INDUSTRIAL LEASE AGREEMENT
THIS LEASE is made this 20th day of May, 1999 between CLO Enterprises
as LESSOR, and Circle Group Internet, Inc. as LESSEE.
LESSOR hereby leases to LESSEE, and LESSEE hereby leases from LESSOR,
the following described premises, hereinafter referred to as "the premises", in
the Village of Mundelein, County of Lake, State of Illinois.
To wit: 13,018 rentable square feet of space, within 43,493 total
rentable square feet of building space, located at ▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. LESSEE's address will be ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇
▇▇▇▇▇ which will be used only for a term of five (5) years, beginning SEE RIDER
TO LEASE for which LESSEE agrees to pay to LESSOR a total of SEE RIDER TO LEASE
as rent, in monthly installments as listed below, each due and payable on the
first day of each and every month of the term hereof, in advance at, CLO
Enterprises ▇/▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇ ▇.▇. ▇▇▇▇▇▇▇ ▇▇., ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, or at
such other place as LESSOR may designate from time to time, in writing. LESSEE
agrees to use and occupy the premises only for the permitted use of in-line
skating, cycling, and skate boarding and for no other purpose without LESSOR's
consent.
LESSEE shall have the option to renew the lease term for an additional
five (5) year term provided LESSEE gives LESSOR written notice not less than six
(6) months prior to the end of the primary term, and provided LESSEE is in full
compliance and not in default of this lease at the time the renewal option is
exercised. SEE RIDER TO LEASE.
Concurrently, with its execution of this lease, LESSEE shall deliver to
LESSOR a check in the amount of $12,693.00 as security for the performance by
LESSEE of every covenant and condition of this lease. Said deposit may be
commingled with other funds of LESSOR, and shall bear no interest. If LESSEE
shall default with respect to any covenant or condition of this lease,
including, but not limited to the payment of any sum in default or any sum which
LESSOR may be required to spend by reason of LESSEE's default, then LESSOR may
use such portion of the security deposit as necessary to cover or compensate for
such default. In the event LESSOR so uses the security deposit in part or in
whole, LESSEE will restore security deposit to the required amount upon notice
of said default plus a processing fee of $50.00 for each incident. Should LESSEE
comply with all of the covenants and conditions of this lease, the security
deposit or any balance thereof shall be returned to LESSEE at the expiration of
the term thereof subject to Article 35. SEE RIDER TO LEASE.
LESSOR and LESSEE further agree as follows:
1. POSSESSION AT BEGINNING OF TERM: LESSEE shall be entitled to
possession of the premises when the "work" (as defined in Exhibit "A") is
"substantially completed" (as defined in Exhibit "A") subject to early access to
the premises by LESSEE
as provided under Article 7 of Exhibit "A") LESSOR shall use due diligence to
give possession as nearly as possible at the beginning of the lease term of this
lease which is SEE RIDER TO LEASE, and rent shall ▇▇▇▇▇ pro rate for the period
of delay in so doing. LESSEE shall make no other claim against LESSOR for any
such delay.
2. INSURANCE: LESSEE shall pay LESSOR as additional rent its pro rata
share of the building insurance in monthly installments equal to 1/12th of the
most recent insurance premium. LESSOR shall notify LESSEE on the anniversary
date of the insurance policy if any adjustments are required to the monthly
installments and provide LESSEE copy of the insurance premium evidencing said
adjustment. LESSEE shall comply with all insurance regulations so the lowest
fire, lightning, explosion, extended coverage and liability insurance rates may
be obtained; and nothing shall be done or kept in or on the premises for any of
such insurance on the premises or on any building of which the premises are a
part or any contents located therein, over the rate usually obtained for the
proper use of the premises permitted by this lease or which will cause
cancellation of any such insurance.
If during the term of this lease the annual premium for fire and
(what is commonly known as) extended coverage insurance increases due to
LESSEE's use within the premises. then LESSEE shall pay, as additional rent, the
amount of such increase, which amount shall be payable within (10) ten days from
the date of LESSOR's notice of an amount so due hereunder.
