EXHIBIT 10.10
SUB-SUBLEASE
THIS SUB-SUBLEASE is entered into as of May 21, 2001, between, Vault
Capital, Inc., a Washington corporation ("Sub-Sublessor"), and GrowthExperts
Group, Inc., an Alberta, Canada corporation ("Sub-Sublessee").
RECITALS
A. Sub-Sublessor and Trados Corporation, a Virginia corporation
("Sublessor"), are parties to a Sublease dated as of April 11, 2001 for the
premises described herein and Sublessor and ▇▇▇▇▇ Foundation, Inc., A Washington
501 (c)(3) non-profit corporation, ("Landlord"), are parties to Office Leases
dated as of May 27, 1999 (the "30th Floor Leases") and August 26, 1999 (the
"10th Floor Leases") (the 30th Floor Leases and the 10th Floor Leases
collectively referred to herein as the "Leases"). A Copy of the corresponding
Lease(s) is attached hereto as Exhibit A. Pursuant to the Leases, Sublessor
leases 2,140 rentable square feet on the 30th floor (the "30th Floor Premises")
and 1,724 rentable square feet on the 10th floor (the "10th Floor Premises" and,
collectively with the 30th Floor Premises, the "Leased Premises") from Landlord
at the ▇▇▇▇▇ Tower, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (the
"Building"). The Leased Premises and the Building are more fully described in
the Leases. Capitalized terms used and not defined in this Sub-Sublease shall
have the meanings given to them in the Leases.
B. Sub-Sublessee wishes to Sub-Sublease from Sub-Sublessor a portion of the
Leased Premises (sometimes referred to herein as the "Sub-Subleased Premises").
AGREEMENT
In consideration of the mutual promises of the parties and for other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Sub-Sublessor and Sub-Sublessee hereby agree as follows:
1. Sub-Sublease of Subleased Premises.
1.1 Sub-Subleased Premises.
(a) Sub-Sublessor hereby Sub-Subleases to Sub-Sublessee, and
Sub-Sublessee hereby Sub-Subleases from Sub-Sublessor, the Sub-Subleased
Premises, subject and pursuant to the terms and conditions of this
Sub-Sublease.
(b) Sub-Sublessor subleases to sub-Sublessee on the terms and
conditions in this sub-sublease the following portion of the Master
Premises: an office in the right N.E. corner in the Master premises on the
30th floor as outlined on attached Exhibit B.
1.2 Common Areas. To the extent that Sub-Sublessor has any right under the
Leases to use common areas and facilities within the Building, including
hallways, stairways and elevators necessary for access to the Sub-Subleased
Premises, Sub-Sublessee shall have a non-exclusive right to use those facilities
in common with Sub-Sublessor and other tenants and subtenants in the Building.
2. Term of Sub-Sublease.
2.1 Sub-Sublease Term. Subject to Section 2.3 below, the term of this
Sub-Sublease ("Sub-Sublease Term")commencing June 15, 2001, shall be
contemporaneous with the term of the Lease, as defined therein, except as
otherwise provided in this Sub-sublease.
2.2 Condition of Sub-Subleased Premises. Sub-Sublessor shall deliver to
Sub-Sublessee possession of the Sub-Subleased Premises on the Commencement Date
in an "as is, where-is" broom clean condition. Sub-Sublessee, by taking
possession, shall be deemed to have accepted without reservation the condition
of the Sub-Subleased Premises.
2.3 Failure to Deliver Possession. If Sub-Sublessor fails to deliver
possession of the Sub-Subleased Premises to Sub-Sublessee on the Commencement
Date set forth in Section 2.1, Sub-Sublessor shall have no liability to
Sub-Sublessee by reason of such delay, the Expiration Dates shall not be
extended, and the validity and enforceability of this Sub-Sublease shall not be
affected, but the Commencement Date shall be extended to the date on which
Sub-Sublessor delivers possession of the Sub-Subleased Premises to Sub-Sublessee
in the condition required by Section 2.2 above.
