LEASE AGREEMENT
BETWEEN
AUSTIN DEVELOPMENT COMPANY
"Lessor/Landlord"
AND
Anything PC
"Lessee/Tenant"
LEASE INDEX
ITEMS PARAGRAPH NO.
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DEFINITIONS 1.
PREMISES AND TERM 2.
RENT 3.
OPERATING EXPENSE ADJUSTMENTS 4.
USE OF PREMISES 5.
ASSIGNMENT AND SUBLETTING 6.
ACCESS TO PREMISES 7.
LANDLORD'S SERVICES, 8.
ELECTRICAL OVERLOAD; STRUCTURAL OVERLOAD 9.
PARKING AREAS 10.
LEASEHOLD IMPROVEMENTS 11.
REPAIRS AND MAINTENANCE 12.
ALTERATIONS AND IMPROVEMENTS 13.
INDEMNITY 14.
DAMAGE BY FIRE OR THE ELEMENTS 15.
BUILDING RULES AND REGULATIONS 16.
EMINENT DOMAIN 17.
SIGNS AND ADVERTISING 18.
TENANTS DEFAULTS 19.
CONTRACTUAL LANDLORDS LIEN 20.
SUBORDINATION 21.
QUIET ENJO-Y MENT 22.
LAST MONTH'S RENT 23.
MECHANIC'S LIE14S 24.
FORCE MAJEURE 25.
SEVERABILITY 26.
HOLDING 27.
RELOCATION 28.
RENT A SEPARATE COVENANT 29.
JOINT AND SEVERAL LIABILITY; CHANGE IN BUSINESS
FORM 30.
ABSENCE OF OPTION 31.
CORPORATE TENANCY 32.
BROKERAGE COMMISSION 33.
LANDLORD'S DEFAULT 34.
NOTICES 35.
INSURANCE 36.
RECORDING 37.
STATUTORILY MANDATED NOTIFICATION 38.
XXX-XXXXXXXXXX 00.
HAZARDOUS MATERIALS 40.
ADA 41.
RENEWAL 42.
AMENDMENTS 43.
SIGNATURE PAGE
EXHIBIT(S)
LEGAL DESCRIPTION A
LANDLORD'S WORK B
BUILDING RULES AND REGULATIONS C
2
LEASE AGREEMENT
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THIS LEASE AGREEMENT ("Lease") is made this 20th day of January,
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1999, by and between the "Landlord" and the "Tenant' hereafter set forth.
WITNESSETH:
1. DEFINTIONS: In addition to the definitions contained elsewhere in this
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Lease, the following definitions shall apply:
(a)
Landlord: AUSTIN DEVELOPMENT COMPANY
Address: Xxxx Xxxxxx Xxx 00000
Xxxxx, Xxxxxxx 00000
(b)
Tenant: ANYTHING PC
Address: 0000 X. XXXXXXXXX XXXX.
Xxxxx 000
Xxxxx, Xxxxxxx 00000
(c) Premises: Suite No. 408 cons1sting of approximately 1,093 rentable
square feet (which the parties expressly agree are contained in the
Premises), on the attached Exhibit "B" expressly made a part hereof. The
Premises are located on the 4th floor of the structure, hereinafter called
the "Building", located at 0000 X. XXXXXXXXX XXXX., XXXXX, XXXXXXX 00000.
The parties expressly agree that there are 1,093 rentable square feet
within the Premises and 75,673 rentable square feet within the Building,
despite the fact that such figures may not be precise. For the purposes of
Items I (i), and 5, 11 and 15 of this Lease, the term "Building" includes
its appurtenances, and its parking facilities.
(d) "Use of Premises": General and Admin1strative
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(e) "Commencement Date": The later of February 1, 1999 ("the anticipated
Commencement Date"), or the date Landlord delivers to Tenant possession of
the Premises. If, however, Tenant takes possession of the Premises prior to
the anticipated Commencement Date, then the date Tenant so takes possession
shall be the Commencement Date.
(f) "Last Month's Rent": The sum of One thousand, two hundred and seventy
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five dollars and sixteen cents Dollars ($1,275.16). ($1,275.16 + 6.75% tax
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[$86.07 1 = $1,361.23). (Sales tax subject to change.)
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(g) "Term": Not less than 12 months commencing on the Commencement Date,
this Lease to end on the last day of the 12th calendar month after the
Commencement Date.
(h) "Rent": (See also Item 3.) Rent and all other sums payable by Tenant to
Landlord under this Lease, plus any applicable tax, shall be paid to
Landlord, without demand, recoupment, abatement deduction or offset, at its
office presently located at X.X. Xxx 00000, Xxxxx, Xxxxxxx 00000, or at
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such other place as Landlord may hereafter specify in writing.
Year Rate per RSf Annual Monthly Late Fee
(5%)
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YEAR 1 14.00 15,302. 00 1,275.16 $ 63.76
YEAR 2 $ - $ - $ -
YEAR 3 $ - $ - $ -
(i) "Base Year" means the calendar year in which the Lease commences.
(j) "Operating Expense Base Amount" means the operating expenses of the
Building, as defined at Item 4 hereof, in the Base Year of this Lease.
"Real Estate Tax Base Amount" means the total amount of real property taxes
on the Land and Building, as defined at Item 4 hereof, in the Base Year of
this Lease.
(k) "Proportionate Share": The net rentable area in the Premises (1,093
square feet) divided by the net rentable area in the Building (75,673
square feet), which equals .0144 percent.
3
If Tenant leases from Landlord any additional space in THE BUILDING
PURSUANT TO THE TERMS and PROVISIONS OF THIS Lease, then Tenant's
Proportionate Share shall be increased accordingly.
(l) "Additional Rent": As described in Item 3 of this Lease.
(m) "Land": Land shall mean real property described in Exhibit A.
(n) "Building": Building shall mean the improvements presently or hereafter
constructed on the Land.
2. PREMISES AND TERM. Landlord, in consideration of the Rent hereinafter
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reserved to be paid and of the covenants, conditions and agreements to be kept
and performed by Tenant, hereby leases, lets and demises to Tenant, and Tenant
hereby leases and hires from Landlord, that certain space called the Premises as
described above in Item 1, Section (c).
If Landlord, for any reason whatsoever, cannot deliver possession of the
Premises to Tenant on or before the anticipated Commencement Date, this Lease
shall not be void or voidable, nor shall Landlord be liable to Tenant for any
claim, loss or damage resulting therefrom, but, in that event there shall be an
abatement of Rent and Additional Rent covering the period between the
anticipated Commencement Date and the time when Landlord can so deliver
possession, the date when Landlord can so deliver possession being deemed to be
the "Commencement Date" (Commencement Date). The ending date of this Lease shall
be extended for not less than an identical period of time that transpired
between the anticipated Commencement Date and the date thereafter Landlord so
delivered possession (Commencement Date), it being the parties' intent that this
Lease have not less than a complete Term as described and contemplated in Item
1, Section (f) above. To this end, if the actual Commencement Date is a day
other than the first day of a particular month, the Term of this Lease shall not
expire until the last day of the last month of the proposed Term as described in
Item 1, Section (g). If the Commencement Date is other than the anticipated
Commencement Date, the parties representatives shall execute a letter amendment
to this Lease (which they are hereby authorized to do) whereby the Commencement
Date and expiration date of this Lease mill be specified; however, their failure
to do so shall have no effect on the other contents of this Lease, such
contemplated execution to be merely for clarification purposes. By occupying the
Premises, Tenant shall be conclusively deemed to have accepted the Premises as
complying fully with each, every, any and all of Landlord's covenants and
obligations with respect to the delivery thereof Tenant shall also have the
non-exclusive right to use the parking facilities appurtenant to the Building.
If, however, the Premises is not ready by February 1, 1999, either party may
terminate this Lease within ten (10) days thereof or upon written notice to the
other party.
3. RENT. Tenant convenants and agrees to pay without demand, recorpment,
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abatement, deduction or offset, to Landlord Rent (and Additional Rent) for the
Premises on or before the first (1st) day of the first (1st) full calendar month
of the Term hereof and on or before the first (1st) day of each and every
successive calendar month thereafter during the full Term of this Lease, subject
to the adjustments as provided hereinafter, along with any applicable tax, at
the current rate of six and three-quarters (6.75%) percent. In the event the
Commencement Date occurs on a day other than the first (1st) day of a calendar
month, the first Rent payment shall be in the amount of the Rent for one (1)
full calendar month, plus the prorated Rent for the calendar month in which the
Term of this Lease commences, such payment to be due on the Commencement Date.
Whenever under the terms of this Lease any sum of money is required to be
paid by Tenant in addition to the Rent herein reserved, whether or not such sum
is herein described as "Additional Rent", or a provision is made for the
collection of said sum as "Additional Rent" said sum shall nevertheless, at
Landlord's option, if not paid when due, be deemed Additional Rent, and shall be
collectible as such with the first installment of Rent thereafter falling due
hereunder. In the event any installment or increment of Rent or Additional Rent
payable under this Lease shall not be paid when due, a "late charge" of five
percent (51/6) of the amount overdue may be charged (as Additional Rent) by
Landlord for the purpose of defraying the expense and inconvenience incident to
handling such overdue payment and for the purpose of compensating Landlord for
its attendant inconvenience and loss of cash flow,
4. OPERATING EXPENSE ADJUSTMENTS. The Landlord and Tenant each acknowledge
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that the Rent specified in Item 3 of this Lease does not provide for increases
in operating expenses and real estate taxes in excess of the Base Year Amounts.