3. INDEMNITY AND PUBLIC LIABILITY: LESSEE covenants at all times to
save LESSOR harmless from all loss, liability, cost or damages that may occur or
be claimed with respect to any person or persons, corporation, or property on or
about the premises or to the property itself resulting from any att done or
omission by or through the LESSEE, its agents, employees, invitees, or any
person on the premises by reason of LESSEE's use of property and all loss, cost,
liability, or expense resulting there from up to the limits of liability
insurance required by this lease. LESSEE further covenants and agrees to
maintain at all times, during the term of this lease, comprehensive public
liability insurance in which the premises am located and satisfactory to LESSOR,
properly protecting and indemnifying LESSOR in an amount of not less than TWO
MILLION DOLLARS ($2,000,000.00). combined single limit for bodily injury or
property damage. LESSEE shall furnish LESSOR with a current certificate or
certificate of insurance, coverage such insurance so maintained by LESSEE. These
copies or certificate shall include an endorsement which states that such
insurance shall not be canceled without thirty days prior written notice to
LESSOR. LESSOR shall be named as additional insured on the liability insurance
policy. LESSEE shall carry adequate workmen's compensation insurance and also
provide evidence of said insurance to LESSOR.
4. ASSIGNMENT AND SUBLEASE: LESSEE shall not assign, transfer or
encumber this lease and shall nol sublease the premises or any
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part thereof or allow any other person to be in possession thereof without the
prior written consent of LESSOR, in each and every instance, which consent or
consents shall not he unreasonably withheld.
5. SIGNS AND ADVERTISEMENTS: LESSEE shall not put upon nor permit to be
put upon any part of the premises, any signs, billboards or advertisements
whatever, without the prior written consent of LESSOR.
6. ACCEPTANCE, MAINTENANCE AND REPAIR: LESSEE has inspected and knows
the condition of the premises and accepts the same in their present condition
(subject to ordinary wear, tear, and deterioration in the event the term
commences after the date hereof and to the rights of present of former occupant
or occupants, if any, to remove movable property). LESSOR shall take good care
of the premises and the equipment and fixtures therein (including but not
limited to replacement of parts and components of heating and air conditioning
equipment and by maintaining records of semi-annual maintenance checks by a
qualified technician) and shall keep the same in good working order and
condition, including particularly but not limited to protecting water pipes,
heating and air conditioning equipment. plumbing. windows, doors, frames, dock
bumpers, fixtures, appliances, and sprinkler system from becoming frozen or
being damaged, and shall keep the premises and the approaches, sidewalks.
parking areas, landscaped areas and the alleys adjacent thereto, if any. clean.
sightly and free from ice and snow LESSEE shall pay as additional rent its pro
rata share of maintenance and repairs in monthly installments equal to 1/12th of
the most recent maintenance and repair expenses or mutually agreed upon estimate
provided by LESSOR. At the expiration of the term, LESSEE shall surrender the
premises broom clean, in as good condition as the reasonable use thereof will
permit. All damage or injury to the premises not caused by fire or other
casualty and all damage to glass. windows, walls. ceilings, flooring and doors
shall be promptly repaired by the LESSEE.
7. LESSOR'S RIGHT OF ENTRY: LESSOR or LESSOR's agent may enter the
premises at reasonable hours to examine the premises and to do anything LESSOR
may be required to hereunder or which LESSOR may deem necessary for the good of
the premises or any building of which they are a part; and, during the last 180
days of this lease, LESSOR may display a "For "Rent" sign on, and show the
premises.
8. PARKING LOT MAINTENANCE: LESSOR shall be responsible for maintenance
of the parking lot and common areas including snow removal. cleaning, repainting
and repairs. LESSEE shall pay, as additional rent its pro rata share of the
parking lot maintenance and common areas, including snow removal etc., in
monthly installments equal to 1/12th of the most recent parking lot maintenance
and snow removal expenses or mutually agreed upon estimates provided by LESSOR.
LESSEE shall insure that the parking lot is not damaged by placement or movement
of trash containers or the dollies on semitrailer trucks and LESSEE shall be
responsible for the repair of same during the term of the lease and upon
termination thereof. LESSEE understands and agrees that no personal or business
property shall be stored in the parking area or any place outside
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the building. LESSEE shall not permit its employees, customers, agents,
contractors or vendors to utilize more than 41 parking spaces in the parking
area immediately adjacent to the premises.
