EXHIBIT 10.17
STANDARD COMMERCIAL LEASE
ARTICLE 1.00 BASIC LEASE TERMS
1.01 PARTIES. This lease agreement ("Lease") is entered into by and
between the following Lessor and Lessee:
SPECTRUM DEVELOPMENT, INC., a Florida corporation ("Lessor")
CREDIT CARD SOFTWARE, INC. ("Lessee")
1.02 LEASED PREMISES. In consideration of the rents, terms, provisions
and covenants of this Lease, Lessor hereby leases, lets and demises to Lessee
the following described premises ("leased premises"):
53,578 rentable/47,527 usable (Approximate sq. ft.) SEE EXHIBIT A FOR DEMISED
PREMISES (Job No.)
THE SPECTRUM (Name of building or project)
000 XXXXXXXXX XXXXX, XXXXX 000 (Xxxxxx address/suite number)
XXXXXXXX, XXXXXXX 00000 (City, State and Zip Code)
1.03 TERM. Subject to and upon the conditions set froth herein, the
term of this Lease shall commence on July 1, 1990 the "commencement date")
(the "completion date" which Lessor shall use its best efforts to establish as
_________________________________________), and shall terminate June 30, 2000.
1.04 BASE RENT AND SECURITY DEPOSIT. Base rent is $ See Article 16 of
Addendum per month. Security deposit is $41,668.96.
1.05 ADDRESSES.
Lessor's Address Lessor's Address
SPECTRUM DEVELOPMENT, INC. CREDIT CARD SOFTWARE, INC.
000 XXXXXXXXX XXXXX, XXXXX 000 000 XXXXXXXXX XXXXX, XXXXX 000
XXXXXXXX, XXXXXXX 00000 XXXXXXXX, XXXXXXX 00000
1.06 PERMITTED USE. Computer data/processing center and business office
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. One
monthly installment of rent 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. See the Addendum, Article 16 for monthly base rental amounts.
2.02 OPERATING EXPENSES. In the event Lessor's operating expenses for
the building and/or parcel of which the leased premises are a part shall in
any calendar year during the term of this Lease, exceed the sum of $5.50 PER
USABLE square foot. Lessee agrees to pay as additional rent Lessee's pro rata
share of such excess 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 payment 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
accounting 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 ten 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; electricity, fuel, water, sewer, gas and other utility charges;
security, window washing and janitorial services; trash and snow removal;
landscaping and pest control; 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, supplies, repairs,
replacements or other expenses for maintaining and operating the building or
project including parking and common 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 a 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 owners associations which accrue against the
building of which the leased premises are a part during the term of this
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 expenses which are the responsibility of
Lessee.
*less depreciation
**legal and collection costs
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 next 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 INCREASE IN INSURANCE PREMIUMS. In an increase in any insurance
premiums paid by Lessor for the building is caused by Lessee's use of the
leased premises in a manner other than as set forth in section 1.06, or if
Lessee vacates the leased premises and causes an increase in such premiums,
then Lessee shall pay as additional rent the amount of such increase to
Lessor.
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 security deposit
shall not be considered an 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, 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.
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, be extra hazardous on
account of fire or which would in any way increase or render void the fire
insurance on the building.
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 establish 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 the use, condition or 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.
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 term 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.
3.05 INSPECTION. Lessor or its authorized agents shall at any and all
reasonable times have the right to* enter the leased premises 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, or
use of the leased premises and any 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 proper to open any door in an emergency without liability
therefor.
*Entry by Lessor will be at reasonable times with reasonable prior notice
given Lessee.
ARTICLE 4.00 UTILITIES AND SERVICE
4.01 BUILDING SERVICES. Lessor shall provide water and electricity for
Lessee during the term of this Lease, Lessee shall pay all telephone charges.
Lessor shall furnish Lessee hot and cold water at those points of supply
provided for general use of other lessees in the building, central heating
and air conditioning in season (at times Lessor normally provides these
services to other lessees in the building, and at temperatures and in amounts
as are considered by Lessor to be standard or in compliance with any
government regulations, such service on Saturday afternoons, Sundays,
evenings and holidays to be furnished only upon the request of Lessee, who
shall bear the entire cost). Lessor shall also provide routine maintenance,
painting and electric lighting service for all public areas and special
service areas of the building in the manner and to the extent deemed by
Lessor to be standard. Lessor may, in its sole discretion, provide
additional services not enumerated herein. Failure by Lessor to any extent
to provide these defined services or any other services not enumerated, or
any cessation thereof, shall not render Lessor liable in any respect for
damages to either person or property, be construed as an eviction of Lessee,
work an abatement of rent or relieve Lessee from fulfillment of any covenant
in this Lease. Should any of the equipment or machinery break down, or for
any cause cease to function properly, Lessor shall use reasonable diligence
to repair the same promptly, but Lessee shall have no claim for rebate of
rent on account of any interruption in service occasioned from the repairs.
Lessor reserves the right from time to time to make changes in the utilities
and services provided by Lessor to the building.**
**After hour utility usage will be charged at $15.00 per hour. See
Addendum, Article 25 for building hours.
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 or entry by
unauthorized persons into the leased premises or the building.
4.03 JANITORIAL SERVICE. Lessor shall furnish janitorial services to
the leased premises and public areas of the building five times per week
during the term of this Lease, excluding holidays. Lessor shall provide
standard janitorial service to kitchens or storage areas included in the
leased premises. Standard janitorial service in these areas will not
include cleaning of dishes, glasses, or handling of food items.
4.04 EXCESSIVE UTILITY CONSUMPTION. Lessee shall pay all utility costs
occasioned by electrodata processing machines, telephone equipment,
computers, and other equipment of high electrical consumption, including
without limitation, the cost of installing, servicing and maintaining any
special or additional inside or outside wiring or lines, meters or submeters,
transformers, poles, air conditioning costs, or the cost of any other
equipment necessary to increase the amount or type of electricity or power
available in the leased premises. See Addendum, Article 26.
