insurrections and any other cause not reasonably
within the control of Lessor and which by the exercise of due diligence Lessor
is unable, wholly or in part, to prevent or overcome.
13.03 Building or Project. "Building" or "project" as used in this Lease
means the building and/or project described in section 1.02, including the
leased premises and the land upon which the building or project is situated.
13.04 Commencement Date. "Commencement date" shall be the date set forth
in section 1.03. This commencement date shall constitute the commencement of
the term of this Lease for all purposes, whether or not Lessee has actually
taken possession.
13.05 Completion Date. "Completion date" shall be the date on which the
improvements erected and to be erected upon the leased premises shall have been
completed in accordance with the plans and specifications described in article
6.00. The completion date shall constitute the commencement of the term of this
Lease for all purposes, whether or not Lessee has actually taken
12
possession. Lessor shall use its best efforts to establish the completion date
as the date set forth in section 1.03. In the event that the improvements have
not in fact been completed as of that date, Lessee shall notify Lessor in
writing of its objections. Lessor shall have a reasonable time after delivery of
the notice in which to take such corrective action as may be necessary and shall
notify Lessee in writing as soon as it deems such corrective action has been
completed and the improvements are ready for occupancy. Upon completion of
construction, Lessee shall deliver to Lessor a letter accepting the leased
premises as suitable for the purposes for which they are let and the date of
such letter shall constitute the commencement of the term of this Lease. Whether
or not Lessee has executed such letter of acceptance, taking possession of the
leased premises by Lessee shall be deemed to establish conclusively that the
improvements have been completed in accordance with the plans and
specifications, are suitable for the purposes for which the leased premises are
let, and that the leased premises are in good and satisfactory condition as of
the date possession was so taken by Lessee, except for latent defects, if any.
13.06 Square Feet. "Square feet" or "square foot" as used in this Lease
includes the area contained within the leased premises together with a common
area percentage factor of the leased premises proportionate to the total
building area.
ARTICLE 14.00 MISCELLANEOUS
14.01 Waiver. Failure of Lessor to declare an event of default
immediately upon its occurrence, or delay in taking any action in connection
with an event of default, shall not constitute a waiver of the default, but
Lessor shall have the right to declare the default at any time and take such
action as is lawful or authorized under this Lease. Pursuit of any one or more
of the remedies set forth in article 11.00 above shall not preclude pursuit of
any one or more of the other remedies provided elsewhere in this Lease or
provided by law, nor shall pursuit of any remedy constitute forfeiture or waiver
of any rent or damages accruing to Lessor by reason of the violation of any of
the terms, provisions or covenants of this Lease. Failure by Lessor to enforce
one or more of the remedies provided upon an event of default shall not be
deemed or construed to constitute a waiver of the default or of any other
violation or beach of any of the terms, provisions and covenants contained in
this Lease.
14.02 Act of God. Lessor shall not be required to perform any covenant or
obligation in this Lease, or be liable in damages to Lessee, so long as the
performance or non-performance of the covenant or obligation is delayed, caused
or prevented by an act of God, force majeure or by Lessee.
14.03 Attorney's Fees. In the event Lessee defaults in the performance of
any of the terms, covenants, agreements or conditions contained in this Lease
and Lessor places in the hands of an attorney the enforcement of all or any part
of this Lease, the collection of any rent due or to become due or recovery of
the possession of the leased premises, Lessee agrees to pay Lessor's costs of
collection, including reasonable attorney's fees for the services of the
attorney, whether suit is actually filed or not.
14.04 Successors. This Lease shall be binding upon and inure to the
benefit of Lessor and Lessee and their respective heirs, personal
representatives, successors and assigns. It is hereby covenanted and agreed
that should Lessor's interest in the leased premises cease to exist for any
13
reason during the term of this Lease, then notwithstanding the happening of such
event this Lease nevertheless shall remain unimpaired and in full force and
effect, and Lessee hereunder agrees to attorn to the then owner of the leased
premises.
14.05 Rent Tax. If applicable in the jurisdiction where the leased
premises are situated, Lessee shall pay and be liable for all rental, sales and
use taxes or other similar taxes, if any, levied or imposed by any city, state,
county or other governmental body having authority, such payments to be in
addition to all other payments required to be paid to Lessor by Lessee under the
terms of this Lease. Any such payment shall be paid concurrently with the
payment of the rent, additional rent, operating expense or other charge upon
which the tax is based as set forth above.
14.06 Captions. The captions appearing in this Lease are inserted only as
a matter of convenience and in no way define, limit, construe or describe the
scope or intent of any section.
14.07 Notice. All rent and other payments required to be made by Lessee
shall be payable to Lessor at the address set forth in section 1.05. All
payments required to be made by Lessor to Lessee shall be payable to Lessee at
the address set forth in section 1.05, or at any other address within the United
States as Lessee may specify from time to time by written notice. Any notice or
document required or permitted to be delivered by the terms of this Lese shall
be deemed to be delivered (whether or not actually received) when deposited in
the United States Mail, postage prepaid, certified mail, return receipt
requested, addressed to the parties at the respective addresses set forth in
section 1.05.
14.08 Submission of Lease. Submission of this Lease to Lessee for
signature does not constitute a reservation of space or an option to lease.
This Lease is not effective until execution by and delivery to both Lessor and
Lessee.
14.09 Corporate Authority. If Lessee executes this Lease as a
corporation, each of the persons executing this Lease on behalf of Lessee does
hereby personally represent and warrant that Lessee is a duly authorized and
existing corporation, that Lessee is qualified to do business in the state in
which the leased premises are located, that the corporation has full right and
authority to enter into this Lease, and that each person signing on behalf of
the corporation is authorized to do so. In the event any representation or
warranty is false, all persons who execute this Lease shall be liable,
individually, as Lessee.
14.10 Severability. If any provision of this Lease or the application
thereof to any person or circumstance shall be invalid or unenforceable to any
extent, the remainder of this Lease and the application of such provisions to
other persons or circumstances shall not be affected thereby and shall be
enforced to the greatest extent permitted by law.
