EXHIBIT 10.1
LEASE AGREEMENT
This LEASE is made and entered into as of this FIRST day of MAY, 1994 by
and between BOMBAY HOLDINGS, INC., a Florida corporation (hereinafter referred
to as "LANDLORD") and FINANCIAL RATES, INC., a Florida corporation (hereinafter
referred to as TENANT").
WITNESSETH:
LANDLORD does lease unto TENANT, and TENANT does hereby hire and take as
lessee under LANDLORD a space consisting of 5,358 square feet, designated as
Suites 200 and 205 (hereinafter referred to as the "Demised Premises"), as shown
outlined on Exhibit "A" hereto of that certain building and other improvements
("Building") located in Palm Beach County, Florida at 00000 X.X. Xxxxxxx Xxx,
Xxxxx Xxxx Xxxxx, Xxxxxxx.
1. TERM:
The term of this Lease shall be for five (5) years commencing on May 1,
1994 unless extended or terminated by other provisions of this Lease. Provided
that TENANT is not in default under the terms of this Lease, TENANT shall be
given the option to extend the Lease for an additional five (5) years, provided
TENANT gives one hundred and eighty (180) days advance notice in writing of its
election prior to the end of its initial lease term. All terms and conditions
of the Lease would remain unchanged except for the Rent which would be
negotiated at that time.
2. RENT:
A. TENANT agrees to pay to LANDLORD, without demand, setoff or deduction,
base annual rent ("Rent") in the amount of eight dollars and 50/100 ($8.50) per
square foot of space in the Demised Premises, payable in equal monthly
installments. Rent shall increase annually based upon the change in CPI Index
(as hereinafter defined) from the date hereof commencing with the second lease
year, but not greater than five (5%) per cent per annum. TENANT will pay its
proportionate share of real estate taxes and common area maintenance (CAM)
charges. TENANT agrees to pay applicable Florida State sales tax.
B. Each monthly installment of Rent shall be payable in advance on the
first (1st) day of each calendar month of the term to LANDLORD at such place as
LANDLORD may from time to time designate in writing. TENANT shall have a grace
period of five (5) days. In the event that any payment is not paid by TENANT
within five (5) days of the due date, then, at LANDLORD's option, a late charge
of eighteen (18%) per cent per annum of such payment or the highest rate
permitted by law for such period shall become immediately due and payable to
LANDLORD.
3. USE:
TENANT, its successors and assigns, shall use the Demised Premises for
administration offices and for no other purpose without the written consent of
LANDLORD, which consent may not be unreasonably withheld as long as the use
sought is in compliance with the existing zoning. TENANT shall comply with all
laws, ordinances, rules and regulations of applicable government authorities
respecting the use, operation and activities of the Demised Premises, and TENANT
shall not make, suffer or permit any unlawful, improper or offensive use of the
Demised Premises or Building, or any part thereof or permit any nuisance
thereon. TENANT shall not make any use of the Demised Premises which would make
void or voidable any policy of fire or extended coverage insurance covering the
Demised Premises. TENANT shall use the Demised Premises only for the purposes
stated in this Lease and shall not leave said Demised Premises abandoned or
suffer or permit any waste or mistreatment thereof.
4. OPERATING EXPENSE:
TENANT shall pay to LANDLORD, as "Additional Rent", an amount representing
TENANT's proportionate share of LANDLORD's "Expenses" (as hereinafter defined)
associated with operating the Building in accordance with the terms and
conditions of this Lease.
A. For purposes of this Lease, the following definitions shall apply:
1. The term "Percentage" shall mean 29.18%. The Percentage has been
computed on the basis of a Demised Premises and the denominator of
which is the agreed upon total square foot area fraction, the numerator
of which is the agreed upon square foot area of the of the Building
which is eighteen thousand three hundred and sixty (18,360) square
feet.
2. The term "Expenses" shall mean the sum of "Taxes", "Insurance" and
"Operating Expenses" (as hereinafter defined):
(a) The term "Taxes" shall mean the total of all real estate taxes and
special or other assessments levied, assessed or imposed at any time by
any governmental authority upon or against the Building.