Accordingly, during the term of this Lease, and any extension(s) thereto,
beginning with the first calendar year subsequent to the Base Year, Tenant shall
pay to Landlord, as additional rent, its proportionate share of estimated
increases in operating expenses and real estate taxes over the Base Year
Amounts.
4
Commencing on January 1 of the calendar year following the Base Year and
continuing on the first day of each calendar month thereafter until the
expiration or other termination of this Lease, Tenant shall pay to Landlord, as
additional monthly rental, an amount equal to one-twelfth of the Tenant's
Proportionate Share of the amount by which budgeted operating expenses and real
estate taxes for the cuffcnt calendar year exceeds the Base Year Amounts. In the
event the amount of additional monthly rental collection hereunder for the
preceding twelve month period is less than the actual excesses for such year,
Tenant shall remit the balance thereof to the Landlord within five (5) days
after the receipt of such notice. In the event the amount of additional monthly
rental collection hereunder for the preceding twelve month period is greater
than the actual excesses for such period, Landlord shall remit the difference to
the Tenant accompanied by said notice.
The term "operating expenses" includes all expenses incurred by Landlord
with respect to the maintenance and operation of the Building of which the
leased "Premises" are a part, including, but not limited to, the following:
maintenance, repair and replacement costs; electricity, fuel, water, sewer, gas
and other utility charges; security, window washing and janitorial services;
trash; landscaping and pest control; management fees, wages and benefits payable
to employees of Landlord whose duties are directly connected with the operation
and maintenance of the Building; all services, supplies, repairs, replacements
or other expenses for maintaining and operating the Building or project
including parking and common areas; the cost, including interest, amortized over
its usefid life, of any capital improvements made to the Building by Landlord
after the date of this lease which is required under any governmental law or
regulation that was not applicable to the Building at the time it was
constructed; the cost, including interest, amortized over its useful life, of
installation of any device or other equipment for the purpose of improving
operating efficiency; all other expenses which would generally be regarded as
operating and maintenance expenses which would reasonably be amortized over a
period not to exceed five years; all insurance premiums Landlord is required to
pay or deems necessary to pay, including public liability insurance, with
respect to the Building. The term operating expenses does not include the
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following: repairs, restoration or other work occasioned by fire, wind, the
elements or other casualty; income and franchise taxes of Landlord; real estate
broker's commissions, attorney's fees, costs and disbursements and other
expenses incurred in connection with negotiations or disputes with Tenants,
other occupants; advertising expenses and expenses for the renovating of space
for new Tenants; interest or principal payments on any mortgage or other
indebtedness of Landlord; any depreciation allowance or expense; or operating
expenses which are the responsibility of Tenant.
The term "Taxes" means the aggregate amount of real property taxes and
assessments taxes, assessed, imposed, or levied by any lawful authority upon the
Land and the Building in any calendar year during the term of this Lease; and,
shall also include admin1strative costs and contingency fees paid to independent
consultants engaged to negotiate, on behalf of Landlord, assessments imposed by
applicable taxing authorities.
If Landlord, in its sole discretion in operating the Building, chooses to
install any energy or labor saving devices, equipment, fixtures or appliances to
or in the Building that otherwise might be considered a capital expenditure,
then Landlord may depreciate the cost of the equipment, device, appliance or
fixture into the Operating Expenses of the Building, including interest at a
reasonable rate, all according to generally accepted accounting principles
applied on a cons1stent basis.
5. USE OF PREMISES. The Premises shall be used by Tenant as described above in
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Item 1, Section (d), and for no other business or purpose whatsoever without the
prior written discretionary consent of Landlord. Tenant shall not do or permit
to be done in or about the Premises or Building, nor bring or keep or permit to
be brought or kept therein, anything which is prohibited by, or will in any way
conflict with, any law, statute, ordinance or governmental Me or regulation now
in force or which may hereafter be enacted or promulgated, or which is presently
or hereafter prohibited by any standard form of fire insurance policy or will
presently or hereafter in any way increase the ex1sting rate of or affect any
fire or other insurance upon the Building or any of its contents, or presently
or hereafter cause a cancellation of any insurance policy covering the Building
or any part thereof or any of its contents. Tenant shall not do or permit
anything to be done in or about the Premises or Building, which will presently
or hereafter in any way obstruct or interfere with the rights of other Tenants
of the Building, or injure or annoy them or use or allow to be used the Premises
or Building for any improper, immoral, unlawful or objectionable purpose (as
determined by Landlord); nor shall Tenant cause, maintain, or permit any
nuisance (as determined by Landlord or by law) in or about the Premises or
commit or suffer to be committed any waste in, on, or about the Premises or
Building. Tenant shall be responsible for all losses and damages to Landlord as
a result of Tenant's failure to use, occupy and surrender the Premises or
Building in strict accordance with the contents of this Lease, and such
responsibility shall survive the expiration or earlier termination of this
Lease. Tenant, at Tenant's expense, shall comply with all laws, rules, orders,
statutes, ordinances, directions, regulations and requirements of all federal,
state, county and municipal authorities pertaining to Tenant's use and occupancy
of the Premises or Building and with the recorded covenants,
5
conditions and restrictions pertaining thereto, regardless of when they become
effective or applicable, including, without limitation, all applicable federal,
state and local laws, regulations or ordinances pertaining to air and water
quality, Hazardous Materials, waste disposal, air emissions and other
environmental matters, all zoning and other land use matters, and with any
direction of any public officer or officials which shall impose any duty upon
Landlord or Tenant with respect to the use or occupation of the Premises. For
the purposes of this Item 5, the term "Tenant" includes Tenant's agents,
employees, principals, officers, successors, assigns, subtenants, invitees,
contractors and consultants.
6. ASSIGNMENT AND SUBLETTING. Tenant shall not assign the right of occupancy
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under this Lease, or any other interest therein, or sublet the Premises, or any
portion thereof without the prior written consent of Landlord, which the parties
agree may be withheld at Landlord's sole discretion. Tenant absolutely shall
have no right of assignment or subletting if it is, or has ever been, in default
of this Lease. If Landlord elects to grant its written consent to any proposed
assignment or sublease (whether by Tenant or by others claiming by or through
Tenant), Tenant or such others agree to pay Landlord an admin1strative fee in a
reasonable amount (but not less than $150.00), plus attorney's fees to process
and approve such assignment or sublease, and Landlord may prescribe the
substance and form of such assignment or sublease.
Notwithstanding any assignment of this Lease, or the subletting of the
Premises, or any portion thereof, Tenant shall continue to be fidly liable for
the performance of the terms, conditions and covenants of this Lease, including,
but not limited to, the payment of Rent and Additional Rent, This continuing
liability shall be absolute and unconditional and shall remain in full force and
effect without regard to, and shall not he released, discharged, diminished,
reduced or in any other way affected by; (a) any amendment or modification of,
or supplement to, this Lease or any further assignment or transfer thereof or
any further sublease pertaining thereto; or (b) any action taken or not taken by
Landlord against any assignee or subtenants; or (c) any agreement which modifies
any of the rights or obligations of the parties (or their respective successors)
under this Lease; or (d) any agreement which extends the time within which an
obligation under this Lease is to be performed; or (e) any waiver of the
performance of an obligation required under this Lease; or (f) any failure to
enforce any of the obligations set forth in this Lease. Consent by Landlord to
one or more assignments or sublettings shall not operate as a waiver of
Landlord's rights as to any subsequent assignments or sublettings. Landlord
shall have the additional option, which shall be exercised by providing Tenant
with written notice, of terminating Tenant's rights and obligations under this
Lease rather than permitting any assignment or subletting by Tenant, any
statement or implication in this Lease or at law to the contrary
notwithstanding.
If Landlord permits any assignment or subletting by Tenant and if the
monies (no matter how characterized) received as a result of such assignment or
subletting [when compared to the monies still payable by Tenant to Landlord]
should be greater than would have been received hereunder had not Landlord
permitted such assignment or subletting, then the excess shall be payable by
Tenant to Landlord, it being the parties' intention that Landlord, and not
Tenant, in consideration for Landlord's permitting such assignment or
subletting, shall be the party to receive any profit from any such assignment or
subletting. If there are one or more assignments or sublettings by Tenant to
which Landlord consents, then any and all extension options to be exercised
subsequent to the date of such assignment or subletting and all options to lease
additional space in the Building to be exercised subsequent to the date of such
assignment or subletting are absolutely waived and terminated at Landlord's sole
discretion, In the event of the transfer and assignment by Landlord of its
interest in this Lease and/or sale of the Building containing the Premises,
either of which it may do at its sole option, Landlord shall thereby be released
from any further obligations hereunder, and Tenant agrees to look solely to such
successor in interest of Landlord for performance of such obligations. The
provisions of Item 35 hereafter dealing with "Notices" shall be amended to
provide the correct names and addresses of the assignee or subtenant. if Tenant
is a partnership or corporation whose stock is not regularly traded on a bona
fide public exchange, and if any transfer, sale, pledge or other disposition of
a partnership interest or the common stock shall occur which changes the power
to vote the majority of interest in the partnership or of the outstanding
capital stock of the company, such action shall be considered an assignment
under the terms of this Lease. Any breach of this Item 6 by Tenant will
constitute an automatic default under the terms of this Lease, per Item 19
hereof
7. ACCESS TO THE PREMISES. Landlord or its authorized agent or agents shall have
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the right to enter upon the Premises at all reasonable times for the purposes of
inspecting the same, preventing waste, making such repairs as Landlord may
consider necessary (but without any obligation to do so except as expressly
provided for herein), and showing the Premises to prospective Tenants,
mortgagees and/or purchasers. If during the last month of the Term, Tenant shall
have removed all or substantially all of Tenant's property therefrom, Landlord
may immediately enter and alter, renovate and redecorate the Premises without
elimination or abatement of Rent or Additional Rent or incurring liability to
Tenant for
6
any compensation or offsets in Rent or Additional Rent and charges owed and such
acts shall have no effect upon this Lease.
