1STANDARD TEXAS LEASE
1STANDARD TEXAS LEASE
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LESSOR:
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▇▇▇▇▇▇▇▇ Place Partners,
Ltd. (5-11-07)
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LESSEE:
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“MASTER
LEASE”
▇▇▇▇,
▇▇▇▇▇▇▇ & ASSOCIATES, P.C.
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇., ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇
(see exhibit “C” for Suite Number/Size/Specific
Tenant)
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TRADE
NAME:
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1.
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LEASE
TERMS
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1.01
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Premises: The
Premises referred to in this Lease contain approximately 43,639
rentable square feet and is located on Exhibit “A” attached. The address
of the leased Premises is: ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇,
▇▇▇▇▇. The above set forth square footage of the Premises may be revised,
at any time, at Lessor’s election, if Lessor’s architect determines, at
any time, such square footage to be inaccurate in any material
degree.
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1.02
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Project: The
Project consists of approximately 54,124 rentable square
feet.
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1.03
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Lessee’s
Notice Address: ▇▇▇▇ ▇▇▇▇▇▇▇ & Associates, ▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇
▇▇▇▇▇
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1.04
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Lessor’s
Notice Address: ▇▇▇▇▇▇▇▇ Place Partners, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇,
▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇▇.
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1.05
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Lessee’s
Permitted Use: Office
space.
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1.06
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Lease
Term: The Lease Term commences on July
1, 2007 and ends on June 30,
2012
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1.07
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Base
Monthly Rent: $65,458.50
in lawful money of the United States of
America.
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1.08
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Security
Deposit: -0-
in lawful money of the United States of
America.
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1.09
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Proportionate
Share: Lessee’s Proportionate Share is .80627%.
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1.10
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Expense
Base Year: The calendar year 2007.
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1.11
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Tax
Base Year: The calendar year commencing on Jan. 1,
2007 and ending on Dec. 31,
2007.
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1
2. DEMISE AND
POSSESSION
2.01 Lessor
leases to Lessee and Lessee leases from Lessor the Premises described in 1.01.
By entering the Premises, Lessee acknowledges that it has examined the Premises
and accepts the Premises in their present condition subject to any additional
work Lessor has agreed to do as stated on Exhibit B.
2.02 If
for any reason Lessor cannot deliver possession of the Premises on the date the
Lease commences, Lessor shall not be subject to any liability nor shall the
validity of this Lease be affected. If Lessee has not caused such delay there
shall be a proportionate reduction of the Base Monthly Rent covering the period
between the commencement of the Lease Term and the date when Lessor can deliver
possession. However, either Lessor or Lessee, unless it is the cause of the
delay, has the right to cancel this Lease by written notification if possession
of the Premises is not delivered within ninety (90) days of the date the Lease
Term commences.
3. BASE MONTHLY
RENT
3.01 Base
Monthly Rent: On the first day of each calendar month of the Lease Term, Lessee
will pay, without deduction or offset, prior notice or demand, Base Monthly Rent
at the place designated by Lessor. However, the first month’s rent is due and
payable upon execution of this Lease. In the event that the Term of this Lease
commences or ends on a day other than the first day of a calendar month, a
prorated amount of Base Monthly Rent shall be due upon execution and it will be
calculated using a thirty (30) day month.
3.02 Any
installment of rent or any other charge payable which is not paid within three
(3) days after it
becomes due will be considered past due and Lessee will pay to Lessor as
Additional Rent a late charge equal to ten percent (10%) of such installment or
the sum of twenty-five dollars ($25.00) whichever is greater, for each month or
fractional month transpiring from the date due until paid. A twenty-five dollar
($25.00) handling charge will be paid by Lessee to Lessor for each returned
check and, thereafter, Lessee will pay all future payments of rent or other
charges due by money order or cashier’s check.
3.03 The
amount of the Base Monthly Rent includes projected construction of Lessee’s
improvements as indicated on Exhibit “B” attached. In the event that Lessee
requests Lessor to construct additional improvements and/or final construction
costs exceed original estimates, Lessor may increase the Base Monthly Rent
according to the terms and conditions outlined on Exhibit “B”, or elsewhere in
this Lease.
4. ADDITIONAL
RENT
4.01 All
charges payable by Lessee other than Base Monthly Rent are called “Additional
Rent”. Unless this Lease provides otherwise, Additional Rent is to be paid with
the next monthly installment of Base Monthly Rent and is subject to the
provisions of 3.02. The term “rent” whenever used in this Lease means
Base Monthly Rent and Additional Rent.
4.02 Based
on Lessee’s Proportionate Share defined in 1.11, Lessee agrees to pay as
Additional Rent to Lessor its proportionate share of any parking charges,
utility surcharges, occupancy taxes, or any other costs resulting from the
statutes or regulations, or interpretations thereof, enacted by any governmental
authority in connection with the use or occupancy of the Project or the parking
facilities serving the Project, or any part thereof.
4.03 Operating
Expenses (See attached exhibit “D” typical annual expenses:)
“Expense
Comparison Year”: Each calendar year after the Expense Base
Year.
A. “Operating
Expenses” are all costs and expenses of ownership, operation, maintenance,
management, repair and insurance of the Project, as determined according to
generally accepted accounting principles applied by Lessor in its sole
discretion, including, but not limited to the following costs: all
supplies, materials, labor and equipment, used in or related to the operation
and maintenance of the Project; all utilities, including but not limited to,
water, electricity, gas, heating, lighting, sewer, waste disposal, security,
air-conditioning and ventilating costs and all charges relating to the use,
ownership or operation of the Project; all maintenance, management, janitorial
and service agreements related to the Project; all legal expenses and accounting
costs; all insurance premiums and costs, including but not limited to the
premiums and costs of fire, casualty and liability coverage, rent abatement and
earthquake insurance and any other type of insurance related to the Project; all
maintenance costs relating to the public and service areas within and around the
Project, including but not limited to, sidewalks, landscaping, service areas,
driveways, parking areas, walkways, building exteriors (including painting),
signs and directories, including for example, costs of resurfacing and
restriping parking areas; amortization (along with reasonable financing charges)
of capital improvements made to the Project which may be required by any
government authority or which will improve the operating efficiency of the
Project; all Lessor’s costs in managing, maintaining, repairing, operating and
insuring the Project, including for example, clerical, supervisory and
janitorial staff; however, such costs shall not include depreciation on the
Project, loan payments, executive salaries, or real estate broker
commissions.
B. If
the Operating Expenses incurred or paid by Lessor for any Expense Comparison
Year during the Lease Term are greater than the Operating Expenses incurred or
paid by Lessor for the Expense Base Year, then Lessee will pay as Additional
Rent an amount equal to the increase (Subject to the limitation of the 8%
expense Base Stop calculation) multiplied by Lessee’s Proportionate Share as
defined in 1.11. In the event of any partial Expense Comparison Year,
Lessee will pay the increase, if any, based on the number of days of the Expense
Comparison Year included within the Lease Term.
See
attached example exhibit “E” calculation on base year charges:
C. By
the end of the first six (6) months of the current calendar year the “Estimated”
operating expenses for the current year will be calculated. A six (6)
month ▇▇▇▇ for the “Estimated” operating expenses will be
invoiced. The final operating expenses ▇▇▇▇ will be determined in
January of the following year. This ▇▇▇▇ will reflect the actual
operating expenses for the calendar year less the amount paid from the first six
(6) months ▇▇▇▇ which was “Estimated”. The final Base year ▇▇▇▇ will
be due and payable within forty five (45) days of the receipt of the final
invoice.
D. Lessee
will not be entitled to any reduction, refund, offset, allowance or rebate in
Base Monthly Rent or any other sums due if the Operating Expenses for any
Expense Comparison Year are less than those of the Expense Base Year nor shall
the failure by Lessor to provide Lessee with a statement by April 1st of each
year constitute a waiver by Lessor of its right to collect Lessee’s share of any
increase in Operating Expenses. In addition, if for any reason Lessor
should not elect to ▇▇▇▇ Lessee for lump sum Operating Expense increases or
estimates for a particular Expense Comparison Year, Lessor’s right to charge
Lessee for such expenses in subsequent years is not waived.
4.04 Taxes
A. As
Additional Rent, Lessee will reimburse Lessor upon demand for all taxes payable
by Lessor (other than net income) as defined and stated in the following
paragraphs.
B. Definitions:
“Tax Base
Year” is the tax fiscal year as indicated in 1.14. However, if the
project in which the Premises are located is not yet fully assessed or completed
as improved real property by the tax fiscal year shown in 1.14, the Tax Base
Year is the year in which the first tax ▇▇▇▇ reflects the full assessed value of
the Property.
“Tax
Comparison Year” is each tax fiscal year commencing on the anniversary of the
Tax Base Year and ending twelve (12) months thereafter.
“Real
Property Taxes” are: (i) any fee, license fee, license tax,
business license fee, commercial rental tax, levy, charge, assessment, penalty
or tax imposed by any taxing authority against the Property; (ii) any tax
or fee on Lessor’s right to receive, or the receipt of, rent or income from the
Property or against Landlord’s business of leasing the Property; (iii) any
tax or charge for fire protection, streets, sidewalks, and road maintenance,
refuse or other services provided to the Property by any governmental agency;
(iv) any tax imposed upon this transaction, or based upon a re-assessment
of the Project due to a change in ownership or transfer of all or part of
Lessor’s interest in the Property; and (v) any charge or fee replacing,
substituting for, or in addition to any tax previously included within the
definition of real property tax. Real Property Taxes do not, however,
include Lessor’s federal or state income, franchise, inheritance or estate
taxes.