(b) The term "Insurance" shall mean the total of all costs and
expenses incurred, borne, or accrued by LANDLORD with respect to the
Building for insurance for fire, extended coverage, sprinkler
apparatus, public liability, property damage including windstorm and
hailstorm, rental, plate glass, and any other insurance required by
mortgagee with respect to the Building.
(c) The term "Operating Expenses" shall mean the total of the costs
and expenses incurred, borne or accrued by LANDLORD with respect to the
ownership, operation, maintenance and use of the Building other than
Taxes and Insurance, which, in, accordance with sound accounting and
management principles generally accepted with respect to the operation
of the first class office space, would be construed as an
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operating expense. Such expenses shall not include anything connected
with the structure or roof of the Building or for which LANDLORD has a
right of reimbursement from others or those occasioned by the act,
omission or violation of law by LANDLORD, its agents or employees.
B. Commencing on the Lease Commencement Date TENANT shall pay to
LANDLORD, as additional rent, an amount equal to the product of the
Percentage times the Expenses applicable to the portion of the Term of
the Lease specified in a statement from LANDLORD with respect thereto.
C. (1) LANDLORD shall render to TENANT a statement containing a
computation of additional rent due under this Lease ("Landlord's
Statement") at any time and from time to time as such becomes due.
Within ten (10) days after the rendition of the Landlord's Statement
which shows additional rent to be due and payable, TENANT shall pay to
LANDLORD the amount of such additional rent. On the first day of each
month following rendition of each Landlord's Projected Annual
Statement, TENANT shall pay to LANDLORD, on account of the potential
additional rent, a sum equal to one-twelfth (1/12) of the annualized
additional rent, which sum shall be subject to adjustment at any time
to reflect any increase or decrease in Expenses.
(2) The obligations of LANDLORD and TENANT under the provisions of
this Lease shall survive the expiration or any early termination of
the Term.
5. CONSUMER PRICE INDEX:
"Consumer Price Index" means the Consumer Price Index - All Urban Consumers
- Miami/Fort Lauderdale, Florida (all terms) of the U.S. Bureau of Labor
Statistics. If the manner in which the Consumer Price Index is determined by
the Bureau of Labor Statistics shall be substantially revised, an adjustment
shall be made in such revised index which would produce results, equivalent, as
nearly as possible, to those which would have been obtained if the Customer
Price Index had not been so revised. If the Consumer Price Index shall become
unavailable to the public because publication is discontinued, or otherwise,
LANDLORD will substitute therefore a comparable index based upon changes in the
cost of living or purchasing power of the consumer dollar published by any other
governmental agency or, if no such index shall be available, then a comparable
index published by a major bank or other major financial institution or by a
major university. The CPI applies to Base Rent only. Operating Expense is on
an actual basis.
6. QUIET ENJOYMENT:
LANDLORD covenants that so long as TENANT pays the rent reserved in this
Lease and performs its agreements hereunder, TENANT shall have the right to
quietly enjoy and use the Demised Premises for the term hereof, subject only to
the provisions of this Lease.
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7. ASSIGNMENT AND SUBLETTING:
TENANT, for itself, its successors and assigns expressly covenants that it
shall not assign, mortgage or encumber this Lease, nor sublet the Demised
Premises or any part thereof, or license or permit the Demised Premises or any
party thereof to be used by others, without the prior written consent of the
LANDLORD, which shall not be unreasonably withheld.
8. DEFAULT:
A. The occurrence of any one or more of the following events shall constitute a
default hereunder by TENANT (an "Event of Default"):
1. If Base Rent or Additional Rent is not paid within five (5) days after
it is due and payable;
2. If TENANT shall have failed to cure a default in the performance of any
of the other terms, covenants or provisions of this Lease (except
payment of rent) or any rule or regulation hereinafter set forth within
fifteen (15) days after written notice thereof, or if such default is of
a nature that it cannot be completely remedied within said fifteen (15)
day period, and TENANT shall not commence within said fifteen (15) days
and shall not thereafter diligently prosecute to completion all steps
necessary to remedy such default;
3. If a petition in bankruptcy shall be filed by or against TENANT or if
TENANT shall make a general assignment for the benefit of creditors, or
receive the benefit of any insolvency or reorganization act;
4. If a receiver or trustee is appointed for any portion of TENANT's
property and such appointment is not vacated within sixty (60) days;
5. If an execution or attachment shall be issued under which the Demised
Premises shall be taken or occupied or attempted to be taken or occupied
by anyone other than TENANT;
6. If the Demised Premises become and remain vacant, deserted or abandoned
for a period of thirty (30) consecutive days;
7. If the Demised Premises are used for some purpose other than the use
specifically authorized herein.