8. LANDLORD'S SERVICES. Landlord shall, at its expense, famish the Premises
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with (i) electricity subject to Item 9 of this Lease; (ii) heat and air
conditioning during reasonable and usual business hours (exclusive of Saturday
afternoons, Sundays and nationally-recognized holidays) reasonably required for
the occupation of the Premises, such heat and air-conditioning to be provided by
utilizing the ex1sting Building systems, it being expressly understood and
agreed by the parties that Landlord specifically shall not be liable for any
losses or damages of any nature whatsoever incurred by Tenant due to any failure
of the equipment to function properly, or while it is being repaired, or due to
any governmental laws, regulations or restrictions pertaining to the furnishing
or use of such beat and air-conditioning; (iii) elevator service; (iv) lighting
replacement for customary fluorescent lighting provided by Landlord; (v) toilet
room supplies; (vi) daily janitor service during the time and in the manner that
such janitor service is customarily famished in first class office Buildings in
the metropolitan area where the Building is located; (vii) water; and (viii)
sewerage. The foregoing services are designated "Building Standard".
TENANT WILL PAY $ 8.00 PER HOUR PER FLOOR (THIS PRICE IS SUBJECT TO CHANGE)
FOR HVAC AFTER NORMAL BUSINESS HOURS WHICH ARE:
MONDAY THROUGH FRIDAY 8:00 a.m. -6:00 p.m.
Saturday 8:00 a.m. - 12:00 noon.
Tenant agrees that Landlord is only responsible for Building Standard
maintenance and Building Standard services. If other, more complete or specialty
services and maintenance (over Building Standard) are required, then Tenant
solely shall be and is responsible for same and for any and all expenses and
costs of any nature whatsoever associated with same. To this end, Tenant is and
shall be solely responsible for any expenses and costs of any nature whatsoever
associated with, among other things, maintaining upgraded Tenant improvements in
the Premises, replacing non-Building Standard lighting fixtures and bulbs in the
Premises, servicing, operating and maintaining any separate and non-Building
Standard HVAC systems and facilities serving the Premises, etc.
Landlord shall not be liable for any damages directly or indirectly or
consequentially resulting from, nor shall any Rent or Additional Rent herein set
forth be reduced or abated by reason of, (1) installation, use, or interruption
of use of any equipment in connection with the furnishing of any of the
foregoing services, or (2) failure to famish, or delay in furnishing, any such
services when such failure or delay is caused by accident or any condition
beyond the reasonable control of Landlord or by the making of necessary repairs
or improvements to the Premises or to the Building or because of any
governmental laws, regulations or restrictions. The temporary failure to furnish
any such services shall not be construed as an eviction of Tenant or relieve
Tenant from the duty of observing and performing each, every, any and all of the
provisions of this Lease.
9. ELECTRICAL OVERLOAD; STRUCTURAL OVERLOAD.
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A) Tenant's use of electrical services famished by Landlord shall be
subject to the following:
(1) Tenant's electrical equipment shall be restricted to that
equipment which individually does not have a rated capacity
greater than .5 kilowatts per hour and/or require voltage
other than 120/208 volts, single phase. Collectively,
Tenant's equipment shall not have an electrical design load
greater than an average of five (5) xxxxx per square foot
(including overhead lighting).
(2) Tenant's overhead lighting shall not have a design load
greater than an average of two (2) xxxxx per square foot.
(3) If Tenant's consumption of electrical services exceeds
either the rated capacities and/or design loads as per
subsections (1) and (2) above, then Tenant shall remove such
equipment and/or lighting to achieve compliance within ten
(10) days after receiving notice from Landlord. Or upon
receiving Landlord's prior written approval, such equipment
and/or lighting may remain in the Premises, subject to the
following:
(a) Tenant shall pay for all costs of installations and
maintenance of submeter, wiring, air-conditioning and
other items required by Landlord, in Landlord's
discretion, to accommodate Tenant's excess design loads
and capacities;
7
(b) Tenant shall pay to Landlord, upon demand, the cost of
the excess demand and consumption of electrical service
at rates determined by Landlord which shall be in
accordance with any applicable laws; and
(c) Landlord may, at its option, upon not less than thirty
(30) days' prior written notice to Tenant discontinue
the availability of such extraordinary utility service.
If Landlord gives any such notice, Tenant will contract
directly with the public utility for the supplying of
such utility service to the Premises.
B) Tenant shall not place a load upon any floor of the Premises
exceeding 50 pounds per square foot which such floor was designed to carry and
which may be allowed by law. Landlord reserves the right to prescribe the weight
and position of all heavy equipment and similar items, and to prescribe the
reinforcing necessary, if any, which in the opinion of Landlord may be required
under the circumstances, such reinforcing to be at Tenant's pre-paid expense.
10. PARKING AREAS. Landlord shall keep and maintain in good condition
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parking areas that may be provided. Landlord reserves the right to control the
method, manner and time of parking in parking spaces. Landlord shall not be
responsible at all, any statement or implication elsewhere in this Lease to the
contrary notwithstanding, for the security of the parking areas provided
pursuant to this Lease. Any and all parking charges payable by Tenant, whether
to Landlord or to Landlord's designate(s), shall be Additional Rent;
furthermore, if Tenant fails to pay duly, fully and timely such parking charges,
Landlord [or its designate(s)] may discontinue, without notice to Tenant (or
anyone else), the availability of the parking space(s) the subject of such
parking charges, no matter by whom such parking spaces are or were being
utilized or are in the future to be utilized, anything to the contrary elsewhere
in this Lease notwithstanding.
11. LEASEHOLD EYIPROVEMENTS. The Premises are rented "as is" without any
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additional services or improvements to be rendered by Landlord, other than those
services described in Item 8 and such other services or improvements as may be
described in Exhibit "B" attached hereto and expressly made a part hereof. If
Landlord is to additionally alter, remodel, improve, or do any physical act or
thing to the space as presently constituted or as described in Exhibit "B", same
shall be at the sole expense of Tenant and shall be affected only by a "Work
Order" signed by the parties. In the absence of a "Work Order" signed by the
parties, Landlord is under no obligation to make any such alteration, remodeling
or improvement or do any physical act or thing to the space.
Any and all extraordinary (as so determined by Landlord at its sole
discretion) expenses and costs of any nature whatsoever attributable to the
installation, maintenance and/or removal of telephone equipment, computer
equipment and the like shall be borne solely by Tenant.
12. REPAIRS AND MAINTENANCE. Landlord will, at its own cost and expense,
--------------------------
except as may be provided elsewhere herein, make necessary repairs of damage to
the Building corridors, lobby, structural members of the Building, and equipment
used to provide the Building Standard services referred to in Item 8, unless any
such damage is caused by acts or omissions of Tenant, its agents customers,
employees, principals, contractors, consultants, assigns, subterrants or
invitees, in which event Tenant will bear the cost of such repairs. Tenant will
allow no maintenance or repairs to be done in, on, to or about the Premises
other than by a licensed contractor (such term to include all degrees and levels
of subcontractors) approved by Landlord in writing prior to any such maintenance
or repairs being undertaken. Landlord shall be entitled to require such
contractor to be bonded and insured in such amounts and with such companies as
Landlord may in its discretion prescribe. Tenant will not injure the Premises or
the Building but will maintain the Premises in a clean, attractive, condition
and in good repair, except as to damage to be repaired by Landlord as provided
above. Upon termination of this Lease, Tenant will surrender and deliver the
Premises to Landlord in the same condition in which they ex1sted at the
commencement of this Lease, excepting only ordinary wear and tear and damage
arising from any cause not required to be repaired by Tenant, or Landlord
approved alterations and improvements. This Item 12 shall not apply in the case
of damage or destruction by fire or other casualty which is covered by insurance
maintained by Landlord on the Building (as to which Item 15 hereof shall apply)
or damage resulting from an Eminent Domain taking (as to which Item 17 hereof
shall apply).
13. ALTERATIONS AND IMPROVEMENTS. Tenant absolutely shall not make any
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alterations, additions or improvements to or in the Building outside the
Premises. Furthermore, Tenant shall make no alterations or improvements
(including additions) to or in the Premises without the prior written approval
of Landlord, unless in each instance and for each such alteration or
improvement, Landlord or a contractor approved by Landlord is hired to do such
alterations or improvements. Such approval shall not be unreasonably withheld in
the case of alterations or improvements to the interior of the Premises if such
8
alterations or improvements are normal for the use described in Item 1 (d) of
this Lease, do not adversely affect utility of the Premises for future Tenants,
do not alter the exterior of the Building, and are accompanied by insurance
satisfactory to Landlord and by prepayment or bond provisions or waivers by the
contractor in form satisfactory to Landlord sufficient to protect the Building
from claims of lien of any sort; otherwise, such approval may be withheld for
any reason whatsoever. Furthermore, such alterations or improvements absolutely
shall not affect the mechanical, plumbing, electrical and HVAC systems in the
Premises or the Building and shall not be of a structural nature. Tenant shall
conduct its work in such a manner as to maintain harmonious labor relations and
as not to interfere with the operation of the Building and shall, prior to the
commencement of the work, submit to Landlord copies of all necessary permits.
