Exhibit 10.24
OFFICE LEASE AGREEMENT
THE DEL MAR MORTGAGE BUILDING
BASIC LEASE INFORMATION AND DEFINED TERMS
LEASE DATE: JANUARY 5, 2001
LANDLORD: THE WILDWOOD HILLS DEVELOPMENT, CORPORATION
X.X. Xxx 000
Xxxxxxxxx, Xxxxxxxxxx 00000
Attention: XXXX X. ROLES, PRESIDENT
Telephone: (000) 000-0000
Telecopy: (000) 000-0000
TENANT: THE VESTIN GROUP
d.b.a. VESTIN MORTGAGE, INC.
0000 Xx Xxxxxx Xxx. xxxxx 000
Xxx Xxxxx, Xxxxxx 00000
Attention: XXXXXXX XXXXXXX, COB, CEO
Telephone: (000) 000-0000
Telecopy: (000) 000-0000
PROJECT The Del Mar Building
0000 Xx Xxxxxx Xxxxxx
Xxx Xxxxx, Xxxxxx
BUILDING: The entire two-story office building located on the Project and
generally depicted on Exhibit "A".
LEASED PREMISES: The portion of the Building designated as the Exercise Suite
and generally depicted on Exhibits "B & " as the shaded
area.
TOTAL RENTABLE AREA: 20,000 square feet, (gross).
TENANT AREA: 000x- xxxxxx xxxx, (xxxxx).
TERM OR LEASE TERM: five Years
Initial Term: Sixty (60) months calculated from the first day of the next
calendar month after the Commencement Date occurs (or
calculated from the Commencement Date if that date
occurs on the first of the month).
COMMENCEMENT DATE: March 1, 2001.
EXTENSION TERMS: One five year term
MINIMUM RENT: $1.05+- per square foot of Tenant Area for the first Twelve
(12) months of the Term as listed below:
(1st year)$1.05+ - per square foot of tenant area, March 1, 2001 to February 28,
2002 - $420.00 per month, $5,040.00 per year.
(2nd year)$1.05+ - per square foot of tenant area, March 1, 2002 to February 28,
2003- $420.00 per month, $5,040.00 per year.
(3rd year)$1.10+ - per square foot of tenant area, March 1,2003 to February
28, 2004 - $440.00 per month, $5,280.00 per year.
(4th year)$1.10+ - per square foot of tenant area, March 1, 2004 to February
28, 2005- $440.00 per month, $5,280.00 per year.
(5th year)$1.151+ - per square foot of tenant area, March 1, 2005 to February
28, 2006- $460.00 per month, $5,520.00 per year
IMPROVEMENT ALLOWANCE: Landlord will provide no improvement allowance. The
suites are to be leased in "AS IS CONDITION".
SECURITY DEPOSIT: N/A
EXPENSE STOP: N/A
REPLACEMENT OF LEASE IT IS MUTUALLY AGREED THAT THIS LEASE, AS OF MARCH
1,2001 SHALL
REPLACE THE LEASE AGREEMENT DATED APRIL
8,1999 BY AND BETWEEN WILDWOOD HILLS
DEVELOPMENT, CORP. AND DEL MAR HOLDINGS
(VESTIN GROUP) D.B.A. VESTIN MORTGAGE, INC.
THE APRIL 8, 1999 LEASE SHALL BECOME NULL
AND VOID AND OF NO FURTHER FORCE AND EFFECT,
EXCEPTING THAT THE BASE YEAR USED FOR
TENANTS PROPORTIONATE SHARE OF "PROJECT
OPERATING COSTS" NOW REFERRED TO IN SECTION
3 c. OF THIS LEASE AGREEMENT, AS THE "RENTAL
ADJUSTMENTS,"SHALL USE APRIL 8, 1999 AS THE
BEGINNING OF THE BASE YEAR AGAINST WHICH ALL
"RENTAL ADJUSTMENTS WILL BE MADE.
PERMITTED USE: EXERCISE ROOM
GENERAL TERMS AND CONDITIONS
1. DESCRIPTION OF BUILDING AND LEASED PREMISES.
a. Leased Premises. Landlord leases to Tenant, and Tenant leases
from Landlord, the Leased Premises upon the terms and
conditions set forth in this Agreement, the Leased Premises.
b. Square Footage. Tenant confirms that it has had ample
opportunity to inspect the Leased Premises and Project and to
confirm the Total Rentable Area and Tenant Area. Tenant
acknowledges that there are several different methods to
calculate the square footage, and Tenant has approved the
method used to calculate the Total Rentable Area and Tenant
Area specified in this Lease.
2. TERM AND POSSESSION.
a. Term. This Lease is binding upon Landlord and Tenant as of the
Lease Date, but the Term of this Lease will commence on the
Commencement Date.
b. Possession. If Landlord is unable to deliver possession of the
Leased Premises ready for occupancy at the Outside Delivery
Date, Landlord will not be liable for any damage, Tenant
waives any claims or causes of action against Landlord
relating to the delay, and this Lease will become voidable at
the option of Landlord. If Landlord is unable to deliver
possession of the Leased Premises ready for occupancy at the
Outside Delivery Date, no Rent will be payable by Tenant to
Landlord for any pro rata portion of the Lease Term prior to
actual delivery to Tenant of possession of the Leased Premises
ready for occupancy. If the Leased Premises are not ready for
occupancy within 60-days after the Outside Delivery Date,
Tenant will have the right to terminate and cancel this Lease
and all obligations of Landlord and Tenant under this Lease by
delivery of written notice to Landlord.
