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INDUSTRIAL LEASE
1. Parties: This lease, dated for reference purposes only, 2/21/96 is made
by and between ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Investments (herein called Lessor") and FOUR
CORNERS TECHNOLOGY AND/OR ▇▇▇ ▇▇▇▇▇▇ AND/OR ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ (herein called
"Lessee").
2. Premises: The property situated in the County of Maricopa, state of
Arizona, commonly known as ▇▇▇▇ ▇. ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇, 400, AND 500 ,
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. Said real property including the land and all
improvements thereon, is herein called "the Premises".
3. Term: The term of this lease shall be 36 MONTHS commencing on 3/1/96 and
ending on 2/28/99 unless sooner terminated pursuant to any provision hereof.
4. Rent: Lessee shall pay to Lessor as rent for the Premises equal monthly
payments of $4533.12 plus applicable rental taxes in advance on the 1st day
of each month of the term hereof. CURRENT SALES TAX IS 4.15% BUT COULD CHANGE
AT ANY TIME.
5. Security Deposit: Lessee shall deposit with Lessor upon execution hereof
$4533.12 LESS CURRENT SECURITY DEPOSIT RECEIVED OF 3312.64 = 1220.48 as
security for Lessee's faithful performance of Lessee's obligations thereunder.
6. Use
6.1 Use: The premises shall be used and occupied only for such
purposes as allowed by zoning IE: ELECTRONIC DISTRIBUTION and for no other
purpose.
6.2 Compliance with law: Lessee shall comply promptly with all
applicable statutes, ordinances, rules, regulations, orders, restrictions of
record, and requirements in effect during the term of the lease.
6.3 Condition of Premises. Lessee hereby accepts the Premises in
the condition existing as of the date of the execution hereof, subject to all
applicable zoning, municipal, county and state laws, ordinances and
regulations governing and regulating the use of the Premises.
7. Maintenance Repairs and Alterations
7.1 Lessor's Obligations. Lessor shall keep in good order,
condition and repair the foundation, and exterior, excluding the interior
surface of exterior walls, windows, and doors. Lessor shall have an
obligation to make repairs within a reasonable time after receipt of written
notice of the need for such repairs.
7.2 Lessee's Obligations
(a) Lessee shall keep in good order, condition and repair the
interior of the Premises and every part thereof. Lessee shall keep all exterior
areas in a neat and orderly condition and shall not allow trash cartons, crates
and so forth to accumulate or be left laying in parking lots or anywhere else on
the property.
(b) Lessee shall surrender the Premises to Lessor in the same
condition received, broom clean, ordinary wear and tear excepted. Lessee shall
repair any damage to the Premises occasioned by the removal of its trade
fixtures, furnishings and equipment.
7.3 Alterations and Additions: Lessee shall not, without Lessor's
prior written consent, make any alterations, improvements, or additions, except
for non structural alterations not
exceeding $250.00 in cost. Lessor may require that Lessee remove any or all
of said alterations, improvements or additions, at the expiration of the
term, and restore the Premises to the prior condition.
8. Insurance:
8.1 Liability Insurance. Lessee shall obtain and keep in force
during the term of this Lease a policy of Combined Single Limit Bodily injury
and Property Damage insurance insuring the Lessor and Lessee against any
liability arising out of the ownership, use, occupancy or maintenance of the
Premises and all areas appurtenant thereto. The policy shall contain cross
liability endorsements and shall insure performance by Lessee of the
indemnity provisions.
8.2 Property Insurance: Lessor shall obtain and keep in force
during the term of this Lease a policy or policies of Insurance covering loss
or damage to the Premises, but not Lessee's fixtures, equipment or tenant
improvements.
8.4 Waiver of Subrogation. Lessee and Lessor each hereby waives any
and all rights of recovery against the other, or against the officers,
employees, agents, and representatives of the other, for loss of or damage to
such waiving party or its property or the property of others under its control,
where such loss or damage is insured against under any insurance policy in force
at the time of such loss or damage.
