EXHIBIT 10.19
XXX XXXXX XXXXXXXX XXXXX
LEASE AGREEMENT
LANDLORD THIS AGREEMENT ("Lease"), dated the 17th day of January,
TENANT 2001, between UNION NATIONAL PLAZA I, INC., Landlord and R. E.
Xxxxxxxx, Inc., dba COLO Solutions (hereinafter called
"Tenant").
W-I-T-N-E-S-S-E-T-H:
That each of the aforesaid parties acknowledges receipt of a
valuable consideration from the other and they and each of them
act herein in further consideration of the covenants of the
other as herein stated. Landlord and Tenant agree as follows:
ARTICLE I
PREMISES 1.1 (a) That Landlord does hereby grant, demise and lease
unto Tenant the premises or space in the One Union National
Plaza (hereinafter referred to as "Building"), 000 Xxxx Xxxxxxx,
Xxxxxx Xxxx, Xxxxxxx Xxxxxx, Xxxxxxxx, as outlined in red on the
floor plan attached hereto (hereinafter referred to as "Exhibit
A"), presently expected to be on the 1st (Suite 106) floor(s) of
the Building, consisting in the aggregate of 2206 square feet of
net rentable area (hereinafter referred to as "Premises"), plus
space to locate an Emergency Generator in the Basement of the
Building, (approximately 307 rentable square feet in the
basement of the Building as shown on "Exhibit B-1".)
The term "net rentable area" as used herein, shall refer to (I)
in the case of a single tenancy floor, all floor area measured
from the plane set by the inside surface of the outer glass of
the Building to the inside surface of the opposite outer wall,
excluding only the areas ("service areas") within the outside
walls used for elevators, mechanical rooms, janitor rooms,
building stairs, fire towers, elevator shafts, flues, vents,
stacks, pipe shafts and vertical ducts but including any such
areas which are for the specific use of (he particular tenant
such as special stairs or elevators, and (ii) in the case of a
partial floor, all floor areas within the plane set by the
inside surface of the outer glass or wall enclosing the tenant
occupied portion of the floor and measured to the mid-point of
the walls separating areas leased by or held for lease to other
tenants or from areas devoted to corridors, foyers, restrooms,
for the use of all tenants on the particular floor (hereinafter
sometimes called "common areas"), but including a proportionate
part of the common areas located on such floor based upon the
ratio which the tenant's net rentable area on such floor bears
to the aggregate net rentable area on such floor. No deductions
from net rentable area are made for columns or projections
necessary to the Building. The net rentable area in the Premises
has been calculated on the basis of the foregoing definition and
is hereby stipulated for all purposes hereof to be the aggregate
amount of square feet hereinabove stated, whether the same
should be more or less as a result of minor variations resulting
from actual construction and completion of the Premises for
occupancy so long as such work is done in accordance with the
terms and provisions hereof
1.1 (b) In addition to the Premises, and any portion of the
Building accessed by Tenant pursuant to the Technical Facility
Addendum, attached hereto as Exhibit "B". Tenant shall retain a
non-exclusive license to construct, install, operate, repair,
maintain, and remove, Telecommunication related equipment on
the roof of the Building, provided however, Landlord reserves
the absolute and unconditional right to approve the location and
type of any equipment located on, or to the roof of the
Building, in order to assure other users that Tenant's use does
not interfere with any other users of the roof area. In
consideration of said license, Tenant shall pay Landlord the sum
of $300.00 per antenna or per use by tenant; ($600.00 per
satellite dish) or any sub-licensee thereunder.
USE OF
PREMISES 1.2 The Premises are to be used and occupied continuously
throughout the term hereof for the business of
Telecommunications and Internet Related Co-location Facility
exclusively, and for no other purpose whatever.
TERM OF
LEASE 1.3 The Premises are hereby demised unto Tenant for a period
of Five (5) years commencing on March 1, 2001 or the date on
which the Premises are ready for occupancy by Tenant as
certified to Tenant in writing by or upon written notice to
Tenant by Landlord ("Commencing Date") and expiring on February
28, 2006. In this connection, the parties may agree to execute a
subsequent agreement setting forth the specific Commencing Date
and expiration date of the Lease.
RENTAL 1.4 (a) Tenant shall pay to Landlord as rent for the
Premises during the term of this Lease a monthly installment,
payable in advance on the first day of every month without
notice, demand, offset or deduction, and such rent beginning
with the commencement of the term; provided, however, that in
the event the term shall commence pursuant to Section 1.3 hereof
on a date other than the first day of a month then the monthly
installments for the first month of the term and the last month
of the term shall be pro-rated accordingly and such pro-rated
installment for the first month of the term shall be payable
with and in addition the monthly installment due on the first
day of the first full month following commencement of the term
(the date the first monthly installment of rent is due, whether
the term shall have commenced on a date other that he first day
of a month or not, is hereinafter referred to as the "Initial
Rent Payment Date". If rent has not been paid by the 10th of the
month in which it is due, 10% of the monthly payment will be
assessed as a late charge. The amount of each such installment
shall be equal to the following:
(i) For the period commencing on the first day of the
term and ending one year subsquent to the Initial Rent
Payment Date ("Initial Rent Period") the amount of
each monthly installment ("Initial Monthly Rent")
shall be equal to one-twelfth (1/12) of the total
number of square feet of net rentable area contained
in the Premises leased to Tenant multiplied times
$14.00 per each such square foot in the amount of Two
Thousand, Five Hundred Seventy Three and 67/100
Dollars $2,573.67 per month, plus Generator Space and
License Fee as set forth herein in Paragraph 4.16 Rent
Schedule.
(ii) For the year commencing on the first day
immediately following the expiration of the Initial
Rent Period ("Second Year") the amount of each monthly
installment shall be equal to the Initial Monthly Rent
multiplied times 1.04.
(iii) For all other years subsequent to the Second
Year until the expiration of the term the amount of
each monthly installment shall be equal to the amount
of the monthly installment payable during the
immediately preceding year multiplied times 1.04.
(b) Generator Space Rent. Rent for the Generator space in
the Building's basement shall be charged at the same rate per
rentable square foot and under the same rental terms as the
Premises as described in Paragraph 1.1. (Exact rentable square
foot area and location of Generator to be determined.)
(c) Fees. In addition to the Rent for the Premises and
Generator Space as outlined above, Tenant shall pay to
Landlord the sum of $10.00 per month during the term of the
initial Lease for the rights granted the Licensee (Tenant) in
the attached First Addendum (Technical Facility) during the
Term, which monthly installment shall be due on the first day
of the first full month following commencement of the term
(the date the first monthly installment of rent is due,
whether the term shall have commenced on a date other than the
first day of a month or not, is hereinafter referred to as the
"Initial Rent Payment Date". If License Fee has not been paid
by the 10th of the month in which it is due, 10% of the
monthly payment will be assessed as a late charge.
Additionally, Licensee (Tenant) shall pay any and all
attorney's fees pertaining to and arising out of this License.
(d) Whenever, by the terms of the Lease, Tenant is
required to make payments or furnish items at the expense of
Tenant, all such additional items required to be paid by
Tenant are to be considered as additional rent and Landlord is
to have the same rights and remedies upon the nonpayment of
such as Landlord has for the nonpayment of the rent provided
in this Section 1.4.
SECURITY 1.5 Landlord acknowledges receipt of Tenant's check in the
amount of $2,941.84 Dollars be held as security for the
performance of Tenant's covenants herein contained. Upon
---------------- default by Tenant in making any payment or performing any
Security Deposit obligation herein provided, Landlord shall have the right but
Check #_________ not the obligation to apply said deposit toward payment of any
Dated:__________ arrearage of rent or other payments required of Tenant
Received and hereunder, or toward payment of any other damages, injury,
Acknowledged: cost or expense incurred by Landlord and caused by Tenant. If
________________ all or any part of the deposit shall be so applied by
Property Manager Landlord, then within ten (10) days after Landlord shall make
Date:___________ demand upon Tenant for a replacement deposit equal in amount
---------------- to the deposit so applied, which shall be delivered to
Landlord by Tenant. Upon any transfer by Landlord of its
interest in the Premises or this Lease, Landlord shall have
the right without consent of Tenant to assign the deposit to
the transferee who shall assume all liability or obligations
to Tenant in regard thereto, and Landlord shall thereupon be
released and discharged of all such liability or obligations.
The provisions of this Subsection 1.5 shall not be construed
as liquidated damages, and shall not operate in any manner to
reduce or release the obligations of Tenant hereunder, except
insofar as the application of this money may reduce or satisfy
an obligation to make payment of money. If Tenant is not in
default hereunder, any remaining balance of such deposit shall
be returned by Landlord to Tenant without interest within
thirty (30) days after termination of this Lease.
REDACTED TEXT
[SUBSTITUTION 1.6 (a) Landlord shall have the right at any time from the
SPACE; LEASE date hereof through the end of the term of this Lease or any
SUBJECT TO renewal or extension hereof to substitute, in place of the
OPTIONS original Premises, other space in the Building of at least the
area of the original Premises ("Substitution Space").
(b) If Landlord desires to exercise such right, it shall
give Tenant at least sixty (60) days prior notice thereof
specifying the effective date of such substitution ("Effective
Date"), whereupon, on such Effective Date: (1) the description
of the original Premises set forth in this Lease shall,
without further act on the part of Landlord or Tenant, be
deemed amended so that the Substitution Space shall, for all
intents and purposes, be deemed the Premises hereunder, and
all of the terms, covenants, conditions, provisions and
agreements of this Lease shall continue in full force and
effect and shall apply to the Substitution Space except that
(a) if the then unexpired balance of the term of this Lease
shall be less than one year, the term of this Lease shall be
extended so that the unexpired balance of the term of this
Lease shall be for one year from such Effective Date, and (b)
if the Substitution Space contains more square footage than
the original Premises, the rental set out in Section 1.4 above
shall be increased proportionately (provided that such rental
increase shall not be in excess of five percent of the rental
immediately preceding such increase); and (2) Tenant shall
move from the original Premises into the Substitution Space
and shall vacate and surrender possession to Landlord of the
original Premises and if Tenant continues to occupy the
original Premises after such effective date, then thereafter,
during the period of such occupancy, Tenant shall pay rent for
the original Premises at the rate set forth in this Lease, in
addition to the rent for the Substitution Space as the above
described rate.
