FIRST AMENDMENT TO LEASE
DATED November 23, 1993
This amendment to Lease is entered into as of the 24th day of June, 1997, THE
INTEGRITY FUND II ("Landlord") and Xxxxx Xxxxx and Xxxx Xxxxx d.b.a. Beta
Capital Group, Inc.
("Tenant").
RECITALS
A. Pursuant to that certain Lease dated November 23, 1993 for approximately 483
and 1401 square feet of that certain building at 000 Xxxx Xx. Xxxxx 000 and
Suite 230. Xxxxxxx Xxxxx XX 00000 (the 'Building') between Landlord and Tenant
(the "Lease") All capitalized terms in this Amendment shall have the meaning
defined in the Lease unless otherwise specified herein.
B. Landlord and Tenant mutually agree upon lease renewal.
NOW THEREFORE, for good and valuable consideration, the receipt of which is
hereby acknowledged, Landlord and Tenant hereby agree to amend the Lease as
follows:
1. Lease of Twenty Four (24) months from 10/1/97 to expire on 9/30/99. The
rate shall be $1.35 per square foot for all twenty four months.
2. Tenant will have a twelve month option at a rate of $1.40 per Square Foot.
Option must be exercised 90 days prior to lease expiration or forfeited
3. Paint suites with Building Standard Paint
4. Name change from Beta Capital to Beta Oil And Gas, Inc.
IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment Lease
as of the date first written above.
LANDLORD: TENANT:
THE INTEGRITY FUND II Xxxxx Xxxxx and Xxxx Xxxxx
d.b.a. Beta Oil & Gas, Inc.
By:______________ By:____________________
/s/Xxxxx Xxxxxxx /s/Xxxx Xxxxx
OFFER TO LEASE
To: The Integrity Fund
1. The undersigned offeror, having inspected the premises or plans thereof
hereby offers to lease premises as outlined in Schedules "A" and "B" and under
the terms and conditions as set forth in the Lease attached hereto and forming a
part hereof and initialed by the parties.
2. Cash/Cheque for $ 394.33 (for a total deposit of $2,166.60) payable to you as
a deposit to be held by THE INTEGRITY FUND pending completion or other
termination of this agreement, is attached hereto to apply as a deposit on Basic
Rent and/or as security deposit which will be returned if this Offer is not
accepted.
3. The lease shall be drawn by you in accordance with the attached lease and
shall be executed by both parties herewith. The lease cancels the prior lease
signed November 23, 1993 and any associated remaining deposits and rent will be
transferred to this lease.
4. It is further understood that all representations made by THE INTEGRITY FUND
or any of its representatives, are set out in this agreement.
5. This Offers shall be irrevocable until October 5, l994, after which time if
not accepted this Offer shall be null and void.
DATED this third day of October, 1994.
Beta Capital Group, Inc.
Offeror's Name
/s/Xxxxx Xxxxx President
Signature Title
Signature Title
(Note. If a corporation, give title of signing officer and affix seal.)
The Integrity Fund hereby accepts the above Offer.
DATED this 3rd day of October, 1994
THE INTEGRITY FUND
Per:/s/The Integrity Fund
INDEX
Page
1. LEASED PREMISES.....................................................1
2. TERM................................................................1
(a)Term............................................................1
(b) Delay in Occupancy.............................................1
(c) Overholding....................................................2
3. RENT
(a) Basic Rent.......................................................2
(b) Additional Rent..................................................2
(i) Taxes..........................................................2
(ii) Operating Costs...............................................2
(c) Payment Additional Rent................................................2
(d) Accrual of Rent..................................................3
(e) Recovery of Rent.................................................3
(f) Limitations......................................................3
4. SECURITY DEPOSIT....................................................3
5. GENERAL COVENANTS
(a) Landlord's Covenant..............................................3
(b) Tenants Covenant.................................................3
6. USE AND OCCUPANCY
(a) Use.............................................................3
(b) Waste, Nuisance, etc...................................................4
(c) Insurance Risks..................................................4
(d) Compliance with Law..............................................4
(e) Environmental Compliance...............................................4
(f) Rules and Regulations............................................4
7. ASSIGNMENT AND SUB-LETTING
(a) No Assignment Without Consent...................................4
(b) Assignment or Sub-letting Procedures...................................4
(c) Assumption of Obligations:.............................................5
(d) Tenants Continuing Obligations...................................5
8. REPAIR AND DAMAGE
(a) Landlord's Repairs to Building and Property......................5
(b) Landlord's Repairs to the Leased Premises........................5
(c) Tenant's Repairs.................................................5
(d) Indemnification..................................................5
(e) Damage and Destruction...........................................5
9. INSURANCE AND LIABILITY
(a) Landlord's Insurance.............................................6
(b) Tenant's Insurance...............................................6
(c) Limitation of Landlord's Liability...............................7
(d) Indemnity of Landlord............................................7
(e) Definition of "Insured Damage"...................................7
10. EVENTS OF DEFAULT AND REMEDIES
(a) Events of Default and Remedies...................................8
(b) Payment of Rent, etc. on Termination 9
ADDITIONAL PROVISIONS Page
11. Relocation of Fixed Premises.........................................9
12. Subordination and Attornment.........................................9
13. Certificates.........................................................9
14. Inspection of and Access to the Leased Premises.....................10
15. Delay...............................................................10
16. Waiver..............................................................10
17. Sale, Demolition and Renovation.....................................10
18. Public Taking.......................................................10
19. Registration of Lease...............................................11
20. Lease Entire Agreement..............................................11
21 Notices.............................................................11
22. Interpretation......................................................11
23. Extent of Lease Obligations.........................................11
24. Use and Occupancy Prior to Term.....................................12
25. Schedules...........................................................12
Definitions of Principal Terms Paragraph Page
Additional Rent........................................3(b) 2
Additional Services....................................4(a) D-1
Basic Rent.............................................3(a) 2
Building..................................................1 1
Debts, Liabilities & Obligations..........................4 3
Fiscal Period..........................................3(c) 2
Insured Damage.........................................9(e) 7
Landlord................................................... 1, 10
Landlord's Taxes.......................................2(a) C-1
Leased Premises...........................................1 1
Leasehold Improvements....................................1 F-1
Landlord's Work...........................................2 F-2
Operating Costs...........................................5 D-2
Property..................................................1 1
Public Taking............................................18 10
Rent ..................................................3(d) 3
Taxes..................................................2(b) C-1
Tenant..................................................... 1
Tenant's Proportionate Share...........................2(d) C-1
Tenant's Proportionate Share..............................7 D-2
Tenant's Taxes.........................................2(c) C-1
Term...................................................2(a) 1
THIS AGREEMENT made this Third day of October 1994
BETWEEN:
THE INTEGRITY FUND), a California Limited Partnership
in the City of Irvine
Of Orange County
(hereinafter called the "Landlord")
OF THE FIRST PART
and
BETA CAPITAL GROUP, INC.
Having an office at 000 Xxxx Xxxxxx
In the City of Newport Beach County
Of Orange
(hereinafter called the "Tenant")
OF THE SECOND PART
In consideration of the rents, covenants and agreements hereinafter contained,
the Landlord
and Tenant hereby agree as follows:
1. LEASED PREMISES
Leased Premises: The Landlord does demise and lease to the Tenant the premises
(the "Leased Premises")located in a building (the "Building")
having a municipal address of
in the City of Newport Beach, California
and known as 000 Xxxx Xxxxxx
(the Leased Premises, the Building, together with the
lands described in Schedule "A" attached hereto and
present and future improvements, additions and changes
thereto being herein called the "Property"), the Leased
Premises consisting of approximately
square feet (1,884 square feet on the second floor(s)
as outlined in red on the plan or plans marked
Schedule(s) "B" Premises attached hereto, excluding the
exterior surfaces of the exterior walls of the Leased
Premises.
2. TERM
Term (a) TO HAVE AND TO HOLD the Leased Premises for and
during the term of three years and zero days / months
(the "Term") to be computed from the 1st day of
October, 1994, and to be fully complete and ended on
the 30th day of September , 1997 unless otherwise
terminated.
Delay in Occupancy (b) If the Leased Premises or any part thereof are not
ready for occupancy on the date of commencement of the
Term, no part of the "Rent" (as hereinafter defined) or
only a proportionate part thereof, in the event that
the Tenant shall occupy a part of the Leased Premises,
shall be payable for the period prior to the date when
the entire Leased Premises are ready for occupancy and
the full Rent shall accrue only after such last
mentioned date. The Tenant agrees to accept any such
abatement of Rent in full settlement of all claims
which the Tenant might otherwise have by reason of the
Leased Premises not being ready for occupancy on the
date of commencement of the Term, provided that when
the Landlord has completed construction of such part of
the Leased Premises as it is obliged hereunder to
construct, the Tenant shall not be entitled to any
abatement of Rent for any delay in occupancy due to the
Tenant's failure or delay to provide plans or to
complete any special installations or other work
required for its purposes or due to any other reason
nor shall the Tenant be entitled abatement of Rent for
any delay in occupancy if the Landlord has been unable
to complete construction of the Leased Premises by
reason of such failure or delay by the Tenant.
A certificate of the Landlord as to the date the
Leased Premises were ready for occupancy and such
construction as the Landlord is obliged to complete is
substantially completed, or as to the date upon which
the same would have been ready for occupancy and
completed respectively but failure or delay of the
Tenant, shall be conclusive and binding on the Tenant
and Rent in full shall accrue and become payable from
the date set out in the said certificate.
Notwithstanding any delay in occupancy, the expiry date
of this Lease shall remain unchanged.
