Exhibit 10.36
[LETTERHEAD OF X. X. XXXXXXX CO.]
THIS LEASE, made this 15TH day of AUGUST, 1996, by and between
KEE JOINT VENTURE, first party, (hereinafter called "Landlord");
and FIRST LIGHT FILMS, second party, (hereinafter called
"Tenant"); and X. X. Xxxxxxx Co., third party, (hereinafter
called "Agent")
W I T N E S S E T H:
PREMISES 1. The Landlord, for and in consideration of the rents,
covenants, agreements, and stipulations hereinafter mentioned,
reserved and contained, to be paid, kept and performed by the
Tenant, has leased and rented, and by these presents does lease
and rent, unto the said Tenant, and said Tenant hereby agrees to
lease and take upon the terms and conditions which hereinafter
appear, the following described property (hereinafter called
premises), to wit:
Office and warehouse area of approximately 8,000 sq ft. and
known as 0000 Xxxxxx Xxxxxx, X.X., Xxxxxxx, Xxxxxxx
No easement for light or air is included in the premises.
TERM 2. To have and to hold for a term of one year beginning on
the 1st day of December, 1996 and ending on the 30th day of
November 1997 at midnight unless sooner terminated as hereinafter
provided.
RENTAL 3. Tenant agrees to pay Landlord, promptly on the first
day of each month in advance, during the term of this lease, a
base monthly rent of:
Three Thousand Three Hundred Dollars ($3,300.00).
LATE 3. All rentals and other charges payable under this lease
CHARGES shall be due and payable as set forth above. Rentals and other
charges received or post marked after the tenth day of each month
shall be charged with and additional late charge in an amount
equal to 5% of the delinquent rent or charge. Notwithstanding any
provision hereof Lessor shall have the right to refuse any
rentals paid after the first day of each month.
AGENT'S 4. The commission to be paid in connection with this
COMMISSION transaction has been negotiated between Landlord and Agent and
Landlord agrees to pay Agent, as compensation for services
rendered in procuring this lease, five percent (5%) of all
rentals thereafter paid by Tenant under this lease and any late
charges collected by Agent, and Landlord, with consent of
Tenant, hereby assigns to Agent aforesaid commission. If Tenant
becomes a Tenant at will or at sufferance or if the term of this
lease is extended, or if new lease is entered into between
Landlord and Tenant covering leased premises, or any part
thereof, or covering any other premises as an expansion of, or
substitute for, the premises herein leased, then in either of
said events, Landlord, in consideration of Agent's having
procured Tenant hereunder, agrees to pay Agent five percent (5%)
of all rentals paid to Landlord by Tenant, under such extension,
amendment, or new lease. Agent agrees that, in the event Landlord
sells leased premises, and upon Landlord's furnishing Agent with
an agreement signed by Purchaser assuming Landlord's obligations
to Agent under this lease, Agent will release original Landlord
from any further obligations to Agent hereunder, Tenant agrees
that if this lease is validly assigned by him that he will secure
from assignee an agreement in writing by assignee recognizing
assignment held by Agent and agreeing to pay rental to Agent
herein named during the term of this lease. Agent is a party to
this contract solely for the purpose of enforcing his rights
under this paragraph and it is understood by all parties hereto
that Agent is acting solely in the capacity as agent for
Landlord, to whom Tenant must look as regards all covenants,
agreements and warranties herein contained, and that Agent shall
never be liable to Tenant in regard to any matter which may arise
by virtue of this lease. Voluntary cancellation of this lease
shall not nullify Agent's right to collect the commission due for
the remaining term of this lease. In the event that the premises
is condemned, or sold under threat of and in lieu of
condemnation, Agent shall, on the date of receipt by Landlord of
the condemnation award or sale proceeds, be paid agent's
commission, which would otherwise be due to the end of the term
contracted for under paragraph 2 above.
In the event that Tenant or any person or related entity or
business organization having any direct or indirect financial
interest in Tenant's business, acquires title to the leased
premises at any time during the term of this lease, any renewals
thereof, or within six months after the expiration of the term
hereof or the extended term hereof, then Landlord shall pay Agent
a commission on the sale of the property of the Landlord in lieu
of any additional rental commissions. Such sales commission, as
negotiated between parties, is to be a minimum of 5% of the sales
price.
UTILITY BILLS 5. Tenant shall pay all utility bills, including, but not
limited to water, sewer, gas, electricity, fuel, light, and heat
bills, for the leased premises and Tenant shall pay all charges
for garbage collection services or other sanitary services
rendered to the leased premises or used by Tenant in connection
therewith. If Tenant fails to pay any of said utility bills or
charges for garbage collection or other sanitary services,
Landlord may pay the same and such payment may be added to the
rental of the premises next due as additional rental.
