(a) Basic Lease Information
Lease Date: August 22, 2003
Master Tenant ("Landlord"): RealNet 181 LLC, an Oregon LLC
Address of Landlord: 0000 XX Xxxxxxx Xxx Xxxxx 000 Xxxxxxxx, XX 00000
Sub Tenant ("Tenant"): Tango Pacific, Inc, an Oregon Corporation
Premises: 00000 XX Xxx Xxxxxx Xx. and 20,000 of 0000 XX 000xx Xxxxxx
Xxxxxxxx, XX 00000
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Paragraph 1 "Premises" approximately 64,806* square feet of
approximately 86,014 square feet (computed from measurements
to the exterior of outside walls of the building and to the
center of interior walls), such premises being shown and
outlined in red on the plan attached hereto as Exhibit A,
and being part of the real property described in Exhibit B
attached hereto. *inclusive of second story office area
Paragraph 1 Lease Term: Commencing on the "Commencement Date" as
hereafter defined and 64 months thereafter except that
in the event the Commencement Date is a date other than the
first day of a calendar month, said item shall extend for
said number of months in addition to the remainder of the
month following the Commencement Date.
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Paragraph 1 Schedule Term Commencement Date: September 1, 2003
Paragraph 2 Monthly Base Rent: $15,000.00
Paragraph 2B Security Deposit: $30,000.00
Paragraph 4A Tenant's Initial Monthly Escrow Payment
for Taxes and Other Charges: $2,481.00
Paragraph 7 Tenant's Initial Monthly Common Area
Maintenance Charge: $2,397.00
Paragraph 13B Tenant's Initial Monthly Insurance Escrow
Payment: $304.00
Tenant's Initial Monthly Payment Total: $20,182.00
The foregoing Basic Lease Information is hereby incorporated into and made a
part of this Lease. Each reference in this Lease to any of the Basic Lease
Information shall be to the respective information herein above set forth and
shall be construed to incorporate all of the terms provided under the particular
Lease paragraph pertaining to such information. In the event of any conflict
between and Basic Lease Information and the Lease, the former shall control.
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1
LEASE AGREEMENT
THIS LEASE AGREEMENT, made and entered into by and between REAL NET 181, LLC an
Oregon LLC hereinafter referred to as "Landlord" and Tango Pacific, Inc., an
Oregon Corporation, hereinafter referred to as "Tenant".
1. WITNESSETH
1. PREMISES AND TERM.
A. In consideration of the obligation of Tenant to pay rent as herein
provided, and in consideration of the other terms, provisions and
covenants hereof, Landlord hereby demises and leases to Tenant and
Tenant hereby takes and leases from Landlord those certain Premises as
outlined in green on Exhibit "A" attached hereto (hereinafter referred
to as the "Premises") and incorporated herein by reference, together
with all rights, privileges, easements, appurtenances, and amenities
belonging to or in any way appertaining to the Premises and together
with the buildings and other improvements situated or to be situated
upon land described in Exhibit "B" attached hereto.
B. TO HAVE AND TO HOLD the same for a term commencing on the
"Commencement Date", as hereinafter defined, and ending thereafter as
specified in the Basic Lease Information, attached hereto, (the "Lease
Term"), provided, however, that, in the event the "Commencement Date"
is a date other than the first day of the calendar month, said term
shall extend for said number of months in addition to the remainder of
the calendar month following the "Commencement Date".
C. The "Commencement Date" shall be the Scheduled Term Commencement
Date shown in the Basic Lease Information, attached hereto and
incorporated herein by reference. If the Premises shall not have been
substantially completed as aforesaid by the Scheduled Term
Commencement Date, Tenants obligation to pay rent and its other
obligations for payment under this Lease shall commence on the date
the Premises are substantially completed as aforesaid, and Landlord
shall not be liable to Tenant for any loss or damage resulting from
such delay. Landlord shall notify Xxxxxx in writing as soon as
Landlord deems the Premises to be substantially completed and ready
for occupancy. In the event that the Premises have not in fact been
substantially completed as aforesaid, Tenant shall notify Landlord of
its objections. Landlord shall have a reasonable time after delivery
of such notice in which to take such corrective action as may be
necessary, and shall notify Tenant in writing as soon as it deems such
corrective action has been completed so that the Premises are
substantially completed and ready for occupancy. The taking of
possession by Tenant shall be deemed conclusively to establish that
the Premises have been substantially completed in accordance with the
plans and specifications and that the Premises are in good and
satisfactory condition, as of when possession was taken. Tenant
acknowledges that no representation as to the repair of the Premises,
have been made by Landlord, unless such are expressly set forth in
this Lease. After the Commencement Date, Tenant shall, upon demand,
execute and deliver to Landlord a letter of acceptance of deliver of
the Premises, specifying the Commencement Date and the rent
commencement date, in recordable form. In the event of any dispute as
to the substantial completion or work performance or required to be
performed by Landlord, the certificate of Landlord's architect or
general contractor shall be conclusive.
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2. BASE RENT AND SECURITY DEPOSIT.
X. Xxxxxx agrees to pay the Landlord Base Rent for the Premises, in
advance, without demand, deduction or set off, for the entire Lease
Term hereof at the rate specified in the Base Lease Information,
payable to in monthly installments. One such monthly installment shall
be due and payable on the date hereof and a like monthly installment
shall be due and payable on or before the first day of each calendar
month succeeding the Commencement Date recited above during the Lease
Term, except that the rental payment for any fractional calendar month
at the commencement or end of the Lease period shall be prorated on
the basis of a 30-day month.
B. In addition, Xxxxxx agrees to deposit with Landlord on the date
hereof a security deposit in the amount specified in the Basic Lease
Information, which sum shall be held by Landlord, without obligation
for interest, as security for the performance of Tenant's covenants
and obligations under this Lease, it being expressly understood and
agreed that such deposit is not an advance rental deposit, nor the
last months rent nor a measure of Landlord's damages in the event of
Tenant default. Upon the occurrence of any event of default by Tenant,
Landlord may, from time to time, without prejudice to any other remedy
provided herein or provided by law, use such deposit to the extent
necessary to make good any arrears of rent or other payments due
Landlord hereunder, and any other damage, injury, expense or liability
caused by such event of default; or to perform any obligation required
of Tenant under the Lease; and Tenant shall pay to Landlord on demand
the amount so applied in order to restore the security deposit to its
original amount. Although the security deposit shall be deemed the
property of Landlord, any remaining balance of such deposit shall be
returned by Landlord to Tenant at such time after termination of this
Lease that all of Tenant's obligations under this Lease have been
fulfilled.