9. MAINTENANCE AND REPAIR BY LESSOR: LESSOR shall keep in repair,
ordinary wear and tear excepted, the roof and exterior walls (exclusive of
inside surfaces), gutters and downspouts of the building in which the premises
are a ▇▇▇ except as to damage arising from the negligence of the LESSEE, but
nothing herein shall be construed as requiring LESSOR to repair any front or
other part installed by the LESSEE. LESSOR reserves the right to the exclusive
use of the roof and exterior walls which LESSOR is so obligated to repair.
10. DAMAGE BY CASUALTY: In case, during the term created or previous
thereto, the premises hereby let, or the building of which said premises are a
part, shall be destroyed or shall be so damaged by fire or other casualty as to
become untenantable, then in such event, at the option of the LESSOR, the term
hereby created shall cease, and this lease shall become null and void from the
date of such damage or destruction and the LESSEE shall immediately surrender
said premises and all interest therein to LESSOR, and LESSEE shall pay rent
within said term only to the time of such surrender, provided, however, that
LESSOR shall exercise such option to so terminate this lease by notice in
writing delivered to LESSEE within thirty days after such damage or destruction.
In case LESSOR shall not so elect to terminate this lease, in such event, this
lease shall continue in full force and effect and the LESSOR shall repair the
premises with all reasonable promptitude, placing the same in as good a
condition as they were at the time of the damage or destruction, and for that
purpose may enter said premises and rent shall ▇▇▇▇▇ in proportion to the extent
and duration of untenantability. In either event LESSEE shall remove all
rubbish, debris, merchandise, furniture, equipment and other of its personal
property, within five days after the request of the LESSOR. If the premises
shall be but slightly injured by fire or other casualty, so as not to render the
same untenantable and unfit for occupancy, then the LESSOR shall repair the same
with all reasonable promptitude, and in that case the rent shall not ▇▇▇▇▇. No
compensation or claim shall be made by or allowed to the LESSEE by reason of any
inconvenience or annoyance arising from the necessity of repairing any portion
of the building or the premises, however the necessity may occur.
11. PERSONAL PROPERTY: LESSOR shall not be liable for any loss or
damage to any merchandise, personal or business property in or about the
premises, regardless of the cause of such loss or damage.
12. ALTERATIONS: LESSEE shall not make any alterations or additions in
or to the premises without the prior written consent of LESSOR.
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13. UTILITIES AND SERVICES: LESSEE shall famish and pay for all
electricity, gas, water, fuel and any services or utilities used in or assessed
against the premises including, but not limited to, any charges for the burglar
and fire monitoring systems which shall include line and installation charge; if
necessary, unless otherwise herein expressly provided.
14. PUBLIC REQUIREMENTS: LESSEE shall comply with all laws, orders,
ordinances, and other public requirements now or hereafter affecting the
premises or the use thereof, and save LESSOR harmless from expense or damage
resulting from failure to do so.
15. MULTIPLE TENANT BUILDINGS: If the premises area a part of a
multiple tenant building, it is understood that the responsibility of LESSEE for
additional rent as called for in Articles 2, 6, 8 and 17 of this lease shall be
a percentage of the total square feet of building space (43,493 Sq. Ft.) divided
by the rentable area occupied by LESSEE ( Sq. Ft.). LESSEE shall pay LESSOR for
LESSEE's pro rata share of said expenses stated in Articles 2, 6, 8 and 17 of
this Lease. LESSEE's pro rata share is 29.93%. LESSEE agrees to conduct its
business in a manner that will not be objectionable to other tenants in the
building of which the premises are a part, including, noise, vibration, odor, or
fumes. In the event LESSOR receives complaints from other tenants in the
building and determines, in its sole and reasonable judgment, that LESSEE is
conducting Its operations in a manner objectionable to other tenants, LESSEE
agrees, upon written notice from LESSOR, to promptly modify the conduct of its
operations to eliminate such objectionable operations.