USE OF 6. The demised premises shall be used only for purpose of
PREMISES video tape & film production, receiving, storing, shipping and
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selling (other than retail) products, materials and merchandise
made and/or distributed by Tenant and for such other lawful
purposes as may be incidental thereto, and subject to any
building or building complex rules and regulations. Outside
storage, including without limitation, trucks and other vehicles,
is prohibited without Landlord's prior written consent, Tenant
shall at its own cost an expense obtain any and all licenses and
permits necessary for any such use. Tenant shall comply with all
governmental laws, ordinances and regulations applicable to the
use of the premises, and shall promptly comply with all
governmental orders and directives for the correction, prevention
and abatement of nuisances in or upon, or connected with, the
premises, all at Tenant's sole expense. Tenant shall not permit
any objectionable or unpleasant odors, smoke, dust, gas, noise or
vibrations to emanate from the premises, nor take any other
action which would constitute a nuisance or would disturb or
endanger any other tenants of the building in which their
premises are situated or unreasonably interfere with their use of
their respective premises. Without Landlord's prior written
consent, Tenant shall not receive, store or otherwise handle any
product, material or merchandise which is explosive or highly
flammable. Tenant will not permit the premises to be used for any
purpose or in any manner (including without limition any method
of storage) which would render the insurance thereon void or the
insurance risk more hazardous or cause the State Board of
Insurance or other insurance authority to disallow any sprinkler
credits. If any increase in the fire and extended coverage
insurance premiums paid by Landlord or other Tenants for the
building in which Tenant occupies space is caused by Tenant's use
and occupancy of the premises, or if Tenant vacates the premises
and causes an increase in such premiums, then Tenant shall pay as
additional rental the amount of such increase to Landlord.
ABANDONMENT 7. Tenant agrees not to abandon or vacate leased premises
OF LEASED during the period of this lease, and agrees to use said premises
PREMISES for purpose herein leased until the expiration thereof.
REPAIRS BY 8. Landlord agrees to keep in good repair the roof,
LANDLORD foundations, and exterior walls of the premises (exclusive of all
glass and exclusive of all exterior doors), and underground
utility and sewer pipes outside the exterior walls of the
Building, except repairs rendered necessary by the negligence of
Tenant, its agents, employees, or invitees. Landlord gives to
Tenant exclusive control of premises and shall be under no
obligation to inspect said premises. Tenant shall promptly report
in writing to Landlord any defective condition known to it which
Landlord is required to repair, and failure to so report such
defects shall make Tenant responsible to Landlord for any
liability incurred by Landlord by reason of such defects.
REPAIRS BY 8a. Tenant accepts the leased premises in their present
TENANT condition and as suited for the uses intended by Tenant. Tenant
shall, throughout the initial term of this lease and all renewals
thereof, at its expense, maintain in good order and repair the
leased premises, including the building and other improvements
located thereon, except those repairs expressly required to be
made by Landlord. Tenant agrees to return said premises to
Landlord at the expiration, or prior to termination, of this
lease in as good condition and repair as when first received,
natural wear and tear, damage by storm, fire, lightning,
earthquake or other casualty alone excepted. Tenant further
agrees not to permit the storage or abandonment of disabled
vehicles in the parking or loading areas.
TAX & 9. Tenant shall pay upon demand, as additional rental
ESCALATION during the term of this lease and any extension or renewal
thereof, the amount by which all taxes (including, but not
limited to, ad valorem taxes, special assessments and any other
governmental charges), on the premises for each tax year exceeds
all taxes on the premises for the tax year 1993. In the event the
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premises are less than the entire property assessed for such
taxes for any such tax year, then the tax for any such year
applicable to the premises shall be determined by proration on
the basis that the rentable floor area of the premises bears to
the rentable floor area of the entire property assessed. If the
final year of the lease term fails to coincide with the tax year,
then any excess for the tax year during which the term ends shall
be reduced by the pro rata part of such tax year beyond the lease
term. If such taxes for the year in which the lease terminates
are not ascertainable before payment of the last month's rental,
then the amount of such taxes assessed against the property for
the previous tax year shall be used as basis of determining the
pro rata share, if any, to be paid by Tenant for that portion of
the last lease year. Tenant's pro rata portion of increased
taxes, as provided herein, shall be payable within fifteen days
after receipt of notice from Landlord or Agent as to the amount
due.
