LANDLORD'S CONSENT
This Landlord's Consent is made and entered into in Mesa, Arizona, this day
of March 7th 2000, by and between Xxxxxx X. Xxxxxxxxx, doing business as
MoKellips Corporate Square (landlord") and XX.Xxx, Inc., a Nevada corporation
("Tenant").
RECITALS
A. Landlord and Tenant entered into a written Standard Industrial
Commercial Multi-Tenant Lease, dated June 1, 1998 (LEASE") by the terms of which
Landlord rented to tenant approximately 16,772 square feet (leased Premises") as
part of the total rental square feet located at the industrial project known as
McKellips Corporate Square at 0000 Xxxx Xxxxxxx Xxxxxx, Xxxx, Xxxxxxx, 00000
("Project").
B. Landlord was advised by Tenant that Business Executive Services,
Inc., a Nevada corporation, (the "Subtenant") had agreed to rent approximately
one-half (50%) of the Leased Premises, as described in Exhibit 'A" attached,
until June 30,2003 subject to Landlord's approval ("Subtenant's Premises"), and
thereupon Tenant submitted plans for improvement of the space intended to be
leased to the Subtenant, and received Landlord's tentative approval pending
submission to Landlord of a written Sublease Agreement between Tenant and
Subtenant, which was subsequently executed and dated October 1,1999, and
thereafter submitted to Landlord. A true copy of the Sublease Agreement is
attached as Exhibit "B".
C. Upon completion of the tenant's improvement for the Subtenant's
Premises, the Subtenant took occupancy of the Subtenant's Premises, and Tenant
now seeks formal approval of Landlord to the foregoing actions taken by Tenant
and Subtenant, and to the Sublease Agreement executed by them. Exhibit "C"
attached represents the complete improvements to the Subtenant's premises.
Now therefore in consideration of the mutual promises of the parties and
other valuable consideration the parties hereto agree as follows:
1. RECITALS. All of the Recitals are deemed to be accurate and are
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hereby Incorporated into this Agreement.
2. Consent and Effective Date. Landlord does hereby consent to the
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Sublease of the Subtenant's Premises pursuant to the terms and conditions of the
Sublease Agreement dated October 1,1999, subject however to all of the terms and
conditions set forth in this Landlord's Consent.
3. Tenant's Liability for improvements and Payment of Rent. At all
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times Tenant shall remain liable for payment of all rent, and all other payments
that may be or become due and payable to Landlord pursuant to said Lease, and
for the performance of all other actions undertaken to be performed by Tenant
under said Lease respecting the use and occupancy of the Leased Premises.
Nothing in the Consent shall be held or construed to release the Tenant from any
liability whatsoever under the Lease or from Tenant's covenants agreements or
obligations under the Lease. Any termination of the Lease, or of any of Tenant's
rights to possession under the Lease, shall likewise terminate all of the
Subtenant's rights to possession of the Subtenant's Premises. Tenant shall be
responsible and liable for any and all improvements of Leased and Subtenant's
Premises as may by required by City, State or County codes.
4. Subtenant's Liability For And Payment of Rent. Subtenant shall at
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all times be responsible for the performance of all actions undertaken to be
performed by Subtenant with respect to the use and occupancy of the Leased
Premises as set forth in the Lease, but in no event shall Subtenant be or become
responsible or liable for the payment of Tenant's rent for the Lease premises.
In all events Subtenant shall make all of its rental payments for the
Subtenant's Premises directly to the Tenant.
5. Subordination of Sublease. At all times the Sublease entered into
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between Tenant and Subtenant shall be and remain subordinate to the Lease
between Landlord and Tenant, and in no way shall Landlord be bound by any of the
terms and conditions of the Sublease. In the event that Tenant shall fail to pay
the rent for the Lease Premises, the Landlord may take all action provided for
in the Lease pertaining to defaults by Tenant irrespective of whether Subtenant
has paid its rental payments under the Sublease Agreement In this connection,
Subtenant shall have the right but not the obligation to cure Tenant's defaults
by making the Tenant's rental payments directly to Landlord, or by taking other
actions to cure Tenant's default, in order to maintain the Lease in good
standing.
