Contracts
Browse A-Z
  • Browse by Tag:
  • Category Country Jurisdiction Industry Company Person Law Firm Filing ID SEC Filing Type SEC Exhibit ID
    Clauses
    Browse A-Z
    Dictionary
    Browse A-Z
    Resources
    Contract TeardownDraftingFeaturedWebinars
    AboutPricing
    • Home
    • Sample contracts
    • Logo]

    Document Meta Data

    Filed: February 11th, 2000
    • US State Arizona
    • Company Mobility Electronics Inc
    • Filing ID 0000950134-00-001097
    • SEC Filing Type s-1
    • SEC Exhibit ID ex-10
    • Language en
    • Source www.sec.gov
    • Type contract

    Table of Contents

    • 1. STANDARD INDUSTRIAL LEASE--MULTI-TENANT AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION [LOGO] 1
    • 2. PREMISES, PARKING AND COMMON AREAS
      • 2.1. PREMISES
      • 2.2. VEHICLE PARKING
      • 2.3. COMMON AREAS -- DEFINITION
      • 2.4. COMMON AREAS -- LESSEE'S RIGHTS
      • 2.5. COMMON AREAS -- RULES AND REGULATIONS
      • 2.6. COMMON AREAS -- CHANGES
    • 3. TERM
      • 3.2. DELAY IN POSSESSION
      • 3.3. EARLY POSSESSION
    • 3.1. TERM
      • 3.2. DELAY IN POSSESSION
      • 3.3. EARLY POSSESSION
    • 4. RENT
      • 4.1. BASE RENT
    • 5. SECURITY DEPOSIT
    • 6. USE
      • 6.2. COMPLIANCE WITH LAW
      • 6.3. CONDITION OF PREMISES
    • 6.1. USE
      • 6.2. COMPLIANCE WITH LAW
      • 6.3. CONDITION OF PREMISES
    • 7. MAINTENANCE, REPAIRS, ALTERATIONS AND COMMON AREA SERVICES
      • 7.1. LESSOR'S OBLIGATIONS
      • 7.2. LESSEE'S OBLIGATIONS
      • 7.3. ALTERATIONS AND ADDITIONS
      • 7.4. UTILITY ADDITIONS
    • 8. INSURANCE; INDEMNITY
      • 8.1. LIABILITY INSURANCE-LESSEE
      • 8.2. LIABILITY INSURANCE-LESSOR
      • 8.3. PROPERTY INSURANCE
      • 8.4. PAYMENT OF PREMIUM INCREASE
      • 8.5. INSURANCE POLICIES
      • 8.6. WAIVER OF SUBROGATION
      • 8.7. INDEMNITY
      • 8.8. EXEMPTION OF LESSOR FROM LIABILITY
    • 9. DAMAGE OR DESTRUCTION
      • 9.1. DEFINITIONS
        • A. Premises Partial Damage
        • B. Premises Total Destruction
        • C. Premises Building Partial Damage
        • D. Premises Building Total Destruction
        • E. Industrial Center Buildings
        • F. Industrial Center Buildings Total Destruction
        • G. Insured Loss
        • H. Replacement Cost
      • 9.2. PREMISES PARTIAL DAMAGE; PREMISES BUILDING PARTIAL DAMAGE
        • A. Insured Loss
        • B. Uninsured Loss
      • 9.3. PREMISES TOTAL DESTRUCTION; PREMISES BUILDING TOTAL DESTRUCTION; INDUSTRIAL CENTER BUILDINGS TOTAL DESTRUCTION
      • 9.4. DAMAGE NEAR END OF TERM
      • 9.5. ABATEMENT OF RENT; LESSEE'S REMEDIES
      • 9.6. TERMINATION--ADVANCE PAYMENTS
      • 9.7. WAIVER
    • 10. REAL PROPERTY TAXES
      • 10.1. PAYMENT OF TAX INCREASE
      • 10.2. ADDITIONAL IMPROVEMENTS
      • 10.4. JOINT ASSESSMENT
      • 10.5. PERSONAL PROPERTY TAXES
    • 11. UTILITIES
    • 12. ASSIGNMENT AND SUBLETTING
      • 12.1. LESSOR'S CONSENT REQUIRED
      • 12.2. LESSEE AFFILIATE
      • 12.3. TERMS AND CONDITIONS OF ASSIGNMENT
      • 12.4. TERMS AND CONDITIONS APPLICABLE TO SUBLETTING
      • 12.5. ATTORNEY'S FEES
    • 13. DEFAULT; REMEDIES
      • 13.1. DEFAULT
      • 13.2. REMEDIES
      • 13.3. DEFAULT BY LESSOR
      • 13.4. LATE CHARGES
    • 14. CONDEMNATION
    • 15. BROKER'S FEE
    • 16. ESTOPPEL CERTIFICATE
    • 17. LESSOR'S LIABILITY
    • 18. SEVERABILITY
    • 19. INTEREST ON PAST-DUE OBLIGATIONS
    • 20. TIME OF ESSENCE
    • 21. ADDITIONAL RENT
    • 22. INCORPORATION OF PRIOR AGREEMENTS; AMENDMENTS
    • 23. NOTICES
      • 1. ENVIRONMENTAL CLEAN-UP
    Filed: February 11th, 2000
    • US State Arizona
    • Company Mobility Electronics Inc
    • Filing ID 0000950134-00-001097
    • SEC Filing Type s-1
    • SEC Exhibit ID ex-10
    • Language en
    • Source www.sec.gov
    • Type contract

    Document Meta Data

    • 1. STANDARD INDUSTRIAL LEASE--MULTI-TENANT AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION [LOGO] 1
    • 2. PREMISES, PARKING AND COMMON AREAS
      • 2.1. PREMISES
      • 2.2. VEHICLE PARKING
      • 2.3. COMMON AREAS -- DEFINITION
      • 2.4. COMMON AREAS -- LESSEE'S RIGHTS
      • 2.5. COMMON AREAS -- RULES AND REGULATIONS
      • 2.6. COMMON AREAS -- CHANGES
    • 3. TERM
      • 3.2. DELAY IN POSSESSION
      • 3.3. EARLY POSSESSION
    • 3.1. TERM
      • 3.2. DELAY IN POSSESSION
      • 3.3. EARLY POSSESSION
    • 4. RENT
      • 4.1. BASE RENT
    • 5. SECURITY DEPOSIT
    • 6. USE
      • 6.2. COMPLIANCE WITH LAW
      • 6.3. CONDITION OF PREMISES
    • 6.1. USE
      • 6.2. COMPLIANCE WITH LAW
      • 6.3. CONDITION OF PREMISES
    • 7. MAINTENANCE, REPAIRS, ALTERATIONS AND COMMON AREA SERVICES
      • 7.1. LESSOR'S OBLIGATIONS
      • 7.2. LESSEE'S OBLIGATIONS
      • 7.3. ALTERATIONS AND ADDITIONS
      • 7.4. UTILITY ADDITIONS
    • 8. INSURANCE; INDEMNITY
      • 8.1. LIABILITY INSURANCE-LESSEE
      • 8.2. LIABILITY INSURANCE-LESSOR
      • 8.3. PROPERTY INSURANCE
      • 8.4. PAYMENT OF PREMIUM INCREASE
      • 8.5. INSURANCE POLICIES
      • 8.6. WAIVER OF SUBROGATION
      • 8.7. INDEMNITY
      • 8.8. EXEMPTION OF LESSOR FROM LIABILITY
    • 9. DAMAGE OR DESTRUCTION
      • 9.1. DEFINITIONS
        • A. Premises Partial Damage
        • B. Premises Total Destruction
        • C. Premises Building Partial Damage
        • D. Premises Building Total Destruction
        • E. Industrial Center Buildings
        • F. Industrial Center Buildings Total Destruction
        • G. Insured Loss
        • H. Replacement Cost
      • 9.2. PREMISES PARTIAL DAMAGE; PREMISES BUILDING PARTIAL DAMAGE
        • A. Insured Loss
        • B. Uninsured Loss
      • 9.3. PREMISES TOTAL DESTRUCTION; PREMISES BUILDING TOTAL DESTRUCTION; INDUSTRIAL CENTER BUILDINGS TOTAL DESTRUCTION
      • 9.4. DAMAGE NEAR END OF TERM
      • 9.5. ABATEMENT OF RENT; LESSEE'S REMEDIES
      • 9.6. TERMINATION--ADVANCE PAYMENTS
      • 9.7. WAIVER
    • 10. REAL PROPERTY TAXES
      • 10.1. PAYMENT OF TAX INCREASE
      • 10.2. ADDITIONAL IMPROVEMENTS
      • 10.4. JOINT ASSESSMENT
      • 10.5. PERSONAL PROPERTY TAXES
    • 11. UTILITIES
    • 12. ASSIGNMENT AND SUBLETTING
      • 12.1. LESSOR'S CONSENT REQUIRED
      • 12.2. LESSEE AFFILIATE
      • 12.3. TERMS AND CONDITIONS OF ASSIGNMENT
      • 12.4. TERMS AND CONDITIONS APPLICABLE TO SUBLETTING
      • 12.5. ATTORNEY'S FEES
    • 13. DEFAULT; REMEDIES
      • 13.1. DEFAULT
      • 13.2. REMEDIES
      • 13.3. DEFAULT BY LESSOR
      • 13.4. LATE CHARGES
    • 14. CONDEMNATION
    • 15. BROKER'S FEE
    • 16. ESTOPPEL CERTIFICATE
    • 17. LESSOR'S LIABILITY
    • 18. SEVERABILITY
    • 19. INTEREST ON PAST-DUE OBLIGATIONS
    • 20. TIME OF ESSENCE
    • 21. ADDITIONAL RENT
    • 22. INCORPORATION OF PRIOR AGREEMENTS; AMENDMENTS
    • 23. NOTICES
      • 1. ENVIRONMENTAL CLEAN-UP

    Table of Contents

    LOGO]

    • PDF
    • DOCX
    • HTML
    • Google Docs
    • Loading...
    • Email
    • Facebook
    • Linkedin
    • Twitter
    • Reddit
    • Print
    
       1
                                                                     EXHIBIT 10.3
    
                         STANDARD INDUSTRIAL LEASE--MULTI-TENANT
                       AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
    
                                         [LOGO]
    
    
    1.   PARTIES. This lease, dated, for reference purposes only, May 1, 1998, is
    made by and between AIRPARK HOLDINGS I, L.L.C. (herein called "Lessor") and
    E.A.S.I. (herein called "Lessee").
    
    2.   PREMISES, PARKING AND COMMON AREAS.
    
         2.1 PREMISES. Lessor hereby leases to Lessee and Lessee leases from Lessor
    for the term, at the rental, and upon all of the conditions set forth herein,
    real property situated in the County of Maricopa, State of Arizona, commonly
    known as 15690 N. 83rd Way, Scottsdale, AZ 85260 and described as approximately
    20,000 sq. ft. of warehouse space herein referred to as the "Premises," as may
    be outlined on an Exhibit attached hereto, including rights to the Common Areas
    as hereinafter specified but not including any rights to the roof of the
    Premises or to any Building in the Industrial Center. The Premises are a portion
    of a building, herein referred to as the "Building." The Premises, the Building,
    the Common Areas, the land upon which the same are located, along with all other
    buildings and improvements thereon, are herein collectively referred to as the
    "Industrial Center."
    
         2.2 VEHICLE PARKING. Lessee shall be entitled to common vehicle parking
    spaces, unreserved and unassigned, on those portions of the Common Areas
    designated by Lessor for parking. Lessee shall not use more parking spaces than
    said number. Said parking spaces shall be used only for parking by vehicles no
    larger than full size passenger automobiles or pick-up trucks, herein called
    "Permitted Size Vehicles." Vehicles other than Permitted Size Vehicles are
    herein referred to as "Oversized Vehicles."
    
