OFFICE LEASE
THIS LEASE is made this ___ day of ___, ___, by and between SHERWOOD
FOREST OF TEMPLE TERRACE, INC. (herein called "Landlord") and ASSOCIATED
GOLF MANAGEMENT, INC. (herein called "Tenant"), which Parties in
consideration of their mutual covenants herein set forth do hereby agree as
herein specified.
SECTION 1. DEMISED PREMISES. In consideration of the rent
hereafter agreed to be paid by Tenant to Landlord, and in consideration of
the covenants of the respective parties hereto to be performed by them at
the time and in the manner hereinafter provided, Landlord does hereby lease
and let unto Tenant, and Tenant does hereby lease from Landlord, those
certain premises (herein called the "demised premises") situate in the
SHERWOOD FOREST SHOPPING CENTER & OFFICES (herein called the "Center"), in
HilLsborough County, Florida. The boundaries and location of the demised
premises within the center are indicated in red on the site plan of the
center, labeled Schedule "A" attached hereto and made a part hereof. For
purposes of this lease, where applicable, the area of the demised premises
is 706 square feet, including all outside walls and one-half thickness of
party walls.
SECTION 2. TERM OF LEASE AND OPTION. This lease shall be month to
month for up to a term of 1 year. The "lease commencement date" shall be
June 1, 1999. The "possession date" shall be N/A.
Provided that the lease is still in full force and effect and that the
Tenant is not in default under any of the. terms or conditions of this
lease, Tenant shall have (1) option to extend the term of this lease (the
option "periods"), each option for a period of (1) year(s) following the
initial lease term, or the then applicable option period. Tenant shall
exercise such option(s) to extend by written notice to Landlord at least
sixty (60) days prior to the expiration of the initial lease term or the
then applicable option period.
SECTION 3. RENTAL. Tenant covenants and agrees that it will pay to
Landlord for the use of the demised premises rental without setoff,
deduction or demand, except as expressly authorized under the terms of
Section 12 and 13 of this Lease, as follows:
A. Base Rent. "Base rent" at the rate of $9,453.24 per annum,
payable in equal monthly installments of $787.77 per month, in advance, on
the first day of each month during the term of this lease. Base rent
subject to annual CPI adjustment @ 3%.
B. Sales and Use Tax. Tenant shall also pay any and all sales tax
levied upon the use and occupancy of the demised premises which may be now
or hereafter imposed by any lawful authority.
C. Definition of Lease Year. The term "lease year" as used in this
lease shall refer to each twelve (12) month period starting on June 1,
1999, and each consecutive anniversary of such date thereafter.
D. Default on Money Payments. If Tenant fails to pay as and when
due the proper amount of base rent, sales and use tax and any other amounts
which may be due Landlord under this Lease by the sixth day of the month,
Tenant shall pay to Landlord a service charge of $5.00 per day ($30.00
minimum) in order to defray the expenses of handling such late payment. In
addition, if any checks are returned for any reason whatsoever, or if
payment thereon is refused, Tenant shall pay Landlord a fee of $20.00 for
each such dishonored check to defray Landlord's administrative cost in
connection therewith.
SECTION 4. USE OF DEMISED PREMISES. It is understood and agreed
between the parties hereto and Tenant covenants that during the continuance
of this Lease the premises shall be used and occupied only as a business
office and for no other purpose or purposes, without the prior written
consent of Landlord. Tenant agrees to operate its business within the
demised premises for such use during the entire term of this Lease, and to
conduct its business at all times in a business-like and reputable manner.
Landlord shall have the right to prescribe such reasonable rules governing
the conduct of business and use of the common area in the Center as
Landlord in its sole discretion shall deem necessary in order to promote a
first class commercial environment for the benefit of customers, other
tenants, and clients of the Center and as to Landlord's relationship with
such parties and Tenant consents and agrees to obey all such rules and
regulations and to require all persons in the Premises to comply with such
rules and regulations. No auction, fire, liquidation or bankruptcy sale
may be conducted in the demised premises without the previous written
consent of Landlord. Tenant shall not make any use of the Premises that
shall cause an increase in Landlord's insurance.
The use and occupation by Tenant of the demised premises shall include
the nonexclusive use in common with others of the common areas, employees'
parking areas, service roads, loading facilities, sidewalks and visitor car
parking areas designated from time to time by Landlord subject, however, to
the terms and conditions of this agreement and to reasonable rules and
regulations for the use thereof prescribed from time to time by Landlord.
Landlord expressly reserves the right at Landlord's sole discretion to
change or relocate any portion of the common areas, parking areas, service
roads, driveways, and sidewalks at any time or times.
SECTION 5. CARE OF PREMISES. Tenant shall not perform any acts or
carry on any practices within the demised premises and common areas which
may injure the building or be a nuisance or menace to other tenants in the
Center and shall keep the demised premises under its control clean and free
from all vermin, rubbish and debris at all times, and shall store all trash
and garbage within the demised premises or at Landlord's designated place
therefor and arrange for the regular pick-up of such trash and garbage at
Tenant's expense. Tenant shall not burn any trash or garbage of any kind
within the Center. Tenant shall not keep or display any signs on or
otherwise obstruct the walkways or areaways adjacent to the demised
premises without the written consent of Landlord.
SECTION 6. MAINTENANCE AND ALTERATIONS. Landlord shall keep the
foundation, outer walls, roof and buried conduits of the demised premises
in good repair and Landlord shall pay for all repairs to such portions of
the premises except such repairs that may be occasioned by the negligence
of Tenant or Tenant's agent or employees. If any repairs to the
structural portion of the premises (or to the building in which the
premises shall be located) should be required as a result of the negligence
of Tenant or Tenant's agent or employees, then Tenant shall pay all
expenses incurred by Landlord as a result of such repairs. Tenant shall
keep the inside of the demised premises, including all plumbing, wiring,
piping, fixtures, bulbs, flooring, carpeting, equipment, mechanical and
electrical, and appurtenances, all plate glass, and the exterior doors,
windows, and window frames of the demised premises in a clean and good
order, condition and repair, and shall also keep the premises in a clean,
sanitary and safe condition in accordance with law and in accordance with
all rules and
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regulations of governmental and quasi-governmental agencies (including
insurance boards) having jurisdiction over the Center. Tenant shall not
make any permanent alterations or improvements to the demised premises
without first obtaining Landlord's Consent to the design, materials, size
and location thereof, and Landlord's consent, at Landlord's sole option,
may also be conditioned upon the posting of a payment and performance bond.
