LEASE AGREEMENT
THIS LEASE is made and entered into this 1st day of December, 2012
by and between Allegheny Homes, LLC whose principal address is X.X.
Xxx 00000, Xxxxxxxxxx, Xx. 00000 (hereinafter) referred to as
"Landlord").
AND
Altamira Instruments, Inc., a Delaware Corporation, whose principal
address is 000 Xxxxx Xxxxx, Xxxxx 000, Xxxxxxxxxx, Xx. 00000
(hereinafter referred to as "Tenant").
1. Demised Premises: Landlord hereby leases to Tenant an area
containing approximately 9,060 s.f. of office/warehouse/lab
space (known currently as "Suite 200", and as currently
leased by the same tenant for the entire lease term.
2. Term:
a. The term of this lease shall be for a period of 60 months
commencing as of December 1, 2012 and expiring at the end
of the 60th full calendar month thereafter, or November
30, 2017.
3. Rent: Tenant covenants and agrees to pay to Landlord at X.X.
Xxx 00000, Xxx. Xx. 00000, or any other address as specified
by Landlord as follow:
ANNUAL MONTHLY
Year 1 - Dec. 1, 2012 - Nov. 30, 2013 -$73,200.00 $6,100.00
Year 2 - Dec. 1, 2013 - Nov. 30, 2014 -$75,600.00 $6,300.00
Year 3 - Dec. 1, 2014 - Nov. 30, 2015 -$79,200.00 $6,600.00
Year 4 - Dec. 1, 2015 - Nov. 30, 2016 -$84,000.00 $7,000.00
Year 5 - Dec. 1, 2016 - Nov. 30, 2017 -$86,400.00 $7,200.00
The aforementioned rental shall be payable in advance in monthly
installments as stated herein. In the event any installment of rent is
not paid on or before the fifth (5th) day of the month, a monthly late
charge of Ten (10%) percent of that installment or rent shall be due
and payable by Tenant as additional rent.
4. Security Deposit: The Tenant has paid $5,125.00 to the Landlord
as a deposit to the landlord to stand as security for the payment by the
Tenant of any and all present and future debts and liabilities of the
Tenant to the Landlord and for the performance by the Tenant of all its
obligations arising under or in connection with its lease collectively
hereinafter the "Obligations". In the event the Landlord disposes of
its interest in this lease, the Landlord shall credit the deposit to
its successors and thereupon shall have no liability to the Tenant.
Subject to the foregoing and to the Tenant not being in default under
this lease, the Landlord shall repay the security deposit to the
Tenant without interest at the end of the Term or sooner termination of
the lease provided that all obligations of the Tenant to the Landlord
are paid.
5. Inspection: Tenant covenants and agrees to permit Landlord
or Landlord's authorized representative to enter the Premises for the
inspection thereof, at any reasonable time during normal business hours,
and during the 120 days prior to the expiration of Tenant's final lease
term, for the purpose of showing the same to prospective tenants and /
or purchasers. Landlord may place signs on or about said premises to
indicate that same are for sale or rent, which signs shall not be
removed or obliterated or hidden by Tenant. Landlord shall further
have the right of access to make such repairs to the building, or any
parts thereof, which Landlord may deem desirable or necessary for the
safety or preservation of the same.
6. Building Expenses: During the term of this lease and any
renewal thereof, Tenant shall be responsible for their pro-rate share,
of 53% based on square footage, of all operating costs associated with
the premises including electric, gas, water and sewer consumption, snow
removal and landscaping. Altamira agrees to maintain an account of
all monthly expenses and agrees to provide the necessary common area
services attributable to the building, and accordingly send a monthly
statement and copies of all Utility Invoices and Common Area Maintenance
Invoices to X.X. Xxxxxxx for reimbursement.