4.05 WINDOW COVERING. Lessor shall furnish and install window coverings
on all exterior windows to maintain a uniform exterior appearance. Lessee
shall not remove or replace these window coverings or install any other
window covering which would affect the exterior appearance of the building.
Lessee may install lined or unlined over draperies on the interior sides of
the Lessor furnished window coverings for interior appearance or to reduce
light transmission, provided such over draperies do not affect the exterior
appearance of the building or affect the operation of the building's heating,
ventilating or air conditioning systems.
4.06 CHARGE FOR SERVICE. All costs of Lessor for providing the services
set forth in article 4.00 (except those charges paid by Lessee pursuant to
section 4.04) shall be subject to the additional rent provision in section
2.02.
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, the structural soundness of the exterior walls, doors,
corridors, windows and other structures or equipment serving the leased
premises. Lessor's cost of maintaining and repairing 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, for any damage or inconvenience, and Lessee shall not be entitled to
any abatement or reduction of rent by reason of any repairs, alternations or
additions made by Lessor under this Lease.
5.02 LESSEE REPAIRS. Lessee shall, at its own cost and expense, repair
or replace any damage or injury to all or any part of the leased premises
caused by any act or omission of Lessee or Lessee's agents, employees,
invitees, licensees; provided, however, if Lessee fails to make the repairs
or replacements promptly, Lessor may, at its option, make the repairs or
replacements, and the costs of such repairs or replacements shall be charged
to Lessee as additional rent and shall become payable by Lessee with the
payment of the rent next due hereunder.
5.03 REQUEST FOR REPAIRS. All request 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.
ARTICLE 6.00 ALTERNATIONS 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.
Within fourteen days of receipt of plans and specifications, Lessee shall
execute a copy of the plans and specifications and, if applicable, change
orders setting froth the amount of any costs to be borne by Lessee. In the
event Lessee fails to execute the plans and specifications and change order
within the fourteen day period, Lessor may, at its sole option, declare this
Lease cancelled or notify Lessee that the base rent shall commence on the
completion date even though the improvements to be constructed by Lessor may
not be complete. Any change or modifications to the approved plans and
specifications shall be made and accepted by written change order or
agreements 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
alternations or physical additions in or to the leased premises without first
obtaining the written consent of Lessor, which consent shall not be
unreasonably withheld or delayed. 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; provided, however, Lessor, at its option, may require Lessee to
remove any physical additions and/or repairs any alternation in order to
restore the leased premises to the condition existing at the time Lessee took
possession, all*** costs of removal and/or alterations to be borne by Lessee.
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 interests of Lessor.
***fair wear and tear expected
ARTICLE 7.00 CASUALTY AND INSURANCE
7.01 SUBSTANTIAL DESTRUCTION. If the leased premises shall be totally
destroyed by fire or other casualty, or if the leased premises should be
damaged so that rebuilding cannot reasonably be completed within ninety
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 ninety 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 untenatable 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 untenable 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
notification by Lessee to Lessor of 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.
The Lessee shall be entitled to rebuild or repair such damages if the Lessor
fails to do so and to claim all reasonable costs from the Lessor.
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 biding 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
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
notwithstanding, 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 damage that
may occur in 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.
****Save for the negligence of the Lessor or its agents, employees or
sub-contractors
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 physical possession is taken by
the condemning authority Lessee shall have no claim to the condemnation award
or proceeds in lieu thereof. Lessor shall notify Lessee of any proposed
condemnation actions.
[Page missing from original lease]
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 any time during the term of this Lease, the rent
concessions, including any waived base rent, shall be cancelled 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
[Original text deleted]
ARTICLE 13.00 DEFINITIONS
13.01 ABANDON. "Abandon" means the vacating of all or a substantial
portion of the leased premises by Lessee. If Lessee continues to pay rental
for a period of nine consecutive months, Lessee will not for that period be
deemed to be in abandonment.
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. The 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 shall actually
taken 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 competed 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 continue a waiver of the default, but
Lessor shall have the right to declare the default of 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 breach of any of the terms,
provisions and covenants contained in this Lease.
14.02 ACT OF GOD. Lessee 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. The
prevailing party in any litigation will be entitled to recover attorney's
fees and costs.
14.04 SUCCESSORS. This Lease shall be binding upon and inure in 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 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 leases
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 expenses 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
Lease 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 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 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
The Addendum attached hereto is incorporated herein and
by this reference made a part hereof.
ARTICLE 17.00 SIGNATURES
SIGNED at Maitland, Florida this 28 day of June, 1990.
LESSOR LESSEE
VRS REALTY SERVICES - FLORIDA, INC. CREDIT CARD SOFTWARE, INC.
AS AGENT FOR:
SPECTRUM DEVELOPMENT, INC.
By: /s/ Xxxxxx X. XxXxxx, Xx. By: /s/ Xxxxxx X. Xxxxxxx
------------------------------------ --------------------------------
Xxxxxx X. XxXxxx, Xx. as President Xxxxxx X. Xxxxxxx, EVP
of VRS REALTY SERVICES - (Type Name and Title)
FLORIDA, INC.