C. If
the Real Property Taxes incurred or paid by Lessor for any Tax Comparison Year
ending or commencing during the Lease Term, are greater than the Real Property
Taxes incurred or paid by Lessor for the Tax Base Year, then Lessee will pay
Lessor an amount equal to the increase multiplied by Lessee’s Proportionate
Share as indicated in 1.11. In the event of any partial Tax
Comparison Year, Lessee shall pay the increase, if any, based on the number of
days of such Tax Comparison year included within the Lease Term.
D. Following
the end of each Tax Comparison Year, Lessor will provide Lessee a statement of
Lessor’s best estimate of Lessee’s share of the increase in Real Property Taxes
for the coming year over the costs for the Tax Base Year, but failure to do so
by Lessor does not constitute a waiver of its rights to collect Lessee’s share
of the increase in Real Property Taxes. This amount will be divided
by twelve (12) and beginning with the next regular Base Monthly Rent payment,
Lessee will pay 1/12th of the increase multiplied by the number of
elapsed months from the commencement of the Tax Comparison Year and thereafter
will continue to pay 1/12th of the increase each month until Lessee
receives the next Tax Comparison Year’s statement. By April 1st
following each Tax Comparison Year, Lessor will provide Lessee a statement
showing the total actual Real Property Taxes for the fiscal year just ended, and
Lessee’s share of any increase over the Tax Base Year. If Lessee’s
estimates paid to date for the preceding fiscal year are less than Lessee’s
share of the increase, Lessee will pay the difference concurrently with the next
payment of Base Monthly Rent. In the event that Lessee has paid more
than his share of estimates for the preceding fiscal year, Lessor will credit
the amount towards Lessee’s future Real Property Tax
obligations. Thereafter if any succeeding Tax Comparison Year results
in a further increase in Real Property Taxes, Lessee will pay, upon receipt of
the statement, a lump sum equal to its share of the total increase over the Tax
Base Year less the total of the monthly estimate installments paid in that Tax
Comparison Year, and the monthly estimate installments for the next Tax
Comparison Year will be adjusted to reflect Lessor’s new best
estimate.
E. Personal
Property Taxes: Lessee will pay all taxes charged against trade
fixtures, furnishings, equipment or any other personal property belonging to
Lessee. Lessee will have personal property taxes billed separately
from the Project. If any of Lessee’s personal property is taxed with
the Project, Lessee will pay Lessor the taxes for the personal property upon
demand by Lessor.
5. SECURITY
DEPOSIT
5.01 Intentionally
left blank.
5.02 If
Lessee defaults with respect to any provision of this Lease, Lessor may retain,
use or apply all or any part of the Security Deposit to compensate Lessor for
any loss or damage suffered by Lessee’s default including but not limited to,
the payment of Base Monthly Rent, Additional Rent or other rental sums due, and
for payment of amounts Lessor is obligated to spend by reason of Lessee’s
default. If any portion is so retained, used or applied, Lessee, upon demand,
will deposit with Lessor an amount sufficient to restore the deposit to its
original amount, as adjusted per 1.08,
except as otherwise provided by law. Lessor will not be required to
keep the Security Deposit separate from its general funds, and Lessee will not
be entitled to interest on it. If Lessee fully and faithfully
performs every provision of this Lease, the Security Deposit or a balance
thereof will be returned to Lessee within the time frame permitted by
law. In no event will Lessee have the right to apply any part of the
Security Deposit to any rents payable under this Lease.
6. LEASE DOCUMENTATION
FEE
6.01 Intentionally
left blank.
7. USE OF PREMISES; QUIET
CONDUCT
7.01 The
Premises may be used and occupied only for Lessee’s Permitted Use as shown in
1.05 and for no other purpose, without obtaining Lessor’s prior written
consent. Lessee will comply with all covenants, conditions and
restrictions affecting the Premises. Lessee will promptly comply with
all laws, ordinances, orders and regulations affecting the
Premises. Lessee will not perform any act or carry on any practices
that may injure the Project or the Premises or be a nuisance or menace, or
disrupt the quiet enjoyment of other lessees in the Project including but not
limited to equipment which causes vibration, use or storage of chemicals, or
heat or noise which is not properly insulated. Lessee will not cause,
maintain or permit any outside storage on or about the Premises. In
addition, Lessee will not allow any condition or thing to remain on or about the
Premises which diminishes the appearance or aesthetic qualities of the Premises
and/or the Project or the surrounding property. The keeping of a dog
or other animal on or about the Premises is expressly prohibited.
7.02 Hazardous
Material. Lessor represents and warrants that, with respect to the
Premises and the building and land upon which the Premises are located, all of
which are hereinafter referred to as the “Property”, Lessor has not received
written notice from any governmental agency with respect to any hazardous
condition on the Property related to any toxic or contaminated materials or
substances. In the event Lessor does receive such a notice, Lessor
agrees to take such action as is necessary to bring the Property into compliance
with notice subject to the rights of Lessor to contest the validity of
applicability of such notice. In the event Lessor does not cure, in a
timely fashion, the violation described in such notice, Lessee shall have the
right to terminate this Lease upon 90 days written notice to
Lessor.
Lessee
covenants not to introduce any toxic material onto the
Project. Without limiting the generality of the foregoing, Lessee
shall not store, use or dispose of any toxic material in or on the
Project. Lessee shall comply with all applicable Federal, State, and
local law or ordinances pertaining to the storage, use or disposal of any toxic
material.
8. TENANT IMPROVEMENTS
(Attached exhibit “F” typical capital improvements:)
8.01 Tenant
Improvements to be performed in the Premises, if any, will be performed in
accordance with the terms and provisions entitled “Lessor’s Work” contained in
“Exhibit B” attached. Thereafter during the Lease Term, Lessor will
be under no obligation to alter, change, decorate or improve the
Premises.
9. PARKING
9.01 Lessee
and Lessee’s customers, suppliers, employees, and invitees have the
non-exclusive right to park in common with other lessees in the parking
facilities as designated by Lessor. Lessee agrees not to overburden
the parking facilities and agrees to cooperate with Lessor and other lessees in
the use of the parking facilities. Lessor reserves the right to, on
an equitable basis, assign specific spaces with or without charge to Lessee as
Additional Rent, make changes in the parking layout from time to time, and to
establish reasonable time limits on parking.
10. UTILITIES
10.01 Serviced
Space: Lessor will provide to the Premises between the hours of 8
a.m. and 6 p.m., Monday through Friday or any other time periods
established by Lessor:
A. All
utilities, including heat, electricity, gas, power and air-conditioning, if any,
as are commercially reasonable for normal office use. If Lessee uses
heat, water, electricity, gas, power or air-conditioning in excess of normal
office use, Lessor may separately meter such services at Lessee’s expense where
applicable, or Lessor, may, at its sole discretion, measure or estimate the
increased use and Lessee will pay Lessor, on demand, the amount of the measured
or estimated increase. Lessor will also provide water for restroom
facilities (if any). However, Lessee will pay all services directly
contracted for by Lessee.
B. Such
janitorial service as is commercially reasonable.
10.02 Lessor
will not be liable or deemed in default to Lessee nor will there be any
abatement of rent for any interruption or reduction of utilities or services not
caused by any act of Lessor or any act reasonably beyond Lessor’s
control. Lessee agrees to comply with energy conservation programs
implemented by Lessor by reason of enacted laws or ordinances.
10.03 Lessee
will contract and pay for all telephone and such other services for the Premises
subject to the provisions of 11.02.
11. ALTERATIONS, MECHANIC’S
LIENS
11.01 Lessee
will not make any alterations to the interior of the Premises, without Lessor’s
prior written consent which will not be unreasonably withheld. If
Lessor gives its consent, no such alterations will proceed without Lessor’s
prior written approval of (i) Lessee’s contractor, (ii) certificates
of insurance by Lessee’s contractor for public liability and automobile
liability and property damage insurance with limits not less than
$1,000,000/$250,000/$500,000 respectively endorsed to show Lessor as an
additional insured and for worker’s compensation as required,
(iii) detailed plans and specifications for such work and (iv) Lessee
agrees that it will have its contractor execute a waiver of mechanic’s lien and
that Lessee will guarantee that any mechanic’s lien placed against the Project
will be
removed by Lessee within thirty (30) days of receipt of notice of intent to file
lien. In addition, before alterations may begin, valid building
permits or other permits or licenses required must be furnished to Lessor, and,
once the alterations begin, Lessee will diligently and continuously pursue their
completion. At Lessor’s option, any alterations may become part of
the realty and belong to Lessor without compensation to Lessee and will pass
title to Lessor under this Lease as by a ▇▇▇▇ of Sale. If requested
by Lessor, Lessee will pay, prior to the commencement of construction, an amount
determined by Lessor necessary to cover the costs of demolishing such
alterations and/or the cost of returning the Premises to their condition before
any such alteration. Lessor may also require Lessee to provide
Lessor, at Lessee’s sole cost and expense, a payment and performance bond in
form acceptable to Lessor, in a principal amount not Less than one and one-half
times the estimated cost of such alterations, to insure Lessor against any
liability for mechanic’s and material men’s liens and to insure completion of
the work.
11.02 Notwithstanding
anything in 11.01, Lessee may, with written consent of Lessor, install trade
fixtures, equipment, and machinery in conformance with the ordinances of the
applicable city and county, and they may be removed upon termination of this
Lease provided the Premises are not damaged by their removal.
11.03 All
private telephone systems and/or other related telecommunications equipment and
lines may not be installed without Lessor’s prior written consent. In
addition, if Lessor gives consent all equipment must be installed within
Lessee’s Premises and, upon termination of this Lease removed and the Premises
restored to the same condition as before such installation.