If Tenant desires to make any permanent improvement(s) or alteration(s),
Landlord, upon approval of the plans and specifications therefor, may elect
to make such improvements for Tenant at Tenant's expense in order to ensure
the structural and architectural integrity and quality of construction work
in the Center. In any such event, Tenant shall deposit with Landlord such
sum of money as may be necessary to make, construct, or install such work.
All alterations, additions, improvements and such fixtures other than trade
fixtures which as a matter of law have become a part of the realty which
may be made or installed by either of the parties hereto upon the premises
and which in any manner are attached to the floors, walls or ceilings shall
upon the expiration or termination of this Lease become the property of
Landlord without any payment by Landlord therefor, provided that Landlord
may at its option require Tenant to remove from the premises at Tenant's
expense all or any portion or item heretofore specified at the expiration
of this Lease. Any personal and/or real property tax which may be imposed
by the proper taxing authorities upon any improvements made or requested by
Tenant shall be paid by Tenant. Tenant shall not install any lighting
fixtures (inside or outside of the demised premises), shades, awnings,
sliding doors in or on, alter the structure of or obstruct any portion of
the demised premises in any manner without first having obtained Landlord's
prior written consent therefor. Tenant agrees to remove all signs and
personal insignia which may be displayed in or about the demised premises
and pay Landlord for the repair of any damage caused to the demised
premises by Tenant's removal of such items. Anything in this Lease to the
contrary notwithstanding, Tenant shall not remove any furniture,
equipment, fixtures, personal property, or other improvements
from the demised premises without Landlord's prior written consent if
Tenant is in default under any of Tenant's covenants or obligations under
this Lease.
SECTION 7. ADVERTISING MEDIA. Tenant agrees not to use any
advertising media in the demised premises that shall be deemed reasonably
objectionable to Landlord or other tenants, including, but not limited to,
such media as signs (except as permitted in Section 19), loud speakers,
flashing lights, phonographs or radio broadcasts in a manner to be heard or
seen outside of the demised premises.
SECTION 8. INDEMNITY - LIABILITY INSURANCE. The Landlord shall not
be liable for any damage or injury to any person or property whether it be
the person or property of the Tenant, the Tenant's employees, agents,
guests, invitees or otherwise by reason of Tenant's occupancy of the leased
premises or because of fire, flood, windstorm, Acts of God, or for another
reason. The lessee agrees to indemnify and save harmless the Landlord from
and against any and all loss, damage, claim, demand, liability or expense
by reason of damage to person or property which may arise or be claimed to
have arisen as a result of the occupancy or use of said leased premises by
the Tenant or by reason thereof or in connection therewith or in any way
arising on account of any injury or damage caused to any person or property
on or in the leased premises providing however, that Tenant shall not
indemnify as to the loss or damage due to fault of Landlord.
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In addition to such indemnification, Tenant shall at its expense throughout
the duration of this Lease procure and continue in force general liability
insurance covering any and all injury to persons in or upon the demised
premises, including all damage from signs, glass, awnings, fixtures or
other appurtenances now or hereafter erected on the demised premises, and
insuring the indemnity agreement contained in this Section. Such
insurance shall be in the amount of not less than Five Hundred
Thousand Dollars ($500,000.00) for injury to one person in one accident,
occurrence or casualty, and not less than One Million Dollars
($1,000,000.00) aggregate; or in lieu of the foregoing a combined single
limit of not less than $1,000,000,000. Tenant shall also carry property
damage insurance in an amount of not less than $100,000.00 for damage to
property on any one occurrence. Any insurance policies required hereunder
shall name Landlord as an additional insured, and Tenant shall furnish
Landlord evidence in the form of a certificate of insurance within ten (10)
days from the date Tenant shall receive written notice from Landlord as to
the commencement of this Lease unless otherwise sooner requested by
Landlord.
Tenant may procure and maintain all insurance which it deems necessary for
its protection against loss or damage to any of its personal property,
leasehold improvements and trade fixtures on the demised premises.
SECTION 9. ASSIGNMENT OR SUBLETTING. Tenant shall not have the
right at any time to mortgage or assign this Lease by operation of law or
otherwise, or sublet the Premises or any part thereof, without the prior
written consent of Landlord. Landlord's consent to any sublease shall be
conditioned, inter alia, upon the requirements that the sublease shall
state (i) that it is subject to all of the provisions of this Agreement,
and (ii) that the sublessee's rights shall not survive the earlier
termination of this lease, whether by voluntary cancellation between
Landlord and Tenant, or otherwise.
SECTION 10. LANDLORD'S ACCESS TO DEMISED PREMISES. Landlord shall
have the right to enter upon the demised premises at all reasonable hours
for the purpose of exhibiting the premises to mortgagees or prospective
purchasers or lenders, and inspecting same or for making repairs to the
demised premises or to any property owned or controlled by Landlord
therein. If Landlord determines that certain repairs to the demised
premises should be made as required under this Lease, then Landlord may
demand that Tenant make same forthwith, and if Tenant refuses or neglects
to commence such repairs and complete the same with reasonable dispatch
(but in no event later than thirty (30) days) after written notice by
Landlord, Landlord may make or cause such repairs to be made and Landlord
shall not be responsible to Tenant for any loss or damage that may be
suffered by Tenant's property found to the demised premises or business
conducted therein by reason thereof, and if Landlord makes or causes such
repairs to be made, Tenant agrees that it will forthwith on demand pay to
Landlord the cost thereof with interest thereon at the maximum rate then
permitted to be charged by private parties by the laws of the State of
Florida. Landlord may, during the ninety (90) day period prior to the
expiration of this Lease or at any time subsequent to the termination of
this Lease, if terminated prior to the normal expiration date hereof, have
access and entry to the demised premises during reasonable business hours
for purposes of exhibiting the demised premises to other prospective
tenants. In conjunction therewith, Landlord may place a sign in Tenant's
windows indicating the availability of the demised premises for purposes of
leasing or renting same.
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SECTION 11. UTILITIES. Landlord shall pay all charges (whether
determined by separate meter of otherwise) for electricity and water
consumed upon the Premises, and for all sewer, garbage disposal and pick-up
services furnished to the Premises. No additional charges shall be made
against Tenant for such electricity, water, sewer and garbage disposal
services provided Tenant uses such services only for employees and other
normal uses. If Tenant shall use any machinery or equipment that shall
increase the consumption of such utilities or services, then Tenant shall
pay the portion of such charges that would represent such additional use.
