LEASE AGREEMENT
STATE OF Indiana
COUNTY OF Xxxxxxxx
THIS AGREEMENT, made in multiple copies and entered into between
Xxxx-Xxxxx-Xxxxxxxxx I, A Texas Limited Partnership herein designated as
Landlord, and Sports Ventures II, An Indiana Partnership herein designated
as Tenant.
WITNESSETH: That Landlord in consideration of the covenants and
agreements to be performed by Tenant and upon the terms and conditions
hereinafter stated does hereby lease, demise and let unto Tenant the
following described space as defined in Exhibits "A" and "B" (hereinafter
referred to as the "demised premises") in the building known as 000
Xxxxxxxxxxxx Xxxxxxx, (hereinafter known as the "Building") Xxxxx 000,
Xxxxxxxxxxxx, Xxxxxxx 00000
TO HAVE AND TO HOLD the same for a term of 60 months
commencing on November 1, 1990 and ending on October 31, 1995 punch
list items excepted. By occupying the demised premises Tenant shall be
deemed to have accepted the same as suitable for the purpose herein
intended and to have acknowledged that the same comply fully with
Landlord's covenants and obligations hereunder. If this lease is executed
before the demised premises become vacant, or if any present tenant or
occupant of the premises holds over, and Landlord cannot acquire
possession of the demised premises prior to the date above recited as the
commencement date of this lease. Landlord shall not be deemed to
be in default hereunder, and Tenant agrees to accept possession of the
demised premises at such time as Landlod is able to tender the same
Landlord hereby waives payment of rent covering any period prior to the
tendering of possession to Tenant hereunder.
1. RENT. In consideration of this lease. Tenant promises and agrees to
pay Landlord rent for said premises at the rate of $3,643.58 per month.
One such monthly installment together with a security deposit equal to
3,000.00 shall be payable by Tenant to Landlord in advance, without
demand, upon Tenant's execution of this lease, and like a monthly
installment shall be due and payable on or before the first day of each
succeeding calendar month during the term hereof. Rent for any fractional
month at the beginning or end of the lease term shall be prorated. The
security deposit shall be held by Landlord as security for the performance
by Tenant of Tenant's covenants and obligations under this lease, it being
expressly understood that such deposit shall not be considered an advance
payment of rental or a measure of Landlord's damages in case of default by
Tenant. Upon the occurrence of any event of default by Tenant, Landlord
may, from time to time, without prejudice to any other remedy, use such
deposit to the extent necessary to make any good any arrearages of rent and
any other damage, injury, expense, or liability caused to Landlord by such
event of default. Following any such application of the security deposit,
Tenant shall pay to Landlord on demand the amount so applied in order to
restore the security deposit to its original amount. If Tenant is not then in
default hereunder, any remaining balance of such deposit shall be returned
by Landlord to Tenant upon termination of this lease. If Landlord transfers
its interest in the demised premises during the lease term, Landlord shall
assign the security deposit to the transferee and thereafter shall have
no further liability for the return of such security deposit.
In the event Tenant fails to pay any installment of rent or other incurred
expense 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.
2. USE. The demised premises shall be used and occupied by Tenant as
general office space. Tenant shall not use, or permit to be used, the
demised premises for any other business or purpose. Tenant will not
occupy or use, nor permit to be occupied or used any portion of the demised
premises for any business or purpose which is unlawful in part or in
whole or deemed to be disreputable in any manner, or extra hazardous on
account of fire, nor permit anything to be done which will in any way
increase the rate of fire insurance on the Building or its contents, and in the
event that, by reasons of acts of Tenant, there shall be any increase in the
rate of insurance on the Building or contents created by Tenant's acts
or conduct of business then such acts shall be deemed to be an event of
default hereunder and Tenant hereby agrees to pay the amount of such
increase on demand, and acceptance of such payment shall not constitute a
waiver of any of Landlord's rights hereunder.
3. LANDLORDS OBLIGATIONS. Landlord agrees to furnish Tenant
while occupying the demised premises water, hot and cold, at those points
of supply provided for general use of tenants of the Building; heated and
refrigerated air conditioning in season, at such times as Landlord normally
furnishes these services to all tenants of the Building, and at such
temperatures and in such amounts as are considered by Landlord to be
standard, such service on Sunday and holidays to be optional on the part of
Landlord; janitor service on weekdays other than holidays; elevator service;
and electric service in the manner and to the extent deemed by Landlord to
be standard; but failure to any extent to furnish or any stoppage of these
defined services, resulting from causes beyond control of landlord or
from any cause, shall not render Landlord liable in any respect for damages
to person, property or business, nor be construed as an eviction of Tenant
or work an abatement of rent, nor relieve Tenant from fulfillment of any
covenant or agreement hereof. Should any equipment or machinery
furnished by Landlord break down, or for any cause cease to function
properly, Landlord shall use reasonable diligence to repair same promptly,
but Tenant shall have no claim for rebate of rent or damages on account of
any interruptions in service occasioned thereby or resulting therefrom.
