LEASE AGREEMENT
THIS LEASE is made and entered into this 1st day of August
2006 by and between Allegheny Homes, LLC whose principal
address is X.X. Xxx 00000, Xxxxxxxxxx, Xx 00000 (hereinafter)
referred to as "Landlord").
AND
Altamira Instruments, Inc., a Delaware Corporation, whose
principal address is 000 Xxxxx Xxxxx, Xxxxx 000,
Xxxxxxxxxx,Xx. 00000 (hereinafter referred to as "Tenant")
1. DISMISSED PREMISES: Landlord hereby leases to Tenant an
area containing approximately 6,560 s.f. of
office/warehouse/lab space (known currently as "Suite
200", and as currently leased by the same tenant for the
entire lease term.
2. TERM:
a. The term of this lease shall be for a period
of 60 months commencing as of August 1, 2006
and expiring at the end of the 60th full
calendar month thereafter.
b. Provided Tenant is not in default hereunder,
Tenant shall have the right to renew the lease
for five (5) years at the prevailing market
rate as indicated by rentals charged for
similarly situated real estate with the RIDC
Park, not to exceed 135% of the initial base
rental rate. Tenant must notify Landlord of
its intentions via written notice 180 days
prior to the lease termination.
3. RENT: Tenant covenants and agrees to pay to Landlord at
X.X. Xxx 00000, Xxx. Xx. 00000, or any other address as
specified by Landlord during the first two years of this
lease, as rent for the demised Premises an annual rental
of $54,000.00 in monthly installments of $4,500.00. For
years three, four and five the annual rent will be
$56,400.00 in monthly installments of $4,700.00.
The aforementioned rental shall be payable in advance in
monthly installments as stated herein. In the event any
installment of rent is not paid on or before the fifth
(5th) day of the month, a monthly late charge of fifteen
(15%) percent of that installment of rent shall be due
and payable by Tenant as additional rent.
4. SECURITY DEPOSIT: The Tenant has paid $5,125.00 to the
Landlord as a deposit to the Landlord to stand as
security for the payment by the Tenant of any and all
present and future debts and liabilities of the Tenant to
the Landlord and for the performance by the Tenant of all
its obligations arising under or in connection with its
lease collectively hereinafter the "Obligations". In the
event the Landlord disposes of its interest in this
lease, the Landlord shall credit the deposit to its
successors and thereupon shall have no liability to the
Tenant. Subject to the foregoing and to the Tenant not
being in default under this lease, the Landlord shall
repay the security deposit to the Tenant without interest
at the end of the Term or sooner termination of the lease
provided that all obligations of the Tenant to the
Landlord are paid.
5. INSPECTION: Tenant covenants and agrees to permit
Landlord or Landlord's authorized representative to enter
the Premises for the inspection thereof, at any
reasonable time during normal business hours, and during
the 120 days prior to the expiration of Tenant's final
lease term, for the purpose of showing the same to
prospective tenants and/or purchasers. Landlord may
place signs on or about said premises to indicate that
same are for sale or rent, which signs shall not be
removed or obliterated or hidden by Tenant. Landlord
shall further have the right to access to make such
repairs to the building, or any parts thereof, which
Landlord may deem desirable or necessary for the safety
or preservation of the same.
6. BUILDING EXPENSES: During the term of this lease and any
renewal thereof, Landlord shall be responsible for direct
payment of all operating costs associated with the
premises including electric, gas, water and sewer
consumption, real estate taxes, insurance, snow removal
and landscaping.
7. ADDITIONAL RENT: During the term of this lease, and any
extension or renewal thereof, Tenant shall pay within
thirty (30) days of billing by Landlord, as additional
rent, their pro-rata share of any increases after the
first base year of 2005, in real estate taxes, insurance
premiums, water, sewer, maintenance, lawn care and snow
removal expenses relating to the operation of the
building, at the option of the Landlord. If the Landlord
chooses to xxxx for such increases, Landlord shall
provide the xxxx within 60 days of such increases.
Landlord shall provide the xxxx within 60 days of such
increase and shall provide Tenant an accounting of such
increases.
8. JANITORIAL/RUBBISH: Tenant shall be responsible for the
sole cost of janitorial service and rubbish removal.
