EXHIBIT 10.6
LEASE AGREEMENT
This agreement made and entered into as of the 11th day of January,
1999, by and between Westgate Business Center, hereinafter referred to as
"Lessor" and Utah Webworks, Inc., of 000 Xxxxx 000 Xxxx, Xxxxx 000, Xxxx Xxxx
Xxxx, Xxxx 00000, Xxxxx Xxxxxx (h) 523-5915 and Xxxxx Xxxxxx (h) 583-6211,
hereinafter referred to as "Lessee."
WITNESSETH:
The Lessee desires to lease from the Lessor the Premises described
herein, and the Lessor is willing to enter into such lease on the terms and
conditions set forth hereafter.
NOW, THEREFORE, in consideration of their mutual covenants and
agreement contained herein, the Lessor and Lessee hereby agree as follows:
1. Premises Leased to Tenant.
(a) Lessor hereby leases and demises to Lessee those certain
premises more particularly described upon Exhibit A, attached hereto and
incorporated herein by reference thereto, which are located at 200 South and
between 000 Xxxx xxx 000 Xxxx, Xxxx Xxxx Xxxx, Xxxx. Lessee hereby leases and
takes from the Lessor on a temporary lease those premises which are outlined in
red on a copy of the floor plan of the building, Exhibit A, bounded by the
interior surfaces of the floors, walls, ceilings, windows and doors, together
with all fixtures and improvements contained therein.
(b) The space identified on Exhibit A constitutes a portion of
a group of buildings identified as the Westgate Business Center with over
200,000 square feet of floor space.
(c) Lessee shall have a nonexclusive right-of-way with respect
to the leased premises, its improvements and the land on which they are located
as may be reasonably necessary for access to and ingress and egress from the
premises and the right to use for necessary purposes along with other lessees
and users of the buildings any improvements associated with the building such as
rest rooms and other non-restricted common areas. Lessee shall have a
nonexclusive right to the use of the parking lots as required for reasonable use
of the space leased and occupied by lessee, but Lessee is hereby advised that on
occasion parking lots are leased for other events after 5:30 p.m. on weekdays
and on weekends and spaces may not always then be conveniently available.
(d) It is expressly agreed that Lessee shall utilize ____
parking spaces at $15 per stall per month in the parking lots on a regular
basis.
2. Term of Lease. This lease shall commence on January 15, 1999, and
shall continue through December 31, 2002, for a total of 36 months. In the event
Lessee remains in tenancy after the expiration of this lease, either party may
terminate by giving the other party written notice of at least thirty (30) days
prior thereto; but without such 30-day written notice this lease shall continue
upon the same terms, covenants and conditions as before, on a month-to-month
tenancy basis until terminated.
3. Rent and Payment of Rent. Lessee agrees to pay to the Lessor as
rental for the space leased on a regular monthly basis the amount of $5,940.00,
which payment shall be due on the first day of each month and shall be late
after five o'clock p.m. on the fifth day of each month. All late payments shall
bear a five percent (5%) late fee equal to $279.00 for each month for which the
payment is received after the fifth day. All payments are payable at Lessor's
office at 000 Xxxxx 000 Xxxx, Xxxxx 000, Xxxx Xxxx Xxxx, Xxxx 00000, in advance
and without demand, claims set-offs, or counterclaims of any kind against the
Lessor. The Lessee's failure to pay such payments and late fees shall be a
material breach of this lease. The payments shall be the same amount for each
month except for the second month of this lease which shall be pro rated to the
amount of $ N/A and shall be due on ________, 19_____.
Lessee to "use" Front Reception console but it shall remain property of
Lessor and shall be returned to Lessor upon move-out.
Lessee shall have permission to install sign in nail across from
elevator.
Plus $340 Deposit transferred from Suite 450 Lease (for extra office).
4. Security Deposit. Concurrently with the execution of this Lease,
Lessee shall deposit with the Lessor the sum of Five Thousand Six Hundred
dollars ($5,600.00) to be held as a security deposit to insure the faithful
performance by Lessee of all of the terms, covenants, and conditions of this
lease. When Lessee terminates the lease and vacates the leased premises, Lessor
shall refund to Lessee within ten (10) days said deposit less any sum spent by
Lessor to clean up the premises or repair damages caused by Lessee during the
term of its lease.
