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L E A S E C O N T R A C T
GEORGIA
DEKALB COUNTY
THIS LEASE, made this 1ST day of JUNE, 1995, by and between DEKALB CORNERS,
a division of DEKALB STEEL, INC., first party, (hereinafter called "Landlord"),
and ASA TIRE SYSTEMS GROUP, second party, (hereinafter called "Tenant").
W I T N E S S E T H:
PREMISES
1. The Landlord, for and in consideration of the rents, covenants, agreements,
and stipulations hereinafter mentioned, reserved, and contained, to be paid by
the Tenant, has leased and rented, and by these presents does lease and take
upon the terms and conditions which hereinafter appear, the following described
property (hereinafter called premises), to wit: A PORTION of DEKALB CORNERS
CENTER office building, located at 0000 Xxxxxxxxxxxxx Xxxxxxx, Xxxxxx Xxxxxx,
Xxxxxxx, said portion being more particularly described as follows: 1395
square feet of floor space located the 1ST floor of said DEKALB CORNERS
CENTER building according to the attached drawing marked EXHIBIT "A".
TERM
2. To have and to hold the same for a term beginning on the 1st day of
AUGUST, 1995, and ending on the 31ST day of JULY, 1998, at midnight,
unless sooner terminated as hereinafter provided.
RENTAL
3. Tenant agrees to pay Landlord, by payments to Landlord at 0000 Xxxxxxxxxxxxx
Xxxxxxx, Xxxxxx Xxxxxx, Xxxxxxx, promptly on the first day of each month in
advance, during the term of this lease, a monthly rental of ***ONE THOUSAND
FIVE HUNDRED SIXTY NINE AND 38/100** DOLLARS ($*1,569.38*).
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UTILITY BILLS
4. Landlord shall pay water, sewer, and electricity bills for the leased
premises, or used by the tenant in connection therewith. If Landlord does not
pay the same, Tenant may pay the same and such payment shall be deducted from
the rental of the premises.
USE OF THE PREMISES
5. Premises shall be used for GENERAL OFFICE purposes and no other. Premises
shall not be used for any illegal purposes; nor in any manner to create any
nuisance or trespass; nor in any manner to vitiate the insurance or increase
the rate of insurance on premises.
ABANDONMENT OF LEASED PREMISES
6. Tenant agrees not to abandon or vacate leased premises during the period of
this lease, and agrees to use said premises for the purpose herein until the
expiration hereof.
REPAIRS BY LANDLORD
7. Landlord agrees to keep in good repair the roof, foundations, exterior walls
including glass, exterior doors, common spaces, elevator, parking lot and
utilities except repairs rendered necessary by the negligence of Tenant, its
agents, employees, or invites. Landlord gives exclusive right of control of said
premises and shall be under no obligation to inspect said premises. Tenant shall
promptly report in writing to Landlord any defective condition known to it in
which Landlord is required to repair, and failure to so report such defects
shall make Tenant responsible to Landlord for any liability incurred by landlord
by reason of such defects.
REPAIRS BY TENANT
8. Tenant accepts the leased premises in their present condition and as suited
for the use intended by Tenant. Tenant shall, throughout the initial term of the
lease and all renewals thereof, at its expense, maintain in good order and
repair the leased premises, including electrical and plumbing fixtures, except
those repairs expressly required to be made by Landlord.
TAXES & UTILITY RATE ESCALLATION
9. This section was deleted.
DESTRUCTION OF, OR DAMAGE TO PREMISES
10. If premises are totally destroyed by storm, fire, lighting, earthquake, or
other casualty, this lease shall terminate as of the date of such destruction,
and all rental shall be accounted for as of that date. If premises are damaged
but not destroyed by such casulaties, rental shall xxxxx in such proportion as
use of premises has been destroyed, and Landlord shall restore premises to
substantially the same
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condition as before the damage as speedily as practicable, whereupon full
rental shall recommence.
INDEMNITY
11. Tenant agrees to indemnify and hold harmless the Landlord against all claims
for damages to persons or property by reason of the use or occupancy of the
leased premises, and all expenses incurred by Landlord because thereof,
including attorney's fees and court cost.
GOVERNMENTAL ORDERS
12. Tenant agrees, at his own expense, to promptly comply with all requirements
of any legally constituted public authority made necessary by reason of Tenant's
occupancy of said premises. Landlord agrees to promptly comply with any such
requirements if not made necessary by reason of Tenant's occupancy of said
premises. It is mutually agreed, however, between Landlord and Tenant, that if
in order to comply with such requirements, the cost to Landlord or Tenant, as
the case may be, shall exceed a sum equal to one year's rent, then the Landlord
or Tenant who is obligated to comply with such requirements is privileged to
terminate this lease by giving written notice of termination to the other party,
by registered mail, which termination shall become effective sixty (60) days
after receipt of such notice, and which notice shall eliminate necessity of
compliance with such requirements by party giving such notice unless party
receiving such notice of termination shall, before termination becomes
effective, pay to party giving notice all cost of compliance in excess of one
year's rent, or secure payment of said sum in a manner satisfactory to party
giving notice.