Overholding (c) If at the expiration of the Term or sooner
termination hereof, the Tenant shall remain in
possession without any further written agreement or in
circumstances where a tenancy thereby be created by
implication of law or otherwise, a tenancy from year to
year shall not be created by implication of law or
otherwise, but the Tenant shall be deemed to be a
monthly only, at 125% "Basic Rent" (as hereinafter
defined) payable monthly in advance plus "Additional
Rent" (as hereinafter defined) and otherwise upon and
subject to the same terms and conditions herein
contained, excepting provisions for renewal (if any)
and leasehold improvement allowances (if any),
contained herein, and nothing, including the acceptance
of any Rent by the Landlord for periods other than
monthly periods, shall extend this Lease to the
contrary except an agreement in writing between the
Landlord and the Tenant and the Tenant hereby
authorizes the Landlord to apply any moneys received
from the Tenant in payment of such monthly Rent.
3. RENT
Basic Rent (a) The Tenant shall without deduction or right of
offset pay to the Landlord yearly and every year during
the Term as rental (herein called 'Basic Rent"), the
sum of Twenty-Five Thousand Nine Hundred and
Ninety-Nine Dollars and Twenty cents ($25 ,999.20) of
lawful money of the jurisdiction in which the Leased
Premises are located in equal monthly installment of
Two Thousand One Hundred Sixty-six dollars and Sixty
cents ($2,166.60) each in advance on the first day of
each month during the Term, the first payment to be
made the first day of October, 1994.
Additional Rent (c) The Tenant shall, without deduction or right
of offset pay to the Landlord yearly and every year
during the Term as additional rental (herein called
"Additional Rent")
(i) the amounts of any Taxes payable by the Tenant to
the Landlord pursuant to the provisions of Schedule "C"
attached hereto; and
(ii) the amounts required to be paid to the Landlord
pursuant to the provisions of Schedule "D" attached
hereto.
Payment Additional Rent (c) Additional Rent shall be paid and
adjusted with reference to a fiscal period of twelve
(12) calendar months ("Fiscal Period"), which shall be
a calendar year unless the Landlord shall from time to
time have selected a Fiscal Period which is not a
calendar year by written notice to the Tenant.
The Landlord shall advise the Tenant in writing of
its estimate of the Additional Rent to be payable by
the Tenant during the Fiscal Period (or broken portion
of the Fiscal Period, as the case may be, if applicable
at the commencement or end of the Term or because of a
change in Fiscal Period), which commenced upon the
commencement date of the Term and for each succeeding
Fiscal Period or broken portion thereof which commences
during the Term. Such estimate shall in every case be a
reasonable estimate and, if requested by the Tenant,
shall be accompanied by reasonable particulars of the
manner in which it was calculated. The Additional Rent
payable by the Tenant shall be paid in equal monthly
installments in advance at the same time as payment of
Basic Rent is due hereunder based on the Landlord's
estimate as aforesaid. From time to time, the Landlord
may re-estimate, on a reasonable basis, the amount of
Additional Rent for any Fiscal Period or broken portion
thereof, in which case the Landlord shall advise the
Tenant in writing of such re-estimate and fix new equal
monthly installments for the remaining balance of such
Fiscal Period or broken portion thereof. After the end
of each such Fiscal period or broken portion thereof
the Landlord shall submit to the Tenant a statement of
the actual Additional Rent payable in respect of such
Fiscal Period or broken portion thereof and a
calculation of the amounts by which the Additional Rent
payable by the Tenant exceeds or less than (as the case
may be) the aggregate installments paid by the Tenant
on account of Additional Rent for such Fiscal Period.
Within thirty (30) days after the submission of such
statement either the Tenant shall pay to the Landlord
any amount by which the amount found payable by the
Tenant with respect to such Fiscal Period or broken
portion thereof exceeds the aggregate of the monthly
payments made by it on account thereof during such
Fiscal Period or broken portion thereof, or the
Landlord to the Tenant any amount by which the amount
found payable as aforesaid is less than the aggregate
of such monthly payments.
Accrual of Rent (d) Basic Rent and Additional Rent (herein collectively
called "Rent") shall be considered as accruing from
day to day, and Rent for an irregular period of less
than one year or less the calendar month shall be
apportioned and adjusted by the Landlord for the Fiscal
Periods of the Landlord in which the tenancy created
hereby commences and expires. Where the calculation of
Additional Rent for a period cannot be made until
after the termination of this Lease, the obligation of
the Tenant to pay Additional Rent shall survive the
termination hereof and Additional Rent for such period
shall be payable by the Tenant upon demand by the
Landlord. If the Term commences or expires on any day
other than the first or the last day of a month, Rent
for such fraction of a month shall be apportioned and
adjusted as aforesaid and paid by the Tenant on the
commencement date of the Term.
Recovery of Rent (e) Rent and any other amounts required to be
paid by the Tenant to the Landlord under this Lease
shall be deemed to be and be treated as rent and
payable and recoverable as rent, and the Landlord shall
have all rights against the Tenant for default in any
payment of rent and other amounts as in the case of
arrears in rent.
Limitations (f) The information set out in statements, documents or
other writings setting out the amount of Additional
Rent submitted to the Tenant under or pursuant to this
Lease shall be binding on Tenant and deemed to be
accepted by it and shall not be subject to amendment
for any reason unless the Tenant gives written notice
to the Landlord within sixty (60) days of the
Landlord's submission of such statement, document, or
writing identifying the statement, document or writing
and setting out in reasonable detail the reason why
such statement, document or writing should not be
binding on the Tenant.
4. SECURITY DEPOSIT
Security Deposit The Tenant shall pay to the Landlord on execution
of this Lease by the Tenant the sum of Three Hundred
Ninety-Four Dollars and Thirty-Three cents Dollars
($394.33) as an additional deposit for a total deposit
of $2,166.60 to the Landlord to stand as security
for the payment by the Tenant of any and all present
an future debts and liabilities of the Tenant to the
Landlord and for the performance by the Tenant of all
of its obligations arising under or in connection with
this Lease (the "Debts, Liabilities & Obligations").
The Landlord shall not be required to keep the deposit
separate from its general funds. In the event of the
Landlord disposing of its interest in this Lease,
the Landlord shall credit the deposit to its successor
and thereupon shall have no liability to the Tenant
to repay the security deposit to the Tenant. Subject
to the foregoing and to the Tenant not being in default
under this Lease, the Landlord shall repay the
security deposit to the Tenant without interest at
the end of the Term or sooner termination of the
Lease provided that all Debts, Liabilities and
Obligations of the Tenant to the Landlord are paid
and performed in full, failing which the Landlord
may on notice to the Tenant elect to retain the
security deposit and to apply it in reduction of
the Debts, Liabilities and Obligations and the Tenant
shall remain fully liable to the Landlord for payment
and performance of the remaining Debts, Liabilities
and Obligations.
5. GENERAL COVENANTS
Landlord's Covenant (a) The Landlord covenants with the Tenant:
(i) for quiet enjoyment; and
(ii) To observe and perform all the covenants and
obligations of the Landlord herein.
Tenants' Covenant (a) The Tenant covenants with the Landlord:
(i) to pay Rent: and
(ii) To observe and perform all the covenants
and obligations of the Tenant herein.
6. USE AND OCCUPANCY
Use The Tenant covenants with the Landlord:
(a) to use the Leased Premises for any purpose other
than an office for the conduct of the Tenant's
business which is general office use.
Waste, Nuisance, etc. (b) not to commit, or permit, any waste,
injury or damage to the Property including the
Leasehold Improvements and any trade fixtures therein,
any loading of the floors thereof in excess of the
maximum degree of loading as determined by the Landlord
acting reasonably, any nuisance or any use or manner of
use causing annoyance to other tenants and occupants of
the Property or to the Landlord;
Insurance Risks (c) not to do, omit or permit to be done or
omitted to be done upon the Property anything which
would cause to be increased the Landlord's cost of
insurance or the costs of insurance of' another tenant
of the Property against perils as to which the Landlord
or such other tenant has insured or which shall cause
any policy of insurance on the Property to be subject
to cancellation;
Compliance with Law (d) to comply at its own expense with all
governmental laws, regulations and requirements
pertaining to the occupation and use of the Leased
Premises, the condition of the Leasehold Improvements,
trade fixtures, furniture and equipment installed by or
on behalf of therein and the snaking by the Tenant of
any repairs, changes or improvements therein;
Environmental Compliance (e) (i) to conduct and maintain its
business and operations at the Leased Premises comply
in all respects with common law and with all present
and future applicable federal, provincial/state, local,
municipal, governmental or quasi. Government by-laws,
rules, regulations, licenses, orders, guidelines,
directives, permits, decisions, requirements concerning
occupational or public health and safety or the
environment and any order, injunction, judgment,
declaration, notice or demand issued there
("Environmental Laws").
(ii) not to permit or suffer
any substance which is hazardous or is prohibited,
restricted, regulated or controlled under any
Environmental Law to be present at, on or in the Leased
Premises, unless it has received the prior written
consent of the Landlord which consent may be
arbitrarily withheld.
Rules and Regulations (f) to observe and perform, and to
cause its employees, invitees and others over whom the
Tenant can reasonably be expected to exercise control
to observe and perform, the Rules and Regulations
contained in Schedule "E" hereto, and such further and
other reasonable rules and regulation amendments and
additions therein as may hereafter be made by the
Landlord and notified in writing to the Tenant, except
that no change or addition may be made that is
inconsistent with this Lease unless as may be required
by governmental regulation or unless the Tenant
consents thereto. The imposition of such Rules and
Regulations shall not create or imply any obligation
the Landlord to enforce them or create any liability of
the Landlord for their non-enforcement otherwise.
7. ASSIGNMENT AND SUB-LETTING
No Assignment (a) The Tenant covenants that it will not assign this
and Subletting Lease or sub-let the Leased Premises in whole or in part
without the prior written consent of the Landlord, which
consent the Landlord covenants not to withhold
unreasonably (i) as to any assignee or sub-lessee who
is in a satisfactory financial condition, agrees
to use the Leased Premises for those purposes permitted
hereunder and is otherwise satisfactory to the
Landlord, and (ii) as to any portion of the Leased
Premises which, in the Landlord's sole judgment, is a
proper and rational division of the Leased Premises
subject to the Landlord's right of termination arising
under this paragraph. Without limitation, the Tenant
shall for the purpose of this paragraph be considered
to assign or sub-let in any case where it permits the
Leased Premises or any portion thereof to be, or the
Leased Premises or any portion thereof are, occupied
by persons other than the Tenant, its employees and
others engaged in carrying on the business of the
Tenant, whether pursuant to assignment, sub-letting,
license or other right, or where any of' the foregoing
occurs by operation of law.
