Exhibit 10.15
THIS LEASE made the ____ day of February 1997, between 51 EAST BETHPAGE
HOLDING CORPORATION WITH ITS PRINCIPAL PLACE OF BUSINESS AT XXX XXXX XXXXX,
XXXXX 000, XXXXXXXXX, XXX XXXX 00000 hereinafter referred to as LANDLORD, and
REAL TIME STRATEGIES, INC. WITH ITS PRINCIPAL PLACE OF BUSINESS AT 000 XXXXX
XXXXXXXX, XXXXX 000X, XXXXXXXXXX, XXX XXXX 00000 hereinafter jointly, severally
and collectively referred to as TENANT.
Witnesseth, that the Landlord hereby leases to the Tenant, and the Tenant
hereby hires and takes from the Landlord A PORTION OF THE BUILDING KNOWN AS 00
XXXX XXXXXXXX XXXX, XXXXXXXXX, XXX XXXX (outlined on Exhibit "A") to be used and
occupied by the Tenant AS GENERAL OFFICE SPACE
and for no other purpose, for a term to commence on APRIL 1 1997, and to end on
MARCH 31, 2002, unless sooner terminated as hereinafter provided, at the TOTAL
BASE RENT THREE HUNDRED SEVEN THOUSAND FIVE HUNDRED TWENTY FOUR DOLLARS NO CENTS
($307,524.00).
all payable in equal monthly installments in advance on the first day of each
and every calendar month during said term, AS PER PARAGRAPH 42ND OF RIDER
ATTACHED HERETO except the first installment, which shall be paid upon the
execution hereof.
THE TENANT JOINTLY AND SEVERALLY COVENANTS:
FIRST.--That the Tenant will pay the rent as above provided.
SECOND.--That, throughout said term the Tenant will take good care of the
demised premises, fixtures and appurtenances, and all alterations, additions and
improvements to either; make all repairs in and about the same necessary to
preserve them in good order and condition, which repairs shall be, in quality
and class, equal to the original work; promptly pay the expense of such repairs;
suffer no waste or injury; give prompt notice to the Landlord of any fire that
may occur; execute and comply with all laws, rules, orders, ordinances and
regulations at any time issued or in force (except those requiring structural
alterations), applicable to the demised premises or to the Tenant's occupation
thereof, of the Federal, State and Local Governments, and of each and every
department, bureau and official thereof, and of the New York Board of Fire
Underwriters; permit at all times during usual business hours, the Landlord and
representatives of the Landlord to enter the demised premises for the purpose of
inspection, and to exhibit them for purposes of sale or rental; suffer the
Landlord to make repairs and Improvements to all parts of the building, and to
comply with all orders and requirements of governmental authority applicable to
said building or to any occupation thereof; suffer the Landlord to erect, use,
maintain, repair and replace pipes and conduits in the demised premises and to
the floors above and below; forever indemnify and save harmless the Landlord for
and against any and all liability, penalties, damages, expenses and judgments
arising from injury during said term to person or property of any nature,
occasioned wholly or in part by any act or acts, omission or omissions of the
Tenant, or of the employees, guests, agents, assigns or undertenants of the
Tenant and also for any matter or thing growing out of the occupation of the
demised premises or of the streets, sidewalks, PARKING adjacent thereto; permit,
during the six months next prior to the expiration of the term of the usual
notice "To Let" to be placed and to remain unmolested in a conspicuous place
upon the exterior of the demised premises; repair, at or before the end of the
term, all injury done by the installation or removal of furniture and property;
and at the end of the term, to quit and surrender the demised premises with all
alterations, additions and improvements in good order and condition.
THIRD.--That the Tenant will not disfigure or deface any part of the
building, or suffer the same to be done, except so far as may be necessary to
affix such trade fixtures as are herein consented to by the Landlord; the Tenant
will not obstruct, or permit the obstruction of the street or the sidewalk
adjacent thereto; will not do anything, or suffer anything to be done upon the
demised premises which will increase the rate of fire insurance upon the
building or any of its contents, or be liable to cause structural injury to said
building; will not permit the accumulation of waste or refuse matter, and will
not, without the written consent of the Landlord first obtained in each case,
either sell, assign, mortgage or transfer this lease, underlet the demised
premises or any part thereof, permit
the same or any part thereof to be occupied by anybody other than the Tenant and
the Tenant's employees, make any alterations in the demised premises, use the
demised premises or any part thereof for any purpose other than the one first
above stipulated, or for any purpose deemed extra hazardous on account of fire
risk, nor in violation of any law or ordinance. That the Tenant will not
obstruct or permit the obstruction of the light, halls, stairway or entrances to
the building, and will not erect or inscribe any sign, signals or advertisements
unless and until the style and location thereof have been approved by the
Landlord; and if any be erected or inscribed without such approval, the Landlord
may remove the same. No water cooler, air conditioning unit or system or other
apparatus shall be installed or used without the prior written consent of
Landlord.
IT IS MUTUALLY COVENANTED AND AGREED, THAT
FOURTH.--If the demised premises shall be partially damaged by fire or
other cause without the fault or neglect of Tenant, Tenant's servants,
employees, agents, visitors or licensees, the damages shall be repaired by and
at the expense of Landlord and the rent until such repairs shall be made shall
be apportioned according to the part of the demised premises which is usable
by Tenant. But if such partial damage is due to the fault or neglect of
Tenant, Tenant's servants, employees, agents, visitors or licensees, without
prejudice to any other rights and remedies of Landlord and without prejudice
to the rights of subrogation of Landlord's insurer, the damages shall be
repaired by Landlord but there shall be no apportionment or abatement of rent.
No penalty shall accrue for reasonable delay which may arise by reason of
adjustment of insurance on the part of Landlord and/or Tenant, and for
reasonable delay on account of "labor troubles", or any other cause beyond
Landlord's control. If the demised premises are totally damaged or are
rendered wholly untenantable by fire or other cause, and if Landlord shall
decide not to restore or not to rebuild the same, or if the building shall be
so damaged that Landlord shall decide to demolish it or to rebuild it, then or
in any of such events Landlord may, within ninety (90) days after such fire or
other cause, give Tenant a notice in writing of such decision, which notice
shall be given as in Paragraph Twelve hereof provided, and thereupon the term
of this lease shall expire by lapse of time upon the third day after such
notice is given, and Tenant shall vacate the demised premises and surrender
the same to Landlord. If Tenant shall not be in default under this lease then,
upon the termination of this lease under the conditions provided for in the
sentence immediately preceding. Tenant's liability for rent shall cease as of
the day following the casualty. Tenant hereby expressly waives the provisions
of Section 227 of the Real Property Law and agrees that the foregoing
provisions of this Article shall govern and control in lieu thereof. If the
damage or destruction be due to the fault or neglect of Tenant the debris
shall be removed by, and at the expense of, Tenant.
FIFTH.--If the whole or any part of the premises hereby demised shall be
taken or condemned by any competent authority for any public use or purpose then
the term hereby granted shall cease from the time when possession of the part so
taken shall be required for such public purpose and without apportionment of
award, the Tenant hereby assigning to the Landlord all right and claim to any
such award, the current rent, however, in such case to be apportioned.
