COMMERCIAL AGREEMENT OF LEASE
THIS AGREEMENT OF LEASE made and entered into this 15th day of November in
the year 1997, by and between Syco Inc (herein referred to as Tenant) and Xxxx
X. and Xxxx X. Xxxxx (herein referred to as Landlord)
WITNESSETH: That for and in consideration of the rent hereinafter reserved
and the covenants herein contained, the Landlord does hereby lease and demise
unto the Tenant the premises situated in 9208 (A1 and A2) Xxxxxxx Xxxxx,
Xxxxxxxx Xxxx, XX, 00000. Commencing on the 1st day of January, 1998 and ending
on the 30th day of December 1999 for the sum of twenty-six thousand four hundred
and no/100 ($26,400.00) dollars per annum, payable to Xxxx Xxxxx in monthly
installments of two thousand two hundred and no/100 ($2,200) dollars,
hereinafter sometimes referred to as the basic monthly rental, in advance on the
1st day of each month, the first month's rent to be paid at time of execution of
this lease. (2 years lease at $30,000 per year--no escalations)--tenant to have
right for additional 2 years extension on this lease.
1. Tenant takes and holds the said premises as tenant for the term and
subject to the conditions as herein provided, at the rent payable as
aforesaid, and the said Tenant will, without previous demand, pay the
rent specified at the time, place and in the manner herein provided.
2. Tenant will not assign this lease, or any portion of the term of this
lease, or sublet the leased premises, or any portion thereof, without
the written consent of the Landlord first had and obtained, nor shall
any subletting or assignment hereof be effected by operation of Law or
otherwise than by the written consent of the Landlord first had and
obtained.
3. Tenant will pay all bills for electricity, gas, and water used in the
within premises, and any sewer charges, as well as any public space
rent, if any, during the term of this lease, as they become due and
payable.
4. Tenant will comply with all the rules and regulations now in effect or
that may hereafter be enacted by the Municipal, County, State or
Federal Government, insofar as the same pertain to the conduct of his
business in the demised premises. Tenant will not use, permit or
suffer to be used, said leased premises for any disorderly or unlawful
purpose, or for any other purpose than that of storage, sale and
promotion of films, books, etc., and all processes the tenant feels
necessary to operate his business.
5. Tenant will furnish heat, hot water and air-conditioning, if any, at
his own cost and expense. Landlord warrants the plumbing,
air-conditioning and heating systems in and for the demised premises
to be in good working order as of the date upon which possession of
the demised premises is delivered to the Tenant, and agrees to keep
the plumbing, heating and air conditioning systems in good order and
repair; to make replacements thereto whether said repairs or
replacements be necessitated, together with all other rent provided
for under terms of this lease.
6. Tenant will make any and all repairs and replacements to the premises
hereby leased during the term of this lease, except repairs to the
roof, downspouts, and gutters, and exterior walls which Landlord
agrees to make, unless damage to said roof, downspouts, gutters,
and/or exterior walls is caused by the negligence of the Tenant or his
agents.
7. Landlord assumes no liability or responsibility whatever in respect to
the conduct and operation of the business to be conducted in said
leased premises by the Tenant, nor for any damage of whatsoever kind,
or by whomsoever caused, to person or property of the Tenant or to
anyone on or about the premises by consent of the Tenant, however
caused and whether due in whole or in part to acts of negligence on
the part of the Landlord, his agents or servants, whether such acts be
active or passive, and the Tenant agrees to hold the Landlord harmless
against such damage claims.
8. All goods and personal property of every kind, in and upon the said
leased premises, shall be at the sole risk and hazard of the Tenant,
or those claiming by, through or under him, or the owner thereof.
9. Tenant will not move into the said building any safe or safes or heavy
furniture, fixtures, or material, without the written consent of the
Landlord first had and obtained. All damage done to the building by
taking a safe, or heavy furniture, fixtures of materials in and out,
or due to its being on the premises, shall be repaired at the expense
of the Tenant.