3. Base Rent. Sub-Sub-subtenant will pay to Sub Sublandlord
minimum rent ("Rent"), without deduction, setoff, notice, or demand, at the
Master Premises or at any other place Sub-Sublandlord designates by notice to
Sub-subtenant, Nine Hundred Dollars and no/100 ($900.) in advance of the first
day of each month of the Term. If Rent is not received by Sub-Sublandlord by the
fifth day of any month in which such Rent is due, Sub-subtenant shall pay to
Sub-Sublandlord a late charge ("Late Charge") equal fifty dollars ($50.00). This
Late Charge shall not in any way affect the operation of Article Sixteen of this
SUB-SUBLEASE, nor shall the provisions of said Article Sixteen affect the
payment of the Late Charge under this paragraph. A $1,800. (One thousand eight
hundred dollars) payment of first month's rent and security deposit will be
paid. This lease will be on a month-to-month basis. The lease contract will
automatically renew after each successive twelve month periods with an annual 5%
increase in Sub-subtenant's rent. Either party may terminate this contract with
30 days written notice.
3.1 Additional Rent. Sub-Sublessee shall pay to Sub-Sublessor, as
additional rent, one hundred percent (100%) of all Additional Rent payable by
Sub-Sublessor to Landlord under the Leases by reason of extra or special
services provided to Sub-Sublessee or the Sub-Subleased Premises;
Sub-Sublessee's use of equipment that adversely affects the temperature
maintained by the air conditioning system or that consumes higher amounts of
electricity than normal office lighting and office equipment; amounts
reimbursable to Landlord in connection with approvals and consents sought by
Sub-Sublessee; Sub-Sublessee's failure to keep the Sub-Subleased Premises and
Sub-Sublessee's fixtures and personal property in good order, condition and
repair; and all other acts or omissions of Sub-Sublessee or Sub-Sublessee's
agents, employees, contractors or invitees.
4. Return of Sub-Subleased Premises. At the expiration or earlier
termination of the Sub-Sublease Term, Sub-Sublessee shall return the
Sub-Subleased Premises to the Sub-Sublessor in the same condition as at the
commencement of the Sub-Sublease Term, except for normal wear and tear. At
Sub-Sublessor's option, Sub-Sublessor may require Sub-Sublessee to remove any
fixtures or alterations installed by Sub-Sublessee and to repair any damage
occasioned by that removal. The foregoing notwithstanding, Sub-Sublessee shall
in all events have the right to remove Sub-Sublessee's furniture and computer
hardware, excluding cabling.
5. Additional Obligations of Sub-Sublessee.
5.1 Incorporation of Leases. In addition to the payment of Rent,
Sub-Sublessee agrees, for the benefit of Sub-Sublessor, Sublessor and Landlord
that, during the term of this Sub-Sublease, Sub-Sublessee shall perform each and
every one of the obligations of the Tenant under the Leases, insofar as such
obligations pertain to the Sub-Subleased Premises, excluding only those
obligations expressly not incorporated into this Sub-Sublease. Except as
otherwise provided in this Section 5.1, all of the terms, covenants, and
conditions of the Leases shall be incorporated into this Sub-Sublease with the
same force and effect as if the Sub-Sublessor were the Landlord and the
Sub-Sublessee the Tenant under the Leases, except that each reference in such
incorporated provisions to "Leases" shall be deemed a reference to this
Sub-Sublease and each reference
to "Premises" shall be deemed a reference to the Sub-Subleased Premises, and,
except as is otherwise expressly provided in this Sub-Sublease, each party shall
be expressly bound to perform its obligations thereunder for the benefit of the
other.
5.2 Subordination of Sub-Sublease to Leases. This Sub-Sublease shall be
subject and subordinate to the Leases, and Landlord shall have all rights with
respect to the Sub-Subleased Premises that Landlord has under the Leases with
respect to the Leased Premises. Sub-Sublessee has no authority, and shall not
attempt to exercise any of Sub-Sublessor's options (if any exist) to extend or
terminate the Leases or to add or remove space from the Leased Premises. The
foregoing notwithstanding, if Sub-Sublessor shall fail to perform an obligation
of Sub-Sublessor under the Leases and if such failure may have a material
adverse effect upon Sub-Sublessee's rights under this Leases, Sub-Sublessor
hereby consents to Sub-Sublessee's tendering performance of such obligation to
Sublessor on Sub-Sublessor's behalf.