14.11 Lessor's Liability. If Lessor shall be in default under this Lease
and, if as a consequence of such default, Lessee shall recover a money judgment
against Lessor, such judgment shall be satisfied only out of the right, title
and interest of Lessor in the building as the same may then be encumbered and
neither Lessor nor any person or entity comprising Lessor shall be liable for
any deficiency. In no event shall Lessee have the right to levy execution
against any property of
14
Lessor nor any person or entity comprising Lessor other than its interest in the
building as herein expressly provided.
14.12 Indemnity. Lessor agrees to indemnify and hold harmless Lessee from
and against any liability or claim, whether meritorious or not, arising with
respect to any broker whose claim arises by, through or on behalf of Lessor.
Lessee agrees to indemnify and hold harmless Lessor from and against any
liability or claim, whether meritorious or not, arising with respect to any
broker whose claim arises by, through or on behalf of Lessee.
ARTICLE 15.00 AMENDMENT AND LIMITATION OF WARRANTIES
15.01 Entire Agreement. IT IS EXPRESSLY AGREED BY LESSEE, AS A MATERIAL
CONSIDERATION FOR THE EXECUTION OF THIS LEASE, THAT THIS LEASE, WITH THE
SPECIFIC REFERENCES TO WRITTEN EXTRINSIC DOCUMENTS, IS THE ENTIRE AGREEMENT OF
THE PARTIES; THAT THERE ARE, AND WERE, NO VERBAL REPRESENTATIONS, WARRANTIES,
UNDERSTANDINGS, STIPULATIONS, AGREEMENTS OR PROMISES PERTAINING TO THIS LEASE OR
TO THE EXPRESSLY MENTIONED WRITTEN EXTRINSIC DOCUMENTS NOT INCORPORATED IN
WRITING IN THIS LEASE.
15.02 Amendment. THIS LEASE MAY NOT BE ALTERED, WAIVED, AMENDED OR
EXTENDED EXCEPT BY AN INSTRUMENT IN WRITING SIGNED BY LESSOR AND LESSEE.
15.03 Limitation of Warranties. LESSOR AND LESSEE EXPRESSLY AGREE THAT
THERE ARE AND SHALL BE NO IMPLIED WARRANTIES OF MERCHANTABILITY, HABITABILITY,
FITNESS FOR A PARTICULAR PURPOSE OR OF ANY OTHER KIND ARISING OUT OF THIS LEASE,
AND THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THOSE EXPRESSLY SET FORTH IN
THIS LEASE.
ARTICLE 16.00 OTHER PROVISIONS
16.01 HAZARDOUS WASTE. See Addendum 1 attached hereto and made a part
hereof.
16.02 LIABILITY INSURANCE. See Addendum 1 attached hereto and made a part
hereof.
16.03 CERTIFICATE OF OCCUPANCY. See Addendum 1 attached hereto and made a
part hereof.
16.04 PRO RATA SHARE. Lessor and Lessee agree that Lessee's pro rata
share upon lease commencement shall be 21.47%.
16.05 In return for Lessor waiving a portion of the base rent for months 1
through 60 of the primary lease term, Lessee agrees to complete all construction
and be responsible for all construction costs which include construction
management fees, architectural fees, permit fees, and utility connections fees.
All construction must be completed by September 1, 1998 and be in compliance
15
with local, municipal and state ordinances. The construction is to include, but
is not limited to, the following items:
1. Construct a minimum of 10,000 square feet of office.
2. Install a minimum of 47 tons of air conditioning with a minimum of
six (6) HVAC package units.
3. Install a continuous 2' x 4' or 2' x 2' (acoustical ceiling tile
with bat insulation) drop ceiling throughout office area.
4. Lessee shall provide Lessor with a complete set of plans of the
proposed finish, including sepias or mylars.
The construction and plans must be approved by Lessor, which approval shall not
be unreasonably withheld.
16.06 In the event Lessee does not comply with section 16.05 by September
1, 1998, Lessor will have a claim for a portion and/or all of the base monthly
rent waived per section 1.04.
16.07 Lessor agrees to provide Lessee with the leased premises effective
within two (2) business days after lease execution, to complete tenant
improvements, at which time all provisions of this Lease Agreement will apply,
except section 2.01 the payment of base rent.
16.08 CONSTRUCTION BY LESSEE. See Addendum II attached hereto and made a
part hereof.
16.09 SITE PLAN. See Exhibit A attached hereto and made a part hereof.
16.10 GUARANTEED EXPANSION. Notwithstanding the foregoing, Lessor and
Lessee agree that Lessee shall expand into the expansion space effective on the
23rd month of the lease term as shown on Exhibit A, for a new total square
footage of 18,965 square feet. Lessor and Lessee agree that Lessee shall
deposit with Lessor an additional $1,885 to increase the security deposit in
Section 1.04 for a total deposit of $13,971.50 prior to the commencement of the
23rd month. In addition, Lessor and Lessee agree that Lessee's pro rata share
shall increase from 21.47% to 28.20%.
16.11 SIGN CRITERIA. See Addendum III attached hereto and made a part
hereof.
16.12 RIGHT OF FIRST REFUSAL. See Addendum IV attached hereto and made a
part hereof.
16.13 RENEWAL OPTION. See Addendum IV attached hereto and made a part
hereof.
16.14 Lessor agrees to repair the following items prior to commencement
date:
a. Repair all roof leaks to demised space and clean downspouts.
b. Powerwash exterior sidewalk.
c. Replace any window seals which have pulled away.
16.15 Lessor and Lessee agree that Lessor shall make its best efforts to
have Lessor's lender to execute a subordination attornment and nondisturbance
agreement similar to the form attached hereto and made a part hereof as Exhibit
B.
16
ARTICLE 17.00 SIGNATURES
SIGNED at DALLAS, TEXAS , this 18 day of May , 1998.
