MODIFICATION AND AMENDMENT AGREEMENT
THIS MODIFICATION AND AMENDMENT AGREEMENT (hereinafter "Agreement"), made
this 20th day of June, 1996, by and between ARVCO REALTY, Agent for SORRENTO
PARK INVESTMENTS, a California Limited Partnership, having its principal
office and place of business at ▇▇▇▇ ▇▇▇▇ ▇▇., ▇▇▇. ▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
(hereinafter "Lessor"), and SPACE ELECTRONICS, INC., having its principal
office and place of business at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇ ▇▇▇▇▇, ▇▇
▇▇▇▇▇ (hereinafter "Lessee").
WITNESSETH:
By executed Lease Agreement dated May 9, 1995 (hereinafter ("Lease"). Lessor
leased to Space Electronics, Inc., as Lessee, the real property and
improvements located at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇.
WHEREAS, it is the mutual desire of the parties hereto to amend the Lease.
NOW, THEREFORE, in consideration of the premises and the covenants herein
contained, it is mutually hereby agreed as follows, to wit:
1. Lessee shall lease the additional space (hereinafter "Addition"), in
the building known as ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇,
as shown on the attached Exhibit A. The Premises as defined in the
Lessee shall include the total area in the 4031 building.
2. Rent for the Addition shall commence July 15, 1996, and Lessor shall
give possession to Lessee immediately upon execution of this Agreement.
Rent for the entire Premises commencing July 1, 1996, shall be as
follows:
July 1, 1996 through July 31, 1996 $9,640.00/month
Aug. 1, 1996 through July 31, 1997 $11,849.60/month
Aug. 1, 1997 through July 31, 1998 $12,602.10/month
Aug. 1, 1998 through July 31, 1999 $13,431.20/month
3. The security deposit shall be increased by $3,800.00 and paid upon
execution of this Agreement, making a total security deposit in the
amount of $11,540.00.
4. Lessor shall immediately upon Agreement execution, complete the
following modifications and Improvements to the Addition:
(a) Lessor shall place all existing heating, ventilating and air
conditioning systems (HVAC) in good operating condition and
provide Lessee with a 30-day warranty for all parts and
repairs. Thereafter, Lessee shall maintain and repair all HVAC
systems within the Addition.
(b) Replace or repair any damaged or stained ceiling tiles to match
as close as possible to existing ceiling tiles.
(c) Place all existing light fixtures and existing electrical
systems in good operating condition. Lessor shall not be
responsible for any upgrades to the existing electrical systems.
(d) All plumbing in the existing bathroom shall be placed in good
operating condition.
All other Improvements or modifications to the Premises shall be at
Lessee's sole cost and expense and subject to prior written approval
from Lessor as stated in the Lease.
-1-
5. In addition to the foregoing modifications and improvements, Lessor
shall pay to Lessee, within five (5) days of completion and
delivery of lien releases, an amount of $10,000.00 for the following
improvements to be completed by Lessee in the Addition:
(a) Patching, repairing and painting of existing walls and interior
doors.
(b) Installing new carpet in the areas mutually agreed upon by
Lessor and Lessee.
(c) Removal of carpet in specified areas and cleaning of tiles
underneath.
(d) Cleaning and/or stretching, if possible, or specified carpeted
areas.
6. Paragraphs 49 and 50 of the Lease are hereby deleted upon execution of
this Agreement, and the temporary lease arrangement letter dated
November 14, 1995, for a portion of the Addition shall be canceled,
effective July 1, 1996.
7. All other terms and conditions of the Lease not modified herein shall
remain in full force and effect.
IN WITNESS HEREOF, the parties hereto have executed this Agreement to date
and year first above written.
SPACE ELECTRONICS, INC. ARVCO REALTY, Agent for Lessor
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
----------------------------- -------------------------------
Print Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------
Title: CEO
-----------------------
Date: 3-6-96
-2-
EXHIBIT A
[FLOOR PLAN]
FLOOR PLAN
4031 SORRENTO VALLEY BOULEVARD
MODIFICATION AND AMENDMENT AGREEMENT
THIS MODIFICATION AND AMENDMENT AGREEMENT (hereinafter "Agreement"), made
this 24th day of September, 1997, by and between ARVCO REALTY, Agent for
SORRENTO PARK INVESTMENTS, a California Limited Partnership, having its
principal office and place of business at ▇▇▇▇ ▇▇▇▇ ▇▇., ▇▇▇. ▇▇▇, ▇▇▇ ▇▇▇▇▇,
▇▇ ▇▇▇▇▇ (hereinafter "Landlord"), and SPACE ELECTRONICS, INC., having its
principal office and place of business at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇
▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (hereinafter "Tenant"),
WITNESSETH:
By executed Lease Agreement dated May 9, 1995 (hereinafter "Lease"), and
subsequent Modification Amendment Agreement dated June 20, 1996, Landlord
leased to Tenant, the real property and Improvements located at ▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇. (hereinafter "Premises").
WHEREAS, it is the mutual desire of the parties hereto to amend the Lease.
NOW, THEREFORE, in consideration of the premise and the covenants herein
contained, it is mutually hereby agreed as follows, to wit:
1. Tenant shall lease the additional building known as ▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (hereinafter "Addition"), as
shown on the attached Exhibit C. The Premises shall include the total
area in the 4025 building, approximately 12,000 square feet. The term
shall be four (4) years, commencing November 1, 1997, and expiring
October 31, 2001.
2. Rent for the Addition shall commence November 1, 1997. Tenant is
currently subleasing a portion of existing building and will take over
entire building as of November 1, 1997.
Rent for the Addition commencing November 1, 1997, shall be as follows:
November 1, 1997 through October 31, 1998 $11,160.00/mo.
November 1, 1998 through October 31, 1999 $11,718.00/mo.
November 1, 1999 through October 31, 2000 $12,305.00/mo.
November 1, 2000 through October 31, 2001 $12,918.00/mo.
3. The security deposit shall be $11,160.00, and paid upon execution of
this Agreement.
4. Landlord and Tenant, upon document execution, agree to the following
terms and conditions for the Addition:
(a) Lessor shall place all existing heating, ventilating and air
conditioning systems (HVAC) in good operating condition and
provide Tenant with a 30-day warranty for all parts and
repairs. Thereafter, Tenant shall maintain and repair all HVAC
systems with the Addition.
(b) Landlord acknowledges that certain Liebert units are old and
will need replacement in the near future. Landlord agrees to
replace units as needed and at his sole discretion, with Tenant
paying one-third (1/3) of the cost and Landlord paying two-thirds
(2/3) of the cost for the first year of the term of the Lease.
Thereafter, Landlord agrees to replace units as needed, and at
his sole discretion, with Tenant paying one-half (1/2) of the
cost and Landlord paying one-half (1/2) of the cost. Tenant must
have a maintenance contract with an HVAC company for regular
maintenance and repairs.
(c) Tenant has performed a walk-through of the premises and is
satisfied with the condition of the building. Lessee agrees
to take the building in "as is" condition.
