EXHIBIT 10.1
COMMERCIAL OFFICE LEASE
by and between
ULTILAND, LTD., a Florida limited partnership
("Landlord")
and
ULTIMATE SOFTWARE GROUP, INC., a Delaware corporation
("Tenant")
COMMERCIAL OFFICE LEASE
ARTICLE I - DEMISED PREMISES
1.01 DEMISED PREMISES
1.02 USE OF ADDITIONAL AREAS
ARTICLE II - TERM
2.01 LENGTH OF TERM
2.02 COMMENCEMENT DATE
2.03 OPTION TO RENEW
ARTICLE III - RENT
3.01 PAYMENT OF RENT
3.02 FIXED MINIMUM RENT
ARTICLE IV - IMPROVEMENTS
4.01 IMPROVEMENTS BY LANDLORD
4.02 IMPROVEMENTS BY TENANT
4.03 INSTALLATION OF FIXTURES
ARTICLE V - USE BY TENANT
5.01 USE OF PREMISES
5.02 RESTRICTIONS ON USE
5.03 SIGNS
5.04 UTILITIES AND SERVICES
ARTICLE VI - MAINTENANCE AND REPAIRS
6.01 MAINTENANCE BY TENANT
6.02 REPAIRS BY TENANT
6.03 MAINTENANCE AND REPAIRS BY LANDLORD
6.04 ALTERATIONS
6.05 WAIVER OF CLAIMS
6.06 LANDLORD'S RIGHT TO INSPECT
6.07 CLEANLINESS AND WASTE
6.08 TRIPLE NET LEASE
ARTICLE VII - INSURANCE
7.01 INSURANCE BY TENANT
7.02 INDEMNITY FOR ACCIDENTS
7.03 DESTRUCTION BY FIRE OR CASUALTY
ARTICLE VIII - TAXES
8.01 REAL ESTATE TAXES
8.02 PERSONAL PROPERTY TAXES AND ASSESSMENTS
ARTICLE IX - TITLE
9.01 POSSESSION BY TENANT
9.02 SUBLEASE AND ASSIGNMENT
9.03 FINANCING
9.04 SURRENDER OF PREMISES
9.05 EMINENT DOMAIN
9.06 NONDISTURBANCE AND ATTORNMENT
ARTICLE X - DEFAULT
10.01 DEFAULT BY TENANT
10.02 LIEN OF LANDLORD FOR RENT, TAXES AND OTHER SUMS
10.03 NO LIENS CREATED BY TENANT
ARTICLE XI - ENVIRONMENTAL
11.01 COMPLIANCE WITH LAWS
11.02 STORAGE OF CONTAMINATION
11.03 NO LIENS
11.04 ENVIRONMENTAL ASSESSMENT AND REMEDIATION
11.05 NOTICE OF CONTAMINATION OR ENFORCEMENT
ARTICLE XII - MISCELLANEOUS
12.01 NOTICES
12.02 WAIVER
12.03 RELATIONSHIP OF PARTIES
12.04 GOVERNING LAW
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12.05 SAVINGS CLAUSE
12.06 MARGINAL HEADINGS
12.07 COVENANT TO BIND SUCCESSORS
12.08 CREDIT REPORTS
12.09 ESTOPPEL CERTIFICATE
12.10 EXCULPATION
12.11 FORCE MAJEURE
12.12 PREVAILING PARTY
12.13 RADON GAS
12.14 ENTIRE AGREEMENT
12.15 NEGOTIATION AND EXECUTION
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COMMERCIAL OFFICE LEASE
THIS LEASE, made and entered into this 22 day of DECEMBER, 1998, by and
between ULTILAND, LTD., a Florida limited partnership (hereinafter referred to
as "Landlord") and ULTIMATE SOFTWARE GROUP, INC., a Delaware corporation
(hereinafter referred to as "Tenant");
W I T N E S S E T H: THAT
In consideration of the rents, covenants and agreements hereinafter
reserved and contained on the part of the Tenant to be observed and performed,
the Landlord demises and leases to the Tenant, and Tenant takes, accepts and
rents from Landlord, the premises hereinafter described, for the period, at the
rental, and upon the terms and conditions hereinafter set forth.
ARTICLE I
DEMISED PREMISES
SECTION 1.01 - DEMISED PREMISES: The Landlord demises and leases to the
Tenant, and the Tenant rents from Landlord, that certain real property located
in Broward County, Florida and more particularly described on Exhibit "A"
attached hereto, (the "Property") together with all improvements located or to
be located thereon, including but not limited to a three-story office building
to be known as the Ultimate Software Group Building, located in Town Center
Circle, in the City of Weston, County of Broward, and State of Florida,
(hereinafter the Property and improvements thereon are referred to as the
"Demised Premises," in its "AS IS" condition.
SECTION 1.02 - USE OF ADDITIONAL AREAS: The use of occupancy by the Tenant
of the Demised Premises shall include the use of the automobile parking areas,
driveways, pathways, entranceways, restrooms, means of ingress and egress,
loading and unloading facilities, and other facilities as may be designated from
time to time by the Landlord, subject, however, to the terms and conditions of
this agreement, and to reasonable rules and regulations for the use thereof, as
prescribed from time to time by the Landlord.
ARTICLE II
TERM
SECTION 2.01 - LENGTH OF TERM: The length of this Lease shall be for a term
of fifteen (15) years (the "Term"), or as set forth below, unless otherwise
terminated or extended as provided herein.
SECTION 2.02 - COMMENCEMENT DATE: The term of this Lease shall commence on
a date thirty (30) days after Landlord obtains a Certificate of Occupancy (the
"Commencement Date"). If the Tenant occupies the Demised Premises prior to the
Commencement Date, such early occupancy shall be subject to all terms and
conditions contained in this Lease. All property of Tenant brought upon the
Demised Premises shall be kept at Tenant's sole risk.
SECTION 2.03 - OPTION TO RENEW: Provided Lessee shall not be in default
hereunder and upon one hundred eighty (180) days' written notice prior to the
end of the Term, Lessee shall have one (1) option to renew this Lease for a term
of five (5) years ("Option Term").
ARTICLE III
RENT
SECTION 3.01 - PAYMENT OF RENT: Tenant hereby covenants and
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agrees to pay rent to Landlord, which rent shall be as hereinafter provided. The
payment of said Rent shall begin on the Commencement Date. In the event the
Commencement Date occurs on a day other than the first day of a month, Tenant
shall pay rent for the fractional month on a per diem basis (calculated on the
basis of a thirty [30] day month) until the first day of the month following
such Commencement Date, and thereafter the Rent shall be paid in equal monthly
installments on the first day of each and every month in advance. Said Rent
shall be paid to the Landlord at c/o ▇▇▇▇ ▇▇▇▇▇▇, Gerschel & Company, ▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, or at such other place as may be
designated in writing from time to time by Landlord.
