PLAZA 6375
SUBLEASE AGREEMENT
THIS SUBLEASE, made and entered into this 7th day of July,
1998 by and between Xxxxxxx & Company having its principal place
of business at 0000 Xxxxxxxx Xxxxx, Xxxx xxxx Xxxx, Xxxx 00000,
County of Salt Lake, State of Utah, herein referred to as Sub-
lessor, and Xxxxxxxx Xxxxxx, the principal place of business at
0000 X. Xxxxxxxx Xxxxx, Xxxx xx Xxxx Xxxx Xxxx, Xxxxxx of Salt
Lake, State of Utah, herein referred to as Sub-lessee.
In consideration of the mutual covenants contained herein, the
parties agree as follows:
SECTION ONE
Description of Premises
1.1 The Sub-lessor subleases to the Sub-lessee that portion
of the Plaza 6375 at 0000 X. Xxxxxxxx Xxxxx, Xxxxxx xx Xxxx Xxxx,
Xxxxx of Utah, described more particularly as follows:
1.2 SUITE D, located as indicated on that particular diagram
attached hereto and made a part hereof and designated as Exhibit
"A", said Suite comprising a total of approximately 600 square
feet.
SECTION TWO
Term of Sublease
2.1 The term of this sublease is 10.5 months, beginning on
the 15th day of July, 1998, and terminating on the 1st day of
June, 1999, at 12:00 o'clock a.m.
SECTION THREE
Base Rent
3.1 The total base rent under this sublease is Six Thousand
Three Hundred (6,300.00) Dollars. Sub-lessee shall pay the Sub-
lessor that amount in equal installments of Six Hundred (600.00)
Dollars each month beginning on the 15th day of July, 1998,
succeeding payments of the same amount due and payable on the
15th day of each and every month thereafter during the term of
the sublease. If rent is not paid within five (5) days after the
date due, the Sub-lessee agrees to pay a late charge of five
percent (5%) of the amount of the rent due and late.
The Sub-lessee further agrees to pay $20.00 for each
dishonored bank check and two percent 2% per month on amounts
delinquent beyond one month.
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SECTION FOUR
Use of Premises
4.1 The premises are to be used for the purpose of:
Corporate Office
Sub-lessee shall restrict its use to such purposes, and shall
not use or permit the use of the premises for any other purposes
without the written consent of the Sub-lessor, or Sub-lessor'
authorized agent.
SECTION FIVE
Restriction on Use
5.1 Sub-lessee shall not use the premises in any manner that
will increase risks covered by insurance on the premises and
result in an increase in the rate of insurance or a cancellation
of any insurance policy, even if such use may be in the
furtherance of Sub-lessee's business purpose. Sub-lessee shall
not keep, use, or sell anything prohibited by any policy of fire
insurance covering the premises and shall comply with all
requirements of the insurers applicable to the premises necessary
to keep in force the fire and liability insurance.
SECTION SIX
Waste, Nuisance, or Unlawful Activity
6.1 Sub-lessee shall not allow any waste or nuisance on the
premises, or use or allow the premises to be used for any
unlawful purposes.
SECTION SEVEN
Delay in Delivering Possession
7.1 This shall not be rendered void or voidable by
the inability of Sub-lessor to deliver possession to Sub-lessee
on the date set forth in Section Two, and Sub-lessor shall not be
liable to Sub-lessee for any loss or damage suffered by reason of
such a delay, provided, however, that Sub-lessor does deliver
possession no later than August 1, 1998. In the event of a delay
in delivering possession, the rent for the period of such delay
will be deducted from the total rent due under the sublease. No
extension of the sublease shall result from delay in delivering
possession.
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SECTION EIGHT
Utilities
8.1 The Sub-lessor shall furnish electricity, gas and
water to the demised premise. The Sub-lessee agrees, however, to
avoid excessive use of the heating, air conditioning, lights and
water when the premise is not in use.
8.2 The Sub-lessor reserves the right to review any
proposals of the Sub-lessee to add equipment to the premises
which may cause or result in a larger than normal use of the
above designated utilities.
8.3 In the event such equipment is installed in the demised
premise the Sub-lessor may assess a reasonable amount to the Sub-
lessee and the Sub-lessee shall pay said amount at the same time
as he pays his monthly lease payment.
8.4 The Sub-lessee shall provide his own telephone
service.