10. If the demised premises shall be partially damaged by fire or other
unavoidable casualty, without the fault or neglect of the Tenant,
tenant's servants, employees, agents, visitors or licensees, the
damages shall be repaired by and at the expense of the Landlord, and
then rent until such repairs be made shall be apportioned according to
the part of the demised premises which is usable by the Tenant. Due
allowance shall be made for reasonable delay which may arise by reason
of adjustment of fire insurance on the part of the Landlord and/or the
Tenant, and for reasonable delay on account of "Labor troubles" or any
other cause beyond the Landlord's control. But if the demised premises
are rendered wholly untenantable by fire or other unavoidable
casualty, and the Landlord shall decide not to rebuild the same, or if
the building shall be so damaged that the Landlord shall decide to
demolish it or to rebuild it, then or in any of such events the
Landlord may, at the Landlord's option, give the Tenant a notice in
writing of such decision, and thereupon the term of this lease shall
expire by lapse of time upon the third day after such notice is given
and the Tenant shall vacate the demised premises and surrender the
same to the Landlord, but in neither of the certain contingencies in
this paragraph mentioned shall there be any liability on the part of
the Landlord to the Tenant, his successors or assigns, covering or in
respect of any period during which the occupation of said leased
premises by the Tenant, because of the matters hereinabove stated, may
not be possible.
11. Tenant will keep the said demised premises in substantial condition
and good repair, clean and in proper sanitary condition, and will at
the end of his tenancy surrender the same in good order and condition
as the same were at the commencement of his original tenancy, the acts
of God, ordinary wear and tear, and loss or damage by fire or other
unavoidable casualty excepted.
12. If the whole or any part of the demised premises except vault space,
if any, shall be taken or condemned by any competent authority for any
public or quasi public use or purpose, then, and in that event, the
term of this lease shall cease and terminate from the date when the
possession of the part so taken shall be required for such use or
purpose and without apportionment of the award. The current rental,
however, shall in any such case be apportioned. The taking of vault
space shall not entitle Tenant to any reduction in amount of rent
payable hereunder.
13. Tenant at his own cost and expense agrees that he will keep the
sidewalks in front of said demised premises free from obstructions of
any and all nature, will promptly remove all snow and ice from said
sidewalks, will keep the premises clean, will maintain suitable
receptacles for trash and refuse, and will promptly remove from the
demised premises all accumulations of trash and refuse. In the event
Tenant fails to perform any of said covenants contained in this
paragraph, then and in that event, Landlord, at its option, may cause
the work provided for herein to be performed at the cost and expense
of Tenant, who agrees to reimburse Landlord for the cost so incurred
as additional rent upon the next date rent is due and payable
hereunder.
14. This lease is subject and subordinate to all ground or underlying
leases and mortgages and/or deeds of trust which may now or hereafter
affect the real estate of which the demised premises form a part, and
to all renewals and extensions thereof. In confirmation of such
subordination, the Tenant shall execute promptly any certificate that
the Landlord may request. The Tenant hereby constitutes and appoints
the Landlord as tenant's attorney in fact to execute any such
certificate or certificates for or on behalf of the Tenant.
15. Tenant will not do or permit anything in said premises, or bring or
keep anything therein, that shall, in any way, increase the rate of
fire insurance on said building, or the property therein, or conflict
with the regulations of the Fire Department or the fire laws, or with
the terms of any insurance policy upon said building, or any part
thereof, or which make void or voidable any insurance on the said
premises or building against fire. It is further understood and agreed
that in the event that the rate of fire insurance on the premises (the
term "the rate" meaning the normal basic rate promulgated by the
Underwriters Association of the District of Columbia or the stock
company rating bureau having jurisdiction over the demised premises
for the kind of occupancy allowed by the lease) is increased due to
neglect of the Tenant, then any resulting increase in the cost of said
insurance for the building which is said premises or in which said
premises are located shall be paid by said Tenant as additional rental
hereunder, upon demand of the Landlord.
16. Landlord or his Agents shall have access to said demised premises at
any and all reasonable times for the purpose of protecting the said
leased premises against fire, for the prevention of damage and injury
to the said leased premises, or for the purpose of inspecting the
same, or exhibiting the same to prospective tenant during the last 60
days of the term of this lease.
17. If at any time during the term hereby demised, a petition shall be
filed, either by or against the Tenant, in any court of pursuant to
any statute either of the United States or of the State or District
where said premises are located, whether in
bankruptcy, insolvency, for the appointment of a receiver of the
Tenant's property or because of any general assignment made by Tenant
of the Tenant's property for the benefit of the Tenant's creditors,
then immediately upon the happening of any such event, and without any
entry or other act by the Landlord, this lease shall expire ipso
facto, cease and come to an end with the same force and effect as if
the date of the happening of any such event were the date herein fixed
for the expiration of the term of this lease. It is further stipulated
and agreed that, in the event of the termination of the term of this
lease by the happening of any such event, the Landlord shall
forthwith, upon such termination, and any other provisions of this
lease to the contrary notwithstanding, become entitled to recover as
and for liquidated damages caused by such breach of the provisions of
this lease an amount equal to the difference between the then cash
value of the rent reserved hereunder for the unexpired portion of the
term hereby demised, unless the statute which governs or shall govern
the proceeding in which such damages are to be proved limits or shall
limit the amount of such claim capable of being so proved, in which
case the Landlord shall be entitled to prove as and for liquidated
damages an amount equal to that allowed by or under any such statute.
