EXHIBIT 10.13
Lease Agreement
255-LEASE FOR BUSINESS AND COMMERCIAL USE ONLY
IND. OR CORP. (REVISED 7/90)
(NOT FOR RESIDENTIAL USE-N.I.S.A. 56:12-1:46: 8-48)
This Lease Agreement, made the 12th day of November, 1997,
Between 98 Incorporated, a corporation of the State of New Jersey,
Landlord
residing or located at 000 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxxxx, Xxx
Xxxxxx 00000 in the of in the County of and State of herein
designated as the Landlord,
And Eempact Corp., a corporation of the State of New Jersey,
Tenant
Residing or located at 000 Xxxxxxx Xxxxxx, 0xx Xxxxx,
Xxxxxxxxxx, Xxx Xxxxxx 00000
in the of in the County of and State of , herein
designated as the Tenant,
Witnesseth that, the Landlord does hereby lease to the
Tenant and the Tenant does hereby rent from the
Landlord, the following described premises: the entire third floor in
the building located at 000 Xxxxxxx Xxxxxx, Xxxxxxxxxx,
Xxx Xxxxxx (less the main stair, elevator and fire tower area), plus
six (6) parking spaces, numbers one (1) through three (3)
and ten (10) through twelve (12).
Term for a term of five years
commencing on December 1, 1997, and ending on November 30, 2002
to be used and occupied only and for no other purpose than
office space.
Upon the following Conditions and Covenants
1st: The Tenant covenants and agrees to pay to the
Landlord, as rent for and during the term hereof, the sum of in the
following manner
$
Payment December 1, 1997 - November 30, 1998 - $3,150.00 per month
of Rent December 1, 1998 - November 30, 1999 - $3,266.67 per month
December 1, 1999 - November 30, 2000 - $3,383.33 per month
December 1, 2000 - November 30, 2001 - $3,500.00 per month
December 1, 2001 - November 30, 2002 - $3,616.67 per month
2nd: The Tenant has examined the premises and has entered into this lease
without any representation on the part of the Landlord
as to the condition thereof. The Tenant shall take good care of
the premises and shall maintain the premises in good condition and state
of repair, and at the end or other expiration of the term hereof, shall
deliver up the rented premises in good order and condition, wear and tear
from a reasonable use thereof, and damage by the elements not
resulting from the neglect or fault of the Tenant, excepted. The Tenant
shall neither encumber nor obstruct the sidewalks, driveways, yards,
entrances, hallways and stairs, but shall keep and maintain the same in
a clean condition, free from debris, trash, refuse, snow and ice. SEE
RIDER.
Glass, etc. 3rd: In case of the destruction of or any damage to
Damage the glass in the leased premises, or the destruction of or damage
Repairs of any kind whatsoever to the said premises, caused by the
carelessness, negligence or improper conduct on the part of the
Tenant or the Tenant's agents, employees, guests, licenses,
invitees, subtenants, assignees or successors. Tenant shall
repair the said damage or replace or restore any destroyed parts
of the premises, as speedily as possible, at the Tenant's
own cost and expense.
4th: No alterations, additions or improvements shall
be made, and no climate regulating, air conditioning, cooling,
heating or sprinkler systems, television or radio antennas,
heavy equipment, apparatus and fixtures, shall be installed
in or attached to the Improvements leased premises, without the
written consent of the Landlord. Unless otherwise provided
herein, all such alterations, additions or improvements and
systems, when made, installed in or attached to the said premises,
shall belong to and become the property of the Landlord and shall
be surrendered with the premises and as part thereof upon the
expiration or sooner termination of this lease, without
hindrance, molestation or injury.
Signs 5th: The Tenant shall not place nor allow to be placed any signs
of any kind whatsoever, upon, in or about the said premises or any
part thereof, except of a design and structure and in or at such
places as may be indicated and consented to by the
Landlord in writing. In case the Landlord or the Landlord's
agents, employees or representatives shall deem it necessary to
remove any such signs in order to paint or make any repairs,
alterations or improvements in or upon said premises or any part
thereof, they may be so removed, but shall be replaced at the
Landlord's expense when the said repairs, alterations or
improvements shall have been completed. Any signs
permitted by the Landlord shall at all times conform with the
municipal ordinances or other laws and regulations applicable
thereto.
