EXHIBIT 10.56
SUBLEASE
THIS SUBLEASE AGREEMENT ("Sublease"), made and entered on the 22nd day
December 1999, by and between XXXXXXXX COMMUNICATIONS, INC., a Delaware
corporation formerly known as CRITICAL TECHNOLOGIES, INC., a Missouri
corporation ("Sub-Landlord") and CONCENTRIC NETWORK CORPORATION, a Delaware
corporation ("Sub-Tenant") (collectively the "parties").
WITNESSETH:
WHEREAS, an office building lease with an effective date of February 26,
1997, was entered into by and between Sub-Landlord as Tenant and Xxxxxxxxx
Properties, LTC as Landlord (the "Lease");
WHEREAS, the Premises covered by the Lease is an approximately 23,500
square foot office building and adjoining parking areas located at 000 Xxxxxx
Xxxxx, Xxxxxxxxx, Xxxxxxxx 00000 (the "Premises"). Sub-Landlord desires to
sublet the entire Premises (hereinafter the "Sublease Premises") to Sub-Tenant,
and Sub-Tenant desires to Rent from Sub-Landlord the Sublease Premises.
WHEREAS, the parties have reached an agreement by which Sub-Tenant would
sublease the Sublease Premises from Sub-Landlord; and
WHEREAS, the parties desire to set forth the terms and conditions of the
sublease of the Sublease Premises.
NOW, THEREFORE, in consideration of the premises and the following mutual
covenants, the parties hereby agree:
1. Recitals: The above recitals are incorporated herein as terms of this
Sublease.
2. Sublease: Sub-Landlord hereby subleases to Sub-Tenant and Sub-Tenant hereby
subleases from Sub-Landlord the Sublease Premises, subject to and
conditioned upon obtaining the consent of Landlord to this Sublease.
3. Lease: Sub-Tenant represents and warrants that it has received a conformed
copy of the Lease, that it has reviewed the same, and that it agrees to
comply with the terms thereof the same as if it were the Tenant
thereunder, except as otherwise provided herein. This Sublease is and shall
remain subordinate to the terms and conditions of the Lease. To the extent
that Sub-Landlord has rights or obligations under the Lease as Tenant, Sub-
Tenant has the same rights or obligations with respect to the Sublease
Premises. This Sublease shall not increase any obligation of Sub-Landlord
beyond its obligations as a Tenant under the Lease. A copy of the Lease is
attached hereto as Exhibit "A" and made a part hereof by reference.
4. Term: The Sublease shall commence on November 1, 1999, (the "Commencement
Date") subject to Landlord's consent to the Sublease, and terminate on
March 31, 2002 (the "Termination Date"), unless sooner terminated as
hereinafter provided (the "Sublease Term"). If Landlord's consent has not
occurred for any reason whatsoever on or before December 15, 1999, then
either party may terminate the Sublease by written notice to the other and
Sub-Tenant shall promptly vacate the Sublease Premises.
5. Basic Rent: Sub-Tenant shall pay Sub-Landlord as Rent for the Sublease
Premises the sum Fourteen Thousand Six Hundred Eighty Seven and 00/100
Dollars ($14,687.00) per month from November 1, 1999, through March 31,
2000; and, commencing April 1, 2000, through March 31, 2002, Sub-Tenant
shall pay Sub-Landlord as Rent for the Sublease Premises the sum Sixteen
Thousand Six Hundred Forty Five and 00/100 Dollars ($16,645.00) per month.
Rent shall be payable in advance without demand on the first day of each
and every month during the remaining term of the Lease. Any Rent accrued
prior to obtaining Landlord's consent to the Sublease shall be due and
payable on obtaining Landlord's consent. A late charge of five percent (5%)
of any monthly payment will be added after fifteen (15) days from the due
date and paid by Sub-Tenant. Sub-Tenant's failure to pay any monthly rental
within ten (10) days after the due date shall be deemed an event of default
under this Sublease.
6. Operating Expenses: Sub-Tenant shall, from the Commencement Date, pay Sub-
Landlord for all gas, electricity, water, air conditioning, sewer and
telephone service and all other utilities used in and upon the Sublease
Premises. Sub-Tenant shall pay for its own trash removal.
7. Real Estate Taxes: Sub-Tenant shall pay all real estate and occupancy
taxes, assessments, and/or installments thereon (collectively, "Taxes") on
or before the date the same shall become due, whether general or special,
foreseen and unforeseen, and shall furnish Landlord and Sub-Landlord a copy
of the paid receipts therefor. Taxes shall be pro-rated between Sub-
Landlord and Sub-Tenant for the year 1999, according to the Commencement
Date.
8. Use of Sublease Premises:
8.1 The Sublease Premises are subleased to Sub-Tenant in "as is" condition
with all faults as of the Commencement Date of the Sublease Term and
Sub-Landlord has made no representation or warranty, express or
implied, with respect to the condition of the Sublease Premises, or
appurtenant grounds or facilities or with respect to their suitability
for the conduct of Sub-Tenant's business or other intended use. Prior
to the Commencement Date, Sub-Landlord shall have cleared all debris
from the Sublease Premises and shall deliver the Sublease Premises to
Sub-Tenant in vacant, good, "broom-clean" condition, with all systems
that were Tenant's responsibility under the Lease in good working
order. Sub-Tenant's acceptance of the Sublease Premises shall not be
deemed a waiver of the above representations. Subject to Landlord's
consent, Sub-Landlord hereby approves Sub-Tenant's installation of the
alterations described in Exhibit "B", attached hereto, and subject to
Landlord's consent agrees the Sub-Tenant may surrender such
alterations on the termination of the Sublease.
8.2 The Sublease Premises are to be used only for the purposes allowed by
the Lease, including a data center, and must be continuously occupied
by Sub-Tenant.
8.3 Upon the termination of the Sublease, Sub-Tenant will return the
Sublease Premises to Sub-Landlord in the same condition as the
Sublease Premises were in as of the Commencement Date of this
Sublease,
reasonable wear and tear, casualty and condemnation damage, and
approved alterations excepted.
9. Assignment and Subletting: Sub-Tenant will not assign this Sublease or
sublet the Sublease Premises without the prior written consent of Landlord
and Sub-Landlord. Sub-Landlord shall not unreasonably withhold or delay its
consent. Provided, Sub-Tenant may, without Sub-Landlord's prior written
consent (but subject to Landlord's consent to the extent required under the
Lease), sublet the Sublease Premises or assign the Sublease to (i) an
entity controlling, controlled by or under common control with Sub-Tenant;
(ii) a successor entity related to Sub-Tenant by merger, consolidation,
nonbankruptcy reorganization, or government action; or (iii) a purchaser of
substantially all of Sub-Tenant's assets located in the Sublease Premises.
