EXHIBIT 6.5
SUBLEASE AGREEMENT
This Sublease Agreement ("Sublease") is entered into this 31st day of May, 1999
by and between JRB ENTERPRISES, INC. d/b/a Silk, Silk, Silk, having an office at
000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxx Xxxxx, XX 00000, (hereinafter
referred to as "Sublessor") and Diversified Restaurant Holdings, Inc. (To Be
Renamed "Silk Xxxxxxxxxx.Xxx, Inc."), having an office at 000 Xxxxx Xxxxxxxx
Xxxxxx, Xxxxx 000, Xxxxxx Xxxxx, XX 00000 (hereinafter referred to as
Sublessee). Sublessor hereby subleases and demises to Sublessee and Sublessee
hereby subleases and takes from Sublessor, the Premises defined below on the
terms and conditions set forth below:
1. The demised premises consist of a total of approximately 2,000 square feet,
divided into 500 square feet of furnished office space located at 000 Xxxxx
Xxxxxxxx Xxx., Xxxxx 000, Xxxxxx Xxxxx, Xxxxxxx 00000, and approximately 1,500
square feet of inventory and shipping space located at 000 Xxxxx Xxxxxxxx Xxx.,
Xxxxxx Xxxxx, Xxxxxxx 00000 (the "Sublease Premises"), which Sublease Premises
is part of a larger property as described in the Master Lease Agreement ("Master
Lease"), such Master Lease described more fully in Paragraph 8 below.
2. The term of the Sublease is concurrent with the term of the Master Lease.
3. The Sublessee takes the Premises subject to all conditions, covenants and
terms described in the Master Lease.
4. (a) The Rent for the Sublease Premises for the term hereof is $10.00 per
square foot per year payable in monthly installments of $1,666.67. Rent shall be
paid to Sublessor at Sublessor's address as first above written.
(b) In the event of default, the Sublessor, upon ten (10) days' written
notice, shall have the right of reentry and reverter and to take such inventory
valued at market price as consequential damages thereof.
5. This Sublease is subject to and conditioned upon consent of Sublessor's
Landlord and shall become effective upon Landlord's execution of the consent as
set forth below.
6. Sublessor and Sublessee represent and warrant, each to the other, that
neither has dealt with any real estate broker or finder in connection with this
Sublease Agreement.
7. Sublessee shall use and occupy the Premises for conducting its business of
sales, marketing and shipping of finished artificial floral products.
8. All of the terms and conditions of the Master Lease dated July 15, 1991
between Xxxxxx Properties, Inc., and Properties of Delray, Inc. d/b/a Xxxxxx
Delray, J.V., as Landlord and Sublessor as Tenant and as modified by the First
Amendment to Lease dated February 1, 1995, and further modified by Second
Amendment to Lease dated September 10, 1998, together with the Master Lease, are
incorporated herein by reference, copies of which are attached hereto as Exhibit
"A."
9. This Sublease is subject to the laws of the State of Florida.
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10. Each paragraph, term or provision of this Sublease shall be considered
severable and if, for any reason, any paragraph, term or provision is determined
to be invalid or contrary to any existing or future law or regulation, such will
not impair the operation, or effect the remaining portions, of this Sublease.
11. In the event of a breach or threatened breach by any party to this
agreement, either party shall be entitled in order to maintain the status quo
and seek an injunction or similar equitable relief restraining either party, as
the case may be, from committing or continuing any such breach or threatened
breach or granting specific performance of any act required to be performed
without the necessity of posting any bond or other security. The parties hereto
hereby consent to the jurisdiction of the Florida state courts located in the
15th Circuit Court for any proceedings under this paragraph.
IN WITNESS WHEREOF, Sublessor and Sublessee have executed this Sublease as of
the day and date first set forth above.
Witnessed by: SUBLESSEE: Diversified Restaurant Holdings, Inc.
(To Be Renamed "Silk Xxxxxxxxxx.Xxx,
Inc.")
/s/ Xxxx Xxxxxx By: /s/ Xxxxxx X. Xxxxxxxx
---------------------- ----------------------------------
SUBLESSOR: JRB Enterprises, Inc.
/s/ Xxxx Xxxxxx By: /s/ Xxxxxx X. Xxxxxxxx
---------------------- ----------------------------------
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CONSENT TO SUBLEASE
As Landlord to JRB Enterprises, Inc., d/b/a Silk, Silk, Silk ("Tenant"), we
hereby consent to the above and foregoing Sublease as of the day first above
written.
LANDLORD: XXXXXX DELRAY, J.V
By: /s/ Xxxxx Xxxxxxxxx
----------------------------------
Name Printed: Xxxxx Xxxxxxxxx
Its: Vice President
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EXHIBIT "A"
LEASE
LINPRO DELRAY COMMERCE CENTRE LIMITED PARTNERSHIP
Landlord,
-and-
JRB ENTERPRISES, INC.
D/B/A SILK, SILK, SILK
Tenant.
TABLE OF CONTENTS
ARTICLE PAGE
1. Project 3
2. Building 3
3. Location 3
4. Rental Term 3
5. Rental Amount 3
6. Security Deposit 3
7. Estimated Occupancy Date 3
8. Rental Commencement Date 3
9. Rentable Area/Premises 3
10. Broker 3
11. Permitted Use 3
12. Tenant's Allocated Share 4
13. Notice Address/Contact 4
14. Definition of Landlord 4
15. Definition of Tenant 4
16. Construction by Landlord 4
17. Additional Rent 4
18. Rental Amount and Security Deposit 7
19. Late Charge and Interest on Overdue Rent 7
20. Utilities 7
21. Maintenance of Premises 8
22. Damage by Fire, Etc. 8
23. Eminent Domain 9
24. Assignment and Subletting 9
25. Subordination and Attornment 10
26. Tenant's Certificate 11
27. Indemnity 11
28. Landlord's Access to Premises 11
29. Vacancy 11
30. Surrender of Possession 11
31. Governmental Regulation 12
32. Mechanic's Liens 12
33. Tenant's Defaults and Landlord's Remedies 12
34. Notices 15
35. Brokers 15
36. Applicable Law 15
37. Signs 15
38. Waste 15
39. Gender 15
40. Joint and Several Liability 15
41. Captions 15
42. No Partnership 15
43. Entire Agreement 16
44. Substitution Space 16
45. Miscellaneous 17
46. Exhibits and Attachments 17
47. Special Provisions 17
Addendum A 19
Exhibit A - Legal Description 20
Exhibit B - Site Plan 21
Exhibit C - Tenant Improvements & Signage 22
Exhibit D - Building Rules & Regulations 23
LEASE AGREEMENT
THIS LEASE AGREEMENT ("Lease") is made this 15th day of JULY, 1991,
between LINPRO DELRAY COMMERCE CENTRE LIMITED PARTNERSHIP with offices at 000
XXXXX XXXXXXXX XXXXXX, XXXXX 000, XXXXXX XXXXX, XXXXXXX 00000 ("Landlord"), and
JRB ENTERPRISES, INC., a FLORIDA CORPORATION with offices at 000 XXXX XXXXXX
XXXX, #X, XXXXXXX XXXXX, XX 00000 ("Tenant").
Landlord hereby leases to Tenant and Tenant hereby leases from
Landlord, for the rental term and upon the covenants and conditions herein
stated, the rental space and appurtenances, if any (the "Premises") located at
000 XXXXX XXXXXXXX XXXXXX XXXXX 000, XXXXXX XXXXX, XXXXXXX 00000, described in
Exhibit "A" attached hereto.
1. PROJECT. Delray Commercial Centre.
2. BUILDING. "A"
3. LOCATION. 000 Xxxxx Xxxxxxxx Xxx., Xxxxx 000, Xxxxxx Xxxxx,
Xxxxxxx 00000.
4. RENTAL TERM. The Rental Term is five (5) years (60) months.
5. RENTAL AMOUNT. The annual Rental Amount during the Rental Term is:
Fifty one thousand, four hundred forty-eight dollars and 68/100 ($51,448.68) per
annum paid in monthly installments of four thousand, two hundred eighty-three
dollars and 39/100 ($4.283.39), subject to provisions of Addendum "A" Paragraph
1 attached hereto and made a part hereof, beginning on the rental commencement
date as set forth in Article 8 below, plus estimated operating expenses and
applicable state sales tax. All rental payments shall be made to Landlord at
Landlord's address aforesaid or to such other payee and/or such other place as
Landlord by ten (10) days' notice shall designate to Tenant.
6. SECURITY DEPOSIT. Six thousand, three hundred forty-five and 52/100
($6,345.52).
7. ESTIMATED OCCUPANCY DATE. November 1, 1991.
8. RENTAL COMMENCEMENT DATE. Upon occupancy.
9. RENTABLE AREA/PREMISES. 4,857 sf, Xxxxx 000 - Xxxxxxxx "X"
"BUILDING", plus approximately 5,817 sf warehouse expansion = 10,674 total sf
(as outlined in Exhibit "B" attached hereto).
10. BROKER. Merin Realty.
11. PERMITTED USE. The Premises shall be used only for office,
industrial, warehousing and retail purposes as provided for under the MIC -
Mixed Industrial and Commercial Zoning Code of Delray Beach, Florida as it may
be amended from time to time. No part of the Premises shall ever be used or
caused to be used for any residential or other non-business purpose. All
operations shall be performed and carried out entirely within the Premises and
in such a manner that the enclosed operations and uses do not cause or produce a
nuisance to other portions of the Project, such as, but not limited to,
vibration, sound, electromechanical disturbance and radiation, electromagnetic
disturbance, radiation, air or water pollution, dust or emission of odors, toxic
or non-toxic matter.
Prohibited uses shall be those as set forth in the MIC -- Mixed
Industrial and Commercial Zoning Code of Delray Beach, Florida as it may be
amended from time to time.
Tenant's use of the Premises and rights therein shall be subject to all
applicable laws and governmental regulations, and to all reasonable requirements
of the insurer of the Premises or the Building of which the Premises are a part.
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12. TENANT'S ALLOCATED SHARE. 15.15% of 70,380 sf Premises (also
referred to as "Tenant's Project Proportionate Share"); 30.3% of 35,190 sf
Building (also referred to as "Tenant's Building Proportionate Share"), to be
adjusted subject to actual sf, per paragraph 1, Addendum A.