(Type Name and Title)
Two Witnesses Two Witnesses
/s/ Xxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxxx
--------------------------------------- -----------------------------------
/s/ Xxxxxxx X. Xxxxxx /s/ Xxxxxxx X. Xxxxxx
--------------------------------------- -----------------------------------
ADDENDUM TO STANDARD COMMERCIAL LEASE
16. BASE RENTAL RATES: The following rates of rentable space shall
apply during the term of
Rate per Rentable
Lease Years Square Foot
----------- -----------------
1 & 2 $17.75
3 & 4 $18.46
5 & 6 $19.20
7 & 8 $19.97
9 & 10 $20.77
However, Lessee shall be granted free rent for the first nine months of the
lease term with the free rent being spread over the first 24 months of the
lease term which will result in a net effective rate of $11 per square foot
of rentable space. If Lessee increases the leased premises by taking
expansion space within the first nine months of the lease term, Lessee shall
receive free rent for the remaining number of months left in the first nine
months of the lease term and the credit shall be spread over the balance of
the first 24-month period of the lease term. For example, when Suite 105 is
added as of October 1, 1990, Lessee will receive the benefit of six months of
free rent spread over the remaining 18 months of the Initial 24-month period
of the lease term.
Additionally for the first 24 months of the lease term, Landlord shall
decrease the amount of base rent due by $5,593.75 a month ($134,250 over 24
months).
17. OPTION TO RENEW: Lessee has the option to renew this Lease for one
5-year term. Lessee must give Lessor written notice at least 120 days prior
to the end of the initial term that Lessee has elected to exercise its option
to renew the Lease. If Lessee elects to renew the Lease after the initial
term, Lessee shall pay rent to Lessor at the following rates per year at the
extended term:
Rate per Rentable
Option Year Square Foot
----------- -----------------
1 $22.22
2 $23.78
3 $25.45
4 $27.23
5 $29.14
18. MANDATORY EXPANSIONS: Lessee agrees it shall lease from Lessor the
following designated suites in the Spectrum at the time the current tenant's
leasee term, as extended if applicable, expires.
Rentable Date
Suite Square Footage Available
----- -------------- ---------
105 2,617 10/1/90 or
10/1/96
Lessee's right to expand into the above-listed suite is subject to any
illegal holdovers by the current tenant. If current tenant illegally
holdover, Lessor shall take appropriate action to remove the current tenant
from the above-designated suite. Lessor and Lessee shall execute a lease
amendment each time expansion space is added. All rent on the expansion space
shall be due and payable to Lessor from Lessee on the day following the
expiration date of the current tenant's lease or such earlier date as the
expansion space is delivered to Lessee.
19. PARTIAL CANCELLATION OF SUITE 140: If Lessee is not in default
hereunder, Lessee shall have the option to cancel approximately 3,500
rentable square feet out of a total of 11,770 rentable square feet as
indicated of Exhibit A. Cancellation would become effective 90 days after
the following event occurs:
Suite 105 (mandatory expansion) is made available to Lessee per
Article 18.
Lessee agrees to pay for 50% of the cost to install a demising wall in
order to separate the 3,500 square feet from the balance of Suite 140, with
Lessee's contribution not to exceed $3,500.00.
20. OPTIONAL EXPANSION SPACE: If Lessee is not in default hereunder,
Lessee shall have the option to lease Suites 113, 115, 215, 100, 110, 114,
126, 148, 228, 122, 240, 230, 130, and 250. Lessor shall notify Lessee at
least 120 days prior to the expiration of the leases currently in place of
the existing suites. Lessee shall have 15 days from the delivery of said
notice to notify Lessor whether it shall exercise its option to expand into
the space described in the notice from Lessor. If Lessee does not respond
within 15 days after the delivery of said notice that it desires to expand
into the space described in the notice, Lessee shall be deemed to have not
accepted to expand into the space and Lessor shall have full right to lease
the space to another entity.
21. TENANT IMPROVEMENT ALLOWANCE: If Lessee is not in default
hereunder, Lessor shall pay Lessee $15,264.24 tenant improvement allowance to
improve the leased premises. Within 45 days of the commencement date of this
Lease, Lessor shall deliver $15,264.21 of the tenant improvement allowance to
Lessee.
Additionally, Lessor shall provide Lessee tenant improvement allowances
and space planning allowances for the expansion areas Lessee adds to the
leased premises. The tenant
improvement and space planning allowance shall be payable within 60 days
after the commencement date of the Amendment to the Lease adding the
expansion space to the Lease. The tenant improvement and space planning
allowance will be determined by the calendar year during which the expansion
space was added to the leased premises. The following chart indicates the
amount of tenant improvement and space planning allowance payable for the
expansion areas during each calendar year:
Allowance per
Rentable Space Planning Allowance
Year Square Foot Per Rentable Square Foot
---- ----------- ------------------------
1990 $4.00 $.50
1991 $4.50 $.50
1992 $5.00 $.50
1993 $5.50 $.50
1994 $6.00 $.50
1995 $6.50 $.50
Suite 120 (7,035 square feet) which is part of the 53,578 rentable square
feet in Article 1.02 will be considered as an expansion area and subject to
tenant improvement and space planning allowance in this Article 21.
22. REFURBISHING ALLOWANCE: If Lessee is not in default hereunder,
Lessor shall provide Lessee with a refurbishing allowance at the end of the
fifth year of the lease term. The amount of the refurbishing allowance shall
be calculated by the Rentable Square Footage of leased premises as of July 1,
1995 times $150 per square foot. Lessor shall pay the amount so calculated
to Lessee no later than September 30, 1995.
23. RELEASE OF SECURITY DEPOSIT: If Lessee is not in default hereunder,
Lessor shall release the security deposit of $41,668.96 to Lessee within 30
days after the second year anniversary date of the Lease Term.
24. LESSEE'S SIGNAGE: Subject to the land use restrictions of Maitland
Center and applicable governmental sign restrictions and criteria, Lessor
shall, at Lessor's expense, install Lessee's name on the ground-mounted
entrance sign now located at the north entrance to the building. The sign
shall be subject to Lessor's approval and Lessor shall pay for the initial
sign only. If Lessee subsequent changes its name, Lessee shall be
responsible for any expense incurred in changing the sign.