Tenant shall pay all charges for utilities and services except as expressly
provided herein, including, without limitation, telephone and fuels other
than electricity, if any, furnished to the premises (whether determined by
separate meter or otherwise.)
In no event shall Landlord be liable for the quality, quantity,
failure or interruption of such services to the demised premises.
SECTION 12. EMINENT DOMAIN. If the whole of the demised premises
(or such part thereof as shall render the remainder of the premises
untenantable) shall be taken by any public authority under the power of
eminent domain, then the term of this Lease shall cease on the day
possession is required by the condemning authority. If only a portion of
the premises is taken, and if such taking does not render the remainder of
the premises untenantable, then this Lease shall not terminate, and from
that day onward, Tenant shall continue in the possession of the remainder
of the demised premises under the terms herein provided, except that the
rent due from Tenant shall be reduced in proportion to the amount of the
demised premises taken. Landlord shall, within a reasonable time after
such taking, at its own cost and expense, make repairs necessary due to the
partial taking in order to allow the Tenant the continued usage of the
remainder of the demised premises, provided, however, Landlord shall not be
required to expend any amounts in excess of the severance damages
paid by the condemning authority in connection with such taking.
The parties agree that Tenant shall not be entitled to any damages by
reason of the taking of its leasehold interest or any part thereof, but
Tenant shall be entitled to prove and collect for its damages to fixtures
and any leasehold improvements made by it, to the extent that such
improvements shall not have been improvements that are replacements or
substitutions of improvements theretofore installed by Landlord.
SECTION 13. FIRE DAMAGE AND FIRE INSURANCE. If the demised
premises shall be partially damaged by fire or other casualty, the damages
shall, within a reasonable time thereafter be repaired by and at the
expense of Landlord to the extent insurance proceeds are paid to Landlord
as a result of such casualty damage. Such repair shall be made promptly
except that no penalty shall accrue for reasonable delay which may arise by
reason of adjustment of insurance on the part of Landlord and/or Tenant,
and for reasonable delay on account of "labor or materials difficulties" or
any other cause beyond Landlord's control.
If the demised premises are totally damaged or are rendered wholly
Untenantable by fire or other casualty, the rent due under Section 3 hereof
shall xxxxx until the substantial completion of any restoration or
rebuilding. Landlord shall, subject to the terms hereof, within a
reasonable time restore or rebuild the demised premises to its condition
existing prior to the casualty; provided, however, that Landlord's
obligation to repair and restore
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the premises shall be limited to the insurance proceeds made available to
Landlord as a result of such casualty and Tenant shall pay for any amounts
incurred by Landlord in excess of such insurance proceeds; provided
further, however, that if the demised premises are totally damaged or
rendered wholly untenantable by Fire or other casualty, then Landlord shall
have the right and option to terminate this Lease within thirty (30) days
of the date of such casualty by giving written notice to the Tenant, and
any rent paid pursuant to Section 3 hereof or other payments which may be
due Landlord under this Lease shall be prorated as of the effective date of
such termination and any advance payments on account of rent received by
Landlord from Tenant shall be proportionately refunded to Tenant.
If the demised premises are damaged by fire caused by the Tenant, the
Tenant shall pay any amount not covered by insurance.
Tenant shall, at Tenant's sole expense, procure and maintain insurance
naming both Landlord and Tenant as insured parties against loss by fire,
flood, windstorm and other casualties for the full replacement value of all
of Tenant's improvements, fixtures and personal property on the premises.
SECTION 14. bankruptcy - INSOLVENCY. Tenant agrees that if the
leasehold created hereby shall be taken upon execution, attachment or any
other process of law, or if Tenant shall be adjudged a bankrupt or
insolvent, or if any receiver or trustee be appointed for Tenant's business
and property, or if Tenant makes any assignment of Tenant's property for
the benefit of creditors, or if Tenant shall file a voluntary petition in
bankruptcy or apply for reorganization or any extension agreement with its
creditors under the Bankruptcy Code or any other law in force or hereafter
enacted and any such execution, attachment order, assignment, or action be
not vacated or set aside within thirty (30) days thereafter, then Landlord
may, if it so elects, upon ten (10) days written notice to Tenant,
terminate this Lease, or Landlord at Landlord's option shall have the right
to pursue such other remedies as may be allowed at law or in equity against
Tenant and any and all other parties who may be liable.
SECTION 15. DEFAULT. If Tenant shall default in the observance of
any of the covenants on its part to be performed hereunder other than the
payment of monies due hereunder, or if Tenant vacates or abandons the
demised premises, or if by operation of law any interest of Tenant shall
pass to another, then Landlord may give written notice to Tenant in the
manner hereafter provided for giving notices, and if Tenant thereafter
fails to cure any such default within ten (10) days after the date on which
such notice was given or as otherwise provided in this Lease, or if the
default involves some act or omission (other than the payment of money)
which cannot be cured within ten (10) days, and the cure thereof is not
undertaken promptly within such period and thereafter expeditiously
completed, then Landlord shall have the right, at its option, to cancel and
terminate this Lease and remove all persons and property therefrom by
summary proceedings and/or Landlord may declare all ascertainable rents and
charges due under this lease to be immediately due and payable, and
thereupon all such rents and fixed charges due to the end of the term or
any renewal term, if applicable, shall be accelerated or Landlord may elect
to take and repossess the demised premises and relet same for Tenant's
account, holding Tenant liable in damages for all expenses incurred by
Landlord in any such reletting and for any difference between the amount of
rents received from such reletting and those due and payable under the
terms of this Lease. Landlord may also pursue such other remedies as may
be allowed by law or in equity, and all
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such rights and remedies, whether expressly stated above or whether
available at law or in equity, shall be deemed separate and cumulative and
no one remedy shall be deemed to be exclusive of any such other remedy.
It is expressly understood and agreed that Tenant shall not be deemed
to have committed a default or breach of any of the provisions of this
lease (other than the payment of monies which are due pursuant to this
Lease), unless written notice of such default shall first have been given
to Tenant and the default shall not have been cured within the period of
time set forth above.
