EXHIBIT 10.13
The following is a draft proposal and does not constitute a
commitment on the part of the herein named Lessor to lease the
subject premises to the herein named Lessee. The Lessor reserves
the right to change or withdraw this proposal without notice at
any time prior to the execution by the Lessor of a mutually
satisfactory lease agreement.
STANDARD FORM COMMERCIAL LEASE
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1. PARTIES Ark-Les Corp., a Massachusetts corporation, 95
(fill in) ▇▇▇▇ ▇▇▇▇▇▇, ▇. ▇. ▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇
▇▇▇▇▇-▇▇▇▇ . . . . . Continued in 22.A.1. of
the RIDER.
LESSOR, which expression shall include its
heirs, successors, and assigns where the
context so admits, does hereby lease to ▇▇▇▇▇
America, Inc., a Massachusetts corporation, . .
. . CONTINUED IN 22.A.2. OF THE RIDER.
LESSEE, which expression shall include its
successors, executors, administrators, and
assigns where the context so admits, and the
LESSEE hereby leases the following described
premises:
2. PREMISES Approx. 15,900 rentable sq.ft., including
(fill in and attributable common area, of office space on
include, if the second floor of the building at 51 Water
applicable, Street, Watertown, MA, as shown on the attached
suite number, PLAN as "Exhibit A".
floor number,
and square feet) together with the right to use in common, with
others entitled thereto, the hallways,
stairways, and elevators, necessary for access
to said leased premises, and lavatories nearest
thereto.
Continued in 22.B. of the RIDER.
3. TERM See 22.C. of the RIDER.
(fill in)
4. RENT The LESSEE shall pay to the LESSOR rent as
(fill in) specified in 22.D. of the RIDER.
5. SECURITY Upon the execution of this lease, the LESSEE
DEPOSIT shall pay to the LESSOR the amount of $25,000.
(fill in) Twenty-Five Thousand dollars, which shall be
held as a security for the LESSEE's performance
as herein provided and refunded to the LESSEE
at the end of this lease subject to the
LESSEE's satisfactory compliance with the
conditions hereof.
6. RENT Additional Rent as specified in 22.E.
ADJUSTMENT
(fill in)
7. UTILITIES The LESSOR shall provide and LESSEE shall pay
(fill in or for all LESSEE's utilities, water and sewer use
delete) and charges, including heating fuel; electricity
services for air conditioning, lights and power.
LESSOR agrees to furnish reasonable heat to the
leased premises, the hallways, stairways,
elevators, and lavatories during normal
business hours on regular business days of the
heating season of each year, to furnish
elevator service and to light passageways and
stairways during business hours, all subject to
interruption due to any accident, to the making
of repairs, alterations or improvements, to
labor difficulties, to trouble in obtaining
fuel, electricity, service or supplies from the
sources from which they are usually obtained
for said building, or to any cause beyond the
LESSOR's control.
Continued in 22.F. of the RIDER.
8. USE OF LEASED The LESSEE shall use the leased premises only
PREMISES for the purpose of office activities related to
(fill in) the conduct of its convention service business.
9. COMPLIANCE The LESSEE acknowledges that no trade or
WITH LAWS occupation shall be conducted in the leased
premises or use made thereof which will be
unlawful, improper, noisy or offensive, or
contrary to any law or any municipal by-law or
ordinance in force in the city or town in which
the premises are situated.
10. FIRE INSURANCE The LESSEE shall not permit any use of the
leased premises which will make voidable any
insurance on the property of which the leased
premises are a part, or on the contents of said
property or which shall be contrary to any law
or regulation from time to time established by
the New England Fire Insurance Rating
Association, or any similar body succeeding to
its powers. The LESSEE shall on demand
reimburse the LESSOR, and all other tenants,
all extra insurance premiums caused by the
LESSEE's use of the premises.
11. MAINTENANCE The LESSEE agrees to maintain the leased
OF PREMISES premises in the same condition as they are at
the commencement of the term or as they may be
put in during the term of this lease,
reasonable wear and tear, damage by fire and
other casualty only excepted, and whenever
necessary, to replace plate glass and other
glass therein, acknowledging that the leased
premises are now in good order and the glass
whole. The LESSEE shall not permit the leased
premises to be overloaded, damaged, stripped,
or defaced, nor suffer any waste. LESSEE shall
obtain written consent of LESSOR before
erecting any sign on the premises.
