1
Exhibit 10.4
LEASE AGREEMENT
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between
HUNTERS SQUARE, INC.
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and
ALPHABET, INC.
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TABLE OF CONTENTS
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ARTICLE NO. TITLE PAGE NO.
1 Parties 1
1.1 Landlord 1
1.2 Tenant 1
2 Basic Lease Provisions 1
2.1 Office Building 1
2.2 Premises 1
2.3 Term 1
2.4 Minimum Rent 1
2.5 Security Deposit 1
2.6 Permitted Use 1
2.7 Tax Charge 1
2.8 CAM Charge 1
2.9 Insurance Charge 1
2.10 Monthly Payment Total 1
2.11 Price Index 1
2.12 CPI Increase Formula 2
2.13 Floor Area 2
3 Demise 2
4 Tern 2
5 MinImum Rent 2
6 Security Deposit 2
7 Real Estate Taxes 3
8 Use 3
9 Rules and Regulations 3
10 Conduct of Business 3
11 Signs 4
12 Property in the Premises 4
13 Trade Fixtures 4
14 Alterations 4
15 Liens 5
16 Common Areas 5
17 Utilities 5
18 Maintenance 6
19 Assignment and Subletting 6
20 Insurance 7
21 Fire or Other Casualty 8
22 Eminent Domain 8
23 Subordination, Attornment and
Mortgagee's Approval 9
24 Estoppel Certificate 9
25 Bankruptcy 10
26 Default 10
27 Surrender of Premises 11
28 Holding Over 12
29 Access to Premises 12
30 Quiet Enjoyment 12
31 Waiver 12
32 Notices and Payments 12
33 Relationship of Parties 13
34 Exoneration of Individuals 13
35 Administrative Fee 13
36 Interpretation of Lease Provisions 13
2
LEASE
THIS LEASE AGREEMENT (the "Lease") is made this 6th day of July, 1988, by and
between the parties named in Article 1, which parties, in consideration of the
mutual covenants herein set forth, do hereby agree as herein specified.
ARTICLE 1. PARTIES
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1.1 Landlord: 1.2 Tenant:
HUNTERS SOUARE, INC. ALPHABET, INC.
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herein called "Landlord", herein called "Tenant",
whose address is: whose address is:
Post Office Box 8827 0000 Xxxx Xxxxxx Xxxxxx
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Xxxxxx, Xxxx 00000 Xxxxxx, Xxxx 00000
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ARTICLE 2. BASIC LEASE PROVISIONS AND DEFINITIONS
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The following are presented for the convenience of the parties and include a
summary of the basic terms of this Lease. Each reference in this Lease to one of
the following provisions shall be construed to incorporate all of the terms
provided for under such provisions:
2.1 Building HUNTERS SQUARE located
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at 0000 Xxxx Xxxxxx Xxxxxx, in the Township
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of Xxxxxxx , County of Trumbull , and State of Ohio, as
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shown on Exhibit A, attached hereto and made a part hereof.
2.2 PREMISES (Article 3) Suite No. 1 containing
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approximately 6,240 square feet (Floor Area).
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2.3 TERM (Article 4) Five ( 5 )
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lease years beginning July 1, 1988 ("Commencement Date") and
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ending June 30, 1993 , with two (2) five year options.
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2.4 RENT (Article 5) Sixty Two Thousand-Four Hundred and
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00/100-Dollars ($___62,400.00) per lease year, payable in advance monthly
installments of Five Thousand-Two Hundred and 00/100 Dollars
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($ 5,200.00 ) each, subject to adjustment as hereinafter provided.
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2.6 PERMITTED USE (Article 8) Only for the:
Use of general corporate offices.
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under the name of ALPHABET, INC.
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2.7 TAX CHARGE (Article 7) Initial monthly payment: $___260.00
2.8 CAM CHARGE (Article 16) Initial monthly payment: $__312.00
2.9 INSURANCE CHARGE (Article 20.5) Initial monthly payment:
$ 78.00.
2.10 MONTHLY PAYMENT TOTAL Initial monthly total of items set forth
above in 2.4, 2.7, 2.8, and 2.9: $___5,850.00
2.11 PRICE INDEX Price Index, as used in this Lease, shall mean the Consumer
Price Index, All Urban Consumers (U. S. City Average) as compiled by the Bureau
of Labor Statistics, United States Department of Labor, which became effective
January, 1978. If such Price Index should in the future be compiled on a
different basis, appropriate adjustments will be made for purposes of
computations. If the United States Department of Labor 'no longer compiles and
publishes such Price Index, any comparable index published by any other branch
or department of the federal government shall be used for the purpose of
(1)
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computing the adjustments herein provided for, and if no such index is compiled
and published by any branch or department of the federal government, the
statistics reflecting cost of living changes, as compiled by any institution,
organization or individual, generally recognized as an authority by financial
and insurance institutions shall be used as a basis for such adjustments.
2.12 CPI INCREASE FORMULA CPI Increase Formula, as used in this Lease, shall
refer to the following determination: using the Price Index applicable on the
first day of the month in which this Lease was executed as the denominator and
the index number for the first month of each lease year or other period being
adjusted as the numerator, multiply said resulting fraction times the payment
being adjusted.
2.13 FLOOR AREA The area determined by measuring from the exterior faces of all
outside walls and the centerline of common walls.
ARTICLE 3. DEMISE
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3.1 Landlord hereby leases to Tenant, and the Tenant hereby rents from the
Landlord, the Premises.
3.2 Tenant acknowledges and agrees that it has examined
the Premises and knows the present condition thereof and accepts the Premises in
its "as is" condition and that no representations as to the condition or repair
of said Premises were made by Landlord or anyone on Landlord's behalf at any
time prior to the execution of this Lease.
ARTICLE 4. TERM
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4.1 To have and to hold the Premises for the Term. In the event that
the date the Tenant is granted possession of the Premises is later
than the Commencement Date, the parties agree that such later date
shall be the Commencement Date of the Term.
4.2 See attached page 2A.
ARTICLE 5. RENT
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5.1 Tenant shall pay to Landlord the Rent on or before the first day of each
calendar month during the Term of this Lease.
5.2 In the event any installment of Rent or other charges accruing under this
Lease shall become overdue, a "Late Charge" of five ($.05) cents for each dollar
so overdue may be charged by Landlord for the purpose of defraying the expense
incident to handling such delinquent payment.
ARTICLE 6. SECURITY DEPOSIT.
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RENEWAL OPTION CLAUSE
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Provided Tenant is not in default and is in full operation during the entire
final year of the initial term of this Lease, Tenant, at its option, shall be
entitled to renew this Lease for two ( 2 ) additional term(s) of five ( 5 )
year(s) (each) by giving a written notice of its intention to do so to the
Landlord one (1) year before the end of the term of this Lease, or one (1) year
before the end of the next prior renewal period, if it has been exercised. Said
renewal(s) shall be upon all the terms and provisions of this Lease, except that
the Minimum Rent in effect for the last year of the initial term shall be
adjusted in accordance with the CPI Increase Formula as of the first day of each
renewal term (but in no event shall the Minimum Rent during the renewal period
be less than the Minimum Rent for the last year of the initial term).
(2)
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ARTICLE 7. REAL ESTATE TAXES.
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7.1 Beginning with the Commencement Date, Tenant shall pay a "Tax Charge" as its
proportionate share of the "Real Estate Tax Expense" which shall include all
real estate taxes and assessments both general and special imposed by federal,
state or local governmental authority or any other taxing authority having
jurisdiction over the Building, against the land, buildings and all other
improvements within the Building, together with any and all expenses incurred by
Landlord in negotiating, appealing or contesting such taxes and assessments.
