OFFICE SUB-LEASE AGREEMENT
Xxxx Hospitality, Inc. III, an Ohio corporation ("Lessor") and Janus Industries,
Inc., a Delaware corporation, ("Sub-Lessee") hereby enter into the following
Office Sub-Lease Agreement.
WHEREAS, Lessor on April 15, 1997, entered into a Lease Agreement with Union
Savings Bank ("Owner") of two office buildings located at 8520 and 0000 X.
Xxxxxx Xxxx, Xxxxxx Xxxxxxxx, Xxxxxxxxxx, Xxxx 00000 (hereinafter collectively
referred to as "Office Building"); AND
WHEREAS, Lessor leased from the Owner 4092 rentable square feet in the Office
Building wich is referred to herein as the "Leased Premises"; AND
WHEREAS, Lessor has agreed to Lease to Sub-Lessee an undivided fifty percent
(50%) interest in the Leased Premises, hereinafter described under the terms and
conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the mutual promises and the Leased Premises
the sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:
1. THE LEASED PREMISES. Lessor hereby grants, sub-leases and demises to
Sub-Lessee and Sub-Lessee agrees to lease from Lessor an undivided fifty percent
(50%) interest in a portion of a certain Office Building located in Xxxxxxxx
County, Ohio, the street address of which is 8520 and 0000 X. Xxxxxx Xxxx,
Xxxxxxxxxx, Xxxx 00000. The portion of the Office Building hereby sub-leased to
Sub-Lessee at 0000 X. Xxxxxx Xx., Xxxxxx Xxxxxxxx, Xxxxxxxxxx, Xxxx 00000 has a
floor area of approximately 3292 rentable square feet, the floor plan of which
is attached hereto as Exhibit "A" and the portion of the Office Building hereby
sub-leased to Sub-Lessee at 0000 X. Xxxxxx Xx., Xxxxxx Xxxxxxxx, Xxxxxxxxxx,
Xxxx 00000, has a floor area of approximately 800 rentable square feet, the
floor plan of which is attached hereto as Exhibit "B" (the "Leased Premises").
Lessor also grants to Sub-Lessee, together with and subject to the same
rights granted from time to time by Owner to Lessor and to other lessees and
occupants of the Office Building the right to use lobbies, elevators and common
areas within the Office Building and the common parking adjoining the Office
Building (the "Associated Common Areas").
2. TERM AND COMMENCEMENT DATE. The term of this Sub-Lease shall be for a
period of approximately three (3) years (the "Lease Term"), commencing on April
__, 1997. ("Commencement Date"), and ending April 14, 2000.
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3. CONSTRUCTION OF IMPROVEMENTS. Sub-Lessee hereby accepts the Leased
Premises "as is".
4. RENT.
(a) Minimum Rent. Sub-Lessee shall pay Monthly Minimum Rent in advance on
the first day of each calendar month. Beginning on April _, 1997, Sub-Lessee
shall pay as minimum monthly rent for the Leased Premises, the sum of Two
thousand one hundred three dollars and ninety-seven cents ($2,103.97) and
continuing such monthly installments for the remainder of the Lease Term. In the
event the Lease Term commences on a day other than the first day of a calendar
month, Sub-Lessee shall pay rent for such month proportional to its occupancy of
the Leased Premises and same shall be prorated on the basis of a thirty (30) day
month.
Sub-Lessee shall pay fifty percent (50%) for all electric service used by
Lessor during the term of this Sub-Lease, including but not limited to such
electric service as shall be required for the operation of Lessor's heating and
air conditioning, equipment, lighting, and Lessor's office equipment.
(b) Supplies. Notwithstanding the above, the Sub-Lessee shall pay Lessor
fifty percent (50%) of Lessor's expense for lighting replacements.
(c) Late Charges. In the event that any payment of Monthly Minimum Rent
shall become overdue for a period of five (5) days, a "late charge" of five
percent (5%) of the payment so overdue shall be paid by Sub-Lessee. In addition,
a further "late charge" of two and one-half percent (2 1/2%) of the payment so
overdue shall be paid by Sub-Lessee for every five (5) days thereafter that the
payment remains delinquent.
5. OBLIGATIONS OF LESSOR. Owner agrees during the term of this Sub-Lease at
its cost and expense to furnish the following:
(a) Services. Such water and sewer, and such janitorial service as in its
judgement is reasonably necessary for the comfortable use and occupation of the
Leased Premises for normal office use during normal business hours on all
generally recognized business days. Failure to furnish such water and sewer and
other services shall not render Owner or Lessor or its employees or agents
liable for damages or injury to persons, business or property suffered by
Sub-Lessee, its employees, agents, licensees or invitees, nor be construed as an
eviction of Sub-Lessee or work an abatement or diminution of rent.