In the event of any sublease or assignment pursuant to (i), (ii), or (iii)
above, Sub-Tenant shall remain liable under this Sublease. A transfer of
Sub-Tenant's capital stock shall not be deemed an assignment, subletting or
any other transfer of the Sublease or the Sublease Premises.
10. No Real Estate Broker: Each of the parties represents that no real estate
broker was used in connection with this Sublease.
11. No Security Deposit: Sub-Tenant acknowledges that Sub-Landlord has
deposited with Landlord the sum Sixteen Thousand Six Hundred Forty Five and
00/100 Dollars ($16,645.00) as a Security Deposit pursuant to paragraph 6
of the Lease, and agrees to make no claim to or against said Security
Deposit or any portion thereof on termination of this Sublease, or
otherwise. Sub-Landlord will not require any security deposit from Sub-
Tenant under this Sublease.
12. No Option to Renew: Sub-Tenant may not exercise the Option to Renew granted
to Sub-Landlord under paragraph 31 of the Lease unless Landlord shall first
have agreed in writing with Sub-Landlord and Sub-Tenant that Sub-Landlord
shall have no further liability under the Lease or Sublease whatsoever with
respect to the extension period, and that Sub-Landlord shall receive full
refund of the Security Deposit on termination of the Lease. Sub-Landlord
shall not exercise the Option to Renew
unless first obtaining Sub-Tenant's prior written consent.
13. Notice and Payment Addresses: Notices shall be delivered in the manner set
forth in Section 22 of the Lease to the addresses set forth below:
Sub-Landlord:
Xxxxxxxx Communications, Inc.
Xxx Xxxxxxxx Xxxxxx
Xxxxx 0000
Xxxxx, Xxxxxxxx 00000
Attn: Director of Facilities Management
Sub-Tenant:
Concentric Network Corporation
000 Xxxxxx Xxxxx
Xxxxxxxxx, Xxxxxxxx 00000
Attn: Office Manager
Concentric Network Corporation
00000 Xxxxx Xxxxxx Xxxxxx
Xxxxxxxxx, Xxxxxxxxxx 00000
Attn: Director of Administration
Landlord:
Xxxxxxxxx Properties, LTC
00 Xxxxxxx
Xx. Xxxxx, XX 00000
Attn: Xx. Xxxxxxx X. Xxxxxxxxx
14. Termination of Lease: The parties hereto agree that in the event the Lease
terminates, then this Sublease shall also terminate on that same date.
15. Insurance: Sub-Tenant agrees, at its sole cost and expense, during the term
of this Sublease to maintain in full force and effect insurance coverages
in form and substance as required of Tenant under the Lease, and to name
Sub-Landlord as an additional insured in each case in which Landlord must
be named an additional insured as provided by the Lease.
16. Sub-Landlord Warranties:
16.1 Sub-Landlord represents and warrants the following to Sub-Tenant:
16.1.1 The Lease is in full force and effect and that there is no
default thereunder or to Sub-Landlord's knowledge no event which, with
the passage of time and giving of notice or both, would constitute a
default thereunder.
16.1.2 Sub-Landlord has corporate authority to enter into this
Sublease and perform its obligations hereunder.
16.1.3 This Sublease evidences a valid and binding contractual
obligation of Sub-Landlord enforceable in accordance with its terms.
16.1.4 The copy of the Lease attached hereto as Exhibit A is a true,
correct and complete copy of the Lease.
17. Sub-Tenant's Authority:
17.1 Sub-Tenant represents and warrants the following to Sub-Landlord:
17.1.1 Sub-Tenant has corporate authority to enter into this Sublease
and perform its obligations hereunder.
17.1.2 This Sublease evidences a valid and binding contractual
obligation of Sub-Tenant.
18. Indemnification: The following indemnification provisions shall apply.
(a) By Sub-Landlord. Sub-Landlord will indemnify, defend, protect, and
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hold Sub-Tenant, its officers, directors, employees, and agents
(collectively, the "Sub-Tenant Indemnitees") harmless from and against
any and all demands, actions or causes of action, assessments,
judgments, damages, obligations, liabilities and claims (collectively,
"Claims") of every type and nature whatsoever (including, without
limitation, injury to or death of any person or persons, or
damage to or loss of any property) and shall reimburse the Sub-Tenant
Indemnitees for any and all financial expenditures, costs and expenses
(including, without limitation, interest, penalties and reasonable
attorneys' fees, reasonable consultants' fees, expenses and court
costs incurred in connection therewith and all reasonable costs and
expenses of investigating and defending any claim or any order,
directive, final judgment, compromise, settlement, fine, penalty,
court costs or proceeding) in consequence of such Claims arising from
or related to:
(i) any inaccuracy in or breach by Sub-Landlord of any
representation or warranty made by it herein; or
(ii) any claim or demand for commission or other compensation by
any broker, finder, agent or similar intermediary claiming to
have been employed by or on behalf of Sub-Landlord, in connection
with this transaction; or
(iii) any contamination at, on, in, above or beneath the Sublease
Premises during the term of the Lease and preceding the term of
the Sublease; or
(iv) any negligent acts or omissions, or willful misconduct, by
Sub-Landlord, its employees or agents, which result in or cause
harm or damage to any person or property, in, upon, or about the
Sublease Premises; or
(v) any event of default by Sub-Landlord under the Lease or
this Sublease.
