BURLINGAME HOME OFFICE INC.
000 XXXXXXX XXXX.
Xxxxx 000
Xxxxxxxxxx, XX 00000
(000) 000-0000
(000) 000-0000 fax
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THIS LEASE IS EXECUTED THIS 11TH DAY OF OCTOBER, 1995 BY
AND BETWEEN BURLINGAME HOME OFFICE INC., HEREINAFTER REFERRED TO AS LESSOR, AND
MULTIMEDIA ACCESS CORP., HEREINAFTER REFERRED TO AS LESSEE.
WITNESSETH:
LESSOR hereby leases to LESSEE AND LESSEE hereby leases from LESSOR Suite/s No.
112 hereinafter referred to as Premises. The parties hereto agree that said
letting and hiring is upon and subject to the terms, covenants and conditions
herein set forth and LESSEE covenants as a material part of the consideration
for this lease to keep and perform each and all of said terms, covenants and
conditions by it to be kept and performed and that this lease is made upon the
condition of such performance.
If the LESSOR is unable to deliver possession of the Premises at the time herein
agreed, then the LESSOR shall not be liable for any damage caused thereby nor
shall this Lease be void or voidable, but the LESSEE shall not be liable for any
rent until such times as the LESSOR can deliver possession.
The LESSOR shall have the right at all reasonable times to enter the Premises to
inspect the same and to make such repairs and alterations as the LESSOR shall
see fit.
1. TERM. The term of this lease shall for MONTH TO MONTH months commencing
on the FIFTEENTH day of OCTOBER, 1995.
2. RENT: LESSEE agrees to pay LESSOR as monthly rent for the Premises the
sum of FOUR HUNDRED ($400.00) DOLLARS in advance on the first day of
each month and every calendar month during said term, except that the
first month's rent shall be paid upon the execution hereof. In the
event the term of this lease commences or ends on a day other than the
first day of a calendar month, then the rental for such period shall be
prorated and paid with the second month's rent.
All rents are due and payable the first day of each month. Any rents received
after the fifth day of the month are subject to a $25.00 late service charge per
month.
3. SECURITY DEPOSIT: LESSEE has deposited with LESSOR the sum of $400.00.
Said sum shall be held by LESSOR as security for faithful performance
by LESSEE of all of the terms, covenants and conditions of this Lease
during the term thereof. If LESSEE defaults with respect to this Lease,
including but not limited to the provisions relating to the payment of
rent, LESSOR may (but shall not be required to) use, apply, retain all
or any part of this security deposit for the payment of any rent or any
other sum in default, or for the payment of any other sum in default,
or for the payment of any other amount which LESSOR may spend or become
obligated to spend by reason of LESSEE'S may suffer by reason of
LESSEE'S default. If any portion of said deposit is so used or applied,
LESSEE shall, upon demand therefore, deposit cash with LESSOR in an
amount sufficient to restore the security deposit to its original
amount and LESSEE'S failure to do so shall be a material breach of this
Lease. Lessor shall not be required to keep this security deposit
separate from its general funds, and
(1)
LESSEE shall not be entitled to interest on such deposit. If LESSEE
shall fully and faithfully perform every provision of this Lease to be
performed by it, the security deposit or any balance thereof shall be
returned to LESSEE (or, at LESSOR's option, to the last assignee of
LESSEE'S interests hereunder) at the expiration of the Lease term.
4. HOLDING OVER: Should LESSEE hold over the term hereby created with the
consent of LESSOR, the term of this lease shall be deemed to be and be
extended at the rental herein above provided and otherwise upon the
covenants and conditions in this Lease contained until either party
hereto serves upon the other thirty (30) days written notice of
termination, reciting therein the effective date of cancellation. Upon
this said date this Lease so extended, shall terminate, and if the same
occurs at other than the last day of the rental month, any unearned
prepaid rental shall immediately following the surrender of the demised
Premises by LESSEE by refunded to it.