Assignment or (b) The Tenant shall not assign this Lease or sub-let
Sub-Letting Procedures the whole or any part of the Leased Premises unless:
(i) it shall have received or procured a bona fide
written offer to take an assignment sub-lease
which is not inconsistent with this Lease, and the
acceptance of which would not breach any provision
of this Lease if this paragraph is complied with
and which the Tenant has determined to accept
subject to this paragraph being complied with, and
(ii) it shall have first requested and obtained the
consent in writing of the Landlord thereto.
Any request for consent shall be in writing and
accompanied by a copy of the offer certified by the
Tenant to be true and complete, and the Tenant shall
furnish to the Landlord all information available to
the Tenant and requested by the Landlord as to the
responsibility, financial standing and business of the
proposed assignee or sub-tenant. Notwithstanding the
provisions sub-paragraph (a), within twenty (20) days
after the receipt by the Landlord of such request,
consent and of all information which the Landlord shall
have requested hereunder, the Landlord shall have the
right upon written notice of termination submitted to
the Tenant, if the request is assign this Lease or
sub-let the whole of the Leased Premises, to cancel and
terminate this Lease, or if the request is to sub-let a
part of the Leased Premises, to cancel and terminate
this Lease with respect to such part, in each case as
of a termination date to be stipulated in the notice of
termination which shall be not less than thirty (30)
days or more than sixty (60) days following the giving
of such notice. In such event the Tenant shall
surrender the whole or part, as the case may be, of the
Leased Premises in accordance with such notice of
termination and Base Rent Additional Rent shall be
apportioned and paid to the date of surrender and, if a
part only of the Leased Premises is surrendered, Basic
Rent and Additional Rent shall after the date of
surrender xxxxx proportionately. If such consent shall
be given the Tenant shall assign or sub-let, as the
case may be, only upon the terms set out in the offer
submitted to the Landlord as aforesaid and not
otherwise.
Assumption of (c) No assignment or sub-letting of this Lease shall be
Obligation effective unless the assignee or sub-lessee shall
execute an assumption agreement on the Landlord's
form, assuming all the obligations of the Tenant
hereunder, and shall pay to the Landlord its reasonable
fee for processing the assignment sub-letting.
Tenant's Continuing (d) The Tenant agrees that any consent to an assignment
Obligation or sub-letting of this Lease or Leased Premises, shall
not thereby Release the Tenant of its obligations
hereunder.
8. REPAIR & DAMAGE
Landlord's Repairs to (a) The Landlord covenants with the Tenant to keep in a
Building & Property good and reasonable state of repair and decoration:
(i) those portions of the Property consisting of the
entrance, lobbies, stairways, corridors,
landscaped areas, parking areas, and other
facilities from time to time provided for use
in common by the Tenant and other tenants of the
Building or Property, and the exterior portions
(including foundations and roofs) of all buildings
and structures from time to time forming part of
the Property and affecting its general
appearance;
(ii) the Building (other than the Leased Premises
and premises of other tenants) including
systems for interior climate control, the
elevators and escalators (if any),
entrances, lobbies, stairways, corridors and
washrooms from time to time provided for
common use by the Tenant and other tenants
of the Building or Property and the systems
provided for use in common by the Tenant and
other tenants of the Building or Property
and the systems provided for bringing
utilities to the Leased Premises.
Landlord's Repairs to (b)The Landlord covenants with the Tenant to repair, so
the Leased Premises far as reasonably feasible, and as expeditiously as
reasonably feasible, defects in standard demising
walls or in structural elements, exterior walls of
the Building, suspended ceiling, electrical
and mechanical installations standard to the Building
installed by the Landlord in the Leased Premises (if
and to the extent that such defects are sufficient to
impair the Tenant's use of the Leased Premises while
using them in a manner consistent with this Lease) and
"Insured Damage" (as herein defined). The Landlord
shall in no event be required to make repairs to
Leasehold Improvements made by the Tenant, or by the
Landlord on behalf of the Tenant or another tenant or
to make repairs to wear and tear within the Leased
Premises.
Tenant's Repairs (c) The Tenant covenants with the Landlord
to repair, maintain and keep at the Tenant's cost,
except insofar as the obligation to repair rests upon
the Landlord pursuant to this paragraph the Leased
Premises, including Leasehold Improvements in good and
substantial repair. reasonable wear and tear excepted,
provided that this obligation shall not extend to
structural elements or to exterior glass or to repairs
which the Landlord would be required to make under this
paragraph for the exclusion therefrom of defects not
sufficient to impair the Tenant's use of the Leased
Premises while using them in a manner consistent with
this Lease. The Landlord may enter Leased Premises at
all reasonable times and view the condition thereof and
the Tenant covenants with the Landlord to repair,
sustain and keep the Leased Premises in good and
substantial repair according to notice in writing,
reasonable wear and tear excepted. If the Tenant shall
fail to repair as aforesaid after reasonable notice to
do so, the Landlord may effect the repairs and the
Tenant shall pay the reasonable cost thereof to the
Landlord on demand, The Tenant covenants with Landlord
that the Tenant will at the expiration of the Term or
sooner termination thereof peaceably surrender the
Leased Premises and appurtenances in good and
substantial repair condition, reasonable wear and tear
excepted.
Indemnification (d) If any part of the Property becomes out of repair,
damaged or destroyed through negligence of, or misuse
by, the Tenant or its employees, agents, invitees or
others under its control, the Tenant shall pay the
Landlord on demand the expense of repairs or
replacement including the Landlord's reasonable
administration charge thereof, necessitated by such
negligence or misuse.
Damage and Destruction (e) It is agreed between the Landlord and the Tenant
that:
(i) In the event of damage to the Property or to any
part thereof, if the damage is such the Leased
Premises or any substantial part thereof is
rendered not reasonably capable of use and
occupancy by the Tenant for the purposes of its
business for any period of in excess of ten (10)
days, then
(e) (i) (1) unless the damage was caused by
the fault or negligence of the Tenant or
its employees, agents, invitees, or
others under its control, from the date
of the occurrence of the damage and until
the Leased Premises are again reasonably
capable for use and occupancy as
aforesaid, the Rent payable pursuant to
this Lease from time to time in
proportion to the part or parts of the
Leased reasonably capable of such use and
occupancy, and
(2) unless this Lease is terminated
as hereinafter provided the Landlord or
the Tenant as the case may be (according
to the nature of the damage and their
obligations to repair as provided in
sub-paragraphs (a), (b) and (c) of this
paragraph) shall repair such damage with
all reasonable diligence, but to the
extent of the Leased Premises is not
reasonably capable of such use and
occupancy by reason of damage which the
Tenant is obligated to repair hereunder,
any abatement of Rent to which the
Tenant would otherwise be entitled
hereunder shall not extend later than the
time by which, in the reasonable opinion
of the Landlord, repairs by the Tenant
ought to have been completed with
reasonable diligence; and
(ii) if the Leased Premises are substantially damaged
or destroyed by any cause and if in the
reasonable opinion of the Landlord given in
writing within thirty (30) days occurrence the
damage cannot reasonably be repaired within one
hundred and eighty (180) days after the
occurrence thereof, then the Lease shall
terminate, in which event neither the Landlord
nor the Tenant shall be bound to repair as
provided in sub-paragraphs (a), (b) and (c) of
this paragraph, and the Tenant shall instead
deliver up possession of the Leased Premises to
the Landlord with reasonable expedition and Rent
shall be apportioned and paid to the date of the
occurrence; and
(iii)if premises whether of the Tenant or other
tenants of the Property comprising in the
aggregate half or more of the total number of
square feet of rentable office area in the
Property or half or more of the total number of
square feet of rentable office area in the
Building (as determined by the Landlord) or
portions of the Property which affect access or
services essential thereto, are substantially
damaged or destroyed by any cause and if in the
reasonable opinion of the Landlord the damage
cannot reasonably be repaired one hundred and
eighty (180) days after the occurrence thereof,
then the Landlord by written notice to the
Tenant given within thirty (30) days after the
occurrence of such damage or destruction,
terminate this Lease, in which event neither the
Landlord nor the Tenant shall be bound to repair
as provided in sub-paragraphs (a) (b) and (c)
paragraph, and the Tenant shall instead deliver
up possession of the Leased Premises to the
Landlord with reasonable expedition but in any
event within sixty (60) days delivery of such
notice of termination, and Rent shall be
apportioned and paid to upon which possession is
so delivered up (but subject to any abatement to
which the Tenant may be entitled under
sub-paragraph (e) (i) of this paragraph).
0.XXXXXXXXX AND LIABILITY
Landlord's Insurance (a) The Landlord shall take out and
keep in force during the Term insurance with respect to
the Property except for the "Leasehold Improvements"
(as hereinafter defined) in the Leased Premises The
insurance to be maintained by the Landlord shall be in
respect of perils and to amount on terms and conditions
which from time to time are insurable at a reasonable
premium and are normally insured by reasonable prudent
owners of properties similar to the Property from time
to time determined at reasonable intervals by insurance
advisors selected b Landlord, and whose opinion shall
be conclusive. Unless and until the insurance advisors
state that any such perils are not customarily insured
against by owners of properties similar to the
Property, the perils to be insured against by the
Landlord shall include, without limitation, public
liability, boilers and machinery, fire and extended
perils and may include at the option of the Landlord
losses suffered by the Landlord in its capacity as
Landlord through business interruption. The insurance
to be maintained by the Landlord shall contain a waiver
by the insurer of any of subrogation or indemnity or
any other claim over which the insurer might otherwise
be entitled against the Tenant or the agents or
employees of the Tenant.
