Exhibit 10.1
OFFICE LEASE
THIS LEASE MADE THIS 23rd. day of August, 1999, by and between 701 Xxxxxxxx
Associates, Inc., A FLORIDA CORPORATION hereinafter called Lessor, and Integra
Staffing Inc., hereinafter called Lessee.
WITNESSETH:
Lessor hereby leases to Lessee, upon the terms and conditions hereinafter set
forth, the building space (hereinafter called "premises") as shown on Exhibit
"A" attached. The premises shall consist of approximately 1,540 square feet in
the building known as Suite "B" as shown on said Exhibit "A" to be accepted in
"As Is" condition. The building is located at North Pointe Office Park, 701 West
Fletcher Avenue, Tampa, Hillsborough County, Florida.
1. BASE RENT
BASE RENT SCHEDULE
Year Size (SF) Rate/SF Annual Rent Monthly Payment
1 1,540 $ 9.00 $13,860 $1,155.00
2 1,540 10.00 $15,400 $1,283,33
3 1,540 11.00 $16,940 $1,411.67
CAM and Sales Tax not included above.
Rent may be paid by Lessee or by an assignee of Lessee or by a subtenant, having
been approved by the Lessor. It is understood that applicable sales and use tax
be paid by the Lessee for each installment under the original term and option
periods, if any.
2. TERM. The term of this lease is for a period of three (3) years i beginning
on the 1 day of November, 1999 and ending on the 30th day of October 2000
3. Intentionally left blank.
4. ADDITIONAL RENT. In addition to the basic rent, Lessee shall pay as
additional rent his prorata share of: (a) all real estate taxes and assessments
assessed, imposed, or levied against Xxxxx Xxxxxx Xxxxxx Xxxx, Xxxxx I (of which
Lessee's premises are a part), during any fiscal tax year which occurs wholly or
partly during the term of the lease; (b) all insurance including liability, fire
and casualty on the building and common areas of the office park; @ all common
area maintenance charges including but not limited to parking lot repair and
maintenance, lawn service, common area lighting, trash removal and utility
(water and sewer) charges; an administrative management fee.
The amount due from Lessee is estimated at $0 per square foot in the base year,
or $385 per month, plus all applicable state of Florida Sales and use Taxes and
shall be payable monthly with the base rent.
All of the above expense items shall be filled on prorata basis for the exact
amount of such expenses. Any overages shall be credited to the amounts due for
the ensuring period and any shortages shall be billed to the tenants. Such
prorata share shall be computed on the basis of square footage leased of 1.540
square feet to total square footage of 8,400 square feet, and shall be billed at
least annually. At the time of billing, upon request, Lessor shall provide
Lessee with copies of all invoices or contracts for insurance, parking lot
maintenance, lawn service, common area lighting, trash removal, etc. from which
Lessee's prorata share has been calculated. Adjustments to the above amounts may
be made from time to time as determined by Lessor.
5. Intentionally left blank.
6. DEPOSITS. Lessor hereby acknowledges receipt of $ 0 Dollars Security Deposit
as security for the performance of Lessee's obligations under this lease,
including without limitation the surrender of possession of the Premises to
Lessor as herein provided. Upon default hereunder by Lessee, Lessor may apply
said deposit to any loss or damage resulting from such default. The security
deposit shall not be considered and shall not be credited against any rents due
under this lease. Lessor further acknowledges receipt of $0 Dollars for the
first monthly installment of annual minimum rental and Expense amounts as herein
set out, including state sales tax.
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7 Intentionally left blank
8. Intentionally left blank.
9. COVENANT TO PAY RENT. Lessee shall pay the rent and any additional rent as
herein provided to Lessor at Lessor's address stated herein or at such other
place as Lessor shall designate in writing without demand and without
counterclaim, deduction or set-off. If any Monthly Rent Payment is not paid
within five (5) business days after its due date, Lessee also agrees to pay with
said Monthly Rent Payment an additional rent equal to ten percent (10%) of the
past due Monthly Rent Payment.