Real Estate Tax Expense shall include the face amount of real estate taxes but
shall not include any additional charges or penalties incurred by Landlord due
to late payment of real estate taxes. Tenant's Tax Charge shall be computed by
multiplying the total of such Real Estate Tax Expense by a fraction whose
numerator is the Floor Area of Tenant's Premises and whose denominator is the
number of square feet of Gross Leasable Area within that portion of the Building
included within the tax statement. Any dispute as to the areas used in
determining the Real Estate Tax Expense shall be resolved by certification of
Landlord's architect.
7.2 Landlord shall annually estimate and adjust Tenant's Tax Charge based on
charges in the amount of the Real Estate Tax Expense.
7.3 If this Lease terminates (other than by reason of Tenant's default) during
a tax year, Tenant's obligation for Real Estate Tax Expense with respect
thereto shall be appropriately pro rated.
ARTICLE 8. USE
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8.1 Tenant agrees that the Premises shall be occupied by no other
person or entity except upon and with the written consent of Landlord
first had, and shall be used for the Permitted Use, and for no other
purpose or use.
ARTICLE 9. RULES AND REGULATIONS.
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Landlord reserves the right from time to time to adopt and promulgate
reasonable rules and regulations applicable to the Premises and the Building,
including, but without limitation, the designation of certain areas for employee
parking, and to amend and supplement such rules and regulations.
ARTICLE 10. CONDUCT OF BUSINESS.
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10.1 Tenant will keep the inside and outside of all glass in the doors and
windows of the Premises clean; will keep all exterior and interior store front
surfaces clean; will replace promptly at its own expense with glass of like kind
and quality any plate glass or window glass of the Premises which may become
cracked or broken; will not, without the consent in writing of Landlord, place
or maintain any merchandise or other articles in any vestibule or entry of the
Premises, on the sidewalks adjacent thereto or elsewhere on the exterior
thereof; will maintain the Premises, at its own expense, in a clean, orderly and
sanitary condition and free of insects, rodents, vermin and other pests; will
not permit accumulations of garbage, trash or rubbish and other refuse, but will
remove the same at its expense; will not burn any trash or garbage whatsoever;
will not use or permit the use of any objectionable advertising medium within
the Building or in any manner a'udible or visible outside the Premises; will not
cause or permit objectionable odors to emanate from the Premises; will not
solicit business or hold demonstrations in the parking or other Common Areas nor
distribute any hand bills or other
(3)
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advertising matter to, in, or upon any automobiles parked in the parking areas
or in any other Common Areas; will comply with all laws and ordinances and all
valid, rules and regulations of governmental authorities and all recommendations
of the Fire Underwriters Rating Bureau with respect to the use or occupancy of
the Premises by Tenant. No auction, fire, liquidation, bankruptcy, or
going-out-of-business sales shall be conducted in the Premises without the
advance written consent of Landlord nor shall Tenant conduct its business in
such a fashion as to give the impression such a prohibited sale is being
conducted.
ARTICLE 11. SIGNS.
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11.1 Tenant agrees that it will not erect any signs without first obtaining
Landlord's approval as to size, color, type and location of the permitted signs.
Tenant agrees to maintain its signs in a good state of repair and save the
Landlord harmless from any loss, cost or damage as a result of the erection,
maintenance, existence or removal of the same and shall repair any damage which
may have been caused by the erection, existence, maintenance or removal of such
signs. Upon vacating the storeroom, the Tenant agrees, at its sole cost, to
remove all signs and to repair all damage caused by such removal.
ARTICLE 12. PROPERTY IN THE PREMISES.
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12.1 All leasehold or building improvements or additions shall, when installed
or completed, attach to the freehold and become and remain the property of the
Landlord. All store fixtures or trade fixtures and signs shall remain the
property of the Tenant subject at all times to the Landlord's claim for rent and
other sums which may become due to the Landlord under this Lease.
12.2 Tenant further agrees that all personal property of every kind or
description which may at any time be in the Premises shall be at the Tenant's
sole risk, or at the risk of those claiming under the Tenant. Landlord shall not
be responsible or liable to Tenant for any loss or damage that may be occasioned
by the acts or omissions of persons occupying any space adjacent to or adjoining
Tenaht's Premises, or any part thereof. Landlord shall not be responsible or
liable to Tenant for any loss or damage resulting to Tenant or its property or
its business from roof leaks, water, gas, steam, fire, or the bursting, stoppage
or leaking water and/or sewer pipes, or from the heating or plumbing fixtures,
or from electric wires, or from gas or odors, or caused in any manner
whatsoever.
ARTICLE 13. TRADE FIXTURES.
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13.1 All trade fixtures and equipment installed by Tenant in the Premises shall
be new or completely reconditioned.
13.2 Tenant may, at the expiration of said term, remove all the Tenant's trade
fixtures which can be removed without costly injury to, or undue defacement of
said Premises, provided all rents stipulated herein are paid in full and
Tenant is not otherwise in default hereunder, and that any and all damage to
the Premises or to Landlord's premises (resulting from or caused by such
removal) shall be promptly repaired at Tenant's expense.
ARTICLE 14. ALTERATIONS.
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14.1 Tenant further covenants not to permit alterations of or upon any part of
the Premises except by and with the written consent of the Landlord first had.
Tenant further agrees, in the event of making such alterations as herein
provided, to indemnify and save harmless the Landlord from all expense, liens,
claims or damages to either persons or property or the Premises, arising out of
or resulting from the undertaking or making of said alterations.
14.2 Any alterations made by Tenant shall consist of new material installed in a
workmanlike manner and in compliance with all applicable laws and regulations.
(4)
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ARTICLE 15. LIENS.
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15.1 No work which Landlord permits Tenant to do or which Tenant is obligated to
perform pursuant t9 this Lease, whether in the nature of erection, construction,
alteration or repair, shall be deemed to be for the immediate use and benefit of
Landlord so that no mechanics' or other lien or encumbrance or charge shall be
allowed against the right, interest or estate of Landlord by reason of any
consent given by Landlord to Tenant to improve the Premises. In the event any
mechanics or other lien shall at any time be filed against the Premises by
reason of work or materials performed or furnished, or alleged to be performed
or furnished, to Tenant or anyone holding the Premises through or under Tenant,
Tenant shall forthwith cause the same to be discharged of record by payment,
deposit, bonding in an amount satisfactory to the Landlord, or by order of court
of competent jurisdiction. If Tenant shall fail to cause such lien forthwith to
be so discharged or bonded after being notified of the filing thereof, then, in
addition to any other right or remedy of Landlord, Landlord may discharge the
same by paying the amount claimed to be due or bonding or deposit procedure, and
the amount so paid by Landlord including reasonable attorney's fees, with
interest therein at the Default Rate, and costs and allowances, shall constitute
additional Rent payable by Tenant under this Lease and shall be paid by Tenant
to Landlord on demand.
ARTICLE 16. COMMON AREAS
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16.1 Landlord shall make available from time to time to service the Building
such Common Areas as and to the extent Landlord shall alone from time to time
deem appropriate. Common Areas shall be defined as including but not limited to
any parking areas, driveways, service courts, access and egress roads,
sidewalks, opened and enclosed courts and malls, landscaped and planted areas,
fire corridors, meeting areas and public restrooms. Landlord shall operate,
manage, equip, light, repair and maintain said Common Areas for their intended
purposes in such manner as Landlord shall in its sole discretion from time to
time determine, and may from time to time change the size, location, elevation,
nature and/or use of any Common Areas and may make installations and/or
construct or erect buildings, structures, booths therein or thereon and move or
remove the same and shall have the right to retain revenue from income-producing
events whether or not conducted for promotional purposes.
16.2 Tenant, its officers, employees, customers and invitees shall have the
non-exclusive right in common with Landlord and all others to whom Landlord has
or may hereafter grant rights, to use said Common Areas as designated by
Landlord, subject to such rules and regulations as Landlord may impose. Landlord
may at any time close any Common Area to make repairs or changes or to prevent
the acquisition of public rights in such area or to discourage noncustomer
parking. Tenant agrees to cause its employees to park in such areas as may be
designated by Landlord for "Employee Parking".
