Exhibit 10.24
LEASE AGREEMENT
THIS LEASE is made and entered into this 28th day of March, 2001, by and
between Xxxxxxx X. Xxxx d/b/a Xxxx Development Company, LESSOR and Synplicity,
Inc., LESSEE.
WITNESSETH:
That in consideration of the payment of rents and the keeping and
performance of the agreements and covenants by the LESSEE hereinafter set forth,
LESSOR, hereby demises and leases unto the LESSEE the following described
premises commonly known as 0000 Xxxxx Xxxx Xxxxx, Xxxxx X-000, Xxxxxxx, Xxxxxxxx
as herein described in Exhibit "A", being approximately 1,420 square feet,
together with the non-exclusive right and privilege of common parking areas, if
any.
TO HAVE AND TO HOLD the same for a period beginning April 1, 2001, until
March 31, 2004 upon the following agreements, covenants and conditions:
ARTICLE I: RENT
LESSEE covenants and agrees to pay as rental for the full term of this
lease the base rent of Seventy Thousand Five Hundred Seventy Three & 44/100ths
($70,573.44) Dollars, payable as follows each months of the Lease term:
April 1, 2001, thru March 31, 2002, $1,893.33 per month base rent plus NNN
expenses and utilities.
April 1, 2002, thru March 31, 2003, $1,959.60 per month base rent plus NNN
expenses and utilities.
April 1, 2003, thru March 31, 2004, $2,028.19 per month base rent plus NNN
expenses and utilities.
LESSOR hereby acknowledges receipt of LESSEE'S payment of $2,456.59
representing LESSEE'S payment of the first month's rent and NNN expenses,
hereinafter referred to as "Additional Rents". Payment of said rental
installments shall be made to XXXX DEVELOPMENT CO., X.X. Xxx X, Xxxxxxx,
Xxxxxxxx 00000, or at such other address as LESSOR may in writing direct. In the
event that the term of this Lease commences on a day other than the first day of
a calendar month, LESSEE shall then pay, in advance, an additional rental equal
to a pro-rata portion of a monthly installment based upon the number of days
remaining in that month.
All rent payable hereunder is due in advance on or before 12 o'clock noon
on the 1st day of each calendar month during the full term hereof. If LESSEE
shall fail to pay said monthly rental installments on or before five days after
the same are due and payable, or if LESSEE shall fail to pay when due and
payable any other sums payable under the terms of this Lease, then LESSEE shall
pay $100.00 plus $15.00 per day as late fees. In the event LESSEE shall make any
payments required under the terms of this Lease by a check which is returned
unpaid for any reason from LESSEE's bank, LESSEE shall be liable to LESSOR for
an additional charge of $100.00
It is the intention of LESSEE and LESSOR that all rents and "Additional
Rents", also referred to herein as NNN expenses and NNN charges, reserved herein
shall be an absolute net return to LESSOR and that all reasonable cost and
expenses that may be paid or incurred by LESSOR in operating, managing,
policing, equipping, repairing, replacing and maintaining the demised premises
and common areas, including, without limitation: sewer & water; common area
trash removal; snow removal; parking lot sweeping, re-striping, lighting
repairs, maintenance, and resurfacing; management fees; landscaping; remodeling,
or alteration of the building(s); insurance; security service; utilities; tax
assessments; janitorial service imposed upon or
related to the demised premises; condominium association fees and common areas
of the property, except as otherwise specifically provided herein, shall be
borne by LESSEE and not by LESSOR, and with respect to the foregoing expenses
15% to cover LESSOR'S administrative and overhead costs, it being the intent to
exclude only items of expense commonly known and designated as "carrying
charges". LESSEE'S percentage of above expenses shall be 18.0%. LESSEE shall pay
1/12th of its proper percentage of the above annual expenses monthly. The actual
monthly charge will be based on the previous year's actual expenses, but will be
adjusted annually, and LESSEE agrees to pay any shortage on an annual basis
within 10 business days from receipt of xxxx and LESSOR agrees to reimburse or
credit LESSEE for any overage on an annual basis with 30 days from receipt of
written request. The annual charge will be subject to the same late fees as
rent. The current monthly charge is $563.26 and is referred to herein as
"Additional Rent".
ARTICLE II: SECURITY DEPOSIT
Contemporaneous with the execution of this Lease, LESSEE has paid to the
LESSOR the sum of Two Thousand Five Hundred Forty Seven & 10/100ths Dollars
($2,456.59) to be held by the LESSOR, without interest, as a security deposit
and not as prepaid rent. If at any time during the term of the Lease, LESSEE
shall be in default in the payments of the rents or in performance of LESSEE'S
other obligations under this Lease, LESSOR shall have the option to apply the
said deposit, or as much thereof as LESSOR may deem necessary, to cure, correct,
or remedy any such default subject to applicable statutory provisions, and the
LESSEE shall forthwith pay to LESSOR all such expenditure or expenditures so
that LESSOR will at all times have the full amount of said deposit as security.
