LEASE AGREEMENT between PHILLIPS LAND, L.C. (LANDLORD) and SOUTHPEAK INTERACTIVE, LLC (TENANT) January 1,2008 THIS LEASE INDENTURE (the “Lease”) dated January 1, 2008 by and among PHILLIPS LAND, L.C., a Virginia Limited Liability Company (“Landlord”)...
between
▇▇▇▇▇▇▇▇
LAND, ▇.▇.
(LANDLORD)
and
SOUTHPEAK
INTERACTIVE, LLC
(TENANT)
January
1,2008
THIS
LEASE INDENTURE (the “Lease”) dated January 1, 2008 by and
among
▇▇▇▇▇▇▇▇ LAND, L.C., a Virginia Limited Liability Company
(“Landlord”)
and SOUTHPEAK INTERACTIVE, a Virginia
Corporation
(“Tenant”).
ARTICLE
I
GRANT
AND TERM
SECTION
1.1 LEASED
PROPERTY.
That
for and in consideration of the rents and the mutual covenants set forth in
this
Lease, Landlord leases to Tenant, and Tenant rents from Landlord, the following
described premises containing approximately 5500 square feet (the “Leased
Property”): Class A (suite 0200), 3200 square feet at $17.50/sq ft. Class B,
2300 square feet at $15.00/sq ft
Suites
0101, 0102, 0103 and 0200 at ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇
TO
HAVE
AND TO HOLD the Leased Property and the privileges and appurtenances thereunto
belonging unto the Tenant, its permitted successors and assigns, for the term
hereinafter provided, and upon the terms and conditions set forth in this Lease,
to which the parties mutually covenant and agree.
SECTION
1.2 TERM. The original term of this Lease shall be for a term of three (3)
years
commencing on January 1, 2008 and expiring at midnight on December 31, 2010
(the
“expiration date”) , unless sooner terminated in accordance with the provisions
hereof -
SECTION
1.3 SUCCESSORS
AND ASSIGNS.
The
terms of this lease and any covenants and/or modifications shall be binding
upon
the successors and assigns of both landlord and tenant in like manner as upon
the original parties.
ARTICLE
II
RENT
SECTION
2.1 RENT. Tenant shall pay to Landlord in lawful money of the United States
without notice or demand and without any set off, abatement, counterclaim or
deduction whatsoever, a fixed rent as follows: payable in equal monthly
installments in advance on the first day of each month. The first payment shall
include any prorated rent for the period of the commencement date to the first
day of the first full calendar month in the term. The rent shall include the
rent and any additional rent (hereinafter defined).
RENTAL
RATE AND TERM
|
1/1/08
through 12/31/08
|
$
|
7,541.67/month
|
$
|
90,500.00/yr.
|
|||
|
1/1/09
through 12/31/09
|
$
|
7,541.67/month
|
$
|
90,500.00/yr.
|
|||
|
1/1/10
through 12/31/10
|
$
|
7,541.67/month
|
$
|
90,500.00/yr.
|
SECTION
2.2 RENTAL
PAYMENTS.
All
Rent payments shall be made in person or mailed to arrive in Landlord’s office
by the first of each month. Payments shall be made to ▇▇▇▇▇▇▇▇ Land, ▇.▇.,
▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ until Landlord
shall otherwise direct in writing.
SECTION
2. 3 LATE
PAYMENT.
Tenant
acknowledges that the failure to pay Rent in a timely fashion results in damages
to Landlord which are difficult to measure and covenants that (i) it will pay
Rent at the time and in the manner provided herein, and (ii) it will pay
Landlord as a late charge equal to five percent (5%) of the amount due on any
Rent and all other sums due under this Lease, if such sums have not been
received within seven (7) days of their due date. Landlord shall also have
the
right to charge interest at a rate not to exceed twelve percent (12%) on any
past due amounts. Neither the demand nor collection by Landlord of interest
and/or late charges shall be construed as a cure of Tenant’s default. Any
payment made by Tenant by check and returned to Landlord by Tenant’s bank for
insufficient funds shall be deemed not to have been paid until good funds have
been provided to Landlord together with an amount equal to any other charges
due
hereunder and any charges paid by Landlord to any bank as a result of such
returned check. Landlord expressly reserves all other rights and remedies
provided herein and by law with respect to nonpayment of the
Rent.
SECTION
2.4 ADDITIONAL
RENT.
