OFFICE/WAREHOUSE LEASE AGREEMENT This lease made and entered into at Broward County, Florida, the 8™ day of February, 2006 by and between POMPANO/LINCOLN INDUSTRIAL, LTD., hereinafter called "LANDLORD", and MEDIRECT LATINO, INC. hereinafter called...
OFFICE/WAREHOUSE
LEASE AGREEMENT
This
lease made and entered into at Broward County, Florida, the 8™ day of February,
2006 by and between POMPANO/LINCOLN INDUSTRIAL, LTD.,
hereinafter called "LANDLORD", and MEDIRECT LATINO, INC.
hereinafter
called "TENANT", the terms "LANDLORD" and "TENANT" being intended to include
the
permitted successors and permitted assigns of the original parties and the
heirs, legal representatives, permitted successors and permitted assigns of
the
respective persons who from time to time are LANDLORD and TENANT, wherever
the
context of this Lease so requires or admits.
WITNESSETH:
That
the
LANDLORD, for and in consideration of the rents herein reserved to be paid
by
the TENANT, for and hi consideration of the covenants to be kept and performed
by the TENANT, does hereby lease, let and demise unto the TENANT, the following
warehouse unit/or units situated in Broward County, Florida, and described
as
follows: Address: 0000 X. Xxxxxxxx Xxxx. Xxxxxx #000 and #106, Xxxxxxx Xxxxx,
XX
00000
The
premises are deemed to be 23,336 square feet for purposes of all calculations
and payments hereunder, regardless of measurement method or variance in actual
square footage.
1. ACCEPTANCE
OF DEMISE. BY TENANT: The TENANT, in consideration of the demise of said
property by the LANDLORD,
and for the further considerations herein set out, has rented, leased and hired,
and does hereby rent, lease and hire the
said
property from the LANDLORD, on the terms and conditions hereinafter
stated.
2. DURATION
OF TERM:
A. The
Primary Term and duration of the Lease shall be for a period of 5 years,
commencing the 1" day of April, 2006
(the
"Commencement Date").
B. Provided
the TENANT has not defaulted under the terms of this Lease, the TENANT shall
have the right, privilege
and
option of extending this Lease for an additional period of 5 years (hereinafter
referred to as Secondary Term) commencing
upon
the
termination date of the Primary Term set forth above. The TENANT shall exercise
its option for the Secondary Term of
this
Lease by delivering written notice to the LANDLORD at least 180 days prior
to,
and no more than 210 days prior to, the
expiration
of the Primary Term by Certified Mail.
3. AMOUNT
OF
RENT AND MANNER OF PAYMENT:
A. The
TENANT shall pay unto the LANDLORD the minimum rent for the Primary Term of
this
Lease the total rental
in
the
sum of $838,229.12 Dollars, said sum to be paid monthly in advance as
follows:
Year
1 -
$12,640.33 per month plus applicable sales and use tax
Commencing
Year 2 and annually thereafter the base rent shall increase by 5%, including
option periods.
B. In
the
event the commencement date is adjusted by reason of construction, rent shall
be
paid and pro rated to the first
day
of
the following month in order that rent shall always be paid monthly in advance,
on or before the first day of each month.
C. In
addition to the payments of minimum rent to the LANDLORD, the TENANT shall
also
pay the following, as and
for,
and
hereby defined as "additional rent":
(I)
REAL ESTATE
TAXES: TENANT agrees to pay its proportionate share of the real estate taxes
during the term of this Lease and any renewal or extension thereof, including
any period during which TENANT shall transact business in the Demised Premises
prior to the commencement of the term of this Lease. For the purposes of this
Article, the term "Real Estate Taxes" shall include all real estate taxes,
assessments, water and sewer charges, betterment assessments, sales and/or
rent
taxes, special assessments, other governmental impositions and charges of every
kind and nature whatsoever, extraordinary as well as ordinary, foreseen and
unforeseen and each and every installment thereof which shall or may, during
the
Lease term, be levied, assessed, imposed, become due and payable, or liens
upon
or arising in connection with the use, occupancy or possession of or grow due
or
payable out of, or for, the POMPANO/LINCOLN INDUSTRIAL, LTD or any part thereof,
and all costs incurred by LANDLORD in contesting, litigating or negotiating
the
same with the governmental authority- TENANTS proportionate share shall be
computed by multiplying the total amount of the real estate taxes each year
by a
fraction, the numerator of which shall be the gross leasable area of the Demised
Premises and the denominator of which is the gross leasable area of all building
or portions thereof (including the Demised Premises) occupied by TENANT in
the
POMPANO/LINCOLN INDUSTRIAL, LTD determined as of the Commencement Date of the
Lease and thereafter as of the beginning of the calendar year in which such
taxes are paid. TENANT hereby waives any right it may have by statute or
otherwise to protest real estate taxes to any public taxing authority. Nothing
herein contained shall be construed to include as a tax which shall be the
basis
of real estate taxes, any inheritance, estate, succession, transfer, gift,
franchise, corporation, income or profit tax or capital levy that is or may
be
imposed upon LANDLORD; provided, however, that if at any time after the date
hereof, the methods of taxation shall be altered so that in lieu of or as a
substitute for the whole or any part of the taxes now levied, assessed or
imposed (a) a tax on the rents received from such real estate, or (b) a license
fee measured by the rents receivable by LANDLORD which is otherwise
measured by or based in whole or in part upon the POMPANO/LINCOLN INDUSTRIAL,
LTD or any portion thereof, or (c) an income or franchise tax, then the same
shall be included in the computation of real estate taxes hereunder, computed
as
if the amount of such tax or fee so payable were that due if the POMPANO/LINCOLN
INDUSTRIAL, LTD were the onJy property of LANDLORD subject thereto.
A.
TENANT agrees to pay to the
LANDLORD the sum of $23,336.00 Dollars per annum payable in monthly installments
of $1,944.67 on the first day of each calendar month as its estimated payment
of
Real Estate taxes until the POMPANO/LINCOLN INDUSTRIAL, LTD is assessed as
substantially completed. For each year thereafter TENANT shall pay LANDLORD
monthly one-twelfth (1/12) of the amount of the TENANT'S proportionate tax
liability based on the actual taxes for the preceding calendar year. LANDLORD
shall notify TENANT in writing of the actual amount due by TENANT for the
preceding calendar year when determined. Any amount paid by TENANT which exceeds
the true amount due shall be credited on the next succeeding payment due
pursuant to this Section. If TENANT has paid less than the true amount due,
TENANT shall pay the difference within ten (10) days of receipt of notice from
LANDLORD. If the term of this Lease shall begin or end other than on the first
or last day of a calendar year, these charges shall be billed and adjusted
on
the basis of such fraction of a calendar year. Should the taxing authorities
include in such real estate taxes, machinery, equipment, fixtures, inventory
or
other personal property or assets of the TENANT, then TENANT shall also pay
its
proportionate share of the entire real estate taxes for such items.
B. TENANT shall pay to LANDLORD, together with each installment of Rent, all
sales or rent taxes from time to time imposed in connection with rents paid
by
TENANT under this Lease.
4.
COMMON
AREAS:
A.
