Exhibit 10.2.1
Standard Form of OFFICE BUILDING LEASE
Developed by PORTLAND METROPOLITAN ASSOCIATION OF BUILDING OWNERS AND MANAGERS
OFFICE LEASE
This lease, made and entered into at Portland, Oregon, this 15th day of April,
1998, by and between:
LANDLORD: Xxxxxxx X. Xxxxx, an individual
and
TENANT: FirstLink Communications, Inc., an Oregon Corporation
Landlord hereby leases to Tenant the following: Xxxxx 000, containing
approximately 4,800 rentable square feet.
Tenant shall have the right to verify the size of the Premises before taking
possession of the Premises. (the Premises)
In The Mikado Building (the Building)
At 000 XX Xxxxxx Xxxxxx, Xxxxxxxx, Xxxxxx, containing approximately 4600
rentable square feet as shown on the attached floor plan.
Calculated using a load factor of 0 percent.
Tenant's Proportion Share for purposes of Section 19 shall be 33.33%.
This lease is for a term commencing on or about [blank] and continuing [blank]
for a term of eight (8) years thereafter at a Monthly Base Rental as follows:
Years 1 and 2: $15.50 per square foot, full service
Years 3 - 5: $18.00 per square foot, full service
Years 6 - 8: $17.00 per square foot, full service
Rent is payable in advance on the first day of each month commencing September
1, 1998.
Landlord and Tenant covenant and agree as follows:
**August 15, 1998, or sooner if Landlord can deliver the premises and tenant
improvements have been substantially completed. It is understood the existing
tenant is entitled to a 120 day period of notification to vacate, which will be
given by Landlord upon execution of this lease.
**First month's estimated prorated rent of $2,250.00 shall be paid upon lease
execution.
1.1 DELIVERY OF POSSESSION.
[Blank]
2.1 RENT PAYMENT.
Tenant shall pay the Base Rent for the Premises and any additional rent
provided herein without deduction or offset. Rent for any partial month during
the lease term shall be prorated to reflect the number of days during the month
that Tenant occupies the Premises. Additional rent means amounts determined
under Section 19 of this Lease and any other sums payable by Tenant to Landlord
under this Lease. Rent not paid when due shall bear
interest at the rate of one-and-one-half percent per month until paid. Landlord
may at its option impose a late charge of $.05 for each $1 of rent for rent
payments made more than 10 days later in lieu of interest for the first month of
delinquency, without waiving any other remedies available for default. Failure
to impose a late charge shall not be a waiver of Landlord's rights hereunder.
3.1 LEASE CONSIDERATION.
Upon execution of the lease Tenant has paid the Base Rent for the first
full month of the lease term for which rent is payable and in addition has paid
the sum of $6,375.00 as lease consideration. Landlord may apply the lease
consideration to pay the cost of performing any obligation which Tenant fails to
perform within the time required by this lease, but such application by Landlord
shall not be the exclusive remedy for Tenant's default. If the lease
consideration is applied by Landlord, Tenant shall on demand pay the sum
necessary to replenish the lease consideration to its original amount. To the
extent not applied by Landlord to cure defaults by Tenant, the lease
consideration shall be applied against the rent payable for the last month of
the term. The lease consideration shall not be applied against the rent payable
for the last month of the term. The lease consideration shall not be
refundable.
4.1 USE.
Tenant shall use the Premises as business for business offices and
telecommunications facility and for no other purpose without Landlord's written
consent. In connection with its use, Tenant shall at its expense promptly
comply and cause the Premises to comply with all applicable laws, ordinances,
rules and regulations of any public authority made applicable because of its use
and shall not annoy, obstruct, or interfere with the rights of other tenants of
the Building. Tenant shall create no nuisance nor allow any objectionable
fumes, noise, or vibrations to be emitted from the Premises. Tenant shall not
conduct any activities that will increase Landlord's insurance rates for any
portion of the Building or that will in any manner degrade or damage the
reputation of the Building.
4.2 EQUIPMENT.
Tenant shall install in the Premises only such office equipment as is
customary for general office use and shall not overload the floors or electrical
circuits of the Premises or Building or alter the plumbing or wiring of the
Premises or Building. Landlord must approve in advance the location of and
manner of installing any wiring or electrical, heat generating or communication
equipment or exceptionally heavy articles. All telecommunications equipment,
conduit, cables and wiring, additional dedicated circuits and any additional air
conditioning required because of heat generating equipment or special lighting
installed by Tenant shall be installed and operated at Tenant's expense.
