Exhibit 10.2
LEASE AGREEMENT
This lease dated August 29, 2000, is entered into and executed by and between
BLACKHAWK BUSINESS CENTER, INC. dba DANVILLE BUSINESS CENTER (hereinafter called
"LESSOR") and XXXX (hereinafter called "LESSEE").
1. PREMISES: LESSOR hereby leases to LESSEE and LESSEE hereby leases from LESSOR
office number(s) TEN(10), 000 Xxxxxx Xxxx, Xxxxx 000, Xxxxxxxx, Xxxxxxxxxx,
00000 (hereinafter called "PREMISES')
2. TERM: The term of this lease shall be for SIX (6) months commencing on
September 11, 2000. Upon the ending date set forth herein or any extension
thereof, the lease herein granted shall be renewed and extended for the same
period of time as the original term hereof, unless either party notifies the
other in writing at least sixty (60) days prior to the ending date of this
Lease, or the ending of any extensions thereof, that this Lease will not be
renewed. For any renewal or extension, the monthly rent shall be the current
rate being charged to new LESSEE's at that time for like space.
3. RENT: LESSEE agrees to pay LESSOR as monthly rent for the PREMISES and
telecommunications services as described in Exhibit "D" the sum of ONE THOUSAND
THREE HUNDRED SEVENTY DOLLARS AND 00/100 ($1,370.00) in advance on the first day
of each and every calendar month during said term. In the event their term of
this Lease commences or ends on a day other than the first day of a calendar
month, then the rental for such period shall be prorated.
All rents are due and payable on the first of each month. Any rents not
received by LESSOR within five (5) days after the due date are subject to a
service charge of ten percent (10%) of the past due balance. In the event that
LESSEE fails to pay any amount when due, LESSEE shall pay to LESSOR interest
thereon at an annual rate of ten percent (10%) or such lower rate as may be
maximum lawful rate.
4. A. ADDITIONAL AVAILABLE SERVICES: LESSOR will provide, at its expense,
additional services which are available to LESSEE on a contract basis, and which
include, but are not limited to, telephone services, secretarial services, word
processing, photocopies, mail services, facsimile transmission services, and
equipment rental. LESSEE may contract with LESSOR for these services as a tenant
under this Lease, and in that event, LESSOR will xxxx LESSEE on a monthly basis
at LESSOR'S current charge or charges for each and all of those services
requested of LESSOR by LESSEE.
All such charges for additional services are due and payable five (5)
days upon receipt of an invoice from LESSOR. Any charges not received by LESSOR
within five (5) days after the due date are subject to a service charge of ten
percent (10%) of the past due balance. In the event that LESSEE fails to pay any
amount when due, LESSEE shall pay to LESSOR interest thereon at an annual rate
of ten percent (10%) or such lower rate as may be maximum lawful rate.
B. MAIL: Subject to any restrictions set forth herein, LESSEE is hereby
authorized to use the address of LESSOR as LESSEE's business address (the
"PREMISES ADDRESS" herein). Upon termination of this Lease or use of the
PREMISES, LESSEE will notify all parties of termination of such use of the
PREMISES ADDRESS. In the event that either this Lease terminates or LESSEE is in
default hereunder, the LESSEE's right to use the PREMISES ADDRESS shall
immediately terminate, and LESSOR will return to senders all mail addressed to
LESSEE.
C. FURNITURE AND EQUIPMENT: in the event LESSEE rents LESSOR's
furniture or other equipment including but not limited to telephones
(hereinafter called "EQUIPMENT"), LESSEE shall not damage said EQUIPMENT or make
any modifications, alterations or attachments thereto, nor remove the same
without the written consent of LESSOR, which may be withheld in the sole
discretion of LESSOR. If in the opinion of LESSOR, any LESSEE performed
modifications, whether or not made with the permission of LESSOR, interferes
with the normal use and maintenance of the EQUIPMENT and/or telephone system
and/or switch at the LESSOR's center or otherwise creates a safety hazard,
LESSOR may at LESSEE's expense, remove any such modifications. EQUIPMENT shall
be moved only by LESSOR or its authorized representatives. LESSEE shall be
responsible to pay all costs of such move at the then published LESSOR's fees.