5. ALTERATIONS: LESSEE shall make no alterations, decoration, additions,
or improvements in or or to the Premises without LESSOR'S prior written
consent, and then only by contractors or mechanics approved by LESSOR.
All such work shall be done at such times and in such manner as LESSOR
may from time to time designate.
6. BUILDING ACCESS: Provided the LESSEE shall not be in default hereunder
and subject to the provisions elsewhere herein contained, the LESSOR
agrees to furnish in reasonable quantities electric current for
lighting and normal office use only, automatic elevator service, common
restroom facilities with hot and cold water, heating and air
conditioning, but the LESSOR shall not be liable for any damage caused
thereby, or for stoppage or interruption of any said services in this
paragraph mentioned caused by labor disputes, or labor disturbances
(whether caused by LESSOR or otherwise), accidents repairs or other
cause, not shall LESSOR be liable under any circumstances for loss or
injury to persons of property, however occurring, through or in
connection with or incidental to the furnishing of any of the foregoing
or any other service by LESSOR to LESSEE or any of his employees or
agents, nor shall any such failure relieve LESSEE from the duty to pay
the full amount of rent herein reserved or constitute or be construed
as constructive or other eviction of LESSEE.
7. INSURANCE: The LESSEE at LESSEE'S expense will provide liability
insurance of the lease area. Minimum coverage will be $100,000/300,000
bodily injury and $25,000 property damage. The LESSOR will be endorsed
as an additional named insured on the policy. THE LESSOR will not carry
insurance on LESSEE'S possessions.
Note: If LESSEE is covered by a HOME OWNERS POLICY,
coverage may be extended to cover office liability.
8. SIGNS AND OPTIONS: LESSEE shall not place any sign upon the Premises or
Building conduct any auction thereon without LESSOR'S prior written
consent.
9. LEASE TERMINATION: Intended termination of Lease by LESSEE must be
given in written to LESSOR thirty (30) days prior to the last day of
occupancy.
10. CHOICE OF LAW: This lease shall be governed by the laws of the State in
which the Premises are located. In the event the LESSOR shall bring and
sustain an action against the LESSEE for breach of any covenant,
agreement or condition herein contained, or for the recovery of
possession of the demised Premises, or should the LESSOR, without fault
on its part, be named as a defendant in any action brought against the
LESSEE in connection with this lease or arising out of its occupancy of
the demised Premises, the LESSEE will pay to the lessor all costs and
expenses incurred by it in such action, including a reasonable
attorney's fee.
(2)
11. SUBLET: Neither the LESSEE nor anyone claiming by, through or under the
LESSEE shall mortgage or assign this Lease or sublet the Premises or
any part thereof or permit the use of the Premises by any person other
than the LESSEE without prior written consent.
12. BUILDING RULES: The Rules and Regulations of the building attached
hereto as Exhibit A are expressly made a part of this Lease by
reference, and the LESSEE hereby expressly covenants and agrees to
abide by all of said Rules and Regulations, as well as such reasonable
modifications thereof as may be hereafter adopted and notice thereof
given by the LESSOR. The LESSOR shall have no responsibility to the
LESSEE for violation or non-performance by any other lessee of the
building of any of said Rules and Regulations.
13. WRITTEN NOTICES: All notices by the LESSOR to the LESSEE, or by the
LESSEE to the LESSOR, shall be in writing. Notices to the LESSEE shall
be deemed to be duly given if mailed by registered mail, postage
prepaid, and addressed to the LESSEE at the demised Premises.
14. COVENANTS AND CONDITIONS: All terms, covenants and conditions of this
Lease shall inure to the benefit of and be binding upon the successors
and assigns of the LESSOR (subject to the restrictions on assignments
herein contained) the successors and assigns of the LESSEE, to the same
extent as said terms, covenants and conditions inure to the benefit of
and are binding upon the LESSOR and the LESSEE respectively.