3. RENT.
a. Aggregate Rent. Tenant will pay to Landlord, the aggregate of
the Minimum Rent, Parking Charges, Rental Adjustments, and
Additional Rent, plus any taxes levied on
rents (collectively, the "RENT"), in advance, on the
Commencement Date and thereafter on the first day of each
calendar month during the Lease Term. All payments of Rent
will be paid by Tenant, without prior notice or demand or
deduction or offset, to Landlord at the address set forth on
this Lease or at any other place that Landlord may from time
to time designate in writing. If Landlord has not received
payment of the monthly installment of Rent within five days
after the 1st day of each month with or without delivery of
written notice by Landlord to Tenant, Tenant will pay, as
Additional Rent, a late charge equal to ten percent of the
unpaid amount. Any payment of Rent that is not paid in a
timely fashion and considered dilequent after the date due
will bear interest at the rate of 12%.
b. Parking Charges. Tenant will pay to Landlord the Parking
Charges set forth in Exhibit C.
c. Rental Adjustments.
i. Definitions. For purposes of calculating the Rental
Adjustments, the following terms will have the
meanings ascribed below.
ii. "OPERATING COSTS" means all costs and expenses that
are associated with the ownership, operation, and
maintenance of the Project (excluding depreciation
and all amounts paid on loans) including, by way of
illustration but not by way of limitation, the cost
and expense of: real and personal property taxes and
assessments, whether assessed against the Project,
Landlord, or assessed against Tenant and collected by
Landlord; utilities; supplies; Landlord's insurance
premiums; deductible amounts on any insurance claims
under Landlord's insurance; all costs and expenses of
repairs, maintenance, replacements, and renovations,
or additions required by any governmental entity
having jurisdiction over the Project or Landlord, and
including the amount of amortization on those items
that Landlord chooses to capitalize; management fees;
and all other costs that can properly be considered
expenses of operating or maintaining the Project.
Operating costs will not include leasing commissions
for any new lease and will not include the costs and
expenses associated with the construction and
installation of the Building Standard Work for
tenants that may enter into leases for unleased
portions of the Building after the Commencement Date
of the Lease. For purposes of this Paragraph
3.3(a)(ii) only, the word "replacements" will not
include the cost and expense of correcting initial
construction defects in the foundation, bearing
walls, exterior walls, subflooring, and roofs of the
Building and will not include the costs and expenses
for replacements to the foundations, bearing walls,
exterior walls, subflooring, and roofs of the
Building unless the replacements are occasioned by
the reckless or intentional acts or omissions of
Tenant or any other person who may be in or upon the
Project with the consent (implied or otherwise) of
Tenant.
iii. "OPERATIONAL YEAR" means all or any portion of any
calendar year during which this Lease is in effect.
iv. "EXCESS COST" means the amount by which the Operating
Costs for any Operational Year exceed the Expense
Stop.
v. "RENTAL ADJUSTMENTS" means an amount equal to the
product obtained by multiplying the Tenant Area by
the quotient derived by dividing the Excess Cost by
the Total Rentable Area.
d. Payment of Rental Adjustments. Prior to the commencement of
each full or partial Operational Year during the Term of this
Lease, Landlord will deliver to Tenant a written estimate in
reasonable detail of Operating Costs and Tenant's estimated
Rental Adjustment for the year. Thereafter, with each payment
of Minimum Rent, each month Tenant will pay 1/12 of the
estimated Rental Adjustment. As soon as practicable after the
end of each Operational Year, Landlord will submit to Tenant a
written statement showing the actual Operating Costs for that
Operational Year, Tenant's share of actual Operating Costs,
Tenant's actual Rental Adjustments, and the difference between
Tenant's actual Rental Adjustments and the amount of estimated
Rental Adjustments paid by Tenant. If the Tenant's actual
Rental Adjustments exceeds the amount of Rental Adjustments
paid by Tenant for that Operational Year, Tenant will pay to
Landlord within 30 days of receipt of the written statement,
the full amount of the excess. If the Tenant's actual Rental
Adjustments is less than the amount of estimated Rental
Adjustments paid for that Operational Year, the amount will be
credited against the next monthly Rent payment(s) due Landlord
from Tenant. If this Lease commences or terminates on a day
other than the first day of an Operational Year, Tenant will
be charged only for Rental Adjustments for the portion of the
Operational Year that falls within the Lease Term.
e. Additional Rent. Without limiting any of Tenant's covenants or
agreements contained in this Lease and without limiting
Tenant's obligation to pay any other component of the Rent,
Tenant agrees that it will pay to Landlord, as "ADDITIONAL
RENT," all additional amounts designated in this Lease,
whether or not described as Rent.
