LEASE AGREEMENT
[Net
Lease]
THIS
LEASE AGREEMENT is made this 23rd day
of
May,
2007,
between ProLogis-Macquarie
U.S. LLC
("Landlord"), and the Tenant named below.
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Tenant:
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Tenant’s
Representative,
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Address,
and Telephone:
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Premises:
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That
portion of the Building, containing approximately 11,006
rentable square feet, as determined by Landlord, as shown on Exhibit
A.
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Project:
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Building:
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Tenant's
Proportionate Share of Project:
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Tenant's
Proportionate Share of Building:
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Lease
Term:
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Beginning
on the Commencement Date and ending on the last day of the 60th full
calendar month thereafter.
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Commencement
Date:
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The
latter of May 1, 2007 or upon Substantial Completion of Initial
Improvements as written in Addendum 5.
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Initial
Monthly Base Rent:
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Initial
Estimated Monthly Operating Expense Payments:
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(estimates
only and subject to adjustment to actual costs and expenses according
to
the provisions of this Lease)
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$302.67
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4.
Insurance:
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$68.79 | ||
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Initial
Estimated Monthly Operating Expense Payments:
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Initial
Monthly Base Rent and Operating Expense Payments:
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Security
Deposit:
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$13,150.47
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Broker:
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Addenda:
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Exhibits:
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A.
Site Plan B. Construction
Guidelines
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1. Granting
Clause.
In
consideration of the obligation of Tenant to pay rent as herein provided and
in
consideration of the other terms, covenants, and conditions hereof, Landlord
leases to Tenant, and Tenant takes from Landlord, the Premises, to have and
to
hold for the Lease Term, subject to the terms, covenants and conditions of
this
Lease.
2. Acceptance
of Premises.
Tenant
shall accept the Premises in its condition as of the Commencement Date, subject
to all applicable laws, ordinances, regulations, covenants and restrictions.
Landlord has made no representation or warranty as to the suitability of the
Premises for the conduct of Tenant's business, and Tenant waives any implied
warranty that the Premises are suitable for Tenant's intended purposes. Except
as provided in Paragraph 10, in no event shall Landlord have any obligation
for
any defects in the Premises or any limitation on its use. The taking of
possession of the Premises shall be conclusive evidence that Tenant accepts
the
Premises and that the Premises were in good condition at the time possession
was
taken except for items that are Landlord's responsibility under Paragraph 10
and
any punchlist items agreed to in writing by Landlord and
Tenant.
3. Use.
The
Premises shall be used only for the purpose of receiving, storing, shipping
and
selling (but limited to wholesale sales) products, materials and merchandise
made and/or distributed by Tenant and for such other lawful purposes as may
be
incidental thereto; provided, however, with Landlord's prior written consent,
Tenant may also use the Premises for light manufacturing. Tenant shall not
conduct or give notice of any auction, liquidation, or going out of business
sale on the Premises. Tenant will use the Premises in a careful, safe and proper
manner and will not commit waste, overload the floor or structure of the
Premises or subject the Premises to use that would damage the Premises. Tenant
shall not permit any objectionable or unpleasant odors, smoke, dust, gas, noise,
or vibrations to emanate from the Premises, or take any other action that would
constitute a nuisance or would disturb, unreasonably interfere with, or endanger
Landlord or any tenants of the Project. Outside storage, including without
limitation, storage of trucks and other vehicles, is prohibited without
Landlord's prior written consent. Tenant, at its sole expense, shall use and
occupy the Premises in compliance with all laws, including, without limitation,
the Americans With Disabilities Act, orders, judgments, ordinances, regulations,
codes, directives, permits, licenses, covenants and restrictions now or
hereafter applicable to the Premises (collectively, "Legal Requirements").
The
Premises shall not be used as a place of public accommodation under the
Americans With Disabilities Act or similar state statutes or local ordinances
or
any regulations promulgated thereunder, all as may be amended from time to
time.
Tenant shall, at its expense, make any alterations or modifications, within
or
without the Premises, that are required by Legal Requirements related to
Tenant's use or occupation of the Premises. Tenant will not use or permit the
Premises to be used for any purpose or in any manner that would void Tenant's
or
Landlord's insurance, increase the insurance risk, or cause the disallowance
of
any sprinkler credits. If any increase in the cost of any insurance on the
Premises or the Project is caused by Tenant's use or occupation of the Premises,
or because Tenant vacates the Premises, then Tenant shall pay the amount of
such
increase to Landlord. Any occupation of the Premises by Tenant prior to the
Commencement Date shall be subject to all obligations of Tenant under this
Lease.
4. Base
Rent.
Tenant
shall pay Base Rent in the amount set forth above. The first month's Base Rent,
the Security Deposit, and the first monthly installment of estimated Operating
Expenses (as hereafter defined) shall be due and payable on the date hereof,
and
Tenant promises to pay to Landlord in advance, without demand, deduction or
set-off, monthly installments of Base Rent on or before the first day of each
calendar month succeeding the Commencement Date. Payments of Base Rent for
any
fractional calendar month shall be prorated. All payments required to be made
by
Tenant to Landlord hereunder (or
to
such other party as Landlord may from time to time specify in writing) shall
be
made by Electronic Fund Transfer (“EFT”) of immediately available federal funds
before 11:00 a.m., Eastern Time, at such place, within the continental United
States, as Landlord may from time to time designate to Tenant in
writing.
The
obligation of Tenant to pay Base Rent and other sums to Landlord and the
obligations of Landlord under this Lease are independent obligations. Tenant
shall have no right at any time to xxxxx, reduce, or set-off any rent due
hereunder except as may be expressly provided in this Lease. If Tenant is
delinquent in any monthly installment of Base Rent or of estimated Operating
Expenses for more than 5 days, Tenant shall pay to Landlord on demand a late
charge equal to 8 percent of such delinquent sum. The provision for such late
charge shall be in addition to all of Landlord's other rights and remedies
hereunder or at law and shall not be construed as a penalty.
5. Security
Deposit.
The
Security Deposit shall be held by Landlord as security for the performance
of
Tenant's obligations under this Lease. The Security Deposit is not an advance
rental deposit or a measure of Landlord's damages in case of Tenant's default.
Upon each occurrence of an Event of Default (hereinafter defined), Landlord
may
use all or part of the Security Deposit to pay delinquent payments due under
this Lease, and the cost of any damage, injury, expense or liability caused
by
such Event of Default, without prejudice to any other remedy provided herein
or
provided by law. Tenant shall pay Landlord on demand the amount that will
restore the Security Deposit to its original amount. Landlord's obligation
respecting the Security Deposit is that of a debtor, not a trustee; no interest
shall accrue thereon. The Security Deposit shall be the property of Landlord,
but shall be paid to Tenant when Tenant's obligations under this Lease have
been
completely fulfilled. Landlord shall be released from any obligation with
respect to the Security Deposit upon transfer of this Lease and the Premises
to
a person or entity assuming Landlord's obligations under this Paragraph 5.
Provided
that no Event of Default shall then exist or would exist but for the passage
of
time or the giving of notice or both, then the Security Deposit shall decrease
by $10,000 on the first day of the 25th
calendar month following the Commencement Date so that the Security Deposit
shall thereafter be $3,150.47 throughout the remainder of the Lease
Term.
6. Operating
Expense Payments.
During
each month of the Lease Term, on the same date that Base Rent is due, Tenant
shall pay Landlord an amount equal to 1/12 of the annual cost, as estimated
by
Landlord from time to time, of Tenant's Proportionate Share (hereinafter
defined) of Operating Expenses for the Project. Payments thereof for any
fractional calendar month shall be prorated. The term "Operating Expenses"
means
all costs and expenses incurred by Landlord with respect to the ownership,
maintenance, and operation of the Project including, but not limited to costs
of: Taxes (hereinafter defined) and fees payable to tax consultants and
attorneys for consultation and contesting taxes; insurance; utilities;
maintenance, repair and replacement of all portions of the Project, including
without limitation, paving and parking areas, roads, roofs (including
the roof membrane),
alleys,
and driveways, mowing, landscaping, snow removal, exterior painting, utility
lines, heating, ventilation and air conditioning systems, lighting, electrical
systems and other mechanical and building systems; amounts paid to contractors
and subcontractors for work or services performed in connection with any of
the
foregoing; charges or assessments of any association to which the Project is
subject; property management fees payable to a property manager, including
any
affiliate of Landlord, or if there is no property manager, an administration
fee
of 15 percent of Operating Expenses payable to Landlord; security services,
if
any; trash collection, sweeping and removal; and additions or alterations made
by Landlord to the Project or the Building in order to comply with Legal
Requirements (other than those expressly required herein to be made by Tenant)
or that are appropriate to the continued operation of the Project or the
Building as a bulk warehouse facility in the market area, provided that the
cost
of additions or alterations that are required to be capitalized for federal
income tax purposes shall be amortized on a straight line basis over a period
equal to the lesser of the useful life thereof for federal income tax purposes
or 10 years. Operating Expenses do not include costs, expenses, depreciation
or
amortization for capital repairs and capital replacements required to be made
by
Landlord under Paragraph 10 of this Lease, debt service under mortgages or
ground rent under ground leases, costs of restoration to the extent of net
insurance proceeds received by Landlord with respect thereto, leasing
commissions, or the costs of renovating space for tenants.
If
Tenant's total payments of Operating Expenses for any year are less than
Tenant's Proportionate Share of actual Operating Expenses for such year, then
Tenant shall pay the difference to Landlord within 30 days after demand, and
if
more, then Landlord shall retain such excess and credit it against Tenant's
next
payments. For purposes of calculating Tenant's Proportionate Share of Operating
Expenses, a year shall mean a calendar year except the first year, which shall
begin on the Commencement Date, and the last year, which shall end on the
expiration of this Lease. With respect to Operating Expenses which Landlord
allocates to the entire Project, Tenant's "Proportionate Share" shall be the
percentage set forth on the first page of this Lease as Tenant's Proportionate
Share of the Project as reasonably adjusted by Landlord in the future for
changes in the physical size of the Premises or the Project; and, with respect
to Operating Expenses which Landlord allocates only to the Building, Tenant's
"Proportionate Share" shall be the percentage set forth on the first page of
this Lease as Tenant's Proportionate Share of the Building as reasonably
adjusted by Landlord in the future for changes in the physical size of the
Premises or the Building. Landlord may equitably increase Tenant's Proportionate
Share for any item of expense or cost reimbursable by Tenant that relates to
a
repair, replacement, or service that benefits only the Premises or only a
portion of the Project or Building that includes the Premises or that varies
with occupancy or use. The estimated Operating Expenses for the Premises set
forth on the first page of this Lease are only estimates, and Landlord makes
no
guaranty or warranty that such estimates will be accurate.
7. Utilities.
Tenant
shall pay for all water, gas, electricity, heat, light, power, telephone, sewer,
sprinkler services, refuse and trash collection, and other utilities and
services used on the Premises, all maintenance charges for utilities, and any
storm sewer charges or other similar charges for utilities imposed by any
governmental entity or utility provider, together with any taxes, penalties,
surcharges or the like pertaining to Tenant's use of the Premises. Landlord
may
cause at Tenant's expense any utilities to be separately metered or charged
directly to Tenant by the provider. Tenant shall pay its share of all charges
for jointly metered utilities based upon consumption, as reasonably determined
by Landlord. No interruption or failure of utilities shall result in the
termination of this Lease or the abatement of rent. Tenant agrees to limit
use
of water and sewer for normal restroom use.
8. Taxes.
Landlord shall pay all taxes, assessments and governmental charges (collectively
referred to as "Taxes") that accrue against the Project during the Lease Term,
which shall be included as part of the Operating Expenses charged to Tenant.
Landlord may contest by appropriate legal proceedings the amount, validity,
or
application of any Taxes or liens thereof. All capital levies or other taxes
assessed or imposed on Landlord upon the rents payable to Landlord under this
Lease and any franchise tax, any excise, transaction, sales or privilege tax,
assessment, levy or charge measured by or based, in whole or in part, upon
such
rents from the Premises and/or the Project or any portion thereof shall be
paid
by Tenant to Landlord monthly in estimated installments or upon demand, at
the
option of Landlord, as additional rent; provided, however, in no event shall
Tenant be liable for any net income taxes imposed on Landlord unless such net
income taxes are in substitution for any Taxes payable hereunder. If any such
tax or excise is levied or assessed directly against Tenant, then Tenant shall
be responsible for and shall pay the same at such times and in such manner
as
the taxing authority shall require. Tenant shall be liable for all taxes levied
or assessed against any personal property or fixtures placed in the Premises,
whether levied or assessed against Landlord or Tenant.
9. Insurance.
Landlord shall maintain all risk property insurance covering the full
replacement cost of the Building. Landlord may, but is not obligated to,
maintain such other insurance and additional coverages as it may deem necessary,
including, but not limited to, commercial liability insurance and rent loss
insurance. All such insurance shall be included as part of the Operating
Expenses charged to Tenant. The Project or Building may be included in a blanket
policy (in which case the cost of such insurance allocable to the Project or
Building will be determined by Landlord based upon the insurer's cost
calculations). Tenant shall also reimburse Landlord for any increased premiums
or additional insurance which Landlord reasonably deems necessary as a result
of
Tenant's use of the Premises.
Tenant,
at its expense, shall maintain during the Lease Term: all risk property
insurance covering the full replacement cost of all property and improvements
installed or placed in the Premises by Tenant at Tenant's expense; worker's
compensation insurance with no less than the minimum limits required by law;
employer's liability insurance with such limits as required by law; and
commercial liability insurance, with a minimum limit of $1,000,000 per
occurrence and a minimum umbrella limit of $1,000,000, for a total minimum
combined general liability and umbrella limit of $2,000,000 (together with
such
additional umbrella coverage as Landlord may reasonably require) for property
damage, personal injuries, or deaths of persons occurring in or about the
Premises. Landlord may from time to time require reasonable increases in any
such limits. The commercial liability policies shall name Landlord as an
additional insured, insure on an occurrence and not a claims-made basis, be
issued by insurance companies which are reasonably acceptable to Landlord,
not
be cancelable unless 30 days' prior written notice shall have been given to
Landlord, contain a hostile fire endorsement and a contractual liability
endorsement and provide primary coverage to Landlord (any policy issued to
Landlord providing duplicate or similar coverage shall be deemed excess over
Tenant's policies). Such policies or certificates thereof shall be delivered
to
Landlord by Tenant upon commencement of the Lease Term and upon each renewal
of
said insurance.