Continued in 22.H. of the RIDER.
12. ALTERATIONS The LESSEE shall not make structural
ADDITIONS alterations or additions to the leased
premises, but may make non-structural
alterations provided the LESSOR consents
thereto in writing, which consent shall not be
unreasonably withheld or delayed. All such
allowed alterations shall be at LESSEE's
expense and shall be in quality at least equal
to the present construction. LESSEE shall not
permit any mechanics' liens, or similar liens,
to remain upon the leased premises for labor
and material furnished to LESSEE or claimed to
have been furnished to LESSEE in connection
with work of any character performed or claimed
to have been performed at the direction of
LESSEE and shall cause any such lien to be
released of record forthwith without cost to
LESSOR. Any alterations or improvements made
by the LESSEE shall become the property of the
LESSOR at the termination of occupancy as
provided herein.
13. ASSIGNMENT The LESSEE shall not assign or sublet the whole
SUBLEASING or any part of the leased premises without
LESSOR's prior written consent, which consent
shall not be unreasonably withheld or delayed.
Notwithstanding such consent, LESSEE shall
remain liable to LESSOR for the payment of all
rent and for the full performance of the
covenants and conditions of this lease.
14. SUBORDINATION The lease shall be subject and subordinate to
any and all mortgages, deeds of trust and other
instruments in the nature of a mortgage, now or
at any time hereafter, a lien or liens on the
property of which the leased premises are a
part and the LESSEE shall, when requested,
promptly execute and deliver such written
instruments as shall be necessary to show the
subordination of this lease to said mortgages,
deeds of trust or other such instruments in the
nature of a mortgage, PROVIDED SUCH INSTRUMENTS
RECOGNIZE THE RIGHTS OF THE LESSEE HEREUNDER,
SO LONG AS LESSEE IS NOT IN DEFAULT OF THIS
LEASE.
15. LESSOR'S ACCESS The LESSOR or agents of the LESSOR may, at
reasonable times, enter to view the leased
premises and may remove placards and signs not
approved and affixed as herein provided, and
make repairs and alterations as LESSOR should
elect to do and may show the leased premises to
others, and at any time within three (3) months
before the expiration of the term, may affix to
any suitable part of the leased premises a
notice for letting or selling the leased
premises or property of which the leased
premises are a part and keep the same so
affixed without hindrance or molestation.
16. INDEMNIFICATION The LESSEE shall save the LESSOR harmless from
AND LIABILITY all loss and damage to Lessee's property
(fill in) occasioned by the use or escape of water or by
the bursting of pipes, as well as from any
claim or damage resulting from neglect in not
removing snow and ice from the roof of the
building or from the sidewalks bordering upon
the premises so leased, or by any nuisance made
or suffered on the leased premises, unless such
loss is caused by the neglect of the LESSOR.
The removal of snow and ice from the sidewalks
bordering upon the leased premises shall be the
Lessor's responsibility.
See 22.J. of the RIDER for Exterior Costs.
17. LESSEE'S The LESSEE shall maintain with respect to the
LIABILITY leased premises and the property, of which the
INSURANCE leased premises are a part, comprehensive
(fill in) public liability insurance in the amount of
$1,000,000 with property damage insurance in
limits of $1,000,000. In responsible companies
qualified to do business in Massachusetts and
in good standing therein insuring the LESSOR as
well as LESSEE against injury to persons or
damage to property as provided. The LESSEE
shall deposit with the LESSOR certificates for
such insurance at or prior to the commencement
of the term, and thereafter within thirty (30)
days prior to the expiration of any such
policies. All such insurance certificates
shall provide that such policies shall not be
cancelled without at least ten (10) days prior
written notice to each assured named therein.
18. FIRE, CASUALTY Should a substantial portion of the lease
EMINENT DOMAIN premises, or of the property of which they are
a part, be substantially damaged by fire or
other casualty, or be taken by eminent domain,
the LESSOR may elect to terminate this lease.
