EXHIBIT 10.18
Lease - 0000 XX 000xx Xxx., Xxxxx 000, Xxxxxxx, Xxxxxxx
LEASE
THIS LEASE AGREEMENT, entered into this 25th day of January, 2002, between Xxxx
X. and Xxxxxxxx X. Xxxxxx, ("Lessor"), and Sense Technologies, Inc., ("Lessee"),
whose address is 0000 XX 000xx Xxx. Xxxxx 000, Xxxxxxx, XX 00000.
WITNESSETH:
NOW, THERFORE, in consideration of the mutual promises hereinafter set forth and
of other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the parties hereto agree as follows:
1. Lessor hereby leases to Lessee, and Lessee hereby from Lessor the premises at
the Xxxxx Xxxx 3 Building containing approximately 7,474 square feet
("Premises").
2. The term of the this lease (the "Term") shall be for 3 years, commencing on
March 1, 2002.
3. (a) During the Term of this Lease, Lessee covenants and agrees to pay Lessor
a fixed minimum rent at an annual rate of $37,860.00, plus applicable sales and
other taxes, which annual rate shall increase by the same percent as the
Consumer Price Index each year or by 5%, whichever is greater during the Term,
(the "Fixed Minimum Rent"). the Fixed Minimum Rent shall be payable in equal
monthly installments in advance on the first day of each month during the term
at the office of Lessor or such other place as Lessor may designate, without any
setoff or deduction whatsoever, the first installment to be paid on the delivery
of this Lease, except that in the event the commencement date shall be a date
other than the first day of a calendar month, Lessee shall on the commencement
date pay Lessor an amount equal to the pro-rate rent from the commencement date
to the end of such calendar month. All adjustments of rents, costs, charges and
expenses which Lessee assumes, agrees, or is obligated to pay to Lessor pursuant
to this Lease shall be deemed additional rent (the "Additional Rent") which
Lessee covenants to pay when due. In the event of non-payment of Additional
Rent, Lessor shall have all the rights and remedies with respect thereto as
herein provided for in case of non-payment to Fixed Minimum Rent.
(b) Lessor acknowledges receipt from Lessee of the sum of $4,664.00, which
sum shall be held by Lessor as security (the "Security") for the performance by
Lessee of all the terms, conditions, stipulations, promises, covenants and
agreements contained in this Lease and to be performed by Lessee, as well as
security for the return by Lessee to Lessor of the premises in accordance with
the terms of this Lease, Further, in respect to the Security, Lessor and Lessee
agree as follows:
(i) In the event of a default of any kind or nature by the Lessee under
this Lease, then and in such event, Lessor shall not be required to return any
part or portion of the Security. In this event, Lessor may either retain the
Security as liquidated and stipulated damages, or Lessor may retain the same and
apply it toward actual damages sustained by Lessor by reason of Lessee's
default. Lessor and Lessee agree that in the event of a default by Lessee under
this Lease the damages sustained by Lessor would be undeterminable and,
therfore, have agreed that the Security shall be liquidated and stipulated
damages as set forth. However, under no circumstances shall Lessor be deprived
of any other remedies as the law may furnish or as agreed upon in this Lease.
(ii) If Lessee shall not be in default hereunder upon the expiration of
this Lease, and Lessee returns the Premises to Lessor in accordance with the
terms of this Lease in the same order of condition under which they were
received (subject to normal wear and tear), Lessor shall return to Lessee the
Security.
(iii) In the event of a sale of the Premises, Lessor shall have the right
ot transfer the Security to the vendee and Lessor shall thereupon be released by
lessee for all liabilities for the return of the Security; and Lessee agrees to
look to the new Lessor solely for the return of the Security; and it is agree d
that the provisions hereof shall apply to every transfer or assignment made of
the Security to a new Lessor.