SIXTH.--If, before the commencement of the term, the Tenant be adjudicated
a bankrupt, or make a "general assignment," or take the benefit of any insolvent
act, or if a Receiver or Trustee be appointed for the Tenant's property, or if
this lease or the estate of the Tenant hereunder be transferred or pass to or
devolve upon any other person or corporation, or if the Tenant shall default in
the performance of any agreement by the Tenant contained in any other lease to
the Tenant by the Landlord or by any corporation of which an officer of the
Landlord is a Director, this lease shall thereby, at the option of the Landlord,
be terminated and in that case, neither the Tenant nor anybody claiming under
the Tenant shall be entitled to go into possession of the demised premises. If
after the commencement of the term, any of the events mentioned above in this
subdivision shall occur, or if Tenant shall make default in fulfilling any of
the covenants of this lease including the covenants for the payment of rent or
"additional rent" or if the demised premises become vacant or deserted, the
Landlord may give to the Tenant ten days' notice of intention to end the term of
this lease, and thereupon at the expiration of said ten days' (if said condition
which was the basis of said notice shall continue to exist) the term under this
lease shall expire as fully and completely as if that day were the date herein
definitely fixed for the expiration of the term and the Tenant will then quit
and surrender the demised premises to the Landlord, but the Tenant shall remain
liable as hereinafter provided.
If the Tenant shall make default in the payment of the rent reserved
hereunder, or any item of "additional rent" herein mentioned, or any part of
either or in making any other payment herein provided for, or if the notice
last above provided for shall have been given and if the condition which was
the basis of said notice shall exist at the expiration of said ten days'
period, the Landlord may immediately, or at any time thereafter, re-enter the
demised premises and remove all persons and all or any property therefrom,
either by summary dispossess proceedings, or by any suitable action or
proceeding at law, or by force or otherwise, without being liable to
indictment, prosecution or damages therefor, and re-possess and enjoy said
premises together with all additions, alterations and improvements. In any such
case or in the event that this lease be "terminated" before the commencement
of the term, as above provided, the Landlord may either re-let the demised
premises or any part or parts thereof for the Landlord's own account, or may,
at the Landlord's option re-let the demised premises or any part or parts
thereof as the agent of the Tenant, and receive the rents therefor, applying
the same first to the payment of such expenses as the Landlord may have
incurred, and then to the fulfillment of the covenants of the Tenant herein,
and the balance, if any, at the expiration of the term first above provided
for, shall be paid to the Tenant. Landlord may rent the premises for a term
extending beyond the term hereby granted without releasing Tenant from any
liability. In the event that the term of this lease shall expire as above in
this subdivision "Sixth" provided, or terminate by summary proceedings or
otherwise, and if the Landlord shall not re-let the demised premises for the
Landlord's own account, then, whether or not the premises be re-let, the
Tenant shall remain liable for, and the Tenant hereby agrees to pay to the
Landlord, until the time when this lease would have expired but for such
termination or expiration, the equivalent of the amount of all of the rent and
"additional rent" reserved herein, less the avails of reletting, if any, and
the same shall be due and payable by the Tenant shall pay to the Landlord the
amount of deficiency then existing. The Tenant hereby expressly waives any and
all right of redemption in case the Tenant shall be dispossessed by judgment
or warrant of any court or judge, and the Tenant in respect to the demised
premises. The words "re-enter" and "re-entry" as used in this lease are not
restricted to their technical legal meaning.
In the event of a breach or threatened breach by the Tenant of any of the
covenants or provisions hereof, the Landlord shall have the right of injunction
and the right to invoke any remedy allowed at law or in equity, as if
re-entry, summary proceedings and other remedies were not herein provided for.
SEVENTH.--If the Tenant shall make default in the performance of any
covenant herein contained, the Landlord may immediately, or at any time
thereafter, without notice, perform the same for the account of the Tenant. If a
notice of mechanic's lien be filed against the demised premises or against
premises of which the demised premises are part , for, or purporting to be for,
labor or material alleged to have been furnished, or to be furnished to or for
the Tenant at the demised premises, and if the Tenant shall fail to take such
action as shall cause such lien to be discharged within fifteen days after the
filing of such notice, the Landlord may pay the amount of such lien or discharge
the same by deposit or by bonding proceedings, and in the event of such deposit
or bonding proceedings, the Landlord may require the lienor to prosecute an
appropriate action to enforce the lienor's claim. In such case, the Landlord may
pay any judgment recovered on such claim. Any amount paid or expense incurred by
the Landlord as in his subdivision of this lease provided, and any amount as to
which the Tenant shall at any time be in default for or in respect to the use of
water, electric current or sprinkler supervisory service, and any expense
incurred or sum of money paid by Landlord by reason of the failure of the Tenant
to comply with any provision hereof, or in defending any such action, shall be
deemed to be "additional rent" for the demised premises, and shall be due and
payable by the Tenant to the Landlord on the first day of the next following
month, or, at the option of the Landlord, on the first day of any succeeding
month. The receipt by the Landlord of any installment of the regular stipulated
rent hereunder or any of said "additional rent" shall not be a waiver of any
other "additional rent" then due.
EIGHTH.--The failure of the Landlord to insist, in any one or more
instances upon a strict performance of any of the covenants of this lease, or to
exercise any option herein contained, shall not be construed as a waiver or
relinquishment for the future of such covenant, or option, but the same shall
continue and remain in full force and effect. The receipt by the Landlord of
rent, with knowledge of the breach of any covenant hereof, shall not be deemed a
waiver of such breach and no waiver by the Landlord of any provision hereof
shall be deemed to have been made unless expressed in writing and signed by the
Landlord. Even though the Landlord shall consent to an assignment hereof no
further assignment shall be made without express consent in writing by the
Landlord.
NINTH.--If this lease be assigned, or if the demised premises or any part
thereof be underlet or occupied by anybody other than the Tenant the Landlord
may collect rent from the assignee, under-tenant or occupant, and apply the net
amount collected to the letting, or the acceptance of the assignee, under-tenant
or occupant as tenant, or a release
of the Tenant from the further performance by the Tenant of the covenants herein
contained on the part of the Tenant.
TENTH.--This lease shall be subject and subordinate at all times, to the
lien of the mortgages now on the demised premises, and to all advances made or
hereafter to be made upon the security thereof, and subject and subordinate to
the lien of any mortgage or mortgages which at any time may be made a lien upon
the premises. The Tenant will execute and deliver such further instrument or
instruments subordinating this lease to the lien of any such mortgage or
mortgages as shall be desired by any mortgagee or proposed mortgagee. The Tenant
hereby appoints the Landlord the attorney-in-fact of the Tenant, irrevocable, to
execute and deliver any such instrument or instruments for the Tenant.