B. If TENANT shall default in performing any covenant or condition of this
Lease, LANDLORD may perform the same for the account of TENANT, and TENANT
shall reimburse LANDLORD for any expense incurred therefor as additional
rent.
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9. REMEDIES:
Upon the occurrence of an Event of Default:
1. LANDLORD may re-enter the Demised Premises by summary proceedings or
otherwise and re-let the Demised Premises, or any part thereof, as
TENANT's agent, in the name of LANDLORD or otherwise for a term shorter
or longer than the balance of the term of this Lease, and may grant
concessions of free rent, make improvements to the Demised Premises,
and may grant any other concessions in connection therewith as are
necessary to re-let the Demised Premises. In computing the net amount
of rents collected through such re-letting, LANDLORD may deduct all
reasonable expenses incurred in obtaining repossession or re-letting
the Demised Premises, including rent concessions, attorney's fees,
brokerage fees, the cost of restoring or improving the Demised
Premises, and the cost of all alterations and decorations deemed
necessary by LANDLORD to effect re-letting. In no event shall TENANT be
entitled to a credit or repayment for re-rental income which exceeds
the sums payable by TENANT hereunder.
2. LANDLORD may give TENANT fifteen (15) days notice of termination of
this Lease. Upon the expiration of the fifteen (15) day notice period,
this Lease and any rights of renewal or extension thereof shall come to
an end and shall terminate as if that were the date originally fixed
for the expiration of the term of this LEASE, but TENANT shall remain
liable as hereinafter provided.
3. LANDLORD may accelerate and claim and demand, as liquidated and agreed
upon damages, immediate payment of a sum equal to the amount by which
the Base Rent and all forms of additional rent (as reasonably estimated
by LANDLORD), due for the remainder of the term of this Lease and any
extensions thereof which may have been exercised by TENANT, exceeds the
then fair and reasonable rental value of the Demised Premises for the
same period, both discounted to present worth at the rate of twelve
(12%) percent per annum. If, before presentation of proof of such
liquidated damages to any court, commission or tribunal, the Demised
Premises of any part thereof shall have been re-let by LANDLORD for the
period which otherwise would have constituted the unexpired portion of
the term or any part thereof, the amount of rent reserved upon such re-
letting shall be deemed, prima facie, to be the fair and reasonable
rental value for the part or the whole of the Demised Premises so re-
let during the term of the re-letting.
4. LANDLORD may pursue any other remedy available to it at law or in
equity.
10. LIENS:
A. TENANT herein shall not have any authority to create any liens for
labor or material on LANDLORD's interest in the land, building or Demised
Premises. All materialmen, contractors, mechanics, and laborers, and all
persons contracting with TENANT, are hereby
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charged with notice that they must look only to TENANT and TENANT's interests in
the Demised Premises to secure any payment. At LANDLORD's request, TENANT agrees
to obtain and deliver to LANDLORD written and unconditional waivers and releases
of any such liens.
B. TENANT agrees that TENANT will pay charges of contractors,
subcontractors, mechanics, laborers, materialmen and other items of like
character incurred by TENANT with respect to the Demised Premises, and will
indemnify, defend and hold LANDLORD harmless from and against any and all
expenses, costs and charges, including bond premiums for release of liens and
reasonable attorney's fees incurred in connection with the defense of any suit
in discharging the said Demised Premises or any party thereof from any liens,
judgments or encumbrances caused or suffered by TENANT. In the event any such
lien shall be made or filed, TENANT shall bond against or discharge the same
within ten (10) days after the same has been made or filed. It is understood
and agreed between the parties hereto that the expenses, costs and charges
referred to above shall be considered as additional rent and shall be included
in any lien for rent.