Tenant's Insurance (b) The Tenant shall take out and keep in force during
the Term:
(i) comprehensive general public liability
insurance all on an occurrence basis with
respect the business carried on, in or from
the Leased Premises and the Tenant's use
and occupancy of the Leased Premises and
of any other part of the Property, with
coverage for any one occurrence or claim
of not less than One Million Dollars
($1,000,000) or such other amount as the
Landlord may reasonably require upon not
less than one (1) month notice at any time
during the Term, which Insurance shall
include the Landlord as a named insured and
shall protect the Landlord in respect of
claims by the Tenant as if the Landlord
were separately insured;
(ii) insurance in respect of fire and such
other perils as are from time to time in
extended coverage endorsement covering the
Leasehold Improvements, trade fixtures and
the furniture and equipment in the Leased
Premises for not less than 80% of the full
replacement cost thereof and which
insurance shall include the Landlord as
insured as the Landlord's interest may
appear; and
(iii) Insurance against such other perils and in
such amounts as the Landlord may from time
to time reasonably require upon not less
than ninety (90) days written notice
requirement to be made on the basis that
the required insurance is customary at the
time for prudent tenants of properties
similar to the Property.
All insurance required to be maintained by the Tenant
shall be on terms and with insurers satisfactory to the
Landlord. Each policy shall contain a waiver by the
insurer of any subrogation or indemnity or any other
claim over to which the insurer might otherwise be
entitled against the Landlord or the agents or
employees of the Landlord, and shall also contain an
undertaking by the insurer that no material change
adverse to the Landlord or the Tenant will be made, and
the policy will not lapse or be canceled, except after
not less than thirty (30) days written notice to the
Landlord of the intended change, lapse or cancellation.
The Tenant shall furnish to the Landlord, if and
whenever requested by it, certificates or other
evidences acceptable to the Landlord as to the
insurance from time to time effected by the Tenant and
its renewal or continuation in force, together with
evidence as to the method of determination of full
replace cost of the Tenant's Leasehold Improvements,
trade fixtures, furniture and equipment, and if the
Landlord reasonably concludes that the all replacement
cost has been underestimated, the Tenant shall
forthwith arrange for any consequent increase in
coverage required under sub-paragraph (b). If the
Tenant shall fall to take out, renew and keep in force
such insurance, or if the evidences submitted to the
Landlord are unacceptable to the Landlord (or no such
evidences are submitted within a reasonable period
after request therefor by the Landlord), then the
Landlord may give the Tenant written notice requiring
compliance with this sub-paragraph and specifying the
respects in which the Tenant is not then in compliance
with this sub-paragraph. If the Tenant does not within
forty-eight (48) hours provide appropriate evidence of
compliance with this sub-paragraph the Landlord may
(but shall not be obligated to) obtain some or all of
the additional coverage or other insurance which the
Tenant shall have failed to obtain, without prejudice
to any other rights of the Landlord under this Lease or
otherwise, and the Tenant shall pay all premiums and
other reasonable expenses incurred by the Landlord to
the Landlord on demand.
Limitation of Landlords (c) The Tenant agrees that the Landlord shall not be
Liability liable for any bodily injury or death of, or loss or
damage to any property belonging to, the Tenant or its
employees, invitees or licensee any other
person in, on or about the Property unless resulting
from the actual willful misconduct or gross negligence
of the Landlord or its own employees. In no event shall
the Landlord be liable for any damage which is caused
by steam, water, rain or snow or other thing which may
leak into, issue or flow from any part of the Property
or from the pipes or plumbing works, including
sprinkler system (if any) therein or from any other
place or for any damage caused by or attributable to
the condition or arrangement of any electric or other
wiring or of sprinkler heads (if any) or for any damage
caused by anything done or omitted by any other tenant.
Indemnity of Landlord (d) Except with respect to claims or
liabilities in respect of any damage which is Insured
Damage to the extent of the cost of repairing such
Insured Damage, the Tenant agrees to indemnify and save
harmless the Landlord in respect of:
(i) all claims for bodily injury or death,
property damage or other loss or damage
arising from the conduct of any work or any
act or omission of the Tenant or any assign
sub-tenant, agent, employee, contractor,
invitee or licensee of the Tenant, and in
respect of all costs, expenses and
liabilities incurred by the Landlord in
connection with arising out of all such
claims, including the expenses of any action
or proceeds pertaining thereto, and
(ii) any loss, cost, (including, without
limitation, lawyers' fees and
disbursements), expense or damage suffered
by the Landlord arising from any breach by
the Tenant of any of covenants and
obligations under this Lease.
Definition of (e) For purposes of this Lease, 'Insured Damage' means
"Insured Damage" that part of any damage occurring to Property of which
the entire cost of repair (or the entire cost of repair
other than a deductible amount properly collectable
by the Landlord as part of the Additional Rent) is
actually recovered by the Landlord under a policy or
policies of insurance from time to time effected by
the Landlord pursuant to sub-paragraph (a) Where an
applicable policy of insurance contains an exclusion
for damages recoverable from a third party,
claims as to which the exclusion applies shall
considered to constitute Insured Damage only if the
Landlord successfully recovers from the third party.
10. EVENTS OF DEFAULT AND REMEDIES
Events of Default (a) In event of the happening of any one of the following
and Remedies events:
(i) the Tenant shall have to pay
an installment of Basic Rent or of Addition
or any other amount payable hereunder when
due, and such failure shall be continuing
for a period of more than thirty (30) days
after the date such installment or amount
due;
(ii) there shall be a default of or with any
condition, covenant, agreement or
obligation on the part of the Tenant to be
kept, observed or performed hereunder
(other than a condition, covenant,
agreement or other obligation to pay Basic
Rent, Additional Rent or any other amount
of money) and such default shall be
continuing for a period of more than twenty
(20) days after written notice by the
Landlord to the Tenant specifying the
default and requiring that it discontinue;
(iii) if any policy of insurance upon the
Property or any part thereof from time to
effected by the Landlord shall be canceled
or about to be canceled by the insurer by
reason of the use or occupation of the
Leased Premises by the Tenant or any
assignee, sub-tenant or licensee of the
Tenant or anyone permitted by the Tenant to
be upon Leased Premises and the Tenant
after receipt of notice in writing from the
Landlord shall have failed to take such
immediate steps in respect of such use or
occupation shall enable the Landlord to
reinstate or avoid cancellation (as the
case may be) of such policy of insurance,
(iv) the Leased Premises shall, without the
prior written consent of the Landlord, be
used by any other persons than the Tenant
or its permitted assigns or sub-tenants or
for purpose other than for which they were
leased or occupied or by any persons whose
occupancy is prohibited by this Lease,
(v) the Leased Premises shall be vacated or
abandoned, or remain unoccupied without
prior written consent of the Landlord for
thirty (30) consecutive days or more while
capable of being occupied,
(vi) the balance of the Term of this Lease or
any of the goods and chattels of the Tenant
located in the Leased Premises, shall at
any time be seized in execution or
attachment or
(vii) the Tenant shall make any assignment for
the benefit of creditors or become bankrupt
or insolvent or take the benefit of any
statute for bankrupt or insolvent debtors
or, corporation, shall take any steps or
suffer any order to be made for its
winding--up or other termination of its
corporate existence; or a trustee, receiver
or receiver-manager, or agent or other like
person shall be appointed of any of the
assets of the Tenant,
the Landlord shall have the following rights and remedies all of
which are cumulative and alternative and not to the exclusion of
any other or additional rights and remedies in law or equity
available to the Landlord by statute or otherwise.
(A) to remedy or attempt to remedy any default
of the Tenant, and in so doing to make any
payments due or alleged to be due by the
Tenant to third parties and to enter upon
the Leased Premises to do any work or other
things therein, and in such event all
reasonable expenses of the Landlord in
remedying or attempting to remedy such
default shall be payable by the Tenant to
the Landlord on demand;
(B) with respect to unpaid overdue Rent, to the
payment by the Tenant of the Rent and of
interest (which said interest shall be
deemed included herein in the term "Rent")
thereon at a rate equal to the lesser of
three percent (3%) above the prime
commercial loan rate charged to borrowers
having the highest credit rating from time
to time by the Landlord's principal bank
from the date upon which the same was due
until actual payment thereof and the
maximum amount allowed under the laws of
the jurisdiction in which the Building is
located; tenant to have 10 day grace
period.
(C) to terminate this Lease forthwith. In the
event that Landlord shall elect to so
terminate this Lease then Landlord may
recover from Tenant:
(i) the worth at the time of award of
any unpaid rent which had been
earned at time of such termination;
plus
(ii) the worth at the time of award of
the amount by which the unpaid rent
which would have been earned after
termination until the time of award
exceeds the amount of such rental
loss that Tenant proves could have
been reasonably avoided; plus
(iii) the worth at the time of award of
the amount by which the unpaid rent
for the balance of the term after
the time of award exceeds the amount
of such rent loss that Tenant proves
could be reasonably avoided; plus
(iv) any other amount necessary to
compensate Landlord for all the
detriment proximately caused by
Tenant's failure to perform the
Tenant obligations under this Lease
or which in the ordinary course of
things would be likely to result
therefrom. As used in sub-paragraphs
l0(C)(i) and (ii) above, the "worth
at the time of award" is computed by
allowing interest at the maximum
rate permitted by law per annum. As
used in sub-paragraph 10(C)(iii)
above, the "worth at the time of
award" is computed by discounting
such amount at the discount rate of
the Reserve Bank of San Francisco
at the time of award plus one
percent (1%).
(D) to enter the Leased Premises as agent of
the Tenant and as such agent to re-let to
receive the rent therefor and as the agent
of the Tenant to take possession furniture
or other property thereon and upon giving
ten (10) days written notice Tenant to store
the same at the expense and risk of the
Tenant or to sell or otherwise dispose
of the same at public or private sale
without further notice and to apply proceeds
thereof and any rent derived from re-letting
the Leased Premises upon account of the Rent
due and to become due under this Lease and
the Tenant shall be liable to the Landlord
for the deficiency if any.