Landlord reserves the right to have final approval of the contractors hired by
Tenant. All such contractors hired by Tenant shall be, at levels and coverage's
prescribed by Landlord, licensed, bonded and insured, and Landlord may require
evidence of same, which Tenant agrees to secure and provide Landlord prior to
the commencement of any work by such contractors. All alterations or
improvements, whether temporary or permanent in character, made in or upon the
Premises, either by Landlord or Tenant, shall be Landlord's property and at the
end of the term hereof shall remain in or upon the Premises without compensation
to Tenant. If , however, Landlord shall request in writing, Tenant will, prior
to expiration or earlier termination of this Lease, remove any and all
alterations, and improvements placed or installed by Tenant in the Premises, and
will repair any damage caused by such removal. All of Tenant's furniture,
movable trade fixtures and equipment not attached to the Building may be removed
by Tenant at the expiration of this Lease, if Tenant so elects, and shall be so
removed, if required by Landlord, and, if not so removed, shall, at the option
of Landlord, become the property of Landlord. To the extent Tenant makes any
alterations or improvements and/or to the extent Landlord on behalf of Tenant
under an "Extra Work Agreement" makes such alterations or improvements, and as a
result thereof it can be determined that thereupon was caused an increase in
real estate taxes or insurance premiums, then Tenant shall be responsible for
reimbursing Landlord for such increases as Landlord may pay.
14. INDEMNITY. Landlord shall not be liable for, and Tenant will indemnify
----------
and save Landlord (and Landlord's officers, principals, agents, employees and
insurers) harmless of and from, each, every, and all fines, suits, damages,
claims, demands, losses and actions (including attorney's fees) for any injury
to person or damage to or loss of property on or about the Premises and Building
caused by the negligence or misconduct or breach of this Lease by Tenant, its
employees, agents, principals, contractors, consultants, assigns, subtenants,
invitees or by any other person entering the Premises or the Building under
express or implied invitation of Tenant, or arising out of Tenant's use of the
Premises. Landlord absolutely shall not be liable or responsible for any loss or
damage to any property or the death or injury to any person occasioned by theft,
crime (of any nature whatsoever), fire, act of God, public enemy, injunction,
riot, strike, insurrection, war, court order, requisition of governmental body
or authority, by other Tenants of the Building or by any other matter beyond the
absolute control of Landlord, or for any injury or damage or inconvenience which
may arise through repair or alteration of any part of the Building, or failure
to make repairs, or from any cause whatsoever except Landlord's negligence or
intentional act. It is specifically understood and agreed that there shall be no
personal liability on Landlord (nor on Landlord's officers, principals, agents
and employees) with respect to any of the covenants, conditions or provisions of
this Lease; in the event of a breach or default by Landlord of any of its
obligations under this Lease, Tenant shall look solely to the equity of Landlord
in the Building for the satisfaction of any and all of Tenant's right and
remedies.
15. DAMAGE BY FIRE OR THE ELEMENTS. In the event that the Building is
-------------------------------
totally destroyed by fire, tornado or other casualty, or in the event the
Premises or Building is so damaged that, within Landlord's discretion,
rebuilding or repairs cannot be completed within one hundred eighty (180) days
after the date of such damage, Landlord, within sixty (60) days of the casualty,
shall give Tenant written notice of the estimated time for completion or of
Landlord's intent not to repair. In such event, either Landlord or Tenant may,
at its option, by written notice to the other given not more than thirty (30)
days after the date of such fire or other casualty, terminate this Lease. In
such event, the Rent and Additional Rent shall be abated during the unexpired
portion of this Lease effective with the date of such fire or other casualty.
In the event the Building or the Premises are damaged by fire, tornado, or
other casualty covered by Landlord's insurance but only to such extent that
rebuilding or repairs can be completed within one hundred eighty (180) days
after the date of such damage, or if the damage should be more serious but
neither Landlord nor Tenant elects to terminate this Lease, then Landlord shall,
within thirty (30) days after the date of such damage or such election, commence
to rebuild or repair the Building and/or the Premises and shall proceed with
reasonable diligence to restore the Building and/or the Premises to
substantially the same condition in which it/they was/were immediately prior to
the happening of the casualty, except that Landlord shall not be required to
rebuild, repair or replace any part of the furniture, equipment, fixtures and
other improvements which may have been placed by Tenant or other Tenants or
9
occupants within the Building or Premises. Landlord shall, unless such damage is
deemed by Landlord to be the result of the negligence or willful misconduct of
Tenant or Tenant's employees, agents, principals, contractors, consultants,
assigns, subtenants or invitees, allow Tenant a fair diminution of Rent and
Additional Rent during the time of such rebuilding or repairs. In the event any
mortgagee, or the holder of any deed of trust, security agreement or mortgage on
the Building, requires that the insurance proceeds be used to retire the
mortgage debt, Landlord shall have no obligation to rebuild and this Lease shall
terminate upon notice to Tenant. Any insurance which may be carried by Landlord
or by Tenant against loss or damage to the Premises or its contents shall be for
the sole benefit of the party carrying such insurance and under its sole
control.
16. BUILDING RULES AND REGULATIONS. Tenant shall faithfully observe and
----------------------------------
comply with the Rules and Regulations printed on or annexed to (and expressly
made a part of) this Lease and all reasonable modifications of and additions
thereto from time to time put into effect by Landlord. Landlord shall not be
responsible to Tenant for the nonperformance of any of said Rules and
Regulations by any other Tenant, occupant, invitee or visitor of the Building.
Tenant shall and does hereby have an affirmative obligation (to include
indemnification of Landlord, per Item 14 hereof) to notify its agents,
employees, principals, assigns, subtenants and invitees of the contents of such
Rules and Regulations and of this Lease and to assure their compliance
therewith.
17. EMINENT DOMAIN. If the whole or a portion of the Building is taken for
---------------
any public or quasi-public use under any statute or by right of Eminent Domain
or private purchase in lieu thereof, then at Landlord's option, but not
otherwise, this Lease, the Term hereby demised and each, every, any and all
rights of Tenant hereunder shall immediately cease and terminate and the Rent
and Additional Rent shall be adjusted as of the date of such termination. Tenant
shall be entitled to no part of the award made for such condemnation (or other
taking) or the purchase price thereof. Nevertheless, anything to the contrary
notwithstanding, likewise at Landlord's option, but not otherwise, if the
Premises are unaffected by such condemnation (or other taking), then this Lease
and each and every one of its provisions shall continue in full force and
effect.
18. SIGNS AND ADVERTISING. Without the prior written approval of Landlord,
-----------------------
which may be withheld at Landlord's discretion, Tenant shall not permit the
painting or display of any signs, placard, lettering, or advertising material of
any kind on or near the exterior of the Premises or the Building.
Notwithstanding the foregoing, Tenant may, with Landlord's prior approval,
display Tenant's name on or near the entrance to the Premises, in a
Building-standard manner prescribed by Landlord.
19. TENANT'S DEFAULT. The happening, of any one or more of the following
------------------
events, shall constitute a default hereunder:
a) Tenant's failure to pay the Rent, Additional Rent, or any other sums (no
matter how characterized) payable hereunder for a period of three (3) days
after written notice by Landlord;
b) Tenant's failure to observe, keep or perform any of the other terms,
covenants, agreements or conditions of this Lease or in the Building Rules
and Regulations for a period of ten (10) days after written notice by
Landlord:
c) The insolvency of Tenant;
d) Tenant's making an assignment for the benefit of creditors;
e) A receiver or trustee being appointed for Tenant or a substantial portion
of Tenant's assets;
f) Tenant's voluntarily petitioning for relief under, or otherwise seeking the
benefit of, any bankruptcy, reorganization, arrangement or insolvency law;
g) Tenant's deserting, vacating or abandoning any portion of the Premises or
attempting to mortgage, pledge or otherwise encumber in any way its
interest hereunder;
h) Tenant's interest under this Lease being sold under execution or other
legal process;
i) Tenant's interest under this Lease being affected, modified or altered by
any unauthorized assignment or subletting or by operation of law;
j) Any of the goods or chattels of Tenant used in, or incident to, the
operation of Tenant's business at, from or in the Premises being seized,
sequestered, or impounded by virtue of, or under authority of, any legal
proceeding;
10
k) If Tenant shall be late in the payment of any sums due hereunder as rent or
additional rent three (3) times in any twelve month period;
1) Tenant's failure to operate continuously during normal business hours from
the Premises in a fully-staffed, fully-equipped manner and/or as
contemplated by Item I (d) of this Lease; or
m) Tenant's failure to take occupancy of the Premises when same is tendered by
Landlord to Tenant; or
n) Any attempted assignment or subletting of this Lease without Landlord's
written consent.
In the event of any of the foregoing happenings, Landlord, at its election,
may exercise any one or more of the following options, the exercise of any of
which shall not be deemed to preclude the exercise of any others herein l1sted
or otherwise provided or permitted by statute or general law at the same time or
in subsequent times or actions (all of which are cumulative):
1. Terminate Tenant's rights to possession under this Lease and re-enter
and retake possession of the Premises and relet or attempt to relet
the Premises on behalf of Tenant at such rent and under such terms and
conditions as Landlord may deem best under the circumstances for the
purpose of reducing Tenant's liability. Landlord shall not be deemed
to have thereby accepted a surrender of the Premises, and Tenant shall
remain fully liable for any and all Rent, Additional Rent, or other
sums (no matter how characterized) due under this Lease and for all
damages suffered by Landlord because of Tenant's breach of any of the
covenants of this Lease,
2. Declare this Lease to be terminated and ended, and re-enter upon and
take possession of the Premises whereupon all right, title and
interest of Tenant in the Premises shall end.
3. Accelerate and declare the entire remaining unpaid Rent and Additional
Rent for the balance of this Lease to be immediately due and payable
forthwith, and may at once, take legal action to recover and collect
the same.
