Exhibit 10.6
County Hillsborough SHOP/SUITE NO. B
SHOPPING CENTER LEASE
THIS LEASE, made as of this 14th day of June, 19 2002 , by and between
TAMPA ASSOCIATES, A Georgia Partnership , herein called "Landlord" and RESOLVE
STAFFING, INC., herein called "Tenant".
WITNESSETH:
In consideration of the rents, covenants and agreements hereinafter reserved and
contained on the part of Tenant to be observed and performed, Landlord hereby
leases to Tenant, and Tenant hereby rents from Landlord, those certain ~remises
(herein called the "Premises") consisting of a space having measurements of
approximately 30 feet in width and 35 +/- feet in depth, totaling 1,056 square
feet, as designated on the plan attached hereto as Exhibit "A" now or hereafter
constructed in the Venture Business ParI< Shopping Center ( the "Shopping
Center") located at 000 Xxxxx Xxxxxxxxxx Xx. , Xxxxx, XX 00000 , for the term
and upon the conditions and agreements hereinafter set forth, and landlord and
Tenant hereby agree as follows:
ARTICLE I: TERM
1.01 COMMENCEMENT AND EXPIRATION DATES OF TERM.
Commencement Date: July 8, 2002 Expiration Date: June 30, 2005
The term of this lease and Tenant's obligation to pay rent hereunder shall
commence on that date (the "commencement date") which is the earlier of (a) 5
days after the date landlord notifies Tenant in writing that the Premises are
ready for occupancy, or (b) the date upon which Tenant opens the Premises for
business to the public; and shall end, unless sooner terminated in accordance
with the provisions hereinafter contained, on the last day of the third
consecutive full lease year (as hereinafter defined).
Landlord shall be deemed to have delivered written notification that premises
are ready for occupancy upon delivery to Tenant of Certificate of Occupancy, or
equivalent, issued by appropriate governmental authorities. landlord and Tenant
each agree that at the request of either they will, following the Rental
Commencement Date, execute and deliver a recordable Short Form lease in a
generally accepted form containing the basic provisions of this lease,
acknowledging that Tenant has accepted possession and that lease is operative,
and reciting the Rental Commencement Date and Termination Date of this lease.
1.02 LEASE YEAR DEFINED
The term "lease year" as used herein shall mean a period of twelve (12)
consecutive full calendar months. The first lease year shall consist of twelve
(12) consecutive full calendar months plus the partial month, if any, beginning
on the commencement date hereof. Each succeeding lease year shall commence upon
the anniversary date of the first full lease month.
1.03 FAILURE OF TENANT TO OPEN
In the event landlord notifies Tenant in writing that the Premises are ready for
occupancy as herein defined, and Tenant fails to take possession and open the
Premises for business, fully fixtured, stocked and staffed within 60 days, then
landlord shall have, in addition to any and all remedies hereinafter provided,
the right to immediately cancel and terminate this lease.
1.04 QUIET ENJOYMENT.
Upon Tenant's paying the rent reserved hereunder and observing and performing
all of the covenants, conditions and provisions on Tenant's part to be observed
and performed hereunder, Tenant shall have quiet possession of the Premises for
the entire term hereof, subject to all of the provisions of this lease.
ARTICLE II: RENT
2.01 MINIMUM RENT.
Tenant agrees to pay Landlord at the office of Landlord, or at such other place
designated by Owner, without any prior demand therefore and without any
deduction or set-off whatsoever, and as fixed minimum rent:
(a) The sum of $ 1,106.00 * in advance upon the first day of each calendar month
of the first lease year through the third lease year inclusive;
(b) The sum of $____ in advance upon the first day of each calendar month of the
lease year through the _______ lease year inclusive;
If the term shall commence upon a day other than the first day of a calendar
month, then Tenant shall pay, upon the commencement date of the term a pro-rata
portion of the fixed monthly rent described in the foregoing clause (a) prorated
on a per diem basis with respect to the fractional calendar month preceding the
commencement of the first lease year hereof.
* Plus appropriate Florida Sales/Excise Tax that may apply from time to time.
(currently 7%) Rent includes a $ 138/month for reimbursement of $5,000.00 in
Tenant Improvements.
2.02 INCREASED TAXES.
Landlord will pay in the first instance all real property taxes and assessments
which ma)' be levied or assessed by any lawful authority against the land and
improvements in the entire Shopping Center. If the amount of such real property
taxes and assessments shall exceed in any lease year the amount of such taxes
for the first full tax year, or the Tenant's base year if the center is
established, Tenant shall pay that portion of such excess equal to the product
obtained by multiplying such excess by a fraction, the numerator of which shall
be the square foot area of the Premises, and the denominator of which shall be
the square foot area of all buildings located in the Shopping Center. The term
"first full tax year" shall mean the lease year in which the building of which
the Premises form a part shall have been assessed as completed. The tax year of
any lawful authority commencing during any lease year shall be deemed to
correspond to such lease year. The additional rent provided for in this Section
2.02 shall be paid by Tenant on the first rental payment date next following
demand therefore by Landlord. A tax xxxx submitted by Landlord to Tenant shall
constitute sufficient evidence of the amount of taxes assessed or levied against
the property to which such xxxx relates. Tenant's base tax year is 2002 .
2.03 ADDITIONAL RENT.
Tenant shall pay, as additional rent any money required to be paid pursuant to
this Article I" and all sums of money or charges required to be paid by Tenant
under this lease, whether or not the same be specifically designated "additional
rent". If such amounts and charges are not paid at the time provided in this
lease, they shall nevertheless, if not paid when due, be collectible as
additional rent with the next installment of rent thereafter becoming due
hereunder, but nothing contained herein shall be deemed to suspend or delay the
payment of any amount of money or charge at the time same becomes due and
payable hereunder, or limit any other remedy of Landlord hereunder.