DESTRUCTION 10. If premises are totally destroyed by storm, fire,
OF, OR DAMAGE lightning, earthquake or other casualty, this lease shall
TO PREMISES terminate as of the date of such destruction, and rental shall be
accounted for as between Landlord and Tenant as of that date. If
premises are damaged but not wholly destroyed by any such
casualties, rental shall xxxxx in such proportion as use of
premises has been destroyed, and Landlord shall restore premises
to substantially the same condition as before damage as speedily
as practicable, whereupon full rental shall recommence.
INDEMNITY 11. Tenant agrees to indemnify and save harmless the
Landlord against all claims for damages to persons or property by
reason of the use or occupancy of the leased premises, and to
reimburse Landlord for all expenses incurred by Landlord because
thereof, including attorneys' fees and court costs. Landlord
agrees to indemnify and save harmless the Tenant against all
claims for damages to persons or property as a result of
Landlord's occupancy in the building.
GOVERNMENTAL 12. Tenant agrees, at his own expense, to promptly comply
ORDERS with all requirements of any legally constituted public
authority made necessary by reason of Tenant's occupancy. It is
mutually agreed, however, between Landlord and Tenant, that if in
order to comply with such requirements, the cost to Landlord or
Tenant, as the case may be, shall exceed a sum equal to one
year's rent, then Landlord or Tenant who is obligated to comply
with such requirements is privileged to terminate this lease by
giving written notice of termination to the other party, by
registered mail, which termination shall become effective sixty
(60) days after receipt of such notice, and which notice shall
eliminate necessity of compliance with such requirement by party
giving such notice unless party receiving such notice of
termination shall, before termination becomes effective, pay to
party giving notice all cost of compliance in excess of one
year's rent, or secure payment of said sum in manner satisfactory
to party giving notice.
CONDEMNATION 13. If the whole of the leased premises, or such portion
thereof as will make premises unusable for the purposes herein
leased, be condemned by any legally constituted authority for
any public use or purpose, then in either of said events the term
hereby granted shall cease from the date when possession thereof
is taken by public authorities, and rental shall be accounted for
as between Landlord and Tenant as of said date. Such termination,
however, shall be without prejudice to the rights of either
Landlord or Tenant to recover compensation and damage caused by
condemnation from the condemnor. Its is further understood and
agreed that neither the Tenant nor Landlord shall have any rights
in any award made to the other by any condemnation authority
notwithstanding the termination of the lease as herein provided.
Landlord agrees to pay to Agent, from the award made to Landlord
under condemnation, the balance of lease commissions, as provided
in paragraph 4 thereof, and agent may become a party to the
condemnation proceeding for the purpose of enforcing its rights
under this paragraph.
ASSIGNMENT 14. Tenant may sublease portions of the leased premises to
SUBLETTING others provided such sublessee's operation is a part of the
general operation of Tenant and under the supervision and control
of Tenant, and provided such operation is within the purposes
for-which said premises may be used. Except as provided in
preceding sentence. Tenant shall not, without the prior written
consent of premises by any party other than Tenant. Consent to
any assignment or sublease shall not destroy this provision, and
all later assignments or subleases shall be made likewise only on
the prior written consent of Landlord. Assignee of Tenant, at
option of Landlord, shall become directly liable to Landlord for
all obligations of Tenant hereunder, but no sublease or
assignment by Tenant shall relieve Tenant of any liability
hereunder.
REMOVAL OF 15. Tenant may (if not in default hereunder) prior to the
FIXTURES expiration of this lease, or any extension thereof, remove only
trade fixtures and trade equipment which he has placed in
premises, provided Tenant repair all damage to premises caused by
such removal. All improvements and additions made to the premises
by the Tenant shall become the property of the Landlord.
CANCELLATION 16. It is mutually agreed that in the event the Tenant
OF LEASE BY shall default in the payment of rent, including additional rent,
LANDLORD herein reserved, when due, and fails to cure said default within
five (5) days after written notice thereof from Landlord; or if
Tenant shall be in default in performing any of the terms or
provisions of this lease other than the provision requiring the
payment of rent, and fails to cure such default within thirty
(30) days after the date of receipt of written notice of default
from Landlord; or if Tenant commits an act of bankruptcy; or if a
permanent receiver is appointed for Tenant's property and such
receiver is not removed within sixty days after written notice
from Landlord to Tenant to obtain such removal; or if, whether
voluntarily or involuntarily, Tenant takes advantage of any
debtor relief proceedings under any present of future law,
whereby the rent or any part thereof is, or is proposed to be,
reduced or payment thereof is, or is proposed to be, reduced or
payment thereof deferred; or if Tenant makes an assignment for
benefit of creditors; or if Tenant's effects should be levied
upon or attached under process against Tenant, not satisfied or
dissolved within thirty (30) days after written notice from
Landlord to Tenant to obtain satisfaction thereof; then, and in
any of said events, Landlord at his option may at once, or within
six (6) months thereafter (but only during continuance of such
default or condition), terminate this lease by written notice to
Tenant; whereupon this lease shall end. After an authorized
assignment or subletting of the entire premises covered by this
lease, the occurring of any of the foregoing defaults or events
shall affect this lease only if caused by, or happening to, the
assignee or sublessee. Any notice provided in this paragraph may
be given by Landlord, or his attorney, or Agent herein named.