(E) to maintain Tenant's rights to possession
and continue said Lease in full force and
effect whether or not Tenant shall have
abandoned the Leased Premises. In such
event, Landlord shall be entitled to enforce
all of its rights and remedies under this
Lease including the right to recover Rent
as it becomes due under the terms of the
Lease.
(b) The Tenant shall pay to the Landlord on demand all
costs and expenses, including a lawyers' fees and
costs incurred by the Landlord in enforcing any
of the obligations of the Tenant under this Lease.
ADDITIONAL PROVISIONS
Relocation of 11. (deleted)
Leased Premises
Subordination 12. This Lease and all rights of the Tenant
and Attornment hereunder are subject and subordinate to all
under-lying leases and charges, or mortgages now or
hereafter existing (including charges, and mortgages by
way of debenture, note, bond, deeds of trust and
mortgage and all instruments supplemental thereto)
which may now or hereafter affect the Property or any
part thereof and to all renewals, modifications,
consolidations, replacements and extensions thereof
provided the lessor, chargee, mortgagee or trustee
agrees to accept this Lease if not in default; and in
recognition of the foregoing the Tenant agrees that it
will, whenever requested, attorn to such lessor,
chargee, mortgagee as a tenant upon all the terms of
this Lease. The Tenant agrees to execute promptly
whenever requested by the Landlord or by the holder of
any such lease, charge, or mortgage an instrument of
subordination or of attornment, as the case may be, as
may be required of it.
Certificates 13. The Tenant agrees that it shall promptly
whenever requested by the Landlord from time to time
execute and deliver to the Landlord, and if required by
the Landlord, to any lessor, chargee, mortgagee
(including any trustee) or other person designated by
the Landlord, an acknowledgment in writing as to the
then status of this Lease, Including as to whether it
is in full force and effect, modified or unmodified,
confirming the Basic Rent and Additional Rent payable
hereunder and the State of the accounts between
Landlord and the Tenant, the existence or non-existence
of defaults, and any other matters pertaining to this
Lease as to which the Landlord shall request an
acknowledgment.
Of and Access 14. The Landlord shall be permitted at any time and
To the Leased Premises from time to time to enter and its authorized agents,
employees and contractors enter the Leased Premises for
the purposes of inspections, window cleaning,
maintenance, providing Janitorial service, making a
or improvements to the Leased Premises or the Property,
or to have access to utilities services (including all
ducts and access panels (if any), which the Tenant
agrees not to and the Tenant shall provide free and
unhampered access for the purpose and untitled to
compensation for Any inconvenience, nuisance or
discomfort caused thereby. Landlord and its authorized
agents and employees shall be permitted entry to the
Leased Premises for the purpose of exhibiting them to
prospective tenants. The Landlord in exercising rights
under this paragraph shall do so to the extent
reasonably necessary so as to minimize interference
with the Tenant's use and enjoyment of the Leased
Premises provided that in emergency the Landlord or
persons authorized by It may enter the Leased Premises
without minimizing interference.
Delay 15. Except as herein otherwise expressly provided, if
and whenever and to the extent that either the Landlord
or the Tenant shall be prevented, delayed or restricted
in the any obligation hereunder in respect of the
supply or provision of any service or utilities making
of any repair, the doing of any work or any other thing
(other than the payment moneys required to be paid by
the Tenant to the Landlord hereunder) by reason of.
(a) strikes or work stoppages;
(b) being unable to obtain any material, service,
utility or labour required to fulfil obligation;
(c)any statute, law or regulation of, or inability to
obtain any permission from government authority
having lawful jurisdiction preventing, delaying or
restricting such fulfillment;
or
(d) other unavoidable occurrence.
the time for fulfillment of such obligation shall be
extended during the period in which circumstance
operates to prevent, delay or restrict the fulfillment
thereof, and the other to this Lease shall not be
entitled to compensation for any inconvenience,
nuisance or discomfort thereby occasioned; provided
that nevertheless the Landlord will use its best
efforts to maintain services essential to the use and
enjoyment of the Leased Premises and provided further
that the Landlord shall be prevented, delayed or
restricted in the fulfillment of any such obligation
hereunder by reason of any of the circumstances set out
in sub-paragraph (c) of this Paragraph 15 and to
fulfill such obligation could not, in the reasonable
opinion of the Landlord, be completed without
substantial additions to or renovations of the
Property, the Landlord may sixty (60) days written
notice to the Tenant terminate this Lease.
Waiver 16. If either the Landlord or the Tenant shall
overlook, excuse, condone or suffer any default,
breach, non-observance, improper compliance or
non-compliance by the other of any obligation
hereunder, this shall not operate as a waiver of such
obligation in respect of any continuing subsequent
default, breach, or non-observance, and no such waiver
shall be implied but shall only be effective if
expressed in writing.
Sale, Demolition 17 (a) The term "Landlord" as used in this
And Renovation Lease, means only the owner for the time
being of the Property, so that in the event of any sale
or sales or transfer or transfers of the Property or
the making of any lease or leases thereof, or the sale
or sales or the transfer or transfers or the assignment
or assignments of any such lease or leases, previous
landlords shall be and hereby are relieved of all
covenants and obligations of Landlord hereunder. It
shall be deemed and construed without further agreement
between the parties, or their successors in interest,
.or between the parties and the transferee or acquiror,
at any such sale, transfer or assignment, or leasee on
the making of any such lease, that the transferee,
acquiror or lessee has assumed and agreed to carry out
any and all of the covenants and obligations of
Landlord hereunder to Landlord's exoneration, and
Tenant shall thereafter be bound to and shall attorn to
such transferee, acquiror or lessee, as the case may
be, as Landlord under this Lease;
(b) Notwithstanding anything contained in this Lease to
the contrary, in the event the Landlord intends to
demolish or to renovate substantially all the Building,
then the Landlord upon giving the Tenant one hundred
and eighty (180) days written notice, shall have the
right to terminate this Lease and this Lease shall
thereupon expire on the expiration of one hundred and
eighty (180) days from the date of the giving of such
notice without compensation of an kind to the Tenant.
Public Taking 18. The Landlord and Tenant shall co-operate,
each with the other, in respect of any Public Taking of
the Leased Premises or any part thereof so that the
Tenant may receive the maximum award to which it is
entitled in law for relocation costs and business
interruption and so that the Landlord may receive the
maximum award for all other compensation arising from
or relating to such Public Taking (including all
compensation for the value of the Tenant's leasehold
interest subject to the Public Taking) which shall be
the property of the Landlord, and the Tenant's rights
to such compensation are hereby assigned to the
Landlord. If the whole or in part of the Leased
Premises is Publicly Taken, as between the parties
hereto, the rights and obligations under this Lease
shall continue until the day on which the Public Taking
authority takes possession thereof. If the whole or any
part of the Leased Premises is Publicly Taken, the
Landlord shall have the option, to be exercised by
written notice to the Tenant, to terminate this Lease
and such termination shall be effective on the day the
Public Taking authority takes possession of the whole
or the portion of the Property Publicly Taken. Rent and
all other payments shall be adjusted as of the date of
such Public Taking, vacate the Leased Premises and
surrender the Landlord, with the Landlord having the
right to re-enter and repossess the Leased and all
other payments shall be adjusted as of the date of such
termination and discharged of this Lease and to remove
all persons therefrom. In this paragraph "Public
Taking" shall include expropriation and condemnation
and shall include a sale by the Landlord to an
authority with powers of expropriation, condemnation or
taking, in lieu of or under threat of expropriation or
taking and "Publicly Taken" shall have a corresponding
meaning.
Registration of Lease 19. The Tenant agrees with the
Landlord not to register this Lease in any recording
office and not to register notice of this Lease in any
form without the prior written consent of the Landlord.
If such consent is provided such notice of Lease or
caveat shall be in such form as the Landlord shall have
approved and upon payment of the Landlord's reasonable
fee for same and all applicable transfer or recording
taxes or charges. The Tenant shall remove and discharge
at Tenant's expense registration of such a notice or
caveat at the expiry or earlier termination of the
Term, and in and in the event of Tenant's failure to so
remove or discharge such notice or caveat after ten
(10) days written notice by Landlord to Tenant, the
Landlord may in the name and on behalf of the Tenant
execute a discharge of such a notice or caveat in order
to remove and discharge such notice of caveat and for
the purpose thereof the Tenant hereby irrevocably
constitutes and appoints any officer of the Landlord
the true and lawful attorney of the Tenant.
Lease Entire Agreement 20. The Tenant acknowledges that there
are no covenants, representations, warranties,
agreements or conditions express or implied, collateral
or otherwise forming part of or in any way affecting or
relating to this Lease save as expressly set out in
this Lease and Schedules attached hereto and that this
Lease and such Schedules constitute the entire
agreement between the Landlord and the Tenant and may
not be modified except as herein explicitly provided or
except by agreement in writing executed by the Landlord
and the Tenant.
Notices 21. Any notice, advice, document or writing required
or contemplated by any provision hereof shall be given
in writing and if to the Landlord, either delivered
personally to an officer of the Landlord or mailed by
prepaid mail addressed to the Landlord at the said
local office address of the Landlord shown above, and
if to the Tenant, either delivered personally to the
Tenant (or to an officer of the Tenant, if a
corporation) or mailed by prepaid mail addressed to the
Tenant at the Leased Premises, or if an address of the
Tenant is shown in the description of the Tenant above,
to such address. Every such notice, advice, document or
writing shall be deemed to have been given when
delivered personally, or if mailed as aforesaid, upon
the fifth day after being mailed. The Landlord may from
time to time by notice in writing to Tenant designate
another address as the address to which notices are to
be mailed to it, or specify with greater particularity
the address and persons to which such notices are to be
mailed and may require that copies of notices be sent
to an agent designated by it. The Tenant may, if an
address of the Tenant is shown in the description of
the Tenant above, from time to time by notice in
writing to the Landlord, designate another address as
the address to which notices are to be mailed to it, or
specify with greater particularity the address to which
such notices are to be mailed.