5.3 Services, Repairs and Maintenance.
(a) Sub-Sublessee acknowledges that Sub-Sublessor does not have
control of the Building or the Building systems, and that Sub-Sublessor will not
provide utilities or other Building services, maintenance or repair. Subject to
the terms of this Section 5.3, Sublessee will look solely to Landlord for
performance of the services, maintenance and repair to which Sub-Sublessor is
entitled under the Leases. The nature of such services, the hours during which
they will be provided, the charges for services in addition to those deemed
building standard, and the remedy with respect to an interruption of services,
the untenantability of the Sub-Subleased Premises after a casualty, or a taking
by eminent domain shall be as set forth in the Leases. In the event of an
interruption of services, a casualty or a taking by eminent domain,
Sub-Sublessee shall have no right to an abatement of Base Rent under this
Sub-Sublease unless Sub-Sublessor is entitled to an abatement of Base Rent under
the Leases and the amount of any abatement to which Sub-Sublessee is entitled
shall be limited to so much of the abatement actually received by Sub-Sublessor
as is allocable to the Sub-Subleased Premises.
(b) Sub-Sublessor, upon receipt of written notice from Sub-Sublessee,
shall make demand upon Sublessor to take all appropriate action for the
correction of any defect, inadequacy or insufficiency in Landlord's performance
under the Leases insofar as such defect, inadequacy or insufficiency relates to
the Sub-Subleased Premises. If, after receipt of written request from
Sub-Sublessor, Sublessor shall fail or refuse to perform its obligations under
the Leases, Sub-Sublessor shall, at Sub-Sublessee's cost and expense, take such
commercially reasonable actions as Sub-Sublessee may request to attempt to cause
Sublessor to perform such obligations.
5.4 Insurance. Sub-Sublessee shall obtain the insurance required by the
Leases and shall name Sub-Sublessor, its officers, directors, employees, agents,
attorneys and assigns, and the parties required to be named as additional
insureds pursuant to the Leases, as additional insureds thereunder.
5.5 No Violation of Leases. Sub-Sublessee shall neither do nor permit
anything to be done which would cause the Leases to be terminated or forfeited
by reason of any right of termination or forfeiture or default reserved or
vested in the Sublessee under the Leases, and Sub-Sublessee shall indemnify and
hold Sub-Sublessor harmless from and against all claims of any kind whatsoever
arising out of Sub-Sublessee's breach of the foregoing covenant.
5.6 Use. Sub-Sublessee shall use the Sub-Subleased Premises only for the
purposes permitted under the Leases and for no other purpose.
5.7 Notices. Sub-Sublessee shall forward to Sub-Sublessor, immediately upon
receipt thereof, copies of any notices relating to Sub-Sublessee's occupancy or
use of the Sub-Subleased Premises received by Sub-Sublessee from Sublessor or
Landlord or from any governmental authority, except those that pertain to the
Sub-Sublessee's normal course of business such as taxes and other regulatory
filings.
5.8 Sublessee's and Landlord's Consent. Any act of Sub-Sublessee that, if
done by Sub-Sublessor, would require Landlord's consent under the Leases shall
also require Sublessee's and Landlord's consent under this Sub-Sublease.
6. No Assignment or Sub-Sub-Sublease.
(a) Sub-Sublessee shall not assign its interest in this Sub-Sublease
or Sub-Sub-Sublease all or any portion of the Sub-Subleased Premises without the
prior written consent of Sub-Sublessor, Sublessor and Landlord. For the purposes
of this Section 6, any merger, consolidation or liquidation of Sub-Sublessee, or
any direct or indirect change in more than fifty percent (50%) of the ownership
interest in or the power to vote the majority of the outstanding voting stock of
Sub-Sublessee, shall constitute an assignment for which consent is required by
Sub-Sublessor. Sub-Sublessor's consent to a proposed assignment or
sub-sub-subletting shall not be unreasonably withheld. Notwithstanding anything
to the contrary in the preceding sentences of this Section 6(a), (i) the
transfer of outstanding capital stock or other listed equity interests by
persons or parties other than "insiders" within the meaning of the Security
Exchange Act of 1934, as amended, through the "over-the-counter" market or any
recognized national or international securities exchange shall not be included
in determining whether a transfer of control or ownership has occurred and
(ii)(A) the assignment of this Sub-Sublease or a sub-sub-subletting of all or a
portion of the Sub-Subleased Premises to an affiliate of Sub-Sublessee that
controls, is under common control with or is controlled by Sub-Sublessee and (B)
a public or private offering of equity interests in Sub-Sublessor shall not
require Sub-Sublessor's consent, but shall require prior notice to
Sub-Sublessor, Sublessor and Landlord and shall be subject to Sublessor's and
Landlord's consent if required under the Leases. Consent to any assignment or
Sub-Sub-Sublease shall not operate as a waiver of the necessity for consent to
any subsequent assignment or Sub-Sub-Sublease. Whenever consent is granted,
Sub-Sublessee shall promptly provide to Sub-Sublessor a copy of the executed
assignment or Sub-Sub-Sublease document, as the case may be. Any
Sub-Sub-Sublease or assignment made in violation of this Section 6 shall be
voidable by Sub-Sublessor and Sublessor.