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2.04 PAST DUE RENT AND ADDITIONAL RENT.
If Tenant shall fail to pay, when the same is due and payable, any rent or any
additional rent, or amounts or charges of the nature described in Section
2.03hereof, such unpaid amounts shall bear a penalty of five percent (5.0%) if
not paid within fifteen (15) days of the date first due.
2.05 SECURITY DEPOSIT.
Tenant, concurrently with the execution of this lease, has deposited with
Landlord the sum of $ $968.00 (the "Security Deposit") as security for the full
and faithful performance of every provision of this lease to be performed by
Tenant. If Tenant defaults with respect to any provision of this lease,
including but not limited to the provisions relating to the payment of rent,
Landlord may use, apply or retain all or any part of the Security Deposit for
the payment of any rent or any other sum in default, or for the payment of any
other amount which Landlord may spend or become obligated to spend by reason of
Tenant's default or to compensate Landlord for any other loss or damage which
Landlord may suffer by reason of Tenant's default. If any portion of the
Security Deposit is so used or applied, Tenant shall, within five (5) days after
written demand therefor, depose cash with Landlord in an amount sufficient to
restore the Security Deposit to its original amount and Tenant's failure to do
so shall be a material breach of this lease. Landlord shall not be required to
keep the Security Deposit separate from its general funds and Tenant shall not
be entitled to interest on such deposit. If Tenant shall fully and faithfully
perform each provision of this lease to be performed by it, the Security Deposit
or any unused balance thereof shall be returned to Tenant at the expiration of
the lease term and upon Tenant's vacation of the Premises.
ARTICLE III: OPTION TO RENEW
If in good-standing and not in default, Tenant shall have and it is hereby given
the privilege of 2 successive renewal(s) of this Lease, said renewal(s) to be
upon and under the same terms and conditions as are herein set forth with
respect to the original Lease Term, for the term(s) and at a minimum rental as
follows:
If the Tenant shall desire to exercise any such option to renew for an
additional period, it shall give written notice to Landlord at least ninety (90)
days prior to the commencement of the renewal period.
ARTICLE IV: COMMON AREAS
4.01 USE OF COMMON AREAS.
The use and occupancy by Tenant of the Premises shall include the use in common
with others entitled thereto of the common areas employee parking areas, service
roads,. loading facilities, sidewalks and customer parking areas within the
Shopping Center, together with such other facilities ,as may be designated from
time to time by Landlord, all of the foregoing being sometimes hereinafter
collectively referred to as the common areas ; provided, however, that the use
of the common areas by Tenant shall be subject to the regulations for the use
thereof as may be prescribed by Landlord from time to time during the term
hereof.
4.02 LICENSE.
A!I common areas and facilities not within the Premises, which Tenant may be
permitted to use and occupy, are to be used and occupied under a revocable
license, and If the amount or type of such areas be diminished, Landlord shall
not be subject to any liability nor shall Tenant be entitled to any compensation
or diminution or abatement of rent, nor shall diminution of such areas be deemed
constructive or actual eviction.
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ARTICLE V - USE OF PREMISES
Tenant shall use and occupy the Premises for the purpose of operating a General
Office and shall not use or occupy the Premises or permit the same to be used
for any other purpose. Tenant agrees to maintain business hours in keeping with
guidelines established by the Merchant's Association,(as hereinafter provided),
or if none have been established, then in keeping with similar stores or
businesses in the community in which the Shopping Center is located. Tenant
further agrees that it will use the Premises insuch a manner so as not to
interfere with or infringe on the rights of other Tenants in the Shopping
Center. Tenant shall not use or occupy the Premises in violation of any law,
ordinance, regulation or other applicable governmental directives, or of the
certificate of occupancy issued for the building of which the Premises are a
part, and shall, upon five (5) days written notice from Landlord, discontinue
any use of the Premises which is declared by any governmental authority having
jurisdiction to be in violation of any law, ordinance, regulation or directive
or of said certificate of occupancy. Tenant shall be in continuous use and
occupancy of the Premises and shall not vacate or abandon the same for more than
sixty (60) consecutive days at any time during the term of this lease or any ex-
tension or renewal thereof.
ARTICLE VI: CONSTRUCTION, ALTERATION, REPAIR AND MAINTENANCE
6.01 PREPARATION OF PREMISES.
Landlord shall, at its own cost and expense, construct the Premises for Tenant's
use and occupancy in accordance with plans and specifications prepared by Tenant
or Tenant's architect, incorporating in such construction all items or work
described as Landlord responsibility in Exhibit "8" attached hereto. All
non-standard or special installations requested by Tenant and described in said
Exhibit "8", shall, at the option of Landlord, be performed by Landlord, but at
Tenant's sole cost and expense. The cost of all such non-standard or special
installations shall be paid by Tenant to Landlord in cash on the first rental
payment date as set forth in Section 2.01 hereof.
Cost and color of paint, carpet and tile to be agreed to by both parties. Also
includes a twenty inch counter with a door. Storage shelves will be built into
the base of the counter.