Notwithstanding anything to the contrary herein, it is agreed that
wherever it is provided in this Section that this lease shall automatically
terminate, same shall be deemed and construed to mean that such termination
shall be at the option or election of Landlord only, and that such
termination and cancellation shall not take effect unless Landlord so
elects. In addition to all other rights Landlord may have hereunder or
granted by law, in the event Landlord relets the premises, Landlord may let
the entire premises or portions thereof for such period of time and such
rentals and such use and upon such covenants and conditions as Landlord may
elect, applying the rentals or avails of such letting to the payment of
Landlord's expenses in dispossessing Tenant, the costs and expenses of
making repairs in the demised premises which may be necessary in order to
enable Landlord to relet same, to the payment of any brokerage commissions,
and to other necessary expenses of Landlord incurred in connection with
such reletting, and the balance, if any, shall be applied by the Landlord
on account of the payments due or payable by Tenant hereunder with the
right reserved to Landlord to bring such actions or proceedings for
the recovery of any deficits remaining unpaid as it may deem advisable,
without being obligated to, wait until the end of the term hereof for a
final determination of Tenant's account, and the commencement or
maintenance of any one or more actions shall not bar or preclude subsequent
actions for further accruals pursuant to the provisions of this Section.
Any balance remaining, however, after full payment and liquidation of
Landlord's accounts as aforesaid, shall be paid to Tenant from time to
time, with the right reserved to Landlord at any time to give notice in
writing to Tenant of Landlord's election to cancel and terminate this lease
and all of Tenant's obligations hereunder, and upon the giving of such
notice and the simultaneous payment by Landlord to Tenant of any credit
balances in Tenant's favor that may at the time be owing, it shall
constitute a final and effective cancellation and termination of this lease
and the obligations thereof on the part of either party to the other.
In addition to the rents and other sums agreed to be paid by Tenant
under this lease, Tenant shall pay to Landlord all expenses incurred by
Landlord in enforcing or interpreting its rights hereunder, including,
without limitation, all court costs, all attorney's fees (whether incurred
out of court, at trial, on appeal or in bankruptcy proceedings), and all
collection costs and fees charged by third parties.
SECTION 16. WAIVER. One or more waivers of any covenant or
condition by Landlord shall not be construed as a waiver of a subsequent or
continuing breach of the same covenant or condition and the consent or
approval of Landlord to or of any act by Tenant requiring Landlord's
consent or approval shall not be deemed to waive or render unnecessary
Landlord's consent or approval to or of any subsequent or similar act by
Tenant.
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SECTION 17. ESTOPPEL CERTIFICATE. ATTORNMENT AND SUBORDINATION.
A. Within ten (10) days after the request by Landlord, Tenant shall
deliver to Landlord a written and acknowledged statement certifying that
Tenant has accepted possession of the demised premises, that this Lease is
unmodified and in full force and effect (or if there have been
modifications, that the same are in full force and effect as modified and
stating the modifications), and the dates to which the Base Rent and other
charges or deposits have been paid. It is intended that any such statement
delivered pursuant to this Section may be relied upon by any prospective
purchaser or mortgagee of the realty comprising the center.
B. Upon request of Landlord, Tenant shall, in the event any
proceedings are brought for the foreclosure of or in the event of exercise
of the power of sale under any mortgage executed by Landlord covering the
demised premises, attorn to the purchaser upon any such foreclosure or sale
and recognize such purchaser as Landlord under this Lease.
C. Upon request of Landlord, Tenant covenants that it shall, in
writing, within ten (10) days of its receipt of such request, furnish any
documents required by landlord or its Lender to subordinate Tenant's rights
hereunder to any subsequent ground lease(s) or to the lien of any future
mortgage or mortgages by Landlord, or the lien resulting from any other
method of financing or refinancing, now or hereafter in force against the
land and/or buildings of which the demised premises are a part or against
any buildings hereafter placed upon the land of which the demised premises
are a part or against any buildings hereafter placed upon the land of which
the demised premises are a part, and to all advances made or thereafter to
be made upon the security thereof.
D. Tenant, upon request of any party in interest, shall execute
promptly such instruments or certificates to carry out or confirm its
obligations under Paragraphs A, B and C above. Tenant hereby irrevocably
appoints Landlord as attorney-in-fact for Tenant with full power and
authority to execute and deliver in the name of Tenant such instruments or
certificates.
E. This lease shall not be recorded without the prior written
consent of Landlord. Upon the request of Landlord, Tenant shall execute a
short form of this lease which may be recorded at Landlord's sole
discretion.
SECTION 18. NON-LIABILITY OF LANDLORD. Landlord shall not be
responsible or liable to Tenant for any loss or damage that may be
occasioned by or through the acts or omissions of persons occupying
adjoining premises or any part of the premises adjacent to or connected
with the demised premises hereby leased or any part of the building of
which the demised premises are a part or for any loss or damage resulting
to Tenant or its property from such activities, including, but not being
limited to, bursting, stopped-up or leaking water, gas, air conditioning
pipes and ducts, sewer or steam pipes, unless same is due to the gross
negligence of Landlord or of Landlord's agents, servants or employees.
SECTION 19. SIGNS. Landlord shall place tenant's name as agreed on
glass by main entry door, on changeable copy board, and on door to tenant's
premises.
SECTION 20. COVENANT AGAINST LIENS. Tenant shall have no power or
authority to create any lien or permit any lien to attach
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to Tenant's leasehold or to the estate, reversion or other estate of
Landlord in the premises herein demised or on the building or other
improvements of which the demised premises are a part. All material men,
contractors, artisans, mechanics and laborers and other persons contracting
with Tenant with respect to the demised premises or any part thereof, or
any such party who may avail himself of any lien against the realty
(whether same shall proceed in law or in equity) are hereby charged with
notice that they shall look solely to Tenant to secure payment of any
amounts due for work done or material furnished to Tenant at the demised
premises, or for any other purpose during the term of this lease. Tenant
shall indemnify Landlord against any loss or expenses incurred as a result
of the assertion of any such lien, and Tenant covenants and agrees to
transfer any claimed or asserted lien to a bond or such other security as
may be permitted by law within ten (10) days of the assertion of any such
lien or claim of lien. Failure of Tenant to clear same within the time
aforementioned shall constitute a default under this lease. Tenant shall
advise all persons furnishing designs, labor, materials or service to the
premises in connection with Tenant's improvement thereof of the provisions
of this Section.
SECTION 21. PLATE GLASS. Tenant shall replace at Tenant's sole
expense any and all plate glass damaged or broken from any cause whatsoever
in and about the demised premises, except in case of and to the extent of
damage or breakage due to fire or due to any other casualty against which
Landlord shall be able to collect on its insurance thereon, or except where
such breakage is caused by the act of Landlord or its agents.