No re-entry or retaking possession of the Premises by Landlord shall be
construed as an election on its part to terminate this Lease, unless a specific
written notice of such intention is given to Tenant, nor shall pursuit of any
remedy herein provided constitute a forfeiture or waiver of any Rent, Additional
Rent or other monies due to Landlord hereunder or of any damages accruing to
Landlord by reason of the violations of any of the terms, provisions and
covenants herein contained. Landlord's acceptance of Rent or Additional Rent or
other monies following any event of default hereunder shall not be construed as
Landlord's waiver of such event of default. No forbearance by Landlord of action
upon any violation or breach of any of the terms, provisions, and covenants
herein contained shall be deemed or construed to constitute a waiver of the
terms, provisions, and covenants herein contained. Forbearance by Landlord to
enforce one or more of the remedies herein provided upon an event of default
shall not be deemed or construed to constitute a waiver of any other violation
or default. Legal actions to recover for loss or damage that Landlord may suffer
by reason of termination of this Lease or the deficiency from any reletting as
provided for above shall include the expense of repossession or reletting and
any repairs or remodeling undertaken by Landlord following repossession.
THE PARTIES HERETO SHALL, AND THEY HEREBY DO, WAIVE TRIAL BY JURY IN ANY
ACTION, PROCEEDING, OR COUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES HERETO
AGAINST THE OTHER ON ACCOUNT OF ANY MATTERS WHATSOEVER ARISING OUT OF, OR IN ANY
WAY CONNECTED, WITH THIS LEASE, THE RELATIONSHIP OF LANDLORD AND TENANT,
TENANT'S USE OR OCCUPANCY OF THE PREMISES AND/OR BUILDING, AND/OR CLAIM OF LOSS,
INJURY OR DAMAGE. THE COVENANTS CONTAINED HEREIN ARE INDEPENDENT. In the event
Landlord commences any proceeding to enforce this Lease or the Landlord/Tenant
relationship between the parties or for nonpayment of Rent, Additional Rent or
other monies due Landlord from Tenant under this Lease, Tenant will not
interpose any counterclaim of whatever nature or description in any such
proceedings. In the event Tenant must, because of applicable court rules,
interpose any counterclaim or other claim against Landlord in such proceedings,
Landlord and Tenant covenant and agree that, in addition to any other lawful
remedy of Landlord, upon motion of Landlord, such counterclaim or other claim
asserted by Tenant shall be severed out of the proceedings instituted by
Landlord (and, if necessary, transferred to a court of different jurisdiction),
and the proceedings instituted by Landlord may proceed to final judgment
separately and apart from and without consolidation with or reference to the
status of each counterclaim or any other claim asserted by Tenant.
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The parties hereto agree that any and all suits for any and every breach of
this Lease shall be instituted and maintained only in those courts of competent
jurisdiction in the county or municipality in which the Building is located and
Tenant, hereby submits to the jurisdiction of Florida courts. In the event of
litigation by and between the parties [or their respective successor(s)] to
enforce the terms and provisions of this Lease, the prevailing party shall be
entitled to recover from the non-prevailing party the prevailing party's
reasonable attorney's fees and court costs, all through final appeal.
Time is of the essence of this Lease; and in case Tenant shall NI to
perform the covenants and obligations on its part to be performed at the time
fixed for the performance of such respective covenants and obligations by the
provisions of this Lease, Landlord may declare Tenant to be in default of such
Lease.
20. CONTRACTUAL LANDLORD'S LIEN. Landlord shall have, at all times, a valid
---------------------------
security interest to secure payment of all Rent Additional Rent and other sums
of money becoming due hereunder from Tenant, and to secure payment of any
damages or loss which Landlord may suffer by reason of the breach by Tenant of
any covenant, agreement or condition contained herein, upon all goods, wares,
equipment, fixtures, furniture, improvements and other personal property of
Tenant presently or which may hereinafter be situated in the Premises, and all
proceeds therefrom, and such property shall not be removed therefrom without
consent of Landlord until all arrearages in Rent and Additional Rent as well as
any and all other sums of money then due to Landlord hereunder, shall first have
been paid and discharged and all of the covenants, agreements, and conditions
hereof have been fully complied with and performed by Tenant. In consideration
of this Lease, upon the occurrence of an event of default by Tenant, Landlord
may, in addition to any other remedies provided herein, enter upon the Premises
and take possession of any and all goods, wares, equipment, fixtures, furniture,
improvements, and other personal property of Tenant situated on or in the
Premises, without liability for trespass or conversion, and sell the same at
public or private sale, with or without having such property at the sale, after
giving Tenant reasonable notice of the time and place of any public sale or of
the time after which any private sale is to be made, at which sale Landlord or
its assigns may purchase unless otherwise prohibited by law. Unless otherwise
provided by law, and without intending to exclude any other manner of giving
Tenant reasonable notice, the requirement of reasonable notice shall be met if
such notice is given in the manner prescribed in Item 35 dealing with "Notices"
in this Lease at least five (5) days before the time of sale. The proceeds from
any such disposition, less any and all expenses connected with the taking of
possession, holding and selling of the property (including reasonable attorney's
fees and other expenses), shall be applied as a credit against the indebtedness
secured by the security interest granted in this Item 20. Any surplus shall be
paid to Tenant or as otherwise required by law, and Tenant shall pay any
deficiencies forthwith. Upon request by Landlord, Tenant agrees to execute and
deliver to Landlord a financing statement in form sufficient to perfect the
security interest of Landlord in the aforementioned property and proceeds
thereof under the provisions of the Uniform Commercial Code then in force in the
State of Florida.
21. SUBORDINATION. In consideration of the execution of this Lease by
--------------
Landlord, Tenant accepts this Lease subject to any deeds of conveyance and any
deeds of trust, master leases, security interests or mortgages and all renewals,
modifications, extensions, spreads, consolidations and replacements of the
foregoing which might now or hereafter constitute a lien upon the Building (or
the land upon which it is situated) or improvements therein or thereon or upon
the Premises and to zoning ordinances and other Building and fire ordinances and
governmental regulations relating to the use of the property (hereinafter
collectively referred to as a "superior interest". Although no instrument or act
on the part of Tenant shall be necessary to effectuate such subordination,
Tenant shall, nevertheless, for the purpose of confirmation, at any time
hereafter, on demand in the form(s) prescribed by Landlord, execute any
instruments, estoppel certificates, releases or other documents that may be
requested or required by any purchaser or any holder of any superior interest
for the purpose of subjecting and subordinating this Lease to such deed of
conveyance or to the lien of any such deed of trust, master lease, security
interest, mortgage, or superior interest. Tenant hereby appoints Landlord
attorney-in-fact, irrevocably, to execute and deliver any such instrument or
document for Tenant should Tenant fail or refuse to do so.
22. OUIET ENJOYMENT. Provided Tenant has fully, duly and timely performed
----------------
all of the terms, covenants, agreements and conditions of this Lease on its part
to be performed, including the payment of Rent, Additional Rent and all other
sums due hereunder, Tenant shall peaceably and quietly hold and enjoy the
Premises, except as described in Item 21 above, against Landlord and all persons
claiming by, through or tinder Landlord, for the Term (as may be extended)
herein described, subject to the provisions and conditions of this Lease.
23. LAST MONTH'S RENT. Upon Tenant's execution of this Lease, Tenant shall
-----------------
prepay the last month's rent including sales tax for the leased Premises, to the
Landlord. Consequently, should there be any rental increases, sales tax
increases or expansions during Tenant's tenancy of the premises, Tenant
12
FURTHER AGREES TO PAY LANDLORD a supplemental amount to equal the TOTAL LAST
MONTH'S RENT INCLUDING sales tax.
24. MECHANICIS LIENS. Tenant is prohibited from making, and agrees not to
------------------
make, alterations in the Premises, except as permitted by Item 13, and Tenant
shall not permit any mechanic's lien or liens to be placed upon the Premises or
the Building or improvements thereon during the Term (as may be extended) hereof
caused by or resulting from any work performed, materials furnished or
obligation incurred by or at the request of Tenant, and in the case of the
filing of any such lien, Tenant will promptly pay or statutorily bond same. if
default in payment or statutory bonding thereof shall continue for ten (10) days
after written notice thereof from Landlord to Tenant, Landlord shall have the
right and privilege, at Landlord's option, of paying the same or any portion
thereof without inquiry as to the validity thereof, and any amounts so paid,
including expenses, interest, and attorney's fees, shall be so much additional
indebtedness hereunder due from Tenant to Landlord and shall be repaid to
Landlord immediately on rendition of a xxxx therefor, together with interest per
annum at the maximum rate permitted by law until repaid, and if not so paid
within ten (10) days of the rendition of such xxxx, shall constitute default
under Item 19 hereof,
The interest of Landlord shall not be subject to liens for improvements
made by Tenant in or to the Premises or the Building. Tenant shall notify every
contractor making such improvements of the provision set forth in the
immediately preceding sentence of this paragraph. The parties agree, should
Landlord so request, to execute, acknowledge and deliver without charge to the
other a Memorandum of Lease in recordable form containing a confirmation that
the interest of Landlord (as well as those parties holding interests superior
to, or inferior to, Landlord) shall not be subject to liens for improvements
made by Tenant to the Premises or the Building.
25. FORCE MAJEURE. Whenever a period of time is herein prescribed for action
--------------
to be taken by Landlord, Landlord shall not be liable or responsible for, and
there shall be excluded from the computation for any such period of time, any
delays due to strikes, riots, acts of God, shortages of labor or material,
theft, crime, fire, public enemy, injunction, insurrection, court order,
requisition of governmental body or authority, war, governmental laws,
regulations or restrictions or any other causes of any kind whatsoever which are
beyond the absolute control of Landlord.