11.04 Lessee
will pay all costs for alterations and will keep the Premises, the Project and
the underlying property free from any liens arising out of work performed for,
materials furnished, to or obligation incurred by Lessee.
11.05 Lessor
will have the right to construct or permit construction of tenant improvements
in or about the Project for existing and new lessees and to alter any public
areas in and around the Project. Notwithstanding anything which may
be contained in this Lease, Lessee understands this right of Lessor and agrees
that such construction will not be deemed to constitute a breach of this Lease
by Lessor and Lessee waives any such claim which it might have arising from such
construction.
12. FIRE INSURANCES; HAZARD AND
LIABILITY INSURANCE
12.01 Except
as expressly provided as Lessee’s Permitted Use, or as otherwise consented to by
Lessor in writing, Lessee shall not do or permit anything to be done within or
about the Premises which will increase the existing rate of insurance on the
Project or cause the cancellation of any insurance policy covering the
Project. Nor shall Lessee keep, use or sell, or permit
anyone to keep, use or sell, any article in or about the Premises, which may be
prohibited by the standard form of fire and other insurance
policies. Lessee shall, at its sole cost and expense, comply with any
requirements pertaining to the Premises or any insurance organization insuring
the Project and Project-related apparatus. Lessee agrees to pay to
Lessor, as Additional Rent, any increases in premiums on policies resulting from
Lessee’s Permitted Use or other use consented to by Lessor which increases
Lessor’s premiums or requires extended coverage by Lessor to insure the
Premises.
12.02 Lessee,
at all times during the term of this Lease and at Lessee’s sole expense, will
maintain a policy of standard fire and extended coverage insurance with “all
risk” coverage on all Lessee’s improvements and alterations in or about the
Premises and on all personal property and equipment to the extent of at least
ninety percent (90%) of their full replacement value. The proceeds
from this policy will be used by Lessee for the replacement of personal property
and equipment and the restoration of Lessee’s improvements and/or
alterations. This policy will contain an express waiver, in favor of
Lessor, of any right of subrogation by the insurer.
12.03 Lessee,
at all times during the term of this Lease and at Lessee’s sole expense, will
maintain a policy of comprehensive general liability coverage with limits of not
less than $1,000,000 combined single limit for bodily injury and property damage
insuring against all liability of Lessee and its authorized representatives
arising out of or in connection with Lessee’s use or occupancy of the
Premises. This policy of insurance will name Lessor as an additional
insured and will include an express waiver of subrogation by the insurer in
favor of Lessor and will release Lessor from any claims for damage to any person
to the Premises, and to the Project, and to Lessee’s personal property,
equipment, improvements and alterations in or on the Premises of the Project,
caused by or resulting from risks which are to be insured against by Lessee
under this Lease.
12.04 All
insurance required to be provided by Lessee under this Lease will (a) be
issued by an insurance company authorized to do business in the state in which
the Premises are located and which is satisfactory to Lessor, (b) be
primary and noncontributing with any insurance carried by Lessor, and
(c) contain an endorsement requiring at least thirty (30) days prior
written notice of cancellation to Lessor before cancellation or change in
coverage, scope or limit of any policy. Lessee will deliver a
certificate of insurance or a copy of the policy to Lessor within thirty (30)
days of execution of the Lease and will provide evidence of renewed insurance
coverage at each anniversary, prior to the expiration of any current
policies. Lessee’s failure to provide evidence of this coverage to
Lessor may, in Lessor’s sole discretion, constitute a default under this
Lease.
13. INDEMNIFICATION
13.01 Lessee
waives all claims against Lessor for damage to any property in or about the
Premises and for injury to any persons, including death resulting therefrom,
regardless of cause or time of occurrence. Lessee will defend,
indemnify and hold Lessor harmless from and against any and all claims, actions,
proceedings, expenses, damages and liabilities, including
attorneys’ fees, arising out of, connected with, or resulting from any use of
the Premises by Lessee, its employees, agents, visitors or licensees, including,
without limitation, any failure of Lessee to comply fully with all of the terms
and conditions of this Lease, except for any damage or injury which is the
direct result of intentional acts by Lessor, its employees, agents, visitors or
licensees.
14. REPAIRS
14.01 Lessee
shall, at its sole expense, keep and maintain the Premises and every part
thereof (excepting air-conditioning, common use equipment, exterior walls and
roofs, which Lessor agrees to repair unless damages are due to the neglect or
intentional acts of Lessee or its agents, employees, visitors, or licensees),
including interior windows, skylights, doors, any store fronts and the interior
of the Premises, in good and sanitary order, condition and
repair. The standard for comparison and need of repair will be the
condition of the Premises at the time of commencement of this Lease and all
repairs will be made by a licensed and bonded contractor approved by
Lessor.
14.02 Lessee
will not make repairs to the Premises at the cost of Lessor, whether by
deduction of rent or otherwise or vacate the Premises or terminate the Lease
with abatement or termination of rent because repairs are not
made. If during the Term, any alteration, addition or change to the
Premises is required by legal authorities, Lessee, at its sole expense, shall
promptly make the same. Lessor reserves the right to make any such
repairs not repaired or maintained in good condition by Lessee and Lessee shall
reimburse Lessor for all such costs upon demand.
14.03 Lessor
will not be liable for any failure to make any repairs or perform any
maintenance and there will be no abatement of rent, nor liability of Lessor by
reason of any injury to or interference with Lessee’s business arising from the
making or failure to make any repair, alteration or improvement in or to any
portion of the Premises or to Lessee’s fixtures, appurtenances and
equipment.
14.04 If
repairs deemed necessary by Lessor or any government authority are not made by
Lessee within the prescribed time frame as requested in writing, Lessee shall be
in default of this Lease.
15. AUCTIONS, SIGNS,
LANDSCAPING
15.01 Lessee
will not conduct or permit to be conducted any sale by auction on the
Premises. Lessor will have the right to control landscaping and
approve the placement, size, and quality of signs. Lessee will not
make alterations or additions to the landscaping and will not place signs which
are visible from the outside of any buildings of the Project without prior
written consent of Lessor. Lessor will have the right in its sole
discretion to withhold its consent. Any signs not in conformity with
this Lease may be removed by Lessor at Lessee’s expense.
16. ENTRY BY
LESSOR
16.01 Lessee
will permit Lessor and Lessor’s agents to enter the Premises at all reasonable
times for the purpose of inspecting the same, or for the
purpose of maintaining the Project, or for the purpose of making repairs,
alterations or additions to any portion of the Project, including the erection
and maintenance of such scaffolding, canopies, fences and props as may be
required, or for the purpose of posting notices of no responsibility for
alterations, additions or repairs, or for the purpose of showing the Premises to
prospective tenants during the last six months of the Lease Term, or placing
upon the Project any usual or ordinary “for sale” signs, without any rebate of
rents and without any liability to Lessee for any loss of occupation or quiet
enjoyment of the Premises thereby occasioned. Lessee will permit
Lessor at any time within sixty (60) days prior to the expiration of this Lease,
to place upon the Premises any usual or ordinary “to let” or “to lease”
signs. For each of the above purposes, Lessor will at all times have
and retain a key with which to unlock all of the doors in, upon and about the
Premises, excluding Lessee’s vaults and safes and filing
cabinets. Lessee will not alter any lock or install a new or
additional lock or any bolt on any door of the Premises without the prior
written consent of Lessor, which will not be unreasonably
withheld. If Lessor gives its consent, such work shall be undertaken
by a locksmith approved by Lessor, at Lessee’s sole cost, and Lessee will
furnish Lessor with a key. Lessor retains the right to charge Lessee
for restoring any altered doors to their condition prior to the installation of
the new or additional locks.
17. ABANDONMENT
17.01 Lessee
will not vacate or abandon the Premises at any time during the Lease Term or
permit the Premises to remain unoccupied. If Lessee abandons, vacates
or surrenders the Premises, or is dispossessed by process of law, or otherwise,
any personal property belonging to Lessee left in or about the Premises will, at
the option of Lessee be deemed abandoned and may be disposed of by Lessor in the
manner provided for by the laws of the state in which the Premises are
located.
18. LANDLORD’S
LIEN/STORAGE
18.01 As
security for payment of rent, damages and all other payments required to be made
by this Lease, Lessee hereby grants to Lessor a line upon all property of Lessee
now or subsequently located upon the Leased Premises. If Lessee
abandons or vacates any substantial portion of the Leased Premises or is in
default in the payment of any rent or additional rent, damages or other payments
required to be made by this Lease or is in default of any other provision of
this Lease, Lessor may enter upon the Leased Premises, whether by changing or
picking locks, and take possession pursuant to paragraph 22.01 of this Lease of
all or any part of the personal property, and may sell all or any part of the
personal property at a public or private sale, in one or successive sales to the
highest bidder all of Lessee’s title and interest in the personal property sold
to him. The proceeds of the sale of the personal property shall be
applied by Lessor toward the reasonable costs and expenses of the sale,
including attorney’s fees, and then toward the payment of all sums then due by
Lessee to Lessor under the terms of this Lease; any excess remaining shall be
paid to Lessee or any other person entitled thereto by law.
18.02 Any
and all property which may be removed from the Premises by Lessor pursuant to
the authority of this Lease or of law, to which Lessee is or may be entitled,
may be handled, removed and stored, as the case may be, by or
at the direction of Lessor at the risk, cost and expense of Lessee, and Lessor
shall in no event be responsible for the value, preservations or safekeeping
thereof. Lessee shall pay to Lessor, upon demand, any and all
expenses incurred in such removal and all storage charges against such property
so long as the same shall be in Lessor’s possession or under Lessor’s
control. Any such property of Lessee not taken by Lessee from storage
within 30 days after removal from the Premises shall, at Lessor’s option, be
deemed conveyed by Lessee to Lessor under this Lease as by a ▇▇▇▇ of sale
without further payment or credit by Lessor to Lessee.