6.02 ALTERATIONS.
Tenant shall have the right, at any time during the term hereof, without the
written consent of Landlord but upon ten (10) days prior written notice to
Landlord by Tenant of its intention so to do, to make additions, alterations,
changes or improvements in or to the Premises or any part thereof as Tenant may
from time to time during the term hereof deem necessary or desirable; provided,
however, that Tenant agrees not to make any additions, alterations, changes or
improvements (a) in excess of Three Thousand Dollars ($3,000.00) or (b) which
affect the structure, structural strength, or outward appearance of the Premises
or the building, without the prior written consent of Landlord. Any additions,
alterations, changes or improvements which may be made in or to the Premises by
Tenant during the term hereof shall, upon completion thereof, become the
property of Landlord; provided, however, Landlord may at its option, require
Tenant, at Tenant's sole cost and expense, to remove any such additions,
alterations, changes or improvements at the expiration or sooner termination of
the term hereof, and to repair any damages to the Premises caused by such
removal. Tenant hereby indemnifies Landlord against, and shall keep the Premises
and Shopping Center free from, any/all mechanics liens or other such liens
arising from any work performed, material furnished, or obligations incurred by
Tenant in connection with the Premises or the Shopping Center. Landlord hereby
reserves the right, at any time and from time to time during the term hereof, to
make any additions, alterations, changes or improvements (including without
limitation, building additional stories) on, in or to the building in which the
Premises are contained, and to build additional structures adjoining thereto.
Landlord also reserves the right to construct other buildings and improvements
in the Shopping Center from time to time and at any time during the term hereof,
and to make alterations thereof or additions thereto and to build additional
stories on any such building or buildings and to build adjoining same and to
construct doubledeck or elevated parking facilities.
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6.03 REPAIRS BY LANDLORD.
Landlord agrees to keep in good order and repair the roof, exterior walls
(exclusive of all glass, including plate glass), and water, HVAC, sewer and
sprinkler systems (if any) but not fixtures pertaining to such systems. Landlord
further agrees to keep clean and maintain in good repair and condition all
common areas surrounding the building, including paved, lawn, and planted areas.
Except as otherwise provided herein, Landlord gives to Tenant exclusive control
of the Premises and shall be under no obligation to inspect said Premises.
Tenant shall at once report in writing to Landlord any defective condition known
to him which Landlord is required to repair, and failure to so report such
defects shall make Tenant responsible to Landlord for any liability incurred by
Landlord by reason of such defect.
6.04 REPAIRS BY TENANT.
Tenant shall, at his own cost and expense, keep and maintain the Premises and
appurtenances thereto and every part thereof, in good order and repair except
portions of the Premises to be repaired by Landlord pursuant to Section 6.03
hereof. Without limiting the foregoing, Tenant agrees to keep all fixtures
pertaining to electrical and sprinkler systems (if any) in good order and
repair, and Tenant shall be liable for any damage to such systems if such damage
is due to negligence of Tenant. Tenant agrees to return the Premises to Landlord
at the expiration or sooner termination of this lease in as good condition and
repair as when first received, reasonable wear and tear and damage by fire or
other insurable casualty excepted. All damage or injury to the Premises or the
building, or the common areas, caused by the act or negligence of Tenant, its
agents, employees, licensees, invitees or visitors, shall be promptly repaired
by Tenant, at its sole cost and expense and to the satisfaction of Landlord.
Landlord may make such repairs which are not promptly made by Tenant and charge
Tenant for the cost thereof and Tenant hereby agrees to pay such amounts on
demand as additional rent hereunder. Tenant shall have no right to make repairs
at the expense of Landlord, or to deduct the cost from the rent due hereunder.
6.05 CONDITION OF PREMISES.
Tenant acknowledges that neither Landlord nor any agent or employee of Landlord
has made any representation or warranty with respect to the Premises, the
building or the Shopping Center or with respect to the suitability thereof for
the conduct of Tenant's business. The taking of possession of the Premises by
Tenant shall conclusively establish that the Premises, the building and the
Shopping Center were, at such time, in satisfactory condition and free from
defects for which Landlord has responsibility.
6.06 SIDEWALKS.
Tenant shall neither encumber nor obstruct the sidewalks adjoining the Premises
nor allow the same to be obstructed or encumbered in any manner. Tenant shall
not place, or cause to be placed, any merchandise, vending machines or anything
else on the sidewalk or exterior of the Premises without prior written consent
of Landlord.
ARTICLE VII: UTILITIES/RUBBISH REMOVAL
7.01 UTILITIES.
Tenant shall pay the cost of water, gas, electricity, fuel, light, heat, power
and all other utilities furnished to the Premises or used by Tenant in
connection therewith and whether such utility costs be determined by separate
metering or be billed by Landlord to Tenant as Tenant's share of the utility
costs. In no event shall Landlord be liable for any interruption or failure in
the supply of any such utilities to the Premises.
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7.02 RUBBISH REMOVAL.
Tenant shall keep the Premises clean, both inside and outside, at its own
expense, and will remove all refuse from the Premises Tenant shall not burn any
materials or rubbish of any description upon the Premises. Tenant agrees to keep
all accumulated rubbish in covered containers and to have same removed
regularly. In the event Tenant fails to keep the Premises and other portions
heretofore described in the proper condition, Landlord may cause the same to be
done for an on account of Tenant and Tenant hereby agrees to pay the expense
thereof on demand as additional rent. Landlord will provide common dumpster
service for the building, the cost of which is included in the minimum rent.
Tenant shall not place trash and debris on the ground near its premises or near
the dumpster(s) provided by the Landlord, and shall be solely responsible for
removal from the shopping center property discarded items too large or bulky to
fit into the dumpster(s) provided.
7.03 COMMON SERVICES.
Notwithstanding anything to the contrary set forth in Paragraphs 7.01 and
7.02above, Landlord shall pay certain common utility and service costs,
including electricity for exterior lighting, water, and rubbish removal.
ARTICLE VIII: TENANT'S PROPERTY
8.01 TAXES ON LEASEHOLD.
Tenant shall pay prior to delinquency all taxes assessed against or levied upon
the leasehold and upon fixtures, furnishings, equipment and all other personal
property of any kind, owned by or placed in, upon or about the Premises by
Tenant.