11. INSURANCE:
A. TENANT agrees to maintain, at TENANT's sole cost and expense,
comprehensive general liability insurance in standard form in favor of LANDLORD
and TENANT against claims for bodily injury or death or property damage
occurring in or upon the Demised Premises, effective as of the date TENANT
enters into possession of the Demised Premises and throughout the term of this
lease. Such occurrence shall be in the amount of not less than one million
dollars ($1,000,000) for injury to one person in one accident, occurrence or
casualty, and not less than two million dollars ($2,000,000) for injuries to
more than one person in one accident, occurrence or casualty. TENANT shall also
carry property damage insurance in an amount of not less than fifty thousand
dollars ($50,000) for damage to property in any one occurrence. Any insurance
policies required hereunder shall name LANDLORD as an additional insured and
shall provide that they may not be modified or terminated without thirty (30)
days advance notice to LANDLORD. At or prior to possession, TENANT shall
furnish to LANDLORD evidence of such insurance coverage by way of either a copy
of the actual insurance policy and any amendments and endorsements thereto or a
certificate of insurance clearly evidencing each of the coverages and provisions
set forth in this section. Upon TENANT's default in obtaining or delivering the
policy or certificate for any such insurance or TENANT's failure to pay the
charges therefor, LANDLORD may, but shall not be obligated, to procure or pay
the charges for any such policies and charge the TENANT therefor as additional
rent.
B. TENANT shall not do anything, or permit anything to be done, in or
about the Demised Premises which shall:
1. Invalidate or be in conflict with the provisions of any fire or other
insurance policies covering the building or any property located
therein.
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2. Result in a refusal by fire insurance companies of good standing to
insure the building or any such property in amounts reasonably
satisfactory to LANDLORD.
3. Subject LANDLORD to any liability or responsibility for injury to any
person or property by reason of any business operation being conducted
in the Demised Premises.
4. Cause any increase in the fire insurance rates applicable to the
building or property located therein at the beginning of the Lease term
or at any time thereafter.
TENANT, at TENANT's expense, shall comply with all rules, regulations or
requirements of the applicable Board of Fire Underwriters, and the fire
insurance rating organizations and any similar bodies. TENANT shall pay all
costs, expenses, fines, penalties, or damages, which may be imposed upon
LANDLORD by reason of TENANT's failure to comply with the provisions of Section
B of clause 12 of this Lease and if, by reason of such failure, the fire
insurance shall at the beginning of this Lease or at any time thereafter be
higher than it otherwise would be, then TENANT shall reimburse LANDLORD, as
additional rent hereunder, for that portion of all fire insurance premiums
thereafter paid by LANDLORD which shall have been charged because of such
failure by TENANT.
12. SUBROGATION:
LANDLORD and TENANT and their respective successors or assigns hereby waive
any and all rights of action for negligence against the other party hereto which
may hereafter arise for damage to the Demised Premises or to property therein
resulting from any fire or other casualty of the kind covered by standard fire
insurance policies with extended coverage, regardless of whether or not, or in
what amounts, such insurance is now or hereunder carried by the parties hereto,
or either of them. The foregoing release and waiver shall be in force only if
both releasers' insurance policies contain a clause providing that such a
release or waiver shall not invalidate the insurance and also provided that such
a policy can be obtained without additional premiums.
13. COMPLIANCE:
A. TENANT shall, at its expense, comply with all Rules and Regulations
which may be adopted from time to time and with all laws, orders and regulations
of any governmental authority having or asserting jurisdiction in connection
with the Demised Premises or the use of occupancy thereof.
B. TENANT shall at no time use or occupy the Demised Premises in violation
of the certificate of occupancy issued for the Building or Demised Premises.
TENANT shall comply with all applicable building, zoning and land use codes and
ordinances throughout the term of this Lease.
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14. LANDLORD'S REPAIRS AND ALTERATIONS:
LANDLORD shall be responsible for all structural repairs to the Demised
Premises and all repairs and maintenance for all public areas and facilities,
except such repairs (whether structural or otherwise) and maintenance as may be
necessitated by the negligence, improper care or use of the Demised Premises and
public areas by TENANT, its agents, employees, licensees or invitees, which
shall be made by TENANT, at TENANT's expense, and except to the extent such
repairs may be recovered by any insurance which TENANT is required to maintain
hereunder.
