EXHIBIT 10.53
LEASE
THIS LEASE, dated as of ________________, is entered into by and between
Alchemie Properties, LLC, a Rhode Island limited liability company with an
address at 000 X Xxxxxxxxxxx Xxxx, Xxxxx Xxxxxxxxx, XX 00000 ("Landlord") and
ScripSolutions, L.L.C., a Delaware limited liability company ("Tenant").
IT IS MUTUALLY covenanted and agreed by and between the parties as
follows:
1. Definitions and Construction.
1.1 For the purposes of this lease, the following words and phrases are
defined as set forth below -
Building: the building located on the Land and within which the
Leased Premises are situated.
Declaration: the Declaration of Plan for LILY PADS PROFESSIONAL
CONDOMINIUM, recorded in the office of the Town Clerk of the Town of South
Kingstown, County of Washington, State of Rhode Island in Land Evidence Book 566
at Page 407.
Land: that lot or parcel of land designated as Building C on that
"RECORD OF SURVEY PLAN FOR LILY PADS PROFESSIONAL CONDOMINIUM LOCATED IN THE
TOWN OF SOUTH KINGSTOWN WASHINGTON COUNTY - STATE OF RHODE ISLAND" recorded on
August 17, 1994 in Plat Book 24 at Page 37, as part of the Declaration.
Landlord: see introduction.
Leased Premises: the space, within the Building, described on
Exhibit A.
Operating Expenses: all expenses of operation, maintenance, repair
or replacement of the Building, Land, Common Elements and Limited Common
Elements, whether paid to employees or independent contractors of the Landlord
or others, whether direct or indirect, and including, without being limited to
the following: condominium association fees; cost of materials; wages, salaries
and other compensation; security services; equipment services and maintenance;
lawn and tree care; snow removal; costs of all utilities, including without
limitation gas, water, sewer, electricity, telephone and internet service;
insurance premiums; excluding only any cost of repair or replacement which,
under generally accepted accounting practices, should be capitalized. The
enumeration of any of the foregoing items of Operating Expense will not give
rise to any express or implied agreement on the part of the Landlord to furnish
the same.
Property Taxes: all real property taxes and other assessments
(including taxes and other assessments by any water, sewer, fire or other
special district), of every nature and description, whether general or special,
payable by the Landlord with respect to the Building and the Land, including
special assessments by the condominium association except to the extent related
to an area or facility that the Landlord is required to repair and maintain in
accordance with Section 7.1.
Tenant: see introduction.
Tenant's Trade Fixtures: see Paragraph 9.
1.2 The words "hereby", "hereof", "hereto", "herein", "hereunder",
and any similar words, refer to this lease; the word "hereafter" means after,
and the word "heretofore" means before, the date of this lease. The word
"person" refers to partnerships (including limited partnerships), corporations,
trusts and other legal entities, as well as natural persons. The title of this
lease, as well as the paragraph and subparagraph titles, are for convenience of
reference only and will not be considered in the interpretation or construction
of any of the provisions hereof. Words in the singular may be construed to
include the plural, and vice versa, as the context may require. Any consent,
approval or acceptance required or permitted to be given by a party to this
lease will be in writing and will not be unreasonably withheld or delayed. Any
notice required or permitted to be given by a party to this lease will be in
writing and will be given within the time provided for herein.
2. Leasing. The Landlord demises and leases to the Tenant and the
Tenant leases and takes from the Landlord the Leased Premises, together with all
of the Landlord's non-exclusive rights to use the Common Elements and Limited
Common Elements, as provided in the Declaration.
3. Term. To have and to hold Leased Premises unto the Tenant for and
during the term of four (4) years, beginning on December 1, 2004 and ending on
November 30, 2008.
4. Rent. The Tenant will pay to the Landlord, at the address
hereinafter specified, rent at the annual rate of Eighty-Six Thousand Four
Hundred Dollars ($ 86,400.00), in equal monthly installments of Seven Thousand
Two Hundred Dollars ($ 7,200.00) each, payable in advance on the first business
day of each month, with interest at the rate of ten percent (10%) per year on
any unpaid installments. Rent payable for any partial month will be prorated on
a daily basis.
5. Additional Rent.
5.1 As additional rent, the Tenant will reimburse Landlord for
Tenant's proportionate share of Property Taxes and condominium fees and pay
directly to the relevant outside contractors and vendors its proportionate share
of all other Operating Expenses (which are specified on Exhibit A.).