(c) Tenant shall have the option either to accept
possession of the Substitution Space in its "as is" condition
as the Effective Date or to require Landlord to alter the
Substitution Space in the same manner as the original Premises
were altered or were to be altered. Such option shall be
exercised by notice from Tenant to Landlord within ten (10)
days after the aforesaid notice from Landlord to Tenant of
such proposed relocation. If Tenant fails to deliver to
Landlord notice of its election within the ten (10) day
period, or if Tenant is in default under any of the terms,
covenants, conditions, provisions or agreements of this Lease,
Tenant shall be deemed to have elected to accept possession of
the Substitution Space in its "as is" condition. If Tenant
elect to require Landlord to alter the Substitution Space,
then (1) notwithstanding the preceding subparagraph (b)
regarding the terms of this Lease, if such then unexpired
balance of the term of this Lease is less than two (2) years,
the term of this Lease, without further act on the part of
Landlord or Tenant, shall be deemed extended so that the then
unexpired balance of the term of this Lease shall be two (2)
years from such Effective Date, (2) Tenant shall continue to
occupy the original Premises (upon all of the terms,
covenants, conditions, provisions, and agreements of this
Lease, including the covenant for the payment of rent) until
the date on which Landlord shall have substantially completed
such alteration work in the Substitution Space, (3) Tenant
shall move from the original Premises into the Substitution
Space immediately upon the date of such substantial completion
by Landlord and shall vacate and surrender possession to
Landlord of the original Premises on such date and if Tenant
continues to occupy the original Premises after such date,
then thereafter, during the period of such occupancy, Tenant
shall pay rent for the original Premises at the rate set forth
in this Lease, in addition to the rent for the Substitution
Space at the above described rate. With respect to such
alteration work in the Substitution Space, if Tenant shall
make changes in the work and if such changes shall delay the
work to be performed by Landlord, or if Tenant shall otherwise
delay the substantial completion of Landlord's work, the
happening of such delays shall in no event postpone the date
for the commencement of the payment of rent for such
Substitution Space beyond the date on which such work would
have been substantially completed but for such delay and, in
addition, Tenant shall continue to pay rent for the original
Premises at the rate set forth in this Lease until Tenant
vacates and surrenders same as aforesaid. Landlord at its
discretion may substitute materials of like quality for the
materials originally utilized.
(d) If Landlord exercises its relocation right, Landlord
shall reimburse Tenant for Tenant's reasonable out of pocket
expenses for moving Tenant's furniture, equipment, supplies
and telephones and telephone equipment from the original
Premises to the Substitution Space and for reprinting Tenant's
stationery of the same quality and quantity of Tenant's
stationery supply on hand immediately prior to Landlord's
notice to Tenant of the exercise of this relocation right. If
the Substitution Space contains more square footage than the
original Premises and if the original Premises were carpeted,
Landlord shall supply and install an equal amount of carpeting
of the same or equivalent quality and color.
(e) It is further specifically understood and agreed that
this Lease and the right of Tenant to occupancy of the
Premises is subject and subordinate to any right that any
other tenant of Landlord may have to exercise options to lease
additional space in the Building ("Option Space"). In the
event that any such option shall be exercised and the Option
Space shall constitute all or any part of the Premises,
notwithstanding the availability of other space in the
Building which may be used as Substitution Space, Landlord
shall have the option in its sole discretion to either
terminate this Lease or to provide Tenant with Substitution
Space, provided that Landlord shall in either event notify
Tenant in writing of its decision within thirty (30) days
after Landlord shall have been notified of the exercise of an
option for Option Space by the other Tenant exercising the
same. If Landlord shall elect to terminate this Lease then
without further act the Lease shall terminate as to the entire
Premises sixty (60) days after the receipt by Tenant of the
aforesaid written notice from Landlord, with rent to be pro
rated accordingly if the sixtieth (60th) day should be a day
other than the last day of a month, and Tenant agrees to
vacate the Premises at its own expense by the end of said
sixty (60) day period. If Landlord shall elect to provide
Tenant with Substitution Space, then Landlord shall do so in
accordance with and pursuant to the terms and conditions of
Subsections (a) through (d) of this Section 1.6 above.]
TAXES, SPECIAL 1.7 Tenant shall pay prior to delinquency at any time
ASSESSMENTS, during the term of the Lease that they may be imposed, levied
LICENSES, ETC. or assessed; (a) all ad valorem real and personal property
taxes and special assessments against the Premises or any
personal property thereon resulting from any improvements or
alterations to the above-described use of the Premises by
Tenant which are in excess of the amount of such prior to the
beginning of the Lease term, (b) all license, franchise and
permit fees or taxes. Promptly after demand thereof, Tenant
shall furnish to Landlord satisfactory proof of payment of any
or all items stated herein which are payable by Tenant.
ARTICLE II
FINISH BY LANDLORD 2.1 Landlord shall complete construction of the Premises
(BUILDING in accordance with plans approved by Tenant but only to the
STANDARDS) extent described in "Exhibit B" attached hereto and
incorporated herein by reference ("Shell Space Work"). In no
event shall Landlord be obligated to complete or otherwise
provide any of the tenant finish work for the Premises also
described in said "Exhibit B" ("Finish Work") beyond the Shell
Space Work. Tenant shall have the right to choose the
contractor to perform all Finish Work; provided, however, that
Landlord shall have approved the contractor in writing, which
approval shall not be unreasonably withheld. The contractor
shall have provided a performance bond satisfactory to
Landlord as to amount, form and substance as shall be
satisfactory to Landlord and naming both Tenant and Landlord
as additional insureds, and containing a standard mortgagee
endorsement in favor of any mortgagee of Landlord, as their
interests may appear. All plans, drawings and specifications
for the Finish Work shall be approved in writing by Landlord
prior to the Commencement of the Finish Work; provided,
however, that any denial of such approval must be made in
writing by Landlord within fifteen (15) days following the
submission to Landlord of all such plans, drawings and
specifications or else such approval shall be deemed to have
been given. Tenant shall
receive from Landlord an allowance for the Finish Work in the
total amount of $11,030.00 (calculated by multiplying 1952
square feet of net usable area in the Premises times $5.65 per
each such square foot). For the purposes of this Section 2.1,
the term "net usable area" shall have the same meaning as the
term "net rentable area" defined in Section 1.1 above, except
that it shall not include any bathrooms or elevator lobby
areas. Landlord shall make disbursements of the allowance
directly to Tenant's contractor at the same time and toward
payment of the progress payments due the contractor from
Tenant. The maximum amount of each such disbursement shall be
equal to the total amount of the Finish Work allowance
multiplied times a fraction, the numerator of which is the
amount of the progress payment then due the contractor and the
denominator of which is the total amount of the construction
contract price for the Finish Work; provided, however, that in
no event shall the amount of any such disbursement exceed the
amount of the progress payment then due.
SERVICES TO BE 2.2 Landlord shall furnish Tenant while occupying the
FURNISHED BY Premises the following services on all days except as
LANDLORD otherwise stated:
(a) Water, including cold water from mains for
humidification, break rooms, drinking, lavatory and toilet
purposes drawn through fixtures installed by Landlord, or by
Tenant with Landlord's written consent, and hot water for
lavatory and break room purposes from the regular Building
supply at the prevailing temperature. Tenant shall pay
Landlord at rates fixed by Landlord, which such rates shall be
reasonable, and shall not exceed the rates charged by a
similar class of office buildings in downtown, Little Rock,
Arkansas, for water furnished for any other purposes. Tenant
shall not waste or permit the waste of water. If Tenant fails
to promptly pay Landlord's proper charge for water, Landlord,
upon not less than ten days' notice, may discontinue
furnishing that service and no such discontinuance shall be
deemed an eviction or disturbance of Tenant's use of the
Premises or render Landlord liable for damages or relieve
Tenant from any obligation.
REDACTED TEXT
[(b) (1) Heating and air conditioning (cooling), when
necessary in Landlord's judgment for normal comfort (75oF.,
65oF.) in the Premises from 7:00 a.m. to 6:00 p.m., Monday
through Friday and on Saturdays which are not holidays from
8:00 a.m. to 1:00 p.m. Landlord shall furnish Tenant with
heating and air conditioning (cooling) when necessary for
normal comfort in the Premises at times other than set forth
in the immediately preceding sentence pursuant to the terms
and conditions of the Building rules and temperature otherwise
maintained by the air conditioning system, Landlord reserves
the right to install supplementary air conditioning units in
the Premises and the cost of installation, operation and
maintenance thereof shall be paid by Tenant to Landlord at
reasonable rates.]
(2) Notwithstanding anything herein to the contrary,
Tenant shall retain the right at its sole expense to
construct, install, and attach its own HVAC and generator
equipment (the "HVAC Unit and Generator"), in a mutually
agreeable location. Tenant shall be solely responsible for any
and all costs arising from or related to the installation,
operation, repair, or maintenance of the HVAC Unit and
Generator, and shall indemnify and hold Landlord harmless from
and against any and all losses, expenses, or costs, including
attorneys fees and lost profits arising from or related to the
HVAC Unit and Generator. Provided further, Tenant shall be
solely responsible for the removal and containment of any
asbestos materials resulting from its operation, installation,
maintenance or repair of the HVAC Unit and Generator, and
Tenant shall have ten (10) days from the expiration of the
Lease Term, to remove the HVAC Unit and Generator, and return
the Premises to their condition on the day the Lease was
executed, normal wear and tear excepted, or Tenant may choose
to leave the HVAC Unit and Generator in place upon termination
of the Lease Term, at which time the HVAC Unit and Generator
shall become sole and exclusive the Property of the Landlord.
(c) Electrical current for standard Building lighting
fixtures provided by Landlord and electrical outlets for
office equipment for ordinary purposes connected with the
aforesaid use of the Premises. It is understood that services
furnished under Section 2.2(b) and 2.2(c) are Building
standards, and all other electrical consumption by Tenant in
the Premises including consumption for lighting fixtures,
office equipment, air conditioning or heating beyond normal
Building standards or Building hours shall be paid for by
Tenant to Landlord at a rate fixed by Landlord which shall be
at least equal to the rate charged to Landlord by the utility
company providing the electricity.
(d) Nightly housekeeping and janitor service Monday
through Friday in and about the Premises. Tenant shall not
provide any janitor services without Landlord's prior written
consent, and then, only subject to the supervision of Landlord
and at Tenant's sole expense and responsibility and by a
janitor contractor or employee at all times satisfactory to
Landlord.
(e) Electrical lighting services and heating and air
conditioning for all public areas and special service areas of
the Building in the manner and to the extent deemed by
Landlord to be standard.
(f) Passenger and freight elevator service in common with
Landlord and other tenants, from 7:00 a.m. to 6:00 p.m.,
Monday through Friday, and Saturday from 8:00 a.m. to 1:00
p.m. Such normal elevator service, passenger or freight, if
furnished at other times, shall be deemed optional with
Landlord and shall never be deemed a continuing obligation.
Landlord, however, shall provide adequate passenger and
freight elevator service daily at all times when normal
passenger and freight service is not furnished. Automatic
elevator service shall be deemed "elevator service" within the
meaning of this paragraph.