Landlord shall have no obligation to permit the installation of equipment by any
telecommunications provider whose equipment is not then servicing the Building.
4.3 SIGNS.
No signs, awnings, antennae, or other apparatus shall be painted on or
attached to the Building or anything placed on any glass or woodwork of the
Premises or positioned so as to be viable from outside the Premises without
landlord's written approval as to design, size, location, and color. All signs
installed by Tenant shall comply with Landlord's standards for signs and all
applicable codes and all signs and sign hardware shall be removed upon
termination of this lease with the sign location restored to its former state
unless Landlord elects to retain all or any portion thereof. Landlord shall
provide a sign in the lobby directory and on Tenant's floor(s) which shall not
be charged to the Tenant Improvement allowance.
5.1 UTILITIES AND SERVICES.
Landlord will furnish potable water and electricity to the Building at all
times and will furnish heat and air conditioning (if the Building is air
conditioned) during the normal Building hours as established by Owner.
Janitorial service will be provided in accordance with the regular schedule of
the Building, which schedule and service may change from time to time. Tenant
shall comply with all government laws or regulations regarding the use or
reduction of use of utilities on the Premises. Interruption of services or
utilities shall not be deemed an eviction or disturbance of Tenant's use and
possession of the Premises, render Landlord liable to Tenant for
damages, or relieve Tenant from performance of Tenant's obligations under this
lease. Landlord shall take all reasonable steps to correct any interruptions in
service, Electrical service furnished will be 110 volts unless different service
already exists in the premises. Tenant shall provide its own surge protection
for power furnished to the Premises.
5.2 EXTRA USAGE.
If Tenant uses excessive amounts of utilities or services of any kind
because of operation outside of normal Building hours, high demands from office
machinery and equipment, nonstandard lighting, or any other cause, Landlord may
impose a reasonable charge for supplying such extra utilities or services, which
charge shall be payable monthly by Tenant in conjunction with rent payments. In
case of dispute over any extra charge under this paragraph, Landlord shall
designate a qualified independent engineer whose decision shall be conclusive on
both parties. Landlord and Tenant shall each pay one-half of the cost of such
determination.
5.3 SECURITY.
Landlord shall provide a lock-off for the elevators on all floors occupied
by Tenant, the cost of which shall not be charged to the Tenant Improvement
allowance. Tenant may install a security system within the leased Premises with
Landlord's written consent which will not be unreasonably withheld. Landlord
will be provided with an access code to any security system and shall not have
any liability for accidentally setting off Tenant's security system.
6.1 MAINTENANCE AND REPAIR.
Landlord shall have no liability for failure to perform required
maintenance and repair unless written notice of such maintenance or repair is
given by Tenant and Landlord fails to commence efforts to remedy the problem in
a reasonable time and manner. Landlord shall have the right to erect
scaffolding and other apparatus necessary for the purpose of making repairs, and
Landlord shall have no liability for interference with Tenant's use because of
repairs and installations. Tenant shall have no claim against Landlord for any
interruption or reduction or services or interference with Tenant's occupancy,
and no such interruption or reduction shall be construed as a constructive or
other eviction of Tenant. Repair of damage caused by negligent or intentional
acts or breach of this lease by Tenant, its employees or invitees shall be at
Tenant's expense.
6.2 ALTERATIONS.
Tenant shall not make any alterations, additions, or improvements to the
Premises, change the color of the interior, or install any wall or floor
covering without Landlord's prior written consent which will not be unreasonably
withheld. Any such improvements, alterations, wiring, cables or conduit
installed by Tenant shall at once become part of the Premises and belong to
Landlord except for removable machinery and unattached movable trade fixtures.
Landlord may at its option require that Tenant remove any improvements,
alterations, wiring, cables or conduit installed by or for Tenant and restore
the Premises to the original condition upon termination of this lease. Landlord
shall have the right to approve the contractor used by Tenant for any work in
the premises, and to post notices of non-responsibility in connection with work
being performed by Tenant in the Premises. Work by Tenant shall comply with all
laws then applicable to the Premises.