3. USE.
The premises shall be used only for the purpose of general office,
receiving, storing, shipping, assembly, light manufacturing, and
selling (other than retail) products, materials and merchandise made
and/or distributed by Tenant and for such other lawful purposes as may
be incidental hereto. Outside storage, including without limitation,
trucks and other vehicles, is prohibited without Landlord's prior
written consent. Tenant shall, at its own cost and expense, obtain any
and all licenses and permits necessary for its use of the Premises.
Tenant shall comply with all governmental laws, ordinances and
regulations applicable to the use of the Premises, and shall promptly
comply with all governmental orders and directives including but not
limited to those regarding the correction, prevention and abatement of
nuisances in or upon, or connected with, the Premises, all at Tenant's
sole expense. Tenant shall not permit any objectionable or unpleasant
orders, smoke, dust, gas, noise or vibrations to emanate from the
Premises, or take any other action which would constitute a nuisance
or would disturb or endanger any other tenants of the building in
which the Premises are situated or unreasonably interfere with their
use of their respective premises. In addition to any other remedies,
Landlord shall have the right to have Tenant evicted from the Premises
for a breach by Tenant of the terms of this Section 3. Without
Landlord prior written consent, Tenant shall not receive, store or
otherwise handle any product, material or merchandise which is
explosive or highly inflammable. Tenant will not permit the Premises
to be used for any purpose or in any manner (including without
limitation any method of storage) which would render the insurance
thereon void or the insurance risk more hazardous or cause the State
Board of Insurance or other Insurance premiums, Tenant shall be solely
responsible for said increase.
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4. TAXES AND OTHER CHARGES.
X. Xxxxxx agrees to pay its proportionate share of any and all real
and personal property taxes, regular and special assessments, license
fees and other charges of any kind and nature whosoever, payable by
Landlord as a result of any public or quasi-public authority, private
party, or owner's association levy, assessment or imposition against,
or arising out of Landlord's ownership of or interest in, the real
estate described in Exhibit "B" attached hereto, together with the
building and the grounds, parking areas, driveways, roads, and alleys
around the building in which the Premises are located, or any part
thereof (hereinafter collectively referred to as the "Charges").
During each month of the Lease Term, Tenant shall make a monthly
escrow deposit with Landlord (the "Escrow Payment") equal to 1/12 of
its proportionate share of the Charges which will be due and payable
for that particular calendar year. Tenant authorizes Landlord to use
the funds deposited by Tenant with Landlord under this Paragraph 4 to
pay the Charges. Each Escrow Payment shall be due and payable, as
additional rent, at the same time and in the same manner, as the
payment as monthly rental as provided herein. The amount of the
initial monthly Escrow Payment will be specified in the Basic Lease
Information. The initial Escrow Payment is based upon Tenant's
proportionate share of the Charges for the year in question, and the
monthly Escrow Payment is subject to increase or decrease as
determined by Landlord to reflect an accurate escrow of Tenant's
estimated proportionate share of the Charges. The Escrow Payment
account of Tenant shall be reconciled annually. If the Tenant's actual
Escrow Payments are less than Tenant's pro rata share of the Charges,
Tenant shall pay the Landlord upon demand the difference; if the
Tenant's total Escrow Payments are more than Tenant's actual pro rata
share of the Charges, the Landlord shall retain such excess and credit
it to Tenant's Escrow Payment account for the successive years
Charges. Tenant's proportionate share of the Charges shall be computed
by multiplying the Charges by a fraction, the numerator or which shall
be the number of gross leaseable square feet or floor space in the
premises and the denominator of which shall be the total applicable
gross leaseable square footage or such other equitable apportionment
as may be adopted.
B. If Tenant should fail to pay any Escrow Payments required to be
paid by Tenant hereunder, in addition to any other remedies provided
herein, Landlord may, if it so elects, pay such Escrow Payment or
taxes, assessments, license fees and other charges. Any sums so paid
by Landlord shall be deemed to be so much additional rental owing by
Tenant to Landlord and due and payable upon demand as additional
rental plus interest at the rate or eighteen percent (18%) per annum
from the date of payment by Landlord until repaid by Xxxxxx.
C. (1) If at any time during the Lease Term, the present method of
taxation shall be changed so that in lieu of the whole or any part of
any taxes, assessments, fees or charges levied, assessed or imposed on
real estate and the improvements thereon, there shall be levied,
assessed or imposed on Landlord a capital levy or other tax directly
on the rents received therefrom and/or a franchise tax, assessment,
levy or charge measured by or based, in whole or in part, upon such
rents or the present or any future building or buildings, then all
such taxes, assessments, fees or charges, or the part thereof so
measured or based, shall be deemed to be included within the term
"Charges" for the purposes hereof.
(2) Tenant may, alone or along with other tenants of the building
containing the Premises, at its sole cost and expense, in its or their
own name(s) dispute and contest any Charges by appropriate proceedings
diligently conduct in good faith, but only after Tenant and all other
tenants, if any, joining with Tenant in such contest have deposited
with Landlord the amount so contested and unpaid or their
proportionate shares thereof as the case may be, which shall be held
by Landlord without obligation for interest until the termination of
the proceedings, at which time the amount(s) deposited shall be
applied by Landlord toward the payment of the items held valid (plus
any court costs, interest, penalties and other liabilities associated
with the proceedings), ad Tenant's share of any excess shall be
returned to Tenant. Xxxxxx further agrees to pay to the Landlord upon
demand, the Tenant's share (as among all tenants who participated in
the contest) of all court costs, interests, penalties and other
liabilities relating to such proceedings. Tenant hereby indemnifies
and agrees to hold harmless the Landlord from and against and cost,
damage or expense (including attorney fees) in connection with any
such proceedings.
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(3) Any payment to be made pursuant to this Paragraph 4 with respect
to the calendar year in which this Lease commences of terminates shall
bear the same ratio to the payment which would be required to be made
for the full calendar year as the part of such calendar year covered
by the Lease Term bears to a full calendar year.
X. Xxxxxx shall be liable for all taxes levied against personal
property and trade fixtures placed by Tenant in the Premises. If any
such taxes are levied against Landlord or Landlord's property and if
Landlord elects to pay the same or if the assessed value of Landlord's
property is increased by inclusion of personal property and trade
fixtures placed by Tenant in the Premises and Landlord elects to pay
the taxes based on such increase, Tenant shall pay the Landlord upon
demand that part of such taxes for which Tenant is primarily liable
hereunder.