8.5 If the Sub-lessee has manual override control of
the temperature control mechanism within the subleased premises,
the Sub-lessee and Sub-lessor agree to abide any law or
regulation of the State of Utah or the United States concerning
the temperature within the subleased premises. Sub-lessee agrees
to hold Sub-lessor harmless and free of any liability resulting
from alleged non-compliance with any such law or regulation on
account of any alleged act or failure to act where compliance was
possible for or within control of Sub-lessee given the facilities
and controls made available to Sub-lessee in the subleased
premise.
SECTION NINE
Cleaning, Caretaking and Maintenance
9.1 The Sub-lessor shall be responsible for cleaning and
caretaking of all common areas of the Plaza, including
landscaping ground maintenance, parking area and common halls and
corridors.
9.2 The Sub-lessor shall provide a common trash collection
receptacle and shall provide for the regular collection of trash
from said receptacle.
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9.3 The Sub-lessee shall be responsible for the
cleaning, trash removal to the common receptacle, and general
maintenance of the interior portion of the demised premise.
9.4 The Sub-lessor will make available a janitorial service
and the Sub-lessee may employ said services at an additional cost
to be determined based on the extent and nature of the services
desired.
9.5 The Sub-lessor shall be responsible for normal repairs
to the plumbing system, unless the Sub-lessee or his employees
intentionally cause damage to said system.
9.6 The Sub-lessee shall be responsible for the
replacement of any of the following items during the term of the
sublease, e.g., carpets, draperies, wall coverings, floor tile,
light bulbs, light fixtures and related attachments, and any
other hardware items located withing the demised premise. The
Sub-lessee further agrees that any redecorating done during the
term of the Sublease shall be at the expense of the Sub-lessee.
9.7 Re-keying Locks: Locks cannot be changed by anyone
without permission of Sub-lessor. Work must be done by
authorized Sub-lessor's maintenance personnel wit the cost of re-
keying being paid by Sub-lessee.
SECTION TEN
Insurance
10.1 Sub-lessor shall provide insurance coverage on the
building and all portions thereof with the exception of contents
belonging to the Sub-lessee.
10.2 Sub-lessee agrees to provide his own insurance on the
contents of the demised premise, and will not make any claim
against the Sub-lessor for any loss of his personal property
damages or destruction due to fire or other type of loss, unless
such a loss is a result of the negligence of the Sub-lessor.
10.3 Sub-lessee shall further provide liability insurance for
losses, damages or injuries which may be incurred or sustained
within the interior portion of the demised premise.
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SECTION ELEVEN
Sub-lessor's Written Approval Required for Alteration
11.1 Except as herein expressly provided, Sub-lessee
shall not make any alterations, improvements, or additions
tot he demised premise without the prior written consent of Sub-
lessor.
SECTION TWELVE
Upon Original Occupancy by Sub-lessee - -
Design, Decoration and Remodeling
12.1 Sub-lessee and Sub-lessor have discussed the condition
of the demised premises and Sub-lessee has made a thorough
inspection of them. Sub-lessee accepts the demised premises as
is.
SECTION THIRTEEN
Alterations to be Property of Sub-lessor
13.1 All alterations, replacements, changes, additions,
manager improvements, and new building service equipment that may
be made, erected, installed, or affixed on or in the demised
premise during the term of this sublease shall be, and shall be
deemed to be, part of the realty and the sole and absolute
property of Sub-lessor.
SECTION FOURTEEN
Parking
14.1 The parking lot is available to all tenants. There are
no assigned parking places.
SECTION FIFTEEN
Property Taxes
15.1 Sub-lessor shall be responsible for building and related
real property taxes.
15.2 Sub-lessee shall be responsible for any taxes assessed
against any personal property of the Sub-lessee which may be
located withing the demised premise.
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SECTION SIXTEEN
Rental Adjustment for Increased in Direct
Operating Expenses (Taxes, Utilities, Etc.)
16.1 The Sub-lessee agrees to pay additional rent for
the demised premise to cover yearly increases in the direct
operating expenses, amortized tenant improvement costs, etc. for
the building complex. This yearly increase in rental rate shall
be calculated by the method discussed in the next section, 16.2.
16.2 Upon each yearly anniversary date during the life of
the sublease, the yearly rental rate shall be increased by N/A %
and the monthly rental payment shall be adjusted accordingly.
SECTION SEVENTEEN
Right of Assignment
17.1 The Sub-lessor has the right to assign this sublease
or the right to any sublease payments to any person or
corporation.