15. ENTRY: Time shall be of the essence in this Lease and all of the terms
and covenants hereof are conditions, upon the breach by the LESSEE of
any of the same it shall be optional with the LESSOR to terminate this
Lease, in which event LESSOR shall have the immediate right of re-entry
and may remove all persons and property from the Premises.
16. STAFF: LESSEE is hereby advised and LESSEE hereby acknowledges that all
employees of the Home Office, who perform work or services for LESSEE
under this Lease or under any service agreements as may be executed by
and between the parties hereto, are, in fact, employees of LESSOR. If,
during the term of this Lease or within six (6) months following the
termination of the Lease, LESSEE hires any employee of The Home Office,
LESSEE agrees to pay LESSOR a few equal in amount to three (3) months
of that employee's last salary with The Home Office.
17. REPAIRS: By entry hereunder LESSEE accepts the Premises as being in
good, sanitary order, condition and repair. LESSEE shall at LESSEE'S
sole cost and expense keep the Premises and every part thereof,
including all windows and doors, in good condition and repair, ordinary
wear and tear excepted. LESSEE shall upon the expiration or termination
of the term hereof surrender the Premises to LESSOR in the same
condition as when received, ordinary wear and tear excepted.
(3)
LESSOR shall have no obligation to alter, remodel, improve, repair,
decorate or paint the Premises or any part thereof and the parties
hereto affirm that LESSOR has made no representations to LESSEE
respected the conditions of the Premises or the Building except as
specifically herein set forth.
18. SERVICE ADDENDUM. Services as are to be performed by Burlingame Home
Office Inc. on behalf of the LESSEE are defined in that Executive Suite
Tenant Service Agreement as executed by the parties hereto and which,
by reference herein, as part hereof.
IN WITNESS WHEREOF, The LESSOR and LESSEE have executed this Lease as
of the day and year first above written.
LESSOR: BURLINGAME HOME OFFICE INC. LESSEE: MULTIMEDIA ACCESS CORP.
BY: XXXXX XXXXXXXX BY: Xxxxxxx X. Xxxxxxxx
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TITLE: BUSINESS ADMINISTRATOR TITLE: CFO
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SIGNATURE /s/ Xxxxx Xxxxxxxx 10-11-95 SIGNATURE /s/ Xxxxxxx X. Xxxxxxxx
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(4)
EXHIBIT "A"
RULES AND REGULATIONS WHICH CONSTITUTE A PART OF THE OFFICE
LEASE OF THE HOME OFFICE
1. The sidewalks, entrances, passages, courts, elevators, vestibules,
stairways, corridors or halls shall not be obstructed for any purpose
other than ingress and egress.
2. No awnings or other projection shall be attached to the outside walls
of the buildings without the prior written consent of the LESSOR. No
curtains, or blinds, shades or screens shall be attached to or hung in
or used in connection with, any window or door of the Premises without
prior written consent of LESSOR. All electrical coiling fixtures hung
in offices or spaces along the perimeter of the building must be
fluorescent and/or of a quality, type, design and bulb color approved
by LESSOR.
3. No sign, advertisement or notice shall be exhibited, painted or affixed
by LESSEE on any part of, or so as to be seen from the outside of, the
Premises or the building without the prior written consent of the
LESSOR. In the event of the violation of the foregoing by LESSEE,
LESSOR may remove same without any liability and may charge the expense
incurred in such removal to the LESSEE. Interior signs on doors and
directory tablet shall be inscribed, painted or affixed for LESSEE by
LESSOR at the expense of LESSEE, and shall be of a size, color and
style acceptable to the LESSOR.
4. The sashes, sash doors, skylights, windows and doors that reflect or
admit light into halls, passageways or other public places in the
buildings shall not be covered or obstructed by LESSEE, nor shall any
bottles, parcels or other articles be placed on the windowsills.
5. LESSEE shall not xxxx, paint, drill into, or in any way deface any part
of the Premises or the building. No boring, cutting, or stringing of
wires or laying of linoleum or other floor covering shall be permitted,
except with the prior consent of the LESSOR, and as LESSOR may direct.