LANDLORD shall make available within or adjacent to the POMPANO/LINCOLN
INDUSTRIAL, LTD such Common Areas, together with any Common Areas made available
by means of cross easements and/or reciprocal construction, operating and
easement agreements, as LANDLORD shall, from time to time, deem to be
appropriate for the POMPANO/LINCOLN INDUSTRIAL, LTD and LANDLORD shall operate
and maintain such Common Areas for their intended purpose. TENANT shall have
the
non-exclusive right during the term of this Lease to use (for their intended
purposes) the Common Areas for itself, its employees, agents, customers,
invitees, licensees and concessionaires subject, however, to the provisions
of
this Article.
B.
All Common Areas shall
be subject to the exclusive control and management of LANDLORD, and LANDLORD
shall have the right, at any time and from time to time, to establish, modify,
amend and enforce uniform rules and regulations with respeql. to the common
Areas and the use thereof. TENANT agrees to abide by and conform with such
rules
and regulations upon notice thereof, to cause its concessionaires, invitees
and
licensees and its and their employees and agents, to abide and conform. LANDLORD
shall have the right (a) to close, if necessary, all or any portion of the
Common Areas to such extent as may in the opinion of LANDLORD'S counsel be
reasonably necessary to prevent a dedication or public taking thereof or the
accrual of any rights of any person or of the public therein, (b) to close
temporarily all or any portion of the Common Areas to discourage non-customers'
use, (c) to use portions of the Common Areas while engaged in making additional
improvements or repairs or alterations to the POMPANO/LINCOLN INDUSTRIAL, LTD,
(d) to transfer, in whole or in part, any of LANDLORD'S rights and/or
obligations under this Article, to any other TENANT(s) sub-TENANT(s) or other
occupant(s) of the POMPANO/LINCOLN INDUSTRIAL, LTD or to such other party(ies)
or designee(s) as LANDLORD may from time to time determine, and (e) to do and
perform such other acts (whether similar or dissimilar to the foregoing) in,
to
and with respect to, the Common Areas as in the use of good business judgment
LANDLORD shall determine to be appropriate for the POMPANO/LINCOLN INDUSTRIAL,
LTD. TENANT agrees to cause its officers, employees, agents, licensees and
any
concessionaires to park their respective automobiles, trucks and other vehicles
only in such parking places in the Common Areas designated by the LANDLORD
from
time to time as the employee parking area. TENANT shall not at any time
interfere with the rights of LANDLORD and other TENANTS, their officers,
employees, agents, licensees, customers, invitees and concessionaires, to use
any part of the parking areas and other Common Areas.
C.
In consideration of
LANDLORD'S agreement to operate and maintain the Common Areas, TENANT covenants
and agrees to pay TENANT'S Pro Rata Share of the Common Area Costs (as such
terms are defined below) for each Lease Fiscal Year. LANDLORD shall notify
TENANT from time to time of the amount which LANDLORD estimates will be the
amount of the Common Area Costs for such Lease Fiscal Year and TENANT shall
pay
to LANDLORD the sum of $37,337.60 Dollars per annum payable in monthly
installments of $3,111.47 on the first day of each calendar month as its
estimated payment of Common Area Costs until the POMPANO/LINCOLN INDUSTRIAL,
LTD
is assessed as substantially completed. For each year thereafter TENANT shall
pay LANDLORD monthly one-twelfth (1/12) of the amount of the TENANT'S
proportionate Common Area Costs based on the actual Common Area Costs for the
preceding calendar year. LANDLORD shall submit to TENANT annually a statement
showing the Common Area Costs to be paid by TENANT with respect to such year,
the amount heretofore paid by TENANT during such Lease Fiscal and the amount
of
the resulting balance due thereon, or overpayment thereof, as the case may
be.
Appropriate adjustment shall thereupon be made between the parties, on demand,
on the basis of such statement. Each statement shall be binding upon TENANT,
its
successors and assigns, as to the matters set forth therein, if no objection
is
raised with respect thereto within thirty (30) days after submission of each
statement to TENANT. TENANT shall have the right, at TENANT'S expense, to
examine LANDLORD'S books and records at the offices of LANDLORD during ordinary
business hours
not
more than once in each Lease Fiscal Year for the purpose of verifying the
matters set forth in the statement for the immediately preceding Lease Fiscal
Year.
(1) "Common
Area Costs" shall mean the total costs and expenses incurred by LANDLORD, its
agents and/or designees
for operating, maintaining, repairing and/or replacing all or any part of the
Common Areas (and any installation therein,
thereon, thereunder, or thereover), which costs and expenses shall include,
but
shall not be limited to, the following: the total
costs and expenses incurred in cleaning, planting, replanting and maintaining
the landscaping of the common facilities of the POMPANO/LINCOLN
INDUSTRIAL, LTD; the cost of all LANDLORD'S insurance, including, but not
limited to, fire and other
casualty, bodily injury, public liability, property damage liability, automobile
parking lot liability insurance, sign insurance, workmans
compensation insurance and other insurance carried by LANDLORD for the Common
Areas; assessments; repairs; repaving;
line repainting; exterior repainting; rental and maintenance of signs and
equipment; lighting; sanitary control; removal of
trash,
rubbish, garbage and other refuse; depreciation of machinery and equipment
used
in such maintenance; depreciation of roof
and
paved areas; repair and/or replacement of on-site water lines, electric lines,
gas lines, sanitary sewer lines and storm water
lines; all electrical, water, sewer or other utility charges for serving the
Common Areas (including any on-site and/or off-site
sanitary treatment plant(s) serving the POMPANO/LINCOLN INDUSTRIAL, LTD and
all pipes leading to and from same); Management
Fees and the cost of personnel to implement such services, including the
directing of parking; wages and salaries (including
employee benefits, unemployment insurance and social security payments) of
any
personnel necessary to implement the
operation, maintenance and repairs of the POMPANO/LINCOLN INDUSTRIAL, LTD
(excluding the cost of any work performed
at LANDLORD'S home office); personal property taxes, sales and use taxes on
material, equipment, supplies and services;
fees for required licenses and permits; fire, security and police protection,
sprinkler system; public address system(s);
public
toilets; reasonable straight line of depreciation of, and rental charges for,
movable equipment; supplies, material and labor.
(2) "Lease
Fiscal Year" means each period of January 1 through December 31 during the
term
hereof except that
the
first Lease Fiscal Year shall be the period from the commencement of the term
hereof through the December 31 next following
the commencement date and the last Lease Fiscal Year shall be the period from
the January 1 next preceding the termination
date to and including the termination date of the lease term.
(3) "TENANT'S
Pro-rata Share" is defined as a fraction, the numerat
or
of
which is the gross leasable area of the
Demised Premises and the denominator of which is the gross leasable area of
all
buildings or portions thereof (including the Demised
Premises) occupied by TENANTS in the POMPANO/LINCOLN INDUSTRIAL, LTD. All
amounts due and payable under
this Article 3, whether minimum Rent, Common Area Maintenance, Real Estate
Tax,
or Sales Tax, are hereby deemed and
defined,
as "Rent".