5. Use of Premises. The Lessee shall use the premises for office space
and/or warehousing or storage of materials. Such materials can include paper
products of all types but shall not otherwise include flammables, explosives,
nor give off gases or odors, shall not contain foodstuffs except in sealed
containers, shall not contain anything living, except as otherwise specifically
provided herein, and shall not in any manner be offensive to nor cause danger to
the other tenants of the building nor shall it violate any provision of Lessor's
insurance policy covering the building. Lessee shall not keep nor use on the
premises any article, item or thing prohibited by the terms of the hazard
insurance policy covering the building. Lessee shall not commit nor allow to be
committed any waste on the premises or any nuisance or act which would disturb
the quiet enjoyment of the space by any other occupant of the building. Lessee
shall at its own cost and expense comply with all applicable requirements of all
municipal, county, state, federal and other governmental authorities at all
times and shall obtain all permits or licenses and approvals that may be
necessary for conduct of Lessee's business in the Premises.
6. Condition of Leased Premises. Lessor shall provide Lessee within the
leased premises with secure walls, doors, windows and ceilings. The building
elevator, all access doors to the building, and access doors to the leased
premises shall be in working order. Lessee shall be provided with keys to any
areas necessary to allow it free and unencumbered use of its leased premises.
Office spaces of the building shall be heated and air conditioned but no other
areas. All other conditions of the building are accepted by Lessee as is with no
additional burden on Lessor to make improvements or changes during the term of
the lease except as expressly provided herein. At the termination of the lease,
Lessee shall peacefully surrender the premises and all improvements therein to
Lessor in the condition as good as when received, subject to reasonable wear and
tear.
7. Maintenance of Premises. Upon accepting the leased premises, Lessee
shall pay all costs of maintenance in regard to the leased premises including
any decorating or improvements required by it during the term of the lease to
keep it in good order. Lessor shall provide adequate electrical power to the
premises but Lessee shall replace any light globes or tubes which shall burn out
during the term of the lease. Any structural repairs or outside glass breakage,
trash removal and snow removal shall be at the expense of Lessor. Any damages
caused by Lessee shall be repaired at the expense of Lessee. No alterations to
the premises shall be permitted by Lessee without the express prior written
consent of Lessor.
8. Taxes and Utilities. Lessor shall pay all general property taxes
levied or assessed on the leased premises during the term of this lease. Lessee
shall pay all personal property taxes assessed upon the materials placed within
the leased premises by Lessee. Lessee shall pay all taxes, fees and permits
assessed to it or its business upon the leased premises during the term of this
lease. In the event Lessee uses any electrical equipment other than those
required for normal office use, Lessee shall pay any costs incurred in the use
of such equipment including utility charges.
9. Insurance. Lessor shall provide and maintain throughout the term of
the lease a policy of fire and extended coverage insurance upon the premises and
all fixtures and improvements thereon against loss by fire and other casualty in
an amount determined by Lessor in its reasonable discretion, but such policy
shall not insure Lessee's property nor office contents. Lessee shall at its own
cost and expense maintain throughout the term of the lease a policy of public
liability and property damage insurance against all liabilities related to its
use of the premises with limits of not less than $100,000 per occurrence for
personal injuries to or deaths of persons and not less than $300,000 for damage
to property resulting from any one occurrence. The policy shall name as insured
the Lessor and the Lessee and persons designated by Lessor. In the event Lessee
fails to maintain such a policy Lessee shall be deemed to be a self-insurer for
the same coverages. Lessee shall furnish Lessor with satisfactory evidence of
such insurance within fifteen (15) days following Lessor's written request. Such
policy shall provide that Lessor be given at least fifteen (15) days notice
prior to the effective date of cancellation or of any material change in such
policy of Lessee. Lessee shall obtain and maintain any required workmen's
compensation insurance upon its own employees. Lessee waives all rights of
recovery against Lessor or its agents on account of loss or damage occasioned to
Lessee to the extent that such loss or damages are covered under any insurance
policies carried by Lessee in force at any time of such loss or damage. Lessee
shall cause each insurance policy obtained by it hereunder to provide such
waiver.
10. Indemnification and Liens. Each party agrees to protect, defend,
indemnify and save harmless the other from all claims, liability and damages
arising out of or in connection with injuries to any person or persons or the
property of any person arising out of or in any manner related to Lessee's
operations on the leased premises. This indemnification applies to all acts or
omissions of Lessee, its agents, employees and invitees and to all acts and
omissions of Lessor, its agents, employees and invitees except and only for the
negligence of Lessee or Lessor or their agents or employees and invitees.
11. Casualty Loss. If the premises are completely destroyed by fire or
other casualty, this lease shall terminate on the date of such fire or casualty,
and no rental amount shall accrue or be paid on this lease thereafter. In the
event of partial destruction or damage so as to render the premises totally or
partially untenable, either party may terminate this lease by giving written
notice thereof to the other party within fifteen (15) days after said
destruction or damage. In the event of either of the foregoing terminations, the
Lessor shall not be liable for damages of any kind because of such termination.