5. TENANT'S MAINTENANCE.
A. Tenant shall at its own cost and expense keep and maintain all
parts of the Premises (except those for which Landlord is expressly
responsible under the terms of this Lease) in good condition, promptly
making all necessary repair and replacements, including but not
limited to, windows, glass and plate glass, doors, any special office
entry, interior walls and finish work, floors and floor coverings,
down spouts, gutters, heating and air conditioning systems, dock
boards, truck doors, dock bumpers, paving, plumbing work and fixtures,
termite and pest extermination, regular removal of trash and debris,
keeping the parking areas and driveways, alleys and the whole of the
Premises in a clean and sanitary condition. Tenant shall not be
obligated to repair any damage caused by fire, tornado, or other
casualty covered by the insurance to be maintained by Landlord
pursuant to subparagraph 13(A) below, except that Tenant shall be
obligated to repair all wind damage to glass except with respect to
tornado or hurricane damage.
B. Tenant shall not damage any demising wall or disturb the integrity
and support provided by any demising wall and shall, at its own sole
cost and expense, promptly repair any damage or injury to any demising
wall caused by Tenant or its employees, agents, licensees or invitees.
C. Tenant and its employees, customers and licensees shall have the
right to use the parking areas, if any, as may be designated by
Landlord in writing, subject to such reasonable rules and regulations
as Landlord may from time to time prescribe and subject to rights of
ingress and egress of other tenants. Landlord shall not be responsible
for enforcing Tenant's exclusive parking rights against any third
parties. If Tenant or any other particular tenant of the building can
be clearly identified as being responsible for obstructions or
stoppage of a common sanitary sewage line, then Tenant, if Tenant is
responsible, or such other responsible Tenant, shall pay the entire
cost thereof, upon demand, as additional rent.
D. Tenant shall, at its own cost and expense, enter into a regularly
scheduled preventative maintenance/service contract with a maintenance
contractor for servicing all heating and air conditioning and
equipment within the Premises.
6. LANDLORD REPAIRS.
After reasonable notice from Tenant, Landlord shall repair the roof,
exterior walls and foundation, and the cost thereof shall be shared as
provided in Paragraph 7. Tenant shall repair and pay for any damage to
such items to be maintained by Landlord caused by any act omission or
negligence of Tenant, or Tenant's employees, agents, licensees or
invitees, or caused by Xxxxxx's default hereunder. The term "walls" as
used herein shall not include windows, glass or plate glass, doors,
special store fronts, or office entries. Tenants shall immediately
give Landlord written notice of defect or need for repairs, after
which Landlord shall have a reasonable opportunity and time to repair
same or cure such defect. Landlord's liability with respect to such
defects, repairs, maintenance for which Landlord is responsible under
any of the provisions of this Lease shall be limited to the cost of
such repairs or maintenance or the curing of such defect.
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7. MONTHLY COMMON AREA MAINTENANCE CHARGE.
Tenant agrees to pay each month, as additional rent, for its
proportionate share of the cost of operation and maintenance of the
Common Area which shall be defined from time to time by Landlord.
Common Area cost which may be incurred by Landlord at its discretion,
shall include, but not limited to those costs incurred for lighting,
water, sewage, trash removal, exterior painting, exterior window
cleaning, sweeping, management, accounting, policing, inspecting,
sewer lines, plumbing, paving, landscape maintenance, plant material
replacement and other like charges, and Landlord's fee for supervision
and administration of the items set forth in this paragraph, currently
at 10%. Landlord shall maintain the Common Area in reasonably good
condition and repair. The proportionate share to be paid by Tenant of
the cost of operation of maintenance of the Common Area shall be
computed on the ratio that the gross leaseable square feet of the
Premises bears to the total applicable gross leaseable square footage
or such other equitable apportionment as may be adopted. Landlord
shall make monthly or other periodic charges based upon the estimated
annual cost of operation and maintenance in the Common Area, payable
in advance but subject to adjustment after the end of the year on the
basis of the actual cost for such year. Any such periodic charges
shall be due and payable upon delivery of notice thereof. The initial
Common Area Maintenance Charge, subject to adjustment as provided
herein, shall be due and payable, as additional rent, at the same time
and in the same manner as the time and manner of the payment of
monthly rental as provided herein. The amount of the initial monthly
Common Area Maintenance Charge shall be as specified in the Basic
Lease Information.
8. ALTERATIONS.
Tenant shall not make any alterations, additions or improvements to
the Premises (including but not limited to roof and wall penetrations)
without the prior written consent of Landlord. Tenant may, without the
consent of Landlord, but at its own cost and expense, and in a good
workmanlike manner, erect such shelves, bins, machinery and trade
fixtures as it may deem advisable without altering the basic character
of the building or improvements and without overloading or damaging
such building or improvements, and in each case complying with all
applicable governmental laws, ordinances, regulations and other
requirements. All alterations, additions and improvements and
partitions erected by Tenant shall be and remain the property of
Tenant during the term of this Lease and Tenant shall, unless Landlord
otherwise elects as hereinafter provided, remove all alterations,
additions, improvements and partitions erected by Xxxxxx and restore
the Premises to their original condition by the date of termination of
this Lease or upon earlier vacating of the Premises, provided,
however, that if Landlord so elects prior to termination of this Lease
or upon earlier vacating of the Premises, such alterations, additions,
improvements, and partitions shall become the property of the Landlord
as of the date of termination of this Lease or upon earlier vacating
of the Premises and shall be delivered up to the Landlord with the
Premises. All shelves, bins, machinery and trade fixtures installed by
the Tenant may be removed by the Tenant prior to termination of this
Lease if Tenant so elects, and shall be removed by the date of
termination of this Lease or upon earlier vacating of the Premises if
required by Landlord; upon any such removal Tenant shall restore the
Premises to their original condition. All such removals and
restoration shall be accomplished in good workmanlike manner so as not
to damage the primary structure or structural qualities of the
buildings and other improvements situated on the Premises.
9. SIGNS.
Tenant shall not install signs upon the Premises without Landlord's
prior written approval, and any such signage shall be subject to any
applicable governmental laws, ordinances, regulation and other
requirements. Tenant shall remove all such signs by the termination of
this Lease. Such installation and removal shall be made in such a
manner as to avoid injury or defacement of the building and other
improvements, and Tenant shall repair any injury, defacement,
including without limitation discoloration, caused by such
installation and/or removal.
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10. INSPECTION.
X. Xxxxxxxx and landlord's agents and representatives shall have the
right to enter and inspect the Premises at any reasonable time during
business hours, for the purpose of ascertaining the condition of the
Premises or in order to make such repairs as may be required or
permitted to be made by Landlord under the terms of this Lease. During
the period that is six (6) months prior to the end of the term hereof,
Landlord and Landlord's agents and representatives shall have the
right to enter the Premises at any reasonable time during business
hours for the purpose of showing the Premises and shall have the right
to erect on the Premises a suitable sign indicating the Premises is
available.