Tenant shall pay to Landlord on demand such charges as Landlord may
reasonably prescribe for any electric service required by Tenant for
computers and other electrical equipment or other electric service deemed by
Landlord not to be standard.
4. TENANT'S REPAIRS AND ALTERATIONS. Tenant will not in
any manner deface, damage or injure the Building, and will pay the cost of
repairing any damage or injury done to the Building or any part thereof by
Tenant or Tenant's agents, employees and invitees. Tenant shall throughout
the term of this lease take good care of the demised premises and keep them
free from waste and nuisance of any kind. Tenant agrees to keep the
demised premises, including all fixtures installed by Tenant and any plate
glass, in good condition and make all necessary repairs. At the end or other
termination of this lease, Tenant shall deliver up the demised premises with
all improvements located thereon, except as provided in this paragraph, in
good repair and condition, reasonable wear and tear expected. Tenant shall
not make or allow to be made any alterations or physical additions in or to
the demised area without the prior written consent of Landlord with the
demised premises. All furniture and moveable trade fixtures installed by
Tenant may be removed by Tenant at the termination of this lease if Tenant
so elects, and shall be removed if Landlord so elects. 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 Building.
5. ASSIGNMENT AND SUBLETTING. Tenant will not assign this
lease, or allow same to be assigned by operation of law or otherwise, or
sub-let the demised premises or any part thereof without the prior written
consent of Landlord. Landlord shall have the right to transfer and assign, in
whole or in part, any of its rights under this lease, and in the Building and
property referred to herein; and to the extent that such assignee assumes
Landlord's obligations hereunder, Landlord shall by virtue of such
assignment be released from such obligations.
6. MAINTENANCE. Tenant will maintain the demised premises in a
clean and healthful condition, and comply with all laws, ordinances, orders,
rules, and regulations (state, federal, municipal, and other agencies or
bodies having any jurisdiction thereof) with reference to use, condition, or
occupancy of the demised premises.
7. LIABILITY. Landlord shall not be liable for and Tenant will
indemnify and hold Landlord harmless from any loss, liability, costs and
expenses, including attorney's fees, arising out of any claim of injury or
damage on or about the leased premises caused by the negligence or
misconduct or breach of this lease by Tenant, its employees, subtenants,
invitees or by any other person entering the leased premises or the Building
or Property under express or implied invitation of Tenant or arising out of
Tenant's use of the leased premises. Landlord shall not be liable to Tenant
or Tenant's agents, employees, invitees or any person entering upon the
Property in whole or in part because of Tenant's use of the leased premises
for any damage to persons or property due to condition, design, or defect
in the Building or its mechanical systems which may exist or occur, and
Tenant assumes all risks of damage to such persons or property. Landlord
shall not be liable or responsible for any loss or damage to any property or
person occasioned by theft, fire, act of God, public enemy, injunction, riot,
strike, insurrection, war, court order, requisition or order of governmental
body or authority, or other matter beyond control of Landlord, or for any
injury or damage or inconvenience, which may arise through repair or
alteration of any part of the Building, or failure to make repairs, or from any
cause whatever except Landlord's willful acts or gross negligence. Tenant
shall procure and maintain throughout the term of this lease a policy of
insurance, in form and substance satisfactory to Landlord, at Tenant's
sole cost and expense, insuring both Landlord and Tenant against all claims,
demands or actions arising out of or in connection with: (1) the leased
premises;(II) the condition of the leased premises; (III) Tenant's operations
in and maintenance and use of the leased premises; and (IV) Tenant's
liability assumed under this lease; the limits of such policy to be in the
amount of not less than $1,000,000 per occurrence in respect of injury to
persons (including death) and in the amount of not less than $250,000 per
occurrence in respect of property damage or destruction, including loss of
use thereof. Such policy shall be procured by Tenant from responsible
insurance companies satisfactory to Landlord. A certified copy of such
policy, together with receipt evidencing payment of the premium, shall be
delivered to Landlord prior to the commencement date of this lease. Not
less than thirty (30) days prior to the expiration date of such policy, a
certified copy of a renewal thereof (bearing notations evidencing the
payment of the renewal premium) shall be delivered to Landlord. Such
policy shall further provide that not less than thirty (30) days written notice
shall be given to Landlord before such policy may be canceled or changed to
reduce the insurance coverage provided thereby.
8. RULES AND REGULATIONS. Tenant and Tenant's agents,
employees, and invitees, will comply fully with all requirements of the rules
of the Building which are printed on the reverse side hereof and made a part
hereof as though fully set out herein. Landlord shall at all times have the
right to change such rules and regulations or to amend them in such
reasonable manner as may be deemed advisable for safety, care, and
cleanliness of the Building and for preservation of good order therein, all of
which rules and regulations, changes, and amendments, will be forwarded
to Tenant in writing and shall be carried out and observed by Tenant.