CONDEMNATION
13. If the whole of the leased premises, or such portion thereof as will make
premises unuseable for the purposes herein leased, be condemned by any legally
constituted authority for any public use or purpose, then in either of said
events the term hereby granted shall cease from the time when possession thereof
is taken by public authorities, and rental shall be accounted for as between the
Landlord and Tenant as of that date. "Tenant shall not be entitled to any part
of the condemnation award or any payment in lieu thereof and expressly waives
any right to make a claim which would reduce the award otherwise payble to
Landlord."
ASSIGNMENT AND SUBLETTING
14. Tenant may sublease portions of the leased premises to others provided such
subleassee's operation is a part of the general operation of Tenant and under
the supervision and control of Tenant, and provided such operation is within the
purposes for which said premises shall be used. Except as provided in preceding
sentence, Tenant shall not, without prior written consent of Landlord endorsed
hereon, assign this lease or any interest hereunder, or sublet premises or any
part thereof, or permit the use of premises by any party other than Tenant.
Consent to any assignment or sublease shall not destroy this provision, and all
later assignments or subleases shall be made likewise only on the prior
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written consent of Landlord, shall become directly liable to Landlord for all
obligations of Tenant hereunder, but no sublease or assignment by Tenant shall
relieve Tenant of any liability hereunder.
REMOVAL OF FIXTURES
15. Tenant may (if not in default hereunder) prior to the expiration of this
lease, or any extension thereof, remove all fixtures and equipment which the
Tenant has placed in premises, provided Tenant repairs all damage to premises by
such removal.
CANCELLATION OF LEASE BY LANDLORD
16. It is mutually agreed that in the event the Tenant shall default in the
payment of rent herein reserved, when due, and fails to cure said default within
five (5) days after written notice thereof from Landlord; or if Tenant shall be
in default in performing any of the terms or provisions of this lease other than
the provision requiring the payment of rent, and fails to cure such default
within thirty (30) days after the date of written notice of default from
Landlord; or if Tenant is adjudicated bankrupt; or if a permanent receiver is
appointed for Tenant's property and such receiver is not removed within sixty
(60) days after written notice from Landlord to Tenant to obtain such removal;
or if, whether voluntarily or involuntarily, Tenant takes advantage of any
debtor relief proceedings under any present or future law, whereby the rent or
any part thereof is, or is proposed to be, reduced or payment thereof deferred;
or if Tenant makes an assignment for benefit of creditors; or if Tenant's
effects should be levied upon or attached under process against Tenant, not
satisfied or dissolved within thirty (30) days after written notice from
Landlord to Tenant to obtain satisfaction thereof; then, and in any of said
events, Landlord at his option may at once, or within six (6) months thereafter
(but only during continuance of such default or condition), terminate this lease
by written notice to Tenant; whereupon this lease shall end. Any notice in this
paragraph may be given by Landlord, or his attorney, or Agent herein named. Upon
termination by Landlord, Tenant will at once surrender possession of the
premises to Landlord and remove all of Tenant's effects therefrom; and Landlord
may forthwith re-enter the premises and repossess himself thereof, and remove
all persons and effects therefrom, using such force as may be necessary without
being guilty of trespass, forcible entry or detainer or other tort.
RELETTING BY LANDLORD
17. Landlord, as Tenant's agent, without terminating this lease, upon Tenant's
breaching this contract, may at Landlord's option enter upon and rent premises
at the best price obtainable by reasonable effort, without advertisement and by
private negotiations and for any term Landlord deems proper. Tenant shall be
liable to Landlord for the deficiency, if any, between Tenant's rent hereunder
and the price obtained by Landlord on reletting.
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SIGNS
18. Tenant shall place no signs upon the property without written consent of the
Landlord. Any and all signs placed on the property by the Tenant shall be
maintained in compliance with rules and regulations as set forth by the
Landlord. Tenant shall be responsible to Landlord for any damage caused by
installation, use, or maintenance of said signs, and Tenant agrees upon removal
of such signs to repair all damage incident to such removal.
ENTRY FOR CARDING, ETC.
19. Landlord may card premises "For Rent" sixty (60) days before the termination
of this lease, and "For Sale" at any time during the lease. Landlord may enter
premises at reasonable hours to exhibit same to prospective purchasers or
tenants and to make repairs required of Landlord under the terms hereof, or to
make repairs to Landlord's adjoining property, if any.