7. Additional Rent: In the event the taxes levied and assessed
against the real estate herein demised are increased beyond that imposed
for the year 2011, whether occasioned by an increase in millage or an
increase in assessment or otherwise, the Tenant shall pay as additional
rent said increased taxes during the term of this Lease or any renewal
thereof. This shall likewise apply to any tax measured by the value
assessment or use of the real estate.
8. Janitorial/Rubbish: Tenant shall be responsible for the sole
cost of janitorial service and rubbish removal.
9. Repairs: Landlord shall be responsible for the following repairs:
(a) Landlord shall deliver HVAC, electrical, plumbing, and other
systems to Tenant in good working order upon lease
commencement and shall be responsible for repairs and
maintenance of same throughout this lease.
(b) Landlord shall be responsible for the maintenance, repair
and/or replacement of the roof, exterior walls, and structural
components of the building.
(c) Tenant shall be responsible for all routine maintenance and
upkeep to the Premises.
However, in no event shall Landlord be required to make any repairs or
replacements caused by the acts, omissions, or negligence of Tenant, its
agents, servants, employees, contractors, business invitees, and persons
making deliveries to the demised Premises.
10. Alterations: Tenant shall not make any alterations, additions
or improvements to the demised Premises without the prior written consent
of Landlord, which consent shall not be unreasonably withheld.
11. Americans with Disabilities Act: Landlord makes no representation
that the Premises are in compliance with the Americans With Disabilities
Act, any regulations promulgated thereunder or any similar state or local
regulatory scheme. Tenant assumes full liability and responsibility for
any alteration necessary to render the Premises to compliance with such
laws.
12. Fire or Other Casualty: If the building is damaged by fire or any
other casualty to such an extent that the cost of restoration, as
reasonable estimated by Landlord, will equal or exceed fifty (50%) percent
of the replacement value of the building, (exclusive of foundations) just
prior to the occurrence of the damage, then Landlord may, within sixty
(60) days of the date of the fire or other casualty, terminate the
lease by notice in writing to Tenant. Said termination shall be effective
on the last day of the month in which notice is given or within ten (10)
days of the date notice is given, whichever date is later. Tenant shall
surrender possession of the demised premises on the effective date of
termination of the lease and prepaid and unpaid rent and additional
rent shall be apportioned as of said date.
If the cost of restoration as reasonably estimated by Landlord
shall amount to less than fifty (50%) percent of said replacement value
of the building, or if despite the cost Landlord does not elect to
terminate this lease, Landlord shall restore the building with
reasonable promptness, subject to Force Majeure, as hereinafter
defined, and neither Landlord not Tenant shall have the right to
terminate this lease. Landlord shall not be required to restore the
fixtures and improvements owned or installed by Tenant.
In the event the demised Premises are rendered totally unusable
as a result of fire or other casualty, Landlord shall not be required
to restore or repair the demised Premises, but shall have the sole
choice or option to do so and shall notify Tenant of Landlord's choice
or option within sixty (60) days of the fire or other casualty. In the
event Landlord elects not to restore or repair the demised Premises, all
rights and obligations of the Landlord and Tenant hereunder shall cease
and terminate as of the day of such fire or other casualty and prepaid
or unpaid rent shall be immediately adjusted as of such date.
In any case in which the use of the demised Premises is affected
by any such damage, there shall be either an abatement or an equitable
reduction in rent depending on the period for which and to the extent
the demised premises are not reasonably useable for the purposes for
which they are leased hereunder. If the damage results from the
fault of Tenant, or Tenant's agents, servants, invitees or licensees,
Tenant shall not be entitled to any abatement or reduction of rent,
except to the extent, if any, that Landlord receives the proceeds of
rent insurance in lieu of rent.
13. Indemnity and Insurance: Landlord and Tenant each covenant
and agree that it will protect and save and keep the other party forever
free and harmless and indemnified against and from any and all claims
on account of any and all losses, costs, damages or expenses arising
out of any failure of Landlord or Tenant in any respect to comply
with and perform all the terms, conditions, covenants and provisions
in the within lease to be performed by such party. Notwithstanding
the foregoing, Landlord and Tenant shall not indemnify or hold harmless
the other party for any claims, loss, cost, damage and/or expenses
arising or resulting from any intentional act, negligence or omission
of such other party. The parties obligations under this Paragraph are
subject to the Waiver of Subrogation set forth in Paragraph 28, hereof.