13. NOTICE ADDRESS/CONTACT. Xxxxxx X. Xxxxxxxx, President & CEO, JRB
Enterprises, Inc. 000 Xxxx Xxxxxx Xxxx, #X, Xxxxxxx Xxxxx, XX 00000.
14. DEFINITION OF LANDLORD. The word "Landlord" is used herein to
include the Landlord named above and any subsequent owner of the Premises, as
well as their respective heirs, personal representatives, successors and
assigns, each of whom shall have the same rights, remedies, powers, authorities
and privileges as he would have had had he, it or they originally signed this
Lease as Landlord; but any owner of the Premises, whether or not named herein,
shall have no liability hereunder after it or he ceases to hold title to the
real estate, except for obligations which may have theretofore accrued; and in
all events, Tenant shall look solely to the Premises and rents derived therefrom
for enforcement of any obligation hereunder or by law assumed or enforceable
against Landlord.
Tenant agrees that the obligations of Landlord under and with respect
to this Lease do not constitute personal obligation of Landlord, or any of its
partners, and shall not create or involve any claim against, or personal
liability on the part of any of them, and that Tenant will look solely to
Landlord's interest in the Premises for satisfaction of any liability of
Landlord in respect to this Lease.
15. DEFINITION OF TENANT. The word "Tenant" is used herein to include
each and everyone of the firm or firms or persons named above as Tenant, jointly
and severally, as well as the heirs, personal representatives, or successors and
assigns of same, each of whom shall be under the same obligations, liabilities
and disabilities and have only such rights, privileges and powers as he, it or
they would have possessed as if original signatories to this Lease as Tenant.
16. CONSTRUCTION BY LANDLORD.
a. Landlord shall construct, alter or improve the Premises in
substantial conformity with the plans, and outline specifications, if any, on
Exhibit "C" attached hereto and which are herein incorporated by reference and
thereupon following Landlord's request and provision to Tenant of a copy of a
Certificate of Occupancy therefor, Tenant shall accept said Premises. If any
revision or supplement to such plans or outline specifications are deemed
necessary by Landlord, those revisions and supplements shall be submitted to
Tenant for approval which approval shall not be unreasonably withheld or denied.
b. The Premises shall be substantially completed by the Estimated
Occupancy Date, adjusted, however, by that period, if any, equal to the
aggregate time lost by Landlord due to strikes or other labor disputes,
intervening governmental restrictions, scarcity of labor or materials, war or
other national emergency, accidents, floods, fires or other casualties, weather
conditions, or any cause similar or dissimilar to the foregoing which is beyond
the reasonable control of Landlord. However, should Landlord fail to provide
existing Suite 102 by 10/1/91, then Tenant shall have option to cancel this
lease. Also, should Landlord fail to provide the warehouse expansion space (#8
on Exhibit B) according to Exhibit C of this Lease by 1/31/92, then Tenant shall
have the option to cancel this Lease. Landlord also agrees to apply for building
Permit within two (2) weeks of Lease execution and complete demising wall
cut-through within thirty (30) days after receipt of Building Permit.
17. ADDITIONAL RENT. As Additional Rent, Tenant shall pay to Landlord,
as set forth in subparagraph (e) below, Tenant's Building Proportionate Share
and/or Tenant's Project Proportionate Share, as applicable, of the following
charges: Tenant's estimated 1991 additional rent is set at $1.91/sf at the
inception of this Lease.
a. TAXES. Tenant's Building Proportionate Share of all taxes,
assessments and other governmental charges ("impositions"),
including, without limitation, special assessments for public
improvements, which are levied or assessed against the Building
during the Rental Term or, if levied or assessed prior or subject
to the Rental Term, which properly are allocable to the Rental Term
because part of the period for which the imposition is levied or
assessed is included in the Rental Term,
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and funds expended for the purposes of appealing real estate taxes
or any other impositions. Notwithstanding the foregoing, if such
impositions are levied or assessed against the Project of which the
Building is a part, Tenant shall pay Tenant's Project Proportionate
Share of such impositions. If such impositions are levied or
assessed against a portion of the Project of which the Building is
a part, Tenant shall pay Tenant's prorata share of Tenant's Project
Proportionate Share of such impositions. If Tenant fails to pay to
Landlord any impositions required to be paid by Tenant by the terms
of this Lease at the time specified herein and such failure causes
Landlord to be overdue in the payment of said impositions to the
lawful authority imposing the same, Tenant shall pay to Landlord,
as Additional Rent, any interest or penalty incurred by Landlord
due to the delay in payment of such impositions. The foregoing is
in addition to and not a limitation of any other remedies of
Landlord provided in this Lease.
Nothing herein contained shall be construed to include as
"impositions" any inheritance, estate, succession, transfer, gift,
franchise, corporation, net income or profit tax or capital levy
that is or may be imposed upon Landlord; provided, however, that if
at any time during the Rental Term the method of taxation
prevailing at the commencement of the Rental Term shall be altered
so that in lieu of or as a substitute for the whole or any part of
the impositions now levied, assessed or imposed on the Building
and/or the Project, or any part thereof, there shall be levied,
assessed or imposed (i) a tax on the rents received from the
Premises.
b. INSURANCE PREMIUMS. Tenant's Building Proportionate Share of all
premiums paid or payable by Landlord for insurance shall be as
follows:
(1) Fire and extended coverage insurance of the Building in the
amount of the replacement cost thereof (including demolition and
debris removal);
(2) Insurance against Landlord's rental loss or abatement, from
damage to or destruction of the Building from fire or other
casualty, in the amount of the rental, impositions and insurance
premiums payable by all tenants of the Building during the year
immediately succeeding such damage or destruction, as reasonably
determined by Landlord;
(3) Landlord's comprehensive liability insurance (including
bodily injury and property damage) and boiler insurance in such
amounts as Landlord may reasonably require; and
(4) Such other insurance in such amounts as any reputable
mortgage lending institution holding a mortgage on the Building
may require.
Notwithstanding the foregoing, if any insurance covers the Project
of which the Building is a part, Tenant shall pay Tenant's Project
Proportionate Share of the insurance premium. If coverage period of
any such insurance obtained by Landlord commences before or extends
beyond the Rental Term, the premium therefor shall be paid by
Landlord. If any such insurance is provided by blanket coverage,
the part of the premium therefor allocated to the Premises shall be
prorated, based upon percent of occupancy as set forth in Paragraph
12 - Tenant's Allocated Share. Should Tenant's occupancy or use of
the Premises at any time cause an increase in such insurance
premiums on the Building and/or on the Project, Tenant shall pay to
Landlord the entire amount of such increase as Additional Rent
hereunder. Notwithstanding any contribution by Tenant to the cost
of insurance premiums, as provided herein, Tenant acknowledges that
it has no right to receive any proceeds from any such insurance
policies carried by Landlord and that such insurance will be for
the sole benefit of Landlord with no coverage for Tenant for any
risk insured against. Further, Landlord shall be under no
obligation to insure any alterations, installations,
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changes, fixtures, decorations, replacements, additions or
improvements made or installed in the Premises by or on behalf of
Tenant.
To the extent consistent with the provisions of the fire and
extended coverage insurance policies aforesaid, Landlord hereby
releases Tenant and Tenant hereby releases Landlord from liability
for loss or damage on or to the Premises covered by said policies,
excluding negligence by either party.
Tenant shall obtain and keep in effect throughout the Rental Term,
an insurance policy or policies insured by any insurance carriers
licensed to do business in the State of Florida, providing general
public liability insurance claims for personal injury (including
death) and property damage in amounts of not less than
$1,000,000.00 combined single limit for bodily injury (including
death) or property damage or a combination thereof. Such insurance
shall not be subject to cancellation without at least ten (10)
days' prior notice to all insureds, and shall name Landlord and
Tenant as insureds and, if requested by Landlord, shall also name
as an additional insured any mortgagee or holder of any mortgage
which may be or become a lien upon any part of the Building or the
Project. Prior to the commencement of the Rental Term, Tenant shall
provide Landlord with certificates or copies of the policy or
policies of insurance to be maintained by Tenant as herein referred
to, with evidence that the premium(s) have been paid in full for
the policy period(s). Tenant also shall furnish to Landlord
throughout the Rental Term, replacement certificates or copies of
renewal policies, together with evidence of like premium payment,
at least ten (10) days prior to the expiration date(s) of the then
current policy or policies.
c. COMMON AREA PRORATA CHARGES. Tenant's Project Proportionate
Share of the actual cost and expenses excluding capital
expenditures incurred by Landlord during the Rental Term in the
maintenance, repair and operation of the common areas of the
Project, including, without limitation, the cost of maintaining and
repairing the driveways, parking areas and landscaping of the land
of which the Premises are a part and the removal of trash, rubbish
and other refuse therefrom; the cost of all common utilities; the
cost of guard and/or security service for the Project, if utilized;
the cost of personnel to implement such services, to direct parking
and to police the common facilities; and the cost of maintaining
and repairing sewers and utility lines. Landlord will designate a
management services company to provide for all common area
maintenance of the Project and management of the Project. Such
management services may be provided by an affiliate of Landlord. As
part of the Additional Rent, Tenant shall pay Tenant's Project
Proportionate Share for such management services, including the
cost of accounting services necessary to compute and keep record of
the rents and charges payable by tenants of the project, and any
related management service fees.
d. BUILDING COSTS. Tenant's Building Proportionate Share of the
actual costs and expenses incurred by Landlord during the Rental
Term in the maintenance, repair and operation of the Building,
together with any and all fixtures and appurtenances thereto.
e. ESTIMATE AND PAYMENT OF ADDITIONAL RENT. In addition to the
Rental Amount, each month during the Rental Term, Tenant shall pay
to Landlord, in advance, one-twelfth (1/12) of the annual amount of
taxes, insurance, common area charges, building costs and all other
sums to be paid by Tenant to Landlord as Additional Rent pursuant
to this Lease, as such annual sums to be due from Tenant may be
estimated from time to time by Landlord acting reasonably and in
good faith. Such estimate may be adjusted periodically by Landlord,
and Tenant shall pay installments of Additional Rent according to
such estimate or any adjustments thereto. Periodically, but no less
often than once every twelve (12) months, on a date selected by
Landlord, Landlord shall certify to Tenant the actual expense
incurred by Landlord for taxes, insurance, common area charges,
building costs and other costs and expenses for which tenant is
required to reimburse Landlord as set forth in this Lease,
whereupon such actual expenses shall be compared to payments made
by Tenant pursuant to Landlord's estimate of such expenses and an
appropriate adjustment shall be made, i.e., if Tenant's Building
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Proportionate Share and/or Tenant's Project Proportionate Share, as
appropriate, of such actual expenses for the applicable time period
exceeds the actual sums paid by Tenant pursuant to Landlord's
estimate of such expenses for the applicable time period, the
difference shall be paid forthwith by Tenant to Landlord and if
Tenant's Building Proportionate Share and/or Tenant's Project
Proportionate Share, as appropriate, of such actual expenses for
the applicable time period is less than the actual sums paid by
Tenant pursuant to Landlord's estimate of such expenses for the
applicable time period, the difference shall be paid forthwith by
Landlord to Tenant. For the protection of Tenant, Landlord shall
maintain books of account which shall be open for inspection by
Tenant and Tenant's representative for thirty (30) days after
billing for Additional Rent, at all reasonable times, so that
Tenant can determine that such Additional Rent costs, have, in
fact, been paid or incurred by Landlord.
f. Notwithstanding anything to the contrary above, if such charges
(or portion thereof) as set forth in this Paragraph 17 are directly
related to Tenant's occupancy of the Premises, then Tenant shall be
fully responsible for the same to the extent of said direct
relationship.