5.2 For the purposes of this lease, the rentable square feet
contained in the Leased Premises will be determined by measuring from the inside
surface of exterior windows and walls to the finished surface of corridor
partitions or to the center of partitions that separate the Leased Premises from
adjacent space and will include any interior columns, walls, ducts and spaces,
and, if the Tenant occupies or has the exclusive right thereto, any hallways,
stairs, toilet facilities, closets, telephone booths and other spaces within the
Leased Premises. The rentable square feet contained in the Building is the
aggregate of all rentable square feet contained in the Building determined as
described in the preceding sentence.
5.3 Property Taxes and Operating Expenses payable for the calendar
year in which this lease commences or terminates will be prorated on the basis
of a 365 day year, the Tenant paying the Tenant's proportionate share of these
items for the calendar year in which this lease commences or terminates in
proportion to that part of the calendar year during which the Tenant has
possession of the Leased Premises. Tenant will pay Tenant's estimated share of
the Property Taxes and Operating Expenses in equal monthly installments of
$1,300, together with the rent, within five (5) days after the end of each
month. Within 45 calendar days after the end of each calendar year, the Landlord
will xxxx the Tenant for any balance due or remit any overpayment. With respect
to the calendar year during which this lease terminates, Tenant shall pay as
additional rent the Tenant's proportionate share of Property Taxes and Operating
Expenses, as estimated by Landlord, without year-end adjustment.
6. Permitted Use; Compliance with Laws, etc. The Tenant will use the
Leased Premises for general office purposes, unless the prior written consent of
the Landlord for a different use is obtained. The Tenant will promptly observe
and comply with all present and future laws, ordinances, requirements, orders,
directives, rules and regulations of federal, state, city and town governments
and all other governmental authorities or any national or local Board of Fire
Insurance Underwriters affecting the Leased Premises or the Tenant's use
thereof. The Tenant will indemnify and hold harmless the Landlord from and
against any and all penalties or damages charged to or imposed upon it or for
any violation of any such laws, ordinances, rules or regulations. The Tenant
will not knowingly use, or permit the use of, the Leased Premises for any
purpose which would cause the premiums on the Landlord's fire and casualty
insurance to be increased or create a forfeiture or prevent renewal of such
insurance. The Tenant will not use, or permit the use of, the Leased Premises
for any unlawful purpose.
7. Repairs and Maintenance.
7.1 The Landlord will maintain in good condition, and will make, at
its sole cost and expense, all replacements and repairs to, the roof, exterior
and structural components of the Building, provided, however, that the Landlord
will not be responsible for any repairs and maintenance made necessary by acts
of the Tenant or the Tenant's agents, ordinary wear and tear excepted.
7.2 The Tenant will: (i) be responsible for repairs and maintenance
made necessary by acts of the Tenant or the Tenant's agents, ordinary wear and
tear excepted, and (ii) maintain in good condition and keep clean the interior
of the Leased Premises (including the replacement of glass in windows and
doors).
8. Alterations and Improvements.
8.1 The Tenant may make any alterations or improvements to the
Leased Premises which do not materially impair or diminish the rental value of
the Leased Premises and the Building. All such alterations and improvements will
be subject to the Landlord's prior approval of plans and specifications and such
reasonable conditions (affecting, among other things, the obtaining of required
permits and authorizations, the selection of an architect or engineer, the
prompt completion of the alteration or improvement, the payment for labor and
materials supplied in connection with the same, evidence of contractor's
insurance, and contractor's performance and payment bond) as the Landlord deems
appropriate. All alterations and improvements will become the property of the
Landlord.
8.2 The Tenant, at Tenant's cost and expense, will make the
alterations and improvements to the Leased Premises, which are necessary to
provide dedicated, secure, separately metered, electrical power service to the
Leased Premises. The Tenant will complete this separation of the electrical
power service within six (6) months of the date of this lease, subject to Tenant
obtaining all necessary easements, consents and other approvals from adjacent
owners and other third parties.
9. Tenant's Trade Fixtures.
9.1 For the purposes of this lease, "Tenant's Trade Fixtures" means
machinery, equipment and other items of personal property owned by the Tenant
and especially designed or fitted for use in its trade or business which: (i)
will not be affixed or incorporated into the Leased Premises in such manner that
their removal will cause substantial damage to the structure of the Building,
and (ii) will, after removal, have a value significantly exceeding the cost of
removal.