Upon termination of this Lease in any manner, if the LESSEE is not then in
default, the above deposit or so much thereof as the LESSOR may have in its
possession, shall be returned to the LESSEE within 60 days of termination. In
case of any voluntary or involuntary sale of the property by the LESSOR,
including any foreclosure sale or conveyance in lieu of foreclosure, this
deposit shall be transferred to the new owner, and upon such transfer, liability
of the LESSOR shall terminate with reference to the security deposit so
transferred, upon express condition that the new owner shall assume this
liability in writing, and provided that the new owner shall have no liability
for the deposit unless and until such time as the deposit is actually
transferred to such new owner.
ARTICLE III: FAILURE TO GIVE POSSESSION
If LESSOR is unable to give LESSEE possession of the premises as herein
provided by reason of any cause beyond the control of LESSOR, the LESSOR shall
not be liable in damages to LESSEE therefor. During the period LESSOR is unable
for such reason to give possession, all rights and remedies of both parties
hereunder shall be suspended; provided that if the lease term does not commence
within twelve months from the date hereof, the lease shall be deemed canceled
and neither party shall have any further rights against the other.
ARTICLE IV: USE OF PREMISES
LESSEE shall occupy and use the premises solely for professional office
use, and for no other purpose.
LESSEE further agrees to conduct no other business on said premises without
the written consent of LESSOR, LESSEE covenants, and it is the essence of this
Lease, that LESSEE shall continuously during the term of this Lease, during all
usual business hours, occupy, operate the business, and use the premises for the
purposes herein set forth (except during any times when the premises may be
untenable by reason of fire or other casualty).
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ARTICLE V: IMPROVEMENTS, ALTERATIONS AND EQUIPMENT
LESSEE has inspected said premises and accepts same for the use and
purposes hereof in their present condition and without any warranty of fitness
for use. LESSOR hereby disclaims any representation or warranty that LESSEE's
contemplated use is a permitted use under the applicable zoning ordinances.
LESSEE may finish the interior walls and floors, install partitions and
fixtures, make improvements or alterations, only after obtaining the prior
written approval thereof from LESSOR, which LESSOR shall not unreasonably
withhold. All such improvements shall be at LESSEE's sole expense. In the event
LESSEE's improvements require additional Plant Investment Fees ("PIFs"), LESSEE
shall be responsible for said fees. LESSEE's work shall be completed in a good
and workmanlike manner utilizing first rate materials, labor, and design, in
accordance with all local, state and federal ordinances and regulations,
including without limitation the requirements of the Americans with Disabilities
Act, as amended. All such improvements and fixtures, which are attached to the
premises in any manner (including, but not limited to, the floor covering,
shelving, fixtures and partitions), shall be and remain a part of the premises
and shall not be removed by LESSEE at any time without written consent of the
LESSOR being first obtained.
LESSEE shall be responsible for providing their own sigh and/or window
lettering; however, such signs or lettering must be of a size, color and design
acceptable to LESSOR and LESSOR's approval must first be obtained in writing
before any signs are installed or lettering done. LESSEE shall not attach any
sinage directly to the brick or rock material of the leased premises.
LESSEE shall, except as hereinabove provided, promptly pay for any and all
improvements, alterations or additions constructed or installed in the premises
at LESSEE's instance and shall protect the premises and shall indemnify and hold
LESSOR harmless from, and at LESSOR's election defend at LESSEE's sole cost and
using legal counsel reasonable acceptable to LESSOR, any and all mechanics' or
other liens arising therefrom, including reasonable attorney's fees and court
costs which LESSOR may incur in connection with any such mechanics' lien filed
against the property it being understood and agreed that the right of the
LESSEE, or any person claiming through or under LESSEE, to charge any mechanic,
material man's or other liens for labor or material upon or against LESSOR's
interest in the premises is hereby expressly denied.
If any such lien shall, at any time, be filed as aforesaid, LESSEE shall,
within five days after the filing of written notice to LESSEE thereof, cause
such lien to be discharged of record by payment, bond, order of a court of
competent jurisdiction, or otherwise. In the event of LESSEE's failure to
discharge any such lien within the aforesaid period, LESSOR may remove said lien
by paying the full amount thereof or by bonding or in any other manner LESSOR
deems appropriate, without investigating the validity thereof, and LESSEE, upon
demand, shall pay LESSOR the amount so paid out by LESSOR in connection with the
discharge of said lien, together with expenses incurred in connection therewith,
including attorneys' fees.