4. LEASED PREMISE' USE.
a. Use. Tenant will use the Leased Premises only for the
Permitted Use and not otherwise. No use will be made of the
Leased Premises, and no act will be done in or about the
Leased Premises, that is illegal, unlawful, or that will
increase the existing rate of insurance upon the Leased
Premises, the Building or the Project. Tenant will not commit
or allow any public or private nuisance or other act or thing
that disturbs the quiet enjoyment of any other tenant in the
Building, nor will Tenant, without the prior written consent
of Landlord, use any apparatus, machinery or device in or
about the Leased Premises that will cause any substantial
noise or vibration. If any of Tenant's office machines or
other equipment disturbs the quiet enjoyment of any other
tenant in the Building, Tenant will take the action as may be
necessary to immediately eliminate the disturbance.
b. Floor Load. Tenant will not bring upon the Leased Premises any
item with weight sufficient to potentially cause damage to, or
that may jeopardize the structure of, the Leased Premises or
the Building.
5. SERVICES PROVIDED BY LANDLORD. Landlord will maintain the public and
common areas of the Building and the Project, such as lobbies, stairs,
elevators, landscaping, corridors, parking lots and public restrooms,
in good order and condition except for damage occasioned by the act or
negligence of Tenant. Landlord will furnish the water for common areas
and with electricity for lighting and the operation of the elevator. It
will be the responsibility of Tenant to maintain the leased premises.
Landlord will not be liable for damages, nor will Tenant's obligation
to pay Rent be abated, for Landlord's failure to furnish or for delay
in the furnishing any of the foregoing services, if the failure or
delay is caused by accident or conditions beyond the reasonable control
of Landlord. The temporary failure to furnish any of me services will
not be
construed as an eviction of Tenant and will not relieve Tenant from the
duty of observing and performing any of the provisions of this Lease so
long as Landlord proceeds with reasonable diligence to correct any the
failure.
6. REPAIRS AND ALTERATIONS. Tenant agrees by taking possession of the
Leased Premises that the Leased Premises are then in a tenantable and
good condition, that Tenant will take good care of the Leased Premises,
and the Leased Premises will not be altered or changed without the
prior written consent of Landlord Tenant waives any right to make
repairs at Landlord's expense. Tenant will not make changes to locks or
doors or add, disturb, or in any way change any plumbing, ducting, or
wiring without first obtaining the written consent of Landlord. All
damage or injury done to the Project by Tenant or by any persons who
may be in or upon the Project with the consent of Tenant will be paid
for by Tenant, and Tenant will pay for all damage to the Project caused
by Tenant's misuse; however, Tenant will pay far structural damage to
the Project only if occasioned by negligent, reckless, or intentional
acts or omissions of Tenant or any other person who may be in or upon
the Project with the consent (implied or otherwise) of Tenant. All
repairs to the Leased Premises necessary to maintain the Leased
Premises in a tenantable and good condition will be done by or under
the direction of Landlord at Tenant's expense (payable to Landlord
immediately upon demand) except as otherwise specifically provided in
this Lease. Tenant will pay for the replacement of doors or windows of
the Leased Premises that are cracked or broken by Tenant, its
employees, agents or invites, and Tenant will not put any curtains,
draperies or other hangings on or beside the windows in the Leased
Premises without first obtaining Landlord's written consent. Landlord
may make any alterations or improvements that Landlord may deem
necessary for the preservation, safety, or improvement of the Project.
All alterations, additions, and improvements, except fixtures installed
by Tenant and that are removable without damage to the Building, will
become or remain, as applicable, the property of Landlord.
7. ENTRY INTO PREMISES. Tenant will permit Landlord and its agents to
enter into and upon the Leased Premises at all reasonable times for the
purpose of inspecting the Leased Premises or for the purpose of
cleaning, repairing, altering, or improving the Leased Premises or
Building, and when necessary for the purpose, Landlord may close
entrances, doors, corridors, elevators, or other facilities without
liability to Tenant by reason of the closure and without the action by
Landlord being deemed an eviction of Tenant or to relieve Tenant from
the duty of observing and performing any and all of Tenant's
obligations of this Lease, so long as Landlord proceeds with reasonable
diligence to make the alterations and repairs. LANDLORD AND ITS AGENTS
MAY ENTER THE LEASED PREMISES FOR THE PURPOSE OF SHOWING THE LEASED
PREMISES TO PROSPECTIVE TENANTS FOR A PERIOD OF 180 DAYS PRIOR TO THE
EXPIRATION OF THE LEASE TERM, AND MAY ENTER AT ANY REASONABLE TIME TO
SHOW THE LEASED PREMISES TO PROSPECTIVE PURCHASERS OR LENDERS.
8. DAMAGE OR DESTRUCTION. If any part of the Project is damaged by fire or
other casualty that is fully covered by Landlord's insurance and that
is without the fault of Tenant, the damage will be repaired by
Landlord, so long as the repairs can be made within 60 days after the
occurrence of the damage. Until the repairs are completed, the Rent
will be abated in proportion to the part of the Leased Premises that is
unusable by Tenant in the conduct of its business as the result of the
casualty. If the repairs cannot be made within 60 days, Landlord may,
at Landlord's election, make them within a reasonable time using due
diligence, and, if Landlord elects to make the repairs, this Lease will
continue in effect and the Rent will be abated in the manner provided
above. Landlord's election to make repairs that cannot be made within
60 days after the occurrence of the damage must be evidenced by written
notice to Tenant within 30 days after the
occurrence of the damage. If Landlord does not so elect to make the
repairs, then either party may, by written notice to the other, given
within 30 days after the end of Landlord's 30 day election period
described above, terminate this Lease.