9. REPAIRS: Landlord shall be responsible for the following
repairs:
(a) Landlord shall deliver HVAC, electrical,
plumbing, and other systems to Tenant in good
working order upon lease commencement and
shall be responsible for repairs and
maintenance of same throughout this lease.
(b) Landlord shall be responsible for the
maintenance, repair and/or replacement of the
roof, exterior walls, and structural
components of the building.
(C)) Tenant shall be responsible for all routine
maintenance and upkeep to the Premises.
However, in no event shall Landlord be required to make
any repairs or replacements caused by the acts,
omissions, or negligence of Tenant, its agents, servants,
employees, contractors, business invitees, and persons
making deliveries to the demised Premises.
10. ALTERATIONS: Tenant shall not make any alterations,
additions or improvements to the demised Premises without
the prior written consent of Landlord, which consent
shall not be unreasonably withheld.
11. AMERICANS WITH DISABILITIES ACT: Landlord makes no
representation that the Premises are in compliance with
the Americans With Disabilities Act, any regulations
promulgated thereunder or any similar state or local
regulatory scheme. Tenant assumes full liability and
responsibility for any alterations necessary to render
the Premises to compliance with such laws.
12. FIRE OR OTHER CASUALTY: If the building is damaged by
fire or any other casualty to such an extent that the
cost of restoration, as reasonable estimated by Landlord,
will equal or exceed fifty (50%) percent of the
replacement value of the building(exclusive of
foundations) just prior to the occurrence of the damage,
then Landlord may, within sixty (60) days of the date of
the fire or other casualty, terminate the lease by notice
in writing to Tenant. Said termination shall be
effective on the last day of the month in which notice is
given or within ten (10) days of the date notice is
given, whichever date is later. Tenant shall surrender
possession of the demised Premises on the effective date
of termination of the lease and prepaid and unpaid rent
and additional rent shall be apportioned as of said date.
If the cost of restoration as reasonably estimated by
Landlord shall amount to less than fifty (50%) percent of
said replacement value of the building, or if despite the
cost Landlord does not elect to terminate this lease,
Landlord shall restore the building with reasonable
promptness, subject to Force Majeure, as hereinafter
defined, and neither Landlord nor Tenant shall have the
right to terminate this lease. Landlord shall not be
required to restore the fixtures and improvements owned
or installed by Tenant.
In the event the demised Premises are rendered totally
unusable as a result of fire or other casualty, Landlord
shall not be required to restore or repair the demised
Premises but shall have the sole choice or option to do
so and shall notify Tenant of Landlord's choice or option
within sixty (60) days of the fire or other casualty. In
the event Landlord elects not to restore or repair the
demised Premises, all rights and obligations of the
Landlord and Tenant hereunder shall cease and terminate
as of the day of such fire or other casualty and prepaid
or unpaid rent shall be immediately adjusted as of such
date.
In any case in which the use of the demised Premises is
affected by any such damage, there shall be either an
abatement or an equitable reduction in rent depending on
the period for which and to the extent the demised
premises are not reasonably useable for the purposes for
which they are leased hereunder. If the damage results
from the fault of Tenant, or Tenant's agents, servants,
invitees or licensees, Tenant shall not be entitled to
any abatement or reduction of rent, except to the extent,
if any, that Landlord receives the proceeds of rent
insurance in lieu of rent.
13. INDEMNITY AND INSURANCES: Landlord and Tenant each
covenant and agree that it will protect and save and keep
the other party forever free and harmless and indemnified
against and from any and all claims on account of any and
all losses, costs, damages or expenses arising out of any
failure of Landlord or Tenant in any respect to comply
with and perform all the terms, conditions, covenants and
provisions in the within lease to be performed by such
party. Notwithstanding the foregoing, Landlord and
Tenant shall not indemnify or hold harmless the other
party for any claims, loss, cost, damage and/or expenses
arising or resulting from any intentional act, negligence
or omission of such other party. The parties'
obligations under this Paragraph are subject to the
Waiver of Subrogation set forth in Paragraph 28, hereof.