(b) Repair. Maintenance of the exterior and structure of the Office
Building (including the heating, ventilating and air conditioning system serving
the Leased Premises), the Associated Common Areas and the underlying land and
improvements in a manner
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compatible with good quality office space, provided however, that such
maintenance and repair is not the result of Sub-Lessee's negligence.
6. OBLIGATIONS OF SUB-LESSEE. During the term of this Sub-Lease, Sub-Lessee
agrees as follows:
(a) Use of Premises. Sub-Lessee shall use the Leased Premises for office
purposes and for no other purpose without the prior written consent of Lessor.
(b) Compliance with Law and Regulations. Sub-Lessee shall comply with all
laws, regulations and orders of any governmental authority and with the rules
and regulations, as reasonably adopted and modified from time to time by Lessor
(the "Rules and Regulations"). Sub-Lessee shall not do or permit anything to be
done in or about the Leased Premises or the Associated Common Areas which will
in any way obstruct or interfere with the rights of other tenants or occupants
of the Office Building or injure or annoy them, and shall not do or permit
anything to be done which will increase the premiums of fire insurance on the
Office Building. At no time during the Lease Term shall Sub-Lessee store any
inventory, equipment or any other materials outside of the Leased Premises.
Lessor shall not be responsible to Sub-Lessee for the non-observance of the
Rules and Regulations by any other tenant or occupant of the Office Building.
(c) Care of Leased Premises. Sub-Lessee shall take good care of the Leased
Premises, shall commit no waste therein or damage thereto and shall return the
Leased Premises on the termination of the Lease Term in as good condition as it
was at the beginning of Sub-Lessee's occupancy or was placed in during the term
of this Sub-Lease, ordinary wear and tear and casualty excepted.
(d) Alterations. Sub-Lessee shall make no alterations in or to the Leased
Premises, unless and until plans have been approved in advance by Lessor in
writing. As a condition of such approval, Lessor may require Sub-Lessee to
remove the alterations and restore the Leased Premises upon termination of this
Sub-Lease. Nothing in this Sub-Lease shall, however, be construed to constitute
the consent by Lessor to the creation of any lien, and no person shall be
entitled to any lien on the Office Building or the underlying land and
improvements. In the event, despite this provision, a lien is placed thereon,
Sub-Lessee shall cause such lien to be removed or shall, immediately upon
request of Lessor, provide a corporate surety bond satisfactory to Lessor which
shall save Lessor harmless under such lien and from any interest, costs and
attorneys' fees incurred by Lessor in connection therewith. Sub-Lessee shall
indemnify Lessor from any and all costs incurred by Lessor as a result of such
liens.
(e) Repair. Sub-Lessee, at is sole cost and expense, shall repair any
damage to the Leased Premises or the Associated Common
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Areas caused by any act or neglect of Sub-Lessee, its employees, agents,
invitees or licensees, ordinary wear and tear and casualty excepted. If
Sub-Lessee shall fail to make such repairs within a reasonable time not
exceeding twenty (20) days after receiving notice thereof from Lessor, Lessor
may cause such repair to be made at Sub-Lessee's expense, and Sub-Lessee shall
immediately reimburse Lessor therefor.
(f) Assignment and Subletting. Sub-Lessee shall not assign or sublet the
Leased Premises or this Sub-Lease, in whole or in part, without the prior
written consent of Lessor, which shall not be unreasonably withheld. Without in
any way limiting Lessor's right to refuse to give such consent for any other
reason or reasons, Lessor reserves the right to refuse to give such consent if
in Lessor's sole discretion and opinion the use of the Leased Premises or
quality of operation is or may be in any way adversely affected. In the event of
any assignment or subletting, Sub-Lessee shall, nevertheless, remain primarily
liable to perform the obligations imposed on Sub-Lessee hereunder. Sub-Lessee
further agrees to reimburse Lessor for reasonable attorneys' fees incurred in
conjunction with the processing and documentation of any requested transfer,
assignment, subletting, change of ownership or hypothecation of this Sub-Lease
or Sub-Lessee's interest in and to the Leased Premises.