9. ADVERTISING AND SIGNAGE. Tenant will not post, place, or in any manner
display any sign, inscription, notice, picture, placard or poster, or
any advertising material whatsoever anywhere in or about the Project at
places visible from anywhere outside the Leased Premises without first
obtaining Landlord's written consent. Tenant, however, will be
specifically entitled to: (i) a reasonable amount of space for its name
on the door as signage for the leased premises; and (ii) a reasonable
amount of space on any building directory that may be located on the
Project.
10. HOLD HARMLESS. Tenant will defend, indemnify, and hold harmless
Landlord on demand for, from, and against any and all liability,
damages, costs, or expenses, including attorney's fees, arising from
any act, omission, or negligence of Tenant, or the officers,
contractors, licensees, agents, servants, employees, guests, invitees,
or visitors of Tenant in or about the Project, or arising from any
accident, injury or damage to any person or property occurring in or
about the Project.
11. INSURANCE. During the term of the Lease, Tenant will maintain liability
insurance, fire insurance with extended coverage, and water damage
insurance in amounts sufficient to fully cover Tenant's improvements
and all property in the Leased Premises that is not owned by Landlord,
and liability insurance against claims of death, personal injury, and
property damage in or about the Leased Premises, in amounts that are
acceptable to Landlord. Policies for the insurance will waive any right
of subrogation against Landlord, will show Landlord as an additional
insured and will not be cancelable with less than 30 days notice to
Landlord. Prior to taking possession of the Leased Premises and,
thereafter, within 30 days prior to the expiration or cancellation of
any previously delivered policy, Tenant will deliver to Landlord
evidence satisfactory to Landlord that the insurance is fully paid for
the immediately succeeding one year period.
12. LIENS AND BANKRUPTCY. Tenant will keep the Project and Leased Premises
free from any liens or encumbrances arising out of any work performed
by or on behalf of Tenant or otherwise relating to any act of Tenant.
If Tenant is adjudged bankrupt, or insolvent, or makes any assignment
for the benefit of creditors, or if the business conducted on the
Leased Premises passes into the bands of any receiver, court, trustee,
or officer, or if the Term of this Lease is attached or taken on
execution, this will constitute an event of default under the Lease,
and Landlord may, at its option, exercisable in its sole discretion by
written notice to Tenant, terminate this Lease and recover possession
of the Leased Premises from any and all parties.
13. DEFAULT BY TENANT. Upon breach or default of this Lease by Tenant,
Landlord may pursue any and all rights, at law or equity, against
Tenant. Except when Landlord feels reasonably and justifiably insecure
as to the solvency of the Tenant or its ability to perform its
obligations under the Lease, Tenant will have 20 days after receipt of
written notice from Landlord within which to completely cure any
non-monetary default; however, if the non-monetary default is not
completely cured within 20 days and Tenant demonstrates to Landlord
that Tenant is using (and will continue to use) its best efforts to
completely cure the non-monetary default, Tenant will have the
additional time to cure as Landlord deems reasonably appropriate under
the circumstances. In no event, however, will the time period within
which Tenant must completely cure any non-monetary default extend to a
period of time greater than 90 days. Without limiting the foregoing, at
expiration of the term of this Lease or if default is made in the
payment of Rent or in the performance of any agreements of Tenant
contained in this Lease, Landlord, or its agent, will have the right to
enter and take possession of the Leased Premises. In the case of
re-entry by Landlord, and Tenant agrees to deliver the Leased Premises
without process of law, Tenant's rights to occupy or control the Leased
Premises will immediately cease, and this Lease, at the option of
Landlord, will terminate. If any default or breach by Tenant occurs,
the obligations of Tenant under this Lease, including Tenant's
obligation to pay Rent will not cease, and Tenant will be liable for
any loss or damage to Landlord for failure to comply with this Lease.
If Landlord retakes possession of the Leased Premises, Landlord may
remove and store all personal property of Tenant in any place selected
by Landlord at the expense and risk of Tenant Landlord may sell any or
all of the property at public or private sale as provided by law and
will apply the proceeds of the sale first to the cost of the sale,
second to the payment of charges for storage, if any, third to the
payment of other sums that may be due from Tenant to Landlord under the
terms of this Lease, and fourth the balance, if any, to Tenant. Tenant
waives all claims for damages that may be caused by Landlord's
re-entering and taking possession of the Leased Premises, removing,
storing, and/or selling the property of Tenant. No re-entry of Landlord
will be considered or construed to be a forcible entry.
14. COSTS AND ATTORNEYS' FEES. If either party employs legal counsel to
enforce any term of this Lease, the other party will pay to the
prevailing party, immediately upon demand, the prevailing party's
costs, expenses, and attorney's fees.