-1-
All other improvements or modifications to the Premises shall
be at Tenant's sole cost and expense and subject to prior
written approval from Landlord as stated in the Lease.
5. Additionally, Tenant agrees to extend the lease term for the Premises
known as ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇. for two (2) years and three (3)
months, commencing August 1, 1999, and expiring October 31, 2001.
Rent for the 4031 Building commencing on August 1, 1999, shall be as
follows:
August 1, 1999 through July 31, 2000 16,719.50/mo.
August 1, 2000 through July 31, 2001 17,555.00/mo.
August 1, 2001 through October 31, 2001 18,432.75/mo.
6. Landlord agrees to replace HVAC units on roof of ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇. on an as needed basis, and at his sole discretion, at his sole
cost. Tenant must have a maintenance contract with an HVAC company for
regular maintenance and repairs.
7. All other terms and conditions of the original Lease Agreement and
subsequent Modification and Amendment Agreement dated June 20, 1996,
not modified herein, shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement to date
and year first above written.
Tenant: Landlord:
SPACE ELECTRONICS, INC. ARVCO REALTY
By: /s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------ ------------------
▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Chief Executive Officer
Date: 10/24/97
----------
-2-
[FLOOR PLAN]
-1-
PROPERTY ADDRESS: SORRENTO PARK INVESTMENTS
------------------------------
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇.
------------------------------
▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
------------------------------
LEASE SUMMARY
TENANT: SPACE ELECTRONICS, INC.
-------------------------------------------------
CONTACT: ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ PHONE: (▇▇▇)▇▇▇-▇▇▇▇
------------------------- -------------------------
▇▇ ▇▇
▇▇▇▇ Strobol
USE OF PREMISES: Offices/Lab area
------------------------------------------------------
SECURITY DEPOSIT: $7,740.00* PAID ON:
---------------- -----------------------
1ST MONTH'S RENT: $7,740.00 PAID ON:
---------------- -----------------------
***$5,032.00 carried over from previous lease dated October 15, 1992, balance of
$2,708.00 due upon execution of this lease.
LEASE TERM: Four (4) Years
----------------------
OTHER:
----------------------
TOTAL SQ. FT. IN
LEASED SPACE: 12,900
--------------------
ARVCO REALTY, INC.
▇▇▇▇ ▇▇▇▇ ▇▇., ▇▇▇▇▇ ▇▇▇
▇.▇. ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
(▇▇▇) ▇▇▇-▇▇▇▇ FAX: (▇▇▇) ▇▇▇-▇▇▇▇
BUSINESS PARK LEASE
THIS LEASE is made this 9th day of May, 1995, at San Diego, California, by and
between ARVCO REALTY, Agent for SORRENTO PARK INVESTMENTS and:
SPACE ELECTRONICS, INC.
hereafter called respectively Lessor and Lessee, without regard to number and
gender.
1. PREMISES: Lessor hereby leases to Lessee and Lessee hereby hires, upon the
conditions and covenants herein set forth, the property described as follows,
and hereinafter referred to as "the premises:"
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
2. TERM: The term of this lease shall be Four (4) Years, commencing August 1,
1995, and terminating on July 31, 1999, unless extended or sooner terminated in
accordance with terms of this lease. If Lessee shall take occupancy on a day
other than the first day of the month, the term of this lease has been extended
by the number of days remaining in the first month of occupancy. In the event,
for any reason, Lessor cannot deliver possession on the commencement date set
forth above, this lease shall remain in full force and effect provided that
Lessee shall not be required to pay any rent until date possession is delivered.
In the event of such entry into possession by Lessee at a date subsequent to
the commencement date set forth above, the term of this lease shall be extended
by the number of days of such delay.
3. RENTAL: The total rent for the term of this lease shall be $306,442.00,
plus adjustments as provided herein, without offset or deduction, which Lessee
agrees to pay to Lessor at the office of ARVCO REALTY, Suite 400, ▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ or, if mailed, send to ▇.▇. ▇▇▇ ▇▇▇▇▇, ▇▇▇
▇▇▇▇▇, ▇▇ ▇▇▇▇▇ or at such other place as Lessor shall designate in writing,
payable in monthly installments of $ ** , payable in advance on the FIRST DAY
OF EACH CALENDAR MONTH of the term of this lease, commencing on the first day
of the term hereof and continuing throughout the term of this lease, except
that if the commencement date of this lease is a date other than the first day
of the month, then rent for the second month of the lease term shall be $N/A.
WITHOUT EXCEPTION, THERE IS A $25.00 CHARGE ON ALL RETURNED CHECKS.
** See Article #47 for Rent Schedule
4. SECURITY DEPOSIT: (a) Lessee shall deposit with Lessor the sum of
***$7,740.00, as a security for full performance of the obligation of this
Lease. Should any portion of this deposit be used, Lessee shall within five
(5) days of notice from Lessor, deposit such additional amount as is
necessary to restore deposit to original amount. If Lessee shall be in
default in payment of rent or any other covenant herein, Lessor may use all
of any of such deposit to cure such default, or to repair damages to the
premises caused by Lessee, or to clean premises on termination, or for costs
of recovery of possession. If Lessee is not in default at termination of
this lease, Lessor shall return such deposit to Lessee within thirty (30)
days. Lessor's obligation for such deposit is that of a debtor, not a
trustee, and the money may be commingled or dissipated and no interest shall
accrue thereon. THE SECURITY DEPOSIT SHALL NOT BE USED AS LAST MONTH'S RENT.
(b) In the event of sale of Building by Lessor, Lessor may transfer any
sums received as deposit from Lessee to the purchaser and shall be thereafter
discharged of further liability upon notice of such transfer to Lessee giving
name and address of transferee.
***$5,032.00 carried over from previous lease dated October 15, 1992, balance
of $2,708.00 due upon execution of this lease.
1
6. LATE CHARGE: Lessee shall be liable for and pay promptly without
specific demand therefore, a service charge equal to ten (10%) percent of the
monthly rent or Twenty ($20.00) Dollars, whichever is greater, in addition to
rent due, in the event, and each such event, that the rent is not paid and
RECEIVED in Lessor's office in advance BY THE 5TH OF THE MONTH, unless
postmarked on or prior to the first of the month.
7. USE: (a) Lessee agrees to use the leased premises for the purpose of:
Offices/Lab Area
and for no other purpose without the written consent of Lessor; personally to
supervise the operation of said business and to see that it is conducted in a
businesslike manner and in such manner that it shall not become a public
nuisance or interfere in any way with rights of the other tenants or
occupants of the land or building of which the leased premises are a part in
their right to the peaceful enjoyment of their premises on or in said land or
building; neither to use or permit to be used the leased premises for immoral
purposes or in any way that would be a violation of any Federal, State, or
local law, regulation, or ordinance, that would injure the reputation of the
premises, said land and building, or the neighborhood, or that would
constitute a violation of any conditions or restrictions of record affecting
the leased premises or said land or building; to keep the leased premises,
storefront, including sidewalks and driveways adjacent thereto, and
identification signs, AT HIS OWN EXPENSE, safe, secure, clean, sightly, and
in a wholesome condition at all times, abiding by all health and sanitation
regulations and requirements.