Interpretation 22. In this Agreement "herein," "hereof,"
"hereby," "hereunder," "hereto," "hereinafter" and
similar expressions refer to this Lease and not to any
particular paragraph, clause or other portion thereof,
unless there is something in the subject matter or
context inconsistent therewith; and the parties agree
that all of the provisions of this Lease are to be
construed as covenants and agreements as though words
importing such covenants and agreements were used in
each separate paragraph hereof, and that should any
provision or provisions of this Lease be illegal or not
enforceable it or they shall be considered separate and
severable from the Lease and its remaining provisions
shall remain in force and be binding upon parties
hereto as though the said provision or provisions had
never been included, and further that the captions
appearing for the provisions of this Lease have been
inserted as a matter of convenience and for reference
only and in no way define, limit or enlarge the scope
or meaning of this Lease or of any provision hereof.
Extent of Lease 23. This Agreement and everything herein contained
shall enure to the benefit of and be obligations
binding upon the respective heirs, executors,
administrators, successors, assigns and other legal
representatives, as the case may be, of each and every
of the parties hereto, subject to the granting of
consent by the Landlord to any assignment or sublease,
and every reference herein to any party hereto shall
include the heirs, executors, administrators,
successors, assigns and other legal representatives of
such party, and where there is more than one tenant or
there a male or female party the provisions hereof
shall be read with all grammatical changes thereby
rendered necessary and all covenants shall be deemed
joint and several.
Use and Occupancy 24. If the Tenant shall for any reason use or occupy
Prior to Term the Leased Premises in any prior to the
commencement of the Term without there being an
existing lease between the Landlord and Tenant under
which the Tenant has occupied the Leased Premises,
then during such prior use or occupancy the Tenants
shall be Tenant of the Landlord and shall be subject to
the same covenants and agreements in this Lease mutatis
mutandis.
Schedules 25. The provisions of the following Schedules attached
hereto shall form part of this Lease as if the same
were embodied herein:
Schedule "A" - Legal Description of Lands
Schedule "B" - Outline of Leased Premises
Schedule "C" - Taxes payable by Landlord and Tenant
Schedule "D" - Services and Costs
Schedule "E" - Rules and Regulations
Schedule "F" - Leasehold Improvements
Schedule "G" - Not Applicable
Schedule "H" - Not Applicable
Schedule "I" - Not Applicable
Schedule "J" - Not Applicable
Schedule "K" - Basic Rent Free Period
Schedule "L" - Additional Provisions
IN WITNESS WHEREOF the parties hereto have executed this Agreement
Landlord:
THE INTEGRITY FUND
Witness as to signing by Signature/s/
by Landlord Title: President
Tenant: Beta Capital Croup, Inc.
Witness as to signing by by Signature/s/Xxxxx Xxxxx
Tenant or officer(s) of Tenant
Title: President
by Signature ___________________________
Title
SCHEDULE "A"
(Legal Description - 000 XXXX XXXXXX)
XXX XXXX SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF NEWPORT
BEACH AND DESCRIBED AS FOLLOWS:
PARCEL 1 AS SHOWN ON A MAP THEREOF FILED IN BOOK 59, PAGE 2(pound) OF PARCEL
MAPS, RECORDS OF SAID ORANGE COUNTY, CALIFORNIA.
SCHEDULE "B"
(Plan of Leased Premises Outlined in red)
[drawing of Leased Premises]
901 Dove Second Floor Plan
Building Name:
SCHEDULE "C"
Taxes Payable by Landlord and Tenant
Tenant's Taxes 1. (a) The Tenant Covenants to pay all Tenant's
Taxes, as, and when the same becomes payable. Where any
Tenant's Taxes are payable by the Landlord to the
relevant taxing authorities, the Tenant covenants to
pay the amount thereof to the Landlord.
(b) The Tenant covenants to pay the Landlord the
Tenant's Proportionate Share of the excess of the
amount of the Landlord's Taxes in each Fiscal Period
over the Landlord's Taxes in the "Base Year" (as
hereinafter defined).
(c) The Tenant covenants to pay to the Landlord
the Tenant's Proportionate Share of the costs and
expenses (including legal and other professional fees
and interest and penalties on deferred payments)
incurred in good faith by the Landlord in contesting,
resisting or appealing any of the Taxes.
Landlord's Taxes (d) The Landlord covenants to pay all Landlord's
Taxes subject to the payments on account of Landlord's
Taxes required to be made by the Tenant elsewhere in
this lease. The Landlord may appeal any official
assessment or the amount of any Taxes or other taxes
based on such assessment and relating to the Property.
In connection with any such appeal, the Landlord may
defer payment of any Taxes other taxes, as the case may
be, payable by it to the extent permitted by law, and
the Tenant shall co-operate with the Landlord and
provide the Landlord with all relevant information
reasonably required by the Landlord in connection with
any such appeal.
Separate Allocation (e) In the event that the Landlord is unable
to obtain from the taxing authorities any separate
allocation of Landlord's Taxes, Tenant's Taxes or
assessment as required by the Landlord to make
calculations of Additional Rent under this Lease, such
allocation shall be made by the Landlord reasonably and
shall he conclusive.
Information (f) Whenever requested by the Landlord, the
Tenant shall deliver to it receipts for payment of all
the Tenant's Taxes and furnish such other information
in connection therewith as the Landlord may reasonably
require.
Tax Adjustment (g) If the Building has not been taxed as a
completed and fully occupied building for any Fiscal
Period, the Landlord's Taxes will be determined by the
Landlord as if the Building had been taxed as a
completed and fully occupied building for any such
Fiscal Period.
Definition 2. In this Lease:
(a) "Landlord Taxes" shall mean the aggregate of
all Taxes attributed to the Property, or the Landlord
in respect thereof and including, without limitation,
any amounts imposed, assessed or charged in
substitution for or in lieu of any such Taxes, but
excluding such taxes as capital gain taxes, corporate
income, profit or excess profit taxes to the extent
such taxes are not levied in lieu of any of the
foregoing against the Property or the Landlord in
respect thereof.
(b)"Taxes" shall mean all taxes, rates, duties,
levies, fees, charges, local improvement rates, capital
taxes, rental taxes and assessments whatsoever
including fees, rents, and levies for air rights and
encroachments on or over municipal property imposed,
assessed, levied or charged by any school, municipal,
regional, state, provincial, federal, parliamentary, or
other body, corporation, authority, agency or
commission provided that any such local improvement
rates, assessed and paid prior to or in the Base Year
shall be excluded from the Base Year and any year
during the Term, and provided further "Taxes" shall not
include any special utility, levies, fees or charges
imposed, assessed, levied or charged which are directly
associated with initial construction of the Property.
(c)"Tenant's Taxes" shall mean the aggregate of:
(i) all Taxes (whether imposed upon the
Landlord or the Tenant) attributable personal
property, trade fixtures, business, income,
occupancy, or sales of the Tenant or any other
occupant of the Leased Premises, and to any
Leasehold Improvement or fixtures installed by
or on behalf of the Tenant within the Leased
Premises, and to the use by the Tenant of any
of the Property, and
(ii) the amount by which Taxes (whether
imposed upon the Landlord or the are increased
above the Taxes which would have otherwise
been payable as a result of the Leased
Premises or the Tenant or any other occupant
of the Leased Premises being taxed or assessed
in support of separate schools.
(d)"Tenant's Proportionate Share" shall mean Seven
Point Twelve percent (7.12%) subject to adjustment
as determined solely by the Landlord and notified
to the Tenant in writing for physical increases or
decreases in the total rentable area of the
Property and the rentable area of the Leases
Premises shall exclude areas designated (whether or
not rented) for parking and for storage.
(e)"Base Year" as used is this schedule shall mean
calendar year 1994
SCHEDULE "D"
Services and Costs
1. The Landlord covenants with the Tenant:
Interior Climate Control (a) To maintain in the Leased Premises
conditions of reasonable temperature and comfort in
accordance with good standards applicable to normal
occupancy of premises for office purposes subject to
governmental regulations during hours to be determined
by Landlord (but to be at least the hours from 8:00
a.m. to 6:00 p.m. from Monday to Friday inclusive with
the exception of holidays, Saturdays and Sundays), such
conditions to be maintained by means of a system for
heating and cooling, filtering and circulating air; the
Landlord shall have no responsibility for any
inadequacy of performance of said system if the
occupancy of the Leased Premises or the electrical
power or other energy consumed on the Leased Premises
for all purposes exceeds reasonable amounts as
determined by the Landlord or the Tenant installs
partitions or other installations in locations which
interfere with the proper operation of the system of
interior climate control or if the window covering on
exterior windows is not kept fully closed;
Janitor Service (b) To provide janitor and cleaning services to
the Leased Premises and to common areas of the Building
consisting of reasonable services in accordance with
the standards of similar office buildings;
Elevators, Lobbies, etc. (c) To keep available the following facilities for use
by the Tenant and its employees, invitees in common
with other persons entitled thereto:
(i)passenger and freight elevator service to each
floor upon which the Leased Premises are located
provided such service is installed in the
Building and provided that the Landlord may
prescribe the hours during which and the
procedures under freight elevator service shall
be available and may limit the number of
elevators. providing Service outside normal
business hours;
(ii) common entrances, lobbies, stairways and
corridors giving access to the Building and the
Leased Premises, including such other areas from
time to time which may be provided by the
Landlord for common use and enjoyment within the
Property;
(iii)the washrooms as the Landlord may assign from
time to time which are standard to the Building,
provided that the Landlord and the Tenant
acknowledge that where an entire floor is leased
to the Tenant or some other tenant the Tenant or
such other tenant, as the case may be, may
exclude others from the washrooms thereon.
