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EXHIBIT 10.28
LEASE
THIS LEASE is made and entered into this 20th day of June 1996, by and
between JTC, a California general partnership (hereinafter called "Lessor"), and
Palo Alto Funding Group, Inc. a California Corporation (hereinafter called
"Lessee"), for the promises and on the terms and conditions described herein.
1. SCHEDULE:
A. PREMISES: Lessor hereby leases to Lessee and Lessee hereby leases
from Lessor, that certain office space (herein called "Premises") outlined on
Exhibit "A" which is incorporated herein by this reference, known as Suite
number 300 situated on the 1st floor of that certain office building commonly
known as University Court, 000 Xxxxxxxxxx Xxxxxx, Xxxx Xxxx, XX 00000.
The parties hereto agree that said letting and hiring is upon and
subject to the terms, covenants and conditions herein set forth and Lessee
covenants as a material part of the consideration for this Lease to keep and
perform each and all of said terms, covenants and conditions by it to be kept
and performed and that this Lease is made upon the condition of such
performance.
B. TERM: Twelve (12) months commencing August 1, 1996, and ending at
5:00 P.M. on July 31, 1997, subject to the provisions herein.
C. BASE RENT: $6,850.20 per month, payable in equal installments in
said amount in advance on the 1st day of each month, commencing August 1, 1996
and continuing on the same day of each month until the end of the lease. Rent
shall be payable to the Lessor at 000 Xxxxxxxxxx Xxxxxx Xxxxx 000, Xxxx Xxxx,
Xxxxxxxxxx or at such other place as Lessor may designate in writing. Lessor
acknowledges receipt of $6,850.20 rent for the month of August.
D. RENTAL INCREASE: see paragraph 30.
E. SECURITY DEPOSIT: $6,850.20, receipt of which is hereby
acknowledged. Security deposit payable upon signging of this lease is $2,390.60
which is calculated as follows: $6,850.20 less $1,450.00 the deposit on account
from Suite 150 and less $3,009.60 the deposit on account from Suite 350.
F. USE OF PREMISES: General office and related activities.
G. REPRESENTATIONS RECONDITION OF PREMISES: There shall be no lessee
improvements.
H. SERVICES TO BE PROVIDED BY LESSOR: Five-day-a-week janitor, common
area heating, ventilating and water shall be provided by Lessor. Electricity,
heat and air-conditioning to the Premises shall be separately metered and paid
by Lessee.
I. LEASEHOLD IMPROVEMENTS TO BE PROVIDED BY LESSOR: Building Standard"
improvements as specified on Xxxxxxx "X", "X-0" hereof.
J. REMOVAL OF PROPERTY: At any time Lessee may, and prior to the end of
the lease term Lessee shall, remove from the Premises furniture, equipment, and
other personal property installed by Lessee or at Lessee's expense. Lessee shall
not remove any fixtures or leasehold improvements without Lessor's prior written
consent, except fixtures installed by Lessee which can be removed without damage
to the premises. Lessee shall repair any damage to the Premises caused by
removal of any property, and shall restore the Premises to its condition at the
commencement of the
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the commencement of the term, less reasonable wear and tear. All of such removal
and restoration shall be accomplished at Lessee's expense prior to the end of
the lease term.
K. LESSEE'S INSURANCE: Bodily Injury and Property Damage Liability
insurance of not less than One Million Dollars ($1,000,000) combined each
occurrence and as further specified in paragraph 11 hereof.
L. TAXES: Base Tax Year N/A Percent of Building occupied by Lessee N/A
Percent of land occupied by Lessee N/A.
M. BROKER
None
2. TERM AND RENT: The term of this lease and the rent which Lessee
agrees to pay to Lessor are specified in the Schedule. Lessee agrees to pay the
rent to Lessor in lawful money of the United States of America, without
deduction or offset. Rent for partial months shall be prorated.
Lessee additionally agrees to pay to Lessor, concurrent with the Base
Rent unless otherwise provided herein, all other sums of money that may become
due and payable hereunder, which sums shall be deemed additional rental.
3. DEPOSIT: Upon the execution of this lease, Lessee will pay to Lessor
as a security the sum specified as "Deposit" in the schedule. If Lessee shall
pay all rent and observe and perform all of the terms, covenants, and conditions
of this lease during the term and all extensions and renewals thereof, Lessor
will repay the deposit to Lessee, without interest, within five (5) business
days after Lessee vacates the premises. If Lessee defaults in the payment of
rent or other sums due hereunder, damages the Premises, fails to leave the
Premises clean upon termination of the tenancy, or defaults in any of the other
terms, covenants, or conditions of this lease, Lessor may use or apply so much
of the security deposit as is reasonably necessary to remedy such default.
Lessee agrees to restore the security deposit to the full original amount
immediately upon receipt of demand from Lessor therefor.
4. POSSESSION: If Lessor is unable to deliver possession of the
Premises to Lessee at the commencement of the term for any reason whatsoever,
the lease shall not be void or voidable for a period of forty-five (45) days
thereafter, nor shall Lessor be liable to Lessee for any loss or damage
resulting therefrom, but the rent shall xxxxx until Lessor delivers possession
of the Premises to Lessee. If Lessor is unable to deliver possession of the
Premises within forty-five (45) days after the commencement date, this lease may
be terminated by either Lessor or Lessee by a written notice to the other at any
time thereafter prior to the date possession is delivered to Lessee.
5. USE: The Premises shall be used for the purpose specified in the
Schedule, and for no other purpose without the prior written consent of Lessor.
Lessee shall not do or permit anything to be done in or about the
Premises nor bring or keep anything therein which will in any way increase the
existing rate of or affect any fire or other insurance upon the Building or any
of its contents, cause cancellation of any insurance policy covering said
Building or any part thereof or any of its contents. Lessee shall not do or
permit anything to be done in or about the Premises which will in an way
obstruct or interfere with the
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rights of other tenants or occupants of the Building or injure or annoy them or
use of allow the Premises to be used for any improper, immoral, unlawful or
objectionable purpose, nor shall Lessee cause, maintain or permit any nuisance
in, on or about the Premises. Tenants shall not commit or suffer to be committed
any waste in or upon the Premises.
6. ABANDONMENT: Lessee will not vacate, abandon, or surrender the
Premises during the term, and if Lessee does, or is dispossessed by process of
law, or otherwise, any personal property belonging to Lessee left on the
Premises shall be deemed to be abandoned at the option of Lessor.
7. CONDITION OF PREMISES: Lessee's taking possession of the Premises
and occupying the same for thirty (30) days without giving written notice to
Lessor within said period of any defect in the Premises shall be conclusive
evidence as against Lessee that the Premises were in good order and satisfactory
condition when Lessee took possession. No promise to alter, remodel, or improve
the Premises or the Building and no representation respecting the condition of
the Premises or the Building have been made by Lessor to Lessee, unless the same
is set forth in the Schedule. Lessee waives all right to make repairs at the
expense of Lessor, or to deduct the cost thereof from the rent, and Lessee
waives all rights under Sections 1941 and 1942 of the Civil Code of the State of
California. At the termination of this lease by lapse of time or otherwise,
Lessee shall surrender the Premises in as clean and good a condition as when
Lessee took possession, ordinary wear or loss by fire or other natural force
excepted, failing which Lessor may restore the Premises to such condition and
Lessee shall pay the cost thereof to Lessor upon demand.
8. ALTERATIONS AND REPAIRS: Lessee shall not make or permit to be made
any alterations, additions, improvements, or changes in the Premises without the
prior written consent of Lessor, which consent Lessor shall not unreasonably
withhold, provided that Lessor may make such consent subject to reasonable
conditions. Subject to the services to be rendered by Lessor as set forth in the
Schedule, Lessee shall, at Lessee's own expense, keep the Premises in good
order, condition, and repair during the term, including the replacement of all
broken glass with glass of the same size and quality under the supervision and
with the approval of Lessor. If Lessee does not make repairs promptly and
adequately, Lessor may, but need not, make repairs and Lessee shall pay promptly
the reasonable cost thereof. At any time or times, Lessor, either voluntarily or
pursuant to governmental requirements, may, at Lessor's own expense, make
repairs, alterations, or improvements in or to the Building or any part thereof,
including the Premises, and, during such operations Lessor may close entrances,
doors, corridors, elevators, or other facilities, all without any liability to
Lessee by reason of interference, inconvenience, or annoyance; provided that
Lessee shall have access to the Premises sufficient for conduct of Lessee's
business. Lessor shall not be liable to Lessee for any expense, injury, loss, or
damage resulting from work done in or upon, or the use of, any adjacent or
nearby building, land, street, or alley, provided that Lessor makes a reasonable
effort to minimize the disruption to Lessee's business. In the event Lessee
requests that repairs, alterations, decorating, or other work in the Premises be
made during periods other than ordinary business hours, Lessee shall pay Lessor
for overtime and other additional expenses incurred because of such request.