LESSEE shall pay for any and all moves, adds and changes relating to LESSEE's
telephone service unless otherwise waived in writing by LESSOR.
Upon expiration of the term or other termination of this Lease, LESSEE
shall return the furniture and EQUIPMENT to LESSOR in the same condition as when
provided, normal wear and tear expected. If at the end of the term of this
Lease, LESSEE has performed all of the provision of this Lease, the deposits
held on the EQUIPMENT or any remaining balance will be returned to LESSEE,
without interest, within forty-five (45) days after the end of the term.
5. POSSESSION: If LESSOR, for any reason whatsoever, cannot deliver possession
of the PREMISES at the commencement of the term, the LESSOR shall not be liable
for any loss or damage caused thereby nor shall this Lease be void or voidable,
but the LESSEE shall not be liable for any rent until such time as the LESSOR
delivers possession.
6. PERMITTED USE: Said PREMISES shall, during the term of this Lease and any
extensions thereof, be used or the following business purposes only: Business
offices of XXXX. LESSEE agrees that LESSEE will not offer or use the PREMISES to
provide other services or non-service item provided by LESSOR to LESSOR's other
tenants or clients, or make or permit use of the PREMISES which is forbidden by
law or regulation, or may be hazardous or unsafe, or may tend to impair the
character, reputation, appearance or operation of LESSOR. LESSEE shall not
contract with or employ an administrative assistant or clerical staff member for
the purpose of providing secretarial services or word processing services
without the prior written consent of LESSOR. The maximum number of person(s) who
may occupy the PREMISES is one (1) per office unless prior written consent is
given by LESSOR.
7. SECURITY DEPOSIT: LESSEE has deposited with LESSOR the sum of ONE THOUSAND
THREE HUNDRED SEVENTY DOLLARS AND 00/100 ($1,370.00). Said sum shall be held by
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LESSOR as security for the faithful performance by LESSEE of all the terms,
covenants, and conditions of this Lease during the term hereof. If LESSEE
defaults with respect to any provision of this Lease, including but not limited
to the provisions relating to the payment of rent, LESSOR may (but shall not be
required to) use, apply or retain all or any part of this security deposit for
the payment of any rent or any other reason in default, or for the payment of
any other amount which LESSOR may spend or become obligated to spend by reason
of LESSEE's default, or to compensate LESSOR for any loss or damage which LESSOR
may suffer by reason of LESSEE's default. If any portion of said deposit is so
used or applied, LESSEE shall, upon written demand therefore, deposit cash with
LESSOR in an amount sufficient to restore the security deposit to its original
amount, and LESSEE's failure to do so shall be a material breach of this Lease.
LESSOR shall not be required to keep this security deposit separate
from its general accounts. If LESSEE performs all LESSEE's obligations
hereunder, said deposit shall be returned to LESSEE, without payment of interest
within forty-five (45) days after the end of the lease term.
8. LEASE TERMINATION AND SURRENDER: On expiration or sooner termination of this
Lease, or any extension or renewals of this Lease, LESSEE shall promptly
surrender and deliver the PREMISES to LESSOR in as good condition as they are
now at the date of this Lease, reasonable wear and tear expected.
9. ALTERATIONS: LESSEE shall make no alterations, decorations, additions or
improvements in or to the PREMISES without LESSOR's prior written consent, and
only by contractors or mechanics approved by LESSOR. All such work shall be done
at such times and in such manner as LESSOR may from time to time designate.
LESSEE shall provide, at LESSEE's expense, plastic mat(s) to be placed under
each executive chair located within the PREMISES and will use it at all time. In
the event mat(s) are not installed within one week of move-in, LESSOR will
purchase and install said mat(s) at a cost to LESSEE of $65.00 each.
Any alterations, decorations, additions or improvements by LESSEE
pursuant to this Lease shall, at the sole option of LESSOR, be removed at
LESSEE's expense at the expiration of the tenancy under this Lease, and the
PREMISES shall be restored to their state and condition at the date of
commencement at LESSEE's expense.
10. BUILDING ACCESS: Provided the LESSEE shall not be in default hereunder, and
subject to the provisions elsewhere herein contained, the LESSOR agrees to
furnish to the PREMISES in reasonable quantities, electric current for lighting
and normal office use only, common restroom facilities with hot and cold water,
and heating and air conditioning.