7.1 INDEMNITY.
Tenant shall not allow any items to attach to the Building or Tenant's
interest in the Premises as a result of its activities. Tenant shall indemnify
and defend Landlord and the managing agents from any claim, liability, damage,
or loss occurring on the Premises, arising out of any activity by Tenant, its
agents, or invitees or resulting from Tenant's failure to comply with any term
of this lease except to the extent caused by Landlord's negligence or breach of
this Lease. Neither Landlord nor its managing agent shall have any liability to
Tenant because of loss or damage to Tenant's property or for death or bodily
injury caused by the acts or omissions of other Tenants of the Building, or by
third parties (including criminal acts).
7.2 INSURANCE.
Tenant shall carry liability insurance with limits of not less than One
Million Dollars ($1,000,000) combined single limit bodily injury and property
damage which insurance shall have an endorsement naming Landlord and Landlord's
managing agent, if any, as an additional insured, cover the liability insured
under paragraph 7.1 of this lease and be in form and with companies reasonably
acceptable to Owner. Prior to occupancy, Tenant shall furnish a certificate
evidencing such insurance which shall state that the coverage shall not be
cancelled or materially changed without 10 days advance notice to Landlord and
Landlord's managing agent, if any. A renewal certificate shall be furnished at
least 10 days prior to expiration of any policy.
8.1 FIRE OR CASUALTY.
"Major Damage" means damage by fire or other casualty to the Building or
Premises which causes the Premises or any substantial portion of the Building to
be unusable, or which will cost more than 25 percent of the pre-damage value of
the Building to repair, or which is not covered by insurance. In case of Major
Damage, Landlord may elect to terminate this lease by notice in writing to the
Tenant within 30 days after such date. If this lease is not terminated
following Major Damage, or if damage occurs which is not Major Damage, Landlord
shall promptly restore the Premises to the condition existing just prior to the
damage. Tenant shall promptly restore all damage to tenant improvements or
alterations installed by Tenant or pay the cost of such restoration to Landlord
if Landlord elects to do the restoration of such improvements. Rent shall be
reduced from the date of damage until the date restoration work being performed
by Landlord is substantially complete, with the reduction to be in proportion to
the area of the Premises not useable by Tenant.
8.2 WAIVER OF SUBROGATION.
Tenant shall be responsible for insuring its personal property and trade
fixtures located on the Premises and any alterations or tenant improvements it
has made to the Premises. Neither Landlord, its managing agent nor Tenant shall
be liable to the other for any loss or damage caused by water damage, sprinkler
leakage, or any of the risks that are or could be covered by a special all risk
property insurance policy, or for any business interruption, and there shall be
no subrogated claim by one party's insurance carrier against the other party
arising out of any such loss. This waiver is binding only if it does not
invalidate the insurance coverage of either party hereto.
9.1 EMINENT DOMAIN.
If a condemning authority takes title by eminent domain or by agreement in
lieu thereof to the entire Building or a portion sufficient to render the
Premises unsuitable for Tenant's use, then either party may elect to terminate
this lease effective on the date that possession is taken by the condemning
authority. Rent shall be reduced for the remainder of the term in an amount
proportionate to the reduction in area of the Premises caused by the taking.
All condemnation proceeds shall belong to Landlord, and Tenant shall have no
claim against Landlord or the condemnation award because of the taking.
10.1 ASSIGNMENT AND SUBLETTING.
This lease shall bind and inure to the benefit of the parties, their
respective heirs, successors, and assigns, provided that Tenant shall not assign
its interest under this lease or sublet all or any portion of the Premises
without first obtaining Landlord's consent in writing. This provision shall
apply to all transfers by operation of law including but not limited to mergers
and changes in control of Tenant. No assignment shall relieve Tenant of its
obligation to pay rent or perform other obligations required by this lease, and
no consent to one assignment or subletting shall be a consent to any further
assignment or subletting. Landlord shall not unreasonably withhold its consent
to any assignment or subletting.