4. TENANTS
SUBORDINATION TO MORTGAGE:
It
is
specifically understood and agreed by and between the LANDLORD
and the TENANT that the LANDLORD may from time to time secure mortgages on
the
Demised Premises from a bank,
savings and loan association, insurance company or other lender; and that this
Lease is and shall be subordinate to the lien of
any
mortgages; and the TENANT agrees that it will execute and or provide as the
case
may be such subordination and other documents,
including but not limited to estoppel certificates and financial statements,
or
agreements as may be requested or required
by such lenders; however, that the mortgage and/or subordination agreement,
as
the lender may direct, shall contain a provision
which states, in effect, that the TENANT shall not be disturbed in its
possession and occupancy of the Demised Premises
during the term of this Lease, notwithstanding any such mortgage or mortgages,
provided that the TENANT shall comply
with and perform its obligations hereunder.
5. COVENANTS
OF THE TENANT: The TENANT hereby covenants and agrees with the LANDLORD as
follows:
A. That
it
will promptly pay the rent as herein specified without notice.
B. That
it
will keep the interior portion of the demised premises and the improvements
placed therein in a good state of repair,
and it will be responsible for all repairs and replacements including the
painting, maintenance and interior repairs to the interior
of the building including all windows, doors and openings, all electrical,
heating, plumbing, air conditioning and other systems
installed within or without of the building. It is intended that the LANDLORD
will maintain the exterior masonry of the
building
and roof area only, and the TENANT shall maintain everything else. It is
acknowledged, however, that if TENANT installs
and maintains T.V. antennas, air conditioning and/or signs, lighting, and/or
other equipment, objects or materials and the like,
on
the roof of the premises (and such installation shall be only on the roof
directly over the premises leased by the TENANT),
the TENANT shall be solely responsible for all of said area over the Demised
Premises and any other area affected by
the
installation or maintenance work thereon.
C. INDEMNITY
AND INSURANCE:
(I)
TENANT agrees to
save LANDLORD harmless from, and indemnify LANDLORD against, and covenants
not
to xxx LANDLORD for, to the extent permitted by law, any and all injury, loss
or
damage and any and all claims of injury, loss or damage, of whatever nature
(a)
caused by or resulting from, or claimed to have been caused by or to have
resulted from, any act, omission or negligence of LANDLORD, by TENANT or anyone
claiming under TENANT (including, but without limitation subtenants and
concessionaires of TENANT and, employees and contractors of TENANT or its
subtenants or concessionaires), no matter where occurring and (b) occurring
upon
or about the Demised Premises, including but not limited to common areas,
parking lots, landscaped areas, no matter how caused, all of the foregoing
REGARDLESS OF ANY NEGLIGENCE ON LANDLORD'S PART. This covenant, indemnity and
hold harmless agreement shall include indemnity against all costs, expenses
and
liabilities incurred in connection with any such injury, loss or damage or
any
such claim, or any proceeding
brought thereon or the defense thereof. If TENANT or anyone claiming under
TENANT, or the whole or any other part of the property of TENANT or anyone
claiming under TENANT shall be injured, lost or damaged by theft, fire, water
or
steam or in any other way or manner, whether similar or dissimilar to the
foregoing, no part of said injury, loss or damage is to be borne by LANDLORD.
TENANT covenants not to xxx LANDLORD for, and agrees that LANDLORD shall not
be
liable to TENANT or anyone claiming under TENANT for any injury, loss or damage
that may be caused by or result from the fault or negligence of any persons
occupying adjoining premises or any other part of the Entire Premises, or as
the
result of criminal acts by third parties, regardless of
forseeability.
(2)
TENANT will
maintain general comprehensive public liability insurance, with respect to
the
Demised Premises and its appurtenances, naming LANDLORD and TENANT as insureds,
in amounts not less than One Million (SI,000,000.00) Dollars with respect to
injuries to any one person and not less than One Million (SI,000,000.00) Dollars
with respect to injuries suffered in any one accident, and not less than One
Million ($1,000,000.00) Dollars with respect to property, said policy to apply
as the primary source of recovery in the event of any occurrence, loss, or
damage. TENANT will keep all plate glass insured naming LANDLORD and TENANT
as
insured as their interest may appear. LANDLORD may, from time to time, increase
the amount of such Public Liability Insurance coverage by giving ninety (90)
days prior written notice thereof to TENANT, in which event, all subsequent
policies acquired by TENANT shall conform to the new insurance requirements.
TENANT shall deliver to LANDLORD the policies of such insurance, or certificates
thereof, at least fifteen days prior to the commencement of the term of this
lease, and each renewal policy or certificate thereof, at least fifteen (15)
days prior to the expiration of the policy it renews. In the event TENANT does
not deliver the policies and certificates of insurance to LANDLORD as aforesaid,
LANDLORD shall have the right to purchase said insurance on behalf of TENAK7,
and upon submission to TENANT of a xxxx for the amount paid by LANDLORD, TENANT
shall remit within five (5) days of receipt of said statement the amount owed,
together with interest thereon at a rate equal to the highest rate allowed
by
law to be charged by LANDLORD per annum.
D. That
TENANT may not assign this Lease, or let, underlet, or sublet, the whole or
any
part of said premises without the
written consent of the LANDLORD, which consent shall not be unreasonably
withheld. No assignment or subletting shall exonerate
TENANT from its' obligations hereunder.
E. That
TENANT will not occupy or use said premises, nor permit the same to be occupied
or used for any business which
is
unlawful. That it will comply with all lawful requirements of the Board of
Health, Police Department, Fire Department. Municipal,
County, State, Federal and any and all other agents, agencies or authorities
respecting the manner in which it uses the leased,
premises.
F. That
at
the expiration of said term or any extension or renewal thereof, it will quit
and surrender the demised premises
in a good and substantial state of repair, reasonable wear and tear excepted.
The TENANT shall be responsible for any damage
created by reason or by virtue of the conduct of its business; and shall return
the demised premises in its original state (original
state means the condition of the premises on the date tenant first occupied
the
premises regardless of the date of this
lease
or
the commencement date of this lease), reasonable wear and tear
excepted.
G. That
TENANT shall not use the premises for any purpose which may increase the
standard rate of fire, windstorm, extended
coverage and liability insurance; that in the event standard rates of insurance
cannot be obtained by reason of the TENANT'S
use of the demised premises, then and in that event, the TENANT shall, forthwith
upon notice, at LANDLORD'S option,
either desist from said unacceptable use and/or pay such additional insurance
premiums.
H.
That not
withstanding the terminology contained in sub-paragraph B above, or elsewhere
in
this Lease Agreement, signs shall not be erected and/or attached to any portion
of the demised premises without the express written consent of the LANDLORD.
TENANT acknowledges that the LANDLORD demands uniformity and the sole
discretionary right to determine the size, materials and lighting thereof:
and
accordingly, the LANDLORD may at its option, order and have installed the signs
from one source, same to be at the sole cost and expense of the TENANT;
provided, however, that the TENANT shall first approve same. Violation of this
restriction shall allow LANDLORD to remove such signs without notice and at
cost
of TENANT.
I.
That TENANT shall
not use the interior and/or exterior portion of the demised premises, or any
portion of the common areas, parking lot, landscaped areas, or other portions
of
the property so as to cause any noise, noxious odors, accumulation of materials,
supplies, equipment vehicles, waste, discharge or accumulation or storage of
hazardous waste, or garbage, vibrations, damage or any other disturbance or
nuisance whatsoever which may create undue annoyance or hardship to another
TENANT of the LANDLORD, and/or to the LANDLORD and/or a hazard or element of
waste to LANDLORD'S property. The TENANT shall not make any change to the
exterior and/or interior portion of the building without the express written
consent of the LANDLORD, and particularly the TENANT will not cause anything
to
be done which may impair the overall appearance of the LANDLORD'S building.