8.02 LOSS AND DAMAGE.
Landlord shall not be liable for any damage to property of Tenant or of others
located on the Premises, nor for the loss of or damage to any property of Tenant
or of others by theft or otherwise. Landlord shall not be liable for any injury
or damage to persons or property resulting from fire, explosion, falling
plaster, steam, gas, electricity, water, rain or snow or leaks from any part of
the Premises or from the pipes, appliances or plumbing works or from the roof,
street or sub-surface or from any other place or by dampness or by any other
cause of whatsoever nature. Landlord shall not be liable for any such damage
caused by other tenants or persons in the Premises, occupants of adjacent
property, of the Shopping Center, or the public, or caused by operations in
construction of any private, public or quasi-public work. Landlord shall not be
liable for any latent defect in the Premises or in the building of which they
form a part except for a period of one (1) year from the date Tenant takes
possession of the Premises. All property of Tenant kept or stored on the
Premises shall be so kept or stored at the risk of Tenant only and Tenant shall
hold Landlord harmless from any claims arising out of damage to the same,
including subrogation claims by Tenant's insurance carrier, unless such damage
shall be caused by the willful act or gross neglect of Landlord.
8.03 NOTICE BY TENANT.
Tenant shall give immediate notice to Landlord in case of fire or accidents in
the Premises and the building of which the Premises are a part, of defects
therein, or in any fixtures or equipment.
ARTICLE IX: INSURANCE AND INDEMNITY
9.01 LIABILITY INSURANCE.
Tenant agrees during the term hereof to carry public liability insurance
covering the Premises in an amount of $300,000.00 for injury or death to anyone
person and$500,000.00 for injury and/or death to any number of persons in anyone
accident and property damage insurance in an amount of $50,000.00 in companies
satisfactory to landlord in the joint names of landlord and Tenant and to pay
the premiums therefor and to deliver said policies or certificates thereof to
landlord. The failure of Tenant either to affect said insurance in the names
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herein called for or to pay the premiums therefor or to deliver said policies or
certificates or duplicates thereof to landlord shall permit landlord to procure
said insurance and pay the requisite premiums therefor, which premiums shall be
repayable to landlord with the next installment of rent. Each insurer under the
policies required hereunder shall agree by endorsement on the policy issued by
it or by independent instrument furnished to landlord that it will give landlord
fifteen (15) days prior written notice before the policy or policies in question
shall be altered or canceled.
9.02 INCREASE IN FIRE INSURANCE PREMIUM.
(a) Tenant agrees it will comply with safety guidelines established by the
organization making insurance rates for the Premises, and will not keep, use or
offer for sale in or upon the Premises any article which may be prohibited by
the standard form of fire insurance policy. Tenant agrees to pay any increase in
premiums for fire and extended coverage insurance that may be charged during the
term hereof and the amount of such insurance which may be carried by landlord on
the Premises or the building of which they are a part, resulting from the type
of merchandise sold by Tenant in the Premises, the type of use the Premises is
put by Tenant, or by any other act of omission of Tenant, whether or not
landlord has consented to the same. In determining whether insurance premiums
are the result of Tenant's use of the Premises, the schedule issued by the
organization making insurance rates for the Premises, showing the various
components of such rate, shall be conclusive evidence of the several items and
charges which make up the fire insurance rate on the Premises.
(b) In the event Tenant's occupancy causes any increase of premium for any
insurance policy on the Premises or the building or the Shopping Center or any
part thereof above the rate for the least hazardous type of occupancy legally
permitted in the Premises, Tenant shall pay the additional premium on such
insurance policies by reason thereof. Tenant shall also pay in any such event,
as additional rent, any additional premium on the rent insurance policy which
may be carried by landlord for its protection against rent loss through fire or
other casualty.
(c) Anything contained in this lease to the contrary notwithstanding, should the
premiums for fire and extended coverage insurance covering the Premises during
any lease year exceed the amount of such premium paid by landlord during the
first lease year of the term hereof, Tenant shall pay, as additional rent, that
portion of such excess equal to the product obtained by multiplying such excess
by a fraction, the numerator of which shall be the square foot area of the
Premises, and the denominator of which shall be the square foot area of all
buildings covered by such insurance policy.
9.03 PLATE GLASS.
Tenant shall replace at its sole cost and expense any and all plate and other
glass damaged or broken from any cause whatsoever in and about the Premises.
Tenant shall procure and maintain at its own expense, insurance covering all
plate and other glass in the leased Premises for and in the name of landlord.
Tenant shall deliver certificates of such insurance to landlord in accordance
with Section 9.01 hereof.
9.04 INDEMNIFICATION.
Tenant will indemnify Landlord and save it harmless from and against any and all
claims, actions, damages, liability and expense in connection with loss of life,
personal injury and/or damage to property arising from or out of any occurrence
in, upon or at the Premises, or the occupancy or use by Tenant of the Premises
or any part thereof, or occasioned wholly or in part by any act or omission of
Tenant, its agents, contractors, employees, servants, lessees or
concessionaires. In case landlord shall, without fault on its part, be made a
party to any litigation commenced by or against Tenant, then Tenant shall
protect and hold landlord harmless and shall pay all costs, expenses and
reasonable attorney's fees incurred or paid by landlord in connection with such
litigation. Tenant shall also pay all costs, expenses and reasonable attorney's
fees that may be incurred or paid by landlord in enforcing the covenants and
agreements in this lease.