SECTION 22. OBSERVANCE OF LAWS AND ORDINANCES. Tenant agrees to
obey, comply with and follow promptly at its expense during the term hereof
all laws, rules, orders, directives, ordinances and regulations of any and
all governmental authorities or agencies and of all municipal departments,
bureaus, boards, and officials having proper jurisdiction as to the Center
or as to Tenant's business due to its use or occupancy of the demised
premises. Tenant, however, shall not be required to make any exterior or
structural repairs unless made necessary by the act or work performed by
Tenant or Tenant's agents and employees, in which event Tenant shall pay
Landlord for the cost of all such structural and exterior repairs at its
sole expense. Such work shall be first approved in writing by Landlord and
Landlord's approval may be conditioned upon the requirement of appropriate
payment and performance bonds. Landlord may also elect to perform such
work on Tenant's behalf and at Tenant's sole expense in order to ensure the
structural and architectural integrity of the Center.
Tenant will not do or suffer to be done, or keep or suffer to be kept,
anything in, upon or about the premises which will violate Landlord's
policies of hazard or liability insurance or which will prevent Landlord
from procuring such policies from companies acceptable to Landlord. If
anything done, omitted to be done or suffered by Tenant to be kept in, upon
or about the premises shall cause the rate of fire or other insurance on
the premises or on other property of Landlord or of others within the
Center to be increased beyond the minimum rate from time to time applicable
to the premises or to any such property for the use or uses made thereof,
Tenant will pay, as additional rental, the amount of any such increases
within ten (10) days after Landlord's demand therefor.
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SECTION 23. DEFINITIONS.
COMMON AREA MAINTENANCE COSTS as used in this section is hereby
defined to mean all costs and expenses of every kind and nature paid or
incurred by Landlord or its designees in connection with the following:
(i) the management, operation, replacement, maintenance,
repair, redecorating, refurbishing, conforming with rules
and regulations of authorities having jurisdiction and the
Fire Insurance Rating Organization and Board of Fire
Underwriters; utilities and other services and all other
costs and expenses of every kind and nature, foreseeable or
unforeseeable, required or desired, suggested or recommended
for the operation, maintenance or otherwise with respect
to the Common Areas in a manner deemed by Landlord in
Landlord's sole discretion, to be appropriate for the best
interest of the Center, as conclusively determined by Landlord
in accordance with Landlord's method of accounting and
allocated to any year on the accrual method of accounting,
including the supply by Landlord of electricity and other
utilities to the Common Areas; reserves for the replacement
of all or any part of the Common Areas (calculated on such
life as Landlord's accountants shall determine); and the
salaries and other compensation of any manager, secretary,
security and any other personnel who implement the aforesaid
management, maintenance, security, operation, replacement,
etc., of the Common Areas and related costs including
worker's compensation insurance and the cost of office space,
supplies, uniforms and equipment;
(ii) the maintenance, repair and replacement (except to the
extent of Landlord's receipt of the proceeds of insurance
therefor) of all portions of the Center, buildings and
improvements and the sprinkler system other than as set
forth in subparagraph (i) above, and other than such
maintenance, repair and replacement as Landlord may perform
at another tenant's expense on the interior of any tenant's
premises; and
(iii) the maintenance of all Insurance (including but not
limited to fire, broad form extended coverage, rent, war risk,
liability, products liability, flood, etc.) carried by and
in the discretion of Landlord or its designees covering the
Center, buildings and improvements, the Common Areas and
every other facility or property used or required or deemed
necessary in connection with any of them.
IMPOSITIONS as used in this section is hereby defined to mean all
impositions, taxes, assessments (special or otherwise), water and sewer
rents and other governmental levies and charges of any and every kind,
nature and sort whatsoever, ordinary and extraordinary, foreseen and
unforeseen, and all substitutes therefor, including all taxes whatsoever
(except any inheritance, estate, succession, transfer or gift tax imposed
upon Landlord or any income tax specifically payable by Landlord as a
separate tax paying entity without regard to Landlord's income source as
arising from or out of the Center), attributable in any manner to the
Center, or the rents receivable therefrom, or any part thereof or any use
thereon or any facility located therein or used in conjunction therewith,
including land intended for future development, or any charge or other
payment required to be paid to any governmental authority, whether or not
any of the foregoing
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shall be a so-called "real estate tax."
COMMON AREAS as used in this section is hereby defined to mean all
portions of the Center, whether owned or ground leased by Landlord or made
available for use by other owners or ground lessors of parcels within the
Center, by lease, easement agreement, or otherwise, which have, at the time
in question been designated and improved for common use by or for the
benefit of more than one (1) occupant of the Center, but excluding all
portions of the Center which are used or designated to be used solely by
one (1) occupant. Any portion of the Center so included within Common
Areas shall be excluded therefrom when designated by Landlord for a
non-common use, and any portion thereof not heretofore included within
Common Areas shall be included when so designated and improved for common
use.
CENTER as used in this section is hereby defined to mean (i) the
parcel(s) of land and improvements as generally depicted on Schedule A,
whether owned in fee or ground leased by Landlord or made available for use
by any reciprocal operating easement agreement (hereinafter referred to as
"XXX Agreement"); and (ii) any other parcel(s) of land, together with the
improvements thereon, and any easement or right of way any time designated
by Landlord to be part of the Center; and (iii) any plant or other
facility, serving any portion of the Center, whether or not such plant or
facility shall be located in the Center or on any other parcel(s) of land,
including the facilities connecting any such plant or facility to the
Center. Schedule "A" sets forth the general layout of the Center but shall
not be deemed a warranty, representation or agreement by Landlord that the
configuration of the Center will be exactly as indicated on Schedule "A"
except as may be otherwise expressly provided herein.
Landlord reserves the right to add to or to sever the ownership of or
title to any portion(s) of the Center at any time.
All of the land and improvements set forth in (i) through (iii) above
shall remain a part of the Center only so long as such designation remains
unrevoked by Landlord or until such time as any portions thereof are taken
by right of eminent domain, whichever shall first occur.
GROSS LEASABLE AREA as used in this section is hereby defined as the
number of square feet of floor space on all floors of premises occupied
exclusively by Tenant (as stated in the first page of this lease) or the
number of square feet of floor space on all floors occupied by all
occupants of the Center measured to the exterior faces of exterior walls
and to the center lines of party walls or to lease lines established by
Landlord, as the context so requires.