9. LIENS: Lessee agrees to keep the Premises and the property on which
the Premises are located free from any liens arising out of any work performed,
materials furnished, or obligations incurred by Lessee.
10. INDEMNIFICATION: Lessee waives all claims against Lessor for
damages to property, or to goods, wares and merchandise stored in, upon, or
about the Premises, and for injuries to persons in, upon or about the Premises
from any cause arising at any time, except as may be caused by the act,
omission, or negligence of Lessor, and Lessee agrees to indemnify and hold
Lessor exempt and harmless for and on account of any damage or injury to any
person or
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property arising from the use of the Premises by Lessee or from the failure of
Lessee to keep the Premises in good condition as herein provided. Lessor shall
not be liable to Lessee for any damage because of any act or negligence of any
covenant or other occupant of the same Building, or by any owner or occupant of
adjourning or contiguous property, nor for overflow, breakage, or leakage of
water, steam, gas, or electricity from pipes, wires, or otherwise. Lessee will
pay for all damage to the Building and to the tenants and occupants thereof
caused by the misuse or neglect of the Premises by Lessee or its invitees.
Lessee's obligations to indemnify and defend shall include, without
limitation, the obligation to pay Lessor's reasonable attorney fees and other
costs incurred after Lessor's first notice of each such claim.
11. LESSEE'S INSURANCE OBLIGATION: Lessee further covenants and agrees
that from and after substantial completion of the premises Lessee will carry and
maintain, at its sole cost and expense, the following types of insurance, in the
amounts specified and in the form hereinafter provided for:
A. PUBLIC LIABILITY AND PROPERTY DAMAGE. Bodily injury and property
damage liability insurance with coverage limits of not less than One Million
Dollars ($1,000,000) combined each occurrence and in the aggregate insuring
against any and all liability of the insured with respect to said premises or
arising out of the maintenance, use or occupancy thereof. All such bodily injury
liability insurance and property damage liability insurance shall specifically
insure the performance by Lessee of the indemnity agreement as to liability for
injury or death of persons and damage to property in this Article 11 contained.
B. PLATE GLASS: Insurance covering all plate glass on the premises.
Lessee shall have the option to either insure the risk or to self-insure.
C. EQUIPMENT: Machinery insurance on all air conditioning equipment and
systems exclusively serving the premises. If said equipment and the damage that
it may cause are not covered by Lessee All Risk insurance, then the insurance
specified in this subparagraph C, shall be in an amount not less than One
Hundred Thousand Dollars ($100,000). If Lessee requires boilers or other
pressure vessels to serve the premises, they should also be insured in the
amount required by this subparagraph.
D. LESSEE IMPROVEMENTS: Insurance covering Lessee's fixtures,
merchandise, and personal property from time to time in, on or upon the
premises, in an amount not less than ninety (90%) percent of their full
replacement cost from time to time after the Effective Date providing protection
against any peril included within the classification "All Risk," together with
insurance against sprinkler damage. Any policy proceeds shall be used for the
repair or replacement of the property damaged or destroyed unless this Lease
shall cease and terminate under the provisions of Article 15.
C. POLICY FORM.
C.1. All policies of insurance provided for herein shall be issued by
insurance companies with general policyholder's rating of not less than A and a
financial rating of not less than Class X as rating in the most current
available "Best's" Insurance Reports, qualified to do business in the State
where the Premises are situated. All such policies shall be issued in the names
of Lessor and Lessee, and if requested by Lessor, Lessor's first mortgagee or
beneficiary, which policies shall be for the mutual and joint benefit and
protection of Lessor, Lessee and Lessor's first mortgagee or beneficiary.
Executed copies of such policies of insurance or certificates thereof shall be
delivered to Lessor within (10) ten days after substantial completion of the
premises, and thereafter executed copies of renewal policies or certificates
thereof shall be delivered to Lessor within thirty (30) days prior to the
expiration of the term of each such policy. All public liability damage and
property damage policies shall contain a provision that Lessor, although
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named as an insured, shall nevertheless be entitled to recover under said
policies for any loss occasioned to it, its servants, agents and employees by
reason of the negligence of Lessee. As often as any such policy shall expire or
terminate, renewal or additional policies shall be procured and maintained by
Lessee in like manner and to like extent. All policies of insurance delivered to
Lessor must contain a provision that the company writing said policy will give
to Lessor twenty (20) days' notice in writing in advance of any cancellation,
lapse or reduction in the amounts of insurance. All public liability, property
damage and other casualty policies shall be written as primary policies, not
contributing with or in excess of coverage which Lessor may carry.
C.2. Notwithstanding anything to the contrary contained within this
Article 11, Lessee's obligations to carry the insurance provided for herein may
be brought within the coverage of a so-called blanket policy or policies of
insurance carried and maintained by Lessee, provided, however, that Lessor and
Lessor's first mortgage or beneficiary shall be named as an additional insured
thereunder as their interests may appear and that the coverage afforded Lessor
will not be reduced or diminished by reason of the use of such blanket policy
insurance, and provided further that the requirements set forth herein are
otherwise satisfied. Lessee agrees to permit Lessor at all reasonable times to
inspect any policies of insurance of Lessee which policies or copies thereof are
not delivered to Lessor.
C.3. If Lessor's insurance rates for the Premises are increased at any
time during the term as a result of the nature of Lessee's use and occupancy of
the Premises, Lessee agrees to reimburse Lessor for the full amount of such
increase immediately upon receipt of demand from Lessor thereof. Such increase
shall be prorated as of the expiration of the term, if applicable.
12. MUTUAL WAIVER OF SUBROGATION RIGHTS: Lessor and Lessee hereby waive
any rights each may have against the other and Lessee hereby waives any rights
it may have against any of the parties to the Agreement referred to in Article
10 on account of any loss or damage occasioned to Lessor or Lessee, as the case
may be, to their respective property, the premises, its contents or to other
portions of the premises, arising from any risk generally covered by All Risk
insurance; and the parties each, on behalf of their respective insurance
companies insuring the property of either Lessor or Lessee against any such
loss, waive any right of subrogation that either may have against the other, as
the case may be. Lessee, on behalf of its insurance companies insuring the
premises, of its contents, Lessee's other property or other portions of the
office building, waives any right of subrogation which such insurer or insurers
may have against any of the parties to the Agreement. The foregoing waivers of
subrogation shall be operative only so long as available in the State where the
office building is situated and provided further that no such policy is
invalidated thereby.
13. Taxes: Lessee will pay before delinquency any and all taxes,
assessments and license fees, and public charges levied, assessed, or imposed
and which become payable during the term hereof upon Lessee's fixtures,
furniture, and personal property installed or located in the Building.
Lessee shall pay his/its pro rata share of any increase in the parking
assessment fees, charges or bond amortization levied by the University Avenue
Parking Assessment District or the University Avenue Parking Lot Maintenance
Assessment or the City of Palo Alto or any other authorized or successor
authority during the term of this lease. Lessee's pro rata share shall be based
upon the portion that Lessee's Premises bears to the leased space of the entire
building.
Lessee shall be considered the owner during the term of any leasehold
improvements installed at Lessee's expense, and any such leasehold improvements
may be assessed to Lessee for property tax purposes. Except as otherwise
provided in the Schedule, Lessee shall not remove from the Premises any
leasehold improvements installed by Lessee without Lessor's prior written
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consent, and the ownership of any such leasehold improvements shall revert to
Lessor upon the expiration of the term or upon sooner termination of the
tenancy.
14. SERVICES: So long as Lessee is not in default hereunder, Lessor
will furnish the Premises with such services as are specified in the Schedule
and Exhibit "B," and Lessee will pay for all other services supplied to the
Premises. Lessor shall not be liable to Lessee or to any other party for any
claim, injury, damage, rebate, or charge of any, kind whatsoever which may arise
or accrue in case of the interruption of the supply of water, heat, electricity,
elevator service, air conditioning, gas, compressed air, or refrigeration caused
by conditions beyond Lessor's control, or by accident, failure of power supply,
repairs, strikes, fire, flood, act of God, or on account of any defect of the
Building or the Premises, nor shall any such interruption be grounds for
termination of this lease provided Lessor exercises reasonable diligence to
remedy such interruption.