26. SEVERABMITY. If any clause or provision of this Lease is illegal,
------------
invalid or unenforceable under present or future laws effective during the Term
(as may be extended) of this Lease, then and in that event, it is the intention
of the parties hereto that the remainder of this Lease shall not be affected
thereby.
27. HOLDING OVER. The failure of Tenant to surrender the Premises on the
-------------
date provided herein for the expiration of the Term (as may have been
theretofore extended) of this Lease (or at the time this Lease may be terminated
otherwise by Landlord), and the subsequent holding over by Tenant, with or
without the consent of Landlord, shall result in the creation of a tenancy at
will at double the Rent payable at the time of the date provided herein for the
expiration of this Lease or at the time this Lease may be terminated otherwise
by Landlord. This provision does not give Tenant any right to hold over at the
expiration of the Term (as may have been heretofore extended) of this Lease, and
shall not be deemed, the parties agree, to be a renewal of the Lease Term (as
may have been heretofore extended), either by operation of law or otherwise.
28. RELOCATION. If the premises cons1st of less than two thousand five
-----------
hundred (2,500) square feet, Landlord may at any time during the Term (as may be
extended) of this Lease relocate Tenant and substitute for the Premises other
space (which would then become the "Premises" for the purpose of this Lease) in
the Building or any other nearby Austin managed building of similar quality. The
parties expressly agree that Landlord shall pay the reasonable physical moving
costs of such relocation, but shall not be responsible for any other losses,
expenses, costs, damage or injuries of any nature whatsoever. Tenant's new space
shall be comparable to the Premises hereby leased. Tenant shall relocate within
thirty (30) days (or such additional time as Landlord may direct) of Landlord's
written notice to Tenant that Tenant do so. Tenant's failure to relocate timely
shall be a Default (see Item 19 of this Lease), no curative notice of any nature
(after the expiration of such 30 day or additional period) to be due Tenant from
Landlord. Upon such a Default by Tenant, Landlord shall have all the rights and
remedies described in said Item 19.
29. RENT SEPARATE COVENANT. Tenant shall not for any reason withhold or
-------------------------
reduce Tenant's required payments of Rent, Additional Rent and other charges
provided in the Lease, it being expressly understood and agreed contractually by
the parties that the payment of Rent and Additional Rent is a contractual
covenant by Tenant that is independent of the other covenants of the parties
under this Lease.
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30. JOINT AND SEVERAL LIABELITY; CHANGE IN BUSINESS FORM. If two or
----------------------------------------------------------
more individuals, corporations, partnerships, or other business associations (or
any combination of two or more thereof) shall sign this Lease as Tenant, the
liability of each such individual, corporation, partnership or other business
association to pay Rent and Additional Rent and perform all other obligations
hereunder shall be deemed to be joint and several. In like manner, if Tenant is
a partnership or other business association, the members of which are, by virtue
of statute or general law, subject to personal liability, the liability of each
such member shall be joint and several. Tenant may not and shall not change or
convert its business form and/or composition in any way whatsoever without
Landlord's prior, written and solely discretionary consent.
31. ABSENCE OF OPTION. The submission of this Lease for examination does
-------------------
not constitute a reservation of or option for the Premises, and this Lease
becomes effective only upon execution and delivery thereof by Landlord.
32. CORPORATE TENANCY. If Tenant is a corporation, the undersigned officer
------------------
of Tenant hereby warrants and certifies to Landlord that Tenant is a corporation
in good standing and is authorized to do business in the State of Florida. The
undersigned officer of Tenant hereby further warrants and certifies to Landlord
that he or she, as such officer, is authorized and empowered to bind the
corporation to the terms of this Lease by his or her signature thereto.
Landlord, before it accepts and delivers this Lease, may require Tenant to
supply it with a certified copy of the corporate resolution authorizing the
execution of this Lease by Tenant. If Tenant is a corporation (other than one
whose shares are regularly and publicly traded on a recognized stock exchange),
Tenant represents that the ownership and power to vote its entire outstanding
capital stock belongs to and is vested in the officer or officers executing this
Lease or members of his, her or their immediate family. If there shall occur any
change in the ownership of and/or power to vote the majority of the outstanding
capital stock of Tenant, whether such change of ownership is by sale,
assignment, bequest, inheritance, operation of law or otherwise, without the
prior written discretionary consent of Landlord, then Landlord shall have the
option to terminate this Lease upon thirty (30) days' written notice to Tenant
so stating; furthermore, Tenant shall have an affirmative obligation to notify
immediately Landlord of any such change.
33. BROKERAGE COMMISSION. Tenant warrants that there are no claims for
----------------------
broker's commissions or finder's fees in connection with its execution of this
Lease and agrees to indemnify and save Landlord completely harmless from any
liability that may arise from such claim, including reasonable attorney's fees.
34. LANDLORD'S DEFAULT. Landlord shall in no event be charged with default
-------------------
in the performance of any of its obligations under this Lease unless and until
Landlord shall have failed to perform such obligations within ten (10) days (or
within such additional time as is reasonably required to remedy any such
default) after written notice to Landlord by Tenant properly specifying and
detailing the particulars of wherein and whereby Tenant claims Landlord has
failed to perform any such obligations. If the holder of record of the first
mortgage covering the Premises shall have given prior written notice to Tenant
that it is the holder of such first mortgage and such notice includes the
address at which notices to such mortgagee are to be sent, then Tenant shall
give such mortgagees notice simultaneously with any notice given to Landlord to
correct any default of Landlord as herein above provided. Such mortgagee shall
have the right within thirty (30) days (or within such additional time as is
reasonably required to correct any such default) after receipt of such notice to
correct or remedy such default before Tenant may take any action under this
Lease by reason of such default. Any notice of default given Landlord by Tenant
shall be null and void unless simultaneous notice has been given by Tenant to
said first mortgagee, It is specifically understood and agreed, anything in this
Lease to the contrary notwithstanding, that there shall be no personal liability
on Landlord (nor on Landlord's officers, principals, agents and employees) with
respect to any of the covenants, conditions or provisions of this Lease; in the
event of a breach or default by Landlord of any of its obligations under this
Lease; Tenant shall look solely to the equity of Landlord in the Building for
the satisfaction of Tenant's remedies, and in absolutely no event shall Landlord
be liable for prospective profits or special, indirect, or consequential
damages. Likewise, anything in this Lease to the contrary notwithstanding, in no
event shall Tenant have the right to terminate this Lease as a result of any
default by Landlord, but rather, Tenant's remedies against Landlord shall be
solely limited to a claim for damages and/or a claim for injunction.
35. NOTICES. Any notice or document required or permitted to be delivered
-------
hereunder shall be deemed to be delivered or given when (a) actually received or
(b) signed for or "refused" as indicated on the postal service return receipt.
Delivery shall and must be by personal delivery or by United States mail,
postage prepaid, certified or reg1stered mail, addressed to the parties hereto
at the respective address set out opposite their names below, or at such other
address as they may hereafter specify by written notice delivered in accordance
herewith:
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LANDLORD: AUSTIN DEVELOPMENT COMPANY
XXXX XXXXXX XXX 00000
XXXXX, XXXXXXX 00000
TENANT: ANYTHING PC
0000 X. XXXXXXXXX XXXX.
XXXXX 000
XXXXX, XXXXXXX 00000
36. INSURANCE. Tenant shall not conduct or permit to be conducted any activity,
----------
or place any equipment, materials or other items in, on or about the Premises or
the Building, which will in any way increase the rate of fire or liability or
casualty insurance on the Building. Should Tenant fail to comply with the
foregoing covenant on its part to be performed, Tenant shall reimburse Landlord
for such increased amount upon written demand therefor from Landlord, the same
to be considered Additional Rent payable hereunder.
Tenant shall, at Tenant's sole expense, obtain and keep in force at all
times during the Term (as may be extended) of this Lease comprehensive general
liability insurance, including property damage, on an occurrence basis, with
limits of not less than One Million Dollars ($1,000,000.00) combined single
limit, insuring Landlord and Tenant against any liability arising out of the
ownership, use, occupancy or maintenance of the Premises and all areas
appurtenant thereto, with Landlord named as an additional insured. The limit of
said insurance shall not, however, limit the liability of Tenant hereunder.
Tenant may carry said insurance under a blanket policy, provided an endorsement
naming Landlord as an additional insured is attached thereto. Tenant shall
furnish Landlord with a Certificate of Insurance, confirming that Landlord has
been named as an additional insured and providing for written notice to Landlord
in the event of any change or termination in the maintenance of such insurance.
Tenant shall maintain insurance upon all property in the Premises owned by
Tenant or for which Tenant is legally liable, Tenant shall maintain insurance
against such other perils and in such amounts as Landlord may in writing from
time to time require. The insurance required to be obtained and maintained under
this Lease shall be with a company or companies licensed to issue the relevant
insurance and licensed to do business in the State of Florida. Such insurance
company or companies shall each have a policyholder's rating of no less that "A"
in the most recent edition of Best's Insurance Report. No policy shall be
------------------------
cancel-able or subject to reduction of coverage except after thirty (30) days'
prior written notice to Landlord. All policies of insurance maintained by Tenant
shall be in a form, and shall have a substance, acceptable to Landlord with
satisfactory evidence that all premiums have been paid. Tenant agrees not to
violate or permit to be violated any of the conditions of provisions of the
insurance policies required to be furnished hereunder, and agrees to promptly
notify Landlord of any fire, loss or other casualty. If Tenant fails to procure
and maintain insurance as required hereunder, Landlord may do so, and Tenant
shall, on written demand, as Additional Rent, reimburse Landlord for all monies
expended by Landlord to procure and maintain such insurance within five (5) days
of the receipt of such demand.