16.3 Tenant shall pay to Landlord a "CAM Charge" as its proportionate share of
the cost and expense to Landlord of operating, maintaining and repairing said
Common Areas (hereinafter referred to as "Common Area Maintenance Costs"). The
initial monthly payment shall be adjusted effective on the first day of the
first month of the second lease year and on the first day of the first month of
each lease year thereafter in accordance with the CPI Increase Formula.
ARTICLE 17. UTILITIES.
17.1 From the date Tenant is given possession of the Premises, Tenant agrees to
pay for all utility services rendered or furnished to the Premises including
gas, water, electricity, sprinkler charges assessed by any governmental.
authority, fire line charges, sewer rental, sewage treatment facilities and the
like, together with all taxes levied or other charges on such utilities and
governmental charges based on utility consumption, standby utility capacity or
potential utility use. Any such charges for services supplied by Landlord, or
charges for utilities which may be rebilled by the
(5)
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Landlord, shall be due and payable within ten (10) days after xxxxxxxx therefor
are rendered to Tenant. In no event shall Landlord be liable for the quality,
quantity, failure or interruption of such services to the Premises.
ARTICLE 18. MAINTENANCE.
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18.1 Landlord covenants and agrees to keep and maintain (except as hereinafter
set forth), the roof and other structural and exterior portions of the Building;
except, however, that Landlord shall not be responsible for the following:
doors, door checks and operators and windows; reasonable wear and tear; and
damage caused by any act or negligence of Tenant, its employees, agents,
invitees, licensees or contractors. Other than as herein provided, Landlord
shall not be responsible to make any other improvements or repairs of any kind
in or upon the Premises.
18.2 Tenant covenants and agrees to keep and maintain at its own cost and
expense in good order, condition and repair the Premises and every part thereof,
except as hereinabove provided, including, but without limitation, the exterior
and interior portions of all doors, door checks and operators, windows and plate
glass, all plumbing and sewage facilities and electrical systems within the
Premises, fixtures, air-conditioning and electrical equipment, and interior
walls, floors and ceilings, signs and all interior building appliances and
similar equipment. Tenant further agrees to replace any of said equipment when
necessary at its own cost and expense. Tenant also covenants and agrees to be
responsible for any damage to the Premises or to the Building, or any part
thereof, including but not limited to the roof, caused by any act or negligence
of Tenant, its employees, agents, invitees, licensees or contractors.
ARTICLE 19. ASSIGNMENT AND SUBLETTING.
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19.1 Tenant covenants and agrees not to assign this Lease or to sublet the whole
or any part of the Premises, or to permit any other persons to occupy same
without the written consent of the Landlord first had. Any assignment or
subletting, even with the consent of Landlord, shall not relieve Tenant from
liability for payment of rent or other sums herein provided or for the
obligation to keep and be bound by the terms, conditions and covenants of this
Lease, notwithstanding the fact that this Lease may be amended by agreement
between such assignee or subtenant and Landlord. In the event any assignment or
subletting, even with the consent of Landlord, results in rental income or other
lease charges in an amount greater than that provided for in this Lease, then
such excess shall belong to the Landlord and shall be payable to Landlord as
additional rental herein reserved. The acceptance of rent from any other person
shall not be deemed to be a waiver of any of the provisions of this Lease or to
be a consent to the assignment of this Lease or subletting of the Premises .
19.2 An assignment for the benefit of creditors or by operation of law shall not
be effective to transfer any rights to assignees without the written consent of
the Landlord first having been obtained .
19.3 Provided Tenant is a corporation, then if at any time during the term of
this Lease any part or all of the corporate shares of Tenant shall be
transferred by sale, assignment, bequest, inheritance, operation of law or other
disposition so as to result in a change in the present effective voting control
of Tenant by the person or persons owning a majority of said corporate shares on
the date of this Lease, Tenant shall promptly notify Landlord in writing of such
change, and Landlord may terminate this Lease at any time after such change in
control by giving Tenant ninety (90) days prior written notice of such
termination.
(6)
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ARTICLE 20. INSURANCE.
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20.1 Tenant covenants and agrees to provide on or before the commencement of the
term and to keep in force during the entire term of this Lease: (1)
comprehensive general liability insurance for the mutual benefit of Landlord and
Tenant relating to the Premises and its appurtenances in an amount of not less
than One Million ($1,000,000.00) Dollars in respect of personal injury or death
and of not less than Five Hundred Thousand ($500,000.00) Dollars in respect of
property damage, which insurance shall name Landlord as an additional insured;
(2) fire and extended coverage, vandalism, malicious mischief and special
extended coverage insurance in an amount adequate to cover the cost of
replacement of all leasehold or building improvements in the Premises which were
originally constructed or provided by or on behalf of Tenant as well as the cost
of replacement of all fixtures, equipment, decorations, contents and personal
property therein; and (3) plate glass insurance with respect to all plate and
other glass in the Premises. Tenant agrees to deliver to Landlord at least
fifteen (15) days prior to the time such insurance is first required to be
carried by Tenant, and thereafter at least fifteen (15) days prior to the
expiration of any such policy, either a duplicate original or a certificate and
true copy of all policies procured by Tenant in compliance with its obligations
hereunder, together with evidence of payment therefor.
20.2 All of the aforesaid insurance shall be written by one (1) or more
responsible insurance . companies satisfactory to Landlord and shall contain
endorsements that: (1) such insurance may not be canceled or amended with
respect to Landlord (or its designee(s)), except upon ten (10) days written
notice by registered mail to Landlord (and such designee(s)), by the insurance
company; and (2) Tenant shall be solely responsible for payment of premiums for
such insurance. In the event Tenant fails to furnish such insurance, the
Landlord may obtain such insurance and the premiums shall be paid by Tenant to
the Landlord upon demand.
20.3 Tenant will indemnify, save harmless, and defend Landlord from and against
any and all claims and demands in connection with any accident, injury or damage
whatsoever caused to any person or property arising directly or indirectly out
of the Tenant's initial construction, alteration, renovation, remodeling and/or
fixturing of the Premises (whether or not occurring prior to the Commencement
Date hereof), or out of the business conducted in the Premises or occurring in,
on or about the Premises or any part thereof, or arising directly or indirectly
from any act or omission of Tenant or any of its contractors, subcontractors or
concessionaires or subtenants or their respective licensees, servants, agents,
employees, contractors or subcontractors, and from and against any and all
costs, expenses and liability incurred in connection with any such claim or
proceeding brought thereon. The comprehensive general liability coverage
maintained by Tenant pursuant to Subsection A above shall specifically insure
the contractual obligations of Tenant as set forth herein.
20.4 Each insurance policy carried by Landlord or Tenant and insuring all or any
part of the Building, the Premises, including improvements, alterations and
changes in and to the Premises made by either of them and Tenant's trade
fixtures and contents therein, shall be written in a manner to provide that the
insurance company waives all right of recovery by way of subrogation against
Landlord or Tenant, as the case may be, in connection with any loss or damage to
the Premises, property or businesses building and contents caused by any of the
perils covered by fire and extended coverage, and business interruption
insurance, or for which either party may be reimbursed as a result of insurance
coverage affecting any loss suffered by it. So long as the policy or policies
involved can be so written and maintained in etfect, neither Landlord nor Tenant
shall be liable to the other for any such loss or damage, provided, however,
that the foregoing waivers of liability given by Landlord and Tenant to each
other shall apply only to the extent of any recovery made by the parties hereto
under any policy of insurance now or hereafter issued.