9.2 The Tenant may install Tenant's Trade Fixtures in the Leased
Premises provided that the same will not materially impair or diminish the
rental value of the leased premises. Tenant's Trade Fixtures will,
notwithstanding the manner of their installation, remain the property of the
Tenant and will be removed by the Tenant upon the termination of this lease. The
Tenant will repair any damage to the Leased Premises occasioned by the removal
of the Tenant's Trade Fixtures. Any of Tenant's Trade Fixtures left on the
Leased Premises upon the termination of this lease, at the election of the
Landlord, may be (i) removed at the Tenant's expense and sold, stored or
discarded, or (ii) deemed to have been abandoned and to be the property of the
Landlord.
10. Public Liability Insurance; Indemnity.
10.1 The Tenant will obtain and pay for general comprehensive public
liability insurance insuring the Landlord and the Tenant against loss from and
liability for damages on account of loss or injury suffered by any person or
property within or upon the Leased Premises, the coverage and protection of such
insurance to be in the amount specified on Exhibit A. Limits of such liability
insurance will be reviewed annually and increased if independent insurance
advisors selected by the Landlord so advise.
10.2 The Tenant will indemnify and hold harmless the Landlord from
and against all loss, cost or damage (including reasonable attorneys' fees)
sustained by the Landlord on account of: (i) damage to property or injury to
persons resulting from any accident or other occurrence on or about the Leased
Premises, (ii) damage to property or injury to persons resulting from activities
of the Tenant on or about the Leased Premises or elsewhere, or (iii) the
Tenant's failure to perform or fulfill any term, condition or agreement
contained or referred to herein on the part of the Tenant to be performed or
fulfilled.
11. Fire or Other Casualty.
11.1 If the Building or the Leased Premises or any part thereof are
damaged by fire or other casualty, the Landlord will forthwith commence and
continue with all reasonable diligence the repair of the same, provided,
however, that if the Landlord so elects then upon notice given to the Tenant not
later than 30 days after the casualty, the Landlord may terminate this lease as
of the date of the casualty and a proportionate part of the rent paid in advance
will be repaid to the Tenant. If the repair of the damage to the Leased Premises
is expected to require more than 90 days from the date of the casualty and the
Tenant will be deprived of substantially all beneficial use of the Leased
Premises during that time, then upon notice given to the Landlord not later than
30 days after the casualty, the Tenant may terminate this lease as of the date
of the casualty and a proportionate part of the rent paid in advance will be
repaid to the Tenant. Until the Leased Premises are restored by the Landlord,
there will be an equitable adjustment of rent.
11.2 The parties release each other from any claims for damage to
any person or to the Leased Premises and the Building and to the personal
property, fixtures, improvements and alterations of either the Landlord or the
Tenant in or on the Leased Premises and the Building that are caused by or
result from risks insured against under any insurance policies carried by or for
the benefit of the parties and in force at the time of any such damage.
11.3 Alternatively, upon the request of either party, each party
will cause each fire or other casualty insurance policy obtained by it to
provide that the insurance company waives all right of recovery by way of
subrogation against either party in connection with any damage covered by any
policy. If any such insurance policy cannot be obtained with a waiver of
subrogation, or is obtainable only by the payment of an additional premium
charge above that charged by insurance companies issuing policies without waiver
of subrogation, the party undertaking to obtain the insurance will notify
the other party of this fact. The other party will have a period of 10 days
after receiving the notice either to place the insurance with a company that is
reasonably satisfactory to the other party and that will carry the insurance
with a waiver of subrogation, or to agree to pay the additional premium if such
a policy is obtainable at additional cost. If the insurance cannot be obtained
or the party in whose favor a waiver of subrogation is desired refuses to pay
the additional premium charged, the other party is relieved of the obligation to
obtain a waiver of subrogation rights with respect to the particular insurance
involved.
11.04 The risk of loss of or damage to property of the Tenant on or
about the Leased Premises will be borne solely by the Tenant and neither the
Landlord nor any other tenant will have any liability for loss thereof or damage
thereto.
12. Insurance Policies. All insurance required under this lease will
be issued by companies satisfactory to the Landlord. Each such policy will
contain a provision that no act or omission of the Tenant will affect or limit
the obligation of the insurer to pay on behalf of the Landlord the amount of the
loss sustained by, or claim made against, the Landlord, and, to the extent
obtainable, will contain an agreement by the insurer that such policy will not
be canceled without at least 20 days' prior written notice to the Landlord.