When such fire, casualty, or taking renders the
leased premises substantially unsuitable for
their intended use, a just and proportionate
abatement of rent shall be made, and the LESSEE
may elect to terminate this lease if:
(a) The LESSOR fails to give written notice
within ten (10) business days of intention
to restore leased premises, or
(b) The LESSOR fails to restore the leased
premises to a condition substantially
suitable for their intended use within
forty-five (45) days of said fire,
casualty, or taking.
The LESSOR reserves, and the LESSEE grants to
the LESSOR, all rights which the LESSEE may
have for damages or injury to the leased
premises for any taking by eminent domain,
except for damage to the LESSEE's fixtures,
property, or equipment.
19. DEFAULT AND In the event that:
BANKRUPTCY (a) The LESSEE shall default in the payment of
any installment of rent or other sum
herein specified and such default shall
continue for ten (10) days after written
notice thereof; or
(b) The LESSEE shall default in the observance
or performance of any other of the
LESSEE's covenants, agreements, or
obligations hereunder and such default
shall not be corrected within thirty (30)
days after written notice thereof; or
(c) The LESSEE shall be declared bankrupt or
insolvent according to law, or, if any
assignment shall be made of LESSEE's
property for the benefit of creditors,
then the LESSOR shall have the right
thereafter, while such default continues, to
re-enter and take complete possession of the
leased premises, to declare the term of this
lease ended, and remove the LESSEE's effects,
without prejudice to any remedies which might
be otherwise used for arrears of rent or other
default. The LESSEE shall indemnify the LESSOR
against all loss of rent and other payments
which the LESSOR may incur by reason of such
termination during the residue of the term. If
the LESSEE shall default, after reasonable
notice thereof, in the observance or
performance of any conditions or covenants on
LESSEE's part to be observed or performed under
or by virtue of any of the provisions in any
article of this lease, the LESSOR, without
being under any obligation to do so and without
thereby waiving such default, may remedy such
default for the account and at the expense of
the LESSEE. If the LESSOR makes any
expenditures or incurs any obligations for the
payment of money in connection therewith,
including but not limited to, reasonable
attorney's fees in instituting, prosecuting or
defending any action or proceeding, such sums
paid or obligations insured, with interest at
the rate of six (6) per cent per annum and
costs, shall be paid to the LESSOR by the
LESSEE as additional rent. THE LESSOR SHALL
USE REASONABLE EFFORTS TO MITIGATE LESSEE'S
LIABILITY THROUGH RE-LEASING OF THE PREMISES.
20. NOTICE Any notice from the LESSOR to the LESSEE
(fill in) relating to the leased premises or to the
occupancy thereof, shall be deemed duly served,
if left at the lease premises addressed to the
LESSEE, or, if mailed to the leased premises,
registered or certified mail, return receipt
requested, postage prepaid, addressed to the
LESSEE. Any notice from the LESSEE to the
LESSOR relating to the leased premises or to
the occupancy thereof, shall be deemed duly
served, if mailed to the LESSOR by registered
or certified mail, return receipt requested,
postage prepaid, addressed to the LESSOR at
such address as the LESSOR may from time to
time advise in writing. All rent and notices
shall be paid and sent to the LESSOR at ▇▇ ▇▇▇▇
▇▇▇▇▇▇, ▇.▇. ▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ 02072-
0686.
21. SURRENDER The LESSEE shall at the expiration or other
termination of this lease remove all LESSEE's
goods and effects from the leased premises,
(including, without hereby limiting the
generality of the foregoing, all signs and
lettering affixed or painted by the LESSEE,
either inside or outside the leased premises).
LESSEE shall deliver to the LESSOR the leased
premises and all keys, locks thereto, and other
fixtures connected therewith and all
alterations and additions made to or upon the
leased premises, in the same condition as they
were at the commencement of the term, or as
they were put in during the term hereof,
reasonable wear and tear and damage by fire or
other casualty only excepted. In the event of
the LESSEE's failure to remove any of LESSEE's
property from the premises, LESSOR is hereby
authorized, without liability to LESSEE for
loss or damage thereto, and at the sole risk of
LESSEE, to remove and store any of the property
at LESSEE's expense, or to retain same under
LESSOR's control or to sell at public or
private sale, without notice any or all of the
property not so removed and to apply the net
proceeds of such sale to the payment of any sum
due hereunder, or to destroy such property.