Although the demised premises is intended to include the exterior walls and
parking spaces immediately in front of the premises, the TENANT covenants that
it shall not use the exterior portion of the demised premises except for parking
and ingress and egress. The TENANT shall not cause the access street or streets
in the POMPANO/LINCOLN INDUSTRIAL, LTD to be blocked so as to cause any
disruption of traffic by reason of loading, deliveries, etc.
J.
That TENANT
accepts the demised premises in its present ("as is") condition, except as
depicted on Exhibit "B" of this lease. In the event that the demised premises
have not been completely constructed as of the execution of the Lease, then
in
that
event, the TENANT acknowledges that TENANT has inspected the plans and
specifications and accepts substantial completion of same pursuant to the plans;
there being no further representations or warranty by LANDLORD.
K.
That the LANDLORD
or LANDLORD'S agent may at any reasonable time enter and view said premises
and
make repairs, if LANDLORD should elect to do so.
L.
That the TENANT
takes all risk of any damage to TENANT'S property that may occur by reason
of
water or the bursting or leaking of any pipes or waste water about said
premises, or from any act of negligence of any co-tenant or occupants of the
building, or of any other person, or fire, or hurricane, or other act of God,
or
from any cause whatsoever.
M.
That TENANT
covenants not to xxx LANDLORD for, and shall indemnify and save harmless the
said LANDLORD from and against any and all claims, suits, actions, damages,
and/or causes of action arising during the term of this Lease for any personal
injury, loss of life and/or damage to property sustained in or about the leased
premises, by reason or as a result of the TENANT'S occupancy thereof, and from
and against any orders, judgments, and/or decrees which may be entered thereon,
and from and against all cost, counsel fees, expenses and liabilities incurred
in and about the defense of any such claim and the investigation thereof,
REGARDLESS OF ANY NEGLIGENCE ON LANDLORD'S PART.
6. COVENANTS
OF THE LANDLORD: The LANDLORD hereby covenants and agrees with the TENANT as
follows:
A.
That
TENANT on paying the rental and performing the covenants herein agreed to by
it
to be performed shall remain peaceably and quietly in possession, have, hold
and
enjoy the demised premises for the said term(s). The LANDLORD, however, shall
not be responsible to the TENANT if any prior TENANT shall refuse to vacate
the
premises upon the expiration of such TENAT^TS leasehold estate.
7. ADDITIONAL
MUTUAL COVENANTS: The following stipulations and agreements are expressly
understood by
both
the
LANDLORD and the TENANT and they do hereby agree to abide by them:
A. That
upon
the breach of any of the covenants, conditions and stipulations herein contained
to be kept and performed by the TENANT, the LANDLORD may immediately without
notice and without the necessity of legal process re-enter said premises, and
thereupon, at the LANDLORD'S option, said lease shall forthwith be terminated
and/or the LANDLORD may exercise any of the options herein provided for the
LANDLORD'S benefit in case of default on the part of the TENANT.
B. Fire
or
other Casualty: If the building is so damaged by fire or other casualty that
the
Premises are rendered unfit for occupancy (whether or not the premises are
damaged), then, at either party's option, the term of this Lease, upon written
notice from such party given within 30 days after the occurrence of such damage,
shall terminate as of the date of the fire or other casualty. In such case,
Tenant shall pay the rent apportioned to the time of such termination, and
Landlord may enter upon and repossess the Premises without further notice.
If
neither party elects to terminate the term of this Lease, Landlord will repair
the building to the extent that Landlord receives insurance proceeds there
for,
and Landlord may enter and possess the Premises for that purpose. While Tenant
is deprived of the Premises, rent shall be suspended in proportion to the number
of square feet of the
premises
rendered untenantable. If the Premises or the building shall be damaged to
that
such damage does not render the premises unfit for occupancy. Landlord will
repair whatever portion of the Premises or of the building that may have been
damaged, and Tenant will continue in possession, and rent will be apportioned
or
suspended to the extent that the Premises are partially untenantable as a result
of the damage. In the event Landlord elects to repair or rebuild the Premises
pursuant to this paragraph, Tenant agrees to furnish Landlord with all insurance
proceeds which Tenant recovers for damage to any Standard Building Finishes
and
Work, excluding improvements paid for by Tenant. The reconstruction of the
Premises beyond Standard Building Finishes and Work shall be Tenant's sole
responsibility, at Tenant's option. Despite any other provisions of this article
7.B., if any damage is caused by or results from the gross negligence or
intentional act of Tenant, those claiming under Tenant, or Tenant's employees,
or invitees, rent shall not be suspended or apportioned, and Tenant shall pay,
as additional rent upon demand, the cost of any repairs, made or to be made,
as
a result of such damage.
C.
SECURITY
DEPOSITS: LANDLORD acknowledges the receipt of, subject to clearance SI 8,758.26
due upon signing this lease as security deposit for the performance of TENANT'S
obligations under this Lease. LANDLORD is not obligated to apply the security
deposit for rent or charges in arrears or damages for the TENANTS failure to
perform or otherwise breach this Lease, the LANDLORD may do so at its option.
The LANDLORD'S right to possession of the premises for non-payment of rent
or
for any other reason shall not be affected in any way by the LANDLORD holding
the security. Tenant agrees that if it fails to make any payment in accordance
with the above schedule on a timely basis, any money received by Landlord from
Tenant shall first be applied toward Security Deposit due and the balance shall
then be applied towards rent due, regardless of any legend or memo on the front
or back of any check, and regardless of any letter, note or memo accompanying
any check.
D. That
the
covenants and agreements contained in this Lease are interdependent and are
binding on the parties hereto, their successors and assigns. This Lease has
been
prepared in several counterparts, each of which said counterpart, when executed,
shall be deemed to be an original hereof. There shall be no construction or
interpretation of this Lease favorable or unfavorable to either party by virtue
of its' preparation by LANDLORD. The parties hereby waive any right to trial
by
jury. In the event of any litigation, the prevailing party shall recover
reasonable attorney fees and costs incurred. Any claim whatsoever that TENANT
may have against LANDLORD shall not be asserted as a counterclaim by TENANT
in
an eviction action commenced by LANDLORD, but rather shall be brought by TENANT
as a separate action.
E. That
if
the TENANT shall not pay the rents herein reserved at the time and in the manner
stated, or shall fail to keep and perform any other condition, stipulation
or
agreement herein contained on the part of the TENANT to be kept and performed,
or
in the
event that any petition or suit shall be filed by or against the TENANT under
the bankruptcy laws (state or federal) or make an assignment for the benefit
of
creditors, or should there be appointed a Receiver to take charge of the
premises either in the state courts, or in the federal courts, then in any
of
such events, the LANDLORD may, at LANDLORD'S option, terminate and end this
Lease and re-enter upon the property, whereupon the term hereby granted and
at
the LANDLORD'S option, all right, title and interest under it, shall end and
the
TENANT become a TENANT at sufferance, or else, said LANDLORD may, at LANDLORD'S
option, elect to declare the entire rent for the balance of the term due and
payable forthwith, and may proceed to collect the same by distress or otherwise,
and thereupon said term shall terminate, at the option of the LANDLORD or else
and said LANDLORD may take possession of the premises and rent the same for
the
account of the TENANT, the exercise of any of which options herein contained
shall not be deemed the exclusive LANDLORD'S remedy, the expression "entire
rent
for the balance of the term" as used herein, shall mean all of the rent
prescribed to be paid by the TENANT unto the LANDLORD for the full term of
the
Lease; less, however, any payments that shall have been made on account of
and
pursuant to the terms of said Lease. LANDLORD shall immediately be entitled
to
relief from the automatic stay provided by Section 362 of the bankruptcy code,
irrespective of the requirement of Section 362, and LANDLORD shall not be
obligated to satisfy those requirements in order to obtain relief. This
provision is a material inducement to LANDLORD entering into this
Lease.