All
sums of money due hereunder, other than the Rent, but including any late payment
or interest charges, shall be deemed Additional Rent, and unless otherwise
indicated herein, shall be due and payable without deduction, offset,
counterclaim or abatement, ten (10) days after notice thereof. All such amounts
or charges shall be payable to Landlord at the place where the Rent is
payable.
ARTICLE
III
SECTION
3.2 TENANT'S-IMPROVEMENTS.
| (a) |
Tenant
shall obtain the prior written approval of Landlord to all plans
and
specifications for all major improvements upon the Leased Property
whether
interior, exterior, structural, mechanical, electrical or otherwise.
All
Tenant’s work, as herein provided, shall be done at the sole cost and
expense of Tenant, in accordance with all applicable laws and governmental
regulations and without deviation from the plans and specifications
approved by Landlord. Approval of the plans and specifications by
Landlord
shall not constitute the assumption of any responsibility by Landlord
for
their accuracy, sufficiency, safety or compliance with law and Tenant
shall be solely responsible for such items. Tenant shall obtain at
its
sole cost and immediately thereafter furnish to Landlord all certificates
and approvals required by any governmental authorities and necessary
to
complete the Tenant’s construction work, and shall furnish a certificate
of occupancy to Landlord upon completion. Tenant shall promptly and
regularly remove, at its expense, all trash and waste materials resulting
during the course of performance of its work or remaining thereafter.
Upon
Landlord's request, Tenant shall provide Landlord with payment and
performance bonds guaranteeing the completion of all work required
to be
done by Tenant pursuant to this
Article
|
| (b) |
All
trade fixtures and apparatus installed by Tenant on the Leased Property,
except such as may be the property of Landlord, shall remain the
property
of the Tenant and shall be removable from time to time and also at
the
expiration of the term of this Lease or any renewal or extension
thereof,
or other termination thereof, provided Tenant shall not at such time
be in
default under any covenant or agreement contained in this Lease;
otherwise, Landlord shall have a lien on said fixtures or apparatus
as
security against loss and damage resulting from defaults by
Tenant.
|
| (c) |
Tenant
shall repair and restore the Leased Property following the removal
or
replacement of its trade fixtures, whether during or at the termination
of
this Lease, to the condition of the Leased Property prior to Tenant’s
occupancy.
|
ARTICLE
IV
CONDUCT
OF BUSINESS
SECTION
4.1 PERMITTED
USE.
The
Leased Property shall be used by Tenant for the sole purpose of conducting
administrative business regarding tenant’s home rehabilitation
business.
SECTION
4.2 COMPLIANCE
WITH LAWS.
Tenant
shall, at its sole cost and expense, promptly comply with all local, state
and/or federal laws, statutes, ordinances and governmental rules, regulations
or
requirements now in force or which may hereafter be in force with respect to
the
Tenant’s use and occupancy of the Leased Property and the Tenant’s business
conducted thereon and with the requirements of any board of fire underwriters
or
similar bodies, now or hereafter constituted, relating to or affecting the
condition, use or occupancy of the Leased Property (excluding structural changes
not related to or affected by Tenant’s improvements or acts).
ARTICLE
V
RESPONSIBILITY
OF REPAIRS
SECTION
5.1 TENANT'S
REPAIRS.
(a)
Tenant shall keep the interior of the Leased Premises, in good and safe order
and repair at its own expense, and shall surrender the Leased Premises at the
expiration of the term or at such other time as it may vacate the Leased
Premises leaving it broom clean, in as good and sanitary condition as when
received, excepting depreciation caused by ordinary wear and free of
contamination by hazardous or toxic substances, including but not limited to
petroleum or petroleum products. Tenant shall not overload the electrical wiring
serving the Leased Premises or within the Leased Premises, and will install,
at
its own expense, but only after obtaining Landlord's written approval, any
additional electrical wiring which may be required in connection with Tenant's
business equipment. Tenant shall not install any underground tanks, nor use
any
construction materials containing asbestos or PCBfs.
(b)
Tenant shall repair promptly, at its own expense, any damage, including, but
not
limited to, that from forced entry, vandalism or malicious mischief to the
Leased Premises or caused by the bringing into or taking out of the Leased
Premises any property for Tenant’s use, or by the installation or removal of
such property, regardless of fault or by whom such damage shall be caused,
unless caused by Landlord, its agents, employees or contractors’ negligence and
in default of such repairs by Tenant, Landlord may made the same, and Tenant
agrees to pay the cost thereof.