(g) Signs. Sub-Lessee shall not place or permit to be placed or maintained
in or on any portion of the Office Building outside the Leased Premises,
including but not limited to any exterior doors, walls, roof or windows of the
Leased Premises or the Office Building, any sign, awning or canopy or other
advertising matter, and shall not place or permit to be placed or maintained any
decoration, lettering or advertising matter on the interior of the glass of any
window or door of the Leased Premises without the prior written approval of
Lessor, which approval shall be in Lessor's absolute and unqualified discretion.
7. RIGHTS RESERVED TO LESSOR. Lessor shall have the following rights:
(a) Entrance. To inspect the Leased Premises at all reasonable times, and
to show them after Sub-Lessee gives notice of intended vacation or within ninety
(90) days of the expiration of the Sub-Lease Term, and to enter the Leased
Premises at any reasonable time to make such repairs, additions or alterations
as it may deem necessary for the safety, improvement or preservation thereof or
of the Office Building.
(b) Fixtures and Improvements. On termination of this Sub-Lease, to retain
any improvements to the Leased Premises, except fixtures attached by Sub-Lessee
which can be removed without material damage to the Leased Premises, provided
Sub-Lessee is not in default hereunder and shall, upon removal, promptly repair
any damage.
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(c) Common Areas. Sub-Lessee agrees Owner shall have the right at any time
to change or otherwise alter the common areas of the Office Building and the
Associated Common Areas.
8. CASUALTY. In the event the Leased Premises are damaged or destroyed in
whole or in part by fire or other casualty during the term hereof, Sub-Lessee
agrees Owner shall, to extent of insurance proceeds repair and restore the same
to tenantable condition and the rent herein provided for shall xxxxx entirely in
case the entire Leased Premises are untenantable and prorated for the portion
rendered untenantable, in the event of partial untenantability, until such time
as the Leased Premises are restored to tenantable condition. If the Leased
Premises cannot be restored to tenantable condition within a period of one
hundred eighty (180) days, Lessor shall have the right to terminate this
Sub-Lease upon written notice to Sub-Lessee and any rent paid in advance for any
period after the date of such damage and destruction shall be refunded to
Sub-Lessee. If the Leased Premises are damaged due to fire or other casualty,
Sub-Lessee shall at its own cost and expense remove such of its furniture and
other belongings from the Leased Premises as Lessor shall require in order to
repair and restore the Leased Premises. Sub-Lessee agrees Owner shall be the
sole judge as to the extent of the untenantability of the Leased Premises and of
the time required for the repair and rebuilding of the same.
In the event the building in which the Leased Premises are located is
destroyed to the extent of more than one-half of the then value thereof, Lessor
and/or Owner shall have the right to terminate this Sub-Lease upon written
notice to Sub-Lessee, in which event any rent paid in advance for any period
after the date of such destruction shall be refunded to Sub-Lessee.
9. EMINENT DOMAIN. In the event that all of the Leased Premises are taken
by eminent domain or conveyance in lieu thereof, this Sub-Lease shall
automatically terminate as of the date title vests in the condemning authority
and all rent and other payments due hereunder shall be paid to that date.
In the event that more than fifty (50%) but less than one hundred percent
(100%) of the Leased Premises is taken by eminent domain or conveyance in lieu
thereof, Owner, Lessor and Sub-Lessee shall each have the option to terminate
the Sub-Lease, such option to be exercised by giving written notice to the other
within thirty (30) days of the final adjudication of condemnation and all rent
and other payments due hereunder shall be paid to the date title rests in the
condemning authority. In the event neither party terminates then, this Sub-Lease
shall remain in full force and effect for the remaining portion of the Leased
Premises and all rent and other payments due hereunder shall xxxxx on a pro rata
basis as of the date title vests in the condemning authority.
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10. SECURITY DEPOSIT. None.
11. FIRE AND EXTENDED COVERAGE INSURANCE. During the Sub-Lease Term, Owner
shall maintain fire and extended coverage insurance on the Office Building, but
shall not protect Sub-Lessee's property in the event of damage however caused.
Sub-Lessee shall be responsible for insuring its property located on the Leased
Premises, in the Office Building or the Associated Common Areas, and neither
Owner, Lessor nor any other tenant or occupant of the Office Building shall be
liable to the Sub-Lessee for damage to Sub-Lessee's property however caused. All
insurance policies maintained by the Owner or Sub-Lessee as provided in this
paragraph shall contain an agreement by the insurer waiving the insurer's right
of subrogation against the other party to this Sub-Lease or agreeing not to
acquire any rights of recovery which the insured has expressly waived prior to
loss. Owner, Lessor and Sub-Lessee each hereby waives and releases any and all
rights of recovery which either might have against the other for any loss or
damage whether or not caused by any alleged negligence of the other party, its
agents, licensees or invitees.