(b) By Sub-Tenant. Sub-Tenant will indemnify, defend, protect, and
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hold Sub-Landlord and Landlord and any affiliated company thereto,
their respective officers, directors, stockholders, managers, members,
employees, and agents (the "Sub-Landlord Indemnitees") harmless from
and against any and all demands, actions or
causes of action, assessments, judgments, damages, obligations,
liabilities and claims (collectively, "Claims") of every type and
nature whatsoever (including, without limitation, injury to or death
of any person or persons, or damage to or loss of any property) and
shall reimburse the Sub-Landlord Indemnitees for any and all financial
expenditures, costs and expenses (including, without limitation,
interest, penalties and reasonable attorneys' fees, reasonable
consultants' fees, expenses and court costs incurred in connection
therewith and all reasonable costs and expenses of investigating and
defending any claim or any order, directive, final judgment,
compromise, settlement, fine, penalty, court costs or proceeding) in
consequence of such Claims, and arising from or pursuant to:
(i) any inaccuracy in or breach by Sub-Tenant of any
representation or warranty made by it herein;
(ii) any claim or demand for commission or other compensation by
any broker, finder, agent or similar intermediary claiming to
have been employed by or on behalf of Sub-Tenant in connection
with this transaction;
(iii) any contamination at, on, in, above or beneath the Sublease
Premises during the term of this Sublease caused or created by
Sub-Tenant or its agents, employees, or contractors; or
(iv) any negligent acts or omissions, or willful misconduct, by
Sub-Tenant, its employees or agents, which result in or cause
harm or damage to any person or property, in, upon, or about the
Sublease Premises; or
(v) any event of default by Sub-Tenant under this Sublease.
19. Applicable Law: This Sublease shall be construed according to the laws of
the State of Missouri.
20. Headings: The headings in this Sublease are for reference only and do not
expand or limit the terms agreed to by the parties.
21. Entire Agreement: This Sublease represents the entire agreement between the
parties and no modification hereof shall be effective unless first reduced
to writing and signed by both parties.
22. Incorporation of Lease. All of the provisions of the Lease are incorporated
herein as if set forth in their entirety herein, except (a) the following
provisions shall not be incorporated herein: Sections 4 (the first sentence
only), 5, 6, 22, 31, and 32; and (b) references to "Landlord" in the
following provisions shall mean "Landlord" only: Sections 10 (except the
fourth paragraph), 11 (except the first sentence), 14, 17 (the third
through seventh sentences only) and 19 (except the last sentence of subpart
(a)). References in the Lease as incorporated herein to "Landlord",
"Tenant", "Lease" and "Leased Premises" shall be deemed to refer to "Sub-
Landlord", "Sub-Tenant", "Sublease" and "Sublease Premises", respectively;
provided, however, that (i) with respect to work, services, repairs,
restoration, insurance or any other similar obligation of Landlord under
the Lease, the sole obligation of Sub-Landlord shall be to use Sub-
Landlord's reasonable efforts to obtain Landlord's performance as set forth
below; and (ii) with respect to any consent or approval required to be
obtained from the "Landlord" under the Lease, such consent must be obtained
from both Landlord and Sub-Landlord, and the approval of Sub-Landlord may
be withheld if Landlord's consent is not obtained.
23. Quiet Enjoyment. In the event that Sub-Landlord defaults in the performance
or observance of any of Sub-Landlord's remaining obligations under the
Lease or fails to perform Sub-Landlord's stated obligations under the
Sublease, then Sub-Tenant shall give Sub-Landlord notice specifying in what
manner Sub-Landlord has defaulted, and if such default shall not be cured
by Sub-Landlord within thirty (30) days thereafter (except that if such
default cannot be cured within said thirty (30) day period, this period
shall be extended for an additional reasonable time, provided
that Sub-Landlord commences to cure such default within such thirty (30)
day period and proceeds diligently thereafter to effect such cure as
quickly as possible), then Sub-Tenant shall be entitled to cure such
default and promptly collect from Sub-Landlord Sub-Tenant's reasonable
expenses in so doing (including, without limitation, reasonable attorneys'
fees). Sub-Tenant shall not be required, however, to wait the entire cure
period described herein if earlier action is required to comply with the
Lease or with any applicable governmental law, regulation or order.
24. Sub-Landlord's Obligations. Sub-Landlord shall fully perform all of its
obligations under the Lease to the extent Sub-Tenant has not agreed to
perform such obligations under the Sublease. Sub-Landlord shall not
terminate or take any action under the Lease that could give rise to the
termination of the Lease, amend or waive any provisions under the Lease or
make any elections, exercise any right or remedy or give any consent or
approval under the Lease without, in each instance, Sub-Tenant's prior
written consent if any of the foregoing would materially adversely affect
Sub-Tenant's rights or obligations hereunder. Sub-Landlord, with respect to
the obligations of Landlord under the Lease, shall use Sub-Landlord's
diligent good faith efforts to cause Landlord to perform such obligations
for the benefit of Sub-Tenant. Such diligent good faith efforts shall
include, without limitation: (a) upon Sub-Tenant's written request,
immediately notifying Landlord of its nonperformance under the Lease, and
requesting that Landlord perform its obligations under the Lease; and (b)
to commence litigation against Landlord to obtain the performance required
from Landlord under the Lease.
25. Authorization to Direct Sublease Payments. Sub-Tenant shall have the right
to pay all rent and other sums owing by Sub-Tenant to Sub-Landlord
hereunder for those items which also are owed by Sub-Landlord to Landlord
under the Lease directly to Landlord if Sub-Tenant reasonably believes that
Sub-Landlord has failed to make any payment required to be made by Sub-
Landlord to Landlord under the Lease and Sub-Landlord fails to provide
adequate proof of payment within two (2) business days after Sub-Tenant's
written
demand requesting such proof. Any sums paid directly by Sub-Tenant to
Landlord in accordance with this paragraph shall be credited toward the
amounts payable by Sub-Tenant to Sub-Landlord under the Sublease. In the
event Sub-Tenant tenders payment directly to Landlord in accordance with
this paragraph and Landlord refuses to accept such payment, Sub-Tenant
shall have the right to deposit such funds in an account with a national
bank for the benefit of Landlord and Sub-Landlord, and the deposit of said
funds in such account shall discharge Sub-Tenant's obligation under the
Sublease to make the payment in question.
26. Assignment of Rights. Sub-Landlord hereby assigns to Sub-Tenant all
warranties given and indemnities made by Landlord to Sub-Landlord under the
Lease which would reduce Sub-Tenant's obligations hereunder, and shall
cooperate with Sub-Tenant to enforce all such warranties and indemnities.
27. Subordination. Sub-Landlord shall reasonable efforts to obtain from any
lenders or ground lessors of the Sublease Premises a written agreement in
form reasonably satisfactory to Sub-Tenant providing for recognition of
Sub-Tenant's interests under the Sublease in the event of foreclosure of
the lender's security interest or termination of the ground lease.