11.1 DEFAULT.
Any of the following shall constitute a default by Tenant under this
lease:
(a) Tenant's failure to pay rent or any other charge under this lease
within 10 days after written notice that it is due, provided that Landlord shall
not be obligated to give more than two (2) such written notices in any
calendar year during the lease term or failure to comply with any other term or
condition within 20 days following written notice from Landlord specifying the
noncompliance. If such noncompliance cannot be cured within the 20-day period,
this provision shall be satisfied if Tenant commences correction within such
period and thereafter proceeds in good faith and with reasonable diligence to
effect compliance as soon as possible. Time is of the essence of this lease.
(b) Tenant's insolvency, business failure or assignment for the benefit
of its creditors. Tenant's commencement of proceedings under any provision of
any bankruptcy or insolvency law or failure to obtain dismissal of any petition
filed against it under such laws within the time required to answer; or the
appointment of a receiver for all or any portion of Tenant's properties or
financial records.
(c) Assignment or subletting by Tenant in violation of paragraph 10.1.
(d) Vacation or abandonment of the Premises without the written consent
of Landlord or failure to occupy the Premises within 20 days after notice from
Landlord tendering possession.
11.2 REMEDIES FOR DEFAULT.
In case of default as described in paragraph 11.1 Landlord shall have the
right to the following remedies which are intended to be cumulative and in
addition to any other remedies provided under applicable law:
(a) Landlord may at its option terminate the lease by notice to Tenant.
With or without termination, Landlord may retake possession of the Premises and
may use or relet the Premises without accepting a surrender or waiving the right
to damages. Following such retaking of possession, efforts by Landlord to relet
the Premises shall be sufficient if Landlord follows its usual procedures for
finding tenants for the space at rates not less than the current rates for other
comparable space in the Building. If Landlord has other vacant space in the
Building, prospective tenants my be placed in such other space without prejudice
to landlord's claim to damages or loss of rentals from Tenant.
(b) Landlord may recover all damages caused by Tenant's default which
shall include an amount equal to rentals lost because of the default, lease
commissions paid for this lease, and the unamortized cost of any tenant
improvements installed by Landlord to meet Tenant's special requirements.
Landlord may xxx periodically to recover damages as they occur throughout the
lease term, and no action for accrued damages shall bar a later action for
damages subsequently accruing. Landlord may elect in any one action to recover
accrued damages plus damages attributable to the remaining term of the lease.
Such damages shall be measured by the difference between the rent under this
lease and the reasonable rental value of the Premises for the remainder of the
term, discounted to the time of judgment at the prevailing interest rate on
judgments.
(c) Landlord may make any payment or perform any obligation which Tenant
has failed to perform, in which case Landlord shall be entitled to recover from
Tenant upon demand all amounts so expended, plus interest from the date of the
expenditure at the rate of one-and-one-half percent per month. Any such payment
or performance by Landlord shall not waive Tenant's default.
12.1 SURRENDER.
On expiration or early termination of this lease Tenant shall deliver all
keys to Landlord and surrender the premises vacuumed, swept, and free of debris
and in the same condition as at the commencement of the term subject only to
approved alterations and reasonable wear from ordinary use. Tenant shall remove
all of its furnishings and trade fixtures that remain its property and repair
all damage resulting from such removal. Failure to remove shall be an
abandonment of the property, and Landlord may dispose of it in any manner
without liability. If Tenant fails to vacate the Premises when required,
including failure to remove all the personal property, Landlord may elect
either: (I) to treat Tenant as a tenant from month to month, subject to the
provisions of this lease except that rent shall be one-and-one-half times the
total rent being charged when the lease term expired, and any option or other
rights regarding extension of the term or expansion of the Premises shall no
longer apply; or (II) to eject Tenant from the Premises and recover damages
caused by wrongful holdover.
13.1 REGULATIONS.
Landlord shall have the right but shall not be obligated to make, revise
and enforce regulations or policies consistent with this lease for the purpose
of promoting safety, health (including moving, use of common areas and
prohibition of smoking), order, economy, cleanliness, and good service to all
tenants of the Building. All such regulations and policies shall be compiled
with as if part of this lease.
14.1 ACCESS.
During times other than normal Building hours Tenant's officers and
employees or those having business with Tenant may be required to identify
themselves or show passes in order to gain access to the Building. Landlord
shall have no liability for permitting or refusing to permit access by anyone.