ARTICLE X: DAMAGE OR DESTRUCTION
If the Premises or the building of which the same are a part are damaged by fire
or other insured casualty and the insurance proceeds have been made available
therefor by the holder or holders of any mortgages or deed of trust covering the
Premises or the property of which the same are a part, the damage shall be
repaired by and at the expense of Landlord to the extent of such Insurance
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proceeds available therefor, provided such repairs can, in Landlord's sole
opinion, be made within sixty (60) days after the occurrence of such damage
without the payment of overtime or other premiums, and until xx.xx repairs are
completed the rent shall be abated In proportion to the part of the Premises
which is unusable by Tenant In the conduct of Its business (but there sh~1I not
be abatement of rent by reason of any portion of the Premises being unusable for
a period equal to one day or less). If the .damage IS ,due to the fault or
neglect of the Tenant or its employees, agents or invites, there shall be no
abatement of rent. If repairs. cannot, in Landlord s sole Opinion,. be ~ade
within sixty (60) days, Landlord may at its option make them within a reasonable
time and In such~ event this lease shall continue In effect and the rent
hereunder shall be apportioned in the manner provided above. Landlord's election
to make such repairs must be evidenced ?y written notice to Tenant within thirty
(30) days after the occurrence of the damage. If Landlord does not so elect to
make such repairs which cannot be made within sixty (60) days, then either party
may, by written notice to the other, cancel this lease as of the day of the
occurrence of such damage. A total destruction of the building in which the
Premises are located shall, at t.he optlon of either Landlord or Tenant,
terminate this lease. Except as provided in this Article, there shall be no
abatement of rent and no liability of Landlord by reason of injury to or
interference with Tenant's business or property arising from the making of. any
repairs,. alterations, or Improvements In or to any portion of the building or
the Premises or in or to fixtures, appurtenances and equipment therein. Tenant
understands and agrees that Landlord shall have no obligation to carry insurance
of any kind on Tenant's merchandise, furniture .and furnishings, or on any
fixtures or equipment removable by Tenant under the provisions of this lease,
and that Landlord shall not be obligated to make any repairs thereto or to
replace the same.
ARTICLE XI: CONDEMNATION
If the whole of the Premises or so much thereof as to render the balance
unusable by Tenant shall be taken under power of eminent domain, or otherwise
transferred in lieu thereof, this lease shall automatically terminate as of the
date of such condemnation, or as of the date possession is taken by the
condemning authority, whichever is earlier. No award for any total or partial
taking shall be apportioned, and Tenant hereby assigns to Landlord any award
which may be made in such taking or condemnation, together with any or all
rights of Tenant now or hereafter arising in or to the same or any part thereof;
provided, however, that nothing contained herein shall be deemed to give
Landlord any interest in or require Tenant to assign to Landlord any award made
to Tenant for the taking of personal property and fixtures belonging to Tenant
and removable by Tenant at the expiration of the term hereof as provided
hereunder, or the interruption of or damage to Tenant's business. In the event
of a partial taking which does not result in the termination of this lease, the
rent shall be apportioned according to the part of the Premises remaining usable
by a Tenant. In the event of such a partial taking, restoration of the Premises
and abatement of rent shall take place as provided in Article X above.
ARTICLE XII: ASSIGNMENT AND SUBLETTING
Tenant shall not, either voluntarily or by operation of law, sell, assign,
hypothecate or transfer this lease, or sublet the Premises or any part thereof,
or permit the Premises or any part thereof to be used for any purpose other than
as set forth in Article V hereof, without the prior written consent of Landlord
in each instance, which consent shall not be unreasonably withheld. Any sale,
assignment, mortgage, transfer or subletting of this lease or the Premises or
any part thereof which is not in compliance with the provisions of this
ArticleXl1 shall be void and shall, at the option of Landlord, terminate this
lease. The consent by Landlord to an assignment of subletting shall not be
construed as relieving Tenant from obtaining the express written consent of
Landlord to any further assignment or subletting, or as releasing Tenant from
any liability or obligation hereunder whether or not then accrued.
ARTICLE XIII: SUBORDINATION
Forthwith upon written notice delivered by Landlord to Tenant, this lease shall
be and become subject and subordinate to any and all mortgages or deeds of trust
now existing, or which may hereafter be executed covering the Premises or the
real property of which the same are a part, or any leasehold estates affecting
the same, for the full amount of all advances made or to be made thereunder, and
without regard to the time or character of such advances, together with interest
thereon and subject to all the terms and provisions thereof; and Tenant agrees
to execute, acknowledge and deliver upon request any and all documents or
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instruments requested by Landlord necessary or proper to assure the
subordination of this lease to any such mortgages, deeds of trust or leasehold
estates. Tenant hereby attorns and agrees to attorn to any person, firm or
corporation purchasing or otherwise acquiring the Premises, at any sale or other
proceeding or pursuant to the exercise of any other rights, powers or remedies
under such mortgages or deeds of trust or leasehold estate as if such a person,
firm or corporation had been named as Landlord herein. Tenant agrees to execute,
acknowledge and deliver in recordable form to any proposed mortgagee or
purchaser, or to Landlord, or to such other person designated by Landlord, a
certificate certifying (if such be the case) that this lease is in full force
and effect and that there are no defenses or offsets thereto, or, if Tenant
claims any defenses or offsets, stating those claimed by Tenant. It is expressly
understood and agreed that any such statement may be relied upon by any
prospective purchaser or encumbrances of all or any portion of the real property
of which the Premises are a part. Tenant's delivery of such statement within
five (5) days after Landlord's written request therefor shall be conclusive upon
Tenant that this lease is in full force and effect without modification except
as may be represented by Landlord and that there are no uncured defaults in
Landlord's performance hereunder. Tenant hereby appoints Landlord the
attorney-in-fact of Tenant irrevocably to execute and deliver any document or
documents provided for herein for and in the name of Tenant.