15. DESTRUCTION: In the event of a partial destruction of the Building
or appurtenances during the term from a cause which is insured under Lessor's
fire and extended coverage insurance, Lessor shall forthwith repair the same,
provided such repairs can be made within ninety (90) days under the laws and
regulations of the state, county, federal, or municipal authorities, but such
partial destruction shall not annul or void this lease, except that Lessee shall
be entitled to a proportionate reduction of rent while such repairs are being
made, such proportionate reduction to be based upon the extent to which the
making of repairs interferes with the business carried on by Lessee in the
Premises.
If the partial destruction is caused by a casualty which is not insured
under Lessor's fire and extended covered insurance or if such repairs cannot be
made in ninety (90) days, either Lessor or Lessee may terminate this lease by
giving written notice to the other party within thirty (30) days after the
damage occurs. If the lease is not terminated, Lessor shall make such repairs
within a reasonable time with this lease continuing in full force and effect and
the rent proportionately reduced while the repairs are being made.
In the event the Building in which the Premises are located is
destroyed to the extent of not less than 33 1/3% of the then current replacement
cost thereof, Lessor may elect to terminate this lease by giving written notice
of termination to Lessee within thirty (30) days after damage occurs, regardless
of whether the Premises are damaged, whether the partial destruction is caused
by a casualty covered by insurance, or whether the repairs can be made within
ninety (90) days. A total destruction of the Building in which the Premises are
located shall terminate this lease. In respect to any partial destruction which
Lessor is obligated to repair or may elect to repair under the terms of this
paragraph and which can be made within ninety (90) days the provisions of
Section 1932, Subdivision 2, and of Section 1933, Subdivision 4, of the Civil
Code of the State of California are waived by Lessee.
In the event of termination of this lease pursuant to any of the
provisions of this paragraph, rent and Lessee's portion of any parking
assessment fee increase shall be apportioned on a per diem basis and shall be
paid to the date of the casualty. In no event shall Lessor be liable to Lessee
for any damages resulting to Lessee from the happening of such casualty or from
the repairing or reconstruction of the Premises or of the Building, or from the
termination of this lease as herein provided, nor shall Lessee be relieved
thereby or in any such event from Lessee's obligations hereunder except to the
extent and upon the conditions expressly stated in this paragraph.
16. EMINENT DOMAIN: If the whole or any substantial part of the
Building or appurtenant real property shall be taken or condemned by any
competent authority for any public use or purpose, the term of this lease shall
end upon, and not before, the date when the possession of the part so taken
shall be required for such use or purpose. Rent shall be apportioned as of the
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date of such termination. Lessee shall be entitled to receive any damages
awarded by the court for leasehold improvements installed at Lessee's expense.
The entire balance of the award shall be the property of Lessor.
17. ASSIGNMENT AND SUBLETTING: Lessee shall not assign this lease, or
any interest herein, and shall not sublet the Premises or any part thereof, or
any right or privilege appurtenant thereto, or suffer any other person (the
agents or employees of Lessee excepted) to occupy or use the Premises, or any
portion thereof, without the prior written consent of Lessor, and a consent to
one assignment, subletting, occupation, or use by any other person shall not be
deemed to be a consent to any subsequent assignment, subletting, occupation, or
use by any other person. Any such assignment or subletting without such consent
shall be void, and shall, at the option of Lessor, terminate this lease. Any
transfer or assignment of this lease by operation of law without the consent of
Lessor shall make this lease voidable at the option of Lessor.
Lessor will not unreasonably withhold its consent to an assignment or
subletting by Lessee, provided that (a) the assignee or sublessee is financially
responsible and proposes to use the Premises for the same purpose or a purpose
which is permitted by applicable zoning ordinances and regulations; (b) the
proposed use is not injurious to the Premises and will not disturb the other
tenants of Lessor in the Building or immediate vicinity; and (c) the assignee or
sublessee executes and delivers to Lessor a written assumption of this lease in
form acceptable to Lessor.
Every assignment of sublease shall recite that it is and shall be
subject and subordinate to the provisions of this lease, and the termination of
this lease shall constitute a termination of every such assignment of sublease.
18. SUBORDINATION: The rights of Lessee under this lease shall be and
they are subject and subordinate at all times to the lien of any mortgage or
deed of trust now or hereafter in force against the property, and to all
advances made or hereafter to be made upon the security thereof, and Lessee
shall execute such further instruments subordinating this lease to the lien of
any such encumbrance, as shall be requested by Lessor, provided the holder of
such encumbrance agrees to recognize Lessee's interest hereunder if Lessee is
not then in default. Lessee hereby irrevocably appoints Lessor as attorney in
fact for Lessee with full power and authority to execute and deliver in the name
of Lessee any such instrument.
If any mortgagee or beneficiary elects to have this lease superior to
its mortgage or deed of trust and gives notice of such fact to Lessee, then this
lease shall be deemed superior to the lien of any such encumbrance, whether this
lease or a memorandum thereof is dated or recorded before or after said
encumbrance.
19. SIGNS: Lessee shall not place any signs, lettering, marks,
photographs, or any other material whatsoever, on the interior or exterior of
the doors, windows, hallways, or any other place, in, on, or about the Premises,
the Building, or its appurtenances, without Lessor's prior written approval of
the size, style, design, color, material, manner of applying of fastening, and
location thereof. All signs shall be strictly in accordances with the Lessor's
Building standards and illuminated signs of any nature are prohibited.
20. REMOVAL OF PROPERTY: Lessee hereby irrevocably appoints Lessor as
agent and attorney in fact of Lessee, to enter upon the Premises, in the event
of default by Lessee in the payment of any rent herein reserved, or in the
performance of any term, covenant, or condition herein contained to be kept or
performed by Lessee, and to remove any and all furniture and personal property
whatsoever situated upon the Premises, and to place such property in storage for
the account of and at the expense of Lessee. In the event that Lessee shall not
pay the cost of storing any such property after the property has been stored for
a period of ninety (90) days or more, Lessor may sell any or all such property,
at public or private sale, in such manner and at
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such times and places as Lessor in its sole discretion may deem proper, without
notice to Lessee or any demand upon Lessee for the payment of any part of such
charges or the removal of any of such property, and shall apply the proceeds of
such sale first to the cost and expenses of such sale, including reasonable
attorney's fees actually incurred; second, to the payment of the costs of or
charges for storing any such property; third, to the payment of any other sums
of money which may then or thereafter be due to Lessor from Lessee under any of
the terms hereof; and fourth, the balance, if any, to Lessee.
21. SURRENDER: The voluntary or other surrender of this lease by
Lessee, or a mutual cancellation thereof, shall not work a merger, and shall, at
the option of Lessor, terminate all or any existing subleases or subtenancies,
or may, at the option of Lessor, operate as an assignment to Lessor of any or
all such subleases or subtenancies.
22. TRANSFER OF SECURITY: Lessor may transfer or deliver any security
given by Lessee to secure the faithful performance of any of the covenants of
this lease to the purchaser or successor of Lessor's interest in the Premises,
and thereupon Lessor shall be discharged from any further liability in reference
thereto.
23. WAIVER: The waiver by Lessor or Lessee of any breach of any term,
covenant, or condition herein contained shall not be deemed to be a waiver of
such term, covenant, or condition or and subsequent breach of the same or any
other term, covenant, or condition herein contained. The subsequent acceptance
of rent hereunder by Lessor shall not be deemed to be a waiver of any preceding
breach by Lessee at any term, covenant, or condition of this lease, other than
the failure of Lessee to pay the particular rent so accepted, regardless of
Lessor's knowledge of such preceding breach at the time of acceptance of such
rent.
24. HOLDING OVER: Any holding over after the expiration of the term,
with the consent of Lessor, shall be construed to be a tenancy from month to
month on the same terms and conditions specified herein as far as applicable.
25. ATTORNEY'S FEES: If any action at law or in equity shall be brought
to recover any rent under this lease, or for or on account of any breach of or
to enforce or interpret any of the terms, covenants, agreements, or conditions
of this lease, or for the recovery of the possession of the Premises, the
prevailing party shall be entitled to recover from the other party as a part of
the prevailing party's costs a reasonable attorney's fees and costs, the amount
of which shall be fixed by the court and shall be made a part of any judgment
rendered.