Tenant shall further be responsible for the compliance with such rules and
regulations by the employees, servants, agents, visitors and invitees of
Tenant.
9. INSPECTION. Landlord, or its officers, agents, and
representatives, shall have the right to enter into and upon any and all parts
of the demised premises, (a) at all reasonable hours to inspect same or clean
or make repairs or alterations or additions as Landlord may deem necessary,
or (b) during business hours to show the demised premises to prospective
tenants, purchasers or lenders, and Tenant shall not be entitled to any
abatement or reduction of rent by reason thereof.
10. CONDUCT OF BUSINESS. Tenant will conduct his business,
and control his agents, employees, and invitees in such a manner as not the
create any nuisance, or interfere with, annoy or disturb other tenants or
Landlord in the management of the Building.
11. CONDEMNATION. If the demised premises shall be taken or
condemned in whole or part for public purposes, then the term of this lease
shall at the option of Landlord forthwith cease and terminate.
12. FIRE & OTHER CASUALTY. In the event that the Building
should be totally destroyed by fire, tornado or other casualty, or should be
so damaged that rebuilding or repairs cannot be completed within one
hundred twenty (120) days after the date of such damage. Landlord or
Tenant may at their option terminate this lease in which event the rent
shall be abated during the unexpired portion of this lease effective with the
date of such damage, or Landlord may proceed to rebuild and repair the
Building and the demised premises. In the event the Building should be
damaged by fire, tornado, or other casualty, but only to such extent that
rebuilding or repairs can be completed within one hundred twenty (120)
days after the date of such damage, or if the damage should be more serious
but Landlord does not elect to terminate this lease, in either such event
Landlord shall within thirty (30) days after the date of such damage
commence to rebuild or repair the uilding and shall proceed with reasonable
diligence to restore the Building to substantially the same condition in which
it was immediately prior to the happenings of the casualty, except that
Landlord shall not be required to rebuild, repair or replace any part of the
partitions, fixtures, and other improvements which may have been placed
by Tenant or other tenants within the Building. Landlord shall allow Tenant
a fair diminution of rent during the time the demised premises are unfit for
occupancy. In the event any mortgage under a deed of trust, security
agreement or mortgage on the Building should require that the insurance
proceeds be used to retire the mortgage debt, Landlord shall have no
obligation to rebuild and this lease shall terminate upon notice to Tenant.
Any insurance which may be carried by Landlord or Tenant against loss or
damage to the Building or to the demised premises shall be for the sole
benefit of the party carrying such insurance and under its sole control.
13. HOLDING OVER. Should Tenant, or any of its successors in
interest hold over the demised premises, or any part thereof, after the
expiration of the term of this lease, unless otherwise agreed in writing, such
holding over shall constitute and be construed as a tenancy from month to
month only, at a rental equal to the rent paid for the last month of the term of
this lease plus twenty percent (20%) of such amount. The inclusion of the
preceding sentence shall not be construed as Landlord's consent for the
Tenant to hold over.
14. TAXES ON TENANT'S PROPERTY. Tenant shall be liable for all
taxes levied or assessed against personal property, furniture or fixtures
placed by Tenant in the demised premises. If any such taxes for which
Tenant is liable are levied or assessed 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,
furniture or fixtures placed by Tenant in the demised premises, and
Landlord elects to pay the taxes based on such increase, Tenant shall pay to
Landlord upon demand that part of such taxes for which Tenant is primarily
liable hereunder.
15. RENT ADJUSTMENT - OPERATING EXPENSES. In the event
that operating expenses for the Building for any calendar year during the
term of this lease (including without limitation the calendar year in which the
lease term commences) exceed $4.00 per rentable square foot. Tenant
agrees to pay the Landlord, as additional rental, a prorated share of such
increased expenses for the entire Building, based on the ratio that the
Tenant's area bears to the total area of the Building determined by a
consistent method of measurement. In the event the building is partially
occupied during any calendar year, Landlord has accepted standards of
accounting for office building management.
Within one hundred fifty (150) days after the close of the calendar year,
Landlord shall give Tenant a statement of the operating expenses for the
Building for such calendar year. If such operating expenses exceed $4.00
per square foot of area within the demised premises, Tenant will pay
Landlord, within thirty (30) days of statement receipt, Tenant's
proportionate share of such increased expenses for the entire year
immediately preceding issuance of said statement and for the previous
months in the then current year. Thereafter, Tenant will pay an adjusted
monthly rental which reflects the most recent year's operating expense
increases, subject to further increases as aforesaid. --- See Addendum 15
(a)
If at lease commencement or termination a partial calendar year is
involved, operating expenses shall be computed as though a full calendar
year was involved and prorated for such partial year. If the lease is
terminates other than at the end of a calendar year, an estimate of current
annual operating expenses shall be computed for the year of termination
and any increased rental based on such estimate shall be billed to the Tenant
prior to termination. Landlord will furnish Tenant an itemized statement of
the actual operating expenses at the end of the calendar year as outlined in
the preceding paragraph. In the event the Tenant payments exceed Tenant's
proportionate shares of the operating expenses Landlord will refund the
excess amount. If the proportionate share has been understated the Tenant
agrees to reimburse Landlord the additional cost as outlined in the preceding
paragraph.