4. In addition to the Fixed Minimum Rent , Lessee shall pay the following
additional amounts which shall be deemed part of the Rent:
(i) A "Common Area Charge" which shall be based on Lessee's pro-rata share
of the square footage of Lessee's Premises and the aggregate number of square
footage of leasable building space in the Xxxxx Xxxx 3 Building, which shall
include all costs of owning, operating and insuring the Xxxxx Xxxx 3 Building,
including but not limited to real estate taxes, insurance, assessments, and
maintenance, water and sewer used in the normal course of operation for the
intended use of Premises, (Leasable building space). During the first year of
this Lease, the Common Area Charge shall be $2.00 per square foot per year and
shall be payable monthly in advance as additional rent.
In addition to the foregoing, Lessee shall pay the following:
(i) all taxes and assessments which may , during the Term be charged,
levied, assessed or imposed upon, or become a lien upon the personal property of
Lessee in the operation of the Premises or in connection with Lessee's business
conducted on the Premises;
(ii) all costs, utilities, and other charges incurred by Lessee during the
term of this Lease.
(iii) all maintenance, operation and repair expenses of any kind or
description now or hereafter existing on the Premises, and each part thereof,
including, but specifically not limited to window, plumbing and heating systems,
air conditioning systems, and all other charges associated with the interior of
the Premises.
(iv) the costs of all alterations of whatever character, structural or
otherwise, undertaken by Lessee at any time during the Term:
(v) the premium for the maintenance of fire and extended coverage insurance
covering the Premises against loss or damage by other risks now or hereafter
embraced by "extended coverage", so called, in amounts sufficient to prevent
Lessor or Lessee from becoming co-insurers under the terms of any applicable
policies:
(vi) the premiums for the maintenance of comprehensive general liability
insurance, including property damage, insuring Lessor and Lessee against
liability to persons or property occurring in or about the Premises or arising
out of the ownership, maintenance, use or occupancy thereof (the liability under
such insurance will not be less than $500,000 CSL (Combined Single Limit),
naming Xxxx X. and Xxxxxxxx X. Xxxxxx as Additional Insured.
5. Advertising and Signs - Lessee shall not paint, display, inscribe, maintain
or affix any sign, picture, advertisement, notice, lettering or direction on any
part of the outside of the Premises without prior approval by the Lessor and the
City of Sunrise. Lessor reserves the right to remove, at Lessee's expense, all
matter other than that above provided for without notice to Lessee. All signage
to conform to City of Sunrise Code.
6. Alterations - Lessee shall not make any changes, alterations, or additions to
the premises without first obtaining the written consent of the Lessor and in no
event to do anything that shall weaken the Building or structure now on or that
may hereafter be erected on the premises. At the discretion of the Lessor, all
alterations will be removed and the premises returned to the original condition.
7. Leasehold improvements - Lessee shall not make any leasehold improvements to
the premises without first obtaining the written consent of the Lessor. All
improvements will be made in accordance with the requirements of the City of
Sunrise and the South Florida Building Code. All leasehold improvements become
the property of the Lessor upon termination of the Lease.
8. Default of Rent - All covenants and agreements herein made and obligations
assumed are to be construed also as conditions and these presents are upon the
express condition that if Lessee should fail to pay when due any one of the
aforesaid installments of rent, or should fail to perform or observe any of the
covenants, agreements or obligations herein made or assumed by said Lessee, then
and thenceforth, in any of said events, this Lease may be forfeited and thereby
become null and void at the option of the Lessor, and said Lessor may
immediately, or at any time after the breach of said covenants, re-enter said
Premises and Building, or any part therefore in the name of the whole, and
repossess and have the same as of Lessor's former estate and remove therefrom
all goods and chattels not thereto properly belonging, and expel said Lessee and
all other persons who may be in possession of said premises and Building. Lessee
shall have 30 days from due date to cure such default or as provided by Law.
9. Subletting - The Lessee shall not assign or sublet the premises not any part
thereof without the written consent of the Lessor. Which consent shall not
unreasonably be withheld.
10. Not to permit or suffer any noise, disturbance or nuisance whatsoever on
said premises detrimental to same of annoying to the neighbors, and that no
representation as to the condition of said premises have been made by the Lessor
and that no obligation as to the repairing, adding to, or improving said
premises has been assumed by the Lessor and that no oral arrangements have been
entered into in consideration of making this Lease other than set out within
this Lease.