------------------ -------- ---------- --
LESSOR LESSEE
JUPITER PARKWAY VILLAGE, LTD. MICROTUNE, INC., a Texas corporation
------------------------------ ----------------------------------------
By: /s/ Xxxxx Xxxxx Kezhaya By: /s/ Xxxxxxx Xxxxxx
--------------------------- -------------------------------------
Xxxxx Xxxxx Kezhaya [interlineated text] Xxxxxxx Xxxxxx
President - Wulaadna, Inc. [interlineated text] V.P., Finance
------------------------------ ----------------------------------------
(Type Name and Title) (Type Name and Title)
17
ADDENDUM I
3.03 (cont'd.) COMPLIANCE WITH LAWS, RULES AND REGULATIONS. Should the
building of which the leased premises are a part not be classified as a
"commercial facility which is a place of public accommodations" as defined in
Title III of the American With Disabilities Act of 1990 (the Act) on the date
hereof, and Lessee's use, alterations or improvements thereafter causes the
building to be classified as such, Lessee shall be responsible for and shall
indemnify Lessor against any and all costs and expenses of Lessor associated
with complying with the Act.
16.01 HAZARDOUS WASTE. The term "Hazardous Substances," as used in this Lease
shall mean pollutants, contaminants, toxic or hazardous wastes, or any
other substances, the use and/or the removal of which is required or the
use of which is restricted, prohibited or penalized by any
"Environmental Law," which term shall mean any federal, state or local
law, ordinance or other statute of a governmental or quasi-governmental
authority relating to pollution or protection of the environment. Lessee
hereby agrees that (i) no activity will be conducted on the premises
that will produce any Hazardous Substance, except for such activities
that are part of the ordinary course of Lessee's business activities
(the "Permitted Activities") provided said Permitted Activities are
conducted in accordance with all Environmental Laws and have been
approved in advance in writing by Lessor; Lessee shall be responsible
for obtaining any required permits and paying any fees and providing any
testing required by any governmental agency; (ii) the premises will not
be used in any manner for the storage of any Hazardous Substances except
for the temporary storage of such materials that are used in the
ordinary course of Lessee's business (the "Permitted Materials")
provided such Permitted Materials are properly stored in a manner and
location meeting all Environmental Laws and approved in advance in
writing by Lessor; Lessee shall be responsible for obtaining any
required permits and paying any fees and providing any testing required
by any governmental agency; (iii) no portion of the premises will be
used as a landfill or a dump; (iv) Lessee will not install any
underground or above ground tanks of any type; (v) Lessee will not allow
any surface or subsurface conditions to exist or come into existence
that constitute, or with the passage of time may constitute a public or
private nuisance; (vi) Lessee will not permit any Hazardous Substances
to be brought onto the premises, except for the Permitted Materials
described below, and if so brought or found located thereon, the same
shall be immediately removed, with proper disposal, and all required
cleanup procedures shall be diligently undertaken pursuant to all
Environmental Laws. Lessor or Lessor's representative shall have the
right but not the obligation to enter the premises for the purpose of
inspecting the storage, use and disposal of Permitted Materials to
ensure compliance with all Environmental Laws. Should it be determined,
in Lessor's sole opinion, that said Permitted Materials are being
improperly stored, used, or disposed of, then Lessee shall immediately
take such corrective action as requested by Lessor. Should Lessee fail
to take such corrective action with 24 hours, Lessor shall have the
right to perform such work and Lessee shall promptly reimburse Lessor
for any and all costs associated with said work. If at any time during
or after the term of the lease, the premises is found to be so
contaminated or subject to said conditions, Lessee shall diligently
institute proper and thorough cleanup procedures at Lessee's sole cost.
Before taking any action to comply with hazardous material laws or to
clean up hazardous material contaminating the premises,
Lessee shall submit to Lessor a plan of action, including any and all
plans and documents required by any hazardous material law to be
submitted to a governmental authority (collectively, a "plan of
action"). Before Lessee begins the actions necessary to comply with
hazardous material laws or to clean up contamination from hazardous
materials, Lessor shall have (1) approved the nature, scope and timing
of the plan of action, and (2) approved any and all covenants and
agreements to effect the plan of action. Lessee agrees to indemnify and
hold Lessor harmless from all claims, demands, actions, liabilities,
costs, expenses, damages and obligations of any nature arising from or
as a result of the use of the premises by Lessee. The foregoing
indemnification and the responsibilities of Lessee shall survive the
termination or expiration of this Lease.
Permitted Materials (if none, enter "None"):
16.02 LIABILITY INSURANCE. Lessee shall, at its sole expense, maintain at all
times during the term of this Lease public liability insurance with
respect to the leased premises and the conduct or operation of Lessee's
business therein, naming Lessor as an additional insured, with limits of
not less than $1,000,000.00 for death or bodily injury to any one or
more persons in a single occurrence and $500,000.00 for property damage.
Lessee shall deliver a certificate of such insurance to Lessor on or
before the commencement date and thereafter from time to time upon
request.
16.03 CERTIFICATE OF OCCUPANCY. Upon occupancy of the leased premises, Lessee
shall be required to obtain a Certificate of Occupancy (the CO) from the
municipality in which the building is located. Failure of Lessee to
obtain and deliver the CO to Lessor upon occupancy shall be a default
which shall allow Lessor to pursue the remedies set forth in Article
11.02 of this Lease.
-0-
XXXXXXXX "XX"
-------------
CONSTRUCTION BY LESSEE
CONSTRUCTION BY LESSEE: Lessee accepts the leased premises "as is,"
whether the leased premises is in shell form or has been previously occupied.
Any finish-out construction or refurbishing work, including all utility
connections, HVAC and plumbing repairs, etc., shall be performed by Lessee.
This paragraph is subject to the following terms and conditions:
1. Lessee, at Lessee's cost, shall submit plans and specifications
prepared by a State Licensed and Registered Architect for the finish-
out work to Lessor within 30 days from the execution date of this
lease. Lessee's plans and specifications must be approved by Lessor's
Construction Manager in writing prior to the commencement of
construction. All work shall be performed in conformance with such
approved plans and specifications in a good and workmanlike manner
and in compliance with all applicable laws, rules, codes, ordinances
and regulations. Lessee, at Lessee's sole cost and expense, shall
obtain all permits required prior to commencement of construction.