Electricity 2. (a) The Landlord covenants with the Tenant to
furnish electricity to the Leased
Premises for normal office use for
lighting and for office equipment capable of
operating from the circuits available to the
Leased Premises and standard to the building
continuously;
(b) The amount of electricity consumed on the
Leased Premises in excess of
electricity required by the Tenant for normal
office use shall be as determined by the
Landlord acting reasonably or by a metering
device expense. The Tenant shall pay the
Landlord for any such excess electricity on
demand.
(c) (deleted)
(d) In calculating electricity costs for any
Fiscal Period, if less than one hundred
percent (100%) of Building is occupied by
tenants, then the amount of such electricity
costs shall be deemed for the purposes of this
Schedule to be increased to an amount equal to
like electricity costs which normally would be
expected by the Landlord to have incurred had
such occupancy been one hundred percent (100%)
during such entire period.
3 The Landlord shall maintain and keep in repair the
facilities required for the provision of interior
climate control, elevator (if installed in the
Building), and other services referred to sub paragraph
(a) and (c) of paragraph 1 and sub-paragraph (a) of
paragraph 2 of this Schedule in accordance with the
standards of office buildings similar to the Building
but reserves the right stop the use of any of these
facilities and the supply of the corresponding services
when necessary by reason of accident or breakdown or
during the making of repairs, alterations or
improvements, in the reasonable judgment of the
Landlord necessary or desirable to be made, until the
repairs, alterations or improvements shall have been
completed to the satisfaction of the Landlord.
Additional Services 4. (a)The Landlord may (but shall not be obliged)
on request of the Tenant supply services or
materials to the Leased Premises and the
Property which are not provided for under
this Lease and which are used by the Tenant
(the "Additional Services") including
without limitation,
(i) replacement of tubes and ballasts;
(ii) carpet shampooing;
(iii) drapery cleaning;
(iv) locksmithing;
(v) removal of bulk garbage;
(vi) picture hanging; and
(vii) special security arrangement.
(b) When Additional Services arc supplied or
furnished by the Landlord, accounts
therefor shall be rendered by the
Landlord and shall be payable by the
Tenant to the Landlord on demand. In the
event the Landlord shall elect not to
supply or furnish Additional Services,
only persons with prior written approval
by the Landlord (which approval shall not
be unreasonably withheld) shall be
permitted by the Landlord or the Tenant
to supply or furnish Additional Services
to the Tenant and the supplying and
furnishing shall be subject to the
reasonable rules fixed by the Landlord
with which the Tenant undertakes to cause
compliance and to comply.
Operating Charges 5. (a) The Tenant covenants to pay to the Landlord the
Tenant's Proportionate Share of the excess
of the amount of the Operating Costs in each
Fiscal Period over the Operating Costs in the
"Base Year" (as hereinafter defined), the
increase in Operating Cost shall not exceed 7%
of the increase of the previous fiscal period,
and shall be subject to the original base year
defined in the Lease dated November 23, 1993.
(b) Lease Operating costs" shall mean all costs
incurred or which will he incurred by the
Landlord in the maintenance, operation,
administration and management of the Property
including without limitation:
(i) cost of heating, ventilating and
air-conditioning;
(ii) cost of water and sewer charges;
(iii)cost of insurance carried by the Landlord
pursuant to paragraph 9(a) of this Lease and cost
of any deductible amount paid by the Landlord in
connection with each claim made by the Landlord
under such insurance;
(iv) costs of building office expenses, including
telephone, rent, stationery and supplies,
(v) cost of fuel;
(vi)costs of all elevator and escalator (if
installed in the Building) maintenance and
operation;
(vii) costs of operating staff, management staff
and other administrative personnel, including
salaries, wages, and fringe benefits;
(viii)cost of providing security;
(ix) cost of providing janitorial services,
window cleaning, garbage and snow removal and
pest control and replacement of building standard
tubes and ballasts
(x) cost of supplies and materials;
(xi) cost of decoration of common areas;
(xii) cost of landscaping;
(xiii) cost of maintenance and operation of the
parking area;
(xiv)cost of consulting, and professional fees
including expenses;
(xv) cost of replacements, additions and
modifications unless otherwise included under
paragraph 6, and cost of repair.
(c) In this Lease there shall be excluded from
Operating Costs the following:
(i) interest on debt and capital retirement of
debt;
(ii)such of the Operating Costs as are
recovered from insurance proceeds; and
(iii) costs as determined by the Landlord of
acquiring tenants for the Property.
6. (Deleted)
7. In calculating Operating Costs for any Fiscal Period
including the Base Year, if less than one hundred
percent (100%) of Building is occupied by tenants, then
the amount of such Operating Costs shall be deemed for
the purposes of this Schedule to be increased to an
amount equal to the like Operating Costs which normally
would be expected by the Landlord to have been incurred
had such occupancy been one hundred percent (100%)
during such entire period.
8. In this Lease
(i) "Tenant's Proportionate Share" shall mean (7.12%)
subject to adjustment as determined solely
by the Landlord and notified to the Tenant in
writing for physical increases or decreases in the
total rentable area of the Property provided that
total rentable area of the Property and the
rentable area of the Leased Premises shall exclude
areas designated (whether or not rented)for parking
and for storage.
(ii) "Base Year' shall mean calendar year 1994 1993.
SCHEDULE "E"
Rules and Regulations
1. The sidewalks, entry passages, elevators (if installed in
the Building) and common stairways shall not be obstructed by the
Tenant or used for any other purpose than for ingress and egress
to and from the Leased Premises. The Tenant will not place or
allow to be placed in the corridors or public stairways any waste
paper, dust, garbage, refuse or anything whatever.
2. The washroom plumbing fixtures and other water apparatus
shall not be used for any other than those for which they were
constructed, and no. sweepings, rubbish, rags, ashes substances
shall be thrown therein. The expense of any damage resulting by
misuse by the shall be borne by the Tenant.
3. The Tenant shall permit window cleaners to clean the
windows of the, Leased Premises during normal business hours.
4. No birds or animals shall be kept in or about the
Property nor shall the Tenant operate or permit to be operated
any musical or sound producing instruments or device or make or
any improper noise inside or outside the Leased Premises which
may be heard outside Leased Premises.
5. No one shall use the Leased Premises for residential
purposes, or for the storage of personal effects or articles
other than those required for business purposes.
6. All persons entering and leaving the Building at any time
other than during normal business hours shall register in the
books which may be kept by the Landlord at or near the night
entrance and the Landlord will hive the right to prevent any
person from entering or leaving the Building or the Property
unless provided with a key to the premises to which such person
seeks entrance and a pass in a form to be approved by the
Landlord. Any persons found in the Building at times without such
keys and passes will be subject to the surveillance of the
employees and agents of the Landlord.
7. No dangerous or explosive materials shall be kept or
permitted to be kept in the Leased Premises.
8. The Tenant shall not and shall not permit any cooking in
the Leased Premises. The Tenant shall not install or permit the
installation or use of any machine dispensing goods for sale in
Leased Premises without the prior written approval of the
Landlord. Only persons authorized by the Landlord shall be
permitted to deliver or to use the elevators (if installed in the
Building) for the purpose of delivering food or beverages to the
Leased Premises.
9. The Tenant shall not bring in or take out, position,
construct, install or move any business machine or other heavy
office equipment without first obtaining the prior written
consent of the Landlord. In giving such consent, the Landlord
shall hive the right in its sole discretion, to prescribe the
weight permitted and the position thereof, and the use and design
of planks, skids or platforms to distribute the weight thereof.
All damage done to the Building by moving or using any such heavy
equipment or other office equipment or furniture shall be
repaired at the expense of the Tenant. The moving of all heavy
equipment or other of equipment or furniture shall occur only at
times consented to by the Landlord and the person employed to
move the same in and out of the Building must be acceptable to
the Landlord. Safes and other heavy office equipment will be
moved through the halls and corridors only upon steel bearing
plates. No freight or bulky matter of any description will be
received into the Building carried in the elevators (if installed
in the Building) except during hours approved by the Landlord.
10. The Tenant shall give the Landlord prompt notice of any
accident to or any defect in the plumbing, heating,
air-conditioning, ventilating, mechanical or electrical apparatus
or any other part of the Building.
11. The parking of automobiles shall be subject to
reasonable regulations the Landlord. The Landlord shall not be
responsible for damage to or theft of any car, its accessories or
contents whether the same be the result of negligence or
otherwise.
12. The Tenant shall not xxxx, drill into or in any way
deface the walls, ceilings, partitions, floors or other parts of
the Leased Premises and the Building. except for reasonable wear
and tear.
13. Except with the prior written consent of the Landlord,
no tenant shall use or engage a person or persons other than the
janitor or janitorial contractor of the Landlord for the purpose
of any cleaning of the Leased Premises.
14. If the Tenant desires any electrical or communications
wiring, the Landlord reserves the right to direct qualified
persons as to where and how the wires are to be introduced, and
without such directions no borings or cutting for wires shall
take place. No other wires or pipes shall be introduced without
the prior written consent of the Landlord.
15. The Tenant shall not place or cause to be placed any
additional locks upon any doors of the Leased Premises without
the approval of the Landlord and subject to any conditions
imposed by the Landlord. Additional keys may be obtained from the
Landlord at the cost of the Tenant.
16. The Tenant shall be entitled to have its name shown upon
the directory board of the Building and at one of the entrance
doors to the Leased Premises, all at the Tenant's expense, but
the Landlord shall in its sole discretion design the style of
such identification and allocate the space on the directory board
for the Tenant.
17. The Tenant shall keep the sun drapes (if any) in a
closed position at all times. The Tenant shall not interfere with
or obstruct any perimeter heating, air conditioning or
ventilating units.
18. The Tenant shall not conduct, and shall not permit any,
canvassing in the Building.
19. The Tenant shall take care of the rugs and drapes (if
any) in the Lease Premises and shall arrange for the carrying out
of regular spot cleaning and shampooing of carpets and dry
cleaning of drapes in a manner acceptable to the Landlord.
20. The Tenant shall permit the periodic closing of lanes,
driveways and passages for the purpose of preserving the
Landlord's rights over such lanes, driveways and passages.