6. Effective Date. Landlord agrees that this Consent may relate back to
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October 1, 1999, the date on which Tenant and Subtenant signed their Sublease
Agreement, but nothing in this Consent shall be deemed to be a waiver of
Landlord's rights to reject future assignments by Tenant. Tenant agrees to pay
Landlord reasonable attorney's fees.
This Consent was executed on the day and year first above mentioned.
TENANT: LANDLORD:
Xx.Xxx, Inc., a Nevada Corporation Xxxxxx X. Xxxxxxxxx
D.b.a. XxXxxxxxx Corporate Square
By /s/ Xxxx Xxxxx /s/ Xxxxxx X. Xxxxxxxxx
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Xxxx Xxxxx, Director of Operations Xxxxxx X. Xxxxxxxxx
EXHIBIT A
GRAPHIC OMITTED
EXHIBIT B
SUBLEASE AGREEMENT
1. PARTIES.
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This Sublease Agreement ("Sublease") is made, entered into and deemed
to be effective this first day of October, 1999, by and between
RIGL-CORPORATION, a Nevada corporation ("Sublessor") and BUSINESS EXECUTIVES
SERVICES, INC., a Nevada corporation ("Sublessee").
2. LEASE.
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Sublessor is the Lessee under a written Standard Industrial/Commercial
Multi-Tenant Lease dated June 1, 1998 (the 'Lease") whereby Art Grandlich d.b.a.
McKellips Corporate Square, ('Lessor") leased to Sublessor the real property
located in the City of Mesa, County of Marlcopa, State of Arizona, described as
Xxxxx 000, 0000 Xxxx Xxxxxxx ('Master Premises"). The Lease is attached hereto
as Exhibit A" and by this reference made a part hereof.
3. PREMISES.
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Sublessor hereby subleases to Sublessee that portion of the Master
Premises as described in Exhibit 'B" attached hereto (the 'Premises"). The
Sublessee accepts the Premises and agrees to be bound by the terms and
conditions of the Lease as it pertains to the use and occupancy of the Premises,
but not as to the payment of rent or other moneys required to be paid by
Sublessor.
4. WARRANTY BY SUBLESSOR.
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Sublessor warrants and represents to Sublessee that the Lease has not
been amended or modified except as expressly set forth herein, that Sublessor is
not now and as of the commencement of the Term hereof will not be, in default or
breach of any of the provisions of the Lease, and that Sublessor has no
knowledge of any claim by Lessor that Sublessor Is in default or breach of any
of the provisions of the Lease.
5 TERM.
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a) The Term of this Sublease shall commence on October 08, 1999 or
date of available occupancy whichever comes later ('Commencement Date") subject
to terms and conditioned upon receipt of Lessor's written consent within 30 days
from the date of this Agreement, Sublessor shall forthwith submit this Sublease
to the Lessor for consent, and will use its best efforts in good faith to obtain
such consent and will deliver to Sublessee a signed copy of Lessor's written
consent.
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b) if Sublessor does not deliver possession to the Sublessee on
the Commencement Date due to failure of Lessor to render Its consent to this
Sublease, the Sublessor shall not be subject to any liability for such failure,
the Termination Date shall not be extended by the delay, and the validity of the
Sublease shall not be impaired, but rent shall xxxxx until delivery of
possession.
c) If Sublessor fails to deliver possession to Sublessee due to
Lessor's failure to consent to this Sublease on or before such effective date,
this Sublease shall be canceled, in which case all consideration previously paid
by Sublessee to Sublessor on account of this Sublease shall be returned to
Sublessee, this Sublease shall thereafter be of no further force or effect, and
Sublessor shall have no liability to Sublessee on account of such delay or
cancellation.