15. NO-WAIVER. Waiver by Landlord of any breach of Tenant of any term,
covenant, or condition of this Lease will not be deemed to be a waiver
of the term, covenant, or condition or a waiver of any subsequent
breach of the term, covenant, or condition. The acceptance of Rent by
Landlord will not be deemed to be a waiver of any existing breach by
Tenant of any term, covenant, or condition of this Lease, regardless of
Landlord's knowledge of the existing breach at the time of acceptance
of the Rent.
16. ASSIGNMENT AND SUBLETTING. Tenant will not assign this Lease or sublet
all or any part of the Leased Premises without Landlord's prior written
consent. Any attempt to do otherwise will be void and of no effect. No
assignment or subletting will relieve Tenant of Tenant's liability
under this Lease. If Tenant desires to assign this Lease or sublet all
or any part of the Leased Premises and Tenant has notified Landlord of
this desire, Landlord will not unreasonably withhold its consent to a
change or modification of the "use" clause contained in Paragraph 4.1
so long as the proposed change or modification is not incompatible with
existing uses and is not prohibited by the terms of any existing lease
or related agreement.
17. SUCCESSORS. Subject to the restrictions set forth in Paragraph 16, all
of the covenants, agreements, terms, and conditions contained in this
Lease will apply to and be binding upon Landlord and Tenant and their
respective heirs, executors, administrators, successors, and assigns.
18. SUBORDINATION. At the lender's election, this Lease will automatically
be subordinate to any mortgage or deed of trust placed upon the Project
by Landlord, to any and all advances made or to be made under the
mortgage or deed of trust, and to all renewals, replacements and
extensions of the mortgage or deed of trust. Within 15 days of
presentation, Tenant will execute, acknowledge and deliver to Landlord
any subordination, attornment or non-disturbance agreement or other
instrument that Landlord or Landlord's lenders, may require.
19. SALE BY LANDLORD. A sale or conveyance of all or any part of the
Project or Leased Premises will operate to release Landlord from
liability for events occurring subsequent to the sale or conveyance and
any express or implied covenants or conditions contained in this Lease,
Tenant will look solely to Landlord's successor in interest in and to
this Lease. This Lease will not be affected by any subsequent sale or
conveyance, and Tenant will attorn to the successor in
interest. If Tenant has made a Security Deposit, Landlord may transfer
the Security Deposit to its successor in interest, and Landlord will be
discharged from further liability.
20. ESTOPPEL CERTIFICATE. Within 10 business days after delivery of
Landlord's written request, Tenant will execute, acknowledge and
deliver to Landlord a written statement on a form provided by Landlord:
(i) certifying that this Lease is unmodified and in full force and
effect (or, if modified, stating the nature of the modification and
certifying that this Lease, as so modified, is in full force and
effect) and the day to which Rent and other charges are paid in
advance, if any; (ii) affirmatively representing that there are not any
uncured defaults by Landlord or Tenant (or specifying the defaults if
they are claimed); and (iii) providing any other information reasonably
requested by Landlord. Tenant's written statement may be relied on by a
prospective purchaser or encumbrancer of all or any portion of the
Project. Tenant's failure to deliver a written statement within the
time will be conclusive against Tenant that: (i) this Lease is in full
force and effect, without modification except as may be represented by
Landlord; (ii) there are no uncured defaults in Landlord's performance
or Tenant's performance, and (iii) not more than one month's Rent has
been paid in advance: The failure of Tenant to deliver the written
statement to Landlord within the time will constitute a default by
Tenant under this Lease, whereupon Landlord may elect to enforce any
and all rights and remedies provided to Landlord in this Lease.
21. CONDEMNATION. If all of the Leased Premises, are taken by condemnation
or eminent domain proceeding, this Lease will automatically terminate
as of the date of the final condemnation, or as of the date possession
is taken by the condemning authority, whichever is earlier. Current
Rent will be apportioned as of the date of the termination. If part of
the Leased Premises or a portion of the Project not required for the
use of Leased Premises is taken by condemnation or eminent domain, this
Lease will continue in full force and effect, and if the rentable area,
of the Leased Premises is reduced, the Rent will be reduced in
proportion to the reduction in the area of the Leased Premises, the
Rent reduction to be effective on the date of the partial taking. No
award for any partial or entire taking will be apportioned, and Tenant
assigns to Landlord any award that may be made in the taking or
condemnation; however, nothing in this Lease will be deemed to give
Landlord any award made to Tenant for the taking of personal property
belonging to Tenant, for the interruption of or damage to Tenant's
business or for Tenant's moving expenses. Without limiting the
foregoing, if more than 25% of the Tenant Area is taken by virtue of
any condemnation or eminent domain proceeding, Tenant, upon 10 days
written notice to Landlord, will have the right to terminate this
Lease.
22. RULES AND REGULATIONS. Tenant, its employees, agents, clients,
customers, invitees and guests will comply with any rules and
regulations adopted by Landlord. Any violation of the rules and
regulations will constitutes a breach and default of this Lease.
23. NOTICES. To be effective, all notices under this Lease will be in
writing and delivered in person or sent by hand delivery, telecopy,
certified mail, or overnight delivery to Landlord and Tenant at the
addresses designated on the cover page of this Lease, or to any other
place as may be designated by either party in writing. Notices will be
effective upon delivery if personally delivered or sent by telecopy, or
overnight delivery within two days after deposit in the United States
mail certified mail, return receipt requested, postage prepaid,
properly addressed.