10. POSSESSION. The taking of possession of the premises by Lessee and the
commencement of interior improvements by Lessee shall constitute complete
acceptance of the premises in their then condition, and a waiver of any
obligation of Lessor to make any further improvements to the premises. Lessee
agrees to execute an estoppel letter or letter of acceptance and operation lease
at the time Lessee takes possession. Lessee further agrees to furnish Lessor, at
the time of taking possession, with Certificate of Insurance giving proof of
Lessee's compliance with the insurance requirements of this lease. Lessee
further agrees to furnish to Lessor at Lessor's request an executed estoppel
letter stating the amount of the security deposit being held by Lessor, the
amount and date due of the monthly rental payment and that neither Lessor nor
Lessee are in default under the terms of this lease.
11. USE OF THE PREMISES. Lessor represents and warrants that the leased premises
may be used and occupied for the conduct of a temporary staffing service for
office and professional personnel and for no other use. Use of premises for day
labor service and/or labor/construction service is prohibited.
12. CARE OF PREMISES. Lessee shall commit no acts of waste and shall take good
care of the premises and the fixtures and appurtenances therein, and shall, in
the use and occupancy of the premises, conform to all laws, orders, and
regulations of the federal, state and municipal governments and any of their
departments. Tenant shall keep the premises in a clean and sightly, first class
condition.
13. MAINTENANCE AND REPAIR. Lessee shall repair any damage to the premises
caused by Lessee or by any of Lessee's employees, agents, customers,
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invitees or licensees, other than from ordinary wear. Lessee shall maintain the
interior of the premises and all doors, windows, beating, cooling and mechanical
equipment and plate glass, and Lessor agrees, whenever possible, to extend to
Lessee the benefit of any enforceable manufacturer's warranties on such
equipment. If Lessee refuses or neglects to make repairs and/or refuses to
maintain the premises or any part thereof in a manner reasonably satisfactory to
Lessor, Lessor shall have the right, upon giving Lessee reasonable written
notice of its election to do so, to ; make such repairs or perform such
maintenance on behalf of and for the account of Lessee. In such event, such work
shall be paid for by Lessee promptly upon receipt of a xxxx therefore.
Lessor shall, at its expense, maintain in good condition and repair, the roof,
foundation, structural supports, underground or otherwise concealed plumbing to
the point of entry to the premises, exterior walls, (excluding store front,
doors, window glass, and plate glass), exterior painting, unexposed and exterior
electrical systems to the premises. Lessor shall not in any way be liable to
Lessee for failure to make repairs as herein specifically required unless Lessee
has previously notified Lessor in writing of the need for such repairs and
Lessor has failed to commence and complete said repairs within a reasonable
period of time following receipt of such notification.
14. REMOVAL OF PROPERTY. All improvements made by Lessee to the premises which
are so attached to the premises so that they cannot be removed without material
injury to the premises, shall become the property of Lessor upon installation.
Not later than the last day of the term, Lessee shall, at Lessee's expense,
remove all of the Lessee's personal property and those improvements made by
Lessee which have not become the property of Lessor, including trade fixtures,
cabinetwork moveable paneling, partitions, and the like; repair all injury done
by or in connection with installation or removal of such property and
improvements; surrender the premises in as good condition as they were at the
beginning of the term, reasonable wear, and damage by fire, the elements,
casualty, or other cause not due to or neglect by Lessee or Lessee's agent
Lessee or Lessee's agents, employees, visitors or licensees, excepted.
At such time, Lessor shall return without interest Lessee's security deposit.
Throughout the term of the lease, Lessor may utilize said security deposit for
construction of premises. All property of Lessee remaining on the premises after
the last day of the term of this lease shall be conclusively deemed abandoned
and may
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be removed by Lessor, and Lessee shall reimburse Lessor for the cost of such
removal.
15. ALTERATIONS Except for Lessee's signs, Lessee shall not make any structural
or exterior alterations or additions upon said premises. Lessee shall have the
right to make non-structural interior alterations and repairs with obtaining
consent of Lessor.
16. HAZARDOUS AGnVI11ES. Waste. ABANDONMENT. Lessee shall not do or suffer
anything to be done on the premises that will increase the rate of fire
insurance on the building. Lessee shall not permit the accumulation of waste or
refuse matter on the leased premises or anywhere in or near the building. Lessee
shall not, without first obtaining the written consent of Lessor, abandon the
premises or allow the premises to become vacant or deserted,
17. RULES AND REGULA110NS. Lessee shall observe and comply with such reasonable
rules and regulations as Lessor may prescribe, on written notice to Lessee for
the safety, care, and cleanliness of the building and the comfort, quiet, and
convenience of other occupants of the building.