ELEVENTH.--All improvements made by the Tenant to or upon the demised
premises, except said trade fixtures, shall when made, at once be deemed to be
attached to the freehold, and become the property of the Landlord, and at the
end or other expiration of the term, shall be surrendered to the Landlord in as
good order and condition as they were when installed, reasonable wear and
damages by the elements excepted.
TWELFTH.--Any notice or demand which under the terms of this lease or
under any statute must or may be given or made by parties hereto shall be in
writing and shall be given or made by mailing the same by certified or
registered mail addressed to the respective parties at the addresses set forth
in this lease.
THIRTEENTH.--The Landlord shall not be liable for any failure of water
supply or electrical current, sprinkler damage, or failure of sprinkler service,
nor for injury or damage to person or property caused by the elements or by
other tenants or persons in said building, or resulting from steam, gas,
electricity, water, rain or snow, which may leak or flow from any part of said
buildings, or from the pipes, appliances or plumbing works of the same, or from
the street or sub-surface, or from any other place, nor for interference with
light or other incorporeal hereditaments by anybody other than the Landlord, or
caused by operations by or for a governmental authority in construction of any
public or quasi-public work, neither shall the Landlord liable for any latent
defect in the building.
FOURTEENTH.--No diminution or abatement of rent, or other compensation
shall be claimed or allowed for inconvenience or discomfort arising from the
making of repairs or improvements to the building or to its appliances, nor for
any space taken to comply with any law, ordinance or order of a governmental
authority. In respect to the various "services," if any, herein expressly or
impliedley agreed to be furnished by the Landlord to the Tenant, it is agreed
that there shall be no diminution or abatement of the rent, or any other
compensation, for interruption or curtailment of such "service" when such
interruption or curtailment shall be due to accident, alterations or repairs
desirable or necessary to be made or to inability or difficulty in securing
supplies or labor or curtailment of any such "service" shall be deemed a
constructive eviction. The Landlord shall not be required to furnish, and the
Tenant shall not be entitled to receive, any of such "services" during any
period wherein the Tenant shall be in default in respect to the payment of rent.
Neither shall there be any abatement or diminution of rent because of making of
repairs, improvements or decorations to the demised premises after the date
above fixed for the commencement of the term, it being understood that rent
shall, in any event, commence to run at such date so above fixed.
FIFTEENTH.--The Landlord may prescribe and regulate the placing of safes,
machinery, quantities of merchandise and other things. The Landlord may also
prescribe and regulate which elevator and entrances shall be used by the
Tenant's employees, and for the Tenant's shipping. The Landlord may make such
other and further rules and regulations as, in the Landlord's judgment, may from
time to time by needful for the safety, care or cleanliness of the building, and
for the preservation of good order therein. The Tenant and the employees and
agents of the Tenant will observe and conform to all such rule and regulations.
SIXTEENTH.--In the event that an excavation shall be made for building or
other purposes upon land adjacent to the demised premises or shall be
contemplated to be
made, the Tenant shall afford to the person or persons causing or to cause such
excavation, license to enter upon the demised premises for the purpose of doing
such work as said person or persons shall deem to be necessary to preserve the
wall or walls, structure or structures upon the demised premises from injury and
to support the same by proper foundations.
SEVENTEENTH.--No vaults or space not within the property line of the
buildings are leased hereunder. Landlord makes no representation as to the
location of the property line of the building. Such vaults or space as Tenant
may be permitted to use or occupy are to be used or occupied under a revocable
license and if such license be revoked by the Landlord as to the use of part or
all of the vaults or space Landlord shall not be subject to any liability;
Tenant shall not be entitled to any compensation or reduction in rent nor shall
this be deemed constructive or actual eviction. Any tax, fee or charge of
municipal or other authorities for such vaults or space shall be paid by the
Tenant for the period of the Tenant's use or occupancy thereof.
EIGHTEENTH.--That during seven months prior to the expiration of the term
hereby granted, applicants shall be admitted at all reasonable hours of the day
to view the premises until rented and the Landlord and the Landlord's agents
shall be permitted at any time during the term to visit and examine them at any
reasonable hour of the day, and workmen may enter at any time, when authorized
by the Landlord or the Landlord's agents, to make or facilitate repairs in any
part of the building; and if the said Tenant shall not be personally present
to open and permit an entry into said premises, at any time, when for any
reason an entry therein shall be necessary or permissible hereunder, the
Landlord or the Landlord's agents may forcibly enter the same without
rendering the Landlord or such agents liable to any claim or cause of action
for damages by reason thereof (if during such entry the Landlord shall accord
reasonable care to the Tenant's property) and without in any manner affecting
the obligations and covenants of this lease; it is, however, expressly
understood that the right and authority hereby reserved, does not impose, nor
does the Landlord assume, by reason thereof, any responsibility or liability
whatsoever for the care or supervision of said premises, or any of the pipes,
fixtures, appliances or appurtenances therein contained or therewith in any
manner connected.
NINETEENTH.--The Landlord has made no representations or promises in
respect to said building or to the demised premises except those contained
herein, and those, if any, contained in some written communication to the
Tenant, signed by the Landlord. This instrument may not be changed, modified,
discharged or terminated orally.
TWENTIETH.--If the Tenant shall at any time be in default hereunder, and
if the Landlord shall institute an action or summary proceeding against the
Tenant based upon such default, then the Tenant will reimburse the Landlord for
the expense of attorneys' fees and disbursements thereby incurred by the
Landlord, so far as the same are reasonable in amount. Also so long as the
Tenant shall be a tenant hereunder the amount of such expenses shall be deemed
to be "additional rent" hereunder and shall be due from the Tenant to the
Landlord on the first day of the month following the incurring of such
respective expenses.
TWENTY-FIRST.--Landlord shall not be liable for failure to give possession
of the premises upon commencement date by reason of the fact that premises are
not ready for occupancy, or due to a prior Tenant wrongfully holding over or any
other person wrongfully in possession or for any other reason: in such event the
rent shall not commence until possession is given or is available, but the term
herein shall not be extended.
The tenant further covenants:
TWENTY-SECOND.--If the demised premises or any part thereof consist of a
store, or of a first floor, or of any part thereof, the Tenant will keep the
sidewalk and curb in front thereof clean at all times and free from snow and
ice, and will keep insured in favor of the Landlord, all plate glass therein
and furnish the Landlord with policies of insurance covering the same.
TWENTY-THIRD.--If by reason of the conduct upon the demised premises of a
business not herein permitted, or if by reason of the improper or careless
conduct of any business upon or use of the demises premises, the fire insurance
rate shall at any time be higher than it otherwise would be, then the Tenant
will reimburse the Landlord, as
additional rent hereunder, for that part of all fire insurance premiums
hereafter paid out by the Landlord which shall have been charged because of the
conduct of such business not so permitted, or because of the improper or
careless conduct of any business upon or use of the demised premises, and will
make such reimbursement upon the first day of the month following such outlay by
the Landlord; but this covenant shall not apply to a premium for any period
beyond the expiration date of this lease, first above specified. In any action
or proceeding wherein the Landlord and Tenant are parties, a schedule or "make
up" of rate for the building on the demised premises, purporting to have been
issued by New York Fire Insurance Exchange, or other body made making fire
insurance rates for the demised premises, shall be prima facie evidence of the
facts therein stated and of the several items and charges including the fire
insurance rate then applicable to the demised premises.