B. Tenant shall give written notice to Landlord at least thirty (30)
days prior to vacating the Premises and shall arrange to meet with
Landlord for joint inspection of the Premises prior to vacating. In
the event of Tenant's failure to give such notice or arrange such
joint inspection, Landlord's inspection at or after Xxxxxx's vacating
the Premises shall be conclusively deemed correct for purposes of
determining Tenant's responsibility for Xxxxxx's repairs and
restoration. It shall be the responsibility of Tenant, prior to
vacating the Premises, to clean and repair the Premises and restore
them to the condition in which they were in upon delivery of the
Premises to Tenant at the Commencement Date, excluding reasonable wear
and tear. Cleaning, repair and restoration shall include, but not be
limited to, removal of all trash, cleaning and repainting of walls,
where necessary, cleaning of carpet and flooring, replacement of light
bulbs and tubes, cleaning and wiping down of all fixtures, maintenance
and repair of all heating and air conditioning systems, and all
similar work, which shall be done at the latest practical date prior
to vacating the Premises.
C. Landlord shall have the right to inspect Tenant's financial
documents, whether audited or un-audited, including but not limited to
Tenant's federal and state tax return, cash flow statement, income
statement, and balance sheet. Tenant shall provide Landlord with
copies of the requested documents for the relevant time period within
seven (7) days upon written request. Tenant's failure to provide
financial documents pursuant to subparagraph 10(C) herein shall result
in a default under the terms of this Lease.
11. UTILITIES.
Landlord agrees to provide at its cost, water, electricity and gas
service connections into the Premises; but Tenant shall pay for all
water, gas, hear, light, power, telephone, sewer, sprinkler charge and
other utilities and services used on or from the Premises, together
with any taxes, penalties, surcharges or the like pertaining thereto
and any maintenance charges for utilities and shall furnish all
electric light bulbs and tubes. If any such services are not
separately metered to Tenant, Tenant shall pay a reasonable proportion
as determined by Landlord of all charges jointly metered with other
Premises. Landlord shall be in no event liable for any interruption or
failure in utility services on the Premises.
12. ASSIGNMENT AND SUBLETTING.
A. Tenant shall not have the right, voluntarily or involuntarily, to
assign, convert, transfer, mortgage or sublet the whole or any part of
the Premises under this Lease without the prior written consent of
Landlord. In the event Tenant applies to Landlord for consent to
assign, convey, transfer or sublet the Premises, Landlord may
condition such consent upon the right to receive one-half of the
profit, if any, which Tenant may realize on account of such
assignment, conveyance, transfer or sublease of the Premises. For
purposes of this paragraph, "Profit" shall mean any sum which the
assignee, sublessee or transferee is required to pay, or which is
credited to Tenant as rent in excess of the Rents required to be paid
by Tenant to Landlord under this Lease. Landlord also reserves the
right to recapture the Premises or applicable portion thereof in Lieu
of giving its consent by notice given to Tenant within twenty (20)
days after receipt of Tenant's written request for assignment or
subletting. Such recapture shall terminate this Lease as to the
applicable space effective on the prospective date of assignment or
subletting, which shall be the last day of a calendar month and not
earlier than sixty (60) days after receipt of Tenants request
hereunder. In the event that Landlord shall not elect to recapture and
shall thereafter give its consent, Tenant shall pay Landlord a
reasonable fee, not to exceed $500.00, to reimburse Landlord for
processing costs incurred in connection with such consent.
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B. Notwithstanding any permitted assignment or subletting, Tenant
shall at all times remain directly, primarily and fully responsible
and liable for the payment of the rent herein specified and for
compliance with all of its other obligations under the terms,
provisions and covenants of this Lease. Upon the occurrence of an
"event of default" as hereinafter defined, if the Premises or any part
thereof are then assigned or sublet, Landlord, in addition to any
other remedies herein provided, or provided by law, may at its own
option collect directly from such assignee or subtenant all rents
becoming due to Tenant under such assignment, transfer or sublease and
apply such rent against any sums due to Landlord from Tenant hereunder
and no such collection shall be construed to constitute a novation or
a release of Tenant from the further performance of Xxxxxx's
obligations hereunder.
13. INSURANCE, FIRE AND CASUALTY DAMAGE.
A. Landlord agrees to maintain insurance covering the building of
which the Premises are a part in an amount not less than eighty
percent (80%) (or such greater percentage as may be necessary to
comply with the provision of any co-insurance clauses of the policy)
of the "replacement cost" thereof as such term is defined in the
Replacement Cost Endorsement to be attached thereto, insuring against
the perils of Fire, Lightning, Extended Coverage, Vandalism, and
Malicious Mischief, extended by Special Extended Coverage Endorsement
to insure all other risks or Direct Physical Loss, such coverages and
endorsements to be as defined, provided and limited in the standard
bureau forms prescribed by the insurance regulatory authority for the
State in which the Premises are situated for use by insurance
companies admitted in such state of the writing of such insurance
risks located within such state. Subject to the provisions of
subparagraph 13 C, D, E below, such insurance shall be for the sole
benefit of Landlord and under its sole control. In the event the
insurance policy shall contain a deductible, Tenant shall be liable
for and pay any deductible withheld from insurance proceeds or payable
under the terms of the insurance policy in the event of a claim or
insurance loss thereunder.
X. Xxxxxx agrees to pay its proportionate share of Landlord's cost of
carrying fire, extended coverage, worker's compensation, "all-risk"
property contract, commercial general liability, umbrella liability,
and earthquake ("Insurance") on the building. During each month of the
tern of this Lease, Tenant shall make a monthly escrow deposit with
Landlord equal to one-twelfth of its proportionate share of the
Insurance on the building and grounds which will be due and payable
for that particular year. Tenant authorizes Landlord to use the funds
deposited by him with Landlord under this paragraph to pay the cost of
such Insurance. Each Insurance Escrow Payment shall be due and
payable, as additional rent, at the same time and manner of the
payment of the monthly Insurance Escrow Payment is subject to increase
or decrease as determined by Landlord to reflect an accurate monthly
escrow or Tenant's estimated proportionate share of this Insurance.
The Insurance Escrow Payment account of Tenant shall be reconciled
annually. If the Tenant's total Insurance Escrow Payments are less
than Tenant's actual pro rata share of the Insurance, Tenant shall pay
Landlord upon demand the difference; if the total Insurance Escrow
Payments of Tenant are more than Tenant's actual pro rata share of the
Insurance, Landlord shall promptly refund the balance of such excess
to Tenant after first crediting the excess to the next monthly payment
by Tenant for its proportionate share of Taxes and Insurance. Tenant's
cost of Insurance shall be computed by multiplying the cost of
Insurance by a fraction, the numerator of which shall be the number of
gross leaseable square feet of floor space in the Premises and
denominator of which shall be the total applicable gross leasable
square footage. The amount of the initial monthly Insurance Escrow
Payment will be specified in the Basic Lease Information.