(b) It is understood that the premises are subject to restrictions
contained in the Declaration of Restrictions recorded April 30, 1968 as
instrument number 72080 in the office of the San Diego County Recorder, and
Lessee's use and occupancy shall be subject to the restrictions as to use and
occupancy contained therein. A copy of said Declaration of Restrictions is
available to Lessee, in the Lessor's office.
8. UTILITIES: Lessee agrees hereby to pay promptly all costs for gas,
electricity, telephone, and Lessor shall have no responsibility therefore.
9. PROHIBITED USES: Lessee shall not use, or permit said premises or
any part thereof to be used, for any purpose or purposes other than the
purpose or purposes for which the said premises are hereby leased, and no use
shall be made or permitted to be made of the said premises, nor [ILLEGIBLE]
[ILLEGIBLE], which will cause an increased rate of or cancellation of any
insurance policy covering said building or any part thereof, in or about said
premises, any article which may be prohibited by the standard form of fire
insurance policies. Lessee shall, at his sole cost and expense, comply with
any and all requirements, pertaining to said premises, of any Insurance
organization or company, necessary for the maintenance of insurance, as
herein provided, covering any building and appurtenances at any time located
on said premises.
10. CONDITION AND MAINTENANCE OF PREMISES: (a) Lessee's acceptance of
possession of the premises shall constitute Lessee's acknowledgement that the
premises are in good and tenantable condition. Lessee understands and
acknowledges that the lease premises were constructed a number of years ago
and may not be in compliance with all Federal, State and local regulations,
including "The Americans with Disabilities Act of 1990" for your proposed
business. Should any standard or regulation now or hereafter be imposed on
Lessor or Lessee by any body, State or Federal, charged with the
establishment, regulation, and enforcement of occupational health or safety
standards or other standards for employers, employees, lessors, lessees, or
the premises, then Lessor agrees, at his sole cost and expense, to comply
promptly with such standards or regulations, provided the condition existed
prior to the commencement date of the lease and which constitutes a violation
of any law or regulation. However, if violation pertains to the Lessee's
specific and particular use of the premises and directly results from such
use, Lessee shall be responsible for all costs to comply.
(b) Lessee shall keep and maintain the entire premises in as good,
clean, and sanitary order, condition, and repair, INCLUDING MAINTENANCE AND
REPAIR OF AIR CONDITIONING UNITS UP TO $100.00 PER UNIT PER YEAR PROVIDED
LESSEE KEEPS A MAINTENANCE CONTRACT THROUGHOUT THE TERM OF THE LEASE IN PLACE
TO SERVICE ALL UNITS QUARTERLY, WATER HEATERS, ALL PLUMBING, ELECTRICAL,
LIGHTING, FIXTURES, ETC., as they shall be upon the commencement of the term
of this lease. repairs of $100.00 or more paid by Lessor. If Lessee fails
to keep and maintain the premises as aforesaid and such failure is not cured
within ten (10) days after Lessor's written notice to Lessee of such failure,
then Lessor shall have the option (but not the obligation) to enter upon the
premises and clean, repair, or otherwise maintain the same to the extent that
Lessee has failed to do so. The costs and expenses incurred by Lessor in so
doing shall be payable by Lessee to Lessor promptly upon demand or, at the
option of Lessor, shall be included in the next basic monthly rent
installment. Lessee waives right to make repairs at the expense of Lessor as
provided in Section 1942 of the Civil Code of the State of California, and
all rights provided by Section 1941 of said Civil Code, to the extent that
such rights may be legally waived. On the last day of the term hereof, or on
any sooner termination, Lessee shall surrender the premises to Lessor in the
same condition as when received, scrubbed clean, ordinary wear and tear
excepted. Attached inventory sheet shall be used as a basis for determining
the original condition of the space.
(c) All fixtures remaining on the premises when the tenancy
terminates become the property of the Lessor.
(d) Lessor, after the commencement of this lease, shall NOT BE
REQUIRED TO MAKE ANY EXPENDITURE whatsoever in connection with this lease or
to make any alterations OR REPAIRS to maintain the premises IN ANY WAY during
the term hereof, except that Lessor
2
shall maintain exterior walls, the structural portions of the floor, the
sidewalks, and the roof in good repair. Lessee shall diligently maintain,
at their expense, the storefront, windows, doors, and floor covering.
11. WASTE: Lessee shall not commit, or suffer to be committed, any waste
upon the said premises, or any nuisance or maintenance of pets (cats, dogs,
birds, etc.).
13. LOCKS AND KEYS: Lessor shall provide Lessee with one set of keys to
exterior doors and premises. Lessee shall not secure doors by additional
locking mechanisms nor by changing present locks, unless required by
circumstances of conduct of business, in which event Lessee shall notify
Lessor. In the case of Lessor not being able to have access to premises
during an emergency, due to aforementioned circumstances, or due to other
reasons beyond control of Lessor, Lessee and his agents assume full
responsibility for damages done to these or adjacent premises due to fire,
explosion, flooding, or other damaging circumstances originating in or
spreading through the demised premises. Upon termination of his tenancy,
Lessee shall return all keys to the premises to Lessor, and if keys are not
returned or if the locks have been changed without Lessor's permission,
Lessee shall pay the cost of replacing the keys or changing the locks, as the
case may require. AFTER EXPIRATION OF THE LEASE, AND FAILURE TO TURN IN
KEYS, DENYING LESSOR'S ACCESS, RENT SHALL ACCRUE UNTIL KEYS ARE DELIVERED TO
LESSOR.
14. ABANDONMENT: Lessee shall not vacate or abandon the premises at any
time during the term of the lease without notifying Lessor. The vacation or
abandonment for a period of five (5) days without said notice to Lessor is
considered an abandonment and default under the lease. If Lessee shall
abandon, vacate, or surrender said premises, or be dispossessed by process of
law or otherwise, any personal property belonging to Lessee and left on the
premises for a period of five (5) days or longer shall be deemed to be
abandoned, at the option of Lessor.
15. ENTRY BY LESSOR: Lessee shall permit Lessor and his agents to enter
into and upon said premises at all reasonable times without prior notice for
the purpose of inspecting the same, or for the purpose of posting notices of
non-responsibility for alterations, additions, or repairs, without any rebate
of rent and without any liability to Lessee for any loss of occupation or
quiet enjoyment of the premises thereby occasioned; and shall permit Lessor
and his agents, at any time within six (6) months prior to the expiration of
this lease, to place upon said premises any unusual or ordinary "to let" or
"to lease" signs and to exhibit the premises to prospective tenants at
reasonable hours.
Due to proprietary nature of Lessee's manufacturing and other processes
related to Lessee's business, Lessor or Lessor's agents shall give adequate
notice to enter upon said premises so as not to disturb or interfere with any
testing or business meeting planned or in progress.