22. OTHER PROVISION It is also understood and agreed that the
attached RIDER, Exhibit A, Exhibit B, and
Exhibit C are parts of this lease.
IN WITNESS WHEREOF, the LESSOR and LESSEE have hereunto set their
hands and common seals this 20th day of December, 1996
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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LESSOR Ark-les Corp.
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇
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LESSEE ▇▇▇▇▇ America, Inc.
RIDER TO LEASE, DATED ______________, ▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇-▇▇▇ ▇▇▇▇. ▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇▇, INC., FOR PREMISES AT ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇:
22.A.1 PARTIES (Continued):...as Prime Tenant for the property of
which the premises are a part, under a lease with ▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, and ▇▇▇▇▇ ▇. Stamsell ▇▇▇▇▇▇,
Trustees of N-K Realty Trust (the "Owner"), under Declaration
of Trust dated June 30, 1975 and filed with the Middlesex
South Registry District of the Land Court as Document No.
534166, as amended, as Lessor under a Lease dated June 1,
1978, as amended by an Eleventh Amendment of Lease dated June
21, 1995 (the "Master Lease"). See attachment Exhibit C for
APPROVAL AND AGREEMENT OF OWNER.
22.A.2 PARTIES (continued):...presently located at ▇▇▇ ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. Lessor agrees to accept as a
substitute Lessee and successor to ▇▇▇▇▇ a LLC (Limited
Liability Company), certified by the Commonwealth of
Massachusetts, provided that the capitalization of the new
entity is comparable to that of ▇▇▇▇▇, as detailed in
financial statements tendered to the Lessor. Such
substitution shall not be considered an assignment.
22.B. PREMISES (continued): The Lessee shall engage a qualified
general contractor to effect the "Buildout Plan and
Specifications", attached hereto as Exhibit B. The Lessor
shall contribute up to $250,000 towards the cost of this
buildout, payable to the contractor as set forth in Exhibit
B. The Lessee shall be responsible for paying any buildout
costs in excess of $250,000.
The Lessor shall be responsible for effecting certain other
improvements in the lobby and common areas, also as set forth
in Exhibit B.
The common areas are for the access and convenience of the
Lessee and others entitled thereto. Under no circumstances
shall the Lessee use these common areas for its operations or
storage.
22.C. TERM: The term of this lease shall be for approximately five
years commencing on the later of February 1, 1997 or the
Commencement Date (as hereinafter defined) and terminating on
the last day of the 60th full month. The Commencement Date
shall be defined as the date on which the premises are
substantially ready for occupancy and may be occupied by
Lessee for its intended use, subject only to completion of
so-called "punch list" items which Lessor shall complete
within 30 days, and further provided that Lessor shall have
obtained confirmation from the Building Inspector of the Town
of Watertown that the leased premises may be occupied for its
intended use.
The Lessee shall have the right to extend this lease for an
additional term of five years, by notice to the Lessor, as
provided in 20, herein, not less than 12 months prior to the
expiration of the initial term.
22.D. BASE RENT: The Lessee shall pay to the Lessor Base Rent at
the rate of $171,960 per year, $14,330. per month, payable in
advance on the first day of each month. Lessee shall pay the
Base Rent for the first full month upon execution of this
lease. In the event the Commencement Date falls on other
than the first day of a calendar month, the ▇▇▇▇ Rent for
such month shall be prorated for such fractional period.
Should the Lessee exercise its extension privilege as set
forth in 22.C., the Base Rent shall be $171,960. per year
indexed annually, at the commencement of each year of the
extension term, to reflect the increase in the CPI-U for
September of the previous year over the CPI-U for September
1996. (CPI-U is the Consumer Price Index, All Urban
Consumers, All Items, (1982-84 -- 100), Boston, Mass.,
published by the Bureau of Labor Statistics. Comparable data
will be used if CPI-U is unavailable or inapplicable).