TWENTY-FOURTH.--If a separate water meter be installed for the demised
premises, or any part thereof, the Tenant will keep the same in repair and pay
the charges made by the municipality or water supply company for or in respect
to the consumption of water, as and when bills therefor are rendered. If the
demised premises, or any part thereof, be supplied with water through a meter
which supplies other premises, the Tenant will pay to the Landlord, as and when
bills are rendered therefor, the Tenant's proportionate part of all charges
which the municipality or water supply company shall make for all water consumed
through said meter, as indicated by said meter. Such proportionate part shall be
fixed by apportioning the respective charge according to floor area against all
of the rentable floor area in the building (exclusive of the basement) which
shall have been occupied during the period of the respective charges, taking
into account the period that each part of such area was occupied. Tenant agrees
to pay as additional rent the Tenant's proportionate part, determined as
aforesaid, of the sewer rent or charge imposed or assessed upon the building of
which the premises are a part.
TWENTY-FIFTH.--That the Tenant will purchase from the LONG ISLAND LIGHTING
CO. all electric current that the Tenant requires at the demised premises, and
will pay for the same, as the amount of consumption shall be indicated by the
meter furnished therefor. The price for said current shall be the same as that
charged for consumption similar to that of the Tenant by the company supplying
electricity in the same community. Payments shall be due as and when bills shall
be rendered. The Tenant shall comply with like rules, regulations and contract
provisions as those prescribed by said company for a consumption similar to that
of the Tenant.
TWENTY-SIXTH.--If there now is or shall be installed in said building a
"sprinkler system" the Tenant agrees to keep the appliances thereto in the
demised premises in repair and good working condition, and if the New York Board
of Fire Underwriters or the New York Fire Insurance Exchange or any bureau,
department or official of the State or local government requires or recommends
that any changes, modifications, alterations or additional sprinkler heads or
other equipment be made or supplied by reason of the Tenant's business, or the
location of partitions, trade fixtures, or other contents of the demised
premises, or if such changes, modifications, alterations, additional sprinkler
heads or other equipment in the demised premises are necessary to prevent the
imposition of a penalty or charge against the full allowance for a sprinkler
system in the fire insurance rate as fixed by said Exchange, or by any Fire
Insurance Company the Tenant will at the Tenant's own expense, promptly make and
supply such changes, modifications, alterations, additional sprinkler heads or
other equipment. As additional rent hereunder the Tenant will pay to the
Landlord, annually in advance, throughout the term $_________________________,
toward the contract price for sprinkler supervisory service.
TWENTY-SEVENTH.--The sum of AS PER PARAGRAPH 61st Dollars is deposited by
the Tenant herein with the Landlord herein as security for the faithful
performance of all the covenants and conditions of the lease by the said
Tenant. If the Tenant faithfully performs all the covenants and conditions on
his part to be performed, then the sum deposited shall be returned to said
Tenant.
TWENTY-EIGHTH.--This lease is granted and accepted on the especially
understood and agreed condition that the Tenant will conduct his business in
such a manner, both as regards noise and kindred nuisances, as will in no wise
interfere with,
annoy, or disturb any other tenants, in the conduct of their several businesses,
or the landlord in the management of the building; under penalty of forfeiture
of this lease and consequential damages.
TWENTY-NINTH.--The Landlord hereby recognizes as PER PARAGRAPH 57th as the
broker who negotiated and consummated this lease with the Tenant herein, and
agrees that if, as and when the Tenant exercises the option, if any, contained
herein to renew this lease, or fails to exercise the option, if any, contained
therein to cancel this lease, the Landlord will pay to said broker a further
commission in accordance with the rules and commission rates of the Real Estate
Board in the community. A sale, transfer, or other disposition of the Landlord's
interest in said lease shall not operate to defeat the Landlord's obligation to
pay the said commission to the said broker. The Tenant herein hereby represents
to the Landlord that the said broker is the sole and only broker who negotiated
and consummated this lease with the Tenant.
THIRTIETH.--The Tenant agrees that it will not require, permit, suffer,
nor allow the cleaning of any window, or windows, in the demised premises from
the outside (within the meaning of Section 202 of the Labor Law) unless the
equipment and safety devices required by law, ordinance, regulation or rule,
including, without limitation, Section 202 of the New York Labor Law, are
provided and used, and unless the rules, or any supplemental rules of the
Industrial Board of the State of New York are fully complied with; and the
Tenant hereby agrees to indemnify the Landlord, Owner, Agent, Manager and/or
Superintendent, as a result of the Tenant's requiring, permitting, suffering,
or allowing any window, or windows in the demised premises to be cleaned from
the outside in violation of the requirements of the aforesaid laws,
ordinances, regulations and/or rules.
THIRTY-FIRST.--The invalidity or unenforceability of any provision of this
lease shall in no way affect the validity or enforceability or any other
provision hereof.
THIRTY-SECOND.--In order to avoid delay, this lease has been prepared and
submitted to the Tenant for signature with the understanding that it shall not
bind the Landlord unless and until it is executed and delivered by the Landlord.
THIRTY-THIRD.--The Tenant will keep clean and polished all metal, trim,
marble and stonework which are a part of the exterior of the premises, using
such materials and methods as the Landlord may direct, and if the Tenant shall
fail to comply with the provisions of this paragraph, the Landlord may cause
such work to be done at the expense of the Tenant.
THIRTY-FOURTH.--The Landlord shall replace at the expense of the Tenant
any and all broken glass in the skylights, doors and walls in and about the
demised premises. The Landlord may insure and keep insured all plate glass in
the skylights, doors and walls in the demised premises, for and in the name of
the Landlord and bills for the premiums therefor shall be rendered by the
Landlord to the Tenant at such times as the Landlord may elect, and shall be due
from and payable by the Tenant when rendered, and the amount thereof shall be
deemed to be, and shall be paid as, additional rent.
THIRTY-FIFTH.--This lease and the obligation of Tenant to pay rent
hereunder and perform all of the other covenants and agreements hereunder on
part of Tenant to be performed shall in nowise be affected, impaired or excused
because Landlord is unable to supply or is delayed in supplying any service
expressly or impliedly to be supplied or is unable to make, or is delayed in
making any repairs, additions, alterations or decorations or is unable to
supply or is delayed in supplying any equipment or fixtures if Landlord is
prevented or delayed from so doing by reason of governmental preemption in
connection with a National Emergency declared by the President of the United
States or in connection with any rule, order or regulation of any department
or subdivision thereof of any government agency or by reason of the conditions
of supply and demand which have been or are affected by war or other emergency.
THE LANDLORD COVENANTS
FIRST.--That if and so long as the Tenant pays the rent and "additional
rent" reserved hereby, and performs and observes the covenants and provisions
hereof, the Tenant shall quietly enjoy the demised premises, subjects, however,
to the terms of this lease, and to the mortgages above mentioned, provided
however, that this covenant shall be conditioned upon the retention of title to
the premises by Landlord.