Utilities 6th: The Tenant shall pay when due all the rents or
charges for water or other utilities used by the Tenant, which are
or may be assessed or imposed upon the leased premises or which
are or may be charged to the Landlord by the suppliers thereof
during the term hereof, and if not paid, such rents or charges
shall be added to and become payable as additional rent with the
installment of rent next due or within thirty days of demand
therefor, whichever occurs sooner. In addition, the Tenant
shall be responsible for one third (1/3) of the water charges for
the building. The Tenant shall receive copies of the water bills
servicing 000 Xxxxxxx Xxxxxx on a monthly basis and shall
remit one third (1/3) of the total thereof to the Landlord within
five (5) days of receipts of said xxxx. Said water charges
shall be considered additional rent.
Compliance 7th: The Tenant shall promptly comply with all laws,
with ordinances ,rules, regulations, requirements and directives of the
laws, etc. Federal, State and Municipal Governments or Public Authorities and
of all their departments, bureaus and subdivisions, applicable to
and affecting the said premises, their use and occupancy,
for the correction, prevention and abatement of nuisances,
violations or other grievances in, upon or connected with the
said premises, during the term hereof and shall promptly
comply with all orders, regulations, requirements and directives
of the Board of Fire Underwriters or similar authority and of any
insurance companies which have issued or are about to issue
policies of insurance covering the said premises and its contents,
for the prevention of fire or other casualty, damage or
injury, at the Tenant's own cost and expense.
Liability 8th: The Tenant, at Tenant's own cost and expense,
Insurance shall obtain or provide and keep in full force for the benefit of
the Landlord, during the term hereof, general public
liability or claims of liability arising out of, occasioned by or
resulting from any accident or otherwise in our about the leased
premises, for injuries to any person or persons, for
limits of not less than $2,000,000.00 for injuries to one
person and $2,000,000.00 for injuries to more than one person, in
any one accident or occurrence, and for loss or damage to the
property of any person or persons, for not less than $500,000.00.
The policy or policies of insurance shall be of company or
companies authorized to do business in this State and shall be
delivered to the Landlord, together with evidence of the payment
of the premiums therefor, not less than fifteen days prior to the
commencement of the term hereof or of the date when the Tenant
shall enter into possession , whichever occurs sooner. At least
fifteen days prior to the expiration or termination date of any
policy, the Tenant shall deliver a renewal or replacement policy
with proof of the payment of the premium therefore. The
Tenant also agrees to and shall save, hold and keep harmless and
indemnify the Landlord from and for any and all payments, expenses
costs, attorney fees and from and for any and all claims and
liability for losses or damage to property or injuries to
persons occasioned wholly or in part by resulting from any act or
omissions by the Tenant or the Tenant's agents, employees, guests,
licensees, invitees, subtenants, assignees or successors, or for
any cause or reason whatsoever arising out of or by reason of the
occupancy by the Tenant and the conduct of the Tenant's business.
Assignment 9th: The Tenant shall not, without the written consent of the
Landlord assign, mortgage or hypothecate this lease, nor sublet or
sublease the premises or any part thereof, which consent shall not
be unreasonably withheld.
10th: The Tenant shall not occupy or use the leased
premises or any part thereof, nor permit or suffer the same be
occupied or used for any purposes other than as herein limited,
nor for any purpose deemed unlawful, disreputable, extra hazardous
on account of fire or other casualty.
Mortgage 11th: This lease shall not be a lien against the said
Priority premises in respect to any mortgages that may hereafter be placed
upon said premises. The recording of such mortgage or mortgages
shall be preference and precedence and be superior and prior in
lien to this lease, irrespective of the date of recording and the
Tenant agrees to execute any instruments, without costs, which may
be deemed necessary or desirable, to further effect the
subordination of this lease any such mortgage or mortgages. A
refusal by the Tenant to execute such instruments shall entitle
the Landlord to the option of canceling this lease, and the term
hereof is hereby expressly limited accordingly.