             2.2.1 Lessee shall not permit or allow any vehicles that belong to or
    are controlled by Lessee or Lessee's employees, suppliers, shippers, customers,
    or invitees to be loaded, unloaded, or parked in areas other than those
    designated by Lessor for such activities.
    
             2.2.2 If Lessee permits or allows any of the prohibited activities
    described in paragraph 2.2 of this Lease, then Lessor shall have the right,
    without notice, in addition to such other rights and remedies that it may have,
    to remove or tow away the vehicle involved and charge the cost to Lessee, which
    cost shall be immediately payable upon demand by Lessor.
    
         2.3 COMMON AREAS -- DEFINITION. The term "Common Areas" is defined as all
    areas and facilities outside the Premises and within the exterior boundary line
    of the Industrial Center that are provided and designated by the Lessor from
    time to time for the general non-exclusive use of Lessor, Lessee and of other
    lessees of the Industrial Center and their respective employees, suppliers,
    shippers, customers and invitees, including parking areas, loading and unloading
    areas, trash areas, roadways, sidewalks, walkways, parkways, driveways and
    landscaped areas.
    
         2.4 COMMON AREAS -- LESSEE'S RIGHTS. Lessor hereby grants to Lessee, for
    the benefit of Lessee and its employees, suppliers, shippers, customers and
    invitees, during the term of this Lease, the non-exclusive right to use, in
    common with others entitled to such use, the Common Areas as they exist from
    time to time, subject to any rights, powers, and privileges reserved by Lessor
    under the terms hereof or under the terms of any rules and regulations or
    restrictions governing the use of the Industrial Center. Under no circumstances
    shall be right herein granted to use the Common Areas be deemed to include the
    right to store any property, temporarily or permanently, in the Common Areas.
    Any such storage shall be permitted only by the prior written consent of Lessor
    or Lessor's designated agent, which consent may be revoked at any time. In the
    event that any unauthorized storage shall occur then Lessor shall have the
    right, without notice, in addition to such other rights and remedies that it may
    have, to remove the property and charge the cost to Lessee, which cost shall be
    immediately payable upon demand by Lessor.
    
         2.5 COMMON AREAS -- RULES AND REGULATIONS. Lessor or such other person(s)
    as Lessor may appoint shall have the exclusive control and management of the
    Common Areas and shall have the right, from time to time, to establish, modify,
    amend and enforce reasonable rules and regulations with respect thereto. Lessee
    agrees to abide by and conform to all such rules and regulations, and to cause
    its employees, suppliers, shippers, customers, and invitees to so abide and
    conform. Lessor shall not be responsible to Lessee for the non-compliance with
    said rules and regulations by other lessees of the Industrial Center.
    
         2.6 COMMON AREAS -- CHANGES. Lessor shall have the right, in Lessor's sole
    discretion, from time to time:
    
             (a) To make changes to the Common Areas, including, without limitation,
    changes in the location, size, shape and number of driveways, entrances, parking
    spaces, parking areas, loading and unloading areas, ingress, egress, direction
    of traffic, landscaped areas and walkways; (b) To close temporarily any of the
    Common Areas for maintenance purposes, so long as reasonable access to the
    Premises remains available; (c) To designate other land outside the boundaries
    of the Industrial Center to be a part of the Common Areas; (d) To add additional
    buildings and improvements to the Common Areas; (e) To use the Common Areas
    while engaged in making additional improvements, repairs or alterations to the
    Industrial Center, or any portion thereof; (f) To do and perform such other acts
    and make such other changes in, to, or with respect to the Common Areas and
    Industrial Center as Lessor may, in the exercise of sound business judgment,
    deem to be appropriate.
    
             2.6.1 Lessor shall at all times provide the parking facilities required
    by applicable law and in no event shall the number of parking spaces that Lessee
    is entitled to under paragraph 2.2 be reduced.
    
    3.   TERM.
    
         3.1 TERM. The term of this Lease shall be for month-to-month commencing on
    May 1, 1998 and ending with on prior 30 day written notice from Lessee or
    Lessor, unless sooner terminated pursuant to any provision hereof.
    
         3.2 DELAY IN POSSESSION. Notwithstanding said commencement date, if for any
    reason Lessor cannot deliver possession of the Premises to Lessee on said date,
    Lessor shall not be subject to any liability therefor, nor shall such failure
    affect the validity of this Lease or the obligations of Lessee hereunder or
    extend the term hereof, but in such case, Lessee shall not be obligated to pay
    rent or perform any other obligation of Lessee under the terms of this Lease,
    except as may be otherwise provided in this Lease, until possession of the
    Premises is tendered to Lessee; provided, however, that if Lessor shall not have
    delivered possession of the Premises within sixty (60) days from said
    commencement date, Lessee may, at Lessee's option, by notice in writing to
    Lessor within ten (10) days thereafter, cancel this Lease, in which event the
    parties shall be discharged from all obligations hereunder; provided further,
    however, that if such written notice of Lessee is not received by Lessor within
    said ten (10) day period, Lessee's right to cancel this Lease hereunder shall
    terminate and be of no further force or effect.
    
         3.3 EARLY POSSESSION. If Lessee occupies the Premises prior to said
    commencement date, such occupancy shall be subject to all provisions of this
    Lease, such occupancy shall not advance the termination date, and Lessee shall
    pay rent for such period at the initial monthly rates set forth below.
    
    4.   RENT.
    
         4.1 BASE RENT. Lessee shall pay to Lessor, as Base Rent for the Premises,
    without any offset or deduction, except as may be otherwise expressly provided
    in this Lease, on the 1st day of each month of the term hereof, monthly payments
    in advance of $6,800.00 plus applicable rental tax. Lessee shall pay Lessor upon
    execution hereof $6,929.20 as Base Rent for May 1998. Rent for any period during
    the term hereof which is for less than one month shall be a pro rata portion of
    the Base Rent. Rent shall be payable in lawful money of the United States to
    Lessor at the address stated herein or to such other persons or at such other
    places as Lessor may designate in writing.
    
       2
    
    5.   SECURITY DEPOSIT. Lessee shall deposit with Lessor upon execution hereof
    $-0- as security for Lessee's faithful performance of Lessee's obligations
    hereunder. If Lessee fails to pay rent or other charges due hereunder, or
    otherwise defaults with respect to any provision of this Lease, Lessor may use,
    apply or retain all or any portion of said deposit for the payment of any rent
    or other charge in default or for the payment of any other sum to which Lessor
    may become obligated by reason of Lessee's default, or to compensate Lessor for
    any loss or damage which Lessor may suffer thereby. If Lessor so uses or applies
    all or any portion of said deposit, Lessee shall within ten (10) days after
    written demand therefor deposit cash with Lessor in an amount sufficient to
    restore said deposit to the full amount then required of Lessee. If the monthly
    rent shall, from time to time, increase during the term of this Lease, Lessee
    shall, at the time of such increase, deposit with Lessor additional money as a
    security deposit so that the total amount of the security deposit held by Lessor
    shall at all times bear the same proportion to the then current Base Rent as the
    initial security deposit bears to the initial Base Rent set forth in paragraph
    4. Lessor shall not be required to keep said security deposit separate from its
    general accounts. If Lessee performs all of Lessee's obligations hereunder, said
    deposit, or so much thereof as has not theretofore been applied by Lessor, shall
    be returned, without payment of interest or other increment for its use, to
    Lessee (or, at Lessor's option, to the last assignee, if any, of Lessee's
    interest hereunder) at the expiration of the term hereof, and after Lessee has
    vacated the Premises. No trust relationship is created herein between Lessor and
    Lessee with respect to said Security Deposit.
    
    6.   USE.
    
         6.1 USE. The Premises shall be used and occupied only for storage only or
    any other use which is reasonably comparable and for no other purpose.
    
         6.2 COMPLIANCE WITH LAW.
    
             (a) Lessor warrants to Lessee that the Premises, in the state existing
    on the date that the Lease term commences, but without regard to the use for
    which Lessee will occupy the Premises, does not violate any covenants or
    restrictions of record, or any applicable building code, regulation or ordinance
    in effect on such Lease term commencement date. In the event it is determined
    that this warranty has been violated, then it shall be the obligation of the
    Lessor, after written notice from Lessee, to promptly, at Lessor's sole cost and
    expense, rectify any such violation. In the event Lessee does not give to Lessor
    written notice of the violation of this warranty within six months from the date
    that the Lease term commences, the correction of same shall be the obligation of
    the Lessee at Lessee's sole cost. The warranty contained in this paragraph
    6.2(a) shall be of no force or effect if, prior to the date of this Lease,
    Lessee was an owner or occupant of the Premises and, in such event, Lessor shall
    correct any such violation at Lessee's sole cost.
    
             (b) Except as provided in paragraph 6.2(a) Lessee shall, at Lessee's
    expense, promptly comply with all applicable statutes, ordinances, rules,
    regulations, orders, covenants and restrictions of record, and requirements of
    any fire insurance underwriters or rating bureaus, now in effect or which may
    hereafter come into effect, whether or not they reflect a change in policy from
    that now existing, during the term or any part of the term hereof, relating in
    any manner to the Premises and the occupation and use by Lessee of the Premises
    and of the Common Areas. Lessee shall not use nor permit the use of the Premises
    or the Common Areas in any manner that will tend to create waste or a nuisance
    or shall tend to disturb other occupants of the Industrial Center.
    
       6.3 CONDITION OF PREMISES.
    
             (a) Lessor shall deliver the Premises to Lessee clean and free of
    debris on the Lease commencement date (unless Lessee is already in possession)
    and Lessor warrants to Lessee that the plumbing, lighting, air conditioning,
    heating, and loading doors in the Premises shall be in good operating condition
    on the Lease commencement date. In the event that it is determined that this
    warranty has been violated, then it shall be the obligation of Lessor, after
    receipt of written notice from Lessee setting forth with specificity the nature
    of the violation, to promptly, at Lessor's sole cost, rectify such violation.
    Lessee's failure to give such written notice to Lessor within thirty (30) days
    after the Lease commencement date shall cause the conclusive presumption that
    Lessor has complied with all of Lessor's obligations hereunder. The warranty
    contained in this paragraph 6.3(a) shall be of no force or effect if prior to
    the date of this Lease, Lessee was an owner or occupant of the Premises.
    
             (b) Except as otherwise provided in this Lease, Lessee hereby accepts
    the Premises in their condition existing as of the Lease commencement date or
    the date that Lessee takes possession of the Premises, whichever is earlier,
    subject to all applicable zoning, municipal, county and state laws, ordinances
    and regulations governing and regulating the use of the Premises, and any
    covenants or restrictions of record, and accepts this Lease subject thereto and
    to all matters disclosed thereby and by any exhibits attached hereto. Lessee
    acknowledges that neither Lessor nor Lessor's agent has made any representation
    or warranty as to the present or future suitability of the Premises for the
    conduct of Lessee's business.
    