LESSEE shall not create or suffer to be created, a security interest or
other lien against any improvements, additions, or other construction made by
LESSEE in or to the leased premises or against any equipment or fixtures
installed by LESSEE therein (other than the fixtures and other personal property
which LESSEE is entitled to remove from the leased premises, as set forth
elsewhere in this Lease), and should any security interest be created in breach
of the foregoing, LESSOR shall be entitled to discharge of the same by
exercising the rights and remedies afforded under the paragraph immediately
above.
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ARTICLE VI: REPAIRS AND MAINTENANCE
LESSEE shall maintain the interior of the demised premises (including the
interior walls, ceiling and floor, plumbing system and fixtures, electrical
system and fixtures (including bulbs and ballasts), heating and air conditioning
equipment, ("HVAC") and all windows and window glass and doors) in good repair,
including the replacement of said equipment (excluding HVAC), and in a clean and
attractive condition. At all times during the term of this Lease LESSEE shall
secure and maintain a maintenance contract with a licensed HVAC contractor for
annual maintenance on the HVAC system and shall forward to LESSOR a copy of such
contract for LESSOR's records. In the event LESSEE fails to supply such
documentation to LESSOR, LESSOR may contract for such maintenance and charge to
LESSEE the cost either directly or in the NNN charges for said maintenance.
LESSOR shall maintain the exterior walls, foundations and roof of the premises,
provided however that LESSEE shall be responsible to LESSOR for all out of
pocket expenses incurred by LESSOR as a result of fire damage or other casualty
to the property which damage is caused by the LESSEE or the LESSEE's equipment
or signage. LESSEE shall be liable for and shall reimburse the LESSOR for the
cost of any repairs necessitated by the acts or omissions of LESSEE, his agents,
employees or invitees.
If LESSEE refuses or neglects to repair or maintain the premises, as
required hereunder, to the reasonable satisfaction of LESSOR, LESSOR may make
such repairs without liability to LESSEE for any loss or damage that may accrue
to LESSEE's business by reason thereof, and upon completion thereof LESSEE shall
pay LESSOR's costs for making such repair upon presentation of a xxxx thereof.
Upon the termination of the Lease, LESSEE shall remove all signage and
surrender the premises to LESSOR in a broom clean condition, with the HVAC
system in good operating condition and repair, and all light bulbs and ballasts
in working order. LESSEE shall further repair any and all damage to the leased
premises resulting from LESSEE's removal of signage and/or other trade fixtures.
ARTICLE VII: UTILITIES
LESSEE shall promptly pay all proper charges for gas and electrical
services to the demised premises (which shall be separately metered). LESSOR
shall promptly pay the proper charge for water and sewer service and trash
removal for the premises, which shall be charged to the LESSEE as part of the
NNN expenses.
Should LESSOR determine that LESSEE'S usage of any or all of sewer and
water, trash removal, gas and electrical services (collectively "Utilities") are
in excess of normal usage which normal usages has been calculated as part of the
NNN expenses, then LESSOR may charge back to LESSEE the cost of the excess
usage. LESSOR may, in its sole and exclusive discretion, use either historic
usage for the premises or usage that would be deemed typical for a tenant in the
same square footage of space irrespective of the tenants' type of business or
occupation as the measurement for the excess usage charged to LESSEE. LESSEE
shall be required to pay the excess usage of Utilities within 10 days from
receipt of a statement from the LESSOR.
ARTICLE VIII: INSURANCE
LESSEE agrees to retain and maintain throughout the term hereof general
liability and property damage insurance providing for coverage from personal
injuries upon or arising from the demised premises in amounts of not less than
$500,000.00 for one person, $1,000,000.00 for one accident and $500,000.00
property damage. LESSEE shall also obtain and maintain insurance policies
insuring the premises against damages from malicious mischief and unlawful entry
and break-in. LESSEE shall pay the premiums for such
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policies, under which LESSOR shall be named as additional insured, and
certified copies thereof shall be furnished to the LESSOR.
ARTICLE IX: PROPERTY TAXES
LESSOR shall remit all taxes levied against the real property and
improvements of which the demised premises are a part and LESSEE shall
remimburse its share of said taxes as additional rent as set forth in Article I.
