LEASE AGREEMENT
PROJECT: 0000 00XX XXX. XXXXX, XXXXXXXX, XX. 00000 DATE: 4-16-97
------------------------------------------- ----------
UNIT NO: SEE BELOW OCCUPANCY TERM: 3 YEARS FROM 6-1-97 TO: 5-31-2000
--------- ------- ------ ---------
MONTHLY RENT: SEE BELOW ANNUAL RENT: EXPENSE SHARE: 15%
--------- --- --
PARKING STALLS: AS LAID OUT BY LANDLORD
-----------------------
TENANT: OWNER/LANDLORD:
INTELLIPHONE, INC. XXXXXX X. XXXXXX
--------------------------- ------------------------------
0000 00XX XXX. XXXXX 0000 XXXXXXXX XXX. NORTH
--------------------------- ------------------------------
XXXXXXXX, XXXXXXXXX 00000 XXXXXXXX XXXX, XXXXXXXXX 00000
--------------------------- ------------------------------
1. LEASE. In consideration of these mutual agreements and provisions,
Owner/Landlord hereby leases to Tenant and Tenant hereby leases from the
Owner/Landlord the above unit(s) for Industrial Use, subject to all
Federal, State or Local regulations, together with fixtures, for the above
term. All parties listed as Tenant are herein referred to individually and
collectively as Tenant, respectively.
2. RENT.
a. Tenant shall pay to Owner/Landlord, in advance, the above monthly rent
on the first day of each month. The first month's rent shall be be paid
upon execution of this Lease, receipt of which is hereby acknowledged.
RENT BREAKDOWN FOR THREE YEARS
JUNE 1 1997 THRU MAY 31, 1998 $3,524.00 PER MONTH
JUNE 1 1998 THRU MAY 31, 1999 $3,675.00 PER MONTH
JUNE 1 1999 THRU MAY 31, 2000 $3,859.00 PER MONTH
TENANT TO HAVE TWO ONE YEAR OPTIONS WITH 5% INCREASE PER YEAR IF
DESIRED AND 90 DAYS NOTICE TO LANDLORD PRIOR TO LEASE END.
LANDLORD WILL XXXX TENANT 15% OF SEWER AND WATER XXXX MONTHLY.
PARKING STALLS AND NEW LOADING DOCK DOOR ON EAST WALL NEED TO BE LAID
OUT BY LANDLORD SO NO PARKING OR TRAFFIC FLOW WILL BE CREATED.
LANDLORD TO INSTALL DOOR ON EAST WALL COMPLETE AT HIS EXPENSE.
LANDLORD WILL ALSO INSTALL OPENING ON SECOND LEVEL AT HIS EXPENSE.
TENANT MAY OCCUPY PREMISES AS SOON AS LANDLORD HAS MADE IMPROVEMENTS
AND UPON SECURITY DEPOSIT BEING MADE AND UTILITYS BEING TRANSFERRED
AND INSURANCE CERTIFICATE TO LANDLORD.
3. SECURITY DEPOSIT. Upon the date hereof, the Tenant shall pay to
Owner/Landlord an amount equal to one (1) month's rent as a Security Deposit
to guarantee the performance of all the terms of this Lease, and the payment
of rent. Upon the occurrence of any default by Tenant, Owner/Landlord may use
said Security Deposit to the extent necessary to make good any arrearages of
rent or any other expense. Any remaining balance of said Security Deposit
shall be returned to Tenant upon compliance with terms herein and acceptance
of the vacated premises by Owner/Landlord. Tenant understands that its
liability is not limited to the amount of the Security Deposit and its use by
Owner/Landlord shall not constitute a waiver, but is in addition to
Owner/Landlord's other remedies under this Lease and law. Receipt of said
Security Deposit is hereby acknowledged.
4. OCCUPANCY. Owner/Landlord agrees to deliver the unit(s) in a safe, broom
clean and useable condition, in compliance with all applicable building
codes. In the event Tenant is prevented from occupying the unit(s) at the
start of the above term due to delays by Owner/Landlord, the rent shall be
abated for each day occupancy is delayed.
5. UTILITIES. The Tenant shall pay for all utilities, including gas,
electricity, water and telephone service for its unit(s) during the term of
this Lease.
