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EXHIBIT 10.22
DOWNTOWN OFFICE CENTER
This lease is made this ____8th______________ day of March_________, 1996, by
and between Xxxxx and Xxxxx Xxxxxxx (landlord or lessor) and _______ViaSat,
Incorporated __________________(tenant or lessee).
In consideration of the rents, covenants and agreements hereinafter reserved
and contained on the part of Tenant to be observed and performed Landlord
hereby leases to Tenant and Tenant hereby rents from Landlord, those certain
premises consisting of office space #318_________ in the office complex known
as The Downtown Office Center, located at The 1900 Building, 0000 Xxxxx Xxxxxx
Xxxx Xxxxxxxxx, Xxxxxxxxx, Xxxxxxx, 00000, for the term and upon the conditions
and agreements hereinafter set forth.
1. RENT AND TERM
1. a. The commencement date of this lease shall be March 8th, 1996 and shall
continue through and including March 7, 1997. Tenant agrees to pay Landlord,
Xxxxx and Xxxxx Xxxxxxx, at Landlord's office, 0000 Xxxxx Xxxxxx Xxxx
Xxxxxxxxx, Xxxxxxxxx, Xxxxxxx, 00000, or to such person or to such other place
as directed from time to time by written notice to Tenant from Landlord, the
following rent, plus applicable Florida State sales tax: $395.00 rent
23.70 sales tax
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$418.70 total
1. b. In the event Tenant wishes to extend the terms of his original lease he
shall notify Landlord in writing 30 days prior to the expiration of said lease,
so that a negotiated rate and terms can be agreed upon. In the event Tenant
does not so notify Landlord, the Tenant will be occupying such space on a
month-to-month basis with either party required to give the other 30 days
written notice to terminate the tenancy.
2. USE OF THE PREMISES
2. a. Tenant shall use and occupy the Premises for the purpose of a
professional office. Tenant shall not use or occupy the Premises or permit the
same to be used for any other purpose. Tenant further agrees it will use the
Premise in such a matter so as not to interfere with or infringe upon the
rights of other Tenants in the Center. Tenant shall not use or occupy the
Premises in violation of any law, ordinance, regulation or other governmental
directives having jurisdiction thereof. During the term hereof, Tenant shall be
in continuous use and occupancy of the Premises and shall not vacate or abandon
the same.
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2. b. Alterations and Modifications
Tenant shall not make any additions, alterations, changes or improvements
without the prior written approval of Landlord, which approval shall not be
unreasonably withheld. Any such additions, alterations, changes or improvements
which may be made, upon the completion thereof, shall become the property of the
Landlord, unless otherwise agreed upon. Tenant hereby indemnifies Landlord
against and shall keep the Premises and Center free from any and all mechanics
liens or other such liens arising from any work performed, material furnished,
or obligations incurred by the Tenant in connection with the Premises. Landlord
acknowledges that Tenant shall have the right to install a satellite dish and/or
antenna on building roof or grounds as required to conduct business and
shall be granted installation and maintenance access to same. Tenant shall
notify Landlord of such installation in advance and shall insure compliance with
all applicable local building codes governing such installation. Landlord will
cooperate with Tenant to locate an adequate position for the satellite dish
and/or antenna on the roof of said building and shall be reasonable in
designating same.
2. c. Repair By Landlord and Tenant
Landlord agrees to keep in good order the roof, air-conditioning units,
exterior walls and plumbing.
Tenant shall at once report in writing to Landlord any defective condition
known to Tenant which landlord is required to repair; and failure to so report
shall make Tenant responsible to Landlord for any liability incurred by Landlord
by reason of such default.
Tenant shall, at Tenant's own cost and expense, keep and maintain the
Premises and appurtenances thereto and every part thereof, in good order and
repair except portions of the Premises to be repaired by Landlord pursuant to
2.c. hereof.
2. d. Rubbish Removal
Tenant shall keep the Premises clean, and will remove all refuse from the
Premises under Tenant's control. Landlord shall employ a rubbish removal service
for the Office Center Complex use, and will provide reasonable janitorial
services as needed.
3. SERVICES AND ACCOMMODATIONS PROVIDED
3. a. Landlord will provide:
1) __one____________phone set(s).
2) Receptionist to answer the phones during normal business hours.
3) A copier centrally located (charges to be on a per-copy basis).
4) A secretary available to type (charges to be on a per page basis).
5) A conference room to be shared by all of the Office Center tenants.
6) Dictating equipment available on site. Charges to be established.
7) Facsimile equipment (charges to be on a per page basis, plus cost of
long distance calls).
All charges incurred by Tenant for copier charges, secretarial charges, and
facsimile equipment charges shall be due and payable within fifteen (15) days of
being billed.
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4. DAMAGE OR DESTRUCTION
In the event the Premises shall be destroyed or so damaged or injured by
fire or other casualty during the lifetime of this agreement whereby the same
shall be rendered untenantable, then the Landlord shall have the right to render
the Premises tenantable by repairs within ninety (90) days therefrom. If said
Premises are not rendered tenantable within said time, it shall be optional with
either party to hereto to cancel this lease, and in the event of such
cancellation the rent shall be paid only to the date of such fire or casualty.