22.D. ADDITIONAL RENT: Lessee shall pay to the Lessor Additional
Rent representing Lessee's proportionate share (18.2%) of
real estate taxes and property insurance allocable to the
land and building of which the premises are a part. This
Additional Rent shall be paid in advance in 1/12 monthly
installments on the first day of each month. Initially, the
installments are estimated at $1,310. per month, $15,720 per
year. At the end of each lease year, amounts due to or from
Lessee shall be reconciled and paid after actual tax and
insurance amounts are determined. Estimates payable by
Lessee may be revised from time to time by Lessor.
The Lessee shall pay the Additional Rent for the first month
upon the execution of this lease.
Should the Lessee elect, at its own expense, to seek
abatement of real estate taxes on the property of which the
premises are a part, the Lessor shall execute any necessary
documents, thus permitting Lessee to appeal in Lessor's name.
The Lessor shall maintain an "all-risk" insurance policy on
the property of which the premises are a part in the
principal amount of at least $2,500,000.
22.F. UTILITIES (Continued): Lessee shall pay Lessee's
Proportionate Share (18.2%) of heating costs attributable to
the Building, and 100% of all utilities and electrical costs
attributable to the leased premises. In those instances
where it is not reasonably feasible to segregate utility
costs, they shall be attributed to the Lessee on a pro rata
(square footage basis) and reimbursed by Lessee within ten
business days of receipt of a ▇▇▇▇ thereof. (The Lessor
shall provide the Lessee with a breakout of such utility
attribution on at least an annual basis).
Where such attribution does not fairly reflect actual usage,
the parties shall agree upon an attribution based on
engineering principles; or failing such agreement, install
information meters (with the parties sharing the cost).
The Lessor acknowledges that Lessee's normal business hours
are to be 24 hours per day, seven days per week.
22.G. COMPLIANCE WITH LAWS (Continued): The Lessee shall keep all
employees working in the leased premises covered with
Workers' Compensation Insurance. Lessee shall be responsible
for causing the leased premises and any work conducted
therein to be in full compliance with the Occupational Safety
and Health Act of 1970 and amendments thereto.
22.H. MAINTENANCE OF PREMISES (Continued): The Lessor shall be
responsible for roof and structural integrity of the
building, and for repairs and replacements to the existing
heating and plumbing systems, and for major repairs and
replacements to the existing heating and air conditioning
equipment servicing the leased premises which are not covered
by a standard maintenance contract. The Lessor shall
maintain such a contract on the existing heating and air
conditioning equipment servicing the building of which the
premises are a part; the Lessee shall reimburse the Lessor
for Lessee's pro rata cost thereof within ten days of receipt
of a ▇▇▇▇ thereof.
The Lessee shall be responsible for repairs and replacements
to any air conditioning equipment Lessee may install, for
replacing bulbs and ballasts in the lighting system, and
other normal interior cleaning and maintenance of the leased
premises.
The Lessor shall be responsible for replacing broken window
glass, unless such breakage results from the negligence of
the Lessee.
Subject to Zoning Laws of the Town of Watertown, and subject
to Lessor's reasonable approval of final design and location,
Lessee may install a sign on the front of the Building. The
Lessee shall obtain the written consent of the Lessor before
erecting any sign in or on the Building.
22.I. PARKING: The Lessee shall have the use of a minimum of 50
parking spaces in the paved parking area, in common with
others entitled thereto. The Lessor shall also assign five
parking spaces for Lessee's exclusive use near the front
lobby. If necessary, the Lessor shall provide tenants of the
building with a "parking by sticker only" system.
22.J. MUTUAL COOPERATION: The Lessee shall cooperate with the
Lessor and other tenants of the building in such matters as
security, elevator use, lavatory cleaning and supplies,
parking and other mutual concerns. The Lessor shall impose a
reciprocal obligation on the other tenants by inclusion of
similar language in any future lease agreements. The Lessor
may make reasonable regulations to insure fair treatment for
the Lessee and other tenants in the implementation of this
section.
22.K. ENVIRONMENTAL: The Lessee will so conduct and operate its
business within the leased premises as not to interfere in
any way with the use and enjoyment by others of other
portions of the same or neighboring buildings by reason of
odors, smells, noise, pets, accumulation of garbage, or
trash, vermin pests or other nuisance. The Lessee agrees to
maintain efficient and effective devices for preventing
damage to or contamination of the premises from solvents,
degreasers, cutting oils or other substances used within the
premises or property of which the leased premises are part.
