SUBLEASE
THIS INDENTURE OF SUBLEASE, made and entered into as of this 7th day of
July, 2000 by and between PixArt Technology Inc., a California Corporation with
offices located at 00000 Xxxxxxx Xxxxxxxxx Xxxxx 000, Xxxxxxx, XX (hereinafter
called "Sublessor") and Human Pheromone Sciences, Inc., a California Corporation
with offices located at 0000 Xxxxxxx Xxxxx, Xxxxxxx, XX (hereinafter called
"5ublessee").
WITNESSETH:
WHEREAS, Sublessee desires to sublease from Sublessor the premises
described in the Prime Lease.
NOW THEREFORE, for and in consideration of the mutual promises herein
contained, be it agreed as follows:
1. Premises:
Sublessor hereby leases to Sublessee, and Sublessee hires from
Sublessor, all subject to the written consent of the Landlord, the
following described space located at 00000 Xxxxxxx Xxxxxxxxx Xxxxx 000
(hereinafter called "the premises") in the Building:
Premises is defined as approximately 2,700 square feet of office space
in Xxxxxxxx 0, xx Xxxxxxx Xxxxx, Xxxxxxx, XX as same as is more
specifically delineated on the annexed Exhibit A.
2. Term:
The term of this Sublease shall be for nine (9) months beginning on
July 10, 2000 and terminating on March 31, 2001.
3. Rent:
Sublessee covenants and agrees to pay Sublessor, without deduction,
offset, prior notice or demands, and at such place as Sublessor may
designate, as base rent for the premises payable in equal monthly
installments of Three Thousand Three Hundred Seventy Five Dollars
($3,375) in advance, on the first day of each month thereafter during
the term of this Sublease. Sublessee shall pay a late fee of 10% of the
monthly rental amount for any rental payment received after the fifth
of the month. In addition, Sublessee shall pay $1,356 per month of
estimated monthly expenses, also due on the first day of each month.
4. Use of Premises:
Said premises shall be used and occupied by Sublessee office space
only, and for no other purpose. Sublessee agrees to maintain the
Premises in good order and condition during the lease term and to
return the Premises to Sublessor in the same condition as received,
normal wear and tear expected. Sublessee releases Sublessor from all
liability of any kind or nature for any loss or damage arising from or
in any way connected with Sublessee's use or occupancy of the Premises.
5. Installation:
Sublessee shall accept the premises in an "as-is" condition. All
alterations or leasehold improvements are the responsibility of
Sublessee. The premises shall be deemed to be in good condition and not
in need of repair as of July 10, 2000.
6. Compliance with Prime Lease:
(a) Sublessee covenants and agrees in respect of Sublessee's use and
occupancy of the Premises to assume, keep, perform, observe, comply
with and be bound by all of the terms, covenants, conditions and
limitations on the part of the Sublessor in the Prime Lease to be kept,
performed, observed or complied with (including the rules and
regulations annexed thereto and such additional reasonable rules as
Landlord may impose from time to time), except as to the payment of
rent or as expressly provided to the contrary in this Sublease, and
Sublessee agrees to indemnify and save harmless Sublessor against any
and all claims, losses, damages, costs, and expenses arising from or
due to any breach or default on the part of Sublessee in the
performance or observance of any such term, covenants, condition, or
limitation of the Prime Lease or possession or use of the Premises
during the term of this Sublease. Except as expressly provided to the
contrary herein, all rights, privileges, benefits, including any
releases of liability, granted to the Landlord under the Prime Lease
shall similarly extend to the Landlord and Sublessor under this
Sublease, except as expressly provided to the contrary in this
Sublease, all Articles of the Prime Lease which impose obligations upon
Sublessor, or which extend rights, privileges or benefits upon the
Landlord, are hereby incorporated by reference and made a part of this
Sublease as if the same were fully rewritten herein, and all references
in said Articles to the Landlord, Sublessor, and Premises or the lease
shall be taken for the purpose of this Sublease, to refer to Sublessor
and Sublessee herein, to the premises herein identified. and to this
Sublease.
(b) Sublessee shall provide proof of its insurance coverage listing
both Sublessor and ProLogis Limited Partnership-I as additional
insured. Proof shall be provided to both parties within ten (10) days
after taking occupancy of the Premises. In the event Sublessee fails to
comply with its obligations hereunder for a period of thirty (30) days
after written notice of such failure, Sublessor shall have the right to
terminate this Agreement immediately.
7. No Assignment or Subletting:
Sublessee shall not assign, mortgage or hypothecate this Sublease, or
any interest therein, or permit the xxx of the Premises by any other
person or persons other than Sublessee, or further sublet the Premises
or any part thereof without the prior written consent of the Sublessor
(not to be unreasonably withheld) and the Landlord. Consent to any such
assignment or subletting by Sublessor or the Landlord shall not operate
as a waiver of the necessity for a consent to any subsequent assignment
or subletting, and the terms of such consent shall be binding upon any
person holding by, under or through Sublessee. Any such consent by
either Sublessor or Landlord shall not relieve Sublessee from liability
hereunder for the payment of rental or performance or observance of any
of the terms and conditions of this Sublease.