SECTION 24. DEFAULT BY LANDLORD. Landlord shall in no event be
charged with default in the performance of any of its obligations
hereunder unless and until Landlord shall have failed to perform such
obligations within thirty (30) days (or within such additional time as is
reasonably required to correct any such default) after notice to Landlord
by Tenant properly specifying wherein Landlord has failed to perform any
such obligations.
SECTION 25. THIS SECTION INTENTIONALLY LEFT BLANK.
SECTION 26. CONSUMER PRICE INDEX ADJUSTMENTS. Where the contents
of this Lease shall require that any amounts due shall be adjusted based on
fluctuations of the purchasing power of the US dollar, then such adjustment
shall be made in accordance with the
11
terms of this Section, PROVIDED ALWAYS that, notwithstanding such
adjustment, the minimum amount to be paid by Tenant to Landlord under this
Lease shall not be LESS THAN the specific amounts required to be paid under
this Lease without reflecting such adjustment.
Where such adjustment shall require the application of the Consumer
Price Index, such Index shall mean the Bureau of Labor Statistics Consumer
Price Index revised, under the 1967 average equal to 100 (herein called
"CPI") for the United States, which Index is currently identified as the
"Index of Change in Prices of Goods and Services Purchased by Urban Wage
Earner and Clerical Worker Families to Maintain their Level of Living".)
It is understood that the above Index is now being published monthly by the
Bureau of Labor Statistics of the United States Department of Labor.
Should such Index be published at other intervals so that the monthly
average cannot be determined as contemplated herein, then such standard
shall be arrived at from the Index or Indexes published by the Bureau most
closely approximating the said monthly intervals. Should said Bureau of
Labor Statistics change the manner of computing said Index, and should the
Bureau furnish a conversion factor designed to adjust the new Index to the
one previously in use, then the adjustment to the new Index shall be made
on the basis of such conversion factor. Should the Publication of such
Index be discontinued by said Bureau of Labor Statistics, then such other
Index as may be published by such Bureau most nearly approaching said
discontinued Index shall be used in making the adjustment herein provided.
Should said Bureau discontinue the publication of an Index approximating
the Index herein contemplated, then such Index as may be published by
another United States governmental agency as most nearly approximates the
Index herein first above referred to shall govern and be substituted as the
Index to be used, subject to the application of an appropriate conversion
on the factor to be furnished by said governmental agency. If the
governmental agency will not furnish such conversion factor, then the
parties shall agree upon a conversion factor or a new Index and, in
the event agreement cannot be reached as to such factor or such new Index,
then the parties hereto agree to submit to arbitrators, one chosen by
Tenant, the other by Landlord and a third by the designated arbitrators in
order to choose an Index approximating as nearly as can be the Index
hereinabove first contemplated. The CPI adjustment shall be made by
multiplying the amount(s) specified in this Lease subject to such
adjustment by a fraction, of which the denominator shall be the CPI for the
month in which this Lease shall have been executed, and the numerator of
which is the CPI for the last month of each lease year prior to the first
month of any lease year for which such CPI adjustment shall be required,
Landlord shall submit to Tenant computational schedule reflecting the
adjustment pursuant to this aforementioned formula within fifteen (15) days
after said Index shall be available.
The adjustment so computed shall, subject to the terms of this
Section, be applicable for the entire lease year until the next lease
year's adjustment, if any, and such adjustments which may be in arrears
shall be paid by Tenant to Landlord with the next due date of the payment
due under this Lease requiring such adjustment and for every month
thereafter under this Lease for which such adjustment shall be applicable.
SECTION 27. QUIET ENJOYMENT. Landlord agrees that if Tenant shall
pay the Rent and other charges herein provided, and shall perform all of
the covenants and agreements herein stipulated to be Performed on Tenant's
part, Tenant shall at all times during the term of this lease have. the
peaceable and quiet enjoyment and
12
possession of the demised premises subject to all the terms of this lease,
without any hindrance from Landlord or any persons lawfully claiming
through Landlord, except as to such portion of the demised premises as
shall be taken under the power of eminent domain.
SECTION 28. HOLDING OVER. If Tenant shall remain in Possession of
all or any part of the demised premises after the expiration of the term of
this lease, then Tenant shall be deemed a Tenant of the demised premises
from month-to-month, cancelable Upon thirty (30) days written notice,
subject to all of the terms and provisions hereof, except only as to the
terms of this lease; Provided, however, that the base rent payable pursuant
to Section 3(A) hereof during such period as Tenant shall continue to hold
the demised premises, or any part thereof, shall be an amount equal to
twice the base rent in effect for the last lease year prior to the
expiration of this lease in addition to all other charges specified in this
lease.
SECTION 29. LIEN UPON TENANT'S PROPERTY. All property, furniture,
furnishings, equipment and fixtures of the Tenant situated upon the
demised premises during the term of this lease shall be and are hereby
bound for the payment of the Base Rent and other charges specified herein
and for the fulfillment of all covenants of this lease, and a lien is
hereby created thereon in favor of Landlord for the full and prompt payment
of such amounts and fulfillment of said covenants. The lien hereby created
shall be in addition to any statutory Landlord's lien.
SECTION 30. SURRENDER OF DEMISED PREMISES. Tenant shall deliver
and surrender to Landlord possession of the demised premises upon
expiration of this lease, or its earlier termination as herein provided,
broom clean, and in as good condition and repair as the same shall be at
the commencement of the term of this lease, or may have been put by
Landlord during the continuance thereof, ordinary wear and tear and damage
by fire or the elements, excepted. Tenant shall, at its expense, remove
all property of Tenant and all alterations, additions, signs and
improvements as to which Landlord shall have made this election
hereinbefore provided, and Tenant shall pay for the repair of all damage to
the demised premises caused by such removal. Any property not so removed
at the expiration of the term hereof and as to which Landlord shall have
not made said election, shall be deemed to have been abandoned by
Tenant and may be retained or disposed of by Landlord, as Landlord shall
desire, and any of the costs therefor charged to Tenant. Tenant's
obligation to observe or perform this covenant shall survive the expiration
or termination of this lease.