28. Hazardous Materials. To the best knowledge of Sub-Landlord, no Hazardous
Materials are present in or about the Sublease Premises and no action,
proceeding, or claim is pending or threatened concerning any Hazardous
Materials or pursuant to any laws. Sub-Landlord shall indemnify, defend,
protect and hold Sub-Tenant, its agents, officers, directors and
shareholders, harmless from and against all claims, losses, costs, damages,
liabilities, (including, without limitation, sums paid in settlement of
claims), and expenses (including, without limitation, reasonable attorneys'
and consultant's fees and litigation expenses), arising out of or based
upon the presence of any Hazardous Materials on, under, in or about the
Sublease Premises, except to the extent the same results from Sub-Tenant's,
or any other person or entity's, release or emission of Hazardous Materials
in or about the Sublease Premises.
29. Approvals. Whenever the Sublease requires an approval, consent,
designation, determination, selection or judgment by either Sub-Landlord or
Sub-Tenant, unless another standard is expressly set forth, such approval,
consent, designation, determination, selection or judgment and any
conditions imposed thereby shall be reasonable and shall not be
unreasonably withheld or delayed and, in exercising any right or remedy
hereunder, each party shall at all times act reasonably and in good faith.
30. Landlord Consent. The Sublease shall be conditioned upon receipt of consent
thereto by Landlord in a form reasonably acceptable to Sub-Tenant, which
consent shall, at Sub-Tenant's election, include the terms set forth in
Exhibit "C" hereto. Sub-Landlord shall use commercially reasonable efforts
to obtain such consent. In the event Landlord fails to so consent within
thirty (30) days for the date Sub-Tenant executes the Sublease, either Sub-
Landlord or Sub-Tenant shall have the right to terminate the Sublease at
any time before such consent is received by delivering written notice
thereof to the other party.
IN WITNESS WHEREOF, the parties hereto have caused this Sublease to be
executed and sealed by their respective representatives, thereunto duly
authorized, as of the date first above written.
Sub-Landlord:
Xxxxxxxx Communications Inc.,
By: /s/ Xxxxx X. Xxxxxxx
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Printed: Xxxxx X. Xxxxxxx
----------------
Title: Vice President
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ATTEST:
-----------------
Secretary [Seal]
Sub-Tenant:
Concentric Network Corporation
By: /s/ Xxxxx X. Xxxxxxxx
---------------------------
Printed: Xxxxx X. Xxxxxxxx
----------------------
Title: Chairman, President & CEO
--------------------------
ATTEST:
--------------------
Secretary [Seal]
EXHIBIT B
Xxxxxxxx Technology Solutions
Anglum Leasehold Improvements
1997 Relocation
Net Book Value
Phase I
Office Buildout $ 76,829.22
Electrical $ 63,941.84
Kitchen-New Cabinets/Counter $ 630.63
Net Ops/Computer Room $ 31,966.17
Security/Fire Protection $ 16,713.87
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Sub-total $190,081.73
Phase II
Construction $ 58,102.50
Floor Covering $ 16,288.64
Electrical $ 50,471.02
HVAC $ 4,383.86
Signage $ 5,579.46
Misc. $ 1,092.78
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Sub-total $135,918.27
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Total $326,000.00
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Exhibit B
5 ton Liebert cooling system w/Humidification
30 KVA UPS
LEASE
THIS LEASE, made and entered into the 26 day of February, 1997, by and between
XXXXXXXXX PROPERTIES, LTC, a Missouri Limited Partnership ("Landlord"), and
CRITICAL TECHNOLOGIES, INC., a Missouri corporation ("Tenant"),
WITNESSETH:
1. PREMISES: Landlord, for and in consideration of the rents, covenants and
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agreements hereinafter mentioned and hereby agreed to be paid, kept and
performed by Tenant, does hereby lease with covenant for quiet enjoyment to
Tenant, and Tenant hereby hires from the Landlord, the following described
premises (the "Leased Premises") located in the city of Xxxxxxxxx, in the
County of St. Louis, State of Missouri, and more particularly described as
follows:
A 23,500 square foot office building and adjoining parking areas known
and numbered as 000 Xxxxxx Xxxxx, Xxxxxxxxx, Xxxxxxxx 00000.
2. USE OF PREMISES: The Leased Premises may be used and occupied by Tenant
---------------
during the term hereof, subject to the conditions herein contained and
subject to applicable zoning regulations, for parking, office and warehouse
activities. In no event shall the leased Premises be used for any purpose
contrary to law, zoning regulations, or recorded restrictions, if any.
3. IMPROVEMENTS TO PROPERTY: Landlord agrees that prior to the commencement of
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the term of this Lease it will, at its expense, inspect and repair all of
the mechanical (heating, cooling and ventilating) units, lighting,
electrical, plumbing, and windows, in order to place same in good working
order. Landlord shall not be obligated to make any other repairs or
improvements to accommodate Tenant's use. Tenant shall have the right to
install in the Leased Premises additional heating ventilating and air
conditioning equipment, loading facilities, interior furnishes and shall
have the right to instill a free-standing electrical generator outside of
the building, provided all of the following conditions have been met: (a)
plans and specifications for any such improvement shall have been submitted
to Landlord and Landlord shall have specifically approved same in writing
(which approval Landlord agrees shall not be unreasonably withheld) and (b)
all work is done in a good and workmanlike manner in accordance with the
plans and specifications approved by Landlord, (c) all work is done in
full compliance with all building codes, City of Xxxxxxxxx ordinances and
other laws applicable thereto, and (d) Tenant shall pay for all cost and
expense involved in such work, including and professional fees incurred by
Landlord to review such plans and specifications, and (e) Tenant shall
obtain Lien Waivers from all mechanics and material suppliers for such
improvements.
4. TERM: The term of this Lease shall commence on the 26th day of February,
----
1997, and end on the 31st day of March, 2002, both dates inclusive. If by
mutual consent of the parties, Tenant shall remain in possession of the
Leased Premises after the expiration of the term of this Lease, such
possession shall be as a month-to-month tenant, during which the rent shall
be payable at the same rate as that in effect during the last month of the
term, and provisions of this Lease shall be applicable.
5. RENT: Tenant shall, without deduction, abatement or set-off of any nature
----
whatsoever, pay to Landlord as fixed rent for the Leased Premises, as
follows. There shall be no rent paid for the period of February 26, 1997
to March 31, 1997.