16. FIXTURES: All buildings, repairs, alterations, additions,
improvements, installations, and any other fixtures by whomsoever installed or
erected (except such business trade fixtures and equipment belonging to LESSEE
as can be removed without damage to or leaving incomplete the premises or
building) shall belong to LESSOR and remain on and be surrendered with the
premises as a part thereof at the expiration of this lease or any extension
thereof.
17. REAL ESTATE TAXES: LESSEE shall pay as additional rent Its pro rata
share of real estate taxes, both general and special, including the expense of
protesting, negotiating or contesting the amount or validity of any such taxes,
payable with respect to the leased premises during any lease year. LESSEE shall
pay to LESSOR monthly installments in the amount of 1/12th of the most recent
real estate tax ▇▇▇▇ or 1/12th of LESSOR's reasonable estimate of the next tax
▇▇▇▇ sum. LESSOR shall notify LESSEE on the anniversary date of the tax ▇▇▇▇ if
any adjustments are required to the monthly installments and provide LESSEE a
copy of the tax ▇▇▇▇ evidencing said adjustment.
18. EMINENT DOMAIN: If the premises or any substantial part thereof
shall be taken by any competent authority under the power of eminent domain or
be acquired for
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any public or quasi-public use or purpose, the term of this lease shall cease
and terminate upon the date when the possession of said premises of the part
thereof so taken shall be required for such use of purpose and without
apportionment of the award, and LESSEE shall have no claim against LESSOR for
the value of any unexpired term of this lease, If any condemnation proceeding
shall be instituted in which it is sought to take or damage any part of LESSOR's
building of the land under it or if the grade of any street or alley adjacent to
the building is changed by any competent authority and such change of grade
makes it necessary or desirable to remodel the building to conform to the
changed grade, LESSOR shall have the right to cancel this lease after having
given written notice of cancellation to LESSEE not less than ninety (90) days
prior to the date of cancellation designated in the notice. In either of said
events rent at the then current rate shall be apportioned as of the date of the
termination. No money or other consideration shall be payable by the LESSOR to
the LESSEE for the right of cancellation and the LESSEE shall have no right to
share in the condemnation award or in any judgment for damages caused by the
taking or the change of the grade Nothing in this paragraph shall preclude an
award being made to LESSEE for loss of business or depreciation to and cost of
removal of equipment or fixtures.
19. WAIVER OF SUBROGATION: As part of the consideration for this lease
each of the parties hereto hereby releases the other party hereto from all
liability for damage due to any act or neglect of the other party (except as
hereinafter provided) occasioned to property owned by said parties which is or
might be incident to or the result of a fire or any other casualty against loss
for which either of the panties is now carrying or hereafter may carry
insurance; provided, however, that the releases herein contained shall not apply
to any loss or damage occasioned by the willful, wanton, or premeditated
negligence of either of the parties hereto, and the parties hereto further
covenant that any insurance that they obtain on their respective properties
shall contain an appropriate provision whereby the insurance company, or
companies, consent to the mutual release of liability contained in this
paragraph.