The
all
risk property insurance obtained by Landlord and Tenant shall include a waiver
of subrogation by the insurers and all rights based upon an assignment from
its
insured, against Landlord or Tenant, their officers, directors, employees,
managers, agents, invitees and contractors, in connection with any loss or
damage thereby insured against. Neither party nor its officers, directors,
employees, managers, agents, invitees or contractors shall be liable to the
other for loss or damage caused by any risk coverable by all risk property
insurance, and each party waives any claims against the other party, and its
officers, directors, employees, managers, agents, invitees and contractors
for
such loss or damage. The failure of a party to insure its property shall not
void this waiver. Landlord and its agents, employees and contractors shall
not
be liable for, and Tenant hereby waives all claims against such parties for,
business interruption and losses occasioned thereby sustained by Tenant or
any
person claiming through Tenant resulting from any accident or occurrence in
or
upon the Premises or the Project from any cause whatsoever, including without
limitation, damage caused in whole or in part, directly or indirectly, by the
negligence of Landlord or its agents, employees or contractors.
10. Landlord's
Repairs.
Landlord shall maintain, at its expense, the structural soundness of the roof,
foundation, and exterior walls of the Building in good repair, reasonable wear
and tear and uninsured losses and damages caused by Tenant, its agents and
contractors excluded. The term "walls" as used in this Paragraph 10 shall not
include windows, glass or plate glass, doors or overhead doors, special store
fronts, dock bumpers, dock plates or levelers, or office entries. Tenant shall
promptly give Landlord written notice of any repair required by Landlord
pursuant to this Paragraph 10, after which Landlord shall have a reasonable
opportunity to repair.
11. Tenant's
Repairs.
Landlord, at Tenant's expense as provided in Paragraph 6, shall maintain in
good
repair and condition the parking areas and other common areas of the Building,
including, but not limited to driveways, alleys, landscape and grounds
surrounding the Premises. Subject to Landlord's obligation in Paragraph 10
and
subject to Paragraphs 9 and 15, Tenant, at its expense, shall repair, replace
and maintain in good condition all portions of the Premises and all areas,
improvements and systems exclusively serving the Premises including, without
limitation, dock and loading areas, truck doors, plumbing, water and sewer
lines
up to points of common connection, fire sprinklers and fire protection systems,
entries, doors, ceilings, windows, interior walls, and the interior side of
demising walls, and heating, ventilation and air conditioning systems. Such
repair and replacements include capital expenditures and repairs whose benefit
may extend beyond the Term. Heating, ventilation and air conditioning systems
and other mechanical and building systems serving the Premises shall be
maintained at Tenant's expense pursuant to maintenance service contracts entered
into by Tenant or, at Landlord's election, by Landlord. The scope of services
and contractors under such maintenance contracts shall be reasonably approved
by
Landlord. At Landlord's request, Tenant shall enter into a joint maintenance
agreement with any railroad that services the Premises. If Tenant fails to
perform any repair or replacement for which it is responsible, Landlord may
perform such work and be reimbursed by Tenant within 10 days after demand
therefor. Subject to Paragraphs 9 and 15, Tenant shall bear the full cost of
any
repair or replacement to any part of the Building or Project that results from
damage caused by Tenant, its agents, contractors, or invitees and any repair
that benefits only the Premises.
12. Tenant-Made
Alterations and Trade Fixtures.
Any
alterations, additions, or improvements made by or on behalf of Tenant to the
Premises ("Tenant-Made Alterations") shall be subject to Landlord's prior
written consent. Tenant shall cause, at its expense, all Tenant-Made Alterations
to comply with insurance requirements and with Legal Requirements and shall
construct at its expense any alteration or modification required by Legal
Requirements as a result of any Tenant-Made Alterations. All Tenant-Made
Alterations shall be constructed in a good and workmanlike manner by contractors
reasonably acceptable to Landlord and only good grades of materials shall be
used. All plans and specifications for any Tenant-Made Alterations shall be
submitted to Landlord for its approval. Landlord may monitor construction of
the
Tenant-Made Alterations. Tenant shall reimburse Landlord for its costs in
reviewing plans and specifications and in monitoring construction. Landlord's
right to review plans and specifications and to monitor construction shall
be
solely for its own benefit, and Landlord shall have no duty to see that such
plans and specifications or construction comply with applicable laws, codes,
rules and regulations. Tenant shall provide Landlord with the identities and
mailing addresses of all persons performing work or supplying materials, prior
to beginning such construction, and Landlord may post on and about the Premises
notices of non-responsibility pursuant to applicable law. Tenant shall furnish
security or make other arrangements satisfactory to Landlord to assure payment
for the completion of all work free and clear of liens and shall provide
certificates of insurance for worker's compensation and other coverage in
amounts and from an insurance company satisfactory to Landlord protecting
Landlord against liability for personal injury or property damage during
construction. Upon completion of any Tenant-Made Alterations, Tenant shall
deliver to Landlord sworn statements setting forth the names of all contractors
and subcontractors who did work on the Tenant-Made Alterations and final lien
waivers from all such contractors and subcontractors. Upon surrender of the
Premises, all Tenant-Made Alterations and any leasehold improvements constructed
by Landlord or Tenant shall remain on the Premises as Landlord's property,
except to the extent Landlord requires removal at Tenant's expense of any such
items or Landlord and Tenant have otherwise agreed in writing in connection
with
Landlord's consent to any Tenant-Made Alterations. Tenant shall repair any
damage caused by such removal.
Tenant,
at its own cost and expense and without Landlord's prior approval, may erect
such shelves, bins, machinery and trade fixtures (collectively "Trade Fixtures")
in the ordinary course of its business provided that such items do not alter
the
basic character of the Premises, do not overload or damage the Premises, and
may
be removed without injury to the Premises, and the construction, erection,
and
installation thereof complies with all Legal Requirements and with Landlord's
requirements set forth above. Tenant shall remove its Trade Fixtures and shall
repair any damage caused by such removal.
13. Signs.
Tenant
shall not make any changes to the exterior of the Premises, install any exterior
lights, decorations, balloons, flags, pennants, banners, or painting, or erect
or install any signs, windows or door lettering, placards, decorations, or
advertising media of any type which can be viewed from the exterior of the
Premises, without Landlord's prior written consent. Upon surrender or vacation
of the Premises, Tenant shall have removed all signs and repair, paint, and/or
replace the building facia surface to which its signs are attached. Tenant
shall
obtain all applicable governmental permits and approvals for sign and exterior
treatments. All signs, decorations, advertising media, blinds, draperies and
other window treatment or bars or other security installations visible from
outside the Premises shall be subject to Landlord's approval and conform in
all
respects to Landlord's requirements.
14. Parking.
Tenant
shall be entitled to park in common with other tenants of the Project in those
areas designated for nonreserved parking. Landlord may allocate parking spaces
among Tenant and other tenants in the Project if Landlord determines that such
parking facilities are becoming crowded. Landlord shall not be responsible
for
enforcing Tenant's parking rights against any third parties.
15. Restoration.
If at
any time during the Lease Term the Premises are damaged by a fire or other
casualty, Landlord shall notify Tenant within 60 days after such damage as
to
the amount of time Landlord reasonably estimates it will take to restore the
Premises. If the restoration time is estimated to exceed 6 months, either
Landlord or Tenant may elect to terminate this Lease upon notice to the other
party given no later than 30 days after Landlord's notice. If neither party
elects to terminate this Lease or if Landlord estimates that restoration will
xxxx 0 months or less, then, subject to receipt of sufficient insurance
proceeds, Landlord shall promptly restore the Premises excluding the
improvements installed by Tenant or by Landlord and paid by Tenant, subject
to
delays arising from the collection of insurance proceeds or from Force Majeure
events. Tenant at Tenant's expense shall promptly perform, subject to delays
arising from the collection of insurance proceeds, or from Force Majeure events,
all repairs or restoration not required to be done by Landlord and shall
promptly re-enter the Premises and commence doing business in accordance with
this Lease. Notwithstanding the foregoing, either party may terminate this
Lease
if the Premises are damaged during the last year of the Lease Term and Landlord
reasonably estimates that it will take more than one month to repair such
damage. Base Rent and Operating Expenses shall be abated for the period of
repair and restoration in the proportion which the area of the Premises, if
any,
which is not usable by Tenant bears to the total area of the Premises. Such
abatement shall be the sole remedy of Tenant, and except as provided herein,
Tenant waives any right to terminate the Lease by reason of damage or casualty
loss.
16. Condemnation.
If any
part of the Premises or the Project should be taken for any public or
quasi-public use under governmental law, ordinance, or regulation, or by right
of eminent domain, or by private purchase in lieu thereof (a "Taking" or
"Taken"), and the Taking would prevent or materially interfere with Tenant's
use
of the Premises or in Landlord's judgment would materially interfere with or
impair its ownership or operation of the Project, then upon written notice
by
Landlord this Lease shall terminate and Base Rent shall be apportioned as of
said date. If part of the Premises shall be Taken, and this Lease is not
terminated as provided above, the Base Rent payable hereunder during the
unexpired Lease Term shall be reduced to such extent as may be fair and
reasonable under the circumstances. In the event of any such Taking, Landlord
shall be entitled to receive the entire price or award from any such Taking
without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant's
interest, if any, in such award. Tenant shall have the right, to the extent
that
same shall not diminish Landlord's award, to make a separate claim against
the
condemning authority (but not Landlord) for such compensation as may be
separately awarded or recoverable by Tenant for moving expenses and damage
to
Tenant's Trade Fixtures, if a separate award for such items is made to
Tenant.
17. Assignment
and Subletting.
Without
Landlord's prior written consent, Tenant shall not assign this Lease or sublease
the Premises or any part thereof or mortgage, pledge, or hypothecate its
leasehold interest or grant any concession or license within the Premises and
any attempt to do any of the foregoing shall be void and of no effect. For
purposes of this paragraph, a transfer of the ownership interests controlling
Tenant shall be deemed an assignment of this Lease unless such ownership
interests are publicly traded. Notwithstanding the above, Tenant may assign
or
sublet the Premises, or any part thereof, to any entity controlling Tenant,
controlled by Tenant or under common control with Tenant (a "Tenant Affiliate"),
without the prior written consent of Landlord. Tenant shall reimburse Landlord
for all of Landlord's reasonable out-of-pocket expenses in connection with
any
assignment or sublease. Upon Landlord's receipt of Tenant's written notice
of a
desire to assign or sublet the Premises, or any part thereof (other than to
a
Tenant Affiliate), Landlord may, by giving written notice to Tenant within
30
days after receipt of Tenant's notice, terminate this Lease with respect to
the
space described in Tenant's notice, as of the date specified in Tenant's notice
for the commencement of the proposed assignment or sublease.
Notwithstanding
any assignment or subletting, Tenant and any guarantor or surety of Tenant's
obligations under this Lease shall at all times remain fully responsible and
liable for the payment of the rent and for compliance with all of Tenant's
other
obligations under this Lease (regardless of whether Landlord's approval has
been
obtained for any such assignments or sublettings). In the event that the rent
due and payable by a sublessee or assignee (or a combination of the rental
payable under such sublease or assignment plus any bonus or other consideration
therefor or incident thereto) exceeds the rental payable under this Lease,
then
Tenant shall be bound and obligated to pay Landlord as additional rent hereunder
all such excess rental and other excess consideration within 10 days following
receipt thereof by Tenant.
If
this
Lease be assigned or if the Premises be subleased (whether in whole or in part)
or in the event of the mortgage, pledge, or hypothecation of Tenant's leasehold
interest or grant of any concession or license within the Premises or if the
Premises be occupied in whole or in part by anyone other than Tenant, then
upon
a default by Tenant hereunder Landlord may collect rent from the assignee,
sublessee, mortgagee, pledgee, party to whom the leasehold interest was
hypothecated, concessionee or licensee or other occupant and, except to the
extent set forth in the preceding paragraph, apply the amount collected to
the
next rent payable hereunder; and all such rentals collected by Tenant shall
be
held in trust for Landlord and immediately forwarded to Landlord. No such
transaction or collection of rent or application thereof by Landlord, however,
shall be deemed a waiver of these provisions or a release of Tenant from the
further performance by Tenant of its covenants, duties, or obligations
hereunder.
18. Indemnification. Except
for the negligence of Landlord, its agents, employees or contractors, and to
the
extent permitted by law, Tenant agrees to indemnify, defend and hold harmless
Landlord, and Landlord's agents, employees and contractors, from and against
any
and all losses, liabilities, damages, costs and expenses (including attorneys'
fees) resulting from claims by third parties for injuries to any person and
damage to or theft or misappropriation or loss of property occurring in or
about
the Project and arising from the use and occupancy of the Premises or from
any
activity, work, or thing done, permitted or suffered by Tenant in or about
the
Premises or due to any other act or omission of Tenant, its subtenants,
assignees, invitees, employees, contractors and agents. The furnishing of
insurance required hereunder shall not be deemed to limit Tenant's obligations
under this Paragraph 18.
19. Inspection
and Access.
Landlord and its agents, representatives, and contractors may enter the Premises
at any reasonable time to inspect the Premises and to make such repairs as
may
be required or permitted pursuant to this Lease and for any other business
purpose. Landlord and Landlord's representatives may enter the Premises during
business hours for the purpose of showing the Premises to prospective purchasers
and, during the last year of the Lease Term, to prospective tenants. Landlord
may erect a suitable sign on the Premises stating the Premises are available
to
let or that the Project is available for sale. Landlord may grant easements,
make public dedications, designate common areas and create restrictions on
or
about the Premises, provided that no such easement, dedication, designation
or
restriction materially interferes with Tenant's use or occupancy of the
Premises. At Landlord's request, Tenant shall execute such instruments as may
be
necessary for such easements, dedications or restrictions.
20. Quiet
Enjoyment.
If
Tenant shall perform all of the covenants and agreements herein required to
be
performed by Tenant, Tenant shall, subject to the terms of this Lease, at all
times during the Lease Term, have peaceful and quiet enjoyment of the Premises
against any person claiming by, through or under Landlord.