SECTION 3.02 - RENT:
A. Tenant shall pay to Landlord during the first year of this Lease,
commencing on the Commencement Date (the "Initial Lease Year"), and as adjusted
pursuant to Section 3.03 of this Lease, without any prior notice or demand
therefor, and without any deduction or setoff whatsoever, a total fixed minimum
annual rental of $697,760.00 per annum, payable in equal monthly installments of
$58,146.67, plus sales tax and use tax as required by law. The parties
acknowledge that the amount of fixed minimum annual rental has been arrived at
by calculating $17.50 per square foot per annum, based on an assumed square
footage of 39,872 feet of Demised Premises. Rent shall be payable in advance on
the first day of each and every calendar month, as provided in Section 3.01
hereof.
B. Commencing with the second year of this Lease, for a term of twelve (12)
months, and for each successive year of this Lease, fixed minimum annual rent
shall be adjusted in accordance with the CPI as more fully set forth in this
Article III, Section 3.03 below, whereupon the adjusted Rent shall be payable
in equal monthly installments, plus applicable sales tax and use tax as required
by law. Rent shall be payable in advance on the first day of each and every
calendar month, as provided in Section 3.01 hereof.
C. Landlord acknowledges receipt of the sum of $88.00. If, during the term
hereof, Tenant shall be in default in the payment of rent herein reserved or any
portion thereof, Landlord may apply all or any portion of the deposit as may be
necessary to the payment of overdue rent or any other charges which accrue in
favor of Landlord. Tenant agrees to forthwith, without demand, replace the
monies so used.
D. Late fee: Any payment not received by Landlord by the tenth (lOth) day
of the month shall be considered in arrears and in default of the terms hereof
and shall be subject to a late charge in the amount of one (1%) percent of the
monthly rent, which Tenant agrees to pay along with the late rent in the form of
a cashier's check, certified check or money order.
E. Returned Checks: In the event that Tenant's check is returned for any
reason, Tenant agrees to pay Landlord $50.00 as a handling charge in addition
any applicable late charge. Returned checks must be redeemed by cashier's check,
certified check or money order. In the event that more than one (1) check is
returned, Tenant agrees to pay all subsequent rents and charges by cashier's
check, certified check or money order.
SECTION 3.03 - COST OF LIVING INCREASE IN FIXED MINIMUM ANNUAL RENT:
Commencing with the second year of this Lease, and at the beginning of each
successive year of this Lease, the fixed minimum annual rent shall be adjusted
in accordance with the Consumer Price Index For All Urban Consumers and Wage
Earners and Clerical Workers (U.S. City Average: All Items) issued by the Bureau
of Labor statistics of the U.S. Department of Labor, using the year 1982-84 as a
base of 100. At the commencement of each year of this Lease,
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and each year thereafter, the fixed minimum annual rent shall be adjusted by
multiplying said rent by a fraction, the numerator of which shall be the Index
Number for the month preceding the commencement of the successive year of this
Lease, and the denominator of which shall be the Index Number for the month of
the commencement of the Term of this Lease. In no event shall the fixed minimum
annual rent, as adjusted, be less than the fixed minimum annual rent for the
last year of the preceding year's rental as specified in Section 3.02 hereof. In
the event that the Index herein referred to ceases to be published during the
term of this Lease, or if a substantial change is made in the method of
establishing such Index, then the determination of the adjustment in the fixed
minimum annual rent shall be made with the use of such conversion factor,
formula or table as may be published by the Bureau of Labor Statistics, or if
none is available, the parties shall accept comparable statistics on the cost of
living in the United States, as shall then be computed and published by an
agency of the United States, or if none, by a respected financial periodical
selected by Landlord. Further, if the publication of the Index is delayed or
receipt of same is untimely, then the Rent shall be adjusted as soon as the
Index is received, and the Tenant agrees to pay any adjustments in rent for
those months which may not have been calculable due to the unavailability of the
Index.
ARTICLE IV
IMPROVEMENTS
SECTION 4.01 - IMPROVEMENTS BY LANDLORD: Landlord shall not be responsible
for any improvements to the Demised Premises other than those Landlord
improvements set forth on Exhibit "B" attached hereto and made a part hereof
("Landlord Improvements"). Tenant takes the Demised Premises in an "AS IS"
condition other than Landlord's Improvements.
SECTION 4.02 - IMPROVEMENTS BY TENANT: Tenant, at its sole cost and
expense, shall be responsible for all improvements to the Demised Premises.
Provided however, that before any such improvements are made, Tenant shall
submit its plans, drawings and specifications to Landlord for Landlord's
approval which approval shall be in writing and shall not be unreasonably
withheld and provided that any and all improvements to be made by Tenant meet
all applicable building codes and/or zoning requirements as may be required by
the appropriate governmental authorities and that Tenant secure, in.advance of
commencement of any improvements the requisite governmental approvals and
permits. All bills shall be paid for in full, and Tenant does hereby agree to
indemnify, defend and hold harmless Landlord from any and all liens, claims or
demands in connection therewith. If any liens are placed against the Demised
Premises, Tenant shall be responsible for clearing all such liens immediately,
and, to the extent Landlord incurs any expenses (including attorney fees),
Tenant shall be responsible for reimbursement.
SECTION 4.03 - INSTALLATION OF FIXTURES: Prior to the commencement of the
Term, if Tenant enters upon the Demised Premises for the purpose of installing
trade fixtures and furnishings, Landlord shall not be liable to Tenant for
damage to or loss of such fixtures, equipment or furnishings. It is mutually
agreed that all work performed or requested by the Tenant shall be subject to
the approval of the Landlords architect, mechanical and electrical engineers.
ARTICLE V
USE BY TENANT
SECTION 5.01 - USE OF PREMISES: Tenant shall occupy and use the Demised
Premises as offices for a computer software company and
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related use, and for no other purpose. Tenant shall continuously and
uninterruptedly during the Term of this Lease conduct its customary business
activity therein during all normal business days and hours, unless prevented
from so doing by strikes, fire, casualty or other causes beyond Tenant's
control.