C. If the building, of which the Premises are a part, should be
damaged or destroyed by fire, tornado or other casualty, Tenant shall
give immediate written notice thereof to Landlord.
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D. If the building, of which the Premises is a part, should be totally
destroyed by fire, tornado or other casualty, or if it should be
damaged thereby that rebuilding or repairs cannot in Landlord's
estimation be completed within two hundred (200) days after the date
upon which Landlord is notified by Tenant of such damage, this Lease
shall terminate and the rent shall be abated during the unexpected
portion of this Lease, effective upon the date of the occurrence of
such damage. Landlord shall give notice to Tenant in writing of its
determination to terminate this Lease within ninety (90) days
following the date of the occurrence of such damage.
E. If the building, of which the Premises are a part, should be
damaged by any peril covered by the Insurance to be provided by
Landlord under subparagraph 13(A) above, but only to such extent that
rebuilding or repairs can in Landlord's estimation be completed within
two hundred (200) days after the date upon which Landlord is notified
by Tenant of such damage, this Lease shall be terminated, and Landlord
shall at its sole cost and expense thereupon proceed with reasonable
diligence to rebuild and repair such building to substantially the
condition in which it existed prior to such damage, except that
Landlord shall not be required to rebuild, repair or replace any part
of the partition, fixture, additions and other improvements which may
have been placed in or about the premises by Tenant. If the Premises
are untenantable in whole or in part following such damage, the rent
payable hereunder during the period in which they are untenantable
shall be reduced to such extent as may be fair and reasonable under
all of the circumstances. In the event that Landlord shall fail to
complete such repairs and rebuilding within two hundred (200) days
after the date upon which Landlord is notified by Tenant of such
damage, Tenant may at its option terminate this Lease by delivering
written notice of termination to Landlord at Xxxxxx's exclusive
remedy, whereupon all rights and obligations hereunder shall cease and
terminate.
F. Notwithstanding anything herein to the contrary, in the event the
holder of any indebtedness secured by a mortgage or deed of trust
covering the Premises requires that the Insurance proceeds be applied
to such indebtedness, then Landlord shall have the right to terminate
this Lease by delivering written notice of termination to Tenant
within fifteen (15) days after such requirement is made by any such
holder, whereupon all rights and obligations hereunder shall cease and
terminate.
G. Each of Landlord and Tenant hereby releases the other from any loss
or damage to property cause by fire or any other perils insured under
them by way of subrogation or otherwise for any loss or damage to
property caused by fire or any other perils insured in policies or
Insurance covering such property, even if such loss or damage shall
have been caused by the fault or neglect of the other party, or anyone
for whom such party may be responsible; provided, however, that this
release shall be applicable and in force and effect only with respect
to loss or damage occurring during such time as the releasor's
policies shall contain a clause or endorsement to the effect that any
such release shall not adversely affect or impair said policies or
prejudice the right of the releasor to recover thereunder and then
only to the extent of the Insurance proceeds payable under such
policies. Each of the Landlord and Xxxxxx agrees that it will request
Insurance carriers to include in its policies such a clause or
endorsement. If extra cost shall be charged therefor, each party shall
advise the other thereof and of the amount of the extra cost, and
other party, at its election, may pay the same but shall not be
obligated to do so.
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14. LIABILITY.
Landlord shall not be liable to Tenant or Tenant's employees, agents,
guests, invitees or visitors, or ant other person whomsoever, for any
injury to person or damage to property on or about the Premises,
resulting from and/or caused on part or whole by the negligence or
misconduct of Tenant, its employees, agents, servants, guests,
invitees, or visitors or any other person entering upon the Premises,
or caused by the building and improvements located on the Premises
becoming out of repair, or caused by leakage of gas, oil, water or
stream or by electricity emanating from Premises, or due to any cause
whatsoever, and Tenant hereby covenants and agrees that it will at all
times indemnify and hold safe and harmless the property, the Landlord
(including without limitation the trustee and beneficiaries if
Landlord is a trust), Landlord's employees, agents, servants, guests,
invitees, and visitors from any loss, Liability, claims, suits costs,
expenses, including without limitation attorney's fees and damages,
both real and alleged, arising out of any such damage or injury;
except injury to persons or damage to property the sole cause of which
is the negligence of Landlord or the failure of Landlord to repair any
part if the Premises which Landlord is obligated to repair and
maintain hereunder with a reasonable time after the receipt of written
notice from Tenant of needed repairs. Tenant shall procure and
maintain throughout the term of this Lease a policy or policies or
Insurance, at its sole cost and expense, insuring both Landlord and
Tenant against all claims, demands or actions arising out of or in
connection with (i) the Premises; (ii) the condition of the Premises;
(iii) Tenant's operation in and maintenance and use of the Premises;
and (iv) Tenant's liability assumed under this Lease, the limits of
such policy or policies to be in the amount of not less that
$1,000,000 per occurrence in respect of injury to persons (including
death) and in respect of property damage or destruction, including
loss of use thereof. All such policies shall be procured by Tenant
from responsible Insurance companies satisfactory to Landlord.
Certified copies of such policies, together with receipt evidencing
payment of premiums therefor, shall be delivered to Landlord prior to
the commencement date of this Lease. Not less than fifteen (15) days
prior to the expiration date of any such policies, certified copies of
the renewal thereof (bearing notions evidencing the payment of renewal
premiums) shall be delivered to Landlord. Such policies shall further
provide that not less than thirty (30) days written notice shall be
given to Landlord before such policy nay be canceled or changed to
reduce insurance provided thereby.
15. CONDEMNATION.
A. If the whole or any substantial part of the Premises should be
taken for any public or quasi-public use under governmental law,
ordinance or regulation, or by right or eminent domain, or by private
purchase on lieu thereof and the taking would prevent or materially
interfere with the use of the Premises for the purpose for which they
are being used, this lease shall terminate and the rent shall be
abated during the unexpected portion of this Lease, effective when the
physical taking of said Premises shall occur.
B. If part of the Premises shall be take for any public or
quasi-public use under any governmental law, ordinance or regulation,
or by right of eminent domain, or by private purchase in lieu thereof,
and this Lease is not terminated as provided in the subparagraph
above, this Lease shall not terminate but the rent payable hereunder
during the unexpected portion of this Lease shall be reduced to such
extent as may be fair and reasonable under all of the circumstances.
C. In the event of any such taking or private purchase on lieu
thereof, Landlord shall be entitled to receive the entire award.
Tenant shall be entitled to make a claim in condemnation proceedings
which does not reduce the amount of Landlord award, for the value of
any furniture, furnishings and fixtures installed by and at the sole
expense of Tenant.