Lessor, at Lessor's sole option, may require Lessee to prepay half of
---------------------------------------------------------------------
the estimated construction price to either Lessor or general
------------------------------------------------------------
contractor.
----------
2. Lessee assumes all responsibility with regard to modifications or
construction alterations necessary to meet the provisions of the
Americans with Disabilities Act (ADA) and the Texas Accessibility
Standards (TAS). All necessary submittals to the Texas Department of
Licensing and Regulation (TDLR) will be the responsibility of the
Lessee. Any alterations to the leased premises required to comply
with the ADA and on TAS during the term of this Lease shall be at the
sole cost and expense of the Lessee.
3. Lessee shall provide Lessor with a complete list of contractors and
subcontractors who will be performing working in or on the leased
premises, as well as copies of all contracts. Lessor, in its sole
discretion, shall have the right to reject any contractor or
subcontractor.
4. Lessee shall furnish Lessor a Certificate of Insurance on the general
contractor who is to perform the work naming Lessor as an additional
insured on Lessee's liability insurance in the form as shown on Page
2 of this addendum in the amount of coverage as set forth on Page 3
of this addendum.
5. If work is performed by Lessee on parts of the building that are
presently under warranty from other contractors or subcontractors,
including but not limited to the roof, heating, ventilating and air
conditioning systems, electrical and sprinkler systems, such work
shall be done by Lessor's contractor or subcontractor who is
responsible under the warranty at Lessee's expense.
6. Construction Manager reserves the right to suspend or cancel work if
confronted with a discrepancy or problem concerning the construction
in relation to the property.
7. Upon completion of the work, Lessor's Construction Manager shall
inspect the leased premises to insure that the work has been
performed in accordance with the approved plans and specifications.
Upon acceptance of the work, lien waivers from all contractors and
subcontractors who performed work on the leased premises and a copy
of a Certificate of Occupancy, must be provided to Lessor. Any
claims, judgments, lawsuits, etc., brought about due to a failure in
producing said documents are the direct responsibility of Lessee, and
constitutes default of the Lease.
8. Lessee shall hold Lessor harmless from and indemnify Lessor against
any and all liability, cost, expenses, including attorney's fees,
claims, demands, or causes of action for damage to persons or
property arising out of or in connection with the work performed by
Lessee, its employees, agents, contractors or subcontractors.
9. [Interlineated text]
-0-
XXXXXXXX MANAGEMENT COMPANY OF DALLAS, INC.
Insurance Requirements for Tenant Finish Construction
1. The minimum amount of coverage Bradford Management Company of Dallas, Inc.
require for tenant finish construction is:
General Liability $1,000,000
Auto Liability $1,000,000
Umbrella Liability $2,000,000
Worker's Compensation Statutory
Employer's Liability $ 500,000
The attached certificate exemplifies the insurance coverage and language
required on the policy.
2. Bradford Management Company of Dallas, Inc. is to be named as the
Certificate Holder at the address shown on attached example.
3. Bradford Management Company of Dallas, Inc. and property owners must be
named as additional insured. The additional insured language must read
exactly as shown on attached example.
4. The certificate must state that the Certificate Holder will be notified
within 30 days if the insurance is terminated. The CANCELLATION language
must read as follows: "Should any of the above described policies be
canceled before the expiration date thereof, the issuing company will mail
30 days written notice to the Certificate Holder named to the left."
5. Underwriters must currently be rated at least a B+VII by AM Best Key Rating
Guide.
If you have any questions pertaining to any of this information, please contact
your Bradford Companies representative.
[Image of Category 3 Certificate of Liability Insurance example for
Bradford Management Company of Dallas, Inc. inserted here.]
EXHIBIT A
Master Plan, Jupiter Park Village
PROJECT DATA
------------
BUILDING TABULATION
-------------------
Building A 32,107 SF
Building B 12,[xxx] SF
Building C 21,[xxx] SF
---------------------------------
Total Building Area: 6[x,xxx] SF
[Graphical image of Buildings A, B and C, together with parking and other
configurations inserted here.]
-2-
ADDENDUM III
JUPITER PARKWAY VILLAGE
SIGN CRITERIA AND REQUIREMENTS
The purpose of this sign criteria is to create a graphic environment that is
individual and distinctive in identity for the Tenants and also compatible with
other signs within the Center. The total concept should give an impression of
quality and professionalism, as well as instill a good business image.
Lettering shall be well proportioned and its design, spacing and legibility
shall be a major criterion for approval.
The following specifications are to be used for the design of your sign:
however, in all cases, final written approval must be obtained from the Lessor
-- --------
prior to the manufacturing or installation of any signage. Lessor shall make
interpretation of this sign policy.
NOTICE: Written approval and conformance with these specifications does not
------ ---- ---
imply conformance with local City and County sign ordinances. Please have your
sign company check with local authorities to avoid non-compliance with local
codes.
A. REQUIRED SIGNS
-------- -----
1. Tenant shall be requested to identify its premises by erecting one (1)
sign which shall be attached directly to the building fascia as
described hereinafter. Where the leased Premises is a corner store,
the Tenant may install a fascia sign in each fascia when the parallel
lease frontage exceeds fifteen (15) feet, and the criteria shall
govern each frontage respectively.
2. Tenant shall not be allowed to open for business without approved
required signs in place. Failure to open for this reason shall not
excuse the Tenant from the performance of its obligations under the
Lease.
B. TYPE OF SIGN -- Front of Lease Space
---- -- ----
Aluminum Alco-band to have routed out letters not to exceed 18" in type
style as approved by Property Management; Plex to be #2283 Red letter.
C. TYPE OF SIGN -- Rear of Lease Space
------------
Individual, single faced, raceway mounted letters. Letters are to be
mounted on a 6" deep x 8" high raceway. Raceway to be aligned with bottom
of letters. Business identification only will be allowed -- no
advertising.
