Exhibit No. 4
Form 8-K
CirTran Corporation
File No. 33-13674-LA
LEASE AGREEMENT
THIS LEASE AGREEMENT is made and entered into this 2nd day
of November, 1996 by and between I & R Properties, LLC, a Utah
limited liability company (referred to herein as ("Lessor"), and
Circuit Technology, Inc., a Utah corporation ("Lessee").
RECITALS:
WHEREAS, Lessor is in the process of acquiring certain real
property located at 0000 Xxxxx 0000 Xxxx, Xxxx Xxxx Xxxx, Xxxx,
as more particularly described in Exhibit "A" which is attached
hereto and incorporated herein by reference, which Lessor intends
to lease to commercial businesses (the "Property"); and
WHEREAS, once acquisition of the Property is completed
Lessee desires to lease the Property, for use in Lessee's
business manufacturing and producing circuitry and technology
related products, and various other products and services related
thereto (the "Business"), and Lessor desires to lease the
Property to Lessee for use in the Business, all on the terms and
conditions set forth herein.
AGREEMENT
NOW, THEREFORE, in consideration of the recitals above and
the mutual covenants, promises and agreements contained herein,
and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto
agree as follows:
1. Lease of the Property. Lessor leases to Lessee, and
Lessee leases, hires and takes as tenant from Lessor, the
Property, with the improvements which currently are situated on
the Property, or may be constructed buy Lessor hereafter, for
Lessee's use in its Business, together, as appurtenant to the
Property, with the right to use in common, subject to reasonable
rules of general applicability to tenants of the Property from
time to time made by Lessor and of which Lessee is given notice,
any common areas, including parking spaces, courtyards, and
common walkways and driveways (if any) necessary and appropriate
for use of the Property under this Lease Agreement (the "Common
Areas"). In this connection, Lessee hereby agrees that Lessor
shall have the right, for the purposes of accommodating other
tenants of the Property (if any), to increase or decrease the
configuration and dimensions or to otherwise alter the Common
Areas, so long as Lessee's use thereof, or of the Property, is
not unreasonably restricted thereby.
2. Term of Lease; Extended Term; Holdover Tenancy.
(a) No rent shall be payable by Lessee until acquisition of
the Property has been completed by Lessor, and the Property is
reasonably available for occupancy by Lessee, which
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shall not be later than December 1st, 1996 (the "Rent
Commencement Date"). On Lessor's request, Lessor and Lessee
shall execute a written acknowledgement of the Rent Commencement
Date in the form of the attached Exhibit "C", which
acknowledgement shall be deemed to be a part of this Lease. The
lease shall terminate on the 10th anniversary of the Rent
Commencement Date (the "Term"). Lessor hereby grants Lessee an
option to renew the Lease for Two (2) additional Ten (10) year
terms (each an "Extended Term" and collectively the "Extended
Terms") on the same conditions set forth herein, but with such
adjustments in rent as are set forth in Paragraph 3, below, upon
the giving of written notice to Lessor not more than twelve (12)
months or less than three (3) months prior to the expiration of
the Term or an Extended Term, as appropriate.
(b) Lessee shall indemnify, defend and hold harmless Lessor
from and against all claims, liabilities and expenses, including
attorneys' fees, resulting from delay be Lessee in surrendering
the Property in accordance with the provisions of this Lease. If
Lessee remains in possession of the Property or any part of the
Property after the expiration of the Term or any Extended Term or
sooner termination of this Lease with the acquiescence or consent
of Lessor, such occupancy shall be a tenancy from month to month
at a rental (and not as a penalty) in the amount of two hundred
percent (200%) of the last monthly rental, plus all other charges
payable under this Lease, and on all of the terms of this Lease
applicable to a month to month tenancy.