16. ESTOPPEL CERTIFICATE: If Lessor is not in default in performance of
any of the terms, covenants and conditions of this lease, Lessee shall, on
demand, acknowledge and deliver to Lessor or any mortgagee, without charge, a
duly executed certificate, certifying that this lease is valid and subsisting
and in full force and effect and that Lessor, at the time, is not in default
under any terms or provisions of this lease.
17. NOTICES: All notices, demands, or other writings in the lease
provided to be given, made, or sent, or which may be given, made, or sent, by
either party hereto to the other, shall be deemed to have been given, made,
or sent when made in writing and deposited in the United States mail, postage
prepaid, and addressed as follows:
To Lessor: ▇.▇. ▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
To Lessee: At the referenced premises in Article 1
The address to which any notice, demand, or other writing may be given, made,
or sent to any party as above provided may be changed by written notice given
by such party as above provided.
18. PERSONAL PROPERTY TAXES: Lessee agrees to pay prior to delinquency
all taxes, assessments, license fees, or other charges made against or levied
upon the fixtures, furnishings, Lessee's improvements, merchandise, or other
personal property of Lessee, or upon the business of Lessee, or upon the use
to which the Premises are put by Lessee.
19. MECHANIC'S LIEN: Lessee agrees to keep the leased premises free from
all mechanic's liens or other liens or of like nature arising because of work
done or materials furnished upon the leased premises at the instance of or on
behalf of Lessee.
3
20. DEFAULT: The occurrence of any of the following shall constitute a
material default and breach of the lease by Lessee:
(a) Any failure by Lessee to pay the rental or to make any other
payment required to be made by Lessee hereunder (where such failure
continues for three (3) days after written notice thereof by Lessor to
Lessee). If Lessee fails to pay rent due within the five day (5 day) period
specified in Article 6 above in two (2) of any four (4) consecutive months,
and Lessor has given Lessee written notice of such failure, Lessor's
acceptance of late rent and the service charge provided for in Article 6 does
not waive default under this paragraph.
(b) The abandonment or vacation of the premises by Lessee.
(c) A failure by Lessee to observe and perform any other provision of
this lease to be observed or performed by Lessee, where such failure continues
for thirty (30) days after written notice thereof by Lessor to Lessee;
provided, however, that if the nature of such default is such that the same
cannot reasonably be cured within such thirty-day (30-day) period, Lessee
shall not be deemed to be in default if Lessee shall within such period
commence such cure and thereafter diligently prosecute the same to completion.
(d) The making by Lessee of any general assignment for the benefit of
creditors; the filing by or against Lessee of a petition to have Lessee
adjudged bankrupt or of a petition for re-organization of arrangement under
any law relating to bankruptcy; the appointment of a trustee or receiver to
take possession of substantially all of Lessee's assets located at the
premises; or the attachment, execution, or other judicial seizure of
substantially all of Lessee's assets located at the premises or of Lessee's
interest in this lease, where such seizure is not discharged within thirty
(30) days.
21. SECURITY INTEREST: To secure the payment of all rent due and to become
due hereunder and the faithful performance of all of the other covenants of
this lease required to be performed by Lessee, Lessee hereby gives to Lessor
an express contract lien on and security interest in all property, chattels,
or merchandise which may be placed in the premises and also upon all proceeds
of any insurance which may accrue to Lessee by reason of damage to or
destruction of any such property, chattels, or merchandise. All exemption laws
are hereby waived by Lessee. This lien and security interest are given in
addition to the Lessor's statutory liens and shall be cumulative thereto. This
lien and security interest may be foreclosed with or without court
proceedings, by public or private sale, upon not less than twenty (20) days
prior notice, and Lessor shall have the right to become purchaser upon being
the highest bidder at such sale. Upon request of Lessor, Lessee shall execute
Uniform Commercial Code financing statements relating to aforesaid security
interest.
22. REMEDIES UPON DEFAULT: Lessor and Lessee agree as follows upon Lessor's
remedies for any default by Lessee as set forth in Article 20 above:
(a) In the event of any such default by Lessee, then in addition to any
other remedies available to Lessor at law or in equity, Lessor shall have the
immediate option to terminate this lease and all rights of Lessee hereunder
by giving written notice of such intention to terminate. In the event that
Lessor shall elect to so terminate this lease, then Lessor may recover from
Lessee:
(i) the worth at the time of award of any unpaid rent which had
been earned at the time of such termination; plus
(ii) the worth at the time of award of the amount by which the
unpaid rent would have been earned after termination until the time of award,
exceeds the amount of such rental loss Lessee proves could have been
reasonably avoided; plus
(iii) the worth at the time of award of the amount by which the
unpaid rent for the balance of the term after the time of award exceeds the
amount of such rental loss Lessee proves could be reasonably avoided; plus
(iv) any other amount necessary to compensate Lessor for all the
detriment proximately caused by Lessee's failure to perform his obligations
under this lease which in the ordinary course of things would be likely to
result therefrom; and
(v) at Lessor's election, such other amounts in addition to or
in lieu of the foregoing as may be permitted from time to time by applicable
California law.
(b) The term "rent," as used herein, shall be deemed to be and to mean
the minimum rental and all sums required to be paid by Lessee pursuant to the
terms of this lease.
(c) As used in subparagraphs (a) (i) and (ii) above, the "worth at the
time of award" is computed by allowing interest at the rate of ten (10%)
percent per annum. As used in subparagraph (a) (iii), the "worth at the time
of award" is computed by discounting such amount at the discount rate of the
Federal Reserve Bank of San Francisco at the time of award plus one (1%)
percent.
(d) In the event of any such default by Lessee, Lessor shall also have
the right, with or without terminating this lease, to re-enter the premises
and remove all persons and property from the premises. Such property may be
removed and stored in a public warehouse or elsewhere at the cost of and for
the account of Lessee.
4
(e) In the event of the vacation or abandonment of the premises by
Lessee, or in the event that Lessor shall elect to re-enter as provided in
paragraph (d) above or shall take possession of the premises pursuant to
legal proceeding or to any notice provided by law, then if Lessor does not
elect to terminate this lease as provided in paragraph (a) above, then Lessor
may from time to time, without terminating this lease, either recover all
rental as it becomes due or relet the premises or any part thereof for such
term or terms and conditions as Lessor in his sole discretion may deem
advisable with the right to make alterations and repairs to the premises.
(f) In the event that Lessor shall elect to so relet, then rentals
received by Lessor from such reletting shall be applied: first, to the
payment of any indebtedness other than rent due hereunder from Lessee to
Lessor; second, to the payment of any cost of such reletting; third, to the
payment of the cost of any alterations and repairs to the premises; fourth,
to the payment of rent due and unpaid hereunder, and the residue, if any,
shall be held by Lessor and applied in payment of future rent as the same may
become due and payable hereunder. Should that portion of such rentals
received from such reletting during any month, which is applied by the
payment of rent hereunder, be less than the rent payable during that month by
Lessee hereunder, then Lessee shall pay such deficiency to Lessor immediately
upon demand therefore by Lessor. Such deficiency shall be calculated and paid
monthly.