26. NOTICES: All notices to be given to Lessee may be given in writing
personally or by depositing the same in the United States mail, postage prepaid
certified mail return receipt requested, and addressed to Lessee at Dallas
Semiconductor, 0000 X. Xxxxxxxx Xxxxxxx, Xxxxxx Xxxxx 00000 and at property
address. Notice to Lessor may be given in writing personally or by depositing
the same in the United States mail, postage prepaid, and addressed to Lessor at
the address to which the rent is paid.
27. GENERAL PROVISIONS: This lease contains all of the terms,
covenants, and conditions agreed to by Lessor and Lessee and it may not be
modified orally or in any manner other than by an agreement in writing signed by
all of the parties to this lease or their respective successors in interest.
Each term and each provision of this lease performable by Lessee shall
be construed to be both a covenant and a condition. The covenants and conditions
hereof, subject to the provisions as to subletting and assignment, shall apply
to and bind the heirs, successors, executor, administrators, sublessees, and
assigns of the parties.
All persons who have signed this lease shall be jointly and severally
liable hereunder.
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When the context of this lease requires, the masculine gender includes
the feminine, a corporation, or a partnership, and the singular number includes
the plural.
The captions of this lease are for convenience only and are not a part
of this lease and do not in any way limit or amplify the terms and provisions of
this lease.
This lease shall be governed by and construed in accordance with the
laws of the State of California.
Time is of the essence as to all of the provisions of this lease.
28. RULES: The following rules and regulations in addition to those set
forth in Exhibit "C" hereof, relating to the safety, care and cleanliness of the
Premises and the preservation of good order thereon, are hereby expressly made a
part hereof, and Lessee agrees to obey all such rules and regulations.
A. PEACEFUL ENJOYMENT: Lessee, its employees, and visitors shall not
interfere with the peaceful enjoyment of the Premises by other lessees, if any,
or those having business with them. Lessee shall not permit the placing of
litter in or upon the Building and grounds and shall not permit any animal,
bicycle, motorcycle, or vehicle to be brought into or kept in the Building.
Bicycle parking is provided in the basement only.
B. MOVING HEAVY OBJECTS: Lessee shall be responsible to repair any
damage occasioned by the moving of freight, furniture, or other objects into,
within, or out of the Building. No heavy objects of any nature shall be placed
upon any floor without Lessor's prior written approval as to the adequacy of the
allowable floor loading at the point where the objects are intended to be moved
or stored. Lessor may specify the time of moving to minimize inconvenience to
other lessees, if any.
C. OBSTRUCTIONS, WASTE, MARKINGS: No drapes or sunscreens of any nature
shall be installed without Lessor's prior approval. The sash doors, sashes,
windows, glass doors, lights, and skylights that reflect or admit light into the
Building shall not be covered or obstructed. The toilets and urinals shall not
be used for any purpose other than those for which they were constructed, and no
rubbish, newspapers or other substances of any kind shall be thrown into them.
Waste and excessive or unusual use of water shall not be allowed. Lessee shall
not xxxx, drive nails, screw or drill into, paint, nor in any way deface any
surface or part of the Building except that Lessee may hang pictures,
blackboards, or similar objects, providing that prior to end of the term Lessee
shall restore the Premises to its condition at the commencement of the term,
less reasonable wear and tear. The expense of repairing any breakage, stoppage,
or damage resulting from a violation of this rule shall be borne by the Lessee
who has caused such breakage, stoppage, or damage.
D. LOCKS: No additional lock or locks shall be placed by Lessee on any
door unless written consent of Lessor shall first be obtained. Two keys shall be
surrendered to Lessor upon termination or expiration of the lease term.
E. JANITORIAL SERVICES: If Lessor supplies janitorial services, Lessee
shall not, without Lessor's prior consent, employ any person or persons, other
than the janitor of Lessor, for the purposes of cleaning the leased Premises.
Lessor shall not be responsible for the loss of property from the leased
Premises, however occurring, or for any damage to any Lessee occasioned by any
of Lessee's employees or subcontractors or by any other person.
F. OUTSIDE STORAGE: No materials, supplies, equipment, finished
products, or semi-finished products, raw materials, or articles of any nature
shall be stored upon or permitted to remain on any portion of the leased
Premises outside of the Building constructed thereon, except with the prior
written consent of the Lessor.
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G. OTHER RULES: Lessor reserves the right to make such other rules and
regulations, including parking regulations, as in Lessor's judgment may from
time to time be necessary for the safety, cleanliness, and orderly operation of
the Premises. Lessee agrees to require its employees to abide by any such rules
and regulations, including parking regulations.
H. RULES AND REGULATIONS: Lessee shall faithfully observe and comply
with the "Rules and Regulations," a copy of which is attached hereto and marked
Exhibit "C," and those set forth herein above and all reasonable and
nondiscriminatory modifications thereof and additions thereto from time to time
put into effect by Lessor. Lessor shall not be responsible to Lessee for the
violation or non-performance by any other lessee or occupant of the Building of
any of said Rules and Regulations.
29. DEFINITIONS:
A) BUILDING STANDARD WORK: All the work to be done, or which has
been done, at Lessor's expense in the Premises pursuant to the Provisions of the
Work Letter Agreement attached hereto as Exhibit "B";
B) BUILDING NON-STANDARD WORK: All the work to be done, or which
has been done in the Premises by Lessor pursuant to the provisions of the Work
Letter Agreement other than the Building Standard Work;
C) LEASEHOLD IMPROVEMENTS: The aggregate of the Building Standard
Work and the Building Non-Standard Work;
D) COMMENCEMENT DATE: The earlier of the following dates:
(i) The date upon which the Lessee takes possession of or
commences the operation of its business in the Premises, possible after the
issuance of the Certificate of Occupancy or temporary Certificate of Occupancy
for the Premises.
(ii) The date upon which the Leasehold Improvements have
been substantially completed as determined by Lessor's architect or space
planner (except that if completion of the Leasehold Improvements is delayed by
Lessee's design decisions, revisions, or additional work of Lessee or its
agents, then the Commencement Date which would otherwise be established shall be
accelerated by the number of days of said delay.
30. ANNUAL RENT INCREASE DURING THE OPTION YEARS: The rent payable
during second and third year of this lease (option terms and/or the extended
term) as stated in Paragraph 46 shall be increased for each year ("Subsequent
Year") of the extended term of this Lease following the first year if the
Consumer Price Index for All Urban Consumers (San Francisco Bay Area; Base:
1982-84=100) ("Index"), as published by the United States Department of Labor
Statistics, for the "Comparison Month" (described below) increases over the
Index for the calendar month ("Base Month" in which the extended term commences.
The Base Month Index shall be compared with the Index for the same calendar
month for each Subsequent Year ("Comparison Month"). If the Index for the
Comparison Month is higher than the Base Month Index for the year immediately
preceding, then the rent payable for the Subsequent Year following the
Comparison Month shall be increased with the first month of such Subsequent Year
by an identical percentage as such increase. In no event shall the rent for a
Subsequent Year be less than the rent for the year immediately preceding.
Should the Bureau discontinue the publication of the above Index or
publish the same less frequently, or alter the same, then Lessor shall adopt a
substitute procedure which reasonably reflects and monitors consumer prices.
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Notwithstanding the foregoing the rent for each Subsequent Year of this
Lease shall increase by not less than 4% nor more than 8% percent of the rent in
effect for the lease year immediately preceding each Subsequent Year.
31. LATE CHARGES: In the event Lessee fails to pay any installment of
rent when due or in the event Lessee fails to make any other payment to be made
by it under this Lease when due, then Lessee shall pay to Lessor a late charge
equal to five (5%) percent per month of the amount due to compensate Lessor for
the extra costs incurred as a result of such late payment, but in no event shall
the late charges exceed the maximum allowed by law.
32. PROPERTY TAX INCREASE: Notwithstanding any language to the
contrary, in the event that after July 15, 1996, the property taxes on the
leased Premises are increased as a result of action by the State Legislature
and/or the State Initiative process, which action amends the tax rate and/or the
valuation for the purpose of levying property taxes, Lessee agrees to pay
Lessor, not less than ten (10) days prior to delinquency, its pro rata share of
any such tax increase (over and above the amount of property taxes that would
have been paid without such action) from the effective date thereof through the
balance of the lease term or any renewal period. Lessor agrees to furnish Lessee
with appropriate documentation relating thereto.