ARTICLE XIV: DEFAULT/BANKRUPTCY
14.01 DEFAULT
If Tenant defaults (a) in the payment of rent, additional rent, or any other
item to be paid by Tenant hereunder, and such default shall not have been cured
within five (5) days after written notice thereof by Landlord to Tenant; or (b)
in the performance of any other term, covenant, or condition of this lease, and
such default shall not have been cured within twenty (20) days after written
notice thereof by Landlord to Tenant; Landlord may re-enter and take possession
of the Premises and remove all persons and property therefrom (as provided
below), and at its option terminate this lease, and Landlord at its option shall
thereupon be entitled to recover from Tenant the worth, at the time of such
termination, of the excess, if any, of the amount of rent and charges equivalent
to rent reserved in this lease for the balance of the term hereof over the
reasonable rental value of the Premises for the same period. If Landlord elects
to re-enter and take possession of the Premises without terminating this lease,
Landlord may at its sole option relet the Premises or any part thereof for such
term or terms (which may be for a term extending beyond the term of this lease),
at such rental or rentals and upon such other terms and conditions as Landlord
at its sole discretion may deem advisable with the right to make alterations and
repairs to the Premises. Upon any such reletting Landlord shall receive and
collect the rents therefor, applying the same first to the payment of such
expenses as Landlord may have paid, assumed or incurred in recovering possession
the Premises, including costs, expenses and attorneys' fees, and for placing the
same in good order and condition, or repairing or altering the same for
reletting and all other expenses, commissions and charges paid, assumed and
incurred by Landlord in or about reletting the Premises, and then to the
fulfillment of the agreements of Tenant. In any event and whether or not the
Premises or any part thereof is relet, Tenant shall pay Landlord all such
amounts required to be paid by Tenant up to the time of re-entry by Landlord,
and thereafter Tenant shall, if required by Landlord, pay to Landlord until the
end of the term of this lease the equivalent of the amount of all rent and other
charges required to be paid by tenant under the terms hereof, less the avails,
if any, of such reletting after payment of the expenses of Landlord as
aforesaid, and the same shall be due and payable on the several rent days
specified herein. Upon the happening of any of the events set forth in this
Article XIV and in addition to any other rights or remedies which Landlord may
have, Landlord shall have the immediate right of re-entry and may remove all
persons and property from the Premises and such property shall be removed and
stored in a warehouse or elsewhere at the cost of and for the account of Tenant,
all without service of notice or resort to legal process and without being
deemed guilty of trespass, or becoming liable for any loss or damage which may
be occasioned thereby.
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14.02 BANKRUPTCY.
If during the term hereof Tenant, or any Guarantor of Tenant's obligations
hereunder, commits or permits to be committed any act of bankruptcy or
insolvency, Landlord may at its election terminate this lease by giving not less
than three (3) days written notice to Tenant and, when so terminated, Landlord
may re-enter the Premises and the Premises and leasehold interest created by
this lease shall not be treated as an asset of Tenant's or Guarantor's estate.
It is further understood and agreed that Landlord shall be entitled, upon such
re-entry, notwithstanding any other provisions of this lease, to exercise such
rights and remedies and to recover from Tenant or any Guarantor of Tenant as
damages for loss of the bargain resulting from such breach and not as a penalty
such amounts as are specified in Section 14.01hereof, unless any statute or rule
or law governing a proceeding in which such damages are to be proved shall
lawfully limit the amount of such claims capable of being so proved, in which
case Landlord shall be entitled to recover as liquidated damages the maximum
amounts which may be allowed under any such statute or rule or law.
14.03 RIGHTS AND REMEDIES.
The various rights and remedies herein granted to Landlord shall be cumulative
and in addition to any others Landlord may be entitled to by Law, and the
exercise of one or more rights or remedies shall not impair Landlord's right to
exercise any other right to remedy.
ARTICLE XV: ACCESS BY LANDLORD
15.01 RIGHT OF ENTRY.
Landlord and its agents shall have the right to enter the Premises at all
reasonable times during normal business hours for the purpose of examining or
inspecting the same, showing the same to prospective purchasers or Tenants of
Shopping Center, and making such alterations, repairs, improvements or additions
to the Premises or the building of which they are a part as Landlord may deem
necessary or desirable. Nothing herein contained, however, shall be deemed or
construed to impose upon Landlord any obligations, responsibility or liability
whatsoever, for the care, maintenance, or repair of the Premises or the building
of which they are a part, or any ~art thereof, except as otherwise herein
specifically provided. During the last three months of the term hereof, Landlord
shall have the right to place upon the Premises the usual notices "To Let" or
"For Sale", which notices Tenant shall permit to remain thereon without
molestation.
15.02 EXCAVATION.
If any excavation shall be made upon land adjacent to the Premises, or shall be
authorized to be made, Tenant shall afford to the person causing or authorized
to cause such excavation license to enter upon the Premises for the purpose of
doing such work as Landlord shall deem necessary to preserve the walls of the
building of which the Premises form a part from injury or damage and to support
the same by proper foundations, without any claim for damage or indemnification
against Landlord or diminution or abatement of rent.
ARTICLE XVI: SIGNS
Tenant shall conform to the specific sign guidelines established by Landlord for
the building of which the premises are a part, and to the appropriate
regulations of Hillsborough County. Tenant will not place or suffer to be placed
or maintained on any exterior door, wall or window of the Premises any sign,
awning or canopy, or advertising matter or other thing of any kind, and will not
place or maintain any decoration, lettering or advertising matter on the glass
of any window or door of the Premises without first obtaining Landlord's prior
written approval and consent in each instance. Tenant further agrees to maintain
any such sign, awning, canopy, decoration, lettering, advertising matter or
other thing as may be approved, in good condition at all times.