Commencing April 1, 1997 to March 31, 1998 = $11,750.00 per month
Commencing April 1, 1998 to March 31, 1999 = $12,729.00 per month
Commencing April 1, 1999 to March 31, 2000 = $14,687.00 per month
Commencing April 1, 2000 to March 31, 2002 = $16,645.00 per month
Page 1 of 8
payable in advance without demand on the first day of each and every month
during the term of this Lease, commencing April 1, 1997. Tenant shall pay
the fixed rent for April, 1997 upon the execution hereof.
A late charge of five percent (5%) of any monthly rental payment will be
added after fifteen (15) days from the due date. Failure to pay any monthly
rental within ten (10) days after the due date shall be deemed to be an
event of default by Tenant under this Lease.
6. SECURITY DEPOSIT: Upon the execution of this Lease, Tenant shall deposit
----------------
with Landlord the sum equal to $28,395.00 of which $11,750.00 shall be
credited against the first month's rent payable hereunder and the balance
of $16,645.00 shall be held by Landlord as security for the faithful
performance and observance by Tenant of all the terms, covenants and
conditions of this Lease. Landlord shall retain said funds, as its own,
(without being liable for interest thereon) and may use, apply or retain
the whole or any part of the funds so deposited to the extent required for
the payment of any rent, additional rent or other sums as to which Tenant
is in default, or for the payment of any amount which Lessor may be
required to expend by reason of Tenant's default in respect of any of the
terms of this Lease. Landlord shall give Tenant five (5) days' written
notice before applying the deposit to any default. Should Tenant comply
with all of the terms of this Lease, so much of said security deposit not
spent or applied pursuant to the provisions of this paragraph shall be
returned to Tenant within thirty (30) days after the termination of this
Lease. If any portion of said deposit is so used or applied, Tenant shall,
within ten (10) days after the demand therefor, deposit cash with Landlord
in an amount sufficient to restore the security deposit to its original
amount and Tenant's failure to do so shall be a material breach of this
Lease. Should Landlord sell its interest in the Premises during the term
hereof and if Landlord delivers to the purchaser thereof the then
unappropriated funds deposited by Tenant as aforesaid, thereupon Landlord
shall be discharged from any and all liability, with respect to said
security deposit. The security deposit may not be used to pay the last
month's rent.
7. TAXES: Tenant shall pay all real estate and occupancy taxes, assessments
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and/or installments thereof on or before the date the same become due,
whether general or special, foreseen and unforseen, and shall furnish
Landlord a copy of the paid receipts therefor. Taxes shall be prorated for
1997 and 2002 for the period of the Lease.
Tenant reserves the right and privilege to contest the validity and amount
of any tax or assessment payable by it to any governmental body or agency,
whether assessed in its name or in the name of the Landlord. Landlord
grants Tenant the right to contest the validity and amount of any such tax
or assessment provided Tenant pays all costs and fees incurred in
proceedings before any agency or court; and, provided further, that Tenant
shall make proper provision to prevent any such tax or assessment from
becoming delinquent by reason of any contest thereof.
8. ASSIGNMENT AND SUBLETTING: Tenant shall not assign this Lease nor sublet
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all or any part of the Leased Premises without the prior written consent of
Landlord, which consent shall not be unreasonably withheld. Landlord's
consent to one assignment or subletting shall not be deemed a consent to
any other or further assignment or subletting. No assignment of this Lease
or subletting thereunder and no acceptance by Landlord of any rent or any
other sum of money from any assignee or sublessees shall release Tenant
from any of its obligations under this Lease; and in any event Tenant shall
remain primarily liable on this Lease for the entire term hereof and shall
in no way be released from the full and complete performance of all the
terms, conditions, covenants and agreements herein contained.
9. PARKING: Tenant shall during the Lease term have exclusive right to use all
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of the parking spaces.
10. REPAIRS AND MAINTENANCE: Landlord shall, at its cost, during the term of
-----------------------
this Lease keep in good repair the foundations, exterior walls, roofs,
gutters, and down spouts forming a part of the Leased Premises.
Landlord will be responsible for making major repairs or replacement of the
HVAC system until March 31, 1999, at which time Tenant will be responsible
for HVAC repairs or
Page 2 of 8
replacement throughout the remainder of the Lease, as required. Tenant
shall, at its cost, keep in good repair the parking lot drives, sidewalks,
and common areas forming a part of the Leased Premises and shall maintain
in good and first-class condition the lawn, sidewalks, drives, common
areas, and shrubbery, including watering same, cutting the grass, and the
replacing of any dead trees, bushes or other ornamental plants.
Tenant also, at its own cost and expense, keep all other parts of the
Leased Premises in good repair (including, but not limited to, repair and
replacement of the mechanical equipment, plumbing system, electrical
system, sprinkler system, exterior doors and interior doors and partitions)
and shall keep the Leased Premises in good order to the standards of a
first-class office building, including, but in no way limited to, keeping
the Leased Premises free of trash; and maintaining, and replacing all
broken glass, plate glass and skylights, in the Leased Premises.
In the event that Tenant shall be in default under this Paragraph 10, then
Landlord may cure such default on behalf of Tenant after providing 10 days
prior written notice, in which event Tenant on demand shall reimburse
Landlord for all sums paid to effect such cure, plus twelve percent (12%)
thereof to cover Landlord's overhead expenses and plus reasonable
attorneys' fees. In order to collect such reimbursement, Landlord shall
have all the remedies available under this Lease for a default in the
payment of rent.
11. ALTERATIONS: No substantial alteration, addition or improvement to the
-----------
Leased Premises shall be made by Tenant without the written consent of
Landlord, such consent not to be unreasonably withheld. Any alteration,
addition, or improvement made by Tenant after such consent shall have been
given, and any non-movable fixtures installed as a part thereof, shall at
Landlord's option become the property of Landlord upon the expiration or
sooner termination of this Lease; provided, however, that Landlord shall
have the right to require Tenant to remove such fixtures including all
phone, computer and telecommunications cabling, at Tenant's cost upon such
termination of this Lease. It is expressly understood and agreed, however,
that Tenant shall retain ownership of, and shall upon termination of this
Lease be permitted to remove from the Leased Premises, those items of
equipment and personal property described on Exhibit A attached hereto,
---------
provided that such removal does not adversely affect or impair the
structure of the Leased Premises or mechanical or working systems serving
the Leased Premises, and further provided that Tenant shall be responsible
at its sole cost for repairing all damage to the Leased Premises caused by
such removal.
12. WASTE: Tenant covenants not to do or suffer any waste to the Leased
-----
Premises.