(g) Provided further, Tenant shall also retain the right
to construct, attach, and
install its own fire suppression system ("Fire System"),
provided Landlord is satisfied it will not affect or
unreasonably interfere with the building's fire system. Tenant
shall be responsible for any and all costs arising from or
related to the operation, installation, repair, or maintenance
of the Fire System, and shall indemnify and hold Landlord
harmless from any and all loses, expenses, or costs, including
attorneys' fees, and lost profits, arising from or related to
the Fire System. Provided further, Tenant shall be solely
responsible for the removal and containment of any asbestos
materials resulting from its construction, installation,
maintenance, or repair of the Fire System, and Tenant shall
have ten (10) days from the Lease Term to remove the Fire
System and return the Premises to their condition on the day
the Lease was executed, normal wear and tear excepted, or
Tenant may choose to leave the Fire System in place upon
termination of the Lease term, at which time the HVAC Unit
shall become the sole and exclusive property of the Landlord.
Landlord does not warrant that any service will be free
from interruptions caused by repairs, renewals, improvements,
changes of service, alterations, strikes, lockouts, labor
controversies, civil commotion, riot, accidents, inability to
obtain electrical power, fuel, steam, water, supplies or labor
or other cause beyond the reasonable control of Landlord. No
such interruption of service shall be deemed an eviction or
disturbance of Tenant's use and possession of the Premises or
any part thereof, or render Landlord liable to Tenant for
damages, by abatement of rent or otherwise, or relieve Tenant
from performance of Tenant's obligations under this Lease.
Tenant hereby waives and releases all claims against Landlord
for damages for interruption or stoppage of service.
In the event that by agreement with Tenant, Landlord
furnishes extra or additional services to be paid for by
Tenant, a failure to pay for such services within fifteen (15)
days after written notice to Tenant shall authorize Landlord,
in Landlord's discretion and without further notice, to
immediately discontinue such services and terminate any
agreement for such services.
Any additional service charges paid by Tenant to Landlord
for extra or additional services pursuant to this Section 2.2
shall be subject to adjustment in the same manner as the
rental as provided for in Section 1.4 hereof.
QUIET POSSESSION 2.3 Tenant shall keep and perform all of its covenants
under this Lease on the part of Tenant to be performed, and
Landlord shall guarantee to Tenant the quiet, peaceful and
uninterrupted possession of the Premises.
ARTICLE III
LAWFUL USES 3.1 Tenant will maintain the Premises in a clean and
healthful condition; and comply with all laws, ordinances,
orders, rules, and regulations (state, federal, municipal and
other agencies or bodies having any jurisdiction thereof) with
reference to use, conditions, or occupancy of the Premises.
INDEMNITY AND 3.2 Tenant is or shall become familiar with the Premises
INSURANCE; and acknowledges that the same are received by Tenant in a
WAIVERS; good state of repair, accepted by Tenant in the condition in
SUBROGATION; which they are now or shall be when ready for occupancy and
INDEMNITY that Landlord shall not be liable to Tenant or Tenant's
agents, employees, invitees or visitors for any injuries,
death or damage to persons or property due to any condition,
design or defect in the Building or its mechanical system or
elsewhere in the Premises or the Building which may now exist
or hereafter occur except where due to Landlord's sole
negligence. Tenant accepts the Premises as suitable for the
purposes for which the same are leased and assumes all risks
of injury, death or damage to persons or property for which
Tenant may become legally liable, and agrees that no
representations, except such as are contained herein or
endorsed hereon have been made to Tenant respecting the
condition of the Premises. Provided, that if the Premises is
being constructed or remodeled for Tenant and the date of this
lease is prior to the completion of such construction or
remodeling, the provisions of this Section 3.2 shall not apply
until Tenant has signed a letter of acceptance of the
condition of the Premises.
(a) Insurance. Tenant shall at its expense procure and
maintain throughout the Term the following insurance
policies: (1) commercial general liability insurance in
amounts of not less than a combined single limit of
$1,000,000 (the "Liability Insurance Amount"), insuring
Tenant, Landlord, and Landlord's agents against all
liability for injury to or death of a person or persons or
damage to property arising from the use and occupancy of
the Premises, (2) contractual liability insurance coverage
sufficient to cover Tenant's indemnity obligations
hereunder, (3) (including property of others) in the
Premises, and (4) xxxxxxx'x compensation insurance
containing a waiver of subrogation endorsement reasonably
acceptable to Landlord. Tenant shall furnish certificates
of such insurance and such other evidence satisfactory to
Landlord of the maintenance of all insurance coverages
required hereunder, and Tenant shall obtain a written
obligation on the part of each insurance company to notify
Landlord at least 30 days before cancellation or (if
available) a material change of any such insurance. All
such insurance policies shall be in form, and issued by
companies, reasonably satisfactory to Landlord.
(b) Waiver of Negligence Claims, No Subrogation. Landlord
and Tenant each waive any claim it might have against the
other for any damage to or theft, destruction, loss, or
loss of
use of any property, but only to the extent the same is
insured against by such party under any insurance policy
that covers the Building, the Premises, Landlord's or
Tenant's fixtures, personal property, leasehold
improvement, or business or is required to be insured
against by it under the terms hereof, regardless of
whether the negligence or fault of the other party caused
such loss; however, Landlord's waiver shall not include
any commercially reasonable deductible amounts on
insurance policies carried by Landlord. Each party shall
cause its insurance carrier to endorse all applicable
policies waiving the carrier's rights of recovery under
subrogation or otherwise against the other party.
(c) Indemnifications. Subject to the provisions
herein, Tenant shall defend, indemnify, and hold harmless
Landlord and Landlord's agents and their respective
shareholders, directors, officers, employees, and partners
from and against all claims, demands, liabilities, causes
of action, suits, judgements, and expenses (including
attomeys' fees) for any bodily injury and property damage
claims arising from the negligence or willful misconduct
of Tenant or its employees, agents, contractors or
invitees. Subject to the provisions herein, Landlord shall
defend, indemnify, and hold harmless Tenant and Tenant's
agents and their respective shareholders, directors,
officers, employees, and partners from and against all
claims, demands, liabilities, causes of action, suits,
judgements, and expenses (including attorneys' fees) for
any bodily injury and property damage claims arising from
the negligence or willful misconduct of Landlord, its
subtenants, its assignees, or any of their respective
employees, contractors, agents or invitees. These
indemnification provisions shall survive termination or
expiration of this Lease.
(d) Landlord's Insurance. Landlord shall maintain fire
and extended insurance or similar coverage for the full
replacement cost of the Building (endorsed to provide at
least six month's rent-loss insurance) and public
liability insurance in such amounts and with such
deductible amounts as would be maintained by a prudent
landlord of a Class A office building in the Central
Business District, Additionally, Landlord may obtain and
carry any other form or forms of insurance as it may
reasonably desire or as any Landlord's Mortgagee may
require.
The liability of Landlord to Tenant for any default by
Landlord under the terms of this Lease shall be limited to
the proceeds of sale on execution of the interest of
Landlord in the Building in which the Premises are
located, and Landlord shall not be personally liable for
any deficiency. This clause shall not be deemed to limit
or deny any remedies which Tenant may have in the event of
default by Landlord hereunder which do not involve the
personal liability of Landlord.
WASTE 3.3 Tenant shall not commit or permit any waste to be
committed whatsoever
NUISANCES 3.4 Tenant shall not create or allow any nuisance to exist
in the Premises, and it shall xxxxx promptly and free of
expense to Landlord any nuisance that may arise. Landlord's
determination of what constitutes a nuisance shall be binding
on Tenant.
INVALIDATION OF 3.5 Tenant shall not suffer anything to be or remain upon
INSURANCE or about the Premises which will invalidate any policy of
insurance which Landlord may now or hereafter have upon the
Building.
INCREASED 3.6 Tenant shall not suffer anything to be or remain upon
PREMIUMS or about the Premises nor carry on nor permit upon the
Premises any trade or occupation or suffer to be done anything
which may render an increased or extra premium payable for any
insurance of the Premises or the Building against fire,
casualty, liability or any other insurable causes, unless
consented to in writing by Landlord. Regardless of whether
Landlord has so consented or not, Tenant shall pay any such
increased or extra premium within ten days after Tenant shall
have been advised by Landlord of the amount thereof.
ALTERATIONS 3.7 Except as otherwise permitted herein or in the
Building rules and regulations, Tenant shall not have the
right to make changes, alterations, or additions to the
Premises (including without limitation, floor coverings and
fixtures) until Tenant has first obtained Landlord's approval
in writing, which approval shall not be unreasonably withheld.
Such changes, alterations, or additions, when made to the
Premises by Tenant, shall at once become the property of
Landlord and shall be surrendered to Landlord upon the
termination for any reason of this Lease; but this clause
shall not apply to movable equipment (including generator,
racks, cabinets) or furniture of Tenant or such changes,
alterations or additions to the Premises as may be removed
from the Premises without causing damages thereto other than
the diminution in value to the Premises resulting from such
removal. In the event Tenant elects to remove any such item,
it shall do so at its sole expense. Title to any item so
removed shall immediately vest in Tenant without any action on
the part of Landlord being required.
In the event Tenant removes its auxillary HVAC system,
Generator and/or Fire Suppression systems, the Tenant shall
restore the Building HVAC, Generator space and Fire
Suppression systems in the Premises to their original
condition before installation.
USE OF BUILDING 3.8 Tenant shall not, except to designate Tenant's
NAME business address (and then only in a conventional manner and
without emphasis or display) use the name or any simulation or
abbreviation of such name for any purpose whatsoever. Landlord
shall have the right to change the name of the Building at any
time after six (6) months' notice to all Tenants. Tenant will
discontinue using any such name and any simulation or
abbreviation thereof for the purpose of designating Tenant's
business address before the date Landlord shall specify in its
notice to Tenant after which the Building shall no longer be
known by such name.
SIGNS 3.9 Tenant shall not paint, display, inscribe, maintain or
affix any sign, picture, advertisement, notice, lettering or
direction on any area outside the Premises except on hallway
doors of the Premises, and then only such name or names or
matter and in such color, size, style, character
and materials as may first be approved by Landlord in writing,
which approval shall not be unreasonably withheld. Landlord
shall have the right to remove, at Tenant's expense, all
matter other than that above provided for without notice to
Tenant.