    7.   MAINTENANCE, REPAIRS, ALTERATIONS AND COMMON AREA SERVICES.
    
         7.1 LESSOR'S OBLIGATIONS. Subject to the provisions of paragraphs 4.2
    (Operating Expenses), 6 (Use), 7.2 (Lessee's Obligations) and 9 (Damage or
    Destruction) and except for damage caused by any negligent or intentional act or
    omission of Lessee, Lessee's employees, suppliers, shippers, customers, or
    invitees, in which event Lessee shall repair the damage. Lessor, at Lessor's
    expense, subject to reimbursement pursuant to paragraph 4.2, shall keep in good
    condition and repair the foundations, exterior walls, structural condition of
    interior bearing walls, and roof of the Premises, as well as the parking lots,
    walkways, driveways, landscaping, fences, signs and utility installations of the
    Common Areas and all parts thereof, as well as providing the services for which
    there is an Operating Expense pursuant to paragraph 4.2. Lessor shall not,
    however, be obligated to paint the exterior or interior surface of exterior
    walls, nor shall Lessor be required to maintain, repair or replace windows,
    doors or plate glass of the Premises. Lessor shall have no obligation to make
    repairs under this paragraph 7.1 until a reasonable time after receipt of
    written notice from Lessee of the need for such repairs. Lessee expressly waives
    the benefits of any statute now or hereafter in effect which would otherwise
    afford Lessee the right to make repairs at Lessor's expense or to terminate this
    Lease because of Lessor's failure to keep the Premises in good order, condition
    and repair. Lessor shall not be liable for damages or loss of any kind or nature
    by reason of Lessor's failure to furnish any Common Area Services when such
    failure is caused by accident, breakage, repairs, strikes, lockout, or other
    labor disturbances or disputes of any character, or by any other cause beyond
    the reasonable control of Lessor.
    
         7.2 LESSEE'S OBLIGATIONS.
    
             (a) Subject to the provisions of paragraphs 6 (Use), 7.1 (Lessor's
    Obligations), and 9 (Damage or Destruction), Lessee, at Lessee's expense shall
    keep in good order, condition and repair the Premises and every part thereof
    (whether or not the damaged portion of the Premises or the means of repairing
    the same are reasonably or readily accessible to Lessee) including, without
    limiting the generality of the foregoing, all plumbing, heating, ventilating and
    air conditioning systems (Lessee shall procure and maintain, at Lessee's
    expense, a ventilating and air conditioning system maintenance contract),
    electrical and lighting facilities and equipment within the Premises, fixtures,
    interior walls and interior surfaces of exterior walls, ceilings, windows,
    doors, plate glass, and skylights located within the Premises. Lessor reserves
    the right to procure and maintain the ventilating and air conditioning system
    maintenance contract and if Lessor so elects, Lessee shall reimburse Lessor,
    upon demand, for the cost thereof.
    
             (b) If Lessee fails to perform Lessee's obligations under this
    paragraph 7.2 or under any other paragraph of this Lease, Lessor may enter upon
    the Premises after ten (10) days' prior written notice to Lessee (except in the
    case of emergency, in which no notice shall be required), perform such
    obligations on Lessee's behalf and put the Premises in good order, condition and
    repair, and the cost thereof together with interest thereon at the maximum rate
    then allowable by law shall be due and payable as additional rent to Lessor
    together with Lessee's next Base Rent installment.
    
             (c) On the last day of the term hereof, or on any sooner termination,
    Lessee shall surrender the Premises to Lessor in the same condition as received,
    ordinary wear and tear excepted, clean and free of debris. Any damage or
    deterioration of the Premises shall not be deemed ordinary wear and tear if the
    same could have been prevented by good maintenance practices. Lessee shall
    repair any damage to the Premises occasioned by the installation or removal of
    Lessee's trade fixtures, alterations, furnishings and equipment. Notwithstanding
    anything to the contrary otherwise stated in this Lease, Lessee shall leave the
    air lines, power panels, electrical distribution systems, lighting fixtures,
    space heaters, air conditioning, plumbing and fencing of the Premises in good
    operating condition.
    
         7.3 ALTERATIONS AND ADDITIONS.
    
             (a) Lessee shall not, without Lessor's prior written consent make any
    alterations, improvements, additions, or Utility Installations in, on or about
    the Premises, or the Industrial Center, except for nonstructural alterations to
    the Premises not exceeding $2,500 in cumulative costs, during the term of this
    Lease. In any event, whether or not in excess of $2,500 in cumulative cost,
    Lessee shall make no change or alteration to the exterior of the Premises nor
    the exterior of the Building nor the Industrial Center without Lessor's prior
    written consent. As used in this paragraph 7.3 the term "Utility Installation"
    shall mean carpeting, window coverings, air lines, power panels, electrical
    distribution systems, lighting fixtures, space heaters, air conditioning,
    plumbing, and fencing. Lessor may require that Lessee remove any or all of said
    alterations, improvements, additions or Utility Installations at the
    
                                          -2-
       3
    expiration of the term, and restore the Premises and the Industrial Center to
    their prior condition. Lessor may require Lessee to provide Lessor, at Lessee's
    sole cost and expense, a lien and completion bond in an amount equal to one and
    one-half times the estimated cost of such improvements, to insure Lessor against
    any liability for mechanic's and materialmen's liens and to insure completion of
    the work. Should Lessee make any alterations, improvements, additions or Utility
    Installations without the prior approval of Lessor, Lessor may, at any time
    during the term of this Lease, require that Lessee remove any or all of the
    same.
    
             (b) Any alterations, improvements, additions or Utility Installations
    in or about the Premises or the Industrial Center that Lessee shall desire to
    make and which requires the consent of the Lessor shall be presented to Lessor
    in written form, with proposed detailed plans. If Lessor shall give its consent,
    the consent shall be deemed conditioned upon Lessee acquiring a permit to do so
    from appropriate governmental agencies, the furnishing of a copy thereof to
    Lessor prior to the commencement of the work and the compliance by Lessee of all
    conditions of said permit in a prompt and expeditious manner.
    
             (c) Lessee shall pay, when due, all claims for labor or materials
    furnished or alleged to have been furnished to or for Lessee at or for use in
    the Premises, which claims are or may be secured by any mechanic's or
    materialmen's lien against the Premises, or the Industrial Center, or any
    interest therein. Lessee shall give Lessor not less than ten (10) days' notice
    prior to the commencement of any work in the Premises, and Lessor shall have the
    right to post notices of non-responsibility in or on the Premises or the
    Building as provided by law. If Lessee shall, in good faith, contest the
    validity of any such lien, claim or demand, then Lessee shall, at its sole
    expense defend itself and Lessor against the same and shall pay and satisfy any
    such adverse judgment that may be rendered thereon before the enforcement
    thereof against the Lessor or the Premises or the Industrial Center, upon the
    condition that if Lessor shall require, Lessee shall furnish to Lessor a surety
    bond satisfactory to Lessor in an amount equal to such contested lien claim or
    demand indemnifying Lessor against liability for the same and holding the
    Premises and the Industrial Center free from the effect of such lien or claim.
    In addition, Lessor may require Lessee to pay Lessor's attorney's fees and costs
    and participating in such action if Lessor shall decide it is to Lessor's best
    interest to do so.
    
             (d) All alterations, improvements additions and Utility Installations
    (whether or not such Utility Installations constitute trade fixtures of Lessee),
    which may be made on the Premises, shall be the property of Lessor and shall
    remain upon and be surrendered with the Premises at the expiration of the Lease
    term, unless Lessor requires their removal pursuant to paragraph 7.3(a).
    Notwithstanding the provisions of this paragraph 7.3(d), Lessee's machinery and
    equipment, other than that which is affixed to the Premises so that it cannot be
    removed without material damage to the Premises, and other than Utility
    Installations, shall remain the property of Lessee and may be removed by Lessee
    subject to the provisions of paragraph 7.2.
    
         7.4 UTILITY ADDITIONS. Lessor reserves the right to install new or
    additional utility facilities throughout the Building and the Common Areas for
    the benefit of Lessor or Lessee, or any other lessee of the Industrial Center,
    including, but not by way of limitation, such utilities as plumbing, electrical
    systems, security systems, communication systems, and fire protection and
    detection systems, so long as such installations do not unreasonably interfere
    with Lessee's use of the Premises.
    
    8.  INSURANCE; INDEMNITY.
    
         8.1 LIABILITY INSURANCE-LESSEE. Lessee shall, at Lessee's expense, obtain
    and keep in force during the term of this Lease a policy of combined Single
    Limit Bodily Injury and Property Damage Insurance insuring Lessee and Lessor
    against any liability arising out of the use, occupancy or maintenance of the
    Premises and the Industrial Center. Such Insurance shall be in an amount not
    less than $500,000.00 per occurrence. The policy shall insure performance by
    Lessee of the indemnity provisions of this paragraph 8. The limits of said
    insurance shall not, however, limit the liability of Lessee hereunder.
    
         8.2 LIABILITY INSURANCE-LESSOR. Lessor shall obtain and keep in force
    during the term of this Lease a policy of Combined Single Limit Bodily Injury
    and Property Damage Insurance, Insuring Lessor, but not Lessee, against any
    liability arising out of the ownership, use, occupancy or maintenance of the
    Industrial Center in an amount not less than $500,000.00 per occurrence.
    
         8.3 PROPERTY INSURANCE. Lessor shall obtain and keep in force during the
    term of this Lease a policy or policies of insurance covering loss or damage to
    the Industrial Center Improvements, but not Lessee's personal property,
    fixtures, equipment or tenant improvements, in an amount not to exceed the full
    replacement value thereof, as the same may exist from time to time, providing
    protection against all perils included within the classification of fire,
    extended coverage, vandalism, malicious mischief, flood (in the event same is
    required by a lender having a lien on the Premises), special extended perils
    ("all risk," as such term is used in the insurance industry), plate glass
    insurance and such other insurance as Lessor deems advisable. In addition,
    Lessor shall obtain and keep in force, during the term of this Lease, a policy
    of rental value insurance covering a period of one year, with loss payable to
    Lessor, which insurance shall also cover all Operating Expenses for said period.
    
         8.4 PAYMENT OF PREMIUM INCREASE.
    
             (a) After the term of this Lease has commenced, Lessee shall not be
    responsible for paying Lessee's Share of any increase in the property insurance
    premium for the Industrial Center specified by Lessor's insurance carrier as
    being caused by the use, acts or omissions of any other lessee of the Industrial
    Center, or by the nature of such other lessee's occupancy which create an
    extraordinary or unusual risk.
    
             (b) Lessee, however, shall pay the entirety of any increase in the
    property insurance premium for the Industrial Center over what it was
    immediately prior to the commencement of the term of this Lease if the increase
    is specified by Lessor's insurance carrier as being caused by the nature of
    Lessee's occupancy or any act or omission of Lessee.
    
             (c) Lessee shall pay to Lessor, during the term hereof, in addition to
    the rent, Lessee's Share (as defined in paragraph 4.2(a)) of the amount of any
    increase in premiums for the insurance required under paragraphs 8.2 and 8.3
    over and above such premiums paid during the Base Period, as hereinafter
    defined, whether such premium increase shall be the result of the nature of
    Lessee's occupancy, any act or omission of Lessee, requirements of the holder of
    a mortgage or deed of trust covering the Premises, increased valuation of the
    Premises, or general rate increases. In the event that the Premises have been
    occupied previously, the words "Base Period" shall mean the last twelve months
    of the prior occupancy. In the event that the Premises have never been occupied
    previously, the premiums during the "Base Period" shall be deemed to be the
    lowest premiums reasonably obtainable for said insurance assuming the most
    nominal use of the Premises. Provided, however, in lieu of the Base Period, the
    parties may insert a dollar amount at the end of this sentence which figure
    shall be considered as the insurance premium for the Base Period: $__________.
    In no event, however, shall Lessee be responsible for any portion of the premium
    cost attributable to liability insurance coverage in excess of $500,000.00
    procured under paragraph 8.2.
    
