Exhibit 6.7
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COMMERCIAL LEASE
THIS LEASE is made on the 9th day of February, 2000.
The Landlord hereby hereby agrees to lease to the Tenant, and the Tenant
hereby agrees to hire and take from the Landlord, the Leased Premises described
below pursuant to the terms and conditions specified herein:
LANDLORD: TENANT:
XXXXXXXXX REAL ESTATE LLC NUCYCLE THERAPY, INC.
000 Xxxxx Xxxx Xxx Xxxx Xxxx Xxxxx, Xxxxx X
Xxxxxx, XX 00000 Xxxxxxxx Xxxxxxxx, XX 00000
1. Leased Premises. The Leased Premises are those premises described as:
Production facilities of approx. 4200 sq. ft. located at 000 Xxxx Xxxx,
Xxxxxxxx, XX
2. Term. The term of the Lease shall be for a period of 3 year(s) commencing
on the 1st day of March, 2000, ending on the 28th day of February, 2003 unless
sooner terminated as hereinafter provided. If Tenant remains in possession of
the Leased Premises with the written consent of the Landlord after the lease
expiration date stated above, this Lease will be converted to a month-to-month
Lease and each party shall have the right to terminate the Lease by giving at
lease one months' prior written notice to the other party.
3. Rent. The Tenant agrees to pay the ANNUAL RENT of Forty-Eight Thousand
Dollars ($48,000.00) payable in equal installments of $4,000.00 in advance on
the first day of each and every calendar month during the full term of this
Lease.
4. Rent Adjustment. If in any tax year commencing with the fiscal year --- the
real estate taxes on the land and buildings of which the Leased Premises are a
part, are in excess of the amount of the real estate taxes thereon for the
fiscal year (hereinafter called the "Lease Year"), Tenant will pay to Landlord
an additional rent hereunder, when and as designated by notice in writing by
Landlord, ______ percent of such excess that may occur in each year of the term
of this Lease or any extension or renewal thereof and proportionately for any
part of a fiscal year. (see provision #22)
5. Security Deposit. The sum of _______________________ Dollars ($_______) is
deposited by the Tenant with the Landlord as security for the faithful
performance of all the covenants and conditions of the lease by the said Tenant.
If the Tenant faithfully performs all the covenants and conditions on his part
to be performed, then the sum deposited shall be returned to the Tenant.
6. Delivery of Possession. If for any reason the Landlord cannot deliver
possession of the leased property to the Tenant when the lease term commences,
this Lease shall not be void or voidable, nor shall the Landlord be liable to
the Tenant for any loss or damage resulting
therefrom. However, there shall be an abatement of rent for the period between
the commencement of the lease term and the time when the Landlord delivers
possession.
7. Use of Leased Premises. The Leased Premises may be used only for the
following purpose: Production and distributing of nutritional products.
8. Utilities. Except as specified below, the Tenant shall be responsible for
all utilities and services that are furnished to the Leased Premises. The
application for and connecting of utilities, as well as all services, shall be
made by and only in the name of the Tenant: (List exceptions, if any) The
Landlord will pay electric, gas and/or propane.
9. Condition of Leased Premises, Maintenance and Repair. The Tenant
acknowledges that the Leased Premises are in good order and repair. The Tenant
agrees to take good care of and maintain the Leased Premises in good condition
throughout the term of the Lease.
The Tenant, at his expense, shall make all necessary repairs and replacements to
the Leased Premises, including the repair and replacement of pipes, electrical
wiring, heating and plumbing systems, fixtures and all other systems and
appliances and their appurtenances. The quality and class of all repairs and
replacements shall be equal to the original worth. If Tenant defaults in making
such repairs or replacements, Landlord may make them for Tenant's account and
such expenses will be considered additional rent.
10. Compliance with Laws and Regulations. Tenant, at its expense, shall
promptly comply with all federal, state and municipal laws, orders and
regulations, and with all lawful directives of public officers, which impose any
duty upon it or Landlord with respect to the Leased Premises. The Tenant at its
expense, shall obtain all required licenses or permits for the conduct of its
business within the terms of this lease or for the making of repairs,
alterations, improvements or additions. Landlord, when necessary, will join with
the Tenant in applying for all such permits or licenses.
11. Alterations and Improvements. Tenant shall not make any alterations,
additions or improvements to, or install any fixtures on, the Leased Premises
without Landlord's prior written consent. If such consent is given, all
alterations, additions and improvements made and fixtures installed by Tenant
shall become Landlord's property upon the expiration or sooner termination of
this Lease. Landlord may, however, require Tenant to remove such fixtures at
Tenant's cost upon the termination hereof.
12. Assignment/Subletting Restrictions. Tenant may not assign this agreement
or sublet the Leased Premises without the prior written consent of the Landlord.
Any assignment, sublease or other purported license to use the Leased Premises
by Tenant without the Landlord's consent shall be void and shall at Landlords
option terminate this Lease.
13. Insurance.
(a) By Landlord. Landlord shall at all times during the term of this
Lease, at its expense, insure and keep in effect on the building in which the
Leased Premises is located fire
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insurance with extended coverage. The Tenant shall not permit any use of the
Leased Premises which will make voidable any insurance on the property of which
the Leased Premises are a part, or on the contents of said property or which
shall be contrary to any law or regulation from time to time established by the
applicable fire insurance rating association. Tenant shall, on demand, reimburse
the Landlord, and all other tenants all extra insurance premiums caused by the
Tenant's use of the premises.