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ARTICLE XVII: SALE BY LANDLORD
In the event of any transfer or transfers of Landlord's interest in the
Premises, other than a transfer for security purposes only, the transferor shall
be automatically relieved of any and all obligations and liabilities on the part
of Landlord occurring from and after the date of such transfer; provided,
however, that any funds in the hands of Landlord at the time of such transfer in
which Tenant has an interest shall be turned over to grantee and any amounts
then due and payable to Tenant by Landlord under any provisions of this lease
shall be paid to Tenant, it being intended hereby that the covenants and
obligations contained in this lease on the part of Landlord shall, subject as
aforesaid, be binding on Landlord, its successors and assigns, only during and
in respect of their respective successive periods of ownership. Tenant agrees to
look solely to Landlord's estate and property in the Shopping Center (or the
proceeds thereof) for the satisfaction of Tenant's remedies for the collection
of a judgment or other judicial process requiring the payment of money by
Landlord in the event of any default by Landlord hereunder, and no other
property or assets of Landlord shall be subject to levy, execution or other
enforcement procedure for the satisfaction of Tenant's remedies under or with
respect to this lease, the relationship of Landlord and Tenant hereunder, or
Tenant's use or occupancy of the Premises.
ARTICLE XVIII: SURRENDER OF PREMISES
At the termination of this lease, Tenant shall surrender the Premises to
Landlord in as good condition and repair as reasonable and proper use thereof
will permit. If not then in default, Tenant shall have the right at the end of
the term hereof to remove any equipment, furniture, trade fixtures or other
personal property placed in the Premises by Tenant, provided that Tenant
promptly repairs any damage to the Premises caused by such removal.
ARTICLE XIX: NOTICES
Any notice required or permitted to be given hereunder, shall be in writing and
may be given by personal delivery or by mail, and if given by mail, shall be
deemed sufficiently given if sent by registered or certified mail, postage
prepaid, return receipt requested, addressed to Tenant or to Landlord at the
address noted below the signature of the respective parties, as the case may be.
Either party may by notice to the other specify a different address for notice
purposes except that upon Tenant's taken possession of the Premises, the
Premises shall constitute Tenant's address for notice purposes. A copy of all
notices required or permitted to be given to Landlord shall be concurrently
transmitted to such party or parties at such addresses as Landlord may from time
to time hereafter designate by notice to Tenant.
ARTICLE XX: INABILITY TO PERFORM
This lease and the obligations of Tenant hereunder shall not be affected or
impaired because Landlord Is unable to fulfill any of its obligations hereunder
or is delayed in doing so, if such inability or delay is caused by reason of
strike or other labor troubles, civil commotion, invasion, rebellion,
hostilities, military or usurped power, sabotage, governmental regulations or
controls, inability to obtain any material, service or financing, acts of God or
by any other cause beyond the control of Landlord. If Landlord is unable to give
possession of the Premises to Tenant as provided for under Section 1.01 hereof
within 30 days from the date of execution hereof, this lease shall, at the
option of either Landlord or Tenant, terminate, and the parties, by reason
thereof shall not be subject to any liability thereof, except that Landlord
shall return to Tenant all monies which Landlord has theretofore received from
Tenant.
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ARTICLE XXI: WAIVERS OF SUBROGATION
Each of the parties hereto waives any and all rights of recovery against the
other or against any other tenant or occupant of the building or the Shopping
Center, or against the officers, employees, agents, representatives, invitees,
customers and business visitors of such other party or of such other tenant or
occupant of the building or the Shopping Center, for loss of or damage to such
waiving party or its property or the property of others under its control
arising from any cause insured against under the standard form of fire insurance
policy with all permissible extensions and endorsements covering additional
perils or under any other policy of insurance carried by such waiving party in
lieu thereof. Such waivers shall be effective only so long as the same is
permitted by each party's insurance carrier without the payment of additional
premium.
ARTICLE XXII: RULES AND REGULATIONS
Tenant shall observe faithfully and comply strictly with the Rules and
Regulations as Landlord may from time to time reasonably adopt for the safety,
care and cleanliness of the Shopping Center for the preservation of good order
therein, including without limitation regulations designating employee parking.
Landlord shall not be liable to Tenant for any violation of the Rules and
Regulations, or for the breach of any covenant or condition in any lease, by any
other tenant in the building or the Shopping Center.
ARTICLE XXIII: MISCELLANEOUS
23.01 ATTORNEYS' FEES.
In the event of any litigation between Tenant and Landlord to enforce any
provision of this lease or any right of either party hereto, the unsuccessful
party to such litigation shall pay to the successful party all costs and
expenses, including reasonable attorneys' fees, incurred therein. Moreover, if
either party hereto without fault is made a party to any litigation instituted
by or against any other party to this lease, such other party shall indemnify
Landlord or Tenant, as the case may be, against and save it harmless from all
costs and expenses, including reasonable attorneys' fees, incurred in connection
therewith.
23.02 TIME OF ESSENCE.
Each of Tenant's covenants herein is a condition and time is of the essence with
respect to the performance of every provision of this lease and the strict
performance of each shall be a condition precedent to Tenant's rights to remain
in possession of the Premises or to have this lease continue in effect.
23.03 HOLDING OVER.
Should Tenant, with Landlord's written consent, hold over after the termination
of this lease, Tenant shall become a tenant from month to month only upon each
and all of the terms herein provided as may be applicable to such month to month
tenancy and any such holding over shall not constitute an extension of this
lease. During such holding over Tenant shall pay at the highest monthly rate
provided such herein.
23.04 PARTIAL INVALIDITY.
Any provision of this lease which shall prove to be invalid, void or illegal
shall in no way affect, impair or invalidate any other provision hereof and such
other provisions shall remain in full force and effect.