Condemnation 12th: If the land and premises leased herein, or of which the
Eminent leased premises are a part, or any portion thereof shall
Domain be taken under eminent domain or condemnation proceedings, or if
suit or other action shall be instituted for the taking or
condemnation thereof, or if in lieu of any formal condemnation
proceedings or actions, the Landlord shall grant an option to
purchase and or shall sell and convey the said premises or any
portion thereof, then the lease, at the option of the
Landlord, shall terminate, and the term hereof shall end as of
such date as the Landlord shall by notice in writing; and the
Tenant shall have no claim or right to claim or be entitled to any
portion of any amount which may be awarded as damages or paid as
the result of such condemnation proceedings or paid as the
purchase price for such option, sale or conveyance in lieu of
formal condemnation proceedings; and all rights of the Tenant to
damage if any, are hereby assigned to the Landlord. The Tenant
agrees to execute and deliver any instruments, at
the expense of the Landlord, as may be deemed necessary or
required to expedite any condemnation proceedings or to effectuate
a proper transfer of title to such governmental or other public
authority, agency, body of public utility seeking to take or
acquire the said lands and premises or any portion thereof. The
Tenant covenants and agrees to vacate the said premises, removal
of the Tenant's personal property therefrom and deliver up
peaceable possession thereof to the Landlord or to such other
party designated by the Landlord in the aforementioned notice.
Failure by the Tenant to comply with any provisions this clause
shall subject Tenant to such costs, expenses, damages and losses
as the Landlord may incur by reason it the Tenant's breach hereof.
Fire and 13th: In case of fire or other casualty, the Tenant
other shall give immediate notice to the Landlord. If the premises
casualty shall be damaged by fire, the elements or other casualty,
the Landlord shall repair the same as speedily as practicable. It
is the Tenant's obligation to pay the rent hereunder shall not
cease but shall be abated in proportion to the damage
to premises. If, in the opinion of the Landlord, the premises
be so extensively and substantially damaged as to render the
untenantable, then the rent shall cease until such
time as the premises shall be made tenantable by the Landlord.
However, if, in the opinion of the Landlord, the premises be
totally destroyed or so extensively and substantially damaged as
to require practically a rebuilding thereof, then the rent shall
be paid up to the time of such destruction and them and from
thenceforth this lease shall come to and end. In no event
however, shall the provisions of this clause become
effective or be applicable, if the fire or other casualty and
damage shall be the result of the carelessness, negligence or
improper conduct of the Tenant or the Tenant's agents,
employees, guests, licensees, invitees, subtenants, assignees
or successors. In such case, the Tenant's liability for the
payment of the rent and the performance of all the
covenants, conditions and terms hereof on the Tenant's part to
be performed shall continue and the Tenant shall be
liable to the Landlord for damage and loss suffered
by the Landlord. If the Tenant shall have been insured
against any of the risks herein covered then the proceeds of such
insurance shall be paid over to the Landlord to the
extent of the Landlord's costs and expenses to make the
repairs hereunder, and such insurance carriers shall have no
recourse against the Landlord for reimbursement.
Reimbursement 14th: If the Tenant shall fail or refuse to comply
of Landlord with and perform any conditions and covenants of the
within lease, the Landlord may, if the Landlord so elects, carry
out and perform such conditions and covenants, at the cost and
expense of the Landlord Tenant, and the said cost and expense
shall be payable on demand, or at the option of the Landlord
shall be added to the installment of rent due immediately
thereafter but in no case later than one month after such
demand, whichever occurs sooner, and shall be due and payable as
such. This remedy shall be in addition to such
other remedies as the Landlord may have hereunder by reason of
the breach by the Tenant of any of the covenants and conditions
in this lease contained.
Inspection 15th: The Tenant agrees that the Landlord and the Landlord's
And Repair agents, employees or other representatives, should have the right
to enter into and upon the said premises or any part thereof, at
all reasonable hours, for the purpose of examining the
same or making such repairs or alterations therein as may be
necessary for the safety and preservations thereof. This clause
shall not be deemed to be a covenant by the Landlord
nor be construed to create an obligation on the part of the
Landlord to make such inspection or repairs. SEE RIDER
"text cut 16th: The Tenant agrees to permit the Landlord and the
off" Landlord's agents, employees or other representatives to show the
premises to person wishing to rent or purchase the same, and
Tenant agrees that on and after June 1, 2002 next preceding
the expiration of the term hereof, the Landlord or the Landlord's
agents, employees or other representatives shall have the right
to place notices on the front of said premises or any part hereof
offering the premises for rent or for sale; and the Tenant hereby
agrees to permit the same to remain thereon without hindrance or
molestation. SEE RIDER.