6. STRUCTURAL MAINTENANCE. The Owner/Landlord shall, at its expense, keep the
structural parts of the building in good repair including the exterior walls,
roof, floor, foundation, and interior columns, except that the Owner/Landlord
shall not be responsible for repairs caused by the fault or negligence of the
Tenant, its employees, or invitees.
7. INTERIOR MAINTENANCE. Tenant shall be responsible for the interior
maintenance and repair of the premises, including entrance doors, overhead
warehouse doors, heating, plumbing, electrical and mechanical fixtures and
equipment, replacement of all glass broken and expendable. Tenant further
agrees to keep the premises in as good a condition as when turned over to it,
reasonable wear and tear and the elements excepted. SEE ADDENDUM
8. ALTERATIONS. No interior alterations, connection, painting or decorating
of a permanent nature may be done to the unit(s) without written approval of
Owner/Landlord. Tenant agrees that all such approved work shall be done in a
workmanlike manner and in conformance with applicable building codes; that no
liens shall attach to the premises by reason thereof; and that the premises
shall be restored to their original condition by the Tenant prior to the
expiration of this Lease. Failure to remove fixtures and equipment shall
constitute abandonment to the Owner/Landlord who may remove said fixtures and
equipment and restore the premises to their original condition, all at
Tenant's expense. APPROVAL WILL NOT BE UNREASONABLY WITHHELD.
9. INSURANCE. Owner/Landlord shall maintain, at its own expense, fire and
extended coverage insurance on the property. It is understood that the
Owner/Landlord and Tenant shall look solely to their respective insuring
agents in the event of casualty. Tenant will maintain in force during the
term of this Lease a contents and public liability insurance policy with
Owner/Landlord named as co-insured. Said insurance shall afford protection of
not less than $300,000.00 for injury or death, $300,000.00 for any one
accident, and $100,000.00 for property damage. Tenant agrees to deliver to
Owner/Landlord a certificate of insurance with a 10 day cancellation clause,
prior to occupancy, with the Owner/Landlord named as an additional insured.
Owner/Landlord will require each of its other Tenants to carry the same
insurance on their contents and property and will not permit any practice by
any Tenant that may cause an increase in the rate of insurance on the
building without charging said increase to the causing Tenant for the benefit
of all other Tenants.
10. LOSS PROTECTION. Unless the liability for damage or loss is caused by the
negligence of Owner/Landlord, Owner/Landlord shall be held harmless by
Tenant from any liability for damages to any person or property in or upon
the leased premises or common areas, including the person or property of
Tenant and its employees and all persons in the building at its or their
invitation. All property kept, stored or maintained on the leased premises
shall be so kept, stored or maintained at the sole risk of the Tenant.
11. FIXTURES AND EQUIPMENT. All fixtures and equipment considered necessary
to the general operation and maintenance of the property, shall be the
property of the Owner/Landlord, except that any "trade fixtures" provided by
Tenant, at its own expense, shall remain the property of the Tenant and will
be removed by Tenant upon termination of this Lease. The Tenant grants to
the Owner/Landlord a lien upon all personal property of the Tenant on said
premises to secure payment of the rent, and agrees that no such property
shall be removed from said premises while any installment of rent is past
due, and/or any other default existing under this Lease.
12. ACCESS. Owner/Landlord or its authorized agent, has the right to enter
the unit(s) at any reasonable time to inspect, make repairs or alterations
as needed, and three (3) months prior to the termination of this Lease to
show the unit(s) to prospective Tenants, and to place on doors and windows
appropriate notice that the premises are for rent. SEE ADDENDUM
13. LOCKS. No additional locks will be placed on any of the doors in the
building without Owner/Landlord's prior written approval, and unless
Owner/Landlord receives an access key to such locks.
14. STORAGE. PARAGRAPH #14 HAS BEEN DELETED.
15. SUBLETTING OR ASSIGNMENT. No subletting or other assignment by Tenant is
allowed without written consent of Owner/Landlord, which consent shall not
release the assigning party of any obligation or liability arising under the
terms of this Lease. This Lease and the deposits shall be assignable by
Owner/Landlord, provided the assignee assumes all of Owner/Landlord's
obligations hereunder.