Sub-Lessee shall not use the Leased Premises in any manner or store
anything in or upon the Leased Premises which would result in an increase in the
premiums for the fire and extended coverage insurance.
12. LESSEE'S INDEMNIFICATION OF LESSOR. Owner or Lessor shall not be liable
to Sub-Lessee or any other person for damage to property or injury or death to
persons due to the condition of the Leased Premises, the Office Building or the
Associated Common Areas, to any occurrence or happening in or about the Leased
Premises, the Office Building or the Associated Common Areas or to any act or
neglect of Sub-Lessee or any other tenant or occupant of the Office Building or
of any other person, unless such damage, injury or death is the direct result of
the negligence of Owner or Lessor. Sub-Lessee shall be responsible and liable to
Owner and/or Lessor for any damage to the Leased Premises, the Office Building
or the Associated Common Areas by the Sub-Lessee or invitation of Sub-Lessee,
expressed or implied, except where such damage is a result of a casualty loss
covered by Lessor's Fire and Extended Coverage Insurance provided in accordance
with paragraph 11. Sub-Lessee shall save Owner and/or Lessor harmless from any
and all liability to any person for any damage to property or for injury or
death to any person resulting from use of the Leased Premises or the Associated
Common Areas, shall protect against such liability with public liability
insurance and shall furnish Lessor, and upon request Owner, with a certificate
evidencing such insurance issued by a company and in amounts reasonably
satisfactory to Owner and/or Lessor and naming Owner and Lessor as an additional
insured.
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13. DEFAULTS AND REMEDIES.
(a) Defaults. Each of the following shall be deemed a default by
Sub-Lessee:
(1) Failure to pay the rent as herein provided when due;
(2) Failure to make additional payments as provided for in this
Sub-Lease when due;
(3) Failure to perform any act to be performed by Sub-Lessee hereunder
or to comply with any condition or covenant contained herein; or failure to
comply with applicable laws, rules or regulation; or,
(4) The abandonment of the Leased Premises by Sub-Lessee or its
adjudication as a bankrupt; the making by Sub-Lessee of a general
assignment for the benefit of creditors by or against Sub-Lessee;
Sub-Lessee's taking the benefit of any insolvency action or law; the
appointment of a permanent receiver or trustee or custodian in bankruptcy
for Sub-Lessee or its assets; the appointment of a temporary receiver for
the Sub-Lessee or its assets if such temporary receiver has not been
vacated or set aside within thirty (30) days from the date of such
appointment; the initiation of any arrangement or similar proceeding for
the benefit of creditors by or against Sub-Lessee; termination of
Sub-Lessee's existence, whether by dissolution, agreement, death or
otherwise, as the case may be.
(b) Remedies. In the event of any default of Sub-Lessee provided in (i)
Clause (1) of the foregoing subparagraph (a) and the continuance of such a
default after three (3) days written notice from Lessor to Sub-Lessee; (ii)
Clause (2) or (3) of the foregoing subparagraph (a) and the continuance of such
a default after ten (10) days written notice from Lessor to Sub-Lessee; or (iii)
Clause (4) of the foregoing subparagraph (a) without any demand or notice, this
Sub-Lease shall terminate at the option of the Lessor. In the event of
termination of this Sub-Lease, Lessor, may, in addition to its other rights and
remedies at law and in equity, re-enter the Leased Premises, take possession of
all or any part thereof and remove all property and persons therefrom and shall
not be liable for any damage therefore or for trespass. No such re-entry shall
be deemed an acceptance of the surrender of this Sub-Lease or deemed
satisfaction of Sub-Lessee's obligation to pay rent as provided herein or of any
other obligation of Sub-Lessee hereunder.
Lessor shall be entitled to recover from Sub-Lessee all damages incurred by
Lessor by reason of Sub-Lessee's default including, but not limited to, the cost
of recovering possession of the Leased Premises; and reasonable attorney's fees,
and any real estate commission actually paid; the worth at the time of award by
the court having jurisdiction thereof of the amount by which the unpaid rent for
the balance of the term after the time of such award exceeds the
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amount of such rental loss for the same period that Sub-Lessee proves could be
reasonably avoided, that portion of any leasing commission paid by Lessor
applicable to the unexpired term of this Sub-Lease.