ARTICLE
VI
UTILITES-9-0
SECTION
6.1 UTILTTIES.
Landlord shall be responsible for all responsible fuel, water, gas, electricity,
and sewerage bills. Tenant shall be responsible for his own telephone ▇▇▇▇.
Landlord shall not be liable for any interruption or failure in the supply
of
any utility to the Leased Property.
ARTICLE
VII
LANDLORD
SERVICES
SECTION
7.1 Landlord shall, at it’s own expense, provide the following services to the
leased premises: ground
maintain; parking
lot maintenance and upkeep; lobby maintenance; exterior maintenance; general
waste dumpster. general janitorial service.
ARTICLE
VIII
INSURANCE
INDEMITY
SECTION
8.1 TENANT’S-OB-LIGATIONS.
| (a) |
Tenant,
at Tenant’s sole cost and expense, shall obtain and maintain for the term
of this Lease, insurance policies providing for the following coverage:
(i) Tenant’s fixtures, equipment, furnishings, merchandise and other
contents in the Leased Premises, for the full replacement value of
such
items, (ii) one full year of Rent coverage, (iii) with regard to
the
Tenant's improvements to the Leased Premises, insurance against any
and
all perils included within the classification "fire and extended
coverage"
under insurance industry practice in the Commonwealth of Virginia,,
together with insurance against vandalism, malicious mischief av%d
apt-4+kk!eL- lea)ttteje air othato spinink-leif damagplate glass
insurance, if applicable, and (v) comprehensive gtneral liability
insurance against any liability occasioned by any occurrence on or
about
any part of the Leased Premises or appurtenances thereto, or arising
from
any of the acts indemnified against in Section 8.2 hereof in the
minimum
amount of $1,000,000 per person and $1,000,000 per occurrence, and
the
minimum amount of $500,000 with respect to property damage, and Tenant
will further provide the Landlord with certificates or policies of
such
insurance during the term of this Lease and any renewals or
extensions.
|
| (b) |
Each
of the policies described in this Section 8.1 shall: contain an express
waiver of any right of subrogation by the insurance company against
Landlord, Landlord’s agents, employees, mortgages and ground lessors, (ii)
contain a provision that it shall not be cancelled and that it shall
continue in full force and effect unless Landlord has received at
least
thirty (30) days prior written notice of such cancellation or termination,
(iii) not be materially changed without prior notice to Landlord,
(iv) be
issued by good and solvent insurance companies licensed to do business
in
the Commonwealth of Virginia, (v) be written as primary policy coverage
and not contributing with or in excess of any coverage which Landlord
may
carry, and (vi) insure and name Landlord, its agents and any mortgages
of
the Leased Premises as additional insureds as their respective interest
may appear.
|
SECTION
8.2 TNDEMNITY.
| (a) |
Tenant
hereby releases Landlord, its officers, directors, employees and
agents
from any and all liability or responsibility for any loss or damage
to
property to the extent covered by valid and collectible fire insurance
with standard and extended coverage endorsement, even if such fire
or
other casualty shall have been caused by the fault or negligence
of
Landlord, or anyone for whom Landlord may be
responsible.
|
| (b) |
Tenant
hereby indernifies and agrees to save harmless Landlord, its officers,
directors, employees and agents from and against any and all claims
that
(i) arise from or are in connection with the possession, use, occupancy,
management, repair, maintenance or control of the Leased Property,
and any
portion thereof, or (ii) arise from or in connection with any act
or
omission of Tenant or Tenant’s agents, employees, contractors or invitees,
or (iii) result from any default, breach, violation or nonperformance
of
this Lease or any provision thereof by Tenant, or (iv) result from
injury
to person or property or loss of life sustained in or about the Lease
Property except to the extent that the above are the result of the
willful
misconduct or negligence of Landlord or his
agents.