Tenant shall, during the term of this lease and any
extension thereof, Tenant shall provide and maintain
comprehensive general public liability insurance insuring
Landlord and Tenant against all bodily injury or property
damage occurring on the Premises with limits of One
Million Dollars ($1,000,000.00) in respect to any one
occurrence with such deductibles as Tenant may
customarily carry in the conduct of its business.
Insurance hereof shall be written with a reputable
company or companies authorized to engage in the business
of general liability insurance in the Commonwealth of
Pennsylvania. Policies of insurance issued by said
companies shall name the Landlord as an additional
insured. Tenant shall furnish Landlord, at least fifteen
(15) days prior to the commencement of the term of this
lease, and thereafter at least fifteen (15) days prior to
the expiration of any policy, with customary insurance
certificate evidencing such insurance, which provided
that Landlord shall receive at least fifteen (15) days
prior notice in writing of the cancellation of any such
insurance policy. In the event Tenant fails to furnish
such certificate, Landlord may, but shall not be required
to, obtain such insurance and the premiums on such
insurance shall be deemed additional rental to be paid by
Tenant to Landlord upon demand.
Landlord shall maintain during the term of this lease all
risk insurance insuring the building and property of
which the Premises are a part in an amount equal to the
replacement value thereof.
14. PROPERTY IN DEMISED PREMISES: All personal property of
every kind or description that may at any time be in or
on the demised Premises shall be at Tenant's sole risk or
at the risk of other claiming under the Tenant and the
Landlord shall not be liable for any damage to said
property or loss suffered by the business or occupation
of Tenant caused in any matter whatsoever.
At the expiration of the term herein provided or any
renewals thereof, the Tenant may remove al the trade
fixtures, provided all the terms and conditions of this
lease have been fully performed by Tenant and rents
hereinbefore stipulated are paid in full and all damage
to the demised Premises caused by the removal of said
trade fixtures is repaired. Subject to the foregoing,
all alterations, leasehold improvements, and additions
affixed to the demised Premises installed by Tenant at
the demised Premises shall remain upon the demised
Premises at the end of the term of the lease and shall
become the property of Landlord, except as may be set
forth on an exhibit to this lease, and which Tenant may
remove, without injury or defacement of the demised
Premises and provided all of the terms and conditions of
this lease have been fully performed by Tenant and rents
hereinbefore stipulated are paid in full, and all damage
to the demised Premises caused by the removal of said
items is repaired.
15. ASSIGNMENT AND SUBLETTING: Tenant may not assign this
lease or sublet the whole or any part of the demised
Premises or permit any other person to occupy the whole
or any part of the demised Premises without the prior
written consent of Landlord to Tenant, which consent
shall not be unreasonably withheld. Tenant shall provide
Landlord with all information reasonably requested to
enable Landlord to make an informed decision as to any
assignment or subletting, and Landlord shall inform
Tenant of its decision as to any assignment or
subletting, and Landlord shall inform Tenant of its
decision within a reasonable period of time after receipt
of such information.
16. CONDEMNATION: If the whole of the demised Premises shall
be taken by any government or public authority under the
power of eminent domain, or conveyed in lieu thereof,
then the term of this lease shall cease from the day
possession of the demised Premises shall be taken and the
rent shall be paid up to that day. In the event that
less than the whole of the demised Premises but a portion
thereof material to Tenant's use of the demised Premises
shall be taken, Landlord or Tenant shall have the option,
to be exercised within thirty (30) days of the date that
possession of the part of the demised Premises is taken,
to terminate this lease, and the rent shall be paid up to
the date of termination.
In the event neither Landlord or Tenant exercises said
option, then this lease shall continue in full force and
effect, except that the rent shall be equitably reduced
to the extent the demised Premises are not reasonable
usable for the purposes for which they are leased hereunder.
The entire compensation award, both fee and leasehold,
shall belong to the Landlord without any deductions
therefrom for any present or future estate of Tenant, and
Tenant hereby assigns to Landlord all its right, title,
and interest to any such award, and in the case of
partial condemnation, Tenant's share of such award shall
be proportionately reduced to reflect the fact that only
a portion of the land and building has been taken Tenant
shall, however, also be entitled to such award as may be
allowed for fixtures and other equipment installed by it,
and any other compensation allowed under the laws of the
Commonwealth of Pennsylvania, such as for relocation, but
only if such award or other compensation shall be in
addition to the award for the land and the building.