16. DEFAULT. A breach of this Lease shall exist if at any time during the
term of this Lease Tenant shall: (a) Vacate said premises or default in the
payment of rent or in the performance of any of these provisions; or (b)
Shall make an assignment for the benefit of creditors; or (c) File or have
filed against it, a petition for bankruptcy, or arrangement in settlement of
liabilities, or reorganization. In such an event, Owner/Landlord is
authorized to take possession of the unit(s), eject the Tenant, terminate
this Lease and re-lease said premises, remove and sell all personal property
and use all sums for rent and expenses then in arrears or past due. No such
acts by the Owner/Landlord shall be construed as a waiver of
Owner/Landlord's right to collect rent for the remainder of the term. Tenant
agrees to reimburse Owner/Landlord for reasonable attorney's fees and costs
for any proceedings necessary to enforce these terms. If the Tenant should
default in any respect, Tenant confirms onto Owner/Landlord the statutory
lien for rent and all statutory rights under the laws of the State of
Minnesota. No forebearance by the Owner/Landlord to exercise any right
accruing to the Owner/Landlord hereunder shall be construed as a waiver of
any such rights.
17. IMPAIRMENT OF USE. In the event the demised premises shall be untenable
or unfit for occupancy, in whole or in part by the total or partial
destruction of the building by fire or other casualty, this Lease may, at
the option of the Owner/Landlord, cease and terminate. Tenant shall have no
claim against Owner/Landlord for the value of any unexpired term of said
lease or for any damages. SEE ADDENDUM
18. CONDEMNATION. In the event that the whole or any part of the demised
premises shall be acquired or condemned by eminent domain for any public or
quasi-public use or purpose, then, in that event, this Lease, may at the
option of the Owner/Landlord, cease and terminate, and Tenant shall have no
claim against Owner/Landlord for the value of any unexpired term of this
Lease or for any damages.
19. ACCEPTANCE OF LEASE BY MORTGAGEE. This Lease is subject to acceptance by
Owner/Landlord's mortgagee and such acceptance is a condition precedent to
such agreement becoming effective. Further, this Lease is subject to the
terms and the liens of present and future mortgage deeds securing the
premises.
20. ADDITIONAL AGREEMENTS (IF ANY).
RULES AND REGULATIONS (For All Tenants)
Tenant further agrees to be bound by and comply with the Rules and
Regulations, as follows:
a. TRASH. Each Tenant shall provide its own dumpster for trash and agrees
not to leave or store any materials, litter or trash on the grounds or
parking areas.
b. DISTURBANCE. No noise or conduct shall be permitted at any time which
will disturb or annoy other Tenants.
c. PARKING. The use of parking shall be subject to Rules and Regulations as
the Owner/Landlord may promulgate from time to time. Tenant agrees that it
will not use more than its prescribed number of stalls at any one time, and
will not use or permit the use by its employees of the parking area for the
overnight storage of automobiles or other vehicles which would interfere
with maintenance, snow removal, traffic flow or emergency vehicles.
SEE ADDENDUM
d. SIGNS. The Tenant shall not erect, place, or display or allow to be
erected, placed, or displayed any lettering, sign, advertisement, awning,
or other projection in or on the leased property or in or on the building
of which it forms a part without the Owner/Landlord's written consent.
Owner/Landlord has the sole right of approval relating, but not limiting
to size, type, materials and location.
e. FIXTURE MOVEMENT. Tenant agrees that any and all furniture, fixtures and
goods will be moved by the Tenant whenever such moving is necessary for
purposes of building repair and/or maintenance by Owner/Landlord.
f. These Rules and Regulations may be added to or amended from time-to-time
by the Owner/Landlord and such amendments will become effective immediately
upon notification. SEE ADDENDUM
Tenant has read and agrees to abide by all Rules and Regulations and
acknowledges that any violation of any provision of this Lease, or Rules
and Regulations constitutes a breach.
IN WITNESS WHEREOF, the parties have caused this Lease to be signed by
their proper officers and/or representatives and represent that the have
the authority to bind same.
OWNER/LANDLORD: TENANT:
/s/ Xxxxxx X. Xxxxxx INTELLIPHONE, INC.
-------------------------- -----------------------------
XXXXXX X. XXXXXX
By: By: /s/ Xxxxxx Xxxx
------------------------- --------------------------
Authorized Representative XXXXXX XXXX
Real Estate Broker Its:
By: -------------------------
-----------------------
GUARANTEE
The undersigned hereby guarantees the payment of rent and performance to this
Lease.