21. Surrender.
Upon
termination of the Lease Term or earlier termination of Tenant's right of
possession, Tenant shall surrender the Premises to Landlord in the same
condition as received, broom clean, ordinary wear and tear and casualty loss
and
condemnation covered by Paragraphs 15 and 16 excepted. Any Trade Fixtures,
Tenant-Made Alterations and property not so removed by Tenant as permitted
or
required herein shall be deemed abandoned and may be stored, removed, and
disposed of by Landlord at Tenant's expense, and Tenant waives all claims
against Landlord for any damages resulting from Landlord's retention and
disposition of such property. All obligations of Tenant hereunder not fully
performed as of the termination of the Lease Term shall survive the termination
of the Lease Term, including without limitation, indemnity obligations, payment
obligations with respect to Operating Expenses and obligations concerning the
condition and repair of the Premises.
22. Holding
Over.
If
Tenant retains possession of the Premises after the termination of the Lease
Term, unless otherwise agreed in writing, such possession shall be subject
to
immediate termination by Landlord at any time, and all of the other terms and
provisions of this Lease (excluding any expansion or renewal option or other
similar right or option) shall be applicable during such holdover period, except
that Tenant shall pay Landlord from time to time, upon demand, as Base Rent
for
the holdover period, an amount equal to double the Base Rent in effect on the
termination date, computed on a monthly basis for each month or part thereof
during such holding over. All other payments shall continue under the terms
of
this Lease. In addition, Tenant shall be liable for all damages incurred by
Landlord as a result of such holding over. No holding over by Tenant, whether
with or without consent of Landlord, shall operate to extend this Lease except
as otherwise expressly provided, and this Paragraph 22 shall not be construed
as
consent for Tenant to retain possession of the Premises. For
purposes of this Paragraph 22, “possession of the Premises” shall continue
until, among other things, Tenant has delivered all keys to the Premises to
Landlord, Landlord has complete and total dominion and control over the
Premises, and Tenant has completely fulfilled all obligations required of it
upon termination of the Lease as set forth in this Lease, including, without
limitation, those concerning the condition and repair of the
Premises.
23. Events
of Default.
Each of
the following events shall be an event of default ("Event of Default") by Tenant
under this Lease:
(i) Tenant
shall fail to pay any installment of Base Rent or any other payment required
herein when due, and such failure shall continue for a period of 5 days from
the
date such payment was due.
(ii) Tenant
or
any guarantor or surety of Tenant's obligations hereunder shall (A) make a
general assignment for the benefit of creditors; (B) commence any case,
proceeding or other action seeking to have an order for relief entered on its
behalf as a debtor or to adjudicate it as bankrupt or insolvent, or seeking
reorganization, arrangement, adjustment, liquidation, dissolution or composition
of it or its debts or seeking appointment of a receiver, trustee, custodian
or
other similar official for it or for all or of any substantial part of its
property (collectively a "proceeding for relief"); (C) become the subject of
any
proceeding for relief which is not dismissed within 60 days of its filing or
entry; or (D) die or suffer a legal disability (if Tenant, guarantor, or surety
is an individual) or be dissolved or otherwise fail to maintain its legal
existence (if Tenant, guarantor or surety is a corporation, partnership or
other
entity).
(iii) Any
insurance required to be maintained by Tenant pursuant to this Lease shall
be
cancelled or terminated or shall expire or shall be reduced or materially
changed, except, in each case, as permitted in this Lease.
(iv) Tenant
shall not occupy or shall vacate the Premises or shall fail to continuously
operate its business at the Premises for the permitted use set forth herein,
whether or not Tenant is in monetary or other default under this
Lease.
(v) Tenant
shall attempt or there shall occur any assignment, subleasing or other transfer
of Tenant's interest in or with respect to this Lease except as otherwise
permitted in this Lease.
(vi) Tenant
shall fail to discharge any lien placed upon the Premises in violation of this
Lease within 30 days after any such lien or encumbrance is filed against the
Premises.
(vii) Tenant
shall fail to comply with any provision of this Lease other than those
specifically referred to in this Paragraph 23, and except as otherwise expressly
provided herein, such default shall continue for more than 30 days after
Landlord shall have given Tenant written notice of such default.
24. Landlord's
Remedies.
Upon
each occurrence of an Event of Default and so long as such Event of Default
shall be continuing, Landlord may at any time thereafter at its election:
terminate this Lease or Tenant's right of possession, (but Tenant shall remain
liable as hereinafter provided) and/or pursue any other remedies at law or
in
equity. Upon the termination of this Lease or termination of Tenant's right
of
possession, it shall be lawful for Landlord, without formal demand or notice
of
any kind, to re-enter the Premises by summary dispossession proceedings or
any
other action or proceeding authorized by law and to remove Tenant and all
persons and property therefrom. If Landlord re-enters the Premises, Landlord
shall have the right to keep in place and use, or remove and store, all of
the
furniture, fixtures and equipment at the Premises.
If
Landlord terminates this Lease, Landlord may recover from Tenant the sum of:
all
Base Rent and all other amounts accrued hereunder to the date of such
termination; the cost of reletting the whole or any part of the Premises,
including without limitation brokerage fees and/or leasing commissions incurred
by Landlord, and costs of removing and storing Tenant's or any other occupant's
property, repairing, altering, remodeling, or otherwise putting the Premises
into condition acceptable to a new tenant or tenants, and all reasonable
expenses incurred by Landlord in pursuing its remedies, including reasonable
attorneys' fees and court costs; and the excess of the then present value of
the
Base Rent and other amounts payable by Tenant under this Lease as would
otherwise have been required to be paid by Tenant to Landlord during the period
following the termination of this Lease measured from the date of such
termination to the expiration date stated in this Lease, over the present value
of any net amounts which Tenant establishes Landlord can reasonably expect
to
recover by reletting the Premises for such period, taking into consideration
the
availability of acceptable tenants and other market conditions affecting
leasing. Such present values shall be calculated at a discount rate equal to
the
90-day U.S. Treasury xxxx rate at the date of such termination.
If
Landlord terminates Tenant's right of possession (but not this Lease), Landlord
may, but shall be under no obligation to, relet the Premises for the account
of
Tenant for such rent and upon such terms as shall be satisfactory to Landlord
without thereby releasing Tenant from any liability hereunder and without demand
or notice of any kind to Tenant. For the purpose of such reletting Landlord
is
authorized to make any repairs, changes, alterations, or additions in or to
the
Premises as Landlord deems reasonably necessary or desirable. If the Premises
are not relet, then Tenant shall pay to Landlord as damages a sum equal to
the
amount of the rental reserved in this Lease for such period or periods, plus
the
cost of recovering possession of the Premises (including attorneys' fees and
costs of suit), the unpaid Base Rent and other amounts accrued hereunder at
the
time of repossession, and the costs incurred in any attempt by Landlord to
relet
the Premises. If the Premises are relet and a sufficient sum shall not be
realized from such reletting [after first deducting therefrom, for retention
by
Landlord, the unpaid Base Rent and other amounts accrued hereunder at the time
of reletting, the cost of recovering possession (including attorneys' fees
and
costs of suit), all of the costs and expense of repairs, changes, alterations,
and additions, the expense of such reletting (including without limitation
brokerage fees and leasing commissions) and the cost of collection of the rent
accruing therefrom] to satisfy the rent provided for in this Lease to be paid,
then Tenant shall immediately satisfy and pay any such deficiency. Any such
payments due Landlord shall be made upon demand therefor from time to time
and
Tenant agrees that Landlord may file suit to recover any sums falling due from
time to time. Notwithstanding any such reletting without termination, Landlord
may at any time thereafter elect in writing to terminate this Lease for such
previous breach.
Exercise
by Landlord of any one or more remedies hereunder granted or otherwise available
shall not be deemed to be an acceptance of surrender of the Premises and/or
a
termination of this Lease by Landlord, whether by agreement or by operation
of
law, it being understood that such surrender and/or termination can be effected
only by the written agreement of Landlord and Tenant. Any law, usage, or custom
to the contrary notwithstanding, Landlord shall have the right at all times
to
enforce the provisions of this Lease in strict accordance with the terms hereof;
and the failure of Landlord at any time to enforce its rights under this Lease
strictly in accordance with same shall not be construed as having created a
custom in any way or manner contrary to the specific terms, provisions, and
covenants of this Lease or as having modified the same. Tenant and Landlord
further agree that forbearance or waiver by Landlord to enforce its rights
pursuant to this Lease or at law or in equity, shall not be a waiver of
Landlord's right to enforce one or more of its rights in connection with any
subsequent default. A receipt by Landlord of rent or other payment with
knowledge of the breach of any covenant hereof shall not be deemed a waiver
of
such breach, and no waiver by Landlord of any provision of this Lease shall
be
deemed to have been made unless expressed in writing and signed by Landlord.
To
the greatest extent permitted by law, Tenant waives the service of notice of
Landlord's intention to re-enter as provided for in any statute, or to institute
legal proceedings to that end, and also waives all right of redemption in case
Tenant shall be dispossessed by a judgment or by warrant of any court or judge.
The terms "enter," "re-enter," "entry" or "re-entry," as used in this Lease,
are
not restricted to their technical legal meanings. Any reletting of the Premises
shall be on such terms and conditions as Landlord in its sole discretion may
determine (including without limitation a term different than the remaining
Lease Term, rental concessions, alterations and repair of the Premises, lease
of
less than the entire Premises to any tenant and leasing any or all other
portions of the Project before reletting the Premises). Landlord shall not
be
liable, nor shall Tenant's obligations hereunder be diminished because of,
Landlord's failure to relet the Premises or collect rent due in respect of
such
reletting.
25. Tenant's
Remedies/Limitation of Liability.
Landlord shall not be in default hereunder unless Landlord fails to perform
any
of its obligations hereunder within 30 days after written notice from Tenant
specifying such failure (unless such performance will, due to the nature
of the
obligation, require a period of time in excess of 30 days, then after such
period of time as is reasonably necessary). All obligations of Landlord
hereunder shall be construed as covenants, not conditions; and, except as
may be
otherwise expressly provided in this Lease, Tenant may not terminate this
Lease
for breach of Landlord's obligations hereunder. All obligations of Landlord
under this Lease will be binding upon Landlord only during the period of
its
ownership of the Premises and not thereafter. The term "Landlord" in this
Lease
shall mean only the owner, for the time being of the Premises, and in the
event
of the transfer by such owner of its interest in the Premises, such owner
shall
thereupon be released and discharged from all obligations of Landlord thereafter
accruing, but such obligations shall be binding during the Lease Term upon
each
new owner for the duration of such owner's ownership. Any liability of Landlord
under this Lease shall be limited solely to its interest in the Project,
and in
no event shall any personal liability be asserted against Landlord in connection
with this Lease nor shall any recourse be had to any other property or assets
of
Landlord.
26. Waiver
of Jury Trial.
TENANT
AND LANDLORD WAIVE ANY RIGHT TO TRIAL BY JURY OR TO HAVE A JURY PARTICIPATE
IN
RESOLVING ANY DISPUTE, WHETHER SOUNDING IN CONTRACT, TORT, OR OTHERWISE, BETWEEN
LANDLORD AND TENANT ARISING OUT OF THIS LEASE OR ANY OTHER INSTRUMENT, DOCUMENT,
OR AGREEMENT EXECUTED OR DELIVERED IN CONNECTION HEREWITH OR THE TRANSACTIONS
RELATED HERETO.
27. Subordination.
This
Lease and Tenant's interest and rights hereunder are and shall be subject and
subordinate at all times to the lien of any first mortgage, now existing or
hereafter created on or against the Project or the Premises, and all amendments,
restatements, renewals, modifications, consolidations, refinancing, assignments
and extensions thereof, without the necessity of any further instrument or
act
on the part of Tenant. Tenant agrees, at the election of the holder of any
such
mortgage, to attorn to any such holder. Tenant agrees upon demand to execute,
acknowledge and deliver such instruments, confirming such subordination and
such
instruments of attornment as shall be requested by any such holder. Tenant
hereby appoints Landlord attorney in fact for Tenant irrevocably (such power
of
attorney being coupled with an interest) to execute, acknowledge and deliver
any
such instrument and instruments for and in the name of the Tenant and to cause
any such instrument to be recorded. Notwithstanding the foregoing, any such
holder may at any time subordinate its mortgage to this Lease, without Tenant's
consent, by notice in writing to Tenant, and thereupon this Lease shall be
deemed prior to such mortgage without regard to their respective dates of
execution, delivery or recording and in that event such holder shall have the
same rights with respect to this Lease as though this Lease had been executed
prior to the execution, delivery and recording of such mortgage and had been
assigned to such holder. The term "mortgage" whenever used in this Lease shall
be deemed to include deeds of trust, security assignments and any other
encumbrances, and any reference to the "holder" of a mortgage shall be deemed
to
include the beneficiary under a deed of trust.
28. Mechanic's
Liens.
Tenant
has no express or implied authority to create or place any lien or encumbrance
of any kind upon, or in any manner to bind the interest of Landlord or Tenant
in, the Premises or to charge the rentals payable hereunder for any claim in
favor of any person dealing with Tenant, including those who may furnish
materials or perform labor for any construction or repairs. Tenant covenants
and
agrees that it will pay or cause to be paid all sums legally due and payable
by
it on account of any labor performed or materials furnished in connection with
any work performed on the Premises and that it will save and hold Landlord
harmless from all loss, cost or expense based on or arising out of asserted
claims or liens against the leasehold estate or against the interest of Landlord
in the Premises or under this Lease. Tenant shall give Landlord immediate
written notice of the placing of any lien or encumbrance against the Premises
and cause such lien or encumbrance to be discharged within 30 days of the filing
or recording thereof; provided, however, Tenant may contest such liens or
encumbrances as long as such contest prevents foreclosure of the lien or
encumbrance and Tenant causes such lien or encumbrance to be bonded or insured
over in a manner satisfactory to Landlord within such 30 day
period.
29. Estoppel
Certificates.
Tenant
agrees, from time to time, within 10 days after request of Landlord, to execute
and deliver to Landlord, or Landlord's designee, any estoppel certificate
requested by Landlord, stating that this Lease is in full force and effect,
the
date to which rent has been paid, that Landlord is not in default hereunder
(or
specifying in detail the nature of Landlord's default), the termination date
of
this Lease and such other matters pertaining to this Lease as may be requested
by Landlord. Tenant's obligation to furnish each estoppel certificate in a
timely fashion is a material inducement for Landlord's execution of this Lease.
No cure or grace period provided in this Lease shall apply to Tenant's
obligations to timely deliver an estoppel certificate. Tenant hereby irrevocably
appoints Landlord as its attorney in fact to execute on its behalf and in its
name any such estoppel certificate if Tenant fails to execute and deliver the
estoppel certificate within 10 days after Landlord's written request
thereof.