             (d) Lessee shall pay any such premium increases to Lessor within 30
    days after receipt by Lessee of a copy of the premium statement or other
    satisfactory evidence of the amount due. If the insurance policies maintained
    hereunder cover other improvements in addition to the Premises. Lessor shall
    also deliver to Lessee a statement of the amount of such increase attributable
    to the Premises and showing in reasonable detail, the manner in which such
    amount was computed. If the term of this Lease shall not expire concurrently
    with the expiration of the period covered by such insurance. Lessee's liability
    for premium increases shall be prorated on an annual basis.
    
         8.5 INSURANCE POLICIES. Insurance required hereunder shall be in companies
    holding a "General Policyholders Rating" of at least B plus, or such other
    rating as may be required by a lender having a lien on the Premises, as set
    forth in the most current issue of "Best's Insurance Guide." Lessee shall not do
    or permit to be done anything which shall invalidate the insurance policies
    carried by Lessor. Lessee shall deliver to Lessor copies of liability insurance
    policies required under paragraph 8.1 or certificates evidencing the existence
    and amounts of such insurance within seven (7) days after the commencement date
    of this Lease. No such policy shall be cancelable or subject to reduction of
    coverage or other modification except after thirty (30) days prior written
    notice to Lessor. Lessee shall, at least thirty (30) days prior to the
    expiration of such policies, furnish Lessor with renewals or "binders" thereof.
    
         8.6 WAIVER OF SUBROGATION. Lessee and Lessor each hereby release and
    relieve the other, and waive their entire right of recovery against the other
    for loss or damage arising out of or incident to the perils insured against
    which perils occur in, on or about the Premises, whether due to the negligence
    of Lessor or Lessee or their agents, employees, contractors and/or invitees.
    Lessee and Lessor shall, upon obtaining the policies of insurance required
    hereunder, give notice to the insurance carrier or carriers that the foregoing
    mutual waiver of subrogation is contained in this Lease.
    
         8.7 INDEMNITY. Lessee shall indemnify and hold harmless Lessor from and
    against any and all claims arising from Lessee's use of the Industrial Center,
    or from the conduct of Lessee's business or from any activity, work or things
    done, permitted or suffered by Lessee in or about the Premises or elsewhere and
    shall further indemnify and hold harmless Lessor from and against any and all
    claims arising from any breach or default in the performance of any obligation
    on Lessee's part to be performed under the terms of this Lease, or arising from
    any act or omission of Lessee, or any of Lessee's agents, contractors, or
    employees, and from and against all costs, attorney's fees, expenses and
    liabilities incurred in the defense of any such claim or any action or
    proceeding brought thereon, and in case any action or proceeding be brought
    against Lessor by reason of any such claim. Lessee upon notice from Lessor shall
    defend the same at Lessee's expense by counsel reasonably satisfactory to Lessor
    and Lessor shall cooperate with Lessee in such defense. Lessee, as a material
    part of the consideration to Lessor, hereby assumes all risk of damage to
    property of Lessee or injury to persons, in, upon or about the Industrial Center
    arising from any cause and Lessee hereby waives all claims in respect thereof
    against Lessor.
    
         8.8 EXEMPTION OF LESSOR FROM LIABILITY. Lessee hereby agrees that Lessor
    shall not be liable for injury to Lessee's business or any loss of income
    therefrom or from damage to the goods, wares, merchandise or other property of
    Lessee, Lessee's employees, invitees, customers, or any other person in or about
    the Premises or the Industrial Center, nor shall Lessor be liable for injury to
    the person of Lessee, Lessee's employees, agents or contractors, whether such
    damage or injury is caused by or results from fire, steam, electricity, gas,
    water or rain, or from the breakage, leakage, obstruction or other results from
    conditions arising upon the Premises or upon other portions of the Industrial
    Center, or from other sources or places and regardless of whether the cause of
    such damage or injury or the means of repairing the same is inaccessible to
    Lessee. Lessor shall not be liable for any damages arising from any act or
    neglect of any other lessee, occupant or user of the Industrial Center, nor from
    the failure of Lessor to enforce the provisions of any other lease of the
    Industrial Center.
    
    9.   DAMAGE OR DESTRUCTION.
    
         9.1 DEFINITIONS.
    
             (a) "Premises Partial Damage" shall mean if the Premises are damaged or
    destroyed to the extent that the cost of repair is less than fifty percent of
    the then replacement cost of the Premises.
    
                                          -3-
       4
    
             (b) "Premises Total Destruction" shall mean if the Premises are damaged
    or destroyed to the extent that the cost of repair is fifty percent or more of
    the then replacement cost of the Premises.
    
             (c) "Premises Building Partial Damage" shall mean if the Building of
    which the Premises are a part is damaged or destroyed to the extent that the
    cost to repair is less than fifty percent of the then replacement cost of the
    Building.
    
             (d) "Premises Building Total Destruction" shall mean if the Building of
    which the Premises are a part is damaged or destroyed to the extent that the
    cost to repair is fifty percent or more of the then replacement cost of the
    Building.
    
             (e) "Industrial Center Buildings" shall mean all of the buildings on
    the Industrial Center site.
    
             (f) "Industrial Center Buildings Total Destruction" shall mean if the
    Industrial Center Buildings are damaged or destroyed to the extent that the cost
    of repair is fifty percent or more of the then replacement cost of the
    Industrial Center Buildings.
    
             (g) "Insured Loss" shall mean damage or destruction which was caused by
    an event required to be covered by the insurance described in paragraph 8. The
    fact that an Insured Loss has a deductible amount shall not make the loss an
    uninsured loss.
    
             (h) "Replacement Cost" shall mean the amount of money necessary to be
    spent in order to repair or rebuild the damaged area to the condition that
    existed immediately prior to the damage occurring excluding all improvements
    made by lessees.
    
     9.2     PREMISES PARTIAL DAMAGE; PREMISES BUILDING PARTIAL DAMAGE.
    
             (a) Insured Loss: Subject to the provisions of paragraphs 9.4 and 9.5,
    if at any time during the term of this Lease there is damage which is an Insured
    Loss and which falls into the classification of either Premises Partial Damage
    or Premises Building Partial Damage, then Lessor shall, at Lessor's expense,
    repair such damage to the Premises, but not Lessee's fixtures, equipment or
    tenant improvements, as soon as reasonably possible and this Lease shall
    continue in full force and effect.
    
             (b) Uninsured Loss: Subject to the provisions of paragraphs 9.4 and
    9.5, if at any time during the term of this Lease there is damage which is not
    an Insured Loss and which falls within the classification of Premises Partial
    Damage or Premises Building Partial Damage, unless caused by a negligent or
    willful act of Lessee (in which event Lessee shall make the repairs at Lessee's
    expense), which damage prevents Lessee from using the Premises, Lessor may at
    Lessor's option either (i) repair such damage as soon as reasonably possible at
    Lessor's expense, in which event this Lease shall continue in full force and
    effect, or (ii) give written notice to Lessee within thirty (30) days after the
    date of the occurrence of such damage of Lessor's intention to cancel and
    terminate this Lease as of the date of the occurrence of such damage. In the
    event Lessor elects to give such notice of Lessor's intention to cancel and
    terminate this Lease, Lessee shall have the right within ten (10) days after the
    receipt of such notice to give written notice to Lessor of Lessee's intention to
    repair such damage at Lessee's expense, without reimbursement from Lessor, in
    which event this Lease shall continue in full force and effect, and Lessee shall
    proceed to make such repairs as soon as reasonably possible. If Lessee does not
    give such notice within such 10-day period this Lease shall be cancelled and
    terminated as of the date of the occurrence of such damage.
    
         9.3 PREMISES TOTAL DESTRUCTION; PREMISES BUILDING TOTAL DESTRUCTION;
             INDUSTRIAL CENTER BUILDINGS TOTAL DESTRUCTION.
    
             (a) Subject to the provisions of paragraphs 9.4 and 9.5, if at any time
    during the term of this Lease there is damage, whether or not it is an Insured
    Loss, and which falls into the classifications of either (i) Premises Total
    Destruction, or (ii) Premises Building Total Destruction, or (iii) Industrial
    Center Buildings Total Destruction, then Lessor may at Lessor's option either
    (i) repair such damage or destruction, but not Lessee's fixtures, equipment or
    tenant improvements, as soon as reasonably possible at Lessor's expense, and
    this Lease shall continue in full force and effect, or (ii) give written notice
    to Lessee within thirty (30) days after the date of occurrence of such damage of
    Lessor's intention to cancel and terminate this Lease, in which case this Lease
    shall be cancelled and terminated as of the date of the occurrence of such
    damage.
    
         9.4 DAMAGE NEAR END OF TERM.
    
             (a) Subject to paragraph 9.4(b), if at any time during the last six
    months of the term of this Lease there is substantial damage, whether or not an
    Insured Loss, which falls within the classification of Premises Partial Damage,
    Lessor may at Lessor's option cancel and terminate this Lease as of the date of
    occurrence of such damage by giving written notice to Lessee of Lessor's
    election to do so within 30 days after the date of occurrence of such damage.
    
             (b) Notwithstanding paragraph 9.4(a), in the event that Lessee has an
    option to extend or renew this Lease, and the time within which said option may
    be exercised has not yet expired, Lessee shall exercise such option, if it is to
    be exercised at all, no later than twenty (20) days after the occurrence of an
    Insured Loss falling within the classification of Premises Partial Damage,
    during the last six months of the term of this Lease. If Lessee duly exercises
    such option during said twenty (20) day period, Lessor shall, at Lessor's
    expense, repair such damage, but not Lessee's fixtures, equipment or tenant
    improvements, as soon as reasonably possible and this Lease shall continue in
    full force and effect. If Lessee fails to exercise such option during said
    twenty (20) day period, then Lessor may at Lessor's option terminate and cancel
    this Lease as of the expiration of said twenty (20) day period by giving written
    notice to Lessee of Lessor's election to do so within ten (10) days after the
    expiration of said twenty (20) day period, notwithstanding any term or
    provision in the grant of option to the contrary.
    
         9.5 ABATEMENT OF RENT; LESSEE'S REMEDIES.
    
             (a) In the event Lessor repairs or restores the Premises pursuant to
    the provisions of this paragraph 9, the rent payable hereunder for the period
    during which such damage, repair or restoration continues shall be abated in
    proportion to the degree to which Lessee's use of the Premises is impaired.
    Except for abatement of rent, if any, Lessee shall have no claim against Lessor
    for any damage suffered by reason of any such damage, destruction, repair or
    restoration.
    
             (b) If Lessor shall be obligated to repair or restore the Premises
    under the provisions of this paragraph 9 and shall not commence such repair or
    restoration within ninety (90) days after such obligation shall accrue, Lessee
    may at Lessee's option cancel and terminate this Lease by giving Lessor written
    notice of Lessee's election to do so at any time prior to the commencement of
    such repair or restoration. In such event this Lease shall terminate as of the
    date of such notice.
    
         9.6 TERMINATION--ADVANCE PAYMENTS. Upon termination of this Lease pursuant
    to this paragraph 9, an equitable adjustment shall be made concerning advance
    rent and any advance payments made by Lessee to Lessor. Lessor shall, in
    addition, return to Lessee so much of Lessee's security deposit as has not
    theretofore been applied by Lessor.
    
         9.7 WAIVER. Lessor and Lessee waive the provisions of any statute which
    relate to termination of leases when leased property is destroyed and agree that
    such event shall be governed by the terms of this Lease.
    