F. That
at
LANDLORD'S option if the TENANT shall abandon, vacate or remove the major
portion of the goods, wares, merchandise, machinery, equipment and any other
material held on these premises in the course of business, usually kept on
said
premises when the same is open for business and shall cease doing business
in
said premises, then and in such event, this Lease shall immediately become
canceled and null and void and all payments made by said TENANT shall be
retained by the LANDLORD as payment in full for the period of time the premises
are occupied by the TENANT and TENANT shall not be entitled to any monies to
paid by it, even though such payment is for time subsequent to such closing
of
the premises and removal of the goods, wares, merchandise, machinery, equipment,
etc.
G. TENANT
agrees that in case of the failure of the said TENANT to pay the rent herein
reserved when the same shall become due and it becomes necessary for the
LANDLORD to collect said rent through an attorney, the TENANT will further
pay a
reasonable attorney's fee together with all costs and charges
thereof.
H.
That if
TENANT shall hereafter install, at its expense, any shelving, lighting and
other
fixtures, unit heaters, portable air conditioning units, portable partitions
or
any trade fixtures, or if TENANT shall hereafter install or apply any
advertising signs or other standard identifications of TENANT, any article
so
installed or any identification so applied shall be the property of TENANT,
which TENANT may remove at the termination of this Lease, provided that in
such
removal TENANT shall repair any damage occasioned to the demised premises,
in
good xxxxxxx-like manner. The TENANT shall not remove any fixtures, equipment,
or additions which are normally considered to be affixed to the realty, such
as,
but not limited to, electrical conduit and wiring, panel or circuit boxes,
terminal boxes, partition walls, paneling, central air conditioning and ducts,
plumbing fixtures, or any other equipment or material affixed to the
structure.
I.
That
LANDLORD shall have the right to affix a reasonable sign to the premises six
months prior to the termination of the Lease advertising same for rent and
the
LANDLORD shall have the right to exhibit the premises during said six months,
provided that same is during business hours and not more frequently than once
every day.
J.
That
notices as herein provided shall be given by registered or certified mail,
return receipt requested, to the LANDLORD at: POMPANO/LINCOLN INDUSTRIAL, LTD,
0000 X. Xxxxxx Xxxx, Xxxxxxx, XX 00000 and to the TENANT at the demised
premises, except that three day notices for nonpayment of Rent may be hand
delivered or posted. The address for giving said notices may be changed by
the
LANDLORD or TENANT in writing, at the addresses set forth herein, or as
modified.
K.
That any
provision herein contained which shall appear to be intended to survive the
expiration of this Lease shall survive such expiration date.
L.
That the
TENANT shall use and occupy the premises for health care and related business
and for no other purpose.
M,
Radon is a
naturally occurring radioactive gas that, when it has accumulated in a building
in sufficient quantities, may present a health risk to persons who are exposed
to it over time. Levels of radon that exceed Federal and State Guidelines have
been found in buildings in Florida. Additional information regarding radon
and
radon testing can be obtained from your county public health unit.
N.
Condemnation: If the whole or a substantial part of the building is taken or
condemned for public use, Tenant shall have no claim against Landlord, and
shall
have no claim to any portion of the amount that may be awarded to Landlord
as
damages or paid as a result of such condemnation, including any right of Tenant
to damages for loss of its leasehold. All rights of Tenant to damages therefore
are hereby assigned by Tenant to Landlord. The foregoing shall not, however,
deprive Tenant of any separate award for moving expenses, business dislocation
damages, or for any other award which would not reduce the award payable to
Landlord. Upon the date the right to possession vests in the condemning
authority, this lease shall cease and terminate with rent adjusted to such
date,
and Tenant shall have no claim against Landlord for the value of any unexpired
term of this lease.
O.
No legend
or memo on the front or back of any check, and no letter, note or memo
accompanying any check, and LANDLORD'S physical acceptance (and endorsement
and
deposit, as the case may be) shall in any way constitute an accord and
satisfaction between the parties, a waiver or forfeiture by LANDLORD, or a
novation of this lease, when the amount tendered by TENANT is less than the
amount actually due under this lease.
P.
TENANT
agrees to pay a late charge fee of seven (7%) percent of the monthly rent for
any monthly payment received by LANDLORD after the fifth (5th) day of the month
on which the rental payment is due. This late charge fee is hereby deemed
"Rent". If any payment of rent, or additional rent, is made by check, and the
check is dishonored for any reason, including but not limited to insufficient
funds or uncollected funds, TENANT shall reimburse LANDLORD with cash or a
cashier's check in the amount of the dishonored check, plus a dishonored check
fee in the amount of 7%. This 7% dishonored check fee is hereby defined and
deemed as "rent" hereunder.
Q.
RULES AND
REGULATIONS FOR COMMON AREAS (See attached Exhibit "A"):
R.
CONSTRUCTION LIENS: Landlord's fee simple interest shall not be subject to
any
liens whatsoever for any improvements made by Tenant. Tenant covenants and
agrees that it has no power to incur any indebtedness giving a lien of any
kind
upon the right, title and interest of Landlord in and to the Lease Premises,
and
that no person shall ever be entitled to any lien, directly or indirectly,
derived through or under the Tenant, or its agents, servants, or account of
any
act or omission of said Tenant. All persons contracting with the Tenant or
furnishing materials and labor to Tenant, or its agents or servants, as well
as
all other persons whomsoever shall be bound by the provisions of this Lease.
Should any lien be filed, Tenant shall discharge same within thirty (30) days
thereafter, by paying the same. Tenant shall not be deemed to be the agent
of
Landlord so as to confer upon a laborer bestowing labor upon the Leased
Premises, or upon a materialman who furnishes material incorporated into the
construction of improvements upon the Leased Premises, a mechanic's lien upon
Landlord's estate under the provisions of Chapter 713, Florida Statutes, and
subsequent revisions thereof. If requested by Landlord, Tenant agrees to execute
a short form Memorandum of Lease which Landlord may record in the Public Records
of Broward County, Florida which shall state, hi accordance with Chapter 713,
Law of the State of Florida, that Tenant has no power to incur any liens
whatsoever.
8.