33. BROKERS: The parties recognize that the brokers who negotiated this
Lease are the brokers whose names are stated in Paragraph 1(M), and agree that
Lessor shall be solely responsible for the payment of brokerage commissions to
said brokers, and that Lessee shall have no responsibility therefor. Lessee
warrants that Lessee has not had any dealings with any realtor, broker, or
agent, other than as specified in the Schedule hereto, in connection with
negotiating or securing this lease.
If Lessee has dealt with any other person or real estate broker with
respect to leasing or renting space in the Building, Lessee shall be solely
responsible for the payment of any fee due said person or firm and Lessee shall
hold Lessor free and harmless against any liability in respect thereto,
including attorney's fees and costs.
34. DAMAGE TO LESSEE'S PROPERTY: Lessor or its said agents shall not be
liable for any damage to property entrusted to employees of the Building, not
for loss of or damage to any property by theft or otherwise, not for any injury
or damage to persons or property resulting from fire, explosion, falling
plaster, steam, gas, electricity, water or rain which may leak from any part of
the Building or from the pipes, appliances or plumbing works therein or from the
roof, street or sub-surface or from any other place or resulting from dampness
or any other cause whatsoever. Lessor or its agents shall not be liable for
interference with light or other incorporeal herediments, nor shall Lessor be
liable for any latent defect in the Premises or in the Building. Lessee shall
give prompt notice to Lessor in case of fire or accidents in the Premises or in
the Building or of defects therein or in the fixtures or equipment.
35. ESTOPPEL CERTIFICATE:
(a) Within ten (10) days following any written request which Lessor may
make from time to time, Lessee shall execute and deliver to Lessor a statement
certifying:
(i) The date of commencement of this Lease;
(ii) the fact that this lease is unmodified and in full force
and effect (or, if there have been modifications hereto, that this lease is in
full force and effect, and stating the date and nature of such modifications);
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(xxx) the date to which the rental and other sums payable under
this lease have been paid.
(iv) that there are no current defaults under this lease by either
Lessor or Lessee except as specified in Lessee's statement; and
(v) such other matters requested by Lessor.
Lessor and Lessee intend that any statement delivered pursuant to this Paragraph
36 may be relied upon by any mortgage, beneficiary, purchaser or prospective
purchaser of the Building or any interest therein.
(b) Lessee's failure to deliver such statement within such time shall
be conclusive upon Lessee:
(i) That this lease is in full force and effect, without
modification except as may be represented by Lessor,
(ii) that there are no uncured defaults in Lessor's performance,
and
(iii) that not more than one (1) month's rental has been paid in
advance.
36. MORTGAGE PROTECTION: In the event of any default on the part of
Lessor, Lessee will give notice by registered or certified mail to any
beneficiary of a deed of trust or mortgage covering the Premises whose address
shall have been furnished to Lessee, and shall offer such beneficiary or
mortgagee a reasonable opportunity to cure the default, including time to obtain
possession of the Premises by power of sale or a judicial foreclosure, if such
should prove necessary to effect a cure.
37. DEFINITION OF LESSOR: The term "Lessor" as used in this lease, so
far as covenants or obligations on the part of Lessor are concerned, shall be
limited to mean and include only the owner or owners, at the time in question,
of the fee title or any Lessees under ground lease, if any of the Premises. In
the event of any such transfer, assignment or other conveyance or transfer of
any such title, Lessor's herein named (and in case of any subsequent transfers
or conveyances, the then grantor) shall be automatically freed and relieved from
and after the date of such transfer, assignment of conveyance of all liability
as respects the performance of any covenants or obligations on the part of
Lessor contained in this lease thereafter to be performed. Without further
agreement, the transferee of such title shall be deemed to have assumed and
agreed to observe and perform any and all obligations of Lessor hereunder,
during its ownership of the Premises. Lessor may transfer it interest in the
Premises without the consent of Lessee and such transfer or subsequent transfer
shall not be deemed a violation on Lessor's part of any of the terms and
conditions of this lease.
38. INDEMNIFICATION OF LESSEE: If more than one person executes this
Lease as Lessee:
(a) each of them is jointly and severally liable for the keeping,
observing and performing of all of the terms, covenants, conditions, provisions
and agreements of this lease to be kept, observed and performed by Lessee, and
(b) the term "Lessee" as used in this lease shall mean and include each
of them jointly and severally.
LEASE 12 SUITE 300
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The act of or notice from, or notice or refund to, or the signature of, any one
or more of them, with respect to the tenancy of this lease, including, but not
limited to, any renewal, extension, expiration, termination or modification of
this Lease, shall be binding upon each and all of the persons executing this
lease as Lessee with the same force and effect as if each and all of them had
acted so given or received such notice or refund or so signed.
39. AUTHORITY OF PARTIES:
(a) CORPORATE AUTHORITY. If Lessee is a corporation, each individual
executing this Lease on behalf of said corporation represents and warrants that
he is duly authorized to execute and deliver this Lease on behalf of said
corporation, in accordance with a duly adopted resolution of the board of
directors of said corporation or in accordance with the by-laws of said
corporation in accordance with its terms.
(b) LIMITED PARTNERSHIP. If the Lessor herein is a limited partnership,
it is understood and agreed that any claims by Lessee on Lessor shall be limited
to the assets of the limited partnership, and furthermore, Lessee expressly
waives any and all rights to proceeds against the individual partners or the
officers, directors or shareholders of any corporate partner, except to the
extent of their interest in said limited partnership.
40 RIDERS: Clauses, plats and riders, if any, signed by Lessor and
Lessee and affixed to this lease are a part hereof.
41. MODIFICATION FOR LENDER: If, in connection with obtaining
construction, interim or permanent financing for the Building, the lender shall
request reasonable modifications in this lease as a condition to such financing,
Lessee will not unreasonably withhold, delay or defer its consent thereto,
provided that such modifications do not increase the obligations of Lessee
hereunder or materially adversely affect the leasehold interest hereby created
or Lessee's rights hereunder.
42. ACCORD AND SATISFACTION: No payment by Lessee or receipt by Lessor
of a lesser amount than the rent payment herein stipulated shall be deemed to be
other than on account of the rent, nor shall any endorsement or statement on any
check or any letter accompanying any check or payment as rent be deemed an
accord and satisfaction, and Lessor may accept such check or payment without
prejudice to Lessor's right to recover the balance of such rent or pursue any
other remedy provided in this lease.
Lessee agrees that each of the foregoing covenants and agreements shall
be applicable to any covenant or agreement either expressly contained in this
lease or imposed by any statute or at common law.
43. FINANCIAL STATEMENTS: At any time during the term of this lease,
Lessee shall, upon ten (10) days prior written notice from Lessor, provide
Lessor with a current financial statement and financial statements of the two
(2) years prior to the current financial statement year. Such statement shall be
prepared in accordance with generally accepted accounting principles and, if
such is the normal practice of Lessee, shall be audited by an independent
certified public accountant.
44. SEPARABILITY: Any provision of this lease which shall prove to be
invalid, void or illegal in no way affects, impairs or invalidates any other
provisions hereof and such other provisions shall remain in full force and
effect.
45. DEFAULTS AND REMEDIES:
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(x) The occurrence of any one or more of the following events shall
constitute a default hereunder by Lessee:
(i) The vacation or abandonment of the Premises by Lessee.
Abandonment is herein defined to include, but it is not limited to, any absence
by Lessee from the Premises for five (5) days or longer while in default of any
provision of this lease.
(ii) The failure by Lessee to make any payment required to be made
by Lessee hereunder, as and when due, where such failure shall continue for a
period of three (3) days after written notice thereof from Lessor to Lessee;
provided, however, that any such notice shall be in lieu of, and not in addition
to, any notice required under California Code of Civil Procedure Section 1161
regarding unlawful detainer actions.
(iii) The failure by Lessee to observe or perform any of the
express or implied covenants or provisions of this lease to be observed or
performed by Lessee, other than as specified in Subparagraph 45(a)(i) and (ii)
above, where such failure shall continue for a period of ten (10) days after
written notice thereof from Lessor to Lessee; provided, however, that any such
notice shall be in lieu of, and not in addition to, any notice required under
California Code of Civil Procedure Section 1161 regarding unlawful detainer
actions; provided, further, that if the nature of Lessee's default is such that
more than ten (10) days are reasonably required of its cure, then Lessee shall
not be deemed to be in default of Lessee shall commence such cure within said
ten-day period and thereafter diligently prosecute such cure to completion,
which completion shall not occur later than sixty (60) days from the date of
such notice from Lessor.