For purposes of this lease, operating expenses shall include those
expenses paid or incurred by the Landlord for maintaining, operating and
repairing the real property of which the demised premises are a part, the
Building and other improvements thereon and the personal property used in
conjunction therewith (hereafter collectively referred to as "Project")
including but not limited to the cost of ad valorem taxes, electricity, natural
gas, ventilation, heating and air conditioning, water, window cleaning,
janitorial service, insurance, including but not limited to fire, extended
coverage, liability, worker's compensation, elevator or any other insurance
carried in good faith by the Landlord and applicable to the Project, painting,
uniforms, customary property management fees, supplies, sundries, sales
or use taxes on supplies or services, cost of wages and salaries of all
persons engaged in the operation, maintenance and repair of the Project and
so-called fringe benefits, or any other cost or expenses which the Landlord
pays or incurs to provide benefits for employees so engaged in the
operation, maintenance and repair of the project, the charges of any
independent contractor who under contract with the Landlord or its
representatives does any of the work of operating, maintaining or repairing
the Project, legal and accounting expenses, including but not limited to such
expenses as relate to seeking or obtaining reductions in and refunds of real
estate taxes, or any other expense or charge, whether or not hereinfore
mentioned, which in accordance with generally accepted accounting and
management principles would be considered as an expense of maintaining,
operating or repairing the Project. If any Project expense, though paid in
one year, relates to more than one calendar year, at the option of the
Landlord such expense may be proportionately allocated among such related
calendar years. The term "Operating Expenses", as used herein, shall not
include depreciation on the building or equipment, interest, leasing
commissions, capital expenditures or executives' salaries.
Tenant at its expense shall have the right at all reasonable times to review
Landlord's books and records relating to this lease for any year or years for
which additional rental payments become due.
16. 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 any installment of the rent hereby reserved
and such failure shall continue for a period of ten (10) days.
(b) Tenant shall fail to comply with any term, provision, or covenant
of this lease, other than the payment of rent, and shall not cure such failure
within thirty (30) days after written notice thereof to Tenant.
(c) Tenant shall make an assignment for the benefit of creditors.
(d) Tenant shall file a petition under any section or chapter of the
National Bankruptcy Act, as amended, or under any similar law or statute of
the Untied States or any State hereof; or Tenant shall be adjudged bankrupt
or insolvent in proceedings filed against Tenant thereunder and such
adjudication shall not be vacated or set aside or stayed within the time
permitted by law.
(e) A receiver or Trustee shall be appointed for all or substantially
all of the assets of Tenant and such receivership shall not be terminated or
stayed within the time permitted by law.
(f) Tenant shall desert or vacate any substantial portion of the
demised premises for a period of fifteen (15) days or more.
17. REMEDIES. Upon the occurrence of any event of default specified
in Paragraph 16 hereof, Landlord shall have the option to pursue any one or
more of the following remedies without any notice or demand whatsoever:
(a) Terminate this lease in which event Tenant shall immediately
surrender the demised premises to Landlord and if Tenant fails to do so,
Landlord may, without prejudice to any other remedy which it may have for
possession or arrearages in rent, enter upon and take possession and expel
or remove Tenant and any other person who may be occupying the demised
premises or any part thereof, by force if necessary, without being liable for
prosecution or any claim of damages therefor; and Tenant 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 demised premises on satisfactory terms otherwise.
(b) Enter upon and take possession of the demised premises and
expel or remove Tenant and any other person who may be occupying the
demised premises or any part thereof, any force, if necessary, without being
liable for prosecution or any claim for damages therefor, and if Landlord so
elects relet the demised premises and receive the rent therefor; and Tenant
agrees to pay to Landlord on demand any deficiency that may arise by
reason of such reletting.
(c) Enter upon the demised 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 terms of this lease; and
Tenant agrees to reimburse Landlord on demand further agrees that
Landlord shall not be liable for any damages, resulting to the Tenant
from such action. Pursuit of any of the foregoing remedies shall not
preclude pursuit of any of the other remedies herein provided or any other
remedies provided by law, nor shall pursuit of any remedy herein provided
constitute a forfeiture or waiver of any rent due to Landlord hereunder or of
any damages occurring to Landlord by reason of the violation of any of the
terms, provisions and covenants herein contained. Landlord's acceptance
of rent following an event of default hereunder shall not be construed as
Landlord's waiver of such event of default. No waiver by Landlord of 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 of breach of any of the terms, provisions, and covenants herein
contained. 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 waiver of such default.
18. SURRENDER OF PREMISES. No act or thing done by the
Landlord or its agents during the term hereby granted shall be deemed an
acceptance of a surrender of the demised premises, and no agreement to
accept a surrender of the demised premises shall be valid unless the same be
made in writing and subscribed by the Landlord.