|
ARTICLE
IX
SECTION
9.1 DESTRUCTION OF LEASED PROPERTY, CONDEMNATION.
If
the
Leased Property is damaged or destroyed by fire or other casualty covered by
insurance, or condemned by public authority, whether by eminent domain or
otherwise, then: (i) if totally or substantially destroyed or condemned so
that
the Leased Property is rendered unrenable, this Lease shall terminate as of
the
date of such destruction or condemnation, and Tenant shall be liable for the
Rent only to the date of such destruction or condemnation, and the entire amount
of the insurance proceeds and/or condemnation award for the Leased Property
shall belong to and be payable to Landlord, or (ii) if only partially destroyed
or condemned and still tenantable, Landlord shall, within a reasonable time,
repair the Leased Property with a reasonable reduction of Rent from the date
of
such partial destruction or condemnation until there be again property
substantially similar in value to Tenant as the Leased Property partially
destroyed or condemned. Landlord’s obligation to repair or restore the Leased
Property as stated herein is conditioned upon-. (1) all insurance proceeds
and/or condemnation award for the Leased Property being paid to Landlord, which
are sufficient to cover the cost of said repairs and restorations, and (2)
there
remaining at least twenty-four (24) months in the then existing term of this
Lease and any extensions (exercised or unexercised at that date). If Landlord
does not repair the Leased Property because either conditions (ii) (1) or (ii)
(2) are not met, Landlord shall so notify Tenant and this Lease shall terminate
as of the date of such partial destruction or condemnation and Tenant shall
be
liable for rent only to the date of such partial destruction or condemnation.
As
used herein, the date of condemnation shall be the date on which legal title
vests in the condemning authority or the date on which Landlord enters into
a
contract for the sale for public use upon the threat of condemnation, whichever
first occurs.
ARTICLE
X
ASSIGNMENT
AND SUBLETTING
SECTION
10.1 TENANTS-RIGHTS. Tenant shall not assign or mortgage this Lease in whole
or
in part, without the written consent of Landlord first obtained which consent
shall not be unreasonably withheld. Consent by Landlord to any assignment,
mortgage or subletting shall not constitute a waiver of the necessity for such
consent to any subsequent assignment, mortgage or subletting. No such
assignment, mortgage or sublease shall in any way release or relieve Tenant
from
any of its covenants or undertakings contained in this Lease, and in all cases
under this paragraph, Tenant shall remain liable on this Lease during the
original and all renewal terms.
ARTICLE
XI
SUBORDINATION
AND FINANCING
SECTION
11.1 SUBORDINATION. This Lease and Tenant’s tenancy hereunder shall be subject
and subordinate at all times to the lien of any mortgage or deed of trust now
or
hereafter placed upon the interests of Landlord and the Leased Premises. Tenant
agrees to execute and deliver such instruments as may be requested by Landlord
or by any mortgage subordinating this Lease to the lien of any present or future
mortgage or deed of trust.
SECTION
11.2 ATTORNMENT. If, and so long as, any mortgage or deed of trust is in full
force and effect, then, at the, option of the mortgage or deed of trust
beneficiary: (i) this Lease shall remain in full force notwithstanding (1)
a
default under the mortgage or deed of trust by Landlord, (2) failure of Landlord
to comply with this Lease (provided the mortgage or beneficiary cures such
failure, such right to cure to be at the option of mortgage or beneficiary),
(3)
a defense to which Tenant might be entitled against Landlord under this Lease,
or (4) any bankruptcy or similar proceedings with respect to Landlord, (ii)
if
any such mortgagee or beneficiary shall become possessed of the Leased Premises,
Tenant shall be obligated to such mortgagee to pay to it the rentals and other
charges due hereunder and to thereafter comply with all the terms of this Lease,
and (iii) if any mortgagee or purchaser, at private or public sale, shall become
possessed of the Leased Premises, Tenant shall, without charge, attorn to such
mortgagee or purchaser as its Landlord under this Lease.
SECTION
11.3 FINANCING. In the event, as a condition to financing, a construction
lender, land lessor or a permanent lender of the Leased Premises requires
modifications to this Lease, then, provided such modifications are reasonable,
do not, adversely affect Tenant, do not materially alter Tenant’s working plans
for the Leased Premises mutually approved by Landlord and Tenant and do not
increase the Rent and other sums to be paid hereunder, Landlord shall submit
to
Tenant a written amendment with such required modifications; if Tenant fails
to
execute and return within 10 days thereafter the amendments that have been
submitted, then Landlord shall have the right to cancel this Lease upon written
notice to Tenant.