(iv) (1) The making by Lessee of any general assignment for the
benefit of creditors;
(2) the filing by or against Lessee of a petition to have
Lessee adjudged a bankrupt or a petition for reorganization or arrangement under
any law relating to bankruptcy (unless, in the case of a petition filed against
Lessee, the same is dismissed within thirty (30) days;
(3) the appointment of a trustee or receiver to take
possession of substantially all of Lessee's assets located at the Premises or of
Lessee's interest in this lease, where possession is not restored to Lessee
within thirty (30) days; or
(4) the attachment, execution or other judicial seizure of
substantially all of Lessee's assets located at the Premises or of Lessee's
interest in this Lease where such seizure is not discharged within thirty (30)
days.
(b) In the event of any such default by Lessee, in addition to any
other remedies available to Lessor at law or in equity, Lessor shall have the
option to immediately terminate this Lease and all rights of Lessee hereunder.
In the event that Lessor shall elect to so terminate this Lease then Lessor may
recover from Lessee:
(i) The worth at the time of award of any unpaid rent which had
been accrued at the time of such termination; plus
(ii) the worth at the time of award of the amount by which the
unpaid rent which would have been accrued after termination until the time of
award exceeds the amount of such rental loss that Lessee proves could have been
reasonably avoided; plus
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(4) the attachment, execution or other judicial seizure of
substantially all of Lessee's assets located at the Premises or of Lessee's
interest in this Lease where such seizure is not discharged within thirty (30)
days.
(b) In the event of any such default by Lessee, in addition to any
other remedies available to Lessor at law or in equity, Lessor shall have the
option to immediately terminate this Lease and all rights of Lessee hereunder.
In the event that Lessor shall elect to so terminate this Lease then Lessor may
recover from Lessee:
(i) The worth at the time of award of any unpaid rent which had
been accrued at the time of such termination; plus
(ii) the worth at the time of award of the amount by which the
unpaid rent which would have been accrued after termination until the time of
award exceeds the amount of such rental loss that Lessee proves could have been
reasonably avoided; plus
(iii) the worth at the time of award of the amount by which the
unpaid rent for the balance of the term after the time of award exceeds the
amount of such rental loss that Lessee proves could be reasonably avoided; plus
(iv) any other amount necessary to compensate Lessor for all the
detriment proximately caused by Lessee's failure to perform his obligations
under this lease or which in the ordinary course of things would be likely to
result therefrom.
As used in Subparagraphs 45(b)(ii) above, the "worth at the time of
award" is computed by allowing interest at the maximum rate permitted by law per
annum. As used in Subparagraph 45(b)(iii) above, the "worth at the time of
award" is computed by discounting such amount at the discount rate of the
Federal Reserve Bank of San Francisco at the time of award plus one (1%)
percent.
(c) In the event of any default by Lessee, Lessor shall also have the
right, with or without terminating this lease, to re-enter the Premises and
remove all persons and property from the Premises; such property may be removed
and stored in a public warehouse or elsewhere at the cost of and for the account
of this Subparagraph 45(c) shall be construed as an election to terminate this
lease unless a written notice of such intention to be given to Lessee unless the
termination thereof be decreed by a court of competent jurisdiction.
(d) All rights, options, and remedies of Lessor contained in this lease
shall be construed and held to be cumulative, and no one of them shall be
exclusive of the other, and Lessor shall have the right to pursue any one or all
of such remedies or any other remedy or relief which may be provided by law,
whether or not stated in this lease. No waiver of any default of Lessee
hereunder shall be implied from any acceptance by Lessor of any rent or other
payments due hereunder or any omission by Lessor to take any action on account
of such default if such default persists or is repeated, and no express waiver
shall affect defaults other than as specified in said waiver. The consent or
approval of Lessor to or of any act by Lessee requiring Lessor's consent or
approval shall not be deemed to waive or render unnecessary Lessor's consent or
approval to or of any subsequent similar acts by Lessee.
46. RENEWAL OPTION: Provided that Lessee is not in default under any of the
terms, covenants or conditions of this lease at the conclusion of the initial
term or any extended term, Lessee shall have the option to renew this lease for
two additional periods of one year each, (hereinafter "extended term" following
expiration of the original term upon giving notice to Lessor at least 90 days
before the expiration of the original term of this lease of Lessee's election to
exercise this renewal option. The
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extended term shall be upon all of the terms and conditions contained in this
lease, except rent shall be adjusted to the fair market rent for comparable
office in the Palo Alto-downtown University Avenue area with the minimum
increase being in accordance with provisions of paragraph 30 of this lease, but
in no event shall the rent be less than the rent in effect at the end of the
lease term which is in effect at the time the option is exercised.
EXECUTED this 21ST day of June, 1986 at Palo Alto, of California.
LESSEE: LESSOR:
Palo Alto Funding Group JTC (a California General Partnership)
BY: s Signature Illegible BY:
-------------------------- ------------------------------------
Xxxxx Xxxxxx Xxxxx Xxxxxx, Partner
BY: s Signature Illegible
--------------------------
Xxxxxx Xxxxxxxxx
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EXHIBIT "A"
OUTLINE OF TENANTS FLOOR PLAN
UNIVERSITY COURT, 000 Xxxxxxxxxx Xxx., Xxxx Xxxx, Xxxxxxxxxx Xxxxx 000.
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EXHIBIT "A-1"
LESSEE IMPROVEMENTS
Lessor shall, at Landlord's sole cost and expense, provide the following
interior improvements to the premises:
1- Walls touch-up painted.
2- Steam Clean the carpets.
3- Replace soiled or damaged ceiling tiles.
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EXHIBIT "B"
SERVICES PROVIDED BY LESSOR
The following services will be provided by Lessor to Lessee at no additional
cost:
1. Five day a week janitorial service.
2. Exterior and interior window washing (maximum two times per year.)
3. Heating and air conditioning maintenance. Air conditioning operating
hours are as follows:
Weekdays: 8:00 AM to 8:00 PM
Saturdays: 8:00 AM to 2:00 PM
Sundays: OFF ALL DAY
4. Elevator maintenance.
Lessor /s/ Signature Illegible (Initial)
Lessee /s/ Signature Illegible (Initial)
LEASE: Xxx. 0 Xxxxx 000
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EXHIBIT "C"
RULES AND REGULATIONS
1. No sign, placard, picture, advertisement, name or notice shall be installed
or displayed on any part of the outside or inside of the Building without the
prior written consent of the Lessor. Lessor shall have the right to remove, at
Lessee's expense and without notice, any sign installed or displayed in
violation of this rule. All approved signs or lettering on doors and walls shall
be printed, painted, affixed or inscribed at the expense of Lessee by a person
chosen by Lessor.
2. If Lessor objects in writing to any curtains, blinds, shades, screens or
hanging plants or other similar objects attached to or used in connection with
any window or door of the Premises, Lessee shall immediately discontinue such
use. No awning shall be permitted on any part of the Premises. Lessee shall not
place anything against or near glass partitions or doors or windows which may
appear unsightly from outside the Premises.
3. Lessee shall not obstruct any sidewalks, halls, passages, exits, entrances,
elevators, escalators, or stairways of the Building. The halls, passages, exits,
entrances, shopping malls, elevators, escalators and stairways are not open to
the general public. Lessor shall in all cases retain the right to control and
prevent access thereto of all persons whose presence in the judgment of Lessor
would be prejudicial to the safety, character, reputation and interest of the
Building and its tenants; provided that nothing herein contained shall be
construed to prevent such access to persons with whom any lessee normally deals
in the ordinary course of its business, unless such persons are engaged in
illegal activities. No lessee and no employee or invitee of any lessee shall go
upon the roof of the Building.
4. The directory of the Building will be provided exclusively for the display of
the name and location of Tenants only and Lessor reserves the right to exclude
any other names therefrom.
5. All cleaning and janitorial services for the Building and the Premises shall
be provided exclusively through Lessor, and except with the written consent of
Lessor, no person or persons other than those approved by Lessor shall be
employed by Lessee or permitted to enter the Building for the purpose of
cleaning the same. Lessee shall not cause any unnecessary labor by carelessness
or indifference to the good order and cleanliness of the Premises. Lessor shall
not in any way be responsible to any Lessee for any loss of property on the
Premises, however occurring, or for any damage to any Lessee's property by the
janitor or any other employee or any other person.
6. Lessor will furnish Lessee, free of charge, with two keys to each door lock
in the Premises. Lessor may make a reasonable charge for any additional keys.