17. RULES AND REGULATIONS: Tenant, its agents, servants,
employees and invitees, shall observe and comply with the
Project Development RIDC Industrial park System
Architectural Guidelines and Design Standards and
Protective Standards an Controls attached hereto as
Exhibit "B" (collectively, the "RIDC" Standards") and the
Rules and Regulations set forth on Exhibit "C", attached
hereto. Landlord warrants and represents that (a) the
RIDC Standards are the only covenants, restrictions or
regulations (other than governmental laws, regulations,
ordinances, codes and orders) which affect the land or
building or the use thereof, and (b) the land and
building currently comply with the RIDC Standards and
except as set forth in paragraph 12 with all other laws,
regulations, ordinances, codes and orders of all federal,
state, county and municipal bodies, boards and commissions.
19. SUBORDINATION: Tenant agrees that this lease shall be
subordinated to any mortgage now or hereafter placed upon
the demised Premises, to any and all advances to be made
thereunder; provided, however, that in the event of any
foreclosure or deed in lieu of foreclosure affecting the
property of which the demised Premises are a part, and
assuming Tenant is not in default hereunder, Tenant's
lease shall be unaffected by any such proceeding and
shall remain in full force and effect. Tenant agrees
that immediately upon the request of Landlord in writing,
it will, without charge therefore, execute a recordable
instrument or instruments with Landlord and the holder of
any such mortgage or confirm the foregoing. Tenant
hereby irrevocably appoints Landlord the attorney-in-fact
of Tenant to execute and deliver any such mutually
acceptable instrument or instruments within ten (10) days
after written notice to do so. In the event of any
mortgagee electing to have the lease be prior in lien to
its mortgage, then, upon such mortgagee notifying Tenant
to the effect, this lease shall be deemed prior to lien
to the said mortgage, whether this lease is dated prior
to or subsequent to the date of said mortgage. In the
event any person or entity shall succeed to all or part
of Landlord's interest in the demised premises, whether
by purchase or foreclosure, or otherwise and if so
requested or required by such successor in interest,
Tenant shall attorn to such successor in interest and
shall execute such agreement in confirmation of such
successor in interest and shall execute such agreement in
confirmation of such attornment as such successor in
interest shall reasonably approve.
20. ESTOPPEL CERTIFICATE: Tenant agrees, at any time within
fifteen (15) day of Landlord's written request, to
execute, acknowledge and deliver to Landlord or to a
prospective purchaser or mortgagee of the demised
Premises a written statement certifying that this lease
is unmodified and in full force and effect (or, if there
have been modifications, that the same is in full force
and effect as modified and stating the modifications),and
the dates to which the rent, additional rent and any
payment due from Tenant have been paid in advance, if
any, it being intended that any such statement delivered
pursuant to this Article may be relied upon by any
prospective purchaser or mortgagee of the demised Premises.
21. WAIVER: The Tenant expressly waives to the Landlord the
benefit of Act No. 20, approved April 6, 1951, entitled
"The Landlord and Tenant Act of 1951" requiring notice to
vacate the premises at the end of the term or any
subsequent term for which this lease may be renewed and
covenants and agrees to give up quiet and peaceable
possession, without further notice from Landlord.
22. MECHANIC'S LIEN: Any mechanic's lien field against the
demised Premises or the building for work claimed to have
been done or for materials claimed to have been furnished
to Tenant shall be discharged by Tenant within thirty
(30) days after the filing of any mechanic's lien. If
Tenant shall fail to cause such lien to be discharged
within the period aforesaid, then, in addition to any
other right or remedy which Landlord may have, Landlord
may, but shall not be obligated to, discharge said lien
either by paying the amount claimed to be due or by
procuring the discharge of such lien by deposit or by
bonding procedures, and any amount so paid by Landlord
and all costs and expenses, including, but not limited
to, attorney's fees, incurred by Landlord in connection
therewith, plus interest, shall constitute additional
rental Payable by Tenant under this lease and shall be
paid by Tenant to Landlord on Demand.