(b) By Tenant. Tenant shall, at its expense, during the term hereof,
maintain and deliver to Landlord public liability and property damage and plate
glass insurance policies with respect to the Leased Premises. Such policies
shall name the Landlord and Tenant as insureds, and have limits of at least
$______ for injury or death to any one person and $________ for any one
accident, and $________ with respect to damage to property and with full
coverage for plate glass. Such policies shall be in whatever form and with such
insurance companies as are reasonably satisfactory to Landlord, shall name the
Landlord as additional insured and shall provide for at least ten days' prior
notice to Landlord of cancellation.
14. Indemnification of Landlord. Tenant shall defend, indemnify and hold
Landlord harmless from and against any claim, loss, expense or damage to any
person or property in or upon the Leased Premises, arising out of Tenant's use
or occupancy of the Leased Premises, or arising out of any act or neglect of
Tenant or its servants, employees, agents or invitees.
15. Condemnation. If all or any part of the Leased Premises is taken by
eminent domain, this lease shall expire on the date of such taking, and the rent
shall be apportioned as of that date. No part of any award shall belong to
Tenant.
16. Destruction of Premises. If the building in which the Leased Premises is
located is damaged by fire or other casualty, without Tenant's fault and the
damage is so extensive as to effectively constitute a total destruction of the
property or building, this Lease shall terminate and the rent shall be
apportioned to the time of the damage. In all other cases of damage without
Tenant's fault, Landlord shall repair the damage with reasonable dispatch, and
if the damage has rendered the Leased Premises wholly or partially untenantable,
the rent shall be apportioned until the damage is repaired. In determining what
constitutes reasonable dispatch, consideration shall be given to delays caused
by strike, adjustment of insurance, and other causes beyond the Landlord's
control.
17. Landlord's Rights Upon Default. In the event of any breach of this Lease
by the Tenant, which shall not have been cured within TEN (10) DAYS, then the
Landlord, besides other rights or remedies it may have, shall have the immediate
right of reentry and may remove all persons and property from the Leased
Premises; such property may be removed and stored in a public warehouse or
elsewhere at the cost of, and for the account of, the Tenant. If the Landlord
elects to reenter as herein provided, or should it take possession pursuant to
any notice provided for by law, it may either terminate this Lease or may, from
time to time, without terminating this lease, relet the Leased Premises, or any
part thereof for such term or terms and at such rental or rentals and upon such
other terms and conditions as the Landlord in Landlord's own discretion may deem
advisable. Should rentals received from such reletting during any months be
less than that agreed to be paid during the month by the Tenant hereunder, the
Tenant
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shall pay such deficiency to the Landlord monthly. The Tenant shall also pay to
the Landlord as soon as ascertained, the cost and expenses incurred by the
Landlord in such reletting.
18. Quiet Enjoyment. The Landlord agrees that if the Tenant shall pay the rent
as aforesaid and perform the covenants and agreements herein contained on its
part to be performed, the Tenant shall peaceably hold and enjoy the said rented
premises without hindrance or interruption by the Landlord or by any other
person or persons acting under or through the Landlord.
19. Landlord's Right to Enter. Landlord may, at reasonable times, enter the
Leased Premises to inspect it, to make repairs or alterations, and to show it to
potential buyers, lenders or tenants.
20. Surrender Upon Termination. At the expiration of the lease term the Tenant
shall surrender the leased property in as good condition as it was in at the
beginning of the term, reasonable use and wear expected.
21. Subordination. This Lease, and the Tenant's leasehold interest, is and
shall be subordinate, subject and inferior to any and all liens and encumbrances
now and hereafter placed on the Leased Premises by Landlord, any and all
extensions of such liens and encumbrances and all advances paid under such liens
and encumbrances.
22. Additional Provisions.
Annual rent shall be $50,400 ($4,200/month) and $52,920 ($4,410/month) in
years two and three of lease.
23. Miscellaneous Terms.
(a) Notices. Any notice, statement, demand or other communication by one
party to the other, shall be given by personal delivery or by mailing the same,
postage prepaid, addressed to the Tenant at the premises or to the Landlord at
the address set forth above.
(b) Severability. If any clause or provision herein shall be adjudged
invalid or unenforceable by a court of competent jurisdiction or by operation of
any applicable law, it shall not affect the validity of any other clause or
provision, which shall remain in full force and effect.
(c) Waiver. The failure of either party to enforce any of the provisions
of this lease shall not be considered a waiver of that provision or the right of
the party to thereafter enforce the provision.
(d) Complete Agreement. This lease constitutes the entire understanding
of the parties with respect to the subject matter hereof and may not be modified
except by an instrument in writing and signed by the parties.
(e) Successors. This lease is binding on all parties who lawfully succeed
to the rights or take the place of the Landlord or Tenant.
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IN WITNESS WHEREOF the parties have set their hands and seals on this 7th
day of March, 2000.
/s/ Xxxx Xxxxxxxxx /s/ Xxxxxxxxx Xxxxxxxxx
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Landlord or Landlord's Authorized Agent Tenant
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