DEFACING PREMISES 3.10 (a) Tenant shall not place anything or allow anything
AND OVERLOADING to be placed near the glass of any door, partition, wall or
window which may be unsightly from outside the Premises, and
Tenant shall not place or permit to be placed any article of
any kind on any window ledge or on the exterior walls. Blinds,
shades, awnings or other forms of inside or outside window
coverings, or window ventilators or similar devices, shall not
be placed in or about the outside windows in the Premises
except to the extent that the character, shape, color,
material and make thereof is approved by Landlord, and Tenant
shall not do any painting or decorating in the Premises or
make, paint, cut or drill into, or in any way deface any part
of the Premises or the Building without the written consent of
Landlord. Tenant shall not overload any floor or part thereof
in the Premises, or any facility in the Building or any public
corridors or elevators therein while bringing in or removing
any large or heavy articles, and Landlord may direct and
control the location of safes and all other heavy articles.
Furniture and other large or heavy articles may not be brought
into the Building, removed therefrom or moved from place to
place within any portion of the Premises or other portion of
the Building or its equipment that would exceed the standard
load limits as set forth in the rules of the Building.
(b) Notwithstanding the above, Tenant shall, with
Landlord's approval and supervision, be allowed at its sole
expense to safely increase the floor load of the Premises to
accommodate its batteries and equipment.
REPAIRS 3.11 Tenant shall, at its costs and expense, repair and
replace any damage or injury done to the Premises, or the
Building, or any part thereof, caused by Tenant or its agents,
employees, invitees, or visitors; and should Tenant fail to
make such repairs or replacements within 15 days of
occurrence of such damage or injury, Landlord may, at its
option, make such repairs and replacements and Tenant shall
pay the cost thereof to Landlord upon demand.
REDACTED TEXT
ASSIGNMENT OR 3.12 Solely in the event of a merger or sale, Tenant will
SUBLETTING be allowed to [shall not] assign or sublet the Premises, this
Lease or any part thereof with prior written notice to
Landlord provided however, no such assignment or sublease
shall be effective, unless and until said assignee or
subleasee executes a complete and unconditional assumption of
any and all obligations of the Tenant, herein. [without the
prior written consent of Landlord, which consent may be
withheld by Landlord for any reason whatever, whether
reasonable or not.]
Except as set forth herein, Landlord shall have the right to
approve any assignment or sublease, subject to consent, which
shall not be unreasonably withheld. Notwithstanding any
assignment or subletting, Tenant and any guarantor of Tenant's
obligations under this Lease shall at all times remain fully
responsible and liable for the payment of the rent herein
specified and for compliance with all of Tenant's other
obligations under this Lease.
ATTORNEY FEES 3.13 Tenant shall pay all costs of collection, including
reasonable attorney fees, if all or any part of the rent
reserved herein is collected after maturity with the aid of
any attorney; and Tenant shall also pay reasonable attorney
fees in the event it becomes necessary for Landlord to employ
an attorney to force Tenant to comply with any of the
covenants, obligations or conditions imposed by this Lease.
RULES OF BUILDING 3.14 Tenant and Tenants agents, employees and invitees
will comply fully with all requirements of Rules of the
Building which are attached hereto and, which are a part of
this Lease as though fully set out herein. Landlord shall at
all times have the right to change such rules and regulations
or to amend them in such reasonable manner, not inconsistent
with the terms of this Lease, as may be deemed advisable for
safety, care and cleanliness of the Premises and for
preservation of good order therein. Provided, however,
Landlord shall notify Tenant of any change in such rules at
least ninety (90) days before such rules are to go into
effect. All rule and regulation changes and amendments will be
forwarded to Tenant in writing and shall be carried out and
observed by Tenant after the effective date.
ENTRY FOR REPAIRS 3.15 Landlord, its officers, agents, partners and
INSPECTING, ETC. representatives, and any mortgagee, secured party or other
creditor to whom or for whose benefit a lien against the
interest of Landlord in the Building has been granted as
security for the payment of any indebtedness of Landlord,
shall each have the right to enter into and upon the Premises
at all reasonable times, or in the case of emergency at any
time, to inspect the same or make such repairs or alterations
as they may deem necessary or desirable. However, such entry
may only be made for a purpose reasonably related to the
preservation of such party's security. Tenant shall also
permit Landlord at all reasonable times or, in case of
emergency, at any time to inspect, erect, use and maintain
pipes, ducts, conduits and similar devices in, above and
through the Premises, and to make any necessary repairs or
alterations. Landlord shall be allowed to take all material
into and upon the Premises that may be required therefor
without the same constituting an eviction of Tenant in whole
or in part and the rent reserved shall in no wise xxxxx while
said repairs and maintenance are being made, by reason or loss
or interruption of the business of Tenant, or otherwise.
Anything to the contrary contained in this Section 3.15
notwithstanding, except in the case of any emergency, any such
repairs or alterations which are made by Landlord, unless and
except they are made at the request of Tenant, shall not be
made at times when they would interrupt the normal business
operations of Tenant, except with prior written approval of
Tenant.
SURRENDER OF 3.16 Upon any termination of this Lease, by expiration,
PREMISES lapse of time or otherwise:
(a) Tenant shall immediately vacate and surrender the
Premises to Landlord in good order, condition and repair,
reasonable wear and tear or casualty damage to be repaired
by Landlord pursuant to Section 4.9 excepted.
(b) Tenant shall surrender all door keys for the Premises
to Landlord.
(c) Tenant grants to Landlord full authority and right to
enter upon the Premises and take possession thereof.
REDACTED TEXT
(d) All installations, decorations, floor covering,
fixtures, additions, partitions, hardware, light fixtures,
non-trade fixtures and improvements, temporary or
permanent, except movable furniture and equipment
belonging to Tenant, in or upon the Premises, whether
placed there by Tenant or Landlord, shall be Landlord's
property and shall remain upon the Premises, all without
compensation, allowance or credit to Tenant; provided,
however, all such installations, decorations, etc. placed
there by Tenant may be removed by Tenant at its sole
expense if such removal can be accomplished without
causing damage to the Premises other than the diminution
in value to the Premises attributable to the
installations, decoration, etc. that are removed. Except
as to Paragraphs 2.2(b)(2), 2.2(g) and 3.7 of the Lease,
title to any items [so] removed shall immediately vest in
Tenant without any action on the part of Landlord being
required.
LIENS 3.17 Tenant shall keep the Premises free from all liens
which might arise from a third party's transaction with
Tenant, including but not limited to the provision of services
and the sale of goods and materials. If such lien does arise,
then Tenant shall cause such lien to be removed, extinguished
or satisfied within a reasonable time at the expense of
Tenant.
REAL ESTATE 3.18 Tenant represents that Tenant has dealt directly with
BROKER (and only with) FLAKE & XXXXXX MANAGEMENT, INC. d/b/a FLAKE &
XXXXXX MANAGEMENT, Little Rock, Arkansas, as broker in
connection with this Lease, and that insofar as Tenant knows,
no other broker negotiated or participated in the negotiations
of this Lease or submitted or showed the Premises or is
entitled to any commission in connection with this Lease.
ARTICLE IV
RIGHTS RESERVED 4.1 Landlord shall have the following rights exercisable
TO LANDLORD without notice or demand and without liability to Tenant for
damage or injury to property, persons or business (all claims
for damage thereof being hereby released by Tenant), and
without effecting an eviction or disturbance of Tenant's use
or possession of the Premises or giving rise to any claim for
setoffs or abatement of rent.
(a) To name the Building and change the name or street
address of the Building as set out in Section 3.8 above.
(b) To install and maintain signs on the exterior and
interior of the Building.
(c) To retain at all times, and to use in appropriate
instances, keys to all doors within and into the Premises,
and Tenant shall not replace any locks without the prior
written consent of Landlord.
(d) To decorate, remodel, repair, alter or otherwise
prepare the Premises for re-occupancy during the last six
months of the term hereof, provided that Tenant shall
have then vacated the Premises, or at any time after
Tenant abandons the Premises.
(e) To enter the Premises at reasonable hours to make
inspections, or to exhibit the Premises to prospective
tenants, purchasers or others, or for other reasonable
purposes.
(f) To have access to all mail chutes according to the
rules of the United States Post Office.
(g) To take all such reasonable measures as Landlord may
deem advisable for the security of the Building and its
occupants, including without limitation, the search of all
persons entering or leaving the Building, the evacuation
of the Building for cause, suspected cause, or for drill
purposes, the temporary denial of access to the Building,
and the closing of the Building after normal business
hours and on Saturdays, Sundays and holidays, subject,
however, to Tenant's right to admittance when the Building
is closed after normal business
hours under such reasonable regulations as Landlord may
prescribe from time to time which may include by way of
example but not of limitation, that persons entering or
leaving the Building, whether or not during normal
business hours, identify themselves to a security officer
by registration or otherwise and that such persons
establish their right to enter or leave the Building.
(h) To approve the weight, size and location of safes,
computers and other heavy articles in and about the
Premises and the Building and to require all such items
and other office furniture and equipment to be moved in
and out of the Building and the Premises only at such
times and in such manner as Landlord shall direct and in
all events at Tenant's sole risk and responsibility.
(i) To decorate and to make at any time or times, at its
own expense, repairs, alterations, additions and
improvements, structural or otherwise, in and to the
Premises, the Building or part thereof as Landlord may
deem necessary or desirable and to perform any acts
related to the safety, protection or preservation thereof,
and during such operations to take into and through the
Premises or any part of the Building all material and
equipment required; and to close or temporarily suspend
operation of entrances, doors, corridors, elevators or
other facilities, provided that Landlord shall cause only
such inconvenience or annoyance to Tenant as is reasonably
necessary in the circumstances.
(j) To do or permit to be done any work in or about the
Premises or the Building or any adjacent or nearby
building, land, street or alley.
(k) To grant to anyone the exclusive right to conduct any
business or render any service in the Building.
(l) To close the Building at 6:00 p.m. or such other
reasonable time as Landlord may determine, subject,
however, to Tenant's right to admittance under such
regulations as shall be prescribed from time to time by
Landlord and set out in the Rules of the Building.
(m) To designate and approve, prior to installation, all
types of window shades, blinds, drapes, awnings, window
ventilators and other similar equipment, and to approve
all internal lighting that may be visible from the
exterior of the Building.
(n) To have and retain a paramount title to the Premises
free and clear of any act of Tenant.
(o) To sell, assign or transfer all of Landlord's interest
in the Lease.
(p) To prohibit the placing of vending or dispensing
machines of any kind in or about the Premises without the
prior written permission of Landlord, and to regulate the
use thereof.
DEFAULT 4.2 The following event shall be deemed to be events of
default by Tenant under the Lease:
(a) Tenant shall fail to pay any installment of rent
hereby reserved and such failure shall continue for a
period of ten days after written notice of default.
(b) Tenant shall fail to comply with any term, provision
or covenant of this Lease, other than the payment of rent,
and shall not cure such failure within fifteen days after
written notice thereof to Tenant,
(c) Tenant or any guarantor of Tenant's obligations shall
make an assignment for the benefit of creditors.