The cancellation herein mentioned shall be evidenced in writing.
5. UTILITIES
Landlord shall pay the cost of electricity and all other utilities
furnished to the Premises. In no event, however, shall Landlord be liable for
any interruption or failure in the supply of utilities for which he is obligated
to pay, unless caused by the negligence of the Landlord, his employees or
agents.
6. INDEMNIFICATION
Tenant hereby agrees to indemnify and hold harmless Landlord against and
from any and all claims of damage or injury arising out of or with respect to
Tenant's use of the Premises or the building and shall further indemnify and
hold harmless Landlord against and from any and all claims arising from any
breach or default in the performance of any obligation of Tenant on Tenant's
part to be performed under the terms of this Lease, or arising from any act of
negligence of the Tenant, its agents or employees and from and against all
costs, attorneys' fees, expenses and liabilities incurred in or about such claim
or action or proceeding brought thereon. Landlord shall not be liable for any
damage to or loss of Tenant's personal property or inventory from casualty theft
or whatsoever cause except the affirmative acts of negligence of Landlord, its
agents or employees. Landlord shall also agree to hold Tenant harmless against
and from any and all claims arising from any breach or default in the
performance of any obligation on Landlord's part or from any act of negligence
of the Landlord, its agents and from all costs, attorney fees, expenses and
liabilities in or about such claim or action or proceeding brought thereon.
7. INSURANCE
7. a. Increase In Fire Insurance Premium
Tenant agrees it will not keep, use, or offer for sale in or upon the
Premises any item which may be prohibited by the standard form of fire insurance
policy.
In the event Tenant's occupancy causes any increase of premium for any
insurance policy on the Premises or the building above the minimum rate for the
use set forth herein, Tenant shall pay the additional premium on such insurance
policies by reason thereof.
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If Tenant defaults in the payment of rent, additional rent, or any other
item to be paid by Tenant hereunder, including but not limited to fax,
secretarial and copier charges, and such default shall not be cured within
fifteen (15) days after written notice thereof by Landlord to Tenant; or in the
performance of any other term, covenant or condition of this lease, and such
default shall not have been cured within 15 days after written notice thereof by
Landlord to tenant; Landlord may re-enter and take possession of the Premises
and remove all persons and property therefrom. Further, Landlord may at its
option, forthwith cancel this lease and thereupon be entitled to recover from
Tenant the worth, at the time of such termination, of the excess, if any, of the
amount of rent and charges equivalent to rent reserved in this lease for the
balance of the term hereof over the reasonable rental value of the Premises for
the same period. If landlord elects to re-enter and take possession of the
Premises without terminating this lease, Landlord may at its sole option relet
the Premises or any part thereof for such term or terms (which may be for a term
extending beyond the term of this lease), at such rental or rentals and upon
such other terms and conditions as Landlord at its sole discretion may deem
advisable with the right to make alterations and repairs to the Premises. Upon
any such reletting, Landlord shall receive and collect the rents therefor,
applying the same first to the payment of such expenses as Landlord may have
paid, assumed or incurred in recovering possession of the Premises, including
costs, expenses and attorneys' fees, and for placing the same in good order and
condition, or repairing or altering the same for reletting and all other
expenses, incurred by Landlord for the purpose of reletting the Premises, and
then to the fulfillment of the agreements of Tenant. Tenant shall pay any and
all deficiency, but shall have no rights in and to any excess rent collected by
Landlord.
9. ASSIGNMENT AND SUBLETTING
Tenant shall not, either voluntarily or by operation of law, sell, assign,
hypothecate or transfer this lease, or sublet the Premises or any part thereof
without the prior written consent of the Landlord.
10. ACCESS BY LANDLORD
Landlord and its agents shall have the right to enter the Premises at all
reasonable times for the purpose of examining or inspecting the same, showing
the same to prospective purchasers or Tenants of the Downtown Office Center, and
making such alterations, repairs, improvements or additions to the Premises as
may be necessary or desirable. For each of the aforesaid purposes, Landlord
shall provide Tenant with a twenty-four (24) hour notice prior to entering the
Premises at which time an escort may be required in designated areas. Landlord
has the right to use any and all means which Landlord may deem proper to come
upon the demised Premises in an emergency.
11. SIGNS, AWNING AND CANOPIES
11. 1. The Tenant hereby agrees that it will not place or maintain on any
exterior door, wall or window of the leased Premises any signs, awning or
canopy, or advertising matter or other things of any kind, and will not place
or maintain any decorations, lettering or advertising matter on the glass of
any window or door of the leased Premises without first obtaining the
Landlord's written approval.
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11. 2. Further, Landlord shall have built and shall install at Tenant's expense
a company designation sign for the front door of Tenant's suite. The cost of
said sign shall be paid to Landlord within 10 days of monthly billing.