SECTION EIGHTEEN
Assignment and Sublease
18.1 Sub-lessee shall not assign any right or duties under
this sublease nor sublet the premise or any part thereof, nor
allow any other person to occupy or use the premise without prior
written consent of Sub-lessor. A consent to one assignment,
sublease or occupation or use by any other person shall not be a
consent to any subsequent assignment, sublease, or occupation or
use by another person. Any assignment or subletting without
consent shall be void. This sublease shall not be assignable, as
to the interest of Sub-lessee, by operation of law, without the
written consent of Sub-lessor. Sub-lessor shall not unreasonably
withhold consent to assignment or sublease of the demised premise
by Sub-lessee if Sub-lessee will provide evidence of the
financial responsibility of the intended assignee or sub-lessee.
18.2 The Sub-lessor shall however have the right and power,
in considering the approval or disapproval of an assignment or
sublease to give preference to another tenant who desires
changing location or expanding the size of his subleased space.
SECTION NINETEEN
Breach or Default
19.1 Sub-lessee shall have breached this sublease and shall
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be considered in default hereunder if (a) Sub-lessee files a
petition in Bankruptcy or insolvency or for reorganization under
any bankruptcy act, or makes an assignment for the benefit of
creditors, (b) involuntary proceedings are instituted against
Sub-lessee under any bankruptcy act, (c) Sub-lessee fails to pay
any rent when due and does not make the delinquent payments
withing the ten (10) days after receipt of written notice thereof
from Sub-lessor, or (d) Sub-lessee fails to perform or comply
with any of the covenants or conditions of this sublease and such
failure continues for a period of thirty (30) days after receipt
of written notice thereof from Sub-lessor.
SECTION TWENTY
Effect of Breach or Default
20.1 In the event of a breach of this sublease as set
forth in Section Nineteen, the rights of Sub-lessor shall be as
follows:
(a) Sub-lessor shall have the right to cancel and
terminate this sublease, as well as all of the right, title, and
interest of Sub-lessee hereunder, by giving to Sub-lessee not
less than thirty (30) days' notice of the cancellation and
termination. On expiration of the time fixed in the notice, this
sublease and the right, title and interest of Sub-lessee shall
terminate in the same manner and with the same force and effect,
except as to Sub-lessee's liability as if the date fixed in the
notice of cancellation and termination were the end of the term
herein originally determined.
(b) Sub-lessor may elect, but shall not be obligated,
to make any payment required by Sub-lessee herein or comply with
any agreement, term, or condition required hereby to be performed
by Sub-lessee, and Sub-lessor shall have the right to enter the
demised premises for the purpose of correcting or remedying any
such default and to remain until the default has been corrected,
or remedied, but any expenditure for the correction by Sub-lessor
shall not be deemed to waive or release Sub-lessee's default or
Sub-lessor's right to take any action as may be otherwise
permissible hereunder in the case of any default.
(c) Sub-lessor may re-enter the premise immediately
and remove the property and personnel of Sub-lessee, and store
the property in a public warehouse or at a place selected by Sub-
lessor, at the expense of Sub-lessee. After re-entry, Sub-lessor
may terminate the sublease on giving fifteen (15) days' written
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notice of termination to Sub-lessee. Without the notice, re-
entry will not terminate the sublease. On termination Sub-lessor
may recover from Sub-lessee all damages proximately resulting
from the breach, including the cost of recovering the premises
and the worth of the balance of this sublease over the reasonable
rental value of the premises for the remainder of the sublease
term, which such sum shall be immediately due Sub-lessor from
Sub-lessee.
After re-entry, Sub-lessor may re-let the premises or any part
thereof for any term without terminating the sublease, at the
rent and on the terms as Sub-lessor may choose. Sub-lessor may
make alterations and repairs to the premise. The duties and
liabilities of the parties if the premises are re-let as provided
herein shall be as follows:
(i) In addition to Sub-lessee's liability to Sub-
lessor for breach of the sublease, Sub-lessee shall be liable for
all expenses of the re-letting, for the alterations and repairs
made, and for the difference between the rent received by Sub-
lessor under the new sublease agreement and the rent installments
that are due for the same period under this sublease.
(ii) Sub-lessor shall have the right to apply the
rent received from re-letting the premises (A) to reduce Sub-
lessee's indebtedness to Sub-lessor under this sublease, not
including indebtedness for rent, (B) to expenses of the re-
letting and alterations and repairs made, (C) to rent due under
this sublease, or (D) to payment of future rent under this
sublease as it becomes due.