3. Rent; Payment of Rent. Lessee agrees to pay to Lessor,
without abatement, deduction, offset, prior notice or demand, at
the address specified for notices under this Lease Agreement
below (or at such other place as Lessor may, from time to time,
designate in writing, in lawful money of the United States, as
rent for the Property and for the rights and privileges granted
Lessee under this Lease Agreement, payable on the first day of
each calendar month during the Term (and to be pro rated for any
partial month), rent as follows: the rent during the initial Term
of the Lease shall be Fifteen Thousand Nine Hundred Seventy Four
Dollars ($15,974.00) per month. If Lessee exercises its option
to extend this Lease for any Extended Term following the Term,
the monthly rent provided for above shall be increased by
reasonable percent over the amount of monthly rent in effect as
of the end of the Term or Extended monthly rent in effect as of
the end of the Term or Extended Term, as appropriate, and
otherwise shall be payable in the same manner provided for during
the initial Term.
4. Late Charges. All rental and other charges shall be
paid by the Lessee on the due date as herein prescribed. In the
event that the Lessee shall fail to pay said rental or any other
charges within fifteen (15) days after the due date, a late
charge equal to five percent (5%) of the delinquent amount may,
at Lessor's option, be added to said rental or charge.
5. Use and Operation of Lessee's Business.
(a) Use. Lessee agrees that it shall use the Property
leased hereunder only in the operation of its Business, and other
purposes reasonably related or incidental thereto, unless Lessee
first obtains Lessor's prior written consent to some other wise,
which consent shall not be unreasonably withheld or delayed.
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(b) Covenant of Continuous Operation. Lessee shall open
the Property for business on or before the Rent Commencement
Date. On and after such date Lessee shall carry on business
diligently and continuously at the Premise throughout the Term
and any Extended term and shall keep the Property open for
business on all business days. If Lessee fails to carry on
business each business day as required pursuant to this Paragraph
6(b), in addition to the monthly rent, for each day during which
the Property are not open or during which the required hours are
not maintained, Lessee shall pay an amount equal to fifty percent
(50%) of the per diem monthly rent then payable under this Lease;
provided, however, that the foregoing portion of this sentence
shall not in any way limit Lessor's recovery for Lessee's failure
to perform Lessee's obligations under this Lease. Lessee shall
not use or permit the use of any portion of the Property for the
conduct in or on the Property of any activity other than the
Business, or of warehouse and stock within the Property and
goods, wares or merchandise other than that which Lessee intends
to offer for sale from the Premise as part of the Business.
6. Improvement, Installations, and Alterations;
Maintenance.
(a) Lessor agrees that it shall cause the items identified
on Exhibit "B" which is attached hereto and incorporated herein
by reference to be completed in the manner provided for in such
Exhibit "B", and that on and as of the Rent Commencement Date the
Property shall be in good condition. Except for the items
identified in Exhibit "B" hereto, Lessee hereby agrees that it
shall be solely responsible for, and shall be entitled to make
(without any further consent from Lessor), the alterations,
improvements and/or renovations of the Property necessary or
desirable in order to make the Property suitable and in
accordance with Lessee's plans for the intended use of the
Property. Lessee may not make any other alterations,
improvements or additions to the Property without first obtaining
Lessor's written consent, which consent shall not be unreasonably
withheld or delayed, and delivering to the Lessor the plans and
specifications for said alterations, improvements or additions.
All improvements, renovations, repairs, alterations or additions
to the Property shall (a) equal or exceed the then-current
standard for the Property and utilize only new and first-grade
materials; (b) be in conformity with all applicable governmental
and quasi-governmental laws, ordinances, regulations and
requirements, and be made after obtaining any required permits
and licenses; (c) be made after Lessee has provided to Lessor
such indemnification or bonds, including, without limitation, a
performance and completion bond, in such form and amount as may
be satisfactory to Lessor, to protect against claims and liens
for labor performed and material furnished, and to insure the
completion of any change, addition or improvement; (d) be carried
out by persons approved in writing by Lessor, which approval
shall now be unreasonably withheld or delayed, which persons may
be required by Lessor to deliver to Lessor before commencement of
their work proof of such insurance coverage as Lessor may
require, with Lessor named as an additional insured; and (e) be
done only at such time and in such manner as Lessor may
reasonably specify. Lessee may remove all trade fixtures and
improvements, to the extent the same do not become permanently
affixed to or a part of the structure on the Property, at the end
of the Term or any Extended Term; provided, that Lessee shall
repair any damage caused by such removal.