LESSEE shall be liable for all taxes levied against personal property and trade
fixtures placed by the LESSEE in the demised premises. If any such taxes for
which the LESSEE is liable are levied against LESSOR or LESSOR's property and if
LESSOR elects to pay the same or if assessed value of LESSOR's property is
increased by inclusion of personal property and trade fixtures placed by LESSEE
in the demised premises and LESSOR elects to pay the taxes on such increase,
LESSEE shall pay to the LESSOR upon demand that part of such taxes for which
LESSEE is primarily liable hereunder.
ARTICLE X: INDEMNITY
LESSEE shall indemnify LESSOR and save LESSOR harmless for each and every
loss, cost, damage, expense (including reasonable attorney's fees and court
costs) or claim arising out of any LESSEE's breach of this agreement or any
default hereunder accident or other occurrence causing injury to any person or
property and due directly or indirectly to the condition of said premises or to
the use or neglect of the premises, the common areas or any part thereof, by the
LESSEE, or any person or persons holding under the LESSEE, unless said accident
or other occurrence is due to the willful act or gross neglect of LESSOR. LESSEE
further shall keep and save LESSOR and the premises harmless and free from any
penalty, damage or charge imposed for violation of the laws or ordinances
whether occasioned by the act or neglect of the LESSEE or of others holding
under or through the LESSEE.
ARTICLE XI: OTHER COVENANTS BY LESSEE
LESSEE further covenants and agrees:
(a) To surrender and deliver up the demised premises, at the expiration of
the Lease, in as good order and condition as when the same were entered
upon by the LESSEE, loss by fire or other casualty and ordinary wear and
tear excepted.
(b) Not to commit any waste on or about the premises, permit or suffer to
be permitted any waste about the premises, including but not limited to,
abuse, neglect, mistreatment, destruction or damage to the premises.
(c) To keep the said premises, the sidewalks directly in front of said
premises, in clean and sanitary condition and free from litter, snow, ice,
dirt and debris and said sidewalk from obstructions. LESSEE shall not
display or keep merchandise or other articles on the sidewalks or in
doorways of said premises.
(d) Not to conduct any auction sale on premises nor use electrical
equipment, other than that ordinary and necessary for the conduct of the
LESSEE's business.
(e) Not to permit any noise, odor, smell, nuisance, disorderly conduct or
other encroachment whatsoever about the premises, having a tendency to
annoy, disturb or otherwise harm any persons occupying spaces adjacent or
near the premises.
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(f) Not to hold or attempt to hold the LESSOR liable for any injury or damage,
either proximate or remote, occurring through or caused by any repairs or
alterations, injury or accident to the demised premises nor liable for any
injury or damage occasioned by defective wiring or the breakage or stoppage of
plumbing or sewage upon the said premises, or upon adjacent premises, whether
said breakage or stoppage results from freezing or otherwise.
(g) Not to permit or suffer said premises, or the walls or the floors thereof,
to be endangered by overloading.
(h) Not to permit said premises to be used for any purpose which would render
the insurance thereon void or the insurance risk more hazardous.
(i) To permit LESSOR to place a "For Rent" sign upon said premises at any time
after ninety (90) days before the end of this Lease, it being understood that
LESSOR may at any reasonable hour of the day enter into or upon and go through
and view and inspect said premises.
(j) Not to keep any animal on or about the premises or to interfere in any
manner with other LESSEES occupying other parts of the building or the customers
and patrons of said other LESSEES.
(k) To keep the demised premises heated at all times to a temperature
sufficiently high to prevent freezing of water pipes and fixtures in the demised
premises.
(l) Not to park any cars belonging to LESSEE or his employees in front of the
building in spaces normally used for customer parking during normal business
hours.
(m) Not to allow any accumulation of trash or debris on the demised premises or
within any portion of the improvements of which the leased premises are a part.
(n) Not to store any material outside of the demised premises unless first
approved by the LESSOR in writing.
(o) To empty any trash container in front of LESSEE's space on a daily basis.
(p) To place mats under all rolling chairs utilized in the leased space.
(q) Not to use said premises for any purposes prohibited by the laws of the
United States, the State of Colorado, or applicable ordinances of any
governmental authority having jurisdiction over the demised premises; nor for
any improper or questionable purposes whatsoever.
ARTICLE XII: FIRE AND OTHER CASUALTY
If, during the term of this Lease, the said premises shall be so damaged by
fire or other casualty, not arising from the fault or negligence of the LESSEE
or those in his employ, that the said premises shall thereby be rendered unfit
for use or occupancy, then the rent herein reserved, or a just and proportionate
share thereof, according to the nature and extent of the damage which has been
sustained, shall be abated until said premises shall have been duly repaired and
restored. If damage shall not be substantial, LESSOR shall proceed to repair the
same with reasonable diligence.