Upon such termination by Landlord, Tenant will at once surrender
possession of the premises to Landlord and remove all of Tenant's
effects therefrom: and Landlord may forthwith re-enter the
premises and repossess himself thereof, and remove all persons
and effects therefrom, using such force as may be necessary
without being guilty of trespass, forcible entry or detainer or
other tort. In the event Tenant's check, given to Landlord in
payment, is returned by the bank for non-payment, Tenant agrees
to pay all expenses incurred by Landlord as a result thereof.
Tenant shall pay all rent payments thereafter by bank cashier's
check or money order, after the second occurrence of a check
returned for non-payment.
SPECIAL STIPULATIONS
1. Tenant shall deduct the cost of new floor covering for the foyer from the
next month's rent. Such cost not to exceed $450.00.
2. Tenant shall submit for Landlord's approval any modifications or remodeling
of the building prior to commencement of such modification or remodeling. All
such work shall be at Tenant's sole cost and expense and Tenant shall furnish
Landlord with certificate of payment in full from any contractors,
subcontractors and material suppliers and Tenant shall have no right to create a
lien against the property and the leased premises.
3. All such repairs, improvements, remodeling and renovations must conform to
all applicable governmental requirements and regulations.
4. Tenant agrees that upon termination of this lease regardless of reason, all
improvements made to the premises by Tenant shall become the property of
Landlord, including but not limited to air-conditioning and heating systems,
floor covering, wall covering, lighting and plumbing fixtures, with the
exception of personal property not attached to the realty, and at Landlord's
option only, to remove ramp that is planned to be constructed by Tenant.
5. Tenant shall at all times during the term of this lease and so long
thereafter as Tenant shall occupy the premises, cause to be written a policy or
policies of insurance by insurance companies authorized to do business in the
State of Georgia, insuring Tenant and Landlord against any and all insurable
liability in the form generally known as commercial general liability insurance,
insuring Tenant and Landlord against all matters normally insured for under such
policies. Such policies shall have limits of not less than One Million
($1,000,000) dollars for bodily injury and property damage combined per any one
occurrence and a Two Million ($2,000,000) aggregate limit for all occurrences
within the policy year. All such policies shall name Tenant and Landlord as
their respective interests may appear, as the persons insured by such policy or
policies, and the original or a true copy of each such policy shall be delivered
by Tenant to Landlord promptly upon the writing of such a policy or policies
together with adequate evidence of the fact that the premiums are therefore
paid.
6. Tenant further agrees to hold Landlord harmless against third party claims.
7. Tenant further waives any rights to subrogation against Landlord and Landlord
agrees to waive any rights to subrogation against Tenant.
8. It is understood that Tenant will be driving cars into the rear of building
for purposes of photographing them. The cars shall be limited to passenger cars
whose gross weight shall not exceed 5,000 lbs. and Tenant shall exercise care in
the movement of these cars so as not to exert excessive torque by such movement.
The mobile bus used by Tenant shall be kept only at the front end of the
building.
9. Tenant agrees to pay its pro-rata share of any increase in real estate taxes
and insurance based upon square footage of leased premises relative to the base
premises, during the term of this lease.
10. Tenant agrees not to impose other than light storage loading on the elevated
portion of the warehouse and/or any concentrated floor loads over 125 PSF.
All references in this lease to "the date hereof" or similar
references shall be deemed to refer to the last date, in point of time, on which
all parties hereto have executed this lease.
This lease contains the entire agreement of the parties hereto and no
representations, inducements, promises or agreements, oral or otherwise,
between the parties, not embodied herein, shall be of any force or affect.
IN WITNESS WHEREOF, the parties herein have hereunto set their hands
and seal, the day and year first above written.
Executed by Landlord this 4th day of November, 1996
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/s/ Xxxxxx Xxxxxxx
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(By:) KEE JOINT VENURES
Executed by Tenant, this __________ day of _____________, 19____.
/s/ J. Xxxx Xxx Xxxx
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(By:) J. Xxxx Xxx Xxxx, Vice President FIRST LIGHT FILMS
/s/ Xxxx Xxxxxx
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(By:) XXXX XXXXXX X.X. XXXXXXX CO.