PREPARATION OF THE LEASED PREMISES:
A. LANDLORD:
LANDLORD shall, at its sole cost and expense paint and carpet those areas of
the
Premises delineated in the cross hatch drawing attached hereto as Exhibit "B",
perform repairs to the air conditioning units on the Premises as of the date
of
this Lease and perform any electrical or lighting problems LANDLORD discovers
on
the Premises as of the date of this Lease. LANDLORD estimates that the above
repairs shall be completed by the Commencement Date, but any delay in completing
said improvements, except delays caused by LANDLORD, shall not delay TENANT'S
obligations to pay rent and additional rent pursuant to the terms of this Lease
nor be deemed a termination of this Lease. Landlord shall not be responsible
for
any other repairs other than is stated in this Lease and except for the items
delineated in this paragraph 8(A), TENANT accepts the Premises in their present
AS-IS condition. LANDLORD shall have no responsibility or liability for any
loss
or damage to any fixtures, equipment or personal property of any kind installed
or left in the Premises as a result of TENANT' entry on and occupancy of the
Premises prior to the completion of the above repairs. TENANT acknowledges
that
LANDLORD would not have funded the cost of the repairs, but for TENANT'S
agreement to perform all the terms, conditions and agreements to be performed
by
TENANT under this Lease for the entire Lease Term. Accordingly, upon termination
of this Lease which is the result of TENANT'S failure to perform it operating
covenant or any other obligation hereunder, or any rejection of this Lease
by
TENANT, or trustee, in any bankruptcy proceeding, TENANT shall, to the extent
permitted by the bankruptcy court, if applicable, promptly reimburse LANDLORD
for the net unamortized portion of the LANDLORD'S cost of repairs which
liability shall be in addition to any liability which TENANT may have, if any,
for rentals that would have been payable over the remaining portion of the
Lease
Term. For the purposes hereof the LANDLORD'S cost of repairs shall be amortized
on a straight line basis over the initial term of the Lease.
B. TENANT:
(1)
TENANT'S Work:
The TENANT shall, at its sole cost and expense, perform all work necessary
to
complete the Premises for the purpose delineated in this Lease (the "TENANT’s
Work"). TENANT’s failure to complete TENANT’s Work on or before the Commencement
Date, shall not delay the payment of Rent, additional rent or any other charges
hereunder.
(2)
Plans for
TENANT'S Work: Approvals: Prior to commencement of any TENANT'S Work, TENANT
shall deliver to LANDLORD, for LANDLORD'S review and approval, TENANT'S plans
and specifications for TENANT'S Work. TENANT Work cannot commence until LANDLORD
has approved said plans and specifications, said approval shall not be
unreasonably withheld or delayed. Except as otherwise expressly set forth in
this Lease, all permits necessary for the performance of TENANT’s Work shall be
obtained by TENANT at its sole cost and expense, provided that LANDLORD agrees
to reasonably cooperate with TENANT if necessary or desirable to obtain any
such
permit. TENANT shall apply for all building permits and other governmental
approvals for the Premises (the "Approvals") upon LANDLORD'S approval of
TENANT’s Plans. TENANT agrees to use good faith, diligent efforts to obtain said
building permits and approvals and TENANT may not commence TENANT'S Work prior
to obtaining the Approvals and providing a copy of same to
LANDLORD.
(3)Construction
of
TENANT'S Work: Prior to the commencement of the TENANT’s Work, TENANT shall
deliver to LANDLORD a copy of its executed construction contract with its
contractor for the construction of the TENANT’s Work; certificates of the
insurance required to be obtained by TENANT hereunder, and a copy of the
building permit and all Approvals. TENANT shall cause the TENANT’s Work to be
constructed in accordance with the TENANT’s plans and specifications previously
submitted to and approved by LANDLORD. TENANT expressly acknowledges that TENANT
shall be responsible for providing, at TENANT’s sole cost and expense, security
service to the Premises during the course of the TENANT’s Work. All work to be
performed by TENANT shall be performed by a contractor selected by TENANT,
and
approved by LANDLORD in its reasonable discretion ("TENANT’s Contractor"). All
work on the TENANT’s Work by TENANT shall be done in a first-class, good and
workmanlike manner. TENANT’s Work shall not unreasonably interfere with
the
performance of construction or other work by LANDLORD or any other tenant of
the
building where the Premises are located ("Building"), or unreasonably impede
vehicular or pedestrian ingress or egress to or from the Building or any part
thereof. LANDLORD acknowledges that LANDLORD shall not require TENANT, nor
the
TENANT'S Contractor or any subcontractors of the TENANT Contractor, to be
obligated to use union or other labor subject to any collective bargaining
agreement. From and after TENANTS commencement of construction of the TENANTS
Work, when and as set forth above, TENANT shall thereafter diligently prosecute
such construction to completion. After LANDLORD'S approval of the TENANT'S
plans
and specifications, no material change shall be made therein except with the
prior written consent of LANDLORD, which consent shall not be unreasonably
withheld or delayed. LANDLORD'S consent shall not be required in connection
with
any change which does not change the exterior of the Premises, any change which
does not constitute a material change to the architectural or design concept
of
the interior of the Premises, or any other change which does not affect the
structure or any mechanical or utility systems serving the Premises and which
does not cost in excess of $500 per change or $5,000 in the aggregate. TENANT’s
construction may vary from the requirements of the TENANTS Plans if the
variances are required by the building permit or applicable legal requirements.
TENANT shall complete construction of the TENANTS Work in substantial accordance
with the TENANTS Plans and open for business to the public not later than the
Commencement Date ("Completion Date"). The term "substantially completed",
when
used in connection with the term "TENANT'S Work", shall mean that the TENANTS
Architect shall have certified to LANDLORD that TENANTS Work has been
constructed in substantial accordance with the approved TENANTS Plans, and
an
unconditional certificate of occupancy, or an occupational license, whichever
is
applicable, has been issued for the Permitted Use of the Premises. TENANT may
not commence its Permitted Use of the Premises until it has received said
unconditional certificate of occupancy or occupational license. Within 5 days
after Completion Date, TENANT shall deliver to LANDLORD the following: (i)
an
affidavit made by an executive officer of TENANT on behalf of TENANT stating
that the TENANT'S Work has been substantially completed in compliance with
the
terms and provisions of this Lease and the plans and specifications approved
by
LANDLORD, and that no financing statements or other instruments creating
security interests under the Uniform Commercial Code are outstanding or have
been filed, it being intended that any such affidavit may be relied upon by
LANDLORD and that any inaccuracy therein shall be and be deemed to be a default
hereunder unless the condition which rendered such statement untrue is cured
in
a manner which renders such statement true, after ten day's notice and
opportunity to cure; (ii) an affidavit of TENANT'S Contractor performing
TENANT'S Work stating that all subcontractors, laborers and materialmen who
have
performed work on or furnished material to the Premises (whose names and
addresses shall be recited in the affidavit) have been paid in full and that
all
liens therefore that have been or might be filed have been discharged of record
or waived or bonded; (iii) executed full and final releases and waivers of
lien
with respect to the Premises from TENANT'S Contractor and all subcontractors
and
materialmen who have performed work on or furnished material to the Leased
Premises, acceptable to LANDLORD in form and content; (iv) all certificates
and
approvals with respect to the work performed by TENANT or on TENANT'S behalf
that may be required by any governmental authorities as a condition for the
issuance to LANDLORD or TENANT of any occupancy certificate for the Premises,
together with a copy of any occupancy certificate or occupational license issued
by the proper governmental authority for the Premises, which occupancy
certificate shall be obtained by TENANT at its cost and expense; and (v) a
set
of "as-built" plans. TENANT covenants that the TENANT’S Work shall comply with
all applicable governmental regulations, codes and ordinances of the City of
Pompano Beach, Broward County and the State of Florida, the United States of
America and all other governmental agencies having jurisdiction over the
Building, including without limitation, the Americans with Disabilities Act.