Lessee shall not make or have made additional keys, and Lessee shall not alter
any lock, or install a new additional lock or bolt on any door of its Premises.
Lessee, upon the termination of its tenancy, shall deliver to Lessor the keys of
all doors which have been furnished to Lessee, and in the event of loss of any
keys so furnished, shall pay Lessor thereafter.
7. If Lessee requires telegraphic, telephonic, burglar alarm or similar
services, it shall first obtain, and comply with, Landlord's instructions in
their installation.
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8. Any freight elevator shall be available for use by all tenants in the
Building, subject to such reasonable scheduling as Lessor in its discretion
shall deem appropriate. No equipment, materials, furniture, packages, supplies,
merchandise or other property will be received in the Building or carried in the
elevators except between such hours and in such elevators as may be designated
by Lessor.
9. Lessee shall not place a load upon any floor of the Premises which exceeds
the load per square foot which such floor was designed to carry and which is
allowed by law. Lessor shall have the right to prescribe the weight, size, and
position of all equipment, materials, furniture or other property brought into
the Building. Heavy objects shall, if considered necessary by Lessor, stand on
such platforms as determined by Lessor to be necessary to properly distribute
the weight. Business machines and mechanical equipment belonging to Lessee,
which cause noise or vibration that may be transmitted to the structure of the
Building or to any space therein to such a degree as to be objectionable to
Lessor or to any tenants in the Building shall be placed and maintained by
Lessee, at Lessee's expense, on vibration eliminators or other devices
sufficient to eliminate noise or vibration. The persons employed to move such
equipment in or out of the Building must be acceptable to Lessor. Lessor will
not be responsible for loss of or damage to any such equipment or other property
from any cause, and all damage done to the Building by maintaining or moving
such equipment or other property shall be repaired at the expense of Lessee.
10. Lessee shall not use of keep in the Premises any kerosene, gasoline or other
flammable or combustible fluid or material other than those limited quantities
necessary for the operation or maintenance of office equipment. Lessee shall not
use or permit to be used in the Premises any foul or noxious gas or substance,
or permit or allow the Premises to be occupied or used in a manner offensive or
objectionable to Lessor or other occupants of the Building by reason of noise,
odors, or vibrations, nor shall Lessee bring into or keep in or about the
Premises any birds or animals.
11. Lessee shall not use any method of heating or air-conditioning other than
that supplied by Lessor.
12. Lessee shall not waste electricity, water or air conditioning and agrees to
cooperate fully with Lessor to assure the most effective operation of the
Building's heating and air-conditioning and to comply with any governmental
energy-saving rules, laws or regulations of which Lessee has actual notice, and
shall refrain from adjusting controls. Lessee shall keep corridor doors closed,
and shall close window coverings at the end of each business day.
13. Lessor reserves the right to exclude from the Building between the hours of
6 p.m. and 7 a.m. the following day, or such other hours as may be established
from time to time by Lessor, and on Sundays and legal holidays, any person
unless that person is know to the person or employee in charge of the Building
and has a pass or is properly identified. Lessee shall be responsible for all
persons for whom it requests passes and shall be liable to Lessor for all acts
of such persons. Lessor shall not be liable for damages for any error with
regard to the admission to or exclusion from the Building of any person. Lessor
reserves the right to prevent access to the Building in case of invasion, mob,
riot, public excitement or other commotion by closing the doors or by other
appropriate action.
15. Lessee shall close and lock the doors of its Premises and entirely shut off
all water faucets or other water apparatus, and electricity, gas or air outlets
before lessee and its employees leave the Premises. Lessee shall be responsible
for any damage or injuries
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sustained by other tenants or occupants of the Building or by Lessor for
noncompliance with this rule.
16. Lessee shall not obtain for use on the Premises ice, drinking water, food,
beverage, towel or other similar services or accept barbering or bootblacking
service upon the Premises, except at such hours and under such regulations as
may be fixed by Lessor.
17. The toilet rooms, toilets, urinals, wash bowls and other apparatus shall not
be used for any purpose other than that for which they were constructed and no
foreign substance of any kind whatsoever shall be thrown therein. The expense of
any breakage, stoppage or damage resulting from the violation of this rule shall
be borne by the Lessee who, or whose employees or invitees shall have caused.
18. Lessee shall not sell, or permit the sale at retail, of newspapers,
magazines, periodicals, theater tickets or any other goods or merchandise to the
general public in or on the Premises. Lessee shall not make any room-to-room
solicitation of business from other tenants in the Building. Lessee shall not
use the Premises for any business or activity other than that specifically
provided for in Lessee's Lease.
19. Lessee shall not install any radio or television antenna, loudspeaker or
other device on the roof or exterior walls of the Building. Lessee shall not
interfere with radio or television broadcasting or reception from or in the
Building or elsewhere.
20. Lessee shall not xxxx, drive nails, screw or drill into the partitions,
woodwork or plaster or in any way deface the Premises or any part thereof.
Lessor reserves the right to direct electricians as to where and how telephone
and telegraph wires are to be introduced to the Premises. Lessee shall not cut
or bore holes for wires. Lessee shall not affix any floor covering to the floor
of the Premises in any manner except as approved by Lessor. Lessee shall repair
any damage resulting from noncompliance with this rule.
21. Lessee shall not install, maintain or operate upon the Premises any vending
machine without the written consent of Lessor.
22. Canvassing, soliciting and distribution of handbills or any other written
material, and peddling in the Building are prohibited, and each lessee shall
cooperate to prevent same.
23. Lessor reserves the right to exclude or expel from the building any person
who, in Landlord's judgment, is intoxicated or under the influence of liquor or
drugs or who is in violation of any of the Rules and Regulations of the
Building.
24. Lessee shall store all its trash and garbage within its Premises. Lessee
shall not place in any trash box or receptacle any material which cannot be
disposed of in the ordinary and customary manner of trash and garbage disposal.
All garbage and refuse disposal shall be made in accordance with directions
issued from time to time by Lessor.
25. The Premises shall not be used for lodging or for manufacturing of any kind,
nor shall the Premises be used for any improper, immoral or objectionable
purpose. No cooking shall be done or permitted by any lessee on the Premises,
except that use by Lessee of Underwriter's Laboratory approved equipment for
brewing coffee, tea, hot chocolate and similar beverages shall be permitted,
provided that such equipment and use in accordance with all applicable federal,
state, county and city laws, codes, ordinances rules and regulations.
LEASE: Att. 6 Suite 300
23
26. Lessee shall not use in any space or in the public halls of the Building any
hand trucks except those equipped with rubber tires and side guards or such
other material-handling equipment as Lessor may approve. Lessee shall not bring
in any other vehicle of any kind into the Building.
27. Without the written consent of Lessor, Lessee shall not use the name of the
Building in connection with or in promoting or advertising the business of
Lessee except as Lessee's address.
28. Lessee shall comply with all safety, fire protection and evacuation
procedures and regulations established by Lessor or any governmental agency.
29. Lessee assumes any and all responsibility for protecting its Premises from
theft, robbery and pilferage, which includes keeping doors locked and other
means of entry to the Premises closed.
30. The requirements of Lessee will be attended to only upon appropriate
application to the office of the Building by an authorized individual. Employees
of Lessor shall not perform any work or do anything outside of their regular
duties unless under special instructions from Lessor, and no employee of Lessor
will admit any person (Lessee or otherwise) to any office without specific
instructions from Lessor.
31. Lessor may waive any one or more of these rules and Regulations for the
benefit of Lessee or any other Lessee but no such waiver by Lessor shall be
construed as a continuous waiver of such Rules and Regulations in favor of
Lessee or any other Lessee, nor prevent Lessor from thereafter enforcing any
such Rules and Regulations against any or all of the tenants of the Building.
32. These Rules and Regulations are in addition to, and shall not be construed
to in any way modify or amend, in whole or in part, the terms, covenants,
agreements and conditions of any lease of premises in the Building.
33. Lessor reserves the right to make such other reasonable Rules and
Regulations as, in its judgment, may from time to time be needed for safety and
security, for care and cleanliness of the Building and for preservation of good
order therein. Lessee agrees to abide by all such Rules and Regulations
hereinabove stated and any additional rules and regulations which are adopted.
34. Lessee shall be responsible for the observance of all the foregoing rules by
Lessee's employees, agents, clients, customers, invitees and guests.