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In case the demised premises or any part of the building of which the same
are a part shall be substantially damaged, LESSOR shall have the right to either
repair or restore the premises and either LESSEE or LESSOR may cancel this Lease
and end the term thereof, and in case of such cancellation, the rent and any
other monies due and owing to the LESSOR shall be paid by the LESSEE to the date
LESSEE vacates said premises, and all further obligations upon the part of
either party hereto shall cease and the estate hereby created shall thereupon
terminate, except that the LESSOR shall repay to LESSEE the security deposit,
less any proper charges paid therefrom. For purposes of this Section Substantial
Damage shall be defined as damage equal to more than thirty percent (30%) of the
replacement cost.
ARTICLE XIII: ASSIGNMENT AND SUBLETTING
LESSEE shall not sublet said leased premises or any part thereof, nor
assign this lease without the prior written consent of LESSOR, which consent
shall not be unreasonably withheld, delayed or qualified. LESSEE shall not
permit any transfer by operation of law of LESSEE's interest in said leased
premises, nor permit said leased premises to remain vacant for any period of
time during the term of the Lease. LESSEE shall remain liable for all of the
terms hereunder notwithstanding any such consented to assignment or sublease.
For the purposes of this paragraph, an assignment of a majority ownership
interest in LESSEE shall be deemed an assignment of this lease.
LESSEE shall pay a $500.00 processing fee to LESSOR at the time of all
requests by LESSEE for assignment or sublease of LESSEE's interest in this
Lease.
ARTICLE XIV: ATTACHMENT, EXECUTION OR BANKRUPTCY
If this Lease or any interest herein shall be levied upon, either by
attachment which shall be allowed to remain thereon for a period of twenty (20)
days, or by execution or any legal proceedings against LESSEE or his successors
or assigns, or if LESSEE or his successors shall file a voluntary petition in
bankruptcy or shall be adjudged a bankrupt or insolvent debtor under any
provision of law, federal, or state, or if the same or any interest therein
shall in any manner be taken, or he occupation of said premises charged or
interfered with by any legal proceedings whatsoever, the Lease shall immediately
terminate at the option of the LESSOR and if the LESSOR so terminates, the
building and improvements herein described shall immediately revert to and vest
in the LESSOR, and any rentals paid in advance and any deposit shall be retained
by the LESSOR as damages without limiting the right of the LESSOR to further
damages.
ARTICLE XV: RIGHTS RESERVED TO THE LESSOR
This lease shall be and is hereby declared subordinate to the lien of any
mortgage or deed of trust now or hereafter placed upon the premises as security
for LESSOR's indebtedness, and LESSEE agrees to execute and deliver appropriate
agreements evidencing such subordinations, upon LESSOR'S request.
ARTICLE XVI: DEFAULT
It is understood and agreed by and between the parties hereto that if the
rent above reserved or any part thereof shall be in arrears for a period of ten
days (10) after the same becomes due, or if default shall be made in any of the
covenants and agreements herein contained to be kept by LESSEE other than the
payment of rent or other sums to be paid by LESSEE under the Lease and LESSEE
fails to cure the same after ten (10) days written notice by LESSOR, LESSOR at
its option and with or without notice (LESSEE'S right to notice being expressly
waived), may declare LESSEE'S right of possession ended and enter into said
premises or any part thereof, either with or without process of law, to expel,
remove and put out said LESSEE or any
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person or persons occupying the same, using such force as may be necessary in so
doing, and to repossess said premises; it being further agreed that in case the
premises are left vacant, or if LESSEE'S right to possession is terminated, as
aforesaid, then and in addition to all other remedies which LESSOR may have,
LESSOR may, without in any way being obligated to do so, and without terminating
the Lease, retake possession of said premises and rent the same for such terms
as LESSOR may deem best, making such charges for the account of the LESSEE, and
LESSEE shall satisfy and pay monthly any deficiency including the expense of
such reletting charges, repairs, alterations and remodeling as may be necessary
to relet said premises. No such re-entry or taking possession of the premises by
LESSOR shall be construed as an election on its part to terminate this Lease
unless a written notice of such intention be given to LESSEE.
No assent, expressed or implied, to any breach of any one or more of the
covenants or agreements hereof shall be deemed to be taken to be a waiver of any
succeeding or other breach. The various rights, remedies, powers, options and
elections of LESSOR reserved, expressed, or contained in this Lease are
cumulative and no one of them shall be deemed to be exclusive of the others or
of such other rights, remedies, powers, options or elections as are now or may
hereafter be available to LESSOR at law or in equity.