13. Subordination. This lease will be subject and subordinate to any
mortgage of the Building now of record or recorded after the date hereof. Such
subordination is effective without any further act of the Tenant and the Tenant
will from time to time on request from the Landlord execute and deliver any
instruments that may be required by any lender to effect the subordination
provided for herein. If the tenant fails to execute and deliver any such
instrument, the Tenant irrevocably appoints the Landlord, with full power of
substitution, the Tenant's attorney-in-fact to execute and deliver any such
instrument.
14. Condemnation. If the Building is taken in condemnation
proceedings or by exercise of any right of eminent domain, the Landlord will be
entitled to collect from the condemnor the entire award that may be made in any
such proceeding without deduction therefrom for any interest of the Tenant under
this lease (except such portion of any award as is specifically made for the
Tenant's moving expenses) and this lease will terminate as of the date of the
taking.
15. Assignments and Subleases. The Tenant will not assign or
encumber its interest in this lease or in the Leased Premises, or sublease all
or any part of the Leased Premises, or allow any other person, firm or
corporation (except the Tenant's authorized representatives) to occupy or use
all or any part of the Leased Premises, without first obtaining the Landlord's
written consent. Any assignment, encumbrance or sublease without the Landlord's
consent will be voidable and, at the Landlord's election, will constitute a
default under this lease. No permitted assignment or subleasing will in any way
affect or reduce any of the obligations of the Tenant under this lease.
16. Default and Remedies.
16.1 The Tenant will be in default under this lease upon the
occurrence of any of the following events or conditions as to the Tenant or any
guarantor of the Tenant's obligations hereunder: (i) the Tenant's failure to pay
rent or make the other payments at the times and in the manner provided for
herein, such failure having continued for a period of 5 days (no notice of such
nonpayment being required to be given by the Landlord); (ii) the Tenant's
failure to perform or fulfill any other term, condition or agreement contained
or referred to herein, on the part of the Tenant to be performed or fulfilled,
such failure having continued (no reasonable efforts having been made by the
Tenant to correct the same) for a period of 15 days after notice thereof shall
have been given by the Landlord to the Tenant; (iii) the Tenant's or any
guarantor's being adjudged bankrupt or insolvent, or voluntarily or
involuntarily taking advantage of any of the provisions of the Bankruptcy Act,
or making a general assignment for the benefit of creditors, or a permanent
receiver being appointed for its property and estate or of any part thereof, or
the leasehold interest hereby created being levied upon by execution or taken by
process of law; (iv) the dissolution of the Tenant or any guarantor of the
Tenant's obligations hereunder; or (v) the Tenant's vacating the Leased Premises
for 15 consecutive days.
16.2 In the event of default, it will be lawful for the Landlord
thereupon, or at any time thereafter, at the Landlord's option, and with or
without process of law, to terminate this lease and to enter upon the Leased
Premises and to expel the Tenant and those claiming under the Tenant, without
being guilty of any manner of trespass, and thenceforth peacefully and quietly
hold and enjoy the Leased Premises as if this lease had not been made; without
prejudice, however, to any right to xxx for and recover any rent and other sums
then due under this lease, or to any claim for damages or right of action or
remedy for preceding breach of any covenant, agreement or condition herein
contained which the Landlord might otherwise have or use.
16.3 In case of entry and termination of the lease as hereinabove
provided, the Tenant will pay to the Landlord as damages for the Tenant's breach
of the lease the amount by which the rent provided for the remainder of the term
exceeds the fair rental value of the Leased Premises for the remainder of the
term.
16.4 Or, in the event of default, alternatively, at the Landlord's
option, the Landlord may enter upon the Leased Premises as the agent of the
Tenant, and if the Landlord desires, expel the Tenant and those claiming under
the Tenant, without being guilty of any manner of trespass, and may rent the
Leased Premises as such agent, applying the net proceeds of such rentals on
account of the rent and other sums due from the Tenant, holding the Tenant
liable for any deficiency, and accounting to the Tenant for any surplus.
16.5 In the event of default, this lease will not, except at the
option of the Landlord, continue for the benefit of any attaching creditor,
assignee for the benefit of creditors, permanent receiver, or trustee in
bankruptcy.