The "Facilities and Services" described in Exhibit "B" attached to and
expressly made a part of this Lease by reference shall be furnished to the
PREMISES during normal business hours. The LESSOR shall not be liable for any
damage caused as a result of furnishing any of the above described facilities or
services, or for stoppage or interruption of any said services caused by labor
disturbances, or labor disputes (whether caused by LESSOR or otherwise),
accident, repairs or other cause; nor shall LESSOR be liable under any
circumstances for loss or injury to persons or property, however occurring,
through, or in connection with or incidental to, the furnishing of any of the
foregoing or any other service by LESSOR to LESSEE, nor shall any such failure
relieve LESSEE from the duty to pay the full amount of rent herein specified, or
constitute or be construed as constructive or other eviction of LESSEE.
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11. REPAIR: By entry hereunder, LESSEE accepts the PREMISES as being in good,
sanitary order, condition and repair. LESSOR shall have no obligation to alter,
remodel, improve, repair, decorate or paint the PREMISES or any part thereof,
and the parties hereto affirm that LESSOR has made no representations to LESSEE
respecting the condition of the PREMISES or the Building except as specifically
herein set forth.
12. INSURANCE: LESSEE, at his expense, will provide liability insurance for the
PREMISES with a combined single limit for bodily injury and property damage
liability of $1,000,000 (one million dollars) minimum. The LESSOR will be
endorsed as an addition named insured on the liability policy and a certificate
of insurance will be provided to LESSOR by LESSEE. The LESSOR will not carry
insurance on LESSEE's possessions and personal property.
13. SIGNS AND AUCTIONS: LESSEE shall not place any sign upon the PREMISES or
Building or conduct any auction thereon without LESSOR's prior written consent.
14. CHOICE OF LAW: This Lease shall be governed by the laws of the State of
California.
In the event the LESSOR shall bring and sustain an action against the
LESSEE for breach of any covenant, agreement or condition herein contained, or
for the recovery of possession of the demised PREMISES, or should the LESSOR,
without fault on its part, be named as a defendant in any action or proceeding
brought against the LESSEE in connection with this Lease or arising out of its
occupancy of the demised PREMISES, the LESSEE will pay to LESSOR all costs and
expenses incurred by it in such action or proceeding, including a reasonable
attorney's fee.
15. SUBLET AND LICENSE: Neither the LESSEE, nor anyone claiming by, through or
under the LESSEE, shall mortgage or assign this Lease or sublet or license the
PREMISES or any part thereof or permit the use of the PREMISES by any person
other than the LESSEE without prior written consent of LESSOR which LESSOR
agrees it will not unreasonably withhold.
16. BUILDING RULES: The "Rules and Regulations" described in Exhibit "C" are
attached to and expressly made a part of this Lease by reference, and the LESSEE
hereby expressly covenants and agrees to abide by all of the said Rules and
Regulations, as well as such reasonable modification thereof as may be hereafter
adopted and written notice thereof given to LESSEE by the LESSOR. The LESSOR
shall have no responsibility to the LESSEE for the violation or non-performance
by any other tenant of said Building of any of said Rules and Regulations.
17. WRITTEN NOTICES: All notices by LESSOR to LESSEE, or by LESSEE to LESSOR
shall be in writing.
Notices to LESSEE shall be deemed to be duly given if delivered
personally to an officer of LESSEE, or mailed by registered mail, postage
prepaid, addressed to LESSEE at the demised PREMISES. Notices to LESSOR shall be
deemed to be duly given if delivered personally to Xxxxx Xxxxx, President,
Blackhawk Business Center, Inc. or other officer of LESSOR, or mailed by
registered mail, postage prepaid, address to LESSOR at its offices at 000 Xxxxxx
Xxxx, Xxxxx 000, Xxxxxxxx, Xxxxxxxxxx, 00000.
18. COMPLIANCE WITH LAW: LESSEE shall at LESSEE's own cost and expense, comply
with all statutes, ordinances, regulations and requirements of all governmental
agencies, whether federal,
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state, county or municipal, related to LESSEE's use and occupancy of said
PREMISES whether such statutes, ordinances, regulations and requirements be now
in force or hereinafter enacted.