19. ATTORNEY'S FEES. In case it should be necessary or proper for
Landlord to bring any action under this lease or to consult or place said
lease, or any amount payable by Tenant thereunder, with an attorney
concerning or for the enforcement of any Landlord's rights hereunder, then
Tenant agrees in each and any such case to pay to Landlord a reasonable
attorney's fee. In case it should be necessary or proper for Tenant to bring
any action under this lease because of Landlord's default hereunder, then
Landlord agrees in each and every case to pay to Tenant a reasonable
attorney's fee if Tenant is the prevailing party.
20. RECEIPTS FROM ASSIGNEE OR SUBTENANT. The receipt by
the Landlord of rent from any assignee, subtenant or occupant of the
demised premises shall not be deemed a waiver of the covenant in this lease
contained against assignment and subletting or an acceptance of the ssignee,
subtenant or occupant as tenant or a release of the Tenant from the further
observance or performance by the Tenant of the covenants in this lease
contained, on the part of the Tenant to be observed and performed. No
provision of this lease shall be deemed to have been waived by the Landlord
unless such waiver be in writing signed by the Landlord.
22. QUIET ENJOYMENT. Landlord represents and covenants that it
has full right, power, and authority to make this lease and that Tenant, upon
the payment of the rentals and performing the covenants on Tenant's part to
be performed hereunder, shall and may peaceably and quietly have, hold
and enjoy the demised premises during the term hereof and any extensions
thereof, free from interference or disturbance from Landlord, but subject to
the terms and conditions of this lease. Landlord agrees to make reasonable
efforts to protect Tenant from interference or disturbance by other tenants
or third persons; however, Landlord shall not be liable for any such
interference or disturbance, nor shall Tenant be released from any of the
obligations of this lease because of such interference or disturbance.
23. NOTICES. Each provision of this lease, or of any applicable
governmental laws, ordinances, regulations, and other requirements with
reference to the sending, mailing, or delivery of any notice, or with
reference to 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 to be made by Tenant to Landlord
hereunder shall be payable to Landlord at the address hereinbelow set forth,
or at such other address as Landlord may specify from time to time by
written notice delivered in accordance herewith;
(b) Any notice or document required 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, (with or
without return receipt requested), addressed to the parties hereto at the
respective addresses set out opposite their names below, or at such other
addresses as they have theretofore specified by written notice delivered in
accordance herewith:
Tenant: Landlord:
Sports Ventures II, An Xxxx-Xxxxx-Xxxxxxxxx I
Indiana Partnership A Texas Limited Partnership
000 Xxxxxxxxxxxx Xxxxxxx x/x Xxxxxxxx Xxxx Xxxxxxx
Xxxxxxxxxxxx, XX 00000 00000 X. Xxxxxxxxxxxx,
Xxxxxx, XX 00000
24. FORCE XXXXXX. Whenever a period of time is herein prescribed
for action to be taken by Landlord. Landlord shall not be liable or
responsible for, and there shall be executed from the computation for any
such period of time, any delays due to strikes, 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 control of
Landlord.
25. SEPARABILITY. 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 a part of this lease a clause or provision as similar in terms to such
illegal, invalid, or unenforceable clause or provision as may be possible and
be legal, valid and enforceable.
26. AMENDMENTS; BINDING EFFECT. This lease may not be
altered, changed, or amended, except by instrument in writing signed by
both parties hereto. The terms, provisions, 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 successors in interest and
legal representatives, except as otherwise herein expressly provided.
27. GENDER. 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 context otherwise requires.
28. CAPTIONS. The captions contained in this lease are for
convenience of reference only, and in no way limit or enlarge the terms and
conditions of this lease.
29. ADDITIONAL PROVISIONS.
WITNESS, the signature of the parties hereto in multiple copies, this the
29th day of October, A.D. 1990.
TENANT: Sports Ventures II, LANDLORD: Xxxx-Xxxxx-
An Indiana Partnership Xxxxxxxxx I, A Texas
Limited Partnership by
Indy Office Development
#1, Inc. by Xxxxxx X.
Xxxxxxxxx, President
WITNESS AS TO TENANT: WITNESS AS TO LANDLORD:
RULES AND REGULATIONS
1. Tenant agrees to make deposit, in amount fixed by Landlord from
time to time, for each key issued by Landlord to Tenant for his office, and
upon termination of the lease, to return all keys to Landlord. Landlord will
refund amount deposited on each key returned. Tenant shall not alter any
lock or install a new or additional lock or bolt on any door of the
demised premises without the prior written consent of the Landlord.
2. Landlord will provide and maintain an alphabetical directory board in
the Building.
3. Tenant will refer all contractors, contractor's representatives and
installation technicians, rendering any service to Tenant, to Landlord for
Landlord's supervision, approval, and control before performance of any
contractual service. This provision shall apply to all work performed in the
Building including installations of telephones, telegraph equipment,
electrical devices and attachments, and installments of any nature affecting
floors, walls, woodwork, trim, windows, ceilings, equipment or any other
physical portion of the Building.