Tenant shall, during the term of this lease and any extension thereof,
Tenant shall provide and maintain comprehensive general public liability
insurance insuring Landlord and Tenant against all bodily injury or
property damage occurring on the Premises with limits of One Million
Dollars ($1,000,000.00) in respect to any one occurrence with such
deductibles as Tenant may customarily carry in the conduct of its
business.
Insurance hereof shall be written with a reputable company or
companies authorized to engage in the business of general liability
insurance in the Commonwealth of Pennsylvania. Policies of insurance
issued by said companies shall name the Landlord as an additional
insured. Tenant shall furnish Landlord, at least fifteen (15) days
prior to the commencement of the term of this lease and thereafter at
least fifteen (15) days prior to the expiration of any policy, with
customary insurance certificate evidencing such insurance, which
provided that Landlord shall receive at least fifteen (15) days prior
notice in writing of the cancellation of any such insurance policy.
In the event Tenant fails to furnish such certificate, Landlord may,
but shall not be required to, obtain such insurance and the premiums
on such insurance shall be deemed additional rental to be paid by
Tenant to Landlord upon demand.
Landlord shall maintain during the term of this lease all
risk insurance insuring the building and property of which the Premises
are a part in an amount equal to the replacement value thereof.
14. Property in Demised Premises: All personal property of every
kind or description that may at any time be in or on the demised
Premises shall be at Tenant's sole risk or at the risk of other
claiming under the Tenant and the landlord shall not be liable for
any damage to said property or loss suffered by the business or
occupation of Tenant caused in any matter whatsoever.
At the expiration of the term herein provided or any renewals thereof,
the Tenant may remove all the trade fixtures, provided all the terms
and conditions of this lease have been fully performed by Tenant and
rents hereinbefore stipulated are paid in full and all damage to the
demised Premises caused by the removal of said trade fixtures is
repaired. Subject to the foregoing, all alterations, leasehold
improvements, additions affixed to the demised Premises installed
by Tenant at the demised Premises shall remain upon the demised
Premises at the end of the term of the lease and shall become the
property of Landlord, except as may be set forth on an exhibit to
this lease, and which Tenant may remove, without injury or
defacement of the demised Premises and provided all of the terms
and conditions of this lease have fully performed by Tenant and
rents hereinbefore stipulated are paid in full, and all damage
to the demised Premises caused by the removal of said items is
repaired.
15. Assignment and Subletting: Tenant may not assign this
lease or sublet the whole or any part of the demised Premises or
permit any other person to occupy the whole or any part of the
demised Premises without the prior written consent of landlord to
Tenant, which consent shall not be unreasonably withheld. Tenant
shall provide Landlord with all information reasonably requested
to enable Landlord to make an informed decision as to any
assignment or subletting, and Landlord shall inform Tenant of
its decision as to any assignment or subletting, and Landlord
shall inform Tenant of its decision within a reasonable period
of time after receipt of such information.
16. Condemnation: If the whole of the demised Premises
shall be taken by any government or public authority under the
power of eminent domain, or conveyed in lieu thereof, then the
term of this lease shall cease from the day possession of the
demised Premises shall be taken and the rent shall be paid up
to that day. In the event that less than the whole of the demised
Premises but a portion thereof material to Tenant's use of the
demised Premises shall be taken, Landlord or Tenant shall have
the option, to be exercised within thirty (30) days of the date
that possession of the part of the demised Premises is taken, to
terminate this lease, and the rent shall be paid up to the date
of termination.
In the event neither Landlord or Tenant exercise said
option, then this lease shall continue in full force and effect,
except that the rent shall be equitably reduced to the extent the
demised Premises are not reasonable usable for the purposes for
which they are leased hereunder.