13. MECHANICS' LIENS: Tenant shall not permit mechanics' liens to be filed
----------------
against the fee of the Leased Premises or against Tenant's leasehold
interest in the Premises by reason of work, labor, services or materials
supplied or claimed to have been supplied to Tenant or anyone holding the
Leased Premises through or under Tenant, whether prior or subsequent to the
commencement of the term hereof. If any such mechanics' lien shall at any
time be filed, against the Leased Premises and Tenant shall fail to remove
same within thirty (30) days thereafter, it shall constitute a default
under the provisions of this Lease.
14. RESTRICTIONS OF USE: Tenant shall not allow, permit or suffer any noise,
-------------------
smoke or odor to escape from the Leased Premises, or occupy the Leased
Premises in such manner as to constitute a public nuisance or environmental
hazard. No sign, fixture, advertisement or notice shall be displayed,
inscribed, painted, or affixed by Tenant on any part of the outside of the
Leased Premises or on the parking lot or on any part of the Leased
Premises' without the prior written consent of Landlord. At the expiration
of the Lease term, Tenant shall remove all such signs or advertisement
matter at its cost and shall repair any damage resulting from such removal.
Nor shall Tenant allow or permit any goods, materials or equipment to be
stored outside of the buildings without the prior written consent of
Landlord. Such consent may not be unreasonably withheld.
15. UTILITIES: Tenant shall pay for all gas, electricity, water, air
---------
conditioning, sewer and telephone service and all other utilities used in
and upon the Leased Premises. Tenant shall be responsible for its own trash
removal.
Page 3 of 8
16. ACCESS: Landlord, and its duly authorized agents, employees and
------
contractors, shall have access to the Leased Premises at all reasonable
times for the purpose of inspecting the same and making necessary repairs
or replacements as described under Paragraph 10.
17. INSURANCE: Prior to commencement of occupancy by Tenant, Tenant at its
---------
expense shall obtain a policy of insurance insuring the Leased Premises
against losses for fire and extended coverage for the full replacement
value of the building on the Leased Premises including earthquake, coverage
and shall also obtain a policy of public liability insurance in at least
the amount of $1,000,000.00. Landlord shall be named as an insured under
such policies. In the event the building and improvements on the Leased
Premises are damaged or destroyed by fire or other casualty, rent shall not
xxxxx and Landlord shall restore the said premises to substantially the
same condition in which they existed prior to such damage, and with all
reasonable speed and promptness, not to exceed one hundred eighty (180)
days. Landlord shall use the proceeds of such insurance and repairs in
rebuilding the Leased Premises. In determining what constitutes reasonable
speed and promptness, considerations shall be given to delays caused, by
strikes, adjustment of insurance, and other causes beyond Landlord's
control. In no event shall Landlord be required to restore any alteration,
additions, or improvement made by or for Tenant, nor any trade fixtures,
equipment or other property belonging to Tenant. In the event that the
Leased Premises have not been restored within one hundred eighty (180) days
of the casualty, either Tenant or Landlord may thereafter elect to
terminate this Lease by serving written notice of termination on the other
party, provided that the Leased Premises have not been restored prior to
the date on which the notice of termination has been given hereunder.
Tenant shall have the right to provide the insurance policies required
above pursuant to blanket policies obtained by Tenant, provided such
blanket policies expressly afford coverage to the Premises and Landlord
required by this Lease. Landlord and Tenant hereby waive the right each
may have against the other on account of any loss or damage occasioned to
Landlord or Tenant, as the case may be, their respective property, the
Leased Premises or its contents arising from any risk insured against by
Landlord or Tenant; and the parties each, on behalf of their respective
insurance companies insuring the property of either Landlord or Tenant
against any such loss, waive any right of subrogation that it may have
against Landlord or Tenant, as the case may be. This release shall apply
only to the extent that such loss or damage is covered by insurance and
only so long as the applicable insurance policies contain a clause or
otherwise provide that this release shall not affect the right of the
injured to recover under such policies.
18. LIABILITY: Landlord shall not be liable for any failure of water supply,
---------
gas, or electric current; nor for any injury or damage to person or
property caused by gasoline, oil, steam, gas electricity, ice/snow,
tornado, flood, wind, or similar storms and disturbances; nor water or rain
which may leak or flow from the street, sewer, gas mains or any subsurface
area from any part of the buildings or improvements on the Leased Premises
occurring from such causes or at no fault of Landlord; nor for any
interference with light or air. Landlord shall not be liable for any
personal injury to Tenant, its officers, agents, employees and invitees,
nor for any damages to any property of Tenant, irrespective of how much
such injury or damage may be caused.
Tenant shall indemnify and hold Landlord harmless from any loss, damages,
and expenses incident thereto, including attorneys' fees, arising out of
the liability to any person on account of loss of or damage to property or
injury persona resulting item the use and occupancy of the Leased Premises
or the parking lot, sidewalks, XXX, or common areas by Tenant; except,
however, Tenant shall not indemnify Landlord for its own acts of
negligence.
19. CONDEMNATION
------------
(a) If the whole of the Leased Premises shall be taken for any public or
any quasi-public use under any statute or by right of eminent domain,
or by purchase under threat of condemnation, then this Lease shall
automatically terminate as of the date that title shall be taken. If
any part of the Leased Premises shall be so taken as to render the
remainder thereof unusable for the purposes for which the Leased
Premises were leased in either parties' discretion, then Landlord and
Tenant shall each have the right to terminate this Lease on thirty
(30) days' notice to the other given within ninety (90) days after the
date of such taking. In the event that this Lease shall terminate or
be
Page 4 of 8
terminated, the rental shall, if and as necessary, be prorated between
Landlord and Tenant as of the date of such termination;
(b) If any part of the Leased Premises shall be so taken and this Lease
shall not terminate or be terminated under the provisions of
Subparagraph (a) above, then the rental shall be equitably apportioned
according to the area so taken, and Landlord shall, at its own cost
and expense, restore the remaining portion of the Leased Premises to
the extent necessary to render them reasonably suitable for the
purposes for which they were leased, and shall make all repairs to the
building in which the Leased Premises are located to the extent
necessary to constitute the building a complete architectural unit;
and
(c) All compensation awarded or paid upon such a total or partial taking
of the Leased Premises shall belong to and be the property of Landlord
without any participation by Tenant; provided, however, that nothing
contained herein shall be construed to preclude Tenant from
prosecuting any claim directly against the condemning authority in
such condemnation proceeding for loss of business, depreciation to,
damage to, or cost of removal of, or the value of stock, trade
fixtures, furniture, and other personal property belonging to Tenant;
provided, however, that no such claim shall diminish or otherwise
adversely affect Landlord's award.