(b) Unless, and only to the extent, that any such repairs
and maintenance are caused by the neglect or fault of Lessee,
Lessor, at its sole cost and expense, shall maintain, in good
condition, the structural parts and components of the building
and other improvements that are a
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part of the Property, which structural parts and components
shall include the foundations, roof, and bearing and exterior
walls (excluding glass and doors). Lessor warrants and
represents that, as of the Rent Commencement Date, all of the
above, as well the heating systems, all unexposed electrical,
plumbing, and sewage systems, including, without limitation,
those portions of the system lying outside the Property, the
window frames, gutters, and downspouts, and the parking area on
the Property, are or shall be in good repair and working order
and suitable for Lessee's operation of the Business on the
Property.
Except as provided above, Lessee, at its cost and expense,
shall maintain, in good condition, the Property, reasonable wear
and tear excepted, and shall be reasonable for Lessee's
proportionate share of appropriate Common Area expenses (if any),
as provided in Paragraph 9, below.
7. Access; Rules; Reserved Rights to Common Areas. Lessor
shall have the right to gain access to the Property for
inspection, maintenance and repair during normal business hours.
Lessee shall at all times be able to gain reasonable access to
and cause of the Property, and any repairs or maintenance
performed on the Property by Lessor or at its direction shall be
conducted in a way so as to assure, as reasonably as possible,
Lessee's access to the Property and its ability to conduct its
Business without undue interruption or interference.
Lessor has not yet established rules and regulations
governing the Property and the use of its Common Areas (if any),
and other related matters, but if such Common Areas exist Lessor
may do so in the future. Lessee shall faithfully observe and
comply with any such rules established by Lessor, and Lessor may
from time to time amend, modify or make additions to or deletions
from such rules. Such amendments, modifications, additions and
deletions shall be effective on notice to Lessee. On any breach
of any of such rules, Lessor may exercise any or all of the
remedies provided in this Lease on a default by Lessee under this
Lease and may, in addition, exercise any remedies available at
law or in equity including the right to enjoin any breach of such
rules. Lessor shall not be responsible to Lessee for the failure
by any other tenant or person to observe such rules.
The parties understand and agree that Lessor, so long as the
same do not violate any of the specific terms or conditions of
this lease, reserves the right, at any time or from time to time,
to : (a) as indicated above, establish reasonable rules and
regulations for the use of the Common Areas (including, without
limitation, the delivery of goods and the disposal of trash); (b)
use or permit the use of the Common Areas by persons to whom
Lessor may grant or may have granted such rights in such manner
as Lessor may from time to time designate; (c) close all or any
portion of the Common Areas to make repairs or changes to, to
prevent a dedication of, to prevent the accrual of any rights of
any person or the public in , or to discourage noncustomer use of
or parking on, the Common Areas; (d) construct additional
buildings in, or expand existing buildings into, the Common Areas
and to change the layout of the Common Areas, including, without
limitation enlarging or reducing the shape and size of the Common
Areas, whether by the addition of buildings, other improvements
or any other manner; (e) enter into operating agreements relating
to the Common Areas with persons selected by Lessor; and (f) do
such other acts in and to the Common Areas as in Lessor's
judgment may be desirable. If the Common Areas are diminished,
Lessor shall not be subject to any liability, Lessee shall not be
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entitled to any compensation or diminution of rent and such
diminishment shall not be deemed to be an actual or constructive
eviction.
8. Freedom From Liability; Lessee's Insurance; Indemnity.
At all times during the term of the Lease, Lessor shall maintain
on the building and other improvements that are part of the
Property a policy of standard fire and extended coverage
insurance for the full replacement value thereof. Lessee shall
pay Lessor Lessee's proportionate share of the cost of the
premium thereof. Lessor and Lessee agree to provide insurance
for their own protection covering loss to all properties brought
on the premises.
Lessee agrees to maintain comprehensive liability insurance
for bodily injuries or property damage in a minimum of $100,000
per occurrence for property damage and $500,000 per person and
$1,000,000 aggregate for bodily injury for accidents arising out
of Lessee's operations at the premises. A certificate of such
insurance shall be delivered to Lessor prior to the Rent
Commencement Date, and Lessor shall be named in the policies as
an additional insured. The certificate shall also contain
provision for ten (10) day notice to Lessor prior to
cancellation, reduction in coverage, or other material change in
policy.
