EXHIBIT 10.18
SUBLEASE
1. PARTIES
This Sublease, dated April 15, 1998, is made by and between Western
Diversified Life Insurance Company ("Sublessor"), and Web Street Financial
Group, Inc. ("Sublessee").
2. MASTER LEASE
Sublessor is the Lessee under that certain written Lease dated November 6,
1987 and its First Amendment wherein Matas Corp as agent for the
beneficiary of American National Bank and Trust Corp ("Lessor") leased to
sublessor the real property located in the City of Deerfield, County of
Lake, State of Illinois, described as the rentable area of the 4/th/ floor
in office building no. 2 of the Corporate 500 Center at 000 Xxxx Xxxx Xxxx.
This Lease and Amendment are herein collectively referred to in this
Sublease as the "Master Lease" and are attached to this sublease as Exhibit
"A".
3. PREMISES
Sublessor hereby subleases to Sublessee on the terms and conditions set
forth in this Sublease 17,652 square feet under the Master Lease as is
mapped out and identified as Exhibit "B."
3. WARRANTY BY SUBLESSOR
Sublessor warrants and represents to Sublessee that the Master Lease has
not been amended or modified, that Sublessor is not now, and as of the
commencement of the Term of this Sublease will not be in default or breach
of any of the provisions of the Master Lease, and that Sublessor has no
knowledge of any claim by Lessor that Sublessor is in default or breach of
any of the provisions of the Master Lease.
5. TERM
The Term of this Sublease shall commence on June 1, 1998, except for the
MIS operations area which shall be available for possession for Sublease by
May 1, 1998, ("Commencement Date"), and end on March 31, 2003 ("Termination
Date"), unless otherwise sooner terminated in accordance with the
provisions of this Sublease. In the event the Term commences on a date
other than the Commencement Date, Sublessor and Sublessee shall execute a
memorandum setting forth the actual date of commencement of the Term.
Possession of the Premises ("Possession") shall be delivered to Sublessee
on the commencement of the Term. If for any reason Sublessor does not
deliver Possession to Sublessee on the Commencement of the Term, Sublessor
shall not be subject to any liability for such failure, the Termination
date shall not be extended by the delay, and the validity of this Sublease
shall not be impaired. *However, payment of rent will not commence until
the fourth month after Possession. Notwithstanding the foregoing, if
Sublessor has not delivered Possession to Sublessee within thirty (30) days
after the Commencement Date, then at any time thereafter and before
delivery of Possession, Sublessee may give written notice to Sublessor of
Sublessee's intention to cancel this Sublease. This notice shall set forth
an effective date for such cancellation which shall be at least ten (10)
days after delivery of said
notice to Sublessor. If Sublessor delivers Possession to Sublessee on or
before such effective date, this Sublease shall remain in full force and
effect. If Sublessor fails to deliver Possession to Sublessee on or before
such effective date, this Sublease shall be cancelled, in which case any
consideration previously paid by Sublessee to Sublessor on account of this
Sublease shall be returned to Sublessee, this Sublease shall thereafter be
of no further force or effect, and Sublessor shall have no further
liability to Sublessee on account of such delay or cancellation. If
Sublessor permits Sublessee to take Possession prior to the commencement of
the Term, such early Possession shall not advance the Termination Date and
shall be subject to the provisions of this Sublease, including without
limitation the payment of rent.
6. RENT
Commencing on October 1, 1998, Sublessee shall pay to Sublessor as rent,
without deduction, setoff, notice, or demand, at Sublessor's address or at
such other place as Sublessor shall designate from time to time by notice
in writing to Sublessee, $38,221.00 in advance on the first day of each
month of the Term. For each subsequent year starting June 1, 1999, the Rent
shall increase at a rate of 3% per annum from its current level. Sublessee
will pay its own costs electricity which will be separately metered.
Sublessee will have for no further rental obligations under the Master
Lease including, but not limited to, pass through obligations under the
Master Lease for taxes and operating expenses, provided, however, if
Sublessee makes any payments to Lessor to cure any defaults identified in a
notice of default under the Master Lease, such payments shall be set-off
against Sublessee's obligations under this Sublease.
7. USE OF PREMISES
The Premises shall be used and occupied for general office purposes only,
and for no other use or purpose.
8. ASSIGNMENT AND SUBLETTING
Sublessee shall not assign this Sublease or further sublet all or any part
of the Premises without the prior written consent of Sublessor (and the
consent of Lessor) which consent will not be unreasonably withheld.