ARTICLE XVII: LEGAL COSTS AND EXPENSES
In the event of any controversy claim or dispute between the parties hereto
arising out of or relating to this agreement or breach thereof, the prevailing
party shall be entitled to recover from the non-prevailing party reasonable
attorney's fees and costs.
ARTICLE XVIII: OFFSET STATEMENT AND ATTORNMENT
(a) Offset Statement. Within ten (10) days after request therefor by
LESSOR, or in the event that upon any sale, assignment or hypothecation of the
Leased premises and/or the land thereunder by owner, LESSEE agrees to deliver an
Offset Statement in recordable form to any proposed mortgagee or purchaser, or
the LESSOR, certifying (if such be the case) that this Lease is in full force
and effect and that there are no defenses or offsets thereto, or stating those
claimed by LESSEE, and certifying to such as may be reasonably requested by
LESSOR or any proposed mortgagee or purchaser.
(b) Attornment. LESSEE shall, in the event any proceedings are brought for
the foreclosure of, or in the event of exercise of the power of sale under any
mortgage made by the Owner covering the leased premises, at the request and
election of such mortgagee or purchaser at foreclosure, attorn to the purchaser
upon any foreclosure or sale and recognize such purchaser as the LESSOR under
this Lease.
ARTICLE XIX: NOTICE
Whenever any notice is required or permitted hereunder such notice shall be
in writing. Any notice or document required or permitted to be delivered
hereunder shall be deemed to be delivered whether actually received or not when
deposited in the United States Mail, postage prepaid, Certified Mail, Return
Receipt Requested, addressed to the parties hereto at their respective
addresses, or at any such other addresses as they have theretofore specified by
written notice delivered in accordance herewith. Upon receipt of written
notification from LESSOR of the name and mailing address of LESSOR's mortgagee,
LESSEE agrees to provide notice to said mortgage of any default or alleged of
LESSOR under this lease.
ARTICLE XX: HOLDING OVER
If after the expiration of the term of this Lease, LESSEE shall remain in
possession of the demised premises and continue to pay rent without any express
written agreement with LESSOR as to such holding over, then such holding over
shall be deemed and taken to be a holding over upon a tenancy from month to
month at a monthly rental equivalent to 125% of the latest rental hereinabove
set forth (including any percentage rental), such payments to be made as
hereinbefore provided. In the event of such a holding over, all the terms of the
Lease as herein set out are to remain in full force and effect on said month to
month basis.
ARTICLE XXI: EFFECT
This Lease agreement shall be binding upon and inure to the benefit of the
parties, their successors, assigns, heirs and personal representatives. It is
agreed that paragraph headings herein are for convenience only and do not define
or limit the rights and obligations of the parties.
ARTICLE XXII: CONDEMNATION OF LEASED PREMISES
If the whole of the leased premises shall be acquired or condemned by
eminent domain for any public or quasi public use or purpose, then the term of
this Lease shall cease and terminate as of the date of title vesting in such
proceeding, all rentals shall be paid up to that date, and LESSEE shall have no
claim against LESSOR nor the condemning authority for the value of any unexpired
term of this Lease.
If any part of the leased premises shall be acquired or condemned as
aforesaid, and in the event such partial taking or condemnation shall render the
leased premises unsuitable for the business of the LESSEE then the term of this
Lease shall cease and terminate as of the date of title vesting in such
proceeding. LESSEE shall have no claim against LESSOR nor the condemning
authority for the value of any unexpired term of this Lease, and rent shall be
adjusted to the date of such termination. In the event of a partial taking or
condemnation which is not extensive enough to render the premises unsuitable for
the business of the LESSEE this Lease shall continue in full force and effect
without any reduction or abatement of rent.
In the event of any condemnation or taking as aforesaid, whether whole or
partial, the LESSEE shall not be entitled to any part of the award paid for such
condemnation: LESSOR is to receive the full amount of such award, the LESSEE
hereby expressly waiving any right or claim to any part thereof. Although all of
such damages awarded in the event of any condemnation are to belong to the
LESSOR, whether such damages are awarded as compensation for diminution in value
of the leasehold or to the fee of the leased premises. LESSEE shall have the
right to claim and recover from the condemning authority, but not from the
LESSOR, such compensation as may be separately awarded or recoverable by LESSEE
in LESSEE'S own right on account of any and all damage to LESSEE'S business by
reason of the condemnation and for or on account of any cost or loss to which
LESSEE might be put in removing LESSEE'S furniture, fixtures, leasehold
improvements and equipment.