If the new Sub-lessee does not pay a rent
installment promptly to Sub-lessor, and the rent installment has
been credited in advance of payment to the indebtedness of Sub-
lessee other than rent, or if rentals from the new Sub-lessee
have been otherwise applied by Sub-lessor as provided herein, and
during any rent installment period, are less than the rent
payable for the corresponding installment period under this
sublease, Sub-lessee shall pay Sub-lessor the deficiency,
separately for each rent installment deficiency period and before
the end of that period. Sub-lessor may at any time after a re-
letting terminate the sublease for the breach on which Sub-lessor
has based the re-entry and subsequently re-let the premises.
(d) After re-entry, Sub-lessor may procure the
appointment of a receiver to take possession and collect rents
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and profits of the Sub-lessee, and, if necessary to collect the
rents and profits the receiver may take possession of the
personal property used in the business of Sub-lessee, including
inventory, trade fixtures and furnishings, and use them without
compensating Sub-lessee. Proceedings for appointment of a
receiver by Sub-lessor, shall not terminate and forfeit this
sublease unless the Sub-lessor has given written notice of
termination to Sub-lessee as provided herein.
SECTION TWENTY - ONE
Option to Renew
21.1 Sub-lessee shall have the option to renew this
sublease 0 times for an identical term as provided herein for
each renewal. Written notice of intention to renew must be
furnished Sub-lessor sixty (60) days prior to expiration of the
sublease of any renewal hereunder. The rental shall be subject
to renegotiation at the time of any renewal, but all other terms
and conditions shall remain as provided herein.
SECTION TWENTY - TWO
Unlawful Detailed and Attorney's Fees
22.1 In case suit shall be brought for an unlawful detailed
of the premises, for the recovery of any rent due under the
provisions of this sublease, or for Sub-lessee's breach of any
other condition contained herein, Sub-lessee shall pay to Sub-
lessor a reasonable attorney's fee which shall be fixed by the
Court, and such attorney's fee shall be deemed to have accrued on
the commencement of the action and shall be paid on the
successful completion of this action by Sub-lessor. Sub-lessee
shall be entitled to attorney's fees in the same manner if
judgement is rendered for Sub-lessee.
SECTION TWENTY - THREE
Security Deposit
23.1 Sub-lessee shall deposit Six Hundred Dollars ($600.00)
with Sub-lessor as security for return of the premises in proper
condition at the end of the sublease term or on earlier
termination and forfeiture as provided herein. Sub-lessor may
transfer or deliver the security to any bona fide purchase of the
real property in the event the property is sold and Sub-lessor
shall be discharged from any further liability in reference to
the security on giving written notice of that transfer to Sub-
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lessee. In the event the Sub-lessee returns the premises to the
Sub-lessor in substantially the same condition it was received,
subject to normal wear and tear, then said deposit shall be
returned to the Sub-lessee within thirty (30) days after the Sub-
lessee has vacated the premises.
SECTION TWENTY - FOUR
Holding Over
24.1 If Sub-lessee holds possession of the premises after
the term of this sublease, Sub-lessee shall become a tenant for
month to month on the terms herein specified, but at a monthly
rental rate equal to the monthly rental rate in effect under the
sublease for the final month of the sublease term payable monthly
in advance on the first day of each month, and Sub-lessee shall
continue to be a month-to-month tenant until the tenancy shall be
terminated by Sub-lessor upon 30 days written notice to Sub-
lessee, or until Sub-lessee has given the Sub-lessor a written
notice at least sixty (60) days prior to the date of termination
of the monthly tenancy of his intention to terminate the tenancy.
SECTION TWENTY - FIVE
Remedies of Sub-lessor Cumulative
25.1 The remedies herein given to Sub-lessor shall be
cumulative and the exercise of any one remedy by Sub-lessor shall
not be to the exclusion of any other remedy.
SECTION TWENTY - SIX
Quiet Enjoyment
26.1 Sub-lessor warrants that it is seized with good and
sufficient title to the entire premises, and further covenants
that if Sub-lessee shall discharge the obligations herein set
forth to be performed by Sub-lessee, then Sub-lessee shall have
and enjoy the quiet and undisturbed possession of the Subleased
Premises without hindrance or interference from Sub-lessor or any
other person lawfully claiming by, through, or under Sub-lessor.
SECTION TWENTY - SEVEN
Buyout Provision
27.1 None.
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IN WITNESS WHEREOF, the parties have executed this sublease at
SALT LAKE CITY, UTAH, the day and year first above written.
Sub-lessor
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Sub-lessee
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