(g) No re-entry or taking possession of the premises by Lessor pursuant
to paragraphs (d) or (e) of this Article 22 shall be construed as an election
to terminate this lease unless a written notice of such intention be given
Lessee or unless the termination thereof be directed by a court of competent
jurisdiction. Notwithstanding any reletting without termination by Lessor
because of any default by Lessee, Lessor may at any time after such reletting
elect to terminate this lease for any such default.
23. ATTORNEY'S FEES: If any action at law or in equity shall be brought to
recover any rent under this lease, or for or on account of any breach of, or
to enforce or interpret any of the covenants, terms, or conditions of this
lease, or for the recovery of the possession of the leased premises, the
prevailing party shall be entitled to recover from the other party as part of
the prevailing party's costs a reasonable attorney's fee, the amount of which
shall be fixed by the court and shall be made a part of any judgment rendered.
24. INSURANCE: (a) Lessee agrees at all times during the term of this lease
and at his sole expense to keep all trade fixtures and equipment and all
merchandise of Lessee or any subtenant of Lessee that may be in the premises
from time to time, insured by licensed insurance carrier rated B or better,
against loss or damage by fire and the extended coverage hazards for an
amount that, in Lessee's judgment, will insure the ability of Lessee and his
subtenants, if any, to replace such trade fixtures, equipment, and
merchandise.
(b) Lessee further agrees to maintain in effect throughout the term of
this lease personal injury liability insurance covering the premises and its
appurtenances and sidewalks fronting thereon, including the sidewalk area
used for pedestrians or vehicular travel entering or leaving the premises,
in the amount of One Hundred Thousand ($100,000.00) Dollars for injury to or
death of any one person and Three Hundred Thousand ($300,000.00) Dollars for
injury to or death of any number of persons in one occurrence, and property
damage liability insurance in the amount of Ten Thousand ($10,000.00) Dollars
against all liability. THE INSURANCE POLICY OR POLICIES OF SUCH COVERAGE
SHALL NAME LESSOR AS CO-INSURED; AND LESSEE SHALL PROVIDE LESSOR WITH A
CERTIFICATE OF INSURANCE ACCORDINGLY WITHIN TWO (2) WEEKS OF EXECUTING THIS
LEASE.
(c) The cost of all insurance herein provided to be carried by Lessee
shall be at the sole cost of Lessee.
25. HOLD HARMLESS. (a) Lessee shall indemnify and hold harmless Lessor
against and from any and all claims arising from Lessee's use of the premises
or from the conduct of its business or from any activity, work or other
things done, permitted, or suffered by Lessee in or about the premises, and
shall further indemnify and hold harmless Lessor against and from any and all
claims arising from any breach or default in the performance of any
obligation on Lessee's part to be performed under the terms of this lease or
arising from any act or negligence of Lessee or any officer, agent, employee,
guest, or invitee of Lessee and from all costs, attorney's fees, and
liabilities incurred in or about the defense of any such claim or any action
or proceeding brought thereon; and in case any action or proceeding be
brought against Lessor by reason of such claim, Lessee upon notice from
Lessor shall defend the same at Lessee's expense by counsel reasonably
satisfactory to Lessor.
(b) Lessee, as material part of the consideration to Lessor, hereby
assumes all risk of damage to property or injury to persons in, upon, or
about the premises from any cause other than Lessor's negligence, and Lessee
hereby waives all claims in respect thereof against Lessor. Lessee shall give
prompt notice to Lessor in case of casualty or accidents in the premises.
(c) Lessee shall not record or allow any agency, lender firm or other
person to record any document against the leased premises, the Center, or
Lessor without the prior written knowledge and consent of Lessor. Any
document so recorded shall be considered fraudulent recording and recordation
will be vacated by Lessor at Lessee's expense.
26. LIMIT OF LESSOR'S LIABILITY: Lessor's liability under the lease is
limited solely to its interest in the building or property in which the
leased premises are located
5
without liability on the part of the individual officers, directors, and
Limited Partners.
27. SUBORDINATION: (a) This lease, at Lessor's option, shall be
subordinate to any mortgage, deed of trust, or any other hypothecation for
security now or hereafter placed upon the real property of which the premises
are a part and to any and all advances made on the security thereof and to all
renewals, modifications, consolidations, replacements, and extensions
thereof. Notwithstanding such subordination, Lessee's right to quiet
possession of the premises shall not be disturbed if Lessee is not in default
and so long as Lessee shall pay the rent and observe and perform all of the
provisions of this lease, unless this lease is otherwise terminated pursuant
to its terms. If any mortgagee or trustee shall elect to have this lease
prior to the lien of its mortgage or deed of trust and shall give written
notice thereof to Lessee, this lease shall be deemed prior to such mortgage
or deed of trust, whether this lease is dated prior or subsequent to the date
of said mortgage or deed of trust or the date of recording thereof.
(b) Lessee shall attorn to the purchaser upon any foreclosure or sale
and recognize such purchaser as the Lessor under the lease.
(c) Lessee agrees to execute any documents required to effectuate such
subordination or to make this lease prior to the lien of any mortgage or deed
of trust, as the case may be. And if the Lessee does not return the required
document within a ten (10) day period, Lessee is considered to be in
automatic default under the lease, and furthermore, that the matters stated in
the document are deemed to be true.
28. NOTICE OF NON-OCCUPANCY: Lessee agrees to notify Lessor in writing if
at any time during the term of this lease the leased premises are to be
unoccupied for more than five (5) consecutive days.
29. ASSIGNMENT AND SUBLETTING: Lessee agrees not to assign this lease, or
sublet the leased premises or any part thereof, or encumber his leasehold
estate, or any interest therein, or permit the same to be occupied by
another, either voluntarily or by operation of law, without first obtaining
the written consent of Lessor or his duly authorized agent, which consent
shall not be unreasonably withheld. It is also agreed that the giving of the
written consent required on any one or more occasions shall not thereafter
operate as a waiver of the requirement of written consent on any one or more
subsequent occasions, but that written consent must first be obtained before
any assignment, sublease, or encumbrance of the leased premises can ever be
made or another permitted to occupy the same. Lessor will not approve any
sublease unless said sublease conforms to the following conditions:
(a) Rent shall be commercially reasonable, payable in monthly
installments.
(b) Subtenant shall be required to attorn to Lessor upon termination of
this lease for any cause prior to fulfillment of term.
(c) Sublease shall not be for a term longer than is provided in the
within lease.
(d) Should Lessee be in default in payment of rent hereunder, subtenant
shall, upon notice from Lessor of such default, make all subsequent payments
of rent for said sublease to Lessor, without liability therefore to Lessee,
and Lessor shall credit such payments upon rent due from Lessee.
(e) Should sublease require, or should subtenant make any payments for
advance rent in a sum greater than one month's rent, such payment shall be
made to Lessor to be held by Lessor and credited upon rent due hereunder in a
monthly amount equal to the rental charged for such subtenancy.
(f) Subtenant shall be required to comply with all appropriate terms
and conditions of this lease, and a copy of this lease shall be made a part
of paid sublease by attachment thereto.