(d) Tenant or any guarantor of Tenant's obligations shall
file a petition under any section or chapter of the
National Bankruptcy Act, as amended, or under any similar
law or statute of the United States or any state (hereof,
or Tenant or any guarantor of Tenant's obligations shall
be adjudged bankrupt or insolvent in proceedings filed
against Tenant or any guarantor of Tenant's obligations
thereunder and such adjudication shall not be vacated or
set aside or stayed within the time permitted by law.
(e) A receiver or trustee shall be appointed for all or
substantially all of the assets of Tenant or any guarantor
of Tenant's obligations and such receivership shall not be
terminated or stayed within the time permitted by law.
(f) Tenant shall desert, vacate or abandon any substantial
portion of the Premises.
Upon the occurrence of any of such events of default, Landlord
shall have the option to pursue any one or more of the
following remedies without any notice or demand whatsoever:
(1) Terminate this Lease, in which event Tenant shall
immediately surrender the Premises to Landlord and if Tenant
fails to do so, Landlord may, without prejudice to any other
remedy which it may have, enter upon and take possession of
the Premises and expel or remove Tenant and any other person
who may be occupying the Premises or any part thereof, by
force if necessary, without being liable for prosecution or
any loss and damage which Tenant may suffer by reason of such
termination, whether through failure to relet the Premises on
satisfactory terms or otherwise.
(2) Without terminating this lease, enter upon and take
possession of the Premises and expel or remove Tenant and any
other person who may be occupying the Premises or any part
thereof, make such alterations and repairs as may be necessary
in order to relet the Premises, and relet the Premises or any
part thereof for such term and at such rental and upon such
other terms and conditions as Landlord in its sole discretion
may deem advisable. Upon each such reletting, the rentals
received by Landlord shall be applied: first, to the payment
of any indebtedness other than rent hereunder due from Tenant
to Landlord; second, to the payment of any costs and expenses
of such reletting including brokerage fees and attorney's fees
and costs of such alterations and repairs; third, to the
payment of any rent due and unpaid hereunder, and the residue,
if any, shall be held by Landlord and applied in payment of
future rent as the same may become due and payable hereunder.
If such rentals received from such reletting during any month
shall be less than the rent to be paid during that month by
Tenant hereunder, Tenant shall pay any such deficiency to
Landlord upon demand. No such re-entry or taking of possession
by Landlord shall be construed as an election on its part to
terminate this Lease unless a written notice of such intention
shall be given to Tenant; and any attempt by Landlord to
mitigate its claim for damages against Tenant by reletting the
Premises shall not be construed as a waiver of its right to
damages under this section.
(3) To enter upon the Premises, by force if necessary, without
being liable for prosecution or any claim for damages
therefor, and do whatever Tenant is obligated to do under the
terms of this lease; and Tenant agrees to reimburse Landlord
on demand for any expenses Landlord may incur in this
effecting compliance with Tenant's obligations under this
Lease, and Tenant further agrees that Landlord shall not be
liable for any damages resulting to Tenant from such action,
whether caused by the negligence of Landlord or otherwise.
(4) Upon any event of default by Tenant all unpaid rent
payments due under the terms of the lease shall be due and
payable immediately upon demand by Landlord. Pursuit of any of
the foregoing remedies shall not preclude pursuit of any other
remedies herein provided, or any other remedies provided by
law, nor shall pursuit of any remedy herein provided
constitute a forfeiture or waiver of any rent due to Landlord
hereunder or of any damages accruing to Landlord by reason of
the violation of any of the terms, provisions and covenants
herein contained. No waiver by Landlord of any violation or
breach of any of the terms, provisions and covenants contained
in this Lease shall be deemed or construed to constitute a
waiver of any other or succeeding violation or breach of any
of the terms, provisions, and covenants herein contained.
Forbearance by Landlord to enforce one or more of the remedies
herein provided upon an event of default shall not be deemed
or construed to constitute a waiver of such default.
Tenant agrees upon any default hereunder on the part of
Landlord that Tenant shall give written notice of such default
by certified mail to each holder of any mortgage, deed of
trust, security agreement, assignment of this Lease or other
similar instrument, at such address as is provided under
Section 4.11 of this Lease, and each such holder shall have
thirty (30) days after receipt of said notice to cure the
default before Tenant shall have any right to terminate this
Lease because of the default.
ESTOPPEL 4.3 From time to time, upon not less than ten (10) days
CERTIFICATE BY prior request by Landlord, Tenant shall execute and deliver to
TENANT Landlord and to any other person designated by Landlord a
written estoppel certificate stating, among any other thing
reasonably requested by Landlord, that: (a) the Lease has
commenced and Tenant is paying rent on a current basis in
accordance with the terms of the Lease, subject to no offsets
or claims and that all Shell Space Work and other obligations
of Landlord which are conditions precedent to Tenant's
occupying the Premises have been fulfilled, (b) Landlord is
not in default under the Lease and no condition exists which
with the passage of time will become a default, and (c) no
modification or amendment will be made in the Lease without
the prior written consent of any mortgagee, secured party or
other creditor to whom or for whose benefit as lien against
the interest of Landlord in the Building has been granted as
security for the payment of any indebtedness of Landlord.
SUBORDINATION OF 4.4 This Lease and all rights of Tenant hereunder are
LEASE, ATTORNMENT subject and subordinate to any deeds of trust, mortgages,
NON-DISTURBANCE security agreements, lease assignments or other instruments of
security, as well as to any ground leases or primary leases,
that now or hereafter cover all or any part of the Building,
the land situated beneath the Building or any interest of
Landlord therein, and to any and all advances made on the
security thereof, and to any and all increase, renewals,
modifications, consolidations, replacements and extensions of
any of the foregoing. This provision is hereby declared by
Landlord and Tenant to be self operative and no further
instrument shall be required to effect such subordination of
this Lease. Tenant shall, however, upon demand at any time or
times execute, acknowledge and deliver to Landlord any and all
instruments and certificates that in the judgment of Landlord
may be necessary or proper to confirm or evidence such
subordination. Notwithstanding the generality of the foregoing
provisions of this Section 4.4. Tenant agrees that any such
mortgagee, secured party or assignee shall have the right at
any time to subordinate any such deeds of trust, mortgages,
security agreements, lease assignments or other instruments of
security to this Lease on such terms and subject to such
conditions as they may deem appropriate in their discretion.
Provided, however, so long as Tenant is not in default in the
payment of rent or in the performance of any of the terms of
the Lease, Tenant's possession of the Premises and Tenant's
rights and privileges under the Lease or any renewal thereof
shall not be diminished or interfered with by any aforesaid
mortgagee, secured party or assignee. Landlord shall include
such a non-disturbance clause in any instrument creating a
lien on the Building, provided that the form thereof shall be
satisfactory to the holder of such lien. Tenant hereby
irrevocably appoints Landlord as attorney in fact for Tenant
with full power and authority to execute and deliver in the
name of Tenant any such instruments. Tenant agrees to pay all
rent due hereunder directly to any aforesaid mortgagee,
secured party or assignee, or as Tenant may be directed by the
same, upon the receipt of notice from the same that Landlord
is in default under their particular security instrument.
Tenant agrees in the event it is requested by such mortgagee,
secured party or assignee, or any proceedings are brought for
the foreclosure or enforcement of any such security
instrument, to attorn to the holder of the same and to
recognize them as Landlord under this Lease. Tenant agrees to
execute and deliver at any time and from time to time upon the
request of Landlord any instrument which may be necessary or
appropriate in any such event to evidence such attornment.
Tenant hereby irrevocably appoints Landlord and the holder of
such security instrument, or any of them, the attorney in fact
for Tenant with full power and authority to execute and
deliver in the name of Tenant any such instrument. Tenant
further waives the provisions of any statute or law now or
hereafter in effect which may give or support to give Tenant
any right to terminate or otherwise adversely affect this
Lease in the event any such foreclosure proceeding is brought.
Tenant and Landlord further agree that any agreement by
either of them to pay any leasing commissions in regard to the
Lease shall not be enforceable against any party other than
the party entering into such agreement, and such agreement
shall at all times be subordinate and inferior to the lien of
any aforesaid security instrument.
RENEWAL OR 4.5 No renewal or amendment of this Lease shall be binding
AMENDMENT on either party unless it is in writing and signed by Landlord
and tenant.
HOLDING OVER 4.6 Should Tenant or any of its successors in interest
hold over the Premises or any part thereof after the
expiration of the term of this Lease or any extension thereof
such holding over shall constitute and be construed as a
tenancy from month to month only. Tenant will pay as
liquidated damages on the first day of each month during the
holdover period an amount equal to one hundred twenty-five
percent (125%) of the rent paid or due to be paid during the
last month of the term of this Lease. No receipt of money by
Landlord from Tenant after termination of this Lease shall
reinstate or extend this Lease or affect any prior notice
given by Landlord to Tenant. Any extension of this Lease shall
be in writing signed by Landlord and Tenant.
WAIVER OF 4.7 As part of the consideration for this Lease, Tenant
LIABILITY hereby releases Landlord from all liability for damage to any
property of Tenant located in or upon the Building which
results from the negligence of Landlord to the extent any such
loss or damage is covered by insurance maintained by Tenant.
Also, as part of the consideration for this Lease, Landlord
hereby releases Tenant from all liability for damage to any
property of Landlord located in or upon the Building which
results from the negligence of Tenant to the extent any such
loss or damage is covered by insurance maintained by Landlord.
Tenant and Landlord further covenant that any insurance
maintained by either party shall contain an appropriate
provision whereby the insurance company or companies consent
to the foregoing mutual release of liability and so waive
insurance subrogation rights to the extent of the agreement
contained in this Section 4,7; provided that Landlord's
release shall only be operative upon proof of insurance
coverage and approval of said insurance by Landlord and its
insurer.
COVENANTS TO RUN 4.8 All covenants, conditions, agreements, and
TO HEIRS, ETC. undertakings in this Lease shall extend and inure to the
benefit of Landlord and its successors and assigns, and to the
heirs, executors, administrators, successors and assigns of
Tenant the same as if they were in every case named and
expressed; and except as herein otherwise provided, all said
covenants, conditions and agreements shall be binding upon the
successors and assigns, heirs, executors, and administrators
of the respective parties.
DAMAGE BY FIRE OR 4.9 If any part of the Premises or a material portion of
OTHER CASUALTY the building which affects Tenant's occupancy is rendered
untenantable by fire or other casualty, Landlord may elect (a)
to terminate this Lease as of the date of the fire or casualty
by notice to Tenant within sixty (60) days after the date, or
(b) to repair, restore or rehabilitate the Building or the
Premises at Landlord's expense, in which event this Lease
shall not terminate but rent shall be pro-rated for that
portion of the Premises that are untenantable and abated on a
per diem basis for that portion of the Premises that is
untenantable. If such damage is due to an act or omission of
Tenant, then Landlord shall have such rights as are set forth
herein at Tenant's cost and expense. If Landlord elects so to
repair, restore, or rehabilitate the Building or the Premises,
said work shall be undertaken and prosecuted with all due
diligence and speed. In the event of termination of the lease
pursuant to this Section 4.9, rent shall be apportioned on a
per diem basis and paid to the date of the fire or casualty.