4. Movement in or out of the Building of furniture or office equipment,
or dispatch or receipt by Tenant of any merchandise or materials which
requires use of elevators or stairways, or movement through Building
entrances or lobby shall be restricted to hours designated by Landlord. All
such movement shall be under supervision of Landlord and in the manner
agreed between Tenant and Landlord by prearrangement before erformance.
Such prearrangement initiated by Tenant will include determination by
Landlord and subject to his decision and control, of the time, method and
routing of movement, and limitations imposed by safety or other concerns
which may prohibit any article, equipment or any other item from being
brought into the Building. Tenant is to assume all risk as to damage to
articles moved and injury to persons or public engaged or not engaged is
such movement, including equipment, property and personnel of Landlord
if damaged or injured as a result of connection with carrying out this service
for Tenant from time of entering the tract on which the Building stands to
completion of work; and Landlord shall not be liable for acts of any person
engaged in, or any damage or loss to any of said property or persons
resulting from any act in connection with such service performed for
Tenant.
5. No signs will be allowed in any form on exterior of Building or
windows inside or out, and no signs except in uniform location and uniform
styles fixed by Landlord will be permitted in the public corridors or on
corridor doors or entrances to Tenant's space. All signs will be contracted
for by Landlord for Tenant at the rate fixed by Landlord from time to time,
and Tenant will be billed and pay for such service accordingly.
6. No draperies, shutters, or other window covering shall be installed
on exterior windows or walls or windows and doors facing public corridors
without LandlordOs prior written approval.
7. No portion of the demised premises or any other part of Building
shall at any time be used or occupied as sleeping or lodging quarters.
8. Tenant shall not place, install or operate on the demised premises or
in any part of the Building, any engine, stove, or machinery, or conduct
mechanical operations or xxxx thereon or therein, or place or use in or about
premises any explosives, gasoline, kerosene, oil, acids, caustics, or any
other inflammable, explosive, or hazardous materials without written
consent of Landlord.
9. Landlord will not be responsible for lost or stolen personal property,
equipment, money, or jewelry from the demised premises or public rooms
regardless of whether such loss occurs when area is locked against entry or
not.
10. No birds or animals shall be brought into or kept in or about the
Building.
11. Employees of Landlord shall not receive or carry messages for or to
Tenant or other person, nor contact with or render free or paid services to
Tenant or Tenant's agents, employees, or invitees.
12. Landlord will not permit entrance to the demised premises by use of
pass keys controlled by Landlord, to any person at any time without written
permission by Tenant, except employees, contractors, or service personnel
directly supervised by Landlord and employees of the United States Postal
Service.
13. None of the entries, passages, doors, elevators, elevator doors,
hallways, or stairways shall be blocked or obstructed, or any rubbish, litter,
trash, or material of any nature placed, emptied or thrown into these areas,
or such areas be used at any time except for ingress by Tenant, Tenant's
agents, employees, or invitees.
14. Tenant and its employees, agents and invitees, shall observe and
comply with the driving and parking signs and markers on the premises
surrounding the Building.
15. Landlord shall have the right to prescribe the weight and position of
safes, computers and other heavy equipment which shall, in all cases, in
order to distribute their weight, stand on supporting devices approved by
Landlord. All damages done to the Building by placing in or taking out any
property of Tenant while in the Building shall be repaired promptly at the
expense of Tenant.
16. To insure orderly operation of the Building no ice, mineral water or
other beverages, food, towels, newspapers, etc., shall be delivered to the
demised premises except by persons and at times approved by Landlord in
writing.
17. Should Tenant require telegraphic, telephonic, enunciator or other
communication services, Landlord shall direct where and how wires are to
be introduced and placed and none shall be introduced or placed except as
Landlord shall direct.
18. Without Landlord's prior approval, Tenant shall not install any
radio or television antenna, loudspeaker, music system or other device on
the roof or exterior wall of the Building or on common walls with adjacent
tenants.
19. No hand trucks or other vehicles of any kind shall be used in or
brought into the Building or the demised premises by Tenant or others
unless such vehicle shall have been inspected and approved in writing by
Landlord.
20. Tenant shall store all its trash and garbage within its demised
premises. No material shall be placed in the trash boxed or receptacles if
such material is of such nature that it may be disposed of in the ordinary and
customary manner of removing and disposing of trash and garbage and
without being in violation of any law or ordinance governing such disposal.
All garbage and refuse disposal shall be made only through entryways and
elevators provided for such purposes and at such times as Landlord shall
designate.
21. These Rules and Regulations are in additions to, and shall not be
construed to in any way modify, alter or amend, in whole or in part, the
terms, convenants, agreements and conditions of any lease covering
premises in the Building.
22. Landlord reserves the right to make such other reasonable rules and
regulations as in its judgment may from time to time be needed for the
safety, care and cleanliness of the Building, and for the preservation of
good order therein.