SECTION 5.02 - RESTRICTIONS ON USE: Tenant shall not use nor permit the
Demised Premises to be used for any purpose other than that set forth in Section
5.01 above, will not use or suffer anyone to use, the Demised Premises, or any
part thereof, for any purpose in violation of the laws of the United States, the
State of Florida, or the ordinances and regulations of a county or a
municipality having jurisdiction over the Demised Premises. Tenant further
covenants and agrees to execute and comply promptly with all statutes,
ordinances, rules, orders, regulations and requirements of federal, state,
county and city governments regulating the use by Tenant of the Demised
Premises. Tenant will not use, or permit the use of the Demised Premises in any
such manner that will tend to create a nuisance. The restrictions set forth in
this Paragraph shall extend to all agents and employees of the Tenant. Tenant
shall take good care of the Demised Premises, fixtures, appurtenances and all
alterations, additions and improvements thereof; shall make all repairs in and
about the Demised Premises as may be necessary to preserve same in good order
and condition, which repairs shall be equal in quality to the original work;
shall promptly pay the expenses of such repairs and shall promptly notify
Landlord of damage that may occur to the Demised Premises.
5.03 - SIGNS: Without Landlord's prior consent and approval, Tenant shall
not (a) install any exterior lighting, awnings, shades or exterior decorations
or painting; (b) erect or install any exterior or interior window or door signs
or advertising media, window or door lettering or placards or (c) keep or
display any merchandise on, or otherwise obstruct the areaways adjacent to the
premises. All signs must conform with the Landlord's sign specifications and/or
be approved by Landlord prior to installation.
5.04 - UTILITIES AND SERVICES: The Tenant shall be solely responsible for
and shall promptly pay all charges for public utilities and/or private services
rendered or furnished to the premises during the term hereof, including, but not
limited to, heat, water, gas, electricity, rubbish disposal and sewer rental,
together with all taxes or other charges based upon the use of such utilities.
Landlord shall in no event be liable for the quality, quantity or interference
of such services.
ARTICLE VI
MAINTENANCE AND REPAIRS
SECTION 6.01 - MAINTENANCE BY TENANT: Tenant shall at all times keep the
Demised Premises, including the foundations, exterior and structural walls and
roof of the Demised Premises, fixtures, appurtenances, and all alterations,
additions and improvements thereof, including, but not limited to all
partitions, doors, equipment and all heating, air conditioning, lighting and
plumbing fixtures, in good order, condition and repair, any damage by
unavoidable casualty excepted.
SECTION 6.02 - REPAIRS BY TENANT: Tenant shall make all repairs to the
Demised Premises, including without limitation, structural repairs to the
Demised Premises.
SECTION 6.03 - MAINTENANCE AND REPAIRS BY LANDLORD: If Tenant refuses or
neglects to maintain or repair promptly the premises as required in Sections
6.01 and 6.02 hereof, in a reasonable time after written demand by the Landlord,
the Landlord may make such repairs without liability to Tenant for any loss or
damage that may
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accrue to Tenant's equipment, fixtures and/or other property; or to the loss of
business occasioned by reason thereof; and further, upon completion of such
maintenance or repairs, Tenant shall pay Landlord's incurred costs occasioned by
such maintenance or repairs. It is further agreed and understood that said
billing of costs so incurred shall include interest at the highest rate allowed
by law from the date of completion of the repairs by the Landlord.
SECTION 6.04 - ALTERATIONS: Tenant shall not make any alterations or
additions to the Demised Premises, nor make any contract therefor, without first
procuring Landlord's written consent. All alterations, additions and
improvements made by Tenant to or upon the Demised Premises, except signs,
electrical equipment or other removable trade fixtures or furnishings shall,
when made or installed, be deemed to have attached to the Demised Premises and
to have become the property of Landlord; provided, however, if prior to
termination of this Lease, or within fifteen (15) days thereafter, Landlord so
directs by written notice to Tenant, Tenant shall promptly remove the additions,
improvements, trade fixtures and installations which were placed in the Demised
Premises by the Tenant and which are designated in said notice and shall repair
any damage occasioned by such removal, and in default thereof, Landlord may
effect said removal and repair at Tenant's expense and Tenant hereby agrees to
pay same. All signs, electrical equipment, fixtures, furnishings and other
personal property of Tenant kept on the Demised Premises and not removed prior
to the expiration of the term or earlier termination thereof shall become the
property of the Landlord, to do with as Landlord exclusively deems appropriate.
SECTION 6.05 - WAIVER OF CLAIMS: Neither Landlord nor Landlord's agents nor
servants shall be liable, and Tenant waives all claims for damage to persons or
property sustained by Tenant or any occupant of the Demised Premises, or any
equipment or appurtenance becoming out of repair, or resulting from any accident
in or about the Demised Premises, or resulting directly or indirectly from any
act or neglect of any tenant or occupant or of any other person. This Paragraph
shall apply especially, but not exclusively, to the flooding of basements or
other subsurface areas, and to damage caused by roof leaks, air conditioning
apparatus, sprinkling devices, water, excessive heat or cold, falling
plaster, broken glass, sewage, gas odors or noise, or the bursting or leaking of
pipes or plumbing fixtures, and shall apply equally whether any such
damage,results from the act or neglect of Landlord or of other tenants,
occupants or servants in the Property or of any other person and whether such
damage be caused or result from any thing or circumstances above mentioned or
referred to, or any other thing or circumstances, whether of a like nature or of
a wholly different nature. All property belonging to Tenant or any occupant of
the Demised Premises shall be there at the risk of Tenant or such other person
only, and Landlord shall not be liable for damage thereto or theft or
misappropriation thereof.
SECTION 6.06 - LANDLORDS RIGHT TO INSPECT: Landlord and its agents shall
have free access to the Demised Premises during all reasonable hours for the
purpose of examining same and to ascertain if they are in good repair, to make
reasonable repairs which the Landlord may be required to make hereunder and to
exhibit the same to prospective purchasers, lenders or tenants.
SECTION 6.07 - CLEANLINESS AND WASTE: Tenant shall keep the Demised
Premises, and the areaways adjacent thereto at all times in a neat, clean and
sanitary condition, free from waste or debris and shall neither commit nor
permit any waste or nuisance thereon. Tenant shall procure trash containers
adequate to handle Tenant's trash accumulation.
SECTION 6.08 - TRIPLE NET LEASE: Notwithstanding any provision in this
Lease to the contrary, it is understood and
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agreed that this is a triple net lease with all costs, expense, taxes (inclusive
of real property taxes and assessments), insurances, repairs and maintenance to
be paid by Tenant.