PLUS A RIDER OF 5 PAGES ATTACHED HERETO.
And it is mutually understood and agreed that the covenants and agreements
contained in the within lease shall be binding upon the parties hereto and upon
their respective successors, heirs, executors and administrators.
IN WITNESS WHEREOF, the Landlord and Tenant have respectively signed and
sealed these presents the day and year first above written.
/ S / [L.S.]
------------------------------------
51 EAST BETHPAGE HOLDING CORP. Landlord
IN PRESENCE OF:
/ S / [L.S.]
------------------------------------
REAL TIME STRATEGIES, INC. Tenant
36TH IN THE CASE OF A CONFLICT BETWEEN THE PROVISIONS OF THIS RIDER AND
THE PROVISIONS OF THE WITHIN LEASE, THE PROVISIONS OF THIS RIDER SHALL PREVAIL.
37TH THE TENANT AGREES TO PAY FOR ALL UTILITIES, INCLUDING BUT NOT
LIMITED TO GAS, ELECTRIC AND TELEPHONE. TENANT WARRANTS THAT IT USES NO WATER IN
THE OPERATION OF ITS BUSINESS AND SHALL USE THE WATER FOR LAVATORY AND/OR
KITCHEN PURPOSES ONLY (NOTWITHSTANDING THE ABOVE, WATER AND SEWER CHARGES ARE TO
BE INCLUDED IN THE COMMON AREA MAINTENANCE CHARGE).
38TH ANY SUMS OF MONEY REQUIRED TO BE PAID BY THE TENANT TO THE
LANDLORD, IN ADDITION TO THE RENT HEREIN PROVIDED, SHALL BE DEEMED ADDITIONAL
RENT, AND IN THE EVENT TENANT FAILS TO PAY SUCH ADDITIONAL RENT, THE LANDLORD
SHALL BE ENTITLED TO DISPOSSESS THE TENANT BY SUMMARY DISPOSSESS PROCEEDINGS OR
ANY OTHER REMEDY AVAILABLE TO THE LANDLORD PURSUANT TO THE TERMS OF THIS LEASE
AND PURSUANT TO LAW.
39TH IN THE EVENT ANY ACTION FOR RENT OR ADDITIONAL RENT IS COMMENCED
BY THE LANDLORD, THE TENANT HEREIN SHALL NOT BE ENTITLED TO ASSERT ANY OFFSET OF
COUNTERCLAIM BUT MAY BRING A SEPARATE ACTION IN HIS OWN BEHALF.
40TH THE TENANT AGREES TO FURNISH THE LANDLORD UPON WRITTEN REQUEST
WITH PUBLIC/FINANCIAL STATEMENTS AS MAY BE AVAILABLE, WHICH MAY BE NECESSARY BY
LANDLORD FOR PURPOSES OF FINANCING THE PREMISES.
41ST THE TENANT AGREES TO MAKE IMMEDIATE APPLICATION TO THE LONG ISLAND
LIGHTING CO. FOR GAS AND ELECTRIC AND MAKE ANY REQUIRED DEPOSITS WITH THE
AFORESAID COMPANY.
42ND THE BASE RENTAL DURING THE TERM OF THIS LEASE SHALL BE PAID AS
FOLLOWS:
$4,790.00 PER MONTH 4/l/97 THROUGH 3/31/98 ($57,480.00 -YEAR)
$4,958.00 PER MONTH 4/l/98 THROUGH 3/31/99 ($59,496.00 -YEAR)
$5,125.00 PER MONTH 4/l/99 THROUGH 3/31/00 ($61.500.00 -YEAR)
$5,293.00 PER MONTH 4/l/00 THROUGH 3/31/01 ($63,516.00 -YEAR)
$5,461.00 PER MONTH 4/l/01 THROUGH 3/31/02 ($65,532.00 -YEAR)
43RD IN THE EVENT THE TENANT DOES NOT VACATE THE PREMISES UPON THE
EXPIRATION DATE OF THIS LEASE, OR UPON THE EXPIRATION OF ANY OPTION, THEN AND IN
THAT EVENT OR EVENTS THE TENANT SHALL REMAIN AS A MONTH TO MONTH TENANT AT A
MONTHLY RENTAL OF TWICE THE THEN CURRENT RENT, PRIOR TO THE HOLDOVER.
44TH IN THE EVENT LANDLORD HAS NOT RECEIVED THE MONTHLY PAYMENT OF RENT
OR ANY ADDITIONAL RENT DUE WITHIN FIVE (5) DAYS
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AFTER ITS DUE DATE, TENANT SHALL PAY A LATE CHARGE OF $500.00 FOR EACH SUCH
PAYMENT DUE FOR THE PURPOSE OF DEFRAYING THE EXPENSE INCIDENT TO HANDLING SUCH
DELINQUENT PAYMENT IF PAYMENT IS ACCEPTED BY THE LANDLORD. THIS PROVISION
SHALL NOT BE DEEMED TO ESTABLISH A GRACE PERIOD OR A WAIVER OF ANY OF THE
LANDLORDS RIGHTS AND SHALL IN NO WAY ALTER OR CHANGE ANY OF THE OTHER
COVENANTS OR CONDITIONS OF THIS LEASE AND SHALL BE DEEMED AN ADDITION TO ANY
OTHER REMEDY AVAILABLE TO THE LANDLORD UNDER THIS LEASE.
IN THE EVENT THE LANDLORD HAS NOT RECEIVED THE RENT BY THE 4TH OF THE
MONTH, THE LANDLORD WILL NOTIFY THE TENANT OF SAME AND THE TENANT SHALL BE GIVEN
TWO ADDITIONAL BUSINESS DAYS TO REMIT THE RENT TO THE LANDLORD BEFORE ANY LATE
CHARGE CAN BE LEVIED. LANDLORD AGREES TO WAIVE THE LATE FEE ONCE IN ANY LEASE
YEAR PROVIDED PAYMENT IS RECEIVED WITH FIFTEEN (15) DAYS OF LANDLORDS NOTICE TO
TENANT.
45TH NO ACT OF THE LANDLORD, ITS EMPLOYEES OR ANYONE ACTING ON BEHALF OF
THE LANDLORD, INCLUDING BUT NOT LIMITED TO THE ACCEPTANCE OF A KEY, SHALL BE
DEEMED AN ACCEPTANCE OF TENANTS SURRENDER OF THE PREMISES UNLESS SUCH ACCEPTANCE
OF TENANTS SURRENDER OF THE PREMISES IS IN WRITING AND SIGNED BY THE LANDLORD.