Lessee shall indemnify, defend and hold harmless Lessor and
Lessor's employees and agents from and against all demands,
claims, causes of action, judgements, losses, damages (including
consequential damages), liabilities, fines, penalties, costs and
expenses, including attorneys' fees, arising from the occupancy
or use of the Property by lessee, any hazardous substances,
hazardous wastes, pollutants or contaminants deposited, released
or stored by Lessee on the Property, the conduct of Lessee's
Business in the Property, any act or omission done, permitted or
suffered by lessee on the Property, any default or nonperformance
by Lessee under this Lease, any injury or \damage to the person,
property or business of Lessee or any litigation commenced by or
against Lessee to which Lessor is made a party without fault on
the part of Lessor. If any action or proceeding is brought
against Lessor, Lessor's employees or Lessor's agents by reason
of any such claim, Lessee, upon notice from Lessor, shall defend
the same at Lessee's expense by counsel reasonably satisfactory
to Lessor. The provisions of this paragraph of Paragraph 9 shall
survive the expiration of the Term or any Extended Term or sooner
termination of this Lease.
9. Operating Expenses, etc.
(a) In addition to the monthly rent payable hereunder,
Lessee covenants to pay to Lessor without abatement, deduction,
offset, prior notice (except as provided in this Paragraph 9) or
demand Lessee's shares of any and all "Operating Expenses"
incurred by Lessor with respect to the building where the
Property is located. Lessee's payment of its share of such
Operating Expenses shall be made in lawful money of the United
States at such place as Lessor may designate, in accordance with
the provisions of this Paragraph 9, within ten (10) days of the
date Lessor submits to Lessee a statement for such Operating
Expenses for any prior period. Prior to each year after the Rent
Commencement Date, if reasonably practicable, lessor shall
furnish Lessee with a written statement showing in reasonable
detail the computation of lessee's estimated share of Operating
Expenses for the coming year.
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(b) "Operating Expenses" means, collectively, all
reasonable costs, expenses and fees incurred or payable by Lessor
in connection with this Lease and the ownership, operation,
management, maintenance and repair of the Property, determined in
accordance with the reasonable accounting procedures and business
practices customarily employed by Lessor, including, without
limitation, the following costs, expenses and fees: real and
personal property taxes and assessments (and any tax levied in
whole or in part in lieu of or in addition to such taxes and
assessments); assessments levied by any owners association,
master parcel owner or other person under a common maintenance
regime; removal of snow, ice, trash and other refuse;
landscaping, cleaning, janitorial, parking and security services,
fire protection; common utilities; supplies and materials;
insurance; licenses, permits and inspection, advertising;
marketing; reasonable management services; reasonable
administrative services, including, without limitation, legal,
consulting and accounting services; labor and personnel;
reasonable reserves for Operating Expenses; rental or a
reasonable allowance for depreciation of personal property;
improvements to and maintenance and repair of the Common Areas of
the Property and all equipment used on the Property; and that
part of reasonable office rent or the rental value of space in
the Property. All Operating Expenses shall be computed on an
annual basis. Lessee shall have sole responsibility for an shall
pay when due all taxes, assessments, charges and fees levied by
any governmental or quasi-governmental authority on Lessee's use
of the Property or any leasehold improvements, personal property
or fixtures kept or installed in the Property by Lessee, and
other tenants of the Property shall have the same responsibility
for their portion premises. If any of Lessee's leasehold
improvements, personal property or fixtures are assessed and
taxed with the Property, Lessee shall, within ten (10) days after
delivery to Lessee of a written statement setting forth the
amount of taxes applicable to Lessee's leasehold improvements,
personal property or fixtures, pay such amount to Lessor.
10. Notices. Any notices required to be given under this
Lease Agreement shall be deemed to be given when sent by
certified or registered U.S. mail to the parties at the following
addresses:
Lessor: I & R Properties, LLC
0000 Xxxxx 0000 Xxxx
Xxxx Xxxx Xxxx, XX 00000
Lessee: Circuit Technology, Inc.