ARTICLE VII
INSURANCE
SECTION 7.01 - INSURANCE BY TENANT: Tenant shall procure, provide and pay
for, and shall maintain throughout the term of this Lease, the following
insurance coverages, in the following limits, in the name of the Tenant and with
Landlord named therein as an additional insured:
(1) a policy of insurance covering the Tenant's property in the Demised
Premises in the amount determined by Tenant;
(2) a comprehensive general liability insurance against any and all claims
for injuries to persons and property occurring in, upon, or about the
Demised Premises, during the Term of this Lease; such insurance, at all
times, to be in an amount not less than One Million ($1,000,000) Dollars
combined single limit per occurrence, $2,000,000.00 general aggregate; and
(3) casualty, fire, windstorm, flood and extended coverage insurance in the
amount equal to the maximum insurable value of the Demised Premises,
together with all improvements thereon.
All such insurance shall be written on a company or companies authorized to
engage in the business of casualty and general liability insurance in the State
of Florida, and there shall be delivered, by the Tenant, to the Landlord
customary certificates evidencing such paid-up insurance, and certifying
Landlord as an additional insured, which certificates are to be issued by the
insurance companies, and delivered on a yearly basis at the commencement of each
year during the Term of this Lease.
The policies of insurance provided herein are to be provided by the Tenant,
and shall be for a period of not less than one (1) year, it being understood and
agreed that fifteen (15) days prior to the expiration of any policy of
insurance, the Tenant will deliver to the Landlord a renewal or new policy to
take the place of the expiring policy, with the further understanding that,
should the Tenant fail to furnish policies, as is provided in this Lease, and at
the times herein provided, the Landlord may obtain such insurance, and the
premiums on such insurance shall be deemed Additional Rental to be paid by the
Tenant to the Landlord upon demand. Tenant shall make no claim for recovery
against Landlord and expressly waives any right of recovery against Landlord for
damage to or loss of the Demised Premises or improvements thereon, which damage
or loss may arise by fire or any other peril covered by any policy of insurance
containing a waiver of subrogation right against the Landlord in which said
policy the Tenant is or may be the insured and when said loss is caused by or
results from any acts of carelessness or negligence of the Landlord, its
officers, employees or other persons under its control. Tenant further covenants
and agrees to apply to its insurers for waiver of subrogation against Landlord,
its agents and employees, and to obtain same if Tenant's insurers will issue
such waiver without cost.
SECTION 7.02 - INDEMNITY FOR ACCIDENTS: Tenant covenants and agrees that it
will protect, defend and save and keep the Landlord forever harmless and
indemnified against and from any penalty or damage or charges imposed for any
violation of any laws or ordinances, whether occasioned by the neglect of Tenant
or those holding under Tenant, and that Tenant will at all times protect,
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defend, indemnify and save and keep harmless the Landlord against and from any
and all claims, loss, cost, damage or expense arising out of or from any
accident or other occurrence on or about the Demised Premises, causing injury to
any person or property whomsoever or whatsoever, and will protect, defend,
indemnify and save and keep harmless the Landlord against and from any and all
claims, loss, cost, damage or expense arising out of any failure of Tenant in
any respect to comply with and perform all the requirements and provisions of
this Lease.
SECTION 7.03 - DESTRUCTION BY FIRE OR CASUALTY: The Tenant shall give
immediate notice to Landlord in case of fire or other casualty in or about the
Demised Premises. In the event the Demised Premises shall be damaged by fire,
then Tenant shall repair such damages and put the Demised Premises in good
condition as rapidly as reasonably possible. Tenant shall not be entitled to any
abatement of the Rent, unless such damage was occasioned by the negligent acts
of Landlord, its agents or employees.
Notwithstanding any other provisions of this Paragraph to the contrary, if
the Demised Premises, shall be damaged to the extent of more than twenty-five
percent (25%) of its value at the time of such damage, then Landlord may, at its
sole election, upon notice to Tenant, within sixty (60) days after such damage,
terminate this Lease as of the date of such damage.
ARTICLE VIII
TAXES
SECTION 8.01 - REAL ESTATE TAXES: Tenant shall pay, not less than thirty
(30) days before delinquent, all real property taxes and assessments levied or
payable during the term hereof, by the county and municipality upon the
Property.
SECTION 8.02 - PERSONAL PROPERTY TAXES AND ASSESSMENTS: The Tenant shall
pay, not less than thirty (30) days before delinquent, any and all taxes,
licenses, fees and public charges levied, assessed or imposed, and which become
payable during the lease term upon Tenant's fixtures, furniture, appliances and
personal property located or installed in the Demised Premises.
ARTICLE IX
TITLE
SECTION 9.01 - POSSESSION BY TENANT: Tenant covenants and warrants that it
has full right and authority to enter into this Lease for the full term hereof.
Landlord covenants that Tenant, upon paying the Rent provided for herein and
upon performance of the covenants and agreements of this Lease to be performed
by said Tenant, will have, hold and enjoy quiet possession of the Demised
Premises.
SECTION 9.02 - SUBLEASE AND ASSIGNMENT: Landlord shall have first refusal
right to recapture the premises, on a request by Tenant to sublease or assign.
If Landlord does not desire to recapture the premises, then Tenant shall not
sublease, sublet or assign the Demised Premises or any portion thereof except by
written permission and consent of Landlord which approval or disapproval shall
be in Landlord's sole discretion, references elsewhere contained herein to
assignees notwithstanding. Any consent by Landlord once shall not constitute a
waiver of the requirement for its consent to any future subletting or assignment
of this Lease. Any such subleasing or assignment, even with the approval of the
Landlord, shall not relieve the Tenant from liability for payment of the rental
and any other monies due Landlord herein provided for or from the obligation to
keep and be bound by the terms, conditions and covenants of this Lease. The
acceptance of rent from any other person shall not be deemed to be
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a waiver of any of the provisions of this Lease or a consent to the assignment
or subletting of the Demised Premises. Any change in ten percent (10%) or more
of the equitable or beneficial ownership of Tenant shall be deemed an assignment
of this Lease.
SECTION 9.03 - FINANCING: Tenant agrees that Tenant's rights under this
Lease are and shall always be subordinate to the lien of any mortgage or trust
deed now or hereafter placed from time to time upon the Demised Premises. Tenant
shall, upon written demand from Landlord, execute such other and further
instruments or assurances subordinating this Lease to the lien or liens of any
such mortgage or trust deeds. If any mortgagee or trustee under a trust deed
elects to have Tenant's interest in this Lease superior to any such interest by
notice to Tenant, then this Lease shall be deemed superior to any such mortgage
or trust deed whether this Lease was executed before or after such mortgage or
trust deed.