8.5 Indemnity. Lessee shall indemnify and hold harmless Lessor
from and against any and all claims arising from Lessee's business,
activities, or work.
8.6 Exemption of Lessor from Liability. Lessee hereby agrees that
Lessor shall not be liable for injury to Lessee's business or any loss of
income therefrom or from damage to the goods, wares, merchandise or the
property of Lessee. Lessee's employees invitees, customers, or any other
person in or about the Premises, nor shall Lessor be liable for injury to the
person of Lessee, Lessee's employees, agents or contractors, whether such
damage or injury is caused or results from fire, steam, electricity, gas,
water or rain, or from the breakage, leakage, obstruction other defects of
pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting
fixtures, or from any other cause, whether the said damage or injury results
from conditions arising upon the Premises or upon other portions of the
building of which the Premises are a part, or from other sources or places,
and regardless of whether the cause of such damage or injury or the means of
repairing the same is inaccessible to Lessee. Lessor shall not be liable for
any damages arising from any act or neglect of any other tenant, if any, of
the building in which the Premises are located.
9. Damage or Destruction.
9.1 Partial Damage Insured. If the Premises are damaged and such
damage was caused by casualty covered under an insurance policy, Lessor shall
at Lessor's expense repair such damage as soon as reasonably possible and
this Lease shall continue in full force and effect but Lessor shall not
repair or replace any fixtures, equipment or tenant improvements.
9.2 Partial Damage Uninsured. If at any time during the term hereof
the Premises are damaged, except by negligent or willful act of Lessee (In
which event Lessee shall make the repairs, at its expense) and such damage
was caused by casualty not covered under an insurance policy. Lessor may at
Lessor's option either (i) repair such damage as soon as reasonably possible
at Lessor's expense, in which event this Lease shall continue in full force
and effect or (ii) give written notice to Lessee within thirty (30) days
after the date of the occurrence of such damage of Lessor's intention to
cancel and terminate this Lease.
9.3 Total Destruction. If at any time during the term hereof the
Premises are totally destroyed from any cause whether or not covered by the
insurance (including any total destruction required by any authorized public
authority) this Lease shall automatically terminate as of the date of such
total destruction.
9.5 Abatement of Rent: Lessee's Remedies. If the Premises are
partially destroyed or damaged and Lessor or Lessee repairs or restores them
pursuant to the provisions of this paragraph 9. the rent payable thereunder
for the period during which such damage, repair or restoration continues
shall be abated in proportion to the degree to which Lessee's use of the
premises is impaired. Except for abatement of rent, if any, Lessee shall have
no claim against Lessor for any damage suffered by reason of any such damage,
destruction, repair or restoration.
10. Personal Property Taxes: Lessee shall pay all taxes assessed against and
levied upon trade fixtures, furnishings, equipment and all other personal
property of Lessee contained in the Premises or elsewhere.
11. Utilities. Lessee shall pay for all electric power, and telephone,
supplied to the Premises, together with any taxes thereon.
12. Assignment and Subletting: Lessee shall not voluntarily or by operation of
law, assign, transfer, sublet or otherwise transfer or encumber all or any part
of Lessee's interest in this Lease or in the Premises, without Lessor's prior
written consent. Any attempted assignment, transfer, or subletting without such
consent shall be void, and shall constitute a breach of this Lease.
13. Defaults. The occurrence of any one or more of the following events shall
constitute a material default and breach of this Lease by Lessee.
(a) The vacating or abandonment of the Premises by Lessee.
(b) The failure by Lessee to make any payment of rent or any other
payment required to be made by Lessee thereunder, as and when due, where such
failure shall continue for period of Three (3) days after written notice thereof
from Lessor to Lessee.
(c) The failure by Lessee to observe or perform any of the covenants,
conditions or provisions of this Lease.