    10.  REAL PROPERTY TAXES.
    
         10.1 PAYMENT OF TAX INCREASE. Lessor shall pay the real property tax, as
    defined in paragraph 10.3, applicable to the Industrial Center, provided,
    however, that Lessee shall pay, in addition to rent, Lessee's Share (as defined
    in paragraph 4.2(a)) of the amount, if any, by which real property taxes
    applicable to the Premises increase over the fiscal real estate tax year
    19___-19___. Such payment shall be made by Lessee within thirty (30) days after
    receipt of Lessor's written statement setting forth the amount of such increase
    and the computation thereof. If the term of this Lease shall not expire
    concurrently with the expiration of the tax fiscal year, Lessee's liability for
    increased taxes for the last partial lease year shall be prorated on an annual
    basis.
    
         10.2 ADDITIONAL IMPROVEMENTS. Lessee shall not be responsible for paying
    Lessee's Share of any increase in real property tax specified in the tax
    assessor's records and work sheets as being caused by additional improvements
    placed upon the Industrial Center by other lessees or by Lessor for the
    exclusive enjoyment of such other lessees. Lessee shall, however, pay to Lessor
    at the time that Operating Expenses are payable under paragraph 4.2(c) the
    entirety of any increase in real property tax if assessed solely by reason of
    additional improvements placed upon the Premises by Lessee or at Lessee's
    request.
    
         10.3 DEFINITION OF "REAL PROPERTY TAX." As used herein, the term "real
    property tax" shall include any form of real estate tax or assessment, general,
    special, ordinary or extraordinary, and any license fee, commercial rental tax,
    improvement bond or bonds, levy or tax (other than inheritance, personal income
    or estate taxes) imposed on the Industrial Center or any portion thereof by any
    authority having the direct or indirect power to tax, including any city,
    county, state or federal government, or any school, agricultural, sanitary,
    fire, street, drainage or other improvement district thereof, as against any
    legal or equitable interest of Lessor in the Industrial Center or in any portion
    thereof, as against Lessor's right to rent or other income therefrom, and as
    against Lessor's business of leasing the Industrial Center. The term "real
    property tax" shall also include any tax, fee, levy, assessment or charge (i) in
    substitution of, partially or totally, any tax, fee, levy, assessment or charge
    hereinabove included within the definition of "real property tax," or (ii) the
    nature of which was hereinbefore included within the definition of "real
    property tax," or (iii) which is imposed for a service or right not charged
    prior to June 1, 1978, or, if previously charged, has been increased since June
    1, 1978, or (iv) which is imposed as a result of a transfer, either partial or
    total, of Lessor's interest in the Industrial Center or which is added to a tax
    or charge hereinbefore included within the definition of real property tax by
    reason of such transfer, or (v) which is imposed by reason of this transaction,
    any modifications or changes hereto, or any transfers hereof.
    
         10.4 JOINT ASSESSMENT. If the Industrial Center is not separately
    assessed, Lessee's Share of the real property tax liability shall be an
    equitable proportion of the real property taxes for all of the land and
    improvements included within the tax parcel assessed, such proposition to be
    determined by Lessor from the respective valuations assigned in the assessor's
    work sheets or such other information as may be reasonably available. Lessor's
    reasonable determination thereof, in good faith, shall be conclusive.
    
         10.5 PERSONAL PROPERTY TAXES.
    
             (a) Lessee shall pay prior to delinquency all taxes assessed against
    and levied upon trade fixtures, furnishings, equipment and all other personal
    property of Lessee contained in the Premises or elsewhere. When possible, Lessee
    shall cause said trade fixtures, furnishings, equipment and all other personal
    property to be assessed and billed separately from the real property of Lessor.
    
             (b) If any of Lessee's said personal property shall be assessed with
    Lessor's real property, Lessee shall pay to Lessor the taxes attributable to
    Lessee within ten (10) days after receipt of a written statement setting forth
    the taxes applicable to Lessee's property.
    
    11.  UTILITIES. Lessee shall pay for all water, gas, heat, light, power,
    telephone and other utilities and services supplied to the Premises, together
    with any taxes thereon. If any such services are not separately metered to the
    Premises, Lessee shall pay at Lessor's option, either Lessee's Share or a
    reasonable proportion to be determined by Lessor of all charges jointly metered
    with other premises in the Building.
    
                                          -4-
       5
    
    12.  ASSIGNMENT AND SUBLETTING.
    
         12.1 LESSOR'S CONSENT REQUIRED. Lessee shall not voluntarily or by
    operation of law assign, transfer, mortgage, sublet, or otherwise transfer or
    encumber all or any part of Lessee's interest in the Lease or in the Premises,
    without Lessor's prior written consent, which Lessor shall not unreasonably
    withhold. Lessor shall respond to Lessee's request for consent hereunder in a
    timely manner and any attempted assignment, transfer, mortgage, encumbrance or
    subletting without such consent shall be void, and shall constitute a breach of
    this Lease without the need for notice to Lessee under paragraph 13.1.
    
         12.2 LESSEE AFFILIATE. Notwithstanding the provisions of paragraph 12.1
    hereof, Lessee may assign or sublet the Premises, or any portion thereof,
    without Lessor's consent, to any corporation which controls, is controlled by or
    is under common control with Lessee, or to any corporation resulting from the
    merger or consolidation with Lessee, or to any person or entity which acquires
    all the assets of Lessee as a going concern of the business that is being
    conducted on the Premises, all of which are referred to as "Lessee Affiliate,"
    provided that before such assignment shall be effective said assignee shall
    assume, in full, the obligations of Lessee under this Lease. Any such assignment
    shall not, in any way, affect or limit the liability of Lessee under the terms
    of this Lease even if after such assignment or subletting the terms of this
    Lease are materially changed or altered without the consent of Lessee, the
    consent of whom shall not be necessary.
    
         12.3 TERMS AND CONDITIONS OF ASSIGNMENT. Regardless of Lessor's consent, no
    assignment shall release Lessee of Lessee's obligations hereunder or alter the
    primary liability of Lessee to pay the Base Rent and Lessee's Share of Operating
    Expenses, and to perform all other obligations to be performed by Lessee
    hereunder. Lessor may accept rent from any person other than Lessee pending
    approval or disapproval of such assignment. Neither a delay in the approval or
    disapproval of such assignment nor the acceptance of rent shall constitute a
    waiver or estoppel or Lessor's right to exercise its remedies for the breach of
    any of the terms or conditions of this paragraph 12 or this Lease. Consent to
    one assignment shall not be deemed consent to any subsequent assignment. In the
    event of default by any assignee of Lessee or any successor of Lessee, in the
    performance of any of the terms hereof, Lessor may proceed directly against
    Lessee without the necessity of exhausting remedies against said assignee.
    Lessor may consent to subsequent assignments of this Lease or amendments or
    modifications to this Lease with assignees of Lessee, without notifying Lessee,
    or any successor of Lessee, and without obtaining its or their consent thereto
    and such action shall not relieve Lessee of liability under this Lease.
    
         12.4 TERMS AND CONDITIONS APPLICABLE TO SUBLETTING. Regardless of Lessor's
    consent, the following terms and conditions shall apply to any subletting by
    Lessee of all or any part of the Premises and shall be included in subleases.
    
             (a) Lessee hereby assigns and transfers to Lessor all of Lessee's
    interest in all rentals and income arising from any sublease heretofore or
    hereafter made by Lessee, and Lessor may collect such rent and income and apply
    same toward Lessee's obligations under this Lease; provided, however, that until
    a default shall occur in the performance of Lessee's obligations under this
    Lease, Lessee may receive, collect and enjoy the rents accruing under such
    sublease. Lessor shall not, by reason of this or any other assignment of such
    sublease to Lessor nor by reason of the collection of the rents from a
    sublessee, be deemed liable to the sublessee for any failure of Lessee to
    perform and comply with any of Lessee's obligations to such sublessee under such
    sublease. Lessee hereby irrevocably authorizes and directs any such sublessee,
    upon receipt of a written notice from Lessor stating that a default exists in
    the performance of Lessee's obligations under this Lease, to pay to Lessor the
    rents due and to become due under the sublease. Lessee agrees that such
    sublessee shall have the right to rely upon any such statement and request from
    Lessor, and that such sublessee shall pay such rents to Lessor without any
    obligation or right to inquire as to whether such default exists and
    notwithstanding any notice from or claim from Lessee to the contrary. Lessee
    shall have no right or claim against such sublessee or Lessor for any such rents
    so paid by said sublessee to Lessor.
    
             (b) No sublease entered into by Lessee shall be effective unless and
    until it has been approved in writing by Lessor. In entering into any sublease,
    Lessee shall use only such form of sublease as is satisfactory to Lessor, and
    once approved by Lessor, such sublease shall not be changed or modified without
    Lessor's prior written consent. Any sublessee shall, by reason of entering into
    a sublease under this Lease, be deemed, for the benefit of Lessor, to have
    assumed and agreed to conform and comply with each and every obligation herein
    to be performed by Lessee other than such obligations as are contrary to or
    inconsistent with provisions contained in a sublease to which Lessor has
    expressly consented in writing.
    
             (c) If Lessee's obligations under this Lease have been guaranteed by
    third parties, then a sublease, and Lessor's consent thereto, shall not be
    effective unless said guarantors give their written consent to such sublease and
    the terms thereof.
    
             (d) The consent by Lessor to any subletting shall not release Lessee
    from its obligations or alter the primary liability of Lessee to pay the rent
    and perform and comply with all of the obligations of Lessee to be performed
    under this Lease.
    
             (e) The consent by Lessor to any subletting shall not constitute a
    consent to any subsequent subletting by Lessee or to any assignment or
    subletting by the sublessee. However, Lessor may consent to subsequent
    sublettings and assignments of the sublease or any amendments or modifications
    thereto without notifying Lessee or anyone else liable on the Lease or sublease
    and without obtaining their consent and such action shall not relieve such
    persons from liability.
    
             (f) In the event of any default under this Lease, Lessor may proceed
    directly against Lessee, any guarantors or any one else responsible for the
    performance of this Lease, including the sublessee, without first exhausting
    Lessor's remedies against any other person or entity responsible therefor to
    Lessor, or any security held by Lessor or Lessee.
    
             (g) In the event Lessee shall default in the performance of its
    obligations under this Lease, Lessor, at its option and without any obligation
    to do so, may require any sublessee to attorn to Lessor, in which event Lessor
    shall undertake the obligations of Lessee under such sublease from the time of
    the exercise of said option to the termination of such sublease; provided,
    however, Lessor shall not be liable for any prepaid rents or security deposit
    paid by such sublessee to Lessee or for any other prior defaults of Lessee under
    such sublease.
    
             (h) Each and every consent required of Lessee under a sublease shall
    also require the consent of Lessor.
    
             (i) No sublessee shall further assign or sublet all or any part of the
    Premises without Lessor's prior written consent.
    
             (j) Lessor's written consent to any subletting of the Premises by
    Lessee shall not constitute an acknowledgment that no default then exists under
    this Lease of the obligations to be performed by Lessee nor shall such consent
    be deemed a waiver of any then existing default, except as may be otherwise
    stated by Lessor at the time.
    
             (k) With respect to any subletting to which Lessor has consented,
    Lessor agrees to deliver a copy of any notice of default by Lessee to the
    sublessee. Such sublessee shall have the right to cure a default of Lessee
    within ten (10) days after service of said notice of default upon such
    sublessee, and the sublessee shall have a right of reimbursement and offset from
    and against Lessee for any such defaults cured by the sublessee.
    
         12.5 ATTORNEY'S FEES. In the event Lessee shall assign or sublet the
    Premises or request the consent of Lessor to any assignment or subletting or if
    Lessee shall request the consent of Lessor for any act Lessee proposes to do
    then Lessee shall pay Lessor's reasonable attorney's fees incurred in connection
    therewith, such attorney's fees not to exceed $350.00 for each such request.
    
