AMENDED SUBLEASE
Exhibit 10.11
This Amended Sublease (“Amended Sublease”) is made this 25th day of October, 2006
by and between Cygni Capital LLC (formerly Mezzanine Associates LLC), a California limited
liability corporation with an address at 000 Xxxxxxx Xxxxxx Xx., Xxxxx 000, Xxxxxxx Xxxxx, XX
00000, (“Sublessor”), and Caneum, Inc., a Nevada corporation registered to do business in
California, with an address at 000 Xxxxxxx Xxxxxx Xx., Xxxxx 000, Xxxxxxx Xxxxx, XX 00000 (the
“Sublessee”).
RECITALS
| A. | Sublandlord, as Tenant, is leasing from The Irvine Company, (“Landlord”) those certain
premises located at 000 Xxxxxxx Xxxxxx Xxxxx, Xxxxxxx Xxxxx, Xxxxxxxxxx, specifically Suite
210 consisting of approximately 1,841 rentable square feet (“Premises”) pursuant to that
certain lease dated May 24th 2004, as amended (“Master Lease”), by and between THE
IRVINE COMPANY (“Landlord”), and Sublessor (“Tenant”). Subtenant acknowledges having received
and reviewed a copy of the Master Lease. Subtenant acknowledges having received and reviewed a
copy of the Master Lease. |
| B. | Sublandlord previously leased to Subtenant space in Suite 220, and Subtenant now desires to
move from the space at Suite 220 and lease the Premises consisting of approximately 1841
rentable square feet (the “Sublease Premises”) identified as Suite 210 as shown on Exhibit A
attached hereto, on the terms and conditions set forth in this Sublease. |
NOW, THEREFORE, the parties hereto agree as follows:
| 1. | PREMISES |
Sublandlord leases to Subtenant and Subtenant hires from Sublandlord the Sublease Premises,
together with the appurtenances thereto in an “as is” condition.
| 2. | INCORPORATION OF MASTER LEASE |
This Sublease is subject to all of the terms and conditions of the Master Lease and Subtenant
hereby accepts, assumes and agrees to perform all the obligations of Sublandlord as Tenant
under the Master Lease and all of the terms and conditions of this Sublease (with each
reference therein to Landlord and Tenant to be deemed to refer to Sublandlord and Subtenant,
respectively). Subtenant shall not commit or permit to be committed on the Sublease Premises
any act or omission which shall violate any term or condition of the Master Lease. In the
event of the termination for any reason of Sublandlord’s interest as Tenant under the Master
Lease, then this Sublease shall terminate therewith without any liability of Sublandlord to
Subtenant; except that if this Sublease terminates as a result of a default of one of the
parties hereto, whether under this Sublease, the Master Lease, or both, the defaulting party
shall be liable to the non-defaulting party for all direct damages suffered by the
non-defaulting party resulting from such termination. In no event shall either party be
liable to the other for any indirect, special, incidental, consequential or punitive damages,
including lost profits, which in any way arise out of or relate to this Sublease.
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| 3. | TERM |
The term of this Sublease shall be from November 1, 2006, for the remaining term as set forth
in the Master Lease, as amended (currently September 8, 2007).
| 4. | USE |
Subtenant shall use the Sublease Premises for general office and for no other purpose.
| 5. | RENTAL |
| (a) | Subtenant shall pay to Sublandlord as rent for the Sublease Premises, in advance,
on the first day of each calendar month of the term of this Sublease, without deduction,
offset, prior written notice or demand; in lawful money of the United States, the sum
outlined in paragraph 12 herein. If the commencement and/or termination date is not the
first day of the month, a prorated monthly installment shall be paid at the then current
rate for the fractional month during which the Sublease commences and/or terminates. |
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| (b) | Sublandlord acknowledgea the payment of a security deposit from Subtenant to
Landlord in the amount of $4,592.00. At the end of the term, Sublandord shall refund
only that protion of the deposit refunded to Sublandlord by Landlord pursuant to and
under the terms of the the Master Lease. |
| 6. | SURRENDER AT END OF TERM |
Subtenant agrees to surrender the Sublease Premises on expiration or earlier termination of
the term hereof, in good condition and repair, reasonable wear and tear excepted.
| 7. | PARKING |
All parking shall be subject to the terms and conditions of the master lease. Subtenant
shall contract and pay for parking stalls on an as needed basis subject to the terms and
conditions of the Master Lease.
| 8. | TENANT IMPROVEMENTS AND SIGNAGE |
Sublessor shall provide keys to the premises and repaint the suite to match existing.
Subtenant shall pay for building standard door and directory signage subject to the terms and
conditions of the lease.
| 9. | LANDLORD’S WRITTEN CONSENT |
This Sublease is conditioned upon and effective only upon obtaining the written consent of
Landlord.
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| 10. | NOTICES |
All notices and demands of any kind required to be given by Sublandlord or Subtenant
hereunder shall be in writing and shall be effective upon receipt.
| 11. | INSURANCE |
Insurance requirements pertaining to Sublandlord as Tenant under Exhibit D of the Master
Lease shall also apply to Subtenant.
| 12. | BASE RENT |
Subtenant shall pay to Sublandlord, or directly to Landlord, rent and other such costs as are
owed to Landlord under the Master Lease for the premises.
| 13. | SIGNAGE |
Subtenant will have signage outside office, at their own expense.
| 14. | OPERATING EXPENSES |
There shall be no operating expense pass throughs during the sublease term.
SubLandlord:
Cygni Capital LLC
A California Limited Liability Company
A California Limited Liability Company
| By: | /s/ Xxxx Chess Xxxxx |
SubTenant:
Caneum, Inc.
A Nevada Corporation
A Nevada Corporation
| By: | /s/ Xxxxxxx Xxxxx Mudan |
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