19. INSURANCE HAZARDS: LESSEE shall not commit nor permit the commission of any
acts on said PREMISES nor use or permit the use of said PREMISES in any manner
that will increase the existing rates or cause the cancellation of any fire,
liability, or other insurance policy insuring the PREMISES or the improvements
to the PREMISES. LESSEE shall, at his/its own cost and expense, comply with any
and all requirements of LESSOR's insurance carriers necessary of the continued
maintenance of and reasonable rates for the fire and liability policies of
LESSOR for the PREMISES and the improvements to the PREMISES.
20. HOLD HARMLESS: LESSEE agrees to indemnify and to hold LESSOR and the
property of LESSOR, including the premises, free and harmless from any and all
claims, liability, loss, damage, or expenses resulting from LESSEE's occupation
and use of the PREMISES and Building.
21. DEFAULT AND ABANDONMENT BY LESSEE: Should LESSEE breach this Lease and
abandon the PREMISES prior to the natural expiration of the term of this Lease,
LESSOR may: (a) continue this Lease in effect by not terminating LESSEE's right
to possession of said PREMISES, in which event LESSOR shall be entitled to
enforce all its rights and remedies under this Lease, including the right to
recover the rents and other obligations, if any, of LESSEE specified in this
Lease as they become due under this Lease; or (b) terminate this Lease and
recover from LESSEE (i) The worth, at the time of award, of the unpaid rent
which had been earned at the time of termination of the Lease; (ii) The worth,
at the time of award, of the amount by which the unpaid rent which would have
been earned after termination of the Lease until the time of award exceeds the
amount of rental loss that LESSEE proves could have been reasonably avoided;
(iii) The worth, at the time of award, of the amount by which the unpaid rent
for the balance of the term of this Lease after the time of the award exceeds
the amount of rental loss that LESSEE proves could be reasonably avoided; (iv)
Any other amount necessary to compensate LESSOR for all detriment approximately
caused by LESSEE's failure to perform his obligations under this Lease.
Should LESSEE default in the performance of any of the covenants,
conditions, or agreements contained in this Lease or any addendum to this Lease,
LESSEE shall have breached the Lease and LESSOR may, in addition to the remedies
specified in this paragraph, re-enter and regain possession of said PREMISES in
the manner provided by the Laws of Unlawful Detainer of the State of California
then in effect.
The remedies given to LESSOR in this paragraph shall not be exclusive
but shall be cumulative and in addition to all remedies now or hereafter allowed
by law or elsewhere provided in this Lease. The waiver by LESSOR of any breach
by LESSEE of any of the provisions of this Lease shall not constitute a
continuing waiver or a waiver of any subsequent breach by LESSEE either of the
same or another provision of this Lease.
22. EMPLOYEES OF LESSOR: LESSEE agrees not to employ any employees of the LESSOR
during the LESSEE's stay within the PREMISES or for period of six (6) months
following the termination of this Lease. Because of the difficulty of
ascertaining the exact damages, there shall be payable to the LESSOR the sum of
$10,000.00 (ten thousand dollars) liquidated damages for each such breach.
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23. ATTORNEY'S FEES: Should any litigation be commence between the parties to
this Lease concerning the PREMISES, this Lease or the rights and duties of
either in relation thereto, the party, LESSOR or LESSEE, prevailing in said
litigation shall be entitled, in addition to such other relief as may be granted
in the litigation, to a reasonable sum as and for his/its attorneys fees in such
litigation which shall be determined by the Court in such litigation or in a
separate action brought for determining such sum.
24. PARTIAL INVALIDITY: Should any provision of this Lease be held by a Court of
competent jurisdiction to be either invalid, void or unenforceable, the
remaining provisions of this Lease shall remain in full force and effect,
unimpaired by the holding.
25. SOLE AND ONLY AGREEMENT: This instrument, together with any addenda thereto,
constitutes the sole and only agreement between LESSOR and LESSEE respecting the
PREMISES, and correctly set forth the obligations of LESSOR and LESSEE to each
other as of this date. Any agreements or representations respecting the
PREMISES, or their leasing by LESSOR to LESSEE, not expressly set forth in this
instrument are null and void.
"LESSOR"
BLACKHAWK BUSINESS CENTER, INC.