0000 Xxxxx 0000 Xxxx
Xxxx Xxxx Xxxx, XX 00000
Either party may change its address for notices by giving
notice to the other party as set forth above.
11. Assignment and Sublease. Lessee shall not assign this
Lease or sublet the Property or any portion thereof, or permit
others to occupy it, without Lessor's prior written consent,
which consent shall not be unreasonably withheld or delayed.
12. Estoppel Certificate. Lessee shall, within five (5)
days after Lessor's request, execute and deliver to Lessor an
estoppel certificate in favor of Lessor and other persons as
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Lessor shall request setting forth the following: (a) a
ratification of this Lease; (b) the Rent Commencement Date and
end of the Term or Extended Term; (c) that this Lease is in full
force and effect and has not been assigned, modified,
supplemented or amended (except by such writing signed by Lessor
as shall be stated); (d) that all conditions under this Lease to
be performed by Lessor have been satisfied, or, in the
alternative, those claimed by Lessee to be unsatisfied; (e) that
no defenses or offsets exist against the enforcement of this
Lease by Lessor, or, in the alternative, those claimed by Lessee;
(f) the amount of advance rent, if any (or none if such is the
case), paid by Lessee; (g) the date to which rent has been paid;
(h) the amount of any security deposit; and (i) such other
information as Lessor may request. Lessor's mortgage lenders and
purchasers shall be entitled to rely on any estoppel certificate
not returned within such five (5) day period, and Lessee shall be
deemed to have admitted and confirmed to Lessor and Lessor's
mortgage lenders and purchasers the information contained in such
certificate, or in the alternative, at Lessor' selection, Lessor
may execute the same on behalf of Lessee as Lessee's duly
authorized attorney-in-fact. For such purpose, Lessee makes,
constitutes and appoints Lessor as Lessee's true and lawful
attorney to act for Lessee and in Lessee's name, place and stead
and for Lessee's use and benefit. Such power of attorney shall
be irrevocable and shall be deemed to be coupled with an
interest.
13. Signs and Advertising. Any and all signs or other
advertising used by Lessee on the Property must first be
submitted to and approved in writing by Lessor, which approval
shall not be unreasonably withheld or delayed, and the Salt Lake
City Planning and Zoning Commission.
14. Delivery at End of Term. Lessee shall remove all food,
merchandise and any fixtures belonging to it and deliver the
Property to Lessor or its successors upon termination of this
Lease Agreement without further demand or notice and in as good
of order and repair as it is now or may hereafter be, reasonable
wear and tear excepted.
15. Abandonment of Property. Any abandonment of the
Property by Lessee during the Term or Extended Term (if any)
shall, at the election of Lessor, constitute Lessee's default
under the terms of this Agreement, and no vacating or abandonment
of the Property by Lessee shall constitute a termination of this
Lease except upon the written consent of Lessor, except that
Lessor shall take reasonable steps to obtain a replacement tenant
for the Property and to otherwise mitigate its damages from such
vacating and or abandonment of the Property by Lessee.
16. Possession. Lessor warrants that he has good and
marketable title to the Property, that the Property are suitable
to and for the business, that Lessor will, at the beginning of
tenancies, liens, encumbrances or similar restrictions on the
tenancy granted to Lessee hereunder, which shall comply with all
laws and ordinances applicable to the Property.
17. Default.
(a) Lessee shall be in default hereunder if it should fail
to make payment of the rent, or any other amount herein provided
to be paid, or any part thereof, including but not limited to any
amounts advanced by Lessor in accordance with this paragraph, and
any such default shall
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continue for period of ten (10) days after written notice
thereof given by Lessor to the Lessee. Lessee also shall be in
default hereunder if the Property or any part thereof shall be
vacated or abandoned or if Lessee should fail to fulfill any of
the other covenants and conditions herein provided to be
performed by the Lessee within thirty (30) days of Lessor's
written notice of the default to Lessee, or such longer period of
time as may be reasonably necessary to cure the default if it is
impossible or impracticable to cur the same within thirty (30)
days, or if Lessee shall file a voluntary petition in bankruptcy
or file any petition or institute any proceedings under any
Insolvency or Bankruptcy Act or any amendment thereto hereafter
made, seeking to effect its reorganization or a composition with
its creditors, or if, in any proceedings based on the insolvency
of Lessee or relating to bankruptcy proceedings, a receiver or
trustee shall be appointed for Lessee or the Property, or if any
proceedings shall be commenced for the reorganization of Lessee,
or if the leasehold estate created hereby shall be taken on
execution or by any process of law, or if Lessee shall admit in
writing its inability to pay its obligations generally as they
become due.