Lessor:/s/ Signature Illegible (Initial)
Lessee /s/ Signature Illegible (Initial)
LEASE: Xxx. 0 Xxxxx 000
00
ATTACHMENT
PERSONAL GUARANTEE: OF XXXXX XXXXXX, OF THE LEASE FOR PREMISES LOCATED AT 000
XXXXXXXXXX XXXXX 000, XXXX XXXX, XXXXXXXXXX 00000, WHICH LEASE WAS EXECUTED ON
JUNE 20, 1996 BY PALO ALTO FUNDING GROUP, A CALIFORNIA CORPORATION.
XXXXX XXXXXX ("Guarantor"), whose address is 000 Xxxxxx Xxxxxx #000, Xxx
Xxxxxxxxx, XX 00000 and who is President of Palo Alto Funding Group, a
California corporation, as a material inducement to and in consideration of JTC
Development, a California General Partnership ("Lessor") entering into a written
Lease with PALO ALTO FUNDING GROUP, a California corporation, ("Lessee"), dated
June 20, 1996, unconditionally guarantees and promises to and for the benefit of
Lessor that Lessee shall perform the provisions of the Lease that Lessee is to
perform. Not withstanding any other provisions of the guarantee, this guarantee
shall remain in force and effect during the term of the original Lease.
Guarantor waives the benefit of any statute of limitations affecting Guarantor's
liability under this Guarantee.
The provisions of the Lease may be changed by agreement between Lessor and
Lessee at any time, or by course or conduct, without the consent of the
Guarantor. This guarantee shall guarantee the performance of the Lease as
changed. Assignment of the Lease (as permitted by the Lease) shall not affect
this Guarantee.
This guarantee shall not be affected by Lessor's failure or delay to enforce any
of its rights.
If Lessee defaults under the Lease, Lessor can proceed immediately against
Guarantor or Lessee, or both, or Lessor can enforce against Guarantor or Lessee,
or both, any rights that it has under the Lease, or pursuant to applicable laws.
If the Lease terminated and Lessor has any rights it can enforce against Lessee
after termination, Lessor can enforce those rights against Guarantor without
giving previous notice to Lessee or Guarantor, or without making any demands on
either of them.
Guarantor waives the right to require Lessor to (1) proceed against Lessee; (2)
proceed against or exhaust any security that Lessor holds from Lessee; or (3)
pursue any other remedy in Lessor's power. Guarantor waives any defense by
reason or any disability of Lessee, and waives any other defense based on the
termination of Lessee's liability from any cause. Until all Lessee's obligation
to Lessor have been discharged in full, Guarantor has no right of subrogation
against Lessee. Guarantor waives its right to enforce any remedies that Lessee
now has, or later may have, against Lessor. Guarantor waives all presentments,
demands for performance, notices of nonperformance, protests, notices of
protect, notices of dishonor, and notices of acceptance of this Guarantee, and
waives all notices of the existence, creation or incurring of new or additional
obligations.
If an action is brought to interpret or enforce this guaranty, the prevailing
party shall be entitled to recover all costs incurred, including, without
limitation, reasonable attorney's fees.
Guarantor's obligations under this Guarantee shall be binding on Guarantor's
successors.
25
Lessee and Guarantor shall have the right at any time during the term of the
Lease to Lease the Lease subject only to Lessor's prior written consent which
consent shall not be unreasonably withheld and; provided the rent is maintained
current Lessor shall give Guarantor sixty days (60) from day of default to Lease
or release the premises.
As used in this Guarantee, the following words are defined as follow:
LAW - any judicial decision, statute, constitution, ordinance, regulation, rule,
administrative order, or other requirement of any municipal, county, state,
federal, or other government agency or authority having jurisdiction over the
parties of the premises, or both, in effect either at the time of execution of
the Lease or at any time during the term, including without limitation, any
regulation or order of a quasi-official entity or body (e.g., Board of Fire
Examiner or public utilities).
PROVISION - any term, agreement, covenant, condition, clause, qualification,
restriction, reservation, or other stipulation in the Lease that defines or
otherwise controls, establishes, or limits the performance required or permitted
by either party.
SUCCESSOR - assigned, transferred, personal representative, heir, or other
person or entity succeeding lawfully, and pursuant to the provisions of this
Lease to the rights or obligations of either party.
DATED: 6/21/96 /s/ Signature Illegible
------- ----------------------------
XXXXX XXXXXX
26
ATTACHMENT
PERSONAL GUARANTEE: OF XXXXXX XXXXXXXXX, OF THE LEASE FOR PREMISES LOCATED AT
000 XXXXXXXXXX XXXXX 000, XXXX XXXX, XXXXXXXXXX 00000, WHICH LEASE WAS EXECUTED
ON JUNE 20, 1996 BY PALO ALTO FUNDING GROUP, A CALIFORNIA CORPORATION.
XXXXXX XXXXXXXXX ("Guarantor"), whose address is 0000 Xxxxxxxxx Xxxxx,
Xxxxxxxxx, XX and who is CEO of Palo Alto Funding Group, a California
corporation, as a material inducement to and in consideration of JTC
Development, a California General Partnership ("Lessor") entering into a written
Lease with PALO ALTO FUNDING GROUP, a California corporation, ("Lessee"), dated
June 20, 1996, unconditionally guarantees and promises to and for the benefit of
Lessor that Lessee shall perform the provisions of the Lease that Lessee is to
perform. Not withstanding any other provisions of the guarantee, this guarantee
shall remain in force and effect during the term of the original Lease.
Guarantor waives the benefit of any statute of limitations affecting Guarantor's
liability under this Guarantee.
The provisions of the Lease may be changed by agreement between Lessor and
Lessee at any time, or by course or conduct, without the consent of the
Guarantor. This guarantee shall guarantee the performance of the Lease as
changed. Assignment of the Lease (as permitted by the Lease) shall not affect
this Guarantee.
This guarantee shall not be affected by Lessor's failure or delay to enforce any
of its rights.
If Lessee defaults under the Lease, Lessor can proceed immediately against
Guarantor or Lessee, or both, or Lessor can enforce against Guarantor or Lessee,
or both, any rights that it has under the Lease, or pursuant to applicable laws.
If the Lease terminated and Lessor has any rights it can enforce against Lessee
after termination, Lessor can enforce those rights against Guarantor without
giving previous notice to Lessee or Guarantor, or without making any demands on
either of them.
Guarantor waives the right to require Lessor to (1) proceed against Lessee; (2)
proceed against or exhaust any security that Lessor holds from Lessee; or (3)
pursue any other remedy in Lessor's power. Guarantor waives any defense by
reason or any disability of Lessee, and waives any other defense based on the
termination of Lessee's liability from any cause. Until all Lessee's obligation
to Lessor have been discharged in full, Guarantor has no right of subrogation
against Lessee. Guarantor waives its right to enforce any remedies that Lessee
now has, or later may have, against Lessor. Guarantor waives all presentments,
demands for performance, notices of nonperformance, protests, notices of
protect, notices of dishonor, and notices of acceptance of this Guarantee, and
waives all notices of the existence, creation or incurring of new or additional
obligations.
If an action is brought to interpret or enforce this guaranty, the prevailing
party shall be entitled to recover all costs incurred, including, without
limitation, reasonable attorney's fees.
Guarantor's obligations under this Guarantee shall be binding on Guarantor's
successors.
27
Lessee and Guarantor shall have the right at any time during the term of the
Lease to Lease the Lease subject only to Lessor's prior written consent which
consent shall not be unreasonably withheld and; provided the rent is maintained
current Lessor shall give Guarantor sixty days (60) from day of default to Lease
or release the premises.
As used in this Guarantee, the following words are defined as follow:
LAW - any judicial decision, statute, constitution, ordinance, regulation, rule,
administrative order, or other requirement of any municipal, county, state,
federal, or other government agency or authority having jurisdiction over the
parties of the premises, or both, in effect either at the time of execution of
the Lease or at any time during the term, including without limitation, any
regulation or order of a quasi-official entity or body (e.g., Board of Fire
Examiner or public utilities).
PROVISION - any term, agreement, covenant, condition, clause, qualification,
restriction, reservation, or other stipulation in the Lease that defines or
otherwise controls, establishes, or limits the performance required or permitted
by either party.
SUCCESSOR - assigned, transferred, personal representative, heir, or other
person or entity succeeding lawfully, and pursuant to the provisions of this
Lease, to the rights or obligations of either party.
DATED: 6-21-96 /s/ Signature Illegible
------- --------------------------
XXXXXX XXXXXXXXX