ADDITIONAL PROVISIONS
29. Notwithstanding the rental provisions contained in Paragraph 3, Tenant
shall receive months one (1) through Twelve (12) free of rent. In return,
Tenant agrees to abide by all the obligations, commitments, and covenants
of the Lease Agreement.
30. Landlord shall finish the space in accordance with the floor plan labeled
as Exhibit B. All finishes shall be Landlord's standard finishes as contained
in Exhibit C with the exception of:
Six (6) lineal feet of wall and base cabinets with a sink and hot and
cold running water.
Tenant may perform, at their own expense, any upgrades, including but not
limited to vinyl, border carpet, glass walls, or double doors.
31. Landlord shall provide Tenant a moving allowance of up to One
Thousand Five Hundred Dollars ($1,500.00) for invoicable expenses for
services provided by third parties.
32. While this Lease is in full force and effect, and provided that Tenant is
not in default of any of the terms, covenants, and conditions thereof, Tenant
shall have the right or option to expand by at least 50% at month thirty-six
(36) or month forty-eight (48) at a market rate for the additional space.
Notice will be given to Landlord at month thirty (30) or forty-two (42) and
Landlord shall have six (6) months in which to deliver the additional space.
If Landlord is not able to deliver the additional space, then Tenant shall have
the option to terminate the lease upon the payment of $13,900.00 at month
36 or at $6,950.00 at month 48.
33. Landlord's Lien. Landlord agrees to delete Xxxxxxxxx 00, Xxxxxxxx'x
Xxxx, but reserves any statutory lien for rent in Landlord's favor as well as
all remedies provided by law and all rights and remedies under the Uniform
Commercial Code.
34. Renewal Option. While this lease is in full force and effect provided
that Tenant is not in default of any of the terms, covenants and conditions
thereof, Tenant shall have the right or option to extend the term of this leas
for one further term of thirty-six (36) months. Such extension or renewal of
the terms shall be on the same terms, covenants or conditions provided for
in the original or immediately preceding term except that the rental in the
extended term shall be at the Fair Market Rental then in effect on equivalent
properties, of equivalent size in equivalent areas. However, in no event
shall the rental in the renewal term be below the rental in the primary term of
the Lease. Notice of Tenant's intention to exercise the option must be given
to Landlord in writing no less than four (4) months nor more than six (6)
months prior to the expiration of the original term of this lease.
In the event the demised premises is sublet or assigned, this renewal option
will be null and void and of no further effect.
35. Beginning at month thirty-seven (37) of the Lease Agreement, no
recourse shall be had for the performance of this Lease Agreement,
including the payment of rents hereunder, or for any claim based hereon,
against any partner, past, present or future, of the Tenant, as such, either
directly or through Tenant, being expressly agreed that there shall be no
recourse against the General Partners of Tenant, Xxxx Xxxxxxxxx, Xxxxxx
XxXxxxx and Sports Ventures, L.P., and its General Partners, Xxxxxx X.
Xxxxxxxx and Xxxxxxx X. Xxxx.
36. Renewal Option. While this lease is in full force and effect, provided
that Tenant is not in default of any of the terms, covenants and conditions
thereof, Tenant shall have the right or option to extend the term or this lease
for one further term of 6 months. Such extension of renewal of the term
shall be on the same terms, covenants or conditions as provided for in the
original or immediately preceding term except that the rental during the
extended term shall be at the fair market rental then in effect on equivalent
properties, of equivalent size, in equivalent areas. However, in no event
shall the rental in the renewal term be below the rental in the primary term of
the Lease. Notice of Tenant's intention to exercise the opinion must be
given to Landlord in writing not less than four (4) months nor more than six
(6) months prior to the expiration of the original term of this lease.
In the event the demised premises is sublet or assigned, this renewal option
will be null and void and of no further effect.
Exhibit B
First Floor
Third Floor
Approximately 2,886 s.f. of office space located in a 60,100 square foot
facility known as Two Meridian Corporate Plaza in Xxxxxxxx County, State
of Indiana, and more commonly known as 000 Xxxxxxxxxxxx Xxxxxxx,
Xxxxx 000, Xxxxxxxxxxxx, XX 00000.