30. Environmental
Requirements.
Except
for Hazardous Material contained in products used by Tenant in de minimis
quantities for ordinary cleaning and office purposes, Tenant shall not permit
or
cause any party to bring any Hazardous Material upon the Premises or transport,
store, use, generate, manufacture or release any Hazardous Material in or about
the Premises without Landlord's prior written consent. Tenant, at its sole
cost
and expense, shall operate its business in the Premises in strict compliance
with all Environmental Requirements and shall remediate in a manner satisfactory
to Landlord any Hazardous Materials released on or from the Project by Tenant,
its agents, employees, contractors, subtenants or invitees. Tenant shall
complete and certify to disclosure statements as requested by Landlord from
time
to time relating to Tenant's transportation, storage, use, generation,
manufacture or release of Hazardous Materials on the Premises. The term
"Environmental Requirements" means all applicable present and future statutes,
regulations, ordinances, rules, codes, judgments, orders or other similar
enactments of any governmental authority or agency regulating or relating to
health, safety, or environmental conditions on, under, or about the Premises
or
the environment, including without limitation, the following: the Comprehensive
Environmental Response, Compensation and Liability Act; the Resource
Conservation and Recovery Act; and all state and local counterparts thereto,
and
any regulations or policies promulgated or issued thereunder. The term
"Hazardous Materials" means and includes any substance, material, waste,
pollutant, or contaminant listed or defined as hazardous or toxic, under any
Environmental Requirements, asbestos and petroleum, including crude oil or
any
fraction thereof, natural gas liquids, liquified natural gas, or synthetic
gas
usable for fuel (or mixtures of natural gas and such synthetic gas). As defined
in Environmental Requirements, Tenant is and shall be deemed to be the
"operator" of Tenant's "facility" and the "owner" of all Hazardous Materials
brought on the Premises by Tenant, its agents, employees, contractors or
invitees, and the wastes, by-products, or residues generated, resulting, or
produced therefrom.
Tenant
shall indemnify, defend, and hold Landlord harmless from and against any and
all
losses (including, without limitation, diminution in value of the Premises
or
the Project and loss of rental income from the Project), claims, demands,
actions, suits, damages (including, without limitation, punitive damages),
expenses (including, without limitation, remediation, removal, repair,
corrective action, or cleanup expenses), and costs (including, without
limitation, actual attorneys' fees, consultant fees or expert fees and
including, without limitation, removal or management of any asbestos brought
into the property or disturbed in breach of the requirements of this Paragraph
30, regardless of whether such removal or management is required by law) which
are brought or recoverable against, or suffered or incurred by Landlord as
a
result of any release of Hazardous Materials for which Tenant is obligated
to
remediate as provided above or any other breach of the requirements under this
Paragraph 30 by Tenant, its agents, employees, contractors, subtenants,
assignees or invitees, regardless of whether Tenant had knowledge of such
noncompliance. The obligations of Tenant under this Paragraph 30 shall survive
any termination of this Lease.
Landlord
shall have access to, and a right to perform inspections and tests of, the
Premises to determine Tenant's compliance with Environmental Requirements,
its
obligations under this Paragraph 30, or the environmental condition of the
Premises. Access shall be granted to Landlord upon Landlord's prior notice
to
Tenant and at such times so as to minimize, so far as may be reasonable under
the circumstances, any disturbance to Tenant's operations. Such inspections
and
tests shall be conducted at Landlord's expense, unless such inspections or
tests
reveal that Tenant has not complied with any Environmental Requirement, in
which
case Tenant shall reimburse Landlord for the reasonable cost of such inspection
and tests. Landlord's receipt of or satisfaction with any environmental
assessment in no way waives any rights that Landlord holds against
Tenant.
31. Rules
and Regulations.
Tenant
shall, at all times during the Lease Term and any extension thereof, comply
with
all reasonable rules and regulations at any time or from time to time
established by Landlord covering use of the Premises and the Project. The
current rules and regulations are attached hereto. In the event of any conflict
between said rules and regulations and other provisions of this Lease, the
other
terms and provisions of this Lease shall control. Landlord shall not have any
liability or obligation for the breach of any rules or regulations by other
tenants in the Project.
32. Security
Service.
Tenant
acknowledges and agrees that, while Landlord may patrol the Project, Landlord
is
not providing any security services with respect to the Premises and that
Landlord shall not be liable to Tenant for, and Tenant waives any claim against
Landlord with respect to, any loss by theft or any other damage suffered or
incurred by Tenant in connection with any unauthorized entry into the Premises
or any other breach of security with respect to the Premises.
33. Force
Majeure.
Landlord shall not be held responsible for delays in the performance of its
obligations hereunder when caused by strikes, lockouts, labor disputes, acts
of
God, inability to obtain labor or materials or reasonable substitutes therefor,
governmental restrictions, governmental regulations, governmental controls,
delay in issuance of permits, enemy or hostile governmental action, civil
commotion, fire or other casualty, and other causes beyond the reasonable
control of Landlord ("Force Majeure").
34. Entire
Agreement.
This
Lease constitutes the complete agreement of Landlord and Tenant with respect
to
the subject matter hereof. No representations, inducements, promises or
agreements, oral or written, have been made by Landlord or Tenant, or anyone
acting on behalf of Landlord or Tenant, which are not contained herein, and
any
prior agreements, promises, negotiations, or representations are superseded
by
this Lease. This Lease may not be amended except by an instrument in writing
signed by both parties hereto.
35. Severability.
If any
clause or provision of this Lease is illegal, invalid or unenforceable under
present or future laws, then and in that event, it is the intention of the
parties hereto that the remainder of this Lease shall not be affected thereby.
It is also the intention of the parties to this Lease that in lieu of each
clause or provision of this Lease that is illegal, invalid or unenforceable,
there be added, as a part of this Lease, a clause or provision as similar in
terms to such illegal, invalid or unenforceable clause or provision as may
be
possible and be legal, valid and enforceable.
36. Brokers.
Tenant
represents and warrants that it has dealt with no broker, agent or other person
in connection with this transaction and that no broker, agent or other person
brought about this transaction, other than the broker, if any, set forth on
the
first page of this Lease, and Tenant agrees to indemnify and hold Landlord
harmless from and against any claims by any other broker, agent or other person
claiming a commission or other form of compensation by virtue of having dealt
with Tenant with regard to this leasing transaction.
37. Miscellaneous. (a) Any
payments or charges due from Tenant to Landlord hereunder shall be considered
rent for all purposes of this Lease.
(b) If
and
when included within the term "Tenant," as used in this instrument, there is
more than one person, firm or corporation, each shall be jointly and severally
liable for the obligations of Tenant.
(c) All
notices required or permitted to be given under this Lease shall be in writing
and shall be sent by registered or certified mail, return receipt requested,
or
by a reputable national overnight courier service, postage prepaid, or by hand
delivery addressed to the parties at their addresses below, and with a copy
sent
to Landlord at 0000
Xxxxxxx Xxx, Xxxxxx, Xxxxxxxx 00000.
Either
party may by notice given aforesaid change its address for all subsequent
notices. Except where otherwise expressly provided to the contrary, notice
shall
be deemed given upon delivery.
(d) Except
as
otherwise expressly provided in this Lease or as otherwise required by law,
Landlord retains the absolute right to withhold any consent or
approval.
(e) At
Landlord's request from time to time Tenant shall furnish Landlord with true
and
complete copies of its most recent annual and quarterly financial statements
prepared by Tenant or Tenant's accountants and any other financial information
or summaries that Tenant typically provides to its lenders or
shareholders.
(f) Neither
this Lease nor a memorandum of lease shall be filed by or on behalf of Tenant
in
any public record. Landlord may prepare and file, and upon request by Landlord
Tenant will execute, a memorandum of lease.
(g) The
normal rule of construction to the effect that any ambiguities are to be
resolved against the drafting party shall not be employed in the interpretation
of this Lease or any exhibits or amendments hereto.
(h) The
submission by Landlord to Tenant of this Lease shall have no binding force
or
effect, shall not constitute an option for the leasing of the Premises, nor
confer any right or impose any obligations upon either party until execution
of
this Lease by both parties.
(i) Words
of
any gender used in this Lease shall be held and construed to include any other
gender, and words in the singular number shall be held to include the plural,
unless the context otherwise requires. The captions inserted in this Lease
are
for convenience only and in no way define, limit or otherwise describe the
scope
or intent of this Lease, or any provision hereof, or in any way affect the
interpretation of this Lease.
(j) Any
amount not paid by Tenant within 5 days after its due date in accordance with
the terms of this Lease shall bear interest from such due date until paid in
full at the lesser of the highest rate permitted by applicable law or 15 percent
per year. It is expressly the intent of Landlord and Tenant at all times to
comply with applicable law governing the maximum rate or amount of any interest
payable on or in connection with this Lease. If applicable law is ever
judicially interpreted so as to render usurious any interest called for under
this Lease, or contracted for, charged, taken, reserved, or received with
respect to this Lease, then it is Landlord's and Tenant's express intent that
all excess amounts theretofore collected by Landlord be credited on the
applicable obligation (or, if the obligation has been or would thereby be paid
in full, refunded to Tenant), and the provisions of this Lease immediately
shall
be deemed reformed and the amounts thereafter collectible hereunder reduced,
without the necessity of the execution of any new document, so as to comply
with
the applicable law, but so as to permit the recovery of the fullest amount
otherwise called for hereunder.
(k) Construction
and interpretation of this Lease shall be governed by the laws of the state
in
which the Project is located, excluding any principles of conflicts of
laws.
(l) Time
is
of the essence as to the performance of Tenant's obligations under this
Lease.
(m) All
exhibits and addenda attached hereto are hereby incorporated into this Lease
and
made a part hereof. In the event of any conflict between such exhibits or
addenda and the terms of this Lease, such exhibits or addenda shall
control.
(n) In
the
event either party hereto initiates litigation to enforce the terms and
provisions of this Lease, the non-prevailing party in such action shall
reimburse the prevailing party for its reasonable attorney's fees, filing fees,
and court costs.
38. Landlord's
Lien/Security Interest.
Tenant
hereby grants Landlord a security interest, and this Lease constitutes a
security agreement, within the meaning of and pursuant to the Uniform Commercial
Code of the state in which the Premises are situated as to all of Tenant's
property situated in, or upon, or used in connection with the Premises (except
merchandise sold in the ordinary course of business) as security for all of
Tenant's obligations hereunder, including, without limitation, the obligation
to
pay rent. Such personalty thus encumbered includes specifically all trade and
other fixtures for the purpose of this Paragraph and inventory, equipment,
contract rights, accounts receivable and the proceeds thereof. In order to
perfect such security interest, Tenant shall execute such financing statements
and file the same at Tenant's expense at the state and county Uniform Commercial
Code filing offices as often as Landlord in its discretion shall require; and
Tenant hereby irrevocably appoints Landlord its agent for the purpose of
executing and filing such financing statements on Tenant's behalf as Landlord
shall deem necessary.
39. Limitation
of Liability of Trustees, Shareholders, and Officers of
ProLogis.
Any
obligation or liability whatsoever of ProLogis, a Maryland real estate
investment trust, which may arise at any time under this Lease or any obligation
or liability which may be incurred by it pursuant to any other instrument,
transaction, or undertaking contemplated hereby shall not be personally binding
upon, nor shall resort for the enforcement thereof be had to the property of,
its trustees, directors, shareholders, officers, employees or agents, regardless
of whether such obligation or liability is in the nature of contract, tort,
or
otherwise.
IN
WITNESS WHEREOF, Landlord and Tenant have executed this Lease as of the day
and
year first above written.
|
TENANT:
|
LANDLORD:
|
|
|
By: ProLogis
Management Incorporated,
a
Delaware corporation, as Agent
|
||
|
By:
|
By:
|
|
|
Name: Xxxx Xxxx |
|
Name: Xxxxxx X. Xxxxx |
|
Title: President/
CEO
|
|
Title: First
Vice President
|
|
Address:
|
|
Address:
|
|
|
||
|
|
||
|
|
|
ProLogis
Management Inc.
License
#H-43836
Rules
and Regulations
|
1.
|
The
sidewalk, entries, and driveways of the Project shall not be obstructed
by
Tenant, or its agents, or used by them for any purpose other than
ingress
and egress to and from the
Premises.
|
|
2.
|
Tenant
shall not place any objects, including antennas, outdoor furniture,
etc.,
in the parking areas, landscaped areas or other areas outside of
its
Premises, or on the roof of the
Project.
|
|
3.
|
Except
for seeing-eye dogs, no animals shall be allowed in the offices,
halls, or
corridors in the Project.
|
|
4.
|
Tenant
shall not disturb the occupants of the Project or adjoining buildings
by
the use of any radio or musical instrument or by the making of loud
or
improper noises.
|
|
5.
|
If
Tenant desires telegraphic, telephonic or other electric connections
in
the Premises, Landlord or its agent will direct the electrician as
to
where and how the wires may be introduced; and, without such direction,
no
boring or cutting of wires will be permitted. Any such installation
or
connection shall be made at Tenant's
expense.
|
|
6.
|
Tenant
shall not install or operate any steam or gas engine or boiler, or
other
mechanical apparatus in the Premises, except as specifically approved
in
the Lease. The use of oil, gas or inflammable liquids for heating,
lighting or any other purpose is expressly prohibited. Explosives
or other
articles deemed extra hazardous shall not be brought into the
Project.
|
|
7.
|
Parking
any type of recreational vehicles is specifically prohibited on or
about
the Project. Further, parking any type of trucks, trailers or other
vehicles in the Premises is specifically prohibited. Except for the
overnight parking of operative vehicles, no vehicle of any type shall
be
stored in the parking areas at any time. In the event that a vehicle
is
disabled, it shall be removed within 48 hours. There shall be no
"For
Sale" or other advertising signs on or about any parked vehicle.
All
vehicles shall be parked in the designated parking areas in conformity
with all signs and other markings. All parking will be open parking,
and
no reserved parking, numbering or lettering of individual spaces
will be
permitted except as specified by
Landlord.
|
|
8.
|
Tenant
shall maintain the Premises free from rodents, insects and other
pests.
|
|
9.
|
Landlord
reserves the right to exclude or expel from the Project any person
who, in
the judgment of Landlord, is intoxicated or under the influence of
liquor
or drugs or who shall in any manner do any act in violation of the
Rules
and Regulations of the Project.
|
|
10.
|
Tenant
shall not cause any unnecessary labor by reason of Tenant's carelessness
or indifference in the preservation of good order and cleanliness.