    13.  DEFAULT; REMEDIES.
    
         13.1 DEFAULT. The occurrence of any one or more of the following events
    shall constitute a material default of this Lease by Lessee:
    
             (a) The vacating or abandonment of the Premises by Lessee.
    
             (b) The failure by Lessee to make any payment of rent or any other
    payment required to be made by Lessee hereunder, as and when due, where such
    failure shall continue for a period of three (3) days after written notice
    thereof from Lessor to Lessee. In the event that Lessor serves Lessee with a
    Notice to Pay Rent or Quit pursuant to applicable Unlawful Detainer statutes
    such Notice to Pay Rent or Quit shall also constitute the notice required by
    this subparagraph.
    
             (c) Except as otherwise provided in this Lease, the failure by Lessee
    to observe or perform any of the covenants, conditions or provisions of this
    Lease to be observed or performed by Lessee, other than described in paragraph
    (b) above, where such failure shall continue for a period of thirty (30) days
    after written notice thereof from Lessor to Lessee; provided, however, that if
    the nature of Lessee's noncompliance is such that more than thirty (30) days are
    reasonably required for its cure, then Lessee shall not be deemed to be in
    default if Lessee commenced such cure within said thirty (30) day period and
    thereafter diligently prosecutes such cure to completion. To the extent
    permitted by law, such thirty (30) day notice shall constitute the sole and
    exclusive notice required to be given to Lessee under applicable Unlawful
    Detainer statutes.
    
             (d) (i) The making by Lessee of any general arrangement or general
    assignment for the benefit of creditors; (ii) Lessee becomes a "debtor" as
    defined in 11 U.S.C. section 101 or any successor statute thereto (unless, in
    the case of a petition filed against Lessee, the same is dismissed within sixty
    (60) days); (iii) the appointment of a trustee or receiver to take possession of
    substantially all of Lessee's assets located at the Premises or of Lessee's
    interest in this Lease, where possession is not restored to Lessee within thirty
    (30) days; or (iv) the attachment, execution or other judicial seizure of
    substantially all of Lessee's assets located at the Premises or of Lessee's
    interest in this Lease, where such seizure is not discharged within thirty (30)
    days. In the event that any provision of this paragraph 13.1(d) is contrary to
    any applicable law, such provision shall be of no force or effect.
    
             (e) The discovery by Lessor that any financial statement given to
    Lessor by Lessee, any assignee of Lessee, any subtenant of Lessee, any successor
    in interest of Lessee or any guarantor of Lessee's obligation hereunder, was
    materially false.
    
     13.2 REMEDIES. In the event of any such material default by Lessee, Lessor
    may at any time thereafter, with or without notice or demand and without
    limiting Lessor in the exercise of any right or remedy which Lessor may have by
    reason of such default:
    
         (a) Terminate Lessee's right to possession of the Premises by any lawful
    means, in which case this Lease and the term hereof shall terminate and Lessee
    shall immediately surrender possession of the Premises to Lessor. In such event
    Lessor shall be entitled to recover from Lessee all damages incurred by Lessor
    by reason of Lessee's default including, but not limited to, the cost of
    recovering possession of the Premises, expenses of reletting, including
    necessary renovation and alteration of the Premises, reasonable attorney's fees,
    and any real estate commission actually paid; the worth at the time of award by
    the court having jurisdiction thereof of the amount by which the unpaid rent for
    the balance of the term after the time of such award exceeds the amount of such
    rental loss for the same period that Lessee proves could be reasonably avoided;
    that portion of the leasing commission paid by Lessor pursuant to paragraph 15
    applicable to the unexpired term of this Lease.
    
                                          -5-
       6
             (b) Maintain Lessee's right to possession in which case this Lease
    shall continue in effect whether or not Lessee shall have vacated or abandoned
    the Premises. In such event Lessor shall be entitled to enforce all of Lessor's
    rights and remedies under this Lease, including the right to recover the rent as
    it becomes due hereunder.
    
             (c) Pursue and other remedy now or hereafter available to Lessor under
    the laws or judicial decisions of the state wherein the Premises are located.
    Unpaid installments of rent and other unpaid monetary obligations of Lessee
    under the terms of this Lease shall bear interest from the date due at the
    maximum rate then allowable by law.
    
         13.3 DEFAULT BY LESSOR. Lessor shall not be in default unless Lessor fails
    to perform obligations required by Lessor within a reasonable time, but in no
    event late than thirty (30) days after written notice by Lessee to Lessor and to
    the holder of any first mortgage or deed of trust covering the Premises whose
    name and address shall have theretofore been furnished to Lessee in writing,
    specifying wherein Lessor has failed to perform such obligation; provided,
    however, that if the nature of Lessor's obligation is such that more than thirty
    (30) days are required for performance then Lessor shall not be in default if
    Lessor commences performance within such thirty (30) day period and thereafter
    diligently prosecutes the same to completion.
    
         13.4 LATE CHARGES. Lessee hereby acknowledges that the late payment by
    Lessee to Lessor Base Rent, Lessee's Share of Operating Expenses or other sums
    due hereunder will cause Lessor to incur costs not contemplated by this Lease,
    the exact amount of which will be extremely difficult to ascertain. Such costs
    include, but are not limited to, processing and accounting charges, and late
    charges which may be imposed on Lessor by the terms of any mortgage or trust
    deed covering the Industrial Center. Accordingly, if any installment of Base
    Rent, Operating Expenses, or any other sum due from Lessee shall not be received
    by Lessor or Lessor's designee within ten (10) days after such amount shall be
    due, then, without any requirement for notice to Lessee, Lessee shall pay to
    Lessor a late charge equal to 6% of such overdue amount. The parties hereby
    agree that such late charge shall in no event constitute a waiver of Lessee's
    default with respect to such overdue amount, nor prevent Lessor from exercising
    any of the other rights and remedies granted hereunder. In the event that a late
    charge is payable hereunder, whether or not collected, for three (3) consecutive
    installments of any of the aforesaid monetary obligations of Lessee, then Base
    Rent shall automatically become due and payable quarterly in advance, rather
    than monthly, notwithstanding paragraph 4.1 or any other provision of this Lease
    to the contrary.
    
    14.  CONDEMNATION. If the Premises or any portion thereof or the Industrial
    Center are taken under the power of eminent domain, or sold under the threat of
    the exercise of said power (all of which are herein called "condemnation"), this
    Lease shall terminate as to the part so taken as of the date the condemning
    authority takes title or possession, whichever first occurs. If more than ten
    percent of the floor area of the Premises, or more than twenty-five percent of
    that portion of the Common Areas designated as parking for the Industrial Center
    is taken by condemnation, Lessee may, at Lessee's option, to be exercised in
    writing only within ten (10) days after Lessor shall have given Lessee written
    notice of such taking (or in the absence of such notice, within ten (10) days
    after the condemning authority shall have taken possession) terminate this Lease
    as of the date the condemning authority takes such possession. If Lessee does
    not terminate this Lease in accordance with the foregoing, this Lease shall
    remain in full force and effect as to the portion of the Premises remaining,
    except that the rent shall be reduced in the proportion that the floor area of
    the Premises taken bears to the total floor area of the Premises. No reduction
    of rent shall occur if the only area taken is that which does not have the
    Premises located thereon. Any award for the taking of all or any part of the
    Premises under the power of eminent domain or any payment made under threat of
    the exercise of such power shall be the property of Lessor, whether such award
    shall be made as compensation for diminution in value of the leasehold or for
    the taking of the fee, or as severance damages; provided, however, that Lessee
    shall be entitled to any award for loss of or damage to Lessee's trade fixtures
    and removable personal property. In the event that this Lease is not terminated
    by reason of such condemnation, Lessor shall to the extent of severance damages
    received by Lessor in connection with such condemnation, repair any damage to
    the Premises caused by such condemnation except to the extent that Lessee has
    been reimbursed therefor by the condemning authority. Lessee shall pay any
    amount in excess of such severance damages required to complete such repair.
    
    15.  BROKER'S FEE.
    
         (a) Upon execution of this Lease by both parties, Lessor shall pay to
    ________________________________________________________________________________
    
    ________________________________________________ Licensed real estate broker(s),
    
    a fee as set forth in a separate agreement between Lessor and said broker(s), or
    in the event there is no separate agreement between Lessor and said broker(s),
    the sum of $____ , for brokerage services rendered by said broker(s) to Lessor
    in this transaction.
    
         (b) Lessor further agrees that if Lessee exercises any Option, as defined
    in paragraph 39.1 of this Lease, which is granted to Lessee under this Lease, or
    any subsequently granted option which is substantially similar to an Option
    granted to Lessee under this Lease, or if Lessee acquires any rights to the
    Premises or other premises described in this Lease which are substantially
    similar to what Lessee would have acquired had an Option herein granted to
    Lessee been exercised, or if Lessee remains in possession of the Premises after
    the expiration of the term of this Lease after having failed to exercise an
    Option, or if said broker(s) are the procuring cause of any other lease or sale
    entered into between the parties pertaining to the Premises and/or any adjacent
    property in which Lessor has an interest, then as to any of said transactions,
    Lessor shall pay said broker(s) a fee in accordance with the schedule of said
    broker(s) in effect at the time of execution of this Lease.
    
         (c) Lessor agrees to pay said fee not only on behalf of Lessor but also on
    behalf of any person, corporation, association, or other entity having an
    ownership interest in said real property or any part thereof, when such fee is
    due hereunder. Any transferee of Lessor's interests in this Lease, whether such
    transfer is by agreement or by operation of law, shall be deemed to have assumed
    Lessor's obligation under this paragraph 15. Said broker shall be a third party
    beneficiary of the provisions of this paragraph 15.
    
    16.  ESTOPPEL CERTIFICATE.
    
         (a) Each party (as "responding party") shall at any time upon not less than
    ten (10) days' prior written notice from the other party ("requesting party")
    execute, acknowledge and deliver to the requesting party a statement in writing
    (i) certifying that this Lease is unmodified and in full force and effect (or,
    if modified, stating the nature of such modification and certifying that this
    Lease, as so modified, is in full force and effect) and the date to which the
    rent and other charges are paid in advance, if any, and (ii) acknowledging that
    there are not, to the responding party's knowledge, any uncured defaults on the
    part of the requesting party, or specifying such defaults if any are claimed.
    Any such statement may be conclusively relied upon by any prospective purchaser
    or encumbrancer of the Premises or of the business of the requesting party.
    
         (b) At the requesting party's option, the failure to deliver such statement
    within such time shall be a material default of this Lease by the party who is
    to respond, without any further notice to such party, or it shall be conclusive
    upon such party that (i) this Lease is in full force and effect, without
    modification except as may be represented by the requesting party, (ii) there
    are no uncured defaults in the requesting party's performance, and (iii) if
    Lessor is the requesting party, not more than one month's rent has been paid in
    advance.
    
         (c) If Lessor desires to finance, reliance, or sell the Industrial Center,
    or any part thereof, Lessee hereby agrees to deliver to any lender or purchaser
    designated by Lessor such financial statements of Lessee as may be reasonably
    required by such lender or purchaser. Such statements shall include the past
    three (3) years' financial statements of Lessee. All such financial statements
    shall be received by Lessor and such lender or purchaser in confidence and shall
    be used only for the purposes herein set forth.
    
    17.  LESSOR'S LIABILITY. The term "Lessor" as used herein shall mean only the
    owner or owners, at the time in question, of the fee title or a lessee's
    interest in a ground lease of the Industrial Center, and except as expressly
    provided in paragraph 15, in the event of any transfer of such title or interest
    Lessor herein named (and in case of any subsequent transfers then the grantor)
    shall be relieved from and after the date of such transfer of all liability as
    respects Lessor's obligations thereafter to be performed, provided that any
    funds in the hands of Lessor or the then grantor at the time of such transfer,
    in which Lessee has an interest, shall be delivered to the grantee. The
    obligations contained in this Lease to be performed by Lessor shall, subject as
    aforesaid, be binding on Lessor's successors and assigns, only during their
    respective periods of ownership.
    
