Exhibit 10.14
FIVE YEAR LEASE AGREEMENT
This agreement will confirm our understanding between Sound Floor Coverings,
Inc. ("Owner") and Pivot Rules, Inc., a New York corporation (hereinafter
referred to as "Pivot"), with respect to Pivot's right to use the facility at
00000 Xxxxxxx Xxxxxx Xxxxx, Xxxxxxx, XX 00000 (Beginning at the southeast
corner of said lot 13; thence north 11o23'50" east along the east line of said
lot 13, a distance of 25.58 feet to the true point of beginning; thence north
78o36'10" west parallel to said south line of lot 13 a distance of 511.04 feet
to the west boundary of lot 13; thence along the west boundary of said lots 13
and 14 with the following bearings and distances: north 43o17'00" east 71.16
feet; thence north 34o05'00" each 99.00 feet; thence north 26o27'00" east 98.00
feet; thence north 20o26'00" east 100.00 feet; thence north 15o42'00" east
99.00 feet; thence north 11o32'00" east 100.00 feet; thence north 09o15'00"
east 97.00 feet; thence north 10o51'00" east 82.00 feet; thence leaving said
west boundary south 78o36'10" east a distance of 390.87 feet to the west margin
of Olympic Avenue South produced north; thence south 11o23'50" west along said
west margin produced north a distance of 723.10 feet to the true point of
beginning.), approximately 18,000 square feet of space ("Property") as more
specifically set forth below:
1. "Owner" hereby grants to "Pivot" and its employees permission to
enter upon and use the "Property" for the purpose of warehousing.
2. This lease shall run for a five (5) year term commencing September 1,
1994, running through August 31, 1999.
(a) Commencing September 1, 1994, and monthly thereafter for five (5)
years, "Pivot" shall deliver and set-up the product on the
"Property".
3. The consideration to be paid "Owner" in connection with "Pivot's" use
of the "Property" shall be Five Thousand Two Hundred Twenty Dollars
($5,220.00) per month including triple net expenses for 3 years; and
Five Thousand Seven Hundred Sixty Dollars ($5,760.00) per month
including triple net expenses through month 60. Rent shall be due and
payable on the First of Every Month.
(a) In Addition, a security deposit of Five Thousand Two Hundred
Twenty Dollars ($5,220.00) will be paid on September 1, 1994. This
security deposit is to be returned to "Pivot" within 5 days of
"Pivot's" vacating premises at the
termination of this lease, provided property is left in same
condition as received; except for ordinary and reasonable wear and
tear.
4. Tenant Improvements: All tenant improvements requested by the tenant
will be mutually agreed upon between the tenant and the landlord. The
tenant improvement costs will be paid by the tenant.
5. Tenant shall have a one-time-only cancellation provision in this
lease such that on January 1, 1995, they may give notice of intent to
cancel this lease as of March 1, 1995 with a penalty of the
unamortized leasing commissions ($12,960.00) and tenant improvements
(if any).
6. "Pivot" shall not make any material changes in or about the
"Property" without the prior written consent of the "Owner", and
shall leave the "Property" and parking lot in as good order and
condition as when received.
7. "Pivot's" use of the "Property" shall not interfere with the coming
and going of the "Owner" or Owner's tenants or employees who may or
may not occupy a portion of the premise. Likewise, "Owner" and
Owner's tenants or employees shall not interfere with "Pivot's" use
of the "Property" in connection with "Pivot's" activities.
8. "Pivot" agrees to indemnify and hold "Owner" harmless from any and
all loss and/or liabilities incurred by "Owner", including attorney's
fees and costs for defense, as a result of or arising out of
"Pivot's" use of the premises. "Pivot" represents that it has a
policy of General Liability and Property Damage insurance in the
amount of at least One Million Dollars ($1,000,000) for each
occurrence and that it will have "Owner" named as an additional
insured on said policy, and that "Owner" will be provided with a
certified copy of such policy prior to September 1, 1994.
9. Both "Owner" and "Pivot" agree to release and relieve each other, and
waive our entire right of recovery against the other for
consequential loss or damage arising out of or incident to the perils
covered by the Liability and Property Damage Insurance carried by
each party, whether due to the negligence of either of us or our
respective agents, employees, contractors, and/or invitees. The only
damages that either of us will be able to recover are for direct
out-of-pocket actual loss.
10. "Pivot" will obtain all permits required by the city of Tukwila,
Washington, if any, in connection with the use of the "Property". If
"Pivot" is unable to obtain permits, this Lease will be terminated
and "Pivot" shall be obligated to pay "Owner" that portion of the
consideration accrued, based on the prorated daily
share computed through the date of such cancellation or termination
and "Owner" shall refund to "Pivot" the balance of any advance
consideration paid.
11. "Pivot" shall comply and abide by all local laws, regulations,
covenants and restrictions of record now in effect, which relate to
the "Property" and the occupation and use by "Pivot" of the
"Property". "Pivot" further agrees that it shall conduct its business
in a lawful manner and shall not use or permit the use of the
"Property" in any manner which will violate the law or any such
regulation.
12. "Owner" shall not be entitled to any sum rights or consideration in
connection with this agreement except as specifically provided for
herein.
13. If either party named herein brings an action to enforce the terms
hereof declared hereunder, the prevailing party in such action,
trial or appeal thereof, shall be entitled to its reasonable
outside attorney's fees to be paid by the losing party as fixed
by the court in the same or separate suit, and whether or not
such action is pursued to decision or judgment. The
provisions of this paragraph shall inure to the benefit of
the party who seeks to enforce a right hereunder. The
attorney's fee award shall not be computed in accordance
with any court fee schedule, but shall be as to fully
reimburse all reasonable outside attorney's fees in good
faith. Prevailing party shall be defined as that party
receiving judgment or award equal to or more favorable
than that offered in writing prior to trial or arbitration.
14. Both parties warrant that they have full authority to enter into this
Agreement and grant the rights herein contained.
o This Lease Agreement sets forth the entire understanding of the parties
and may not be altered except by writing and signed by both parties.
o An exhibit of floor plan is part of this agreement.
o An exhibit for insurance application is part of this agreement.
o The "Property" will at all times remain a "NON-SMOKING SITE".
If the foregoing is in accordance with your understanding and agreement, please
acknowledge your approval and acceptance in the spaces provided below.
State of Washington
County of ________
I certify that I know or have satisfactory evidence that Xxxxx Xxxxx
is the person who appeared before me, and said person acknowledged that
(he/she) signed this instrument, on oath stated that (he/she) was authorized to
execute the instrument and acknowledged it as the President of Sound Floor
Coverings, Inc. to be the free and voluntary act of such party for the uses and
purposes mentioned in the instrument.
Dated: August 30, 1994 /s/ Xxxxx Xxxxx
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(Signature)
(seal or stamp) President
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Title
________________________________ My appointment expires: _______________
Notary signature
State of Washington
County of ________________
I certify that I know or have satisfactory evidence that Xxxx X.
Xxxxx is the person who appeared before me, and said person acknowledged that
(he/she) signed this instrument and acknowledged it as the VP Distribution of
Pivot Rules, Inc. to be the free and voluntary act of such party for the uses
and purposes mentioned in the instrument.
Dated: August 30, 1994 /s/ Xxxx X. Xxxxx
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(Signature)
(seal or stamp) VP Distribution
Title
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Notary signature My appointment expires: _______________