The provisions of this paragraph of this lease shall be without
prejudice to the Landlord's right to prove in full damages for rent
accrued prior to the termination of this lease, but not paid. This
provision of this lease shall be without prejudice to any rights given
to the Landlord by any pertinent statute to prove for any amounts
allowed thereby.
18. In making any such computation, the then cash rental value of the
demised premises, shall be deemed prima facie to be the rental
realized upon any reletting, if such reletting can be accomplished by
the Landlord within a reasonable time after such termination of this
lease, and the then present cash value of the future rents hereunder
reserved to the Landlord for the unexpired portion of the term hereby
demised shall be deemed to be such sum, if invested at four per centum
(4%) simple interest, as will produce the future rent over the period
of time in question.
19. PROVIDED, always that if the rent aforesaid, or any installment
thereof, shall not be paid within five (5) days after the same shall
become due and payable, as aforesaid, although no demand shall have
been made for the same; or if the Tenant shall fail or neglect to keep
and perform each and every of the covenants, conditions and agreements
herein contained, ...the part of said Tenant to be kept and performed,
or if the same or any part of them shall be broken then ...in each
...every case from thenceforth, and all times hereafter, at the option
of the Landlord, his successors or assigns, the Tenant's right of
possession shall thereupon cease and determine, and the Landlord, his
successors or assigns shall be entitled to the possession of said
leased premises and to re-enter the same without demand of rent or
demand of possession of said premises, and may forthwith proceed to
recover possession of the said leased premise by process of law, any
notice to quit, or of intention to re-enter the same being hereby
expressly waived by the Tenant.
20. If the demised premises shall be abandoned or become vacant during the
term of this lease without Tenant having paid in full the rent for the
entire term, or if
Landlord shall recover possession subsequent or pursuant to landlord
and tent proceedings, then in the happening of either of said events,
Landlord shall have the right, at his option, to take possession of
the demised premises, to let the same as agent of Tenant and apply the
proceeds received from such letting toward the payment of the rent of
Tenant under this lease, and such re-entry and re-letting shall not
discharge Tenant from liability for rent to date of such retaking and
for any loss of rent sustained by Landlord in respect of the balance
of the term; any such loss of rent for the balance of the term shall
be payable monthly by Tenant in advance in the same manner that rent
hereunder is to be paid, and Landlord shall have the right to recover
any such loss of rent monthly whether or not said premises had been
relet.
21. And it is further provided that if, under the provision hereof, a
seven (7) days' summons or other applicable summary process shall be
served, and a compromise or settlement thereof shall be made, it shall
not be constituted as a waiver of any covenant herein contained; and
that no waiver of any breach of any covenant, condition or agreement
herein contained shall operate as a waiver of the covenant, condition
or agreement itself, or of any subsequent breach thereof.
22. In the event that the Tenant shall not immediately surrender said
premises on the day after the end of the term hereby created, then the
Tenant shall, by virtue of this agreement, become a tenant by the
month at the rental per month of the monthly installments of rent
agreed by the said Tenant to be paid as aforesaid, commencing said
monthly tenancy with the first day next after the end of the term
above demised; and the said Tenant, as a monthly tenant, shall be
subject to all of the conditions and covenants of this lease as though
the same had originally been a monthly tenancy; and said Tenant shall
give to the Landlord at least thirty (30) days' written notice of any
intention to quit said premises, and said Tenant shall be entitled to
thirty (30) days' written notice to quit said premises, except in the
event of nonpayment of rent in advance or of the breach of any other
covenant by the said Tenant, in which event the said Tenant shall not
be entitled to any notice to quit, the usual thirty (30) days' notice
to quit being hereby expressly waived; PROVIDED, however, that in the
event that the Tenant shall hold over after the expiration of the term
hereby created, and if the said Landlord shall desire to regain
possession of said premises promptly at the expiration of the term
aforesaid, then at any time prior to the payment of rent by the Tenant
as a monthly tenant hereunder, the said Landlord, at its election or
option, may re-enter and take possession of said premises, forthwith,
without process or by any legal process in force in the State or
District said premises are located.