30. HOLDING OVER: Any holding over after the expiration of term of this
lease, with the consent of Lessor, either expressed or implied, shall be
construed to be a tenancy from month-to-month at a fixed monthly rental
equal to the last month's rent paid during the term of this lease, including
any additional rent paid, plus twenty percent (20%), and shall otherwise be
on the same terms and conditions as herein provided. This article shall be in
effect only if Lessee fails to desire new lease. When a month-to-month
tenancy exists, Lessee must give a thirty (30) day written notice to vacate.
If a notice is received by Lessor any time in the month AFTER THE FIRST of
the month, the 30-day notice will take effect on the first of the FOLLOWING
month.
31. CUMULATIVE REMEDIES: It is agreed that the rights and remedies given to
Lessor by this lease are cumulative and are not intended and shall not operate
to deprive Lessor of any other rights or remedies available to him,
whether in law or equity or pursuant to special proceedings.
32. BINDING ON HEIRS: It is agreed that all covenants, agreements,
provisions, terms, and conditions of this lease shall inure to the benefit of
and be binding upon the
6
heirs, successors, legal representatives, and assigns of the respective
parties hereto as fully as though they were in each case specifically
mentioned.
33. SALE BY LESSOR: In the event of a sale or conveyance by Lessor of the
building or the premises or any part containing the premises, Lessor shall be
released from future liability upon any of the covenants and conditions,
expressed or implied, in favor of lessee, and, in such event, Lessee agrees to
look solely to the responsibility of the successor in interest of Lessor in
and to this lease.
34. ALTERATIONS, ADDITIONS, OR IMPROVEMENTS: Lessee shall not make any
alterations, improvements, or additions to the premises without first
obtaining Lessor's permission in writing. Any such improvements or additions
shall, at the option of the Lessor, become a part of the realty and become
the property of Lessor upon termination of this lease. If Lessor shall deem
removal, Lessee shall put that part of the leased premises into like
condition as existed prior to the installation of such alteration, addition,
or fixture or be financially responsible for said cost and rent during
restoration. Lessee shall pay promptly all charges for such labor and
materials furnished as may become a lien upon the premises, and shall, prior
to instituting any work of such kind, provide to Lessor notice of the
expected date of commencement so that Lessor may, and is hereby authorized
to, post such notices of non-responsibility as Lessor deems necessary and
appropriate. Lessee shall, upon termination of this lease, and at option of
Lessor, remove such trade fixtures as have been installed and repair any
damage to the premises caused by such removal.
35. EMINENT DOMAIN: (a) In the event of any eminent domain, condemnation,
or street widening proceedings, or purchase under threat of condemnation by
public authority, any monies payable as compensation for the taking of, or
damage to, any portion of the leased premises shall be the absolute property
of Lessor, and Lessee shall have no interest therein.
(b) If the premises or any part thereof are taken by right of eminent
domain, or purchase in lieu thereof, the proceeds awarded as damages, or as
the purchase price in lieu thereof, shall be apportioned among the parties as
their interest may appear. Should such taking result in diminishment of floor
area in excess of twenty-five (25%) percent, this lease shall terminate, and
both parties shall be relieved of further liability. In the event a partial
taking results in such damage to the premises as can be repaired within three
(3) months of said taking, and the premises restored to a condition
reasonably suitable to Lessee's enterprise, this lease shall remain in force,
providing such repairs are promptly made and there be granted to Lessee
proportional abatement of rent for the space and time lost. The
determination as to whether such repairs can be made shall be at Lessor's
discretion.
36. DAMAGE OR DESTRUCTION: In the event that the premises or the building
in which the premises are located is partially or completely damaged or
destroyed, or declared unsafe or unfit for occupancy by any authorized public
authority for any reason other than Lessee's act or use of occupation, which
declaration requires repairs to either said premises or the building in
which the premises are located, the rights and obligations of Lessee and
Lessor shall be as follows:
(a) If the damage is covered under fire and extended coverage insurance
carried by Lessor, Lessor shall repair such damage as soon as is reasonably
possible, and this lease shall continue in full force and effect.
(b) In the event that such damage is not covered by fire and extended
coverage insurance carried by Lessee, Lessor shall repair such damage,
provided that such damage or destruction does not exceed twenty (20%) percent
of the then-replacement value or the improvements on the premises, exclusive
of trade fixtures, equipment, and foundations. If such damage exceeds twenty
(20%) percent of the then-replacement value, Lessor may elect not to restore
by written notice to Lessee to terminate this lease, said written notice
shall be given within thirty (30) days from the date of damage or destruction
and, if not given, Lessor shall be deemed to have elected to restore the
damage and destruction and shall repair any damage as soon as reasonably
possible.
(c) Notwithstanding anything contained,
(i) if the premises are damaged or destroyed to any extent
during the last three (3) years of the term of this lease;
(ii) if the uninsured portion of such damage exceeds twenty (20%)
percent of the then-replacement value of the building of which the premises
constitute all or a part;
(iii) if over fifty (50%) percent of Lessee's premises shall be
damaged or destroyed at any time, Lessor may at Lessor's option, cancel and
terminate this lease as of the date of the occurrence of such damage by
delivery of written notice to Lessee within forty-five (45) days after the
date of the occurrence of such damage or destruction of Lessors' election to
so terminate.
(d) If Lessor elects or is required to make repairs, Lessee shall be
entitled to a proportionate reduction in rent during the time in which the
repairs are being made, to the extent that Lessee is deprived of the use of
the premises.
(e) Lessor's obligation to restore shall not include the restoration or
replacement of Lessee's trade fixtures, equipment, merchandise, or any
improvements or alterations made by Lessee to the premises. Lessee shall
restore and replace the same in the event that Lessor is obligated or elects
to repair any damage or destruction of the premises.
7
37. WAIVERS: It is agreed that any waiver by Lessor of any breach of any
one or more of the covenants, conditions, or agreements of this lease shall
not be construed to be a waiver of any subsequent or other breach of the same
or any other covenant, condition, or agreement; nor shall any failure on the
part of Lessor to require exact or full, complete and explicit compliance
with any of the covenants, conditions, or agreements in this lease be
construed as in any manner changing the terms hereof, or to stop Lessor from
enforcing the full provisions hereof, nor shall the terms of this lease be
changed or altered in any way whatsoever, other than by written amendment,
signed by both parties.
38. WHOLE AGREEMENT: This lease represents the whole agreement as to the
hiring of the premises, and may be modified only by an instrument in writing
signed by the parties hereto.
39. LAW APPLICABLE: This agreement shall be interpreted and construed in
accord with the laws of the State of California.
40. SURRENDER OF LEASE: The voluntary surrender of this lease by Lessee
shall not work a merger.
41. PARTIAL INVALIDITY: Any provision of this lease which shall prove to be
invalid, void, or illegal shall in no way affect, impair, or invalidate any
other provision hereof, and such other provisions shall remain in full force
and effect.