No hazardous chemical substances or wastes of any sort shall
be used, stored, or disposed of improperly within the
premises or property of which the leased premises are part
any time; and Lessee shall be solely responsible for any and
all contamination, corrosion or other damage associated with
the use, control or disposal of same by Lessee.
The Lessee shall not cause or permit any hazardous material
to be brought upon, kept, or used in or about the premises or
property of which the leased premises are part by the Lessee,
it contractors, or subcontractors, or their agents or
employees, unless such hazardous material is reasonably
necessary or useful to the Lessee's business, and will be
kept, and stored in a manner that complies with all laws
relations to any such hazardous material. If the Lessee
breaches the obligations stated in the preceding sentence, or
if the presence of hazardous material on the premises or
property of which the leased premises are part caused or
permitted by Lessee results in contamination of the premises
or property of which the leased premises are part, or if
contamination of the premises or property of which the leased
premises are part by hazardous material otherwise occurs for
which the Lessee is legally liable to the Lessor for damage
resulting therefrom, then the Lessee shall indemnify, defend
and hold the Lessor harmless from any and all claims,
judgments, damages, penalties, fines, costs, liabilities, or
losses (including, without limitation, diminution in the
value of the premises or property of which the leased
premises are part, damages for loss or restriction of use of
rentable or usable space of any amenity of the premises, or
property of which the leased premises are part, damages
arising from any adverse impact on marketing of space, and
reasonable sums paid in settlement of claims, attorneys'
fees, consultant fees, and expert fees) which arise during or
after the lease term or as a result of such contamination.
The indemnification of the Lessor by the Lessee includes,
without limitation, costs incurred in connection with any
investigation of site conditions or any clean up, remedial,
removal, or restoration work required by federal, state, or
local governmental agency or political subdivision because of
hazardous material present in the soil or ground water on or
under the premises or property of which the leased premises
are part. Without limiting the generality of the foregoing,
if the presence of any hazardous material on the premises or
property of which the leased premises are part caused or
permitted by the Lessee results in any contamination of the
premises or property of which the leased premises are part,
the Lessee shall promptly take all actions at its sole
expense as are necessary to return the premises or property
of which the leased premises are part to the condition
existing prior to the introduction of any such hazardous
material to the premises or property of which the leased
premises are part; provided that the Lessor's approval of
such action shall be first obtained, which approval shall not
be unreasonably be withheld so long as such actions would not
potentially have any material adverse long or short term
effect on the premises or property of which the leased
premises are part. The foregoing shall survive the
expiration or early termination of this lease.
Lessee shall not be held responsible for any claims resulting
from any hazardous material present in the leased premises,
the Building, or the property of which the leased premises
are part, introduced to such location prior to the lease
term.
Hazardous material is defined as any hazardous or toxic
substance, material, or waste including, but not limited to,
those substances, materials, and wastes listed in the United
States Department Of Transportation Materials Table (49
C.F.R. 172.101) or by the Environmental Protection Agency as
Hazardous Substances (40 C.F.R. Part 302) and amendments
thereto, or such substances, materials, and wastes that are
or have become regulated under any federal, state, or local
law, ordinance, or regulation including but not limited to,
the Resource Conservation and Recovery Act, The Toxic
Substances Control Act, The Comprehensive Environmental
Response Compensation and Liability Act ("CERCLA" or
Superfund"), The Clean Air Act, and The Clean Water Act, or
the Massachusetts Oil and Hazardous Material Release
Prevention and Response Act, M.G.L. c.21E, the Massachusetts
Hazardous Waste Management Act, M.G.L. c.21C., and
regulations promulgated under such laws and acts.
The Lessor agrees that it will use its best efforts to
enforce similar language in the leases of other tenants of
the property of which the premises are a part.
22.L. FIRE PREVENTION: The Lessee agrees to use every reasonable
precaution against fire; and to provide and maintain
approved, labeled fire extinguishes, emergency, lighting
equipment, exit signs, and to complete any other
modifications within the leased premises as are required or
recommended by the Insurance Services Office (or successor
organization), OSHA, local fire department, or any similar
body.