Increase of 17th: If for any reason it shall be impossible to obtain fire
Insurance and other hazard insurance on the buildings and improvements on
Rates the leased premises, in an amount and in the form and in
insurance companies acceptable to the Landlord, the Landlord may,
if the Landlord so elects at any time thereafter, terminate this
lease and the term hereof upon giving to the Tenant fifteen days
notice in writing of the Landlord's intention so to do, and upon
the giving of such notice, this lease and the term thereof shall
terminate. If by reason of the use to which the premises are put
by the Tenant or character of or the manner in which the Tenant's
business is carried on, the insurance rates for fire and other
hazards shall be increased, the Tenant shall upon demand, pay to
the Landlord, as rent, he amounts by which the premiums for such
insurance are increased. Such payment shall be paid with the
next installment of rent but in no case later than one month
after such demand, whichever occurs sooner. SEE RIDER.
Removal of 18th: Any equipment, fixtures, good or other property of the
Tenant's Tenant, not removed by the Tenant upon the termination of this
Property lease, or upon any quitting, vacating or abandonment of the
premises by the Tenant , or upon the Tenant's eviction,
shall be considered as abandoned and the Landlord shall have the
right, without any notice to the Tenant, to sell or otherwise
dispose of the same, at the expense of the Tenant, and shall not
be accountable to the Tenant for any part of the proceeds of such
sale, if any.
Remedies 19th: If there should occur any default on the part
Upon of the Tenant in the performance of any conditions and covenants
Tenant's herein contained, or if during the term hereof the premises or
Default any part thereof shall be or become abandoned or deserted,
Vacated or vacant, or should the Tenant be evicted by summary
proceedings or otherwise, the Landlord, in addition to any other
remedies herein contained or as may be permitted by law, may
either by force or otherwise, without being liable for
prosecution therefore, or for damages, re-enter the said
premises and the same have and again possess and enjoy; and as
agent for the Tenant or otherwise, re-let the premises and
receive the rents therefore and apply the same, first to the
payment of such expenses, reasonable attorney fees and costs,
as the Landlord may have been put to in re-entering and
repossessing the same and in making such repairs and alterations
as may be necessary; and second to the payment of the rends due
hereunder. The Tenant shall remain liable for such rents as may
be in arrears and also may accrue subsequent to the re-entry by
the Landlord, to the extent of the difference between the rents
reserved hereunder and the rents, if any, received by the
Landlord during the remainder of the unexpired term hereof, after
deducting the aforementioned expenses, fees and costs; the
same to be paid as such deficiencies arise and are ascertained
each month.
Termination 20th: Upon the occurrence of any of the contingencies set forth
On Default in the preceding clause, or should the Tenant be adjudicated a
bankrupt, insolvent or placed in receivership, or should
proceedings be instituted by or against the Tenant for bankruptcy
insolvency, receivership, agreement of composition or assignment
for the benefit of creditors, or if this lease or the estate of
the Tenant hereunder shall pass to another by virtue of any court
proceedings, writ of execution, levy, sale, or by operation or
law, the Landlord may, if the Landlord so elects, at any time
thereafter, terminate this lease and the term hereof, upon giving
to the Tenant or to any trustee, receiver, assignee or other
person in charge of or acting as custodian of the assets or
property of the Tenant, five days notice in writing , of the
Landlord's intention so to do. Upon the giving of such notice,
this lease and the term hereof shall end on the date fixed in
such notice as if the said date was the date originally fixed
in this lease for the expiration hereof; and the Landlord shall
have the right to removal all persons, goods, fixtures and
chattels therefrom by force or otherwise, without liability for
damages.