16. HOLDING OVER.
Tenant will, at the termination of this Lease by lapse of time or
otherwise, yield up immediate possession to Landlord. If Landlord
agrees in writing that Tenant may hold over after the expiration or
termination of this Lease, unless the parties hereto otherwise agree
in writing on the terms of such holding over, the hold over tenancy
shall be subject to termination by Landlord at any time upon not less
that five (5) days advance written notice, or by Tenant any time upon
not less than thirty (30) days advance written notice, and all of the
other terms and provisions of this Lease shall be applicable during
that period, except that Tenant shall pay Landlord from time to time
upon demand, as rental for the period of any hold over, an amount
equal to one and one-half (1-1/2) the Base Rent in effect on the
termination date, plus all additional rental as defined herein,
computed on a daily basis for each day of the hold over period. No
holding over by Tenant, whether with or without consent of Landlord,
shall operate to extend this Lease except as otherwise expressly
provided. The preceding provisions of this paragraph 16 shall not be
construed as Landlord's consent for Tenant hold over.
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17. QUIET ENJOYMENT.
Landlord covenants that it now has, or will acquire before Tenant
takes possession of the Premises, good fee or leasehold title to the
Premises, free and clear of all liens and encumbrances, excepting only
the lien for current taxed not yet due, such mortgage or mortgages as
are permitted by the terms of this Lease, zoning ordinance and other
building and fire ordinances and governmental regulations relating to
the use of such property and easements, restrictions and other
conditions of record. In the event this Lease is a sublease, then
Xxxxxx agrees to take the Premises subject to the provisions of the
prior leases. Landlord represents and warrants that it has full right
and authority to enter into this Lease and that Tenant, upon paying
the rental herein set forth and performing its other covenants and
agreements herein set forth, shall peaceably and quietly have, hold
and enjoy the Premises for the term hereof without hindrance or
molestation from Landlord, subject to the terms and provisions of this
Lease.
18. EVENTS OF DEFAULT.
The following events shall be deemed to be events of default by Tenant
under this Lease:
A. Tenant shall fail to pay an installment of the rent herein reserved
when due, or any payment with respect to taxes hereunder when due, or
any other payment or reimbursement to Landlord required herein when
due, and such failure shall continue for a period of five (5) days
from the date such payment was due.
B. Tenant shall become insolvent, or shall make a transfer in fraud of
creditors, or shall make an assignment for the benefit of creditors.
C. Tenant shall file a petition under any section or chapter of the
National Bankruptcy Act as amended, or under any similar law or statue
of the United States or any State hereof; or Tenant shall be adjudged
bankrupt or insolvent in proceedings filed against Tenant thereunder.
D. A receiver or trustee shall be appointed for all or substantially
all of the assets of Tenant.
E. Tenant shall desert or vacate any substantial portion of the
Premises.
F. Tenant shall fail to comply with any term, provision or covenant of
this Lease (other than the foregoing in this paragraph 18), and shall
not cure such failure within twenty (20) days after written notice
thereof to Tenant.
19. REMEDIES.
Upon the occurrence of any such event of default described in
paragraph 18 hereof, Landlord shall have the option to pursue any one
or more of the following remedies without any notice or demand
whatsoever.
A. Landlord may accelerate all rent payments due hereunder which shall
then become immediately due and payable.
B. Terminate this Lease, in which event Xxxxxx shall immediately
surrender the Premises to Landlord, and if Tenant fails so to do,
Landlord may, without prejudice to any other remedy which may have for
possession or arrearages in rent, enter upon and take possession of
the Premises and expel or remove Tenant and any other person who may
be occupying such Premises or any part thereof, by force if necessary,
without being liable for prosecution or any claim of damages therefor,
and Xxxxxx agrees to pay to Landlord on demand the amount of all loss
and damage which Landlord may suffer by reason of such termination,
whether through inability to relet the Premises on satisfactory terms
or otherwise.
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C. Enter upon and take possession of the Premises and expel or remove
Tenant and any other person who may be occupying such Premises or any
part thereof, by force if necessary, without being liable for
prosecution or any claim for damage therefor, and relet the Premises
for such terms ending before, on or after the expiration date of the
Lease Tern, at such rental and upon such other conditions (including
concessions and prior occupancy periods) as Landlord in its sole
discretion may determine, and receive the rent therefor; and Xxxxxx
agrees to pay to the Landlord on demand any deficiency that may arise
by reason of such reletting. Landlord shall have no obligation to
relet the Premises or any part thereof and shall not be liable for
refusal or failure to relet or in the event of reletting for refusal
or failure to collect any rent due upon such reletting. In the event
Landlord is successful in reletting the Premises at a rental in excess
of that agreed to be paid by Tenant pursuant to the terms of this
Lease, Landlord and Tenant each mutually agree that Tenant shall not
be entitled, under any circumstances, to such excess rental, and
Tenant does hereby specifically waiver any claim to such excess
rental.
D. Enter upon the Premises, by force if necessary, without being
liable for prosecution or any claim for damages therefor, and do
whatever Tenant is obligated to do under the terns of this Lease; and
Xxxxxx agrees to reimburse Landlord on demand for any expenses which
Landlord may incur in thus effecting compliance with Tenant's
obligations under this Lease, and Xxxxxx further agrees that Landlord
shall not be liable for any damages resulting to the Tenant from such
action, whether caused by the negligence of Landlord or otherwise.
E. Whether or not Landlord retakes possession or relets the Premises,
Landlord shall have the right to recover unpaid rents and all damages
by Xxxxxx's default, including attorney's fees. Damages shall include,
without limitations: all rentals lost, all legal expenses and other
related cost incurred by Landlord following Tenant's default, all
costs incurred by Landlord in restoring the Premises to good order and
condition, or in remodeling, renovating or otherwise preparing the
Premises for reletting, all costs (including without limitation by any
brokerage commissioned and the value of Landlord's time) incurred by
landlord, plus interest thereon from the date of expenditure until
fully repaid at the rate of eighteen percent (18%) per annum.
F. In the event Tenant fails to pay any installment of rent,
additional rent or other charges hereunder as and when such
installment is due, to help defray the additional cost to Landlord for
processing such late payments Tenant shall pay Landlord on demand a
late charge in an amount equal to five percent (5%) of such
installment, and the failure to pay such amount within ten (10) days
after demand therefor shall be an event of default hereunder. The
provision for such late charge shall be in addition to all of
Landlord's other rights and remedies hereunder or at law and shall not
be construed as liquidated damages or as limiting Landlord's remedies
in any manner.