24. GOVERNING LAW. This Lease will be construed and governed by the Laws of
the State of Nevada.
25. TIME OF ESSENCE. Time is of the essence of this Lease.
26. LANDLORD'S APPROVAL. Wherever the terms of this Lease require or allow
Landlord's consent,
approval, or satisfaction be given or obtained, the consent, approval,
or satisfaction will be given or withheld in Landlord's sole and
absolute discretion, except as otherwise specified in this Lease.
27. SECURITY DEPOSIT. Concurrently with its execution of this Lease, Tenant
will deliver to Landlord other Security Deposit for the performance by
Tenant of every covenant and condition of this Lease. The deposit may
be commingled with other funds of Landlord and will bear no interest.
If Tenant defaults with respect to any covenant or condition of this
Lease, including but not limited to the payment of Rent or any other
charges, Landlord, at Landlord's option, may apply the whole or any
part of the security deposit to the payment of any sum in default or
any other sum that Landlord may be required to spend by reason of
Tenant's default. If Landlord elects to apply the whole or any part of
Tenant's security deposit to the payment of any sum. Landlord may do so
without waiver of any Tenant default, and Landlord may demand that
Tenant deliver a sum equal to the amount so applied by Landlord.
Tenant's failure to deliver the sum to replenish Tenant's security
deposit within ten (10) days following delivery of written demand by
Landlord will constitute an additional default by Tenant under this
Lease. If Tenant complies with all of the covenants and conditions of
this Lease, the security deposit or any balance thereof remaining will
be returned to Tenant within 14 days of the expiration of the term
hereof.
28. AUTHORITY. Tenant warrants and represents that Tenant is fully capable
of performing the terms of this Lease, that Tenant has full and
requisite power and authority to execute, deliver, and perform this
Lease in accordance with their respective terms, and that this
execution of the Lease and other documents and instruments will not act
or to cause a violation or breach of any court order, judgment, or
agreement to which Tenant is a party.
29. ENTIRE AGREEMENT. This Lease and all exhibits embody the entire
Agreement between the Landlord and Tenant and any prior oral or written
understanding and/or representation not specifically numerated in this
Lease is deemed ineffective and of no force or effect. This Lease may
be amended only by written instrument executed by both Landlord and
Tenant.
Landlord and Tenant have executed this Lease on the Lease Date.
LANDLORD
Wildwood Hills Development, Corporation
an Arizona, Corporation
By:
-----------------------
Xxxx X. Roles
Its: President
TENANT
The Vestin Group
d.b.a. Vestin Mortgage, Inc.
a Nevada, Corporation
By: /s/ Xxxxxxx Xxxxxxx
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Xxxxxxx Xxxxxxx
Its: Chief Executive Officer
EXHIBIT "A"
DEL MAR OFFICE BUILDING
PLOT PLAN
[PLOT PLAN]
EXHIBIT "B"
DEL MAR OFFICE BUILDING
THIRD FLOOR
EXERCISE ROOM
[PLOT PLAN]
EXHIBIT "C"
TO
OFFICE LEASE AGREEMENT
(Parking Charges)
TENANT SHALL HAVE NO PARKING PRIVILEGES ASSOCIATED
WITH THE LEASE OF THIS EXERCISE SUITE.
Agreed:/s/ Xxxxxxx Xxxxxxx
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By, Xxxxxxx Xxxxxxx
Wildwood Hills Development, Corporation
Agreed:
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By, Xxxx Roles
EXHIBIT "D"
LEGAL DESCRIPTION
That portion of the Southeast Quarter (SE 1/4) of Xxxxxxx 0,
Xxxxxxxx 00 Xxxxx, Xxxxx 00 Xxxx, X. D. B & M, more particulary
described as follows:
Lot 3-1 as shown on that certain parcel map on file in the
Office of the Xxxxx County Recorder, in file 85 of Parcel Maps, Page
44. Exercise Suite.
EXHIBIT "E"
RULES AND REGULATIONS
1. The sidewalks, halls, passages, exits and entrances
of the building will not be obstructed by any of the
Tenants or used by them for any purpose other than
for ingress and egress from their respective
premises. The halls, passages, exits and entrances
are not for the general public and Landlord shall in
all cases retain the right to control and prevent
access thereto of all persons whose presence in the
judgment of Landlord would be prejudicial to the
safety, character, reputation and interests of the
Building and its Tenants, provided that nothing
herein contained shall be construed to prevent such
access to persons with whom any Tenant normally deals
in the ordinary course of its business, unless such
persons are engaged in illegal activities. No Tenant
and no employee or invitee of any Tenant shall go
upon the roof of the Building.
2. No sign, placard, picture name, advertisement or
notice visible from the exterior of any Tenant's
premises shall be inscribed, painted, affixed or
otherwise displayed by any Tenant on any part of the
Building without prior written consent of Landlord.