20. DEFAULT AND REMEDIES: In the event: (a) LESSEE fails to comply with
any term, provision, condition, or covenant of this lease; (b) LESSEE deserts or
vacates the premises; (c) any petition is filed by or against LESSEE under any
section or chapter of the Federal Bankruptcy Act, as amended, or under any
similar law or statute of the United States or any state thereof, (d) LESSEE
becomes insolvent or makes a transfer in fraud of creditors; (e) LESSEE makes
any assignment for benefit of creditors; or (f) a receiver is appointed for
LESSEE or any of the: assets of LESSEE, then in any of such events LESSEE shall
be in default and, LESSOR shall have the option to do any one or more of the
following upon ten (10) days prior written notice, excepting the payment of rent
or additional rent for which no demand or notice shall be necessary, in addition
to and not in limitation of any other remedy permitted by law; to enter upon the
premises or any part thereof either with or without process of law, and to
expel, remove and put out LESSEE or any other persons who might be thereon,
together with all personal property found
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therein; and, LESSOR may terminate this lese or it may from time to time,
without terminating this lease, rent said premises or any part thereof for such
term or terms (which may be for a term extending beyond the term of this lease)
and at such rental or rentals and upon such other terms and conditions as LESSOR
in its sole discretion may deem advisable, with the right to repair, renovate,
remodel, redecorate, alter and change said premises. At the option of LESSOR,
rents received by LESSOR from such reletting shall be applied first to the
payment of any indebtedness from LESSEE to LESSOR other than rent and additional
rent due hereunder, second, to payment of any costs and expenses of such
reletting including but not limited to attorneys' fees, advertising fees, and
brokerage fees, alterations and changes in the premises; third, to the payment
of rent and additional rent due and payable hereunder and interest thereon, and
if after applying said rentals there is any deficiency in the rent and
additional rent and interest to be paid by LESSEE under this lease, LESSEE shall
pay any such deficiency to LESSOR and such deficiency shall be calculated and
collected by LESSOR monthly. No such re-entry or taking possession of said
premises shall be construed as an election of LESSOR's part to terminate this
lease unless a written notice of such intention be given to LESSEE.
Notwithstanding any such reletting without termination, LESSOR may at any time
thereafter elect to terminate this lease for such previous breach and default.
Should LESSOR at any time terminate this lease by reason of any default, in
addition to any other remedy it may have, it may recover from LESSEE the worth
at the time of such termination of the excess of the amount of rent and
additional rent reserved in this lease for the balance of the term hereof over
the then reasonable rental value of the premises for the same period LESSOR
shall have the right and remedy to seek redress in the courts at any time to
correct or remedy any default of LESSEE by injunction or otherwise. Without such
resulting or being deemed a termination of this lease, and LESSOR, whether this;
lease has been or is terminated or not shall have the absolute right by court
action or otherwise to collect any and all amounts of unpaid rent or unpaid
additional rent reserved in this lease for the balance of the term hereof over
the then reasonable rental value of the premises for the same period LESSOR
shall have the right and remedy to seek redress in the courts at any time to
correct or remedy any default of LESSEE by injunction or otherwise, without such
resulting or being deemed a termination or not, shall have the absolute right by
court action or otherwise to collect any and all amounts of unpaid rent or
unpaid additional rent or any other sums due from LESSEE to LESSOR under this
lease which were or are unpaid at the date of termination. In case it should be
necessary for LESSOR to bring any action under this lease, to consult or place
said lease or any amount payable by LESSEE hereunder with an attorney concerning
or for the enforcement of any LESSOR's rights hereunder, the LESSEE agrees in
each and any such rise to pay to LESSOR, LESSOR's reasonable attorney's fees.
21. WAIVER: The rights and remedies of the LESSOR under this lease, as
well as those provided or accorded by law, shall be cumulative, and none shall
be exclusive of any other rights or remedies hereunder allowed by law. A waiver
by LESSOR of any breach or breaches, default or defaults of LESSEE hereunder
shall not be deemed or
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construed to be a continuing waiver of such breach or default nor as a waiver of
or permission, expressed or implied, for any subsequent breach or default, and
it is agreed that the acceptance by LESSOR of any installment of rent
subsequently to the daw the same should have been paid hereunder, shall in no
manner alter or affect the covenant and obligation of LESSEE to pay subsequent
installments of rent promptly upon the due date thereof No receipt of money by
LESSOR after the termination in any way of this lease shall reinstate, continue
or extend the term above demised.
22. NOTICES: Any notice hereunder shall be sufficient if sent by
registered or certified mail, addressed to LESSEE at the premises, and to LESSOR
where rent is payable.
23. SUBORDINATION: In the event LESSOR holds title to said premises by
virtue of a lease, then this sublease is and shall remain subject to all of the
terms and conditions of such underlying lease so far as shall be applicable to
the premises herein leased. This lease shall also be, subject and subordinate in
law and equity to any existing or future mortgage or deeds of trust placed by
LESSOR upon the leased premises or the building of which the premises form a
part.