42. RULES AND REGULATIONS: Lessee agrees to observe faithfully, and comply
strictly with, the Rules and Regulations attached to this lease as Exhibit D
and hereby made a part hereof, and such other rules and regulations,
promulgated from time to time by Lessor, as in his judgment are necessary for
the safety, care and cleanliness of the building or the preservation of good
order therein. Lessor shall not be liable to Lessee for violation of such
rules and regulations by any other tenant, its servants, employees, agents,
visitors, or licensees.
43. DRAPES: Lessee shall only install in the premises those window
coverings or drapes which have been approved by Lessor in writing.
44. FIRE EXTINGUISHER: Lessee shall have a suitable fire extinguisher
mounted and accessible on the premises with an updated inspection tag on the
extinguisher.
45. SIGNS: Lessee may affix and maintain upon the glass panes and supports
of the show windows and within twelve (12) inches or any window and upon the
exterior walls of the premises only such signs, advertising placards, names,
insignia, trademarks, and descriptive material as shall have first received
the written approval of Lessor as to type, size, color, location, copy
nature, and display qualities. Anything to the contrary in this lease
notwithstanding, Lessee shall not affix any sign to the roof.
Lessee shall however, erect one sign on the front of the premises not later
than the date Lessee opens for business, in accordance with a design to be
prepared by Lessee and approved in writing by Lessor. If sign standardization
criteria are in effect for said premises, such criteria shall take precedence.
46. JOINT & SEVERAL LIABILITY: If there be more than one Lessee, the
obligations hereunder imposed upon Lessee shall be joint and several. If
there be a guarantor of Lessee's obligations hereunder, the obligations
hereunder imposed upon Lessee shall be the joint and several obligations of
Lessee and such guarantor and Lessor need not first proceed against the
Lessee hereunder. The Guarantor and/or Co-Lessees further jointly and
severally covenant and agree to pay all expenses and fees, including
attorneys' fees which may be incurred by the Lessor in the enforcement of the
terms and conditions of this lease.
47. RENT SCHEDULE:
August 1, 1995 thru July 31, 1996 - $7,740.00 per month
August 1, 1996 thru July 31, 1997 - $8,049.60 per month
August 1, 1997 thru July 31, 1998 - $8,172.10 per month
August 1, 1998 thru July 31, 1999 - $8,875.20 per month
48. RENEWAL OPTIONS: For consideration of this lease, Lessee shall have one
(1) two-year option to renew the lease on the same terms and conditions
herein except rental rate, provided Lessee is not in default of any of the
covenants and conditions herein expressed. Rental rate shall be determined to
be market rate at that time, and consistent with other like properties in
Sorrento Valley so determined and mutually agreed to by both parties and if
not agreed by both parties, shall be determined by an Independent Appraiser
or Broker. This option shall be exercised by written notice to Lessor at
least sixty (60) days prior to the expiration date of the lease, and if not
exercised by that date shall be considered null and void.
49. FIRST RIGHT OF REFUSAL:
Lessee shall have first right of refusal on the remaining adjacent space
(7,100 Sq. Ft.) located in ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇. Lessee will be notified
within five (5) days of receipt of offer to lease. Lessee shall have two (2)
weeks to notify lessor in writing, of its intention to lease the remaining
premises after receiving notice from Lessor, and if not exercised in that
time shall become null and void. The rental rate will be the same rate per
square foot that Lessee is currently paying at the time the first right of
refusal is exercised. Lessor and Lessee agree the improvements provided to
the remaining 7,100 Sq. Ft. by Lessor will be limited to the following:
8
New flooring (where needed), paint, cleaned and other cosmetic changes as
required, subject to mutual agreement between the parties.
50. MODIFICATIONS TO PREMISES:
The following modifications and improvements shall be completed in the
premises prior to August 1, 1995. Lessor agrees to pay up to $30,000.00 for
said improvements and Lessee agrees to pay for any improvements or costs over
$30,000.00. Any unused monies less than $30,000.00 shall be credited to
future or other improvements not specified herein, up to the expiration of
the lease term. See attached floor plan.
TENANT IMPROVEMENTS
EXISTING 7,400 SQ. FT.
----------------------
1. Move shipping wall out five (5) feet and widen existing door
opening-demo where noted.
2. Move A/C ducts out to area 1 and relocate it to area 3 and 4.
3. Install vent in area 1 with fan.
4. Add double doors between area 1 and 3 with weather stripping.
5. Install a 5' wide sliding glassdoor between area 3 and 4.
6. Vent fume hood to roof in area 5 with fan providing adequate air flow.
7. Install cabinets in two existing restrooms.
8. Add six (220) plugs on ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇ - (▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇).
9. Demo wall in area 1.
10. Add 12 (110) drops as shown on plan - 3 circuits (36 drops).
11. Add 9 (110) drops as shown on plan.
12. Add 16 (110) outlets on a power strip.
13. Area 4 - Add 2 (220 3-phase) outlets to area 4.
14. Area 5 - Install drain and water outlet.
15. Clean/shampoo carpets and buff/wax tile in existing space (7,400 Sq.
Ft.).
16. Move 100 amp panel.
17. Touch up paint.
EXPANSION AREA 5,500 SQ. FT.
----------------------------
1. New walls as shown on plan and demo.
2. Install doors and new walls where needed.
3. Flooring - as noted on plan, replace, buff and wax tile where needed.
4. SEN room - water source.
5. Construct kitchen area with counter top - double sink and disposal.
6. Add adequate 110 outlets in new walls - 3 circuits.
7. Repair and clean restrooms and janitorial area.
8. Repair all roof ventilators.
9. Paint entire space.
10. Replace ceiling tile where needed.
11. Check out and repair all mechanical units (HVAC, lighting etc.)
51. ELECTRICITY:
Lessee shall, upon commencement of lease, transfer the SPACE gas and electric
accounts (#15-9419-1290-04 and #15-9419-1292-01) to Lessee's name. Lessor
shall reimburse Lessee each month for electric use for exterior lights and
common area, in accordance with the subpanel meter reading.
Time and punctual and strict performance are each hereby declared to the
essence of this lease and of each and all of its covenants and conditions.
IN WITNESS WHEREOF, Lessor and Lessee have executed this lease as of the day
and year first above written.
SPACE ELECTRONICS, INC. ARVCO REALTY, Agent for Lessor
/s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ /s/ ▇▇▇▇▇ ▇▇▇▇▇▇
------------------------------- -------------------------------
▇▇▇ ▇▇▇▇▇▇▇▇▇▇, President/Owner ▇▇▇▇▇ ▇▇▇▇▇▇
Date: 5/22/95
-------------------------------
9
PERSONAL GUARANTEE:
▇▇▇ ▇▇▇▇▇▇▇▇▇▇, owner of Space Electronics, Inc. shall personally ▇▇▇▇▇ ▇▇▇▇▇▇
a limited guarantee for the performance of this lease, and Lessor may proceed
forthwith against said guarantor for the Breach by Lessee of any obligation
hereby guaranteed without first taking action against Lessee. The limited
personal guarantee shall be limited to one year's rental payments after
default and shall equal to 12 months rental payments of the rent schedule.
This guarantee shall insure to the benefit of and bind, as the case may
require, its successor, assigns, heirs, executors and administrators.