Landlord shall not be responsible to Tenant for any loss of property
on
the Premises, however occurring, or for any damage done to the effects
of
Tenant by the janitors or any other employee or
person.
|
|
11.
|
Tenant
shall give Landlord prompt notice of any defects in the water, lawn
sprinkler, sewage, gas pipes, electrical lights and fixtures, heating
apparatus, or any other service equipment affecting the
Premises.
|
|
12.
|
Tenant
shall not permit storage outside the Premises, including without
limitation, outside storage of trucks and other vehicles, or dumping
of
waste or refuse or permit any harmful materials to be placed in any
drainage system or sanitary system in or about the
Premises.
|
|
13.
|
All
moveable trash receptacles provided by the trash disposal firm for
the
Premises must be kept in the trash enclosure areas, if any, provided
for
that purpose.
|
|
14.
|
No
auction, public or private, will be permitted on the Premises or
the
Project.
|
|
15.
|
No
awnings shall be placed over the windows in the Premises except with
the
prior written consent of Landlord.
|
|
16.
|
The
Premises shall not be used for lodging, sleeping or cooking or for
any
immoral or illegal purposes or for any purpose other than that specified
in the Lease. No gaming devices shall be operated in the
Premises.
|
|
17.
|
Tenant
shall ascertain from Landlord the maximum amount of electrical current
which can safely be used in the Premises, taking into account the
capacity
of the electrical wiring in the Project and the Premises and the
needs of
other tenants, and shall not use more than such safe capacity. Landlord's
consent to the installation of electric equipment shall not relieve
Tenant
from the obligation not to use more electricity than such safe
capacity.
|
|
18.
|
Tenant
assumes full responsibility for protecting the Premises from theft,
robbery and pilferage.
|
|
19.
|
Tenant
shall not install or operate on the Premises any machinery or mechanical
devices of a nature not directly related to Tenant's ordinary use
of the
Premises and shall keep all such machinery free of vibration, noise
and
air waves which may be transmitted beyond the
Premises.
|
ADDENDUM
1
BASE
RENT ADJUSTMENTS
ATTACHED
TO AND A PART OF THE LEASE AGREEMENT
DATED
__________________________,BETWEEN
and
Base
Rent
shall equal the following amounts for the respective periods set forth
below:
|
Period
|
Monthly
Base Rent
|
|||||||||
|
|
|
|
|
|||||||
ADDENDUM
2
HVAC
MAINTENANCE CONTRACT
ATTACHED
TO AND A PART OF THE LEASE AGREEMENT
DATED
May
23, 2007, BETWEEN
ProLogis-Macquarie
U.S. LLC
and
Automated
Interiors, LLC
Paragraph
11, captioned "TENANT REPAIRS," is revised to include the
following:
Tenant
agrees to enter into and maintain through the term of the Lease, a regularly
scheduled preventative maintenance/service contract for servicing all hot water,
heating and air conditioning systems and equipment within the Premises. Landlord
requires a qualified HVAC contractor perform this work. A certificate must
be
provided to the Landlord upon occupancy of the leased Premises.
The
service contract must become effective within thirty (30) days of occupancy,
and
service visits should be performed on a quarterly basis. Landlord suggests
that
Tenant send the following list to a qualified HVAC contractor to be assured
that
these items are included in the maintenance contract:
| 1. |
Adjust
belt tension;
|
| 2. |
Lubricate
all moving parts, as necessary;
|
| 3. |
Inspect
and adjust all temperature and safety
controls;
|
| 4. |
Check
refrigeration system for leaks and
operation;
|
| 5. |
Check
refrigeration system for moisture;
|
| 6. |
Inspect
compressor oil level and crank case
heaters;
|
| 7. |
Check
head pressure, suction pressure and oil
pressure;
|
| 8. |
Inspect
air filters and replace when necessary;
|
| 9. |
Check
space conditions;
|
| 10. |
Check
condensate drains and drain pans and clean, if
necessary;
|
|
11.
|
Inspect
and adjust all valves;
|
|
12.
|
Check
and adjust dampers;
|
|
13.
|
Run
machine through complete
cycle.
|
ADDENDUM
3
MOVE-OUT
CONDITIONS
ATTACHED
TO AND A PART OF THE LEASE AGREEMENT
DATED
May
23, 2007 , BETWEEN
ProLogis-Macquarie
U.S. LLC
and
Automated
Interiors, LLC
Per
Paragraph 21, Tenant is obligated to check and address prior to move-out of
the
Premises the following items. Landlord expects to receive the Premises in a
well
maintained condition, with normal wear and tear of certain areas acceptable.
The
following list is designed to assist Tenant in the move-out procedures but
is
not intended to be all inclusive.
|
1.
|
All
lighting is to be placed into good working order. This includes
replacement of bulbs, ballasts, and lenses as
needed.
|
|
2.
|
All
truck doors and dock levelers should be serviced and placed in good
operating order. This would include the necessary replacement of
any
dented truck door panels and adjustment of door tension to insure
proper
operation. All door panels which are replaced need to be painted
to match
the Building standard.
|
|
3.
|
All
structural steel columns in the warehouse and office should be inspected
for damage. Repairs of this nature should be pre-approved by the
Landlord
prior to implementation.
|
|
4.
|
Heating/air-conditioning
systems should be placed in good working order, including the necessary
replacement of any parts to return the unit to a well maintained
condition. This includes warehouse heaters and exhaust fans. Upon
move-out, Landlord will have an exit inspection performed by a certified
mechanical contractor to determine the
condition.
|
|
5.
|
All
holes in the sheet rock walls should be repaired prior to
move-out.
|
|
6.
|
The
carpets and vinyl tiles should be in a clean condition and should
not have
any holes or chips in them. Landlord will accept normal wear on these
items provided they appear to be in a maintained
condition.
|
|
7.
|
Facilities
should be returned in a clean condition which would include cleaning
of
the coffee bar, restroom areas, windows, and other portions of the
space.
|
|
8.
|
The
warehouse should be in broom clean condition with all inventory and
racking removed. There should be no protrusion of anchors from the
warehouse floor and all holes should be appropriately patched. If
machinery/equipment is removed, the electrical lines should be properly
terminated at the nearest junction
box.
|
|
9.
|
All
exterior windows with cracks or breakage should be
replaced.
|
|
10.
|
The
Tenant shall provide keys for all locks on the Premises, including
front
doors, rear doors, and interior
doors.
|
|
11.
|
Items
that have been added by the Tenant and affixed to the Building will
remain
the property of Landlord, unless agreed otherwise. This would include
but
is not limited to mini-blinds, air conditioners, electrical, water
heaters, cabinets, flooring, etc. Please note that if modifications
have
been made to the space, such as the addition of office areas, Landlord
retains the right to have the Tenant remove these at Tenant’s
expense.
|
|
12.
|
All
electrical systems should be left in a safe condition that conforms
to
code. Bare wires and dangerous installations should be corrected
prior to
move-out.
|
|
13.
|
All
plumbing fixtures should be in good working order, including the
water
heater. Faucets and toilets should not
leak.
|
|
14.
|
All
dock bumpers must be left in place and well
secured.
|
ADDENDUM
4
SIGN
SPECIFICATION
ATTACHED
TO AND A PART OF THE LEASE AGREEMENT
DATED
May
23, 2007 , BETWEEN
ProLogis-Macquarie
U.S. LLC
and
Automated
Interiors, LLC
Per
Paragraph 13, signage at the Project is subject to restrictions as noted below.
Signage is controlled to maintain a consistent overall visual appeal of the
Building and the Project. Tenant may install white vinyl lettering on the front
door of the Premises, or on the glass next to the front door, with Tenant’s
company name only. The lettering may not exceed 4” in height. No other
storefront graphics are allowed. Alternatively, Tenant may install one exterior
sign which meets the standard sign specifications for the Project. For Westgate
Distribution Center, the standard sign specifications are as
follows:
Sign
Criteria
ADDENDUM
5
CONSTRUCTION
(TURNKEY)
ATTACHED
TO AND A PART OF THE LEASE AGREEMENT
DATED
May
23, 2007 , BETWEEN
ProLogis-Macquarie
U.S. LLC
and
Automated
Interiors, LLC
(a) Landlord
agrees to furnish or perform at Landlord's sole cost and expense those items
of
construction and those improvements (the "Initial Improvements") specified
below:
|
·
|
Paint
and carpet existing office area.
|
|
·
|
Add
one (1) electrical sub-panel in the
warehouse.
|
|
·
|
Remove
all quad electrical outlets along the warehouse
wall.
|
|
·
|
All
systems shall be in proper working order upon commencement of the
lease.
|
(b) Landlord
shall proceed with and complete the construction of the Initial Improvements.
As
soon as such improvements have been Substantially Completed, Landlord shall
notify Tenant in writing of the date that the Initial Improvements were
Substantially Completed. Such date, unless an earlier date is specified as
the
Commencement Date in this Lease or otherwise agreed to in writing between
Landlord and Tenant, shall be the "Commencement
Date,"
unless
the completion of such improvements was delayed due to any act or omission
of,
or delay caused by, Tenant including, without limitation, Tenant's failure
to
approve plans, complete submittals or obtain permits within the time periods
agreed to by the parties or as reasonably required by Landlord, in which case
the Commencement Date shall be the date such improvements would have been
completed but for the delays caused by Tenant. The Initial Improvements shall
be
deemed substantially completed ("Substantially
Completed")
when,
in the opinion of the construction manager (whether an employee or agent of
Landlord or a third party construction manager) ("Construction
Manager"),
the
Premises are substantially completed except for punch list items which do not
prevent in any material way the use of the Premises for the purposes for which
they were intended. In the event Tenant, its employees, agents, or contractors
cause construction of such improvements to be delayed, the date of Substantial
Completion shall be deemed to be the date that, in the opinion of the
Construction Manager, Substantial Completion would have occurred if such delays
had not taken place. Without limiting the foregoing, Tenant shall be solely
responsible for delays caused by Tenant's request for any changes in the plans,
Tenant's request for long lead items or Tenant's interference with the
construction of the Initial Improvements, and such delays shall not cause a
deferral of the Commencement Date beyond what it otherwise would have been.
After the Commencement Date Tenant shall, upon demand, execute and deliver
to
Landlord a letter of acceptance of delivery of the Premises. In the event of
any
dispute as to the Initial Improvements, including the Commencement Date, the
certificate of the Construction Manager shall be conclusive absent manifest
error.
(c)
The
failure of Tenant to take possession of or to occupy the Premises shall not
serve to relieve Tenant of obligations arising on the Commencement Date or
delay
the payment of rent by Tenant. Subject to applicable ordinances and building
codes governing Tenant's right to occupy or perform in the Premises, Tenant
shall be allowed to install its tenant improvements, machinery, equipment,
fixtures, or other property on the Premises during the final stages of
completion of construction provided that Tenant does not thereby interfere
with
the completion of construction or cause any labor dispute as a result of such
installations, and provided further that Tenant does hereby agree to indemnify,
defend, and hold Landlord harmless from any loss or damage to such property,
and
all liability, loss, or damage arising from any injury to the Project or the
property of Landlord, its contractors, subcontractors, or materialmen, and
any
death or personal injury to any person or persons arising out of such
installations, unless any such loss, damage, liability, death, or personal
injury was caused by Landlord's negligence. Any such occupancy or performance
in
the Premises shall be in accordance with the provisions governing Tenant-Made
Alterations and Trade Fixtures in the Lease, and shall be subject to Tenant
providing to Landlord satisfactory evidence of insurance for personal injury
and
property damage related to such installations and satisfactory payment
arrangements with respect to installations permitted hereunder. Delay in putting
Tenant in possession of the Premises shall not serve to extend the term of
this
Lease or to make Landlord liable for any damages arising therefrom.
EXHIBIT
A
SITE
PLAN
ATTACHED
TO AND A PART OF THE LEASE AGREEMENT
DATED
,
BETWEEN
ProLogis-Macquarie
U.S. LLC
and
Automated
Interiors, LLC
EXHIBIT
B
CONSTRUCTION
GUIDELINES
ATTACHED
TO AND A PART OF THE LEASE AGREEMENT
DATED ,
BETWEEN
ProLogis-Macquarie
U.S. LLC
and
Automated
Interiors, LLC
DIVISION
1 GENERAL
REQUIREMENTS
| 1.1 |
CODES:
All construction shall comply with local, state and federal codes
and
regulations, including all ADA
standards.
|
| 1.2 |
INSURANCE:
All contractors selected must be able to meet the basic insurance
requirements:
|
Workers'
or Workmen's Compensation:
(a) State:
Statutory
(b) Applicable
Federal (e.g. Longshoremen's): Statutory
(c) Employer's
Liability:
$100,000.00
per Accident
$500,000.00
Disease, Policy Limit
$100,000.00
Disease, Each Employee
|
Comprehensive
or Commercial General Liability (including Premises-Operations;
Independent Contractors' Protective; Products and Completed Operations;
Broad Form Property
Damage):
|
(a)
Personal Injury, Bodily Injury and Property Damage (combined single
limit):
$1,000,000.00
Each Occurrence
$2,000,000.00
Aggregate
(b)
Products and Completed Operations to be maintained for three (3) years after
final payment:
$2,000,000.00
Aggregate
(c)
Property Damage Liability Insurance shall provide explosion, collapse and
underground hazards coverage
(d)
Broad
Form Property Damage Coverage shall include Completed Operations
(e)
Contractual Liability (Personal Injury, Bodily Injury and Property Damage)
(combined single limit)
$1,000,000.00
Each Occurrence
$2,000,000.00
Aggregate
(f)
Fire
Damage Limit shall be not less than $50,000.00 on any one fire
(g)
Medical Expense Limit shall be not less than $5,000.00 on any one
person
Business
Auto Liability (including owned, non-owned and hired
vehicles):
Bodily
Injury and Property Damage (combined single limit):
$500,000.00
Combined Single Limit
Umbrella
Excess Liability:
$1,000,000.00
Each Occurrence over primary
$1,000,000.00
Aggregate
Maximum
deductible for any of the above insurance coverages: $25,000.