Landlord will adopt and furnish to Tenant general
guidelines, but may request approval of Landlord for
modification, which approval will not be unreasonably
withheld. All approved signs or lettering on doors
shall be printed, painted, affixed or inscribed at
the expense of the Tenant by a person approved by the
Landlord, which approval will not be unreasonably
withheld. Material visible from outside the Building
will not be permitted.
3. The premises shall not be used for lodging or the
storage of merchandise held for sale to the public,
unless ancillary to a restaurant or other food
service use specifically authorized in the lease of a
particular Tenant; no cooking shall be done or
permitted by any Tenant on the premises, except that
preparation of coffee, tea, hot chocolate and similar
items for Tenants and their employees shall be
permitted.
4. No Tenant shall use or keep in the premises or the
Building any kerosene, gasoline or flammable or
combustible fluid or material or use any method of
heating or air conditioning other than that supplied
by Landlord. No Tenant shall use, keep or permit to
be used or kept any foreign or noxious gas or
substance in the premises, or permit or suffer the
other occupants of the Building by reason of noise,
odors, or vibrations or interfere in any way with
other Tenants or those having business therein.
5. In the case of invasion, mob, riot, public
excitement, or other circumstances rendering such
action advisable in Landlord's opinion, Landlord
reserves the right to prevent access to the Building
during the continuance of the same by such an action
as Landlord may deem appropriate, including closing
entrances to the Building.
6. The toilet rooms, toilets, urinals, wash bowls and
other apparatus shall not be used for any purpose
other than that for which they were constructed, no
foreign substance of any kind whatsoever shall be
thrown therein. The expense of any breakage, stoppage
or
damage resulting from the violation of this rule
shall be done by the Tenant who, or whose employees
or invites, shall have caused it.
7. Except with prior consent of Landlord, no Tenant
shall sell, or permit the sale in the premises or use
or permit the use of any common area for the sale of
newspapers, magazines, periodicals, theater tickets
or any other good merchandise or service. Tenant
shall not carry on, or permit or allow any employee
or other persons to carry on the business of
stenography, typewriting, or any similar business
from the premises for the service of accommodation of
occupants of any other portion of the Building, nor
shall the premises of any Tenant be used for
manufacturing of any kind, or any business or
activity other than that specifically provided for in
such Tenant's lease.
8. Tenant shall not use any advertising media which may
be heard outside of the premises and Tenant shall not
place or permit the placement of any radio or
television, or other communications antenna,
loudspeaker, sound amplifier, phonograph,
searchlight, flashing light or other device of any
nature on the roof or outside of the boundaries of
the premises (except for Tenant's approved
identification sign or signs) or at any place where
the same may be seen or heard outside of the
premises.
9. All loading and unloading of merchandise, supplies,
materials, garbage and refuse shall be made only
through such entryways and at such times as Landlord
shall designate. In its use of the loading areas the
Tenant shall not obstruct or permit the obstruction
of said loading area and at no time shall park or
allow its officers, agents or employees to park
vehicles therein except for loading and unloading.
10. Landlord shall have the right, exercisable without
notice and without liability to any Tenant to change
the name and street address of the Building.
11. The person employed to move equipment in or out of
the Building must be acceptable to Landlord. Landlord
shall have the right to prescribe the weight, size
and position of all equipment, materials, furniture
or other property brought into the Building. Heavy
objects shall, if considered necessary by Landlord,
stand on wood strips of such thickness as is
necessary to properly distribute the weight. Landlord
will not be responsible for loss or damage to any
such property from any cause, and all damage done to
the Building by moving or maintaining such property
shall be repaired at the expense of Tenant.
12. No curtains, draperies, blinds, shutters, shades,
screens or other coverings, hangings or decorations
shall be attached to, hung or placed in, or used in
connection with any window of the Building without
prior written consent of Landlord. In any event, with
the prior written consent of Landlord, such items
shall be installed on the office side of Landlord's
standard window covering and shall in no way be
visible from the exterior of the Building.
13. No Tenant shall obtain for use in the premises, ice,
drinking water, food beverage, towel or other similar
services, except at such reasonable regulations as
may be fixed by
Landlord.
14. Each Tenant shall see that the doors of its premises
are closed and locked and that all water faucets,
water apparatus and utilities are shut off before
Tenant or Tenant's employees leave the premises, so
as to prevent waste or damage, and for any default or
carelessness in this regard Tenant shall make good
all injuries sustained by other tenants or occupants
of the Building or Landlord.
15. No Tenant shall use any portion of the common area
for any purpose when the premises of such Tenant are
not open for business or conducting work in
preparation therefore.
16. The requirements of the Tenants will be attended to
only upon application by telephone or in person at
the office of the Building Employees of Landlord
shall not perform any work or do anything outside of
their regular duties unless under special instruction
from Landlord.
17. Landlord may waive any one or more of these Rules and
Regulations from the benefit of any particular Tenant
or Tenants, but no such waiver by Landlord shall be
construed as a waiver of such Rules and Regulations
in favor of any other Tenant or Tenants, nor prevent
Landlord from thereafter enforcing any such Rules and
Regulations against any or all of the Tenant of the
Building.
18. These Rules and Regulations are in addition to and
shall not be construed to in any way modify, after or
amend, in whole or in part, the terms, covenants,
agreements and conditions of any Lease of premises in
the Building.