21. The Tenant shall not place or permit to be placed any
sign, advertisement, notice display on any part of the exterior
of the Leased Premises or elsewhere if such sign, advertisement,
notice or other display is visible from outside the Leased
Premises without the prior consent of the Landlord which may be
arbitrarily withheld. The Tenant, upon request Landlord, shall
immediately remove any sign, advertisement, notice or other
display which the Tenant has placed or permitted to be placed
which, in the opinion of the Landlord, is objectionable, and if
the Tenant shall fail to do so, the Landlord may remove the same
expense of the Tenant.
22. The Landlord shall have the right to make such other and
further reasonable rule regulations and to alter the same as in
its judgment may from time to time be needful of safety, care,
cleanliness and appearance of the Leased Premises and the
Building and for the preservation of good order therein, and the
same shall be kept and observed by the tenants employees and
servants. The Landlord also has the right to suspend or cancel
any or rules and regulations herein set out.
SCHEDULE "F"
Leasehold Improvements
Definitions of 1. For purposes of this Lease, the term "Leasehold ,
Leasehold Improvements" includeswithout limitation all fixtures,
Improvements improvements, installations, alterations and additions
from time to time made, erected or installedby or on
behalf of the Tenant, or any previous occupant
of the Leased Premises and by or on behalf of other
tenants in other premises in the Building (including
the Landlord if an occupant of the Building), including
all partitions, doors and hardware however affixed, and
whether or not movable, all mechanical, electrical and
utility installations and all carpeting and drapes with
the exception only of furniture and equipment not of
the nature of fixtures.
Installation of 2. The Landlord shall include in the Leased Premises
Improvements the "Landlord's Work" (as hereinafter defined). The
and Fixtures Tenant shall not make, erect, install or alter any
Leasehold Improvements in the Leased Premises without
having requested and obtained the Landlord's prior
written approval. The Landlord's approval shall not, if
given, under any circumstances be construed as a
consent to the Landlord having its estate charged with
the cost of work. The Landlord shall not unreasonably
withhold its approval to any such request, but failure
to comply with the Landlord's reasonable requirements
from time to time for the Building shall be considered
sufficient reason for refusal. In making, erecting,
installing or altering any Leasehold Improvements the
Tenant shall not, without the prior written approval of
the Landlord, alter or interfere with any installations
which been made by the Landlord or others and in no
even: shall alter or interfere with window coverings
(if any) or other light control devices (if any)
installed in the Building. The Tenant request for any
approval hereunder shall be in writing and accompanied
by an adequate description of the contemplated work
and, where appropriate, working drawings and
specifications thereof. If the Tenant requires from the
Landlord drawings or specifications of the Building in
connection with Leasehold Improvements, the Tenant
shall pay the cost thereof to the Landlord on demand.
Any reasonable costs and expenses incurred by the
Landlord in connection with the Tenant's Leasehold
Improvements shall be paid by the Tenant to the
Landlord on demand. All work to be performed in the
Leased Premises shall be performed by competent
contractors and sub-contractors of whom the Landlord
shall have approved in writing prior to commencement of
any work, such approval not to be unreasonably withheld
(except the Landlord may require that the Landlord's
contractors and sub-contractors be engaged for any
mechanical or electrical work) and by workmen who have
labour union affiliations that are compatible with
those affiliations (if any) of workmen employed by the
Landlord and its contractors and sub-contractors. All
such work including the delivery, storage and removal
of materials shall be subject to the reasonable
supervision of the Landlord, shall be performed in
accordance with any reasonable conditions or
regulations imposed by the Landlord including, without
limitation, payment on demand of a reasonable fee of
the Landlord for such supervision, and shall be
completed in goof and workmanlike manner in accordance
with the description of the work approved by the
Landlord and in accordance with all laws, regulations
and by-laws of all regulatory authorities. Copies of
required building permits or authorizations shall be
obtained by the Tenant at its expense and copies
thereof shall be provided to the Landlord. No locks
shall installed on the entrance doors or in any doors
in the Leased Premises that are not keyed to Building
master key system.
Liens and Encumbrances 3. In connection with the making, erection,
On Improvements and installation or alteration of Leasehold Improvements
Fixtures and all other work or installations made by or for the
Tenant in the Leased Premises the Tenant shall comply
with all the provisions of the mechanics lien and other
similar statutes from time to time applicable thereto
(including any proviso requiring or enabling the
retention by way of holdback of portions of any sums
payable) and, except as to any such holdback, shall
promptly pay all accounts relating thereto. The Tenant
will not create any mortgage, conditional sale
agreement or other encumbrance in respect of its
Leasehold Improvements or, without written consent of
the Landlord, with respect to its trade fixtures nor
shall the Tenant take any action as a consequence of
which any such mortgage, conditional sale agreement or
other encumbrance would attach to the Property or any
part thereof. If and whenever any mechanics or other
lien for work, labour, services or materials supplied
to or for the Tenant or for the cost of which the
Tenant may be in any liable or claims therefor shall
arise or be filed or any such mortgage, conditional
sale agreement or other encumbrance shall attach, the
Tenant shall within twenty (20) days after submission
by the Landlord of notice thereof procure the discharge
thereof, including any certificate of action registered
in respect of any lien, by payment or giving security
in such other manner as may be required or permitted by
law, and failing which the Landlord may avail itself of
any of its remedies hereunder for default of the Tenant
and may make any payment or take any steps or
proceedings required to procure the discharge of any
such liens or encumbrances, and shall be entitled to
be repaid by the Tenant on demand far any such payments
and to be paid on demand by the Tenant for all costs
and expense: in connection with steps or proceedings
taken by the Landlord and the Landlord's right to
reimbursement and to payment shall not be affected or
impaired if the Tenant shall then or subsequently
establish or claim tat any lien or encumbrances so
discharged was without merit or excessive or subject to
any abatement, set-off or defence. The Tenant agrees:
to indemnify the Landlord from all claims, costs and
expenses which may be incurred by the Landlord in any
proceeding: brought by any person against the Landlord
alone or with another or others for or in respect of
work, labour, services or materials supplied to or for
the Tenant.
Removal of 4. All Leasehold Improvements in or upon the Leased
Improvements and Premises shall immediately upon their placement be and
Fixtures become the Landlord's property without compensation
therefor to the Tenant. Except to the extent otherwise
expressly agreed by the Landlord in writing, no
Leasehold Improvements, furniture or equipment
shall be removed by the Tenant from the
Leased Premises either during or at the expiration or
sooner termination of the Term except that:
(a) the Tenant, shall, prior to the end of the
Term, remove such of the Leasehold
Improvements and trade fixtures in the Leased
Premises as the Landlord shall be require to
be removed and
(b) the Tenant may, at the times appointed by the
Landlord and :subject to availability of
elevators (if installed in the Building),
remove its furniture and equipment at the end
of the Term, and also during the Term in the
usual and normal course of its business where
such furniture or equipment has become excess
for the Tenant's purposes or the Tenant is
substituting therefor new furniture and
equipment.
The Tenant shall, in the case of every removal, xxxx
xxxx at the expense of the Tenant any damage caused to
the Property by the installation and removal. In the
event of the Non-removal by the end of the Term, or
sooner termination of this Lease, of such trade
fixtures or Leasehold Improvements as required by the
Landlord of the Tenant to be removed, the Landlord
shall have the option, in addition to its other
remedies under this Lease to declare to the Tenant that
such trade fixtures are the property of the landlord
and the landlord upon such a declaration may dispose of
such trade fixtures and retain any proceeds of
disposition as security for the Debts, Liabilities and
Obligations and the Tenant shall be liable to the
Landlord far any expenses incurred by the Landlord.
5. For the purpose of this Lease,
(a) the term "Tenant's Work" shall mean all work
required to be done to complete the Leased
Premises for occupancy by the Tenant
excluding the "Landlord's Work" (as
hereinafter defined).
(b) the term "Landlord's Work" shall mean:
Suite #225
1) Add three new doors - painted black.
2) Paint suite to match existing.
3) Remove curtains and add new mini-blinds.
4) New carpet in suite.
5) Add eggcrate lens to existing fixtures.
6) Demo louvered doors and shelves / patch and
paint demo.
7) All must be cleaned. All improvements must
match existing suite #230, inclusive of paint,
carpets, shelves, doors and mini-blinds.
8) Clean exterior windows and xxxxx.
The above "Landlord's Work" shall be completed at
Landlord's sole cost and expense.
SCHEDULE "L"
ADDITIONAL PROVISIONS
1) Should landlord be grossly negligent in meeting its obligation to
provide a safe, clean, well-kept operating environment and provided
tenant notifies landlord in writing, and allows landlord 45 days to
satisfactorily address the failure, and provided tenant is not in
default of its own obligations under the lease, landlord warrants that
tenant will be allowed to move out of the lease premises 100 days after
the date of tenants initial notice of negligence and no further rent
payments will be required.
2) If at any time occupancy of 901 Dove falls below 50% for a period of 60
consecutive days landlord is obligated to immediately inform the tenant
in writing and tenant has the right to terminate the lease with a 90
day notice
3) Tenant has an option to renew the lease for two additional years at a
rate of $1.35 per foot.
4) Agreed upon improvements which have not yet been completed will be
completed as of the following dates:
a) Suite 225:
Inside white mini-blinds - October 14, 1994-done
Inside xxxxx mini-blinds - October 14, 1994 -done
b) Suites 230 & 225:
Clean all exterior windows and xxxxx - December 15,1994
In the event the above items are not completed by the listed dates,
tenant has the right to have the work completed for a reasonable
amount, and deduct that amount from the subsequent rent payment.
5) Tenant has the right to building signage on the exterior facia on Dove
Street, on the top floor in the event that the current signage rights
are not exercised within the terms of their existing lease or their
renewed lease within one year, and in the event the signage rights are
not exercised by a new tenant with 25% of total square footage within
one year. Any signage must be approved by landlord for aesthetic
purposes prior to being put on the building.