Landlord may regulate access to any Building elevators outside of normal
Building hours. Landlord shall have the right to enter upon the Premises at any
time by passkey or otherwise to determine Tenant's compliance with this lease,
to perform necessary services, maintenance and repairs or alterations to the
Building or the Premises, or to show the Premises to any prospective tenant or
purchasers. Except in case of emergency such entry shall be at such times and
in such manner as to minimize interference with the reasonable business use of
the premises by Tenant and shall be after reasonable advance notice.
14.2 FURNITURE AND BULKY ARTICLES.
Tenant shall move furniture and bulky articles in and out of the Building
or make independent use of the elevators only at times approved by Landlord
following at least 24 hours written notice to Landlord of the Intended move.
Landlord will not unreasonably withhold its consent under this paragraph.
15.1 NOTICES.
Notices between the parties relating to this lease shall be in writing,
effective when delivered, or if mailed, effective on the second day following
mailing, postage prepaid, to the address for the party stated in this lease or
to such other address as either party may specify by notice to the other.
Notice to Tenant may always be delivered to the Premises. Rent shall be payable
to landlord at the same address and in the same manner, but shall be considered
paid only when received.
16.1 SUBORDINATION AND ATTORNMENT.
This lease shall be subject to and subordinate to any mortgages, deeds of
trust, or land sale contracts (here after collectively referred to as
encumbrances) now existing against the Building. At Landlord's option this
lease shall be subject and subordinate to any future encumbrance hereafter
placed against the Building (including the underlying land) or any modifications
of existing encumbrances, and Tenant shall execute such documents as may
reasonably be requested by Landlord or the holder of the encumbrance to evidence
this subordination. If any encumbrance is foreclosed, then if the purchaser at
foreclosure sale gives to Tenant a written agreement to recognize Tenant's
lease, Tenant shall attorn to such purchaser and this Lease shall continue.
16.2 TRANSFER OF BUILDING.
If the Building is sold or otherwise transferred by Landlord or any
successor, Tenant shall attorn to the purchaser or transferee and recognize it
as the lessor under this lease, and, provided the purchaser or transferee
assumes all obligations hereunder, the transferor shall have no further
liability hereunder except for breaches occurring prior to the transfer.
6.3 ESTOPPELS.
Either party will within 10 days after notice from the other execute,
acknowledge and deliver to the other party a certificate certifying whether or
not this lease has been modified and is in full force and effect; whether there
are any modifications or alleged breaches by the other party; the dates to which
rent has been paid in advance, and the amount of any security deposit or prepaid
rent; and any other facts that may reasonably be requested. Failure to deliver
the certificate within the specified time shall be conclusive upon the party of
whom the certificate was requested that the lease is in full force and effect
and has not been modified except as may be represented by the party requesting
the certificate. If requested by the holder of any encumbrance, or any ground
lessor, Tenant will agree to give such holder or lessor notice of and an
opportunity to cure any default by landlord under this lease.
17.1 ATTORNEYS' FEES.
In any litigation arising out of this lease, the prevailing party shall be
entitled to recover attorneys' fees at trial and on any appeal. If either party
incurs attorneys' fees because of a default by the other, such other party shall
pay all such fees whether or not litigation is filed.
18.1 QUIET ENJOYMENT.
Landlord warrants that so long as Tenant complies with all terms of this
lease it shall be entitled to peaceable and undisturbed possession of the
Premises free from any eviction or disturbance by landlord. Neither Landlord
nor its managing agent shall have any liability to Tenant for loss or damages
arising out of the acts, including criminal acts, of other tenants of the
Building or third parties, nor any liability for any reason which exceeds the
value of its interest in the Building.
19.1 ADDITIONAL RENT - TAX ADJUSTMENT.
Whenever for any July 1 - June 30 tax year the real property taxes levied
against the Building and its underlying land exceed those levied for the 1998-
199 tax year, then the monthly rental for the next succeeding calendar year
shall be increased by one-twelfth of such tax increase times Tenant's
Proportionate Share. "Real property taxes" as used herein means all taxes and
assessments of any public authority against the Building and the land on which
it is located, the cost of contrasting any tax and any form of fee or charge
imposed on Landlord as a direct consequence of owning or leasing the Premises,
including but not limited to rent, taxes, gross receipt taxes, leasing taxes, or
any fee or charge wholly or partially in lieu of or in substitution for ad
valorem real property taxes or assessments, whether now existing or hereafter
enacted. If any portion of the Building is occupied by a tax-exempt tenant so
that the Building has a partial tax exemption under ORS 307.112 or a similar
statute, than real property taxes shall mean taxes computed as if such partial
exemption did not exist. If a separate assessment or identifiable tax increase
arises because of improvements to the premises, then Tenant shall pay 100
percent of such increase.