11. Lessee, for itself, its agents, employees, invitees and customers agree to
the following regulations regarding the use of driveways and designated parking
areas. No vehicle larger than the "designated space" shall be permitted to park
within Xxxxx Xxxx 3, no vehicle which cannot operate on its own power is to be
brought into Xxxxx Xxxx 3, no vehicles are to be "stored" anywhere on the
property outside of the building. The Lessor shall have the right to designate
where vehicles controlled by the Lessee are to be parked within Xxxxx Xxxx 3, so
as to keep a "balanced", safe and convenient parking load throughout Xxxxx Xxxx
3. Lessor shall have the right, after notice, to have vehicles towed that are in
violation of these regulations, and further, the Lessee agrees that the Lessor
shall be the final judge of interpreting, applying and if needed, modifying all
parking, driveway and vehicular use regulations within Xxxxx Xxxx 3.
12. Attorney fees - Lessee agrees to pay all costs of collection, including
reasonable attorney fees, if all or any part of the rent reserved herein is
collected after maturity with the aid of an attorney; should it become necessary
for either party to employ an attorney to enforce the terms and provisions of
this Lease through any Court proceeding, then the prevailing party shall be
entitled to recover all of its costs, including a reasonable attorney's fee.
13. Sense Technologies letter dated 1/24/02, copy attached, is intended to be
part of this lease agreement.
Signed in the presence of: Lessor
(As to Lessor):
-----------------------------
_____________________________ By:_____/Xxxx Xxxxxx/________
-------------
Authorized Agent
(As to Lessee):
_____________________________ Lessee:_______/Xxxxxx Xxxxxxxx/______
--------------------------------
VP, Sense Holding, Inc
----------------------------- ------------------------------
Attest:__/Xxxxxx X. Xxxxxxx/ ___
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Fixed Minimum Rent Each Month 3,155.00 *See Sense Tech, Inc.
Common Area Charge Each Month 1,245.00 Letter Dated 1/24/02
6% Sales Tax 264.00
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Total Due 1st Day of Each Month 4,664.00
INITIAL DEPOSIT
1st Month Rent 4,664.00
Last Month Rent 4,664.00
Security Deposit 4,664.00
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Total Due 13,992.00
Make Checks payable to: XXXX X. XXXXXX
00000 XX 00XX XXXXXX
XXXXXXX, XX 00000
[Sense Letterhead]
Xxxx X. Xxxxxx, P.E. January 24, 2002
Xxxxxx Construction Services, Inc. Via Fax: 000 000-0000
00000 XX 00xx Xxxxxx
Xxxxxxx, XX 00000-0000
Re: 0000 XX 000 Xxx., Xxxxxxx
Dear Xx. Xxxxxx:
This letter is to inform you that we would like to lease the above
referenced spaced under the following conditions:
1) Term to start March 1, 2002 and end February 28, 2005, with 2 three
year options;
2) Space made available for occupation by tenant as of February 1,
2001;
3) Monthly Rent paid $3,000 in cash, and $1,400 in stock discounted
25% to market; a. Example of stock transaction, stock trading at $1.00
at time of grant, landlord receives $1,400 worth of stock at $.75 or
1,867 shares, gain to landlord $467;
4) AllOffice area needs new carpet;
5) New paint throughout the space;
6) Ceiling tiles that need replacing must be replaced to match
throughout space;
7) Light covers that need replacing must be replaced to match
throughout space;
8) Loft needs carpet with phone and power drops for fourteen
workstations around circumference of space. One power and phone in
center of space;
9) 2 offices in warehouse under mezzanine; and,
10) Reservation by tenant to have landlord complete improvement of
changing two large offices in southwest corner of Suite 200 into more
functional office space.
We would like to complete this lease as soon as possible. Please call me if you
have any questions. There is no objection to the form of your standard lease.
Sincerely,
/Xxxxxx Xxxxxxxx/
Xxxxxx Xxxxxxxx
Sense Holdings, Inc.