Lessor agrees to allow Lessee to install a mutually agreed upon
identification on or about the south entrance of the building. Lessor agrees
to allow Lessee to install certain agreed upon interior signage and/or
graphics for directional purposes to Lessee's various premises within the
building. South entrance signage and interior directional signage and/or
graphics will be at the expense of the Lessee and will require prior written
approval which will not be unreasonably withheld.
25. STANDARD BUILDING HOURS: Standard building hours will be from 7:00
a.m. to 6:00 p.m., Monday through Friday and on Saturday from 8:00 a.m. to
1:00 p.m. excluding the computer room.
26. EXCESSIVE UTILITY CONSUMPTION: Lessor acknowledges that standard
office equipment such as electric typewriters, personal computers, and
copiers will not be considered to use high electrical consumption, and Lessee
will not be required to pay the utility cost on the above types of equipment.
As a part of Lessee's leasehold improvements, Lessor has had installed
separate electrical metering of the Lessee's computer room (approximately
1,200 square feet) and separate stand alone heating and air conditioning
equipment appropriate for the computer room. Lessee shall be responsible for
the payment of the electrical charges for the computer room.
Lessor shall credit Lessee $1,500 each year for payment of electrical
charges made by Lessee for the 1,200 square foot computer room. Said credit
shall be deducted from excess operating expenses (see 2.02) due from Lessee.
If the total excess operating expenses due from Lessee is less than $1,500,
Lessor shall remit the difference to Lessee
27. AMENDMENT TO 5.01: 5.01, Lessor's Repairs, shall be amended with
the following additions:
Lessor, will exercise due diligence in maintaining Lessee's premises.
Lessor will allow the Lessee to make repairs if Lessor fails to do so within
a reasonable period of time after Lessor's receipt of notice of the need for
repairs. Lessee's cost of effecting the repairs will be reimbursed by Lessor.
28. REQUIRED CONSENT: All consents required under this Lease will not
be unreasonably withheld or delayed, unless otherwise stated.
29. AFTER HOURS ACCESS: After hours access to the leased premises by
Lessee's employees shall be provided by Lessor, at no cost to Lessee, through
secured common area doors, by an automated security system. The security
system will also allow Lessee to access the heating and air conditioning
units controlling the leased premises which Lessee shall pay for pursuant to
paragraph 4.01 of the Lease.
30. BROKERAGE COMMISSION: Lessor shall pay Keystone Business Investment
Corporation $76,500.00 as a brokerage commission in connection with the
execution of this Lease. Lessee agrees to indemnify and hold harmless Lessor
from and against any additional brokerage commission, costs, expenses
(including attorneys' fees) and damages incurred by Lessor as a result of any
claims or suits brought on behalf of (i) Kaystone Business Investment
Corporation claiming that it was owed more brokerage commission that the
$76,500.00 or (ii) any other real estate broker.
31. PARKING. There will be approximately 409 surface parking spaces.
Parking will be provided at no charge to the Lessee.
32. RADON GAS. Radon is a naturally occurring radio-active gas that,
when it has accumulated in a building in sufficient quantities, may present
health risks to persons who are exposed to it over time. Levels of radon
that exceed federal and state guidelines have been found in buildings in
Florida. Additional information regarding radon and radon testing may be
obtained from your county public health unit.
33. LEASE TERMINATION: Lessor and Lessee agree that the certain
Standard Commercial Lease executed between Lessor and Lessee and dated
February 26, 1986, as amended, shall become null and void simultaneously with
the execution of this Lease.
34. NET PROFIT PARTICIPATION AGREEMENT: Tenant shall receive 5% of any
net proceeds upon sale (or refinance) of The Spectrum office building, after
repayment of the mortgage encumbering The Spectrum, all equity contributions
owed by Landlord to Landlord's lenders, and related costs, fees, commission,
etc., including, but not limited to, title insurance, broker's commission,
surveys, legal expenses, costs and documentary stamp taxes. For the purposes
of this agreement the fixed value of The Spectrum will be $14,500,000.
This participation does not apply to any transfer of ownership from the
current owner (Spectrum Development, Inc.) to Landlord's lenders (First Union
and Chemical Bank) or an assignee of the Landlord's lenders.
Signed in the presence of: VRS REALTY SERVICES-FLORIDA, INC.
as Agent for
SPECTRUM DEVELOPMENT, INC.
a Florida corporation
/s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxxx X. XxXxxx, Xx.
------------------------------------- ------------------------------------
Xxxxxx X. XxXxxx, Xx.
/s/ Xxxxxxx X. Xxxxxx as VRS Realty Services -
------------------------------------- Florida, Inc.'s President
Two witnesses
CREDIT CARD SOFTWARE, INC.
a Florida corporation
/s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxxx X. Xxxxxxx
------------------------------------- ------------------------------------
Xxxxxx X. Xxxxxxx as its EVP
/s/ Xxxxxxx X. Xxxxxx
-------------------------------------
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 daditional 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 part of the leases 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 leases 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 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 instrument, 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 charges 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, agent 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 requires 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.
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 week days and 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
convenience for Lessees. Any action or condition not meeting this high
standard should be reported directly to 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
judgment 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.
BROKERAGE COMMISSION AGREEMENT
THIS BROKERAGE COMMISSION AGREEMENT (the "Agreement") is executed this
____ day of June, 1990, by and between VRS REALTY SERVICES - FLORIDA, INC., a
Delaware Corporation as agent for SPECTRUM DEVELOPMENT, INC., a Florida
corporation (the "Landlord"), and KEYSTONE CORPORATION (the "Broker").