The entire compensation award, both fee and leasehold,
shall belong to the Landlord without any deductions therefrom for
any present or future estate of Tenant, and Tenant hereby assigns
to Landlord all its right, title, and interest to any such award,
and in the case of a partial condemnation, Tenant's share of such
award shall be proportionately reduced to reflect the fact that
only a portion of the land and building has been taken Tenant shall,
however, also be entitled to such award as may be allowed for
fixtures and other equipment installed by it, and any other
compensation allowed under the laws of the Commonwealth of
Pennsylvania, usch as for relocation, but only if such award or
other compensation shall be in addition to the award for the
land and the building.
17. Use: Tenant shall occupy and use the demised Premises
only for lawful purposes during the entire term of this lease in
compliance with applicable zoning and occupancy requirements.
18. Rules and Regulations: Tenant, its agents, servants,
employees and invitees, shall observe and comply with the Project
Development RIDC Industrial Park System Architectural Guidelines
and Design Standards and Protective Standards and Controls
attached hereto as Exhibit "B" (collectively, the "RIDC"
Standards"), and the Rules and Regulations set forth on Exhibit
"C", attached hereto. Landlord warrants and represents that
(a) the RIDC Standards are the only covenants, restrictions or
regulations (other than government laws, regulations, ordinances,
codes and orders) which affect the land or building or the use
thereof, and (b) the land building currently comply with the
RIDC Standards and except as set forth in paragraph 12 with all
other laws, regulations, ordinances, codes and orders of all
federal, state, county and municipal bodies, boards and
commissions.
19. Subordination: Tenant agrees that this lease shall be
subordinated to any mortgage now or hereafter placed upon the
demised Premises, to any and all advances to be made thereunder;
provided, however, that in the event of any foreclosure or deed in
lieu of foreclosure affecting the property of which the demised
Premises are a part, and assuming Tenant is not in default hereunder,
Tenant's lease shall be unaffected by any such proceeding and
shall remain in full force and effect. Tenant agrees that
immediately upon the request of landlord in writing, it will,
without charge therefore, execute a recordable instrument or
instruments with Landlord and the holder of any such mortgage or
confirm the foregoing. Tenant hereby irrevocably appoints
Landlord the attorney-in-fact of Tenant to execute and deliver
any such mutually acceptable instrument or instruments within
ten (10) days after written notice to do so. In the event of
any mortgagee electing to have the lease be prior in lien to its
mortgage, then, upon such mortage notifying Tenant to the effect,
this lease shall be deemed prior in lien to the said mortgage,
whether this lease is dated prior to or subsequent to the date
of said mortgage. In the event any person or entity shall
succeed to all or part of Landlord's interest in the demised
premises, whether by purchase or foreclosure, or otherwise and
if so requested or required by such successor in interest,
Tenant shall attorn to such successor in interest and shall
execute such agreement in confirmation of such attornment as
such successor in interest shall reasonably approve.
20. Estoppel Certificate: Tenant agrees, at any time within
fifteen (15) days of Landlord's written request, to execute,
acknowledge and deliver to Landlord or to a prospective
purchaser or mortgagee of the demised Premises a written
statement certifying that this lease is unmodified and in full
force and effect (or, if there have been modification, that
the same is in full force and effect as modified and stating
the modifications), and the dates to which the rent, additional
rent and any payment due from Tenant have been paid in advance,
if any, it being intended that any such statement delivered
pursuant to this Article may be relied upon by any prospective
purchaser or mortgagee of the demised Premises.
21. Waiver: The Tenant expressly waives to the Landlord
the benefit of Act No. 20, approved April 6, 1951, entitled
"The Landlord and Tenant Act of 1951" requiring notice to
vacate the premises at the end of the term or any subsequent
term for which this lease may be renewed and covenants and
agrees to give up quiet and peaceable possession, without
further notice from Landlord.