18. RENTAL AMOUNT AND SECURITY DEPOSIT.
a. Tenant shall pay to Landlord, without notice or demand, and
without setoff, the Rental Amount payable in the monthly
installments of Rent as set forth in Paragraph 5, in advance on the
first day of each calendar month during the Term. The Rental Amount
and all other sums payable by Tenant to Landlord hereunder shall be
paid in lawful currency of the United States of America to Landlord
at the address listed above, or to such other person and at such
other place as Landlord may from time to time designate in writing.
b. Tenant also has paid on execution hereof a Security Deposit in
the amount shown in Paragraph 6. In the event of Tenant's default,
Landlord may use or apply all or any part of said Security Deposit
to cure the default, in whole or in part, and also to defray any
expenses reasonably incurred by Landlord by reason of the default.
To the extent that the Security Deposit is thus utilized and if
this Lease, notwithstanding the default, continues in force and
effect, Tenant agrees to pay to Landlord within ten (10) days of
demand by Landlord, an additional sum to replenish the Security
Deposit to the amount stated in Paragraph 6, and such additional
payment also shall be deemed part of Tenant's Security Deposit and
available for use or application as aforesaid in the event of
Tenant's default.
The aforesaid Security Deposit shall not be considered to be a
payment of any of Tenant's obligations hereunder (and in no event
shall it be available to Tenant for application in payment of any
installment of the Rental Amount or Additional Rent); and the same
is not held in trust by Landlord and may be reflected as a debt
owing Tenant as follows: upon expiration of the Rental Term,
provided Tenant has performed its obligations hereunder including,
but not limited to, payment of all Rental Amount(s), Additional
Rent and other charges due Landlord and has maintained the Premises
in good order and condition, Landlord shall refund such Security
Deposit without interest (or the balance not expended or applied as
aforesaid) to Tenant within thirty (30) days following expiration
of the Rental Term.
19. LATE CHARGE AND INTEREST ON OVERDUE RENT. If any installment of
Base Rent or Additional Rent is not received within fifteen (15) days after the
due date thereof (without in any way implying Landlord's consent to such late
payment), Tenant agrees to pay Landlord the Late Charge, of $250 per
installment, in addition to said installment of Base Rent or Additional Rent, it
being understood that the Late Charge shall constitute liquidated damages and
such liquidated damages shall be solely for the purpose of reimbursing Landlord
for the additional costs and expenses which Landlord presently expects to incur
in connection with the handling and processing of late payments of Base Rent
and/or Additional Rent. Landlord and Tenant agree that in the event of any such
late payment by Tenant, the damages resulting to Landlord will be difficult to
ascertain precisely, and that the Late Charge constitutes a reasonable and good
faith estimate by the parties of the extent of such damages. In addition to the
Late Charge, Tenant agrees to pay Landlord interest, at the Overdue Rent
interest
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rate of 1 1/2% per month, on any installment of Base Rent or Additional Rent not
paid within thirty (30) days after the due date thereof, which interest shall
accrue from the due date to the date of payment. Notwithstanding the foregoing,
the Late Charge shall not apply to any sum which may have been advanced by
Landlord to or for the benefit of Tenant pursuant to any provision of this
Lease, it being understood that such sum shall bear interest, which Tenant
agrees to pay Landlord, at the interest rate specified in such provision.
20. UTILITIES. Tenant shall pay, when due, all charges by public
authority or private utility for any and all water, sewer, electric, gas and
other utility service to the Premises during the Rental Term, not payable in the
first instance by Landlord, and if such charges are payable by Landlord in the
first instance, Tenant shall reimburse Landlord for Tenant's prorate share of
such charges, as determined by Landlord, within fifteen (15) days of Landlord
notifying Tenant of the amount of said charges.
21. MAINTENANCE OF PREMISES. Tenant is responsible for maintaining the
Premises, except as otherwise provided herein. Tenant, at Tenant's sole expense,
shall maintain the Premises in good order and condition and make all repairs and
replacements necessary or appropriate for heat, air-conditioning, plumbing and
electrical systems or equipment contained within the Premises. Landlord shall
provide Tenant with a first year warranty on said systems in the instance of a
newly constructed building.
Tenant shall make no alterations or additions to the Premises or erect
any exterior signs other than a building standard Tenant sign (if any) provided
by Landlord or as may be made with Landlord's prior written consent. All
alterations or additions made with such consent shall be part of the Premises
and the property of Landlord, subject to the terms of this Lease unless
otherwise provided by the instrument of consent. Tenant's trade fixtures/signage
not provided byh Landlord, equipment or other personal property placed on the
Premises may be removed by Tenant at any time during the Rental Term; but if
installation of any of same in or on the Premises or the removal therefrom of
any thereof could deface the Premises, Landlord's written consent to
installation must first be procured and, upon removal, all damage to the
Premises caused thereby shall be fully repaired promptly by Tenant at Tenant's
expense. There shall be no outside storage of any kind whatsoever.
Notwithstanding anything to the contrary contained herein, Tenant shall not be
responsible for roof or structural maintenance except to the extent the same may
be occasioned by Tenant's negligence.
22. DAMAGE BY FIRE, ETC. Except as provided below, in case of damage to
the Premises by fire or other insured casualty, Landlord shall repair the
damage. Such repair work shall be made with due diligence, taking into account
the time required for Landlord to effect a settlement with and procure insurance
proceeds from the insurer, except for delays due to governmental regulations,
scarcity of or inability to obtain labor or material, intervening Acts of God or
other similar or dissimilar causes beyond Landlord's reasonable control.
a. Notwithstanding the foregoing, if (i) the damage is of a nature
or extent that, in Landlord's reasonable judgement, the repair and
restoration work would require more than thirty (30) consecutive
days to complete after commencement of work and assuming the use of
normal work crews not engaged in overtime, or (ii) if more than
thirty percent (30%) of the total area of the Building is
extensively damaged, Landlord shall have the right to terminate
this Lease and all the unaccrued obligations of the parties
thereto, by sending written notice of such termination to Tenant
within thirty (30) days of Landlord's knowledge of such damage, the
notice to specify a termination date no less than fifteen (15) days
after its transmission unless Tenant shall have vacated the
Premises because the nature or extent of the damage rendered the
Premises untenantable, and by notice in writing to Landlord within
(5) days thereafter elects to make same retroactive to the date of
such vacation of the Premises.
b. If the insurance proceeds received by Landlord (excluding any
rent insurance proceeds) would not be sufficient to pay for
repairing the damage or are required to be applied on account of
any mortgage which encumbers any part of the Premises or Building,
or if the nature of loss is not covered by Landlord's fire
insurance coverage, Landlord may elect either to (i) repair the
damage as above provided notwithstanding such fact or (ii)
terminate this Lease, by giving Tenant, within thirty (30) days
after Landlord's knowledge of the damage and determination of
availability
8
or sufficiency of insurance proceeds, notice of Landlord's election
- and if the election be to terminate - at least fifteen (15) days'
prior notice specifying the termination date. Notwithstanding
anything to the contrary in this Paragraph 22, if Premises are
damaged to such an extent as to prevent Tenant's normal business
operation and such damage is not repaired such that Tenant's normal
business operations can resume within thirty (30) days of the date
of such damage. Tenant may elect to terminate this Lease.
c. To the extent that Landlord receives rent insurance proceeds
attributable to the Premises and for the period during which it was
damaged, (which insurance Landlord agrees to maintain) Tenant's
obligations to continue to pay the Rental Amount and Additional
Rent on a current basis shall not be affected by damage to or
destruction of the Premises or any part thereof, regardless of
cause; and so long as this Lease continues in force and effect,
there shall be no abatement, diminution or reduction of the Rental
Amount(s) or Additional Rent by reason thereof, except to the
extent that such damage materially or substantially hinders or
prevents Tenant's normal operation of business.
23. EMINENT DOMAIN. Except as legally entitled, Tenant hereby assigns
to Landlord all rights to compensation or damages, if any, sustained as Tenant
on condemnation of the Premises in whole or in part under power of eminent
domain; but Landlord shall pay to Tenant from the condemnation award, if and
when received by Landlord, the amount, if any, by which such award was increased
by virtue of condemnation of equipment, fixtures and/or improvements which
Tenant, on termination of the Rental Term, is entitled to remove.
If such condemnation of the Premises reduces the floor area of the
Premises available for Tenant's use by more than twenty-five percent (25%) or
renders the part thereof not condemned permanently untenantable, either party
hereto, by thirty (30) days' notice to the other, may terminate this Lease; but
if the Lease is not so terminated, Landlord shall make such repairs, if any, as
are reasonably necessary to restore the part thereof not condemned to tenantable
condition. Landlord, in so doing, shall not be required to expend more than the
net amount received by Landlord in the condemnation proceedings for damage to
such part of the Premises not condemned unless Tenant pays the amount of the
excess of expenditure and, before commencement of the restoration repairs,
provides Landlord with reasonable security for such payment by Tenant.