9. OTHER PROVISIONS OF SUBLEASE
All applicable terms and conditions of the Master Lease are incorporated
into and made a part of this Sublease as if Sublessor were the Lessor and
Sublessee the Lessee under the Master Lease, and the Premises the Master
Premises. In addition,
a. Seven (7) underground parking spaces for Sublessee will be provided at
a cost of $90.00 for each space per month. The rate will adjust if
Lessor makes changes under the Master Lease. These spaces cannot be
surrendered except by mutual agreement between the parties.
b. Sublessor will provide Sublessee the following: (i) Twenty (20)
cubicles with associated desks and storage units. (ii) Two (2)
executive wood furniture sets including wood desk, credenza and
associated cabinet, (iii) Executive office furniture located in the
large executive office with the private restroom.
c. If Sublessor attempts to sublease any of its remaining space, it shall
give fifteen (15) days advance written notice of its intentions to
Sublessee and who will have the right of first refusal to assume
Sublessor's remaining obligations under the Master Lease. Sublessee
will have fifteen (15) days from the receipt of the Notice to exercise
its right of first refusal. After these time frames have elapsed, the
right of first refusal will expire.
d. The employees and invitees of Sublessor shall, without additional
consideration, have elevator access to the corridor and reception area
under the Sublease.
Sublessee assumes and agrees to perform the Lessee's obligations under the
Master Lease during the Term to the extent that such obligations are
applicable to the Premises, except that the obligation to pay rent to
Lessor under the Master Lease shall be considered performed by Sublessee to
the extent and in the amount rent is paid to Sublessor in accordance with
Section 6 of this Sublease. Sublessee shall not commit or suffer any act or
omission that will violate any of the provisions of the Master Lease.
Sublessor shall exercise due diligence in attempting to cause Lessor to
perform its obligations under the Master Lease for the benefit of
Sublessee. If the Master Lease terminates, this Sublease shall terminate
and the parties shall relieved of any further liability or obligation under
this Sublease, provided however, that if the Master Lease terminates as a
result of a default or breach by Sublessor or Sublessee under this Sublease
and/or the Master Lease, then the defaulting party shall be liable to the
nondefaulting party for the damage suffered as a result of such
termination. Notwithstanding the foregoing, if the Master Lease gives
Sublessor any right to terminate the Master Lease in the even of the
partial or total damage, destruction, or condemnation of the Master
Premises or the building or project of which the Master Premises are a
part, the exercise of such right by Sublessor shall not constitute a
default or breach under this Sublease. The parties agree to indemnify and
hold the other harmless for all costs, losses, damages and the like
resulting from such party's breach of any of the terms of the Master Lease.
11. ATTORNEYS' FEES
If Sublessor, Sublessee, or Broker shall commence an action against the
other arising out of or in connection with this Sublease, the prevailing
party shall be entitled to recover its costs of suit and reasonable
attorney's fees.
12. AGENCY DISCLOSURE
Sublessor and Sublessee each warrant that they have dealt with no other
real estate broker in connection with this transaction except: CB
COMMERCIAL REAL ESTATE GROUP, INC., who represents Sublessor and Sublessee.
Sublessor and Sublessee hereby confirm that they were timely advised of the
dual representation and that they consent to the same, and that they do not
expect this broker to disclose to either of them the confidential
information of the other party.
13. COMMISSION
Upon execution of this Sublease, and consent thereto by Lessor (if such
consent is required under the terms for the Master Lease), Sublessor shall
pay Broker a real estate brokerage commissions in accordance with
Sublessor's contract with Broker. Sublessee shall have no obligation to
Broker.
13. NOTICES
All notices and demands which may or are to be required or permitted to be
given by either party on the other under this Sublease shall be in writing.
All notices and demands by the Sublessor to Sublessee shall be sent by
United States mail, postage prepaid, addressed to the Sublessee at the
Premises, and to the address herein below, or to such other place as
Sublessee may from time to time designate in a notice to the Sublessor. All
notices and demands by the Sublessee to Sublessor shall be sent by United
States Mail, postage prepaid, addressed to the Sublessor at the address set
forth herein, and to such other person or place as the Sublessor may from
time to time designate in a notice to the Sublessee.
To Sublessor: Western Diversified Life Insurance Company
000 Xxxx Xxxx Xx.
Xxxxxxxxx, Xxxxxxxx 00000
To Sublessee: Web Street Financial Group, Inc.
000 Xxxx Xxxx Xx.
Xxxxxxxxx, Xxxxxxxx 00000
15. CONSENT BY LESSOR
THIS SUBLEASE SHALL BE OF NO FORCE OR EFFECT UNLESS CONSENTED TO BY LESSOR
WITHIN 10 DAYS AFTER EXECUTION OF THIS SUBLEASE.
16. COMPLIANCE
The parties agree to comply with all applicable federal, state and local
law, regulations, codes, ordinances and administrative orders having
jurisdiction over the parties, property or the subject matter of this
Agreement, including, but not limited to, the 1964 Civil Rights Act and all
amendments thereto, the Foreign Investment in Real Property Tax Act, the
Comprehensive Environmental Response Compensation and Liability Act, and the
Americans With Disabilities Act.
Sublessor: /s/ Xxxxx Xxxxxx Sublessee: /s/ Xxxxxx Xxx
-------------------------- -------------------------
By: Xxxxx Xxxxxx By: Xxxxxx Xxx
-------------------------------- --------------------------------
Title: Executive Vice President Title: President
------------------------------ ------------------------------
By: _______________________________ By: _______________________________
Title: _____________________________ Title: _____________________________
Date: ______________________________ Date: ______________________________