8. Damage by Fire and Other Casualty:
The provisions of Article 15 of the Prime Lease, titled "Restoration"
are incorporated by reference herein, except that Sublessor shall have
no obligation to repair or rebuild.
9. Rights Reserved by Sublessor:
With respect to the Sublessee, Sublessor shall have all the rights
reserved to the Landlord under the Prime Lease.
10. Building Services:
Notwithstanding the incorporation of the Prime Lease into this
Sublease, to the extent herein above provided, it is agreed that
Sublessor shall be in no way obligation to furnish or pay for security
services. Sublessee is not obligated to pay for existing security
services.
11. Termination of the Prime Lease:
This Sublease shall automatically terminate on the termination,
cancellation or expiration of the Prime Lease or of the rights of
possession of the Sublessor therein in accordance with any of the terms
and provisions of the Prime Lease.
This Sublease shall automatically terminate on the termination,
cancellation or expiration of the Prime Lease or of the rights of
possession of the Sublessor therein in accordance with any of the terms
and provisions of the Prime Lease.
12. Quiet Enjoyment
Provided Sublessee fulfills all of the covenants of Sublessee,
including the payment of rent to Sublessor, Sublessee shall quietly
enjoy the Premises, free of hindrance and molestation of Sublessor,
subject however, to the terms of this Sublease and the terms of the
Prime Lease.
13. Approval of Landlord:
This Sublease is subject to Sublessor's acceptance and approval and is
conditioned upon the approval and consent of the Landlord. Sublessee
has executed this Sublease upon the understanding that this Sublease
shall not in any way bind Sublessee until such time as the same has
been approved and executed by Sublessor and until such time as the
written consent of the Landlord has been procured, and a counterpart
hereof and of such consent has been delivered to Sublessee.
14. Security:
Sublessor assumes no responsibility for the security of Premises or for
Sublessee's personal property located therein. Sublessee shall take all
reasonable steps necessary to secure the Premises and its personal
property therein.
15. Miscellaneous:
This Sublease and the documents hereto or referred to herein constitute
the entire agreement between the parties with respect to the subject
matter hereto, and any other agreement hereafter made shall be
ineffective to change, modify or discharge it in whole or in part
unless in writing and signed by the party against whom enforcement of
the charge, modification or discharge is sought. The paragraph titles
are inserted only as a matter of convenience and for reference and in
no way define, limit or describe the scope or intent of this Sublease
or in any way effect this Sublease. The invalidity of one or more
phrases, sentences or paragraphs or the remaining provisions of this
Sublease and in the event that any one or more thereof shall be
contrary to statute or declared invalid by the final order, decree or
judgment of a court of competent jurisdiction, this Sublease shall be
construed as if the same had not been inserted herein. The agreements,
covenants, and conditions contained in this Sublease shall bind and
inure to the benefit of Sublessor and Sublessee and their respective
successors and assigns, subject at all times, however, to the
provisions hereof requiring the consent of Sublessor and of the
Landlord to any assignment or subletting of the Sublease.
16. Deposit:
Upon the execution of this Sublease, Sublessee shall deposit the sum of
Three thousand three hundred seventy five dollars and 00/100
($3,375.00) with the Sublessor as a security deposit, receipt of which
is hereby acknowledged, the same to be held in a non-interest bearing
account and administered by Sublessor pursuant to Article 5 "Security
Deposit" of the Prime Lease. Such deposit amount shall be adjusted in
accordance with section 17 below.
17. Deposit Holdback
At the signing of this Sublicense Agreement, Two thousand dollars
($2,000.00) of the Sublessee's deposit shall be retained by Sublessee
to be used for repairs and maintenance, which shall be made within
thirty (30) days of this Agreement as indicated on the Prologis
Move-In/Out Inspection Report dated July 7, 2000. At the termination of
this Sublease and the Prime Lease, the following shall occur:
o The Net Deposit, defined as the $3,375.00 in section 16
adjusted by the difference between the $2,000.00 to be
withheld pursuant to this section and the actual costs
incurred for the repairs and maintenance contemplated herein,
shall be reimbursed by the Sublessor to the Sublessee.
o The Sublessee shall reimburse the Sublessor an amount equal to
any deductions made from the Sublessor's deposit with the
Landlord under the Prime Lease for repairs and maintenance
required on the premises at the end of the Prime Lease.
o The above amounts due, if any, may be offset with the
agreement of both parties to this Sublease Agreement.
o The above required funds shall be transferred within thirty
(30) days of the termination of this Sublease and the Prime
Lease.
IN WITNESS WHEREOF, the parties hereto have executed the Sublease in
four (4) originals as of the date and year first above written.
HUMAN PHEROMONE SCIENCES, INC. PIXART TECHNOLOGY, INC.
By /s/ Xxxxxxx X. Xxxxxx By: /s/ X. X. Xxxxx
--------------------------------- ----------------------------
Its: Chairman, Chief Executive Officer Its: President
Date: July 7,2000 Date: July 7, 2000