Non-Liability 21st: The Landlord shall not be liable for any damage or injury
Of Landlord which may be sustained by the Tenant or any other person as a
consequence of the failure, breakage, leakage or obstruction of
the water, plumbing, steam, sewer, waste or soil pipes, roof,
drains, leaders, gutters, valleys, downspouts or the like
or of the electrical, gas, power, conveyor, refrigeration,
sprinkler, air conditioning or heating systems, elevators or
hoisting equipment; or by reason of the elements; or resulting
from the carelessness, negligence or improper conduct on the part
of any other Tenant or of the other Tenant's agents, employees,
guests, licensees, invitees, subtenants, assignees or successors;
or attributable to any interference with, interruption
of or failure, beyond the control of the Landlord, of any
services to be furnished or supplied by the Landlord.
Non-Waiver 22nd: The various rights, remedies, options and elections of
By Landlord the Landlord, expressed herein, are cumulative, and the failure
of the Landlord to enforce strict performance by the Tenant of
the conditions and covenants of this lease or to exercise any
election or option or to resort or have recourse to any remedy
herein conferred or the acceptance by the Landlord of any
installment of rent after any breach by the Tenant, in any one or
more instances, shall not be construed or deemed to be a waiver
or a relinquishment for the future by the Landlord of any such
conditions and covenants, options, elections or remedies, but the
same shall continue in full force and effect. SEE RIDER.
Non-Performance 23rd: This lease and the obligation of the Tenant to pay the
Paid by Landlord rent hereunder and to comply with the covenant conditions
hereof, shall not be affected, curtailed, impaired or excused
because of the Landlord's inability to supply any service or
material called for herein, by reason of any rule, order,
regulations or pre-emption by any governmental entity,
authority, department, agency or subdivision or for any delay
which may arise by reason of negotiations for the adjustment of
any fire or other casualty loss or because of strikes
or other labor trouble or for any cause beyond the control of
the Landlord.
Validity 24th: The terms, conditions, covenants and provisions of this
Of Lease lease shall be deemed to be severable if any clause or provision
herein contained shall be adjudged to be invalid or enforceable
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 herein, but such other clauses or
provisions shall remain in full force and effect.
Notices 25th: All notices required under the terms of this
lease shall be given and shall be complete by mailing such
notices by certified or registered mail, return receipt
requested, to the address of the parties as shown at the head
of the lease, or to such other address as may be designated in
writing, which notice of change or address shall be given in
the same manner.
Title and 26th: The Landlord covenants and represents that the Landlord
Quiet is the owner of the premises herein leased and has the right
Enjoyment and authority to enter into, execute and deliver this lease;
and does further covenant that the Tenant on paying the rent
and performing the conditions and covenants herein contained,
shall and may peaceably and quietly have, hold and enjoy the
leased premises for the term aforementioned.
Entire 27th: This lease contains the entire contract between the
Contract parties. No representative, agent or employee of the Landlord
has been authorized to make any representations or promises
with reference to the within letting or to vary, alter or
modify the terms hereof. No additions, changes or
modifications, renewals or extensions hereof, shall be binding
unless reduced to writing and signed by the Landlord and the
Tenant.
Mechanic's 28th: If any mechanics' other liens shall be created or filed
Lien against the leased premises by reason of labor performed or
materials furnished for the Tenant in the erection,
construction, completion, alteration, repair or addition to any
building or improvement, the Tenant shall upon demand, at the
Tenant's own cost and expense, cause such lien or liens to be
satisfied and discharged of record together with any Notice
if Intention that may have been filed. Failure so to do,
shall entitle the Landlord to resort to such remedies as are
provided herein in the case of and default of this lease, in
addition to such as are permitted by law.
Waiver of 29th: The Tenant waives all rights of recovery against the
Subrogation Landlord or Landlord's agents, employees or other
Rights representatives, for any loss, damages or injury
of any nature whatsoever to property or persons for which
the Tenant is insured. The tenant shall obtain from Tenant's
insurance carriers and will deliver to the Landlord,
waivers of the subrogation rights under the respective policies.
Security 30st: The Tenant has this day deposited with the Landlord the
sum of $4,725.00 as security for the payment of the rent
hereunder and the full and faithful performance by the Tenant
of the covenants and conditions on the part of the Tenant
to be performed. Said sum shall be returned to the Tenant,
without interest, after the expiration of the term hereof
provided that the Tenant has fully and faithfully performed
all such covenants and conditions and is not in arrears in
rent. During the term hereof, the Landlord may, if the
Landlord so elects, have re course to such security, to make
good any default by the Tenant, in which event the Tenant shall
on demand, promptly restore said security to its original
amount. Liability to repay said security to the Tenant shall
run with the reversion and title to said premises, whether any
change in ownership thereof be by voluntary alienation or as
the result of judicial sale, foreclosure or other proceedings,
or the exercise of a right of taking or entry by any mortgages.