19. Landlord reserves the right to make such other and
reasonable rules and regulations as in its judgment
may from time to time be needed for the safety, care
and cleanliness of the Building, and for the
preservation of good order therein.
20. THIS IS A NON SMOKING FACILITY.
21. NO ANIMAL (s) of any kind will be allowed on or in
the office building, parking lot or any of the common
areas. No PETS of any kind are allowed on or in the
office building, parking lot or any of the common
areas. NO SECURITY ANIMALS of any kind will allowed
on or in the office building, parking lot or any of
the common areas. THE ONLY EXCEPTION WILL BE THOSE
INDIVIDUALS WHO REQUIRE THE ASSISTANCE OF AN ANIMAL
QUALIFIED UNDER A STATE OR FEDERAL REGULATION SUCH AS
THE "AMERICANS WITH DISABILITIES ACT."
EXHIBIT "F"
GUARANTY OF LEASE
GUARANTOR: Xxxxxxx Xxxxxxx
DESCRIPTION OF LEASE: Exercise Suite Lease
DATE: January 5, 2001
LANDLORD: Wildwood Hills Development, Corporation
TENANT: Vestin Group, d.b.a. Vestin Mortgage, Inc.
PREMISES: Del Mar Building-Exercise Suite.
(Approx. 400 sq. ft. gross)
FOR GOOD AND VALUABLE CONSIDERATION, the receipt and
sufficiency of which are hereby acknowledged, the undersigned ("Guarantor")
hereby unconditionally and irrevocably guarantees Tenant's full and faithful
performance of each and every term, covenant and condition of the above
referenced lease (the "Lease"), including, but not limited to, the payment of
all rent (and other sums to be paid to Landlord by Tenant) at the time and in
the manner required by the Lease. No amendment, modification, extension,
release, waiver or comprise of the Lease, or of any term, covenant or condition
thereof, or of any party thereto, shall affect, terminate or impair this
Guaranty, and this Guaranty shall remain in full force and effect
notwithstanding any such event. The undersigned hereby agrees to indemnify
Landlord against, and to hold Landlord free, clear and harmless from, any and
all liability, loss, costs, charges, penalties, obligations, expenses,
attorneys' fees, litigation, judgements, damages, claims and demands of any kind
whatsoever in connection with arising out of or by reason of the assertion by
Tenant of any defense to its obligations under the Lease or the assertion by
Guarantor of any defense to its obligations hereunder. Guarantor waives any
right or claim of right to cause a marshaling of Tenant's assets or to require
Landlord to proceed against Guarantor or Tenant or any security for the Lease or
this Guaranty in any particular order and Guarantor agrees that any payments or
performance required to be made hereunder shall become due upon demand in
accordance with the terms hereof immediately upon the happening of a default
under the Lease, whether or not Guarantor has been given notice of such default,
and Guarantor hereby expressly waives and relinquishes all rights and remedies
accorded by applicable law to guarantors, including, but not limited to, notice
of default, any failure to pursue Tenant or its property, any defense arising by
reason of any defense of Tenant or by reason of the cessation of the liability
of Tenant of any defense by reason of the assertion by Landlord against Tenant
of any of the rights or remedies reserved to Landlord pursuant to the provisions
of the said Lease, or by reason of Summary or other proceedings against Tenant.
No delay on Landlord's part in exercising (or giving notice
of) any right, power or privilege under this Guaranty, the Lease or any other
document executed in connection therewith, shall operate as a waiver of any such
privilege, power or right.
Guarantor agrees that any judgement rendered against Tenant
for monies or performance due Landlord shall in every and all respects bind
and be conclusive against Guarantor to the same extent as if Guarantor had
appeared in any such proceeding and judgement therein had been rendered against
Guarantor. Guarantor
subordinates to Tenant's obligation to Landlord all indebtedness of Tenant to
Guarantor, whether now existing or hereafter contracted, whether direct or
indirect, contingent or determined.
The terms, covenants and conditions contained in this Guaranty
shall inure to the benefit of, and be binding upon, the successors and assigns
of Landlord and Guarantor, respectively.
If any term, covenant or condition of the Guaranty, or any
application thereof, should be held by a court of competent jurisdiction to be
invalid, void or unenforceable, all terms, covenants and conditions of this
Guaranty, and all applications thereof not held invalid, void or unenforceable
shall continue in full force and effect and shall in no way be affected,
impaired or invalidated thereby.
This Guaranty may not be modified, amended, terminated or
changed except in a written document duly executed by Landlord and Guarantor.
In this Guaranty, whenever the context so requires, the
masculine gender includes the feminine and/or neuter, and the singular number
includes the plural.
This Guaranty shall be construed in accordance with its intent
and without regard to any presumption or other rule requires construction
against the party causing the same to be drafted.
The laws of the State of Nevada shall govern the validity,
construction, performance and effect of this Guaranty.
Should Guarantor consist of more than one person or entity,
then, in such event, all such persons and entities shall be jointly and
severally liable as Guarantor hereunder.
DATED this day of 2001.
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/s/ Xxxxxxx Xxxxxxx
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Guarantor, Xxxxxxx Xxxxxxx