    18.  SEVERABILITY. The invalidity of any provision of this Lease as determined
    by a court of competent jurisdiction, shall in no way affect the validity of any
    other provision hereof.
    
    19.  INTEREST ON PAST-DUE OBLIGATIONS. Except as expressly herein provided, any
    amount due to Lessor not paid when due shall bear interest at the maximum rate
    then allowable by law from the date due. Payment of such interest shall not
    excuse or cure any default by Lessee under this Lease; provided, however, that
    interest shall not be payable on late charges incurred by Lessee nor on any
    amounts upon which late charges are paid by Lessee.
    
    20.  TIME OF ESSENCE. Time is of the essence with respect to the obligations to
    be performed under this Lease.
    
    21.  ADDITIONAL RENT. All monetary obligations of Lessee to Lessor under the
    terms of this Lease, including but not limited to Lessee's Share of Operating
    Expenses and insurance and tax expenses payable shall be deemed to be rent.
    
    22.  INCORPORATION OF PRIOR AGREEMENTS; AMENDMENTS. This Lease contains all
    agreements of the parties with respect to any matter mentioned herein. No prior
    or contemporaneous agreement or understanding pertaining to any such matter
    shall be effective. This Lease may be modified in writing only, signed by the
    parties in interest at the time of the modification. Except as otherwise stated
    in this Lease, Lessee hereby acknowledges that neither the real estate broker
    listed in paragraph 15 hereof nor any cooperating broker on this transaction nor
    the Lessor or any employee or agents of any of said persons has made any oral or
    written warranties or representations to Lessee relative to the condition or use
    by Lessee of the Premises or the Industrial Center and Lessee acknowledges that
    Lessee assumes all responsibility regarding the Occupational Safety Health Act,
    the legal use and adaptability of the Premises and the compliance thereof with
    all applicable laws and regulations in effect during the term of this Lease
    except as otherwise specifically stated in this Lease.
    
    23.  NOTICES. Any notice required or permitted to be given hereunder shall be in
    writing and may be given by personal delivery or by certified mail, and if given
    personally or by mail, shall be deemed sufficiently given if addressed to Lessee
    or to Lessor at the address noted below the signature of the respective parties,
    as the case may be. Either party may by notice to the other specify a different
    address for notice purposes except that upon Lessee's taking possession of the
    Premises, the Premises shall constitute Lessee's address for notice purposes. A
    copy of all notices required or permitted to be given to Lessor hereunder shall
    be concurrently transmitted to such party or parties at such addresses as Lessor
    may from time to time hereafter designate by notice to Lessee.
    
                                          -6-
       7
    24. WAIVERS. No waiver by Lessor or any provision hereof shall be deemed a
    waiver of any other provision hereof or of any subsequent breach of Lessee of
    the same or any other provision. Lessor's consent to, or approval of, any act
    shall not be deemed to render unnecessary the obtaining of Lessor's consent to
    or approval of any subsequent act by Lessee. The acceptance of rent hereunder by
    Lessor shall not be a waiver of any preceding breach by Lessee of any provision
    hereof, other than the failure of Lessee to pa the particular rent so accepted,
    regardless of Lessor's knowledge of such preceding breach at the time of
    acceptance of such rent.
    
    25. RECORDING. Either Lessor or Lessee shall, upon request of the other,
    execute, acknowledge and deliver to the other a "short form" memorandum of this
    Lease for recording purposes.
    
    26. HOLDING OVER. If Lessee, with Lessor's consent, remains in possession of
    the Premises or any part thereof after the expiration of the term hereof, such
    occupancy shall be a tenancy from month to month upon all the provisions of this
    Lease pertaining to the obligations of Lessee, but all Options, if any, granted
    under the terms of this Lease shall be deemed terminated and be of no further
    affect during said month to month tenancy.
    
    27. CUMULATIVE REMEDIES. No remedy or election hereunder shall be deemed
    exclusive but shall, wherever possible, be cumulative with all other remedies at
    law or in equity.
    
    28.  COVENANTS AND CONDITIONS. each provision of this Lease performable by
    Lessee shall be deemed both a covenant and a condition.
    
    29.  BINDING EFFECT; CHOICE OF LAW. Subject to any provisions hereof restricting
    assignment or subletting by Lessee and subject to the provisions of paragraph
    17, this Lease shall bind the parties, their personal representatives,
    successors and assigns. This Lease shall be governed by the laws of the State
    where the Industrial Center is located and any litigation concerning this Lease
    between the parties hereto shall be initiated in the county in which the
    Industrial Center is located.
    
    30.  SUBORDINATION.
    
         (a) This Lease, and any Option granted hereby, at Lessor's option, shall be
    subordinate to any ground lease, mortgage, deed of trust, or any other
    hypothecation or security now or hereafter placed upon the Industrial Center and
    to any and all advances made on the security thereof and to all renewals,
    modifications, consolidations, replacements and extension thereof.
    Notwithstanding such subordination, Lessee's right to quiet possession of the
    Premises shall not be disturbed if Lessee is not in default and so long as
    Lessee shall pay the rent and observe and perform all of the provision of this
    Lease, unless this Lease is otherwise terminated pursuant to its terms. If any
    mortgagee, trustee or ground lessor shall elect to have this Lease and any
    Options granted hereby prior to the lien of its mortgage, deed of trust or
    ground lease, and shall give written notice thereof to Lessee, this Lease and
    such Options shall be deemed prior to such mortgage, deed of trust or ground
    lease, whether this Lease or such Options are denied prior or subsequent to the
    date of said mortgage, deed of trust or ground lease or the date of recording
    thereof.
    
         (b) Lessee agrees to execute any documents required to effectuate an
    allotment, a subordination or to make this Lease or any Option granted herein
    prior to the lien of any mortgage, deed of trust or ground lease, as the case
    may be. Lessee's failure to execute such documents within ten (10) days after
    written demand shall constitute a material default by Lessee hereunder without
    further notice to Lessee or, at Lessor's option, Lessor shall execute such
    documents on behalf of Lessee as Lessee's attorney-in-fact. Lessee does hereby
    make, constitute and irrevocably appoint Lessor as Lessee's attorney-in-fact and
    in Lessee's name, place and stead, to execute such documents in accordance with
    this paragraph 30(b).
    
    31.  ATTORNEY'S FEES. If either party or the broker(s) named herein bring an
    action to enforce the terms hereof or declare rights hereunder, the prevailing
    party in any such action, on trial or appeal, shall be entitled to his
    reasonable attorney's fees to be paid by the losing party as fixed by the court.
    The provisions of this paragraph shall inure to the benefit of the broker named
    herein who seeks to enforce a right hereunder.
    
    32.  LESSOR'S ACCESS. Lessor and Lessor's agents shall have the right to enter
    the Premises at reasonable times for the purpose of inspecting the same, showing
    the same to prospective purchasers, lenders or lessees, and making such
    alterations, repairs, improvements or additions to the Premises or to the
    Industrial Center as Lessor may deem necessary or desirable. Lessor may at any
    time place on or about the Premises or the Building any ordinary "For Sale"
    signs and Lessor may at any time during the last 120 days of the term hereof
    place on or about the Premises any ordinary "For Lease" signs. All activities of
    Lessor pursuant to this paragraph shall be without abatement of rent, nor shall
    Lessor have any liability to Lessee for the same.
    
    33.  AUCTIONS. Lessee shall not conduct, nor permit to be conducted, either
    voluntarily or involuntarily, any auction upon the Premises or the Common Areas
    without first having obtained Lessor's prior written consent. Notwithstanding
    anything to the contrary to this Lease, Lessor shall not be obligated to
    exercise any standard of reasonableness in determining whether to grant such
    consent.
    
    34.  SIGNS. Lessee shall not place any sign upon the Premises or the Industrial
    Center without Lessor's prior written consent. Under no circumstances shall
    Lessee place a sign on any roof of the Industrial Center.
    
    35.  MERGER. The voluntary or other surrender of this Lease by Lessee, or a
    mutual cancellation thereof, or a termination by Lessor, shall not work a
    merger, and shall, at the option of Lessor, terminate all or any existing
    subtenancies or may, at the option of Lessor, operate as an assignment to Lessor
    of any or all of such subtenancies.
    
    36.  CONSENTS. Except for paragraph 33 hereof, wherever in this Lease the
    consent of one party is required to an act of the other party such consent shall
    not be unreasonably withheld or delayed.
    
    37.  GUARANTOR. In the event that there is a guarantor of this Lease, said
    guarantor shall have the same obligations as Lessee under this Lease.
    
    38.  QUIET POSSESSION. Upon Lessee paying the rent for the Premises and
    observing and performing all of the covenants, conditions and provisions on
    Lessee's part to be observed and performed hereunder, Lessee shall have quiet
    possession of the Premises for the entire term hereof subject to all of the
    provisions of this Lease. The Individuals executing this Lease on behalf of
    Lessor represent and warrant to Lessee that they are fully authorized and
    legally capable of executing this Lease on behalf of Lessor and that such
    execution is binding upon all parties holding an ownership interest in the
    Industrial Center.
    
    39.  OPTIONS.
    
         39.1 DEFINITION. As used in this paragraph the word "Option" has the
    following meaning: (1) the right or option to extend the term of this Lease or
    to renew this Lease or to extend or renew any lease that Lessee has on other
    property of Lessor; (2) the option or right of first refusal to lease the
    Premises or the right of first offer to lease the Premises or the right of first
    refusal to lease other space within the Industrial Center or other property of
    Lessor or the right of first offer to lease other space within the Industrial
    Center or other property of Lessor; (3) the right or option to purchase the
    Premises or the Industrial Center, or the right of first refusal to purchase the
    Premises or the Industrial Center, or the right of first offer to purchase the
    Premises or the Industrial Center, or the right or option to purchase other
    property of Lessor, or the right of first refusal to purchase other property of
    Lessor or the right of first offer to purchase other property of Lessor.
    
         39.2 OPTIONS PERSONAL. Each Option granted to Lessor in this Lease is
    personal to the original Lessee and may be exercised only by the original Lessee
    while occupying the Premises who does so without the intent of thereafter
    assigning this Lease or subletting the Premises or any portion thereof, and may
    not be exercised or be assigned, voluntarily or involuntarily, by or to any
    person or entity other than Lessee, provided, however, that an Option may be
    exercised by or assigned to any Lessee Affiliate as defined in paragraph 12.2 of
    this Lease. The Options, if any, herein granted to Lessee are not assignable
    separate and apart from this Lease, nor may any Option be separated from the
    this Lease in any manner, either by reservation or otherwise.
    
         39.3 MULTIPLE OPTIONS. In the event that Lessee has any multiple options to
    extend or renew this Lease a [illegible] option cannot be exercised unless the
    prior option to extend or renew this Lease has been so exercised.
    
         39.4 EFFECT OF DEFAULT ON OPTIONS.
    
             (a) Lessee shall have no right to exercise an Option, notwithstanding
    any provision in the grant of Option to the contrary, (i) during the time
    commencing from the date Lessor gives to Lessee a notice of default pursuant to
    paragraph 13.1(b) or 13.1(c) and continuing until the noncompliance alleged in
    said notice of default is cured, or (ii) during the period of time commencing on
    the date after a monetary obligation to Lessor is due from Lessee and unpaid
    (without any necessity for notice thereof to Lessee) and continuing until the
    obligation is paid, or (iii) at any time after an event of default described in
    paragraphs 13.1(a), 13.1(d), or 13.1(e) (without any necessity of Lessor to give
    notice of such default to Lessee), or (iv) in the event that Lessor has given to
    Lessee three or more notices of default under paragraph 13.1(b) or paragraph
    13.1(c), whether or not the defaults are cured, during the 12 month period of
    time immediately prior to the time that Lessee attempts to exercise the subject
    Option.
    