6. No bicycles, vehicles or animals or any kind shall be brought into or
kept in or about the Premises, and no cooking shall be done or
permitted by the LESSEE in the Premises, except that the preparation of
coffee, tea, hot chocolate and similar items for LESSEE, its employees
and visitors shall be permitted. LESSEE shall not cause or permit any
unusual or objectionable odors to be produced in or permeate from the
Premises.
7. The Premises shall not be used for manufacturing or for the storage of
merchandise except such as storage may be incidental to the use of the
Premises for general office purposes. LESSEE shall not, without the
prior written consent of LESSOR, occupy or permit any portion of its
Premises to be occupied or used for the manufacture or sale of liquor,
narcotics, or tobacco in any form, or as a medical office, or as a
xxxxxx or manicure shop, or as an employment bureau. LESSEE shall not
engage or pay any employees on the Premises except those actually
working for the LESSEE on the Premises nor advertise for laborers
giving an address at the Premises. The Premises shall not be used for
lodging or sleeping or for any immoral or illegal purposes.
8. LESSEE shall not make, or permit to be made any unseemly or disturbing
noises or disturbing noises or disturb or interfere with occupants of
this or neighboring buildings or premises or those having business with
them whether by the use of any musical instrument, radio, phonograph,
unusual noise, or any other way. LESSEE shall not throw anything out of
doors, windows or skylights or down the passageways.
(5)
9. Neither LESSEE, nor any of LESSEE'S servants, employees, agents,
visitors or licensee, shall at any time bring or keep upon the Premises
any inflammable, combustible or explosive fluid, chemical or substance.
10. No additional locks or bolts of any kind shall be place upon any of the
doors or windows by LESSEE, nor shall any changes be made in existing
locks or the mechanisms thereof unless LESSOR is furnished a key
thereof. LESSEE must, upon the termination of its tenancy, give to the
LESSOR all keys of stores, offices or toilets and toilet rooms, either
furnished to, or otherwise procured by LESSEE, and in the event of the
loss of any keys so furnished, LESSEE shall pay LESSOR the cost of are
placing the same or of changing the lock or locks opened by such lost
key if LESSOR shall deem it necessary to make such change.
11. All removals, or the carrying in or out of any safes, freight,
furniture, or bulky matter of any description must take place during
the hours which LESSOR may determine from time to time. The moving of
safes or other fixtures of bulky matter of any kind must be made upon
previous notice to the Office of the building and under its
supervision, and the persons employed by LESSEE for such work must be
acceptable to the LESSOR. The LESSOR reserves the right to inspect all
safes, freights or other bulky articles which violate any of these
Rules and Regulations or the Lease of which these Rules and Regulations
are a part. LESSOR reserves the right to prescribe the weight and
position of all safes, which must be placed upon supports approved by
LESSOR to distribute the weight.
12. All office equipment of any electrical or mechanical nature shall be
placed by LESSEE in the Premises in settings approved by LESSOR, to
absorb or prevent any vibration, noise, or annoyance.
13. No air conditioning unit or other similar apparatus shall be installed
or used by LESSEE without the written consent of LESSOR.
14. One key shall be furnished to LESSEE without charge at the time of move
in. Extra keys may be obtained for a nominal fee from LESSOR.
15. LESSOR will not permit admittance to leased Premises to non-tenants
without prior written consent of LESSEE.
16. Plastic chair mats are mandatory for all desk chairs equipped with
rolling casters. Carpet damage resulting from negligence in this regard
will be billed to LESSEE and LESSEE will be responsible for such
damages up to and including the cost of the entire carpet in the
demised Premises.
17. Solicitors are not permitted on the Premises. Should you encounter
solicitors, a report of activity to the LESSOR will be appreciated.