46TH IF THE LANDLORD, OR ANY SUCCESSOR IN INTEREST SHALL BE AN
INDIVIDUAL, JOINT VENTURE, TRUST TENANCY IN COMMON, FIRM OR PARTNERSHIP (GENERAL
OR LIMITED OR ANY OTHER ENTITY, IT IS SPECIFICALLY UNDERSTOOD AND AGREED THAT
THERE SHALL BE NO PERSONAL LIABILITY ON SUCH INDIVIDUAL, OR THE MEMBERS OF THAT
FIRM PARTNERSHIP, JOINT VENTURE, TRUST, OR ANY OTHER ENTITY IN RESPECT TO ANY OF
THE COVENANTS/OR CONDITIONS OF THIS LEASE AND THE PROPERTY SHALL BE THE SOLE
SOURCE FOR THE SATISFACTION OF THE REMEDIES OF THE TENANT IN THE EVENT OF A
BREACH BY THE LANDLORD OF ANY OF THE TERMS, COVENANTS OR CONDITIONS OF THE
LEASE TO BE PERFORMED BY THE LANDLORD.
47TH TENANT COVENANTS AND REPRESENTS THAT DURING THE ENTIRE TERM OF
THIS LEASE IT WILL PROVIDE AND KEEP IN FORCE, GENERAL ACCIDENT AND PUBLIC
LIABILITY OCCASIONED BY ACCIDENT, DISASTER OR INCIDENT OF NEGLIGENCE INSURANCE,
IN THE AMOUNT OF NOT LESS THAN ONE MILLION DOLLARS/TWO MILLION
($1,000,000.00/2,000,000.00) IN RESPECT TO ALL INJURIES IN ANY ONE ACCIDENT OR
DISASTER, AND IN THE AMOUNT OF NOT LESS THAN ONE HUNDRED THOUSAND DOLLARS
($100,000.00) IN THE EVENT OF ANY DAMAGE TO THE PROPERTY, SUCH INSURANCE SHALL
NAME THE LANDLORD AND OTHERS HEREAFTER NAMED BY THE LANDLORD FROM TIME TO TIME.
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48TH IT IS HEREBY AGREED THAT NOTWITHSTANDING ANYTHING HEREIN CONTAINED
TO THE CONTRARY, THAT THE TOTAL RENT FOR THE WHOLE TERM HEREBY DEMISED, IS
PAYABLE AT THE TIME OF MAKING OF THIS LEASE AND THAT THE PROVISIONS HEREIN
CONTAINED FOR THE PAYMENT OF THE RENT IN INSTALLMENTS HERETOFORE PROVIDED FOR IN
AN EARLIER CLAUSE OF THIS LEASE ARE FOR THE CONVENIENCE OF THE TENANT ONLY.
TENANT GRANTS LANDLORD THE RIGHT TO AMEND ANY COMPLAINT TO ACCELERATE (THE WHOLE
OF THE RENT RESERVED FOR THE WHOLE PERIOD THEN REMAINING UNPAID SHALL AT ONCE
BECOME DUE AND PAYABLE) THE RENT, IF TENANT IS THIRTY (30) DAYS IN ARREARS ON
ANY RENT OR REAL ESTATE TAX PAYMENT AND SIXTY (60) DAYS IN ARREARS ON ANY
ADDITIONAL RENT ITEM. SUBJECT TO THE PRECEDING SENTENCE, COLLECTION OF SAID
ENTIRE BALANCE FOR THE WHOLE OF THE PERIOD THEN REMAINING UNPAID MAY BE
ENFORCED BY MEANS OF SUMMARY PROCEEDINGS TO RECOVER POSSESSION, ACTION TO
RECOVER RENT OR OTHER PROCEEDING AND THE LANDLORD SHALL BE ENTITLED TO A
JUDGMENT FOR SAID ENTIRE BALANCE IN SUCH SUMMARY PROCEEDINGS ACTION TO RECOVER
RENT OR OTHER PROCEEDINGS.
49TH IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT IF THE SECURITY DEPOSIT
HEREUNDER BEAR INTEREST THAT SUCH INTEREST SHALL BE DEEMED AS ADDITIONAL RENT
COLLECTABLE IN THE SAME MANNER AS RENT, AND THAT THIS PROVISION HAS BEEN AGREED
UPON PRIOR TO THE MAKING OF THIS LEASE AND AGREE TO THE AMOUNT OF RENT AS
RESERVED.
50TH THE TENANT SHALL PAY AS ADDITIONAL RENT 23.5% OF THE REAL ESTATE
TAXES ON (WHICH INCLUDES BUT ARE NOT LIMITED TO SCHOOL AND TOWN TAXES),
ASSESSMENTS, LEVIES OR OTHER TAXES LEVIED AGAINST THE DEMISED PREMISES (BASED ON
THE CURRENT ASSESSED VALUE OF $90,400.00) BY ANY GOVERNMENTAL AUTHORITY HAVING
JURISDICTION, SUCH AMOUNT SHALL BE PAYABLE AS ADDITIONAL RENT WITHIN TEN (10)
DAYS OF BILLING. IN CALCULATING TENANTS REAL ESTATE TAXES, THE TAX RATE (THE
CURRENT RATE $78.005 PER $100.00), AS IT MAY BE INCREASED OR DECREASED, DURING
THE TERM OF THE LEASE SHALL BE APPLIED TO THE ASSESSED VALUE OF $90,400.00
CURRENTLY IN EFFECT. TENANT SHALL NOT BE LIABLE FOR OR BENEFIT FROM CHANGES IN
ASSESSED VALUE, UNLESS SUCH CHANGE RESULTS FROM THE WAY THE MUNICIPAL AGENCY
ASSESSES THE PROPERTY. IN THE EVENT TENANT DOES NOT PAY THE REAL ESTATE TAXES
WITHIN THE TIME PRESCRIBED, OR, IN THE EVENT ANY FUTURE MORTGAGEE REQUEST A TAX
ESCROW BE MAINTAINED, THEN IN EITHER SUCH EVENT, TENANT SHALL PAY TO THE
LANDLORD WITH EACH MONTH'S RENT A TAX ESCROW EQUAL TO 1/12TH OF ITS PRORATA
SHARE OF THE THEN CURRENT ANNUAL TAXES. IN THE EVENT THE AMOUNT ESCROWED IS
INSUFFICIENT TO PAY TENANTS PRORATA SHARE OF THE TAXES THE TENANT SHALL MAKE UP
THE SHORTAGE WITH TEN (10) DAYS OF BEING NOTIFIED OF SUCH SHORTAGE.
3
51ST IF THE TENANT BECOMES INSOLVENT OR IS ADJUDICATED OR BANKRUPT OR
FILES A PETITION FOR ARRANGEMENT OR REORGANIZATION OR APPLIES FOR OR TAKES THE
BENEFIT OF ANY BANKRUPTCY OF INSOLVENCY ACT OR ACTS OR STATUTES OR PROVISIONS
FOR THE RELIEF OF DEBTORS, NOW, OR HEREAFTER ENACTED, OR MAKES A GENERAL
ASSIGNMENT OF THE BENEFIT OF THE CREDITOR, OR IF A RECEIVER OR TRUSTEE BE
APPOINTED FOR THE TENANTS PROPERTY, THEN, AND IN SUCH EVENT, THE SECURITY
DEPOSIT MENTIONED IN PARAGRAPH 27TH OF THE FOREGOING LEASE SHALL BE DEEMED TO BE
AND IS HEREBY ASSIGNED TO THE LANDLORD IN ANY SUCH EVENT, OR IN CASE OF DEFAULT
BY THE TENANT IN THE PERFORMANCE OF THE TERMS OF THIS LEASE BY THE REASON OF
WHICH THIS LEASE IS TERMINATED EITHER IN SUMMARY PROCEEDING OR BY NOTICE AS
HEREIN PROVIDED, SUCH SECURITY DEPOSIT SHALL BELONG TO THE LANDLORD AND SHALL BE
APPLIED BY THE LANDLORD TOWARDS DAMAGES AND THE RIGHT TO RETAIN SUCH SECURITY
DEPOSIT SHALL SURVIVE SUMMARY PROCEEDING FOR THE RECOVERY OF THE POSSESSION OF
THE PREMISES.