Further, Landlord shall carry all risk property damage
insurance with flood and earthquake endorsements for the full
replacement value of the Building with Tenant as an additional
insured as its interest may appear.
CONDEMNATION 4.10 If the land or the building, or any part thereof, or
any interest therein, be taken by virtue of eminent domain or
for any public or quasi-public use or purpose, Landlord shall
have the right to terminate this Lease at the date of such
taking or within six months thereafter by giving Tenant thirty
(30) days' prior notice of the date of such termination. Any
interest which Tenant may have or claim to have in any award
resulting from any condemnation proceedings shall be limited
solely to the unamortized value of any permanent improvements
to the structure of the Building paid for directly by Tenant
and any claim for furniture or equipment of any nature
whatsoever shall be excluded. All other condemnation awards,
including but not limited to any award made on the basis of
the leasehold estate created by this Lease, shall be the sole
and separate property of Landlord.
NOTICES 4.11. Any notice required or desired to be given in
connection with this Lease shall be in writing sent by
certified mail, postage prepaid. Such notices shall be sent to
the persons at the addresses reflected below or any other
persons or addresses designated in writing by any such person
entitled to receive notice pursuant to the terms of this
Lease:
LANDLORD: UNION NATIONAL PLAZA 1, INC.
000 Xxxx Xxxxxxx Xxxxxx # 0000
Xxxxxx Xxxx, XX 00000
Phone: 000-000-0000
Fax: 000-000-0000
TENANT: R. E. Xxxxxxxx, Inc., dba COLO Solutions
X.X. Xxx 000000
Xxxxxxxxx, XX 00000
Phone: 000-000-0000
Fax: 000-000-0000
xxx@xxxxxxxxxxxxx.xxx
It shall be the obligation of all persons entitled to
receive any notice pursuant to this Lease to provide proper
names and addresses to the person required to give such
notice. All persons required to give such notices shall be
deemed to have satisfied their duties to give notice by giving
notice to the name at the address so provided. If no name and
address is given by a mortgagee, secured party or other
creditor then Tenant and Landlord have no duty to give notice
to that particular mortgagee, secured party or other creditor
failing to give the proper name and address until such is
provided.
EXHIBITS AND 4.12 Submission of the Lease for examination does not
EFFECTIVE DATE constitute a reservation of or option for leasing the
Premises. The Lease becomes effective only upon execution and
delivery by both Landlord and Tenant and approval by
Landlord's mortgagee where such approval is required. All
exhibits and riders attached to this Lease and initiated by
Landlord and Tenant are incorporated into and made a part of
this Lease.
TIME 4.13 Time is of the essence in this Lease.
CAPTIONS 4.14 The captions used in this Lease are for convenience
only and do not in any way limit or amplify the terms and
provisions hereof.
OTHER AGREEMENTS 4.15 This Lease contains the entire agreement of the
parties hereto with respect to the matters contained herein
and no other representations, promises or agreements, oral or
otherwise, have been made between the parties.
OTHER PROVISIONS 4.16 Rent Schedule:
Premises Lease:
--------------------------------------------------------------------------------------------------
Annual 4%
Suite 106 Escalation Rentable
Rentable Sq. Ft. Dates Gross Rent Monthly Rate
---------------- ----- ---------- ------- --------
--------------------------------------------------------------------------------------------------
2206 3/1/01 - 4/30/02 $30,884.00 $2,573.67 $14.00
--------------------------------------------------------------------------------------------------
2206 3/l/02 - 4/30/03 $32,119.36 $2,676.61 $14.56
--------------------------------------------------------------------------------------------------
2206 3/l/03 - 4/30/04 $33,404.13 $2,783.68 $15.14
--------------------------------------------------------------------------------------------------
2206 3/1/04 - 4/30/05 $34,740.30 $2,895.02 $15.75
--------------------------------------------------------------------------------------------------
2206 3/l/05 - 4/30/06 $36,129.91 $3,010.83 $16.38
--------------------------------------------------------------------------------------------------
Basement Generator Space:
--------------------------------------------------------------------------------------------------
Annual 4%
Basement Escalation Rentable
Rentable Sq. Ft. Dates Gross Rent Monthly Rate
---------------- ----- ---------- ------- --------
--------------------------------------------------------------------------------------------------
307 3/1/01 - 4/30/02 $ 4,298.00 $ 358.17 $14.00
--------------------------------------------------------------------------------------------------
307 3/1/02 - 4/30/03 $ 4,469.92 $ 372.49 $14.56
--------------------------------------------------------------------------------------------------
307 3/1/03 - 4/30/04 $ 4,648.72 $ 387.39 $15.14
--------------------------------------------------------------------------------------------------
307 3/l/04 - 4/30/05 $ 4,834.67 $ 402.89 $15.75
--------------------------------------------------------------------------------------------------
307 3/l/05 - 4/30/06 $ 5,028.05 $ 419.00 $16.38
--------------------------------------------------------------------------------------------------
License Agreement
--------------------------------------------------------------------------------------------------
Annual Rentable
Dates Gross Rent Monthly Rate
----- ---------- ------- --------
--------------------------------------------------------------------------------------------------
3/1/01 - 4/30/02 $ 120.00 $ 10.00 n/a
--------------------------------------------------------------------------------------------------
3/1/02 - 4/30/03 $ 120.00 $ 10.00 n/a
--------------------------------------------------------------------------------------------------
3/1/03 - 4/30/04 $ 120.00 $ 10.00 n/a
--------------------------------------------------------------------------------------------------
3/l/04 - 4/30/05 $ 120.00 $ 10.00 n/a
--------------------------------------------------------------------------------------------------
3/l/05 - 4/30/06 $ 120.00 $ 10.00 n/a
--------------------------------------------------------------------------------------------------
NOTICE TO RENEW 4.17 Tenant shall have the option to renew this lease for
three (3) additional five-year periods at the Market Rate.
Tenant shall give Landlord 180 day's written notice of its
intent to exercise its option. Tenant's failure to provide
notice in strict accordance with this agreement shall
terminate the option.
IN TESTIMONY WHEREOF, the above named Landlord and the above named Tenant have
executed this instrument on the day and year set forth above in this Lease.
ATTEST: LANDLORD:
UNION NATIONAL PLAZA I, INC.
By: /s/ By: /s/ Xxxxxxx Xxxxx
------------------------- ---------------------------
Xxxxxxx Xxxxx
Vice President
Date: 2/23/01 Date: 2/23/01
---------------------- -------------------------
ATTEST: TENANT:
R.E. Xxxxxxxx, Inc., dba COLO Solutions
Xxx Xxxxxxx
By: /s/ By: /s/ Xxx Xxxxxxx
------------------------- ---------------------------
Date: Date: 1/31/2001
---------------------- -------------------------
Xxxxx Xxxxxxx
By: Xxxxx Xxxxxxx
---------------------------
Date: 1/30/01
-------------------------
FIRST ADDENDUM
(Technical Facility)
To Lease
Dated January 17, 2001
Between
UNION NATIONAL PLAZA 1, INC.
And
R. E. Xxxxxxxx, Inc., dba COLO Solutions
Suite 106
This Lease Addendum (this "Addendum") is attached to and made a part of
that certain Lease dated January 17, 2001 for the property located at One Union
National Plaza, 124 West Capitol, Little Rock, Arkansas (the "Building"). In
the event of a conflict between the Lease and the terms and condition of this
Addendum, the terms and conditions of this Addendum shall control. Capitalized
terms not otherwise defined in this Addendum have the meanings given them in the
Lease.
1. Additional Definitions
"Cable" means (1) optical fibers exposed or encased in an aluminum
sleeve or EMT conduit, (2) coaxial cable exposed or installed in
interduct, or (3) copper cable, any of which may be used by Tenant to
distribute its services to the various tenants throughout the Building.
All Cable and related supports and equipment must be plenum rated or
otherwise in accordance with code requirements. Landlord must
reasonably approve all other materials placed in, on, or attached to
the Premises, pursuant to the terms of this Lease.
"Cross Connection" means the connection of one wire, cable, microwave
or laser under the management and control or ownership of Tenant to a
wire, cable, microwave or laser under the management and control or
ownership of another telecommunications provider by anchoring each wire
to a connecting block and placing a third wire between the two, or by
any other means, and whether at the demarcation point or elsewhere
within the Building; and any other connection within the Building of
Tenant's Equipment to a telecommunications system or any of its
components that is under the management, control or ownership of
another telecommunications provider.
"Customer" means any user of Equipment, whether belonging to the user
or to Tenant, located in the Premises, other than a tenant of the
Building under the terms of a separate contract with Tenant
(a "Customer Contract").
"Equipment" means equipment placed in the Premises, whether belonging
to Tenant or to a Customer, including Tenant's cabinets or racks, all
such equipment to be appropriately labeled when installed.
"Other Space" means terminal points on each floor from which Tenant's
Cables connect to Subscriber space.
"Raceways" means that portion of tile Buildings horizontal or vertical
raceways used and maintained by Tenant for routing Tenant's Cables and
ancillary equipment, which originates at the Premises and which follows
the Building's raceways to any applicable Subscriber space on any floor
of the Building.
"Services" means the services which Tenant is permitted to provide to
Subscribers and Customers pursuant to the permitted use clause of the
Lease, as modified by this Addendum, such Services more particularly
described as co-location of telecommunications and Internet related
facilities.
"Subscriber" means any customer of Tenant or building tenant under the
terms of a separate service order agreement with Tenant (a "Service
Order Agreement").
"Tenant" means any occupant of the Building under a lease or other
occupancy agreement with Landlord or an approved sublease.
2. Right to Use
(a) For the consideration set forth in the Lease, Landlord grants
to Tenant a non-exclusive right to use the Raceways and the
Other Space, in common with Landlord, tenants and others, for
the purpose of constructing, installing, operating,
repairing, maintaining and removing Tenant's Equipment and
providing the Services to Subscribers and Customers, in the
manner and consistent with the standards of first class
telecommunications service providers, all at Tenant's sole
risk and expense.
(b) Tenant shall have the right of access to the Building and the
right to construct Building conduit facilities associated
with providing Services hereunder, at its sole cost and
expense and in accordance with all applicable Laws and
Building requirements.