(7)
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20.5 Landlord agrees to maintain: (1) comprehensive general liability insurance
relating to the Building and its Common Areas on an occurrence basis in the
minimum amount of One Million Dollars ($1,000,000.00); (2) fire and extended
coverage, vandalism, malicious mischief and special extended coverage insurance
to the extent of the replacement value of the buildings and improvements
originally constructed by Landlord. Tenant agrees to pay to Landlord as its
share of the cost of such insurance during each month, the Insurance Charge. The
initial monthly payment shall be adjusted effective on the first day of the
first month of the second lease year and on the first day of the first month of
each lease year thereafter in accordance with the CPI Increase Formula.
ARTICLE 21. FIRE OR OTHER CASUALTY.
-----------------------------------
21.1 Should the Premises (or any part thereof) be damaged or destroyed by fire
or other casualty insured under the standard fire and casualty insurance policy
with approved standard extended coverage endorsement applicable to the Premises,
Landlord shall, except as otherwise provided herein, and to the extent it
recovers proceeds from such insurance, repair and/or rebuild the same with
reasonable diligence. Landlord's obligation hereunder shall be limited to the
building and improvements originally provided by Landlord at the Commencement
Date of the term of this Lease. Landlord shall not be obligated to repair,
rebuild or replace any property belonging to Tenant or any improvements to the
Premises furnished by Tenant. If there should be a substantial interference with
the operation of Tenant's business in the Premises as a result of such damage or
destruction which requires Tenant to temporarily close its business to the
public, the Rent shall xxxxx but only to the extent of the proceeds actually
received by Landlord under its rent insurance policy. Unless this Lease is
terminated by Landlord as hereinafter provided, Tenant shall, at its cost and
expense, repair, restore, redecorate and refixture the Premises and restock the
contents thereof in a manner and to at least a condition equal to that existing
prior to such damage or destruction, except for the building and improvements to
be reconstructed by Landlord as above set forth, and the proceeds of all
insurance carried by Tenant on the property, decorations and improvements' as
well as fixtures and contents in the Premises shall be held in trust by Tenant
for such purposes. Tenant agrees to commence such work within ten (10) days
after the date of such damage or destruction or the date Landlord completes any
reconstruction required to be completed by it pursuant to the above, whichever
date is later, and Tenant shall diligently pursue such work to its completion.
Tenant further agrees that all such work required of it shall be done within a
period of sixty (60) days after it is required to commence such work.
21.2 Notwithstanding anything to the contrary contained in the preceding
subsection A or elsewhere in this Lease, Landlord at its option, may terminate
this Lease on thirty (30) days notice to Tenant, given within ninety (90) days
after the occurrence of any damage or destruction if: (1) the Premises are
damaged or destroyed as a result of a risk which is not covered by Landlord's
insurance, or (2) the Premises be damaged and the cost to repair the same shall
be more than twenty-five (25%) percent of the cost of replacement thereof, or
(3) the Premises are damaged during the last two (2) years of the term, or (4)
the Building shall be damaged to the extent of twenty-five (25%) percent or more
of the then monetary value thereof (whether the Premises are damaged or not).
ARTICLE 22. EMINENT DOMAIN.
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22.1 If the whole or any part of the Premises shall be taken by any public or
quasi-public authority under the power of eminent domain, condemnation or
expropriation or in the event of a conveyance in lieu thereof, then this Lease
shall terminate on the date when Tenant is required to yield possession thereof.
22.2 If more than twenty (20%) percent of (a) the Floor Area of the Building, or
(b) the Common Areas, shall be taken or conveyed as aforesaid, Landlord shall
have the right, at its option, to be
(8)
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exercised by notice in writing delivered to Tenant, to terminate this Lease
effective, at the option of Landlord, either upon the date title vests in the
condemning authority, or upon the date Landlord is required to deliver
possession of the part taken or conveyed.
22.3 In the event of a taking under the power of eminent domain of the Premises,
Common Areas, or any other portion of the Building, whether whole or partial,
all compensation awarded for such taking of the fee and leasehold estate, or
consideration paid for a conveyance in lieu of condemnation, as damages or
otherwise, shall belong to and be the property of Landlord, except that Tenant
shall be entitled to recover from the condemning authority, but not from
Landlord, such amounts as may be separately awarded to Tenant for removal
expenses , business dislocation damages and moving expenses, provided no such
claim shall diminish or adversely affect Landlord's award. Tenant hereby assigns
to Landlord all right, title and interest of Tenant in and to any award made for
leasehold damages and/or diminution in the value of Tenant's leasehold estate.
ARTICLE 23. SUBORDINATION, ATTORNMENT AND
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MORTGAGEE'S APPROVAL.
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23.1 The Landlord reserves the right and privilege to subject and subordinate
this Lease at all times to the lien of any mortgage or mortgages now or
hereafter placed upon the Landlord's interest in the said Premises and on the
land and buildings of which said Premises are a part, or upon any buildings
hereafter placed upon the land of which the Premises are a part (the holder of
any such mortgage hereinafter referred to as mortgagee), and to any and all
advances to be made under such mortgages, and all renewals, modifications,
extensions, consolidations and replacements thereof.
23.2 Tenant covenants and agrees to execute and deliver, upon demand, such
further instrument or instruments subordinating this Lease on the foregoing
basis to the lien of any such mortgage or mortgages as shall be desired by the
Landlord and any mortgagees or proposed mortgagees, and hereby irrevocably
appoints Landlord the attorney-in-fact of Tenant to execute and deliver such
instrument or instruments for and in the name of Tenant in the event Tenant
shall fail to execute such instrument or instruments within ten (10) days after
written notice to do so.
23.3 Tenant shall, in the event of the sale or assignment of Landlord 5
interest in the Building, or in the event of any proceedings brought for the
foreclosure of, or in the event of the exercise of the power of sale under any
mortgage covering the Building, attorn to and recognize such purchaser or
mortgagee as Landlord under this Lease, and in any such events, Landlord named
herein shall not thereafter be liable on this Lease.
23.4 If any mortgagee shall have given prior written notice to Tenant that it is
a holder of a mortgage as described in the first paragraph of this Article and
such notice includes the address to which notices to such mortgagee are to be
sent, then Tenant agrees to give to such mortgagee notice simultaneously with
any notice given to Landlord to correct any default of Landlord as hereinabove
provided and agrees that the mortgagee shall have the right, within sixty (60)
days after receipt of said notice, to correct or remedy such default before
Tenant may take any action under this Lease by reason of such default .
ARTICLE 24. ESTOPPEL CERTIFICATE.
---------------------------------
24.1 At any time, and from time to time, upon the written request of Landlord or
any mortgagee, Tenant, within ten (10) days of the date of such written request,
agrees to execute and deliver to Landlord and/or such mortgagee, a written
statement: (a) ratifying this Lease; (b) confirming the Commencement and
expiration dates of the term of this Lease; (c) certifying that Tenant is in
occupancy of the Premises and that this Lease is in full force and effect and
has not been modified, assigned, supplemented or amended, except by such
writings as shall be stated; (d) certifying that all conditions and
(9)
11
agreements under this Lease to be satisfied and performed have been satisfied
and performed, except as shall be stated; (e) certifying that Landlord is not in
default under this Lease and there are no defenses or offsets against the
enforcement of this Lease by Landlord, or stating the defaults and/or defenses
claimed by Tenant; (f) reciting the amount of advance rental, if any, paid by
Tenant and the date to which rental has been paid; (g) reciting the amount of
security deposited with Landlord, if any; and (h) any other information which
Landlord or the mortgagee shall require.
ARTICLE 25. BANKRUPTCY.
-----------------------
25.1 Tenant covenants and agrees that if, at any time, Tenant becomes a debtor
under the Bankruptcy Code or is adjudged bankrupt or insolvent under the laws of
any state, or makes a general assignment for the benefit of creditors, or if a
receiver of Tenant's property in the Premises is appointed and shall not be
discharged within thirty (30) days of such appointment, then Landlord may, at
its option, declare this Lease terminated and shall forthwith be entitled to
immediate possession of the Premises except that if any such proceedings are
pursuant to the Bankruptcy Code, then Landlord shall be entitled to all the
rights and remedies accorded landlords, including without limitation those set
forth in said Bankruptcy Code.