(b) As a condition to Sub-Sublessor's consent to any assignment, any
potential assignee shall assume in writing all obligations of Sub-Sublessee
under this Sub-Sublease and shall be jointly and severally liable with
Sub-Sublessee for the payment of rental and other payments, and performance of
all terms, covenants and conditions of this Sub-Sublease. As a condition to
Sub-Sublessee's consent to any Sub-Sub-Sublease, the Sub-Sub-Sublessee shall
assume all obligations of Sub-Sublessee as to that portion of the Sub-Subleased
Premises that is Sub-Sub-Subleased, and shall be jointly and severally liable
with Sub-Sublessee for rental and other payments and for performance of all
terms, covenants and conditions of this Sub-Sublease, except that with respect
to payment of rents and other amounts, the Sub-Sublessee's obligation shall not
exceed its obligations under the Sub-Sublease.
(c) In the event of any assignment or Sub-Sub-Sublease, Sub-Sublessee
shall remain fully liable to perform the obligations of Sub-Sublessee under this
Sub-Sublease. In connection with each request made by Sub-Sublessee for consent
to an assignment or Sub-Sub-Sublease and upon demand from Sub-Sublessor,
Sub-Sublessee shall reimburse Sub-Sublessor for Sub-Sublessor's reasonable costs
actually incurred (including any amount payable by Sublessor to Landlord) in
processing Sub-Sublessee's request. Sub-Sublessor shall also be entitled to
receive as additional rent under this Sub-Sublease, as and when the same are
paid to Sub-Sublessee, and without affecting or reducing any other obligations
of Sub-Sublessee hereunder, one hundred percent (100%) of any sums or other
economic consideration received by Sub-Sublessee as a result of an assignment or
Sub-Sub-Sublease, however denominated under the assignment or Sub-Sub-Sublease,
which exceed, in the aggregate, (i) the Base Rent and Additional Rent that
Sub-Sublessee is obligated to pay to Sub-Sublessor under this Sub-Sublease over
the same period (prorated to reflect obligations allocable to any portion of the
Sub-Subleased Premises that are Sub-Sub-Subleased), plus (ii) any customary real
estate brokerage commissions or fees paid by Sub-Sublessee to an unrelated
licensed broker or agent to procure such assignment or Sub-Sub-Sublease.
7. Condition Precedent. Sub-Sublessee acknowledges that Sub-Sublessor's
right to Sub-Sublease the Sub-Subleased Premises is subject to obtaining the
prior written consent of Sublessor and Landlord. If such consent is not obtained
within 30 days of the date of this Sub-Sublease, then either party may, at its
option, terminate this Sub-Sublease by written notice given within three (3)
business days of the expiration of the 30-day period. If this Sub-Sublease is
terminated in accordance with the foregoing sentence, and if Sub-Sublessee shall
have paid any Base Rent or Security Deposit to Sub-Sublessor, Sub-Sublessor
shall promptly refund to Sub-Sublessee any Base Rent and/or Security Deposit so
paid.
8. Mutual indemnification
A. Indemnification of Sub- Sublessor by Sub- Sublessee. Sub- Sublessee
shall indemnify and hold Sub- Sublessor harmless from and against any and all
damages arising out of any damage to any persons or property occurring in, on,
or about the Master Premises or the Property resulting from the acts or
omissions of the Sub-Sublessee or his authorized representatives.