16.6 In the event of default, in addition to any other sums due to
the Land hereunder, the Tenant will pay the Landlord's reasonable attorneys'
fees and all other expenses incurred in connection with enforcing its rights
hereunder.
17. Other Rights and Responsibilities of Landlord.
17.1 The Landlord and its authorized representatives will have the
right to enter the Leased Premises at all reasonable times for any of the
following purposes: (i) to determine whether the Leased Premises are in good
condition and whether the Tenant is complying with its obligations under this
lease; (ii) to give any notice required or permitted to be given to the Tenant
hereunder; (iii) to post "For Sale" or "For Lease" signs during the last six
months of the term or during any period while the Tenant is in default; (iv) to
show the Leased Premises to prospective brokers, agents, buyers, or tenants
during the last six months of the term or during any period while the Tenant is
in default; or (v) to do any necessary maintenance and to make any restoration
or repairs to the Leased Premises or the Building.
17.2 The Landlord will have the right to relocate or change any
common facility in the Building and any parking area adjacent thereto provided
that comparable facilities are provided.
17.3 The Landlord will have the right to close doors, entryways and
common areas for the purpose of repairing, maintaining or altering the same so
long as reasonable access to the Leased Premises is provided.
18. Surrender; Holdover.
18.1 At the termination of this lease, the Tenant will peaceably
surrender the Leased Premises in good order, condition and repair, excepting
reasonable wear and tear and excepting damage by fire or other casualty which
has been insured against.
18.2 If the Tenant remains in possession of the Leased Premises
after the expiration of the term of this lease and continues to pay rent without
any express agreement as to holding over, the Landlord's acceptance of rent will
be deemed an acknowledgment of the Tenant's holding over upon a month-to-month
tenancy, subject, however, to all of the terms and conditions of this lease
except as to the term hereof.
18.3 If the tenant remains in possession of the leased premises
after the expiration of the term of this lease, whether as a month-to-month
tenant pursuant to Paragraph 18.2 or otherwise, and the Landlord at any time
declines to accept the rent at the rate specified herein, the Tenant's holding
over thereafter will be deemed to be as a tenant at sufferance. The Tenant will
nevertheless be subject to all of the terms and conditions of this lease except
as to the term hereof and any option to renew the term and except that the
tenant will pay a monthly rent double the amount otherwise due hereunder and
will pay all loss, cost or damage (including attorneys' fees) sustained by the
Landlord on account of such holding over.
19. Quiet Environment. Upon paying the rent and all other payments
required to be made by the Tenant hereunder, and upon the Tenant's performing
and fulfilling all terms, conditions or agreements on its part to be performed
and fulfilled, the Tenant will quietly have and enjoy the Leased Premises during
the term of this lease without lawful hindrance by any person claiming by,
through or under the Landlord.
20. Waivers. The failure of the Landlord to insist in any one or
more instances upon the strict and literal performance of any of the agreements,
terms, or conditions of this lease or to exercise any option of the Landlord
herein contained, will not be construed as a waiver for the future of such term,
condition, agreement or option. The receipt by the Landlord of rent with
knowledge of the breach of any term, condition, or agreement will not be deemed
to be a waiver of such breach. The receipt by the Landlord of rent after the
giving of any notice required to be given to the Tenant by law or by the terms
of this lease will not in any way affect the operation of such notice.
21. Notices. No notice, approval, consent or other communication
permitted or required to be given by this lease will be effective unless the
same is sent postage prepaid, by United States registered or certified mail,
return receipt requested, to the other party at the address first set forth
above, with a copy to: MIM Corporation, 000 Xxxxxxxxxx Xxxx, Xxxxxxxx, XX 00000,
Attention: General Counsel or to such other address as either party may
designate by notice to the other party.
22. Governing Law. This lease and the performance thereof will be
governed, interpreted, construed and regulated by the laws of the State of Rhode
Island.
23. Successors and Assigns. This lease will bind and enure to the
benefit of the parties hereto and their respective successors and permitted
assigns. References herein to the parties will be deemed to include their
respective successors and permitted assigns.
24. Entire Agreement. This lease contains all of the agreements of
the parties and may not be modified or amended except by written agreement.