19. DESTRUCTION
19.01 Should
the Premises or the building on the Premises be partially destroyed by any cause
not the fault of Lessee (or any person in or about the Premises with the
consent, expressed or implied, of Lessee), this Lease will continue in full
force and effect and Lessor, at Lessor’s own cost and expense, will promptly
commence the work of repairing and restoring the Premises to their prior
condition providing that the work can be accomplished under all applicable
government laws and regulations within sixty (60) working days from the date of
damage at a cost not exceeding twenty-five percent (25%) of the total
replacement cost of the Premises. Within thirty (30) days of the
occurrence of partial destruction, Lessor may terminate this Lease as of the
date of the occurrence if nine (9) months or less remain in the Lease
Term.
Should
the Premises or the building in which the Premises are a part be so far
destroyed by any cause not the fault of Lessee (or any person in or about the
Premises with the consent, expressed or implied, of Lessee) that they cannot be
repaired or restored to their former condition within sixty (60) days of the
date of damage or at a cost exceeding twenty-five percent (25%) of the total
replacement cost of the Premises or the building as the case may be, Lessor may
at Lessor’s option either:
A. Continue
this Lease in full force and effect by repairing and restoring, at Lessor’s own
cost and expense, the Premises to their former condition; or
B. Terminate
this Lease by giving Lessee written notice of such termination.
Should
the Premises be partially or totally destroyed by any cause of Lessee, or any
person in or about the Premises with the consent, expressed or implied of
Lessee, this Lease will remain in full force and effect and Lessee shall
immediately commence work to repair the damage and diligently pursue its
completion in accordance with the provisions of paragraph 11
hereof.
Any
insurance proceeds received by Lessor because of the total or partial
destruction of the Premises or the building on the Premises will be the sole
property of Lessor, free from any claims by Lessee, and may be used by Lessor
for whatever purposes Lessor may desire.
Should
Lessor elect to repair and restore the Premises to their former condition, or
should Lessor be required to restore the Premises to their former condition,
there will be a proportional abatement in the amount of rent
payable during the period of repair and restoration as long as Lessee (or any
person in or about the Premises with the consent, expressed or implied of
Lessee) is not the cause of the total or partial destruction. The
rent due under the terms of the Lease will be reduced between the date of
destruction and the date of completion of restoration and repairs based on the
extent to which destruction interferes with Lessee’s use of the
Premises.
20. ASSIGNMENT, SUBLETTING AND
TRANSFERS OF OWNERSHIP
20.01 Lessee
will not, without Lessor’s prior written consent, assign, sell, mortgage,
encumber, convey, or otherwise transfer all or any part of Lessee’s leasehold
estate, or permit the Premises to be occupied by anyone other than Lessee and
Lessee’s employees or sublet the Premises or any portion thereof (collectively
called “Transfer”). Lessee must supply Lessor with any and all
documents deemed necessary by Lessor to evaluate any proposed Transfer at least
sixty (60) days in advance of Lessee’s proposed Transfer date.
20.02 Lessor,
within thirty (30) days after receipt of such documents, may terminate this
Lease on the date the Transfer was to have taken effect; in this event, Lessor
may, but is not obligated to, effect a transfer directly with the
transferee. In the case of a sublease, Lessor will also have the
right to terminate this Lease with respect to that portion of the Premises
subleased or that portion of the term during which the sublease is in effect, in
which event, Lessee’s liability and this Lease will remain in full force and
effect for the remainder of the Premises or term.
20.03 If
Lessor does not terminate this Lease, in whole or in part, as stated in Section
20.02, Lessor will not unreasonably withhold its consent except that such
consent need not be granted if: (a) in the reasonable judgment
of Lessor the transferee is of a character or is engaged in a business which is
not in keeping with the standards of Lessor for the Project; (b) in the
reasonable judgment of Lessor any purpose for which the transferee intends to
use the Premises is not in keeping with the standards of Lessor for the Project;
provided in no event may any purpose for which transferee intends to use the
Premises be in violation of this Lease; (c) the portion of the Premises
subject to the transfer is not regular in shape with appropriate means of
entering and exiting, including adherence to any local, county or other
governmental codes, or is not otherwise suitable for the normal purposes
associated with such a Transfer; or (d) Tenant is in default under this
Lease or any other lease with Lessor.
20.04 In
the event Lessor consents to a Transfer, Lessee will pay Lessor the excess, if
any, of the rent and other charges reserved in the Transfer over the allocable
portion of the rent and other charges hereunder for that portion of the Premises
subject to the Transfer. For the purpose of this section, the rent
reserved in the Transfer will be deemed to include any lump sum payment or other
consideration given to Lessee in consideration for the
Transfer. Lessee will pay or cause the transferee to pay to Lessor
this additional rent together with the monthly installments of rent
due.
20.05 Any
consent to any Transfer which may be given by Lessor, or the acceptance of any
rent, charges or other consideration by Lessor from Lessee or any third party,
will not constitute a waiver by Lessor of the provisions of this Lease or a
release of Lessee from the full performance by it of the
covenants stated herein; and any consent given by Lessor to any Transfer will
not relieve Lessee (or any transferee of Lessee) from the above requirements for
obtaining the written consent of Lessor to any subsequent
Transfer.
20.06 If
a default under this Lease should occur while the Premises or any part of the
Premises are assigned, sublet or otherwise transferred, Lessor, in addition to
any other remedies provided for within this Lease or by law, may at its option
collect directly from the transferee all rent or other consideration becoming
due to Lessee under the Transfer and apply these monies against any sums due to
Lessor by Lessee; and Lessee authorizes and directs any transferee to make
payments of rent or other consideration direct to Lessor upon receipt of notice
from Lessor. No direct collection by Lessor from any transferee
should be construed to constitute a novation or a release of Lessee or any
guarantor of Lessee from the further performance of its obligations in
connection with this Lease.
21. BREACH BY
LESSEE
21.01 Lessee
will be in breach of this Lease if at any time during the term of this Lease
(and regardless of the pendency of any bankruptcy, organization, receivership,
insolvency or other proceedings in law, in equity or before any administrative
tribunal which have or might have the effect of preventing Lessee from complying
with the terms of this Lease):
A. Lessee
fails to make payment of any installment of Base Monthly Rent, Additional Rent,
or of any other sum herein specified to be paid by Lessee; or
B. Lessee
fails to observe or perform any of its other covenants, agreements or
obligations hereunder; or
C. Lessee
becomes insolvent, makes a transfer in fraud of its creditors, makes a transfer
for the benefit of its creditors, voluntarily files for bankruptcy, is adjudged
bankrupt or insolvent in proceedings filed against Lessee, a receiver, trustee,
or custodian is appointed for all or substantially all of Lessee’s assets, fails
to pay its debts as they become due, convenes a meeting of all or a portion of
its creditors, or performs any acts of bankruptcy or insolvency, including the
selling of its assets to pay creditors; or
D. Lessee
has abandoned the Premises.
22. REMEDIES OF LESSOR UPON
LESSEE’S DEFAULT
22.01 Repossession
of Premises: Upon any termination of this Lease, whether by lapse of
time or upon termination of Lessee’s right to possession without termination of
the Lease, Lessee will surrender possession and vacate the Premises immediately
and deliver possession to Lessor. Lessor reserves all rights and
remedies available to it pursuant to the terms and conditions of this Lease as
well as under state law, including but not limited to its statutory right to
change locks. Lessee hereby grants Lessor the full and free right,
whether by changing or picking locks, if necessary, to enter and repossess the
Premises, with or without process of law. Lessee releases Lessor of
any liability for any damage resulting therefrom and waives
any right to claim damage for such re-entry. Lessee also agrees that
Lessor’s right to re-lease or any other right given to Lessor hereunder or by
operation of law is not relinquished.
22.02 Termination
of Lease After Breach: If Lessee breaches this Lease and abandons the
Premises before the end of the term, or if its right to possession is terminated
by Lessor because of Lessee’s breach of this Lease, then this Lease may be
terminated by Lessor at its option. On such termination Lessor may
recover from Lessee, in addition to the remedies permitted by law:
A. The
worth, at the time of the award, of the unpaid Base Monthly Rents and Additional
Rents which had been earned at the time of termination;
B. The
worth, at the time of the award, of the amount by which the unpaid Base Monthly
Rents and Additional Rents which would have been earned after termination until
the time of award exceeds the amount of such rental loss that Lessee proves
could have been reasonably avoided;
C. The
worth, at the time of the award, of the amount by which the unpaid Base Monthly
Rents and Additional Rents for the balance of the Lease Term after the time of
award exceeds the amount of such rental loss for such period that Lessee proves
could be reasonably avoided; and
D. Any
other amount necessary to compensate Lessor for all detriment proximately caused
by Lessee’s breach of its obligations under this Lease, or which in the ordinary
course of events would be likely to result therefrom. The detriment
proximately caused by Lessee’s breach will include, without limitation,
(i) expenses for cleaning, repairing or restoring the Premises,
(ii) expenses for altering, remodeling or otherwise improving the Premises
for the purpose of reletting, (iii) brokers’ fees and commissions,
advertising costs and other expenses of reletting the Premises, (iv) costs
of carrying the Premises such as taxes, insurance premiums, utilities and
security precautions, (v) expenses in retaking possession of the Premises,
(vi) attorneys’ fees and court costs, (vii) any unearned brokerage
commissions paid in connection with this Lease, (viii) parking fees or
occupancy taxes due under the Lease, (ix) reimbursement of any previously
waived Base Rent, Additional Rent, free rent, or reduced rental rate, and
(x) any concession made or paid by Lessor to the benefit of Lessee in
consideration of this Lease including, but not limited to, any moving
allowances, contributions or payments by Lessor or tenant improvements or
build-out allowances, or assumption by Lessor of any of Lessee’s previous lease
obligations.