18. CONTROL OF EXTERIOR APPEARANCE. The exclusive right is reserved by Lessor to
control the exterior appearance of the entire premises, including but not
limited to all signs, decorations, lettering and advertising visible from the
exterior or doors), shades, awnings, window coverings, exterior or interior
lights, antenna, canopies, or anything whatsoever affecting the visual
appearance of the building. Lessee will not place or cause to be placed or
maintained any item of any kind on or in any of the premises affecting the
visual appearance of the building or common areas without first obtaining
Lessor's written approval and consent. Lessee further agrees to maintain any
said items as may be approved in good condition and repair at all times.
19. U11LITY SERVICES. Lessee shall pay for all utility services which may be
furnished to or used in or about the premises and shall keep the same free and
clear of any lien or encumbrance of any kind whatsoever created by Lessee's acts
or omissions. Lessor shall cause all utilities to be separately metered to the
premises, except for water which will be a common meter and tenant will be
billed for its equitable share of water use. In the event that the Lessor leases
a portion of the
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premises to a tenant deemed by the Lessor to be a user of water and service
services in excess of the normal usage required by other tenants then the Lessor
will, at his discretion, separately flow meter that tenant's water usage and
xxxx the tenant directly for his portion of the water usage. The balance of the
utility charges will be billed to the remaining tenants for their equitable
share of water use.
20. DAMAGES. If the leased premises are damaged or destroyed by fire or
casualty, the Lessor does not elect to terminate the lease, Lessor shall proceed
with reasonable diligence to restore the same to its former condition. Lessee
agrees that during any period of reconstruction or repair of the demised
premises it will continue the operation of its business within the demised
premises to the extent practicable. During the period from the occurrence of the
casualty until Lessor's repairs are completed, the minimum guaranteed rental
shall be reduced by the Lessor to such extent as may be fair and reasonable,
however, there shall be no abatement of the other charges provided for herein.
21. WAIVER OF SUBROGATION. Lessor and Lessee hereby waive any rights each may
have against the other on account of any loss or damage occasioned to Lessor or
Lessee, as the case may be, their respective property, the premises, or its
contents or to other portions of the Office Park, arising from any risk
generally covered by fire and extended coverage insurance policies then in use
in the state where the Office Park is situated; and the parties each, on behalf
of their respective insurance companies insuring the property of either Lessor
or Lessee against any such loss, waive any right of subrogation that such
companies may have against Lessor or Lessee, as the case may be. Lessor and
Lessee covenants with each other that, to the extent such insurance endorsement
is available, they will each obtain for the benefit of the other a waiver of any
right of subrogation from their respective insurance companies, if such
endorsement is requested. Lessor shall not be liable for any damage to or
destruction of any of Lessee's goods, merchandise, fixture or property caused by
fire or any other cause whatsoever.
22. REMEDIES OF LESSOR. If Lessee shall default in the payment of the rent
reserved herein, or in the payment of any item of additional rent or other
monies, due hereunder, or any part of same, or Lessee shall default in the
observance of any of the other terms, covenants and conditions of this lease; or
If the demised premises must be abandoned, deserted or vacated, or if Less shall
sublet the demised premises or assign this lease except as herein provided; or
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If Lessee shall make an assignment for the benefit of creditors, or file a
voluntary petition in bankruptcy or be adjudicated a bankrupt by any court and
such adjudication shall not be vacated thirty (30) days or Lessee takes the
benefit of any insolvency act, or Lessee be dissolved voluntarily or
involuntarily or have a receiver of Lessee's property appointed in any
proceedings other than bankruptcy proceedings, and such appointment shall not be
vacated within thirty (30) days after if has been made; then, upon the happening
of anyone or more of the defaults or events specified above, this lease and the
term hereof shall at the option and election of the Lessor wholly cease and
terminate, and there upon or at any time thereafter, Lessor may re- enter said
premises either by force or otherwise and have possession of the same and/or may
recover possession thereof by summary proceedings otherwise but Lessee shall
remain liable to Lessor.