SECTION 31. RELATIONSHIP OF PARTIES. Nothing contained in this
lease shall be deemed or construed by the parties hereto or by any third
party to create the relationship of principal and agent or of partnership
or of joint venture or of any association whatsoever between Landlord and
Tenant, it being expressly understood and agreed that neither the
computation of rent nor any other provisions contained in this lease nor
any act or acts of the parties hereto shall be deemed to create any
relationship between Landlord and Tenant other than the relationship of
Landlord and Tenant.
SECTION 32. BROKERAGE. SECTION DELETED
13
SECTION 33. NOTICES. Any notice, request, demand, approval, consent
or other communication which Landlord or Tenant may be required or
permitted to give to the other party shall be in writing and shall be
mailed to the other party at the address specified on the signature page
hereof, or to the demised premises if such communication is to Tenant, or
to such other address as either party shall have designated by notice to
the other, and the time of the rendition of such shall be when same is
deposited in an official United States Post Office, postage prepaid.
SECTION 34. TITLE OF SECTIONS. The titles of the sections
throughout this lease are for convenience and reference only and the words
contained therein shall in no way be held to explain, modify, amplify or
aid in the interpretation, construction or meaning of the provisions of
this instrument.
SECTION 35. SECURITY DEPOSIT. Tenant, contemporaneously with the
execution of this lease, has deposited with Landlord the sum of Seven
Hundred eighty-seven and 77/100 Dollars ($787.77), receipt of which is
hereby acknowledged by Landlord as security for the full and faithful
performance by Tenant of all the terms, covenants and conditions of this
lease upon Tenant's part to be performed, which sum shall be returned to
tenant after the time fixed as the expiration of the term hereof, provided
Tenant has fully and faith fully carried out all of the terms, covenants
and conditions on Tenant's part to be performed. Landlord shall have the
right, but not the obligation, to apply any part of the deposit to cure any
default of Tenant, and if Landlord does so, Tenant shall, upon demand,
deposit with Landlord the amount so applied so that Landlord shall have the
full deposit on hand at all times during the term of this lease, Tenant's
failure to pay to Landlord a sufficient amount to restore the security to
the original sum deposited within five (5) days after receipt of demand
therefor shall constitute a default under the lease. No interest shall be
paid by Landlord to Tenant on such security deposit. Should Tenant comply
with all of the terms, covenants and conditions of this lease and promptly
pay all of the rental due hereunder as it falls due and all other sums
payable by Tenant to Landlord hereunder, the deposit shall be returned in
full to Tenant at the end of the term of this lease or at the earlier
termination of this lease.
In the event of a sale of the building or a lease of the land on which
it stands (subject to this lease), Landlord shall have the right to
transfer the security to the vendee or lessee and Landlord shall be
considered released by Tenant from liability for the return of such
security and Tenant shall look to the new Landlord or lessee solely for the
return of the security and it is agreed that this shall apply to every
transfer or assignment made of the security to a new Landlord. The
security deposit under this lease shall not be mortgaged, assigned or
encumbered by the Tenant without the written consent of Landlord and may be
commingled with other funds of Landlord.
SECTION 36. BINDING EFFECT. Except as herein otherwise expressly
provided, the terms and provisions hereof shall be binding upon and shall
inure to the benefit of the heirs, executors, administrators, successors
and assigns of Landlord and
14
the permitted assigns of Tenant. Each term and each provision of this
lease to be performed by Tenant shall be construed to be both an
independent covenant and a condition. The reference contained to
successors and assigns of Tenant is not intended to constitute a consent to
assignment by Landlord, but has reference only to those instances in which
Landlord may have given consent to a particular assignment.
SECTION 37. INVALIDITY OF PARTICULAR PROVISION. If any term or
provision of this lease or the application thereof to any person or
circumstance shall to any extent be invalid or unenforceable, the remainder
of this lease or the application of such term or provision to persons or
circumstances other than those as to which it is held invalid or
unenforceable shall not be affected thereby, and each term and provision of
this lease shall be valid and enforced to the fullest extent permitted by
law.
SECTION 38. MORTGAGEE PROTECTION CLAUSE. Tenant agrees that in the
event of any default by Landlord in any of the terms and conditions of this
lease, that Tenant shall notify any mortgagee holding a mortgage on the
Demised Premises (provided any such mortgagee furnishes Tenant notice in
writing of (1) any such mortgagee's lien on the Demised Premises, and (2)
any such mortgagee's address for such notice purposes of any such default
by Landlord, and any such mortgagee shall have a period of thirty (30) days
after receipt of such notice from Tenant to cure any default. When,
however, the nature of the default of Landlord is such that it cannot be
cured within said thirty (30) days, any such mortgagee shall have such
additional time as may be reasonably required to cure any such default,
provided any such mortgagee (1) shall have commenced to cure any such
default within said thirty (30) day period, and (2) shall diligently
continue such steps until such default is cured. No alleged default by
Landlord shall be deemed perfected until the expiration of the time(s)
given to the mortgagee under the provisions of this section.
SECTION 39. PERSONAL LIABILITY "Landlord" means the owner or the
mortgagee in possession for the time being of the fee simple title to the
premises so that in the event of any sale of the premises. Landlord shall
be and hereby is entirely released and discharged from any and all further
liability and obligations of Landlord hereunder except those that may have
theretofore accrued.
Notwithstanding anything to the contrary provided in this lease, if
Landlord or any successor in interest of Landlord, shall be an individual,
joint venture, corporation, tenancy in common, firm or partnership, general
or limited, or if Landlord shall be a mortgagee in possession (for the
purposes of this paragraph collectively referred to as "Landlord"), it is
specifically understood and agreed, such agreement being a primary
consideration for the execution of this lease by Landlord, that there shall
be absolutely no personal liability on the part of the Landlord, its
successors or assigns, with respect to any of the terms, covenants and
conditions of this lease, and that Tenant shall look solely to the equity
of Landlord in the premises for the covenants and conditions of this lease
to be performed by Landlord.
Tenant agrees that it shall look solely to the estate and property of
the Landlord in the land and building comprising the Center of which the
demised premises are a part for the collection of any judgment (or any
other judicial process) requiring the payment of money by Landlord in the
event of any default or breach by Landlord with respect to any of the
terms, covenants and conditions of this Lease to be observed and performed
by Landlord and no other property or estates of Landlord shall be subject
to
15
levy, execution or other enforcement procedures for the satisfaction
of Tenant's remedies.