12. COMMON AREAS
The use and occupancy by Tenant of the Premises shall include the use in
common with others entitled thereto of the common areas, employee parking areas,
service roads, loading facilities, sidewalks and customer parking areas,
together with such other facilities as may be designated from time to time by
Landlord all of the foregoing being referred to as the common areas; provided,
however, that the use of the common areas by Tenant shall be subject to the
terms and conditions contained herein and to reasonable rules and regulations
for the use thereof as may be prescribed by Landlord from time to time during
the term hereof.
13. QUITE ENJOYMENT
Upon Tenant's paying the rent reserved hereunder and observing and
performing all of the covenants, conditions and provisions on Tenant's part to
be observed and performed hereunder, Tenant shall have quiet possession of the
Premises for the entire term hereof, subject all of the provision of this
lease.
14. MISCELLANEOUS
14. 1. Attorneys Fees
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Tenant shall pay reasonable attorney's fees to Landlord in the event
Landlord is required to xxx for the enforcement against Tenant of any of the
terms, covenants or provisions hereof.
14. 2. Successors and Assigns
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Except as otherwise provided in this lease, all of the covenants,
conditions and provisions of this lease shall be binding upon and shall inure to
the benefit of the parties hereto and their respective heirs, personal
representatives, executors, administrators, successors and assigns.
14. 3. Headings: Landlord and Tenant
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The Article and section captions contained in this lease are for
convenience only and do not in any way limit or amplify any term or provision
hereof. The terms "Landlord" and "Tenant" as well as Lessor and Lessee as used
herein shall include the plural as well as the singular, the neuter shall
include the masculine and feminine genders, and if there be more than one
tenant, the obligations herein imposed upon Tenant shall be joint and several.
14. 4. Notices
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It is understood and agreed between the parties hereto that written notice
mailed or delivered to the Premises leased hereunder shall constitute sufficient
notice to the Lessee and written notice mailed or delivered to the office of the
Lessor shall constitute sufficient notice to the Lessor, to comply with the
terms of this contract.
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14. 5. Interest on Delinquent Rent
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Failure of Tenant to pay any rent payment within ten (10) days of its due
date shall, at the option of the Landlord, cause this lease to be in default.
The Tenant agrees to pay a late fee of 5% plus interest at the rate of 1.5% per
month on the outstanding balance until fully paid.
14. 6. Security Deposit
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A Security Deposit of $418.70 shall be tendered upon execution of the lease
or occupancy of the Building, whichever comes first, and shall be used to secure
the performance of the terms of this lease.
14. 7. Xxxxxx Disclosure
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The following statement is required to be included in all leases after
December 31, 1988, by the State of Florida and is therefore included herein.
"Radon is a naturally occurring radioactive gas that, when it has accumulated in
a building in sufficient quantities, may present health risks to persons who are
exposed to it over time. Levels of radon that exceed federal and state
guidelines have been found in buildings in Florida. Additional information
regarding radon and radon testing may be obtained from your county public health
unit".
HAZARDOUS MATERIALS:
Neither Landlord nor Tenant shall at any time use, generate, store or
dispose of on, under or about the Demised Premises, the building or parking
areas or transport to or from the same any hazardous wastes, toxic substances or
related materials ("Hazardous Materials") or permit or allow any third party to
do so, without compliance with all regulations. Hazardous materials shall
include, but shall not be limited to, substances defined as "hazardous
substances" or "toxic substances" in the Comprehensive Environmental Responses,
compensation and Liability Act of 1980, as amended, 42 U.S.C.A. 6901, et.seq.;
or those substances defined as "hazardous wastes" in applicable codes in the
Commonwealth of Massachusetts and in the regulations adopted and publications
promulgated to such codes.
14. 8. Cost of Living Index Escalator
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Commencing year 2, i.e.,___________N/A_______________________, Tenant shall
pay the foregoing rent plus the cost of living increase, if any, as determined
by the U.S. Department of Labor Cost of Living Index published annually, which
increase has occurred since the preceding year. Each year thereafter, the base
rental will be the preceding year's total rental rate which includes the base
rate and the cost of living increase, if any, of each preceding year.
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NOTICE CLAUSE
Any notices required to be given under the terms hereof shall be given by
mailing said notice, by certified mail, return receipt requested, postage paid,
if to the Landlord, at the last address at which rent was paid, and if to the
Tenant, "Attention: Xxxxxx Xxxxxxxx, ViaSat,Inc., 0000 Xxxxxx Xxxxx, Xxxxxxxx,
Xx, 00000," or such other place as either may designate from time to time in
writing. Concurrent with any and all such notices sent by the Landlord to the
principal office of the Tenant, Landlord shall further send a copy, via first
class mail, of such notices of the Tenant at the Demised Premises.
All bills, statements, invoices shall be mailed to above address, except to the
attention of Xxxxx Xxxxxxx and/or accounts payable.
March 8, 1996 /s/ Xxxxx Xxxxxxx
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Dated Landlord
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Dated Tenant (As Individual)
March 27, 1996 /s/ (sig illegible)
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Dated Tenant (As Corporation)
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