The Landlord shall assign or transfer said security, for the
benefit of the Tenant, to any subsequent owner or holder of
the reversion or title to said premises, in which case the
assignee shall become liable for the repayment thereof as
herein provided, and the assignor shall be deemed to be
released by the Tenant from all liability to return such
security. This provision shall be applicable to
every alienation or change in title and shall in no wise be
deemed to permit the Landlord to retain the security after
termination of the Landlord's ownership of the reversion or
title. The Tenant shall not mortgage, encumber or assign said
security without the written consent of the Landlord.
Security on deposit shall at all times represent 1-1/2 months
at the then current rent, and in no event shall be applied
toward the payment of rent or the termination fee as provided
herein.
Conformation The Landlord may pursue the relief on remedy sought in any
With Laws invalid clause, by conforming the said clause with the
And Regulations provisions of the statutes or the regulations of any
governmental agency in such case made and provided
as if the particular provisions of the applicable statutes or
regulations were set forth herein at length.
In all references herein to any parties, persons,
entities or corporations the use of any particular gender or
the plural or singular number is intended to include the
appropriate gender or number as the text of the within
instrument may require. All the terms, covenants and
conditions herein contained shall be fore and shall insure to
the benefit of and shall bind the respective parties hereto,
and their heirs, executors, administrators, personal or legal
representatives successors and assigns.
In Witness Whereof the parties hereto have hereunto set
their hands and seals, or caused these presents to be signed by
their proper corporate officers and their proper
corporate seal to be hereto affixed, the day any year first
above written.
Signed, Sealed and Delivered 98 INCORPORATED
In the presence of or arrested by
/s/ Xxxxx X. Xxxxxxxx
/S/ Xxxxxxx X. Xxxxxxxx Xxxxx X. Xxxxxxxx
Xxxxxxx X. Xxxxxxxx, Secretary Landlord, President
/s/ Xxxxxx Xxx
The undersigned hereby guaranties the Xxxxxx Xxx, President Tenant
performance of Xxxxxx the terms, conditions
and payments of the within Lease
Agreement, however this guaranty shall not
exceed one year from the inception date of
the Lease Agreement.
/s/ Xxxxxx Xxx
Xxxxxx Xxx
RIDER TO LEASE AGREEMENT DATED NOVEMBER 12, 1997
BETWEEN 98 INCORPORATED, A CORPORATION OF THE STATE OF
NEW JERSEY, LANDLORD, AND
EEMPACT CORP., A CORPORATION OF THE STATE
OF NEW JERSEY, TENANT
This Rider is attached to and made a part of a Lease
Agreement dated November ___, 1997, between 98 Incorporated, a
corporation of the State of New Jersey, hereinafter referred to as the
Landlord, and Eempact Corp., hereinafter referred to as the Tenant. Said Rider
is in addition to the provisions contained in the printed form and
where in conflict shall take precedence over said form.
2nd: Tenant shall not be responsible for the removal of snow, ice, trash
or refuse from the common area or parking area but shall not permit debris or
trash to accumulate in the common areas or parking area.
Tenant shall be responsible for janitorial services, replacement of
consumables and lamps within the demised premises.
Tenant agrees to comply with any ordinances or law enacted
regarding the recycling and collection of trash and refuse in the City of
Hackensack, including but not limited to any sorting, boxing, storing and
transporting of the Tenant's trash and refuse to any recycling center.
Tenant shall be responsible for the removal of its trash and
waste from the demised premises and agrees to do so in accordance with State
and local regulations.
The Landlord or Landlord's agents have made no representations or promises
with respect to the demised premises except as herein expressly set forth. The
Landlord shall have no obligation to do anything in the demised premises in
order to make the demised premises acceptable to the Tenant or suitable for its
occupancy and the Tenant shall take the same "as is", except as provided for by
separate agreement or letter. Subsequent to the anticipated changes,
alterations, repairs and/or additions and prior to the Tenant's occupancy,
Tenant shall obtain a Certificate of Occupancy and/or fire inspection and/or
any other inspections mandated or required by State or Local statutes,
ordinances and/or governing authorities.