(c) Landlord reserves the right to lease and/or license other
portions of the Building (including the roof) or the land
on which the Building is located to other parties for use in
the provision of telecommunications services (which may be
similar to the Services) during the term of this Lease.
Landlord reserves the absolute and unconditional right to
approve the location and type of any equipment located on, or
to the roof of the Building, in order to assure other users
that Tenant's use does not interfere with any other users of
the roof area.
3. Uses
(a) Permitted Uses. Tenant shall use the Premises only for the
purpose of providing Subscribers with telecommunication and
Internet related co-location services and such other Services
as Landlord may from time to time permit. Tenant's Subscriber
Service Agreements shall in no event have terms with
scheduled expiration dates later than the Termination Date of
the Lease. Nothing herein shall be deemed to grant Tenant any
exclusive right to provide any or all of the Services to
tenants in the Building.
(b) Prohibited Uses. Tenant agrees not to use or permit the use
of the Premises, the Raceways or the Other Space for any
purpose which is illegal, dangerous to life, limb or
property, or which, in Landlord's reasonable opinion, creates
a nuisance or which would increase the cost of insurance
coverage with respect to the Building. In particular, no
semiconductors or other electronic equipment containing
polychlorinated biphenyls (PCBs) or other environmentally
hazardous materials may be used or stored in or around the
Premises, and no such materials may be used in any of the
Equipment (except for Tenant's battery system, which, because
it contains environmentally sensitive materials, will be
handled by and will be the sole responsibility of Tenant). In
addition, Tenant may not use or permit use of the Premises by
any Equipment of a type or frequency, which causes measurable
interference with the equipment of any pre-existing
telecommunications or data service provider, Landlord, or
other tenants.
4. Installation, Maintenance, and Repair and Alterations.
(a) All of the Equipment within the Premises, the Raceways or the
Other Space shall be at Tenant's sole risk and expense. All
plans, diagrams, and specifications for subsequent
improvements and installations of Cable detailing the
location and size of Equipment and the proposed routes into
the main telephone closet and Other Space will be submitted
to Landlord for prior written approval, which approval will
not be unreasonably withheld or unduly delayed. No oral
approval of these plans and specifications shall be deemed
effective. Upon completion of each installation and receipt
of written request from Landlord, Tenant shall supply
Landlord with "As Built" plans of the installation. Manager
and Tenant shall walk through the installation and prepare a
punch list, which Tenant shall complete within fifteen (15)
days after the walk through.
(b) Installation.
Tenant warrants that all of the Equipment and Cable will be
installed in a good and workmanlike manner strictly in
accordance with Applicable Laws, including the National
Electrical Code, state and local codes, using generally
accepted construction standards, and in a safe and proper
manner so as to pose no hazard to safety of life or property
with respect to persons and property in or about the
Building, at Tenant's cost, by contractors and subcontractors
approved in advance by Landlord. No electrical grounding
shall be permitted to other equipment in the Raceways without
Landlord's specific written approval of the method and
location of such grounding. Tenant shall use duly qualified
personnel for all installation, operation and maintenance of
Tenant's Equipment located in or on the Building.
5. Costs. Tenant shall be responsible for any and all cost, damage or expense
(including reasonable attorneys' fees and costs) arising from Tenant's
installation, maintenance, operation or repair to the Premises and Tenant's
Equipment, and any and all cost, damage or expense to the Building or the
property of Landlord or other tenants or service providers arising from such
installation, maintenance, operation or repairs. With respect to any
installation and construction that requires Landlord's approval, within ten days
after Tenant's receipt of an invoice from Landlord, Tenant shall reimburse
Landlord all reasonable costs and expenses actually incurred by Landlord and
payable to third parties (such as engineers and telecommunications consultants)
for the review and administration of such work by such third parties.
6. Compliance with Laws and Regulations. Tenant agrees to comply with all
applicable laws, ordinances, codes, rules and regulations of any governmental
entity or agency having jurisdiction with respect to the Building, including but
not limited to, municipal codes of the community in which the Building is
located, the Public Utilities Commission of the state where the Building is
located, the Federal Communications Commission, the Environmental Protection
Agency, and the Occupational Safety and Health Administration ("Applicable
Laws"). Tenant shall, at Tenant's sole cost, take all measures necessary to
insure that no unlawful level of radiation or interference is emitted from the
Equipment and that the Equipment strictly complies with all Applicable Laws.
7. Protection of Equipment. Tenant acknowledges that interruptions in utility
services are not uncommon in facilities such as the Building and Tenant agrees
to waive and release Landlord from any liability for damages or losses
(including indirect or consequential damages and attorneys' fees) sustained to
any of the Equipment or caused by utility service interruptions, regardless of
whether such interruptions are attributable in whole or in part to the
negligence (but not to the extent attributable to the gross negligence or
willful misconduct) of Landlord, its agents or employees.
Tenant shall cooperate fully in Landlord's efforts to maintain security in the
Building and shall follow all regulations promulgated by Landlord with respect
thereto. Tenant shall be solely responsible for security measures to protect
Equipment of Customers from damage or interference by Customers or otherwise,
and to control access to the Premises by Customers, their agents, employees and
invitees.
8. Warranty Against Damage and Interference. Tenant warrants that the Equipment,
and the maintenance, operation and repair thereof will not damage the Building
or interfere with the use of the Building or the operation of communications
devices by Landlord or by other lessees, tenants or licensees of Landlord,
provided that any communications devices installed by Landlord or third parties
do not interfere with Tenant's Equipment. Tenant further warrants that its
Equipment will operate within the specifications of the manufacturers and in
compliance with applicable regulations of the Federal Communications Commission.
If damage or interference to the Building or third-party communications devices
does occur, Landlord shall give Tenant written notice thereof, and Tenant shall
correct such interference within twenty-four (24) hours after receipt of such
notice. In the event Tenant fails to correct such interference after proper
notification and within the 24-hour period, Landlord reserves the right to take
any reasonable actions to correct such interference. Landlord reserves the right
to disconnect power to any such Equipment as to which Tenant fails to correct
such interference after proper notification, if such interference causes
Landlord to be in default of other leases, licenses or agreements and Landlord
has identified Tenant's Equipment as the probable cause of such interference.
9. Licenses and Permits. Prior to commencing any work on the Raceways, the Other
Space or the Premises, Tenant shall obtain all necessary licenses, permits and
consents and provide copies of same to Landlord and Manager,
10. Relocation of Tenant's Equipment. Landlord shall have the right to require
Tenant to relocate, on sixty days' notice from Landlord, at Tenant's expense,
Equipment in the raceways or other common areas of the Building.
11. Connections to Public Streets, Utilities or Other Buildings. Tenant
acknowledges that Landlord has no obligation to assure or guarantee Tenant
connections to public streets, utilities or adjacent buildings that may be
necessary for the operation of Tenant's Equipment in the Building. It is solely
the responsibility of Tenant to negotiate agreements with public utilities or
third parties for these connections.
12. Indemnity. In addition to and not in limitation of the indemnities set forth
in the Lease, Tenant shall indemnify Landlord, its property manager, and all
other parties required to be indemnified by Tenant under the Lease (the
"Indemnified Parties") for and shall hold the Indemnified Parties harmless from
all fines, claims, demands, causes of action, liabilities, penalties, judgments,
orders, costs and expenses and suits (including reasonable costs and expenses of
defending against same) resulting from or asserted against any of the
Indemnified Parties by reason of any breach or non-performance of this Addendum
by Tenant or its agents, employees or invitees, or any act or failure to act by
Tenant hereunder. In addition, Tenant shall indemnify the Indemnified Parties
from and against any and all claims of infringement of United States patents or
copyrights asserted against Landlord by virtue of the presence of the Equipment
in the Building or the provision of the Services from the Building. The
provisions of this paragraph shall survive termination hereof.
13. Limitations of Liability and Indemnification. Tenant (Licensee) shall
indemnify, defend and hold harmless Landlord (Licensor) from and against any
claims, demands, actions, damages, liability, judgments, expenses and costs
(including attorneys' fees and any and all lost profits of Landlord (Licensor)
arising from Tenant's (Licensee's) or its Subscribers' use of the Raceways or
Other Space. Tenant's (Licensee's) obligation to assume, protect, defend,
indemnify and save Landlord (Licensor) harmless shall extend to Landlord's
(Licensor's) officers, directors, agents and employees or any corporate
shareholder of Landlord (Licensor), and shall continue for so long as any of the
named indemnities may be subjected to claims or suits calling for such
obligations provided.
BUILDING RULES AND REGULATIONS
One Union National Plaza
1. Landlord shall provide all locks for doors in Tenant's leased area and
no tenant shall alter any lock or install a new or additional bolt on
any door for the Premises without prior written consent of Landlord.
However, Tenant shall have the right to install its own Security Card
Access system within the Premises.
2. Landlord will provide and maintain in the lobby of the Building an
alphabetical directory of the tenants and no other directory shall be
permitted without previous consent in writing by Landlord.
3. The Tenant shall not use the name of the Building, or any simulation or
abbreviation thereof, or any name which, regardless of the spelling
thereof, has the same or a similar sound as its name, or as part of its
name without Landlord's prior written consent. Tenant may use the
address of the Building as the address of its business but shall not
use pictures of the Building without Landlord's prior written consent.
4. No signs will be allowed in any form on windows inside or out, and no
signs will be permitted on exterior identification pylons, if any, or
in the public corridors or on corridor doors or entrances to Tenant's
space, except in uniform locations and uniform styles affixed by the
Landlord. Landlord for Tenant will contract for all signs at the rate
fixed by Landlord from time to time, and Tenant will be billed and will
pay for such service.
5. Tenant will refer all contractors, contractor's representatives and
installation technicians rendering any service to Tenant to Landlord
for Landlord's supervision, approval and control before performance of
any contractual service. This provision shall apply to all work
performed in the Building, including installation of telephones,
telegraph equipment, electrical devices and attachments and
installations of any nature affecting floors, walls, woodwork, trim,
windows, ceilings and equipment or any other physical portion of the
Building.
6. Movement into or out of the Building of furniture, office equipment or
other bulky materials, or movement through Building entrances or
lobbies shall be restricted to hours designated by Landlord. All such
movement shall be under supervision of Landlord or its agent and in the
manner agreed upon in writing between Tenant and Landlord by
prearrangement before performance. Such prearrangement initiated by
Tenant shall include determination by Landlord, and subject to his
decision and control, of the time, method, and routing of movement,
limitations imposed by safety or other matters which may prohibit any
article, equipment or other item from being brought into the Building.
Tenant shall assume all risk for damage to articles moved, other
property, and injury to persons or public regardless of whether they
are engaged in such movement, including equipment, property and
personnel of Landlord if damaged or injured as a result of acts in
connection with such movement; and Landlord shall not be liable for
acts of any person engaged in or damage or loss to any of said property
or persons or otherwise resulting from any act in connection with such
service performed for Tenant. Tenant hereby agrees to indemnify and
hold Landlord harmless from and against any such damage, injury or
loss, including attorney's fees.