24. SUCCESSORS: The provisions, covenants, and conditions of this lease
shall bind and inure to the benefit of the legal representatives, heirs,
successors and assigns of each of the parties hereto, except that no assignment
or subletting by LESSEE without the written consent of LESSOR shall vest any
right in the assignee or sublessee of the LESSEE.
25. QUIET POSSESSION: LESSOR agrees that so long as LESSEE fully
complies with all of the terms, covenants and conditions herein contained on
LESSEE's part to be kept and performed, LESSEE shall and may peaceably and
quietly have, hold and enjoy the said premises for the term aforesaid, it being
expressly understood and agreed that the aforesaid covenant of quiet enjoyment
shall be binding upon the LESSOR, its heirs, successors, or assigns. LESSOR
further covenants and represents that LESSOR has full right, title, power and
authority to make, execute and deliver the lease.
26. BANKRUPTCY: Neither this lease nor any interest therein nor any
estate hereby created shall pass to any trustee or receiver in bankruptcy or to
any other receiver or assignee for the benefit of creditors by operation of law
or otherwise during the term of this lease or any renewal thereof.
27. ENTIRE AGREEMENT: This lease contains the entire agreement between
the parties, and no modification of this lease shall be binding upon the parties
unless evidenced by an agreement in writing signed by the LESSOR and the LESSEE
after the date hereof If there be more than one LESSEE named herein, the
provisions of this lease shall be applicable to and binding upon such LESSEE's
jointly and separately.
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28. ESTOPPEL CERTIFICATE BY LESSEE: LESSEE further agrees at anytime
and from time to time, upon not less than twenty (20) days prior written request
by LESSOR, to execute, acknowledge and deliver to LESSOR a statement in writing
certifying that this lease is unmodified and ir full force and effect (or if
there have been modifications that the same is in full force and effect as
modified, and stating the modifications), and the date to which the rental and
other charges have been paid in advance, if any, it being intended that any such
statement delivered pursuant to this paragraph, may be relied upon by any
prospective purchaser upon the fee, of the demised premises.
29. LESSEE: From time to time during the term of this lease and for a
reasonable purpose, LESSEE shall provide to LESSOR copies of its audited or
certified financial statements within thirty (30) days from LESSOR's written
request.
30. LIENS AND ENCUMBRANCES: LESSEE shall not perform any act which
shall in any way encumber the title of LESSOR in and to the Leased Premises or
the Real Estate, nor shall the interest or estate of LESSOR in the Leased
Premises or the Real estate be in any way subject to any claim by way of lien or
encumbrance, whether by operation of law or by virtue or any express or implied
contract by LESSEE. Any claim to, or lien upon, the Leased Premises or the Real
Estate arising from any act or omission of LESSEE shall accrue only against the
leasehold estate of LESSEE and shall be subject and subordinate to the paramount
title and rights of LESSOR in and to the Leased Premises or the Real Estate.
Should the Leased Premises or the Real Estate become subject to any mechanics,
laborers' or materialmen's lien on account of labor or 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 on the Leased Premises
by, or at the direction or sufferance of, LESSEE, and in case of filing of any
such lien, LESSEE will promptly pay same, provided, however, that LESSEE shall
have the right to contest in good faith and with reasonable diligence, the
validity of any such lien or claimed lien if LESSEE shall give to LESSOR such
security as may be deemed satisfactory to LESSOR to insure payment thereof and
to prevent a sale, foreclosure, or forfeiture of the Leased Premises or the Real
Estate by ▇▇▇▇▇ of non-payment thereof, provided further, however, that on final
determination of the lien or claim for lien, LESSEE shall immediately pay any
judgment rendered, with all proper costs and charge, and shall have the lien
released and any judgment satisfied.
31. HOLDING OVER: In the event of a holding over by LESSEE after
expiration of termination of this lease without the written consent of the
LESSOR, LESSEE shall be deemed a LESSEE at sufferance and shall pay as
liquidated damages, double rent for the entire holdover period and any and all
damages incurred by LESSOR's inability to deliver premises to any future
contracted tenant and all attorney's fees and expenses incurred by LESSOR in
enforcing its rights hereunder.