SECTION 9.04 - SURRENDER OF PREMISES: Tenant shall, upon the expiration
date or sooner termination of this Lease, surrender to Landlord the Demised
Premises, together with all replacements thereto in good order, condition and
repair, except for ordinary wear and tear and loss by fire or other casualty. If
Tenant fails to surrender the Premises as required herein, Tenant shall be
deemed a month-to-month tenant and shall for the duration of such holdover
period pay Landlord, as holdover rent, twice the monthly rental amount as was
payable in the last month of the lease term in addition to all other payments
required under this Lease Agreement,
SECTION 9.05 - EMINENT DOMAIN: In the event the Demised Premises, or any
part thereof, shall be taken or condemned for public purposes by any competent
authority, the entire compensation awarded therefor shall belong to the
Landlord, without any deduction therefrom for any present or future estate of
Tenant; provided, however, that in the event more than twenty (20%) percent of
the Demised Premises shall be so taken or condemned, then either the Landlord or
Tenant shall have the option of terminating the term of this Lease upon giving
to the other written notice of such election within thirty (30) days after
possession of the part condemned has been taken by proper authorities, whereupon
the term of this Lease shall be terminated, as of the date on which possession
is so taken. If neither Landlord or Tenant so elects to terminate the term of
this Lease, the Landlord at its own expense, shall repair and restore the
premises not affected by the taking and thereafter, if a part of Demised
Premises itself has been taken or condemned, the Rent to be paid by the Tenant
shall be equitably reduced.
SECTION 9.06 - NONDISTURBANCE AND ATTORNMENT: In the event any proceedings
are brought for the foreclosure of, or in the event of the conveyance by deed in
lieu of foreclosure of, or in the event of the execution of the power of sale
under any superior mortgage, or in the event of transfer or conveyance of
the Demised Premises, or any part thereof, to any party for any reason
whatsoever, Tenant hereby attorns to, and covenants and agrees to execute an
instrument in writing reasonably satisfactory to the new owner whereby Tenant
attorns to such successor in interest and recognizes such successor as the
landlord under the Lease.
ARTICLE X
DEFAULT
SECTION 10.01 - DEFAULT BY TENANT: All of the rights and remedies of
Landlord herein enumerated shall be cumulative, and none shall exclude any other
right or remedy allowed by law. It is agreed that in the event:
(i) That the Tenant shall fail, neglect or refuse to pay
8
any installment of Rent at the time, and in the amount as herein provided,
or to pay any other monies agreed by it to be paid promptly when and as the
same shall become due and payable under the terms hereof;
(ii) That any voluntary or involuntary petition or similar pleading,
under any section or sections of any bankruptcy act, shall be filed by or
against Tenant, or any voluntary or involuntary proceeding in any court or
tribunal shall be instituted to declare Tenant insolvent or unable to pay
Tenant's debts, and the same shall not be dismissed or discharged within
thirty (30) days after notice thereof in writing;
(iii) That the Tenant shall fail, neglect or refuse to keep and
perform any of the other covenants, conditions, stipulations or agreements
herein contained and to be kept and performed by it, and in the event any
such default shall continue, for a period of more than thirty (30) days
after notice thereof in writing given to the Tenant, by the Landlord;
provided, however, that if the cause for giving such notice involves the
making of repairs, or other matters reasonably requiring a longer period of
time than the period of such notice, the Tenant shall be deemed to have
complied with such notice so long as it has commenced to comply with said
notice within the period set forth in the notice, and is diligently
prosecuting compliance with said notice, or has taken proper steps or
proceedings, under the circumstances, to prevent the seizure, destruction,
alteration or other interference with said Demised Premises by reason of
non-compliance with the requirements of any law or any ordinance or with
the regulations, rules or directions of any government authority, as the
case may be;
(iv) That the Tenant makes any assignment of its property for the
benefit of creditors, or should the Demised Premises be taken under a levy
of execution or attachment, in an action against the Tenant, and such levy,
attachment or assignment is not dismissed and discharged within thirty (30)
days after written notice thereof to Tenant by Landlord, the Tenant does
hereby authorize and fully empower said Landlord or Landlord's agent to
cancel or annul this Lease at once and to re-enter and take possession of
said Demised Premises immediately, and remove all persons and their
property therefrom, and to use such force and assistance,in effecting and
perfecting such removal as said Landlord may deem necessary and advisable
to recover at once full and exclusive possession of all of said Demised
Premises, whether in possession of said Tenant or of their persons or
otherwise. At Landlord's option, Landlord may declare all installments of
Rent for the remainder of the lease term, to be immediately due and payable
whereupon the same shall become immediately due and payable.
The Landlord may, however, at its option, at any time after a default or
violation of condition or covenant, re-enter and take possession of said
Premises without such re-entering working a forfeiture of the rents to be paid
and the covenants, agreements and conditions to be kept and performed by said
Tenant for the full term of this Lease. In such event, the Landlord shall have
the right, but not the obligation, to divide or subdivide the Premises in any
manner the Landlord may determine and to lease or let the same or portions
thereof for such periods of time and at such rentals and for such use and upon
such covenants and conditions as Landlord may elect, applying the net rentals
from such letting first to the payment of Landlord's expenses incurred in
dispossessing the Tenant and the costs and expenses of making such improvements
in the Premises as may be necessary in order to enable the Landlord to relet the
same, and to the payment of any brokerage commissions or other necessary
expenses of the Landlord in connection with such reletting. The balance, if any,
shall be
9
applied by the Landlord from time to time, but in any event not less than once
each month, on account of the payments due or payable by the Tenant hereunder,
with the right reserved to Landlord to bring such actions or proceedings for the
recovery of any deficits remaining unpaid as it may deem advisable from time to
time, without being obligated to await the end of the term hereof for a final
determination of the Tenant's account and the commencement or maintenance of one
(1) or more actions shall not bar the Landlord from bringing other or subsequent
actions for further accruals pursuant to the provisions of this Paragraph. Any
balance remaining, however, after full payment and liquidation of Landlord's
account, as aforesaid, shall be paid to the Tenant from time to time with the
right reserved to the Landlord at any time to give notice in writing to the
Tenant of Landlord's election to cancel and terminate this Lease and all
Tenant's obligations hereunder and upon the giving of such notice and the
simultaneous payment by Landlord to Tenant of any credit balance in Tenant's
favor that may at the time be owing to Tenant shall constitute a final and
effective cancellation and termination of this Lease and the obligations
thereunder on the part of either party to the other.
In addition to the foregoing, collection costs and reasonable attorneys'
fees shall be paid by Tenant if delinquencies are referred for collection.