LANDLORD reserves the right, at all reasonable times upon reasonable written
notice to TENANT, to enter the Premises and inspect TENANT'S Work in progress
for the purpose of verifying conformity of TENANT'S Work with the approved
TENANT'S Plans, provided that any such entrance and inspection shall be
accomplished in such manner as to not unreasonably interfere with or delay
TENANTS construction of the TENANT'S Work. The TENANTS Work shall comply with
all of the reasonable terms and provisions of any insurance policy covering
or
applicable to the Premises and with the reasonable requirements of any national
or local Board of Fire Underwriters (or any other insurance body exercising
similar functions) having jurisdiction as to the Premises. LANDLORD shall have
no liability with respect to TENANTS materials or equipment stored in the
Premises, except for the intentional acts of LANDLORD, its agents, contractors
or employees. LANDLORD shall have no responsibility or liability for any loss
or
damage to any fixtures, equipment or personal property of any kind installed
or
left in the Premises, and TENANTS entry on and occupancy of the Premises prior
to commencement of the Term shall be governed by and subject to all provisions,
terms, covenants, agreements and conditions of this Lease and TENANT shall
be
responsible for the payment of utility charges from and after the date of this
Lease. TENANT shall reasonably perform and cause TENANTS contractor and
subcontractors to reasonably perform TENANT'S Work in a manner so as not to
damage the Building, nor interfere with or hinder other tenants in the conduct
of their business, and so as not to damage, or unreasonably delay or interfere
with the prosecution or completion of any work being performed by LANDLORD
or
its contractors in the Premises or in or about any other portion of the
Building, and shall comply with all reasonable construction procedures and
regulations hereafter prescribed by LANDLORD in its reasonable business
judgment. If TENANT fails to comply with its obligations set forth in the
preceding sentence, within 10 days after notice from LANDLORD to comply,
LANDLORD, in its reasonable discretion, shall have the right to give written
notice to TENANT to suspend any construction work at any time being performed
by
or on behalf of TENANT in the Premises. Upon receipt of such notification from
LANDLORD to TENANT to cease any such work, as aforesaid, TENANT shall, if
requested by LANDLORD, forthwith remove from the Premises all agents, employees
and contractors of TENANT performing such work until such time as LANDLORD
shall
have
given its consent for the resumption of such construction work and TENANT shall
have no claim for damage of any nature whatsoever against LANDLORD in connection
therewith, nor shall TENANT be entitled to any reduction or abatement of Rent
or
any other charges due under this Lease. Prior to the commencement of the TENANTS
Work and until the last to occur of (a) the completion of the TENANTS Work,
or
(b) the Commencement Date, TENANT shall maintain, or cause to be maintained
insurance in builder's risk or similar form, naming LANDLORD and any mortgagee
of LANDLORD'S interest in the Building (herein called a "Mortgagee") as an
additional insured as its interests may appear, against loss or damage by fire,
vandalism and malicious mischief and such other risks as are customarily covered
by the so-called extended coverage endorsement, covering all of the TENANTS
Work, and ail materials stored at the site of the TENANTS Work, in the full
insurable value thereof by a reputable insurance company licensed to do business
in the State of Florida, all in accordance with paragraph 5(C)(2) of this Lease.
In addition, TENANT agrees to require the TENANTS Contractor and all other
contractors and subcontractors engaged in the performance of the TENANTS Work
to
effect and maintain and deliver to TENANT and LANDLORD certificates evidencing
the existence of, prior to the commencement of the TENANTS Work and until
completion thereof the following insurance coverages:
(a) Worker's
Compensation Insurance - in accordance with the laws of the State of Florida,
in
amounts required by law.
(b) Comprehensive
General Liability Insurance naming TENANT and LANDLORD as additional insureds,
with combined limits per person and per occurrence as reasonably required by
LANDLORD. Fire
and
extended coverage insurance, with fire and water damage legal liability
coverages as reasonably required by LANDLORD.
All
such
insurance shall provide, and certificates thereof shall state, that the same
is
non-cancelable and non-amendable without at least thirty (30) days prior written
notice to LANDLORD.
(4) Noncompliance
by TENANT: Notwithstanding notice and cure periods to the contrary contained
in
this Lease, in the event that TENANT (i) fails to comply with the provisions
of
this paragraph 8 hereof beyond applicable notice and cure periods, or (ii)
fails
to promptly commence construction of the TENANTS Work, or (Hi) fails to
diligently and continuously prosecute the TENANT'S Work to completion, then,
in
any of such events, LANDLORD shall have the right to terminate this Lease upon
twenty (20) days prior written notice to TENANT; provided, however, in the
event
that TENANT commences to correct such failure within said twenty (20) day period
and thereafter diligently, continuously and with good faith prosecutes the
cure
thereof, this Lease shall not terminate and shall remain in full force and
effect in accordance with the terms and provisions thereof but the foregoing
shall not delay the Commencement Date or any obligation of TENANT to pay
Rent
IN
WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals
on
the day and year first above written.
WITNESSES: LANDLORD:
| XXXXXXXXXXXXXX.XXX | ||
| |
|
|
| Date: October 6, 2006 | By: | /s/ Xxxxx Xxxxxxx |
|
|
||
| President | ||
| Xxxx Skicone Corp. | ||
| |
|
|
| Date: October 6, 2006 | By: | /s/ Xxxxxx X Xxxxxxxxx |
|
|
||
| President | ||
ADDENDUM
TO LEASE BETWEEN LANDLORD - POMPANO/LINCOLN INDUSTRIAL, LTD. AND TENANT -
MEDIRECT LATINO, INC.
(0000
X.
Xxxxxxxx Xxxxxxxxx, Xxxxx #000 and #106, Pompano Beach, FL 33069)
February
8,2006
This
addendum sets forth additional provisions between LANDLORD - POMPANO/LINCOLN
INDUSTRIAL, LTD. and TENANT - MEDIRECT LATINO, INC. In the event of any conflict
between this Addendum and the Lease, then the provisions set forth in this
Addendum shall prevail.
1. Upon
Lease execution, TENANT shall pay to LANDLORD:
1)
1 Month Security-
$ 18,758.26- Due upon Lease signing.
2. Tenant's
regular monthly payment for year 1 is below:
|
$
12,640.33
|
-Base
Rent
|
|
$
1,944.67
|
-Estimated
Real Estate Taxes
|
|
S
3.111.47
|
-Estimated
Common Area Costs
|
|
$17,696.47
|
|
|
$
1.061.79
|
-Sales
and Use Tax (Currently 6%)
|
|
S18,758.26
|
-Regular Monthly payment Year 1 |
4. Tenant
is
entitled to the use of 67 parking spaces.
Tenant
will be permitted to relocate the one air conditioning unit located on the
west
side of its current warehouse at
0000
XX
00xx Xxxxxx, Plantation into the new location at 0000 X. Xxxxxxxx Xxxxxxxxx,
Xxxxx #000 & #106. Tenant shall bear the sole cost of this relocation and
any permits or governmental approvals required for same.
| XXXXXXXXXXXXXX.XXX | ||
| |
|
|
| Date: October 6, 2006 | By: | /s/ Xxxxx Xxxxxxx |
|
|
||
| President | ||
| Xxxx Skicone Corp. | ||
| |
|
|
| Date: October 6, 2006 | By: | /s/ Xxxxxx X Xxxxxxxxx |
|
|
||
| President | ||
A
copy of
your driver's license is required upon signing.