20. DEFAULT: The following events shall be deemed to be events of default by
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Tenant under this Lease: (i) if Tenant shall fail to pay any fixed or
additional rent hereby reserved within ten (10) days after due date; (ii)
if Tenant shall fail to comply with any term, or 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; (iii) if
Tenant shall become insolvent, or shall make a transfer with intent to
defraud its creditors, or shall make an assignment for the benefit of its
creditors; (iv) if 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 United States or any state thereof; or Tenant shall
be adjudicated bankrupt or insolvent in proceedings filed thereunder; (v)
if a receiver or trustee shall be appointed for all or substantially all of
the assets of Tenant; or (vi) if Tenant shall desert or vacate any
substantial portion of the Leased Premises.
Upon the occurrence of any such event of default, Landlord shall have the
option to pursue any one or more of the following remedies (as well as any
other remedies provided by law) without any further notice or demand
whatsoever:
(a) Declare immediately due and payable the entire amount of the rent then
remaining to be paid under this Lease for the balance of the Lease
term;
(b) Enter upon and take possession of the Leased Premises by any lawful
means, and dispossess, expel, and remove Tenant and any other persons
who may be occupying the Leased Premises or any part thereof
(including changing or altering the locks and other security devices)
and remove and expel any personal property or trade fixtures located
therein, all without being liable to any prosecution thereof or for
any damages resulting therefrom. Such re-entry and/or repossession by
Landlord shall not terminate this Lease nor relieve Tenant of its
obligations under this Lease, including its obligation to pay rent
(whether or not the time for payment of rent has been accelerated). In
the event of such re-entry or repossession by Landlord, Landlord shall
also have the option to re-let the Leased Premises as agent for Tenant
(in the name of Landlord or in the name of Tenant), at any rent and
for any term readily obtainable and receive the rent therefor, in
which event Tenant shall be given credit for any rents that may arise
by reason, of such re-letting (after first deducting all repossession
costs, brokerage commissions, legal expenses, attorneys' fees, and all
other expenses in cleaning, repairing and altering the premises for
re-letting); and
(c) Forfeit and terminate this Lease forthwith. In the event of such
termination, Tenant shall immediately surrender the Leased Premises to
Landlord and if Tenant fails to do so, Landlord may enter upon and
take possession of the Leased Premises by any lawful means and
expel or remove Tenant and any other person who may be
Page 5 of 8
occupying said premises or any part thereof, and any personal property
or trade fixtures located therein. In the event of the forfeiture of
this Lease as herein provided, Tenant agrees that any security deposit
being held by Landlord hereunder shall be retained by Landlord and
applied against all damages incurred with respect to Tenant's default,
which damages shall include all unpaid rent and any other damages
accruing to Landlord by reason of the violation by Tenant of any of
the terms, provisions and covenants of this Lease.
Tenant hereby waives demand for rent, demand for possession, notice for
forfeiture, notice of termination and any and all other demands or notices
required by law.
Pursuit by Landlord of any of the foregoing remedies or any other remedy
provided by law shall not constitute a forfeiture or waiver of any rent due
to Landlord hereunder or of any damages accruing to Landlord by reason of
the violation by Tenant of any of the terms, provisions and covenants of
this Lease. In no event shall Tenant be relieved from its obligation to pay
the rentals specified in this Lease by reason of a surrender of possession,
termination of this Lease or in any other manner whatsoever, unless
specifically agreed to in writing by Landlord.
No waiver by Landlord of any violation or breach of any of the terms,
provisions and covenants of this Lease shall be deemed or construed to
constitute a waiver of any other violation or 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 a waiver of such
default.
If Landlord incurs any expenses, including court costs and attorneys' fees,
as a result of a default by Tenant under this lease, then such expenses
shall be reimbursed by Tenant as additional rent, whether or not such
default is subsequently cured.
Tenant's delinquent payments shall bear interest at the rate of twelve
percent (12%) per annum from the date of delinquency until paid.
21. SURRENDER AND TERMINATION: At the expiration of the Lease term, Tenant
-------------------------
shall surrender the Leased Premises in as good condition as they were in at
the beginning of the term, reasonable use and wear and damage by the
elements excepted.
Notwithstanding and provisions of law or any judicial decision to the
contrary, no notice shall be required to terminate the term of this Lease
as herein provided, and the term of this Lease shall expire on this
termination date herein mentioned without notice being required from either
party. In the event that Tenant or any party holding under Tenant shall
remain in possession of the Leased Premises beyond the expiration of the
term of this Lease, whether by limitation or forfeiture, such party shall
pay double rent hereunder during such hold-over period, except if such
hold-over is with Landlord's consent as provided in Paragraph 4.
22. NOTICES: Any notice required to be given by either party to the other party
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under the terms of this Lease shall be personally served upon it or mailed
by United Stated certified mail to said party at its last known address.
The current addresses of the parties are as follows:
LANDLORD TENANT
-------- ------
Xx. Xxxxxxx X. Xxxxxxxxx, Xx. Mr. Xxxx Xxxxxx, Treasurer
Xxxxxxxxx Properties, LTC Critical Technologies, Inc.
31 Xxxxxxx 0000 Xxxxxxxxxx Xxxxx
Xx. Xxxxx, Xxxxxxxx 00000 Xxxxxxxxx, Xxxxxxxx 00000
23. HEADINGS AND DEFINITIONS:
------------------------
(a) It is agreed that the headings and phrases as to the contents of
particular paragraphs of this Lease are inserted a matter of
convenience and for reference, and in no way are or are intended to be
a part of this Lease or in any way to define, limit or describe the
scope or intent of the paragraph to which they refer; and
Page 6 of 8
(b) Where in this instrument pronouns appear, or words indicating the
singular number, such words shall be considered as masculine,
feminine, or neuter pronouns or words indicating the plural number,
and vice versa, where the context indicates the propriety of such use.
24. MODIFICATIONS: Landlord and Tenant agree that this Lease contains the
-------------
entire agreement between them and shall not be modified in any manner
except by an instrument in writing signed by each of them.
25. BENEFIT: This Lease shall inure to the benefit of and be binding upon
-------
Landlord and Tenant and their respective heirs, executors, personal
representatives, administrators, successors and assigns, as the case may
be.