23. PARKING: Landlord shall make available to Tenant free of
charge that outdoor parking lot contiguous to Tenant's
demised space. Tenant shall keep driveway clear of
parked vehicles to allow Landlord complete access to
the rear parking lot.
24. SIGNAGE: Landlord shall grant to Tenant via written
notice, which said permission shall not be unreasonably
withheld, permission to place signage on or about the
demised Premises and monument signage at the driveway
entrance subject to RIDC Standards, applicable zoning
laws and mutual agreement with Landlord relating to sign
placement.
Subject to Landlord's request, Tenant upon vacating
agrees to remove at its sole cost all of its signage and
restore the buildings facade and front yard areas to its
present condition.
25. SURRENDER AND REMOVAL: Tenant covenants and agrees to
deliver and surrender to Landlord possession of the
demised Premises upon the expiration of the Term of this
lease, broom clean and in as good condition and repair as
the same shall be at the commencement of the term of this
Lease or may have been put by Landlord or Tenant during
the continuance thereof, ordinary wear and tear and
damage by fire or the elements not caused by the
negligence of Tenant or anyone acting thereunder excepted.
26. WAIVER OF SUBROGATION: Landlord and Tenant release each
other from any liability on account of loss damage, cost
or expense resulting from fire or other casualty
insurable under standard fire and extended coverage
insurance and waive any right of subrogation which might
otherwise exist in or accrue to any person on account
thereof, but only to the extent of any recovery made by
the parties hereto under any policy of insurance now or
hereafter issued, provided that such release of liability
and waiver of the right of subrogation shall not be
operative in any case where the effect thereof is to
invalidate any insurance coverage.
27. HOLD OVER: If Tenant lawfully occupies the demised
Premises after the end of the Term hereof, this lease and
all its terms, conditions and provisions shall be in
force for another month and so on from month to month
unless either party gives notice to the other party at
least thirty (30) days prior to the end of any such month
not to continue the within lease beyond the end of any
such month, in which event Tenant covenants and agrees to
vacate the Premises on or before the end of any such month.
28. BREACHES AND REMEDIES: Any one or more of the following
shall constitute an "Event or Default" under this lease:
A) default by Tenant in the payment of any installment
of Rent, Additional Rent or any sum provided for
under this lease as the same becomes due and
payable, which default shall for ten (10) days;
B) breach by Tenant of any covenant or condition
contained in this lease, which breach shall continue
after twenty (20) days' written notice thereof from
Landlord to Tenant unless the breach is of such
nature that it cannot be cured in twenty (20) days
in which case Tenant must take immediate steps to
begin to cure the breach and use its "best efforts"
to complete the cure of the breach;
C) removal, attempt to remove, or the expression or
declaration of an intention to remove any of the
goods and chattels from the demised Premises for any
reason other than in the normal and usual operation
of Tenant's business within the demised Premises;
D) issuance of an execution against Tenant which is not
stayed by payment or otherwise within ten (10) days
from the date of issuance of said execution;
E) institution of bankruptcy proceedings by Tenant, or
institution of bankruptcy proceedings against Tenant
which are not withdrawn or dismissed within twenty
(20) days after the institution of said proceedings;
F) an assignment by Tenant for the benefit of
creditors, or appointment of a receiver for Tenant
by legal proceedings or otherwise.
In the event that Tenant commits and Event of Default
referred to in Paragraph 30 (A), above, the entire rent for
the balance of the said Term (reduced to present value at the
rate of 5% per annum) shall, at Landlord's option, and after
notice and expiration of applicable grace periods, become due
and payable as if by the Terms of this lease it were all
payable in advance. In such event, or in the event Tenant
commits any Event of Default referred to in this Paragraph 30,
at Landlord's option, this lease shall terminate and Tenant
shall surrender the demised Premises to Landlord.
Notwithstanding any statute, rule or law, or decision of any
court to the contrary, Tenant shall remain liable, even after
termination of the lease, for rent, additional rent and/or
accelerated rent due under this lease, and for all damages
caused by Tenant's breach or breaches of the lease.