Lessor shall be in default hereunder if it should fail to
fulfill any of the covenants and conditions as herein provided by
be performed by Lessor within thirty (30) days of Lessee's
written notice of the default to Lessor, or such longer period of
time as may be reasonably necessary to cure the default if it is
impossible or impracticable to cure the same within thirty (30)
days; provided, however, that if the nature of the problem
presents a hazard or emergency, the Lessor shall perform its
obligations immediately, or Lessor shall be in default hereunder.
(b) In the event Lessee shall be in default hereunder and
such default is not cured in the time and in accordance with the
provisions above, without waiving or limiting any other right or
remedy available to Lessor, Lessor may (a) perform in Lessee's
stead any obligation that Lessee has failed to perform, and
Lessor shall be reimbursed promptly for any cost incurred by
Lessor with interest from the date of such expenditure until paid
in full at the greater of the prime rate then charged by Key Bank
of Utah (or any other bank or savings and loan association
designated by Lessor), plus four percent (4%), or eighteen
percent (18% per annum (the "Interest Rate"); (b) terminate
Lessee's rights under this Lease by written notice; (c) reenter
and take possession of the Property by any lawful means (with or
without terminating this Lease); or (d) pursue any other remedy
allowed by law. Lessee shall pay to Lessor the cost of
reasonable renovation, remodeling and alteration of the Property,
the amount of any commissions paid by Lessor in connection with
such reletting and all other costs and damages arising out of
Lessee's fault, including attorneys' fees and costs.
Notwithstanding any termination or reentry, the liability of
Lessee for the rent reserved in this Lease shall not be
extinguished for the balance of the Term, and Lessee agrees to
compensate Lessor on demand for any deficiency arising from
reletting the Property at a lesser rent than applies under this
Lease.
In the event Lessor shall be in default hereunder and such
default is not cured in the time and in accordance with the
provisions above, in addition to any other rights and remedies
which Lessee may be entitled to exercise as provided under the
laws of the State of Utah, Lessee can perform the obligations and
in the performance of Lessor's obligations. In addition, if the
Lessor's failure of performance constitutes a constructive
eviction of Lessee, or imposes upon Lessee an unacceptable degree
of risk to which Lessee would not be subject but for lessor's
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failure to perform, then Lessee may terminate the Lease if Lessor
should fail or refuse to cure the default within the time and in
accordance with the provisions above.
18. Premature Termination. Whether or not Lessee is then
in default hereunder, Lessor and Lessee shall each have the right
to terminate this Lease if the Property, or a sufficient part
thereof so as to make the remaining part unsuitable for its
intended purposes, are destroyed or materially damaged by fire or
other casualty, or, subject to the provisions of Xxxxxxxxx 00,
xxxxx, all or any material part of the Property are taken by
condemnation. The party terminating the Lease under this
provision shall give the other party thirty (30) days notice of
such termination.