23. If, for any reason whatsoever, the Landlord does not deliver
possession of the demised premises according to the terms of this
lease, the rent shall be abated until such date as possession of the
demised premises is tendered by the Landlord. In no event shall the
Landlord, its Agents or employees be liable in damages for failure to
deliver possession under the terms of this lease, except for willful
failure so to do.
24. The Landlord in appointing no rental agent herein, does so for and in
consideration of its services securing the Tenant hereunder and in
negotiation of this agreement, and agrees to pay said Agent a
commission of 6%
of all rents paid during the full term of this agreement and any
renewal or extension hereof even though the premises hereby demised
shall be sold during the term of this lease or any extension or
renewal thereof. Cancellation of this lease or any portion of the
term, or any extended term hereof, by agreement of the landlord and
tenant without the consent of N/A , shall not relieve Landlord of the
obligation to pay N/A the full commission due hereunder for the full
term of this lease and any extension or renewal hereof if this lease
is extended or renewed.
25. It is further understood and agreed that all advertising and all
display on or about the within-mentioned premises is subject to the
approval of the Landlord and that no advertising on display on or
about the within-mentioned premises shall be made or exhibited by the
Tenant if the said landlord shall make reasonable objection thereto,
and that no signs are to be nailed or attached to the exterior of the
building and no exterior painting done without the written consent of
the Landlord first had and obtained.
26. In the event the Tenant does not renew this lease, he hereby gives
permission to the Landlord to show the premises to prospective new
tenants and to put up a "For Rent" sign advertising said space as
being available for rent. Tenant shall give the Landlord at least
sixty (60) days' notice in writing of his intention to remove, at the
expiration of this lease.
27. Tenant shall not make alterations, additions or improvements to the
demised premises without the written consent of the Landlord, and if
such consent is given and alterations, additions or improvements have
been made by the Tenant, at Tenant's expense, then at the option of the
Landlord such alterations, additions and improvements shall at the
option of the Landlord either remain upon the premises at the
expiration of the lease and become the property of the Landlord, or at
the option of the Landlord be removed by and at the expense of the
Tenant on or before the expiration of the term, and all damage caused
to said premises by such removal shall be repaired by the Tenant at
Tenant's expense on or before the expiration of said term.
28. Tenant will be responsible for all damage to and breakage of plate
glass in said premises and will carry during the term of this lease in
a standard insurance company satisfactory to Landlord, full coverage
insurance on all plate glass in aforementioned premises, and cause
same to be replaced if damaged or broken; said insurance to be carried
in the name of Landlord, the policy or policies for which are to be
deposited with Landlord or Landlord's agents.
29. Tenant agrees to protect, indemnify and save harmless Landlord, Xxxx
X. and Xxxx X. Xxxxx when required, of and from any and all claims for
injury to personal property by reason of any accident, or happening
in, upon, or about the demised premises, and Tenant agrees to carry
public liability and property damage insurance with limits of at least
five hundred thousand and no/100 ($500,000.00) covering personal
injury and covering property damage in the name of Landlord, when
required and Tenant, and to furnish Landlord, with a certificate, or
copy of policy if required, showing such insurance to be in force.
30. If the Landlord shall incur any charge or expense on behalf of the
Tenant under
the terms of this lease such charge or expense shall be considered
additional rent hereunder; in addition to and not in limitation of any
other rights and remedies which the Landlord may have in case of the
failure by the Tenant to pay such sums when due, such non-payment
shall entitle the Landlord to the remedies available to it hereunder
for non-payment of rent. All such charges or expenses shall be paid to
the Landlord at the office of or at such other place as the Landlord
may designate in writing.
31. Should Tenant, directly or indirectly, purchase the demised premises,
or the property of which the demised premises are a part, during the
terms of this lease, or any renewal or extension thereof or within one
year after the termination of his tenancy of the demised presmises
upon any terms, or should Tenant acquire the demised property, or the
property of which the demised premises are a part, during the term of
this lease, or any renewal or extention thereof or within one year
after the termination of his tenancy of the demised premises by trade
or exchange, its successor or assign shall be deemed the procuring
agent in the transaction and will be paid by the Landlord at
settlement from proceeds of sale or exchange, a commission of six per
cent (6%). Split 50/50 between Xxxxx Xxxxxxx/Remax and Xxxxxxx
Xxxxx/Weichert Realtor.
32. This agreement shall bind the administrators, executors, successors,
and assigns of the respective parties hereto.