If Lessee shall default in the performance or observance of any term or
condition in this lease and shall not cure such default within such 15 day
period and thereafter proceed with diligence to complete such cure Lessor may,
but shall not be obligated to, cure such default by Lessee under this lease; and
whenever Lessor so elects all costs and expenses incurred by Lessor, including
reasonable attorneys' fees, in curing a default shall be paid by Lessee to
Lessor on demand, together with interest thereon from the date of payment by
Lessor to date of payment by Lessee.
In the event of anyone or more of the defaults set out above, all payments of
rent, additional rent or of lease or any extension thereof, shall, at the option
of Lessor, become immediately due and payable in full. Lessor may re-enter the
demised premises using such force for that purpose as may be necessary without
being liable to any prosecution therefore, and Lessor may repair or alter the
demised premises in such manner as to Lessor may seem necessary or advisable to
re-let the demised premises. The Lessor has the right to relet said premises and
to collect any deficiency in reletting in addition to any reasonable expenses
incurred, however, the Lessee's obligation to pay damages must survive the
termination of the lease and the election by Lessor of any single remedy does
not preclude the use of any other remedy whether or not mentioned in this lease,
23 LITIGATION, COURT COSTS. Attorney's FEES. In the event that at any time
either Lessor or Lessee shall institute any action or proceeding against the
other relating to the provisions of this lease or any default hereunder, then
and in that event, the prevailing party in such action or proceeding shall be
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entitled to recover from the other party its reasonable costs, expenses and
attorneys' fees which shall be deemed to have accrued on the commencement of
such action is prosecuted to judgment. The parties waive trial by jury in any
action, proceeding or counterclaim brought by either of them against the other
on any matters whatsoever arising under this lease. This lease shall be governed
by, construed, and enforced in accordance with the laws of the State of Florida.
24. ASSIGNMENT AND SUBLETTING. Lessee may assign or encumber this lease and the
estate granted hereby and may sublease and lease premises in whole or in part,
with written permission of Lessor. Consent by Lessor one or more assignments of
subletting~ shall not operate as a waiver of Lessor's rights as to any
subsequent assignments and sublettings. However, notwithstanding any such
assignment, or subletting, Lessee shall remain primarily responsible to Lessor
for the payment of rent and performance of all covenants, terms and conditions
hereof on Lessee's part to be performed. The assignee or sublessee must agree to
perform any and all obligations of the Lessee under this lease.
25. SUBORDINATION OF LEASE. This Lease shall be subject and subordinate to all
mortgages that may now or hereinafter be granted by Lessor on the real property
of which the premises form a part, and also to all renewals, modifications,
consolidations, and replacements of such mortgages. Lessee hereby appoints
Lessor attorney-in-fact, irrevocably, to execute and deliver any such instrument
for Lessee.
26. MECHANICS' LIENS. Lessee shall within ten (10) days after notice from
Lessor, discharge or bond off any mechanics' liens for materials or labor
claimed to have parties are hereby placed on notice that the interest of the
Lessor shall not be subject to liens for improvements made by or on behalf of
the Lessee upon the demised premises, and Lessee shall have no authority to
subject Lessor's interest to such claims or liens.
27 NOTICE
LESSOR 701 Xxxxxxxx Associates, Inc. Attn: Xxxxxx X. Xxxxx
000 Xxxxx Xxxxxx Xxxxxx Xxxxx, Xxxxxxx 00000
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LESSEE: 000 Xxxxxxxx Xxxxxx Xxxxx X
Xxxxx, Xxxxxxx 00000
Any notice which is to be give to either party hereunder shall be deemed
sufficiently given if sent by certified or registered mail, postage prepaid, to
such party at its address appearing above in writing. Any notice given to Lessee
shall also be given to any assignee or sublessee and all notices to any assignee
or sublessee of Lessee shall also be sent to Lessee.
28. RIGHT TO INSPECT AND REPAIR. Lessor may, but shall not be obligated to,
enter the premises at any reasonable times, on reasonable notice to Lessee
(except that no notice be given in case of emergency) for the purpose of
inspection or the making of such repairs, replacements, or additions in, to, on
and about the premises or building, as Lessor deems necessary or desirable.