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32. COMMON AREAS: LESSEE agrees to conform with any reasonable rules
and regulations LESSOR may establish from time to time in connection with use of
the common areas, including those concerning the parking area, driveways,
landscaping and loading docks.
33. JANITORIAL SERVICE AND GARBAGE REMOVAL: LESSEE at its own expense
shall provide its own janitorial service and garbage removal. LESSEE shall not
permit the undue accumulation of debris in the premises or in any area
immediately adjoining the premises. Dumpsters will be stored within the
designated area of the premises prior to and immediately following trash
removal.
34. LATE CHARGE: LESSEE will pay to LESSOR a late charge of five
percent (5%) on any amount owing to LESSOR hereunder which is not paid when due.
The late charge will represent a fair and reasonable estimate of the cost LESSOR
will incur because of LESSEE's late payment. Additionally LESSOR may charge
LESSEE interest for any sum pas due, with such interest rate charged being five
percent (5%).
35. ADJUSTED RENTAL: After delivery of LESSOR's notice as provided in
Articles 2, 6, 8 and 17, and determination of the amount of LESSEE's pro rata
share of taxes, insurance, maintenance and other expenses due upon notice, if
any, the monthly installment of rent then being paid by LESSEE shall be
increased by 1/12th of the amount of LESSEE's pro rata share of LESSOR's
reasonable estimate of the next billing amount The adjusted monthly rental as
determined by the preceding sentence shall be paid by LESSEE until receipt by
LESSEE of LESSOR's notice the next succeeding calendar year, If the term of this
lease ends on other than the last day of a calendar year, LESSEE's pro rata
share shown on the notice delivered after the end of the term shall be reduced
proportionately and any payment due shall also be apportioned and paid as
aforesaid.
36. ENVIRONMENTAL: LESSEE shall not in the premises or the building
generate, store, handle, release, discharge or otherwise seal with any material
classified as a "hazardous material" for purpose of the Comprehensive
Environmental Response, Compensation and Liability Act of 1980 (CERCLA), as
amended from time to time, or any other similar or related federal, state or
local statutes, rules, regulations or ordinances. Without limiting the,
generality of the foregoing, LESSEE expressly covenants and agrees that it shall
not, nor LESSEE shall permit anyone to (a) use asbestos or any asbestos
containing materials in the premises or in the building; (b) use any liquid
filled transformers in the premises or in the building, unless consented by the
LESSOR in limiting and confirmed by an outside authoritative source to be free
of polychlorinated biphenyl's (PCB's); (c) install any underground storage tanks
unless consented by LESSOR in writing and specifically approved and certified to
be in compliance with applicable code requirements; and (d) store any unopened
containers of combustible products such as cleaning solvents in other than metal
containers and cabinets approved by LESSOR in writing.
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LESSEE shall protect, indemnify and save LESSOR and its officers,
agents, contractors and employees harmless from and against any and all
obligations, liabilities, costs, damages, claims and expenses of whatsoever
nature arising from or in connection with any violation of this Article 36. The
provisions of this Article 36 shall survive the termination of this lease.
37. FORCE MAJEUR: Landlord shall not be considered in default of any of
the terms, covenants and conditions of this Lease on Landlord's part to be
performed, if Landlord fails to timely perform any of the terms and such failure
is due in whole or in part to any strike, lockout, labor trouble (whether legal
or illegal), civil disorder, inability to procure materials, failure of power,
restrictive governmental laws and regulations, riots, insurrections, war, fuel
shortages, accidents, casualties, acts of God, acts caused directly or
indirectly by Tenant (or Tenant's agents, employees or invitees) or any other
cause beyond the control of Landlord.
This lease consists of 11 pages numbered 1 to 11, identified by LESSOR
and LESSEE.
WITNESS WHEREOF, said parties hereunto subscribed their names. Executed
in two (2) originals.
LESSOR: ADDRESS:
CLO Enterprises
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇ ▇.▇. ▇▇▇▇▇▇▇ ▇▇.
---------------------------- ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Its: General Partner
LESSEE:
Circle Group Internet, Inc.