In case this lease shall be terminated as aforementioned, or
if the Premises become vacant or deserted, then in addition to
all other remedies of Landlord, Landlord may without notice
terminate all services and/or re-enter the Premises either by
force or otherwise and dispossess Tenant. Landlord may, but
shall not be required to, attempt to relet the demised
Premises or any part or parts thereof for a term which may at
Landlord's option be less than or in excess of the period
which would Otherwise have constituted the balance of the term
of this lease and may grant concessions or free rent or make
improvements or additions to the demised Premises in order to
facilitate a reletting of the demised Premises.
Notwithstanding anything to the contrary set forth above,
Landlord shall use Reasonable commercial efforts to mitigate
its damages.
29. CONFESSION OF JUDGMENT: FOR VALUE RECEIVED AND FORTHWITH
IN THE EVENT OF DEFAULT BY TENANT, TENANT HEREBY DOES
EMPOWER AND CONFESS JUDGMENT FORTHWITH AGAINST TENANT AND
IN FAVOR OF LESSOR IN AN AMICABLE ACTION OF EJECTMENT FOR
THE PREMISES AND IMMEDIATELY ISSUE A WRIT OF POSSESSION,
WITHOUT LEAVE OF COURT, WITH ALL FEES, RELEASES, AND
WAIVES TO ACCOMPANY SAID CONFESSION OF JUDGMENT FOR A SUM
DUE. USE OF THIS WARRANTY SHALL NOT EXHAUSE THE SAME OR
THE POWER TO THEREAFTER CONFESS JUDGMENT, AS A CONTINUING
REMEDY, TO BE USED AS OFTEN AS IT MAY BE REQUIRED, AND
NOTWITHSTANDING ANY LAW OR RULE TO THE CONTRARY, A
REPRODUCED COPY OF THIS INSTRUMENT CERTIFIED BY AN
ATTORNEY OF ANY COURT OF RECORD TO BE TRUE AND CORRECT
SHALL BE SUFFICIENT EVIDENCE OF THE CONTENTS HEREOF FOR
THE PURPOSES HERETOFORE SET FORTH.
This Confession of Judgment shall survive the termination
of this lease.
30. WARRANTY OF TITLE: Landlord warrants that it has good and
marketable title to the land and building of which the
demised Premises are a part, free from all encumbrances
except those disclosed of record, and that subject to
Tenant's compliance with its obligations hereunder,
Tenant shall have the right to quiet enjoyment of the
demised Premises.
31. NOTICES: Any notice, request, demand, approval or consent
given or required to be given under this lease shall be
in writing and shall be deemed to have been given on the
second day after the same shall have been mailed by
United States registered or certified mail, return
receipt requested, with all postal charges prepaid,
addressed as follows:
1) If to Landlord: Allegheny Homes, LLC
X.X. Xxx 00000
Xxxxxxxxxx, Xx 00000
Attn: Xxxx X. Xxxxxxxxxx
2) If to Tenant: Altamira Instruments
000 Xxxxx Xxxxx
Xxxxxxxxxx, Xx 00000
Attn: Xxxxx X. Xxxxx, Pres.
Either party may, at any time, change its address for the
above purposes by sending a notice to the other party
stating the new address.
32. WAIVER BY LANDLORD: The waiver by Landlord of any breach
of any term, covenant or condition herein contained shall
not be deemed to be a waiver of any subsequent breach of
the same or of any other term, covenant or condition
herein contained. The subsequent acceptance of rent due
hereunder or of any or all monetary obligations of Tenant
hereunder, whether or not denoted as rent hereunder, by
Landlord shall not be deemed to be a waiver of any breach
by Tenant of any term, covenant or condition of this
lease, regardless of Landlord's knowledge of such breach
at the time of acceptance of such rent.
33. WAIVER OF JURY TRIAL: The Tenant and Landlord both waive
a trail by jury of any and all issues arising in any
action or proceeding between the parties hereto or their
successors, under or in connection with this lease or any
of its provisions.
34. REMEDIES CUMULATIVE: Mention in this lease or institution
of any particular remedy by Landlord shall not preclude
Landlord from any other remedies under this lease, or now
or hereafter existing at law or in equity or by statute.