EFFECT OF TERMINATION OF LEASE
20. No termination of this lease prior to the normal ending thereof, by laps of
time or otherwise, shall affect the Landlord's right to collect rent for the
period to termination thereof.
MORTGAGEE'S RIGHTS
21. Tenant's rights shall be subject to any bona fide mortgage or deed to secure
debt which is now, or may hereafter be, placed upon the premises by Landlord.
NO ESTATE IN LAND
22. This contract shall create the relationship of Landlord and Tenant between
the parties hereto; no estate shall pass out of Landlord. Tenant has only a
usufruct, not subject to levy and sale, and not assignable by Tenant except by
Landlord's consent.
HOLDING OVER
23. If Tenant remains in possession of premises after expiration of the term
hereof, with Landlord's acquiescence and without express agreement of parties,
Tenant shall be a tenant at will at a rental rate of 150 percent of the rental
rate in effect at the end of the lease if the tenant holds over; and there shall
be no renewal of this lease by operation of law.
ATTORNEY'S FEES AND HOMESTEAD
24. If any rent owning under this lease is collected by or through an attorney
at law, Tenant agrees to pay fifteen percent (15%) thereof as attorney's fees.
Tenant waives all homestead rights and exemptions which he may have under any
law as against any obligation owing under this lease. Tenant hereby assigns to
Landlord his homestead and exemption.
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RIGHTS CUMULATIVE
25. All rights, powers, and privileges conferred hereunder upon parties hereto
shall be cumulative but not restrictive to those given by law.
SERVICE OF NOTICE
26. Tenant hereby appoints as his agent to receive service of all dispossessory
or distaint proceedings and notices thereunder, and all notices required under
this lease, the person in charge of leased premises at the time, or occupying
said premises and if no person is in charge, or occupying said premises, then
such service or notice may be made by attaching the same on the main entrance to
said premises. A copy of all notices under this lease shall also be sent to
Tenant's last known address.
WAIVER OF RIGHTS
27. No failure of Landlord to exercise any power given Landlord hereunder, or to
insist upon strict compliance by Tenant with his obligation hereunder and no
custom or practice of the parties at variance with the terms hereof shall
constitute a waiver of Landlord's right to demand exact compliance with the
terms hereof.
28. TIME IS OF THE ESSENCE OF THIS AGREEMENT.
DEFINITIONS
29. "Landlord" as used in this lease shall include first party, its assigns and
successors in title to the premises. "Tenant" shall include second party, his
heirs and representatives, or its successors, as the case may be, and if this
lease shall be validly assigned or sublet, shall include also Tenant's assignees
or sublessees, as to the premises covered by such assignment or sublease.
SPECIAL STIPULATIONS
30. In so far as the following stipulations conflict with any of the foregoing
provisions, the following shall control:
RIGHT TO RELOCATE
Landlord reserves the right to relocate tenant during the term of this
lease or any renewal thereof to similar quality office space with DEKALB CORNERS
CENTER office building. If Landlord exercises this right to relocate Tenant,
then any and all costs incident to said relocation shall be the responsibility
of Landlord, said costs to be determined prior to relocation of Tenant. (The
purpose of this provision is to allow you to relocate a small tenant if you find
a tenant who wants a large block of space which you would not have unless you
relocated the small tenant.)
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LATE PAYMENTS
Payments of rent received after the fifth day of the month may be assessed
and additional 5% charge as a late payment penalty and shall be assessed an
additional 5% charge for each month thereafter until paid in full. Acceptance by
Landlord of a payment in an amount less than that which is currently due shall
in no way affect Landlord's rights under this lease and in no way be an accord
and satisfaction. This provision does not prevent Landlord from declaring the
nonpayment of rent when due an event of default hereunder.
LANDLORD'S LIABILITY
Landlord's obligations and liability to Tenant with respect to this lease
shall be limited solely to Landlord's interest in the property, and neither
Landlord nor any officer, director or shareholder of Landlord shall have any
personal liability whatsoever with respect to this lease.
GEORGIA LAW
This lease has been made under and shall be construed and interpreted under
and in accordance with the laws of the State of Georgia.
SECURITY DEPOSIT
Tenant has this day deposited with Landlord $*1,569.38* as security
deposit for the performance by Tenant of all the terms, covenants and
conditions of this lease upon Tenant's part to be performed, which sum without
interest shall be returned to Tenant within thirty (30) days after expiration
of the term hereof, provided Tenant has fully performed hereunder, Landlord
shall have the right to apply any part of said deposit to cure any default of
Tenant, and if Landlord does so Tenant shall upon demand deposit with Landlord
the amount so applied so that Landlord shall have the full deposit on hand at
all times during the term of this lease. In the event of a sale of the building
or a lease of the building, subject to this lease, Landlord shall transfer the
security to the purchaser or lessee, and Landlord shall thereupon be released
from all liability for the return of such security and Tenant shall look to the
new Landlord solely for the return of said security and this provision shall
apply to every transfer or assignment made of the security to a new Landlord.