22.03 Continuation
of Lease After Breach: Notwithstanding the foregoing, in the event Lessee has
breached this Lease, this Lease, at Lessor’s option, will continue in full force
and effect so long as Lessor does not terminate Lessee’s right to possession of
the Premises, and in such event Lessor may enforce all of its rights and
remedies under this Lease, including the right to recover rent as it becomes
due. In addition, Lessor shall not be liable in any way whatsoever
for its failure or refusal to relet the Premises. For purposes of this
Subparagraph 22.03, the following acts by Lessor will not constitute the
termination of Lessee’s right to possession of the premises:
A. Acts
of maintenance or preservation or efforts to relet the Premises, including, but
not limited to, alterations, remodeling, redecorating, repairs, replacements
and/or painting as Lessor shall consider advisable for the purpose of reletting
the Premises or any part thereof; or
B. The
appointment of a receiver upon the initiative of Lessor to protect Lessor’s
interest under this Lease or in the Premises.
22.04 In
the event of bankruptcy, Lessee assigns to Lessor all its rights, title and
interest in the Premises as security for its obligations and covenants set forth
in this Lease.
22.05 Definitions
and Incidental Rights:
A. The
“worth, at the time of the award” of the amounts referred to in 22.02A, and
22.02B, will be computed by allowing interest at the rate of ten percent (10%)
per annum. “The worth, at the time of the award” of the amount
referred to above in 22.02C will be computed by discounting the amount at the
discount rate of the Federal Reserve Bank of San Francisco in effect at the time
of award, plus one percent (1%).
B. Any
efforts by Lessor to lessen the damages caused by Lessee’s breach of this Lease
will not waive Lessor’s right to recover the damages set forth
above.
C. Nothing
herein will be construed to affect other provisions of this Lease regarding
Lessor’s right to indemnification from Lessee for liability arising prior to the
termination of this Lease for personal injuries or property damage.
D. No
right or remedy conferred upon or reserved to Lessor in this Lease is intended
to be exclusive of any other right or remedy granted to Lessor by statute or
common law, and each and every such right and remedy will be
cumulative.
23. SURRENDER OF LEASE NOT
MERGER
23.01 The
voluntary or other surrender of this Lease by Lessee, or a mutual cancellation
thereof, will not work a merger and will, at the option of Lessor, terminate all
or any existing transfers, or may, at the option of Lessor, operate as an
assignment to it of any or all of such transfers.
24. ATTORNEYS FEES /COLLECTION
CHARGES
24.01 In
the event of any legal action or proceeding between the parties hereto, actual
attorneys’ fees and expenses of the prevailing party in any such action or
proceeding will be added to the judgment therein. Should Lessor be
named as defendant in any suit brought against Lessee in connection with or
arising out of Lessee’s occupancy hereunder, Lessee will pay to Lessor its costs
and expenses incurred in such suit, including actual attorneys’
fees.
24.02 If
Lessor utilizes the services of an attorney at law for the purpose of collecting
any rent due and unpaid by Lessee after three (3) days’ written notice to Lessee
of such nonpayment of rent or in connection with any other breach of this Lease
by Lessee, Lessee agrees to pay Lessor actual attorneys’ fees as determined by
Lessor for such services, regardless of the fact that no legal action may be
commenced or filed by Lessor.
25. CONDEMNATION
25.01 If
twenty-five percent (25%) or more of the Premises is taken for any public or
quasi-public purpose by any lawful government power or authority, by exercise of
the right of appropriation, reverse condemnation, condemnation or eminent
domain, or sold to prevent such taking, the Lessee or the Lessor may at its
option terminate this Lease as of the effective date thereof. Lessee
will not because of such taking assert any claim against the Lessor or the
taking authority for any compensation because of such taking, and Lessor will be
entitled to receive the entire amount of any award without deduction for any
estate of interest of Lessee. If less than twenty-five percent (25%)
of the Premises is taken, Lessor at its option may terminate this
Lease. If Lessor does not so elect, Lessor will promptly proceed to
restore the Premises to substantially its same condition prior to such partial
taking, allowing for any reasonable effects of such taking, and a proportionate
allowance will be made to Lessee for the rent corresponding to the time during
which, and to the part of the Premises which, Lessee is deprived on account of
such taking and restoration.
26. RULES AND
REGULATIONS
26.01 Lessee
will faithfully observe and comply with the Rules and Regulations printed on or
attached to this Lease and Lessor reserves the right to modify and amend them as
it deems necessary. Lessor will not be responsible to Lessee for the
nonperformance by any other lessee or occupant of the Project of any of said
Rules and Regulations.
27. ESTOPPEL
CERTIFICATE
27.01 Lessee
will execute and deliver to Lessor, upon not less than ten (10) days prior
written notice, a statement in writing certifying that this Lease is in full
force and effect and that the Base Rent and Additional Rent payable hereunder is
unmodified and in full force and effect (or, if modified, stating the nature of
such modification) and the date to which rent and other charges are paid in
advance, if any, and acknowledging that there are not, to
Lessee’s knowledge, any uncured defaults on the part of Lessor hereunder or
specifying such defaults if they are claimed. Any such statement may
be conclusively relied upon by any prospective purchaser or encumbrancer of the
Premises. Lessee’s failure to deliver such statement within such time
shall be conclusive upon Lessee that (1) this Lease is in full force and
effect, without modification except as may be represented by Lessor;
(2) there are no uncured defaults in Lessor’s performance; and (3) not
more than one (1) month’s rents has been paid in advance.
28. SALE BY
LESSOR
28.01 In
the event of a sale or conveyance by Lessor of the Project the same shall
operate to release Lessor from any liability upon any of the covenants or
conditions, expressed or implied, herein contained 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. This Lease will not be
affected by any such sale, and Lessee agrees to attorn to the purchaser or
assignee.
29. NOTICES
29.01 All
notices, statements, demands, requests, consents, approvals, authorizations,
offers, agreements, appointments, or designations under this Lease by either
party to the other will be in writing and will be considered sufficiently given
and served upon the other party if sent by certified mail, return receipt
requested, postage prepaid.
30. NO
WAIVER
30.01 The
failure of Lessor to insist in any one or more cases upon the strict performance
of any term, covenant or condition of this Lease will not be construed as a
waiver of a subsequent breach of the same or any other covenant, term or
condition; nor shall any delay or omission by Lessor to seek a remedy for any
breach of this Lease be deemed a waiver by Lessor of its remedies or rights with
respect to such a breach.
31. LESSEE’S
INTENT
31.01 If
Lessee intends to vacate the Premises on the Lease Expiration date, Lessee will
give Lessor ninety (90) days prior written notice of such intent to vacate the
Premises. If Lessee remains in the Premises after the Lease
Expiration date, and has not given such prior written notice to Lessor, such
continuance of possession by Lessee will be deemed to be a month-to month
tenancy at the sufferance of Lessor terminable on thirty (30) day notice at any
time by either party. All provisions of this Lease, except those
pertaining to term and rent, will apply to the month-to-month
tenancy. Lessee will pay Base Monthly Rent in an amount equal to 150%
of rents payable for the last full calendar month during the regular
term.
32. PROJECT
PLAN
32.01 In
the event Lessor requires the Premises for use in conjunction with another suite
or for other reasons connected with the Project planning program, Lessor, upon
notifying Lessee in writing, shall have the right to move Lessee to space in the
Project of which the Premises forms a
part, at Lessor’s sole cost and expense (excluding private telephone systems
which Lessee must bear the cost of moving and installing), and the terms and
conditions of the original Lease will remain in full force and effect excepting
that the Premises will be in a new location and the Base Monthly Rent and any
Additional Rent will be adjusted as necessary to reflect any increase or
decrease in square footage. However, if the new space does not meet
with Lessee’s approval, Lessee will have the right to cancel this Lease upon
giving Lessor thirty (30) days’ notice with ten (10) days of receipt of Lessor’s
notification. Should Lessee elect to cancel the Lease as provided in
this paragraph, the effective expiration date will equal the projected move-in
date of the suite Lessor wishes Lessee to move to as indicated in Lessor’s
written notification to Lessee.
33. DEFAULT OF LESSOR/LIMITATION
OF LIABILITY
33.01 In
the event of any default by Lessor hereunder, Lessee agrees to give notice of
such default, by registered mail, to Lessor at Lessor’s Notice Address as stated
in 1.04 and to offer Lessor a reasonable opportunity to cure the
default.
In the
event of any actual or alleged failure, breach or default hereunder by Lessor,
Lessee’s sole and exclusive remedy will be against Lessor’s interest in the
Project, and no partner of Lessor will be sued, be subject to service of
process, or have a judgment obtained against him in connection with any alleged
breach or default, and no writ of execution will be levied against the assets of
any partner, shareholder or officer of Lessor. The covenants and
agreements are enforceable by Lessor and also by any partner, shareholder or
officer of Lessor.