G. Pursuit or any of the foregoing remedies shall not preclude pursuit
of any of the other remedies herein provided or any other remedies
provided by law, such remedies being cumulative and non-exclusive, nor
shall pursuit of any remedy herein provided constitute a forfeiture or
waiver of any rent due to Landlord hereunder or of any damages
accruing to Landlord by reason of the violation of any of the terms,
provisions and covenants herein contained. No act or thing done by the
Landlord or its agents during the Lease Term hereby granted shall be
deemed a termination of this Lease or an acceptance of the surrender
of the Premises, and no agreement to terminate this Lease or accept a
surrender of said Premises shall be valid unless in writing signed by
Landlord. No waiver by Landlord or any violation or breach of any of
the terms, provisions and covenants herein contained shall be deemed
or construed to constitute a waiver of any other violation or breach
of any of the term provisions and covenants herein contained.
Xxxxxxxx's acceptance of the payment of rental or other payments
hereunder after the occurrence of an event of default shall not be
construed as a waiver of such default, unless Landlord so notifies
Tenant in writing. Forbearance by Landlord to enforce one or more of
the remedies herein provided upon an event of default shall not be
deemed or construed to constitute a waiver of such default or of
Landlord's right to enforce any such remedies with respect to such
default or any subsequent default. If, on account of any breach or
default by Tenant in Tenant's obligations under the terms and
conditions of this Lease, it shall become necessary or appropriate for
Landlord to employ or consult with an attorney concerning or to
enforce or defend any of Landlord's rights or remedies hereunder,
Xxxxxx agrees to pay any reasonable attorney's fees so incurred.
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20. LANDLORD'S LIEN.
In addition to any statutory lien for rent in Landlord`s favor,
Landlord shall have and Tenant hereby grants to Landlord a continuing
security interest for all rentals and other sums of money becoming due
hereunder from Tenant, upon all goods, wares, equipment fixtures,
furniture, inventory accounts, contract rights, chattel paper and
other personal property of Tenant situated on the Premises, and such
property shall not be removed therefrom without the consent of
Landlord until all arrearages in rent as well as any and all other
sums of money then due to Landlord hereunder shall first have been
paid and discharged. In the event of a default under this Lease,
Landlord shall have, in addition to any other remedies provided herein
or by law, all rights and remedies under the Uniform Commercial Code,
including without limitation the right to sell the property described
in the paragraph 20 at public or private sale. Tenant hereby agrees to
execute such financing statements and other instruments necessary or
desirable in Landlord's discretion to perfect the security interest
hereby created. Any statutory lien for rent is not hereby waived, the
express contractual lien herein grated being in addition and
supplementary thereto.
21. MORTGAGES.
Tenant accepts this Lease subject and subordinate to any mortgage(s)
and/or deed(s) of trust now or at any time hereafter constituting a
lien or charge upon the Premises or the improvements situated hereon,
provided, however that if the mortgagee, trustee, or holder of any
such mortgage or deed of trust elects to have Xxxxxx's interest in
this Lease superior to any such instrument, then by notice to Tenant
from such mortgagee, trustee or holder, this Lease shall be deemed
superior to such lien, whether this Least was executed before or after
said mortgage or deed of trust. Tenant shall at any time hereafter on
demand execute any instruments, releases or other documents which may
be required by any mortgagee for the purpose of subjecting and
subordinating this Lease to the Lien of any such mortgage.
22. LANDLORD'S DEFAULT.
In the event Landlord should become in default in any payment due on
any such mortgage described in paragraph 21 hereof or in the payment
of taxes or any other item which might become a lien upon the Premises
and which Tenant is not obligated to pay under the terms and
provisions of this Lease, Tenant is authorized and empowered after
giving Landlord five (5) days prior written notice of such default and
Landlord's failure to cure such default, to pay any such items for and
on behalf of Landlord, and the amount of any item so paid by Xxxxxx
for or on behalf of Landlord, together with any interest or penalty
required to be paid in connection therewith, shall be payable on
demand by Landlord to Tenant, provided, however, that Tenant shall not
be authorized and empowered to make any payment under the terms of
this paragraph 22 unless the item paid shall be superior to Xxxxxx's
interest hereunder. In the event Tenant pays any mortgage debt in
full, in accordance with this paragraph, it shall, at its election, be
entitled to the mortgage security by assignment or subrogation.
23. MECHANICS LIENS.
Tenant shall have no authority, express or implied, to create or place
any lien or encumbrance of any kind or nature whatsoever upon, or in
any manner to bind, the interest of Landlord in the Premises or to
charge the rentals payable hereunder for any claim in favor of any
person dealing with Xxxxxx, including those who may furnish materials
or perform labor for any construction or repairs, and each such claim
shall affect and each such lien shall attach to, if at all, only the
leasehold interest granted to Tenant by this instrument. Tenant
covenants and agrees that it will pay or cause to be paid all sums
legally due and payable by it on account of any labor performed or
materials furnished in connection with any work performed on the
Premises on which any lien is or can be validly and legally asserted
against its leasehold interest in the Premises or the improvements
there on and that it will save and hold Landlord harmless from any and
all loss, cost or expense based on or arising out of asserted claims
or liens against the leasehold estate or against the right, title and
interest of the Landlord in the Premises or under the terms of this
Lease.
24. NOTICES.
Each provision of this instrument or of any applicable governmental
laws, ordinances, regulations and other requirements with reference to
the sending, mailing or delivery of any notice or the making of any
payment by Landlord to Tenant or with reference to the sending,
mailing or delivery of any notice or the making of any payment by
Tenant to Landlord shall be deemed to be complied with when and if the
following steps are taken:
A. All rent and other payments required to be made by Tenant to
Landlord hereunder shall be payable to Landlord at the address herein
below set forth or at such other address as Landlord may specify from
time to time by written notice delivered in accordance herewith.
Tenant's obligation to pay rent and any other amounts to Landlord
under the terms of this Lease shall not be deemed satisfied until such
rent and other amounts have been actually received by Landlord.
B. All payments required to be made by Landlord to Tenant hereunder
shall be payable to Tenant at the address herein below set forth, or
at such other address within the continental United States as Tenant
may specify from time to time by written notice delivered in
accordance herewith.
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C. 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 or Registered Mail, addressed to the parties hereto at the
respective addresses set out below, or at such other address as they
have theretofore specified by written notice delivered in accordance
herewith:
LANDLORD: TENANT:
REAL NET 181, LLC TANGO PACIFIC, INC
0000 XX Xxxxxxx Xxx, Xxxxx 000 00000 XX Xxx Xxxxxx Xx.
Xxxxxxxx, XX 00000 Xxxxxxxx, XX 00000
If and when included within the term "Landlord", as used in this
instrument, there are more than one person, firm or corporation, all
shall jointly arrange among themselves for their joint execution of
such a notice specifying some individual at some specific address for
the receipt of notices and payments to Landlord; If and when included
within the term "Tenant", as used in this instrument, there are more
than one person, firm or corporation, all shall jointly arrange among
themselves for their joint execution of such a notice specifying some
individual at some specific address within the continental United
States for the receipt of notices and payments to Tenant. All parties
included within the terms "Landlord" and "Tenant", respectively, shall
be bound by notices given in accordance with the provisions of this
paragraph to the same effect as it each had received such notice.