(d) (i) The making by Lessee of any general arrangement for the benefit
of creditors; (ii) the filing by or against Lessee of a petition to have Lessee
adjudged a bankrupt or a petition for reorganization or arrangement under any
law relating to bankruptcy (unless in the case of a petition filed against
Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of
a trustee or receiver to take possession of substanstantially all of Lessee's
assets located at the Premises or of Lessee's interest in this Lease where
possession is not restored to Lessee within thirty (30) days on or after
attachment, execution or the other judicial seizure of substantially all of
Lessee's assets located interest in this lease where such seizure is not
discharged within thirty (30) days.
13.2 Remedies. In the event of any such material default or breach
by Lessee, Lessor may at any time thereafter with or without notice or demand
and without limiting Lessor in the exercise of any right or remedy which the
Lessor may have by reason of such default or breach:
(a) Terminate Lessee's right to possession of the Premises by any lawful
means in which case this Lease shall terminate and Lessee shall immediately
surrender possession of the Premises to Lessor. In such event Lessor shall be
entitled to recover from Lessee all damages incurred by Lessor by reason of
Lessee's default including, but not limited to the cost of
recovering possession of the Premises, expenses or reletting, including
necessary renovation and alteration of the Premises, reasonable attorney's
fees and any real estate commission actually paid.
(b) Maintain Lessee's right to possession in which such case this Lease
shall continue in effect whether or not Lessee shall have abandoned the Premises
in such event the Lessor shall be entitled to enforce all of Lessor's rights and
remedies under this Lease, including the right to recover the rent as if becomes
due thereunder.
(c) Pursue any other remedy now or hereafter available to Lessor under
the laws or judicial decisions of the State of Arizona.
13.4 Late Charges. If any installment of rent or any other sum due
from Lessee shall not be received by Lessor within ten (10) days after such
amount shall be due, Lessee shall pay to Lessor late charge equal to 5 % per
month of such overdue amount.
15. Broker's Fee. The brokers fee, if any, shall be by separate agreement
between Lessor and broker.
16. General Provisions.
16.1 Estoppel Certificates.
(a) Lessee shall if requested execute acknowledge and deliver to Lessor
statement in writing (i) certifying that this Lease is unmodified and in full
force and effect (or, if modified, stating the nature of such modification and
certifying that this Lease, as so modified, is in full force and effect) and the
date to which the rent and other charges are paid in advance, if any, and (ii)
acknowledging that there are not, to Lessee's knowledge, any uncured defaults on
the part of the Lessor thereunder, or specifying such defaults if any are
claimed. Any such statement may be conclusively relied upon by any prospective
purchaser or encumbrance of the Premises.
16.2 Lessor's Liability. the term "Lessor" as used herein shall mean
only the owner or owners at the time in question of the fee title or a Lessee's
interest in a ground lease of the Premises, in the event of any transfer of such
title or interest. Lessor herein named (and in case of any subsequent transfers
the then guarantor) shall be relieved from and after the date of such transfer
of all liability as respects Lessor's obligations thereafter to be performed,
provided that any funds in the hands of Lessor or the then guarantor at the time
of such transfer, in which Lessee has an interest, shall be delivered to the
grantee. The obligations contained in this Lease to be performed by Lessor
shall, subject as aforesaid, be binding on Lessor's successors and assigns, only
during their respective period of ownership.
16.3 Sever ability. The invalidity of any provision of this lease as
determined by a court of competent jurisdiction, shall in no way affect the
validity of any other provision hereof.
16.4 Interest on Past-due Obligations. Except as expressly herein
provided, any amount due to Lessor not paid when due shall bear interest at 18 %
per annum from the date due.
16.5 Time of Essence. Time is of the
essence.
16.7 Incorporation of Prior Agreements: Amendments. This lease
contains all agreements of the parties with respect to any matter mentioned
herein.