15. TENANT'S REPAIRS AND ALTERATIONS:
A. TENANT shall take good care of the Demised Premises and, subject to the
provisions of clause 14 hereof, shall make as and when needed all repairs in and
about the Demised Premises necessary to preserve them in good order and
condition, which repairs shall be in quality and class equal to the original
work. Except in the event of condemnation, there shall be no allowance to
Tenant for a diminution of rental value and no liability on the part of LANDLORD
by reason of inconvenience, annoyance or injury to business arising from
LANDLORD, TENANT or others making any repairs, alterations, additions or
improvements in or to any portion of the building or the Demised Premises, or in
or to the fixtures, appurtenances or equipment thereof, and no liability upon
LANDLORD for failure of LANDLORD or others to make any repairs, alterations,
additions or improvements in or to any portion of the Building or of the Demised
Premises, or in or to the fixtures, appurtenances or equipment thereof. Any
repairs which Tenant may be required to carry out pursuant to the terms hereof
may, at LANDLORD's option, be made by LANDLORD at the expense of TENANT, and the
expenses thereof incurred by LANDLORD shall be collectible as additional rent
after the rendition of a xxxx or statement therefor.
B. TENANT shall make no alterations or improvements to the Demised
Premises without LANDLORD's prior written consent, which shall not be
unreasonably withheld. All installations or work done by or on behalf of TENANT
shall be done in a good and workmanlike manner and shall at all times comply
with all laws, rules, orders and regulations of all governmental authorities
having or asserting jurisdiction in all connection therewith; and with the rules
and regulations of LANDLORD. TENANT shall obtain, at its expense all necessary
governmental approvals and permits.
16. FIXTURES AND INSTALLATIONS:
All appurtenances, fixtures, improvements, additions and other property
attached to or built into the Demised Premises, whether by LANDLORD or TENANT or
others, and whether at LANDLORD's expense, or TENANT's expense, or the joint
expense of LANDLORD and TENANT, shall become and remain the property of
LANDLORD, and shall remain upon and be surrendered with the Demised Premises,
unless LANDLORD, by notice to TENANT no later than thirty (30) days prior to the
date fixed as the termination of this lease, elects to have them removed by
TENANT, in which event the same shall be removed by TENANT at TENANT's
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expense. Nothing in this clause shall be construed to prevent TENANT's removal
of trade fixtures but, upon removal of any such trade fixtures from the Demised
Premises or upon the removal of other installations as may be required by
LANDLORD, TENANT shall immediately, at its expense, repair and restore the
Demised Premises to the condition existing prior to installation and shall
repair any damage to the Demised Premises or the Building due to such removal.
All property permitted or required to be removed by TENANT at the end of the
term, which remains in the Demised Premises after TENANT's removal, shall be
deemed abandoned and may, at the election of LANDLORD, either be retained as
LANDLORD's property or may be removed from the Demised Premises at TENANT's
expense.
17. CONDEMNATION:
LANDLORD reserves unto itself, and TENANT assigns to LANDLORD, all right to
damages accruing on account of any taking or condemnation of any part of the
building, or by reason of any act of any public or quasi-public authority for
which damages are payable. TENANT agrees to execute such instruments or
assignments as may be required by LANDLORD, to join with LANDLORD in any
petition for the recovery of damages if requested by LANDLORD, and LANDLORD
agrees to turn over to TENANT its proportionate share of any such damages that
may be recovered in any such proceeding. LANDLORD does not reserve for itself,
and TENANT does not assign to LANDLORD, any damages payable for trade fixtures
installed by TENANT at its cost and expense and which are not part of the
realty, or any moving expense, relocation expense, or loss of business claim.
18. NOTICES:
All notices required or contemplated by this Lease shall be in writing and
shall be delivered in person or by special courier or by United States Certified
Mail, Return Receipt Requested, addressed to the party to whom such notice is
directed at the address as shown in this lease or such other address as either
LANDLORD or TENANT may designate as its new address for notice purposes. Any
such notice shall be deemed to have been rendered or given on the date when it
shall have been mailed as provided in this clause.
19. APPLICABLE LAW:
This lease is entered into in the State of Florida and shall be governed by
the applicable law of such State.
20. CERTIFICATES:
A. TENANT will, within 10 (ten) days of written request from LANDLORD,
certify in writing to LANDLORD's designee (i) whether or not the lease has been
modified or amended; (ii) the date to which rent has been paid; and (iii)
whether TENANT has any knowledge of LANDLORD's default hereunder.