29. CONSTRUCI1VE EVICI10N. Lessee shall not be entitled to claim a constructive
eviction for any cause unless Lessee shall have first notified Lessor in writing
of the condition or conditions given rise to such claim and, if the complaint be
justified, unless Lessor shall have filed within a reasonable time after receipt
of such notice to commence remedying such conditions. Lessee shall serve notice
of Lessor's default to the holder of the first mortgage on the premises. The
holder of the first mortgage shall have the right, but not the obligation, to
cure the default.
30. CONDEMNATION. The parties hereto agree that should the demised premises, or
such portion thereof as will make the premises unusable for the purposes herein
leased, be taken or condemned by competent authority for public or quasi public
use, then this lease shall terminate from the date when possession of the part
so taken shall be required for the use and purpose for which it had been taken.
If the lease continues after a partial taking, the rent shall xxxxx
proportionately as to the part taken. All compensation awarded for such taking
of the building, the fee, and the leasehold, shall belong to and be the property
of Lessor; provided, however, the Lessor shall not be entitled to any portion of
the award made to Lessee for the value of Lessee's trade fixtures. Lessee shall
not be entitled to any
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damages for the unexpired portion of the term of this lease, or injury to its
leasehold interest.
31. INSURANCE. Less during the entire term hereof, shall maintain public
liability insurance with personal injury coverage of at least $300,000 per
person and $500,000 property damage with respect to the leased premises and the
business operated thereon and shall name Lessor as an additional insured under
such insurance.
32. INCREASE IN FIRE OR CASUALTY INSURANCE PREMIUM. In the event Lessee's
occupancy causes any increase of premium for the fire, extended coverage, or
other casualty or liability insurance on the building or any part thereof, above
the rate for the least hazardous type of occupancy legally permitted in the
leased premises, Lessee shall pay the additional premiums on the casualty or
liability insurance policies by reason thereof. The Lessee shall also pay in
such event any additional premiums on the rent insurance policy that may be
carried by the Lessor for its protection against rent loss through casualty.
Bills for such additional premiums shall be due from and payable by Lessee when
rendered, and the amount thereof shall be paid as additional rent.
33. INDEMNITY. Lessee covenants that Lessor shall not be liable for any damage
or liability of any kind or for any injury to or death of persons or damage to
property of Lessee or any other person during the term of this lease, from any
cause whatsoever, by reason of the use, occupancy, and enjoyment of the premises
by Lessee or any person thereon by holding under said Lessee, and that Lessee
will indemnify and save harmless Lessor from all liability whatsoever on account
of any such real or claimed damage or injury and from all liens, claims and
demands arising out of the use upon said premises, but Lessee shall not be
liable for damage or injury occasioned by the negligence of Lessor and its
designated agents, servants or employees. This obligation to indemnify shall
include reasonable legal counsel and investigation costs and all other
reasonable costs, expenses and liabilities from the first notice that any claim
or demand is to be made or may be made.
34. LESSOR RIGHT TO CANCEL. Should the operation of Lessee's business be or
become or attract customers whose conduct is offensive or in any way threatening
to the Lessor, the other tenants, in the office park or the customers of the
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tenants, the Lessor may, at Lessor's option, cancel and terminate this lease,
effective thirty (30) days after written notice thereof to Lessee.
35. OUIET ENJOYMENT. Provided Lessee has perforn1ed all of the terms, covenants,
agreements and conditions of this Lease, including the payment of Rent and all
other sums due hereunder, Lessee shall peaceably and quietly hold and enjoy the
Premises against Lessor and all persons claiming by, through or under Lessor,
for the tern1 herein described, subject to the provisions and conditions of the
lease.
The Lessor agrees to make reasonable efforts to protect the Lessee from
interference or disturbance by third persons; however, the Lessor shall not be
liable for any such interference or disturbance, whether caused by other Leases
of the Lessor or other persons, nor shall the Lessee be released from any of the
obligations of this Lease because of such interference or disturbance.