-3-
D. SIZE OF SIGN
---- -- ----
1. Depth -- 4"; height -- not to exceed 18"; Multiple Rows -- not to
exceed 28" in total height including spaces between rows; Minimum
Letter Size -- 12".
2. The overall length or spread of letters cannot exceed 75% of the total
linear store front measurement of the leased space. Sign length and
square must comply with City of Plano Sign Ordinances.
E. STYLE OF SIGN
----- -- ----
1. Any style (block or script) may be used. Upper and lower case are
allowed. Property Management will have final review over height
increases for script letters.
2. Logos in addition to signage must be approved. They must be
proportionate to height of fascia and sign and in same color as
signage.
3. All lines of lettering shall run horizontally.
F. COLOR OF SIGN
----- -- ----
1. Face Plexiglass -- Color of face to be #2283.
2. Return -- Black or white.
3. Trim Cap - Black with black, white with white returns.
4. Raceway -- Color to be Dark Bronze #313.
G. CONSTRUCTION OF LETTERS
------------ -- -------
1. Individual channel letters will have 1/8" plexiglass faces.
2. Returns and Backs -- .063 gauge aluminum (minimum).
3. NO armorplate or wood in the manufactured returns may be used.
--
H. PLACEMENT OF LETTERS
--------- -- -------
1. Letters are to be located on signage area of building as determined by
Lessor. (See attached sign location drawings). The assigned position
for each Tenant sign shall be as close to a center-of-frontage
location as possible subject to allowances for positioning corner
store signs and suitable space between adjacent Tenant signs, as
determined by the Lessor.
2. The principal base of all sign letters shall be aligned on a base line
located as determined by the Lessor for each Tenant sign and as
indicated on the attached sign drawings.
-4-
I. LIGHTING
--------
1. All lighting will be internal face lighting.
2. All copy will be mounted on raceway regardless of lighting for rear
signage.
3. All neon used shall be 15 mm clear red.
4. Electrical power shall be brought to required location at lessee's
expense. Routing and location of conduit and other required items
shall not be visible on front of fascia.
5. Penetration of structure and graphic beams shall be kept to a minimum
and must have proper insulation for high voltage cable.
6. Transformers shall be concealed in raceway.
7. Final electrical connection of sign to transformer box will be
performed by a licensed electrician approved by management.
8. Owner shall provide an access panel in the Front canopy soffit to the
sign wiring area.
J. DETAIL DRAWING
------ -------
1. Prior to awarding a contract for fabrication and installation, Tenant
shall submit three (3) scaled drawings to:
Bradford Management Co. of Dallas
Retail Architectural Department
0000 X. Xxxxxxx Xxxx., Xxxxx 000
Xxxxxxxxxx, XX 00000
for final review and approval. One copy shall be returned to Tenant
with its required modifications and/or approval.
2. Elevation of building fascia and sign shall be drawn using a minimum
1/4" = 1'0" scale.
3. Drawing shall indicate the following specifications: Type, Color and
thickness of plexiglass; type of materials; finish used on returns;
type of illumination and mounting method.
4. Drawing must include fascia cross section showing electrical
connections.
5. Non-corrosive mounting fasteners must be used.
-5-
K. TRAILER SIGNS OR TEMPORARY SIGNS
------- ----- -- --------- -----
Trailer will not be permitted.
---
Banner will be permitted for initial 30 day period.
L. ADDRESS SIGNAGE
------- -------
Street address will be installed by Lessor. 3" while die-cut vinyl or
plastic letters.
M. WINDOW SIGNS
------ -----
Submit three (3) copies of 1/4" = 1'0" scaled drawings for approval.
N. THE FOLLOWING ARE NOT PERMITTED
--- --------- --- --- ---------
1. Roof signs or box signs.
2. Cloth signs hanging in front of business.
3. Exposed seam tubing.
4. Animated or moving components.
5. Intermittent or flashing illumination.
6. Iridescent painted signs.
7. Letter mounted or painted on illuminated panels.
8. Signs or letters painted directly on any surface except as herein
provided.
9. Signs installed or placed along perimeter of shopping center.
10. The names, stamps or decals of manufacturers or installers shall not
be visible except for technical data (if any) required by governing
authorities.
-6-
ADDENDUM IV
RIGHT OF FIRST REFUSAL: Lessor hereby grants to Lessee a right of first refusal
to lease any suite or all of the suites at the project known as Jupiter Park
Village as shown on Exhibit "A" attached hereto. If Lessor desires to lease any
portion of such space to a third party other than the existing occupants
(tenants) or their assignees and/or related partners at Jupiter Park Village,
Lessor shall first notify Lessee in writing of its intention to offer such space
for lease. Lessee shall have five (5) days from receipt of such notice to
notify Lessor in writing of Lessee's intent to exercise its right of first
refusal. If Lessee does not exercise its right of first refusal, then the right
of first refusal as to the space described in the notice from Lessor to Lessee
shall terminate and Lessor may lease such space to any third party. If Lessee
elects to exercise its right of first refusal to lease such described space, the
term for such space shall expire simultaneously with the term of this Lease, and
the rent for such described space shall be based on the then prevailing rental
rates for properties of equivalent quality, size, utility and location, with the
length of the Lease term and credit standing of Lessee to be taken into account,
but in no event shall the rent be less than the base monthly rent set forth in
Section 1.04 of this Lease, otherwise subject to all of the same terms,
covenants, and conditions of this Lease. Within fourteen (14) days from the
date of Lessee's election to exercise its right of first refusal, Lessee shall
execute plans and specifications, change orders showing construction costs to be
paid by Lessee, if any, and a modification and ratification of this Lease to
include the additional space; otherwise Lessee's right of first refusal shall
terminate as to the space described in the notice from Lessor to Lessee and
Lessor may lease such space to any third party.
RENEWAL OPTION: If, at the end of the primary term of this Lease, Lessee has
not been in monetary default and is not in default in any of the terms,
conditions or covenants of the Lease, Lessee, but not any assignee or subtenant
of Lessee, is hereby granted an option to renew this Lease for one (1)
additional term of twenty-four (24) months upon the same terms and conditions
contained in this Lease with the following exceptions:
A. The renewal option term will contain no further renewal options unless
expressly granted by Lessor in writing; and
B. The rental for the renewed term shall be $7.50 per square foot for the
first twelve (12) months and $8.50 per square foot for the next twelve
(12) months.