The security deposit under this lease shall not be assigned or encumbered by
Tenant without the written consent of landlord and any such assignment or
encumbrance shall be void.
RULES AND REGULATIONS
Landlord may from time to time establish, amend, modify, delete or add
reasonable rules and regulations for the use, safety, cleanliness and care of
the premises and the building. Such rules and regulations,
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and any modifications thereof, shall be effective upon notice thereof to Tenant
from Landlord. Tenant will cause its employees and agents, or any others
permitted by Tenant to occupy or enter the premises, at all times to abide by
any such rules and regulations. In the event of any breach of any such rules
and regulations, Landlord shall have all the remedies in this lease provided
for in the event of default by Tenant and shall, in addition, have any remedies
available at law or in equity, including, but not limited to, the right to
enjoin any breach of such rules and regulations. The Landlord shall not be
responsible to Tenant for the nonobservance by any other Tenant or person of
any such rules and regulations.
This lease contains the entire agreement of the parties hereto and no
representations, inducements, promises or agreements, oral or otherwise, between
the parties, not embodied herein, shall be of any for ce or effect.
IN WITNESS WHEREOF, the parties herein have hereunto set their hands and seals,
in duplicate, the day and year first above written.
Signed, sealed and delivered as
to Landlord, in the presence of:
DeKalb Corners, a division of
-------------------------------- DeKalb Steel, Inc.
(Landlord)
/s/ Xxxxxxxx X. Xxxxxxx By: /s/ Xxxxx X. Xxxxx
--------------------------------- ---------------------------
Notary Public Xxxxx X. Xxxxx
Secretary/Treasurer
Signed, sealed and delivered as
to Tenant, in the presence of:
---------------------------------- ------------------------------
(Tenant)
By: /s/ Xxx Xxxxxxxx
---------------------------------- ---------------------------
Notary Public Xxx Xxxxxxxx
President
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DEKALB CORNERS
OFFICE CENTER
0000 XXXXXXXXXXXXX XXX.
XXXXX 000
XXXXXX, XXXXXXX 00000
PHONE 000-0000
June 1, 1995
ADDENDUM TO LEASE BETWEEN DEKALB CORNERS AND ASA TIRE SYSTEMS GROUP
-------------------------------------------------------------------
XXXXX #000/0000 XXXXXX FEET
DeKalb Corners has agreed to carpet and paint (2 paint colors) Suite #103,
repair all existing lighting and door hardware and patch minor wall damage at
their cost.
DeKalb Corners will also pay for the removal of one wall and the repair of
existing walls in one specific room of Suite #103. Three phone jacks and ten
electrical outlets will also be added. The total cost will be $1,729.00. This
$1, 729.00 was originally to be paid for by ASA Tire Systems Group but will
remain unamortized and not be charged to ASA unless they take advantage of the
cancellation options.
ASA Tire Systems Group will be allowed to take advantage of the cancellation
option only at the end of year one (12 months) with a payment of $4,081.52 or at
the end of year two (24 months) with a payment of $2,040.76 (see attached
figures). If either of these options are exercised the seurity deposit will be
forfeited. This will be in addition to a ninety (90) day notice.
If ASA Tire Systems Group does not cancel this lease, the security deposit will
be returned at the end of said lease provided there are no damages to the suite
upon vacating the premises. In the event of a renewal of said lease, the
security deposit will be held on account for the term of the new lease.
/s/ Xxxxxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxx
------------------------------- ------------------------------
Notary Public Xxxxx X. Xxxxx
Secretary/Treasurer
/s/ Xxx Xxxxxxxx
------------------------------- ------------------------------
Notary Public Xxx Xxxxxxxx
President
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Renovation Unamortized 1,729.00 (divided by)
3.00 =
576.33 *
1st Year Cancellation 576.00 +
576.00 +
1,152.00 *
2nd Year Cancellation 576.00 +
576.00 *
Xxxx Xxxxxx Commission 4,394.27 (divided by)
3.00 =
1,464.76
1st Year Cancellation 1,464.76 +
1,464.76 +
2,929.52 *
2nd Year Cancellation 1,464.76 +
1,464.76 *
Total Amount 1,152.00 +
1st Year Cancellation 2,929.52 +
4,081.52 *
Total Amount 576.00 +
2nd Year Cancellation 1,464.76 +
2,040.76 *
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