SECTION 10.02 - LIEN OF LANDLORD FOR RENT, TAXES AND OTHER SUMS: Landlord
shall have, and Tenant hereby grants, a security interest in any furnishings,
equipment, fixtures, inventory, accounts receivable, or other personal property
of any kind belonging to Tenant, or the equity of Tenant therein, in the Demised
Premises. The security interest is granted for the purpose of securing the
payment of rent, other charges, assessments, penalties and damages herein
covenanted to be paid by Tenant and for the purpose of securing the performance
of all other obligations of Tenant under this Lease. Upon Tenant's default or
breach of any covenants of this Lease, Landlord shall have all remedies
available under the law of the State of Florida including, but not limited to,
the right to take possession of the above mentioned property and dispose of it
by public or private sale in a commercially reasonable manner. Tenant shall,
upon demand, reimburse Landlord for all filing and recording fees and taxes
incurred in connection with filing and recording of Financing Statements if the
same be necessary to perfect Landlord's security interest. Landlord's statutory
lien for rent is not hereby waived, the express contractual lien herein granted
being in addition and supplementary thereto.
SECTION 10.03 NO LIENS CREATED BY TENANT: The Tenant covenants and agrees
that it has no power to incur any indebtedness giving a right to a lien of any
kind or character upon the rights, title and interest of the Landlord in and to
the property covered by this Lease, and that no person shall ever be entitled to
any lien directly or indirectly derived through or under the Tenant, or its
agents or servants, or on account of any act or remission of said Tenant, which
lien shall be superior to the title of the Landlord to the Demised Premises. All
persons contracting with said Tenant, or furnishing materials or labor to said
Tenant, or to its agents or servants, as well as all persons whomsoever, shall
be bound by this provision of this Lease. Should any such lien be filed, the
Tenant shall discharge the same within thirty (30) days thereafter, by paying
the same or by filing a bond, or otherwise, as permitted by law. The Tenant
shall not be deemed to be the agent of the Landlord, so as to confer upon a
laborer bestowing labor or confer upon a materialman furnishing materials upon
the leased premises the right to a mechanic's lien thereon.
10
ARTICLE XI
ENVIRONMENTAL
SECTION 11.01 - COMPLIANCE WITH LAWS: Tenant, at Tenant's expense, shall
keep and maintain the Demised Premises in compliance with, and shall not cause
or permit the Demised Premises to be in violation of, any federal, state, county
and municipal laws, ordinances or regulations including, without limitation,
those relating to contamination, air and water quality, waste disposal,
occupational safety and health, industrial hygiene, or to the environmental
conditions on, under or about the Demised Premises, including, but not limited
to, soil and groundwater conditions ("Laws"); provided, however, Tenant shall
have no obligation to keep or maintain the Demised Premises at a level or
standard different than that existing as of the date of this Lease. Provided
further, Tenant shall have no obligation or liability hereunder except as to any
actions or matters caused by Tenant's uses or actions.
SECTION 11.02 - STORAGE OF CONTAMINATION: Except in the ordinary course of
business in strict compliance with applicable laws, Tenant shall not use,
general, manufacture, store, or dispose of, on, under or about the Demised
Premises or transport to or from the Demised Premises any flammable explosives,
radioactive materials, including, without limitation, any substances defined as,
or included in the definition of hazardous substances, hazardous materials,
toxic substances or other similar or regulated substances, residues or wastes,
pollutants, asbestos, petroleum products and by-products, including any other
environmental contamination whatsoever (collectively "Tenant Contamination").
SECTION 11.03 - NO LIENS: Tenant shall not create or suffer to exist with
respect to the Demised Premises or permit any of its agent to create or suffer
to exist any lien, security interest or other charge or encumbrance of any kind,
including without limitation, any lien imposed pursuant to Section 107(f) of the
Superfund Amendments and Reauthorization Act of 1986 (42 U.S.C. Section 9607(1))
or any similar Law.
SECTION 11.04 - ENVIRONMENTAL ASSESSMENT AND REMEDIATION: Notwithstanding
any other provision of this agreement, Tenant shall be solely responsible for
and agrees to indemnify, defend and hold harmless Landlord, its employees,
agents, officers, directors, heirs and assigns, from and against any and all
fines, suits and claims, demands, penalties, liabilities, costs or expenses,
losses, settlements, remedial actions requirements and enforcement actions,
administrative proceedings and any other actions of whatever kind or nature,
including attorneys' fees and costs (and costs and fees on appeal), fees of
environmental consultants and laboratory fees, known or unknown, contingent or
otherwise, arising out of or in any way related to the discovery, remediation,
or disposal of such Tenant Contamination, including any personal injury
(including wrongful death) or property damage (real or personal) arising
therefrom. Landlord agrees to indemnify, defend and hold harmless Tenant, its
employees, agents, officers, directors, heirs and assigns, from and against any
and all fines, suits, claims, demands, penalties, liabilities, costs or
expenses, losses, settlements, remedial action requirements and enforcement
actions, administrative proceeds and all other actions of whatever kind or
nature, including attorneys' fees and costs (and costs and fees on appeal), fees
of environmental consultants and laboratory fees, known or unknown, continent or
otherwise, arising out of or in any way related to the discovery, remediation,
or disposal of contamination on or about the Demised Premises or the Property
other than Tenant Contamination, including any personal injury (including
wrongful death) or property damage (real or personal) arising therefrom. This
paragraph shall survive termination or expiration of this Lease.
11
SECTION 11.05 - NOTICE OF CONTAMINATION OR ENFORCEMENT: Each party shall
immediately advise the other by telephone, followed up in writing, with a copy
to Landlord, of any and all enforcement, cleanup, removal, claims made or
threatened by any third party, or other governmental or regulatory actions
instituted, completed, or threatened, or any release, discharge, or spill of
Contamination, pursuant to any Laws affecting the Demised Premises, or adjoining
or neighboring properties. Each party shall provide copies to the other in a
timely fashion, in whatever capacity and in whatever form obtained, any and all
information, test results, correspondence or other data acquired in connection
with the locating, remediating, removing, or disposing of contamination on or
about the Demised Premises, or regarding such parties notice of contamination
or enforcement, or otherwise.
ARTICLE XII
MISCELLANEOUS
SECTION 12.01 - NOTICES: Whenever under this Lease a provision is made for
any demand or notice of any kind, or where it is deemed desirable or necessary
by either party to give or serve any such notice or demand to the other, it
shall be in writing sent by overnight mail or certified mail, return receipt
requested, postage prepaid, if to the Tenant addressed to the Tenant at ▇▇▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, and if to the Landlord addressed to the Landlord
at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, c/o ▇▇▇▇ ▇▇▇▇▇▇,
Gerschel & Company, and either party may by like notice at any time and from
time to time designate a different address to which notices shall be sent. Such
notices or demands shall be deemed sufficiently served or given for all purposes
hereunder at the time they shall be mailed by an overnight delivery service or
by United States certified mail, as aforesaid.