34. EXPANSION
CLAUSE
34.01 If
during the Lease Term, Lessee executes a lease within the Project for space
larger than the present Premises with a lease equal to that which remains on
this Lease or one (1) year, whichever is greater, with a Base Monthly Rent
amount at least equal to the present Base Monthly Rent of this Lease, this Lease
shall be terminated upon the commencement date of the Lease for such substitute
space. Notwithstanding the above-stated, Lessee shall remain
obligated to pay for any adjustments in rent pursuant to Paragraphs 3 and 4 due
Lessor as a result of Lessee’s tenancy hereunder and this obligation shall
survive the termination of this Lease pursuant to this Paragraph
34.
35. SUBORDINATION
35.01 Without
the necessity of any additional document being executed by Lessee for the
purpose of effecting a subordination, and at the election of Lessor or any
mortgagee with a lien on the Project or any ground lessor with respect to the
Project, this Lease will be subject and subordinate at all times to (a) all
ground leases or underlying leases which may now exist or hereafter be executed
affecting the Project, and (b) the lien of any mortgage or deed of trust
which may now exist or hereafter be executed in any
amount for which the Project, ground leases or underlying leases, or Lessor’s
interest or estate in any of said items is specified as security. In
the event that any ground lease or underlying lease terminates for any reason or
any mortgage or deed of trust is foreclosed or a conveyance in lieu of
foreclosure is made for any reason, Lessee will, notwithstanding any
subordination, attorn to and become the Lessee of the successor in interest to
Lessor, at the option of such successor in interest. Lessee covenants
and agrees to execute and deliver, upon demand by Lessor and in the form
requested by Lessor any additional documents evidencing the priority or
subordination of this Lease with respect to any such ground lease or underlying
leases or the lien of any such mortgage or deed of trust. Lessee
hereby irrevocably appoints Lessor as attorney-in-fact of Lessee to execute,
deliver and record any such document in the name and on behalf of
Lessee.
36. MISCELLANEOUS
PROVISIONS
36.01 Whenever
the singular number is used in this Lease and when required by the context, the
same will include the plural, and the masculine gender will include the feminine
and neuter genders, and the word “person” will include corporation, firm,
partnership, or association. If there be more than one Lessee, the
obligations imposed upon Lessee under this Lease will be joint and
several.
36.02 The
headings or titles to paragraphs of this Lease are not a part of this Lease and
will have no effect upon the construction or interpretation of any part of this
Lease.
36.03 This
instrument contains all of the agreements and conditions made between the
parties to this Lease and may not be modified orally or in any other manner than
by an agreement in writing signed by duly authorized representatives of all
parties to this Lease. Lessee acknowledges that neither Lessor nor
Lessor’s agents have made any representation or warranty as to the suitability
of the Premises to the conduct of Lessee’s business. Any agreements,
warranties or representations not expressly contained herein will in no way bind
either Lessor or Lessee, and Lessor and Lessee expressly waive all claims for
damages by reason of any statement, representation, warranty, promise or
agreement, if any, not contained in this Lease.
36.04 Time
is of the essence of each term and provision of this Lease.
36.05 Except
as otherwise expressly stated, each payment required to be made by Lessee is in
addition to and not in substitution for other payments to be made by
Lessee.
36.06 Subject
to Paragraph 20, the terms and provisions of this Lease are binding upon and
inure to the benefit of the heirs, executors, administrators, successors and
assigns of Lessor and Lessee.
36.07 All
covenants and agreements to be performed by Lessee under any of the terms of
this Lease will be performed by Lessee at Lessee’s sole cost and expense and
without any abatement of rent.
36.08 In
consideration of Lessor’s covenants and agreements hereunder, Lessee hereby
covenants and agrees not to disclose any terms, covenants
or conditions of this Lease to any other party without the prior written consent
of Lessor.
36.09 If
Lessee shall request Lessor’s consent and Lessor shall fail or refuse to give
such consent, Lessee shall not be entitled to any damages for any withholding by
Lessor of its consent; Lessee’s sole remedy shall be an action for specific
performance or injunction, and such remedy shall be available only in those
cases where Lessor has expressly agreed in writing not to unreasonably withhold
its consent or where as a matter of law Lessor may not unreasonably withhold its
consent.
36.10 It
is hereby acknowledged by Lessee that Lessor, on or about January 1, 1996,
entered into that one certain Assignment of Leases and Rents, in favor of
Business Men’s Assurance Company of America, a Missouri Corporation (“Lender”)
which was so entered into by Lessor in connection with a certain financing
transaction in favor of Lender. Reference thereto is hereby made for
all purposes. The Assignment of Leases and Rents constitutes a
security interest on the Base Monthly Rent and Additional Rent Payable
hereunder. The Assignment of Leases and Rents was entered into by
Lessor in connection with the execution of a Deed of Trust, Assignment of Leases
and Rents, Security Agreement and Financing Statement (“Deed of Trust”), also in
connection with such financing transaction. Such Deed of Trust
constitutes a lien on the Project and the Premises. Lessee hereby
agrees, upon request of Lessor or Lender to enter into a Subordination,
Non-Disturbance and Attornment Agreement, with Lender, in form and substance
satisfactory to Lender, subordinating this Lease to the lien of the Deed of
Trust and the Assignment of Leases and Rents. Further, upon notice of
an event of default, as provided for under the terms of the Assignment of Leases
and Rents, and under the terms of the Deed of Trust, from Lender, Lessee is
hereby authorized to pay all rentals hereunder directly to Lender.
37. DEPOSIT
AGREEMENT
37.01 Lessor
and Lessee hereby agree that Lessor will be entitled to immediately endorse and
cash Lessee’s good faith rent and the Security Deposit check(s) accompanying
this Lease. It is further agreed and understood that such action will
not guarantee acceptance of this Lease by Lessor, but, in the event Lessor does
not accept this Lease, such deposits will be refunded in full to
Lessee. This Lease will be effective only after Lessee has received a
copy fully executed by Lessor.
38. GOVERNING
LAW
38.01 This
Lease is governed by and construed in accordance with the laws of the state in
which the Premises are located, and venue of any suit will be in the county
where the Premises are located.
39. NEGOTIATED
TERMS
39.01 This
Lease is the result of the negotiations of the parties and has been agreed to by
both Lessor and Lessee after prolonged discussion.
40. SEVERABILITY
40.01 If
any provision of this Lease is found to be unenforceable, all other provisions
shall remain in full force and effect.
41. LANDLORD’S
LIEN
41.01 LESSOR
HEREUNDER WILL HAVE THE BENEFIT OF, AND THE RIGHT TO, ANY AND ALL LANDLORD’S
LIENS PROVIDED UNDER THE LAW BY WHICH THIS LEASE IS GOVERNED.
42. SPECIAL
PROVISIONS
All underground parking spaces are at
no additional cost. ▇▇▇▇ ▇▇▇▇▇▇▇ & Associates and their
Affiliated Companies will be assigned all the reserved
underground parking spaces (except for any spaces that have been previously reserved for NON
▇▇▇▇ ▇▇▇▇▇▇▇ & Associates and Affiliated Tenants).
Rent that
is due by all ▇▇▇▇ ▇▇▇▇▇▇▇
& Associates Affiliated Companies that is so designated on exhibit
“C” (attached) will also adhere to all
the provisions of this “Master
Lease” 8% Cap on Expenses
43. OPTION TO RENEW
LEASE
43.01 Provided
Lessee is not in default of the Lease at the time it exercises this option or
has not been in default during any other period of the Lease Term, Lessee is
hereby granted the option to renew this Lease for an additional
period
5
years at a lease rate to be determined in the last year of the existing
lease and no later than six (6)
months prior to the end of the lease expiration date. In the
event Lessor and Lessee are unable to agree as to the terms, conditions and
rental applicable to such renewed term with six (6) months prior to the
expiration of the initial term, the parties hereto shall have no further
obligation hereunder.
IN
WITNESS WHEREOF, Lessor and Lessee have executed this Lease as of the day and
year indicated by Lessor’s execution date as written
below. Individuals signing on behalf of a Lessee warrant that they
have the authority to bind their principals. In the event that Lessee
is a corporation, Lessee shall deliver to Lessor, concurrently with the
execution and delivery of this Lease, a certified copy of corporate resolutions
adopted by Lessee a authorizing said corporation to enter into and perform the
Lease and authorizing the execution and delivery of the Lease on behalf of the
corporation by the parties executing and delivering this Lease.
|
LESSOR
|
LESSEE
|
|||
|
▇▇▇▇▇▇▇▇ PLACE PARTNERS,
LTD.
|
▇▇▇▇, ▇▇▇▇▇▇▇ & ASSOCIATES,
P.C.
|
|||
|
By:
|
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
|
By:
|
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
|
|
|
▇▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇, Chairman
|
▇▇▇▇
▇▇▇▇▇▇▇, President
|
|||
|
DATE: 6/15/07
|
DATE:
|
|||
Lease doc
21802
EXHIBIT
“A”
BEING a
tract of land situation in the ▇▇▇▇▇ ▇▇▇▇▇▇▇ Survey, Abstract ▇▇. ▇▇▇▇, ▇▇▇▇
▇▇▇▇▇ ▇▇. ▇▇▇▇, ▇▇▇▇ of Dallas, Dallas County, Texas, and being the same tract
of land described in the deed recorded in Volume 83045, Page 494 of the Deed
Records of Dallas County, Texas, and being more particularly described as
follows:
BEGINNING
at a 5/8-inch iron rod in the South line of ▇▇▇▇▇▇▇▇ ▇▇▇▇ (a 60 foot
right-of-way), said iron rod also being the Northeast corner of Sunscape
Addition, an addition to the City of Dallas, Texas as recorded in Volume 77251,
Page 10, Deed Records, Dallas County, Texas, said iron rod also being South 89
degrees 50 minutes 00 seconds West, a distance of 330.00 feet from the
intersection of the South line of ▇▇▇▇▇▇▇▇ ▇▇▇▇ and the West line of Montfort
Drive (a 60 foot right-of-way);
THENCE
North 89 degrees 50 minutes 00 seconds East along said South line of ▇▇▇▇▇▇▇▇
▇▇▇▇ a distance of 150.00 feet to a 1/2-inch iron rod for
corner;
THENCE
South 00 degrees 33 minutes 00 seconds East a distance of 474.98 feet to a
5/8-inch iron rod for corner in the South line of City Block
7015;
THENCE
North 89 degrees 54 minutes 25 seconds West along said South line of City Block
7015 a distance of 150.00 feet to a 5/8-inch iron rod for corner at
the Southeast corner of said Sunscape Addition;
THENCE
North 00 degrees 33 minutes 00 seconds West along the East line of said Sunscape
Addition a distance of 474.30 feet to the POINT OF BEGINNING and containing
71,193 square feet or 1.6344 acres of land.