Insurer
must have Best Rating of AX or greater
Please
note: Occurrence limits (General Liability plus Umbrella) must total
$2,000,000
| 1.3 |
BUILDERS
RISK INSURANCE: Contractors shall provide builders risk insurance
to cover
the full value of the work being performed on all projects with a
contract
amount in excess of $250,000, and/ or any project which is being
completed
in an incomplete (with out a C.O.) shell
building.
|
| 1.4 |
JOBSITE
CONDITIONS: All contractors must verify existing job conditions prior
to
bid.
|
| 1.5 |
DOCUMENT
CONFLICTS: If there is a conflict in the drawings, or between the
written
specs and the drawings, the contractor shall be responsible for the
more
expensive of the options.
|
| 1.6 |
CLOSE-OUT
DOCUMENTS: Two (2) sets of O & M manuals and "as-built" drawings for
all plumbing, electrical, HVAC and fire protection work are required
in
binders. The value of the close-out documents shall be 10% of the
value of
the respective work.
|
| 1.7 |
EXISTING
STRUCTURE: Nothing may be suspended from the existing roof structure
without the structural engineers written
permission.
|
| 1.8 |
FLOOR
MAINTENANCE: No vehicles except scissor lifts shall be allowed inside
the
building during construction without written permission from the
owner.
Any marks or stains left on the floor from contractor equipment shall
be
removed from the floor. Contractor shall machine scrub the warehouse
floor
prior to turnover of space to the customer,
U.O.N.
|
| 1.9 |
SUPERVISION:
The general contractor shall provide a highly experienced jobsite
superintendent, acceptable to the owner, to manage all the work during
the
course of construction. Superintendent will be on jobsite a minimum
of
twenty (20) hours per week, or as specified in Invitation to Bid,
depending on job size.
|
DIVISION
3 CONCRETE
| 3.1 |
PATCHING:
Any removal and replacement of the concrete slab shall meet the
requirements of the existing slab. Backfill and subgrade shall be
compacted to 95% of maximum dry density determined in accordance
with ASTM
D-1557. Dowel the new concrete patch to the existing slab with 1/2"
steel
dowels, extending a minimum of 8" into slab at 18" o.c., secured
with
epoxy. Use 4,000 psi. (at 28 days) concrete for the pour back. All
trench
patching in the warehouse area shall have a 1/8 inch radius edge.
Prior to
pouring concrete, stone the existing saw cut edge with an abrasive
brick
to approximate a 1/8-inch radius
edge.
|
DIVISION
4 MASONRY
DIVISION
5 METALS
| 5.1 |
BOLLARDS:
Furnish and install two (2) 6" diameter, concrete filled, thin wall
steel,
pipe bollards extending 4'-0" A.F.F., set in 3'-0" of concrete at
each
grouping of electrical transformers and panels and at all sprinkler
risers
in all warehouse areas and other locations exposed to vehicular traffic.
Paint new bollards OSHA "Caution
Yellow".
|
| 5.2 |
Framing
for roof penetrations and supports for all rooftop equipment must
be
reviewed, approved and stamped by a structural engineer. See
15.3.6.
|
DIVISION
6 WOOD
AND PLASTICS
| 6.1 |
CABINETS:
Furnish and install a coffee bar and/or lunch room base and wall
cabinet.
The cabinet(s) shall be plastic laminate by Wilsonart, Nevamar or
equal in
the manufacturer's standard color. The cabinet(s) shall be 6-'0"
long
minimum and 34" high with European style hinges and chrome wire pulls
U.O.N. Each cabinet shall have one row of drawers over doors.
|
| 6.2 |
COUNTERTOPS:
The countertops shall be plastic laminate by Wilsonart, Nevamar or
approved equal. The coffee bar tops shall have a square front and
top edge
with a 4" splash.
|
| 6.3 |
LAVATORY
COUNTERTOPS: All toilet rooms with multiple lavatories shall have
vanities. The lavatories shall be installed with a plastic laminated
countertop with a 2" square face and a 4" backsplash. Single accommodation
toilet rooms shall receive wall-mounted lavatories.
|
| 6.4 |
MILLWORK
QUALITY: Architectural millwork and cabinetry shall be of a construction
quality equal to that of the Architectural Woodwork Institute's (AWI)
custom grade for flush overlay
construction.
|
DIVISION
7 THERMAL
AND MOISTURE PROTECTION
| 7.1 |
ROOF
INSULATION: N/A unless noted on
drawings
|
| 7.2 |
CEILING
INSULATION: Where permitted by code furnish and install R-19 (or
as
required by the energy compliance calculation), unfaced fiberglass
batt
insulation on top of the suspended acoustical ceiling at conditioned
spaces.
|
| 7.3 |
THERMAL
WALL INSULATION: Furnish and install R-11 (or as required by the
energy
compliance calculation) unfaced fiberglass batt insulation from floor
to
roof in walls between conditioned and unconditioned spaces or from
floor
to ceiling if xxxxx are installed horizontally on top of the acoustic
ceiling. Furnish and install R-11 at all furred exterior concrete
walls.
Insulate all tenant demising walls to 10'-0" A.F.F. a minimum run
of 60'
or 20' beyond office area, whichever is greater, with R-11 fiberglass
insulation.
|
| 7.4 |
ACOUSTIC
INSULATION: Furnish and install 3 1/2" unfaced fiberglass batt acoustic
insulation in all toilet and shower room walls and
ceilings.
|
| 7.5 |
INSULATION
FACING: All exposed fiberglass batt insulation shall have an FSK-25
or
equivalent facing.
|
| 7.6 |
SKYLIGHTS:
Existing skylights in conditioned areas shall be sealed if they are
vented.
|
| 7.7 |
ROOFING:
The contractor shall use the building shell roofing contractor or
ProLogis
approved roofing contractor to patch all roof penetrations. Hot mop-in
the
new roof penetrations such that the existing roof warranty is maintained.
The patch shall also meet all of the requirements stated in the building
shell specifications. Pipe and conduit penetrations at the roof shall
receive lead pipe flashing with screw clamp and elastomeric sealant
and
shall also be hot asphalt patched with 4 ply.
|
| 7.8 |
ARCHITECTURAL
SHEETMETAL: Furnish and install sheet metal cap flashing on top of
any
roof mounted wood sleepers approved by
owner.
|
| 7.9 |
FIRE
SAFING: Penetrations at one hour walls shall be fire safed or
caulked.
|
DIVISION
8 DOORS
AND WINDOWS
| 8.1 |
INTERIOR
DOORS AND FRAMES: Furnish and install 3'-0" x 7-0'x1-3/4", solid
core
birch door with hollow metal frames, with 1-1/2 pairs of butts per
door
U.O.N. Doors receiving closers shall receive ball-bearing butts.
Doors and
frames shall be fire-rated as required. When working in an existing
tenant
space, the new doors and frames shall match the existing doors and
frames
U.O.N.
|
| 8.2 |
NEW
EXTERIOR DOORS/FRAMES: 20 gauge, full flush, 1-3/4" thick hollow
metal
with fibrous honeycomb core. Install rain drip seal on new hollow
metal
doors. Frames: 18 gauge with 2" faces and 5/8" stops formed internal
corners mitered, welded and ground
smooth.
|
| 8.3 |
INTERIOR
DOOR HARDWARE: Furnish and install ADA
compliant Schlage (or
Best Hardware where specified) Grade 1 lever-type passage hardware
on all
doors except single accommodation toilet rooms which shall receive
privacy
locks. Multi-accomodation restrooms shall receive push/pull hardware
with
a closer. Single accommodation restrooms shall have spring loaded
hinges.
The door hardware shall have a brushed chrome 626 finish U.O.N. Furnish
and install weather-stripping, closers, and drop seals at doors between
conditioned and non-conditioned areas. Closers shall be installed
on the
toilet room or office side
of the door. All
doors shall have floor stops.
When working in an existing tenant space, the new door hardware shall
match the existing door hardware
U.O.N.
|
| 8.4 |
EXTERIOR
DOOR HARDWARE: Match the existing building hardware. Include
door closers
and latch guards on all new exterior
doors.
|
| 8.5 |
KEYS:
Key all new and existing doors within the tenant space to the owners
keying
schedule.
|
| 8.6 |
DOOR
SIGNAGE: Include all signage per code (Handicap, Exit,
etc.)
|
| 8.7 |
OVERHEAD
DOORS: Match the existing building overhead doors. If no O.H. doors
exist,
use Overhead Door Company or equal with 3" track 20 gauge door vertical
reinforced bottom rail, with step plate flush panel sectional. Saw
a
licensed structural engineer must certify cutting at exterior concrete
panels. No overcuts will be
allowed.
|
| 8.8 |
INTERIOR
WINDOW FRAMES/GLASS: Interior windows shall be 1/4" clear tempered
glass
set in hollow metal frames to match the interior door frames.
|
| 8.9 |
MIRRORS:
Furnish and install 3’6” high x 1/4" thick plate glass mirrors with two
coats silver and electroplated copper backing, and wiped edges at
all
lavatories. The mirror shall be the length of the lavatory top set
directly on top of the splash and extending to the underside of the
light
shelf. If wall mounted lavatories are used, the mirror shall be a
Bobrick
2436.
|
| 8.10 |
EXTERIOR
GLASS: The glass in new storefront doors and "in-filled" truck door
openings shall match the existing building glass. If the building
glass is
a long lead item, install xxxx vision glass (tempered if necessary)
for
temporary use until building standard glass is
available.
|
| 8.11 |
WINDOW
MULLIONS: Interior drywall partitions shall meet the exterior window
wall
at an existing mullion with an end cap finished to match the existing
exterior storefront.
|
DIVISION
9 FINISHES
| 9.1 |
FIRE
RATED WALLS: All Rated walls and partitions to meet UL U419 listed
standards or equal. Metal studs with one layer of 5/8" type "X" gypsum
board on each side from the floor to the roof deck. The stud size
and
spacing shall be per the stud manufacturer's tables and local code
requirements. Install fire safing between the gypsum board and roof
deck
U.O.N. Provide proper UL listed head joint detail when required by
code.
Penetrations at one hour walls shall be fire safed or caulked per
UL
listings.
|
| 9.2 |
FULL
HEIGHT DRYWALL PARTITIONS (including one-hour rated tenant demising
wall):
Metal studs with one layer of 5/8" type "X" gypsum board on each
side from
the floor to the roof deck. The stud size and spacing shall be per
the
stud manufacturer's tables and local code requirements. Drywall installed
above an acoustical ceiling shall be fire taped and screws spotted.
|
| 9.3 |
OFFICE
DRYWALL PARTITIONS: All partitions in areas with ceilings shall be
under
grid 3-5/8" x 25 GA. metal studs at 16" o.c. with 1/2" gypsum board
on
each side. The ceiling grid shall be installed
first with walls
built to the grid. The intersection of the wall at the grid shall
be snug
and flush. Install finished half-bead at the top of the wall. Toilet
room
perimeter walls shall be undergrad, with 1/2" sheet rock screwed
to
ceiling grid inside restrooms. Xxxx perimeter concrete walls and
interior
columns in office areas to 12" above the grid.
|
| 9.4 |
OFFICE/TOILET
RM. WALL/CEILING FINISH: All drywall shall receive a smooth finish.
|
| 9.5 |
WAREHOUSE
GYPSUM BOARD WALL FINISH: All demising drywall in the warehouse shall
be
fire taped only, UNO. Spot nails in firetaped areas. The office/warehouse
wall shall receive a smooth, painted finish with 6” painted straight wood
base.
|
| 9.6 |
END
CAPS: Where a partition meets a window mullion, furnish and install
an
aluminum "wall end cap" finished to match the storefront
U.O.N.
|
| 9.7 |
WAINSCOT:
Walls behind mop sinks and laundry trays shall receive a 4' x 4'
wainscot
of FRP along each side of the sink in contact with the wall. All
wet walls
shall receive water resistant drywall (green
board).
|
| 9.8 |
ACOUSTIC
CEILING TILE: Furnish and install 24" x 48" x 5/8" Cortega # 769
non-directional fissured tile, installed at 9'-0" A.F.F., U.O.N.
in all
office areas except toilet and shower
rooms.
|
| 9.9 |
ACOUSTIC
CEILING TILE SUSPENSION SYSTEM: Furnish and install Class "A" 15/16"
exposed "T" grid system, intermediate duty with 1-1/2" main tee,
1-1/2"
cross tee, and 7/8" x 7/8" wall mold as manufactured by Xxxx or equal.
Fire rated grid and tile shall be used where code requires. The grid
color
shall be white to match the tile exactly. Tent light fixtures in
rated
ceilings per code.
|
| 9.10 |
CARPET:
Carpeting shall be Patcraft
Socrates,
solution dyed 100% nylon loop 26 oz. per square yard average yarn
weight
minimum, 1/10th gauge, color to be selected from manufacturer's standard
colors U.O.N. Carpet shall be direct glue down U.O.N. Contact Xxxxx-Xxxx
Xxxxxx at Patcraft Commercial Carpet 000-000-0000 for pricing
information.
|
| 9.11 |
CARPET
BORDERS: Carpet insets or borders when specified as a customer upgrade
shall be mitered at the corners.
|
| 9.12 |
CARPET
PAD: Only when specified by the customer as an upgrade, shall be
a minimum
3/8" thick, 8lb. dense rebound or slab rubber
pad.
|
| 9.13 |
VINYL
COMPOSITION TILE: Where indicated, furnish and install 1/8" gauge,
standard grade, VCT as manufactured by Tarkett or Xxxxxxxxx. Install
VCT
in all lunchrooms and toilet rooms.
|
| 9.14 |
RUBBER
BASE: All areas receiving floor covering shall have 4" high topset
rubber
base as manufactured by Burke, Roppe, or Tarkett in a standard
color.
|
| 9.15 |
TRANSITION
STRIPS: Furnish and install vinyl transition strips at all changes
in
flooring material U.O.N., to match cove
base.
|
| 9.16 |
CERAMIC
TILE:
|
Restrooms:
Only
when specified by the customer as an upgrade on the plans use 2x2 American
Olean
ceramic tile or equal slip resistant on floors and 4x4 ceramic tile on walls
as
noted on plans.
Entrances:
When
specified on plans, 8"x8" American Olean ceramic tile or equal.