Restoration repairs, if made, shall begin promptly after Tenant vacates the part
of the Premises '; condemned and be completed with reasonable diligence,
subject, however, to delays incident to governmental regulation, unavailability
of material or labor and other causes beyond the Landlords' control.
24. ASSIGNMENT AND SUBLETTING.
a. Tenant shall not, without prior written consent of Landlord and
such consent will not be unreasonably withheld, (i) assign or in
any manner transfer this Lease or any estate or interest therein,
or (ii) permit any assignment of this Lease or any estate or
interest therein by operation of law, or (iii) sublet the Premises
or any part thereof, or (iv) grant any license, concession or other
right of occupancy of any portion of the Premises or (v) permit the
use of the Premises by any parties other than Tenant, its agents
and employees. Any such acts without Landlords's prior written
consent shall be void and of no effect. Consent by Landlord to one
or more assignments or sublettings shall not operate as a waiver of
Landlord's rights as to any subsequent assignments and sublettings.
Notwithstanding any assignment or subletting, Tenant and any
guarantor of Tenant's obligations under this Lease shall at all
times remain fully responsible and liable for the payment of the
Rental Amount(s) and Additional Rent herein specified and for
compliance with all of Tenant's other obligations under this Lease.
If an Event of Default, as herein defined, should occur while the
Premises or any part hereof are then assigned or sublet, Landlord,
in addition to any other remedies herein provided by law, may at
its option collect directly from such assignee of subtenant all
Rental Amount(s) becoming due to Tenant under such assignment or
sublease and apply such Rental Amount(s) against any sums due to
Landlord by Tenant hereunder, and Tenant hereby authorizes and
directs any such assignee or subtenant to make such payments of
rent directly to Landlord upon receipt of notice from Landlord. No
direct collection by Landlord from any such assignee or subtenant
shall be construed to constitute a novation or a release of Tenant
or any guarantor of Tenant from the
9
further performance of its assignee, subtenant or occupant of the
Premises and shall not be deemed a waiver of the covenant in this
Lease contained against assignment and subletting or a release of
Tenant under this Lease. The receipt by Landlord from any such
assignee or subtenant obligated to make payments of the Rental
Amount(s) and/or Additional Rent shall be a full and complete
release, discharge, and acquittance to such assignee or subtenant
to the extent of any such amount of the Rental Amount(s) and/or
Additional Rent so paid to Landlord. Landlord is authorized and
empowered on behalf of Tenant to endorse the name of Tenant upon
any check, draft, or other instrument payable to Tenant evidencing
payment of such rent, or any part thereof, and to receive and apply
the proceeds therefrom in accordance with the terms hereof.
Excluding inventory, Tenant shall not mortgage, pledge or otherwise
encumber its interest in this Lease or in the leased Premises.
b. If Tenant requests Landlord's consent to an assignment of the
Lease or subletting of all or part of the Premises, it shall submit
to Landlord, in writing, the name of the proposed assignee or
subtenant and the nature and character of the business of the
proposed assignee or subtenant, the term, use, rental rate and
other particulars of the proposed subletting or assignment,
including, without limitation, evidence satisfactory to Landlord
that the proposed subtenant or assignee is financially responsible
and will immediately occupy and thereafter use the Premises (or any
sublet portion thereof) for the remainder of the Rental Term (or
for the entire term of the sublease, if shorter). Landlord shall
have the option (to be exercised within thirty (30) days from
submission of Tenant's written request) to cancel this Lease (or
for the applicable portion thereof as to a partial subletting) as
of the commencement date stated in the above-mentioned subletting
or assignment. If Landlord elects to cancel this Lease, as herein
provided, then the Rental Term of this Lease, and the tenancy and
occupancy of the Premises by Tenant thereunder, shall cease,
terminate and expire, with respect to that portion of the Premises
so assigned or sublet as if the cancellation date were the original
termination date of this Lease and Tenant shall pay to Landlord all
costs or charges which are the responsibility of Tenant hereunder
with respect to that portion of the Premises so assigned or sublet,
and Tenant shall, at its own cost and expense, discharge in full
any outstanding commission obligation to Landlord with respect to
this Lease, or any part hereof cancelled. Thereafter Landlord may
lease the Premises to the prospective subtenant or assignee without
liability to Tenant. If Landlord does not thus cancel this Lease,
the terms and provisions of Paragraph (a) hereof will apply.
c. If Landlord consents to any subletting or assignment by Tenant
as hereinabove provided, and subsequently any rents received by
Tenant under any such sublease are in excess of the Rental
Amount(s) payable by Tenant under this Lease, or any additional
consideration is paid to Tenant by the assignee under any such
assignment, then Landlord may, at its option, either (i) declare
such excess rents under any sublease or such additional
consideration for any assignment to be due and payable by Tenant to
Landlord as Additional Rent hereunder, or (ii) elect to cancel this
Lease as provided in Sub-paragraph b hereof.
d. Landlord shall have the right to transfer, assign and convey, in
whole or in part, the Building and any and all of its rights under
this Lease, and in the event Landlord assigns its rights under this
Lease, Landlord shall thereby be released from any further
obligations hereunder, and Tenant agrees to look solely to such
successor in interest of the Landlord for performance of such
obligations.
25. SUBORDINATION AND ATTORNMENT.
a. This Lease shall be subject and subordinate at all times to the
lien, security interest and assignment of any mortgages now or
hereafter placed upon the Premises or the Building and land of
which they are a part without the necessity of any further
instrument or act on the part of Tenant to effectuate such
subordination. Tenant further agrees to execute and deliver upon
demand such further instrument or instruments evidencing such
subordination of this Lease to the lien of any such mortgage and
such further instrument or instruments of attornment as shall be
10
desired by any mortgagee or proposed mortgagee or by any other
person. Tenants failure to execute and deliver such further
instruments on demand shall be deemed Tenant's approval and
confirmation of the contents and effect thereof. Notwithstanding
the foregoing, any mortgagee may at any time subordinate its
mortgage to this Lease, without Tenant's consent, by notice in
writing to Tenant, and thereupon this Lease shall be deemed prior
to such mortgage without regard to their respective dates of
execution and delivery, and in that event such mortgagee shall have
the same rights with respect to this Lease as though it had been
executed prior to the execution and delivery of the mortgage.
b. In the event the Landlord shall be or is alleged to be in
default of any of its obligations owing to Tenant under this Lease,
Tenant agrees to give to the holder of any mortgage (collectively
the "Mortgagee") now or hereafter placed upon the Premises or the
Building and land, notice by registered mail of any such default
notice of which default Tenant shall have served upon the Landlord,
provided that prior thereto Tenant has been notified in writing (by
way of Notice of Assignment of Rents and/or Leases or otherwise) of
the name and addresses of any such Mortgagee. Tenant shall not be
entitled to exercise any right or remedy as there may be because of
any default by Landlord without having given such notice to the
Mortgagee; and Tenant further agrees that if Landlord shall fail to
cure such default: (i) the Mortgagee shall have an additional
thirty (30) days (measured from the later of the date on which the
default should have been cured by Landlord or the Mortgagee's
receipt of such notice from Tenant) within which to cure such
default, provided that Mortgagee may take additional reasonable
time if such default be such that the same could not be cured
within such thirty (30) day period and Mortgagee is diligently
pursuing the remedies necessary to effectuate the cure (including,
but not limited to, foreclosure proceedings if necessary to
effectuate the cure); and (ii) Tenant shall not exercise any right
or remedy as there may be arising because of Landlord's default,
including, but not limited to, termination of this Lease as may be
expressly provided for herein or available to Tenant as a matter of
law, if the Mortgagee either has cured the default within such
thirty (30) day period, or as the case may be, has initiated the
cure of same within such thirty (30) day period and is diligently
pursuing the cure of same as aforesaid. Where Landlord has failed
to cure a default, and an emergency exists, Tenant shall have the
option to remedy default and deduct costs together with any
reasonable attorney's fees.
26. TENANT'S CERTIFICATE. Tenant agrees at any time and from time to
time, within five (5) days after Landlord's written request, to execute,
acknowledge and deliver to Landlord a written instrument in recordable form
certifying that this Lease is unmodified and in full force and effect (or if
there have been modifications, that it is in full force and effect as modified
and stating the modifications), and the dates in which the Rental Amount(s),
Additional Rent and other charges have been paid in advance, if any, and stating
whether or not to the best knowledge of the signer of such certificate, Landlord
is in default in the performance of any covenant, agreement or condition
contained in this Lease and, if so, specifying each such default of which the
signer may have knowledge. It is intended that any such certification and
statement delivered pursuant to this Section may be relied upon by any
prospective purchaser of the fee or any mortgagee thereof or any assignee of
Landlord's interest in this Lease or of any mortgage upon the fee of the
Premises or any part thereof.
27. INDEMNITY. Tenant shall indemnify and hold harmless Landlord from
and against any and all claims arising from Tenant's use of the Premises, or
from the conduct of Tenant's business or from any activity, work or things done,
permitted or suffered by Tenant in or about the Premises or elsewhere and shall
further indemnify and hold harmless Landlord from and against any and all claims
arising from any breach or default in the performance of any obligation of
Tenant's part to be performed under the terms of this Lease, or arising from any
negligence of the Tenant, or any of the Tenant's agents, contractors, or
employees, and from and against all costs, attorney's fees, expenses and
liabilities incurred in the defense of any such claim or any action or
proceeding brought thereon, and in case any action or proceeding shall be
brought against Landlord by reason of any such claim, Tenant, upon notice from
Landlord, shall defend the same at Tenant's expense.
Excluding Landlord negligence, Tenant shall indemnify and save harmless
the Landlord against and from all liabilities, obligations, damages, penalties,
claims, costs, charges and expenses which may be imposed upon or incurred by, or
asserted against Landlord by reason of: (i) loss of
11
life, personal injury and/or damage to property occurring in or about, or
arising out of the Premises, adjacent sidewalks and common areas appurtenant to
the Building or occasioned wholly or in part by reason of any negligent act or
omission of Tenant, its agents, contractors, invitees or employees and (ii) any
failure on the part of Tenant to keep, observe and perform any of the terms,
covenants, agreements, conditions or limitations contained in this Lease on
Tenant's part to be kept, observed and performed.