22.M. RUBBISH DISPOSAL: The Lessee shall be responsible for
arranging and paying for its own trash removal service.
22.N. INTERIOR COSTS: The Lessee shall reimburse the Lessor for
its pro rata share of the cost of cleaning, maintaining, and
lighting the lobby, hallways, stairways, elevator, and other
common areas (the "Interior Costs") of the Building within
ten business days of receipt of a ▇▇▇▇ therefor. Lessee's
pro rata share is defined as its percentage of gross rentable
area having beneficial use of said common areas. The
Interior Costs shall not include the cost of capital
improvements, nor shall they include the cost of upgrading
the common areas of the Building.
Lessee shall contract for daily morning cleaning and stocking
of the common restrooms on the second floor.
22.O. EXTERIOR COSTS: The Lessee shall reimburse the Lessor
Lessee's Proportionate Share (18.2%) of the reasonable cost
of landscaping, snow plowing and removal, parking lot
cleaning and lighting, within ten business days of receipt of
a ▇▇▇▇ therefor.
22.P. NOTICE OF LEASE: The Lessor shall provide the Lessee with a
so-called "Notice of Lease", in statutory form, suitable for
recording at the Registry of Deeds.
22.Q. QUIET ENJOYMENT: Lessor covenants that so long as the Lessee
pays the rent and any other sums due, and performs all of its
obligations hereunder, Lessee may peacefully and quietly
have, hold and enjoy the premises throughout the term without
undue interference from Lessor, its employees, agents, or
contractors.
22.R. SOLVENT ODOR: The Lessor shall take all reasonable measures
to enforce the provisions of the lease with Mount Auburn
Press restricting the use of so-called power cleaning
solvents to its one story building section and for the proper
ventilation of said section (continuous maintenance of a
negative air pressure differential therein).
22.S. AVAILABLE SPACE: The Lessor shall notify the Lessee of any
space availability within the building; and shall not enter
into a lease agreement for such space with a third party
within five business days following such notice.
EXHIBIT B
BUILDOUT PLAN & SPECIFICATIONS
Subsequent to the execution of this lease, the Lessee shall submit to
the Lessor, for the Lessor's approval, not to be unreasonably withheld
or delayed, a "Buildout Plan & Specifications", detailing the
improvements to be effected by the Lessee's general contractor,
pursuant to Section 22.B. herein.
The Lessee shall provide the Lessor a true and complete copy of the
Lessee's contract with its general contractor, and of the schedule for
progress payments to said contractor.
The Lessee shall make a co-payment to each progress payment in the
proportion of its total contribution of $250,000 to the estimated
total cost of the contractor's work.
The Lessor, at its expense, shall be responsible for improving the
first floor lobby and other common areas to a level consistent with
the premises occupied by the Lessee and other tenants of the building.
In general, these improvements shall include acoustical ceilings,
painted drywall (or wall covering), carpeting or other suitable floor
covering.
EXHIBIT C
APPROVAL AND AGREEMENT OF OWNER
The Owner of the property of which the leased premises are part,
hereby authorized Ark-Les Corp., its tenant under the Master Lease, to
enter into this lease as Lessor. The owner agrees that for as long as
the Lessee is not in default beyond applicable grace or cure periods
in the payment of rent or in the performance of the covenants or
conditions of this lease, the Lessee's possession and occupancy of the
leased premises and the Lessee's rights and privileges under this
lease or extension thereof shall not be diminished or interfered with
by Owner.
The Owner further agrees that if the Master Lease is terminated,
expires, or is not renewed and Lessee is not in default under the
lease beyond applicable grace or cure periods, the Owner will
recognize the Lessee's possession and occupancy under all terms of
this lease. The provisions of this Section shall bind the heirs,
successors, and assigns of the Owner, as well as subsequent owners of
the Building.
Owner: N-K Realty Trust
_______________________________
Name: _________________________
Title: ________________________
Date: _________________________
[Not presented here is a diagram of the floor plan of the premises
with the following notation: "Note: Space Plan Still In Process"]