12th: Tenant shall be permitted to make separate application
for any loss Tenant would incur as a result of condemnation. In the event of
a partial taking, the Tenant, in its sole discretion, shall be permitted to
elect whether to remain as a Tenant for such remaining portion or to vacate the
premises, whereupon the Tenant shall have no further obligation to
the Landlord. In the event Tenant determines to remain in the premises
subsequent to a partial taking, the rent shall be abated by that
portion of the effective space and reduced actual value of the premises.
15th: Landlord agrees to conduct said inspections and repairs
in a manner, which does not unreasonably interrupt or disrupt the Tenant's
business.
16th: Landlord agrees that it will not show the premises in a
manner, which would unreasonably interrupt or disrupt the Tenant's business.
22nd: In the event of any default occasioned by the Tenant as
set forth in the Lease Agreement, Landlord agrees to give the Tenant written
notice of such default which notice shall specifically state the clause of such
default and any other information, which the Landlord holds at that time with
regard to said default. For all defaults other than that of unpaid rent,
Tenant, unless set forth otherwise in the Lease Agreement, shall have ten (10)
days within which to cure said default.
33rd: It is agreed between parties hereto that all alterations, changes,
replacements, improvements, additions and repairs made to the demised premises,
or any part thereof at the expiration of the demised terms or the sooner
termination of the same as herein mentioned, shall belong to the Landlord.
However, the Landlord agrees that all moveable trade fixtures, machinery and
equipment now or on which hereafter may be placed on or attached to the demised
premises and which may be removed without damage to the demised premises shall
be considered as exclusively the property of the Tenant, and the
Tenant shall have the right to remove the same upon the termination of this
Lease, but under no circumstances shall the Tenant remove any lighting
fixtures, panel boards, electrical wiring and conduits or plumbing.
Subject to the foregoing, the Tenant shall repair any damage
to the demised premises resulting from the installation or removal of the
Tenant's property. In the event the Tenant installs any equipment,
fixture or personal property in the premises, it shall be Tenant's
responsibility to insure prior to installation that said installation will not
damage the structural integrity of the premises. Notwithstanding
anything to the contrary in this Lease, the Tenant shall be liable
for any and all damage to the premises caused by Tenant's installation of
equipment mentioned above.
34th: The Tenant covenants and agrees that upon the last day
of the demised term, or the sooner termination thereof, it shall and will
quietly and peaceably, and without fraud, waste or delay, quit and surrender
possession and yield up to the Landlord the demised premises, including any and
all additions, alterations and improvements in as good order, state and
condition as when the Tenant took possession of the same under this
Lease or and prior Lease, ordinary wear and tear expected. In no
event shall the Tenant make any charge to or claim for compensation from the
Landlord for any such additions, alterations or improvements constructed,
erected or installed by or at the cost and expense of the Tenant. Tenant
hereby waives all Notices to Quit and Vacate notwithstanding any law, usage or
custom to the contrary.
35th: The Tenant hereby agrees that if said premises are not
surrendered at the end of the demised term, the Tenant will pay to the Landlord
any and all damages, which the Landlord shall suffer by reason thereof, and
will indemnify the Landlord against all claims and demands made by any
succeeding Tenants against the Landlord, founded upon delay by the Landlord in
delivering possession of the premises to such succeeding Tenants.
36th: No representative or agent of the Landlord is authorized to make
any oral representations in reference thereto, or to orally alter or modify
this Agreement in any way. This Agreement contains all agreements between the
parties hereto. Any additions or alterations to, or changes in this Agreement
or other agreement hereinafter made, or conditions created, to be
binding on the Landlord, must be in writing, signed by both of the parties
hereto, and it is agreed that this provision cannot be waived except by
writing, duly signed by both of the parties hereto.