Grout:
color
to be selected from manufacturer's standard colors. The tile floor shall be
cleaned after installation to remove excess mortar and grout. The grout shall
be
sealed per manufacturer's recommendations.
| 9.17 |
CONCRETE
FLOOR SEALER: All areas with an exposed concrete floor shall be thoroughly
cleaned and prepared to receive concrete sealer. Apply two coats
of
Xxxxxxxxx "Lapidolith" or Ashford concrete hardener and sealer on
any new
unsealed development project. Floor slabs that have been previously
sealed
with acrylic sealer shall be machine scrubbed and be resealed with
18%
solids seal prior to occupancy by a new customer.
|
| 9.18 |
PAINT
- NEW INTERIOR: Provide (2) coats of flat latex paint on all interior
walls. Toilet rooms and break rooms shall receive one (1) coat of
latex
semi-gloss enamel over one (1) coat of PVA sealer. Hollow metal door
frames shall receive two (2) coats of alkyd semi-gloss enamel over
a
properly primed surface. Adhere to all surface preparation and application
requirements per manufacturer’s product specification data. Standard of
quality shall be PPG/Xxxxxx Paints professional best product offering
such
as Xxxxxx Paints ProMaster 2000 or Pittsburgh Paints Speedhide.
|
| 9.19 |
PAINT
- REPAINT INTERIOR: When re-painting in an occupied area, utilize
zero VOC
paint in the appropriate finish. Adhere to all surface preparation
and
application requirement per manufacturer’s product specification data.
Standard of quality shall be PPG Industries zero VOC product offering
such
as PPG/Pittsburgh Paints Pure Performance
Line.
|
| 9.20 |
STAIN
- NEW INTERIOR: Provide one (1) coat of stain, one (1) coat of sealer,
and
two (2) coats of polyurethane satin finish for all interior wood
doors.
Adhere to all surface preparation and application requirements per
manufacturer’s product specification data. Standard of quality shall be
PPG/Xxxxxx Paints professional best product offering such as Xxxxxx
Paints
Wood Guardian or Pittsburgh Paints Rez Line.
|
| 9.21 |
WALLCOVERING:
Walls receiving wall covering shall receive one coat of sealer. Warehouse
demising walls shall not be painted unless requested by customer
as an
upgrade.
|
| 9.22 |
PAINT
- EXTERIOR: The exterior of the office/warehouse wall shall be painted
with exterior acrylic flat white paint. Adhere to all surface preparation
and application requirements per manufacturer’s product specification
data. Standard of quality shall be PPG/Xxxxxx Paints professional
best
product offering such as Xxxxxx Paints Xxxx Pro 100 or Pittsburgh
Paints
Speedhide.
|
DIVISION
10 SPECIALTIES
| 10.1 |
TOILET
ACCESSORIES:
|
Napkin
Disposals:
Xxxxxxx
#4781-15 sanitary napkin disposal in each women’s toilet stall U.O.N., surface
mounted 19" min. a.f.f. to centerline of unit.
Paper
Towel Dispenser:
Xxxxxxx
#250-15 (for single accommodation toilet rooms) or a Xxxxxxx #237, semi-recessed
38" -48" aff. to towel opening (for multiple accommodation toilet
rooms)
Toilet
Paper Holder:
Xxxxxxx
#5224 double toilet paper holder, surface mounted.
Grab
Bars:
Xxxxxxx
#8120-00136 (rear) and Xxxxxxx #8120-00142(side) stainless steel, mounted 33"
-
36" aff. per ADA.
| 10.2 |
TOILET
PARTITIONS: Furnish and install metal, floor mounted, toilet partitions
with a baked enamel finish by Global Steel, Xxxxxxxxxxxxx or equal
in
manufacturers standard "quick ship" color. Project Manager may substitute
plastic laminated partitions pending approval of
specifications.
|
| 10.3 |
SIGNAGE:
Furnish and install all handicap and exit signage as required by
code.
|
DIVISION
11 DOCK
EQUIPMENT
| 11.1 |
MANUFACTURER:
All dock equipment when required by the customer as an upgrade shall
be
Rite-Xxxx or Xxxxx.
|
| 00.0 |
XXXXXXX
XXX: All exposed edges of the dock leveler pit shall be protected
with
steel corner angles. The existing steel angle or channel at the face
of
the existing dock shall be replaced with new steel integrally tied
to the
new pit. If overcuts are made when saw cutting the concrete slab
for the
new pit, the overcuts shall be epoxied. Pits shall extend to the
10’ pour
back line.
|
| 11.3 |
DOCK
LEVELERS: Rite Xxxx Model PLM8630 6’x8’ 30,000 lb capacity, with 16" lip,
(or equal by Serco) with recessed pit per manufacturer's
detail.
|
| 11.4 |
EDGE
OF DOCK LEVELERS: Serco Bluff Model EZP7225 72” wide x 25,000 lb capacity
with 16" lip (or equal by Rite-Xxxx). Must be mounted per manufacturer's
instructions.
|
| 11.5 |
DOCK
SEALS: Rite-Xxxx PLATP793 (or approved equal) with 22 oz. black vinyl
base
fabric and 40 oz. vinyl wear pleats with an 8” exposure. The projection
shall be 10” standard or
|
| 21” |
at
E.O.D.'s including wood block outs.
|
| 11.6 |
DOCK
SHELTERS: Rite Xxxx PLLE524 dock shelters (or approved equal). The
fabric
shall be 40 oz black hypalon. The projection shall be 24” standard and 36”
at E.O.D.'s.
|
| 11.7 |
DOCK
LIGHTS: Serco or Rite Xxxx adjustable dock loading light Model SH-40
(or
approved equal) with 40” extension.
|
| 11.8 |
DOCK
BUMPERS: Serco or Rite Xxxx 24" Model B410-24 (or approved equal).
Anchor
to embed dock angle and anchor bolt per manufacturer
recommendations.
|
DIVISION
12 FURNISHINGS
| 12.1 |
BLINDS:
All exterior windows, including exterior warehouse windows where
noted and
windows above any acoustic ceilings, shall receive mini-blinds by
Bali
"Classic" or equal, with a valance, in a color selected by owner.
The
blinds shall be "inside mounted" (between the vertical window mullions)
flush with the inside face of the mullion. Storefront doors and any
interior windows shall not receive blinds,
U.O.N.
|
DIVISION
15 PLUMBING
| 15.1.1 |
DESIGN
BUILD: Unless engineered plumbing system drawings are included in
the bid
documents, the plumbing work shall be performed on a design-build
basis.
The design-build plumbing contractor shall furnish and install a
complete
and operative plumbing system to meet all local and state
codes.
|
| 15.1.2 |
PLANS:
Provide plumbing plans for architect and owner's
review.
|
| 15.1.3 |
SEWER
LINES: Sewer, soil and waste lines within the building below the
finished
floor elevation shall be schedule 40 ABS plastic or schedule 40 PVC
plastic pipe. Sewer, soil and waste
lines within the building above the finished floor elevation shall
be
standard weight cast iron. ABS piping may be used above the finished
floor
if permitted by code and approved by the
owner.
|
| 15.1.4 |
GAS
LINES: All gas lines shall be run under the roof above the bottom
cord of
the trusses. All new and existing gas lines within a single tenant
space
shall be connected to a separate gas meter.
|
| 15.1.5 |
PIPE
MATERIAL: All pipe materials shall be subject to the requirements
of the
City and/or governing body. All domestic water, condensate and smitty
pan
drain lines must be copper. All piping shall be rigidly secured within
chases. Provide access door for all valves (water and fire sprinkler
test)
that are located within the lease
space.
|
| 15.1.6 |
PLUMBING
FIXTURES AND TRIM:
|
Lavatory
for vanity:
American Standard, "Aqualyn", model #0476.028, white, self-rimming or equal
with
a Delta Model 523 WF HDF single lever type faucet assembly with a grid strainer
and bright chrome finish.
Wall-hung
lavatory:
American Standard, "Lucerne", model 0355.012, white, wall mounted lavatory
or
equal with a Delta Model 523 WF HDF single lever type faucet assembly with
a
grid strainer and bright chrome finish.
Water
closet:
American Standard, "Madera" elongated, 1.5 GPF, model #3043.102 for 17" high
handicap and 2234.015 for non-handicap applications or approved equal in white,
with an Olsonite #95 seat and a Xxxxx #111 flush valve.
Water
Closet if Water Supply is not sufficient for Flush Valve:
American Standard ‘Cadet’ elongated pressure-assisted toilet, Model # 2333.100
(white) with Olsonite #64 SSTL toilet seat (white) for non-handicapped
applications.
American
Standard ‘Cadet’ Right Height Elongated pressure-assisted toilet, model #
2377.100 (white) with Olsanite # 64 SSTL toilet seat (white) for ADA
applications.
Urinal:
American Standard, "Allbrook", model 6540.017, or approved equal, white, and
a
Xxxxx 180-1.5 flush valve.
Coffee
bar / Lunch Room sink:
Elkay
"Peacemaker Starlite" model PSR-1918, stainless steel, with a Delta #100 faucet.
If the Lunchroom base cabinet is 8'-0" or longer, use an Elkay model
GECR
2521.
Shower
enclosure:
when
specified as a customer upgrade use Florestone, wheelchair accessible fiberglass
shower stall, 44-52H white with grab bars, seat, mixing valve and shower curtain
rod.
Water
heater:
The
water heater shall be X.X. Xxxxx, State or approved equal sized to meet the
demand. It shall be installed in a smitty pan draining into a hub drain with
a
trap primer. The location shall be as located by the architect or approved
by
the owner. All plumbing connections shall be made with dielectric unions. Locate
water heater above ceiling in a location to allow future maintenance of the
heater as allowed by code.
Water
Cooler:
Elkay
(ADA accessible) Model # EBFSA-8
Janitor’s
Hand Sink:
Mustee
Utilitub Model # 18F - Floor mount, or Model 18W - wall hung, or
equal.
Janitor’s
Mop Service Basin: Mustee
Model # 62M 24” x 24” x 8 ¼” with Mustee Service Faucet Part No. 63.600A chrome
plated brass service sink faucet, ½” pipe eccentric inlets on 8” centers, or
equal.
| 15.1.7 |
CONDENSATE
DRAINS: Furnish and install insulated copper condensate drainage
lines
with proper venting for all HVAC equipment, or Schedule 40 PVC as
allowed
by Code. The lines shall be no smaller than 3/4" diameter and shall
be
located under the roof unless prohibited by code. Drains shall tie
into
nearest hub drain or dry well or where allowed by
code.
|
| 15.1.9 |
MAIN
WATER LINE: If a main domestic water line is not existing above
the tenant
space, furnish and install a 2" diameter copper water line at
the roof
installed above the bottom cord of the trusses, properly braced
to avoid
movement. At each future tenant space that the line crosses,
install a 2"
"T" with 2" gate valve (one valve per storefront door). Extend
the water
line through the tenant demising wall into the "down stream"
adjacent
tenant space with a 2" diameter gate valve.
|
| 15.1.11 |
CLEAN-OUTS:
Furnish and install a brass floor clean-out cover at the proper finished
elevation as required. If the clean-out is in the warehouse area,
furnish
and install a traffic rated cover.
|
| 15.1.12 |
INSULATION:
Insulate all water piping (except Florida) with
1” insulation. Use 1 ½” insulation for piping in exterior
walls.
|
DIVISION
15 FIRE
PROTECTION
| 15.2.1 |
DESIGN
BUILD: The fire protection work shall be performed on a design-build
basis. The design-build fire protection contractor shall furnish
and
install all modifications to the existing fire sprinkler system to
meet
all applicable local and state fire code requirements. Sprinkler
heads
shall be dropped into all suspended ceiling areas. Upgrade of existing
system shall conform to a class IV occupancy.
|
| 15.2.2 |
PIPE
MATERIAL: All fire sprinkler piping shall be standard schedule 40
pipe
U.O.N.
|
| 15.2.3 |
SPRINKLER
HEADS: The fire sprinkler heads in areas with ceilings shall be chrome,
semi-recessed, with chrome escutcheons. When "second look" acoustical
ceiling tiles are used, sprinkler heads shall be centered on the
half
tile.
|
| 15.2.4 |
HYDRAULIC
TESTING: The contractor shall include the cost of any required hydraulic
testing of the fire sprinkler
system.
|
| 15.2.5 |
FIRE
EXTINGUISHERS: Fire extinguishers shall be furnished and installed
in the
office and warehouse per fire code. Coordinate location of fire
extinguishers with local inspection authority. Extinguishers may
be wall
hung.
|
| 15.2.6 |
SYSTEM
SHUT DOWN: The building may be equipped with an ESFR fire protection
system and booster pump. The pump must be turned off prior to causing
any
flow in the system. The pump must be turned back on immediately after
flow
is complete each day. Hoses must be used to drain down the system
to avoid
staining of concrete and asphalt surfaces and damage to landscape
areas.
Contact the Owner's property manager prior to performing any work
on the
fire system, or deactivating the
pump.
|
| 15.2.7 |
In
buildings with ESFR systems, maintain the necessary clearances to
avoid
sprinkler head obstructions. Utilize FM Global Property Loss Prevention
Data Sheets 2-2 for guidance.
|
DIVISION
15 HVAC
| 15.3.1 |
DESIGN
BUILD: Unless engineered HVAC system drawings are included in the
bid
documents, the HVAC work shall be performed on a design-build basis.
The
design-build HVAC contractor shall furnish and install a complete
and
operative HVAC system to meet all local and state
codes.
|
| 15.3.2 |
PLANS:
Provide HVAC plans for architect and owner's
review.
|
| 15.3.3 |
WARRANTY
AND SERVICE: All work shall include a one year parts and labor warranty
and a 90 day service contract from the date of project
completion.
|
| 15.3.4 |
DESIGN
TEMPERATURES: The HVAC system shall maintain 75 degrees indoors,
on a 100
degree outdoor day or local ASHRAE standards and code requirements,
whichever is more stringent.
|
| 15.3.5 |
UNITS:
The HVAC units shall be gas, bottom discharge, as manufactured by
Carrier,
Trane, or York (NOTE:
Heat shall be electric in Florida).