If Lessee desires to renew this Lease, Lessee will notify the Lessor of its
intention to renew no later than six (6) months prior to the expiration date of
the Lease; Lessor shall, within the next fifteen (15) days notify Lessee in
writing of the proposed rental rate and the Lessee shall, within the next
fifteen (15) days following receipt of the proposed rate, notify the Lessor in
writing of its acceptance or rejection of the proposed rental rate. Rejection
of the proposed rental rate terminates any renewal option pursuant to this
paragraph.
-7-
EXHIBIT B
ADDENDUM "H"
------------
SUBORDINATION, ATTORNMENT
-------------------------
AND NONDISTURBANCE AGREEMENT
----------------------------
THIS AGREEMENT is entered into this _________ day of __________, 199___ by
and between Microtune, Inc., a Texas corporation , hereinafter called
----------------------------------------------
"Tenant" and Canyon Creek National Bank , hereinafter called "Lender."
--------------------------------
RECITALS
--------
WHEREAS, Tenant is the Tenant under that certain Commercial Lease Agreement
("Lease") dated _____________ between Tenant and ________________ ("Borrower"),
as Landlord, covering certain real property located in the City of Plano, County
-----
of Collin, State of Texas, more fully described in Exhibit "B" attached hereto
------ -----
and made a part hereof (the "Premises").
WHEREAS, Lender has made a mortgage loan to Borrower secured by a deed of
trust from Borrower to Lender (the "Mortgage"), covering the premises.
WHEREAS, Tenant agreed to enter into the Lease provided Lender would
execute this agreement.
AGREEMENT
---------
NOW THEREFORE, in consideration of the mutual covenants and agreements
herein contained and in order to induce Tenant to enter the Lease, Tenant and
Lender hereby agree and covenant as follows:
1. The Lease and the estate conveyed thereby are and shall at all times
continue to be subject and subordinate in all respects to the Mortgage and to
all renewals, modifications as hereinafter set forth in this Agreement.
2. So long as Tenant is not in default (beyond any period given Tenant to
cure such default) in the payment of rent or additional rent or in the
performance of any of the other terms, covenants or conditions of the Lease on
Tenant's part to be performed, Tenant's possession under the Lease and Tenant's
rights and privileges thereunder or under any extensions or renewals thereof
which may be effected in accordance with any option therefore contained in the
lease, shall not be diminished or interfered with by Lender under any
circumstances and Tenant's occupancy shall not be disturbed by Lender during the
term of the Lease or any extensions or renewals thereof. Lender will be bound
by the terms of the Lease and will not join Tenant as a party defendant in any
foreclosure proceeding taken by Lender.
3. If the interests of Borrower shall be acquired by Lender by reason of
foreclosure of the Mortgage or other proceedings brought to enforce the rights
of the holder of the Mortgage, by
-8-
deed in lieu of foreclosure or by any other method and Lender succeeds to the
interest of Borrower under the Lease, the Lease and the rights of Tenant
thereunder shall continue in full force and effect and shall not be terminated
or disturbed except in accordance with the terms of the Lease. Tenant shall be
bound to Lender under all of the terms, covenants and conditions of the Lease
for the balance of the term thereof remaining and any extensions or renewals
thereof which may be effected in accordance with any option therefore contained
in the Lease, with the same force and effect as if Lender were the Landlord
under the Lease and Tenant does hereby attorn to Lender, as its landlord, said
attornment to be effective and self operative without the execution of any other
instruments on the part of either party hereto, immediately upon Lender's
succeeding to the interest of Borrower under the Lease, provided, however, that
Tenant shall be under no obligation to pay rent to Lender until Tenant receives
written notice from Lender that it has succeeded to the interests of Borrower
under the Lease. The respective rights and obligations of Tenant and Lender upon
such attornment, to the extent of the then remaining balance of the term of the
lease and any extensions or renewals, shall be and are the same as not set forth
in the Lease, it being the intention of the parties hereon for this purpose to
incorporate the lease into this Agreement by reference, with the same force and
effect as if set forth at length herein.
4. If Lender shall succeed to the interests of Borrower under the Lease,
Lender shall be bound to Tenant under all of the terms, covenants and conditions
of the Lease and Tenant shall have the same remedies against Lender for the
breach of any agreement contained in the lease that Tenant might have had under
the Lease against Borrower if Lender had not succeeded to the interests of
Borrower; provided further, however, that Lender shall not be:
a. Liable for any act or omission of any prior landlord (including
Borrower); or
b. Bound by any rent or additional rent which Tenant might have paid
for more than one (1) month in advance to any prior landlord
(including Borrower).
5. This Agreement may not be modified orally or in any other manner other
than by an agreement in writing signed by the parties hereto or their respective
successors in interest. Tenant further agrees to send to Lender at the
following address copies of those notices given to Borrower pursuant to the
terms of the aforesaid Lease which relate to Borrower's or Tenant's default,
insurance, casualty and condemnation matters at the same time such notice is
given to Borrower:
_____________________________
_____________________________
_____________________________
Attention: _________________
This Agreement shall inure to the benefit of and being binding upon
the parties hereto, their respective heirs, successors and assigns, it being
expressly understood that all references herein to Lender shall be deemed to
include not only Lender, but also its successors and assigns.
-9-
RULES AND REGULATIONS
1. Lessor agrees to furnish Lessee two keys without charge. Additional keys
will be furnished at a nominal charge. Lessee shall not change locks or
install additional locks on doors without prior written consent of Lessor.
Lessee shall not make or cause to be made duplicates of keys procured from
Lessor without prior approval of Lessor. All keys to leased premises shall
be surrendered to Lessor upon termination of this Lease.