B. Indemnification of Sub- Sublessee by Sub-Sublessor. Sub-Sublessor shall
indemnify and hold Sub-Sublessee harmless from and against any and all damages
arising out of any damage to any persons or property occurring in, on, or about
the Master Premises or the Property resulting from the acts or omissions of
Sub-Sublessor or his authorized representatives.
C. Indemnification of Landlord by Sub-Sublessee. Sub-Sublessee shall
indemnify and hold Landlord harmless from and against any and all damages
arising out of any damage to any persons or property occurring in, on, or about
the Master Premises or the Property resulting from the acts or omissions of the
Sub-Sublessee or his authorized representatives.
D. Waiver of Worker's Compensation Immunity. The indemnification
obligations contained in this Article Eleven shall not be limited by any
worker's compensation, benefit, or disability laws, and each Party hereby waives
(solely for the benefit of such Party) any immunity that said indemnifying party
may have under the Industrial Insurance Act, Title 51, Revised Code of
Washington, and similar worker's compensation, benefit, or disability laws.
E. Provisions Specifically Negotiated. SUB- SUBLESSOR AND SUB-SUBLESSEE
ACKNOWLEDGE BY THEIR INITIALS BELOW AND THEIR EXECUTION OF THIS LEASE THAT EACH
OF THE INDEMNIFICATION PROVISIONS OF THIS LEASE(SPECIFICALLY INCLUDING BUT NOT
LIMITED TO THOSE RELATING TO WORKER'S COMPENSATION BENEFITS AND LAWS) WERE
SPECIFICALLY NEGOTIATED AND AGREED TO BY SUB-SUBLESSOR AND SUB-SUBLESSEE.
Sub-Sublessor's Initials (PF): "PF"
Sub-Sublessee's Initials (X): "FTW"
9. Notices. Any notice or demand which either party may or must give
pursuant to or in connection with this Sub-Sublease shall be in writing,
delivered personally, sent by a nationally recognized courier, or by first class
mail, postage prepaid, or by facsimile transmission as follows:
If to Sublessor: TRADOS Corporation
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attn:▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, V.P. and General Counsel
If to Sub-Sublessor: Vault Capital, Inc.
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attn: ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, CEO
If to Sub -Sublessee: GrowthExperts Group,Inc.
▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attn: ▇▇. ▇▇▇▇▇ ▇▇▇, COO
Either party may, by notice in writing, direct that future notices or
demands be sent to a different address. Notices sent by personal delivery or
facsimile shall be deemed to have been given upon confirmation of actual
delivery on a business day prior to 5:00 p.m.EST.
Notices sent by personal delivery or facsimile and actually received after
5:00 p.m. EST, will be deemed to have been given on the next following business
day. Other notices, if properly addressed, will be deemed given one (1) business
day after being sent by overnight courier, and three (3) business days after
being sent by certified mail, return receipt requested.
9. Entire Agreement. This Sub-Sublease represents the entire agreement of
the Sub-Sublessor and Sub-Sublessee with respect to this subject matter and
supersedes all prior oral and written understandings and agreements of the
parties, all of which are merged within this Sub-Sublease. The Exhibits attached
hereto are part of this Sub-Sublease. This Sub-Sublease may not be amended,
modified, or supplemented in any manner other than by the written agreement of
the parties signed by the authorized representatives of the parties.
10. Successors and Assigns; Survival of Obligations. The covenants and
agreements in this Sub-Sublease shall bind and inure to the benefit of
Sub-Sublessor, Sub-Sublessee and their respective successors and permitted
assigns.
11. Confidentiality. Neither Sub-Sublessee nor its employees will disclose
to any third party or to anyone not directly involved in the negotiation of this
transaction any of the terms and conditions of this Sub-Sublease, including
without limitation the rent payable by Sub-Sublessee hereunder. In addition,
neither Sub-Sublessor nor Sub-Sublessee shall make any press release or public
announcement with respect to this Sub-Sublease without the prior written consent
of the other, which consent shall not be unreasonably withheld or delayed.
Nothing in this Section shall limit or impair Sub-Sublessee's or Sub-Sublessor's
right to make such disclosures of the terms of this Sub-Sublease as may be
required by law or for purposes of preparation and distribution of its financial
statements or forward-looking financial documents.