28. LANDLORD'S ACCESS TO PREMISES. At any reasonable time and in a
reasonable manner, Landlord may inspect the Premises and show same to
prospective purchasers, lienholders and others having a legitimate interest
therein and enter the Premises for any purpose of this Lease. Landlord may also
place, in reasonable locations on the Premises, notices for sale or lease
thereof or any part thereof such notice not to exceed 3' x 3' at any time within
nine (9) six (6) months before expiration of the Rental Term.
29. VACANCY. Tenant shall neither vacate the Premises nor permit same
to become unoccupied at any time during the Rental Term without prior
notification to Landlord and in conformance with all other obligations under
this Lease.
30. SURRENDER OF POSSESSION. Tenant shall surrender the Premises to
Landlord in the condition in which Tenant is required to keep same hereunder,
with all signs, trade FLxtures, equipment and other property that the Tenant is
entitled hereunder to retain removed therefrom without damage thereto.
31. GOVERNMENTAL REGULATION. Tenant, throughout the Rental Term, shall
fully comply with all laws and governmental regulations applicable to the
Premises. Tenant may legally contest the validity or applicability of any such
law or regulation provided, however, that such contest does not jeopardize the
Premises or Landlord's interest therein and that Tenant indemnifies Landlord
against all loss, cost and expense incident to such contest or resulting
therefrom.
32. MECHANICS' LIENS. Tenant will not voluntarily suffer or permit any
mechanics', laborers' or materialmens' liens to be filed against the Premises or
any part thereof by reason of work, labor services or materials supplied or
claimed to have been supplied to Tenant; and if any mechanics', laborers' or
materialmens' lien shall at any time be filed against the Premises or any part
thereof, Tenant, within fifteen (15) days after notice of the filing thereof,
shall cause it to be discharged of record by payment, deposit, bond, order of a
court of competent jurisdiction or otherwise. If Tenant shall fail to cause such
lien to be discharged within the period aforesaid, then in addition to any other
right or remedy, Landlord may, but shall not be obligated to, discharge it
either by paying the amount claimed to be due or by procuring the discharge of
such lien by deposit or by bonding proceedings. Any amount so paid by Landlord,
plus all of Landlord's costs and expenses associated therewith, shall constitute
Additional Rent payable by Tenant under this Lease and shall be paid by Tenant
to Landlord on demand. Pursuant to the provisions of Florida Statute 713.10, the
interest of the Landlord shall not be subject to the liens for improvement made
by the Tenant.
Nothing contained in this Lease shall be deemed or construed in any way
as constituting consent by Landlord for the making of any alterations or
additions by Tenant.
33. TENANT'S DEFAULTS AND LANDLORD'S REMEDIES. If (i) Tenant fails to
pay an installation of the Rental Amount(s) or any amount of Additional Rent
when due and such failure continues for a period of ten (10) days after notice
from Landlord, (ii) Tenant vacates the Premises or permits the same to be
unoccupied, as aforesaid, (iii) Tenant fails to observe or perform any of the
other Tenant's agreements herein contained and such failure continues after
notice for more than thirty (30) days and such additional time, if any, as is
reasonably necessary to cure such failure, (iv) Tenant makes any assignment,
excluding inventory, for the benefit of creditors, (v) Tenant commits an act of
bankruptcy or files a petition or commences any proceeding under any bankruptcy
or insolvency law, (vi) a petition is filed or any proceeding is commenced
against Tenant under any bankruptcy or insolvency law and such petition or
proceeding is not dismissed within thirty (30) days, (vii) Tenant is adjudicated
a bankrupt, (viii) Tenant by any act indicates its consent to, approval of or
acquiescence in, or a court approves, a petition filed or proceeding commenced
against Tenant under any bankruptcy or insolvency law, (ix) a receiver or other
official is appointed for Tenant or for a substantial part of Tenant's assets or
for Tenant's interests in this Lease, (x)
12
any attachment or execution against a substantial part of Tenant's assets or of
Tenant's interests in this Lease remains unstayed or undismissed for a period of
more than ten (10) days, or (xi) a substantial part of Tenant's assets or of
Tenant's interest in this Lease is taken by legal process in any action against
Tenant, then, in any such event, an Event of Default shall be deemed to exist
and Tenant shall be in default hereunder. If an Event of Default shall occur,
the following provisions shall apply and Landlord shall have the rights and
remedies set forth therein which rights and remedies may be exercised upon or at
any time following the occurrence of an Event of Default unless, prior to such
exercise, Landlord shall agree in writing with Tenant that the Event(s) of
Default has been cured by Tenant in all respects:
b. TERMINATION OF LEASE. By notice to Tenant, Landlord shall have
the right to terminate the Lease as of a date specified in the
notice of termination and in such case, Tenant's right, including
any based on any option to renew, to the , . possession and use of
the Premises shall end absolutely as of the termination date; and
this Lease shall also terminate in all respects except for the
provisions hereof regarding Landlord's damages and Tenant's
liabilities arising prior to, out of and following the Event of
Default and the ensuing termination.
Following such termination (as well as upon any other termination
of this Lease by expiration of the term or otherwise) Landlord
immediately shall have the right to recover possession of the
Premises; and to that end, Landlord may enter the Premises and take
possession, without the necessity of giving Tenant any notice to
quit or any other further notice, with or without legal process or
proceedings, and in so doing Landlord may remove Tenant's property
(including any improvements or additions to the Premises which
Tenant made, unless made with Landlord's consent which expressly
permitted Tenant to not remove the same upon expiration of the
Term), as well as the property of others as may be in the Premises,
and place in storage thereof in such manner as Landlord may deem to
be commercially reasonable and necessary under the circumstances.
c. TENANT'S CONTINUING OBLIGATIONS - LANDLORD'S RELETTING RIGHTS.
(1) Unless and until Landlord shall have terminated this Lease
under Sub- paragraph b. above, Tenant shall remain fully liable
and responsible to perform all of the covenants and to observe
all the conditions of this Lease throughout the remainder of the
Rental Term; and, in addition, Tenant shall pay to Landlord,
upon demand and as Additional Rent, the total sum of all costs,
losses, and expenses, including reasonable counsel fees, as
Landlord incurs, directly or indirectly, because of any Event of
Default having occurred.
13
(2) If Landlord either terminates Tenant's right to possession
without terminating this Lease or terminates this Lease and
Tenant's leasehold estate as above provided, Landlord shall have
the unrestricted right to relet the Premises or any part(s)
thereof to such tenant(s) on such provisions and for such
period(s) as Landlord may deem appropriate. It is understood
that Landlord shall have no obligation to have the Premises
available for reletting or otherwise endeavor to relet so long
as Landlord (or any related entity) has other comparable vacant
space or property available for leasing to others in the complex
of which the Building is a part; and that notwithstanding
nonavailability of other space or property, Landlord's
obligations to mitigate damages shall be limited to such efforts
as Landlord, in its sole reasonable judgment, deems appropriate.
d. LANDLORD'S DAMAGES.
(1) The damages which Landlord shall be entitled to recover from
Tenant shall be the sum of:
(a) all Rental Amount(s) and Additional Rent accrued and
unpaid as of the termination date; and
(b) (i) all reasonable costs and expenses incurred by
Landlord in recovering possession of the Premises, including
removal therefrom and storage of Tenant's property, improvements
and alterations, (ii) the costs and expenses of restoring the
Premises to the condition in which the same were to have been
surrendered by Tenant as of the expiration of the Rental Term,
(iii) the costs of reletting including brokerage fees based on
the remaining term of the Lease and reasonable counsel fees; and
LESS (deducting from the total determined under subparagraphs (a),
(b), and all Rental Amount(s) and all other Additional Rent to the
extent determinable as aforesaid, (to the extent that like charges
would have been payable by Tenant) which Landlord receives from
other Tenant(s) by reason of the leasing of the Premises or part
thereof during or attributable to any period falling within the
otherwise remainder of the Rental Term.
(2) The actual sums payable by Tenant under the preceding
provisions of this Sub-paragraph (d) shall be payable on demand
from time to time as the amounts are determined; and if, from
Landlord's subsequent receipt of the Rental Amount(s) as
aforesaid from reletting, there be any excess payment(s) by
Tenant by reason of the crediting of such Rental Amount(s)
and/or Additional Rent thereafter received, the excess
payment(s) shall be refunded by Landlord to Tenant, without
interest.
e. INTEREST ON DAMAGE ACCOUNTS. Any sums payable by Tenant
hereunder, which are not paid after the same shall be due, shall
bear interest from that day until paid at the rate of two percent
(2%) over the then "Prime Rate" announced or being charged by the
Chase Manhattan Bank, N.A. for ninety (90) day unsecured loans to
major corporate borrowers (unless such rate be usurious as applied
to Tenant, in which case the highest permitted legal rate shall
apply).
f. LANDLORD'S STATUTORY RIGHTS. Landlord shall have all rights and
remedies now or hereafter existing at law with respect to the
enforcement of Tenant's obligations hereunder and the recovery of
the Premises, including, without limitation, those set forth in
Florida Statute 83.08 and Florida Statute 51.011, and
14
all amendments, modifications and substitutions thereof hereafter
enacted. No right or remedy herein conferred upon or reserved to
Landlord shall be exclusive of any other right or remedy, but shall
be cumulative and in addition to all other rights and remedies
given hereunder or now or hereafter existing at law. Landlord shall
be entitled to injunctive relief in case of the violation, of any
covenant, agreement, conditions or provision of this Lease, or to a
decree compelling performance of any covenant, agreement, condition
or provision of this Lease.
g. REMEDIES NOT LIMITED. Nothing herein contained shall limit or
prejudice the right of Landlord to exercise any or all rights and
remedies available to Landlord by reason of default or to prove for
and obtain in proceedings under any bankruptcy or insolvency laws,
an amount equal to the maximum allowance by any law in effect at
the time when, and governing the proceedings in which, the damages
are to be proved, whether or not the amount be greater, equal to,
or less than the amount of the loss or damage referred to above.
h. NO WAIVER BY LANDLORD. No delay or forbearance by Landlord in
exercising any right or remedy hereunder, or Landlord's undertaking
or performing any act or matter which is not expressly required to
be undertaken by Landlord shall be construed, respectively, to be a
waiver of Landlord's rights or to represent any agreement by
Landlord to undertake or perform such act or matter thereafter.