2. Lessee will refer all contractors, contractor's representatives and
installation technicians rendering any service on or to the leased premises
for Lessee to Lessor for Lessor's approval before performance of any
contractual service. Lessee's contractors and installation technicians
shall comply with Lessor's rules and regulations pertaining to construction
and installation. This provision shall apply to all work performed on or
about the leased premises or project, including installation of telephones,
telegraph equipment, electrical devices and attachments and installations
of any nature affecting floors, walls, woodwork, trim, windows, ceilings
and equipment or any other physical portion of the leased premises or
project.
3. Lessee shall not at any time occupy any parts of the leased premises or
project as sleeping or lodging quarters.
4. Lessee shall not place, install or operate on the leased premises or in any
part of the building any engine, stove or machinery, or conduct mechanical
operations or xxxx thereon or therein, or place or use in or about the
leased premises or project any explosives, gasoline, kerosene, oil, acids,
caustics, or any flammable, explosive or hazardous material without written
consent of Lessor.
5. Lessor will not be responsible for lost or stolen personal property,
equipment, money or jewelry from the leased premises or the project
regardless of whether such loss occurs when the area is locked against
entry or not.
6. No dogs, cats, fowl, or other animals shall be brought into or kept in or
about the leased premises or project.
7. Employees of Lessor shall not receive or carry messages for or to any
Lessee or other person or contract with or render free or paid services to
any Lessee or to any of Lessee's agents, employees or invitees.
8. None of the parking, plaza, recreation or lawn areas, entries, passages,
doors, elevators, hallways or stairways shall be blocked or obstructed or
any rubbish, litter, trash, or material of any nature placed, emptied or
thrown into these areas or such area used by Lessee's agents, employees or
invitees at any time for purposes inconsistent with their designation by
Lessor.
9. The water closets and other water fixtures shall not be used for any
purpose other than those for which they were constructed, and any damage
resulting to them from misuse or by the
-10-
defacing or injury of any part of the building shall be borne by the person
who shall occasion it. No person shall waste water by interfering with the
faucets or otherwise.
10. No person shall disturb occupants of the building by the use of any radios,
record players, tape recorders, musical instruments, the making of unseemly
noises or any unreasonable use.
11. Nothing shall be thrown out of the windows of the building or down the
stairways or other passages.
12. Lessee and its employees, agents and invitees shall park their vehicles
only in those parking areas designated by Lessor. Lessee shall furnish
Lessor with state automobile license numbers of Lessee's vehicles and its
employees' vehicles within five days after taking possession of the leased
premises and shall notify Lessor of any changes within five days after such
change occurs. Lessee shall not leave any vehicle in a state of disrepair
(including without limitation, flat tires, out of date inspection stickers
or license plates) on the leased premises or project. If Lessee or its
employees, agents or invitees park their vehicles in areas other than the
designated parking areas or leave any vehicle in a state of disrepair,
Lessor, after giving written notice to Lessee of such violation, shall have
the right to remove such vehicles at Lessee's expense.
13. Parking in a parking garage or area shall be in compliance with all parking
rules and regulations including any sticker or other identification system
established by Lessor. Failure to observe the rules and regulations shall
terminate Lessee's right to use the parking garage or area and subject the
vehicle in violation of the parking rules and regulations to removal and
impoundment. No termination of parking privileges or removal of
impoundment of a vehicle shall create any liability on Lessor or be deemed
to interfere with Lessee's right to possession of its leased premises.
Vehicles must be parked entirely within the stall lines and all directional
signs, arrows and posted speed limits must be observed. Parking is
prohibited in areas not striped for parking, in aisles, where "No Parking"
signs are posted, on ramps, in cross hatched areas, and in other areas as
may be designated by Lessor. Parking stickers or other forms of
identification supplied by Lessor shall remain the property of Lessor and
not the property of Lessee and are not transferable. Every person is
required to park and lock his vehicle. All responsibility for damage to
vehicles or persons is assumed by the owner of the vehicle or its driver.
14. Movement in or out of the building of furniture or office supplies and
equipment, or dispatch or receipt by Lessee of any merchandise or materials
which require use of elevators or stairways, or movement through the
building entrances or lobby, shall be restricted to hours designated by
Lessor. All such movement shall be under supervision of Lessor and carried
out in the manner agreed between Lessee and Lessor by prearrangement before
performance. Such prearrangement will include determination by Lessor of
time, method, and routing of movement and limitations imposed by safety or
other concerns which may prohibit any article, equipment or any other item
from being brought into the building. Lessee assumes, and shall indemnify
Lessor against, all risks and claims of damage to persons and properties
arising in connection with any said movement.
-11-
15. Lessor shall not be liable for any damages from the stoppage of elevators
for necessary or desirable repairs or improvements or delays of any sort or
duration in connection with the elevator service.
16. Lessee shall not lay floor covering within the leased premises without
written approval of the Lessor. The use of cement or other similar
adhesive materials not easily removed with water is expressly prohibited.
17. Lessee agrees to cooperate and assist Lessor in the prevention of
canvassing, soliciting and peddling within the building or project.
18. Lessor reserves the right to exclude from the building or project, between
the hours of 6:00 p.m. and 7:00 a.m. on weekdays and at all hours on
Saturday, Sunday and legal holidays, all persons who are not known to the
building or project security personnel and who do not present a pass to the
building signed by the Lessee. Each Lessee shall be responsible for all
persons for whom he supplies a pass.
19. It is Lessor's desire to maintain in the building or project the highest
standard of dignity and good taste consistent with comfort and convenient
for Lessees. Any action or condition not meeting this high standard should
be reported directly to the Lessor. Your cooperation will be mutually
beneficial and sincerely appreciated. Lessor reserves the right to make
such other and further reasonable rules and regulations as in its judgement
may from time to time be necessary, for the safety, care and cleanliness of
the leased premises and for the preservation of good order therein.
-12-
MODIFICATION AND RATIFICATION OF LEASE
This Modification and Ratification of Lease Agreement is made and entered
into between JUPITER PARKWAY VILLAGE, LTD. (Lessor or Landlord) and MICROTUNE,
----------------------------- ----------
INC., a Texas corporation (Lessee or Tenant) for and in consideration of One
-------------------------
Dollar ($1.00) and other good and valuable consideration, receipt of which is
hereby acknowledged.