35. FORCE MAJEURE: Force Majeure is herein defined as
strikes, lock-outs, labor troubles, inability to procure
materials, failure of power, restrictive governmental
laws or regulations, riots, insurrection, war or other
reason of a like nature, foreseen or unforeseen, ordinary
or extraordinary, beyond the control of the Landlord.
36. NEGATION OF PERSONAL LIABILITY: Notwithstanding anything
to the contrary herein contained, Tenant agrees that
Landlord shall have no personal liability with respect to
any of the provisions of this lease and Tenant shall look
solely to the estate and property of Landlord in this
building and the land for the satisfaction of Tenant's
remedies or claims including without limitation the
collection of any judgment requiring the payment of money
by Landlord in the event of any default or breach by
Landlord with respect to any of the terms and provisions
of this lease to be observed and/or performed by Landlord.
37. TRUCK DOCK: Landlord shall provide tenant the exclusive
use of one (1) truck/loading dock located in the
warehouse portion of the demised premises.
38. EARLY TERMINATION: In the event of the demise to either
the current owner or to the building, the Tenant will
have the option of terminating this lease by providing
(180) day notice to the current Landlord.
39. COMPLETE OBLIGATIONS: This lease contains the entire
agreement between the parties hereto, and neither party
has made any statement, agreement or representation,
either oral or written, in connection therewith,
modifying, adding or changing the terms, conditions,
covenants and provisions herein set forth. No
modifications of this lease shall be binding unless such
modifications shall be in writing and signed by the
parties hereto.
40. SEVERABILITY: If any particular term, covenant or
provision of this lease shall be determined to be invalid
and unenforceable, the same shall not affect the
remaining provisions of this lease which shall
nevertheless remain in full force and effect.
41. MISCELLANEOUS: As used in this lease and when required by
the context, each number (singular or plural) includes
all numbers, each gender includes all genders and the
word "it" includes any appropriate pronoun as the context
requires.
42. PROVISIONS BINDING: This lease and all the terms and
provisions hereof shall insure to the benefit of and be
binding upon the parties hereto, their respective heirs,
administrators, executors, successors, and assigns.
43. RIGHT OF FIRST REFUSAL: Should Landlord, during the lease
term, or any extension thereof or any time Tenant is in
possession of the leased Premises, elects to sell the
leased Premises or receives a bona-fide offer of
purchase, Tenant shall have the right of first refusal to
meet any bona-fide offer of sale on the same terms and
conditions of such offer, and will have fourteen (14)
days thereafter to exercise their option, otherwise said
options will forever terminate.
IN WITNESS WHEREOF, The parties hereto have executed this
lease with the intention legally to be bound hereby the day
and year first written above.
WITNESS: LANDLORD:
ALLEGHENY HOMES, LLC
/S/ Brook P. March /s/ Xxxx X. Xxxxxxxxxx,
Pres.
_______________________
Xxxx X. Xxxxxxxxxx, Pres.
TENANT:
ALTAMIRA INSTRUMENTS
/s/ Brook P. March 8/1/06 /s/ Xxxxx X. Xxxxx 8/1/06
__________________________
Xxxxx X. Xxxxx, Pres.
______________________________________________________________
ADDENDUM TO LEASE BETWEEN ALLEGHENY HOMES LLC
AND ALTAMIRA INSTRUMENTS DATED AUGUST 1, 2006
A) It is hereby understood and agreed that the
Tenant has the exclusive option of terminating
their lease after the 24th month of occupancy,
without cause or effect, by providing to
Landlord, a 180 day written notice of
termination after the 24th month. All of the
terms and conditions as stated in the lease
relative to vacating the Premises will still
apply in the event of early termination.
B) In any instance where the Tenant, Altamira is
threatened by an happening or event caused
directly by the Landlord, and which happening
or event is deemed detrimental to their
operation, the Landlord will have 30 days
after written notification to correct such
incident; and if not corrected or abated
within 30 days, the Tenant has the option, by
giving 60 days notice, of terminating the
lease and vacating the Premises.
/s/ Xxxx X. Xxxxxxxxxx, Pres. 8/1/06
______________________________
Allegheny Homes, LLC
/s/ Xxxxx X. Xxxxx 8/1/06
____________________________
Altamira Instruments Inc.