ARTICLE XXIII: ACCORD AND SATISFACTION
No payment by LESSEE or receipt by LESSOR of a lesser amount than the
monthly rent herein stipulated shall be deemed to be other than on account of
the earliest stipulated rent, nor shall any endorsement or statement on any
check or any letter accompanying any check or payment as rent be deemed an
accord or satisfaction. LESSOR may accept such check or payment without
prejudice to LESSOR'S right to recover the balance of such rent or pursue any
other remedy provided for in this Lease.
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ARTICLE XXIV: LIEN OF LESSOR
LESSEE hereby grants to the LESSOR a lien upon all the furniture, fixtures,
equipment, and other property belonging to the LESSEE and located on or within
the leased premises at any time during the Lease term, to secure the performance
of the LESSEE'S obligations under the Lease said lien to be prior to any other
lien on such property except a lien in favor of the seller of such property to
secure the unpaid purchase price thereof unless previously secured by a
prefected security agreement. This LESSOR'S lien may be foreclosed in the same
manner as a security agreement, and the filing of this Lease or a memorandum
thereof, or a financing statement in the security interest records of Boulder
County, Colorado, shall constitute full lawful notice of this lien. If the
LESSOR also has a lien on such property, or any portion thereof, by virtue of
any other instrument, or by operation of law, the lien under this Lease shall be
in addition thereto, and the LESSOR shall have alternate remedies at his option.
ARTICLE XXV: HAZARDOUS MATERIALS
LESSEE shall not cause or permit any Hazardous Material (as defined below)
to be brought upon, kept, or used in or about the Premises, Building or Project
by LESSEES, its agents, employees, contractors, or invitees, without the prior
written consent of LESSOR (which LESSOR shall not unreasonably withhold as long
as LESSEE demonstartes to LESSOR'S reasonable satisfaction that such Hazardous
Material is necessary or useful to LESSEE'S business and will be used, kept,
stored and disposed of by LESSEE in a manner that complies with all laws
regulating any such Hazardous Material so brought upon or used or kept in or
about the Premises, Building and Project, and such storage will not create an
undue risk to other LESSEES of the Building and Project, giving consideration to
the nature of the Project and Building). If LESSEE breaches the obligations
stated in the preceding sentence, or if the presence of Hazardous Material on
the Premises, Building or Project, or if contamination of the Premises, the
Building or the Project, by Hazardous Material otherwise occurs for which LESSEE
is legally liable to LESSOR for damage resulting therefrom, then LESSEE shall
indemnify, defend and hold LESSOR harmless from any and all claims, judgments,
damages, penalties, fines, costs, liabilities, or losses (including, without
limitation, diminution in value of the Premises, the Building or the Project,
damages for the loss or restriction on use of rentable or usable space or of any
amenity of the Premises, the Building or the Project, damages arising from any
adverse impact on marketing of space in the Building or the Project, and sums
paid in settlement of claims, attorneys' fees, consultant fees and expert fees)
which arise during or after the Lease Term as a result of such contamination.
This indemnification of LESSOR by LESSEE includes, without limitation, the
obligation to reimburse LESSOR for costs incurred in connection with any
investigation of site conditions or any cleanup, remedial, removal or
restoration work required by any federal, state, or local governmental agency or
political subdivision because of Hazardous Material present in, on, or about
the Premises, Building or Project or in the soil or ground water on or under the
Premises, the Building or the Project. Without limiting the foregoing, if the
presence of any Hazardous Material in, on or about the Premises, Building or
Project caused on permitted by LESSEE results in any contamination of the
Premises, the Building or the Project, LESSEE shall promptly take all actions at
its sole expense as are necessary to return the Premises, the Building or the
Project to the condition existing prior to the introduction of any such
Hazardous Material thereto; provided that LESSOR'S approval of such actions
shall first be obtained, which approval shall not be unreasonably withheld so
long as such actions would not potentially have any material adverse long-term
or short-term effect on the Premises, Building or Project or exposes LESSOR to
any liability therefor and such actions are undertaken in accordance with all
applicable laws, rules and regulations and accepted industry practices.
The term "Hazardous Materials", when it appears in this Agreement, is used
in the broadest sense and shall mean oil, any petroleum based product or
derivative (and any fraction thereof), any petroleum additive,
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pesticides, paints, solvents, polychlorinated biphenyls, lead, cyanide, DDT,
acids, bases, ammonium compounds, ethylene glycol, antifreeze, asbestos (in any
form), chemicals, pollutants, contaminants, irritants, wastes or any substance
or material defined or designated as hazardous, toxic, regulated, or other
similar term, by and Hazardous Materials Laws.