Units shall be installed on a leveled, manufactured curb. All rooftop
equipment shall be seismically fastened to the structure. Side discharge
units may not be used. Furnish and install economizers on all units
larger
than five tons and whenever required by the energy code. The wiring
shall
be coordinated with the electrical contractor, and the units shall
be
wired to available 277/480 service.
|
| 15.3.6 |
UNIT
LOCATIONS: HVAC and evaporative cooler units (when used) shall be
located
on roof, adjacent to a glulam beam or girder, at or near a structural
column, set back from building edge to hide them from sight. Framing
for
roof penetrations and supports for all roof-top equipment must be
reviewed, approved and stamped by a structural
engineer.
|
| 15.3.7 |
EVAPORATIVE
COOLER: N/A
|
| 15.3.8 |
CURBS/SLEEPERS:
All mechanical units (HVAC units, exhaust fans and relief vents)
shall be
located on roof and shall be installed with a self flashing, leveled,
factory curb. Furnish and install 4 inch leg cant strips around all
curbs.
Absolutely no wood or metal sleepers may be used without owner's
written
permission.
|
| 15.3.9 |
CONTROLS:
The HVAC system shall be connected Xxxxx-Xxxxxx programmable thermostats
and shall have an automatic change-over
feature.
|
| 15.3.10 |
EXHAUST
FANS: Furnish and install an exhaust fan in each toilet room and
shower
room (if applicable). Install a supply air grille in the toilet
rooms.
|
| 15.3.11 |
DUCTING:
All vertical ducting shall be galvanized spiral, insulated with 1-1/2"
wrap and vapor barrier. Horizontal runs may be galvanized spiral
or duct
board. Any exposed duct in a conditioned warehouse area must be galvanized
spiral sheet metal. Final connections to the registers shall be made
with
a minimum 5' soft flex duct for sound attenuation, and
a maximum of 8’ in length..
All plenums shall be fabricated from insulated galvanized sheet metal
of
appropriate gauge for low pressure use. Plenums shall extend from
the unit
to the level of the horizontal branches. No ducting or plenum drops
may be
installed over warehouse space, unless approved by owner. If the
project
is a remodel of an existing system, all abandoned ducting shall be
removed.
|
| 15.3.12 |
FITTINGS:
All wye branch fittings shall have volume dampers with locking quadrant
in
main and branch ducts. The dampers shall be tagged for easy
recognition.
|
| 15.3.13 |
GRILLES:
All conditioned areas shall have a supply register and a ducted return
register. Transfer grills are not permitted. Supply air registers
shall be
white baked enamel 2'x2' lay in by Metalaire # 5800 and shall have
a 4-way
blow.
|
| 15.3.14 |
FILTERS:
Filters shall be located at the return
register.
|
| 15.3.15 |
CONDENSATE
DRAINS & PIPING: See section
15.1.7.
|
DIVISION
16 ELECTRICAL
| 16.1 |
DESIGN
BUILD: Unless engineered electrical system drawings are included
in the
bid documents, the electrical work shall be performed on a design-build
basis. The design-build electrical contractor shall furnish and install
a
complete and operative electrical system to meet all local and state
codes.
|
| 16.2 |
PLANS:
Provide electrical plans for architect and owner's
review.
|
| 16.3 |
ENERGY
CALCS: Provide energy compliance and code lighting calculations if
required by local authority.
|
| 16.4 |
METER
SECTION: Furnish and install an electrical meter section "bussed
for
future" sections if not existing.
|
| 16.5 |
PANELS
AND TRANSFORMERS: the owner shall approve the locations of the 277/480
volt electrical panel, the transformer, and the 120/208 volt electrical
panel. Typically these should
be located on the office/warehouse wall adjacent to the toilet rooms.
The
electrical panels and transformer shall be sized to allow for a 25%
increase in the number of circuits in the future. Transformers shall
be
suspended a min. of 12' a.f.f.
|
| 16.6 |
OFFICE
LIGHTING: Furnish and install 2'x4' three lamp lay-in fluorescent
light
fixtures with standard acrylic lens (Lithonia Model # 2GT 3 32 A12
277 ES
or approved equal)., and shall be wired to the 277/480 volt panel,
75 foot
candles minimum at 3' A.F.F. or as permitted by code but no less
than two
(2) fixtures per 10’x12’ office. Wire one (1) light fixture near each exit
door to provide 24 hour lighting.
|
| 16.7 |
TOILET
ROOM LIGHTING: Furnish and install 2'x4' surface mounted fluorescent
light
fixtures by Lithonia #2GT8F 3 32 A12 277 or approved equal, with
prismatic
acrylic lens and (3) T-8 low watt type lamps U.O.N., wired to the
277/480
volt panel.
|
| 16.8 |
WAREHOUSE
LIGHTING: If not included in the building shell, furnish and install
400
watt metal halide fixtures to achieve an average 20 foot candles
of
maintained light measured at 30" A.F.F. in the warehouse space prior
to
installation of racking. Wire a minimum of one (1) light fixture
near each
of the exit doors and office / warehouse doors to provide 24 hour
lighting. All fixtures shall be installed with 6 feet of flex conduit.
Light fixture placement is critical in buildings with an ESFR fire
sprinkler system so that proper clearances are maintained. Locate
light
fixtures midway between ESFR sprinkler heads or midway between sprinkler
lines. Variations from this layout necessary to accommodate the tenant's
racking must meet fire code requirements.
|
| 16.9 |
OUTLET
BOXES: All outlet boxes for wall switches, wall receptacles, telephone,
etc. shall be galvanized steel or cast type boxes.
|
| 16.10 |
RECEPTACLES:
Furnish and install two (2) 110V duplex receptacles and one (1) telephone
"ring and string" in each office. Any unused telephone boxes shall
receive
a blank cover.
|
| 16.11 |
DEDICATED
RECEPTACLES: Furnish and install a dedicated 110 volt quadraplex
outlet at
the telephone board.
|
| 16.12 |
GFI
RECEPTACLES: Provide one GFI electrical outlet in each toilet room
and one
above the break room counter. Install GFI receptacles wherever required
by
code.
|
| 16.13 |
WAREHOUSE
SWITCHING: The warehouse lighting shall be controlled at the electrical
panel, unless noted otherwise on the
drawings.
|
| 16.14 |
ELECTRICAL
CONDUIT / CONDUCTOR MATERIAL: All conduit shall be EMT or MC cable.
All
conductors must be copper. ESFR
sprinkler heads shall not be obstructed by
conduit.
|
| 16.15 |
CONDUIT
INSTALLATION: All conduits in areas without ceilings shall be installed
at
or above the bottoms of the trusses or beams. All conduits shall
be run at
90 degrees or parallel to structural members, walls floors and ceilings.
No conduit may be installed below the slab or on top of the roof
without
the owner's written permission.
|
| 16.16 |
TELEPHONE
CONDUIT: Furnish and install a 2" diameter metal conduit for phone
system
from the building telephone service entrance to a telephone board
within
the tenant space. Use PVC where allowable by code. Field verify location
of building telephone service entrance. Verify
that the conduit does not obstruct ESFR sprinkler
heads.
|
| 16.17 |
TELEPHONE
BOARD: Furnish and install one, 4'x8'x3/4", APA C-D plugged (paint
grade),
fire retardant plywood telephone backboard for mounting customer's
electrical or telephone equipment.
|
| 16.18 |
TRIM
COLOR: All light switches, outlets and electrical trim shall be white
U.O.N.
|
PROLOGIS
MASTER FINISHES
5/2003
OPTION
‘A’
|
Rubber
Base
|
|
|
RB-1
|
Xxxxx
|
|
#P193
|
|
|
Color:
Black Xxxxx
|
|
|
4"
Cove
|
|
|
Paint
|
|
|
P-1
|
Xxxxxx
Paints
|
|
#6914-1
|
|
|
Color:
Soft Antique White
|
|
|
Walls:
Flat Finish
|
|
|
P-2
|
Xxxxxx
Paints
|
|
#7182-1
|
|
|
Color:
Xxxx Xxxxx
|
|
|
All
door frames: Semi-Gloss Alkyd Finish
|
|
|
Plastic
Laminate
|
|
|
PL-1
|
Wilsonart
|
|
#4789-60
|
|
|
Color:
Limestone
|
|
|
Carpet
|
|
|
CPT-1
|
Patcraft
|
|
Xxxxxxxx
XX
|
|
|
#I0069-69314
|
|
|
Color:
Xxxxx
|
|
|
26
ounce
|
|
|
Vinyl
Composition Tile
|
|
|
VCT-1
|
Xxxxxxxxx
|
|
Standard
Excelon Imperial Texture
|
|
|
#51872
|
|
|
Color:
Tea Garden Green
|
|
|
12"
x 12"
|
|
|
Door
Stain
|
Xxxxx
Double Pecan: in one gallon clear stain base, add 8 oz. L-8Y
colorant
|
|
PROLOGIS
MASTER FINISHES
|
|
|
5/2003
|
|
OPTION
‘B’
|
|
|
Rubber
Base
|
|
|
RB-1
|
Xxxxx
|
|
#P140
|
|
|
Color:
Fawn
|
|
|
4"
Cove
|
|
|
Paint
|
|
|
P-1
|
Xxxxxx
Paints
|
|
#6901-1
|
|
|
Color:
White Gold
|
|
|
Walls:
Flat Finish
|
|
|
P-2
|
Xxxxxx
Paints
|
|
#6749-2
|
|
|
Color:
Xxxxx Acorn
|
|
|
All
door frames: Semi-Gloss Alkyd Finish
|
|
|
Plastic
Laminate
|
|
|
PL-1
|
Formica
|
|
#7220-58
Tundra Terra
|
|
|
Color:
Xxxxxx.xxx (Matte Finish)
|
|
|
Carpet
|
|
|
CPT-1
|
Patcraft
|
|
Xxxxxxxx
XX
|
|
|
#I0069-69509
|
|
|
Color:
Xxxxxxx
|
|
|
26
ounce
|
|
|
Vinyl
Composition Tile
|
|
|
VCT-1
|
Xxxxxxxxx
|
|
Standard
Excelon Imperial Texture
|
|
|
#51804
|
|
|
Color:
Earthstone Greige
|
|
|
12"
x 12"
|
|
|
Door
Stain
|
Xxxxx
Double Pecan: in one gallon clear stain base,
|
|
add
8 oz. L-8Y colorant
|
|
|
PROLOGIS
MASTER FINISHES
|
|
|
5/2003
|
|
|
|
|
|
OPTION
‘C’
|
|
|
Rubber
Base
|
|
|
RB-1
|
Xxxxx
|
|
#P100
|
|
|
Color:
Black
|
|
|
4"
Cove
|
|
|
Paint
|
|
|
P-1
|
Xxxxxx
Paints
|
|
#7165-1
|
|
|
Color:
Xxxxxx Xxxxx
|
|
|
Walls:
Flat Finish
|
|
|
P-2
|
Xxxxxx
Paints
|
|
#7167-2
|
|
|
Color:
Weathered Xxxx
|
|
|
All
door frames: Semi-Gloss Alkyd Finish
|
|
|
Plastic
Laminate
|
|
|
PL-1
|
Formica
|
|
#7711-58
|
|
|
Color:
Metallic Gauze (Matte Finish)
|
|
|
Carpet
|
|
|
CPT-1
|
Patcraft
|
|
Xxxxxxxx
XX
|
|
|
#I0069-69521
|
|
|
Color:
Baltasar
|
|
|
26
ounce
|
|
|
Vinyl
Composition Tile
|
|
|
VCT-1
|
Xxxxxxxxx
|
|
Standard
Excelon Imperial Texture
|
|
|
#51860
|
|
|
Color:
Soft Cool Xxxx
|
|
|
12"
x 12"
|
|
|
Door
Stain
|
Xxxxx
Double Pecan: in one gallon clear stain base,
|
|
add
8 oz. L-8Y colorant
|
|
|
PROLOGIS
MASTER FINISHES
|
|
|
5/2003
|
|
|
|
|
|
OPTION
‘D’
|
|
|
Rubber
Base
|
|
|
RB-1
|
Xxxxx
|
|
#P177
|
|
|
Color:
Steel Blue
|
|
|
4"
Cove
|
|
|
Paint
|
|
|
P-1
|
Xxxxxx
Paints
|
|
#7123-1
|
|
|
Color:
Oxford White
|
|
|
Walls:
Flat Finish
|
|
|
P-2
|
Xxxxxx
Paints
|
|
#7151-2
|
|
|
Color:
Charcoal
|
|
|
All
door frames: Semi-Gloss Alkyd Finish
|
|
|
Plastic
Laminate
|
|
|
PL-1
|
Formica
|
|
#692-58
|
|
|
Color:
Folkstone Xxxxxxx (Matte Finish)
|
|
|
Carpet
|
|
|
CPT-1
|
Patcraft
|
|
Xxxxxxxx
XX
|
|
|
#I0069-69401
|
|
|
Color:
Augustine
|
|
|
26
ounce
|
|
|
Vinyl
Composition Tile
|
|
|
VCT-1
|
Xxxxxxxxx
|
|
Standard
Excelon Imperial Texture
|
|
|
#51903
|
|
|
Color:
Blue/ Xxxx
|
|
|
12"
x 12"
|
|
|
Door
Stain
|
Xxxxx
Double Pecan: in one gallon clear stain base,
|
|
add
8 oz. L-8Y colorant
|
|
|
PROLOGIS
MASTER FINISHES
|
|
|
5/2003
|
|
|
|
|
|
OPTION
‘E’
|
|
|
Rubber
Base
|
|
|
RB-1
|
Xxxxx
|
|
#P130
|
|
|
Color:
Buckskin
|
|
|
4"
Cove
|
|
|
Paint
|
|
|
P-1
|
Xxxxxx
Paints
|
|
#6903-2
|
|
|
Color:
Willow Gold
|
|
|
Walls:
Flat Finish
|
|
|
P-2
|
Xxxxxx
Paints
|
|
#6713-2
|
|
|
Color:
Maple Sugar
|
|
|
All
door frames: Semi-Gloss Alkyd Finish
|
|
|
Plastic
Laminate
|
|
|
PL-1
|
Formica
|
|
#7708-58
|
|
|
Color:
Flax Gauze (Matte Finish)
|
|
|
Carpet
|
|
|
CPT-1
|
Patcraft
|
|
Xxxxxxxx
XX
|
|
|
#I0069-69108
|
|
|
Color:
Xxxxxx
|
|
|
26
ounce
|
|
|
Vinyl
Composition Tile
|
|
|
VCT-1
|
Xxxxxxxxx
|
|
Standard
Excelon Imperial Texture
|
|
|
#51830
|
|
|
Color:
Cottage Tan
|
|
|
12"
x 12"
|
|
|
Door
Stain
|
Xxxxx
Double Pecan: in one gallon clear stain base,
|
|
add
8 oz. L-8Y colorant
|
|