By: /s/ Xxxx Xxxxx Date: 9-5-00
------------------------------------- -----------------
Xxxx Xxxxx, Vice President
"LESSEE"
XXXX
By: Xxxxxx X. Xxxxxx
-------------------------------------
Print Name
By: /s/Xxxxxx X. Xxxxxx
-------------------------------------
Signature
Title: Date: 8 29 2000
------------------------------------- -----------------
XXXX
0000 Xxxxxx Xxxxx
Xxxxxxx Xxxxx, XX 00000
(000) 000-0000
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EXHIBIT "A"
FLOOR PLAN
[Diagram attached to original]
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EXHIBIT "B"
FACILITIES AND SERVICES
the following facilities and services are provided to LESSEE each month in
consideration for the monthly rent paid to LESSOR by LESSEE:
Office space as specified in this Lease or any addenda thereto.
Personalized telephone answering service during normal business hours
(8:00 a.m. to 5:00 p.m., Monday through Friday, except legal holiday).
Hours are subject to change at LESSOR'S discretion.
Full-time receptionist service during normal business hours (8:00 a.m.
to 5:00 p.m., Monday through Friday, except legal holiday) and
reception area with seating for visitors. Hours are subject to change
at LESSOR'S discretion.
Mail receipt handling; incoming mail sorted and placed in mail slot,
Monday through Friday.
Use of a microwave oven and refrigerator/freezer.
Coffee and tea for tenants and visitors. Coffee service for meeting
shall be charged according to published rates and charges.
Janitorial service.
All utilities including electric for lighting and normal office use
only, and heating and air conditioning.
Four (4) hours per month per leased office usage of conference room on
a time-shared, reservation basis with other Lessees. One hour minimum
billing. 24 hour notice of cancellation required. Unused hours may not
be carried forward.
Adequate, free parking.
Access to building 7 days per week, 24 hours per day.
Additional administrative services are provided by LESSOR to LESSEE on an
as-needed basis and charged according to the then current published price list
for those services.
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EXHIBIT "C"
RULES AND REGULATIONS
LESSEE shall comply with all those Rules and Regulations as are set forth herein
below. As used in this Exhibit "C", the term "PREMISES", "LESSEE" and "LESSOR"
shall have the meaning set forth in the Lease of which these Rules and
Regulations form a part.
1. No part of the Premises shall be used to manufacture any commodity or to
prepare or dispense any food or beverage, nor shall any cooking be done or
permitted in or about the PREMISES, and no vending machine or machines of any
description shall be installed, maintained or operated in or about PREMISES.
2. No kerosene, gasoline or combustible fluid or material shall be used or kept
in or about the PREMISES, nor shall any method of heating or air-conditioning be
used for the PREMISES other than that supplied by the LESSOR. LESSEE shall
comply with all fire regulations that may be approved by LESSOR.
3. No animals or birds may be brought or kept in or about the PREMISES.
4. The floors of the PREMISES shall not be overloaded, no shall any safe or
other heavy object be installed in the PREMISES without sufficient provision
being made for the proper distribution of the weight thereof.
5. LESSEE shall not install any radio or television antenna, loudspeaker or any
other devise on the exterior walls of the building.
6. LESSEE shall keep PREMISES in a good state of preservation and cleanliness.
It shall not allow anything whatever to fall from the windows or doors of the
PREMISES, nor shall it sweep or throw from the PREMISES any dirt or other
substance into any of the corridors or halls, ventilators or elsewhere in the
Building. Refuse shall be placed in containers in such a manner and at such
times and places as LESSOR may direct.
7. The sidewalks, entrances, vestibules, corridors, halls, landings and fire
exits must not be obstructed or encumbered or used of any purpose other than
ingress and egress to and from the PREMISES and the Building.
8. Water closets and other water apparatus in the Building shall not be used for
any purpose other than those for which they were designed, nor shall any
sweepings, rubbish, rags or other articles be thrown into same. Any damage
resulting from misuse of any water closets or other apparatus in the PREMISES
shall be repaired by LESSOR and paid for by LESSEE.
9. No vehicle belonging to LESSEE or to an employee, licensee, invitee, client
or visitor of LESSEE or occupant shall be parked in such manner as to impede or
prevent ready access to any entrance to or exit from the Building or parking
garage by any other vehicle.