EXHIBIT
“B”
A. AGREEMENT
A.1 Lessor
and Lessee agree to the construction of improvements in the Premises according
to the terms and conditions of the Lease and this Exhibit “B”.
A.2 Lessor
will provide Lessee with final detailed plans and specifications of all proposed
improvements on or before N/A.
A.3 Lessee
will return to Lessor a copy of said final detailed plans and specifications
approved by Lessee on or before N/A, subject to the
provisions of paragraph D.1 Delays of this Exhibit “B”.
A.4 Any
changes required by Lessee to final plans and specifications previously approved
by both Lessor and Lessee, shall be approved by Lessor at its sole discretion,
subject to the provisions of paragraph D.1 Delays of this Exhibit
“B”.
A.5 Lessor
will complete all final proposed improvements to the best of its ability on or
before N/A,
subject to the provisions of paragraph D.2 Delays of this Exhibit
“B”.
B. LESSEE
PAID IMPROVEMENTS
B.1 N/A
C. METHOD
OF PAYMENT
C.1 $ N/A is to
be paid by Lessee to Lessor subject to the provisions of E.3 of this Exhibit “B”
in the manner stated below:
D. DELAYS
D.1 Should
Lessee not submit approved final plans and specifications to Lessor by the date
indicated in paragraph A.3 of this Exhibit “B”, Lessor will not be subject to
any liability and the validity of this Lease will not be affected in any
way. However, Lessor also reserves the right, at its sole discretion,
to terminate this Lease.
D.2 The
commencement of rent on the date specified in paragraph 1.06 of this Lease will
not be postponed or waived and Lessor will not be subject to any liability
if:
|
|
(i)
|
Lessee
is the cause of any delay in construction. By way of example,
including but not limited to: Lessee’s request for a delay; the
installation of Lessee’s trade fixtures and/or equipment; Lessee’s request
for additional improvements after plans and specifications have been
approved as described in paragraph
A.3,
|
|
|
(ii)
|
Lessor
is unable to complete all improvements by the date indicated in A.5 of
this Exhibit “B” due to circumstances beyond Lessor’s reasonable control,
including but not limited to: requirements by any governing
authority; shortages; strikes; material delivery delays; or acts of
God.
|
E.
ADDITIONAL COSTS
E.1 Any
changes required by any governing authority to Lessee approved final plans and
specifications to conform to local, state or federal laws will be at the sole
cost of Lessee, in addition to any other previously agreed upon improvement
costs, if such changes are determined to be for the lessee’s special use and not
part of the general requirements of Lessor to Lease space at the Project, in
accordance with the provisions of paragraph E.3 of this Exhibit
“B”.
E.2 Should
any changes to previously approved plans and specifications be required by
Lessee:
|
|
(i)
|
the
cost of such revised final plans and specifications shall be at the sole
cost of Lessee;
|
|
|
(ii)
|
the
cost of any changes resulting from such revised plans and specifications
shall be at the sole cost and expense of Lessee; and such charges shall be
subject to the provisions of paragraphs D and E.3 of this Exhibit
“B”.
|
E.3 Any
additional costs including costs of revised construction drawings, incurred as a
result of the changes described in paragraphs E.1 and E.2 above, or if for any
other reason the actual costs of improvements exceed Lessor’s estimated
improvement costs, (a) such costs or expenses shall be paid by Lessee to
Lessor immediately upon receipt by Lessee of Lessor’s itemized notice, or
(b) such costs or expenses shall be amortized and included in the Base
Monthly Rent for the duration of the Lease Term.
▇. ▇▇▇▇▇▇’▇
PAID IMPROVEMENTS
F.1 Lessor
at its sole cost will provide the following improvements:
▇/▇
▇▇▇▇▇▇▇▇
▇▇▇▇▇ - ▇▇▇ & AFFILIATED COS. - BASE YEAR 6/30/2008
EXHIBIT
C
4/18/2007
|
SUITE
#
|
RATE
|
TENANT
NAME
|
SQ.
FT.
|
%
OF BLD
|
MONTHLY
|
ANNUAL
RENT
|
LEASE
EXP.
|
||||||||||||||||
|
100
|
$ | 18.00 |
▇▇▇▇,
▇▇▇▇▇▇▇ (III : I EMP)
|
2,850 | 5.2657 | % | 4,275.00 | $ | 51,300.00 |
6/30/2012
|
|||||||||||||
|
120
|
$ | 18.00 |
▇▇▇▇,
▇▇▇▇▇▇▇ (TRUST DEPT.)
|
6/30/2012
|
|||||||||||||||||||
|
130
|
$ | 18.00 |
▇▇▇▇,
▇▇▇▇▇▇▇ (MKT. & DENTAL PL.)
|
1,480 | 2.7345 | % | 2,220.00 | $ | 26,640.00 |
6/30/2012
|
|||||||||||||
|
155
|
$ | 18.00 |
DCMI
|
2,697 | 4.9830 | % | 4,045.50 | $ | 48,546.00 |
6/30/2012
|
|||||||||||||
|
160
|
$ | 18.00 |
▇▇▇▇,
▇▇▇▇▇▇▇ (ACCOUNTING DEPT.)
|
3,032 | 5.6020 | % | 4,548.00 | $ | 54,576.00 |
6/30/2012
|
|||||||||||||
|
175
|
$ | 18.00 |
▇▇▇▇,
▇▇▇▇▇▇▇ (TAX DEPT.)
|
4,165 | 7.6953 | % | 6,247.50 | $ | 74,970.00 |
6/30/2012
|
|||||||||||||
|
190
|
$ | 18.00 |
▇▇▇▇,
▇▇▇▇▇▇▇ (III : I FMR)
|
3,891 | 7.1890 | % | 5,836.50 | $ | 70,038.00 |
6/30/2012
|
|||||||||||||
|
250
|
$ | 18.00 |
▇▇▇▇,
▇▇▇▇▇▇▇ (all second floor space)
|
25,524 | 47.1584 | % | 38,286.00 | $ | 459,432.00 |
6/30/2012
|
|||||||||||||
|
TOTAL:
|
CWA
OCCUPANCY FOR MASTER LEASE
|
43,639 | |||||||||||||||||||||
|
TOTAL
BUILDING SQUARE FOOTAGE
|
54,124 | ||||||||||||||||||||||
|
TOTAL
BUILDING OCCUPANCY
|
|||||||||||||||||||||||
|
CWA
& AFFILIATES PORTION OF BUILDING
|
80.63 | % | 0 | 65,458.50 | $ | 785,502.00 | |||||||||||||||||
▇▇▇▇▇▇▇▇
PLACE
TYPICAL
MONTHLY / QUARTERLY / ANNUAL EXPENSES
|
(EXHIBIT
“D”) ▇▇▇▇▇▇▇▇ PLACE GENERAL EXPENSE ITEMS
|
||||||||||||||||||||||
|
5/3/2007
|
||||||||||||||||||||||
|
ACCOUNTS
PAYABLE
|
SPECIALTY
|
TERM
|
MONTH
|
QUARTER
|
ANNUAL
|
TOTAL
|
||||||||||||||||
|
▇▇▇▇,
▇▇▇▇▇▇▇ & ASSOCIATES
|
ACCOUNTING
|
12 | $ | 425.00 | $ | 5,100.00 | ||||||||||||||||
|
▇▇▇▇,
▇▇▇▇▇▇▇ & ASSOCIATES
|
TAX
PREP.
|
1 | $ | 2,200.00 | $ | 2,200.00 | ||||||||||||||||
|
▇▇▇▇,
▇▇▇▇▇▇▇ & ASSOCIATES
|
1099
PREP.
|
1 | $ | 600.00 | $ | 600.00 | ||||||||||||||||
|
STANDARD
SECURITY SYSTEMS
|
MONITOR
|
4 | $ | - | $ | 324.75 | $ | 1,299.00 | ||||||||||||||
|
STANDARD
SECURITY SYSTEMS
|
KEY
CARDS
|
4 | $ | 121.78 | $ | 487.12 | ||||||||||||||||
|
AIR
BAND COMMUNICATIONS
|
SECURITY
|
12 | $ | 106.19 | $ | 1,274.28 | ||||||||||||||||
|
UNITED
ELEVATOR
|
ELEVATOR
/ SCH.
|
12 | $ | 373.69 | $ | 4,484.28 | ||||||||||||||||
|
STATE
ELEVATOR CERTIFICATE
|
ELEVATOR
|
1 | $ | 60.00 | $ | 60.00 | ||||||||||||||||
|
AT&T
|
ELEVATOR/FIRE
TEL.
|
12 | $ | 83.47 | $ | 1,001.64 | ||||||||||||||||
|
▇▇▇▇▇▇
CLEANING
|
MAINT. &
CLEANING
|
52 | $ | 1,080.00 | $ | 56,160.00 | ||||||||||||||||
|
JANPAK/
DALLAS
|
CLEAN
/ PRODUCTS
|
12 | $ | 350.00 | $ | 4,200.00 | ||||||||||||||||
|
CONTRACT
LABOR
|
MISC.