22. Mechanic's Lien: Any mechanic's lien filed against
the demised Premises or the building for work claimed to
have been done or for materials claimed to have been
furnished to Tenant shall be discharged by Tenant within
thirty (30) days after the filing of any mechanic's lien.
If Tenant shall fail to cause such lien to be discharged
within the period aforesaid, the, in addition to any other
right or remedy which Landlord may have, Landlord may, but
shall not be obligated to, discharge said lien either by
paying the amount claimed to be due or by procuring the
discharge of such lien by deposit or by bonding procedures,
and any amount so paid by Landlord and all costs and
expenses, including, but not limited to, attorney's fees,
incurred by Landlord in connection therewith, plus
interest, shall constitute additional rental Payable by
Tenant under this lease and shall be paid by Tenant to
Landlord on Demand.
23. Parking: Landlord shall make available to Tenant
free of charge that outdoor parking lot contiguous to Tenant's
demised space. Tenant shall keep driveway clear of parked
vehicles to allow Landlord complete access to the rear parking
lot.
24. Signage: Landlord shall grant to Tenant via written
notice which said permission shall not be unreasonably withheld,
permission to place signage on or about the demised Premises
and monument signage at the driveway entrance subject to RIDC
Standards, applicable zoning laws and mutual agreement with
Landlord relating to sign placement.
Subject to Landlord's request, Tenant upon vacating
agrees to remove at its sole cost all of its signage and
restore the buildings facade and front yard areas to its
present condition.
25. Surrender and Removal: Tenant covenants and agrees
to deliver and surrender to Landlord possession of the demised
Premises upon the expiration of the Term of this lease, broom
clean and in as good condition and repair as the same shall
be at the commencement of the term of this Lease or may have
been put by Landlord or Tenant during the continuance thereof,
ordinary wear and tear and damage by fire or the elements
not caused by the negligence of Tenant or anyone acting
thereunder excepted.
26. Waiver of Subrogation: Landlord and Tenant release
each other from any liability on account of loss damage, cost
or expense resulting from fire or other casualty insurable
under standard fire and extended coverage insurance and waive
any right of subrogation which might otherwise exist in or
accrue to any person on account thereof, but only to the extent
of any recovery made by the parties hereto under any policy
of insurance now or hereinafter issued, provided that such
release of liability and waiver of the right of subrogation
shall not be operative in any case where the effort thereof
is to invalidate any insurance coverage.
27. Hold Over: If Tenant lawfully occupies the demised
Premises after the end of the Term hereof, this lease and all
its terms, conditions and provisions shall be in force for
another month and so on from month to month unless either
party gives notice to the other party at least thirty (30)
days prior to the end of any such month not to continue the
within lease beyond the end of any such month, in which Tenant
covenants and agrees to vacate the Premises on or before the
end of any such month.
28. Breaches and Remedies: Any one or more of the
following shall constitute an "Event of Default" under this
lease:
A) default by Tenant in the payment of any installment
of Rent, Additional Rent or any sum provided for under this
lease as the same becomes due and payable, which default shall
continue for ten (10) days;
B) breach by Tenant of any covenant or condition contained
in this lease, which breach shall continue after twenty (20) days
written notice thereof from Landlord to Tenant unless the breach
is of such nature that it cannot be cured in twenty (20) days in
which case Tenant must take immediate steps to begin to cure the
breach and use its "best efforts" to complete the cure of the
breach;
C) removal, attempt to remove, or the expression or
declaration of an intention to remove any of the goods and
chattels from the demised Premises for any reason other than in
the normal and usual operation of Tenant's business within the
demised Premises;
D) issuance of an execution against Tenant which is not
stayed by payment or otherwise within ten (10) days from the
date of issuance of said execution;
E) institution of bankruptcy proceedings by Tenant, or
institution or bankruptcy proceedings against Tenant which are
not withdrawn or dismissed within twenty (20) days after the
institution of said proceedings;
F) an assignment by Tenant for the benefit of creditors,
or appointment of a receiver of Tenant by legal proceedings or
otherwise.