SECTION 40. TAX INCREASE. SECTION DELETED
SECTION 41. RADON DISCLOSURE & HAZARDOUS MATERIAL. Radon is a
naturally occurring radioactive gas that, when it has accumulated in a
building in sufficient quantities, may present health risks to persons who
are exposed to it over time. Levels of radon that exceed federal and state
guidelines have been found in buildings in Florida. Additional information
regarding radon and radon testing may be obtained from your county public
health unit. The undersigned Tenant acknowledges having read the foregoing
notification and further acknowledges that they have executed this Lease
fully aware of the aforementioned conditions.
Tenant shall not cause or permit any Hazardous Material (as
hereinafter defined) to be brought upon, kept or used in or about the
Premises or the Shopping Center without the prior written consent of
Landlord, which consent may be granted or withheld in Landlord's sole
discretion. If Landlord should grant its consent, Tenant shall at all
times promptly comply at Tenant's sole cost and expense, if any, with all
federal, state and local laws, ordinances and regulations relating to
generation, manufacture, storage, disposal or transportation of any
Hazardous Material. For the purpose of this Lease, "Hazardous Material"
shall include, but not be limited to, oil, flammable explosives,
polychlorobiphenyls (PCB's"), asbestos, urea formaldehyde, radioactive
materials or waste, or other hazardous, toxic, contaminated or
polluting materials, substances or wastes, including without limitation,
all "Hazardous Substances" or similar terms under any federal, state or
local laws, ordinances or regulations. If Tenant breaches the obligations
set forth in this Section, or if the presence of Hazardous Materials
otherwise occurs for which Tenant is legally liable for damage resulting
therefrom, then Tenant shall indemnify, defend at Tenant's expense with
counsel reasonably acceptable to Landlord, and hold Landlord harmless from
any and all claims, judgments, damages, penalties, fines, cost, liabilities
or losses (including without limitation, diminution in value of the Center
or any part thereof, damages for the loss or restriction on use of rentable
or useable space in the Center, sums paid in settlement of claims, and any
attorney's fees, consultant fees and expert fees) which arise during or
after the Lease Term as a result of such contamination. This
indemnification of Landlord by Tenant includes, without limitation, costs
incurred in connection with any investigation of site conditions or any
cleanup, remedial, removal or restoration work required by any federal,
state or local governmental agency or political subdivision because of
Hazardous Material present in, on or under the Premises of the Center.
Without limiting the foregoing, if the presence of any Hazardous
Material caused or permitted by Tenant result in any contamination of the
Premises or the Shopping Center, Tenant shall promptly take all actions, at
its sole expense, as are necessary to return the premises and/or Center to
the condition existing prior to the introduction of any such Hazardous
Material; provided that Landlord's approval of such actions shall first
be obtained.
16
Tenant shall comply with all government and/or accrediting
organizations for permits and/or certifications for the proper and
appropriate use, storage, transport and disposal of medical, infectious,
hazardous and radioactive materials and wastes.
SECTION 42. PAYMENTS BY LANDLORD ON BEHALF OF TENANT. If
Tenant fails to pay any taxes, assessments, or any other payments required
to be paid by Tenant hereunder (other than amounts payable as base rents),
Landlord may, on behalf of Tenant, make any such payment or payments, and
Tenant covenants thereupon to reimburse and pay Landlord any amount so paid
and expended (with interest thereon at the maximum legal contract rate from
the date of the payment so made until paid by Tenant) on the date on which
the next installment of rent shall be payable.
SECTION 43. CONSTRUCTION. This agreement has been executed in the
State of Florida and shall be construed in accordance with the laws
thereof.
SECTION 44. NON-SMOKING FACILITY. Tenant covenants and agrees
that during the term hereof--or any extension or renewal hereof--it, its
employees, its agents, its invitees and/or customers will not utilize
(smoke) any cigarettes, cigars, pipes, or related tobacco products as it is
the intent of the Landlord to create an entire non-smoking facility. To
the extent that some other tenant currently smokes in their premises, it is
because the Landlord has no authority under existing lease to affect that
type situation. Upon expiration of existing lease, the Landlord will
extend the smoking prohibition to those premises also.
The tenant acknowledges that his acceptance of this restriction of
use is a substantial, material inducement for the Landlord to enter into
this agreement.
SECTION 45 ENTIRE AGREEMENT. This Lease and the Schedules attached
hereto and by reference made a part hereof constitute the entire agreement
between the parties hereto and no portion thereof may be altered, modified
or amended in any manner whatsoever unless same shall be in writing and
signed by the parties hereto.
17
IN WITNESS WHEREOF, the parties hereto have set their hands and seals
the date first above written.
Signed, sealed and delivered in the presence of:
/s/ Xxxxx X Xxx SHERWOOD FOREST OF TEMPLE TERRACE, INC.
/S/ Xxxxx Xxxxxxx By: /s/ Xxxxxxxx X. Xxxxxxxx
Landlord
ASSOCIATED GOLF MANAGEMENT, INC.
By: /s/ Xxxxx Xxxxxx
Tenant
STATE OF FLORIDA )
COUNTY OF HILLSBOROUGH )
I HEREBY CERTIFY that on this date before me, an officer duly
qualified to take acknowledgments, personally appeared Xxxxxxxx X.
Xxxxxxxx, individually, to me known to be the person described in and who
executed the foregoing guaranty to Lease Agreement and acknowledged before
me that they executed the same.
WITNESS my hand and official seal in the County and State last
aforesaid this 18th day of May, 1999.
/s/ Xxxxx X. Xxxxx
NOTARY PUBLIC - STATE OF FLORIDA
My Commission Expires: 9/17/02
STATE OF FLORIDA )
COUNTY OF HILLSBOROUGH )
I HEREBY CERTIFY that on this date before me, an officer duly
qualified to take acknowledgments, personally appeared Xxxxx Xxxxxx,
individually, to me known to be the person described in and who executed
the foregoing guaranty to Lease Agreement and acknowledged before me that
they executed the same.
WITNESS my hand and official seal in the County and State last
aforesaid this 26th day of May, 1999.
/s/ Xxxxx X. Xxxxx
NOTARY PUBLIC - STATE OF FLORIDA
My Commission Expires: 9/17/02
Mailing Address for Landlord: Mailing Address for Tenant:
Sherwood Forest of Temple Associated Golf Mang., Inc.
Terrace, Inc. 00000 X. 00xx Xxxxxx, Xxx. 000
1O935-B X. 00xx Xxxxxx Xxxxxx Xxxxxxx, XX 00000
Xxxxxx Xxxxxxx, XX 00000
18