SECTION 12.02 - WAIVER: One (1) or more waivers of any covenant, term or
condition of this Lease by either party shall not be construed by the other
party as a waiver of a subsequent breach of the same term, covenant or
condition. The consent or approval of either party to or of any act by the other
party of a nature requiring consent or approval shall not be deemed to waive or
render unnecessary consent to or approval of any subsequent similar act.
SECTION 12.03 - RELATIONSHIP OF PARTIES: Nothing contained in this Lease
nor any act or acts of the parties shall be deemed or construed by the parties
hereto or by any third party to create the relationship of principal and agent
or of partnership or of joint venture or of any association whatsoever between
Landlord and Tenant, other than the relationship of landlord and tenant.
SECTION 12.04 - GOVERNING LAW: The laws of the State of Florida shall
govern the validity, performance and enforcement of this Lease.
SECTION 12.05 - SAVINGS CLAUSE: The invalidity or unenforceability of any
provision of this Lease shall not affect or impair the validity of any other
provision.
SECTION 12.06 - MARGINAL HEADINGS: The paragraph titles herein are for
convenience only and do not define, limit or construe the contents of such
paragraph.
SECTION 12.07 - COVENANT TO BIND SUCCESSORS: It is agreed that the
provisions, covenants and conditions of this Lease shall be binding on the legal
representatives, heirs, successors and assigns of the respective parties hereto.
SECTION 12.08 - CREDIT REPORTS: The Tenant's performance under this Lease
Agreement may be reported to credit reporting agencies. The Landlord may also
obtain a consumer report of
12
Tenant's credit history from a credit reporting agency. Upon request, Tenant
will be informed whether a consumer report was obtained and if so, the name and
address of the agency furnishing the report.
SECTION 12.09 - ESTOPPEL CERTIFICATE: Within ten (10) days after request
therefor by Landlord, the Tenant shall furnish an estoppel certificate. Tenant
agrees to deliver in recordable form a certificate to any proposed mortgagee or
purchaser, or to Landlord, certifying (if such be the case) that this Lease is
in full force and effect and there are no defenses or offsets thereto, or
stating those claimed by Tenant.
SECTION 12.10 - EXCULPATION: Tenant agrees that Tenant shall look solely to
Landlords interest in the Demised Premises for the satisfaction of any claims,
judgments or decrees requiring the payment of money by Landlord based upon
default hereunder. No other property or assets of Landlord, its successors or
assigns shall be subject to levy, execution or other enforcement procedure.
SECTION 12.11 - FORCE MAJEURE: Landlord or Tenant shall not be required to
perform any term, condition or covenant in this Lease so long as such
performance is delayed or prevented by Acts of God, strikes, lockouts, decree or
restriction by any governmental authority, civil riot, floods, financing, and
any other cause not reasonably within the control of Landlord or Tenant, and
which by the exercise of due diligence Landlord or Tenant is unable, wholly or
in part to prevent or overcome.
SECTION 12.12 - PREVAILING PARTY: In the event that litigation is required
to enforce this Agreement, the prevailing party shall be entitled to
reimbursement of its legal costs and attorneys fees, including appeals.
SECTION 12.13 - RADON GAS: In accordance with the provisions of Florida
Statutes Chapter 404.29(8), notification is hereby tendered concerning the
possible existence of Radon Gas in or about the Demised Premises. Please be
advised that:
"RADON GAS: Radon is a naturally occurring radioactive gas that, when it
has accumulated in a building in sufficient quantities, may present health
risks to persons who are exposed to it overtime. Levels of radon that
exceed Federal and State guidelines have been found in buildings in
Florida. Additional information regarding radon and radon testing may be
obtained from your County Public Health Unit."
SECTION 12.14 - ENTIRE AGREEMENT: This Lease sets forth all of the
covenants, promises, agreements, conditions and understandings between the
Landlord and the Tenant governing the Demised Premises. There are no covenants,
promises, agreements, conditions and understandings, either oral or written,
between them other than those herein set forth. Except as herein provided, no
subsequent alterations, amendments, changes or additions to this Lease shall be
binding upon the Landlord or Tenant, unless reduced to writing and signed by
both parties.
SECTION 12.15 - NEGOTIATION AND EXECUTION: The furnishing of this Lease by
the Landlord to the prospective Tenant shall not be considered an offer to
lease, even though completed in every respect, until and unless the document has
been executed by the appropriate officers of Landlord. No correspondence or
other communication respecting this Lease shall create any obligation to go
forward with this Lease until the Lease document is fully completed and executed
by both the Landlord and Tenant.
13
IN WITNESS WHEREOF, the parties hereto have executed this Lease this day and
year first above written.
Signed and Acknowledged Landlord:
In the Presence of:
ULTILAND, LTD., a Florida
limited partnership
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
------------------------------ By: P.A,G. Equities Corp., a
Witness signature New York corporation,
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ as general partner
------------------------------
Witness print name
/s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
------------------------------
Witness signature
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
------------------------------
Witness print name By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------------------
Its: Vice President
-----------------------------
(SEAL)
ULTIMATE SOFTWARE GROUP, INC.,
a Delaware corporation
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
-------------------------------
Witness signature
▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
-------------------------------
Witness print name
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
-------------------------------
Witness signature
▇▇▇▇ ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇
------------------------------- ----------------------------
Witness print name Its: President
---------------------------
(CORPORATE SEAL)
14
EXHIBIT "A"
A portion of ▇▇▇▇▇▇ ▇, according to the Plat thereof, as recorded in Plat Book
141, Page 21, Public Records, Broward County, Florida, being more particularly
described as follows:
Commence at the intersection of the Southwest corner of Parcel 2 of said Plat
and the Northerly right of way for Arvida Parkway. Thence North 33"40'01" West
along the Westerly line of said Parcel 2, for a distance of 49.68 feet; Thence
North 11"32'29" East for a distance of 134.81 feet; Thence North 11"32'29" East
along the new alignment of Tract X, as described on the Plat of ▇▇▇▇▇▇ ▇, ▇▇▇▇,
as recorded in Plat Book 155, Page 4, Public Records, Broward County, Florida,
for 15.19 feet to a point of curvature; Thence Northeasterly and Northwesterly
along a circular curve to the left, having a radius of 500.00 feet, a central
angle of 12"34'21", for an arc distance of 109.72 feet to a point of reverse
curvature; Thence Northwesterly and Northeasterly along a circular curve to the
right, having a radius of 500.00 feet, a central angle of 18"21'57", for an arc
distance of 160.27 feet to a point of compound curvature; Thence Northeasterly
along a circular curve to the right, having a radius of 700.00 feet, a central
angle of 36"29'27", for an arc distance of 445.82 feet to a point where the
remaining portion of the description is not coincident with said new alignment;
Thence North 59"52'56" East for 38.31 feet; Thence North 56"57'31" East for a
distance of 131.88 feet; Thence South 78"02'29" East, for a distance of 42.43
feet; Thence South 33"02'29" East, for a distance of 17.00 feet to a point of
curvature; Thence Southeasterly along a curve to the left, having a radius of
550.00 feet, a central angle of 23"17'57, for an arc distance of 223.66 feet to
the POINT OF BEGINNING; Thence continue Southeasterly along a circular to
the left, having a radius of 550.00 feet, a central angle of 29"45'19", for an
arc distance of 285.63 feet; Thence South 26"28'28" West for 393.63 feet to a
point on a curve, said point bears North 05"52'46" West to the radius point on
the next described curve; Thence Southwesterly along a circular curve to the
right, having a radius of 500.00 feet, a central angle of 33"45'55", for an arc
distance of 294.66 feet; Thence North 26"28'28" East for 433.30 feet to the
POINT OF BEGINNING.