1. BACKGROUND. Landlord is about to enter into a 10-year Standard
commercial Lease with Credit Card Software, Inc., as a tenant, for space in
The Spectrum Office Building located at 000 Xxxxxxxxx Xxxxx, Xxxxxxxx,
Xxxxxxx 00000 (the "Lease"). Landlord has previously paid Broker brokerage
commissions pursuant to a letter dated December 30, 1985, from Xxxxxx X.
XxXxxx, Xx., to Xxxxx Xxxxx (sic) Xxxxx (the "Letter"). Landlord and Broker
have agreed upon a brokerage commission to be payable to Broker in connection
with the Lease, which brokerage commission shall be due and payable on the
day of the execution of the Lease by both parties.
2. BROKERAGE COMMISSION. In consideration of the premises contained
herein, Landlord agrees to pay Broker a brokerage commission in the amount of
$76,500.00 on the day after the full execution of the Lease.
3. RELEASE OF LANDLORD. Broker hereby releases (i) Landlord, (ii) VRS
Realty Services - Florida, Inc., (iii) Credit Card Software, Inc., and (iv)
Vantage Properties, Inc. (n/k/a OVPI, Inc.), for itself, and its successors
and assigns, from any and all claims, demands, and causes of action against
Landlord by reason of Credit Card Software's renewing its Lease (as defined
in paragraph 1 above), exercising expansion rights under the Lease, or
exercising an option included in the Lease. Broker and Landlord hereby agree
that the Letter is of no further force and effect, and Broker hereby agrees
that Landlord has no further obligation to pay Broker a commission in
connection with space in The Xxxxxxxx Xxxxxx Xxxxxxxx, 000 Xxxxxxxxx Xxxxx,
Xxxxxxxx, Xxxxxxx 00000.
4. RELEASE OF BROKER. Except for a default hereunder, VRS Realty
Services -Florida, Inc. and Landlord hereby release Broker from any and all
claims, demands and causes of action against Broker by reason of this
Agreement and the Lease.
5. ENTIRE AGREEMENT. This Agreement contains the entire agreement
between Landlord and Broker for the brokerage commission due Broker in
connection with the full execution of the Lease. All prior negotiations,
correspondence and agreements of the parties hereto relative to the brokerage
commission due in connection with the Lease are hereby superseded and
declared null and void.
Signed in the presence of: SPECTRUM DEVELOPMENT, INC.
a Florida corporation
By: VRS REALTY SERVICES - FLORIDA, INC.,
A Delaware corporation, as its agent
/s/ [Illegible]
------------------------------------
/s/ [Illegible] By: /s/ Xxxxxx X. XxXxxx, Xx.
------------------------------------ -------------------------------------
Two witnesses Xxxxxx X. XxXxxx, Xx.
as its president
KEYSTONE CORPORATION
/s/ [Illegible]
-----------------------------------
/s/ [Illegible] By: /s/ Xxxxx X. Louis
------------------------------------ -------------------------------------
Two witnesses Xxxxx X. Xxxxx
as its president
ADDENDUM ONE (Dated November 5, 1990)
Lease Dated June 28, 1990 Between Spectrum Development, Inc.,
and Credit Card Software, Inc.
1. MANDATORY EXPANSIONS: Mandatory expansions as detailed in
Article 18 of the Addendum will be changed as follows:
The effective date of the mandatory expansion of Suite 105
(2617 rentable square feet) will be changed from October 1, 1990 to
April 1, 1991. All other terms and conditions in Article 18 concerning
mandatory expansion will remain the same.
2. PARTIAL CANCELLATION OF SUITE 140: The partial cancellation of
Suite 140 which is detailed in Article 19 of the Addendum will be
changed as follows:
Cancellation would be effective ninety (90) days after Suite
105 (Mandatory Expansion) is made available to LESSEE which is
April 1, 1991, (as amended above).
All other terms and conditions of Article 19 will remain the same.
Signed in the presence of: VRS REALTY SERVICES-FLORIDA, INC.
as Agent for
SPECTRUM DEVELOPMENT, INC.
a Florida corporation
/s/ Xxxx Xxxxxx By: /s/ Xxxxxx X. XxXxxx, Xx.
------------------------------------- ---------------------------------
Xxxxxx X. XxXxxx, Xx.
/s/ Xxxxxxx Xxxxx as VRS Realty Services -
------------------------------------- Florida, Inc.'s President
Two witnesses
CREDIT CARD SOFTWARE, INC.
a Florida corporation
/s/ Xxxxx Xxxxxx By: /s/ Xxxxxx X. Xxxxxxx
------------------------------------- ---------------------------------
Xxxxxx X. Xxxxxxx
/s/ Xxxxx Xxxxxx as Credit Card Software, Inc.'s
------------------------------------ as its Executive Vice President
Two witnesses
ADDENDUM TWO TO LEASE
This Addendum Two to Lease is entered into this 6th day of September,
1991 by and between SPECTRUM DEVELOPMENT, INC., a Florida corporation
("Landlord") and CREDIT CARD SOFTWARE, INC. ("Tenant").
1. BACKGROUND. Pursuant to a Lease, dated June 28, 1990 between
Landlord and Tenant, as amended on November 5, 1990 (the "Lease"), Tenant
leased space from Landlord at The Spectrum, 000 Xxxxxxxxx Xxxxx, Xxxxxxxx,
Xxxxxxx. Tenant and Landlord desire to amend the Lease as set forth below to
allow Tenant to install an uninterruptible power supply in the main
electrical switch room (the "Switch Room") at The Spectrum building (the
"Spectrum").