19.2 [Blank]
19.3 OPERATING EXPENSE ADJUSTMENT.
Tenant shall pay as additional rent Tenant's Proportionate Share of the
amount by which operating expenses for the Building increase over those
experienced by Landlord during the calendar year 1998 (base year). Effective
January 1 of each year Landlord shall estimate the amount by which operating
expenses are expected to increase, if any, over those incurred in the base year.
Monthly rental for that year shall be increased by one-twelfth of Tenant's share
of the estimated increase. Following the end of each calendar year, landlord
shall compute the actual increase in operating expenses and xxxx Tenant for any
deficiency or credit Tenant with any excess collected. As used herein
"operating expenses" shall mean all costs of operating and maintaining the
Building as determined by standard real estate accounting practice, including,
but not limited to: all water and sewer charges; the cost of natural gas and
electricity provided to the Building; janitorial and cleaning supplies and
services; reasonable administration costs and management fees; superintendent
fees; security services, if any; insurance premiums; licenses, permits for the
operation and maintenance of the Building and all of its component elements and
mechanical systems; the annual amortized capital improvement cost (amortized
over such a period as Landlord may select but not shorter than the period
allowed under the Internal Revenue code and at a current market interest rate
for any capital improvements in the Building required by any governmental
authority or those which have a reasonable probability of improving the
operating efficiency of the Building.
19.4 DISPUTES.
If Tenant disputes any computation of additional rent or rent adjustment
under paragraphs 19.1 through 19.3 of this lease, it shall give notice to
Landlord not later than one year after the notice from Landlord describing the
computation in question, but in any event not later than 30 days after
expiration or earlier termination of this lease. If Tenant fails to give such a
notice, the computation by Landlord shall be binding and conclusive between the
parties for the period in question. If Tenant gives a timely notice, the
dispute shall be resolved by an
independent certified public accountant selected by Landlord whose decision
shall be conclusive between the parties. Each party shall pay one-half of the
fee for making such determination except that if the adjustment in favor of
Tenant does not exceed ten percent of the escalation amounts for the year in
question. Tenant shall pay (I) the entire cost of any such third-party
determination; and (II) Landlord's out-of-pocket costs and reasonable expenses
for personnel time in responding to the audit. Nothing herein shall reduce
Tenant's obligations to make all payments as required by this lease.
20.1 COMPLETE AGREEMENT; NO IMPLIED COVENANTS.
This lease and the attached Exhibits and Schedules if any, constitute the
entire agreement of the parties and supersede all prior written and oral
agreements and representations and there are no implied covenants or other
agreements between the parties except as expressly set forth in this Lease.
Neither Landlord nor Tenant is relying on any representations other than those
expressly set forth herein.
20.2 SPACE LEASED AS IS.
Unless otherwise stated in this Lease, the Premises are leased AS IS in
the condition now existing with no alterations or other work to be performed by
Landlord.
20.3 CAPTIONS.
The titles to the paragraphs of this lease are descriptive only and are
not intended to change or influence the meaning of any paragraph or to be part
of this lease.
20.4 NONWAIVER.
Failure by Landlord to promptly enforce any regulation, remedy or right of
any kind under this Lease shall not constitute a waiver of the same and such
right or remedy may be asserted at any time after Landlord becomes entitled to
the benefit thereof notwithstanding delay in enforcement.
20.5 EXHIBITS.
The following Exhibits are attached hereto and incorporated as a part of
this lease:
Exhibit "A" - Floor Plan
Exhibit "B" - Addendum
IN WITNESS WHEREOF, the duly authorized representatives of the parties
have executed this lease as of the day and year first written above.