W I T N E S S E T H:
1. Lessor and Lessee hereby confirm and ratify, except as modified below,
all of the terms, conditions and covenants in that certain written Lease
Agreement dated May 18, 1998 and amended June 1, 1999 and August 6, 1998,
--------------------------------------------------------
between Lessor and Lessee, for the rental of the following described property:
0000 Xxxx Xxxxx Xxxxxxx, Xxxxx 000, Xxxxx, Xxxxx 00000 located in Jupiter Park
Village and containing approximately 18, 965 square feet per Job Number 1127484.
2. Lessor and Lessee agree that per section 16.10 of the Lease Agreement;
(a) the effective date for the Guaranteed Expansion space of 4,526 square feet
shall be changed from July 1, 2000 to November 15, 1999, (b) the additional
security deposit of $1,885.00 shall be required from Lessee by Lessor upon
execution of this Modification and Ratification of Lease, and (c) Lessee's pro
rata share shall increase from 21.47% to 28.20% effective November 15, 1999.
3. Lessor and Lessee agree that effective November 15, 1999, the base rent
shall no longer be waived, and shall be $528.47 per month.
4. Lessor and Lessee agree that effective September 1, 2001, the base rent
shall increase from $528.47 per month by $7,373.62 per month for a new base rent
of $7,902.09 per month.
SIGNED at Dallas, Texas , this 13th day of Oct. , 1999.
---------------------- ---- --------- --
LESSOR:
Attest JUPITER PARKWAY VILLAGE, LTD.
--------- -----------------------------
By:
---------------------------------
Xxxxx Xxxxx Kezhaya
Title: President - Wulaadna, Inc.
----------------------------
LESSEE:
Attest /s/ Xxxxxxx Xxxxxx MICROTUNE, INC., a Texas corporation
------------------ ------------------------------------
By: /s/ Xxxxxxx Xxxxxx
---------------------------------
Xxxxxxx Xxxxxx
(Corporate Seal) Title: Vice President, Finance
----------------------------
MODIFICATION AND RATIFICATION OF LEASE
This Modification and Ratification of Lease Agreement is made and entered
into between JUPITER PARKWAY VILLAGE, LTD. (Lessor or Landlord) and MICROTUNE,
----------------------------- ----------
INC., a Texas corporation (Lessee or Tenant) for an in consideration of One
-------------------------
Dollar ($1.00) and other good and valuable consideration, receipt of which is
hereby acknowledged.
W I T N E S S E T H:
1. Lessor and Lessee hereby confirm and ratify, except as modified below,
all of the terms, conditions and covenants in that certain written Lease
Agreement dated May 18, 1998 and amended June 1, 1998, between Lessor and
-------------------------------------
Lessee, for the rental of the following described property: 0000 Xxxx Xxxxx
Xxxxxxx, Xxxxx 000, Xxxxx, Xxxxx 00000 located in Jupiter Park Village and
containing approximately 14,439 square feet of which 12,000 square feet is air
conditioned office space effective September 1, 1998, then effective July 1,
2000 containing approximately 18,965 square feet, per Job Number 1127484.
2. Lessor and Lessee agree that the suite number of Lessee's address, per
section 1.02 and 1.05 of the Lease Agreement shall be corrected from "Suite 388"
to "Suite 188."
SIGNED at Dallas, Texas , this 6th day of August , 1998.
------------------------- --- -------------- --
LESSOR:
Attest JUPITER PARKWAY VILLAGE, LTD.
--------- -----------------------------------
By: /s/ Xxxxx Xxxxx Kezhaya
--------------------------------
Xxxxx Xxxxx Kezhaya
Title: President - Wulaadna, Inc.
--------------------------
LESSEE:
Attest /s/ Xxxxxxx Xxxxxx MICROTUNE, INC., a Texas corporation
------------------ ------------------------------------
By: /s/ Xxxxxxx Xxxxxx
---------------------------------
Xxxxxxx Xxxxxx
(Corporate Seal) Title: Vice President, Finance
------------------------------
MODIFICATION AND RATIFICATION OF LEASE
This Modification and Ratification of Lease Agreement is made and entered
into between JUPITER PARKWAY VILLAGE, LTD. (Lessor or Landlord) and MICROTUNE,
----------------------------- ----------
INC., a Texas corporation (Lessee or Tenant) for an in consideration of One
-------------------------
Dollar ($1.00) and other good and valuable consideration, receipt of which is
hereby acknowledged.
W I T N E S S E T H:
1. Lessor and Lessee hereby confirm and ratify, except as modified below,
all of the terms, conditions and covenants in that certain written Lease
Agreement dated May 18, 1998, between Lessor and Lessee, for the rental of the
------------
following described property: 0000 Xxxx Xxxxx Xxxxxxx, Xxxxx 000, Xxxxx, Xxxxx
00000 located in Jupiter Park Village and containing approximately 14,439 square
feet of which 12,000 square feet is air conditioned office space, per Job Number
1127484.
2. Lessor and Lessee agree that the total security deposit of "$13,971.50"
per Section 16.10 of the Lease Agreement shall be corrected to "$13,917.50."
3. Lessor and Lessee agree that "None" shall be entered under "Permitted
Materials" in section 16.01 of the Lease Agreement.
SIGNED at Dallas, Texas , this 1st day of June , 1998.
--------------------- --- ----------- --
LESSOR:
Attest JUPITER PARKWAY VILLAGE, LTD.
--------- ------------------------------------
By: /s/ Xxxxx Xxxxx Kezhaya
---------------------------------
Xxxxx Xxxxx Kezhaya
Title: President - Wulaadna, Inc.
------------------------------
LESSEE:
Attest MICROTUNE, INC., a Texas corporation
-------- ------------------------------------
By: /s/ Xxxxxxx Xxxxxx
---------------------------------
Xxxxxxx Xxxxxx
(Corporate Seal) Title: Vice President, Finance
------------------------------