(6)
THE HOME OFFICE EXECUTIVE SUITE SERVICE AGREEMENT (EST)
THE HOME OFFICE and the undersigned, hereinafter referred to as the CLIENT, do
hereby enter into this agreement whereby THE HOME OFFICE is authorized to
provide the CLIENT those services as defined herein and to commence such
services on the 15th of OCTOBER, 1995, and whereby this agreement is subject
to cancellation by either party upon thirty days notice by either party.
SERVICES
1. TELEPHONE ANSWERING
THE HOME OFFICE, during the hours of 8:30am to 5:00pm, Monday through Friday,
excepting for designated holidays, shall answer the CLIENTS telephone when
CLIENT is absent from the office and relay messages to the CLIENT in accordance
with the Telephone Services agreement which by reference is made part hereof.
2. RECEPTIONIST
THE HOME OFFICE shall receive CLIENT'S visitors; advise CLIENTS'S office. IF
CLIENT is out of the office, a message will be taken and relayed to the CLIENT.
3. SECRETARIAL
THE HOME OFFICE provides a variety of secretarial services including word
processing, special projects, i.e., filing, labels, mailing forms, fax sending.
All secretarial services will be charged at the published secretarial hourly
rate schedule.
4. MAIL SERVICE
THE HOME OFFICE will act as agent for CLIENT in receiving mail for delivery to
the CLIENT'S office when such mail is delivered to THE HOME OFFICE. In
conjunction with this service the CLIENT:
a. agrees to those conditions as included in the U.S. Post Office
Form No. 1583 which, by reference, is made a part hereof,
b. shall show THE HOME OFFICE positive proof of identification, in
accordance with federal regulations,
c. authorizes THE HOME OFFICE to sign for any mail that is
deliverable only upon a signature.
THE HOME OFFICE shall process CLIENT'S outgoing mail through its metered mail,
UPS, Federal Express systems on a daily basis except designated holidays.
(7)
5. PHOTOCOPYING
Photocopies will be charged at THE HOME OFFICE published rate sheet.
6. BUSINESS ADDRESS
THE HOME OFFICE hereby authorizes the CLIENT'S use of its business address on
the CLIENT'S business letterheads and business cards provided the client:
A. agrees not to use THE HOME OFFICE address for any unlawful
purpose and that the use of the address will only be for the
purpose of promoting the interests of the CLIENT'S stated
business;
B. shall not use THE HOME OFFICE address for advertising or any
other purpose not expressly defined herein without the written
consent of THE HOME OFFICE.
7. BUSINESS LISTING
THE HOME OFFICE shall list the CLIENT'S business name on the building
directory as follows:
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OSPREY TECHNOLOGIES INC.
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8. THE HOME OFFICE will make other business services and equipment in the
office available for use by the CLIENT in accordance with THE HOME
OFFICE published rate schedule.
9. ADDITIONAL SERVICES INCLUDED IN LEASE
PHONE SET & PHONE LINE @ $35.00
ADDITIONAL SETS @
ADDITIONAL LINES @
ANSWERING SERVICE @
VOICE MAIL 1 @ $20.00
TOTAL ADDITIONAL SERVICES $55.00
PAYMENT TERMS
CLIENT agrees to pay THE HOME OFFICE the amount defined in the monthly
lease in advance each month. Charges for optional services will be
included in each monthly invoice which is due and payable upon receipt.
(8)
CLIENT agrees not to hold THE HOME OFFICE liable of commission or
omission in the rendering of services under this agreement and further
agrees that this agreement is in effect for the term of that office
lease executed by the parties hereto.
This Executive Suite Service Agreement executed on this FIFTEENTH day
of OCTOBER, 1995, by:
/s/ Xxxxx Xxxxxxxx 10-11-95 /s/ Xxxxxxx X. Xxxxxxxx
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Signature Signature
Name XXXXX XXXXXXXX Name Xxxxxxx X. Xxxxxxxx
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Company BURLINGAME HOME OFFICE, INC. Company MULTIMEDIA ACCESS CORP.
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(9)