Waiver by Landlord of any breach by Tenant of any covenant or
condition herein contained (which waiver shall be effective only if
so expressed in writing by Landlord) or failure by the Landlord to
exercise any right or remedy in respect of any such breach shall
not constitute a waiver or relinquishment for the future of
Landlord's right to have any such covenant or condition duly
performed or observed by Tenant, or of Landlord's rights arising
because of any subsequent breach of any such covenant or condition
nor bar any right or remedy of Landlord in respect of such breach
or any subsequent breach. Landlord's receipt and acceptance of any
payment from Tenant which is tendered not in conformity with the
provision of this Lease or following an Event of Default
(regardless of any endorsement or notation on any check or any
statement in any letter accompanying any payment) shall not operate
as an accord and satisfaction or a waiver of the right of Landlord
to recover any payments then owing by Tenant which are not paid in
full, or act as a bar to the termination of this Lease and the
recovery of the Premises because of Tenant's previous uncured
default.
34. NOTICES. All notices, certifications and requests hereunder by
either party hereto to the other shall be in writing hand-delivered, or sent by
registered or certified mail with return receipt requested, to Landlord at
Landlord's address aforesaid and to Tenant at the Premises or at Tenant's
address aforesaid. Either party, on ten (10) days' notice to the other, may
designate a different address to which notices, certifications or requests to
that party shall be delivered or addressed.
35. BROKERS. Tenant represents and warrants to Landlord that Tenant has
had no dealings, negotiations or consultations with respect to the Premises or
this transaction with any broker or finder other than the Broker, if any,
identified in Paragraph 10 herein; and that otherwise no broker or finder called
the Premises to Tenant's attention for Lease or took any part in any dealings,
negotiations or consultations with respect to the Premises or this Lease. Tenant
agrees to indemnify and hold Landlord harmless from and against all liability,
cost and expense, including attorney's fees and court costs, arising out of any
misrepresentation of breach of warranty by Tenant under this Paragraph 35.
36. APPLICABLE LAW. This Lease and the rights and obligations of both
parties hereto hereunder shall be governed by the laws of the State of Florida.
37. SIGNS. Except for signs which are located wholly within the
interior of the Premises and which are not visible from the exterior of the
Building, and those outlined in Exhibit C, no signs shall be placed, erected or
maintained at any place upon the Premises or the Building without prior written
consent of Landlord except for the single standard exterior sign provided by
Landlord, which consent shall not be unreasonably withheld.
15
38. WASTE. Tenant shall not commit, or suffer any waste upon the
Premises or the Building, or any nuisance, or any other act or thing which may
disturb the quiet enjoyment of any other tenant in the Building or Project of
which the Building is a part.
39. GENDER. Words of any gender used in this Lease shall be held and
construed to include any other gender, and words in the singular number shall be
held to include the plural, unless the context otherwise requires.
41. CAPTIONS. The captions contained in this Lease are for the
convenience of reference only, and in no way limit or enlarge the terms and
conditions of this Lease.
42. NO PARTNERSHIP. Nothing contained in this Lease shall be deemed or
construed to create a partnership or joint venture of or between Landlord and
Tenant, or to create any other relationship between the parties hereto other
than that of Landlord and Tenant.
43. ENTIRE AGREEMENT. This Lease, together with the Exhibits attached
hereto, contains and embodies the entire agreement of the parties hereto, and no
representations, inducements or agreements, oral or otherwise, between the
parties not contained in this Lease and the Exhibits, shall be of any force or
effect. This Lease may not be modified, changed or terminated in whole or in
part in any manner other than by an agreement in writing duly signed by both
parties hereto.
44. SUBSTITUTION SPACE.
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(d) If Landlord offers to relocate tenant and tenant accepts,
Landlord shall reimburse Tenant for Tenant's reasonable
out-of-pocket expenses for moving Tenant's furniture, equipment,
supplies and telephones and telephone equipment from the present
Premises to the Substitution Space and for reprinting Tenant's
stationery in the same quality and quantity of Tenant's stationery
supply on hand immediately prior to Landlord's notice to Tenant of
the exercise of this relocation right.
45. MISCELLANEOUS.
(a) Any approval by Landlord or Landlord's architects and/or
engineers of any of Tenant's drawings, plans and specifications
which are prepared in connection with any construction of
improvements in the Premises shall not in any way be construed or
operate to bind Landlord or to constitute a representation or
warranty of Landlord as to the adequacy or sufficiency of such
drawings, plans and specifications, or the improvements to which
they relate, for any use, purpose, or condition, but such approval
shall merely be the consent of Owner as may be required hereunder
in connection with construction of Tenant's improvements in the
leased Premises in accordance with such drawings, plans and
specifications.
(b) There shall be no merger of this Lease or of the leasehold
estate hereby created with the fee estate in the leased Premises or
any part thereof by reason of the fact that the same person may
acquire or hold, directly or indirectly, this Lease or the
leasehold estate hereby created or any interest in this Lease or in
such leasehold estate as well as the fee estate in the leasehold
Premises or any interest in such fee estate.
(c) Neither Landlord nor Landlord's agents or brokers have made any
representations or promises with respect to the Premises, the
Building or the Land except as herein expressly set forth and no
rights, easements or licenses are acquired by Tenant by implication
or otherwise except as expressly set forth in the provisions of
this Lease.
(d) The submission of this Lease to Tenant shall not be construed
as an offer, nor shall Tenant have any rights with respect thereto
unless and until Landlord shall,
17
or shall cause its managing agent to, execute a copy of this Lease
and deliver the same to Tenant.
(e) If Tenant signs as a corporation, (each of) the person(s)
executing this Lease on behalf of Tenant does hereby covenant and
warrant that Tenant is a duly authorized and existing corporation,
qualified to do business in the State of Florida, that the
corporation has the full right and authority to enter into this
Lease, and that (each and both of) the person(s) signing on behalf
of the corporation is (are) authorized to do so.
46. EXHIBITS AND ATTACHMENTS. All Exhibits, attachments, riders and
addenda referred to in this Lease are incorporated into this Lease and made a
part hereof for all intents and purposes.
47. SPECIAL PROVISIONS. Special provisions of this Lease designated as
Addendum "A" attached hereto are incorporated into this Lease and made a part
hereof for all intents and purposes.
IN WITNESS WHEREOF, the parties hereto have executed the Lease as of
the day and year first above written.
Signed, sealed and delivered in the LANDLORD: LINPRO DELRAY COMMERCE
presence of: CENTRE LIMITED PARTNERSHIP
By: /s/ [ILLEGIBLE]
------------------------------------ ----------------------------------
------------------------------------ Title: General Partner
TENANT: JRB ENTERPRISES, INC., D/B/A
presence of: SILK, SILK, SILK
/s/ XXXXXX X. FRIEDSTOR By: /s/ [ILLEGIBLE]
------------------------------------ ----------------------------------
------------------------------------ Title: President & CEO
By: 7/30/91
Title:
Corporate Seal (if applicable)
18
ADDENDUM "A"
TO THE LEASE
DATED July 15, 1991
BY AND BETWEEN
LINPRO DELRAY COMMERCE CENTRE LIMITED PARTNERSHIP ("LANDLORD")
AND
JRB ENTERPRISES, INC. ("TENANT")
1. RENTAL AMOUNT. Rental Amount is calculated as $4.82 psf rate x
10,674 sf. The total area of 10,674 sf is approximated by adding the existing
Suite #102 area of 4,857 sf to an approximated warehouse expansion of 5,817 sf.
When final plans for the 5,817 sf warehouse expansion are completed, they will
be made a part of this Lease per Exhibit C. The square footage per final plans
will be used to adjust the approximated Rental Rate to Actual.
2. ESCALATIONS. Base Rental Amount specified in Paragraph (5) of the
Lease Agreement will increase six percent (6%) per annum beginning in month
thirteen (13) of the initial Rental Term for the entire Term.
3. OPTION TO RENEW. Provided Tenant is not then in default, Tenant
shall have two (2) five (5) year Options to Renew at market rents to be mutually
agreed upon within one hundred eighty (180) days prior to Initial Lease
expiration or any subsequent extension thereof.
4. NOTICE TO VACATE OR RENEW. With respect to the Option to Renew set
forth above in Paragraph (5) above, Tenant shall provide Landlord with one
hundred eighty (180) days prior written notice of intent to vacate or of intent
to renew as of the end of the Rental Term or any extension thereof and such
notice shall be sufficient to bind the parties to such vacation or renewal as of
the end of the Rental Term or any extension thereof.
5. RENTAL ABATEMENT. Landlord agrees to allow Tenant a monthly Rental
Amount abatement for the initial five (5) months of the Rental Term. However,
this abatement does not apply to Estimated Operating Expenses.
19
EXHIBIT A
LEGAL DESCRIPTION
A Tract of land lying in the East half (E1/2) of the Northeast Quarter
(NE1/4) of Section 19, Township 46/degrees/ South, Range 43/degrees/ East, lying
West of the West right of way line of Seaboard Airline Railroad and more
particularly described as follows:
Commence at the Quarter corner in the East line of Section 19, Township
46/degrees/ South, Range 43/degrees/ East, Palm Beach County, Florida; thence
Westerly along the centerline of said Section 19, a distance of 991.27 feet;
thence Northerly, parallel to the West right of way line of Seaboard Airline
Railroad, a distance of 55.0 feet to the Point of Beginning; thence continue
Northerly along the preceding course a distance of 1125 feet; thence Easterly,
parallel to said centerline of Section 19, a distance of 425.0 feet to a point
in the Westerly right of way line of the Seaboard Airline Railroad; thence
Southerly, along said West right of way line, a distance of 1125 feet; thence
Westerly, parallel to and 55.0 feet North (measured at right angles) of the
centerline of said Section 19, a distance of 425.00 feet to the Point of
Beginning.
LESS the West 46/degrees/ thereof, LESS the external area formed by a curve,
concave to the Northeast and having a radius of 25 feet at the intersection of
the North right of way line of X.X. 00xx Xxxxxx and the present East right of
way line of Congress Avenue, and less the North 345 feet thereof.