14. LESSOR'S RIGHT TO RELOCATE LESSEE. Lessor shall have the right, at its
option, upon at least thirty (30) days prior written notice to Sub-Lessee, to
relocate Sub-Lessee and to substitute for the Leased Premises described herein
other space in the Office Building containing at least as much rentable area as
the Leased Premises. Such substituted space shall be improved by Lessor, at its
expense with improvements at least equal in quantity and quality to those in the
Leased Premises. Lessor shall pay all reasonable expenses incurred by Sub-Lessee
in connection with such relocation. Upon completion of the relocation, Lessor
and Sub-Lessee shall amend this Sub-Lease to change the description of the
Leased Premises and any other matters pertinent thereto.
15. LESSEE'S POSSESSION. No promise of the Lessor to alter, remodel, repair
or improve the Leased Premises or the Office Building and no representation
respecting the condition of the Leased Premises or the Office Building have been
made by Lessor to Sub-Lessee other than as may be contained herein. At the
termination of this Sub-Lease, the Sub-Lessee shall return the Leased Premises
broom-clean and in as good condition as when the Sub-Lessee took possession,
ordinary wear and tear and loss of fire or other casualty excepted, failing
which the Lessor may restore the Leased Premises to such condition and the
Sub-Lessee shall pay the cost thereof on demand.
16. MISCELLANEOUS PROVISIONS.
(a) Right of Quiet Enjoyment. Lessor agrees that if Sub-Lessee shall
perform all the covenants and agreements herein provided to be performed by
Sub-Lessee, Sub-Lessee shall, at all times during the Sub-Lease Term have the
peaceable and quiet enjoyment of possession of the Leased Premises, except as
provided in paragraph 14.
(b) Lessor's Right to Mortgage. Sub-Lessee agrees at any time, and from
time to time, upon request of Owner, or the holder of any mortgage or other
instrument of security given by Owner, to execute, acknowledge and deliver to
Owner or to the holder of such instrument, a statement in writing certifying
that this Sub-Lease has not been modified and is in full force and effect (or if
there have been modifications, that the same are in full force and effect and
state such modifications); that there are no defaults hereunder by Lessor, if
such is the fact; and the dates to which the fixed rents and other charges have
been paid, it being intended that any such statement delivered pursuant to this
paragraph may be relied upon by the holder of any such mortgage or other
instrument of security of any authorized assignee of Lessor.
Sub-Lessee's rights shall be subject to any bona fide mortgage now existing
upon or hereafter placed upon the Leased Premises by
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Owner; provided, however, that if the mortgagee shall take title to the Leased
Premises through foreclosure or deed-in-lieu of foreclosure, Sub-Lessee shall be
allowed to continue in possession of the Leased Premises as provided for in this
Sub-Lease so long as Sub-Lessee shall not be in default.
(c) Rights of Assigns. Except where specifically limited, the rights and
liabilities of the parties hereto shall run for the benefit of and shall be
binding upon the personal representatives, heirs, assigns and successors in
interest of Lessor and Sub-Lessee.
(d) Indemnification. Sub-Lessee shall be liable for and hereby agrees to
pay any and all costs and expenses, including reasonable attorneys' fees
incurred by Lessor in connection with any default by Sub-Lessee under the terms,
covenants and conditions contained herein, without relief from valuation or
appraisement laws.
(e) Waiver. No waiver of any covenant or condition or the breach of any
covenant or condition of this Sub-Lease shall be taken to justify or authorize a
non-observance on any other occasion of such covenant or condition or any other
covenant or condition or to constitute a waiver of any subsequent breach of such
covenant or condition. Acceptance of rent by Lessor at any time when Sub-Lessee
is in default of any covenant or condition hereof shall not be construed as a
waiver of any such default or of Lessor's right to terminate this Sub-Lease on
account of such default.
(f) Notice. Any notice, consent or waiver required or permitted to be given
or served by either party to this Sub-Lease shall be in writing and either
delivered personally to the other party or mailed by certified or registered
mail, return receipt requested, addressed as follows:
Lessor: Xxxx Hospitality, Inc. III
Attn: Xxxxxxx Xxxxxxxx, Atty.
0000 Xxxx Xxxxxx Xxxx
Xxxxxxxxxx, Xxxx 00000
Sub-Lessee: Janus Industries, Inc.
Attn: Xxxxxxx Xxxxxx
0000 Xxxx Xxxxxx Xxxx
Xxxxxxxxxx, Xxxx 00000
Either party may change its address for such purposes by serving notice on the
other party.