Exhibit
"A"
RULES
AND
REGULATIONS FOR COMMON AREAS:
(1)
TENANT agrees as follows:
(a)
All
loading of goods shall be done only at such time, in the areas, and through
the
entrances, designated for such purposes by LANDLORD.
(b)
All
garbage and refuse shall be deposited in the kind of container specified by
LANDLORD, and shall be placed outside of the premises for collection in the
manner and at the times and places specified by LANDLORD. Under no circumstances
shall any garbage, trash, refuse or any other material be brought back from
other locations for disposal. Only materials used or produced on-site will
be
permitted within the collection containers. Tenant is solely responsible for
the
actions of employees, contractors, and customers.
(c)
No
loudspeakers, televisions, phonographs, radios or other devices shall be used
in
a manner so as to be heard or seen outside of the premises without prior written
consent of the LANDLORD.
(d)
The
outside areas immediately adjoining the premises shall be kept clean and free
from dirt and rubbish by TENANT to the satisfaction of the LANDLORD, and TENANT
shall not place or
permit any obstruction or merchandise in such areas, nor conduct any business
therefrom.
(e)
TENANT
may not change (whether by alteration, replacement, rebuilding, or otherwise)
the exterior color and/or architectural treatment of the demised premises or
of
the building in which the same are located, or any part thereof.
(f)
TENANT
must obtain and maintain in effect all permits and licenses necessary for the
operation of TENANTS business.
(g)
TENANT
shall not burn any trash or garbage of any kind in and about the premises or
Industrial Park.
(h)
TENANT
shall at all times maintain an adequate number of suitable fire extinguishers
on
the premises for use in the case of fire, including electrical or chemical
fires.
(i)
TENANT
agrees that the LANDLORD may designate specific areas in which vehicles owned
or
operated by TENANTS employees must park, and LANDLORD may, if necessary for
the
convenience of parking for customers or other tenants, prohibit the parking
of
such vehicles in any part of the common areas.
(j)
The
plumbing facilities shall not be used for any purpose other than for which
they
were constructed, and no foreign
substance
of any kind shall be thrown therein, and the expense of any breakage, stoppage,
or damage resulting from a violation of this provision shall be borne by
TENANT.
(k)
TENANT
shall keep the premises free from nuisance, noises or odors objectionable to
the
public, to other tenants, and to LANDLORD.
(l)
No air
conditioner may be installed or placed on the building or premises at any time,
without the express written permission of LANDLORD, and the air conditioning
shall remain as pan of the building.
(m)
No
substance of any kind shall be poured down any interior/exterior
drains.
(2)
PARKING AREAS:
(a)
No
outside storage is permitted.
(b)
No
overnight parking of cars is permitted.
(c)
All
trash, debris, automotive parts and/or tools must be kept inside Tenant's
premises at all times.
(d)
The only
vehicles permitted to park on the exterior are:
1.
Personal and
employee vehicles driven to work
2.
Customer vehicles
being picked up that same day.
(e)
It is
required that you leave available, in front of your unit, open parking spaces
for customers dropping off vehicles for repair.
(f)All
vehicles on the exterior must have a current and valid license plate - with
no
visible auto body work necessary.
(g)
All
repairs MUST be done within your leased premises.
(h)
NO DOUBLE
PARKING.
(i)
Boats are
not permitted to be parked outside at anytime whatsoever.
(j)
No
stopping or standing in Fire Lanes.
(k)
Do not
block any Tenants roll up door.
LANDLORD
reserves the right from time to time to suspend, amend or supplement the
foregoing rules and regulations, adopt and promulgate additional rules and
regulations applicable to the premises. Notice of such rules and regulations
and
amendments and supplements thereto, if any, shall be given to the TENANT.
Non-compliance with rules and regulations shall be considered a default under
this lease. LANDLORD shall have no liability, for violation by any other TENANT
of the Industrial Park, of any rules and regulations, nor shall such violation,
or the waiver thereof, excuse TENANT from compliance. Your failure to comply
will result in the termination of your lease and subsequent
eviction.
Respectfully
Management
SECOND
ADDENDUM TO OFFICE/WAREHOUSE LEASE AGREEMENT
This
Second Addendum dated this 9 day of March, 2006, by and between POMPANO/LINCOLN
INDUSTRIAL, LTD., (hereinafter called "Landlord"), and MEDIRECT LATINO, INC.
(hereinafter called "Tenant")
WITNESSETH:
WHEREAS,
onfr1 2006, Landlord and Tenant entered into an Office/Warehouse Lease Agreement
(hereinafter the "Lease") for the premises located at 0000 X. Xxxxxxxx
Xxxxxxxxx, Suites 101 and 106, Xxxxxxx Xxxxx, Xxxxxxx 00000 (hereinafter the
"Premises"); and
WHEREAS,
pursuant to the Lease, Landlord and Tenant agreed that Landlord, at its sole
cost and expense would paint and carpet those areas of the Premises delineated
in the cross hatch drawing attached as Exhibit "B" to said Lease;
and
WHEREAS,
Tenant has requested that Tenant carpet those areas of the Premises delineated
in the cross hatch drawing attached as Exhibit "B" in the Lease at its sole
cost
and expense; and
WHEREAS,
Landlord has agreed to provide Tenant with a $1 1,026.25 credit payable upon
submission by Tenant of invoices evidencing installation of the carpet on the
Premises.
NOW,
THEREFOR, in consideration of the foregoing and other valuable consideration
the
receipt and sufficiency of which is hereby acknowledged, the parties agree
as
follows:
1. The
above
recitals are true, correct and incorporated herein.
2. The
first
sentence of paragraph -8(A) of the Lease is hereby deleted and
replaced
with the following:
Landlord
shall, at its sole cost and expense paint those areas of the Premises delineated
in the cross hatch drawing attached hereto as Exhibit "B", perform repairs
to
the air conditioning units on the Premises as of the date of the Lease and
perform any electrical or lighting problems Landlord has discovered on the
Premises as of the date of the Lease.
3. Landlord
shall pay Tenant the sum of $1 1,026.25 upon submission by Tenant
to
Landlord of invoices from a carpet installer evidencing that Tenant has carpeted
those areas
of
the
Premises delineated in the cross hatch drawing attached as Exhibit "B" to the
Lease and
the
cost
of same is $1 1,026.25 or greater.
4.
If there
is any conflict between the terms of this Second Addendum and the terms of
the
Lease, then the terms of this Second Addendum shall control. Any provision
in
the Lease unaffected by this Second Addendum shall remain in full force and
effect.
IN
WITNESS WHEREOF the parties have set their hands and seals on the date first
written above.
Witnesses:
LANDLORD:
| Xxxx Skicone Corp. | ||
| |
|
|
| Date: October 6, 2006 | By: | /s/ Xxxxxx X Xxxxxxxxx |
|
|
||
| President | ||
TENANT:
| XXXXXXXXXXXXXX.XXX | ||
| |
|
|
| Date: October 6, 2006 | By: | /s/ Xxxxx Xxxxxxx |
|
|
||
| President | ||