2. INSTALLATION OF POWER SUPPLY. Landlord agrees to allow Tenant to
install an uninterruptible power supply in the Switch Room at the Spectrum
with some limitations as to the scope of the work. Landlord agrees to the
installation of only the following: 1) an 85 KVA power supply weighing 7,520
pounds with dimensions of 72 inches in length by 31 inches in width by 65
inches in height; 2) one bypass switch; 3) one 480 volt circuit breaker
panel; and 4) one meter base and meter (hereinafter collectively referred to
as the "Equipment"). This Equipment shall be located on and against the
north wall of the Switch Room as indicated on attached Exhibit "A". The
purpose of the meter base and meter are for the purpose of metering K.W.H.
consumption of the Suite 200 computer systems.
3. INSTALLATION OF A/C UNIT. Landlord agrees to allow Tenant to install
a 3 1/2 ton air conditioning unit (the "A/C Unit"). The A/C Unit will have
the condensing unit located on the roof of the Spectrum and the evaporator
unit located in the Switch Room, as indicated on Exhibit A. The electrical
supply to the A/C Unit will be metered through the existing computer room
electrical meter. Tenant shall install safety switches and a five inch deep
drain pan (the "Drain Pan") to help prevent water spillage from the
evaporator unit. The Drain Pan shall have a pump that will pump water into
the floor drain of the adjacent mechanical room as indicated on attached
Exhibit "A".
4. AMENDMENTS. Tenant shall obtain Landlord's prior written approval as
to any alterations to the scope of the work as identified in this Amendment.
5. COSTS. Tenant shall pay for the following: 1) Equipment; 2) A/C
Unit; 3) all costs, including, but not limited to, installation, permits, and
electrical K.W.H. consumption; 4) maintenance, replacement, or removal of the
Equipment and A/C Unit; 5) any costs necessary to suppress the noise from the
Equipment A/C Unit to an acceptable level to the Landlord; and 6) any other
costs or expenses necessary to be incurred as a result of the provisions of
this Addendum.
6. INDEMNIFICATION. Tenant shall add a rider to all insurance policies
it owns insuring Landlord's equipment and building against damage, down time,
loss of rent, etc. in the event of damage during installation and/or the
operation of the Equipment or A/C Unit. Tenant
shall indemnify and hold harmless Landlord from and against any liability or
claims, damages, or suits, including reasonable attorney's fees, for any
injuries to person or damage to the property on or about the leased premises
caused by any act or omission of Tenant, its agents, servants, or employees,
resulting from the installation, operation and maintenance of the Equipment
and A/C Unit.
Except as modified, all other terms and conditions of the Lease are
hereby ratified and confirmed by Landlord and Tenant.
LANDLORD
Signed in the presence of two VRS REALTY SERVICES-FLORIDA, INC.
witnesses: as Agent for
SPECTRUM DEVELOPMENT, INC.
/s/ Xxxx X. Xxxxxx a Florida corporation
-----------------------------------
/s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxxx X. XxXxxx, Xx.
----------------------------------- ---------------------------------
Xxxxxx X. XxXxxx, Xx.
as VRS Realty Services -
Florida, Inc.'s President
TENANT
CREDIT CARD SOFTWARE, INC.
a Florida corporation
By: /s/ X. X. Xxxxxx
----------------------------------- ---------------------------------
------------------
----------------------------------- as its EVP
Two witnesses
[SCHEMATICS CHART]
ADDENDUM THREE TO LEASE
This Addendum Three to Lease is entered into this 1st day of February,
1993, by and between ABR SPECTRUM, LTD., a Florida limited partnership as
successor in interest to SPECTRUM DEVELOPMENT, INC., ("Landlord") and CCS
TECHNOLOGY GROUP, INC., a Florida corporation f/k/a CREDIT CARD SOFTWARE,
INC., a Florida corporation ("Lessee").
RECITAL
Whereas, the Landlord and Lessee entered into that certain Lease
Agreement dated June 18, 1990, as amended on November 5, 1990 and September
6, 1991 (hereinafter collectively the "Lease"), wherein the Lessee leased
space from Landlord at The Spectrum Building, 000 Xxxxxxxxx Xxxxx, Xxxxxxxx,
Xxxxxxx 00000. Lessee and Landlord desire to amend the Lease as set forth
below.
WITNESSETH
1. Lessee shall surrender possession of Suites 105 and 108 at
The Spectrum in good condition to Landlord.
2. Lessee shall lease from Landlord Suite 150 at The Spectrum
containing approximately 3,694 rentable square feet pursuant to the
same terms and conditions as in the current Lease, except as
otherwise modified herein.
3. Lessee shall be entitled to sublease suite 150 to Xx. Xxx
Xxxxxxx (CUSO Management Group, Inc., a Delaware corporation)
(hereinafter "Sublessee") under the terms and conditions of that
certain Sublease Agreement attached hereto and incorporated herein
by this reference. In no event shall Lessee be excused from
primary liability under the Lease as amended to Landlord.
4. Suite 150 at The Spectrum will be repainted at the expense of
Lessee at a cost not to exceed $1,200.00. Any cost beyond
$1,200.00 shall be borne by the Sublessee. Neither Lessee or
Landlord will be responsible for any improvements or buildouts to
Suite 150 requested by Sublessee under the terms and conditions of
this Addendum, the Sublease or the Lease.
5. Lessee's rent roll payment schedule under the Lease shall be
amended per the attached Schedule "A".
6. The term of the current Lease between the Landlord and Lessee
shall be extended for an additional two (2) years, (i.e. until June
30, 2002). The rental for the additional two (2) years shall be a
rate per square foot equal to the average of the two (2) most
recent rentals
of 2,500 square feet of space similar in design and nature
to that of the Lessee's leased premises at the Spectrum prior
to June 30, 2000.
7. Landlord grants to Lessee the right of first refusal to
purchase The Spectrum Building. The Landlord shall submit to
Lessee a copy of any viable purchase offer for purchase of The
Spectrum Building acceptable to Landlord. Lessee shall have
fifteen (15) business days from the date of receipt of said
contract to match said offer at that same purchase price, terms and
conditions.