TOGETHER WITH:
EASEMENT ESTATE AS TO THAT CERTAIN PARCEL CONTAINED IN AND PURSUANT TO THAT
CERTAIN INGRESS/EGRESS EASEMENT, BY AND BETWEEN ARVIDA/JMB PARTNERS, A FLORIDA
GENERAL PARTNERSHIP AND B.C.B., INC., A FLORIDA CORPORATION, DATED APRIL 25,
1996, FILED OF RECORD MAY 3, 1996, IN OFFICIAL RECORD BOOK 24825, PAGE 128, OF
THE PUBLIC RECORDS OF BROWARD COUNTY, FLORIDA, SAID PARCEL BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
ROADWAY EASEMENT:
A PORTION OF PARCEL 1; ▇-▇ ▇▇▇ ▇-▇, ▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇▇ TO THE PLAT THEREOF AS
RECORDED IN PLAT BOOK 141, PAGE 21, OF THE PUBLIC RECORDS OF BROWARD COUNTY,
FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE AT THE CENTERLINE INTERSECTION OF TRACT X-2 AND THE WESTERLY RIGHT OF
WAY LINE OF BONAVENTURE BOULEVARD, AS DEPICTED ON SAID PLAT OF SECTOR 6; THENCE
NORTH 74"21'58" WEST FOR 53.80 FEET; THENCE SOUTH 15"38'02" WEST FOR 40.00 FEET;
THENCE NORTH 74"21'58" WEST FOR 714.40 FEET TO THE POINT OF CURVATURE; THENCE
NORTHWESTERLY ALONG A CIRCULAR CURVE TO THE RIGHT, HAVING A RADIUS OF 1528.39
FEET, A CENTRAL ANGLE OF 13"18'49" FOR AN ARC DISTANCE OF 355.14 FEET; THENCE
SOUTH 75"30'20" WEST FOR 48.13 FEET; THENCE SOUTH 32"03'50" WEST FOR 12.31 FEET
TO A POINT OF BEGINNING; THENCE SOUTH 32"03'50" WEST FOR 9.64 FEET TO A POINT OF
CURVATURE; THENCE SOUTHWESTERLY ALONG A CIRCULAR CURVE TO THE RIGHT, HAVING A
RADIUS OF 1050.00 FEET, A CENTRAL ANGLE OF 41"06'09", FOR AN ARC DISTANCE OF
753.24 FEET TO A POINT OF COMPOUND CURVATURE; THENCE SOUTHWESTERLY AND
NORTHWESTERLY ALONG A CIRCULAR CURVE TO THE RIGHT, HAVING A RADIUS OF 550.00
FEET, A CENTRAL ANGLE OF 73"47'32",FOR AN ARC DISTANCE OF 708.35 FEET TO A POINT
OF TANGENCY; THENCE NORTH 33"02'29" WEST FOR 17.00 FEET; THENCE NORTH 78"02'29"
WEST FOR 42.43 FEET; THENCE SOUTH 56"57'31" WEST FOR 131.88 FEET; THENCE SOUTH
59"52'56" WEST FOR 38.31 FEET TO THE ▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇ AS
RECORDED IN PLAT BOOK 155,PAGE 4,OF THE PUBLIC RECORDS OF BROWARD COUNTY,
FLORIDA, SAID POINT BEARS SOUTH 36"10'28" EAST TO THE RADIUS POlNT OF THE NEXT
DESCRIBED CURVE; THENCE NORTHEASTERLY ALONG A CIRCULAR CURVE TO THE RIGHT,
HAVING A RADIUS OF 700.00 FEET, A CENTRAL ANGLE OF 03"07'59", FOR AN ARC
DISTANCE OF 38.25 FEET TO A POINT OF TANGENCY; THENCE NORTH 56"57'31" EAST FOR
256.88 FEET; THENCE SOUTH 11"57'31" WEST FOR 49.50 FEET; THENCE SOUTH 33"02'29"
EAST FOR l5.00 FEET TO A POINT OF CURVATURE THENCE SOUTHEASTERLY AND
NORTHEASTERLY ALONG A CIRCULAR CURVE TO THE LEFT, HAVING A RADIUS OF 490.00
FEET, A CENTRAL ANGLE OF 73"47'32" FOR AN ARC DISTANCE OF 631.08 FEET TO A POINT
OF COMPOUND CURVATURE; THENCE NORTHEASTERLY ALONG A CIRCULAR CURVE TO THE LEFT,
HAVING A RADUIS OF 990.00 FEET, A CENTRAL ANGLE OF 41"06'09" FOR AN ARC DISTANCE
OF 710.20 FEET TO A POINT OF TANGENCY; THENCE NORTH 32"03'50" EAST FOR 9.64
FEET; THENCE SOUTH 57"56'10" EAST FOR 30.00 FEET TO A POINT HEREINAFTER REFERRED
TO A POINT A; THENCE SOUTH 57"56'10" EAST FOR 30.00 FEET TO THE POINT OF
BEGINNING.
RECORDED IN THE OFFICIAL RECORDS BOOK
OF BROWARD COUNTY, FLORIDA
COUNTY ADMINISTRATOR
15
EXHIBIT "B"
LANDLORD IMPROVEMENTS
Construction of improvements of a three (3) story office building in accordance
with those certain plans and specifications prepared by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
Architects, Inc. as Project No. 9401-3 dated ________________________, 1998, of
which the parties each acknowledge having a complete copy.
Landlord Initials: Tenant Initials:
MDS SS
------------------ ----------------
16