LANDLORD: Xxxxxxx X. Xxxxx By:
------------------------------ ------------------------
Address for notices: Title: /s/ Xxxxxxx X. Xxxxx
c/x Xxxxxx & Xxxxxxx, Inc. ------------------------
----------------------------------------
000 XX Xxxxx Xxxxxx, Xxxxx 000, By:
Xxxxxxxx, XX 00000 ------------------------
---------------------------------------- Title:
------------------------
TENANT: FirstLink Communications, Inc.
----------------------------------
By: /s/ A. Xxxxx Xxxxx
------------------------
Address for notices:
000 XX Xxxxxx, Xxxxx 000 Title: CEO
---------------------------------------- ------------------------
Xxxxxxxx, XX 00000 By:
---------------------------------------- ------------------------
Title:
------------------------
ADDENDUM TO LEASE
DATED APRIL 15, 1998
BY AND BETWEEN
XXXXXXX X. XXXXX, AS LANDLORD
AND
FIRSTLINK COMMUNICATIONS, INC., AS TENANT
The following additional terms and conditions are added to this Lease, and
in case of any conflict, the terms of this Addendum shall prevail:
1. TENANT IMPROVEMENTS: Landlord shall provide a $6.00 per rentable
square foot tenant improvement allowance for Tenant. All improvements
shall be approved by Landlord, such approval not to be unreasonably
withheld or delayed. The allowance shall be paid as xxxxxxxx are
received from Tenant's contractor with any unused allowance credited
to Tenant's next rent payments.
2. OPTION TO EXPAND: Tenant shall have the option of expending into the
full second floor suite of 4,500 rentable square feet when it becomes
available on October 31, 1999, so long as Tenant is not in default of
the Lease. All terms and conditions of this Lease, including rental
and tenant improvement allowances shall apply, and the term for the
second floor shall be the same as the remaining term of this Lease.
Tenant shall provide Landlord with written notice of intent to
exercise said option by no later than May 1, 1999, and rent will
commence when Tenant improvements are substantially completed in the
new space.*
3. TERMINATION OPTION: Tenant shall have the right to terminate this
Lease at any time after the sixtieth (60th) month, having provided one
hundred eighty (180) days' advance written notice to Landlord. Tenant
will repay Landlord a sum equal to unamortized commissions which will
be calculated at a rate of twelve percent (12%) per annum for the
term. Such payment will be due thirty (30) days prior to termination
of this Lease. In the event Tenant exercises its Option to Expand,
the termination option will be deferred until the sixtieth (60th)
month following the rent commencement for the expansion space.
4. LANDLORD'S MAINTENANCE AND REPAIR: Landlord shall (i) maintain the
building foundation, structure, roof, exterior walls, mechanical and
electrical systems, common areas and entrances; (ii) be responsible
for any work necessary to comply with seismic codes, Americans with
disability Act or environmental laws; (iii) clean carpets in and
upgrade the lighting and decor in the elevators of the Building to
standards comparable to the lobby areas prior to Tenant's occupancy;
and (iv) provide HVAC service creating comfortable occupancy for
business purposes during operating hours. Tenant shall have the right
to request HVAC service at other hours and will pay a reasonable
hourly charge not to exceed Landlord's cost of providing such extra
service.
5. INSTALLATION OF EQUIPMENT: Tenant may from time to time without
Landlord's consent install data, voice or video processing equipment
in the Premises, provided such equipment does not overload the
circuitry of the Building or require additional HVAC service, require
external antennae or in any manner disturb other tenants of the
Building.
6. TEMPORARY SPACE: At any time prior to Tenant's occupancy of the
Premises, it shall have the option to occupy approximately 600 square
foot of space if available on the ground floor of the Building at a
rate of $550 per month, full service, on a month-to-month basis.
Tenant will not interfere with Landlord or its agents showing the
space to other tenants.
AGREED & ACCEPTED AGREED & ACCEPTED
Tenant Landlord
By: /s/ A. Xxxxx Xxxxx By: /s/ Xxxxxxx X. Xxxxx
-------------------------------- --------------------------------
Date: Date:
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* In the event tenant expands Landlord shall pay a commission equal to 5% of
the total aggregate rent for the expansion premises. Aid commission shall
be paid upon execution of option and shall be split 50/50 between Xxxxxx
Xxxxx & Xxxxxxx and Xxxxxxx & Xxxxxxxxx.