25. MISCELLANEOUS.
A. Words of any gender used in this Lease shall be held and construed
to include any other gender, and words in the singular number shall be
held to include the plural, unless the contest otherwise requires.
B. The terms, provisions and covenants and conditions contained in
this Lease shall apply to, inure to the benefit of, and be binding
upon, the parties hereto and upon their respective heirs, legal
representatives, successors and permitted assigns, except as otherwise
herein expressly provided. Landlord shall have the right to assign any
of it rights and obligations under this Lease. Each party agrees to
furnish to the other, promptly upon demand, a corporate resolution,
proof of due authorization by partners, or other appropriate
documentation evidencing the due authorization of such part to enter
into this Lease.
C. The captions inserted in this Lease are for convenience only and in
no way define, limit or otherwise describe the scope or intent of this
Lease, or any provision hereof, or in any way affect the
interpretation of this Lease.
X. Xxxxxx agrees from time to time within ten (10) days after request
of Landlord, to deliver to Landlord, or Xxxxxxxx's designee, an
estoppel certificate stating that this Lease is in full force and
effect, the date to which rent has been paid, the unexpired term of
this Lease and such other matters pertaining to this Lease as may be
requested by Landlord. It is understood and agreed that Xxxxxx's
obligation to furnish such estoppel certificates in a timely fashion
is a material inducement for Landlord's execution of this lease.
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E. This Lease may not be altered, changed or amended except by an
instrument in writing signed by both parties hereto.
F. All obligations of Tenant hereunder not fully performed as of the
expiration or earlier termination of the term of this Lease shall
survive the expiration or earlier termination of the Term hereof,
including without limitation all payment obligations with respect to
taxes and insurance and all obligations concerning the condition of
the Premises. Upon the expiration or earlier termination of the Term
hereof, and prior to Tenant vacating the Premises, Tenant shall pay to
Landlord any amount reasonably estimated by Landlord as necessary to
put the Premises, including without limitation all heating and air
conditioning systems and equipment therein, in good condition and
repair pursuant to paragraph 10(B) hereof. Tenant shall also, prior to
vacating the Premises, pay to Landlord the amount, as estimated by
Landlord, of Xxxxxx's obligation hereunder for real estate taxes and
insurance premiums for the year in which the Lease expires or
terminates. All such amounts shall be used and held by Landlord for
payment of such obligations of Tenant hereunder, with Xxxxxx being
liable for any additional costs therefore upon demand by Landlord, or
with any excess to be returned to Tenant after all such obligation
shave been determined and satisfied, as the case may be. Any security
deposit held by Landlord shall be credited against the amount payable
by Tenant under this paragraph 25(F).
G. If any clause or provision of this Lease is illegal, invalid or
unenforceable under present or future laws effective during the Term
of this Lease, then and in that event, it is the intention of the
parties hereto that the remainder of this Lease shall not be affected
thereby, and it is also the intention of the parties to this Lease
that in lieu of each clause or provision of this Lease that is
illegal, invalid or unenforceable, there be added as part of this
Lease contract a clause or provision as similar in terms to such
illegal, invalid or unenforceable clause or provision as my be
possible and be legal, valid and enforceable.
H. Because the Premises are on the open market and are presently being
shown, this Lease shall be treated as an offer with the Premises being
subject to prior Lease and such offer subject to withdrawal or
non-acceptance by Landlord or to other use of the Premises without
notice, and this Lease shall not be valid or binding unless and until
accepted by Landlord in writing and a fully executed copy delivered to
both parties hereto.
I. All references in this Lease to "the date hereof" or similar
references shall be deemed to refer to the last date, in point of
time, on which all parties hereto have executed this Lease.
26. LIABILITY OF LANDLORD.
Xxxxxx agrees that no trustee, officer, employee, agent or individual
partner of Landlord, or its constituent entities, shall be personally
liable for any obligation of Landlord hereunder, and that Tenant must
look solely to the interests of Landlord, or its constituent entities
in the subject real estate, for the enforcement of any claims against
Landlord arising hereunder.
27. ADDITIONAL PROVISIONS.
See Addendum "A".
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LANDLORD TENANT
By: By:
---------------------------------------- ----------------------------------------
Title: Title:
------------------------------------- -------------------------------------
Name: Name:
-------------------------------------- --------------------------------------
(Print) (Print)
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ADDENDUM "A"
1. BASE RENT ADJUSTMENTS:
The Base Rent shall adjust according to the following schedule:
9/1/2003 - 12/31/2004 $15,000 NNN
1/1/2005 - 12/31/2005 $20,705 NNN
1/1/2006 - 12/31/2006 $21,223 NNN
1/1/2007 - 12/31/2007 $21,753 NNN
1/1/2008 - 12/31/2008 $22,297 NNN
2. Tenant Improvements/Allowance:
With the exception of the construction of a partition to divide 2023
NE 181st Avenue to allow for at least 20,000 square feet of space on
the east side of the building, Xxxxxx agrees to take the Premises in
"as-is" condition.
Xxxxxxxx agrees to provide a Tenant Improvement Allowance in an amount
not to exceed $75,000.00 so that Tenant may make repairs, if
necessary, and construct additional improvements. All repairs and
improvements are to be mutually agreed upon by Landlord and Xxxxxx and
will be paid directly by Landlord except that, if Tenant elects to pay
any amount directly, Tenant must first receive landlord's prior
written approval.
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If Xxxxxx seeks reimbursement from Landlord then, Landlord shall pay
such amount to tenant within thirty (30) days after the following have
been satisfied:
(a) Submission of itemized invoices relating to such improvements;
(b) Completion of work;
(c) Submission of appropriate lien waivers, if necessary.
3. Master lease
Tenant is aware the Landlord is the Master Tenant under a master lease
agreement for the Premises. In the event of default by the Master
Tenant under the master lease, all rights and responsibilities
associated with this Agreement shall pass to the Landlord under the
Master Lease.
4. PURCHASE OPTION
Tenant shall have the option to purchase both buildings for $3,200,000
plus the cost of the improvements made to both buildings between
September 1, 2003 and the date the purchase is closed by the Tenant.
If the Option is exercised, the Tenant must either assume the
financing in place at the time Option is exercised or pay any
prepayment penalties associated with the loan. The Option will require
6 months notice prior to Closing and may only be exercised between
12th and 24th month of the lease. Closing of the purchase shall not
occur prior to August 15, 2004.
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