Tenant hereby waives and releases Landlord of and from any and all
liabilities, claims and losses for which Landlord is or may be held liable to
the extent Tenant receives or is entitled to receive insurance proceeds on
account thereof.
Upon Landlord's written request for same, Tenant will provide Landlord with
written evidence of Tenant's compliance with its obligations under this Item 36.
37. RECORDING. This Lease shall not be recorded without Landlord's prior
written discretionary
consent.
38. STATUTORILY MANDATED NOTIFICATION. As required by F.S. 404.056(8),
------------------------------------
Landlord hereby notifies Tenant as follows: "RADON GAS: Radon is a naturally
occurring radioactive gas that, when it has accumulated in a Building in
sufficient quantities, may present health risks to persons who arc exposed to it
over time. Levels of radon that exceed federal and state guidelines have been
found in Buildings in Florida. Additional information regarding radon and radon
testing may be obtained from your county public health unit."
39. NON-DISCLOSURE. Tenant agrees that it will not divulge or disclose to
--------------
third parties the terms, provisions and conditions of this Lease. Tenant's
breach of this Item 39 shall constitute a Default tinder Item 19 of this Lease,
no curative notice to Tenant from Landlord being required.
15
40. HAZARDOUS MATERIALS. Tenant shall not cause or permit any Hazardous
--------------------
Materials (as hereinafter defined) to be brought upon, kept or used in or about
the Premises or the Building by Tenant, its agents, PRINCIPALS, EMPLOYEES,
assigns, subtenants, contractors, consultants or invitees without prior written
consent of Landlord, which consent may be withheld for any reason whatsoever or
for no reason at all. If Tenant breaches the obligations stated in the
immediately preceding sentence, or if the presence of Hazardous Material on the
Premises or around the Building caused or permitted by Tenant (or the aforesaid
others) results in contamination of the Premises or the Building or the
surrounding area(s), or if contamination of the Premises or the Building or the
surrounding area(s) by Hazardous Material otherwise occurs for which Tenant is
legally, actually or factually liable or responsible to Landlord (or any party
claiming by, through or under Landlord) for damages, losses, costs or expenses
resulting therefrom, then Tenant shall fully and completely indemnify, defend
and hold harmless Landlord (or any party claiming by, through or under Landlord)
from any and all claims, judgments, damages, penalties, fines, costs,
liabilities or losses [including, without limitation: (i) diminution in the
value of the Premises and/or the Building and/or the land on which the Building
is located and/or any adjoining area(s) which Landlord owns or in which it holds
a property interest; (ii) damages for the loss or restriction on use of rentable
or usable space of any amenity of the Premises, the Building or the land on
which the Building is located; (iii) damages arising from any adverse impact on
marketing of space; and (iv) any sums paid in settlement of claims, attorney's
fees, consultants' fees and expert fees] which arise during or after the Term of
this Lease, as may be extended, as a consequence of such contamination. This
indemnification of Landlord by Tenant includes, without limitations, costs
incurred in connection with any investigation of site conditions or any
clean-up, remedial, removal or restoration work required by any federal, state
or local governmental agency or political subdivision because of Hazardous
Material present in the soil or ground water on or under the Premises or the
Building. Without limiting the foregoing, if the presence of any Hazardous
Material on, under or about the Premises, the Building or the surrounding
area(s) caused or permitted by Tenant (or the aforesaid others) results in any
contamination of the Premises, the Building or the surrounding area(s), Tenant
shall immediately take all actions at its sole expense as are necessary or
appropriate to return the Premises, the Building and the surrounding area(s) to
the condition ex1sting prior to the introduction of any such Hazardous Material
thereto; provided that Landlord's prior written discretionary approval of such
actions by Tenant shall be first obtained. The foregoing obligations and
responsibilities of Tenant shall survive the expiration or earlier termination
of this Lease.
As used herein, the term "Hazardous Material" means any hazardous or toxic
substance, material or waste, including, but not limited to, those substances,
materials, and wastes l1sted in the United States Department of Transportation
Hazardous Materials Table (49 CFR 172.101) or by the Environmental Protection
Agency as hazardous substances (40 CFR Part 302) and amendments thereto, or such
substances, materials and wastes that are or become regulated under any
applicable local, state or federal law. "Hazardous Material" includes any and
all material or substances which are defined as "hazardous waste", "extremely
hazardous waste" or a "hazardous substance' pursuant to state, federal or local
governmental law. "Hazardous Substance' includes, but is not restricted to
asbestos, polychlorobiphenyls ("PCB's") and petroleum.
Landlord and its agents shall have the right, but not the duty, to inspect
the Premises at any time and from time to time to determine whether Tenant is
complying with the terms of this Item 40. If Tenant is not in compliance with
this Item 40, Landlord shall have the right to immediately enter upon the
Premises to remedy any contamination caused by Tenant's failure so to comply,
notwithstanding any other provision of this Lease. Landlord shall use its best
efforts to minimize interference with Tenant's business, but shall not be liable
for any interference caused thereby.
Tenant shall not (either with or without negligence) cause or permit the
escape, disposal or release of any biologically or chemically active or other
hazardous substances, or materials. Tenant shall not allow the storage or use of
such substances or materials in any manner not sanctioned by law or by the
highest standards prevailing in the industry for the storage and use of such
substances or materials, nor allow to be brought into the Project any such
materials or substances except to use in the ordinary course of Tenant's
business, and then only after written notice is given to Landlord of the
identity of such substances or materials. Without limitation, hazardous
substances and materials shall include those described in the Comprehensive
Environmental Response, Compensation and Liability Act of 1980, as amended, 42
U.S.C. Section 9601 et seq., any applicable state or local laws and the
regulations adopted under these acts. If any lender or governmental agency shall
ever require testing to ascertain whether or not there has been any release of
hazardous materials, then the reasonable costs thereof shall be reimbursed by
Tenant to Landlord upon demand as additional charges if such requirement applies
to the Premises. In addition, Tenant shall execute affidavits, representations
and the like from time to time at Landlord's request concerning Tenant's best
knowledge and belief regarding the presence of hazardous substances or materials
on the Premises. In all events, Tenant shall indemnify Landlord in the manner
elsewhere provided in this lease from any release of hazardous materials on the
Premises occurring while
16
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Tenant is in possession, or elsewhere if caused by Tenant or persons acting
under Tenant. The within covenants shall survive the expiration or earlier
termination of the lease term.
Any non-compliance by Tenant with its duties, responsibilities and
obligations tinder this Item 40 shall be an "automatic" (no notice of any nature
from Landlord to Tenant being required) default of this Lease (see Item 19).
41. NOTICE TO OWNERS, PROSPECTIVE TENANTS AND BUYERS OF REAL PROPERTY
------------------------------------------------------------------------
REGARDING "THE AMERICANS WITH DISABILITIES ACT". Please be advised that a Tenant
------------------------------------------------
of real property may he subject to the Americans With Disabilities Act (the
ADA), a Federal law codified at 42 USC Section 12101 et seq. Among other
requirements of the ADA that could apply to your property, Title III of the ADA
requires Tenants of "public accommodations" to remove barriers to allow access
by disabled persons and provide auxiliary aids and services for hearing, vision
or speech impaired persons by January 26, 1992. The regulations under Title III
of the ADA are codified at 28 CFR Part 36.
We recommend that you and your attorney review the ADA and the regulations,
and, if appropriate, your lease, to determine if this law could apply to you,
and the nature of the requirements. These are legal issues. You are responsible
for conducting your own independent investigation of these issues. The Landlord
cannot give you legal advice on these issues.
Please acknowledge your receipt of this notice by signing and dating it below.
RECEIVED ON: , 19
------------------------- --------
SIGNATURE: -----------------------------------------
PRINTED NAME: ------------------------------------
42. RENEWAL. Provided that no default is then ex1sting or continuing in the
-------
performance of any of the terms or covenants of this Lease, Landlord hereby
grants Tenant the option of renewing and extending flie term of this Lease for
one additional term of N/A year(s), commencing at midnight on the expiration of
the initial term of this Lease, upon such terms and conditions as are mutually
agreed upon in writing by the parties hereto. In the event Landlord and Tenant
are unable to reach a mutual written agreement as to all such terms and
conditions prior to the expiration of the initial term of this Lease, the Option
herein granted shall be deemed null and void. The renewal option herein granted
shall be exercised by notifying Lessor in writing at least ninety (90) days
prior to the expiration of the initial term of this Lease.
43. AMENDMENTS. This Lease contains the entire agreement between the parties
----------
hereto and may not be altered, changed or amended, except by written instrument
signed by both parties hereto. No provision of this Lease shall be deemed to
have been waived by Landlord unless such waiver is in writing signed by Landlord
and addressed to Tenant, nor shall any custom or practice which may grow up
between the parties in the admin1stration of the provisions hereof be constmed
to waive or lessen the right of Landlord to ins1st upon the performance by
Tenant in strict accordance with the terms hereof. The terms, provisions,
covenants, and conditions contained in this Lease shall apply to, inure or the
benefit of, and be binding upon the parties hereto, and upon their respective
successors in interest and legal representative, except as otherwise herein
expressly provided.