25. Compliance with Requirements of Condominium. All capitalized
terms used in this paragraph shall have the meanings assigned to them in the
Declaration. The Tenant agrees to comply with the Declaration and Rules and
Regulations and agrees that a failure to comply will constitute a default under
this lease. In the event of a default by Tenant under this lease, the Executive
Board will have the power to terminate this lease or bring summary proceedings
to evict the Tenant in the name of the Landlord after 45 days written notice
from the Landlord. The provisions of this section shall supersede any provision
to the contrary in this lease.
25. Tenants' Rules and Regulations. The Tenant will comply with
rules and regulations attached to this lease as Exhibit B. The Landlord will
have the right from time to time to alter or amend the same. Upon delivery of a
copy of the altered or
amended rules and regulations to the Tenant, the Tenant will become bound by
them and will comply with the same. If there is a conflict between the rules and
regulations and any of the provisions of this lease, the provisions of this
lease will prevail. The Landlord will not be liable to the Tenant for violation
of any rules and regulations by other tenants.
26. Prior Lease Superceded. This Lease replaces and supercedes in
all respects that certain Lease, dated December 1, 1994, between Landlord and
Pro-Xxxx Holdings, Inc., predecessor in interest of Tenant. Upon the execution
and delivery of this Lease, neither Landlord nor Tenant shall have any rights or
benefits against the other party thereto or have any liability or obligation
owing to the other party thereunder.
IN WITNESS WHEREOF, the Landlord and Tenant have caused this
instrument to be executed by their duly authorized representatives as of the
date first above written.
Alchemie Properties, LLC Scrip Solutions, L.L.C.
By: /s/ E. Xxxxx Xxxxxxx By: /s/ Xxxxx X. Xxxxxx
-------------------------------- ----------------------------------
E. Xxxxx Xxxxxxx, Manager Xxxxx X. Xxxxxx, EVP & General Counsel
------------------------------------ --------------------------------------
Name and Title Name and Title
STATE OF RHODE ISLAND
COUNTY OFWASHINGTON
In Wakefield, on the 8th day of September, 2004, before me personally
appeared the above-named Xxxxxx Xxxxxxx, to me known and known by me to be the
Manager of Alchemie Properties, and the party executing the foregoing
instrument, and he acknowledged said instrument by him so executed to be his
free act and deed and the free act and deed of said Alchemie Properties.
/s/ Xxxxxxxx X. Xxxxx
--------------------------------------
Xxxxxxxx X. Xxxxx, Notary Public
My Commission Expires: 00-00-00
XXXXX XX XXX XXXX
XXXXXX XX XXXXXXXXXXX
Xx Elmsford, NY, on the 31st day of August, 2004, before me personally
appeared the above-named Xxxxx X. Xxxxxx, to me known and known by me to be the
EVP and General Counsel of Scrip Solutions, LLC, and the party executing the
foregoing instrument, and he acknowledged said instrument by him so executed to
be his free act and deed and the free act and deed of said Scrip Solutions, LLC.
Xxxxx X. Xxxxxxx
--------------------------------------
Xxxxx X. Xxxxxxx, Notary Public
My Commission Expires: 8-12-06
Exhibit A
Tenant Lease Information
1. Leased Premises (Paragraph 1.1) - all rentable space within the Building,
consisting of 7,200 square feet.
2. Tenant's proportionate share (Paragraph 5.1) -
Rentable square feet in Leased Premises: 7,200 sq. ft.
Rentable square feet in Building: 7,200 sq. ft.
3. Amount of comprehensive liability insurance (Paragraph 10.1): not less than
$1 million per incident and $2 million in the aggregate for damage to property
or person under an occurrence-based, or substitue accepted by Landlord, policy.
Exhibit B
Tenants' Rules and Regulations
1. The floors, windows, sidewalk, entry, hallways and stairways will not
be obstructed by any of the tenants.
2. No sign, advertisement or notice will be affixed to the outside or the
inside of the Building except with the Landlord's consent.
3. The Landlord will have the right to prescribe the weight limit,
position, and kind and method of floor protection, of safes and of other heavy
objects brought into the Building.
4. Upon termination of the lease, each tenant must return to the Landlord
all keys to the Leased Premises or the Building. No tenant may change any locks
without the Landlord's consent.
5. No machine or machinery of any kind, other than usual office equipment
and other than that incident to normal operation of any tenant's permitted use
of leased premises, will be operated in the Building without the Landlord's
consent.
6. The Landlord will have the right from time to time to alter or amend
these rules as provided in the lease with the Tenant. References herein to the
"Landlord's consent" mean the "prior written consent of the Landlord in each
instance."