d) If Sublessor permits Sublessee to take possession prior to the
Commencement Date, such early possession shall not advance the Termination Date
and shall be subject to the provisions of this Sublease, including, without
limitation, the payment of rent
6. RENT.
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Minimum Rent. Sublessee shall pay to Sublessor as rent the sum of
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$1.00 per year for the entire Term of this Sublease without deduction, setoff,
notice, or demand, at RIGL Corporation, 0000 X. Xxxxxxx, Xxxxx 000, Xxxx,
Xxxxxxx 00000, or at such other place as Sublessor shall designate form time to
time by notice to Sublessee. Sublessee shall also pay and be responsible for
Its pro rata share (based on square feet of occupancy) of Sublessor's" operating
expenses, including utilities and common area expenses, but shall not be liable
for payment of Sublessor's rent obligations.
7. SECURITY DEPOSIT.
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Sublessee shall not be required to deposit a security deposit.
8. USE OF PREMISES.
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The Premises shall be used and occupied only for business office
purposes and for no other use or purpose.
9. ASSIGNMENT OF SUBLETTING.
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Sublessee shall have the right to assign this Sublease or sublet all
or any part of the premises without the prior written consent of Sublessor (with
the consent of Lessor, if such is required under the terms of the Lease).
10. OTHER PROVISIONS OF SUBLEASE.
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All applicable terms and conditions of the Lease, Exhibit IA,' except
for the payment of Sublessor's rent or other payment to Lessor, are incorporated
into and made a part of this Sublease as if Sublessor were the lessor
thereunder, and Sublessee the lessee thereunder, and the Premises the Master
Premises; provided however, that nothing in this Sublease shall be deemed to
create a partnership or Joint Venture between Sublessor and Sublessee not shall
Sublessee be deemed to guarantee the performance by Sublessor of any terms or
provisions of the Lease.
11. ATTORNEY'S FEES.
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If Sublessor or Broker shall commence an action against the other
arising out of or in connection with this Sublease, the prevailing party shall
be entitled to recover its costs of suit and reasonable attorney's fees.
12. AGENCY DISCLOSURE.
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Sub lessor and Sublessee each warrant that they have dealt with no
real estate broker in connection with this Sublease.
13. NOTICES.
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All notices and demands which may or are to be required or permitted
to be given by either party on the other hereunder shall be in writing and be
sent by United States Mail, postage prepaid, addressed to the Sublessor or
Sublessee as may be applicable at the address herein below, or to such other
place as either party may from time to time designate in a written notice.
To Sublessor: RIGL Corporation
0000 X. Xxxxxxx, Xxxxx 000
Xxxx, Xxxxxxx 00000
Attention: Xxxxxxx X. X'Xxxx, Esq.
To Sublessee: Business Executive Services, Inc.
0000 X. Xxxxxxx, Xxxxx 000
Xxxx, Xxxxxxx 00000
Attention: Xxxx Xxxxx - Agent
With a Copy to: Xxxxxx X. Xxxxxxx, Esq.
0000 X. x0xx Xxxxxx, Xxxxx 000
Xxxxxxx, Xxxxxxx 00000
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14. COMPLIANCE.
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The parties hereto agree to comply with all applicable federal, state
and local laws, regulations, codes, ordinances and administrative orders having
jurisdiction over the parties, property or the subject matter of this Agreement,
including, but not limited to, the 1964 Civil Rights Act and all amendments
thereto, the Foreign Investment in Real Property Tax Act, the Comprehensive
Environmental Response Compensation and Liability Act, and The Americans With
Disabilities Act.
DATED: 10/1 , 1999
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SUBLESSOR:
RIGL Corporation, a Nevada corporation
By: /s/ Xxxxx X. Xxxxx
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Xxxxx X. Xxxxx, President
SUBLESSEE
Business Executive Services, Inc., a
Nevada corporation
By: /s/ Xxxx Xxxxxxxxxx
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Its: Pres
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Xxxx Xxxxxxxxxx
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GRAPHIC OMITED
EXHIBIT C