25.2 If this Lease is assigned to any person or entity pursuant to the
provisions of the Bankruptcy Code to the extent provided in the Assignment
Clause of this Lease, any and all monies or other considerations payable or
otherwise to be delivered in connection with such assignment, shall be paid or
delivered to Landlord, shall be and remain the exclusive property of Landlord,
and shall not constitute property of Tenant or of the estate of Tenant within
the meaning of the Bankruptcy Code. Any and all monies or other considerations
constituting Landlord's property under the preceding sentence not paid or
delivered to Landlord shall be held in trust for the benefit of Landlord and be
promptly paid or delivered to Landlord. Any person or entity to which this Lease
is assigned pursuant to the provisions of the Bankruptcy Code shall be deemed
without further act or deed to have assumed all of the obligations arising under
this Lease on and after the date of such assignment. Any such assignee shall,
upon demand, execute and deliver to Landlord an instrument confirming such
assignment.
ARTICLE 26. DEFAULT.
--------------------
26.1 All rights and remedies of Landlord herein enumerated shall be cumulative,
and none shall exclude any other rights or remedies allowed by law or in equity.
The occurrence of any of the following shall constitute a default and breach of
this Lease by Tenant:
A. If Tenant shall fail, neglect or refuse to pay any
installment of fixed Rent at the time and in the amount as herein
provided, or to pay any other monies agreed by it to be paid promptly
when and as the same shall become due and payable under the terms
hereof, and if any such default should continue for a period of more
than ten (10) days; or if
B. Tenant shall abandon or vacate the Premises or shall fail,
neglect or refuse to keep and perform any of the other covenants,
conditions, stipulations or agreements herein contained, and in the
event any such default shall continue for a period of more than ten
(10) days after notice thereof is given in writing to Tenant by
Landlord (provided, however, that if the cause for giving such notice
involves the making of repairs or other matters reasonably requiring a
longer period of time than the period of such notice, Tenant shall be
deemed to have complied with such notice so long as it has commenced to
comply with said notice within the period set forth in the notice and
is diligently prosecuting compliance of said notice); or if
C. Tenant shall repeatedly be late in the payment of rent
or other sums or charges due Landlord under this Lease or shall
repeatedly default in the keeping, observing, or performing of
(10)
12
any other covenants or agreements herein contained to be kept, observed
or performed by Tenant (provided notice of payment or other defaults
shall have been given to Tenant, but irrespective of whether or not
Tenant shall have timely cured any such payment or other defaults of
which notice was given).
26.2 In the event of any such default or breach of this Lease by Tenant,
Landlord shall have the right and option to declare the entire Rent due for the
balance of the term hereof immediately due and payable by Tenant, and shall have
any or all of the remedies hereinafter set forth, and further, in the event of
such default or breach of this Lease by Tenant, the Tenant does hereby authorize
and fully empower Landlord or Landlord's agent to cancel or anul this Lease at
once and reenter and remove all persons and their property, and such property
may be stored in a public warehouse or elsewhere at the cost of the Tenant, all
without service of notice or resort to legal process and without being deemed
guilty of any manner of trespass and without prejudice to any remedies which
might otherwise be used by Landlord.
26.3 Any payment required to be made by Tenant under the provisions of this
Lease not made by Tenant when and as due shall thereupon be deemed to be due and
payable by Tenant to Landlord on demand with interest thereon from the date when
the particular amount became due to the date of payment thereof to Landlord. The
aforesaid interest shall be at the rate of two (2%) percent above the prime
interest rate per annum announced from time to time by AmeriTrust Company
National Association, Cleveland, Ohio ("Default Rate").
26.4 The Landlord may, however, at its option, at any time after such default or
violation of condition or covenant, reenter and take possession of said Premises
and remove said property without such re-entry working a forfeiture of the rents
to be paid and the covenants, agreements and conditions to be kept and performed
by Tenant for the full term of this Lease. In such event, Landlord shall have
the right, but not the obligation, to divide or subdivide the Premises in any
manner Landlord may determine and to lease or let the same or portions thereof
for such periods of time and at such rentals and for such use and upon such
covenants and conditions as Landlord may elect, applying the net rentals from
such letting first to the payment of Landlord's expenses incurred in
dispossessing Tenant and the cost and expense of making such improvements,
alterations and repairs in the Premises as may be necessary in order to enable
Landlord to relet the same, and to the payment of any brokerage commissions or
other necessary expenses of Landlord in connection with such reletting. The
balance, if any, shall be applied by Landlord from time to time on account of
the payments due or payable by Tenant hereunder with the right reserved to
Landlord to bring such action or proceedings for the recovery of any deficits
remaining unpaid as Landlord may deem favorable from time to time without
obligation to await the end of the term hereof for the final determination of
Tenant's account.
ARTICLE 27. SURRENDER OF PREMISES.
----------------------------------
27.1 Tenant covenants and agrees to vacate, remove from and deliver up and
surrender the possession of the Premises to Landlord upon the expiration of the
term or upon the expiration of any extension or renewal thereof, without any
specific notice to vacate, and upon any earlier termination of this Lease, as
herein provided, in as good condition and repair as the same shall be at the
commencement of said term or may have been put by the Landlord during the
continuance thereof, ordinary wear and tear alone excepted. Tenant shall be
considered in possession of the Premises and responsible for payment of rental
and all other charges hereunder until such time as it has complied with the
provision of this Article and shall have delivered all keys to the Premises to
Landlord. Any cost or expense incurred by Landlord in cleaning the Preipises or
for damage caused by the Tenant may be charged against Tenant and/or deducted
from the Security Deposit. Tenant agrees to give to Landlord written notice of
its intention to terminate its tenancy and its possession rights under this
Lease at the expiration of the term, such notice to be given at least six (6)
months prior to the term expiration date.
(11)
13
ARTICLE 28. HOLDING OVER.
-------------------------
28.1 In the event Tenant remains in possession of all or any part of the
Premises (or fails to deliver the keys to Landlord as above required) after the
expiration of the term of this Lease or any renewal thereof, Tenant shall be
deemed to be occupying the Premises as a tenant from month to month at a monthly
rental equal to twice the sum of (i) the monthly installment of Rent payable
during the last month of the term or any extension or renewal that was in
effect, and (ii) one-twelfth (1/12th) of all items of additional rent or other
charges payable or paid during the last lease year. Such continued occupancy
shall not defeat Landlord's rights to regain possession of the Premises.
ARTICLE 29. ACCESS TO PREMISES.
-------------------------------
29.1 Tenant further agrees to permit the Landlord or the Landlord's agents to
inspect or examine the Premises at any reasonable time, and to permit the
Landlord to make such repairs or improvements to the building of which the
Premises are a part that the Landlord may deem desirable or necessary for its
preservation and which the Tenant has not covenanted herein to do or has failed
to do. In the event of an emergency, Landlord shall have the right to enter the
Premises without Tenant's permission.
29.2 Tenant further agrees that on and after ninety (90) days next preceding the
expiration of the term of this Lease the Landlord or its agents shall have the
right to show the Premises to potential tenants, and to place notices offering
the Premises "To Let" or "For Sale" on the front of the Premises or any part
thereof.
ARTICLE 30. QUIET ENJOYMENT.
----------------------------
30.1 Landlord covenants and agrees that if the Tenant shall perform all of the
covenants and agreements herein stipulated to be performed on the Tenant's part,
the Tenant shall, at all times during said term, have the peaceable and quiet
enjoyment and possession of the Premises without any manner of hindrance from
the Landlord or any persons lawfully claiming through the Landlord.
ARTICLE 31. WAIVER.