33. Feminine or neuter pronouns shall be substituted for those of the
masculine form, and the plural shall be substituted for the singular
number, in any place or places in which the context may require such
substitution or substitutions.
34. In the event of the employment of an attorney by the Landlord because
of the violation by the Tenant of any term of provision of this lease,
including non- payment of rent as due, the Tenant shall pay and hereby
agrees to pay reasonable attorney's fees and all other costs incurred
therein by the Landlord.
35. This lease contains the entire and final agreement of and between the
parties hereto, and they shall not be bound by any statements,
conditions, representations, inducements or warranties, oral or
written, not herein contained, unless there is written amendment
thereto signed by all the parties hereto.
36. In addition to the first month's rent, the Landlord herewith
acknowledges the receipt of four thousand four hundred and no/100
($4,400.00) Dollars, which he is to retain as security for faithful
performance of all of the covenants, conditions, and agreements of
this lease, but in no event shall the Landlord be obliged to apply the
same on rents or other charges in arrears or on damages for the
Tenant's failure to perform the said covenants, conditions, and
agreements; the Landlord may so apply the security at his option; and
the Landlord's right to the possession of the premises for nonpayment
of rent or for any other reason shall not in any event be affected by
reason of the fact that the Landlord holds this security. The said sum
if not applied toward the payment of rent in arrears or toward the
payment of damages suffered by the Landlord by reason of the
defendant's breach of the covenants, conditions, and agreements of
this lease is to be returned to the Tenant when this lease is
terminated, according to these terms, and in no event is the said
security to be returned until the Tenant has vacated the premises and
delivered possession to the Landlord. In the event that the Landlord
repossesses
himself of the said premises because of the Tenant's default or
because of the Tenant's failure to carry out the covenants,
conditions, and agreements of this lease, the Landlord may apply the
said security on all damages suffered to the date of said repossession
and may retain the said security to apply on such damages as may be
suffered or shall accrue thereafter by reason of the Tenant's default
or breach. The Landlord shall not be obliged to keep the said security
as a separate fund, but may mix the said security with his own funds.
37. The basic monthly rental shall be adjusted for each lease year of the
term hereof by any change in the Index now known as "United States
Bureau of Labor Statistics, Consumer Price Index for Urban Wage
Earners and Clerical Workers, all items for Washington, D. C. SMSA
(BASE: 1967=100.0) (hereinafter referred to as the "Index") provided
however, that that the amount payable by the Tenant under this lease
as rental shall not be less than the rental payment schedule as
outlined in this lease, nor shall the rental payment be less than any
rental previously established pursuant to a Consumer Price Index
increase. Such adjustment shall be accomplished by multiplying the
aforementioned basic monthly rental by a fraction, the numerator of
which shall be the most recently published monthly Index preceding the
first day of the lease year for which such annual adjustment is to be
made, and the denominator of which fraction shall be the corresponding
monthly Index immediately preceding the commencement date of the term
of this lease. If such Index shall be discontinued with no successor
or comparable successor Index, the parties shall attempt to agree upon
a substitute formula, but if the parties are unable to agree upon a
substitute formula, then the matter shall be determined by arbitration
in accordance with the rules of the American Arbitration Association
then prevailing.
38. Paragraph headings in margins are for purpose of convenience only and
not to be considered a part of this lease.
39. Landlord agrees to provide a personal door at top of stair connecting
both units. Also to install personal door between two drive in bays on
lower level. Also to clean carpets and walls (or paint walls if
cleaning is insufficient) at no cost to Tenant.
40. Tenant to have power and all utilities placed in his name prior to
January 1st, 1998 and to have right of pre-occupancy December 5, 1997
for fit out and setup.
41. Prior to January 1, 1998, Tenant to have air conditioning and HVAC
inspected and Landlord to make any repairs and have systems serviced
if necessary, prior to Tenant taking occupancy.
42. Tenant to have first right to purchase the above described property.
43. Tenant to have until November 21, 1997 to withdraw this offer and
receive prompt return of his deposit.
IN WITNESS WHEREOF the said parties have hereunto signed their names and
affixed their seals, on the day and year first hereinbefore written.
WITNESS/ATTEST LANDLORD:
____________________________________ ___________________________(SEAL)
____________________________________ ___________________________(SEAL)
____________________________________ ___________________________(SEAL)
____________________________________ ___________________________(SEAL)
WITNESS/ATTEST TENANT:
____________________________________ ___________________________(SEAL)
____________________________________ ___________________________(SEAL)
____________________________________ ___________________________(SEAL)
____________________________________ ___________________________(SEAL)