8. In all other respects, except as modified herein, all other
terms and conditions of the Lease are hereby ratified and confirmed
by the Landlord and Lessee.
9. The terms and conditions of this Addendum Three to Lease shall
be effective as of the date first above written.
LANDLORD
ABR SPECTRUM, LTD., a Florida limited
partnership, successor in interest to
Signed in the presence of: SPECTRUM DEVELOPMENT, INC.
a Florida corporation
/s/ Xxxxx X. Xxxxx By: /s/ Xxxxxx X. Xxxx
----------------------------------- ----------------------------------
Xxxxxx X. Xxxx XX, as
----------------------------------- General Partner
LESSEE
CCS TECHNOLOGY GROUP, INC., a
Florida corporation
f/k/a CREDIT CARD SOFTWARE, INC.,
a Florida corporation
/s/ Xxxxxx Xxxxxxx By: /s/ X. X. Xxxxxx
----------------------------------- ----------------------------------
P. Xxxxxxx Xxxxxx, Corporate
/s/ Xxxxx Xxxxxxx Counsel, Corporate Secretary
-----------------------------------
Acknowledged and consented to this ____ day of ____________________, 1993.
SUBLESSEE:
CUSO MANAGEMENT GROUP, INC.,
a _______________ corporation
------------------------------------ By:---------------------------------
Xxx Xxxxxxx, as President
------------------------------------
ADDENDUM FOUR TO LEASE
This Addendum Four to Lease is entered into this ____ day of
____________, 1993, by and between ABR SPECTRUM, LTD., a Florida limited
partnership as successor in interest to SPECTRUM DEVELOPMENT, INC.,
("Lessor") and CCS TECHNOLOGY GROUP, INC., a Florida corporation f/k/a CREDIT
CARD SOFTWARE, INC., a Florida corporation ("Lessee").
RECITAL
Whereas, the Lessor and Lessee entered into that certain Lease Agreement
dated June 28, 1990, as amended on November 5, 1990, September 6, 1991, and
January 29, 1993 (hereinafter referred to collectively as the "Lease"),
wherein the Lessee leased space from Lessor at The Spectrum Building, 000
Xxxxxxxxx Xxxxx, Xxxxxxxx, Xxxxxxx 00000. Lessee and Lessor desire to amend
the Lease as set forth below, effective October 1, 1993.
WITNESSETH
1. Lessee shall surrender possession of, and all rights to,
Suite 104 containing 2,564 rentable square feet, Suite 116 containing
1,121 rentable square feet and Suite 120 containing 7,035 rentable
square feet for a total of 10,720 rentable square feet, at The
Spectrum in good condition to Lessor.
2. Lessee shall lease from Lessor Suite 215 at The Spectrum
containing approximately 9,070 rentable square feet, and a portion of
Suite 240 containing approximately 1,859 rentable square feet as
indicated on the attached building floor plan, pursuant to the same
terms and conditions as in the current Lease, except as otherwise
modified herein.
3. Construction of the demising wall for Suite 240 shall be at the
sole expense of Lessor. Lessor also shall build out three (3)
offices, recarpet and paint Suite 240. all other Tenant Improvements
shall be the sole responsibility of Lessee.
4. The rental rate for the last two years of the existing Lease Term
(7/1/100 -6/30/02) shall be at a rate per square foot equal to the
average of the two (2) most recent rentals of at least 2,500 square
feet of space similar in design and nature to that of the Lessee's
leased premises at The Spectrum prior to June 30, 2000, but in no
event shall the annual rental rate be less than $16.50 per rentable
square foot.
5. In all other respects, except as modified herein, all other terms
and conditions of the Lease are hereby ratified and confirmed by the
Lessor and Lessee.
6. The terms and conditions of this Addendum Four to Lease shall be
effective as of the date first above written.
LESSOR:
ABR SPECTRUM, LTD., a Florida limited
partnership, successor in interest to
Signed in the presence of: SPECTRUM DEVELOPMENT, INC.
a Florida corporation
By:
----------------------------------- ------------------------------------
Xxxxxx X. Xxxx XX, as
----------------------------------- General Partner
LESSEE:
CCS TECHNOLOGY GROUP, INC.,
a Florida corporation f/k/a
CREDIT CARD SOFTWARE, INC.,
a Florida corporation
By:
----------------------------------- ------------------------------------
-----------------------------------
ADDENDUM V
MODIFICATION AND RATIFICATION OF LEASE
THIS MODIFICATION AND RATIFICATION OF LEASE is made and entered into by
and between ABR SPECTRUM, LTD. (Lessor) and CCS TECHNOLOGY GROUP, INC., a
Florida corporation (Lessee) for and in consideration of Ten Dollars ($10.00)
and other good and valuable consideration, receipt of which is hereby
acknowledged.
Lessor and Lessee hereby confirm and ratify, except as modified below,
all of the terms, conditions and covenant in that certain written Addendum
Four to Lease dated November 17, 1993, for the rental of the following
described property:
Suite 215 containing 9,070 rentable square feet; Suite 228
containing 2,016 rentable square; and that portion of Suite 232
containing 893 rentable square feet of office space located at The
Spectrum Building, 000 Xxxxxxxxx Xxxxx, Xxxxxxxx, Xxxxxxx 00000.
WITNESSETH
1. PARAGRAPH 3, RELOCATION: This Addendum V shall serve as
notice that Lessor is officially relocating Lessee from Suite 232
consisting of 893 rentable square feet, of which Lessee never
occupied, to Suite 240.