The parties each acknowledge that they have thoroughly read and understand
this Lease (to include its Exhibits and attachments) in its entirety, that they
are completely familiar with each, every, any and all of the terms, covenants,
provisions and conditions set forth therein and that there are no other
representations, promises, covenants, assurances, conditions, statements,
understandings, warranties or agreements (collectively, "Representatione')
concerning this Lease which do not appear in writing therein. This Lease
supersedes and revokes all previous negotiations, arrangements, letters of
intent, offers to lease, lease proposals, brochures, Representations, and
information or data conveyed, whether oral or in writing, between the parties
and/or their respective representatives or any other person(s) purporting to
represent either Landlord or Tenant. Each party acknowledges that it has not
been induced to enter into this Lease by any Representations not expressly set
forth herein. The parties further acknowledge that the terms and provisions
contained within this Lease have been fully, freely and fairly negotiated by and
between them.
IN WITNESS WHEREOF, the parties, either for themselves or by and through
their undersigned, duly-authorizcd representatives, have executed this Lease for
the purpose therein expressed.
17
Signed, sealed and delivered
in the presence of: TENANT:
ANYTHING PC
/s/ By: Xxxxxx X. Xxxxxxx
------------------- ------------------------
Witness
Name: /s/ Xxxxxx X. Xxxxxxx
------------------------
/s/ Xxxxx Pendoch Title: Director
------------------- ---------------------
Witness
LANDLORD:
AUSTIN DEVELOPMMENT COMPANY
/s/ Xxxxx Pendoch By: /s/ Xxxxxx X. Xxxxxx
------------------- ------------------------
Witness
Name: Xxxxxx X. Xxxxxx
/s/
-------------------
Witness Title: ---------------------
18
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EXHIBIT "A"
AUSTIN DEVELOPMENT COMPANY - NATIONS BANK
TRACT BEG 30 FT W AND 495.37 FT N OF SE COR OF E MILLAGE 21.54290
1/2 OF W 1/2 OF SE 1/4 AND RUN N 210 FT W 585.94 MAP NO. 39-F
FT S 210 FT TO PT 490 FT N OF S BDRY AND E 585.83 SEC TWP-S RGE-E
FT TO BEG 17 29 18
19
EXHIBIT "B"
Tenant accepts space in "as is" condition, except for the following items which
the Landlord will provide at Landlord's sole expense:
-Shampoo the carpet
[DIAGRAM XX XXXXX XXXX (XXXXXXXX)
XXXXX 000, XXXX BLDG.]
20
EXHIBIT "C"
RULES AND REGULATIONS
The following Building Rules and Regulations have been adopted by the Landlord
for the care, protection and benefit of the Premises, the Building, and the Land
and for the general comfort and welfare of all Tenants. The use of the word
"Premises" in this Exhibit C shall be deemed to mean Premises, Building and
Land.
1. Any sign, lettering, picture, notice, or advertisement installed within
Tenant's Premises (including but not limited to Tenant Identification signs
on doors to the Premises) which is visible outside of the Premises shall be
installed in such manner, character and style as Landlord may approve in
writing. No sign, lettering, picture, notice or advertisement shall be
placed on any outside window or in any position so as to be visible from
outside the Building or from any atrium or lobbies of the Building.
2. The sidewalks, entrances, passages, halls, elevators and stairways shall
not be obstructed by Tenant or used by Tenant for any purpose other than
for ingress and egress to and from the Building and Tenant's Premises.
3. Restroom facilities, water fountains, and other water apparatus shall not
be used for any purpose other than those for which they were constructed.
4. Landlord reserves the right to designate the time when freight, furniture,
goods, merchandise and other articles may be brought into, moved or taken
from Tenant's Premises or the Building.
5. Tenant shall not put additional locks or latches upon any door without the
written consent of Landlord. Any and all locks so added on any door shall
remain for the benefit of Landlord, and the keys to such locks shall be
delivered to Landlord by and from Tenant. The Landlord shall be provided
the means of opening any safes, cabinets or vaults left in the premises.
6, Landlord shall not be liable for injuries, damage, theft, or other loss, to
persons or property that may occur upon, or near any parking areas that may
be provided by Landlord. Tenant, its agents, employees, and invitees are to
use same at their own risk. The driveways, entrances, and exits upon, into
and from such parking areas shall not be obstructed by TenanL Tenant's
employees, agents, guests, or invitees; provided, however, Landlord shall
not be responsible or liable for failure of any person to observe this
rule. Tenant, its employees, agents or guests and/or invitees shall not
park in space(s) that may be reserved for others, including "Handicapped
Parking" and/or spaces marked "Tow Zone' or "No Parking". Landlord will use
its discretion to tow away a car that violates any parking rule, at the car
owner's/driver's expense.
7. It is expressly understood and agreed that any item of any nature
whatsoever placed in Common Areas (i.e., hallways, restrooms, elevators,
parking garage, storage areas and equipment rooms) are placed at the
Tenant's sole risk and Landlord assumes no responsibility whatsoever for
any loss or damage as regards same.
8. Tenant assumes full responsibility for protecting its space from theft,
robbery and pilferage, which includes keeping doors locked and other means
of entry to the Premises closed and secured unless left unlocked by
janitorial service personnel or Building maintenance people.
9. Tenant shall not make noises, cause d1sturbances, create vibrations, odors
or noxious fumes or use or operate any electrical or electronic devices or
other devices that emit sound, waves or are dangerous to other Tenants and
occupants of flie Building or that would interfere with the operation of
any device or equipment or radio or television broadcasting or receptions
from or within the Building or elsewhere, or with the operation of roads or
highways in the vicinity of the Building and shall not place or install any
projections, antennae, aerials or similar devices inside or outside of the
Premises.
10. Tenant shall not install in the Premises any heavyweight equipment or
fixtures or permit any concentration of excessive weight in any portion
thereof without first having obtained Landlord's written consent.
11. Landlord reserves the right at all times to exclude newsboys, loiterers,
vendors, solicitors, and peddlers from the Building and to require
reg1stration or satisfactory identification or credentials from
21
all persons seeking access to any part of the Building outside ordinary
business hours. Landlord will exercise its best judgment in the execution
of such control but will not be liable for the granting or refusal of such
access.
12. Tenant shall not install nor operate machinery or any mechanical devices or
a nature not directly related to Tenant's ordinary use of the Premises
without the written permission of Landlord.
13. In no event shall any person bring into the Building inflammables such as
gasoline, naphtha and benzene, or explosives or firearms. If by any reason
of the failure of Tenant to comply with the provisions of this paragraph,
any insurance premium payable by Landlord for all or any part of the
Building shall at any time be increased above normal insurance premiums for
insurance not covering the items aforesaid, Landlord shall require Tenant
to make immediate payment for the whole or the increased insurance premium.
14. Tenant shall comply with all applicable federal, state and municipal laws,
ordinances and regulations and Building rules, and shall not directly or
indirectly make any use of the Premises which may be prohibited thereby or
which shall be dangerous to person or property.
15. Tenant shall not:
a) Use the Premises for lodging, manufacturing or for any immoral or
illegal purposes.
b) Use the Premises to engage in the manufacture or sale of, or permit the
use of, any spirituous, fermented, intoxicating or alcoholic beverages on
the Premises.
c) Use the Premises to engage in the manufacture or sale of, or permit the
use of, any illegal drugs on the Premises.
16. If Tenant desires signal, communication, alarm or other utility or service
connection installed or changed, the same shall be made at the expense of
Tenant, with approval and under direction of Landlord.
17. Landlord shall ftimish a reasonable number of door keys to Tenant's
Premises and/or the Building which shall be surrendered on termination or
expiration of the Lease. Further, Tenant shall not alter the locks or
effect any substitution of such locks as are presently being used in
Tenant's Premises or the Building.
18. All installations in the Common Telephone/Efcctrical Equipment Rooms shall
be limited to terminal boards and connections. All other electrical
equipment must be installed within Tenant's Premises.
19. Tenant, or the employees, agents, servants, visitors or licensees of Tenant
shall not at any time or place, leave or discard any rubbish, paper,
articles, or objects of any kind whatsoever outside the doors of the
Premises or in the corridors or passageways of the Building. No animals or
birds shall be brought or kept in or about the Building.
20. Tenant shall cooperate and participate in all security programs affecting
the Building.
21. Landlord shall have the right to limit or control the number and format of
l1stings on the main Building directory.
22. In the event Landlord allows one or more Tenants in the Building to do any
act prohibited herein, Landlord shall not be precluded from denying any
other Tenant the right to do any such act.
23. Tenant shall not waste electricity or water and agrees to cooperate fully
with Landlord to assure the most effective operation of the Building's
heating and air conditioning and shall refrain from attempting to adjust
any controls. Tenant shall keep public corridor doors closed.
24. Landlord reserves the right at all times to exclude the general public from
the Building upon such days and at such hours as in Landlord's sole
judgment will be in the best interest of the Building and its Tenants.
25. If the Premises are furnished with carpeting, Tenant shall provide a
Plexiglas or comparable carpet protection mat for each desk chair
customarily used by Tenant. Fore default or melessncss in these respects,
Tenant shall pay Landlord the cost of repairing or replacing said carpet,
in whole or in part, as Additional Rent when, in Landlord's sole judgment,
such repair or replacement is necessary.
22
26. Landlord shall have the right to prohibit any advertising by Tenant which,
in Landlord's opinion, tends to impair the reputation of the Building or
its desirability for offices, and, upon written notice from Landlord,
Tenant will refrain from or discontinue such advertising.
27. Tenant shall not xxxx, paint, drill into, or in any way deface any part of
the Building or the Premises. No boring, driving of nails or screws,
cutting or stringing of wires shall be permitted, except with the prior
written consent of Landlord, and as Landlord may direct. Tenant shall not
install any resilient tile or similar floor coveting in the Premises except
with the prior approval of Landlord. The use of cement or other similar
adhesive material is expressly prohibited,
28. No animals are permitted on the Premises with the exception of those used
to aid handicapped persons.
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