-------------------
31.1 No waiver of any covenant or condition or of the breach of any covenant or
condition of this Lease shall be taken to constitute a waiver of any subsequent
breach of such covenant or condition, nor to justify or authorize the
nonobservance on any other occasion of the same or any other covenant or
condition hereof; nor shall the; acceptance of rent or other payment by the
Landlord at any time when the Tenant is in default under any covenant or
condition hereof be construed as a waiver of such default or of the Landlord's
right to terminate this Lease on account of such default; nor shall any waiver
or indulgence granted by the Landlord to the Tenant be taken as an estoppel
against the Landlord.
ARTICLE 32. NOTICES AND PAYMENTS.
---------------------------------
32.1 Any xxxx, statement, notice, communication or payment which Landlord or
Tenant may desire to be required to give to the other party shall be in writing
and shall be sent to the other party by registered or certified mail to the
address specified in the opening paragraph of this Lease or to such other
address as either party shall have designated to the other by like notice, and
the time of the rendition of such shall be when same is deposited in an official
United States Post Office, postage prepaid.
32.2 All payments required under this Lease are to be paid in legal tender and
lawful money of the United States or the equivalent, at Landlord's above
specified address.
(12)
14
AMENDMENT TO LEASE
------------------
THIS AMENDMENT TO LEASE made and entered into this 30th day of
June, 1996, by and between HUNTERS SQUARE INC. (hereinafter called
"Landlord") , and ALPHABET INC. (hereinafter called "Tenant"),
WHEREAS, Landlord and Tenant entered into a Lease Agreement (the
"Lease") dated January 11, 1995, for a suite containing 15,300 square
feet in the building known as Hunter Square I located at 0000 X.
Xxxxxx Xxxxxx, Xxxxxx, Xxxx; and
WHEREAS, Landlord and Tenant are desirous of amending certain provisions
set forth in the Lease.
NOW THEREFORE, for mutual valuable considerations, the receipt and
sufficiency of which is hereby acknowledged, Landlord and Tenant agree as
follows:
1. 2.2 (Article 3) PREMISES Square footage is increased to 15,300.
2. 2.4 (Article 5) RENT is amended to provided for a revised rental of
One Hundred Fifty Eight Thousand-Seven Hundred Sixty and 00/100 Dollars
($158,760.00) per lease year payable in advance monthly installments of Thirteen
Thousand-Two Hundred Thirty and 00/100 Dollars $13,230.00) each.
3. 2.7 (Article 7) TAX CHARGE is amended to provide for a revised
monthly Tax Charge of $1,147.50 subject to the terms of the original lease.
4. 2.8 (Article 16) CAM CHARGE is amended to provide for a revised
monthly CAM Charge of $1,185.75 subject to the terms of the original lease.
5. 2.9 (Article 20.5) INSURANCE CHARGE is amended to provide for a
revised monthly Insurance Charge of $191.25 subject to the terms of the original
lease.
6. 2.10 Monthly Payment Total is $15,754.50.
7. The effective date of this Amendment is 6/30/96
Except as herein Specifically modified, supplemented and amended, all
the terms, covenants and conditions of the Lease shall remain in full force and
effect and, together with the terms and conditions of this Amendment to Lease,
shall be binding upon and inure to the benefit of the heirs, executors,
administrators, successors and permitted assigns, respectively, of the Landlord
and the Tenant.
IN WITNESS WHEREOF, Landlord and Tenant have caused this Amendment to
Lease to be signed upon the day and year first above written.
IN WITNESS WHEREOF, and intending to be legally bound hereby, the
Landlord and Tenant have caused this Lease to be signed and sealed as of the day
and year first above written.
Signed in the presence of: LANDLORD: HUNTERS SQUARE,
INC.
----------------------------- /s/ Xxxxxx X. Xxxxx, Treasurer
------------------------------
----------------------------- TENANT: ALPHABET, INC.
----------------------------- ---------------------------
By: /s/ Xxxxx X. Xxxxxx
----------------------------- -----------------------
Xxxxx X. Xxxxxx
15
AMENDMENT TO LEASE
------------------
THIS AMENDMENT TO LEASE made and entered into this 20th day of
November, 1990, by and between HUNTERS SQUARE, INC. an Ohio Corporation
(hereinafter called "landlord"), and ALPHABET, INC. (herein after called
"Tenant").
WHEREAS, Landlord and Tenant entered into a Lease Agreement (the
"Lease") dated July 6, 1988, for a suite in the office building known as Suite
No. 1 containing approximately 6,240 square feet in the building known as
Hunters Square located at 0000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxxx
Xxxxxx, Xxxx; and
WHEREAS Landlord and Tenant are desirous of amending certain provisions
set forth in the Lease and Amendment to Lease dated June 28, 1989.
NOW, THEREFORE, for mutual valuable considerations, the receipt and
sufficiency of which is hereby acknowledged, Landlord and Tenant agree as
follows:
1. Article 2.2 is modified to increase the Floor Area of the Premises
to 9,940 square feet.
2. Article 2.4 is amended to provide for a revised rental of Ninety
Nine Thousand-Three Hundred Ninety Six and 00/100 Dollars ($99,396.00) per lease
year, payable in advance monthly installments of Eight Thousand Two Hundred
Eighty Three and 00/100 Dollars ($8,283.00).
3. Article 2.7 is amended to provide for a revised monthly Tax Charge
of $701.67.
4. Article 2.8 is amended to provide for a revised monthly CAM Charge
of $596.07.
5. Article 2.9 is amended to provide for a revised monthly Insurance
Charge of $89.84.
6. Article 2.10 is amended to provide for a monthly payment total of
items set forth in Articles 2.4, 2.7, 2.8 and 2.9 of $9,670.58.
7. The effective date of this Amendment is December 1, 1990.
Except as herein specifically modified, supplemented and amended, all
of the terms, covenants and conditions of the Lease shall remain in full force
and effect and, together with the terms and conditions of this Amendment to
Lease, shall be binding upon and inure to the benefit of the heirs, executors,
administrators, successors and permitted assigns, respectively, of the Landlord
and the Tenant.
IN WITNESS WHEREOF, Landlord and Tenant have caused this Amendment to
Lease to be signed upon the day and year first above written.
IN WITNESS WHEREOF, and intending to be legally bound hereby, the
Landlord and Tenant have caused this Lease to be signed and sealed as of the day
and year first above written.
Signed in the presence of: LANDLORD: HUNTERS SQUARE, INC.
/s/ Xxxxxx X. Xxxxx
------------------------------ -------------------------------------
Xxxxxx X. Xxxxx, Treasurer
------------------------------
TENANT: ALPHABET, INC.
/s/ Xxxxx X. Xxxxxx
------------------------------ -------------------------------------
Xxxxx X. Xxxxxx, President
------------------------------
16
AMENDMENT TO LEASE
------------------
THIS AMENDMENT TO LEASE made and entered into this 28th
day of June, 1989, by and between HUNTERS SQUARE, INC. an Ohio Corporation
hereinafter called "Landlord"), and ALPHABET, INC. (hereinafter called
"Tenant").
WHEREAS, Landlord and Tenant entered into a Lease Agreement
(the "Lease") dated July 6, 1988, for a suite in the office building known as
Suite No. 1 containing approximately 6,240 square feet in the building known as
Hunters Square located at 0000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxxx
Xxxxxx, Xxxx; and
WHEREAS, Landlord and Tenant are desirous of amending certain
provisions set forth in the Lease.
NOW, THEREFORE, for mutual valuable considerations, the receipt
and sufficiency of which is hereby acknowledged, Landlord and Tenant agree as
follows:
1. Article 2.2 is modified to increase the Floor Area of the
Premises to 9,360 square feet.
2. Article 2.4 is amended to provide for a revised rental of
Ninety Three Thousand-Six Hundred and 00/100 Dollars (93,600.00) per lease year,
payable in advance monthly installments of Seven Thousand Eight Hundred and
00/100 Dollars ($7,800.00).