In the event of any such casualty, Lessor shall give written notice of such
event within three (3) days of such occurrence.
12. Condemnation. If at any time during the term hereof the leased
premises or any part thereof is taken or condemned by public authority under the
laws of eminent domain, this lease shall terminate and all compensation if any
awarded by reason of the taking shall be paid to Lessor, and Lessee shall not be
entitled to any portion of the condemnation award.
13. Assignment and Subletting. Lessee shall not have the right to
assign or encumber its rights in this lease or in the premises or to let or
sublet premises or any part thereof without the prior written consent of Lessor.
No consent to any such assignment, encumbrance or subletting shall constitute a
waiver or consent as to any future assignment, encumbrance or subletting.
14. Inspection of Premises. Lessor may at all reasonable times enter
upon the leased premises for the purposes of inspection.
15. Signs. Lessor shall provide a directory to the premises and shall
identify by appropriate signs the location of Lessee's business space. No other
signs of any kind shall be erected or displayed by Lessee without the prior
written consent of Lessor.
16. Termination. Upon the expiration of the term of this lease or upon
any sooner termination, Lessee shall in ten (10) days thereafter remove from the
leased premises all of its personal property and clean up and remove from the
premises all rubbish and debris and restore and leave the premises in an orderly
and safe condition and surrender possession thereof to Lessor, also subject to
Lessor's final approval. In the event Lessee fails to comply with these
requirements, Lessor may undertake such removal and clean-up at the sole cost of
Lessee. In the event Lessee fails to make payment of any rentals due hereunder
or otherwise defaults in the performance of any covenant or condition of this
lease, Lessor may at its option give Lessee written notice of intention to
terminate the lease. Lessee shall have a period of ten (10) days after such
notice within which to cure such default. At the expiration of said ten (10)
days the lease shall terminate without further notice and upon such termination
all rights of Lessee hereunder shall cease and terminate and Lessor may reenter
and retake possession of the leased premises without legal process and remove
Lessee therefrom. No such termination shall release Lessee from the payment of
any sums that may then be due or from any other obligations it has undertaken
under the terms of this agreement. Lessee hereby expressly waives any and all
rights of redemption granted by present or future laws in the event of such
default.
17. Remedies. In addition to the remedies provided elsewhere herein,
Lessor shall have all remedies now or hereafter provided by law for enforcing
the provisions of this lease and the Lessor's rights hereunder. In the event of
any default hereunder by the Lessee, Lessor shall be entitled to recover from
Lessee all costs and expenses incurred by Lessor in the enforcement of this
lease agreement and its rights hereunder including reasonable attorneys' fees
and costs of court. In the event of default by Lessor, Lessee shall give Lessor
written notice thereof specifying the default and Lessor shall have thirty (30)
days within which to cure the default and Lessor shall have thirty (30) days
within which to cure or rectify the same. Lessee's sole remedy in the event of a
breach or default by Lessor shall be to terminate the lease agreement in which
event Lessee shall vacate the premises within fifteen (15) days after such
termination. If Lessor does not elect to terminate Lessee's obligations to pay
rent and perform according to the lease, this agreement shall continue unabated.
18. Notices. All notices to be served hereunder by either party shall
be in writing and shall be served by registered U.S. Mail addressed to the party
to be notified with return receipt requested. Any notices to Lessor, Westgate
Business Center, shall be sent to the attention of Xxxxxxx X. Xxxxxx, 180 South
000 Xxxx, Xxxxx 000, Xxxx Xxxx Xxxx, Xxxx 00000. All notices to the Lessee shall
be sent as follows:
Utah Webworks, Inc.
000 Xxxxx 000 Xxxx, Xxxxx 000
Xxxx Xxxx Xxxx, Xxxx 00000
or to such other address as the parties from time to time may hereinafter
designate by notice to each other.
19. Binding Effect. This lease shall be binding upon and inure to the
benefit of the parties hereto and their heirs, legal representatives,
successors-in-interest and assigns.
20. Enforcement. This agreement shall be interpreted in accordance with
the laws of the State of Utah and all actions brought to enforce it shall be
brought in the courts of the State of Utah and in the Third Judicial District.
IN WITNESS WHEREOF, the parties do each hereby execute and deliver this
lease as of the date above.
LESSEE: LESSOR:
Utah Webworks, Inc. Westgate Business Center
/s/ Xxxxx Xxxxxx /s/ Xxxxxx Street
------------------------------------- -------------------------------------
President Manager
EXHIBIT A
[Leased Premises]
DRAWING OF OFFICE PLAN ATTACHED HERE