ARTICLE
XII
DEFAULT,
BY TENANT
SECTION
12.1 ELEMENTS. The happening of any of the following enumerated events shall
constitute a default for which Landlord, in addition to other rights or remedies
it may have, shall have the immediate right of re-entry without service of
notice or resort to legal process and without Landlord being guilty of trespass,
or becoming liable for any loss or damage which may be occasioned thereby:
(i)
failure of Tenant to pay any Rent due hereunder within fifteen (15) days after
written notice to Tenant of such failure (provided, however, that no notice
or
opportunity to cure sha 1 1 be requ ired a f ter f ive (5) such not ices have
been de I ivered) , (ii) the filing by, on behalf of or against Tenant or any
guarantor of Tenant’s obligations hereunder, of any petition or pleading to
declare Tenant insolvent or unable to pay its debts or met its obligations
under
the laws of the Untied States or any state, or a receiver of the property of
Tenant is appointed, or the levy of execution or other taking of property,
assets or the leasehold interest of Tenant by process of law or otherwise in
satisfaction of any judgment, debt or claim against Tenant, or (iii) failure
of
Tenant to perform any of the other terms, conditions or covenants of this lease
for more than thirty (30) days after written notice of such failure shall have
been given to Tenant (provided, however, that no notice or opportunity to cure
shall be required after five (5) such notices have been
delivered).
SECTION
12.2 REMEDIES. In the event of any such default or breach by Tenant, Landlord'
may at any time thereafter, with or without notice or demand and without
limiting Landlord in the exercise of any other right or remedy at law, equity
or
under this Lease which Landlord may have by reason of such default or
breach:
| (a) |
Terminate
Lease. Terminate Tenant’s right to possession of the Leased Property by
thirty (30) days’ written notice or any other lawful means, in which case
this Lease shall terminate and Tenant shall immediately surrender
possession of the Leased Property to Landlord. Upon receipt of the
notice
by Tenant, Tenant shall vacate the Leased Property within said thirty (30)
day period, in such event Landlord shall be entitled to recover from
the
Tenant all past due Rents, adjustments, and other charges; the expenses
of
reletting the Leased Property, reasonable attorneys fees; the worth
at the
time of award by the court having jurisdiction thereof of the amount
by
which the unpaid Rent and other charges and adjustment called for
herein
for the balance of the Lease term after the time of such award exceeds
the
amount of such loss for the same period that Tenant proves could
be
reasonably avoided (in determining the reasonable rental value of
the
Leased Property the rental realized by any reletting accomplished
by
Landlord within a reasonable time after termination of this Lease
shall be
deemed prima facie to be the reasonable rental value, otherwise the
same
shall be determined according to existing utarket conditions by a
qualified appraiser selected by Landlord) ; and that portion of any
leasing commission paid by Landlord and applicable to the unexpired
lease
term of this Lease, or
|
| (b) |
Continue
the Lease. Maintain Tenant's right to possession, in which case this
Lease
shall continue in effect whether or not Tenant shall have abandoned
the
Leased Property. In such event, Landlord shall be entitled to enforce
all
of Landlord’s rights and remedies under this Lease, including the right to
recover the Rent and any other charges and adjustments as may becoime
due
hereunder, or
|
| (c) |
Other
Remedies. Pursue any other remedy now or hereafter available to Landlord
under the laws or judicial decisions of the State in which the Leased
Property is located, including, but not limited to, the right to
assess
against Tenant an amount equal to the attorneys, fees incurred by
Landlord
in collecting any Rent or other payment due hereunder, which amount
shall
be due in full within ten (10) days of Tenantfs receipt of the assessment
by Landlord. All of the remedies set forth in this Section 12.2 shall
be
cumulative and in addition to one another and any other rights Landlord
may have at law or in equity and waiver of one default shall not
be deemed
to be a waiver of any subsequent
default.
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SECTION
12.3 CURE OF DEFAULT. If Tenant shall be in default hereunder, Landlord shall
have the option, upon ten (10) days written notice to Tenant to cure such
default for the account of and at the expense of the Tenant. No such notice
shall be required for emergency repairs. Such notice may be delivered before
the
period for cure of a default by Tenant has expired, provided that Landlord’s
cure shall not precede the expiration of such cure period. The amounts expanded
by Landlord in connection with such cure shall be due from Tenant immediately
upon receipt of an invoice therefor.