3. Article 2.7 is amended to provide for a revised monthly Tax
Charge of $ 663.00.
4. Article 2.8 is amended to provide for a revised monthly CAM
Charge of $ 507.00.
5. Article 2.9 is amended to provide for a revised monthly
Insurance Charge of $ 78.00.
6. Article 2.10 is amended to provide for a monthly payment
total of items set forth in Articles 2.4, 2.7, 2.8 and 2.9 of $9,048.00.
Commencing
7. The effective date of this Amendment is July 1, 1989.
Except as herein specifically modified, supplemented and
amended, all of the terms, covenants and conditions of the Lease shall remain in
full force and effect and, together with the terms and conditions of this
Amendment to Lease, shall be binding upon and inure to the benefit of the heirs,
executors, administrators, successors and permitted assigns, respectively, of
the Landlord and the Tenant.
IN WITNESS WHEREOF, Landlord and Tenant have caused this
Amendment to Lease to be signed upon the day and year first above written.
IN WITNESS WHEREOF, and intending to be legally bound hereby,
the Landlord and Tenant have caused this Lease to be signed and sealed as of the
day and year first above written.
Signed in the presence of: LANDLORD: HUNTERS SQUARE, INC.
/s/ Xxxxxx X. Xxxxx
------------------------------ -------------------------------------
Xxxxxx X. Xxxxx, Treasurer
------------------------------
TENANT: ALPHABET, INC.
/s/ Xxxxx X. Xxxxxx
------------------------------ -------------------------------------
Xxxxx X. Xxxxxx, President
------------------------------
17
STATE OF OHIO ) SS:
COUNTY OF TRUMBULL )
Personally appeared before me, the undersigned, a Notary Public in and for said
County and State, Xxxxxx X. Xxxxx, known to me to be the Treasurer of Hunters
Square, Inc., the corporation which executed the foregoing document, who
acknowledged that he did sign the foregoing document for and on behalf of said
corporation, being thereunto duly authorized by its Board of Directors; that the
same is his free act and deed as such officer and the free act and deed of said
corporation.
IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at
Warren, Ohio, this 28th day of June, 1989.
/s/ Xxxxxx X. Xxxxx
--------------------------------
Notary Public
NOTARY SEAL
XXXXXX X. XXXXX
Notary Public State of Ohio
My Commission Expires 3/27/1990
STATE OF OHIO ) SS:
COUNTY OF TRUMBULL )
Personally appeared before me, the undersigned a Notary Public in and for said
County and State, Xxxxx Xxxxxx, known to me to be the President of Alphabet,
Inc., the corporation which executed the foregoing document, who acknowledged
that he did sign and seal the foregoing document for and on behalf of said
corporation, being thereunto duly authorized by its Board of Directors; that the
same is his free act and deed as such officer and the free act and deed of said
corporation.
IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at
Warren, Ohio, this 28th day of June, 1989
/s/ Xxxxxx X. Xxxxx
--------------------------------
Notary Public
NOTARY SEAL
XXXXXX X. XXXXX
Notary Public State of Ohio
My Commission Expires 3/27/1990
18
AMENDMENT TO LEASE
------------------
THIS AMENDMENT TO LEASE made and entered into this 11th day of
January, 1995, by and between Hunters Square, Inc. (hereinafter called
"Landlord"), and Alphabet, Inc. (hereinafter called "Tenant"),
WHEREAS, Landlord and Tenant entered into a Lease Agreement
(the "Lease") dated July 6, 1988, in the building known as Hunters Square I,
located at 0000 Xxxx Xxxxxx Xxxxxx, Xxxxxx, Xxxx; and
WHEREAS, Landlord and Tenant are desirous of amending certain
provisions set forth in the Lease and Amendments to Lease dated June 28, - 1989,
November 20, 1990, January 26, 1993 and September 7, 1994.
NOW THEREFORE, for mutual valuable considerations, the receipt
and sufficiency of which is hereby acknowledged, Landlord and Tenant agree as
follows:
1. Amendment dated September 7, 1994, is null and void. This
amendment dealt with the expansion into the suite currently occupied by
psychiatric professional Group.
2. Tenant agrees to lease all remaining space in the building
as it becomes available at the following minimum rental rates:
Suite # Current Tenant SF Rate/SF/YR*
------- -------------- -- -----------
3 Xxx Xxxx 2080 $11.00
6 Automotive Events 1900 11.00
10 Psy Prof Group 3120 11.00
*Charges for Taxes, CAM and Insurance are additional per the
original lease. The rate on these future expansions will be fixed at $11.00/SF
minimum rent thru June 30, 2001 and not subject to the increase in 1998 as in
Article 5 below.
3. 2.2 (Article 3) Premises Square footage is increased to
11,560.
4. 2.3 (Article 4) Term is amended to provide for an extension
of the term to June 30, 2001, together with two (2) five year options.
5. 2.4 (Article 5) Rent is amended to provide for a revised
rental of One Hundred Seventeen Thousand-Six Hundred Twenty Four and 00/100
Dollars ($117,624.00) per lease year commencing February 1, 1995, - payable in
advance monthly installments of Nine Thousand-Eight Hundred - Two and 00/100
Dollars ($9,802.00). Commencing July 1, 1998 thru June 30, 2001, monthly minimum
rent shall increase to One Hundred Thirty Eight Thousand-Two Hundred Four and
00/100 ($138,204.00) per lease year payable in advance monthly installments of
Eleven Thousand-Five Hundred Seventeen and 00/100 Dollars ($11,517.00).
6. 2.7 (Article 7) Tax Charge is amended to provide for a
revised monthly Tax Charge of $867.00 subject to the terms of the original
lease.
7. 2.8 (Article 16) CAM Charge is amended to provide for a
revised monthly CAM charge of $877.00 subject to the terms of the original
19
8. 2.9 (Article 20.5) Insurance Charge is amended to provide
for a revised monthly Insurance Charge of $145.00 subject to the terms of the
original lease.
9. 2.10 Monthly Payment Total is $11,691.00.
10. The effective date of this Amendment is January 11, 1995.
Except as herein specifically modified, supplemented and
amended, all the terms, covenants and conditions of the Lease shall remain in
full force and effect and, together with the terms and conditions of this
amendment to Lease, shall be binding upon and inure to the benefit of the heirs,
executors, administrators, successors and permitted assigns, respectively, of
the Landlord and the Tenant.
IN WITNESS WHEREOF, Landlord and Tenant have caused this
Amendment to Lease to be signed upon the day and year first above written.
IN WITNESS WHEREOF, and intending to be legally bound hereby,
the Landlord and Tenant have caused this Lease to be signed and sealed as of the
day and year first above written.
Signed in the presence of: LANDLORD: HUNTERS SQUARE,
INC.
/s/ Xxxxxx X. Xxxxx
Xxxxx X. Xxxxxxx -----------------------------------
----------------------------- Xxxxxx X. Xxxxx, Treasurer
Xxxxx X. Xxxxxxx
----------------------------- TENANT: ALPHABET, INC.
/s/ Xxxxx X. Xxxxxx
----------------------------- -----------------------------------
By: Xxxxx X. Xxxxxx
----------------------------- President
20
STATE OF )
COUNTY OF )
Personally appeared before me, a Notary Public in and for said County and State,
the above named Xxxxxx Xxxxx and Xxxxx Xxxxxx who acknowledged that they did
sign the foregoing instrument and that the same is their free act and deed.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal at
Trumbull County this 7th day of September 1994
Xxxxx X.Xxxxx
----------------------------
Xxxxx X.Xxxxx, Notary Public
State of Ohio
My Commission Expires 11-14-95
STATE OF )
COUNTY OF )
Personally appeared before me, the undersigned, a Notary Public in and for said
County and State, __________________________________ and
_________________________________ known to me to be the ________ President and
___________________________ Secretary, respectively, of
_________________________________________ the corporation which executed the
foregoing document, who acknowledged that they did sign and seal the foregoing
document for and on behalf of said corporation, being thereunto duly authorized
by its Board of Directors; that the same is their free act and deed as such
officers and the free act and deed of said corporation.
IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal
at ___________________________________________ this ___________date
of ______________________ 19___
STATE OF )
COUNTY OF )
Personally appeared before me, a Notary Public in and for said County and State,
the above named _____________________________ who acknowledged that ________
did sign the foregoing instrument and that the same is _______ free act and
deed.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal at
_____________________________ this _______ day of _____________ 19__.
Xxxxx X.Xxxxx
----------------------------
Xxxxx X.Xxxxx, Notary Public
State of Ohio
My Commission Expires 11-14-95
21
AMENDMENT TO LEASE
------------------
THIS AMENDMENT TO LEASE made and entered into this 26th day of
January, 1993, by and between HUNTERS SQUARE, INC. an Ohio Corporation
hereinafter called "Landlord") and ALPHABET, INC. (hereinafter called
"Xxxxxxx"),
WHEREAS, Landlord and Tenant entered into a Lease Agreement
(the "Lease") dated July 6, 1988, for a suite in the office building known as
Suite No. 1, located at 0000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxxx
Xxxxxx, Xxxx; and
WHEREAS, Landlord and Tenant are desirous of amending certain
provisions set forth in the Lease and Amendments to Lease dated June 28, 1989,
and November 20, 1990.
NOW THEREFORE, for mutual valuable considerations, the receipt
and sufficiency of which is hereby acknowledged, Landlord and Tenant agree as
follows:
1. 2.2 (Article 3) Premises will remain the same. Tenant's
suite has approximately 9,940 square feet of space.
2. 2.3 (Article 4) Term is amended to provide for a new five
year term, commencing July 1, 1993 and ending June 30, 1998.
3: 2.4 (Article 5) Rent will remain the same. Ninety Nine
Thousand-Three Hundred Ninety Six and 00/100 Dollars ($99,396.00) per lease
year, payable in advance monthly installments of Eight Thousand Two Hundred
Eighty Three and 00/100 Dollars ($8,283.00).
4. 2.7 (Article 7) Tax Charge is amended to provide for a
revised monthly Tax Charge of $704.00.
5. 2.8 (Article 16) CAM Charge is amended to provide for a
revised monthly CAM Charge of $737.00
6. 2.9 (Article 20.5) Insurance Charge is amended to provide
for a revised monthly Insurance Charge of $124.00.
7. 2.10 (Monthly Payment Total) is Nine Thousand-Eight Hundred
Forty Eight and 00/100 Month ($9,848.00).
8. The effective date of this Amendment is July 1, 1993.
Except as herein specifically modified, supplemented and
amended, all of the terms, covenants and conditions of the Lease shall remain in
full force and effect and, together with the terms and conditions of this
Amendment to Lease, shall be binding upon and inure to the benefit of the heirs,
executors, administrators, successors and permitted assigns, respectively, of
the Landlord and the Tenant.
IN WITNESS WHEREOF, Landlord and Tenant have caused this
Amendment to Lease to be signed upon the day and year first above written.
IN WITNESS WHEREOF, and intending to be legally bound hereby,
the Landlord and Tenant have caused this Lease to be signed and sealed as of
the day and year first above written!
Signed in the presence of: LANDLORD: HUNTERS SQUARE, INC.
/s/ Xxxxxxx Xxxx /s/ Xxxxxx X. Xxxxx
----------------------------------- ----------------------------------
Xxxxxxx Xxxx Xxxxxx X. Xxxxx, Treasurer
-----------------------------------
22
AMENDMENT TO LEASE
THIS AMENDMENT TO LEASE made and entered into this 28th day of June,
1989, by and between HUNTERS SQUARE, INC. an Ohio Corporation (hereina ter
called "Landlord"), and ALPHABET, INC. (hereinafter called "Xxxxxxx").
WHEREAS, Landlord and Tenant entered into a Lease Agreement (the
"Lease") dated July 6, 1988, for a suite in the office building known as Suite
No. 1 containing approximately 6,240 square feet in the building known as
Hunters Square located at 0000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxxx
Xxxxxx, Xxxx; and
WHEREAS, Landlord and Tenant are desirous of amending certain
provisions set forth in the Lease.
NOW, THEREFORE, for mutual valuable considerations, the receipt and
sufficiency of which is hereby acknowledged, Landlord and Tenant agree as
follows:
1. Article 2.2 is modified to increase the Floor Area of the Premises
to 9,360 square feet.
2. Article 2.4 is amended to provide for a revised rental of Ninety
Three Thousand-Six Hundred and 00/100 Dollars (93,600.00) per lease year,
payable in advance monthly installments of Seven Thousand Eight Hundred and
00/100 Dollars ($7,800.00).
3. Article 2.7 is amended to provide for a revised monthly Tax Charge
of $ 663.00.
4. Article 2.8 is amended to provide for a revised monthly CAN Charge
of $ 507.00.
5. Article 2.9 is amended to provide for a revised monthly Insurance
Charge of $ 78.00.
6. Article 2.10 is amended to provide for a monthly payment total of
items set forth in Articles 2.4, 2.7, 2.8 and 2.9 of $9,048.00. Commencing
7. The effective date of this Amendment is July 1, 1989.
Except as herein specifically modified, supplemented and amended, all
of the terms, covenants and conditions of the Lease shall remain in full force
and effect and, together with the terms and conditions of this Amendment to
Lease, shall be binding upon and inure to the benefit of the heirs, executors,
administrators, successors and permitted assigns, respectively, of the Landlord
and the Tenant.
IN WITNESS WHEREOF, Landlord and Tenant have caused this Amendment to
Lease to be signed upon the day and year first above written.
IN WITNESS WHEREOF, and intending to be legally bound hereby, the
Landlord and Tenant have caused this Lease to be signed and sealed as of the day
and year first above written.
Signed in the presence of: LANDLORD: HUNTERS SQUARE,
INC.
/s/ Xxxxxx X. Xxxxx
/s/ Xxxxxxx Xxxx -----------------------------------
----------------------------- Xxxxxx X. Xxxxx, Treasurer
Xxxxxxx Xxxx
----------------------------- TENANT: ALPHABET, INC.
/s/ Xxxxx X. Xxxxxx
----------------------------- -----------------------------------
By: Xxxxx X. Xxxxxx, President
-----------------------------
23
STATE OF OHIO ) SS:
COUNTY OF TRUMBULL )
Personally appeared before me, the undersigned, a Notary Public in and for said
County and State, Xxxxxx X. Xxxxx, known to me to be the Treasurer of Hunters
Square, Inc., the corporation which executed the foreqoing document, who
acknowledged that he did sign the foregoing document for and on behalf of said
corporation, being thereunto duly authorized by its Board of Directors; that the
same is his free act and deed as such officer and the free act and deed of said
corporation.
IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Warren,
Ohio, this 28th day of June, 1989.
/s/ Jan I. Jocola
------------------------------
Notary Public
Jan I. Jocola Notary Public
State of Ohio
My Commission Expires March 14, 1991
STATE OF OHIO ) SS:
COUNTY OF TRUMBULL )
Personally appeared before me, the undersigned a Notary Public in and for said
County and State, Xxxxx Xxxxxx, known to me to be the President of Alphabet,
Inc., the corporation which executed the foregoing document, who acknowledged
that he did sign and seal the foregoing document for and on behalf of said
corporation, being thereunto duly authorized by its Board of Directors; that the
same is his free act and deed as such officer and the free act and deed of said
corporation.
IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Warren,
Ohio, this 28th day of June, 1989.
/s/ Jan I. Jocola
------------------------------
Notary Public
Jan I. Jocola Notary Public
State of Ohio
My Commission Expires March 14, 1991