19. Condemnation. If part or the whole of the Property
shall be taken or appropriated (or voluntarily sold or conveyed
under threat thereof) for public or quasi-public use by right of
eminent domain, such that the Property are unsuitable for the
Lessee's Business, this Lease Agreement shall terminate on the
date title passes to the condemnor or possession thereof by the
condemnor is required, whichever first occurs, and all unearned
rent shall be refunded to Lessee. If a partial taking does not
render the Property unsuitable for Lessee's Business, then this
Lease Agreement shall continue in full force and effect; the
rent, however, shall be reduced proportionately as of the date
title passes or possession is required, whichever first occurs,
and Lessee shall promptly make such repairs and alterations to
the property as may be necessary or appropriate to make the
premises usable; provided that, if the cost and expense of any
such alterations and repairs exceed One Thousand Dollars
($1,000.00), Lessee shall not be obligated to make any such
repairs and alterations, but may terminate the Lease Agreement in
accordance with paragraph 18, above. All compensation, damages,
and other proceeds awarded or paid as a result of the taking the
Property themselves shall belong to and be the property of
Lessor, and Lessee waives and assigns to Lessor all claims to any
such compensation, damages, and other proceeds; provided,
however, that Lessee shall be entitled to any compensation,
damages, and other proceeds awarded or paid as a result of its
loss of its leasehold interest in the Property and for damages to
its Business and for the taking or appropriation of Lessee's
personal property. Any condemnation award by reason of a
temporary taking of the Property or Lessee's rights therein or
hereunder shall belong entirely to Lessee, and such taking shall
not terminate this Lease Agreement, but, if in excess of any such
condemnation award, shall give Lessee a right to abatement of
rent hereunder.
20. Expense of Enforcement. In the event either party
hereto fails to perform any of its obligations hereunder or in
the event a dispute arises concerning the meaning or
interpretation of any provision of this Lease Agreement, the non-
defaulting party or the party prevailing in such dispute shall be
entitled to received from the other party the reasonable
attorneys' fees, court costs and expenses incurred in by the non-
defaulting or prevailing party in enforcing this Lease Agreement
and/or pursuing any remedy available to it, whether or not formal
legal proceedings are actually instituted.
21. Parties Bound. Subject to the provisions hereof
restricting assignment, and except as otherwise specifically
provided herein, this Lease Agreement shall be binding upon the
parties hereto and their respective heirs, personal
representatives, successors and assigns.
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22. Time of Essence. Time is of the essence of this
Agreement.
23. Entire Agreement; cooperation in Other Matters. This
Lease Agreement contains the entire agreement between the parties
and all prior understandings and agreements between the parties,
including the Letter Agreement, are hereby replaced by and merged
into the Lease Agreement. This Lease Agreement may be changed or
modified only by a writing executed by the party against whom
enforcement thereof is sought. Each party agrees to execute and
deliver all documents and to perform all further acts as may be
reasonably necessary to carry out the provisions of this Lease
Agreement.
24. Force Majeure. If either Lessor or Lessee is delayed
or hindered in or prevented from the performance of any act
required under this Lease by reason of acts of God, strikes,
lockouts, other labor troubles, inability to procure labor or
materials, fire, accident, failure of power, restrictive
governmental laws, ordinances, regulations or requirements of
general applicability. Riots, civil commotion, insurrection, war
or other reason not the fault of the party delayed, hindered or
prevented and beyond the control of such party (financial
inability excepted), performance for the action in question shall
be excused for the period of delay and the period for the
performance of such act shall be extended for he period
equivalent to the period of such delay. The provisions of this
paragraph shall not, however, operate to excuse Lessee from the
prompt payment of rent or any other amounts required to be paid
under this Lease.
25. Subordination. This Lease shall be subordinate to the
lien of any mortgage or trust deed or the trust deed or the lien
resulting from any other method of financing or refinancing now
or hereafter in force against the Property, or any portion
thereof, or upon any buildings hereafter placed upon the land of
which the Property are a part, and to any and all advances to be
made under such mortgages, and all renewals, modifications,
extensions, consolidations and replacements thereof. The
aforesaid provisions shall be self-operative and not further
instrument of subordination shall be required to evidence such
subordination. Lessee covenants and agrees to execute and
deliver, upon demand, such further instrument or instruments
subordinating this Lease on the foregoing basis to the lien of
any such mortgage of mortgages as shall be desired by Lessor and
any mortgages or proposed mortgages.
26. Authorization. Each individual executing this Lease
does represent and warrant to each other so signing (and each
other entity for which another person may be signing) that he has
been duly authorized to deliver this Lease in the capacity and
for the entity set forth where he signs.
IN WITNESS WHEREOF the parties have executed this agreement
as of the day and year first above written.
LESSOR: I & R Properties, LLC
By: /s/ Xxxxx X. Xxxxxxxx,
Manager
LESSEE: Circuit Technology, Inc.
By: /s/ Xxxxx X. Xxxxxxxx,
President
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