In the event that Tenant commits and Event of Default
referred to in Paragraph 30(A), above, the entire rent for the
balance of the said Term (reduced to present value at the rate of
5% per annum) shall, at Landlord's option, and after notice and
expiration of applicable grace periods, become due and payable
as if by the Terms of this lease it were all payable in advance.
In such event, or in the event Tenant commits any Event of
Default referred to in this Paragraph 30, at Landlord's option,
this lease shall terminate and Tenant shall surrender
the demised Premises to Landlord. Notwithstanding any statue,
rule of law, or decision of any court to the contrary, Tenant
shall remain liable, even after termination of the lease, for
rent, additional rent and/or accelerated rent due under this
lease, and for all damages caused by Tenant's breach or breaches
of the xxxxx.Xx case this lease shall be terminated as
aforementioned, or if the Premises become vacant or deserted,
then in addition to all other remedies of Landlord, Landlord
may without notice terminate all services and/or re-enter the
demised Premises either by force or otherwise dispossess Tenant.
Landlord may, but shall not be required to attempt to relet the
demised Premises or any part or parts thereof for a term which
may at Landlord's option be less than or in excess of the period
which would otherwise have constituted the balance of the term of
this lease and may grant concessions or free rent to make
improvements or additions to the demised premises in order to
facilitate a reletting of the demised Premises. Notwithstanding
anything to the contrary set forth above, Landlord shall use
reasonable commercial efforts to mitigate its damages.
29. Confession of Judgment: FOR VALUE RECEIVED AND FORTHWITH
IN THE EVENT OF DEFAULT BY TENANT, TENANT HEREBY DOES EMPOWER
ANY ATTORNEY OF ANY COURT OF RECORD, TO APPEAR FOR TENANT
AND CONFESS JUDGMENT FORTHWITH AGAINST TENANT AND IN
FAVOR OF LESSOR IN AN AMICABLE ACTION OF EJECTMENT FOR THE
PREMISES AND IMMEDIATELY ISSUE A WRIT OF POSSESSION, WITHOUT
LEAVE OF COURT, WITH ALL FEES, RELEASES, AND WAIVES TO
ACCOMPANY SAID CONFESSION OF JUDGMENT FOR A SUM DUE. USE
OF THIS WARRANTY SHALL NOT EXHAUSE THE SAME OR THE POWER
TO THEREAFTER CONFESS JUDGMENTS, AS A CONTINUING REMEDY, TO
BE USED AS OFTEN AS IT MAY BE REQUIRED, AND NOTWITHSTANDING
ANY LAW OR RULE TO THE CONTRARY A REPRODUCED COPY OF THIS
INSTRUMENT CERTIFIED BY AN ATTORNEY OF ANY COURT OF RECORD
TO BE TRUE AND CORRECT SHALL BE SUFFICIENT EVIDENCE OF THE
CONTENTS HEREOF FOR THE PURPOSES HERETOFORE SET FORTH.
This confession of Judgment shall survive the termination
of this lease.
30. Warranty of Title: Landlord warrants that it has good
and marketable title to the land and building of which the demised
Premises are a part, free from all encumbrances except those
disclosed of record, and that subject to Tenant's compliance with
its obligation hereunder, Tenant shall have the right to quiet
enjoyment of the demised Premises.
31. Notices: Any notice, request, demand, approval or consent
given or required to be given under this lease shall be in writing
and shall be deemed to have been given on the second day after the
same shall have been mailed by United States registered or certified
mail, return receipt requested, with all postal charges prepaid,
addressed as follows:
1) If to Landlord: Allegheny Homes, LLC
X.X. Xxx 00000
Xxxxxxxxxx, XX 00000
Attn: Xxxx X. Xxxxxxxxxx
2) If to Tenant: Altamira Instruments
000 Xxxxx Xxxxx
Xxxxxxxxxx, XX 00000
Attn: Brook March, Pres.