(g) Severabilitv. If any provision of this Sub-Lease or the application
thereof to any person or circumstance is invalid, such invalidity shall not
affect other provisions or applications of this Sub-Lease which can be given
effect without the invalid provision of application, and to this end the
provisions of this Sub-Lease are declared to be severable.
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(h) Holding Over. If Sub-Lessee remains in possession of all or any part of
the Leased Premises after the expiration of the term hereof, with or without the
express or implied consent of Lessor, such tenancy shall be month-to-month only
and shall not constitute a renewal or extension for any further term. In such
event, rent shall be the same as set forth in this Sub-Lease, and said rent and
any other sums due hereunder shall be payable in the amount and at the time
specified in this Sub-Lease, and such month-to-month tenancy shall be subject to
every other term, condition, covenant and agreement contained herein. Said
month-to-month tenancy may be terminated by either party giving thirty (30) days
written notice of termination to the other party.
(i) Services. Any services which Lessor is required to furnish pursuant to
the provisions of this Sub-Lease may, at Lessor's option, be furnished from time
to time, in whole or in part, by employees of Lessor or by the Managing Agent of
the Property or by one or more third persons.
(j) Broker. Sub-Lessee has engaged no brokers who would be entitled to any
commission or fee.
(k) Recording Sub-Lease. This lease shall not be recorded by either party
without the consent of the other.
(1) Exhibits. Exhibit "A" and "B" are attached hereto and made a part
hereof.
Executed this _____ day of April, 1997.
Signed and Acknowledged LESSOR:
in the Presence of: Xxxx Hospitality, Inc. III
/s/ Xxxxx X. Xxxx, President
------------------------ -----------------------------
Xxxx Xxxxx Xxxxx Xxxxx X. Xxxx, President
------------------------
SUB-LESSEE:
Janus Industries, Inc.
/s/ Xxxxxx X. Ix /s/ Xxxxx Xxxxxx, President
----------------------- -----------------------------
Xxxxx Xxxxxx, President
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Owner (Union Savings Bank) hereby agrees to be bound by the terms and conditions
of this Sub-Lease and consents to this Sub-Lease Agreement between Xxxx
Hospitality, Inc. III and Janus Industries, Inc.
OWNER:
Union Savings Bank
Xxxx Xxxxx Xxxxx /s/ Xxxxxx X. Xxxxxxxxxxx
----------------------- -------------------------
Xxxxxx X. Xxxxxxxxxxx
Senior Vice President
-----------------------
STATE OF OHIO )
) ss:
COUNTY OF XXXXXXXX )
The foregoing instrument was acknowledged before me this 15th day of April,
1997, by Xxxxx X. Xxxx, President of Xxxx Hospitality, Inc. III, an Ohio
corporation, on behalf of the corporation.
/s/ Xxxxxxx Xxxxxxxx
---------------------------
Notary Public
XXXXXXX X. XXXXXXXX ATTY. AT LAW
(SEAL) Notary Public, State of Ohio
My Commission has no expiration.
Ses:. 147.03 R.C.
My Commission Expires:
00
XXXXX XX XXX XXXXXX )
) ss:
COUNTY OF ESSEX )
The foregoing instrument was acknowledged before me this 17th day of June,
1997, by Xxxxx Xxxxxx, President of Janus Industries, Inc., a Delaware
corporation, on behalf of the corporation.
/s/ Xxxxxxx X. Xxxxxxxx
--------------------------
Notary Public
(SEAL)
XXXXXXX X. XXXXXXXX
Notary Public of New Jersey
My Commission Expires Jan. 23, 2000
My Commission Expires: 1-23-2000
STATE OF OHIO )
) ss:
COUNTY OF XXXXXXXX )
The foregoing instrument was acknowledged before me this 15th day of April
__, 1997, by Xxxxxx X. Xxxxxxxxxxx, Senior Vice President of Union Savings Bank,
an Ohio corporation, on behalf of the corporation.
/s/ Xxxxxxx Xxxxxxxx
---------------------------
Notary Public
XXXXXXX X. XXXXXXXX ATTY. AT LAW
(SEAL) Notary Public, State of Ohio
My Commission has no expiration.
Ses:. 147.03 R.C.
My Commission Expires:
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EXHIBIT "A"
0000 X. XXXXXX XXXX
SECOND FLOOR
[FLOOR PLAN OMITTED]
EXHIBIT B
[FLOOR PLAN OMITTED]