12. Attorneys' Fees. In the event suit is brought for the recovery of rent
due under the provisions of this Sub-Sublease, or for breach by either party of
any other conditions or covenants contained in this Sub-Sublease, the prevailing
party shall be paid by the non-prevailing party the reasonable fees and
disbursements of the prevailing party's attorneys.
13. Agents and Brokers. Each party acknowledges that Vault Capital, has
facilitated the transactions contemplated by this Sub-Sublease. Each party
represents to the other that it has engaged no other agent broker or agent in
connection with the negotiation leading to this agreement, and shall hold the
other harmless from any claim or demand from any other agent or broker claiming
to have acted on behalf of the indemnifying party in connection with this
agreement.
EXECUTED as of the date first written above.
SUB-SUBLESSEE
GrowthExperts Group, Inc., an Alberta, Canada
corporation
By "F. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇"
-------------------------------------------
Name: F. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: CEO
SUB-SUBLESSOR
Vault Capital, Inc., a Washington corporation
By "▇▇▇▇▇ ▇▇▇▇▇▇▇▇"
-------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, CEO
SUBLESSOR
TRADOS Corporation, a Virginia corporation
By "▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇"
-------------------------------------------
Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, Vice President
The undersigned, ▇▇▇▇▇ Foundation, a Washington 501 (c)(3) non-profit
corporation hereby consents to the foregoing Sub-Sublease.
LANDLORD:
▇▇▇▇▇ Foundation, a Washington 501 (c)(3)
non-profit corporation
By: "Signed"
Its: Managing Director
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this 12 day of July, 2001, before me, the undersigned, a Notary Public
in and for the State or Province of ____________, duly commissioned and sworn,
personally appeared ▇▇▇ ▇▇▇▇▇▇▇, to me known to be the person who signed as
Chief Executive Officer of GrowthExperts Group, Inc., the corporation that
executed the within and foregoing instrument, and acknowledged said instrument
to be the free and voluntary act and deed of said corporation for the uses and
purposes therein mentioned, and on oath stated that he was duly elected,
qualified and acting as said officer of the corporation, that he was authorized
to execute said instrument and that the seal affixed, if any, is the corporate
seal of said corporation.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day
and year first above written.
"▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇"
----------------------------------------------
(Signature of Notary)
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
----------------------------------------------
(Print or stamp name of Notary)
NOTARY PUBLIC in and for the State
of Washington, residing at Seattle
My appointment expires: ▇-▇-▇▇
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ )
) ss.
COUNTY OF KING )
On this 16th day of July, 2001, before me, the undersigned, a Notary Public
in and for the State of Washington, duly commissioned and sworn, personally
appeared ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, to me known to be the person who signed as CEO of Vault
Capital, Inc., the corporation that executed the within and foregoing
instrument, and acknowledged said instrument to be the free and voluntary act
and deed of said corporation for the uses and purposes therein mentioned, and on
oath stated that she was duly elected, qualified and acting as said officer of
the corporation, that she was authorized to execute said instrument and that the
seal affixed, if any, is the corporate seal of said corporation.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day
and year first above written.
"▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇"
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(Signature of Notary)
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
----------------------------------------------
(Print or stamp name of Notary)
NOTARY PUBLIC in and for the State
of Washington, residing at Seattle
My appointment expires: ▇-▇-▇▇
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ )
) ss.
COUNTY OF KING )
On this 20th day of July, 2001, before me, the undersigned, a Notary Public
in and for the State of Washington, duly commissioned and sworn, personally
appeared ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, to me known to be the person who signed as Managing
Director, Real Estate of ▇▇▇ is Foundation, the corporation that executed the
within and foregoing instrument, and acknowledged said instrument to be the free
and voluntary act and deed of said corporation for the uses and purposes therein
mentioned, and on oath stated that he was duly elected, qualified and acting as
said officer of the corporation, that he was authorized to execute said
instrument and that the seal affixed, if any, is the corporate seal of said
corporation.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day
and year first above written.
"▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇"
----------------------------------------------
(Signature of Notary)
▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
----------------------------------------------
(Print or stamp name of Notary)
NOTARY PUBLIC in and for the State
of Washington, residing at ----------------.
My appointment expires: 5-5-04.
EXHIBIT A
to
SUB-SUBLEASE
COPY OF LEASE(S)