36. Intentionally left blank.
37. INTERPRETATION. If any provisions of the lease are contrary to the law of
the State of Florida, each provision shall be deemed stricken here from and the
balance of this lease shall remain fully in effect. If there is more than one
Lessee or Lessor they shall be bound jointly and severally. The terms "Lessor"
and "Lessee" and pronoun referring thereto shall be deemed to include their
respective heirs, executors, administrators, successors, and assigns without
regard to gender or number wherever the context so permits. The captions to each
article are used for convenience only and are not to be considered a part of
this agreement nor used in interpreting it.
38. RECORDING. The lease shall not be recorded.
39. AUTHORITY TO EXECUTE. Lessor and Lessee do each hereby respectively
represent to the other that it has the capacity and authority to enter into this
agreement.
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40. NO OTHER REPRESENTATIONS. No representations or promises shall be binding on
the parties hereto except those representations and promises contained herein or
in some future writing signed by the party making such representations or
promises.
41. ADDI110NAL TERMS. Any additional terms of this lease may be set forth in an
attachment hereto labeled "Addendum", and in the event of any conflict or
inconsistency between the terms of the text of this lease and the provisions set
forth in the Addendum, the provisions of the Addendum shall govern.
IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals
the day and year first above written.
WITNESSES: 701 XXXXXXXX ASSOCIATES, INC.,
A FLORIDA CORPORATION
/s/ Xxxxxx X. Xxxxxxxx By: /s/ Xxxxxx X. Xxxxx
-------------------------- --------------------------
"Lessor"
/s/ Xxxxxxx Xxxx Xxxxxx X. Xxxxx, President
--------------------------
/s/ Xxxxxx X. Xxxxxxxx By: /s/ Xxxxx Xxxxxxx
-------------------------- --------------------------
Integra Staffing
Xxxxx Xxxxxxx, President
/s/ Xxxxxxx Xxxx
--------------------------
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ADDENDUM
The space is being leased to the tenant on an" As Is" basis, however, tenant is
making interior improvements, including carpet and paint. Tenant will provide
itemized costs to landlord and escrow the cost of improvements with landlord who
will in turn pay the vendors.
Lease will commence November 1, 1999, however, tenant will have the availability
of access upon execution of this lease.
Tenant acknowledges tab terms of this lease are strictly confidential and be
will not discuss these matters with other tenants.
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ABSOLUTE AND UNCONDITIONAL GUARANTEE OF LEASE AGREEMENT
In consideration of the making of the above Lease, dated August 24, 1999, by
Tenant with Landlord at the request of the undersigned, and in consideration of
Landlord's reliance on this Guaranty, the undersigned Jointly and severally if
more than one) hereby unconditionally, absolutely and irrevocably guarantee(s)
the prompt and full payment of the rent (both annual net rent, as adjusted from
time to time, and additional rent) and all other costs, expenses, charges and
payments to be paid by Tenant hereunder and the full and timely performance by
Tenant of all the terms, conditions, obligations, covenants and agreements of
the Lease, and the undersigned also promises to pay all the Landlord's costs and
expenses, including reasonable attorney's fees, incurred by Landlord (including
those incurred by trials, on appeal, and in bankruptcy and creditor's
reorganization proceedings) in enforcing this Guaranty or recovering damages for
the breach hereof. Landlord's consent to any assignment or assignments or
subleases, and successive assignments or subleases by Tenant and Tenant's
assigns, of this Lease, made either with or without notice to the undersigned,
or a changed or different use of the Leased Premises, or modification of the
Lease or Landlord's forbearance, delays, extensions of time or any forbearance
to enforce this Lease for any other reason, whether similar to or different from
the foregoing, shall be in no way or manner release the undersigned from
liability as Guarantor(s). Where the undersigned includes more than one party,
the obligation of each such party hereunder shall be joint and several. It will
not be necessary for Landlord to proceed first against Tenant in invoking any of
Landlord's remedies under the Lease or other remedies before proceeding to
enforce this Guaranty of Lease against the undersigned.
WITNESS the hand and seal of the undersigned on the date of the above
Lease.
SIGNED, SEALED AND DELIVERED
IN THE PRESENCE OF: Guarantors
/s/ Xxxxxx X. Xxxxxxxx /s/ Xxxxx Xxxxxxx
----------------------------- ----------------------------
/s/ Xxxxxxx Xxxx
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