52ND THE TENANT SHALL HAVE THE RIGHT TO ASSIGN OR SUBLEASE ONLY WITH
THE LANDLORDS APPROVAL OF THE NEW SUBTENANT OR ASSIGNED. THIS APPROVAL SHALL NOT
BE UNREASONABLY WITHHELD. HOWEVER, THE ORIGINAL TENANT SHALL STILL REMAIN LIABLE
ON THIS LEASE FOR ALL TERMS AND CONDITIONS OF SAME, SUBJECT TO THE RIGHTS SET
FORTH IN THIS PARAGRAPH, THE LANDLORD HAS THE RIGHT AFTER THE TENANT SUBMITS THE
NEW ASSIGNEE OR SUBTENANT FOR LANDLORDS APPROVAL, TO TAKE BACK THE PREMISES FROM
THE TENANT AND VOID THE REMAINDER OF THIS LEASE. THIS ACTION MUST BE DONE BY
CERTIFIED MAIL AND THE LANDLORD HAS THIRTY DAYS TO RESPOND. IF THE LANDLORD
ELECTS TO CANCEL THIS LEASE, SUCH CANCELLATION SHALL BECOME EFFECTIVE SIXTY (60)
DAYS AFTER THE GIVING OF SUCH NOTICE OF CANCELLATION BY THE LANDLORD.
53RD IT IS AGREED BETWEEN THE PARTIES THAT THE TENANTS LIABILITY FOR
THE PAYMENT OF UTILITY CHARGES AND OTHER AMOUNTS REQUIRED TO BE PAID BY IT AS
RENT OR OTHERWISE, UNDER THIS LEASE SHALL BE PRORATED FOR ANY PERIOD FROM THE
COMMENCEMENT OF THE LEASE TO THE TERMINATION THEREOF.
54TH TENANT WARRANTS THAT IT IS A CORPORATION FORMED AND OPERATING
PURSUANT TO THE LAWS OF THE STATE OF NEW YORK THAT IT IS THE OWNER AND OPERATOR
OF THE BUSINESS GENERALLY KNOWN AS REAL TIME STRATEGIES, INC.
55TH AS AN INDUCEMENT TO THE LANDLORD TO ENTER INTO A LEASE, THE TENANT
AGREES THAT IN NO EVENT WILL THE SECURITY DEPOSITED WITH THE LANDLORD BE USED AS
RENT PAYMENT. IF ANY SUCH ATTEMPT IS MADE BY THE TENANT, WITHOUT THE EXPRESS
4
WRITTEN CONSENT OF THE LANDLORD, THEN THE SECURITY SHALL BE DEEMED AS ADDITIONAL
RENT AND NOT RETURNED TO THE TENANT. THIS PROVISION HAS BEEN AGREED TO PRIOR TO
THE MAKING OF THIS LEASE.
56TH IN THE EVENT EITHER PARTY SHALL COMMENCE ANY ACTION AGAINST THE
OTHER IN ACCORDANCE WITH THIS PARAGRAPH AND SAID ACTION SHALL BE TERMINATED IN
THE FAVOR OF ONE PARTY, THE LOSING PARTY SHALL BE OBLIGATED TO PAY THE
PREVAILING PARTYS LEGAL FEES AND DISBURSEMENTS NECESSARY FOR THE INSTITUTION OF
SAID ACTION (NOT LESS THAN $2,500.00) AND SAID SUM SHALL BE DEEMED TO BE
ADDITIONAL RENT AFTER THE TERMINATION OF SAID ACTION. ALL ACTIONS COMMENCED ON
BEHALF OF THE TENANT OR LANDLORD SHALL BE BROUGHT IN NASSAU COUNTY.
57TH THE TENANT WARRANTS THAT NO REAL ESTATE BROKER BROUGHT ABOUT THIS
TRANSACTION, AND SHALL HOLD THE LANDLORD HARMLESS FROM THE CLAIM, LAWSUIT,
JUDGMENT (INCLUDING LEGAL FEES)WITH RESPECT TO ANY BROKERAGE COMMISSIONS OR
FINDERS FEES IN CONNECTION WITH THE LEASING OF THE DEMISES PREMISES.
58TH TENANT SHALL BE RESPONSIBLE FOR THE CLEANING OF ITS DEMISED PREMISES.
59TH LANDLORD AT TENANTS EXPENSE SHALL MAINTAIN THE BUILDING IN GOOD
REPAIR AND CONDITION FAIR WEAR AND TEAR ACCEPTED AS COMMON AREA MAINTENANCE.
SUCH COMMON AREA MAINTENANCE SHALL INCLUDE THE COST OF SITE MAINTENANCE, SNOW
REMOVAL, LANDSCAPING, HVAC MAINTENANCE, ALL RISK BUILDING INSURANCE POLICY,
WATER AND SEWER CHARGES, FIRE SPRINKLER LINES. LANDLORD SHALL BE RESPONSIBLE AT
ITS OWN COST AND EXPENSE FOR STRUCTURAL REPAIRS PROVIDED SAME ARE NOT CAUSED BY
THE ACTIONS OF THE TENANT, ITS EMPLOYEES OR ITS GUESTS. TENANT SHALL PAY AS
ADDITIONAL RENT, ITS PRORATA SHARE (23.5%)OF THESE EXPENSES WITHIN TEN (10) DAYS
OF BILLING. STRUCTURAL ITEMS SHALL BE DEFINED AS FOUNDATIONS, SLABS, STEEL
INCLUDING DECKING, ROOFING, AND PLUMBING. FOR THE PURPOSE OF INSURANCE THE
LANDLORD SHALL SECURE AND KEEP IN FULL FORCE AND EFFECT DURING THE TERM OF THE
LEASE, INSURANCE IN THE AMOUNT OF THE FULL BUILDING VALUE, FOR DAMAGE BY FIRE
AND CAUSES COVERED BY EXTENDED COVERAGE, LIABILITY INSURANCE IN THE AMOUNT OF
$1,000,000,000, PLUS A $1,000,000,000 UMBRELLA POLICY AND RENT INSURANCE FOR ONE
(1) YEAR RENT AND TAXES, IN GOOD AND SOLVENT COMPANIES LICENSED TO DO BUSINESS
IN NEW YORK STATE.