Either party may, at any time, change its address for the
above purposes by sending a notice to the other party stating the
new address.
32. Waiver by Landlord: The waiver by Landlord of any breach
of any term, covenant or condition herein contained shall not be
deemed to be a waiver of any subsequent breach of the same or of
any other term, covenant or condition herein contained. The
subsequent acceptance of rent due hereunder or of any or all
monetary obligations of Tenant hereunder, whether or not denoted
as rent hereunder, by Landlord shall not be deemed to be a waiver
of any breach by Tenant of any term, covenant or condition of
this lease, regardless of Landlord's knowledge of such breach
at the time of acceptance of such rent.
33. Waiver of Jury Trial: The Tenant and Landlord both
waive a trial by jury of any and all issues arising in any
action or proceeding between the parties hereto or their
successors, under or in connection with this lease or any
of its provisions.
34. Remedies Cumulative: Mention in this lease or
institution of any particularly remedy by Landlord shall not
preclude Landlord from any other remedies under this lease,
or now or hereafter existing at law or in equity or by statute.
35. Force Majeure: Force Majeure is herein defined as
strikes, look-outs, labor troubles, inability to procure
materials, failure of power, restrictive governmental laws
or regulations, riots, insurrection, war or other reason of
a like nature, foreseen or unforeseen, ordinary or
extraordinary, beyond the control of the Landlord.
36. Negation of Personal Liability: Nothwithstanding
anything to the contrary herein contained, Tenant agrees that
Landlord shall have no personal liability with respect to any
of the provisions of this lease and Tenant shall look solely to
the estate and property of Landlord in this building and the
land for the satisfaction of Tenant's remedies or claims
including without limitation the collection of any judgment
requiring the payment of money by Landlord in the event of
any default or breach by Landlord with respect to any of
the terms and provisions of this lease to be observed and/or
performed by Landlord.
37. Truck Dock: Landlord shall provide tenant the
exclusive use of two (2) truck/ loading dock located in the
warehouse portion of the demised premises.
38. Early Termination: Deleted.
39. Complete Obligations: This lease contains the entire
agreement between the parties hereto, and neither party has made
any statement, agreement or representations, either oral or
written, in connection therewith, modifying, adding or changing
the terms, conditions, covenants and provisions herein set forth.
No modifications of this lease shall be binding unless such
modifications shall be in writing and signed by the parties hereto.
40. Severability: If any particular term, covenant or provision
of this lease shall be determined to be invalid and unenforceable,
the same shall not affect the remaining provisions of this lease
which shall nevertheless remain in full force and effect.
41. Miscellaneous: As used in this lease and when required by
the context, each number (singular or plural) includes all numbers,
each gender includes all genders and the work "it" includes any
appropriate pronoun as the context requires.
42. Provisions Binding: This lease and all the terms and
provisions hereof shall inure to the benefit of and be binding upon
the parties hereto, their respective heirs administrators, executors,
successors, and assigns.
43. Right of First Refusal: Should Landlord, during the lease
term, or any extension thereof or any time Tenant is in possession
of the leased Premises, elects to sell the leased Premises or receives
a bona-fide offer of purchase, Tenant shall have the right of first
refusal to meet any bona-fide offer of sale on the same terms and
conditions of such offer, and will have fourteen (14) days thereafter
to exercise their option, otherwise said option will forever terminate.
IN WITNESS WHEREOF, The parties hereto have executed this lease with
the intention legally to be bound hereby the day and year first
written above.
WITNESS: LANDLORD
ALLEGHENY HOMES, LLC
/s/ Xxxxxxx Xxxxxxxxxx /s/ Xxxx X. Xxxxxxxxxx
Xxxx X. Xxxxxxxxxx, Pres.
TENANT
ALTAMIRA INSTRUMENTS
/s/ Xxxxxx Xxxxxx /s/ Brook March
Brook March, Pres.