Xxxxxxxx Xxxx Company
Two Meridian Corporate Plaza
OVERALL DESCRIPTION
Part of "COLLEGE PARK", the plat of which was recorded April 1, 1922
in Deed Record 113, pages 2 and 3 in the Office of the Recorder of
Xxxxxxxx County, Indiana, (part of said plat has been vacated by the Carmel
Plan Commission per Docket No. 43-87-PV recorded September 22, 1987
as Instrument 8743000 in said Recorder's Office) located in part of the
Southeast Quarter of Section II, Township 17 North, Range 3 East in
Xxxxxxxx County, Indiana, and part of Xxxxx Xxxxxx'x Northridge
Addition, recorded in Deed Record 121, page 400 in the Office of the
Recorder of Xxxxxxxx County, Indiana, which lies in part of said Southeast
Quarter and part of the Northeast Quarter of said Section II, more
particularly described as follows:
Commencing at the Northeast Corner of said Southeast Quarter Section;
thence along the East line thereof South 00 degrees 30 minutes 06 seconds
West (assumed bearing) 483.70 feet to the Northeast corner of said
"COLLEGE PARK" plat; thence along the Northerly line of said plat North
89 degrees 59 minutes 09 seconds West 43.00 feet to the Westerly right of
way line of College Avenue, which is the Point of Beginning; thence along
said right xx xxx xxxx Xxxxx 00 degrees 39 minutes 06 seconds West 845.38
feet to a point on the Northerly right of way line of Interstate Highway I-
465, per project I-465-4-(94)-130, dated fiscal year 1965 (the next eleven
courses are along said I-465 right of way line; (1) thence South 89 degrees
40 minutes 01 seconds West 141.50 feet; (2) thence North 05 degrees 40
minutes 36 seconds West 178.53 feet; (3) thence North 89 degrees 50
minutes 24 seconds West 483.37 feet; (4) thence South 84 degrees 26
minutes 58 seconds West 301.50 feet; (5) thence North 89 degrees 50
minutes 24 seconds West 832.60 feet; (6) thence North 83 degrees 24
minutes 39 seconds West 70.44 feet; (7) thence North 00 degrees 39
minutes 06 seconds East 6.87 feet; (8) thence South 89 degrees 50 minutes
01 seconds West 59.22 feet; (9) thence North 83 degrees 24 minutes 39
seconds West 271.30 feet; (10) thence North 82 degrees 47 minutes 41
seconds West 310.40 feet; (11) thence North 75 degrees 44 minutes 10
seconds West 4.50 feet to a point on the West line of said Southeast Quarter
Section; thence along said West line North 00 degrees 47 minutes 10
seconds East 772.07 feet to the South line of said Xxxxx Xxxxxx'x
Northridge Addition; thence continue along said West line North 00 degrees
47 minutes 53 seconds East 483.72 feet to the SouthWest corner
ADDENDUM
Item 15, Paragraph (a):
Within one hundred fifty (150) days after the close of the calendar year,
Landlord shall give Tenant a statement of operating expenses for the
Building for such calendar year. If such operating expenses exceed $4.00
per square foot of area within the demised premises, Tenant will pay
Landlord within thirty (30) days of statement receipt. Tenant's roportionate
share of such increased expenses for the entire year immediately preceding
issuance of said statement and for the previous months in the then current
year. Thereafter, Tenant will pay an adjusted monthly rental which reflects
the most recent year's operating expense increases, subject to further
increases as aforesaid. However, in no event shall Tenant be responsible
for controllable operating expenses which have increased in excess of ten
percent (10%) over the preceding calendar year. Controllable operating
expenses shall include, but not be limited to, window cleaning, janitorial
service, painting, uniforms, property management fees, maintenance
supplies and wages, salaries and benefits to persons engaged in the
operation, maintenance and repair of the Project.
LEASE GUARANTEE
This Lease Guarantee has reference to that certain Lease Agreement between
Xxxx-Xxxxx-Xxxxxxxxx. A Texas Limited Partnership hereinafter referred to
as Landlord, and Sports Ventures II, An Indiana Partnership, hereinafter
referred to as Tenant for those certain premises known as 000 Xxxxxxxxxxxx
Xxxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000.
In order to induce Landlord to execute the foregoing Lease, the undersigned
hereby unconditionally guarantees the payment and performance of, and
agrees to pay and perform as a primary obligor, all liabilities, obligations,
and duties (including but not limited to the payment of rent) imposed on the
Tenant under the terms of the Lease. The undersigned agrees that the
Landlord shall not be first required to enforce against the Tenant any liability
guaranteed hereby before seeking enforcement thereof against the
ndersigned. The liability of the undersigned shall not be affected by any
indulgence, compromise, settlement, variation, termination, or other
amendment of the Lease. The undersigned hereby waives all notices in
connection herewith or in connection with the liabilities, obligations and
duties guaranteed hereby, including notices of default by Tenant under the
Lease, and waived diligence, presentment, and suit on the part of Landlord
in the enforcement of any liabilities, obligations or duties guaranteed
hereby.
This Agreement shall be binding upon the undersigned and the successors,
personal representatives and assigns, and shall inure to the benefit of
Landlord and its successors, personal representatives, or assigns.
This Agreement shall be binding for the initial thirty six (36) months of the
lease term.
Dated the 18th day of October, 1990.
Guarantor: Guarantor:
By: Xxxx Xxxxxxxxx By: Xxxxxx XxXxxxx
Title: Partner Title: Partner
Guarantor: Guarantor:
By: Xxxxxx X. Xxxxxxxx Esq. By: Xxxxxxx X. Xxxx Esq.
Sports Ventures, L.P. Sports Ventures, L.P.
Title: General Partner Title: General Counsel