20
EXHIBIT "B"
SITE PLAN
21
EXHIBIT "C"
Tenant Improvement construction plans and outline specifications to be
attached upon completion by Architect. Notwithstanding the foregoing, Tenant
Improvements to be provided by Landlord are limited to the following:
1. Approximately 5,817 sf warehouse expansion per Exhibit "B" to include
two (2) bathrooms, warehouse lighting and electric, turbine roof
ventilators, demising wall separating suites #107 and #108 from
warehouse expansion area, installation of dock-high loading door, and
black- out of storefronts either by window tint or other method.
2. Modifications to 4,857 sf, Suite #102 to include demising wall
cut-throughs to be specified by Tenant, removal of interior partition
on north side of reception area, interior touch-up and cleaning and new
insert for lighted sign above Suite 102 door.
3. Landlord hereby grants to Tenant, subject to proper permitting, the
following signage:
a) A double slated sign on I-95 reader board, top positioning only, at
Landlord's expense;
b) A single slated sign on Congress Avenue, top positioning only, at
Landlord's expense;
c) An illuminated box sign, for Tenant's showroom and facing Congress
Avenue (replacing Linpro sign), at Landlord's expense;
d) Channel letter signage, consistent in size and color, with signage
used through the project (facing Congress Avenue) at Tenant's
expense, as approved by the City of Delray Beach;
e) A non-flashing neon "OPEN" sign, not to exceed 10" x 30", to be
located in front window of Tenant's showroom, at Tenant's expense,
as approved by the City of Delray Beach.
22
EXHIBIT "D"
BUILDING RULES AND REGULATIONS
The following rules and regulations shall apply, where applicable, to
the Premises, the Building, the Land situated beneath the Building and the
appurtenances thereto;
1. Sidewalks, doorways, vestibules, halls elevators, stairways and
other similar areas shall not be obstructed by any tenant or such tenant's
agents, employees or invitees or used by any tenant or such tenant's agents,
employees or invitees for any purposes other than ingress and egress to and from
the leased premises and for going from one to another part of the Building.
2. The sashes, sash doors, sky lights, windows and doors that reflect
or admit light and air into the halls, passageways or other public places in the
Building shall not be covered or obstructed by any tenant, nor shall any
bottles, parcels or other articles be placed upon window ledges.
3. Plumbing, fixtures and appliances shall be used only for the
purposes for which designed, and no sweepings, rubbish, rags or other unsuitable
material shall be thrown or placed therein. Only standard toilet tissue may be
flushed in commodes. Damage resulting to any such fixtures or appliances from
misuse by a tenant or such tenant's agents, employees or invitees, shall be paid
by such tenant, and Landlord shall not in any case be responsible therefor.
4. No signs, showcase, advertisements, notices or other lettering shall
be exhibited, inscribed, painted or affixed on or to any windows or doors or
other part of the Building except of such color, size and style and in such
places as shall be first approved in writing by Landlord. No wiring, nails,
hooks or screws shall be driven or inserted in any part of the exterior of the
Building except by the Building maintenance personnel, nor shall any part of the
Building be defaced by tenants. No curtains or other window treatments shall be
placed between the glass and the Building interior or standard window
treatments, if any. In the event of violation by any tenant, Landlord may
correct the same without any liability therefore and may charge the reasonable
cost thereof to tenant.
5. Landlord will provide and maintain an alphabetical directory board
for all tenants in the first floor (main lobby) of the Building and/or elsewhere
proximate to the Building site and no other directory shall be permitted unless
previously consented to by Landlord in writing.
6. Landlord shall provide all locks not already provided for in Exhibit
"C", for the entry door(s) to each tenant's leased premises, at the cost of such
tenant, and no tenant shall place any additional lock or locks on any door in
its leased area without Landlord's prior written consent. A reasonable number of
keys (2) to the locks on the doors to each tenant's leased premises shall be
furnished by Landlord to each tenant, at the cost of such tenant, and the
tenants shall not have any duplicate keys made, except for Tenant's employees.
Each tenant upon the termination of tenancy must restore to Landlord all keys
for all doors and restrooms whether furnished by Landlord or otherwise procured
by tenant.
7. With respect to work being performed by tenants in any leased
premises with the approval of Landlord, all tenants will refer all contractors,
contractors' representatives and installation technicians rendering any service
to them to Landlord for Landlord's supervision, approval and control before the
performance of any contractual services. This provision shall apply to all work
performed in the Building including, but not limited to, installations of
telephones, telegraph equipment, electrical and plumbing devices and
attachments, doors, entranceways, and any and all installations of every nature
affecting floors, walls, woodwork, trim, windows, ceilings, equipment and any
other physical portion of the Building.
8. Movement in or out of the Building of furniture or office equipment,
or dispatch or receipt by tenants of any bulky material, merchandise or
materials which requires use of elevators or stairways, or movement through the
Building entrances or lobby shall be restricted to such hours as Landlord shall
designate. All such movement shall be under the supervision of Landlord and in
the manner agreed between the tenants and Landlord by prearrangement before
performance.
Any weighted material to be placed in any elevator shall not exceed the lifting
capacity of the
23
elevator. Such prearrangement initiated by a tenant will include determination
by Landlord, and subject to its decision and control, as to the time, method,
and routing of movement and as to limitations for safety or any other concern
including the prohibiting of any article, equipment or any other item from being
brought into the Building. The tenants are to assume all risks as to the damage
to articles moved and injury to persons or public engaged or not engaged in such
movement, including equipment, property and personnel of Landlord if damaged or
injured as a result of acts in connection with carrying out this service for a
tenant from the time of entering the property to completion of work; and
Landlord shall not be liable for acts of any person engaged in, or any damage or
loss to any of said property or persons resulting from any act in connection
with such service performed for a tenant.
9. Landlord shall have the power to prescribe the weight and position
of safes and other heavy equipment or items, which shall in all cases, to
distribute weight, stand on supporting devices approved by Landlord so as not to
exceed the designed structural capacity of the floors and their supporting
members. All damages to the Building caused by the installation or removal of
any property of a tenant, or caused by a tenant's property while in the
Building, shall be repaired at the expense of such tenant.
10. A tenant shall notify the Building Manager when safes or other
heavy equipment are to be taken in or out of the Building, and the moving shall
be done under the supervision of the Building Manager, after written permission
from Landlord. Persons employed to move such property must be acceptable to
Landlord.
11. Corridor doors, when not in use, shall be kept closed.
12. Each tenant shall cooperate with Landlord's employees in keeping
it's leased premises neat and clean.
13. Landlord shall be in no way responsible to the tenants, their
agents, employees, or invitees for any loss of property from the leased premises
or public areas or for any damages to any property thereon from any cause
whatsoever.
14. To insure orderly operation of the Building, Landlord shall have
the right to regulate and direct automobile parking in the public areas so
designated.
15. Should a tenant require telegraphic, telephonic, annunciator or
other communication service, Landlord in consultation with his electrical
consultant will direct the electrician where and how wires are to be introduced
and placed and none shall be introduced or placed except as Landlord shall
direct. Electric current shall not be used for power or heating without
Landlord's prior written permission.
16. With the exception of a microwave, No cooking shall be done or
permitted in or about the Premises. However, tenants may provide for coffee,
tea, soft-drinks, etc. for benefit of tenant, employees, agents and/or invitees.
Refrigerators are permitted. Tenants shall not make or permit any improper,
objectionable or unpleasant noises or odors in the Building or otherwise
interfere in any way with other tenants or persons having business with them nor
with respect to any neighboring buildings or premises. No tenant shall throw
anything out of the doors, windows or skylights nor down any passageways nor
stairwells.
17. Nothing shall be swept or thrown into the corridors, halls,
elevator shafts or stairways. No birds, fish or animals of any kind whatsoever
shall be brought into or kept in, on or about any tenant's leased premises.
18. With the exception of small equipment necessary to this operation
of Tenant's existing business, No machinery of any kind shall be operated by any
tenant on its leased area without the prior written consent of Landlord, nor
shall any tenant use or keep in the Building any flammable or explosive fluid or
substance without the prior written consent of Landlord.
19. No portion of any tenant's leased premises shall at any time be
used or occupied as sleeping or lodging quarters.
20. Landlord reserves the right to rescind any of these rules and
regulations and to make such other and further reasonable rules and regulations
as in its judgement shall from time to time
24
be necessary for the safety, protection, care and cleanliness of the Building,
the operation thereof, the preservation of good order therein and the protection
and comfort of the tenants and their agents, employees and invitees, which rules
and regulations, when made and written notice thereof is given to tenant, shall
be binding upon it in like manner as if originally herein prescribed.
21. Landlord will not be responsible for lost or stolen personal
property, money or jewelry from tenant's lease premises or public or common
areas regardless of whether such loss occurs when the area is locked against
entry or not.
22. Landlord will not be responsible to any tenant for the
nonobservance or violation of any of these rules and regulations by any other
tenants.
23. Landlord reserves the right to exclude from the Building between
the hours of 8:00 p.m. and 8:00 a.m., all persons who do not present a pass to
the Building signed by the appropriate tenant or who otherwise cannot furnish
satisfactory identification or who, in Landlord's reasonable judgment should be
denied access.
24. No bicycles, mopeds, motorcycles, or other vehicles of any kind
shall be brought into or kept in, or about the Building except in those
locations, if any, specifically designated by Landlord for same.
25. Canvassing, soliciting and peddling in the Building are strictly
prohibited for the protection and convenience of all tenants, each of whom shall
cooperate to prevent the same.
26. Landlord hereby reserves to itself any and all rights not granted
to a tenant hereunder, including, but not limited to, the following rights which
are preserved to Landlord for its purpose in operating the Building and the
premises:
(a) the exclusive right to the use of the name of the Building for
all purposes, except that a tenant may use the name as its business
address and for no other purpose;
(b) the right to change the name of the Building at any time and
from time to time, without incurring any liability to a tenant for
so doing;
(c) the right to install and maintain a sign or signs on the
exterior of the Building and/or anywhere in the Building Area, so
long as such acts do not diminish Tenant's ability to do business;
(e) the right to grant to anyone the right to conduct any
particular business or undertaking in the Building or Building
Area, except that, in accordance with the respective Lease with the
party herein referenced, Landlord shall not rent any space,
Further, Landlord shall notlease space during the time period
extending from October 1, 1991 through September 30, 1996, within
the project to any company, other than JRB Enterprises, Inc., whose
primary business is the assembly, wholesale and retail sale orlease
of live, preserved, or artificial plants, trees,flowers, foliage
and uses related thereto, including containers therefor (i.e.
baskets, ceramics, brass containers), provided Tenant is not in
default.