The term "Hazardous Materials Laws", when it appears in this Agreement,
means any federal, state or local environmental statute, regulation, ordinance
or policy presently in effect or which may be promulgated in the future, as they
may be amended from time to time, including but not limited to: the Act, 42
U.S.C. Sec. 9601 et seq.; the Solid Waste Disposal Act, as amended by the
Resource Conservation and Recovery Act, 42 U.S.C. Sec. 6901 et seq; the
Emergency Planning and Community Right-To-Know Act, 42 U.S.C. Sec. 1101 et seq.;
the Federal Water Pollution Control Act, 33 U.S.C. Sec. 1251 et seq.; the Oil
Pollution Act, 33 U.S.C. Sec. 2701 et seq.; the Safe Drinking Water Act, 42
U.S.C. Sec. 300f-300j; the Clean Air Act, 42 U.S.C. Sec. 7401 et seq.; the
Hazardous Materials Transportation Act, 49 U.S.C. Sec. 5101 et seq; the Federal
Insecticide, Fungicide, and Rodenticide Act, 7 U.S.C. Sec. 136 et seq.; the
Toxic Substances Control Act, 15 U.S.C. Sec. 2601 et seq.; the Colorado
Hazardous Waste Act, C.R.S. Sec. 00-00-000 et seq.; Colorado's Hazardous Waste
Sites law, C.R.S. Sec. 00-00-000 et seq.; the Colorado Hazardous Substances Act
of 1973, C.R.S. Sec. 25-5-501 et seq.; the Colorado Water Quality Control Act,
C.R.S. Sec. 25-8-101 et seq.; the Colorado Underground and Aboveground Storage
Tank law, C.R.S. Sec. 8-20.5-101 et seq.; the Colorado Air Quality Control Act,
C.R.S. Sec. 25-7-101 et seq.; Colorado's Hazardous Materials Transportation Act,
C.R.S. Sec. 43-6-101 et seq.; and all regulations promulgated under or which
implement the foregoing laws.
ARTICLE XXVI: MISCELLANEOUS
Nothing herein contained shall be deemed or construed by the parties
hereto, nor by any third party, as creating the relationship of principal and
agent or of partnership or of joint venture between the parties hereto, it being
understood and agreed that neither the method of computation of rent, nor any
other provision contained herein, nor any acts of the parties herein, shall be
deemed to create any relationship between the parties hereto other than the
relationship of LESSOR and LESSEE. Whenever herein the singular number is used,
the same shall include the plural, and words of any gender shall include the
other gender.
One or more waivers of any covenant, term or condition of this Lease by
either party shall not be construed as a waiver of a subsequent breach of the
same covenant, term or condition.
Whenever a period of time is herein prescribed for action to be taken by
LESSOR or LESSEE, neither LESSOR nor LESSEE shall be liable or responsible for
and there shall be excluded from the computation of any such period of time, any
delays due to strike, riots, acts of God, shortages of labor or materials,
war, governmental laws, regulations, or restrictions or any other causes of any
kind whatsoever which are beyond the reasonable control of LESSOR or LESSEE.
ARTICLE XXVII: ADDITIONAL PROVISIONS
LESSOR and LESSEE agree that this Lease Agreement is contingent upon
LESSEE's ability to have a DSL Internet connection installed in the Leased Space
on or before April 15, 2001. If a DSL provider cannot provide DSL service to the
space by said date this Lease Agreement shall have no binding effect on either
party.
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IN WITNESS WHEREOF, the LESSOR and LESSEE have hereunto caused their
respective names and seals to be affixed hereto as of the date set forth above.
LESSOR: Xxxxxxx X. Xxxx, d.b.a. Xxxx Development Co. LESSEE: Synplicity, Inc.
By: /s/ Xxxxx X. Xxxxx (Agent) By: /s/ Xxxxxxx X. Xxxxxx
--------------------------------- --------------------------------
Xxxxxxx X. Xxxxxx
VP Finance, CFO
By:
--------------------------------
GUARANTEE
For and in consideration of the execution of this Lese Agreement by the
Parties hereto and other good and valuable considerations, the receipt and
sufficiency of which is hereby acknowledged, the undersigned, by their execution
hereof, personally guarantee, jointly and severally, any and all obligations and
payments of LESSEE as herein set forth and contained.
IN WITNESS WHEREOF, the undersigned have executed this document as of the
date hereof.
------------------------------------- -------------------------------------
Guarantor Guarantor
------------------------------------- -------------------------------------
Guarantor Guarantor
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Exhibit A
4720 TABLE MESA DR.
MEZZANINE LEVEL [GRAPHIC OF FLOORPLAN]
(Third Floor)
SECOND LEVEL [GRAPHIC OF FLOORPLAN]
FIRST LEVEL [GRAPHIC OF FLOORPLAN]
(Grade)