2. PARAGRAPH 2: Xxxxx 000, identified as 9,070 rentable square
feet, is hereby modified to reflect that the suite consists of
7,540 rentable square feet, leaving a difference of 1,530 rentable
square feet. This 1,530 rentable square feet shall be provided to
Lessee, along with the relocation space as described in Paragraph 1
of this Modification, in that portion of Suite 240 as indicated on
Exhibit "A" attached hereto and made a part of this Addendum V.
With the provisions of this Addendum, Suite 240 shall now
consist of 2,433 rentable square feet.
All other terms and conditions of Addendum Four to Lease dated November
17, 1993 shall remain in full force and effect.
SIGNED THIS 14 day of March, 1994.
WITNESSES AS TO LESSOR: LESSOR:
ABR SPECTRUM, LTD.
/s/ Xxxxxx Xxxxxxx By: /s/ Xxxxxx X. Xxxx
----------------------------------- -----------------------------------
Xxxxxx X. Xxxx, XX
-----------------------------------
Its: General Partner
----------------------------------
WITNESSES AS TO LESSEE: LESSEE:
CCS TECHNOLOGY GROUP, INC.,
/s/ Xxxxxxx X. Xxxxxx a Florida corporation
-----------------------------------
/s/ X. X. Xxxxxx By: /s/ Xxxxxxxx X. Xxxxxx
----------------------------------- ------------------------------------
Its: Treasurer
----------------------------------
[MAP]
ADDENDUM VI
MODIFICATION AND RATIFICATION
This modification and ratification of LEASE is made and entered into by and
between ABR SPECTRUM, LTD, a Florida limited partnership, as successor in
interest to SPECTRUM DEVELOPMENT, INC. ("Lessor") and CCS TECHNOLOGY GROUP,
INC., a Florida corporation formerly known as CREDIT CARD SOFTWARE, INC., a
Florida corporation ("Lessee") for and in consideration of ten dollars
($10.00) and other good and valuable consideration, receipt of which is
hereby acknowledged.
RECITAL
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 June 28, 1990, as amended on November 5, 1990, September 6, 1991,
January 29, 1993 and November 17, 1993 (hereinafter referred to collectively
as the "Lease"), wherein the Lessee leased space from Lessor at The Spectrum
Building, 000 Xxxxxxxxx Xxxxx, Xxxxxxxx, Xxxxxxx 00000. Lessee and Lessor
desire to amend the Lease as set forth below, effective April 1, 1994.
1. Lessee shall surrender possession of, and all rights to, Xxxxx
000, containing 1,121 rentable square feet, at The Spectrum Building.
Lessee has inspected the premises and agrees to accept them "as is".
Lessee agrees to remove all remaining furniture from said premises.
2. Lessee shall lease from Lessor Suite 234 at The Spectrum
Building, containing approximately 653 rentable square feet, and 468
rentable square feet of the existing 526 rentable square feet, currently
known as Suite 248, as indicated on the attached building floor plan,
pursuant to the same terms and conditions as in the current Lease,
except as otherwise modified herein.
3. RELOCATION: Upon thirty (30) days written notice, Lessor may
relocate Lessee from Suite 248 to another available suite in the
building on the Second Floor which is 468 rentable square feet or larger.
4. In all other respects, except as modified herein, all other terms
of the Lease are hereby ratified and confirmed by the Lessor and Lessee.
Signed this 12 day of April, 1994.
LESSOR
ABR SPECTRUM, LTD., a Florida
limited partnership, successor in interest
Signed in the presence of: to SPECTRUM DEVELOPMENT, INC.
a Florida corporation
/s/ Xxxxxx X. Xxxxxxx By: /s/ Xxxxxx X. Xxxx
----------------------------------- --------------------------------------
Xxxxxx X. Xxxx XX, as
----------------------------------- General Partner
LESSEE:
CCS TECHNOLOGY GROUP, INC.,
a Florida corporation a/k/a
CREDIT CARD SOFTWARE, INC.,
a Florida corporation
/s/ Xxxxx X. Wordruff By: /s/ Xxxxxxxx X. Xxxxxx
----------------------------------- --------------------------------------
/s/ Xxxxxxx X. Xxxxxx
----------------------------------
[MAP]
CREDIT CARD SOFTWARE (SPECTRUM BUILDING)
PROPOSED REVISED RENT PAYMENT SCHEDULE
SCHEDULE A
TOTAL LEASED SPACE . . . . . 56,195
PROPOSED
RENT
YEAR RATE RENT OWNED PAYMENT ANNUAL DIFF CUM. DIFF.
---------------------------------------------------------------------------------
1 $522,233.00 $522,233.00 $0.00
2 $522,233.00 $522,233.00 $0.00
Xxxxx 000 $58,064.70 $58,064.70 $0.00
----------------------------------------------
$1,102,530.70 $1,102,530.70 $0.00
----------------------------------------------
3 $18.46 $1,037,359.70 $636,795.00 ($400,564.70) ($400,564.70)
4 $1,037,359.70 $905,664.00 ($131,695.70) ($532,260.40)
5 $19.20 $1,078,944.00 $1,041,504.00 ($37,440.00) ($569,700.40)
6 $1,078,944.00 $1,174,419.00 $l95,475.00 ($474,225.40)
7 $19.97 $1,122,214.15 $1,230,150.00 $107,935.85 ($366,289.55)
8 $1,122,214.15 $1,251,750.00 $129,535.85 ($235,753.70)
9 $20.77 $1,167,170.15 $1,270,784.00 $103,613.85 ($133,139.85)
10 $1,167,170.15 $1,300,310.00 $133,139.35 $0.00
----------------------------------------------
$8,811,376.00 $8,811,376.00 $0.00
----------------------------------------------
$9,913,906.70 $9,913,906.70 $0.00
----------------------------------------------
----------------------------------------------
* Does not include sales tax
75,000 thru June 30, 1993 starting October 1992