B. LANDLORD will, within 10 (ten) days of written request from TENANT,
certify in writing to TENANT's designee (i) whether or not the Lease has been
modified or amended;
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(ii) the date to which rent has been paid; and (iii) whether LANDLORD has any
knowledge of TENANT's default hereunder.
21. EXPANSION OPTION:
LANDLORD hereby grants to TENANT the right of first refusal to lease the
space occupied on the second floor by Illustrated Properties Realty, Inc., known
as Suite 204 and consisting of 1,411 square feet, upon the expiry date of their
lease (January 15, 1997) or the agreed upon termination date of their lease,
whichever occurs first.
22. ENTIRE AGREEMENT:
This Lease contains the entire agreement between the parties. No oral or
written statement or representation shall be binding upon either party unless
expressly set forth in this Lease. This Lease may not be modified unless such
agreement is set forth in writing by LANDLORD and TENANT.
IN WITNESS WHEREOF, LANDLORD and TENANT have duly executed this agreement as of
the day and year first above written.
WITNESS: LANDLORD:
BOMBAY HOLDINGS, INC.
/s/ Xxxxxxx Xxxx /s/ Xxxxx X. Xxxxx
--------------------- -----------------------
P.C. Xxxxx
Chairman
WITNESS: TENANT:
FINANCIAL RATES, INC.
/s/ Xxxx X. Xxxx /s/ X. X. Xxxxx
--------------------- -----------------------
X. X. Xxxxx
President
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LEASE MODIFICATION
00000 X.X. XXXXXXX XXX
XXXXX XXXX XXXXX, XXXXXXX
2nd. FLOOR
---------------------------------------------
With reference to the above Lease dated May 1, 1994 wherein the parties
agreed to a five year lease on 5,358 square feet on the 2nd. floor from May 1,
1994 to April 30, 1999:
1. The parties agree to amend the terms of the lease as follows:
A. The size of the space shall be increased by 132 square feet to 5,490
square feet, effective September 1, 1994, as a result of Financial Rates, Inc.
leasing one additional office in the center of the North Wing, as indicated on
the attached floor plan, for the same Annual Base Rent and Additional Rent as is
contained in the original Lease.
2. Except as set forth in (1) above, all other terms and conditions of the
lease shall remain in full force and effect and otherwise be applicable to this
lease modification.
TENANT:
FINANCIAL RATES, INC.
BY: /s/ X.X. Xxxxx
----------------------------
TITLE: President
------------------------
DATED: 9/7/94
-------------------------
WITNESS: /s/ Xxxx X. Xxxx
-----------------------
LANDLORD:
BOMBAY HOLDINGS, INC.
BY: /s/ Xxxxxxx Xxxx
----------------------------
TITLE: Property Manager
-------------------------
DATED: 9/13/94
-------------------------
WITNESS /s/ Xxxx X. Xxxxxxx
------------------------
LEASE AGREEMENT
AMENDMENT
REFERENCE: Lease Agreement dated May 1, 1994, by and between BOMBAY
HOLDINGS, INC., Landlord, and FINANCIAL RATES, INC. (BANK RATE MONITOR, INC.),
Tenant, wherein the parties agreed to a five-year lease of Suite 205 of that
certain building and other improvements located in Palm Beach County, Florida,
at 00000 X.X. Xxxxxxx Xxx, Xxxxx Xxxx Xxxxx, Xxxxxxx.
1. The parties agree to amend the terms of the lease as follows:
A. The term of this lease is hereby amended from the expiration date of
April 30, 1999, to the expiration date of August 31, 2000. The Tenant's option
to extend the Lease term is hereby amended from an additional five (5) years to
an additional three (3) years.
2. Except as set forth in (1.) above, all other terms and conditions of
the lease shall remain in full force and effect and otherwise be applicable to
this lease modification.
DATED this 28th day of July, 1998.
TENANT:
BANK RATE MONITOR, INC.
BY: /s/ Xxxxx X. Xxxxxxx
-------------------------
TITLE: SVP
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LANDLORD:
BOMBAY HOLDINGS, INC.
BY: /s/ Xxxxx X. Xxxxx
-------------------------
TITLE: Chairman
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