NOTICES
SECTION
13.1 NOTICES. Wherever in this Lease it shall be required or permitted that
notice or demand be given or served by either party to this Lease to or on
the
other, such notices or demands shall be given or served and shall not be deemed
to have been duly given or served unless in writing and forwarded by registered
or certified mail addressed as follows:
|
To
Tenant:
|
|
|
▇▇▇▇▇▇▇▇
Land, ▇.▇.
|
SouthPeak
Interactive, Inc.
|
|
▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇
|
▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇
|
|
▇▇▇▇▇
▇▇▇
|
|
|
▇▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇ ▇▇▇▇▇
|
▇▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇ ▇▇▇▇▇
|
Such
addresses may be changed from time to time by either party by serving notice
as
above provided.
ARTICLE
XXV
HOLDOVER
SECTION
14.1 HOLDOVER. If Tenant holds over or remains in possession or occupancy of
the
Leased Property after the termination of this Lease, Tenant’s occupancy shall be
illegal notwithstanding the fact that Tenant shall be liable to Landlord, so
long as Tenant or any of its property remains on the Leased Property, for all
Rent due hereunder together ‘with any damages sustained by Landlord as a result
of Tenant’s failure to vacate.
ARTXCLE
XV
INSPECTIONS
BY LANDLORD
SECTION
15.1 INSPECTIONS BY lANDLORD. Tenant will permit Landlord, its agents,
employees, and contractors to enter on the Leased Property and all parts thereof
during business hours to inspect the same, to enforce or carry out all
provisions of the Lease or to show the same to prospective purchasers, lenders
or lessees provided that Landlord will use his best efforts to carry on the
inspections in a reasonable ‘manner so as not to interfere with Tenant’s
business.
ARTICLE
XVI
MISCELLANEOUS
SECTION
16.1 SUCCESSORS This Lease and the covenants and conditions herein contained
shall enure to the benefit of and be binding upon Landlord, its successors
and
assigns, and shall be binding upon Tenant, its successors and assigns, and
shall
enure to the benefit of Tenant and only such assigns of Tenant to whom the
assignment by Tenant has been consented to by Landlord. If all or any part
of
Landlord’s interest in this Lease or in the Leased Property shall be held or
owned (directly, indirectly or beneficially) by or for any individual,
partnership, tenancy-in-cowoon, joint venture, corporation or trust it in agreed
that no such owner, joint tenant, beneficiary, trustee, shareholder or corporate
entity shall be personally responsible or liable with respect to any of the
covenants, conditions or provisions of this Lease to be performed by the
Landlord.
SECTION
16.2 ENFORCEMENT AND WAIVER OF EXEMPTIONS. Tenant hereby agrees to pay all
costs
and expenses incurred by Landlord in enforcing, by legal action or otherwise,
any of the provisions, covenants and conditions of this Lease including
attorneys’ fees.
SECTION
16.3 APPLICABLE LAW. This Lease shall be construed under the laws of the
Commonwealth of Virginia.
SECTION
16.4 MISCELLANEOUS PROVISIONS. This Lease shall not be deemed to give rise
to a
partnership relation, and neither party shall have authority to obligate the
other without written consent, except as specifically provided in this
Lease.
SECTION
16.5 DEBTS AND ACCIDENTS. Each party agrees that the other party shall in no
way
be responsible for the debts of, or liabilities for accidents or damages caused
by, the other party.
SECTION
16.6 CAPTIONS. The captions and heading& throughout the Lease are for
convenience of reference only. The words contained therein do not explain,
modify, amplify or add to the interpretation, construction or ‘meaning of any
provision of or the scope of intent of this Lease or in any way affect this
Lease.
SECTION
16.7 ENTIRE AGREEMENT. This Lease contains the entire agreement of the parties
hereto and any and all oral and written agreements, understandings,
representations, warranties, promises and statements of the parties hereto
and
their respective officers,- directors, partners, agents and brokers with respect
to the subject matter of this Lease and any matter covered or mentioned in
this
Lease shall be merged in this Lease and no such prior oral or written statement
shall be effective or binding for any reason or purpose unless specifically
set
forth in this Lease. No provision of this Lease may be amended or added to
except by an agreement in writing signed by the parties hereto or their
respective successors in interest. This Lease shall not be effective or binding
on any party until fully executed by both parties hereto.
SECTION
16.8 SERVABILITY. if any provision of this Lease or the application thereof
to
any person or circumstance shall, to.any extent be invalid or unenforceable,
the
remainder of this Lease, or the application of such provision to persons or
circumstances other than those as to which it in invalid or unenforceable,
shall
not be affected thereby, and each provision of this Lease shall be valid and
be
enforced to the fullest extent permitted by law.
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Land
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Southpeak
Interactive
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