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------
▇▇▇▇ ▇▇▇▇▇▇▇
Its: CEO
RIDER TO LEASE
This Rider To Lease is entered into this 20th day of May, 1999, by and
between CLO Enterprises as LESSOR, and CIRCLE GROUP INTERNET, INC. as LESSEE.
11
Whereas Landlord and Tenant entered into a Lease dated May 20, 1999
(hereinafter the "Lease") for certain premises (hereinafter "Premises") located
at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, commonly known as ▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇;
Whereas Lessor and Lessee mutually acknowledge that certain items
within the "Lease" require clarification or change;
Now Therefore Lessor and Lessee mutually agree that the this document
is attached to and shall be a part of the Lease.
1. Term of Lease shall be five (5) years commencing on the 1st day of
July, 1999 and ending on the 30th day of June, 2004.
2. Base rents shall be as follows:
Months Base Monthly Rents
------ ------------------
1-3 $2,980.00
4-6 $3,970.00
7-9 $4,965.00
10-12 $6,455.00
13-60 $6,780.00
3. Option to Renew: Lessee shall have the right to extend this Lease
for an additional five (5) year term, if the Lessee has been for the twelve
months preceding the exercise of the Option and is at the time of exercise of
the Option, a Lessee in good standing. Good Standing is the state of full
compliance with all terms and conditions of the Lease including, but not limited
to, payment of all rents due on the first day of each month. All terms and
conditions of Lease shall apply to the Option Term except that the Base Rents
shall be at "market" to be negotiated by Lessor and Lessee.
4. The Security Deposit shall be $12,693.00. This Deposit shall be
reduced to $6,347.00 if, during the first twelve months of occupancy the Lessee
has been a Lessee in good standing. If Lessee has done so, then Lessor shall, in
the thirteenth month of tenancy return to Lessee $6,346.00 of the original
Security Deposit. If required by State Statute, interest shall be paid per
Statute.
5. Possession at Beginning of Term: This Lease shall commence and
occupancy shall be provided to Lessee thirty (30) days from the date of
execution of the Lease by both Lessee and Lessor.
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6. Exhibit "A" attached hereto and made a party hereof. This drawing of
the building in which the "premises" are located indicates the "premises" as
Unit B.
7. Exhibit "B" attached hereto and made a part hereof. This drawing of
the "premises" depicts the improvements desired by the Lessee. Specifically, the
improvement of the primary entranceway; the creation of two bathrooms, one
kitchen, one hallway, one conference room and two private offices; a drop-in 2
'x 4' acoustical ceiling throughout the "premises"; electrical; lighting; and
HVAC and its distribution as appropriate.
8. Pursuant to the Letter of Proposal, dated May 19, 1999, the cost of
the restrooms shall be Lessor's cost, and Lessor shall also provide the sum of
$33,000.00 toward the cost of the improvements within the "premises". To the
extent, if any, the cost of the improvements within the "premises" (excluding
the cost of the restrooms) may exceed the sum provided by Lessor, said excess
costs shall be the sole responsibility and cost of the Lessee. Lessee shall pay
to Lessor, within seven (7) days from the date of receipt of the invoice for
such excess, if any, the full sum of such excess costs.
9. All work to the "premises" is to be performed by ▇▇▇▇▇▇▇
Construction and/or its subcontractors at the direction of the Lessor.
10. Lessor and Less agree that from May 27, 1999 through July 26, 1999,
Lessor hereby grants to Lessee "the right of first refusal" for Unit A of the
building. This "right" shall be at a rental rate and terms to be agreed upon
within three (3) days at Lessor's notice to Lessee that Lessor has a bonafide
prospect desiring to lease Unit A. Lessor's notice to Lessee shall be in
writing. Lessee's exercise of this "right" shall be in writing. If no written
agreement for Unit A is reached within said three (3) day period then this
"right" shall automatically expire.
WITNESS WHEREOF, said parties hereunto subscribed their names. Executed
in two (2) originals.
LESSOR: LESSEE:
CLO ENTERPRISES CIRCLE GROUP INTERNET, INC.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇
---------------------- ------------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇
Its: General Partner Its: Chief Executive Officer
---------------------- -----------------------------
Date: June 22, 1999 Date: June 22, 1999
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