LABOR
|
4 | $ | 600.00 | $ | 2,400.00 | ||||||||||||||||
|
PROPERTY
TAXES
|
TAXES
|
12 | $ | 8,750.00 | $ | 105,000.00 | ||||||||||||||||
|
NATIONWIDE
INSURANCE
|
INSURANCE
|
12 | $ | 579.25 | $ | 6,951.00 | ||||||||||||||||
|
CITY
OF DALLAS
|
WATER
|
12 | $ | 875.00 | $ | 10,500.00 | ||||||||||||||||
|
LOWES
|
PARTS
/ SUPPLIES
|
12 | $ | 400.00 | $ | 4,800.00 | ||||||||||||||||
|
CHAMPION
WASTE SERVICES
|
TRASH
DISPOSAL
|
12 | $ | 247.84 | $ | 2,974.08 | ||||||||||||||||
|
▇▇▇▇▇
▇▇▇▇▇ / ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
|
PAINT
|
12 | $ | 80.00 | $ | 960.00 | ||||||||||||||||
|
CHANCE
MAINTENANCE
|
LANDSCAPE
MAINT.
|
12 | $ | 242.63 | $ | 2,911.56 | ||||||||||||||||
|
LANDSCAPE
MAINT. OTHERS
|
LANDSCAPE
MAINT.
|
4 | $ | 400.00 | $ | 1,600.00 | ||||||||||||||||
|
VICTORIAN
GARDENS
|
INTERIOR
PLANTS
|
12 | $ | 541.25 | $ | 6,495.00 | ||||||||||||||||
|
AIRE
DYNAMICS
|
MAINTENANCE
|
4 | $ | 345.00 | $ | 1,380.00 | ||||||||||||||||
|
AIRE
DYNAMICS
|
MAINTENANCE
/SCH.
|
4 | $ | 1,200.00 | $ | 4,800.00 | ||||||||||||||||
|
REXEL-▇▇▇▇▇▇▇
|
LIGHT
BULBS
|
12 | $ | 60.00 | $ | 720.00 | ||||||||||||||||
|
NAUTILUS
INVESTMENTS
|
BLD.
MANAGEMENT
|
12 | $ | 2,000.00 | $ | 24,000.00 | ||||||||||||||||
|
RELIANT
ENERGY
|
ELECTRICITY
|
12 | $ | 9,166.67 | $ | 110,000.04 | ||||||||||||||||
|
CITY
OF DALLAS
|
LICENSES
|
2 | $ | 175.00 | $ | 350.00 | ||||||||||||||||
|
▇▇▇▇▇
& ASSOCIATES
|
TAX
PROTEST
|
1 | $ | 1,500.00 | $ | 1,500.00 | ||||||||||||||||
|
ALL
OTHER REPAIR & MAINT. EXPENSES
|
MISC.
ITEMS
|
12 | $ | 3,400.00 | $ | 40,800.00 | ||||||||||||||||
|
TOTAL
TYPICAL EXPENSES
|
12 | $ | 33,750.67 | $ | 405,008.00 | |||||||||||||||||
|
BUILDING
SQUARE FOOTAGE
|
54,124
|
$ | 405,008.00 | $ | 33,750.67 | $ | 7.48 | |||||||||||||||
▇▇▇▇▇▇▇▇
PLACE
TYPICAL
MONTHLY / QUARTERLY / ANNUAL EXPENSES
|
(EXHIBIT
“D” page 2) REPAIR & MAINTENANCE ITEMS INCLUDE
|
|||||||
|
5/3/2007
|
|||||||
|
PAINT
& CAULKING
|
|||||||
|
HVAC
SERVICING & REPAIR
|
|||||||
|
PLUMBING
|
|||||||
|
CARPET
CLEANING
|
|||||||
|
WINDOW
WASHING
|
|||||||
|
ROOF
REPAIR
|
|||||||
|
PARKING
LOT STRIPING
|
|||||||
|
LIGHT
BULBS & BALLAST
|
|||||||
|
AIR
FILTERS
|
|||||||
|
DRINKING
FOUNTAINS
|
|||||||
|
MARBLE
RESTORATION & REPAIR
|
|||||||
|
TILE
REPAIR
|
|||||||
|
CONCRETE
REPAIR
|
|||||||
|
CEILING
TILE REPAIR
|
|||||||
|
INSULATION
|
|||||||
|
WALLPAPER
REPAIR
|
|||||||
|
LIGHT
FIXTURE REPAIR
|
|||||||
|
FIRE
SPRINKLER SYSTEM REPAIR
|
|||||||
|
SECURITY
SYSTEM UPDATE & REPAIR
|
|||||||
|
KEY
CARD SYSTEM UPDATE & REPAIR
|
|||||||
|
CAMERA
SYSTEM REPAIR & ADDITIONS
|
|||||||
|
AIR
HANDLER SYSTEM REPAIR
|
|||||||
|
THERMOSTATS
REPAIR & REPLACEMENT
|
|||||||
|
AIR
FLOW CONTROLLER REPAIR
|
|||||||
|
AIR
DUCT REPAIR
|
|||||||
|
ELECTRICAL
PANELS
|
|||||||
|
CIRCUIT
BREAKER REPLACEMENTS
|
|||||||
|
LANDSCAPE
SPRINKLER SYSTEM REPAIR
|
|||||||
|
LANDSCAPE
MATERIALS
|
|||||||
|
CONCRETE
& BLOCK WALLS
|
|||||||
|
SPECIALIZED
LIGHTING REPAIR
|
|||||||
|
DOOR
& LOCK REPAIR
|
|||||||
|
WINDOW
REPAIR
|
|||||||
|
EXHIBIT
“E”
|
|||||||||||||||||||||||||||
|
EXAMPLE
OF BASE YEAR CALCULATION FOR ▇▇▇▇, ▇▇▇▇▇▇▇
|
|||||||||||||||||||||||||||
|
(This
is only an example and is an estimate of how a base year calculation
works)
|
|||||||||||||||||||||||||||
|
6/15/2007
|
|||||||||||||||||||||||||||
|
▇▇▇▇,
▇▇▇▇▇▇▇ HAS A 8% BASE YEAR STOP FOR THE 5 YEAR TERM STARTING
7/1/2007
|
|||||||||||||||||||||||||||
|
YEAR
|
BASE
YEAR
|
est.
Exp.
|
Bld.
B.R./ s.f.
|
$
increase/ Yr.
|
cumulative
Total%
|
CWA
max. %
inc.
|
CWA
B.R. / s.f.
|
||||||||||||||||||||
|
2007
|
2007
|
$ | 7.50 | ||||||||||||||||||||||||
|
2008
|
2
|
$ | 8.00 | $ | 0.50 | $ | 0.50 | 6.67 | % | 8.00 | % | $ | 0.50 | ||||||||||||||
|
2009
|
3
|
$ | 9.00 | $ | 1.50 | $ | 1.00 | 20.00 | % | 16.00 | % | $ | 1.20 | ||||||||||||||
|
2010
|
4
|
$ | 10.00 | $ | 2.50 | $ | 1.00 | 33.33 | % | 24.00 | % | $ | 1.80 | ||||||||||||||
|
2011
|
5
|
$ | 9.75 | $ | 2.25 | $ | (0.25 | ) | 30.00 | % | 32.00 | % | $ | 2.25 | |||||||||||||
|
2012
|
(6
months)
|
$ | 9.55 | $ | 2.05 | $ | (0.20 | ) | 27.33 | % | $ | 1.03 | |||||||||||||||
|
EXHIBIT
“F”
|
|
|
▇▇▇▇▇▇▇▇
PLACE CAPITAL IMPROVEMENTS - TYPICAL
|
|
|
5/3/2007
|
|
|
TENANT
IMPROVEMENTS ON NEW LEASE IN SUITE
|
|
|
NEW
WALLS / INCLUDING DRYWALL & STUDS
|
|
|
NEW
DOORS WHERE NEEDED
|
|
|
NEW
CEILING TILE WHERE NEEDED
|
|
|
NEW
ROLL SHADES OR BLINDS
|
|
|
NEW
CARPET
|
|
|
NEW
VCT OR VINYL FLOORING WHERE NEEDED
|
|
|
NEW
LIGHT FIXTURES
|
|
|
PLUMBING
PER PLAN
|
|
|
NEW
KITCHEN CABINETS & COUNTER TOPS
|
|
|
NEW
ELECTRICAL SWITCHES & OUTLETS PER PLAN
|
|
|
NEW
FIRE SPRINKLER HEADS WHERE NEEDED
|
|
|
NEW
SUPPLY DUCTS & RETURN AIR GRILLS AS NEEDED
|
|
|
PAINT
SUITE
|
|
|
WALLPAPER
IN SPECIFIC OFFICES
|
|
|
NEW
SUITE SIGN & DIRECTORY STRIP
|
|
|
NEW
FRONT DOOR KEYS
|
|
|
COMMON
AREA CAPITAL IMPROVEMENTS
|
|
|
REMODELING
OF COMMON RESTROOMS
|
|
|
REMODELING
OF ATRIUM
|
|
|
TOTAL
REPLACEMENT OF HVAC UNIT VERSES COMPONENTS
|
|
|
TOTAL
REPLACEMENT OF ELEVATOR
|
|
|
TOTAL
REPLACEMENT OF ROOF
|