60TH LANDLORD SHALL CONSTRUCT, AT ITS OWN COST AND EXPENSE THE DEMISED
IN ACCORDANCE WITH THE LANDLORD'S WORK LETTER "EXHIBIT B" AND TENANT PLAN
EXHIBIT "B-1" ATTACHED HERETO.
5
61ST TENANT SHALL DEPOSIT WITH LANDLORD TWO (2) MONTHS SECURITY DEPOSIT,
TO BE PAID UPON EXECUTION OF THIS LEASE.
62ND LANDLORD SHALL DELIVER THE POSSESSION OF TENANTS DEMISED PREMISES
SUBSTANTIALLY COMPLETE ON/OR BEFORE APRIL 1,1997, BUT NO LATER THAN MAY 1,1997.
IN THE EVENT POSSESSION IS DELIVERED AFTER APRIL 30,1997 TENANT SHALL BE
ENTITLED TO A RENT CONCESSION EQUAL TO TWO DAYS FOR EACH DAY BEYOND MAY 1,1997
TENANTS SPACE IS NOT SUBSTANTIALLY COMPLETE, FOR THE PURPOSES OF DETERMINING
SUBSTANTIALLY COMPLETE THE EXTERIOR COLOR COAT ON THE DRYVIT FACADE MAY BE
EXCLUDED. FURTHERMORE, IN THE EVENT LANDLORD HAS NOT SUBSTANTIALLY COMPLETED THE
STEEL STUDS AND SHEET ROCK IN TENANTS DEMISED PREMISES BY APRIL 1, 1997 TENANT
MAY CANCEL THIS LEASE OR LANDLORD HAS NOT DELIVERED THE SPACE SUBSTANTIALLY
COMPLETE BY JUNE 15, 1997 TENANT MAY CANCEL THIS LEASE. LANDLORD SHALL CONSTRUCT
TENANTS IMPROVEMENTS AND ALL WORK SET FORTH IN EXHIBIT "B" TO CODE AND WILL BE
RESPONSIBLE TO DEFEND OR CURE AT ITS OWN EXPENSE ANY VIOLATIONS ISSUED AGAINST
THE DEMISED PREMISES OR THE TENANT, EXCEPT VIOLATIONS ISSUED AS A RESULT OF
TENANTS CONSTRUCTION OF IMPROVEMENTS OR FAILURE TO MAINTAIN THE PREMISES AND
PARKING AREA FREE OF TENANTS DEBRIS. IN THE EVENT TENANT CANCELS THIS LEASE
PURSUANT TO THIS PARAGRAPH, LANDLORD SHALL HAVE SEVEN (7) ADDITIONAL DAYS TO
SUBSTANTIALLY COMPLETE THE WORK REQUIRED BEFORE TENANTS CANCELLATION CAN BE
EFFECTIVE. IN THE EVENT LANDLORD STILL HAS NOT SUBSTANTIALLY COMPLETED THE WORK
AFTER SAID SEVEN (7) DAYS LANDLORD SHALL RETURN TO TENANT ALL MONIES PAID BY
TENANT TO LANDLORD IN ACCORDANCE WITH THIS LEASE.
63RD TENANT SHALL BE GUARANTEED THIRTY (30) PARKING SPOTS, OF WHICH FIVE
(5) SHALL BE DESIGNATED BY THE TENANTS FRONT ENTRANCE. TENANT SHALL HAVE THE
RIGHT TO POST A SIGN IN FRONT OF EACH OF SAID SPACES STATING "RESERVED FOR REAL
TIME STRATEGIES." IN THE EVENT TENANT, ITS EMPLOYEES, OR GUESTS HAVE A PROBLEM
PARKING, TENANT MAY AT ITS OWN COST AND EXPENSE DESIGNATE THE REMAINDER OF ITS
PARKING SPOTS, IN THE AREA SHOWN ON EXHIBIT "A".
64TH TENANT SHALL BE ALLOWED, AT ITS OWN EXPENSE, SIGNAGE ON THE
BUILDING (WITHIN TENANTS DEMISED AREA), SUBJECT TO TOWN CODE AND THE LANDLORDS
APPROVAL, WHICH SHALL NOT BE UNREASONABLY WITHHELD OR DELAYED. IN ADDITION
TENANT MAY AT ITS OWN COST AND EXPENSE ERECT A LAWN MONUMENT SIGN PROVIDED TOWN
CODE DOES NOT LIMIT THE NUMBER OF MONUMENT SIGNS PERMITTED, SUBJECT TO THE
LANDLORDS APPROVAL, WHICH SHALL NOT BE UNREASONABLY WITHHELD OR DELAYED. IN THE
EVENT ONLY ONE MONUMENT SIGN IS ALLOWED TENANT SHALL SHARE SAME WITH THE OTHER
TENANTS IN THE BUILDING. EACH TENANT SHALL PAY ITS PRORATA SHARE OF THE COST OF
ANY SUCH SIGN.
6
65TH PROVIDED TENANT IS NOT IN DEFAULT OF THIS LEASE TENANT SHALL HAVE
THE RIGHT TO EXTEND THE TERM OF THIS LEASE FOR ONE (1) ADDITIONAL FIVE (5) YEAR
TERM UNDER THE SAME TERMS AND CONDITIONS OF THIS LEASE EXCEPT FOR THE PAYMENT OF
BASE RENT BY GIVING THE LANDLORD NOTICE OF TENANTS INTENT TO EXTEND THE LEASE,
AT LEAST 180 DAYS PRIOR TO THE EXPIRATION OF THE FIXED TERM. THE TOTAL BASE RENT
DURING THE OPTION TERM IS FOUR HUNDRED SIXTEEN THOUSAND FOUR HUNDRED TWELVE
DOLLARS ($416,412.00) AND SHALL BE PAID AS FOLLOWS:
$6,471.00 PER MONTH 4/l/02 THROUGH 3/31/03 ($77,652.00 -YEAR)
$6,697.00 PER MONTH 4/l/03 THROUGH 3/31/04 ($80,364.00 -YEAR)
$6,932.00 PER MONTH 4/l/04 THROUGH 3/31/05 ($83,184.00 -YEAR)
$7,175.00 PER MONTH 4/l/05 THROUGH 3/31/06 ($86,100.00 -YEAR)
$7,426.00 PER MONTH 4/l/06 THROUGH 3/31/07 ($89,112.00 -YEAR)
66TH THE BUILDING WILL BE CONSTRUCTED SUBSTANTIALLY IN ACCORDANCE WITH
THE ARTISTS RENDERING, EXCEPT FOR DOOR LOCATIONS AND THE REVEAL ABOVE THE
WINDOWS.
LANDLORD - 51 EAST BETHPAGE HOLDING CORP.
/s/ Xxxxxx Xxxxxx
------------------------------------------
BY: XXXXXX XXXXXX
TENANT - REAL TIME STRATEGIES, INC.
/s/ Xxxxxxx Xxxxxxx
------------------------------------------
BY: XXXXXXX XXXXXXX
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