             (b) The period time within which an Option may be exercised shall not
    be extended or enlarged by reason of Lessee's inability to exercise an Option
    because of the provisions of paragraph 39.4(a).
    
             (c) All rights of Lessee under the provisions of an Option shall
    terminate and be of no further force or effect, notwithstanding Lessee's due and
    timely exercise of the Option, if, after such exercise and during the term of
    this Lease, (i) Lessee fails to pay to Lessor a monetary obligation of Lessee
    for a period of thirty (30) days after such obligation becomes due (without any
    necessity of Lessor to give notice thereof to Lessee), or (ii) Lessee fails to
    commence to cure a default specified in paragraph 13.1(c) within thirty (30)
    days after the date that Lessor gives notice to Lessee of default and/or Lessee
    fails thereafter to diligently prosecute said cure to completion, or (iii)
    Lessee commits a default described in paragraphs 13.1(a), 13.1(d) or 13.(e)
    (without any necessity of Lessor to give notice of such default to Lessee), or
    (iv) Lessor gives to Lessee three or more notices of default under paragraph
    13.1(b), or paragraph 13.1(c), whether or not the defaults are cured.
    
    40.  SECURITY MEASURES. Lessee hereby acknowledges that Lessor shall have no
    obligation whatsoever to provide guard service or other security measures for
    the benefit of the Premises or the Industrial Center. Lessee assumes all
    responsibility for the protection of Lessee, its agents, and invitees and the
    property of Lessee and of Lessee's agents and invitees from acts of third
    parties. Nothing herein contained shall prevent Lessor, at Lessor's sole option,
    from providing security protection for the Industrial Center or any part
    thereof, in which event the cost thereof shall be included within the definition
    of Operating Expenses, as set forth in paragraph 4.2(b).
    
                                          -7-
       8
    41.  EASEMENTS. Lessor reserves to itself the right, from time to time, to grant
    such easements, rights and dedications that Lessor deems necessary or desirable,
    and to cause the recordation of Parcel Maps and restrictions, so long as such
    easements, rights, dedications, Maps and restrictions do not unreasonably
    interfere with the use of the Premises by Lessee. Lessee shall sign any of the
    aforementioned documents upon request of Lessor and failure to do so shall
    constitute a material default of this Lease by Lessee without the need for
    further notice to Lessee.
    
    42.  PERFORMANCE UNDER PROTEST. If at any time a dispute shall arise as to any
    amount or sum of money to be paid by one party to the other under the provisions
    hereof, the party against whom the obligation to pay the money is asserted shall
    have the right to make payment, under protest, and such payment shall not be
    regarded as a voluntary payment, and there shall survive the right on the part
    of said party to institute suit for recovery of such sum. If it shall be
    adjudged that there was no legal obligation on the part of said party to pay
    such sum or any part thereof, said party shall be entitled to recover such sum
    or so much thereof as it was not legally required to pay under the provisions of
    this Lease.
    
    43.  AUTHORITY. If Lessee is a corporation, trust, or general or limited
    partnership, each individual executing this Lease on behalf of such entity
    represents and warrants that he or she is duly authorized to execute and deliver
    this Lease on behalf of said entity. If Lessee is a corporation, trust or
    partnership, Lessee shall, within thirty (30) days after execution of this
    Lease, deliver to Lessor evidence of such authority satisfactory to Lessor.
    
    44.  CONFLICT. Any conflict between the printed provisions of this Lease and the
    typewritten or handwritten provisions, if any, shall be controlled by the
    typewritten or handwritten provisions.
    
    45.  OFFER. Preparation of this Lease by Lessor or Lessor's agent and submission
    of same to Lessee shall not be deemed an offer to lease. This Lease shall become
    binding upon Lessor and Lessee only when fully executed by Lessor and Lessee.
    
    46.  ADDENDUM. Attached hereto is an addendum or addenda containing paragraphs
    47 through _______ which constitute a part of this Lease.
    
    47.  Lessee understands that Lessor has leased 12,000 square feet of adjacent
    space and will be constructing improvements, including a demising wall, within
    the building. Lessee hereby agrees to hold Lessor or its agents harmless from
    any liability whatsoever from damaged or stolen materials or merchandise which
    may arise during the construction period.
    
    
    
    
    LESSOR AND LESSEE HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND
    PROVISION CONTAINED HEREIN AND, BY EXECUTION OF THIS LEASE, SHOW THEIR INFORMED
    AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE THAT, AT THE TIME THIS
    LEASE IS EXECUTED, THE TERMS OF THIS LEASE ARE COMMERCIALLY REASONABLE AND
    EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE
    PREMISES.
    
    THIS LEASE HAS BEEN PREPARED FOR SUBMISSION TO YOUR ATTORNEY FOR APPROVAL. NO
    REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN INDUSTRIAL REAL ESTATE
    ASSOCIATION OR BY THE REAL ESTATE BROKER OR ITS AGENTS OR EMPLOYEES AS TO THE
    LEGAL SUFFICIENCY, LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE
    TRANSACTION RELATING THERETO. THE PARTIES SHALL RELY SOLELY UPON THE ADVICE OF
    THEIR OWN LEGAL COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS LEASE.
    
            LESSOR                                               LESSEE
    
    /s/ AIRPARK HOLDINGS I, L.L.C.                  /s/ E.A.S.I.
    -------------------------------------         ----------------------------------
    
    By: /s/ John Wright                        By: /s/ Jeffrey S. Doss
      -----------------------------------         ----------------------------------
    
    By: Managing Member                        By: Exec VP Jeffrey S. Doss
      -----------------------------------         ----------------------------------
    
    Executed on                                Executed on         5/1/98
              ---------------------------                 --------------------------
                         (Corporate Seal)                           (Corporate seal)
    
    
         ADDRESS FOR NOTICES AND RENT:                       ADDRESS:
    
    --------------------------------------      ------------------------------------
    
    --------------------------------------      ------------------------------------
    
    
    
    NOTE:These forms are often modified to meet changing requirements of law and
         needs of the industry. Always write or call to make sure you are utilizing
         the most current form: AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, 345 So.
         Figueroa St., M-1, Los Angeles, CA 90071. (213) 687-8777.
    
    
    
    
    
       9
    
    
    
                 TENANT'S RESPONSIBILITY REGARDING HAZARDOUS SUBSTANCES
    
    HAZARDOUS SUBSTANCES. The term "Hazardous Substances", as used in this Lease,
    shall include, without limitation, flammables, explosives, radioactive
    materials, asbestos, polychlorinated biphenyls (PCBs), chemicals known to cause
    cancer or reproductive toxicity, pollutants, contaminants, hazardous wastes,
    toxic substances or related materials, petroleum and petroleum products, and
    substances declared to be hazardous or toxic under any law or regulation now or
    hereafter enacted or promulgated by any governmental authority.
    
    TENANT'S (LESSEE'S) RESTRICTIONS.  Lessee shall not cause or permit to occur:
    
             1.)      Any violation of any federal, state or local law, ordinance,
                      or regulation now or hereafter enacted, related to
                      environmental conditions on, under or about the Premises, or
                      arising from Lessee's use or occupancy of the Premises,
                      including but not limited to, soil and ground water
                      conditions; or
             2.)      The use, generation, release, manufacture, refining,
                      production, processing, storage or disposal of any Hazardous
                      Substance on, under or about the Premises, or the
                      transportation to or from the Premises of any Hazardous
                      Substance, except as specifically disclosed to this Lease.
    
    ENVIRONMENTAL CLEAN-UP.
    
             1.)      Lessee shall, at Lessee's own expense, comply with all laws
                      regulation the use, generation, storage, transportation, or
                      disposal of Hazardous Substances ("Laws").
             2.)      Lessee shall, at Lessee's own expense, make all submissions
                      to, provide all information required by, and comply with all
                      requirements of all governmental authorities (the
                      "Authorities") under the Laws.
             3.)      Should any Authority or any third party demand that a clean-up
                      plan be prepared and that a clean-up be undertaken because of
                      any deposit, spill, discharge or other release of Hazardous
                      Substances that occurs during the term of this Lease, at or
                      from the Premises, or which arises at any time from Lessee's
                      use or occupancy of the Premises, then Lessee shall, at
                      Lessee's own expense, prepare and submit the required plans
                      and all related bonds and other financial assurances; and
                      Lessee shall carry out all such clean-up plans.
             4.)      Lessee shall promptly provide all information regarding the
                      use, generation, storage, transportation, or disposal of
                      Hazardous Substances that is requested by Owner. If Lessee
                      fails to fulfill any duty imposed under this Paragraph
                      (Environmental Clean-up) within a reasonable time, Lessor
                      (Owner) may do so; and in such case, Lessee shall cooperate
                      with Lessor (Owner) in order to prepare all documents Lessor
                      (Owner) deems necessary or appropriate to determine the
                      applicability of the Laws to the Premises and Lessee's use
                      thereof.
             5.)      Lessee's obligations and liabilities under this Paragraph
                      (Environmental Clean-up) shall survive the expiration of this
                      Lease. LESSEE'S INDEMNITY.
    
             1.)      Lessee shall indemnify, defend and hold harmless Lessor
                      (Owner), the manager of the property, and their respective
                      officers, directors, beneficiaries, shareholders, partners,
                      agents and employees from all fines, suits, procedures,
                      claims, and actions of every kind, and all costs associated
                      therewith (including attorneys' and consultants' fees) arising
                      out of or in any way connected with any deposit, spill,
                      discharge or other release of Hazardous Substances that occurs
                      during the term of this Lease, at or from the Premises, or
                      from Lessee's failure to provide all information, make all
                      submissions, and take all steps required by all Authorities
                      under the Laws and all other environmental laws. 2.) Lessee's
                      obligations and liabilities under this Paragraph (Lessee's
                      Indemnity) shall survive the expiration of this Lease.
    
    Lessor represents, that to the best of Lessor's knowledge, the Premises are free
    form all contamination by Hazardous Substances. Lessor's representations and
    warranties under this paragraph shall survive the termination of this lease.
    
    
    LESSOR:  /s/ John Wright                    LESSOR:  /s/ Jeffrey S. Doss
           -----------------------------               ---------------------
    
    DATE:    5/1/98                             DATE:   5/1/98
           -----------------------------               -----------------
    
    
    • PDF
    • DOCX
    • HTML
    • Google Docs
    • Loading...
    • Email
    • Facebook
    • Linkedin
    • Twitter
    • Reddit
    • Print

    Document Meta Data

    Filed: February 11th, 2000
    • US State Arizona
    • Company Mobility Electronics Inc
    • Filing ID 0000950134-00-001097
    • SEC Filing Type s-1
    • SEC Exhibit ID ex-10
    • Language en
    • Source www.sec.gov
    • Type contract
    Plans & Pricing
    • Individual Subscription
    • Law Insider for Teams
    • Education and Government
    Learn More
    • About Law Insider
    • Read Reviews on G2
    • Law Insider on YouTube
    Help
    • FAQ & Knowledge Base
    • Support: support@lawinsider.com
    • Sales: sales@lawinsider.com
    All contents of the lawinsider.com excluding publicly sourced documents are Copyright © 2013-2021 Law Insider Inc. All rights reserved. View our Terms of Service and Privacy Policy.