25
FIRST AMENDMENT TO THE LEASE
THIS FIRST AMENDMENT TO THE LEASE ("First Amendment") dated July 15, 1991 is
between Linpro Delray Commerce Centre Limited Partnership, which was assigned to
Xxxxxx Delray, J.V., ("Landlord") and JRB Enterprises, Inc. d/b/a/ Silk, Silk,
Silk (Tenant").
RECITALS
A. Landlord and Tenant entered into that certain Lease ("Lease"), on July 15,
1991 for that certain space known as Suite 102 in that industrial complex
known as Delray Commerce Centre ("Commercial Center"), and
B. Landlord and Tenant now desire to amend the Lease Agreement as provided in
this First Amendment.
AGREEMENT
NOW THEREFORE, in consideration of the sum of Ten Dollars ($10.00) by each party
in hand paid to the other, the receipt and sufficiency whereof is hereby
expressly acknowledged by each party to the other, the terms and conditions
hereof, and other good and valuable consideration, it is agreed as follows:
1. Tenant agrees to lease an additional 9,333 square feet, subject to
architectural verification, known as Suite 101, 102, 108 and a portion of
107, 000 X. Xxxxxxxx Xxxxxx, Xxxxxxxx X. Xxxxxx Xxxxx, Xxxxxxx (site plan
attached as Exhibit "B"). Lease shall commence on the 1st day of May, 1995
and end on midnight on the 30th day of April, 1998, which is a total of 36
months. Landlord will use best effort to receive the Certificate of Occupancy
on or before June 1, 1995. Landlord will also advise Tenant as to progress of
Tenant Improvements.
2. The Base Rental amount for the additional space of 9,333 square feet is as
follows:
AMOUNT PER SQ. FT. TOTAL BASE RENT
Year 1 $5.50/SF $51,331.50
Year 2 $5.83/SF $54,411.39
Year 3 $6.18/SF $57,677.94
The Tenant shall not commence to pay base rent on the additional space until
sixty (60) days after the certificate of occupancy is issued. Tenant shall
pay additional rent to the Landlord during the sixty (60) day period of free
rent.
The Tenant has tendered a deposit in the amount of $12,366.22 to the Landlord
which is composed of the first month's rent in the amount of $6,183.11 and
security deposit in the amount of $6,183.11 for the additional space.
3. Operating expenses which include common area maintenance, real estate taxes
and insurance charges are estimated at two ($2.00) dollars per square foot
for 1995, in addition to the base rent and will be budget thereafter.
Notwithstanding the above, common area maintenance shall not increase by more
than six (6%) percent per year.
4. This amendment shall also amend the rental term and renewal options of the
original lease in order that all Lease space shall expire April 30, 1998.
5. Tenant's use of the Premises and rights therein shall be subject to all
applicable legally enforceable laws and governmental regulations, including
but not limited to obtaining occupational licenses from the City of Delray
Beach
and Palm Beach County, and to all reasonable requirements of the Premises or
the Building of which the Premises are a part. Tenant does not and will not
engage in any activity which would involve the uses of the Premises for the
storage, use, treatment, transportation or disposal of any chemical,
material, or substance which is regulated as toxic or hazardous or exposure
to which is prohibited, limited or regulated by any federal, state, county,
regional, local or other governmental authority or which, even if not so
regulated, may or could pose a hazard to the health and safety of the other
tenants and occupants of Landlord's property. Notwithstanding the above,
Tenant shall be permitted to conduct its intended business.
6. Landlord will provide and pay for the following improvements to the new
premises, which meet Tenant's requirements:
Landlord to provide approximately 1,500 square feet (50" front x 30'
deep) of open showroom (no partitions) with standard finish which
includes carpet, lighting, drop ceiling, and air conditioning to
showroom, two restrooms to code with dual (office/warehouse) use.
Standard electric service to space, install another shipping bay door
of the same size and a ramp to one bay door. Also, to add ramp to
current space at 975 S. Congress. Sink and kitchen area to be installed
next to bathrooms. Landlord will also provide standard exterior
signage.
7. Provided Tenant is not in default of the Lease and or time First Amendment
thereto, Tenant shall have two (2) five (5) year options to renew at a rent
equal to the rental amount for the year immediately proceeding the option
plus a six (6%) percent increase, that wi11 increase by six (6%) percent each
and every year. Tenant shall give Landlord notice of their intention to
exercise their option, within one hundred eighty (180) days prior to Initial
Lease Expiration or any subsequent extension thereof.
8. All other teens and conditions of the Lease shall remain in full force and
effect.
IN WITNESS WHEREOF, the parties have executed the First Amendment To The Lease
Agreement on the respective dates indicated below.
Signed, Sealed and delivered LANDLORD:
in the presence of: XXXXXX PROPERTIES, INC. &
PROPERTIES OF DELRAY, INC.
d/b/a XXXXXX DELRAY, INC.
/s/ [ILLEGIBLE] By: /s/ XXXXX XXXXXXXXX
-------------------------------- ------------------------------
Witness
/s/ [ILLEGIBLE] Name: Xxxxx Xxxxxxxxx
-------------------------------- ----------------------------
Witness
Title: Vice President
---------------------------
Date: Feb. 1, 1995
---------------------------
TENANT:
JRL ENTERPRISES, INC .
d/b/a SILK, SILK, SILK
/s/ [ILLEGIBLE] By: /s/ XXXXXX X. XXXXXXXX
-------------------------------- ------------------------------
Witness
/s/ [ILLEGIBLE] Name: Xxxxxx X. Xxxxxxxx
-------------------------------- ----------------------------
Witness
Title: Pres. & CEO
---------------------------
Date: 2/1/95
---------------------------
EXHIBIT "B"
Site Plan
SECOND AMENDMENT TO LEASE AGREEMENT
THIS SECOND AMENDMENT TO THE LEASE AGREEMENT originally dated July 15, 1991
is between Linpro Delray Commerce Centre Limited Partnership, which was assigned
to Xxxxxx Properties, Inc., and Properties of Delray, Inc. d/b/a Xxxxxx Delray,
J.V. ("Landlord") and JRB Enterprises, Inc., d/lo/a Silk, Silk, Silk ("Tenant").
RECITALS
A. Landlord and Tenant entered into that certain Lease ("Lease") on July 15,
1991 for that certain space known as Xxxxx 000 xx 000 Xxxxx Xxxxxxxx Xxxxxx,
Xxxxxxxx X and that First Amendment to the Lease dated February 1, 1995 added
additional space known as Suites 101, 102, 108 and a portion of 107 at 000 Xxxxx
Xxxxxxxx Xxxxxx, Xxxxxxxx X and in that industrial complex known as Delray
Commercial Centre ("Commercial Center").
B. Landlord and Tenant now desire to amend the Lease Agreement as provided in
this Second Amendment.
AGREEMENT
NOW THEREFORE, in consideration of the sum of Ten Dollars ($10.00) by each
party in hand paid to the other, the receipt and sufficiency whereof is hereby
expressly acknowledged by each party to the other, the terms and condition
hereof, and other good and valuable consideration, it is agreed as follows:
1. Landlord and Tenant hereby agree to extend the Lease which shall expire on
April 30, 1998 for a Period of three (3) years commencing on May 1, 1998 and
ending April 30, 2001.
2. Landlord and Tenant hereby agree that the Base Rent shall increase three
(3%) percent each and every year of the Lease and said increase shall commence
on May 1, 1998.
3. The Base Rent amount for the 10,030 square feet of space located at Xxxxx
000, 000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxxxxx A is Currently $6.84 until April 30,
1998.
4. The Base Rent amount for the 9,550 square feet of space located at Suites
101, 102, 108 and a portion of 107 at 000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxxxxx X is
currently $6.18 until April 30, 1998.
5. Operating expenses which include common area maintenance, real estate
taxes, management fees, and insurance charges are estimated at $2.52 per square
foot for 1997/1998, in addition to the Base Rent and will be by budget
thereafter. Common area maintenance, exclusive of insurance, real estate taxes,
and the management fee shall not increase by more than six (6%) percent per
year.
6. Sales tax will be added to each month's Base Rent plus operating expenses
charges.
7. Landlord hereby grants the Tenant an option to lease the space at Suites
110, 11:, 116 117 and a portion of Suites 109 and 114 located at 000 Xxxxx
Xxxxxxxx, Xxxxxxxx X upon the current Tenant vacating the premises and is
subject to and contingent upon the Tenant not being in default of any terms and
conditions of the Lease or Amendment thereto. If the space becomes available and
the Tenant exercises its option to lease same then Tenant will have the option
of vacating its space Suite 102 located at 000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxxxxx
A. Tenant shall pay the same per square foot Base rent for the new space as it
is currently (at the time the option is exercised) paying on the space they have
the option to vacate. Tenant shall have ten (10) days from Landlord's written
notice to decide to lease said space. In the event the option is not exercised
with the ten (10) days, the option is null and void.
8. Landlord hereby grants the Tenant an option to lease the Suite 109 located
at 000 Xxxxx Xxxxxxxx, Xxxxxxxx X upon the current tenant vacating the premises
and is subject to and contingent upon the Tenant not being in default of any
terms and conditions of the Lease or Amendment thereto. Tenant shall have ten
(l0) days from Landlord's written notice to decide to lease said space. In the
event the option is not exercised with the ten (10) days, the option is null and
void.
9. All other terms and conditions of the Lease Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties have executed this Lease Amendment on the
respective dates indicated below.
WITNESS LANDLORD: XXXXXX DELRAY, J.V.
/s/ [ILLEGIBLE] BY: /s/ XXXXX XXXXXXXXX
-------------------------------- ------------------------------
Xxxxx Xxxxxxxxx, Vice President of
Xxxxxx Properties, Inc., Joint Venturer
/s/ [ILLEGIBLE] DATE: Sept. 10/98.
-------------------------------- ----------------------------
WITNESS TENANT: JRB ENTERPRISES, INC.
D/B/A SILK, SILK, SILK
/s/ [ILLEGIBLE] BY: /s/ XXXXXX X. XXXXXXXX
-------------------------------- ------------------------------
NAME: XXXXXX X. XXXXXXXX
-------------------------------- ----------------------------
TITLE: Pres. & CEO
---------------------------
DATE:
---------------------------