16.11 Holding Over. If Lessee remains in possession of the Premises
or any part thereof after the expiration of the term hereof without the express
written consent of Lessor, such occupancy shall be tenancy form month to month
at a rental in the amount of the last monthly rental plus all other charges
payable thereunder and upon all terms hereof applicable to a month-to- month
tenancy.
16.14 Binding Effect: This Lease shall bind the parties, their
personal representatives, successors and assignees. This lease shall be
governed by the laws of the State of Arizona.
16.15 Subordination.
(a) This lease, at Lessor's option, shall be subordinate to any
mortgage or deed of trust or any other hypothecation for security now or
hereafter placed upon the property.
(b) Lessee agrees to execute any documents required to effectuate
such subordination or to make this Lease prior to the lien of any mortgage, deed
of trust or ground lease, as the case may be within ten (10) days after written
demand.
16.16 Attorney's Fees. If either party herein brings an action to
enforce the terms hereof or declare rights thereunder, the prevailing party in
any such action, on trial or appeal, shall be entitled to his reasonable
attorney's fees to be paid by the losing party as fixed by the court.
16.17 Lessor's Access. Lessor and Lessor's agents shall have the
right to enter the Premises at reasonable times for the purpose of inspecting
the same, showing the same in prospective purchasers, lenders, or Lessees, and
making such alterations, repairs, improvements or additions to the Premises or
to the building of which they are a part as Lessor may deem necessary or
desirable.
16.18 Signs and Auctions. Lessee shall not place any sign upon the
Premises or conduct any auction thereon without Lessor's prior written consent.
16.20 Corporate Authority. If Lessee is a corporation, each
individual executing this lease on behalf of said corporation represents and
warrants that he is duly authorized to execute and deliver this Lease on behalf
of said corporation in accordance with a duty adopted resolution of the Board of
Directors of said corporation or in accordance with the bylaws of said
corporation, and that this Lease is binding upon said corporation in accordance
with its terms.
16.23 Multiple Tenant Building. Lessee agrees to abide by, keep and
observe all reasonable rules and regulations which Lessor may make from time to
time for the management, safety, care and cleanliness of the building and
grounds, the parking of vehicles and the preservation of good order herein as
well as for the convenience of other occupants and tenants of the building. The
violations of any such rules and regulations, shall be deemed a material breach
of this lease.
16.24 Parking. Uncovered parking spaces will be available on a first
come basis. Unless otherwise specified by lessor. Covered parking spaces are to
be assigned to the Lessee by the Lessor and Lessee will pay to Lessor at a
separate monthly rental rate the sum of $15.00 per month, payable at the same
time and in the same manner as the rent for the premises. Lessee agrees that
Lessee shall be solely responsible for the policing of the covered parking areas
to insure that unauthorized persons are not using the parking spaces allocated
to Lessee.
16.25 Storage No exterior storage is allowed, including vehicles
belonging to Lessee.
16.27 Additional Provisions: THERE IS A 5% PER YEAR INCREASE IN
LEASE RATE EFFECTIVE AFTER THE FIRST 12 MONTHS OF THE LEASE AND FOR EACH 12
MONTH PERIOD THEREAFTER. THE UNDERSIGNED GUARANTEES PERFORMANCE OF ABOVE
LEASE AND PAYMENT OF ALL SUMS DUE THEREAFTER IN THE EVENT OF DEFAULT, HEREBY
WAIVING NOTICE OF ANY MODIFICATION, AMENDMENT OR EXTENSION. LESSEE AGREES NOT
TO CHANGE OR MODIFY LOCKS WITHOUT GIVING A NEW KEY IMMEDIATELY TO LESSOR.
LESSEE AGREES TO NOTIFY LESSOR 30 DAYS PRIOR TO VACATING PREMISES FOR
WHATEVER REASON.
The parties hereto have executed this Lease on the dates specified
immediately adjacent to their respective signatures.
LESSOR LESSEE
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