/s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇
-------------------------------
▇▇▇ ▇▇▇▇▇▇▇▇▇▇
Date: 5/22/95
-------------------------------
-------------------------------
▇▇▇▇▇ ▇▇▇▇▇▇▇
10
EXHIBIT B
RULES AND REGULATIONS
1. USE: All activities connected with the Tenant's use of the leased
premises shall be only for those purposes defined in the lease. No work or
storage of any kind including vehicles, shall be allowed in the parking lot
or exterior entrance of the leased premises. Vehicle cleaning, maintenance or
repair of any kind is prohibited. Pallets may not be stored against the
building or in the parking lot.
2. LOCKS AND KEYS: No additional locks shall be placed upon any exterior or
interior door by Lessee, nor shall any changes be made to existing locks or
mechanism thereof without first obtaining Lessor's permission in writing. Any
such locks installed shall become part of the realty.
3. WIRING: No additional electric wiring shall be installed except with
prior written approval by Lessor. All electrical operations or additions
shall be completed under permit. All electrical wires shall be installed in
conduits.
4. DOORS AND WINDOWS: Doors shall not be defaced by signs, nails or other
means. Windows shall be kept clean and free of signs or other obstructions,
except approved drapes or mini blinds.
5. PLUMBING: Water closets and other plumbing fixtures shall not be used
for any purpose other than those for which they were constructed, and no
rubbish, rags, paper towels, coffee grounds or other substances shall be
thrown therein. All damage resulting from any misuse of the plumbing fixtures
shall be repaired at Tenant's expense. If damage occurs in the main sewer
line and is traceable to a certain tenant, responsible tenant shall be
required to pay said cost.
6. SOLICITATION: Canvassing, soliciting, and peddling in the Center are
prohibited; each Tenant shall cooperate to prevent the same by informing
Lessor and requesting such person to vacate the complex.
7. PARKING: Lessor has provided non-assigned limited parking that may be
used by Lessee, Lessee employees, and customers. Parking is limited to daily
use and cannot be used for overnight storage of vehicles of any kind with the
exception of one company van for which Lessor agrees to ▇▇▇▇ a reserved
space. Lessor also agrees to ▇▇▇▇ off two additional reserved spaces for the
exclusive use of Lessee.
8. ANIMALS: No animals, birds, or pets of any kind shall be permitted, kept
or harbored in the leased premises or common area of the Center.
9. ADVERTISING MEDIUM: No use of advertising medium that shall be a
nuisance to Lessor or other tenants is allowed. No noise, music or other
sounds shall be permitted at any time in such a manner as to disturb or annoy
other tenants.
10. USE OF SPACE: No space demised to any Tenant shall be used, or
permitted to be used, for lodging or sleeping or for any immoral or illegal
purpose.
11. NSF CHECKS: In the event Tenant's rental payment check is returned to
Lessor for N.S.F. (bounced), Lessor will accept as payment only a cashier's
check or money order which shall include the amount of a late charge as
provided in the lease and a $20.00 return check service charge.
12. LEASE EXTENSIONS OR RENEWALS: Prior to the termination of this lease,
should Lessee hire a leasing agent or other third party to assist Lessee in
negotiating a lease extension or lease renewal with Lessor, all costs for
said third party services will be the sole responsibility of Lessee. The
Lessor may assume financial responsibility for the third party services if
and only if all three of the following conditions exist:
(a) Lessee has previously contacted Lessor requesting a lease extension
or renewal.
(b) Lessee and Lessor have failed to reach a satisfactory agreement after
fourteen (14) days of sincere negotiation.
(c) The terms and conditions negotiated by the Lessee's third party are
considered more favorable to Lessee than the one Lessor previously offered.
13. VACATING LEASED PREMISES: Provided the lease has expired, or proper
written notice was given to Lessor on a month-to-month tenancy, or the
termination of the lease has been warranted through other provisions in the
lease, rent stops accruing when Lessee has vacated the suite AND all keys
have been turned in to Lessor.
14. ODORS: No Tenant shall cause or permit any unusual or objectionable
odors to be produced upon or emanate from the leased space.
15. AUGMENTATION: Lessor reserves the right to rescind, amend, alter, or
waive any of the foregoing Rules and Regulations at any time when its
judgement deems it necessary, desirable or proper for its best interest and
for the best interest of the Tenants, and no such rescission, amendment,
alteration, or waiver of any rule or regulation in favor of one Tenant shall
operate as an alteration or waiver in favor of any other Tenant. Landlord
shall not be responsible to any tenant for the non-observance or violation by
any other tenant of any of these Rules and Regulations at any time.
11
16. EQUIPMENT: No equipment (i.e. hand trucks, fork lift, etc.) shall be
used in a manner that will damage sidewalks or paving. Should the sidewalks
or paving be damaged by Lessee, Lessor at his option will repair such damage
at Lessee's expense.
17. PREMISES: The premises shall be maintained in a clean and sanitary
condition at all times. Lessee shall dispose of all rubbish and trash in an
approved dumpster. No trash generated off premises or from non-normal use
shall be placed into dumpster provided within the Center. All boxes shall be
out up and placed flat in the trash container. No drums, pallets, or large
objects may be placed next to or in the dumpster for pickup.
18. FIRE EXTINGUISHERS: An adequate number of suitable fire extinguishers
shall be maintained on the premises for use in case of fire.
19. SPEED LIMIT: The speed limit throughout the Center is 10 miles per
hour. Violations, at the option of Lessor, will be excluded from driving and
parking within the complex.
20. ANTENNAS: No communication Antenna shall be erected on the roof or
exterior walls of the premises, or on the grounds without prior written
consent of Lessor. An aerial satellite antenna so installed without written
consent shall be subject to removal by Lessor without prior notice. The cost
of such removal and repair of damage, if any, shall be at the expense of
Lessee.
21. ADVERTISEMENTS: No sign, advertisement, object, notice or other
lettering shall be exhibited, inscribed, painted or affixed on any part of
the outside or inside of Tenant's premises so as to be visable from the
exterior without prior written consent of Lessor. Lessor hereby consents to
give Lessee the right to install a sign in front of the property with
Lessee's name, address, and direction indications at Lessee's expense with
prior written approval from Lessor.
22. TIE-INS: No Tenant shall tie-in or permit others to tie-in to the
electrical or water supply within the premises without written consent from
Lessor.
23. OBSTRUCTION: Sidewalks and entryway shall not be obstructed or used for
any other purposes than for ingress and egress.
24. ROOF DAMAGE: Roof damage occurs each time someone walks on the roof.
Tenants access to the roof is limited to the repair and maintenance of air
conditioning unit. Lessor reserves the right to charge Tenant for excessive
use of the roof to the extent of damage caused by such use.
I have read and understood the Rules and Regulations which will become part
of lease executed on 5/22/95 , 1995.
--------------
/s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇
----------------------
▇▇▇ ▇▇▇▇▇▇▇▇▇▇, President/Owner
SPACE ELECTRONICS, INC.
Date: 5/22/95 , 1995.
-----------------
12
[FLOOR PLAN]