7. Tenant and its Tenant and its employees will present adequate
identification when entering and/or leaving the Building on Saturday,
Sunday, and holidays, and before or after normal working hours on other
days.
8. Landlord will not be responsible for lost or stolen property,
equipment, money or jewelry from the Premises or public areas
regardless of whether such loss occurs where the area is secured
against entry.
9. No portion of Premises or any other part of the Building shall at any
time be used or occupied as sleeping or lodging quarters.
10. No birds, animals or bicycles shall be brought into or kept in, about
or on the Building.
11. Except for its diesel-fueled generator located in the basement of the
Building. Tenant shall not place, install or operate on the Premises or
in any part of the Building any engines, stove or machinery, or conduct
mechanical operations or xxxx thereon or therein, or place or use in or
about the premises any explosives, gasoline, kerosene, oil, acids,
caustics or any other inflammable, explosive or hazardous materials
without the prior written consent of the Landlord.
12. None of the entries, passages, doors or hallways shall be blocked or
obstructed, or any rubbish, litter, trash or material of any nature
placed, emptied or thrown into these areas or such areas be used at
anytime, except for access or egress by Tenant, tenant's agents,
employees or invitees.
13. Tenant and its employees, agents and invitees, shall observe and comply
with the driving and the parking signs and markers surrounding the
Building.
14. Tenant shall not overload floors and Tenant must have Landlord's prior
written consent as to size, maximum weight, routing and location of
business machines, safes and heavy objects. All damage done to the
Building by placing in or taking out any property of Tenant from the
Building shall be repaired promptly at the expense of the Tenant.
15. To insure orderly operation of the Building, no ice, minerals or other
beverage, food, towels, newspapers, etc. shall be delivered to the
Premises except by persons and at times approved by Landlord in
writing.
16. Toilet rooms, toilets, urinals, wash bowls and other apparatus shall
not be used for any purpose other than for which they were constructed,
no foreign substance of any kind whatsoever shall be thrown therein,
and Tenant shall bear the expense to repair any breakage, or stoppage
on the Premises or otherwise caused by Tenant, its agent, employee or
invitee.
17. Tenant shall not make any room canvass to solicit business from other
Tenants in the Building and shall not exhibit, or sell or offer to
sell, use, rent or exchange any item of service in or from the Premises
unless ordinarily embraced within Tenant's use of the Premises
specified herein.
18. No Tenant shall install any radio or television antenna, loudspeaker or
other device on the roof or exterior walls of the Building without
written consent of the Landlord.
19. No Tenant, agent, employee, or invitee shall use a hand truck except
those equipped by rubber tires and side guards. No other vehicle of any
kind shall be brought into the Building or kept in or about the
Premises.
20. Each Tenant shall store all its trash and garbage within its Premises
and xxxx and place excess trash near the front door at the end of each
business day for removal by the janitorial personnel. No materials
shall be placed in the trash boxes or receptacles if such material is
of such nature that it may not be disposed of in the ordinary and
customary manner of removing and disposing of trash and garbage in the
City of Little Rock without being in violation of any law or ordinance
governing such disposal. All garbage and refuse disposal shall be made
only through entryways and elevators provided for such purposes and at
such times as Landlord shall designate.
21. Tenant shall not permit odors to emanate from the Premises nor allow
any objectionable noise to emanate from the Premises. Tenant, its
customers, invitees and guests shall not obstruct sidewalks, entrances,
passages, courts, corridors, vestibules, halls, elevators and stairways
in and about the Building. Tenant shall not place objects against glass
partitions or doors or windows, which would be unsightly from the
Building corridor or from the exterior of the Building and will
promptly remove same upon notice from Landlord.
22. Tenant shall not waste electricity, water or air conditioning and shall
cooperate fully with Landlord to assure the most effective operation of
the Building's heating and air conditioning and shall refrain from
attempting to adjust any controls other than room thermostats installed
for Tenant's use.
23. Tenant shall keep corridor doors closed.
24. Peddlers, solicitors and beggars shall be reported to the building
management.
25. No person or contractor not employed by Landlord shall be used to
perform janitorial work, window washing, cleaning, decorating, repair
or other work on the premises without express written consent of
Landlord.
26. Tenant shall comply with all applicable federal, state, and municipal
laws, ordinances and regulations and shall not directly or indirectly
make any use of the Premises which may be prohibited by the same or
which may be dangerous to person or property or may increase the cost
of insurance or require additional insurance coverage.
REDACTED TEXT
[27. Tenant shall not make any improvements, alterations, additions or
installations in or to the Premises without Landlord's prior written
consent, which shall not be unreasonably withheld. Landlord's decision
to refuse such consent shall be conclusive. If Landlord consents to
such improvements, alterations, additions or installations before
commencement of the work or delivery of any materials onto the Premises
or into the Building, Tenant shall furnish Landlord with plans and
specifications, names and addresses of contractors, copies of
contracts, necessary permits and licenses and indemnification in such
form and amount as may be satisfactory to Landlord and waivers of lien
against any and all claims, cost, expenses, damages and liabilities
which may arise in connection with the work.]
28. Tenant hereby covenants and agrees not to place or permit to be placed
any lien or liens on or against the Premises, the Building and the
property. Further, Tenant does hereby waive, relinquish and disclaim
any right or power to cause any lien to attach to the Landlord's
interest in the Premises, the Building and the property, and Tenant
does hereby agree to hold harmless, indemnify and defend Landlord from
and against any such lien or liens.
29. Landlord may waive any one or more of these rules and regulations for
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 rule and regulations against any or all
of the tenants in the Building.
30. Smoking is prohibited in all areas of the Building.
31. Landlord reserves the right to make additional rules and regulations
which in its judgment are needed for the safety, care and cleanliness
of the Building, and the preservation of good order.
32. The use of portable space heaters is strictly prohibited.
33. The use of burning candles is strictly prohibited.
34. The use of live (natural) seasonal greenery is strictly prohibited,
including, but not limited to trees, garland, etc.
35. The use, exhibition or concealment of handguns is strictly prohibited
in the building. The only exceptions to the rule are those persons
authorized by their job to be in possession of a firearm (i.e., police,
etc.)
First Amendment to Lease
To Lease
Dated January 17, 0000
Xxxxxxx
XXXXX XXXXXXXX XXXXX I, INC.
And
COLO Solutions
Xxxxx 000
Dated May 22, 2001
This First Amendment to Lease (this "Amendment") is attached to and
made a part of that certain Lease dated January 17, 2001 for the property
located at One Union National Plaza, 124 West Capitol, Little Rock, Arkansas
(the "Building"). In the event of a conflict between the Lease and the terms and
condition of this Addendum, the terms and conditions of this Addendum shall
control. Capitalized terms not otherwise defined in this Addendum have the
meanings given them in the Lease.
1. Paragraph 4.16 OTHER PROVISIONS; Rent Schedule shall be amended as follows.
The Basement Generator Space shall be changed to 402 rentable square feet with
the following rent schedule:
Premises Lease:
------------------------------------------------------------------------------------------------------------
Annual 4%
Suite 106 Escalation Rentable
Rentable Sq. Ft. Dates Gross Rent Monthly Rate
------------------------------------------------------------------------------------------------------------
2206 3/1/01 - 4/30/02 $30,884.00 $2,573.67 $14.00
------------------------------------------------------------------------------------------------------------
2206 3/1/02 - 4/30/03 $32,119.36 $2,676.61 $14.56
------------------------------------------------------------------------------------------------------------
2206 3/l/03 - 4/30/04 $33,404.13 $2,783.68 $15.14
------------------------------------------------------------------------------------------------------------
2206 3/1/04 - 4/30/05 $34,740.30 $2,895.02 $15.75
------------------------------------------------------------------------------------------------------------
2206 3/1/05 - 4/30/06 $36,129.91 $3,010.83 $16.38
------------------------------------------------------------------------------------------------------------
Basement Generator Space:
------------------------------------------------------------------------------------------------------------
(see Exhibit "B") Annual 4%
Basement Escalation Rentable
Rentable Sq. Ft. Dates Gross Rent Monthly Rate
------------------------------------------------------------------------------------------------------------
402 3/1/01 - 4/30/02 $5,631.92 $469.33 $14.00
------------------------------------------------------------------------------------------------------------
402 3/1/02 - 4/30/03 $5,857.20 $488.10 $14.57
------------------------------------------------------------------------------------------------------------
402 3/1/03 - 4/30/04 $6,091.48 $507.62 $15.15
------------------------------------------------------------------------------------------------------------
402 3/1/04 - 4/30/05 $6,335.14 $527.93 $15.76
------------------------------------------------------------------------------------------------------------
402 3/1/05 - 4/30/06 $6,588.55 $549.05 $16.39
------------------------------------------------------------------------------------------------------------
License Agreement
------------------------------------------------------------------------------------------------------------
Annual Rentable
Dates Gross Rent Monthly Rate
------------------------------------------------------------------------------------------------------------
3/1/01 - 4/30/02 $120.00 $10.00 n/a
------------------------------------------------------------------------------------------------------------
3/1/02 - 4/30/03 $120.00 $10.00 n/a
------------------------------------------------------------------------------------------------------------
3/1/03 - 4/30/04 $120.00 $10.00 n/a
------------------------------------------------------------------------------------------------------------
3/1/04 - 4/30/05 $120.00 $10.00 n/a
------------------------------------------------------------------------------------------------------------
3/1/05 - 4/30/06 $120.00 $10.00 n/a
------------------------------------------------------------------------------------------------------------
2. EXHIBIT "B-2", Basement Generator and HVAC Unit Space shall be deleated and
replaced with the attached EXHIBIT "B-2A".
3. Notwithstanding anything herein to the contrary, and except as specifically
amended herein, the Lease shall remain in full force and effect. Provided
further, the parties hereto reaffirm all the terms, conditions, and provisions
of the Lease, and any further amendment shall only be in writing between the
parties.
ATTEST: Landlord:
Union National Plaza I, Inc.
By: By:
--------------------------------- -----------------------------------
Date: Date:
------------------------------- ---------------------------------
ATTEST: Tenant:
R.E. Xxxxxxxx, Inc. d/b/a/ COLO Solutions
By: /s/ By: /s/ Xxx Xxxxxxxx
--------------------------------- -----------------------------------
Xxx Xxxxxxxx
Date: 8-20-01 Date: 8/20/01
------------------------------- ---------------------------------
By: /s/ Xxxxx Xxxxxxx
-----------------------------------
Xxxxx Xxxxxxx
Date: 8/20/01
---------------------------------