37th: In the event that any governmental authorities or agencies shall
require any improvements to the leased portion of the building designated as
000 Xxxxxxx Xxxxxx, Xxxxxxxxxx, Xxx Xxxxxx, as a result of any changes,
additions or alterations made by the Tenant, by reason of any statutes,
regulations, codes or similar enactments, it is expressly understood and
agreed that the Landlord shall be under no obligation to perform such
alterations, repairs or structural changes and that the Tenant shall be
obligated to perform any required alterations, repairs or structural changes to
the demised premises at its sole cost and expense, should the demised premises
not pass a building inspection subsequent to any such changes, alterations,
repairs or additions made by the Tenant.
38th: The Tenant shall not cause nor conduct its business so
as to create a nuisance nor shall there be loud or abusive music or language,
so as to disturb the tenants occupying the second and fourth floors below and
above said demised premises occupied by the Tenant, and any violation of the
demised premises occupied by the Tenant, and any violation of the within
conditions shall immediately cause a penalty and forfeiture of the within
Leasehold Agreement. Landlord shall give the Tenant a written notice
to cease and desist with twenty-four (24) hours to comply.
39th: The Tenant shall have no power to do any act, or to
make any contract that may create, or be the foundation for any lien upon
the present or other estate or reversion of the Landlord in the demised
remises, or upon any building or improvements thereof except as
provided in the other articles of this Lease and, should any such lien be
filed, the Tenant, at its own cost and expense, shall bond or otherwise
discharge the same within ten (10) days after the filing thereof.
40th: This lease shall not be recorded. Any attempt to
record this Lease shall be (MISSING LAST SENTENCE)
41st: Tenant understands and agrees that the Tenant shall be
responsible for all costs, expenses and reasonable attorney's fees incurred by
the Landlord as a result of any dispossess proceedings brought against said
Tenant, in the event the Landlord is successful in any such proceedings, not to
exceed the sum of one month's rent at the time of the proceedings, which costs,
expenses and fees shall be considered additional rent.
42nd: There will be a penalty of 10% of the then monthly rent
due in the event any rent due on the first of each and every month is not paid
by the fifth of that same month, unless the fifth falls on a Sunday, in
which event, the sixth is the final due date, which penalty shall
be considered a additional rent.
43rd: The Landlord shall have access to the demised premises
on reasonable notice to the Tenant to (a) inspect the demised premises, (b)
make necessary alterations or improvements, (c) supply services, and (d) she
the said premises to prospective tenants, prospective buyers, mortgage
lenders, contractors or insurers.
The Landlord may enter the demised premises at any time
without notice to the Tenant in case of emergency.
44th: The Landlord is under no obligation to arrange for or
supply gas, electricity, heat, trash removal or any other services whatsoever
to the Tenant. The Tenant will arrange for, supply and pay for gas,
electricity, heat and any and all services it may require or desire as a result
of its business activities, including all meters for the same except as
provided herein. The Tenant shall permit access to the utility companies for
the purpose of reading meters and making necessary repairs to said meters
covering the demised premises occupied by the other Tenants.
45th: The Landlord reserves the right to independently meter
the water consumption for each individual floor (demised premises). In the
event Landlord elects to do so, Tenant will be responsible for the water
charges attributable to the Tenant's said demised premises. Landlord shall be
responsible for the cost of any such meter installation.
46th: There is NO SMOKING permitted anywhere in the building
in which the demised premises are located. It shall be the Tenant's
responsibility to inform all occupants in its space of this prohibition and to
enforce the same within.
47th: In addition, the Tenant shall have its business trade
name placed on the lobby directory.
The Landlord and the Tenant agree to the terms of this lease
by signing below. If a party is a corporation, this Lease is signed by its
proper corporate officers and its corporate seal is affixed.
ATTEST: 98 INCORPORATED, Landlord
/s/ Xxxxxxx X. Xxxxxxxx /s/ Xxxxx X. Xxxxxxxx
XXXXXXX X. XXXXXXXX, SECRETARY XXXXX X. XXXXXXXX PRESIDENT
/s/ Xxxxxx Xxx
TENANT
/s/ Xxxxxx Xxx
XXXXXX XXX, PRESIDENT/SECTY.
The undersigned hereby guarantees the
performance of the terms, conditions
and payments of the within the Lease
Agreement, however, this guaranty
shall not exceed one year from the
inception date of the Lease Agreement.
WITNESS:
/s/ (illegible) /s/ Xxxxxx Xxx
Xxxxxx Xxx