26. SUBORDINATION: Tenant agrees that upon delivery to it by any mortgagee of
-------------
the Leased Premises of a "non-disturbance letter," as same is defined
below, that this Lease and Tenant's interest in this Lease shall be
subordinated to any mortgage, deed of trust or other method of financing or
refinancing now or hereafter encumbering the Leased Premises, the land
underlying the Leased Premises, and/or the building of which the Leased
Premises comprise a part; and to all renewals, modifications, replacements,
consolidations and extensions thereof. Tenant further agrees that in such
event it will execute and deliver any and all documents necessary to
evidence the subordination of its rights under this Lease as aforesaid. The
"non- disturbance letter" referred to above shall be any letter from the
holder of such mortgage, deed of trust or other security instrument to the
effect that in the event of a foreclosure or other action taken under any
such security instrument that this Lease and the rights of Tenant hereunder
shall not be disturbed, diminished or interfered with, but shall continue
in full force and effect so long as Tenant shall not be in default
hereunder.
In any event, if any such mortgage, deed of trust or other security
instrument encumbering the Leased Premises is foreclosed for any reason,
and the holder of such mortgage, deed of trust or other security instrument
succeeds to the interest of Landlord under this Lease, Tenant shall be
bound to such mortgage, deed of trust or security holders under all of the
terms of this Lease for the balance of the term thereof remaining, with the
same force and effect as if said mortgagee were the Landlord under this
Lease; and Tenant hereby attorns to the mortgagee as its Landlord, such
attornment to be effective and self-operative, without the execution of any
further instrument on the part of either of the parties hereto, immediately
upon the mortgage succeeding to the interest of Landlord under this Lease.
27. ESTOPPEL CERTIFICATE: Tenant agrees, at any time, and from time to time,
--------------------
upon not less than ten (10) days' prior notice by Landlord, to execute,
acknowledge and deliver to Landlord, a statement in writing addressed to
Landlord certifying that this Lease is unmodified and in full force and
effect (or, if there have been modifications, that the same is in full
force and effect as modified and stating the modifications), stating the
dates to which the fixed minimum rent, additional rental and other charges
have been paid, and stating whether or not to the best knowledge of the
signer of such certificate, agreement, term, provision or condition
contained in this Lease, and, if so, specifying each such default of which
the signer may have knowledge, it being intended that any such statement
delivered pursuant hereto may be relied upon by Landlord and by any
mortgagee or prospective mortgagee of any mortgage affecting the building
or the building and the land, and by prospective purchaser of the Property.
28. SEVERABILITY: This Lease and its provisions are to be construed as a whole,
------------
but should any provision be held or be void or illegal, then such clause or
provision shall be deemed severable from the Lease and shall be considered
stricken herefrom, but the Lease shall not be deemed void or otherwise
modified or affected.
29. QUIET ENJOYMENT: Tenant shall at all times during the term hereof and all
---------------
extensions or renewals, subject only to its payment of the rental and
performance of the agreements on its part to be performed, peacefully and
quietly have, hold and enjoy the premises without any manner of suit,
trouble, hindrance or from Landlord, its successors or assigns, or any
other person.
Page 7 of 8
30. ENVIRONMENTAL: Tenant shall not use, store, manufacture, dispose of or
-------------
discharge any pollutants, contaminants, or harmful or hazardous substances
from or on the Leased Premises or otherwise occupy or permit the Leased
Premises to be occupied or used in a manner which (i) violates any law,
regulation, rules or other governmental requirement, (ii) impairs the
health, safety or condition of any person or property or (iii) adversely
affects the use, enjoyment or value of the Leased Premises or the
surrounding property. Tenant shall promptly notify Landlord of the breach,
or the potential or threatened breach, of any of the provisions of this
paragraph. Tenant shall indemnify and hold Landlord and its officers,
shareholders, partners, employees, and agents, harmless from any loss,
claim, liability or expense (including, without limitation, attorneys'
fees, court costs, consultant fees, expert fees, penalties, fines, removal,
clean-up, transportation, disposal and restoration expenses) arising in
connection with Tenant's failure to comply with the provisions of this
paragraph. A breach of the provisions of this paragraph shall be a material
default enabling Landlord to exercise any of the remedies set forth in this
Lease. Tenant's obligation hereunder shall survive the termination of this
Lease.
31. RENEWAL OPTION: Tenant shall have the right to extend the term of the Lease
--------------
for an additional period of three (3) years, commencing on the expiration
of the original term of the Lease. Such renewal option shall be deemed
effectively exercised only if Tenant has given Landlord written notice
thereof at least one hundred eighty (180) days prior to the expiration of
the original term and only if Tenant is not in default under this Lease
both at the time of such exercise and at the time of the commencement of
the renewal term. All terms and provisions of the Lease shall be applicable
during such renewal term, except the fixed rent payable pursuant to
paragraph 5 shall equal $223,250.00 annually, with equal monthly payments
of $18,604.17. Such rent shall be payable without deductions, abatements or
set-offs of any nature whatsoever. It is expressly understood that the
renewal option granted in this paragraph is personal to the entity
expressly named as Tenant in this Lease and to any assignee and subtenant
which has been approved by Landlord, and that said option shall terminate
upon an assignment or subletting of Tenant's interest hereunder and shall
not inure to the benefit of any assignee or subtenant of Tenant which has
not been approved by Landlord.
32. CANCELLATION OPTION: Upon six months prior written notification, Leasee
-------------------
will have the right to terminate this Lease at the end of the 36th month.
Anytime after 36 months Leasee can terminate this Lease with three months
prior written notice. As consideration, Leasee will pay Lessor, an amount
equal to 50% of the remaining fixed rent obligation under the Lease as of
the effective date of the Lease termination, which amount will accompany
and be a requirement of the notice to terminate.
This Lease consists of thirty-two (32) paragraphs numbered consecutively.
IN WITNESS WHEREOF, the parties hereto have hereunto set their hands the day and
year first above mentioned.
TENANT: LANDLORD:
CRITICAL TECHNOLOGIES, INC. XXXXXXXXX PROPERTIES, LTC
By: /s/ [ILLEGIBLE]^^ By: /s/ Xxxxxxx X Xxxxxxxxx, Jr.
-------------------- ----------------------------------------
Wm. X. Xxxxxxxxx, Xx., General Partner
Date: 2/27/97 Date: 2/27/97
------------------ -------------------------------------
Time: 12:00 pm Time: 1:30 pm
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