10. LESSEE, its employees, licensee, invitee, client or visitor of LESSEE or
occupant of the PREMISES shall not at any time or for any reason whatsoever
enter upon or attempt to enter upon the roof of the Building, except when
directed to do so by LESSOR or public authorities in the event of a life safety
emergency
11. Canvassing, soliciting and peddling in or about the PREMISES or elsewhere in
the Building shall be prohibited and LESSEE and any occupant of the PREMISES
shall cooperate to prevent the same.
12. Unless approved by LESSOR, no hand trucks, except those equipped with rubber
tires and side guards, shall be used in or about the Building, and no other
carts or vehicles of any kind shall be used in or about the Building.
13. No furniture, freight or equipment of any kind shall be brought in or
received in the Building, except at such time and in such manner as shall be
approved by LESSOR.
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14. The bulletin board or directory of the Building shall be used exclusively
for the display of the names and locations of the LESSEES and occupants of the
Building, and LESSOR reserves the right to exclude any other names therefrom, to
limit the number of names associated with particular occupants at rates
applicable to all occupants of the Building.
15. LESSEE shall see that the exterior doors of the Building and the PREMISES
are closed and securely locked on Saturdays and Sundays and legal holidays and
not later than 6:00 p.m. of each other day. LESSEE shall exercise care and
caution that all water faucets or water apparatus are entirely shut off before
LESSEE or its employees leave the PREMISES, and that all utilities, electricity,
gas or air, shall likewise be carefully shut off so as to prevent waste or
damage.
16. LESSEE shall comply with such security measures and procedures as may be
approved by LESSOR for the operation of the Building and the conduct of business
therein.
17. LESSEE shall not alter any lock or install any new or additional locks or
any bolts on any doors of the PREMISES.
18. Lessee and invitees or guests of Lessee are not permitted to smoke any
cigarettes, cigar or pipe in any area of the Building at any time.
19. LESSOR shall have the right to control and operate those portions of the
Building, other than the PREMISES, and heating and air conditioning, as well as
facilities furnished for the common use of the Lessees, in such a manner as it
seems best for the Lessees generally.
20. Complaints regarding services or operation of the Building shall be made in
writing to LESSOR.
21. These rules and regulations and any consent or approval given hereunder may
be added to, amended or repealed at any time by the LESSOR.
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PROPOSAL FOR OFFICE SPACE AND SERVICES
DANVILLE BUSINESS CENTER
Presented to:
Xxxx
August 28, 2000
Monthly Fixed Charges:
Office Space: *Danville office, exterior $ 1,100.00
*Unfurnished $ 0.00
*Office #10
*Six month lease agreement
Telecommunications Services: *Standard phone package (2 Phone set up) 85.00
Telephone line (voice), Speaker phone set
(Includes call forwarding, speed dialing,
3 way conference calling)
24 hour voicemail
*Standard phone package - 2nd user 85.00
*DSL Line (high speed internet access) 100.00
*Dedicated modem line 0.00
*Dedicated fax line 0.00
--------------
Total monthly telecommunications services 270.00
Total monthly fixed charges (September Prorate) $ 883.80
Set up Fees:
*Security deposits (fully refundable):
Monthly fixed charges
(rent and telecommunications) $ 1,370.00
Telephone set(s) 170.00
Office key(s) - Danville $ 20 60.00
Office key(s) - Blackhawk $ 40 0.00
*Telephone installation: 375.00
Phone/fax/modem line
Voicemail programming
DSL line
*Set up fees:
Administrative set up fee 125.00
Directory listing & Door Sign - Danville 0.00
Directory listing - Blackhawk 0.00
Total set up fees $ 2,100.00
TOTAL DUE UPON MOVE-IN $ 2,983.80
4 hours/month conference room usage, janitorial service, parking, utilities,
coffee/tea service and 24 hour access are included at no additional charge.
Additional services including photocopying, mail services, secretarial and word
processing services are available at scheduled rates and charges.
The submission of this proposal does not constitute a reservation for an option
to lease. Any lease shall become effective only upon the execution and delivery
thereof by lessor and lessee. The parties reserve the right to modify, redraw or
withdraw this proposal. This proposal expires end of business day on: Wednesday,
August 30, 2000.