23.05 BROKERS.
Tenant warrants that it has had no dealings with any real estate broker or
agents in connection with the negotiations of this lease except as listed below,
and that it knows of no other real estate broker or agent who is or might be
entitled to a commission in connection with the lease, and Tenant agrees to
indemnify and hold Landlord harmless from and against any and all claims for any
such commissions, except as follows: N/A
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23.06 WAIVER.
No waiver by Landlord of any provision of this lease shall be deemed to be a
waiver of any other provision hereof or of any subsequent breach by Tenant of
the same or any other provision. Landlord's consent to or approval of any act by
Tenant requiring Landlord's consent or approval shall not be deemed to render
unnecessary the obtaining of Landlord's consent to or approval of any subsequent
act of Tenant, whether or not similar to the act consented to or approved. No
act or thing done by Landlord or by Landlord's agents during the term of this
lease shall be deemed an acceptance of a surrender of the Premises, and no
agreement to accept such surrender shall be valid unless in writing and signed
by Landlord. No employee of Landlord or of Landlord's agent shall have any power
to accept the keys to the Premises prior to the termination of this lease and
the delivery of the keys to any such employee shall not operate as a termination
of the lease or surrender of the Premises.
23.07 SUCCESSORS AND ASSIGNS.
Except as otherwise provided in this lease, all of the covenants, conditions and
provisions of this lease shall be binding upon and shall inure to the benefit of
the parties hereto and their respective heirs, personal representatives,
executors, administrators, successors and assigns.
23.08 HEADINGS/LANDLORD AND TENANT.
The article and section captions contained in this lease are for convenience
only and do not in any way limit or amplify any term or provision hereof. The
terms "Landlord" and "Tenant" as used herein shall include the plural as well as
the singular, the neuter shall include the masculine and feminine genders and,
if there be more than one Tenant, the obligations herein imposed upon Tenant
shall be joint and several.
23.09 NO ESTATE BY TENANT.
This lease shall create the relationship Lessor and Lessee between Landlord and
Tenant; no estate shall pass out of Landlord; Tenant has only a usufruct, not
subject to levy and/or sale and not assignable by Tenant except as provided in
Article XII hereof.
23.10 ENTIRE AGREEMENT.
This lease constitutes the entire agreement between the parties heretowith
respect to the subject matter hereof, and no prior agreement or understanding
with regard to any such matter shall be effective for any purpose. No
provision:>n of this lease may be amended or added to except by an agreement in
writing signed by the parties hereto or their respective successors in interest.
23.11 GOVERNMENTAL ORDERS.
Should there be a conflict in anything set forth in this paragraph with terms
set forth elsewhere in this lease agreement, the following shall apply.
(a) Tenant agrees, at his own expense, to promptly comply with all requirements
of any legally constituted public authority made necessary by reason of Tenant's
occupancy of the Demised Premises. Landlord agrees to promptly comply with any
such requirements if not made necessary by reason of Tenant's occupancy. It is
mutually agreed, however, between Landlord and Tenant, that if in order to
comply with such requirements, the cost to Landlord or Tenant, as the case may
be, shall exceed a sum equal to one year's rental, then Landlord or Tenant who
is obligated to comply with such requirements is privileged to terminate this
Lease by giving written notice of termination to the other party, by registered
or certified mail, which termination shall become effective thirty (30) days
after receipt of such notice, and which notice shall eliminate necessity of
compliance with such requirements by party giving such notice, unless party
receiving such notice of termination shall, before termination becomes
effective, pay to party giving notice all cost of compliance in excess of one
year's rental, or secure payment of said sum in manner satisfactory to party
giving notice.
(b) Without limiting the general obligation of Tenant under the foregoing to
comply, at Tenant's sole expense and as to Tenant's use of the Premises, with
all statutes, regulations, rules, ordinances and orders of any governmental
body, department or agency, Tenant shall, at Tenant's sole cost and expense but
subject to landlord's prior written approval, make each and every alteration or
addition to the Premises required to bring the Premises into compliance with the
requirements imposed by the Americans With Disabilities Act, 42 U.S.C. SS12101
et seq., and any regulations promulgated pursuant thereto (collectively, the
"ADA Requirements"), effective from time to time during the lease Term, if (a)
the necessity for such alteration or addition arises as a result of (1) any
alteration or addition by Tenant, or (2) any violation by Tenant of any ADA
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Requirements, or (3) a special use of the Premises or any part thereof by Tenant
or any assignee or subtenant of Tenant (including, without limitation, use as a
facility that constitutes or, if open to the public generally, would constitute,
a "place of public accommodation" under the ADA Requirements), or (4) the
special needs of any employee or employees of Tenant or any assignee or
subtenant of Tenant; or (b) the ADA Requirements would otherwise make Tenant,
rather than Landlord, primarily responsible for making such alteration or
addition. Further, Tenant shall indemnify and hold harmless Landlord from and
against the cost and expense of any such alteration or addition.
23.12 RIDER.
A rider consisting of N/A pages, with sections numbered consecutively N/A
through N/A is attached hereto and made a part hereof.
IN WITNESS WHEREOF, the parties have signed and sealed this lease as of the day
and year first above written.
TAMPA ASSOCIATES, A Georgia Partnership RESOLVE STAFFING, INC :
--------------------------------------- ------------------------
/S/ X. X. Xxxxxxxxxxxxx /S/ R. Xxxx Xxxxxx
--------------------------------- --------------------------
X.X. Xxxxxxxxxxxxx. Partner R. Xxxx Xxxxxx, President
"LANDLORD", whose address is: "TENANT", whose address is:
5660 PEACHTREE INDUSTRIAL BOULEVARD 000 Xxxxx Xxxxxxxxxx Xx.
Xxxxxxxx, XX 00000 Suite B
Xxxxx, Xx 00000
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